2. — This presentation includes "forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of
the Securities Exchange Act of 1934. Forward-looking statements are statements other than statements of historical fact that give our current
expectations or forecasts of future events. They include production forecasts, estimates of operating costs, assumptions regarding future
natural gas and liquids prices, planned drilling activity by our Clients, estimated future capital expenditures, estimates of recoverable
resources, projected rates of return and expected efficiency gains, as well as projected cash flow, business strategy and other plans and
objectives for future operations. Although we believe the expectations and forecasts reflected in the forward-looking statements are
reasonable, we can give no assurance they will prove to have been correct. They can be affected by inaccurate or changed assumptions or
by known or unknown risks and uncertainties.
— Factors that could cause actual results to differ materially from expected results include the volatility of natural gas, oil and Natural Gas
Liquefied (“NGL”) prices; the limitations our level of indebtedness may have on our financial flexibility; declines in the prices of natural gas
and oil; the availability of capital on an economic basis, including through planned asset sales, to fund reserve replacement costs; our ability
to replace reserves and sustain production; uncertainties inherent in estimating quantities of natural gas, oil and NGL reserves and projecting
future rates of production and the amount and timing of development expenditures; our ability to generate profits or achieve targeted results
in drilling and well services operations; legislative and regulatory changes adversely affecting our industry and our business, including
initiatives related to hydraulic fracturing, air emissions and endangered species; a deterioration in general economic, business or industry
conditions having a material adverse effect on our results of operations, liquidity and financial condition; oilfield services shortages, gathering
system and transportation capacity constraints and various transportation interruptions that could adversely affect our revenues and cash
flow; adverse developments and losses in connection with pending or future litigation and regulatory investigations; cyber attacks adversely
impacting our operations; and an interruption at our headquarters that adversely affects our business.
— Disclosures concerning the estimated contribution of derivative contracts to our future results of operations are based upon market
information as of a specific date. These market prices are subject to significant volatility.
— The discussions to acquire Devoe and MonDak, announced mid 2014 have ceased, however, NAS believes they remain potential future
targets.
— We caution you not to place undue reliance on our forward-looking statements, which speak only as of the date of this presentation, and we
undertake no obligation to update any of the information provided in this release, except as required by applicable law.
3. 3
The following presentation has been prepared to demonstrate that the
price of of National Automation Services (NASV) common stock is
significantly undervalued, when compared to similar NYSE and NASDAQ
listed companies operating in the Oil & Gas field services sector. Historical
factors which have held back price appreciation in these shares are rapidly
giving way to new developments, which are projected to cause explosive
growth in NASV revenues, earnings and share price. We believe the
opportunity revealed in this story warrants the attention and scrutiny of any
serious investor seeking opportunities to build wealth.
The story will first provide key elements of the Company’s business plan,
move into recent developments and milestones achieved in the execution
of such business plan, discuss the inherent opportunities becoming
available in the oversold Oil & Gas sector and conclude with a comparative
analysis of the shares of 6 established listed Oil & Gas field services
companies.
Overall, this information presents a compelling argument for the
accumulation of these shares into a significant position within the astute
investor’s investment portfolio.
4. 4
• National Automation Services, Inc. (NAS)
is a fully reporting publicly traded holding
company currently targeting opportunistic
acquisitions in the Oil & Gas Services
Industry
• NAS acquires established businesses
with seasoned earnings that are dominant
in their local markets
• The NAS platform provides financial
support and strategic guidance to grow
sales organically, while allowing each
subsidiary to operate independently
National
Automation
Services,
Inc.
(NASV)
OTCQB
5. Company Data Points as of April 16, 2015
— Price per Share $1.25
— Market Cap $6.1 Million
— Shares Outstanding 4.9 Million
— Common Shares Authorized 75 Million
— Preferred Shares Authorized (none issued) 10 Million
— Shares in Float 2.4 Million
— 126 employees – 2014
— 5 Year goal: 8 acquisitions, $188 Million sales, $20 Million Net
6. — Seek strong established companies with
customer diversification & durability of
service
— Attract and retain KEY EMPLOYEES with
long term incentive agreements,
— Focus on completed efficiency with each
acquisition before acquiring another
— Enhanced efficiencies potential north of
15%,
— Targeted acquisitions must have three
years trailing average minimum EBITDA
above $2M
— Yield increase on equipment utility by 20%
6
7. 7
— Our first acquisition, which was acquired in March of 2014 is JD Field Services.
— JD operates in the Rockies Region and is the dominant oilfield services contractor offering rig
hauling, clean water and other trucking services to a broad client base.
— JD presently services over 30 E & P customers including Weatherford, Anadarko Petroleum
Corporation (NYSE: APC), QEP Resources (NYSE: QEP), EOG Resources (NYSE: EOG),
Newfield and SM Energy (NYSE: SM). The recent merger of Anadarko and Kerr McGee makes
them one of JD’s top 5 customers. Having a diverse customer base during todays market, allows
JD to benefit from customers that have changed their focus from one region of operation to
another. While some customers may cease operations in regions we serve, others are focusing
on, and are expanding in our region. Each existing customer has it’s own core operations in oil and
natural gas exploration and production, with a current mix of 70% natural gas and 30% oil.
— JD has MSA’s (Master Service Agreements) with these companies among others, which is a
difficult and a lengthy process to obtain. Without an MSA, a company cannot perform work for
these clients, thus creating a barrier to entry for JD’s competitors and security to JD’s future
workload and revenues, which have been consistent year after year as demonstrated on their
historical financials.
8. 8
0.00% 10.00% 20.00% 30.00% 40.00%
Anadarko
Kerr
McGee
Newfield
Production
Company
PTI
Group
USA
ProPetro
ZECO
Pioneer
Drilling
Howcroft
Filed
Services
EOG
Berry
Petroleum
VARIOUS
-‐
otr
customers
%'
age
of
Revenue
9. 9
Financial
Highlights
*
*JD
12
Months
Operations
2014
Milestones
— NAS Acquired JD Field Services
— NAS Completed Recapitalization
— JD Tripled Rig Hauling Crews
— JD Completed 51 (record) Rig Moves
— Total Sales $21 Million
— EBITDA $3.8 Million
— Earnings $.56 Million
— Cash/Debt $2.4 MM/10.5 MM
10. 10
— Projected Gross Revenues of $24 Million
— Projected EBITDA of $5.5 Million
— Projected Net Income of $2.4 Million
— Projected Shares Outstanding of 5.4 Million
— Projected EPS $.44
— Projected Price per Share @ 20X $8.80
The following 2015 year-end projections are based on the
assumptions that JD continues to earn at the same pace as Q1 2015
and that NASV makes no further acquisitions.
11. 11
The following 2015 & 2016 year-end projections are based on the
assumption that NASV acquires one or more targeted companies currently
under active negotiations. The 2015 estimates assume 12 months of
operations for JD and 6 months of operations the new acquisition(s). The
2016 estimates assume 12 months of operations for both including
adjustments for organic and synergistic growth.
— Projected Annualized Gross Revenues
— Projected EBITDA
— Projected Net Income
— Projected Shares Outstanding
— Projected EPS
— Projected Price per Share @ 20X
$69.4 Million $127.4 Million
$13.9 Million $34.2 Million
$9.1 Million $19.3 Million
5.4 Million 5.4 Million
$1.69 $3.57
$33.80 $71.40
12. 12
— Achieve Record Sales in 2015
— Improve NAS Enterprise & Equity
Value
— Grow Earnings by 100% +
— Improve Balance Sheet
— Close on Second Acquisition
— Apply and up-list to NYSE Markets
or NASDAQ
14. 14
Robert Chance (President, Chief Executive Officer / Board Chairman) – has served as a Chairman, President, and
Chief Executive Officer of NAS since October 2, 2007. From July 2005 to June 2007, Mr. Chance was Chief Operations
Officer of Nytrox Systems. Prior to that time, he spent over 30 years in management positions at Siemens, Johnson
Controls, Honeywell, and Fisher Controls International as Outside Controls Engineer for 12 years in the Oil and Gas
Production/Refining Industry. Mr. Chance attended Trinity College and graduated with a Bachelor's degree in business
management and marketing.
Jeremy Briggs (Chief Financial Officer / Board Treasurer) – Joined NAS in July 2008, originally as Senior
Accountant. He currently also serves as an executive board member for Energy Management Capital, Inc., Prior to
2008, Mr. Briggs, worked as an Auditor, as a Divisional Accountant at Toll Brothers, and has over 16 years of
supervisory experience in business with emphasis on accounting and finance in various industries including hospitality,
construction, manufacturing and consulting services. In 2007, Jeremy graduated from Keller Graduate school with a
Master’s degree in Accounting and Finance .
Jason Jensen (Director/ President of JD) – is currently the General Manager of JD Field services, an oil field
services company located in Vernal, UT since its inception in 1999. He has been in the oil field and roustabout services
industry for over 20 years. He received a certificate of completion from Uinta Basin Area Tech College in 1991.
Sean Sego (Director - Lead Mergers & Acquisitions) – currently serves as Director and leads Mergers &
Acquisitions effort. He is CEO of KS Holdings International, a tech M & A company. Mr. Sego was co-founder and
Managing Director of Intrinsic Value Capital Management, LLC, a strict value investment management group. Sean
previously spent 11 years in various management positions within the financial services industry and has 10 years of
experience in operations in the petro-chemical, construction, and manufacturing industries. He graduated from Indiana
State University with Bachelor's degree in business management in 1993.
15. Tom Sego (Independent Director) – an Independent Director of NAS, and is also currently CEO of SouthInk, a fast growing
international wine distributor. Previous to his current position he worked at Apple for 9 years. Most notably he served as head of World
Wide Sales and Sales Support, reporting directly to Tim Cook, the now current CEO and successor of Steve Jobs. He managed 6
different divisions while at Apple and was responsible for expanding an experimental program from 300 retail stores to 2600 stores in 24
months, accounting for a large amount of Apple's growth during that period. Before Apple, Tom worked at Alta Vista in business analysis
and product management. Tom also performed merger and acquisition work in business development at Emerson Electric. Tom also
performed merger and acquisition work in business development at Emerson Electric after getting his MBA from Harvard Business
School.
James Gunn (Independent Director / Board Secretary) – has served as the Company’s Board of Director Secretary since May 2014
and is currently General Counsel for Cintron Brands, LLC., a beverage company located in MN. He also serves as counsel with several
development stage start-ups. He is a well-rounded attorney with experience focused on development stage businesses, workouts, and
litigation. Jim previously worked for several years for Thompson Coe Cousins & Irons, LLP in their St. Paul, Minnesota office,
representing two Fortune 100 companies in litigation. He graduating with honors from the University of Iowa College of Law in 1997.
Kevin Brown (Independent Director / Audit Committee Chair) – serving as the Company’s Auditing Committee Chair and has over
twelve years of experience with Big 4 and regional accounting firms’ assurance services with a focus on financial statement and SOX
404 internal control audits for SEC registrants in the upstream and midstream oil and gas, precious and industrial metal mining, financial
services, computer technology, media and entertainment, construction, and manufacturing and distribution industries. He has knowledge
and experience with US GAAP and IFRS based technical accounting research and interpretations using FASB, IASB, and SEC
regulations. He graduated Masters of Business Administration; California State University Fullerton, in 2003.
15
16. 16
EQUITY
OWNERSHIP
Officers,
Directors
Shares
%
Robert
Chance
–
President
/
Chief
Execu7ve
Officer
&
Ac7ng
Chairman
of
the
Board
320,872
6.59%
Jeremy
Briggs
–
Chief
Financial
Officer
and
Board
Treasurer
200,500
5.00%
Sean
Sego
–
Independent
director
/
Mergers
and
Acquisi7ons
211,000
5.40%
Kevin
Brown
–
Independent
director
/
Audit
CommiYee
Chair
25,700
>1.0%
James
Gunn
–
Independent
director
/
Board
Secretary
&
Compensa7on
CommiYee
Chair
25,200
>1.0%
Tom
Sego
–
Independent
director
25,000
>1.0%
Jason
Jensen
–
Director
/
President
of
JD
Field
295,000
6.05%
David
Gurr
–
Officer
/
VP
of
JD
Field
295,000
6.05%
Total
1,288,272
32.1%
Issued
and
Outstanding
Shares
%
Outside
investors
-‐
Over
500
in
the
market
3,584,082
67.6%
No
one
single
outside
investor
holds
more
than
10%
Total
4,872,354
100%
17. 17
Following are the important aspects one should consider in making an informed
decision about the viability of this investment.
18. — Prior to a recapitalization in November, 2014, NASV shares were effectively
sequestered in the penny market and subjected to shorting and other manipulative
practices inherent in that trading arena.
— Because the shares were trading under $1.00, the vast majority of broker dealers
and registered reps were prohibited from recommending NASV shares and building
positions.
— Because of the unprecedented illiquidity, which characterized the 5 year financial
recession, the Company was unable to execute on its business plan for lack of
capital and had not been able to engage with a financial partner.
— Previously targeted acquisitions were unrealistically priced relative to a questionable
economic outlook
18
19. — JD Field Services (“JD”), is presently experiencing phenomenal growth, despite the
current pricing environment in the oil and gas sector
— The addition of new heavy hauling equipment in 2014, such as the two 275 ton
cranes and specialty outfitted tractor trailers to accommodate the three rig moving
crews, have enabled JD to significantly ramp up its lucrative rig moving service
— Many of the smaller producers served by JD have adjusted their operating budgets
to continue operations at oil prices at or below $50 per barrel.
— Approximately 60% of JD’s customers are natural gas producers, whose business
has been relatively unaffected by declining oil prices
— Several of JD’s competitors, who suffer from lack of customer diversification, some
with their business concentrated in only one or two large customers, have had to
close doors. This has enabled JD to acquire their customers, key employees and
purchase valuable equipment at auction prices. JD is positioned to acquire
additional opportunistic situations as and if the downturn in oil prices continues.
19
20. — Both NASV and JD are positioned to acquire other oil & gas service companies,
some with complimentary business’s, who are unlikely to survive the downturn in oil
prices, at significant discounts to previous valuations
— NASV is forecasting unprecedented opportunity to continue its growth by acquisition
strategy. Backed by the financial strength of the Company’s investment banking
partner, together with the operating prowess of JD Field Services, NASV is
eminently positioned to make new acquisitions at significant discounts from much
higher valuations just months ago.
— NASV’s acquisition pipeline has grown to over 6 companies in recent months. One
company, which is in advanced stages of negotiation, would add $65 Million in
revenues and $11 Million in net income to the Company’s income statement,
virtually quadrupling both NASV revenues and net income.
20
21. — NASV’s financial partner, Wellington Shields, has executed commitments with the
Company to provide for a $30 Million pipe, post up-listing and a $30 Million credit
facility.
— NASV is presently deploying multiple channels of communication to spread the
NASV story and build public awareness of this remarkable opportunity.
— NASV has completed all requisite paperwork and processes necessary to, and is
ready to apply to either the NYSE Markets or NASDAQ for listing as soon as the
Company’s common stock trades at an average of $3.00 for 20 consecutive trading
days.
— Listing on NYSE Markets or NASDAQ is likely to expose NASV to a significant
audience of professional investors including institutional, private equity and high net
worth individuals.
— Listing on NYSE Markets or NASDAQ is likely assess a proper valuation to NASV’s
earning power, through higher multiples and correspondingly higher share prices.
21
22. As shares of NASV move to either the NYSE Markets or NASDAQ, a larger and more
professional investing audience is likely to award to NASV a price per share more in line
with listed market multiples. The table on the following slide presents financial data on six
companies in the Oil & Gas services sector, which are listed on either NYSE or NASDAQ.
Some of these companies reported negative trailing 12 month’s earnings. Thus for purposes
of valuing NASV shares in comparison to these companies, a typical earnings per share
multiple would not suffice. Instead, a more logical approach to price discovery would be to
look at a market CAP multiplier, which is the total market CAP of the company divided by the
trailing 12 months gross revenues. In the case of these six companies, the average market
CAP multiplier was 3.0, after taking out the high and low.
Applying this average multiplier to NASV shares we arrive at a current market valuation of
$13.00 per share (NASV (JD 12 months) 2014 Gross Revenues of $21 Million X 3.0 market
CAP multiplier/4.8 Million Shares Out = $13.00 per Share . We think this is what NASV
shares are worth today. Add $65 Million in revenues from one acquisition, which has a very
high probability of closing this year, plug in year-end projected shares outstanding of 5.4
million and we could be looking at a $49.00 share price.
22
23. 23
Company
Name Ticker Location
Services
Provided
Recent
Price
Shares
Out
(Mil)
Total
Revenues
($Mil TTM)
Annual
Earnings
($Mil)
Earnings
Per
Share P/E
Market
CAP
($Mil)
Market
Cap
Multiple
Dakota Plains
Holdings, Inc. NYSE:DAKP
Williston Basin,
ND
Transloading &
Storage Energy
Products $ 1.77 54.8 $ 5.7 $ (3.15) -$ 0.06 NM $ 97.20 17.1
Blueknight
Energy
Partners, LP
NASDAQ:BK
EP 23 States
Terminaling,
Storage,
Proccessing,
Gathering O & G
Products 7.19 32.8 187.9 - 0.98 - 0.03 (241.4) 235.60 1.3
DHT Holdings,
Inc. NYSE:DHT International
Crude Oil Tanker
Fleet 7.26 92.5 150.8 - 7.85 - 0.08 NM 671.60 4.5
Arc Logistics
Partners, LP NYSE:ARCX Multiple,NYC HQ
Terminalling,
Storage,
Throughput &
Transloading 19.82 12.9 54 4.94 0.38 51.7 256.60 4.8
Enservco Corp NYSE:ENSV
Eastern U.S.,
Rocky Mntn.,
Central U.S.
Water Fluid
Hauling, Frac
Tank Rental,
Well
Enhancement,
Maintenance 2.2 37.1 53.2 2.66 0.07 30.7 81.50 1.5
Nuverra
Environmental
Solutions, Inc. NYSE:NES
Bakken,
Marcellus/Utica,
Haynesville,
Eagle-Ford,
Mississippian
Lime, Barnett &
Permian Basin
Shales
Restricted
Environmental
Handling, Water
Treatment,
Hauling,
Trucking,
Storage, etc. 3.3 27.3 432.6 16.66 0.61 NM 90.10 0.2
4.9
3.0
NASV Comparative Pricing Analysis of OiI & Gas Field Service Companies
February 20, 2015
Mean Multiplier
Removing High and Low Mean Multiplier
24. 24
8965 S Eastern Ave. Suite 120E Las Vegas, NV. 89123
Telephone: 877.871.6400 EFax: 702.446.8241
www.nasv.biz