May 2016
Forward-looking Statements This presentation may contain forward-looking statements, including statements regarding the business and anticipated financial performance of ENTREC Corporation (“ENTREC” or the “Company”). These forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by such forwardlooking statements. A number of factors could cause actual results to differ materially from those in the forward-looking statements, including, but not limited to, fluctuations in commodity prices, weather, access to capital markets, competition, changes in technology and government policies, decreases in capital spending by customers, decreases in exploration and development spending by customers, the ability or inability of the Company to increase profit margins or utilization, the ability or inability of the Company to expand to new markets, the ability or inability of the Company to successfully acquire and integrate other businesses, the ability or inability of the Company to leverage its existing presence to expand its geographic footprint, the ability or inability of the Company to improve operational efficiencies, and the degree to which committed and prospective bookings materialize. In light of the significant uncertainties inherent in the forward-looking statements included herein, the inclusion of such information should not be regarded as a representation by the Company or any other person that the objectives and plans of ENTREC will be achieved. The Company believes that the expectations reflected in these forward-looking statements are reasonable; however, no assurance can be given that these expectations will prove to be correct and such forward-looking statements included in this presentation should not be relied upon. In addition, these forward-looking statements relate to the date on which they are made. Unless otherwise required by applicable securities legislation, the Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
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Investment Highlights Diversified industry exposure and client base – Broad exposure to customers in the oil & gas, mining, petro chemical, pulp & paper, power generation and infrastructure industries
Niche industry with high barriers to entry – Actively increasing market share (completed 14 acquisitions since 2011)
Strong recurring revenue base – Multiple touch points with customers through construction and maintenance, repair and operation phases
Historically strong track record of revenue and EBITDA growth – 2015 revenue of $166 mm generating $23 mm of EBITDA
Proven management team with extensive operating background Significantly undervalued despite best-in-class long-lived assets
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Company Information
Toronto Stock Exchange
ENT
Basic Shares Outstanding (March 31, 2016)
107.8 million
Share Price (May 1, 2016):
$0.30
Market Capitalization:
$32 million
Working capital (March 31, 2016)
$16 million
Property, plant and equipment (March 31, 2016)
$235 million
Net Debt (March 31, 2016)
$156 million
Net tangible asset value (March 31, 2016)
$114 million
52 Week Trading Range:
$0.23/$0.64
Management and Board Holdings
50%
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The Right Management Team Extensive Industry Experience
Rod Marlin Executive Chairman
Former
President, CEO and Director of Eveready Inc., acquired by Clean Harbors Inc. in July 2009 Founder and former President of Marlin Travel Group, Canada’s largest travel company, until 1993 sale
John Stevens President, CEO + Director
Former
Jason Vandenberg CFO
Former
Glen Fleming Executive VP, Operations
Former
Gavin Mcleod VP, Finance + Operations
Former
Whitney Irwin VP, HSE and Training
Formerly
President and Director of NC Services Group, a private crane and hauling company Former Senior Vice President of Eveready and its predecessor companies CFO of Eveready and its predecessor companies Former accountant with Grant Thornton Executive Vice President of Clean Harbors post acquisition of Eveready Prior thereto, was Vice President and COO of Eveready
Director of Finance with Petrocom Construction Joined ENTREC in 2011
with Flint Energy Services, a former parent company of ENTREC Re-joined ENTREC in 2011
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Asset Overview ENTREC has an extensive fleet of cranes, trailers and tractors that serve all industries –
215 cranes with multiple uses allow ENTREC to provide a crane for every application
–
Large fleet of trailers reaching up to 96 wheels
March 31, 2016 book value of $76.1 mm; net tangible asset value of $113.5 mm Equipment Crane Fleet Crawler Cranes
24
Rough Terrain Cranes
52
Carry Deck Cranes
8
All Terrain Cranes
29
Hydraulic Truck Cranes
14
Boom / Picker Trucks
88
Total
Net Tangible Asset Value
Units
215
Specialized Transportation Fleet Conventional Multi-Wheeled Trailers
760
Hydraulic Platform Trailer Lines
400
Tractors
200
Total Assets Less: intangible assets Add: fair market value of PPE Less: net book value of PPE Tangible Assets
$270,003 ($2,154) $275,000 ($235,401) $307,448
Total Liabilities
$193,927
Tangible Net Asset Value
$113,521
Per Basic Share Current Share Price (May 1, 2016) Premium (Discount) to Net Tangible Asset Value
$1.05 $0.30 (71.5%)
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Specialized Cranes for Every Application 1
Crawler Cranes: 24 FMV: $41 MM Used for: oil & gas, mining, petro chemical, pulp & paper, power generation and infrastructure industries
2
Rough Terrain Cranes: 52 FMV: $27 MM Used for: oil sands mining and in situ construction, LNG construction, other construction and LNG drilling 4
3
All Terrain Cranes: 29 FMV: $47 MM Used for: oil & gas, mining, petro chemical, pulp & paper, power generation and infrastructure industries
Carry Deck Cranes: 8 FMV: $1 MM Used for: plant site maintenance and construction 5
Hydraulic Truck Cranes: 14 FMV: $13 MM Used for: oil & gas, mining, petro chemical, pulp & paper, power generation and infrastructure industries
6
Boom/Picker Trucks: 88 FMV: $36 MM Used for: oil & gas, mining, petro chemical, pulp & paper, power generation and infrastructure industries
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Specialized Heavy Haul Fleet
1
1 Conventional Multi-
2
2 Hydraulic Platform
3
3 Tractors: 215
wheeled Trailers: 770
Trailers: 400
FMV: $34 MM
FMV: $35 MM
FMV: $14 MM
Multiple configurations (up to 96 wheels)
Modular, highly customizable
Large diverse fleet of prime movers, winch tractors and highway tractors
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Positioned to Benefit from Increased Infrastructure Spending Federal Infrastructure Spend is Growing Federal government has proposed $32 billion in infrastructure spending over the next 10 years – British Columbia - $5.2 billion – Alberta - $3.9 billion Alberta’s provincial government has budgeted an additional $9 billion committed to transportation initiatives and over $8 billion for municipal infrastructure support from now until year end 2020
– Saskatchewan - $1.3 billion
Why we will win Contracts?
Coordinated heavy haul and heavy lift services Large, highly specialized equipment fleet Extensive engineering and logistics support Highly skilled employees Excellent safety track record
Source: Government of Canada (Infrastructure Canada)
Over $32 Billion in Proposed Federal Infrastructure Spending Alone 9
New Exposure to Power Transmission Spending Recent Acquisition Provides Exposure to Several Proposed Power Transmission Projects ENTREC now has the ability to bid on diversified power transmission projects throughout Canada –
Power projects include upgrades, extensions and/or new: power plants, transmission lines and substations, generating stations, power generating dams, solar and other power infrastructure projects
Stable and consistent spending over near to medium term through Canadian, US and government owned entities with growing capital power spending project budgets:
ATCO/Alberta Powerline: Fort McMurray west transmission line, ATCO: gas fired power plant and forest fire damage rehabilitation Valard transmission line GTE Power: Brooks 1 Solar + TransAlta: Sundance gas fired power plant SaskPower: Boundary Dam upgrades and expansion, transmission lines and substations
FGE Texas: Mitchell County $1.2 bn natural gas power plant
Manitoba Hydro: Keeyask Generating Station, Bipole III project, Conawapa generating station
MAXIM: Deerland Peaking station
Opportunities with Basin Electric’s $1 bn worth of projects in North Dakota
Tenaska: Building of Brownsville electric generating station in Cameron County, Texas
Ontario Hydro: Mattagami, New Post Creek, Ranney Falls station, Niagara Tunnel, P.Sutherland Gen station
Nalcor Energy: LabradorIsland Link transmission system
Emera: Maritim e Link
Northeast Texas approved transmission line projects: MarshallHallsville improvements + Valliant-NW Texarkana
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Positioned to Benefit from future Canadian LNG Projects LNG Capital Expenditure Pattern
LNG Well Count Forecast
Based on the development of three LNG projects (LNG Canada, Pacific Northwest LNG and Kitimat LNG) 18
$15
1,500 Well Count
16
Dollars Spent Pipeline Construction
14
$Billions
$Billions
$10
1,000
12 10 8 6
$5
500
LNG Export Terminal
4 Drilling 2 0
$0
0 Year 1
Year 5
Year 10
Year 15
Year 1
Year 3
Year 5
Year 7
Year 9
Source: Company Reports, ARC Financial Research
ENTREC can Support Drilling, Pipelines and Terminal Construction 11
Where We Operate Industries Served:
Conventional oil & gas Mining Petro chemical Pulp & paper
Infrastructure Refining Power generation
Western Canada & North Dakota Exposure to natural resource, infrastructure and transportation industries
Thompson, Manitoba Recent Expansion into Manitoba market through HighMark Crane acquisition
Oil Sands LNG Industry Bakken Oil Fields Bakken Oil Fields ENTREC Location General Movement of Goods
Midland, Texas Recent greenfield expansion into the Permian Basin
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Diverse Customer Base
Natural Resource Producers
EPCs / Manu. / Oilfield Service
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High Barriers to Entry High capital costs to build competitive fleet Scale of fleet
Requires specialized knowledge and extensive experience Critical importance of safety
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Competitive Position Heavy Haul Conventional
Cranes
Platform
Mobile, RTs & Crawlers
Pickers/ Boom Trucks
ENTREC
~15%
~25%
~7.5%
~7.5%
Mammoet
~1%
~25%
~20%
~1%
NC Services
~5%
~15%
~10%
~1%
Sterling
N/A
N/A
~20%
~1%
Premay
~10%
~10%
N/A
N/A
Sarens
N/A
~5%
~2.5%
N/A
Myshak
N/A
N/A
~5%
~2.5%
~69%
~20%
~35%
~87%
Other
Management estimates of % market share Western Canada
Conventional Heavy Haul & Crane Segments are Highly Fragmented 15
Annual Results Adjusted EBITDA & Margin
Revenue $260
$80
28%
25%
$232
25%
$213 $195
$60
21%
20%
$54 EBITDA ($mm)
$132 $130
$46 $40
14%
14%
$33
EBITDA Margin (%)
Revenue ($mm)
$166
$23 $65
$20
$0
$0 2012 2012
2013 2013
2014 2014
2012
Acquisitions Capex (net of disposals) Total Capital Spend
2015 2015
2013
7%
2012 2012
2013 2013
2014 2014
2015 2015
2014
2015
$114 mm
$60 mm
$9 mm
$0 mm
$41 mm
$56 mm
$56 mm
$16 mm
$155 mm
$116 mm
$65 mm
$16 mm
0%
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Quarterly Results Quarterly Revenue Revenue ($mm)
$75 $60
$62
$59 $52
$53
$49
$59
$58
$53
$51 $41
$45
$38
$35
$31
$30
$15 $0 Q1 2013
Q2
Q3
Q4
Q1 2014
2013
Q2
Q3
Q4
Q1 2015
2014
Q2
Q3 2015
Q4
Q1 2016
Adjusted EBITDA & Margin $25
30%
27%
26%
$20
$15
$13
24%
22%
21%
22%
$16
17%
$13
$13 $11
$11
18%
19% $11
$11
18%
14%
12%
$10
12%
$7
$7
9%
$5
$5
5% $3
6%
EBITDA Margin (%)
EBITDA ($mm)
26%
$1 $0
0% Q1 2013
Q2
Q3
2013
Q4
Q1 2014
Q2
Q3
2014
Q4
Q1 2015
Q2
Q3 2015
Q4
Q1 2016 2016
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ABL Senior Debt Facility $240 mm ABL Facility led by Wells Fargo No Principal repayments until maturity in March 2019 Effective interest rate (including transaction costs) of 2.7% on USD debt and 3.2% of CAD debt Borrowing base calculated on net orderly liquidation value of fleet plus accounts receivable No cash flow financial covenants as long as excess borrowing capacity exceeds 12.5% of borrowing base Key Metrics at March 31, 2016: Borrowing base (% of equipment and accts receivable)
$184.2 mm
ABL Facility utilized
$124.9 mm
Excess borrowing capacity
$59.3 mm
Minimum excess borrowing capacity required before senior debt to EBITDA financial covenant applies
$23.0 mm
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Strong Strategic Ownership Positions Top Institutional Shareholders
Shares (000s)
Interest
JV Driver Corporation Manitoulin Transport Foyston Gordon & Payne
22,422 21,246 11,027
20.8% 19.7% 10.2%
Top Institutional Shareholders
54,695
50.8%
Top Insider Shareholders
Shares (000s)
Interest
Glen Fleming - Executive VP, Operations Rod Marlin - Executive Chairman Peter Lacey - Director John M. Stevens - President, CEO & Director Jason Vandenberg - CFO Other Directors and Officers
3,766 3,556 1,372 800 250 173
3.5% 3.3% 1.3% 0.7% 0.2% 0.2%
Top Insider Shareholders
9,917
9.2%
Employee Ownership Plans (excluding RSUs)
2,356
2.2%
Implied Retail and Unidentified Institutional
40,786
37.9%
107,754
100.0%
Basic Shares Outstanding
41% Ownership Between two strategic investors in the industry
11% Ownership Employee Ownership
Majority of Company Ownership between Two Industry Members and ENTREC Employees 19
Strategic Ownership in ENTREC
Alberta based company established in 1989 Provider of contractor and fabrication services for the industrial, commercial / multi-unit residential and industrial buildings, marine, environmental and public infrastructure industries Clients include CNRL, Imperial Oil, Shell, Devon Currently hold 20.8% of ENTREC’s basic shares outstanding
Manitoulin has one of the most extensive transportation networks in Canada –
50 years of operating experience
Provides truckload, less than truckload, trans-border, rail intermodal and specialized transportation services from over 100 locations across Canada Recently acquired Hi-Way 13’s less-thantruckload division (built out Alberta coverage) –
$136 mm transaction value (including debt)
On October 29, 2015, Manitoulin Transport announced a strategic investment into ENTREC, acquiring ownership of 15.4% –
Since then, they have acquired more stock to take ownership up to 19.7%
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Strategy Short-term strategy – Focus on MRO business – Infrastructure projects – Power transmission – Cross sell crane and heavy haul services – Cost reduction initiatives – Reduction of long-term debt
Long-term strategy – Continued geographic expansion and industry diversification
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Investment Highlights Diversified industry exposure and client base – Broad exposure to customers in the oil & gas, mining, petro chemical, pulp & paper, power generation and infrastructure industries
Niche industry with high barriers to entry – Actively increasing market share (completed 14 acquisitions since 1995)
Strong recurring revenue base – Multiple touch points with customers through construction and maintenance, repair and operation phases
Historically strong track record of revenue and EBITDA growth – 2015 revenue of $166 mm generating $23 mm of EBITDA
Proven management team with extensive operating background Significantly undervalued despite best-in-class long-lived assets
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Appendix
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Board of Directors Board of Directors Rod Marlin Executive Chairman
Peter Lacey Director
Dwayne Hunka Director
Mark Maybank Director
Charles Sanders Director
Don Goodwill Director
Brian Tod Director
John Stevens President, CEO and Director
Former President, CEO and Director of Eveready Inc., acquired by Clean Harbors Inc in July 2009 Founder and former President of Marlin Travel Group, Canada’s largest travel company, until sale in 1993 President, CEO and Director of Cervus Equipment Corporation and its predecessor companies since 1998 Former Director and Chairman of Eveready and its predecessor companies until sale in 2009 President of DHI Group and Hunka Capital Prior thereto, was VP, Business Development for JV Driver Projects, a provider of construction services Active private investor, director, advisor and entrepreneur associated with a variety of private companies Former President and COO of Canaccord Genuity until 2011 CFO with JV Driver since 2008, formerly held the position of corporate accountant with the organization Former accountant with Hill and Partners President of Manitoulin Transport, a Canadian transportation company with 74 Canadian terminal locations Became a Director of ENTREC on November 23, 2015 following a significant investment into the company Business lawyer acting as counsel to the Edmonton office of Miller Thomson, a national law firm Has been with Miller Thomson since 1971 Former President and Director of NC Services Group, a private crane and hauling company Former Senior Vice President of Eveready and its predecessor companies
Experienced Board of Directors 24
Contact Information Corporate Office
ENTREC Corporation 26420 Township Road 531A Acheson, AB T7X 5A3 Company Contacts Rod Marlin Executive Chairman 780.962.1600
[email protected]
John Stevens President and Chief Executive Officer 780.960.5625
[email protected]
Jason Vandenberg Chief Financial Officer 780.960.5630
[email protected]
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