Document_and_Entity_Informatio
Document and Entity Information | 3 Months Ended | |
Mar. 31, 2014 | Jul. 14, 2014 | |
Document and Entity Information [Abstract] | ' | ' |
Document Type | '10-Q | ' |
Amendment Flag | 'false | ' |
Document Period End Date | 31-Mar-14 | ' |
Entity Registrant Name | 'National Automation Services Inc | ' |
Entity Central Index Key | '0001415998 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q1 | ' |
Entity Filer Category | 'Smaller Reporting Company | ' |
Entity Common Stock, Shares Outstanding | ' | 784,754,733 |
CONDENSED_CONSOLIDATED_BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
CURRENT ASSETS | ' | ' |
Cash | $12,540 | $17,696 |
Accounts receivable, net | 2,474,471 | ' |
Prepaid expenses | 161,456 | ' |
Total current assets | 2,648,467 | 17,696 |
Property, plant and equipment, net | 14,264,075 | ' |
Deferred financing fees, net | 18,466 | ' |
TOTAL ASSETS | 16,931,008 | 17,696 |
CURRENT LIABILITIES | ' | ' |
Accounts payable and accrued liabilities | 4,533,899 | 2,452,798 |
Current portion of loans, capital leases and line of credit | 3,800,942 | 94,517 |
Convertible debt, net of beneficial conversion feature of $0 and $920 | 174,500 | 173,580 |
Current portion of related party payable | 733,097 | 172,173 |
Total current liabilities | 9,242,438 | 2,893,068 |
Long term loans, capital leases | 8,292,490 | 169,500 |
Long term related party payable | 379,975 | ' |
Total liabilities | 17,914,903 | 3,062,568 |
STOCKHOLDERS' DEFICIT | ' | ' |
Common stock $0.001 par value, 1,000,000,000 authorized, 743,987,294 and 615,987,293 shares issued and outstanding, respectively | 743,987 | 615,987 |
Additional paid in capital | 12,374,574 | 12,058,574 |
Stock payable | 344,172 | 375,172 |
Accumulated deficit | -14,446,628 | -16,094,605 |
Total stockholders' deficit | -983,895 | -3,044,872 |
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT | $16,931,008 | $17,696 |
CONDENSED_CONSOLIDATED_BALANCE1
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
CONDENSED CONSOLIDATED BALANCE SHEETS [Abstract] | ' | ' |
Convertible debt, beneficial conversion feature | ' | $920 |
Common stock, par value per share | $0.00 | $0.00 |
Common stock, shares authorized | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued | 743,987,294 | 615,987,293 |
Common stock, shares outstanding | 743,987,294 | 615,987,293 |
CONDENSED_CONSOLIDATED_STATEME
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) | 3 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2013 | |
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS [Abstract] | ' | ' |
REVENUE | $2,004,606 | ' |
Less: returns and allowances | -13,027 | ' |
NET REVENUE | 1,991,579 | ' |
COST OF REVENUE | 1,580,162 | ' |
GROSS PROFIT | 411,417 | ' |
OPERATING EXPENSES | ' | ' |
Selling, general and administrative expenses | 263,866 | 14,961 |
Professional fees and related expenses | 21,878 | 15,320 |
Forgiveness of accrued officer compensation | -39,626 | ' |
TOTAL OPERATING EXPENSES | 246,118 | 30,281 |
OPERATING INCOME (LOSS) | 165,299 | -30,281 |
OTHER INCOME, non-reoccurring | ' | ' |
Gain on bargain purchase of JD Field Services | -1,620,071 | ' |
TOTAL OTHER INCOME, non-reoccurring | -1,620,071 | ' |
OTHER EXPENSE, non-operating | ' | ' |
Interest expense, net | 125,209 | 71,260 |
TOTAL OTHER EXPENSE, non-operating | 125,209 | 71,260 |
INCOME (LOSS) BEFORE PROVISION FOR INCOME TAXES | 1,660,161 | -101,541 |
PROVISION FOR INCOME TAXES | ' | ' |
NET INCOME (LOSS) | $1,660,161 | ($101,541) |
BASIC INCOME (LOSS) PER SHARE | $0 | $0 |
DILUTED INCOME (LOSS) PER SHARE | $0 | $0 |
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING BASIC | 626,276,182 | 336,424,883 |
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING DILUTED | 666,017,902 | 336,424,883 |
CONDENSED_CONSOLIDATED_STATEME1
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 3 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2013 | |
Operating Activities | ' | ' |
Net income (loss) | $1,660,161 | ($101,541) |
Cash used by operating activities | ' | ' |
Depreciation and amortization | 113,463 | ' |
Accretion of convertible notes beneficial conversion feature | 920 | 5,989 |
Forgiveness of accrued officer compensation | -39,626 | ' |
Fair value of equity instrument | ' | -16,480 |
Gain on bargain purchase of JD Field Services | -1,620,071 | ' |
Changes in assets | ' | ' |
Increase in receivables | -148,841 | ' |
Increase in prepaid expenses | -8,654 | ' |
Changes in liabilities | ' | ' |
Increase in accounts payable and accrued liabilities | 21,276 | 100,612 |
Cash used by operating activities | -21,372 | -11,420 |
Investing Activities | ' | ' |
Purchase of fixed assets | -105,233 | ' |
Cash retained by subsidiary | 104,816 | ' |
Cash used by investing activities | -417 | ' |
Financing Activities | ' | ' |
Proceeds from sale of stock, net of offering costs | ' | 20,000 |
Proceeds from line of credit | 172,373 | ' |
Payments for loans | -196,707 | ' |
Payments for leases | -9,033 | ' |
Proceeds from convertible notes | 50,000 | ' |
Cash provided by financing activities | 16,633 | 20,000 |
(Decrease) increase in cash | -5,156 | 8,580 |
Cash at beginning of year | 17,696 | 652 |
Cash at end of the period | 12,540 | 9,232 |
SUPPLEMENTAL CASH FLOW | ' | ' |
Cash paid for interest | 58,601 | ' |
Cash paid for income taxes | ' | ' |
SUPPLEMENTAL DISCLOSURE OF NON CASH INVESTING AND FINANCING TRANSACTIONS | ' | ' |
Stock issued for acquisition of JD | 413,000 | ' |
Capitalized leases | $132,000 | ' |
Organization_and_basis_of_pres
Organization and basis of presentation | 3 Months Ended |
Mar. 31, 2014 | |
Organization and basis of presentation [Abstract] | ' |
Organization and basis of presentation | ' |
NOTE 1: Organization and basis of presentation | |
Basis of Financial Statement Presentation | |
The accompanying reviewed condensed consolidated financial statements of National Automation Services, a Nevada corporation ("Company"), have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC"). Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted in accordance with such rules and regulations. The information furnished in the condensed consolidated financial statements includes normal recurring adjustments and reflects all adjustments, which, in the opinion of management, are necessary for a fair presentation of such financial statements. As used in these Notes to the Condensed Consolidated Financial Statements, the terms the "Company," "we," "us," "our," and similar terms refer to National Automation Services and, unless the context indicates otherwise its consolidated subsidiaries. | |
The condensed consolidated financial statements include the accounts of the Company and its subsidiaries. All significant intercompany transactions and accounts have been eliminated in consolidation. These financial statements have been presented in accordance with the rules governing a smaller reporting company for both periods of March 31, 2014 and March 31, 2013. | |
These condensed consolidated financial statements should be read in conjunction with the consolidated audited financial statements and notes thereto included in the Company's annual Report on Form 10-K filed with the SEC, from which the balance sheet information as of December 31, 2013, was derived. | |
Business Overview | |
NAS is a public holding company that holds subsidiaries which provide services for the domestic oil and gas industry. Our business plan takes action with expansion through carefully selected acquisitions. Our services are needed by a wide variety of oil and natural gas industry providers in both private and public sectors. Our focus is to increase shareholder value through these carefully selected companies with NAS bringing oversight and resources to each, which will allow them to maximize profitability and growth opportunities within their markets, and expanding their customer base. This strategy will allow for rapid advancement in overall assets and revenue streams for the Company. | |
On February 24, 2014, the Company entered into a purchase and sale agreement with JD Field Services, Inc. ("JD"). This is the first of several anticipated acquisitions that the Company has as a part of its growth strategy. JD provides services to the oil and gas industry primarily focused around those activities that are related to oilfield services. They are licensed in all states west of the Mississippi River including Alaska to do trucking, but are focused primarily in the Rocky Mountain Region. Oilfield services provided include heavy haul, water haul, and rig moving services as well as equipment, supplies, and specialty long hauling services. The Company also provides oil and gas equipment rental services, hot shot, roustabout services, and construction site development services, as well as operates a fabrication division that builds special-order oil and gas equipment and trucks for customers. | |
Use of Estimates | |
The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. | |
Cash & Cash Equivalents | |
The Company considers all highly liquid instruments purchased with an original maturity of three months or less to be cash. The Company has no cash equivalents for the periods presented. | |
Prepaid Expenses | |
Amounts paid in advance for a benefit not yet received. This type of expense normally includes costs paid in one fiscal year (or period) that benefits a future year (or period). | |
Property, Plant and Equipment | |
As required by the Property, Plant and Equipment Topic of the Financial Accounting Standards Board Accounting Standards Codification ("FASB ASC"), the Company is required to use a predetermined method in calculating depreciation expense. Depreciation is computed using the straight-line method over the estimated useful lives of the assets, which is generally ten/fifteen years for heavy machinery, five years for vehicles, two to three years for computer software/hardware and office equipment and three to seven years for furniture, fixtures and office equipment. Leasehold improvements are amortized over the shorter of the lease term or the estimated useful lives. Upon the sale or retirement of property or equipment, the cost and related accumulated depreciation or amortization is removed from the Company's balance sheet with the resulting gain or loss reflected in the Company's results of operations. Maintenance costs are expensed as incurred. Due to the nature of the equipment, major repairs are capitalized as they reflect an adjustment to the overall value of the equipment and its useful life can be extended. | |
In evaluating the salvage value service equipment we use a standard of, Machinery and Equipment - Worth approximately 10 - 30% of purchase price after 10-15 years depending on the asset. Vehicles - Worth approximately 20% of purchase price after 10-15 years depending on the asset. These salvage values are based on industry averages for the type of machinery and equipment used in oilfield services. | |
Sales Taxes | |
The Company collects sales tax. The amount received is credited to a liability account as payments are received or invoices are generated. At any point in time, this account represents the net amount owed to the taxing authority for amounts collected but not yet remitted. Sales taxes are then remitted to the appropriate taxing jurisdictions. | |
Allowance for Doubtful Accounts | |
As required by the Receivables Topic of FASB ASC, the Company is required to use a predetermined method in calculating the current value for its bad debt on overall accounts receivable. | |
The Company estimates its accounts receivable risks to provide allowances for doubtful accounts accordingly. We believe that our credit risk for accounts receivable is limited because of the way in which we conduct business largely in the areas of contracts. Accounts receivable includes the accrual of work in process for project contracts and field service revenue. We recognize that there is a potential of not being paid in a 12 month period. Our evaluation includes the length of time receivables are past due, adverse situations that may affect a contract's scope to be paid, and prevailing economic conditions. We assess each and every customer to conclude whether or not remaining balances outstanding need to be placed into allowance and then re-evaluated for write-off. We review all accounts to ensure that all efforts have been exhausted before noting that a customer will not pay for services rendered. The evaluation is inherently subjective and estimates may be revised as more information becomes available. | |
Revenue Recognition | |
As required by the Revenue Recognition Topic of FASB ASC, the Company is required to use predetermined contract methods in determining the current value for revenue. | |
Service Contracts Service revenue is recognized on a completed project basis - the Company invoices the client when it has completed the services, thereby, ensuring the client is legally liable to the Company for payment of the invoice. On service contracts, revenue is not recognized until the services have been performed. | |
In all cases, revenue is recognized as earned by the Company. As the client becomes liable to the Company for services provided, as defined in the agreement, the client is then invoiced and revenue is accordingly recognized and recorded. The Company does not recognize or record any revenues for which it does not have a legal basis for invoicing or legally collecting. | |
Fair Value Accounting | |
As required by the Fair Value Measurements and Disclosures Topic of the FASB ASC, fair value is measured based on a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: (Level 1) observable inputs such as quoted prices in active markets; (Level 2) inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and (Level 3) unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions (for additional information see Note 9: Fair value). | |
The three levels of the fair value hierarchy are described below: | |
Level 1 Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; | |
Level 2 Quoted prices in markets that are not active, or inputs that are observable, either directly or indirectly, for substantially the full term of the asset or liability; | |
Level 3 Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (supported by little or no market activity). |
Recently_adopted_and_recently_
Recently adopted and recently issued accounting guidance | 3 Months Ended |
Mar. 31, 2014 | |
Recently adopted and recently issued accounting guidance [Abstract] | ' |
Recently adopted and recently issued accounting guidance | ' |
NOTE 2: Recently adopted and recently issued accounting guidance | |
Issued | |
Other recent accounting pronouncements issued by the FASB (including its Emerging Issues Task Force), the American Institute of Certified Public Accountants, and the SEC did not, or are not believed by management to, have a material impact on the Company's present or future financial position, results of operations or cash flows. |
Going_concern
Going concern | 3 Months Ended |
Mar. 31, 2014 | |
Going concern [Abstract] | ' |
Going concern | ' |
NOTE 3: Going concern | |
The accompanying financial statements have been prepared in conformity with generally accepted accounting principles, which contemplate continuation of the Company as a going concern. Even though we had a gain through bargain purchase of our acquisition of JD our operating revenues were insufficient to fund our operations. We had an income of $1,660,161 (of which $1,620,071 was the bargain purchase for JD) for the three months ended March 31, 2014, and a working capital deficiency of $(6,593,973) at March 31, 2014, which is due primarily to the increase in debt liabilities from the acquisition of JD. | |
Based on the above facts, management determined that there was substantial doubt about the Company's ability to continue as a going concern. | |
We intend to expand our operations purely through acquisitions as previously described in Note 1. |
Accounts_receivable_net
Accounts receivable, net | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Accounts receivable, net [Abstract] | ' | ||||||||
Accounts receivable, net | ' | ||||||||
NOTE 4: Accounts receivable, net | |||||||||
MAR 31, | DEC 31, | ||||||||
2014 | 2013 | ||||||||
Accounts receivable | $ | 4,463,686 | $ | -- | |||||
Less: allowance for doubtful accounts | (1,989,215 | ) | -- | ||||||
Total | $ | 2,474,471 | $ | -- | |||||
Property_plant_equipment
Property, plant & equipment | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Property, plant and equipment [Abstract] | ' | ||||||||
Property, plant and equipment | ' | ||||||||
NOTE 5: Property, plant & equipment | |||||||||
MAR 31, | 31-Dec | ||||||||
2014 | 2013 | ||||||||
Buildings | $ | 78,930 | $ | -- | |||||
Furniture and fixtures | 46,923 | -- | |||||||
Vehicles | 4,408,127 | -- | |||||||
Machinery and equipment | 9,841,640 | -- | |||||||
14,375,620 | |||||||||
Less: Accumulated depreciation | (111,545 | ) | -- | ||||||
Total | $ | 14,264,075 | $ | -- | |||||
Depreciation expense for the three months ended March 31, 2014 was $111,545 and for the year ended December 31, 2013 was $0. |
Loans_capital_lease_and_lines_
Loans, capital lease and lines of credit | 3 Months Ended | ||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||
Loans, capital lease and lines of credit [Abstract] | ' | ||||||||||||||||
Loans, capital lease and lines of credit | ' | ||||||||||||||||
NOTE 6: Loans, capital lease and lines of credit | |||||||||||||||||
The following tables represent the outstanding principle balance of loans, capital leases and lines of credit ("LOC") and accrued interest for the Company for the three months ending March 31, 2014. The Company acquired the debt as a part of the JD acquisition. | |||||||||||||||||
Description | Loan date | Maturity date | Original | Interest rate | Balance as of | ||||||||||||
amount of loan | 31-Mar-14 | ||||||||||||||||
Ally | 2/24/14 | 7/7/14 | 58,038 | 0.00% | 4,837 | ||||||||||||
Ally | 2/24/14 | 4/14/14 | 34,635 | 0.00% | 1,924 | ||||||||||||
Ally | 2/24/14 | 2/10/19 | 43,395 | 4.00% | 36,378 | ||||||||||||
Cat Financial | 2/24/14 | 11/9/16 | 186,549 | 5.95% | 129,734 | ||||||||||||
Peoples United Bank | 2/24/14 | 1/29/16 | 734,640 | 10.10% | 264,748 | ||||||||||||
Phil Timothy | 2/24/14 | 3/28/23 | 2,650,000 | 6.00% | 2,433,361 | ||||||||||||
Ford Credit | 2/24/14 | 3/16/16 | 23,700 | 4.34% | 14,573 | ||||||||||||
Ford Credit | 2/24/14 | 9/28/15 | 28,700 | 6.39% | 16,049 | ||||||||||||
Ford Credit | 2/24/14 | 9/28/16 | 44,576 | 3.74% | 15,901 | ||||||||||||
Ford Credit | 2/24/14 | 6/5/16 | 88,575 | 7.89% | 53,926 | ||||||||||||
Ford Credit | 2/24/14 | 2/28/15 | 56,372 | 6.49% | 21,123 | ||||||||||||
Ford Credit | 2/24/14 | 3/29/17 | 73,005 | 7.89% | 48,662 | ||||||||||||
Ford Credit | 2/24/14 | 10/29/15 | 36,700 | 6.54% | 13,453 | ||||||||||||
Ford Credit | 2/24/14 | 10/29/15 | 34,400 | 6.54% | 12,610 | ||||||||||||
Ford Credit | 2/24/14 | 9/30/15 | 94,000 | 5.74% | 30,597 | ||||||||||||
Ford Credit | 2/24/14 | 9/19/16 | 45,994 | 8.29% | 31,509 | ||||||||||||
GE Capital | 2/24/14 | 10/10/18 | 189,151 | 6.42% | 150,862 | ||||||||||||
GE Capital | 2/24/14 | 7/1/18 | 153,944 | 7.24% | 118,356 | ||||||||||||
John Deere Financial | 2/24/14 | 9/26/17 | 262,350 | 4.00% | 193,257 | ||||||||||||
Mack Financial Services | 2/24/14 | 3/12/16 | 326,746 | 0.00% | 150,002 | ||||||||||||
Mack Financial Services | 2/24/14 | 11/9/16 | 347,520 | 0.00% | 199,863 | ||||||||||||
Mack Financial Services | 2/24/14 | 1/18/17 | 275,770 | 0.00% | 167,965 | ||||||||||||
Mack Financial Services | 2/24/14 | 1/24/18 | 244,684 | 6.00% | 193,958 | ||||||||||||
MACU | 2/24/14 | 10/26/18 | 41,540 | 2.99% | 38,928 | ||||||||||||
Zion's Bank | 2/24/14 | 10/15/26 | 150,000 | 4.86% | 131,070 | ||||||||||||
Zion's Bank | 2/24/14 | 10/10/16 | 101,091 | 4.57% | 47,635 | ||||||||||||
Zion's Bank | 2/24/14 | 9/30/17 | 7,680,000 | 4.57% | 5,729,174 | ||||||||||||
Zion's Bank - LOC | 2/24/14 | -- | 500,000 | 4.00% | 568,909 | ||||||||||||
H&E - Capital lease | 2/24/14 | 10/22/15 | 105,800 | 12.00% | 57,148 | ||||||||||||
H&E - Capital lease | 2/24/14 | 7/1/15 | 105,000 | 12.00% | 57,460 | ||||||||||||
H&E - Capital lease | 2/24/14 | 7/1/15 | 106,000 | 12.00% | 54,990 | ||||||||||||
H&E - Capital lease | 2/24/14 | 7/1/15 | 102,000 | 12.00% | 49,335 | ||||||||||||
H&E - Capital lease | 2/24/14 | 7/1/15 | 95,500 | 12.00% | 49,335 | ||||||||||||
H&E - Capital lease | 2/24/14 | 1/17/14 | 95,000 | 12.00% | 36,384 | ||||||||||||
H&E - Capital lease | 2/24/14 | 1/17/14 | 105,000 | 12.00% | 44,392 | ||||||||||||
H&E - Capital lease | 2/24/14 | 1/15/14 | 107,550 | 12.00% | 17,118 | ||||||||||||
H&E - Capital lease | 2/24/14 | 1/20/14 | 95,000 | 12.00% | 36,347 | ||||||||||||
H&E - Capital lease | 2/24/14 | 1/20/14 | 95,000 | 12.00% | 33,897 | ||||||||||||
H&E - Capital lease | 2/24/14 | 3/25/15 | 132,500 | 12.00% | 132,500 | ||||||||||||
National Insurance | 2/24/14 | -- | -- | -- | 107,379 | ||||||||||||
South Bay Capital | 7/25/08 | -- | 10,926 | 12.00% | 10,926 | ||||||||||||
Capital lease | 1/15/09 | -- | 16,083 | -- | 33,591 | ||||||||||||
Kinney | 8/18/13 | 8/18/19 | 149,500 | 12.00% | 149,500 | ||||||||||||
Goss | 9/19/13 | 9/19/16 | 20,000 | 12.00% | 20,000 | ||||||||||||
Kinney2 | 11/11/13 | 11/11/14 | 50,000 | 12.00% | 50,000 | ||||||||||||
O'Connor | 4/1/09 | -- | 71,000 | 10.00% | 71,000 | ||||||||||||
Hanley | 4/1/09 | -- | 79,913 | 10.00% | 79,913 | ||||||||||||
Spiker | 12/31/10 | -- | 9,500 | 10.00% | 9,500 | ||||||||||||
Jesse | 12/31/10 | -- | 9,760 | 10.00% | 9,760 | ||||||||||||
Marlow | 12/31/10 | -- | 13,000 | 10.00% | 2,000 | ||||||||||||
Goss2 | 3/28/14 | 3/28/15 | 50,000 | 12.00% | 50,000 | ||||||||||||
American Express | -- | -- | -- | -- | 111,593 | ||||||||||||
Total debt liabilities | $ | 12,093,432 | |||||||||||||||
Less: current portion | (3,800,942 | ) | |||||||||||||||
Total long-term liabilities | $ | 8,292,490 | |||||||||||||||
As of March 31, 2014, the Company noted several vendor payables outstanding. As such we recognized cumulative interest accrued on their outstanding balances in the amount of $25,480 which is included in accrued liabilities. | |||||||||||||||||
Line of credit | |||||||||||||||||
The Company has a $500,000 unsecured line of credit with Zion's First National Bank. At March 31, 2014, interest was charged at LIBOR + 3.85%. The line of credit is scheduled for renewal November 16, 2015. The line of credit balance as of March 31, 2014 was $568,909. |
Convertible_notes
Convertible notes | 3 Months Ended | ||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||
Convertible notes [Abstract] | ' | ||||||||||||||||
Convertible notes | ' | ||||||||||||||||
NOTE 7: Convertible notes | |||||||||||||||||
As of March 31, 2014, the following convertible notes payable are outstanding: | |||||||||||||||||
Description | Note Value | BCF Value | Amortized | Interest | |||||||||||||
BCF | accrued | ||||||||||||||||
Convertible note issued on April 15, 2011, at a | 124,000 | 124,000 | 124,000 | 147,033 | |||||||||||||
20% interest rate for six months, convertible to | |||||||||||||||||
shares of stock at $0.02 per share | |||||||||||||||||
Convertible note issued on September 16, | 2,500 | 500 | 500 | 268 | |||||||||||||
2013, at a 10% interest rate for six months, | |||||||||||||||||
convertible to shares of stock at $0.005 per | |||||||||||||||||
share | |||||||||||||||||
Convertible note issued on September 11, | 2,500 | 500 | 500 | 275 | |||||||||||||
2013, at a 10% interest rate for six months, | |||||||||||||||||
convertible to shares of stock at $0.005 per | |||||||||||||||||
share | |||||||||||||||||
Convertible note issued on November 20, | 12,000 | -- | -- | 430 | |||||||||||||
2013, at an annual 10% interest rate for the | |||||||||||||||||
three months, convertible to shares of stock at | |||||||||||||||||
$0.005 per share | |||||||||||||||||
Convertible note issued on July 10, 2013, at a | 25,000 | 2,500 | 2,500 | 3,616 | |||||||||||||
10% interest rate for six months, convertible to | |||||||||||||||||
shares of stock at $0.001 per share | |||||||||||||||||
Convertible note issued on September 11, | 2,500 | 500 | 500 | 275 | |||||||||||||
2013, at a 10% interest rate for six months, | |||||||||||||||||
convertible to shares of stock at $0.005 per | |||||||||||||||||
share | |||||||||||||||||
Convertible note issued on September 10, | 5,000 | 500 | 500 | 553 | |||||||||||||
2013, at a 10% interest rate for six months, | |||||||||||||||||
convertible to shares of stock at $0.005 per | |||||||||||||||||
share | |||||||||||||||||
Convertible note issued on September 18, | 1,000 | -- | -- | 106 | |||||||||||||
2013, at a 10% interest rate for six months, | |||||||||||||||||
convertible to shares of stock at $0.005 per | |||||||||||||||||
share | |||||||||||||||||
Total | $ | 174,500 | $ | 128,500 | $ | 128,500 | $ | 152,556 |
Related_party_transactions
Related party transactions | 3 Months Ended |
Mar. 31, 2014 | |
Related party transactions [Abstract] | ' |
Related party transactions | ' |
NOTE 8: Related party transactions | |
On February 24, 2014, the Company acquired a 6% promissory note with an officer of the Company through the acquisition of JD of $660,753. As March 31, 2014, the Company owes an additional $75,601, as expenses were paid by the officer on behalf of the company. As of March 31, 2014, $550,238 of principal and $19,224 of interest is outstanding. | |
On February 24, 2014, the Company acquired a 7.05% promissory note with an officer of the Company through the acquisition of JD of $510,000. As March 31, 2014, the Company owes an additional $52,834, as expenses were paid by the officer on behalf of the company. As of March 31, 2014, $562,834 of principal and $0 of interest is outstanding. | |
As of December 31, 2013, the Company had $172,173 of outstanding related party debt to former employees. The debt has been re-classified out of related party debt and into loans as of March 31, 2014, due to the fact that these former employees have not been associated with the Company for two years. | |
Fair_value
Fair value | 3 Months Ended | ||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||
Fair value [Abstract] | ' | ||||||||||||||||
Fair value | ' | ||||||||||||||||
NOTE 9: Fair Value | |||||||||||||||||
In accordance with authoritative guidance, the table below sets forth the Company's financial assets and liabilities measured at fair value by level within the fair value hierarchy. Assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. | |||||||||||||||||
Fair value at March 31, 2014 | |||||||||||||||||
Total | Level 1 | Level 2 | Level 3 | ||||||||||||||
Assets: | |||||||||||||||||
Fair market value of JD's net identifiable assets acquired (see Note 11: Acquisitions) | $ | 2,033,071 | $ | -- | $ | -- | $ | 2,033,071 | |||||||||
Total | $ | 2,033,071 | $ | -- | $ | -- | $ | 2,033,071 | |||||||||
Liabilities, and stockholder's deficit: | |||||||||||||||||
Convertible debt, net of beneficial conversion feature | $ | 174,500 | $ | 174,500 | $ | -- | $ | -- | |||||||||
Total | $ | 174,500 | $ | 174,500 | $ | -- | $ | -- | |||||||||
Fair value at December 31, 2013 | |||||||||||||||||
Total | Level 1 | Level 2 | Level 3 | ||||||||||||||
Assets: | |||||||||||||||||
Total | $ | -- | $ | -- | $ | -- | $ | -- | |||||||||
Liabilities, and stockholder's deficit: | |||||||||||||||||
Convertible debt, net of beneficial conversion feature | $ | 173,580 | $ | 173,580 | $ | -- | $ | -- | |||||||||
Total | $ | 173,580 | $ | 173,580 | $ | -- | $ | -- |
Stockholders_deficit
Stockholders' deficit | 3 Months Ended |
Mar. 31, 2014 | |
Stockholders' deficit [Abstract] | ' |
Stockholders' deficit | ' |
NOTE 10: Stockholders' deficit | |
Preferred Stock | |
Our wholly owned subsidiary, ISS, has 125,000 shares of preferred stock authorized with a par value of $1.00; these shares have no voting rights and no dividend preferences. | |
Common Stock | |
On March 20, 2014, the Company issued 10,000,000 of a stock payable with the grant date of November 5, 2013, valued at $31,000. | |
On March 26, 2014, the Company issued 118,000,000 shares of restricted common stock in consideration for the amended purchase and sale agreement dated March 21, 2014 (See Note 11: Acquisitions). | |
Stock Payable | |
On August 15, 2013, the Company granted 3,441,720 shares of restricted common stock in consideration for services rendered by former employees of the Company. Based upon board meeting minutes dated October 9, 2010, the Company granted stock in lieu of cash at a value of $0.10 per share or $344,712. As of March 31, 2014, the shares have not been issued. | |
Prior to March 31, 2014, the Company elected to disclose reserved shares on the face of the balance sheet by having a contra equity account named "reserved shares". At March 31, 2014, the Company has decided to disclose reserved shares only in the stockholders' deficit footnote and not on the face of the balance sheet. Reserved shares will continue to be broken out in the general ledger for internal tracking purposes, however, for presentation purposes, the Company has decided to re-classify the reserved shares into the common stock account instead of breaking it out as a separate line item. This results in the netting of the reserved shares to zero in the common stock account. The re-classification results in no change to the beginning balance and as of March 31, 2014, the Company has in reserve 158,000,000 shares based on the JD purchase and sale agreement (see Note 11: Acquisitions). |
Acquisitions
Acquisitions | 3 Months Ended | ||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||
Acquisitions [Abstract] | ' | ||||||||||||||||
Acquisitions | ' | ||||||||||||||||
NOTE 11: Acquisitions | |||||||||||||||||
Acquisition of JD Field Services, Inc. | |||||||||||||||||
On February 24, 2014, the Company entered into a purchase and sale agreement with JD. This is the first of several anticipated acquisitions that NAS has as a part of its growth strategy. The JD provides oilfield services to the oil and gas industry primarily focused around those activities that are related to the drilling, operation(s) and maintenance of the well-site. On March 21, 2014, the Company amended its purchase and sale agreement to JD as the original PSA left a 6 month "unwinding" provision should NAS not be able to achieve its benchmarks in uplifting and repayment of JD debt in the course of 270 days. We have amended this position to the following, (1) NAS shall pay or assume all outstanding debt of JD. Payment on debt held by JD where the Sellers have executed personal guarantees shall be given priority over other non-priority debts, and payments on such personally guaranteed debt will be accelerated if NAS or JD profits are sufficient to do so. (2) Each Seller of JD shall receive six percent (6%) of the outstanding common stock of NAS, constituting approximately six percent (6%) each of the total equity of NAS, but not requiring any fractional shares, or approximately fifty-nine million (59,000,000) shares each. (3) NAS shall provide to JD a Power of Attorney representing voting rights and control over approximately eighteen percent (18%) of the equity interests in NAS; holding in reserve, one hundred fifty eight million (158,000,000) shares of NAS Class A Common Stock to be representative of this Interest. (4) NAS shall pay any broker's commission associated with the purchase of JD interests, up to five hundred thousand dollars ($500,000). NAS shall pay any remaining broker's commissions. | |||||||||||||||||
The Company calculated the fair value of the business acquisition as follows: | |||||||||||||||||
ASSETS | 24-Feb-14 | ||||||||||||||||
Cash | $ | 104,816 | |||||||||||||||
Accounts receivable | 2,325,630 | ||||||||||||||||
Prepaid expense | 152,892 | ||||||||||||||||
Fixed Assets | 14,138,387 | ||||||||||||||||
Intangible assets, net | 29,402 | ||||||||||||||||
LIABILITIES | |||||||||||||||||
A/P, accrued, loans and LOC | 14,718,056 | ||||||||||||||||
Fair Market Value of Net Identifiable Assets on 2/24/2014 | $ | 2,033,071 | |||||||||||||||
Purchase Price | |||||||||||||||||
Less: Stock for consideration | (413,000 | ) | |||||||||||||||
Bargain purchase option | $ | 1,620,071 | |||||||||||||||
The following is the pro forma information that discloses the results of operations as though the business combination had been completed as of the beginning of the period being reported on. | |||||||||||||||||
NAS | JD | Adjustments | |||||||||||||||
(Unaudited) | MAR 31, | MAR 31, | MAR 01, | MAR 31, | |||||||||||||
2014 | 2014 | 2014 | 2014 | ||||||||||||||
ASSETS | |||||||||||||||||
CURRENT ASSETS | |||||||||||||||||
Cash | $ | 8,358 | $ | 4,182 | $ | -- | $ | 12,540 | |||||||||
Accounts receivable, net | -- | 2,474,471 | -- | 2,474,471 | |||||||||||||
Prepaid expenses | 3,450 | 158,006 | -- | 161,456 | |||||||||||||
Total current assets | 11,808 | 2,636,659 | -- | 2,648,467 | |||||||||||||
Property, plant & equipment, net | -- | 14,264,075 | -- | 14,264,075 | |||||||||||||
Intangible assets, net | -- | 18,466 | -- | 18,466 | |||||||||||||
Other assets | 413,000 | -- | (413,000 | ) | -- | ||||||||||||
TOTAL ASSETS | $ | 424,808 | $ | 16,919,200 | $ | (413,000 | ) | $ | 16,931,008 | ||||||||
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) | |||||||||||||||||
CURRENT LIABILITIES | |||||||||||||||||
Accounts payables and accrued liabilities | $ | 2,504,032 | $ | 2,029,867 | $ | -- | $ | 4,533,899 | |||||||||
Current portion of loans, capital leases and line of credit | 316,690 | 3,484,252 | -- | 3,800,942 | |||||||||||||
Convertible debt, net of beneficial conversion feature net of $ 0 | 174,500 | -- | -- | 174,500 | |||||||||||||
Related party payable | -- | 733,097 | -- | 733,097 | |||||||||||||
Total current liabilities | 2,995,222 | 6,247,216 | -- | 9,242,440 | |||||||||||||
Long-term related party loans | 379,975 | 379,975 | |||||||||||||||
Long-term loans, capital leases and line of credit | 169,500 | 8,122,990 | -- | 8,292,490 | |||||||||||||
Total liabilities | 3,164,722 | 14,750,181 | -- | 17,914,903 | |||||||||||||
STOCKHOLDERS' EQUITY (DEFICIT) | |||||||||||||||||
Common stock $0.001 par value, 1,000,000,000 authorized, | 743,987 | 413,000 | (413,000 | ) | 743,987 | ||||||||||||
744,227,121 issued and outstanding 2014 | |||||||||||||||||
Additional paid in capital | 12,374,574 | -- | -- | 12,374,572 | |||||||||||||
Stock payable | 344,172 | -- | -- | 344,172 | |||||||||||||
Accumulated equity (deficit) | (16,202,647 | ) | 1,756,019 | (14,446,628 | ) | ||||||||||||
Total stockholders' equity (deficit) | (2,739,914 | ) | 2,169,019 | (413,000 | ) | (983,895 | ) | ||||||||||
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ | 424,808 | $ | 16,919,200 | $ | (413,000 | ) | $ | 16,931,008 | ||||||||
(DEFICIT) | |||||||||||||||||
NAS | JD | Adjustments | MAR 31, | ||||||||||||||
31-Mar-14 | 31-Mar-14 | 1-Mar-14 | 2014 | ||||||||||||||
REVENUE | $ | -- | $ | 2,004,606 | $ | 3,323,970 | $ | 5,328,576 | |||||||||
COST OF REVENUE | -- | 1,593,190 | 2,866,012 | 4,459,202 | |||||||||||||
GROSS PROFIT | -- | 411,416 | -- | 869,374 | |||||||||||||
OPERATING EXPENSES | |||||||||||||||||
Selling, general and administrative expenses | 55,557 | 208,308 | 362,607 | 626,472 | |||||||||||||
Professional fees and related expenses | 21,436 | 442 | 2,570 | 24,448 | |||||||||||||
Forgiveness of accrued officer compensation | (39,626 | ) | -- | -- | (39,626 | ) | |||||||||||
TOTAL OPERATING EXPENSES | 37,367 | 208,750 | -- | 611,294 | |||||||||||||
OPERATING INCOME (LOSS) | $ | (37,367 | ) | $ | 202,667 | $ | -- | $ | 258,079 | ||||||||
OTHER EXPENSE, non-operating | |||||||||||||||||
Gain on acquisition, bargain purchase of JD | -- | (1,620,071 | ) | 39,208 | (1,580,863 | ) | |||||||||||
Interest expense, net | 70,160 | 55,049 | 53,571 | 178,780 | |||||||||||||
TOTAL OTHER EXPENSE (INCOME), non- | 70,160 | (1,565,022 | ) | -- | (1,402,082 | ) | |||||||||||
operating | |||||||||||||||||
INCOME (LOSS) BEFORE PROVISION FOR | (107,527 | ) | 1,767,688 | -- | 1,660,161 | ||||||||||||
INCOME TAXES | |||||||||||||||||
PROVISION FOR INCOME TAXES | -- | -- | -- | -- | |||||||||||||
NET (LOSS) INCOME | $ | (107,527 | ) | $ | 1,767,688 | $ | -- | $ | 1,660,161 | ||||||||
BASIC LOSS PER SHARE | $ | (0.00 | ) | $ | -- | $ | -- | $ | 0 | ||||||||
WEIGHTED AVERAGE COMMON SHARES | 626,163,117 | -- | -- | 626,163,117 | |||||||||||||
OUTSTANDING BASIC & DILUTED | |||||||||||||||||
The Company is finalizing this transaction including putting a final valuation on a customer list which will qualify for separate disclosure and accounting apart from goodwill. |
Subsequent_events
Subsequent events | 3 Months Ended |
Mar. 31, 2014 | |
Subsequent events [Abstract] | ' |
Subsequent events | ' |
NOTE 12: Subsequent events | |
On April 1, 2014, the Company issued 4,000,000 shares of restricted common stock for service agreements dated April 1, 2014. | |
On April 2, 2014, the Company issued 4,000,000 shares of restricted common stock for security on a note payable agreement dated April 2, 2014. | |
On April 18, 2014, the Company repaid our convertible noted entered into on September 10, 2013. We paid in cash a total of $5,720, which includes principle and accrued interest through April 18, 2014. | |
On April 18, 2014, the Company repaid our convertible noted entered into on September 11, 2013. We paid in cash a total of $2,850, which includes principle and accrued interest through April 18, 2014. | |
On April 18, 2014, the Company repaid our convertible noted entered into on September 11, 2013. We paid in cash a total of $2,850, which includes principle and accrued interest through April 18, 2014. | |
On April 18, 2014, the Company repaid our convertible noted entered into on September 18, 2013. We paid in cash a total of $1,150, which includes principle and accrued interest through April 18, 2014. | |
On April 18, 2014, the Company repaid our convertible noted entered into on September 19, 2013. We paid in cash a total of $2,850, which includes principle and accrued interest through April 18, 2014. | |
On April 18, 2014, the Company repaid our convertible noted entered into on November 20, 2013. We paid in cash a total of $13,000, which includes principle and accrued interest through April 18, 2014. | |
On June 4, 2014, the Company issued 21,000,000 shares of common stock for two service agreements dated April 11, 2014. | |
On July 1, 2014, the Company issued 10,767,440 shares of restricted common stock in consideration for the convertible note dated April 11, 2011, (and in mutual agreement between the Company and note holder) in the amount of $124,000 principle and $145,186 in accrued interest. The shares were converted at a price per share of $0.025 per share based upon the mutual agreement. | |
Acquisition of Devoe Construction Services, LLC | |
On July 3, 2014, NAS entered into a purchase and sale agreement with Devoe Construction Services, LLC (herein after referred to as "Devoe" or the "seller".) This is the second of several anticipated acquisitions that NAS has as a part of its growth strategy. Devoe provides oilfield services to the oil and gas industry primarily focused around those activities that are related to the drilling, operation(s) and maintenance of the well-site. The purchase consideration is as follows: NAS is to acquire 92.6% of the company with 7.4% minority interest to be retained by seller. Consideration for the 92.6% is twelve million ($12,000,000) in cash and common stock of NAS. (1) Three million five hundred thousand dollars ($3,500,000) in cash on the closing date; (2) NAS shall place three million five hundred thousand dollars ($3,500,000) in an interest bearing escrow account; (3) on the closing date, NAS shall issue Promissory Notes ("seller note") to each seller representing a total principal debt of one million dollars ($1,000,000) secured by the Company assets. Each seller note shall have a one (1) year term at an annual interest rate of three and one half percent (3.5%). Each seller note shall have a conversion provision to allow conversion of 100 percent of the principal and accrued interest into shares of common stock of NAS at 25% discount to average market trailing 10 day value, exercisable any time, and at seller's option, after NAS's shares have traded on a national exchange (AMEX or NASDAQ) for no less than three hundred and sixty five (365) days. (4) Upon closing, four million dollars, ($4,000,000) in value of NAS restricted common stock will be issued to seller at the calculated price at time of closing or on the first complete trading day following up list and offering, at the option of NAS. Share certificates will be issued within 30 days of Closing. (5) NAS shall pay any broker's commission associated with the purchase of Devoe interests. |
Organization_and_basis_of_pres1
Organization and basis of presentation (Policy) | 3 Months Ended |
Mar. 31, 2014 | |
Organization and basis of presentation [Abstract] | ' |
Basis of Financial Statement Presentation | ' |
Basis of Financial Statement Presentation | |
The accompanying reviewed condensed consolidated financial statements of National Automation Services, a Nevada corporation ("Company"), have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC"). Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted in accordance with such rules and regulations. The information furnished in the condensed consolidated financial statements includes normal recurring adjustments and reflects all adjustments, which, in the opinion of management, are necessary for a fair presentation of such financial statements. As used in these Notes to the Condensed Consolidated Financial Statements, the terms the "Company," "we," "us," "our," and similar terms refer to National Automation Services and, unless the context indicates otherwise its consolidated subsidiaries. | |
The condensed consolidated financial statements include the accounts of the Company and its subsidiaries. All significant intercompany transactions and accounts have been eliminated in consolidation. These financial statements have been presented in accordance with the rules governing a smaller reporting company for both periods of March 31, 2014 and March 31, 2013. | |
These condensed consolidated financial statements should be read in conjunction with the consolidated audited financial statements and notes thereto included in the Company's annual Report on Form 10-K filed with the SEC, from which the balance sheet information as of December 31, 2013, was derived. | |
Business Overview | ' |
Business Overview | |
NAS is a public holding company that holds subsidiaries which provide services for the domestic oil and gas industry. Our business plan takes action with expansion through carefully selected acquisitions. Our services are needed by a wide variety of oil and natural gas industry providers in both private and public sectors. Our focus is to increase shareholder value through these carefully selected companies with NAS bringing oversight and resources to each, which will allow them to maximize profitability and growth opportunities within their markets, and expanding their customer base. This strategy will allow for rapid advancement in overall assets and revenue streams for the Company. | |
On February 24, 2014, the Company entered into a purchase and sale agreement with JD Field Services, Inc. ("JD"). This is the first of several anticipated acquisitions that the Company has as a part of its growth strategy. JD provides services to the oil and gas industry primarily focused around those activities that are related to oilfield services. They are licensed in all states west of the Mississippi River including Alaska to do trucking, but are focused primarily in the Rocky Mountain Region. Oilfield services provided include heavy haul, water haul, and rig moving services as well as equipment, supplies, and specialty long hauling services. The Company also provides oil and gas equipment rental services, hot shot, roustabout services, and construction site development services, as well as operates a fabrication division that builds special-order oil and gas equipment and trucks for customers. | |
Use of Estimates | ' |
Use of Estimates | |
The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. | |
Cash and Cash Equivalents | ' |
Cash & Cash Equivalents | |
The Company considers all highly liquid instruments purchased with an original maturity of three months or less to be cash. The Company has no cash equivalents for the periods presented. | |
Prepaid Expenses | ' |
Prepaid Expenses | |
Amounts paid in advance for a benefit not yet received. This type of expense normally includes costs paid in one fiscal year (or period) that benefits a future year (or period). | |
Property, Plant and Equipment | ' |
Property, Plant and Equipment | |
As required by the Property, Plant and Equipment Topic of the Financial Accounting Standards Board Accounting Standards Codification ("FASB ASC"), the Company is required to use a predetermined method in calculating depreciation expense. Depreciation is computed using the straight-line method over the estimated useful lives of the assets, which is generally ten/fifteen years for heavy machinery, five years for vehicles, two to three years for computer software/hardware and office equipment and three to seven years for furniture, fixtures and office equipment. Leasehold improvements are amortized over the shorter of the lease term or the estimated useful lives. Upon the sale or retirement of property or equipment, the cost and related accumulated depreciation or amortization is removed from the Company's balance sheet with the resulting gain or loss reflected in the Company's results of operations. Maintenance costs are expensed as incurred. Due to the nature of the equipment, major repairs are capitalized as they reflect an adjustment to the overall value of the equipment and its useful life can be extended. | |
In evaluating the salvage value service equipment we use a standard of, Machinery and Equipment - Worth approximately 10 - 30% of purchase price after 10-15 years depending on the asset. Vehicles - Worth approximately 20% of purchase price after 10-15 years depending on the asset. These salvage values are based on industry averages for the type of machinery and equipment used in oilfield services. | |
Sales Taxes | ' |
Sales Taxes | |
The Company collects sales tax. The amount received is credited to a liability account as payments are received or invoices are generated. At any point in time, this account represents the net amount owed to the taxing authority for amounts collected but not yet remitted. Sales taxes are then remitted to the appropriate taxing jurisdictions. | |
Allowance for Doubtful Accounts | ' |
Allowance for Doubtful Accounts | |
As required by the Receivables Topic of FASB ASC, the Company is required to use a predetermined method in calculating the current value for its bad debt on overall accounts receivable. | |
The Company estimates its accounts receivable risks to provide allowances for doubtful accounts accordingly. We believe that our credit risk for accounts receivable is limited because of the way in which we conduct business largely in the areas of contracts. Accounts receivable includes the accrual of work in process for project contracts and field service revenue. We recognize that there is a potential of not being paid in a 12 month period. Our evaluation includes the length of time receivables are past due, adverse situations that may affect a contract's scope to be paid, and prevailing economic conditions. We assess each and every customer to conclude whether or not remaining balances outstanding need to be placed into allowance and then re-evaluated for write-off. We review all accounts to ensure that all efforts have been exhausted before noting that a customer will not pay for services rendered. The evaluation is inherently subjective and estimates may be revised as more information becomes available. | |
Revenue Recognition | ' |
Revenue Recognition | |
As required by the Revenue Recognition Topic of FASB ASC, the Company is required to use predetermined contract methods in determining the current value for revenue. | |
Service Contracts Service revenue is recognized on a completed project basis - the Company invoices the client when it has completed the services, thereby, ensuring the client is legally liable to the Company for payment of the invoice. On service contracts, revenue is not recognized until the services have been performed. | |
In all cases, revenue is recognized as earned by the Company. As the client becomes liable to the Company for services provided, as defined in the agreement, the client is then invoiced and revenue is accordingly recognized and recorded. The Company does not recognize or record any revenues for which it does not have a legal basis for invoicing or legally collecting. | |
Fair Value Accounting | ' |
Fair Value Accounting | |
As required by the Fair Value Measurements and Disclosures Topic of the FASB ASC, fair value is measured based on a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: (Level 1) observable inputs such as quoted prices in active markets; (Level 2) inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and (Level 3) unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions (for additional information see Note 9: Fair value). | |
The three levels of the fair value hierarchy are described below: | |
Level 1 Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; | |
Level 2 Quoted prices in markets that are not active, or inputs that are observable, either directly or indirectly, for substantially the full term of the asset or liability; | |
Level 3 Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (supported by little or no market activity). |
Accounts_receivable_net_Tables
Accounts receivable, net (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Accounts receivable, net [Abstract] | ' | ||||||||
Schedule of Accounts Receivable | ' | ||||||||
MAR 31, | DEC 31, | ||||||||
2014 | 2013 | ||||||||
Accounts receivable | $ | 4,463,686 | $ | -- | |||||
Less: allowance for doubtful accounts | (1,989,215 | ) | -- | ||||||
Total | $ | 2,474,471 | $ | -- | |||||
Property_plant_equipment_Table
Property, plant & equipment (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Property, plant and equipment [Abstract] | ' | ||||||||
Schedule of Property, Plant and Equipment | ' | ||||||||
MAR 31, | 31-Dec | ||||||||
2014 | 2013 | ||||||||
Buildings | $ | 78,930 | $ | -- | |||||
Furniture and fixtures | 46,923 | -- | |||||||
Vehicles | 4,408,127 | -- | |||||||
Machinery and equipment | 9,841,640 | -- | |||||||
14,375,620 | |||||||||
Less: Accumulated depreciation | (111,545 | ) | -- | ||||||
Total | $ | 14,264,075 | $ | -- | |||||
Loans_capital_lease_and_lines_1
Loans, capital lease and lines of credit (Tables) | 3 Months Ended | ||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||
Loans, capital lease and lines of credit [Abstract] | ' | ||||||||||||||||
Schedule of Loans, Capital leases and Lines of Credit | ' | ||||||||||||||||
As of March 31, 2014, the following convertible notes payable are outstanding: | |||||||||||||||||
Description | Note Value | BCF Value | Amortized | Interest | |||||||||||||
BCF | accrued | ||||||||||||||||
Convertible note issued on April 15, 2011, at a | 124,000 | 124,000 | 124,000 | 147,033 | |||||||||||||
20% interest rate for six months, convertible to | |||||||||||||||||
shares of stock at $0.02 per share | |||||||||||||||||
Convertible note issued on September 16, | 2,500 | 500 | 500 | 268 | |||||||||||||
2013, at a 10% interest rate for six months, | |||||||||||||||||
convertible to shares of stock at $0.005 per | |||||||||||||||||
share | |||||||||||||||||
Convertible note issued on September 11, | 2,500 | 500 | 500 | 275 | |||||||||||||
2013, at a 10% interest rate for six months, | |||||||||||||||||
convertible to shares of stock at $0.005 per | |||||||||||||||||
share | |||||||||||||||||
Convertible note issued on November 20, | 12,000 | -- | -- | 430 | |||||||||||||
2013, at an annual 10% interest rate for the | |||||||||||||||||
three months, convertible to shares of stock at | |||||||||||||||||
$0.005 per share | |||||||||||||||||
Convertible note issued on July 10, 2013, at a | 25,000 | 2,500 | 2,500 | 3,616 | |||||||||||||
10% interest rate for six months, convertible to | |||||||||||||||||
shares of stock at $0.001 per share | |||||||||||||||||
Convertible note issued on September 11, | 2,500 | 500 | 500 | 275 | |||||||||||||
2013, at a 10% interest rate for six months, | |||||||||||||||||
convertible to shares of stock at $0.005 per | |||||||||||||||||
share | |||||||||||||||||
Convertible note issued on September 10, | 5,000 | 500 | 500 | 553 | |||||||||||||
2013, at a 10% interest rate for six months, | |||||||||||||||||
convertible to shares of stock at $0.005 per | |||||||||||||||||
share | |||||||||||||||||
Convertible note issued on September 18, | 1,000 | -- | -- | 106 | |||||||||||||
2013, at a 10% interest rate for six months, | |||||||||||||||||
convertible to shares of stock at $0.005 per | |||||||||||||||||
share | |||||||||||||||||
Total | $ | 174,500 | $ | 128,500 | $ | 128,500 | $ | 152,556 |
Convertible_notes_Tables
Convertible notes (Tables) | 3 Months Ended | ||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||
Convertible notes [Abstract] | ' | ||||||||||||||||
Schedule of Convertible Notes | ' | ||||||||||||||||
Description | Note Value | BCF Value | Amortized | Interest | |||||||||||||
BCF | accrued | ||||||||||||||||
Convertible note issued on April 15, 2011, at a | 124,000 | 124,000 | 124,000 | 147,033 | |||||||||||||
20% interest rate for six months, convertible to | |||||||||||||||||
shares of stock at $0.02 per share | |||||||||||||||||
Convertible note issued on September 16, | 2,500 | 500 | 500 | 268 | |||||||||||||
2013, at a 10% interest rate for six months, | |||||||||||||||||
convertible to shares of stock at $0.005 per | |||||||||||||||||
share | |||||||||||||||||
Convertible note issued on September 11, | 2,500 | 500 | 500 | 275 | |||||||||||||
2013, at a 10% interest rate for six months, | |||||||||||||||||
convertible to shares of stock at $0.005 per | |||||||||||||||||
share | |||||||||||||||||
Convertible note issued on November 20, | 12,000 | -- | -- | 430 | |||||||||||||
2013, at an annual 10% interest rate for the | |||||||||||||||||
three months, convertible to shares of stock at | |||||||||||||||||
$0.005 per share | |||||||||||||||||
Convertible note issued on July 10, 2013, at a | 25,000 | 2,500 | 2,500 | 3,616 | |||||||||||||
10% interest rate for six months, convertible to | |||||||||||||||||
shares of stock at $0.001 per share | |||||||||||||||||
Convertible note issued on September 11, | 2,500 | 500 | 500 | 275 | |||||||||||||
2013, at a 10% interest rate for six months, | |||||||||||||||||
convertible to shares of stock at $0.005 per | |||||||||||||||||
share | |||||||||||||||||
Convertible note issued on September 10, | 5,000 | 500 | 500 | 553 | |||||||||||||
2013, at a 10% interest rate for six months, | |||||||||||||||||
convertible to shares of stock at $0.005 per | |||||||||||||||||
share | |||||||||||||||||
Convertible note issued on September 18, | 1,000 | -- | -- | 106 | |||||||||||||
2013, at a 10% interest rate for six months, | |||||||||||||||||
convertible to shares of stock at $0.005 per | |||||||||||||||||
share | |||||||||||||||||
Total | $ | 174,500 | $ | 128,500 | $ | 128,500 | $ | 152,556 |
Fair_value_Tables
Fair value (Tables) | 3 Months Ended | ||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||
Fair value [Abstract] | ' | ||||||||||||||||
Schedule of Fair Value of Financial Assets and Liabilities | ' | ||||||||||||||||
Fair value at March 31, 2014 | |||||||||||||||||
Total | Level 1 | Level 2 | Level 3 | ||||||||||||||
Assets: | |||||||||||||||||
Fair market value of JD's net identifiable assets acquired (see Note 11: Acquisitions) | $ | 2,033,071 | $ | -- | $ | -- | $ | 2,033,071 | |||||||||
Total | $ | 2,033,071 | $ | -- | $ | -- | $ | 2,033,071 | |||||||||
Liabilities, and stockholder's deficit: | |||||||||||||||||
Convertible debt, net of beneficial conversion feature | $ | 174,500 | $ | 174,500 | $ | -- | $ | -- | |||||||||
Total | $ | 174,500 | $ | 174,500 | $ | -- | $ | -- | |||||||||
Fair value at December 31, 2013 | |||||||||||||||||
Total | Level 1 | Level 2 | Level 3 | ||||||||||||||
Assets: | |||||||||||||||||
Total | $ | -- | $ | -- | $ | -- | $ | -- | |||||||||
Liabilities, and stockholder's deficit: | |||||||||||||||||
Convertible debt, net of beneficial conversion feature | $ | 173,580 | $ | 173,580 | $ | -- | $ | -- | |||||||||
Total | $ | 173,580 | $ | 173,580 | $ | -- | $ | -- |
Acquisitions_Tables
Acquisitions (Tables) | 3 Months Ended | ||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||
Acquisitions [Abstract] | ' | ||||||||||||||||
Schedule of Fair Value of Business Acquisition | ' | ||||||||||||||||
The Company calculated the fair value of the business acquisition as follows: | |||||||||||||||||
ASSETS | 24-Feb-14 | ||||||||||||||||
Cash | $ | 104,816 | |||||||||||||||
Accounts receivable | 2,325,630 | ||||||||||||||||
Prepaid expense | 152,892 | ||||||||||||||||
Fixed Assets | 14,138,387 | ||||||||||||||||
Intangible assets, net | 29,402 | ||||||||||||||||
LIABILITIES | |||||||||||||||||
A/P, accrued, loans and LOC | 14,718,056 | ||||||||||||||||
Fair Market Value of Net Identifiable Assets on 2/24/2014 | $ | 2,033,071 | |||||||||||||||
Purchase Price | |||||||||||||||||
Less: Stock for consideration | (413,000 | ) | |||||||||||||||
Bargain purchase option | $ | 1,620,071 | |||||||||||||||
Condensed Balance Sheet | ' | ||||||||||||||||
NAS | JD | Adjustments | |||||||||||||||
(Unaudited) | MAR 31, | MAR 31, | MAR 01, | MAR 31, | |||||||||||||
2014 | 2014 | 2014 | 2014 | ||||||||||||||
ASSETS | |||||||||||||||||
CURRENT ASSETS | |||||||||||||||||
Cash | $ | 8,358 | $ | 4,182 | $ | -- | $ | 12,540 | |||||||||
Accounts receivable, net | -- | 2,474,471 | -- | 2,474,471 | |||||||||||||
Prepaid expenses | 3,450 | 158,006 | -- | 161,456 | |||||||||||||
Total current assets | 11,808 | 2,636,659 | -- | 2,648,467 | |||||||||||||
Property, plant & equipment, net | -- | 14,264,075 | -- | 14,264,075 | |||||||||||||
Intangible assets, net | -- | 18,466 | -- | 18,466 | |||||||||||||
Other assets | 413,000 | -- | (413,000 | ) | -- | ||||||||||||
TOTAL ASSETS | $ | 424,808 | $ | 16,919,200 | $ | (413,000 | ) | $ | 16,931,008 | ||||||||
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) | |||||||||||||||||
CURRENT LIABILITIES | |||||||||||||||||
Accounts payables and accrued liabilities | $ | 2,504,032 | $ | 2,029,867 | $ | -- | $ | 4,533,899 | |||||||||
Current portion of loans, capital leases and line of credit | 316,690 | 3,484,252 | -- | 3,800,942 | |||||||||||||
Convertible debt, net of beneficial conversion feature net of $ 0 | 174,500 | -- | -- | 174,500 | |||||||||||||
Related party payable | -- | 733,097 | -- | 733,097 | |||||||||||||
Total current liabilities | 2,995,222 | 6,247,216 | -- | 9,242,440 | |||||||||||||
Long-term related party loans | 379,975 | 379,975 | |||||||||||||||
Long-term loans, capital leases and line of credit | 169,500 | 8,122,990 | -- | 8,292,490 | |||||||||||||
Total liabilities | 3,164,722 | 14,750,181 | -- | 17,914,903 | |||||||||||||
STOCKHOLDERS' EQUITY (DEFICIT) | |||||||||||||||||
Common stock $0.001 par value, 1,000,000,000 authorized, | 743,987 | 413,000 | (413,000 | ) | 743,987 | ||||||||||||
744,227,121 issued and outstanding 2014 | |||||||||||||||||
Additional paid in capital | 12,374,574 | -- | -- | 12,374,572 | |||||||||||||
Stock payable | 344,172 | -- | -- | 344,172 | |||||||||||||
Accumulated equity (deficit) | (16,202,647 | ) | 1,756,019 | (14,446,628 | ) | ||||||||||||
Total stockholders' equity (deficit) | (2,739,914 | ) | 2,169,019 | (413,000 | ) | (983,895 | ) | ||||||||||
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ | 424,808 | $ | 16,919,200 | $ | (413,000 | ) | $ | 16,931,008 | ||||||||
(DEFICIT) | |||||||||||||||||
Condensed Income Statement | ' | ||||||||||||||||
NAS | JD | Adjustments | MAR 31, | ||||||||||||||
31-Mar-14 | 31-Mar-14 | 1-Mar-14 | 2014 | ||||||||||||||
REVENUE | $ | -- | $ | 2,004,606 | $ | 3,323,970 | $ | 5,328,576 | |||||||||
COST OF REVENUE | -- | 1,593,190 | 2,866,012 | 4,459,202 | |||||||||||||
GROSS PROFIT | -- | 411,416 | -- | 869,374 | |||||||||||||
OPERATING EXPENSES | |||||||||||||||||
Selling, general and administrative expenses | 55,557 | 208,308 | 362,607 | 626,472 | |||||||||||||
Professional fees and related expenses | 21,436 | 442 | 2,570 | 24,448 | |||||||||||||
Forgiveness of accrued officer compensation | (39,626 | ) | -- | -- | (39,626 | ) | |||||||||||
TOTAL OPERATING EXPENSES | 37,367 | 208,750 | -- | 611,294 | |||||||||||||
OPERATING INCOME (LOSS) | $ | (37,367 | ) | $ | 202,667 | $ | -- | $ | 258,079 | ||||||||
OTHER EXPENSE, non-operating | |||||||||||||||||
Gain on acquisition, bargain purchase of JD | -- | (1,620,071 | ) | 39,208 | (1,580,863 | ) | |||||||||||
Interest expense, net | 70,160 | 55,049 | 53,571 | 178,780 | |||||||||||||
TOTAL OTHER EXPENSE (INCOME), non- | 70,160 | (1,565,022 | ) | -- | (1,402,082 | ) | |||||||||||
operating | |||||||||||||||||
INCOME (LOSS) BEFORE PROVISION FOR | (107,527 | ) | 1,767,688 | -- | 1,660,161 | ||||||||||||
INCOME TAXES | |||||||||||||||||
PROVISION FOR INCOME TAXES | -- | -- | -- | -- | |||||||||||||
NET (LOSS) INCOME | $ | (107,527 | ) | $ | 1,767,688 | $ | -- | $ | 1,660,161 | ||||||||
BASIC LOSS PER SHARE | $ | (0.00 | ) | $ | -- | $ | -- | $ | 0 | ||||||||
WEIGHTED AVERAGE COMMON SHARES | 626,163,117 | -- | -- | 626,163,117 | |||||||||||||
OUTSTANDING BASIC & DILUTED | |||||||||||||||||
Organization_and_basis_of_pres2
Organization and basis of presentation (Details) | 3 Months Ended |
Mar. 31, 2014 | |
Machinery and Equipment [Member] | Minimum [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Estimated useful lives | '10 years |
Salvage value | 10.00% |
Machinery and Equipment [Member] | Maximum [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Estimated useful lives | '15 years |
Salvage value | 30.00% |
Vehicles [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Estimated useful lives | '5 years |
Salvage value | 20.00% |
Office equipment [Member] | Minimum [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Estimated useful lives | '2 years |
Office equipment [Member] | Maximum [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Estimated useful lives | '3 years |
Furniture and fixtures [Member] | Minimum [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Estimated useful lives | '3 years |
Furniture and fixtures [Member] | Maximum [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Estimated useful lives | '7 years |
Going_concern_Details
Going concern (Details) (USD $) | 3 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2013 | |
Going concern [Abstract] | ' | ' |
Net income (loss) | $1,660,161 | ($101,541) |
Working capital deficiency | -6,593,973 | ' |
Gain on bargain purchase of JD Field Services | ($1,620,071) | ' |
Accounts_receivable_net_Detail
Accounts receivable, net (Details) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
Accounts receivable, net [Abstract] | ' | ' |
Accounts receivable | $4,463,686 | ' |
Less: allowance for doubtful accounts | -1,989,215 | ' |
Total | $2,474,471 | ' |
Property_plant_equipment_Detai
Property, plant & equipment (Details) (USD $) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2014 | Dec. 31, 2013 | |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, plant and equipment | $14,375,620 | ' |
Less: accumulated depreciation | -111,545 | ' |
Total | 14,264,075 | ' |
Depreciation expense | 111,545 | ' |
Buildings [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, plant and equipment | 78,930 | ' |
Furniture and fixtures [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, plant and equipment | 46,923 | ' |
Vehicle [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, plant and equipment | 4,408,127 | ' |
Machinery and Equipment [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, plant and equipment | $9,841,640 | ' |
Loans_capital_lease_and_lines_2
Loans, capital lease and lines of credit (Schedule of Outstanding Balance of Loans) (Details) (USD $) | 3 Months Ended | |
Mar. 31, 2014 | Dec. 31, 2013 | |
Debt Instrument [Line Items] | ' | ' |
Accrued interest | $25,480 | ' |
Loans, capital lease and lines of credit | 12,093,432 | 264,017 |
Less: current portion loans, capital lease and lines of credit | -3,800,942 | -94,517 |
Total long-term liabilities | 8,292,490 | 169,500 |
Ally [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan date | 24-Feb-14 | ' |
Maturity date | 7-Jul-14 | ' |
Original amount of loan | 58,038 | ' |
Interest rate | 0.00% | ' |
Loans, capital lease and lines of credit | 4,837 | 10,926 |
Ally [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan date | 24-Feb-14 | ' |
Maturity date | 14-Apr-14 | ' |
Original amount of loan | 34,635 | ' |
Interest rate | 0.00% | ' |
Loans, capital lease and lines of credit | 1,924 | ' |
Ally [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan date | 24-Feb-14 | ' |
Maturity date | 10-Feb-19 | ' |
Original amount of loan | 43,395 | ' |
Interest rate | 4.00% | ' |
Loans, capital lease and lines of credit | 36,378 | 33,591 |
Cat Financial [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan date | 24-Feb-14 | ' |
Maturity date | 29-Jan-16 | ' |
Original amount of loan | 734,640 | ' |
Interest rate | 10.10% | ' |
Loans, capital lease and lines of credit | 264,748 | 1,495,000 |
Peoples United Bank [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan date | 24-Feb-14 | ' |
Maturity date | 28-Mar-23 | ' |
Original amount of loan | 2,650,000 | ' |
Interest rate | 6.00% | ' |
Loans, capital lease and lines of credit | 2,433,361 | 20,000 |
Phil Timothy [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan date | 24-Feb-14 | ' |
Maturity date | 16-Mar-16 | ' |
Original amount of loan | 23,700 | ' |
Interest rate | 4.34% | ' |
Loans, capital lease and lines of credit | 14,573 | 50,000 |
Ford Credit [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan date | 24-Feb-14 | ' |
Maturity date | 9-Nov-16 | ' |
Original amount of loan | 186,549 | ' |
Interest rate | 5.95% | ' |
Loans, capital lease and lines of credit | 129,734 | ' |
Ford Credit [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan date | 24-Feb-14 | ' |
Maturity date | 28-Sep-15 | ' |
Original amount of loan | 28,700 | ' |
Interest rate | 6.39% | ' |
Loans, capital lease and lines of credit | 16,049 | ' |
Ford Credit [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan date | 24-Feb-14 | ' |
Maturity date | 28-Sep-16 | ' |
Original amount of loan | 44,576 | ' |
Interest rate | 3.74% | ' |
Loans, capital lease and lines of credit | 15,901 | ' |
Ford Credit [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan date | 24-Feb-14 | ' |
Maturity date | 5-Jun-16 | ' |
Original amount of loan | 88,575 | ' |
Interest rate | 7.89% | ' |
Loans, capital lease and lines of credit | 53,926 | ' |
Ford Credit [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan date | 24-Feb-14 | ' |
Maturity date | 28-Feb-15 | ' |
Original amount of loan | 56,372 | ' |
Interest rate | 6.49% | ' |
Loans, capital lease and lines of credit | 21,123 | ' |
Ford Credit [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan date | 24-Feb-14 | ' |
Maturity date | 29-Mar-17 | ' |
Original amount of loan | 73,005 | ' |
Interest rate | 7.89% | ' |
Loans, capital lease and lines of credit | 48,662 | ' |
Ford Credit [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan date | 24-Feb-14 | ' |
Maturity date | 29-Oct-15 | ' |
Original amount of loan | 36,700 | ' |
Interest rate | 6.54% | ' |
Loans, capital lease and lines of credit | 13,453 | ' |
Ford Credit [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan date | 24-Feb-14 | ' |
Maturity date | 29-Oct-15 | ' |
Original amount of loan | 34,400 | ' |
Interest rate | 6.54% | ' |
Loans, capital lease and lines of credit | 12,610 | ' |
Ford Credit [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan date | 24-Feb-14 | ' |
Maturity date | 30-Sep-15 | ' |
Original amount of loan | 94,000 | ' |
Interest rate | 5.74% | ' |
Loans, capital lease and lines of credit | 30,597 | ' |
Ford Credit [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan date | 24-Feb-14 | ' |
Maturity date | 19-Sep-16 | ' |
Original amount of loan | 45,994 | ' |
Interest rate | 8.29% | ' |
Loans, capital lease and lines of credit | 31,509 | ' |
GE Capital [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan date | 24-Feb-14 | ' |
Maturity date | 10-Oct-18 | ' |
Original amount of loan | 189,151 | ' |
Interest rate | 6.42% | ' |
Loans, capital lease and lines of credit | 150,862 | ' |
GE Capital [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan date | 24-Feb-14 | ' |
Maturity date | 1-Jul-18 | ' |
Original amount of loan | 153,944 | ' |
Interest rate | 7.24% | ' |
Loans, capital lease and lines of credit | 118,356 | ' |
John Deere Financial [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan date | 24-Feb-14 | ' |
Maturity date | 26-Sep-17 | ' |
Original amount of loan | 262,350 | ' |
Interest rate | 4.00% | ' |
Loans, capital lease and lines of credit | 193,257 | ' |
Mack Financial Services [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan date | 24-Feb-14 | ' |
Maturity date | 12-Mar-16 | ' |
Original amount of loan | 326,746 | ' |
Interest rate | 0.00% | ' |
Loans, capital lease and lines of credit | 150,002 | ' |
Mack Financial Services [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan date | 24-Feb-14 | ' |
Maturity date | 9-Nov-16 | ' |
Original amount of loan | 347,520 | ' |
Interest rate | 0.00% | ' |
Loans, capital lease and lines of credit | 199,863 | ' |
Mack Financial Services [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan date | 24-Feb-14 | ' |
Maturity date | 18-Jan-17 | ' |
Original amount of loan | 275,770 | ' |
Interest rate | 0.00% | ' |
Loans, capital lease and lines of credit | 167,965 | ' |
Mack Financial Services [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan date | 24-Feb-14 | ' |
Maturity date | 24-Jan-18 | ' |
Original amount of loan | 244,684 | ' |
Interest rate | 6.00% | ' |
Loans, capital lease and lines of credit | 193,958 | ' |
MACU [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan date | 24-Feb-14 | ' |
Maturity date | 26-Oct-18 | ' |
Original amount of loan | 41,540 | ' |
Interest rate | 2.99% | ' |
Loans, capital lease and lines of credit | 38,928 | ' |
Zion's Bank [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan date | 24-Feb-14 | ' |
Maturity date | 15-Oct-26 | ' |
Original amount of loan | 150,000 | ' |
Interest rate | 4.86% | ' |
Loans, capital lease and lines of credit | 131,070 | ' |
Zion's Bank [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan date | 24-Feb-14 | ' |
Maturity date | 10-Oct-16 | ' |
Original amount of loan | 101,091 | ' |
Interest rate | 4.57% | ' |
Loans, capital lease and lines of credit | 47,635 | ' |
Zion's Bank [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan date | 24-Feb-14 | ' |
Maturity date | 30-Sep-17 | ' |
Original amount of loan | 7,680,000 | ' |
Interest rate | 4.57% | ' |
Loans, capital lease and lines of credit | 5,729,174 | ' |
Zion's Bank - LOC [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan date | 24-Feb-14 | ' |
Original amount of loan | 500,000 | ' |
LIBOR spread | 3.85% | ' |
Interest rate | 4.00% | ' |
Loans, capital lease and lines of credit | 568,909 | ' |
H&E - Capital Lease [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan date | 24-Feb-14 | ' |
Maturity date | 22-Oct-15 | ' |
Original amount of loan | 105,800 | ' |
Interest rate | 12.00% | ' |
Loans, capital lease and lines of credit | 57,148 | ' |
H&E - Capital Lease [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan date | 24-Feb-14 | ' |
Maturity date | 1-Jul-15 | ' |
Original amount of loan | 105,000 | ' |
Interest rate | 12.00% | ' |
Loans, capital lease and lines of credit | 57,460 | ' |
H&E - Capital Lease [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan date | 24-Feb-14 | ' |
Maturity date | 1-Jul-15 | ' |
Original amount of loan | 106,000 | ' |
Interest rate | 12.00% | ' |
Loans, capital lease and lines of credit | 54,990 | ' |
H&E - Capital Lease [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan date | 24-Feb-14 | ' |
Maturity date | 1-Jul-15 | ' |
Original amount of loan | 102,000 | ' |
Interest rate | 12.00% | ' |
Loans, capital lease and lines of credit | 49,335 | ' |
H&E - Capital Lease [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan date | 24-Feb-14 | ' |
Maturity date | 1-Jul-15 | ' |
Original amount of loan | 95,500 | ' |
Interest rate | 12.00% | ' |
Loans, capital lease and lines of credit | 49,335 | ' |
H&E - Capital Lease [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan date | 24-Feb-14 | ' |
Maturity date | 17-Jan-14 | ' |
Original amount of loan | 95,000 | ' |
Interest rate | 12.00% | ' |
Loans, capital lease and lines of credit | 36,384 | ' |
H&E - Capital Lease [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan date | 24-Feb-14 | ' |
Maturity date | 17-Jan-14 | ' |
Original amount of loan | 105,000 | ' |
Interest rate | 12.00% | ' |
Loans, capital lease and lines of credit | 44,392 | ' |
H&E - Capital Lease [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan date | 24-Feb-14 | ' |
Maturity date | 15-Jan-14 | ' |
Original amount of loan | 107,550 | ' |
Interest rate | 12.00% | ' |
Loans, capital lease and lines of credit | 17,118 | ' |
H&E - Capital Lease [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan date | 24-Feb-14 | ' |
Maturity date | 20-Jan-14 | ' |
Original amount of loan | 95,000 | ' |
Interest rate | 12.00% | ' |
Loans, capital lease and lines of credit | 36,347 | ' |
H&E - Capital Lease [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan date | 24-Feb-14 | ' |
Maturity date | 20-Jan-14 | ' |
Original amount of loan | 95,000 | ' |
Interest rate | 12.00% | ' |
Loans, capital lease and lines of credit | 33,897 | ' |
H&E - Capital Lease [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan date | 24-Feb-14 | ' |
Maturity date | 25-Mar-15 | ' |
Original amount of loan | 132,500 | ' |
Interest rate | 12.00% | ' |
Loans, capital lease and lines of credit | 132,500 | ' |
National Insurance [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan date | 24-Feb-14 | ' |
Original amount of loan | ' | ' |
Interest rate | ' | ' |
Loans, capital lease and lines of credit | 107,379 | ' |
South Bay Capital [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan date | 25-Jul-08 | ' |
Original amount of loan | 10,926 | ' |
Interest rate | 12.00% | ' |
Loans, capital lease and lines of credit | 10,926 | ' |
Capital lease [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan date | 15-Jan-09 | ' |
Original amount of loan | 16,083 | ' |
Interest rate | ' | ' |
Loans, capital lease and lines of credit | 33,591 | ' |
Kinney [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan date | 18-Aug-13 | ' |
Maturity date | 18-Aug-19 | ' |
Original amount of loan | 149,500 | ' |
Interest rate | 12.00% | ' |
Loans, capital lease and lines of credit | 149,500 | ' |
Goss [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan date | 19-Sep-13 | ' |
Maturity date | 19-Sep-16 | ' |
Original amount of loan | 20,000 | ' |
Interest rate | 12.00% | ' |
Loans, capital lease and lines of credit | 20,000 | ' |
Kinney2 [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan date | 11-Nov-13 | ' |
Maturity date | 11-Nov-14 | ' |
Original amount of loan | 50,000 | ' |
Interest rate | 12.00% | ' |
Loans, capital lease and lines of credit | 50,000 | ' |
O'Connor [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan date | 1-Apr-09 | ' |
Original amount of loan | 71,000 | ' |
Interest rate | 10.00% | ' |
Loans, capital lease and lines of credit | 71,000 | ' |
Hanley [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan date | 1-Apr-09 | ' |
Original amount of loan | 79,913 | ' |
Interest rate | 10.00% | ' |
Loans, capital lease and lines of credit | 79,913 | ' |
Spiker [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan date | 31-Dec-10 | ' |
Original amount of loan | 9,500 | ' |
Interest rate | 10.00% | ' |
Loans, capital lease and lines of credit | 9,500 | ' |
Jesse [member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan date | 31-Dec-10 | ' |
Original amount of loan | 9,760 | ' |
Interest rate | 10.00% | ' |
Loans, capital lease and lines of credit | 9,760 | ' |
Marlow [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan date | 31-Dec-10 | ' |
Original amount of loan | 13,000 | ' |
Interest rate | 10.00% | ' |
Loans, capital lease and lines of credit | 2,000 | ' |
Goss2 [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan date | 28-Mar-14 | ' |
Maturity date | 28-Mar-15 | ' |
Original amount of loan | 50,000 | ' |
Interest rate | 12.00% | ' |
Loans, capital lease and lines of credit | 50,000 | ' |
American Express [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Original amount of loan | ' | ' |
Interest rate | ' | ' |
Loans, capital lease and lines of credit | $111,593 | ' |
Convertible_notes_Schedule_of_
Convertible notes (Schedule of Beneficial Conversion Features) (Details) (USD $) | 3 Months Ended |
Mar. 31, 2014 | |
Debt Instrument [Line Items] | ' |
Note Value | $174,500 |
Convertible note (BCF) | 128,500 |
Amortized BCF value | 128,500 |
Interest accrued | 152,556 |
Convertible Notes Issued April 15, 2011 [Member] | ' |
Debt Instrument [Line Items] | ' |
Note Value | 124,000 |
Convertible note (BCF) | 124,000 |
Amortized BCF value | 124,000 |
Interest accrued | 147,033 |
Debt instrument, interest rate | 20.00% |
Conversion price per share | $0.02 |
Debt term | '6 months |
Convertible Notes Issued September 16, 2013 [Member] | ' |
Debt Instrument [Line Items] | ' |
Note Value | 2,500 |
Convertible note (BCF) | 500 |
Amortized BCF value | 500 |
Interest accrued | 268 |
Debt instrument, interest rate | 10.00% |
Conversion price per share | $0.01 |
Debt term | '6 months |
Convertible Notes Issued July 10, 2013 [Member] | ' |
Debt Instrument [Line Items] | ' |
Note Value | 25,000 |
Convertible note (BCF) | 2,500 |
Amortized BCF value | 2,500 |
Interest accrued | 3,616 |
Debt instrument, interest rate | 10.00% |
Conversion price per share | $0.00 |
Debt term | '6 months |
Convertible Notes Issued September 11, 2013- First transaction [Member] | ' |
Debt Instrument [Line Items] | ' |
Note Value | 2,500 |
Convertible note (BCF) | 500 |
Amortized BCF value | 500 |
Interest accrued | 275 |
Debt instrument, interest rate | 10.00% |
Conversion price per share | $0.01 |
Debt term | '6 months |
Convertible Notes Issued September 11, 2013- Second transaction [Member] | ' |
Debt Instrument [Line Items] | ' |
Note Value | 2,500 |
Convertible note (BCF) | 500 |
Amortized BCF value | 500 |
Interest accrued | 275 |
Debt instrument, interest rate | 10.00% |
Conversion price per share | $0.01 |
Debt term | '6 months |
Convertible Notes Issued September 10, 2013 [Member] | ' |
Debt Instrument [Line Items] | ' |
Note Value | 5,000 |
Convertible note (BCF) | 500 |
Amortized BCF value | 500 |
Interest accrued | 553 |
Debt instrument, interest rate | 10.00% |
Conversion price per share | $0.01 |
Debt term | '6 months |
Convertible Notes Issued September 18, 2013 [Member] | ' |
Debt Instrument [Line Items] | ' |
Note Value | 1,000 |
Convertible note (BCF) | ' |
Amortized BCF value | ' |
Interest accrued | 106 |
Debt instrument, interest rate | 10.00% |
Conversion price per share | $0.01 |
Debt term | '6 months |
Convertible Notes Issued November 20, 2013 [Member] | ' |
Debt Instrument [Line Items] | ' |
Note Value | 12,000 |
Convertible note (BCF) | ' |
Amortized BCF value | ' |
Interest accrued | $430 |
Debt instrument, interest rate | 10.00% |
Conversion price per share | $0.01 |
Debt term | '3 months |
Related_party_transactions_Det
Related party transactions (Details) (USD $) | Mar. 31, 2014 | Mar. 31, 2014 | Feb. 24, 2014 | Mar. 31, 2014 | Feb. 24, 2014 | Dec. 31, 2013 |
Officer One [Member] | Officer One [Member] | Officer Two [Member] | Officer Two [Member] | Former Employee [Member] | ||
JD Field Services, Inc. [Member] | JD Field Services, Inc. [Member] | JD Field Services, Inc. [Member] | JD Field Services, Inc. [Member] | |||
Related Party Transaction [Line Items] | ' | ' | ' | ' | ' | ' |
Original amount of loan | ' | ' | $660,753 | ' | $510,000 | ' |
Promissory note, amount outstanding | 174,500 | ' | ' | ' | ' | ' |
Debt instrument, interest rate | ' | ' | 6.00% | ' | 7.05% | ' |
Notes payable - related party | ' | ' | ' | ' | ' | 172,173 |
Balance due to related party | ' | 550,238 | ' | 562,834 | ' | ' |
Accrued interest payable | 152,556 | 19,224 | ' | ' | ' | ' |
Additional amount owed | ' | $75,601 | ' | $52,834 | ' | ' |
Fair_value_Details
Fair value (Details) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
Assets: | ' | ' |
Fair market value of JD's net identifiable assets acquired (see Note 11: Acquisitions) | $2,033,071 | ' |
Total | 2,033,071 | ' |
Liabilities, and stockholder's deficit | ' | ' |
Convertible debt, net of beneficial conversion feature | 174,500 | 173,580 |
Total | 174,500 | 173,580 |
Level 1 [Member] | ' | ' |
Assets: | ' | ' |
Fair market value of JD's net identifiable assets acquired (see Note 11: Acquisitions) | ' | ' |
Total | ' | ' |
Liabilities, and stockholder's deficit | ' | ' |
Fair value of equity instrument | ' | ' |
Convertible debt, net of beneficial conversion feature | 174,500 | 173,580 |
Total | 174,500 | 173,580 |
Level 2 [Member] | ' | ' |
Assets: | ' | ' |
Fair market value of JD's net identifiable assets acquired (see Note 11: Acquisitions) | ' | ' |
Total | ' | ' |
Liabilities, and stockholder's deficit | ' | ' |
Fair value of equity instrument | ' | ' |
Convertible debt, net of beneficial conversion feature | ' | ' |
Total | ' | ' |
Level 3 [Member] | ' | ' |
Assets: | ' | ' |
Fair market value of JD's net identifiable assets acquired (see Note 11: Acquisitions) | 2,033,071 | ' |
Total | 2,033,071 | ' |
Liabilities, and stockholder's deficit | ' | ' |
Fair value of equity instrument | ' | ' |
Convertible debt, net of beneficial conversion feature | ' | ' |
Total | ' | ' |
Stockholders_deficit_Details
Stockholders' deficit (Details) (USD $) | 0 Months Ended | 1 Months Ended | 3 Months Ended | 1 Months Ended | |||
Aug. 15, 2013 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 20, 2014 | Dec. 31, 2013 | Feb. 24, 2014 | Mar. 31, 2014 | |
JD Field Services, Inc. [Member] | ISS [Member] | ||||||
Subsidiary or Equity Method Investee [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Preferred Stock, Shares Authorized | ' | ' | ' | ' | ' | ' | 125,000 |
Preferred Stock, Par or Stated Value Per Share | ' | ' | ' | ' | ' | ' | $1 |
Class of Stock [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Number of restricted shares issued | ' | ' | 118,000,000 | ' | ' | ' | ' |
Shares of common stock held in reserve for Seller Interests | ' | ' | ' | ' | ' | 158,000,000 | ' |
Shares issued, price per share | $0.10 | ' | ' | ' | ' | ' | ' |
Stock payable | ' | ($344,172) | ($344,172) | $31,000 | ($375,172) | ' | ' |
Stock payable, shares | ' | 10,000,000 | ' | ' | ' | ' | ' |
Restricted common stock granted but unissued, shares | 3,441,720 | ' | ' | ' | ' | ' | ' |
Restricted common stock granted but unissued | $344,712 | ' | ' | ' | ' | ' | ' |
Acquisitions_Narrative_Details
Acquisitions (Narrative) (Details) (JD Field Services, Inc. [Member], USD $) | 1 Months Ended |
Feb. 24, 2014 | |
JD Field Services, Inc. [Member] | ' |
Business Acquisition [Line Items] | ' |
Shares of common stock held in reserve for Seller Interests | 158,000,000 |
Percentage of outstanding common stock received by each seller | 6.00% |
Total percentage of outstanding common stock received by principals | 18.00% |
Shares of common stock received by each seller | 59,000,000 |
Maximum broker's commission payable | $500,000 |
Acquisitions_Fair_Value_of_Bus
Acquisitions (Fair Value of Business Acquisition) (Details) (USD $) | 3 Months Ended | |||
Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2014 | Feb. 24, 2014 | |
JD Field Services, Inc. [Member] | JD Field Services, Inc. [Member] | |||
ASSETS | ' | ' | ' | ' |
Cash | ' | ' | ' | $104,816 |
Accounts receivable | ' | ' | ' | 2,325,630 |
Prepaid expense | ' | ' | ' | 152,892 |
Fixed Assets | ' | ' | ' | 14,138,387 |
Intangible assets, net | ' | ' | ' | 29,402 |
LIABILITIES | ' | ' | ' | ' |
A/P, accrued, loans and LOC | ' | ' | ' | -14,718,056 |
Fair market value of JD's net identifiable assets acquired (see Note 11: Acquisitions) | 2,033,071 | ' | ' | 2,033,071 |
Less: Stock for consideration | -413,000 | ' | -413,000 | ' |
Bargain purchase option | $1,620,071 | ' | $1,620,071 | ' |
Acquisitions_Balance_Sheet_Det
Acquisitions (Balance Sheet) (Details) (USD $) | Mar. 31, 2014 | Mar. 20, 2014 | Dec. 31, 2013 | Mar. 31, 2013 | Dec. 31, 2012 |
CURRENT ASSETS | ' | ' | ' | ' | ' |
Cash | $12,540 | ' | $17,696 | $9,232 | $652 |
Accounts receivable, net | 2,474,471 | ' | ' | ' | ' |
Prepaid expenses | 161,456 | ' | ' | ' | ' |
Total current assets | 2,648,467 | ' | 17,696 | ' | ' |
Property, plant and equipment, net | 14,264,075 | ' | ' | ' | ' |
Intangible assets, net | 18,466 | ' | ' | ' | ' |
Other assets | ' | ' | ' | ' | ' |
TOTAL ASSETS | 16,931,008 | ' | 17,696 | ' | ' |
CURRENT LIABILITIES | ' | ' | ' | ' | ' |
Accounts payable and accrued liabilities | 4,533,899 | ' | 2,452,798 | ' | ' |
Current portion of loans, capital leases and line of credit | 3,800,942 | ' | 94,517 | ' | ' |
Convertible debt, net of beneficial conversion feature of $0 and $920 | 174,500 | ' | 173,580 | ' | ' |
Related party payable | 733,097 | ' | 172,173 | ' | ' |
Total current liabilities | 9,242,438 | ' | 2,893,068 | ' | ' |
Long-term related party loans | 379,975 | ' | ' | ' | ' |
Long term loans, capital leases | 8,292,490 | ' | 169,500 | ' | ' |
Total liabilities | 17,914,903 | ' | 3,062,568 | ' | ' |
STOCKHOLDERS' DEFICIT | ' | ' | ' | ' | ' |
Common stock $0.001 par value, 1,000,000,000 authorized, 743,987,294 and 615,987,293 shares issued and outstanding, respectively | 743,987 | ' | 615,987 | ' | ' |
Additional paid in capital | 12,374,574 | ' | 12,058,574 | ' | ' |
Stock payable | 344,172 | -31,000 | 375,172 | ' | ' |
Accumulated equity (deficit) | -14,446,628 | ' | -16,094,605 | ' | ' |
Total stockholders' deficit | -983,895 | ' | -3,044,872 | ' | ' |
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT | 16,931,008 | ' | 17,696 | ' | ' |
Adjustments [Member] | ' | ' | ' | ' | ' |
CURRENT ASSETS | ' | ' | ' | ' | ' |
Cash | ' | ' | ' | ' | ' |
Accounts receivable, net | ' | ' | ' | ' | ' |
Prepaid expenses | ' | ' | ' | ' | ' |
Total current assets | ' | ' | ' | ' | ' |
Property, plant and equipment, net | ' | ' | ' | ' | ' |
Intangible assets, net | ' | ' | ' | ' | ' |
Other assets | -413,000 | ' | ' | ' | ' |
TOTAL ASSETS | -413,000 | ' | ' | ' | ' |
CURRENT LIABILITIES | ' | ' | ' | ' | ' |
Accounts payable and accrued liabilities | ' | ' | ' | ' | ' |
Current portion of loans, capital leases and line of credit | ' | ' | ' | ' | ' |
Convertible debt, net of beneficial conversion feature of $0 and $920 | ' | ' | ' | ' | ' |
Related party payable | ' | ' | ' | ' | ' |
Total current liabilities | ' | ' | ' | ' | ' |
Long-term related party loans | ' | ' | ' | ' | ' |
Long term loans, capital leases | ' | ' | ' | ' | ' |
Total liabilities | ' | ' | ' | ' | ' |
STOCKHOLDERS' DEFICIT | ' | ' | ' | ' | ' |
Common stock $0.001 par value, 1,000,000,000 authorized, 743,987,294 and 615,987,293 shares issued and outstanding, respectively | -413,000 | ' | ' | ' | ' |
Additional paid in capital | ' | ' | ' | ' | ' |
Stock payable | ' | ' | ' | ' | ' |
Accumulated equity (deficit) | ' | ' | ' | ' | ' |
Total stockholders' deficit | -413,000 | ' | ' | ' | ' |
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT | -413,000 | ' | ' | ' | ' |
NAS [Member] | ' | ' | ' | ' | ' |
CURRENT ASSETS | ' | ' | ' | ' | ' |
Cash | 8,358 | ' | ' | ' | ' |
Accounts receivable, net | ' | ' | ' | ' | ' |
Prepaid expenses | 3,450 | ' | ' | ' | ' |
Total current assets | 11,808 | ' | ' | ' | ' |
Property, plant and equipment, net | ' | ' | ' | ' | ' |
Intangible assets, net | ' | ' | ' | ' | ' |
Other assets | 413,000 | ' | ' | ' | ' |
TOTAL ASSETS | 424,808 | ' | ' | ' | ' |
CURRENT LIABILITIES | ' | ' | ' | ' | ' |
Accounts payable and accrued liabilities | 2,504,032 | ' | ' | ' | ' |
Current portion of loans, capital leases and line of credit | 316,690 | ' | ' | ' | ' |
Convertible debt, net of beneficial conversion feature of $0 and $920 | 174,500 | ' | ' | ' | ' |
Related party payable | ' | ' | ' | ' | ' |
Total current liabilities | 2,995,222 | ' | ' | ' | ' |
Long-term related party loans | ' | ' | ' | ' | ' |
Long term loans, capital leases | 169,500 | ' | ' | ' | ' |
Total liabilities | 3,164,722 | ' | ' | ' | ' |
STOCKHOLDERS' DEFICIT | ' | ' | ' | ' | ' |
Common stock $0.001 par value, 1,000,000,000 authorized, 743,987,294 and 615,987,293 shares issued and outstanding, respectively | 743,987 | ' | ' | ' | ' |
Additional paid in capital | 12,374,574 | ' | ' | ' | ' |
Stock payable | 344,172 | ' | ' | ' | ' |
Accumulated equity (deficit) | -16,202,647 | ' | ' | ' | ' |
Total stockholders' deficit | -2,739,914 | ' | ' | ' | ' |
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT | 424,808 | ' | ' | ' | ' |
JD [Member] | ' | ' | ' | ' | ' |
CURRENT ASSETS | ' | ' | ' | ' | ' |
Cash | 4,182 | ' | ' | ' | ' |
Accounts receivable, net | 2,474,471 | ' | ' | ' | ' |
Prepaid expenses | 158,006 | ' | ' | ' | ' |
Total current assets | 2,636,659 | ' | ' | ' | ' |
Property, plant and equipment, net | 14,264,075 | ' | ' | ' | ' |
Intangible assets, net | 18,466 | ' | ' | ' | ' |
Other assets | ' | ' | ' | ' | ' |
TOTAL ASSETS | 16,919,200 | ' | ' | ' | ' |
CURRENT LIABILITIES | ' | ' | ' | ' | ' |
Accounts payable and accrued liabilities | 2,029,867 | ' | ' | ' | ' |
Current portion of loans, capital leases and line of credit | 3,484,252 | ' | ' | ' | ' |
Convertible debt, net of beneficial conversion feature of $0 and $920 | ' | ' | ' | ' | ' |
Related party payable | 733,097 | ' | ' | ' | ' |
Total current liabilities | 6,247,216 | ' | ' | ' | ' |
Long-term related party loans | 379,975 | ' | ' | ' | ' |
Long term loans, capital leases | 8,122,990 | ' | ' | ' | ' |
Total liabilities | 14,750,181 | ' | ' | ' | ' |
STOCKHOLDERS' DEFICIT | ' | ' | ' | ' | ' |
Common stock $0.001 par value, 1,000,000,000 authorized, 743,987,294 and 615,987,293 shares issued and outstanding, respectively | 413,000 | ' | ' | ' | ' |
Additional paid in capital | ' | ' | ' | ' | ' |
Stock payable | ' | ' | ' | ' | ' |
Accumulated equity (deficit) | 1,756,019 | ' | ' | ' | ' |
Total stockholders' deficit | 2,169,019 | ' | ' | ' | ' |
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT | $16,919,200 | ' | ' | ' | ' |
Acquisitions_Balance_Sheet_Par
Acquisitions (Balance Sheet) (Parenthetical) (Details) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
CONDENSED CONSOLIDATED BALANCE SHEETS [Abstract] | ' | ' |
Convertible debt, beneficial conversion feature | ' | $920 |
Common stock, par value per share | $0.00 | $0.00 |
Common stock, shares authorized | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued | 743,987,294 | 615,987,293 |
Common stock, shares outstanding | 743,987,294 | 615,987,293 |
Acquisitions_Income_Statement_
Acquisitions (Income Statement) (Details) (USD $) | 3 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2013 | |
Condensed Income Statements, Captions [Line Items] | ' | ' |
REVENUE | $2,004,606 | ' |
COST OF REVENUE | 1,580,162 | ' |
GROSS PROFIT | 411,417 | ' |
OPERATING EXPENSES | ' | ' |
Selling, general and administrative expenses | 263,866 | 14,961 |
Professional fees and related expenses | 21,878 | 15,320 |
Forgiveness of accrued officer compensation | -39,626 | ' |
TOTAL OPERATING EXPENSES | 246,118 | 30,281 |
OPERATING INCOME (LOSS) | 165,299 | -30,281 |
OTHER EXPENSE, non-operating | ' | ' |
Gain on bargain purchase of JD Field Services | -1,620,071 | ' |
Interest expense, net | 125,209 | 71,260 |
TOTAL OTHER EXPENSE (INCOME), non-operating | 125,209 | 71,260 |
INCOME (LOSS) BEFORE PROVISION FOR INCOME TAXES | 1,660,161 | -101,541 |
PROVISION FOR INCOME TAXES | ' | ' |
NET INCOME (LOSS) | 1,660,161 | -101,541 |
BASIC INCOME (LOSS) PER SHARE | $0 | $0 |
Adjustments [Member] | ' | ' |
Condensed Income Statements, Captions [Line Items] | ' | ' |
REVENUE | 3,323,970 | ' |
COST OF REVENUE | 2,866,012 | ' |
GROSS PROFIT | ' | ' |
OPERATING EXPENSES | ' | ' |
Selling, general and administrative expenses | 362,607 | ' |
Professional fees and related expenses | 2,570 | ' |
Forgiveness of accrued officer compensation | ' | ' |
TOTAL OPERATING EXPENSES | ' | ' |
OPERATING INCOME (LOSS) | ' | ' |
OTHER EXPENSE, non-operating | ' | ' |
Gain on bargain purchase of JD Field Services | 39,208 | ' |
Interest expense, net | 53,571 | ' |
TOTAL OTHER EXPENSE (INCOME), non-operating | ' | ' |
INCOME (LOSS) BEFORE PROVISION FOR INCOME TAXES | ' | ' |
PROVISION FOR INCOME TAXES | ' | ' |
NET INCOME (LOSS) | ' | ' |
BASIC INCOME (LOSS) PER SHARE | ' | ' |
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING BASIC & DILUTED | ' | ' |
Pro Forma [Member] | ' | ' |
Condensed Income Statements, Captions [Line Items] | ' | ' |
REVENUE | 5,328,576 | ' |
COST OF REVENUE | 4,459,202 | ' |
GROSS PROFIT | 869,374 | ' |
OPERATING EXPENSES | ' | ' |
Selling, general and administrative expenses | 626,472 | ' |
Professional fees and related expenses | 24,448 | ' |
Forgiveness of accrued officer compensation | -39,626 | ' |
TOTAL OPERATING EXPENSES | 611,294 | ' |
OPERATING INCOME (LOSS) | 258,079 | ' |
OTHER EXPENSE, non-operating | ' | ' |
Gain on bargain purchase of JD Field Services | -1,580,863 | ' |
Interest expense, net | 178,780 | ' |
TOTAL OTHER EXPENSE (INCOME), non-operating | -1,402,082 | ' |
INCOME (LOSS) BEFORE PROVISION FOR INCOME TAXES | 1,660,161 | ' |
PROVISION FOR INCOME TAXES | ' | ' |
NET INCOME (LOSS) | 1,660,161 | ' |
BASIC INCOME (LOSS) PER SHARE | $0 | ' |
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING BASIC & DILUTED | 626,163,117 | ' |
NAS [Member] | ' | ' |
Condensed Income Statements, Captions [Line Items] | ' | ' |
REVENUE | ' | ' |
COST OF REVENUE | ' | ' |
GROSS PROFIT | ' | ' |
OPERATING EXPENSES | ' | ' |
Selling, general and administrative expenses | 55,557 | ' |
Professional fees and related expenses | 21,436 | ' |
Forgiveness of accrued officer compensation | -39,626 | ' |
TOTAL OPERATING EXPENSES | 37,367 | ' |
OPERATING INCOME (LOSS) | -37,367 | ' |
OTHER EXPENSE, non-operating | ' | ' |
Gain on bargain purchase of JD Field Services | ' | ' |
Interest expense, net | 70,160 | ' |
TOTAL OTHER EXPENSE (INCOME), non-operating | 70,160 | ' |
INCOME (LOSS) BEFORE PROVISION FOR INCOME TAXES | -107,527 | ' |
PROVISION FOR INCOME TAXES | ' | ' |
NET INCOME (LOSS) | -107,527 | ' |
BASIC INCOME (LOSS) PER SHARE | $0 | ' |
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING BASIC & DILUTED | 626,163,117 | ' |
JD [Member] | ' | ' |
Condensed Income Statements, Captions [Line Items] | ' | ' |
REVENUE | 2,004,606 | ' |
COST OF REVENUE | 1,593,190 | ' |
GROSS PROFIT | 411,416 | ' |
OPERATING EXPENSES | ' | ' |
Selling, general and administrative expenses | 208,308 | ' |
Professional fees and related expenses | 442 | ' |
Forgiveness of accrued officer compensation | ' | ' |
TOTAL OPERATING EXPENSES | 208,750 | ' |
OPERATING INCOME (LOSS) | 202,666 | ' |
OTHER EXPENSE, non-operating | ' | ' |
Gain on bargain purchase of JD Field Services | -1,620,071 | ' |
Interest expense, net | 55,049 | ' |
TOTAL OTHER EXPENSE (INCOME), non-operating | -1,565,022 | ' |
INCOME (LOSS) BEFORE PROVISION FOR INCOME TAXES | 1,767,688 | ' |
PROVISION FOR INCOME TAXES | ' | ' |
NET INCOME (LOSS) | $1,767,688 | ' |
BASIC INCOME (LOSS) PER SHARE | ' | ' |
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING BASIC & DILUTED | ' | ' |
Subsequent_events_Details
Subsequent events (Details) (USD $) | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Jun. 30, 2014 | Apr. 30, 2014 | Apr. 30, 2014 | Apr. 30, 2014 | Apr. 30, 2014 | Apr. 30, 2014 | Apr. 30, 2014 | Apr. 30, 2014 | Jul. 08, 2014 | Jul. 14, 2014 |
Convertible Notes Issued September 10, 2013 [Member] | Convertible Notes Issued September 11, 2013- First transaction [Member] | Convertible Notes Issued September 11, 2013- Second transaction [Member] | Convertible Notes Issued September 18, 2013 [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | |
Equity Issuance Transaction One [Member] | Equity Issuance Transaction Two [Member] | Convertible Notes Issued September 10, 2013 [Member] | Convertible Notes Issued September 11, 2013- First transaction [Member] | Convertible Notes Issued September 11, 2013- Second transaction [Member] | Convertible Notes Issued September 18, 2013 [Member] | Convertible Notes Issued September 19, 2013 [Member] | Convertible Notes Issued April 11, 2011 [Member] | Convertible Notes Issued April 11, 2011 [Member] | ||||||
Subsequent Event [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Restricted shares issued | ' | ' | ' | ' | ' | 4,000,000 | 4,000,000 | ' | ' | ' | ' | ' | 10,767,440 | ' |
Repayments of convertible debt | ' | ' | ' | ' | ' | ' | ' | $5,720 | $2,850 | $2,850 | $1,150 | $2,850 | ' | ' |
Common stock issued for services | ' | ' | ' | ' | 21,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Conversion price per share | $0.01 | $0.01 | $0.01 | $0.01 | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.03 |
Accrued interest settled by restricted stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 145,186 | ' |
Principle settled by issuance of restricted stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $124,000 | ' |
Subsequent_events_Acquisition_
Subsequent events (Acquisition of Devoe Construction Services) (Details) (Subsequent Event [Member], Devoe Construction Services [Member], USD $) | 0 Months Ended |
Jul. 03, 2014 | |
Subsequent Event [Member] | Devoe Construction Services [Member] | ' |
Subsequent Event [Line Items] | ' |
NAS equity interests owned by Devoe | 7.40% |
Ownership percentage acquired by NAS | 92.60% |
Consideration paid with cash and common stock | $12,000,000 |
Cash on closing date | 3,500,000 |
Amount of cash placed in interest bearing escrow account | 3,500,000 |
Total promissory notes issued on closing date | 1,000,000 |
Annual interest rate | 3.50% |
Value of restricted stock issued at closing | $4,000,000 |