10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2021

or

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ________ to ________

Commission File Number 001-36335

ENSERVCO CORPORATION

(Exact Name of registrant as Specified in its Charter)

Delaware	84-0811316
(State or other jurisdiction of incorporation or organization)	(IRS Employer Identification No.)
14133 Country Road 9 1/2 Longmont, CO	80504
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number: (303) 333-3678

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that Enservco was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.   Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit files).   Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☐                                                                             Accelerated filer ☐

Non-accelerated filer ☒                                                                               Smaller reporting company ☒

Emerging growth company☐

If an emerging growth company, indicated by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).   Yes ☐    No ☒

Indicate the number of shares outstanding of each of the Issuer's classes of common stock as of the latest practicable date.

Class	Outstanding at May 10, 2021
Common stock, $.005 par value	11,432,726

1

TABLE OF CONTENTS 

	Page
Part I – Financial Information
Item 1. Financial Statements
Condensed Consolidated Balance Sheets	2
Condensed Consolidated Statements of Operations	3
Condensed Consolidated Statements of Stockholders' Equity	4
Condensed Consolidated Statements of Cash Flows	5
Notes to the Condensed Consolidated Financial Statements	6
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	32
Item 3. Quantitative and Qualitative Disclosures about Market Risk	45
Item 4. Controls and Procedures	45
Part II
Item 1. Legal Proceedings	46
Item 1A.  Risk Factors	46
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	47
Item 3. Defaults Upon Senior Securities	47
Item 4. Mine Safety Disclosures	47
Item 5. Other Information	47
Item 6. Exhibits	48

2

PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

ENSERVCO CORPORATION AND SUBSIDIARIES

Condensed Consolidated Balance Sheets

(In thousands)

(Unaudited)

	March 31,			December 31,
ASSETS	2021			2020
Current Assets
Cash and cash equivalents	$	3,700		$	1,467
Accounts receivable, net		3,172			1,733
Prepaid expenses and other current assets		971			858
Inventories		334			295
Assets held for sale		527			527
Total current assets		8,704			4,880
Property and equipment, net		19,035			20,317
Goodwill		546			546
Intangible assets, net		563			617
Right-of-use asset - finance, net		110			129
Right-of-use asset - operating, net		2,708			2,918
Other assets		421			423
Non-current assets of discontinued operations		347			353
TOTAL ASSETS	$	32,434		$	30,183
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Accounts payable and accrued liabilities	$	1,315		$	1,931
Senior revolving credit facility, related party (including future interest payable of $735 and $892, respectively - see Note 6)		1,318			1,593
Lease liability - finance, current		66			65
Lease liability - operating, current		847			854
Current portion of long-term debt		89			100
Current liabilities of discontinued operations		33			31
Total current liabilities		3,668			4,574
Long-Term Liabilities
Senior revolving credit facility, related party (including future interest payable of $433 and $485, respectively - see Note 6)		13,850			17,485
Subordinated debt, related party (Note 2)		-			1,180
Long-term debt, less current portion		2,038			2,052
Lease liability - finance, less current portion		38			55
Lease liability - operating, less current portion		1,986			2,185
Other liabilities		43			88
Long-term liabilities of discontinued operations		-			9
Total long-term liabilities		17,955			23,054
Total liabilities		21,623			27,628
Commitments and Contingencies (Note 8)
Stockholders' Equity
Preferred stock, $.005 par value, 10,000,000 shares authorized, no shares issued or outstanding		-			-
Common stock. $.005 par value, 100,000,000 shares authorized; 11,439,630 and 6,307,868 shares issued as of March 31, 2021 and December 31, 2020, respectively; 6,907 shares of treasury stock as of March 31, 2021 and December 31, 2020, respectively; and 11,432,723 and 6,300,961 shares outstanding as of March 31, 2021 and December 31, 2020, respectively		57			32
Additional paid-in capital		40,456			30,052
Accumulated deficit		(29,702	)		(27,529	)
Total stockholders' equity		10,811			2,555
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$	32,434		$	30,183

See notes to condensed consolidated financial statements.

3

ENSERVCO CORPORATION AND SUBSIDIARIES

Condensed Consolidated Statements of Operations

(In thousands except per share amounts)

(Unaudited)

	For the Three Months Ended
	March 31,
	2021			2020
Revenues
Production services	$	1,844		$	3,202
Completion and other services		3,299			6,184
Total revenues		5,143			9,386
Expenses
Production services		1,967			3,494
Completion and other services		3,142			4,971
Sales, general, and administrative expenses		1,005			1,762
Loss on disposal of assets		51			15
Depreciation and amortization		1,336			1,396
Total operating expenses		7,501			11,638
Loss from Operations		(2,358	)		(2,252	)
Other (expense) income
Interest expense		(33	)		(641	)
Other income		226			20
Total other income (expense)		193			(621	)
Loss from continuing operations before taxes		(2,165	)		(2,873	)
Income tax expense		-			-
Loss from continuing operations		(2,165	)		(2,873	)
(Loss) income from discontinued operations (Note 5)		(8	)		36
Net loss	$	(2,173	)	$	(2,837	)
Loss from continuing operations per common share - basic and diluted	$	(0.24	)	$	(0.78	)
(Loss) income from discontinued operations per common share - basic and diluted		-			0.01
Net loss per share - basic and diluted	$	(0.24	)	$	(0.77	)
Weighted average number of common shares outstanding - basic and diluted		9,187			3,701

See notes to condensed consolidated financial statements.

4

ENSERVCO CORPORATION AND SUBSIDIARIES

Consolidated Statements of Stockholders’ Equity (Deficit)

(In thousands)

(Unaudited)

	Common Shares			Common Stock		Additional Paid-in Capital		Accumulated Deficit			Total Stockholders’  Equity (Deficit)
Balance at January 1, 2020		3,703		$	19	$	22,325	$	(25,020	)	$	(2,676	)
Stock-based compensation		-			-		39		-			39
Restricted share cancellation		(2	)		-		-		-			-
Net loss		-			-		-		(2,837	)		(2,837	)
Balance at March 31, 2020		3,701		$	19	$	22,364	$	(2,837	)	$	(5,474	)

	Common Shares		Common Stock		Additional Paid-in Capital		Accumulated Deficit			Total Stockholders’  Equity
Balance at January 1, 2021		6,301	$	32	$	30,052	$	(27,529	)	$	2,555
Stock-based compensation		-		-		24		-			24
Shares issued in offering, net of issuance costs		4,200		21		8,824		-			8,845
Shares issued to Cross River Partners, L.P. in subordinated debt and accrued interest conversion, net of discount		602		3		1,246		-			1,249
Restricted share issuances		330		1		310		-			311
Net loss		-		-		-		(2,173	)		(2,173	)
Balance at March 31, 2021		11,433	$	57	$	40,456	$	(29,702	)		10,811

See accompanying notes to consolidated financial statements.

5

ENSERVCO CORPORATION AND SUBSIDIARIES

Condensed Consolidated Statements of Cash Flows

(In thousands)

(Unaudited)

	For the Three Months Ended
	March 31,
	2021			2020
OPERATING ACTIVITIES
Net loss	$	(2,173	)	$	(2,837	)
Net (loss) income from discontinued operations		(8	)		36
Net loss from continuing operations		(2,165	)		(2,873	)
Adjustments to reconcile net loss to net cash used in operating activities
Depreciation and amortization		1,336			1,396
Loss on disposal of equipment		51			15
Board compensation issued in equity		311			-
Stock-based compensation		24			39
Amortization of debt issuance costs and discount		8			47
Provision for bad debt expense		38			300
Changes in operating assets and liabilities
Accounts receivable		(1,476	)		429
Inventories		(39	)		39
Prepaid expense and other current assets		(113	)		333
Amortization of operating lease assets		210			230
Other assets		2			15
Accounts payable and accrued liabilities		(556	)		(869	)
Operating lease liabilities		(206	)		(204	)
Other liabilities		(45	)		-
Net cash used in operating activities - continuing operations		(2,620	)		(1,103	)
Net cash (used in) provided by operating activities - discontinued operations		(2	)		134
Net cash used in operating activities		(2,622	)		(969	)
INVESTING ACTIVITIES
Purchases of property and equipment		(45	)		(164	)
Proceeds from disposals of property and equipment		13			-
Net cash used in investing activities - continuing operations		(32	)		(164	)
Net cash provided by investing activities - discontinued operations		-			178
Net cash (used in) provided by investing activities		(32	)		14
FINANCING ACTIVITIES
Gross proceeds from stock issuance		9,660			-
Stock issuance costs and registration fees		(815	)		-
Term loan repayment		(3,000	)		-
Net line of credit (repayments) borrowings		(701	)		595
TDR accrued future interest payments		(209	)		-
Repayment of long-term debt		(25	)		(23	)
Payments of finance leases		(22	)		(30	)
Net cash provided by financing activities - continuing operations		4,888			542
Net cash used in financing activities - discontinued operations		(1	)		(33	)
Net cash provided by financing activities		4,887			509
Net Increase (Decrease) in Cash and Cash Equivalents		2,233			(446	)
Cash and Cash Equivalents, beginning of period		1,467			663
Cash and Cash Equivalents, end of period	$	3,700		$	217
Supplemental Cash Flow Information:
Cash paid for interest	$	220		$	537
Supplemental Disclosure of Non-cash Investing and Financing Activities:
Non-cash conversion of subordinated debt and accrued interest to common stock	$	1,312		$	-
Non-cash conversion of unamortized subordinated debt discount		61			-

See notes to condensed consolidated financial statements.

6

ENSERVCO CORPORATION AND SUBSIDIARIES

Notes to the Condensed Consolidated Financial Statements

(Unaudited)

Note 1 – Basis of Presentation

Enservco Corporation (“Enservco”) through its wholly-owned subsidiaries (collectively referred to as the “Company”, “we” or “us”) provides various services to the domestic onshore oil and natural gas industry. These services include frac water heating (completion and other services) and hot oiling and acidizing (production services).

The accompanying unaudited condensed consolidated financial statements have been derived from the accounting records of Enservco Corporation, Heat Waves Hot Oil Service LLC (“Heat Waves”), Dillco Fluid Service, Inc. (“Dillco”), Heat Waves Water Management LLC (“HWWM”), and Adler Hot Oil Service, LLC ("Adler") (collectively, the “Company”) as of March 31, 2021 and December 31, 2020 and the results of operations for the three months ended March 31, 2021 and 2020.

The below table provides an overview of the Company’s current ownership hierarchy:

Name	State of Formation	Ownership	Business
Heat Waves Hot Oil Service LLC	Colorado	100% by Enservco	Oil and natural gas well services, including logistics and stimulation.
Adler Hot Oil Service, LLC	Delaware	100% by Enservco	Operations integrated into Heat Waves during 2019.
Heat Waves Water Management LLC	Colorado	100% by Enservco	Discontinued operations in 2019
Dillco Fluid Service, Inc	Kansas	100% by Enservco	Discontinued operation in 2018
HE Services LLC	Nevada	100% by Heat Waves	No active business operations. Owned construction equipment used by Heat Waves. HE Services LLC was dissolved on December 23, 2020.

The accompanying unaudited condensed consolidated financial statements of the Company have been prepared in accordance with accounting principles for interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X. Accordingly, they do not include all of the disclosures required by generally accepted accounting principles in the United States for complete financial statements. In the opinion of management, all normal and recurring adjustments necessary to fairly present the interim financial information set forth herein have been included. The results of operations for interim periods are not necessarily indicative of the operating results of a full year or of future years.

The accompanying unaudited condensed consolidated financial statements were prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) and follow the same accounting policies and methods of their application as the most recent annual financial statements. These interim financial statements should be read in conjunction with the financial statements and related footnotes included in the Annual Report on Form 10-K of Enservco Corporation for the year ended December 31, 2020. All inter-company balances and transactions have been eliminated in the accompanying condensed consolidated financial statements.

7

Note 2 - Summary of Significant Accounting Policies

Recent Developments

On August 10, 2017, we entered into the 2017 Credit Agreement, as amended, with East West Bank (the "2017 Credit Agreement") which provided for a three-year, $37.0 million senior secured revolving credit facility (the "Credit Facility"). On September 23, 2020, the Company and East West Bank entered into the Fifth Amendment to Loan and Security Agreement and Waiver (the "Fifth Amendment") which, among other things, provided for a loan concession of $16.0 million in exchange for 533,334 shares of Company common stock and a warrant to purchase up to 1,000,000 additional shares of Company common stock in the future, as well as further extending the maturity date for the repayment of the Credit Facility to October 15, 2021. On February 1, 2021, we entered into the Sixth Amendment to Loan and Security Agreement (the "Sixth Amendment") which extended the maturity date of the loan for an additional year to October 15, 2022, and modified certain covenants. On April 26, 2021, we entered into the Seventh Amendment to Loan and Security Agreement (the "Seventh Amendment") which provided for amortization of the loan on a 10-year straight-line basis commencing on November 15, 2021. As the terms of the Seventh Amendment were contemplated prior to March 31, 2021, the principal payments due over the next twelve months have been classified as current on the consolidated balance sheets as of March 31, 2021.

On August 13, 2020, the Company's Board of Directors approved a transaction to exchange 50%, or $1.25 million, of our subordinated debt with Cross River Partners, L.P., a related party, as well as $265,000 in accrued interest, for 403,602 shares of Company common stock. This transaction was finalized on September 15, 2020. On February 3, 2021, Cross River Partners, L.P. converted the remaining principal amount of such subordinated debt, or $1.25 million, as well as $62,000 in accrued interest, for 601,674 shares of Company common stock, at a conversion price equal to $2.18 per share, which was the closing price of the Company's stock reported on the NYSE American on the date of the conversion. In connection with such conversion, the Company issued a warrant to Cross River Partners, L.P. to purchase up to 150,418 additional shares of Company common stock in the future at an exercise price of $2.507 per share. The warrant for the 150,418 shares has a five-year term and is exercisable beginning February 3, 2022 until February 3, 2026.

On September 28, 2020, the Company filed a final prospectus to its registration statement on Form S-3 (the "Shelf Registration Statement") that was filed with the Securities and Exchange Commission (the "SEC") on July 24, 2020, and declared effective on August 20, 2020. On September 29, 2020, pursuant to the Shelf Registration Statement, the Company, through its sales agent Alliance Global Partners ("AGP"), commenced an at-the-market offering (the "ATM Offering") which was designed to raise capital by issuing securities into the trading market, over-time, at the then-market price of the securities at the time they are sold. The Company sold 1,694,219 shares of Company common stock in the ATM Offering and collected net proceeds of $3.5 million.

On February 8, 2021, the Company entered into an Underwriting Agreement with AGP for a firm commitment underwritten public offering of the Company’s common stock pursuant to a registration statement on Form S-1 originally filed with the SEC on January 21, 2021 and declared effective on February 8, 2021 (the "February 2021 Public Offering"). Pursuant to the Underwriting Agreement, the Company issued and sold 4,199,998 shares of Company common stock, including shares issued and sold pursuant to AGP’s over-allotment option, at a public offering price of $2.30 per share. The Company collected net proceeds of $8.8 million in the February 2021 Public Offering, which closed on February 10, 2021. The Company made a $3.0 million principal payment on the Credit Facility upon the closing of the February 2021 Public Offering.

Recent Market Conditions

The COVID-19 pandemic has significantly impacted the world economic conditions including in the United States, with significant effects beginning in February 2020, and continuing through the issuance of this report, as federal, state and local governments react to the public health crisis, creating significant uncertainties relating to the United States economy. Consequently, the Company has experienced and expects to further experience a material adverse impact on its revenues, results of operations and cash flows. COVID-19 related quarantines and business restrictions have had a depressing impact on United States oil demand, and hence our business, which continues through the filing date of this report. The situation continues to change rapidly and additional impacts to our business may arise that we are not aware of currently. We cannot predict whether, when or the manner in which the conditions surrounding COVID-19 will change including the timing of lifting any restrictions or office closure requirements.

In addition, certain producing countries within the Organization of Petroleum Exporting Countries and their allies ("OPEC+") group attempted to increase market share through pricing activity that has had limited impact on the severe decline in domestic oil prices that occurred during the first quarter of 2020, and drilling and operating activity within our markets has remained depressed. There is no assurance that such efforts will not re-occur in the future.

The full extent of the impact of COVID-19 and OPEC+ actions on our operations and financial performance depends on future developments that are uncertain and unpredictable, including the duration and spread of the pandemic, its impact on capital and financial markets, any new information that may emerge concerning the severity of the virus, its spread to other regions as well as the actions taken to contain it, production response of domestic oil producers to lower oil prices, and the adherence to and continuity of OPEC+ production cuts, among others.

Cash and Cash Equivalents

The Company considers all highly liquid instruments purchased with an original maturity of three months or less to be cash equivalents. The Company continually monitors its positions with, and the credit quality of, the financial institutions with which it invests. Enservco maintains its excess cash in various financial institutions, where deposits may exceed federally insured amounts at times. 

Accounts Receivable

Accounts receivable are stated at the amounts billed to customers, net of an allowance for uncollectible accounts. The Company provides an allowance for uncollectible accounts based on a review of outstanding receivables, historical collection information and existing economic conditions. The allowance for uncollectible amounts is continually reviewed and adjusted to maintain the allowance at a level considered adequate to cover future losses. The allowance is management's best estimate of uncollectible amounts and is determined based on historical collection experience related to accounts receivable coupled with a review of the current status of existing receivables. The losses ultimately incurred could differ materially in the near term from the amounts estimated in determining the allowance. As of March 31, 2021, and December 31, 2020, the Company had an allowance for doubtful accounts of approximately $359,000 and $322,000, respectively. For the three months ended March 31, 2021 and 2020, the Company recorded approximately $38,000 and $300,000 to bad debt expense, respectively.

Inventories

Inventory consists primarily of propane, diesel fuel and chemicals that are used in the servicing of oil wells and is carried at the lower of cost or net realizable value in accordance with the first in, first out method (FIFO). The Company periodically reviews the value of items in inventory and provides write-downs or write-offs, of inventory based on its assessment of market conditions. Write-downs and write-offs are charged to cost of goods sold. For the three months ended March 31, 2021 and 2020, the Company did not recognize any write-downs or write-offs of inventory.

8

Property and Equipment

Property and equipment consist of (i) trucks, trailers and pickups; (ii) water transfer pumps, pipe, lay flat hose, trailers, and other support equipment; (iii) real property which includes land and buildings used for office and shop facilities and wells used for the disposal of water; (iv) other equipment such as tools used for maintaining and repairing vehicles, and (v) office furniture and fixtures, and computer equipment. Property and equipment is stated at cost less accumulated depreciation. The Company capitalizes interest on certain qualifying assets that are undergoing activities to prepare them for their intended use. Interest costs incurred during the fabrication period are capitalized and amortized over the life of the assets. The Company did not capitalize any interest during the three months ended March 31, 2021 or 2020. The Company charges repairs and maintenance against income when incurred and capitalizes renewals and betterments, which extend the remaining useful life, expand the capacity or efficiency of the assets. Depreciation is recorded on a straight-line basis over estimated useful lives of 5 to 30 years.

Any difference between net book value of the property and equipment and the proceeds of an assets’ sale or settlement of an insurance claim is recorded as a gain or loss in the Company’s earnings.

Leases

The Company assesses whether an arrangement is a lease at inception. Leases with an initial term of 12 months or less are not recorded on the balance sheet. We have elected the practical expedient to not separate lease and non-lease components for all assets. Operating lease assets and operating lease liabilities are calculated based on the present value of the future minimum lease payments over the lease term at the lease start date. As most of our leases do not provide an implicit rate, we use our incremental borrowing rate based on the information available at the lease start date in determining the present value of future payments. The operating lease asset is increased by any lease payments made at or before the lease start date and reduced by lease incentives and initial direct costs incurred. The lease term includes options to renew or terminate the lease when it is reasonably certain that we will exercise that option. The exercise of lease renewal options is at our sole discretion. The depreciable life of lease assets and leasehold improvements are limited by the lease term. Lease expense for operating leases is recognized on a straight-line basis over the lease term.

The Company conducts a major part of its operations from leased facilities. Each of these leases is accounted for as an operating lease. Operating lease assets and liabilities are recognized at the lease commencement date. Operating lease liabilities represent the present value of lease payments not yet paid. Operating lease assets represent our right to use an underlying asset and are based upon the operating lease liabilities adjusted for prepayments or accrued lease payments, initial direct costs, lease incentives, and impairment of operating lease assets.

The Company amortizes leasehold improvements over the shorter of the life of the lease or the life of the improvements. 

The Company has leased trucks and equipment in the normal course of business, which may be recorded as operating or finance leases, depending on the term of the lease. The Company recorded rental expense on equipment under operating leases over the lease term as it becomes payable; there were no rent escalation terms associated with these equipment leases. The Company records amortization expense on equipment under finance leases on a straight-line basis as well as interest expense based on our implicit borrowing rate at the date of the lease inception. The equipment leases contain purchase options that allow the Company to purchase the leased equipment at the end of the lease term, based on the market price of the equipment at the time of the lease termination. 

9

Long-Lived Assets

The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recovered. During the first quarter of 2021, the Company concluded that there were no further triggering events which could indicate impairment of its long-lived assets. During the first quarter of 2020, the combination of the COVID-19 pandemic and actions taken by the OPEC+ countries caused oil and gas commodity demand to decrease significantly. The Company determined that these were triggering events which could indicate impairment of its long-lived assets. The Company reviewed both qualitative and quantitative aspects of the business during the analysis of impairment. During the quantitative review, the Company reviews the undiscounted future cash flows in its assessment of whether long-lived assets have been impaired. The Company determined that there was no impairment of its long-lived assets during the three months ended March 31, 2021.

Assets Held for Sale

The Company classifies long-lived assets to be sold as held for sale in the period in which all of the following criteria are met: (1) management, having the authority to approve the action, commits to a plan to sell the asset or disposal group; (2) the asset or disposal group is available for immediate sale in its present condition subject only to terms that are usual and customary for sales of such assets; (3) an active program to locate a buyer and other actions required to complete the plan to sell the asset or disposal group have been initiated; (4) the sale of the asset or disposal group is probable, and transfer of the asset or disposal group is expected to qualify for recognition as a completed sale within one year, except if events or circumstances beyond our control extend the period of time required to sell the asset or disposal group beyond one year; (5) the asset is being actively marketed for sale at a price that is reasonable in relation to its current fair value; and (6) actions required to complete the plan indicate that it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn.

We initially measure a long-lived asset or disposal group that is classified as held for sale at the lower of its carrying value or fair value less any costs to sell. Any loss resulting from this measurement is recognized in the period in which the held-for-sale criteria are met. Conversely, gains are not recognized on the sale of a long-lived asset or disposal group until the date of sale. We assess the fair value of a long-lived asset or disposal group less any costs to sell each reporting period it remains classified as held for sale and report any subsequent changes as an adjustment to the carrying value of the asset or disposal group, as long as the new carrying value does not exceed the carrying value of the asset at the time it was initially classified as held for sale. During the years three months ended March 31, 2021 and 2020, the Company recorded no impairment charges on its held for sale assets.

Upon determining that a long-lived asset or disposal group meets the criteria to be classified as held for sale, the Company ceases depreciation and reports long-lived assets and/or the assets and liabilities of the disposal group, if material, in the line items assets held for sale in our consolidated balance sheets.

Goodwill and Other Intangible Assets

Goodwill represents the excess purchase price over the fair value of identifiable assets received attributable to business acquisitions and combinations. Goodwill and other intangible assets are measured for impairment at least annually and/or whenever events and circumstances arise that indicate impairment may exist, such as a significant adverse change in the business climate. In assessing the value of goodwill, assets and liabilities are assigned to the reporting units and the appropriate valuation methodologies are used to determine fair value at the reporting unit level. Identified intangible assets are amortized using the straight-line method over their estimated useful lives.

During the first quarter of 2021, the Company concluded that there were no further triggering events which could indicate impairment of its goodwill and other intangible assets. During the first quarter of 2020, the combination of the COVID-19 pandemic and actions taken by the OPEC+ countries caused oil and gas commodity demand to decrease significantly. The Company determined that these were triggering events which could indicate impairment of its goodwill and other intangible assets. The Company reviewed both qualitative and quantitative aspects of the business during the analysis of impairment. During the quantitative review, the Company uses both the fair value and discounted future cash flows in its assessment of whether goodwill and other intangible assets have been impaired. The Company determined that there was no impairment of its goodwill and other intangible assets during the three months ended March 31, 2020.

Revenue Recognition 

The Company evaluates revenue when we can identify the contract with the customer, the performance obligations in the contract, the transaction price, and we are certain that the performance obligations have been met. Revenue is recognized when the service has been provided to the customer. The vast majority of the Company's services and product offerings are short-term in nature. The time between invoicing and when payment is due under these arrangements is generally 30 to 60 days. Revenue is not generated from contractual arrangements that include multiple performance obligations.

The Company’s agreements with its customers are often referred to as “price sheets” and sometimes provide pricing for multiple services. However, these agreements generally do not authorize the performance of specific services or provide for guaranteed throughput amounts. As customers are free to choose which services, if any, to use based on the Company’s price sheet, the Company prices its separate services on the basis of their standalone selling prices. Customer agreements generally do not provide for performance, cancellation, termination, or refund type provisions. Services based on price sheets with customers are generally performed under separately issued “work orders” or “field tickets” as services are requested.

Revenue is recognized for certain projects that take more than one day projects over time based on the number of days during the reporting period and the agreed upon price as work progresses on each project.

Disaggregation of revenue

See Note 11 - Segment Reporting for disaggregation of revenue.

Earnings (Loss) Per Share 

Earnings per Common Share - Basic is computed by dividing net income (loss) by the weighted average number of common shares outstanding for the period. Earnings per Common Share - Diluted earnings is calculated by dividing net income (loss) by the diluted weighted average number of common shares. The diluted weighted average number of common shares is computed using the treasury stock method for common stock that may be issued for outstanding stock options, restricted stock and warrants.

As of March 31, 2021 and 2020, there were outstanding stock options, unvested restricted stock awards and warrants to acquire an aggregate of 1,383,489 and 247,048 shares of Company common stock, respectively, which have a potentially dilutive impact on earnings per share. As of March 31, 2021 and 2020, the outstanding stock options and warrants had no aggregate intrinsic value (the difference between the estimated fair value of the Company’s common stock on March 31, 2021 and 2020, and the exercise price, multiplied by the number of in-the-money instruments). Dilution is not permitted if there are net losses during the period. As such, the Company does not show diluted earnings per share for the three months ended March 31, 2021 and 2020.

10

Income Taxes

The Company recognizes deferred tax liabilities and assets based on the differences between the tax basis of assets and liabilities and their reported amounts in the consolidated financial statements that will result in taxable or deductible amounts in future years. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect of a change in tax rates on deferred tax assets and liabilities will be recognized in income in the period that includes the enactment date. A deferred tax asset or liability that is not related to an asset or liability for financial reporting is classified according to the expected reversal date. The Company records a valuation allowance to reduce deferred tax assets to an amount that it believes is more likely than not expected to be realized.

The Company accounts for any uncertainty in income taxes by recognizing the tax benefit from an uncertain tax position only if, in the Company’s opinion, it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The Company measures the tax benefits recognized in the financial statements from such a position based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate resolution. The application of income tax law is inherently complex. Laws and regulations in this area are voluminous and are often ambiguous.  As such, the Company is required to make many subjective assumptions and judgments regarding income tax exposures. Interpretations of and guidance surrounding income tax law and regulations change over time and may result in changes to the Company’s subjective assumptions and judgments which can materially affect amounts recognized in the consolidated balance sheets and consolidated statements of income. The result of the reassessment of the Company’s tax positions did not have an impact on the consolidated financial statements.

Interest and penalties associated with tax positions are recorded in the period assessed as Other expense. The Company files income tax returns in the United States and in the states in which it conducts its business operations. The Company’s United States federal income tax filings for tax years 2017 through 2020 remain open to examination. In general, the Company’s various state tax filings remain open for tax years 2016 to 2020.

Fair Value

The Company follows authoritative guidance that applies to all financial assets and liabilities required to be measured and reported on a fair value basis. The Company also applies the guidance to non-financial assets and liabilities measured at fair value on a nonrecurring basis, including non-competition agreements and goodwill. The guidance defines fair value as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the measurement date.  The guidance establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available.

Observable inputs are inputs that market participants would use in pricing the asset or liability developed based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company’s assumptions of what market participants would use in pricing the asset or liability based on the best information available in the circumstances.  Beginning in 2017 the Company valued its warrants using the Binomial Lattice model ("Lattice"). Specific inputs used in the Lattice are the underlying stock price, the exercise price of the warrant, expected dividends, historical volatility, term to expiration and risk-free interest rates. The Company did not have any transfers between hierarchy levels during the three months ended March 31, 2021. The financial and nonfinancial assets and liabilities are classified based on the lowest level of input that is significant to the fair value measurement.

The hierarchy is broken down into three levels based on the reliability of the inputs as follows:

Level 1: Quoted prices are available in active markets for identical assets or liabilities;

Level 2: Quoted prices in active markets for similar assets and liabilities that are observable for the asset or liability; or

Level 3: Unobservable pricing inputs that are generally less observable from objective sources, such as discounted cash flow models or valuations.

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Stock-based Compensation

Stock-based compensation cost is measured at the date of grant, based on the calculated fair value of the award as described below, and is recognized over the requisite service period, which is generally the vesting period of the equity grant.

The Company uses the Black-Scholes pricing model as a method for determining the estimated grant date fair value for all stock options awarded to employees, independent contractors, officers, and directors. The expected term of the options is based upon evaluation of historical and expected exercise behavior. The risk-free interest rate is based upon U.S. Treasury rates at the date of grant with maturity dates approximately equal to the expected life of the grant. Volatility is determined upon historical volatility of our stock and adjusted if future volatility is expected to vary from historical experience. The dividend yield is assumed to be none as we have not paid dividends, nor do we anticipate paying any dividends in the foreseeable future.

The Company uses a Lattice model to determine the fair value of certain warrants. The expected term used was the remaining contractual term. Expected volatility is based upon historical volatility over a term consistent with the remaining term. The risk-free interest rate is derived from the yield on zero-coupon U.S. government securities with a remaining term equal to the contractual term of the warrants. The dividend yield is assumed to be zero.

The Company used the market-value of Company stock to determine the fair value of the performance-based restricted stock awarded in 2018 and 2019. Stock based compensation is updated quarterly based on actual forfeitures. The Company used either a Lattice model or the Black-Scholes pricing model to determine the fair value of market-based restricted stock awarded in 2021 and 2020.

Management Estimates

The preparation of the Company’s consolidated financial statements in conformity with accounting principles generally accepted in the United States of America 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. Significant estimates include the realization of accounts receivable, evaluation of impairment of long-lived assets, stock-based compensation expense, income tax provision and the valuation of deferred taxes. Actual results could differ from those estimates.

12

Reclassifications

Certain prior-period amounts have been reclassified for comparative purposes to conform to the current presentation. These reclassifications have no effect on the Company’s consolidated statement of operations.

Accounting Pronouncements 

In June 2016, the FASB issued ASU 2016-13, Financial Statements - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which requires companies to measure credit losses utilizing a methodology that reflects expected credit losses and requires a consideration of a broader range of reasonable and supportable information to ascertain credit loss estimates. The standard is effective for fiscal years beginning after December 15, 2022. The Company does not expect the adoption of ASU 2016-13 to have a material impact on its consolidated financial statements.

In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes, which simplifies the accounting for income taxes by removing certain exceptions to the general principles of Topic 740, and improves consistent application by clarifying and amending existing guidance. The adoption of this guidance did not have a material impact on the Company's consolidated financial statements. The standard is effective for fiscal years beginning after December 15, 2020. The Company adopted ASU 2019-12 on January 1, 2021, and the adoption did not have a material impact on its consolidated financial statements.

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Note 3 - Property and Equipment

Property and equipment consist of the following (amounts in thousands):

	March 31,			December 31,
	2021			2020
Trucks and vehicles	$	57,090		$	57,224
Other equipment		1,324			1,319
Buildings and improvements		3,176			3,176
Land		378			378
Total property and equipment		61,968			62,097
Accumulated depreciation		(42,933	)		(41,780	)
Property and equipment, net	$	19,035		$	20,317

For the three months ended March 31, 2021 and 2020, the Company recorded depreciation expense of approximately $1.3 million and $1.4 million, respectively.

Note 4 – Intangible Assets 

The components of our intangible assets as of March 31, 2021, and December 31, 2020, are as follows (in thousands):

	March 31, 2021			December 31, 2020
Customer relationships	$	626		$	626
Patents and trademarks		441			441
Total intangible assets		1,067			1,067
Accumulated amortization		(504	)		(450	)
Net carrying value	$	563		$	617

The useful lives of our intangible assets are estimated to be five years. For the three months ended March 31, 2021 and 2020, amortization expense was approximately $54,000 and $51,000, respectively. 

The following table represents the amortization expense for the next five years for the twelve months ending March 31 (in thousands): 

	2022		2023		2024		2025		2026
Customer relationships	$	125	$	125	$	73	$	-	$	-
Patents and trademarks		93		93		54		-		-
Total intangible asset amortization expense	$	218	$	218	$	127	$	-	$	-

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Note 5 – Discontinued Operations 

Heat Waves Water Management

During December 2019, the Heat Waves Water Management business ceased operations. The decision to discontinue HWWM was made due to its history of net losses, declining revenues, and its failure to generate positive operating cash flow. In early 2020, the Company began disposing of the HWWM assets and plans on selling the remaining HWWM assets during the remainder of 2021.

Dillco

Effective November 1, 2018, the Dillco water hauling business ceased operations for customers.

The following table represents a reconciliation of the carrying amounts of major classes of assets and liabilities disclosed as discontinued operations in the Balance Sheets:

	March 31,		December 31,
	2021		2020
Carrying amount of major classes of assets included as part of discontinued operations:
Property and equipment, net		321		321
Other assets		26		32
Total major classes of assets of the discontinued operation	$	347	$	353
Carrying amounts of major classes of liabilities included as part of discontinued operations:
Accounts payable and accrued liabilities		6		6
Other liabilities		27		34
Total liabilities included as part of discontinued operations	$	33	$	40

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The following table represents a reconciliation of the major classes of line items constituting pretax loss of discontinued operations that are disclosed as discontinued operations in the Statements of Operations:  

	Three Months Ended March 31,
	2021			2020
Revenue	$	-		$	-
Cost of sales		(1	)		-
Sales, general, and administrative expenses		-			-
Depreciation and amortization		(6	)		(6	)
Other expense items that are not major		(1	)		(12	)
Pretax loss of discontinued operations related to major classes of pretax profit		(8	)		(18	)
Gain on disposal		-			54
Total (loss) income on discontinued operations that is presented in the Statements of Operations	$	(8	)	$	36

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Note 6 – Debt

East West Bank Revolving Credit Facility

The 2017 Credit Agreement (as defined in Note 2) originally allowed us to borrow up to 85% of our eligible receivables and up to 85% of the appraised value of our eligible equipment. The Fifth Amendment restructured the loan and provided for a loan forgiveness of $16.0 million and converts the remaining principal balance to a $17.0 million equipment term loan and a revolver to provide the Company with a maximum $1.0 million line of credit. The Sixth Amendment further extended the maturity date and modified the financial covenants effective January 1, 2021. There are no required principal payments until maturity on October 15, 2022, and interest is fixed at 8.25%. Interest on the first 5.25% is calculated monthly and paid in arrears, while the remaining 3.00% is accrued to the loan balance through October 15, 2021, and due with all remaining outstanding principal on the maturity date. Additionally, the Credit Facility is subject to an unused credit line fee of 0.5% per annum multiplied by the amount by which total availability exceeds the average monthly balance of the Credit Facility, payable monthly in arrears. The Credit Facility is collateralized by substantially all our assets and subject to financial covenants.

On February 11, 2021, the Company made a $3.0 million payment of principal on the equipment term loan. As of March 31, 2021, we had an outstanding principal loan balance under the Credit Facility of approximately $15.2 million with a weighted average interest rates of 8.25% per year. As of March 31, 2021, our availability under the amended 2017 Credit Agreement was $1.0 million. The Credit Facility balance of $15.2 million at March 31, 2021 includes $1.2 million of future interest payable due over the remaining term of the Credit Facility in accordance with ASC 470-60, Troubled Debt Restructuring by Debtors.

Under the amended 2017 Credit Agreement, we are subject to the following financial covenants, with which we were in compliance as of March 31, 2021:

(1) 

On December 31, 2020, we were required to maintain liquidity of not less than $1.5 million; and

(2) 

For each trailing three-month period, commencing with the three-month period ending March 31, 2021, we are required to achieve gross revenue of at least seventy percent (70%) of our projected gross revenue; and

(3) We are limited to a capital expenditures cap of $1.2 million for any fiscal year that the loan remains outstanding.

In connection with amending the 2017 Credit Agreement on September 23, 2020, the Company issued to East West Bank 533,334 shares of Company common stock, and a five-year warrant to purchase up to 1,000,000 additional shares of Company common stock at an exercise price of $3.75 per share. The 533,334 shares of Company common stock were valued at a price of $2.0775 per share, or a total value of $1.1 million. The 533,334 common shares issued to East West Bank could not be sold or transferred prior to March 23, 2021. The warrant for 1,000,000 shares is exercisable beginning September 23, 2021 until September 23, 2025. The fair value of the warrant was determined to be $1.4 million and were recorded in additional paid-in capital. The Company recorded a total gain on the debt restructuring of $11.9 million during the third quarter of 2020, which was calculated by subtracting from the $16.0 million loan forgiveness, a) the future interest payable on the Credit Facility; b) the value of the Company common stock issued; and c) the fair value of the warrant.

Debt Issuance Costs

We capitalized certain debt issuance costs incurred in connection with the Credit Facility discussed above and these costs were amortized to interest expense over the term of the facility on a straight-line basis. There were no remaining unamortized debt issuance costs as of March 31, 2021, and December 31, 2020. During the three months ended March 31, 2020, the Company amortized approximately $35,000 of these costs to Interest Expense. 

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Notes Payable

Long-term debt consists of the following (in thousands):

	March 31,				December 31,
	2021				2020
Senior Revolving Credit Facility with related party. All future interest through October 15, 2021 accrued to loan pursuant to the Fifth Amendment. Interest at 8.25%, 5.25% is paid monthly while 3% is accrued and paid upon maturity. Matures October 15, 2022.	$	15,168		$		19,078
Paycheck Protection Loan. Interest is at 1% with payments deferred until October 10, 2020. Matures April 10, 2022.		1,940				1,940
Subordinated Promissory Note with related party. Interest is at 10% and is paid quarterly. Matures June 28, 2022. See Note 2 - Summary of Significant Accounting Policies and Recent Developments for discussion of conversion of debt balance.		-				1,250
Real Estate Loan for a facility in North Dakota, interest at 5.75%, and monthly principal and interest payment of $5,255 until October 3, 2023. Collateralized by land and property purchased with the loan.		153				167
Vehicle loans for three pickups, interest at 8.59% monthly principal and interest payments of $3,966, matures in August 2021.		20				31
Note payable to the seller of Heat Waves. The note was garnished by the Internal Revenue Service (“IRS”) in 2009 and is due on demand; paid in annual installments of $36,000 per agreement with the IRS		14				14
Total		17,295				22,480
Less debt discount		-				(70	)
Less current portion		(1,407	)			(1,693	)
Long-term debt, net of debt discount and current portion	$	15,888			$	20,717

Aggregate maturities of debt are as follows (in thousands):

Twelve Months Ending March 31,
2022		824
2023		16,432
2024		39
Thereafter		-
Total	$	17,295

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Note 7 – Income Taxes 

Income tax expense during interim periods is based on applying an estimated annual effective income tax rate to year-to-date income, plus any significant unusual or infrequently occurring items which are recorded in the interim period.  The provision for income taxes for the three months ended March 31, 2021 and 2020 differs from the amount that would be provided by applying the statutory U.S. federal income tax rate of 21% to pre-tax income primarily because of state income taxes and estimated permanent differences.

The computation of the annual estimated effective tax rate at each interim period requires certain estimates and significant judgment including, but not limited to, the expected operating income for the year, projections of the proportion of income earned and taxed in various jurisdictions, permanent and temporary differences, and the likelihood of recovering deferred tax assets generated in the current year.  The accounting estimates used to compute the provision for income taxes may change as new events occur, more experience is obtained, additional information becomes known or as the tax environment changes.

In assessing the realization of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income, and tax planning strategies in making this assessment.

Based upon the level of historical taxable income and projections for future taxable income over the periods in which the deferred tax assets are deductible, management recorded a valuation allowance to reduce its net deferred tax assets to zero.

During the three months ended March 31, 2021 and 2020, the Company's tax benefit of $0.5 million and $0.7 million, respectively, were adjusted by the valuation allowance which resulted in a net tax provision of zero.

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Note 8 – Commitments and Contingencies 

Operating Leases

Operating lease assets and liabilities are recognized at the lease commencement date. Operating lease liabilities represent the present value of lease payments not yet paid. Operating lease assets represent our right to use an underlying asset and are based upon the operating lease liabilities adjusted for prepayments or accrued lease payments, initial direct costs, lease incentives, and impairment of operating lease assets. To determine the present value of lease payments not yet paid, the Company uses the weighted average interest rate on its Credit Facility. Long-term leases typically contain rent escalations over the lease term. The Company recognizes expense for these leases on a straight-line basis over the lease term.

The Company has elected the short-term lease recognition exemption for all applicable classes of underlying assets. Short-term disclosures include only those leases with a term greater than one month and 12 months or less, and expense is recognized on a straight-line basis over the lease term. Leases with an initial term of 12 months or less, that do not include an option to purchase the underlying asset that we are reasonably certain to exercise, are not recorded on the balance sheet.

The Company elected the expedient to account for lease and non-lease components as a single component for our entire population of operating lease assets.

As of March 31, 2021, the Company leases facilities and certain equipment under lease commitments that expire through June 2026. Future minimum lease commitments for these operating lease commitments are as follows (in thousands):

Twelve Months Ending March 31,	Operating Leases			Finance Leases
2022	$	948		$	99
2023		709			20
2024		645			14
2025		399			6
2026		356			-
Thereafter		90			-
Total future lease commitments		3,147			139
Impact of discounting		(314	)		(35	)
Discounted value of lease obligations	$	2,833		$	104

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The following table summarizes the components of our gross operating lease costs incurred during the three months ended March 31, 2021 and 2020 (in thousands):

	Three Months Ended March 31,
	2021		2020
Operating lease expense:
Current lease cost	$	14	$	291
Long-term lease cost		257		20
Total operating lease cost	$	271	$	311
Finance lease expense:
Amortization of right-of-use assets	$	25	$	58
Interest on lease liabilities		16		7
Total lease cost	$	41	$	65

Our weighted-average lease term and discount rate used during the three months ended March 31, 2021 and 2020 are as follows:

	Three Month Ended March 31,
	2021			2020
Operating
Weighted-average lease term (years)		3.90			4.35
Weighted-average discount rate		6.08	%		6.08	%
Finance
Weighted-average lease term (years)		1.91			1.91
Weighted-average discount rate		5.92	%		6.10	%

Self-Insurance

In June 2015, the Company became self-insured under its Employee Group Medical Plan, and currently is responsible to pay the first $50,000 in medical costs per individual participant for claims incurred in the calendar year up to a maximum of approximately $1.8 million per year in the aggregate based on enrollment. The Company had an accrued liability of approximately $108,000 and $150,000 as of March 31, 2021 and December 31, 2020, respectively, for insurance claims that it anticipates paying in the future related to claims that occurred prior to December 31, 2020. Effective January 1, 2021, the Company moved onto a traditional Employee Group Medical Plan and was no longer self-insured for claims occurring after that date.

Effective April 1, 2015, the Company had entered into a workers’ compensation and employer’s liability insurance policy with a term through March 31, 2018.  Under the terms of the policy, the Company was required to pay premiums in addition to a portion of the cost of any claims made by our employees, up to a maximum of approximately $1.8 million over the term of the policy (an amount that was variable with changes in annualized compensation amounts). As of March 31, 2021, a former employee of ours had an open claim relating to injuries sustained while in the course of employment, and the projected maximum cost of the policy as determined by the insurance carrier included estimated claim costs that have not yet been paid or incurred in connection with the claim. During the year ended December 31, 2017, our insurance carrier formally denied the workers' compensation claim and has moved to close the claim entirely. Per the terms of our insurance policy, through March 31, 2021, we had paid in approximately $1.8 million of the projected maximum plan cost of $1.8 million, and had recorded approximately $1.6 million as expense over the term of the policy. In September 2020, the claim was officially denied by the Kansas Division of Workers Compensation Judicial Unit. As of March 31, 2021, no appeal has been made and the Company expects to collect the remaining $189,000 on deposit with the underwriter. Effective April 1, 2018, we entered into a new workers’ compensation policy with a fixed premium amount determined annually, and therefore are no longer partially self-insured for workers' compensation and employer's liability.

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Note 9– Stockholders’ Equity

Warrants

In June 2016, the Company granted a principal of the Company’s investor relations firm warrants to acquire 2,000 shares of the Company’s common stock in connection with a reduction of the firm's ongoing monthly cash service fees. The warrants had a grant-date fair value of $5.40 per share and vested over a one-year period, 1,000 on December 21, 2016 and 1,000 on June 21, 2017. As of March 31, 2021, all of these warrants remain outstanding and are exercisable until June 21, 2021 at $10.50 per share.

On November 11, 2019, in connection with a subordinated loan agreement, the Company granted Cross River one five-year warrant to buy an aggregate total of 41,667 shares of the Company's common stock at an exercise price of $3.00 per share. The warrants had a grant-date fair value $2.40 and were fully vested upon issuance and remain outstanding and exercisable until November 11, 2024.

On September 23, 2020, in connection with the Fifth Amendment, the Company granted East West Bank one five-year warrant to buy an aggregate total of 1,000,000 shares of the Company's common stock at an exercise price of $3.75 per share. The warrants had a grant-date fair value of $1.42, were fully vested upon issuance and remain outstanding and are exercisable beginning one-year from the issuance date on September 23, 2021 and until September 23, 2025.

On February 11, 2021, in connection with the conversion of the subordinated loan agreement to Company common stock, the Company granted Cross River one five-year warrant to buy an aggregate total of 150,418 shares of the Company's common stock at an exercise price of $2.507 per share. The warrants had a grant-date fair value $2.02 and are exercisable beginning one-year from the issuance date on February 11, 2022 until February 11, 2026.

All warrants granted to Cross River were reviewed and approved by the independent directors of the Company.

On April 12, 2021, the SEC issued a Staff Statement on Accounting and Reporting Considerations for Warrants Issued by Special Purpose Acquisition Companies ("SPACs")(the "Staff Statement"). The SEC highlighted accounting considerations which could, in certain circumstances, indicate that warrants should be accounted for as liabilities rather than equity instruments, in which case the warrants would be subject to fair value adjustments during each reporting period. Although the Staff Statement focused on SPACs, the same accounting considerations may apply to warrants issued by non-SPAC entities. Upon issuance of the Staff Statement, the Company performed further analysis on its population of warrants, which are listed above, giving consideration to the areas of concern noted in the Staff Statement. Upon this further review of its warrant agreements, the Company determined that it has correctly accounted for its warrants as equity instruments.

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A summary of warrant activity for the three months ended March 31, 2021 is as follows (amounts in thousands): 

					Weighted
			Weighted		Average
			Average		Remaining
			Exercise		Contractual
Warrants	Shares		Price		Life (Years)
Outstanding at December 31, 2020		1,043,667	$	3.73		4.7
Issued		150,418		2.51		4.9
Outstanding at March 31, 2021		1,194,085	$	3.58		4.5
Exercisable at March 31, 2021		43,667	$	3.34		3.5

Note 10 – Stock Options and Restricted Stock

Stock Options

On July 27, 2010, the Company’s Board of Directors adopted the 2010 Stock Incentive Plan (the “2010 Plan”). The aggregate number of shares of common stock that could be granted under the 2010 Plan was reset at the beginning of each year based on 15% of the number of shares of common stock then outstanding. As such, on January 1, 2016 the number of shares of common stock available under the 2010 Plan was reset to 381,272 shares based upon 2,541,809 shares outstanding on that date. Options were typically granted with an exercise price equal to the estimated fair value of the Company's common stock at the date of grant with a vesting schedule of one to three years and a contractual term of 5 years. As discussed below, the 2010 Plan has been replaced by a new stock option plan and no additional stock option grants will be granted under the 2010 Plan. As of March 31, 2021, there were options to purchase 1,079 shares outstanding under the 2010 Plan.

On July 18, 2016, the Board of Directors unanimously approved the adoption of the Enservco Corporation 2016 Stock Incentive Plan (the “2016 Plan”), which was approved by the stockholders on September 29, 2016. The aggregate number of shares of common stock that may be granted under the 2016 Plan is 533,334 shares plus authorized and unissued shares from the 2010 Plan totaling 159,448 for a total reserve of 692,782 shares. As of March 31, 2021, there were options to purchase 3,823 shares and we had granted restricted stock shares of 184,503 that remained outstanding under the 2016 Plan.

During the three months ended March 31, 2021 and 2020, no options were granted or exercised. 

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The following is a summary of stock option activity for all equity plans for the three months ended March 31, 2021:

	Shares			Weighted Average Exercise Price		Weighted Average Remaining Contractual Term (Years)
Outstanding at December 31, 2020		11,569		$	5.87		0.53
Forfeited or Expired		(6,667	)		5.55		-
Outstanding at March 31, 2021		4,902		$	6.31		0.94
Vested at March 31, 2021		4,902		$	6.31		0.94
Exercisable at March 31, 2021		4,902		$	6.31		0.94

There was no aggregate intrinsic value (the difference between the estimated fair value of the Company’s common stock on March 31, 2021, and the exercise price, multiplied by the number of in-the-money options) of our outstanding options.

During the three months ended March 31, 2021 and 2020, the Company recognized stock-based compensation costs for stock options of approximately $0 and $2,000, respectively, in sales, general, and administrative expenses. The Company currently expects all outstanding options to vest. Compensation cost is revised if subsequent information indicates that the actual number of options vested due to service is likely to differ from previous estimates. 

As of March 31, 2021, there was no remaining unrecognized compensation costs related to non-vested shares under the Company's stock option plans.

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Restricted Stock

Restricted shares issued pursuant to restricted stock awards under the 2016 Stock Plan are restricted as to sale or disposition. These restrictions lapse periodically generally over a period of three years. Restrictions may also lapse for early retirement and other conditions in accordance with our established policies. Upon termination of employment, shares on which restrictions have not lapsed must be returned to us, resulting in restricted stock forfeitures. The fair market value on the date of the grant of the stock with a service condition is amortized and charged to income on a straight-line basis over the requisite service period for the entire award. The fair market value on the date of the grant of the stock with a performance condition shall be accrued and recognized when it becomes probable that the performance condition will be achieved. Restricted shares that contain a market condition are amortized and charged over the life of the award.

A summary of the restricted stock activity is presented below:

	Number of Shares			Weighted-Average Grant- Date Fair Value
Restricted shares at December 31, 2020		24,393		$	7.32
Granted		165,000			1.05
Vested		(3,667	)		7.05
Forfeited		(1,223	)		9.99
Restricted shares at March 31, 2021		184,503		$	1.70

During the three ended March 31, 2021 and 2020, the Company recognized stock-based compensation costs for restricted stock of approximately $24,000 and $36,000 in sales, general, and administrative expenses. Compensation cost is revised if subsequent information indicates that the actual number of restricted stock vested due to service is likely to differ from previous estimates.

The following table sets forth the weighted average outstanding of potentially dilutive instruments for the three months ended March 31, 2021 and 2020: 

	Three Months Ended March 31,
	2021		2020
Stock options		6,235		118,143
Restricted stock		170,338		112,531
Warrants		1,123,890		43,667
Weighted average		1,300,463		274,341

On January 4, 2021, the Company awarded Company common stock to members of its Board of Directors with an award date fair value of approximately $311,000 based on the closing price of the Company's stock reported on the NYSE American on the date of the award. As of December 31, 2020, the Company accrued Board of Director fees of approximately $221,000 for services rendered from October 2019 through December 2020. During the three months ended March 31, 2021, the Company issued 118,184 shares to settle the outstanding accrual. During the three months ended March 31, 2021, the Company awarded 48,129 restricted shares for 2021 Board of Director fees and has recognized expense of approximately $23,000 related to the award of these shares.

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Note 11- Segment Reporting

Enservco’s reportable business segments are Production Services and Completion and Other Services. These segments have been selected based on management’s resource allocation and performance assessment in making decisions regarding the Company.

The following is a description of the segments.

Production Services: This segment utilizes a fleet of hot oil trucks and acidizing units to provide maintenance services to the domestic oil and gas industry. These services include hot oil services and acidizing services.

Completion and Other Services: This segment utilizes a fleet of frac water heating units to provide frac water heating services to the domestic oil and gas industry. These services also include other services, which consists primarily of hauling and transport of materials for customers.

Unallocated includes general overhead expenses and assets associated with managing all reportable operating segments which have not been allocated to a specific segment.

The following tables set forth certain financial information with respect to Enservco’s reportable segments (in thousands):

	Production Services			Completion and Other Services		Unallocated		Total
Three Months Ended March 31, 2021:
Revenues	$	1,844		$	3,299	$	-	$	5,143
Cost of Revenue		1,967			3,142		-		5,109
Segment (Loss) Profit	$	(123	)	$	157	$	-	$	34
Depreciation and Amortization	$	528		$	712	$	96	$	1,336
Capital Expenditures	$	19		$	26	$	-	$	45
Identifiable assets (1)	$	10,842		$	14,636	$	829	$	26,307
Three Months Ended March 31, 2020:
Revenues	$	3,202		$	6,184	$	-	$	9,386
Cost of Revenue		3,494			4,971			$	8,465
Segment (Loss) Profit	$	(292	)	$	1,213	$		$	921
Depreciation and Amortization	$	671		$	647	$	78	$	1,396
Capital Expenditures	$	83		$	81	$	-	$	164
Identifiable assets (1)	$	17,662		$	17,033	$	1,278	$	35,973

(1) Identifiable assets is calculated by summing the balances of accounts receivable, net; inventories; property and equipment, net; and other assets.

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The following table reconciles the segment profits reported above to the income from operations reported in the consolidated statements of operations (in thousands): 

	Three Months Ended March 31,
	2021			2020
Segment profit	$	34		$	921
Sales, general, and administrative expenses		(1,005	)		(1,762)
Loss on disposals of equipment		(51	)		(15	)
Depreciation and amortization		(1,336	)		(1,396	)
Loss from operations	$	(2,358	)	$	(2,252	)

Geographic Areas

The Company only does business in the United States, in what it believes are three geographically diverse regions. The following table sets forth revenue from operations for the Company’s three geographic regions (amounts in thousands):

	Three Months Ended March 31,
	2021		2020
BY GEOGRAPHY
Production Services:
Rocky Mountain Region (1)	$	444	$	1,193
Central USA Region (2)		1,240		1,873
Eastern USA Region (3)		160		136
Total Production Services		1,844		3,202
Completion and Other Services:
Rocky Mountain Region(1)		1,952		5,006
Central USA Region(2)		-		110
Eastern USA Region(3)		1,347		1,068
Total Completion and Other Services		3,299		6,184
Total Revenues	$	5,143	$	9,386

Notes to tables:

(1) Includes the D-J Basin/Niobrara field (northeastern Colorado and southeastern Wyoming), the San Juan Basin (southeastern Colorado and northeastern New Mexico, the Powder River and Green River Basins (northeastern and southwestern Wyoming), the Bakken area (western North Dakota and eastern Montana).

(2) Includes the Scoop/Stack Shale in Oklahoma and the Eagle Ford Shale in Texas.

(3) Consists of the southern region of the Marcellus Shale formation (southwestern Pennsylvania and northern West Virginia) and the Utica Shale formation (eastern Ohio).

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ITEM 2.     MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion provides information regarding the results of operations for the three months ended March 31, 2021 and 2020, and our financial condition, liquidity and capital resources as of March 31, 2021, and December 31, 2020. The financial statements and the notes thereto contain detailed information that should be referred to in conjunction with this discussion.

Forward-Looking Statements

The information discussed in this Quarterly Report includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 (the “Securities Act”) and Section 21E of the Securities Exchange Act of 1934 (the “Exchange Act”). All statements, other than statements of historical facts, included herein concerning, among other things, planned capital expenditures, future cash flows and borrowings, pursuit of potential acquisition opportunities, our financial position, business strategy and other plans and objectives for future operations, are forward-looking statements. These forward-looking statements are identified by their use of terms and phrases such as “may,” “expect,” “estimate,” “project,” “plan,” “believe,” “intend,” “achievable,” “anticipate,” “will,” “continue,” “potential,” “should,” “could,” and similar terms and phrases. Although we believe that the expectations reflected in these forward-looking statements are reasonable, they do involve certain assumptions, risks and uncertainties. Our results could differ materially from those anticipated in these forward-looking statements as a result of certain factors, including, among others:      

● Our ability to maintain certain operating covenants under our existing Loan and Security Agreement, which if violated and not cured, could result in our outstanding loan balance being accelerated, due and payable;

● Our ability to successfully repay or refinance on terms acceptable to us the outstanding balance of the 2017 Credit Agreement when due in October 2022 unless earlier accelerated;

● Potential decreases in the prices for crude oil and natural gas which would likely result in exploration and production companies cutting back their capital expenditures for oil and gas well drilling which in turn would result in significantly reduced demand for our drilling completion services, thereby negatively affecting our revenues and results of operations;

● Competition for the services we provide in our areas of operations, which has increased significantly due to the recent fluctuations in prices for crude oil and natural gas;

● Constraints on us as a result of our indebtedness, including restrictions imposed on us under the terms of our Credit Facility agreement and our ability to generate sufficient cash flows to repay our debt obligations;

● Our capital requirements and uncertainty of obtaining additional funding on terms acceptable to us;

● The impact of general economic conditions on the demand for oil and natural gas and the availability of capital which may impact our ability to perform services for our customers;

● The geographical diversity of our operations which adds significantly to our costs of doing business;

● Our history of losses and working capital deficits which, at times, have been significant;

● Weather and environmental conditions, including the potential of abnormally warm winters in our areas of operations that adversely impact demand for our services;

● Our ability to retain key members of our senior management and key technical employees;

● The impact of environmental, health and safety and other governmental regulations, and of current or pending legislation with which we and our customers must comply;

● Developments in the global economy as well as pandemic risks related to the COVID-19 virus and resulting demand and supply for oil and natural gas;

● Risks relating to any unforeseen liabilities;

● Federal and state initiatives relating to the regulation of hydraulic fracturing; and

● The price and volume volatility of our common stock.

Finally, our future results will depend upon various other risks and uncertainties, including, but not limited to, those detailed in our filings with the SEC. For additional information regarding risks and uncertainties, please read our filings with the SEC under the Exchange Act and the Securities Act, including our Annual Report on Form 10-K for the fiscal year ended December 31, 2020. All forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by the cautionary statements in this paragraph and elsewhere in this Quarterly Report. Other than as required under securities laws, we do not assume a duty to update these forward-looking statements, whether as a result of new information, subsequent events or circumstances, changes in expectations or otherwise.

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Recent Market Conditions

The COVID-19 pandemic has significantly impacted the world economic conditions including in the United States, with significant effects beginning in February 2020, and continuing through the issuance of this report, as federal, state and local governments react to the public health crisis, creating significant uncertainties relating to the United States economy. Consequently, the Company has experienced and expects to further experience a material adverse impact on its revenues, results of operations and cash flows. COVID-19 related quarantines and business restrictions have had a depressing impact on United States oil demand, and hence our business, which continues through the filing date of this report. The situation continues to change rapidly and additional impacts to our business may arise that we are not aware of currently. We cannot predict whether, when or the manner in which the conditions surrounding COVID-19 will change including the timing of lifting any restrictions or office closure requirements.

In addition, certain producing countries within the Organization of Petroleum Exporting Countries and their allies ("OPEC+") group attempted to increase market share through pricing activity that has had limited impact on the severe decline in domestic oil prices that occurred during the first quarter of 2020, and drilling and operating activity within our markets has remained depressed. There is no assurance that such efforts will not re-occur in the future.

The full extent of the impact of COVID-19 and OPEC+ actions on our operations and financial performance depends on future developments that are uncertain and unpredictable, including the duration and spread of the pandemic, its impact on capital and financial markets, any new information that may emerge concerning the severity of the virus, its spread to other regions as well as the actions taken to contain it, production response of domestic oil producers to lower oil prices, and the adherence to and continuity of OPEC+ production cuts, among others.

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OVERVIEW

Enservco Corporation (“Enservco”) through its wholly owned subsidiaries (collectively referred to as the “Company”, “we” or “us”) provides various services to the domestic onshore oil and natural gas industry. These services include frac water heating (Completion and other services) and hot oiling and acidizing (Production services).

We and our wholly owned subsidiaries provide well enhancement and fluid management services to the domestic onshore oil and natural gas industry. These services include frac water heating and hot oiling and acidizing. We own and operate a fleet of approximately 335 specialized trucks, trailers, frac tanks and other well-site related equipment and serve customers in several major domestic oil and gas areas, including the DJ Basin/Niobrara area in Colorado and Wyoming, the Bakken area in North Dakota, the San Juan Basin in northwestern New Mexico, the Marcellus and Utica Shale areas in Pennsylvania and Ohio, the Jonah area, Green River and Powder River Basins in Wyoming, the Eagle Ford Shale in Texas.

The Company’s corporate offices are located at 14133 County Road 9 1/2, Longmont, CO 80504. Our telephone number is (303) 333-3678. Our website is www.enservco.com.

RESULTS OF OPERATIONS

Executive Summary

Revenues for the three months ended March 31, 2021, decreased approximately $4.2 million, or 45%, from the comparable period last year due to weakness in domestic oil and gas activity levels, and the broader impact of the COVID-19 pandemic beginning in March 2020. Average North American rig count declined by 50% from 785 rigs in operation during the first quarter of 2020 to 393 rigs in operation during the first quarter of 2021.

Segment profits for the three-month period ended March 31, 2021, decreased by approximately $887,000, or 96%, due to the reasons noted above.  Sales, general & administrative expense decreased by approximately $757,000, or 43%, year-over-year due primarily to a decrease in our bad debt expense and a decrease in outside professional services. 

Net loss for the three months ended March 31, 2021, was approximately $2.2 million or $0.24 per share, compared to a net loss of approximately $2.8 million, or $0.77 per share, in the same period last year due to the factors noted above.

Adjusted EBITDA for the three months ended March 31, 2021, was a loss of approximately $940,000 compared to a loss of approximately $503,000 for the same period last year. See the section titled Adjusted EBITDA* within this Item for definition of Adjusted EBITDA.

Industry Overview

During the three months ended March 31, 2021, WTI crude oil price averaged approximately $58 per barrel, versus an average of approximately $46 per barrel in the comparable period last year. The North American rig count declined to 417 rigs in operation as of March 31, 2021, compared to 728 rigs at the same time a year ago.  Despite the lower activity levels and reduced rig count, we have grown our customer base and allocated resources to the most active basins. We are focused on increasing utilization levels and optimizing the deployment of our equipment and workforce while maintaining high standards for service quality and safe operations. We compete on the basis of the quality, breadth of our service offerings, and price.

Beginning in early March of 2020, the market experienced a precipitous decline in oil prices in response to oil demand concerns due to the economic impacts of the COVID-19 virus and anticipated increases in supply from Russia and OPEC, particularly Saudi Arabia. We expect that our customers will continue to have lower activity during this period of significantly reduced North American oil rigs in operation. 

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Segment Overview

Segment Results:

Enservco’s reportable business segments are Production Services and Completion and Other Services. These segments have been selected based on management’s resource allocation and performance assessment in making decisions regarding the Company.

The following is a description of the segments.

Production Services: This segment utilizes a fleet of hot oil trucks and acidizing units to provide maintenance services to the domestic oil and gas industry. These services include hot oil services and acidizing services.

Completion and Other Services: This segment utilizes a fleet of frac water heating units to provide frac water heating services and related support services to the domestic oil and gas industry. These services also include other services for other industries, which consists primarily of hauling and transport of materials and heat treating for customers.

Unallocated includes general overhead expenses and assets associated with managing all reportable operating segments which have not been allocated to a specific segment.

The following tables set forth revenue from operations and segment profits for our business segments for the three months ended March 31, 2021 and 2020 (in thousands):

	Three Months Ended March 31,
	2021		2020
REVENUES:
Production services	$	1,844	$	3,202
Completion and other services		3,299		6,184
Total Revenues	$	5,143	$	9,386

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	Three Months Ended March 31,
	2021			2020
SEGMENT PROFIT (LOSS):
Production services	$	(123	)	$	(292	)
Completion and other services		157			1,213
Total Segment Profit	$	34		$	921

Production Services

Production Services, which accounted for 36% of total revenue for the three months ended March 31, 2021, decreased approximately $1.4 million, or 42%, to $1.8 million compared to $3.2 million for the same quarter last year due to decreased activity levels related to the lower active oil rigs.

Hot oil revenue for the three months ended March 31, 2021, decreased approximately $1.1 million, or 39%, compared to the three months ended March 31, 2020, from approximately $2.9 million to approximately $1.8 million. The decrease was primarily due to the lower domestic oil and gas activity levels driven by lower active oil rigs.

Acidizing revenues for the three months ended March 31, 2021, decreased by approximately $225,000, or 83%, to approximately $45,000 from approximately $270,000.   The year-over-year decline was primarily driven by the reasons noted above. The Company continues to pursue customers and partner with chemical suppliers to develop new cost-effective acid programs in seeking to expand our acidizing services across our service areas. 

Segment loss for our Production services decreased by $169,000, or 58%, to a loss of $123,000 for the three months ended March 31, 2021, compared to loss of $292,000 in the same quarter last year, which was primarily the result of cost saving measures implemented to offset the industry conditions discussed above. 

Completion and Other Services

Completion and Other Services, which accounted for 64% of total revenue for the three months ended March 31, 2021, decreased approximately $2.9 million, or 47%, to $3.3 million compared to $6.2 million for the same quarter last year due to the aforementioned related downturn in the industry.

The segment profit for Completion and other services for the three months ended March 31, 2021, was approximately $157,000 compared to segment profit of approximately $1.2 million during the three months ended March 31, 2020. Decreased segment profit related to the reasons discussed above. 

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Geographic Areas

The Company operates solely in three geographically diverse regions of the United States. The following table sets forth revenue from operations for the Company’s three geographic regions during the three months ended March 31, 2021 and 2020 (in thousands):

	Three Months Ended March 31,
	2021		2020
BY GEOGRAPHY
Production Services:
Rocky Mountain Region (1)	$	444	$	1,193
Central USA Region (2)		1,240		1,873
Eastern USA Region (3)		160		136
Total Production Services		1,844		3,202
Completion and Other Services:
Rocky Mountain Region(1)		1,952		5,006
Central USA Region(2)		-		110
Eastern USA Region(3)		1,347		1,068
Total Completion and Other Services		3,299		6,184
Total Revenues	$	5,143	$	9,386

Notes to tables:

(1) Includes the D-J Basin/Niobrara field (northeastern Colorado and southeastern Wyoming), the San Juan Basin (southeastern Colorado and Northeastern New Mexico), the Powder River and Green River Basins (northeastern and southwestern Wyoming), the Bakken area (western North Dakota and eastern Montana). 

(2) Includes the Scoop/Stack Shale in Oklahoma and the Eagle Ford Shale in Texas. 

(3) Consists of the southern region of the Marcellus Shale formation (southwestern Pennsylvania and northern West Virginia) and the Utica Shale formation (eastern Ohio). 

Production Services segment revenue in the Rocky Mountain Region for the three months ended March 31, 2021, decreased approximately $749,000, or 63%, primarily due to less acidizing and hot oiling activity in the D-J and Bakken Basins.

Production Services segment revenue in the Central USA region for the three months ended March 31, 2021, decreased by approximately $633,000, or 34%, due to a decrease in hot oiling and acidizing activity in the Eagle Ford Shale.

Production Services segment revenue in the Eastern USA region for the three months ended March 31, 2021, increased approximately $24,000, or 18%, resulting from increased hot oiling in the Marcellus and Utica Basins.

Completion and Other Services segment revenue in the Rocky Mountain Region for the three months ended March 31, 2021, decreased approximately $3.1 million, or 61%, primarily due to less completion activity in the D-J and Bakken Basins.

Completion and Other Services segment revenue in the Central USA Region for the three months ended March 31, 2021, decreased approximately $110,000, or 100%, primarily due to the closure of a location in the Anadarko Basin.

Completion and Other Services segment revenue in the Eastern USA region for the three months ended March 31, 2021, increased approximately $279,000, or 26%, resulting from increased frac water heating in the Marcellus and Utica Basins.

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Historical Seasonality of Revenues

Because of the seasonality of our frac water heating business and, to a lesser extent, our hot oiling business, revenues generated during the cooler first and fourth quarters of our fiscal year, constitute our “heating season,” and are typically significantly higher than revenues during the second and third quarters of our fiscal year. In addition, the revenue mix of our service offerings changes outside our heating season as our Completion and other services (which includes frac water heating) typically decrease as a percentage of total revenues and our Production services increase as a percentage of total revenue. Thus, the revenues recognized in our quarterly financial statements in any given period are not indicative of the annual or quarterly revenues through the remainder of that fiscal year.

As an indication of this quarter-to-quarter seasonality, the Company generated approximately 75% of its 2020 revenues during the first and fourth quarters compared to 25% of 2020 revenues during the second and third quarters.

Direct Operating Expenses:

Direct operating expenses, which include labor costs, propane, fuel, chemicals, truck repairs and maintenance, supplies, insurance, and site overhead costs for our operating segments decreased by approximately $3.4 million or 40% during the first quarter of 2021 compared to the comparable period in 2020, primarily due to the severe reduction in revenue, discussed above.

Sales, General, and Administrative Expenses:

During the three months ended March 31, 2021, sales, general, and administrative expenses decreased approximately $757,000, or 43%, to $1.0 million compared to the same period in 2020 primarily due to a decrease in our bad debt expense and a decrease in professional fees related to our attempt to restructure our debt facility during the first quarter of 2020.

Depreciation and Amortization:

Depreciation and amortization expense for the three months ended March 31, 2021 decreased by $60,000, or 4%, compared to the same period in 2020 due primarily to the disposal of assets throughout 2020.

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Income from operations:

For the three months ended March 31, 2021, the Company recognized a loss from operations of $2.4 million compared to a loss from operations of $2.3 million for the comparable period in 2020. The increased loss of $106,000 was primarily due to the decrease in segment profits described above. 

Interest Expense:

Interest expense decreased approximately $608,000, or 95%, for the three months ended March 31, 2021, compared to the same period in 2020. The decrease was primarily due to the cessation of recording interest expense after the troubled debt restructuring of our Credit Facility during the third quarter of 2020.

Discontinued Operations:

Results for the three months ended March 31, 2021 and 2020 include loss from discontinued operations of approximately $8,000 and income from discontinued operations of $36,000, respectively.

Other expense (income):

Other income for the three months ended March 31, 2021 was approximately $226,000, compared to other income of approximately $20,000 for the three months ended March 31, 2020, respectively. This increase in other income was due primarily to the recognition of CARES Act payroll tax credits during the first quarter of 2021. The Company expects the recognition of these CARES Act payroll tax credits to continue during the second quarter of 2021.

Income Taxes:

As of March 31, 2021, the Company had recorded a full valuation allowance on a net deferred tax asset of $5.3 million. During the three months ended March 31, 2021 and 2020, the Company's tax benefit of $0.5 million and $0.7 million, respectively, were adjusted by the valuation allowance which resulted in a net tax provision of zero.

Our effective tax rate was approximately 0% for the three months ended March 31, 2021 and 2020, respectively. The effective tax expense for the three months ended March 31, 2021 and 2020 differs from the amount that would be provided by applying the statutory U.S. federal income tax rate of 21% to pre-tax income primarily because of state income taxes, estimated permanent differences and the recorded valuation allowance.

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Adjusted EBITDA*

Management believes that, for the reasons set forth below, Adjusted EBITDA (a non-GAAP measure) is a valuable measurement of the Company's liquidity and performance and is consistent with the measurements offered by other companies in Enservco's industry.

The following table presents a reconciliation of our net income to our Adjusted EBITDA for each of the periods indicated (in thousands):

	Three Months Ended March 31,
	2021			2020
Adjusted EBITDA*
Net loss	$	(2,173	)	$	(2,837	)
Add back
Interest expense (including discontinued operations)		33			642
Depreciation and amortization (including discontinued operations)		1,343			1,403
EBITDA*		(797	)		(792	)
Add back (deduct)
Stock-based compensation		24			39
Severance and transition costs		7			-
(Gain) loss on disposal of equipment		51			(39	)
Other (income) expense		(226	)		279
EBITDA related to discontinued operations		1			10
Adjusted EBITDA*	$	(940	)	$	(503	)

*Note: See below for discussion of the use of non-GAAP financial measurements.

Use of Non-GAAP Financial Measures: Non-GAAP results are presented only as a supplement to the financial statements and for use within management’s discussion and analysis based on U.S. generally accepted accounting principles (GAAP). The non-GAAP financial information is provided to enhance the reader's understanding of the Company’s financial performance, but no non-GAAP measure should be considered in isolation or as a substitute for financial measures calculated in accordance with GAAP. Reconciliations of the most directly comparable GAAP measures to non-GAAP measures are provided herein.

EBITDA is defined as net (loss) income, before interest expense, income taxes, and depreciation and amortization. Adjusted EBITDA excludes stock-based compensation from EBITDA and, when appropriate, other items that management does not utilize in assessing the Company’s ongoing operating performance as set forth in the next paragraph. None of these non-GAAP financial measures are recognized terms under GAAP and do not purport to be an alternative to net income as an indicator of operating performance or any other GAAP measure.

All of the items included in the reconciliation from net income to EBITDA and from EBITDA to Adjusted EBITDA are either (i) non-cash items (e.g., depreciation, amortization of purchased intangibles, stock-based compensation, impairment losses, etc.) or (ii) items that management does not consider to be useful in assessing the Company’s ongoing operating performance (e.g., income taxes, gain or losses on sale of equipment, severance and transition costs, other expense (income), EBITDA related to discontinued operations, etc.). In the case of the non-cash items, management believes that investors can better assess the company’s operating performance if the measures are presented without such items because, unlike cash expenses, these adjustments do not affect the Company’s ability to generate free cash flow or invest in its business.

We use, and we believe investors benefit from the presentation of, EBITDA and Adjusted EBITDA in evaluating our operating performance because it provides us and our investors with an additional tool to compare our operating performance on a consistent basis by removing the impact of certain items that management believes do not directly reflect our core operations. We believe that EBITDA is useful to investors and other external users of our financial statements in evaluating our operating performance because EBITDA is widely used by investors to measure a company’s operating performance without regard to items such as interest expense, taxes, and depreciation and amortization, which can vary substantially from company to company depending upon accounting methods and book value of assets, capital structure and the method by which assets were acquired. Additionally, our fixed charge coverage ratio covenant associated with our Loan and Security Agreement with East West Bank require the use of Adjusted EBITDA in specific calculations.

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Because not all companies use identical calculations, the Company’s presentation of non-GAAP financial measures may not be comparable to other similarly titled measures of other companies. However, these measures can still be useful in evaluating the Company’s performance against its peer companies because management believes the measures provide users with valuable insight into key components of GAAP financial disclosures.

Changes in Adjusted EBITDA*

Adjusted EBITDA for the three months ended March 31, 2021 decreased by approximately $436,000 due primarily to the decrease in outside professional services incurred during the first quarter of 2020 related to our attempt to restructure our Credit Facility, as well as the increase in the CARES Act payroll tax credits recognized during the first quarter of 2021.

LIQUIDITY AND CAPITAL RESOURCES 

As of March 31, 2021, we had an outstanding principal loan balance under the amended Credit Facility of approximately $14.0 million with a weighted average interest rate of 8.25% per year. 

The following table summarizes our statements of cash flows for the three months ended March 31, 2021 and 2020 (in thousands):

	For the Three Months Ended March 31,
	2021			2020
Net cash used in operating activities	$	(2,622	)	$	(969	)
Net cash provided by (used in) investing activities		(32	)		14
Net cash provided by financing activities		4,887			509
Net increase (decrease) in Cash and Cash Equivalents		2,233			(446	)
Cash and Cash Equivalents, Beginning of Period		1,467			663
Cash and Cash Equivalents, End of Period	$	3,700		$	217

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The following table sets forth a summary of certain aspects of our balance sheet at March 31, 2021 and December 31, 2020:

	March 31, 2021		December 31, 2020
Current Assets	$	8,704	$	4,880
Total Assets	$	32,434	$	30,183
Current Liabilities	$	3,668	$	4,574
Total Liabilities	$	21,623	$	27,628
Working Capital (Current Assets net of Current Liabilities)	$	5,036	$	306
Stockholders’ Equity	$	10,811	$	2,555

 Overview:

We have accomplished several capitalization initiatives in the past year that have positioned us into a much more favorable liquidity situation. We successfully completed two equity offerings during late 2020 and early 2021 that provided aggregate net proceeds of $12.3 million. Additionally, we entered into two amendments to our Credit Facility during the third quarter of 2020 and the first quarter of 2021 that provided us with significant relief under our Credit Facility, including a $16.0 million principal reduction, and two extensions of the debt which now matures on October 15, 2022. Upon closing on our second equity offering on February 11, 2021, we made a $3.0 million principal payment on our Credit Facility.

We have relied on cash flow from operations and borrowings under the $1.0 million line of credit under our Credit Facility to satisfy our liquidity needs. Due to the funding from the two equity offerings and the restructuring and further extension of the Credit Facility, we have ample capital resources to fund operational requirements beyond the next twelve months. At March 31, 2021, in addition to cash of $3.7 million, we had $1.0 million available under the Credit Facility. Our capital requirements for the remainder of 2021 are anticipated to include, but are not limited to, operating expenses, debt servicing, and capital expenditures, including maintenance of our existing fleet of assets. Under our Amended 2017 Credit Agreement, we are restricted to capital expenditures of $1.2 million during 2021.

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Liquidity:

As of March 31, 2021, our available liquidity was $4.7 million which represented our cash balance of $3.7 million and $1.0 million availability on the line of credit under our 2017 Credit Facility. We utilize the line of credit under our 2017 Credit Facility to fund working capital requirements and investments, and during the three months ended March 31, 2021, we repaid net cash borrowings from our line of credit of approximately $701,000. 

Working Capital:

As of March 31, 2021, we had working capital of approximately $5.0 million, compared to working capital of $306,000 as of December 31, 2020. The $4.7 million increase in working capital was primarily attributable to the closing of our February 2021 Public Offering which provided net proceeds of approximately $8.8 million, partially offset by the $3.0 principal paydown of our long-term Credit Facility.

Deferred Tax Asset, net:

As of March 31, 2021, the Company had recorded a valuation allowance to reduce its net deferred tax assets to zero. 

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Cash flow from Operating Activities:

For the three months ended March 31, 2021, cash used in operating activities was approximately $2.6 million compared to $969,000 during the comparable period in 2020. The increase in cash used was attributable to the decrease in cash provided by the monetization of accounts receivable and an increase in the cash used for prepaid expenses and other current assets during the current year period, partially offset by the decrease in net loss and the increase in cash flows related to the change in accounts payable balances.

Cash flow from Investing Activities:

Cash used in investing activities during the three months ended March 31, 2021 was approximately $32,000, compared to cash provided by $14,000 during the comparable period in 2020, primarily due to proceeds received from the sale of equipment related to our discontinued operations during the prior year period, partially offset by the decrease in capital expenditures during the current year period.

Cash flow from Financing Activities:

Cash provided by financing activities for the three months ended March 31, 2021 was approximately $4.9 million, compared to $509,000 for the comparable period in 2020. The change is due to the net proceeds from our February 2021 Public Offering, partially offset by line of credit repayments and the paydown of our long-term Credit Facility during the first quarter of 2021.

Outlook: 

Over the past three years we have invested significantly in process improvement initiatives designed to make the Company operate more efficiently and take better advantage of our expanded fleet and national leadership position in frac water heating. We face a very difficult operating environment in 2021 with exploration and production companies significantly cutting back their drilling and completions plans and exerting significant pressure on us to reduce our prices for the services we provide. In order to position us in a more sustainable liquidity situation, we successfully completed two equity offerings during late 2020 and early 2021 that provided us with aggregate net proceeds of $12.3 million. Additionally, we entered into two amendments to our Credit Facility during the in late third quarter 2020 and the first quarter of 2021 that provided us with significant relief under our Credit Facility, including a $16.0 million principal reduction, and two extensions of the debt which now matures on October 15, 2022. Upon closing on our second equity offering, which occurred on February 11, 2021, we made a $3.0 million principal payment on our Credit Facility. Our business is heavily dependent on exploration and production activity levels, which fluctuate based on commodity prices, capital budgets and other factors. Activity levels significantly declined throughout 2020 due to the depression of commodity prices, the decrease in active rigs and the impacts of the COVID-19 pandemic. The economic impacts of the pandemic and the significantly lower rig counts have continued into 2021. We continue to seek opportunities to expand our business operations through organic growth, including increasing the volume of current services offered to our new and existing customers and relocating more of our equipment to increase utilization. We will also continue to expand our customer relationships while maintaining an appropriate balance between recurring maintenance work and drilling and completion related services.

Capital Commitments and Obligations:

Our capital obligations as of March 31, 2021 consist primarily the 2017 Credit Agreement which matures October 15, 2022. In addition, we also have scheduled principal payments under certain term loans, finance leases and operating leases. General terms and conditions for amounts due under these commitments and obligations are summarized in the notes to the financial statements.

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OFF-BALANCE SHEET ARRANGEMENTS

As of March 31, 2021, we had no significant off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to our stockholders.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES 

There have been no changes in our critical accounting policies since December 31, 2020. 

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We are a smaller reporting company as defined in Rule 12b-2 of the Exchange Act and are not required to provide the information under this Item.

ITEM 4. CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

We carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures, as such term is defined under Rule 13a-15(e) or 15d-15(e) promulgated under the Exchange Act, as of March 31, 2021. This evaluation was carried out under the supervision and with the participation of our Chief Executive Officer (our principal executive officer) and our Chief Financial Officer (our principal financial officer). Based on that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of March 31, 2021.

Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed in our reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in our reports filed under the Exchange Act is accumulated and communicated to our management, including our principal executive officer and our principal financial officer, as appropriate, to allow timely decisions regarding required disclosure.

Changes in Internal Control over Financial Reporting

There has been no change in the Company's internal control over financial reporting, as such term is defined under Rule 13a-15(f) of the Exchange Act, during the quarter covered by this report that has materially affected, or is reasonably likely to materially affect, its internal control over financial reporting.

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PART II

ITEM 1.LEGAL PROCEEDINGS 

None.

ITEM 1A. RISK FACTORS

See the Company’s risk factors set forth in the Company’s annual report on Form 10-K for the year ended December 31, 2020, filed on March 23, 2021, which is incorporated herein by reference.

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ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

None.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable.

ITEM 5. OTHER INFORMATION

None.

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ITEM 6. EXHIBITS 

Exhibit No.	Title
4.1*	Warrant to purchase shares of common stock issued by the Company to Cross River Partners, L.P. on February 3, 2021
10.1	Sixth Amendment to the Loan and Security Agreement and Waiver, dated as of February 1, 2021, by and among Enservco Corporation, a Delaware corporation, Dillco Fluid Service, Inc., a Kansas corporation, Heat Waves Hot Oil Service LLC, a Colorado limited liability company, Heat Waves Water Management LLC, a Colorado limited liability company, and Adler Hot Oil Service, LLC, a Delaware limited liability company, and East West Bank (1)
10.2	Note Conversion Agreement dated February 3, 2021 by and between Enservco Corporation and Cross River Partners L.P. (2)
10.3	Seventh Amendment to the Loan and Security Agreement and Waiver, dated as of April 20, 2021, by and among Enservco Corporation, a Delaware corporation, Dillco Fluid Service, Inc., a Kansas corporation, Heat Waves Hot Oil Service LLC, a Colorado limited liability company, Heat Waves Water Management LLC, a Colorado limited liability company, and Adler Hot Oil Service, LLC, a Delaware limited liability company, and East West Bank. (3)
31.1	Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (Richard A. Murphy, Principal Executive Officer). Filed herewith.
31.2	Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (Marjorie Hargrave, Principal Financial Officer). Filed herewith.
32	Certification Pursuant to 18 U.S.C. §1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (Richard A. Murphy, Chief Executive Officer, and Marjorie Hargrave, Chief Financial Officer). Filed herewith.
101.INS	XBRL Instance Document
101.SCH	XBRL Schema Document
101.CAL	XBRL Calculation Linkbase Document
101.LAB	XBRL Label Linkbase Document
101.PRE	XBRL Presentation Linkbase Document
101.DEF	XBRL Definition Linkbase Document

* Filed herewith.

(1) Incorporated by reference to Exhibit 10.1 to the registrant’s Current Report on Form 8-K filed on February 2, 2021.

(2) Incorporated by reference to Exhibit 10.1 to the registrant’s Current Report on Form 8-K filed on February 3, 2021.

(3) Incorporated by reference to Exhibit 10.1 to the registrant’s Current Report on Form 8-K filed on April 30, 2021.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	ENSERVCO CORPORATION
Date: May 13, 2021		/s/ Richard A. Murphy
		Director and Executive Chairman (Principal Executive Officer)
Date: May 13, 2021		/s/ Marjorie Hargrave
		President and Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

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EX-4.1

Exhibit 4.1

WARRANT

NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR (B) AN OPINION OF COUNSEL TO THE HOLDER (IF REQUESTED BY THE COMPANY), IN A FORM REASONABLY ACCEPTABLE TO THE COMPANY, THAT REGISTRATION IS NOT REQUIRED UNDER SAID ACT OR (II) UNLESS SOLD OR ELIGIBLE TO BE SOLD PURSUANT TO RULE 144 OR RULE 144A UNDER SAID ACT. NOTWITHSTANDING THE FOREGOING, THE SECURITIES MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN OR FINANCING ARRANGEMENT SECURED BY THE SECURITIES. THE NUMBER OF SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT MAY BE LESS THAN THE AMOUNTS SET FORTH ON THE FACE HEREOF PURSUANT TO SECTION 1(a) OF THIS WARRANT.

Enservco Corporation

Warrant to Purchase Common Stock

Date of Issuance: February 11, 2021 (“Issuance Date”)

Enservco Corporation, a Delaware corporation (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Cross River Partners, L.P., a Delaware limited partnership, the registered holder hereof or its permitted assigns (the “Holder”), is entitled, subject to the terms set forth below, to purchase from the Company, at the Exercise Price (as defined below), upon exercise of this Warrant to Purchase Common Stock (including any Warrants to Purchase Common Stock issued in exchange, transfer or replacement hereof, the “Warrant”), at any time or times beginning one year after the Issuance Date, but not after 11:59 p.m., Eastern time, on the Expiration Date (as defined below), 150,418 (subject to adjustment as provided herein) fully paid and non-assessable shares of Common Stock (as defined below) (the “Warrant Shares”). Except as otherwise defined herein, capitalized terms in this Warrant shall have the meanings set forth in Section 17. This Warrant is the Warrant issued pursuant to that certain Note Conversion Agreement dated as of February 3, 2021 by and among the Company and the Holder, as amended from time to time.

1.         Exercise of Warrant.

(a)         Mechanics of Exercise. Subject to the terms and conditions hereof (including, without limitation, the limitations set forth in Section 1(d)), this Warrant may be exercised by the Holder on any day beginning one year after the Issuance Date (an “Exercise Date”), in whole or in part, by delivery (whether via facsimile or otherwise) of a written notice, in the form attached hereto as Exhibit A (the “Exercise Notice”), of the Holder’s election to exercise this Warrant. Within one (1) Trading Day following an exercise of this Warrant as aforesaid, the Holder shall deliver payment to the Company of an amount equal to the Exercise Price multiplied by the number of Warrant Shares as to which this Warrant was so exercised (the “Aggregate Exercise Price”) in cash or via wire transfer of immediately available funds. The Holder shall not be required to deliver the original of this Warrant in order to effect an exercise hereunder. Execution and delivery of an Exercise Notice with respect to less than all of the Warrant Shares shall have the same effect as cancellation of the original of this Warrant and issuance of a new Warrant evidencing the right to purchase the remaining number of Warrant Shares. Execution and delivery of an Exercise Notice for all of the then-remaining Warrant Shares shall have the same effect as cancellation of the original of this Warrant after delivery of the Warrant Shares in accordance with the terms hereof. On or before the second (2nd) Trading Day following the date on which the Company has received an Exercise Notice, the Company shall transmit by facsimile or electronic mail an acknowledgment of confirmation of receipt of such Exercise Notice, in the form attached hereto as Exhibit B, to the Holder and the Company’s transfer agent (the “Transfer Agent”), which confirmation shall constitute an instruction to the Transfer Agent to process such Exercise Notice in accordance with the terms herein. On or before the third (3^rd) Trading Day following the date on which the Company has received such Exercise Notice (or such earlier date as required pursuant to the 1934 Act or other applicable law, rule or regulation for the settlement of a trade of such Warrant Shares initiated on the applicable Exercise Date), the Company shall (X) provided that the Transfer Agent is participating in The Depository Trust Company (“DTC”) Fast Automated Securities Transfer Program, upon the request of the Holder, credit such aggregate number of shares of Common Stock to which the Holder is entitled pursuant to such exercise to the Holder’s or its designee’s balance account with DTC through its Deposit/Withdrawal at Custodian system, or (Y) if the Transfer Agent is not participating in the DTC Fast Automated Securities Transfer Program, issue and deliver to the Holder or, at the Holder’s instruction pursuant to the Exercise Notice, the Holder’s agent or designee, in each case, sent by reputable overnight courier to the address as specified in the applicable Exercise Notice, a certificate, registered in the Company’s share register in the name of the Holder or its designee (as indicated in the applicable Exercise Notice), for the number of shares of Common Stock to which the Holder is entitled pursuant to such exercise. Upon delivery of an Exercise Notice, the Holder shall be deemed for all corporate purposes to have become the holder of record of the Warrant Shares with respect to which this Warrant has been exercised, irrespective of the date such Warrant Shares are credited to the Holder’s DTC account or the date of delivery of the certificates evidencing such Warrant Shares (as the case may be). If this Warrant is submitted in connection with any exercise pursuant to this Section 1(a) and the number of Warrant Shares represented by this Warrant submitted for exercise is greater than the number of Warrant Shares being acquired upon an exercise, then, at the request of the Holder, the Company shall as soon as practicable and in no event later than five (5) Business Days after any exercise and at its own expense, issue and deliver to the Holder (or its designee) a new Warrant (in accordance with Section 7(d)) representing the right to purchase the number of Warrant Shares purchasable immediately prior to such exercise under this Warrant, less the number of Warrant Shares with respect to which this Warrant is exercised. No fractional shares of Common Stock are to be issued upon the exercise of this Warrant, but rather the number of shares of Common Stock to be issued shall be rounded up to the nearest whole number. The Company shall pay any and all transfer, stamp, issuance and similar taxes, costs and expenses (including, without limitation, fees and expenses of the Transfer Agent) that may be payable with respect to the issuance and delivery of Warrant Shares upon exercise of this Warrant. Notwithstanding the foregoing, the Company’s failure to deliver Warrant Shares to the Holder on or prior to the later of (i) three (3) Trading Days after receipt of the applicable Exercise Notice (or such earlier date as required pursuant to the 1934 Act or other applicable law, rule or regulation for the settlement of a trade of such Warrant Shares initiated on the applicable Exercise Date) and (ii) one (1) Trading Day after the Company’s receipt of the Aggregate Exercise Price (such later date, the “Share Delivery Deadline”) shall not be deemed to be a breach of this Warrant.

(b)         Exercise Price. For purposes of this Warrant, “Exercise Price” means, as of any given Exercise Date, $2.507 per share.

(c)         Disputes. In the case of a dispute as to the determination of the Exercise Price or the arithmetic calculation of the number of Warrant Shares to be issued pursuant to the terms hereof, the Company shall promptly issue to the Holder the number of Warrant Shares that are not disputed and resolve such dispute in accordance with Section 13.

(d)         Limitations on Exercises.

(i)         Principal Market Regulation. The Company shall not issue any shares of Common Stock upon the exercise of this Warrant if the issuance of such shares of Common Stock would exceed the aggregate number of shares of Common Stock which the Company may issue without breaching the Company’s obligations under the rules or regulations of the Principal Market (the number of shares which may be issued without violating such rules and regulations, the “Exchange Cap”), except that such limitation shall not apply in the event that the Company (A) obtains the approval of its stockholders as required by the applicable rules of the Principal Market for issuances of shares of Common Stock in excess of such amount or (B) obtains a written opinion from outside counsel to the Company that such approval is not required, which opinion shall be reasonably satisfactory to the Holder or (C) obtains a waiver from the Principal Market of the applicable rules of such Principal Market for the issuance of shares of Common Stock in excess of such amount. Until such approval or such written opinion is obtained, Holder shall not be issued in the aggregate, upon exercise of the Warrant, shares of Common Stock in an amount greater than the Exchange Cap as of the Issuance Date.

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(e)         Reservation of Shares.

(i)         Required Reserve Amount. So long as this Warrant remains outstanding, the Company shall at all times keep reserved for issuance under this Warrant a number of shares of Common Stock at least equal to 125% of the maximum number of shares of Common Stock issuable hereunder (without regard to any limitations on exercise) (the “Required Reserve Amount”); provided that at no time shall the number of shares of Common Stock reserved pursuant to this Section 1(e)(i) be reduced other than proportionally in connection with any exercise or redemption of this Warrant or such other event covered by Section 2(a) below.

(ii)         Insufficient Authorized Shares. If, notwithstanding Section 1(e)(i) above, and not in limitation thereof, at any time while this Warrant remain outstanding, the Company does not have a sufficient number of authorized and unreserved shares of Common Stock to satisfy its obligation to reserve the Required Reserve Amount (an “Authorized Share Failure”), then the Company shall immediately take all action necessary to increase the Company’s authorized shares of Common Stock to an amount sufficient to allow the Company to reserve the Required Reserve Amount. Without limiting the generality of the foregoing sentence, as soon as practicable after the date of the occurrence of an Authorized Share Failure, but in no event later than ninety (90) days after the occurrence of such Authorized Share Failure, the Company shall hold a meeting of its stockholders or complete a consent solicitation in lieu of a meeting for the approval of an increase in the number of authorized shares of Common Stock. In connection with such meeting, the Company shall provide each stockholder with a proxy statement and shall use its reasonable best efforts to solicit its stockholders’ approval of such increase in authorized shares of Common Stock and to cause its board of directors to recommend to the stockholders that they approve such proposal.

2.         ADJUSTMENT OF EXERCISE PRICE AND NUMBER OF WARRANT SHARES. The Exercise Price and number of Warrant Shares issuable upon exercise of this Warrant are subject to adjustment from time to time as set forth in this Section 2.

(a)         Stock Dividends and Splits. Without limiting any provision of Section 2(b) or Section 4, if the Company, at any time on or after the Issuance Date, (i) pays a stock dividend on one or more classes of its then outstanding shares of Common Stock or otherwise makes a distribution on any class of capital stock that is payable in shares of Common Stock, (ii) subdivides (by any stock split, stock dividend, recapitalization or otherwise) one or more classes of its then outstanding shares of Common Stock into a larger number of shares or (iii) combines (by combination, reverse stock split or otherwise) one or more classes of its then outstanding shares of Common Stock into a smaller number of shares, then in each such case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to clause (i) of this paragraph shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution, and any adjustment pursuant to clause (ii) or (iii) of this paragraph shall become effective immediately after the effective date of such subdivision or combination.

(b)         Number of Warrant Shares. Simultaneously with any adjustment to the Exercise Price pursuant to paragraphs (a) or (d) of this Section 2, the number of Warrant Shares that may be purchased upon exercise of this Warrant shall be increased or decreased proportionately, so that after such adjustment the aggregate Exercise Price payable hereunder for the adjusted number of Warrant Shares shall be the same as the aggregate Exercise Price in effect immediately prior to such adjustment (without regard to any limitations on exercise contained herein).

(c)         Stock Combination Event Adjustment. If at any time and from time to time on or after the Issuance Date there occurs any stock split, stock dividend, stock combination recapitalization or other similar transaction involving the Common Stock (each, a “Stock Combination Event”, and such date thereof, the “Stock Combination Event Date”) and the Event Market Price is less than the Exercise Price then in effect (after giving effect to the adjustment in clause 2(a) above), then on the sixteenth (16th) Trading Day immediately following such Stock Combination Event, the Exercise Price then in effect on such sixteenth (16th) Trading Day (after giving effect to the adjustment in clause 2(b) above) shall be reduced (but in no event increased) to the Event Market Price. For the avoidance of doubt, if the adjustment in the immediately preceding sentence would otherwise result in an increase in the Exercise Price hereunder, no adjustment shall be made.

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(d)         Other Events. In the event that the Company shall take any action to which the provisions hereof are not strictly applicable, or, if applicable, would not operate to protect the Holder from dilution or if any event occurs of the type contemplated by the provisions of this Section 2 but not expressly provided for by such provisions (including, without limitation, the granting of stock appreciation rights, phantom stock rights or other rights with equity features), then the Company’s board of directors shall in good faith determine and implement an appropriate adjustment in the Exercise Price and the number of Warrant Shares (if applicable) so as to protect the rights of the Holder, provided that no such adjustment pursuant to this Section 2(e) will increase the Exercise Price or decrease the number of Warrant Shares as otherwise determined pursuant to this Section 2, provided further that if the Holder does not accept such adjustments as appropriately protecting its interests hereunder against such dilution, then the Company’s board of directors and the Holder shall agree, in good faith, upon an independent investment bank of nationally recognized standing to make such appropriate adjustments, whose determination shall be final and binding absent manifest error and whose fees and expenses shall be borne by the Company.

(e)         Calculations. All calculations under this Section 2 shall be made by rounding to the nearest cent or the nearest 1/100^th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issuance or sale of Common Stock.

(f)         Voluntary Adjustment by Company. The Company may at any time during the term of this Warrant, with the prior written consent of the Holder, reduce the then current Exercise Price to any amount and for any period of time deemed appropriate by the board of directors of the Company.

3.          [Reserved].

4.         FUNDAMENTAL TRANSACTIONS. The Company shall not enter into or be party to a Fundamental Transaction unless the Successor Entity assumes in writing all of the obligations of the Company under this Warrant in accordance with the provisions of this Section 4 pursuant to written agreements in form and substance satisfactory to the Holder, including agreements to deliver to the Holder in exchange for this Warrant a security of the Successor Entity evidenced by a written instrument substantially similar in form and substance to this Warrant, including, without limitation, which is exercisable for a corresponding number of shares of capital stock equivalent to the shares of Common Stock acquirable and receivable upon exercise of this Warrant (a “Successor Entity Security”) (without regard to any limitations on the exercise of this Warrant) prior to such Fundamental Transaction, and with an exercise price which applies the exercise price hereunder to such shares of capital stock (but taking into account the relative value of the shares of Common Stock pursuant to such Fundamental Transaction and the value of such shares of capital stock, such adjustments to the number of shares of capital stock and such exercise price being for the purpose of protecting the economic value of this Warrant immediately prior to the consummation of such Fundamental Transaction). Upon the consummation of a Fundamental Transaction, the Successor Entity shall succeed to, and be substituted for (so that from and after the date of the applicable Fundamental Transaction, the provisions of this Warrant referring to the “Company” shall refer instead to the Successor Entity), and may exercise every right and power of the Company and shall assume all of the obligations of the Company under this Warrant with the same effect as if such Successor Entity had been named as the Company herein. In addition to and not in substitution for any other rights hereunder, prior to the consummation of a Fundamental Transaction pursuant to which holders of shares of Common Stock are entitled to receive securities with respect to or in exchange for shares of Common Stock (a “Corporate Event”), the Company shall make appropriate provision to insure that the Holder will thereafter have the right to receive upon an exercise of this Warrant at any time after the consummation of the applicable Fundamental Transaction but prior to the Expiration Date, in lieu of the shares of the Common Stock issuable upon the exercise of the Warrant prior to such Fundamental Transaction, such shares of stock (including warrants or other purchase or subscription rights) which the Holder would have been entitled to receive upon the happening of the applicable Fundamental Transaction had this Warrant been exercised immediately prior to the applicable Fundamental Transaction (without regard to any limitations on the exercise of this Warrant). Provision made pursuant to the preceding sentence shall be in a form and substance reasonably satisfactory to the Holder.

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5.         NONCIRCUMVENTION. The Company hereby covenants and agrees that the Company will not, by amendment of its Certificate of Incorporation, Bylaws or through any reorganization, transfer of assets, consolidation, merger, scheme of arrangement, dissolution, issuance or sale of securities, or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms of this Warrant, and will at all times in good faith carry out all the provisions of this Warrant and take all action as may be required to protect the rights of the Holder. Without limiting the generality of the foregoing, the Company (a) shall not increase the par value of any shares of Common Stock receivable upon the exercise of this Warrant above the Exercise Price, and (b) shall take all such actions as may be necessary or appropriate in order that the Company may validly and legally issue fully paid and non-assessable shares of Common Stock upon the exercise of this Warrant. Notwithstanding anything herein to the contrary, if after the sixty (60) calendar day anniversary of the Issuance Date, the Holder is not permitted to exercise this Warrant in full for any reason (other than pursuant to restrictions set forth in Section 1(d) hereof), the Company shall use its best efforts to promptly remedy such failure, including, without limitation, obtaining such consents or approvals as necessary to permit such exercise into shares of Common Stock.

6.         WARRANT HOLDER NOT DEEMED A STOCKHOLDER. Except as otherwise specifically provided herein, the Holder, solely in its capacity as a holder of this Warrant, shall not be entitled to vote or receive dividends or be deemed the holder of share capital of the Company for any purpose, nor shall anything contained in this Warrant be construed to confer upon the Holder, solely in its capacity as the Holder of this Warrant, any of the rights of a stockholder of the Company or any right to vote, give or withhold consent to any corporate action (whether any reorganization, issue of stock, reclassification of stock, consolidation, merger, conveyance or otherwise), receive notice of meetings, receive dividends or subscription rights, or otherwise, prior to the issuance to the Holder of the Warrant Shares which it is then entitled to receive upon the due exercise of this Warrant. In addition, nothing contained in this Warrant shall be construed as imposing any liabilities on the Holder to purchase any securities (upon exercise of this Warrant or otherwise) or as a stockholder of the Company, whether such liabilities are asserted by the Company or by creditors of the Company. Notwithstanding this Section 6, the Company shall provide the Holder with copies of the same notices and other information given to the stockholders of the Company generally, contemporaneously with the giving thereof to the stockholders.

7.         REISSUANCE OF WARRANTS.

(a)         Transfer of Warrant. If this Warrant is to be transferred, the Holder shall surrender this Warrant to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Warrant (in accordance with Section 7(d)), registered as the Holder may request, representing the right to purchase the number of Warrant Shares being transferred by the Holder and, if less than the total number of Warrant Shares then underlying this Warrant is being transferred, a new Warrant (in accordance with Section 7(d)) to the Holder representing the right to purchase the number of Warrant Shares not being transferred.

(b)         Lost, Stolen or Mutilated Warrant. Upon receipt by the Company of evidence reasonably satisfactory to the Company of the loss, theft, destruction or mutilation of this Warrant (as to which a written certification and the indemnification contemplated below shall suffice as such evidence), and, in the case of loss, theft or destruction, of any indemnification undertaking by the Holder to the Company in customary and reasonable form and, in the case of mutilation, upon surrender and cancellation of this Warrant, the Company shall execute and deliver to the Holder a new Warrant (in accordance with Section 7(d)) representing the right to purchase the Warrant Shares then underlying this Warrant.

(c)         Exchangeable for Multiple Warrants. This Warrant is exchangeable, upon the surrender hereof by the Holder at the principal office of the Company, for a new Warrant or Warrants (in accordance with Section 7(d)) representing in the aggregate the right to purchase the number of Warrant Shares then underlying this Warrant, and each such new Warrant will represent the right to purchase such portion of such Warrant Shares as is designated by the Holder at the time of such surrender; provided, however, no warrants for fractional shares of Common Stock shall be given.

(d)         Issuance of New Warrants. Whenever the Company is required to issue a new Warrant pursuant to the terms of this Warrant, such new Warrant (i) shall be of like tenor with this Warrant, (ii) shall represent, as indicated on the face of such new Warrant, the right to purchase the Warrant Shares then underlying this Warrant (or in the case of a new Warrant being issued pursuant to Section 7(a) or Section 7(c), the Warrant Shares designated by the Holder which, when added to the number of shares of Common Stock underlying the other new Warrants issued in connection with such issuance, does not exceed the number of Warrant Shares then underlying this Warrant), (iii) shall have an issuance date, as indicated on the face of such new Warrant which is the same as the Issuance Date, and (iv) shall have the same rights and conditions as this Warrant.

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8.         NOTICES.

(a)         Timing of Notices. The Company shall provide the Holder with prompt written notice of all actions taken pursuant to this Warrant (other than the issuance of shares of Common Stock upon exercise in accordance with the terms hereof), including in reasonable detail a description of such action and the reason therefor. Without limiting the generality of the foregoing, the Company will give written notice to the Holder (i) immediately upon each adjustment of the Exercise Price and the number of Warrant Shares, setting forth in reasonable detail, and certifying, the calculation of such adjustment(s), (ii) at least fifteen (15) days prior to the date on which the Company closes its books or takes a record (A) with respect to any dividend or distribution upon the shares of Common Stock, (B) with respect to any grants, issuances or sales of any Options, Convertible Securities or rights to purchase stock, warrants, securities or other property to holders of shares of Common Stock or (C) for determining rights to vote with respect to any Fundamental Transaction, dissolution or liquidation, provided in each case that such information shall be made known to the public prior to or in conjunction with such notice being provided to the Holder, (iii) at least ten (10) Trading Days prior to the consummation of any Fundamental Transaction, setting forth in reasonable detail any material events with respect to such Event of Default and any efforts by the Company to cure such Event of Default.

(b)         Written Notices. All notices and other communications to any party herein to be effective shall be in writing and shall be delivered by hand or overnight courier service, mailed by certified or registered mail, email, or sent by facsimile as follows:

To the Holder:	Cross River Partners LP
	31 Bailey Avenue, Suite D
	Ridgefield, CT 06877
	Email: rmurphy@cross-river.com
	Attention: Richard Murphy
To the Company:	Enservco Corporation
	14133 County Road 9 ½
	Longmont, Colorado  80504
	Email: rmurphy@enservco.com
	Facsimile: 720-974-3417
	Attention: Richard A. Murphy
	with a copy to
	Maslon LLP
	3300 Wells Fargo Center
	90 South Seventh Street
	Minneapolis, MN 55402
	Email: doug.holod@maslon.com
	Facsimile: 612-642-8313
	Attention: Doug Holod, Esq.

Any party hereto may change its address or facsimile number for notices and other communications hereunder by notice to the other parties hereto. All such notices and other communications shall, when transmitted by overnight delivery, or faxed, be effective when delivered for overnight (next-day) delivery, or transmitted in legible form by facsimile machine, respectively, or if mailed, upon the third Business Day after the date deposited into the mail or if delivered, upon delivery.

(c)         Email Communications. Notices and other communications to the Lender hereunder may be delivered or furnished by email. Unless the Lender otherwise prescribes, notices and other communications sent to an email address shall be deemed received upon the sender’s receipt of an acknowledgement from the intended recipient (such as by the “return receipt requested” function, as available, return email or other written acknowledgement); provided that if such notice or other communication is not sent during the normal business hours of the recipient, such notice or communication shall be deemed to have been sent at the opening of business on the next business day for the recipient.

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9.           AMENDMENT AND WAIVER. Except as otherwise provided herein, the provisions of this Warrant (other than Section 1(d)) may be amended and the Company may take any action herein prohibited, or omit to perform any act herein required to be performed by it, only if the Company has obtained the written consent of the Holder. No waiver shall be effective unless it is in writing and signed by an authorized representative of the waiving party.

10.        SEVERABILITY. If any provision of this Warrant is prohibited by law or otherwise determined to be invalid or unenforceable by a court of competent jurisdiction, the provision that would otherwise be prohibited, invalid or unenforceable shall be deemed amended to apply to the broadest extent that it would be valid and enforceable, and the invalidity or unenforceability of such provision shall not affect the validity of the remaining provisions of this Warrant so long as this Warrant as so modified continues to express, without material change, the original intentions of the parties as to the subject matter hereof and the prohibited nature, invalidity or unenforceability of the provision(s) in question does not substantially impair the respective expectations or reciprocal obligations of the parties or the practical realization of the benefits that would otherwise be conferred upon the parties. The parties will endeavor in good faith negotiations to replace the prohibited, invalid or unenforceable provision(s) with a valid provision(s), the effect of which comes as close as possible to that of the prohibited, invalid or unenforceable provision(s).

11.         GOVERNING LAW. This Warrant shall be governed by and construed and enforced in accordance with, and all questions concerning the construction, validity, interpretation and performance of this Warrant shall be governed by, the internal laws of the State of Delaware, without giving effect to any choice of law or conflict of law provision or rule (whether of the State of Delaware or any other jurisdictions) that would cause the application of the laws of any jurisdictions other than the State of Delaware. The Company hereby irrevocably submits to the exclusive jurisdiction of the state and federal courts located in the State of Delaware for the adjudication of any dispute hereunder or in connection herewith or with any transaction contemplated hereby or discussed herein, and hereby irrevocably waives, and agrees not to assert in any suit, action or proceeding, any claim that it is not personally subject to the jurisdiction of any such court, that such suit, action or proceeding is brought in an inconvenient forum or that the venue of such suit, action or proceeding is improper. Nothing contained herein shall be deemed to limit in any way any right to serve process in any manner permitted by law. Nothing contained herein shall be deemed or operate to preclude the Holder from bringing suit or taking other legal action against the Company in any other jurisdiction to collect on the Company’s obligations to the Holder, to realize on any collateral or any other security for such obligations, or to enforce a judgment or other court ruling in favor of the Holder. THE COMPANY HEREBY IRREVOCABLY WAIVES ANY RIGHT IT MAY HAVE TO, AND AGREES NOT TO REQUEST, A JURY TRIAL FOR THE ADJUDICATION OF ANY DISPUTE HEREUNDER OR IN CONNECTION WITH OR ARISING OUT OF THIS WARRANT OR ANY TRANSACTION CONTEMPLATED HEREBY.

12.        CONSTRUCTION; HEADINGS. This Warrant shall be deemed to be jointly drafted by the Company and the Holder and shall not be construed against any Person as the drafter hereof. The headings of this Warrant are for convenience of reference and shall not form part of, or affect the interpretation of, this Warrant.

13.         DISPUTE RESOLUTION.

(a)         In the case of a dispute relating to the Exercise Price, the Closing Sale Price, Black Scholes Consideration Value or fair market value or the arithmetic calculation of the number of Warrant Shares (as the case may be) (including, without limitation, a dispute relating to the determination of any of the foregoing), the Company or the Holder (as the case may be) shall submit the dispute to the other party via facsimile (A) if by the Company, within two (2) Business Days after the occurrence of the circumstances giving rise to such dispute or (B) if by the Holder, at any time after the Holder learned of the circumstances giving rise to such dispute. If the Holder and the Company are unable to promptly resolve such dispute relating to such Exercise Price, such Closing Sale Price, such Black Scholes Consideration Value or such fair market value or such arithmetic calculation of the number of Warrant Shares (as the case may be), at any time after the second (2^nd) Business Day following such initial notice by the Company or the Holder (as the case may be) of such dispute to the Company or the Holder (as the case may be), then the Holder may, at its sole option, select an independent, reputable investment bank to resolve such dispute.

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(b)         The Holder and the Company shall each deliver to such investment bank (A) a copy of the initial dispute submission so delivered in accordance with the first sentence of this Section 13 and (B) written documentation supporting its position with respect to such dispute, in each case, no later than 5:00 p.m. (Eastern time) by the fifth (5^th) Business Day immediately following the date on which the Holder selected such investment bank (the “Dispute Submission Deadline”) (the documents referred to in the immediately preceding clauses (A) and (B) are collectively referred to herein as the “Required Dispute Documentation”) (it being understood and agreed that if either the Holder or the Company fails to so deliver all of the Required Dispute Documentation by the Dispute Submission Deadline, then the party who fails to so submit all of the Required Dispute Documentation shall no longer be entitled to (and hereby waives its right to) deliver or submit any written documentation or other support to such investment bank with respect to such dispute and such investment bank shall resolve such dispute based solely on the Required Dispute Documentation that was delivered to such investment bank prior to the Dispute Submission Deadline). Unless otherwise agreed to in writing by both the Company and the Holder or otherwise requested by such investment bank, neither the Company nor the Holder shall be entitled to deliver or submit any written documentation or other support to such investment bank in connection with such dispute (other than the Required Dispute Documentation).

(c)         The Company and the Holder shall cause such investment bank to determine the resolution of such dispute and notify the Company and the Holder of such resolution no later than ten (10) Business Days immediately following the Dispute Submission Deadline. The fees and expenses of such investment bank shall be borne solely by the Company, and such investment bank’s resolution of such dispute shall be final and binding upon all parties absent manifest error.

14.        REMEDIES, CHARACTERIZATION, OTHER OBLIGATIONS, BREACHES AND INJUNCTIVE RELIEF. The remedies provided in this Warrant shall be cumulative and in addition to all other remedies available under this Warrant, at law or in equity (including a decree of specific performance and/or other injunctive relief). The Company covenants to the Holder that there shall be no characterization concerning this instrument other than as expressly provided herein. Amounts set forth or provided for herein with respect to payments, exercises and the like (and the computation thereof) shall be the amounts to be received by the Holder and shall not, except as expressly provided herein, be subject to any other obligation of the Company (or the performance thereof). The Company acknowledges that a breach by it of its obligations hereunder will cause irreparable harm to the Holder and that the remedy at law for any such breach may be inadequate. The Company therefore agrees that, in the event of any such breach or threatened breach, the holder of this Warrant shall be entitled, in addition to all other available remedies, to an injunction restraining any breach, without the necessity of showing economic loss and without any bond or other security being required. The Company shall provide all information and documentation to the Holder that is requested by the Holder to enable the Holder to confirm the Company’s compliance with the terms and conditions of this Warrant (including, without limitation, compliance with Section 2 hereof). The issuance of shares and certificates for shares as contemplated hereby upon the exercise of this Warrant shall be made without charge to the Holder or such shares for any issuance tax or other costs in respect thereof, provided that the Company shall not be required to pay any tax which may be payable in respect of any transfer involved in the issuance and delivery of any certificate in a name other than the Holder or its agent on its behalf.

15.         PAYMENT OF COLLECTION, ENFORCEMENT AND OTHER COSTS. If (a) this Warrant is placed in the hands of an attorney for collection or enforcement or is collected or enforced through any legal proceeding or the holder otherwise takes action to collect amounts due under this Warrant or to enforce the provisions of this Warrant or (b) there occurs any bankruptcy, reorganization, receivership of the company or other proceedings affecting company creditors’ rights and involving a claim under this Warrant, then the Company shall pay the costs incurred by the Holder for such collection, enforcement or action or in connection with such bankruptcy, reorganization, receivership or other proceeding, including, without limitation, attorneys’ fees and disbursements.

16.         [Reserved].

17.         CERTAIN DEFINITIONS. For purposes of this Warrant, the following terms shall have the following meanings:

(a)         “1933 Act” means the Securities Act of 1933, as amended, and the rules and regulations thereunder.

(b)         “1934 Act” means the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder.

8

(c)         “Adjustment Right” means any right granted with respect to any securities issued in connection with, or with respect to, any issuance or sale (or deemed issuance or sale in accordance with Section 2) of shares of Common Stock (other than rights of the type described in Section 3 and 4(a) hereof) that could result in a decrease in the net consideration received by the Company in connection with, or with respect to, such securities.

(d)         “Affiliate” means, with respect to any Person, any other Person that directly or indirectly controls, is controlled by, or is under common control with, such Person, it being understood for purposes of this definition that “control” of a Person means the power directly or indirectly either to vote 10% or more of the stock having ordinary voting power for the election of directors of such Person or direct or cause the direction of the management and policies of such Person whether by contract or otherwise.

(e)         [Reserved].

(f)         [Reserved].

(g)         “Black Scholes Consideration Value” means the value of the applicable Option, Convertible Security or Adjustment Right (as the case may be) as of the date of issuance thereof calculated using the Black Scholes Option Pricing Model obtained from the “OV” function on Bloomberg utilizing (i) an underlying price per share equal to the Closing Sale Price of the Common Stock on the Trading Day immediately preceding the public announcement of the execution of definitive documents with respect to the issuance of such Option or Convertible Security (as the case may be), (ii) a risk-free interest rate corresponding to the U.S. Treasury rate for a period equal to the remaining term of such Option, Convertible Security or Adjustment Right (as the case may be) as of the date of issuance of such Option, Convertible Security or Adjustment Right (as the case may be), (iii) a zero cost of borrow and (iv) an expected volatility equal to the greater of 100% and the 30 day volatility obtained from the “HVT” function on Bloomberg (determined utilizing a 365 day annualization factor) as of the Trading Day immediately following the date of issuance of such Option, Convertible Security or Adjustment Right (as the case may be).

(h)         “Bloomberg” means Bloomberg, L.P.

(i)         “Business Day” means any day other than Saturday, Sunday or other day on which commercial banks in State of Delaware are authorized or required by law to remain closed.

(j)         “Closing Sale Price” means, for any security as of any date, the last closing trade price for such security on the Principal Market, as reported by Bloomberg, or, if the Principal Market begins to operate on an extended hours basis and does not designate the closing trade price, then the last trade price of such security prior to 4:00:00 p.m., Eastern time, as reported by Bloomberg, or, if the Principal Market is not the principal securities exchange or trading market for such security, the last trade price of such security on the principal securities exchange or trading market where such security is listed or traded as reported by Bloomberg, or if the foregoing does not apply, the last trade price of such security in the over-the-counter market on the electronic bulletin board for such security as reported by Bloomberg, or, if no last trade price is reported for such security by Bloomberg, the average of the ask prices of any market makers for such security as reported in the “pink sheets” by OTC Markets Group Inc. (formerly Pink Sheets LLC). If the Closing Sale Price cannot be calculated for a security on a particular date on any of the foregoing bases, the Closing Sale Price of such security on such date shall be the fair market value as mutually determined by the Company and the Holder. If the Company and the Holder are unable to agree upon the fair market value of such security, then such dispute shall be resolved in accordance with the procedures in Section 13. All such determinations shall be appropriately adjusted for any stock dividend, stock split, stock combination or other similar transaction during such period.

(k)         “Common Stock” means (i) the Company’s shares of common stock, $0.005 par value per share, and (ii) any capital stock into which such common stock shall have been changed or any share capital resulting from a reclassification of such common stock.

(l)         “Convertible Securities” means any stock or other security (other than Options) that is at any time and under any circumstances, directly or indirectly, convertible into, exercisable or exchangeable for, or which otherwise entitles the holder thereof to acquire, any shares of Common Stock.

9

(m)         “Eligible Market” means The New York Stock Exchange, the Nasdaq Capital Market, the Nasdaq Global Select Market, the Nasdaq Global Market, the OTCQX, the OTCQB or the Principal Market.

(n)         “Event Market Price” means, with respect to any Stock Combination Event Date, the quotient determined by dividing (x) the sum of the VWAP of the Common Stock for each of the five (5) lowest Trading Days during the fifteen (15) consecutive Trading Day period ending and including the Trading Day immediately preceding the sixteenth (16th) Trading Day after such Stock Combination Event Date, divided by (y) five (5).

(o)         [Reserved].

(p)         Expiration Date” means the date that is the sixty month anniversary of the Issuance Date or, if such date falls on a day other than a Trading Day or on which trading does not take place on the Principal Market (a “Holiday”), the next date that is not a Holiday.

(q)         [Reserved].

(r)         “Fundamental Transaction” means (A) that the Company shall, directly or indirectly, including through subsidiaries, Affiliates or otherwise, in one or more related transactions, (i) consolidate or merge with or into (whether or not the Company is the surviving corporation) another Subject Entity, or (ii) sell, assign, transfer, convey or otherwise dispose of all or substantially all of the properties or assets of the Company or any of its “significant subsidiaries” (as defined in Rule 1-02 of Regulation S-X) to one or more Subject Entities, or (iii) make, or allow one or more Subject Entities to make, or allow the Company to be subject to or have its Common Stock be subject to or party to one or more Subject Entities making, a purchase, tender or exchange offer that is accepted by the holders of at least either (x) 50% of the outstanding shares of Common Stock, (y) 50% of the outstanding shares of Common Stock calculated as if any shares of Common Stock held by all Subject Entities making or party to, or Affiliated with any Subject Entities making or party to, such purchase, tender or exchange offer were not outstanding; or (z) such number of shares of Common Stock such that all Subject Entities making or party to, or Affiliated with any Subject Entity making or party to, such purchase, tender or exchange offer, become collectively the beneficial owners (as defined in Rule 13d-3 under the 1934 Act) of at least 50% of the outstanding shares of Common Stock, or (iv) consummate a stock or share purchase agreement or other business combination (including, without limitation, a reorganization, recapitalization, spin-off or scheme of arrangement) with one or more Subject Entities whereby all such Subject Entities, individually or in the aggregate, acquire, either (x) at least 50% of the outstanding shares of Common Stock, (y) at least 50% of the outstanding shares of Common Stock calculated as if any shares of Common Stock held by all the Subject Entities making or party to, or Affiliated with any Subject Entity making or party to, such stock purchase agreement or other business combination were not outstanding; or (z) such number of shares of Common Stock such that the Subject Entities become collectively the beneficial owners (as defined in Rule 13d-3 under the 1934 Act) of at least 50% of the outstanding shares of Common Stock, or (v) reorganize, recapitalize or reclassify its Common Stock, (B) that the Company shall, directly or indirectly, including through subsidiaries, Affiliates or otherwise, in one or more related transactions, allow any Subject Entity individually or the Subject Entities in the aggregate to be or become the “beneficial owner” (as defined in Rule 13d-3 under the 1934 Act), directly or indirectly, whether through acquisition, purchase, assignment, conveyance, tender, tender offer, exchange, reduction in outstanding shares of Common Stock, merger, consolidation, business combination, reorganization, recapitalization, spin-off, scheme of arrangement, reorganization, recapitalization or reclassification or otherwise in any manner whatsoever, of either (x) at least 50% of the aggregate ordinary voting power represented by issued and outstanding Common Stock, (y) at least 50% of the aggregate ordinary voting power represented by issued and outstanding Common Stock not held by all such Subject Entities as of the date of this Warrant calculated as if any shares of Common Stock held by all such Subject Entities were not outstanding, or (z) a percentage of the aggregate ordinary voting power represented by issued and outstanding shares of Common Stock or other equity securities of the Company sufficient to allow such Subject Entities to effect a statutory short form merger or other transaction requiring other shareholders of the Company to surrender their shares of Common Stock without approval of the shareholders of the Company or (C) directly or indirectly, including through subsidiaries, Affiliates or otherwise, in one or more related transactions, the issuance of or the entering into any other instrument or transaction structured in a manner to circumvent, or that circumvents, the intent of this definition in which case this definition shall be construed and implemented in a manner otherwise than in strict conformity with the terms of this definition to the extent necessary to correct this definition or any portion of this definition which may be defective or inconsistent with the intended treatment of such instrument or transaction.

10

(s)         “Group” means a “group” as that term is used in Section 13(d) of the 1934 Act and as defined in Rule 13d-5 thereunder.

(t)         [Reserved].

(u)         [Reserved].

(v)         “Options” means any rights, warrants or options to subscribe for or purchase shares of Common Stock or Convertible Securities.

(w)         “Parent Entity” of a Person means an entity that, directly or indirectly, controls the applicable Person and whose common stock or equivalent equity security is quoted or listed on an Eligible Market, or, if there is more than one such Person or Parent Entity, the Person or Parent Entity with the largest public market capitalization as of the date of consummation of the Fundamental Transaction.

(x)         “Person” means an individual, a limited liability company, a partnership, a joint venture, a corporation, a trust, an unincorporated organization, any other entity or a government or any department or agency thereof.

(y)         “Principal Market” means the NYSE American, (or, if the shares of Common Stock are not listed on the NYSE American, and are listed on one or more Eligible Markets, the primary Eligible Market in which the shares of Common Stock are then listed).

(z)         [Reserved].

(aa)         “SEC” means the United States Securities and Exchange Commission or the successor thereto.

(bb)         “Subject Entity” means any Person, Persons or Group or any Affiliate or associate of any such Person, Persons or Group.

(cc)         “Successor Entity” means the Person (or, if so elected by the Holder, the Parent Entity) formed by, resulting from or surviving any Fundamental Transaction or the Person (or, if so elected by the Holder, the Parent Entity) with which such Fundamental Transaction shall have been entered into.

(dd)         “Trading Day” means, as applicable, (x) with respect to all price or trading volume determinations relating to the Common Stock, any day on which the Common Stock is traded on the Principal Market, or, if the Principal Market is not the principal trading market for the Common Stock, then on the principal securities exchange or securities market on which the Common Stock is then traded, provided that “Trading Day” shall not include any day on which the Common Stock is scheduled to trade on such exchange or market for less than 4.5 hours or any day that the Common Stock is suspended from trading during the final hour of trading on such exchange or market (or if such exchange or market does not designate in advance the closing time of trading on such exchange or market, then during the hour ending at 4:00:00 p.m., Eastern time) unless such day is otherwise designated as a Trading Day in writing by the Holder or (y) with respect to all determinations other than price or trading volume determinations relating to the Common Stock, any day on which The New York Stock Exchange (or any successor thereto) is open for trading of securities.

(ee)         [Reserved].

11

(ff)         “VWAP” means, for any security as of any date, the dollar volume-weighted average price for such security on the Principal Market (or, if the Principal Market is not the principal trading market for such security, then on the principal securities exchange or securities market on which such security is then traded) during the period beginning at 9:30:01 a.m., Eastern time, and ending at 4:00:00 p.m., Eastern time, as reported by Bloomberg through its “HP” function (set to weighted average) or, if the foregoing does not apply, the dollar volume-weighted average price of such security in the over-the-counter market on the electronic bulletin board for such security during the period beginning at 9:30:01 a.m., Eastern time, and ending at 4:00:00 p.m., Eastern time, as reported by Bloomberg, or, if no dollar volume-weighted average price is reported for such security by Bloomberg for such hours, the average of the highest closing bid price and the lowest closing ask price of any of the market makers for such security as reported in the “pink sheets” by OTC Markets Group Inc. (formerly Pink Sheets LLC). If the VWAP cannot be calculated for such security on such date on any of the foregoing bases, the VWAP of such security on such date shall be the fair market value as mutually determined by the Company and the Holder. If the Company and the Holder are unable to agree upon the fair market value of such security, then such dispute shall be resolved in accordance with the procedures in Section 13. All such determinations shall be appropriately adjusted for any stock dividend, stock split, stock combination, recapitalization or other similar transaction during such period.

[signature page follows]

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IN WITNESS WHEREOF, the Company has caused this Warrant to Purchase Common Stock to be duly executed as of the Issuance Date set out above.

ENSERVCO CORPORATION

/s/ Marjorie A. Hargrave                                            

Marjorie A. Hargrave, President and Chief Financial

Officer

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EXHIBIT A

EXERCISE NOTICE

TO BE EXECUTED BY THE REGISTERED HOLDER TO EXERCISE THIS

WARRANT TO PURCHASE COMMON STOCK

ENSERVCO CORPORATION

The undersigned holder hereby exercises the right to purchase _________________ of the shares of Common Stock (“Warrant Shares”) of Enservco Corporation, a Delaware corporation (the “Company”), evidenced by Warrant to Purchase Common Stock No. ___ (the “Warrant”). Capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Warrant.

1.         Exercise Price. The Exercise Price of the Warrant is $0.20 per share; therefore, the Aggregate Exercise Price for purchase of the Warrant Shares is $                           .

2.         Payment of Exercise Price. The Holder shall pay the Aggregate Exercise Price in the sum of $___________________ to the Company in accordance with the terms of the Warrant.

3.         Delivery of Warrant Shares. The Company shall deliver to Holder, or its designee or agent as specified below, __________ shares of Common Stock in accordance with the terms of the Warrant. Delivery shall be made to Holder, or for its benefit, as follows:

☐Check here if requesting delivery as a certificate to the following name and to the following address:

☐Check here if requesting delivery by Deposit/Withdrawal at Custodian as follows:

DTC Participant:                                                                                                                           

DTC Number:                                                                                                                                

Account Number:                                                                                                                          

Name of Registered Holder:

CROSS RIVER PARTNERS, L.P.

By:                                                                                      

Print Name:                                                                        

Title:                                                                                   

Tax ID:                                                                                

Facsimile:                                                                           

Email Address:                                                                   

Date:                                        

Exercise Notice

EXHIBIT B

ACKNOWLEDGMENT

The Company hereby acknowledges this Exercise Notice and hereby directs ______________ to issue the above indicated number of shares of Common Stock in accordance with the Transfer Agent Instructions dated _________, 20___, from the Company and acknowledged and agreed to by _______________.

ENSERVCO CORPORATION

Print Name:                                                   

Title:                                                               

Acknowledgement

EX-31.1

Exhibit 31.1

CERTIFICATION

I, Richard A. Murphy, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Enservco Corporation;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected or is reasonably likely to materially affect, the registrant’s internal control over financial reporting;

5. The registrant's other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent functions):

a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: May 13, 2021	/s/ Richard A. Murphy
	Director and Executive Chairman (Principal Executive Officer)

EX-31.2

Exhibit 31.2

CERTIFICATION

I, Marjorie Hargrave, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Enservco Corporation;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected or is reasonably likely to materially affect, the registrant’s internal control over financial reporting;

5. The registrant's other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent functions):

a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: May 13, 2021	/s/ Marjorie Hargrave
	President and Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

EX-32

 Exhibit 32

ENSERVCO CORPORATION

Certification pursuant to 18 U.S.C. §1350 of the

Chief Executive Officer and Chief Financial Officer

In connection with the Quarterly Report on Form 10-Q (the “Report”) of Enservco Corporation (the “Company”) for the quarter ended March 31, 2021, each of the undersigned Richard A. Murphy, the Chief Executive Officer and principal executive officer of the Company, and Marjorie Hargrave, the President, Chief Financial Officer and the principal financial officer of the Company, hereby certifies pursuant to 18 U.S.C. §1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

1. The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

May 13, 2021	/s/ Richard A. Murphy
	Principal Executive Officer and Chief Executive Officer
May 13, 2021	/s/ Marjorie Hargrave
	President, Principal Financial Officer, and Chief Financial Officer

The foregoing certifications are not deemed filed with the Securities and Exchange Commission for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (Exchange Act), and are not to be incorporated by reference into any filing of Enservco Corporation under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

XML

Document And Entity Information - shares	3 Months Ended
	Mar. 31, 2021	May 10, 2021
Document Information [Line Items]
Entity Registrant Name	Enservco Corporation
Entity Central Index Key	0000319458
Trading Symbol	ensv
Current Fiscal Year End Date	--12-31
Entity Filer Category	Non-accelerated Filer
Entity Current Reporting Status	Yes
Entity Emerging Growth Company	false
Entity Small Business	true
Entity Interactive Data Current	Yes
Entity Common Stock, Shares Outstanding (in shares)		11,432,726
Entity Shell Company	false
Document Type	10-Q
Document Period End Date	Mar. 31, 2021
Document Fiscal Year Focus	2021
Document Fiscal Period Focus	Q1
Amendment Flag	false
Title of 12(b) Security	Common stock, $0.005 par value

XML

Condensed Consolidated Balance Sheets (Current Period Unaudited) - USD ($) $ in Thousands	Mar. 31, 2021	Dec. 31, 2020
Current Assets
Cash and cash equivalents	$ 3,700	$ 1,467
Accounts receivable, net	3,172	1,733
Prepaid expenses and other current assets	971	858
Inventories	334	295
Assets held for sale	527	527
Total current assets	8,704	4,880
Property and equipment, net	19,035	20,317
Goodwill	546	546
Intangible assets, net	563	617
Right-of-use asset - finance, net	110	129
Right-of-use asset - operating, net	2,708	2,918
Other assets	421	423
Non-current assets of discontinued operations	347	353
TOTAL ASSETS	32,434	30,183
Current Liabilities
Accounts payable and accrued liabilities	1,315	1,931
Senior revolving credit facility, related party (including future interest payable of $735 and $892, respectively - see Note 6)	1,318	1,593
Lease liability - finance, current	66	65
Lease liability - operating, current	847	854
Current portion of long-term debt	89	100
Current liabilities of discontinued operations	33	31
Total current liabilities	3,668	4,574
Long-Term Liabilities
Senior revolving credit facility, related party (including future interest payable of $433 and $485, respectively - see Note 6)	13,850	17,485
Subordinated debt, related party (Note 2)		1,180
Long-term debt, less current portion	2,038	2,052
Lease liability - finance, less current portion	38	55
Lease liability - operating, less current portion	1,986	2,185
Other liabilities	43	88
Long-term liabilities of discontinued operations		9
Total long-term liabilities	17,955	23,054
Total liabilities	21,623	27,628
Commitments and Contingencies (Note 8)
Preferred stock, $.005 par value, 10,000,000 shares authorized, no shares issued or outstanding
Common stock. $.005 par value, 100,000,000 shares authorized; 11,439,630 and 6,307,868 shares issued as of March 31, 2021 and December 31, 2020, respectively; 6,907 shares of treasury stock as of March 31, 2021 and December 31, 2020, respectively; and 11,432,723 and 6,300,961 shares outstanding as of March 31, 2021 and December 31, 2020, respectively	57	32
Additional paid-in capital	40,456	30,052
Accumulated deficit	(29,702)	(27,529)
Total stockholders' equity	10,811	2,555
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$ 32,434	$ 30,183

XML

Condensed Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - USD ($) $ in Thousands	Mar. 31, 2021	Dec. 31, 2020
Senior revolving credit facility, interest payable current	$ 735	$ 892
Senior revolving credit facility, interest payable noncurrent	$ 433	$ 485
Preferred stock, par value (in dollars per share)	$ 0.005	$ 0.005
Preferred stock, shares authorized (in shares)	10,000,000	10,000,000
Preferred stock, shares issued (in shares)	0	0
Preferred stock, shares outstanding (in shares)	0	0
Common stock, par value (in dollars per share)	$ 0.005	$ 0.005
Common stock, shares authorized (in shares)	100,000,000	100,000,000
Common stock, shares issued (in shares)	11,439,630	6,307,868
Treasury stock, shares (in shares)	6,907	6,907
Common stock, shares outstanding (in shares)	11,432,723	6,300,961

XML

Condensed Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Revenue	$ 5,143	$ 9,386
Expenses
Cost of Revenue	5,109	8,465
Sales, general, and administrative expenses	1,005	1,762
Loss on disposal of assets	51	15
Depreciation and amortization	1,336	1,396
Total operating expenses	7,501	11,638
Loss from Operations	(2,358)	(2,252)
Other (expense) income
Interest expense	(33)	(641)
Other income	226	20
Total other income (expense)	193	(621)
Loss from continuing operations before taxes	(2,165)	(2,873)
Income tax expense
Loss from continuing operations	(2,165)	(2,873)
(Loss) income from discontinued operations (Note 5)	(8)	36
Net loss	$ (2,173)	$ (2,837)
Loss from continuing operations per common share - basic and diluted (in dollars per share)	$ (0.24)	$ (0.78)
(Loss) income from discontinued operations per common share - basic and diluted (in dollars per share)		0.01
Net loss per share - basic and diluted (in dollars per share)	$ (0.24)	$ (0.77)
Weighted average number of common shares outstanding - basic and diluted (in shares)	9,187	3,701
Production Services [Member]
Revenue	$ 1,844	$ 3,202
Expenses
Cost of Revenue	1,967	3,494
Depreciation and amortization	528	671
Completion Services [Member]
Revenue	3,299	6,184
Expenses
Cost of Revenue	3,142	4,971
Depreciation and amortization	$ 712	$ 647

XML

Consolidated Statements of Stockholders' Equity (Deficit) (Unaudited) - USD ($) shares in Thousands, $ in Thousands	Common Stock Outstanding [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Total
Balance (in shares) at Dec. 31, 2019	3,703
Balance at Dec. 31, 2019	$ 19	$ 22,325	$ (25,020)	$ (2,676)
Stock-based compensation		39		39
Restricted share cancellation (in shares)	(2)
Restricted share cancellation
Net loss			(2,837)	(2,837)
Balance (in shares) at Mar. 31, 2020	3,701
Balance at Mar. 31, 2020	$ 19	22,364	(2,837)	(5,474)
Balance (in shares) at Dec. 31, 2020	6,301
Balance at Dec. 31, 2020	$ 32	30,052	(27,529)	2,555
Stock-based compensation		24		24
Net loss			(2,173)	(2,173)
Shares issued in offering, net of issuance costs (in shares)	4,200
Shares issued in offering, net of issuance costs	$ 21	8,824		8,845
Shares issued to Cross River Partners, L.P. in subordinated debt and accrued interest conversion, net of discount (in shares)	602
Shares issued to Cross River Partners, L.P. in subordinated debt and accrued interest conversion, net of discount	$ 3	1,246		1,249
Restricted share issuances (in shares)	330
Restricted share issuances	$ 1	310		311
Balance (in shares) at Mar. 31, 2021	11,433
Balance at Mar. 31, 2021	$ 57	$ 40,456	$ (29,702)	$ 10,811

XML

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
OPERATING ACTIVITIES
Net loss	$ (2,173,000)	$ (2,837,000)
Net (loss) income from discontinued operations	(8,000)	36,000
Net loss from continuing operations	(2,165,000)	(2,873,000)
Adjustments to reconcile net loss to net cash used in operating activities
Depreciation and amortization	1,336,000	1,396,000
Loss on disposal of equipment	51,000	15,000
Board compensation issued in equity	311,000
Stock-based compensation	24,000	39,000
Amortization of debt issuance costs and discount	8,000	47,000
Provision for bad debt expense	38,000	300,000
Changes in operating assets and liabilities
Accounts receivable	(1,476,000)	429,000
Inventories	(39,000)	39,000
Prepaid expense and other current assets	(113,000)	333,000
Amortization of operating lease assets	210,000	230,000
Other assets	2,000	15,000
Accounts payable and accrued liabilities	(556,000)	(869,000)
Operating lease liabilities	(206,000)	(204,000)
Other liabilities	(45,000)
Net cash used in operating activities - continuing operations	(2,620,000)	(1,103,000)
Net cash (used in) provided by operating activities - discontinued operations	(2,000)	134,000
Net cash used in operating activities	(2,622,000)	(969,000)
INVESTING ACTIVITIES
Purchases of property and equipment	(45,000)	(164,000)
Proceeds from disposals of property and equipment	13,000
Net cash used in investing activities - continuing operations	(32,000)	(164,000)
Net cash provided by investing activities - discontinued operations		178,000
Net cash (used in) provided by investing activities	(32,000)	14,000
FINANCING ACTIVITIES
Gross proceeds from stock issuance	9,660,000
Stock issuance costs and registration fees	(815,000)
Term loan repayment	(25,000)	(23,000)
Net line of credit (repayments) borrowings	(701,000)	595,000
TDR accrued future interest payments	(209,000)
Payments of finance leases	(22,000)	(30,000)
Net cash provided by financing activities - continuing operations	4,888,000	542,000
Net cash used in financing activities - discontinued operations	(1,000)	(33,000)
Net cash provided by financing activities	4,887,000	509,000
Net Increase (Decrease) in Cash and Cash Equivalents	2,233,000	(446,000)
Cash and Cash Equivalents, beginning of period	1,467,000	663,000
Cash and Cash Equivalents, end of period	3,700,000	217,000
Supplemental Cash Flow Information:
Cash paid for interest	220,000	537,000
Supplemental Disclosure of Non-cash Investing and Financing Activities:
Non-cash conversion of subordinated debt and accrued interest to common stock	1,312,000
Non-cash conversion of unamortized subordinated debt discount	61,000
Equipment Term Loan [Member]
FINANCING ACTIVITIES
Term loan repayment	$ (3,000,000)

XML

Note 1 - Basis of Presentation

3 Months Ended

Mar. 31, 2021

Notes to Financial Statements

Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block]

Note

1

– Basis of Presentation

Enservco Corporation (“Enservco”) through its wholly-owned subsidiaries (collectively referred to as the “Company”, “we” or “us”) provides various services to the domestic onshore oil and natural gas industry. These services include frac water heating (completion and other services) and hot oiling and acidizing (production services).

The accompanying unaudited condensed consolidated financial statements have been derived from the accounting records of Enservco Corporation, Heat Waves Hot Oil Service LLC (“Heat Waves”),

Dillco Fluid Service, Inc

. (“Dillco”), Heat Waves Water Management LLC (“HWWM”), and Adler Hot Oil Service, LLC ("Adler") (collectively, the “Company”) as of

March 31, 2021

and

December 31, 2020

and the results of operations for the

three

 months ended

March 31, 2021

and

2020.

The below table provides an overview of the Company

's current ownership hierarchy:

Name	State of Formation	Ownership	Business
Heat Waves Hot Oil Service LLC	Colorado	100% by Enservco	Oil and natural gas well services, including logistics and stimulation.
Adler Hot Oil Service, LLC	Delaware	100% by Enservco	Operations integrated into Heat Waves during 2019.
Heat Waves Water Management LLC	Colorado	100% by Enservco	Discontinued operations in 2019
Dillco Fluid Service, Inc	Kansas	100% by Enservco	Discontinued operation in 2018
HE Services LLC	Nevada	100% by Heat Waves	No active business operations. Owned construction equipment used by Heat Waves. HE Services LLC was dissolved on December 23, 2020.

The accompanying unaudited

condensed consolidated financial statements of the Company have been prepared in accordance with accounting principles for interim financial information and with the instructions to Form

10

-Q and Article

8

of Regulation S-

X.

Accordingly, they do

not

include all of the disclosures required by generally accepted accounting principles in the United States for complete financial statements. In the opinion of management, all normal and recurring adjustments necessary to fairly present the interim financial information set forth herein have been included. The results of operations for interim periods are

not

necessarily indicative of the operating results of a full year or of future years.

The accompanying unaudited condensed consolidated financial statements were prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) and follow the same accounting policies and methods of their application as the most recent annual financial statements. These interim financial statements should be read in conjunction with the financial statements and related footnotes included in the Annual Report on Form

10

-K of Enservco Corporation for the year ended

December 31, 2020.

All inter-company balances and transactions have been eliminated in the accompanying condensed consolidated financial statements.

XML

Note 2 - Summary of Significant Accounting Policies

3 Months Ended

Mar. 31, 2021

Notes to Financial Statements

Significant Accounting Policies [Text Block]

Note

2

 - Summary of Significant Accounting Policies

Recent Developments

On

August 10, 2017,

we entered into the

2017

Credit Agreement, as amended, with East West Bank (the

"2017

Credit Agreement") which provided for a

three

-year,

$37.0

million senior secured revolving credit facility (the "Credit Facility"). On

September 23, 2020,

the Company and East West Bank entered into the Fifth Amendment to Loan and Security Agreement and Waiver (the "Fifth Amendment") which, among other things, provided for a loan concession of

$16.0

million in exchange for

533,334

shares of Company common stock and a warrant to purchase up to

1,000,000

additional shares of Company common stock in the future, as well as further extending the maturity date for the repayment of the Credit Facility to

October 15, 2021.

On

February 1, 2021,

we entered into the Sixth Amendment to Loan and Security Agreement (the "Sixth Amendment") which extended the maturity date of the loan for an additional year to

October 15, 2022, 

and modified certain covenants. On

April 26, 2021,

we entered into the Seventh Amendment to Loan and Security Agreement (the "Seventh Amendment") which provided for amortization of the loan on a

10

-year straight-line basis commencing on

November 15, 2021.

As the terms of the Seventh Amendment were contemplated prior to

March 31, 2021,

the principal payments due over the next

twelve

months have been classified as current on the consolidated balance sheets as of

March 31, 2021.

On

August 13, 2020,

the Company's Board of Directors approved a transaction to exchange 

50%,

or

$1.25

million, of our subordinated debt with Cross River Partners, L.P., a related party, as well as

$265,000

in accrued interest, for

403,602

shares of Company common stock. This transaction was finalized on

September 15, 2020. 

On

February 3, 2021,

Cross River Partners, L.P. converted the remaining principal amount of such subordinated debt, or

$1.25

million, as well as

$62,000

in accrued interest, for

601,674

shares of Company common stock, at a conversion price equal to

$2.18

per share, which was the closing price of the Company's stock reported on the NYSE American on the date of the conversion. In connection with such conversion, the Company issued a warrant to Cross River Partners, L.P. to purchase up to

150,418

additional shares of Company common stock in the future at an exercise price of

$2.507

per share. The warrant for the

150,418

shares has a

five

-year term and is exercisable beginning

February 3, 2022

until

February 3, 2026.

On

September 28, 2020,

the Company filed a final prospectus to its registration statement on Form S-

3

(the "Shelf Registration Statement") that was filed with the Securities and Exchange Commission (the "SEC") on

July 24, 2020,

and declared effective on

August 20, 2020. 

On

September 29, 2020,

pursuant to the Shelf Registration Statement, the Company, through its sales agent Alliance Global Partners ("AGP"), commenced an at-the-market offering (the "ATM Offering") which was designed to raise capital by issuing securities into the trading market, over-time, at the then-market price of the securities at the time they are sold. The Company sold

1,694,219

shares of Company common stock in the ATM Offering and collected net proceeds of

$3.5

million.

On

February 8, 2021,

the Company entered into an Underwriting Agreement with AGP for a firm commitment underwritten public offering of the Company's common stock pursuant to a registration statement on Form S-

1

originally filed with the SEC on

January 21, 2021

and declared effective on

February 8, 2021 (

the

"February 2021

Public Offering"). Pursuant to the Underwriting Agreement, the Company issued and sold

4,199,998

shares of Company common stock, including shares issued and sold pursuant to AGP's over-allotment option, at a public offering price of

$2.30

per share. The Company collected net proceeds of

$8.8

million in the

February 2021

Public Offering, which closed on

February 10, 2021.

The Company made a

$3.0

million principal payment on the Credit Facility upon the closing of the

February 2021

Public Offering.

Recent Market Conditions

The COVID-

19

pandemic has significantly impacted the world economic conditions including in the United States, with significant effects beginning in

February 2020,

and continuing through the issuance of this report, as federal, state and local governments react to the public health crisis, creating significant uncertainties relating to the United States economy. Consequently, the Company has experienced and expects to further experience a material adverse impact on its revenues, results of operations and cash flows. COVID-

19

related quarantines and business restrictions have had a depressing impact on United States oil demand, and hence our business, which continues through the filing date of this report. The situation continues to change rapidly and additional impacts to our business

may

arise that we are

not

aware of currently. We cannot predict whether, when or the manner in which the conditions surrounding COVID-

19

will change including the timing of lifting any restrictions or office closure requirements.

In addition, certain producing countries within the Organization of Petroleum Exporting Countries and their allies ("OPEC+") group attempted to increase market share through pricing activity that has had limited impact on the severe decline in domestic oil prices that occurred during the

first

quarter of

2020,

and drilling and operating activity within our markets has remained depressed. There is

no

assurance that such efforts will

not

re-occur in the future.

The full extent of the impact of COVID-

19

and OPEC+ actions on our operations and financial performance depends on future developments that are uncertain and unpredictable, including the duration and spread of the pandemic, its impact on capital and financial markets, any new information that

may

emerge concerning the severity of the virus, its spread to other regions as well as the actions taken to contain it, production response of domestic oil producers to lower oil prices, and the adherence to and continuity of OPEC+ production cuts, among others.

Cash and Cash Equivalents

The Company considers all highly liquid instruments purchased with an original maturity of

three

months or less to be cash equivalents. The Company continually monitors its positions with, and the credit quality of, the financial institutions with which it invests. Enservco maintains its excess cash in various financial institutions, where deposits

may

exceed federally insured amounts at times. 

Accounts Receivable

Accounts receivable are stated at the amounts billed to customers, net of an allowance for uncollectible accounts. The Company provides an allowance for uncollectible accounts based on a review of outstanding receivables, historical collection information and existing economic conditions. The allowance for uncollectible amounts is continually reviewed and adjusted to maintain the allowance at a level considered adequate to cover future losses. The allowance is management's best estimate of uncollectible amounts and is determined based on historical collection experience related to accounts receivable coupled with a review of the current status of existing receivables. The losses ultimately incurred could differ materially in the near term from the amounts estimated in determining the allowance. As of

March 31, 2021, 

and

December 31, 2020,

the Company had an allowance for doubtful accounts of approxim

ately

$359,000

 and

$322,000,

respectively. For t

he

three

 months ended

March 31, 2021

and 

2020,

the Compan

y recorded approximately

$38,000

 and

$300,000

 to bad debt expense, respectively.

Inventories

Inventory consists primarily of propane, diesel fuel and chemicals that are used in the servicing of oil wells and is carried at the lower of cost or net realizable value in accordance with the

first

in,

first

out method (FIFO). The Company periodically reviews the value of items in inventory and provides write-downs or write-offs, of inventory based on its assessment of market conditions. Write-downs and write-offs are charged to cost of goods sold. For the

three

 months ended March

31

,

2021

and

2020,

the Compan

y did

not

recognize any

write-downs or write-offs of inventory

.

Property and Equipment

Property and equipment consist of (i) trucks, trailers and pickups; (ii)

water transfer pumps, pipe, lay flat hose, trailers, and other support equipment;

(iii) real property which includes land and buildings used for office and shop facilities and wells used for the disposal of water; (iv) other equipment such as tools used for maintaining and repairing vehicles, and (v) office furniture and fixtures, and computer equipment. Property and equipment is stated at cost less accumulated depreciation. The Company capitalizes interest on certain qualifying assets that are undergoing activities to prepare them for their intended use. Interest costs incurred during the fabrication period are capitalized and amortized over the life of the assets. The Company did

not

capitalize any interest during the

three

months ended

March 31, 2021

or

2020.

 The Company charges repairs and maintenance against income when incurred and capitalizes renewals and betterments, which extend the remaining useful life, expand the capacity or efficiency of the assets. Depreciation is recorded on a straight-line basis over estimated useful lives of

5

to

30

years.

Any difference between net book value of the property and equipment and the proceeds of an assets' sale or settlement of an insurance claim is recorded as a gain or loss in the Company's earnings.

Leases

The Company assesses whether an arrangement is a lease at inception. Leases with an initial term of

12

months or less are

not

recorded on the balance sheet. We have elected the practical expedient to

not

separate lease and non-lease components for all assets. Operating lease assets and operating lease liabilities are calculated based on the present value of the future minimum lease payments over the lease term at the lease start date. As most of our leases do

not

provide an implicit rate, we use our incremental borrowing rate based on the information available at the lease start date in determining the present value of future payments. The operating lease asset is increased by any lease payments made at or before the lease start date and reduced by lease incentives and initial direct costs incurred. The lease term includes options to renew or terminate the lease when it is reasonably certain that we will exercise that option. The exercise of lease renewal options is at our sole discretion. The depreciable life of lease assets and leasehold improvements are limited by the lease term. Lease expense for operating leases is recognized on a straight-line basis over the lease term.

The Company conducts a major part of its operations from leased facilities. Each of these leases is accounted for as an operating lease. Operating lease assets and liabilities are recognized at the lease commencement date. Operating lease liabilities represent the present value of lease payments

not

yet paid. Operating lease assets represent our right to use an underlying asset and are based upon the operating lease liabilities adjusted for prepayments or accrued lease payments, initial direct costs, lease incentives, and impairment of operating lease assets.

The Company amortizes leasehold improvements over the shorter of the life of the lease or the life of the improvements. 

The Company has leased trucks and equipment in the normal course of business, which

may

be recorded as operating or finance leases, depending on the term of the lease. The Company recorded 

rental expense on equipment under operating leases over the lease term as it becomes payable; there were

no

 

rent escalation terms associated with these equipment leases. The Company records amortization expense on equipment under finance leases on a straight-line basis as well as interest expense based on our implicit borrowing rate at the date of the lease inception. The equipment leases contain purchase options that allow the Company to purchase the leased equipment at the end of the lease term, based on the market price of the equipment at the time of the lease termination. 

Long-Lived Assets

The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset

may

not

be recovered. During the

first

quarter of

2021,

the Company concluded that there were

no

further triggering events which could indicate impairment of its long-lived assets. During the

first

quarter of

2020,

the combination of the COVID-

19

pandemic and actions taken by the OPEC+ countries caused oil and gas commodity demand to decrease significantly. The Company determined that these were triggering events which could indicate impairment of its long-lived assets. The Company reviewed both qualitative and quantitative aspects of the business during the analysis of impairment. During the quantitative review, the Company reviews the undiscounted future cash flows in its assessment of whether long-lived assets have been impaired. The Company determined that there was

no

impairment of its long-lived assets during the 

three

months ended March

31,

2021.

Assets Held for Sale

The Company classifies long-lived assets to be sold as held for sale in the period in which all of the following criteria are met: (

1

) management, having the authority to approve the action, commits to a plan to sell the asset or disposal group; (

2

) the asset or disposal group is available for immediate sale in its present condition subject only to terms that are usual and customary for sales of such assets; (

3

) an active program to locate a buyer and other actions required to complete the plan to sell the asset or disposal group have been initiated; (

4

) the sale of the asset or disposal group is probable, and transfer of the asset or disposal group is expected to qualify for recognition as a completed sale within

one

year, except if events or circumstances beyond our control extend the period of time required to sell the asset or disposal group beyond

one

year; (

5

) the asset is being actively marketed for sale at a price that is reasonable in relation to its current fair value; and (

6

) actions required to complete the plan indicate that it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn.

We initially measure a long-lived asset or disposal group that is classified as held for sale at the lower of its carrying value or fair value less any costs to sell. Any loss resulting from this measurement is recognized in the period in which the held-for-sale criteria are met. Conversely, gains are

not

recognized on the sale of a long-lived asset or disposal group until the date of sale. We assess the fair value of a long-lived asset or disposal group less any costs to sell each reporting period it remains classified as held for sale and report any subsequent changes as an adjustment to the carrying value of the asset or disposal group, as long as the new carrying value does

not

exceed the carrying value of the asset at the time it was initially classified as held for sale. During the years

three

months ended

March 

31,

2021

 and

2020,

the Company recorded

no

impairment charges on its held for sale assets.

Upon determining that a long-lived asset or disposal group meets the criteria to be classified as held for sale, the Company ceases depreciation and reports long-lived assets and/or the assets and liabilities of the disposal group, if material, in the line items assets held for sale in our consolidated balance sheets.

Goodwill and Other Intangible Assets

Goodwill represents the excess purchase price over the fair value of identifiable assets received attributable to business acquisitions and combinations. Goodwill and other intangible assets are measured for impairment at least annually and/or whenever events and circumstances arise that indicate impairment

may

exist, such as a significant adverse change in the business climate. In assessing the value of goodwill, assets and liabilities are assigned to the reporting units and the appropriate valuation methodologies are used to determine fair value at the reporting unit level. Identified intangible assets are amortized using the straight-line method over their estimated useful lives.

During the

first

quarter of

2021,

the Company concluded that there were

no

further triggering events which could indicate impairment of its goodwill and other intangible assets. During the

first

quarter of

2020,

the combination of the COVID-

19

pandemic and actions taken by the OPEC+ countries caused oil and gas commodity demand to decrease significantly. The Company determined that these were triggering events which could indicate impairment of its goodwill and other intangible assets. The Company reviewed both qualitative and quantitative aspects of the business during the analysis of impairment. During the quantitative review, the Company uses both the fair value and discounted future cash flows in its assessment of whether goodwill and other intangible assets have been impaired. The Company determined that there was

no

impairment of its goodwill and other intangible assets during the 

three

months ended

March 31, 2020.

Revenue Recognition 

The Company evaluates revenue when we can identify the contract with the customer, the performance obligations in the contract, the transaction price, and we are certain that the performance obligations have been met. Revenue is recognized when the service has been provided to the customer. The vast majority of the Company's services and product offerings are short-term in nature. The time between invoicing and when payment is due under these arrangements is generally

30

to

60

days. Revenue is

not

generated from contractual arrangements that include multiple performance obligations.

The Company's agreements with its customers are often referred to as “price sheets” and sometimes provide pricing for multiple services. However, these agreements generally do

not

authorize the performance of specific services or provide for guaranteed throughput amounts. As customers are free to choose which services, if any, to use based on the Company's price sheet, the Company prices its separate services on the basis of their standalone selling prices. Customer agreements generally do

not

provide for performance, cancellation, termination, or refund type provisions. Services based on price sheets with customers are generally performed under separately issued “work orders” or “field tickets” as services are requested.

Revenue is recognized for certain projects that take more than

one

day projects over time based on the number of days during the reporting period and the agreed upon price as work progresses on each project.

Disaggregation of revenue

See Note

11

 - Segment Reporting for disaggregation of revenue.

Earnings (Loss) Per Share 

Earnings per Common Share - Basic is computed by dividing net income (loss) by the weighted average number of common shares outstanding for the period. Earnings per Common Share - Diluted earnings is calculated by dividing net income (loss) by the diluted weighted average number of common shares. The diluted weighted average number of common shares is computed using the treasury stock method for common stock that

may

be issued for outstanding stock options, restricted stock and warrants.

As of

March 

31, 2021 and 2020

, there were outstanding stock options, unvested restricted stock awards and warrants to acquire an aggregate

of

1,383,489

 and

247,048

 shares of Company common stock, respectively, which have a potentially dilutive impact on earnings per share. As of

March 

31, 2021 and 2020,

the outstanding stock options and warrants had

no

aggregate intrinsic value

(the difference between the estimated fair value of the Company's common stock on

March 31

, 2021 and 2020,

and the exercise price, multiplied by the number of in-the-money instruments). Dilution is

not

permitted if there are net losses during the period. As such, the Company does

not

show diluted earnings per share for the

three

months ended

March 31, 2021 

and

2020.

Income Taxes

The Company recognizes deferred tax liabilities and assets based on the differences between the tax basis of assets and liabilities and their reported amounts in the consolidated financial statements that will result in taxable or deductible amounts in future years. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect of a change in tax rates on deferred tax assets and liabilities will be recognized in income in the period that includes the enactment date. A deferred tax asset or liability that is

not

related to an asset or liability for financial reporting is classified according to the expected reversal date. The Company records a valuation allowance to reduce deferred tax assets to an amount that it believes is more likely than

not

expected to be realized.

The Company accounts for any uncertainty in income taxes by recognizing the tax benefit from an uncertain tax position only if, in the Company's opinion, it is more likely than

not

that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The Company measures the tax benefits recognized in the financial statements from such a position based on the largest benefit that has a greater than

50%

likelihood of being realized upon ultimate resolution. The application of income tax law is inherently complex. Laws and regulations in this area are voluminous and are often ambiguous.  As such, the Company is required to make many subjective assumptions and judgments regarding income tax exposures. Interpretations of and guidance surrounding income tax law and regulations change over time and

may

result in changes to the Company's subjective assumptions and judgments which can materially affect amounts recognized in the consolidated balance sheets and consolidated statements of income. The result of the reassessment of the Company's tax positions did

not

have an impact on the consolidated financial statements.

Interest and penalties associated with tax positions are recorded in the period assessed as Other expense. The Company files income tax returns in the United States and in the states in which it conducts its business operations. The Company

's United States federal income tax filings for tax years

2017

 through

2020

 remain open to examination. In general, the Company's various state tax filings remain open for tax years

2016

 to

2020.

Fair Value

The Company follows authoritative guidance that applies to all financial assets and liabilities required to be measured and reported on a fair value basis. The Company also applies the guidance to non-financial assets and liabilities measured at fair value on a nonrecurring basis, including non-competition agreements and goodwill. The guidance defines fair value as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the measurement date.  The guidance establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available.

Observable inputs are inputs that market participants would use in pricing the asset or liability developed based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company's assumptions of what market participants would use in pricing the asset or liability based on the best information available in the circumstances.  Beginning in 

2017

the Company valued its warrants using the Binomial Lattice model ("Lattice"). Specific inputs used in the Lattice are the underlying stock price, the exercise price of the warrant, expected dividends, historical volatility, term to expiration and risk-free interest rates. The Company did

not

have any transfers between hierarchy levels during the

three

 months ended March 

31, 2021

. The financial and nonfinancial assets and liabilities are classified based on the lowest level of input that is significant to the fair value measurement.

The hierarchy is broken down into

three

levels based on the reliability of the inputs as follows:

Level 1: Quoted prices are available in active markets for identical assets or liabilities;

Level 2: Quoted prices in active markets for similar assets and liabilities that are observable for the asset or liability; or

Level 3: Unobservable pricing inputs that are generally less observable from objective sources, such as discounted cash flow models or valuations.

Stock-based Compensation

Stock-based compensation cost is measured at the date of grant, based on the calculated fair value of the award as described below, and is recognized over the requisite service period, which is generally the vesting period of the equity grant.

The Company uses the Black-Scholes pricing model as a method for determining the estimated grant date fair value for all stock options awarded to employees, independent contractors, officers, and directors. The expected term of the options is based upon evaluation of historical and expected exercise behavior. The risk-free interest rate is based upon U.S. Treasury rates at the date of grant with maturity dates approximately equal to the expected life of the grant. Volatility is determined upon historical volatility of our stock and adjusted if future volatility is expected to vary from historical experience. The dividend yield is assumed to be

none

as we have

not

paid dividends, nor do we anticipate paying any dividends in the foreseeable future.

The Company

 uses a Lattice model to determine the fair value of certain warrants. The expected term used was the remaining contractual term. Expected volatility is based upon historical volatility over a term consistent with the remaining term. The risk-free interest rate is derived from the yield on

zero

-coupon U.S. government securities with a remaining term equal to the contractual term of the warrants. The dividend yield is assumed to be zero.

The Company used the market-value of Company stock to determine the fair value of the performance-based restricted stock awarded in

2018

and

2019.

Stock based compensation is updated quarterly based on actual forfeitures. The Company used either a Lattice model or the Black-Scholes pricing model to determine the fair value of market-based restricted stock awarded in

2021

 and

2020.

Management Estimates

The preparation of the Company's consolidated financial statements in conformity with accounting principles generally accepted in the United States of America 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. Significant estimates include the realization of accounts receivable, evaluation of impairment of long-lived assets, stock-based compensation expense, income tax provision and the valuation of deferred taxes. Actual results could differ from those estimates.

Reclassifications

Certain prior-period amounts have been reclassified for comparative purposes to conform to the current

 presentation. These reclassifications have

no

effect on the Company's consolidated statement of operations.

Accounting Pronouncements 

In

June 2016,

the FASB issued ASU

2016

-

13,

Financial Statements - Credit Losses (Topic

326

): Measurement of Credit Losses on Financial Instruments, which requires companies to measure credit losses utilizing a methodology that reflects expected credit losses and requires a consideration of a broader range of reasonable and supportable information to ascertain credit loss estimates. The standard is effective for fiscal years beginning after

December 15, 2022.

The Company does

not

expect the adoption of ASU

2016

-

13

to have a material impact on its consolidated financial statements.

In

December 2019,

the FASB issued ASU

2019

-

12,

Income Taxes (Topic

740

): Simplifying the Accounting for Income Taxes, which simplifies the accounting for income taxes by removing certain exceptions to the general principles of Topic

740,

and improves consistent application by clarifying and amending existing guidance. The adoption of this guidance did

not

have a material impact on the Company's consolidated financial statements. The standard is effective for fiscal years beginning after

December 15, 2020.

The Company adopted ASU

2019

-

12

on

January 1, 2021,

and the adoption did

not

 have a material impact on its consolidated financial statements.

XML

Note 3 - Property and Equipment

3 Months Ended

Mar. 31, 2021

Notes to Financial Statements

Property, Plant and Equipment Disclosure [Text Block]

Note

3

 - Property and Equipment

Property and equipment consist of the following (amounts in thousands):

	March 31,			December 31,
	2021			2020
Trucks and vehicles	$	57,090		$	57,224
Other equipment		1,324			1,319
Buildings and improvements		3,176			3,176
Land		378			378
Total property and equipment		61,968			62,097
Accumulated depreciation		(42,933	)		(41,780	)
Property and equipment,  net	$	19,035		$	20,317

For the

three

months ended 

March 31, 2021 

and 

2020,

 the Company recorded depreciation expense of approximately

$1.3

 million and

$1.4

 million, respectively.

XML

Note 4 - Intangible Assets

3 Months Ended

Mar. 31, 2021

Notes to Financial Statements

Intangible Assets Disclosure [Text Block]

Note 

4

 – Intangible Assets 

The components of our intangible assets as of

March 31, 2021,

and

December 31, 2020,

are as follows (in thousands):

	March 31, 2021			December 31, 2020
Customer relationships	$	626		$	626
Patents and trademarks		441			441
Total intangible assets		1,067			1,067
Accumulated amortization		(504	)		(450	)
Net carrying value	$	563		$	617

The useful lives of our intangible assets are estimated to be

five

 years. For the

three

months ended

March 31, 2021

and

2020,

amortization expense was approximately

$54,000

and 

$51,000,

respectively. 

The following table represents the amortization expense for the next

five

years for the

twelve

months ending

March 31 (

in thousands): 

	2022		2023		2024		2025		2026
Customer relationships	$	125	$	125	$	73	$	-	$	-
Patents and trademarks		93		93		54		-		-
Total intangible asset amortization expense	$	218	$	218	$	127	$	-	$	-

XML

Note 5 - Discontinued Operations

3 Months Ended

Mar. 31, 2021

Notes to Financial Statements

Disposal Groups, Including Discontinued Operations, Disclosure [Text Block]

Note

5

 – Discontinued Operations 

Heat Waves Water Management

During

December 

2019,

the Heat Waves Water Management business ceased operations. The decision to discontinue HWWM was made due to its history of net losses, declining revenues, and its failure to generate positive operating cash flow. In early

2020,

the Company began disposing of the HWWM assets and plans on selling the remaining HWWM assets during the remainder of

2021.

Dillco

Effective

November 1, 2018,

the Dillco water hauling business ceased operations for customers.

The following table represents a reconciliation of the carrying amounts of major classes of assets and liabilities disclosed as discontinued operations in the Balance Sheets:

	March 31,		December 31,
	2021		2020
Carrying amount of major classes of assets included as part of discontinued operations:
Property and equipment, net		321		321
Other assets		26		32
Total major classes of assets of the discontinued operation	$	347	$	353
Carrying amounts of major classes of liabilities included as part of discontinued operations:
Accounts payable and accrued liabilities		6		6
Other liabilities		27		34
Total liabilities included as part of discontinued operations	$	33	$	40

The following table represents a reconciliation of the major classes of line items constituting pretax loss of discontinued operations that are disclosed as discontinued operations in the Statements of Operations: 

	Three Months Ended March 31,
	2021			2020
Revenue	$	-		$	-
Cost of sales		(1	)		-
Sales, general, and administrative expenses		-			-
Depreciation and amortization		(6	)		(6	)
Other expense items that are not major		(1	)		(12	)
Pretax loss of discontinued operations related to major classes of pretax profit		(8	)		(18	)
Gain on disposal		-			54
Total (loss) income on discontinued operations that is presented in the Statements of Operations	$	(8	)	$	36

XML

Note 6 - Debt

3 Months Ended

Mar. 31, 2021

Notes to Financial Statements

Debt Disclosure [Text Block]

Note

6

 – Debt

East West Bank

Revolving

Credit Facility

The 

2017

 Credit Agreement (as defined in Note

2

) originally allowed us to borrow up to 

85%

 of our eligible receivables and up to 

85%

 of the appraised value of our eligible equipment. The Fifth Amendment restructured the loan and provided for a loan forgiveness of

$16.0

million and converts the remaining principal balance to a

$17.0

million equipment term loan and a revolver to provide the Company with a maximum

$1.0

million line of credit. The Sixth Amendment further extended the maturity date and modified the financial covenants effective

January 1, 2021. 

There are 

no

 required principal payments until maturity on

October 15, 2022, 

and interest is fixed at

8.25%.

 Interest on the

first

5.25%

 is calculated monthly and paid in arrears, while the remaining

3.00%

is accrued to the loan balance through

October 15, 2021,

and due with all remaining outstanding principal on the maturity date. Additionally, the Credit Facility is subject to an unused credit line fee of 

0.5%

 per annum multiplied by the amount by which total availability exceeds the average monthly balance of the Credit Facility, payable monthly in arrears. The Credit Facility is collateralized by substantially all our assets and subject to financial covenants.

On

February 11, 2021,

the Company made a

$3.0

million payment of principal on the equipment term loan. As of

March 31, 2021,

we had an outstanding principal loan balance under the Credit Facility of approximately

$15.2

million with a weighted average interest rates of

8.25%

per year. As of

March 31, 2021,

our availability under the amended

2017

Credit Agreement was 

$1.0

million. The Credit Facility balance of

$15.2

million at

March 31, 2021 

includes 

$1.2

million of future interest payable due over the remaining term of the Credit Facility in accordance with ASC

470

-

60,

Troubled Debt Restructuring by Debtors.

Under the amended 

2017

Credit Agreement, we are subject to the following financial covenants, with which we were in compliance as of March

31,

2021:

(

1

) 

On

December 31, 2020,

we were required to maintain liquidity of

not

less than

$1.5

million; and

(

2

) 

For each trailing

three

-month period, commencing with the

three

-month period ending

March 31, 2021,

we are required to achieve gross revenue of at least

seventy

percent (

70%

) of our projected gross revenue; and

(

3

) We are limited to a capital expenditures cap of

$1.2

million for any fiscal year that the loan remains outstanding.

In connection with amending the

2017

Credit Agreement on

September 23, 2020, 

the Company issued to East West Bank

533,334

shares of Company common stock, and a

five

-year warrant to purchase up to

1,000,000

additional shares of Company common stock at an exercise price of

$3.75

per share. The

533,334

shares of Company common stock were valued at a price of

$2.0775

per share, or a total value of

$1.1

million. The

533,334

common shares issued to East West Bank could

not

be sold or transferred prior to

March 23, 2021. 

The warrant for

1,000,000

shares is exercisable beginning

September 23, 2021

until

September 23, 2025.

The fair value of the warrant was determined to be

$1.4

million and were recorded in additional paid-in capital. The Company recorded a total gain on the debt restructuring of

$11.9

million during the

third

quarter of

2020,

which was calculated by subtracting from the

$16.0

million loan forgiveness, a) the future interest payable on the Credit Facility; b) the value of the Company common stock issued; and c) the fair value of the warrant.

Debt Issuance Costs

We capitalized certain debt issuance costs incurred in connection with the Credit Facility discussed above and these costs were amortized to interest expense over the term of the facility

 on a straight-line basis. There were

no

remaining unamortized debt issuance costs as of

 March 31, 2021, 

and

December 31, 2020.

 During the

three

 months ended March 

31, 2020

, the Company amortized approximately

$35,000

 of these costs to Interest Expense. 

Notes Payable

Long-term debt consists of the following (in thousands):

	March 31,				December 31,
	2021				2020
Senior Revolving Credit Facility with related party. All future interest through October 15, 2021 accrued to loan pursuant to the Fifth Amendment. Interest at 8.25%, 5.25% is paid monthly while 3% is accrued and paid upon maturity. Matures October 15, 2022.	$	15,168		$		19,078
Paycheck Protection Loan. Interest is at 1% with payments deferred until October 10, 2020. Matures April 10, 2022.		1,940				1,940
Subordinated Promissory Note with related party. Interest is at 10% and is paid quarterly. Matures June 28, 2022. See Note 2 - Summary of Significant Accounting Policies and Recent Developments for discussion of conversion of debt balance.		-				1,250
Real Estate Loan for a facility in North Dakota, interest at 5.75%, and monthly principal and interest payment of $5,255 until October 3, 2023. Collateralized by land and property purchased with the loan.		153				167
Vehicle loans for three pickups, interest at 8.59% monthly principal and interest payments of $3,966, matures in August 2021.		20				31
Note payable to the seller of Heat Waves. The note was garnished by the Internal Revenue Service (“IRS”) in 2009 and is due on demand; paid in annual installments of $36,000 per agreement with the IRS		14				14
Total		17,295				22,480
Less debt discount		-				(70	)
Less current portion		(1,407	)			(1,693	)
Long-term debt, net of debt discount and current portion	$	15,888			$	20,717

Aggregate maturities of debt

 are as follows (in thousands):

Twelve Months Ending March 31,
2022		824
2023		16,432
2024		39
Thereafter		-
Total	$	17,295

XML

Note 7 - Income Taxes

3 Months Ended

Mar. 31, 2021

Notes to Financial Statements

Income Tax Disclosure [Text Block]

Note

7

 – Income Taxes 

Income tax expense during interim periods is based on applying an estimated annual effective income tax rate to year-to-date income, plus any significant unusual or infrequently occurring items which are recorded in the interim period.  The provision for income taxes for the

three

months ended

March 

31, 2021

and

2020

differs from the amount that would be provided by applying the statutory U.S. federal income tax rate of

21

% to pre-tax income primarily because of state income taxes and estimated permanent differences.

The computation of the annual estimated effective tax rate at each interim period requires certain estimates and significant judgment including, but

not

limited to, the expected operating income for the year, projections of the proportion of income earned and taxed in various jurisdictions, permanent and temporary differences, and the likelihood of recovering deferred tax assets generated in the current year.  The accounting estimates used to compute the provision for income taxes

may

change as new events occur, more experience is obtained, additional information becomes known or as the tax environment changes.

In assessing the realization of deferred tax assets, management considers whether it is more likely than 

not

 that some portion or all of the deferred tax assets will 

not

 be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income, and tax planning strategies in making this assessment.

Based upon the level of historical taxable income and projections for future taxable income over the periods in which the deferred tax assets are deductible, management recorded a valuation allowance to reduce its net deferred tax assets to zero.

During the

three

months ended

March 31, 2021

and

2020,

the Company's tax benefit of

$0.5

million and

$0.7

million, respectively, were adjusted by the valuation allowance which resulted in a net tax provision of zero.

XML

Note 8 - Commitments and Contingencies

3 Months Ended

Mar. 31, 2021

Notes to Financial Statements

Commitments and Contingencies Disclosure [Text Block]

Note

8

 – Commitments and Contingencies 

Operating Leases

Operating lease assets and liabilities are recognized at the lease commencement date. Operating lease liabilities represent the present value of lease payments

not

yet paid. Operating lease assets represent our right to use an underlying asset and are based upon the operating lease liabilities adjusted for prepayments or accrued lease payments, initial direct costs, lease incentives, and impairment of operating lease assets. To determine the present value of lease payments

not

yet paid, the Company uses the weighted average interest rate on its Credit Facility. Long-term leases typically contain rent escalations over the lease term. The Company recognizes expense for these leases on a straight-line basis over the lease term.

The Company has elected the short-term lease recognition exemption for all applicable classes of underlying assets. Short-term disclosures include only those leases with a term greater than

one

month and

12

months or less, and expense is recognized on a straight-line basis over the lease term. Leases with an initial term of

12

months or less, that do

not

include an option to purchase the underlying asset that we are reasonably certain to exercise, are

not

recorded on the balance sheet.

The Company elected the expedient to account for lease and non-lease components as a single component for our entire population of operating lease assets.

As of

March 

31, 2021,

the Company leases facilities and certain equipment under lease commitments that expire throu

gh

June

 2026.

F

uture minimum lease commitments for these operating lease commitments are as follows (in thousands):

Twelve Months Ending March 31,	Operating Leases			Finance Leases
2022	$	948		$	99
2023		709			20
2024		645			14
2025		399			6
2026		356			-
Thereafter		90			-
Total future lease commitments		3,147			139
Impact of discounting		(314	)		(35	)
Discounted value of lease obligations	$	2,833		$	104

The following table summarizes the components of our gross operating lease costs incurred during the

three

 months ended

March 31, 2021

and

2020

(in thousands):

	Three Months Ended March 31,
	2021		2020
Operating lease expense:
Current lease cost	$	14	$	291
Long-term lease cost		257		20
Total operating lease cost	$	271	$	311
Finance lease expense:
Amortization of right-of-use assets	$	25	$	58
Interest on lease liabilities		16		7
Total lease cost	$	41	$	65

Our weighted-average lease term and discount rate used during the

three

months ended

March 31, 2021

and

2020

are as follows:

	Three Month Ended March 31,
	2021			2020
Operating
Weighted-average lease term (years)		3.90			4.35
Weighted-average discount rate		6.08	%		6.08	%
Finance
Weighted-average lease term (years)		1.91			1.91
Weighted-average discount rate		5.92	%		6.10	%

Self-Insurance

In

June 2015,

the Company became self-insured under its Employee Group Medical Plan, and currently is responsible to pay the

first

 

$50,000

in medical costs per indiv

idual participant for claims incurred in the calendar year up to a maximum of approximately

$1.8

million per year in the aggregate based on enrollment.

The Company had an accrued liability of approximately $

108,000

 

and

$150,000

 as of

March 

31, 2021

and

December 31, 2020,

respectively, for insurance claims that it anticipates paying in the future related to claims that occurred prior

to

December 31, 2020. 

Effective

January 1, 2021,

the Company moved onto a traditional Employee Group Medical Plan and was

no

longer self-insured for claims occurring after that date.

Effective

April 1, 2015,

the Company had entered into a workers' compensation and employer's liability insurance policy with a term through

March 31, 2018. 

Under the terms of the policy, the Company was required to pay premiums in addition to a portion of the cost of any claims made by our employees, up to a maximum of approximately

$1.8

million over the term of the policy (an amount that was variable with changes in annualized compensation amounts). As of

March 31, 2021,

a former employee of ours had an open claim relating to injuries sustained while in the course of employment, and the projected maximum cost of the policy as determined by the insurance carrier included estimated claim costs that have

not

yet been paid or incurred in connection with the claim. During the year ended

December 31, 2017,

our insurance carrier formally denied the workers' compensation claim and has moved to close the claim entirely. Per the terms of our insurance policy, through

March 31, 2021,

we had paid in approximately

$1.8

million of the projected maximum plan cost of

$1.8

million, and had recorded approximately

$1.6

 million as expense over the term of the policy. In

September 2020,

the claim was officially denied by the Kansas Division of Workers Compensation Judicial Unit. As of

March 31, 2021,

no

appeal has been made and the Company expects to collect the remaining

$189,000

on deposit with the underwriter. Effective 

April 1, 2018,

we entered into a new workers' compensation policy with a fixed premium amount determined annually, and therefore are

no

longer partially self-insured for workers' compensation and employer's liability.

XML

Note 9 - Stockholders' Equity

3 Months Ended

Mar. 31, 2021

Notes to Financial Statements

Stockholders' Equity Note Disclosure [Text Block]

Note

9

– Stockholders

' Equity

Warrants

In

June 2016,

the Company granted a principal of the Company's investor relations firm warrants to acquire

2

,000

shares of the Company's common stock in connection with a reduction of the firm's ongoing monthly cash service fees. The warrants had a grant-date fair value of

$5.40

per share and vested over a

one

-year period,

1,000

on

December 21, 2016

and

1,000

on

June 21, 2017.

As of

March 31, 2021

,

all of these warrants remain outstanding and are exercisable until

June 21, 2021

at

$10.50

per share.

On

November 11, 2019,

in connection with a subordinated loan agreement, the Company granted Cross River

one

five

-year warrant to buy an aggregate total of

41,667

shares of the Company's common stock at an exercise price of

$3.00

per share. The warrants had a grant-date fair value

$2.40

and were fully vested upon issuance and remain outstanding and exercisable until

November 11, 2024.

On

September 23, 2020,

in connection with the Fifth Amendment, the Company granted East West Bank 

one

five

-year warrant to buy an aggregate total of

1,000,000

shares of the Company's common stock at an exercise price of

$3.75

per share. The warrants had a grant-date fair value of

$1.42,

were fully vested upon issuance and remain outstanding and are exercisable beginning

one

-year from the issuance date on

September 23, 2021

and until

September 23, 2025.

On

February 11, 2021,

in connection with the conversion of the subordinated loan agreement to Company common stock, the Company granted Cross River

one

five

-year warrant to buy an aggregate total of

150,418

shares of the Company's common stock at an exercise price of

$2.507

 per share. The warrants had a grant-date fair value

$2.02

and are exercisable beginning

one

-year from the issuance date on

February 11, 2022

until

February 11, 2026.

All warrants granted to Cross River were reviewed and approved by the independent directors of the Company.

On

April 12, 2021,

the SEC issued a Staff Statement on Accounting and Reporting Considerations for Warrants Issued by Special Purpose Acquisition Companies ("SPACs")(the "Staff Statement"). The SEC highlighted accounting considerations which could, in certain circumstances, indicate that warrants should be accounted for as liabilities rather than equity instruments, in which case the warrants would be subject to fair value adjustments during each reporting period. Although the Staff Statement focused on SPACs, the same accounting considerations

may

apply to warrants issued by non-SPAC entities. Upon issuance of the Staff Statement, the Company performed further analysis on its population of warrants, which are listed above, giving consideration to the areas of concern noted in the Staff Statement. Upon this further review of its warrant agreements, the Company determined that it has correctly accounted for its warrants as equity instruments.

A summary of warrant activity for the

three

 

months ended

March 

31, 2021

is as follows (amounts in thousands): 

					Weighted
			Weighted		Average
			Average		Remaining
			Exercise		Contractual
Warrants	Shares		Price		Life (Years)
Outstanding at December 31, 2020		1,043,667	$	3.73		4.7
Issued		150,418		2.51		4.9
Outstanding at March 31, 2021		1,194,085	$	3.58		4.5
Exercisable at March 31, 2021		43,667	$	3.34		3.5

XML

Note 10 - Stock Options and Restricted Stock

3 Months Ended

Mar. 31, 2021

Notes to Financial Statements

Share-based Payment Arrangement [Text Block]

Note

10

 – Stock Options and Restricted Stock

Stock Options

On

July 27, 2010,

the Company's Board of Directors adopted the

2010

Stock Incentive Plan (the

“2010

Plan”). The aggregate number of shares of common stock that could be granted under the

2010

Plan was reset at the beginning of each year based on

15%

of the number of shares of common stock then outstanding. As such, on

January 1, 2016

the number of shares of common stock available under the

2010

Plan was reset to

381,272

shares based upon

2,541,809

shares outstanding on that date. Options were typically granted with an exercise price equal to the estimated fair value of the Company's common stock at the date of grant with a vesting schedule of

one

to

three

years and a contractual term of

5

years. As discussed below, the

2010

Plan has been replaced by a new stock option plan and

no

additional stock option grants will be granted under the

2010

Plan. As of

March 31, 2021,

there were options to purchase

1,079

shares outstanding under the

2010

Plan.

On

July 18, 2016,

the Board of Directors unanimously approved the adoption of the Enservco Corporation

2016

Stock Incentive Plan (the

“2016

Plan”), which was approved by the stockholders on

September 29, 2016.

The aggregate number of shares of common stock that

may

be granted under the

2016

Plan is

533,334

shares plus authorized and unissued shares from the

2010

Plan totaling

159,448

for a total reserve of

692,782

shares. As of

March 

31,

 

2021,

there were options to purchase

3,823

 shares and we had granted restricted stock shares of

184,503

that remained outstanding under the

2016

Plan.

During t

he

three

months ended

March 31, 

2021

and 

2020,

 

no

 options were granted or exercised. 

The following is a summary of stock option activity for all equity plans for the 

three

months ended

March 31, 2021:

	Shares			Weighted Average Exercise Price		Weighted Average Remaining Contractual Term (Years)
Outstanding at December 31 , 2020		11,569		$	5.87		0.53
Forfeited or Expired		(6,667	)		5.55		-
Outstanding at March 31 , 2021		4,902		$	6.31		0.94
Vested at March 31, 2021		4,902		$	6.31		0.94
Exercisable at March 31, 2021		4,902		$	6.31		0.94

There was

no

aggregate intrinsic value (the difference between the estimated fair value of the Company's common stock on

March 31

, 2021,

and the exercise price, multiplied by the number of in-the-money options) of our outstanding options

.

During the

three

 months ended March 

31

, 2021 and 2020

, the Company recognized stock-based compensation costs for stock options of approximately

$0

 and

$2,000,

respectively, in sales, general, and administrative expenses. 

The Company currently expects all outstanding options to vest. Compensation cost is revised if subsequent information indicates that the actual number of options vested due to service is likely to differ from previous estimates. 

As of

March 

31, 2021,

there was

no

remaining unrecognized compensation costs related to non-vested shares under the Company's stock option plans.

Restricted Stock

Restricted shares issued pursuant to restricted stock awards under the

2016

Stock Plan are restricted as to sale or disposition. These restrictions lapse periodically generally over a period of 

three

years. Restrictions

may

also lapse for early retirement and other conditions in accordance with our established policies. Upon termination of employment, shares on which restrictions have

not

lapsed must be returned to us, resulting in restricted stock forfeitures. The fair market value on the date of the grant of the stock with a service condition is amortized and charged to income on a straight-line basis over the requisite service period for the entire award. The fair market value on the date of the grant of the stock with a performance condition shall be accrued and recognized when it becomes probable that the performance condition will be achieved. Restricted shares that contain a market condition are amortized and charged over the life of the award.

A summary of the restricted stock activity is presented below:

	Number of Shares			Weighted-Average Grant- Date Fair Value
Restricted shares at December 31, 2020		24,393		$	7.32
Granted		165,000			1.05
Vested		(3,667	)		7.05
Forfeited		(1,223	)		9.99
Restricted shares at March 31, 2021		184,503		$	1.70

During the

three

 ended

March 31, 2021

and

2020,

the Company recognized 

stock-based compensation costs for restricted stock of approximately $

24,000

 and

$36

,000

 

in sales, general, and administrative expenses. Compensation cost is revised if subsequent information indicates that the actual number of restricted stock vested due to service is likely to differ from previous estimates.

The following table sets forth the weighted average outstanding of potentially dilutive instruments for the

three

months ended

March 31, 2021

and

2020:

 

	Three Months Ended March 31,
	2021		2020
Stock options		6,235		118,143
Restricted stock		170,338		112,531
Warrants		1,123,890		43,667
Weighted average		1,300,463		274,341

On

January 4, 2021,

the Company awarded Company common stock to members of its Board of Directors with an award date fair value of approximately

$311,000

based on the closing price of the Company's stock reported on the NYSE American on the date of the award. As of

December 31, 2020,

the Company accrued Board of Director fees of approximately

$221,000

for services rendered from

October 2019

through

December 2020.

During the

three

months ended

March 31, 2021,

the Company issued

118,184

 shares to settle the outstanding accrual. During the

three

months ended

March 31, 2021,

the Company awarded

48,129

restricted shares for

2021

Board of Director fees and has recognized expense of approximately

$23,000

related to the award of these shares.

XML

Note 11 - Segment Reporting

3 Months Ended

Mar. 31, 2021

Notes to Financial Statements

Segment Reporting Disclosure [Text Block]

Note

11

- Segment Reporting

Enservco's reportable business segments are Production Services and Completion and Other Services. These segments have been selected based on management's resource allocation and performance assessment in making decisions regarding the Company.

The following is a description of the segments.

Production Services

: This segment utilizes a fleet of hot oil trucks and acidizing units to provide maintenance services to the domestic oil and gas industry. These services include hot oil services and acidizing services.

Completion and Other Services

: This segment utilizes a fleet of frac water heating units to provide frac water heating services to the domestic oil and gas industry. These services also include other services, which consists primarily of hauling and transport of materials for customers.

Unallocated includes general overhead expenses and assets associated with managing all reportable operating segments which have

not

been allocated to a specific segment.

The following tables set forth certain financial information with respect to Enservco's reportable segments (in thousands):

	Production Services			Completion and Other Services		Unallocated		Total
Three Months Ended  March  31, 2021:
Revenues	$	1,844		$	3,299	$	-	$	5,143
Cost of Revenue		1,967			3,142		-		5,109
Segment (Loss) Profit	$	(123	)	$	157	$	-	$	34
Depreciation and Amortization	$	528		$	712	$	96	$	1,336
Capital Expenditures	$	19		$	26	$	-	$	45
Identifiable assets  (1)	$	10,842		$	14,636	$	829	$	26,307
Three Months Ended March 31, 2020:
Revenues	$	3,202		$	6,184	$	-	$	9,386
Cost of Revenue		3,494			4,971			$	8,465
Segment (Loss) Profit	$	(292	)	$	1,213	$		$	921
Depreciation and Amortization	$	671		$	647	$	78	$	1,396
Capital Expenditures	$	83		$	81	$	-	$	164
Identifiable assets  (1)	$	17,662		$	17,033	$	1,278	$	35,973

( 1 ) Identifiable assets is calculated by summing the balances of accounts receivable, net; inventories; property and equipment, net; and other assets.

The following table reconciles the segment profits reported above to the income from operations reported in the consolidated statements of operations (in thousands): 

	Three Months Ended March 31,
	2021			2020
Segment profit	$	34		$	921
Sales, general, and administrative expenses		(1,005	)		(1,762)
Loss on disposals of equipment		(51	)		(15	)
Depreciation and amortization		(1,336	)		(1,396	)
Loss from operations	$	(2,358	)	$	(2,252	)

Geographic Areas

The Company only does business in the United States, in what it believes are

three

geographically diverse regions. The following table sets forth revenue from operations for the Company's

three

geographic regions (amounts in thousands):

	Three Months Ended March 31,
	2021		2020
BY GEOGRAPHY
Production Services:
Rocky Mountain Region (1)	$	444	$	1,193
Central USA Region (2)		1,240		1,873
Eastern USA Region (3)		160		136
Total Production Services		1,844		3,202
Completion and Other Services:
Rocky Mountain Region (1)		1,952		5,006
Central USA Region (2)		-		110
Eastern USA Region (3)		1,347		1,068
Total Completion and Other Services		3,299		6,184
Total Revenues	$	5,143	$	9,386

Notes to tables:

( 1 ) Includes the D-J Basin/Niobrara field (northeastern Colorado and southeastern Wyoming), the San Juan Basin (southeastern Colorado and northeastern New Mexico, the Powder River and Green River Basins (northeastern and southwestern Wyoming), the Bakken area (western North Dakota and eastern Montana).

( 2 ) Includes the Scoop/Stack Shale in Oklahoma and the Eagle Ford Shale in Texas.

( 3 ) Consists of the southern region of the Marcellus Shale formation (southwestern Pennsylvania and northern West Virginia) and the Utica Shale formation (eastern Ohio).

XML

Significant Accounting Policies (Policies)

3 Months Ended

Mar. 31, 2021

Accounting Policies [Abstract]

Cash and Cash Equivalents, Policy [Policy Text Block]

Cash and Cash Equivalents

The Company considers all highly liquid instruments purchased with an original maturity of

three

months or less to be cash equivalents. The Company continually monitors its positions with, and the credit quality of, the financial institutions with which it invests. Enservco maintains its excess cash in various financial institutions, where deposits

may

exceed federally insured amounts at times. 

Accounts Receivable [Policy Text Block]

Accounts Receivable

Accounts receivable are stated at the amounts billed to customers, net of an allowance for uncollectible accounts. The Company provides an allowance for uncollectible accounts based on a review of outstanding receivables, historical collection information and existing economic conditions. The allowance for uncollectible amounts is continually reviewed and adjusted to maintain the allowance at a level considered adequate to cover future losses. The allowance is management's best estimate of uncollectible amounts and is determined based on historical collection experience related to accounts receivable coupled with a review of the current status of existing receivables. The losses ultimately incurred could differ materially in the near term from the amounts estimated in determining the allowance. As of

March 31, 2021, 

and

December 31, 2020,

the Company had an allowance for doubtful accounts of approxim

ately

$359,000

 and

$322,000,

respectively. For t

he

three

 months ended

March 31, 2021

and 

2020,

the Compan

y recorded approximately

$38,000

 and

$300,000

 to bad debt expense, respectively.

Inventory, Policy [Policy Text Block]

Inventories

Inventory consists primarily of propane, diesel fuel and chemicals that are used in the servicing of oil wells and is carried at the lower of cost or net realizable value in accordance with the

first

in,

first

out method (FIFO). The Company periodically reviews the value of items in inventory and provides write-downs or write-offs, of inventory based on its assessment of market conditions. Write-downs and write-offs are charged to cost of goods sold. For the

three

 months ended March

31

,

2021

and

2020,

the Compan

y did

not

recognize any

write-downs or write-offs of inventory

.

Property, Plant and Equipment, Policy [Policy Text Block]

Property and Equipment

Property and equipment consist of (i) trucks, trailers and pickups; (ii)

water transfer pumps, pipe, lay flat hose, trailers, and other support equipment;

(iii) real property which includes land and buildings used for office and shop facilities and wells used for the disposal of water; (iv) other equipment such as tools used for maintaining and repairing vehicles, and (v) office furniture and fixtures, and computer equipment. Property and equipment is stated at cost less accumulated depreciation. The Company capitalizes interest on certain qualifying assets that are undergoing activities to prepare them for their intended use. Interest costs incurred during the fabrication period are capitalized and amortized over the life of the assets. The Company did

not

capitalize any interest during the

three

months ended

March 31, 2021

or

2020.

 The Company charges repairs and maintenance against income when incurred and capitalizes renewals and betterments, which extend the remaining useful life, expand the capacity or efficiency of the assets. Depreciation is recorded on a straight-line basis over estimated useful lives of

5

to

30

years.

Any difference between net book value of the property and equipment and the proceeds of an assets' sale or settlement of an insurance claim is recorded as a gain or loss in the Company's earnings.

Lessee, Leases [Policy Text Block]

Leases

The Company assesses whether an arrangement is a lease at inception. Leases with an initial term of

12

months or less are

not

recorded on the balance sheet. We have elected the practical expedient to

not

separate lease and non-lease components for all assets. Operating lease assets and operating lease liabilities are calculated based on the present value of the future minimum lease payments over the lease term at the lease start date. As most of our leases do

not

provide an implicit rate, we use our incremental borrowing rate based on the information available at the lease start date in determining the present value of future payments. The operating lease asset is increased by any lease payments made at or before the lease start date and reduced by lease incentives and initial direct costs incurred. The lease term includes options to renew or terminate the lease when it is reasonably certain that we will exercise that option. The exercise of lease renewal options is at our sole discretion. The depreciable life of lease assets and leasehold improvements are limited by the lease term. Lease expense for operating leases is recognized on a straight-line basis over the lease term.

The Company conducts a major part of its operations from leased facilities. Each of these leases is accounted for as an operating lease. Operating lease assets and liabilities are recognized at the lease commencement date. Operating lease liabilities represent the present value of lease payments

not

yet paid. Operating lease assets represent our right to use an underlying asset and are based upon the operating lease liabilities adjusted for prepayments or accrued lease payments, initial direct costs, lease incentives, and impairment of operating lease assets.

The Company amortizes leasehold improvements over the shorter of the life of the lease or the life of the improvements. 

The Company has leased trucks and equipment in the normal course of business, which

may

be recorded as operating or finance leases, depending on the term of the lease. The Company recorded 

rental expense on equipment under operating leases over the lease term as it becomes payable; there were

no

 

rent escalation terms associated with these equipment leases. The Company records amortization expense on equipment under finance leases on a straight-line basis as well as interest expense based on our implicit borrowing rate at the date of the lease inception. The equipment leases contain purchase options that allow the Company to purchase the leased equipment at the end of the lease term, based on the market price of the equipment at the time of the lease termination. 

Impairment or Disposal of Long-Lived Assets, Policy [Policy Text Block]

Long-Lived Assets

The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset

may

not

be recovered. During the

first

quarter of

2021,

the Company concluded that there were

no

further triggering events which could indicate impairment of its long-lived assets. During the

first

quarter of

2020,

the combination of the COVID-

19

pandemic and actions taken by the OPEC+ countries caused oil and gas commodity demand to decrease significantly. The Company determined that these were triggering events which could indicate impairment of its long-lived assets. The Company reviewed both qualitative and quantitative aspects of the business during the analysis of impairment. During the quantitative review, the Company reviews the undiscounted future cash flows in its assessment of whether long-lived assets have been impaired. The Company determined that there was

no

impairment of its long-lived assets during the 

three

months ended March

31,

2021.

Assets Held for Sale

The Company classifies long-lived assets to be sold as held for sale in the period in which all of the following criteria are met: (

1

) management, having the authority to approve the action, commits to a plan to sell the asset or disposal group; (

2

) the asset or disposal group is available for immediate sale in its present condition subject only to terms that are usual and customary for sales of such assets; (

3

) an active program to locate a buyer and other actions required to complete the plan to sell the asset or disposal group have been initiated; (

4

) the sale of the asset or disposal group is probable, and transfer of the asset or disposal group is expected to qualify for recognition as a completed sale within

one

year, except if events or circumstances beyond our control extend the period of time required to sell the asset or disposal group beyond

one

year; (

5

) the asset is being actively marketed for sale at a price that is reasonable in relation to its current fair value; and (

6

) actions required to complete the plan indicate that it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn.

We initially measure a long-lived asset or disposal group that is classified as held for sale at the lower of its carrying value or fair value less any costs to sell. Any loss resulting from this measurement is recognized in the period in which the held-for-sale criteria are met. Conversely, gains are

not

recognized on the sale of a long-lived asset or disposal group until the date of sale. We assess the fair value of a long-lived asset or disposal group less any costs to sell each reporting period it remains classified as held for sale and report any subsequent changes as an adjustment to the carrying value of the asset or disposal group, as long as the new carrying value does

not

exceed the carrying value of the asset at the time it was initially classified as held for sale. During the years

three

months ended

March 

31,

2021

 and

2020,

the Company recorded

no

impairment charges on its held for sale assets.

Upon determining that a long-lived asset or disposal group meets the criteria to be classified as held for sale, the Company ceases depreciation and reports long-lived assets and/or the assets and liabilities of the disposal group, if material, in the line items assets held for sale in our consolidated balance sheets.

Goodwill and Intangible Assets, Policy [Policy Text Block]

Goodwill and Other Intangible Assets

Goodwill represents the excess purchase price over the fair value of identifiable assets received attributable to business acquisitions and combinations. Goodwill and other intangible assets are measured for impairment at least annually and/or whenever events and circumstances arise that indicate impairment

may

exist, such as a significant adverse change in the business climate. In assessing the value of goodwill, assets and liabilities are assigned to the reporting units and the appropriate valuation methodologies are used to determine fair value at the reporting unit level. Identified intangible assets are amortized using the straight-line method over their estimated useful lives.

During the

first

quarter of

2021,

the Company concluded that there were

no

further triggering events which could indicate impairment of its goodwill and other intangible assets. During the

first

quarter of

2020,

the combination of the COVID-

19

pandemic and actions taken by the OPEC+ countries caused oil and gas commodity demand to decrease significantly. The Company determined that these were triggering events which could indicate impairment of its goodwill and other intangible assets. The Company reviewed both qualitative and quantitative aspects of the business during the analysis of impairment. During the quantitative review, the Company uses both the fair value and discounted future cash flows in its assessment of whether goodwill and other intangible assets have been impaired. The Company determined that there was

no

impairment of its goodwill and other intangible assets during the 

three

months ended

March 31, 2020.

Revenue [Policy Text Block]

Revenue Recognition 

The Company evaluates revenue when we can identify the contract with the customer, the performance obligations in the contract, the transaction price, and we are certain that the performance obligations have been met. Revenue is recognized when the service has been provided to the customer. The vast majority of the Company's services and product offerings are short-term in nature. The time between invoicing and when payment is due under these arrangements is generally

30

to

60

days. Revenue is

not

generated from contractual arrangements that include multiple performance obligations.

The Company's agreements with its customers are often referred to as “price sheets” and sometimes provide pricing for multiple services. However, these agreements generally do

not

authorize the performance of specific services or provide for guaranteed throughput amounts. As customers are free to choose which services, if any, to use based on the Company's price sheet, the Company prices its separate services on the basis of their standalone selling prices. Customer agreements generally do

not

provide for performance, cancellation, termination, or refund type provisions. Services based on price sheets with customers are generally performed under separately issued “work orders” or “field tickets” as services are requested.

Revenue is recognized for certain projects that take more than

one

day projects over time based on the number of days during the reporting period and the agreed upon price as work progresses on each project.

Disaggregation of revenue

See Note

11

 - Segment Reporting for disaggregation of revenue.

Earnings Per Share, Policy [Policy Text Block]

Earnings (Loss) Per Share 

Earnings per Common Share - Basic is computed by dividing net income (loss) by the weighted average number of common shares outstanding for the period. Earnings per Common Share - Diluted earnings is calculated by dividing net income (loss) by the diluted weighted average number of common shares. The diluted weighted average number of common shares is computed using the treasury stock method for common stock that

may

be issued for outstanding stock options, restricted stock and warrants.

As of

March 

31, 2021 and 2020

, there were outstanding stock options, unvested restricted stock awards and warrants to acquire an aggregate

of

1,383,489

 and

247,048

 shares of Company common stock, respectively, which have a potentially dilutive impact on earnings per share. As of

March 

31, 2021 and 2020,

the outstanding stock options and warrants had

no

aggregate intrinsic value

(the difference between the estimated fair value of the Company's common stock on

March 31

, 2021 and 2020,

and the exercise price, multiplied by the number of in-the-money instruments). Dilution is

not

permitted if there are net losses during the period. As such, the Company does

not

show diluted earnings per share for the

three

months ended

March 31, 2021 

and

2020.

Income Tax, Policy [Policy Text Block]

Income Taxes

The Company recognizes deferred tax liabilities and assets based on the differences between the tax basis of assets and liabilities and their reported amounts in the consolidated financial statements that will result in taxable or deductible amounts in future years. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect of a change in tax rates on deferred tax assets and liabilities will be recognized in income in the period that includes the enactment date. A deferred tax asset or liability that is

not

related to an asset or liability for financial reporting is classified according to the expected reversal date. The Company records a valuation allowance to reduce deferred tax assets to an amount that it believes is more likely than

not

expected to be realized.

The Company accounts for any uncertainty in income taxes by recognizing the tax benefit from an uncertain tax position only if, in the Company's opinion, it is more likely than

not

that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The Company measures the tax benefits recognized in the financial statements from such a position based on the largest benefit that has a greater than

50%

likelihood of being realized upon ultimate resolution. The application of income tax law is inherently complex. Laws and regulations in this area are voluminous and are often ambiguous.  As such, the Company is required to make many subjective assumptions and judgments regarding income tax exposures. Interpretations of and guidance surrounding income tax law and regulations change over time and

may

result in changes to the Company's subjective assumptions and judgments which can materially affect amounts recognized in the consolidated balance sheets and consolidated statements of income. The result of the reassessment of the Company's tax positions did

not

have an impact on the consolidated financial statements.

Interest and penalties associated with tax positions are recorded in the period assessed as Other expense. The Company files income tax returns in the United States and in the states in which it conducts its business operations. The Company

's United States federal income tax filings for tax years

2017

 through

2020

 remain open to examination. In general, the Company's various state tax filings remain open for tax years

2016

 to

2020.

Fair Value of Financial Instruments, Policy [Policy Text Block]

Fair Value

The Company follows authoritative guidance that applies to all financial assets and liabilities required to be measured and reported on a fair value basis. The Company also applies the guidance to non-financial assets and liabilities measured at fair value on a nonrecurring basis, including non-competition agreements and goodwill. The guidance defines fair value as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the measurement date.  The guidance establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available.

Observable inputs are inputs that market participants would use in pricing the asset or liability developed based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company's assumptions of what market participants would use in pricing the asset or liability based on the best information available in the circumstances.  Beginning in 

2017

the Company valued its warrants using the Binomial Lattice model ("Lattice"). Specific inputs used in the Lattice are the underlying stock price, the exercise price of the warrant, expected dividends, historical volatility, term to expiration and risk-free interest rates. The Company did

not

have any transfers between hierarchy levels during the

three

 months ended March 

31, 2021

. The financial and nonfinancial assets and liabilities are classified based on the lowest level of input that is significant to the fair value measurement.

The hierarchy is broken down into

three

levels based on the reliability of the inputs as follows:

Level 1: Quoted prices are available in active markets for identical assets or liabilities;

Level 2: Quoted prices in active markets for similar assets and liabilities that are observable for the asset or liability; or

Level 3: Unobservable pricing inputs that are generally less observable from objective sources, such as discounted cash flow models or valuations.

Share-based Payment Arrangement [Policy Text Block]

Stock-based Compensation

Stock-based compensation cost is measured at the date of grant, based on the calculated fair value of the award as described below, and is recognized over the requisite service period, which is generally the vesting period of the equity grant.

The Company uses the Black-Scholes pricing model as a method for determining the estimated grant date fair value for all stock options awarded to employees, independent contractors, officers, and directors. The expected term of the options is based upon evaluation of historical and expected exercise behavior. The risk-free interest rate is based upon U.S. Treasury rates at the date of grant with maturity dates approximately equal to the expected life of the grant. Volatility is determined upon historical volatility of our stock and adjusted if future volatility is expected to vary from historical experience. The dividend yield is assumed to be

none

as we have

not

paid dividends, nor do we anticipate paying any dividends in the foreseeable future.

The Company

 uses a Lattice model to determine the fair value of certain warrants. The expected term used was the remaining contractual term. Expected volatility is based upon historical volatility over a term consistent with the remaining term. The risk-free interest rate is derived from the yield on

zero

-coupon U.S. government securities with a remaining term equal to the contractual term of the warrants. The dividend yield is assumed to be zero.

The Company used the market-value of Company stock to determine the fair value of the performance-based restricted stock awarded in

2018

and

2019.

Stock based compensation is updated quarterly based on actual forfeitures. The Company used either a Lattice model or the Black-Scholes pricing model to determine the fair value of market-based restricted stock awarded in

2021

 and

2020.

Use of Estimates, Policy [Policy Text Block]

Management Estimates

The preparation of the Company's consolidated financial statements in conformity with accounting principles generally accepted in the United States of America 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. Significant estimates include the realization of accounts receivable, evaluation of impairment of long-lived assets, stock-based compensation expense, income tax provision and the valuation of deferred taxes. Actual results could differ from those estimates.

Reclassification, Comparability Adjustment [Policy Text Block]

Reclassifications

Certain prior-period amounts have been reclassified for comparative purposes to conform to the current

 presentation. These reclassifications have

no

effect on the Company's consolidated statement of operations.

New Accounting Pronouncements, Policy [Policy Text Block]

Accounting Pronouncements 

In

June 2016,

the FASB issued ASU

2016

-

13,

Financial Statements - Credit Losses (Topic

326

): Measurement of Credit Losses on Financial Instruments, which requires companies to measure credit losses utilizing a methodology that reflects expected credit losses and requires a consideration of a broader range of reasonable and supportable information to ascertain credit loss estimates. The standard is effective for fiscal years beginning after

December 15, 2022.

The Company does

not

expect the adoption of ASU

2016

-

13

to have a material impact on its consolidated financial statements.

In

December 2019,

the FASB issued ASU

2019

-

12,

Income Taxes (Topic

740

): Simplifying the Accounting for Income Taxes, which simplifies the accounting for income taxes by removing certain exceptions to the general principles of Topic

740,

and improves consistent application by clarifying and amending existing guidance. The adoption of this guidance did

not

have a material impact on the Company's consolidated financial statements. The standard is effective for fiscal years beginning after

December 15, 2020.

The Company adopted ASU

2019

-

12

on

January 1, 2021,

and the adoption did

not

 have a material impact on its consolidated financial statements.

XML

Note 1 - Basis of Presentation (Tables)

3 Months Ended

Mar. 31, 2021

Notes Tables

Schedule of Current Ownership Hierarchy [Table Text Block]

Name	State of Formation	Ownership	Business
Heat Waves Hot Oil Service LLC	Colorado	100% by Enservco	Oil and natural gas well services, including logistics and stimulation.
Adler Hot Oil Service, LLC	Delaware	100% by Enservco	Operations integrated into Heat Waves during 2019.
Heat Waves Water Management LLC	Colorado	100% by Enservco	Discontinued operations in 2019
Dillco Fluid Service, Inc	Kansas	100% by Enservco	Discontinued operation in 2018
HE Services LLC	Nevada	100% by Heat Waves	No active business operations. Owned construction equipment used by Heat Waves. HE Services LLC was dissolved on December 23, 2020.

XML

Note 3 - Property and Equipment (Tables)

3 Months Ended

Mar. 31, 2021

Notes Tables

Property, Plant and Equipment [Table Text Block]

	March 31,			December 31,
	2021			2020
Trucks and vehicles	$	57,090		$	57,224
Other equipment		1,324			1,319
Buildings and improvements		3,176			3,176
Land		378			378
Total property and equipment		61,968			62,097
Accumulated depreciation		(42,933	)		(41,780	)
Property and equipment,  net	$	19,035		$	20,317

XML

Note 4 - Intangible Assets (Tables)

3 Months Ended

Mar. 31, 2021

Notes Tables

Schedule of Finite-Lived Intangible Assets [Table Text Block]

	March 31, 2021			December 31, 2020
Customer relationships	$	626		$	626
Patents and trademarks		441			441
Total intangible assets		1,067			1,067
Accumulated amortization		(504	)		(450	)
Net carrying value	$	563		$	617

Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block]

	2022		2023		2024		2025		2026
Customer relationships	$	125	$	125	$	73	$	-	$	-
Patents and trademarks		93		93		54		-		-
Total intangible asset amortization expense	$	218	$	218	$	127	$	-	$	-

XML

Note 5 - Discontinued Operations (Tables)

3 Months Ended

Mar. 31, 2021

Notes Tables

Disposal Groups, Including Discontinued Operations [Table Text Block]

	March 31,		December 31,
	2021		2020
Carrying amount of major classes of assets included as part of discontinued operations:
Property and equipment, net		321		321
Other assets		26		32
Total major classes of assets of the discontinued operation	$	347	$	353
Carrying amounts of major classes of liabilities included as part of discontinued operations:
Accounts payable and accrued liabilities		6		6
Other liabilities		27		34
Total liabilities included as part of discontinued operations	$	33	$	40

	Three Months Ended March 31,
	2021			2020
Revenue	$	-		$	-
Cost of sales		(1	)		-
Sales, general, and administrative expenses		-			-
Depreciation and amortization		(6	)		(6	)
Other expense items that are not major		(1	)		(12	)
Pretax loss of discontinued operations related to major classes of pretax profit		(8	)		(18	)
Gain on disposal		-			54
Total (loss) income on discontinued operations that is presented in the Statements of Operations	$	(8	)	$	36

XML

Note 6 - Debt (Tables)

3 Months Ended

Mar. 31, 2021

Notes Tables

Schedule of Long-term Debt Instruments [Table Text Block]

	March 31,				December 31,
	2021				2020
Senior Revolving Credit Facility with related party. All future interest through October 15, 2021 accrued to loan pursuant to the Fifth Amendment. Interest at 8.25%, 5.25% is paid monthly while 3% is accrued and paid upon maturity. Matures October 15, 2022.	$	15,168		$		19,078
Paycheck Protection Loan. Interest is at 1% with payments deferred until October 10, 2020. Matures April 10, 2022.		1,940				1,940
Subordinated Promissory Note with related party. Interest is at 10% and is paid quarterly. Matures June 28, 2022. See Note 2 - Summary of Significant Accounting Policies and Recent Developments for discussion of conversion of debt balance.		-				1,250
Real Estate Loan for a facility in North Dakota, interest at 5.75%, and monthly principal and interest payment of $5,255 until October 3, 2023. Collateralized by land and property purchased with the loan.		153				167
Vehicle loans for three pickups, interest at 8.59% monthly principal and interest payments of $3,966, matures in August 2021.		20				31
Note payable to the seller of Heat Waves. The note was garnished by the Internal Revenue Service (“IRS”) in 2009 and is due on demand; paid in annual installments of $36,000 per agreement with the IRS		14				14
Total		17,295				22,480
Less debt discount		-				(70	)
Less current portion		(1,407	)			(1,693	)
Long-term debt, net of debt discount and current portion	$	15,888			$	20,717

Schedule of Maturities of Long-term Debt [Table Text Block]

Twelve Months Ending March 31,
2022		824
2023		16,432
2024		39
Thereafter		-
Total	$	17,295

XML

Note 8 - Commitments and Contingencies (Tables)

3 Months Ended

Mar. 31, 2021

Notes Tables

Lessee, Operating Lease, Liability, Maturity [Table Text Block]

Twelve Months Ending March 31,	Operating Leases			Finance Leases
2022	$	948		$	99
2023		709			20
2024		645			14
2025		399			6
2026		356			-
Thereafter		90			-
Total future lease commitments		3,147			139
Impact of discounting		(314	)		(35	)
Discounted value of lease obligations	$	2,833		$	104

Lease, Cost [Table Text Block]

	Three Months Ended March 31,
	2021		2020
Operating lease expense:
Current lease cost	$	14	$	291
Long-term lease cost		257		20
Total operating lease cost	$	271	$	311
Finance lease expense:
Amortization of right-of-use assets	$	25	$	58
Interest on lease liabilities		16		7
Total lease cost	$	41	$	65

	Three Month Ended March 31,
	2021			2020
Operating
Weighted-average lease term (years)		3.90			4.35
Weighted-average discount rate		6.08	%		6.08	%
Finance
Weighted-average lease term (years)		1.91			1.91
Weighted-average discount rate		5.92	%		6.10	%

XML

Note 9 - Stockholders' Equity (Tables)

3 Months Ended

Mar. 31, 2021

Notes Tables

Schedule of Stockholders' Equity Note, Warrants or Rights [Table Text Block]

					Weighted
			Weighted		Average
			Average		Remaining
			Exercise		Contractual
Warrants	Shares		Price		Life (Years)
Outstanding at December 31, 2020		1,043,667	$	3.73		4.7
Issued		150,418		2.51		4.9
Outstanding at March 31, 2021		1,194,085	$	3.58		4.5
Exercisable at March 31, 2021		43,667	$	3.34		3.5

XML

Note 10 - Stock Options and Restricted Stock (Tables)

3 Months Ended

Mar. 31, 2021

Notes Tables

Share-based Payment Arrangement, Option, Activity [Table Text Block]

	Shares			Weighted Average Exercise Price		Weighted Average Remaining Contractual Term (Years)
Outstanding at December 31 , 2020		11,569		$	5.87		0.53
Forfeited or Expired		(6,667	)		5.55		-
Outstanding at March 31 , 2021		4,902		$	6.31		0.94
Vested at March 31, 2021		4,902		$	6.31		0.94
Exercisable at March 31, 2021		4,902		$	6.31		0.94

Share-based Payment Arrangement, Restricted Stock and Restricted Stock Unit, Activity [Table Text Block]

	Number of Shares			Weighted-Average Grant- Date Fair Value
Restricted shares at December 31, 2020		24,393		$	7.32
Granted		165,000			1.05
Vested		(3,667	)		7.05
Forfeited		(1,223	)		9.99
Restricted shares at March 31, 2021		184,503		$	1.70

Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block]

	Three Months Ended March 31,
	2021		2020
Stock options		6,235		118,143
Restricted stock		170,338		112,531
Warrants		1,123,890		43,667
Weighted average		1,300,463		274,341

XML

Note 11 - Segment Reporting (Tables)

3 Months Ended

Mar. 31, 2021

Notes Tables

Schedule of Segment Reporting Information, by Segment [Table Text Block]

	Production Services			Completion and Other Services		Unallocated		Total
Three Months Ended  March  31, 2021:
Revenues	$	1,844		$	3,299	$	-	$	5,143
Cost of Revenue		1,967			3,142		-		5,109
Segment (Loss) Profit	$	(123	)	$	157	$	-	$	34
Depreciation and Amortization	$	528		$	712	$	96	$	1,336
Capital Expenditures	$	19		$	26	$	-	$	45
Identifiable assets  (1)	$	10,842		$	14,636	$	829	$	26,307
Three Months Ended March 31, 2020:
Revenues	$	3,202		$	6,184	$	-	$	9,386
Cost of Revenue		3,494			4,971			$	8,465
Segment (Loss) Profit	$	(292	)	$	1,213	$		$	921
Depreciation and Amortization	$	671		$	647	$	78	$	1,396
Capital Expenditures	$	83		$	81	$	-	$	164
Identifiable assets  (1)	$	17,662		$	17,033	$	1,278	$	35,973

Reconciliation of Operating Profit (Loss) from Segments to Consolidated [Table Text Block]

	Three Months Ended March 31,
	2021			2020
Segment profit	$	34		$	921
Sales, general, and administrative expenses		(1,005	)		(1,762)
Loss on disposals of equipment		(51	)		(15	)
Depreciation and amortization		(1,336	)		(1,396	)
Loss from operations	$	(2,358	)	$	(2,252	)

Schedule of Revenue from External Customers and Long-Lived Assets, by Geographical Areas [Table Text Block]

	Three Months Ended March 31,
	2021		2020
BY GEOGRAPHY
Production Services:
Rocky Mountain Region (1)	$	444	$	1,193
Central USA Region (2)		1,240		1,873
Eastern USA Region (3)		160		136
Total Production Services		1,844		3,202
Completion and Other Services:
Rocky Mountain Region (1)		1,952		5,006
Central USA Region (2)		-		110
Eastern USA Region (3)		1,347		1,068
Total Completion and Other Services		3,299		6,184
Total Revenues	$	5,143	$	9,386

XML

Note 1 - Basis of Presentation - Current Ownership Hierarchy (Details)	3 Months Ended
	Mar. 31, 2021
Heat Waves Hot Oil Service LLC at Colorado [Member]
Subsidiary or Equity Method Investee	100.00%
Adler Hot Oil Service, LLC [Member]
Subsidiary or Equity Method Investee	100.00%
Heat Waves Water Management LLC at Colorado [Member]
Subsidiary or Equity Method Investee	100.00%
Dillco Fluid Service, Inc. at Kansas [Member]
Subsidiary or Equity Method Investee	100.00%
HE Services LLC at Nevada [Member]
Subsidiary or Equity Method Investee	100.00%

XML

Note 2 - Summary of Significant Accounting Policies (Details Textual) - USD ($)								3 Months Ended
	Apr. 26, 2021	Feb. 10, 2021	Feb. 03, 2021	Sep. 29, 2020	Sep. 23, 2020	Aug. 13, 2020	Aug. 10, 2017	Mar. 31, 2021	Mar. 31, 2020	Dec. 31, 2020	Dec. 31, 2019
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share)								$ 3.58			$ 3.73
Stock Issued During Period, Value, New Issues								$ 8,845,000
Accounts Receivable, Allowance for Credit Loss, Current								359,000		$ 322,000
Accounts Receivable, Credit Loss Expense (Reversal)								38,000	$ 300,000
Inventory Write-down								0	0
Interest Costs Capitalized								0	0
Impairment of Long-Lived Assets Held-for-use								0
Impairment of Long-Lived Assets to be Disposed of								0
Goodwill and Intangible Asset Impairment, Total								$ 0	$ 0
Share-based Compensation Arrangement by Share-based Payment Award, Options and Warrants, Outstanding, Number (in shares)								1,383,489	247,048
Share-based Compensation Arrangement by Share-based Payment Award, Options and Warrants, Outstanding, Aggregate Intrinsic Value										$ 0
Payments of Dividends, Total								$ 0
Domestic Tax Authority [Member] | Internal Revenue Service (IRS) [Member]
Open Tax Year								2017 2018 2019 2020
State and Local Jurisdiction [Member]
Open Tax Year								2016 2017 2018 2019 2020
Minimum [Member]
Property, Plant and Equipment, Useful Life (Year)								5 years
Maximum [Member]
Property, Plant and Equipment, Useful Life (Year)								30 years
At-the-market Offering [Member]
Stock Issued During Period, Shares, New Issues (in shares)				1,694,219
Stock Issued During Period, Value, New Issues				$ 3,500,000
Second Public Offering [Member]
Stock Issued During Period, Shares, New Issues (in shares)		4,199,998
Shares Issued, Price Per Share (in dollars per share)		$ 2.30
Proceeds from Issuance of Common Stock		$ 8,800,000
Warrant Issued in Connection with Amended 2017 Credit Agreement [Member]
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right (in shares)					1,000,000
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share)					$ 3.75
Warrants and Rights Outstanding, Term (Year)					5 years
Warrant Issued in connection with Conversion of Subordinated Debt [Member]
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right (in shares)			150,418
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share)			$ 2.507
Warrants and Rights Outstanding, Term (Year)			5 years
Conversion from 2017 Credit Agreement Loan Concession to Common Stock [Member]
Debt Conversion, Forgiven Debt, Amount					$ 16,000,000
Debt Conversion, Converted Instrument, Shares Issued (in shares)					533,334
Debt Conversion, Converted Instrument, Amount					$ 1,100,000
Shares Issued, Price Per Share (in dollars per share)					$ 2.0775
Conversion from Subordinated Promissory Note to Common Stock [Member]
Debt Conversion, Converted Instrument, Shares Issued (in shares)			601,674			403,602
Debt Conversion, Original Debt, Percentage of Total Debt						50.00%
Debt Conversion, Converted Instrument, Amount			$ 1,250,000			$ 1,250,000
Debt Conversion, Accrued Interest, Amount			$ 62,000			$ 265,000
Debt Instrument, Convertible, Conversion Price (in dollars per share)			$ 2.18
The 2017 Credit Agreement [Member] | East West Bank [Member] | Revolving Credit Facility [Member]
Debt Instrument, Term (Year)							3 years
Line of Credit Facility, Maximum Borrowing Capacity					$ 1,000,000		$ 37,000,000
Repayments of Lines of Credit		$ 3,000,000
The 2017 Credit Agreement [Member] | East West Bank [Member] | Revolving Credit Facility [Member] | Subsequent Event [Member]
Debt Instrument, Term (Year)	10 years

XML

Note 3 - Property and Equipment (Details Textual) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Depreciation, Total	$ 1.3	$ 1.4

XML

Note 3 - Property and Equipment - Summary of Property and Equipment (Details) - USD ($) $ in Thousands	Mar. 31, 2021	Dec. 31, 2020
Property and equipment, gross	$ 61,968	$ 62,097
Accumulated depreciation	(42,933)	(41,780)
Property and equipment, net	19,035	20,317
Vehicles [Member]
Property and equipment, gross	57,090	57,224
Property, Plant and Equipment, Other Types [Member]
Property and equipment, gross	1,324	1,319
Building and Building Improvements [Member]
Property and equipment, gross	3,176	3,176
Land [Member]
Property and equipment, gross	$ 378	$ 378

XML

Note 4 - Intangible Assets (Details Textual) - USD ($)	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Finite-Lived Intangible Asset, Useful Life (Year)	5 years
Amortization of Intangible Assets, Total	$ 54,000	$ 51,000

XML

Note 4 - Intangible Assets - Components of Intangible Assets (Details) - USD ($) $ in Thousands	Mar. 31, 2021	Dec. 31, 2020
Intangible assets, gross	$ 1,067	$ 1,067
Accumulated amortization	(504)	(450)
Net carrying value	563	617
Customer Relationships [Member]
Intangible assets, gross	626	626
Intellectual Property [Member]
Intangible assets, gross	$ 441	$ 441

XML

Note 4 - Intangible Assets - Expected Future Amortization Expense (Details) $ in Thousands	Mar. 31, 2021 USD ($)
Expected amortization expense, 2022	$ 218
Expected amortization expense, 2023	218
Expected amortization expense, 2024	127
Expected amortization expense, 2025
Expected amortization expense, 2026
Customer Relationships [Member]
Expected amortization expense, 2022	125
Expected amortization expense, 2023	125
Expected amortization expense, 2024	73
Expected amortization expense, 2025
Expected amortization expense, 2026
Patents and Trademarks [Member]
Expected amortization expense, 2022	93
Expected amortization expense, 2023	93
Expected amortization expense, 2024	54
Expected amortization expense, 2025
Expected amortization expense, 2026

XML

Note 5 - Discontinued Operations - Information by Major Classes of Line Items Disclosed as Discontinued Operations in the Consolidated Statements (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020	Dec. 31, 2020
Total (loss) income on discontinued operations that is presented in the Statements of Operations	$ (8)	$ 36
Dillco Fluid Service, Inc [Member]
Property and equipment, net	321		$ 321
Other assets	26		32
Total major classes of assets of the discontinued operation	347		353
Accounts payable and accrued liabilities	6		6
Other liabilities	27		34
Total liabilities included as part of discontinued operations	33		$ 40
Revenue
Cost of sales	(1)
Sales, general, and administrative expenses
Depreciation and amortization	(6)	(6)
Other expense items that are not major	(1)	(12)
Pretax loss of discontinued operations related to major classes of pretax profit	(8)	(18)
Gain on disposal		54
Total (loss) income on discontinued operations that is presented in the Statements of Operations	$ (8)	$ 36

XML

Note 6 - Debt (Details Textual) - USD ($)			3 Months Ended
	Feb. 11, 2021	Sep. 23, 2020	Mar. 31, 2021	Sep. 30, 2020	Mar. 31, 2020	Dec. 31, 2020	Dec. 31, 2019	Aug. 10, 2017
Repayments of Long-term Debt, Total			$ 25,000		$ 23,000
Long-term Debt, Total			$ 17,295,000			$ 22,480,000
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share)			$ 3.58				$ 3.73
Interest Expense [Member]
Amortization of Debt Issuance Costs					$ 35,000
Other Assets [Member]
Unamortized Debt Issuance Expense			$ 0			$ 0
Warrant Issued in Connection with Amended 2017 Credit Agreement [Member]
Warrants and Rights Outstanding, Term (Year)		5 years
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right (in shares)		1,000,000
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share)		$ 3.75
Warrants and Rights Outstanding		$ 1,400,000
Conversion from 2017 Credit Agreement Loan Concession to Common Stock [Member]
Debt Conversion, Converted Instrument, Shares Issued (in shares)		533,334
Shares Issued, Price Per Share (in dollars per share)		$ 2.0775
Debt Conversion, Converted Instrument, Amount		$ 1,100,000
Revolving Credit Facility [Member]
Debt Instrument, Interest Rate, Stated Percentage			8.25%			8.25%
Debt Instrument, Interest Rate, Calculated Monthly and Paid in Arrears			5.25%			5.25%
Debt Instrument, Interest Rate, Accrued on Principal Balance			3.00%			3.00%
Long-term Debt, Total			$ 15,168,000			$ 19,078,000
The 2017 Credit Agreement [Member] | East West Bank [Member]
Debt Instrument, Interest Rate, Stated Percentage		8.25%
Debt Instrument, Interest Rate, Calculated Monthly and Paid in Arrears		5.25%
Debt Instrument, Interest Rate, Accrued on Principal Balance		3.00%
Debt Instrument, Covenant, Minimum Liquidity		$ 1,500,000
Debt Instrument, Covenant, Percentage of Projected Gross Revenue Achieved		70.00%
Debt Instrument, Covenant, Maximum Capital Expenditures		$ 1,200,000
Gains (Losses) on Restructuring of Debt				$ 11,900,000
The 2017 Credit Agreement [Member] | East West Bank [Member] | Equipment Term Loan [Member]
Debt Instrument, Face Amount		17,000,000
Repayments of Long-term Debt, Total	$ 3,000,000
Long-term Debt, Total			$ 15,200,000
Debt, Weighted Average Interest Rate			8.25%
Long-term Debt, Gross			$ 15,200,000
Interest Payable			1,200,000
The 2017 Credit Agreement [Member] | East West Bank [Member] | Revolving Credit Facility [Member]
Line of Credit Facility, Maximum Borrowing Capacity, Percent of Eligible Receivables								85.00%
Line of Credit Facility, Maximum Borrowing Capacity, Percentage of Trucks and Equipment								85.00%
Line of Credit Facility, Decrease, Forgiveness		16,000,000
Line of Credit Facility, Maximum Borrowing Capacity		$ 1,000,000						$ 37,000,000
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage		0.50%
Line of Credit Facility, Remaining Borrowing Capacity			$ 1,000,000

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Note 6 - Debt - Summary of Long-term Debt (Details) - USD ($) $ in Thousands	Mar. 31, 2021	Dec. 31, 2020
Long-term debt	$ 17,295	$ 22,480
Less debt discount		(70)
Less current portion	(1,407)	(1,693)
Long-term debt, net of debt discount and current portion	15,888	20,717
Unsecured Debt [Member]
Long-term debt	1,940	1,940
Subordinated Debt [Member] | Subordinated Promissory Note 1 [Member]
Long-term debt		1,250
Real Estate Loan 1 [Member]
Long-term debt	153	167
Vehicle Loans for Trucks [Member]
Long-term debt	20	31
Note Payable To Seller Of Heat Waves [Member]
Long-term debt	14	14
Revolving Credit Facility [Member]
Long-term debt	$ 15,168	$ 19,078

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Note 6 - Debt - Summary of Long-term Debt (Details) (Parentheticals) - USD ($)	3 Months Ended	12 Months Ended
	Mar. 31, 2021	Dec. 31, 2020
Unsecured Debt [Member]
Interest rate	1.00%	1.00%
Maturity date	Apr. 10, 2022	Apr. 10, 2022
Subordinated Debt [Member] | Subordinated Promissory Note 1 [Member]
Interest rate	10.00%	10.00%
Maturity date	Jun. 28, 2022	Jun. 28, 2022
Real Estate Loan 1 [Member]
Interest rate	5.75%	5.75%
Periodic principal and interest payment	$ 5,255	$ 5,255
Vehicle Loans for Trucks [Member]
Periodic principal and interest payment	$ 3,966	$ 3,966
Interest rate	8.59%	8.59%
Note Payable To Seller Of Heat Waves [Member]
Periodic principal and interest payment	$ 36,000	$ 36,000
Revolving Credit Facility [Member]
Interest rate, payable monthly	5.25%	5.25%
Interest rate, accrued	3.00%	3.00%
Interest rate	8.25%	8.25%
Maturity date	Oct. 15, 2022	Oct. 15, 2022

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Note 6 - Debt - Summary of Maturities of Long-term Debt (Details) - USD ($) $ in Thousands	Mar. 31, 2021	Dec. 31, 2020
2022	$ 824
2023	16,432
2024	39
Thereafter
Total	$ 17,295	$ 22,480

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Note 7 - Income Taxes (Details Textual) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent	21.00%	21.00%
Effective Income Tax Rate Reconciliation, Other Reconciling Items, Amount, Total	$ (0.5)	$ (0.7)

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Note 8 - Commitments and Contingencies (Details Textual) - USD ($)	1 Months Ended	39 Months Ended
	Jun. 30, 2015	Mar. 31, 2021	Dec. 31, 2020
Self-insured Amount per Individual Claim	$ 50,000
Self-insured, Maximum Coverage Policy	$ 1,800,000
Self Insurance Reserve		$ 108,000	$ 150,000
Workers' Compensation, Maximum Coverage Policy		1,800,000
Workers' Compensation, Accumulated Payments on Claims		1,800,000
Workers' Compensation, Estimated Accruals		1,600,000
Other Noncurrent Assets [Member]
Worker's Compensation, Prepaid Amount		$ 189,000

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Note 8 - Commitments and Contingencies - Future Minimum Lease Commitments (Details) $ in Thousands	Mar. 31, 2021 USD ($)
2022, operating leases	$ 948
2022, finance leases	99
2023, operating leases	709
2023, finance leases	20
2024, operating leases	645
2024, finance leases	14
2025, operating leases	399
2025, finance leases	6
2026, operating leases	356
2026, finance leases
Thereafter, operating leases	90
Thereafter, finance leases
Total future lease commitments, operating leases	3,147
Total future lease commitments, finance leases	139
Impact of discounting, operating leases	(314)
Impact of discounting, finance leases	(35)
Discounted value of lease obligations, operating leases	2,833
Discounted value of lease obligations, finance leases	$ 104

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Note 8 - Commitments and Contingencies - Lease Cost (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Current lease cost	$ 14	$ 291
Long-term lease cost	257	20
Total operating lease cost	271	311
Amortization of right-of-use assets	25	58
Interest on lease liabilities	16	7
Total lease cost	$ 41	$ 65
Weighted-average lease term (years), operating (Year)	3 years 328 days	4 years 127 days
Weighted-average discount rate, operating	6.08%	6.08%
Weighted-average lease term (years), financing (Year)	1 year 332 days	1 year 332 days
Weighted-average discount rate, financing	5.92%	6.10%

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Note 9 - Stockholders' Equity (Details Textual) - $ / shares						1 Months Ended	15 Months Ended
	Feb. 11, 2021	Sep. 23, 2020	Nov. 11, 2019	Jun. 21, 2017	Dec. 21, 2016	Jun. 30, 2016	Mar. 31, 2021	Dec. 31, 2019
Class of Warrant or Right, Issued During Period (in shares)							150,418
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share)							$ 3.58	$ 3.73
Warrants Issued in June 2016 [Member]
Class of Warrant or Right, Issued During Period (in shares)						2,000
Class of Warrant or Right, Grants in Period, Grant Date Fair Value (in dollars per share)						$ 5.40
Class of Warrants or Rights, Vesting Period (Year)						1 year
Class of Warrants or Rights, Vested During the Period (in shares)				1,000	1,000
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share)							$ 10.50
Warrant In Connection With Amended Subordinated Loan [Member]
Class of Warrant or Right, Issued During Period (in shares)			1
Class of Warrant or Right, Grants in Period, Grant Date Fair Value (in dollars per share)			$ 2.40
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share)			$ 3
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right (in shares)			41,667
Warrants and Rights Outstanding, Term (Year)			5 years
Warrant Issued in Connection with Amended 2017 Credit Agreement [Member]
Class of Warrant or Right, Issued During Period (in shares)		1
Class of Warrant or Right, Grants in Period, Grant Date Fair Value (in dollars per share)		$ 1.42
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share)		$ 3.75
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right (in shares)		1,000,000
Class of Warrant or Right, Period Following Issuance at which Warrants are Exercisable (Year)		1 year
Warrants and Rights Outstanding, Term (Year)		5 years
Warrants Issued in Connection With the Conversion of Subordinated Loan Agreement to Common Stock [Member]
Class of Warrant or Right, Issued During Period (in shares)	1
Class of Warrant or Right, Grants in Period, Grant Date Fair Value (in dollars per share)	$ 2.02
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share)	$ 2.507
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right (in shares)	150,418
Class of Warrant or Right, Period Following Issuance at which Warrants are Exercisable (Year)	1 year
Warrants and Rights Outstanding, Term (Year)	5 years

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Note 9 - Stockholders' Equity - Summary of Warrant Activity (Details) - $ / shares	3 Months Ended	12 Months Ended	15 Months Ended
	Mar. 31, 2021	Dec. 31, 2020	Mar. 31, 2021
Outstanding (in shares)		1,043,667	1,043,667
Outstanding, weighted average exercise price (in dollars per share)		$ 3.73	$ 3.73
Outstanding, weighted average remaining contractual life (Year)	4 years 182 days	4 years 255 days
Issued (in shares)			150,418
Issued, weighted average exercise price (in dollars per share)			$ 2.51
Issued, weighted average remaining contractual life (Year)	4 years 328 days
Outstanding (in shares)	1,194,085		1,194,085
Outstanding, weighted average exercise price (in dollars per share)	$ 3.58		$ 3.58
Exercisable (in shares)	43,667		43,667
Exercisable, weighted average exercise price (in dollars per share)	$ 3.34		$ 3.34
Exercisable, weighted average remaining contractual life (Year)	3 years 182 days

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Note 10 - Stock Options and Restricted Stock (Details Textual) - USD ($)				3 Months Ended
	Jan. 04, 2021	Jan. 01, 2016	Jul. 27, 2010	Mar. 31, 2021	Mar. 31, 2020	Dec. 31, 2020	Dec. 31, 2019	Jul. 18, 2016
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number, Ending Balance (in shares)				4,902			11,569
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross (in shares)				0	0
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period (in shares)				0	0
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value				$ 0
Share-based Payment Arrangement, Nonemployee [Member]
Stock Issued During Period, Value, Issued for Services	$ 311,000
Deferred Compensation Share-based Arrangements, Liability, Current and Noncurrent						$ 221,000
Stock Issued During Period, Shares, Issued for Services (in shares)				118,184
Share-based Payment Arrangement, Option [Member]
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount, Total				$ 0
Share-based Payment Arrangement, Option [Member] | Selling, General and Administrative Expenses [Member]
Share-based Payment Arrangement, Expense				$ 0	$ 2,000
Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares)				165,000
Restricted Stock [Member] | Share-based Payment Arrangement, Nonemployee [Member]
Share-based Payment Arrangement, Expense				$ 23,000
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares)				48,129
Restricted Stock [Member] | Selling, General and Administrative Expenses [Member]
Share-based Payment Arrangement, Expense				$ 24,000	$ 36,000
Option Plan 2010 Member
Share-based Compensation Arrangement by Share-based Payment Award, Percentage of Outstanding Stock Maximum			15.00%
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant (in shares)		381,272		0
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number, Ending Balance (in shares)		2,541,809		1,079
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period (Year)		5 years
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized (in shares)								159,448
Option Plan 2010 Member | Minimum [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period (Year)		1 year
Option Plan 2010 Member | Maximum [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period (Year)		3 years
The 2016 Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant (in shares)				3,823				692,782
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number, Ending Balance (in shares)				184,503
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized (in shares)								533,334

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Note 10 - Stock Options and Restricted Stock - Summary of Stock Option Activity (Details) - $ / shares	3 Months Ended	12 Months Ended	15 Months Ended
	Mar. 31, 2021	Dec. 31, 2020	Mar. 31, 2021
Outstanding (in shares)		11,569	11,569
Outstanding, weighted average exercise price (in dollars per share)	$ 5.87
Outstanding, weighted average remaining contractual life (Year)	343 days	193 days
Forfeited or Expired (in shares)			(6,667)
Forfeited or Expired, weighted average exercise price (in dollars per share)	$ 5.55
Outstanding (in shares)	4,902		4,902
Outstanding, weighted average exercise price (in dollars per share)	$ 6.31	$ 5.87	$ 6.31
Vested (in shares)	4,902		4,902
Vested, weighted average exercise price (in dollars per share)	$ 6.31		$ 6.31
Vested, weighted average remaining contractual life (Year)	343 days
Exercisable (in shares)	4,902		4,902
Exercisable, weighted average exercise price (in dollars per share)	$ 6.31		$ 6.31
Exercisable, weighted average remaining contractual life (Year)	343 days

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Note 10 - Stock Options and Restricted Stock - Summary of Restricted Stock Options (Details) - Restricted Stock [Member]	3 Months Ended
	Mar. 31, 2021 $ / shares shares
Balance, Restricted shares (in shares) | shares	24,393
Balance, Restricted shares, Weighted average grant date fair value (in dollars per share) | $ / shares	$ 7.32
Granted, Restricted shares (in shares) | shares	165,000
Granted, Restricted shares, Weighted average grant date fair value (in dollars per share) | $ / shares	$ 1.05
Vested, Restricted shares (in shares) | shares	(3,667)
Vested, Restricted shares, Weighted average grant date fair value (in dollars per share) | $ / shares	$ 7.05
Forfeited, Restricted shares (in shares) | shares	(1,223)
Forfeited, Restricted shares, Weighted average grant date fair value (in dollars per share) | $ / shares	$ 9.99
Balance, Restricted shares (in shares) | shares	184,503
Balance, Restricted shares, Weighted average grant date fair value (in dollars per share) | $ / shares	$ 1.70

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Note 10 - Stock Options and Restricted Stock - Potentially Dilutive Instruments (Details) - shares	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Potentially dilutive instruments (in shares)	1,300,463	274,341
Share-based Payment Arrangement, Option [Member]
Potentially dilutive instruments (in shares)	6,235	118,143
Restricted Stock [Member]
Potentially dilutive instruments (in shares)	170,338	112,531
Warrant [Member]
Potentially dilutive instruments (in shares)	1,123,890	43,667

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Note 11 - Segment Reporting - Reportable Segments (Details) - USD ($) $ in Thousands		3 Months Ended
		Mar. 31, 2021	Mar. 31, 2020
Revenues		$ 5,143	$ 9,386
Cost of Revenue		5,109	8,465
Segment (Loss) Profit		34	921
Depreciation and amortization		1,336	1,396
Capital Expenditures		45	164
Identifiable assets	[1]	26,307	35,973
Production Services [Member]
Revenues		1,844	3,202
Cost of Revenue		1,967	3,494
Segment (Loss) Profit		(123)	(292)
Depreciation and amortization		528	671
Capital Expenditures		19	83
Identifiable assets	[1]	10,842	17,662
Completion Services [Member]
Revenues		3,299	6,184
Cost of Revenue		3,142	4,971
Segment (Loss) Profit		157	1,213
Depreciation and amortization		712	647
Capital Expenditures		26	81
Identifiable assets	[1]	14,636	17,033
Unallocated and Other Segments [Member]
Revenues
Cost of Revenue
Segment (Loss) Profit
Depreciation and amortization		96	78
Capital Expenditures
Identifiable assets	[1]	$ 829	$ 1,278

[1] Identifiable assets is calculated by summing the balances of accounts receivable, net; inventories; property and equipment, net; and other assets.

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Note 11 - Segment Reporting - Income From Operations (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Segment profit	$ 34	$ 921
Sales, general, and administrative expenses	(1,005)	(1,762)
Loss on disposals of equipment	(51)	(15)
Depreciation and amortization	(1,336)	(1,396)
Loss from operations	$ (2,358)	$ (2,252)

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Note 11 - Segment Reporting - Revenues by Geography (Details) - USD ($) $ in Thousands		3 Months Ended
		Mar. 31, 2021	Mar. 31, 2020
Revenue		$ 5,143	$ 9,386
Production Services [Member]
Revenue		1,844	3,202
Completion Services [Member]
Revenue		3,299	6,184
Rocky Mountain Region [Member] | Production Services [Member]
Revenue	[1]	444	1,193
Rocky Mountain Region [Member] | Completion Services [Member]
Revenue	[1]	1,952	5,006
Central USA Region [Member] | Production Services [Member]
Revenue	[2]	1,240	1,873
Central USA Region [Member] | Completion Services [Member]
Revenue	[2]		110
Eastern USA Region [Member] | Production Services [Member]
Revenue	[3]	160	136
Eastern USA Region [Member] | Completion Services [Member]
Revenue	[3]	$ 1,347	$ 1,068

[1] Includes the D-J Basin/Niobrara field (northeastern Colorado and southeastern Wyoming), the San Juan Basin (southeastern Colorado and northeastern New Mexico, the Powder River and Green River Basins (northeastern and southwestern Wyoming), the Bakken area (western North Dakota and eastern Montana).

[2] Includes the Scoop/Stack Shale in Oklahoma and the Eagle Ford Shale in Texas.

[3] Consists of the southern region of the Marcellus Shale formation (southwestern Pennsylvania and northern West Virginia) and the Utica Shale formation (eastern Ohio).