Document And Entity Information
Document And Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Mar. 15, 2019 | Jun. 29, 2018 | |
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 Voluntary Filers | No | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Emerging Growth Company | false | ||
Entity Small Business | true | ||
Entity Common Stock, Shares Outstanding (in shares) | 54,369,829 | ||
Entity Public Float | $ 47.2 | ||
Entity Shell Company | false | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2018 | ||
Document Fiscal Year Focus | 2018 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Current Assets | ||
Cash and cash equivalents | $ 257 | $ 391 |
Accounts receivable, net | 10,729 | 11,160 |
Prepaid expenses and other current assets | 1,081 | 801 |
Inventories | 514 | 552 |
Income tax receivable, current | 85 | 57 |
Current assets of discontinued operations | 864 | 692 |
Total current assets | 13,530 | 13,653 |
Property and Equipment, net | 33,057 | 28,312 |
Goodwill and intangible assets, net | 1,580 | 301 |
Income tax receivable, non-current | 28 | 57 |
Other Assets | 649 | 822 |
Non-current assets of discontinued operations | 177 | 1,105 |
TOTAL ASSETS | 49,021 | 44,250 |
Current Liabilities | ||
Accounts payable and accrued liabilities | 3,391 | 5,276 |
Note payable | 3,868 | |
Current portion of long-term debt | 149 | 182 |
Current liabilities of discontinued operations | 44 | 189 |
Total current liabilities | 7,452 | 5,647 |
Long-Term Liabilities | ||
Senior revolving credit facility | 33,882 | 27,066 |
Subordinated debt | 1,832 | 2,229 |
Long-term debt, less current portion | 312 | 252 |
Warrant liability | 831 | |
Other liability | 941 | |
Total long-term liabilities | 36,967 | 30,378 |
Total liabilities | 44,419 | 36,025 |
Commitments and Contingencies (Note 12) | ||
Stockholders’ Equity | ||
Preferred stock. $0.005 par value, 10,000,000 shares authorized, no shares issued or outstanding | 0 | 0 |
Common stock. $0.005 par value, 100,000,000 shares authorized, 54,389,829 and 51,197,989 shares issued as of December 31, 2018 and December 31, 2017, respectively; 103,600 shares of treasury stock; and 54,286,229 and 51,094,389 shares outstanding December 31, 2018 and December 31, 2017, respectively | 271 | 255 |
Additional paid-in-capital | 21,797 | 19,571 |
Accumulated deficit | (17,466) | (11,601) |
Total stockholders’ equity | 4,602 | 8,225 |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $ 49,021 | $ 44,250 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - $ / shares | Dec. 31, 2018 | Dec. 31, 2017 |
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) | 54,389,829 | 51,197,989 |
Common stock, shares outstanding (in shares) | 54,286,229 | 51,094,389 |
Treasury stock, shares (in shares) | 103,600 | 103,600 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Revenues | ||
Revenues | $ 46,919 | $ 37,068 |
Expenses | ||
Cost of Revenue | 37,450 | 29,625 |
Selling, general and administrative expenses | 5,225 | 4,392 |
Patent litigation and defense costs | 80 | 129 |
Severance and Transition Costs | 633 | 784 |
(Gain) loss on disposal of equipment | (108) | 62 |
Depreciation and amortization | 5,989 | 5,833 |
Total operating expenses | 49,269 | 40,825 |
Loss from operations | (2,350) | (3,757) |
Other income (expense) | ||
Interest expense | (2,228) | (2,261) |
Other (expense) | (407) | (463) |
Total other expense | (2,635) | (2,724) |
Loss from continuing operations before tax benefit | (4,985) | (6,481) |
Income tax (expense) benefit | (32) | 561 |
Loss from continuing operations | (5,017) | (5,920) |
Loss from operations of discontinued operations (including gain on disposal of $129,000 and loss on impairment of $130,000) | (848) | (973) |
Income tax benefit | ||
Loss on discontinued operations | (848) | (973) |
Net loss | $ (5,865) | $ (6,893) |
Loss from continuing operations per common share – basic and diluted (in dollars per share) | $ (0.09) | $ (0.12) |
Loss from discontinued operations per common share – basic and diluted (in dollars per share) | (0.02) | (0.02) |
Net loss per share (in dollars per share) | $ (0.11) | $ (0.14) |
Basic weighted average number of common shares outstanding (in shares) | 52,865 | 51,070 |
Well Enhancement Services Segment [Member] | ||
Revenues | ||
Revenues | $ 42,759 | $ 34,686 |
Expenses | ||
Cost of Revenue | 32,852 | 25,902 |
Depreciation and amortization | 4,848 | 4,817 |
Water Transfer Services Segment [Member] | ||
Revenues | ||
Revenues | 4,160 | 2,128 |
Expenses | ||
Cost of Revenue | 3,972 | 2,666 |
Depreciation and amortization | 1,118 | 985 |
Unallocated and Other Segments [Member] | ||
Revenues | ||
Revenues | 254 | |
Expenses | ||
Cost of Revenue | 626 | 1,057 |
Depreciation and amortization | $ 23 | $ 31 |
Consolidated Statements of Op_2
Consolidated Statements of Operations (Parentheticals) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Gain on disposal | $ 129 | |
Loss on impairment | $ 130 |
Consolidated Statement of Stock
Consolidated Statement of Stockholders' Equity - USD ($) $ in Thousands | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total |
Balance (in shares) at Dec. 31, 2016 | 51,068,000 | |||
Balance at Dec. 31, 2016 | $ 255 | $ 18,868 | $ (4,708) | $ 14,415 |
Cashless exercise of warrants, net of issuance costs (in shares) | 26,000 | |||
Cashless exercise of warrants, net of issuance costs | ||||
Stock-based compensation, net of issuance costs | 703 | 703 | ||
Net loss | (6,893) | $ (6,893) | ||
Cashless option exercise (in shares) | 0 | |||
Balance (in shares) at Dec. 31, 2017 | 51,094,000 | |||
Balance at Dec. 31, 2017 | $ 255 | 19,571 | (11,601) | $ 8,225 |
Cashless exercise of warrants, net of issuance costs (in shares) | 1,613,000 | |||
Cashless exercise of warrants, net of issuance costs | $ 9 | 1,862 | 1,871 | |
Stock-based compensation, net of issuance costs | 371 | 371 | ||
Net loss | (5,865) | $ (5,865) | ||
Cashless option exercise (in shares) | 663,000 | 1,230,002 | ||
Cashless option exercise | $ 3 | (3) | ||
Restricted share issuance (in shares) | 1,043,000 | |||
Restricted share issuance | $ 5 | (5) | ||
Restricted share cancellation (in shares) | (127,000) | |||
Restricted share cancellation | $ (1) | 1 | ||
Balance (in shares) at Dec. 31, 2018 | 54,286,000 | |||
Balance at Dec. 31, 2018 | $ 271 | $ 21,797 | $ (17,466) | $ 4,602 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
OPERATING ACTIVITIES | ||
Net loss | $ (5,865,000) | $ (6,893,000) |
Net loss from discontinued operations | (848,000) | (973,000) |
Net loss from continuing operations | (5,017,000) | (5,920,000) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 5,989,000 | 5,833,000 |
(Gain) loss on disposal of equipment | (108,000) | 62,000 |
Change in fair value of warrants | 540,000 | 524,000 |
Deferred income taxes | 146,000 | |
Stock-based compensation | 393,000 | 704,000 |
Amortization of debt issuance costs and discount | 297,000 | 484,000 |
Provision for bad debt expense | 43,000 | 37,000 |
Changes in operating assets and liabilities | ||
Accounts receivable | 1,691,000 | (6,845,000) |
Inventories | 38,000 | (166,000) |
Prepaid expenses and other current assets | 1,082,000 | 133,000 |
Income taxes receivable | (28,000) | 111,000 |
Other assets | (120,000) | (403,000) |
Accounts payable and accrued liabilities | (2,616,000) | 2,446,000 |
Other liabilities | 25,000 | |
Net cash provided by (used in) operating activities - continuing operations | 2,209,000 | (2,854,000) |
Net cash used in operating activities - discontinued operations | (873,000) | (1,135,000) |
Net cash provided by (used in) operating activities | 1,336,000 | (3,989,000) |
INVESTING ACTIVITIES | ||
Acquisition of Adler Hot Oil Service, LLC | (6,164,000) | |
Purchases of property and equipment | (1,781,000) | (1,677,000) |
Proceeds from insurance claims | 122,000 | 183,000 |
Proceeds from disposal of equipment | 578,000 | 279,000 |
Net cash used in investing activities - continuing operations | (7,245,000) | (1,215,000) |
Net cash used in investing activities - discontinued operations | (29,000) | (89,000) |
Net cash used in investing activities | (7,274,000) | (1,304,000) |
FINANCING ACTIVITIES | ||
Stock issuance costs and registration fees | (1,000) | |
Net line of credit borrowings | 6,728,000 | 4,312,000 |
Proceeds from issuance of long-term debt | 1,000,000 | |
Repayment of note payable | (800,000) | |
Repayment of long-term debt | (93,000) | (189,000) |
Other financing | (31,000) | (59,000) |
Net cash provided by financing activities | 5,804,000 | 5,063,000 |
Net decrease in Cash and Cash Equivalents | (134,000) | (230,000) |
Cash and Cash Equivalents, beginning of period | 391,000 | 621,000 |
Cash and Cash Equivalents, end of period | 257,000 | 391,000 |
Supplemental cash flow information: | ||
Cash paid for interest | 1,838,000 | 674,000 |
Cash paid (refunded) for income taxes | 32,000 | (222,000) |
Supplemental Disclosure of Non-cash Investing and Financing Activities: | ||
Non-cash proceeds from revolving credit facilities | 141,000 | 1,124,000 |
Cashless exercise of stock options | 994,000 | |
Non-cash proceeds from warrant exercise | 500,000 | |
Non-cash subordinated debt principal repayment | (500,000) | |
Non-cash conversion of warrant liability to equity | 1,371,000 | |
Non-cash proceeds from subordinated debt borrowings | 4,800,000 | 1,500,000 |
Non-cash repayment of revolving credit facility | $ (1,500,000) |
Note 1 - Basis of Presentation
Note 1 - Basis of Presentation | 12 Months Ended |
Dec. 31, 2018 | |
Notes to Financial Statements | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | Note 1 – Basis of Presentation Enservco Corporation (“ Enservco”) and 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, hot oiling and acidizing (well enhancement services); and water transfer and water treatment services (Water Transfer Services). The accompanying consolidated financial statements have been derived from the accoun ting 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 December 31, 2018 2017 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 Oil and natural gas well services, including logistics and stimulation. Heat Waves Water Management LLC Colorado 100% by Enservco Water Transfer and Water Treatment Services. Dillco Fluid Service, Inc. Kansas 100% by Enservco Discontinued operation in 2018. HE Services LLC (“ HES”) Nevada 100% by Heat Waves No active business operations. Owns construction equipment used by Heat Waves. On October 29, 2018, November 1, 2018, The accompanying consolidated financial statements were prepared in accordance with accounting principles generally accepted in the United States of America (“ GAAP”) All significant inter-company balances and transactions have been eliminated in the accompanying consolidated financial statements. |
Note 2 - Summary of Significant
Note 2 - Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2018 | |
Notes to Financial Statements | |
Significant Accounting Policies [Text Block] | Note 2 Cash and Cash Equivalents The Company considers all highly liquid instruments purchased with an original maturity of three ess 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 Accounts Receivable Accounts receivable are stated at the amounts billed to customers, net of an allowance fo r uncollectible accounts. The Company provides an allowance for uncollectable 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 December 31, 2018, December 31, 2017, $139,000 $60,000, December 31, 2018 2017, $43,000 and $37,000, Concentrations As of December 31, 2018, no 10% one 10 December 31, 2018. December 31, 2017, one 10% 12%. 9 December 31, 2017. one 10% 15% December 31, 2017. 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 first December 31, 2018 2017, not Property and Equipment Property and equipment consists of ( 1 2 3 sed for the disposal of water; and ( 4 5 30 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 conducts a m ajor part of its operations from leased facilities. Each of these leases is accounted for as an operating lease. Normally, the Company records rental expense on its operating leases over the lease term as it becomes payable. If rental payments are not 2024 . December 31, 2018, 2017, $64,000 and $96,000, The Company amortizes leasehold improvements over the shorter of the life of the lease or the life of the improvements. During the years ended December 31, 2018 2017, f approximately $33 ,000 and $39,000. The Company has leased trucks and equipment in the normal course of business, which were recorded as operating leases. The Company recorded rental expense on equipment under operating leases over the lease term as it becomes payab le; there were no no December 31, 2018 2017. 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 not $130,000 December 31, 2018. 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 Revenue Recognition As described below, we adopted Accounting Standards Update 2014 09, 606, January 1, 2018, no 30 60 not 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 not Revenue is recognized for certain projects that take more than one Earning s (Loss) Per Share Earnings (loss) per share is computed by dividing net income (loss) by the weighted average number of common shares outstanding for the period. Diluted earnings per share is calculated by dividing net income (loss) by the diluted weigh ted 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 As of December 31, 2018, 2017, were outstanding stock options and warrants to acquire an aggregate of 2,574,665 and 6,457,335 December 31, 2018 2017, $5.8 and $6.9 December 31, 2018, $93,000 . Dilution is not not December 31, 2018 2017 Loan Fees and Other Deferred Costs In the normal course of business, the Company enters into loan agreements and amendments thereto with its primary lending institutions. The majority of these lending agreements and amendments require origination fees and other fees in the course of execut ing the agreements. For all costs associated with the execution of the lending agreements, the Company recognizes these as capitalized costs and amortizes these costs over the remaining term of the loan agreement. All other costs not December 31, 2018, $208,000 in unamortized loan fees and other deferred costs associated with the 2017 three Der ivative Instruments From time to time, the Company has interest rate swap agreements in place to hedge against changes in interest rates. The fair value of the Company’s derivative instruments are reflected as assets or liabilities on the balance sheet. The accounting for changes in the fair value of a derivative instrument depends on the intended use of the derivative instrument and the resulting designation. Transactions related to the Company’s derivative instruments accounted for as hedges are classified in the same category as the item hedged in the consolidated statement of cash flows. The Company did not December 31, 2018 2017, On February 23, 2018, 2017 $10.0 2.52% On September 17, 2015, 2014 $10.0 1.88% 4.50% 5.50% 4.50% 5.50% In connection with the termination of the 2014 August 10, 2017, not December 31, 2017. Income Taxes The Company recognizes deferred tax liabilities and assets (Note 9 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. Deferred income taxes are classified as non-current asset or liability based on the classification of the related asset or liability for financial reporting purposes. A deferred tax asset or liability that is not not The Company accounts for any uncertainty in income taxes by recognizing the tax benefit from an uncertain tax position only if it is more likely than not 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% may not Interest and penalties associated with tax positions are recorded in the peri od assessed as 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 2014 2018 2014 2018. 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, not December 31, 2018. The hierarchy is broken down into three 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 not 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 zero The Company used the market-value of Company stock to determine the fair value of the performance-based restricted stock awarded in 2018. The Company used a Monte Carlo simulation program to determine the fair value of market-based restricted stock awarded in 2018. Management Estimates The preparation of the Company ’s consolidated financial statements in conformity with GAAP 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, the valuation of deferred taxes, and the valuation of warrant liability and the Company’s interest rate swap. Actual results could differ from those estimates. Reclassifications Certain prior-period amounts have been reclassified for comparative purposes to conform to the fiscal 2018 no Business Combinations We recognize and measure the assets acquired and liabilities assumed in a business combination based on their estimated fair values at the acquisition date, with any remaining difference recorded as goodwill or gain from a bargain purchase. For material acquisitions, management typically engages an independent valuation specialist to assist with the determination of fair value of the assets acquired, liabilities assumed, noncontrolling interest, if any, and goodwill, based on recognized business valuation methodologies. If the initial accounting for the business combination is incomplete by the end of the reporting period in which the acquisition occurs, an estimate will be recorded. Subsequent to the acquisition, and not one may 4 Accounting Pronouncements Accounting Pronouncements In February 2016, 2016 02 842 12 December 15, 2018, January 1, 2019 December 31, 2018. $2.2 January 1, 2019, no Recently Adopted In May 2014, 2014 09 July 2015, one 2015 14 December 15, 2017. 1 2016 08 2 2016 10 3 605 2016 11 4 2016 12 January 1, 2018 no In August 2016, 2016 15, 230 2016 15 one December 15, 2017 January 1, 2018 2016 15 not In January 2017, 2017 01, 805 not not 1 2 not first 2018 not In May 2017, 2017 09, 718 718. January 1, 2018, not |
Note 3 - Property and Equipment
Note 3 - Property and Equipment | 12 Months Ended |
Dec. 31, 2018 | |
Notes to Financial Statements | |
Property, Plant and Equipment Disclosure [Text Block] | Note 3 Property and equipment consists of the following at (amounts in thousands): December 31, December 31, 2018 2017 Trucks and vehicles $ 59,535 $ 50,142 Water transfer equipment 4,952 2,425 Other equipment 961 3,136 Buildings and improvements 2,822 3,082 Land 378 589 Disposal wells 400 391 Total property and equipment 69,048 59,765 Accumulated depreciation (35,991 ) ( ) Property and equipment, net $ 33,057 $ 28,312 |
Note 4 - Business Combinations
Note 4 - Business Combinations | 12 Months Ended |
Dec. 31, 2018 | |
Notes to Financial Statements | |
Business Combination Disclosure [Text Block] | Note 4 – Business Combinations Acquisition of Adler Hot Oil Service, LLC On October 26, 2018, $12.5 $500,000 The consideration paid or to be paid by Enservco under the Agreement includes: (i) $3.7 $4.8 $2.5 $1.0 2019; $1.0 18 October 26, 2018, The acquisition of Adler qualified as a business combination and as such, we estimated the fair value of the assets acquired and liabilities assumed as of the closing date. The fair value measure of the assets acquired and liabilities assumed applied various valuation methods to estimate the value of the intangibles that would provide a fair and reasonable value to a market participant, in view of the facts available at the time. Each valuation method was analyzed to determine which method would generate the most reasonable estimate of value of the Company’s intangible assets as of October 26, 2018. The goodwill of approximately $245,000 None Our Consolidated Statements of Operations include approximately $3.2 $371,000 $224,000 The following tables represent the consideration paid to the Seller and the estimated fair value of the assets acquired and liabilities assumed. Consideration paid to Seller: Cash consideration, including payment to retire Adler debt $ 6,206 Subordinated note, net of discount 4,580 Indemnity holdback at fair value 873 Earnout at fair value 44 Net purchase price $ 11,703 Recognized amounts of identifiable assets acquired and liabilities assumed: Cash $ 43 Accounts receivable, net 1,317 Prepaid expenses and other current assets 239 Property, plant, and equipment 9,664 Intangible assets 1,045 Accounts payable and accrued liabilities (850 ) Total identifiable net assets 11,458 Goodwill 245 Total identifiable assets acquired $ 11,703 Below are consolidated results of operations for the years ended December 31, 2018 2017 January 1, 2017. December 31, December 31, 2018 2017 Total Revenues $ 59,442 $ 54,071 Loss from continuing operations $ (5,475 ) $ (4,698 ) Loss per common share - basic and diluted $ (0.12 ) $ (0.11 ) The pro forma results for the years ended December 31, 2018 2017 - Elimination of Adler interest expense. - Additional interest expense related to long-term debt issued to fund the acquisition. - Adjustment to depreciation expense based on the adjustment of Adler's Property, plant, and equipment to fair value. - Adjustment to remove certain professional fees from Adler's expenses. - Adjustment to remove gain on extinguishment of debt from Adler's results. Subordinated Note In connection with the Transaction and pursuant to the terms of the Agreement, on October 26, 2018, $4.8 8% November 30, 2018 $800,000, February 28, 2019 $200,000, March 31, 2019 may Second Amendment to Loan and Security Agreement and Consent In connection with the Transaction, on October 26, 2018, August 10, 2017 $37.0 $6.2 $3.0 $2.5 On October 26, 2018, |
Note 5 - Intangible Assets
Note 5 - Intangible Assets | 12 Months Ended |
Dec. 31, 2018 | |
Notes to Financial Statements | |
Intangible Assets Disclosure [Text Block] | Note 5 – Intangible Assets The components of our intangible assets as of December 31, 2018 2017 December 31, 2018 2017 Customer relationships $ 626 $ - Patents and trademarks 441 - Total intangible assets 1,067 - Accumulated amortization (34 ) - Net carrying value $ 1,033 $ - The useful lives of our intangible assets are estimated to be five $34,000 2018. The following table represents the amortization expense for the next five 2019 2020 2021 2022 2023 Customer relationships $ 125 $ 125 $ 125 $ 125 $ 104 Intellectual property 80 80 80 80 66 Total intangible asset amortization expense $ 205 $ 205 $ 205 $ 205 $ 170 |
Note 6 - Discontinued Operation
Note 6 - Discontinued Operations | 12 Months Ended |
Dec. 31, 2018 | |
Notes to Financial Statements | |
Disposal Groups, Including Discontinued Operations, Disclosure [Text Block] | Note 6 – Discontinued Operations Dillco On October 29, 2018, November 1, 2018, December 2018, $129,000. $130,000 December 31, 2018. 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: December 31, December 31, 2018 2017 Carrying amount of major classes of assets included as part of discontinued operations: Accounts receivable, net $ 97 $ 601 Inventories - 67 Property and equipment, net 177 1,105 Receivable from equipment sales 760 - Prepaid expenses and other current assets 7 24 Total major classes of assets of the discontinued operation $ 1,041 $ 1,797 Carrying amounts of major classes of liabilities included as part of discontinued operations: Accounts payable and accrued liabilities 44 189 Total liabilities included as part of discontinued operations $ 44 $ 189 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: December 31, December 31, 2018 2017 Revenue $ 2,433 $ 3,684 Cost of sales (2,936 ) (3,979 ) Selling, general, and administrative expenses (69 ) (68 ) Depreciation and amortization (275 ) (655 ) Other income and expense items that are not major - 45 Pretax loss of discontinued operations related to major classes of pretax profit (847 ) (973 ) Pretax gain on sale at auction 129 - Pretax loss on impairment (130 ) - Income tax benefit - - Total loss on discontinued operations that is presented in the Statements of Operations $ (848 ) $ (973 ) |
Note 7 - Debt
Note 7 - Debt | 12 Months Ended |
Dec. 31, 2018 | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | Note 7 – Debt East West Bank Revolving Credit Facility On August 10, 2017, 2017 with East West Bank which provides for a three $30 2017 85% 85% 2017 no 1 3.5% 1.75%. 0.5% August 10, 2020. 2017 one As of December 31, 2018, 2017 Credit Agreement of approximately $33.9 million with weighted average interest rates of 6.06 % per year for $33.0 million of outstanding LIBOR Rate borrowings and 7 .25 % per year for the approximately $883,000 of outstanding Prime Rate borrowings. As of December 31 , 2018, $3.0 million was available to be drawn under the 2017 December 31, 2017, 2017 $27.1 5.06% 4.88% $24.5 6.25% $2.6 December 31, 2017, $2.1 2017 Under to the 2017 ( 1 Maintenance of a Fixed Charge Coverage Ratio (“FCCR”) of not 1.10 1.00 January 1, 2017, December 31, 2017, twelve ( 2 In periods when the trailing twelve 1.20 1.00, $1,500,000 2017 On August 10, 2017, $21.8 obligations outstanding under our Prior Credit Facility and fund certain closing costs and fees. On November 20, 2017, 2017 November 20, 2017, Waiver, East West Bank waived an event of default with respect to the Company’s failure to satisfy the minimum fixed charge coverage ratio set forth in the 2017 September 30, 2017, October 31, 2017 November 30, 2017. $20,000. In connection with the acquisition of Adler Hot Oil Service, LLC ("Adler") (See Note 4 October 26, 2018, August 10, 2017 $37.0 $6.2 $3.0 $2.5 On October 26, 2018, As of December 31, 2018, 2017 2014 PNC Credit Facility In September 2014, "2014 five $30 secured revolving credit facility which replaced a prior revolving credit facility and term loan with PNC that totaled $16 "2012 2014 85% 75% 2014 no 1, 2 3 4.50% 5.50% 3.00% 4.00% 0.375%. August 10, 2017 Debt Issuance Costs We have capitalized certain debt issuance costs incurred in connection with the credit agreements discussed above and these costs are being amortized to interest expense over the term of the facility on a straight-line basis. The long-term portion of debt issuance costs of approximately $208,000 $232,000 December 31, 2018 2017, uring the years ended December 31, 2018 2017, $105,000 and $121,000 31, 2017, $327,000 Notes Payable Long-term debt consists of the following at years December 31, 2018 2017 December 31, December 31, 2018 2017 Seller Subordinated Note. Interest is at 8%. Matures March 31, 2019 $ 4,000 $ - Subordinated Promissory Note with related party, Interest is at 10%, interest is paid quarterly. Matures June 28, 2022 1,000 1,500 Subordinated Promissory Note with related party, Interest is at 10%, interest is paid quarterly. Matures June 28, 2022 1,000 1,000 Real Estate Loan for our facility in North Dakota, interest at 3.75%, monthly principal and interest payment of $5,255 ending October 3, 2028. Collateralized by land and property purchased with the loan. 258 309 Vehicle loans for three trucks, interest at 8.59%, monthly principal and interest payments of $3,966, matures in August 2021 113 - 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. 89 125 Total 6,460 2,934 Less debt discount (167 ) (271 ) Less current portion (4,149 ) (182 ) Long-term debt, net of current portion $ 2,144 $ 2,481 Aggregate maturities of debt, excluding the 2017 5, follows (in thousands): Years Ended December 31, 2019 $ 4,149 2020 64 2021 53 2022 2,024 2023 25 Thereafter 145 Total $ 6,460 |
Note 8 - Fair Value Measurement
Note 8 - Fair Value Measurements | 12 Months Ended |
Dec. 31, 2018 | |
Notes to Financial Statements | |
Fair Value Disclosures [Text Block] | Note 8 The following tables present the Company’s financial assets and liabilities that were accounted for at fair value on a recurring basis by level within the fair value hierarchy (in thousands): Fair Value Measurement Using Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Fair Value Measurement December 31, 2018 Derivative Instrument Interest rate swap asset $ - $ 75 $ - $ 75 December 31, 2017 Derivative Instrument Warrant liability $ - $ - $ 831 $ 831 The following table represents a reconciliation of our Level 3 Year Ended December 31, 2018 2017 Fair value of Level 3 instrument at the beginning of the period 831 - Issues - 307 Settlements (1,371 ) - Change in fair value of warrant liability 540 524 Fair value of Level 3 instrument at the end of period $ - $ 831 Derivative Instruments The Company's warrant liability was valued as a derivative instrument at issuance and using a combination of a Brownian Motion technique and a Lattice model, using observable market inputs and management judgment based on the following assumptions: a risk-free interest rate of 2.14%, 0%, 4.49 89.58%. June 29, 2018, 1,612,902 $0.005 $500,000 The fair value of the interest rate swap is estimated using a discounted cash flow model. Such models involve using market-based observable inputs, including interest rate curves. We incorporate credit valuation adjustments to appropriately reflect both our nonperformance risk and respective counterparty’s nonperformance risk in the fair value measurements, which we have concluded are not not 2. Certain assets and liabilities are measured at fair value on a nonrecurring basis. These assets and liabilities are not June 30, 2018, December 31, 2017, The Company did not 1, 2 3 December 31, 2018 2017. |
Note 9 - Income Taxes
Note 9 - Income Taxes | 12 Months Ended |
Dec. 31, 2018 | |
Notes to Financial Statements | |
Income Tax Disclosure [Text Block] | Note 9 – Income Taxes The income tax provision (benefit) from operations consists of the following (in thousands): December 31, 2018 2017 Current Federal $ - $ - State 32 - Total Current 32 - Deferred Federal - (499 ) State - (62 ) Total Deferred - (561 ) Total Income Tax Benefit $ 32 $ (561 ) Reduction of U.S. federal corporate tax rate On December 22, 2017, Act reduces the corporate tax rate to 21 January 1, 2018. $585,000, for the year ended December 31, 2017. In addition, for tax years beginning after January 1, 2018, net operating losses can offset only 80% of taxable income in any given year. Furthermore, net operating losses can no longer be carried back, they must be carried forward. The 20-year carryforward period has been replaced with an indefinite carryforward period. A reconciliation of computed income taxes by applying the statutory federal income tax rate of 21% December 31, 2018 2017 December 31, 2018 2017 Computed income taxes at 21% for 2018 and 2017, respectively $ 1,047 $ ( ) Increase in income taxes resulting from: State and local income taxes, net of federal impact (142 ) (173 ) Change in valuation allowance 1,373 834 Stock-based compensation (204 ) 408 Change in tax rate - 585 Other 52 (12 ) (Expense) Benefit for income taxes $ 32 $ (561 ) In assessing the realization of deferred tax assets, management considers whether it is more likely than not not 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 believes a valuation allowance should be recorded to reduce its net deferred tax assets to zero. We have a requirement of reporting of taxes based on tax positions which meet a more likely than not not Differences between financial and tax reporting which do not December 31, 2018 2017, not The Company has approximately $23.5 2035. The components of deferred income taxes for the years ended December 31, 2018 2017 December 31, 2018 2017 Deferred tax assets Reserves and accruals $ 476 $ 204 Amortization (11 ) 41 Capital losses and other 1 1 Non-qualified stock option expense 165 164 Loss Carryforwards 5,901 5,116 Total deferred tax assets 6,532 5,526 Valuation allowance (3,081 ) (1,500 ) Net deferred tax assets 3,451 4,026 Deferred tax liabilities Depreciation (3,451 ) (4,026 ) Total deferred tax liabilities (3,451 ) (4,026 ) Net deferred tax assets (liabilities) $ - $ - The Company uses significant judgment in forming conclusions regarding the recoverability of its deferred tax assets and evaluates all available positive and negative evidence to determine if it is more-likely-than- not not $3.1 $1.5 December 31, 2018 2017, It is possible that the relative weight of positive and negative evidence regarding the realization of deferred tax assets may ’s valuation allowance. Such a change could result in a material increase or decrease to income tax expense in the period the assessment was made. The Company classifies penalty and interest expense related to income tax liabilities as an other ex pense. The Company did not December 31, 2018 2017, The Company files tax re turns in the United States, in various states including Colorado, Kansas, North Dakota, Ohio, Pennsylvania, and Texas. The Company’s United States federal income tax filings for tax years 2014 2018 remain open to examination. In general, the Company’s various state tax filings remain open for tax years 2014 2018. |
Note 10 - Stockholders Equity
Note 10 - Stockholders Equity | 12 Months Ended |
Dec. 31, 2018 | |
Notes to Financial Statements | |
Stockholders' Equity Note Disclosure [Text Block] | Note 10 – Stockholders Equity Warrants In June 2016, 30,000 $0.36 one 15,000 December 21, 2016 15,000 June 21, 2017. December 31, 2018, June 21, 2021 $0.70 In June 2017, two five 1,612,902 $0.31 20 May 11, 2017. $0.19 June 28, 2017. December 31, 2017. June 29, 2018 1,612,902 $0.005 $500,000 $1.4 December 31, 2017, 112,500 26,729 $19,000 A summary of warrant activity for the years ended December 31, 2018 2017 Weighted Weighted Average Average Remaining Aggregate Exercise Contractual Intrinsic Warrants Shares Price Life (Years) Value Outstanding at January 1, 2017 180,001 $ 0.57 1.5 $ 2 Issued 1,612,902 0.31 4.5 539 Exercised (112,500 ) 0.55 - - Forfeited/Cancelled (37,500 ) - - - Outstan ding at December 31, 2017 1,642,903 $ 0.32 4.5 $ 539 Issued Exercised (1,612,902 ) 0.31 - - Forfeited/Cancelled - - - - Outstanding at December 31, 2018 30,000 $ 0.70 2.5 $ - Exercisable at December 31, 2018 30,000 $ 0.70 2.5 $ - |
Note 11 - Stock Options and Res
Note 11 - Stock Options and Restricted Stock | 12 Months Ended |
Dec. 31, 2018 | |
Notes to Financial Statements | |
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | Note 11 – Stock Options and Restricted Stock Stock Option Plans On July 27, 2010, ’s Board of Directors adopted the 2010 “2010 2010 15% January 1, 2016 2010 5,719,069 38,127,129 one three 5 2010 no 2010 December 31, 2018, 834,166 shares outstanding under the 2010 On July 18, 2016, 2016 2016 September 29, 2016. may 2016 8,000,000 2010 2,391,711 10,391,711 December 31, 2018, 1,710,499 shares outstanding under the 2016 A summary of the range of assumptions used to value stock options granted for the year ended December 31, 2017 For the Year Ended December 31, 2017 Expected volatility 89 - 93% Risk-free interest rate 1.4 – 1.5% Dividend yield - - - Expected term (in years) 3.0 – 3.5 During the year ended December 31, 2018, no December 31, 2018, 1,230,002 663,938 December 31, 2017, 2,971,600 $0.19 December 31, 2017, no The following is a summary of stock option activity for all equity plans for the years ended December 31, 2018 2017 Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (Years) Aggregate Intrinsic Value (in thousands) Outstanding at January 1, 2017 4,211,168 $ 1.09 2.85 $ 46 Granted 2,971,600 0.32 Exercised - - Forfeited or Expired ( ) (1) 0.90 Outstanding at December 31, 2017 4,814,434 $ 0.71 3.46 $ 1,007 Granted - Exercised (1,230,002 ) 0.44 Forfeited or Expired (1,039,767 ) 0.71 Outstanding at December 31, 2018 2,544,665 $ 0.85 2.54 $ 93 Vested at December 31, 2018 1,950,832 $ 1.00 2.29 $ 64 Exercisable at December 31, 2018 1,950,832 $ 1.00 2.29 $ 64 ( 1 1,230,002 663,938 The aggregate intrinsic value in the table above represents the total intrinsic value (the difference between the estimated fair value of the Company ’s common stock and the exercise price, multiplied by the number of in-the-money options) that would have been received by the option holders had they exercised their options on December 31, 2018. During the years ended December 31, 2018 2017, nized stock-based compensation costs for stock options of approximately $241 ,000 and $704,000, December 31, 2018, A summary of the status of non-vested shares underlying the options are presented below: Number of Shares Weighted- Average Grant- Date Fair Value Non-vested at January 1, 2017 1,659,834 $ 0.58 Granted 2,971,600 0.19 Vested ( ) 0.43 Forfeited ( ) 0.55 Non-vested at December 31, 2017 2,531,599 $ 0.24 Granted - - Vested (1,284,666 ) 0.27 Forfeited (653,100 ) 0.22 Non-vested at December 31, 2018 593,833 $ 0.20 As of December 31, 2018, $141,000 compensation costs related to non-vested shares under the qualified stock option plans which will be recognized over the remaining weighted-average period of 0.68 years. Restricted Stock Restricted shares issued pursuant to restricted stock awards under the 2016 three may not During the year ended December 31, 2018, 1.0 $1.1 A summary of the restricted stock activity is presented below: Number of Shares Weighted Average Grant- Date Fair Value Restricted shares at January 1, 2018 - - Granted 1,042,500 1.07 Vested (58,333 ) 1.11 Forfeited (147,500 ) 0.72 Restricted shares at December 31, 2018 836,667 0.98 During the year ended December 31, 2018, $153,000 |
Note 12 - Commitments and Conti
Note 12 - Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2018 | |
Notes to Financial Statements | |
Commitments and Contingencies Disclosure [Text Block] | Note 12 – Commitments and Contingencies Operating Leases As of December 31, 2018, April 2024 . All of these facility leases are accounted for as operating leases. Future minimum lease commitments for these facilities and other operating leases are as follows (in thousands): Year Ended December 31, 2019 $ 746 2020 671 2021 477 2022 284 2023 106 Thereafter 36 Total $ 2,320 Rent expense under operating leases for the years ended December 31, 2018 2017 $849,000 $804,000, HydroFLOW Agreement Pursuant to a Sales Agreement with HydroFLOW USA, HWWM had the exclusive right to sell or rent patented hydropath devices in connection with bacteria deactivation and scale treatment services for treating injection and disposal wells, fracking water and recycled water in the oil and gas industry to HWWM customers in the United States. Pursuant to the sales agreement, HWWM was required to pay 3.5% $655,000 2016 2025. November 2016, $220,000 2016 2017, 2017 $875,000. December 31, 2017, $280,000 2016 December 31, 2017 2016, not 2016 2017 2017. January 9, 2018, Self-Insurance In June 2015, first $50,000 $1.8 $60,000 $102,000 December 31, 2018 December 31, 2017, December 31, 2018. Effective April 1, 2015, March 31, 2018. $1.8 December 31, 2018, not December 31, 2017, December 31, 2018, $1.8 $1.8 $1.6 March 31, 2018, March 31, 2018 $267,000 $189,000 December 31, 2018, April 1, 2018, no Litigation Enservco and Heat Waves were defendants in a civil lawsuit in federal court in Colorado, Civil Action No. 1:15 00983 two i.e. ‘993 ‘875 March 2019, March 15, 2019, HOTF dismissed its claims with regard to the ‘993 ‘875 not ‘875 March 13, 2019. While the Colorado Case was pending, HOTF was issued two ‘993 ‘875 not March 2015, not ‘993 ‘993 ‘993 |
Note 13 - Segment Reporting
Note 13 - Segment Reporting | 12 Months Ended |
Dec. 31, 2018 | |
Notes to Financial Statements | |
Segment Reporting Disclosure [Text Block] | Note 13 Enservco ’s reportable business segments are Well Enhancement Services and Water Transfer 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. Well Enhancement Services : This segment utilizes a fleet of frac water heating units, hot oil trucks and acidizing units to provide well enhancement and completion services to the domestic oil and gas industry. These services include frac water heating, hot oil services, pressure testing, and acidizing services. Water Transfer Services : This segment utilizes a high and low volume pumps, lay flat hose, aluminum pipe and manifolds and related equipment to move fresh and/or recycled water from a water source such as a pond, lake, river, stream, or water storage facility to frac tanks at drilling locations to be used in connection with well completion activities. Also included in this segment are water treatment services whereby the Company uses patented hydropath technology under a sales agreement with HydroFLOW USA to remove bacteria and scale from water. . Unallocated and other includes general overhead expenses and assets associated with managing all reportable operating segments which have not The following table sets forth certain financial information with respect to Enservco ’s reportable segments (in thousands): Well Enhancement Water Transfer Services Unallocated & Other Total Year Ended December 31, 2018: Revenues $ 42,759 $ 4,160 $ - $ 46,919 Cost of Revenue 32,852 3,972 626 37,450 Segment Profit $ 9,907 $ 188 $ (626 ) $ 9,469 Depreciatio n and Amortization $ 4,848 $ 1,118 $ 23 $ 5,989 Capital Exp enditures $ 988 $ 724 $ 69 $ 1,781 Identifiable assets (1) $ 41,442 $ 3,080 $ 427 $ 44,949 Year Ended December 31, 2017: Revenues $ 34,686 $ 2,128 $ 254 $ 37,068 Cost of Revenue 25,902 2,666 1,057 29,625 Segment Profit $ 8,784 $ ( ) $ (803 ) $ 7,443 Depreciatio n and Amortization $ 4,817 $ 985 $ 31 $ 5,833 Capital Exp enditures $ 1,184 $ 487 $ 6 $ 1,677 Identifiable assets (1) $ 37,651 $ 2,986 $ 511 $ 41,148 ( 1 Identifiable assets is calculated by summing the balances of accounts receivable, net; inventories; property and equipment, net; and other assets. The following table reconcile s the segment profits reported above to the loss from operations reported in the consolidated statements of operations (in thousands): December 31, December 31, 2018 2017 Segment profit $ 9,469 $ 7,443 Selling, general and administrative expense (5,225 ) (4,392 ) Patent litigation defense costs (80 ) (129 ) Severance and transition costs (633 ) (784 ) Gain (loss) from disposal of equipment 108 (62 ) Depreciation and amortization (5,989 ) (5,833 ) Loss from Operations $ (2,350 ) $ (3,757 ) Geographic Areas: The Company only does business in the United States, in what it believes are three three December 31, 2018 2017 For the Year Ended December 31, 2018 2017 BY SERVICE LINE AND GEOGRAPHY: Well Enhancement Services: Rocky Mountain Region (1) $ 27,582 $ 23,514 Central USA Region (2) 10,950 9,613 Eastern USA Region (3) 4,227 1,813 Total Well Enhancement Services 42,759 34,940 Water Transfer Services: Rocky Mountain Region (1) 4,160 2,128 Central USA Region (2) - - Eastern USA Region (3) - - Total Water Transfer Services 4,160 2,128 Total Revenues $ 46,919 $ 37,068 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. ( 3 Consists of the southern region of the Marcellus Shale formation (southwestern Pennsylvania and northern West Virginia) and the Utica Shale formation (eastern Ohio). |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2018 | |
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 ess 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 |
Trade and Other Accounts Receivable, Policy [Policy Text Block] | Accounts Receivable Accounts receivable are stated at the amounts billed to customers, net of an allowance fo r uncollectible accounts. The Company provides an allowance for uncollectable 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 December 31, 2018, December 31, 2017, $139,000 $60,000, December 31, 2018 2017, $43,000 and $37,000, |
Concentration Risk, Credit Risk, Policy [Policy Text Block] | Concentrations As of December 31, 2018, no 10% one 10 December 31, 2018. December 31, 2017, one 10% 12%. 9 December 31, 2017. one 10% 15% December 31, 2017. |
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 first December 31, 2018 2017, not |
Property, Plant and Equipment, Policy [Policy Text Block] | Property and Equipment Property and equipment consists of ( 1 2 3 sed for the disposal of water; and ( 4 5 30 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 conducts a m ajor part of its operations from leased facilities. Each of these leases is accounted for as an operating lease. Normally, the Company records rental expense on its operating leases over the lease term as it becomes payable. If rental payments are not 2024 . December 31, 2018, 2017, $64,000 and $96,000, The Company amortizes leasehold improvements over the shorter of the life of the lease or the life of the improvements. During the years ended December 31, 2018 2017, f approximately $33 ,000 and $39,000. The Company has leased trucks and equipment in the normal course of business, which were recorded as operating leases. The Company recorded rental expense on equipment under operating leases over the lease term as it becomes payab le; there were no no December 31, 2018 2017. |
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 not $130,000 December 31, 2018. |
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 |
Revenue Recognition, Policy [Policy Text Block] | Revenue Recognition As described below, we adopted Accounting Standards Update 2014 09, 606, January 1, 2018, no 30 60 not 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 not Revenue is recognized for certain projects that take more than one |
Earnings Per Share, Policy [Policy Text Block] | Earning s (Loss) Per Share Earnings (loss) per share is computed by dividing net income (loss) by the weighted average number of common shares outstanding for the period. Diluted earnings per share is calculated by dividing net income (loss) by the diluted weigh ted 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 As of December 31, 2018, 2017, were outstanding stock options and warrants to acquire an aggregate of 2,574,665 and 6,457,335 December 31, 2018 2017, $5.8 and $6.9 December 31, 2018, $93,000 . Dilution is not not December 31, 2018 2017 |
Loan Fees and Other Deferred Costs [Policy Text Block] | Loan Fees and Other Deferred Costs In the normal course of business, the Company enters into loan agreements and amendments thereto with its primary lending institutions. The majority of these lending agreements and amendments require origination fees and other fees in the course of execut ing the agreements. For all costs associated with the execution of the lending agreements, the Company recognizes these as capitalized costs and amortizes these costs over the remaining term of the loan agreement. All other costs not December 31, 2018, $208,000 in unamortized loan fees and other deferred costs associated with the 2017 three |
Derivatives, Policy [Policy Text Block] | Der ivative Instruments From time to time, the Company has interest rate swap agreements in place to hedge against changes in interest rates. The fair value of the Company’s derivative instruments are reflected as assets or liabilities on the balance sheet. The accounting for changes in the fair value of a derivative instrument depends on the intended use of the derivative instrument and the resulting designation. Transactions related to the Company’s derivative instruments accounted for as hedges are classified in the same category as the item hedged in the consolidated statement of cash flows. The Company did not December 31, 2018 2017, On February 23, 2018, 2017 $10.0 2.52% On September 17, 2015, 2014 $10.0 1.88% 4.50% 5.50% 4.50% 5.50% In connection with the termination of the 2014 August 10, 2017, not December 31, 2017. |
Income Tax, Policy [Policy Text Block] | Income Taxes The Company recognizes deferred tax liabilities and assets (Note 9 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. Deferred income taxes are classified as non-current asset or liability based on the classification of the related asset or liability for financial reporting purposes. A deferred tax asset or liability that is not not The Company accounts for any uncertainty in income taxes by recognizing the tax benefit from an uncertain tax position only if it is more likely than not 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% may not Interest and penalties associated with tax positions are recorded in the peri od assessed as 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 2014 2018 2014 2018. |
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, not December 31, 2018. The hierarchy is broken down into three 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 Compensation, Option and Incentive Plans Policy [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 not 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 zero The Company used the market-value of Company stock to determine the fair value of the performance-based restricted stock awarded in 2018. The Company used a Monte Carlo simulation program to determine the fair value of market-based restricted stock awarded in 2018. |
Use of Estimates, Policy [Policy Text Block] | Management Estimates The preparation of the Company ’s consolidated financial statements in conformity with GAAP 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, the valuation of deferred taxes, and the valuation of warrant liability and the Company’s interest rate swap. Actual results could differ from those estimates. |
Reclassification, Policy [Policy Text Block] | Reclassifications Certain prior-period amounts have been reclassified for comparative purposes to conform to the fiscal 2018 no |
Business Combinations Policy [Policy Text Block] | Business Combinations We recognize and measure the assets acquired and liabilities assumed in a business combination based on their estimated fair values at the acquisition date, with any remaining difference recorded as goodwill or gain from a bargain purchase. For material acquisitions, management typically engages an independent valuation specialist to assist with the determination of fair value of the assets acquired, liabilities assumed, noncontrolling interest, if any, and goodwill, based on recognized business valuation methodologies. If the initial accounting for the business combination is incomplete by the end of the reporting period in which the acquisition occurs, an estimate will be recorded. Subsequent to the acquisition, and not one may 4 |
New Accounting Pronouncements, Policy [Policy Text Block] | Accounting Pronouncements Accounting Pronouncements In February 2016, 2016 02 842 12 December 15, 2018, January 1, 2019 December 31, 2018. $2.2 January 1, 2019, no Recently Adopted In May 2014, 2014 09 July 2015, one 2015 14 December 15, 2017. 1 2016 08 2 2016 10 3 605 2016 11 4 2016 12 January 1, 2018 no In August 2016, 2016 15, 230 2016 15 one December 15, 2017 January 1, 2018 2016 15 not In January 2017, 2017 01, 805 not not 1 2 not first 2018 not In May 2017, 2017 09, 718 718. January 1, 2018, not |
Note 1 - Basis of Presentation
Note 1 - Basis of Presentation (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
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 Oil and natural gas well services, including logistics and stimulation. Heat Waves Water Management LLC Colorado 100% by Enservco Water Transfer and Water Treatment Services. Dillco Fluid Service, Inc. Kansas 100% by Enservco Discontinued operation in 2018. HE Services LLC (“ HES”) Nevada 100% by Heat Waves No active business operations. Owns construction equipment used by Heat Waves. |
Note 3 - Property and Equipme_2
Note 3 - Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Notes Tables | |
Property, Plant and Equipment [Table Text Block] | December 31, December 31, 2018 2017 Trucks and vehicles $ 59,535 $ 50,142 Water transfer equipment 4,952 2,425 Other equipment 961 3,136 Buildings and improvements 2,822 3,082 Land 378 589 Disposal wells 400 391 Total property and equipment 69,048 59,765 Accumulated depreciation (35,991 ) ( ) Property and equipment, net $ 33,057 $ 28,312 |
Note 4 - Business Combinations
Note 4 - Business Combinations (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Notes Tables | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | Consideration paid to Seller: Cash consideration, including payment to retire Adler debt $ 6,206 Subordinated note, net of discount 4,580 Indemnity holdback at fair value 873 Earnout at fair value 44 Net purchase price $ 11,703 Recognized amounts of identifiable assets acquired and liabilities assumed: Cash $ 43 Accounts receivable, net 1,317 Prepaid expenses and other current assets 239 Property, plant, and equipment 9,664 Intangible assets 1,045 Accounts payable and accrued liabilities (850 ) Total identifiable net assets 11,458 Goodwill 245 Total identifiable assets acquired $ 11,703 |
Business Acquisition, Pro Forma Information [Table Text Block] | December 31, December 31, 2018 2017 Total Revenues $ 59,442 $ 54,071 Loss from continuing operations $ (5,475 ) $ (4,698 ) Loss per common share - basic and diluted $ (0.12 ) $ (0.11 ) |
Note 5 - Intangible Assets (Tab
Note 5 - Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Notes Tables | |
Schedule of Finite-Lived Intangible Assets [Table Text Block] | December 31, 2018 2017 Customer relationships $ 626 $ - Patents and trademarks 441 - Total intangible assets 1,067 - Accumulated amortization (34 ) - Net carrying value $ 1,033 $ - |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | 2019 2020 2021 2022 2023 Customer relationships $ 125 $ 125 $ 125 $ 125 $ 104 Intellectual property 80 80 80 80 66 Total intangible asset amortization expense $ 205 $ 205 $ 205 $ 205 $ 170 |
Note 6 - Discontinued Operati_2
Note 6 - Discontinued Operations (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Notes Tables | |
Disposal Groups, Including Discontinued Operations [Table Text Block] | December 31, December 31, 2018 2017 Carrying amount of major classes of assets included as part of discontinued operations: Accounts receivable, net $ 97 $ 601 Inventories - 67 Property and equipment, net 177 1,105 Receivable from equipment sales 760 - Prepaid expenses and other current assets 7 24 Total major classes of assets of the discontinued operation $ 1,041 $ 1,797 Carrying amounts of major classes of liabilities included as part of discontinued operations: Accounts payable and accrued liabilities 44 189 Total liabilities included as part of discontinued operations $ 44 $ 189 December 31, December 31, 2018 2017 Revenue $ 2,433 $ 3,684 Cost of sales (2,936 ) (3,979 ) Selling, general, and administrative expenses (69 ) (68 ) Depreciation and amortization (275 ) (655 ) Other income and expense items that are not major - 45 Pretax loss of discontinued operations related to major classes of pretax profit (847 ) (973 ) Pretax gain on sale at auction 129 - Pretax loss on impairment (130 ) - Income tax benefit - - Total loss on discontinued operations that is presented in the Statements of Operations $ (848 ) $ (973 ) |
Note 7 - Debt (Tables)
Note 7 - Debt (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Notes Tables | |
Schedule of Long-term Debt Instruments [Table Text Block] | December 31, December 31, 2018 2017 Seller Subordinated Note. Interest is at 8%. Matures March 31, 2019 $ 4,000 $ - Subordinated Promissory Note with related party, Interest is at 10%, interest is paid quarterly. Matures June 28, 2022 1,000 1,500 Subordinated Promissory Note with related party, Interest is at 10%, interest is paid quarterly. Matures June 28, 2022 1,000 1,000 Real Estate Loan for our facility in North Dakota, interest at 3.75%, monthly principal and interest payment of $5,255 ending October 3, 2028. Collateralized by land and property purchased with the loan. 258 309 Vehicle loans for three trucks, interest at 8.59%, monthly principal and interest payments of $3,966, matures in August 2021 113 - 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. 89 125 Total 6,460 2,934 Less debt discount (167 ) (271 ) Less current portion (4,149 ) (182 ) Long-term debt, net of current portion $ 2,144 $ 2,481 |
Schedule of Maturities of Long-term Debt [Table Text Block] | Years Ended December 31, 2019 $ 4,149 2020 64 2021 53 2022 2,024 2023 25 Thereafter 145 Total $ 6,460 |
Note 8 - Fair Value Measureme_2
Note 8 - Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Notes Tables | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block] | Fair Value Measurement Using Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Fair Value Measurement December 31, 2018 Derivative Instrument Interest rate swap asset $ - $ 75 $ - $ 75 December 31, 2017 Derivative Instrument Warrant liability $ - $ - $ 831 $ 831 |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block] | Year Ended December 31, 2018 2017 Fair value of Level 3 instrument at the beginning of the period 831 - Issues - 307 Settlements (1,371 ) - Change in fair value of warrant liability 540 524 Fair value of Level 3 instrument at the end of period $ - $ 831 |
Note 9 - Income Taxes (Tables)
Note 9 - Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Notes Tables | |
Schedule of Components of Income Tax Expense (Benefit) [Table Text Block] | December 31, 2018 2017 Current Federal $ - $ - State 32 - Total Current 32 - Deferred Federal - (499 ) State - (62 ) Total Deferred - (561 ) Total Income Tax Benefit $ 32 $ (561 ) |
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | December 31, 2018 2017 Computed income taxes at 21% for 2018 and 2017, respectively $ 1,047 $ ( ) Increase in income taxes resulting from: State and local income taxes, net of federal impact (142 ) (173 ) Change in valuation allowance 1,373 834 Stock-based compensation (204 ) 408 Change in tax rate - 585 Other 52 (12 ) (Expense) Benefit for income taxes $ 32 $ (561 ) |
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | December 31, 2018 2017 Deferred tax assets Reserves and accruals $ 476 $ 204 Amortization (11 ) 41 Capital losses and other 1 1 Non-qualified stock option expense 165 164 Loss Carryforwards 5,901 5,116 Total deferred tax assets 6,532 5,526 Valuation allowance (3,081 ) (1,500 ) Net deferred tax assets 3,451 4,026 Deferred tax liabilities Depreciation (3,451 ) (4,026 ) Total deferred tax liabilities (3,451 ) (4,026 ) Net deferred tax assets (liabilities) $ - $ - |
Note 10 - Stockholders Equity (
Note 10 - Stockholders Equity (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Notes Tables | |
Schedule of Stockholders' Equity Note, Warrants or Rights [Table Text Block] | Weighted Weighted Average Average Remaining Aggregate Exercise Contractual Intrinsic Warrants Shares Price Life (Years) Value Outstanding at January 1, 2017 180,001 $ 0.57 1.5 $ 2 Issued 1,612,902 0.31 4.5 539 Exercised (112,500 ) 0.55 - - Forfeited/Cancelled (37,500 ) - - - Outstan ding at December 31, 2017 1,642,903 $ 0.32 4.5 $ 539 Issued Exercised (1,612,902 ) 0.31 - - Forfeited/Cancelled - - - - Outstanding at December 31, 2018 30,000 $ 0.70 2.5 $ - Exercisable at December 31, 2018 30,000 $ 0.70 2.5 $ - |
Note 11 - Stock Options and R_2
Note 11 - Stock Options and Restricted Stock (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Notes Tables | |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | For the Year Ended December 31, 2017 Expected volatility 89 - 93% Risk-free interest rate 1.4 – 1.5% Dividend yield - - - Expected term (in years) 3.0 – 3.5 |
Share-based Compensation, Stock Options, Activity [Table Text Block] | Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (Years) Aggregate Intrinsic Value (in thousands) Outstanding at January 1, 2017 4,211,168 $ 1.09 2.85 $ 46 Granted 2,971,600 0.32 Exercised - - Forfeited or Expired ( ) (1) 0.90 Outstanding at December 31, 2017 4,814,434 $ 0.71 3.46 $ 1,007 Granted - Exercised (1,230,002 ) 0.44 Forfeited or Expired (1,039,767 ) 0.71 Outstanding at December 31, 2018 2,544,665 $ 0.85 2.54 $ 93 Vested at December 31, 2018 1,950,832 $ 1.00 2.29 $ 64 Exercisable at December 31, 2018 1,950,832 $ 1.00 2.29 $ 64 |
Schedule of Nonvested Share Activity [Table Text Block] | Number of Shares Weighted- Average Grant- Date Fair Value Non-vested at January 1, 2017 1,659,834 $ 0.58 Granted 2,971,600 0.19 Vested ( ) 0.43 Forfeited ( ) 0.55 Non-vested at December 31, 2017 2,531,599 $ 0.24 Granted - - Vested (1,284,666 ) 0.27 Forfeited (653,100 ) 0.22 Non-vested at December 31, 2018 593,833 $ 0.20 |
Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity [Table Text Block] | Number of Shares Weighted Average Grant- Date Fair Value Restricted shares at January 1, 2018 - - Granted 1,042,500 1.07 Vested (58,333 ) 1.11 Forfeited (147,500 ) 0.72 Restricted shares at December 31, 2018 836,667 0.98 |
Note 12 - Commitments and Con_2
Note 12 - Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Notes Tables | |
Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block] | Year Ended December 31, 2019 $ 746 2020 671 2021 477 2022 284 2023 106 Thereafter 36 Total $ 2,320 |
Note 13 - Segment Reporting (Ta
Note 13 - Segment Reporting (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Notes Tables | |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | Well Enhancement Water Transfer Services Unallocated & Other Total Year Ended December 31, 2018: Revenues $ 42,759 $ 4,160 $ - $ 46,919 Cost of Revenue 32,852 3,972 626 37,450 Segment Profit $ 9,907 $ 188 $ (626 ) $ 9,469 Depreciatio n and Amortization $ 4,848 $ 1,118 $ 23 $ 5,989 Capital Exp enditures $ 988 $ 724 $ 69 $ 1,781 Identifiable assets (1) $ 41,442 $ 3,080 $ 427 $ 44,949 Year Ended December 31, 2017: Revenues $ 34,686 $ 2,128 $ 254 $ 37,068 Cost of Revenue 25,902 2,666 1,057 29,625 Segment Profit $ 8,784 $ ( ) $ (803 ) $ 7,443 Depreciatio n and Amortization $ 4,817 $ 985 $ 31 $ 5,833 Capital Exp enditures $ 1,184 $ 487 $ 6 $ 1,677 Identifiable assets (1) $ 37,651 $ 2,986 $ 511 $ 41,148 |
Reconciliation of Operating Profit (Loss) from Segments to Consolidated [Table Text Block] | December 31, December 31, 2018 2017 Segment profit $ 9,469 $ 7,443 Selling, general and administrative expense (5,225 ) (4,392 ) Patent litigation defense costs (80 ) (129 ) Severance and transition costs (633 ) (784 ) Gain (loss) from disposal of equipment 108 (62 ) Depreciation and amortization (5,989 ) (5,833 ) Loss from Operations $ (2,350 ) $ (3,757 ) |
Schedule of Revenue from External Customers and Long-Lived Assets, by Geographical Areas [Table Text Block] | For the Year Ended December 31, 2018 2017 BY SERVICE LINE AND GEOGRAPHY: Well Enhancement Services: Rocky Mountain Region (1) $ 27,582 $ 23,514 Central USA Region (2) 10,950 9,613 Eastern USA Region (3) 4,227 1,813 Total Well Enhancement Services 42,759 34,940 Water Transfer Services: Rocky Mountain Region (1) 4,160 2,128 Central USA Region (2) - - Eastern USA Region (3) - - Total Water Transfer Services 4,160 2,128 Total Revenues $ 46,919 $ 37,068 |
Note 1 - Basis of Presentatio_2
Note 1 - Basis of Presentation - Current Ownership Hierarchy (Details) | 12 Months Ended |
Dec. 31, 2018 | |
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% |
Note 2 - Summary of Significa_2
Note 2 - Summary of Significant Accounting Policies (Details Textual) | Aug. 10, 2017 | Sep. 17, 2015USD ($) | Sep. 30, 2014 | Dec. 31, 2018USD ($)shares | Dec. 31, 2017USD ($)shares | Jan. 01, 2019USD ($) | Feb. 23, 2018USD ($) |
Allowance for Doubtful Accounts Receivable, Current, Ending Balance | $ 139,000 | $ 60,000 | |||||
Provision for Doubtful Accounts | 43,000 | 37,000 | |||||
Inventory Write-down | 0 | 0 | |||||
Deferred Rent Credit | 64,000 | 96,000 | |||||
Amortization, Total | 33,000 | 39,000 | |||||
Asset Impairment Charges, Total | $ 130,000 | $ 0 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options and Warrants, Outstanding, Number | shares | 2,574,665 | 6,457,335 | |||||
Net Income (Loss) Attributable to Parent, Total | $ (5,865,000) | $ (6,893,000) | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options and Warrants, Outstanding, Aggregate Intrinsic Value | $ 93,000 | ||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | shares | 0 | 0 | |||||
Payments of Dividends, Total | $ 0 | ||||||
Subsequent Event [Member] | Accounting Standards Update 2016-02 [Member] | |||||||
Operating Lease, Right-of-Use Asset | $ 2,200,000 | ||||||
Operating Lease, Liability, Total | $ 2,200,000 | ||||||
Earliest Tax Year [Member] | Domestic Tax Authority [Member] | |||||||
Open Tax Year | 2014 | ||||||
Earliest Tax Year [Member] | State and Local Jurisdiction [Member] | |||||||
Open Tax Year | 2014 | ||||||
Latest Tax Year [Member] | Domestic Tax Authority [Member] | |||||||
Open Tax Year | 2018 | ||||||
Latest Tax Year [Member] | State and Local Jurisdiction [Member] | |||||||
Open Tax Year | 2018 | ||||||
Interest Rate Swap [Member] | Cash Flow Hedging [Member] | |||||||
Derivative, Notional Amount | $ 10,000,000 | ||||||
Derivative, Fixed Interest Rate | 2.52% | ||||||
Interest Rate Swap [Member] | Fair Value Hedging [Member] | |||||||
Derivative, Notional Amount | $ 10,000,000 | ||||||
Derivative, Swaption Interest Rate | 1.88% | ||||||
The 2017 Credit Agreement [Member] | East West Bank [Member] | Revolving Credit Facility [Member] | |||||||
Unamortized Debt Issuance Expense | $ 208,000 | ||||||
Line of Credit Facility, Expiration Period | 3 years | ||||||
The 2017 Credit Agreement [Member] | East West Bank [Member] | Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||||
Debt Instrument, Basis Spread on Variable Rate | 3.50% | ||||||
Minimum [Member] | |||||||
Property, Plant and Equipment, Useful Life | 5 years | ||||||
Minimum [Member] | The 2014 Credit Agreement [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||||
Debt Instrument, Basis Spread on Variable Rate | 4.50% | 4.50% | |||||
Minimum [Member] | The 2014 Credit Agreement [Member] | London Interbank Offered Rate (LIBOR) [Member] | Domestic Rate Loans [Member] | |||||||
Debt Instrument, Basis Spread on Variable Rate | 4.50% | ||||||
Maximum [Member] | |||||||
Property, Plant and Equipment, Useful Life | 30 years | ||||||
Maximum [Member] | The 2014 Credit Agreement [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||||
Debt Instrument, Basis Spread on Variable Rate | 5.50% | 5.50% | |||||
Maximum [Member] | The 2014 Credit Agreement [Member] | London Interbank Offered Rate (LIBOR) [Member] | Domestic Rate Loans [Member] | |||||||
Debt Instrument, Basis Spread on Variable Rate | 5.50% | ||||||
Accounts Receivable [Member] | Customer Concentration Risk [Member] | |||||||
Number of Major Customers | 0 | 1 | |||||
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Customer A [Member] | |||||||
Concentration Risk, Percentage | 12.00% | ||||||
Sales Revenue, Net [Member] | Customer Concentration Risk [Member] | |||||||
Number of Major Customers | 1 | 1 | |||||
Sales Revenue, Net [Member] | Customer Concentration Risk [Member] | Customer A [Member] | |||||||
Concentration Risk, Percentage | 10.00% | 9.00% | |||||
Sales Revenue, Net [Member] | Customer Concentration Risk [Member] | Customer B [Member] | |||||||
Concentration Risk, Percentage | 15.00% |
Note 3 - Property and Equipme_3
Note 3 - Property and Equipment - Summary of Property and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Property and equipment, gross | $ 69,048 | $ 59,765 |
Accumulated depreciation | (35,991) | (31,453) |
Property and equipment, net | 33,057 | 28,312 |
Vehicles [Member] | ||
Property and equipment, gross | 59,535 | 50,142 |
Water Transfer Equipment [Member] | ||
Property and equipment, gross | 4,952 | 2,425 |
Property, Plant and Equipment, Other Types [Member] | ||
Property and equipment, gross | 961 | 3,136 |
Building and Building Improvements [Member] | ||
Property and equipment, gross | 2,822 | 3,082 |
Land [Member] | ||
Property and equipment, gross | 378 | 589 |
Disposal Wells [Member] | ||
Property and equipment, gross | $ 400 | $ 391 |
Note 4 - Business Combination_2
Note 4 - Business Combinations (Details Textual) - USD ($) | Feb. 28, 2019 | Nov. 30, 2018 | Oct. 26, 2018 | Sep. 30, 2014 | Dec. 31, 2018 | Dec. 31, 2017 | Aug. 10, 2017 |
Payments to Acquire Businesses, Gross | $ 6,164,000 | ||||||
Subordinated Note Issued with Acquisition [Member] | |||||||
Debt Instrument, Face Amount | $ 4,800,000 | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 8.00% | ||||||
Debt Instrument, Periodic Payment, Total | $ 200,000 | $ 800,000 | |||||
Second Amendment to LSA [Member] | East West Bank [Member] | Revolving Credit Facility [Member] | |||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 37,000,000 | ||||||
Proceeds from Long-term Lines of Credit | 6,200,000 | ||||||
Maximum Capital Expenditures | 3,000,000 | $ 2,500,000 | |||||
The 2017 Credit Agreement [Member] | East West Bank [Member] | Revolving Credit Facility [Member] | |||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 30,000,000 | ||||||
Maximum Capital Expenditures | $ 2,500,000 | ||||||
Adler Hot Oil Service, LLC [Member] | |||||||
Business Combination, Consideration Transferred, Total | 12,500,000 | ||||||
Business Combination, Consideration, Working Capital Adjustments | 500,000 | ||||||
Payments to Acquire Businesses, Gross | 3,700,000 | ||||||
Business Combination, Consideration Transferred, Liabilities Incurred | 4,800,000 | ||||||
Payments to Retire Acquiree's Debt | 2,500,000 | ||||||
Goodwill, Ending Balance | 245,000 | ||||||
Business Combination, Pro Forma Information, Revenue of Acquiree since Acquisition Date, Actual | 3,200,000 | ||||||
Business Acquisition, Pro Forma Information, Income (Loss) from Continuing Operations, before Tax, since Acquisition Date, Actual | 371,000 | ||||||
Business Acquisition, Transaction Costs | 224,000 | ||||||
Adler Hot Oil Service, LLC [Member] | Earn-out Payment Subject to Satisfaction of EBITDA-related Performance [Member] | |||||||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | 1,000,000 | ||||||
Adler Hot Oil Service, LLC [Member] | Cash Held by Acquier, Subject Offset by Indemnification Obligations [Member] | |||||||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | $ 1,000,000 |
Note 4 - Business Combination_3
Note 4 - Business Combinations - Consideration Transferred and Assets Acquired and Liabilities Assumed (Details) - Adler Hot Oil Service, LLC [Member] | Oct. 26, 2018USD ($) |
Cash consideration, including payment to retire Adler debt | $ 6,206,000 |
Subordinated note, net of discount | 4,580,000 |
Net purchase price | 11,703,000 |
Cash | 43,000 |
Accounts receivable, net | 1,317,000 |
Prepaid expenses and other current assets | 239,000 |
Property, plant, and equipment | 9,664,000 |
Intangible assets | 1,045,000 |
Accounts payable and accrued liabilities | (850,000) |
Total identifiable net assets | 11,458,000 |
Goodwill, Ending Balance | 245,000 |
Total identifiable assets acquired | 11,703,000 |
Cash Held by Acquier, Subject Offset by Indemnification Obligations [Member] | |
Contingent consideration, net of discount | 873,000 |
Earn-out Payment Subject to Satisfaction of EBITDA-related Performance [Member] | |
Contingent consideration, net of discount | $ 44,000 |
Note 4 - Business Combination_4
Note 4 - Business Combinations - Pro Forma Consolidated Results of Operations (Details) - Adler Hot Oil Service, LLC [Member] - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Total Revenues | $ 59,442 | $ 54,071 |
Loss from continuing operations | $ (5,475) | $ (4,698) |
Loss per common share - basic and diluted (in dollars per share) | $ (0.12) | $ (0.11) |
Note 5 - Intangible Assets (Det
Note 5 - Intangible Assets (Details Textual) | 12 Months Ended |
Dec. 31, 2018USD ($) | |
Finite-Lived Intangible Asset, Useful Life | 5 years |
Amortization of Intangible Assets, Total | $ 34,000 |
Note 5 - Intangible Assets - Co
Note 5 - Intangible Assets - Components of Intangible Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Intangible assets, gross | $ 1,067 | |
Accumulated amortization | (34) | |
Net carrying value | 1,033 | |
Customer Relationships [Member] | ||
Intangible assets, gross | 626 | |
Intellectual Property [Member] | ||
Intangible assets, gross | $ 441 |
Note 5 - Intangible Assets - Ex
Note 5 - Intangible Assets - Expected Future Amortization Expense (Details) $ in Thousands | Dec. 31, 2018USD ($) |
Expected amortization expense, 2019 | $ 205 |
Expected amortization expense, 2020 | 205 |
Expected amortization expense, 2021 | 205 |
Expected amortization expense, 2022 | 205 |
Expected amortization expense, 2023 | 170 |
Customer Relationships [Member] | |
Expected amortization expense, 2019 | 125 |
Expected amortization expense, 2020 | 125 |
Expected amortization expense, 2021 | 125 |
Expected amortization expense, 2022 | 125 |
Expected amortization expense, 2023 | 104 |
Intellectual Property [Member] | |
Expected amortization expense, 2019 | 80 |
Expected amortization expense, 2020 | 80 |
Expected amortization expense, 2021 | 80 |
Expected amortization expense, 2022 | 80 |
Expected amortization expense, 2023 | $ 66 |
Note 6 - Discontinued Operati_3
Note 6 - Discontinued Operations (Details Textual) - USD ($) | Oct. 29, 2018 | Dec. 31, 2018 | Dec. 31, 2017 |
Discontinued Operation, Gain (Loss) from Disposal of Discontinued Operation, before Income Tax, Total | $ 129,000,000 | ||
Discontinued Operation, Provision for Loss (Gain) on Disposal, before Income Tax, Total | 130,000,000 | ||
Dillco Fluid Service, Inc [Member] | |||
Discontinued Operation, Gain (Loss) from Disposal of Discontinued Operation, before Income Tax, Total | 129,000 | ||
Discontinued Operation, Provision for Loss (Gain) on Disposal, before Income Tax, Total | $ 130,000 | ||
Dillco Fluid Service, Inc [Member] | Discontinued Operations, Disposed of by Sale [Member] | |||
Discontinued Operation, Gain (Loss) from Disposal of Discontinued Operation, before Income Tax, Total | $ 129,000 | ||
Discontinued Operation, Provision for Loss (Gain) on Disposal, before Income Tax, Total | $ 130,000 |
Note 6 - Discontinued Operati_4
Note 6 - Discontinued Operations - Information by Major Classes of Line Items Disclosed as Discontinued Operations in the Consolidated Statements (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Pretax loss of discontinued operations related to major classes of pretax profit | $ (848) | $ (973) |
Discontinued Operation, Gain (Loss) from Disposal of Discontinued Operation, before Income Tax, Total | 129,000 | |
Pretax loss on impairment | (130,000) | |
Income tax benefit | ||
Total loss on discontinued operations that is presented in the Statements of Operations | (848) | (973) |
Dillco Fluid Service, Inc [Member] | ||
Accounts receivable, net | 97 | 601 |
Inventories | 67 | |
Property and equipment, net | 177 | 1,105 |
Receivable from equipment sales | 760 | |
Prepaid expenses and other current assets | 7 | 24 |
Total major classes of assets of the discontinued operation | 1,041 | 1,797 |
Accounts payable and accrued liabilities | 44 | 189 |
Total liabilities included as part of discontinued operations | 44 | 189 |
Revenue | 2,433 | 3,684 |
Cost of sales | (2,936) | (3,979) |
Selling, general, and administrative expenses | (69) | (68) |
Depreciation and amortization | (275) | (655) |
Other income and expense items that are not major | 45 | |
Pretax loss of discontinued operations related to major classes of pretax profit | (847) | (973) |
Discontinued Operation, Gain (Loss) from Disposal of Discontinued Operation, before Income Tax, Total | 129 | |
Pretax loss on impairment | (130) | |
Income tax benefit | ||
Total loss on discontinued operations that is presented in the Statements of Operations | $ (848) | $ (973) |
Note 7 - Debt (Details Textual)
Note 7 - Debt (Details Textual) | Oct. 26, 2018USD ($) | Nov. 20, 2017USD ($) | Aug. 10, 2017USD ($) | Sep. 17, 2015 | Sep. 30, 2014USD ($) | Sep. 30, 2014USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) |
Line of Credit, Current | $ 33,882,000 | $ 27,066,000 | ||||||
Line of Credit Assumed | 141,000 | 1,124,000 | ||||||
Unamortized Debt Issuance Costs Expensed Upon Repayment of Debt | 327,000 | |||||||
Interest Expense [Member] | ||||||||
Amortization of Debt Issuance Costs | 105,000 | 121,000 | ||||||
Other Assets [Member] | ||||||||
Unamortized Debt Issuance Expense | 208,000 | 232,000 | ||||||
The 2017 Credit Agreement [Member] | East West Bank [Member] | Revolving Credit Facility [Member] | ||||||||
Debt Instrument, Term | 3 years | |||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 30,000,000 | |||||||
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, Unused Capacity, Commitment Fee Percentage | 0.50% | |||||||
Line of Credit, Current | $ 33,900,000 | 27,100,000 | ||||||
Line of Credit Facility, Interest Rate at Period End | 6.06% | |||||||
Line of Credit Facility, Remaining Borrowing Capacity | $ 3,000,000 | 2,100,000 | ||||||
Line of Credit Facility, Covenant Compliance, Minimum Fixed Charge Coverage Ratio | 1.1 | |||||||
Line of Credit Facility, Covenant Compliance, Trailing Twelve Month Fixed Charge Coverage Ratio | 1.2 | |||||||
Line of Credit Facility, Covenant Compliance, Minimum Liquidity | $ 1,500,000 | |||||||
Line of Credit Assumed | $ 21,800,000 | |||||||
Amendment Fee | $ 20,000 | |||||||
Maximum Capital Expenditures | 2,500,000 | |||||||
Unamortized Debt Issuance Expense | 208,000 | |||||||
The 2017 Credit Agreement [Member] | East West Bank [Member] | Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||||||
Debt Instrument, Basis Spread on Variable Rate | 3.50% | |||||||
Line of Credit, Current | 33,000,000 | 24,500,000 | ||||||
The 2017 Credit Agreement [Member] | East West Bank [Member] | Revolving Credit Facility [Member] | Prime Rate [Member] | ||||||||
Debt Instrument, Basis Spread on Variable Rate | 1.75% | |||||||
Line of Credit, Current | $ 883,000 | $ 2,600,000 | ||||||
Line of Credit Facility, Interest Rate at Period End | 7.25% | 6.25% | ||||||
The 2017 Credit Agreement Period 1 [Member] | East West Bank [Member] | Revolving Credit Facility [Member] | ||||||||
Line of Credit Facility, Interest Rate at Period End | 5.06% | |||||||
The 2017 Credit Agreement Period 2 [Member] | East West Bank [Member] | Revolving Credit Facility [Member] | ||||||||
Line of Credit Facility, Interest Rate at Period End | 4.88% | |||||||
Second Amendment to LSA [Member] | East West Bank [Member] | Revolving Credit Facility [Member] | ||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 37,000,000 | |||||||
Proceeds from Long-term Lines of Credit | 6,200,000 | |||||||
Maximum Capital Expenditures | $ 3,000,000 | $ 2,500,000 | ||||||
The 2014 Credit Agreement [Member] | ||||||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.375% | |||||||
The 2014 Credit Agreement [Member] | London Interbank Offered Rate (LIBOR) [Member] | Minimum [Member] | ||||||||
Debt Instrument, Basis Spread on Variable Rate | 4.50% | 4.50% | ||||||
The 2014 Credit Agreement [Member] | London Interbank Offered Rate (LIBOR) [Member] | Minimum [Member] | Domestic Rate Loans [Member] | ||||||||
Debt Instrument, Basis Spread on Variable Rate | 4.50% | |||||||
The 2014 Credit Agreement [Member] | London Interbank Offered Rate (LIBOR) [Member] | Maximum [Member] | ||||||||
Debt Instrument, Basis Spread on Variable Rate | 5.50% | 5.50% | ||||||
The 2014 Credit Agreement [Member] | London Interbank Offered Rate (LIBOR) [Member] | Maximum [Member] | Domestic Rate Loans [Member] | ||||||||
Debt Instrument, Basis Spread on Variable Rate | 5.50% | |||||||
The 2014 Credit Agreement [Member] | Base Rate [Member] | Minimum [Member] | Domestic Rate Loans [Member] | ||||||||
Debt Instrument, Basis Spread on Variable Rate | 3.00% | |||||||
The 2014 Credit Agreement [Member] | Base Rate [Member] | Maximum [Member] | Domestic Rate Loans [Member] | ||||||||
Debt Instrument, Basis Spread on Variable Rate | 4.00% | |||||||
The 2014 Credit Agreement [Member] | Revolving Credit Facility [Member] | ||||||||
Debt Instrument, Term | 5 years | |||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 30,000,000 | $ 30,000,000 | ||||||
Line of Credit Facility Limitation on Borrowings Percentage of Eligible Receivables | 85.00% | 85.00% | ||||||
Line of Credit Facility Limitation on Borrowings Percentage of Appraised Value of Trucks and Equipment | 75.00% | 75.00% | ||||||
Two Thousand Twelve Credit Agreement [Member] | ||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 16,000,000 | $ 16,000,000 |
Note 7 - Debt - Summary of Long
Note 7 - Debt - Summary of Long-term Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Long-term debt | $ 6,460 | |
Long-term debt, gross | 6,460 | $ 2,934 |
Less debt discount | (167) | (271) |
Less current portion | (4,149) | (182) |
Long-term debt, net of current portion | 2,144 | 2,481 |
Subordinated Debt [Member] | Seller Subordinated Note [Member] | ||
Long-term debt | 4,000 | |
Subordinated Debt [Member] | Subordinated Promissory Note 1 [Member] | ||
Long-term debt | 1,000 | 1,500 |
Subordinated Debt [Member] | Subordinated Promissory Note 2 [Member] | ||
Long-term debt | 1,000 | 1,000 |
Real Estate Loan 1 [Member] | ||
Long-term debt | 258 | 309 |
Vehicle Loans for Trucks [Member] | ||
Long-term debt | 113 | |
Note Payable To Seller Of Heat Waves [Member] | ||
Long-term debt | $ 89 | $ 125 |
Note 7 - Debt - Summary of Lo_2
Note 7 - Debt - Summary of Long-term Debt (Details) (Parentheticals) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Subordinated Debt [Member] | Seller Subordinated Note [Member] | ||
Interest rate | 8.00% | |
Subordinated Debt [Member] | Subordinated Promissory Note 1 [Member] | ||
Interest rate | 10.00% | 10.00% |
Subordinated Debt [Member] | Subordinated Promissory Note 2 [Member] | ||
Interest rate | 10.00% | 10.00% |
Real Estate Loan 1 [Member] | ||
Interest rate | 3.75% | 3.75% |
Monthly principal and interest payment | $ 5,255 | $ 5,255 |
Vehicle Loans for Trucks [Member] | ||
Interest rate | 8.59% | |
Monthly principal and interest payment | $ 3,966 | |
Note Payable To Seller Of Heat Waves [Member] | ||
Monthly principal and interest payment | $ 36,000 | $ 36,000 |
Note 7 - Debt - Summary of Matu
Note 7 - Debt - Summary of Maturities of Long-term Debt (Details) $ in Thousands | Dec. 31, 2018USD ($) |
2019 | $ 4,149 |
2020 | 64 |
2021 | 53 |
2022 | 2,024 |
2023 | 25 |
Thereafter | 145 |
Total | $ 6,460 |
Note 8 - Fair Value Measureme_3
Note 8 - Fair Value Measurements (Details Textual) | Jun. 29, 2018USD ($)$ / sharesshares | Dec. 31, 2017shares | Dec. 31, 2018 |
Cross River Partners, L.P. [Member] | |||
Class of Warrant or Right, Exercised During Period | shares | 1,612,902 | 112,500 | |
Class of Warrant or Right, Exercised During Period, Exercise Price | $ / shares | $ 0.005 | ||
Proceeds from Warrant Exercises | $ | $ 500,000 | ||
Measurement Input, Risk Free Interest Rate [Member] | |||
Warrants and Rights Outstanding, Measurement Input | 0.0214 | ||
Measurement Input, Expected Dividend Rate [Member] | |||
Warrants and Rights Outstanding, Measurement Input | 0 | ||
Measurement Input, Expected Term [Member] | |||
Warrants and Rights Outstanding, Measurement Input | 4.49 | ||
Measurement Input, Price Volatility [Member] | |||
Warrants and Rights Outstanding, Measurement Input | 0.8958 |
Note 8 - Fair Value Measureme_4
Note 8 - Fair Value Measurements - Financial Assets and Liabilities Measured on a Recurring Basis (Details) - Fair Value, Measurements, Recurring [Member] - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Interest Rate Swap [Member] | ||
Interest rate swap asset | $ 75 | |
Warrants [Member] | ||
Interest rate swap asset | $ 831 | |
Fair Value, Inputs, Level 1 [Member] | Interest Rate Swap [Member] | ||
Interest rate swap asset | ||
Fair Value, Inputs, Level 1 [Member] | Warrants [Member] | ||
Interest rate swap asset | ||
Fair Value, Inputs, Level 2 [Member] | Interest Rate Swap [Member] | ||
Interest rate swap asset | 75 | |
Fair Value, Inputs, Level 2 [Member] | Warrants [Member] | ||
Interest rate swap asset | ||
Fair Value, Inputs, Level 3 [Member] | Interest Rate Swap [Member] | ||
Interest rate swap asset | ||
Fair Value, Inputs, Level 3 [Member] | Warrants [Member] | ||
Interest rate swap asset | $ 831 |
Note 8 - Fair Value Measureme_5
Note 8 - Fair Value Measurements - Reconciliation of Warrant Liability (Details) - Warrants [Member] - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Fair value of Level 3 instrument at the beginning of the period | $ 831 | |
Issues | 307 | |
Settlements | (1,371) | |
Change in fair value of warrant liability | 540 | 524 |
Fair value of Level 3 instrument at the end of period | $ 831 |
Note 9 - Income Taxes (Details
Note 9 - Income Taxes (Details Textual) - USD ($) | Dec. 22, 2017 | Dec. 31, 2018 | Dec. 31, 2017 |
Increase (Decrease) of Deferred Tax Assets as a Result of Tax Cuts and Jobs Act | $ (585,000) | ||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 21.00% | 21.00% | |
Unrecognized Tax Benefits, Ending Balance | $ 0 | $ 0 | |
Operating Loss Carryforwards, Total | 23,500,000 | ||
Deferred Tax Assets, Valuation Allowance, Total | 3,081,000 | 1,500,000 | |
Income Tax Examination, Penalties and Interest Expense, Total | $ 0 | $ 0 |
Note 9 - Income Taxes - Compone
Note 9 - Income Taxes - Components of Income Tax Provision (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Federal | ||
State | 32 | |
Total Current | 32 | |
Federal | (499) | |
State | (62) | |
Total Deferred | (561) | |
Total Income Tax Benefit | $ 32 | $ (561) |
Note 9 - Income Taxes - Reconci
Note 9 - Income Taxes - Reconciliation of Computed Income Tax (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Computed income taxes at 21% for 2018 and 2017, respectively | $ 1,047 | $ (2,203) |
State and local income taxes, net of federal impact | (142) | (173) |
Change in valuation allowance | 1,373 | 834 |
Stock-based compensation | (204) | 408 |
Change in tax rate | 585 | |
Other | 52 | (12) |
Total Income Tax Benefit | $ 32 | $ (561) |
Note 9 - Income Taxes - Deferre
Note 9 - Income Taxes - Deferred Tax Assets and Liabilities (Details) - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
Reserves and accruals | $ 476,000 | $ 204,000 |
Amortization | (11,000) | 41,000 |
Capital losses and other | 1,000 | 1,000 |
Non-qualified stock option expense | 165,000 | 164,000 |
Loss Carryforwards | 5,901,000 | 5,116,000 |
Total deferred tax assets | 6,532,000 | 5,526,000 |
Valuation allowance | (3,081,000) | (1,500,000) |
Net deferred tax assets | 3,451,000 | 4,026,000 |
Depreciation | (3,451,000) | (4,026,000) |
Total deferred tax liabilities | (3,451,000) | (4,026,000) |
Net deferred tax assets (liabilities) |
Note 10 - Stockholders Equity_2
Note 10 - Stockholders Equity (Details Textual) - USD ($) | Jun. 29, 2018 | Jun. 21, 2017 | Dec. 21, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2017 | Dec. 31, 2018 |
Cross River Partners, L.P. [Member] | |||||||
Class of Warrant or Right, Issued During Period | 1,612,902 | ||||||
Class of Warrant or Right, Grants in Period, Grant-date Fair Value | $ 0.19 | ||||||
Warrants Expiration Period | 5 years | ||||||
Class of Warrant or Right, Issued During Period, Exercise Price | $ 0.31 | ||||||
Class of Warrant or Right, Exercised During Period | 1,612,902 | 112,500 | |||||
Class of Warrant or Right, Exercised During Period, Exercise Price | $ 0.005 | ||||||
Proceeds from Warrant Exercises | $ 500,000 | ||||||
Aggregate Intrinsic Value Of Warrants Exercised | $ 1,400,000 | $ 19,000 | |||||
Stock Issued from Exercise of Warrants | 26,729 | ||||||
Warrants Issued in June 2016 [Member] | |||||||
Class of Warrant or Right, Issued During Period | 30,000 | ||||||
Class of Warrant or Right, Grants in Period, Grant-date Fair Value | $ 0.36 | ||||||
Class of Warrants or Rights, Vesting Period | 1 year | ||||||
Class of Warrants or Rights, Vested During the Period | 15,000 | 15,000 | |||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.70 |
Note 10 - Stockholders Equity -
Note 10 - Stockholders Equity - Summary of Warrant Activity (Details) - Warrant [Member] - USD ($) $ / shares in Units, $ in Thousands | Dec. 31, 2017 | Jan. 01, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 |
Outstanding (in shares) | 180,001 | 1,642,903 | 180,001 | |||
Outstanding, weighted average exercise price (in dollars per share) | $ 0.57 | $ 0.32 | $ 0.57 | |||
Outstanding, weighted average remaining contractual life (Year) | 4 years 182 days | 1 year 182 days | 2 years 182 days | |||
Outstanding, aggregate intrinsic value | $ 2 | $ 539 | ||||
Issued (in shares) | 1,612,902 | |||||
Issued, weighted average exercise price (in dollars per share) | $ 0.31 | |||||
Issued, weighted average remaining contractual life (Year) | 4 years 182 days | |||||
Issued, aggregate intrinsic value | $ 539 | |||||
Cashless exercise of warrants, net of issuance costs (in shares) | (1,612,902) | (112,500) | ||||
Exercised, weighted average exercise price (in dollars per share) | $ 0.31 | $ 0.55 | ||||
Forfeited/Cancelled (in shares) | (37,500) | |||||
Forfeited/Cancelled, weighted average exercise price (in dollars per share) | ||||||
Outstanding, weighted average exercise price (in dollars per share) | $ 0.32 | $ 0.70 | $ 0.32 | |||
Outstanding (in shares) | 1,642,903 | 30,000 | 1,642,903 | |||
Outstanding, weighted average exercise price (in dollars per share) | $ 0.32 | $ 0.57 | $ 0.32 | $ 0.57 | $ 0.70 | $ 0.32 |
Exercisable (in shares) | 30,000 | |||||
Exercisable, weighted average exercise price (in dollars per share) | $ 0.70 | |||||
Exercisable, weighted average remaining contractual life (Year) | 2 years 182 days |
Note 11 - Stock Options and R_3
Note 11 - Stock Options and Restricted Stock (Details Textual) - USD ($) | Jan. 01, 2016 | Jul. 27, 2010 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Jul. 18, 2016 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number, Ending Balance | 2,544,665 | 4,814,434 | 4,211,168 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 0 | 2,971,600 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 1,230,002 | 0 | ||||
Stock Issued During Period Shares for Stock Options Exercised | 663,938 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 0.19 | |||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Total | $ 141,000 | |||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 248 days | |||||
Stock Issued During Period, Value, Restricted Stock Award, Gross | ||||||
Restricted Stock [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 1,042,500 | |||||
Restricted Stock [Member] | Employees [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 1,000,000 | |||||
Stock Issued During Period, Value, Restricted Stock Award, Gross | $ 1,100,000 | |||||
Selling, General and Administrative Expenses [Member] | ||||||
Allocated Share-based Compensation Expense, Total | 241,000 | $ 704,000 | ||||
Selling, General and Administrative Expenses [Member] | Restricted Stock [Member] | ||||||
Allocated Share-based Compensation Expense, Total | $ 153,000 | |||||
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 | 5,719,069 | 0 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number, Ending Balance | 38,127,129 | 834,166 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 5 years | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 2,391,711 | |||||
Option Plan 2010 Member | Minimum [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 1 year | |||||
Option Plan 2010 Member | Maximum [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 3 years | |||||
The 2016 Plan [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 10,391,711 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number, Ending Balance | 1,710,499 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 8,000,000 |
Note 11 - Stock Options and R_4
Note 11 - Stock Options and Restricted Stock - Summary of Stock Valuation Assumptions (Details) - Employee Stock Option [Member] | 12 Months Ended |
Dec. 31, 2017 | |
Minimum [Member] | |
Expected volatility | 89.00% |
Risk-free interest rate | 1.40% |
Expected term (Year) | 3 years |
Maximum [Member] | |
Expected volatility | 93.00% |
Risk-free interest rate | 1.50% |
Expected term (Year) | 3 years 182 days |
Note 11 - Stock Options and R_5
Note 11 - Stock Options and Restricted Stock - Summary of Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | ||
Outstanding (in shares) | 4,814,434 | 4,211,168 | ||
Outstanding, weighted average exercise price (in dollars per share) | $ 0.71 | $ 1.09 | ||
Outstanding, weighted average remaining contractual life (Year) | 2 years 197 days | 3 years 167 days | 2 years 310 days | |
Outstanding, aggregate intrinsic value | $ 93 | $ 1,007 | $ 46 | |
Granted (in shares) | 0 | 2,971,600 | ||
Granted, weighted average exercise price (in dollars per share) | $ 0.32 | |||
Exercised (in shares) | (1,230,002) | 0 | ||
Exercised, weighted average exercise price (in dollars per share) | $ 0.44 | |||
Forfeited or Expired (in shares) | (1,039,767) | (2,368,334) | [1] | |
Forfeited or Expired, weighted average exercise price (in dollars per share) | $ 0.71 | $ 0.90 | ||
Outstanding (in shares) | 2,544,665 | 4,814,434 | 4,211,168 | |
Outstanding, weighted average exercise price (in dollars per share) | $ 0.85 | $ 0.71 | $ 1.09 | |
Vested at December 31, 2018 (in shares) | 1,950,832 | |||
Vested at December 31, 2018, weighted average exercise price (in dollars per share) | $ 1 | |||
Vested at December 31, 2018, weighted average remaining contractual life (Year) | 2 years 105 days | |||
Vested at December 31, 2018, aggregate intrinsic value | $ 64 | |||
Exercisable (in shares) | 1,950,832 | |||
Exercisable, weighted average exercise price (in dollars per share) | $ 1 | |||
Exercisable, weighted average remaining contractual life (Year) | 2 years 105 days | |||
Exercisable, aggregate intrinsic value | $ 64 | |||
[1] | 1,230,002 shares exercised using the cashless option resulted in 663,938 shares of common stock being issued. |
Note 11 - Stock Options and R_6
Note 11 - Stock Options and Restricted Stock - Summary of the Status of Non-vested Shares (Details) - $ / shares | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Balance, non-vested (in shares) | 2,531,599 | 1,659,834 |
Balance, non-vested, weighted average grant date fair value (in dollars per share) | $ 0.24 | $ 0.58 |
Granted, non-vested (in shares) | 0 | 2,971,600 |
Granted, weighted average grant date fair value (in dollars per share) | $ 0.19 | |
Vested, non-vested (in shares) | (1,284,666) | (2,003,167) |
Vested, weighted average grant date fair value (in dollars per share) | $ 0.27 | $ 0.43 |
Forfeited, non-vested (in shares) | (653,100) | (96,668) |
Forfeited, weighted average grant date fair value (in dollars per share) | $ 0.22 | $ 0.55 |
Balance, non-vested (in shares) | 593,833 | 2,531,599 |
Balance, non-vested, weighted average grant date fair value (in dollars per share) | $ 0.20 | $ 0.24 |
Note 10 - Stock Options and Res
Note 10 - Stock Options and Restricted Stock - Summary of Restricted Stock Option (Details) - Restricted Stock [Member] | 12 Months Ended |
Dec. 31, 2018$ / sharesshares | |
Balance, Restricted shares (in shares) | shares | |
Balance, Restricted shares, Weighted average grant date fair value (in dollars per share) | $ / shares | |
Granted, Restricted shares (in shares) | shares | 1,042,500 |
Granted, Restricted shares, Weighted average grant date fair value (in dollars per share) | $ / shares | $ 1.07 |
Vested, Restricted shares (in shares) | shares | (58,333) |
Vested, Restricted shares, Weighted average grant date fair value (in dollars per share) | $ / shares | $ 1.11 |
Forfeited, Restricted shares (in shares) | shares | (147,500) |
Forfeited, Restricted shares, Weighted average grant date fair value (in dollars per share) | $ / shares | $ 0.72 |
Balance, Restricted shares (in shares) | shares | 836,667 |
Balance, Restricted shares, Weighted average grant date fair value (in dollars per share) | $ / shares | $ 0.98 |
Note 12 - Commitments and Con_3
Note 12 - Commitments and Contingencies (Details Textual) - USD ($) | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||
Nov. 30, 2016 | Jun. 30, 2015 | Sep. 30, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Operating Leases, Rent Expense, Total | $ 849,000 | $ 804,000 | ||||
Self-insured Amount per Individual Claim | $ 50,000 | |||||
Self-insured, Maximum Coverage Policy | $ 1,800,000 | |||||
Self Insurance Reserve | 60,000 | 102,000 | ||||
Workers' Compensation, Maximum Coverage Policy | 1,800,000 | |||||
Workers' Compensation, Accumulated Payments on Claims | 1,800,000 | |||||
Workers' Compensation, Estimated Accruals | $ 267,000 | 1,600,000 | ||||
Other Noncurrent Assets [Member] | ||||||
Worker's Compensation, Prepaid Amount | $ 189,000 | |||||
Sales Agreement with HydroFLOW USA [Member] | ||||||
Licencing Agreement, Royalties on Gross Revenues Payable, Percentage | 3.50% | |||||
Purchase Commitment, Minimum Amount Committed Per Year | $ 655,000 | |||||
Purchase Commitment, Current Period Obligation Payment Allocated to Following Fiscal Year | $ 220,000 | |||||
Purchase Commitment, Minimum Amount Committed, Next Twelve Months | 875,000 | |||||
Purchase Commitment, Amount Ordered | 280,000 | |||||
Accrued Royalties | $ 0 | $ 0 |
Note 12 - Commitments and Con_4
Note 12 - Commitments and Contingencies - Summary of Future Minimum Operating Lease Commitments (Details) $ in Thousands | Dec. 31, 2018USD ($) |
2019 | $ 746 |
2020 | 671 |
2021 | 477 |
2022 | 284 |
2023 | 106 |
Thereafter | 36 |
Total | $ 2,320 |
Note 13 - Segment Reporting - R
Note 13 - Segment Reporting - Reportable Segments (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | ||
Revenues | $ 46,919 | $ 37,068 | |
Cost of Revenue | 37,450 | 29,625 | |
Segment Profit | 9,469 | 7,443 | |
Depreciation and amortization | 5,989 | 5,833 | |
Capital Expenditures | 1,781 | 1,677 | |
Identifiable assets(1) | [1] | 44,949 | 41,148 |
Identifiable assets(1) | [1] | 44,949 | 41,148 |
Well Enhancement Services Segment [Member] | |||
Revenues | 42,759 | 34,686 | |
Cost of Revenue | 32,852 | 25,902 | |
Segment Profit | 9,907 | 8,784 | |
Depreciation and amortization | 4,848 | 4,817 | |
Capital Expenditures | 988 | 1,184 | |
Identifiable assets(1) | [1] | 41,442 | 37,651 |
Identifiable assets(1) | [1] | 41,442 | 37,651 |
Water Transfer Services Segment [Member] | |||
Revenues | 4,160 | 2,128 | |
Cost of Revenue | 3,972 | 2,666 | |
Segment Profit | 188 | (538) | |
Depreciation and amortization | 1,118 | 985 | |
Capital Expenditures | 724 | 487 | |
Identifiable assets(1) | [1] | 3,080 | 2,986 |
Identifiable assets(1) | [1] | 3,080 | 2,986 |
Unallocated and Other Segments [Member] | |||
Revenues | 254 | ||
Cost of Revenue | 626 | 1,057 | |
Segment Profit | (626) | (803) | |
Depreciation and amortization | 23 | 31 | |
Capital Expenditures | 69 | 6 | |
Identifiable assets(1) | [1] | 427 | 511 |
Identifiable assets(1) | [1] | $ 427 | $ 511 |
[1] | Identifiable assets is calculated by summing the balances of accounts receivable, net; inventories; property and equipment, net; and other assets. |
Note 13 - Segment Reporting - I
Note 13 - Segment Reporting - Income From Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Segment profit | $ 9,469 | $ 7,443 |
Selling, general and administrative expense | (5,225) | (4,392) |
Patent litigation defense costs | (80) | (129) |
Severance and transition costs | (633) | (784) |
Gain (loss) from disposal of equipment | 108 | (62) |
Depreciation and amortization | (5,989) | (5,833) |
Loss from Operations | $ (2,350) | $ (3,757) |
Note 13 - Segment Reporting -_2
Note 13 - Segment Reporting - Revenues by Geography (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | ||
Revenue | $ 46,919 | $ 37,068 | |
Well Enhancement Services Segment [Member] | |||
Revenue | 42,759 | 34,686 | |
Water Transfer Services Segment [Member] | |||
Revenue | 4,160 | 2,128 | |
Rocky Mountain Region [Member] | Well Enhancement Services Segment [Member] | |||
Revenue | [1] | 27,582 | 23,514 |
Rocky Mountain Region [Member] | Water Transfer Services Segment [Member] | |||
Revenue | [1] | 4,160 | 2,128 |
Central USA Region [Member] | Well Enhancement Services Segment [Member] | |||
Revenue | [2] | 10,950 | 9,613 |
Central USA Region [Member] | Water Transfer Services Segment [Member] | |||
Revenue | [2] | ||
Eastern USA Region [Member] | Well Enhancement Services Segment [Member] | |||
Revenue | [3] | 4,227 | 1,813 |
Eastern USA Region [Member] | Water Transfer Services Segment [Member] | |||
Revenue | [3] | ||
[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. | ||
[3] | Consists of the southern region of the Marcellus Shale formation (southwestern Pennsylvania and northern West Virginia) and the Utica Shale formation (eastern Ohio). |