Form 8-K - Current report

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

 

Date of Report May 15, 2024

(Date of earliest event reported)

 

Enservco Corporation

(Exact name of registrant as specified in its charter)

 

 

Delaware		001-36335		84-0811316
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

 

14133 County Road 9½

Longmont, Colorado 80504

 

(Address of principal executive offices) (Zip Code)

 

[phone]

(Registrant’s telephone number, including area code)

 

(Former name or former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

	☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
	☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
	☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
	☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.005 par value	ENSV	NYSE American

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934. ☐

 

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

 

 

---

 

 

Item 2.02

Results of Operations and Financial Condition.

 

Enservco Corporation issued a press release on May 15, 2024, announcing its 2024 first quarter financial results and is incorporated herein by reference.

 

Item 8.01

Other Events.

 

In the May 15, 2024, press release, the Company discussed the status of the Membership Interest Purchase Agreement with Buckshot Trucking LLC and provided a corporate update. A copy of the press release is attached hereto as Exhibit 99.1, and is incorporated herein by reference.

 

Item 9.01.

Exhibits.

 

(d)     Exhibits

 

 

Exhibit Number		Description
99.1		Press Release dated May 15, 2024.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

---

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on May 17, 2024.

 

 

	Enservco Corporation
	By:	/s/ Richard A. Murphy
		Richard A. Murphy, Executive Chair and CEO

 

 

 

Exhibit 99.1

 

 

Enservco Corporation Reports Results for First Quarter 2024

 

~ Posted Increase in Year-Over-Year Revenues, Segment Profit and Net Income ~

~ Grew Adjusted EBITDA by 125% from Q1 2023 ~

 

LONGMONT, Colo., May 15, 2024 (GLOBE NEWSWIRE) – Enservco Corporation (NYSE American: ENSV) (“Enservco”, or the “Company”), a diversified national provider of specialized well-site services to the domestic onshore conventional and unconventional oil and gas industries, today announced operational and financial results for the first quarter of 2024.

 

FINANCIAL SUMMARY

(in 000’s, except per share data)

 

		Q1 2024				Q1 2023				% Change
Revenues		$	9,792			$	8,912				10%
Production services		$	2,485			$	2,863				(13%)
Completion and other services		$	7,307			$	6,049				21%
Segment profit		$	3,261			$	2,015				62%
Production services		$	364			$	546				(33%)
Completion and other services		$	2,897			$	1,469				97%
Income (loss) from operations		$	1,262			$	( 459)				NM
Net income (loss)		$	740			$	( 1,004)				NM
Per diluted share		$	0.03			$	( 0.07)				NM
Adjusted EBITDA(1)		$	2,222			$	986				125%

 

NM: Not meaningful.

 

(1)	A non-GAAP financial measure; see the “Non-GAAP Information” section in this release for more information including reconciliations to the most comparable GAAP measures.

 

Q1 2024 HIGHLIGHTS

 

●

Grew revenues 10% from Q1 2023 with the Company’s primarily seasonal-focused completions services revenue increase partially offset by a production services revenue decrease;

 

●

Drove segment profit increase of 62% year-over-year primarily due to overall top-line growth complemented by execution of further operating efficiency initiatives and related cost savings;

 

●

Reduced general and administrative expenses 18% from prior year;

 

●

Improved profit position to net income of $0.7 million, or $0.03 per diluted share – an increase from a net loss of $1.0 million, or $0.07 per diluted share, for Q1 2023;

 

●

Increased year-over-year Adjusted EBITDA by 125% to $2.2 million;

 

●

Announced agreement to acquire Buckshot Trucking LLC, an experienced and profitable energy logistics business (the “Transaction”);

○

Expected to generate increased operational and financial flexibility with addition of year-round business highlighted by significant growth opportunities and non-dependence on weather related business; and

○

Evaluating various financing alternatives with closing of the Transaction targeted in early Q3 2024.

 

1

---

 

 

MANAGEMENT COMMENTARY

 

Rich Murphy, the Company’s CEO and Chairman stated “We kicked off 2024 on a strong note with first quarter results that materially exceeded the prior year across the board on key financial metrics, including revenues, segment and operating profit, and net earnings. Also included was 125% year-over-year growth in Adjusted EBITDA. Significantly contributing to our first quarter 2024 results was more than a 95% increase in profit from our completions services segment that primarily reflects solid performance from our seasonal-based frac water heating offerings. As we have discussed in the past, this business is very winter weather-dependent, and we were fortunate to have a colder first quarter this year versus the same period in 2023. This was partially offset by a decrease in profit in our production services segment. I want to thank the entire workforce – and especially our employee team – for their continued hard work and dedication as we continue to execute on internal and external initiatives designed to enhance our business mix and promote future success.”

 

Murphy continued, “While the first quarter benefited from improved seasonal conditions for our frac water heating services business, our performance during the period also highlighted our efforts to drive further improvements throughout the Company. These initiatives were muti-faceted and included reducing our footprint to focus only on operations that provide the best economic returns, lowering costs and streamlining processes throughout the organization, and taking necessary steps to enhance the Company’s financial outlook. Combined with our pending acquisition of Buckshot, we believe Enservco will be in a much-improved position in the marketplace and with the investment community. We look forward to evaluating and executing additional opportunities that further evolve our business away from seasonal to more year-round activities designed to drive long-term cash flow generation, profitability, and shareholder value.”

 

Q1 2024 FINANCIAL RESULTS

 

Total revenues were $9.8 million – 10% higher than $8.9 million in the same quarter last year.

 

●

Production services revenue, which includes hot oiling and acidizing services, decreased to $2.5 million from $2.9 million in the same quarter last year, primarily due to decreased acidizing services in the Company’s Texas region, combined with decreased hot oiling activity levels in Enservco’s Pennsylvania and Texas regions. Production services generated a segment profit of $0.4 million compared to a segment profit of $0.5 million in Q1 2023.

 

●

Completion services revenue, which is primarily seasonal-focused frac water heating services, grew to $7.3 million from $6.0 million in the prior year quarter. Primarily driving the increase was colder weather in 2024 relative to the prior year that led to increases in frac water heating service activity levels. In addition, service price increases in the Company’s Pennsylvania and Colorado regions contributed to the growth in year-over-year revenue. Completion services generated a segment profit of $2.9 million compared to a profit of $1.5 million in the same quarter last year.

 

2

---

 

 

Operating profit improved to $1.3 million versus an operating loss of $0.5 million in Q1 2023. In addition to a significant improvement in the Company’s combined segment results, year-over-year performance benefitted from an almost $0.3 million – or 18% – decrease in general and administrative expenses primarily due to reduced legal costs substantially associated with Enservco’s successful shareholder litigation matter.

 

The Company reported net income of $0.7 million, or $0.03 per diluted share, compared to a net loss of $1.0 million, or $0.07 per diluted share, in the prior year.

 

Adjusted EBITDA was $2.2 million versus $1.0 million for Q1 2023 – a 125% year-over-year increase.

 

BUCKSHOT TRANSACTION & OTHER UPDATES

 

Enservco expects to close the Transaction in early Q3 2024, with the Company currently evaluating financing alternatives. Following closing, Enservco looks forward to quickly integrating Buckshot’s assets and operations into the broader organization. The Company remains excited about the opportunities afforded by the addition of this year-round business that has strong margins and cash flow visibility, coupled with growth prospects.

 

Separately, Enservco continues to explore strategic initiatives to reduce reliance on its seasonal frac water heating services business and invest in opportunities that generate solid cash flow and provide visible near and long-term growth.

 

CONFERENCE CALL & ADDITIONAL INFORMATION

 

The Company has scheduled a conference call on Thursday, May 16, 2024 at 9:30 a.m. ET to discuss its first quarter 2024 operational and financial results. To participate, interested parties should dial 888-506-0062 at least five minutes before the call is to begin. Please reference the “Enservco First Quarter 2024 Earnings Conference Call” or use the participant access code of 623631. International callers may participate by dialing 973-528-0011. The call will also be webcast and available on Enservco’s website at www.enservco.com under “Investors” on the “Events” page.

 

In addition, interested parties can participate through the webcast by accessing the following link:

 

https://www.webcaster4.com/Webcast/Page/2228/50645

 

Like callers, participants should access the webcast at least five minutes prior to start time. In addition, a replay of the webcast will be available following the call through the above link.

 

ABOUT ENSERVCO

 

Enservco provides a range of oilfield services through its various operating subsidiaries, including hot oiling, acidizing, frac water heating, and related services. The Company has a broad geographic footprint covering major domestic oil and gas basins across the United States. Additional information is available at www.enservco.com. On March 20, 2024, the Company announced an agreement to purchase Buckshot Trucking LLC, an energy logistics provider in multiple key oil and gas basins (the “Buckshot Acquisition”). The Buckshot Acquisition is scheduled to close in the second quarter of 2024. When closed, the Buckshot Acquisition would provide Enservco with a growing business that is not weather dependent, allow the Company to enter steady year-round logistics, provide an expanded operating footprint, and improve cash flow visibility.

 

3

---

 

 

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

 

This news release contains information that is "forward-looking" in that it describes events and conditions Enservco reasonably expects to occur in the future. Expectations for the future performance of Enservco are dependent upon a number of factors, and there can be no assurance that Enservco will achieve the results as contemplated herein. Certain statements denoting future possibilities, are forward-looking statements. The accuracy of these statements cannot be guaranteed as they are subject to a variety of risks, which are beyond Enservco's ability to predict, or control and which may cause actual results to differ materially from the projections or estimates contained herein. Among these risks are those set forth in Enservco’s annual report on Form 10-K for the year ended December 31, 2023, and subsequently filed documents with the Securities and Exchange Commission (“SEC”). Forward looking statements in this news release that are subject to risks related to, among other things, closing of the Buckshot Acquisition on anticipated terms and timing, and the ability of Enservco to successfully integrate Buckshot’s market opportunities, personnel and operations and to achieve expected benefits. Enservco disclaims any obligation to update any forward-looking statement made herein.

 

CONTACT

 

Mark Patterson

Chief Financial Officer

Enservco Corporation

[e-mail]

 

4

---

 

 

ENSERVCO CORPORATION AND SUBSIDIARY

Condensed Consolidated Statements of Operations

(In thousands, except per share amounts)

(Unaudited)

 

		For the Three Months Ended
		March 31,
		2024				2023
Revenues:
Production services		$	2,485			$	2,863
Completion and other services			7,307				6,049
Total revenues			9,792				8,912
Expenses:
Production services			2,121				2,317
Completion and other services			4,410				4,580
Sales, general, and administrative			1,232				1,503
Severance and transition			-				1
Gain on disposal of assets			-				(1	)
Depreciation and amortization			767				971
Total operating expenses			8,530				9,371
Income (loss) from operations			1,262				(459	)
Other (expense) income:
Interest expense			(578	)			(590	)
Other income			56				29
Total other expense, net			(522	)			(561	)
Income (loss) before taxes			740				(1,020	)
Deferred income tax benefit			-				16
Net income (loss)		$	740			$	(1,004	)
Net income (loss) per share:
Basic		$	0.03			$	(0.07	)
Diluted		$	0.03			$	(0.07	)
Weighted average number of common shares outstanding:
Basic			26,934				14,808
Diluted			30,284				14,808

 

5

---

 

 

 

ENSERVCO CORPORATION AND SUBSIDIARY

Condensed Consolidated Balance Sheets

(In thousands, except share and per share amounts)

 

		March 31, 2024				December 31, 2023
		(unaudited)
ASSETS
Current Assets:
Cash and cash equivalents		$	474			$	201
Accounts receivable, net			4,248				4,190
Prepaid expenses and other current assets			870				1,047
Inventories			219				209
Note receivable			75				75
Total Current Assets			5,886				5,722
Property and equipment, net			6,235				6,923
Intangible assets, net			67				-
Right-of-use asset - finance, net			6				9
Right-of-use asset - operating, net			759				891
Note receivable, less current portion			125				144
Other assets			182				183
Total Assets		$	13,260			$	13,872
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
Current Liabilities:
Accounts payable and accrued liabilities		$	3,104			$	4,285
Utica Facility			1,684				1,595
LSQ Facility			2,739				2,472
November 2022 Convertible Note, related party			1,079				1,027
September and October 2023 Convertible Notes, related parties			1,660				-
Lease liability - finance			6				10
Lease liability - operating			395				441
Other current liabilities			200				198
Total Current Liabilities			10,867				10,028
Utica Facility, less current portion			1,075				1,690
September and October 2023 Convertible Notes, related parties, less current portion			-				1,656
Utica Residual Liability			293				256
Lease liability - finance, less current portion			10				6
Lease liability - operating, less current portion			436				528
Deferred tax liabilities			222				222
Other non-current liabilities			7				58
Total Liabilities			12,910				14,444
Commitments and Contingencies
Stockholders' Equity (Deficit):
Preferred stock, $0.005 par value, 10,000,000 shares authorized, no shares issued or outstanding			-				-
Common stock, $0.005 par value, 100,000,000 shares authorized; 27,362,742 and 26,592,637 shares issued as of March 31, 2024 and December 31, 2023, respectively; 6,907 shares of treasury stock as of March 31, 2024 and December 31, 2023; and 27,355,835 and 26,585,730 shares outstanding as of March 31, 2024 and December 31, 2023, respectively			135				131
Additional paid-in capital			49,148				48,970
Accumulated deficit			(48,933	)			(49,673	)
Total Stockholders' Equity (Deficit)			350				(572	)
Total Liabilities and Stockholders' Equity (Deficit)		$	13,260			$	13,872

 

6

---

 

 

ENSERVCO CORPORATION AND SUBSIDIARY

Condensed Consolidated Statements of Cash Flows

(In thousands)

(Unaudited)

 

		For the Three Months Ended
		March 31,
		2024				2023
Operating Activities:
Net income (loss)		$	740			$	(1,004	)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Depreciation and amortization			767				971
Gain on disposal of equipment			-				(1	)
Stock-based compensation			76				196
LSQ Facility interest paid-in-kind			126				-
Amortization of debt issuance costs and discount			77				70
Deferred income tax benefit			-				(16	)
Changes in operating assets and liabilities:
Accounts receivable			(58	)			243
Inventories			(10	)			(1	)
Prepaid expense and other current assets			178				481
Amortization of operating lease assets			132				139
Other assets			1				17
Accounts payable and accrued liabilities			(924	)			(1,189	)
Operating lease liabilities			(138	)			(143	)
Other liabilities			92				(242	)
Net cash provided by (used in) operating activities			1,059				(479	)
Investing Activities:
Purchases of property and equipment			(77	)			(49	)
Proceeds from disposals of property and equipment			-				9
Purchase of intangible			(67	)			-
Collections on note receivable			19				25
Net cash used in investing activities			(125	)			(15	)
Financing Activities:
Proceeds from February 2023 Offering, net			-				2,952
Net LSQ Facility borrowings (repayments)			140				(334	)
Utica Facility repayments			(545	)			(294	)
Repayments of long-term debt			-				(15	)
Payments on financed insurance			(256	)			(79	)
Net cash (used in) provided by financing activities			(661	)			2,230
Net Increase in Cash and Cash Equivalents			273				1,736
Cash and Cash Equivalents, beginning of period			201				35
Cash and Cash Equivalents, end of period		$	474			$	1,771

 

7

---

 

 

NON-GAAP INFORMATION

 

This press release and the accompanying tables include a discussion of EBITDA and Adjusted EBITDA, which are non-GAAP financial measures provided as a complement to the results provided in accordance with generally accepted accounting principles ("GAAP"). The term "EBITDA" refers to a financial measure that we define as earnings (net income or loss) plus or minus net interest taxes, depreciation, and amortization. Adjusted EBITDA excludes from EBITDA stock-based compensation and, when appropriate, other items that management does not utilize in assessing Enservco’s operating performance (as further described in the attached financial schedules). None of these non-GAAP financial measures are recognized terms under GAAP and do not purport to be an alternative to net income as an indicator of operating performance or any other GAAP measure. We have reconciled Adjusted EBITDA to GAAP net loss in the table below. We intend to continue to provide these non-GAAP financial measures as part of our future earnings discussions and, therefore, the inclusion of these non-GAAP financial measures will provide consistency in our financial reporting.

 

 

###

 

8

Document And Entity Information	May 15, 2024
Document Information [Line Items]
Entity, Registrant Name	Enservco Corporation
Document, Type	8-K
Document, Period End Date	May 15, 2024
Entity, Incorporation, State or Country Code	DE
Entity, File Number	001-36335
Entity, Tax Identification Number	84-0811316
Entity, Address, Address Line One	14133 County Road 9½
Entity, Address, City or Town	Longmont
Entity, Address, State or Province	CO
Entity, Address, Postal Zip Code	80504
City Area Code	303
Local Phone Number	333-3678
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock
Trading Symbol	ENSV
Security Exchange Name	NYSE
Entity, Emerging Growth Company	false
Amendment Flag	false
Entity, Central Index Key	0000319458

---