The following discussion of our financial condition and results of operations
should be read in conjunction with the unaudited consolidated financial
statements and the related notes thereto included elsewhere in this Quarterly
Report on Form 10-Q. This Quarterly Report on Form 10-Q contains forward-looking
statements within the meaning of the Private Securities Litigation Reform Act of
1995, Section 21E of the Securities Exchange Act of 1934, as amended (the
"Exchange Act"), and Section 27A of the Securities Act, and is subject to the
safe harbors created by those sections. Words such as "anticipates," "expects,"
"intends," "plans," "believes," "seeks," "estimates," "may," "will" and
variations of these words or similar expressions are intended to identify
forward-looking statements. In addition, any statements that refer to
expectations, projections or other characterizations of future events or
circumstances, including any underlying assumptions, are forward-looking
statements. These statements are not guarantees of future performance and are
subject to risks, uncertainties and assumptions that are difficult to predict.
Therefore, our actual results could differ materially and adversely from those
expressed in any forward-looking statements as a result of various factors. We
undertake no obligation to revise or publicly release the results of any
revisions to these forward-looking statements.



Due to possible uncertainties and risks, readers are cautioned not to place
undue reliance on the forward-looking statements contained in this Quarterly
Report, which speak only as of the date of this Quarterly Report, or to make
predictions about future performance based solely on historical financial
performance. We disclaim any obligation to update forward-looking statements
contained in this Quarterly Report.



Readers should carefully review the risk factors described below under the
heading "Risk Factors" and in other documents we file from time to time with the
SEC, including our Form 10-K for the fiscal year ended December 31, 2019, and
our Form 10-Qs for the fiscal quarters ended March 31, 2020 and June 30, 2020.
You should interpret many of the risks identified in these reports as being
heightened as a result of the ongoing and numerous adverse impacts of the
COVID-19 pandemic. Our filings with the SEC, including our Annual Reports on
Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and
amendments to those filings, pursuant to Sections 13(a) and 15(d) of the
Exchange Act, are available free of charge at www.summerenergy.com, when such
reports are available via the EDGAR system maintained by the SEC at www.sec.gov.



Recent Developments



COVID-19


The recent outbreak of the novel Coronavirus ("COVID-19") is a rapidly developing situation around the globe that has adversely impacted economic activity and conditions worldwide. Some industries have been impacted more severely than others.





In response to the COVID-19 pandemic, the Company deployed a remote working
strategy for the Company's call center that enabled certain employees of the
Company to work from home, provided timely communication to team members and
customers, implemented protocols for team members' safety, and initiated
strategies for monitoring and responding to local COVID-19 impacts. The
Company's preparedness efforts, coupled with quick and decisive plan
implementation, resulted in minimal impacts to operations. The Company is
closely monitoring bad debt as a result of the COVID-19 pandemic.



We are continuing to monitor developments involving our workforce, customers and
suppliers and cannot predict at this time the extent of the impact that COVID-19
will have on our operations, business, financial condition, liquidity or results
of operations going forward. Please see "Item 1A - Risk Factors" in this Report.



Organization



The condensed consolidated financial statements above include the accounts of
Summer Energy Holdings, Inc. and its wholly-owned subsidiaries Summer Energy,
LLC ("Summer LLC"), Summer Energy Midwest, LLC ("Summer Midwest"), Summer EM
Marketing, LLC ("Marketing LLC") and Summer Energy Northeast, LLC ("Summer
Northeast") (collectively referred to as the "Company," "we," "us," or "our").
All significant intercompany transactions and balances have been eliminated in
these consolidated financial statements.



On March 27, 2012, Summer LLC became a wholly-owned subsidiary of Summer Energy
Holdings, Inc. (previously known as Castwell Precast Corporation) through a
reverse acquisition transaction, which resulted in the former members of Summer
LLC owning approximately 92.3% of Summer Energy Holdings, Inc.'s outstanding
common stock. The transaction was treated as a recapitalization of Summer LLC,
and Summer LLC (and its historical financial statements) is the continuing

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entity for financial reporting purposes.

Summer LLC is a Retail Electricity Provider ("REP") in the state of Texas under
a license with the Public Utility Commission of Texas ("PUCT"). Summer LLC
procures wholesale energy and resells to commercial and residential customers.
Summer LLC was organized on April 6, 2011, under the laws of the state of Texas.



Marketing, LLC was formed in the state of Texas on November 6, 2012 to provide marketing services to Summer LLC.





Summer Midwest was formed in the state of Ohio on December 16, 2013 to procure
and sell electricity in the state of Ohio. The Public Utilities Commission of
Ohio issued a certificate as a Retail Electric Service Provider to Summer
Midwest on June 16, 2015. On May 2, 2019, the Illinois Commerce Commission
approved Summer Midwest as a Retail Electric Service Provider in the state of
Illinois.



Summer Northeast, a Texas limited liability company, was acquired on November 1,
2017 and became a wholly-owned subsidiary of Summer Energy Holdings, Inc. Summer
Northeast is a REP serving electric load to both residential and commercial
customers in New Hampshire and Massachusetts and holds licenses in
Massachusetts, Rhode Island, New Hampshire and Connecticut.



Plan of Operation



Our wholly-owned subsidiary, Summer LLC, is a licensed REP in the state of
Texas. In general, Texas regulatory structure permits REPs, such as Summer LLC,
to procure and sell electricity at unregulated prices. REPs pay the local
transmission and distribution utilities a regulated tariff rate for delivering
electricity to their customers. As a REP, Summer LLC sells electricity and
provides the related billing, customer service, collections and remittance
services to residential and commercial customers. Summer LLC offers retail
electricity to commercial and residential customers in designated target markets
within the state of Texas. In the commercial market, the primary target is small
to medium-sized customers (less than one megawatt of peak usage), but we also
selectively pursue larger commercial customers through Management's existing,
historical relationships. Residential customers are a secondary target market.
We anticipate that a majority of Summer LLC's customers are located in the
Houston and Dallas-Fort Worth metropolitan areas; although, we anticipate a
growing number will be located in a variety of other metropolitan and rural
areas within Texas. We began delivering electricity to customers in the Texas
market mid-February 2012.



Our wholly-owned subsidiary, Summer Northeast, is a licensed REP in the states
of Massachusetts, New Hampshire, Rhode Island and Connecticut. In general, the
regulatory structure in these states permits REPs, such as Summer Northeast, to
procure and sell electricity at unregulated prices. As a REP, Summer Northeast
sells electricity to residential and commercial customers. In the commercial
market, the primary target is small to medium-sized customers (less than one
megawatt of peak usage), but we will also selectively pursue larger commercial
customers through Management's existing, historical relationships. Residential
customers are a secondary target market. As of the date of this Report, Summer
Northeast sold electricity in Massachusetts and New Hampshire. There were no
sales activity in the states of Connecticut and Rhode Island.



Our wholly-owned subsidiary, Summer Midwest, is a licensed REP in the states of
Ohio, Illinois and Pennsylvania. In general, the regulatory structure in these
states permits REPs, such as Summer Midwest, to procure and sell electricity at
unregulated prices. As a REP, Summer Midwest sells electricity to residential
and commercial customers. In the commercial market, the primary target is small
to medium-sized customers (less than one megawatt of peak usage), but we will
also selectively pursue larger commercial customers through Management's
existing, historical relationships. Residential customers are a secondary target
market. Summer Midwest began flowing electricity in the state of Ohio, which is
in the Pennsylvania, Jersey, Maryland Power Pool ("PJM") market, during the
month of July 2019, in the state of Illinois during the month of January 2020,
and in the state of Pennsylvania during the month of August 2020.



Results of Operations


Three Months Ended September 30, 2020, compared to the Three Months Ended September 30, 2019

The success of our business and our profitability is impacted by a number of drivers with customer growth and weather conditions being at the forefront.





Customer Growth



Customer growth is a key driver of our operations as well as our ability to
acquire customers organically, by acquisition or through customer attrition. Our
organic sales strategies are designed to offer competitive pricing and price
certainty to

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residential and commercial customers. We manage growth on a market-by-market
basis by developing price curves in each of the markets we serve and comparing
the market prices to the price offered by the local regulated utility. We then
determine if there is an opportunity in a particular market based on our ability
to create a competitive product on economic terms that provides customer value
and satisfies our profitability objectives. We develop marketing campaigns using
a combination of sales channels. Our marketing team continuously evaluates the
effectiveness of each customer acquisition channel and makes adjustments in
order to achieve desired targets. Customer attrition occurs primarily as a
result of: (i) customer-initiated switches; (ii) residential moves and (iii)
disconnection resulting from customer payment defaults. Our customer growth
strategy includes growing organically through traditional sales channels
complemented by customer portfolio and business acquisitions as well as our
expansion into new markets.



In 2020, the Company's growth strategy is to continue to focus on the expansion
of the PJM market within the states of Ohio, Illinois and Pennsylvania as well
as to continue to expand within the ERCOT pre-paid market. Management plans to
continue to execute on its current sales and marketing program to solicit
individual commercial and residential customers and to evaluate and acquire
portfolios of commercial and residential customers where they make sense
economically or strategically. Due to the COVID-19 pandemic, certain Public
Utilities Commissions, regulatory agencies and other governmental authorities in
certain markets continue to maintain orders prohibiting energy services
companies from door-to-door marketing and in some cases telemarketing during the
pandemic, which has restricted some of the manners used by the Company to market
for organic sales especially within the Northeast and PJM markets.



The current COVID-19 pandemic has caused regulatory agencies and other
governmental authorities to take, and potentially continue to take, emergency or
other actions in light of the pandemic that may impact our overall customer
attrition, including prohibiting the termination of service for non-payment
during the current COVID-19 pandemic. Those orders may cause our attrition to be
lower than what it would be otherwise. We are unable to predict the ultimate
impact of these actions on overall customer attrition at this time. Please see
"Item 1A-Risk Factors" in this Report.



For the quarter ended September 30, 2020 compared to 2019, the Company's overall
delivered volumes of electricity increased by 5.79% attributed primarily to the
increase in the ERCOT market and the ERCOT pre-paid market. The delivered
volumes in the Northeast market continues to decline as the customer base
declines. Delivered volumes for the Northeast market declined 41% during the
quarter ended September 2020 compared to the quarter ended September 2019.



Weather Conditions



Weather conditions are a key driver to our success and weather directly
influences the demand for electricity and affects the prices of energy
commodities. We are particularly sensitive to this variability with our
residential customers in which energy is highly sensitive to weather conditions
that impart heating and cooling demand. Our hedging strategy is based on
forecasted customer energy usage, which can vary substantially as a result of
weather patterns deviating from historical norms. Our risk management policies
direct that we hedge substantially all of our forecasted demand, which is
typically hedged to long-term weather patterns. We also attempt to add
additional contracts from time to time to protect us from volatility in markets
where we have historically experienced higher exposure to extreme weather
conditions. Because we attempt to match commodity purchases to anticipated
demand, unanticipated changes in weather patterns can have a significant impact
on our operating results and cash flows from period to period.



Due to the COVID-19 pandemic, we are experiencing changes in customer demand
that we cannot fully anticipate. While not weather related, these changes in
demand may lead us to experience financial gains and/or losses in much the same
fashion as a weather event as the current circumstances make it more difficult
to accurately predict demand. While we continue to conduct analytics on our
customer base to anticipate these changes in demand, we cannot predict how the
COVID-19 pandemic will ultimately impact our hedging strategy with regard to our
load forecasts. Please see "Item 1A-Risk Factors" in this Report.



Delivered volumes were higher during the third quarter ended September 2020
compared to September 2019, although slightly below expectations due to the
COVID-19 pandemic. Weather adjusted volumes indicate the impact of the COVID-19
pandemic will likely result in a 10% to 15% decline in volumes for the ERCOT
market and a 15% to 18% decline in volumes for the PJM and ISO-NE markets.
Despite the decline in the anticipated delivered volumes for the third quarter
2020, profit margins for the quarter ended September 30, 2020 were 11.58% higher
than the quarter ended September 30, 2019.



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For the quarter ended September 30, 2020 compared to 2019, the Company's unit
gross margin is as follows:



                               For the Three Months Ended
                                     September 30,
                                                                            Percentage
                                  2020            2019        Variance       Variance
Revenue                     $   57,665,261  $   54,696,761 $   2,968,500          5.43%

Cost of goods sold
Power purchases and
balancing/ancillary             32,923,504      34,554,826   (1,631,322)         -4.72%
Transportation and
distribution providers
charge                          20,704,972      17,415,238     3,289,734         18.89%

Total cost of goods sold        53,628,476      51,970,064     1,658,412          3.19%

Gross Margin                $    4,036,785  $    2,726,697 $   1,310,088         48.05%




Revenue - For the quarter ended September 30, 2020, we generated $56,673,497 in
electricity revenue primarily from commercial customers, and from various long
and short-term residential customers. The majority of our revenue comes from the
flow of electricity to customers and includes revenues from contract
cancellation fees, disconnection fees and late fees of $991,764.



Revenues for the quarter ended September 30, 2019 were $53,666,325 from electricity revenue and includes $1,030,436 from cancellation and disconnection and late fees.





               For the Three Months Ended September 30,
                     2020                     2019                                Variances
                                                              Change in
            Delivered                Delivered                Delivered   Volume
             Volume                   Volume                   Volume   Percentage                $$  Percentage
              (Mwh)         $$         (Mwh)         $$         (Mwh)     Change     Change in $$     Change
Electricity
Revenues
from
Contracts
with
Customers

ERCOT
Market        622,193 $ 52,253,657     558,274 $ 49,708,164      63,919     11.45% $    2,645,493          5.32%
ERCOT
Pre-Paid
Market         19,168    2,640,791      16,599    1,956,958       2,569     15.48%        683,833         34.94%
Northeast
Market         10,891    1,179,208      20,374    1,998,663     (9,483)    -46.54%      (819,455)        -41.00%
Midwest
Market         11,960      599,841          46        2,540      11,914    100.00%        597,301        100.00%
Total         664,212   56,673,497     595,293   53,666,325      68,919     11.58%      3,107,172          5.79%

Other
Revenues:
Fees
Revenue                    991,764                1,030,436                              (38,672)         -3.75%

Total
Revenues:             $ 57,665,261             $ 54,696,761                        $    3,068,500          5.61%




Total revenues for the quarter ended September 30, 2020 compared to September
30, 2019 increased by approximately 5.61%. In the ERCOT Pre-Paid Market, the
revenue increased by 34.94% due to customer growth. The Northeast market had a
41% decrease in revenue related to the decrease in the customer base during 2020
compared to 2019. The Company began flowing electricity in the PJM market in
July 2019 and the anticipated customer base as this market grows will consist of
residential and commercial customers. The anticipated growth of the PJM market
by the Company is less than projected due to restrictions on marketing during
the COVID-19 pandemic.



Management plans to continue to execute on its sales and marketing program to
solicit individual commercial and residential customers and to realign key sales
personnel to focus on rebuilding the customer base in the Northeast market. In
addition, management also plans to continue to acquire portfolios of commercial
and residential customers when offered at reasonable prices.

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Cost of Goods Sold and Gross Margin - For the three months ended September 30,
2020, cost of goods sold and gross profit totaled $53,628,476 and $4,036,785,
respectively. Cost of goods sold and gross margin for the three months ended
September 30, 2019 was $51,970,064 and $2,726,697, respectively.



                For the Three Months Ended
                      September 30,
                                                                          Percentage
                                              Increase/(decrease) in       Increase
                   2020            2019             Costs ($$)            (Decrease)

 ERCOT
Market       $   52,022,732  $   49,851,403 $               2,171,329            4.36%
 Northeast
Market            1,074,639       2,110,370               (1,035,731)          -49.08%
 Midwest
Market              531,105           8,291                   522,814          100.00%
             $   53,628,476  $   51,970,064 $               1,658,412            3.19%




Cost of goods sold for the quarter ended September 30, 2020 compared to
September 30, 2019, increased in total by approximately 3.19% due to the
increased volumes delivered. The gross profit margin increased for the quarter
ended September 30, 2020 compared to September 30, 2019 by 48.05%. The delivered
volumes were higher during the third quarter ended September 2020 compared to
September 2019, and the overall revenue rate increased. The escalation in the
revenue rate coupled with the marginal increase in costs of goods sold resulted
in an increase in the gross margin. The Northeast market decreased by 49.08% due
to continued compression of the customer base for the quarter ended September
30, 2020 compared to September 30, 2019.



Operating Expenses - Operating expenses for the quarter ended September 30, 2020
totaled $5,232,702, consisting primarily of general and administrative expenses
of $2,428,415, stock compensation of $248,921, bank service fees of $438,703,
professional fees of $88,563, outside commissions of $1,731,770, collection
fees/sales verification fees $40,479, and $255,851 of billing fees. Billing fees
are primarily costs paid to a third-party Electronic Data Inter-Chain (EDI)
provider to handle transactions between us, ERCOT and the TDSPs in order to
produce customer bills.



Operating expenses for the quarter ended September 30, 2019, totaled $5,634,108
consisting primarily of general and administrative expenses of $3,225,323, stock
compensation of $227,237, bank service fees of $374,742, professional fees of
$109,853 outside commissions of $1,445,530, collection fees/sales verification
fees $23,070 and $228,353 of billing fees.



                             For the Three Months Ended
                                    September 30,
                                                                           Percentage
                               2020               2019        Variance       Change
General and
administrative          $      2,428,415 $        3,225,323 $ (796,908)         -24.71%
Stock compensation               248,921            227,237      21,684           9.54%
Bank service fees                438,703            374,742      63,961          17.07%
Professional fees                 88,563            109,853    (21,290)         -19.38%
Outside commission
expense                        1,731,770          1,445,530     286,240          19.80%
Collection fees/sales
verification fees                 40,479             23,070      17,409          75.46%
Billing fees                     255,851            228,353      27,498          12.04%
                        $      5,232,702 $        5,634,108 $ (401,406)          -7.12%




Operating expenses for the three months ended September 30, 2020 reflects a
decrease of $401,406, as compared to the three months ended September 30, 2019.
This variance was primarily attributable to decrease of 19.38% in professional
fees and a decrease in general and administrative expenses of 24.71%.



Net Loss - Net loss for the three months ended September 30, 2020 and 2019, totaled ($2,046,109) and ($3,364,081), respectively.

Nine Months Ended September 30, 2020, compared to the Nine Months Ended September 30, 2019





Revenue - For the nine months ended September 30, 2020, we generated
$136,281,119 in electricity revenue primarily from commercial customers, and
from the addition of various long and short-term residential customers. The
majority of our revenue comes from the flow of electricity to customers.
However, we also generated revenues from contract cancellation fees,
disconnection fees and late fees of $2,773,568. For the nine months ended
September 30, 2019, the Company generated $127,196,034 in electricity revenue
and $2,825,183 from contract cancellation, disconnection fees and late fees.



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                 For the Nine Months Ended September 30,
                     2020                      2019                                 Variances
                                                                Change in
            Delivered                 Delivered                 Delivered   Volume
             Volume                    Volume                    Volume   Percentage                $$  Percentage
              (Mwh)         $$          (Mwh)         $$          (Mwh)     Change     Change in $$     Change
Electricity
Revenues
from
Contracts
with
Customers
ERCOT
Market      1,508,603 $ 126,114,597   1,339,967 $ 116,805,669     168,636     12.59% $    9,308,928          7.97%
ERCOT
Pre-Paid
Market         46,011     5,931,082      38,858     4,557,895       7,153     18.41%      1,373,187         30.13%
Northeast
Market         28,163     3,147,836      64,991     5,829,930    (36,828)    -56.67%    (2,682,094)        -46.01%
Midwest
Market         23,107     1,087,604          46         2,540      23,061    100.00%      1,085,064        100.00%
Total       1,605,884   136,281,119   1,443,862   127,196,034     162,022     11.22%      9,085,085          7.14%

Other
Revenues:
Fees
Revenue                   2,773,568                 2,825,183                              (51,615)         -1.83%

Total
Revenues:             $ 139,054,687             $ 130,021,217                        $    9,033,470          6.95%



Total revenues for the nine months ended September 30, 2020 compared to September 30, 2019, increased by approximately 6.95%. In the ERCOT Pre-Paid Market, revenues increased by 30.13% due to customer growth. The Northeast Market had a 46.01% decrease in revenue related to the decrease in the customer base in 2020 compared to 2019.





Cost of Goods Sold and Gross Margin - For the nine months ended September 30,
2020, cost of goods sold and gross profit totaled $124,852,455 and $14,202,232,
respectively. Cost of goods sold and gross profit in the nine months ended
September 30, 2019 totaled $118,133,591 and $11,887,626.



                                                                          Percentage
                                             Increase/(decrease) in        Increase
                   2020          2019              Costs ($$)             (Decrease)

 ERCOT Market $ 120,804,147 $ 111,652,342 $                 9,151,805             8.20%
 Northeast
Market            3,119,042     6,472,958                 (3,353,916)           -51.81%
 Midwest
Market              929,266         8,291                     920,975           100.00%
              $ 124,852,455 $ 118,133,591 $                 6,718,864             5.69%



The nine months ended September 30, 2020 compared to the nine months ended September 30, 2019 reflects a 19.47% higher profit margin which is the result of increased volumes and efficiencies.





Operating Expenses - Operating expenses for the nine months ended September 30,
2020 totaled $16,671,534, consisting primarily of general and administrative
expenses of $9,025,800, stock compensation expense of $1,128,208, bank service
fees of $1,132,449, commission expense of $4,186,224, collection fees/sales and
verification fees of $76,598, professional fees of $352,370, and $769,885 of
billing fees. Billing fees are primarily costs paid to third party Electronic
Data Inter-Chain (EDI) provider to handle transactions between us, ERCOT and the
TDSPs in order to produce customer bills.



Operating expenses for the nine months ended September 30, 2019 totaled $16,267,591, consisting primarily of general and administrative expenses of $9,183,365, stock compensation expense of $682,831, bank service fees of $966,690, commission expense of $3,738,082, collection fees/sales and verification fees of $60,644, professional fees of $901,405, and $734,574 of billing fees.

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                                       33

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                              For the Nine Months Ended
                                    September 30,
                                                                           Percentage
                                2020              2019        Variance       Change
General and
administrative           $      9,025,800 $       9,183,365 $ (157,565)          -1.72%
Stock compensation              1,128,208           682,831     445,377          65.23%
Bank service fees               1,132,449           966,690     165,759          17.15%
Professional fees                 352,370           901,405   (549,035)         -60.91%
Outside commission
expense                         4,186,224         3,738,082     448,142          11.99%
Collection fees/sales
verification fees                  76,598            60,644      15,954          26.31%
Billing fees                      769,885           734,574      35,311           4.81%
                         $     16,671,534 $      16,267,591 $   403,943           2.48%



Operating expenses for the nine months ended September 30, 2020 reflects an increase of $403,943 or 2.48%, as compared to the nine months ended September 30, 2019. This increase was primarily attributable to an increase in stock compensation, bank fees, outside commission expense and collection/sales verification fees.

Net loss - Net loss for the nine months ended September 30, 2020 and 2019, totaled ($4,837,275) and ($5,619,298), respectively.

Liquidity and Capital Resources





At September 30, 2020 and December 31, 2019, our cash totaled $4,227,953 and
$814,360, respectively. Our principal cash requirements for the quarter ended
September 30, 2020 were for operating expenses and cost of goods sold (including
power purchases, employee cost, and customer acquisition), collateral for TDSPs
and capital expenditures. During the nine months ended September 30, 2020, the
primary source of cash was from electricity revenues, proceeds of a private
placement offering in the amount of $45,000, gross loan proceeds of $11,342,300
of which included $2,342,300 from the Paycheck Protection Program (the "PPP
Loan"). During the nine months ended September 30, 2019, the primary source of
cash was from electricity revenues and proceeds in a private placement offering
in the amount of $5,730,000.



General - The Company's increase in net cash flow during the first nine months
of 2020 is attributable to $2,302,707 cash used in operating activities, $26,492
cash used in investing activities, and $4,519,705 provided by financing
activities, which includes $45,000 and from proceeds received in private
placement and gross loan proceeds of $11,342,300. The Company's increase in net
cash flow during the nine months ended September 30, 2019 is attributable to
$2,438,646 cash used in operating activities, $0 used in investing activities
for the purchase of property and equipment, and $3,981,793 provided by financing
activities of which $5,730,000 were from private placement proceeds.



The Company has no present agreements or commitments with respect to any
material acquisitions of other businesses, products, product rights or
technologies. However, we will continue to evaluate acquisitions of and/or
investments in products, technologies, or companies that complement our business
and may make such acquisitions and/or investments in the future. Accordingly, we
may need to obtain additional sources of capital in the future to finance any
such acquisitions and/or investments. We may not be able to obtain such
financing on commercially reasonable terms, if at all. If we are able to obtain
additional financing, such financing may result in restrictions on our
operations, in the case of debt financing, or substantial dilution for
stockholders, in the case of equity financing.



Cash Outflows for Capital Assets, Customer Acquisition and Deposits





We expect to expend funds for capital assets, customer acquisition and deposits
in connection with the expansion of our business during the remainder of the
current fiscal year. The anticipated source of funds will be cash on hand and
the capital raised or borrowed during the year ended December 31, 2020.



Future Financing Needs



With the proceeds received from equity investments and loans (including the PPP
Loan), management believes that we have adequate liquidity to support
operations, but this belief is based upon many assumptions and is subject to
numerous risks.


While we believe in the viability of our plan of operations and strategy to generate revenues and in our ability to raise additional funds, there can be no assurances that our plan of operations or ability to raise capital will be successful. The

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ability to grow is dependent upon our ability to further implement our business plan, generate revenues, and obtain additional financing, if and as needed.





As stated above, in late 2019, a novel strain of coronavirus (COVID-19) was
first detected in Wuhan, China. Following the outbreak of this virus,
governments throughout the world, including in the United States of America,
have quarantined certain affected regions, restricted travel and imposed
significant limitations on other economic activities. The Company's operations
team is closely monitoring the potential impact to the Company's business,
including its cash flows, customers and employees. If the situation continues to
impact our customers, our cash flows, financial position and operating results
for fiscal year 2020 and beyond will be negatively impacted. Neither the length
of time nor the magnitude of the negative impacts can be presently determined.



Our financial results for the third quarter of 2020 were impacted by COVID-19,
primarily due to approximately 10% to 15% decline in delivered volume than
projected for the quarter in the ERCOT market and approximately 15% to 18%
decline in delivered volume for the quarter in the PJM and ISO-NE markets. The
severity and duration of the COVID-19 pandemic is uncertain and such uncertainty
will likely continue in the near term and we will continue to actively monitor
the situation taking into account the impact to our employees, customers,
suppliers and partners. The impact of the COVID-19 pandemic on the economy and
our operations is fluid and constantly evolving, we will continue to assess a
variety of measures to improve our financial performance and liquidity.



Off-Balance Sheet Arrangements





Our existing wholesale power purchase agreement provides that we will provide
additional credit support to cover mark-to-market risk in connection with the
purchase of long-term power. A mark-to-market credit risk occurs when the price
of previously purchased long term power is greater than the current market price
for power purchased for the same term. While we believe that the current
environment of historically low power prices limits our exposure to risk, a
collateral call, should it occur, could limit our working capital and, if we
fail to meet the collateral call, could cause liquidation of power positions.

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