Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2019 | Nov. 13, 2019 | |
Document And Entity Information | ||
Entity Registrant Name | HOUSTON AMERICAN ENERGY CORP | |
Entity Central Index Key | 0001156041 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2019 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business Flag | true | |
Entity Emerging Growth Company | false | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 65,180,830 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2019 |
Consolidated Balance Sheets (Un
Consolidated Balance Sheets (Unaudited) - USD ($) | Sep. 30, 2019 | Dec. 31, 2018 |
CURRENT ASSETS | ||
Cash | $ 453,594 | $ 755,702 |
Accounts receivable - oil and gas sales | 102,455 | 136,042 |
Prepaid expenses and other current assets | 116,168 | 66,381 |
TOTAL CURRENT ASSETS | 672,217 | 958,125 |
Oil and gas properties, full cost method | ||
Costs subject to amortization | 61,037,507 | 60,397,878 |
Costs not being amortized | 2,462,377 | 2,456,499 |
Office equipment | 90,004 | 90,004 |
Total | 63,589,888 | 62,944,381 |
Accumulated depletion, depreciation, amortization, and impairment | (56,366,732) | (56,082,902) |
PROPERTY AND EQUIPMENT, NET | 7,223,156 | 6,861,479 |
Right of use asset | 301,568 | |
Other assets | 3,167 | 3,167 |
TOTAL ASSETS | 8,200,108 | 7,822,771 |
CURRENT LIABILITIES | ||
Accounts payable | 160,966 | 61,826 |
Accrued expenses | 655 | 933 |
Notes payable - related party, net of debt discount | 462,652 | |
Short-term lease liability | 94,430 | |
TOTAL CURRENT LIABILITIES | 718,703 | 62,759 |
LONG-TERM LIABILITIES | ||
Lease liability | 245,281 | |
Reserve for plugging and abandonment costs | 41,817 | 38,754 |
Deferred rent obligation | 43,965 | |
TOTAL LONG-TERM LIABILITIES | 287,098 | 82,719 |
TOTAL LIABILITIES | 1,005,801 | 145,478 |
COMMITMENTS AND CONTINGENCIES | ||
SHAREHOLDERS' EQUITY | ||
Preferred stock, par value $0.001; 10,000,000 shares authorized, | ||
Common stock, par value $0.001; 150,000,000 shares authorized 64,727,404 and 62,425,140 shares issued and outstanding, respectively | 64,727 | 62,425 |
Additional paid-in capital | 73,625,397 | 73,084,009 |
Accumulated deficit | (66,495,819) | (65,469,143) |
TOTAL SHAREHOLDERS' EQUITY | 7,194,307 | 7,677,293 |
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | 8,200,108 | 7,822,771 |
Series A Convertible Preferred Stock [Member] | ||
SHAREHOLDERS' EQUITY | ||
Preferred stock, par value $0.001; 10,000,000 shares authorized, | 1 | 1 |
Series B Convertible Preferred Stock [Member] | ||
SHAREHOLDERS' EQUITY | ||
Preferred stock, par value $0.001; 10,000,000 shares authorized, | $ 1 | $ 1 |
Consolidated Balance Sheets (_2
Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) | Sep. 30, 2019 | Dec. 31, 2018 |
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 150,000,000 | 150,000,000 |
Common stock, shares issued | 64,727,404 | 62,425,140 |
Common stock, shares outstanding | 64,727,404 | 62,425,140 |
Series A Convertible Preferred Stock [Member] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 2,000 | 2,000 |
Preferred stock, shares issued | 1,085 | 1,085 |
Preferred stock, shares outstanding | 1,085 | 1,085 |
Preferred stock liquidation share value | $ 1,085,000 | $ 1,085,000 |
Series B Convertible Preferred Stock [Member] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 1,000 | 1,000 |
Preferred stock, shares issued | 835 | 835 |
Preferred stock, shares outstanding | 835 | 835 |
Preferred stock liquidation share value | $ 835,000 | $ 835,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Income Statement [Abstract] | ||||
OIL AND GAS REVENUE | $ 264,935 | $ 552,946 | $ 724,848 | $ 1,881,683 |
EXPENSES OF OPERATIONS | ||||
Lease operating expense and severance tax | 139,874 | 278,460 | 483,970 | 764,035 |
General and administrative expense | 309,822 | 301,495 | 965,423 | 1,165,854 |
Depreciation and depletion | 99,684 | 89,924 | 283,830 | 267,896 |
Total operating expenses | 549,380 | 669,879 | 1,733,223 | 2,197,785 |
Loss from operations | (284,445) | (116,933) | (1,008,375) | (316,102) |
OTHER INCOME | ||||
Interest income | 66 | 102 | 1,953 | 102 |
Interest expense | (20,254) | (20,254) | ||
Total other income | (20,188) | 102 | (18,301) | 102 |
Net loss before taxes | (304,633) | (116,831) | (1,026,676) | (316,000) |
Income tax expense | ||||
Net loss | (304,633) | (116,831) | (1,026,676) | (316,000) |
Dividends to Series A and B preferred stockholders | (57,600) | (56,250) | (172,800) | (181,350) |
Net loss attributable to common shareholders | $ (362,233) | $ (173,081) | $ (1,199,476) | $ (497,350) |
Basic and diluted loss per common share | $ (0.01) | $ 0 | $ (0.02) | $ (0.01) |
Based and diluted weighted average number of common shares outstanding | 63,082,485 | 61,220,932 | 62,686,681 | 60,079,314 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' Equity (Unaudited) - USD ($) | Preferred Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] | Total |
Balance at Dec. 31, 2017 | $ 2 | $ 59,260 | $ 72,482,303 | $ (65,217,807) | $ 7,323,758 |
Balance, shares at Dec. 31, 2017 | 2,070 | 59,260,101 | |||
Series A and Series B Preferred Stock dividends paid | (62,850) | (62,850) | |||
Stock-based compensation | 25,349 | 25,349 | |||
Conversion of Series A Preferred Stock | $ 250 | (250) | |||
Conversion of Series A Preferred Stock, shares | (50) | 250,000 | |||
Net loss | (52,910) | (52,910) | |||
Balance at Mar. 31, 2018 | $ 2 | $ 59,510 | 72,444,552 | (65,270,717) | 7,233,347 |
Balance, shares at Mar. 31, 2018 | 2,020 | 59,510,101 | |||
Balance at Dec. 31, 2017 | $ 2 | $ 59,260 | 72,482,303 | (65,217,807) | 7,323,758 |
Balance, shares at Dec. 31, 2017 | 2,070 | 59,260,101 | |||
Series A and Series B Preferred Stock dividends paid | (181,350) | ||||
Net loss | (316,000) | ||||
Balance at Sep. 30, 2018 | $ 2 | $ 62,209 | 73,069,501 | (65,533,807) | 7,597,905 |
Balance, shares at Sep. 30, 2018 | 1,920 | 62,209,073 | |||
Balance at Mar. 31, 2018 | $ 2 | $ 59,510 | 72,444,552 | (65,270,717) | 7,233,347 |
Balance, shares at Mar. 31, 2018 | 2,020 | 59,510,101 | |||
Series A and Series B Preferred Stock dividends paid | (62,250) | (62,250) | |||
Stock-based compensation | 43,381 | 43,381 | |||
Issuance of common stock | $ 800 | 286,879 | 287,679 | ||
Issuance of common stock, shares | 800,000 | ||||
Conversion of Series A Preferred Stock | $ 28 | (28) | |||
Conversion of Series A Preferred Stock, shares | (10) | 27,778 | |||
Cashless exercise of options | $ 114 | (114) | |||
Cashless exercise of options, shares | 114,379 | ||||
Net loss | (146,259) | (146,259) | |||
Balance at Jun. 30, 2018 | $ 2 | $ 60,452 | 72,712,420 | (65,416,976) | 7,355,898 |
Balance, shares at Jun. 30, 2018 | 2,010 | 60,452,258 | |||
Series A and Series B Preferred Stock dividends paid | (56,250) | (56,250) | |||
Stock-based compensation | 14,217 | 14,217 | |||
Issuance of common stock | $ 1,418 | 399,453 | 400,871 | ||
Issuance of common stock, shares | 1,417,926 | ||||
Conversion of Series B Preferred Stock | $ 339 | (339) | |||
Conversion of Series B Preferred Stock, shares | (90) | 338,889 | |||
Net loss | (116,831) | (116,831) | |||
Balance at Sep. 30, 2018 | $ 2 | $ 62,209 | 73,069,501 | (65,533,807) | 7,597,905 |
Balance, shares at Sep. 30, 2018 | 1,920 | 62,209,073 | |||
Balance at Dec. 31, 2018 | $ 2 | $ 62,425 | 73,084,009 | (65,469,143) | 7,677,293 |
Balance, shares at Dec. 31, 2018 | 1,920 | 62,425,140 | |||
Series A and Series B Preferred Stock dividends paid | (57,600) | (57,600) | |||
Stock-based compensation | 14,219 | 14,219 | |||
Net loss | (239,620) | (239,620) | |||
Balance at Mar. 31, 2019 | $ 2 | $ 62,425 | 73,040,628 | (65,708,763) | 7,394,292 |
Balance, shares at Mar. 31, 2019 | 1,920 | 62,425,140 | |||
Balance at Dec. 31, 2018 | $ 2 | $ 62,425 | 73,084,009 | (65,469,143) | 7,677,293 |
Balance, shares at Dec. 31, 2018 | 1,920 | 62,425,140 | |||
Series A and Series B Preferred Stock dividends paid | $ (172,800) | ||||
Cashless exercise of options, shares | |||||
Net loss | $ (1,026,676) | ||||
Balance at Sep. 30, 2019 | $ 2 | $ 64,727 | 73,625,397 | (66,495,819) | 7,194,307 |
Balance, shares at Sep. 30, 2019 | 1,920 | 64,727,404 | |||
Balance at Mar. 31, 2019 | $ 2 | $ 62,425 | 73,040,628 | (65,708,763) | 7,394,292 |
Balance, shares at Mar. 31, 2019 | 1,920 | 62,425,140 | |||
Series A and Series B Preferred Stock dividends paid | (57,600) | (57,600) | |||
Stock-based compensation | 27,325 | 27,325 | |||
Issuance of common stock | $ 280 | 55,790 | 56,070 | ||
Issuance of common stock, shares | 280,100 | ||||
Net loss | (482,423) | (482,423) | |||
Balance at Jun. 30, 2019 | $ 2 | $ 62,705 | 73,066,143 | (66,191,186) | 6,937,664 |
Balance, shares at Jun. 30, 2019 | 1,920 | 62,705,240 | |||
Series A and Series B Preferred Stock dividends paid | (57,600) | (57,600) | |||
Stock-based compensation | 57,444 | 57,444 | |||
Issuance of common stock | $ 2,022 | 414,462 | 416,484 | ||
Issuance of common stock, shares | 2,022,164 | ||||
Warrants issued as debt inducement | 144,948 | 144,948 | |||
Net loss | (304,633) | (304,633) | |||
Balance at Sep. 30, 2019 | $ 2 | $ 64,727 | $ 73,625,397 | $ (66,495,819) | $ 7,194,307 |
Balance, shares at Sep. 30, 2019 | 1,920 | 64,727,404 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Sep. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2018 | Mar. 31, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
CASH FLOWS FROM OPERATING ACTIVITIES | |||||||
Net loss | $ (304,633) | $ (239,620) | $ (116,831) | $ (52,910) | $ (1,026,676) | $ (316,000) | |
Adjustments to reconcile net loss to net cash used in operations: | |||||||
Depreciation and depletion | 99,684 | 89,924 | 283,830 | 267,896 | |||
Accretion of asset retirement obligation | 3,063 | 2,322 | |||||
Stock-based compensation | 98,988 | 82,947 | |||||
Amortization of debt discount | 17,600 | 17,600 | |||||
Amortization of right of use asset | 56,417 | ||||||
Changes in operating assets and liabilities: | |||||||
Decrease/(increase) in accounts receivable | 33,587 | (4,077) | |||||
Increase in prepaid expenses and other current assets | (49,787) | (23,453) | |||||
Increase in accounts payable and accrued expenses | 193,292 | 335 | |||||
Decrease in operating lease liability | (156,669) | ||||||
Decrease in deferred rent | (3,960) | ||||||
Net cash provided by (used in) operating activities | (546,355) | 6,010 | |||||
CASH FLOWS FROM INVESTING ACTIVITIES | |||||||
Payments for the acquisition and development of oil and gas properties | (645,507) | (119,926) | |||||
Net cash used in investing activities | (645,507) | (119,926) | |||||
CASH FLOWS FROM FINANCING ACTIVITIES | |||||||
Proceeds from the issuance of notes payable, net of debt discount | 590,000 | ||||||
Proceeds from the issuance of common stock, net of expenses | 472,554 | 688,550 | $ 747,000 | ||||
Payment of preferred stock dividends | (172,800) | (181,350) | |||||
Net cash provided by financing activities | 889,754 | 507,200 | |||||
Increase (decrease) in cash | (302,108) | 393,284 | |||||
Cash, beginning of period | $ 755,702 | $ 392,062 | 755,702 | 392,062 | 392,062 | ||
Cash, end of period | $ 453,594 | $ 785,346 | 453,594 | 785,346 | $ 755,702 | ||
SUPPLEMENTAL CASH FLOW INFORMATION | |||||||
Interest paid | 2,654 | ||||||
Taxes paid | |||||||
SUPPLEMENTAL NON-CASH INVESTING AND FINANCING ACTIVITIES | |||||||
Conversion of convertible preferred stock to common stock | 617 | ||||||
Cashless exercise of stock options | 114 | ||||||
Change in accrued oil and gas development costs | 99,897 | ||||||
Debt discount from issuance of warrants as debt inducement | $ 144,948 |
Basis of Presentation and Signi
Basis of Presentation and Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2019 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Significant Accounting Policies | NOTE 1 – BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES The accompanying unaudited consolidated financial statements of Houston American Energy Corp., a Delaware corporation (the “Company”), have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-Q. They do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for a complete financial presentation. In the opinion of management, all adjustments, consisting only of normal recurring adjustments, considered necessary for a fair presentation, have been included in the accompanying unaudited consolidated financial statements. Operating results for the periods presented are not necessarily indicative of the results that may be expected for the full year. These unaudited consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and footnotes, which are included as part of the Company’s Form 10-K for the year ended December 31, 2018. Consolidation The accompanying consolidated financial statements include all accounts of the Company and its subsidiaries (HAEC Louisiana E&P, Inc., HAEC Oklahoma E&P, Inc., and HAEC Caddo Lake E&P, Inc.). All significant inter-company balances and transactions have been eliminated in consolidation. Liquidity and Capital Requirements The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business for the twelve-month period following the issuance date of these consolidated financial statements. The Company has incurred continuing losses since 2011, including a loss of approximately $1,026,676 for the nine months ended September 30, 2019. However, during 2018, the Company raised, net of offering costs, approximately $747,000 and, during the nine months ended September 30, 2019, the Company raised approximately $470,000 in its At-the-Market Offering (“ATM offering”) and $590,000 through the issuance of promissory notes. Capital raised during 2018 and the nine months ended September 30, 2019, together with reductions in general and administrative costs, have served to mitigate going concern considerations. As of September 30, 2019, the Company had a cash balance of $453,594. Subsequent to September 30, 2019, through the issuance date of these consolidated financial statements, the Company received an additional $79,495 from the sale of common stock under its ATM offering and $90,000 from the issuance of a promissory note. Additionally, the Company anticipates that revenue and profitability will increase with the commencement of production from the Yoakum County well during 2019 and anticipated drilling and development efforts. The Company believes that its existing cash and anticipated operating cash flows will support its operations over the next twelve months, but will not fully support its expected acquisitions and drilling expenditures. Accordingly, the Company will require additional capital to fund its cost for such acquisitions and wells. In order to fund its estimated acquisitions, drilling and completion costs of additional wells, the Company expects that it would seek additional capital from one or more sources, including additional sales of shares in its 2019 ATM Offering and private sales of equity and debt securities. While the Company may, among other efforts, seek additional funding from “at-the-market” sales of common stock, and private sales of equity and debt securities, it presently has no commitments to provide additional funding, and there can be no assurance that it can secure the necessary capital to fund its share of drilling, acquisition or other costs on acceptable terms or at all. If, for any reason, the Company is unable to fund its share of drilling and completion costs and fails to satisfy commitments relative to its interest in acreage, the Company may be subject to penalties or to the possible loss of some of its rights and interests in prospects with respect to which it fails to satisfy funding commitments and may be required to curtail operations and forego opportunities. Accounting Principles and Use of Estimates The consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America. In preparing financial statements, management makes informed judgments and estimates that affect the reported amounts of assets and liabilities as of the date of the financial statements and affect the reported amounts of revenues and expenses during the reporting period. On an ongoing basis, management reviews its estimates, including those related to such potential matters as litigation, environmental liabilities, income taxes and the related valuation allowance, determination of proved reserves of oil and gas and asset retirement obligations. Changes in facts and circumstances may result in revised estimates and actual results may differ from these estimates. Reclassifications Certain amounts for prior periods have been reclassified to conform to the current presentation. Concentration of Credit Risk Financial instruments that potentially subject the Company to a concentration of credit risk include cash, cash equivalents and any marketable securities (if any). The Company had cash deposits in excess of the FDIC’s current insured limit on interest bearing accounts of $250,000 as of September 30, 2019 of $68,873. The Company also had cash deposits of $6,719 in Colombian banks at September 30, 2019 that are not insured by the FDIC. The Company has not experienced any losses on its deposits of cash and cash equivalents. Loss per Share Basic loss per share is computed by dividing net loss available to common shareholders by the weighted average common shares outstanding for the period. Diluted earnings per share reflects the potential dilution that could occur if securities or other contracts to issue common shares were exercised or converted in common shares that then shared in the earnings of the Company. In periods in which the Company reports a net loss, dilutive securities are excluded from the calculation of diluted net loss per share amounts as the effect would be anti-dilutive. For the three and nine months ended September 30, 2019 and 2018, the following convertible preferred stock and warrants and options to purchase shares of common stock were excluded from the computation of diluted net loss per share, as the inclusion of such shares would be anti-dilutive: Nine Months Ended September 30, Three Months Ended September 30, 2019 2018 2019 2018 Series A Convertible Preferred Stock 5,425,000 5,425,000 5,425,000 5,425,000 Series B Convertible Preferred Stock 2,320,556 2,320,556 2,320,556 2,320,556 Stock warrants 1,230,000 50,000 1,230,000 50,000 Stock options 6,062,166 4,978,832 6,062,166 4,978,832 Total 15,037,722 12,774,388 15,037,722 12,774,388 Recently Adopted Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) (“ASU 2016-02”). Under this new guidance, lessees will be required to recognize assets and liabilities on the balance sheet for the rights and obligations created by all leases with terms of greater than twelve months. The guidance requires qualitative disclosures along with certain specific quantitative disclosures for both lessees and lessors. The ASU and its related amendments are effective for fiscal years beginning after December 15, 2018, with early adoption permitted, and are effective for interim periods in the year of adoption. The Company has adopted the new lease standard using the new transition option issued under the amendments in ASU 2018-11, Leases, which allowed the Company to continue to apply the legacy guidance in Accounting Standards Codification (ASC) 840, Leases, in the comparative periods presented in the year of adoption. The Company elected the package of practical expedients permitted under the transition guidance within the new standard, which among other things, allowed the Company to carry forward the historical lease classification. The Company evaluated the impact of this new guidance and reviewed lease or possible lease contracts and evaluated contract related processes. The Company adopted ASU 2016-02 effective January 1, 2019 and recorded an initial right-of-use asset and liability for its operating leases of approximately $357,985. Recently Issued Accounting Pronouncements The Company does not expect the adoption of any recently issued accounting pronouncements to have a significant impact on its financial position, results of operations, or cash flows. Subsequent Events The Company has evaluated all transactions from September 30, 2019 through the financial statement issuance date for subsequent event disclosure consideration. |
Revenue from Contracts with Cus
Revenue from Contracts with Customers | 9 Months Ended |
Sep. 30, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from Contracts with Customers | NOTE 2 – REVENUE FROM CONTRACTS WITH CUSTOMERS Disaggregation of Revenue from Contracts with Customers The following table disaggregates revenue by significant product type for the three and nine-month periods ended September 30, 2019 and 2018: Three Months Ended Three Months Ended September 30, 2018 Nine Months Ended September 30, 2019 Nine Months Ended September 30, 2018 Oil sales $ 222,446 $ 297,967 $ 573,872 $ 1,145,643 Natural gas sales 12,104 102,756 41,034 583,817 Natural gas liquids sales 30,385 152,223 109,942 152,223 Total revenue from customers $ 264,935 $ 552,946 $ 724,848 $ 1,881,683 There were no significant contract liabilities or transaction price allocations to any remaining performance obligations as of December 31, 2018 or September 30, 2019. |
Oil and Gas Properties
Oil and Gas Properties | 9 Months Ended |
Sep. 30, 2019 | |
Oil and Gas Property [Abstract] | |
Oil and Gas Properties | NOTE 3 – OIL AND GAS PROPERTIES During the nine months ended September 30, 2019, the Company invested $645,507, net, for the acquisition and development of oil and gas properties, primarily consisting of cost of acquiring U.S. properties of $605,131 and the cost of development of U.S. properties of $34,500, net. Of the amount invested, the Company capitalized $5,878 to oil and gas properties not subject to amortization and capitalized $639,629 to oil and gas properties subject to amortization. Geographical Information The Company currently has properties in two geographical areas, the United States and Colombia. Revenues for the nine months ended September 30, 2019 and long-lived assets (net of depletion, amortization, and impairments) as of September 30, 2019 attributable to each geographical area are presented below: Nine Months Ended As of September 30, 2019 Revenues Long Lived Assets, Net United States $ 724,848 $ 4,896,109 Colombia — 2,327,046 Total $ 724,848 $ 7,223,156 |
Notes Payable - Related Party
Notes Payable - Related Party | 9 Months Ended |
Sep. 30, 2019 | |
Debt Disclosure [Abstract] | |
Notes Payable - Related Party | NOTE 4 – NOTES PAYABLE – RELATED PARTY In September 2019, the Company issued promissory notes (the “Bridge Loan Notes”) with a total principal amount of $621,052, an original issue discount of 5%, warrants (the “Bridge Loan Warrants”) to purchase 1,180,000 shares of the Company’s common stock, and a term of 120 days. The net proceeds received by the Company for the Bridge Loan Notes and Warrants was $590,000. The Bridge Loan Notes are unsecured obligations bearing interest at 12.0% per annum and payable interest only on the last day of each calendar month with any unpaid principal and accrued interest being payable in full on January 16, 2020. The Bridge Loan Notes are subject to mandatory prepayment from and to the extent of (i) 100% of net proceeds received by the Company from any sales, for cash, of equity or debt securities (other than Bridge Loan Notes) of the Company, (ii) 100% of net proceeds received by the Company from the sale of assets (other than sales in the ordinary course of business); and (iii) 75% of net proceeds received from the sale of oil and gas produced from the Company’s Hockley County, Texas properties. Additionally, the Company has the option to prepay the Bridge Loan Notes, at its sole election, without penalty. The Bridge Loan Notes were recorded net of debt discount that consists of (i) $31,052 of original issue discount on the Bridge Loan Notes and (ii) the relative fair value of the Bridge Loan Warrants of $144,948. The debt discount is amortized over the life of the Bridge Loan Notes as additional interest expense. During the three and nine months ended September 30, 2019, interest expense paid in cash totaled $2,654 and $2,654, respectively, and interest expense attributable to amortization of debt discount totaled $17,600 and $17,600, respectively. See “Note 6 – Capital Stock – Warrants – Bridge Loan Warrants.” As of September 30, 2019, the Company owed $621,052 under the Bridge Loan Notes and $0 of accrued interest outstanding due to interest payments totaling $2,654. The holders of the Bridge Loan Notes are the CEO and a 10% shareholder of the Company. The holders of the Bridge Loan Notes waived mandatory prepayment at both September 30, 2019 and October 31, 2019. |
Stock-Based Compensation Expens
Stock-Based Compensation Expense | 9 Months Ended |
Sep. 30, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation Expense | NOTE 5 – STOCK-BASED COMPENSATION EXPENSE In 2008, the Company adopted the Houston American Energy Corp. 2008 Equity Incentive Plan (the “2008 Plan”). The terms of the 2008 Plan, as amended in 2012 and 2013, allow for the issuance of up to 6,000,000 shares of the Company’s common stock pursuant to the grant of stock options and restricted stock. In 2017, the Company adopted the Houston American Energy Corp. 2017 Equity Incentive Plan (the “2017 Plan” and, together with the 2008 Plan, the “Plans”). The terms of the 2017 Plan, allow for the issuance of up to 5,000,000 shares of the Company’s common stock pursuant to the grant of stock options and restricted stock. Persons eligible to participate in the Plans are key employees, consultants and directors of the Company. The Company periodically grants options to employees, directors and consultants under the Plans and is required to make estimates of the fair value of the related instruments and recognize expense over the period benefited, usually the vesting period. Stock Option Activity A summary of stock option activity and related information for the nine months ended September 30, 2019 is presented below: Options Weighted-Average Aggregate Outstanding at January 1, 2019 4,978,832 $ 0.77 Granted 1,100,000 0.22 Exercised — — Forfeited (16,666 ) 2.05 Outstanding at September 30, 2019 6,062,166 $ 0.67 $ — Exercisable at September 30, 2019 5,648,833 $ 0.70 $ — During the nine months ended September 30, 2019, options to purchase an aggregate of 1,100,000 shares of the Company’s common stock were granted to the Company’s directors and to a non-executive employee. The options have a ten-year life and are exercisable at $0.22 per share, the fair market value on the date of grant. 1,000,000 of the options vest one year from the date of grant. 100,000 of the options vest 20% on the date of grant and 80% nine months from the date of grant. The grant date fair value of these stock options was $200,562 based on the Black-Scholes Option Pricing model. The fair values of the options granted during the nine months ended September 30, 2019 were estimated at the date of grant using the Black-Scholes option-pricing model with the following assumptions: Market value of common stock on grant date 0.22 Risk free interest rate 2.10 % Dividend yield 0 % Volatility factor 85.7 % Weighted average expected life in years 10 Expected forfeiture rate 0 % As of September 30, 2019, no shares remain available for additional grants under the 2008 Plan and 4,937,834 shares remain available for additional grants under the 2017 Plan. Stock-Based Compensation Expense During the nine months ended September 30, 2019, a non-executive employee was granted 50,000 shares of the Company’s common stock as compensation for services. During the nine months ended September 30, 2019, the Company recognized $93,678 of stock-based compensation expense attributable to the amortization of stock options and the issuance of common stock as compensation. As of September 30, 2019, total unrecognized stock-based compensation expense related to non-vested stock options was approximately $224,133. The unrecognized expense is expected to be recognized over a weighted average period of 2.55 years and the weighted average remaining contractual term of the outstanding options and exercisable options at September 30, 2019 is 6.27 years and 6.09 years, respectively. The following table reflects total stock-based compensation recorded by the Company for the nine months ended September 30, 2019 and 2018: Nine Months Ended 2019 2018 Stock-based compensation expense included in general and administrative expense $ 98,988 $ 82,947 Earnings per share effect of share-based compensation expense – basic and diluted $ (0.00 ) $ (0.00 ) |
Capital Stock
Capital Stock | 9 Months Ended |
Sep. 30, 2019 | |
Equity [Abstract] | |
Capital Stock | NOTE 6 – CAPITAL STOCK Series A Convertible Preferred Stock During the nine months ended September 30, 2019 and 2018, respectively, the Company paid dividends on Series A Convertible Preferred Stock in the amount of $96,900 and $100,350. At September 30, 2019, there were 1,085 shares of Series A Convertible Preferred Stock issued and outstanding. Series B Convertible Preferred Stock During the nine months ended September 30, 2019 and 2018, respectively, the Company paid dividends on Series B Convertible Preferred Stock in the amount of $75,900 and $81,000. At September 30, 2019, there were 835 shares of Series B Convertible Preferred Stock issued and outstanding. Common Stock In May 2019, the Company entered into an At-the-Market Issuance Sales Agreement (the “Sales Agreement”) with WestPark Capital pursuant to which the Company may sell, at its option, up to an aggregate of $5.2 million in shares of common stock through WestPark Capital, as sales agent. Sales of shares under the Sales Agreement (the “2019 ATM Offering”) will be made, in accordance with one or more placement notices delivered by the Company to WestPark Capital, which notices shall set parameters under which shares may be sold. The 2019 ATM Offering was made pursuant to a shelf registration statement by methods deemed to be “at the market,” as defined in Rule 415 promulgated under the Securities Act of 1933. The Company will pay WestPark a commission in cash equal to 3% of the gross proceeds from the sale of shares in the 2019 ATM Offering. Additionally, the Company reimbursed WestPark Capital for $18,000 of expenses incurred in connection with the 2019 ATM Offering. During the nine months ended September 30, 2019, the Company sold an aggregate of 2,252,264 shares in the 2019 ATM Offering and received proceeds, net of commissions, of $472,554. Warrants In September 2017, the Company issued warrants (the “Consultant Warrants”) to a consultant. The Consultant Warrants are exercisable to purchase 50,000 shares of common stock at $0.55 per share and expire December 31, 2021. The Consultant Warrants are first exercisable, subject to continuing provision of services under a services agreement, as to 12,500 shares on each of December 6, 2017, September 6, 2018, September 6, 2019 and September 6, 2020. The relative value of the warrants were valued on the date of grant at $16,132 using the Black-Scholes option-pricing model with the following parameters: (1) risk-free interest rate of 1.63%; (2) expected life in years of 4.32; (3) expected stock volatility of 99.75%; and (4) expected dividend yield of 0%. The Company recognized $1,756 and $168, respectively, of share-based compensation expense related to the vesting of the Consultant Warrants during the three months ended September 30, 2019 and 2018. The Company recognized $5,310 and $1,770, respectively, of share-based compensation expense related to the vesting of the Consultant Warrants during the nine months ended September 30, 2019 and 2018. As of September 30, 2019, total unrecognized stock-based compensation expense related to non-vested stock warrants was approximately $4,033. The unrecognized expense is expected to be recognized over a weighted average period of 0.25 years and the weighted average remaining contractual term of the outstanding warrants and exercisable warrants at September 30, 2019 is 0.25 years and 0.25 years, respectively. In September 2019, the Company issued the Bridge Loan Warrants in conjunction with the Bridge Loan Notes. The Bridge Loan Warrants are exercisable, for a period of ten years, expiring September 18, 2029, to purchase an aggregate of 1,180,000 shares of common stock of the Company at $0.20 per share. The relative fair value of the warrants was determined on the date of grant at $144,948 using the Black Scholes option-pricing model with the following parameters: (1) risk free interest rate of 1.80%; (2) expected life in years of 10.0; (3) expected stock volatility of 82.9%; and (4) expected dividend yield of 0%. The relative fair value of the warrants was recorded as debt discount on the Bridge Loan Notes and is amortized as additional interest expense over the term of the notes. A summary of warrant activity and related information for 2019 is presented below: Warrants Weighted-Average Aggregate Outstanding at January 1, 2019 50,000 $ 0.55 Issued 1,180,000 0.20 Exercised — — Expired — — Outstanding at September 30, 2019 1,230,000 $ 0.21 $ — Exercisable at September 30, 2019 1,217,500 $ 0.21 $ — |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | NOTE 7 - COMMITMENTS AND CONTINGENCIES Lease Commitment The Company leases office facilities under an operating lease agreement that expires October 31, 2022. The implementation of ASU 842 resulted in a right of use asset of $301,568 and related lease liability of $339,711 as of September 30, 2019. During the nine months ended September 30, 2019, the operating cash outflows related to operating lease liabilities were $84,516 and the expense for the right of use asset for operating leases was $56,417. As of September 30, 2019, the Company’s operating lease had a weighted-average remaining term of 3.1 years and a weighted average discount rate of 12%. As of September 30, 2019, the lease agreement requires future payments of the lease liability as follows: Year Amount 2019 $ 32,384 2020 130,717 2021 133,087 2022 112,551 2023 — Total future lease payments 408,739 Less: imputed interest (69,028 ) Present value of future operating lease payments 339,711 Less: current portion of operating lease liabilities (94,430 ) Operating lease liabilities, net of current portion $ 245,281 Right of use assets $ 301,568 Total base rental expense was $84,516, and $109,217 for the nine months ended September 30, 2019 and September 30, 2018, respectively and $22,293 and $40,836 for the three months ended September 30, 2019 and 2018 respectively. The Company does not have any capital leases or other operating lease commitments. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE 7 – SUBSEQUENT EVENTS 2019 ATM Offering Sales Subsequent to September 30, 2019, through the date hereof, the Company sold an aggregate of 453,426 shares in the 2019 ATM Offering and received proceeds, net of commissions and expenses, of $79,495. OID Promissory Note In October 2019, the Company issued a promissory note (the “OID Note”) with a principal amount of $100,000 and an original issue discount of 10%. The net proceeds received by the Company for the OID Note was $90,000. The OID Note was an unsecured obligation bearing interest at 0% per annum and payable from any and all cash receipts of the Company with any unpaid principal and accrued interest being payable in full on October 31, 2019. The OID Note was repaid in full as of October 31, 2019. The holder of the OID Note is a 10% shareholder of the Company. Hupecol Meta Acquisition In October 2019, the Company acquired (the “Hupecol Meta Acquisition”) an interest in Hupecol Meta, LLC (“Hupecol Meta”). Pursuant to the terms of the Hupecol Meta Acquisition, the Company paid consideration of $100,000. Hupecol Meta holds a working interest in the 639,405 gross acre CPO-11 block in the Llanos Basin in Colombia, comprised of the 69,128 acre Venus Exploration Area and 570,277 acres, which was 50% farmed out by Hupecol Meta. Through its membership interest in Hupecol Meta, the Company holds a 1% interest in the Venus Exploration Area and a 0.5% interest in the remainder of the block. |
Basis of Presentation and Sig_2
Basis of Presentation and Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2019 | |
Accounting Policies [Abstract] | |
Consolidation | Consolidation The accompanying consolidated financial statements include all accounts of the Company and its subsidiaries (HAEC Louisiana E&P, Inc., HAEC Oklahoma E&P, Inc., and HAEC Caddo Lake E&P, Inc.). All significant inter-company balances and transactions have been eliminated in consolidation. |
Liquidity and Capital Requirements | Liquidity and Capital Requirements The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business for the twelve-month period following the issuance date of these consolidated financial statements. The Company has incurred continuing losses since 2011, including a loss of approximately $1,026,676 for the nine months ended September 30, 2019. However, during 2018, the Company raised, net of offering costs, approximately $747,000 and, during the nine months ended September 30, 2019, the Company raised approximately $470,000 in its At-the-Market Offering (“ATM offering”) and $590,000 through the issuance of promissory notes. Capital raised during 2018 and the nine months ended September 30, 2019, together with reductions in general and administrative costs, have served to mitigate going concern considerations. As of September 30, 2019, the Company had a cash balance of $453,594. Subsequent to September 30, 2019, through the issuance date of these consolidated financial statements, the Company received an additional $79,495 from the sale of common stock under its ATM offering and $90,000 from the issuance of a promissory note. Additionally, the Company anticipates that revenue and profitability will increase with the commencement of production from the Yoakum County well during 2019 and anticipated drilling and development efforts. The Company believes that its existing cash and anticipated operating cash flows will support its operations over the next twelve months, but will not fully support its expected acquisitions and drilling expenditures. Accordingly, the Company will require additional capital to fund its cost for such acquisitions and wells. In order to fund its estimated acquisitions, drilling and completion costs of additional wells, the Company expects that it would seek additional capital from one or more sources, including additional sales of shares in its 2019 ATM Offering and private sales of equity and debt securities. While the Company may, among other efforts, seek additional funding from “at-the-market” sales of common stock, and private sales of equity and debt securities, it presently has no commitments to provide additional funding, and there can be no assurance that it can secure the necessary capital to fund its share of drilling, acquisition or other costs on acceptable terms or at all. If, for any reason, the Company is unable to fund its share of drilling and completion costs and fails to satisfy commitments relative to its interest in acreage, the Company may be subject to penalties or to the possible loss of some of its rights and interests in prospects with respect to which it fails to satisfy funding commitments and may be required to curtail operations and forego opportunities. |
Accounting Principles and Use of Estimates | Accounting Principles and Use of Estimates The consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America. In preparing financial statements, management makes informed judgments and estimates that affect the reported amounts of assets and liabilities as of the date of the financial statements and affect the reported amounts of revenues and expenses during the reporting period. On an ongoing basis, management reviews its estimates, including those related to such potential matters as litigation, environmental liabilities, income taxes and the related valuation allowance, determination of proved reserves of oil and gas and asset retirement obligations. Changes in facts and circumstances may result in revised estimates and actual results may differ from these estimates. |
Reclassifications | Reclassifications Certain amounts for prior periods have been reclassified to conform to the current presentation. |
Concentration of Credit Risk | Concentration of Credit Risk Financial instruments that potentially subject the Company to a concentration of credit risk include cash, cash equivalents and any marketable securities (if any). The Company had cash deposits in excess of the FDIC’s current insured limit on interest bearing accounts of $250,000 as of September 30, 2019 of $68,873. The Company also had cash deposits of $6,719 in Colombian banks at September 30, 2019 that are not insured by the FDIC. The Company has not experienced any losses on its deposits of cash and cash equivalents. |
Loss Per Share | Loss per Share Basic loss per share is computed by dividing net loss available to common shareholders by the weighted average common shares outstanding for the period. Diluted earnings per share reflects the potential dilution that could occur if securities or other contracts to issue common shares were exercised or converted in common shares that then shared in the earnings of the Company. In periods in which the Company reports a net loss, dilutive securities are excluded from the calculation of diluted net loss per share amounts as the effect would be anti-dilutive. For the three and nine months ended September 30, 2019 and 2018, the following convertible preferred stock and warrants and options to purchase shares of common stock were excluded from the computation of diluted net loss per share, as the inclusion of such shares would be anti-dilutive: Nine Months Ended September 30, Three Months Ended September 30, 2019 2018 2019 2018 Series A Convertible Preferred Stock 5,425,000 5,425,000 5,425,000 5,425,000 Series B Convertible Preferred Stock 2,320,556 2,320,556 2,320,556 2,320,556 Stock warrants 1,230,000 50,000 1,230,000 50,000 Stock options 6,062,166 4,978,832 6,062,166 4,978,832 Total 15,037,722 12,774,388 15,037,722 12,774,388 |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) (“ASU 2016-02”). Under this new guidance, lessees will be required to recognize assets and liabilities on the balance sheet for the rights and obligations created by all leases with terms of greater than twelve months. The guidance requires qualitative disclosures along with certain specific quantitative disclosures for both lessees and lessors. The ASU and its related amendments are effective for fiscal years beginning after December 15, 2018, with early adoption permitted, and are effective for interim periods in the year of adoption. The Company has adopted the new lease standard using the new transition option issued under the amendments in ASU 2018-11, Leases, which allowed the Company to continue to apply the legacy guidance in Accounting Standards Codification (ASC) 840, Leases, in the comparative periods presented in the year of adoption. The Company elected the package of practical expedients permitted under the transition guidance within the new standard, which among other things, allowed the Company to carry forward the historical lease classification. The Company evaluated the impact of this new guidance and reviewed lease or possible lease contracts and evaluated contract related processes. The Company adopted ASU 2016-02 effective January 1, 2019 and recorded an initial right-of-use asset and liability for its operating leases of approximately $357,985. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements The Company does not expect the adoption of any recently issued accounting pronouncements to have a significant impact on its financial position, results of operations, or cash flows. |
Subsequent Events | Subsequent Events The Company has evaluated all transactions from September 30, 2019 through the financial statement issuance date for subsequent event disclosure consideration. |
Basis of Presentation and Sig_3
Basis of Presentation and Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Accounting Policies [Abstract] | |
Schedule of Computation of Diluted Net Loss Per Share | For the three and nine months ended September 30, 2019 and 2018, the following convertible preferred stock and warrants and options to purchase shares of common stock were excluded from the computation of diluted net loss per share, as the inclusion of such shares would be anti-dilutive: Nine Months Ended September 30, Three Months Ended September 30, 2019 2018 2019 2018 Series A Convertible Preferred Stock 5,425,000 5,425,000 5,425,000 5,425,000 Series B Convertible Preferred Stock 2,320,556 2,320,556 2,320,556 2,320,556 Stock warrants 1,230,000 50,000 1,230,000 50,000 Stock options 6,062,166 4,978,832 6,062,166 4,978,832 Total 15,037,722 12,774,388 15,037,722 12,774,388 |
Revenue from Contracts with C_2
Revenue from Contracts with Customers (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregates Revenue by Significant Product | The following table disaggregates revenue by significant product type for the three and nine-month periods ended September 30, 2019 and 2018: Three Months Ended Three Months Ended September 30, 2018 Nine Months Ended September 30, 2019 Nine Months Ended September 30, 2018 Oil sales $ 222,446 $ 297,967 $ 573,872 $ 1,145,643 Natural gas sales 12,104 102,756 41,034 583,817 Natural gas liquids sales 30,385 152,223 109,942 152,223 Total revenue from customers $ 264,935 $ 552,946 $ 724,848 $ 1,881,683 |
Oil and Gas Properties (Tables)
Oil and Gas Properties (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Oil and Gas Property [Abstract] | |
Schedule of Revenues and Long Lived Assets Attributable to Geographical Area | The Company currently has properties in two geographical areas, the United States and Colombia. Revenues for the nine months ended September 30, 2019 and long-lived assets (net of depletion, amortization, and impairments) as of September 30, 2019 attributable to each geographical area are presented below: Nine Months Ended As of September 30, 2019 Revenues Long Lived Assets, Net United States $ 724,848 $ 4,896,109 Colombia — 2,327,046 Total $ 724,848 $ 7,223,156 |
Stock-Based Compensation Expe_2
Stock-Based Compensation Expense (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Summary of Stock Option Activity | A summary of stock option activity and related information for the nine months ended September 30, 2019 is presented below: Options Weighted-Average Aggregate Outstanding at January 1, 2019 4,978,832 $ 0.77 Granted 1,100,000 0.22 Exercised — — Forfeited (16,666 ) 2.05 Outstanding at September 30, 2019 6,062,166 $ 0.67 $ — Exercisable at September 30, 2019 5,648,833 $ 0.70 $ — |
Schedule of Fair Value Assumptions of Options | The fair values of the options granted during the nine months ended September 30, 2019 were estimated at the date of grant using the Black-Scholes option-pricing model with the following assumptions: Market value of common stock on grant date 0.22 Risk free interest rate 2.10 % Dividend yield 0 % Volatility factor 85.7 % Weighted average expected life in years 10 Expected forfeiture rate 0 % |
Schedule of Stock-based Compensation Expense | The following table reflects total stock-based compensation recorded by the Company for the nine months ended September 30, 2019 and 2018: Nine Months Ended 2019 2018 Stock-based compensation expense included in general and administrative expense $ 98,988 $ 82,947 Earnings per share effect of share-based compensation expense – basic and diluted $ (0.00 ) $ (0.00 ) |
Capital Stock (Tables)
Capital Stock (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Equity [Abstract] | |
Summary of Warrant Activity | A summary of warrant activity and related information for 2019 is presented below: Warrants Weighted-Average Aggregate Outstanding at January 1, 2019 50,000 $ 0.55 Issued 1,180,000 0.20 Exercised — — Expired — — Outstanding at September 30, 2019 1,230,000 $ 0.21 $ — Exercisable at September 30, 2019 1,217,500 $ 0.21 $ — |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Payments Under Lease Agreement | The Company leases office facilities under an operating lease agreement that expires October 31, 2022. The implementation of ASU 842 resulted in a right of use asset of $301,568 and related lease liability of $339,711 as of September 30, 2019. During the nine months ended September 30, 2019, the operating cash outflows related to operating lease liabilities were $84,516 and the expense for the right of use asset for operating leases was $56,417. As of September 30, 2019, the Company’s operating lease had a weighted-average remaining term of 3.1 years and a weighted average discount rate of 12%. As of September 30, 2019, the lease agreement requires future payments of the lease liability as follows: Year Amount 2019 $ 32,384 2020 130,717 2021 133,087 2022 112,551 2023 — Total future lease payments 408,739 Less: imputed interest (69,028 ) Present value of future operating lease payments 339,711 Less: current portion of operating lease liabilities (94,430 ) Operating lease liabilities, net of current portion $ 245,281 Right of use assets $ 301,568 |
Basis of Presentation and Sig_4
Basis of Presentation and Significant Accounting Policies (Details Narrative) - USD ($) | Oct. 02, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | Jan. 02, 2019 |
Net loss | $ (304,633) | $ (482,423) | $ (239,620) | $ (116,831) | $ (146,259) | $ (52,910) | $ (1,026,676) | $ (316,000) | |||
Proceeds from ATM offering | 472,554 | 688,550 | $ 747,000 | ||||||||
Revenues generated from operating activities | (546,355) | 6,010 | |||||||||
Cash balance | 453,594 | 453,594 | 755,702 | ||||||||
Capital and exploration expenditure | 325,000 | ||||||||||
Cash deposits insured FDIC's | 68,873 | 68,873 | |||||||||
Current insured limit on interest bearing accounts | 250,000 | 250,000 | |||||||||
Right of use assets | 301,568 | 301,568 | |||||||||
Lease liability | 339,711 | 339,711 | |||||||||
Issuance of promissory notes | $ 590,000 | ||||||||||
Accounting Standards Update 2016-02 [Member] | |||||||||||
Right of use assets | $ 357,985 | ||||||||||
Lease liability | $ 357,985 | ||||||||||
Colombian Banks [Member] | |||||||||||
Cash deposits insured FDIC's | $ 6,719 | 6,719 | |||||||||
Subsequent Event [Member] | |||||||||||
Proceeds from sale of stock under ATM offering | $ 79,495 | ||||||||||
At-the-Market Offering [Member] | |||||||||||
Proceeds from ATM offering | 470,000 | ||||||||||
Issuance of promissory notes | $ 90,000 |
Basis of Presentation and Sig_5
Basis of Presentation and Significant Accounting Policies - Schedule of Computation of Diluted Net Loss Per Share (Details) - shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Total | 15,037,722 | 12,774,388 | 15,037,722 | 12,774,388 |
Series A Convertible Preferred Stock [Member] | ||||
Total | 5,425,000 | 5,425,000 | 5,425,000 | 5,425,000 |
Series B Convertible Preferred Stock [Member] | ||||
Total | 2,320,556 | 2,320,556 | 2,320,556 | 2,320,000 |
Stock Warrants [Member] | ||||
Total | 1,230,000 | 50,000 | 1,230,000 | 50,000 |
Stock Options [Member] | ||||
Total | 6,062,166 | 4,978,832 | 6,062,166 | 4,978,832 |
Revenue from Contracts with C_3
Revenue from Contracts with Customers (Details Narrative) - USD ($) | Sep. 30, 2019 | Dec. 31, 2018 |
Revenue from Contract with Customer [Abstract] | ||
Remaining performance obligations |
Revenue from Contracts with C_4
Revenue from Contracts with Customers - Schedule of Disaggregates Revenue by Significant Product (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Total revenue from customers | $ 264,935 | $ 552,946 | $ 724,848 | $ 1,881,683 |
Oil Sales [Member] | ||||
Total revenue from customers | 222,446 | 297,967 | 573,872 | 1,145,643 |
Natural Gas Sales [Member] | ||||
Total revenue from customers | 12,104 | 102,756 | 41,034 | 583,817 |
Natural Gas Liquids Sales [Member] | ||||
Total revenue from customers | $ 30,385 | $ 152,223 | $ 109,942 | $ 152,223 |
Oil and Gas Properties (Details
Oil and Gas Properties (Details Narrative) - USD ($) | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Investment in development of oil and gas properties | $ 645,507 | |
Properties Not Subject to Amortization [Member] | ||
Capitalized oil and gas properties | 5,878 | |
Properties Subject to Amortization [Member] | ||
Capitalized oil and gas properties | 639,629 | |
Yoakum County, Texas [Member] | ||
Acquisition and development cost of oil and gas properties | $ 34,500 | $ 605,131 |
Oil and Gas Properties - Schedu
Oil and Gas Properties - Schedule of Revenues and Long Lived Assets Attributable to Geographical Area (Details) | 9 Months Ended |
Sep. 30, 2019USD ($) | |
Revenue | $ 724,848 |
Long Lived Assets, Net | 7,223,156 |
United States [Member] | |
Revenue | 724,848 |
Long Lived Assets, Net | 4,896,109 |
Colombia [Member] | |
Revenue | |
Long Lived Assets, Net | $ 2,327,046 |
Notes Payable - Related Party (
Notes Payable - Related Party (Details Narrative) | 1 Months Ended | 3 Months Ended | 9 Months Ended |
Sep. 30, 2019USD ($)shares | Sep. 30, 2019USD ($)shares | Sep. 30, 2019USD ($)shares | |
Debt principal amount | $ 621,052 | $ 621,052 | $ 621,052 |
Interest rate | 12.00% | 12.00% | 12.00% |
Interest expense | $ 2,654 | $ 2,654 | |
Amortization of debt discount | 17,600 | 17,600 | |
Accrued interest payments | $ 0 | $ 2,654 | |
Bridge Loan Warrants [Member] | |||
Warrants to purchase common stock | shares | 1,180,000 | 1,180,000 | 1,180,000 |
Proceeds from issuance of warrants | $ 590,000 | ||
Debt description | The Bridge Loan Notes were recorded net of debt discount that consists of (i) $31,052 of original issue discount on the Bridge Loan Notes and (ii) the relative fair value of the Bridge Loan Warrants of $144,948. The debt discount is amortized over the life of the Bridge Loan Notes as additional interest expense. | ||
Bridge Loan Notes [Member] | |||
Debt principal amount | $ 621,052 | $ 621,052 | $ 621,052 |
Original issue discount | 5.00% | 5.00% | 5.00% |
Debt description | The Bridge Loan Notes are subject to mandatory prepayment from and to the extent of (i) 100% of net proceeds received by the Company from any sales, for cash, of equity or debt securities (other than Bridge Loan Notes) of the Company, (ii) 100% of net proceeds received by the Company from the sale of assets (other than sales in the ordinary course of business); and (iii) 75% of net proceeds received from the sale of oil and gas produced from the Company's Hockley County, Texas properties. |
Stock-Based Compensation Expe_3
Stock-Based Compensation Expense (Details Narrative) - USD ($) | 1 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2017 | Dec. 31, 2008 | |
Number of options granted during period | 1,100,000 | ||||
Stock option exercisable price per share | $ 0.70 | $ 0.70 | |||
Amortization of stock options | $ 93,678 | ||||
Stock compensation expense | 98,988 | $ 82,947 | |||
Unrecognized share-based compensation expense related to non-vested stock options | $ 224,133 | $ 224,133 | |||
Weighted average period for recognition of compensation expense | 2 years 6 months 18 days | ||||
Weighted average remaining contractual term of the outstanding options | 6 years 3 months 8 days | ||||
Weighted average remaining contractual term of the exercisable options | 6 years 1 month 2 days | ||||
Director [Member] | |||||
Number of options granted during period | 1,100,000 | ||||
Option term | 10 years | ||||
Stock option exercisable price per share | $ 0.22 | $ 0.22 | |||
Fair value of options granted | $ 200,562 | ||||
Directors [Member] | |||||
Number of options vested | 1,000,000 | ||||
Directors [Member] | On Date Of Grant [Member] | |||||
Number of options vested | 100,000 | ||||
Description on vesting of stock options | 20% on the date of grant | ||||
Directors [Member] | Nine Months from the Date Of Grant [Member] | |||||
Description on vesting of stock options | 80% nine months from the date of grant | ||||
An Employee [Member] | |||||
Number of shares, grant in cashless transaction | 50,000 | ||||
2008 Equity Incentive Plan [Member] | Maximum [Member] | |||||
Number of options authorized to purchase shares of common stock | 6,000,000 | ||||
2017 Equity Incentive Plan [Member] | |||||
Shares available for issuance | 4,937,834 | 4,937,834 | |||
2017 Equity Incentive Plan [Member] | Maximum [Member] | |||||
Number of options authorized to purchase shares of common stock | 5,000,000 | ||||
2008 Equity Incentive Plan [Member] | |||||
Shares available for issuance | 0 | 0 |
Stock-Based Compensation Expe_4
Stock-Based Compensation Expense - Summary of Stock Option Activity (Details) | 9 Months Ended |
Sep. 30, 2019USD ($)$ / sharesshares | |
Share-based Payment Arrangement [Abstract] | |
Options Outstanding at beginning of the period | shares | 4,978,832 |
Options Granted | shares | 1,100,000 |
Options Exercised | shares | |
Options Forfeited | shares | (16,666) |
Options Outstanding at end of the period | shares | 6,062,166 |
Options Outstanding Exercisable | shares | 5,648,833 |
Weighted-Average Exercise Price Outstanding at beginning of the period | $ / shares | $ 0.77 |
Weighted-Average Exercise Price Granted | $ / shares | 0.22 |
Weighted-Average Exercise Price Exercised | $ / shares | |
Weighted-Average Exercise Price Forfeited | $ / shares | 2.05 |
Weighted-Average Exercise Price Outstanding at end of the period | $ / shares | 0.67 |
Weighted-Average Exercise Price Outstanding Exercisable | $ / shares | $ 0.70 |
Aggregate Intrinsic Value Outstanding at end of the period | $ | |
Aggregate Intrinsic Value Outstanding Exercisable | $ |
Stock-Based Compensation Expe_5
Stock-Based Compensation Expense - Schedule of Fair Value Assumptions of Options (Details) | 9 Months Ended |
Sep. 30, 2019$ / shares | |
Share-based Payment Arrangement [Abstract] | |
Market value of common stock on grant date | $ 0.22 |
Risk free interest rate | 2.10% |
Dividend yield | 0.00% |
Volatility factor | 85.70% |
Weighted average expected life in years | 10 years |
Expected forfeiture rate | 0.00% |
Stock-Based Compensation Expe_6
Stock-Based Compensation Expense - Schedule of Stock-based Compensation Expense (Details) - USD ($) | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Share-based Payment Arrangement [Abstract] | ||
Stock-based compensation expense included in general and administrative expense | $ 98,988 | $ 82,947 |
Earnings per share effect of share-based compensation expense - basic and diluted | $ 0 | $ 0 |
Capital Stock (Details Narrativ
Capital Stock (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||||
May 31, 2019 | Sep. 30, 2017 | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
Stock compensation expense | $ 98,988 | $ 82,947 | |||||
Unrecognized share-based compensation expense related to non-vested stock options | $ 224,133 | $ 224,133 | |||||
Weighted average period for recognition of compensation expense | 2 years 6 months 18 days | ||||||
Weighted average remaining contractual term of the outstanding warrants | 6 years 3 months 8 days | ||||||
Weighted average remaining contractual term of the exercisable warrants | 6 years 1 month 2 days | ||||||
Common stock per share | $ 0.001 | $ 0.001 | $ 0.001 | ||||
Risk-free interest rate | 2.10% | ||||||
Expected life in years | 10 years | ||||||
Expected stock Volatility | 85.70% | ||||||
Expected dividend yield | 0.00% | ||||||
Consultant Warrants [Member] | |||||||
Stock compensation expense | $ 5,310 | $ 1,770 | $ 1,756 | 168 | |||
Weighted average period for recognition of compensation expense | 2 months 30 days | ||||||
Weighted average remaining contractual term of the outstanding warrants | 2 months 30 days | ||||||
Weighted average remaining contractual term of the exercisable warrants | 2 months 30 days | ||||||
Proceeds from warrants and exercisable | $ 50,000 | ||||||
Common stock per share | $ 0.55 | ||||||
Warrants expiration date | Dec. 31, 2021 | ||||||
Fair value of warrants | $ 16,132 | ||||||
Risk-free interest rate | 1.63% | ||||||
Expected life in years | 4 years 3 months 26 days | ||||||
Expected stock Volatility | 99.75% | ||||||
Expected dividend yield | 0.00% | ||||||
Non Vested Warrants [Member] | |||||||
Unrecognized share-based compensation expense related to non-vested stock options | $ 4,033 | $ 4,033 | |||||
Bridge Loan Warrants [Member] | Bridge Loan Notes [Member] | |||||||
Weighted average remaining contractual term of the exercisable warrants | 10 years | ||||||
Common stock per share | $ 0.20 | $ 0.20 | |||||
Warrants expiration date | Sep. 18, 2029 | Sep. 18, 2029 | |||||
Fair value of warrants | $ 144,948 | ||||||
Risk-free interest rate | 1.80% | ||||||
Expected life in years | 10 years | ||||||
Expected stock Volatility | 82.90% | ||||||
Expected dividend yield | 0.00% | ||||||
Warrants to purchase common stock | 1,180,000 | 1,180,000 | |||||
ATM Offering [Member] | |||||||
Number of shares sold during period | 2,252,264 | ||||||
Proceeds from sale of stock | $ 472,554 | ||||||
Sales Agreement [Member] | |||||||
Number of shares sold during period | 5,200,000 | ||||||
Gross proceeds from sale of stock, percentage | 3.00% | ||||||
Reimbursed expenses | $ 18,000 | ||||||
Service Agreements [Member] | Consultant Warrants [Member] | |||||||
Warrants exercisable, December 6, 2017 | 12,500 | ||||||
Warrants exercisable, September 6, 2018 | 12,500 | ||||||
Warrants exercisable, September 6, 2019 | 12,500 | ||||||
Warrants exercisable, September 6, 2020 | 12,500 | ||||||
Series A Convertible Preferred Stock [Member] | |||||||
Payments for dividend | $ 96,900 | 100,350 | |||||
Preferred stock, shares issued | 1,085 | 1,085 | 1,085 | ||||
Preferred stock, shares outstanding | 1,085 | 1,085 | 1,085 | ||||
Series B Convertible Preferred Stock [Member] | |||||||
Payments for dividend | $ 75,900 | $ 81,000 | |||||
Preferred stock, shares issued | 835 | 835 | 835 | ||||
Preferred stock, shares outstanding | 835 | 835 | 835 |
Capital Stock - Summary of Warr
Capital Stock - Summary of Warrant Activity (Details) | 9 Months Ended |
Sep. 30, 2019USD ($)$ / sharesshares | |
Equity [Abstract] | |
Warrants Outstanding, Beginning | 50,000 |
Warrants Outstanding, Issued | 1,180,000 |
Warrants Outstanding, Exercised | |
Warrants Outstanding, Expired | |
Warrants Outstanding, Ending | 1,230,000 |
Warrants Outstanding, Exercisable | 1,217,500 |
Weighted-Average Exercise Price Outstanding, Beginning | $ / shares | $ 0.55 |
Weighted-Average Exercise Price, Issued | $ / shares | 0.20 |
Weighted-Average Exercise Price, Exercised | $ / shares | |
Weighted-Average Exercise Price, Expired | $ / shares | |
Weighted-Average Exercise Price Outstanding, Ending | $ / shares | $ 0.21 |
Weighted-Average Exercise Price Outstanding, Exercisable | 0.21 |
Aggregate Intrinsic Value, Ending | $ | |
Aggregate Intrinsic Value, Exercisable | $ |
Commitments and Contingencies_2
Commitments and Contingencies (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Jan. 02, 2019 | Dec. 31, 2018 | |
Right of use asset | $ 301,568 | $ 301,568 | ||||
Lease liability | 339,711 | $ 339,711 | ||||
Accounting Standards Update 2016-02 [Member] | ||||||
Right of use asset | $ 357,985 | |||||
Lease liability | $ 357,985 | |||||
Lease Commitment [Member] | Operating Lease Agreement [Member] | ||||||
Operating lease agreement expire date | Oct. 31, 2022 | |||||
Lease liability | 84,516 | $ 84,516 | ||||
Expense for the right of use asset for operating leases | 56,417 | |||||
Rental expense | 22,293 | $ 40,836 | 84,516 | $ 109,217 | ||
Lease Commitment [Member] | Operating Lease Agreement [Member] | Accounting Standards Update 2016-02 [Member] | ||||||
Right of use asset | 301,568 | 301,568 | ||||
Lease liability | $ 339,711 | $ 339,711 | ||||
Operating lease weighted-average remaining term | 3 years 1 month 6 days | 3 years 1 month 6 days | ||||
Weighted average discount rate | 12.00% | 12.00% |
Commitments and Contingencies -
Commitments and Contingencies - Schedule of Future Payments Under Lease Agreement (Details) - USD ($) | Sep. 30, 2019 | Dec. 31, 2018 |
Commitments and Contingencies Disclosure [Abstract] | ||
2019 | $ 32,384 | |
2020 | 130,717 | |
2021 | 133,087 | |
2022 | 112,551 | |
2023 | ||
Total future lease payments | 408,739 | |
Less: imputed interest | (69,028) | |
Present value of future operating lease payments | 339,711 | |
Less: current portion of operating lease liabilities | (94,430) | |
Operating lease liabilities, net of current portion | 245,281 | |
Right of use assets | $ 301,568 |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) | Oct. 02, 2019USD ($) | Oct. 02, 2019USD ($)shares | Oct. 31, 2019USD ($)a | Sep. 30, 2019USD ($) |
Debt principal amount | $ 621,052 | |||
Interest rate | 12.00% | |||
Subsequent Event [Member] | ||||
Proceeds from sale of stock | $ 79,495 | |||
Subsequent Event [Member] | Llanos Basin, Colombia [Member] | ||||
Ownership percentage | 1.00% | |||
Area of square feet | a | 69,128 | |||
Subsequent Event [Member] | Hupecol Meta Acquisition [Member] | ||||
Debt principal amount | $ 100,000 | |||
Ownership percentage | 50.00% | |||
Area of square feet | a | 639,405 | |||
Subsequent Event [Member] | Venus Exploration Area [Member] | ||||
Ownership percentage | 0.50% | |||
Area of square feet | a | 570,277 | |||
Subsequent Event [Member] | OID Promissory Note [Member] | ||||
Debt principal amount | $ 100,000 | |||
Original issue discount | 10.00% | |||
Interest rate | 0.00% | |||
Net proceeds received | $ 90,000 | |||
Shareholders percentage, description | The holder of the OID Note is a 10% shareholder of the Company. | |||
Subsequent Event [Member] | 2019 ATM Offering [Member] | ||||
Number of shares sold during period | shares | 453,426 | |||
Proceeds from sale of stock | $ 79,495 |