Cover
Cover | 6 Months Ended |
Jun. 30, 2023 | |
Entity Addresses [Line Items] | |
Document Type | S-1/A |
Amendment Flag | true |
Amendment Description | AMENDMENT NO. 2 |
Entity Registrant Name | Prairie Operating Co. |
Entity Central Index Key | 0001162896 |
Entity Tax Identification Number | 98-0357690 |
Entity Incorporation, State or Country Code | DE |
Entity Address, Address Line One | 602 Sawyer Street |
Entity Address, Address Line Two | Suite 710 |
Entity Address, City or Town | Houston |
Entity Address, State or Province | TX |
Entity Address, Postal Zip Code | 77007 |
City Area Code | 713 |
Local Phone Number | 424-4247 |
Entity Filer Category | Non-accelerated Filer |
Entity Small Business | true |
Entity Emerging Growth Company | false |
Business Contact [Member] | |
Entity Addresses [Line Items] | |
Entity Address, Address Line One | 602 Sawyer Street |
Entity Address, Address Line Two | Suite 710 |
Entity Address, City or Town | Houston |
Entity Address, State or Province | TX |
Entity Address, Postal Zip Code | 77007 |
City Area Code | 713 |
Local Phone Number | 424-4247 |
Contact Personnel Name | Edward Kovalik |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Current Assets | |||
Cash | $ 8,551,483 | $ 79,845 | |
Accounts receivable, (no allowance for doubtful accounts) | 94,649 | ||
Prepaid expenses | 381,263 | ||
Total Current Assets | 9,027,395 | 79,845 | |
Property and equipment: | |||
Oil and natural gas properties, successful efforts method of accounting ($3,189,031 excluded from amortization at June 30, 2023) | 3,189,031 | ||
Cryptocurrency mining equipment | 4,293,422 | ||
Less: Accumulated depreciation, depletion and amortization | (132,851) | ||
Property and equipment, net of accumulated depreciation of $747,216 and $89,136, respectively | 7,349,602 | ||
Deposits on mining equipment | 150,000 | ||
Deferred transaction costs | 1,760,665 | ||
Total Assets | 16,526,997 | 1,840,510 | |
Current Liabilities | |||
Accounts payable and accrued expenses | 4,407,449 | 2,219,946 | |
Accrued interest and expenses – related parties | 19,333 | 2,084 | |
Secured convertible debenture (related party) | 1,361,000 | ||
Secured convertible debenture(s) – related party(ies) | 1,361,000 | ||
Total Current Liabilities | 7,148,782 | 2,222,030 | |
Non-current liabilities: | |||
SBA/PPP loans payable | 150,000 | ||
Other long-term liabilities – share issuance obligation | 1,235,823 | ||
Total Long-Term Liabilities | 1,385,823 | ||
Total Liabilities | 8,534,605 | 2,222,030 | |
Commitments and contingencies (Note 4) | |||
Members’ deficit | (381,520) | ||
Stockholders’ equity (deficit): | |||
Preferred stock value | 218 | ||
Common stock; $0.0001 par value; 100,000,000 shares authorized; 12,246,036 and 8,191,382 shares issued and outstanding, respectively | 1,759,617 | ||
Additional paid-in capital | 27,218,567 | ||
Members’ Deficit | (20,986,010) | ||
Total Members’ Deficit | 7,992,392 | ||
Total Liabilities and Members’ Deficit | $ 16,526,997 | 1,840,510 | |
Creek Road Miners Inc [Member] | |||
Current Assets | |||
Cash | 246,358 | $ 2,785,188 | |
Accounts receivable, (no allowance for doubtful accounts) | 427 | ||
Receivable from sale of investment | 90,000 | ||
Prepaid expenses | 40,702 | 107,749 | |
Total Current Assets | 5,050,740 | 10,827,973 | |
Other Assets | |||
Right of use asset, net of accumulated amortization of $426,918 and $299,583 respectively | 127,335 | ||
Deposits and other assets | 110,350 | 18,201 | |
Property and equipment: | |||
Less: Accumulated depreciation, depletion and amortization | (747,216) | (89,136) | |
Property and equipment, net of accumulated depreciation of $747,216 and $89,136, respectively | 1,632,007 | 2,226,360 | |
Deposits on mining equipment | 4,673,680 | 7,613,230 | |
Inventory | 18,725 | ||
Cryptocurrency | 302,654 | ||
Total Assets | 6,793,097 | 13,199,869 | |
Current Liabilities | |||
Accounts payable and accrued expenses | 3,232,855 | 801,747 | |
Accrued interest and expenses – related parties | 3,055,989 | 2,231,558 | |
Convertible notes payable | 1,400,000 | ||
Lease liability, current portion | 33,977 | ||
Secured convertible debenture(s) – related party(ies) | 4,993,700 | 2,500,000 | |
Current liabilities associated with discontinued operations | 485,712 | 472,029 | |
Total Current Liabilities | 13,168,256 | 6,039,311 | |
Non-current liabilities: | |||
Lease liability, long term portion | 101,116 | ||
Secured convertible debenture – related party, net of unamortized debt discount of $0 | 2,500,000 | ||
SBA/PPP loans payable | 149,900 | 361,595 | |
Total Long-Term Liabilities | 149,900 | 2,962,711 | |
Total Liabilities | 13,318,156 | 9,002,022 | |
Commitments and contingencies (Note 4) | |||
Stockholders’ equity (deficit): | |||
Common stock; $0.0001 par value; 100,000,000 shares authorized; 12,246,036 and 8,191,382 shares issued and outstanding, respectively | 1,224 | 819 | |
Additional paid-in capital | 54,202,355 | 51,506,854 | |
Members’ Deficit | (60,728,664) | (47,309,849) | |
Total Members’ Deficit | (6,525,059) | 4,197,847 | |
Total Liabilities and Members’ Deficit | 6,793,097 | 13,199,869 | |
Creek Road Miners Inc [Member] | Series A Preferred Stock [Member] | |||
Stockholders’ equity (deficit): | |||
Preferred stock value | 25 | 22 | |
Creek Road Miners Inc [Member] | Series B Preferred Stock [Member] | |||
Stockholders’ equity (deficit): | |||
Preferred stock value | |||
Creek Road Miners Inc [Member] | Series C Preferred Stock [Member] | |||
Stockholders’ equity (deficit): | |||
Preferred stock value | 1 | $ 1 | |
Prairie Operating Co LLC [Member] | |||
Current Assets | |||
Cash | 79,845 | ||
Accounts receivable, (no allowance for doubtful accounts) | 0 | ||
Total Current Assets | 79,845 | ||
Property and equipment: | |||
Deferred transaction costs | 1,760,665 | ||
Total Assets | 1,840,510 | ||
Current Liabilities | |||
Total Current Liabilities | 2,222,030 | ||
Non-current liabilities: | |||
Total Long-Term Liabilities | |||
Total Liabilities | 2,222,030 | ||
Commitments and contingencies (Note 4) | |||
Stockholders’ equity (deficit): | |||
Members’ Deficit | (381,520) | ||
Total Members’ Deficit | (381,520) | ||
Total Liabilities and Members’ Deficit | 1,840,510 | ||
Prairie Operating Co LLC [Member] | Nonrelated Party [Member] | |||
Current Liabilities | |||
Accrued expenses – related party | 2,219,946 | ||
Prairie Operating Co LLC [Member] | Related Party [Member] | |||
Current Liabilities | |||
Accrued expenses – related party | $ 2,084 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) | 6 Months Ended | ||
Jun. 30, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Amortization of Oil and Gas | $ 3,189,031 | ||
Preferred stock, shares authorized | 50,000,000 | 50,000,000 | |
Common stock, par value | $ 0.01 | $ 0.01 | |
Common stock, shares authorized | 500,000,000 | 500,000,000 | |
Common stock, shares outstanding | 175,961,698 | ||
Common stock, shares issued | 175,961,698 | ||
Property and equipment, accumulated depreciation | $ 132,851 | ||
Creek Road Miners Inc [Member] | |||
Preferred stock, shares authorized | 5,000,000 | 5,000,000 | |
Common stock, par value | $ 0.0001 | $ 0.0001 | |
Common stock, shares authorized | 100,000,000 | 100,000,000 | |
Common stock, shares outstanding | 12,246,036 | 8,191,382 | |
Common stock, shares issued | 12,246,036 | 8,191,382 | |
Allowance for doubtful accounts | $ 0 | ||
Property and equipment, accumulated depreciation | $ 747,216 | 89,136 | |
Right of use asset, accumulated amortization | 426,918 | 299,583 | |
Unamortized debt discount, non-current | $ 0 | $ 0 | |
Series D Preferred Stock [Member] | |||
Preferred stock, shares authorized | 50,000 | 50,000 | |
Preferred stock, par value | $ 0.01 | $ 0.01 | |
Preferred stock, shares outstanding | 21,799 | ||
Preferred stock, shares issued | 21,799 | ||
Series A Preferred Stock [Member] | Creek Road Miners Inc [Member] | |||
Preferred stock, shares authorized | 500,000 | 500,000 | |
Preferred stock, par value | $ 0.0001 | $ 0.0001 | |
Preferred stock, shares outstanding | 256,117 | 223,964 | |
Preferred stock, shares issued | 256,117 | 223,964 | |
Series B Preferred Stock [Member] | Creek Road Miners Inc [Member] | |||
Preferred stock, shares authorized | 20,000 | 20,000 | |
Preferred stock, par value | $ 0.0001 | $ 0.0001 | |
Preferred stock, shares outstanding | 1,439 | 3,720 | |
Preferred stock, shares issued | 1,439 | 3,720 | |
Series C Preferred Stock [Member] | Creek Road Miners Inc [Member] | |||
Preferred stock, shares authorized | 15,000 | 15,000 | |
Preferred stock, par value | $ 0.0001 | $ 0.0001 | |
Preferred stock, shares outstanding | 7,630 | 7,880 | |
Preferred stock, shares issued | 7,630 | 7,880 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 7 Months Ended | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2023 | Dec. 31, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | |
Revenue: | ||||||
Cryptocurrency mining | $ 179,318 | $ 179,318 | ||||
Expenses | ||||||
Cryptocurrency mining costs | 93,244 | 93,244 | ||||
Depreciation and amortization | 132,851 | 132,851 | ||||
General and administrative expenses | 32,723 | 2,857,471 | 2,921,863 | |||
Impairment of mined cryptocurrency | 16,794,688 | 16,794,688 | ||||
Total Expenses | 32,723 | 19,878,254 | 19,942,646 | |||
Loss from operations | (32,723) | (19,698,936) | (19,763,328) | |||
Other income (expense): | ||||||
Interest income | 43,037 | 43,037 | ||||
Interest expense | (43,719) | (43,719) | ||||
Loss on adjustment to fair value - AR Debentures | (741,000) | (741,000) | ||||
Loss on adjustment to fair value - Obligation Shares | (706,185) | (706,185) | ||||
Total other income (expense) | (1,447,867) | (1,447,867) | ||||
Loss from operations before provision for income taxes | (32,723) | (21,146,803) | (21,211,195) | |||
Discontinued operations: | ||||||
Provision for income taxes | ||||||
Net Loss | $ (32,723) | $ (21,146,803) | $ (21,211,195) | |||
Loss per common share: | ||||||
Earnings (loss) per share, basic | $ (0.19) | $ (0.38) | ||||
Earnings (loss) per share, diluted | $ (0.19) | $ (0.38) | ||||
Weighted average common shares outstanding: | ||||||
Weighted average common shares outstanding, basic | 112,151,412 | 56,385,516 | ||||
Weighted average common shares outstanding, diluted | 112,151,412 | 56,385,516 | ||||
Creek Road Miners Inc [Member] | ||||||
Revenue: | ||||||
Revenues | $ 517,602 | $ 369,804 | ||||
Expenses | ||||||
Cryptocurrency mining costs | 1,071,458 | 281,790 | ||||
Depreciation and amortization | 658,080 | 112,512 | ||||
Stock based compensation | 2,681,201 | 12,338,424 | ||||
General and administrative expenses | 3,606,522 | 5,787,790 | ||||
Impairment of mined cryptocurrency | 107,174 | 59,752 | ||||
Total Expenses | 8,124,435 | 18,580,268 | ||||
Loss from operations | (7,606,833) | (18,210,464) | ||||
Other income (expense): | ||||||
Realized loss on sale of cryptocurrency | (127,222) | |||||
Impairment of fixed assets | (5,231,752) | |||||
Loss on sale of investment | (19,104) | |||||
PPP loan forgiveness | 197,662 | 183,567 | ||||
Interest expense | (613,827) | (1,175,217) | ||||
Total other income (expense) | (5,794,243) | (991,650) | ||||
Loss from operations before provision for income taxes | (13,401,076) | (19,202,114) | ||||
Discontinued operations: | ||||||
Income (loss) from discontinued operations | (17,738) | 78,242 | ||||
Gain on sale of discontinued operations | 1,853,169 | |||||
Net income from discontinued operations | (17,738) | 1,931,411 | ||||
Provision for income taxes | ||||||
Loss from continuing operations | (13,401,076) | (19,202,114) | ||||
Net Loss | (13,418,814) | (17,270,703) | ||||
Dividends on preferred stock | (364,384) | (372,325) | ||||
Earnings attributable to common stockholders | $ (13,783,198) | $ (17,643,028) | ||||
Earnings (loss) per common share: | ||||||
Earnings (loss) per share from continuing operations, basic | $ (1.18) | $ (4.12) | ||||
Earnings per share from discontinued operations, basic | 0.41 | |||||
Loss per common share: | ||||||
Earnings (loss) per share, basic | (1.18) | (3.71) | ||||
Earnings (loss) per share, diluted | $ (1.18) | $ (3.71) | ||||
Weighted average common shares outstanding: | ||||||
Weighted average common shares outstanding, basic | 11,648,878 | 4,755,244 | ||||
Weighted average common shares outstanding, diluted | 11,648,878 | 4,755,244 | ||||
Earnings (loss) per share from continuing operations, diluted | $ (1.18) | $ (4.12) | ||||
Earnings per share from discontinued operations, diluted | $ 0.41 | |||||
Prairie Operating Co LLC [Member] | ||||||
Revenue: | ||||||
Revenues | ||||||
Expenses | ||||||
Operating expenses | ||||||
General and administrative expenses | 461,520 | |||||
Total Expenses | 461,520 | |||||
Discontinued operations: | ||||||
Net Loss | $ (461,520) |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Members'/Stockholders' Equity Deficit (Unaudited) - USD ($) | Member Deficit [Member] | Preferred Stock [Member] Series D Preferred Stock [Member] | Preferred Stock [Member] Series A Preferred Stock [Member] Creek Road Miners Inc [Member] | Preferred Stock [Member] Series B Preferred Stock [Member] Creek Road Miners Inc [Member] | Preferred Stock [Member] Series C Preferred Stock [Member] Creek Road Miners Inc [Member] | Common Stock [Member] | Common Stock [Member] Creek Road Miners Inc [Member] | Additional Paid-in Capital [Member] | Additional Paid-in Capital [Member] Creek Road Miners Inc [Member] | Retained Earnings [Member] | Retained Earnings [Member] Creek Road Miners Inc [Member] | Total | Creek Road Miners Inc [Member] | Prairie Operating Co LLC [Member] | Noncontrolling Interest [Member] Creek Road Miners Inc [Member] |
Balance - June 7, 2022 (date of inception) at Dec. 31, 2020 | $ 17 | $ 351 | $ 23,206,367 | $ (30,039,146) | $ (6,844,909) | $ (12,498) | |||||||||
Beginning balance, shares at Dec. 31, 2020 | 173,993 | 3,506,752 | |||||||||||||
Net loss | (17,270,703) | (17,270,703) | |||||||||||||
Warrants issued for services | 2,270,015 | 2,270,015 | |||||||||||||
Exercise of stock options | $ 30 | 50,595 | $ 50,625 | ||||||||||||
Exercise of stock options, shares | 302,644 | 317,500 | |||||||||||||
Conversion of series A preferred stock to common | $ (1) | $ 50 | (49) | ||||||||||||
Conversion of series A preferred stock to common, shares | (8,750) | 500,000 | |||||||||||||
Conversion of series B preferred stock to common | $ 95 | (95) | |||||||||||||
Conversion of series B preferred stock to common, shares | (1,280) | 948,646 | |||||||||||||
Dividend on Series A preferred stock | (254,322) | (254,322) | |||||||||||||
Dividend on Series B preferred stock | (118,003) | (118,003) | |||||||||||||
Stock based compensation | 9,726,950 | 9,726,950 | |||||||||||||
Issuance of series A preferred stock to settle accrued liabilities and compensation | $ 6 | 588,044 | 588,050 | ||||||||||||
Issuance of Series A preferred stock to settle accrued liabilities and compensation, shares | 58,721 | ||||||||||||||
Issuance of common stock and warrants, net | $ 293 | 3,924,757 | 3,925,050 | ||||||||||||
Issuance of common stock and warrants, net, shares | 2,933,340 | ||||||||||||||
Issuance of series B preferred stock and warrants, net | 4,378,995 | 4,378,995 | |||||||||||||
Issuance of series B preferred stock and warrants, net, shares | 5,000 | ||||||||||||||
Issuance of series C preferred stock and warrants, net | $ 1 | 7,733,600 | 7,733,601 | ||||||||||||
Issuance of series C preferred stock and warrants net, shares | 7,880 | ||||||||||||||
Write-off of non-controlling interest | 12,498 | 12,498 | |||||||||||||
Balance - December 31, 2022 at Dec. 31, 2021 | $ 22 | $ 1 | $ 819 | 51,506,854 | (47,309,849) | 4,197,847 | |||||||||
Ending balance, shares at Dec. 31, 2021 | 223,964 | 3,720 | 7,880 | 8,191,382 | |||||||||||
Issuance of common stock for investment | $ 17 | 99,983 | 100,000 | ||||||||||||
Issuance of common stock for investment, shares | 169,205 | ||||||||||||||
Conversion of secured convertible debentures to common | $ 4 | 6,296 | 6,300 | ||||||||||||
Conversion of secured convertible debenture to Common stock, shares | 36,000 | ||||||||||||||
Net loss | (13,418,814) | (13,418,814) | |||||||||||||
Warrants issued for services | 472,501 | 472,501 | |||||||||||||
Exercise of Warrants | $ 77 | 983,253 | 983,330 | ||||||||||||
Exercise of Warrants, shares | 766,660 | ||||||||||||||
Replacement warrants issued | 1,608,000 | 1,608,000 | |||||||||||||
Exercise of stock options | $ 19 | (19) | |||||||||||||
Exercise of stock options, shares | 185,216 | 217,500 | |||||||||||||
Issuance of common stock for services | $ 3 | 44,997 | $ 45,000 | ||||||||||||
Issuance of common stock for services, shares | 30,000 | ||||||||||||||
Recission of common stock issued for services | $ (3) | 3 | |||||||||||||
Recission of common stock issued for services, shares | (30,000) | ||||||||||||||
Issuance of series A preferred stock to settle compensation | $ 6 | 555,694 | 555,700 | ||||||||||||
Issuance of series A preferred stock to settle compensation, shares | 55,576 | ||||||||||||||
Issuance of series B preferred stock to settle liabilities | 189,466 | 189,466 | |||||||||||||
Issuance of series B preferred stock to settle liabilities, shares | 191 | ||||||||||||||
Issuance of common stock, net | (4) | (1) | (5) | ||||||||||||
Issuance of common stock, net, shares | 11,502 | ||||||||||||||
Conversion of series A preferred stock to common | $ (3) | $ 134 | (131) | ||||||||||||
Conversion of series A preferred stock to common, shares | (23,423) | 1,338,456 | |||||||||||||
Conversion of series B preferred stock to common | $ 195 | (195) | |||||||||||||
Conversion of series B preferred stock to common, shares | (2,472) | 1,962,448 | |||||||||||||
Conversion of series C preferred stock to common | $ 19 | (19) | |||||||||||||
Conversion of series C preferred stock to common, shares | (250) | 185,167 | |||||||||||||
Settlement to exchange warrant shares for convertible note | $ (60) | (899,940) | (900,000) | ||||||||||||
Settlement to exchange warrant shares for convertible note, shares | (600,000) | ||||||||||||||
Dividend on Series A preferred stock | (273,497) | (273,497) | |||||||||||||
Dividend on Series B preferred stock | (90,887) | (90,887) | |||||||||||||
Balance - December 31, 2022 at Dec. 31, 2022 | $ (381,520) | $ 25 | $ 1 | $ 1,224 | 54,202,355 | (60,728,664) | (6,525,059) | $ (381,520) | |||||||
Ending balance, shares at Dec. 31, 2022 | 256,117 | 1,439 | 7,630 | 12,246,036 | |||||||||||
Balance, value at Dec. 31, 2022 | 381,520 | ||||||||||||||
Balance - June 7, 2022 (date of inception) at Jun. 06, 2022 | |||||||||||||||
Balance, value at Jun. 06, 2022 | |||||||||||||||
Net loss | (32,723) | (32,723) | |||||||||||||
Balance, value at Jun. 30, 2022 | (32,723) | ||||||||||||||
Balance - June 7, 2022 (date of inception) at Jun. 06, 2022 | |||||||||||||||
Balance, value at Jun. 06, 2022 | |||||||||||||||
Net loss | (461,520) | ||||||||||||||
Capital contributions | 80,000 | ||||||||||||||
Balance - December 31, 2022 at Dec. 31, 2022 | (381,520) | $ 25 | $ 1 | $ 1,224 | 54,202,355 | (60,728,664) | (6,525,059) | (381,520) | |||||||
Ending balance, shares at Dec. 31, 2022 | 256,117 | 1,439 | 7,630 | 12,246,036 | |||||||||||
Balance, value at Dec. 31, 2022 | 381,520 | ||||||||||||||
Net loss | (64,392) | ||||||||||||||
Balance - December 31, 2022 at Mar. 31, 2023 | (445,912) | ||||||||||||||
Ending balance, shares at Mar. 31, 2023 | |||||||||||||||
Balance - June 7, 2022 (date of inception) at Dec. 31, 2022 | (381,520) | $ 25 | $ 1 | $ 1,224 | $ 54,202,355 | $ (60,728,664) | $ (6,525,059) | $ (381,520) | |||||||
Beginning balance, shares at Dec. 31, 2022 | 256,117 | 1,439 | 7,630 | 12,246,036 | |||||||||||
Balance, value at Dec. 31, 2022 | 381,520 | ||||||||||||||
Net loss | $ (21,211,195) | ||||||||||||||
Conversion of series A preferred stock to common, shares | 202,500 | ||||||||||||||
Balance - December 31, 2022 at Jun. 30, 2023 | $ 218 | $ 1,759,617 | 27,218,567 | (20,986,010) | $ 7,992,392 | ||||||||||
Ending balance, shares at Jun. 30, 2023 | 21,799 | 175,961,698 | |||||||||||||
Balance, value at Jun. 30, 2023 | |||||||||||||||
Balance - June 7, 2022 (date of inception) at Mar. 31, 2023 | (445,912) | ||||||||||||||
Beginning balance, shares at Mar. 31, 2023 | |||||||||||||||
Net loss | (20,986,010) | (20,986,010) | |||||||||||||
Net loss from April 1, 2023 through May 3, 2023 | (160,793) | ||||||||||||||
Conversion of membership interests | 606,705 | $ 656,477 | (1,263,182) | (606,705) | |||||||||||
Conversion of membership interests, shares | 65,647,676 | ||||||||||||||
Issuance of common stock to former stockholders of Creek Road Miners upon Merger | $ 1,103,140 | 8,825,122 | 9,928,262 | ||||||||||||
Issuance of common stock to former stockholders of Creek Road Miners upon Merger, shares | 110,314,022 | ||||||||||||||
Issuance of common stock for investment | $ 174 | 16,447,475 | 16,447,649 | ||||||||||||
Issuance of common stock for investment, shares | 17,376 | ||||||||||||||
Conversion of secured convertible debentures to common | $ 44 | 3,209,152 | 3,209,196 | ||||||||||||
Conversion of secured convertible debenture to Common stock, shares | 4,423 | ||||||||||||||
Net loss | (21,146,803) | ||||||||||||||
Balance - December 31, 2022 at Jun. 30, 2023 | $ 218 | $ 1,759,617 | $ 27,218,567 | $ (20,986,010) | 7,992,392 | ||||||||||
Ending balance, shares at Jun. 30, 2023 | 21,799 | 175,961,698 | |||||||||||||
Balance, value at Jun. 30, 2023 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 1 Months Ended | 6 Months Ended | 7 Months Ended | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2023 | Dec. 31, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | |
Cash Flows from Operating Activities | |||||
Net loss | $ (32,723) | $ (21,211,195) | |||
Adjustment to reconcile net loss to net cash used in operating activities: | |||||
Depreciation and amortization | 132,851 | ||||
Impairment of cryptocurrency | 16,794,688 | ||||
Loss on adjustment to fair value - AR Debentures | 741,000 | ||||
Loss on adjustment to fair value - Obligation Shares | 706,185 | ||||
Changes in operating assets and liabilities: | |||||
Accounts receivable | (86,635) | ||||
Prepaid expenses | (317,468) | ||||
Accounts payable and accrued expenses | 32,723 | (1,837,050) | |||
Accrued interest and expenses – related parties | 17,249 | ||||
Cash used in operating activities | (5,060,375) | ||||
Cash flow from investing activities: | |||||
Cash acquired in connection with the Merger | 42,360 | ||||
Acquisition of unproved oil and gas properties | (3,000,000) | ||||
Transaction expenses related to the Merger | (308,452) | ||||
Additions to mining equipment | (169,097) | ||||
Net cash used in investing activities | (3,435,189) | ||||
Cash Flows from Financing Activities | |||||
Proceeds from the issuance of Series D preferred stock and warrants | 17,376,250 | ||||
Financing costs associated with issuance of Series D preferred stock | (409,048) | ||||
Cash provided by investing activities | 16,967,202 | ||||
Net increase in cash | 8,471,638 | ||||
Cash – beginning of period | 79,845 | ||||
Cash – end of period | 8,551,483 | 79,845 | $ 79,845 | ||
Supplemental disclosure of cash flow information: | |||||
Cash paid for income taxes | |||||
Cash paid for interest | 9,503 | ||||
Supplemental disclosure of non-cash activity: | |||||
Deferred transaction costs associated with the Merger and Exok Transaction | 227,182 | ||||
Deferred transaction costs associated with the PIPE Transaction | 13,163 | ||||
Cryptocurrency mining equipment and deposits acquired in the Merger | 20,760,560 | ||||
Secured convertible debentures assumed in the Merger | 1,981,000 | ||||
SBA loan payable acquired assumed in the Merger | 150,000 | ||||
Membership interests converted into shares of common stock | (606,705) | ||||
Common stock issued at Merger | 9,928,262 | ||||
Series D Preferred stock issued at Merger | 3,209,196 | ||||
Deferred transaction costs capitalized to oil and natural gas properties | 189,031 | ||||
Deferred transaction costs associated with financing | 519,533 | ||||
Creek Road Miners Inc [Member] | |||||
Cash Flows from Operating Activities | |||||
Net loss | (13,418,814) | $ (17,270,703) | |||
Adjustment to reconcile net loss to net cash used in operating activities: | |||||
Gain from sale of discontinued operations | (1,853,169) | ||||
Depreciation and amortization | 658,080 | 112,512 | |||
Accretion of debt discount | 535,784 | ||||
Amortization of lease right | (7,759) | 5,423 | |||
Stock based compensation | 2,870,665 | 12,585,008 | |||
Impairment of cryptocurrency | 107,174 | 59,752 | |||
Impairment of fixed assets | 5,231,752 | ||||
Realized loss on sale of cryptocurrency | 127,222 | ||||
Loss on sale of investment | 19,104 | ||||
PPP loan forgiveness | (197,662) | (183,567) | |||
Changes in operating assets and liabilities: | |||||
Accounts receivable | 428 | 33,025 | |||
Prepaid expenses | 67,047 | (54,435) | |||
Receivable from sale of investment | (90,000) | ||||
Inventory | 18,725 | (18,725) | |||
Cryptocurrency, net of mining fees | (507,150) | (302,654) | |||
Current assets associated with discontinued operations | 233,018 | ||||
Security deposits | (92,149) | 102 | |||
Assets associated with discontinued operations | 180,683 | ||||
Accounts payable and accrued expenses | 3,371,431 | 569,459 | |||
Accrued and unpaid dividends on preferred stock | (364,384) | (372,325) | |||
Liabilities associated with discontinued operations | 13,683 | (1,228,911) | |||
Cash used in operating activities | (2,192,607) | (6,969,723) | |||
Cash flow from investing activities: | |||||
Proceeds from sale of cryptocurrency | 575,408 | ||||
Purchase of investment | (125,000) | ||||
Proceeds from sale of investment | 90,000 | ||||
Deposits on mining equipment, net | 2,939,550 | (7,613,230) | |||
Purchase of property and equipment | (5,295,478) | (2,315,496) | |||
Net cash used in investing activities | (1,815,520) | (9,928,726) | |||
Cash Flows from Financing Activities | |||||
Proceeds from the issuance of common stock and warrants, net | 3,925,050 | ||||
Proceeds from the issuance of series B preferred stock and warrants, net | 4,378,995 | ||||
Proceeds from the issuance of series C preferred stock and warrants, net | 7,733,601 | ||||
Proceeds from the exercise of stock options | 50,625 | ||||
Proceeds from the exercise of warrants | 983,330 | ||||
Proceeds from (payments to) SBA/PPP loans payable | (14,033) | 197,662 | |||
Proceeds from note payable | 500,000 | ||||
Proceeds from the sale of discontinued operations | 1,500,000 | ||||
Cash provided by investing activities | 1,469,297 | 17,785,933 | |||
Net increase in cash | (2,538,830) | 887,484 | |||
Cash – beginning of period | 246,358 | 2,785,188 | 1,897,703 | ||
Cash – end of period | 246,358 | 246,358 | 2,785,188 | ||
Supplemental disclosure of cash flow information: | |||||
Cash paid for income taxes | |||||
Cash paid for interest | |||||
Supplemental disclosure of non-cash activity: | |||||
Issuance of series A preferred stock to settle accrued liabilities and compensation | 555,700 | 588,044 | |||
Issuance of series B preferred stock to settle accrued liabilities | 189,466 | ||||
Dividends on preferred stock | 364,384 | 372,325 | |||
Issuance of common stock for investment | 100,000 | ||||
Conversion of preferred stock to common stock | 348 | 145 | |||
Conversion of secured convertible debentures to common stock | 6,300 | ||||
Settlement to exchange warrant shares for convertible note | 900,000 | ||||
Prairie Operating Co LLC [Member] | |||||
Cash Flows from Operating Activities | |||||
Net loss | (461,520) | ||||
Changes in operating assets and liabilities: | |||||
Increase in accounts payable and accrued expenses | 461,365 | ||||
Cash used in operating activities | (155) | ||||
Cash Flows from Financing Activities | |||||
Proceeds from sale of options | 80,000 | ||||
Cash provided by investing activities | 80,000 | ||||
Net increase in cash | 79,845 | ||||
Cash – beginning of period | $ 79,845 | ||||
Cash – end of period | 79,845 | $ 79,845 | |||
Supplemental disclosure of cash flow information: | |||||
Cash paid for income taxes | |||||
Cash paid for interest | |||||
Supplemental disclosure of non-cash activity: | |||||
Accrued deferred transaction costs associated with the Merger and Exok Transaction | 1,350,744 | ||||
Accrued deferred transaction costs associated with the PIPE Transaction | $ 409,921 |
Organization, Description of Bu
Organization, Description of Business and Basis of Presentation | 6 Months Ended | 7 Months Ended | 12 Months Ended |
Jun. 30, 2023 | Dec. 31, 2022 | Dec. 31, 2022 | |
Organization, Description of Business and Basis of Presentation | Note 1. Organization, Description of Business and Basis of Presentation Organization On May 3, 2023, we changed our name from Creek Road Miners, Inc. to Prairie Operating Co. (the “Company,” “we,” “us” or “our” The Merger Agreement and Related Transactions On May 3, 2023, Prairie Operating Co., a Delaware corporation formerly named Creek Road Miners, Inc., completed its previously announced merger with Prairie Operating Co., LLC, a Delaware limited liability company (“Prairie LLC”), pursuant to the terms of the Amended and Restated Agreement and Plan of Merger, dated as of May 3, 2023 (the “Merger Agreement,” and the closing thereunder, the “Closing”), by and among the Company, Creek Road Merger Sub, LLC, a Delaware limited liability company and wholly-owned subsidiary of the Company (“Merger Sub”), and Prairie LLC, pursuant to which, among other things, Merger Sub merged with and into Prairie LLC, with Prairie LLC surviving and continuing to exist as a Delaware limited liability company and a wholly-owned subsidiary of the Company (the “Merger”). Upon consummation of the Merger, the Company changed its name from “Creek Road Miners, Inc.” to “Prairie Operating Co.” The Company continues to trade under the current ticker symbol “CRKR” and expects to commence trading on the OTCQB under the new name and ticker symbol “PROP” once FINRA processes the Company’s pending Rule 10b-17 action request pursuant to FINRA Rule 6490. Upon the Merger, membership interests in Prairie LLC were converted into the right to receive each member’s pro rata share of 65,647,676 0.01 In addition, the Company consummated the previously announced purchase of oil and gas leases, including all of Exok, Inc.’s, an Oklahoma corporation (“Exok”), right, title and interest in, to and under certain undeveloped oil and gas leases located in Weld County, Colorado, together with certain other associated assets, data and records, consisting of approximately 3,157 4,494 3,000,000 To fund the Exok Transaction, the Company received an aggregate of $ 17.3 0.01 1,000 0.175 100% The Merger has been accounted for as a reverse asset acquisition under existing GAAP. For accounting purposes, Prairie LLC was treated as acquiring Merger Sub in the Merger. See Note 3 for further discussion. Accordingly, for accounting purposes, the financial statements of the Company represent a continuation of the financial statements of Prairie LLC with the acquisition being treated as the equivalent of Prairie LLC issuing stock for the net assets of the Company. At the date of the Merger, the assets and liabilities of the Company were recorded based upon relative fair values, with no goodwill or other intangible assets recorded. Description of Business E&P We are engaged in the development, exploration and production of oil, natural gas, and NGLs with operations focused on unconventional oil and natural gas reservoirs located in Colorado focused on the Niobrara and Codell formations. All of the Company’s E&P assets were acquired in the Exok Transaction and consist of certain oil and gas leasehold interests with no existing oil and gas production or revenue. Our current activities are focused on obtaining requisite permits to begin drilling wells and, as such, we have no current drilling or completion operations. Cryptocurrency Mining Our mining operations commenced on May 3, 2023 concurrent with the Merger. Currently, we generate all our revenue through our cryptocurrency mining activities from assets we acquired in the Merger. We use special cryptocurrency mining computers (known as “miners”) to solve complex cryptographic algorithms to support the Bitcoin blockchain. Miners measure their processing power, which is known as “hashing” power, in terms of the number of hashing algorithms solved (or “hashes”) per second, which is the miner’s “hash rate.” We do not own, control or take custody of Bitcoin; rather, our service provider retains all Bitcoin rewards and remits net revenue from cryptocurrency mining to us in the form of US dollars. All of our miners were manufactured by Bitmain, and incorporate application-specific integrated circuit (ASIC) chips specialized to solve blocks on the Bitcoin blockchains using the 256-bit secure hashing algorithm (SHA-256) in return for Bitcoin cryptocurrency rewards. As of June 30, 2023, we had 510 Bitmain S19J Pro miners with 51.0 Ph/s of hashing capacity, 270 Bitmain S19 miners with 24.3 Ph/s of hashing capacity, and 606 Bitmain S19 XP miners with 84.2 Ph/s of hashing capacity. At May 3, 2023, the assets acquired by the Company from Creek Road Miners, Inc. included 606 Bitmain S19 XP miners for which deposits had been made and were located in Asia. Such miners have now been shipped to the Company in the United States and were deployed for use in cryptocurrency mining operations on June 28, 2023. Basis of Presentation The accompanying condensed consolidated financial statements are unaudited. These unaudited interim condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Certain information and note disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. These interim condensed consolidated financial statements should be read in conjunction with Prairie LLC’s financial statements and notes thereto for the fiscal year ended December 31, 2022 and included in the Company’s Form 8-K/A filed on June 16, 2023. The condensed consolidated balance sheet as of December 31, 2022 included herein was derived from the audited consolidated financial statements as of that date, but does not include all disclosures, including notes, required by GAAP. In the opinion of management, the accompanying unaudited condensed consolidated financial statements contain all adjustments necessary to fairly present the Company’s financial position and results of operations for the interim periods reflected. Except as noted, all adjustments contained herein are of a normal recurring nature. Results of operations for the fiscal periods presented herein are not necessarily indicative of fiscal year-end results. The Company evaluates subsequent events through the date the financial statements are issued. Going Concern Analysis The Company had a net loss of $ 21.1 million for the three months ended June 30, 2023. We cannot predict if we will be profitable. We may continue to incur losses for an indeterminate period of time and may be unable to achieve profitability. An extended period of losses and negative cash flow may prevent us from successfully operating and expanding our business. We may be unable to achieve or sustain profitability on a quarterly or annual basis. On June 30, 2023, we had cash and cash equivalents of $ 8.6 million, a working capital surplus of approximately $ 1.9 million, and an accumulated deficit of approximately $ 21.0 million. The assessment of the liquidity and going concern requires the Company to make estimates of future activity and judgments about whether the Company can meet its obligations and has adequate liquidity to operate. Significant assumptions used in the Company’s forecasted model of liquidity in the next 12 months include its current cash position, inclusive of the impacts from the Merger and related transactions discussed above, and its ability to manage spending. Based on an assessment of these factors, management believes that the Company will have adequate liquidity for its operations for at least the next 12 months. The accompanying condensed consolidated financial statements have been prepared assuming that the Company will continue as a going concern. The condensed consolidated financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets, or the amounts and classification of liabilities that may result from the matters discussed herein. | ||
Creek Road Miners Inc [Member] | |||
Organization, Description of Business and Basis of Presentation | Note 1. Organization, Nature of Business and Basis of Presentation Organization, Description of Business and Basis of Presentation Organization Creek Road Miners, Inc. (formerly known as Wizard Brands, Inc., Wizard Entertainment, Inc., Wizard World, Inc., and GoEnergy, Inc.) was incorporated in Delaware on May 2, 2001. Prior to cryptocurrency mining operations that began in October 2021, the Company produced live and virtual pop culture conventions and events and sold a gelatin machine and related consumables that were discontinued in 2021. In addition, the Company operated an eCommerce site selling pop culture memorabilia that was discontinued on June 30, 2022 (known collectively as “legacy operations”). On August 6, 2021, we entered into an Asset Purchase Agreement (the “Informa Agreement”) with Informa Pop Culture Events, Inc., a Delaware corporation (“Informa”). Pursuant to the Informa Agreement, Creek Road Miners Corp. (fka Kick the Can Corp.) sold, transferred, and assigned certain assets, properties, and rights to Informa related to the business of operating and producing live pop culture events. The Company released deferred revenue and other liabilities totaling $ 722,429 On September 15, 2021, we sold our wholly owned subsidiary which contained our Jevo assets and all rights to our Jevo operations for $ 1,500,000 1,130,740 We implemented a 1-for-20 reverse stock split of our outstanding shares of common stock that was effective on January 23, 2020. Unless otherwise noted, all share and related option, warrant, and convertible security information presented has been retroactively adjusted to reflect the reduced number of shares, and the increase in the share price which resulted from this action. Merger Agreement On October 24, 2022, the Company, Creek Road Merger Sub, LLC, a Delaware limited liability company and wholly-owned subsidiary of the Company, and Prairie Operating Co., LLC, a Delaware limited liability company (“Prairie”), entered into an Agreement and Plan of Merger (the “Merger Agreement”), pursuant to which Merger Sub will merge with and into Prairie (the “Merger”), with Prairie surviving and continuing to exist as a Delaware limited liability company and a wholly-owned subsidiary of the Company. At the effective time of the Merger (the “Effective Time”), the Company will (a) deliver the greater of (A) 2,000,000 0.0001 (B) the product of (x) the number of issued and outstanding shares of common stock immediately following the consummation of the Restructuring Transactions (as defined below) by the Company multiplied by (y) 33.33% to the members of Prairie (the “Prairie Members”) and (b) convert certain options to purchase membership interests of Prairie into restricted performance-based options to purchase, in the aggregate, 8,000,000 shares of common stock for $0.25 per share only exercisable if specific production hurdles are achieved. In connection with the Merger, the Company will cause the following restructuring transactions (the “Restructuring Transactions”): (1) all holders of the Company’s outstanding shares of Series A preferred stock, Series B preferred stock, Series C preferred stock, and 12% senior secured convertible debentures (the “Convertible Debentures”), and holders of certain warrants, certain convertible promissory notes and certain other accrued liabilities, will convert their respective shares of Series A preferred stock, Series B preferred stock, Series C preferred stock and Convertible Debentures, and respective warrants, convertible promissory notes and accrued liabilities into shares of common stock and (2) thereafter, the Company shall effect a reverse stock split of the common stock at a ratio between 1-23 and 1-30 (the “Reverse Stock Split”). Nature of Business Cryptocurrency Mining We generate substantially all our revenue through cryptocurrency we earn through our mining activities. We have historically mined and held Bitcoin exclusively, which we may sell to fund our operating and capital expenditures. Our mining operations commenced on October 24, 2021. We use special cryptocurrency mining computers (known as “miners”) to solve complex cryptographic algorithms to support the Bitcoin blockchain and, in return, receive Bitcoin as our reward. Miners measure their processing power, which is known as “hashing” power, in terms of the number of hashing algorithms solved (or “hashes”) per second, which is the miner’s “hash rate.” We participate in mining pools that pool the resources of groups of miners and split cryptocurrency rewards earned according to the “hashing” capacity each miner contributes to the mining pool. Since June 30, 2022 the Company is neither receiving meaningful cryptocurrency awards nor generating meaningful revenue from cryptocurrency mining. Mining Equipment All of our miners were manufactured by Bitmain, and incorporate application-specific integrated circuit (“ASIC”) chips specialized to solve blocks on the Bitcoin blockchains using the 256-bit secure hashing algorithm (“SHA-256”) in return for Bitcoin cryptocurrency rewards. As of December 31, 2022, we had 510 Bitmain S19J Pro miners with 51.0 Ph/s of hashing capacity and 270 Bitmain S19 miners with 24.3 Ph/s of hashing capacity, none of which were in service. On December 17, 2021 the Company entered into a Non-Fixed Price Sales and Purchase Agreement (the “Bitmain Agreement”) with Bitmain Technologies Limited (“Bitmain”) for 600 Bitmain S19XP miners with a reference price of approximately $ 11,250 6,762,000 3,969,000 47,600 Schedule of Market Price of Miners Market Price per Miner Total Amount July 2022 batch (100 miners) $ 7,756 $ 775,600 August 2022 batch (100 miners) 7,140 714,000 September 2022 batch (100 miners) 7,140 714,000 October 2022 batch (100 miners) 6,510 651,000 November 2022 batch (100 miners) 5,810 581,000 December 2022 batch (100 miners) 5,810 581,000 Estimated total amount due 4,016,600 Less: Payments made 3,969,000 Remaining amount due $ 47,600 As of December 31, 2022, all 600 miners purchased from Bitmain have not been delivered to the Company, and will remain undelivered until all fees are paid to ship the miners from the Bitmain facility to the Company. Mining Results The Company measures its operations by the number and U.S. Dollar (US$) value of the cryptocurrency rewards it earns from its cryptocurrency mining activities. The following table presents additional information regarding our cryptocurrency mining operations: Schedule of Cryptocurrency Mining Operations Quantity of Bitcoin US$ Amounts Balance September 30, 2021 — $ — Revenue recognized from cryptocurrency mined 6.7 369,804 Mining pool operating fees (0.1 ) (7,398 ) Impairment of cryptocurrencies — (59,752 ) Balance December 31, 2021 6.6 $ 302,654 Revenue recognized from cryptocurrency mined 8.3 343,055 Mining pool operating fees (0.2 ) (6,868 ) Impairment of cryptocurrencies — (106,105 ) Balance March 31, 2022 14.7 $ 532,736 Revenue recognized from cryptocurrency mined 4.6 166,592 Mining pool operating fees (0.1 ) (3,428 ) Proceeds from the sale of cryptocurrency (18.9 ) (564,205 ) Realized loss on the sale of cryptocurrency — (131,075 ) Impairment of cryptocurrencies — (34 ) Balance June 30, 2022 (1) 0.3 $ 586 Revenue recognized from cryptocurrency mined 0.3 7,955 Mining pool operating fees — (156 ) Impairment of cryptocurrencies — (1,035 ) Balance September 30, 2022 (1) 0.6 $ 7,350 Balance beginning 0.6 $ 7,350 Revenue recognized from cryptocurrency mined — — Mining pool operating fees — — Proceeds from the sale of cryptocurrency (0.6 ) (11,203 ) Realized gain on the sale of cryptocurrency — 3,853 Realized gain (loss) on the sale of cryptocurrency — 3,853 Balance December 31, 2022 (1) — $ — Balance — $ — (1) Since June 30, 2022 the Company is neither receiving meaningful cryptocurrency awards nor generating meaningful revenue from cryptocurrency mining. Factors Affecting Profitability Our business is heavily dependent on the market price of Bitcoin. The prices of cryptocurrencies, specifically Bitcoin, have experienced substantial volatility. Further affecting the industry, and particularly for the Bitcoin blockchain, the cryptocurrency reward for solving a block is subject to periodic incremental halving. Halving is a process designed to control the overall supply and reduce the risk of inflation in cryptocurrencies using a Proof-of-Work consensus algorithm. At a predetermined block, the mining reward is cut in half, hence the term “halving”. For Bitcoin the reward was initially set at 50 Bitcoin currency rewards per block. The Bitcoin blockchain has undergone halving three times since its inception as follows: (1) on November 28, 2012 at block 210,000; (2) on July 9, 2016 at block 420,000; and (3) on May 11, 2020 at block 630,000, when the reward was reduced to its current level of 6.25 Bitcoin per block. The next halving for the Bitcoin blockchain is anticipated to occur in March 2024 at block 840,000, when the reward will be reduced to 3.125 Bitcoin per block. This process will reoccur until the total amount of Bitcoin currency rewards issued reaches 21 million and the theoretical supply of new Bitcoin is exhausted. Many factors influence the price of Bitcoin, and potential increases or decreases in prices in advance of, or following, a future halving is unknown. We have historically mined and held Bitcoin exclusively, which we may sell to fund our operating and capital expenditures. S ince June 30, 2022 the Company is neither receiving meaningful cryptocurrency awards nor generating meaningful revenue from cryptocurrency mining. Our business is heavily dependent on the market price of Bitcoin, which has experienced substantial volatility and has recently dropped to its lowest price since December 2020. As of December 31, 2022 the market price of Bitcoin was $ 16,547 67,000 Government Regulation Cryptocurrency is increasingly becoming subject to governmental regulation, both in the U.S. and internationally. State and local regulations also may apply to our activities and other activities in which we may participate in the future. Numerous regulatory bodies have shown an interest in regulating blockchain or cryptocurrency activities. For example, on March 9, 2022 President Biden signed an executive order on cryptocurrencies. While the executive order does not mandate any specific regulations, it instructs various federal agencies to consider potential regulatory measures, including the evaluation of the creation of a U.S. Central Bank digital currency. Future changes to existing regulations or entirely new regulations may affect our business in ways it is not presently possible for us to predict with any reasonable degree of reliability. As the regulatory and legal environment evolves, we may become subject to new laws and regulation which may affect our mining and other activities. For additional discussion regarding our belief about the potential risks existing and future regulation pose to our business, see the Section entitled “Risk Factors”. Basis of Presentation The Company’s consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). | ||
Prairie Operating Co LLC [Member] | |||
Organization, Description of Business and Basis of Presentation | Note 1 – Organization and Nature of Business Organization, Description of Business and Basis of Presentation Organization and General Prairie Operating Co., LLC (the “Company”) is a limited liability company formed under the laws of the State of Delaware on June 7, 2022. The Company was formed for the purpose of acquiring and operating oil and gas properties in the United States. As of December 31, 2022, the Company had not commenced any operations. All activity for the period from June 7, 2022 (inception) to December 31, 2022, relates to the Company’s formation, the Merger (as defined below) and the Exok Acquisition (see Notes 1 and 6). As of December 31, 2022, the Company did not generate any operating revenues. The Company has selected December 31 as its fiscal year end. Merger Agreement On October 24, 2022, the Company entered into an agreement and plan of merger (the “Merger Agreement”) with Prairie Operating Co., a Delaware corporation (“PrairieCo”), and Creek Road Merger Sub, LLC, a Delaware limited liability company (“Merger Sub”), pursuant to which Merger Sub merged with and into the Company (the “Merger”), with the Company surviving and continuing to exist as a Delaware limited liability company and a wholly-owned subsidiary of PrairieCo. The Merger closed on May 3, 2023 (the “Closing Date”). See Note 6 for further discussion. Acquisition of Oil and Gas Properties Concurrently with entering into the Merger Agreement, the Company entered into a purchase and sale agreement (the “PSA”) with Exok, Inc. (“Exok”) to acquire certain oil and gas leasehold interests (the “Exok Assets”) covering 23,485 37,030 28,182,000 24,000,000 4,182,000 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended | 7 Months Ended | 12 Months Ended |
Jun. 30, 2023 | Dec. 31, 2022 | Dec. 31, 2022 | |
Summary of Significant Accounting Policies | Note 2. Summary of Significant Accounting Policies Principles of Consolidation The accompanying financial statements are consolidated and include the accounts of the Company and its wholly-owned subsidiaries. Intercompany balances and transactions have been eliminated in consolidation. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting periods. Actual results could differ from these estimates. These estimates and assumptions include estimates for reserves of uncollectible accounts, accruals for potential liabilities, estimates and assumptions made in valuing assets and debt instruments issued in the Merger, and realization of deferred tax assets. Concentration of Credit Risk Financial instruments, which potentially subject the Company to concentrations of credit risk, consist of cash and cash equivalents. The Company places its cash with high quality financial institutions and at times may exceed the FDIC $ 250,000 Cash and Cash Equivalents Cash and cash equivalents are defined by the Company as short-term, highly liquid investments that have an original maturity of three months or less and deposits in money market mutual funds that are readily convertible into cash. Management considers cash and cash equivalents to have minimal credit and market risk. The Company had $ 8,551,483 79,845 Accounts Receivable Accounts receivable represents revenue recognized, but for which payment has not yet been received. No allowance for doubtful accounts was recorded as of June 30, 2023 and December 31, 2022. Property and equipment E&P Exploratory drilling costs are initially capitalized, or suspended, pending the determination of proved reserves. If proved reserves are found, drilling costs remain capitalized and are classified as proved properties. Costs of unsuccessful wells are charged to exploration expense. For exploratory wells that find reserves that cannot be classified as proved when drilling is completed, costs continue to be capitalized as suspended exploratory drilling costs if there have been sufficient reserves found to justify completion as a producing well and sufficient progress is being made in assessing the reserves and the economic and operational viability of the project. If we determine that future appraisal drilling or development activities are unlikely to occur, associated suspended exploratory well costs are expensed. In some instances, this determination may take longer than one year. We review the status of all suspended exploratory drilling costs quarterly. Costs to develop proved reserves, including the costs of all development wells and related equipment used in the production of natural gas and oil are capitalized. Costs of drilling and equipping successful wells, costs to construct or acquire facilities, and associated asset retirement costs are depreciated using the unit-of-production (“UOP”) method based on total estimated proved developed oil and natural gas reserves. Costs of acquiring proved properties, including leasehold acquisition costs transferred from unproved properties, are depleted using the UOP method based on total estimated proved developed and undeveloped reserves. Proceeds from the sales of individual oil and natural gas properties and the capitalized costs of individual properties sold or abandoned are credited and charged, respectively, to accumulated depreciation, depletion and amortization, if doing so does not materially impact the depletion rate of an amortization base. Generally, no gain or loss is recognized until an entire amortization base is sold. However, a gain or loss is recognized from the sale of less than an entire amortization base if the disposition is significant enough to materially impact the depletion rate of the remaining properties in the amortization base. When circumstances indicate that the carrying value of proved oil and natural gas properties may not be recoverable, we compare unamortized capitalized costs to the expected undiscounted pre-tax future cash flows for the associated assets grouped at the lowest level for which identifiable cash flows are independent of cash flows of other assets. If the expected undiscounted pre-tax future cash flows, based on our estimate of future crude oil and natural gas prices, operating costs, anticipated production from proved reserves and other relevant data, are lower than the unamortized capitalized costs, the capitalized costs are reduced to fair value. Fair value is generally estimated using the income approach described in Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic (“ASC”) 820, Fair Value Measurements. If applicable, we utilize prices and other relevant information generated by market transactions involving assets and liabilities that are identical or comparable to the item being measured as the basis for determining fair value. The expected future cash flows used for impairment reviews and related fair value measurements are typically based on judgmental assessments of commodity prices, pricing adjustments for differentials, operating costs, capital investment plans, future production volumes, and estimated proved reserves, considering all available information at the date of review. These assumptions are applied to develop future cash flow projections that are then discounted to estimated fair value, using a market-based weighted average cost of capital. Cryptocurrency Mining 2 5 Management assesses the carrying value of property and equipment whenever events or changes in circumstances indicate that the carrying value may not be recoverable. If there is indication of impairment, management prepares an estimate of future cash flows expected to result from the use of the asset and its eventual disposition. If these cash flows are less than the carrying amount of the asset, an impairment loss is recognized to write down the asset to its estimated fair value. Cryptocurrency Mining assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. An estimate of undiscounted future cash flows produced by the asset, or the appropriate grouping of assets, is compared to the carrying value to determine whether an impairment exists, pursuant to the provisions of ASC 360-10 “Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to Be Disposed Of.” If an asset is determined to be impaired, the loss is measured based on quoted market prices in active markets, if available. If quoted market prices are not available, the estimate of fair value is based on various valuation techniques, including a discounted value of estimated future cash flows and fundamental analysis. Fair value of financial instruments ASC 820, Fair Value Measurements and Disclosures Level 1 valuations bservable inputs that reflect unadjusted quoted prices for identical assets or liabilities in active markets as of the reporting date. Level 2 valuations observable market-based inputs or unobservable inputs that are corroborated by market data. These are inputs other than quoted prices in active markets included in Level 1 that are either directly or indirectly observable as of the reporting date. Level 3 valuations Consist of unobservable inputs that are not corroborated by market data and may be used with internally developed methodologies that result in management’s best estimate of fair value. The carrying amounts and estimated fair values of the Company’s financial assets and liabilities that were measured at fair value on a recurring basis as of June 30, 2023 and December 31, 2022 were as follows: Schedule of Fair value Assets and Liabilities Measured on Recurring Basis June 30, 2023 December 31, 2022 Carrying Amount Fair Value Carrying Amount Fair Value Cash and cash equivalents $ 8,551,483 $ 8,551,483 $ 79,845 $ 79,845 Senior convertible debentures 2,722,000 2,722,000 — — SBA loan 150,000 150,000 — — Share issuance liability 1,235,823 1,235,823 — — The carrying values of accounts receivable, other current assets, accounts payable and other current liabilities on the consolidated balance sheets approximate fair value because of their short-term nature. For debt and obligation share liability, the following methods and assumptions were used to estimate fair value: Debt: Share issuance liability: Assets and liabilities measured at fair value on a recurring basis as of June 30, 2023 are summarized below. There were no assets and liabilities measured at fair value on a recurring basis as of December 31, 2022. Schedule of Assets And Liabilities Measured at Fair Value Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs Not Corroborated by Market Data (Level 3) Assets (Liabilities) at Fair Value June 30, 2023 Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs Not Corroborated by Market Data (Level 3) Assets (Liabilities) at Fair Value Senior convertible debentures $ — $ — $ 2,722,000 $ 2,722,000 Share issuance liability 1,235,823 — — 1,235,823 The significant unobservable inputs used in the Level 3 fair value measurement of the senior convertible debentures as of May 3, 2023 (date of the Merger) and June 30, 2023 and their values are as follows: Schedule of Senior Convertible Debentures May 3, 2023 June 30, 2023 Volatility 75 % 75 % Yield 20.00 % 19.35 % Volatility was estimated using stock price volatility of the Company and a set of peer companies over a lookback period equal to the time to maturity. Yields were estimated using a range of 15.00 25.00 14.35 24.35 The provides a summary of changes in the fair value of the Company ’ s evel 3 for the three months ended . Schedule of Fair Value For Level 3 Liabilities Balance at December 31, 2022 $ — Senior convertible debentures assumed in the Merger 1,981,000 Losses reported in earnings 741,000 Balance at June 30, 2023 $ 2,722,000 Commitments and Contingencies The Company recognizes a liability for loss contingencies when it believes it is probable a liability has been incurred, and the amount can be reasonably estimated. If some amount within a range of loss appears at the time to be a better estimate than any other amount within the range, the Company accrues that amount. When no amount within the range is a better estimate than any other amount the Company accrues the minimum amount in the range. The Company has not recorded any such liabilities as of June 30, 2023 and December 31, 2022. Revenue Recognition The Company accounts for revenue in accordance with ASC 606, Revenue from Contracts with Customers. The underlying principle of ASC 606 is to recognize revenue to depict the transfer of goods or services to customers at the amount expected to be collected. Revenues are recognized when control of the promised goods or services are transferred to a customer, in an amount that reflects the consideration that we expect to receive in exchange for those goods or services. The Company applies the following five steps in order to determine the appropriate amount of revenue to be recognized as we fulfill our obligations under each of our agreements: ● identify the contract with a customer; ● identify the performance obligations in the contract; ● determine the transaction price; ● allocate the transaction price to performance obligations in the contract; and ● recognize revenue as the performance obligation is satisfied. The Company’s Cryptocurrency Mining assets that are in service are operating under a contract with Atlas Power Hosting, LLC (“Atlas”) whereby Atlas hosts, operates, and manages the Company’s assets. The Company receives payment in U.S. dollars for the daily net mining revenue representing the dollar value of the cryptocurrency award generated less power and other costs. The Company does not currently receive or own cryptocurrencies under this contract. Fair value of any cryptocurrency award received is determined using the market rate of the related cryptocurrency at the time of receipt. There is currently no specific definitive guidance under GAAP or alternative accounting framework for the accounting for cryptocurrencies recognized as revenue or held, and management has exercised significant judgment in determining the appropriate accounting treatment. In the event authoritative guidance is enacted by the FASB, the Company may be required to change its policies, which could have an effect on the Company’s consolidated financial position and results from operations. Cryptocurrency Mining Costs The Company’s cryptocurrency mining costs consist primarily of direct costs under the Atlas contract described above, but exclude depreciation and amortization, which are separately stated in the Company’s consolidated statements of operations. Income taxes We account for income taxes using the asset and liability method whereby deferred tax assets are recognized for deductible temporary differences, and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. Earnings (Loss) Per Common Share The two-class method of computing earnings per share is required for entities that have participating securities. The two-class method is an earnings allocation formula that determines earnings per share for participating securities according to dividends declared (or accumulated) and participation rights in undistributed earnings. Our Series D Preferred Stock and AR Debentures are participating securities. Basic earnings (loss) per common share (“EPS”) is calculated by dividing net income (loss) attributable to common stock holders by the weighted average number of shares of common stock outstanding each period. Dilutive EPS is calculated by dividing adjusted net income (loss) attributable to common stock holders by the weighted average number of shares of common stock outstanding each period, which includes the effect of potentially dilutive securities. Potentially dilutive securities for the diluted EPS calculation consists of (i) AR Debentures, (ii) Obligation Shares (defined below), (iii) Series D Preferred Stock, (iv) warrants for common stock and (v) exercisable common stock options. Basic and diluted earnings (loss) attributable to common stockholders is the same for the three months and six months ended June 30, 2023 because the Company has only incurred losses and all potentially dilutive securities are anti-dilutive. Potentially dilutive securities that were not included in the computation of diluted earnings (loss) attributable to common stockholders at June 30, 2023 because their inclusion would be anti-dilutive are as follows: Schedule of Anti-dilutive Securities Excluded from Earnings Per Share Potentially Dilutive Security Quantity Stated Value Per Share Total Value or Stated Value Assumed Conversion Price Resulting Common Shares Common stock options (1) 8,202,500 $ — $ — $ — 202,500 Common stock warrants 200,126,815 — — — 200,126,815 Obligation Shares 5,884,872 — — — 5,884,872 AR Debentures — — 2,000,000 0.175 11,428,571 Series D preferred stock 21,799 1,000 21,799,000 0.175 124,567,143 Total 342,209,901 (1) Includes the Merger Options, which were not exercisable as of June 30, 2023 (see Note 12). Related Parties The Company follows ASC 850-10, Related Parties, for the identification of related parties and disclosure of related party transactions. Pursuant to Section 850-10-20, the related parties include: (a) affiliates of the Company (“affiliate” means, with respect to any specified person, any other person that, directly or indirectly through one or more intermediaries, controls, is controlled by or is under common control with such person, as such terms are used in and construed under Rule 405 under the Securities Act of 1933, as amended (the “Securities Act”)); (b) entities for which investments in their equity securities would be required, absent the election of the fair value option under the Fair Value Option Subsection of Section 825-10-15, to be accounted for by the equity method by the investing entity; (c) trusts for the benefit of employees, such as pension and profit-sharing trusts that are managed by or under the trusteeship of management; (d) principal owners of the Company; (e) management of the Company; (f) other parties with which the Company may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests; and (g) other parties that can significantly influence the management or operating policies of the transacting parties or that have an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests. Recently Issued Accounting Pronouncements Recent accounting pronouncements issued by the FASB, including its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company’s present or future consolidated financial statements. | ||
Creek Road Miners Inc [Member] | |||
Summary of Significant Accounting Policies | Note 3. Summary of Significant Accounting Policies Principles of Consolidation The accompanying financial statements are consolidated and include the accounts of the Company and its wholly-owned subsidiaries. Intercompany balances and transactions have been eliminated in consolidation. The following table lists the Company’s wholly-owned subsidiaries as of December 31, 2022: Schedule of Company’s Wholly-owned Subsidiaries Name of consolidated subsidiary or entity State or other jurisdiction of incorporation or organization Date of incorporation or formation (date of acquisition, if applicable) Attributable Creek Road Miners Corp. (fka Kick the Can Corp.) Nevada, U.S.A. September 20, 2010 100 % Wizard Special Events, LLC California, U.S.A. June 5, 2018 100 % Creek Road Merger Sub, LLC Delaware, U.S.A. October 4, 2022 100 % Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting periods. Actual results could differ from these estimates. These estimates and assumptions include estimates for reserves of uncollectible accounts, accruals for potential liabilities, assumptions made in valuing equity instruments issued for services or acquisitions, and realization of deferred tax assets. Reclassification Certain prior period amounts have been reclassified to conform to current period presentation. Such reclassification did not affect net assets, net loss or cash flows as previously presented. Cash and cash equivalents For purposes of the statements of cash flows, the Company defines cash equivalents as all highly liquid debt instruments purchased with an original maturity of three months or less. In all periods presented, cash equivalents consist primarily of money market funds. Fair value of financial instruments Under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 820, Fair Value Measurements and Disclosures Level 1 – Quoted prices in active markets for identical assets or liabilities. Level 2 – Inputs, other than the quoted prices in active markets, are observable either directly or indirectly. Level 3 – Unobservable inputs based on the Company’s assumptions. The Company is required to use observable market data if such data is available without undue cost and effort. The Company has no fair value items required to be disclosed as of December 31, 2022 or 2021 under these requirements. The carrying amounts of financial assets and liabilities, such as cash and cash equivalents, accounts receivable and accounts payable, approximate their fair values because of the short maturity of these instruments. Transactions involving related parties typically cannot be presumed to be carried out on an arm’s-length basis, as the requisite conditions of competitive, free market dealings may not exist. However, in the case of the secured convertible debentures due to related parties, the Company obtained a fairness opinion from an independent third party which supports that the transaction was carried out at an arm’s length basis. Concentration of Credit Risk Financial instruments, which potentially subject the Company to concentrations of credit risk, consist of cash and cash equivalents. The Company places its cash with high quality financial institutions and at times may exceed the FDIC $ 250,000 Cryptocurrency Cryptocurrency (Bitcoin) is included in current assets in the accompanying consolidated balance sheets. The classification of cryptocurrencies as a current asset has been made after the Company’s consideration of the significant consistent daily trading volume on readily available cryptocurrency exchanges and the absence of limitations or restrictions on Company’s ability to sell Bitcoin. Cryptocurrencies awarded to the Company through its mining activities are accounted for in connection with the Company’s revenue recognition policy disclosed below. Cryptocurrencies held are accounted for as intangible assets with indefinite useful lives. An intangible asset with an indefinite useful life is not amortized but assessed for impairment annually, or more frequently, when events or changes in circumstances occur indicating that it is more likely than not that the indefinite-lived asset is impaired. Impairment exists when the carrying amount exceeds its fair value, which is measured using the quoted price of the cryptocurrency at the time its fair value is being measured. In testing for impairment, the Company has the option to first perform a qualitative assessment to determine whether it is more likely than not that an impairment exists. If it is determined that it is not more likely than not that an impairment exists, a quantitative impairment test is not necessary. If the Company concludes otherwise, it is required to perform a quantitative impairment test. To the extent an impairment loss is recognized, the loss establishes the new cost basis of the asset. Subsequent reversal of impairment losses is not permitted. Cryptocurrencies awarded to the Company through its mining activities are included within operating activities on the accompanying consolidated statements of cash flows. Impairment of Long-Lived Assets Long-lived assets are comprised of intangible assets and property and equipment. Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. An estimate of undiscounted future cash flows produced by the asset, or the appropriate grouping of assets, is compared to the carrying value to determine whether an impairment exists, pursuant to the provisions of FASB ASC 360-10 “Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to Be Disposed Of”. If an asset is determined to be impaired, the loss is measured based on quoted market prices in active markets, if available. If quoted market prices are not available, the estimate of fair value is based on various valuation techniques, including a discounted value of estimated future cash flows and fundamental analysis. The Company reports an asset to be disposed of at the lower of its carrying value or its estimated net realizable value. Property and equipment Property and equipment are stated at cost and are depreciated using the straight-line method over their estimated useful lives of 3 9 Management assesses the carrying value of property and equipment whenever events or changes in circumstances indicate that the carrying value may not be recoverable. If there is indication of impairment, management prepares an estimate of future cash flows expected to result from the use of the asset and its eventual disposition. If these cash flows are less than the carrying amount of the asset, an impairment loss is recognized to write down the asset to its estimated fair value. Leases The Company accounts for leases in accordance with the provisions of ASC 842, Leases. This standard requires lessees to recognize on the balance sheet assets and liabilities for leases with lease terms of more than 12 months. The recognition, measurement, and presentation of expenses and cash flows arising from a lease by a lessee will depend primarily on its classification as a finance or operating lease. We determine if an arrangement contains a lease at inception. Right of use (“ROU”) assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. ROU assets and liabilities are recognized at the lease commencement date based on the estimated present value of lease payments over the lease term. Our leases consist of leaseholds on office space. We utilized a portfolio approach in determining our discount rate. The portfolio approach takes into consideration the range of the term, the range of the lease payments, the category of the underlying asset and our estimated incremental borrowing rate, which is derived from information available at the lease commencement date, in determining the present value of lease payments. We also give consideration to our recent debt issuances as well as publicly available data for instruments with similar characteristics when calculating our incremental borrowing rates. We recognize lease expense for these leases on a straight-line basis over the lease term. We recognize variable lease payments in the period in which the obligation for those payments is incurred. Variable lease payments that depend on an index or a rate are initially measured using the index or rate at the commencement date, otherwise variable lease payments are recognized in the period incurred. Revenue Recognition The Company accounts for revenue in accordance with ASC 606, Revenue from Contracts with Customers. The underlying principle of ASC 606 is to recognize revenue to depict the transfer of goods or services to customers at the amount expected to be collected. Revenues are recognized when control of the promised goods or services are transferred to a customer, in an amount that reflects the consideration that we expect to receive in exchange for those goods or services. The Company applies the following five steps in order to determine the appropriate amount of revenue to be recognized as we fulfill our obligations under each of our agreements: ● identify the contract with a customer; ● identify the performance obligations in the contract; ● determine the transaction price; ● allocate the transaction price to performance obligations in the contract; and ● recognize revenue as the performance obligation is satisfied. The Company has entered into digital asset mining pools by executing contracts with the mining pool operators to provide computing power to the mining pool. The contracts are terminable at any time by either party and the Company’s enforceable right to compensation only begins when the Company provides computing power to the mining pool operator. In exchange for providing computing power, the Company is entitled to a fractional share of the fixed cryptocurrency award the mining pool operator receives (less digital asset transaction fees to the mining pool operator which are recorded as a component of cost of revenues) for successfully adding a block to the blockchain. The Company’s fractional share is based on the proportion of computing power the Company contributed to the mining pool operator to the total computing power contributed by all mining pool participants in solving the current algorithm. Providing computing power in digital asset transaction verification services is an output of the Company’s ordinary activities. The provision of providing such computing power is the only performance obligation in the Company’s contracts with mining pool operators. The transaction consideration the Company receives, if any, is noncash consideration, which the Company measures at fair value on the date received, which is not materially different than the fair value at contract inception or the time the Company has earned the award from the pools. The consideration is all variable. Because it is not probable that a significant reversal of cumulative revenue will not occur, the consideration is constrained until the mining pool operator successfully places a block (by being the first to solve an algorithm) and the Company receives confirmation of the consideration it will receive, at which time revenue is recognized. There is no significant financing component in these transactions. Fair value of the cryptocurrency award received is determined using the market rate of the related cryptocurrency at the time of receipt. There is currently no specific definitive guidance under GAAP or alternative accounting framework for the accounting for cryptocurrencies recognized as revenue or held, and management has exercised significant judgment in determining the appropriate accounting treatment. In the event authoritative guidance is enacted by the FASB, the Company may be required to change its policies, which could have an effect on the Company’s consolidated financial position and results from operations. Cryptocurrency Mining Costs The Company’s cryptocurrency mining costs consist primarily of direct costs of earning Bitcoin related to mining operations, including mining pool fees, fuel and natural gas costs, turbine rental costs, and mobile data center rental costs, but exclude depreciation and amortization, which are separately stated in the Company’s consolidated statements of operations. Reverse Stock Split We implemented a 1-for-20 reverse stock split of our outstanding shares of common stock that was effective on January 23, 2020. Unless otherwise noted, all share and related option, warrant, and convertible security information presented has been retroactively adjusted to reflect the reduced number of shares, and the increase in the share price which resulted from this action. Stock-Based Compensation The Company periodically issues stock options, warrants and restricted stock to employees and non-employees for services, in capital raising transactions, and for financing costs. The Company accounts for share-based payments under the guidance as set forth in the Share-Based Payment Topic 718 of the FASB Accounting Standards Codification, which requires the measurement and recognition of compensation expense for all share-based payment awards made to employees, officers, directors, and consultants, including employee stock options, based on estimated fair values. The Company estimates the fair value of stock option and warrant awards to employees and directors on the date of grant using an option-pricing model, and the value of the portion of the award that is ultimately expected to vest is recognized as expense over the required service period in our Statements of Operations. We estimate the fair value of restricted stock awards to employees and directors using the market price of our common stock on the date of grant, and the value of the portion of the award that is ultimately expected to vest is recognized as expense over the required service period in our Statements of Operations. Income taxes The Company accounts for income taxes using the asset and liability method whereby deferred tax assets are recognized for deductible temporary differences, and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. Discontinued Operations On August 6, 2021, the Company entered into the Informa Agreement with Informa. Pursuant to the Informa Agreement, Creek Road Miners Corp. (fka Kick the Can Corp.) sold, transferred, and assigned certain assets, properties, and rights to Informa related to the business of operating and producing live pop culture events. The Company released deferred revenue and other liabilities totaling $ 722,429 On September 15, 2021, the Company sold our wholly owned subsidiary which contained our Jevo assets and all rights to our Jevo operations for $ 1,500,000 1,130,740 In addition, the Company operated an eCommerce site selling pop culture memorabilia that was discontinued on June 30, 2022. The related assets and liabilities associated with the discontinued operations in our consolidated balance sheets for the years ending December 31, 2022 and 2021, are classified as discontinued operations. Additionally, the financial results associated with discontinued operations in our consolidated statement of operations for the years ending December 31, 2022 and 2021, are classified as discontinued operations. Earnings (Loss) Per Common Share Basic earnings (loss) per share is computed by dividing earnings (loss) attributable to common stockholders by the weighted average number of common shares outstanding for the period. Diluted earnings per share is computed by dividing earnings (loss) attributable to common stockholders by the weighted average number of common shares outstanding plus the number of additional common shares that would have been outstanding if all dilutive potential common shares had been issued, using the treasury stock method. The dilutive effect of potentially dilutive securities is reflected in diluted net income per share if the exercise prices were lower than the average fair market value of common shares during the reporting period. Potential common shares are excluded from the computation when their effect is antidilutive. Basic and diluted earnings (loss) attributable to common stockholders is the same for the years ended December 31, 2022 and 2021, because the Company has only incurred losses and all potentially dilutive securities are anti-dilutive. Potentially dilutive securities that were not included in the computation of diluted earnings (loss) attributable to common stockholders at December 31, 2022 because their inclusion would be anti-dilutive are as follows: Schedule of Anti-dilutive Securities Excluded from Earnings Per Share Potentially Dilutive Security Quantity Stated Value Per Share (1) Total Value or Stated Value Assumed Conversion Price (1) Resulting Common Shares Common stock options 259,250 $ — $ — — 259,250 Common stock warrants 21,984,266 — — — 21,984,266 Series A preferred stock 256,117 10 2,561,170 0.175 14,635,257 Series B preferred stock 1,439 1,080 1,554,120 0.500 3,108,240 Series C preferred stock 7,630 1,111 8,476,930 0.500 16,953,860 Series B preferred stock warrants 10,000 1,080 10,800,000 0.500 21,600,000 Secured convertible debentures – related parties — — 4,993,700 0.175 28,535,429 Convertible notes payable — — 1,400,000 0.500 2,800,000 Total 109,876,302 (1) As of December 31, 2022 Related Parties The Company follows ASC 850-10, Related Parties, for the identification of related parties and disclosure of related party transactions. Pursuant to Section 850-10-20, the related parties include: (a) affiliates of the Company (“Affiliate” means, with respect to any specified person, any other person that, directly or indirectly through one or more intermediaries, controls, is controlled by or is under common control with such person, as such terms are used in and construed under Rule 405 under the Securities Act); (b) entities for which investments in their equity securities would be required, absent the election of the fair value option under the Fair Value Option Subsection of Section 825-10-15, to be accounted for by the equity method by the investing entity; (c) trusts for the benefit of employees, such as pension and profit-sharing trusts that are managed by or under the trusteeship of management; (d) principal owners of the Company; (e) management of the Company; (f) other parties with which the Company may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests; and (g) other parties that can significantly influence the management or operating policies of the transacting parties or that have an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests. Recently Issued Accounting Pronouncements Recent accounting pronouncements issued by the FASB, including its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company’s present or future consolidated financial statements. | ||
Prairie Operating Co LLC [Member] | |||
Summary of Significant Accounting Policies | Note 2 – Summary of Significant Accounting Policies Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting periods. Actual results could differ from these estimates. Cash and cash equivalents For purposes of the statements of cash flows, the Company defines cash equivalents as all highly liquid debt instruments purchased with an original maturity of three months or less. Accounts Receivable and Allowance for Doubtful Accounts It is the Company’s policy to record accounts receivable at the amount management expects to collect from outstanding balances. The Company generally does not require collateral to support customer receivables. The Company provides an allowance for doubtful accounts based upon a review of the outstanding accounts receivable, historical collection information and existing economic conditions. The Company determines if receivables are past due based on days outstanding, and amounts are written off when determined to be uncollectible by management. The maximum accounting loss from the credit risk associated with accounts receivable is the amount of the receivable recorded, which is the face amount of the receivable net of the allowance for doubtful accounts. As of December 31, 2022, there were no no Fair Value Measurements ASC 820, Fair Value Measurements and Disclosures A fair value hierarchy prioritizes the inputs used in measuring fair value into three broad levels as follows: Level 1 – Quoted prices in active markets for identical assets or liabilities. Level 2 – Inputs, other than the quoted prices in active markets, are observable either directly or indirectly. Level 3 – Unobservable inputs based on the Company’s assumptions. The Company is required to use observable market data if such data is available without undue cost and effort. The carrying amount of the Company’s cash and cash equivalents approximates fair value as of December 31, 2022. Transactions involving related parties typically cannot be presumed to be carried out on an arm’s-length basis, as the requisite conditions of competitive, free market dealings may not exist. Deferred Transaction Costs Deferred transaction costs are expenses directly related to the Merger and related transactions. These costs primarily consist of legal and accounting fees that the Company capitalized. On the date of the Merger, deferred transaction costs related to the PIPE Transaction will be reclassified to equity and the deferred transaction costs related directly to the Merger will be reclassified to the cost of the net assets acquired in the Merger. Accrued Expenses Accrued expenses in our balance sheet consist of $ 2,210,094 in legal costs, $ 9,552 in accounting costs, and $ 300 of other costs. Income Taxes The Company is a limited liability company treated as a partnership for federal and state income tax purposes with all income tax liabilities and/or benefits of the Company being passed through to the members. As such, no recognition of federal or state income taxes for the Company have been provided for in the accompanying financial statements. Any uncertain tax position taken by the member is not an uncertain position of the Company. Related Parties The Company follows ASC 850-10, Related Parties, for the identification of related parties and disclosure of related party transactions. Pursuant to Section 850-10-20, the related parties include: (a) affiliates of the Company (“Affiliate” means, with respect to any specified person, any other person that, directly or indirectly through one or more intermediaries, controls, is controlled by or is under common control with such person, as such terms are used in and construed under Rule 405 under the Securities Act of 1933, as amended); (b) entities for which investments in their equity securities would be required, absent the election of the fair value option under the Fair Value Option Subsection of Section 825-10-15, to be accounted for by the equity method by the investing entity; (c) trusts for the benefit of employees, such as pension and profit-sharing trusts that are managed by or under the trusteeship of management; (d) principal owners of the Company; (e) management of the Company; (f) other parties with which the Company may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests; and (g) other parties that can significantly influence the management or operating policies of the transacting parties or that have an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests. Recently Issued Accounting Pronouncements Recent accounting pronouncements issued by the FASB, including its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company’s present or future consolidated financial statements. |
Purchase Price Allocation
Purchase Price Allocation | 6 Months Ended |
Jun. 30, 2023 | |
Purchase Price Allocation | |
Purchase Price Allocation | Note 3. Purchase Price Allocation Under the terms of the Merger, the Company issued 65,647,676 4,423 The purchase price is calculated based on the fair value of the common stock that the Company’s stockholders immediately prior to the Merger own after the Merger and the fair value of the Series D Preferred Stock issued to the holders of the AR Debentures. With no active trading market for membership interests of Prairie LLC, the fair value of the common stock represents a more reliable measure of the fair value of consideration transferred in the Merger and because it is based upon a quoted price in an active market it is a Level 1 fair value calculation. The fair value of the 4,423 The total purchase price and allocated purchase price is summarized as follows: Schedule of Total Purchase Price Number of shares of common stock of the combined company owned by the Company’s stockholders immediately prior to the merger (1) 110,314,022 Multiplied by the fair value per share of common stock (2) $ 0.09 Fair value of the Company’s pre-Merger common stock 9,928,262 Number of shares of Series D Preferred Stock at to effectuate the Merger 4,423 Multiplied by the fair value per share (3) $ 725.57 Fair value of Series D Preferred Stock issued as consideration 3,209,196 Prairie LLC Transaction costs (4) 2,032,696 Purchase price $ 15,170,154 (1) For purposes of this unaudited pro forma combined financial information, 110,314,022 (2) Based on the last reported sale price of the common stock on OTC Capital Markets on May 3, 2023, the closing date of the Merger (the “Closing Date”). (3) Fair value calculated as described above on May 3, 2023. (4) Prairie LLC transaction costs consist primarily of legal expenses incurred by Prairie LLC. The transaction costs have been reflected as an increase in the purchase price. The purchase price for the Merger was allocated to the net assets acquired on the basis of relative fair values. The fair values of the current assets acquired and current liabilities (excluding the convertible debentures) assumed in the Merger were determined to approximate carrying value of their short-term nature. The fair values of the mining equipment were determined using estimated replacement values of the same or similar equipment and, as such, are Level 3 fair value calculations. The fair values of the secured convertible debentures, SBA loan, and share issuance liability were calculated as described above. Schedule of Allocation of Purchase Price to Net Assets Acquired Purchase Price Allocation: May 3, 2023 Cash and cash equivalents $ 42,360 Accounts receivable 8,014 Prepaid expenses 63,795 Mining equipment (1) 18,140,874 Deposits on mining equipment 2,928,138 Accounts payable and accrued expenses (3,352,389 ) Secured convertible debentures (1,981,000 ) SBA loan payable (150,000 ) Share issuance liability (529,638 ) Net assets acquired $ 15,170,154 (1) In accordance with GAAP for asset acquisitions, the excess purchase price over the fair value of the acquired assets and liabilities was ascribed to the property and equipment acquired. See Note 4 below for additional discussion of the subsequent impairment recognized. |
Property and Equipment
Property and Equipment | 6 Months Ended | 12 Months Ended |
Jun. 30, 2023 | Dec. 31, 2022 | |
Property and Equipment | Note 4. Property and Equipment Property and equipment consisted of the following: Schedule of Property and Equipment June 30, 2023 December 31, 2022 E&P Proved properties $ — $ — Unproved properties 3,189,031 — Total capitalized costs 3,189,031 — Less: Accumulated depreciation, depletion and amortization — — Net capitalized costs $ 3,189,031 $ — Cryptocurrency Mining Cryptocurrency miners $ 4,146,687 $ — Mobile data centers 146,735 — Total 4,293,422 — Less: Accumulated depreciation (132,851 ) — Net, property and equipment $ 4,160,571 $ — Pursuant to the Exok Agreement, the Company has the option to purchase until August 15, 2023, approximately 20,327 32,695 22,182,000 18,000,000 4,182,000 4,182,000 In conjunction with the Merger, the Company recorded the Cryptocurrency Mining equipment assumed in the Merger. In accordance with GAAP for asset acquisitions, the excess purchase price over the fair value of the acquired assets and liabilities was ascribed the property and equipment acquired. Due to the significant excess purchase price being allocated over the fair value of the acquired property and equipment, the Company determined that an indicator of impairment was present. The Company therefore recognized an impairment of $ 16.6 1.5 0.2 | |
Creek Road Miners Inc [Member] | ||
Property and Equipment | Note 6. Property and Equipment Property and equipment, excluding those associated with discontinued operations, stated at cost, less accumulated depreciation and amortization, consisted of the following: Schedule of Property and Equipment 2022 2021 December 31, 2022 2021 Cryptocurrency miners $ 2,152,970 $ 1,784,062 Mobile data centers 219,372 518,663 Computer equipment 6,881 12,771 Total 2,379,223 2,315,496 Less accumulated depreciation (747,216 ) (89,136 ) Net, Property and equipment $ 1,632,007 $ 2,226,360 Depreciation expense, excluding that associated with discontinued operations, for the years ended December 31, 2022 and 2021 amounted to $ 658,080 112,512 5,231,752 All of our miners were manufactured by Bitmain, and incorporate application-specific integrated circuit (“ASIC”) chips specialized to solve blocks on the Bitcoin blockchains using the 256-bit secure hashing algorithm (“SHA-256”) in return for Bitcoin cryptocurrency rewards. As of December 31, 2022, we had 510 Bitmain S19J Pro miners with 51.0 Ph/s of hashing capacity and 270 Bitmain S19 miners with 24.3 Ph/s of hashing capacity, none of which were in service. |
Deposits on Cryptocurrency Mini
Deposits on Cryptocurrency Mining Equipment | 6 Months Ended | 12 Months Ended |
Jun. 30, 2023 | Dec. 31, 2022 | |
Deposits on Cryptocurrency Mining Equipment | Note 5. Deposits on Cryptocurrency Mining Equipment Deposits on cryptocurrency mining equipment, consisted of the following: Schedule of Cryptocurrency Mining Equipment Cryptocurrency Miners Mobile Data Centers Total May 3, 2023 $ 2,778,138 $ 150,000 $ 2,928,138 Balance beginning $ 2,778,138 $ 150,000 $ 2,928,138 Deposits on equipment during the period — — — Equipment delivered and transferred to mining equipment (2,778,138 ) — (2,778,138 ) June 30, 2023 $ — $ 150,000 $ 150,000 B alance $ — $ 150,000 $ 150,000 All deposits resulted from the Merger and there were no such deposits as of December 31, 2022. | |
Creek Road Miners Inc [Member] | ||
Deposits on Cryptocurrency Mining Equipment | Note 4. Deposits on Mining Equipment Deposits on Cryptocurrency Mining Equipment Deposits on mining equipment, consisted of the following: Schedule of Mining Equipment Cryptocurrency Miners Mobile Data Centers Total Balance December 31, 2020 $ — $ — $ — Deposits on equipment during the period 7,089,000 524,230 7,613,230 Equipment delivered during the period — — — Balance December 31, 2021 $ 7,089,000 $ 524,230 $ 7,613,230 Balance beginning $ 7,089,000 $ 524,230 $ 7,613,230 Deposits on equipment during the period 1,602,300 530,430 2,132,730 Equipment delivered during the period (4,722,300 ) (349,980 ) (5,072,280 ) Balance December 31, 2022 $ 3,969,000 $ 704,680 $ 4,673,680 Balance ending $ 3,969,000 $ 704,680 $ 4,673,680 All of our miners were manufactured by Bitmain, and incorporate application-specific integrated circuit (“ASIC”) chips specialized to solve blocks on the Bitcoin blockchains using the 256-bit secure hashing algorithm (“SHA-256”) in return for Bitcoin cryptocurrency rewards. As of December 31, 2022, we had 510 Bitmain S19J Pro miners with 51.0 Ph/s of hashing capacity and 270 Bitmain S19 miners with 24.3 Ph/s of hashing capacity, none of which were in service. On December 17, 2021 the Company entered into a Non-Fixed Price Sales and Purchase Agreement (the “Bitmain Agreement”) with Bitmain Technologies Limited (“Bitmain”) for 600 Bitmain S19XP miners with a reference price of approximately $ 11,250 6,762,000 3,969,000 47,600 Schedule of Estimated Market Price of Miners Market Price per Miner Total Amount July 2022 batch (100 miners) $ 7,756 $ 775,600 August 2022 batch (100 miners) 7,140 714,000 September 2022 batch (100 miners) 7,140 714,000 October 2022 batch (100 miners) 6,510 651,000 November 2022 batch (100 miners) 5,810 581,000 December 2022 batch (100 miners) 5,810 581,000 Estimated total amount due 4,016,600 Less: Payments made 3,969,000 Remaining amount due $ 47,600 As of December 31, 2022, all 600 miners purchased from Bitmain have not been delivered to the Company, and will remain undelivered until all fees are paid to ship the miners from the Bitmain facility to the Company. |
Accounts Payable and Accrued Ex
Accounts Payable and Accrued Expenses | 6 Months Ended |
Jun. 30, 2023 | |
Payables and Accruals [Abstract] | |
Accounts Payable and Accrued Expenses | Note 6. Accounts Payable and Accrued Expenses The following table provides detail of the Company’s accounts payable and accrued expenses for the periods presented: Schedule of Accounts Payable and Accrued Expenses June 30, 2023 December 31, 2022 Accounts payable $ 1,604,526 $ — Accrued legal and accounting fees 2,442,295 2,219,646 Accrued interest 26,301 — Other 334,327 300 Accounts payable and accrued expenses $ 4,407,449 $ 2,219,946 Accrued interest and expenses – related parties $ 19,333 $ 2,084 |
Related Party Transactions
Related Party Transactions | 6 Months Ended | 12 Months Ended |
Jun. 30, 2023 | Dec. 31, 2022 | |
Related Party Transactions | Note 7. Related Party Transactions Merger Consideration At the effective time of the Merger (the “Effective Time”), Edward Kovalik (Chief Executive Officer and Chairman) and Gary C. Hanna (President and Director) were each issued 32,823,838 PIPE Bristol Investment Fund, Ltd. (“Bristol Investment Fund”), an entity affiliated with Paul L. Kessler, a director of the Company, purchased $ 1,250,000 750,000 Stockholders Agreement Prior to the Effective Time, the Company, Bristol Capital Advisors, LLC (“Bristol Capital Advisors”), Paul L. Kessler, Gary C. Hanna and Edward Kovalik entered into a Stockholders Agreement (the “Stockholders Agreement”) pursuant to which the parties agreed to use reasonable best efforts, including taking certain necessary actions, to cause the Board to cause certain nominees to be elected to serve as a director on the Board under the following conditions: (i) one nominee designated by Bristol Capital Advisors and Paul L. Kessler, collectively, so long as Bristol Capital Advisors, Paul L. Kessler and their respective affiliates collectively beneficially own at least 50% of the number of shares of Common Stock collectively beneficially owned by such parties on the Closing Date; (ii) four nominees designated by Gary C. Hanna and Edward Kovalik (the “Prairie Members”) so long as the Prairie Members and their affiliates collectively beneficially own at least 50% of the number of shares of Common Stock collectively beneficially owned by such parties on the Closing Date; (iii) three nominees designated by the Prairie Members so long as the Prairie Members and their affiliates collectively beneficially own at least 40% (but less than 50%) of the number of shares of Common Stock collectively beneficially owned by such parties on the Closing Date; (iv) two nominees designated by the Prairie Members so long as the Prairie Members and their affiliates collectively beneficially own at least 30% (but less than 40%) of the number of shares of Common Stock collectively beneficially owned by such parties on the Closing Date; and (v) one nominee designated by the Prairie Members so long as the Prairie Members and their affiliates collectively beneficially own at least 20% (but less than 30%) of the number of shares of Common Stock collectively beneficially owned by such parties on the Closing Date. Lock-up Agreements In connection with the Closing, the Company entered into lock-up agreements with the Prairie Members, Paul Kessler, John D. Maatta, Michael Breen (former director), Alan Urban (former Chief Financial Officer) and Scott Sheikh (former Chief Operating Officer and General Counsel), that impose limitations on any sale of shares of Common Stock until 180 days after the Closing, subject to certain exceptions. In addition, the Company entered into a lock-up agreement with Bristol Investment Fund that impose limitations on any sale of an aggregate of 50% of its shares of Common Stock until 120 days after the Closing, subject to certain exceptions, and Bristol Investment Fund agreed, subject to such lock-up, to effect only open market sales and not to sell an aggregate daily amount of shares of Common Stock exceeding 1%, for every $ 100,000 Amended and Restated Senior Secured Convertible Debenture and Amended and Restated Security Agreement In connection with the Closing, the Company entered into the AR Debentures as further described in Note 8. Amended and Restated Non-Compensatory Option Agreement At the Effective Time, the Company assumed and converted options to purchase membership interests of Prairie LLC outstanding and unexercised as of immediately prior to the Effective Time into non-compensatory options to acquire an aggregate of 8,000,000 0.25 Reimbursements Following the Merger, on May 5, 2023, the Board approved a one-time payment of $ 250,000 | |
Creek Road Miners Inc [Member] | ||
Related Party Transactions | Note 9. Related Party Transactions The Company has entered into transactions with the following related parties: Related Party: Bristol Capital, LLC Bristol Capital, LLC (“Bristol Capital”), is managed by Paul L. Kessler. Mr. Kessler served as Executive Chairman of the Company from December 29, 2016, through November 24, 2020, when Mr. Kessler resigned his position, but continued to serve as member of the Board of Directors. On December 1, 2021 Mr. Kessler was again appointed Consulting Agreement On December 29, 2016, the Company entered into a Consulting Services Agreement with Bristol Capital (the “Consulting Agreement”). Pursuant to the Consulting Agreement, Mr. Kessler agreed to serve as Executive Chairman of the Company. The initial term of the Consulting Agreement is from December 29, 2016 through March 28, 2017. The term of the Consulting Agreement will be automatically extended for additional terms of 90-day periods, unless either the Company or Bristol Capital gives prior written notice of non-renewal to the other party no later than thirty (30) days prior to the expiration of the then current term. Upon the execution of the agreement the Company granted Bristol Capital options to purchase up to an aggregate of 30,000 0.25 During the term, the Company will pay Bristol Capital, as amended, a monthly fee $ 18,750 payable in cash or preferred stock, at the Company’s election. In addition, Bristol Capital may receive an annual bonus in an amount and under terms determined by the Compensation Committee of the Board and approved by the Board in its sole and absolute discretion. The Company shall also, in association with the Uplisting, issue to Bristol Capital (i) shares of common stock equal to 5 % of the fully diluted shares of common stock of the Company, calculated with the inclusion of Bristol Capital’s equity stock holdings and shares issuable upon conversion of convertible instruments, preferred stock, options, and warrants; and (ii) a onetime non-accountable expense reimbursement of $ 200,000 . On November 22, 2018, the Company agreed to issue 202,022 496,875 On August 3, 2020, the Company cancelled the 202,022 49,688 38,438 384,375 On March 1, 2021, the Company issued 22,500 225,000 During the years ended December 31, 2022 and 2021, the Company incurred expenses of approximately $ 225,000 318,750 93,750 Non-Accountable Expense Reimbursement On September 7, 2021, Bristol Capital received a one-time non-accountable expense reimbursement of $ 200,000 Reimbursement of Legal Fees In January 2022, Bristol Capital was reimbursed for $ 12,040 Related Party: Bristol Capital Advisors, LLC Bristol Capital Advisors, LLC (“Bristol Capital Advisors”), is managed by Paul L. Kessler. Operating Sublease On June 16, 2016, the Company entered into a Standard Multi-Tenant Sublease with Bristol Capital Advisors (the “Sublease”). The leased premises are owned by an unrelated third party and Bristol Capital Advisors passes the lease costs down to the Company. The term of the Sublease is for 5 years and 3 months 8,000 0 83,054 Related Party: Bristol Investment Fund, Ltd. Bristol Investment Fund, Ltd. (“Bristol Investment Fund”) is managed by Bristol Capital Advisors, which in turn is managed by Paul L. Kessler. Securities Purchase Agreement – December 2016 On December 1, 2016, the Company entered into the Purchase Agreement with Bristol Investment Fund, pursuant to which the Company sold to Bristol Investment Fund, for a cash purchase price of $ 2,500,000 25,000 25,000 85,000 25,791 i) Secured Convertible Debenture On December 1, 2016, the Company issued the Bristol Convertible Debenture with an initial principal balance of $ 2,500,000 December 30, 2018 12 The Bristol Convertible Debenture is convertible into shares of the Company’s common stock at any time at the option of the holder. The initial conversion price was $ 3.00 3.00 50 The Bristol Convertible Debenture contains anti-dilution provisions where, if the Company, at any time while the Bristol Convertible Debenture is outstanding, sells or grants any option to purchase, right to reprice, or otherwise dispose of or issue any common stock or common stock equivalents, at an effective price per share less that is lower than the conversion price then in effect, the conversion price shall be reduced to the lower effective price per share. On December 19, 2019, the maturity date of the Bristol Convertible Debenture was amended to December 30, 2021 On May 1, 2020, the maturity date of the Bristol Convertible Debenture was amended to December 31, 2022. On August 3, 2020, as a result of the anti-dilution provisions, the effect of repricing stock options held by directors and employees to $ 0.25 0.25 10,000,000 On October 31, 2021, in consideration for the release of senior security interest in certain of the assets, properties, and rights of discontinued operations that were sold during the year, the Bristol Convertible Debenture was amended to reduce the conversion price to $ 0.175 During March 2022, Bristol Convertible Debenture principal in the amount of $ 3,150 0.175 On December 31, 2022 the maturity date of the Bristol Convertible Debenture was amended to May 31, 2023. As of December 31, 2022 and 2021, the Bristol Convertible Debenture with a principal amount of $ 2,496,850 2,500,000 14,267,714 14,285,714 0.175 As of December 31, 2022 and 2021, the amount of accrued interest payable to Bristol Investment Fund under the Bristol Convertible Debenture was $ 1,825,195 1,525,479 (ii) Series A Common Stock Purchase Warrants On December 1, 2016, the Company issued series A common stock purchase warrants to acquire up to 833,333 3.00 December 1, 2021 On December 19, 2019, as a result of the anti-dilution provisions, the issuance of the Barlock Convertible Debenture with a conversion price of $ 2.50 1,000,000 2.50 On December 19, 2019, Bristol Investment Fund assigned 300,000 December 1, 2024 700,000 2.50 On August 3, 2020, as a result of the anti-dilution provisions, the effect of repricing stock options held by directors and employees to $ 0.25 7,000,000 0.25 7,000,000 0.25 On October 31, 2021, as a result of the anti-dilution provisions, the effect of reducing the conversion price of the Convertible Debentures to $ 0.175 10,000,000 0.175 On September 9, 2022, Bristol Investment Fund assigned 20 As of December 31, 2022, Bristol Investment Fund held series A common stock purchase warrants to acquire 10,000,000 0.175 In addition, the warrants may be exercised, in whole or in part, at any time until they expire. If at any time after the 6-month anniversary of the closing date there is no effective registration statement, or no current prospectus available for the resale of the warrant shares, then the warrants may be exercised, in whole or in part, on a cashless basis at any time until they expire. (iii) Series B Common Stock Purchase Warrants On December 1, 2016, the Company issued series B common stock purchase warrants to acquire up to 833,333 0.002 December 1, 2021 1,667 Upon issuance of the Bristol Convertible Debenture, the Company valued the warrants using the Black-Scholes Option Pricing model and accounted for it using the relative fair value of $ 1,448,293 0 Related Party: Barlock 2019 Fund, LP Barlock is managed by Scott D. Kaufman, who has served as Chief Executive Officer of the Company from November 24, 2020, through May 11, 2022, and as co-Chief Executive Officer from May 12, 2022 through August 8, 2022, and a former Director from November 4, 2019, through August 8, 2022, and former Chairman of the Board of Directors from November 24, 2020, through December 1, 2021. Securities Purchase Agreement – December 2019 On December 19, 2019, the Company entered into the purchase agreement with Barlock, pursuant to which the Company sold to Barlock, for a cash purchase price of $ 2,500,000 25,400 (ii) Secured Convertible Debenture On December 19, 2019, the Company entered issued a Barlock Convertible Debenture with an initial principal balance of $ 2,500,000 December 30, 2021 12 Interest is payable quarterly on (i) January 1, April 1, July 1 and October 1, beginning on January 1, 2020, (ii) on each date the purchaser converts, in whole or in part, the Barlock Convertible Debenture into common stock (as to that principal amount then being converted), and (iii) on the day that is 20 days following the Company’s notice to redeem some or all of the of the outstanding principal of the Barlock Convertible Debenture (only as to that principal amount then being redeemed) and on the maturity date. The Barlock Convertible Debenture is convertible into shares of the Company’s common stock at any time at the option of the holder. The initial conversion price was $ 2.50 2.50 50 The Barlock Convertible Debenture contains anti-dilution provisions where, if the Company, at any time while the Barlock Convertible Debenture is outstanding, sells or grants any option to purchase, right to reprice, or otherwise dispose of or issue any common stock or common stock equivalents, at an effective price per share less that is lower than the conversion price then in effect, the conversion price shall be reduced to the lower effective price per share. On August 3, 2020, as a result of the anti-dilution provisions, the effect of repricing stock options held by directors and employees to $ 0.25 0.25 10,000,000 On October 31, 2021, in consideration for the release of senior security interest in certain of the assets, properties, and rights of discontinued operations that were sold during the year, the Barlock Convertible Debenture was amended to reduce the conversion price to $ 0.175 During March 2022, the principal amount of $ 3,150 18,000 0.175 As of December 31, 2022 and 2021, the Barlock Convertible Debenture with a principal amount of $ 2,496,850 2,500,000 14,267,714 14,285,714 0.175 As of December 31, 2022 and 2021, the amount of accrued interest payable to Barlock under the Barlock Convertible Debenture was $ 912,044 612,239 (ii) Series A Common Stock Purchase Warrants On December 19, 2019, Bristol Investment Fund assigned to Barlock Capital Management, LLC series A common stock purchase warrants to acquire up to 300,000 2.50 December 1, 2024 On August 3, 2020, as a result of the anti-dilution provisions, the effect of repricing stock options held by directors and employees to $ 0.25 3,000,000 0.25 3,000,000 0.25 On October 31, 2021, as a result of the anti-dilution provisions, the effect of reducing the conversion price of the secured convertible debenture to $ 0.175 4,285,714 0.175 As of December 31, 2022, Barlock Capital Management, LLC held series A common stock purchase warrants to acquire 4,285,714 0.175 In addition, the warrants may be exercised, in whole or in part, at any time until they expire. If at any time after the six-month anniversary of the closing date there is no effective registration statement, or no current prospectus available for the resale of the warrant shares, then the warrants may be exercised, in whole or in part, on a cashless basis at any time until they expire. Shares of common stock issuable upon exercise of warrants are subject to a 4.99% beneficial ownership limitation, which may increase to 9.99% upon notice to the Company Upon issuance of the secured convertible debenture, the Company valued the warrants using the Black-Scholes Option Pricing model and accounted for it using the relative fair value of $ 545,336 0 Related Party: Barlock Capital Management, LLC Barlock Capital Management, LLC, is managed by Scott D. Kaufman, who served as Chief Executive Officer of the Company from November 24, 2020, through May 11, 2022, and as co-Chief Executive Officer from May 12, 2022 through August 8, 2022, and a former Director from November 4, 2019, through August 8, 2022, and former Chairman of the Board of Directors from November 24, 2020, through December 1, 2021. From September 2021 through December 2021, the Company rented executive office space located at 2700 Homestead Road, Park City, UT 84098, for approximately $ 3,000 0 9,410 In addition, the Company paid management fees to Barlock Capital Management, LLC in the amount of $ 0 81,000 Related Party: American Natural Energy Corporation Scott D. Kaufman is a director and shareholder of American Natural Energy Corporation (“ANEC”). In addition, Richard G. Boyce is a former director of the Company who resigned from the Board on July 22, 2022, is also a director of ANEC. On October 22, 2021, the Company entered into an agreement with ANEC, where ANEC would: (i) allow the Company to moor a barge on the ANEC operations site with the Company’s mobile data center that houses cryptocurrency miners and a mobile turbine, and, (ii) supply natural gas to power a mobile turbine that produces electricity that, in turn, is used to power the miners. ANEC charges the Company for the amount of natural gas used based on the daily spot price of an unaffiliated third party, and a daily fee of $ 1,500 2,000 400,000 In addition, in January 2022, the Company began renting executive office space located at 2700 Homestead Road, Park City, UT 84098, for approximately $ 3,000 9,000 Related Party: Scott D. Kaufman, former Chief Executive Officer On September 7, 2021, Scott D. Kaufman received a one-time non-accountable expense reimbursement of $ 200,000 Related Party: K2PC Consulting, LLC K2PC Consulting, LLC is managed by the spouse of Scott D. Kaufman. The company paid marketing fees to K2PC Consulting, LLC in the amount of $ 7,850 24,500 Related Party: John D. Maatta, Director and Chief Executive Officer John D. Maatta is a current director, and served as Chief Executive Officer of the Company until November 24, 2020, as co-Chief Executive Officer from May 12, 2022 through July 8, 2022, and again as Chief Executive Officer beginning on July 9, 2022. On November 22, 2018, the Company agreed to issue 86,466 212,707 On August 3, 2020, the Company cancelled the 86,466 21,271 29,496 294,965 35,100 351,000 100,000 125,000 126,000 0 On March 1, 2021, 8,500 85,546 Related Party: CONtv CONtv is a joint venture with third parties and Bristol Capital, LLC. The Company holds a limited and passive interest of 10 0 |
Debt
Debt | 6 Months Ended | 12 Months Ended |
Jun. 30, 2023 | Dec. 31, 2022 | |
Debt | Note 8. Debt Amended and Restated Senior Secured Convertible Debentures In connection with the Merger, the Company entered into debentures due December 31, 2023 with each of Bristol Investment Fund, Ltd. (“Bristol”) and Barlock 2019 Fund, LP (“Barlock”), in the principal amount of $ 1,000,000 12% the Company’s common stock is listed or quoted for trading on the NYSE American (or any successor thereto) or any other national securities exchange (the “Uplisting”) The AR Debentures are convertible into shares of common stock at any time at the option of the applicable holder, at an initial conversion price of $ 0.175 11,428,571 0.21 At any time after the Uplisting, the Company may, upon written notice to the holders of the AR Debentures, repay some or all of the then outstanding principal amount in cash or, for a period of six months following the Closing, in kind by the transfer of ownership of Collateral (as defined below) with a fair market value equal to the amount being repaid. If any events of default described in the AR Debentures occur, the outstanding principal amount of the AR Debentures, plus accrued but unpaid interest, liquidated damages and other amounts owing in respect thereof through the date of acceleration, shall become, at the applicable holder’s election, immediately due and payable in cash. Commencing five days after the occurrence of any event of default that results in the eventual acceleration of the AR Debentures, the interest rate on the AR Debentures shall accrue at an interest rate equal to the lesser of 18% The AR Debentures include customary negative covenants, including covenants restricting the Company from incurring certain additional indebtedness, granting security interests or liens on its assets (other than certain permitted liens), and entering into any transaction involving the repurchase of shares of Common Stock, except as permitted under the AR Debentures. In connection with the Closing, the Company entered into the Amended and Restated Security Agreement with all of the subsidiaries of the Company and each of Bristol Investment Fund and Barlock, as holders of the AR Debentures, to reflect collateral as only certain cryptocurrency mining assets. The Company determined that the AR Debentures contain certain features that require bifurcation and separate accounting as embedded derivatives. As such, the Company elected to initially and subsequently measure the AR Debentures in their entirety at fair value with changes in fair value recognized in earnings in accordance with ASC 815. The fair value of the AR Debentures increased to $ 2,722,000 741,000 Interest accrued for AR Debentures was $ 38,667 zero SBA Loan Upon the Merger, the Company assumed a loan agreement with the SBA. The loan accrues interest at a rate of 3.75% 7,588 zero The following table summarizes the Company’s debt outstanding: Schedule of Debt Outstanding June 30, 2023 December 31, 2022 As of June 30, 2023 December 31, 2022 Short-term debt AR Debentures at fair value $ 2,722,000 $ — Long-term debt SBA Loan 150,000 — Total debt $ 2,872,000 $ — The following is a summary of scheduled debt maturities by year as of June 30, 2023: Schedule of Debt Maturities 2023 $ 2,001,613 2024 3,317 2025 3,444 2026 3,575 2027 3,711 Thereafter 134,340 Long-Term Debt $ 2,150,000 | |
Creek Road Miners Inc [Member] | ||
Debt | Note 12. SBA/PPP Notes Payable Debt Small Business Administration Paycheck Protection Program Loans On March 27, 2020 the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”) was enacted and included a provision for the Small Business Administration (“SBA”) to implement its Paycheck Protection Program (“PPP”). The PPP provides small businesses with funds to pay payroll costs, including some benefits over a covered period of up to 24 weeks. Funds received under the PPP may also be used to pay interest on mortgages, rent, and utilities. Subject to certain criteria being met, all or a portion of the loan may be forgiven. The loans bear interest at an annual rate of one percent (1%), are due two (2) years from the date of issuance, and all payments are deferred for the first six (6) months of the loan. Any unforgiven balance of loan principal and accrued interest at the end of the six (6) month loan deferral period is amortized in equal monthly installments over the remaining 18-months of the loan term SBA Guaranteed PPP Loan On April 30, 2020, the Company entered into an SBA guaranteed PPP loan. The Company received aggregate proceeds of $ 197,600 1.00 183,567 0 14,033 SBA Loan On May 31, 2020, the Company entered into a loan agreement with the SBA. The Company received aggregate proceeds of $ 149,900 3.75 149,900 Second Draw SBA Guaranteed PPP Loan On February 24, 2021, the Company entered into a Second Draw SBA guaranteed PPP loan. The Company received aggregate proceeds of $ 197,662 1.00 197,662 0 197,662 The following table summarizes PPP/SBA loans payable: Schedule of Loans Payable December 31, 2022 December 31, 2021 As of December 31, 2022 December 31, 2021 SBA Guaranteed PPP Loan $ — $ 14,033 SBA Loan 149,900 149,900 Second Draw SBA Guaranteed PPP Loan — 197,662 Total $ 149,900 $ 361,595 |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended | 7 Months Ended | 12 Months Ended |
Jun. 30, 2023 | Dec. 31, 2022 | Dec. 31, 2022 | |
Commitments and Contingencies | Note 9. Commitments and Contingencies Russia – Ukraine Conflict The Russia – Ukraine conflict is a global concern. The Company does not have any direct exposure to Russia or Ukraine through its operations, employee base, investments or sanctions. The Company does not receive goods or services sourced from those countries, does not anticipate any disruption in its supply chain and has no business relationships, connections to or assets in Russia, Belarus or Ukraine. No impairments to assets have been made due to the conflict. We are unable at this time to know the full ramifications of the Russia – Ukraine conflict and its effects on our business. Office Leases In June and July 2023, the Company entered into two leases for office space in Houston, Texas and Denver, Colorado. The term of both leases is July 2023 through June 2024 120,000 | ||
Creek Road Miners Inc [Member] | |||
Commitments and Contingencies | Note 13. Contingencies and Commitments Commitments and Contingencies Russia – Ukraine Conflict The Russia – Ukraine conflict is a global concern. The Company does not have any direct exposure to Russia or Ukraine through its operations, employee base, investments or sanctions. The Company does not receive goods or services sourced from those countries, does not anticipate any disruption in its supply chain and has no business relationships, connections to or assets in Russia, Belarus or Ukraine. No impairments to assets have been made due to the conflict. We are unable at this time to know the full ramifications of the Russia – Ukraine conflict and its effects on our business. | ||
Prairie Operating Co LLC [Member] | |||
Commitments and Contingencies | Note 4 – Commitments and Contingencies The Company reimbursed members and others for reasonable, documented and customary out-of-pocket expenses incurred in connection with services provided related to the Company’s formation, the Merger and the Exok Acquisition (see Notes 1 and 6) upon closing. As of December 31, 2022, such expenses were approximately $ 10,000 |
Series D Preferred Stock
Series D Preferred Stock | 6 Months Ended |
Jun. 30, 2023 | |
Series D Preferred Stock | |
Series D Preferred Stock | Note 10. Series D Preferred Stock The Company has authorized 50,000 0.01 1,000 This Series D Preferred Stock has no voting rights. However, as long as any such shares are outstanding, the Company must seek approval from holders of Series D Preferred Stock of at least 66% of the then outstanding shares in order to (a) alter or change the powers, preferences or rights given to the Series D Preferred Stock in a materially adverse manner, (b) authorize or create any class of stock ranking as to dividends, redemption or distribution of assets upon a liquidation senior to, or otherwise pari passu Each share of Series D Preferred Stock is convertible at any time at the option of the holder into the number of shares of common stock determined by dividing the stated value of such share of $1,000 0.175 0.2975 At any time on or after May 3, 2025, the Company may also redeem some or all outstanding Series D Preferred Stock for $ 1,050 The Company received an aggregate of $ 17.3 17,376 99,292,858 99,292,858 Additionally and upon the Merger, holders of the AR Debentures were issued 4,423 |
Common Stock
Common Stock | 6 Months Ended | 12 Months Ended |
Jun. 30, 2023 | Dec. 31, 2022 | |
Common Stock | Note 11. Common Stock Holders of our common stock are entitled to one vote per share. Our Certificate of Incorporation does not provide for cumulative voting. Holders of our common stock are entitled to receive ratably such dividends, if any, as may be declared by our Board out of legally available funds. However, the current policy of our Board is to retain earnings, if any, for our operations and expansion. Upon liquidation, dissolution or winding-up, the holders of our Common Stock are entitled to share ratably in all of our assets which are legally available for distribution, after payment of or provision for all liabilities. The holders of our common stock have no preemptive, subscription, redemption or conversion rights. The rights, preferences and privileges of holders of our Common Stock are subject to and may be adversely affected by the rights of the holders of shares of any series of preferred stock that we may designate and issue. In conjunction with the closing of the Merger (i) 65,647,676 110,314,022 5,884,872 706,185 1,235,823 At June 30, 2023, the Company had 500,000,000 175,961,698 | |
Creek Road Miners Inc [Member] | ||
Common Stock | Note 17. Common Stock Holders of our common stock are entitled to one vote per share. Our Certificate of Incorporation does not provide for cumulative voting. Holders of our common stock are entitled to receive ratably such dividends, if any, as may be declared by our Board out of legally available funds. However, the current policy of our Board is to retain earnings, if any, for our operations and expansion. Upon liquidation, dissolution or winding-up, the holders of our common stock are entitled to share ratably in all of our assets which are legally available for distribution, after payment of or provision for all liabilities. The holders of our common stock have no preemptive, subscription, redemption or conversion rights. The rights, preferences and privileges of holders of our common stock are subject to and may be adversely affected by the rights of the holders of shares of any series of preferred stock that we may designate and issue. We implemented a 1-for-20 reverse stock split of our outstanding shares of common stock that was effective on January 23, 2020. Unless otherwise noted, all share and related option, warrant, and convertible security information presented has been retroactively adjusted to reflect the reduced number of shares, and the increase in the share price which resulted from this action. From August 2021 through October 2021, we consummated the transactions contemplated by the securities purchase agreement with the investors party thereto, pursuant to which, we generated net cash proceeds of $ 3,925,050 2,933,340 1.50 2,933,340 1.50 5 3.9 On January 25, 2022, the Company granted an officer 30,000 On May 31, 2022, the Company issued 169,205 On August 24, 2022, the Company entered into the Settlement with Alpha. The Settlement relates to a dispute with the Company’s then-CEO in connection with Alpha’s partial exercise on March 20, 2022 of the Warrant Shares. Pursuant to the Settlement, Alpha agreed to exchange the Warrant Shares for the Alpha Note. As of December 31, 2022 Alpha had returned 600,000 |
Common Stock Options and Warran
Common Stock Options and Warrants | 6 Months Ended |
Jun. 30, 2023 | |
Common Stock Options And Warrants | |
Common Stock Options and Warrants | Note 12. Common Stock Options and Warrants Legacy Options Upon the Merger, the Company assumed 202,500 0.25 202,500 August 1, 2023 Merger Options On August 31, 2022, Prairie LLC entered into agreements with its members whereby each member was provided non-compensatory options to purchase a 40% 1,000,000 80,000 25% 2,500 5,000 7,500 10,000 On May 3, 2023, prior to the closing of the Merger, Prairie LLC entered into a non-compensatory option purchase agreement with its members, Bristol Capital LLC and BOKA Energy LP, a third-party investor pursuant to which Bristol Capital LLC and BOKA Energy LP purchased non-compensatory options for $ 24,000 8,000 Upon the Merger, the Company assumed and converted the non-compensatory options to purchase membership interests of Prairie LLC outstanding and unexercised as of immediately prior to the Merger into options to acquire an aggregate of 8,000,000 shares of common stock for an exercise price of $ 0.25 per share (“Merger Options”), which are only exercisable if the production hurdles noted above are achieved, and the Company entered into the Option Agreements with each of Gary C. Hanna, Edward Kovalik, Bristol Capital LLC and BOKA Energy LP. Erik Thoresen, a director of the Company, is affiliated with BOKA Energy LP. An aggregate of 2,000,000 Legacy Warrants Upon the Merger, the Company assumed 1,541,100 1.74 1,541,100 2.7 PIPE Warrants Each of the PIPE Warrants provides the holder with the right to purchase of a share of common stock with an exercise price of $ 0.21 99,292,858 99,292,858 |
Segment Information
Segment Information | 6 Months Ended |
Jun. 30, 2023 | |
Segment Reporting [Abstract] | |
Segment Information | Note 13. Segment Information The Company’s reportable business segments have been identified based on the differences in products or services provided. The Company’s E&P segment is comprised of oil and gas properties which are currently related to its assets in Colorado. The Cryptocurrency Mining segment generates revenue through cryptocurrency mining activities from assets that we acquired through the Merger. All such activities currently operate under a contract with Atlas as described above. Summarized financial information for the Company’s reportable segments is shown in the following table. The accounting policies of the segments are the same as those described for the Company. Management evaluates the performance of its segments based on operating income, defined as operating revenues less operating costs. Income before income taxes, for the purpose of reconciling the operating income amount shown below to consolidated income before income taxes, is the sum of operating income, interest expense. Corporate general and administrative costs, depreciation expense and taxes, other than income taxes, are allocated to the segments. Schedule of Reportable Segments E&P Cryptocurrency Mining Total Three months ended June 30, 2023 Revenues $ — $ 179,318 $ 179,318 Depreciation, depletion and amortization expense — 132,851 132,851 Impairment of cryptocurrency mining equipment — 16,794,688 16,794,688 Loss from operations (1,199,929 ) (18,499,007 ) (19,698,936 ) Interest expense (1) (2,052 ) (41,667 ) (43,719 ) Interest income (1) 18,072 24,965 43,037 Loss on adjustment to fair value - AR Debentures — (741,000 ) (741,000 ) Loss on adjustment to fair value – Obligation Shares (1) (296,546 ) (409,639 ) (706,185 ) Assets $ 3,189,031 $ 4,405,219 $ 7,594,250 June 7, 2022 (date of inception) through June 30, 2022 Revenues * $ — $ — $ — Depreciation, depletion and amortization expense * — — — Loss from operations * (32,723 ) — (32,723 ) Interest expense * — — — Interest income * — — — Other expense * — — — Other income * — — — Assets * $ 240,345 $ — $ 240,345 (1) Amounts are allocated to each segment as they are incurred at the corporate level. E&P Cryptocurrency Mining Total Six months ended June 30, 2023 Revenues $ — $ 179,318 $ 179,318 Depreciation, depletion and amortization expense — 132,851 132,851 Impairment of cryptocurrency mining equipment — 16,794,688 16,794,688 Loss from operations (1,226,970 ) (18,536,358 ) (19,763,328 ) Interest expense (1) (2,052 ) (41,667 ) (43,719 ) Interest income (1) 18,072 24,965 43,037 Loss on adjustment to fair value – AR Debentures — (741,000 ) (741,000 ) Loss on adjustment to fair value – Obligation Shares (1) (296,546 ) (409,639 ) (706,185 ) Assets $ 3,189,031 $ 4,405,219 $ 7,594,250 June 7, 2022 (date of inception) through June 30, 2022 Revenues * $ — $ — $ — Depreciation, depletion and amortization expense * — — — Operating income * (32,723 ) — (32,723 ) Interest expense * — — — Interest income * — — — Other expense * — — — Other income * — — — Assets * $ 240,345 $ — $ 240,345 (1) Amounts are allocated to each segment as they are incurred at the corporate level. The following table presents the breakout of other assets, which represent corporate assets not allocated to segments at June 30, 2023 and 2022: Schedule of Corporate Assets Not Allocated to Segments 2023 2022 As of June 30, 2023 2022 Cash and cash equivalents $ 8,551,483 $ — Prepaid expenses 381,263 — |
Going Concern Analysis
Going Concern Analysis | 7 Months Ended | 12 Months Ended |
Dec. 31, 2022 | Dec. 31, 2022 | |
Creek Road Miners Inc [Member] | ||
Going Concern Analysis | Note 2. Going Concern Analysis Historically, we have relied upon cash from financing activities to fund substantially all of the cash requirements of our activities and have incurred significant losses and experienced negative cash flow. The Company had net losses from continuing operations of $ 13,401,076 19,202,114 246,358 8.1 61 We have evaluated the significance of the uncertainty regarding the Company’s financial condition in relation to our ability to meet our obligations, which has raised substantial doubts about the Company’s ability to continue as a going concern. While it is very difficult to estimate our future liquidity requirements the Company believes that if it is unable close the Merger, or obtain debt and/or equity financing, existing cash resources will be depleted in early 2023. The Company may be able to generate cash through the sale of fixed assets, specifically cryptocurrency miners. However, the total cash generated would be significantly less than the total of the Company’s liabilities. There are no assurances that the Merger will close, that debt and/or equity financing can be obtained, or that the sale of fixed assets, specifically cryptocurrency miners can be achieved. The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. The consolidated financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets, or the amounts and classification of liabilities that may result from the matters discussed herein. The Company’s ability to continue as a going concern is dependent upon the Company’s ability to close the merger with Prairie, or obtain debt and/or equity financing, and there are no assurances that either can occur. | |
Prairie Operating Co LLC [Member] | ||
Going Concern Analysis | Note 3 – Going Concern Going Concern Analysis Since its inception, the Company has incurred significant losses. The Company had a net loss of $ 461,520 79,845 2,142,184 381,520 17.3 The assessment of the liquidity and going concern requires the Company to make estimates of future activity and judgments about whether the Company can meet its obligations and has adequate liquidity to operate. Significant assumptions used in Company’s forecasted model of liquidity in the next 12 months include PrairieCo’s current cash position, inclusive of the impacts from the Merger and related transactions discussed above, its ability to obtain funding from PrairieCo, and its ability to manage spending. Based on an assessment of these factors, management believes that the Company will have adequate liquidity for its operations for at least the next 12 months. The financial statements have been prepared assuming that the Company will continue as a going concern. The financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets, or the amounts and classification of liabilities that may result from the matters discussed herein. |
Cryptocurrency
Cryptocurrency | 12 Months Ended |
Dec. 31, 2022 | |
Creek Road Miners Inc [Member] | |
Cryptocurrency | Note 5. Cryptocurrency The Company measures its operations by the number and U.S. Dollar (US$) value of the cryptocurrency rewards it earns from its cryptocurrency mining activities. The Company recognized an impairment, or write down, of cryptocurrency (Bitcoin) rewards to the lowest fair market value of Bitcoin from the time the reward was earned through December 31, 2022. The impairment amounted to $ 107,174 59,752 Schedule of Additional Information of Cryptocurrency Mining Operations Quantity of Bitcoin US$ Amounts Balance December 31, 2020 — $ — Revenue recognized from cryptocurrency mined 6.7 369,804 Mining pool operating fees (0.1 ) (7,398 ) Impairment of cryptocurrencies — (59,752 ) Balance December 31, 2021 6.6 $ 302,654 Balance beginning 6.6 $ 302,654 Revenue recognized from cryptocurrency mined 13.2 517,602 Mining pool operating fees (0.3 ) (10,452 ) Proceeds from the sale of cryptocurrency (19.5 ) (575,408 ) Realized loss on the sale of cryptocurrency — (127,222 ) Impairment of cryptocurrencies — (107,174 ) Balance December 31, 2022 (1) — $ — Balance ending — $ — (1) Since June 30, 2022 the Company is neither receiving meaningful cryptocurrency awards nor generating meaningful revenue from cryptocurrency mining. |
Investment
Investment | 12 Months Ended |
Dec. 31, 2022 | |
Creek Road Miners Inc [Member] | |
Investment | Note 7. Investment On May 28, 2022, the Company entered into a Binding Memorandum of Understanding for a Proposed Transaction with Highwire to acquire certain energy assets including natural gas production opportunities in South Dakota, North Dakota, and Wyoming as well as an opportunity for fixed-price electricity generation in Wyoming. Under the terms of the agreement and subject to certain conditions, the Company has the following obligations to Highwire (i) $ 125,000 100,000 125,000 110,000 450,000 20,000 The Company paid Highwire $ 125,000 100,000 169,205 110,000 On December 30, 2022 the Company sold its investment in Highwire and recorded the transaction as follows: Schedule of Sale of Investment Description Amount Basis of Investment $ 225,000 Less: Cash receivable at closing 90,000 Offset of account payable to seller 115,896 Total 205,896 Loss from sale $ 19,104 |
Amounts Due to Related Parties
Amounts Due to Related Parties | 12 Months Ended |
Dec. 31, 2022 | |
Creek Road Miners Inc [Member] | |
Amounts Due to Related Parties | Note 8. Amounts Due to Related Parties Amounts due to related parties as of December 31, 2022 consisted of the following: Schedule of Due to Related Parties Bristol Capital, LLC Bristol Investment Fund, Ltd. Barlock 2019 Fund, LP Total Accrued Interest and expenses $ 318,750 $ 1,825,195 $ 912,044 $ 3,055,989 Current secured convertible debentures — 2,496,850 2,496,850 4,993,700 Total $ 318,750 $ 4,322,045 $ 3,408,894 $ 8,049,689 Amounts due to related parties as of December 31, 2021 consisted of the following: Bristol Capital, LLC Bristol Investment Fund, Ltd. Barlock 2019 Fund, LP Total Accrued Interest and expenses $ 93,750 $ 1,525,479 $ 612,329 $ 2,231,558 Current secured convertible debenture — 2,500,000 — 2,500,000 Non-current secured convertible debenture — — 2,500,000 2,500,000 Total $ 93,750 $ 4,025,479 $ 3,112,329 $ 7,231,558 As of December 31, 2022, the Convertible Debentures with an aggregate principal amount of $ 4,993,700 2,496,850 2,496,850 28,535,429 0.175 |
Convertible Notes Payable
Convertible Notes Payable | 12 Months Ended |
Dec. 31, 2022 | |
Creek Road Miners Inc [Member] | |
Convertible Notes Payable | Note 10. Convertible Notes Payable Creecal Holdings LLC (Assigned from Leviston Resources LLC) In connection with a loan in the principal amount of $ 500,000 500,000 The Creecal Note is due on March 8, 2023 and shall 4 22 The Creecal Note is convertible at the holder’s option at the conversion price of the Company’s Series C preferred stock then in effect (the “Creecal Note Conversion Price”), provided that so long as an event of default has not occurred under the Note and the Company’s Series B preferred stock remains outstanding, the Creecal Note Conversion Price shall not be lower than the conversion price of the Series B preferred stock. Unless the holder opts to convert the Creecal Note contemporaneously with the Merger , the Creecal Note will be immediately due and paid at the closing of the Merger. In the event the Merger is abandoned or cancelled the Creecal Note will be due 30 days after such event. Alpha Capital Anstalt On August 24, 2022, the Company entered into an Agreement (the “Settlement”) with Alpha Capital Anstalt (“Alpha”). The Settlement relates to a dispute with the Company’s then-CEO in connection with Alpha’s partial exercise on March 20, 2022 of warrants to purchase 600,000 0.0001 900,000 Pursuant to the Settlement, Alpha agreed to exchange the 600,000 900,000 August 25, 2023 22 600,000 The Alpha Note is convertible at Alpha’s option at the conversion price of the Company’s Series C preferred stock then in effect (the “Alpha Note Conversion Price”). Upon notice that the Merger is imminent, Alpha will convert the Alpha Note at a 10% discount of the amounts owed thereunder into shares of common stock at the lower of: (i) the Alpha Note Conversion Price; or (ii) the lowest per share valuation attributed to the common stock in the Merger and any capital raise completed by the Company in connection with the Merger. |
Lease Obligations
Lease Obligations | 12 Months Ended |
Dec. 31, 2022 | |
Creek Road Miners Inc [Member] | |
Lease Obligations | Note 11. Lease Obligations Office Lease Obligation On June 16, 2016, the Company entered into a Standard Multi-Tenant Sublease with Bristol Capital Advisors, a related party. The leased premises are owned by an unrelated third party and Bristol Capital Advisors passes the lease costs down to the Company. The term of the Sublease is for 5 years and 3 months beginning on July 1, 2016, with monthly payments of approximately $ 8,000 The Company classified the lease as an operating lease and determined that the value of the lease assets and liability on January 1, 2019, the date the Company adopted ASC 842 using the modified retrospective approach, was $ 252,980 12 0 83,054 0 0 0 85,035 Warehouse Lease Obligation On April 18, 2020 the Company entered into a commercial lease for 3,200 3,900 2 five years May 1, 2025 20,000 The Company classified the lease as an operating lease and determined that the value of the lease assets and liability at the inception of the lease was $ 173,938 12 31,920 47,424 0 127,335 0 135,094 7,759 72,331 The following table presents lease expense for the following years: Schedule of Components of Lease Expenses 2022 2021 For the Years Ended December 31, 2022 2021 Operating lease $ 32,604 $ 89,956 |
Common Stock Options
Common Stock Options | 12 Months Ended |
Dec. 31, 2022 | |
Creek Road Miners Inc [Member] | |
Common Stock Options | Note 14. Common Stock Options On May 9, 2011, the Company adopted the 2016 Incentive Stock Award Plan (the “2011 Plan”), on August 12, 2016, the Company adopted the 2016 Incentive Stock Award Plan (the “2016 Plan”), on August 3, 2020, the Company adopted the 2020 Stock Plan (the “2020 Plan”), and on December 1, 2021, the Company adopted the 2021 Incentive Stock Award Plan (the “2021 Plan”), collectively (the “Plans”). The purpose of the Plans is to grant options to purchase our common stock, and other incentive awards, to our employees, directors and key consultants. The maximum number of shares of common stock that may be issued pursuant to awards granted under the 2020 Plan was 500,000 10,000,000 10,000,000 On August 21, 2020 the Board approved the repricing of the exercise price of outstanding stock options that had been issued to directors and employees to $ 0.25 Stock-based compensation cost is measured at the grant date, based on the fair value of the awards that are ultimately expected to vest, and recognized on a straight-line basis over the requisite service period, which is generally the vesting period. The following table summarizes stock option activity during the years ended December 31, 2022 and 2021: Schedule of Stock Option Activity Weighted Average Exercise Options Price Outstanding at December 31, 2020 789,250 $ 0.32 Granted 7,300,000 2.55 Exercised (317,500 ) 0.29 Forfeited/Cancelled (120,000 ) 0.30 Outstanding at December 31, 2021 7,651,750 $ 2.45 Granted — — Exercised (217,500 ) 0.42 Forfeited/Cancelled (7,175,000 ) 2.59 Outstanding at December 31, 2022 259,250 $ 0.25 Exercisable at December 31, 2020 451,448 $ 0.32 Exercisable at December 31, 2021 4,151,750 $ 2.28 Exercisable at December 31, 2022 259,250 $ 0.25 The following table presents the assumptions used to estimate the fair values based upon a Black-Scholes option pricing model of the stock options granted during the years ended December 31, 2022 and 2021: Schedule of Assumptions Used to Estimate Fair Value of Options Assumptions Expected dividend yield 0 % Risk-free interest rate 0.12 0.82 % Expected life (in years) 2.5 3.0 Expected volatility 297 545 % The weighted average remaining contractual life of all options outstanding, vested and exercisable as of December 31, 2022 was 2.1 0 3,641,063 During the year ended December 31, 2022, the Company issued 185,216 217,500 7,175,000 During the year ended December 31, 2021, the Company granted to Directors and employees options to purchase a total of 7,300,000 17,850,000 9,726,950 8,925,000 302,644 317,500 50,625 On December 1, 2021, the Company granted certain of its Directors and employees options to purchase a total of 7,000,000 2.65 5 such time as there is a VWAP equal to $2.50 of the Company’s common stock when computed over 30 consecutive trading days, 25% of each Executive’s Options shall vest; at such time as there is a VWAP equal to $3.00 of the Company’s common stock when computed over 30 consecutive trading days, 25% of each Executive’s Options shall vest; at such time as there is a VWAP equal to $3.50 of the Company’s common stock when computed over 30 consecutive trading days, 25% of each Executive’s Options shall vest; and at such time as there is a VWAP equal to $4.00 of the Company’s common stock when computed over 30 consecutive trading days, 25% of each Executive’s Options shall vest. Additional information regarding stock options outstanding and exercisable as of December 31, 2022 is as follows: Schedule of Stock Option Outstanding and Exercisable Option Remaining Exercise Options Contractual Options Price Outstanding Life (in years) Exercisable $ 0.25 259,250 2.1 259,250 |
Common Stock Warrants
Common Stock Warrants | 12 Months Ended |
Dec. 31, 2022 | |
Creek Road Miners Inc [Member] | |
Common Stock Warrants | Note 15. Common Stock Warrants During the year ended December 31, 2022, the Company granted warrants to purchase a total of 900,000 600,000 600,000 1,608,000 2,080,501 0 On January 1, 2022, the Company granted warrants to purchase shares of the Company’s common stock to a consultant in connection with the issuance of Series C preferred stock as follows: a warrant to purchase 400,000 1.50 5 250,000 2.50 5 250,000 2.75 5 On March 29, 2022, the Company offered 16 warrant holders replacement warrants with an exercise price of $ 1.50 1.50 1.50 1.50 1.50 In late-August and early-September 2022, the Company and holders of Series B and Series C preferred stock entered into Support Agreements (the “Support Agreements”) relating to the Merger. Pursuant to the Support Agreements, the holders of Series B and Series C preferred stock agreed to use its reasonable best efforts to cooperate with the Company in connection with the Merger. The Support Agreement amends the exercise price of all outstanding warrants held by Series B and Series C Preferred Stockholders 0.50 . On March 30, 2022, warrants to purchase 600,000 900,000 600,000 During the three months ended September 30, 2022, warrants to purchase 166,660 83,330 1,210,000 During the three months ended December 31, 2022, warrants to purchase 1,120,000 On March 1, 2021, the Company granted warrants to purchase shares the Company’s common stock to certain consultants as follows: two warrants to purchase 100,000 0.50 5 2 100,000 1.00 5 2 350,000 50,000 0.50 On March 24, 2021, the Company granted warrants to purchase shares the Company’s common stock to a consultant as follows: a warrant to purchase 300,000 1.00 5 180,000 1.5278 5 From August 2021 through October 2021, in connection with the issuance of common stock, the Company issued warrants to acquire 2,933,340 1.50 5 If at any time after the 6-month anniversary of the closing date there is no effective registration statement, or no current prospectus available for the resale of the warrant shares, then the warrants may be exercised, in whole or in part, on a cashless basis at any time until they expire. Shares of common stock issuable upon exercise of warrants are subject to a 4.99% beneficial ownership limitation, which may increase to 9.99% upon notice to the Company. On October 12, 2021, the Company granted certain directors warrants to purchase a total of 60,000 1.50 3 On October 20, 2021, the Company granted a director a warrant to purchase 400,000 1.50 3 20% upon execution of the Services Agreement; 20% on January 20, 2022; 20% on April 20, 2022; 20% on July 20, 2022; and 20% on October 20, 2022. On October 31, 2021, the Company granted a consultant warrants to purchase 750,000 1.50 3 40% upon execution of the Services Agreement; 20% on April 1, 2022; 20% on August 1, 2022; and 20% on December 1, 2022. During December 2021, in connection with the issuance of Series C preferred stock, the Company issued (i) warrants to acquire 1,750,936 2.50 5 1,750,936 2.75 5 If at any time after the 6-month anniversary of the closing date there is no effective registration statement, or no current prospectus available for the resale of the warrant shares, then the warrants may be exercised, in whole or in part, on a cashless basis at any time until they expire. The warrants are callable by the Company if the VWAP as calculated over 20 consecutive trading days exceeds 200% of the then exercise price, and the average daily dollar volume for such measurement period exceeds 100,000 shares per trading day. Shares of common stock issuable upon exercise of warrants are subject to a 4.99% beneficial ownership limitation, which may increase to 9.99% upon notice to the Company. The following table summarizes common stock warrant activity during the years ended December 31, 2022 and 2021: Schedule of Stock Warrants Activity Common Stock Warrants Weighted Average Exercise Price Outstanding at December 31, 2020 10,300,000 $ 0.26 Results of anti-dilution provisions (1) 4,285,714 - (1) Granted 8,525,212 1.91 Exercised — — Forfeited/Cancelled (650,000 ) 1.81 Outstanding at December 31, 2021 22,460,926 $ 0.82 Results of anti-dilution provisions — — Granted 1,500,000 1.48 Exercised (766,660 ) 1.28 Forfeited/Cancelled (1,210,000 ) 1.50 Outstanding at December 31, 2022 21,984,266 $ 0.37 (2) Exercisable at December 31, 2020 10,300,000 $ 0.26 Exercisable at December 31, 2021 22,460,926 $ 0.80 Exercisable at December 31, 2022 21,984,266 $ 0.37 (2) (1) On October 31, 2021, as a result of the anti-dilution provisions, the effect of reducing the conversion price of the secured convertible debenture to $ 0.175 10,000,000 14,285,714 0.175 (2) On March 29, 2022, the Company offered 16 warrant holders replacement warrants with an exercise price of $ 1.50 per common share, in exchange for any warrants exercised at this time at the exercise price of $ 1.50 per common share. The issuance of replacement warrants has the effect of resetting the conversion price of all outstanding shares of Series C preferred stock to $ 1.50 per common share and resetting the exercise price of all outstanding warrants to $ 1.50 per common share in instances where those conversion and exercise prices are above $ 1.50 . Additionally, i n late-August and early-September 2022, the Company and holders of Series B and Series C preferred stock entered into the Support Agreements. Pursuant to the Support Agreements, the holders of Series B and Series C preferred stock agreed to use its reasonable best efforts to cooperate with the Company in connection with the Merger. The Support Agreements amend the held by Series B and Series C Preferred Stockholders 0.50 per common share . The following table presents the assumptions used to estimate the fair values based upon a Black-Scholes calculation for the common stock warrants granted during the year ended December 31, 2021 and 2022: Schedule of Assumptions Used to Estimate Fair Value of Warrants Assumptions Expected dividend yield 0 % Risk-free interest rate 0.32 2.09 % Expected life (in years) 2 3 Expected volatility 291 297 % The weighted average remaining contractual life of all common stock warrants outstanding as of December 31, 2022 was 2.56 0 Additional information regarding common stock warrants outstanding and exercisable as of December 31, 2022 is as follows: Schedule of Stock Warrants Outstanding and Exercisable Warrant Remaining Exercise Warrants Contractual Warrants Price Outstanding Life (in years) Exercisable $ 0.175 14,285,714 1.9 14,285,714 0.50 6,318,552 3.9 6,318,552 1.00 300,000 1.2 300,000 1.50 400,000 4.0 400,000 1.53 180,000 1.7 180,000 2.50 250,000 4.0 250,000 2.75 250,000 4.0 250,000 Total 21,948,266 21,948,266 |
Series B Preferred Stock Warran
Series B Preferred Stock Warrants | 12 Months Ended |
Dec. 31, 2022 | |
Creek Road Miners Inc [Member] | |
Series B Preferred Stock Warrants | Note 16. Series B Preferred Stock Warrants From March 2021 through December 2021, in connection with the issuance of Series B preferred stock, the Company issued (i) a warrant to acquire 5,000 1,000 March 26, 2023 5,000 1,000 March 26, 2024 In late-August and early-September 2022, the Company and holders of Series B and Series C preferred stock entered into the Support Agreements. Pursuant to the Support Agreements, the holders of Series B and Series C preferred stock agreed to use its reasonable best efforts to cooperate with the Company in connection with the Merger. The Support Agreements amend the exercise price of all outstanding warrants held by Series B and Series C Preferred Stockholders 0.50 The Series B preferred stock issuable upon exercise of the Series B preferred stock warrants are automatically convertible into shares of common stock at the Series B conversion price. Each share of our Series B preferred stock is convertible into a number of shares of our common stock determined by dividing the aggregate stated value for the Series B preferred stock being converted ($1,080 per share, as amended, subject to adjustment as set forth in the currently effective Series B Certificate of Designation) by the then-applicable conversion price (initially $1.50 per share), subject to adjustment as set forth in the currently effective Series B Certificate of Designation. 10,000 1,000 10,800,000 21,600,000 0.50 The following table summarizes Series B preferred stock warrant activity during the year ended December 31, 2022: Schedule of Stock Warrants Activity Series B Preferred Stock Warrants Weighted Average Exercise Price Outstanding at December 31, 2021 — $ — Granted 10,000 1,000 Exercised — — Forfeited/Cancelled — — Outstanding at December 31, 2022 10,000 $ 1,000 Exercisable at December 31, 2022 10,000 $ 1,000 The weighted average remaining contractual life of all Series B preferred stock warrants outstanding as of December 31, 2022 was 0.7 |
Preferred Stock
Preferred Stock | 12 Months Ended |
Dec. 31, 2022 | |
Creek Road Miners Inc [Member] | |
Preferred Stock | Note 18. Preferred Stock Under the terms of the Certificate of Incorporation, our Board is expressly granted authority to authorize the issuance from time to time of shares of preferred stock in one or more series, for such consideration and for such corporate purposes as our Board may from time to time determines, and by filing a certificate pursuant to applicable law of the State of Delaware to establish from time to time for each such series the number of shares to be included in each such series and to fix the designations, powers, rights and preferences of the shares of each such series, and the qualifications, limitations and restrictions thereof to the fullest extent permitted by the Certificate of Incorporation and the laws of the State of Delaware, including, without limitation, voting rights (if any), dividend rights, dissolution rights, conversion rights, exchange rights and redemption rights thereof. Series A Preferred Stock Holders of our Series A preferred stock are entitled to the number of votes per share equal to 2,000 12 10.00 0.25 On January 1, 2022, the Company granted an officer 7,722 77,216 On March 31, 2022, we issued 3,409 34,090 4,941 49,410 On June 30, 2022, we issued 5,361 53,610 4,941 49,410 On September 30, 2022, we issued: 902 9,020 2,958 29,580 8,333 83,333 3,426 34,260 On December 31, 2022, we issued: 3,792 37,920 5,000 50,000 4,110 41,110 685 6,850 During the year ended December 31, 2022 and 2021, 23,423 8,750 1,338,456 500,000 As of December 31, 2022, there were 256,117 2,567,170 14,635,257 0.175 On March 1, 2021, we issued shares of our Series A preferred stock as follows: 8,500 85,546 22,500 225,000 8,300 83,332 On June 30, 2021, we issued 6,249 62,490 On September 30, 2021, we issued 6,249 62,490 On December 31, 2021, we issued 6,250 62,500 673 6,730 Series B Preferred Stock Holders of our Series B preferred stock have no voting rights. Holders of our Series B preferred stock are entitled to receive a cumulative dividend on each share of Series B preferred stock issued and outstanding at the rate of five percent ( 5 1,080 1.00 1.50 51 9.99 From March 2021 through December 2021, we consummated the transactions contemplated by the securities purchase agreement with Leviston Resources LLC, pursuant to which, we generated net cash proceeds of $ 4,378,995 5,000 1,080 5,000 1,000 March 26, 2023 5,000 1,000 March 26, 2024 In late-August and early-September 2022, the Company and holders of Series B and Series C preferred stock entered into Support Agreements. Pursuant to the Support Agreements, the holders of Series B and Series C preferred stock agreed to use its reasonable best efforts to cooperate with the Company in connection with the Merger. The Support Agreements amend the conversion price of the Series B and Series C preferred stock to $ 0.50 amends the exercise price of all outstanding warrants held by Series B and Series C Preferred Stockholders 0.50 and provides for the conversion of the Series B and Series C preferred stock into shares of the Company’s common stock immediately prior to the closing of the Merger. During the years ended December 31, 2022 and 2021, 2,472 1,280 1,962,448 948,646 As of December 31, 2022, there were 1,439 1,554,120 3,108,240 0.50 Series C Preferred Stock Holders of our Series C preferred stock have no voting rights. Holders of our Series C preferred stock are entitled to receive dividends on Series C preferred stock equal (on an as-if-converted-to-Common-Stock basis) to any dividends paid on common stock. In the event of any liquidation, dissolution or winding up of our company, whether voluntary or involuntary, holders of our Series C preferred stock are entitled to receive, prior and in preference to any distribution of any of our assets to the holders of common stock and Common Stock Equivalents (as defined in the Certificate of Designation) by reason of their ownership thereof, for each share held an amount equal to the Stated Value (as defined in the Certificate of Designation), plus fees, if any. The Series C preferred stock is convertible, at the option of the holder thereof, into such number of fully paid and nonassessable shares of common stock as is determined by dividing the Stated Value, currently $1,111, by the Series C Conversion Price, subject to further adjustment in the event that the Company, subject to certain exemptions, disposes of or issues any common stock or securities convertible into, exercisable, or exchangeable for Common Stock for no consideration or for consideration less than the applicable Series C Conversion Price in effect immediately prior to such issuance. We are entitled to redeem some or all of the outstanding shares of Series C preferred stock for cash in an amount equal to the Optional Redemption Amount (as defined in the Certificate of Designation). The Series C preferred stock is entitled to certain protective provisions and, without the written consent of at least 50.1% in Stated Value of the outstanding shares of the Series C preferred stock, we may not (or permit any of our subsidiaries to) enter into, create, incur, assume, guarantee or suffer to exist any indebtedness, other than Permitted Indebtedness (as defined in the Certificate of Designation). Shares of common stock issuable upon the conversion of Series C preferred stock are subject to a 4.99% beneficial ownership limitation, which may increase to 9.99% upon notice to the Company On March 29, 2022, the Company offered 16 warrant holders replacement warrants with an exercise price of $ 1.50 1.50 1.50 1.50 1.50 On July 7, 250 185,167 In late-August and early-September 2022, the Company and holders of Series B and Series C preferred stock entered into Support Agreements. Pursuant to the Support Agreements, the holders of Series B and Series C preferred stock agreed to use its reasonable best efforts to cooperate with the Company in connection with the Merger. The Support Agreements amend the conversion price of the Series B and Series C preferred stock to $ 0.50 amends the exercise price of all outstanding warrants held by Series B and Series C Preferred Stockholders 0.50 and provides for the conversion of the Series B and Series C preferred stock into shares of the Company’s common stock immediately prior to the closing of the Merger. As of December 31, 2022, there were 7,630 8,476,930 16,953,860 0.50 During December 2021, we consummated the transactions contemplated by the securities purchase agreement with the investors party thereto, pursuant to which we generated net cash proceeds of $ 7,733,601 7,880 1,111 1,750,936 2.50 5 1,750,936 2.75 5 |
Discontinued Operations
Discontinued Operations | 12 Months Ended |
Dec. 31, 2022 | |
Creek Road Miners Inc [Member] | |
Discontinued Operations | Note 19. Discontinued Operations On August 6, 2021, the Company entered into the Informa Agreement with Informa. Pursuant to the Informa Agreement, Creek Road Miners Corp. (fka Kick the Can Corp.) sold, transferred, and assigned certain assets, properties, and rights to Informa related to the business of operating and producing live pop culture events. The Company released deferred revenue and other liabilities totaling $ 722,429 of this amount. On September 15, 2021, the Company sold our wholly owned subsidiary which contained our Jevo assets and all rights to our Jevo operations for $ 1,500,000 1,130,740 Schedule of Gain from Sale of Discontinue Operation Description Amount Net cash paid on the closing date $ 1,500,000 Less: Current assets 36,060 Inventory 193,300 Fixed assets, net 16,700 Intangible assets, net 123,200 Total 369,260 Gain from sale $ 1,130,740 CONtv is a joint venture with third parties and Bristol Capital, LLC. The Company holds a limited and passive interest of 10 0 0 Prior to cryptocurrency mining operations that began in October 2021, the Company produced live and virtual pop culture conventions and events, and sold a gelatin machine and related consumables that were discontinued in 2021 In addition, the Company operated an eCommerce site selling pop culture memorabilia that was discontinued on June 30, 2022 (collectively known as “legacy operations”). The related assets and liabilities associated with the discontinued operations in our consolidated balance sheets for the years ending December 31, 2022 and 2021, are classified as discontinued operations. Additionally, the financial results associated with discontinued operations in our consolidated statement of operations for the years ending December 31, 2022 and 2021, are classified as discontinued operations. The assets and liabilities related to discontinued operations consists of the following: Schedule of Discontinued Operation of Balance Sheet and Operation Statement December 31, December 31, 2022 2021 Assets Current assets: Prepaid expenses $ — $ — Inventory — — Total current assets — — Other assets: Property and equipment, net — — Intangible assets, net — — Total assets $ — $ — Liabilities Current liabilities: Accounts payable and accrued expenses $ 485,712 $ 472,029 Deferred revenue — — Due to CONtv — — Total liabilities $ 485,712 $ 472,029 In addition, revenue and expenses from discontinued operations were as follows: 2022 2021 Years Ended December 31, 2022 2021 Revenue $ 43,580 $ 829,767 Operating costs and expenses: Cost of revenue 59,037 776,719 General and administrative — 842,097 Total operating expenses 59,037 1,618,816 Loss from operations (15,457 ) (789,049 ) Other income (expense): Other income (2,281 ) 867,288 Interest income — — Loss on disposal of fixed assets — 1,853,169 Total other income (expense) (2,281 ) 2,720,457 Income (loss) from discontinued operations $ (17,738 ) $ 1,931,108 |
Subsequent Events
Subsequent Events | 7 Months Ended | 12 Months Ended |
Dec. 31, 2022 | Dec. 31, 2022 | |
Creek Road Miners Inc [Member] | ||
Subsequent Events | Note 20. Subsequent Events Decrease in Market Price of Bitcoin, and Increase in Cost of Natural Gas Our business is heavily dependent on the market price of Bitcoin, which has experienced substantial volatility and has recently dropped to its lowest price since December 2020. As of December 31, 2022 the market price of Bitcoin was $ 16,547 67,000 On March 2, 2023, we entered into a Master Services Agreement and Order Form (the “Master Services Agreement”) with Atlas Power Hosting, LLC (“Atlas”). Atlas will provide us with cryptocurrency mining services for our miners at its facility in North Dakota. The Master Services Agreement has a term of two years unless otherwise terminated pursuant to its terms. Under the Master Services Agreement, we will pay Atlas a monthly hosting service fee for the quantity of electricity consumed by our miners, with an initial price per kilowatt-hour of $0.08. In lieu of a deposit or prepayment, all cryptocurrency mined by our miners will be transferred to wallets in the control of Atlas. Atlas will then deduct the hosting service fee from the monthly total mined currency produced by our miners and remit the net mined currency to us. | |
Prairie Operating Co LLC [Member] | ||
Subsequent Events | Note 6 – Subsequent Events Non-Compensatory Options On May 3, 2023, prior to the closing of the Merger, the Company entered into a non-compensatory option purchase agreement with its members, Bristol Capital LLC (“Bristol”) and a third party investor pursuant to which Bristol and such third party investor purchased non-compensatory options for $ 24,000 8,000 30 30 10 Amended and Restated Merger Agreement On May 3, 2023, the Company entered into an Amended and Restated Agreement and Plan of Merger (the “AR Merger Agreement”) with PrairieCo and Merger Sub to, among other things: (i) r emove the reverse stock split of the shares of Common Stock, at a ratio between 1-23 and 1-30 (ii) amend the date by which the AR Merger Agreement may be terminated by either or the Company if the Merger has not been consummated to on or before September 30, 2023; (iii) reflect the terms of the AR PSA (as defined below) and the PIPE Transaction; and (iv) provide for the assumption of the Company’s long-term incentive plan by PrairieCo prior to the effective time of the Merger. Amended Purchase and Sale Agreement On May 3, 2023, the Company entered into an Amended and Restated Purchase and Sale Agreement (the “AR PSA”) with PrairieCo and Exok to, among other things: (i) reflect that the Exok Assets to be purchased by the Company for a total amount of $ 3,000,000 3,157 4,494 (ii) amend the effective date of the conveyance of the Exok Assets to be the Closing Date; (iii) remove the issuance of $ 4,182,000 836,4000 836,400 836,400 6.00 (iv) include an option of PrairieCo to purchase, from the Closing Date until the later of (x) the date that is ninety (90) days following the Closing Date and (y) August 15, 2023, approximately 20,327 32,695 22,182,000 18,000,000 4,182,000 1 4,182,000 2 The Merger and Exok Acquisition both closed on May 3, 2023. At the effective time of the Merger, membership interests in the Company were converted into the right to receive each member’s pro rate share of 65,647,676 8,000,000 0.25 |
Sale of Options
Sale of Options | 7 Months Ended |
Dec. 31, 2022 | |
Prairie Operating Co LLC [Member] | |
Sale of Options | Note 5 – Sale of Options On August 31, 2022, the Company entered into agreements with its members whereby each member was provided non-compensatory options to purchase a 40 1,000,000 80,000 August 31, 2027 25 2,500 5,000 7,500 10,000 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended | 7 Months Ended | 12 Months Ended |
Jun. 30, 2023 | Dec. 31, 2022 | Dec. 31, 2022 | |
Principles of Consolidation | Principles of Consolidation The accompanying financial statements are consolidated and include the accounts of the Company and its wholly-owned subsidiaries. Intercompany balances and transactions have been eliminated in consolidation. | ||
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting periods. Actual results could differ from these estimates. These estimates and assumptions include estimates for reserves of uncollectible accounts, accruals for potential liabilities, estimates and assumptions made in valuing assets and debt instruments issued in the Merger, and realization of deferred tax assets. | ||
Concentration of Credit Risk | Concentration of Credit Risk Financial instruments, which potentially subject the Company to concentrations of credit risk, consist of cash and cash equivalents. The Company places its cash with high quality financial institutions and at times may exceed the FDIC $ 250,000 | ||
Cash and cash equivalents | Cash and Cash Equivalents Cash and cash equivalents are defined by the Company as short-term, highly liquid investments that have an original maturity of three months or less and deposits in money market mutual funds that are readily convertible into cash. Management considers cash and cash equivalents to have minimal credit and market risk. The Company had $ 8,551,483 79,845 | ||
Accounts Receivable | Accounts Receivable Accounts receivable represents revenue recognized, but for which payment has not yet been received. No allowance for doubtful accounts was recorded as of June 30, 2023 and December 31, 2022. | ||
Property and equipment | Property and equipment E&P Exploratory drilling costs are initially capitalized, or suspended, pending the determination of proved reserves. If proved reserves are found, drilling costs remain capitalized and are classified as proved properties. Costs of unsuccessful wells are charged to exploration expense. For exploratory wells that find reserves that cannot be classified as proved when drilling is completed, costs continue to be capitalized as suspended exploratory drilling costs if there have been sufficient reserves found to justify completion as a producing well and sufficient progress is being made in assessing the reserves and the economic and operational viability of the project. If we determine that future appraisal drilling or development activities are unlikely to occur, associated suspended exploratory well costs are expensed. In some instances, this determination may take longer than one year. We review the status of all suspended exploratory drilling costs quarterly. Costs to develop proved reserves, including the costs of all development wells and related equipment used in the production of natural gas and oil are capitalized. Costs of drilling and equipping successful wells, costs to construct or acquire facilities, and associated asset retirement costs are depreciated using the unit-of-production (“UOP”) method based on total estimated proved developed oil and natural gas reserves. Costs of acquiring proved properties, including leasehold acquisition costs transferred from unproved properties, are depleted using the UOP method based on total estimated proved developed and undeveloped reserves. Proceeds from the sales of individual oil and natural gas properties and the capitalized costs of individual properties sold or abandoned are credited and charged, respectively, to accumulated depreciation, depletion and amortization, if doing so does not materially impact the depletion rate of an amortization base. Generally, no gain or loss is recognized until an entire amortization base is sold. However, a gain or loss is recognized from the sale of less than an entire amortization base if the disposition is significant enough to materially impact the depletion rate of the remaining properties in the amortization base. When circumstances indicate that the carrying value of proved oil and natural gas properties may not be recoverable, we compare unamortized capitalized costs to the expected undiscounted pre-tax future cash flows for the associated assets grouped at the lowest level for which identifiable cash flows are independent of cash flows of other assets. If the expected undiscounted pre-tax future cash flows, based on our estimate of future crude oil and natural gas prices, operating costs, anticipated production from proved reserves and other relevant data, are lower than the unamortized capitalized costs, the capitalized costs are reduced to fair value. Fair value is generally estimated using the income approach described in Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic (“ASC”) 820, Fair Value Measurements. If applicable, we utilize prices and other relevant information generated by market transactions involving assets and liabilities that are identical or comparable to the item being measured as the basis for determining fair value. The expected future cash flows used for impairment reviews and related fair value measurements are typically based on judgmental assessments of commodity prices, pricing adjustments for differentials, operating costs, capital investment plans, future production volumes, and estimated proved reserves, considering all available information at the date of review. These assumptions are applied to develop future cash flow projections that are then discounted to estimated fair value, using a market-based weighted average cost of capital. Cryptocurrency Mining 2 5 Management assesses the carrying value of property and equipment whenever events or changes in circumstances indicate that the carrying value may not be recoverable. If there is indication of impairment, management prepares an estimate of future cash flows expected to result from the use of the asset and its eventual disposition. If these cash flows are less than the carrying amount of the asset, an impairment loss is recognized to write down the asset to its estimated fair value. Cryptocurrency Mining assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. An estimate of undiscounted future cash flows produced by the asset, or the appropriate grouping of assets, is compared to the carrying value to determine whether an impairment exists, pursuant to the provisions of ASC 360-10 “Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to Be Disposed Of.” If an asset is determined to be impaired, the loss is measured based on quoted market prices in active markets, if available. If quoted market prices are not available, the estimate of fair value is based on various valuation techniques, including a discounted value of estimated future cash flows and fundamental analysis. | ||
Fair value of financial instruments | Fair value of financial instruments ASC 820, Fair Value Measurements and Disclosures Level 1 valuations bservable inputs that reflect unadjusted quoted prices for identical assets or liabilities in active markets as of the reporting date. Level 2 valuations observable market-based inputs or unobservable inputs that are corroborated by market data. These are inputs other than quoted prices in active markets included in Level 1 that are either directly or indirectly observable as of the reporting date. Level 3 valuations Consist of unobservable inputs that are not corroborated by market data and may be used with internally developed methodologies that result in management’s best estimate of fair value. The carrying amounts and estimated fair values of the Company’s financial assets and liabilities that were measured at fair value on a recurring basis as of June 30, 2023 and December 31, 2022 were as follows: Schedule of Fair value Assets and Liabilities Measured on Recurring Basis June 30, 2023 December 31, 2022 Carrying Amount Fair Value Carrying Amount Fair Value Cash and cash equivalents $ 8,551,483 $ 8,551,483 $ 79,845 $ 79,845 Senior convertible debentures 2,722,000 2,722,000 — — SBA loan 150,000 150,000 — — Share issuance liability 1,235,823 1,235,823 — — The carrying values of accounts receivable, other current assets, accounts payable and other current liabilities on the consolidated balance sheets approximate fair value because of their short-term nature. For debt and obligation share liability, the following methods and assumptions were used to estimate fair value: Debt: Share issuance liability: Assets and liabilities measured at fair value on a recurring basis as of June 30, 2023 are summarized below. There were no assets and liabilities measured at fair value on a recurring basis as of December 31, 2022. Schedule of Assets And Liabilities Measured at Fair Value Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs Not Corroborated by Market Data (Level 3) Assets (Liabilities) at Fair Value June 30, 2023 Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs Not Corroborated by Market Data (Level 3) Assets (Liabilities) at Fair Value Senior convertible debentures $ — $ — $ 2,722,000 $ 2,722,000 Share issuance liability 1,235,823 — — 1,235,823 The significant unobservable inputs used in the Level 3 fair value measurement of the senior convertible debentures as of May 3, 2023 (date of the Merger) and June 30, 2023 and their values are as follows: Schedule of Senior Convertible Debentures May 3, 2023 June 30, 2023 Volatility 75 % 75 % Yield 20.00 % 19.35 % Volatility was estimated using stock price volatility of the Company and a set of peer companies over a lookback period equal to the time to maturity. Yields were estimated using a range of 15.00 25.00 14.35 24.35 The provides a summary of changes in the fair value of the Company ’ s evel 3 for the three months ended . Schedule of Fair Value For Level 3 Liabilities Balance at December 31, 2022 $ — Senior convertible debentures assumed in the Merger 1,981,000 Losses reported in earnings 741,000 Balance at June 30, 2023 $ 2,722,000 | ||
Commitments and Contingencies | Commitments and Contingencies The Company recognizes a liability for loss contingencies when it believes it is probable a liability has been incurred, and the amount can be reasonably estimated. If some amount within a range of loss appears at the time to be a better estimate than any other amount within the range, the Company accrues that amount. When no amount within the range is a better estimate than any other amount the Company accrues the minimum amount in the range. The Company has not recorded any such liabilities as of June 30, 2023 and December 31, 2022. | ||
Revenue Recognition | Revenue Recognition The Company accounts for revenue in accordance with ASC 606, Revenue from Contracts with Customers. The underlying principle of ASC 606 is to recognize revenue to depict the transfer of goods or services to customers at the amount expected to be collected. Revenues are recognized when control of the promised goods or services are transferred to a customer, in an amount that reflects the consideration that we expect to receive in exchange for those goods or services. The Company applies the following five steps in order to determine the appropriate amount of revenue to be recognized as we fulfill our obligations under each of our agreements: ● identify the contract with a customer; ● identify the performance obligations in the contract; ● determine the transaction price; ● allocate the transaction price to performance obligations in the contract; and ● recognize revenue as the performance obligation is satisfied. The Company’s Cryptocurrency Mining assets that are in service are operating under a contract with Atlas Power Hosting, LLC (“Atlas”) whereby Atlas hosts, operates, and manages the Company’s assets. The Company receives payment in U.S. dollars for the daily net mining revenue representing the dollar value of the cryptocurrency award generated less power and other costs. The Company does not currently receive or own cryptocurrencies under this contract. Fair value of any cryptocurrency award received is determined using the market rate of the related cryptocurrency at the time of receipt. There is currently no specific definitive guidance under GAAP or alternative accounting framework for the accounting for cryptocurrencies recognized as revenue or held, and management has exercised significant judgment in determining the appropriate accounting treatment. In the event authoritative guidance is enacted by the FASB, the Company may be required to change its policies, which could have an effect on the Company’s consolidated financial position and results from operations. | ||
Cryptocurrency Mining Costs | Cryptocurrency Mining Costs The Company’s cryptocurrency mining costs consist primarily of direct costs under the Atlas contract described above, but exclude depreciation and amortization, which are separately stated in the Company’s consolidated statements of operations. | ||
Income Taxes | Income taxes We account for income taxes using the asset and liability method whereby deferred tax assets are recognized for deductible temporary differences, and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. | ||
Earnings (Loss) Per Common Share | Earnings (Loss) Per Common Share The two-class method of computing earnings per share is required for entities that have participating securities. The two-class method is an earnings allocation formula that determines earnings per share for participating securities according to dividends declared (or accumulated) and participation rights in undistributed earnings. Our Series D Preferred Stock and AR Debentures are participating securities. Basic earnings (loss) per common share (“EPS”) is calculated by dividing net income (loss) attributable to common stock holders by the weighted average number of shares of common stock outstanding each period. Dilutive EPS is calculated by dividing adjusted net income (loss) attributable to common stock holders by the weighted average number of shares of common stock outstanding each period, which includes the effect of potentially dilutive securities. Potentially dilutive securities for the diluted EPS calculation consists of (i) AR Debentures, (ii) Obligation Shares (defined below), (iii) Series D Preferred Stock, (iv) warrants for common stock and (v) exercisable common stock options. Basic and diluted earnings (loss) attributable to common stockholders is the same for the three months and six months ended June 30, 2023 because the Company has only incurred losses and all potentially dilutive securities are anti-dilutive. Potentially dilutive securities that were not included in the computation of diluted earnings (loss) attributable to common stockholders at June 30, 2023 because their inclusion would be anti-dilutive are as follows: Schedule of Anti-dilutive Securities Excluded from Earnings Per Share Potentially Dilutive Security Quantity Stated Value Per Share Total Value or Stated Value Assumed Conversion Price Resulting Common Shares Common stock options (1) 8,202,500 $ — $ — $ — 202,500 Common stock warrants 200,126,815 — — — 200,126,815 Obligation Shares 5,884,872 — — — 5,884,872 AR Debentures — — 2,000,000 0.175 11,428,571 Series D preferred stock 21,799 1,000 21,799,000 0.175 124,567,143 Total 342,209,901 (1) Includes the Merger Options, which were not exercisable as of June 30, 2023 (see Note 12). | ||
Related Parties | Related Parties The Company follows ASC 850-10, Related Parties, for the identification of related parties and disclosure of related party transactions. Pursuant to Section 850-10-20, the related parties include: (a) affiliates of the Company (“affiliate” means, with respect to any specified person, any other person that, directly or indirectly through one or more intermediaries, controls, is controlled by or is under common control with such person, as such terms are used in and construed under Rule 405 under the Securities Act of 1933, as amended (the “Securities Act”)); (b) entities for which investments in their equity securities would be required, absent the election of the fair value option under the Fair Value Option Subsection of Section 825-10-15, to be accounted for by the equity method by the investing entity; (c) trusts for the benefit of employees, such as pension and profit-sharing trusts that are managed by or under the trusteeship of management; (d) principal owners of the Company; (e) management of the Company; (f) other parties with which the Company may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests; and (g) other parties that can significantly influence the management or operating policies of the transacting parties or that have an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests. | ||
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements Recent accounting pronouncements issued by the FASB, including its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company’s present or future consolidated financial statements. | ||
Creek Road Miners Inc [Member] | |||
Principles of Consolidation | Principles of Consolidation The accompanying financial statements are consolidated and include the accounts of the Company and its wholly-owned subsidiaries. Intercompany balances and transactions have been eliminated in consolidation. The following table lists the Company’s wholly-owned subsidiaries as of December 31, 2022: Schedule of Company’s Wholly-owned Subsidiaries Name of consolidated subsidiary or entity State or other jurisdiction of incorporation or organization Date of incorporation or formation (date of acquisition, if applicable) Attributable Creek Road Miners Corp. (fka Kick the Can Corp.) Nevada, U.S.A. September 20, 2010 100 % Wizard Special Events, LLC California, U.S.A. June 5, 2018 100 % Creek Road Merger Sub, LLC Delaware, U.S.A. October 4, 2022 100 % | ||
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting periods. Actual results could differ from these estimates. These estimates and assumptions include estimates for reserves of uncollectible accounts, accruals for potential liabilities, assumptions made in valuing equity instruments issued for services or acquisitions, and realization of deferred tax assets. | ||
Concentration of Credit Risk | Concentration of Credit Risk Financial instruments, which potentially subject the Company to concentrations of credit risk, consist of cash and cash equivalents. The Company places its cash with high quality financial institutions and at times may exceed the FDIC $ 250,000 | ||
Cash and cash equivalents | Cash and cash equivalents For purposes of the statements of cash flows, the Company defines cash equivalents as all highly liquid debt instruments purchased with an original maturity of three months or less. In all periods presented, cash equivalents consist primarily of money market funds. | ||
Property and equipment | Property and equipment Property and equipment are stated at cost and are depreciated using the straight-line method over their estimated useful lives of 3 9 Management assesses the carrying value of property and equipment whenever events or changes in circumstances indicate that the carrying value may not be recoverable. If there is indication of impairment, management prepares an estimate of future cash flows expected to result from the use of the asset and its eventual disposition. If these cash flows are less than the carrying amount of the asset, an impairment loss is recognized to write down the asset to its estimated fair value. | ||
Fair value of financial instruments | Fair value of financial instruments Under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 820, Fair Value Measurements and Disclosures Level 1 – Quoted prices in active markets for identical assets or liabilities. Level 2 – Inputs, other than the quoted prices in active markets, are observable either directly or indirectly. Level 3 – Unobservable inputs based on the Company’s assumptions. The Company is required to use observable market data if such data is available without undue cost and effort. The Company has no fair value items required to be disclosed as of December 31, 2022 or 2021 under these requirements. The carrying amounts of financial assets and liabilities, such as cash and cash equivalents, accounts receivable and accounts payable, approximate their fair values because of the short maturity of these instruments. Transactions involving related parties typically cannot be presumed to be carried out on an arm’s-length basis, as the requisite conditions of competitive, free market dealings may not exist. However, in the case of the secured convertible debentures due to related parties, the Company obtained a fairness opinion from an independent third party which supports that the transaction was carried out at an arm’s length basis. | ||
Revenue Recognition | Revenue Recognition The Company accounts for revenue in accordance with ASC 606, Revenue from Contracts with Customers. The underlying principle of ASC 606 is to recognize revenue to depict the transfer of goods or services to customers at the amount expected to be collected. Revenues are recognized when control of the promised goods or services are transferred to a customer, in an amount that reflects the consideration that we expect to receive in exchange for those goods or services. The Company applies the following five steps in order to determine the appropriate amount of revenue to be recognized as we fulfill our obligations under each of our agreements: ● identify the contract with a customer; ● identify the performance obligations in the contract; ● determine the transaction price; ● allocate the transaction price to performance obligations in the contract; and ● recognize revenue as the performance obligation is satisfied. The Company has entered into digital asset mining pools by executing contracts with the mining pool operators to provide computing power to the mining pool. The contracts are terminable at any time by either party and the Company’s enforceable right to compensation only begins when the Company provides computing power to the mining pool operator. In exchange for providing computing power, the Company is entitled to a fractional share of the fixed cryptocurrency award the mining pool operator receives (less digital asset transaction fees to the mining pool operator which are recorded as a component of cost of revenues) for successfully adding a block to the blockchain. The Company’s fractional share is based on the proportion of computing power the Company contributed to the mining pool operator to the total computing power contributed by all mining pool participants in solving the current algorithm. Providing computing power in digital asset transaction verification services is an output of the Company’s ordinary activities. The provision of providing such computing power is the only performance obligation in the Company’s contracts with mining pool operators. The transaction consideration the Company receives, if any, is noncash consideration, which the Company measures at fair value on the date received, which is not materially different than the fair value at contract inception or the time the Company has earned the award from the pools. The consideration is all variable. Because it is not probable that a significant reversal of cumulative revenue will not occur, the consideration is constrained until the mining pool operator successfully places a block (by being the first to solve an algorithm) and the Company receives confirmation of the consideration it will receive, at which time revenue is recognized. There is no significant financing component in these transactions. Fair value of the cryptocurrency award received is determined using the market rate of the related cryptocurrency at the time of receipt. There is currently no specific definitive guidance under GAAP or alternative accounting framework for the accounting for cryptocurrencies recognized as revenue or held, and management has exercised significant judgment in determining the appropriate accounting treatment. In the event authoritative guidance is enacted by the FASB, the Company may be required to change its policies, which could have an effect on the Company’s consolidated financial position and results from operations. | ||
Cryptocurrency Mining Costs | Cryptocurrency Mining Costs The Company’s cryptocurrency mining costs consist primarily of direct costs of earning Bitcoin related to mining operations, including mining pool fees, fuel and natural gas costs, turbine rental costs, and mobile data center rental costs, but exclude depreciation and amortization, which are separately stated in the Company’s consolidated statements of operations. | ||
Income Taxes | Income taxes The Company accounts for income taxes using the asset and liability method whereby deferred tax assets are recognized for deductible temporary differences, and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. | ||
Earnings (Loss) Per Common Share | Earnings (Loss) Per Common Share Basic earnings (loss) per share is computed by dividing earnings (loss) attributable to common stockholders by the weighted average number of common shares outstanding for the period. Diluted earnings per share is computed by dividing earnings (loss) attributable to common stockholders by the weighted average number of common shares outstanding plus the number of additional common shares that would have been outstanding if all dilutive potential common shares had been issued, using the treasury stock method. The dilutive effect of potentially dilutive securities is reflected in diluted net income per share if the exercise prices were lower than the average fair market value of common shares during the reporting period. Potential common shares are excluded from the computation when their effect is antidilutive. Basic and diluted earnings (loss) attributable to common stockholders is the same for the years ended December 31, 2022 and 2021, because the Company has only incurred losses and all potentially dilutive securities are anti-dilutive. Potentially dilutive securities that were not included in the computation of diluted earnings (loss) attributable to common stockholders at December 31, 2022 because their inclusion would be anti-dilutive are as follows: Schedule of Anti-dilutive Securities Excluded from Earnings Per Share Potentially Dilutive Security Quantity Stated Value Per Share (1) Total Value or Stated Value Assumed Conversion Price (1) Resulting Common Shares Common stock options 259,250 $ — $ — — 259,250 Common stock warrants 21,984,266 — — — 21,984,266 Series A preferred stock 256,117 10 2,561,170 0.175 14,635,257 Series B preferred stock 1,439 1,080 1,554,120 0.500 3,108,240 Series C preferred stock 7,630 1,111 8,476,930 0.500 16,953,860 Series B preferred stock warrants 10,000 1,080 10,800,000 0.500 21,600,000 Secured convertible debentures – related parties — — 4,993,700 0.175 28,535,429 Convertible notes payable — — 1,400,000 0.500 2,800,000 Total 109,876,302 (1) As of December 31, 2022 | ||
Related Parties | Related Parties The Company follows ASC 850-10, Related Parties, for the identification of related parties and disclosure of related party transactions. Pursuant to Section 850-10-20, the related parties include: (a) affiliates of the Company (“Affiliate” means, with respect to any specified person, any other person that, directly or indirectly through one or more intermediaries, controls, is controlled by or is under common control with such person, as such terms are used in and construed under Rule 405 under the Securities Act); (b) entities for which investments in their equity securities would be required, absent the election of the fair value option under the Fair Value Option Subsection of Section 825-10-15, to be accounted for by the equity method by the investing entity; (c) trusts for the benefit of employees, such as pension and profit-sharing trusts that are managed by or under the trusteeship of management; (d) principal owners of the Company; (e) management of the Company; (f) other parties with which the Company may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests; and (g) other parties that can significantly influence the management or operating policies of the transacting parties or that have an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests. | ||
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements Recent accounting pronouncements issued by the FASB, including its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company’s present or future consolidated financial statements. | ||
Reclassification | Reclassification Certain prior period amounts have been reclassified to conform to current period presentation. Such reclassification did not affect net assets, net loss or cash flows as previously presented. | ||
Cryptocurrency | Cryptocurrency Cryptocurrency (Bitcoin) is included in current assets in the accompanying consolidated balance sheets. The classification of cryptocurrencies as a current asset has been made after the Company’s consideration of the significant consistent daily trading volume on readily available cryptocurrency exchanges and the absence of limitations or restrictions on Company’s ability to sell Bitcoin. Cryptocurrencies awarded to the Company through its mining activities are accounted for in connection with the Company’s revenue recognition policy disclosed below. Cryptocurrencies held are accounted for as intangible assets with indefinite useful lives. An intangible asset with an indefinite useful life is not amortized but assessed for impairment annually, or more frequently, when events or changes in circumstances occur indicating that it is more likely than not that the indefinite-lived asset is impaired. Impairment exists when the carrying amount exceeds its fair value, which is measured using the quoted price of the cryptocurrency at the time its fair value is being measured. In testing for impairment, the Company has the option to first perform a qualitative assessment to determine whether it is more likely than not that an impairment exists. If it is determined that it is not more likely than not that an impairment exists, a quantitative impairment test is not necessary. If the Company concludes otherwise, it is required to perform a quantitative impairment test. To the extent an impairment loss is recognized, the loss establishes the new cost basis of the asset. Subsequent reversal of impairment losses is not permitted. Cryptocurrencies awarded to the Company through its mining activities are included within operating activities on the accompanying consolidated statements of cash flows. | ||
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets Long-lived assets are comprised of intangible assets and property and equipment. Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. An estimate of undiscounted future cash flows produced by the asset, or the appropriate grouping of assets, is compared to the carrying value to determine whether an impairment exists, pursuant to the provisions of FASB ASC 360-10 “Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to Be Disposed Of”. If an asset is determined to be impaired, the loss is measured based on quoted market prices in active markets, if available. If quoted market prices are not available, the estimate of fair value is based on various valuation techniques, including a discounted value of estimated future cash flows and fundamental analysis. The Company reports an asset to be disposed of at the lower of its carrying value or its estimated net realizable value. | ||
Leases | Leases The Company accounts for leases in accordance with the provisions of ASC 842, Leases. This standard requires lessees to recognize on the balance sheet assets and liabilities for leases with lease terms of more than 12 months. The recognition, measurement, and presentation of expenses and cash flows arising from a lease by a lessee will depend primarily on its classification as a finance or operating lease. We determine if an arrangement contains a lease at inception. Right of use (“ROU”) assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. ROU assets and liabilities are recognized at the lease commencement date based on the estimated present value of lease payments over the lease term. Our leases consist of leaseholds on office space. We utilized a portfolio approach in determining our discount rate. The portfolio approach takes into consideration the range of the term, the range of the lease payments, the category of the underlying asset and our estimated incremental borrowing rate, which is derived from information available at the lease commencement date, in determining the present value of lease payments. We also give consideration to our recent debt issuances as well as publicly available data for instruments with similar characteristics when calculating our incremental borrowing rates. We recognize lease expense for these leases on a straight-line basis over the lease term. We recognize variable lease payments in the period in which the obligation for those payments is incurred. Variable lease payments that depend on an index or a rate are initially measured using the index or rate at the commencement date, otherwise variable lease payments are recognized in the period incurred. | ||
Reverse Stock Split | Reverse Stock Split We implemented a 1-for-20 reverse stock split of our outstanding shares of common stock that was effective on January 23, 2020. Unless otherwise noted, all share and related option, warrant, and convertible security information presented has been retroactively adjusted to reflect the reduced number of shares, and the increase in the share price which resulted from this action. | ||
Stock-Based Compensation | Stock-Based Compensation The Company periodically issues stock options, warrants and restricted stock to employees and non-employees for services, in capital raising transactions, and for financing costs. The Company accounts for share-based payments under the guidance as set forth in the Share-Based Payment Topic 718 of the FASB Accounting Standards Codification, which requires the measurement and recognition of compensation expense for all share-based payment awards made to employees, officers, directors, and consultants, including employee stock options, based on estimated fair values. The Company estimates the fair value of stock option and warrant awards to employees and directors on the date of grant using an option-pricing model, and the value of the portion of the award that is ultimately expected to vest is recognized as expense over the required service period in our Statements of Operations. We estimate the fair value of restricted stock awards to employees and directors using the market price of our common stock on the date of grant, and the value of the portion of the award that is ultimately expected to vest is recognized as expense over the required service period in our Statements of Operations. | ||
Discontinued Operations | Discontinued Operations On August 6, 2021, the Company entered into the Informa Agreement with Informa. Pursuant to the Informa Agreement, Creek Road Miners Corp. (fka Kick the Can Corp.) sold, transferred, and assigned certain assets, properties, and rights to Informa related to the business of operating and producing live pop culture events. The Company released deferred revenue and other liabilities totaling $ 722,429 On September 15, 2021, the Company sold our wholly owned subsidiary which contained our Jevo assets and all rights to our Jevo operations for $ 1,500,000 1,130,740 In addition, the Company operated an eCommerce site selling pop culture memorabilia that was discontinued on June 30, 2022. The related assets and liabilities associated with the discontinued operations in our consolidated balance sheets for the years ending December 31, 2022 and 2021, are classified as discontinued operations. Additionally, the financial results associated with discontinued operations in our consolidated statement of operations for the years ending December 31, 2022 and 2021, are classified as discontinued operations. | ||
Prairie Operating Co LLC [Member] | |||
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting periods. Actual results could differ from these estimates. | ||
Cash and cash equivalents | Cash and cash equivalents For purposes of the statements of cash flows, the Company defines cash equivalents as all highly liquid debt instruments purchased with an original maturity of three months or less. | ||
Income Taxes | Income Taxes The Company is a limited liability company treated as a partnership for federal and state income tax purposes with all income tax liabilities and/or benefits of the Company being passed through to the members. As such, no recognition of federal or state income taxes for the Company have been provided for in the accompanying financial statements. Any uncertain tax position taken by the member is not an uncertain position of the Company. | ||
Related Parties | Related Parties The Company follows ASC 850-10, Related Parties, for the identification of related parties and disclosure of related party transactions. Pursuant to Section 850-10-20, the related parties include: (a) affiliates of the Company (“Affiliate” means, with respect to any specified person, any other person that, directly or indirectly through one or more intermediaries, controls, is controlled by or is under common control with such person, as such terms are used in and construed under Rule 405 under the Securities Act of 1933, as amended); (b) entities for which investments in their equity securities would be required, absent the election of the fair value option under the Fair Value Option Subsection of Section 825-10-15, to be accounted for by the equity method by the investing entity; (c) trusts for the benefit of employees, such as pension and profit-sharing trusts that are managed by or under the trusteeship of management; (d) principal owners of the Company; (e) management of the Company; (f) other parties with which the Company may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests; and (g) other parties that can significantly influence the management or operating policies of the transacting parties or that have an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests. | ||
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements Recent accounting pronouncements issued by the FASB, including its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company’s present or future consolidated financial statements. | ||
Accounts Receivable and Allowance for Doubtful Accounts | Accounts Receivable and Allowance for Doubtful Accounts It is the Company’s policy to record accounts receivable at the amount management expects to collect from outstanding balances. The Company generally does not require collateral to support customer receivables. The Company provides an allowance for doubtful accounts based upon a review of the outstanding accounts receivable, historical collection information and existing economic conditions. The Company determines if receivables are past due based on days outstanding, and amounts are written off when determined to be uncollectible by management. The maximum accounting loss from the credit risk associated with accounts receivable is the amount of the receivable recorded, which is the face amount of the receivable net of the allowance for doubtful accounts. As of December 31, 2022, there were no no | ||
Fair Value Measurements | Fair Value Measurements ASC 820, Fair Value Measurements and Disclosures A fair value hierarchy prioritizes the inputs used in measuring fair value into three broad levels as follows: Level 1 – Quoted prices in active markets for identical assets or liabilities. Level 2 – Inputs, other than the quoted prices in active markets, are observable either directly or indirectly. Level 3 – Unobservable inputs based on the Company’s assumptions. The Company is required to use observable market data if such data is available without undue cost and effort. The carrying amount of the Company’s cash and cash equivalents approximates fair value as of December 31, 2022. Transactions involving related parties typically cannot be presumed to be carried out on an arm’s-length basis, as the requisite conditions of competitive, free market dealings may not exist. | ||
Deferred Transaction Costs | Deferred Transaction Costs Deferred transaction costs are expenses directly related to the Merger and related transactions. These costs primarily consist of legal and accounting fees that the Company capitalized. On the date of the Merger, deferred transaction costs related to the PIPE Transaction will be reclassified to equity and the deferred transaction costs related directly to the Merger will be reclassified to the cost of the net assets acquired in the Merger. | ||
Accrued Expenses | Accrued Expenses Accrued expenses in our balance sheet consist of $ 2,210,094 in legal costs, $ 9,552 in accounting costs, and $ 300 of other costs. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2023 | Dec. 31, 2022 | |
Schedule of Fair value Assets and Liabilities Measured on Recurring Basis | The carrying amounts and estimated fair values of the Company’s financial assets and liabilities that were measured at fair value on a recurring basis as of June 30, 2023 and December 31, 2022 were as follows: Schedule of Fair value Assets and Liabilities Measured on Recurring Basis June 30, 2023 December 31, 2022 Carrying Amount Fair Value Carrying Amount Fair Value Cash and cash equivalents $ 8,551,483 $ 8,551,483 $ 79,845 $ 79,845 Senior convertible debentures 2,722,000 2,722,000 — — SBA loan 150,000 150,000 — — Share issuance liability 1,235,823 1,235,823 — — | |
Schedule of Assets And Liabilities Measured at Fair Value | Assets and liabilities measured at fair value on a recurring basis as of June 30, 2023 are summarized below. There were no assets and liabilities measured at fair value on a recurring basis as of December 31, 2022. Schedule of Assets And Liabilities Measured at Fair Value Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs Not Corroborated by Market Data (Level 3) Assets (Liabilities) at Fair Value June 30, 2023 Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs Not Corroborated by Market Data (Level 3) Assets (Liabilities) at Fair Value Senior convertible debentures $ — $ — $ 2,722,000 $ 2,722,000 Share issuance liability 1,235,823 — — 1,235,823 | |
Schedule of Senior Convertible Debentures | The significant unobservable inputs used in the Level 3 fair value measurement of the senior convertible debentures as of May 3, 2023 (date of the Merger) and June 30, 2023 and their values are as follows: Schedule of Senior Convertible Debentures May 3, 2023 June 30, 2023 Volatility 75 % 75 % Yield 20.00 % 19.35 % | |
Schedule of Fair Value For Level 3 Liabilities | The provides a summary of changes in the fair value of the Company ’ s evel 3 for the three months ended . Schedule of Fair Value For Level 3 Liabilities Balance at December 31, 2022 $ — Senior convertible debentures assumed in the Merger 1,981,000 Losses reported in earnings 741,000 Balance at June 30, 2023 $ 2,722,000 | |
Schedule of Anti-dilutive Securities Excluded from Earnings Per Share | Schedule of Anti-dilutive Securities Excluded from Earnings Per Share Potentially Dilutive Security Quantity Stated Value Per Share Total Value or Stated Value Assumed Conversion Price Resulting Common Shares Common stock options (1) 8,202,500 $ — $ — $ — 202,500 Common stock warrants 200,126,815 — — — 200,126,815 Obligation Shares 5,884,872 — — — 5,884,872 AR Debentures — — 2,000,000 0.175 11,428,571 Series D preferred stock 21,799 1,000 21,799,000 0.175 124,567,143 Total 342,209,901 (1) Includes the Merger Options, which were not exercisable as of June 30, 2023 (see Note 12). | |
Creek Road Miners Inc [Member] | ||
Schedule of Anti-dilutive Securities Excluded from Earnings Per Share | Schedule of Anti-dilutive Securities Excluded from Earnings Per Share Potentially Dilutive Security Quantity Stated Value Per Share (1) Total Value or Stated Value Assumed Conversion Price (1) Resulting Common Shares Common stock options 259,250 $ — $ — — 259,250 Common stock warrants 21,984,266 — — — 21,984,266 Series A preferred stock 256,117 10 2,561,170 0.175 14,635,257 Series B preferred stock 1,439 1,080 1,554,120 0.500 3,108,240 Series C preferred stock 7,630 1,111 8,476,930 0.500 16,953,860 Series B preferred stock warrants 10,000 1,080 10,800,000 0.500 21,600,000 Secured convertible debentures – related parties — — 4,993,700 0.175 28,535,429 Convertible notes payable — — 1,400,000 0.500 2,800,000 Total 109,876,302 (1) As of December 31, 2022 | |
Schedule of Company’s Wholly-owned Subsidiaries | The accompanying financial statements are consolidated and include the accounts of the Company and its wholly-owned subsidiaries. Intercompany balances and transactions have been eliminated in consolidation. The following table lists the Company’s wholly-owned subsidiaries as of December 31, 2022: Schedule of Company’s Wholly-owned Subsidiaries Name of consolidated subsidiary or entity State or other jurisdiction of incorporation or organization Date of incorporation or formation (date of acquisition, if applicable) Attributable Creek Road Miners Corp. (fka Kick the Can Corp.) Nevada, U.S.A. September 20, 2010 100 % Wizard Special Events, LLC California, U.S.A. June 5, 2018 100 % Creek Road Merger Sub, LLC Delaware, U.S.A. October 4, 2022 100 % |
Purchase Price Allocation (Tabl
Purchase Price Allocation (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Purchase Price Allocation | |
Schedule of Total Purchase Price | The total purchase price and allocated purchase price is summarized as follows: Schedule of Total Purchase Price Number of shares of common stock of the combined company owned by the Company’s stockholders immediately prior to the merger (1) 110,314,022 Multiplied by the fair value per share of common stock (2) $ 0.09 Fair value of the Company’s pre-Merger common stock 9,928,262 Number of shares of Series D Preferred Stock at to effectuate the Merger 4,423 Multiplied by the fair value per share (3) $ 725.57 Fair value of Series D Preferred Stock issued as consideration 3,209,196 Prairie LLC Transaction costs (4) 2,032,696 Purchase price $ 15,170,154 (1) For purposes of this unaudited pro forma combined financial information, 110,314,022 (2) Based on the last reported sale price of the common stock on OTC Capital Markets on May 3, 2023, the closing date of the Merger (the “Closing Date”). (3) Fair value calculated as described above on May 3, 2023. (4) Prairie LLC transaction costs consist primarily of legal expenses incurred by Prairie LLC. The transaction costs have been reflected as an increase in the purchase price. |
Schedule of Allocation of Purchase Price to Net Assets Acquired | Schedule of Allocation of Purchase Price to Net Assets Acquired Purchase Price Allocation: May 3, 2023 Cash and cash equivalents $ 42,360 Accounts receivable 8,014 Prepaid expenses 63,795 Mining equipment (1) 18,140,874 Deposits on mining equipment 2,928,138 Accounts payable and accrued expenses (3,352,389 ) Secured convertible debentures (1,981,000 ) SBA loan payable (150,000 ) Share issuance liability (529,638 ) Net assets acquired $ 15,170,154 (1) In accordance with GAAP for asset acquisitions, the excess purchase price over the fair value of the acquired assets and liabilities was ascribed to the property and equipment acquired. See Note 4 below for additional discussion of the subsequent impairment recognized. |
Property and Equipment (Tables)
Property and Equipment (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2023 | Dec. 31, 2022 | |
Schedule of Property and Equipment | Property and equipment consisted of the following: Schedule of Property and Equipment June 30, 2023 December 31, 2022 E&P Proved properties $ — $ — Unproved properties 3,189,031 — Total capitalized costs 3,189,031 — Less: Accumulated depreciation, depletion and amortization — — Net capitalized costs $ 3,189,031 $ — Cryptocurrency Mining Cryptocurrency miners $ 4,146,687 $ — Mobile data centers 146,735 — Total 4,293,422 — Less: Accumulated depreciation (132,851 ) — Net, property and equipment $ 4,160,571 $ — | |
Creek Road Miners Inc [Member] | ||
Schedule of Property and Equipment | Property and equipment, excluding those associated with discontinued operations, stated at cost, less accumulated depreciation and amortization, consisted of the following: Schedule of Property and Equipment 2022 2021 December 31, 2022 2021 Cryptocurrency miners $ 2,152,970 $ 1,784,062 Mobile data centers 219,372 518,663 Computer equipment 6,881 12,771 Total 2,379,223 2,315,496 Less accumulated depreciation (747,216 ) (89,136 ) Net, Property and equipment $ 1,632,007 $ 2,226,360 |
Deposits on Cryptocurrency Mi_2
Deposits on Cryptocurrency Mining Equipment (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2023 | Dec. 31, 2022 | |
Schedule of Mining Equipment | Deposits on cryptocurrency mining equipment, consisted of the following: Schedule of Cryptocurrency Mining Equipment Cryptocurrency Miners Mobile Data Centers Total May 3, 2023 $ 2,778,138 $ 150,000 $ 2,928,138 Balance beginning $ 2,778,138 $ 150,000 $ 2,928,138 Deposits on equipment during the period — — — Equipment delivered and transferred to mining equipment (2,778,138 ) — (2,778,138 ) June 30, 2023 $ — $ 150,000 $ 150,000 B alance $ — $ 150,000 $ 150,000 | |
Creek Road Miners Inc [Member] | ||
Schedule of Mining Equipment | Deposits on mining equipment, consisted of the following: Schedule of Mining Equipment Cryptocurrency Miners Mobile Data Centers Total Balance December 31, 2020 $ — $ — $ — Deposits on equipment during the period 7,089,000 524,230 7,613,230 Equipment delivered during the period — — — Balance December 31, 2021 $ 7,089,000 $ 524,230 $ 7,613,230 Balance beginning $ 7,089,000 $ 524,230 $ 7,613,230 Deposits on equipment during the period 1,602,300 530,430 2,132,730 Equipment delivered during the period (4,722,300 ) (349,980 ) (5,072,280 ) Balance December 31, 2022 $ 3,969,000 $ 704,680 $ 4,673,680 Balance ending $ 3,969,000 $ 704,680 $ 4,673,680 | |
Schedule of Estimated Market Price of Miners | Schedule of Estimated Market Price of Miners Market Price per Miner Total Amount July 2022 batch (100 miners) $ 7,756 $ 775,600 August 2022 batch (100 miners) 7,140 714,000 September 2022 batch (100 miners) 7,140 714,000 October 2022 batch (100 miners) 6,510 651,000 November 2022 batch (100 miners) 5,810 581,000 December 2022 batch (100 miners) 5,810 581,000 Estimated total amount due 4,016,600 Less: Payments made 3,969,000 Remaining amount due $ 47,600 |
Accounts Payable and Accrued _2
Accounts Payable and Accrued Expenses (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Payables and Accruals [Abstract] | |
Schedule of Accounts Payable and Accrued Expenses | The following table provides detail of the Company’s accounts payable and accrued expenses for the periods presented: Schedule of Accounts Payable and Accrued Expenses June 30, 2023 December 31, 2022 Accounts payable $ 1,604,526 $ — Accrued legal and accounting fees 2,442,295 2,219,646 Accrued interest 26,301 — Other 334,327 300 Accounts payable and accrued expenses $ 4,407,449 $ 2,219,946 Accrued interest and expenses – related parties $ 19,333 $ 2,084 |
Debt (Tables)
Debt (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2023 | Dec. 31, 2022 | |
Schedule of Loans Payable | The following table summarizes the Company’s debt outstanding: Schedule of Debt Outstanding June 30, 2023 December 31, 2022 As of June 30, 2023 December 31, 2022 Short-term debt AR Debentures at fair value $ 2,722,000 $ — Long-term debt SBA Loan 150,000 — Total debt $ 2,872,000 $ — | |
Schedule of Debt Maturities | The following is a summary of scheduled debt maturities by year as of June 30, 2023: Schedule of Debt Maturities 2023 $ 2,001,613 2024 3,317 2025 3,444 2026 3,575 2027 3,711 Thereafter 134,340 Long-Term Debt $ 2,150,000 | |
Creek Road Miners Inc [Member] | ||
Schedule of Loans Payable | The following table summarizes PPP/SBA loans payable: Schedule of Loans Payable December 31, 2022 December 31, 2021 As of December 31, 2022 December 31, 2021 SBA Guaranteed PPP Loan $ — $ 14,033 SBA Loan 149,900 149,900 Second Draw SBA Guaranteed PPP Loan — 197,662 Total $ 149,900 $ 361,595 |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2023 | Dec. 31, 2022 | |
Segment Reporting Information [Line Items] | ||
Schedule of Corporate Assets Not Allocated to Segments | Schedule of Reportable Segments E&P Cryptocurrency Mining Total Three months ended June 30, 2023 Revenues $ — $ 179,318 $ 179,318 Depreciation, depletion and amortization expense — 132,851 132,851 Impairment of cryptocurrency mining equipment — 16,794,688 16,794,688 Loss from operations (1,199,929 ) (18,499,007 ) (19,698,936 ) Interest expense (1) (2,052 ) (41,667 ) (43,719 ) Interest income (1) 18,072 24,965 43,037 Loss on adjustment to fair value - AR Debentures — (741,000 ) (741,000 ) Loss on adjustment to fair value – Obligation Shares (1) (296,546 ) (409,639 ) (706,185 ) Assets $ 3,189,031 $ 4,405,219 $ 7,594,250 June 7, 2022 (date of inception) through June 30, 2022 Revenues * $ — $ — $ — Depreciation, depletion and amortization expense * — — — Loss from operations * (32,723 ) — (32,723 ) Interest expense * — — — Interest income * — — — Other expense * — — — Other income * — — — Assets * $ 240,345 $ — $ 240,345 (1) Amounts are allocated to each segment as they are incurred at the corporate level. E&P Cryptocurrency Mining Total Six months ended June 30, 2023 Revenues $ — $ 179,318 $ 179,318 Depreciation, depletion and amortization expense — 132,851 132,851 Impairment of cryptocurrency mining equipment — 16,794,688 16,794,688 Loss from operations (1,226,970 ) (18,536,358 ) (19,763,328 ) Interest expense (1) (2,052 ) (41,667 ) (43,719 ) Interest income (1) 18,072 24,965 43,037 Loss on adjustment to fair value – AR Debentures — (741,000 ) (741,000 ) Loss on adjustment to fair value – Obligation Shares (1) (296,546 ) (409,639 ) (706,185 ) Assets $ 3,189,031 $ 4,405,219 $ 7,594,250 June 7, 2022 (date of inception) through June 30, 2022 Revenues * $ — $ — $ — Depreciation, depletion and amortization expense * — — — Operating income * (32,723 ) — (32,723 ) Interest expense * — — — Interest income * — — — Other expense * — — — Other income * — — — Assets * $ 240,345 $ — $ 240,345 (1) Amounts are allocated to each segment as they are incurred at the corporate level. The following table presents the breakout of other assets, which represent corporate assets not allocated to segments at June 30, 2023 and 2022: Schedule of Corporate Assets Not Allocated to Segments 2023 2022 As of June 30, 2023 2022 Cash and cash equivalents $ 8,551,483 $ — Prepaid expenses 381,263 — | |
Creek Road Miners Inc [Member] | ||
Segment Reporting Information [Line Items] | ||
Schedule of Market Price of Miners | Schedule of Market Price of Miners Market Price per Miner Total Amount July 2022 batch (100 miners) $ 7,756 $ 775,600 August 2022 batch (100 miners) 7,140 714,000 September 2022 batch (100 miners) 7,140 714,000 October 2022 batch (100 miners) 6,510 651,000 November 2022 batch (100 miners) 5,810 581,000 December 2022 batch (100 miners) 5,810 581,000 Estimated total amount due 4,016,600 Less: Payments made 3,969,000 Remaining amount due $ 47,600 | |
Schedule of Cryptocurrency Mining Operations | Schedule of Cryptocurrency Mining Operations Quantity of Bitcoin US$ Amounts Balance September 30, 2021 — $ — Revenue recognized from cryptocurrency mined 6.7 369,804 Mining pool operating fees (0.1 ) (7,398 ) Impairment of cryptocurrencies — (59,752 ) Balance December 31, 2021 6.6 $ 302,654 Revenue recognized from cryptocurrency mined 8.3 343,055 Mining pool operating fees (0.2 ) (6,868 ) Impairment of cryptocurrencies — (106,105 ) Balance March 31, 2022 14.7 $ 532,736 Revenue recognized from cryptocurrency mined 4.6 166,592 Mining pool operating fees (0.1 ) (3,428 ) Proceeds from the sale of cryptocurrency (18.9 ) (564,205 ) Realized loss on the sale of cryptocurrency — (131,075 ) Impairment of cryptocurrencies — (34 ) Balance June 30, 2022 (1) 0.3 $ 586 Revenue recognized from cryptocurrency mined 0.3 7,955 Mining pool operating fees — (156 ) Impairment of cryptocurrencies — (1,035 ) Balance September 30, 2022 (1) 0.6 $ 7,350 Balance beginning 0.6 $ 7,350 Revenue recognized from cryptocurrency mined — — Mining pool operating fees — — Proceeds from the sale of cryptocurrency (0.6 ) (11,203 ) Realized gain on the sale of cryptocurrency — 3,853 Realized gain (loss) on the sale of cryptocurrency — 3,853 Balance December 31, 2022 (1) — $ — Balance — $ — (1) Since June 30, 2022 the Company is neither receiving meaningful cryptocurrency awards nor generating meaningful revenue from cryptocurrency mining. | |
Corporate and Other [Member] | ||
Segment Reporting Information [Line Items] | ||
Schedule of Corporate Assets Not Allocated to Segments | The following table presents the breakout of other assets, which represent corporate assets not allocated to segments at June 30, 2023 and 2022: Schedule of Corporate Assets Not Allocated to Segments 2023 2022 As of June 30, 2023 2022 Cash and cash equivalents $ 8,551,483 $ — Prepaid expenses 381,263 — |
Cryptocurrency (Tables)
Cryptocurrency (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Creek Road Miners Inc [Member] | |
Schedule of Additional Information of Cryptocurrency Mining Operations | Schedule of Additional Information of Cryptocurrency Mining Operations Quantity of Bitcoin US$ Amounts Balance December 31, 2020 — $ — Revenue recognized from cryptocurrency mined 6.7 369,804 Mining pool operating fees (0.1 ) (7,398 ) Impairment of cryptocurrencies — (59,752 ) Balance December 31, 2021 6.6 $ 302,654 Balance beginning 6.6 $ 302,654 Revenue recognized from cryptocurrency mined 13.2 517,602 Mining pool operating fees (0.3 ) (10,452 ) Proceeds from the sale of cryptocurrency (19.5 ) (575,408 ) Realized loss on the sale of cryptocurrency — (127,222 ) Impairment of cryptocurrencies — (107,174 ) Balance December 31, 2022 (1) — $ — Balance ending — $ — (1) Since June 30, 2022 the Company is neither receiving meaningful cryptocurrency awards nor generating meaningful revenue from cryptocurrency mining. |
Investment (Tables)
Investment (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Creek Road Miners Inc [Member] | |
Schedule of Sale of Investment | Schedule of Sale of Investment Description Amount Basis of Investment $ 225,000 Less: Cash receivable at closing 90,000 Offset of account payable to seller 115,896 Total 205,896 Loss from sale $ 19,104 |
Amounts Due to Related Parties
Amounts Due to Related Parties (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Creek Road Miners Inc [Member] | |
Schedule of Due to Related Parties | Amounts due to related parties as of December 31, 2022 consisted of the following: Schedule of Due to Related Parties Bristol Capital, LLC Bristol Investment Fund, Ltd. Barlock 2019 Fund, LP Total Accrued Interest and expenses $ 318,750 $ 1,825,195 $ 912,044 $ 3,055,989 Current secured convertible debentures — 2,496,850 2,496,850 4,993,700 Total $ 318,750 $ 4,322,045 $ 3,408,894 $ 8,049,689 Amounts due to related parties as of December 31, 2021 consisted of the following: Bristol Capital, LLC Bristol Investment Fund, Ltd. Barlock 2019 Fund, LP Total Accrued Interest and expenses $ 93,750 $ 1,525,479 $ 612,329 $ 2,231,558 Current secured convertible debenture — 2,500,000 — 2,500,000 Non-current secured convertible debenture — — 2,500,000 2,500,000 Total $ 93,750 $ 4,025,479 $ 3,112,329 $ 7,231,558 |
Lease Obligations (Tables)
Lease Obligations (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Creek Road Miners Inc [Member] | |
Schedule of Components of Lease Expenses | The following table presents lease expense for the following years: Schedule of Components of Lease Expenses 2022 2021 For the Years Ended December 31, 2022 2021 Operating lease $ 32,604 $ 89,956 |
Common Stock Options (Tables)
Common Stock Options (Tables) - Creek Road Miners Inc [Member] | 12 Months Ended |
Dec. 31, 2022 | |
Schedule of Stock Option Activity | The following table summarizes stock option activity during the years ended December 31, 2022 and 2021: Schedule of Stock Option Activity Weighted Average Exercise Options Price Outstanding at December 31, 2020 789,250 $ 0.32 Granted 7,300,000 2.55 Exercised (317,500 ) 0.29 Forfeited/Cancelled (120,000 ) 0.30 Outstanding at December 31, 2021 7,651,750 $ 2.45 Granted — — Exercised (217,500 ) 0.42 Forfeited/Cancelled (7,175,000 ) 2.59 Outstanding at December 31, 2022 259,250 $ 0.25 Exercisable at December 31, 2020 451,448 $ 0.32 Exercisable at December 31, 2021 4,151,750 $ 2.28 Exercisable at December 31, 2022 259,250 $ 0.25 |
Schedule of Assumptions Used to Estimate Fair Value of Options | The following table presents the assumptions used to estimate the fair values based upon a Black-Scholes option pricing model of the stock options granted during the years ended December 31, 2022 and 2021: Schedule of Assumptions Used to Estimate Fair Value of Options Assumptions Expected dividend yield 0 % Risk-free interest rate 0.12 0.82 % Expected life (in years) 2.5 3.0 Expected volatility 297 545 % |
Schedule of Stock Option Outstanding and Exercisable | Additional information regarding stock options outstanding and exercisable as of December 31, 2022 is as follows: Schedule of Stock Option Outstanding and Exercisable Option Remaining Exercise Options Contractual Options Price Outstanding Life (in years) Exercisable $ 0.25 259,250 2.1 259,250 |
Common Stock Warrants (Tables)
Common Stock Warrants (Tables) - Creek Road Miners Inc [Member] | 12 Months Ended |
Dec. 31, 2022 | |
Schedule of Assumptions Used to Estimate Fair Value of Warrants | The following table presents the assumptions used to estimate the fair values based upon a Black-Scholes calculation for the common stock warrants granted during the year ended December 31, 2021 and 2022: Schedule of Assumptions Used to Estimate Fair Value of Warrants Assumptions Expected dividend yield 0 % Risk-free interest rate 0.32 2.09 % Expected life (in years) 2 3 Expected volatility 291 297 % |
Schedule of Stock Warrants Outstanding and Exercisable | Additional information regarding common stock warrants outstanding and exercisable as of December 31, 2022 is as follows: Schedule of Stock Warrants Outstanding and Exercisable Warrant Remaining Exercise Warrants Contractual Warrants Price Outstanding Life (in years) Exercisable $ 0.175 14,285,714 1.9 14,285,714 0.50 6,318,552 3.9 6,318,552 1.00 300,000 1.2 300,000 1.50 400,000 4.0 400,000 1.53 180,000 1.7 180,000 2.50 250,000 4.0 250,000 2.75 250,000 4.0 250,000 Total 21,948,266 21,948,266 |
Common Stock Warrant [Member] | |
Schedule of Stock Warrants Activity | The following table summarizes common stock warrant activity during the years ended December 31, 2022 and 2021: Schedule of Stock Warrants Activity Common Stock Warrants Weighted Average Exercise Price Outstanding at December 31, 2020 10,300,000 $ 0.26 Results of anti-dilution provisions (1) 4,285,714 - (1) Granted 8,525,212 1.91 Exercised — — Forfeited/Cancelled (650,000 ) 1.81 Outstanding at December 31, 2021 22,460,926 $ 0.82 Results of anti-dilution provisions — — Granted 1,500,000 1.48 Exercised (766,660 ) 1.28 Forfeited/Cancelled (1,210,000 ) 1.50 Outstanding at December 31, 2022 21,984,266 $ 0.37 (2) Exercisable at December 31, 2020 10,300,000 $ 0.26 Exercisable at December 31, 2021 22,460,926 $ 0.80 Exercisable at December 31, 2022 21,984,266 $ 0.37 (2) (1) On October 31, 2021, as a result of the anti-dilution provisions, the effect of reducing the conversion price of the secured convertible debenture to $ 0.175 10,000,000 14,285,714 0.175 (2) On March 29, 2022, the Company offered 16 warrant holders replacement warrants with an exercise price of $ 1.50 per common share, in exchange for any warrants exercised at this time at the exercise price of $ 1.50 per common share. The issuance of replacement warrants has the effect of resetting the conversion price of all outstanding shares of Series C preferred stock to $ 1.50 per common share and resetting the exercise price of all outstanding warrants to $ 1.50 per common share in instances where those conversion and exercise prices are above $ 1.50 . Additionally, i n late-August and early-September 2022, the Company and holders of Series B and Series C preferred stock entered into the Support Agreements. Pursuant to the Support Agreements, the holders of Series B and Series C preferred stock agreed to use its reasonable best efforts to cooperate with the Company in connection with the Merger. The Support Agreements amend the held by Series B and Series C Preferred Stockholders 0.50 per common share . |
Series B Preferred Stock Warr_2
Series B Preferred Stock Warrants (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Series B Preferred Stock [Member] | Creek Road Miners Inc [Member] | |
Schedule of Stock Warrants Activity | The following table summarizes Series B preferred stock warrant activity during the year ended December 31, 2022: Schedule of Stock Warrants Activity Series B Preferred Stock Warrants Weighted Average Exercise Price Outstanding at December 31, 2021 — $ — Granted 10,000 1,000 Exercised — — Forfeited/Cancelled — — Outstanding at December 31, 2022 10,000 $ 1,000 Exercisable at December 31, 2022 10,000 $ 1,000 |
Discontinued Operations (Tables
Discontinued Operations (Tables) - Creek Road Miners Inc [Member] | 12 Months Ended |
Dec. 31, 2022 | |
Schedule of Gain from Sale of Discontinue Operation | Schedule of Gain from Sale of Discontinue Operation Description Amount Net cash paid on the closing date $ 1,500,000 Less: Current assets 36,060 Inventory 193,300 Fixed assets, net 16,700 Intangible assets, net 123,200 Total 369,260 Gain from sale $ 1,130,740 |
Schedule of Discontinued Operation of Balance Sheet and Operation Statement | The assets and liabilities related to discontinued operations consists of the following: Schedule of Discontinued Operation of Balance Sheet and Operation Statement December 31, December 31, 2022 2021 Assets Current assets: Prepaid expenses $ — $ — Inventory — — Total current assets — — Other assets: Property and equipment, net — — Intangible assets, net — — Total assets $ — $ — Liabilities Current liabilities: Accounts payable and accrued expenses $ 485,712 $ 472,029 Deferred revenue — — Due to CONtv — — Total liabilities $ 485,712 $ 472,029 In addition, revenue and expenses from discontinued operations were as follows: 2022 2021 Years Ended December 31, 2022 2021 Revenue $ 43,580 $ 829,767 Operating costs and expenses: Cost of revenue 59,037 776,719 General and administrative — 842,097 Total operating expenses 59,037 1,618,816 Loss from operations (15,457 ) (789,049 ) Other income (expense): Other income (2,281 ) 867,288 Interest income — — Loss on disposal of fixed assets — 1,853,169 Total other income (expense) (2,281 ) 2,720,457 Income (loss) from discontinued operations $ (17,738 ) $ 1,931,108 |
Organization, Description of _2
Organization, Description of Business and Basis of Presentation (Details Narrative) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 7 Months Ended | 12 Months Ended | |||||||
May 03, 2023 USD ($) a $ / shares shares | Oct. 24, 2022 $ / shares shares | Sep. 15, 2021 USD ($) | Jun. 30, 2022 USD ($) | Jun. 30, 2023 USD ($) $ / shares shares | Jun. 30, 2023 USD ($) $ / shares shares | Dec. 31, 2022 USD ($) $ / shares shares | Dec. 31, 2022 USD ($) $ / shares shares | Dec. 31, 2021 USD ($) $ / shares shares | Aug. 15, 2023 a | Dec. 17, 2021 USD ($) | Aug. 06, 2021 USD ($) | |
Property, Plant and Equipment [Line Items] | ||||||||||||
Number of common stock converted | shares | 202,500 | |||||||||||
Common stock, par value | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | ||||||||
Area of land | a | 3,157 | |||||||||||
Payments to acquire land held for use | $ 3,000,000 | |||||||||||
Share price | $ / shares | $ 0.25 | $ 0.25 | ||||||||||
Net Income (Loss) Attributable to Parent | $ 32,723 | $ 21,146,803 | $ 21,211,195 | |||||||||
Cash and Cash Equivalents, at Carrying Value | 8,551,483 | 8,551,483 | $ 79,845 | $ 79,845 | ||||||||
[custom:WorkingCapitalSurplus-0] | 1,900,000 | 1,900,000 | ||||||||||
Retained Earnings (Accumulated Deficit) | $ 20,986,010 | $ 20,986,010 | ||||||||||
Shares issued | shares | 175,961,698 | 175,961,698 | ||||||||||
Payment for deposit on mining equiment | $ 169,097 | |||||||||||
Cash | $ 42,360 | |||||||||||
Issuance of common stock and warrants | $ 9,928,262 | |||||||||||
Creek Road Miners Inc [Member] | ||||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||||
Common stock, par value | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||||||
Net Income (Loss) Attributable to Parent | $ 13,418,814 | $ 17,270,703 | ||||||||||
Cash and Cash Equivalents, at Carrying Value | $ 246,358 | 246,358 | 2,785,188 | |||||||||
Retained Earnings (Accumulated Deficit) | $ 60,728,664 | $ 60,728,664 | $ 47,309,849 | |||||||||
Sale of assets | $ 1,500,000 | |||||||||||
Gain on transaction | $ 1,130,740 | |||||||||||
Shares issued | shares | 2,000,000 | 12,246,036 | 12,246,036 | 8,191,382 | ||||||||
Stock conversion description | (B) the product of (x) the number of issued and outstanding shares of common stock immediately following the consummation of the Restructuring Transactions (as defined below) by the Company multiplied by (y) 33.33% to the members of Prairie (the “Prairie Members”) and (b) convert certain options to purchase membership interests of Prairie into restricted performance-based options to purchase, in the aggregate, 8,000,000 shares of common stock for $0.25 per share only exercisable if specific production hurdles are achieved. | |||||||||||
Miners description | we had 510 Bitmain S19J Pro miners with 51.0 Ph/s of hashing capacity and 270 Bitmain S19 miners with 24.3 Ph/s of hashing capacity, none of which were in service. | |||||||||||
Remaining estimated mining payment due | $ 47,600 | $ 47,600 | ||||||||||
Changes in market price of bitcoin description | the market price of Bitcoin was $16,547, which reflects a decrease of approximately 60% since the beginning of 2022, and of approximately 75% from its all-time high of approximately $67,000. In addition, the cost of natural gas that we use to produce electricity to power our miners has increased substantially. The cost of natural gas in the United States during 2022 has increased by as much as approximately 260% since the beginning of 2022. | |||||||||||
Bitcoin market price | 16,547 | $ 16,547 | ||||||||||
Creek Road Miners Inc [Member] | Maximum [Member] | ||||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||||
Bitcoin market price | 67,000 | 67,000 | ||||||||||
Prairie Operating Co LLC [Member] | ||||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||||
Net Income (Loss) Attributable to Parent | 461,520 | |||||||||||
Cash and Cash Equivalents, at Carrying Value | 79,845 | 79,845 | ||||||||||
Retained Earnings (Accumulated Deficit) | 381,520 | 381,520 | ||||||||||
Prairie Operating Co LLC [Member] | Subsequent Event [Member] | ||||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||||
Area of land | a | 23,485 | |||||||||||
Asset Purchase Agreement [Member] | Creek Road Miners Inc [Member] | ||||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||||
Deferred revenue and other liabilities | $ 722,429 | |||||||||||
Bitmain Agreement [Member] | Creek Road Miners Inc [Member] | ||||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||||
Market price per miner | $ 11,250 | |||||||||||
Initial total reference price | $ 6,762,000 | |||||||||||
Payment for deposit on mining equiment | 3,969,000 | |||||||||||
Remaining estimated mining payment due | $ 47,600 | $ 47,600 | ||||||||||
Original Debentures [Member] | ||||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||||
Warrant coverage percentage | 100% | |||||||||||
Series D Preferred Stock [Member] | ||||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||||
Preferred stock, par value | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | |||||||
Share price | $ / shares | $ 0.175 | |||||||||||
Issuance of common stock and warrants | $ 3,209,196 | |||||||||||
Series D Preferred Stock [Member] | Maximum [Member] | ||||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||||
Share price | $ / shares | $ 0.2975 | |||||||||||
PIPE Investor [Member] | ||||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||||
Proceeds from sale of property held for sale | $ 17,300,000 | |||||||||||
Exok [Member] | ||||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||||
Area of land | a | 4,494 | 32,695 | ||||||||||
Exok [Member] | Prairie Operating Co LLC [Member] | Subsequent Event [Member] | ||||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||||
Area of land | a | 37,030 | |||||||||||
Payments to acquire land held for use | $ 28,182,000 | |||||||||||
Cash | 24,000,000 | |||||||||||
Issuance of common stock and warrants | $ 4,182,000 | |||||||||||
Member Units [Member] | ||||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||||
Number of common stock converted | shares | 65,647,676 | |||||||||||
Common stock, par value | $ / shares | $ 0.01 | |||||||||||
Common Stock [Member] | ||||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||||
Issuance of common stock and warrants | $ 1,103,140 | |||||||||||
Common Stock [Member] | Creek Road Miners Inc [Member] | ||||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||||
Number of common stock converted | shares | 1,338,456 | 500,000 | ||||||||||
Net Income (Loss) Attributable to Parent | ||||||||||||
Common Stock [Member] | Series D Preferred Stock [Member] | ||||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||||
Share price | $ / shares | $ 1,000 |
Schedule of Fair value Assets a
Schedule of Fair value Assets and Liabilities Measured on Recurring Basis (Details) - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 | Jun. 30, 2022 |
Short-Term Debt [Line Items] | |||
Cash and cash equivalents, carrying amount | $ 8,551,483 | $ 79,845 | |
Cash and cash equivalents, fair value | 8,551,483 | 79,845 | |
Senior convertible debentures, carrying amount | 2,722,000 | ||
Senior convertible debentures, fair value | 2,722,000 | ||
SBA loan, fair value | 2,150,000 | ||
Share issuance liability, carrying amount | 1,235,823 | ||
Share issuance liability, fair value | 1,235,823 | ||
S B A Loans [Member] | |||
Short-Term Debt [Line Items] | |||
SBA loan, fair value | 150,000 | ||
SBA loan, fair value | $ 150,000 |
Schedule of Assets And Liabilit
Schedule of Assets And Liabilities Measured at Fair Value (Details) - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 |
Platform Operator, Crypto-Asset [Line Items] | ||
Senior convertible debentures | $ 2,722,000 | |
Share issuance liability | 1,235,823 | |
Fair Value, Inputs, Level 1 [Member] | ||
Platform Operator, Crypto-Asset [Line Items] | ||
Senior convertible debentures | ||
Share issuance liability | 1,235,823 | |
Fair Value, Inputs, Level 2 [Member] | ||
Platform Operator, Crypto-Asset [Line Items] | ||
Senior convertible debentures | ||
Share issuance liability | ||
Fair Value, Inputs, Level 3 [Member] | ||
Platform Operator, Crypto-Asset [Line Items] | ||
Senior convertible debentures | 2,722,000 | |
Share issuance liability |
Schedule of Senior Convertible
Schedule of Senior Convertible Debentures (Details) - Fair Value, Inputs, Level 3 [Member] | Jun. 30, 2023 | May 03, 2023 |
Measurement Input, Price Volatility [Member] | ||
Platform Operator, Crypto-Asset [Line Items] | ||
Yield | 75 | 75 |
Measurement Input, Expected Dividend Rate [Member] | ||
Platform Operator, Crypto-Asset [Line Items] | ||
Yield | 19.35 | 20 |
Schedule of Fair Value For Leve
Schedule of Fair Value For Level 3 Liabilities (Details) - USD ($) | 1 Months Ended | 6 Months Ended |
Jun. 30, 2022 | Jun. 30, 2023 | |
Accounting Policies [Abstract] | ||
Convertible debt, fair value disclosures | ||
Senior convertible debentures assumed in the merger, fair value disclosures | 1,981,000 | |
Losses reported in earnings, fair value disclosures | 741,000 | |
Convertible debt, fair value disclosures | $ 2,722,000 |
Schedule of Anti-dilutive Secur
Schedule of Anti-dilutive Securities Excluded from Earnings Per Share (Details) - USD ($) | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2023 | Dec. 31, 2022 | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Potentially Dilutive Security Resulting Common Shares | 342,209,901 | ||
Creek Road Miners Inc [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Potentially Dilutive Security Resulting Common Shares | 109,876,302 | ||
Equity Option [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Potentially Dilutive Security Quantity | [1] | 8,202,500 | |
Potentially Dilutive Security Stated Value Per Share | [1] | ||
Potentially Dilutive Security Total Value or Stated Value | [1] | ||
Potentially Dilutive Security Assumed Conversion Price | [1] | ||
Potentially Dilutive Security Resulting Common Shares | [1] | 202,500 | |
Equity Option [Member] | Creek Road Miners Inc [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Potentially Dilutive Security Quantity | 259,250 | ||
Potentially Dilutive Security Stated Value Per Share | |||
Potentially Dilutive Security Total Value or Stated Value | |||
Potentially Dilutive Security Assumed Conversion Price | |||
Potentially Dilutive Security Resulting Common Shares | 259,250 | ||
Warrant [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Potentially Dilutive Security Quantity | 200,126,815 | ||
Potentially Dilutive Security Stated Value Per Share | |||
Potentially Dilutive Security Total Value or Stated Value | |||
Potentially Dilutive Security Assumed Conversion Price | |||
Potentially Dilutive Security Resulting Common Shares | 200,126,815 | ||
Warrant [Member] | Creek Road Miners Inc [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Potentially Dilutive Security Quantity | 21,984,266 | ||
Potentially Dilutive Security Stated Value Per Share | [2] | ||
Potentially Dilutive Security Total Value or Stated Value | |||
Potentially Dilutive Security Assumed Conversion Price | [2] | ||
Potentially Dilutive Security Resulting Common Shares | 21,984,266 | ||
Obligation Shares [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Potentially Dilutive Security Quantity | 5,884,872 | ||
Potentially Dilutive Security Stated Value Per Share | |||
Potentially Dilutive Security Total Value or Stated Value | |||
Potentially Dilutive Security Assumed Conversion Price | |||
Potentially Dilutive Security Resulting Common Shares | 5,884,872 | ||
A R Debentures [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Potentially Dilutive Security Quantity | |||
Potentially Dilutive Security Stated Value Per Share | |||
Potentially Dilutive Security Total Value or Stated Value | $ 2,000,000 | ||
Potentially Dilutive Security Assumed Conversion Price | 17.50% | ||
Potentially Dilutive Security Resulting Common Shares | 11,428,571 | ||
Series D Preferred Stock [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Potentially Dilutive Security Quantity | 21,799 | ||
Potentially Dilutive Security Stated Value Per Share | $ 1,000 | ||
Potentially Dilutive Security Total Value or Stated Value | $ 21,799,000 | ||
Potentially Dilutive Security Assumed Conversion Price | 17.50% | ||
Potentially Dilutive Security Resulting Common Shares | 124,567,143 | ||
Series A Preferred Stock [Member] | Creek Road Miners Inc [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Potentially Dilutive Security Quantity | 256,117 | ||
Potentially Dilutive Security Stated Value Per Share | [2] | $ 10 | |
Potentially Dilutive Security Total Value or Stated Value | $ 2,561,170 | ||
Potentially Dilutive Security Assumed Conversion Price | [2] | 0.175% | |
Potentially Dilutive Security Resulting Common Shares | 14,635,257 | ||
Series B Preferred Stock [Member] | Creek Road Miners Inc [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Potentially Dilutive Security Quantity | 1,439 | ||
Potentially Dilutive Security Stated Value Per Share | [2] | $ 1,080 | |
Potentially Dilutive Security Total Value or Stated Value | $ 1,554,120 | ||
Potentially Dilutive Security Assumed Conversion Price | [2] | 0.50% | |
Potentially Dilutive Security Resulting Common Shares | 3,108,240 | ||
Series C Preferred Stock [Member] | Creek Road Miners Inc [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Potentially Dilutive Security Quantity | 7,630 | ||
Potentially Dilutive Security Stated Value Per Share | [2] | $ 1,111 | |
Potentially Dilutive Security Total Value or Stated Value | $ 8,476,930 | ||
Potentially Dilutive Security Assumed Conversion Price | [2] | 0.50% | |
Potentially Dilutive Security Resulting Common Shares | 16,953,860 | ||
Series B Preferred Stock Warrants [Member] | Creek Road Miners Inc [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Potentially Dilutive Security Quantity | 10,000 | ||
Potentially Dilutive Security Stated Value Per Share | [2] | $ 1,080 | |
Potentially Dilutive Security Total Value or Stated Value | $ 10,800,000 | ||
Potentially Dilutive Security Assumed Conversion Price | [2] | 0.50% | |
Potentially Dilutive Security Resulting Common Shares | 21,600,000 | ||
Secured Convertible Debentures [Member] | Creek Road Miners Inc [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Potentially Dilutive Security Quantity | |||
Potentially Dilutive Security Stated Value Per Share | [2] | ||
Potentially Dilutive Security Total Value or Stated Value | $ 4,993,700 | ||
Potentially Dilutive Security Assumed Conversion Price | [2] | 0.175% | |
Potentially Dilutive Security Resulting Common Shares | 28,535,429 | ||
Convertible Debt Securities [Member] | Creek Road Miners Inc [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Potentially Dilutive Security Quantity | |||
Potentially Dilutive Security Stated Value Per Share | [2] | ||
Potentially Dilutive Security Total Value or Stated Value | $ 1,400,000 | ||
Potentially Dilutive Security Assumed Conversion Price | [2] | 0.50% | |
Potentially Dilutive Security Resulting Common Shares | 2,800,000 | ||
[1]Includes the Merger Options, which were not exercisable as of June 30, 2023 (see Note 12).[2]As of December 31, 2022 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details Narrative) | 7 Months Ended | ||||||
Sep. 15, 2021 USD ($) | Dec. 31, 2022 USD ($) | Jun. 30, 2023 USD ($) | May 03, 2023 | Jun. 30, 2022 USD ($) | Dec. 31, 2021 USD ($) | Aug. 06, 2021 USD ($) | |
Property, Plant and Equipment [Line Items] | |||||||
FDIC insurance limit | $ 250,000 | ||||||
Cash | $ 79,845 | 8,551,483 | |||||
Accounts receivable | $ 94,649 | ||||||
Creek Road Miners Inc [Member] | |||||||
Property, Plant and Equipment [Line Items] | |||||||
FDIC insurance limit | 250,000 | ||||||
Cash | 246,358 | $ 2,785,188 | |||||
Sale of assets | $ 1,500,000 | ||||||
Gain on transaction | $ 1,130,740 | ||||||
Accounts receivable | 427 | ||||||
Allowance for doubtful accounts | $ 0 | ||||||
Creek Road Miners Inc [Member] | Asset Purchase Agreement [Member] | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Deferred revenue and other liabilities | $ 722,429 | ||||||
Prairie Operating Co LLC [Member] | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Cash | 79,845 | ||||||
Accounts receivable | 0 | ||||||
Allowance for doubtful accounts | 0 | ||||||
Legal Fees | 2,210,094 | ||||||
[custom:AccountingCosts] | 9,552 | ||||||
Other Cost and Expense, Operating | $ 300 | ||||||
Fair Value, Inputs, Level 3 [Member] | Measurement Input, Expected Dividend Rate [Member] | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Yields | 19.35 | 20 | |||||
Minimum [Member] | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Property plant and equipment useful life | 2 years | ||||||
Minimum [Member] | Creek Road Miners Inc [Member] | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Property plant and equipment useful life | 3 years | ||||||
Minimum [Member] | Fair Value, Inputs, Level 3 [Member] | Measurement Input, Expected Dividend Rate [Member] | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Yields | 14.35 | 15 | |||||
Maximum [Member] | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Property plant and equipment useful life | 5 years | ||||||
Maximum [Member] | Creek Road Miners Inc [Member] | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Property plant and equipment useful life | 9 years | ||||||
Maximum [Member] | Fair Value, Inputs, Level 3 [Member] | Measurement Input, Expected Dividend Rate [Member] | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Yields | 24.35 | 25 |
Schedule of Total Purchase Pric
Schedule of Total Purchase Price (Details) - USD ($) | 3 Months Ended | |||
May 03, 2023 | Jun. 30, 2023 | |||
Fair value of the Company's pre-Merger common stock | $ 16,447,649 | |||
Fair value of Series D Preferred Stock issued as consideration | $ 9,928,262 | |||
Prairie LLC Transaction costs (4) | [1] | $ 2,032,696 | ||
Purchase price | $ 15,170,154 | |||
Series D Preferred Stock [Member] | ||||
Number of shares of Series D Preferred Stock at to effectuate the Merger | 4,423 | |||
Multipled by the fair value per share (3) | [2] | $ 725.57 | ||
Fair value of Series D Preferred Stock issued as consideration | $ 3,209,196 | |||
Common Stock [Member] | ||||
Number of shares of common stock of the combined company owned by the Company's stockholders immediately prior to the merger (1) | 110,314,022 | [3] | ||
Multiplied by the fair value per share of common stock (2) | [4] | $ 0.09 | ||
Fair value of the Company's pre-Merger common stock | $ 9,928,262 | |||
Number of shares of Series D Preferred Stock at to effectuate the Merger | 110,314,022 | 110,314,022 | ||
Fair value of Series D Preferred Stock issued as consideration | $ 1,103,140 | |||
[1]Prairie LLC transaction costs consist primarily of legal expenses incurred by Prairie LLC. The transaction costs have been reflected as an increase in the purchase price.[2]Fair value calculated as described above on May 3, 2023.[3]For purposes of this unaudited pro forma combined financial information, 110,314,022 |
Schedule of Total Purchase Pr_2
Schedule of Total Purchase Price (Details) (Parenthetical) - shares | 3 Months Ended | ||
May 03, 2023 | Jun. 30, 2023 | ||
Common Stock [Member] | |||
Number of shares of common stock | 110,314,022 | [1] | |
[1]For purposes of this unaudited pro forma combined financial information, 110,314,022 |
Schedule of Allocation of Purch
Schedule of Allocation of Purchase Price to Net Assets Acquired (Details) | May 03, 2023 USD ($) | |
Purchase Price Allocation | ||
Cash and cash equivalents | $ 42,360 | |
Accounts receivable | 8,014 | |
Prepaid expenses | 63,795 | |
Mining equipment | 18,140,874 | [1] |
Deposits on mining equipment | 2,928,138 | |
Accounts payable and accrued expenses | (3,352,389) | |
Secured convertible debentures | (1,981,000) | |
SBA loan payable | (150,000) | |
Share issuance liability | (529,638) | |
Net assets acquired | $ 15,170,154 | |
[1]In accordance with GAAP for asset acquisitions, the excess purchase price over the fair value of the acquired assets and liabilities was ascribed to the property and equipment acquired. See Note 4 below for additional discussion of the subsequent impairment recognized. |
Purchase Price Allocation (Deta
Purchase Price Allocation (Details Narrative) | May 03, 2023 shares |
Series D Preferred Stock [Member] | |
Shares issued during period | 4,423 |
Member Units [Member] | |
Shares issued during period | 65,647,676 |
Schedule of Property and Equipm
Schedule of Property and Equipment (Details) - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Proved properties | |||
Unproved properties | 3,189,031 | ||
Total capitalized costs | 3,189,031 | ||
Less: Accumulated depreciation, depletion and amortization | |||
Net capitalized costs | 3,189,031 | ||
Cryptocurrency miners | 4,146,687 | ||
Mobile data centers | 146,735 | ||
Total | 4,293,422 | ||
Less accumulated depreciation | (132,851) | ||
Net, property and equipment | 4,160,571 | ||
Property and equipment, net of accumulated depreciation of $747,216 and $89,136, respectively | $ 7,349,602 | ||
Creek Road Miners Inc [Member] | |||
Cryptocurrency miners | 2,152,970 | $ 1,784,062 | |
Mobile data centers | 219,372 | 518,663 | |
Total | 2,379,223 | 2,315,496 | |
Less accumulated depreciation | (747,216) | (89,136) | |
Computer equipment | 6,881 | 12,771 | |
Property and equipment, net of accumulated depreciation of $747,216 and $89,136, respectively | $ 1,632,007 | $ 2,226,360 |
Property and Equipment (Details
Property and Equipment (Details Narrative) | 1 Months Ended | 6 Months Ended | 12 Months Ended | |||
Aug. 15, 2023 USD ($) a | May 03, 2023 USD ($) a | Jun. 30, 2022 USD ($) | Jun. 30, 2023 USD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Area of land | a | 3,157 | |||||
Purchase price payable | $ 22,182,000 | |||||
Cash paid for merger | $ 18,000,000 | $ 3,000,000 | ||||
Other payments made for merger | $ 4,182,000 | |||||
Impairment of assets | 16,600,000 | |||||
Fair value of property and equipment | 1,500,000 | |||||
Additional impairment related to shipping and customs fees | $ 200,000 | |||||
Creek Road Miners Inc [Member] | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Impairment of assets | $ 5,231,752 | |||||
Depreciation | $ 658,080 | $ 112,512 | ||||
Exok [Member] | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Area of land | a | 32,695 | 4,494 | ||||
Exok Agreement [Member] | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Area of land | a | 20,327 |
Schedule of Cryptocurrency Mini
Schedule of Cryptocurrency Mining Equipment (Details) | 2 Months Ended |
Jun. 30, 2023 USD ($) | |
Balance beginning | $ 2,928,138 |
Deposits on equipment during the period | |
Equipment delivered and transferred to mining equipment | (2,778,138) |
Balance ending | 150,000 |
Cryptocurrency Miners [Member] | |
Balance beginning | 2,778,138 |
Deposits on equipment during the period | |
Equipment delivered and transferred to mining equipment | (2,778,138) |
Balance ending | |
Mobile Data Centers [Member] | |
Balance beginning | 150,000 |
Deposits on equipment during the period | |
Equipment delivered and transferred to mining equipment | |
Balance ending | $ 150,000 |
Schedule of Accounts Payable an
Schedule of Accounts Payable and Accrued Expenses (Details) - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 |
Payables and Accruals [Abstract] | ||
Accounts payable | $ 1,604,526 | |
Accrued legal and accounting fees | 2,442,295 | 2,219,646 |
Accrued interest | 26,301 | |
Other | 334,327 | 300 |
Accounts payable and accrued expenses | 4,407,449 | 2,219,946 |
Accrued interest and expenses – related parties | $ 19,333 | $ 2,084 |
Related Party Transactions (Det
Related Party Transactions (Details Narrative) | 1 Months Ended | 3 Months Ended | 4 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | 17 Months Ended | ||||||||||||||||||||||||||||||
May 05, 2023 USD ($) | May 03, 2023 USD ($) $ / shares shares | May 31, 2022 shares | Mar. 30, 2022 USD ($) shares | Jan. 01, 2022 shares | Oct. 31, 2021 $ / shares shares | Sep. 07, 2021 USD ($) | Mar. 02, 2021 USD ($) shares | Mar. 01, 2021 USD ($) shares | Aug. 03, 2020 USD ($) $ / shares shares | Mar. 27, 2020 | Dec. 19, 2019 USD ($) $ / shares shares | Nov. 22, 2018 USD ($) shares | Dec. 29, 2016 USD ($) $ / shares shares | Dec. 01, 2016 USD ($) $ / shares shares | Jul. 01, 2016 USD ($) | Mar. 31, 2022 USD ($) $ / shares shares | Jan. 31, 2022 USD ($) | Sep. 30, 2021 shares | Jun. 30, 2021 shares | Jun. 30, 2023 USD ($) $ / shares shares | Sep. 30, 2022 USD ($) shares | Mar. 31, 2022 USD ($) $ / shares shares | Dec. 31, 2021 USD ($) $ / shares | Jun. 30, 2023 USD ($) $ / shares shares | Jun. 30, 2022 shares | Sep. 30, 2022 shares | Dec. 31, 2022 USD ($) $ / shares shares | Dec. 31, 2021 USD ($) $ / shares shares | Dec. 31, 2020 USD ($) $ / shares shares | Dec. 31, 2019 USD ($) | Nov. 15, 2018 USD ($) shares | May 18, 2022 USD ($) | Mar. 29, 2022 $ / shares | Oct. 22, 2021 USD ($) | Mar. 24, 2021 $ / shares shares | ||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Stock issued during period, value, new issues | $ 16,447,649 | ||||||||||||||||||||||||||||||||||||
Share price | $ / shares | $ 0.25 | $ 0.25 | |||||||||||||||||||||||||||||||||||
Exercise price | $ / shares | 0.25 | 0.25 | |||||||||||||||||||||||||||||||||||
Exercise price | $ / shares | $ 0.21 | $ 0.21 | |||||||||||||||||||||||||||||||||||
Loan payable | $ 150,000 | $ 150,000 | |||||||||||||||||||||||||||||||||||
Creek Road Miners Inc [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Issuance of common stock for investment, shares | shares | 169,205 | ||||||||||||||||||||||||||||||||||||
Stock issued during period, value, new issues | 100,000 | ||||||||||||||||||||||||||||||||||||
Investments | $ 302,654 | $ 302,654 | |||||||||||||||||||||||||||||||||||
Shares granted | shares | 7,300,000 | ||||||||||||||||||||||||||||||||||||
Exercise price | $ / shares | $ 2.45 | $ 0.25 | $ 2.45 | $ 0.32 | |||||||||||||||||||||||||||||||||
Non accountable expense reimbursement | $ 200,000 | ||||||||||||||||||||||||||||||||||||
Shares cancelled during period | shares | 86,466 | ||||||||||||||||||||||||||||||||||||
Debt instrument face amount | $ 500,000 | ||||||||||||||||||||||||||||||||||||
Debt interest rate | 10% | ||||||||||||||||||||||||||||||||||||
Class of warrant or right number of securities called by each warrant or right | shares | 600,000 | 2,933,340 | 166,660 | 166,660 | 21,948,266 | ||||||||||||||||||||||||||||||||
Exercise price | $ / shares | $ 1.50 | ||||||||||||||||||||||||||||||||||||
Due to related party current | $ 7,231,558 | $ 8,049,689 | $ 7,231,558 | $ 2,000 | |||||||||||||||||||||||||||||||||
Gross proceeds from exercise of warrants | $ 900,000 | $ 83,330 | 983,330 | ||||||||||||||||||||||||||||||||||
Debt interest payable description | The loans bear interest at an annual rate of one percent (1%), are due two (2) years from the date of issuance, and all payments are deferred for the first six (6) months of the loan. Any unforgiven balance of loan principal and accrued interest at the end of the six (6) month loan deferral period is amortized in equal monthly installments over the remaining 18-months of the loan term | ||||||||||||||||||||||||||||||||||||
Payments for rent | $ 3,000 | 0 | 81,000 | ||||||||||||||||||||||||||||||||||
Due to related party on initial ninety days | $ 1,500 | ||||||||||||||||||||||||||||||||||||
Repayments of related party debt | 400,000 | ||||||||||||||||||||||||||||||||||||
Paid for rent | 9,000 | ||||||||||||||||||||||||||||||||||||
Stock issued during period shares other value | (5) | ||||||||||||||||||||||||||||||||||||
Loan payable | 361,595 | 149,900 | 361,595 | ||||||||||||||||||||||||||||||||||
Creek Road Miners Inc [Member] | Barlock Convertible Debentures [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Stock issued during period shares conversion of convertible securities | shares | 18,000 | ||||||||||||||||||||||||||||||||||||
Creek Road Miners Inc [Member] | Bristol Investment Fund Ltd [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Due to related party current | 4,025,479 | 4,322,045 | 4,025,479 | ||||||||||||||||||||||||||||||||||
Creek Road Miners Inc [Member] | John D Maatta [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Stock issued during period shares share based compensation | shares | 86,466 | ||||||||||||||||||||||||||||||||||||
Stock issued during period value share based compensation | $ 212,707 | ||||||||||||||||||||||||||||||||||||
Creek Road Miners Inc [Member] | Bristol Capital LLC [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Non accountable expense reimbursement | $ 200,000 | ||||||||||||||||||||||||||||||||||||
Legal fees | $ 12,040 | ||||||||||||||||||||||||||||||||||||
Creek Road Miners Inc [Member] | Bristol Capital Advisors, LLC [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Operating lease term | 5 years and 3 months | ||||||||||||||||||||||||||||||||||||
Operating lease payments | $ 8,000 | 0 | 83,054 | ||||||||||||||||||||||||||||||||||
Creek Road Miners Inc [Member] | Barlock 2019 Fund LP [Member] | Barlock Convertible Debentures [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Debt instrument face amount | 2,496,850 | ||||||||||||||||||||||||||||||||||||
Creek Road Miners Inc [Member] | K2PC Consulting, LLC [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Payments of marketing fees | 7,850 | 24,500 | |||||||||||||||||||||||||||||||||||
Stockholders Agreement [Member] | Bristol Capital Advisors, LLC [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Stockholders agreement description | (i) one nominee designated by Bristol Capital Advisors and Paul L. Kessler, collectively, so long as Bristol Capital Advisors, Paul L. Kessler and their respective affiliates collectively beneficially own at least 50% of the number of shares of Common Stock collectively beneficially owned by such parties on the Closing Date; (ii) four nominees designated by Gary C. Hanna and Edward Kovalik (the “Prairie Members”) so long as the Prairie Members and their affiliates collectively beneficially own at least 50% of the number of shares of Common Stock collectively beneficially owned by such parties on the Closing Date; (iii) three nominees designated by the Prairie Members so long as the Prairie Members and their affiliates collectively beneficially own at least 40% (but less than 50%) of the number of shares of Common Stock collectively beneficially owned by such parties on the Closing Date; (iv) two nominees designated by the Prairie Members so long as the Prairie Members and their affiliates collectively beneficially own at least 30% (but less than 40%) of the number of shares of Common Stock collectively beneficially owned by such parties on the Closing Date; and (v) one nominee designated by the Prairie Members so long as the Prairie Members and their affiliates collectively beneficially own at least 20% (but less than 30%) of the number of shares of Common Stock collectively beneficially owned by such parties on the Closing Date. | ||||||||||||||||||||||||||||||||||||
Lock Up Agreements [Member] | Bristol Capital Advisors, LLC [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Investments | $ 100,000 | $ 100,000 | |||||||||||||||||||||||||||||||||||
Consulting Services Agreement [Member] | Creek Road Miners Inc [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Non accountable expense reimbursement | $ 200,000 | ||||||||||||||||||||||||||||||||||||
Consulting Services Agreement [Member] | Creek Road Miners Inc [Member] | Bristol Capital LLC [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Shares granted | shares | 30,000 | ||||||||||||||||||||||||||||||||||||
Exercise price | $ / shares | $ 0.25 | ||||||||||||||||||||||||||||||||||||
Debt Instrument, Periodic Payment | $ 18,750 | ||||||||||||||||||||||||||||||||||||
Percentage of fully diluted shares of common stock | 5% | ||||||||||||||||||||||||||||||||||||
Professional fees | 225,000 | 225,000 | |||||||||||||||||||||||||||||||||||
Accrued professional fees | 93,750 | $ 318,750 | 93,750 | ||||||||||||||||||||||||||||||||||
Securities Purchase Agreement - December 2016 [Member] | Creek Road Miners Inc [Member] | Bristol Convertible Debentures [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Debt instrument face amount | $ 2,500,000 | $ 3,150 | $ 3,150 | ||||||||||||||||||||||||||||||||||
Debt instrument, maturity date | Dec. 30, 2021 | Dec. 30, 2018 | |||||||||||||||||||||||||||||||||||
Debt interest rate | 12% | ||||||||||||||||||||||||||||||||||||
Debt instrument convertible conversion price1 | $ / shares | 0.175 | $ 3 | $ 0.175 | $ 0.175 | |||||||||||||||||||||||||||||||||
Debt instrument convertible threshold percentage of stock price trigger | 50% | ||||||||||||||||||||||||||||||||||||
Securities Purchase Agreement - December 2016 [Member] | Creek Road Miners Inc [Member] | Barlock Convertible Debentures [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Debt instrument convertible threshold percentage of stock price trigger | 50% | ||||||||||||||||||||||||||||||||||||
Securities Purchase Agreement - December 2016 [Member] | Creek Road Miners Inc [Member] | Bristol Investment Fund Ltd [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Issuance of common stock for investment, shares | shares | 25,000 | ||||||||||||||||||||||||||||||||||||
Stock issued during period, value, new issues | $ 85,000 | ||||||||||||||||||||||||||||||||||||
Purchase price of securities | 2,500,000 | ||||||||||||||||||||||||||||||||||||
Repayments of debt | 25,000 | ||||||||||||||||||||||||||||||||||||
Debt instrument unamortized discount | $ 25,791 | ||||||||||||||||||||||||||||||||||||
Securities Purchase Agreement - December 2016 [Member] | Creek Road Miners Inc [Member] | Bristol Capital LLC [Member] | Bristol Convertible Debentures [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Debt instrument convertible conversion price1 | $ / shares | $ 0.175 | ||||||||||||||||||||||||||||||||||||
Securities Purchase Agreement - December 2016 [Member] | Creek Road Miners Inc [Member] | Bristol Investment Fund Ltd [Member] | Bristol Convertible Debentures [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Debt instrument face amount | 2,500,000 | $ 2,496,850 | $ 2,500,000 | ||||||||||||||||||||||||||||||||||
Stock issued during period shares conversion of convertible securities | shares | 14,267,714 | 14,285,714 | 10,000,000 | ||||||||||||||||||||||||||||||||||
Accrued interest payable | 1,525,479 | $ 1,825,195 | $ 1,525,479 | ||||||||||||||||||||||||||||||||||
Securities Purchase Agreement December 2019 [Member] | Creek Road Miners Inc [Member] | Barlock Convertible Debentures [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Debt instrument face amount | $ 2,500,000 | $ 3,150 | $ 3,150 | ||||||||||||||||||||||||||||||||||
Debt instrument, maturity date | Dec. 30, 2021 | ||||||||||||||||||||||||||||||||||||
Debt interest rate | 12% | ||||||||||||||||||||||||||||||||||||
Debt instrument convertible conversion price1 | $ / shares | 0.175 | $ 2.50 | $ 0.175 | $ 0.175 | |||||||||||||||||||||||||||||||||
Debt interest payable description | Interest is payable quarterly on (i) January 1, April 1, July 1 and October 1, beginning on January 1, 2020, (ii) on each date the purchaser converts, in whole or in part, the Barlock Convertible Debenture into common stock (as to that principal amount then being converted), and (iii) on the day that is 20 days following the Company’s notice to redeem some or all of the of the outstanding principal of the Barlock Convertible Debenture (only as to that principal amount then being redeemed) and on the maturity date. | ||||||||||||||||||||||||||||||||||||
Securities Purchase Agreement December 2019 [Member] | Creek Road Miners Inc [Member] | Barlock 2019 Fund, LP [Member] | Barlock Convertible Debentures [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Purchase price of securities | $ 2,500,000 | ||||||||||||||||||||||||||||||||||||
Debt instrument unamortized discount | $ 25,400 | ||||||||||||||||||||||||||||||||||||
Securities Purchase Agreement December 2019 [Member] | Creek Road Miners Inc [Member] | Barlock 2019 Fund, LP [Member] | Barlock Convertible Debentures [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Debt instrument face amount | 2,500,000 | $ 2,496,850 | $ 2,500,000 | ||||||||||||||||||||||||||||||||||
Debt instrument convertible conversion price1 | $ / shares | $ 0.175 | ||||||||||||||||||||||||||||||||||||
Stock issued during period shares conversion of convertible securities | shares | 14,267,714 | 14,285,714 | |||||||||||||||||||||||||||||||||||
Accrued interest payable | 612,239 | $ 912,044 | $ 612,239 | ||||||||||||||||||||||||||||||||||
Securities Purchase Agreement December 2019 [Member] | Creek Road Miners Inc [Member] | Barlock 2019 Fund LP [Member] | Barlock Convertible Debentures [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Stock issued during period shares conversion of convertible securities | shares | 10,000,000 | ||||||||||||||||||||||||||||||||||||
Series D Preferred Stock [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Share price | $ / shares | $ 0.175 | ||||||||||||||||||||||||||||||||||||
Stock issued during period shares conversion of convertible securities | shares | 4,423 | ||||||||||||||||||||||||||||||||||||
Series A Preferred Stock [Member] | Creek Road Miners Inc [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Shares granted | shares | 7,722 | ||||||||||||||||||||||||||||||||||||
Shares cancelled during period | shares | 21,271 | ||||||||||||||||||||||||||||||||||||
Debt instrument convertible conversion price1 | $ / shares | 0.175 | ||||||||||||||||||||||||||||||||||||
Exercise price | $ / shares | 0.175 | ||||||||||||||||||||||||||||||||||||
Series A Preferred Stock [Member] | Consulting Services Agreement [Member] | Creek Road Miners Inc [Member] | Bristol Capital LLC [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Issuance of common stock for investment, shares | shares | 22,500 | ||||||||||||||||||||||||||||||||||||
Stock issued during period, value, new issues | $ 225,000 | ||||||||||||||||||||||||||||||||||||
Shares cancelled during period | shares | 202,022 | ||||||||||||||||||||||||||||||||||||
Cancellation, value | $ 49,688 | ||||||||||||||||||||||||||||||||||||
Common Stock [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Issuance of common stock for investment, shares | shares | 110,314,022 | [1] | |||||||||||||||||||||||||||||||||||
Stock issued during period, value, new issues | $ 9,928,262 | ||||||||||||||||||||||||||||||||||||
Common Stock [Member] | Creek Road Miners Inc [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Issuance of common stock for investment, shares | shares | 169,205 | ||||||||||||||||||||||||||||||||||||
Stock issued during period, value, new issues | $ 17 | ||||||||||||||||||||||||||||||||||||
Stock issued during period shares other | shares | 11,502 | ||||||||||||||||||||||||||||||||||||
Shares cancelled during period | shares | 7,175,000 | ||||||||||||||||||||||||||||||||||||
Debt instrument convertible conversion price1 | $ / shares | $ 0.175 | ||||||||||||||||||||||||||||||||||||
Stock issued during period shares conversion of convertible securities | shares | 36,000 | ||||||||||||||||||||||||||||||||||||
Class of warrant or right number of securities called by each warrant or right | shares | 300,000 | ||||||||||||||||||||||||||||||||||||
Exercise price | $ / shares | $ 1.50 | $ 1 | |||||||||||||||||||||||||||||||||||
Stock issued during period shares other value | |||||||||||||||||||||||||||||||||||||
Common Stock [Member] | Amended And Restated Non Compensatory Option Agreement [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Stock issued during period shares other | shares | 8,000,000 | ||||||||||||||||||||||||||||||||||||
Share price | $ / shares | $ 0.25 | $ 0.25 | |||||||||||||||||||||||||||||||||||
Common Stock [Member] | Series D Preferred Stock [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Share price | $ / shares | $ 1,000 | ||||||||||||||||||||||||||||||||||||
Preferred Stock [Member] | Consulting Services Agreement [Member] | Creek Road Miners Inc [Member] | Bristol Capital LLC [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Issuance of common stock for investment, shares | shares | 38,438 | 202,022 | |||||||||||||||||||||||||||||||||||
Stock issued during period, value, new issues | $ 384,375 | $ 496,875 | |||||||||||||||||||||||||||||||||||
Preferred Stock [Member] | Series D Preferred Stock [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Issuance of common stock for investment, shares | shares | 17,376 | ||||||||||||||||||||||||||||||||||||
Stock issued during period, value, new issues | $ 174 | ||||||||||||||||||||||||||||||||||||
Stock issued during period shares conversion of convertible securities | shares | 4,423 | ||||||||||||||||||||||||||||||||||||
Preferred Stock [Member] | Series A Preferred Stock [Member] | Creek Road Miners Inc [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Stock issued during period, value, new issues | |||||||||||||||||||||||||||||||||||||
Stock issued during period shares other value | |||||||||||||||||||||||||||||||||||||
Series A Warrants [Member] | Creek Road Miners Inc [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Beneficial ownership limitation | Shares of common stock issuable upon exercise of warrants are subject to a 4.99% beneficial ownership limitation, which may increase to 9.99% upon notice to the Company | ||||||||||||||||||||||||||||||||||||
Series A Warrants [Member] | Creek Road Miners Inc [Member] | Barlock 2019 Fund, LP [Member] | Barlock Convertible Debentures [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Debt instrument convertible conversion price1 | $ / shares | $ 2.50 | ||||||||||||||||||||||||||||||||||||
Stock issued during period shares conversion of convertible securities | shares | 1,000,000 | ||||||||||||||||||||||||||||||||||||
Exercise price | $ / shares | $ 2.50 | ||||||||||||||||||||||||||||||||||||
Series A Warrants [Member] | Securities Purchase Agreement - December 2016 [Member] | Creek Road Miners Inc [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Stock issued during period shares conversion of convertible securities | shares | 7,000,000 | ||||||||||||||||||||||||||||||||||||
Class of warrant or right number of securities called by each warrant or right | shares | 833,333 | 7,000,000 | |||||||||||||||||||||||||||||||||||
Exercise price | $ / shares | $ 0.25 | $ 3 | $ 0.25 | ||||||||||||||||||||||||||||||||||
Maturity date | Dec. 01, 2021 | ||||||||||||||||||||||||||||||||||||
Series A Warrants [Member] | Securities Purchase Agreement - December 2016 [Member] | Creek Road Miners Inc [Member] | Bristol Investment Fund Ltd [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Class of warrant or right number of securities called by each warrant or right | shares | 700,000 | ||||||||||||||||||||||||||||||||||||
Exercise price | $ / shares | $ 2.50 | ||||||||||||||||||||||||||||||||||||
Series A Warrants [Member] | Securities Purchase Agreement - December 2016 [Member] | Creek Road Miners Inc [Member] | Barlock 2019 Fund, LP [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Maturity date | Dec. 01, 2024 | ||||||||||||||||||||||||||||||||||||
Due to related party current | $ 300,000 | ||||||||||||||||||||||||||||||||||||
Series A Warrants [Member] | Securities Purchase Agreement December 2019 [Member] | Creek Road Miners Inc [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Debt instrument unamortized discount | 0 | $ 0 | 0 | ||||||||||||||||||||||||||||||||||
Debt instrument convertible conversion price1 | $ / shares | $ 0.175 | ||||||||||||||||||||||||||||||||||||
Stock issued during period shares conversion of convertible securities | shares | 4,285,714 | 3,000,000 | |||||||||||||||||||||||||||||||||||
Class of warrant or right number of securities called by each warrant or right | shares | 300,000 | 4,285,714 | 3,000,000 | ||||||||||||||||||||||||||||||||||
Exercise price | $ / shares | $ 0.175 | $ 0.25 | $ 2.50 | $ 0.175 | $ 0.25 | ||||||||||||||||||||||||||||||||
Maturity date | Dec. 01, 2024 | ||||||||||||||||||||||||||||||||||||
Fair value adjustment of warrants | $ 545,336 | ||||||||||||||||||||||||||||||||||||
Series A Common Stock Purchase Warrants [Member] | Creek Road Miners Inc [Member] | Convertible Debentures [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Debt instrument convertible conversion price1 | $ / shares | $ 0.175 | ||||||||||||||||||||||||||||||||||||
Stock issued during period shares conversion of convertible securities | shares | 10,000,000 | ||||||||||||||||||||||||||||||||||||
Exercise price | $ / shares | $ 0.175 | ||||||||||||||||||||||||||||||||||||
Series A Common Stock Purchase Warrants [Member] | Securities Purchase Agreement - December 2016 [Member] | Creek Road Miners Inc [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Class of warrant or right number of securities called by each warrant or right | shares | 10,000,000 | ||||||||||||||||||||||||||||||||||||
Exercise price | $ / shares | $ 0.175 | ||||||||||||||||||||||||||||||||||||
Warrants and rights outstanding, measurement input | 0.20 | 0.20 | |||||||||||||||||||||||||||||||||||
Series B Warrants [Member] | Securities Purchase Agreement - December 2016 [Member] | Creek Road Miners Inc [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Class of warrant or right number of securities called by each warrant or right | shares | 833,333 | ||||||||||||||||||||||||||||||||||||
Exercise price | $ / shares | $ 0.002 | ||||||||||||||||||||||||||||||||||||
Maturity date | Dec. 01, 2021 | ||||||||||||||||||||||||||||||||||||
Gross proceeds from exercise of warrants | $ 1,667 | ||||||||||||||||||||||||||||||||||||
Series B Warrants [Member] | Securities Purchase Agreement - December 2016 [Member] | Creek Road Miners Inc [Member] | Bristol Convertible Debentures [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Debt instrument unamortized discount | 0 | $ 0 | 0 | ||||||||||||||||||||||||||||||||||
Fair value adjustment of warrants | $ 1,448,293 | ||||||||||||||||||||||||||||||||||||
Edward Kovalik And Gary C Hanna [Member] | Common Stock [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Issuance of common stock for investment, shares | shares | 32,823,838 | ||||||||||||||||||||||||||||||||||||
Paul L. Kessler [Member] | Series D Preferred Stock [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Stock issued during period, value, new issues | $ 1,250,000 | ||||||||||||||||||||||||||||||||||||
Paul L. Kessler [Member] | Series A Preferred Stock [Member] | Creek Road Miners Inc [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Stock issued during period shares share based compensation | shares | 4,941 | 4,941 | 2,958 | 3,792 | 673 | ||||||||||||||||||||||||||||||||
Jonathan H Gary [Member] | Series D Preferred Stock [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Stock issued during period, value, new issues | $ 750,000 | ||||||||||||||||||||||||||||||||||||
Board of Directors Chairman [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
One time payment to former Directors | $ 250,000 | ||||||||||||||||||||||||||||||||||||
Director and Employees [Member] | Securities Purchase Agreement - December 2016 [Member] | Creek Road Miners Inc [Member] | Bristol Convertible Debentures [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Debt instrument convertible conversion price1 | $ / shares | 0.25 | ||||||||||||||||||||||||||||||||||||
Decrease in conversion price | $ / shares | 0.25 | ||||||||||||||||||||||||||||||||||||
Director and Employees [Member] | Securities Purchase Agreement December 2019 [Member] | Creek Road Miners Inc [Member] | Barlock Convertible Debentures [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Debt instrument convertible conversion price1 | $ / shares | 0.25 | ||||||||||||||||||||||||||||||||||||
Decrease in conversion price | $ / shares | 0.25 | ||||||||||||||||||||||||||||||||||||
Director and Employees [Member] | Series A Warrants [Member] | Securities Purchase Agreement - December 2016 [Member] | Creek Road Miners Inc [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Debt instrument convertible conversion price1 | $ / shares | 0.25 | ||||||||||||||||||||||||||||||||||||
Director and Employees [Member] | Series A Warrants [Member] | Securities Purchase Agreement December 2019 [Member] | Creek Road Miners Inc [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Debt instrument convertible conversion price1 | $ / shares | $ 0.25 | ||||||||||||||||||||||||||||||||||||
Scott D Kaufman [Member] | Creek Road Miners Inc [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Issuance of common stock for investment, shares | shares | 8,300 | ||||||||||||||||||||||||||||||||||||
Stock issued during period, value, new issues | $ 83,332 | ||||||||||||||||||||||||||||||||||||
Monthly rent | 3,000 | ||||||||||||||||||||||||||||||||||||
Payments for rent | $ 0 | $ 9,410 | |||||||||||||||||||||||||||||||||||
Scott D Kaufman [Member] | Series A Preferred Stock [Member] | Creek Road Miners Inc [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Stock issued during period shares share based compensation | shares | 6,249 | 6,249 | 3,409 | 5,361 | 902 | 6,250 | |||||||||||||||||||||||||||||||
John D Maatta [Member] | Creek Road Miners Inc [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Repayments of related party debt | $ 126,000 | ||||||||||||||||||||||||||||||||||||
Proceeds from related party debt | $ 125,000 | $ 100,000 | |||||||||||||||||||||||||||||||||||
Loan payable | $ 0 | $ 0 | $ 0 | ||||||||||||||||||||||||||||||||||
John D Maatta [Member] | Series A Preferred Stock [Member] | Creek Road Miners Inc [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Stock issued during period shares share based compensation | shares | 8,333 | ||||||||||||||||||||||||||||||||||||
John D Maatta [Member] | Series A Preferred Stock [Member] | Creek Road Miners Inc [Member] | Debt Settlement One [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Stock issued during period shares other | shares | 29,496 | ||||||||||||||||||||||||||||||||||||
Stock issued during period shares other value | $ 294,965 | ||||||||||||||||||||||||||||||||||||
John D Maatta [Member] | Series A Preferred Stock [Member] | Creek Road Miners Inc [Member] | Debt Settlement Two [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Stock issued during period shares other | shares | 35,100 | ||||||||||||||||||||||||||||||||||||
Stock issued during period shares other value | $ 351,000 | ||||||||||||||||||||||||||||||||||||
Mr.Maatta [Member] | Series A Preferred Stock [Member] | Creek Road Miners Inc [Member] | |||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||
Stock issued during period shares other | shares | 8,500 | ||||||||||||||||||||||||||||||||||||
Stock issued during period shares other value | $ 85,546 | ||||||||||||||||||||||||||||||||||||
[1]For purposes of this unaudited pro forma combined financial information, 110,314,022 |
Schedule of Debt Outstanding (D
Schedule of Debt Outstanding (Details) - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 |
Short-Term Debt [Line Items] | ||
AR Debentures at fair value | $ 2,722,000 | |
SBA Loan | 2,150,000 | |
Total debt | 2,872,000 | |
S B A Loans [Member] | ||
Short-Term Debt [Line Items] | ||
SBA Loan | $ 150,000 |
Schedule of Debt Maturities (De
Schedule of Debt Maturities (Details) | Jun. 30, 2023 USD ($) |
Debt Disclosure [Abstract] | |
2023 | $ 2,001,613 |
2024 | 3,317 |
2025 | 3,444 |
2026 | 3,575 |
2027 | 3,711 |
Thereafter | 134,340 |
Long-Term Debt | $ 2,150,000 |
Debt (Details Narrative)
Debt (Details Narrative) - USD ($) | 6 Months Ended | |||||||||
Dec. 11, 2021 | Mar. 27, 2020 | Jun. 30, 2023 | Dec. 31, 2022 | May 18, 2022 | Mar. 10, 2022 | Dec. 31, 2021 | Feb. 24, 2021 | May 31, 2020 | Apr. 30, 2020 | |
Short-Term Debt [Line Items] | ||||||||||
Issuance of common shares | 202,500 | |||||||||
Fair value of AR Debentures | $ 2,722,000 | |||||||||
SBA Loan [Member] | ||||||||||
Short-Term Debt [Line Items] | ||||||||||
Interest accrued | $ 7,588 | |||||||||
Debt instrument interest rate stated percentage | 3.75% | |||||||||
Bristol Investment Fund Ltd [Member] | A R Debentures [Member] | ||||||||||
Short-Term Debt [Line Items] | ||||||||||
Principal amount | $ 1,000,000 | |||||||||
Interest rate | 12% | |||||||||
Conversion price | $ 0.175 | |||||||||
Issuance of common shares | 11,428,571 | |||||||||
Issuance of common shares, per share price | $ 0.21 | |||||||||
Interest rate | 18% | |||||||||
Fair value of AR Debentures | $ 2,722,000 | |||||||||
Increase in fair value of AR Debentures | 741,000 | |||||||||
Interest accrued | $ 38,667 | |||||||||
Creek Road Miners Inc [Member] | ||||||||||
Short-Term Debt [Line Items] | ||||||||||
Debt instrument interest rate stated percentage | 10% | |||||||||
Debt instrument, description | The loans bear interest at an annual rate of one percent (1%), are due two (2) years from the date of issuance, and all payments are deferred for the first six (6) months of the loan. Any unforgiven balance of loan principal and accrued interest at the end of the six (6) month loan deferral period is amortized in equal monthly installments over the remaining 18-months of the loan term | |||||||||
Debt instrument face amount | $ 500,000 | |||||||||
Creek Road Miners Inc [Member] | Guaranteed SBA PPP Loan [Member] | ||||||||||
Short-Term Debt [Line Items] | ||||||||||
Debt instrument interest rate stated percentage | 1% | |||||||||
Debt instrument face amount | $ 197,600 | |||||||||
Debt Instrument, Decrease, Forgiveness | $ 183,567 | |||||||||
Notes and loans payable | $ 0 | $ 14,033 | ||||||||
Creek Road Miners Inc [Member] | Loan Agreement SBA [Member] | ||||||||||
Short-Term Debt [Line Items] | ||||||||||
Debt instrument interest rate stated percentage | 3.75% | |||||||||
Debt instrument face amount | $ 149,900 | |||||||||
Notes and loans payable | 149,900 | 149,900 | ||||||||
Creek Road Miners Inc [Member] | Second Draw Guaranteed SBA PPP Loan [Member] | ||||||||||
Short-Term Debt [Line Items] | ||||||||||
Debt instrument interest rate stated percentage | 1% | |||||||||
Debt instrument face amount | $ 197,662 | |||||||||
Notes and loans payable | $ 0 | $ 197,662 | $ 197,662 |
Commitments and Contingencies (
Commitments and Contingencies (Details Narrative) - USD ($) | 6 Months Ended | 7 Months Ended |
Jun. 30, 2023 | Dec. 31, 2022 | |
Lease description | July 2023 through June 2024 | |
Lease cost | $ 120,000 | |
Prairie Operating Co LLC [Member] | ||
Expenses | $ 10,000 |
Series D Preferred Stock (Detai
Series D Preferred Stock (Details Narrative) - USD ($) | May 03, 2023 | May 04, 2025 | Jun. 30, 2023 | Dec. 31, 2022 | |
Preferred shares authorised | 50,000,000 | 50,000,000 | |||
Share price | $ 0.25 | ||||
PIPE Investor [Member] | |||||
Proceeds from sale of property held for sale | $ 17,300,000 | ||||
Issuance of common stock for investment, shares | 17,376 | ||||
Series D Preferred Stock [Member] | |||||
Preferred shares authorised | 50,000 | 50,000 | |||
Preferred shares par value | $ 0.01 | $ 0.01 | $ 0.01 | ||
Preferred state value | $ 1,000 | $ 1,000 | |||
Share price | $ 0.175 | ||||
Redemption share price | [1] | $ 725.57 | |||
Conversion of secured convertible debenture to Common stock, shares | 4,423 | ||||
Series D Preferred Stock [Member] | Forecast [Member] | |||||
Redemption share price | $ 1,050 | ||||
Series D Preferred Stock [Member] | Maximum [Member] | |||||
Share price | $ 0.2975 | ||||
Series A Warrants [Member] | PIPE Investor [Member] | |||||
Number of warrants issued | 99,292,858 | ||||
Series B Warrants [Member] | PIPE Investor [Member] | |||||
Number of warrants issued | 99,292,858 | ||||
[1]Fair value calculated as described above on May 3, 2023. |
Common Stock (Details Narrative
Common Stock (Details Narrative) - USD ($) | 2 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||||||
May 03, 2023 | May 31, 2022 | Jan. 25, 2022 | Jun. 30, 2023 | Jun. 30, 2023 | Oct. 31, 2021 | Jun. 30, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Oct. 24, 2022 | Mar. 29, 2022 | Mar. 24, 2021 | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||||
Number of common stock converted | 202,500 | ||||||||||||
Issuance of common stock for investment | $ 16,447,649 | ||||||||||||
Common stock authorised | 500,000,000 | 500,000,000 | 500,000,000 | 500,000,000 | |||||||||
Common stock issued | 175,961,698 | 175,961,698 | 175,961,698 | ||||||||||
Common stock outstanding | 175,961,698 | 175,961,698 | 175,961,698 | ||||||||||
Common stock price per share | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | |||||||||
Class of warrant exercise price per share | $ 0.21 | $ 0.21 | $ 0.21 | ||||||||||
Creek Road Miners Inc [Member] | |||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||||
Issuance of common stock for investment, shares | 169,205 | ||||||||||||
Issuance of common stock for investment | $ 100,000 | ||||||||||||
Common stock authorised | 100,000,000 | 100,000,000 | |||||||||||
Common stock issued | 12,246,036 | 8,191,382 | 2,000,000 | ||||||||||
Common stock outstanding | 12,246,036 | 8,191,382 | |||||||||||
Proceeds from issuance of private placement | $ 3,925,050 | ||||||||||||
Common stock price per share | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||||||||
Warrants to acquire preferred stock | 2,933,340 | 350,000 | |||||||||||
Class of warrant exercise price per share | $ 1.50 | ||||||||||||
Expected life (in years) | 5 years | ||||||||||||
Proceeds from issuance of warrants | $ 3,900,000 | ||||||||||||
Creek Road Miners Inc [Member] | Employment Agreement [Member] | |||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||||
Issuance of common stock for investment, shares | 30,000 | ||||||||||||
Creek Road Miners Inc [Member] | Private Placement [Member] | |||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||||
Issuance of common stock for investment, shares | 2,933,340 | ||||||||||||
Common stock price per share | $ 1.50 | ||||||||||||
Member Units [Member] | |||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||||
Number of common stock converted | 65,647,676 | ||||||||||||
Issuance of common stock to former stockholders of Creek Road Miners upon Merger, shares | 65,647,676 | ||||||||||||
Common stock price per share | $ 0.01 | ||||||||||||
Common Stock [Member] | |||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||||
Issuance of common stock to former stockholders of Creek Road Miners upon Merger, shares | 110,314,022 | 110,314,022 | |||||||||||
Issuance of common stock for investment, shares | 110,314,022 | [1] | |||||||||||
Issuance of common stock for investment | $ 9,928,262 | ||||||||||||
Common Stock [Member] | Creek Road Miners Inc [Member] | |||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||||
Number of common stock converted | 1,338,456 | 500,000 | |||||||||||
Issuance of common stock for investment, shares | 169,205 | ||||||||||||
Issuance of common stock for investment | $ 17 | ||||||||||||
Class of warrant exercise price per share | $ 1.50 | $ 1 | |||||||||||
Common Stock [Member] | Creek Road Miners Inc [Member] | Debt Settlement [Member] | |||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||||
Stock issued during period shares returned | 600,000 | ||||||||||||
Common Stock [Member] | Obligation Shares [Member] | |||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||||
Issuance of common stock for investment, shares | 5,884,872 | ||||||||||||
Issuance of common stock for investment | $ 706,185 | $ 1,235,823 | |||||||||||
[1]For purposes of this unaudited pro forma combined financial information, 110,314,022 |
Common Stock Options and Warr_2
Common Stock Options and Warrants (Details Narrative) | 6 Months Ended | |
Aug. 31, 2022 USD ($) BOED | Jun. 30, 2023 USD ($) $ / shares shares | |
Conversion of series A preferred stock to common, shares | 202,500 | |
Weighted average exercise price | $ / shares | $ 0.25 | |
Stock options, outstanding | 202,500 | |
Stock option expired date | Aug. 01, 2023 | |
Membership interest | 40% | |
Purchase of non compensatory options | $ | $ 1,000,000 | |
Sale of non compensatory options | $ | $ 80,000 | |
Restricted options exercisable increments percentage | 25% | |
Barrels of oil equivalent per day one | BOED | 2,500 | |
Barrels of oil equivalent per day two | BOED | 5,000 | |
Barrels of oil equivalent per day three | BOED | 7,500 | |
Barrels of oil equivalent per day four | BOED | 10,000 | |
Stock options to acquire an common stock | 8,000,000 | |
Exercise price | $ / shares | $ 0.25 | |
Options subject to be transferred | $ | $ 2,000,000 | |
Exercise price per share | $ / shares | $ 0.21 | |
Warrant [Member] | ||
Warrants to purchase shares | 1,541,100 | |
Warrants to purchase shares | $ / shares | $ 1.74 | |
Legacy warrants outstanding | 1,541,100 | |
Weighted average remaining contractual life | 2 years 8 months 12 days | |
Series A Warrants [Member] | ||
Legacy warrants outstanding | 99,292,858 | |
Series B Warrants [Member] | ||
Legacy warrants outstanding | 99,292,858 | |
Bristol Capital LLC [Member] | ||
Non-compensatory option | $ | $ 24,000 | |
B O K A Energy L P [Member] | ||
Non-compensatory option | $ | $ 8,000 |
Schedule of Corporate Assets No
Schedule of Corporate Assets Not Allocated to Segments (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2023 | Dec. 31, 2022 | ||||
Segment Reporting Information [Line Items] | |||||||
Revenues | $ 179,318 | $ 179,318 | |||||
Depreciation, depletion and amortization expense | 132,851 | ||||||
Impairment of cryptocurrency mining equipment | 16,794,688 | 16,794,688 | |||||
Operating income | (32,723) | (19,698,936) | (19,763,328) | ||||
Interest expense | 43,719 | 43,719 | |||||
Interest income | 43,037 | 43,037 | |||||
Loss on adjustment to fair value – AR Debentures | (741,000) | (741,000) | |||||
Assets | 16,526,997 | 16,526,997 | $ 1,840,510 | ||||
Loss on adjustment to fair value – Obligation Shares | (706,185) | (706,185) | |||||
Cash | 8,551,483 | 8,551,483 | 79,845 | ||||
Prepaid expenses | 381,263 | 381,263 | |||||
Operating Segments [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenues | 179,318 | 179,318 | |||||
Depreciation, depletion and amortization expense | 132,851 | 132,851 | |||||
Impairment of cryptocurrency mining equipment | 16,794,688 | 16,794,688 | |||||
Operating income | (32,723) | (19,698,936) | (19,763,328) | ||||
Interest expense | (43,719) | [1] | (43,719) | [2] | |||
Interest income | 43,037 | [1] | 43,037 | [2] | |||
Loss on adjustment to fair value – AR Debentures | (741,000) | (741,000) | |||||
Loss on adjustment to fair value – Obligation Shares | [1] | (706,185) | |||||
Assets | 240,345 | 7,594,250 | 7,594,250 | ||||
Other expense | |||||||
Other income | |||||||
Loss on adjustment to fair value – Obligation Shares | [2] | (706,185) | |||||
Exploration And Production [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenues | |||||||
Depreciation, depletion and amortization expense | |||||||
Impairment of cryptocurrency mining equipment | |||||||
Operating income | (32,723) | (1,199,929) | (1,226,970) | ||||
Interest expense | (2,052) | [1] | (2,052) | [2] | |||
Interest income | 18,072 | [1] | 18,072 | [2] | |||
Loss on adjustment to fair value – AR Debentures | |||||||
Loss on adjustment to fair value – Obligation Shares | [1] | (296,546) | |||||
Assets | 240,345 | 3,189,031 | 3,189,031 | ||||
Other expense | |||||||
Other income | |||||||
Loss on adjustment to fair value – Obligation Shares | [2] | (296,546) | |||||
Cryptocurrency Mining [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenues | 179,318 | 179,318 | |||||
Depreciation, depletion and amortization expense | 132,851 | 132,851 | |||||
Impairment of cryptocurrency mining equipment | 16,794,688 | 16,794,688 | |||||
Operating income | (18,499,007) | (18,536,358) | |||||
Interest expense | (41,667) | [1] | (41,667) | [2] | |||
Interest income | 24,965 | [1] | 24,965 | [2] | |||
Loss on adjustment to fair value – AR Debentures | (741,000) | (741,000) | |||||
Loss on adjustment to fair value – Obligation Shares | [1] | (409,639) | |||||
Assets | $ 4,405,219 | 4,405,219 | |||||
Other expense | |||||||
Other income | |||||||
Loss on adjustment to fair value – Obligation Shares | [2] | $ (409,639) | |||||
[1]Amounts are allocated to each segment as they are incurred at the corporate level.[2]Amounts are allocated to each segment as they are incurred at the corporate level. |
Schedule of Market Price of Min
Schedule of Market Price of Miners (Details) - Creek Road Miners Inc [Member] | Dec. 31, 2022 USD ($) | |
Property, Plant and Equipment [Line Items] | ||
Estimated mining payment due | $ 4,016,600 | |
Payment made sale of mining | 3,969,000 | |
Remaining estimated mining payment due | 47,600 | |
July 2022 Batch [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Sale of market price per miner | 7,756 | |
Estimated mining payment due | 775,600 | |
August 2022 Batch [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Sale of market price per miner | 7,140 | |
Estimated mining payment due | 714,000 | |
September 2022 Batch [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Sale of market price per miner | 7,140 | |
Estimated mining payment due | 714,000 | |
October 2022 Batch [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Sale of market price per miner | 6,510 | |
Estimated mining payment due | 651,000 | |
November 2022 Batch [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Sale of market price per miner | 5,810 | |
Estimated mining payment due | 581,000 | |
December 2022 Batch [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Sale of market price per miner | 5,810 | [1] |
Estimated mining payment due | $ 581,000 | |
[1]Since June 30, 2022 the Company is neither receiving meaningful cryptocurrency awards nor generating meaningful revenue from cryptocurrency mining. |
Schedule of Cryptocurrency Mi_2
Schedule of Cryptocurrency Mining Operations (Details) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||||||||||
Jun. 30, 2022 USD ($) | Dec. 31, 2022 USD ($) | Sep. 30, 2022 USD ($) | Jun. 30, 2022 USD ($) | Mar. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Jun. 30, 2023 USD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | ||||||||
Indefinite-Lived Intangible Assets [Line Items] | ||||||||||||||||
Impairment of cryptocurrencies | $ 16,794,688 | |||||||||||||||
Creek Road Miners Inc [Member] | ||||||||||||||||
Indefinite-Lived Intangible Assets [Line Items] | ||||||||||||||||
Impairment of cryptocurrencies | $ 107,174 | $ 59,752 | ||||||||||||||
Realized gain (loss) on the sale of cryptocurrency | (127,222) | |||||||||||||||
Crypto Currency [Member] | Creek Road Miners Inc [Member] | ||||||||||||||||
Indefinite-Lived Intangible Assets [Line Items] | ||||||||||||||||
Balance beginning | $ 7,350 | [1] | $ 586 | [1] | $ 532,736 | $ 302,654 | [2] | $ 302,654 | ||||||||
Beginning balance, Quantity of bitcoin | 0.6 | [1] | 0.3 | [1] | 14.7 | 6.6 | [1] | 6.6 | 0 | |||||||
Revenue recognized from cryptocurrency mined | $ 7,955 | $ 166,592 | $ 343,055 | $ 369,804 | $ 517,602 | $ 369,804 | ||||||||||
Revenue recognized from cryptocurrency mined, Quantity of bitcoin | 0.3 | [1] | 4.6 | 8.3 | 6.7 | 13.2 | 6.7 | |||||||||
Mining pool operating fees | $ (156) | $ (3,428) | $ (6,868) | $ (7,398) | $ (10,452) | $ (7,398) | ||||||||||
Mining pool operating fees, Quantity of bitcoin | (0.1) | (0.2) | (0.1) | (0.3) | (0.1) | |||||||||||
Impairment of cryptocurrencies | $ (1,035) | $ (34) | $ (106,105) | $ (59,752) | $ (107,174) | $ (59,752) | ||||||||||
Impairment of cryptocurrencies, Quantity of bitcoin | [2] | [2] | ||||||||||||||
Proceeds from the sale of cryptocurrency | $ (11,203) | $ (564,205) | $ (575,408) | |||||||||||||
Proceeds from the sale of cryptocurrency, Quantity of bitcoin | (0.6) | (18.9) | (19.5) | |||||||||||||
Realized gain (loss) on the sale of cryptocurrency | $ 3,853 | $ (131,075) | $ (127,222) | |||||||||||||
Realized gain (loss) on the sale of cryptocurrency, Quantity of bitcoin | ||||||||||||||||
Balance ending, Quantity of bitcoin | 0.3 | [1] | [1] | 0.6 | [1] | 0.3 | [1] | 14.7 | 6.6 | [1] | 6.6 | |||||
Balance ending | $ 586 | [1] | [2] | $ 7,350 | [1] | $ 586 | [1] | $ 532,736 | $ 302,654 | [2] | $ 302,654 | |||||
[1]Since June 30, 2022 the Company is neither receiving meaningful cryptocurrency awards nor generating meaningful revenue from cryptocurrency mining.[2]Since June 30, 2022 the Company is neither receiving meaningful cryptocurrency awards nor generating meaningful revenue from cryptocurrency mining. |
Schedule of Company_s Wholly-ow
Schedule of Company’s Wholly-owned Subsidiaries (Details) - Creek Road Miners Inc [Member] | Dec. 31, 2022 |
Creak Road Miners Crop [Member]. | |
Attributable interest | 100% |
Wizard Special Events [Member]. | |
Attributable interest | 100% |
Creecal Holdings, LLC [Member] | |
Attributable interest | 100% |
Schedule of Mining Equipment (D
Schedule of Mining Equipment (Details) - USD ($) | 2 Months Ended | 12 Months Ended | |
Jun. 30, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Balance beginning | $ 2,928,138 | ||
Deposits on equipment during the period | |||
Equipment delivered during the period | (2,778,138) | ||
Balance ending | 150,000 | ||
Creek Road Miners Inc [Member] | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Balance beginning | $ 7,613,230 | ||
Deposits on equipment during the period | 2,132,730 | 7,613,230 | |
Equipment delivered during the period | (5,072,280) | ||
Balance ending | 4,673,680 | 7,613,230 | |
Cryptocurrency Miners [Member] | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Balance beginning | 2,778,138 | ||
Deposits on equipment during the period | |||
Equipment delivered during the period | (2,778,138) | ||
Balance ending | |||
Cryptocurrency Miners [Member] | Creek Road Miners Inc [Member] | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Balance beginning | 7,089,000 | ||
Deposits on equipment during the period | 1,602,300 | 7,089,000 | |
Equipment delivered during the period | (4,722,300) | ||
Balance ending | 3,969,000 | 7,089,000 | |
Mobile Data Centers [Member] | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Balance beginning | 150,000 | ||
Deposits on equipment during the period | |||
Equipment delivered during the period | |||
Balance ending | $ 150,000 | ||
Mobile Data Centers [Member] | Creek Road Miners Inc [Member] | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Balance beginning | 524,230 | ||
Deposits on equipment during the period | 530,430 | 524,230 | |
Equipment delivered during the period | (349,980) | ||
Balance ending | $ 704,680 | $ 524,230 |
Schedule of Estimated Market Pr
Schedule of Estimated Market Price of Miners (Details) - Creek Road Miners Inc [Member] | Dec. 31, 2022 USD ($) | |
Property, Plant and Equipment [Line Items] | ||
Estimated mining payment due | $ 4,016,600 | |
Payment made sale of mining | 3,969,000 | |
Remaining estimated mining payment due | 47,600 | |
July 2022 Batch [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Sale of market price per miner | 7,756 | |
Estimated mining payment due | 775,600 | |
August 2022 Batch [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Sale of market price per miner | 7,140 | |
Estimated mining payment due | 714,000 | |
September 2022 Batch [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Sale of market price per miner | 7,140 | |
Estimated mining payment due | 714,000 | |
October 2022 Batch [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Sale of market price per miner | 6,510 | |
Estimated mining payment due | 651,000 | |
November 2022 Batch [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Sale of market price per miner | 5,810 | |
Estimated mining payment due | 581,000 | |
December 2022 Batch [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Sale of market price per miner | 5,810 | [1] |
Estimated mining payment due | $ 581,000 | |
[1]Since June 30, 2022 the Company is neither receiving meaningful cryptocurrency awards nor generating meaningful revenue from cryptocurrency mining. |
Going Concern Analysis (Details
Going Concern Analysis (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 7 Months Ended | 12 Months Ended | |||
May 03, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2023 | Dec. 31, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 17, 2021 | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||
Cash | $ 8,551,483 | $ 8,551,483 | $ 79,845 | $ 79,845 | ||||
Accumulated deficit | 20,986,010 | 20,986,010 | ||||||
Net loss | 32,723 | $ 21,146,803 | 21,211,195 | |||||
Payment for deposit on mining equiment | $ 169,097 | |||||||
Creek Road Miners Inc [Member] | ||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||
Net losses from continuing operations | 13,401,076 | $ 19,202,114 | ||||||
Cash | 246,358 | 246,358 | 2,785,188 | |||||
Working capital deficit | 8,100,000 | 8,100,000 | ||||||
Accumulated deficit | 60,728,664 | 60,728,664 | 47,309,849 | |||||
Net loss | $ 13,418,814 | $ 17,270,703 | ||||||
Miners description | we had 510 Bitmain S19J Pro miners with 51.0 Ph/s of hashing capacity and 270 Bitmain S19 miners with 24.3 Ph/s of hashing capacity, none of which were in service. | |||||||
Remaining estimated mining payment due | 47,600 | $ 47,600 | ||||||
Creek Road Miners Inc [Member] | Bitmain Agreement [Member] | ||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||
Market price per miner | $ 11,250 | |||||||
Initial total reference price | $ 6,762,000 | |||||||
Payment for deposit on mining equiment | 3,969,000 | |||||||
Remaining estimated mining payment due | 47,600 | 47,600 | ||||||
Prairie Operating Co LLC [Member] | ||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||
Cash | 79,845 | 79,845 | ||||||
Working capital deficit | 2,142,184 | 2,142,184 | ||||||
Accumulated deficit | 381,520 | 381,520 | ||||||
Net loss | 461,520 | |||||||
Cash | $ 79,845 | $ 79,845 | ||||||
Proceeds from the issuance of preferred stock | $ 17,300,000 |
Schedule of Additional Informat
Schedule of Additional Information of Cryptocurrency Mining Operations (Details) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||||||||||
Jun. 30, 2022 USD ($) | Dec. 31, 2022 USD ($) | Sep. 30, 2022 USD ($) | Jun. 30, 2022 USD ($) | Mar. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Jun. 30, 2023 USD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | ||||||||
Indefinite-Lived Intangible Assets [Line Items] | ||||||||||||||||
Impairment of cryptocurrencies | $ 16,794,688 | |||||||||||||||
Creek Road Miners Inc [Member] | ||||||||||||||||
Indefinite-Lived Intangible Assets [Line Items] | ||||||||||||||||
Impairment of cryptocurrencies | $ 107,174 | $ 59,752 | ||||||||||||||
Realized loss on the sale of cryptocurrency | (127,222) | |||||||||||||||
Crypto Currency [Member] | Creek Road Miners Inc [Member] | ||||||||||||||||
Indefinite-Lived Intangible Assets [Line Items] | ||||||||||||||||
Balance beginning | $ 7,350 | [1] | $ 586 | [1] | $ 532,736 | $ 302,654 | [2] | $ 302,654 | ||||||||
Beginning balance, Quantity of bitcoin | 0.6 | [1] | 0.3 | [1] | 14.7 | 6.6 | [1] | 6.6 | 0 | |||||||
Revenue recognized from cryptocurrency mined | $ 7,955 | $ 166,592 | $ 343,055 | $ 369,804 | $ 517,602 | $ 369,804 | ||||||||||
Revenue recognized from cryptocurrency mined, Quantity of bitcoin | 0.3 | [1] | 4.6 | 8.3 | 6.7 | 13.2 | 6.7 | |||||||||
Mining pool operating fees | $ (156) | $ (3,428) | $ (6,868) | $ (7,398) | $ (10,452) | $ (7,398) | ||||||||||
Mining pool operating fees, Quantity of bitcoin | (0.1) | (0.2) | (0.1) | (0.3) | (0.1) | |||||||||||
Impairment of cryptocurrencies | $ (1,035) | $ (34) | $ (106,105) | $ (59,752) | $ (107,174) | $ (59,752) | ||||||||||
Impairment of cryptocurrencies, Quantity of bitcoin | [2] | [2] | ||||||||||||||
Proceeds from the sale of cryptocurrency | $ (11,203) | $ (564,205) | $ (575,408) | |||||||||||||
Proceeds from the sale of cryptocurrency, Quantity of bitcoin | (0.6) | (18.9) | (19.5) | |||||||||||||
Realized loss on the sale of cryptocurrency | $ 3,853 | $ (131,075) | $ (127,222) | |||||||||||||
Realized gain (loss) on the sale of cryptocurrency, Quantity of bitcoin | ||||||||||||||||
Balance ending | $ 586 | [1] | [2] | $ 7,350 | [1] | $ 586 | [1] | $ 532,736 | $ 302,654 | [2] | $ 302,654 | |||||
Balance ending, Quantity of bitcoin | 0.3 | [1] | [1] | 0.6 | [1] | 0.3 | [1] | 14.7 | 6.6 | [1] | 6.6 | |||||
[1]Since June 30, 2022 the Company is neither receiving meaningful cryptocurrency awards nor generating meaningful revenue from cryptocurrency mining.[2]Since June 30, 2022 the Company is neither receiving meaningful cryptocurrency awards nor generating meaningful revenue from cryptocurrency mining. |
Cryptocurrency (Details Narrati
Cryptocurrency (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Creek Road Miners Inc [Member] | ||
Impairment of intangible assets | $ 107,174 | $ 59,752 |
Schedule of Sale of Investment
Schedule of Sale of Investment (Details) - Creek Road Miners Inc [Member] - USD ($) | 12 Months Ended | ||
Dec. 30, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | |
Basis of Investment | $ 225,000 | ||
Cash receivable at closing | 90,000 | ||
Offset of account payable to seller | 115,896 | ||
Total | 205,896 | ||
Loss from sale | $ 19,104 | $ 19,104 |
Investment (Details Narrative)
Investment (Details Narrative) - USD ($) | 3 Months Ended | 12 Months Ended | |||
May 31, 2022 | May 28, 2022 | Jun. 30, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Issuance of common stock for investment | $ 16,447,649 | ||||
Creek Road Miners Inc [Member] | |||||
Payments to acquire investments | $ 125,000 | ||||
Issuance of common stock for investment | 100,000 | ||||
Issuance of common stock for investment, shares | 169,205 | ||||
Creek Road Miners Inc [Member] | Binding Memorandum [Member] | |||||
Investment agreement description | Under the terms of the agreement and subject to certain conditions, the Company has the following obligations to Highwire (i) $125,000 upon execution, (ii) $100,000 in common stock, (iii) $125,000 within 72 hours after Bitcoin mining operations commence, (iv) $110,000 to release Highwire from its bonding obligations, (v) an amount not to exceed $450,000 for the construction of a road on the South Dakota location, (vi) $20,000 for the installation of a mobile data center on the North Dakota property, (vii) the operating costs of each property, (viii) 15% of Bitcoin mining gross profit on the properties, and up to $400,000 if the Company elects to proceed with operations in Wyoming | ||||
Payments to acquire investments | $ 125,000 | 125,000 | |||
Issuance of common stock for investment | 100,000 | $ 100,000 | |||
Issuance of common stock for investment, shares | 169,205 | ||||
Creek Road Miners Inc [Member] | Binding Memorandum [Member] | SUDAN | |||||
Payments to acquire investments | 450,000 | ||||
Creek Road Miners Inc [Member] | Binding Memorandum [Member] | ND [Member] | |||||
Payments to acquire investments | 20,000 | ||||
Creek Road Miners Inc [Member] | Binding Memorandum [Member] | Bitcoin Mining Operations [Member] | |||||
Payments to acquire investments | 125,000 | ||||
Creek Road Miners Inc [Member] | Binding Memorandum [Member] | Bonding Obligations [Member] | |||||
Payments to acquire investments | $ 110,000 | $ 110,000 |
Schedule of Due to Related Part
Schedule of Due to Related Parties (Details) - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Oct. 22, 2021 |
Related Party Transaction [Line Items] | ||||
Accrued Interest and expenses | $ 19,333 | $ 2,084 | ||
Current secured convertible debenture | $ 1,361,000 | |||
Creek Road Miners Inc [Member] | ||||
Related Party Transaction [Line Items] | ||||
Accrued Interest and expenses | 3,055,989 | $ 2,231,558 | ||
Current secured convertible debenture | 4,993,700 | 2,500,000 | ||
Total | 8,049,689 | 7,231,558 | $ 2,000 | |
Non-current secured convertible debenture | 2,500,000 | |||
Bristol Capital LLC [Member] | Creek Road Miners Inc [Member] | ||||
Related Party Transaction [Line Items] | ||||
Accrued Interest and expenses | 318,750 | 93,750 | ||
Current secured convertible debenture | ||||
Total | 318,750 | 93,750 | ||
Non-current secured convertible debenture | ||||
Bristol Investment Fund Ltd [Member] | Creek Road Miners Inc [Member] | ||||
Related Party Transaction [Line Items] | ||||
Accrued Interest and expenses | 1,825,195 | 1,525,479 | ||
Current secured convertible debenture | 2,496,850 | 2,500,000 | ||
Total | 4,322,045 | 4,025,479 | ||
Non-current secured convertible debenture | ||||
Barlock 2019 Fund LP [Member] | Creek Road Miners Inc [Member] | ||||
Related Party Transaction [Line Items] | ||||
Accrued Interest and expenses | 912,044 | 612,329 | ||
Current secured convertible debenture | 2,496,850 | |||
Total | $ 3,408,894 | 3,112,329 | ||
Non-current secured convertible debenture | $ 2,500,000 |
Amounts Due to Related Partie_2
Amounts Due to Related Parties (Details Narrative) - Creek Road Miners Inc [Member] - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | May 18, 2022 | |
Debt instrument, face amount | $ 500,000 | |
Common Stock [Member] | ||
Debt conversion, converted instrument, shares issued | 28,535,429 | |
Debt instrument, convertible, conversion price | $ 0.175 | |
Secured Convertible Debentures [Member] | ||
Debt instrument, face amount | $ 4,993,700 | |
Secured Convertible Debentures [Member] | Bristol Investment Fund Ltd [Member] | ||
Debt instrument, face amount | 2,496,850 | |
Barlock Convertible Debentures [Member] | Barlock 2019 Fund LP [Member] | ||
Debt instrument, face amount | $ 2,496,850 |
Convertible Notes Payable (Deta
Convertible Notes Payable (Details Narrative) - USD ($) | 12 Months Ended | |||||||||
Sep. 08, 2022 | Aug. 24, 2022 | May 31, 2022 | Mar. 20, 2022 | Dec. 31, 2022 | Jun. 30, 2023 | Oct. 24, 2022 | May 18, 2022 | Dec. 31, 2021 | Oct. 31, 2021 | |
Short-Term Debt [Line Items] | ||||||||||
Common stock, par value | $ 0.01 | $ 0.01 | ||||||||
Creek Road Miners Inc [Member] | ||||||||||
Short-Term Debt [Line Items] | ||||||||||
Debt instrument, principal amount | $ 500,000 | |||||||||
Debt instrument, interest rate | 10% | |||||||||
Warrants to purchase shares | 350,000 | 2,933,340 | ||||||||
Common stock, par value | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||||||
Issuance of common stock for investment, shares | 169,205 | |||||||||
Creek Road Miners Inc [Member] | Warrant [Member] | ||||||||||
Short-Term Debt [Line Items] | ||||||||||
Warrants to purchase shares | 600,000 | 1,750,936 | ||||||||
Common stock, par value | $ 0.0001 | |||||||||
Debt instrument, conversion | $ 900,000 | |||||||||
Creek Road Miners Inc [Member] | Creecal Note [Member] | ||||||||||
Short-Term Debt [Line Items] | ||||||||||
Debt instrument, principal amount | $ 500,000 | |||||||||
Debt instrument, interest rate | 4% | |||||||||
Debt instrument, interest rate per annum | 22% | |||||||||
Creek Road Miners Inc [Member] | Convertible Promissory Note [Member] | ||||||||||
Short-Term Debt [Line Items] | ||||||||||
Debt instrument, principal amount | $ 900,000 | |||||||||
Debt instrument, interest rate per annum | 22% | |||||||||
Conversion of secured convertible debenture to Common stock, shares | 600,000 | |||||||||
Debt Instrument, Maturity Date | Aug. 25, 2023 | |||||||||
Issuance of common stock for investment, shares | 600,000 |
Schedule of Components of Lease
Schedule of Components of Lease Expenses (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Creek Road Miners Inc [Member] | ||
Operating lease | $ 32,604 | $ 89,956 |
Schedule of Loans Payable (Deta
Schedule of Loans Payable (Details) - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Total | $ 150,000 | ||
Creek Road Miners Inc [Member] | |||
Total | 149,900 | $ 361,595 | |
Creek Road Miners Inc [Member] | SBA Guaranteed PPP Loan [Member] | |||
Total | 14,033 | ||
Creek Road Miners Inc [Member] | SBA Loan [Member] | |||
Total | 149,900 | 149,900 | |
Creek Road Miners Inc [Member] | Second Draw SBA Guaranteed PPP Loan [Member] | |||
Total | $ 197,662 |
Lease Obligations (Details Narr
Lease Obligations (Details Narrative) | 6 Months Ended | 12 Months Ended | ||||||
Apr. 18, 2020 USD ($) ft² | Jun. 16, 2016 USD ($) | Jun. 30, 2023 | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | May 03, 2023 a | Apr. 08, 2022 USD ($) | Jan. 01, 2019 USD ($) | |
Lessee, Lease, Description [Line Items] | ||||||||
Lessee, Operating Lease, Description | July 2023 through June 2024 | |||||||
Area of land | a | 3,157 | |||||||
Creek Road Miners Inc [Member] | ||||||||
Lessee, Lease, Description [Line Items] | ||||||||
Operating lease, right-of-use asset | $ 127,335 | |||||||
Office Lease Obligation [Member] | Creek Road Miners Inc [Member] | ||||||||
Lessee, Lease, Description [Line Items] | ||||||||
Lessee, Operating Lease, Description | The term of the Sublease is for 5 years and 3 months beginning on July 1, 2016, with monthly payments of approximately $8,000 | |||||||
Operating lease, payments | $ 8,000 | 0 | 83,054 | |||||
Operating lease, right-of-use asset | 0 | 0 | $ 252,980 | |||||
Operating lease, weighted average discount rate, percent | 12% | |||||||
Operating lease, liability | 0 | 0 | ||||||
Operating lease, right-of-use asset, amortization expense | 0 | 85,035 | ||||||
Warehouse Lease Obligation [Member] | Creek Road Miners Inc [Member] | ||||||||
Lessee, Lease, Description [Line Items] | ||||||||
Operating lease, payments | $ 3,900 | 31,920 | 47,424 | |||||
Operating lease, right-of-use asset | $ 173,938 | 0 | 127,335 | |||||
Operating lease, weighted average discount rate, percent | 12% | |||||||
Operating lease, liability | $ 173,938 | 0 | 135,094 | |||||
Operating lease, right-of-use asset, amortization expense | $ 7,759 | $ 72,331 | ||||||
Area of land | ft² | 3,200 | |||||||
Rent percentage | 2% | |||||||
Lessee, operating lease, term | 5 years | |||||||
Lease expiration date | May 01, 2025 | |||||||
Payment for termination of lease | $ 20,000 |
Schedule of Stock Option Activi
Schedule of Stock Option Activity (Details) - Creek Road Miners Inc [Member] - $ / shares | 12 Months Ended | |||
Dec. 01, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Number of options, outstanding at the beginning of the period | 7,651,750 | 789,250 | ||
Weighted average exercise price, outstanding at the beginning of the period | $ 2.45 | $ 0.32 | ||
Number of options, granted | 7,300,000 | |||
Weighted average exercise price, granted | $ 2.55 | |||
Number of options, exercised | (217,500) | (317,500) | ||
Weighted average exercise price, exercised | $ 2.65 | $ 0.42 | $ 0.29 | |
Number of options, forfeited/cancelled | (7,175,000) | (120,000) | ||
Weighted average exercise price, forfeited/cancelled | $ 2.59 | $ 0.30 | ||
Number of options, outstanding at the end of the period | 259,250 | 7,651,750 | ||
Weighted average exercise price, outstanding at the end of the period | $ 0.25 | $ 2.45 | ||
Number of options, Exercisable at end of the period | 259,250 | 4,151,750 | 451,448 | |
Weighted average exercise price, per share | $ 0.25 | $ 2.28 | $ 0.32 |
Schedule of Assumptions Used to
Schedule of Assumptions Used to Estimate Fair Value of Options (Details) - Creek Road Miners Inc [Member] | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Expected dividend yield | 0% | 0% |
Minimum [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Risk-free interest rate | 0.12% | 0.12% |
Expected life (in years) | 2 years 6 months | 2 years 6 months |
Expected volatility | 297% | 297% |
Maximum [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Risk-free interest rate | 0.82% | 0.82% |
Expected life (in years) | 3 years | 3 years |
Expected volatility | 545% | 545% |
Schedule of Stock Option Outsta
Schedule of Stock Option Outstanding and Exercisable (Details) - Creek Road Miners Inc [Member] - $ / shares | 3 Months Ended | 12 Months Ended | ||||
Jan. 01, 2022 | Dec. 01, 2021 | Oct. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||||||
Option Exercise Price | $ 2.65 | $ 0.42 | $ 0.29 | |||
Remaining Exercise Price (in years) | 5 years | 5 years | 5 years | |||
Options Exercisable | 259,250 | 4,151,750 | 451,448 | |||
Option Exercise Price Range One [Member] | ||||||
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||||||
Option Exercise Price | $ 0.25 | |||||
Options Outstanding | 259,250 | |||||
Remaining Exercise Price (in years) | 2 years 1 month 6 days | |||||
Options Exercisable | 259,250 |
Common Stock Options (Details N
Common Stock Options (Details Narrative) - USD ($) | 3 Months Ended | 12 Months Ended | |||||||||
Jan. 01, 2022 | Dec. 01, 2021 | Mar. 24, 2021 | Aug. 03, 2020 | May 09, 2011 | Oct. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | Jun. 30, 2023 | Mar. 29, 2022 | Aug. 21, 2020 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||
Class of warrant exercise price per share | $ 0.21 | ||||||||||
Creek Road Miners Inc [Member] | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||
Number of shares option granted | 7,300,000 | ||||||||||
Class of warrant exercise price per share | $ 1.50 | ||||||||||
Weighted average remaining contractual term | 2 years 1 month 6 days | ||||||||||
Exercisable intrinsic value | $ 0 | $ 3,641,063 | |||||||||
Exercise option share | 217,500 | 317,500 | |||||||||
Cancelled options to purchase | 86,466 | ||||||||||
Share based compensation unvested option shares | $ 8,925,000 | ||||||||||
Exercise option share value | $ 50,625 | ||||||||||
Common stock exercise price per share | $ 2.65 | $ 0.42 | $ 0.29 | ||||||||
Stock option exercise term | 5 years | 5 years | 5 years | ||||||||
Share based compensation description | such time as there is a VWAP equal to $2.50 of the Company’s common stock when computed over 30 consecutive trading days, 25% of each Executive’s Options shall vest; at such time as there is a VWAP equal to $3.00 of the Company’s common stock when computed over 30 consecutive trading days, 25% of each Executive’s Options shall vest; at such time as there is a VWAP equal to $3.50 of the Company’s common stock when computed over 30 consecutive trading days, 25% of each Executive’s Options shall vest; and at such time as there is a VWAP equal to $4.00 of the Company’s common stock when computed over 30 consecutive trading days, 25% of each Executive’s Options shall vest. | ||||||||||
Creek Road Miners Inc [Member] | Directors and Employees [Member] | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||
Number of shares option granted | 7,000,000 | 7,300,000 | |||||||||
Class of warrant exercise price per share | $ 0.25 | ||||||||||
Exercise option share | 302,644 | ||||||||||
Fair value option of vesting period | $ 1,608,000 | ||||||||||
Fair value option vesting period | $ 9,726,950 | ||||||||||
Common Stock [Member] | Creek Road Miners Inc [Member] | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||
Class of warrant exercise price per share | $ 1 | $ 1.50 | |||||||||
Exercise option share | 185,216 | 302,644 | |||||||||
Cancelled options to purchase | 7,175,000 | ||||||||||
Exercise option share value | $ 19 | $ 30 | |||||||||
Stock option exercise term | 5 years | ||||||||||
Common Stock [Member] | Creek Road Miners Inc [Member] | Directors and Employees [Member] | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||
Exercise option share | 317,500 | ||||||||||
Fair value option of vesting period | $ 17,850,000 | ||||||||||
Exercise option share value | $ 50,625 | ||||||||||
2020 Plan [Member] | Common Stock [Member] | Creek Road Miners Inc [Member] | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||
Number of shares option granted | 500,000 | ||||||||||
2021 Plan [Member] | Common Stock [Member] | Creek Road Miners Inc [Member] | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||
Number of shares option granted | 10,000,000 | ||||||||||
Stock option available for granted | 10,000,000 |
Schedule of Stock Warrants Acti
Schedule of Stock Warrants Activity (Details) - Creek Road Miners Inc [Member] - $ / shares | 12 Months Ended | ||||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |||
Stock Warrants, Forfeited/Cancelled | (50,000) | ||||
Series B Preferred Stock [Member] | |||||
Stock Warrants Outstanding - Beginning | |||||
Weighted Average Exercise Price Outstanding - Beginning | |||||
Stock Warrants, Granted | 10,000 | ||||
Weighted Average Exercise Price, Granted | $ 1,000 | ||||
Stock Warrants, Exercised | |||||
Weighted Average Exercise Price, Exercised | |||||
Stock Warrants, Forfeited/Cancelled | |||||
Weighted Average Exercise Price, Forfeited/Cancelled | |||||
Stock Warrants Outstanding - Ending | 10,000 | ||||
Weighted Average Exercise Price Outstanding - Ending | $ 1,000 | ||||
Stock Warrants Exercisable - Ending | 10,000 | ||||
Weighted Average Exercise Price Exercisable - Ending | $ 1,000 | ||||
Common Stock Warrant [Member] | |||||
Stock Warrants Outstanding - Beginning | 22,460,926 | 10,300,000 | |||
Weighted Average Exercise Price Outstanding - Beginning | $ 0.82 | $ 0.26 | |||
Stock Warrants, Results of anti-dilution provisions | 4,285,714 | [1] | |||
Weighted Average Exercise Price, Results of anti-dilution provisions | [1] | ||||
Stock Warrants, Granted | 1,500,000 | 8,525,212 | |||
Weighted Average Exercise Price, Granted | $ 1.48 | $ 1.91 | |||
Stock Warrants, Exercised | (766,660) | ||||
Weighted Average Exercise Price, Exercised | $ 1.28 | ||||
Stock Warrants, Forfeited/Cancelled | (1,210,000) | (650,000) | |||
Weighted Average Exercise Price, Forfeited/Cancelled | $ 1.50 | $ 1.81 | |||
Stock Warrants Outstanding - Ending | 21,984,266 | 22,460,926 | |||
Weighted Average Exercise Price Outstanding - Ending | $ 0.37 | [2] | $ 0.82 | ||
Stock Warrants Exercisable - Ending | 21,984,266 | 22,460,926 | 10,300,000 | ||
Weighted Average Exercise Price Exercisable - Ending | $ 0.37 | [2] | $ 0.80 | $ 0.26 | |
[1]On October 31, 2021, as a result of the anti-dilution provisions, the effect of reducing the conversion price of the secured convertible debenture to $ 0.175 10,000,000 14,285,714 0.175 1.50 per common share, in exchange for any warrants exercised at this time at the exercise price of $ 1.50 per common share. The issuance of replacement warrants has the effect of resetting the conversion price of all outstanding shares of Series C preferred stock to $ 1.50 per common share and resetting the exercise price of all outstanding warrants to $ 1.50 per common share in instances where those conversion and exercise prices are above $ 1.50 . Additionally, i n late-August and early-September 2022, the Company and holders of Series B and Series C preferred stock entered into the Support Agreements. Pursuant to the Support Agreements, the holders of Series B and Series C preferred stock agreed to use its reasonable best efforts to cooperate with the Company in connection with the Merger. The Support Agreements amend the held by Series B and Series C Preferred Stockholders 0.50 per common share . |
Schedule of Stock Warrants Ac_2
Schedule of Stock Warrants Activity (Details) (Parenthetical) - $ / shares | Jun. 30, 2023 | Dec. 31, 2022 | Sep. 30, 2022 | Sep. 01, 2022 | Mar. 30, 2022 | Mar. 29, 2022 | Jan. 01, 2022 | Dec. 31, 2021 | Oct. 31, 2021 | Mar. 24, 2021 |
Class of warrant exercise price per share | $ 0.21 | |||||||||
Creek Road Miners Inc [Member] | ||||||||||
Warrant to purchase shares of common stock | 21,948,266 | 166,660 | 600,000 | 2,933,340 | ||||||
Class of warrant exercise price per share | $ 1.50 | |||||||||
Creek Road Miners Inc [Member] | Common Stock [Member] | ||||||||||
Debt instrument, convertible, conversion price | $ 0.175 | |||||||||
Warrant to purchase shares of common stock | 300,000 | |||||||||
Class of warrant exercise price per share | $ 1.50 | $ 1 | ||||||||
Series A Preferred Stock [Member] | Creek Road Miners Inc [Member] | ||||||||||
Debt instrument, convertible, conversion price | 0.175 | |||||||||
Class of warrant exercise price per share | $ 0.175 | |||||||||
Series A Preferred Stock [Member] | Creek Road Miners Inc [Member] | Minimum [Member] | ||||||||||
Warrant to purchase shares of common stock | 10,000,000 | |||||||||
Series A Preferred Stock [Member] | Creek Road Miners Inc [Member] | Maximum [Member] | ||||||||||
Warrant to purchase shares of common stock | 14,285,714 | |||||||||
Series C Preferred Stock [Member] | Creek Road Miners Inc [Member] | ||||||||||
Warrant to purchase shares of common stock | 400,000 | 1,750,936 | ||||||||
Class of warrant exercise price per share | $ 0.50 | $ 1.50 | $ 1.50 | $ 2.50 | ||||||
Series B And Series C Preferred Stock holders [Member] | Creek Road Miners Inc [Member] | Support Aggreement [Member] | ||||||||||
Class of warrant exercise price per share | $ 0.50 |
Schedule of Assumptions Used _2
Schedule of Assumptions Used to Estimate Fair Value of Warrants (Details) - Creek Road Miners Inc [Member] | Dec. 31, 2022 | Dec. 31, 2021 | Oct. 31, 2021 |
Expected life (in years) | 5 years | ||
Measurement Input, Expected Dividend Rate [Member] | |||
Warrants measurement input | 0 | 0 | |
Measurement Input, Risk Free Interest Rate [Member] | Minimum [Member] | |||
Warrants measurement input | 0.32 | 0.32 | |
Measurement Input, Risk Free Interest Rate [Member] | Maximum [Member] | |||
Warrants measurement input | 2.09 | 2.09 | |
Measurement Input, Expected Term [Member] | Minimum [Member] | |||
Expected life (in years) | 2 years | 2 years | |
Measurement Input, Expected Term [Member] | Maximum [Member] | |||
Expected life (in years) | 3 years | 3 years | |
Measurement Input, Price Volatility [Member] | Minimum [Member] | |||
Warrants measurement input | 291 | 291 | |
Measurement Input, Price Volatility [Member] | Maximum [Member] | |||
Warrants measurement input | 297 | 297 |
Schedule of Stock Warrants Outs
Schedule of Stock Warrants Outstanding and Exercisable (Details) - $ / shares | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||
Jan. 01, 2022 | Dec. 01, 2021 | Mar. 01, 2021 | Dec. 31, 2021 | Oct. 31, 2021 | Jun. 30, 2023 | Dec. 31, 2022 | Sep. 30, 2022 | Mar. 30, 2022 | |
Class of warrant exercise price per share | $ 0.21 | ||||||||
Creek Road Miners Inc [Member] | |||||||||
Class of warrant exercise price per share | $ 1.50 | ||||||||
Class of warrant or right number of securities called by each warrant or right | 2,933,340 | 21,948,266 | 166,660 | 600,000 | |||||
Weighted average remaining contractual life | 5 years | 5 years | 5 years | ||||||
Warrant Exercisable | 21,948,266 | ||||||||
Warrant [Member] | |||||||||
Class of warrant or right number of securities called by each warrant or right | 1,541,100 | ||||||||
Weighted average remaining contractual life | 2 years 8 months 12 days | ||||||||
Warrant [Member] | Creek Road Miners Inc [Member] | |||||||||
Class of warrant exercise price per share | $ 2.50 | $ 0.50 | $ 2.75 | $ 0.175 | |||||
Class of warrant or right number of securities called by each warrant or right | 250,000 | 100,000 | 1,750,936 | 14,285,714 | |||||
Weighted average remaining contractual life | 5 years | 5 years | 5 years | 1 year 10 months 24 days | |||||
Warrant Exercisable | 14,285,714 | ||||||||
Warrant One [Member] | Creek Road Miners Inc [Member] | |||||||||
Class of warrant exercise price per share | $ 0.50 | ||||||||
Class of warrant or right number of securities called by each warrant or right | 6,318,552 | ||||||||
Weighted average remaining contractual life | 3 years 10 months 24 days | ||||||||
Warrant Exercisable | 6,318,552 | ||||||||
Warrant Two [Member] | Creek Road Miners Inc [Member] | |||||||||
Class of warrant exercise price per share | $ 1 | ||||||||
Class of warrant or right number of securities called by each warrant or right | 300,000 | ||||||||
Weighted average remaining contractual life | 1 year 2 months 12 days | ||||||||
Warrant Exercisable | 300,000 | ||||||||
Warrant Three [Member] | Creek Road Miners Inc [Member] | |||||||||
Class of warrant exercise price per share | $ 1.50 | ||||||||
Class of warrant or right number of securities called by each warrant or right | 400,000 | ||||||||
Weighted average remaining contractual life | 4 years | ||||||||
Warrant Exercisable | 400,000 | ||||||||
Warrant Four [Member] | Creek Road Miners Inc [Member] | |||||||||
Class of warrant exercise price per share | $ 1.53 | ||||||||
Class of warrant or right number of securities called by each warrant or right | 180,000 | ||||||||
Weighted average remaining contractual life | 1 year 8 months 12 days | ||||||||
Warrant Exercisable | 180,000 | ||||||||
Warrant Five [Member] | Creek Road Miners Inc [Member] | |||||||||
Class of warrant exercise price per share | $ 2.50 | ||||||||
Class of warrant or right number of securities called by each warrant or right | 250,000 | ||||||||
Weighted average remaining contractual life | 4 years | ||||||||
Warrant Exercisable | 250,000 | ||||||||
Warrant Six [Member] | Creek Road Miners Inc [Member] | |||||||||
Class of warrant exercise price per share | $ 2.75 | ||||||||
Class of warrant or right number of securities called by each warrant or right | 250,000 | ||||||||
Weighted average remaining contractual life | 4 years | ||||||||
Warrant Exercisable | 250,000 |
Common Stock Warrants (Details
Common Stock Warrants (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||||||||||||||
Mar. 30, 2022 | Jan. 01, 2022 | Dec. 01, 2021 | Oct. 31, 2021 | Oct. 20, 2021 | Oct. 12, 2021 | Mar. 24, 2021 | Mar. 01, 2021 | Dec. 31, 2021 | Dec. 31, 2022 | Sep. 30, 2022 | Oct. 31, 2021 | Jun. 30, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | May 03, 2023 | Sep. 01, 2022 | Mar. 29, 2022 | Mar. 20, 2022 | Aug. 21, 2020 | ||
Class of warrant exercise price per share | $ 0.21 | ||||||||||||||||||||
Creek Road Miners Inc [Member] | |||||||||||||||||||||
Shares granted | 7,300,000 | ||||||||||||||||||||
Warrant to purchase shares of common stock | 600,000 | 2,933,340 | 21,948,266 | 166,660 | 2,933,340 | 21,948,266 | |||||||||||||||
Share based compensation unvested option shares | $ 8,925,000 | $ 8,925,000 | |||||||||||||||||||
Class of warrant exercise price per share | $ 1.50 | $ 1.50 | |||||||||||||||||||
Weighted average remaining contractual life | 5 years | 5 years | 5 years | ||||||||||||||||||
Warrants to purchase shares | 250,000 | ||||||||||||||||||||
Shares issued, price per share | $ 2.75 | $ 0.50 | $ 0.50 | ||||||||||||||||||
Proceeds from warrant exercises | $ 900,000 | $ 83,330 | $ 983,330 | ||||||||||||||||||
Forfeited or cancelled outstanding warrants | 50,000 | ||||||||||||||||||||
Share based compensation vesting period | 2 years 1 month 6 days | ||||||||||||||||||||
Number of warrants issued | 2,933,340 | 350,000 | 2,933,340 | 350,000 | |||||||||||||||||
Class of warrant description | If at any time after the 6-month anniversary of the closing date there is no effective registration statement, or no current prospectus available for the resale of the warrant shares, then the warrants may be exercised, in whole or in part, on a cashless basis at any time until they expire. Shares of common stock issuable upon exercise of warrants are subject to a 4.99% beneficial ownership limitation, which may increase to 9.99% upon notice to the Company. | ||||||||||||||||||||
Creek Road Miners Inc [Member] | Series C Preferred Stock [Member] | |||||||||||||||||||||
Warrant to purchase shares of common stock | 400,000 | 1,750,936 | 1,750,936 | ||||||||||||||||||
Class of warrant exercise price per share | $ 1.50 | $ 2.50 | $ 0.50 | $ 2.50 | $ 1.50 | ||||||||||||||||
Weighted average remaining contractual life | 5 years | 5 years | |||||||||||||||||||
Creek Road Miners Inc [Member] | Series B And Series C Preferred Stock holders [Member] | Support Aggreement [Member] | |||||||||||||||||||||
Class of warrant exercise price per share | $ 0.50 | ||||||||||||||||||||
Creek Road Miners Inc [Member] | Series B Preferred Stock [Member] | |||||||||||||||||||||
Warrant to purchase shares of common stock | 180,000 | ||||||||||||||||||||
Class of warrant exercise price per share | $ 1.5278 | $ 1,000 | $ 0.50 | $ 1,000 | |||||||||||||||||
Weighted average remaining contractual life | 5 years | ||||||||||||||||||||
Forfeited or cancelled outstanding warrants | |||||||||||||||||||||
Number of warrants issued | 5,000 | 5,000 | |||||||||||||||||||
Warrant [Member] | |||||||||||||||||||||
Warrant to purchase shares of common stock | 1,541,100 | ||||||||||||||||||||
Weighted average remaining contractual life | 2 years 8 months 12 days | ||||||||||||||||||||
Warrant [Member] | Creek Road Miners Inc [Member] | |||||||||||||||||||||
Warrant to purchase shares of common stock | 250,000 | 100,000 | 1,750,936 | 14,285,714 | 14,285,714 | 1,750,936 | |||||||||||||||
Share based compensation unvested option shares | $ 0 | $ 0 | |||||||||||||||||||
Class of warrant exercise price per share | $ 2.50 | $ 0.50 | $ 2.75 | $ 0.175 | $ 0.175 | $ 2.75 | |||||||||||||||
Weighted average remaining contractual life | 5 years | 5 years | 5 years | 1 year 10 months 24 days | |||||||||||||||||
Share based compensation vesting period | 2 years | ||||||||||||||||||||
Number of warrants issued | 1,750,936 | 1,750,936 | 600,000 | ||||||||||||||||||
Class of warrant description | If at any time after the 6-month anniversary of the closing date there is no effective registration statement, or no current prospectus available for the resale of the warrant shares, then the warrants may be exercised, in whole or in part, on a cashless basis at any time until they expire. The warrants are callable by the Company if the VWAP as calculated over 20 consecutive trading days exceeds 200% of the then exercise price, and the average daily dollar volume for such measurement period exceeds 100,000 shares per trading day. Shares of common stock issuable upon exercise of warrants are subject to a 4.99% beneficial ownership limitation, which may increase to 9.99% upon notice to the Company. | ||||||||||||||||||||
Weighted average remaining contractual term | 2 years 6 months 21 days | ||||||||||||||||||||
Fair value of common stock intrinsic value | $ 0 | $ 0 | |||||||||||||||||||
16 Warrant [Member] | Creek Road Miners Inc [Member] | |||||||||||||||||||||
Class of warrant exercise price per share | 1.50 | ||||||||||||||||||||
Common Stock [Member] | |||||||||||||||||||||
Shares issued, price per share | [1] | $ 0.09 | |||||||||||||||||||
Common Stock [Member] | Creek Road Miners Inc [Member] | |||||||||||||||||||||
Warrant to purchase shares of common stock | 300,000 | ||||||||||||||||||||
Class of warrant exercise price per share | $ 1 | 1.50 | |||||||||||||||||||
Weighted average remaining contractual life | 5 years | ||||||||||||||||||||
Two Warrant [Member] | Creek Road Miners Inc [Member] | |||||||||||||||||||||
Warrant to purchase shares of common stock | 100,000 | ||||||||||||||||||||
Class of warrant exercise price per share | $ 1 | ||||||||||||||||||||
Weighted average remaining contractual life | 5 years | ||||||||||||||||||||
Share based compensation vesting period | 2 years | ||||||||||||||||||||
Consultants [Member] | Warrant [Member] | Creek Road Miners Inc [Member] | |||||||||||||||||||||
Shares granted | 900,000 | ||||||||||||||||||||
Directors and Employees [Member] | Creek Road Miners Inc [Member] | |||||||||||||||||||||
Shares granted | 7,000,000 | 7,300,000 | |||||||||||||||||||
Fair value option of vesting period | $ 1,608,000 | $ 1,608,000 | |||||||||||||||||||
Fair value option vesting period | $ 9,726,950 | ||||||||||||||||||||
Class of warrant exercise price per share | $ 0.25 | ||||||||||||||||||||
Directors and Employees [Member] | Warrant [Member] | Creek Road Miners Inc [Member] | |||||||||||||||||||||
Warrant to purchase shares of common stock | 600,000 | 600,000 | |||||||||||||||||||
Fair value option vesting period | $ 2,080,501 | ||||||||||||||||||||
Directors and Employees [Member] | Common Stock [Member] | Creek Road Miners Inc [Member] | |||||||||||||||||||||
Fair value option of vesting period | $ 17,850,000 | $ 17,850,000 | |||||||||||||||||||
16 Warrant Holders [Member] | 16 Warrant [Member] | Creek Road Miners Inc [Member] | |||||||||||||||||||||
Class of warrant exercise price per share | $ 1.50 | ||||||||||||||||||||
Warrants Holders [Member] | Creek Road Miners Inc [Member] | |||||||||||||||||||||
Forfeited or cancelled outstanding warrants | 1,120,000 | 1,210,000 | |||||||||||||||||||
Directors [Member] | Creek Road Miners Inc [Member] | |||||||||||||||||||||
Shares granted | 400,000 | 60,000 | |||||||||||||||||||
Warrant to purchase shares of common stock | 750,000 | 750,000 | |||||||||||||||||||
Class of warrant exercise price per share | $ 1.50 | $ 1.50 | $ 1.50 | $ 1.50 | |||||||||||||||||
Weighted average remaining contractual life | 3 years | 3 years | 3 years | ||||||||||||||||||
Number of percentage execution | 40% upon execution of the Services Agreement; 20% on April 1, 2022; 20% on August 1, 2022; and 20% on December 1, 2022. | 20% upon execution of the Services Agreement; 20% on January 20, 2022; 20% on April 20, 2022; 20% on July 20, 2022; and 20% on October 20, 2022. | |||||||||||||||||||
[1]Based on the last reported sale price of the common stock on OTC Capital Markets on May 3, 2023, the closing date of the Merger (the “Closing Date”). |
Series B Preferred Stock Warr_3
Series B Preferred Stock Warrants (Details Narrative) - USD ($) | 10 Months Ended | 12 Months Ended | |||||||
Jul. 07, 2022 | Dec. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | Jun. 30, 2023 | Sep. 30, 2022 | Sep. 01, 2022 | Oct. 31, 2021 | Mar. 24, 2021 | |
Class of warrant exercise price per share | $ 0.21 | ||||||||
Creek Road Miners Inc [Member] | |||||||||
Warrants to acquire preferred stock | 350,000 | 350,000 | 2,933,340 | ||||||
Class of warrant exercise price per share | $ 1.50 | ||||||||
Convertible stock value | $ 348 | $ 145 | |||||||
Convertible common stock shares outstanding | 185,167 | 3,108,240 | |||||||
Creek Road Miners Inc [Member] | Warrant Two [Member] | |||||||||
Class of warrant exercise price per share | $ 1 | ||||||||
Creek Road Miners Inc [Member] | Series B Preferred Stock [Member] | |||||||||
Warrants to acquire preferred stock | 5,000 | 5,000 | |||||||
Class of warrant exercise price per share | $ 1,000 | $ 1,000 | $ 0.50 | $ 1.5278 | |||||
Warrant expiration date | Mar. 26, 2023 | Mar. 26, 2023 | |||||||
Warrants outstanding | 10,000 | ||||||||
Exercise price per share | $ 1,000 | ||||||||
Convertible stock value | $ 10,800,000 | ||||||||
Convertible common stock shares outstanding | 5,000 | 2,472 | 1,280 | ||||||
Weighted average remaining contractual life | 8 months 12 days | ||||||||
Creek Road Miners Inc [Member] | Series B Preferred Stock [Member] | Warrant Two [Member] | |||||||||
Warrants to acquire preferred stock | 5,000 | 5,000 | |||||||
Class of warrant exercise price per share | $ 1,000 | $ 1,000 | |||||||
Warrant expiration date | Mar. 26, 2024 | Mar. 26, 2024 | |||||||
Creek Road Miners Inc [Member] | Series B And Series C Preferred Stock holders [Member] | Support Aggreement [Member] | |||||||||
Class of warrant exercise price per share | $ 0.50 | ||||||||
Creek Road Miners Inc [Member] | Series B Common Stock [Member] | |||||||||
Conversion price description | Each share of our Series B preferred stock is convertible into a number of shares of our common stock determined by dividing the aggregate stated value for the Series B preferred stock being converted ($1,080 per share, as amended, subject to adjustment as set forth in the currently effective Series B Certificate of Designation) by the then-applicable conversion price (initially $1.50 per share), subject to adjustment as set forth in the currently effective Series B Certificate of Designation. | ||||||||
Creek Road Miners Inc [Member] | Convertible Common Stock [Member] | |||||||||
Convertible common stock shares outstanding | 21,600,000 | ||||||||
Conversion price | $ 0.50 |
Preferred Stock (Details Narrat
Preferred Stock (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 9 Months Ended | 10 Months Ended | 12 Months Ended | ||||||||||||||||||
May 03, 2023 | Jul. 07, 2022 | May 31, 2022 | Jan. 01, 2022 | Dec. 01, 2021 | Mar. 24, 2021 | Mar. 01, 2021 | Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Jun. 30, 2023 | Mar. 31, 2022 | Oct. 31, 2021 | Jun. 30, 2023 | Jun. 30, 2022 | Sep. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | May 18, 2022 | Mar. 29, 2022 | Mar. 20, 2022 | |||
Class of Stock [Line Items] | ||||||||||||||||||||||||
Issuance of common stock for investment | $ 16,447,649 | |||||||||||||||||||||||
Class of warrant exercise price per share | $ 0.21 | $ 0.21 | ||||||||||||||||||||||
Common Stock [Member] | ||||||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||||||
Shares issued price per share | [1] | $ 0.09 | ||||||||||||||||||||||
Issuance of common stock for investment, shares | 110,314,022 | [2] | ||||||||||||||||||||||
Issuance of common stock for investment | $ 9,928,262 | |||||||||||||||||||||||
Warrant [Member] | ||||||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||||||
Weighted average remaining contractual life | 2 years 8 months 12 days | |||||||||||||||||||||||
Creek Road Miners Inc [Member] | ||||||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||||||
Shares issued price per share | $ 2.75 | $ 0.50 | $ 0.50 | $ 0.50 | ||||||||||||||||||||
Shares granted | 7,300,000 | |||||||||||||||||||||||
Conversion of stock shares converted | 185,167 | 3,108,240 | ||||||||||||||||||||||
Conversion of stock shares issued | 14,635,257 | |||||||||||||||||||||||
Conversion of stock amount converted | $ 348 | $ 145 | ||||||||||||||||||||||
Issuance of common stock for investment, shares | 169,205 | |||||||||||||||||||||||
Issuance of common stock for investment | $ 100,000 | |||||||||||||||||||||||
Debt instrument face amount | $ 500,000 | |||||||||||||||||||||||
Debt interest rate | 10% | |||||||||||||||||||||||
Proceeds from issuance | $ 3,925,050 | |||||||||||||||||||||||
Warrants to acquire preferred stock | 350,000 | 2,933,340 | 350,000 | 350,000 | ||||||||||||||||||||
Class of warrant exercise price per share | $ 1.50 | |||||||||||||||||||||||
Weighted average remaining contractual life | 5 years | 5 years | 5 years | |||||||||||||||||||||
Creek Road Miners Inc [Member] | Common Stock [Member] | ||||||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||||||
Issuance of common stock for investment, shares | 169,205 | |||||||||||||||||||||||
Issuance of common stock for investment | $ 17 | |||||||||||||||||||||||
Class of warrant exercise price per share | $ 1 | $ 1.50 | ||||||||||||||||||||||
Conversion of secured convertible debenture to Common stock, shares | 36,000 | |||||||||||||||||||||||
Weighted average remaining contractual life | 5 years | |||||||||||||||||||||||
Creek Road Miners Inc [Member] | 16 Warrant [Member] | ||||||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||||||
Class of warrant exercise price per share | 1.50 | |||||||||||||||||||||||
Creek Road Miners Inc [Member] | Warrant [Member] | ||||||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||||||
Warrants to acquire preferred stock | 1,750,936 | 1,750,936 | 1,750,936 | 600,000 | ||||||||||||||||||||
Class of warrant exercise price per share | $ 2.50 | $ 0.50 | $ 2.75 | $ 2.75 | $ 0.175 | $ 2.75 | ||||||||||||||||||
Weighted average remaining contractual life | 5 years | 5 years | 5 years | 1 year 10 months 24 days | ||||||||||||||||||||
Creek Road Miners Inc [Member] | Scott D Kaufman [Member] | ||||||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||||||
Issuance of common stock for investment, shares | 8,300 | |||||||||||||||||||||||
Issuance of common stock for investment | $ 83,332 | |||||||||||||||||||||||
Creek Road Miners Inc [Member] | Mr. Maatta [Member] | ||||||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||||||
Issuance of common stock for investment, shares | 8,500 | |||||||||||||||||||||||
Series A Preferred Stock [Member] | Creek Road Miners Inc [Member] | ||||||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||||||
Number of votes per share | 2,000 | |||||||||||||||||||||||
Issued and outstanding percentage | 12% | |||||||||||||||||||||||
Shares issued price per share | $ 10 | |||||||||||||||||||||||
Conversion price | $ 0.175 | |||||||||||||||||||||||
Shares granted | 7,722 | |||||||||||||||||||||||
Stock issued during period value share based compensation | $ 77,216 | |||||||||||||||||||||||
Conversion of stock shares converted | 23,423 | 8,750 | ||||||||||||||||||||||
Conversion of stock shares issued | 256,117 | |||||||||||||||||||||||
Conversion of stock amount converted | $ 2,567,170 | |||||||||||||||||||||||
Class of warrant exercise price per share | $ 0.175 | |||||||||||||||||||||||
Series A Preferred Stock [Member] | Creek Road Miners Inc [Member] | Common Stock [Member] | ||||||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||||||
Conversion of stock shares issued | 1,338,456 | 500,000 | ||||||||||||||||||||||
Series A Preferred Stock [Member] | Creek Road Miners Inc [Member] | Scott D Kaufman [Member] | ||||||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||||||
Stock issued during period value share based compensation | $ 62,490 | $ 62,490 | $ 34,090 | $ 53,610 | $ 9,020 | $ 62,500 | ||||||||||||||||||
Shares issued, shares, share-based payment arrangement, after forfeiture | 6,249 | 6,249 | 3,409 | 5,361 | 902 | 6,250 | ||||||||||||||||||
Series A Preferred Stock [Member] | Creek Road Miners Inc [Member] | Paul L. Kessler [Member] | ||||||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||||||
Stock issued during period value share based compensation | $ 49,410 | $ 49,410 | $ 29,580 | $ 37,920 | $ 6,730 | |||||||||||||||||||
Shares issued, shares, share-based payment arrangement, after forfeiture | 4,941 | 4,941 | 2,958 | 3,792 | 673 | |||||||||||||||||||
Series A Preferred Stock [Member] | Creek Road Miners Inc [Member] | John D Maatta [Member] | ||||||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||||||
Stock issued during period value share based compensation | $ 83,333 | |||||||||||||||||||||||
Shares issued, shares, share-based payment arrangement, after forfeiture | 8,333 | |||||||||||||||||||||||
Series A Preferred Stock [Member] | Creek Road Miners Inc [Member] | MrSheikh [Member] | ||||||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||||||
Stock issued during period value share based compensation | $ 34,260 | |||||||||||||||||||||||
Shares issued, shares, share-based payment arrangement, after forfeiture | 3,426 | 4,110 | ||||||||||||||||||||||
Stock issued during period value share based compensation | $ 41,110 | |||||||||||||||||||||||
Series A Preferred Stock [Member] | Creek Road Miners Inc [Member] | Mr. Maatta [Member] | ||||||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||||||
Stock issued during period value share based compensation | $ 50,000 | |||||||||||||||||||||||
Shares issued, shares, share-based payment arrangement, after forfeiture | 5,000 | |||||||||||||||||||||||
Issuance of common stock for investment | $ 85,546 | |||||||||||||||||||||||
Series A Preferred Stock [Member] | Creek Road Miners Inc [Member] | Alan Urban [Member] | ||||||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||||||
Stock issued during period value share based compensation | $ 6,850 | |||||||||||||||||||||||
Shares issued, shares, share-based payment arrangement, after forfeiture | 685 | |||||||||||||||||||||||
Series A Preferred Stock [Member] | Creek Road Miners Inc [Member] | Mr Kessler [Member] | ||||||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||||||
Issuance of common stock for investment, shares | 22,500 | |||||||||||||||||||||||
Issuance of common stock for investment | $ 225,000 | |||||||||||||||||||||||
Series A certificate of Designation [Member] | Creek Road Miners Inc [Member] | ||||||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||||||
Conversion price | $ 0.25 | |||||||||||||||||||||||
Series B Preferred Stock [Member] | Creek Road Miners Inc [Member] | ||||||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||||||
Issued and outstanding percentage | 5% | |||||||||||||||||||||||
Conversion price | $ 0.50 | $ 0.50 | ||||||||||||||||||||||
Conversion of stock shares converted | 5,000 | 2,472 | 1,280 | |||||||||||||||||||||
Conversion of stock shares issued | 1,439 | |||||||||||||||||||||||
Conversion of stock amount converted | $ 10,800,000 | |||||||||||||||||||||||
Debt instrument face amount | $ 1,080 | |||||||||||||||||||||||
Debt interest rate | 51% | |||||||||||||||||||||||
Proceeds from issuance | $ 4,378,995 | |||||||||||||||||||||||
Debt conversion converted instrument amount | $ 1,080 | |||||||||||||||||||||||
Warrants to acquire preferred stock | 5,000 | 5,000 | 5,000 | |||||||||||||||||||||
Class of warrant exercise price per share | $ 1.5278 | $ 1,000 | 0.50 | $ 1,000 | $ 1,000 | |||||||||||||||||||
Conversion of stock shares converted | $ 1,554,120 | |||||||||||||||||||||||
Weighted average remaining contractual life | 5 years | |||||||||||||||||||||||
Series B Preferred Stock [Member] | Creek Road Miners Inc [Member] | Junior Securities [Member] | ||||||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||||||
Beneficial ownership | 9.99% | |||||||||||||||||||||||
Series B Preferred Stock [Member] | Creek Road Miners Inc [Member] | Minimum [Member] | ||||||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||||||
Conversion price | $ 1 | |||||||||||||||||||||||
Series B Preferred Stock [Member] | Creek Road Miners Inc [Member] | Maximum [Member] | ||||||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||||||
Conversion price | $ 1.50 | |||||||||||||||||||||||
Series B Preferred Stock [Member] | Creek Road Miners Inc [Member] | Common Stock [Member] | ||||||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||||||
Conversion of stock shares issued | 1,962,448 | 948,646 | ||||||||||||||||||||||
Series B Preferred Stock One [Member] | Creek Road Miners Inc [Member] | ||||||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||||||
Expiration date | Mar. 26, 2023 | |||||||||||||||||||||||
Series B Preferred Stock Two [Member] | Creek Road Miners Inc [Member] | ||||||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||||||
Expiration date | Mar. 26, 2024 | |||||||||||||||||||||||
Series C Preferred Stock [Member] | Creek Road Miners Inc [Member] | ||||||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||||||
Conversion price | $ 0.50 | 0.50 | $ 0.50 | $ 0.50 | ||||||||||||||||||||
Conversion of stock shares converted | 7,880 | 7,630 | ||||||||||||||||||||||
Conversion of stock shares issued | 16,953,860 | |||||||||||||||||||||||
Conversion of stock amount converted | $ 8,476,930 | |||||||||||||||||||||||
Proceeds from issuance | $ 7,733,601 | |||||||||||||||||||||||
Debt conversion converted instrument amount | $ 1,111 | |||||||||||||||||||||||
Class of warrant exercise price per share | $ 1.50 | $ 2.50 | $ 0.50 | $ 2.50 | $ 2.50 | $ 1.50 | ||||||||||||||||||
Convertible Preferred stock terms of conversion | The Series C preferred stock is convertible, at the option of the holder thereof, into such number of fully paid and nonassessable shares of common stock as is determined by dividing the Stated Value, currently $1,111, by the Series C Conversion Price, subject to further adjustment in the event that the Company, subject to certain exemptions, disposes of or issues any common stock or securities convertible into, exercisable, or exchangeable for Common Stock for no consideration or for consideration less than the applicable Series C Conversion Price in effect immediately prior to such issuance. We are entitled to redeem some or all of the outstanding shares of Series C preferred stock for cash in an amount equal to the Optional Redemption Amount (as defined in the Certificate of Designation). The Series C preferred stock is entitled to certain protective provisions and, without the written consent of at least 50.1% in Stated Value of the outstanding shares of the Series C preferred stock, we may not (or permit any of our subsidiaries to) enter into, create, incur, assume, guarantee or suffer to exist any indebtedness, other than Permitted Indebtedness (as defined in the Certificate of Designation). Shares of common stock issuable upon the conversion of Series C preferred stock are subject to a 4.99% beneficial ownership limitation, which may increase to 9.99% upon notice to the Company | |||||||||||||||||||||||
Conversion of secured convertible debenture to Common stock, shares | 250 | |||||||||||||||||||||||
Weighted average remaining contractual life | 5 years | 5 years | ||||||||||||||||||||||
Series C Preferred Stock One [Member] | Creek Road Miners Inc [Member] | ||||||||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||||||||
Warrants to acquire preferred stock | 1,750,936 | 1,750,936 | 1,750,936 | |||||||||||||||||||||
Class of warrant exercise price per share | $ 2.50 | $ 2.50 | $ 2.50 | |||||||||||||||||||||
Weighted average remaining contractual life | 5 years | |||||||||||||||||||||||
[1]Based on the last reported sale price of the common stock on OTC Capital Markets on May 3, 2023, the closing date of the Merger (the “Closing Date”).[2]For purposes of this unaudited pro forma combined financial information, 110,314,022 |
Schedule of Gain from Sale of D
Schedule of Gain from Sale of Discontinue Operation (Details) - Creek Road Miners Inc [Member] - USD ($) | 12 Months Ended | ||
Sep. 15, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Current assets | |||
Total | |||
Gain from sale | $ 1,853,169 | ||
Jevo Assets [Member] | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Net cash paid on the closing date | $ 1,500,000 | ||
Current assets | 36,060 | ||
Inventory | 193,300 | ||
Fixed assets, net | 16,700 | ||
Intangible assets, net | 123,200 | ||
Total | 369,260 | ||
Gain from sale | $ 1,130,740 |
Schedule of Discontinued Operat
Schedule of Discontinued Operation of Balance Sheet and Operation Statement (Details) - Creek Road Miners Inc [Member] - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Current assets: | ||
Prepaid expenses | ||
Inventory | ||
Total current assets | ||
Other assets: | ||
Property and equipment, net | ||
Intangible assets, net | ||
Total assets | ||
Current liabilities: | ||
Accounts payable and accrued expenses | 485,712 | 472,029 |
Deferred revenue | ||
Due to CONtv | ||
Total liabilities | 485,712 | 472,029 |
Revenue | 43,580 | 829,767 |
Operating costs and expenses: | ||
Cost of revenue | 59,037 | 776,719 |
General and administrative | 842,097 | |
Total operating expenses | 59,037 | 1,618,816 |
Loss from operations | (15,457) | (789,049) |
Other income (expense): | ||
Other income | (2,281) | 867,288 |
Interest income | ||
Loss on disposal of fixed assets | 1,853,169 | |
Total other income (expense) | (2,281) | 2,720,457 |
Income (loss) from discontinued operations | $ (17,738) | $ 1,931,108 |
Discontinued Operations (Detail
Discontinued Operations (Details Narrative) - Creek Road Miners Inc [Member] - USD ($) | 12 Months Ended | |||
Sep. 15, 2021 | Aug. 06, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Gain loss on disposal of discontinued operation net of tax | $ 1,853,169 | |||
Due to related party | ||||
CONtv [Member] | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Passive interest | 10% | |||
Investments | ||||
CONtv [Member] | Discontinued Operations [Member] | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Due to related party | $ 0 | $ 0 | ||
Jevo Assets [Member] | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Gain loss on disposal of discontinued operation net of tax | $ 1,130,740 | |||
Net cash paid on the closing date | $ 1,500,000 | |||
Informa Agreement [Member] | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Gain loss on disposal of discontinued operation net of tax | $ 722,429 |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||||
Aug. 15, 2023 USD ($) a shares | May 03, 2023 USD ($) a $ / shares shares | Mar. 02, 2023 | Aug. 31, 2022 USD ($) | May 31, 2022 shares | Jun. 30, 2023 USD ($) $ / shares | Jun. 30, 2023 $ / shares shares | Dec. 31, 2022 USD ($) | Oct. 31, 2021 $ / shares | |
Subsequent Event [Line Items] | |||||||||
Purchase of non compensatory options | $ 1,000,000 | ||||||||
Membership interest | 40% | ||||||||
Payments to acquire land held for use | $ 3,000,000 | ||||||||
Area of land | a | 3,157 | ||||||||
Issuance of common stock for investment | $ 16,447,649 | ||||||||
Exercise price | $ / shares | $ 0.21 | $ 0.21 | |||||||
Cash | $ 42,360 | ||||||||
Non compensatory options acquire, shares | shares | 8,000,000 | ||||||||
Share price | $ / shares | $ 0.25 | $ 0.25 | |||||||
Exok [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Area of land | a | 32,695 | 4,494 | |||||||
Creek Road Miners Inc [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Changes in market price of bitcoin description | the market price of Bitcoin was $16,547, which reflects a decrease of approximately 60% since the beginning of 2022, and of approximately 75% from its all-time high of approximately $67,000. In addition, the cost of natural gas that we use to produce electricity to power our miners has increased substantially. The cost of natural gas in the United States during 2022 has increased by as much as approximately 260% since the beginning of 2022. | ||||||||
Bitcoin market price | $ 16,547 | ||||||||
Issuance of common stock for investment | 100,000 | ||||||||
Issuance of common stock for investment, shares | shares | 169,205 | ||||||||
Exercise price | $ / shares | $ 1.50 | ||||||||
Creek Road Miners Inc [Member] | Master Services Agreement [Member] | Subsequent Event [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Term of service agreement | 2 years | ||||||||
Monthly hosting service fee | we will pay Atlas a monthly hosting service fee for the quantity of electricity consumed by our miners, with an initial price per kilowatt-hour of $0.08. | ||||||||
Creek Road Miners Inc [Member] | Maximum [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Bitcoin market price | $ 67,000 | ||||||||
Prairie Operating Co LLC [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Purchase of non compensatory options | $ 1,000,000 | ||||||||
Membership interest | 40% | ||||||||
Prairie Operating Co LLC [Member] | Subsequent Event [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Reverse stock split | ratio between 1-23 and 1-30 | ||||||||
Area of land | a | 23,485 | ||||||||
Prairie Operating Co LLC [Member] | Subsequent Event [Member] | Exok [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Payments to acquire land held for use | $ 28,182,000 | ||||||||
Area of land | a | 37,030 | ||||||||
Cash | $ 24,000,000 | ||||||||
Prairie Operating Co LLC [Member] | Subsequent Event [Member] | Bristol Capital LLC [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Purchase of non compensatory options | $ 24,000 | ||||||||
Membership interest | 30% | ||||||||
Prairie Operating Co LLC [Member] | Subsequent Event [Member] | Third Party Investor [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Purchase of non compensatory options | $ 8,000 | ||||||||
Membership interest | 10% | ||||||||
Prairie Operating Co LLC [Member] | Amended Purchase And Sale Agreement [Member] | Forecast [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Area of land | a | 20,327 | ||||||||
Issuance of common stock for investment, shares | shares | 1 | ||||||||
Class of warrant or right, outstanding | shares | 2 | ||||||||
Purchase price | $ 22,182,000 | ||||||||
Cash | 18,000,000 | ||||||||
Total equity consideration | $ 4,182,000 | ||||||||
Prairie Operating Co LLC [Member] | Amended Purchase And Sale Agreement [Member] | Exok [Member] | Forecast [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Area of land | a | 32,695 | ||||||||
Prairie Operating Co LLC [Member] | Amended Purchase And Sale Agreement [Member] | Subsequent Event [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Payments to acquire land held for use | $ 3,000,000 | ||||||||
Area of land | a | 3,157 | ||||||||
Issuance of common stock for investment | $ 4,182,000 | ||||||||
Issuance of common stock for investment, shares | shares | 836.4000 | ||||||||
Class of warrant or right, outstanding | shares | 836,400 | ||||||||
Exercise price | $ / shares | $ 6 | ||||||||
Conversion of secured convertible debenture to Common stock, shares | shares | 65,647,676 | ||||||||
Non compensatory options acquire, shares | shares | 8,000,000 | ||||||||
Share price | $ / shares | $ 0.25 | ||||||||
Prairie Operating Co LLC [Member] | Amended Purchase And Sale Agreement [Member] | Subsequent Event [Member] | Exok [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Area of land | a | 4,494 |
Sale of Options (Details Narrat
Sale of Options (Details Narrative) | Aug. 31, 2022 USD ($) BOED |
Membership interest | 40% |
Purchase of non compensatory options | $ | $ 1,000,000 |
Sale of non compensatory options | $ | $ 80,000 |
Restricted options exercisable increments percentage | 25% |
Barrels of oil equivalent per day one | 2,500 |
Barrels of oil equivalent per day two | 5,000 |
Barrels of oil equivalent per day three | 7,500 |
Barrels of oil equivalent per day four | 10,000 |
Prairie Operating Co LLC [Member] | |
Membership interest | 40% |
Purchase of non compensatory options | $ | $ 1,000,000 |
Sale of non compensatory options | $ | $ 80,000 |
Non compensatory options expire date | Aug. 31, 2027 |
Restricted options exercisable increments percentage | 25% |
Barrels of oil equivalent per day one | 2,500 |
Barrels of oil equivalent per day two | 5,000 |
Barrels of oil equivalent per day three | 7,500 |
Barrels of oil equivalent per day four | 10,000 |