Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Dec. 31, 2018 | Feb. 11, 2019 | |
Document And Entity Information | ||
Entity Registrant Name | CAMBER ENERGY, INC. | |
Entity Central Index Key | 1,309,082 | |
Document Type | 10-Q | |
Trading Symbol | CEI | |
Document Period End Date | Dec. 31, 2018 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --03-31 | |
Entity's Reporting Status Current | Yes | |
Entity Smaller Reporting Company | true | |
Entity Emerging Growth Company | false | |
Entity Filer Category | Non-accelerated Filer | |
Entity Common Stock, Shares Outstanding | 12,613,187 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2,019 |
CONSOLIDATED BALANCE SHEETS (Un
CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) | Dec. 31, 2018 | Mar. 31, 2018 |
Current Assets | ||
Cash | $ 9,272,388 | $ 760,317 |
Restricted Cash | 28,834 | |
Accounts Receivable | 70,571 | 646,891 |
Other Current Assets | 232,177 | 228,733 |
Total Current Assets | 9,575,136 | 1,664,775 |
Property and Equipment | ||
Oil and Gas Properties - Subject to Amortization | 50,636,232 | 61,082,526 |
Oil and Gas Properties - Not Subject to Amortization | 28,016,989 | 28,016,989 |
Other Property and Equipment | 1,570 | 1,570 |
Total Property and Equipment | 78,654,791 | 89,101,085 |
Accumulated Depletion, Depreciation and Amortization | (78,320,508) | (76,555,506) |
Total Property and Equipment, Net | 334,283 | 12,545,579 |
Other Assets | 198,519 | 57,510 |
Total Assets | 10,107,938 | 14,267,864 |
Current Liabilities | ||
Accounts Payable | 1,934,320 | 2,972,261 |
Common Stock Payable | 171,000 | 200,000 |
Accrued Expenses | 55,185 | 1,140,730 |
Notes Payable, Net of Discount | 247,403 | |
Current Portion of Long-Term Notes Payable, Net of Discount | 35,691,567 | |
Total Current Liabilities | 2,160,505 | 40,251,961 |
Asset Retirement Obligations | 319,770 | 979,159 |
Derivative Liability | 5 | 5 |
Total Liabilities | 2,480,280 | 41,231,125 |
Commitments and Contingencies | ||
Stockholders' Equity (Deficit) | ||
Common Stock, 20,000,000 Shares Authorized of $0.001 Par, 6,771,515 and 230,363 Shares Issued and Outstanding, respectively | 6,772 | 230 |
Additional Paid-in Capital | 154,676,002 | 141,429,810 |
Stock Dividends Distributable | 5,676,275 | 2,467,910 |
Accumulated Deficit | (152,731,437) | (170,861,622) |
Total Stockholders' Equity (Deficit) | 7,627,658 | (26,963,261) |
Total Liabilities and Stockholders' Equity (Deficit) | 10,107,938 | 14,267,864 |
Series B Preferred Stock [Member] | ||
Stockholders' Equity (Deficit) | ||
Preferred stock | 44 | 409 |
Series C Preferred Stock [Member] | ||
Stockholders' Equity (Deficit) | ||
Preferred stock | $ 2 | $ 1 |
CONSOLIDATED BALANCE SHEETS (_2
CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - USD ($) | Dec. 31, 2018 | Mar. 31, 2018 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, authorized | 20,000,000 | 20,000,000 |
Common stock, issued | 6,771,515 | 230,363 |
Common stock, outstanding | 6,771,515 | 230,363 |
Series A Preferred Stock [Member] | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, authorized | 2,000 | 2,000 |
Preferred stock, issued | 0 | 0 |
Preferred stock, outstanding | 0 | 0 |
Series B Preferred Stock [Member] | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, authorized | 600,000 | 600,000 |
Preferred stock, issued | 44,000 | 408,508 |
Preferred stock, outstanding | 44,000 | 408,508 |
Preferred stock, liquidation preference | $ 1,100,000 | $ 1,100,000 |
Series C Preferred Stock [Member] | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, authorized | 500,000 | 500,000 |
Preferred stock, issued | 2,305 | 1,132 |
Preferred stock, outstanding | 2,305 | 1,132 |
Preferred stock, liquidation preference | $ 23,050,000 | $ 23,050,000 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | |
Operating Revenues | ||||
Crude Oil | $ 73,301 | $ 222,702 | $ 455,322 | $ 897,952 |
Natural Gas | 13,114 | 567,982 | 753,057 | 1,648,387 |
Natural Gas Liquids | 41,522 | 1,365,100 | 1,423,720 | 2,994,303 |
Total Revenues | 127,937 | 2,155,784 | 2,632,099 | 5,540,642 |
Operating Expenses | ||||
Lease Operating Expenses | 441,312 | 1,194,629 | 2,600,353 | 3,642,733 |
Severance and Property Taxes | 5,937 | 113,778 | 133,192 | 277,580 |
Depreciation, Depletion, Amortization, and Accretion | 1,026 | 436,776 | 464,952 | 1,443,765 |
Impairment of Oil and Gas Properties | 548,819 | 1,875,000 | 1,304,785 | 4,025,374 |
(Gain)/Loss on Sales of Oil and Gas Properties | 3,851,461 | (25,808,246) | 3,850,266 | |
General and Administrative | 677,566 | 2,767,610 | 3,512,816 | 5,480,803 |
Total Operating Expenses | 1,674,660 | 10,239,254 | (17,792,148) | 18,720,521 |
Operating Income (Loss) | (1,546,723) | (8,083,470) | 20,424,247 | (13,179,879) |
Other Expense (Income) | ||||
Interest Expense | 202,669 | 943,356 | 2,436,776 | 5,106,697 |
Other Expense (Income), Net | (163,308) | 69,983 | (142,714) | 105,327 |
Total Other Expenses | 39,361 | 1,013,339 | 2,294,062 | 5,212,024 |
Net Income (Loss) | $ (1,586,084) | $ (9,096,809) | $ 18,130,185 | $ (18,391,903) |
Net Income (Loss) Per Common Share | ||||
Basic (in dollars per share) | $ (0.64) | $ (97.76) | $ 6.39 | $ (281.74) |
Diluted (in dollars per share) | $ (0.64) | $ (97.76) | $ 0.42 | $ (281.74) |
Weighted Average Number of Common Shares Outstanding | ||||
Basic (in shares) | 4,998,262 | 98,303 | 2,335,991 | 69,651 |
Diluted (in shares) | 4,998,262 | 98,303 | 35,237,930 | 69,651 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) | 9 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Cash Flows from Operating Activities | ||
Net Income (Loss) | $ 18,130,185 | $ (18,391,903) |
Adjustments to reconcile net income (loss) to net cash used in operating activities: | ||
Depreciation, Depletion, Amortization and Accretion | 464,952 | 1,443,765 |
Impairment of Oil and Gas Properties | 1,304,785 | 4,025,374 |
Loss on Sale of Fixed Assets | 6,503 | |
(Gain)/Loss on Sale of Oil and Gas Properties | (25,808,246) | 3,850,266 |
Share-Based Compensation | 343,630 | 963,280 |
Amortization of Discount on Notes | 1,499,647 | 867,017 |
Change in Fair Value of Derivative Liability | (20,919) | |
Changes in Components of Working Capital and Other Assets: | ||
Accounts Receivable | 576,320 | (211,320) |
Other Current Assets | (3,444) | (327,326) |
Accounts Payable and Accrued Expenses | (696,281) | 4,176,296 |
Net Cash Used in Operating Activities | (4,188,452) | (3,618,967) |
Investing Cash Flows | ||
Cash Paid for Oil and Gas Property Development Costs | (2,187,302) | (1,208,571) |
Proceeds from Sale Fixed Assets | 10,069 | |
Cash Paid for (Proceeds from) Deposits | (141,009) | 8,416 |
Proceeds from Sale of Oil and Gas Properties and Fixed Assets | 1,947,559 | |
Net Cash (Used in) Provided by Investing Activities | (2,328,311) | 757,473 |
Financing Cash Flows | ||
Proceeds from Issuance of Notes Payable | 150,000 | |
Principal Repayments of Notes Payable | (2,361,703) | |
Proceeds from Issuance of Series C Preferred Stock and Warrants | 15,000,000 | 4,000,000 |
Net Cash Provided by Financing Activities | 15,000,000 | 1,788,297 |
(Decrease) Increase in Cash and Restricted Cash | 8,483,237 | (1,073,197) |
Cash and Restricted Cash at Beginning of the Period | 789,151 | 2,389,761 |
Cash and Restricted Cash at End of the Period | $ 9,272,388 | $ 1,316,564 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' Equity (Deficit) - USD ($) | Series A Preferred Stock | Series B Preferred Stock | Series C Preferred Stock | Common Stock | Additional Paid-In Capital | Stock Dividend Distributable | Accumulated Deficit | Total |
Balance at beginning at Mar. 31, 2017 | $ 552 | $ 1 | $ 43 | $ 134,921,809 | $ 598,650 | $ (146,090,034) | $ (10,568,979) | |
Balance at beginning (in Shares) at Mar. 31, 2017 | 552,000 | 404 | 43,385 | |||||
Common Shares issued for: | ||||||||
Share-Based Compensation | $ 9 | 963,271 | 963,280 | |||||
Share-Based Compensation (in shares) | 8,813 | |||||||
Conversion of Series B Preferred Stock | $ (143) | $ 2 | 141 | |||||
Conversion of Series B Preferred Stock (in shares) | (143,492) | 1,640 | ||||||
Conversion of Series C Preferred Stock | $ 17 | (17) | ||||||
Conversion of Series C Preferred Stock (in shares) | (10) | 16,391 | ||||||
Warrants - Abeyance | $ 50 | (50) | ||||||
Warrants - Abeyance (in shares) | 50,473 | |||||||
Debenture Conversion | $ 3 | 34,997 | 35,000 | |||||
Debenture Conversion (in shares) | 2,808 | |||||||
Stock Dividends | 34,835 | (34,835) | ||||||
Stock Dividends (in shares) | 95 | |||||||
Issuance of Series C Preferred Shares for Cash Proceeds | 4,000,000 | 4,000,000 | ||||||
Issuance of Series C Preferred Shares for Cash Proceeds (in shares) | 423 | |||||||
Stock Dividends to be Issued | (1,231,704) | 1,231,704 | ||||||
Lender Shares | 35,900 | 35,900 | ||||||
Lender Shares (in shares) | 80 | |||||||
Issuance of Common Stock for Settlement of Stock Payable | 23,574 | 23,574 | ||||||
Warrants - Vantage | 288,592 | 288,592 | ||||||
Net Income (Loss) | (18,391,903) | (18,391,903) | ||||||
Balance at end at Dec. 31, 2017 | $ 409 | $ 1 | $ 124 | 139,071,348 | 1,795,519 | (164,481,937) | (23,614,536) | |
Balance at end (in Shares) at Dec. 31, 2017 | 408,508 | 817 | 123,685 | |||||
Balance at beginning at Mar. 31, 2017 | $ 552 | $ 1 | $ 43 | 134,921,809 | 598,650 | (146,090,034) | (10,568,979) | |
Balance at beginning (in Shares) at Mar. 31, 2017 | 552,000 | 404 | 43,385 | |||||
Balance at end at Mar. 31, 2018 | $ 409 | $ 1 | $ 230 | 141,429,811 | 2,467,910 | (170,861,622) | (26,963,261) | |
Balance at end (in Shares) at Mar. 31, 2018 | 408,508 | 1,132 | 230,363 | |||||
Balance at beginning at Sep. 30, 2017 | $ 409 | $ 1 | $ 71 | 134,631,499 | 1,281,773 | (155,385,128) | (19,471,375) | |
Balance at beginning (in Shares) at Sep. 30, 2017 | 408,508 | 394 | 71,541 | |||||
Common Shares issued for: | ||||||||
Share-Based Compensation | $ 9 | 953,639 | 953,648 | |||||
Share-Based Compensation (in shares) | 8,813 | |||||||
Conversion of Series C Preferred Stock | $ 7 | (7) | ||||||
Conversion of Series C Preferred Stock (in shares) | 6,527 | |||||||
Warrants - Abeyance | $ 37 | (37) | ||||||
Warrants - Abeyance (in shares) | 36,804 | |||||||
Issuance of Series C Preferred Shares for Cash Proceeds | 4,000,000 | 4,000,000 | ||||||
Issuance of Series C Preferred Shares for Cash Proceeds (in shares) | 423 | |||||||
Stock Dividends to be Issued | (513,746) | 513,746 | ||||||
Net Income (Loss) | (9,096,809) | (9,096,809) | ||||||
Balance at end at Dec. 31, 2017 | $ 409 | $ 1 | $ 124 | 139,071,348 | 1,795,519 | (164,481,937) | (23,614,536) | |
Balance at end (in Shares) at Dec. 31, 2017 | 408,508 | 817 | 123,685 | |||||
Balance at beginning at Mar. 31, 2018 | $ 409 | $ 1 | $ 230 | 141,429,811 | 2,467,910 | (170,861,622) | (26,963,261) | |
Balance at beginning (in Shares) at Mar. 31, 2018 | 408,508 | 1,132 | 230,363 | |||||
Common Shares issued for: | ||||||||
Share-Based Compensation | 343,630 | 343,630 | ||||||
Conversion of Series B Preferred Stock | $ (365) | $ 4 | 361 | |||||
Conversion of Series B Preferred Stock (in shares) | (364,508) | 3,556 | ||||||
Conversion of Series C Preferred Stock | $ 5,523 | (5,523) | ||||||
Conversion of Series C Preferred Stock (in shares) | (404) | 5,522,216 | ||||||
Payment of Series B Dividend | $ 1 | 2,698 | (2,699) | |||||
Payment of Series B Dividend (in shares) | 640 | |||||||
Warrants - Abeyance | $ 12 | (12) | ||||||
Warrants - Abeyance (in shares) | 12,336 | |||||||
Debenture Conversion | $ 1,000 | 916,104 | 917,104 | |||||
Debenture Conversion (in shares) | 1,000,404 | |||||||
Issuance of Series C Preferred Shares for Cash Proceeds | $ 1 | 14,999,999 | 15,000,000 | |||||
Issuance of Series C Preferred Shares for Cash Proceeds (in shares) | 1,577 | |||||||
Stock Dividends to be Issued | (3,211,064) | 3,211,064 | ||||||
Issuance of Common Stock for Settlement of Stock Payable | $ 2 | 199,998 | $ 200,000 | |||||
Issuance of Common Stock for Settlement of Stock Payable (in shares) | 2,000 | |||||||
Consulting Services (in shares) | 2,000 | |||||||
Net Income (Loss) | 18,130,185 | $ 18,130,185 | ||||||
Balance at end at Dec. 31, 2018 | $ 44 | $ 2 | $ 6,772 | 154,676,002 | 5,676,275 | (152,731,437) | 7,627,658 | |
Balance at end (in Shares) at Dec. 31, 2018 | 44,000 | 2,305 | 6,771,515 | |||||
Balance at beginning at Sep. 30, 2018 | $ 409 | $ 2 | $ 2,954 | 149,377,768 | 4,060,858 | (151,145,353) | 2,296,638 | |
Balance at beginning (in Shares) at Sep. 30, 2018 | 408,508 | 1,683 | 2,954,034 | |||||
Common Shares issued for: | ||||||||
Conversion of Series B Preferred Stock | $ (365) | $ 4 | 361 | |||||
Conversion of Series B Preferred Stock (in shares) | (364,508) | 3,556 | ||||||
Conversion of Series C Preferred Stock | $ 2,801 | (2,801) | ||||||
Conversion of Series C Preferred Stock (in shares) | (10) | 2,800,685 | ||||||
Payment of Series B Dividend | $ 1 | 468 | (469) | |||||
Payment of Series B Dividend (in shares) | 500 | |||||||
Warrants - Abeyance | $ 12 | (12) | ||||||
Warrants - Abeyance (in shares) | 12,336 | |||||||
Debenture Conversion | $ 1,000 | 916,104 | 917,104 | |||||
Debenture Conversion (in shares) | 1,000,404 | |||||||
Issuance of Series C Preferred Shares for Cash Proceeds | 6,000,000 | 6,000,000 | ||||||
Issuance of Series C Preferred Shares for Cash Proceeds (in shares) | 632 | |||||||
Stock Dividends to be Issued | (1,615,886) | 1,615,886 | ||||||
Net Income (Loss) | (1,586,084) | (1,586,084) | ||||||
Balance at end at Dec. 31, 2018 | $ 44 | $ 2 | $ 6,772 | $ 154,676,002 | $ 5,676,275 | $ (152,731,437) | $ 7,627,658 | |
Balance at end (in Shares) at Dec. 31, 2018 | 44,000 | 2,305 | 6,771,515 |
GENERAL
GENERAL | 9 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
GENERAL | NOTE 1 – GENERAL Camber Energy, Inc. (“Camber” or the “Company”) is an independent oil and gas company engaged in the development and acquisition of onshore properties in Texas. Subsequent to the sale of its assets in Oklahoma to N&B Energy, LLC (“N&B Energy”) effective August 1, 2018 (see further discussion in “Note 2 – Liquidation and Going Concern Considerations”), Camber retained its assets in Glasscock County and operates in Hutchinson County, Texas. Additionally, as part of the sale of its assets to N & B Energy, the Company also retained a 12.5% production payment (effective until a total of $2.5 million has been received); a 3% overriding royalty interest in its existing Okfuskee County, Oklahoma asset; and an overriding royalty interest on certain other undeveloped leasehold interests, pursuant to The accompanying unaudited interim consolidated financial statements of Camber Energy, Inc. (“Camber” or the “Company”) have been prepared in accordance with accounting principles generally accepted in the United States and the rules of the Securities and Exchange Commission, and should be read in conjunction with the audited financial statements and notes thereto contained in Camber’s annual report filed with the SEC on Form 10-K for the year ended March 31, 2018. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the consolidated financial statements which would substantially duplicate the disclosures contained in the audited financial statements for the most recent fiscal year 2018 as reported in the Form 10-K have been omitted. Effective on January 10, 2018, the Company filed with the Secretary of State of Nevada, a Certificate of Amendment to the Company’s Articles of Incorporation to increase the number of the Company’s authorized shares of common stock, $0.001 per value per share, from 200,000,000 shares to 500,000,000 shares (the “Amendment”). The Amendment was previously approved by the Company’s stockholders at the 2018 annual meeting of stockholders held on January 9, 2018. On March 1, 2018, the Company filed a Certificate of Amendment to its Articles of Incorporation with the Secretary of State of Nevada to effect a 1-for-25 reverse stock split of all outstanding common stock shares of the Company. The reverse stock split was effective on March 5, 2018. The effect of the reverse stock split was to combine each 25 shares of outstanding common stock into one new share, with no change in authorized shares or par value per share. Proportional adjustments were made to the conversion and exercise prices of the Company’s outstanding convertible preferred stock (subject to the terms thereof), warrants and stock options, and to the number of shares issued and issuable under the Company’s stock incentive plans. The reverse stock split did not affect any shareholder’s ownership percentage of the Company’s common stock, except to the limited extent that the reverse stock split resulted in any shareholder owning a fractional share. Fractional shares of common stock were rounded up to the nearest whole share based on each holder’s aggregate ownership of the Company. All issued and outstanding shares of common stock, conversion terms of preferred stock (subject to the terms thereof), options and warrants to purchase common stock and per share amounts contained in the financial statements, have been retroactively adjusted to reflect the reverse split for all periods presented. On December 20, 2018, the Company filed a Certificate of Change with the Secretary of State of Nevada to effect a 1-for-25 reverse stock split of the Company’s (a) authorized shares of common stock (from 500,000,000 shares to 20,000,000 shares); and (b) issued and outstanding shares of common stock. The reverse stock split was effective on December 24, 2018. The effect of the reverse stock split was to combine each 25 shares of outstanding common stock into one new share, with a proportionate 1-for-25 reduction in the Company’s authorized shares of common stock, but no change in the par value per share of the common stock. Proportional adjustments were made to the conversion and exercise prices of the Company’s outstanding convertible preferred stock (subject to the terms thereof), warrants and stock options, and to the number of shares issued and issuable under the Company’s stock incentive plans. Fractional shares of common stock were rounded up to the nearest whole share based on each holder’s aggregate ownership of the Company. All issued and outstanding shares of common stock, conversion terms of preferred stock (subject to the terms thereof), options and warrants to purchase common stock and per share amounts contained in the financial statements, have been retroactively adjusted to reflect the reverse split for all periods presented. |
LIQUIDITY AND GOING CONCERN CON
LIQUIDITY AND GOING CONCERN CONSIDERATIONS | 9 Months Ended |
Dec. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
LIQUIDITY AND GOING CONCERN CONSIDERATIONS | NOTE 2 – LIQUIDITY AND GOING CONCERN CONSIDERATIONS At December 31, 2018, the Company’s total current assets of $9.6 million exceeded its total current liabilities of $2.2 million, resulting in working capital of $7.4 million, while at March 31, 2018, the Company’s total current liabilities of $40.3 million exceeded its total current assets of $1.7 million, resulting in a working capital deficit of $38.6 million. The $46.0 million increase in the working capital is primarily due to the assignment of the liabilities owed under the IBC Loan Agreement to N&B Energy in September 2018, as discussed below under “Note 2 - Liquidity and Going Concern Considerations - Assumption Agreement”. As discussed in “Note 6 – Notes Payable and Debenture”, the Company borrowed $40 million from International Bank of Commerce (“IBC” or “IBC Bank”) effective August 25, 2016. The proceeds of the loan were used to repay and refinance approximately $30.6 million of indebtedness owed by certain sellers in the Company’s acquisition, which was completed on August 25, 2016, of working interests in producing properties and undeveloped acreage including varied interests in two largely contiguous acreage blocks in the liquids-rich Mid-Continent region, from twenty-three different entities and individuals (the “Sellers”), pursuant to that certain Asset Purchase Agreement (as amended from time to time, the “Asset Purchase Agreement”) dated December 30, 2015 (the “Acquisition”). As of March 31, 2018, the Company was not in compliance with certain covenants of the loan agreement, including requiring the Company to maintain a net worth of $30 million, the Company was in default of the terms of the loan, and the balance of the loan due to IBC of $36.9 million (less unamortized debt issuance costs of approximately $1.3 million), was recognized as a short-term liability on the Company’s balance sheet as of March 31, 2018. The Company also recognized approximately $0 and $39,000 in accrued interest as of December 31, 2018 and March 31, 2018, respectively, related to this note. As discussed below, in September 2018, the Company assigned all of the obligations and liability under the IBC Bank documents to N&B Energy. On April 6, 2016, the Company entered into a Securities Purchase Agreement (the “Securities Purchase Agreement”) with an accredited institutional investor (the “Investor”), pursuant to which the Company sold and issued a redeemable convertible subordinated debenture, with a face amount of $530,000, initially convertible into 261 shares of common stock (subject to certain conversion premiums) at a conversion price equal to $81.25 per share and a warrant to initially purchase 2,215 shares of common stock (subject to adjustment thereunder) at an exercise price equal to $2,031.25 per share (the “First Warrant”). The Investor purchased the debenture at a 5.0% original issue discount in the amount of $500,000 and has exercised the First Warrant in full as described below for the sum of $4.5 million. Additionally, the Investor has fully converted the debenture as of the date of this filing. Also on April 6, 2016, the Company entered into a Stock Purchase Agreement with the Investor, pursuant to which the Company agreed, subject to certain conditions, to issue up to 527 shares of Series C redeemable convertible preferred stock (the “Series C Preferred Stock”) at a 5% original issue discount, convertible into 1,621,539 shares of common stock (subject to certain conversion premiums) at a conversion price of $3.25 per share (to the best of our knowledge, the Investor has taken the position that such conversion price is not affected by the Company’s stock splits, including the 1-for-25 reverse split which was affected on December 24, 2018), and a warrant to initially purchase 1,778 shares of common stock at an exercise price of $2,812.50 per share (the “Second Warrant”), which Second Warrant expired unexercised. Under the terms of the Stock Purchase Agreement, the Second Warrant and 53 shares of Series C Preferred Stock were sold and issued for $500,000 on September 2, 2016, and the remaining 474 shares of Series C Preferred Stock were sold and issued for $4.5 million on November 17, 2016. On October 7, 2016, the Investor exercised the First Warrant in full and was due 2,215 shares of common stock upon exercise thereof and an additional 4,068 shares of common stock in consideration for the conversion premium due thereon. A total of 1,296 shares were issued to the Investor on October 7, 2016, with the remaining shares being held in abeyance until such time as it would not result in the Investor exceeding its beneficial ownership limitation (4.99% of the Company’s outstanding common stock), provided that all of such shares due to the Investor upon the exercise of the First Warrant have been issued to date. The Company received gross proceeds of $4,500,000 from the exercise of the First Warrant and paid placement agent fees of $427,500 for services rendered in connection with the First Warrant. Pursuant to the terms of the First Warrant, the number of shares due in consideration for the conversion premium increased as the annual rate of return under the First Warrant increased, including by 10% upon the occurrence of certain triggering events (which had occurred by the October 7, 2016 date of exercise), to 17% per annum upon the exercise of the First Warrant. An aggregate of 176,716 shares of common stock were issued to the Investor in connection with the exercise of the Warrant during fiscal year 2017 (8,000), fiscal year 2018 (156,380), and 12,336 shares were issued in April 2018. The First Warrant has been fully-exercised and extinguished to date. N&B Energy Asset Disposition Agreement On July 12, 2018, the Company entered into an Asset Purchase Agreement (as amended by the First Amendment to the Sale Agreement dated August 3, 2018 and the Second Amendment to Sale Agreement dated September 24, 2018, the “Sale Agreement”), as seller, with N&B Energy as purchaser, which entity is affiliated with Richard N. Azar II, the Company’s former Chief Executive Officer and former director, and Donnie B. Seay, the Company’s former director. Pursuant to the Sale Agreement, the Company agreed to sell to N&B Energy a substantial portion of its assets, including all of the assets acquired pursuant to the terms of the December 31, 2015 Asset Purchase Agreement and certain other more recent acquisitions, other than the production payment and overriding royalty interests discussed below (the “Disposed Assets”). In consideration for the Disposed Assets, N&B Energy agreed to pay the Company $100 in cash, to assume all of the Company’s obligations and debt owed under its outstanding loan agreement with IBC Bank, which had a then outstanding principal balance of approximately $36.9 million and the other parties agreed to enter into the Segundo Settlement as described in “Note 8 – Commitments and Contingencies”. Assumption Agreement On September 26, 2018, the Company entered into an Assumption Agreement (the “Assumption Agreement”) with IBC Bank; CE Operating, LLC, the Company’s wholly-owned subsidiary (“CE Operating”), which became a party to the Sale Agreement pursuant to the second amendment thereto; N&B Energy, which entity is affiliated with Richard N. Azar, II, the Company’s former Chief Executive Officer and former director (“Azar”), and Donnie B. Seay, the Company’s former director (“Seay”); Azar; RAD2 Minerals, Ltd., an entity owned and controlled by Azar (“RAD2”); Seay; and DBS Investments, Ltd., an entity owned and controlled by Seay. Azar, Seay, RAD2, and DBS are collectively referred to as the “Guarantors”. Pursuant to the Assumption Agreement, N&B Energy agreed to assume all of the Company’s liabilities and obligations owed to IBC Bank and IBC Bank approved the transactions contemplated by the Sale Agreement and the assumption by N&B Energy of all of the amounts and liabilities which the Company owed to IBC Bank (the “IBC Obligations”). Finally, pursuant to the Assumption Agreement, IBC Bank released and forever discharged the Company and CE Operating and each of their current and former officers, directors, and shareholders, from all covenants, agreements, obligations, claims and demands of any kind, whether in law or at equity, which IBC Bank then had, arising out of or related to the amounts which the Company owed to IBC Bank under the Note, Loan Agreement or mortgages and/or under such documents or agreements, and further agreed to release the lien which IBC Bank then held on certain of the Company’s properties located in west Texas. N&B Energy Sale Agreement Closing On September 26, 2018, the transactions contemplated by the Sale Agreement closed and N&B Energy assumed all of the IBC Obligations (pursuant to the Assumption Agreement described above) and paid the Company $100 in cash, and the Company transferred ownership of the Assets to N&B Energy. Notwithstanding the sale of the Assets, the Company retained its assets in Glasscock County and Hutchinson Counties, Texas and also retained a 12.5% production payment (effective until a total of $2.5 million has been received); a 3% overriding royalty interest in its existing Okfuskee County, Oklahoma asset; and retained an overriding royalty interest on certain other undeveloped leasehold interests, pursuant to The effective date of the Sale Agreement is August 1, 2018. The Assets were assigned “as is” with all faults. As a result of the Assumption Agreement and the Sale Agreement, the Company reduced its liabilities by $37.9 million and its assets by approximately $12.1 million. The following table summarizes the net assets sold and gain recognized in connection with the Assumption Agreement and Sale Agreement: Transaction Summary Assumption of IBC Loan $ 36,943,617 Assumption of ARO Liability 699,536 Assumption of Capital Lease Obligations and Other 287,074 Cash Received at Closing 100 Oil and Gas Properties Transferred (12,122,081 ) Total Gain on Sale $ 25,808,246 |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The Company has provided a discussion of significant accounting policies, estimates and judgments in its March 31, 2018 Annual Report on Form 10-K. There have been no changes to the Company’s significant accounting policies since March 31, 2018 which are expected to have a material impact on the Company’s financial position, operations or cash flows. Reclassifications Certain reclassifications have been made to the prior year financial statements to conform them with the current year presentation. Recently Adopted Accounting Pronouncements ASU 2014-09, “Revenue from Contracts with Customers (Topic 606)”, In November 2016, the Financial Accounting Standards Board (“FASB”) issued an Accounting Standards Update (“ASU”) amending the presentation of restricted cash within the consolidated statements of cash flows. The new guidance requires that restricted cash be added to cash and cash equivalents on the consolidated statements of cash flows. The Company adopted this ASU on April 1, 2018 on a retrospective basis with the following impacts to our consolidated statements of cash flows for the nine months ended December 31, 2017: Previously Reported Adjustment As Revised Net cash provided by financing activities $ 3,103,502 $ (1,315,205 ) $ 1,788,297 As of December 31, 2018 and March 31, 2018, the Company had restricted cash of $0 and $26,834 related to the loan agreement with IBC bank. Following is a summary of cash and cash equivalents and restricted cash: December 31, March 31, December 31, Cash $ 9,272,388 $ 760,317 $ 947,242 Restricted cash – current — 28,834 369,322 Cash, cash equivalents and restricted cash $ 9,272,388 $ 789,151 $ 1,316,564 In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230). ASU 2016-15 seeks to reduce the existing diversity in practice in how certain cash receipts and cash payments are presented and classified in the statement of cash flows. This update is effective for fiscal years beginning after December 15, 2017. The Company adopted this ASU on April 1, 2018 and the adoption did not have a significant impact to the Company’s consolidated financial statements. In January 2017, the FASB issued ASU 2017-01, Business Combinations: Clarifying the Definition of a Business Revenue from Contracts with Customers In May 2017, the FASB issued ASU 2017-09, “Compensation-Stock Compensation (Topic 718): Scope of Modification Accounting”, which provides guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting in Topic 718. ASU 2017-09 is effective for annual periods beginning after December 15, 2017, with early adoption permitted, including adoption in any interim period for which financial statements have not yet been issued. The Company adopted this ASU on April 1, 2018 and the adoption did not have a significant impact to the Company’s consolidated financial statements. Recently Issued Accounting Pronouncements The Company does not believe that any other recently issued effective pronouncements, or pronouncements issued but not yet effective, if adopted, would have a material effect on the accompanying consolidated financial statements. Subsequent Events The Company has evaluated all transactions through the date the consolidated financial statements were issued for subsequent event disclosure consideration. |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 9 Months Ended |
Dec. 31, 2018 | |
Property and Equipment | |
PROPERTY AND EQUIPMENT | NOTE 4 – PROPERTY AND EQUIPMENT Oil and Gas Properties Camber uses the full cost method of accounting for oil and natural gas producing activities. Costs to acquire mineral interests in oil and natural gas properties, to drill and equip exploratory wells used to find proved reserves, and to drill and equip development wells including directly related overhead costs and related asset retirement costs are capitalized. Under this method, all costs, including internal costs directly related to acquisition, exploration and development activities are capitalized as oil and natural gas property costs on a country-by-country basis. Costs not subject to amortization consist of unproved properties that are evaluated on a property-by-property basis. Amortization of these unproved property costs begins when the properties become proved or their values become impaired. Camber assesses overall values of unproved properties, if any, on at least an annual basis or when there has been an indication that impairment in value may have occurred. Impairment of unproved properties is assessed based on management’s intention with regard to future development of individually significant properties and the ability of Camber to obtain funds to finance their programs. If the results of an assessment indicate that the properties are impaired, the amount of the impairment is added to the capitalized costs to be amortized. Sales of oil and natural gas properties are accounted for as adjustments to the net full cost pool with no gain or loss recognized, unless the adjustment would significantly alter the relationship between capitalized costs and proved reserves. If it is determined that the relationship is significantly altered, the corresponding gain or loss will be recognized in the statements of operations. Costs of oil and natural gas properties are amortized using the units of production method. Amortization expense calculated per equivalent physical unit of production amounted to $4.20 and $5.67 per barrel of oil equivalent for the nine months ended December 31, 2018 and 2017, respectively. All of Camber’s oil and gas properties are located in the United States. Below are the components of Camber’s oil and gas properties recorded at: December 31, March 31, Oil and gas properties subject to amortization $ 50,444,699 $ 60,760,056 Oil and gas properties not subject to amortization 28,016,989 28,016,989 Capitalized asset retirement costs 191,533 322,470 Total oil and gas properties 78,653,221 89,099,515 Accumulated depreciation, depletion and amortization (78,319,941 ) (76,555,320 ) Net capitalized costs $ 333,280 $ 12,544,195 For the nine months ended December 31, 2018, the Company recorded impairments totaling $1,304,785, all of which were due to lease expirations. Capital Leases During March and April 2018, the Company purchased certain equipment pursuant to capital leases. The effective value of the equipment was approximately $575,000, and such amount is included in oil and gas properties and the corresponding current liability of approximately $387,000 which was included in accrued expenses as of June 30, 2018. The effective borrowing rate was approximately 35%, and all obligations were due by December 2018. In conjunction with the assignment of the liabilities owed under the IBC Bank loan agreements to N&B Energy in September 2018, as discussed under “Note 2 – Liquidity and Going Concern Considerations – Assumption Agreement” all of the remaining obligations were assumed by the purchaser. Office Lease On April 1, 2016, the Company entered into a lease agreement pursuant to which the Company agreed to lease 4,439 square feet of office space at 450 Gears Road, Houston, Harris County, Texas 77067. The lease had a 65-month term (through August 2021), and commenced on April 1, 2016. The monthly rental cost under the lease was -$0- for the month of April 2016, and $7,676 for the months of May 2016 through April 2017, plus as applicable, the Company’s pro rata share of operating expenses and taxes which exceed the total operating expenses and taxes of the property for the first year of the lease. On March 31, 2017, the Company amended its lease at 450 Gears Road to expand to a total of 6,839 square feet, commencing on May 1, 2017. The amendment extended the lease period to November 2021. In August 2017, the Company ceased its use of this office space and moved its headquarters to San Antonio, Texas. The Company was committed to the remaining lease payments for the Houston office space for approximately $346,000 assuming an early termination of the lease on July 31, 2019, and has recently settled these amounts pursuant to a settlement agreement discussed below. The Company recorded monthly rent expense associated with the Houston lease through August 2017. In accordance with the accounting guidance in ASC 420-10-25-13 regarding exit or disposal cost obligations, as of August 2017, the Company recorded rent expense, within general and administrative expense, and accrued a liability of $302,289, which represents the fair value of costs that will continue to be incurred during the remaining term of the Houston lease without economic benefit to the Company. As of December 31, 2018 and March 31, 2018, the carrying amount of the liability of $182,289 and $302,289, respectively, was included in Current Liabilities in the consolidated balance sheets. In addition, the Company wrote-off $189,533 of mostly fully depreciated property and equipment that was not re-located to the San Antonio headquarters, resulting in a loss of $3,368 which was recognized as a loss during the fiscal year ended March 31, 2018. In October 2018, the Company entered into a settlement with its prior landlord to pay $100,000 and $10,000 per month for each of the next 20 months. See also “Note 8 – Commitments and Contingencies – Legal Proceedings – MidFirst”. Effective October 1, 2017, the Company entered into an agreement to sublease space on a month-to-month basis in San Antonio, Texas at 4040 Broadway, Suite 425, Effective August 1, 2018, the Company terminated its month-to-month lease with RAD2, and entered into a month-to-month lease at 1415 Louisiana, Suite 3500 Houston, Texas 77002. The entity which has provided the use of the Company’s Chief Financial Officer is providing this space without charge to the Company. |
ASSET RETIREMENT OBLIGATIONS
ASSET RETIREMENT OBLIGATIONS | 9 Months Ended |
Dec. 31, 2018 | |
Asset Retirement Obligation Disclosure [Abstract] | |
ASSET RETIREMENT OBLIGATIONS | NOTE 5 – ASSET RETIREMENT OBLIGATIONS The following table presents the reconciliation of the beginning and ending aggregate carrying amounts of long-term legal obligations associated with the retirement of oil and gas property and equipment for the nine-month periods ended December 31, 2018 and 2017, respectively. 2018 2017 Carrying amount at beginning of period $ 979,159 $ 2,045,847 Accretion 4,725 81,600 Dispositions (699,536 ) (1,328,260 ) Change in estimate 35,422 13,755 Carrying amount at end of period $ 319,770 $ 812,942 The Company does not have any short-term asset retirement obligations as of December 31, 2018 and March 31, 2018. |
NOTES PAYABLE AND DEBENTURE
NOTES PAYABLE AND DEBENTURE | 9 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
NOTES PAYABLE AND DEBENTURE | NOTE 6 – NOTES PAYABLE AND DEBENTURE The Company’s notes payable and debenture consisted of the following: December 31, 2018 March 31, 2018 Debenture $ $ 495,000 Note Payable – IBC — 36,943,617 37,438,617 Unamortized debt discount — (1,499,647 ) Total Notes Payable and Debenture 35,938,970 Less current portion — (35,938,970 ) Long-term portion $ — $ — Debenture On April 6, 2016, the Company entered into a Securities Purchase Agreement with the Investor, pursuant to which the Company issued a redeemable convertible subordinated debenture, with a face value of $530,000, initially convertible into 6,523 shares of common stock at a conversion price equal to $81.25 per share and warrants to initially purchase 2,215 shares of common stock (subject to adjustment thereunder) at an exercise price equal to $2,031.25 per share (the “First Warrant”). The Investor purchased the debenture at a $30,000 original issue discount for the sum of $500,000 and agreed that it would exercise the First Warrant, upon satisfaction of certain conditions, for the sum of $4.5 million, which warrant was exercised in October 2016. The debenture matures in seven years and accrues interest at a rate of 6.0% per annum. Due to the decline in the price of the Company’s common stock and that a trigger event occurred on June 30, 2016 as a result of the delay in filing of its Annual Report on Form 10-K for the year ended March 31, 2016, the premium rate on the debenture increased from 6% to 34% and the conversion discount became 85% of the lowest daily volume weighted average price during the measuring period (60 days prior to and 60 days after the last date that the Investor receives the last of the shares due), less $0.10 per share of common stock not to exceed 85% of the lowest sales price on the last day of such period less $0.10 per share (which discounts, to our knowledge, the Investor has asserted are not affected by the Company’s stock splits). As the fair value of the warrants issued in connection with the debenture exceeded the $530,000 value of the debenture, the Company fully discounted the entire debenture and will amortize the discount over the term of the debenture. The discount is being amortized through interest expense using the effective interest method over the term of the debenture. On August 23, 2017, the Investor converted $35,000 of the principal amount of the Debenture into an aggregate of 2,808 shares of common stock, which included 17 shares for conversion of principal (at $2,031.25 per share) and 2,790 shares for premiums. On April 20, 2018, the Investor was issued 5,679 shares of common stock as a result of true-ups in connection with the August 23, 2017 conversion of the Debenture. As of March 31, 2018, the Company had a convertible subordinated debenture, with a face value of $495,000 and a balance of $247,403, respectively (net of unamortized discount $247,597, respectively), which was recognized as a short-term liability on the Company’s balance sheet at March 31, 2018. The Company had accrued interest of $388,183 related to the obligation outstanding at March 31, 2018. On October 31, 2018, the Investor converted the entire $495,000 of principal and $422,103 of accrued interest owed under the terms of the debenture, into an aggregate of 801,506 shares of common stock, including 6,092 shares of common stock issuable upon conversion of the principal amount thereof (at a conversion price of $81.25 per share), and 795,414 shares in connection with conversion premiums due thereon (at a conversion price, as calculated as provided in such debenture, of $1.52 per share). A total of 100,000 of such shares were issued to the Investor in connection with the conversion and the remaining shares were held in abeyance subject to the Investor’s 9.99% ownership limitation, to be issued from time to time, at the request of the Investor, provided that all such shares previously held in abeyance had been fully issued to the Investor as of December 31, 2018, provided that shares for true ups remain to be issued. Loan Agreement with International Bank of Commerce (“IBC” or “IBC Bank”) On August 25, 2016, the Company, as borrower, and Richard N. Azar II (“Azar”), Seay, Richard E. Menchaca, RAD2, DBS Investments, Ltd. (“DBS”, controlled by Seay) and Saxum Energy, LLC (“Saxum”, which is controlled by Mr. Menchaca), as guarantors, all of which were directly or indirectly Sellers), and IBC Bank, as lender, entered into a Loan Agreement. Pursuant to the Loan Agreement, IBC Bank loaned the Company $40 million, evidenced by a Real Estate Lien Note in the amount of $40 million. The Company was required to make monthly payments under the note equal to the greater of (i) $425,000; and (ii) fifty percent (50%) of the Company’s monthly net income. The note accrued annual interest at 2% above the prime rate then in effect, subject to a minimum interest rate of 5.5% per annum. The note was due and payable on August 25, 2019. Payments under the note were subject to change as the interest rate changes in order to sufficiently amortize the note in 120 monthly installments. The Company had the right, from time to time and without penalty to prepay the note in whole or in part, subject to the terms thereof. The proceeds of the loan were used to repay and refinance approximately $30.6 million of indebtedness owed by certain of the Sellers, to IBC Bank (including an aggregate of $18.3 million owed by RAD2 and another entity controlled by Azar, $9.8 million owed by DBS, and $2.1 million owed by Mr. Menchaca), as well as to pay the $4.975 million due to the Sellers at closing. Another $3.36 million was used to fund a sinking fund required by IBC Bank to pay principal on the note. The amount owed under the note was secured by a Security Interest in substantially all of the Company’s assets and properties, pursuant to three Security Agreements. Also, each of the guarantors guaranteed the repayment of a portion of the Loan Agreement pursuant to a Limited Guaranty Agreement. Additionally, in connection with the parties’ entry into the Loan Agreement and to further secure amounts due thereunder, certain of the guarantors pledged shares of common stock which they received at the closing of the Acquisition to IBC Bank, with RAD2 pledging 4,993 shares of common stock; DBS pledging 1,497 shares of common stock; and Saxum pledging 1,077 shares of common stock. The Company agreed to pay IBC Bank a loan finance charge of $400,000 in connection with its entry into the Loan Agreement, with half due on the date the Company entered into the Loan Agreement and half due on or before the 180 th On September 8, 2017, the Company received a Notice of Default and Opportunity to Cure (the “Notice”) from IBC, stating that the Company was in default under its loan due to failing to make a required $425,000 loan payment on August 25, 2017 (the “Payment Default”) as well as breaching other obligations. In order to cure the Payment Default described in the Notice, the Company was required to pay $425,000, as well as any attorney’s fees and/or late fees as determined by IBC, on or before September 18, 2017, which amount was not paid and to cure the covenant defaults, which covenant defaults were not cured. Pursuant to extension agreements entered into with IBC, in or around December 2017 and January 2018, (a) IBC agreed to waive the Company’s obligation to make the August 30, 2017, $425,000 monthly principal payment originally due under the IBC loan; (b) the Company confirmed the amount outstanding under the IBC loan ($37,443,308 as of each extension); (c) IBC agreed that interest only payments would be due on September 30, 2017, October 30, 2017, November 30, 2017 and December 31, 2017, with principal payments of $425,000 per month to begin thereafter, which principal payments were not made; (d) the parties agreed that the amounts owed to IBC were payable on demand, provided that if no demand was made, such amounts would be payable by way of monthly payments of $425,000 of principal, plus accrued interest, with the remaining amount owed to IBC due at maturity (August 25, 2019); (e) that the amount owed to IBC accrued interest at the rate of 2% per annum above the prime rate, subject to a floor of 5.5% (6.25% per annum); (f) the parties agreed that if the Company failed to make any payment due to IBC within 10 days of its due date, IBC would be due a late payment of 5% of the amount past due (subject to a minimum of $10 and a maximum of $1,500 per late payment); and (g) the Company and the guarantors of the IBC loan released IBC from any claims against IBC as of the date of each of such extensions. As of September 26, 2018, the amounts owed to IBC Bank were assumed by N&B Energy pursuant to the Assumption Agreement, described above under “Note 2 – Liquidity and Going Concern Considerations – Assumption Agreement”. |
DERIVATIVE LIABILITY
DERIVATIVE LIABILITY | 9 Months Ended |
Dec. 31, 2018 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
DERIVATIVE LIABILITY | NOTE 7 – DERIVATIVE LIABILITY The Company has determined that certain warrants the Company has issued contain provisions that protect holders from future issuances of the Company’s common stock at prices below such warrants’ respective exercise prices and these provisions could result in modification of the warrants’ exercise price based on a variable that is not an input to the fair value of a “fixed-for-fixed” option as defined under FASB ASC Topic No. 815 – 40. The warrants granted in April 2014 contain anti-dilution provisions that provide for a reduction in the exercise price of such warrants in the event that future common stock (or securities convertible into or exercisable for common stock) is issued (or becomes contractually issuable) at a price per share (a “Lower Price”) that is less than the exercise price of such warrant at the time. The amount of any such adjustment is determined in accordance with the provisions of the warrant agreement and depends upon the number of shares of common stock issued (or deemed issued) at the Lower Price and the extent to which the Lower Price is less than the exercise price of the warrant at the time. Activities for derivative warrant instruments during the nine months ended December 31, 2018 and 2017 were as follows: 2018 2017 Carrying amount at beginning of period $ 5 $ 21,662 Change in fair value — (20,919 ) Carrying amount at end of period $ 5 $ 743 The fair value of the derivative warrants was calculated using the Black-Scholes pricing model. Variables used in the Black Scholes pricing model as of December 31, 2018 include (1) discount rate of 2.20%, (2) expected term of 0.30 years, (3) expected volatility of 238.27%, and (4) zero expected dividends. Variables used in the Black-Scholes pricing model as of December 31, 2017 include (1) discount rate of 1.76%, (2) expected term of 1 year, (3) expected volatility of 141.35%, and (4) zero expected dividends. As of December 31, 2018, the significant inputs to the Company’s derivative liability calculation were Level 3 inputs. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 8 – COMMITMENTS AND CONTINGENCIES The Company entered into multiple office lease agreements, see detail under “Note 4 – Property and Equipment – Office Leases”. The Company’s oil and gas lease acreage is subject to expiration if the Company does not drill and hold such acreage by production or exercise options to extend such leases. At March 31, 2018, the Company had 423 acres of unproved lease acreage that is set to expire during fiscal year 2019 unless drilled or otherwise extended by the Company. During the three and nine months ended December 31, 2018, leases for the remaining 178 unproved acres expired, resulting in impairments of $548,819 and $1,304,785, respectively, for the three and nine month periods ended December 31, 2018, respectively, leaving no remaining acres. Legal Proceedings. MidFirst In October 2018, the Company entered into a confidential settlement agreement with MidFirst Bank, its prior landlord and settled all claims relating to the Company’s prior office space lease. The confidential settlement agreement requires an initial payment of $100,000 during October 2018 and payments of $10,000 per month for each of the next 20 months. See also “Note 4 – Property and Equipment” for further discussion. Maranatha Oil Matter In November 2015, Randy L. Robinson, d/b/a Maranatha Oil Co. sued the Company in Gonzales County, Texas (Cause No. 26160). The plaintiff alleged that it assigned oil and gas leases to the Company in April 2010, retaining a 4% overriding royalty interest and 50% working interest, and that the Company failed to pay such overriding royalty interest or royalty interest. The interests relate to certain oil and gas properties which the Company subsequently sold to Nordic Oil USA in April 2013. The petition alleges causes of actions for breach of contract, failure to pay royalties, non-payment of working interest, fraud, fraud in the inducement of contract, money had and received, constructive trust, violation of theft liability act, continuing tort and fraudulent concealment. The suit seeks approximately $100,000 in amounts alleged owed, plus pre-and post-judgment interest. The Company has filed a denial to the claims. Rubenstein Matter On September 28, 2017, Aaron Rubenstein, a purported shareholder of the Company’s common stock, filed a lawsuit against the Company (as nominal defendant) and Richard N. Azar II, it’s then Chief Executive Officer and director (who has since resigned from both positions), RAD2 Management, LLC, RAD2 Minerals, Ltd. and Segundo Resources, LLC, each an entity owned and controlled by Mr. Azar, in the United States District Court, Western District of Texas (Case No. 5:17-cv-962-FB). The suit sought the recovery (for the benefit of the Company) of alleged short-swing profits from Mr. Azar and his related entities under Section 16(b) of the Exchange Act relating to various transactions involving Series B Preferred Stock of the Company in November 2016 and January 2017. Mr. Azar denied the existence of any short-swing profits and filed a denial with the court. The Company also filed a denial with the court. Subsequently, the parties mediated the dispute in October 2018, and agreed to a confidential settlement of the plaintiff’s claims in December 2018 which resulted in the dismissal of the claims. Petroflow Matter In October 2017, the Company agreed to pay directly and reimburse entities owned in part by Alan Dreeben, a former director of the Company, for legal fees and settlement payments expended in connection with the defense of Petroflow Energy Corporation v. Sezar Energy, L.P. and Brittany Energy, LLC Segundo Settlement Agreement Also on July 12, 2018, the Company entered into a Compromise Settlement Agreement and Mutual Release with Segundo (the “Segundo Settlement”). Pursuant to the agreement, Segundo surrendered 610 shares of common stock valued at $1,906.25 per share as of the effective date of the closing of the Acquisition, and released the Company from any and all claims which Segundo previously alleged were owed under the terms of the December 31, 2015 Asset Purchase Agreement. The Company and Segundo also provided each other full releases in connection with the December 31, 2015 Asset Purchase Agreement and Segundo agreed to indemnify the Company and hold it harmless against any claims made by the other sellers under the December 31, 2015 Asset Purchase Agreement. |
REVENUE FROM CONTRACTS WITH CUS
REVENUE FROM CONTRACTS WITH CUSTOMERS | 9 Months Ended |
Dec. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE FROM CONTRACTS WITH CUSTOMERS | NOTE 9 – REVENUE FROM CONTRACTS WITH CUSTOMERS Change in Accounting for Revenue from Oil and Gas Operations The Company adopted ASU 2014-09, “Revenue from Contracts with Customers (Topic 606)” Exploration and Production There were no significant changes to the timing or valuation of revenue recognized for sales of production from exploration and production activities. Disaggregation of Revenue from Contracts with Customers The following table disaggregates revenue by significant product type for the three and nine months ended December 31, 2018: Three Months Ended Nine Months Ended December 31, 2018 December 31, 2018 Oil sales $ 73,301 $ 455,322 Natural gas sales 13,114 753,057 Natural gas liquids sales 41,522 1,423,720 Total revenue from customers $ 127,937 $ 2,632,099 There were no significant contract liabilities or transaction price allocations to any remaining performance obligations as of December 31, 2018 or March 31, 2018. |
INCOME TAXES
INCOME TAXES | 9 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | NOTE 10 – INCOME TAXES The Company has estimated that its effective tax rate for U.S. purposes will be zero for the 2019 and 2018 fiscal years as a result of net losses and a full valuation allowance against the net deferred tax assets. Consequently, the Company has recorded no provision or benefit for income taxes for the nine months ended December 31, 2018 and 2017. |
STOCKHOLDERS' EQUITY (DEFICIT)
STOCKHOLDERS' EQUITY (DEFICIT) | 9 Months Ended |
Dec. 31, 2018 | |
Stockholders' Equity Note [Abstract] | |
STOCKHOLDERS' EQUITY (DEFICIT) | NOTE 11 – STOCKHOLDERS’ EQUITY (DEFICIT) Common Stock On January 10, 2018, the Company amended its Articles of Incorporation to increase the number of authorized shares of common stock from 200,000,000 shares to 500,000,000 shares. On August 23, 2017, the Investor converted $35,000 of the principal amount of the Debenture into an aggregate of 2,808 shares of common stock, which included 17 shares for conversion of principal (at $2,031.25 per share) and 2,790 shares for premiums. On April 20, 2018, the Investor was issued 5,679 shares of common stock as a result of true-ups in connection with the August 23, 2017 conversion of the Debenture. On October 4, 2017, the Company entered into an agreement with a digital marketing advisor pursuant to which the advisor agreed to create original content with the goal of increasing public awareness about the Company and the Company agreed to pay the advisor (a) $20,000 per month beginning in October 2017 and ending on February 28, 2018, (b) $50,000 per month thereafter through October 4, 2018, the end of the term of the agreement, and (c) 6,000 shares of restricted common stock, with 4,000 shares payable within 15 days of the parties’ entry into the agreement and the remainder due on May 1, 2018. As of December 31, 2018, the remaining shares were issued and the obligation was settled in full. As of March 31, 2018, the 408,508 outstanding shares of Series B Preferred Stock had accrued an aggregate of $606,764 in dividends. The Company paid the dividends by way of the issuance of an aggregate of 70 shares of its common stock to the preferred shareholders in May 2018, pursuant to the terms of the designation (which provides that the Shares shall be based on a value of $2,187.50 per share). The beneficial owners of the Series B Preferred Stock as of March 31, 2018, were Richard N. Azar, II, the Company’s former Chief Executive Officer and former director, and Alan Dreeben, the Company’s former director. On October 7, 2016, the Investor exercised the First Warrant in full and was due 2,215 shares of common stock upon exercise thereof and an additional 4,068 shares of common stock in consideration for the conversion premium due thereon. A total of 1,296 shares were issued to the Investor on October 7, 2016, with the remaining shares being held in abeyance until such time as it would not result in the Investor exceeding its beneficial ownership limitation (4.99% of the Company’s outstanding common stock). The Company received gross proceeds of $4,500,000 from the exercise of the First Warrant and paid placement agent fees of $427,500 for services rendered in connection with the First Warrant. Pursuant to the terms of the First Warrant, the number of shares due in consideration for the conversion premium increases as the annual rate of return under the First Warrant increases, including by 10% upon the occurrence of certain triggering events (which had occurred by the October 7, 2016 date of exercise), to 17% per annum upon the exercise of the First Warrant. Additionally, as the conversion rate for the conversion premium is currently 85% of the lowest daily volume weighted average price during the measuring period, less $0.10 per share of common stock not to exceed 85% of the lowest sales prices on the last day of such period less $0.10 per share (which discounts are not affected by the Company’s stock splits), the number of shares issuable in connection with the conversion premium increases as the trading price of the Company’s common stock decreases, and the trading price of the Company’s common stock has decreased since the date the First Warrant was exercised, triggering a further reduction in the conversion price of the conversion premium and an increase in the number of shares due to the Investor in connection with the conversion of the amount owed in connection with the conversion premium. An aggregate of 176,716 shares of common stock were issued to the Investor in connection with the exercise of the Warrant during fiscal 2017 (8,000), fiscal 2018 (156,380), and 12,336 shares were issued in April 2018. The First Warrant has been fully-exercised and extinguished to date. On November 15, 2018, the Company entered into a consulting agreement with Regal Consulting, an investor relations firm, pursuant to which the firm agreed to provide the Company investor relations and consulting services, for a period of six months, in consideration for $28,000 and 8,000 restricted shares of the Company’s common stock, per month. The total value of the restricted shares of common stock due of $171,000 has been accrued in common stock payable in the December 31, 2018 consolidated balance sheet. As of December 31, 2018, the 44,000 outstanding shares of Series B Preferred Stock had accrued $16,500 in dividends. The Company determined to pay the dividends by way of the issuance of an aggregate of 8 shares of its common stock to the preferred shareholder pursuant to the terms of the designation (which provides that the Shares shall be based on a value of $2,187.50 per share). The beneficial owner of the Series B Preferred Stock as of December 31, 2018, was Alan Dreeben, the Company’s former director. The Company plans to issue the 8 shares once the additional listing of such shares is approved by the NYSE American. The following summarizes the Company’s common stock activity during the nine-month period ended December 31, 2018: Common Shares Amount (a) Per Share Issued and Outstanding Shares Balance at March 31, 2018 230,363 Preferred Stock Series C Conversion (b) — — 5,522,216 Preferred Stock Series B Conversion — — 3,556 Preferred Stock Series B Dividends — — 640 Warrants – Abeyance (b) — — 12,336 Issuance of Common Stock for settlement of consulting agreement — — 2,000 Issuance of Common Stock for Prior and Current Conversion of Convertible Notes — — 1,000,404 Balance at December 31, 2018 6,771,515 (a) Net proceeds or fair value on grant date, as applicable. (b) Shares previously held in abeyance until such time as it would not result in the investor exceeding its beneficial ownership limitation (4.99% of the Company’s outstanding common stock). Series A Convertible Preferred Stock As of December 31, 2018 and March 31, 2018, the Company had no Series A Convertible Preferred Stock issued or outstanding. Series B Redeemable Convertible Preferred Stock On September 1, 2016, as consideration for the closing of the Acquisition, the Company issued an aggregate of 552,000 shares of Redeemable Convertible Preferred Stock, which had a total value of $13,800,000 based on the $25 per Series B Preferred Stock share par value. The preferred shares were issued to RAD2 (200,000 shares) and Segundo Resources, LLC (an affiliate of RAD2) (352,000 shares) on behalf of and for the benefit of RAD2. The Company’s Series B Preferred Stock has a liquidation preference of $25 per share. The Series B Preferred Stock is convertible, at the option of the holder at any time following the original issuance date, into common stock at a rate of approximately 0.011428:1 (originally issuable into an aggregate of 6,309 shares of common stock if fully converted), at the option of the holder thereof, or automatically as to 25% of the Series B Preferred Stock shares if the Company’s common stock trades above $3,828.25 per share for at least 20 consecutive trading days, and trades with at least 120 shares of average volume per day during such period; an additional 50% of the Series B Preferred Stock shares if the Company’s common stock trades above $4,375.00 per share for at least 20 consecutive trading days, and trades with at least 120 shares of average volume per day during such period; and as to the remaining Series B Preferred Stock shares, if the Company’s common stock trades above $4,922.00 per share for at least 20 consecutive trading days, and trades with at least 120 shares of average volume per day during such period. Each outstanding share of Series B Preferred Stock will be entitled to one vote per share on all stockholder matters. The Series B Preferred Stock is redeemable at any time by the Company upon the payment by the Company of the face amount of the Series B Preferred Stock ($25 per share) plus any and all accrued and unpaid dividends thereon. The Company has the option, exercisable from time to time after the original issue date, to redeem all or any portion of the outstanding shares of Series B Preferred Stock by paying each applicable holder, an amount equal to the original issue price multiplied by the number of Series B Preferred shares held by each applicable holder plus the accrued dividends. As of December 31, 2018, there were 44,000 shares of Series B Preferred Stock outstanding, which have the following features: ● a liquidation preference senior to all of the Company’s common stock; ● a dividend, payable quarterly, at an annual rate of six percent (6%) of the original issue price until such Series B Preferred Stock is no longer outstanding either due to conversion, redemption or otherwise; and ● voting rights on all matters, with each share having 1/625 th As the Series B Preferred Stock is convertible at any time following the original issuance date into common stock at a rate of approximately 0.011428:1, the Company recognized a fair value measurement of $14,898,038 for the Series B Preferred Stock, which is based on the 552,000 preferred shares originally issued times the conversion rate of approximately 0.011428, times the price of the Company’s common stock of $2,362.50 per share at the date of the closing of the Acquisition on August 25, 2016. In October 2018, Richard N. Azar II, both on his own behalf and on behalf of the entities which he beneficially owned, converted all 364,508 shares of the Series B Preferred Stock which he beneficially owned into an aggregate of 4,166 shares of common stock, of which 497 shares of newly converted common stock (along with a total of 113 shares previously beneficially owned by Mr. Azar) were immediately cancelled pursuant to the terms of the Segundo Settlement, described above under “Note 8 – Commitments And Contingencies”. Series C Redeemable Convertible Preferred Stock On April 6, 2016, the Company entered into a Stock Purchase Agreement with the Investor, pursuant to which it agreed, subject to certain conditions, to sell 527 shares of Series C redeemable convertible preferred stock (with a face value of $5.26 million) at a 5% original issue discount of $263,000, convertible into 64,738 shares of common stock at a conversion price of $3.25 per share (to the best of the Company’s knowledge, the Investor has taken the position that such conversion price is not affected by the Company’s stock splits, including the 1-for-25 reverse split which was affected on December 24, 2018), and a warrant to purchase 1,778 shares of common stock at an exercise price of $2,812.50 per share (the “Second Warrant”). On September 2, 2016, the Second Warrant and 53 shares of Series C Preferred Stock were issued for $526,450 ($500,000, net cash proceeds to Camber) after the Acquisition (as defined and described in “Note 2 – Liquidity and Going Concern Considerations”) closed. The prorated share of the $263,000 discount ($26,450) was recorded as reduction to additional paid in capital. On November 17, 2016, the remaining 474 shares of Series C Preferred Stock were issued for $4,736,550 ($4,500,000, net cash proceeds to Camber) and the Company paid placement agent and legal fees of $514,000 for services rendered in connection with the issuance. The Company also recognized $236,550 of the remaining 5% original issue discount, which was recorded as reduction to additional paid in capital. On October 5, 2017, the Company and the Investor entered into a Stock Purchase Agreement, amended on March 2, 2018 (as amended, the “October 2017 Purchase Agreement”) pursuant to which the Company agreed to sell, pursuant to the terms thereof, 1,684 shares of our Series C Redeemable Convertible Preferred Stock (the “Series C Preferred Stock”) for $16 million (a 5% original issue discount to the face value of such shares), subject to certain conditions set forth therein. On March 2, 2018, the Company and the Investor entered into an amendment to the October 2017 Purchase Agreement (the “Amendment”), pursuant to which the Investor (a) waived any and all Trigger Events (as defined in the certificate of designation of the Series C Preferred Stock (the “Designation”)) that had occurred prior to March 2, 2018, (b) agreed that all calculations provided for in the Designation would be made as if no such Trigger Event had occurred, and (c) waived any right to receive any additional shares of common stock based upon any such Trigger Event, with respect to all shares of Series C Preferred Stock, other than any which have already been converted. The Investor also agreed, pursuant to the amendment, that the conversion rate of conversion premiums pursuant to the Designation would remain 95% of the average of the lowest 5 individual daily volume weighted average prices during the applicable Measuring Period (as defined in the Designation), not to exceed 100% of the lowest sales prices on the last day of the Measuring Period, less $0.05 per share of common stock, unless a triggering event has occurred, and that such $0.05 per share discount would not be adjusted in connection with the Company’s previously reported 1-for-25 reverse stock split affected on March 5, 2018. During the three months and nine months ended December 31, 2017, the Company sold the Investor an aggregate of 423 shares of Series C Preferred Stock for $4 million under the terms of the October 2017 Purchase Agreement. October 2018 Stock Purchase Agreement On October 29, 2018, the Company and the Investor entered into a Stock Purchase Agreement (the “October 2018 Purchase Agreement”), whereby the Investor purchased 369 shares of Series C Preferred Stock for $3.5 million. The Series C Preferred Stock sold pursuant to the October 2018 Purchase Agreement have substantially similar terms as those sold pursuant to the October 2017 Purchase Agreement. November 2018 Stock Purchase Agreement On November 23, 2018 and effective November 23, 2018, the Company and the Investor entered into a Stock Purchase Agreement (the “November 2018 Purchase Agreement”). The Series C Preferred Stock sold pursuant to the November 2018 Purchase Agreement have substantially similar terms as those sold pursuant to the October 2017 Purchase Agreement. Under the terms of the November 2018 Purchase Agreement, the Investor agreed to purchase up to 2,941 shares of Series C Preferred Stock (the “Maximum Shares”) from the Company for an aggregate of $28 million, including agreeing to purchase 106 shares of Series C Preferred Stock within two business days of the satisfaction of the Closing Conditions (defined below), in consideration for $1 million (the “Initial Closing”), and additional shares of Series C Preferred Stock, in such amount(s) requested by the Company, from time to time, up to the remaining amount of Series C Preferred Stock available to be sold under the November 2018 Purchase Agreement, until the Maximum Shares are sold, subject in each case to the Closing Conditions. Closing conditions required to be met in order to require the Investor to purchase the Series C Preferred Stock shares described above at each of the closings include, among other things, that (a) the Company’s common stock is required to be listed for and currently trading on the NYSE American market or a higher trading market; (b) except for the Initial Closing, the Company is required to be in compliance with all requirements to maintain such listing and there cannot be any notice of any suspension or delisting with respect to the trading of the shares of common stock on such trading market; (c) the Company is required to have duly authorized shares of common stock reserved for issuance to Investor in an amount equal to three times the number of shares sufficient to immediately issue all shares of common stock potentially issuable upon conversion of the Series C Preferred Stock sold to Investor (collectively, the “Conversion Shares”) and any other agreements with Investor; (d) except with regard to the Initial Closing, (i) an aggregate dollar trading volume of at least $10 million must have traded on NYSE American during regular trading hours, from the trading day after the immediately prior closing until the trading day immediately before the relevant closing, but expressly excluding all volume traded on any days that the Investor is prevented or delayed from reselling shares of common stock (“Excluded Days”), for each $1 million of Series C Preferred Stock shares which are sold at any closing after the Initial Closing; and (ii) the Company’s common stock is required to have a volume weighted average price on the NYSE American for the prior trading day of at least $0.10 per share of common stock (the “Floor Price”), (e) except with regard to the Initial Closing, the additional listing of all of the Conversion Shares must be approved by the NYSE American; and (f) except with regard to the Initial Closing, the Company must have provided written notice to the Investor of its intent to move forward with the applicable closing at least 10 days prior to the applicable closing date, provided that if any such conditions are not met on the date initially set for such closing, each closing will occur as soon thereafter as they are met, if ever (collectively, the “Closing Conditions”). The closing of the sales of Series C Preferred Stock as described above are subject to closing conditions which may not be met timely, if at all, and as such, we may not ever sell any shares of Series C Preferred Stock under the November 2018 Purchase Agreement. In the event a Trigger Event (as defined in the Designation (defined below) occurs, the Investor can terminate its obligation to acquire any additional shares of Series C Preferred Stock under the November 2018 Agreement, and the Company may terminate the Company’s right to sell shares of Series C Preferred Stock at any time. On December 3, 2018, the Company entered into a First Amendment to Stock Purchase Agreement with the Investor (the “First Amendment”), pursuant to which the parties agreed to (a) amend the Initial Closing to be for a total of $2.5 million and 263 shares of Series C Preferred Stock, and (b) change the terms of the November 2018 Purchase Agreement to require that, notwithstanding the other closing conditions set forth in the November 2018 Purchase Agreement, for each sale of $800,000 of Series C Preferred Stock, in additional closings after the Initial Closing, that an aggregate dollar trading volume of at least $10 million must have traded on NYSE American during regular trading hours, from the trading day after the immediately prior closing until the trading day immediately before the relevant closing, but expressly excluding all volume traded on any days that the Investor is prevented or delayed from reselling shares of common stock. On December 4, 2018, upon the satisfaction of the applicable closing conditions, the Investor acquired 262 shares of Series C Preferred Stock for a total of $2.5 million. Series C Preferred Stock The holder of the Series C Preferred Stock is entitled to cumulative dividends through maturity, which initially totaled 6% per annum, and are adjustable to up to 34.95% per annum, based on certain triggering events and the trading price of the Company’s common stock, and which currently total 34.95% per annum on the Series C Preferred Stock sold pursuant to the October 2017 Purchase Agreement, payable in full through maturity upon redemption, conversion, or maturity, and when, as and if declared by the Company’s Board of Directors in its discretion. The Series C Preferred Stock ranks senior to the common stock and pari passu with respect to the Company’s Series B Redeemable Convertible Preferred Stock. The Series C Preferred Stock may be converted into shares of common stock at any time at the option of the holder, or at the Company’s option if certain equity conditions (as defined in the Certificate of Designation) are met. Upon conversion, we will pay the holder of the Series C Preferred Stock being converted an amount, in cash or stock at the Company’s sole discretion, equal to the dividends that such shares would have otherwise earned if they had been held through the maturity date (7 years), and issue to the holder such number of shares of common stock equal to $10,000 per share of Series C Preferred Stock (the “Face Value”) multiplied by the number of such shares of Series C Preferred Stock divided by the conversion rate ($3.25 per share) (to the best of the Company’s knowledge, the Investor has taken the position that such conversion price is not affected by the Company’s stock splits, including the 1-for-25 reverse split which was affected on December 24, 2018). The conversion premium under the Series C Preferred Stock is payable and the dividend rate under the Series C Preferred Stock is adjustable on the same terms and conditions as accrued interest is payable and adjustable under the Debenture. The Series C Preferred Stock has a maturity date that is seven years after the date of issuance and, if the Series C Preferred Stock has not been wholly converted into shares of common stock prior to such date, we may redeem the Series C Preferred Stock on such date by repaying to the holder in cash 100% of the Face Value plus an amount equal to any accrued but unpaid dividends thereon. 100% of the Face Value, plus an amount equal to any accrued but unpaid dividends thereon, automatically becomes payable in the event of a liquidation, dissolution or winding up by us. During the three and nine-month periods ended December 31, 2018, the Company sold 632 and 1,577 shares of Series C Preferred Stock pursuant to the terms of the October 2017 Purchaser Agreement, October 2018 Purchase Agreement and November 2018 Purchase Agreement (as applicable), for total consideration of $6 million and $15 million, respectively. As of December 31, 2018 and March 31, 2018, there were 2,305 and 1,132 shares of Series C Preferred Stock outstanding, respectively. During the three and nine-month periods ended December 31, 2018, the Investor converted 10 and 404 shares of the Series C Preferred stock with a face value of $0.4 million and $4.34 million for a total of 5.5 million shares of common stock issued. As of December 31, 2018 and March 31, 2018, the Company accrued common stock dividends on the Series C Preferred Stock based on the then 34.95% and 24.95% premium dividend rate per the 2016 and 2017 Stock Purchase Agreement, respectively, as described above. The Company recognized a total charge to additional paid-in capital and stock dividends distributable but not issued of $3,211,064 and $1,928,084 related to the stock dividend declared but not issued for the nine-month period ended December 31, 2018 and the year ended March 31, 2018, respectively. Warrants On October 7, 2016, the Investor exercised the First Warrant in full and was due 2,215 shares of common stock upon exercise thereof and an additional 4,068 shares of common stock in consideration for the conversion premium due thereon. A total of 1,296 shares were issued to the Investor on October 7, 2016, with the remaining shares being held in abeyance until such time as it would not result in the Investor exceeding its beneficial ownership limitation (4.99% of the Company’s outstanding common stock). The Company received gross proceeds of $4,500,000 from the exercise of the First Warrant and paid placement agent fees of $427,500 for services rendered in connection with the First Warrant. Pursuant to the terms of the First Warrant, the number of shares due in consideration for the conversion premium increases as the annual rate of return under the First Warrant increases, including by 10% upon the occurrence of certain triggering events (which had occurred by the October 7, 2016 date of exercise), to 17% per annum upon the exercise of the First Warrant. An aggregate of 176,716 shares of common stock were issued to the Investor in connection with the exercise of the First Warrant during fiscal year 2017 (8,000), fiscal year 2018 (156,380), and 12,336 shares were issued in April 2018, in connection with the original exercise and true-ups. The First Warrant has been fully-exercised and extinguished to date. At December 31, 2018 and March 31, 2018, outstanding warrants had an intrinsic value of $0 and $232, respectively. The intrinsic value is based upon the difference between the market price of Camber’s common stock on the date of exercise and the grant price of the stock options. The following is a summary of the Company’s outstanding warrants at December 31, 2018: Warrants Exercise Expiration Intrinsic Value at Outstanding Price ($) Date December 31, 2018 107 (1) 252.11 April 21, 2019 — 199 (2) 937.50 April 26, 2021 — 2,560 (3) 156.25 June 12, 2022 — 40,000 (4) 9.75 May 24, 2023 — 42,866 $ — (1) Warrants issued in connection with the sale of units in the Company’s unit offering in April 2014. The warrants became exercisable on April 21, 2014 and will remain exercisable thereafter until April 21, 2019. (2) Warrants issued in connection with the sale of convertible notes. The warrants were exercisable on the grant date (April 26, 2016) and remain exercisable until April 26, 2021. (3) Warrants issued in connection with the Initial Tranche of the funding from Vantage. The warrants were exercisable on the grant date (June 12, 2017) and remain exercisable until June 12, 2022. (4) Warrants issued in connection with the Severance Agreement with Richard Azar. The warrants were exercisable on the grant date (May 25, 2018) and remain exercisable until May 24, 2023. |
SHARE-BASED COMPENSATION
SHARE-BASED COMPENSATION | 9 Months Ended |
Dec. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
SHARE-BASED COMPENSATION | NOTE 12 – SHARE-BASED COMPENSATION Camber measures the cost of employee services received in exchange for an award of equity instruments based on the grant-date fair value of the award over the vesting period. Stock Options As of December 31, 2018 and 2017, the Company had 4 and 7,920 stock options outstanding with a weighted average exercise price of $32,344 and $15,930 respectively. Of the Company’s outstanding options, no options were exercised or forfeited during the three months ended December 31, 2018. Additionally, no stock options were granted during the nine months ended December 31, 2018. Compensation expense related to stock options during the three-month period ended December 31, 2018 and 2017 was $0 and $1,605, respectively. Options outstanding and exercisable at December 31, 2018 and 2017 had no intrinsic value, respectively. The intrinsic value is based upon the difference between the market price of Camber’s common stock on the date of exercise and the grant price of the stock options. As of December 31, 2018, there was no remaining unrecognized share-based compensation expense related to all non-vested stock options. The following tabulation summarizes the remaining terms of the options outstanding: Exercise Remaining Options Options Price ($) Life (Yrs.) Outstanding Exercisable 32,344.00 1.8 4 4 Total 4 4 |
INCOME (LOSS) PER COMMON SHARE
INCOME (LOSS) PER COMMON SHARE | 9 Months Ended |
Dec. 31, 2018 | |
Earnings Per Share [Abstract] | |
INCOME (LOSS) PER COMMON SHARE | NOTE 13 – INCOME (LOSS) PER COMMON SHARE The calculation of earnings (loss) per share for the three and nine months ended December 31, 2018 and 2017 was as follows: Three Months Ended Nine Months Ended December 31, December 31, 2018 2017 2018 2017 Numerator: Net Income (Loss) $ (1,586,084 ) $ (9,096,809 ) $ 18,130,185 $ (18,391,903 ) Less Preferred Dividends (1,615,886 ) (513,746 ) (3,211,064 ) (1,231,704 ) Net Income (Loss) Attributable to Common Stockholders $ (3,201,970 ) $ (9,610,555 ) $ 14,919,121 $ (19,623,607 ) Denominator Weighted Average Share – Basic 4,998,262 98,303 2,335,991 69,651 Income (Loss) per Share – Basic $ (0.64 ) $ (97.76 ) $ 6.39 $ (281.74 ) Dilutive Effect of Common Stock Equivalents Options and Warrants — — 617,106 — Series C Preferred Shares — — 32,284,833 — Denominator Total Weighted average shares – diluted 4,998,262 98,303 35,237,930 69,651 Income (loss) per share – diluted $ (0.64 ) $ (97.76 ) $ 0.42 $ (281.74 ) For the three and nine months ended December 31, 2018 and 2017, the following share equivalents related to convertible debt and warrants to purchase shares of common stock were excluded from the computation of diluted net income (loss) per share as the inclusion of such shares would be anti-dilutive. Three Months Ended Nine Months Ended December 31, December 31, 2018 2017 2018 2017 Common Shares Issuable for: Convertible Debt — 244 — 244 Options and Warrants 1,071,718 2,917 — 2,917 Series B and C Preferred Shares 32,284,833 24,681,091 — 24,681,091 Total 33,356,551 24,684,252 — 24,684,252 |
SUPPLEMENTAL CASH FLOW INFORMAT
SUPPLEMENTAL CASH FLOW INFORMATION | 9 Months Ended |
Dec. 31, 2018 | |
Supplemental Cash Flow Elements [Abstract] | |
SUPPLEMENTAL CASH FLOW INFORMATION | NOTE 14 – SUPPLEMENTAL CASH FLOW INFORMATION Net cash paid for interest and income taxes was as follows: Nine Months Ended December 31, 2018 2017 Interest $ 842,520 $ 4,278,788 Income taxes $ — $ — Non-cash investing and financing activities included the following: Nine Months Ended December 31, 2018 Nine Months Ended December 31, 2017 Changes in Accounts Payable for Payments Made on Previously Accrued Capital Expenditures $ 547,033 $ 4,402 Change in Estimate for Asset Retirement Obligation $ 35,422 $ 13,755 Settlement of Common Stock Payable $ 200,000 $ — Net Assets and Liabilities Transferred in Rogers Transaction $ — $ 11,018,185 Issuance of Restricted Common Stock for Dreeben Loan $ — $ 35,900 Stock Dividends Distributable but not Issued $ 3,211,064 $ 1,231,704 Conversion of Convertible Notes and Accrued Interest to Common Stock $ 917,104 $ 35,000 Conversion of Preferred Stock to Common Stock $ 122,070 $ 1,025 Issuance of Common Stock for Common Stock Payable $ — $ 59,473 Reversal of Oil and Gas Property $ — $ 412,708 Issuance of Stock Dividends $ 2,699 $ 34,837 Warrants Issued in Abeyance $ 308 $ — |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Dec. 31, 2018 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 15 – SUBSEQUENT EVENTS From January 1, 2019 to February 8, 2019, the Investor was issued an aggregate of 5,825,585 shares of common stock in connection with the issuance of shares of common stock held in abeyance following the October 31, 2018 conversion of the remaining amount of the Debenture as discussed above and true ups related to prior conversions of the Debenture; and, as of February 8, 2019, was still due 41,286,732 shares of common stock in connection with true ups associated with prior conversions under the Debenture. In January 2019, the Company issued 70 shares of common stock in consideration for cash dividends which accrued on the Series B Preferred Stock through September 30, 2018 (and for accrued dividends on certain shares of Series B Preferred Stock which were converted into common stock during the quarter ended December 31, 2018) as well as 7 shares of common stock in consideration for cash dividends which accrued on the Series B Preferred Stock through December 31, 2018. In January 2019, the Company issued 16,000 shares of restricted common stock to Regal Consulting for stock owed under its consulting agreement for the months of November and December 2018. The total value of the restricted shares of common stock due of $171,000 has been accrued in common stock payable in the December 31, 2018 On February 13, 2019, and effective on January 31, 2019, the Company entered into a First Amendment to the Consulting Agreement previously entered into with Regal Consulting, an investor relations firm, on November 15, 2018. Pursuant to the First Amendment, the parties agreed to expand the investor relations services required to be provided by Regal Consulting under the agreement in consideration for $50,000 per month and 50,000 restricted shares of common stock per month (the “Regal Shares”)(which are fully-earned upon issuance) during the term of the agreement, and agreed to extend the term of the agreement until October 1, 2019 (unless the Company completes an acquisition or combination prior to such date). On February 13, 2019, we entered into a letter agreement with SylvaCap Media (“SylvaCap”), pursuant to which SylvaCap agreed to act as the Company’s non-exclusive digital marketing service provider. Pursuant to the terms of the agreement, SylvaCap agreed to provide us public awareness and content creation services in consideration for an aggregate of 600,000 shares of restricted common stock (the “SylvaCap Shares”), which are fully-earned upon their issuance, and $50,000 per month during the term of the agreement, which ends on November 12, 2019 (unless the Company completes an acquisition or combination prior to such date) or upon termination by either party for cause. We also agreed to provide SylvaCap piggy-back registration rights in connection with the SylvaCap Shares and to pay SylvaCap $6,250 every three months as an expense reimbursement. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Reclassifications | Reclassifications Certain reclassifications have been made to the prior year financial statements to conform them with the current year presentation. |
Recently Adopted Accounting Pronouncements and Recently Issued Accounting Pronouncements | Recently Adopted Accounting Pronouncements ASU 2014-09, “Revenue from Contracts with Customers (Topic 606)”, In November 2016, the Financial Accounting Standards Board (“FASB”) issued an Accounting Standards Update (“ASU”) amending the presentation of restricted cash within the consolidated statements of cash flows. The new guidance requires that restricted cash be added to cash and cash equivalents on the consolidated statements of cash flows. The Company adopted this ASU on April 1, 2018 on a retrospective basis with the following impacts to our consolidated statements of cash flows for the nine months ended December 31, 2017: Previously Reported Adjustment As Revised Net cash provided by financing activities $ 3,103,502 $ (1,315,205 ) $ 1,788,297 As of December 31, 2018 and March 31, 2018, the Company had restricted cash of $0 and $26,834 related to the loan agreement with IBC bank. Following is a summary of cash and cash equivalents and restricted cash: December 31, March 31, December 31, Cash $ 9,272,388 $ 760,317 $ 947,242 Restricted cash – current — 28,834 369,322 Cash, cash equivalents and restricted cash $ 9,272,388 $ 789,151 $ 1,316,564 In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230). ASU 2016-15 seeks to reduce the existing diversity in practice in how certain cash receipts and cash payments are presented and classified in the statement of cash flows. This update is effective for fiscal years beginning after December 15, 2017. The Company adopted this ASU on April 1, 2018 and the adoption did not have a significant impact to the Company’s consolidated financial statements. In January 2017, the FASB issued ASU 2017-01, Business Combinations: Clarifying the Definition of a Business Revenue from Contracts with Customers In May 2017, the FASB issued ASU 2017-09, “Compensation-Stock Compensation (Topic 718): Scope of Modification Accounting”, which provides guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting in Topic 718. ASU 2017-09 is effective for annual periods beginning after December 15, 2017, with early adoption permitted, including adoption in any interim period for which financial statements have not yet been issued. The Company adopted this ASU on April 1, 2018 and the adoption did not have a significant impact to the Company’s consolidated financial statements. Recently Issued Accounting Pronouncements The Company does not believe that any other recently issued effective pronouncements, or pronouncements issued but not yet effective, if adopted, would have a material effect on the accompanying consolidated financial statements. |
Subsequent Events | Subsequent Events The Company has evaluated all transactions through the date the consolidated financial statements were issued for subsequent event disclosure consideration. |
LIQUIDITY AND GOING CONCERN C_2
LIQUIDITY AND GOING CONCERN CONSIDERATIONS (Tables) | 9 Months Ended |
Dec. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of net assets sold and gain recognized in connection with the Assumption Agreement and Sale Agreement | The following table summarizes the net assets sold and gain recognized in connection with the Assumption Agreement and Sale Agreement: Transaction Summary Assumption of IBC Loan $ 36,943,617 Assumption of ARO Liability 699,536 Assumption of Capital Lease Obligations and Other 287,074 Cash Received at Closing 100 Oil and Gas Properties Transferred (12,122,081 ) Total Gain on Sale $ 25,808,246 |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 9 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Schedule of effects of retrospective adjustment on consolidated statements of cash flows | The Company adopted this ASU on April 1, 2018 on a retrospective basis with the following impacts to our consolidated statements of cash flows for the nine months ended December 31, 2017: Previously Reported Adjustment As Revised Net cash provided by financing activities $ 3,103,502 $ (1,315,205 ) $ 1,788,297 |
Schedule of cash and cash equivalent and restricted cash | Following is a summary of cash and cash equivalents and restricted cash: December 31, 2018 March 31, 2018 December 31, 2017 Cash $ 9,272,388 $ 760,317 $ 947,242 Restricted cash – current — 28,834 369,322 Cash, cash equivalents and restricted cash $ 9,272,388 $ 789,151 $ 1,316,564 |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 9 Months Ended |
Dec. 31, 2018 | |
Property and Equipment | |
Schedule of oil and natural gas properties | All of Camber’s oil and gas properties are located in the United States. Below are the components of Camber’s oil and gas properties recorded at: December 31, March 31, Oil and gas properties subject to amortization $ 50,444,699 $ 60,760,056 Oil and gas properties not subject to amortization 28,016,989 28,016,989 Capitalized asset retirement costs 191,533 322,470 Total oil and gas properties 78,653,221 89,099,515 Accumulated depreciation, depletion and amortization (78,319,941 ) (76,555,320 ) Net capitalized costs $ 333,280 $ 12,544,195 |
ASSET RETIREMENT OBLIGATIONS (T
ASSET RETIREMENT OBLIGATIONS (Tables) | 9 Months Ended |
Dec. 31, 2018 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Schedule of reconciliation of long-term legal obligations | The following table presents the reconciliation of the beginning and ending aggregate carrying amounts of long-term legal obligations associated with the retirement of oil and gas property and equipment for the nine-month periods ended December 31, 2018 and 2017, respectively. 2018 2017 Carrying amount at beginning of period $ 979,159 $ 2,045,847 Accretion 4,725 81,600 Dispositions (699,536 ) (1,328,260 ) Change in estimate 35,422 13,755 Carrying amount at end of period $ 319,770 $ 812,942 |
NOTES PAYABLE AND DEBENTURE (Ta
NOTES PAYABLE AND DEBENTURE (Tables) | 9 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
Schedule of notes payable and debenture | The Company’s notes payable and debenture consisted of the following: December 31, 2018 March 31, 2018 Debenture $ $ 495,000 Note Payable – IBC — 36,943,617 37,438,617 Unamortized debt discount — (1,499,647 ) Total Notes Payable and Debenture 35,938,970 Less current portion — (35,938,970 ) Long-term portion $ — $ — |
DERIVATIVE LIABILITY (Tables)
DERIVATIVE LIABILITY (Tables) | 9 Months Ended |
Dec. 31, 2018 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of activity for derivative warrant instruments | Activities for derivative warrant instruments during the nine months ended December 31, 2018 and 2017 were as follows: 2018 2017 Carrying amount at beginning of period $ 5 $ 21,662 Change in fair value — (20,919 ) Carrying amount at end of period $ 5 $ 743 |
REVENUE FROM CONTRACTS WITH C_2
REVENUE FROM CONTRACTS WITH CUSTOMERS (Tables) | 9 Months Ended |
Dec. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of disaggregates revenue by significant product | The following table disaggregates revenue by significant product type for the three and nine months ended December 31, 2018: Three Months Ended Nine Months Ended December 31, 2018 December 31, 2018 Oil sales $ 73,301 $ 455,322 Natural gas sales 13,114 753,057 Natural gas liquids sales 41,522 1,423,720 Total revenue from customers $ 127,937 $ 2,632,099 |
STOCKHOLDERS, EQUITY (DEFICIT)
STOCKHOLDERS, EQUITY (DEFICIT) (Tables) | 9 Months Ended |
Dec. 31, 2018 | |
Stockholders' Equity Note [Abstract] | |
Schedule of common stock activity | The following summarizes the Company’s common stock activity during the nine-month period ended December 31, 2018: Common Shares Amount (a) Per Share Issued and Outstanding Shares Balance at March 31, 2018 230,363 Preferred Stock Series C Conversion (b) — — 5,522,216 Preferred Stock Series B Conversion — — 3,556 Preferred Stock Series B Dividends — — 640 Warrants – Abeyance (b) — — 12,336 Issuance of Common Stock for settlement of consulting agreement — — 2,000 Issuance of Common Stock for Prior and Current Conversion of Convertible Notes — — 1,000,404 Balance at December 31, 2018 6,771,515 (a) Net proceeds or fair value on grant date, as applicable. (b) Shares previously held in abeyance until such time as it would not result in the investor exceeding its beneficial ownership limitation (4.99% of the Company’s outstanding common stock). |
Schedule of outstanding warrants | The following is a summary of the Company’s outstanding warrants at December 31, 2018: Warrants Exercise Expiration Intrinsic Value at Outstanding Price ($) Date December 31, 2018 107 (1) 252.11 April 21, 2019 — 199 (2) 937.50 April 26, 2021 — 2,560 (3) 156.25 June 12, 2022 — 40,000 (4) 9.75 May 24, 2023 — 42,866 $ — (1) Warrants issued in connection with the sale of units in the Company’s unit offering in April 2014. The warrants became exercisable on April 21, 2014 and will remain exercisable thereafter until April 21, 2019. (2) Warrants issued in connection with the sale of convertible notes. The warrants were exercisable on the grant date (April 26, 2016) and remain exercisable until April 26, 2021. (3) Warrants issued in connection with the Initial Tranche of the funding from Vantage. The warrants were exercisable on the grant date (June 12, 2017) and remain exercisable until June 12, 2022. (4) Warrants issued in connection with the Severance Agreement with Richard Azar. The warrants were exercisable on the grant date (May 25, 2018) and remain exercisable until May 24, 2023. |
SHARE-BASED COMPENSATION (Table
SHARE-BASED COMPENSATION (Tables) | 9 Months Ended |
Dec. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of remaining terms of stock options outstanding | The following tabulation summarizes the remaining terms of the options outstanding: Exercise Remaining Options Options Price ($) Life (Yrs.) Outstanding Exercisable 32,344.00 1.8 4 4 Total 4 4 |
INCOME (LOSS) PER COMMON SHARE
INCOME (LOSS) PER COMMON SHARE (Tables) | 9 Months Ended |
Dec. 31, 2018 | |
Earnings Per Share [Abstract] | |
Schedule of earnings (loss) per share | The calculation of earnings (loss) per share for the three and nine months ended December 31, 2018 and 2017 was as follows: Three Months Ended Nine Months Ended December 31, December 31, 2018 2017 2018 2017 Numerator: Net Income (Loss) $ (1,586,084 ) $ (9,096,809 ) $ 18,130,185 $ (18,391,903 ) Less Preferred Dividends (1,615,886 ) (513,746 ) (3,211,064 ) (1,231,704 ) Net Income (Loss) Attributable to Common Stockholders $ (3,201,970 ) $ (9,610,555 ) $ 14,919,121 $ (19,623,607 ) Denominator Weighted Average Share – Basic 4,998,262 98,303 2,335,991 69,651 Income (Loss) per Share – Basic $ (0.64 ) $ (97.76 ) $ 6.39 $ (281.74 ) Dilutive Effect of Common Stock Equivalents Options and Warrants — — 617,106 — Series C Preferred Shares — — 32,284,833 — Denominator Total Weighted average shares – diluted 4,998,262 98,303 35,237,930 69,651 Income (loss) per share – diluted $ (0.64 ) $ (97.76 ) $ 0.42 $ (281.74 ) |
Schedule of computation of diluted net income (loss) per share as the inclusion of such shares would be anti-dilutive | For the three and nine months ended December 31, 2018 and 2017, the following share equivalents related to convertible debt and warrants to purchase shares of common stock were excluded from the computation of diluted net income (loss) per share as the inclusion of such shares would be anti-dilutive. Three Months Ended Nine Months Ended December 31, December 31, 2018 2017 2018 2017 Common Shares Issuable for: Convertible Debt — 244 — 244 Options and Warrants 1,071,718 2,917 — 2,917 Series B and C Preferred Shares 32,284,833 24,681,091 — 24,681,091 Total 33,356,551 24,684,252 — 24,684,252 |
SUPPLEMENTAL CASH FLOW INFORM_2
SUPPLEMENTAL CASH FLOW INFORMATION (Tables) | 9 Months Ended |
Dec. 31, 2018 | |
Supplemental Cash Flow Elements [Abstract] | |
Schedule of supplemental cash flow information | Net cash paid for interest and income taxes was as follows: Nine Months Ended December 31, 2018 2017 Interest $ 842,520 $ 4,278,788 Income taxes $ — $ — Non-cash investing and financing activities included the following: Nine Months Ended December 31, 2018 Nine Months Ended December 31, 2017 Changes in Accounts Payable for Payments Made on Previously Accrued Capital Expenditures $ 547,033 $ 4,402 Change in Estimate for Asset Retirement Obligation $ 35,422 $ 13,755 Settlement of Common Stock Payable $ 200,000 $ — Net Assets and Liabilities Transferred in Rogers Transaction $ — $ 11,018,185 Issuance of Restricted Common Stock for Dreeben Loan $ — $ 35,900 Stock Dividends Distributable but not Issued $ 3,211,064 $ 1,231,704 Conversion of Convertible Notes and Accrued Interest to Common Stock $ 917,104 $ 35,000 Conversion of Preferred Stock to Common Stock $ 122,070 $ 1,025 Issuance of Common Stock for Common Stock Payable $ — $ 59,473 Reversal of Oil and Gas Property $ — $ 412,708 Issuance of Stock Dividends $ 2,699 $ 34,837 Warrants Issued in Abeyance $ 308 $ — |
GENERAL (Details Narrative)
GENERAL (Details Narrative) | Dec. 24, 2018 | Aug. 01, 2018USD ($) | Mar. 05, 2018 | Dec. 31, 2018shares | Dec. 20, 2018shares | Dec. 19, 2018shares | Mar. 31, 2018shares | Jan. 10, 2018shares | Jan. 09, 2018shares |
Reverse stock split ratio | 0.04 | 0.04 | |||||||
Common stock, authorized | shares | 20,000,000 | 200,000,000 | 500,000,000 | 20,000,000 | 500,000,000 | 200,000,000 | |||
N&B Energy LLC [Member] | |||||||||
Production payment percentage | 12.50% | ||||||||
Production payment | $ | $ 2,500,000 | ||||||||
Overriding royalty interest | 3.00% |
LIQUIDITY AND GOING CONCERN C_3
LIQUIDITY AND GOING CONCERN CONSIDERATIONS (Details) - USD ($) | Sep. 26, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 |
Gain on Sales of Oil and Gas Properties | $ (3,851,461) | $ 25,808,246 | $ (3,850,266) | ||
Sale Agreement [Member] | N&B Energy LLC [Member] | |||||
Assumption of IBC Loan | $ 36,943,617 | ||||
Assumption of ARO Liability | 699,536 | ||||
Assumption of Capital Lease Obligations and Other | 287,074 | ||||
Cash Received at Closing | 100 | ||||
Oil and Gas Properties Transferred | (12,122,081) | ||||
Gain on Sales of Oil and Gas Properties | $ 25,808,246 |
LIQUIDITY AND GOING CONCERN C_4
LIQUIDITY AND GOING CONCERN CONSIDERATIONS (Details Narrative) - USD ($) | Oct. 31, 2018 | Nov. 09, 2017 | Oct. 05, 2017 | Jul. 20, 2017 | Jul. 17, 2017 | Dec. 23, 2016 | Nov. 17, 2016 | Oct. 07, 2016 | Sep. 02, 2016 | Apr. 06, 2016 | Dec. 31, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Mar. 31, 2018 | Feb. 12, 2018 | Feb. 08, 2018 | Aug. 02, 2017 |
Current liabilities | $ 2,160,505 | $ 2,160,505 | $ 40,251,961 | ||||||||||||||
Current assets | $ 9,575,136 | 9,575,136 | 1,664,775 | ||||||||||||||
Working capital deficit | $ 38,600,000 | ||||||||||||||||
Change in working capital deficit | $ 46,000,000 | ||||||||||||||||
Proceeds from note payable | $ 150,000 | ||||||||||||||||
Repayment of note payable | 2,361,703 | ||||||||||||||||
Warrant exercise price | $ 321.01 | $ 321.01 | $ 12.94 | ||||||||||||||
Number of shares issued | 1,067,600 | ||||||||||||||||
Proceeds from purchase of shares | $ 15,000,000 | $ 4,000,000 | |||||||||||||||
Series C Preferred Stock [Member] | |||||||||||||||||
Stock conversion price (in dollars per share) | $ 3.25 | ||||||||||||||||
Series B Preferred Stock [Member] | |||||||||||||||||
Shares of common stock issued on conversion | 364,508 | ||||||||||||||||
Institutional Investors [Member] | |||||||||||||||||
Shares called by warrant | 58,052,599 | ||||||||||||||||
Institutional Investors [Member] | Series C Preferred Stock [Member] | |||||||||||||||||
Shares of common stock issued on conversion | 10 | 404 | |||||||||||||||
Number of shares issued | 4,924 | 48,494 | |||||||||||||||
Institutional Investors [Member] | First Warrant [Member] | |||||||||||||||||
Shares called by warrant | 110,447,753 | ||||||||||||||||
Number of shares issued | 1,296 | ||||||||||||||||
Number of common stock issued upon warrant exercise | 2,215 | ||||||||||||||||
Number of additional common stock issued upon warrant exercise | 4,068 | ||||||||||||||||
Description of beneficial ownership limitation | Beneficial ownership limitation (4.99% of the Company’s outstanding common stock). | ||||||||||||||||
Proceeds from warrant exercises | $ 4,500,000 | ||||||||||||||||
Placement agent fees | $ 427,500 | ||||||||||||||||
Institutional Investors [Member] | First Warrant [Member] | Redeemable Convertible Subordinated Debenture [Member] | |||||||||||||||||
Shares called by warrant | 2,215 | ||||||||||||||||
Warrant exercise price | $ 3.25 | ||||||||||||||||
Funding Agreement [Member] | Vantage Fund [Member] | |||||||||||||||||
Proceeds from note payable | $ 30,000 | $ 120,000 | |||||||||||||||
Repayment of note payable | $ 150,000 | ||||||||||||||||
Funding Agreement [Member] | Vantage Fund [Member] | Warrants [Member] | |||||||||||||||||
Shares called by warrant | 1,600,000 | ||||||||||||||||
Warrant exercise price | $ 0.25 | ||||||||||||||||
Securities Purchase Agreement [Member] | Series C Preferred Stock [Member] | |||||||||||||||||
Number of shares issued | 632 | 1,577 | |||||||||||||||
Securities Purchase Agreement [Member] | Institutional Investors [Member] | |||||||||||||||||
Share purchase agreement value | $ 16,000,000 | ||||||||||||||||
Securities Purchase Agreement [Member] | Institutional Investors [Member] | 6% Series C Redeemable Convertible Preferred Stock [Member] | |||||||||||||||||
Shares of common stock issued on conversion | 64,738 | ||||||||||||||||
Stock conversion price (in dollars per share) | $ 2,031.25 | ||||||||||||||||
Original issue discount | 5.00% | ||||||||||||||||
Number of shares issued | 474 | 53 | 527 | ||||||||||||||
Proceeds from sale of shares | $ 4,500,000 | $ 500,000 | |||||||||||||||
Securities Purchase Agreement [Member] | Institutional Investors [Member] | Series C Preferred Stock [Member] | |||||||||||||||||
Shares of common stock issued on conversion | 1,212,326 | (123) | |||||||||||||||
Securities Purchase Agreement [Member] | Institutional Investors [Member] | Series C Preferred Stock [Member] | Seventh Closing [Member] | |||||||||||||||||
Number of shares issued | 525 | ||||||||||||||||
Proceeds from purchase of shares | $ 5,000,000 | ||||||||||||||||
Securities Purchase Agreement [Member] | Institutional Investors [Member] | Redeemable Convertible Subordinated Debenture [Member] | |||||||||||||||||
Notes payable | $ 530,000 | ||||||||||||||||
Interest rate | 6.00% | ||||||||||||||||
Proceeds from issuance of debt | $ 500,000 | ||||||||||||||||
Shares of common stock issued on conversion | 6,523 | ||||||||||||||||
Stock conversion price (in dollars per share) | $ 81.25 | ||||||||||||||||
Original issue discount | 5.00% | ||||||||||||||||
Debt discount | $ 30,000 | ||||||||||||||||
Securities Purchase Agreement [Member] | Institutional Investors [Member] | First Warrant [Member] | Redeemable Convertible Subordinated Debenture [Member] | |||||||||||||||||
Number of common stock issued upon warrant exercise | 2,215 | ||||||||||||||||
Securities Purchase Agreement [Member] | Institutional Investors [Member] | Second Warrant [Member] | 6% Series C Redeemable Convertible Preferred Stock [Member] | |||||||||||||||||
Shares called by warrant | 44,444 | ||||||||||||||||
Warrant exercise price | $ 112.50 |
LIQUIDITY AND GOING CONCERN C_5
LIQUIDITY AND GOING CONCERN CONSIDERATIONS (Details Narrative 1) | Sep. 26, 2018USD ($) | Aug. 01, 2018USD ($) | Jul. 12, 2018USD ($) | Nov. 09, 2017USD ($)a | Aug. 25, 2017USD ($) | Mar. 09, 2017USD ($)shares | Mar. 31, 2018USD ($) | Dec. 31, 2018USD ($)shares | Oct. 31, 2018USD ($) | Apr. 30, 2018shares | Dec. 31, 2017USD ($) |
Net receivable | $ 646,891 | $ 70,571 | |||||||||
Net book value of oil and gas properties | 12,544,195 | $ 333,280 | |||||||||
NFP Energy LLC [Member] | Gaines County, Texas [Member] | |||||||||||
Remaining area of land | a | 1,200 | ||||||||||
Investor [Member] | |||||||||||
Number of common stock issued upon warrant exercise | shares | 176,716 | ||||||||||
Principal amount | $ 495,000 | ||||||||||
Investor [Member] | Warrants [Member] | |||||||||||
Number of common stock issued upon warrant exercise | shares | 12,336 | ||||||||||
Number of warrant exercise | $ 156,380 | $ 8,000 | |||||||||
Non Related Individual Note [Member] | |||||||||||
Shares of common stock issued for debt | shares | 10,000 | ||||||||||
Fair value of shares issued for debt | $ 5,900 | ||||||||||
Letter Loan - Ms. Rogers [Member] | CATI Subsidiary [Member] | |||||||||||
Proceeds from foreclosure sales applied to outstanding debt | 3,500,000 | ||||||||||
Fortuna Resources Permian [Member] | NFP Energy LLC [Member] | Gaines County, Texas [Member] | |||||||||||
Payment to joint venture entity for sale of oil and gas properties | $ 662,072 | ||||||||||
Net book value of oil and gas properties | $ 817,110 | ||||||||||
N&B Energy LLC [Member] | |||||||||||
Production payment percentage | 12.50% | ||||||||||
Production payment | $ 2,500,000 | ||||||||||
Overriding royalty interest | 3.00% | ||||||||||
Loan Agreement [Member] | International Bank of Commerce [Member] | |||||||||||
Notes payable | 37,400,000 | ||||||||||
Commercial bank debt assumed in acquisition | 36,900,000 | 36,900,000 | |||||||||
Net worth to be retained | 30,000,000 | 30,000,000 | |||||||||
Unamortized debt issuance costs | $ 1,300,000 | $ 1,300,000 | |||||||||
Missed loan payment, leading to default action | $ 425,000 | ||||||||||
Asset Purchase Agreement [Member] | N&B Energy LLC [Member] | Segundo Resources, LLC (Affiliate of RAD2) [Member] | |||||||||||
Proceeds from divestiture of businesses | $ 100 | ||||||||||
Sale Agreement [Member] | N&B Energy LLC [Member] | |||||||||||
Production payment percentage | 12.50% | ||||||||||
Production payment | $ 2,500,000 | ||||||||||
Overriding royalty interest | 3.00% | ||||||||||
Reduction in liabilities | $ 37,900,000 | ||||||||||
Reduction in assets | $ 12,100,000 |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($) | 9 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Net cash provided by financing activities | $ 15,000,000 | $ 1,788,297 |
Restatement Adjustment [Member] | ||
Net cash provided by financing activities | (1,315,205) | |
Previously Reported [Member] | ||
Net cash provided by financing activities | $ 3,103,502 |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 1) - USD ($) | Dec. 31, 2018 | Mar. 31, 2018 | Dec. 31, 2017 |
Accounting Policies [Abstract] | |||
Cash | $ 9,272,388 | $ 760,317 | $ 947,242 |
Restricted cash current | 28,834 | 369,322 | |
Cash, cash equivalents and restricted cash | $ 9,272,388 | $ 789,151 | $ 1,316,564 |
SUMMARY OF SIGNIFICANT ACCOUN_6
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | Mar. 31, 2018 | Dec. 31, 2017 |
Accounting Policies [Abstract] | ||
Restricted cash current | $ 28,834 | $ 369,322 |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details) - USD ($) | Dec. 31, 2018 | Mar. 31, 2018 |
Components of oil and gas properties recorded at cost | ||
Oil and gas properties subject to amortization | $ 50,444,699 | $ 60,760,056 |
Oil and gas properties not subject to amortization | 28,016,989 | 28,016,989 |
Capitalized asset retirement costs | 191,533 | 322,470 |
Total oil & gas properties | 78,653,221 | 89,099,515 |
Accumulated depreciation, depletion and amortization | (78,319,941) | (76,555,320) |
Net Capitalized Costs | $ 333,280 | $ 12,544,195 |
PROPERTY AND EQUIPMENT (Detai_2
PROPERTY AND EQUIPMENT (Details Narrative) | Oct. 31, 2018USD ($) | Apr. 30, 2016USD ($) | Dec. 31, 2018USD ($)$ / Boe | Dec. 31, 2017USD ($)$ / Boe | Dec. 31, 2018USD ($)$ / Boe | Dec. 31, 2017USD ($)$ / Boe | Mar. 31, 2017USD ($)a | Apr. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Apr. 02, 2016a |
Amortization expense per barrel of oil equivalent | $ / Boe | 4.20 | 5.67 | 4.20 | 5.67 | ||||||
Impairment of oil and gas | $ 548,819 | $ 1,875,000 | $ 1,304,785 | $ 4,025,374 | ||||||
Monthly stated rent | 5,000 | |||||||||
Accrued rent expense | $ 182,289 | $ 182,289 | $ 302,289 | |||||||
Write-off on depreciated property and equipment | 189,533 | 189,533 | ||||||||
Loss on re-locating of property | $ 3,368 | $ 3,368 | ||||||||
Equipment under capital leases | $ 575,000 | 575,000 | ||||||||
Obligation under capital leases | $ 387,000 | $ 387,000 | ||||||||
Borrowing rate capital leases | 35.00% | 35.00% | ||||||||
MidFirst Bank [Member] | ||||||||||
Monthly stated rent | $ 10,000 | |||||||||
Rent paid | $ 10,000 | |||||||||
Payment of rent maturity date | 20 months | |||||||||
450 Gears Road [Member] | ||||||||||
Sublease monthly rent | $ 0 | $ 7,676 | ||||||||
Area of land | a | 6,839 | 4,439 |
ASSET RETIREMENT OBLIGATIONS (D
ASSET RETIREMENT OBLIGATIONS (Details) - USD ($) | 9 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Reconciliation of carrying amounts of asset retirement obligations | ||
Carrying amount at beginning of period | $ 979,159 | $ 2,045,847 |
Accretion | 4,725 | 81,600 |
Dispositions | (699,536) | (1,328,260) |
Change in estimate | 35,422 | 13,755 |
Carrying amount at end of period | $ 319,770 | $ 812,942 |
NOTES PAYABLE AND DEBENTURE (De
NOTES PAYABLE AND DEBENTURE (Details) | Mar. 31, 2018USD ($) |
Unamortized debt discount | $ (1,499,647) |
Total Notes Payable and Debenture | 35,938,970 |
Less current portion | (35,938,970) |
Debenture [Member] | |
Gross Notes Payable and Debenture | 495,000 |
5% Promissory Note [Member] | Loan Agreement [Member] | International Bank of Commerce [Member] | Mr. Richard N. Azar II [Member] | |
Gross Notes Payable and Debenture | $ 36,943,617 |
NOTES PAYABLE AND DEBENTURE (_2
NOTES PAYABLE AND DEBENTURE (Details Narrative) | Aug. 23, 2018shares | Aug. 25, 2017USD ($) | Aug. 23, 2017USD ($)shares$ / shares | Dec. 23, 2016shares | Oct. 07, 2016shares | Aug. 26, 2016USD ($)shares | Apr. 06, 2016USD ($)$ / sharesshares | Oct. 31, 2018USD ($)$ / sharesshares | Dec. 31, 2018USD ($)shares | Dec. 31, 2018USD ($)shares | Dec. 31, 2017USD ($)shares | Mar. 31, 2018USD ($) | Aug. 25, 2016$ / shares |
Proceeds from notes payable | $ 150,000 | ||||||||||||
Number of shares issued | shares | 1,067,600 | ||||||||||||
Common Stock | |||||||||||||
Share price (in dollars per share) | $ / shares | $ 2,362.50 | ||||||||||||
Number of shares converted | shares | 1,000,404 | 1,000,404 | 2,808 | ||||||||||
Institutional Investors [Member] | First Warrant [Member] | |||||||||||||
Number of common stock issued upon warrant exercise | shares | 2,215 | ||||||||||||
Number of shares issued | shares | 1,296 | ||||||||||||
Loan Agreement [Member] | International Bank of Commerce [Member] | |||||||||||||
Notes payable | $ 37,400,000 | ||||||||||||
Missed loan payment, leading to default action | $ 425,000 | ||||||||||||
Unamortized debt issuance costs | $ 1,300,000 | $ 1,300,000 | 1,300,000 | ||||||||||
Investor [Member] | |||||||||||||
Number of common stock issued upon warrant exercise | shares | 176,716 | 176,716 | |||||||||||
Debt instrument face amount | $ 495,000 | ||||||||||||
Accrued interest | $ 422,103 | ||||||||||||
Number of shares issued | shares | 100,000 | ||||||||||||
Investor [Member] | Common Stock | |||||||||||||
Conversion price (in dollars per share) | $ / shares | $ 81.25 | ||||||||||||
Number of shares issued | shares | 6,092 | ||||||||||||
Number of shares converted | shares | 801,506 | ||||||||||||
Conversion premiums shares | shares | 795,414 | ||||||||||||
Conversion prices (in dollars per share) | $ / shares | $ 1.52 | ||||||||||||
Redeemable Convertible Subordinated Debenture [Member] | |||||||||||||
Debt instrument face amount | $ 35,000 | 495,000 | |||||||||||
Accrued interest | 388,183 | ||||||||||||
Shares of common stock issued for debt | shares | 17 | ||||||||||||
Share price (in dollars per share) | $ / shares | $ 2,031.25 | ||||||||||||
Principal payment of promissory note | 247,403 | ||||||||||||
Number of common shares issued from conversion | shares | 2,808 | ||||||||||||
Unamortized debt issuance costs | $ 247,597 | ||||||||||||
Redeemable Convertible Subordinated Debenture [Member] | Securities Purchase Agreement [Member] | Institutional Investors [Member] | |||||||||||||
Notes payable | $ 530,000 | ||||||||||||
Conversion price (in dollars per share) | $ / shares | $ 81.25 | ||||||||||||
Shares of common stock issued on conversion | shares | 6,523 | ||||||||||||
Debt discount | $ 30,000 | ||||||||||||
Notes interest rate | 6.00% | ||||||||||||
Redeemable Convertible Subordinated Debenture [Member] | Securities Purchase Agreement [Member] | Institutional Investors [Member] | First Warrant [Member] | |||||||||||||
Number of common stock issued upon warrant exercise | shares | 2,215 | ||||||||||||
Conversion price (in dollars per share) | $ / shares | $ 2,031.25 | ||||||||||||
Redeemable Convertible Subordinated Debenture [Member] | Investor [Member] | |||||||||||||
Number of common shares issued from conversion | shares | 5,679 | ||||||||||||
5% Promissory Note [Member] | Loan Agreement [Member] | International Bank of Commerce [Member] | |||||||||||||
Debt maturity date | Aug. 25, 2019 | ||||||||||||
Debt instrument face amount | $ 40,000,000 | ||||||||||||
Notes interest rate | 5.50% | ||||||||||||
Shares of common stock issued for debt | shares | 614 | ||||||||||||
Loan origination fee | $ 400,000 | ||||||||||||
Sinking fund payment | $ 3,360,000 | ||||||||||||
5% Promissory Note [Member] | Mr. Richard N. Azar II [Member] | Loan Agreement [Member] | International Bank of Commerce [Member] | |||||||||||||
Notes payable | $ 30,000,000 | $ 30,000,000 | |||||||||||
Accrued interest | $ 30,000 | $ 30,000 | |||||||||||
5% Promissory Note [Member] | Mr. Richard N. Azar II [Member] | Loan Agreement [Member] | RAD2 Minerals [Member] | |||||||||||||
Proceeds from notes payable | $ 18,300,000 | ||||||||||||
Number of shares pledging | shares | 4,993 | ||||||||||||
5% Promissory Note [Member] | Mr. Richard N. Azar II [Member] | Loan Agreement [Member] | DBS Investments, Ltd. [Member] | |||||||||||||
Proceeds from notes payable | $ 9,800,000 | ||||||||||||
Number of shares pledging | shares | 1,497 | ||||||||||||
5% Promissory Note [Member] | Mr. Richard N. Azar II [Member] | Loan Agreement [Member] | Saxum Energy, LLC [Member] | |||||||||||||
Proceeds from notes payable | $ 4,975,000 | ||||||||||||
Number of shares pledging | shares | 1,077 | ||||||||||||
Promissory Note [Member] | Certain Sellers [Member] | |||||||||||||
Proceeds from notes payable | $ 30,600,000 |
DERIVATIVE LIABILITY (Details)
DERIVATIVE LIABILITY (Details) - USD ($) | 9 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||
Carrying amount at beginning of period | $ 5 | $ 21,662 |
Change in fair value | (20,919) | |
Carrying amount at end of period | $ 5 | $ 743 |
DERIVATIVE LIABILITY (Details N
DERIVATIVE LIABILITY (Details Narrative) - Derivative Warrant [Member] | 9 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Volatility [Member] | ||
Measurement input | 238.27 | 141.35 |
Discount Rate [Member] | ||
Measurement input | 2.20 | 1.76 |
Expected Term [Member] | ||
Expected life | 3 months 18 days | 1 year |
Dividend Rate [Member] | ||
Measurement input | 0 | 0 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($) | Oct. 31, 2018 | Jul. 12, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Mar. 31, 2018 | Nov. 30, 2017 |
Lease Impairment | $ 548,819 | $ 1,304,785 | ||||||
Settlement payments | $ 100,000 | |||||||
Stock issued for services (shares) | 2,000 | |||||||
Monthly stated rent | $ 5,000 | |||||||
Segundo Settlement Agreement [Member] | ||||||||
Number of share surrendered (shares) | 610 | |||||||
Number of share surrendered (in dollars per share) | $ 1,906.25 | |||||||
MidFirst Bank [Member] | ||||||||
Monthly stated rent | $ 10,000 | |||||||
Rent paid | $ 10,000 | |||||||
Payment of rent maturity date | 20 months | |||||||
Petroflow Matter [Member] | ||||||||
Date lawsuit filed | October 2,017 | |||||||
Settlement payments | $ 475,000 | |||||||
Total legal fees | 392,043 | |||||||
Legal fees paid by company | 567,633 | |||||||
Total expense | $ 770,737 | $ 770,737 | $ 959,676 | |||||
Stock issued for services (shares) | 3,136 | |||||||
Stock price of shares issued | $ 5 | |||||||
Short-Swing Profits [Member] | ||||||||
Date lawsuit filed | September 28, 2017 | |||||||
Name of defendants | Aaron Rubenstein, a purported shareholder | |||||||
Lawsuit allegations | Alleged short-swing profits from Mr. Azar and his related entities under Section 16(b) of the Exchange Act relating to various transactions involving Series B Preferred Stock of the Company in November 2016 and January 2017. |
REVENUE FROM CONTRACTS WITH C_3
REVENUE FROM CONTRACTS WITH CUSTOMERS (Details) - USD ($) | 3 Months Ended | 9 Months Ended |
Dec. 31, 2018 | Dec. 31, 2018 | |
Total revenue from customers | $ 127,937 | $ 2,632,099 |
Oil Sales [Member] | ||
Total revenue from customers | 73,301 | 455,322 |
Natural Gas Sales [Member] | ||
Total revenue from customers | 13,114 | 753,057 |
Natural Gas Liquid Sales [Member] | ||
Total revenue from customers | $ 41,522 | $ 1,423,720 |
STOCKHOLDERS' EQUITY (DEFICIT)
STOCKHOLDERS' EQUITY (DEFICIT) (Details) | 9 Months Ended | |
Dec. 31, 2018shares | ||
Common stock activity | ||
Beginning balance, outstanding | 230,363 | |
Preferred Stock Series C Conversion, shares | 5,522,216 | [1] |
Preferred Stock Series B Conversion, shares | 3,556 | |
Preferred Stock Series B Dividends, shares | 640 | |
Warrants - Abeyance, shares | 12,336 | [1] |
Issuance of Common Stock for settlement of consulting agreement, shares | 2,000 | |
Issuance of Common Stock for Prior Conversion of Convertible Notes, shares | 1,000,404 | |
Ending balance, outstanding | 6,771,515 | |
[1] | Shares previously held in abeyance until such time as it would not result in the investor exceeding its beneficial ownership limitation (4.99% of the Company's outstanding common stock). |
STOCKHOLDERS' EQUITY (DEFICIT_2
STOCKHOLDERS' EQUITY (DEFICIT) (Details 1) - $ / shares | 9 Months Ended | ||
Dec. 31, 2018 | Mar. 31, 2018 | ||
Warrants outstanding | 10,261 | 256,448 | |
Warrant exercise price | $ 321.01 | $ 12.94 | |
Warrants - Exercise Price 252.11 [Member] | |||
Warrants outstanding | [1] | 107 | |
Warrant exercise price | $ 252.11 | ||
Warrant Expiration date | Apr. 21, 2019 | ||
Warrants - Exercise Price 937.50 [Member] | |||
Warrants outstanding | [2] | 199 | |
Warrant exercise price | $ 937.50 | ||
Warrant Expiration date | Apr. 26, 2019 | ||
Warrants - Exercise Price 156.25 [Member] | |||
Warrants outstanding | [3] | 2,560 | |
Warrant exercise price | $ 156.25 | ||
Warrant Expiration date | Jun. 12, 2022 | ||
Warrants - Exercise Price 156.25 [Member] | |||
Warrants outstanding | [4] | 40,000 | |
Warrant exercise price | $ 9.75 | ||
Warrant Expiration date | May 24, 2023 | ||
Warrants [Member] | |||
Warrants outstanding | 42,866 | ||
[1] | Warrants issued in connection with the sale of units in the Company's unit offering in April 2014. The warrants became exercisable on April 21, 2014 and will remain exercisable thereafter until April 21, 2019. | ||
[2] | Warrants issued in connection with the sale of convertible notes. The warrants were exercisable on the grant date (April 26, 2016) and remain exercisable until April 26, 2021. | ||
[3] | Warrants issued in connection with the Initial Tranche of the funding from Vantage. The warrants were exercisable on the grant date (June 12, 2017) and remain exercisable until June 12, 2022. | ||
[4] | Warrants issued in connection with the Severance Agreement with Richard Azar. The warrants were exercisable on the grant date (May 25, 2018) and remain exercisable until May 24, 2023. |
STOCKHOLDERS' EQUITY (DEFICIT_3
STOCKHOLDERS' EQUITY (DEFICIT) (Details Narrative) | Dec. 24, 2018 | Dec. 04, 2018USD ($)shares | Nov. 15, 2018USD ($)shares | Oct. 31, 2018shares | Jul. 25, 2018 | Apr. 20, 2018shares | Mar. 31, 2018USD ($)$ / sharesshares | Mar. 05, 2018 | Feb. 12, 2018shares | Oct. 04, 2017USD ($)shares | Aug. 23, 2017USD ($)$ / sharesshares | Aug. 02, 2017$ / sharesshares | Mar. 31, 2017USD ($)shares | Dec. 23, 2016shares | Nov. 17, 2016USD ($)shares | Oct. 07, 2016USD ($)shares | Sep. 02, 2016USD ($)shares | Sep. 01, 2016USD ($)$ / sharesshares | Apr. 06, 2016USD ($)$ / sharesshares | Oct. 31, 2018shares | Dec. 31, 2018USD ($)$ / sharesshares | Dec. 31, 2017USD ($)$ / sharesshares | Dec. 31, 2018USD ($)$ / sharesshares | Dec. 31, 2017USD ($)$ / sharesshares | Mar. 31, 2018USD ($)$ / sharesshares | Apr. 30, 2018shares | Feb. 08, 2018shares | Aug. 25, 2016$ / shares | Apr. 26, 2016shares | |
Reverse stock split ratio | 0.04 | 0.04 | ||||||||||||||||||||||||||||
Stock dividend recognized | 640 | |||||||||||||||||||||||||||||
Number of shares issued | 1,067,600 | |||||||||||||||||||||||||||||
Warrant exercise price (in dollars per share) | $ / shares | $ 12.94 | $ 321.01 | $ 321.01 | $ 12.94 | ||||||||||||||||||||||||||
Common Stock Payable | $ | $ 200,000 | $ 171,000 | $ 171,000 | $ 200,000 | ||||||||||||||||||||||||||
Interest expense | $ | 202,669 | $ 943,356 | 2,436,776 | $ 5,106,697 | ||||||||||||||||||||||||||
Shares issued under share-based compensation plans | 19,010 | |||||||||||||||||||||||||||||
Value of shares issued under share-based compensation plans | $ | $ 23,573 | 953,648 | 343,630 | 963,280 | ||||||||||||||||||||||||||
Fair value of derivative liability | $ | $ 5 | 21,662 | $ 5 | 743 | $ 5 | 743 | $ 5 | |||||||||||||||||||||||
Change in Fair Value of Derivative Liability | $ | (20,919) | |||||||||||||||||||||||||||||
Warrants Outstanding | 256,448 | 10,261 | 10,261 | 256,448 | ||||||||||||||||||||||||||
Proceeds from purchase of shares | $ | $ 15,000,000 | 4,000,000 | ||||||||||||||||||||||||||||
Warrant Conversion, Shares | [1] | 12,336 | ||||||||||||||||||||||||||||
Derivative liability | $ | $ 5 | $ 21,662 | $ 5 | $ 743 | $ 5 | $ 743 | $ 5 | |||||||||||||||||||||||
Intrinsic value of warrants | $ | $ 232 | $ 0 | $ 0 | $ 232 | ||||||||||||||||||||||||||
Derivative Warrant [Member] | ||||||||||||||||||||||||||||||
Warrant exercise price (in dollars per share) | $ / shares | $ 6.25 | $ 6.25 | ||||||||||||||||||||||||||||
Warrants [Member] | ||||||||||||||||||||||||||||||
Warrants Outstanding | 42,866 | 42,866 | ||||||||||||||||||||||||||||
Warrants - Exercise Price 252.11 [Member] | ||||||||||||||||||||||||||||||
Warrant exercise price (in dollars per share) | $ / shares | $ 252.11 | $ 252.11 | ||||||||||||||||||||||||||||
Warrants Outstanding | [2] | 107 | 107 | |||||||||||||||||||||||||||
Common Stock | ||||||||||||||||||||||||||||||
Share price (in dollars per share) | $ / shares | $ 2,362.50 | |||||||||||||||||||||||||||||
Shares of stock to be issued for unpaid dividends | 131,313 | 131,313 | ||||||||||||||||||||||||||||
Shares issued under share-based compensation plans | 8,813 | 8,813 | ||||||||||||||||||||||||||||
Value of shares issued under share-based compensation plans | $ | $ 9 | $ 9 | ||||||||||||||||||||||||||||
Institutional Investors [Member] | ||||||||||||||||||||||||||||||
Shares of common stock called by warrants | 58,052,599 | |||||||||||||||||||||||||||||
Institutional Investors [Member] | First Warrant [Member] | ||||||||||||||||||||||||||||||
Number of shares issued | 1,296 | |||||||||||||||||||||||||||||
Shares of common stock called by warrants | 110,447,753 | |||||||||||||||||||||||||||||
Number of common stock issued upon warrant exercise | 2,215 | |||||||||||||||||||||||||||||
Number of additional common stock issued upon warrant exercise | 4,068 | |||||||||||||||||||||||||||||
Placement agent fees | $ | $ 427,500 | |||||||||||||||||||||||||||||
Conversion of shares (shares) | 52,395,154 | |||||||||||||||||||||||||||||
Warrant Conversion, Shares | 15,580,000 | 31,545,154 | ||||||||||||||||||||||||||||
Proceeds from warrant exercises | $ | $ 4,500,000 | |||||||||||||||||||||||||||||
Institutional Investors [Member] | Warrants Issued in 2014 [Member] | ||||||||||||||||||||||||||||||
Warrant exercise price (in dollars per share) | $ / shares | $ 69.82 | $ 69.82 | ||||||||||||||||||||||||||||
Fair value of derivative liability | $ | $ 771 | $ 5 | $ 5 | $ 771 | ||||||||||||||||||||||||||
Change in Fair Value of Derivative Liability | $ | 20,891 | |||||||||||||||||||||||||||||
Derivative liability | $ | $ 771 | $ 5 | $ 5 | $ 771 | ||||||||||||||||||||||||||
Institutional Investors [Member] | Common Stock | ||||||||||||||||||||||||||||||
Issuance price of common stock | $ / shares | $ 2,031.25 | |||||||||||||||||||||||||||||
Conversion of debt amount | $ | $ 35,000 | |||||||||||||||||||||||||||||
Number of shares issued upon conversion of debt (shares) | 2,808 | |||||||||||||||||||||||||||||
Number of shares issued upon conversion of principal debt (shares) | 17 | |||||||||||||||||||||||||||||
Number of shares issued upon conversion of premiums of debt (shares) | 2,790 | |||||||||||||||||||||||||||||
Investor [Member] | ||||||||||||||||||||||||||||||
Number of shares issued | 100,000 | |||||||||||||||||||||||||||||
Number of common stock issued upon warrant exercise | 176,716 | 176,716 | ||||||||||||||||||||||||||||
Investor [Member] | Warrants [Member] | ||||||||||||||||||||||||||||||
Warrant fair value | $ | $ 156,380 | $ 8,000 | $ 156,380 | $ 8,000 | ||||||||||||||||||||||||||
Number of common stock issued upon warrant exercise | 12,336 | |||||||||||||||||||||||||||||
Investor [Member] | Common Stock | ||||||||||||||||||||||||||||||
Number of shares issued | 6,092 | |||||||||||||||||||||||||||||
Debenture [Member] | Investor [Member] | ||||||||||||||||||||||||||||||
Shares of stock issued on conversion | 5,679 | |||||||||||||||||||||||||||||
Redeemable Convertible Subordinated Debenture [Member] | ||||||||||||||||||||||||||||||
Share price (in dollars per share) | $ / shares | $ 2,031.25 | |||||||||||||||||||||||||||||
Redeemable Convertible Subordinated Debenture [Member] | Institutional Investors [Member] | First Warrant [Member] | ||||||||||||||||||||||||||||||
Shares of common stock called by warrants | 2,215 | |||||||||||||||||||||||||||||
Warrant exercise price (in dollars per share) | $ / shares | $ 3.25 | |||||||||||||||||||||||||||||
Series C Preferred Stock [Member] | ||||||||||||||||||||||||||||||
Share price (in dollars per share) | $ / shares | $ 0.10 | $ 0.10 | ||||||||||||||||||||||||||||
Preferred stock, shares outstanding | 1,132 | 2,305 | 2,305 | 1,132 | ||||||||||||||||||||||||||
Stock conversion price (in dollars per share) | $ / shares | $ 3.25 | $ 3.25 | ||||||||||||||||||||||||||||
Charge to additional paid in capital for stock dividend | $ | $ 3,211,064 | $ 1,928,084 | ||||||||||||||||||||||||||||
Series C Preferred Stock [Member] | Minimum [Member] | ||||||||||||||||||||||||||||||
Preferred stock dividend rate | 24.95% | |||||||||||||||||||||||||||||
Dividend rate | 24.95% | |||||||||||||||||||||||||||||
Series C Preferred Stock [Member] | Maximum [Member] | ||||||||||||||||||||||||||||||
Preferred stock dividend rate | 34.95% | |||||||||||||||||||||||||||||
Dividend rate | 34.95% | |||||||||||||||||||||||||||||
Series C Preferred Stock [Member] | Institutional Investors [Member] | ||||||||||||||||||||||||||||||
Shares of stock issued on conversion | 10 | 404 | ||||||||||||||||||||||||||||
Number of shares issued | 4,924 | 48,494 | ||||||||||||||||||||||||||||
Value of shares issued on conversion | $ | $ 5,500,000 | |||||||||||||||||||||||||||||
Series C Preferred Stock [Member] | Investor [Member] | ||||||||||||||||||||||||||||||
Number of shares issued | 262 | |||||||||||||||||||||||||||||
Number of shares issued, value | $ | $ 2,500,000 | |||||||||||||||||||||||||||||
Series B Preferred Stock [Member] | ||||||||||||||||||||||||||||||
Shares of stock issued on conversion | 364,508 | |||||||||||||||||||||||||||||
Preferred stock conversion shares | 6,309 | |||||||||||||||||||||||||||||
Preferred stock conversion ratio | 25 | 0.011428 | ||||||||||||||||||||||||||||
Shares issued in acquisition | 552,000 | |||||||||||||||||||||||||||||
Share price (in dollars per share) | $ / shares | $ 25 | |||||||||||||||||||||||||||||
Value of shares issued in acquisition | $ | $ 13,800,000 | |||||||||||||||||||||||||||||
Liquidation preference (in dollars per share) | $ / shares | $ 25 | |||||||||||||||||||||||||||||
Stock dividend recognized | 70 | 1,753 | ||||||||||||||||||||||||||||
Preferred stock, shares outstanding | 408,508 | 44,000 | 44,000 | 44,000 | 44,000 | 408,508 | ||||||||||||||||||||||||
Dividends payable | $ | $ 16,500 | $ 16,500 | ||||||||||||||||||||||||||||
Shares of stock to be issued for paid dividends | 606,764 | 153,191 | 153,191 | 606,764 | ||||||||||||||||||||||||||
Preferred stock dividend rate | 6.00% | |||||||||||||||||||||||||||||
Dividend rate | 6.00% | |||||||||||||||||||||||||||||
Fair value of stock | $ | $ 14,898,038 | |||||||||||||||||||||||||||||
Issuance price of common stock | $ / shares | $ 2,187.50 | $ 2,187.50 | $ 2,187.50 | $ 2,187.50 | ||||||||||||||||||||||||||
Description of dividend payable term | The dividends by way of the issuance of an aggregate of 8 shares of its common stock to the preferred shareholder pursuant to the terms of the designation (which provides that the Shares shall be based on a value of $2,187.50 per share). | |||||||||||||||||||||||||||||
Series B Preferred Stock [Member] | RAD2 [Member] | ||||||||||||||||||||||||||||||
Shares issued in acquisition | 200,000 | |||||||||||||||||||||||||||||
Series B Preferred Stock [Member] | Segundo Resources, LLC (Affiliate of RAD2) [Member] | ||||||||||||||||||||||||||||||
Shares issued in acquisition | 352,000 | |||||||||||||||||||||||||||||
Series A Convertible Preferred Stock [Member] | ||||||||||||||||||||||||||||||
Preferred stock, shares outstanding | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||
Securities Purchase Agreement [Member] | Redeemable Convertible Subordinated Debenture [Member] | Institutional Investors [Member] | ||||||||||||||||||||||||||||||
Shares of stock issued on conversion | 6,523 | |||||||||||||||||||||||||||||
Stock conversion price (in dollars per share) | $ / shares | $ 81.25 | |||||||||||||||||||||||||||||
Original issue discount | 5.00% | |||||||||||||||||||||||||||||
Securities Purchase Agreement [Member] | Redeemable Convertible Subordinated Debenture [Member] | Institutional Investors [Member] | First Warrant [Member] | ||||||||||||||||||||||||||||||
Number of common stock issued upon warrant exercise | 2,215 | |||||||||||||||||||||||||||||
Securities Purchase Agreement [Member] | Series C Preferred Stock [Member] | ||||||||||||||||||||||||||||||
Number of shares issued | 632 | 1,577 | ||||||||||||||||||||||||||||
Number of shares issued, value | $ | $ 6,000,000 | $ 15,000,000 | ||||||||||||||||||||||||||||
Securities Purchase Agreement [Member] | Series C Preferred Stock [Member] | Institutional Investors [Member] | ||||||||||||||||||||||||||||||
Shares of stock issued on conversion | 1,212,326 | (123) | ||||||||||||||||||||||||||||
Value of shares issued on conversion | $ | $ (1,200,000) | |||||||||||||||||||||||||||||
Conversion of shares (shares) | 143 | 394 | ||||||||||||||||||||||||||||
Issuance on shares upon conversion preferred shares | 67,587,868 | |||||||||||||||||||||||||||||
Securities Purchase Agreement [Member] | 6% Series C Redeemable Convertible Preferred Stock [Member] | Institutional Investors [Member] | ||||||||||||||||||||||||||||||
Shares of stock issued on conversion | 64,738 | |||||||||||||||||||||||||||||
Preferred stock dividend rate | 6.00% | |||||||||||||||||||||||||||||
Fair value of preferred shares | $ | $ 5,260,000 | |||||||||||||||||||||||||||||
Number of shares issued | 474 | 53 | 527 | |||||||||||||||||||||||||||
Stock conversion price (in dollars per share) | $ / shares | $ 2,031.25 | |||||||||||||||||||||||||||||
Original issue discount | 5.00% | |||||||||||||||||||||||||||||
Number of shares issued, value | $ | $ 4,736,550 | $ 526,450 | ||||||||||||||||||||||||||||
Proceeds from sale of shares | $ | 4,500,000 | 500,000 | ||||||||||||||||||||||||||||
Stock original issue discount | $ | 236,550 | 263,000 | ||||||||||||||||||||||||||||
Interest expense | $ | $ 26,450 | |||||||||||||||||||||||||||||
Legal fees | $ | $ 514,000 | |||||||||||||||||||||||||||||
Dividend rate | 6.00% | |||||||||||||||||||||||||||||
Securities Purchase Agreement [Member] | Common Stock | Institutional Investors [Member] | ||||||||||||||||||||||||||||||
Shares of stock issued on conversion | 378,464 | |||||||||||||||||||||||||||||
Stock dividend recognized | 5,605,393 | |||||||||||||||||||||||||||||
Funding Agreement [Member] | Vantage Fund [Member] | Warrants [Member] | ||||||||||||||||||||||||||||||
Shares of common stock called by warrants | 1,600,000 | |||||||||||||||||||||||||||||
Warrant exercise price (in dollars per share) | $ / shares | $ 0.25 | |||||||||||||||||||||||||||||
Warrants expired during period | 41,300 | |||||||||||||||||||||||||||||
Convertible Promissory Note Purchase Agreement [Member] | 6% Convertible Promissory Notes [Member] | ||||||||||||||||||||||||||||||
Shares of common stock called by warrants | 4,971 | |||||||||||||||||||||||||||||
Digital Marketing Advisor [Member] | ||||||||||||||||||||||||||||||
Amount payable under agreement | $ | $ 20,000 | |||||||||||||||||||||||||||||
Amount payable under agreement term | $ | $ 50,000 | |||||||||||||||||||||||||||||
Issuance of restricted stock award | 6,000 | |||||||||||||||||||||||||||||
Number of shares issuable under agreement | 4,000 | |||||||||||||||||||||||||||||
Consulting Agreement [Member] | Restricted Stock [Member] | ||||||||||||||||||||||||||||||
Number of shares issued, value | $ | $ 28,000 | |||||||||||||||||||||||||||||
Common Stock Payable | $ | $ 171,000 | $ 171,000 | ||||||||||||||||||||||||||||
Number of common stock issue per month | 8,000 | |||||||||||||||||||||||||||||
[1] | Shares previously held in abeyance until such time as it would not result in the investor exceeding its beneficial ownership limitation (4.99% of the Company's outstanding common stock). | |||||||||||||||||||||||||||||
[2] | Warrants issued in connection with the sale of units in the Company's unit offering in April 2014. The warrants became exercisable on April 21, 2014 and will remain exercisable thereafter until April 21, 2019. |
STOCKHOLDERS' EQUITY (DEFICIT_4
STOCKHOLDERS' EQUITY (DEFICIT) (Details Narrative 1) - USD ($) | Dec. 04, 2018 | Dec. 03, 2018 | Nov. 23, 2018 | Oct. 31, 2018 | Oct. 29, 2018 | Dec. 23, 2016 | Nov. 30, 2018 | Oct. 31, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Mar. 31, 2018 | Sep. 01, 2016 |
Number of shares issued | 1,067,600 | |||||||||||||
Least trading volume on NYSE | $ 10,000,000 | $ 10,000,000 | ||||||||||||
Investor [Member] | ||||||||||||||
Number of shares issued | 100,000 | |||||||||||||
Series C Preferred Stock [Member] | ||||||||||||||
Least trading volume on NYSE | $ 1,000,000 | $ 1,000,000 | ||||||||||||
Average floor price (in dollars per share) | $ 0.10 | $ 0.10 | ||||||||||||
Series C Preferred Stock [Member] | Investor [Member] | ||||||||||||||
Number of shares issued | 262 | |||||||||||||
Number of shares issued, value | $ 2,500,000 | |||||||||||||
Series B Preferred Stock [Member] | ||||||||||||||
Shares of stock issued on conversion | 364,508 | |||||||||||||
Average floor price (in dollars per share) | $ 25 | |||||||||||||
Series B Preferred Stock [Member] | Richard N. Azar II [Member] | ||||||||||||||
Shares of stock issued on conversion | 497 | |||||||||||||
Number of shares issued | 4,166 | |||||||||||||
Number of preferred shares converted | 364,508 | |||||||||||||
Institutional Investors [Member] | Series C Preferred Stock [Member] | ||||||||||||||
Shares of stock issued on conversion | 10 | 404 | ||||||||||||
Number of shares issued | 4,924 | 48,494 | ||||||||||||
True Ups [Member] | ||||||||||||||
Shares of stock issued on conversion | 3,558,843 | |||||||||||||
Securities Purchase Agreement [Member] | Series C Preferred Stock [Member] | ||||||||||||||
Number of shares issued | 632 | 1,577 | ||||||||||||
Number of shares issued, value | $ 6,000,000 | $ 15,000,000 | ||||||||||||
Securities Purchase Agreement [Member] | Institutional Investors [Member] | Series C Preferred Stock [Member] | ||||||||||||||
Shares of stock issued on conversion | 1,212,326 | (123) | ||||||||||||
Shares of stock issued for dividend premium, shares | 8,533,610 | 17,184,686 | ||||||||||||
Number of preferred shares converted | 143 | 394 | ||||||||||||
Face value of preferred stock converted | $ 1,430,000 | $ 3,940,000 | ||||||||||||
Aggregate shares issued for conversion | 67,587,868 | |||||||||||||
October 2017 Purchase Agreement [Member] | Series C Preferred Stock [Member] | ||||||||||||||
Number of shares issued | 633 | |||||||||||||
Number of shares issued, value | $ 6,000,000 | |||||||||||||
October 2017 Purchase Agreement [Member] | Series C Preferred Stock [Member] | Investor [Member] | ||||||||||||||
Number of shares issued | 369 | 423 | 423 | |||||||||||
Number of shares issued, value | $ 3,500,000 | $ 4,000,000 | $ 4,000,000 | |||||||||||
November 2018 Purchase Agreement [Member] | Series C Preferred Stock [Member] | ||||||||||||||
Number of shares issued, value | $ 800,000 | |||||||||||||
November 2018 Purchase Agreement [Member] | Series C Preferred Stock (the "Maximum Shares") | Investor [Member] | ||||||||||||||
Number of shares issued | 2,941 | |||||||||||||
Number of shares issued, value | $ 28,000,000 | |||||||||||||
November 2018 Purchase Agreement [Member] | Series C Preferred Stock (the "Initial Closing") | Investor [Member] | ||||||||||||||
Number of shares issued | 106 | |||||||||||||
Number of shares issued, value | $ 1,000,000 | |||||||||||||
First Amendment [Member] | Series C Preferred Stock [Member] | Investor [Member] | ||||||||||||||
Number of shares issued | 263 | |||||||||||||
Number of shares issued, value | $ 2,500,000 |
SHARE-BASED COMPENSATION (Detai
SHARE-BASED COMPENSATION (Details) | 9 Months Ended |
Dec. 31, 2018$ / sharesshares | |
Options outstanding | |
Exercise price | $ / shares | $ 32,344 |
Remaining Life | 1 year 9 months 18 days |
Options Outstanding | 4 |
Options Exercisable | 4 |
SHARE-BASED COMPENSATION (Det_2
SHARE-BASED COMPENSATION (Details Narrative) - USD ($) | 9 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||
Stock options outstanding (in shares) | 4 | 7,920 |
Stock options outstanding | $ 32,344 | $ 15,930 |
Stock option compensation expense | $ 0 | $ 1,605 |
INCOME (LOSS) PER COMMON SHAR_2
INCOME (LOSS) PER COMMON SHARE (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | |
Earnings Per Share [Abstract] | ||||
Net Income (Loss) | $ (1,586,084) | $ (9,096,809) | $ 18,130,185 | $ (18,391,903) |
Less Preferred Dividends | (1,615,886) | (513,746) | (3,211,064) | (1,231,704) |
Net Income (Loss) Attributable to Common Stockholders | $ (3,201,970) | $ (9,610,555) | $ 14,919,121 | $ (19,623,607) |
Weighted Average Share - Basic | 4,998,262 | 98,303 | 2,335,991 | 69,651 |
Income (Loss) per Share - Basic | $ (0.64) | $ (97.76) | $ 6.39 | $ (281.74) |
Dilutive Effect of Common Stock Equivalents | ||||
Options and Warrants | 617,106 | |||
Series C Preferred Shares | 32,284,833 | |||
Total Weighted average shares - diluted | 4,998,262 | 98,303 | 35,237,930 | 69,651 |
Income (loss) per share - diluted | $ (0.64) | $ (97.76) | $ 0.42 | $ (281.74) |
INCOME (LOSS) PER COMMON SHAR_3
INCOME (LOSS) PER COMMON SHARE (Details 1) - shares | 3 Months Ended | 9 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2017 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Total common Shares Issuable for | 33,356,551 | 24,684,252 | 24,684,252 |
Convertible Debt [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Total common Shares Issuable for | 244 | 244 | |
Options and Warrants [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Total common Shares Issuable for | 1,071,718 | 2,917 | 2,917 |
Series B and C Preferred Shares [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Total common Shares Issuable for | 32,284,833 | 24,681,091 | 24,681,091 |
SUPPLEMENTAL CASH FLOW INFORM_3
SUPPLEMENTAL CASH FLOW INFORMATION (Details) - USD ($) | 9 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Supplemental cash flow information | ||
Interest | $ 842,520 | $ 4,278,788 |
Changes in Accounts Payable for Payments Made on Previously Accrued Capital Expenditures | 547,033 | 4,402 |
Change in Estimate for Asset Retirement Obligation | 35,422 | 13,755 |
Settlement of Common Stock Payable | 200,000 | |
Net Assets and Liabilities Transferred in Rogers Transaction | 11,018,185 | |
Issuance of Restricted Common Stock for Dreeben Loan | 35,900 | |
Stock Dividends Distributable but not Issued | 3,211,064 | 1,231,704 |
Conversion of Convertible Notes and Accrued Interest to Common Stock | 917,104 | 35,000 |
Conversion of Preferred Stock to Common Stock | 122,070 | 1,025 |
Issuance of Common Stock for Common Stock Payable | 59,473 | |
Reversal of Oil and Gas Property | 412,708 | |
Issuance of Stock Dividends | 2,699 | $ 34,837 |
Warrants Issued in Abeyance | $ 308 |
SUBSEQUENT EVENTS (Details Narr
SUBSEQUENT EVENTS (Details Narrative) - USD ($) | Jan. 01, 2019 | Dec. 23, 2016 | Feb. 08, 2019 | Jan. 31, 2019 | Oct. 31, 2018 | Jan. 01, 2019 | Feb. 13, 2019 | Dec. 31, 2018 | Mar. 31, 2018 |
Number of shares issued | 1,067,600 | ||||||||
Common Stock Payable | $ 171,000 | $ 200,000 | |||||||
Investor [Member] | |||||||||
Number of shares issued | 100,000 | ||||||||
Consulting Agreement [Member] | Restricted Stock [Member] | |||||||||
Common Stock Payable | $ 171,000 | ||||||||
Subsequent Event [Member] | Series B Preferred Stock [Member] | |||||||||
Number of common share issued for cash dividend | 7 | 70 | |||||||
Subsequent Event [Member] | Investor [Member] | |||||||||
Number of shares issued | 5,825,585 | ||||||||
Subsequent Event [Member] | Investor [Member] | Series B Preferred Stock [Member] | |||||||||
Number of shares issued | 41,286,732 | ||||||||
Subsequent Event [Member] | Amendment Consulting Agreement [Member] | Regal Consulting [Member] | |||||||||
Consideration to be paid for consulting services | $ 50,000 | ||||||||
Number of restricted shares to be issued under agreement | 50,000 | ||||||||
Subsequent Event [Member] | Digital Marketing Service Provider [Member[Member] | |||||||||
Consideration to be paid for consulting services | $ 50,000 | ||||||||
Number of restricted shares to be issued under agreement | 600,000 | ||||||||
Expense reimbursement payable | $ 6,250 | ||||||||
Subsequent Event [Member] | Consulting Agreement [Member] | Regal Consulting [Member] | |||||||||
Number of restricted common share issued (per month) | 16,000 |