Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Jun. 30, 2019 | Aug. 14, 2019 | |
Document And Entity Information | ||
Entity Registrant Name | CAMBER ENERGY, INC. | |
Entity Central Index Key | 0001309082 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2019 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --03-31 | |
Entity File Number | 001-32508 | |
Entity Reporting Status Current | Yes | |
Entity Interactive Data Current | Yes | |
Entity Incorporation, State or Country Code | NV | |
Entity Smaller Reporting Company | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Filer Category | Non-accelerated Filer | |
Entity Common Stock, Shares Outstanding | 26,128,200 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2020 |
CONSOLIDATED BALANCE SHEETS (Un
CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) | Jun. 30, 2019 | Mar. 31, 2019 |
Current Assets | ||
Cash | $ 6,404,817 | $ 7,778,723 |
Accounts Receivable, Net of Allowance | 124,338 | 129,037 |
Other Current Assets | 146,132 | 263,205 |
Total Current Assets | 6,675,287 | 8,170,965 |
Property and Equipment | ||
Oil and Gas Properties - Subject to Amortization | 50,537,213 | 50,528,953 |
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 | 78,555,772 | 78,547,512 |
Accumulated Depletion, Depreciation, Amortization and Impairment | (78,338,567) | (78,334,324) |
Total Property and Equipment, Net | 217,205 | 213,188 |
Other Assets | 273,519 | 198,519 |
Total Assets | 7,166,011 | 8,582,672 |
Current Liabilities | ||
Accounts Payable | 1,386,287 | 1,521,329 |
Common Stock Payable | 27,690 | 303,340 |
Accrued Expenses | 246,167 | 276,133 |
Current Income Taxes Payable | 3,000 | 3,000 |
Total Current Liabilities | 1,663,144 | 2,103,802 |
Asset Retirement Obligation | 312,069 | 303,809 |
Derivative Liability | 5 | |
Total Liabilities | 1,975,213 | 2,407,616 |
Commitments and Contingencies (see Note 8) | ||
Stockholders' Equity (Deficit) | ||
Common Stock, 250,000,000 Shares Authorized of $0.001 Par Value, 1,952,679 and 672,103 Shares Issued and Outstanding, respectively | 1,953 | 672 |
Additional Paid-in Capital | 150,675,015 | 152,250,964 |
Stock Dividends Distributable | 10,019,895 | 8,141,843 |
Accumulated Deficit | (155,506,067) | (154,218,469) |
Total Stockholders' Equity | 5,190,798 | 6,175,056 |
Total Liabilities and Stockholders' Equity | 7,166,011 | 8,582,672 |
Series C Preferred Stock [Member] | ||
Stockholders' Equity (Deficit) | ||
Preferred stock | $ 2 | 2 |
Series B Preferred Stock [Member] | ||
Stockholders' Equity (Deficit) | ||
Preferred stock | $ 44 |
CONSOLIDATED BALANCE SHEETS (_2
CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - USD ($) | Jun. 30, 2019 | Mar. 31, 2019 |
Common Stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common Stock, authorized | 250,000,000 | 250,000,000 |
Common Stock, issued | 1,952,679 | 672,103 |
Common Stock, outstanding | 1,952,679 | 672,103 |
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 | 0 | 44,000 |
Preferred Stock, outstanding | 0 | 44,000 |
Series C Preferred Stock [Member] | ||
Preferred Stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred Stock, authorized | 5,000 | 5,000 |
Preferred Stock, issued | 2,305 | 2,305 |
Preferred Stock, outstanding | 2,305 | 2,305 |
Preferred Stock, liquidation preference | $ 23,050,000 | $ 23,050,000 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) | 3 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Net Operating Revenues | ||
Crude Oil | $ 93,699 | $ 200,069 |
Natural Gas | 7,204 | 473,513 |
Natural Gas Liquids | 20,448 | 1,021,114 |
Total Revenues | 121,351 | 1,694,696 |
Operating Expenses | ||
Lease Operating Expenses | 123,557 | 1,411,667 |
Severance and Property Taxes | 2,574 | 82,760 |
Depreciation, Depletion, Amortization, and Accretion | 4,242 | 327,200 |
Impairment of Oil and Gas Properties | 531,657 | |
General and Administrative | 1,331,991 | 1,883,049 |
Total Operating Expenses | 1,462,364 | 4,236,333 |
Operating Loss | (1,341,013) | (2,541,637) |
Other Expense (Income) | ||
Interest Expense | 847 | 965,296 |
Other Expense (Income), Net | (54,262) | 5,164 |
Total Other (Income) Expenses | (53,415) | 970,460 |
Net Loss | $ (1,287,598) | $ (3,512,097) |
Net Loss Per Common Share | ||
Basic and Diluted | $ (4.13) | $ (277.10) |
Weighted Average Number of Common Shares Outstanding | ||
Basic and Diluted | 767,389 | 15,202 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT) (Unaudited) - USD ($) | Series A Preferred Stock [Member] | Series B Preferred Stock [Member] | Series C Preferred Stock [Member] | Common Stock [Member] | Additional Paid-In Capital [Member] | Stock Dividend Distributable [Member] | Accumulated Deficit [Member] | Total |
Balance at beginning at Mar. 31, 2018 | $ 409 | $ 1 | $ 9 | $ 141,429,932 | $ 2,467,910 | $ (170,861,622) | $ (26,963,361) | |
Balance at beginning (in Shares) at Mar. 31, 2018 | 408,508 | 1,132 | 9,214 | |||||
Common Shares issued for: | ||||||||
Conversion of Series C Preferred Stock | $ 16 | (16) | ||||||
Conversion of Series C Preferred Stock (in shares) | (251) | 16,227 | ||||||
Payment of Series B Dividend | 1,348 | (1,348) | ||||||
Payment of Series B Dividend (in shares) | 3 | |||||||
Share-Based Compensation | 343,730 | 343,730 | ||||||
Conversion of Debenture (in shares) | 227 | |||||||
Warrants - Abeyance | $ 1 | (1) | ||||||
Warrants - Abeyance (in shares) | 493 | |||||||
Issuance of Series C Preferred Stock for Cash Proceeds | 2,000,000 | 2,000,000 | ||||||
Issuance of Series C Preferred Stock for Cash Proceeds (in shares) | 210 | |||||||
Stock Dividends to be Issued | (698,996) | 698,996 | ||||||
Net Loss | (3,512,097) | (3,512,097) | ||||||
Balance at end at Jun. 30, 2018 | $ 409 | $ 1 | $ 26 | 143,075,997 | 3,165,558 | (174,373,719) | (28,131,728) | |
Balance at end (in Shares) at Jun. 30, 2018 | 408,508 | 1,091 | 26,614 | |||||
Balance at beginning at Mar. 31, 2019 | $ 44 | $ 2 | $ 672 | 152,250,964 | 8,141,843 | (154,218,469) | 6,175,056 | |
Balance at beginning (in Shares) at Mar. 31, 2019 | 44,000 | 2,305 | 672,103 | |||||
Common Shares issued for: | ||||||||
Conversion of Series B Preferred Stock | $ (44) | 44 | ||||||
Conversion of Series B Preferred Stock (in shares) | (44,000) | 20 | ||||||
Rounding Adjustment for Split | $ 1 | (1) | ||||||
Rounding Adjustment for Split (in shares) | 154 | |||||||
Payment of Series B Dividend | 3 | (3) | ||||||
Conversion of Debenture | $ 1,250 | (1,250) | ||||||
Conversion of Debenture (in shares) | 1,250,401 | |||||||
Payment for Consulting Fees | $ 30 | 303,310 | 303,340 | |||||
Payment for Consulting Fees (in shares) | 30,000 | |||||||
Stock Dividends to be Issued | (1,878,055) | 1,878,055 | ||||||
Net Loss | (1,287,598) | (1,287,598) | ||||||
Balance at end at Jun. 30, 2019 | $ 2 | $ 1,953 | $ 150,675,015 | $ 10,019,895 | $ (155,506,067) | $ 5,190,798 | ||
Balance at end (in Shares) at Jun. 30, 2019 | 2,305 | 1,952,679 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) | 3 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Cash Flows from Operating Activities | ||
Net Loss | $ (1,287,598) | $ (3,512,097) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation, Depletion, Amortization and Accretion | 4,242 | 327,200 |
Impairment of Oil and Gas Properties | 531,657 | |
Bad debt Expense | 17,694 | |
Share-Based Compensation | 27,690 | 343,730 |
Change in Fair Value of Derivative Liability | (5) | 252,709 |
Changes in operating assets and liabilities: | ||
Accounts Receivable | (12,995) | (36,091) |
Other Current Assets | 117,073 | 228,733 |
Accounts Payable and Accrued Expenses | (165,007) | 617,852 |
Net Cash Used in Operating Activities | (1,298,906) | (1,246,307) |
Cash Flows from Investing Activities | ||
Cash Paid for Oil and Gas Property Development Costs | (763,266) | |
Cash Paid for Deposits | (75,000) | (141,009) |
Net Cash Used in Investing Activities | (75,000) | (904,275) |
Cash Flows from Financing Activities | ||
Proceeds from Issuance of Series C Preferred Stock | 2,000,000 | |
Net Cash Provided by Financing Activities | 2,000,000 | |
Decrease in Cash and Restricted Cash | (1,373,906) | (150,582) |
Cash and Restricted Cash at Beginning of the Period | 7,778,723 | 789,151 |
Cash and Restricted Cash at End of the Period | $ 6,404,817 | $ 638,569 |
GENERAL
GENERAL - $ / Boe | 3 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
GENERAL | NOTE 1 – GENERAL On July 9, 2019, Camber Energy, Inc. (“ Camber Company Lineal Note 15 – Subsequent Events Subsequent to the sale of its assets in Oklahoma to N&B Energy, LLC (“ N&B Energy Note 2 – Liquidation and Going Concern Considerations The accompanying unaudited interim consolidated financial statements 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, 2019. 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 2019 as reported in the Form 10-K have been omitted. On March 1, 2018, the Company filed a Certificate of Amendment to the Company’s 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 every 25 shares of outstanding common stock into one new share, with no change in authorized shares or par value per share. On December 20, 2018, the Company filed a Certificate of Change with the Secretary of State of Nevada to effect another 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 every 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. Effective on April 10, 2019, 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 20,000,000 shares to 250,000,000 shares. On July 3, 2019, the Company filed a Certificate of Amendment to the Company’s Articles of Incorporation with the Secretary of State of Nevada to effect another 1-for-25 reverse stock split of all outstanding common stock shares of the Company. The reverse stock split was effective on July 8, 2019. The effect of the reverse stock split was to combine every 25 shares of outstanding common stock into one new share, with no change in authorized shares (250,000,000 shares of common stock) or par value per share, and to reduce the number of common stock shares outstanding from approximately 53.9 million shares to approximately 2.2 million shares (prior to rounding). Proportional adjustments were made to the conversion and exercise prices of the Company’s outstanding convertible preferred stock, warrants and stock options, and to the number of shares issued and issuable under the Company’s stock incentive plans in connection with each of the reverse splits described above. The reverse stock splits did not affect any stockholder’s ownership percentage of the Company’s common stock, except to the limited extent that the reverse stock splits resulted in any stockholder 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, options and warrants to purchase common stock and per share amounts contained in the financial statements, in accordance with SAB TOPIC 4C, have been retroactively adjusted to reflect the reverse splits for all periods presented. | |
[us-gaap:AmortizationExpensePerPhysicalUnitOfProduction] | 1.21 | 4.36 |
LIQUIDITY AND GOING CONCERN CON
LIQUIDITY AND GOING CONCERN CONSIDERATIONS | 3 Months Ended |
Jun. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
LIQUIDITY AND GOING CONCERN CONSIDERATIONS | NOTE 2 – LIQUIDITY AND GOING CONCERN CONSIDERATIONS At June 30, 2019, the Company’s total current assets of $6.7 million exceeded its total current liabilities of approximately $1.7 million, resulting in working capital of $5.0 million, while at March 31, 2019, the Company’s total current assets of $8.2 million exceeded its total current liabilities of approximately $2.1 million, resulting in working capital of $6.1 million. The $1.1 million decrease in working capital is primarily related to general and administrative costs incurred during the quarter ended June 30, 2019, including costs related to the Lineal acquisition. Management believes that with the elimination of its outstanding debt and the funds raised through equity transactions, along with revenues the Company anticipates generating through Lineal, the Company has sufficient capital to fund operating costs and planned capital expenditures through the end of August 2020. Additionally, moving forward, management intends to use a portion of the Company’s working capital (including $4 million which was set aside for acquisitions as of the closing of the Lineal transaction) to facilitate other targeted acquisitions and mergers. If additional financing is required to consummate transactions, management intends to seek additional equity and debt financing, as needed, of which no financing arrangements are currently in place. As discussed in “ Note 6 – Notes Payable and Debenture Acquisition IBC IBC Bank Assumption Agreement Assumption Agreement During the three months ended June 30, 2019 and 2018, the Company sold 0 and 210 shares of Series C Preferred Stock pursuant to the terms of an October 2017 Stock Purchase Agreement, for total consideration of $0 and $2 million, respectively. 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 N&B Energy Disposed Assets Assumption Agreement On September 26, 2018, the Company entered into an Assumption Agreement (the “ Assumption Agreement CE Operating Azar Seay RAD2 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 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 an Assignment of Production Payment and Assignment of Overriding Royalty Interests. The effective date of the Sale Agreement is August 1, 2018. The Assets were assigned “ as is 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 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 | 3 Months Ended |
Jun. 30, 2019 | |
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, 2019 Annual Report on Form 10-K. There have been no changes to the Company’s significant accounting policies since March 31, 2019 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 Accounting Standards Codification (ASC) 2014-09, “ Revenue from Contracts with Customers (Topic 606) Note 9 – Revenue from Contracts with Customers In November 2016, the Financial Accounting Standards Board (“ FASB ASU Following is a summary of cash and cash equivalents and restricted cash: June 30, March 31, Cash, cash equivalents and restricted cash $ 6,404,817 $ 7,778,723 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 outputs Revenue from Contracts with Customers In May 2017, the FASB issued ASU 2017-09, “ Compensation-Stock Compensation (Topic 718): Scope of Modification Accounting In February 2016, the FASB issued ASU No. 2016.02 “ Leases (Topic 842) Leases (Topic 842): Targeted Improvements In addition, the Company elected practical expedients provided by the new standard, and the Company has elected to not reassess its prior conclusions about lese identification, lease classification, and initial direct costs and to retain off-balance sheet treatment of short-term leases (i.e., 12 months or less which do not contain purchase options that the Company is reasonable likely to exercise). As a result of the short-term expedient election, the Company does not have leases that require the recording of a net lease asset and lease liability on the Company’s consolidated balance sheet or have a material impact on consolidated earnings or cash flows as of June 30, 2019. Moving forward, the Company will evaluate any new lease commitments for application of topic 842. In August 2018, the FASB issued ASU 2018-13, “ Disclosure Framework: Changes to the Disclosure Requirements for Fair Value Measurement, Recently Issued Accounting Pronouncements The Company does not believe that any 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 | 3 Months Ended |
Jun. 30, 2019 | |
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 $1.21 and $4.36 per barrel of oil equivalent for the three months ended June 30, 2019 and 2018, respectively. All of Camber’s oil and natural gas properties are located in the United States. Costs being amortized at June 30, 2019 and March 31, 2019 are as follows: At June 30, 2019 At March 31, 2019 Oil and gas properties subject to amortization $ 50,352,306 $ 50,352,306 Oil and gas properties not subject to amortization 28,016,989 28,016,989 Capitalized asset retirement costs 184,907 176,649 Total oil & natural gas properties 78,554,202 78,545,944 Accumulated depreciation, depletion, and impairment (78,337,739 ) (78,333,628 ) Net Capitalized Costs $ 216,463 $ 212,316 Impairments For the three months ended June 30, 2019, the Company recorded no impairments. For the three months ended June 30, 2018, the Company recorded impairments totaling $531,657 which were due to lease expirations. Additions and Depletion During the three months ended June 30, 2019 and 2018, the Company incurred costs of approximately, $0 and $0.8 million, respectively, for technical and other capital enhancements to extend the lives of the Company’s wells. Additionally, the Company recorded approximately $4,000 and $325,000 for depletion for the three months ended June 30, 2019 and 2018, respectively. Disposition of Oil and Natural Gas Properties 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 Disposed Assets Capital Leases During March and April 2018, the Company purchased certain equipment pursuant to capital leases. 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 Office Lease In February 2016, the FASB issued ASU No. 2016.02 “ Leases (Topic 842) Leases (Topic 842): Targeted Improvements In addition, the Company elected practical expedients provided by the new standard, and the Company has elected to not reassess its prior conclusions about lese identification, lease classification, and initial direct costs and to retain off-balance sheet treatment of short-term leases (i.e., 12 months or less which do not contain purchase options that the Company is reasonable likely to exercise). As a result of the short-term expedient election, the Company does not have leases that require the recording of a net lease asset and lease liability on the Company’s consolidated balance sheet or have a material impact on consolidated earnings or cash flows as of June 30, 2019. Moving forward, the Company will evaluate any new lease commitments for application of topic 842. In October 2018, the Company entered into a settlement agreement for the unexpired lease term of the Houston office and agreed to pay the landlord $100,000 plus $10,000 per month for each of the next 20 months. In the event that an aggregate of $150,000 was paid by April 15, 2019, in addition to the $100,000 payment made in October 2018, the remaining $50,000 of payments would be forgiven and waived. The Company made the payments prior to March 31, 2019, resulting in no remaining unpaid amounts at March 31, 2019. 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 from RAD2 Minerals, Ltd., an entity owned and controlled by Mr. Azar, the Company’s former Interim Chief Executive Officer and former Director. Monthly rent through December 2017 was $5,000 per month, increasing to $7,500 per month effective January 2018. The lease agreement was terminated effective June 30, 2018. The Company agreed under a verbal contract to lease the same space on a month-to-month basis for $2,500 per month beginning effective July 1, 2018, which was terminated July 31, 2018. Effective August 1, 2018 entered into a month-to-month lease at 1415 Louisiana, Suite 3500 Houston, Texas 77002. The entity providing use of the space without charge is affiliated with the Company’s Chief Financial Officer. |
ASSET RETIREMENT OBLIGATIONS
ASSET RETIREMENT OBLIGATIONS | 3 Months Ended |
Jun. 30, 2019 | |
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 future retirement of oil and natural gas properties for the three-month periods ended June 30, 2019 and 2018, respectively. 2019 2018 Carrying amount at beginning of year $ 303,809 $ 979,159 Accretion 2 2,264 Revisions of previous estimates 8,258 3,942 Carrying amount at end of year $ 312,069 $ 985,365 |
NOTES PAYABLE AND DEBENTURE
NOTES PAYABLE AND DEBENTURE | 3 Months Ended |
Jun. 30, 2019 | |
Debt Disclosure [Abstract] | |
NOTES PAYABLE AND DEBENTURE | NOTE 6 – NOTES PAYABLE AND DEBENTURE The Company had no notes payable or debenture outstanding as of June 30, 2019 or March 31, 2019. Debenture On October 31, 2018, an accredited institutional investor, Discover Growth Fund (“ Discover Loan Agreement with International Bank of Commerce (“IBC”) As of June 30, 2018, the Company was not in compliance with certain covenants of its $40 million loan agreement with IBC. Since the Company was in default of the terms of the loan, 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 $460,000 in accrued interest as of June 30, 2018 related to this note. On September 26, 2018, the Company entered into the Assumption Agreement (See “ Note 2 – Liquidity and Going Concern Considerations – N&B Energy Asset Disposition Agreement – Assumption Agreement IBC Obligations 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. |
DERIVATIVE LIABILITY
DERIVATIVE LIABILITY | 3 Months Ended |
Jun. 30, 2019 | |
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 Lower Price Activities for derivative warrant instruments during the three months ended June 30, 2019 and 2018 were as follows: 2019 2018 Carrying amount at beginning of period $ 5 $ 5 Change in fair value (5 ) — Carrying amount at end of period $ — $ 5 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 June 30, 2018 include (1) discount rate of 1.91%, (2) expected term of .81 years, (3) expected volatility of 145.70%, and (4) zero expected dividends. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Jun. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 8 – COMMITMENTS AND CONTINGENCIES 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. 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 and intends to vehemently defend itself against the allegations. Rubenstein Matter On September 28, 2017, Aaron Rubenstein, a purported stockholder 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 plaintiffs’ claims in December 2018, which resulted in the dismissal of the claims. Petroglobe Energy Holdings, LLC and Signal Drilling, LLC In March 2019, Petroglobe Energy Holdings, LLC and Signal Drilling, LLC sued the Company in the 316 th Apache Corporation In December 2018, Apache Corporation (“ Apache N&B Energy On June 12, 2019, N&B Energy filed a petition in the District Court for the 285 th Settlement with Prior Chief Executive Officer. |
REVENUE FROM CONTRACTS WITH CUS
REVENUE FROM CONTRACTS WITH CUSTOMERS | 3 Months Ended |
Jun. 30, 2019 | |
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) Note 3 – Summary of Significant Accounting Policies 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 months ended June 30, 2019 and 2018: June 30, 2019 June 30, 2018 Oil sales $ 93,699 $ 200,069 Natural gas sales 7,204 473,513 Natural gas liquids sales 20,448 1,012,114 Total revenue from customers $ 121,351 $ 1,694,696 |
INCOME TAXES
INCOME TAXES | 3 Months Ended |
Jun. 30, 2019 | |
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 percent for the 2020 and 2019 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 three months ended June 30, 2019 and 2018. |
STOCKHOLDERS' EQUITY (DEFICIT)
STOCKHOLDERS' EQUITY (DEFICIT) | 3 Months Ended |
Jun. 30, 2019 | |
Equity [Abstract] | |
STOCKHOLDERS' EQUITY (DEFICIT) | NOTE 11 – STOCKHOLDERS’ EQUITY (DEFICIT) Common Stock On April 20, 2018, Discover was issued 227 shares of common stock as a result of true-ups in connection with the August 23, 2017 conversion of $35,000 of the principal amount of the debenture held by Discover. During the quarter ended June 30, 2018, the Company issued a stock dividend on the Series B Preferred Stock consisting of 3 shares (with fair value $877 based on a share price of $312.50 per share at June 30, 2018) of the Company’s common stock. Due to the fact that the Company is in a retained deficit position, the Company recognized a charge to additional paid in-capital of $877 and stock dividends distributable but not issued based on the par value of the common stock issued. During the quarter ended June 30, 2018, the Company issued 3 shares to settle a stock dividend accrued on Series B Preferred Stock. 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, for monthly consideration of $28,000 and 320 restricted shares of the Company’s common stock. In January 2019, the Company issued 640 shares of restricted common stock to Regal Consulting for the months of November and December 2018, which shares were issued during the year ended March 31, 2019. 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. 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 2,000 restricted shares of common stock per month (the “ Regal Shares On February 13, 2019, the Company entered into a letter agreement with SylvaCap Media (“ SylvaCap SylvaCap Shares Series A Convertible Preferred Stock As of June 30, 2019 and March 31, 2019, the Company had no Series A Convertible Preferred Stock issued or outstanding. Series B Redeemable Convertible Preferred Stock As of June 30, 2019 and March 31, 2019, there were 0 and 44,000 shares of Series B Preferred Stock outstanding, respectively, 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 1/15,625 of one vote. During the quarter ended June 30, 2018, the Company issued a stock dividend on the Series B Preferred Stock consisting of 3 shares of the Company’s common stock as described above. On May 15, 2019, the Company entered into a conversion agreement with the then holder of all 44,000 shares of the Company’s then outstanding Series B Preferred Stock. Pursuant to the Conversion Agreement, all of the Series B Preferred Stock was converted into 20 shares of the Company’s common stock pursuant to the stated terms of such Series B Preferred Stock, in consideration for $25,000 in cash, which payment had not been made as of June 30, 2019. The holder also provided the Company a release in connection with certain of his rights under the Series B Preferred Stock (including any and all accrued and unpaid dividends) and certain other matters. Series C Redeemable Convertible Preferred Stock During the three months ended June 30, 2018, the Company sold 210 shares of Series C Preferred Stock pursuant to the terms of an October 2017 Stock Purchase Agreement, for total consideration of $0 and $2 million, respectively. As of June 30, 2019 and 2018, there were 2,305 and 1,091 shares of Series C Preferred Stock outstanding, respectively. During the quarter ended June 30, 2018, Discover converted 251 shares of the Series C Preferred Stock with a face value of $2.51 million and a total of 16,227 shares of common stock were issued, which includes additional shares for conversion premiums and true ups in connection with those conversions. As of June 30, 2019 and March 31, 2019, the Company accrued common stock dividends on the Series C Preferred Stock based on the then 34.95% premium dividend rate. The Company recognized a total charge to additional paid-in capital and stock dividends distributable but not issued of $1,878,055 and $700,344 related to the stock dividend declared but not issued for the quarters ended June 30, 2019 and 2018, respectively. Warrants The following is a summary of the Company’s outstanding warrants at June 30, 2019: Warrants Exercise Expiration Intrinsic Value at Outstanding Price ($) Date June 30, 2019 8 (1) 23,437.50 April 26, 2021 $ — 102 (2) 3,906.25 June 12, 2022 — 1,600 (3) 243.75 May 24, 2023 — 1,710 $ — (1) 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. (2) 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. (3) Warrants issued in connection with the Severance Agreement with Richard N. Azar II. The warrants were exercisable on the grant date (May 25, 2018) and remain exercisable until May 24, 2023. |
SHARE-BASED COMPENSATION
SHARE-BASED COMPENSATION | 3 Months Ended |
Jun. 30, 2019 | |
Share-based Payment Arrangement [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 June 30, 2019 and March 31, 2019, the Company had 2 stock options outstanding with a weighted average exercise price of $808,594. Of the Company’s outstanding options, no options were exercised or forfeited during the three months ended June 30, 2019. Additionally, no stock options were granted during the three months ended June 30, 2019. Compensation expense related to stock options during the three-month periods ended June 30, 2019 and 2018 was $0. Options outstanding and exercisable at June 30, 2019 and March 31, 2019 had no intrinsic value, respectively. The intrinsic value is based upon the difference between the market price of Camber’s common stock on the date of exercise and the grant price of the stock options. As of June 30, 2019 and March 31, 2019, there was no remaining unrecognized share-based compensation expense related to all non-vested stock options. Options outstanding and exercisable as of June 30, 2019: Exercise Remaining Options Options Price ($) Life (Yrs.) Outstanding Exercisable 808,594 1.3 2 2 Total 2 2 |
LOSS PER COMMON SHARE
LOSS PER COMMON SHARE | 3 Months Ended |
Jun. 30, 2019 | |
Earnings Per Share [Abstract] | |
LOSS PER COMMON SHARE | NOTE 13 – LOSS PER COMMON SHARE For the three months ended June 30, 2019 and 2018, respectively, all stock options and warrants are considered anti-dilutive. The calculation of loss per share for the three months ended June 30, 2019 and 2018 are as follows: Three Months Ended June 30, 2019 2018 Numerator: Net Loss $ (1,287,598 ) $ (3,512,097 ) Less Preferred Dividends (1,878,055 ) (700,344 ) Loss Attributable to Common Stockholders $ (3,165,653 ) $ (4,212,441 ) Denominator Weighted Average Common Shares – Basic and Diluted 767,389 15,202 Loss per Common Share – Basic and Diluted $ (4.13 ) $ (277.10 ) |
SUPPLEMENTAL CASH FLOW INFORMAT
SUPPLEMENTAL CASH FLOW INFORMATION | 3 Months Ended |
Jun. 30, 2019 | |
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 for the three months ended June 30, 2019 and 2018: 2019 2018 Interest $ 847 $ 220,881 Income taxes $ — $ — Non-cash investing and financing activities for three months ended June 30, 2019 and 2018 included the following: Three Months Ended June 30, 2019 2018 Increase in Accounts Payable for Accrued Capital Expenditures $ — $ 744,803 Issuance of Common Stock of Prior Conversion of Convertible Notes $ 1,250 $ 1 Change in Estimate for Asset Retirement Obligations $ 8,260 $ 3,942 Issuance of Common Stock for Common Stock Payable $ 303,340 $ — Stock Dividends Distributable but not Issued $ 1,878,055 $ 698,996 Issuance of Stock Dividends $ 3 $ 1,348 Conversion of Preferred Stock B to Common Stock $ 44 $ — Conversion of Preferred Stock C to Common Stock $ — $ 16 Warrants Issued in Abeyance $ — $ — |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Jun. 30, 2019 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 15 – SUBSEQUENT EVENTS From to July 1, 2019, through July 8, 2019, Discover was issued an aggregate of 203,274 shares of common stock in connection with true-ups associated with the October 2018 conversion, by Discover, of the Debenture, and as of July 8, 2019, Discover was not due any further shares for true ups of amounts converted pursuant to the Debenture. On July 9, 2019, Discover converted 1 share of the Series C Preferred Stock into a total of 24,541,924 shares of common stock (including shares due for true-ups). A total of 215,000 of such shares were issued to Discover in connection with the initial conversion, and the remaining shares were held in abeyance subject to Discover’s 9.99% ownership limitation, to be issued from time to time, at the request of Discover, of which 3,273,947 total shares had been issued through August 14, 2019 and the remainder of the shares were held in abeyance subject to Discover’s 9.99% ownership limitation, to be issued from time to time, at the request of Discover. On July 19, 2019, an accredited institutional investor, Discover Growth Fund LLC, which purchased shares of Series C Preferred Stock from us in December 2018 (“ Discover Growth On July 2, 2019, the Company received notification from the NYSE American LLC that it was not in compliance with certain NYSE American continued listing standards as the Company’s securities had been selling for a low price per share for a substantial period of time. The Company has until January 2, 2020 to comply with the NYSE American rules and the the Company completed the Reverse Stock Split discussed below on July 8, 2019 in connection with such deficiency letter. On July 8, 2019 (the “ Closing Date Plan of Merger Merger Merger Sub Lineal Lineal Members In connection with the Plan of Merger the Company entered into several other agreements, including (a) a Security Exchange Agreement dated July 8, 2019 (the “ Exchange Agreement Funding Agreement Note Also as part of the Merger, the Company designated three new series of preferred stock, (1) Series D Convertible Preferred Stock (the “ Series D Preferred Stock Series D Designation Series E Preferred Stock Series E Designation Series F Preferred Stock Series F Designation Series E and F Preferred Stock Series C Preferred Stock Series C Designation The result of the Plan of Merger, Series D Designation and Series E Designation, will be that, effective upon the date that the stockholders of the Company have approved the Plan of Merger and issuance of shares in connection therewith (the “ Stockholder Approval Series E Redeemable Convertible Preferred Stock Pursuant to the Plan of Merger, Merger Sub merged with and into Lineal, with Lineal continuing as the surviving entity in the Merger and as a wholly-owned subsidiary of the Company. Deposit The Funding Agreement also required the Company to fund $1,050,000 in immediately available funds to Lineal (the “ Loan In the event the Stockholder Approval has been received, the Note and all principal and interest due thereunder will be automatically forgiven by the Company. On July 3, 2019, the Company entered into an Indemnification Agreement with each of its then officers and directors. The terms of the Plan of Merger, and the designations of the preferred stock are described in greater detail in the Company’s Current Report on Form 8-K and Form 8-K/A filed with the Securities and Exchange Commission on July 9, 2019 and July 10, 2019, respectively. On July 8, 2019, the Company amended the terms of (a) that certain amended consulting agreement with Regal Consulting, as originally entered into on November 15, 2018 and amended on February 13, 2019, and effective January 31, 2019; and (b) that certain letter agreement with SylvaCap Media, entered into on February 13, 2019, to change the terms thereof to be through October 1, 2019 and November 12, 2019, respectively (i.e., to terminate the prior language which provided for such agreements to terminate upon an acquisition transaction). |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Jun. 30, 2019 | |
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 Accounting Standards Codification (ASC) 2014-09, “ Revenue from Contracts with Customers (Topic 606) Note 9 – Revenue from Contracts with Customers In November 2016, the Financial Accounting Standards Board (“ FASB ASU Following is a summary of cash and cash equivalents and restricted cash: June 30, March 31, Cash, cash equivalents and restricted cash $ 6,404,817 $ 7,778,723 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 outputs Revenue from Contracts with Customers In May 2017, the FASB issued ASU 2017-09, “ Compensation-Stock Compensation (Topic 718): Scope of Modification Accounting In February 2016, the FASB issued ASU No. 2016.02 “ Leases (Topic 842) Leases (Topic 842): Targeted Improvements In addition, the Company elected practical expedients provided by the new standard, and the Company has elected to not reassess its prior conclusions about lese identification, lease classification, and initial direct costs and to retain off-balance sheet treatment of short-term leases (i.e., 12 months or less which do not contain purchase options that the Company is reasonable likely to exercise). As a result of the short-term expedient election, the Company does not have leases that require the recording of a net lease asset and lease liability on the Company’s consolidated balance sheet or have a material impact on consolidated earnings or cash flows as of June 30, 2019. Moving forward, the Company will evaluate any new lease commitments for application of topic 842. In August 2018, the FASB issued ASU 2018-13, “ Disclosure Framework: Changes to the Disclosure Requirements for Fair Value Measurement, Recently Issued Accounting Pronouncements The Company does not believe that any 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) | 3 Months Ended |
Jun. 30, 2019 | |
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 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) | 3 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
Schedule of cash and cash equivalents and restricted cash | Following is a summary of cash and cash equivalents and restricted cash: June 30, March 31, Cash, cash equivalents and restricted cash $ 6,404,817 $ 7,778,723 |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 3 Months Ended |
Jun. 30, 2019 | |
Property and Equipment | |
Schedule of oil and natural gas properties | All of Camber’s oil and natural gas properties are located in the United States. Costs being amortized at June 30, 2019 and March 31, 2019 are as follows: At June 30, 2019 At March 31, 2019 Oil and gas properties subject to amortization $ 50,352,306 $ 50,352,306 Oil and gas properties not subject to amortization 28,016,989 28,016,989 Capitalized asset retirement costs 184,907 176,649 Total oil & natural gas properties 78,554,202 78,545,944 Accumulated depreciation, depletion, and impairment (78,337,739 ) (78,333,628 ) Net Capitalized Costs $ 216,463 $ 212,316 |
ASSET RETIREMENT OBLIGATIONS (T
ASSET RETIREMENT OBLIGATIONS (Tables) | 3 Months Ended |
Jun. 30, 2019 | |
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 future retirement of oil and natural gas properties for the three-month periods ended June 30, 2019 and 2018, respectively. 2019 2018 Carrying amount at beginning of year $ 303,809 $ 979,159 Accretion 2 2,264 Revisions of previous estimates 8,258 3,942 Carrying amount at end of year $ 312,069 $ 985,365 |
DERIVATIVE LIABILITIES (Tables)
DERIVATIVE LIABILITIES (Tables) | 3 Months Ended |
Jun. 30, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of activity for derivative warrant instruments | Activities for derivative warrant instruments during the three months ended June 30, 2019 and 2018 were as follows: 2019 2018 Carrying amount at beginning of period $ 5 $ 5 Change in fair value (5 ) — Carrying amount at end of period $ — $ 5 |
REVENUE FROM CONTRACTS WITH C_2
REVENUE FROM CONTRACTS WITH CUSTOMERS (Tables) | 3 Months Ended |
Jun. 30, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of disaggregates revenue | The following table disaggregates revenue by significant product type for the three months ended June 30, 2019 and 2018: June 30, 2019 June 30, 2018 Oil sales $ 93,699 $ 200,069 Natural gas sales 7,204 473,513 Natural gas liquids sales 20,448 1,012,114 Total revenue from customers $ 121,351 $ 1,694,696 |
STOCKHOLDERS' EQUITY (DEFICIT)
STOCKHOLDERS' EQUITY (DEFICIT) (Tables) | 3 Months Ended |
Jun. 30, 2019 | |
Equity [Abstract] | |
Schedule of outstanding warrants | The following is a summary of the Company’s outstanding warrants at June 30, 2019: Warrants Exercise Expiration Intrinsic Value at Outstanding Price ($) Date June 30, 2019 8 (1) 23,437.50 April 26, 2021 $ — 102 (2) 3,906.25 June 12, 2022 — 1,600 (3) 243.75 May 24, 2023 — 1,710 $ — (1) 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. (2) 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. (3) Warrants issued in connection with the Severance Agreement with Richard N. Azar II. 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) | 3 Months Ended |
Jun. 30, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of options outstanding and exercisable | Options outstanding and exercisable as of June 30, 2019: Exercise Remaining Options Options Price ($) Life (Yrs.) Outstanding Exercisable 808,594 1.3 2 2 Total 2 2 |
LOSS PER COMMON SHARE (Tables)
LOSS PER COMMON SHARE (Tables) | 3 Months Ended |
Jun. 30, 2019 | |
Earnings Per Share [Abstract] | |
Schedule of earnings (loss) per share | For the three months ended June 30, 2019 and 2018, respectively, all stock options and warrants are considered anti-dilutive. The calculation of loss per share for the three months ended June 30, 2019 and 2018 are as follows: Three Months Ended June 30, 2019 2018 Numerator: Net Loss $ (1,287,598 ) $ (3,512,097 ) Less Preferred Dividends (1,878,055 ) (700,344 ) Loss Attributable to Common Stockholders $ (3,165,653 ) $ (4,212,441 ) Denominator Weighted Average Common Shares – Basic and Diluted 767,389 15,202 Loss per Common Share – Basic and Diluted $ (4.13 ) $ (277.10 ) |
SUPPLEMENTAL CASH FLOW INFORM_2
SUPPLEMENTAL CASH FLOW INFORMATION (Tables) | 3 Months Ended |
Jun. 30, 2019 | |
Supplemental Cash Flow Elements [Abstract] | |
Schedule of supplemental cash flow information | Net cash paid for interest and income taxes was as follows for the three months ended June 30, 2019 and 2018: 2019 2018 Interest $ 847 $ 220,881 Income taxes $ — $ — Non-cash investing and financing activities for three months ended June 30, 2019 and 2018 included the following: Three Months Ended June 30, 2019 2018 Increase in Accounts Payable for Accrued Capital Expenditures $ — $ 744,803 Issuance of Common Stock of Prior Conversion of Convertible Notes $ 1,250 $ 1 Change in Estimate for Asset Retirement Obligations $ 8,260 $ 3,942 Issuance of Common Stock for Common Stock Payable $ 303,340 $ — Stock Dividends Distributable but not Issued $ 1,878,055 $ 698,996 Issuance of Stock Dividends $ 3 $ 1,348 Conversion of Preferred Stock B to Common Stock $ 44 $ — Conversion of Preferred Stock C to Common Stock $ — $ 16 Warrants Issued in Abeyance $ — $ — |
GENERAL (Details Narrative)
GENERAL (Details Narrative) | Apr. 10, 2019shares | Dec. 20, 2018shares | Aug. 01, 2018USD ($) | Jun. 30, 2019shares | Apr. 09, 2019shares | Mar. 31, 2019shares | Dec. 19, 2018shares |
Reverse stock split ratio | 0.04 | 0.04 | |||||
Common stock, authorized | 20,000,000 | 200,000,000 | 250,000,000 | 20,000,000 | 250,000,000 | 500,000,000 | |
Common Stock, Outstanding | 1,952,679 | 672,103 | |||||
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) - Sale Agreement [Member] - N&B Energy LLC [Member] | Sep. 26, 2018USD ($) |
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 ($) | 3 Months Ended | |||
Jun. 30, 2019 | Jun. 30, 2018 | Mar. 31, 2019 | Aug. 25, 2016 | |
Current liabilities | $ 1,663,144 | $ 2,103,802 | ||
Current assets | 6,675,287 | 8,170,965 | ||
Working capital deficit | 5,000,000 | $ 6,100,000 | ||
Change in working capital deficit | 4,000,000 | |||
Accrued interest | 460,000 | |||
Certain Sellers [Member] | Promissory Note [Member] | ||||
Change in working capital deficit | 4,000,000 | |||
Proceeds from note payable | 30,600,000 | |||
Assumption Agreement [Member] | International Bank of Commerce [Member] | ||||
Change in liabilities | 37,900,000 | |||
Change in assets | 12,100,000 | |||
Loan Agreement [Member] | International Bank of Commerce [Member] | ||||
Notes payable | $ 36,900,000 | $ 40,000,000 | ||
October 2017 Stock Purchase Agreement [Member] | Series C Preferred Stock [Member] | ||||
Number of shares issued | 0 | 210 | ||
October 2018 Stock Purchase Agreement [Member] | Series C Preferred Stock [Member] | ||||
Proceeds from sale of shares | $ 0 | |||
November 2018 Stock Purchase Agreement [Member] | Series C Preferred Stock [Member] | ||||
Proceeds from sale of shares | $ 2,000,000 |
LIQUIDITY AND GOING CONCERN C_5
LIQUIDITY AND GOING CONCERN CONSIDERATIONS (Details Narrative 1) - USD ($) | Sep. 26, 2018 | Aug. 01, 2018 | Jul. 12, 2018 | Jun. 30, 2019 | Mar. 31, 2019 | Aug. 25, 2016 |
N&B Energy LLC [Member] | ||||||
Production payment percentage | 12.50% | |||||
Production payment | $ 2,500,000 | |||||
Overriding royalty interest | 3.00% | |||||
Asset Purchase Agreement [Member] | N&B Energy LLC [Member] | Segundo Resources, LLC (Affiliate of RAD2) [Member] | ||||||
Proceeds from divestiture of businesses | $ 100 | |||||
Loan Agreement [Member] | International Bank of Commerce [Member] | ||||||
Notes payable | $ 36,900,000 | $ 40,000,000 | ||||
Commercial bank debt assumed in acquisition | 36,900,000 | $ 36,900,000 | ||||
Net worth to be retained | 30,000,000 | |||||
Unamortized debt issuance costs | 1,300,000 | |||||
Principal amount | 40,000,000 | |||||
Accrued interest | $ 460,000 | |||||
Sale Agreement [Member] | N&B Energy LLC [Member] | ||||||
Proceeds from divestiture of businesses | $ 100 | |||||
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 ($) | Jun. 30, 2019 | Mar. 31, 2019 |
Accounting Policies [Abstract] | ||
Cash, cash equivalents and restricted cash | $ 6,404,817 | $ 7,778,723 |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) | 3 Months Ended |
Jun. 30, 2018USD ($) | |
Accounting Policies [Abstract] | |
Impairment of oil and gas | $ 531,657 |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details) - USD ($) | Jun. 30, 2019 | Mar. 31, 2019 |
Components of oil and gas properties recorded at cost | ||
Oil and gas properties subject to amortization | $ 50,352,306 | $ 50,352,306 |
Oil and gas properties not subject to amortization | 28,016,989 | 28,016,989 |
Capitalized asset retirement costs | 184,907 | 176,649 |
Total oil & natural gas properties | 78,554,202 | 78,545,944 |
Accumulated depreciation, depletion, and impairment | (78,337,739) | (78,333,628) |
Net Capitalized Costs | $ 216,463 | $ 212,316 |
PROPERTY AND EQUIPMENT (Detai_2
PROPERTY AND EQUIPMENT (Details Narrative) | Jul. 12, 2018USD ($) | Jul. 02, 2018USD ($) | Jan. 02, 2018USD ($) | Dec. 31, 2017USD ($) | Jun. 30, 2019USD ($)$ / Boe | Jun. 30, 2018USD ($)$ / Boe |
Amortization expense per barrel of oil equivalent | $ / Boe | 1.21 | 4.36 | ||||
Impairment of oil and gas | $ 531,657 | |||||
Borrowing rate capital leases | 35.00% | |||||
Lives of wells enhancement | $ 0 | 800,000 | ||||
Depletion on lives of wells | $ 4,000 | $ 325,000 | ||||
Asset Purchase Agreement [Member] | N&B Energy LLC [Member] | Segundo Resources, LLC (Affiliate of RAD2) [Member] | ||||||
Proceeds from divestiture of businesses | $ 100 | |||||
RAD2 Minerals, Ltd [Member] | ||||||
Monthly stated rent | $ 7,500 | $ 5,000 | ||||
Sublease monthly rent | $ 2,500 |
PROPERTY AND EQUIPMENT (Detai_3
PROPERTY AND EQUIPMENT (Details Narrative 1) - Landlord [Member] - USD ($) | Apr. 15, 2019 | Oct. 31, 2018 |
Settlement payments | $ 150,000 | $ 100,000 |
Settlement payments per month | $ 10,000 | |
Settlement payments terms | 20 months | |
Settlement payments forgiven and waived | $ 50,000 |
ASSET RETIREMENT OBLIGATIONS (D
ASSET RETIREMENT OBLIGATIONS (Details) - USD ($) | 3 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Asset Retirement Obligation Disclosure [Abstract] | ||
Carrying amount at beginning of year | $ 303,809 | $ 979,159 |
Accretion | 2 | 2,264 |
Revisions of previous estimates | 8,258 | 3,942 |
Carrying amount at end of year | $ 312,069 | $ 985,365 |
NOTES PAYABLE AND DEBENTURE (De
NOTES PAYABLE AND DEBENTURE (Details Narrative) | 1 Months Ended | 3 Months Ended | |||
Oct. 31, 2018USD ($)$ / sharesshares | Jun. 30, 2019USD ($)Number$ / sharesshares | Jun. 30, 2018shares | Aug. 23, 2017$ / shares | Aug. 25, 2016USD ($) | |
Common Stock | |||||
Number of shares converted | 1,250,401 | 227 | |||
Discover Growth Fund [Member] | |||||
Debt instrument face amount | $ | $ 495,000 | ||||
Notes interest rate | 9.99% | ||||
Number of common shares issued from conversion | Number | 1,720,858 | ||||
Number of shares issued | 4,000 | 1,250,401 | |||
Number of shares converted | 203,274 | ||||
Conversion premiums shares | 1,905,811 | ||||
Conversion prices (in dollars per share) | $ / shares | $ 0.625 | ||||
Additional shares payable based upon true-ups (shares) | 1,905,811 | ||||
Discover Growth Fund [Member] | Common Stock | |||||
Conversion price (in dollars per share) | $ / shares | $ 2,031.25 | ||||
Number of shares issued | 244 | ||||
Number of shares converted | 32,060 | ||||
Conversion premiums shares | 31,817 | ||||
Conversion prices (in dollars per share) | $ / shares | $ 38.25 | ||||
Ownership [Member] | |||||
Notes interest rate | 9.99% | ||||
Redeemable Convertible Subordinated Debenture [Member] | |||||
Debt instrument face amount | $ | $ 495,000 | ||||
Share price (in dollars per share) | $ / shares | $ 2,031.25 | ||||
Loan Agreement [Member] | International Bank of Commerce [Member] | |||||
Notes payable | $ | 36,900,000 | $ 40,000,000 | |||
Debt instrument face amount | $ | 40,000,000 | ||||
Debt discount | $ | 1,300,000 | ||||
Accrued interest | $ | 460,000 | ||||
Unamortized debt issuance costs | $ | $ 1,300,000 |
DERIVATIVE LIABILITY (Details)
DERIVATIVE LIABILITY (Details) - USD ($) | 3 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||
Carrying amount at beginning of period | $ 5 | $ 5 |
Change in fair value | $ (5) | |
Carrying amount at end of period | $ 5 |
DERIVATIVE LIABILITY (Details N
DERIVATIVE LIABILITY (Details Narrative) - Derivative Warrant [Member] | 3 Months Ended |
Jun. 30, 2018Number | |
Discount Rate [Member] | |
Measurement input | 0.0191 |
Volatility [Member] | |
Measurement input | 1.4570 |
Expected Term [Member] | |
Expected life | 9 months 22 days |
Dividend Rate [Member] | |
Measurement input | 0 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($) | Jun. 12, 2019 | Apr. 08, 2019 | Jun. 02, 2017 | Nov. 15, 2015 | Jun. 30, 2019 | Jun. 30, 2018 | Mar. 31, 2019 | Mar. 31, 2018 |
Amount of shares issued | $ 2,000,000 | |||||||
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. | |||||||
Petroglobe Energy Holdings, LLC and Signal Drilling, LLC [Member] | Purchase And Sale Agreement [Member] | ||||||||
Damage amount | $ 600,000 | |||||||
Apache Corporation [Member] | Joint Operating Agreement [Member] | ||||||||
Damage amount | $ 586,438 | |||||||
N&B Energy [Member] | Sale Agreement [Member] | ||||||||
Settlement payments | $ 706,000 | |||||||
Owned amount | $ 400,000 | |||||||
Payment included in accrued expenses | $ 79,025 | |||||||
N&B Energy [Member] | Severance Agreement [Member] | Mr Schnur [Member] | ||||||||
Settlement payments | $ 10,000 | |||||||
Number of shares issued | 8 | |||||||
Amount of shares issued | $ 168,000 | |||||||
Maranatha Oil Co [Member] | Severance Agreement [Member] | ||||||||
Working interest | 4.00% | |||||||
Royalty interest | 50.00% |
REVENUE FROM CONTRACTS WITH C_3
REVENUE FROM CONTRACTS WITH CUSTOMERS (Details) - USD ($) | 3 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Total revenue from customers | $ 121,351 | $ 1,694,696 |
Oil Sales [Member] | ||
Total revenue from customers | 93,699 | 200,069 |
Natural Gas Sales [Member] | ||
Total revenue from customers | 7,204 | 473,513 |
Natural Gas Liquid Sales [Member] | ||
Total revenue from customers | $ 20,448 | $ 1,012,114 |
INCOME TAXES (Details Narrative
INCOME TAXES (Details Narrative) - USD ($) | 3 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Income Tax Disclosure [Abstract] | ||
Effective Income tax rate | 0.00% | |
Provision for income taxes | $ 0 | $ 0 |
STOCKHOLDERS' EQUITY (DEFICIT_2
STOCKHOLDERS' EQUITY (DEFICIT) (Details) | 3 Months Ended | |
Jun. 30, 2019$ / sharesshares | ||
Warrants outstanding | 1,710 | |
Warrant - Exercise Price 23,437.50 [Member] | ||
Warrants outstanding | 8 | [1] |
Warrant exercise price | $ / shares | $ 23,437.50 | |
Warrant Expiration date | Apr. 26, 2021 | |
Warrant - Exercise Price 3,906.25 [Member] | ||
Warrants outstanding | 102 | [2] |
Warrant exercise price | $ / shares | $ 3,906.25 | |
Warrant Expiration date | Jun. 12, 2022 | |
Warrant - Exercise Price 243.75 [Member] | ||
Warrants outstanding | 1,600 | [3] |
Warrant exercise price | $ / shares | $ 243.75 | |
Warrant Expiration date | May 24, 2023 | |
[1] | 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. | |
[2] | 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. | |
[3] | Warrants issued in connection with the Severance Agreement with Richard N. Azar II. The warrants were exercisable on the grant date (May 25, 2018) and remain exercisable until May 24, 2023. |
STOCKHOLDERS' EQUITY DEFICIT (D
STOCKHOLDERS' EQUITY DEFICIT (Details Narrative) - USD ($) | May 15, 2019 | Feb. 13, 2019 | Nov. 15, 2018 | Apr. 20, 2018 | May 31, 2019 | Jan. 31, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2018 |
Consulting Agreement [Member] | Consultant [Member] | |||||||||
Monthly consideration | $ 28,000 | ||||||||
Number of share due in period | 10,160 | ||||||||
Number of shares remained to be issued | 4,160 | ||||||||
Number of shares not issued | 4,000 | ||||||||
Common stock payable | $ 27,690 | ||||||||
Letter Agreement [Member ] | SylvaCap Media [Member] | |||||||||
Number of shares issued | 24,000 | ||||||||
Monthly consideration | $ 50,000 | ||||||||
Expense reimbursement | $ 6,250 | ||||||||
Letter Agreement [Member ] | SylvaCap Media [Member] | Restricted Common Stock [Member] | |||||||||
Number of share fully-earned upon issuance | 24,000 | ||||||||
Total accrued value of common stock | $ 261,540 | ||||||||
Series C Preferred Stock [Member] | |||||||||
Common stock issued on conversion | 16,227 | ||||||||
Preferred stock, issued | 2,305 | 2,305 | 210 | ||||||
Preferred stock conversion shares | 251 | ||||||||
Preferred stock value issued | $ 2 | $ 2 | $ 2,000,000 | ||||||
Preferred stock, shares outstanding | 2,305 | 2,305 | 1,091 | ||||||
Preferred stock dividend rate | 34.95% | 34.95% | |||||||
Value of shares issued on conversion | $ 0 | $ 2,510,000 | |||||||
Stock Dividends to be Issued | $ (1,878,055) | $ (700,344) | |||||||
Series B Preferred Stock [Member] | |||||||||
Preferred stock, issued | 0 | 44,000 | |||||||
Preferred stock value issued | $ 44 | ||||||||
Number of stock dividend issued | 3 | ||||||||
Preferred stock, shares outstanding | 0 | 44,000 | |||||||
Series B Preferred Stock [Member] | |||||||||
Common stock issued on conversion | 20 | ||||||||
Preferred stock, shares outstanding | 44,000 | ||||||||
Value of shares issued on conversion | $ 25,000 | ||||||||
Restricted Common Stock [Member] | Consulting Agreement [Member] | Consultant [Member] | |||||||||
Number of shares issued | 320 | 640 | |||||||
Restricted Common Stock [Member] | Consulting Agreement First Amendment [Member] | Consultant [Member] | |||||||||
Number of shares issued | 2,000 | ||||||||
Monthly consideration | $ 50,000 | ||||||||
Series B Redeemable Convertible Preferred Stock [Member] | |||||||||
Preferred stock, shares outstanding | 0 | 44,000 | |||||||
Institutional Investors [Member] | Common Stock | |||||||||
Number of share issued for true ups | 227 | ||||||||
Conversion of debt amount | $ 35,000 |
SHARE-BASED COMPENSATION (Detai
SHARE-BASED COMPENSATION (Details) - $ / shares | 3 Months Ended | |
Jun. 30, 2019 | Mar. 31, 2019 | |
Options outstanding | ||
Exercise price | $ 808,594 | |
Remaining Life | 1 year 3 months 18 days | |
Options Outstanding | 2 | 2 |
Options Exercisable | 2 |
SHARE-BASED COMPENSATION (Det_2
SHARE-BASED COMPENSATION (Details Narrative) - USD ($) | 3 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Mar. 31, 2019 | |
Share-based Payment Arrangement [Abstract] | |||
Number of stock option outstanding | 2 | 2 | |
Stock option, weighted average exercise price | $ 808,594 | $ 808,594 | |
Share base compensation | $ 0 | $ 0 | |
Stock options exercised | 0 | ||
Stock options forfeited | 0 |
LOSS PER COMMON SHARE (Details)
LOSS PER COMMON SHARE (Details) - USD ($) | 3 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Numerator: | ||
Net Loss | $ (1,287,598) | $ (3,512,097) |
Less Preferred Dividends | (1,878,055) | (700,344) |
Loss Attributable to Common Stockholders | $ (3,165,653) | $ (4,212,441) |
Denominator | ||
Weighted Average Common Shares - Basic and Diluted | 767,389 | 15,202 |
Loss per Common Share - Basic and Diluted | $ (4.13) | $ (277.10) |
SUPPLEMENTAL CASH FLOW INFORM_3
SUPPLEMENTAL CASH FLOW INFORMATION (Details) - USD ($) | 3 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Supplemental cash flow information | ||
Interest | $ 847 | $ 220,881 |
Increase in Accounts Payable for Accrued Capital Expenditures | 744,803 | |
Issuance of Common Stock of Prior Conversion of Convertible Notes | 1,250 | 141 |
Change in Estimate for Asset Retirement Obligations | 8,260 | 3,942 |
Issuance of Common Stock for Common Stock Payable | 303,340 | |
Stock Dividends Distributable but not Issued | 1,878,055 | 698,996 |
Issuance of Stock Dividends | 3 | 1,348 |
Conversion of Preferred Stock B to Common Stock | $ 44 | |
Conversion of Preferred Stock C to Common Stock | $ 16 |
SUBSEQUENT EVENTS (Details Narr
SUBSEQUENT EVENTS (Details Narrative) - USD ($) | Jul. 19, 2019 | Jul. 09, 2019 | Aug. 14, 2019 | Aug. 14, 2019 | Jul. 08, 2019 | Oct. 31, 2018 |
Discover Growth Fund [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Loan amount | $ 495,000 | |||||
Subsequent Event [Member] | Funding And Loan Agreement [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Loan amount | $ 1,050,000 | |||||
Deposit | $ 4,000,000 | |||||
Subsequent Event [Member] | Discover [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Percentage of ownership limitation | 9.99% | |||||
Conversion of Series C Preferred Stock (in shares) | 215,000 | |||||
Number of shares upon conversion | 24,541,924 | 3,273,947 | ||||
Number of shares converted | 1 | |||||
Subsequent Event [Member] | Discover Growth Fund [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Percentage of ownership limitation | 9.99% | 9.99% | ||||
Number of shares held in abeyance | 3,766,700 | |||||
Conversion of Series C Preferred Stock (in shares) | 597,600 | 20,698,300 | ||||
Number of shares upon conversion | 24,541,924 | |||||
Number of shares converted | 1 | |||||
Subsequent Event [Member] | Members of Lineal [Member] | Agreement And Plan Of Merger [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Ownership percentage | 100.00% | |||||
Subsequent Event [Member] | Members of Lineal [Member] | Funding And Loan Agreement [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Loan amount | $ 1,050,000 |