Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Sep. 30, 2015 | Nov. 16, 2015 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | Rockdale Resources Corp | |
Document Type | 10-Q | |
Current Fiscal Year End Date | --12-31 | |
Entity Common Stock, Shares Outstanding | 41,639,957 | |
Amendment Flag | true | |
Amendment Description | This Amendment No. 1 on Form 10-Q/A (this "Form 10-Q/A") is an amendment to the Current Report of Form 10-Q of Rockdale Resources Corporation, dated November 23, 2015 (the "Original Form 10-Q"). This Form 10-Q/A is being filed to remove the mention of prior estimated reserves by a previous third-party reservoir-engineering firm and provide additional disclosure in Note 3 and Note 7 regarding net revenue interests the net revenue interests that equate with the working interests acquired. The current reserve valuations for the Twin Lakes San Andres Unit will be included 10-K filing for the December 31, 2015 reporting period. It was also discovered that the net loss from the "Statements of Cash Flows" is one dollar greater than the net loss on the "Statements of Operations" due to rounding parameters used in the calculation. Changes have been made to the" Statement Of Operations", on page 4 and the "Revenues & Costs - Nine months ended September 30, 2015 and 2014: Operating Expenses", located on page 14, to reconcile the reported financials. For fixing the one dollar difference between the Net Loss for the Nine Months Ended September 30, 2015 on the Statement of Operation and the Cash Flow from Operating Activities (Net loss) for the Nine Months Ended September 30, 2015 on the Statement of Cash Flow, the General and administrative expenses for the Nine Months Ended September 30, 2015 has been rounded up $1 to $365,686, obtaining a Net loss of $1,333,871 for the Nine months ended September 30, 2015. No other changes were made to the Original Form 10-Q. | |
Entity Central Index Key | 1,368,637 | |
Entity Current Reporting Status | Yes | |
Entity Voluntary Filers | No | |
Entity Filer Category | Smaller Reporting Company | |
Entity Well-known Seasoned Issuer | No | |
Document Period End Date | Sep. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q3 |
BALANCE SHEETS (Unaudited)
BALANCE SHEETS (Unaudited) - USD ($) | Sep. 30, 2015 | Dec. 31, 2014 |
Current assets | ||
Cash | $ 8,451 | $ 24,688 |
Accounts receivable | 22,957 | 26,176 |
Other current assets | 33,317 | 40,801 |
Total current assets | 64,725 | 91,665 |
Oil and gas, on the basis of full cost accounting | ||
Evaluated properties | 4,436,637 | 3,715,779 |
Furniture, equipment & software | 108,234 | 94,283 |
Less accumulated depreciation & impairment | (1,029,616) | (283,984) |
Net property and equipment | 3,515,255 | 3,526,078 |
Total Assets | 3,579,980 | 3,617,743 |
Current liabilities | ||
Accounts payable | 159,929 | 99,425 |
Accrued liabilities | 8,120 | 8,875 |
Current maturities of installment notes payable | 18,877 | 18,877 |
Advances from shareholders | 4,000 | 0 |
Deferred rent | 2,816 | 2,816 |
Total current liabilities | 193,742 | 129,993 |
Asset retirement obligations | 109,865 | 100,175 |
Convertible debt - related party, net of discount of $221,034 and $324,553 | 328,966 | 225,447 |
Installment note payable | 13,724 | 26,362 |
Total Liabilities | 646,297 | 481,977 |
Stockholders' Equity | ||
Preferred stock, $.10 par value; 1,000,000 shares authorized; No shares issued & outstanding | 0 | 0 |
Common stock, $.001 par value; 50,000,000 shares authorized; 33,139,957 and 19,353,152 shares issued and outstanding | 33,140 | 19,353 |
Additional paid in capital | 8,469,640 | 7,351,640 |
Accumulated deficit | (5,569,097) | (4,235,227) |
Total Stockholders' Equity | 2,933,683 | 3,135,766 |
Total Liabilities and Stockholders' Equity | $ 3,579,980 | $ 3,617,743 |
BALANCE SHEETS (Unaudited) (Par
BALANCE SHEETS (Unaudited) (Parentheticals) - USD ($) | Sep. 30, 2015 | Dec. 31, 2014 |
Convertible debt, discount (in Dollars) | $ 221,034 | $ 324,553 |
Preferred stock, par value (in Dollars per share) | $ 0.10 | $ 0.10 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock par value (in Dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 50,000,000 | 50,000,000 |
Common stock, shares issued | 33,139,957 | 19,353,152 |
Common stock, shares outstanding | 33,139,957 | 19,353,152 |
STATEMENT OF OPERATIONS (Unaudi
STATEMENT OF OPERATIONS (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Oil and gas sales | $ 34,689 | $ 187,302 | $ 162,848 | $ 547,946 |
Operating expenses | ||||
Lease operating expense | 45,368 | 77,319 | 179,422 | 240,455 |
Production tax | 1,447 | 8,632 | 7,364 | 24,704 |
General and administrative expenses | 122,203 | 234,091 | 365,686 | 1,530,719 |
Depreciation, depletion and amortization | 19,727 | 47,414 | 78,937 | 135,906 |
Impairment of Oil & Gas Properties | 0 | 0 | 668,073 | 0 |
Asset retirement obligation accretion | 8,733 | 572 | 8,733 | 1,119 |
Total operating expenses | 197,478 | 368,028 | 1,308,215 | 1,932,903 |
Loss from operations | (162,789) | (180,726) | (1,145,367) | (1,384,957) |
Interest (expense) | (49,851) | (29,556) | (137,881) | (88,819) |
Loss on conversion of debt | 0 | 0 | (69,107) | 0 |
Other Income (expense) | 10,000 | 0 | 18,484 | 0 |
Net loss from continuing operations before taxes | (202,640) | (210,282) | (1,333,871) | (1,473,776) |
Net loss | $ (202,640) | $ (210,282) | $ (1,333,871) | $ (1,473,776) |
Loss per share (Basic and fully diluted) (in Dollars per share) | $ (0.01) | $ (0.01) | $ (0.07) | $ (0.08) |
Weighted average number of common shares outstanding (in Shares) | 22,134,757 | 19,895,858 | 20,368,565 | 17,676,828 |
STATEMENTS OF CASH FLOWS (Unaud
STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Cash Flows from Operating Activities | ||
Net loss | $ (1,333,871) | $ (1,473,776) |
Adjustment to reconcile net loss to net cash provided by/(used in) operating activities: | ||
Depreciation and amortization | 78,937 | 135,906 |
Accretion of debt discount | 103,520 | 61,662 |
Impairment of Oil & Gas Properties | 668,073 | 0 |
Loss on sale/disposal of assets | 0 | 11,258 |
Loss on Conversion of Debt | 69,107 | 0 |
ARO accretion | 8,733 | 1,119 |
Stock-based compensation expense - employees | 44,779 | 672,635 |
Stock-based compensation expense – consultants | 0 | 399,000 |
Changes in operating assets and liabilities | ||
Accounts receivable | 3,219 | 8,408 |
Other assets | 7,484 | 9,058 |
Accounts payable | 60,504 | (25,542) |
Accrued liabilities | (755) | 533 |
Deferred rent | 0 | (3,023) |
Net cash flows from operating activities | (290,270) | (202,762) |
Cash Flows from Investing Activities | ||
Purchase of property and equipment | (19,854) | (18,876) |
Proceeds from sale of property and equipment | 4,525 | 0 |
Capital expenditures on oil and gas properties | 0 | (655,556) |
Cash flows from investing activities | (15,329) | (674,432) |
Cash Flows from Financing Activities | ||
Proceeds from issuance of common stock | 238,000 | 780,024 |
Proceeds from shareholder advances | 71,000 | 0 |
Payments on shareholder advances | (7,000) | 0 |
Payments on notes payable | (12,638) | (13,020) |
Cash flows from financing activities | 289,362 | 767,004 |
Net change in cash and cash equivalents | (16,237) | (110,190) |
Cash and cash equivalents | ||
Beginning of period | 24,688 | 122,162 |
End of period | 8,451 | 11,972 |
SUPPLEMENTAL DISCLOSURES | ||
Interest Paid | 34,361 | 27,257 |
NON-CASH INVESTING AND FINANCIAL DISCLOSURES | ||
Change in accounts payable for expenditures on oil and gas properties | 0 | 11,028 |
Conversion of debt | 60,000 | 0 |
Initial recognition of asset retirement obligations | 958 | 14,428 |
Note Payable for Equipment | 0 | 54,541 |
Cancellation of shares | 400 | 1,000 |
Sale of vehicle to related party for assumption of note payable | 0 | 33,250 |
Shares issued for oil and gas property interest | $ 719,902 | $ 0 |
NOTE 1. ORGANIZATION AND BASIS
NOTE 1. ORGANIZATION AND BASIS OF PRESENTATION | 9 Months Ended |
Sep. 30, 2015 | |
Disclosure Text Block [Abstract] | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | NOTE 1. ORGANIZATION AND BASIS OF PRESENTATION Rockdale Resources Corporation (“we”, “us”, and the “Company”) was formed for the purpose of oil and gas exploration, development, and production. The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission (“SEC”). Basis of Presentation The accompanying unaudited interim financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission (“SEC”), and should be read in conjunction with the audited financial statements and notes thereto contained in the Company’s latest Annual Report filed with the SEC on Form 10-K. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of the results of operations for the interim periods presented have been reflected herein. The results of operations for such interim periods are not necessarily indicative of operations for a full year. Notes to the consolidated financial statements which would substantially duplicate the disclosure contained in the audited financial statements for the most recent fiscal year, 2014, as reported in Form 10-K, have been omitted. |
NOTE 2. SUMMARY OF SIGNIFICANT
NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies [Text Block] | NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES A summary of the significant accounting policies applied in the preparation of the accompanying financial statements follows. Management Estimates Recent Accounting Pronouncements The Company has evaluated all the recent accounting pronouncements through the filing date and believes that none of them will have a material effect on the Company. |
NOTE 3. PROPERTY AND EQUIPMENT.
NOTE 3. PROPERTY AND EQUIPMENT. | 9 Months Ended |
Sep. 30, 2015 | |
Oil and Gas Property [Abstract] | |
Oil and Gas Properties [Text Block] | NOTE 3. PROPERTY AND EQUIPMENT. SUDS Purchase On September 23, 2015, we entered into a Purchase and Sale Agreement with SUDS Properties, LLC (“SUDS” and the “Purchase Agreement”). SUDS is 100% owned by Jovian Resources LLC (“Jovian”). Mr. Zel C. Khan, our President and CEO, is the former manager of Jovian. Pursuant to the Purchase Agreement, we acquired a 10% working interest in the SUDS field located in Creek County Oklahoma, in exchange for 10,586,805 shares of restricted common stock, representing 33% of our outstanding common stock. Based on that current market value of Rockdale stock at $0.068 per share, the price paid was $719, 902. Concurrently with the purchase, Jovian agreed to assign to Rockdale all rights to be the operator of the SUDS unit under a standard operating agreement. The 10% working interest acquired was for a 2,600-acre property located in Creek County, Oklahoma and carries a 7.8% net revenue interest (NRI) associated with it. Sohio Petroleum Inc. originally drilled this property in 1920 with approximately 100 wells existing. After being shut-in for a period of time the field was put back in production in March 2010 with 16 wells currently online and producing. There are plans to place additional wells online by repairing the remaining wells through well workovers. Impairment of Oil & Gas Properties Pursuant to Full-cost accounting rules, the Company recognized impairment expense relating to its oil & gas properties, subject to amortization in the amount of $0 and $668,073; during the three months and nine months ended on September 30, 2015, respectively. Impairment of oil & gas properties represents a non-cash charge against the Company’s earnings. We recognized the impairment based on SEC rules, which require proved oil and gas reserves to be valued using an unweighted arithmetic average of oil and gas prices on the first day of each month for the preceding twelve-month period. |
NOTE 4. GOING CONCERN
NOTE 4. GOING CONCERN | 9 Months Ended |
Sep. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Substantial Doubt about Going Concern [Text Block] | NOTE 4. GOING CONCERN The Company has suffered recurring losses from operations. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. The Company plans to generate profits by reworking its existing oil or gas wells and drilling additional wells, as needed. The Company will need to raise funds through either the sale of its securities, issuance of corporate bonds, joint venture agreements and/or bank financing to accomplish its goals. The Company does not have any commitments or arrangements from any person to provide the Company with any additional capital, at this time. If additional financing is not available when needed, the Company may need to cease operations. The Company may not be successful in raising the capital needed to drill and/or rework existing oil wells. Any additional wells that the Company may drill may be non-productive. Management believes that actions presently being taken to secure additional funding for the reworking of its existing infrastructure will provide the opportunity for the Company to continue as a going concern. Since the Company has an oil-producing asset, its goal is to increase the production rate by optimizing its current infrastructure. The accompanying financial statements have been prepared assuming the Company will continue as a going concern; no adjustments to the financial statements have been made to account for this uncertainty. |
NOTE 5. EQUITY
NOTE 5. EQUITY | 9 Months Ended |
Sep. 30, 2015 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity Note Disclosure [Text Block] | Preferred Stock – Common Stock – Stock based compensation of $33,778 shares was recorded related to shares issued to David N. Baker, former CEO and Director of the Company, during the three months ended March 31, 2015. The Company received 400,000 shares from David N. Baker upon his resignation and cancelled the certificates with its transfer agent. On May 12, 2015 Mr. Leo Womack, the Chairman of the Board, filed a Form 4 disclosing that an affiliated Family Trust had purchased 1,630,000 shares of common stock from Mr. David Baker in a private transaction at a cash price of $0.08 cents per share. Combined with prior ownership, Mr. Womack then controlled approximately 10% of the total outstanding common stock of the Company. On May 1, 2015, the Company commenced a private offering of its securities under Regulation D to accredited investors. Each unit is comprised of 100,000 shares of common stock at a price of $0.10 cents per share and warrants to purchase an additional 100,000 shares of common stock at a price of $0.12 cents per share at any time prior to August 5, 2018. As of September 30, 2015 fourteen (14) units had been subscribed for and 1,400,000 shares of common stock had been purchased and eight (8) units were subscribed for and 600,000 shares were issued for conversion of debt. Subsequently, fifteen (15) more units have been sold and will be reflected in the 4Q of 2015. Mr. Leo Womack, Chairman of Rockdale Resources, purchased 300,000 units through the Leo B. Womack Family Trust. Mr. Lee Lytton, a Director of the Company, purchased 300,000 units, Mr. Joel Oppenheim, a Director, purchased 300,000 units through a related entity, and Jovian Petroleum Corporation, an entity beneficially owned by the Company’s Chief Executive Officer and President, Zel C. Khan, purchased 100,000 units. A total of $60,000 in advances from affiliates that was disclosed as a liability in the financial statements as of March 31, 2015 were converted to equity in this offering. The conversion resulted in a $69,107 loss. On September 1, 2015, the Company commenced a private offering of its securities under Regulation D to accredited investors. Each unit is comprised of 100,000 shares of common stock at a price of $0.06 cents per share and one warrant to purchase an additional 100,000 shares of common stock at a price of $0.10 cents per share at any time prior to August 31, 2018. As of September 30, 2015 thirteen (13) units had been subscribed for and 1,300,000 shares of common stock had been purchased. On September 23, 2015, the Board of Directors granted Leo B. Womack, the Chairman of the Board of Directors of the Company an option to purchase 1 million shares of the Company’s common stock at an exercise price of $0.06 per share, which vests on January 1, 2016, and is exercisable for 36 months thereafter. The Board also granted Lee Lytton and Joel Oppenheim, members of the Board of Directors each an option to purchase 500,000 shares of the Company’s common stock at an exercise price of $0.06 per share, which vest on January 1, 2016, and are exercisable for 36 months thereafter. The fair value of the options granted on September 23, 2015 is $129,126. On September 23, 2015, Rockdale’s Board of Directors agreed to issue Mr. Zel C. Khan, the CEO and President of the Company, 1,000,000 shares of Rockdale’s restricted common stock with a fair value of $60,000, in consideration for entering into an employment agreement with the Company, and were issued subsequent to September 30, 2015. On September 24, 2015, the Board of Directors of the Company approved the adoption of the 2015 Stock Incentive Plan (the “Plan”). The plan provides an opportunity, subject to approval of our Board of Directors of individual grants and awards, for any employee, officer, director or consultant of the Company. The maximum aggregate number of shares of common stock that may be issued pursuant to awards under the Plan is 4,000,000. The Company plans to seek stockholder ratification of the adoption of the Plan at the Company’s next annual meeting of stockholders. Summary information regarding common stock warrants issued and outstanding as of September 30, 2015, is as follows: Warrants Weighted Average Exercise Price Aggregate intrinsic value Weighted average remaining contractual life (years) Outstanding at year end December 31, 2014 4,170,111 $ 0.77 $ - 6.06 Granted 3,500,000 0.11 - 2.87 Exercised - - - Expired - - - Outstanding at September 30, 2015 7,670,111 $ 0.47 $ - 4.61 |
NOTE 6. COMMITMENTS AND CONTING
NOTE 6. COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Sep. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies Disclosure [Text Block] | NOTE 6. COMMITMENTS AND CONTINGENCIES The Company, as a lessee of oil and gas properties, is subject to various federal, state and local laws and regulations relating to discharge of materials into, and protection of, the environment. These laws and regulations may, among other things, impose liability on the Company for the cost of pollution clean-up resulting from operations and subject the Company to liability for pollution damages. In some instances, the Company may be directed to suspend or cease operations in the affected area. The Company is not aware of any environmental claims existing as of September 30, 2015, which have not been provided for, or covered by insurance or which may have a material impact on its financial position or results of operations. There can be no assurance, however, that current regulatory requirements will not change, or past noncompliance with environmental laws will not be discovered on the Company’s properties. |
NOTE 7. SUBSEQUENT EVENTS
NOTE 7. SUBSEQUENT EVENTS | 9 Months Ended |
Sep. 30, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | NOTE 7. SUBSEQUENT EVENTS Twin Lakes San Andres Unit Interest Acquisition On November 4, 2015, we acquired a 15% net working interest in the “Twin Lakes San Andres Unit” or “TLSAU” field located in Chavez County, New Mexico (the “Net Working Interest”) , which has a 10.91% net revenue interest (NRI) associated with it. The transaction includes all operating equipment on the field, pursuant to the terms of a Memorandum of Agreement between the Company and Blue Sky NM, Inc. (“BSNM”), which was dated November 4, 2015 (the “Purchase Agreement”). TLSAU is 45 miles from Roswell, New Mexico and was unitized in 1987. The Unit consists of 4,864 acres with 130 wells of which only 6 are currently online and the Company took over management of the field on November 15, 2015. The total purchase price for the acquisition of the Net Working Interest and equipment rights was $196,875. The Company paid $50,000 in cash to BSNM and executed a Promissory Note for the remaining balance ($146,875) (the “Note”). The Note is due on or before December 31, 2015, accrues interest at the rate of 10% per annum and the repayment of the Note is secured by 1,000,000 shares of restricted common stock of the Company. The Company also has the right to a one-time extension of the maturity date of the note (extending the maturity date for 90 days) if we issue BSNM 500,000 additional shares of restricted common stock. In connection with the acquisition we were also required to place necessary bonds with the New Mexico Energy Department, not to exceed $400,000 in value. Promissory Note Acquisition The Company also acquired an Installment Promissory Note with a face value of $1.3 million from BSNM on November 4, 2015, who had previously purchased the note from the Bankruptcy Trustee appointed by the United States Bankruptcy Court for the district of New Mexico, in connection with the Bankruptcy of Orbit Petroleum, Inc., pursuant to the terms of a Memorandum of Agreement between the Company and BSNM, dated November 4, 2015. The note originally issued in September 2010, evidences amounts due from Canyon E&P Company to the Bankruptcy Trustee (now us pursuant to the acquisition), which are past due and in default and currently accrue interest at the rate of 10% per annum. The note is secured by a significant amount of surface equipment and several mineral leases, including the TLSAU lease noted above. The note was purchased for total consideration of six million shares of Rockdale Resources unregistered restricted common stock. Offering On September 1, 2015, the Company began a new private offering of “Units” (each consisting of 100,000 shares of restricted common stock and a warrant to purchase an additional 100,000 shares of common stock at an exercise price of $0.10 per share at any time prior to August 31, 2018), with each unit being sold for $6,000 per Unit. Subsequent to September 30, 2015, we sold 15 Units (1.5 million restricted shares of common stock and warrants to purchase 1.5 million shares of common stock) for an aggregate of $90,000. |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Use of Estimates, Policy [Policy Text Block] | Management Estimates |
New Accounting Pronouncements, Policy [Policy Text Block] | Recent Accounting Pronouncements The Company has evaluated all the recent accounting pronouncements through the filing date and believes that none of them will have a material effect on the Company. |
NOTE 5. EQUITY (Tables)
NOTE 5. EQUITY (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Stockholders' Equity Note [Abstract] | |
Schedule of Stockholders' Equity Note, Warrants or Rights [Table Text Block] | Summary information regarding common stock warrants issued and outstanding as of September 30, 2015, is as follows: Warrants Weighted Average Exercise Price Aggregate intrinsic value Weighted average remaining contractual life (years) Outstanding at year end December 31, 2014 4,170,111 $ 0.77 $ - 6.06 Granted 3,500,000 0.11 - 2.87 Exercised - - - Expired - - - Outstanding at September 30, 2015 7,670,111 $ 0.47 $ - 4.61 |
NOTE 3. PROPERTY AND EQUIPMEN15
NOTE 3. PROPERTY AND EQUIPMENT. (Details) | Sep. 23, 2015USD ($)a$ / sharesshares | Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | Mar. 31, 2010 |
NOTE 3. PROPERTY AND EQUIPMENT. (Details) [Line Items] | ||||||
Impairment of Oil and Gas Properties (in Dollars) | $ | $ 0 | $ 0 | $ 668,073 | $ 0 | ||
SUDS Properties, LLC [Member] | ||||||
NOTE 3. PROPERTY AND EQUIPMENT. (Details) [Line Items] | ||||||
Equity Method Investment, Ownership Percentage | 33.00% | |||||
Working interest | 10.00% | |||||
Stock Issued During Period, Shares, Purchase of Assets (in Shares) | shares | 10,586,805 | |||||
Share Price (in Dollars per share) | $ / shares | $ 0.068 | |||||
Stock Issued During Period, Value, Purchase of Assets (in Dollars) | $ | $ 719,902 | |||||
Gas and Oil Area, Developed, Net (in Acres) | a | 2,600 | |||||
Revenue Interest (in Dollars per share) | $ / shares | $ 0.078 | |||||
Affiliated Entity [Member] | SUDS Properties, LLC [Member] | ||||||
NOTE 3. PROPERTY AND EQUIPMENT. (Details) [Line Items] | ||||||
Equity Method Investment, Ownership Percentage | 100.00% | |||||
Productive Oil Wells, Number of Wells, Gross | 16 | 100 |
NOTE 5. EQUITY (Details)
NOTE 5. EQUITY (Details) | Nov. 04, 2015shares | Sep. 23, 2015USD ($)$ / sharesshares | Sep. 01, 2015USD ($)$ / sharesshares | May. 12, 2015$ / sharesshares | May. 01, 2015USD ($)$ / sharesshares | Sep. 30, 2015$ / shares$ / itemshares | May. 30, 2015$ / sharesshares | Nov. 20, 2015USD ($)$ / shares$ / itemshares | Sep. 30, 2015USD ($)$ / sharesshares | Mar. 31, 2015USD ($)shares | Sep. 30, 2014USD ($) | Sep. 30, 2015USD ($)$ / shares$ / itemshares | Sep. 30, 2014USD ($) | Dec. 31, 2014shares |
NOTE 5. EQUITY (Details) [Line Items] | ||||||||||||||
Preferred Stock, Shares Authorized | 1,000,000 | 1,000,000 | 1,000,000 | 1,000,000 | ||||||||||
Share-based Compensation (in Dollars) | $ | $ 44,779 | $ 672,635 | ||||||||||||
Gains (Losses) on Restructuring of Debt (in Dollars) | $ | $ 0 | $ 0 | $ (69,107) | $ 0 | ||||||||||
Class of Warrant or Right, Granted | 3,500,000 | |||||||||||||
Private Placement [Member] | ||||||||||||||
NOTE 5. EQUITY (Details) [Line Items] | ||||||||||||||
Stock Issued During Period, Shares, New Issues | 1,300,000 | 1,400,000 | 1,300,000 | 2,200,000 | 3,500,000 | |||||||||
Number of Private Placements | 2 | |||||||||||||
Number of Units Sold | 13 | 13 | 22 | |||||||||||
Unit Description | Each unit is comprised of 100,000 shares of common stock at a price of $0.06 cents per share and one warrant to purchase an additional 100,000 shares of common stock at a price of $0.10 cents per share at any time prior to August 31, 2018 | Each unit is comprised of 100,000 shares of common stock at a price of $0.10 cents per share and warrants to purchase an additional 100,000 shares of common stock at a price of $0.12 cents per share at any time prior to August 5, 2018. | each unit including 100,000 shares of common stock and warrants to purchase 100,000 shares of common stock at an exercise price of $0.10 per share at any time prior to August 31, 2018 | each unit including 100,000 shares of common stock and warrants to purchase 100,000 shares of common stock at an exercise price of $0.12 per share at any time prior to August 5, 2018 | ||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $ / shares | $ 0.10 | $ 0.12 | $ 0.10 | $ 0.12 | $ 0.10 | $ 0.10 | ||||||||
Unit, Price per unit (in Dollars per Item) | $ / item | 6,000 | 10,000 | ||||||||||||
Sale of Stock, Price Per Share (in Dollars per share) | $ / shares | $ 0.06 | $ 0.10 | $ 0.10 | $ 0.10 | ||||||||||
Units Subscribed | 14 | |||||||||||||
Proceeds from Issuance or Sale of Equity (in Dollars) | $ | $ 60,000 | |||||||||||||
Gains (Losses) on Restructuring of Debt (in Dollars) | $ | $ (69,107) | |||||||||||||
Class of Warrant or Right, Granted | 1 | |||||||||||||
Warrant, Number of Shares Granted Upon Exercise of Warrant | 100,000 | |||||||||||||
Subsequent Event [Member] | ||||||||||||||
NOTE 5. EQUITY (Details) [Line Items] | ||||||||||||||
Stock Issued During Period, Shares, Restricted Stock Award, Gross | 6,000,000 | |||||||||||||
Subsequent Event [Member] | Private Placement [Member] | ||||||||||||||
NOTE 5. EQUITY (Details) [Line Items] | ||||||||||||||
Stock Issued During Period, Shares, New Issues | 1,500,000 | |||||||||||||
Number of Units Sold | 15 | |||||||||||||
Unit Description | each consisting of 100,000 shares of restricted common stock and a warrant to purchase an additional 100,000 shares of common stock at an exercise price of $0.10 per share at any time prior to August 31, 2018 | |||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $ / shares | $ 0.10 | |||||||||||||
Unit, Price per unit (in Dollars per Item) | $ / item | 6,000 | |||||||||||||
Proceeds from Issuance or Sale of Equity (in Dollars) | $ | $ 90,000 | |||||||||||||
Class of Warrant or Right, Granted | 1,500,000 | |||||||||||||
Employee Stock Option [Member] | ||||||||||||||
NOTE 5. EQUITY (Details) [Line Items] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 1,000,000 | 500,000 | ||||||||||||
Option Exercise Price (in Dollars per share) | $ / shares | $ 0.06 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 36 months | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Fair Value (in Dollars) | $ | $ 129,126 | |||||||||||||
Stock Issued During Period, Shares, Restricted Stock Award, Gross | 1,000,000 | |||||||||||||
Stock Issued During Period, Value, Restricted Stock Award, Gross (in Dollars) | $ | $ 60,000 | |||||||||||||
Former CEO [Member] | ||||||||||||||
NOTE 5. EQUITY (Details) [Line Items] | ||||||||||||||
Share-based Compensation (in Dollars) | $ | $ 33,778 | |||||||||||||
Stock Repurchased and Retired During Period, Shares | 400,000 | |||||||||||||
Board of Directors Chairman [Member] | ||||||||||||||
NOTE 5. EQUITY (Details) [Line Items] | ||||||||||||||
Stock Issued During Period, Shares, New Issues | 1,630,000 | |||||||||||||
Sale of Stock, Price Per Share (in Dollars per share) | $ / shares | $ 0.08 | |||||||||||||
Equity Method Investment, Ownership Percentage | 10.00% | |||||||||||||
Immediate Family Member of Management or Principal Owner [Member] | Private Placement [Member] | ||||||||||||||
NOTE 5. EQUITY (Details) [Line Items] | ||||||||||||||
Stock Issued During Period, Shares, New Issues | 300,000 | |||||||||||||
Director [Member] | Private Placement [Member] | ||||||||||||||
NOTE 5. EQUITY (Details) [Line Items] | ||||||||||||||
Stock Issued During Period, Shares, New Issues | 300,000 | |||||||||||||
Director [Member] | Employee Stock Option [Member] | ||||||||||||||
NOTE 5. EQUITY (Details) [Line Items] | ||||||||||||||
Option Exercise Price (in Dollars per share) | $ / shares | $ 0.06 | |||||||||||||
Director #2 [Member] | Private Placement [Member] | ||||||||||||||
NOTE 5. EQUITY (Details) [Line Items] | ||||||||||||||
Stock Issued During Period, Shares, New Issues | 300,000 | |||||||||||||
Contract Operator [Member] | Private Placement [Member] | ||||||||||||||
NOTE 5. EQUITY (Details) [Line Items] | ||||||||||||||
Stock Issued During Period, Shares, New Issues | 100,000 | |||||||||||||
Affiliated Entity [Member] | Employee Stock Option [Member] | ||||||||||||||
NOTE 5. EQUITY (Details) [Line Items] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 36 months | |||||||||||||
2015 Stock Incentive Plan [Member] | ||||||||||||||
NOTE 5. EQUITY (Details) [Line Items] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 4,000,000 | |||||||||||||
Conversion of Debt [Member] | ||||||||||||||
NOTE 5. EQUITY (Details) [Line Items] | ||||||||||||||
Units Subscribed | 8 | |||||||||||||
Stock Issued During Period, Shares, Conversion of Convertible Securities | 600,000 |
NOTE 5. EQUITY (Details) - Sch
NOTE 5. EQUITY (Details) - Schedule of Stockholders' Equity Note, Warrants or Rights - USD ($) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2015 | Dec. 31, 2014 | |
Schedule of Stockholders' Equity Note, Warrants or Rights [Abstract] | ||
Warrants Outstanding | 4,170,111 | |
Warrants Outstanding, Weighted Average Exercise Price | $ 0.77 | |
Warrants Outstanding, Aggregate Intrinsic Value | $ 0 | |
Warrants Outstanding, Weighted Average Remianing Contractual Term | 4 years 222 days | 6 years 21 days |
Granted | 3,500,000 | |
Granted | $ 0.11 | |
Granted | 2 years 317 days | |
Exercised | 0 | |
Exercised | $ 0 | |
Expired | 0 | |
Expired | $ 0 | |
Warrants Outstanding | 7,670,111 | |
Warrants Outstanding, Weighted Average Exercise Price | $ 0.47 | |
Warrants Outstanding, Aggregate Intrinsic Value | $ 0 |
NOTE 7. SUBSEQUENT EVENTS (Deta
NOTE 7. SUBSEQUENT EVENTS (Details) | Nov. 04, 2015USD ($)$ / sharesshares | Sep. 01, 2015$ / sharesshares | May. 01, 2015USD ($)$ / sharesshares | Sep. 30, 2015$ / shares$ / itemshares | May. 30, 2015$ / sharesshares | Nov. 20, 2015USD ($)$ / shares$ / itemshares | Sep. 30, 2015$ / shares$ / itemshares |
NOTE 7. SUBSEQUENT EVENTS (Details) [Line Items] | |||||||
Debt Instrument, Collateral | 1,000,000 shares of restricted common stock of the Company | ||||||
Class of Warrant or Right, Granted (in Shares) | shares | 3,500,000 | ||||||
Private Placement [Member] | |||||||
NOTE 7. SUBSEQUENT EVENTS (Details) [Line Items] | |||||||
Unit Description | Each unit is comprised of 100,000 shares of common stock at a price of $0.06 cents per share and one warrant to purchase an additional 100,000 shares of common stock at a price of $0.10 cents per share at any time prior to August 31, 2018 | Each unit is comprised of 100,000 shares of common stock at a price of $0.10 cents per share and warrants to purchase an additional 100,000 shares of common stock at a price of $0.12 cents per share at any time prior to August 5, 2018. | each unit including 100,000 shares of common stock and warrants to purchase 100,000 shares of common stock at an exercise price of $0.10 per share at any time prior to August 31, 2018 | each unit including 100,000 shares of common stock and warrants to purchase 100,000 shares of common stock at an exercise price of $0.12 per share at any time prior to August 5, 2018 | |||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $ / shares | $ 0.10 | $ 0.12 | $ 0.10 | $ 0.12 | $ 0.10 | ||
Unit, Price per unit (in Dollars per Item) | $ / item | 6,000 | 10,000 | |||||
Number of Units Sold | 13 | 13 | 22 | ||||
Stock Issued During Period, Shares, New Issues (in Shares) | shares | 1,300,000 | 1,400,000 | 1,300,000 | 2,200,000 | 3,500,000 | ||
Class of Warrant or Right, Granted (in Shares) | shares | 1 | ||||||
Proceeds from Issuance or Sale of Equity | $ 60,000 | ||||||
Subsequent Event [Member] | |||||||
NOTE 7. SUBSEQUENT EVENTS (Details) [Line Items] | |||||||
Financing Receivable, Net | $ 1,300,000 | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | ||||||
Stock Issued During Period, Shares, Restricted Stock Award, Gross (in Shares) | shares | 6,000,000 | ||||||
Subsequent Event [Member] | Private Placement [Member] | |||||||
NOTE 7. SUBSEQUENT EVENTS (Details) [Line Items] | |||||||
Unit Description | each consisting of 100,000 shares of restricted common stock and a warrant to purchase an additional 100,000 shares of common stock at an exercise price of $0.10 per share at any time prior to August 31, 2018 | ||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $ / shares | $ 0.10 | ||||||
Unit, Price per unit (in Dollars per Item) | $ / item | 6,000 | ||||||
Number of Units Sold | 15 | ||||||
Stock Issued During Period, Shares, New Issues (in Shares) | shares | 1,500,000 | ||||||
Class of Warrant or Right, Granted (in Shares) | shares | 1,500,000 | ||||||
Proceeds from Issuance or Sale of Equity | $ 90,000 | ||||||
Subsequent Event [Member] | Twin Lakes San Andres Unit Interest Acquisition [Member | |||||||
NOTE 7. SUBSEQUENT EVENTS (Details) [Line Items] | |||||||
Working interest | 15.00% | ||||||
Revenue Interest (in Dollars per share) | $ / shares | $ 0.1091 | ||||||
Acquisition Costs, Period Cost | $ 196,875 | ||||||
Payments to Acquire Oil and Gas Property and Equipment | 50,000 | ||||||
Debt Instrument, Face Amount | $ 146,875 | ||||||
Debt Instrument, Maturity Date | Dec. 31, 2015 | ||||||
Note Receivable, Interest Rate | 10.00% | ||||||
Debt Instrument, Maturity Date, Description | The Company also has the right to a one-time extension of the maturity date of the note (extending the maturity date for 90 days) if we issue BSNM 500,000 additional shares of restricted common stock | ||||||
Maximum [Member] | Subsequent Event [Member] | Twin Lakes San Andres Unit Interest Acquisition [Member | |||||||
NOTE 7. SUBSEQUENT EVENTS (Details) [Line Items] | |||||||
Other Commitment | $ 400,000 |