Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Sep. 30, 2016 | Nov. 14, 2016 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | Petrolia Energy Corporation | |
Document Type | 10-Q | |
Current Fiscal Year End Date | --12-31 | |
Entity Common Stock, Shares Outstanding | 78,604,741 | |
Amendment Flag | false | |
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, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q3 |
BALANCE SHEETS (Unaudited)
BALANCE SHEETS (Unaudited) - USD ($) | Sep. 30, 2016 | Dec. 31, 2015 |
Current assets | ||
Cash | $ 12,071 | $ 3,091 |
Accounts receivable | 170,689 | 48,633 |
Inventory | 113,531 | 0 |
Other current assets | 29,225 | 31,049 |
Total current assets | 325,516 | 82,773 |
Oil and gas, on the basis of full cost accounting | ||
Evaluated properties | 13,331,768 | 4,733,853 |
Furniture, equipment & software | 200,416 | 108,234 |
Less accumulated depreciation | (1,096,608) | (1,045,644) |
Net property and equipment | 12,435,576 | 3,796,443 |
Other Assets | ||
Intangible assets | 49,886 | 0 |
Note receivable | 316,800 | 316,800 |
Total Assets | 13,127,778 | 4,196,016 |
Current liabilities | ||
Accounts payable | 317,927 | 169,564 |
Accrued liabilities | 351,357 | 130,582 |
Convertible debt – related party, net of discount of $0 and $171,573 | 550,000 | 378,427 |
Current maturities of installment notes payable | 111,186 | 21,144 |
Note Payable to Affiliates | 1,247,980 | 192,875 |
Deferred rent | 2,816 | 2,816 |
Total current liabilities | 2,581,266 | 895,408 |
Asset retirement obligations | 284,856 | 213,328 |
Note Payable to Affiliates – Long Term | 2,904,020 | 0 |
Note Payable – related party | 0 | 6,652 |
Total Liabilities | 5,770,142 | 1,115,388 |
Stockholders’ Equity | ||
Preferred stock, $0.10 par value, 1,000,000 shares authorized; No shares issued & outstanding | 0 | 0 |
Common stock, $.001 par value; 150,000,000 shares authorized; 78,079,741 and 42,839,958 shares issued and outstanding | 78,080 | 42,840 |
Additional paid in capital | 14,672,748 | 9,129,629 |
Accumulated deficit | (7,393,192) | (6,091,841) |
Total Stockholders’ Equity | 7,357,636 | 3,080,628 |
Total Liabilities and Stockholders’ Equity | $ 13,127,778 | $ 4,196,016 |
BALANCE SHEETS (Unaudited) (Par
BALANCE SHEETS (Unaudited) (Parentheticals) - USD ($) | Sep. 30, 2016 | Dec. 31, 2015 |
Convertible debt, discount (in Dollars) | $ 0 | $ 171,573 |
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 | 150,000,000 | 150,000,000 |
Common stock, shares issued | 78,079,741 | 42,839,958 |
Common stock, shares outstanding | 78,079,741 | 42,839,958 |
STATEMENT OF OPERATIONS (Unaudi
STATEMENT OF OPERATIONS (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Oil and gas sales | ||||
Oil and gas sales | $ 21,863 | $ 34,689 | $ 79,156 | $ 162,848 |
Equipment sales | 0 | 0 | 198,000 | 0 |
Total Revenue | 21,863 | 34,689 | 277,156 | 162,848 |
Operating expenses | ||||
Lease operating expense | 47,621 | 45,368 | 155,424 | 179,422 |
Cost of equipment sold | 0 | 0 | 33,330 | 0 |
Production tax | 1,074 | 1,447 | 3,846 | 7,364 |
General and administrative expenses | 508,329 | 122,203 | 1,139,432 | 365,686 |
Depreciation, depletion and amortization | 15,764 | 19,727 | 50,964 | 78,937 |
Impairment of Oil & Gas Properties | 0 | 0 | 0 | 668,073 |
Asset retirement obligation accretion | 8,199 | 8,733 | 21,232 | 8,733 |
Total operating expenses | 580,987 | 197,478 | 1,404,228 | 1,308,215 |
Loss from operations | (559,124) | (162,789) | (1,127,072) | (1,145,367) |
Other Income (expenses) | ||||
Interest (expense) | (53,811) | (49,851) | (211,288) | (137,881) |
Other income | 16,385 | 10,000 | 51,345 | 18,484 |
Loss on conveyance of PORRI warrants | 0 | 0 | (14,336) | 0 |
Loss on conversion of debt | 0 | 0 | 0 | (69,107) |
Net loss | $ (596,550) | $ (202,640) | $ (1,301,351) | $ (1,333,871) |
Loss per share (Basic and fully diluted) (in Dollars per share) | $ (0.01) | $ (0.01) | $ (0.03) | $ (0.07) |
Weighted average number of common shares outstanding (in Shares) | 48,079,201 | 22,134,757 | 44,445,850 | 20,368,565 |
STATEMENTS OF CASH FLOWS (Unaud
STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Cash Flows from Operating Activities | ||
Net loss | $ (1,301,351) | $ (1,333,871) |
Adjustment to reconcile net loss to net cash provided by/(used in) operating activities: | ||
Depreciation and amortization | 50,964 | 78,937 |
Accretion of debt discount | 171,573 | 103,520 |
Impairment of Oil & Gas Properties | 0 | 668,073 |
Loss on Conveyance of PORRI warrants | 14,336 | 69,107 |
ARO accretion | 21,232 | 8,733 |
Stock-based compensation expense – Board of Directors | 195,264 | 0 |
Debt Issuance Costs | 22,166 | 0 |
Stock-based compensation expense - employees | 118,425 | 44,779 |
Changes in operating assets and liabilities | ||
Accounts receivable | (122,056) | 3,219 |
Inventory | 33,330 | 0 |
Other assets | 1,824 | 7,484 |
Accounts payable | 258,470 | 60,504 |
Accrued liabilities | 220,775 | (755) |
Net cash flows from operating activities | (315,048) | (290,270) |
Cash Flows from Investing Activities | ||
Cash acquired from investment in Askarii | 114 | 0 |
Proceeds from sale of property and equipment | 30,000 | 4,525 |
Purchase of fixed asset | (93,476) | (19,854) |
Cash flows from investing activities | (63,362) | (15,329) |
Cash Flows from Financing Activities | ||
Payments of shareholder advances | (112,000) | (7,000) |
Proceeds from shareholder advances | 368,000 | 71,000 |
Proceeds from issuance of common stock | 48,000 | 238,000 |
Proceeds from short term loans | 85,000 | 0 |
Payments on notes payable | (1,610) | (12,638) |
Cash flows from financing activities | 387,390 | 289,362 |
Net change in cash and cash equivalents | 8,980 | (16,237) |
Cash and cash equivalents | ||
Beginning of period | 3,091 | 24,688 |
End of period | 12,071 | 8,451 |
SUPPLEMENTAL DISCLOSURES | ||
Interest Paid | 24,770 | 34,361 |
NON-CASH INVESTING AND FINANCIAL DISCLOSURES | ||
Purchase of Askarii | 50,000 | 0 |
Initial recognition of asset retirement obligation | 50,296 | 958 |
Share issued for oil and gas property interest | 4,723,186 | 719,902 |
Note payable for oil and gas property interest | 4,000,000 | 0 |
Cancellation of shares | 0 | 400 |
Transfer to Askarii Inventory | 146,861 | 0 |
Shares Issued as Payment for Affiliated Note [Member] | ||
NON-CASH INVESTING AND FINANCIAL DISCLOSURES | ||
Debt conversion, original debt amount | 146,876 | 0 |
Shares Issued as Settlement of Accounts Payable [Member] | ||
NON-CASH INVESTING AND FINANCIAL DISCLOSURES | ||
Debt conversion, original debt amount | 110,106 | 0 |
Shares Issued as Payment of Shareholder Advances [Member] | ||
NON-CASH INVESTING AND FINANCIAL DISCLOSURES | ||
Debt conversion, original debt amount | 150,000 | 0 |
Shares Issued for Conversion of Debt [Member] | ||
NON-CASH INVESTING AND FINANCIAL DISCLOSURES | ||
Debt conversion, original debt amount | $ 0 | $ 60,000 |
NOTE 1. ORGANIZATION AND BASIS
NOTE 1. ORGANIZATION AND BASIS OF PRESENTATION | 9 Months Ended |
Sep. 30, 2016 | |
Disclosure Text Block [Abstract] | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | NOTE 1. ORGANIZATION AND BASIS OF PRESENTATION: Petrolia Energy Corporation (“we”, “us”, “Petrolia” and the “Company”) an oil and gas exploration, development, and production company. 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, 2015, as reported in Form 10-K, have been omitted. The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, Askarii Resources, LLC (“Askarii”) and SUDS Properties LLC (acquired on September 28, 2016. Our subsidiary, Askarii, operates in the oil field services industry, providing equipment and services to various oil field related companies. All significant intercompany transactions are eliminated in the consolidation process. Since the single subsidiary is wholly-owned, all non intercompany balances are included in the consolidated financial statement balances. |
NOTE 2. SUMMARY OF SIGNIFICANT
NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Sep. 30, 2016 | |
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 unaudited consolidated financial statements follows. Management Estimates - Inventories - Intangible Assets - Our intangible assets are subject to amortization and are amortized using the straight-line method over their estimated period of benefit. Intangible assets acquired as part of a business combination are capitalized at their acquisition-date fair value. Equipment sales - when the significant risks and rewards of ownership have been transferred to the buyer and the recovery of the consideration is probable. 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. GOING CONCERN
NOTE 3. GOING CONCERN | 9 Months Ended |
Sep. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Substantial Doubt about Going Concern [Text Block] | NOTE 3. 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. 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 4. NOTES PAYABLE - RELATED
NOTE 4. NOTES PAYABLE - RELATED PARTY | 9 Months Ended |
Sep. 30, 2016 | |
Receivables [Abstract] | |
Loans, Notes, Trade and Other Receivables Disclosure [Text Block] | NOTE 4. NOTES PAYABLE – RELATED PARTY On June 30, 2016, the maturity date of the $350,000 and $200,000 Convertible Secured Promissory Notes (the “Notes”) between the Company and Rick Wilber (“Holder”) were extended to December 31, 2016. If at any time prior to December 31, 2016, the Company pays the Holder $500,000 on the Notes (together with all accrued interest), the Company will receive a $50,000 discount on the total principal amount of $550,000 outstanding under the Notes. If the Notes are fully paid by the Company, the Company will issue new warrants for the purchase of 500,000 shares of stock at an exercise price of $0.15 per share that will expire five (5) years from the grant date (and the old warrants will be extinguished). If payment is not made before December 31, 2016, no discount is allowed. During the nine months ended September 30, 2016 and 2015 the Company amortized $171,573 and $103,520, respectively, of debt discount to interest expense. At September 30, 2016 the remaining unamortized debt discount is $0. Purchase and Sale Agreement With an effective date of September 28 2016, the Company acquired an additional 50% net working interest (bringing the Company’s interest to 60%) in the Slick Unit Dutcher Sands field (“SUDS”) located in Creek County Oklahoma, based on a Purchase and Sale Agreement between the Company and Jovian Petroleum Corporation and its subsidiaries, Jovian Resources, LLC. and SUDS Properties, LLC (together known as “Jovian”). The largest interest owner of Jovian is Zel C. Khan, our Chief Executive Officer, President and Director, and our Director Quinten Beasley who is the President of Jovian. The Company issued two notes for a combined value of $4,000,000 in exchange for a cumulative 50% working interest in SUDS. One note is a Promissory Note for $1,000,000 bearing interest at 5% per annum and is due on December 31, 2016. If full payment is not made by December 31, 2016, we are entitled to extend the Note to March 31, 2017 by making a $10,000 payment in cash prior to maturity. The Promissory Note is secured by a 12.5% undivided working interest in the SUDS field. Although the note is due on December 31, 2016, in the event the Company closes a financing related to the SUDS field, 50% of the net proceeds received from the financing will be applied to reduce the Note. The second note is a Production Payment Note for $3,000,000 paid out of twenty percent (20%) of the 50% undivided interest of net revenues received in the purchase which are attributable to the SUDS field assets. We are required to make the production payments to seller no later than the end of each calendar month. The Production Payment Note is secured by a 37.5% undivided working interest in the SUDS field. For additional details on the acquisition of property see Note 8. |
NOTE 5. EQUITY
NOTE 5. EQUITY | 9 Months Ended |
Sep. 30, 2016 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity Note Disclosure [Text Block] | NOTE 5. EQUITY Preferred Stock – 1,000,000 Common Stock – On February 1, 2016, the Company acquired 100% of the issued and outstanding shares in Askarii Resources, a private Texas based oil & gas service company. The Company acquired Askarii by issuing one million restricted common shares. Based on the current market value of the Company’s stock at $0.05 per share, the aggregate value of the transaction is $50,000. There were minimal tangible assets purchased from Askarii. The final purchase price allocation is as follows: trademarks $10,000, internet/website $5,000, customer lists $10,000 and customer relationships $25,000. On February 10, 2016, a shareholder provided an advance of $20,000 in order to temporarily fund the Company’s working capital needs. On April 1, 2016, in order to compensate the shareholder, the Company issued 285,714 shares in consideration for forgiveness of the debt in full. The valuation of the issuance was $20,000, based on 285,714 shares valued at $0.07 per share on April 1, 2016. On March 11, 2016, the Board of Directors granted three (3) contract employees 700,000 shares of the Company’s restricted common stock for settlement of outstanding payables. The shares were issued at the current market price of $0.06 per share on March 11, 2016, at an aggregate value of $42,000. As a result of the 2015 Annual Meeting of our Stockholders, held on April14, 2016, the shareholders voted to increase the total number of authorized shares of common stock to 150,000,000. On May 2, 2016, the Company paid off its outstanding Promissory Note to Blue Sky NM (“BSNM”) for $146,875. This Note was created when the 15% working interest in the Twin Lakes field was purchased earlier in the year. The payoff was made by issuing 1,468,750 shares of Company common stock. Based on the market value of the stock on May 2, 2016 of $0.10, the value of the transaction was $146,875 and resulted in no gain or loss. In addition, a cash payment of $4,869 was made to pay off the remaining outstanding interest. During the nine months ended September 30, 2016, the Company expensed $25,500 of stock based compensation (for its CEO) related to restricted stock awards. The remaining value to be expensed on these awards is $34,000 at September 30, 2016 On September 1, 2016, the Company issued 3.5 million shares of its restricted common stock to Whistler to acquire an additional 25% working interest ownership of TSLAU. For additional details on the acquisition see Note 8. Share Exchange Agreement On September 28, 2016 the Company issued 24,308,985 shares of its restricted common stock to Jovian, a related party, to acquire 100% (an additional 40% working interest ownership) As a result of the exchange, SUD became a wholly-owned subsidiary of the Company. The purchase price of the shares equates to a $4,373,186 value, based on the $0.1799 per share market price of Petrolia’s shares on September 28, 2016 (the effective date of the transaction). Warrants Summary information regarding common stock warrants granted and outstanding as of and for the nine months ended September 30, 2016, is as follows: Warrants Weighted Average Exercise Price Aggregate intrinsic value Weighted average remaining contractual life (years) Outstanding at year ended December 31, 2015 11,910,111 $ 0.33 $ - 3.52 Granted 4,927,916 0.08 - 2.36 Exercised - - - - Expired - - - - Outstanding at quarter ended September 30, 2016 16,838,027 $ 0.26 $ 479,425 2.69 |
NOTE 6. COMMITMENTS AND CONTING
NOTE 6. COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Sep. 30, 2016 | |
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, 2016, 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. Office Lease |
NOTE 7. RELATED PARTY
NOTE 7. RELATED PARTY | 9 Months Ended |
Sep. 30, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions Disclosure [Text Block] | NOTE 7. RELATED PARTY Transactions with related parties and affiliates Beginning February 1, 2016, the Company sponsored the SUDS 1% Term Overriding Royalty Interest (“ORRI”) offering on behalf of the SUDS field to raise $300,000. Under the terms of the Company offering, investors received 1% of the gross revenue from the field monthly, based on their investment of $20,000 until such time as they receive a cumulative revenue amount of $30,000. With each unit purchased, a warrant to purchase 10,000 shares of Company’s common stock was granted with an exercise price of $0.10 per share, and an expiration date of February 28, 2019. At the end of the second quarter, the $300,000 offering had been received which resulted in the granting of warrants to purchase 150,000 shares of common stock. The following affiliated investors each purchased one (1) unit: Joel Oppenheim, Zel C Khan, Lee Lytton, Paul Deputy and Leo Womack. The fair value of all these SUDS related warrants was $14,336 based on a $0.06 per share valuation, volatility of 235%, a discount rate of 1.09%, over a 3 year term. In addition, to properly account for the Company’s 10% working interest owner in the SUDS field, $30,000 was offset against the full cost pool of Oil & Gas Properties. The Company through its wholly-owned subsidiary Askarii sold pump jacks to the other owners of the SUDS properties (before the September acquisition), totaling $198,000 for the nine months ended September 30, 2016. For the nine months ended, Askarii booked a profit of $164,670 on the sale of pump jacks to the other owners of the SUDs properties. To compensate the independent Directors for their service during 2016, on March 11, 2016, the Board of Directors granted Leo B. Womack, the Chairman of the Board of Directors of the Company an option to purchase 1,000,000 shares of the Company’s common stock at an exercise price of $0.06 per share, which vests immediately, 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 immediately, and are exercisable for 36 months thereafter. The fair value of the options granted on March 11, 2016 is $115,045 and was based on a $0.06 valuation, volatility of 235%, a discount rate of 1.09% and a 3 year term. The total amount of the options was expensed in 2016. These warrants are subject to a clawback provision which would be ratably invoked if a director did not complete his 2016 service term. Effective April 18, 2016, Quinten Beasley was compensated for his service during 2016 through a grant of 500,000 warrants to purchase 500,000 shares of the Company’s common stock at an exercise price of $0.06 per share, which vests immediately, and is exercisable for 36 months thereafter. The fair value of the warrants is $41,891 based on a $0.08 valuation, volatility of 235%, a discount rate of 1.09% and a 3 year term. The total amount of the warrants was expensed in 2016. These warrants are subject to a clawback provision which would be ratably invoked if a director did not complete his 2016 service term. On May 31, 2016, in consideration for the cancellation of debt incurred as a result of a $48,000 advance, the Company issued 8 units or 800,000 shares to the current CFO as part of, and under the terms of, the September 1, 2015 private offering. The shares were issued at a price of $0.06 per share and included warrants to purchase an additional 800,000 shares of common stock at a price of $0.10 cents per share at any time prior to August 5, 2018. This represented the final sale under this offering. During the nine months ended September 30, 2016, shareholders advanced an additional $378,000, while also receiving offsetting cash payments of $122,000 on outstanding advances and converting $150,000 of advances into shares of common stock, as described in Note 5. This resulted in a cumulative increase of $116,000 in borrowings through shareholders. This increased the shareholder advance liability from $46,000 at December 31, 2015 to $162,000 at September 30, 2016 which is included under Note payable to affiliates. . In connection with these loans the Company granted 290,000 warrants to purchase 290,000 shares of common stock at an average exercise price of $0.09 per share. The fair value of these warrants was $19,536, based on an average $0.08 price per share valuation, volatility of 284%, a discount rate of 0.87% and a 3 year term. The value of the warrants was recorded as debt issuance costs on the date of issuance. On November 4, 2015 the Company executed a Promissory Note for $146,875 to BSNM, related to the TLSAU acquisition. The note was due on December 31, 2015 and accrues at a rate of 10% per annum. The repayment of the note is secured by 1,000,000 shares of restricted stock of the Company. The Company exercised its one time right for a 6 month extension of the maturity date of the note by issuing BSNM 500,000 additional shares of restricted Company common stock on December 31, 2015. On May 2, 2016, this note was converted into 500,000 shares of common stock at a price of $0.075 per share at a value of $37,500. On June 24, 2016, the Company purchased a 2007 Toyota Tundra vehicle for $10,625 from Jovian Petroleum Corporation. It is being used for field operations. During July 2016, payments of $7,000 were made against the outstanding balance. There was no promissory note created for the remaining outstanding balance of $3,264, and both parties agreed for the balance to be paid when funds become available. The truck’s estimated useful life is 5 years. In association with Mr. Zel C. Khan’s employment agreement dated September 23, 2015, the Company issued one warrant to purchase one share of the Company’s restricted stock at an exercise price of $0.20 per share for each dollar of Mr. Khan’s deferred gross salary for the nine months ended 2016. Mr. Khan’s total accrued salary at September 30, 2016 was $120,000. The Company granted warrants to purchase 120,000 shares of common shares for the nine months ended 2016 (40,000 warrants per quarter). The warrants have a term of 36 months from their issuance date. The fair value of all three quarter’s warrants was $11,376, based on an average $0.10 price per share valuation, volatility of 235%, a discount rate of 1.09% and a 3 year term. The warrants were recognized as stock compensation expense. During the nine months ended September 30, 2016, two directors were granted warrants to purchase 31,250 shares of common stock in exchange for providing collateral to a bank to collateralize the Company’s letters of credit. The value of the warrants was $2,629 with an exercise price of each warrant is $0.06 per share and they expire three (3) years from their grant date. The value of these warrants was recorded as debt issuance costs on the date of the grant. On August 17, 2016 Paul M. Deputy was appointed Chief Financial Officer (“CFO”) of the Company and entered into an employment agreement with the Company effective July 1, 2016 to serve as Chief Financial Officer for an initial term of twelve (12) months (automatically renewable thereafter for additional one year terms). The agreement provides that the Company will pay Mr. Deputy $140,000 per year. The Company granted Mr. Deputy options to purchase 550,000 shares of the Company’s restricted common stock at a value of $26,096 with an exercise price of $0.077 per share with a term of three (3) years beginning July 1, 2016, as a signing bonus. These warrants were recognized as stock compensation expense. Mr. Deputy’s compensation for the first 90 days of the contract period will be deferred with the Board having the option to, (a) authorize payment at that time or (b) elect to defer payment until the closing of the financing in exchange for granting Mr. Deputy a warrant to purchase Petrolia shares equal to the amount of salary deferred at a price equal to the closing price of the stock on the day of the Board meeting or (c) issue shares of common stock based on a strike price equal to the closing price of the company’s shares on the previous day. In association with Mr. Deputy’s employment agreement dated July 1, 2016, the Company issued one warrant to purchase one share of the Company’s restricted stock at an exercise price of $0.20 per share for each dollar of Mr. Deputy’s deferred gross salary for the nine months ended 2016. Mr. Deputy’s total accrued salary at September 30, 2016 was $11,667. The Company granted warrants to purchase 11,666 shares of common shares for the nine months ended 2016. The warrants have a term of 36 months from their issuance date. The fair value of all three quarter’s warrants was $1,533, based on a $0.14 price per share valuation, volatility of 317%, a discount rate of 1.09% and a 3 year term. The warrants were recognized as stock compensation expense. On August 17, 2016 the Board of Directors issued two key employees (Carla Petty and Jason Bagby) 200,000 shares of the Company’s restricted common stock. The shares were issued at current market price of $0.077 per share on August 17, 2016 at a value of $15,400 and recorded as stock based compensation. On August 17, 2016 the Board of Directors issued the CFO 500,000 shares of the Company’s restricted common stock for settlement of outstanding payables. The shares were issued at current market price of $0.077 per share on August 17, 2016 at a value of $38,500 and recorded as stock based compensation. On August 17, 2016 the Board of Directors granted Joel Oppenheim options to purchase 300,000 shares of the Company’s restricted common stock at an exercise price of $0.077 per share and have a term of three (3) years beginning August 17, 2016 at a value of $23,100 as compensation for arranging and guaranteeing certain bank relationships for the Company. On August 25, 2016, in consideration for the cancellation of $56,107 of accounts payable and $110,000 of debts incurred, the Company issued 2,076,000 shares at a valuation of $166,107 priced at $0.06 per share, to the CFO. Effective September 30, 2016, the seven (7) Advisory Board members were compensated for their service from April 1, 2016 through September 30, 2016 (for two quarters) though the granting of 12,500 warrants each (87,500 total warrants per quarter), per quarter per Board member, to purchase 12,500 shares of the Company’s common stock at an average exercise price of $0.095 per share, which vests immediately, and is exercisable for 36 months thereafter. The fair value of the warrants is $13,191 based on an average $0.095 valuation, volatility of 235%, a discount rate of 1.09% and a 3 year term. The total amount of the warrants was expensed in 2016. These warrants are subject to a clawback provision which would be ratably invoked if a director did not complete his 2016 service term. |
NOTE 8. ASSET ACQUISITIONS
NOTE 8. ASSET ACQUISITIONS | 9 Months Ended |
Sep. 30, 2016 | |
Business Combinations [Abstract] | |
Business Combination Disclosure [Text Block] | NOTE 8. ASSET ACQUISITIONS SUDs Acquisition On September 28, 2016, the Company acquired an additional 90% working interest ownership of SUDs through the issuance of a note payable for $4,000,000 as outlined above in note 4 and the issuance 24,308,985 shares of its restricted common stock, from a related party. The purchase price of the shares equates to a $4,373,186 value, based on the $0.1799/share market price of Petrolia’s shares on September 28, 2016. After the acquisition the company holds a total working interest ownership of 100%. The final purchase price allocation of the combined transactions is as follows: oil and gas properties acquired $8,765,438, asset retirement obligation assumed of $42,252 Twin Lakes Acquisition On September 1, 2016, the Company acquired an additional 25% working interest ownership of TLSAU field through the issuance of 3,500,000 shares of its restricted common stock with an unrelated party. The purchase price of the shares equates to a $350,000 value, based on the $0.10/share market price of Petrolia’s shares on September 1, 2016. After the purchase, the company holds a total working interest ownership of 40%. The final purchase price allocation of the transaction is as follows: oil and gas properties acquired $358,044, asset retirement obligation assumed of $8,044. The below table represent the proforma financial statement to show the effects of the combined entity for the periods presented above: Three Months ended September 30, Three Months ended September 30, 2015 Petrolia Energy SUDS Properties Combined Petrolia Energy SUDS Properties Combined Oil and gas sales 21,863 18,803 40,666 34,689 11,763 46,452 Operating expenses LOE 47,621 53,726 101,347 45,368 18,304 63,672 Production tax 1,074 1,355 2,429 1,447 847 2,294 G&A expenses 508,329 508,329 122,203 - 122,203 DD&A 15,764 15,764 19,727 - 19,727 ARO 8,199 8,199 8,733 - 8,733 Total operating expenses 580,987 55,081 636,068 197,478 19,151 216,629 Loss from operations (559,124 ) (36,278 ) (595,402 ) (162,789 ) (7,388 ) (170,177 ) Loss on conversion of debt - - - - - Other Income 16,385 16,385 10,000 - 10,000 Interest (expense) (53,811 ) (53,811 ) (49,851 ) - (49,851 ) Net loss (596,550 ) (36,278 ) (632,828 ) (202,640 ) (7,388 ) (210,028 ) Nine Months ended September 30, 2016 Nine Months ended September 30, 2015 Petrolia Energy SUDS Properties Combined Petrolia Energy SUDS Properties Combined Oil and gas sales 277,156 62,158 339,314 162,848 35,289 198,137 Operating expenses Lease operating expense 155,424 300,290 455,714 179,422 54,911 234,333 Cost of equipment sold 33,330 33,330 Production tax 3,846 4,478 8,324 7,364 2,541 9,905 G&A expenses 1,139,432 1,139,432 365,686 - 365,686 DD&A 50,964 50,964 78,937 - 78,937 Impair O&G Properties - - 668,073 - 668,073 ARO 21,232 21,232 8,733 - 8,733 Total operating expenses 1,404,228 304,768 1,708,996 1,308,215 57,452 1,365,667 Loss from operations (1,127,072 ) (242,610 ) (1,369,682 ) (1,145,367 ) (22,163 ) (1,167,530 ) Loss on conversion of debt (14,336 ) - (14,336 ) (69,107 ) - (69,107 ) Other Income 51,345 - 51,345- 18,484 - 18,484 Interest (expense) (211,288 ) - (211,288 ) (137,881 ) - (137,881 ) Net loss (1,301,351 ) (242,610 ) (1,543,961 ) (1,333,871 ) (22,163 ) (1,356,034 ) |
NOTE 9. BUSINESS SEGMENTS
NOTE 9. BUSINESS SEGMENTS | 9 Months Ended |
Sep. 30, 2016 | |
Segment Reporting [Abstract] | |
Segment Reporting Disclosure [Text Block] | NOTE 9. BUSINESS SEGMENTS We are a diversified oil and gas company with operations in two segments: Oil and Gas Exploration and Production exploration, development, and production Oil field services Three Months Ended September 30, 2016 Three Months Ended September 30, 2015 Nine Months Ended September 30, 2016 Nine Months Ended September 30, 2015 Revenues Oil & Gas $ 21,863 $ 34,689 $ 79,156 $ 162,848 Oil field services - - 198,000 - Net Income (Loss) Oil & Gas (37,425 ) (202,640 ) (1,458,595 ) (1,333,870 ) Oil field services - - 180,273 - September 30, 2016 December 31, 2015 Assets Oil & Gas 12,908,826 4,196,016 Oil field services 109,476 - Accounts Receivable Oil & Gas 170,689 48,633 Oil field services $ - $ - All segment expenses were incurred by the Oil & Gas segment except the cost of equipment sold of $33,330 which was incurred in the nine months ended September 30, 2016 by the Oil field service segment. |
NOTE 10. SUBSEQUENT EVENTS
NOTE 10. SUBSEQUENT EVENTS | 9 Months Ended |
Sep. 30, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | NOTE 10. SUBSEQUENT EVENTS The Board authorized the Company to allowed all outstand warrant-holders to exercise their outstanding warrants at a 20% discount. In October 2016, four (4) warrant holders exercised a total of 525,000 warrants by remitting payments of $50,000 at an average share price of $0.095 per shares. Director Lee Lytton exercised 10,000 shares (included in the total above) by remitting a payment of $479 at a share price of $0.59 per share. On November 11, 2016, the Board approved an issuance of a $2 million Preferred Stock offering. The Company is currently negotiating with an institutional investment group to fund the offering. On November 11, 2016, the Board approved the expenditure of $100,000 to drill two new wells at the SUDS leasehold. These wells are to be step-out wells from existing wells that are currently producing. |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 9 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Use of Estimates, Policy [Policy Text Block] | Management Estimates - |
Inventory, Policy [Policy Text Block] | Inventories - |
Intangible Assets, Finite-Lived, Policy [Policy Text Block] | Intangible Assets - Our intangible assets are subject to amortization and are amortized using the straight-line method over their estimated period of benefit. Intangible assets acquired as part of a business combination are capitalized at their acquisition-date fair value. |
Revenue Recognition, Policy [Policy Text Block] | Equipment sales - when the significant risks and rewards of ownership have been transferred to the buyer and the recovery of the consideration is probable. |
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, 2016 | |
Stockholders' Equity Note [Abstract] | |
Schedule of Stockholders' Equity Note, Warrants or Rights [Table Text Block] | Summary information regarding common stock warrants granted and outstanding as of and for the nine months ended September 30, 2016, is as follows: Warrants Weighted Average Exercise Price Aggregate intrinsic value Weighted average remaining contractual life (years) Outstanding at year ended December 31, 2015 11,910,111 $ 0.33 $ - 3.52 Granted 4,927,916 0.08 - 2.36 Exercised - - - - Expired - - - - Outstanding at quarter ended September 30, 2016 16,838,027 $ 0.26 $ 479,425 2.69 |
NOTE 8. ASSET ACQUISITIONS (Tab
NOTE 8. ASSET ACQUISITIONS (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Business Combinations [Abstract] | |
Business Acquisition, Pro Forma Information [Table Text Block] | The below table represent the proforma financial statement to show the effects of the combined entity for the periods presented above: Three Months ended September 30, Three Months ended September 30, 2015 Petrolia Energy SUDS Properties Combined Petrolia Energy SUDS Properties Combined Oil and gas sales 21,863 18,803 40,666 34,689 11,763 46,452 Operating expenses LOE 47,621 53,726 101,347 45,368 18,304 63,672 Production tax 1,074 1,355 2,429 1,447 847 2,294 G&A expenses 508,329 508,329 122,203 - 122,203 DD&A 15,764 15,764 19,727 - 19,727 ARO 8,199 8,199 8,733 - 8,733 Total operating expenses 580,987 55,081 636,068 197,478 19,151 216,629 Loss from operations (559,124 ) (36,278 ) (595,402 ) (162,789 ) (7,388 ) (170,177 ) Loss on conversion of debt - - - - - Other Income 16,385 16,385 10,000 - 10,000 Interest (expense) (53,811 ) (53,811 ) (49,851 ) - (49,851 ) Net loss (596,550 ) (36,278 ) (632,828 ) (202,640 ) (7,388 ) (210,028 ) Nine Months ended September 30, 2016 Nine Months ended September 30, 2015 Petrolia Energy SUDS Properties Combined Petrolia Energy SUDS Properties Combined Oil and gas sales 277,156 62,158 339,314 162,848 35,289 198,137 Operating expenses Lease operating expense 155,424 300,290 455,714 179,422 54,911 234,333 Cost of equipment sold 33,330 33,330 Production tax 3,846 4,478 8,324 7,364 2,541 9,905 G&A expenses 1,139,432 1,139,432 365,686 - 365,686 DD&A 50,964 50,964 78,937 - 78,937 Impair O&G Properties - - 668,073 - 668,073 ARO 21,232 21,232 8,733 - 8,733 Total operating expenses 1,404,228 304,768 1,708,996 1,308,215 57,452 1,365,667 Loss from operations (1,127,072 ) (242,610 ) (1,369,682 ) (1,145,367 ) (22,163 ) (1,167,530 ) Loss on conversion of debt (14,336 ) - (14,336 ) (69,107 ) - (69,107 ) Other Income 51,345 - 51,345- 18,484 - 18,484 Interest (expense) (211,288 ) - (211,288 ) (137,881 ) - (137,881 ) Net loss (1,301,351 ) (242,610 ) (1,543,961 ) (1,333,871 ) (22,163 ) (1,356,034 ) |
NOTE 9. BUSINESS SEGMENTS (Tabl
NOTE 9. BUSINESS SEGMENTS (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | Three Months Ended September 30, 2016 Three Months Ended September 30, 2015 Nine Months Ended September 30, 2016 Nine Months Ended September 30, 2015 Revenues Oil & Gas $ 21,863 $ 34,689 $ 79,156 $ 162,848 Oil field services - - 198,000 - Net Income (Loss) Oil & Gas (37,425 ) (202,640 ) (1,458,595 ) (1,333,870 ) Oil field services - - 180,273 - September 30, 2016 December 31, 2015 Assets Oil & Gas 12,908,826 4,196,016 Oil field services 109,476 - Accounts Receivable Oil & Gas 170,689 48,633 Oil field services $ - $ - |
NOTE 4. NOTES PAYABLE - RELAT20
NOTE 4. NOTES PAYABLE - RELATED PARTY (Details) - USD ($) | Sep. 28, 2016 | Sep. 01, 2016 | Jun. 30, 2016 | May 02, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 |
NOTE 4. NOTES PAYABLE - RELATED PARTY (Details) [Line Items] | |||||||
Amortization of Debt Discount (Premium) | $ 171,573 | $ 103,520 | |||||
Debt Instrument, Unamortized Discount | 0 | $ 171,573 | |||||
Working interest | 25.00% | 15.00% | |||||
Acquisition of SUDS Properties LLC #1 [Member] | |||||||
NOTE 4. NOTES PAYABLE - RELATED PARTY (Details) [Line Items] | |||||||
Working interest | 50.00% | ||||||
Working Interest Ownership | 60.00% | ||||||
Convertible Debt [Member] | |||||||
NOTE 4. NOTES PAYABLE - RELATED PARTY (Details) [Line Items] | |||||||
Debt Instrument, Payment Terms | If at any time prior to December 31, 2016, the Company pays the Holder $500,000 on the Notes (together with all accrued interest), the Company will receive a $50,000 discount on the total principal amount of $550,000 outstanding under the Notes. If the Notes are fully paid by the Company, the Company will issue new warrants for the purchase of 500,000 shares of stock at an exercise price of $0.15 per share that will expire five (5) years from the grant date (and the old warrants will be extinguished). If payment is not made before December 31, 2016, no discount is allowed. | ||||||
Amortization of Debt Discount (Premium) | 171,573 | $ 103,520 | |||||
Debt Instrument, Unamortized Discount | $ 0 | ||||||
Loans Payable [Member] | Acquisition of SUDS Properties LLC #1 [Member] | |||||||
NOTE 4. NOTES PAYABLE - RELATED PARTY (Details) [Line Items] | |||||||
Debt Instrument, Face Amount | $ 4,000,000 | ||||||
Convertible Secured Note #1 [Member] | |||||||
NOTE 4. NOTES PAYABLE - RELATED PARTY (Details) [Line Items] | |||||||
Debt Instrument, Face Amount | $ 350,000 | ||||||
Debt Instrument, Maturity Date | Dec. 31, 2016 | ||||||
Convertible Secured Note #2 [Member] | |||||||
NOTE 4. NOTES PAYABLE - RELATED PARTY (Details) [Line Items] | |||||||
Debt Instrument, Face Amount | $ 200,000 | ||||||
Debt Instrument, Maturity Date | Dec. 31, 2016 | ||||||
Promissory Note [Member] | Loans Payable [Member] | Acquisition of SUDS Properties LLC #1 [Member] | |||||||
NOTE 4. NOTES PAYABLE - RELATED PARTY (Details) [Line Items] | |||||||
Debt Instrument, Face Amount | $ 1,000,000 | ||||||
Debt Instrument, Maturity Date | Dec. 31, 2016 | ||||||
Debt Instrument, Payment Terms | If full payment is not made by December 31, 2016, we are entitled to extend the Note to March 31, 2017 by making a $10,000 payment in cash prior to maturity | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 5.00% | ||||||
Debt Instrument, Collateral | The Promissory Note is secured by a 12.5% undivided working interest in the SUDS field. | ||||||
Production Payment Note [Member] | Loans Payable [Member] | Acquisition of SUDS Properties LLC #1 [Member] | |||||||
NOTE 4. NOTES PAYABLE - RELATED PARTY (Details) [Line Items] | |||||||
Debt Instrument, Face Amount | $ 3,000,000 | ||||||
Debt Instrument, Payment Terms | paid out of twenty percent (20%) of the 50% undivided interest of net revenues received in the purchase which are attributable to the SUDS field assets | ||||||
Debt Instrument, Collateral | The Production Payment Note is secured by a 37.5% undivided working interest in the SUDS field. |
NOTE 5. EQUITY (Details)
NOTE 5. EQUITY (Details) | Sep. 28, 2016USD ($)$ / sharesshares | Sep. 01, 2016shares | Aug. 25, 2016USD ($)$ / sharesshares | May 02, 2016USD ($)$ / sharesshares | Mar. 11, 2016USD ($)$ / sharesshares | Feb. 10, 2016USD ($)$ / sharesshares | Feb. 01, 2016USD ($)$ / sharesshares | Sep. 23, 2015$ / shares | Sep. 30, 2016USD ($)shares | Sep. 30, 2015USD ($) | Jun. 30, 2016shares | Apr. 18, 2016$ / shares | Apr. 14, 2016shares | Dec. 31, 2015shares |
NOTE 5. EQUITY (Details) [Line Items] | ||||||||||||||
Preferred Stock, Shares Authorized (in Shares) | shares | 1,000,000 | 1,000,000 | 1,000,000 | |||||||||||
Stock Issued During Period, Shares, Acquisitions (in Shares) | shares | 3,500,000 | |||||||||||||
Shares Issued, Price Per Share (in Dollars per share) | $ / shares | $ 0.06 | $ 0.06 | $ 0.07 | |||||||||||
Proceeds from Loans | $ 20,000 | |||||||||||||
Stock Issued During Period, Shares, Other (in Shares) | shares | 285,714 | |||||||||||||
Stock Issued During Period, Value, Other | $ 20,000 | |||||||||||||
3 | ||||||||||||||
Stock Issued During Period, Shares, Share-based Compensation, Gross (in Shares) | shares | 700,000 | |||||||||||||
Stock Issued During Period, Value, Share-based Compensation, Gross | $ 42,000 | $ 25,500 | ||||||||||||
Common Stock, Shares Authorized (in Shares) | shares | 150,000,000 | 150,000,000 | 150,000,000 | |||||||||||
Debt Conversion, Original Debt, Amount | $ 166,107 | $ 146,875 | ||||||||||||
Working interest | 25.00% | 15.00% | ||||||||||||
Debt Conversion, Converted Instrument, Shares Issued (in Shares) | shares | 2,076,000 | 1,468,750 | ||||||||||||
Share Price (in Dollars per share) | $ / shares | $ 100,000 | $ 0.08 | ||||||||||||
Interest Paid | $ 4,869 | $ 24,770 | $ 34,361 | |||||||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized | $ 34,000 | |||||||||||||
Employee Stock Option [Member] | ||||||||||||||
NOTE 5. EQUITY (Details) [Line Items] | ||||||||||||||
Option Exercise Price (in Dollars per share) | $ / shares | $ 146,875 | |||||||||||||
Askarii Resources [Member] | ||||||||||||||
NOTE 5. EQUITY (Details) [Line Items] | ||||||||||||||
Business Acquisition, Percentage of Voting Interests Acquired | 100.00% | |||||||||||||
Stock Issued During Period, Shares, Acquisitions (in Shares) | shares | 1,000,000 | |||||||||||||
Shares Issued, Price Per Share (in Dollars per share) | $ / shares | $ 0.05 | |||||||||||||
Business Combination, Consideration Transferred | $ 50,000 | |||||||||||||
Acquisition of SUDS Properties LLC #2 [Member] | ||||||||||||||
NOTE 5. EQUITY (Details) [Line Items] | ||||||||||||||
Stock Issued During Period, Shares, Acquisitions (in Shares) | shares | 24,308,985 | |||||||||||||
Working interest | 40.00% | |||||||||||||
Share Price (in Dollars per share) | $ / shares | $ 0.1799 | |||||||||||||
Subsidiary or Equity Method Investee, Cumulative Percentage Ownership after All Transactions | 100.00% | |||||||||||||
Stock Issued During Period, Value, Acquisitions | $ 4,373,186 | |||||||||||||
Trademarks [Member] | ||||||||||||||
NOTE 5. EQUITY (Details) [Line Items] | ||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 10,000 | |||||||||||||
Internet Domain Names [Member] | Askarii Resources [Member] | ||||||||||||||
NOTE 5. EQUITY (Details) [Line Items] | ||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 5,000 | |||||||||||||
Customer Lists [Member] | Askarii Resources [Member] | ||||||||||||||
NOTE 5. EQUITY (Details) [Line Items] | ||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 10,000 | |||||||||||||
Customer Relationships [Member] | Askarii Resources [Member] | ||||||||||||||
NOTE 5. EQUITY (Details) [Line Items] | ||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | $ 25,000 |
NOTE 5. EQUITY (Details) - Sch
NOTE 5. EQUITY (Details) - Schedule of Stockholders' Equity Note, Warrants or Rights - USD ($) | Apr. 18, 2016 | Sep. 30, 2016 | Dec. 31, 2015 |
Schedule of Stockholders' Equity Note, Warrants or Rights [Abstract] | |||
Warrants Outstanding | 11,910,111 | ||
Warrants Outstanding, Weighted Average Exercise Price | $ 0.33 | ||
Warrants Outstanding, Aggregate Intrinsic Value | $ 0 | ||
Warrants Outstanding, Weighted Average Remianing Contractual Term | 2 years 251 days | 3 years 189 days | |
Granted | 500,000 | 4,927,916 | |
Granted | $ 0.08 | ||
Granted | 2 years 131 days | ||
Exercised | 0 | ||
Exercised | $ 0 | ||
Expired | 0 | ||
Expired | $ 0 | ||
Warrants Outstanding | 16,838,027 | ||
Warrants Outstanding, Weighted Average Exercise Price | $ 0.26 | ||
Warrants Outstanding, Aggregate Intrinsic Value | $ 479,425 |
NOTE 6. COMMITMENTS AND CONTI23
NOTE 6. COMMITMENTS AND CONTINGENCIES (Details) | 9 Months Ended |
Sep. 30, 2016USD ($) | |
Commitments and Contingencies Disclosure [Abstract] | |
Operating Leases, Rent Expense, Minimum Rentals | $ 1,650 |
NOTE 7. RELATED PARTY (Details)
NOTE 7. RELATED PARTY (Details) - USD ($) | Aug. 25, 2016 | Aug. 17, 2016 | Jul. 01, 2016 | Jun. 24, 2016 | May 31, 2016 | May 02, 2016 | Apr. 18, 2016 | Mar. 11, 2016 | Feb. 10, 2016 | Feb. 01, 2016 | Nov. 04, 2015 | Sep. 23, 2015 | Jul. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | Sep. 23, 2016 |
NOTE 7. RELATED PARTY (Details) [Line Items] | ||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $ 0.06 | |||||||||||||||||||
Class of Warrant or Right, Granted, Fair Value | $ 41,891 | |||||||||||||||||||
Share Price (in Dollars per share) | $ 100,000 | $ 0.08 | ||||||||||||||||||
Fair Value Assumptions, Expected Volatility Rate | 235.00% | |||||||||||||||||||
Fair Value Inputs, Discount Rate | 1.09% | |||||||||||||||||||
Fair Value Assumptions, Expected Term | 3 years | |||||||||||||||||||
Class of Warrant or Rights, Granted (in Shares) | 500,000 | 4,927,916 | ||||||||||||||||||
Warrants, Term of Warrants | 36 years | |||||||||||||||||||
Shares Issued, Price Per Share (in Dollars per share) | $ 0.06 | $ 0.06 | $ 0.07 | |||||||||||||||||
Proceeds from Related Party Debt | $ 368,000 | $ 71,000 | ||||||||||||||||||
Repayments of Related Party Debt | $ 112,000 | 7,000 | ||||||||||||||||||
Debt Conversion, Original Debt, Amount | $ 166,107 | $ 146,875 | ||||||||||||||||||
Stock Issued During Period, Shares, Other (in Shares) | 285,714 | |||||||||||||||||||
Debt Conversion, Converted Instrument, Shares Issued (in Shares) | 2,076,000 | 1,468,750 | ||||||||||||||||||
Warrants, Weighted Average Remaining Contractual Ter | 2 years 251 days | 3 years 189 days | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term | 3 years | |||||||||||||||||||
Class of Warrant or Rights, Weighted-Average Exercise Price of Warrants or Rights, Granted (in Dollars per share) | $ 0.08 | |||||||||||||||||||
Vehicles [Member] | ||||||||||||||||||||
NOTE 7. RELATED PARTY (Details) [Line Items] | ||||||||||||||||||||
Debt Instrument, Face Amount | $ 10,625 | |||||||||||||||||||
Repayments of Other Debt | $ 7,000 | |||||||||||||||||||
Loans Payable | $ 3,264 | |||||||||||||||||||
Property, Plant and Equipment, Useful Life | 5 years | |||||||||||||||||||
Board of Directors Chairman [Member] | ||||||||||||||||||||
NOTE 7. RELATED PARTY (Details) [Line Items] | ||||||||||||||||||||
Options granted (in Shares) | 1,000,000 | |||||||||||||||||||
Exercise price of option (in Dollars per share) | $ 0.06 | |||||||||||||||||||
Exercise term of options | 36 months | |||||||||||||||||||
Director #1 [Member] | ||||||||||||||||||||
NOTE 7. RELATED PARTY (Details) [Line Items] | ||||||||||||||||||||
Options granted (in Shares) | 500,000 | |||||||||||||||||||
Exercise price of option (in Dollars per share) | $ 0.06 | |||||||||||||||||||
Exercise term of options | 36 months | |||||||||||||||||||
Director #2 [Member] | ||||||||||||||||||||
NOTE 7. RELATED PARTY (Details) [Line Items] | ||||||||||||||||||||
Options granted (in Shares) | 500,000 | |||||||||||||||||||
Exercise price of option (in Dollars per share) | $ 0.06 | |||||||||||||||||||
Exercise term of options | 36 months | |||||||||||||||||||
Chairman of the Board of Directors and Two Directors [Member] | ||||||||||||||||||||
NOTE 7. RELATED PARTY (Details) [Line Items] | ||||||||||||||||||||
Share Price (in Dollars per share) | $ 0.06 | |||||||||||||||||||
Fair Value Assumptions, Expected Volatility Rate | 235.00% | |||||||||||||||||||
Fair Value Inputs, Discount Rate | 1.09% | |||||||||||||||||||
Fair Value Assumptions, Expected Term | 3 years | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Grant Date Fair Value | $ 115,045 | |||||||||||||||||||
Chief Financial Officer [Member] | ||||||||||||||||||||
NOTE 7. RELATED PARTY (Details) [Line Items] | ||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $ 0.20 | |||||||||||||||||||
Class of Warrant or Right, Granted, Fair Value | $ 1,533 | |||||||||||||||||||
Share Price (in Dollars per share) | $ 0.14 | $ 0.14 | ||||||||||||||||||
Fair Value Assumptions, Expected Volatility Rate | 317.00% | |||||||||||||||||||
Fair Value Inputs, Discount Rate | 1.09% | |||||||||||||||||||
Fair Value Assumptions, Expected Term | 3 years | |||||||||||||||||||
Options granted (in Shares) | 550,000 | |||||||||||||||||||
Exercise price of option (in Dollars per share) | $ 0.077 | |||||||||||||||||||
Class of Warrant or Rights, Granted (in Shares) | 1 | 800,000 | 11,666 | |||||||||||||||||
Warrants, Term of Warrants | 36 months | |||||||||||||||||||
Debt Instrument, Decrease, Forgiveness | $ 48,000 | |||||||||||||||||||
Number of Units Issued (in Shares) | 8 | |||||||||||||||||||
Stock Issued During Period, Shares, New Issues (in Shares) | 800,000 | |||||||||||||||||||
Shares Issued, Price Per Share (in Dollars per share) | $ 0.077 | $ 0.06 | ||||||||||||||||||
Accrued Salaries | $ 11,667 | $ 11,667 | ||||||||||||||||||
Officers' Compensation | $ 140,000 | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value (in Dollars per share) | $ 26,096 | |||||||||||||||||||
Stock Issued During Period, Shares, Restricted Stock Award, Gross (in Shares) | 500,000 | |||||||||||||||||||
Stock Issued During Period, Value, Restricted Stock Award, Gross | $ 38,500 | |||||||||||||||||||
Chief Executive Officer [Member] | ||||||||||||||||||||
NOTE 7. RELATED PARTY (Details) [Line Items] | ||||||||||||||||||||
Class of Warrant or Right, Granted, Fair Value | $ 11,376 | |||||||||||||||||||
Share Price (in Dollars per share) | $ 0.10 | |||||||||||||||||||
Fair Value Assumptions, Expected Volatility Rate | 235.00% | |||||||||||||||||||
Fair Value Inputs, Discount Rate | 1.09% | |||||||||||||||||||
Fair Value Assumptions, Expected Term | 3 years | |||||||||||||||||||
Class of Warrant or Rights, Granted (in Shares) | 40,000 | 40,000 | 40,000 | 120,000 | ||||||||||||||||
Accrued Salaries | $ 120,000 | $ 120,000 | ||||||||||||||||||
Warrants, Weighted Average Remaining Contractual Ter | 36 months | |||||||||||||||||||
Director [Member] | ||||||||||||||||||||
NOTE 7. RELATED PARTY (Details) [Line Items] | ||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $ 0.06 | $ 0.06 | ||||||||||||||||||
Class of Warrant or Right, Granted, Fair Value | $ 2,629 | |||||||||||||||||||
Options granted (in Shares) | 300,000 | |||||||||||||||||||
Exercise price of option (in Dollars per share) | $ 0.077 | |||||||||||||||||||
Class of Warrant or Rights, Granted (in Shares) | 31,250 | |||||||||||||||||||
Warrants, Term of Warrants | 3 years | |||||||||||||||||||
Number of Directors | 2 | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value (in Dollars per share) | $ 23,100 | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term | 3 years | |||||||||||||||||||
Two Key Employees [Member] | ||||||||||||||||||||
NOTE 7. RELATED PARTY (Details) [Line Items] | ||||||||||||||||||||
Shares Issued, Price Per Share (in Dollars per share) | $ 0.077 | |||||||||||||||||||
Stock Issued During Period, Shares, Restricted Stock Award, Gross (in Shares) | 200,000 | |||||||||||||||||||
Stock Issued During Period, Value, Restricted Stock Award, Gross | $ 15,400 | |||||||||||||||||||
Advisory Board Member] | ||||||||||||||||||||
NOTE 7. RELATED PARTY (Details) [Line Items] | ||||||||||||||||||||
Class of Warrant or Right, Granted, Fair Value | $ 13,191 | |||||||||||||||||||
Fair Value Assumptions, Expected Volatility Rate | 235.00% | |||||||||||||||||||
Fair Value Inputs, Discount Rate | 1.09% | |||||||||||||||||||
Fair Value Assumptions, Expected Term | 3 years | |||||||||||||||||||
Class of Warrant or Rights, Granted (in Shares) | 87,500 | |||||||||||||||||||
Warrants, Term of Warrants | 36 years | |||||||||||||||||||
Shares Issued, Price Per Share (in Dollars per share) | 0.095 | $ 0.095 | ||||||||||||||||||
Number of Advisory Board Members | 7 | |||||||||||||||||||
Class of Warrant or Rights, Weighted-Average Exercise Price of Warrants or Rights, Granted (in Dollars per share) | $ 0.095 | |||||||||||||||||||
Sale of Pump Jacks to Related Parties [Member] | ||||||||||||||||||||
NOTE 7. RELATED PARTY (Details) [Line Items] | ||||||||||||||||||||
Related Party Transaction, Amounts of Transaction | $ 198,000 | |||||||||||||||||||
Warrants Issued for Each Dollar of Deferred Salary [Member] | Chief Executive Officer [Member] | ||||||||||||||||||||
NOTE 7. RELATED PARTY (Details) [Line Items] | ||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $ 0.20 | |||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in Shares) | 1 | |||||||||||||||||||
Class of Warrant or Rights, Granted (in Shares) | 1 | |||||||||||||||||||
STUDS 1% Term Overriding Royalty Interest [Member] | ||||||||||||||||||||
NOTE 7. RELATED PARTY (Details) [Line Items] | ||||||||||||||||||||
Offering Amount | $ 300,000 | |||||||||||||||||||
Percentage of Monthly Gross Revenues Paid to Investors (in Dollars per share) | $ 0.01 | |||||||||||||||||||
Investor, Investment Amount | $ 20,000 | |||||||||||||||||||
Investor, Maximum Cumlative Renvue | $ 30,000 | |||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right (in Shares) | 10,000 | |||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $ 0.10 | |||||||||||||||||||
Class of Warrant or Right, Expiration Date | Feb. 28, 2019 | |||||||||||||||||||
Proceeds from Overriding Royalty Interest Offering | $ 300,000 | |||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in Shares) | 150,000 | |||||||||||||||||||
Share Price (in Dollars per share) | $ 0.06 | |||||||||||||||||||
Fair Value Assumptions, Expected Volatility Rate | 235.00% | |||||||||||||||||||
Fair Value Inputs, Discount Rate | 1.09% | |||||||||||||||||||
Fair Value Assumptions, Expected Term | 3 years | |||||||||||||||||||
Working Interest Ownership | 10.00% | |||||||||||||||||||
Cost Method Investments, Original Cost | $ 30,000 | |||||||||||||||||||
STUDS 1% Term Overriding Royalty Interest [Member] | Accredited Investors [Member] | ||||||||||||||||||||
NOTE 7. RELATED PARTY (Details) [Line Items] | ||||||||||||||||||||
Class of Warrant or Right, Granted, Fair Value | $ 14,336 | |||||||||||||||||||
Number of Warrants Issued to Each Board Member [Member] | Advisory Board Member] | ||||||||||||||||||||
NOTE 7. RELATED PARTY (Details) [Line Items] | ||||||||||||||||||||
Class of Warrant or Rights, Granted (in Shares) | 12,500 | |||||||||||||||||||
Shares Issued as Settlement of Accounts Payable [Member] | ||||||||||||||||||||
NOTE 7. RELATED PARTY (Details) [Line Items] | ||||||||||||||||||||
Debt Conversion, Original Debt, Amount | $ 56,107 | $ 110,106 | 0 | |||||||||||||||||
Shares Issued for Conversion of Debt [Member] | ||||||||||||||||||||
NOTE 7. RELATED PARTY (Details) [Line Items] | ||||||||||||||||||||
Debt Conversion, Original Debt, Amount | $ 110,000 | $ 0 | $ 60,000 | |||||||||||||||||
Shareholder Advances [Member] | ||||||||||||||||||||
NOTE 7. RELATED PARTY (Details) [Line Items] | ||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | 0.09 | $ 0.09 | ||||||||||||||||||
Class of Warrant or Right, Granted, Fair Value | $ 19,536 | |||||||||||||||||||
Share Price (in Dollars per share) | $ 0.08 | $ 0.08 | ||||||||||||||||||
Fair Value Assumptions, Expected Volatility Rate | 284.00% | |||||||||||||||||||
Fair Value Inputs, Discount Rate | 0.87% | |||||||||||||||||||
Fair Value Assumptions, Expected Term | 3 years | |||||||||||||||||||
Class of Warrant or Rights, Granted (in Shares) | 290,000 | |||||||||||||||||||
Proceeds from Related Party Debt | $ 378,000 | |||||||||||||||||||
Repayments of Related Party Debt | 122,000 | |||||||||||||||||||
Debt Conversion, Original Debt, Amount | 150,000 | |||||||||||||||||||
Increase (Decrease) in Due to Related Parties | 116,000 | |||||||||||||||||||
Due to Related Parties | $ 162,000 | $ 162,000 | $ 46,000 | |||||||||||||||||
Note for TLSAU Acquisition [Member] | ||||||||||||||||||||
NOTE 7. RELATED PARTY (Details) [Line Items] | ||||||||||||||||||||
Shares Issued, Price Per Share (in Dollars per share) | $ 0.075 | |||||||||||||||||||
Debt Instrument, Face Amount | $ 146,875 | |||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | |||||||||||||||||||
Debt Instrument, Description | The Company exercised its one time right for a 6 month extension of the maturity date of the note by issuing BSNM 500,000 additional shares of restricted Company common stock on December 31, 2015. | |||||||||||||||||||
Stock Issued During Period, Shares, Other (in Shares) | 500,000 | |||||||||||||||||||
Debt Conversion, Converted Instrument, Shares Issued (in Shares) | 500,000 | |||||||||||||||||||
Debt Conversion, Converted Instrument, Amount | $ 37,500 |
NOTE 8. ASSET ACQUISITIONS (Det
NOTE 8. ASSET ACQUISITIONS (Details) - USD ($) | Sep. 28, 2016 | Sep. 01, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | May 02, 2016 | Apr. 18, 2016 |
NOTE 8. ASSET ACQUISITIONS (Details) [Line Items] | ||||||
Stock Issued During Period, Shares, Acquisitions (in Shares) | 3,500,000 | |||||
Share Price (in Dollars per share) | $ 100,000 | $ 0.08 | ||||
Asset Retirement Obligation, Liabilities Incurred | $ 50,296 | $ 958 | ||||
SUDs [Member] | ||||||
NOTE 8. ASSET ACQUISITIONS (Details) [Line Items] | ||||||
Working Interest Ownership | 90.00% | |||||
Debt Instrument, Face Amount | $ 4,000,000 | |||||
Stock Issued During Period, Shares, Acquisitions (in Shares) | 24,308,985 | |||||
Payments to Acquire Businesses, Gross | $ 4,373,186 | |||||
Share Price (in Dollars per share) | $ 0.1799 | |||||
Equity Method Investment, Ownership Percentage | 100.00% | |||||
Business Combination, Consideration Transferred | $ 8,765,438 | |||||
Asset Retirement Obligation, Liabilities Incurred | $ 42,252 | |||||
Twin Lakes [Member] | ||||||
NOTE 8. ASSET ACQUISITIONS (Details) [Line Items] | ||||||
Working Interest Ownership | 25.00% | |||||
Stock Issued During Period, Shares, Acquisitions (in Shares) | 3,500,000 | |||||
Payments to Acquire Businesses, Gross | $ 350,000 | |||||
Share Price (in Dollars per share) | $ 0.10 | |||||
Equity Method Investment, Ownership Percentage | 40.00% | |||||
Asset Retirement Obligation, Liabilities Incurred | $ 8,044 | |||||
Payments to Acquire Oil and Gas Property | $ 358,044 |
NOTE 8. ASSET ACQUISITIONS (D26
NOTE 8. ASSET ACQUISITIONS (Details) - Business Acquisition, Pro Forma Information - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
NOTE 8. ASSET ACQUISITIONS (Details) - Business Acquisition, Pro Forma Information [Line Items] | ||||
Oil and gas sales | $ 21,863 | $ 34,689 | $ 79,156 | $ 162,848 |
Operating expenses | ||||
Lease operating expense | 47,621 | 45,368 | 155,424 | 179,422 |
Cost of equipment sold | 0 | 0 | 33,330 | 0 |
Production tax | 1,074 | 1,447 | 3,846 | 7,364 |
G&A expenses | 508,329 | 122,203 | 1,139,432 | 365,686 |
DD&A | 15,764 | 19,727 | 50,964 | 78,937 |
ARO | 8,199 | 8,733 | 21,232 | 8,733 |
Impair O&G Properties | 0 | 0 | 0 | 668,073 |
Total operating expenses | 580,987 | 197,478 | 1,404,228 | 1,308,215 |
Loss from operations | (559,124) | (162,789) | (1,127,072) | (1,145,367) |
Loss on conversion of debt | 0 | 0 | 0 | (69,107) |
Interest (expense) | (53,811) | (49,851) | (211,288) | (137,881) |
Net loss | (596,550) | (202,640) | (1,301,351) | (1,333,871) |
Pro Forma [Member] | ||||
NOTE 8. ASSET ACQUISITIONS (Details) - Business Acquisition, Pro Forma Information [Line Items] | ||||
Oil and gas sales | 40,666 | 46,452 | 339,314 | 198,137 |
Operating expenses | ||||
Lease operating expense | 101,347 | 63,672 | 455,714 | 234,333 |
Cost of equipment sold | 33,330 | |||
Production tax | 2,429 | 2,294 | 8,324 | 9,905 |
G&A expenses | 508,329 | 122,203 | 1,139,432 | 365,686 |
DD&A | 15,764 | 19,727 | 50,964 | 78,937 |
ARO | 8,199 | 8,733 | 21,232 | 8,733 |
Impair O&G Properties | 0 | 668,073 | ||
Total operating expenses | 636,068 | 216,629 | 1,708,996 | 1,365,667 |
Loss from operations | (595,402) | (170,177) | (1,369,682) | (1,167,530) |
Loss on conversion of debt | 0 | 0 | (14,336) | (69,107) |
Other Income | 16,385 | 10,000 | 51,345 | 18,484 |
Interest (expense) | (53,811) | (49,851) | (211,288) | (137,881) |
Net loss | (632,828) | (210,028) | (1,543,961) | (1,356,034) |
Parent Company [Member] | ||||
NOTE 8. ASSET ACQUISITIONS (Details) - Business Acquisition, Pro Forma Information [Line Items] | ||||
Oil and gas sales | 21,863 | 34,689 | 277,156 | 162,848 |
Operating expenses | ||||
Lease operating expense | 47,621 | 45,368 | 155,424 | 179,422 |
Cost of equipment sold | 33,330 | 0 | ||
Production tax | 1,074 | 1,447 | 3,846 | 7,364 |
G&A expenses | 508,329 | 122,203 | 1,139,432 | 365,686 |
DD&A | 15,764 | 19,727 | 50,964 | 78,937 |
ARO | 8,199 | 8,733 | 21,232 | 8,733 |
Impair O&G Properties | 0 | 668,073 | ||
Total operating expenses | 580,987 | 197,478 | 1,404,228 | 1,308,215 |
Loss from operations | (559,124) | (162,789) | (1,127,072) | (1,145,367) |
Loss on conversion of debt | 0 | 0 | (14,336) | (69,107) |
Other Income | 16,385 | 10,000 | 51,345 | 18,484 |
Interest (expense) | (53,811) | (49,851) | (211,288) | (137,881) |
Net loss | (596,550) | (202,640) | (1,301,351) | (1,333,871) |
SUDs [Member] | ||||
NOTE 8. ASSET ACQUISITIONS (Details) - Business Acquisition, Pro Forma Information [Line Items] | ||||
Oil and gas sales | 18,803 | 11,763 | 62,158 | 35,289 |
Operating expenses | ||||
Lease operating expense | 53,726 | 18,304 | 300,290 | 54,911 |
Cost of equipment sold | 0 | 0 | ||
Production tax | 1,355 | 847 | 4,478 | 2,541 |
G&A expenses | 0 | 0 | 0 | 0 |
DD&A | 0 | 0 | 0 | 0 |
ARO | 0 | 0 | 0 | 0 |
Impair O&G Properties | 0 | 0 | ||
Total operating expenses | 55,081 | 19,151 | 304,768 | 57,452 |
Loss from operations | (36,278) | (7,388) | (242,610) | (22,163) |
Loss on conversion of debt | 0 | 0 | 0 | 0 |
Other Income | 0 | 0 | 0 | 0 |
Interest (expense) | 0 | 0 | 0 | 0 |
Net loss | $ (36,278) | $ (7,388) | $ (242,610) | $ (22,163) |
NOTE 9. BUSINESS SEGMENTS (Deta
NOTE 9. BUSINESS SEGMENTS (Details) | 9 Months Ended |
Sep. 30, 2016USD ($) | |
Segment Reporting [Abstract] | |
Number of Operating Segments | 2 |
Cost of equipment sold | $ 33,330 |
NOTE 9. BUSINESS SEGMENTS (De28
NOTE 9. BUSINESS SEGMENTS (Details) - Schedule of Segment Reporting Information, by Segment - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Revenues | |||||
Revenues | $ 21,863 | $ 34,689 | $ 277,156 | $ 162,848 | |
Net Income (Loss) | |||||
Net Income (Loss) | (596,550) | (202,640) | (1,301,351) | (1,333,871) | |
Assets | |||||
Assets | 13,127,778 | 13,127,778 | $ 4,196,016 | ||
Oil and Gas Exploration [Member] | |||||
Revenues | |||||
Revenues | 21,863 | 34,689 | 79,156 | 162,848 | |
Net Income (Loss) | |||||
Net Income (Loss) | (37,425) | (202,640) | (1,458,595) | (1,333,870) | |
Assets | |||||
Assets | 12,908,826 | 12,908,826 | 4,196,016 | ||
Accounts Receivable | |||||
Accounts Receivable | 170,689 | 170,689 | 48,633 | ||
Oil Field Services [Member] | |||||
Revenues | |||||
Revenues | 0 | 0 | 198,000 | 0 | |
Net Income (Loss) | |||||
Net Income (Loss) | 0 | $ 0 | 180,273 | $ 0 | |
Assets | |||||
Assets | 109,476 | 109,476 | 0 | ||
Accounts Receivable | |||||
Accounts Receivable | $ 0 | $ 0 | $ 0 |
NOTE 10. SUBSEQUENT EVENTS (Det
NOTE 10. SUBSEQUENT EVENTS (Details) - USD ($) | Nov. 11, 2016 | Nov. 14, 2016 | Sep. 30, 2016 | Apr. 18, 2016 |
NOTE 10. SUBSEQUENT EVENTS (Details) [Line Items] | ||||
Class of Warrant or Rights, Exercised (in Shares) | 0 | |||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $ 0.06 | |||
Subsequent Event [Member] | ||||
NOTE 10. SUBSEQUENT EVENTS (Details) [Line Items] | ||||
Subsequent Event, Description | The Board authorized the Company to allowed all outstand warrant-holders to exercise their outstanding warrants at a 20% discount | |||
Class of Warrant or Rights, Exercised (in Shares) | 525,000 | |||
Proceeds from Warrant Exercises | $ 50,000 | |||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $ 0.095 | |||
Offering Amount | $ 2,000,000 | |||
Exploration Expenditures Authorized | $ 100,000 | |||
Director [Member] | ||||
NOTE 10. SUBSEQUENT EVENTS (Details) [Line Items] | ||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $ 0.06 | |||
Director [Member] | Subsequent Event [Member] | ||||
NOTE 10. SUBSEQUENT EVENTS (Details) [Line Items] | ||||
Class of Warrant or Rights, Exercised (in Shares) | 10,000 | |||
Proceeds from Warrant Exercises | $ 479 | |||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $ 0.59 |