Document And Entity Information
Document And Entity Information - shares | 3 Months Ended | |
Mar. 31, 2017 | May 15, 2017 | |
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 | 79,034,505 | |
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 | Mar. 31, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q1 |
CONSOLIDATED BALANCE SHEETS (Un
CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) | Mar. 31, 2017 | Dec. 31, 2016 |
Current assets | ||
Cash | $ 4,387 | $ 68,648 |
Accounts receivable | 48,201 | 199,003 |
Other current assets | 5,506 | 31,192 |
Total current assets | 58,094 | 298,843 |
Property & equipment | ||
Evaluated properties | 14,032,580 | 13,465,387 |
Furniture, equipment & software | 236,092 | 200,416 |
Less accumulated depreciation | (1,137,981) | (1,119,708) |
Net property and equipment | 13,130,691 | 12,546,095 |
Other Assets | ||
Intangible assets | 49,886 | 49,886 |
Note receivable | 0 | 316,800 |
Total Assets | 13,238,671 | 13,211,624 |
Current liabilities | ||
Accounts payable | 402,343 | 352,241 |
Accrued liabilities | 584,211 | 494,983 |
Debt short term | 275,000 | 275,000 |
Convertible debt – related party, unamortized discount of 0 and 0 | 550,000 | 550,000 |
Current maturities of installment notes payable | 32,582 | 26,186 |
Note payable – related parties | 1,414,480 | 1,287,980 |
Total current liabilities | 3,258,616 | 2,986,390 |
Asset retirement obligations | 436,045 | 322,710 |
Installment note payable – long term | 28,316 | 0 |
Note payable to related party – long term | 2,904,020 | 2,904,020 |
Total Liabilities | 6,626,997 | 6,213,120 |
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; 79,034,505 and 79,034,505 shares issued and outstanding | 79,034 | 79,034 |
Additional paid in capital | 14,963,530 | 14,887,090 |
Accumulated deficit | (8,430,890) | (7,967,620) |
Total Stockholders’ Equity | 6,611,674 | 6,998,504 |
Total Liabilities and Stockholders’ Equity | $ 13,238,671 | $ 13,211,624 |
CONSOLIDATED BALANCE SHEETS (U3
CONSOLIDATED BALANCE SHEETS (Unaudited) (Parentheticals) - USD ($) | Mar. 31, 2017 | Dec. 31, 2016 |
Convertible debt, discount (in Dollars) | $ 0 | $ 0 |
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 | 79,034,505 | 79,034,505 |
Common stock, shares outstanding | 79,034,505 | 79,034,505 |
CONSOLIDATED STATEMENT OF OPERA
CONSOLIDATED STATEMENT OF OPERATIONS (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Revenue | ||
Oil and gas sales | $ 33,560 | $ 22,999 |
Equipment sales – related party | 0 | 180,000 |
Total Revenue | 33,560 | 202,999 |
Operating expenses | ||
Lease operating expense | 119,992 | 45,994 |
Cost of equipment sold | 0 | 30,300 |
General and administrative expenses | 273,668 | 338,482 |
Depreciation, depletion and amortization | 18,273 | 17,532 |
Asset retirement obligation accretion | 11,930 | 6,428 |
Total operating expenses | 423,863 | 438,736 |
Loss from operations | (390,303) | (235,737) |
Other income (expense) | ||
Interest (expense) | (73,112) | (73,076) |
Other income | 145 | 19,502 |
Loss on warrants issued for PORRI | 0 | (12,631) |
Total other income (expense) | (72,967) | (66,205) |
Net loss | $ (463,270) | $ (301,942) |
Loss per share (Basic and fully diluted) (in Dollars per share) | $ (0.01) | $ (0.01) |
Weighted average number of common shares outstanding, basic and diluted (in Shares) | 79,034,505 | 43,521,276 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Cash Flows from Operating Activities | ||
Net loss | $ (463,270) | $ (301,942) |
Adjustment to reconcile net loss to net cash provided by/(used in) operating activities: | ||
Depreciation and amortization | 18,273 | 17,532 |
Accretion of debt discount | 0 | 59,177 |
ARO accretion | 11,930 | 6,428 |
Finance fee for extension of note payable | 31,660 | 0 |
Loss on conveyance of PORRI warrants | 0 | 12,631 |
Stock-based compensation expense - employees | 13,351 | 127,755 |
Stock-based compensation expense – directors | 12,127 | 0 |
Stock-based compensation expense – consultants | 19,302 | 0 |
Changes in operating assets and liabilities | ||
Accounts receivable | 1,815 | (19,049) |
Inventory | 0 | 30,300 |
Other assets | 25,686 | 2,268 |
Accounts payable | 50,102 | 117,423 |
Accrued liabilities | 89,228 | (13,416) |
Net cash flows from operating activities | (189,796) | 39,107 |
Cash Flows from Investing Activities | ||
Capital expenditures on oil and gas properties | 0 | 114 |
Capital expenditures on oil and gas properties | 0 | (2,850) |
Conveyance of oil and gas properties | 0 | 24,000 |
Cash flows from investing activities | 0 | 21,264 |
Cash Flows from Financing Activities | ||
Proceeds from affiliate advances | 126,500 | 65,000 |
Payments of affiliated advances | 0 | (60,000) |
Payments on notes payable | (965) | (1,610) |
Cash flows from financing activities | 125,535 | 3,390 |
Net change in cash and cash equivalents | (64,261) | 63,761 |
Beginning of period | 68,648 | 3,091 |
End of period | 4,387 | 66,852 |
SUPPLEMENTAL DISCLOSURES | ||
Interest Paid | 8,318 | 8,825 |
NON-CASH INVESTING AND FINANCIAL DISCLOSURES | ||
Transfer to Askarii inventory | 0 | 146,861 |
Debt conversion, original debt amount | 0 | 42,000 |
Purchase of Askarii | 0 | 50,000 |
Initial recognition of asset retirement obligation | 101,405 | 0 |
Settlement of accounts receivable and other assets for oil and gas properties | 465,788 | 0 |
Note payable for vehicle purchase | $ 35,677 | $ 0 |
NOTE 1. ORGANIZATION AND BASIS
NOTE 1. ORGANIZATION AND BASIS OF PRESENTATION: | 3 Months Ended |
Mar. 31, 2017 | |
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”, “Rockdale” 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, 2016, as reported in Form 10-K, have been omitted. The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary, Askarii Resources. Our subsidiary 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. The severance tax balances for all years presented was reclassified and included in the Consolidated Statements of Operations’ lease operating expense line item. |
NOTE 2. SUMMARY OF SIGNIFICANT
NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Mar. 31, 2017 | |
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 — 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 | 3 Months Ended |
Mar. 31, 2017 | |
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. 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 4. NOTES PAYABLE
NOTE 4. NOTES PAYABLE | 3 Months Ended |
Mar. 31, 2017 | |
Debt Disclosure [Abstract] | |
Debt Disclosure [Text Block] | NOTE 4. NOTE PAYABLE On January 6, 2017, the Company purchased a truck and entered into an installment note with Don Ringer Toyota in the amount of $35,677 for a term of five years at 5.49% APR. |
NOTE 5. EQUITY
NOTE 5. EQUITY | 3 Months Ended |
Mar. 31, 2017 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity Note Disclosure [Text Block] | NOTE 5. EQUITY Preferred Stock – 1,000,000 Common Stock – Effective February 12, 2017, the Company acquired an additional 60% net working interest in the “Twin Lakes San Andres Unit” or “TLSAU” field located in Chaves County, New Mexico (the “Net Working Interest”) resulting from the execution of a Settlement Agreement on February 12, 2016. The agreement assigned Dead Aim Investments’ (“Dead Aim”) 60% ownership interests to the Company. Dead Aim assumed liability for the OPBE note that Petrolia purchased. As a result of this transaction, Petrolia now owns 100% working interest in TLSAU. Consideration of $465,788 was given in exchange for Dead Aim’s working interest. The consideration includes the forgiveness of the Orbit Petroleum Inc Bankruptcy Estate (“OPBE”) note of $316,800 (with a $1.3 M face value) and the write off of $148,988 of outstanding accounts receivable to Petrolia. Effective March 31, 2017, the seven (7) Advisory Board members were compensated for their service from January 1, 2017 through March 31, 2017 by 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 $0.14 per share, which vested immediately, and are exercisable for 36 months thereafter. The warrants were issued with a fair value of $12,127 based on an average $0.14 valuation, volatility of 296%, a discount rate of 1.09% and a 3 year term. The warrants were valued using the Black Sholes valuation model. These warrants are subject to a clawback provision which would be ratably invoked if an advisory board member did not complete his 2017 service term. Effective February 1, 2017, the Company entered into a consulting agreement in exchange for geology related services. Specifically these services include providing reports detailing analysis of present and potential oil and gas assets. The term of the agreement is one (1) year, subject to a one (1) year extension. The consultant is granted 25,000 warrants for services provided each quarter. The exercise price of the warrants will be the market price of the Company’s stock at quarter end, the warrant term expires 3 years from the date of issuance. At March 31, 2017, 25,000 warrants were issued with a fair value of $3,466 based on an average $0.14 valuation, volatility of 296%, a discount rate of 1.09% and a 3 year term. The warrants vested immediately. On December 13, 2016 the Company entered into a consulting agreement in exchange for assistance with evaluating financial offers, raising capital and other strategic operational decisions. The consultant is granted 40,000 warrants for each month of service. The exercise price of the shares is $0.14 per share and the term is 3 years. During the first quarter of 2017, warrants to purchase 120,000 shares of common stock were issued with a fair value of $15,836, based on a $0.14 valuation, volatility of 296%, a discount rate of 1.09% and a 3 year return. The warrants vested in 3 years. On December 31, 2016 the Company signed an amendment with Rick Wilber concerning his outstanding convertible debt. A clause in the amendment stated that if Mr. Wilber’s outstanding principal balance was not paid back by January 1, 2017 then he was due to receive warrants to purchase 80,000 shares of Company common stock for each month the balance remained outstanding. The balance was not repaid during the first quarter of 2017. Consequently, Mr. Wilber received warrants to purchase a total of 240,000 shares of common stock which were valued at $31,660, with an exercise price of $0.15 per share that expire five (5) years from their grant dates Summary information regarding common stock warrants issued and outstanding as of March 31, 2017, is as follows: Warrants Weighted Average Exercise Price Aggregate intrinsic value Weighted average remaining contractual life (years) Outstanding at year ended December 31, 2016 16,825,527 $ 0.26 $ - 3.20 Granted 507,500 0.14 - 3.89 Exercised - - - - Expired - - - - Outstanding at quarter ended March 31, 2017 17,333,027 $ 0.26 $ 432,165 2.38 |
NOTE 6. COMMITMENTS AND CONTING
NOTE 6. COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Mar. 31, 2017 | |
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 March 31, 2017, 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 | 3 Months Ended |
Mar. 31, 2017 | |
Related Party Transactions [Abstract] | |
Related Party Transactions Disclosure [Text Block] | NOTE 7. RELATED PARTY Transactions with related parties and affiliates 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 the exercise price at quarter end for each dollar of Mr. Deputy’s deferred gross salary for the quarter ended March 31, 2017. Mr. Deputy’s total accrued salary from first deferral to March 31, 2017 was $87,520. The Company granted warrants to purchase 35,000 shares of common shares for quarter ended March 31, 2017. The warrants have a term of 36 months from their issuance date. The fair value of the quarter’s warrants was $4,851, based on a $0.14 price per share valuation, volatility of 296%, a discount rate of 1.09% and a 3 year term. The warrants were valued using the Black Sholes valuation model. The warrants were recognized as stock compensation expense. During the three months ended March 31, 2017, shareholders advanced an additional $126,500. This increased the shareholder advance liability from $192,000 at December 31, 2016 to $318,500 at March 31, 2017. On September 23, 2015, the Company’s Board of Directors agreed to issue Mr. Zel C. Khan, the CEO and President of the Company, 1,000,000 shares of the Company’s restricted common stock in consideration for entering into an employment agreement with the Company. The value of the award on the issuance date was $68,000 and the award vests over a twenty four (24) month term. Consequently, $8,500 of the award is being expensed each quarter. During the first quarter of 2017, $8,500 of the award was expensed. The remaining award amount is $17,000. |
NOTE 8. BUSINESS SEGMENTS
NOTE 8. BUSINESS SEGMENTS | 3 Months Ended |
Mar. 31, 2017 | |
Segment Reporting [Abstract] | |
Segment Reporting Disclosure [Text Block] | NOTE 8. 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 March 31, 2017 Three months ended March 31, 2016 Revenues Oil & Gas $ 33,560 $ 22,999 Oil field services - 180,000 - - Net Income (Loss) Oil & Gas (459,222 ) (451,642 ) Oil field services (4,048 ) 149,700 Assets Oil & Gas 13,057,078 4,140,901 Oil field services 181,593 116,561 Accounts Receivable Oil & Gas 48,201 67,682 Oil field services $ - $ - All segment expenses were incurred by the Oil & Gas segment. |
NOTE 9. SUBSEQUENT EVENTS
NOTE 9. SUBSEQUENT EVENTS | 3 Months Ended |
Mar. 31, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | NOTE 9. SUBSEQUENT EVENTS Mr. Zel C. Khan, the Company’s CEO’s employment contract has been revised. His annual salary will now be the sum of ten dollars ($10.00) per annum, effective January 1, 2017. This salary change will be effective until the end of the fiscal year 2017. Effective April 11, 2017, the Company initiated a $2,000,000 Series A Convertible Preferred Stock (“Preferred Stock”) offering at a price of $10.00 per share. This results in a 71.429-for-one basis based on the Company’s common stock market price of $0.14 per share on April 11, 2017. The holders of Series A Preferred Stock are entitled to receive non-cumulative dividends at a rate of 9%. The Preferred Stock will automatically convert into common stock when the Company’s common stock market price equals or exceeds $0.30 per share for 30 consecutive days. Currently 23,000 shares or $230,000 of the offering has been issued. Effective April 18, 2017, all non-insider owners of SUDS PORRI interests are authorized to convert those interests, at their sole discretion, to preferred shares in the Company in conjunction with the Company’s current Series A Preferred Stock Offering. |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 3 Months Ended |
Mar. 31, 2017 | |
Accounting Policies [Abstract] | |
Use of Estimates, Policy [Policy Text Block] | Management Estimates — |
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, Equipment Sales [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) | 3 Months Ended |
Mar. 31, 2017 | |
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 March 31, 2017, is as follows: Warrants Weighted Average Exercise Price Aggregate intrinsic value Weighted average remaining contractual life (years) Outstanding at year ended December 31, 2016 16,825,527 $ 0.26 $ - 3.20 Granted 507,500 0.14 - 3.89 Exercised - - - - Expired - - - - Outstanding at quarter ended March 31, 2017 17,333,027 $ 0.26 $ 432,165 2.38 |
NOTE 8. BUSINESS SEGMENTS (Tabl
NOTE 8. BUSINESS SEGMENTS (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | Three months ended March 31, 2017 Three months ended March 31, 2016 Revenues Oil & Gas $ 33,560 $ 22,999 Oil field services - 180,000 - - Net Income (Loss) Oil & Gas (459,222 ) (451,642 ) Oil field services (4,048 ) 149,700 Assets Oil & Gas 13,057,078 4,140,901 Oil field services 181,593 116,561 Accounts Receivable Oil & Gas 48,201 67,682 Oil field services $ - $ - |
NOTE 4. NOTES PAYABLE (Details)
NOTE 4. NOTES PAYABLE (Details) | Jan. 06, 2017USD ($) |
Debt Disclosure [Abstract] | |
Debt Instrument, Face Amount | $ 35,677 |
Debt Instrument, Term | 5 years |
Debt Instrument, Interest Rate, Stated Percentage | 5.49% |
NOTE 5. EQUITY (Details)
NOTE 5. EQUITY (Details) | Feb. 12, 2017USD ($) | Sep. 23, 2015 | Mar. 31, 2017USD ($)$ / sharesshares | Mar. 31, 2016USD ($) | Jan. 06, 2017USD ($) | Dec. 31, 2016shares |
NOTE 5. EQUITY (Details) [Line Items] | ||||||
Preferred Stock, Shares Authorized (in Shares) | shares | 1,000,000 | 1,000,000 | ||||
Other Significant Noncash Transaction, Value of Consideration Received (in Dollars) | $ 465,788 | $ 0 | ||||
Debt Instrument, Face Amount (in Dollars) | $ 35,677 | |||||
Other Significant Noncash Transaction, Value of Consideration Given (in Dollars) | $ 0 | $ 146,861 | ||||
Class of Warrant or Rights, Granted (in Shares) | shares | 507,500 | |||||
Board of Directors Chairman [Member] | ||||||
NOTE 5. EQUITY (Details) [Line Items] | ||||||
Share-based Compensation by Share-based Arrangement, Option, Vesting Date | Mar. 31, 2017 | |||||
Twin Lakes San Andres Unit Interest Acquisition [Member | ||||||
NOTE 5. EQUITY (Details) [Line Items] | ||||||
Working interest | 60.00% | |||||
Working Interest Ownership | 100.00% | |||||
Dead Aim Investments [Member] | ||||||
NOTE 5. EQUITY (Details) [Line Items] | ||||||
Working Interest Ownership | 60.00% | |||||
Payments to Acquire Businesses, Gross (in Dollars) | $ 465,788 | |||||
Dead Aim Investments [Member] | Account Receivable [Member] | ||||||
NOTE 5. EQUITY (Details) [Line Items] | ||||||
Other Significant Noncash Transaction, Value of Consideration Given (in Dollars) | 148,988 | |||||
Convertible Debt [Member] | ||||||
NOTE 5. EQUITY (Details) [Line Items] | ||||||
Class of Warrant or Rights, Granted (in Shares) | shares | 240,000 | |||||
Warrants, Term of Warrants | 5 years | |||||
Class of Warrant or Right, Granted, Fair Value (in Dollars) | $ 31,660 | |||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $ / shares | $ 0.15 | |||||
Debt Instrument, Description | A clause in the amendment stated that if Mr. Wilber’s outstanding principal balance was not paid back by January 1, 2017 then he was due to receive warrants to purchase 80,000 shares of Company common stock for each month the balance remained outstanding. | |||||
Warrants Granted to Advisory Board Members [Member] | ||||||
NOTE 5. EQUITY (Details) [Line Items] | ||||||
Number of Advisory Board Members | 7 | |||||
Class of Warrant or Rights, Granted (in Shares) | shares | 87,500 | |||||
Warrants, Term of Warrants | 36 months | |||||
Class of Warrant or Right, Granted, Fair Value (in Dollars) | $ 12,127 | |||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $ / shares | $ 0.14 | |||||
Fair Value Assumptions, Expected Volatility Rate | 296.00% | |||||
Fair Value Assumptions, Risk Free Interest Rate | 1.09% | |||||
Fair Value Assumptions, Expected Term | 3 years | |||||
Quarterly Warrants Granted to Each Advisory Board Member [Member] | ||||||
NOTE 5. EQUITY (Details) [Line Items] | ||||||
Class of Warrant or Rights, Granted (in Shares) | shares | 12,500 | |||||
Warrants Granted to Consultant #2 [Member] | ||||||
NOTE 5. EQUITY (Details) [Line Items] | ||||||
Class of Warrant or Rights, Granted (in Shares) | shares | 25,000 | |||||
Warrants, Term of Warrants | 3 years | |||||
Class of Warrant or Right, Granted, Fair Value (in Dollars) | $ 3,466 | |||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $ / shares | $ 0.14 | |||||
Fair Value Assumptions, Expected Volatility Rate | 296.00% | |||||
Fair Value Assumptions, Risk Free Interest Rate | 1.09% | |||||
Fair Value Assumptions, Expected Term | 3 years | |||||
Consulting Agreement, Term | The term of the agreement is one (1) year, subject to a one (1) year extension. | |||||
Quarterly Warrants Granted to Consultant #2 [Member] | ||||||
NOTE 5. EQUITY (Details) [Line Items] | ||||||
Class of Warrant or Rights, Granted (in Shares) | shares | 25,000 | |||||
Monthly Warrants Granted to Consultant #1 [Member] | ||||||
NOTE 5. EQUITY (Details) [Line Items] | ||||||
Class of Warrant or Rights, Granted (in Shares) | shares | 40,000 | |||||
Warrants Granted to Consultant #1 [Member] | ||||||
NOTE 5. EQUITY (Details) [Line Items] | ||||||
Class of Warrant or Rights, Granted (in Shares) | shares | 120,000 | |||||
Warrants, Term of Warrants | 3 years | |||||
Class of Warrant or Right, Granted, Fair Value (in Dollars) | $ 15,836 | |||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $ / shares | $ 0.14 | |||||
Fair Value Assumptions, Expected Volatility Rate | 296.00% | |||||
Fair Value Assumptions, Risk Free Interest Rate | 1.09% | |||||
Fair Value Assumptions, Expected Term | 3 years | |||||
Orbit Petroleum Inc Bankruptcy Estate (OPBE) [Member] | Notes Payable, Other Payables [Member] | Dead Aim Investments [Member] | ||||||
NOTE 5. EQUITY (Details) [Line Items] | ||||||
Other Significant Noncash Transaction, Value of Consideration Received (in Dollars) | 316,800 | |||||
Debt Instrument, Face Amount (in Dollars) | $ 1,300,000 |
NOTE 5. EQUITY (Details) - Sche
NOTE 5. EQUITY (Details) - Schedule of Stockholders' Equity Note, Warrants or Rights - USD ($) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2017 | Dec. 31, 2016 | |
Schedule of Stockholders' Equity Note, Warrants or Rights [Abstract] | ||
Warrants Outstanding | 16,825,527 | |
Warrants Outstanding, Weighted Average Exercise Price | $ 0.26 | |
Warrants Outstanding, Aggregate Intrinsic Value | $ 0 | |
Warrants Outstanding, Weighted Average Remianing Contractual Term | 2 years 138 days | 3 years 73 days |
Warrants Granted | 507,500 | |
Warrants Granted, Weighted Average Exercise Price | $ 0.14 | |
Warrants Granted, Weighted Average Remianing Contractual Term | 3 years 324 days | |
Warrants Exercised | 0 | |
Warrants Exercised, Weighted Average Exercise Price | $ 0 | |
Warrants Expired | 0 | |
Warrants Expired, Weighted Average Exercise Price | $ 0 | |
Warrants Outstanding | 17,333,027 | |
Warrants Outstanding, Weighted Average Exercise Price | $ 0.26 | |
Warrants Outstanding, Aggregate Intrinsic Value | $ 432,165 |
NOTE 6. COMMITMENTS AND CONTI21
NOTE 6. COMMITMENTS AND CONTINGENCIES (Details) | 3 Months Ended |
Mar. 31, 2017USD ($) | |
Commitments and Contingencies Disclosure [Abstract] | |
Operating Leases, Rent Expense, Minimum Rentals | $ 1,650 |
NOTE 7. RELATED PARTY (Details)
NOTE 7. RELATED PARTY (Details) - USD ($) | Jul. 01, 2016 | Sep. 23, 2015 | Mar. 31, 2017 | Mar. 31, 2016 | Feb. 12, 2017 | Dec. 31, 2016 |
NOTE 7. RELATED PARTY (Details) [Line Items] | ||||||
Class of Warrant or Rights, Granted (in Shares) | 507,500 | |||||
Proceeds from Related Party Debt | $ 126,500 | $ 65,000 | ||||
Due to Related Parties | 318,500 | $ 192,000 | ||||
Chief Financial Officer [Member] | ||||||
NOTE 7. RELATED PARTY (Details) [Line Items] | ||||||
Description of Warrants Granted | one warrant to purchase one share of the Company’s restricted stock at the exercise price at quarter end for each dollar of Mr. Deputy’s deferred gross salary for the quarter ended March 31, 2017 | |||||
Accrued Salaries | $ 87,520 | |||||
Class of Warrant or Rights, Granted (in Shares) | 35,000 | |||||
Warrants, Term of Warrants | 36 months | |||||
Class of Warrant or Right, Granted, Fair Value | $ 4,851 | |||||
Share Price (in Dollars per share) | $ 0.14 | |||||
Fair Value Assumptions, Expected Volatility Rate | 296.00% | |||||
Fair Value Inputs, Discount Rate | 1.09% | |||||
Fair Value Assumptions, Expected Term | 3 years | |||||
Chief Executive Officer [Member] | ||||||
NOTE 7. RELATED PARTY (Details) [Line Items] | ||||||
Stock Issued During Period, Shares, Restricted Stock Award, Gross (in Shares) | 1,000,000 | |||||
Stock Issued During Period, Value, Restricted Stock Award, Gross | $ 68,000 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 24 months | |||||
Related Party Transaction, Amounts of Transaction | $ 8,500 | $ 8,500 | ||||
Chief Executive Officer [Member] | Twin Lakes San Andres Unit Interest Acquisition [Member | ||||||
NOTE 7. RELATED PARTY (Details) [Line Items] | ||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized | $ 17,000 |
NOTE 8. BUSINESS SEGMENTS (Deta
NOTE 8. BUSINESS SEGMENTS (Details) | 3 Months Ended |
Mar. 31, 2017 | |
Segment Reporting [Abstract] | |
Number of Operating Segments | 2 |
NOTE 8. BUSINESS SEGMENTS (De24
NOTE 8. BUSINESS SEGMENTS (Details) - Schedule of Segment Reporting Information, by Segment - USD ($) | 3 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 | |
Segment Reporting Information [Line Items] | |||
Revenues | $ 33,560 | $ 202,999 | |
Net Income (Loss) | (463,270) | (301,942) | |
Assets | 13,238,671 | $ 13,211,624 | |
Oil and Gas Exploration [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenues | 33,560 | 22,999 | |
Net Income (Loss) | (459,222) | (451,642) | |
Assets | 13,057,078 | 4,140,901 | |
Accounts Receivable | 48,201 | 67,682 | |
Oil Field Services [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenues | 0 | 180,000 | |
Net Income (Loss) | (4,048) | 149,700 | |
Accounts Receivable | 0 | 0 | |
Oil Field Services [Member] | |||
Segment Reporting Information [Line Items] | |||
Assets | $ 181,593 | $ 116,561 |
NOTE 9. SUBSEQUENT EVENTS (Deta
NOTE 9. SUBSEQUENT EVENTS (Details) - USD ($) | Apr. 11, 2017 | Mar. 31, 2017 |
Subsequent Event [Member] | ||
NOTE 9. SUBSEQUENT EVENTS (Details) [Line Items] | ||
Offering Amount | $ 2,000,000 | |
Shares Issued, Price Per Share (in Dollars per share) | $ 10 | |
Share Price (in Dollars per share) | $ 0.14 | |
Preferred Stock, Dividend Rate, Percentage | 9.00% | |
Convertible Preferred Stock, Terms of Conversion | The Preferred Stock will automatically convert into common stock when the Company’s common stock market price equals or exceeds $0.30 per share for 30 consecutive days. | |
Stock Issued During Period, Shares, New Issues (in Shares) | 23,000 | |
Stock Issued During Period, Value, New Issues | $ 230,000 | |
Scenario, Adjustment [Member] | ||
NOTE 9. SUBSEQUENT EVENTS (Details) [Line Items] | ||
Officers' Compensation | $ 10 |