Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Apr. 30, 2018 | May 14, 2018 | |
Document And Entity Information | ||
Entity Registrant Name | Amazing Energy Oil & Gas, Co. | |
Entity Central Index Key | 1,375,618 | |
Document Type | 10-Q | |
Document Period End Date | Apr. 30, 2018 | |
Amendment Flag | true | |
Current Fiscal Year End Date | --07-31 | |
Is Entity a Well-known Seasoned Issuer? | No | |
Is Entity a Voluntary Filer? | No | |
Is Entity's Reporting Status Current? | Yes | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 77,496,010 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2,018 | |
Amendment Description | Amended to reflect updated account statements and footnotes. |
Balance Sheets (Unaudited)
Balance Sheets (Unaudited) - USD ($) | Apr. 30, 2018 | Jul. 31, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 498,752 | $ 756,603 |
Accounts receivable | 45,347 | 64,392 |
Production revenue receivable | 32,520 | 39,901 |
Prepaid expenses | 2,552 | 67,843 |
Total current assets | 579,171 | 928,739 |
Oil and gas properties, net | 6,620,288 | 5,919,082 |
Property and equipment, net | 453,918 | 545,812 |
Other assets and restricted cash | 88,599 | 76,622 |
TOTAL ASSETS | 7,741,977 | 7,470,255 |
Current liabilities: | ||
Accounts payable | 185,554 | 77,618 |
Accrued liabilities | 25,084 | 62,203 |
Convertible promissory notes, related party | 311,730 | 430,892 |
Note payable | 50,000 | |
Notes payable, related parties | 451,667 | |
Equipment note payable | 10,247 | 10,006 |
Due to working interest owners | 401,880 | 421,423 |
Accrued interest payable, related parties | 354,208 | 244,009 |
Total current liabilities | 1,288,703 | 1,747,818 |
Long term liabilities: | ||
Convertible promissory notes, related party | 2,769,440 | 2,650,278 |
Equipment note payable | 25,829 | 34,981 |
Asset retirement obligation | 190,484 | 183,397 |
Total liabilities | 4,274,456 | 4,616,474 |
Preferred stock, no par value, 10,000,000 shares authorized; | ||
Series A, par value $0.01, 9,000 shares issued and outstanding | 90 | 90 |
Series B, par value $0.01, 50,000 shares issued and outstanding | $ 500 | $ 500 |
Common stock, par value $0.001 per share; 3,000,000,000 shares authorized; 77,537,676 issued and outstanding at April 30, 2018, 66,581,040 issued and outstanding at July 31, 2017 | $ 77,538 | $ 66,581 |
Additional paid-in capital | $ 34,857,254 | $ 28,814,857 |
Accumulated deficit | (31,467,861) | (26,028,247) |
Total stockholders' equity | 3,467,521 | 2,853,781 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ 7,741,977 | $ 7,470,255 |
Balance Sheets (Parenthetical)
Balance Sheets (Parenthetical) - shares | Apr. 30, 2018 | Jul. 31, 2017 |
Statement of Financial Position [Abstract] | ||
Preferred stock, no par value shares authorized | 10,000,000 | 10,000,000 |
Series A, par value $0.01, 9,000 shares issued and outstanding | 90 | 90 |
Series B, par value $0.01, 50,000 shares issued and outstanding | 500 | 500 |
Common stock, $0.001 par value, authorized | 3,000,000,000 | 3,000,000,000 |
Common stock, $0.001 par value, issued and outstanding | 77,537,676 | 66,581,040 |
Statements of Operations (Unaud
Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Apr. 30, 2018 | Apr. 30, 2017 | Apr. 30, 2018 | Apr. 30, 2017 | |
Income Statement [Abstract] | ||||
Revenue | $ 126,444 | $ 99,355 | $ 300,643 | $ 300,819 |
Cost of revenue | 23,534 | 90,132 | 118,898 | 209,690 |
Gross profit | 102,910 | 9,224 | 181,745 | 91,129 |
Operating expenses: | ||||
General and administrative expense | 1,342,797 | 154,061 | 5,270,392 | 727,234 |
Depreciation, depletion and amortization | 49,224 | 65,310 | 185,230 | 175,642 |
Accretion expense | 2,362 | 2,197 | 7,087 | 7,095 |
Gain on sale of mineral rights | (120,000) | (170,000) | ||
Total operating expenses | 1,394,383 | 101,568 | 5,462,709 | 739,971 |
Loss from operations | (1,291,473) | (92,345) | (5,280,964) | (648,842) |
Other (income) expense | ||||
Other income | (356) | (356) | ||
Interest income | (107) | (97) | (525) | (2,823) |
Interest expense | 2,049 | 3,062 | 14,793 | |
Interest expense, related parties | 45,234 | 65,015 | 156,469 | 195,198 |
Total other (income) expense | 44,771 | 66,967 | 158,650 | 207,168 |
Loss before taxes | (1,336,244) | (159,132) | (5,439,614) | (856,010) |
Provision for income taxes | ||||
Net loss | $ (1,336,244) | $ (159,132) | $ (5,439,614) | $ (856,010) |
Loss per share: | ||||
Basic and Diluted | $ (0.018) | $ (0.002) | $ (0.078) | $ (0.013) |
Weighted average shares outstanding: | ||||
Basic and Diluted | 73,547,356 | 66,071,774 | 69,993,462 | 63,774,264 |
Statements of Cash Flows (Unaud
Statements of Cash Flows (Unaudited) - USD ($) | 9 Months Ended | |
Apr. 30, 2018 | Apr. 30, 2017 | |
Cash Flows From Operating Activities | ||
Net loss | $ (5,439,614) | $ (856,010) |
Adjustments to reconcile net loss to net cash used by operations: | ||
Stock based compensation | 3,450,393 | 12,375 |
Accretion expense | $ 7,087 | $ 7,095 |
Depreciation, depletion and amortization | 185,230 | 175,642 |
Gain on sale of leasehold interest | 0 | (170,000) |
Change in: | ||
Accounts receivable | 19,045 | 36,020 |
Production revenue receivable | 7,381 | 0 |
Other Assets | (11,977) | 0 |
Prepaid expenses | 16,915 | (160,978) |
Accounts payable and accrued liabilities | 46,322 | (114,068) |
Due to working interest owners | 4,952 | (178,530) |
Accrued interest payable, related parties | 110,199 | 171,158 |
Net cash used by operating activities | (1,604,019) | (1,077,296) |
Cash Flows From Investing Activities | ||
Investment in oil and gas properties | 748,637 | 55,502 |
Acquisition of property and equipment | 455 | 212,889 |
Purchase letter of credit for operator bond | 0 | 50,000 |
Proceeds from sale of leases | 200,000 | 826,596 |
Net cash from investing activities | (549,092) | 508,196 |
Cash Flows From Financing Activities | ||
Proceeds from sale of common stock | 2,525,000 | 1,603,961 |
Proceeds on note payable, related parties | 25,000 | 0 |
Payments on notes payable, related parties | 25,000 | 0 |
Repayment of promissory notes | 629,740 | 394,809 |
Net cash from financing activities | 1,895,260 | 1,209,152 |
Net change in cash | (257,851) | 640,052 |
Cash and cash equivalents - beginning of period | 756,603 | 344,148 |
Cash and cash equivalents - end of period | 498,752 | 984,200 |
Non-Cash Investing and Financing Activies | ||
Equipment acquired with note payable | 0 | 52,992 |
Acquisition of common control entity in exchange for related party note and oilfield services receivable, related party (Note 7) | 0 | 571,745 |
Deemed capital distribution on acquisition of common control entity | $ 0 | $ 423,648 |
Nature of Operations
Nature of Operations | 9 Months Ended |
Apr. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Operations | Amazing Energy Oil and Gas, Co. is incorporated in the State of Nevada. Through its primary subsidiary, Amazing Energy, Inc., also a Nevada corporation, the Company operates its main business of exploration, development, and production of oil and gas in the Permian Basin of West Texas. On October 7, 2014, the Company entered into a change in control agreement with certain shareholders of Amazing Energy, Inc. The change in control agreement was the first step in a reverse merger process whereby the shareholders of Amazing Energy, Inc. would control about 95% of the shares of common stock of Amazing Energy Oil and Gas, Co., and Amazing Energy Oil and Gas, Co. would own 100% of the outstanding shares of common stock of Amazing Energy, Inc. This entire reverse merger process was completed in July of 2015. Amazing Energy, Inc. was formed in 2010 as a Texas corporation and then changed its domicile to Nevada in 2011. The Company owns interests in oil and gas properties located in Texas. The Company is primarily engaged in the acquisition, exploration and development of oil and gas properties and the production and sale of oil and natural gas. Amazing Energy, LLC was formed in December 2008 as a Texas Limited Liability Company. In December of 2010, Amazing Energy, Inc. and Amazing Energy, LLC were combined as commonly controlled entities. On July 31, 2016, the Company acquired Gulf South Securities, Inc. (“GSSI”). GSSI was organized to be active in various aspects of the securities industry and was registered as a broker-dealer with the Financial Industry Regulatory Authority (“FINRA”) and the Securities and Exchange Commission (“SEC”). The Company allowed GSSI’s FINRA registration to lapse as of February 28, 2017. On January 8, 2018, the Company dissolved Gulf South Securities, Inc. On April 15, 2016, the Company entered into an agreement with Jed Miesner, the Chairman of the Company’s board of directors, to acquire all of his interest (100% of the total outstanding shares of common stock) of Jilpetco, Inc., a Texas corporation (“Jilpetco”) in consideration of $500,000. Jilpetco is engaged in the business of operating and providing oilfield services to oil and gas properties. As a result, Jilpetco became a wholly owned subsidiary corporation of the Company. On August 25, 2016, the foregoing agreement was amended to extend the closing date to August 31, 2016 and exclude certain property therefrom. The parties agreed to allow Jed Miesner to assign certain accounts receivable and to exclude certain personal property from the transaction. In addition, the $500,000 consideration for the acquisition is in the form of a note payable at 6% interest. (See Note 7). Effective August 31, 2016, the Company completed the acquisition of Jilpetco. The Company and Jilpetco were under common control at the time of the acquisition. The difference between the purchase price and historical cost of the net assets acquired was recorded as a deemed capital distribution of $423,648 as of August 1, 2016. Intercompany balances and transactions between the entities are eliminated in consolidation of the financial statements. |
Significant Accounting Policies
Significant Accounting Policies | 9 Months Ended |
Apr. 30, 2018 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES Basis of presentation This summary of significant accounting policies is presented to assist in understanding the financial statements. The financial statements and notes are representations of the Company’s management, which is responsible for their integrity and objectivity. These consolidated financial statements and related notes are presented in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”). The financial statements are presented on a consolidated basis and include all of the accounts of Amazing Energy Oil and Gas, Co. and its wholly owned subsidiaries, Amazing Energy, LLC, Amazing Energy, Inc., Jilpetco, Inc, and Kisa Gold Mining, Inc.,. All significant intercompany balances and transactions have been eliminated. In the opinion of management, the accompanying unaudited interim balance sheets and statements of operations and cash flows contain all adjustments, consisting of normal recurring items, necessary to present fairly, in all material respects, the financial position of the Company as of April 30, 2018, and the results of its operations and its cash flows for the three and nine months ended April 30, 2018 and 2017. The operating and financial results for the Company for the nine months ended April 30, 2018 are not necessarily indicative of the results that may be expected for the year ending July 31, 2018. Going Concern These consolidated financial statements have been prepared in accordance with U.S. GAAP for a going concern, which assumes that the Company will be able to meet its obligations and continue its operations for its next fiscal year. As shown in the accompanying financial statements, the Company has incurred operating losses since inception. As of April 30, 2018, the Company has limited financial resources with which to achieve its objectives and obtain profitability and positive cash flows. As shown in the accompanying consolidated balance sheets, the Company has an accumulated deficit of $31,467,861. At April 30, 2018, the Company's working capital deficit was $709,532. Achievement of the Company's objectives will be dependent upon the ability to obtain additional financing, to locate profitable mineral properties and generate revenue from current and planned business operations, and control costs. The Company plans to fund its future operations by joint venturing, obtaining additional financing from investors, and/or lenders, and attaining additional production. However, there is no assurance that the Company will be able to achieve these objectives, therefore substantial doubt about its ability to continue as a going concern exists. Although management believes that it will be able to obtain the necessary funding to allow the Company to remain a going concern through the methods discussed above, there can be no assurances that such methods will prove successful. The financial statements do not include adjustments relating to the recoverability of recorded assets nor the implications of associated bankruptcy costs should the Company be unable to continue as a going concern. Revenue and Cost Recognition The Company uses the sales method of accounting for oil and gas revenues. Under this method, revenues are recognized based on the actual volumes of gas and oil sold to purchasers. The volume sold may differ from the volumes the Company may be entitled to, based on the Company’s individual interest in the property. Periodically, imbalances between production and nomination volumes can occur for various reasons. In cases where imbalances have occurred, a production imbalance receivable or liability will be recorded when determined. Costs associated with production are expensed in the period in which they are incurred. Receivables Oilfield service receivables are carried at original invoice amount less an estimate for doubtful accounts. Management determines the allowance by regularly evaluating individual customer receivables and considering a customer’s financial condition, credit history and current economic conditions. Receivables are written off when deemed uncollectible. Recoveries of receivables previously written off are recorded as income when received. Oil and gas receivables consist of oil and natural gas revenues due under normal trade terms. Management reviews receivables periodically and reduces the carrying amount by a valuation allowance that reflects management’s best estimate of the amount that may not be collectible. As of April 30, 2018, management estimated uncollectable accounts at $51,331. Due to Working Interest Owners The Company provides oilfield services through its subsidiary, Jilpetco, Inc., which includes interest owner accounting and subsequent disbursement of the interest owners’ pro-rata share of oil proceeds from a given lease. Jilpetco serves as the operator of properties which are principally owned by the Company. A nominal interest in properties is owned by unrelated working interest owners. Generally, the pro-rata share of oil proceeds less any applicable pro-rata share of operating expenses is distributed to the interest owners within two months of sale of oil and natural gas. The revenue payable liability comprises those proceeds which have yet to be distributed to interest owners as a result of the time required to process administrative functions and process payment. Asset Retirement Obligations The Company accounts for its future asset retirement obligations by recording the fair value of the liability during the period in which it was incurred. The associated asset retirement costs are capitalized as part of the carrying amount of the long-lived asset. The Company depletes the amount added to proved oil and gas property costs and gathering assets using the units-of-production method. The Company's asset retirement obligation consists of costs related to the plugging of wells, removal of facilities and equipment and site restoration on its oil and gas properties and gathering assets. The asset retirement liability is accreted to operating expense using a systematic and rational method. Use of estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and certain assumptions that affect the amounts reported in these consolidated financial statements and accompanying notes. Management’s estimates include estimates of impairment in carrying value of assets and liabilities, and collectability of recorded oilfield services receivables, stock-based compensation, deferred income taxes, asset retirement obligations, oil and gas property ceiling tests, and depreciation, depletion and amortization. Actual results could differ from these estimates. Risks and uncertainties The Company’s operations are subject to significant risks and uncertainties, including financial, operational, technological, and other risks associated with operating an emerging oil and gas business, including the potential risk of business failure. Concentration of risks The Company’s cash is placed with a highly rated financial institution, and the Company periodically reviews the credit worthiness of the financial institutions with which it does business. At times, the Company’s cash balances are in excess of amounts guaranteed by the Federal Deposit Insurance Corporation. The Company’s oil and gas revenue originated from production from its properties in Texas. Each revenue stream is sold to a single customer through month to month contracts. While this creates a customer concentration, there are alternate buyers of the production in event the sole customer is unable or unwilling to purchase. The Company sells its oil and gas production to only two customers. Oil production is sold to Rio Energy International, Inc. and natural gas production is sold to Trans-Pecos Natural Gas Company, LLC. As a result, during the fiscal years ended April 30, 2018 and 2017, these customers represented 100% of its oil and gas revenue (“major customers”). Cash and Cash Equivalents The Company considers all highly liquid investments purchased with a remaining maturity of three months or less when acquired to be cash equivalents. Restricted Cash As of April 30, 2018, the Company has a letter of credit in the amount of $50,000 in favor of the Texas Railroad Commission as a bond for reclamation on its oil and gas properties. Income Taxes The Company accounts for income taxes using the liability method. The liability method requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of (i) temporary differences between financial statement carrying amounts of assets and liabilities and their basis for tax purposes and (ii) operating loss and tax credit carry-forwards for tax purposes. Deferred tax assets are reduced by a valuation allowance when management concludes that it is more likely than not that a portion of the deferred tax assets will not be realized in a future period. Fair value of financial instruments Financial instruments consist of cash and various notes payable. The estimated fair value of convertible debt, related party approximates $13.2 Million at April 30, 2018 based on its common stock equivalents and the Company’s trading price. Property and equipment Property and equipment are stated at historical cost. Improvements which significantly increase an asset’s value or significantly extend its useful life are capitalized and depreciated over the asset’s remaining useful life. When property or equipment is sold at a price either higher or lower than its carrying amount, or un-depreciated cost at the date of disposal, the difference between the sale proceeds over the carrying amount is recognized as gain, while a loss is recognized when the carrying amount exceeds the sale proceeds. Property and equipment are depreciated on a straight-line basis over their useful lives, which are typically five to seven years for equipment. Oil and gas properties The Company uses the full cost method of accounting for exploration and development activities as defined by the Securities and Exchange Commission. Under this method of accounting, the costs of unsuccessful, as well as successful, exploration and development activities are capitalized as properties and equipment. This includes any internal costs that are directly related to property acquisition, exploration and development activities but does not include any costs related to production, general corporate overhead or similar activities. Gain or loss on the sale or other disposition of oil and gas properties is not recognized, unless the gain or loss would significantly alter the relationship between capitalized costs and proved reserves. Oil and gas properties include costs that are excluded from costs being depleted or amortized. Oil and natural gas property costs excluded represent investments in unevaluated properties and include non-producing leasehold, geological, and geophysical costs associated with leasehold or drilling interests and exploration drilling costs. Costs are transferred to the full cost pool as the properties are evaluated over the life of the reservoir. Depletion and amortization The depletion base for oil and natural gas properties includes the sum of all capitalized costs net of accumulated depreciation, depletion, and amortization (“DD&A”), estimated future development costs and asset retirement costs not included in oil and natural gas properties, less costs excluded from amortization. The depletion base of oil and natural gas properties is amortized on a units-of-production method. Long-Lived Assets The Company reviews long-lived assets which include property, plant and equipment and oil and gas properties for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Events relating to recoverability may include significant unfavorable changes in business conditions or a forecasted inability to achieve break-even operating results over an extended period. The Company evaluates the recoverability of long-lived assets based upon forecasted undiscounted cash flows and reports any impairment at the lower of the carrying amount or the fair value less costs to sell. Ceiling test Future production volumes from oil and gas properties are a significant factor in determining the full cost ceiling limitation of capitalized costs. Under the full cost method of accounting, the Company is required to periodically perform a “ceiling test” that determines a limit on the book value of oil and gas properties. If the net capitalized cost of proved oil and gas properties, net of related deferred income taxes, plus the cost of unproved oil and gas properties, exceeds the present value of estimated future net cash flows discounted at 10 percent, net of related tax affects, plus the cost of unproved oil and gas properties, the excess is charged to expense and reflected as additional accumulated DD&A. The ceiling test calculation uses a commodity price assumption, which is based on an un-weighted arithmetic average of the price on the first day of each month for each month within the prior 12-month period and excludes future cash outflows related to estimated abandonment costs. The Company did not recognize impairment on its oil and gas properties during the years ended July 31, 2017 and 2016. Due to the volatility of commodity prices, should oil and natural gas prices decline in the future, it is possible that a write-down could occur. Proved reserves are estimated quantities of crude oil, natural gas, and natural gas liquids, which geological and engineering data demonstrate with reasonable certainty to be recoverable from known reservoirs under existing economic and operating conditions. The independent engineering estimates include only those amounts considered to be proved reserves and do not include additional amounts which may result from new discoveries in the future, or from application of secondary and tertiary recovery processes where facilities are not in place or for which transportation and/or marketing contracts are not in place. The determination of oil and gas reserves is a subjective process, and the accuracy of any reserve estimate depends on the quality of available data and the application of engineering and geological interpretation and judgment. Estimates of economically recoverable reserves and future net cash flows depend on a number of variable factors and assumptions that are difficult to predict and may vary considerably from actual results. In particular, reserve estimates for wells with limited or no production history are less reliable than those based on actual production. Subsequent re- evaluation of reserves and cost estimates related to future development of proved oil and gas reserves could result in significant revisions to proved reserves. There other issues, such as changes in regulatory requirements, technological advances, and other factors, which are difficult to predict, could also affect estimates of proved reserves in the future. Gains and losses on the sale of oil and gas properties are not generally reflected in income. Sales of less than 100% of the Company’s interest in the oil and gas property are treated as a reduction of the capital cost of the field, with no gain or loss recognized, as long as doing so does not significantly affect the unit-of-production depletion rate. Costs of retired equipment, net of salvage value, are usually charged to accumulated depreciation. Stock-based compensation Compensation cost for equity awards is based on the fair value of the equity instrument on the date of grant. The Company estimates the fair value of options to purchase common stock using the Black-Scholes model, which requires the input of some subjective assumptions. These assumptions include estimating the length of time employees will retain their vested stock options before exercising them ("expected life"), the estimated volatility of the Company's common stock price over the expected term ("volatility"), employee forfeiture rate, the risk-free interest rate and the dividend yield. Changes in the subjective assumptions can materially affect the estimate of fair value of stock-based compensation. Options granted have a ten-year maximum term and varying vesting periods as determined by the Board of Directors. For options issued with service vesting conditions, compensation cost is recognized over the vesting period. For options issued with performance conditions, compensation cost is recognized if and when the Company concludes that the performance condition will be achieved, net of an estimate of pre-vesting forfeitures. For options issued with market conditions, compensation cost is recognized over the requisite service period and discounted by the probability of the condition thereof being met. Environmental laws and regulations The Company is subject to extensive federal, state, and local environmental laws and regulations. Environmental expenditures are expensed or capitalized depending on their future economic benefit. The Company believes that it is in compliance with existing laws and regulations. Fair value measurements When required to measure assets or liabilities at fair value, the Company uses a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used. The Company determines the level within the fair value hierarchy in which the fair value measurements in their entirety fall. The categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Level 1 uses quoted prices in active markets for identical assets or liabilities, Level 2 uses significant other observable inputs, and Level 3 uses significant unobservable inputs. At April 30, 2018 and July 31, 2017, the Company had no assets or liabilities accounted for at fair value on a recurring basis. Recent accounting pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (ASU) 2014-09, “Revenue from Contracts with Customers” (ASU 2014-09), which supersedes the revenue recognition requirements in FASB Accounting Standards Codification (ASC) Topic 605, “Revenue Recognition”. The guidance requires that an entity recognize revenue in a way that depicts the transfer of promised goods or services to customers in the amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods and services. The guidance will be effective for annual reporting periods beginning after December 15, 2017 and will be effective for the Company on August 1, 2018, including interim periods within that reporting period and is to be applied retrospectively, with early application not permitted. The Company is currently evaluating the new standard and its impact on the Company’s consolidated financial statements. In August 2016, the FASB issued ASU No. 2016-15 Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments. The update provides guidance on classification for cash receipts and payments related to eight specific issues. The update is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years, with early adoption permitted. The Company is currently evaluating the impact of implementing this update on the consolidated financial statements. In January 2017, the FASB issued ASU No. 2017-01 Business Combinations (Topic 805): Clarifying the Definition of a Business. The update clarifies the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The update is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. The Company will apply the provisions of the update to potential future acquisitions occurring after the effective date. Other accounting standards that have been issued or proposed by FASB that do not require adoption until a future date are not expected to have a material impact on the consolidated financial statements upon adoption. The Company does not discuss recent pronouncements that are not anticipated to have an impact on or are unrelated to its financial condition, results of operations, cash flows or disclosures. |
Earnings Per Share
Earnings Per Share | 9 Months Ended |
Apr. 30, 2018 | |
Loss per share: | |
Earnings Per Share | NOTE 3 – EARNINGS PER SHARE Basic Earnings Per Share (“EPS”) is computed by dividing net income (loss) by the weighted-average number of shares outstanding during the period and includes no dilution. Diluted EPS reflects the potential dilution of securities that could occur from common shares issuable through convertible debt, convertible preferred stock and warrants. The outstanding securities at April 30, 2018 and 2017, that could have a dilutive effect on future periods are as follows: April 30, 2018 April 30, 2017 Conversion option on related party debt 13,193,000 11,832,724 Convertible preferred stock 6,490,000 6,490,000 Stock options 28,085,000 - Warrants 5,948,408 2,674,576 Total potential dilution 53,716,408 20,997,300 For the three and nine months ended April 30, 2018 and 2017, the effect of this potential dilution has not been recognized since it would have been anti-dilutive. |
Oilfield Service Receivable, Re
Oilfield Service Receivable, Related Party | 9 Months Ended |
Apr. 30, 2018 | |
Accounting Policies [Abstract] | |
Oilfield Service Receivable, Related Party | NOTE 4 – OILFIELD SERVICE RECEIVABLE, RELATED PARTY As of April 30, 2018 and July 31, 2017, the balance of oilfield service receivables due from Gulf South Energy Partners, LLC, a related party, was $51,331 and $31,404, respectively. Reese Pinney served as President of Jilpetco, Inc. and also served as COO for Amazing Energy Oil and Gas, Co. Mr. Pinney also serves as the CEO of Gulf South Holding, Inc. (GSH) which is the Managing General Partner of each of the following partnerships: Gulf South Energy Partners 2015A, LP (collectively GSEP). On October 17, 2017, Management determined repayment as unlikely and, consequently has fully reserved the balance of the account as uncollectible. Oilfield services revenue to related parties for the nine months ended April 30, 2018 and 2017 was $78,389 and $110,097, respectively. |
Property and Equipment
Property and Equipment | 9 Months Ended |
Apr. 30, 2018 | |
Accounting Policies [Abstract] | |
Property and Equipment | NOTE 5 – PROPERTY AND EQUIPMENT As of April 30, 2018 and July 31, 2017, the property and equipment asset balance was composed of the following: April 30, 2018 July 31, 2017 Drilling equipment $ 600,000 $ 600,000 Other equipment 253,985 253,531 Less: Accumulated depreciation (400,067) (307,718) Total property and equipment $ 453,918 $ 545,812 |
Oil and Gas Properties
Oil and Gas Properties | 9 Months Ended |
Apr. 30, 2018 | |
Extractive Industries [Abstract] | |
Oil and Gas Properties | NOTE 6 – OIL AND GAS PROPERTIES The Company is currently participating in oil and gas exploration activities in Texas. The Company’s oil and gas properties are located entirely in the United States. The Company has leasehold rights located within approximately 70,000 contiguous acres in Pecos County, Texas, which lies within the Permian Basin. The property is located in the Northeast region of the County. The Pecos leasehold is comprised of multiple leases, and the Company has a variable working interest in twenty five wells on leases in Section 91, Section 1, and Section 12 of the AMI. The Company has drilled twenty five wells throughout this property, with twenty two producing and three shut-in. The oil and gas property balances at April 30, 2018 and July 31, 2017 are set forth in the table below: April 30, 2018 July 31, 2017 Unevaluated leasehold costs $ 3,394,875 $ 2,049,593 Cost of wells and development 4,369,363 4,920,558 Asset retirement obligation, capitalized 128,886 128,886 Total cost of oil and gas properties 7,893,124 7,099,037 Less: Accumulated depletion (1,272,836) (1,179,955) Oil and gas properties, net full cost method $ 6,620,288 $ 5,919,082 , For the year ended July 31, 2017, the Company sold an 11% working interest in four wells and a 60% working interest in three wells for a total of $656,596 in cash to Gulf South Energy Partners, a related entity controlled by Robert Bories, who served as Treasurer of the Company. The sale of working interests in seven wells resulted in a reduction in oil and gas properties of $656,596 for the year ended July 31, 2017. Gain or loss was not recognized on this sale since the sale did not significantly alter the relationship between capitalized costs and proved reserves. The Company, through its subsidiary Kisa Gold Mining Inc. (“Kisa”), had an option agreement with Afranex Gold Limited (“Afranex”) which granted Afranex the option to purchase all of the outstanding common stock of Kisa or purchase all of Kisa’s right, title and interest in certain mining permits and associated assets of Kisa. The option period was to end on December 31, 2016 or such later date which was to be agreed upon by both parties. On January 3, 2017, Afranex paid a $50,000 non-refundable option fee to the Company, as consideration for extending the option period to March 31, 2017. Afranex agreed to pay the Company, on settlement of the acquisition, a total of $120,000 settlement cash consideration. On March 29, 2017, the COmpany received $120,000 from Afranex. For the nine months ended April 30, 2017, the Company recognized a gain on sales of mineral rights of $170,000 because the carrying value of the mineral interest was zero. Effective March 9, 2018, the Company transferred a 16.125% working interest in four wells and issued common stock purchase warrants to acquire the Company’s common stock valued at $77,961, in exchange for $200,000 in cash. Gain or loss was not recognized on this sale since the sale did not significantly alter the relationship between capitalized costs and proved reserves. The stock value of $77,961 is calculated on the following basis: 136,666 warrants x BX factor $0.57045. The detail is as follows: David Bromberg 2/1/2018 2/1/2018 2/1/2021 66,667 Darrell Hudson III 2/1/2018 2/1/2018 2/1/2018 19,999 Danielle Lazier 2/1/2018 2/1/2018 2/1/2021 50,000 Stock Price Exercise Life Volatility RF Rate B/S Price 2/1/2018 3 Year Treasury at 2/1/2018 $ 0.69 $ 1.00 3 yrs 166.40% 2.33% 0.57045 |
Common Control Acquisition of J
Common Control Acquisition of Jilpetco, Inc. | 9 Months Ended |
Apr. 30, 2018 | |
Accounting Policies [Abstract] | |
Common Control Acquisition of Jilpetco, Inc. | NOTE 7 – COMMON CONTROL ACQUISITION OF JILPETCO, INC. On April 15, 2016, the Company entered into an agreement with Jed Miesner, the Chairman of the Company’s Board of Directors, to acquire all his interest (100% of the total outstanding shares of common stock) in Jilpetco, Inc., a Texas corporation (“Jilpetco”) in consideration of $500,000. Jilpetco is engaged in the business of operating and providing oilfield services to oil and gas properties, including the Company owned working interests. On August 25, 2016, the foregoing agreement was amended to extend the closing date to August 31, 2016 and exclude certain property therefrom. The parties agreed to allow Jed Miesner to exclude certain oilfield service receivables for $71,745 from the transaction. In addition, the $500,000 in additional consideration for the acquisition was in the form of a note payable at 6% interest calling for monthly payments of principal and interest totaling $511,962 and maturing on December 25, 2017 (Note 8 – Notes Payable, Related Parties). The Note called for five monthly payments of $50,752 commencing on September 25, 2016, and twelve payments of $21,517 commencing on January 25, 2017. The Company completed the acquisition of Jilpetco on August 31, 2016 (Note 1 - Nature of Operations). |
Notes Payable - Related Parties
Notes Payable - Related Parties | 9 Months Ended |
Apr. 30, 2018 | |
Related Party Transactions [Abstract] | |
Notes Payable - Related Parties | NOTE 8 – NOTES PAYABLE– RELATED PARTIES Convertible debt, related parties On January 3, 2011, the Company formalized a loan agreement with Jed and Lesa Miesner, the Company’s Chairman and his spouse, for $1,940,000. The loan is scheduled to mature on December 31, 2030, bears interest at the rate of 8% per annum, and is collateralized with a leasehold deed of trust covering certain leasehold interests in Pecos County, Texas. At April 30, 2018 and July 31, 2017, the current component of this loan was $172,660 and $191,092, respectively. The long-term amounts at April 30, 2018 and July 31, 2017 were $1,767,340 and $1,748,971 respectively. On December 30, 2010, Amazing Energy, LLC, a wholly owned subsidiary of the Company, formalized loan agreements with Petro Pro Ltd., an entity controlled by Jed Miesner for $1,100,000. The loan is scheduled to mature on December 31, 2030, bears interest at the rate of 8% per annum and is collateralized with a leasehold deed of trust covering certain leasehold interests in Pecos County, Texas. At April 30, 2018 and July 31, 2017, the current component of this loan was $97,900 and $108,315 respectively. The long-term amounts at April 30, 2018 and 2017, were $1,002,100 and $991,685, respectively. On December 30, 2010, Amazing Energy, LLC, (a wholly owned subsidiary of the Company) entered into a $2,000,000 line of credit facility with JLM Strategic Investments LP, an entity controlled by Jed Miesner. Funds advanced on the line of credit mature on December 31, 2030, bear interest at the rate of 8% per annum and are collateralized with a leasehold deed of trust covering certain leasehold interests in Pecos County, Texas. There was a reduction in this debt of $287,303 on July 31, 2016 by the issuance of the Series A Preferred Stock (see below). At April 30, 2018 and July 31, 2017, the current component of this loan was $41,170 and $30,162, respectively. The long-term amounts at April 30, 2018 and July 31, 2017, were $Nil and $8,258, respectively. Terms of the above notes, as amended, provide for adjustment to the interest rate beginning February 1, 2017 from 8% to a rate of 6% through February 1, 2019, and a rate of Prime plus 2% for the remaining years. The notes also included a conversion feature that allows the principal and accrued interest of the loans to be converted into common stock of Amazing Energy, Inc. at $0.60 per share at the option of related party note holders. Principal maturities for the two loan agreements and the credit facility outstanding at April 30, 2018 for the remaining terms are summarized by year as follows: Principal Maturities Year ending April 30, Jed Miesner Petro Pro, Ltd. JLM Strategic Investments, LP Total 2018 $ 172,660 $ 97,900 $ 41,170 $ 311,730 2019 166,840 94,600 - 261,440 2020 161,020 91,300 - 252,320 2021 155,200 88,000 - 243,200 2022 149,380 84,700 - 234,080 Subsequent years 1,134,900 643,500 - 1,778,400 $ 1,940,000 $ 1,100,000 $ 41,170 $ 3,081,170 At April 30, 2018, Mr. Miesner has waived any event of default on the delinquent payments of principal and interest due on the loans and credit facility . As of April 30, 2018 and July 31, 2017, the accrued and unpaid interest on this related party convertible debt was as follows: April 30, 2018 July 31, 2017 Jed and Lesa Miesner $ 223,020 $ 135,959 Petro Pro, Ltd. 126,455 77,090 JLM Strategic Investments, LP 4,733 2,885 Total accrued interest, related party convertible notes $ 354,208 $ 215,934 At April 30, 2018, the balance of the convertible debt and accrued interest was convertible to 13,193,000 shares of common stock at a conversion price of $0.60 per share. As of April 30, 2018 and July 31, 2017, the accrued and unpaid interest for other related party non–convertible debt was as follows: April 30, 2018 July 31, 2017 Reese Pinney $ - $ 662 Rolf Berg - 5,122 Petro Pro Ltd. - 7,990 Robert Bories - 7,990 Tony Alford - 2,867 Robert Manning - 3,444 Total accrued interest, related party non-convertible notes $ - $ 28,075 Note payable on acquisition, related party On April 15, 2016, the Company entered into an agreement with Jed Miesner, the Chairman of the Company’s Board of Directors, to acquire all of his interest (100% of the total outstanding shares of common stock) in Jilpetco, Inc., a Texas corporation (“Jilpetco”) for consideration of $500,000 and oilfield service receivables of $71,745. On August 25, 2016, the Company announced that the foregoing agreement was amended to extend the closing date to August 31, 2016 and excluded certain property therefrom. The parties agreed to allow Jed Miesner to assign certain accounts receivable and to exclude certain personal property from the transaction. In addition, the $500,000 consideration for the acquisition was in the form of a note payable at 6% interest calling for monthly payments of principal and interest and maturing on December 25, 2017. On December 19, 2017, the Company made the final principal payment on the note payable on acquisition, related party. Notes payable, related parties On May 27, 2016, Jilpetco entered into loan agreements (the “May 2016 Notes”) with Tony Alford, Robert Bories, Robert Manning, Petro Pro Ltd., and Reese Pinney. Messrs. Alford and Manning are members of the Board of Directors and Miesner is Chairman. Messrs. Bories and Pinney were officers of the Company. The aggregate principal amount of the notes was $180,000. The notes were scheduled to mature on November 23, 2016 and bore interest at the rate of 8% per annum. and included an initial participation fee of $18,000 equal to 10% of the principal amount of the loans. On August 15, 2016, the loan agreements were modified to accept additional amounts from all the individual noteholders except Mr. Manning. An additional total of $50,000 was subsequently advanced on these notes, and an additional participation fee of $5,000 was incurred. On November 23, 2016, the Noteholders waived any event of default and commenced discussion to extend or replace the loans with new loan agreements. On January 6, 2017, the Company paid 25% of the principal, $57,500, paid the initial 10% participation fee of $23,000, and paid the accrued interest through November 23, 2016, $8,035, for a grand total of $88,536 paid. On May 31, 2017, the noteholders agreed to extend the maturity date of the Notes to December 31, 2017. As consideration for the change in terms, the Company issued to the noteholders an aggregate 460,000 shares of the Company’s common stock with a fair value of $105,800 based on the closing share price of $0.23. This modification was accounted for as an extinguishment, and the $105,800 was expensed as a financing fee associated with debt modification. On July 21, 2017, the Company entered into additional loan agreements (the “July 2017 Notes”) with Robert Bories, Robert Manning, Petro Pro Ltd., and Rolf Berg. The aggregate principal amount of the new notes was $175,000. The notes bear interest at a rate of 8% per annum and incurred a participation fee of $17,500 equal to 10% of the principal amounts of the loans. On August 4, 2017, the Company entered into additional loan agreement (remainder of the “July 2017 Notes”) with Tony Alford. Mr. Alford’s new note was $25,000. The notes bear interest at a rate of 8% per annum and incurred a participation fee of $2,500 equal to 10% of the principal amounts of the loans. The July 2017 Notes were due on January 21, 2018 and were paid in full on January 2, 2018. On December 15, 2017 and January 2, 2018, respectively, the Company made principal, interest and financing participation fee payments totaling $187,897 for the May 2016 Notes and $227,300 for the July 2017 Notes, which included paying in full all principal balances, accrued interest and financing fees. For the May 2016 Notes, the payment breakdown was as follows, $172,500 in principal and $15,397 in interest and finance fees. For the July 2017 Notes, the payment breakdown was as follows, $200,000 in principal and $27,300 in interest and finance fees. The total balances due on each note zeroed out. |
Note Payable and Line of Credit
Note Payable and Line of Credit | 9 Months Ended |
Apr. 30, 2018 | |
Debt Disclosure [Abstract] | |
Note Payable and Line of Credit | NOTE 9 – NOTE PAYABLE AND LINE OF CREDIT On July 21, 2017, the Company entered into a loan agreement with an unrelated party. The principal amount of the note was $50,000. The note matured on January 21, 2018 and bore interest at a rate of 8% per annum and included a participation fee of $5,000 equal to 10% of the principal amounts of the loan. The loan was paid in full including interest and fees on January 21, 2018. |
Equipment Note Payable
Equipment Note Payable | 9 Months Ended |
Apr. 30, 2018 | |
Property, Plant and Equipment [Abstract] | |
Equipment Note Payable | NOTE 10 – EQUIPMENT NOTE PAYABLE On September 13, 2016, the Company entered into a retail installment sale contract and security agreement (the “Equipment Note”) for the purchase of equipment. The Equipment Note is collateralized by a tractor loader backhoe. The principal amount of the equipment note was $52,992, and it bears interest at 4.75% per annum. The equipment note requires 60 monthly installment payments of $994 through September 13, 2021. Principal maturities for the equipment note payable at April 30, 2018 for the remaining term are summarized by year as follows: For the year ended April 30, 2018 $ 10,247 2019 10,745 2020 11,265 2021 3,819 2022 - $ 36,076 |
Asset Retirement Obligations
Asset Retirement Obligations | 9 Months Ended |
Apr. 30, 2018 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Asset Retirement Obligations | NOTE 11 – ASSET RETIREMENT OBLIGATIONS During the year ended July 31, 2017, the Company revised its asset retirement obligation to reflect the sale of certain working interests in its oil and gas properties considered to be subject to remediation exposure for the Company. The decrease in present value liability was subtracted from the Company’s asset retirement obligation asset. The information below reconciles the value of the asset retirement obligation for three months ended April 30, 2018 and 2017: For the three months ended April 30, 2018 April 30, 2017 Beginning balance $ 188,121 $ 178,899 Accretion expense 2,363 2,197 Revisions in estimated cash flows - - Ending balance, April 30, 2018 $ 190,484 $ 181,096 The information below reconciles the value of the asset retirement obligation for nine months ended April 30, 2018 and 2017, respectively: For the nine months ended April 30, 2018 April 30, 2017 Beginning balance $ 183,397 $ 211,218 Accretion expense 7,087 7,095 Revisions in estimated cash flows - (37,217) Ending balance, April 30, 2018 $ 190,484 $ 181,096 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Apr. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | NOTE 12 – COMMITMENTS AND CONTINGENCIES The Company is subject to contingencies because of environmental laws and regulations. Present and future environmental laws and regulations applicable to the Company's operations could require substantial capital expenditures or could adversely affect its operations in other ways that cannot be predicted at this time. Legal contingency On September 7, 2017, Amazing Energy LLC and Jilpetco Inc. were served with a lawsuit, in Cause No. P-7600-83-CV in the 83 rd On December 11, 2017, Amazing Energy LLC and Jilpetco Inc. were each served with a summons and complaint in Cause No. P-7813-83-CV in the 83 rd As of June 14, 2018, the Company’s attorney has represented that the status for both lawsuits as described above remains the same. Lease commitments The Company’s principal executive offices are in leased office space in Amarillo, Texas. The leased office space consists of approximately 3,700 square feet and is leased through February 28, 2019 at an annual cost of approximately $52,000. Oil and gas lease commitments The Company is obligated to pay royalties to holders of oil and natural gas interests in its Texas operations. The Company is also obligated to pay working interest holders a pro-rata portion of revenue in oil operations net of shared operating expenses. The amounts are based on monthly oil and gas sales and are charged monthly net of oil and gas revenue and recognized as “Revenue Payable to Interest Owners” on the Company’s Consolidated Balance Sheet. The Company is also obligated to pay certain ‘bonus’ lease payments related to certain of its Pecos, TX lease properties. The Company is required to pay $27,000 each year on the JT Walker lease, being due on August 7 th th |
Revision of Financial Statement
Revision of Financial Statements | 9 Months Ended |
Apr. 30, 2018 | |
Accounting Changes and Error Corrections [Abstract] | |
Revision of Financial Statements | NOTE 13 –REVISION OF FINANCIAL STATEMENTS The Company previously recognized two segments- oil and gas operations including activities related to production and sales of oil and natural gas and oilfield services including services to the energy industry. Jilpetco, the subsidiary that provides operating services to Company owned wells, also provides similar services to a nominal working interest held by unrelated working interest owners in Company properties and a small number of wells owned entirely by unrelated parties. In the transition of Jilpetco to a wholly owned subsidiary of Amazing Energy Oil and Gas, Co. the volume of services to unrelated owners diminished to an insignificant percentage of Jilpetco operations. The focus of Jilpetco is performing operating responsibilities for oil and gas property owned by Amazing Energy LLC, also a wholly owned subsidiary of Amazing Energy Oil and Gas, Co. Jilpetco is managed solely in the context of Company owned properties and does not pursue or concentrate on operations for any properties other than those owned by the Company. The accompanying Statement of Operations has been revised for prior periods so that revenue includes only those billings charges for operations attributable to the unrelated working interest and accounting in separate segments has been discontinued. Detail of the revisions are as follows: Three Months ended April 30, 2017 Nine Months ended April 30, 2017 Originally As As Originally As As Presented Revision Revised Presented Revision Revised Revenues $ 140,862 $ (41,507) $ 99,355 $ 422,787 $ (121,968) $ 300,819 Cost of revenues (131,638) (41,507) (90,131) (331,658) (121,968) (209,690) Gross profit 9,224 - 9,224 91,129 - 91,129 Operating expenses (101,389) 0 (101,389) (739,971) - (739,971) Other (income)expense (66,967) - (66,967) (207,168) - (207,168) Net loss $ (159,132) $ - $ (159,132) $ (856,010) $ - $ (856,010) . The revisions detailed above have no impact on the Net Loss, the Balance Sheet, nor on the Statement of Cash Flows. |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Apr. 30, 2018 | |
Equity [Abstract] | |
Stockholders' Equity | NOTE 14 – STOCKHOLDERS’ EQUITY Common stock The Company is authorized to issue 3,000,000,000 shares of its common stock. All shares of common stock are equal to each other with respect to voting, liquidation, dividend, and other rights. Owners of shares are entitled to one vote for each share owned at any Shareholders’ meeting. The common stock of the Company does not have cumulative voting rights, which means that the holders of more than fifty percent (50%) of the shares voting in an election of directors may elect all of the directors if they choose to do so. Preferred stock The Company is authorized to issue 10,000,000 shares of its preferred stock with a no-par value per share. During the nine months ended April 30, 2018, the Company had the following equity transactions: Common shares issued for cash On October 3, 2017, the Company issued 1,200,000 shares of common stock for $300,000 in cash. The shares were issued at a fair value of $0.25 per share. On December 5, 2017, the Company issued 1,200,000 shares of common stock for $300,000 in cash. The shares were issued at a fair value of $0.25 per share. On January 18, 2018, the Company issued 3,250,000 shares of common stock for $812,500 in cash. The shares were issued at a fair value of $0.25 per share. On January 23, 2018 the COmpany issued 2,200,000 shares of common stock for $550,000 in cash. The shares were issued at a fair value of $.025 per share. On February 1, 2018 the Company issued 400,000 shares of common stock for $100,000 in cash. The shares were issued at a fair value of $0.25 per share. On February 22, 2018 the Company issued 510,000 shares of common stock for $127,500 in cash. The shares were issued at a fair value of $0.25 per share. On March 9, 20189 the Comany issued 1,200,000 shares of common stock for $300,000 in cash. The shares were issued at a fair value of $0.25 per share. On March 23, 2018 the Company issued 140,000 shares of common stock for $35,000 in cash. The shares were issued at a fair value of $0.25 per share. Common shares issued in lieu of cash for services On October 3, 2017, the Company issued 100,000 shares of common stock with a fair value of $40,000 for services provided by a vendor. The shares were issued at a fair value of $0.40 per share. On December 5, 2017, the Company issued 500,000 shares of common stock with a fair value of $365,000 for services provided by two vendors. The shares were issued at a fair value of $0.73 per share which approximated the fair value of the shares at the date of issuance. On January 18, 2018, the Company issued 3,000 shares of common stock with a fair value of $2,070 for services provided by a vendor. The shares were issued at a fair value of $0.69 per share which approximated the fair value of the shares at the date of issuance. On January 31, 2018, the Company issued 41,970 shares of common stock with a fair value of $15,000 for professional services. The shares were issued at a fair value of $0.35 per share which approximated the fair value for the period in which the services were performed. On March 23, 2018, the Company issued 50,000 shares of common stock with a fair value of $18,500 for services provided by a vendor. The shares were issued at a fair value of $0.37 per share. On April 3, 2018, the Company issued 100,000 shares of common stock with a fair value of $58,000 for services provided by a vendor. The shares were issued at a fair value of $0.58 per share. On April 3, 2018, the Company issued 10,000 shares of common stock with a fair value of $31,299 for services provided by a vendor. The shares were issued at a fair value of $0.54 per share. On April 24, 2018, the Company issued 26,666 shares of common stock with a fair value of $20,799 for services provided by a vendor. The shares were issued at a fair value of $0.78 per share. On April 24, 2018, the Company issued 25,000 shares of common stock with a fair value of $10,500 for services provided by a vendor. The shares were issued at a fair value of $0.42 per share. Stock Options In February 2017, the Board of Directors adopted and approved the 2017 Stock Option Plan. The Stock Option Plan is administered by the Board of Directors and provides for the grant of stock options to eligible individual including directors, executive officers and advisors that have furnished bona fide services to the Company . The Stock Option plan also has terms and conditions, including without limitations that the exercise price for incentive stock options granted under the Stock Option Plan must equal the stock's fair market value, based on the closing price per share of common stock, at the time the stock option is granted. The fair value of each option award is estimated on the date of grant utilizing the Black-Scholes model and commonly utilized assumptions associated with the Black-Scholes methodology. Options granted under the Plan have a ten-year maximum term and varying vesting periods as determined by the Board. The Company's policy is to issue new shares to satisfy option exercises. To date, no options have been issued pursuant to the 2017 Plan. On August 11, 2017, the Board of Directors authorized the grant of 5,835,000 options to purchase shares of common stock of the Company to certain officers related to their employment agreements (the “Listing Options”). The Listing Options will vest and be immediately exercisable on the date the Company's stock is traded on the American Stock Exchange, the New York Stock Exchange, or any of the NASDAQ trading tiers. The Listing Options shall have an exercise price equal to the closing price on the date such trading commences. As of April 30, 2018, management has determined the probability of such an event is doubtful and, therefore, has not recognized any compensation expense to date regarding the Listing Options. The Listing Options were issued outside the 2017 Plan. On August 11, 2017, the Board of Directors authorized the grant of 11,750,000 options to purchase shares of common stock of the Company to certain officers. The options have an exercise price of $0.40 and expire five years from the date of grant. 2,937,500 of the options vested immediately on the grant date and the remainder shall vest 25% annually upon each anniversary of the grant date. For the three months ended April 30, 2018, the Company recognized a fair value of $178,572 for the vested options and the ratable recognition of unvested options as stock-based compensation. For the nine months ended April 30, 2018, the Company recognized a fair value of $1,257,003 for the vested options and the ratable recognition of unvested options as stock-based compensation. Unrecognized compensation related to the option grant is $1,616,147 as of April 30, 2018, to be recognized over the remaining life of the options. These options were issued outside the 2017 Plan. On August 11, 2017, the Board of Directors authorized the grant of 10,000,000 options to purchase shares of common stock of the Company to its Chief Executive Officer. The options have an exercise price of $0.40 per share and expire five years from the date of grant. 2,000,000 options vested on the date of grant. The fair value of the grant was $489,047 which was recognized as stock-based compensation at the date of grant. The remaining 8,000,000 options contained market and performance conditions, of which 4,000,000 options are to vest based on market conditions being met and 4,000,000 options will vest upon achievement of certain performance objectives. Management has assessed the likelihood of market conditions and the probability of performance conditions being realized and recognize a fair value of $36,681 in stock-based compensation for the three months ending April 30, 2018, and $122,270 for the nine months ending April 30, 2018. These options were issued outside the 2017 Plan. On September 26, 2017, the Board of Directors also authorized the grant of 500,000 options to purchase shares of common stock of the Company to certain directors. These options have an exercise price of $0.40 and expire on September 26, 2021. The fair value of the grant was $137,056 which the Company recognized as stock-based compensation for the nine months ended April 30, 2018. The options vested immediately at the date of grant. The Company has estimated the fair value of all option grants using the Black-Scholes model with the following information and range of assumptions: Risk-free interest rate 1.57% - 2.79% Expected volatility of common stock 166% - 200% Dividend yield 0.00% Expected life of option/warrant Three to Five Years There were no options granted during the three months ended April 30, 2018. The following is a summary of the Company's options issued for the nine months ended April 30, 2018: For the nine months ended Options Price Beginning balance - - Issued 28,085,000 $ 0.40 Exercised - - Expired - - Ending balance 28,085,000 $ 0.40 The following table summarizes additional information about the options as of April 30, 2018: Date of Grant Options outstanding Options exercisable Exercise price Remaining term (years) August 11, 2017 5,835,000 - $ 0.40 4.53 August 11, 2017 11,750,000 2,937,500 0.40 4.53 August 11, 2017 10,000,000 2,000,000 0.40 4.53 September 26, 2017 500,000 500,000 0.40 3.65 Total options 28,085,000 5,437,500 $ 0.40 4.51 The following is a summary of the Company's options outstanding as of April 30, 2018: Exercise Expiration Date in Price 2021 2022 Total $ 0.40 500,000 27,585,000 28,085,000 Totals 500,000 27,585,000 28,085,000 Total compensation charged against operations was $216,250 for the three months ended April 30, 2018. Total compensation charged against operations was $2,005,367 for the nine months ended April 30, 2018. The total value of the option awards is expensed ratably over the vesting period as defined in each grant. As of April 30, 2018, the unrecognized compensation cost related to stock-based options and awards was $2,227,455 to be recognized over the requisite service period as defined in each grant. Warrants On September 24, 2017, the Company issued 1,000,000 warrants to purchase shares of the Company's common stock for the price of $0.40 per share to members of the Company's Board of Directors and consultants in lieu of cash for services. The term of each warrant is 4 years commencing with the issuance date. On November 28, 2017, the Company issued 1,200,000 warrants to purchase shares of the Company's common stock for the price of $0.50 to a consultant in lieu of cash for services. The term of the warrants is two years from the date of issuance and vest at a rate of 100,000 per month from the date of issuance. The fair value of the warrants at the date of issuance was $457,045, which will be charged to operations ratably over twelve months. For the three and nine months ended April 30, 2018, the Company charged $114,261 and $190,435, respectively, to operations related to the warrant grant. As of April 30, 2018, 500,000 warrants were exercisable. On January 31, 2018, the Company issued 17,975 warrants to purchase shares of the Company's common stock for the price of $0.74 per share to consultants in lieu of cash for services valued at $11,798. The term of each warrants is 5 years commencing on the issuance date. On January 31, 2018, the Company issued 25,000 warrants to purchase shares of the Company's common stock for the price of $0.65 per share to a consultant in lieu of cash for services valued at $14,856. The term of each warrants is 3 years commencing on the issuance date. On February 1, 2018, the Company issued 300,000 warrants to purchase shares of the Company's common stock for the price of $0.40 per share to a consultant in lieu of cash for services valued at $82,233. The term of each warrants is 5 years commencing on the issuance date. On February 1, 2018, the Company issued 400,000 warrants to purchase shares of the Company's common stock for the price of $0.60 per share to a consultant in lieu of cash for services valued at $237,690. The term of each warrants is 3 years commencing on the issuance date. On February 1, 2018, the Company issued 5,000 warrants to purchase shares of the Company's common stock for the price of $0.60 per share to a consultant in lieu of cash for services valued at $3,282. The term of each warrants is 4 years commencing on the issuance date. On February 1, 2018, the Company issued 12,125 warrants to purchase shares of the Company's common stock for the price of $0.64 per share to a consultant in lieu of cash for services valued at $6,790. The term of each warrants is 5 years commencing on the issuance date. On March 19, 2018, the Company issued 35,000 warrants to purchase shares of the Company's common stock for the price of $0.67 per share to a consultant in lieu of cash for services valued at $20,587. The term of each warrants is 5 years commencing on the issuance date. On March 26, 2018, the Company issued 66,666 warrants to purchase shares of the Company's common stock for the price of $1.00 per share to a consultant in lieu of cash for services valued at $32,670. The term of each warrants is 3 years commencing on the issuance date. On March 31, 2018, the Company issued 23,875 warrants to purchase shares of the Company's common stock for the price of $0.60 per share to a consultant in lieu of cash for services valued at $12,334. The term of each warrants is 5 years commencing on the issuance date. On April 6, 2018, the Company issued 30,000 warrants to purchase shares of the Company's common stock for the price of $0.40 per share to a consultant in lieu of cash for past services valued at $14,214. The term of each warrants is 4 years commencing on the issuance date. On April 30, 2018, the Company issued 21,525 warrants to purchase shares of the Company's common stock for the price of $0.40 per share to a consultant in lieu of cash for services valued at $8,456. The term of each warrants is 5 years commencing on the issuance date. The Company has estimated the fair value of these warrant grants using the Black-Scholes model with the following information and assumptions for the three months ended April 30, 2018 and 2017: For the three months ended April 30, 2018 April 30, 2017 Warrants issued 3,273,832 - Weighted average exercise price $ 0.61 NA Weighted average volatility 168.97% NA Weighted average term (years) 4.29 NA Weighted average risk-free rate 2. 54% NA The Company has estimated the fair value of these warrant grants using the Black-Scholes model with the following information and assumptions for the nine months ended April 30, 2018 and 2017: For the nine months ended April 30, 2018 April 30, 2017 Warrants issued 1,030,857 - Exercise price $0.40 to $1.00 NA Weighted average expected volatility 168.97% NA Expected term 3.66 NA Risk-free rate 2.54% NA The fair value of the warrants was $987,718, of which $610,778 and $376,940 has been recognized as stock-based compensation for the three months and nine months ended April 30, 2018, respectively. As of April 30, 2018, there is $266,610 unrecognized compensation cost related to the warrants. The following is a summary of the Company's warrants issued for the three and nine months ended April 30, 2018 and 2017: For the three months ended April 30, 2018 April 30, 2017 Warrants Price (a) Warrants Price (a) Beginning balance 4,917,515 $ 0.60 2,674,576 $ 0.60 Issued 1,030,857 0.62 - - Exercised - - - - Ending balance 5,948,408 $ 0.62 2,674,576 $ 0.60 For the nine months ended April 30, 2018 April 3, 2017 Warrants Price (a) Warrants Price (a) Beginning balance 2,674,576 $ 0.60 2,674,576 $ 0.60 Issued 3,273,832 0.62 - - Exercised - - - - Ending balance 5,948,408 $ 0.62 2,674,576 $ 0.60 (a) Weighted average The following table summarizes information about warrants outstanding as of April 30, 2018: Exercise Expiration Date In Price 2019 2020 2021 2022 2023 Total $ 0.40 - - 1,030,000 300,000 - 1,330,000 $ 0.43 - - - - 21,525 21,525 $ 0.50 - 1,200,000 - - - 1,200,000 $ 0.60 2,674,576 - 400,000 5,000 23,875 3,103,451 $ 0.64 - - - 12,125 12,125 $ 0.67 - - 25,000 - 35,000 60,000 $ 0.74 - - - - 17,975 17,975 $ 1.00 - - 203,332 - - 203,332 2,674,576 1,200,000 1,658,332 305,000 110,500 5,948,408 At April 30, 2018, the Company had reserved 34,033,408 shares for future exercise of warrants and options. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Apr. 30, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE 15 – SUBSEQUENT EVENTS On June 7, 2018, the Company submitted an amended Form D filing. The initial Form D filing was filed on September 25, 2017 as a Notice of Exempt Offering of Securities for a total offering amount of $2,000,000.The amended Form D was filed to to raise the total offering amount to $4,750,000 which is a total of 19,000,000 restricted common shares that can be sold at the offering price of $0.25. The Company has sold 1,420,000 shares of its common stock at $0.25 per share pursuant to the Offering in May 2018 for proceeds of $355,000. As of June 12, 2018 the Company has sold 11,520,000 shares for a total of $2,880,000 pursuant to the September 2017 Offering. |
Significant Accounting Polici21
Significant Accounting Policies (Policies) | 9 Months Ended | |
Apr. 30, 2018 | Apr. 30, 2017 | |
Accounting Policies [Abstract] | ||
Basis of Presentation | Basis of presentation This summary of significant accounting policies is presented to assist in understanding the financial statements. The financial statements and notes are representations of the Company’s management, which is responsible for their integrity and objectivity. These consolidated financial statements and related notes are presented in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”). The financial statements are presented on a consolidated basis and include all of the accounts of Amazing Energy Oil and Gas, Co. and its wholly owned subsidiaries, Amazing Energy, LLC, Amazing Energy, Inc., Jilpetco, Inc, and Kisa Gold Mining, Inc.,. All significant intercompany balances and transactions have been eliminated. In the opinion of management, the accompanying unaudited interim balance sheets and statements of operations and cash flows contain all adjustments, consisting of normal recurring items, necessary to present fairly, in all material respects, the financial position of the Company as of April 30, 2018, and the results of its operations and its cash flows for the three and nine months ended April 30, 2018 and 2017. The operating and financial results for the Company for the nine months ended April 30, 2018 are not necessarily indicative of the results that may be expected for the year ending July 31, 2018. | |
Going Concern | Going Concern These consolidated financial statements have been prepared in accordance with U.S. GAAP to a going concern, which assumes that the Company will be able to meet its obligations and continue its operations for its next fiscal year. As shown in the accompanying financial statements, the Company has incurred operating losses since inception. As of April 30, 2018, the Company has limited financial resources with which to achieve the objectives and obtain profitability and positive cash flows. As shown in the accompanying consolidated balance sheets, the Company has an accumulated deficit of $31,467,861. At April 30, 2018, the Company's working capital deficit was $709,532. Achievement of the Company's objectives will be dependent upon the ability to obtain additional financing, to locate profitable mineral properties and generate revenue from current and planned business operations, and control costs. The Company plans to fund its future operations by joint venturing, obtaining additional financing from investors, and/or lenders, and attaining additional production. However, there is no assurance that the Company will be able to achieve these objectives, therefore substantial doubt about its ability to continue as a going concern exists. Although management believes that it will be able to obtain the necessary funding to allow the Company to remain a going concern through the methods discussed above, there can be no assurances that such methods will prove successful. The financial statements do not include adjustments relating to the recoverability of recorded assets nor the implications of associated bankruptcy costs should the Company be unable to continue as a going concern. | |
Revenue and Cost Recognition | Revenue and Cost Recognition The Company uses the sales method of accounting for oil and gas revenues. Under this method, revenues are recognized based on the actual volumes of gas and oil sold to purchasers. The volume sold may differ from the volumes the Company may be entitled to, based on the Company’s individual interest in the property. Periodically, imbalances between production and nomination volumes can occur for various reasons. In cases where imbalances have occurred, a production imbalance receivable or liability will be recorded when determined. Costs associated with production are expensed in the period in which they are incurred. | |
Receivables | Receivables Oilfield service receivables are carried at original invoice amount less an estimate for doubtful accounts. Management determines the allowance by regularly evaluating individual customer receivables and considering a customer’s financial condition, credit history and current economic conditions. Receivables are written off when deemed uncollectible. Recoveries of receivables previously written off are recorded as income when received. Oil and gas receivables consist of oil and natural gas revenues due under normal trade terms. Management reviews receivables periodically and reduces the carrying amount by a valuation allowance that reflects management’s best estimate of the amount that may not be collectible. As of April 30, 2018, management estimated uncollectable accounts at $51,331. | |
Revenue payable to interest holders | Revenue payable to interest holders The Company provides oilfield services through its subsidiary, Jilpetco, Inc., which includes interest owner accounting and subsequent disbursement of the interest owners’ pro-rata share of oil proceeds from a given lease. Jilpetco serves as the operator of properties which are principally owned by the Company. A nominal interest in properties is owned by unrelated working interest owners. Generally, the pro-rata share of oil proceeds less any applicable pro-rata share of operating expenses is distributed to the interest owners within two months of sale of oil and natural gas. The revenue payable liability comprises those proceeds which have yet to be distributed to interest owners as a result of the time required to process administrative functions and process payment. | |
Asset Retirement Obligations | Asset Retirement Obligations The Company accounts for its future asset retirement obligations by recording the fair value of the liability during the period in which it was incurred. The associated asset retirement costs are capitalized as part of the carrying amount of the long-lived asset. The Company depletes the amount added to proved oil and gas property costs and gathering assets using the units-of-production method. The Company's asset retirement obligation consists of costs related to the plugging of wells, removal of facilities and equipment and site restoration on its oil and gas properties and gathering assets. The asset retirement liability is accreted to operating expense using a systematic and rational method. | |
Use of estimates | Use of estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and certain assumptions that affect the amounts reported in these consolidated financial statements and accompanying notes. Management’s estimates include estimates of impairment in carrying value of assets and liabilities, and collectability of recorded oilfield services receivables, stock-based compensation, deferred income taxes, asset retirement obligations, oil and gas property ceiling tests, and depreciation, depletion and amortization. Actual results could differ from these estimates. | |
Risks and uncertainties | Risks and uncertainties The Company’s operations are subject to significant risks and uncertainties, including financial, operational, technological, and other risks associated with operating an emerging oil and gas business, including the potential risk of business failure. | |
Concentration of risks | Concentration of risks The Company’s cash is placed with a highly rated financial institution, and the Company periodically reviews the credit worthiness of the financial institutions with which it does business. At times, the Company’s cash balances are in excess of amounts guaranteed by the Federal Deposit Insurance Corporation. The Company’s oil and gas revenue originated from production from its properties in Texas. Each revenue stream is sold to a single customer through month to month contracts. While this creates a customer concentration, there are alternate buyers of the production in event the sole customer is unable or unwilling to purchase. The Company sells its oil and gas production to only two customers. Oil production is sold to Rio Energy International, Inc. and natural gas production is sold to Trans-Pecos Natural Gas Company, LLC. As a result, during the fiscal years ended April 30, 2018 and 2017, these customers represented 100% of its oil and gas revenue (“major customers”). | |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid investments purchased with a remaining maturity of three months or less when acquired to be cash equivalents. | |
Restricted Cash | Restricted Cash As of April 30, 2018, the Company has a letter of credit in the amount of $50,000 in favor of the Texas Railroad Commission as a bond for reclamation on its oil and gas properties. | |
Income Taxes | Income Taxes The Company accounts for income taxes using the liability method. The liability method requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of (i) temporary differences between financial statement carrying amounts of assets and liabilities and their basis for tax purposes and (ii) operating loss and tax credit carry-forwards for tax purposes. Deferred tax assets are reduced by a valuation allowance when management concludes that it is more likely than not that a portion of the deferred tax assets will not be realized in a future period. | |
Fair value of financial instruments | Fair value of financial instruments Financial instruments consist of cash and various notes payable. The estimated fair value of convertible debt, related party approximates $13.1 Million at April 30, 2018 based on its common stock equivalents and exchange trading price. | |
Property, plant, and equipment | Property, plant, and equipment Property, plant, and equipment are stated at historical cost. Improvements which significantly increase an asset’s value or significantly extend its useful life are capitalized and depreciated over the asset’s remaining useful life. When property, plant or equipment is sold at a price either higher or lower than its carrying amount, or un-depreciated cost at the date of disposal, the difference between the sale proceeds over the carrying amount is recognized as gain, while a loss is recognized when the carrying amount exceeds the sale proceeds. Property, plant, and equipment are depreciated on a straight-line basis over their useful lives, which are typically five to seven years for equipment. | |
Oil and gas properties | Oil and gas properties The Company uses the full cost method of accounting for exploration and development activities as defined by the Securities and Exchange Commission. Under this method of accounting, the costs of unsuccessful, as well as successful, exploration and development activities are capitalized as properties and equipment. This includes any internal costs that are directly related to property acquisition, exploration and development activities but does not include any costs related to production, general corporate overhead or similar activities. Gain or loss on the sale or other disposition of oil and gas properties is not recognized, unless the gain or loss would significantly alter the relationship between capitalized costs and proved reserves. Oil and gas properties include costs that are excluded from costs being depleted or amortized. Oil and natural gas property costs excluded represent investments in unevaluated properties and include non-producing leasehold, geological, and geophysical costs associated with leasehold or drilling interests and exploration drilling costs. Costs are transferred to the full cost pool as the properties are evaluated over the life of the reservoir. | |
Depletion and amortization | Depletion and amortization The depletion base for oil and natural gas properties includes the sum of all capitalized costs net of accumulated depreciation, depletion, and amortization (“DD&A”), estimated future development costs and asset retirement costs not included in oil and natural gas properties, less costs excluded from amortization. The depletion base of oil and natural gas properties is amortized on a units-of-production method. | |
Long-Lived Assets | Long-Lived Assets The Company reviews long-lived assets which include property, plant and equipment and oil and gas properties for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Events relating to recoverability may include significant unfavorable changes in business conditions or a forecasted inability to achieve break-even operating results over an extended period. The Company evaluates the recoverability of long-lived assets based upon forecasted undiscounted cash flows and reports any impairment at the lower of the carrying amount or the fair value less costs to sell. | |
Ceiling test | Ceiling test Future production volumes from oil and gas properties are a significant factor in determining the full cost ceiling limitation of capitalized costs. Under the full cost method of accounting, the Company is required to periodically perform a “ceiling test” that determines a limit on the book value of oil and gas properties. If the net capitalized cost of proved oil and gas properties, net of related deferred income taxes, plus the cost of unproved oil and gas properties, exceeds the present value of estimated future net cash flows discounted at 10 percent, net of related tax affects, plus the cost of unproved oil and gas properties, the excess is charged to expense and reflected as additional accumulated DD&A. The ceiling test calculation uses a commodity price assumption, which is based on an un-weighted arithmetic average of the price on the first day of each month for each month within the prior 12-month period and excludes future cash outflows related to estimated abandonment costs. The Company did not recognize impairment on its oil and gas properties during the years ended July 31, 2017 and 2016. Due to the volatility of commodity prices, should oil and natural gas prices decline in the future, it is possible that a write-down could occur. Proved reserves are estimated quantities of crude oil, natural gas, and natural gas liquids, which geological and engineering data demonstrate with reasonable certainty to be recoverable from known reservoirs under existing economic and operating conditions. The independent engineering estimates include only those amounts considered to be proved reserves and do not include additional amounts which may result from new discoveries in the future, or from application of secondary and tertiary recovery processes where facilities are not in place or for which transportation and/or marketing contracts are not in place. The determination of oil and gas reserves is a subjective process, and the accuracy of any reserve estimate depends on the quality of available data and the application of engineering and geological interpretation and judgment. Estimates of economically recoverable reserves and future net cash flows depend on a number of variable factors and assumptions that are difficult to predict and may vary considerably from actual results. In particular, reserve estimates for wells with limited or no production history are less reliable than those based on actual production. Subsequent re- evaluation of reserves and cost estimates related to future development of proved oil and gas reserves could result in significant revisions to proved reserves. There other issues, such as changes in regulatory requirements, technological advances, and other factors, which are difficult to predict, could also affect estimates of proved reserves in the future. Gains and losses on the sale of oil and gas properties are not generally reflected in income. Sales of less than 100% of the Company’s interest in the oil and gas property are treated as a reduction of the capital cost of the field, with no gain or loss recognized, as long as doing so does not significantly affect the unit-of-production depletion rate. Costs of retired equipment, net of salvage value, are usually charged to accumulated depreciation. | |
Stock-based compensation | 3,450,393 | 12,375 |
Environmental laws and regulations | Environmental laws and regulations The Company is subject to extensive federal, state, and local environmental laws and regulations. Environmental expenditures are expensed or capitalized depending on their future economic benefit. The Company believes that it is in compliance with existing laws and regulations. | |
Fair value measurements | Fair value measurements When required to measure assets or liabilities at fair value, the Company uses a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used. The Company determines the level within the fair value hierarchy in which the fair value measurements in their entirety fall. The categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Level 1 uses quoted prices in active markets for identical assets or liabilities, Level 2 uses significant other observable inputs, and Level 3 uses significant unobservable inputs. The amount of the total gains or losses for the period are included in earnings that are attributable to the change in unrealized gains or losses relating to those assets and liabilities still held at the reporting date. At April 30, 2018 and July 31, 2017, the Company had no assets or liabilities accounted for at fair value on a recurring basis. | |
Recent accounting pronouncements | Recent accounting pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (ASU) 2014-09, “Revenue from Contracts with Customers” (ASU 2014-09), which supersedes the revenue recognition requirements in FASB Accounting Standards Codification (ASC) Topic 605, “Revenue Recognition”. The guidance requires that an entity recognize revenue in a way that depicts the transfer of promised goods or services to customers in the amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods and services. The guidance will be effective for annual reporting periods beginning after December 15, 2017 and will be effective for the Company on August 1, 2018, including interim periods within that reporting period and is to be applied retrospectively, with early application not permitted. The Company is currently evaluating the new standard and its impact on the Company’s consolidated financial statements. In August 2016, the FASB issued ASU No. 2016-15 Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments. The update provides guidance on classification for cash receipts and payments related to eight specific issues. The update is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years, with early adoption permitted. The Company is currently evaluating the impact of implementing this update on the consolidated financial statements. In January 2017, the FASB issued ASU No. 2017-01 Business Combinations (Topic 805): Clarifying the Definition of a Business. The update clarifies the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The update is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. The Company will apply the provisions of the update to potential future acquisitions occurring after the effective date. Other accounting standards that have been issued or proposed by FASB that do not require adoption until a future date are not expected to have a material impact on the consolidated financial statements upon adoption. The Company does not discuss recent pronouncements that are not anticipated to have an impact on or are unrelated to its financial condition, results of operations, cash flows or disclosures. |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended |
Apr. 30, 2018 | |
Loss per share: | |
Dilutive Effect of Earnings Per Share | April 30, 2018 April 30, 2017 Conversion option on related party debt 13,193,000 11,832,724 Convertible preferred stock 6,490,000 6,490,000 Stock options 28,085,000 - Warrants 5,948,408 2,674,576 Total potential dilution 53,716,408 20,997,300 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 9 Months Ended |
Apr. 30, 2018 | |
Accounting Policies [Abstract] | |
Property and Equipment Asset Balance | April 30, 2018 April 30, 2017 Drilling equipment $ 600,000 $ 600,000 Other equipment 253,985 253,531 Less: Accumulated depreciation (400,067) 278,750) Total property and equipment $ 453,918 $ 574,781 |