Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Jul. 31, 2015 | Nov. 10, 2015 | Jan. 31, 2015 | |
Document and Entity Information [Abstract] | |||
Entity Registrant Name | HYDROCARB ENERGY CORP | ||
Entity Central Index Key | 1,425,808 | ||
Current Fiscal Year End Date | --07-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Public Float | $ 4,151,686 | ||
Entity Common Stock, Shares Outstanding | 24,258,742 | ||
Document Fiscal Year Focus | 2,015 | ||
Document Fiscal Period Focus | FY | ||
Document Type | 10-K | ||
Amendment Flag | true | ||
Amendment Description | We are filing this Amendment No. 1 on Form 10-K/A (this “Amendment”) to amend our Annual Report on Form 10-K for the year ended July 31, 2015 (the “Original Filing”), originally filed with the Securities and Exchange Commission (the “SEC”) on November 13, 2015 (the “Original Filing Date”), solely to correct various errors and omissions in the Extensible Business Reporting Language (XBRL) files included in the Original Filing, which did not accurately reflect the financial statements and the footnotes set forth in the body of the Original Filing and to update the aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant computed by reference to the price at which the registrant’s common equity was last sold, as of January 31, 2015, set forth on the cover page of this filing. | ||
Document Period End Date | Jul. 31, 2015 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) | Jul. 31, 2015 | Jul. 31, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 229,512 | $ 144,258 |
Oil and gas revenues receivable | 219,676 | 372,120 |
Accounts receivable - related party | 0 | 58,014 |
Other current assets | 526,056 | 446,320 |
Other receivables, net | 101,334 | 38,455 |
Total current assets | 1,076,578 | 1,059,167 |
Oil and gas properties, accounted for using the full cost method of accounting Evaluated property, net of accumulated depletion of $4,381,912 and $3,491,420, respectively; and accumulated impairment of $373,335 and $373,335, respectively | 14,823,669 | 15,288,370 |
Unevaluated property | 2,260,912 | 2,119,769 |
Restricted cash | 12,488,755 | 6,877,944 |
Other assets | 373,877 | 219,942 |
Property and equipment, net of accumulated depreciation of $190,971 and $135,590, respectively | 110,710 | 166,963 |
TOTAL ASSETS | 31,134,501 | 25,732,155 |
Current liabilities: | ||
Accounts payable and accrued expenses | 3,732,664 | 2,795,675 |
Short term notes payable, net of discount of $655,927 and $0 | 4,719,284 | 334,688 |
Convertible short term notes payable, net of discount $191,385 and $0 | 1,365,899 | 0 |
Convertible short term related party note, net of discount of $7,262 and $0 | 342,738 | 0 |
Asset retirement obligations - short term | 25,000 | 1,133,690 |
Derivative Liability | 2,001,134 | 0 |
Advances | 5,919,932 | 195,904 |
Due to related parties | 78,585 | 165,542 |
Total current liabilities | 18,185,236 | 4,625,499 |
Convertible notes payable, net of discount $81,782 and $0 | 374,053 | 0 |
Convertible notes payable - related party, net of discount $734,024 and $0 | 2,265,976 | 0 |
Notes payable - related party | 600,000 | 600,000 |
Asset retirement obligation - long term | 10,797,858 | 10,582,540 |
Total liabilities | 32,223,123 | 15,808,039 |
Stockholders' Equity (Deficit): | ||
Common stock: $001 par value; 1,000,000,000 shares authorized; 23,001,589 and 21,081,602 shares issued and outstanding as of July 31, 2015 and 2014, respectively | 23,002 | 21,082 |
Receivable for common stock | (413,898) | (2,184,879) |
Additional paid in capital | 82,072,483 | 82,228,799 |
Accumulated deficit | (82,734,369) | (70,106,351) |
Total stockholders' (deficit) equity | (1,052,782) | 9,958,651 |
Non-controlling interests | (35,840) | (34,535) |
Total equity (deficit) | (1,088,622) | 9,924,116 |
TOTAL LIABILITIES AND EQUITY (DEFICIT) | $ 31,134,501 | $ 25,732,155 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) | Jul. 31, 2015 | Jul. 31, 2014 |
ASSETS | ||
Accumulated depletion on evaluated oil and gas property accounted for using the full cost method of accounting | $ 4,381,912 | $ 3,491,420 |
Accumulated impairment on evaluated oil and gas property accounted for using the full cost method of accounting | 373,355 | 373,355 |
Accumulated depreciation recorded for property and equipment | 190,971 | 135,590 |
Short term notes payable, discount value | 655,927 | 0 |
Convertible short term notes payable, discount value | 191,385 | 0 |
Convertible short term related party note, discount value | 7,262 | 0 |
Convertible notes payable, discount value | 81,782 | 0 |
Convertible notes payable - related party, discount value | $ 734,024 | $ 0 |
Equity [Abstract] | ||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued (in shares) | 23,001,589 | 21,081,602 |
Common stock, shares outstanding (in shares) | 23,001,589 | 21,081,602 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) | 12 Months Ended | |
Jul. 31, 2015 | Jul. 31, 2014 | |
CONSOLIDATED STATEMENTS OF OPERATIONS [Abstract] | ||
Revenues | $ 3,941,541 | $ 5,065,096 |
Operating expenses | ||
Lease operating expense | 4,762,854 | 4,913,313 |
Depreciation, depletion, and amortization | 945,207 | 910,837 |
Accretion | 993,579 | 1,043,928 |
Consulting fees - related party | 1,037,000 | 6,754 |
General and administrative expense | 4,985,879 | 4,585,450 |
Total operating expenses | 12,724,519 | 11,460,282 |
Loss from operations | (8,782,978) | (6,395,186) |
Consulting and other income (expense) | (194,827) | 23,134 |
Interest expense, net | (2,401,236) | (132,955) |
Loss on derivatives | (1,214,806) | 0 |
Loss on disposal of assets | (625) | (23,990) |
Foreign currency transaction (loss) | (34,851) | (21,253) |
Net loss before income taxes | (12,629,323) | (6,550,250) |
Income tax provision | 0 | (4,599) |
Net loss | (12,629,323) | (6,554,849) |
Less: Net loss attributable to non-controlling interests | (1,305) | (5,527) |
Net loss attributable to Hydrocarb Energy Corp. | $ (12,628,018) | $ (6,549,322) |
Basic and diluted loss per common share: (in dollars per share) | $ (0.60) | $ (0.43) |
Weighted average shares outstanding (basic and diluted) (in shares) | 21,184,600 | 15,150,782 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT) - USD ($) | Preferred Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Treasury Stock [Member] | Non Controlling Interest [Member] | Stock Subscription Receivable [Member] | Accumulated Deficit [Member] | Total |
Balance at Jul. 31, 2013 | $ 1,690,000 | $ 4,427 | $ 75,137,401 | $ (822,250) | $ (29,008) | $ 0 | $ (63,522,775) | $ 12,457,795 |
Balance (in shares) at Jul. 31, 2013 | 4,225 | 4,427,071 | ||||||
HCN Issuance of common stock | $ 8,397 | 22,674 | 31,071 | |||||
HCN Issuance of common stock (in shares) | 8,396,667 | |||||||
Issuance of HCN preferred stock to settle debt and accounts payable | $ 1,585,200 | 1,585,200 | ||||||
Issuance of HCN preferred stock to settle debt and accounts payable (in shares) | 3,963 | |||||||
Dividend on HCN preferred stock | (34,254) | (34,254) | ||||||
Amortization of fair value of stock options | 943,572 | 943,572 | ||||||
Warrants granted to related party | 6,754 | 6,754 | ||||||
Share cancellation | $ (3,275,200) | 3,275,200 | 0 | |||||
Share cancellation (in shares) | (8,188) | |||||||
Stock issued to employees and directors compensation | $ 168 | 813,659 | 813,827 | |||||
Stock issued to employees and directors compensation (in shares) | 167,904 | |||||||
Shares issued for Settlement | $ 620 | 3,588,947 | (3,589,567) | 0 | ||||
Shares issued for Settlement (in shares) | 619,960 | |||||||
HCN sale of HEC stock for receivable | (1,551,938) | 4,411,817 | (2,859,879) | 0 | ||||
HEC Common stock issued to satisfy contingently-issued rights from NEI Acquisition | $ 7,470 | (7,470) | 0 | |||||
HEC Common stock issued to satisfy contingently-issued rights from NEI Acquisition (in shares) | 7,470,000 | |||||||
Non-controlling interest | (5,527) | (5,527) | ||||||
Cash received on stock subscription receivable | 675,000 | 675,000 | ||||||
Net loss | (6,549,322) | (6,549,322) | ||||||
Balance at Jul. 31, 2014 | $ 0 | $ 21,082 | 82,228,799 | 0 | (34,535) | (2,184,879) | (70,106,351) | $ 9,924,116 |
Balance (in shares) at Jul. 31, 2014 | 0 | 21,081,602 | 21,081,602 | |||||
Preferred Stock Exchange for unit offering with related party | $ 750 | (2,058,730) | $ (2,057,980) | |||||
Preferred Stock Exchange for unit offering with related party (in shares) | 750,000 | |||||||
Unit Offering | $ 12 | 12,488 | 12,500 | |||||
Unit Offering (in shares) | 12,500 | |||||||
Stock for services | $ 200 | 388,500 | 388,700 | |||||
Stock for services (in shares) | 200,000 | |||||||
Stock for services with related party | $ 850 | 1,036,150 | 1,037,000 | |||||
Stock for services with related party (in shares) | 850,000 | |||||||
Stock issued with debt | $ 93 | 280,392 | 280,485 | |||||
Stock issued with debt (in shares) | 92,500 | |||||||
Amortization of fair value of stock options | 112,500 | 112,500 | ||||||
Correction of Stock issued for Directors | $ (1) | (2,725) | (2,726) | |||||
Correction of Stock issued for Directors (in shares) | (790) | |||||||
Share cancellation | $ (23) | 23 | 0 | |||||
Share cancellation (in shares) | (22,931) | |||||||
Stock issued to employees and directors compensation | $ 17 | 27,649 | 27,666 | |||||
Stock issued to employees and directors compensation (in shares) | 16,674 | |||||||
Shares issued for Settlement | $ 22 | 64,978 | 65,000 | |||||
Shares issued for Settlement (in shares) | 22,034 | |||||||
Tainting of derivative warrants | (17,541) | (17,541) | ||||||
Non-controlling interest | (1,305) | (1,305) | ||||||
Cash received on stock subscription receivable | 531,000 | 531,000 | ||||||
Settlement on stock subscription receivable | 1,239,981 | 1,239,981 | ||||||
Net loss | (12,628,018) | (12,628,018) | ||||||
Balance at Jul. 31, 2015 | $ 23,002 | $ 82,072,483 | $ 0 | $ (35,840) | $ (413,898) | $ (82,734,369) | $ (1,088,622) | |
Balance (in shares) at Jul. 31, 2015 | 23,001,589 | 23,001,589 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 12 Months Ended | |
Jul. 31, 2015 | Jul. 31, 2014 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net loss | $ (12,629,323) | $ (6,554,849) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation, depletion, and amortization | 945,207 | 910,837 |
Accretion | 993,579 | 1,043,928 |
Amortization of debt discount | 1,236,638 | 0 |
Loss on disposal of assets | 625 | 23,990 |
Change in allowance for doubtful accounts | 0 | 11,948 |
Warrants granted to related party | 0 | 6,754 |
Share based compensation | 1,563,140 | 1,757,399 |
Loss on settlement shares | 65,000 | 0 |
Loss on one-time interest fee | 40,000 | 0 |
Loss on early payment penalty | 69,643 | 0 |
Amortization on debt issuance cost | 285,036 | 0 |
Settlement of dividend with related party | 327,879 | 0 |
Loss on debt settlement of stock subscription receivable | 1,239,981 | 0 |
Change in derivative liabilities | 1,214,806 | 0 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 48,281 | 353,571 |
Other receivables | 41,285 | 262,594 |
Accounts receivable - related party | 58,014 | 143,270 |
Other assets | 171,613 | 263,510 |
Accounts payable and accrued expenses | 1,368,424 | 184,900 |
Accounts payable related party | (86,957) | 1,244,054 |
Advances | 0 | 15,100 |
Settlement of asset retirement obligation | (40,984) | (123,664) |
NET CASH (USED IN) OPERATIONS | (3,088,113) | (456,658) |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Purchases of oil and gas properties | (2,412,651) | (1,052,679) |
Purchases of property and equipment | 0 | (169,794) |
Proceeds from sale of oil and gas properties | 912 | 625,000 |
Change in restricted cash | 113,217 | 42,795 |
CASH USED IN INVESTING ACTIVITIES | (2,298,522) | (554,678) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Payments on notes payable | (527,828) | (471,052) |
Proceeds from note payable to related party | 316,917 | 600,000 |
Proceeds from collections on receivable for stock sale | 531,000 | 675,000 |
Proceeds from Subscription Unit | 50,000 | 0 |
Proceeds from borrowings | 5,101,800 | 0 |
Proceeds from HCN issuance of common stock | 0 | 31,071 |
Dividend on HCN preferred stock | 0 | (34,254) |
CASH PROVIDED BY FINANCING ACTIVITIES | 5,471,889 | 800,765 |
NET CHANGE IN CASH AND CASH EQUIVALENTS | 85,254 | (210,571) |
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD | 144,258 | 354,829 |
CASH AND CASH EQUIVALENTS AT END OF PERIOD | 229,512 | 144,258 |
Cash paid during the period for: | ||
Income taxes | 0 | 10,000 |
Interest | 267,457 | 21,497 |
NONCASH INVESTING AND FINANCING ACTIVITIES | ||
Asset retirement obligation sold | 0 | 33,195 |
Asset retirement obligations revisions | (1,845,967) | (104,237) |
Restricted Cash | 5,724,028 | 0 |
Note payable for prepaid insurance | 309,212 | 403,104 |
Discount from derivatives | 768,787 | 0 |
Tainted warrant liability | 17,541 | 0 |
Settlement of HCN debt with HCN preferred stock | 0 | 1,585,200 |
Common stock exchanged for HCN common stock for acquisition of HCN | 0 | 8,397 |
Receivable for common stock - related party | 0 | 1,000,000 |
Receivable for common stock - related party | 0 | 1,859,879 |
Common stock issued to satisfy contingently issuable shares from 2012 acquisition of Namibia Exploration, Inc. | 0 | 7,410 |
Unit Offering to Related Party | (2,057,980) | 0 |
Value of shares issued to lenders as part of debt financing | 280,485 | 0 |
Note payable for legal fees | 442,784 | 0 |
Debt issue cost paid directly by lender | 335,538 | 0 |
Original issue discount on notes payable | $ 749,146 | $ 0 |
Description of Business and Sum
Description of Business and Summary of Significant Accounting Policies | 12 Months Ended |
Jul. 31, 2015 | |
Description of Business and Summary of Significant Accounting Policies [Abstract] | |
Description of Business and Summary of Significant Accounting Policies | Note 1 – Description of Business and Summary of Significant Accounting Policies Description of business and basis of presentation We are a natural resource exploration and production company engaged in the exploration, acquisition, development, and production of oil and gas properties in the United States and onshore in Namibia, Africa. We were incorporated under the laws of the State of Nevada on April 12, 2005 under the name “Carlin Gold Corporation”. On July 19, 2005, we changed our name to “Nevada Gold Corp.” On October 18, 2005, we changed our name to “Gulf States Energy, Inc.” and increased our authorized capital from 100,000,000 shares of common stock to 500,000,000 shares of common stock, par value $0.001 per share. On September 5, 2006, we changed our name to “Strategic American Oil Corporation”. On April 4, 2012, we completed a one new share for twenty-five old share (1:25) reverse stock split and as a result our authorized capital decreased from 500,000,000 shares of common stock to 20,000,000 shares of common stock. Also, effective April 4, 2012, we changed our name to “Duma Energy Corp.” Effective May 16, 2012, we increased our authorized capital from 20,000,000 shares to 500,000,000 shares of common stock. Effective November 29, 2013, the Company increased the number of its authorized shares of common stock from 500,000,000 to 1,000,000,000 shares of common stock. Effective February 18, 2014, we changed our name from Duma Energy Corp. to Hydrocarb Energy Corp. Effective May 8, 2014, we effected a 1:3 reverse split of our authorized common stock and a corresponding 1:3 reverse split of our outstanding common stock. All share and per share amounts for all periods in this report have been retroactively restated to reflect the reverse split. Effective September 28, 2015, the Company filed a Certificate of Amendment to its Articles of Incorporation with the Secretary of State of Nevada, to (1) affect an amendment to the Company’s Articles of Incorporation to increase the number of authorized shares of the Company’s common stock to 1,000,000,000 shares; (2) affect an amendment to the Company’s Articles of Incorporation to authorize 100,000,000 shares of “blank check” preferred stock (the “Blank Check Preferred Amendment”); (3) designate 10,000 shares of Series A 7% Convertible Voting Preferred Stock (the “Series A Amendment”); and (4) designate 35,000 shares of Series B Convertible Preferred Stock (the “Series B Amendment”), each of which amendments were approved by the stockholders of the Company at the Annual Meeting of Shareholders of the Company held on September 28, 2015. Previously, effective on September 21, 2015, the Company filed a Certificate of Correction with the Secretary of State of Nevada, which cancelled and rescinded in its entirety, the previously filed Series A 7% Convertible Voting Preferred Stock designation filed by the Board of Directors without stockholder approval on December 2, 2013. Our common stock is quoted under the symbol “HECC” on the OTCQB Market. We own 100% of the issued and outstanding share capital of (i) Penasco Petroleum Inc., a Nevada corporation, (ii) Galveston Bay Energy, LLC, a Texas limited liability company, (iii) SPE Navigation I, LLC, a Nevada limited liability company, (iv) Namibia Exploration, Inc., a Nevada corporation, (v) Hydrocarb Corporation, a Nevada corporation, (vi) Hydrocarb Texas Corporation, a Texas corporation, and (vii) Hydrocarb Namibia Energy (Pty) Limited, a company chartered in the Republic of Namibia. In addition, we own 95% of the issued and outstanding share capital of Otaiba Hydrocarb LLC, a UAE limited liability corporation. As of July 31, 2015, we maintain developed and undeveloped acreage offshore in Texas. As of July 31, 2015, we were producing oil and gas from our working interest in four offshore fields in Galveston Bay, Texas. During September 2012, we acquired, through the acquisition of Namibia Exploration Inc., a 39% non-operated working interest in a concession located onshore in Namibia, Africa. During December 2013, with our acquisition of Hydrocarb Corporation, we acquired a 51% working interest in this onshore Namibia, Africa concession and now own a 90% working interest (100% cost responsibility) in the Namibia, Africa concession. Reclassifications Certain prior year amounts have been reclassified to conform with the current presentation. Principles of consolidation We own 100% of the issued and outstanding share capital of (i) Penasco Petroleum Inc. (“Penasco”), a Nevada corporation, (ii) Galveston Bay Energy, LLC (“GBE”), a Texas limited liability company, (iii) SPE Navigation I, LLC, a Nevada limited liability company (“SPE”), (iv) Namibia Exploration, Inc. (“NEI”), a Nevada corporation, (v) Hydrocarb Corporation, a Nevada corporation (“HCN”), (vi) Hydrocarb Texas Corporation, a Texas corporation, and (vii) Hydrocarb Namibia Energy (Pty) Limited (“Namibia”), a company chartered in the Republic of Namibia. In addition, we own 95% of the issued and outstanding share capital of Otaiba Hydrocarb LLC (“Otaiba”), a United Arab Emirates (UAE) limited liability corporation. The accompanying consolidated financial statements include the accounts of the entities noted above. All significant intercompany accounts and transactions have been eliminated in consolidation. The acquisition of HCN, an entity under common control, on December 9, 2013 (See Note 2 – HCN Acquisition) has resulted in a change in the reporting entity. The consolidated financial statements presented for the periods subsequent to the acquisition include the accounts of HCN and its subsidiaries. As the Company and HCN are under the common control of same shareholder group, the acquired assets and liabilities were recorded at the historical carrying value and the consolidated financial statements were retroactively restated to reflect the Company as if HCN had been owned since the beginning of the earliest period presented. Noncontrolling interests Our consolidated financial statements include the accounts of all subsidiaries where we hold a controlling financial interest. We have a controlling financial interest if we own a majority of the outstanding voting common stock and minority shareholders do not have substantive participating rights, we have significant control over an entity through contractual or economic interests in which we are the primary beneficiary or we have the power to direct the activities that most significantly impact the entity’s economic performance. The ownership interest in subsidiaries held by third parties are presented in the consolidated balance sheet within equity, but separate from the parent’s equity, as noncontrolling interest. All significant intercompany balances and transactions have been eliminated in consolidation. Use of estimates The preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities, if any, at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the respective reporting periods. We base our estimates and judgments on historical experience and on various other assumptions and information that we believe to be reasonable under the circumstances. Estimates and assumptions about future events and their effects cannot be perceived with certainty and, accordingly, these estimates may change as new events occur, as more experience is acquired, as additional information is obtained and as our operating environment changes. Significant areas requiring management’s estimates and assumptions include the determination of the fair value of transactions involving stock-based compensation and financial instruments, estimates of the costs and timing of asset retirement obligations, and oil and natural gas proved reserve quantities. Oil and natural gas proved reserve quantities form the basis for the calculation of amortization of oil and natural gas properties and for asset impairment tests. Management emphasizes that reserve estimates are inherently imprecise and that estimates of more recent reserve discoveries are more imprecise than those for properties with long production histories. Actual results may differ from the estimates and assumptions used in the preparation of our consolidated financial statements. Cash and cash equivalents Cash and cash equivalents are all highly liquid investments with an original maturity of three months or less at the time of purchase and are recorded at cost, which approximates fair value. Our functional currency is the United States dollars. Transactions denominated in foreign currencies are translated into their United States dollar equivalents using current exchange rates. Monetary assets and liabilities are translated using exchange rates that prevailed as of the balance sheet date. Non-monetary assets and liabilities are translated using exchange rates that prevailed as of the transaction date. Revenue, if applicable and expenses are translated using average exchange rates over the accounting period. We have had no revenue denominated in foreign currencies. Gains or losses resulting from foreign currency transactions are included in results of operations. Restricted cash Restricted cash consists of two components. The first is certificates of deposit that have been posted as collateral for letters of credit supporting bonds guaranteeing remediation of our oil and gas properties in Texas and escrow funds deposited directly with regulatory authorities. As of July 31, 2015 and 2014, restricted cash totaled $6,771,781 and $6,877,944, respectively. The second component represents pass through funds for which the Company is the operator of a to-be drilled well. As of July 31, 2015 and 2014, this component totaled $5,716, 974 and $0, respectively. Receivables and allowance for doubtful accounts Oil and gas revenues receivable are recorded at the invoiced amount and do not bear any interest. We regularly review collectability and establish or adjust an allowance for uncollectible amounts as necessary using the specific identification method. Account balances are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. Management has determined that a reserve for uncollectible amounts was not required in the periods presented. Accounts receivable – related party includes the oil and gas revenue receivable from our Barge Canal properties, which, up until September 1, 2013, were operated by a company owned by one of our former officers who was also a director, and joint interest billings receivable from two working interest partners who are related to our former Chief Financial Officer, the former Chief Executive Officer and the current Chief Executive Officer. This balance also includes an oil and gas receivable from Lifestream, LLC, a company owned by the brother of our current CEO. Other receivables consist of joint interest billings due to us from participants holding a working interest in oil and gas properties that we operate. We regularly review collectability and establish or adjust an allowance for uncollectible amounts as necessary using the specific identification method. Account balances are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. As of July 31, 2015 and 2014, we have reserved $78,242 and $70,742 respectively, for potentially uncollectable other receivables. Available for sale securities We invest in marketable equity securities which are classified as available for sale. The first in first out method is used to determine the cost basis of our equity securities sold. Available-for-sale securities are marked to market based on the fair values of the securities determined in accordance with ASC Section 820 (Fair Value Measurement), with the unrealized gains and losses, net of tax, reported as a component of accumulated other comprehensive income (loss). The Company does not own any marketable securities as of July 31, 2015 and July 31, 2014. Other current assets Other current assets consist primarily of prepaid insurance, prepaid interest expense, prepayments made towards properties not operated by us, and accrued interest on our deposits. Concentrations Our operations are concentrated in Texas and the majority of our operations are conducted offshore in Galveston Bay. We operate in the oil and gas exploration and production industry. If the oil and natural gas exploration and production industry as a whole were adversely affected, for example by weather, supply shortages, or other factors, we would also experience adverse effects. Because our properties are offshore, we are also vulnerable to adverse weather. For the year ended July 31, 2015, 88% of our revenue was attributable to one purchaser. At July 31, 2015, this same purchaser accounted for 74% of our accounts receivable. For the year ended July 31, 2014, 83% of our revenue was attributable to one purchaser. At July 31, 2014, this same purchaser accounted for 88% of our accounts receivable. We place cash with high quality financial institutions and at times may exceed the federally insured limits. We have not experienced a loss in such accounts nor do we expect any related losses in the near term. Oil and natural gas properties We account for our oil and natural gas producing activities using the full cost method of accounting as prescribed by the United States Securities and Exchange Commission (SEC). Under this method, subject to a limitation based on estimated value, all costs incurred in the acquisition, exploration, and development of proved oil and natural gas properties, including internal costs directly associated with acquisition, exploration, and development activities, the costs of abandoned properties, dry holes, geophysical costs, and annual lease rentals are capitalized within a cost center. Costs of production and general and administrative corporate costs unrelated to acquisition, exploration, and development activities are expensed as incurred. Costs associated with unevaluated properties are capitalized as oil and natural gas properties but are excluded from the amortization base during the evaluation period. When we determine whether the property has proved recoverable reserves or not, or if there is an impairment, the costs are transferred into the amortization base and thereby become subject to amortization. We assess all items classified as unevaluated property on at least an annual basis for inclusion in the amortization base. We assess properties on an individual basis or as a group if properties are individually insignificant. The assessment includes consideration of the following factors, among others: intent to drill; remaining lease term; geological and geophysical evaluations; drilling results and activity; the assignment of proved reserves; and the economic viability of development if proved reserves are assigned. During any period in which these factors indicate that there would be impairment, or if proved reserves are assigned to a property, the cumulative costs incurred to date for such property are transferred to the amortizable base and are then subject to amortization. Capitalized costs included in the amortization base are depleted using the unit of production method based on proved reserves. Depletion is calculated using the capitalized costs included in the amortization base, including estimated asset retirement costs, plus the estimated future expenditures to be incurred in developing proved reserves, net of estimated salvage values. Sales or other dispositions of oil and natural gas properties are accounted for as adjustments to capitalized costs, with no gain or loss recorded unless the ratio of cost to proved reserves would significantly change. Impairment The net book value of all capitalized oil and natural gas properties within a cost center, less related deferred income taxes, is subject to a full cost ceiling limitation which is calculated quarterly. Under the ceiling limitation, costs may not exceed an aggregate of the present value of future net revenues attributable to proved oil and natural gas reserves discounted at 10 percent using current prices, plus the lower of cost or market value of unproved properties included in the amortization base, plus the cost of unevaluated properties, less any associated tax effects. Any excess of the net book value, less related deferred tax benefits, over the ceiling is written off as expense. Impairment expense recorded in one period may not be reversed in a subsequent period even though higher oil and gas prices may have increased the ceiling applicable to the subsequent period. As of July 31, 2015 and July 31, 2014, the net book value of oil and gas properties did not exceed the ceiling amount and thus, no impairment of the properties was required. Asset retirement obligation We record the fair value of an asset retirement cost, and corresponding liability as part of the cost of the related long-lived asset and the cost is subsequently allocated to expense using a systematic and rational method. We record an asset retirement obligation to reflect our legal obligations related to future plugging and abandonment of our oil and natural gas wells and gathering systems. We estimate the expected cash flow associated with the obligation and discount the amount using a credit-adjusted, risk-free interest rate. At least annually, we reassess the obligation to determine whether a change in the estimated obligation is necessary. We evaluate whether there are indicators that suggest the estimated cash flows underlying the obligation have materially changed. Should those indicators suggest the estimated obligation may have materially changed on an interim basis (quarterly), we will update our assessment accordingly. Additional retirement obligations increase the liability associated with new oil and natural gas wells and gathering systems as these obligations are incurred. Other assets Other assets at July 31, 2015 and 2014 consisted primarily of prepaid land use fees, which are payments that cover multiple years (typically ten years) rental for easements and surface leases. These are paid as they come due on an ongoing basis and amortized over the rental period. In addition, other assets also include a domain name for $30,267, which is an intangible asset with an indefinite life due to the fact that it is renewable annually for nominal cost. We evaluate intangible assets with an indefinite life for possible impairment at least annually by comparing the fair value of the asset with its carrying value. In addition, other assets also consisted of debt issuance cost which associated with legal fees and financing expenses for issuing new promissory notes. Debt issuance costs are amortized over the life of the notes. Property and equipment, other than oil and gas Property and equipment are stated at cost, less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the related asset, generally three to five years. Fully depreciated assets are retained in property and accumulated depreciation accounts until they are removed from service. We perform ongoing evaluations of the estimated useful lives of the property and equipment for depreciation purposes. Maintenance and repairs are expensed as incurred. Impairment of long-lived assets We periodically review our long-lived assets, other than oil and gas property, for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be fully recoverable. We recognize an impairment loss when the sum of expected undiscounted future cash flows is less than the carrying amount of the asset. The amount of impairment is measured as the difference between the asset’s estimated fair value and its book value. We recorded no impairment on our non-oil and gas long-lived assets during the years ended July 31, 2015 and 2014, respectively. Advances Advances consist of prepayments received from working interest partners pertaining to their share of the costs of drilling oil and gas wells. Partners are billed in advance for the estimated cost to drill a well and as the work proceeds, the prepayment is applied against their share of the actual drilling cost. As of July 31, 2015 and 2014, advances totaled $5,919,932 and $195,904, respectively. The amount as of July 31, 2015, includes $5,716,974 for a to-be drilled well that the Company is the Operator only. The Company owns no working interest in this well. Revenue recognition We recognize revenue when persuasive evidence of an arrangement exists, services have been rendered, the sales price is fixed or determinable, and collectability is reasonably assured. We follow the “sales method” of accounting for oil and natural gas revenue, so we recognize revenue on all natural gas or crude oil sold to purchasers, regardless of whether the sales are proportionate to our ownership in the property. Actual sales of gas are based on sales, net of the associated volume charges for processing fees and for costs associated with delivery, transportation, marketing, and royalties in accordance with industry standards. Operating costs and taxes are recognized in the same period in which revenue is earned. Severance and ad valorem taxes are reflected as a component of lease operating expense. Income taxes We account for income taxes using the asset and liability method. Under this method, deferred income tax assets and liabilities are determined based on differences between the financial reporting and tax basis of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to be recovered or settled. Deferred tax assets are reduced by a valuation allowance if, based on the weight of available evidence, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Fair value Accounting standards regarding fair value of financial instruments define fair value, establish a three-level hierarchy which prioritizes and defines the types of inputs used to measure fair value, and establish disclosure requirements for assets and liabilities presented at fair value on the consolidated balance sheets. Fair value is the amount that would be received from the sale of an asset or paid for the transfer of a liability in an orderly transaction between market participants. A liability is quantified at the price it would take to transfer the liability to a new obligor, not at the amount that would be paid to settle the liability with the creditor. The three-level hierarchy is as follows: Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. The Company considers active markets as those in which transactions for the assets or liabilities occur in sufficient frequency and volume to provide pricing information on an ongoing basis. Level 2: Pricing inputs other than quoted market prices included in Level 1 that are based on observable market data and are directly or indirectly observable for substantially the full term of the asset or liability. These include quoted market prices for similar assets or liabilities, quoted market prices for identical or similar assets in markets that are not active, adjusted quoted market prices, inputs from observable data such as interest rate and yield curves, volatilities or default rates observable at commonly quoted intervals, or inputs derived from observable market data by correlation or other means. Level 3: Pricing inputs that are unobservable or less observable from objective sources. Unobservable inputs should only be used to the extent observable inputs are not available. These inputs maintain the concept of an exit price from the perspective of a market participant and should reflect assumptions of other market participants. An entity should consider all market participant assumptions that are available without unreasonable cost and effort. These are given the lowest priority and are generally used in internally developed methodologies to generate management's best estimate of the fair value when no observable market data is available. Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. We have determined that certain warrants and convertible notes outstanding during the period covered by these financial statements qualify as derivative financial instruments under the provisions of FASB ASC Topic No. 815-40, “ Derivatives and Hedging – Contracts in an Entity’s Own Stock. The fair value of these instruments was determined using a lattice model with any change in fair value during the period recorded in earnings as “Loss on derivatives.” Significant inputs used to calculate the fair value of the warrants include expected volatility, risk-free interest rate and management’s assumptions regarding the likelihood of a future repricing of these warrants pursuant to the down-round provision. We had derivative liability of $2,001,134 and $0 that was accounted for at fair value on a recurring basis as of July 31, 2015 and July 31, 2014. The carrying amounts reported in the balance sheet for cash, accounts receivable, accounts receivable – related party, accounts payable and accrued expenses, and notes payable approximate their fair market value based on the short-term maturity of these instruments. Stock-based compensation ASC 718, “Compensation-Stock Compensation” requires recognition in the financial statements of the cost of employee services received in exchange for an award of equity instruments over the period the employee is required to perform the services in exchange for the award (presumptively the vesting period). We measure the cost of employee services received in exchange for an award based on the grant-date fair value of the award. We account for non-employee share-based awards based upon ASC 505-50, “Equity-Based Payments to Non-Employees.” ASC 505-50 requires the costs of goods and services received in exchange for an award of equity instruments to be recognized using the fair value of the goods and services or the fair value of the equity award, whichever is more reliably measurable. The fair value of the equity award is determined on the measurement date, which is the earlier of the date that a performance commitment is reached or the date that performance is complete. Generally, our awards do not entail performance commitments. When an award vests over time such that performance occurs over multiple reporting periods, we estimate the fair value of the award as of the end of each reporting period and recognize an appropriate portion of the cost based on the fair value on that date. When the award vests, we adjust the cost previously recognized so that the cost ultimately recognized is equivalent to the fair value on the vesting date, which is presumed to be the date performance is complete. We recognize the cost associated with share-based awards that have a graded vesting schedule on a straight-line basis over the requisite service period of the entire award. Stock Split On May 8, 2014, we affected a 1-for-3 reverse stock split. All share and per share amounts have been retroactively restated to reflect the reverse split. This presentation is consistent with the guidance in ASC 260-10-55-12, Earnings Per Share Earnings per share We compute basic earnings per share using the weighted average number of shares of common stock outstanding during each period. Diluted earnings per share includes the dilutive effects of common stock equivalents on an “as if converted” basis. For the years ended July 31, 2015 and 2014, potential dilutive securities had an anti-dilutive effect and were not included in the calculation of diluted net loss per common share. Contingencies Legal We are subject to legal proceedings, claims and liabilities which arise in the ordinary course of business. We accrue for losses associated with legal claims when such losses are probable and can be reasonably estimated. These accruals are adjusted as additional information becomes available or circumstances change. Legal fees are charged to expense as they are incurred. See Note 13 - Commitments and Contingencies for more information on legal proceedings. Environmental We accrue for losses associated with environmental remediation obligations when such losses are probable and can be reasonably estimated. These accruals are adjusted as additional information becomes available or circumstances change. Costs of future expenditures for environmental remediation obligations are not discounted to their present value. Recoveries of environmental remediation costs from other parties are recorded at their undiscounted value as assets when their receipt is deemed probable. Accumulated Other Comprehensive Income (Loss), net of tax We follow the provisions of ASC 220, “Comprehensive Income”, which establishes standards for reporting comprehensive income. In addition to net loss, comprehensive loss includes all changes to equity during a period, except those resulting from investments and distributions to the owners of the Company. Recent accounting pronouncements In August 2014, the FASB issued Accounting Standard Update No. 2014-15 (“ASU No. 2014-15”), Presentation of Financial Statements Going Concern (Subtopic 205-40) which requires management to assess an entity's ability to continue as a going concern by incorporating and expanding upon certain principles that are currently in U.S. auditing standards. Specifically, ASU 2014-15 provides a definition of the term substantial doubt and requires an assessment for a period of one year after the date that the financial statements are issued (or available to be issued). It also requires certain disclosures when substantial doubt is alleviated as a result of consideration of management's plans and requires an express statement and other disclosures when substantial doubt is not alleviated. ASU No. 2014-15 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2016, early application is permitted. We are currently evaluating the accounting implication and do not believe the adoption of ASU 2014-15 to have a material impact on our consolidated financial statements, although there may be additional disclosures upon adoption. Other recently issued or adopted accounting pronouncements are not expected to have, or did not have, a material impact on our financial position or results from operations. |
HCN Acquisition
HCN Acquisition | 12 Months Ended |
Jul. 31, 2015 | |
HCN Acquisition [Abstract] | |
HCN Acquisition | Note 2 – HCN Acquisition On December 9, 2013 (the “Acquisition Date”), we acquired HCN (the “HCN Acquisition”) pursuant to a Share Exchange Agreement (the “HCN Exchange Agreement”) dated November 27, 2013. The purchase price was 8,396,667 shares of the Company’s common stock to HCN’s stockholders in exchange (which included Kent P. Watts, our Chief Executive Officer and Chairman) for 100% of the outstanding equity interest in HCN and 8,188 shares of the Company’s Series A Preferred Stock to Kent P. Watts, the Company’s Chief Executive Officer and Chairman, a holder of convertible preferred stock in HCN in exchange of 100% of the holder’s preferred stock in HCN. The preferred stock issued had a value of $3,275,200 (8,188 shares at par value of $400). The HCN Exchange Agreement provided that the Company would issue 7,470,000 shares of its common stock to the holders of certain rights to acquire Company stock. These rights were previously issued by the Company as contingent consideration in connection with the acquisition of NEI. The rights had been convertible into Company common stock based upon market capitalization milestones. The rights were issued to entities deemed related parties to the Company. In anticipation of the HCN acquisition, the Company issued 619,960 shares of its common stock to HCN as full payment for the Company’s indebtedness to HCN in the amount of $3,589,567. A condition to the Agreement closing was that HCN would sell the 619,960 shares before closing of the acquisition, which it did (see Note 10 – Capital Stock – Receivables for Common Stock). With HCN, we acquired its 100% owned subsidiaries: Hydrocarb Namibia Energy (Pty) Limited, a Namibia Company and Hydrocarb Texas Corporation, a Texas Corporation; and its 95% owned subsidiary Otaiba Hydrocarb LLC, a UAE Limited Liability Company. Prior to the acquisition, HCN was directly and indirectly majority-owned and controlled by the Company’s Chairman of the Board and entities related to him and his family. Since HCN and the Company were under common control of a controlling party both before and after the completion of the share exchange, the transaction was accounted for as a business acquired from an entity under common control and the assets and liabilities acquired were recorded at HCN’s historical cost at Acquisition Date following ASC 805-50-30, Business Combinations. Under this accounting treatment, the results of operations for the twelve months ended July 31, 2015 and 2014 and assets and liabilities of HCN as of July 31, 2015 and 2014 are included in these financial statements as if the transaction had occurred at the beginning of the periods. Prior reporting periods in these financial statements have been retroactively adjusted to include HCN and its subsidiaries. According to ASC 805-50-30, the net assets of HCN are to be recorded at historical cost, therefore, the value of the 8,396,667 common shares with excess of $3,874,609 recorded as additional paid in capital by the Company. Summary of the accounting entry to record this acquisition in December 2013 is as follows. Assets acquired $ 1,529,246 Liabilities assumed (161,599 ) Noncontrolling interest in 95% owned HCN subsidiary 30,480 $ 1,398,127 Common stock, at par 8,397 Receivable for common stock (2,484,879 ) Additional paid-in capital 3,874,609 $ 1,398,127 HCN had 51% working-interest rights in and operated an unevaluated Namibian concession described in Note 3 – Oil and Gas Properties, below, and provided international oilfield consulting services. Prior to this acquisition, the Company owned 39% working-interest right in this concession. With the HCN acquisition, we now own a 90% working interest (100% cost responsibility) in the concession. This 5.3 million-acre concession is located in northern Namibia in Africa. The concession specifies the following minimum cost responsibilities on an 8/8ths basis: 1. Initial Exploration Period (expires August 2016): Perform a hydrocarbon potential study, gather and review existing technical data including reprocessing of available seismic lines, and acquire and process 750 kilometers of new 2-D seismic data. The minimum expenditure is $4,505,000. 2. First Renewal Exploration Period (two years from end of the Initial Exploration Period): Acquire 200 square kilometers of 3-D seismic data, interpret and map the data, design a drilling program, drill one well, conduct an environmental study, and relinquish 25% of the exploration license area. The minimum expenditure is $17,350,000. 3. Second Renewal (Production License) Exploration Period (25 years): Report on reserves and production and conduct an environmental study. The minimum expenditure is $300,000. In conjunction with the HCN acquisition, the Company’s Board of Directors authorized the immediate issuance of 7,470,000 shares of our common stock to the former owners of NEI. We previously acquired NEI on August 7, 2012 and these 7,470,000 shares had been contingently-issuable consideration for the acquisition of NEI. We issued these shares on December 9, 2013. The original agreement contained market conditions for the issuance of this stock which were waived in connection with the issuance. In connection with certain due diligence subsequently undertaken by the Company, it came to the attention of management, that although the Company previously believed, on advice of prior counsel, that the Board of Directors of the Company had the authority under the Company’s Articles of Incorporation, as amended, to unilaterally authorize preferred stock, including the designation of the Series A Preferred, under applicable Nevada law, unless such preferred stock is specifically authorized in a Nevada corporation’s articles no preferred stock can be designated or issued. As such, our Board of Directors did not have authority under the Articles of Incorporation, as amended and applicable Nevada law to designate the Series A Preferred or to file such certificate of designations with the Secretary of State of Nevada. Consequently, we now believe that the Series A Preferred was not validly issued or outstanding and the filing of the Series A Preferred designation with the consent of the Board of Directors and without shareholder approval, was invalid and had no legal effect. Notwithstanding the above, the documentation relating to the designation of the Series A Preferred was filed with and accepted by the Secretary of State of Nevada and the Company had previously been treating the Series A Preferred as validly issued and outstanding. On June 10, 2015, with the approval of the Board of Directors of the Company (i.e., Mr. Watts personally, and Mr. Herndon, our then directors), Mr. Watts exchanged all rights he had to 8,188 shares of Series A 7% Convertible Voting Preferred Stock (which were required to have a face value of $3,275,200) pursuant to the terms of the HCN Exchange Agreement, and accrued and unpaid dividends which would have been due thereunder, assuming such Series A 7% Convertible Voting Preferred Stock was correctly designated and issued at the time of the HCN Exchange Agreement, totaling, $327,879, into 32 “Units”, each consisting of (a) 25,000 shares of the Company’s restricted common stock; and (b) Convertible Promissory Notes with a face amount of $100,000. As such, Mr. Watts received an aggregate of 800,000 shares of common stock and a Convertible Promissory Note with an aggregate principal amount of $3.2 million and a maturity date of June 10, 2018. The Convertible Note was convertible into common stock of the Company at any time at Mr. Watt’s option at a conversion price of $4 per share, and was automatically convertible into shares of Series B Convertible Preferred Stock of the Company upon designation of such Series B Convertible Preferred Stock with the Secretary of State of Nevada which occurred on September 28, 2015. The Convertible Note accrued interest (prior to its automatic conversion into Series B Preferred Stock), quarterly in arrears, which accrued interest is added to the principal balance of the Convertible Note. The interest rate of the Convertible Note was equal to the average of the closing spot prices for West Texas Intermediate crude oil on each trading day during the immediately prior calendar quarter divided by ten, plus two (the “WTI Interest Rate”), provided that in the event that the average quarterly closing spot price is $40 or less, the WTI Rate for the applicable following quarter is 0%. Any amounts not paid under the Convertible Note when due accrue interest at the rate of 12% per annum until paid in full. On July 21, 2015, Mr. Watts and the Company agreed in principle to reduce the number of total Units due to Mr. Watts to 30 units. On September 21, 2015, Mr. Watts and the Company entered into a First Amendment to Exchange Agreement, which amended the Exchange Agreement dated June 10, 2015. The First Amendment formally reduced the total Units due to Mr. Watts to 30 units, and as such, Mr. Watts received Convertible Promissory Notes with a principal amount of $3 million and 750,000 shares of common stock in connection with the exchange originally contemplated by the Exchange Agreement, valued at $614,141 , which was recorded as a debt discount. Additionally, at the Company’s Annual Meeting of Stockholders held on September 28, 2015, the Company’s stockholders ratified the designation of the Company’s Series A Preferred and on the same date, the Company designated Series A Preferred Stock with the Secretary of State of Nevada, provided that the approval of the Series A Preferred Stock was only to ratify the effect of certain prior transactions, and the Company has no outstanding Series A Preferred Stock and no current plans to issue Series A Preferred Stock at this time. During the year, the Company discovered an error relating to Preferred Stock. In accordance with the SEC Staff Accounting Bulletin No. 108 ("SAB 108"), the Company evaluated this error and determined that the error was immaterial to the prior reporting period affected. Therefore, as permitted by SAB l08, the Company corrected the prior year in the current year filing, previously reported results for the fiscal year ended July 31, 2014. The following table shows the impact of the error to the Consolidated Balance Sheet and the Consolidated Statement of Operations and Comprehensive Loss: Hydrocarb Energy Corp. Consolidated Balance Sheets As of July 31, 2014 As Previously Reported Adjustment July 31, 2014 ASSETS Stockholders' Deficit: Series A 7% Convertible Preferred Stock, 10,000 shares authorized $400 par, 8,188 shares issued and outstanding as of July 31, 2014 3,275,200 (3,275,200 ) - Additional paid-in capital 78,953,599 3,275,200 82,228,799 Total stockholders' equity 9,958,651 9,958,651 Noncontrolling interests (34,535 ) (34,535 ) Total equity 9,924,116 9,924,116 TOTAL LIABILITIES AND EQUITY $ 25,732,155 $ 25,732,155 Hydrocarb Energy Corp. Consolidated Statements of Operations and Comprehensive Loss For the year ended July 31, 2014 As Previously Reported Adjustment July 31, 2014 Net loss attributable to Hydrocarb Corporation (6,549,322 ) (6,549,322 ) Dividend on preferred stock (34,254 ) 34,254 - Deemed dividend on preferred stock (150,548 ) 150,548 - Accretion dividend-Beneficial Cash Feature on preferred stock (949,808 ) 949,808 - Net loss attributable to Hydrocarb Energy Corp. after dividends $ (7,683,932 ) $ 1,134,610 $ (6,549,322 ) |
Oil and Gas Properties
Oil and Gas Properties | 12 Months Ended |
Jul. 31, 2015 | |
Oil and Gas Properties [Abstract] | |
Oil and Gas Properties | Note 3 – Oil and Gas Properties Oil and natural gas properties consisted of the following: For the year ended July 31, 2015 2014 Evaluated Properties Costs subject to depletion $ 19,578,916 $ 19,153,125 Accumulated impairment (373,335 ) (373,335 ) Accumulated depletion (4,381,912 ) (3,491,420 ) Total evaluated properties 14,823,669 15,288,370 Unevaluated properties 2,260,912 2,119,769 Net oil and gas properties $ 17,084,581 $ 17,408,139 Evaluated properties Effective September 1, 2013, we conveyed our interest in the Dix, Melody, Curlee, Palacios and Illinois properties to Carter E&P LLC in conjunction with our termination of Steven Carter as Vice President of Operations for $0 cash proceeds and the assumption of the abandonment liabilities of $4,381. In accordance with full cost rules, we recognized no gain or loss on the sale. Effective March 25, 2014, we conveyed our interest in the Barge Canal Welder properties to Winright Oil Company LLC. We received net proceeds of $625,000 for this conveyance. In accordance with full cost rules, we recognized no gain or loss on the sale. Additions to evaluated oil and gas properties during the year ended July 31, 2015 and during the year ended July 31, 2014 consisted mainly of exploration costs, geological and geophysical costs of $2,271,509 and $34,029, respectively. Unevaluated Properties Namibia, Africa We own 90% (100% cost responsibility) of our Namibia concession, as described above in Note 2 –HCN Acquisition. Additions to unevaluated properties of approximately $141,143 during the consisted primarily of: ● Approximately $141,143 of leasehold costs, specifically payment of the annual concession fee to the Government of Namibia. As of , approximately $2.3 million has been expended towards the initial exploration period. ● For the year ended July 31, 2014 we have incurred total costs of $994,964 including NEI's cost basis incurred upon acquisition of the property, which was $562,048. |
Impairment
Impairment | 12 Months Ended |
Jul. 31, 2015 | |
Impairment [Abstract] | |
Impairment | Note 4 – Impairment Oil and Gas Properties We account for our oil and natural gas producing activities using the full cost method of accounting as prescribed by the United States Securities and Exchange Commission (“SEC”). Under this method, subject to a limitation based on estimated value, all costs incurred in the acquisition, exploration, and development of proved oil and natural gas properties, including internal costs directly associated with acquisition, exploration, and development activities, the costs of abandoned properties, dry holes, geophysical costs, and annual lease rentals are capitalized within a cost center. We evaluated our capitalized costs using the full cost ceiling test as prescribed by the Securities and Exchange Commission at the end of each reporting period. As of July 31, 2015 and July 31, 2014, the net book value of oil and gas properties did not exceed the ceiling amount and thus, no impairment of the properties was required. Changes in production rates, levels of reserves, future development costs, and other factors will determine our actual ceiling test calculation and impairment analyses in future periods. |
Asset Retirement Obligation
Asset Retirement Obligation | 12 Months Ended |
Jul. 31, 2015 | |
Asset Retirement Obligation [Abstract] | |
Asset Retirement Obligation | Note 5 – Asset Retirement Obligation The following is a reconciliation of our asset retirement obligation (ARO) liability as of July 31, 2015 and 2014, respectively. 2015 2014 Reconciliation of asset retirement obligation balance: Liability for asset retirement obligation, beginning of period $ 11,716,230 $ 10,933,398 Asset retirement obligations sold - (33,195 ) Accretion 993,579 1,043,928 Revisions in estimated cash flows (1,845,967 ) (104,237 ) Costs incurred (40,984 ) (123,664 ) Liability for asset retirement obligation, end of period $ 10,822,858 $ 11,716,230 Current portion of asset retirement obligation $ 25,000 $ 1,133,690 Noncurrent portion of asset retirement obligation 10,797,858 10,582,540 Total liability for asset retirement obligation $ 10,822,858 $ 11,716,230 Estimated Timing of asset retirement obligation payments: Fiscal Year Pipelines Easements Wellbores Facilities Total 2016 $ - $ - $ 25,000 $ - $ 25,000 2017 291,951 11,923 1,643,516 - 1,947,390 2018 59,148 67,153 589,306 628,874 1,344,481 2019 56,548 11,507 586,373 - 654,428 2020 - 48,931 52,786 149,040 250,757 2021 to 2025 1,097,520 159,885 2,396,106 571,250 4,224,761 2026 to 2030 218,805 112,757 1,109,154 - 1,440,716 2031 to 2035 43,170 115,475 132,673 602,140 893,458 Thereafter - 41,867 - - 41,867 Total $ 1,767,142 $ 569,498 $ 6,534,914 $ 1,951,304 $ 10,822,858 The above dismantlement, restoration or abandonment obligations relate to the Company's following properties: (1) a combined total of 44 pipelines located in Chambers County, Texas and Galveston County, Texas (2) a combined total of 119 surface or right of way easements located in Chambers County, Texas and Galveston County, Texas (3) a combined total of 144 wellbores located in Chambers County, Texas and Galveston County, Texas and (4) a combined total of 9 facilities located in Chambers County, Texas and Galveston County, Texas. The Company's ARO reflects the estimated present value of the amount of dismantlement, removal, site reclamation and similar activities associated with the Company's oil and gas properties. Inherent in the fair value calculation of the ARO are numerous assumptions and judgments including the ultimate settlement amounts, inflation factors, credit adjusted discount rates, timing of settlement, and changes in the legal, regulatory, environmental and political environments. To the extent future revisions to these assumptions impact the fair value of the existing ARO liability, a corresponding adjustment is made to the oil and gas property balance. As of July 31, 2015, the Company does not have any active dismantlement, restoration or abandonment activities in progress or underway. During the year ended July 31, 2015, the Company plugged 2 wells reducing its wellbore retirement obligations from those previously reported for the year ended July 31, 2014. The Company historically conducts all such remediation activities during the winter or spring periods, which have yet to be determined as of the date of this filing. |
Related Party Notes Payable
Related Party Notes Payable | 12 Months Ended |
Jul. 31, 2015 | |
Related Party Notes Payable [Abstract] | |
Related Party Notes Payable | Note 6 – Related Party Notes Payable Related Party Installment Note Payable In November 2013, we issued a promissory note for funds received from Mr. Kent P. Watts, our Chairman, of $100,000. Under the terms of the note, principal on the note was due after one year and incurred interest at 5% per annum payable on a monthly basis. Accrued interest is payable monthly beginning in May 2014, and beginning in August 2014 the principal is due in 36 monthly payments through July 2017. The note is secured by the Company’s assets owned by GBE, subject to any other lien holder's superior rights, if any. In April 2014, the Company entered into a new debt agreement whereby Mr. Watts agreed to loan the Company up to $600,000 at an interest rate of 6.25%. The previous debt of $100,000 was rolled into this new note. Additionally, we borrowed $200,000 from Mr. Watts during April 2014 and $300,000 from Mr. Watts in May 2014. The total balance on the note was $600,000 as of July 31, 2015. As part of the financing agreement with Shadow Tree Capital Management, LLC (as discussed below), this note has been subordinated, and no payments will be made until the Shadow Tree debt has been repaid. Related Party Exchange Agreement On June 10, 2015, with the approval of the Board of Directors of the Company (i.e., Mr. Watts personally, and Mr. Herndon, our then directors), Mr. Watts exchanged all rights he had to 8,188 shares of Series A 7% Convertible Voting Preferred Stock (which were required to have a face value of $3,275,200) pursuant to the terms of the HCN Exchange Agreement, and accrued and unpaid dividends which would have been due thereunder, assuming such Series A 7% Convertible Voting Preferred Stock was correctly designated and issued at the time of the HCN Exchange Agreement, totaling, $327,879, into 32 “Units”, each consisting of (a) 25,000 shares of the Company’s restricted common stock; and (b) Convertible Promissory Notes with a face amount of $100,000. As such, Mr. Watts received an aggregate of 800,000 shares of common stock and a Convertible Promissory Note with an aggregate principal amount of $3.2 million and a maturity date of June 10, 2018. The Convertible Note was convertible into common stock of the Company at any time at Mr. Watt’s option at a conversion price of $4 per share, and was automatically convertible into shares of Series B Convertible Preferred Stock of the Company upon designation of such Series B Convertible Preferred Stock with the Secretary of State of Nevada which occurred on September 28, 2015. The Convertible Note accrued interest (prior to its automatic conversion into Series B Preferred Stock), quarterly in arrears, which accrued interest is added to the principal balance of the Convertible Note. The interest rate of the Convertible Note was equal to the average of the closing spot prices for West Texas Intermediate crude oil on each trading day during the immediately prior calendar quarter divided by ten, plus two (the “WTI Interest Rate”), provided that in the event that the average quarterly closing spot price is $40 or less, the WTI Rate for the applicable following quarter is 0%. Any amounts not paid under the Convertible Note when due accrue interest at the rate of 12% per annum until paid in full. On September 14, 2015, Kent P. Watts, the Chief Executive Officer and Chairman of the Company subscribed for $350,000 in Convertible Subordinated Promissory Notes and on September 17, 2015 he subscribed for an additional $166,667 in Convertible Promissory Notes (collectively, the “Watts Notes”). The Watts Notes are due two years from their issuance date, accrue interest which is payable quarterly in arrears, at either a cash interest rate (equal to the WTI Rate described below) or a stock interest rate (12% per annum)(at the option of the holder at the beginning of each quarter), provided no principal or interest on the Watts Notes can be paid in cash until all amounts owed by the Company to its senior lender are paid in full. In the event the stock interest rate is chosen by Mr. Watts, restricted shares of common stock equal to the total accrued dividend divided by the average of the closing sales prices of the Company’s common stock for the applicable quarter are required to be issued in satisfaction of amounts owed on a quarterly basis. In the event the cash interest rate is chosen, interest accrues until converted into common stock (as discussed below) or until the Company is able to pay such accrued interest in cash pursuant to the terms of the Watts Notes. The “WTI Rate” equals an annualized percentage interest rate equal to the average of the closing spot prices for West Texas Intermediate crude oil on each trading day during the immediately prior calendar quarter divided by ten, plus two (the “WTI Interest Rate”). For example, if the average quarterly closing spot Price was $60 for the prior quarter, the applicable interest rate for the next quarter would be 8% per annum ($60 / 10 = 6 + 2 = 8%). Notwithstanding the above, in the event that the average quarterly closing spot price is $40 or less, the WTI Rate for the applicable following quarter is 0%. All principal and accrued interest on the Watts Notes is convertible into common stock at a conversion price of $0.75 per share at any time. Additionally, the Company may force the conversion of the Watts Notes into common stock in the event the trading price of the Company’s common stock is equal to at least $5.00 per share for at least 20 out of any 30 consecutive trading days. Any shares of common stock issuable upon conversion of the Watts Notes are subject to a lock-up whereby no shares of common stock can be sold until January 1, 2016, and no more than 2,500 shares of common stock can be sold per day thereafter until the Company’s common stock is listed on the NASDAQ or NYSE market or the trading volume of the Company’s common stock is in excess of 100,000 shares per day. The Watts Notes have standard and customary events of default. The payment of the Watts Notes are subordinate in all cases to the amounts owed by the Company to its senior lenders under that certain Amended and Restated Credit Agreement, originally dated as of August 15, 2014 and amended and restated as of June 10, 2015 (the “Credit Agreement”). On July 21, 2015, Mr. Watts and the Company agreed in principle to reduce the number of total Units due to Mr. Watts to 30 units. On September 21, 2015, Mr. Watts and the Company entered into a First Amendment to Exchange Agreement, which amended the Exchange Agreement dated June 10, 2015. The First Amendment formally reduced the total Units due to Mr. Watts to 30 units, and as such, Mr. Watts received Convertible Promissory Notes with a principal amount of $3 million and 750,000 shares of common stock in connection with the exchange originally contemplated by the Exchange Agreement, valued at $614,141, which was recorded as a debt discount. The net note payable balance of $2,385,859 has been removed from additional paid‐in‐capital for the exchange. As of July 31, 2015, the Company has recognized $97,490 of amortization expense of the note discount, with a net payable balance of $2,265,976 and unamortized debt discount of $734,024. We are amortizing these discounts over the term of the note using the effective interest method. Effective on September 28, 2015, with the Company’s designation of its Series B Convertible Preferred Stock, the Convertible Promissory Notes received by Mr. Watts in connection with the Exchange Agreement automatically converted into 3,000 shares of Series B Convertible Preferred Stock. Duma Holding Convertible Promissory Note- Related Party On July 16, 2015, pursuant to a Note Subscription Agreement, we sold a $350,000 Convertible Secured Promissory Note (with a $7,000 original issuance discount) to Duma Holdings, LLC (“Duma Holding” and the “Duma Holdings Note”). The Duma Holdings Note (along with any unpaid interest thereon) is convertible at any time, provided the note is converted in full, into (a) 1.75 units (“Units”), each consisting of 25,000 shares of common stock of the Company and $100,000 in face amount of Convertible Subordinated Promissory Notes in the form currently offered by the Company in its ongoing private offering of Units as previously disclosed in the Current Report on Form 8-K filed by the Company with the Securities and Exchange Commission on June 19, 2015 (which allow the holder thereof the right to convert such notes into common stock at a conversion price of $4 per share, and convert into shares of our to-be designated and approved Series B Convertible Preferred Stock upon designation thereof by the Company, subject to approval of such Series B Convertible Preferred Stock by stockholders at the annual meeting); and (b) 350,000 shares of common stock (393,750 shares of common stock in aggregate when combined with the shares which form part of the Units). The Duma Holdings Note is due and payable by us on November 30, 2015. The Duma Holdings Note accrues interest at the rate of 15% per annum, payable beginning on October 31, 2015, and quarterly thereafter through maturity. The Duma Holdings Note can only be repaid with the prior written approval of Duma Holdings. The Duma Holdings Note contains usual and customary events of default, representations and warranties. The payment of the principal and accrued interest due under the Duma Holdings Note is personally guaranteed by Kent P. Watts, our Chief Executive Officer and Michael Watts, his brother, pursuant to separate guaranty agreements (the “Guarantee Agreements”), and secured by a first priority security interest on certain real estate owned by Kent P. Watts pursuant to a Deed of Trust, Assignment of Rents and Security Agreement. As of July 31, 2015, the net payable balance is $342,738. During the year ended July 31, 2015, $892 of amortization of debt discount was expensed. |
Notes Payable and Convertible N
Notes Payable and Convertible Notes | 12 Months Ended |
Jul. 31, 2015 | |
Notes Payable and Convertible Notes [Abstract] | |
Notes Payable and Convertible Notes | Note 7 – Notes Payable and Convertible Notes Credit Agreement Effective August 15, 2014, we entered into a Credit Agreement (the “Credit Agreement”) as borrower, along with Shadow Tree Capital Management, LLC, as agent (the “Agent”), and certain lenders party thereto (the “Lenders”). Pursuant to the Credit Agreement, the Lenders loaned us $4 million, which was represented by Term Loan Notes in an aggregate amount of $4,545,454 (the “Notes”), representing an original issue discount of 12%. We also paid the Lenders a structuring fee of $90,909 equal to 2% of the principal amount of the Notes (the “Structuring Fee”) and agreed to reimburse the Lenders for all reasonable and documented fees, costs and expenses associated with the Credit Agreement, which totaled $172,824 in aggregate. Finally, we paid ROTH Capital Partners, LLC, a placement fee of 5% of the total value of the Loans ($227,273), as placement agent and Gary W. Vick, a consulting fee of 1% of the face value of the Loans ($45,455) for consulting services rendered. As a result of the payments above, the net amount of funding received from the Loans was $3,463,539. Pursuant to the Credit Agreement, we had the right, at any time prior to the one year anniversary of the Credit Agreement, to borrow up to an additional $1,000,000 under the Credit Agreement (the “Additional Loan”), subject to certain pre-requisites and requirements as set forth in the Credit Agreement, including, but not limited to us raising $750,000 through the sale of equity subsequent to the closing of the transactions contemplated by the Credit Agreement (which we agreed to obtain within 150 days of the date of the Credit Agreement). We also agreed to pay a 2% Structuring Fee on the Additional Loan. The proceeds of the Additional Loan could only be used for the Oil and Gas Activities. No Additional Loan was made under the terms of the Credit Agreement prior to the date of the Restated Credit Agreement (as described below). The amount owed pursuant to the Notes (and any amount borrowed pursuant to the Additional Loan) is guaranteed by our wholly-owned subsidiary, Hydrocarb Corporation (“HCN”) and its subsidiaries, and our other wholly-owned subsidiaries and is secured by a first priority security interest in substantially all of our assets (including, but not limited to the securities of our subsidiaries and HCN and its subsidiaries) evidenced by a Guarantee and Collateral Agreement, various pledge agreements and a deed of trust providing the Agent, as agent for the Lenders, a security interest over our oil and gas assets and rights. The Company has no independent assets or operations, the guarantees are full and unconditional, and joint and several, and any subsidiaries of the company other than the subsidiary guarantors are minor. The Notes did not accrue any interest for the first nine months after their issuance date (August 15, 2014), provided thereafter they were to accrue interest at the rate of (a) 16% per annum where the average net monthly oil and gas production revenues of Galveston Bay Energy LLC, our wholly-owned subsidiary, for the trailing three month period (the “Trailing Three Month Revenues”) was less than $900,000; or (b) 14% per annum, where the Trailing Three Month Revenues were equal to or greater than $900,000, payable monthly in arrears through the maturity date of such Notes, August 15, 2016. Pursuant to the Credit Agreement, we agreed to issue the Lenders their pro rata share of (a) 60,000 restricted shares of common stock on the effective date of the Credit Agreement, August 15, 2014 (the “Effective Date”); (b) 32,500 restricted shares in the event any amount of the Loans (or other obligations outstanding under agreements entered into in connection with the Loans, the “Loan Documents”) were outstanding on the 12 month anniversary of the Effective Date; (c) 32,500 restricted shares in the event any amount was outstanding under the Loan Documents on the 18 month anniversary of the Effective Date; and (d) 25,000 restricted shares in the event any amount was outstanding under the Loan Documents on the 21 month anniversary of the Effective Date. The shares were to be issued pursuant to the terms and conditions of a Stock Grant Agreement, pursuant to which each of the Lenders made certain representations to the Company regarding their financial condition and other items in order for the Company to confirm that an exemption from registration existed and will exist for such issuances. Effective June 10, 2015, we entered into an Amended and Restated Credit Agreement (the “Restated Credit Agreement”) with Agent and Shadow Tree Funding Vehicle A—Hydrocarb LLC and Quintium Private Opportunities Fund, LP, as lenders (collectively, the “Lenders”), which amended and restated in its entirety the Credit Agreement, which was previously amended on February 17, 2015. As part of this agreement, we received an additional loan. The Restated Credit Agreement, increased the amount of interest due on additional loans made pursuant to the terms of the Restated Credit Agreement (provided that no additional loans were made under the credit agreement prior to the additional loans made in connection with the Restated Credit Agreement as discussed below) to 16% per annum (from 14% per annum pursuant to the prior terms); accelerated the maturity date of amounts borrowed from the Lenders under the credit agreement to November 30, 2015 (previously amounts borrowed were due August 15, 2016); provided for the Lenders to make additional loans of $475,632 (less an aggregate of $73,023 in fees and expenses, not including placement and other fees totaling 6% of the amount borrowed) as of the date of the Restated Credit Agreement, which loans have been made to date; removed the right of the Company to request further loans under the credit agreement; provided for the payment to the Lenders of an exit fee in the amount of 4% of the amount repaid under the Restated Credit Agreement, if repaid in full prior to July 31, 2015 (which amount was not repaid in full), and 5% of such repaid amount if repaid after July 31, 2015; provided for the immediate issuance of an aggregate of 32,500 shares of the Company’s restricted common stock to the Lenders and the termination of any other requirements of the Company to issue additional shares to the Lenders pursuant to the terms of the credit agreement (previously 32,500 shares were due on the 18 month anniversary of the original closing and 25,000 shares were due on the 21 month anniversary of the original closing); required us to make all contractually required payments to Linc Energy LLC and make all necessary payments to and take or cause to be taken all other commercially reasonable actions to cause the Redfish Reef field to be both producing and distributing meaningful quantities of oil and gas no later than July 15, 2015, subject to circumstances beyond our control; modified certain of the covenants described in the Credit Agreement; waived, effective as of the date of the Restated Credit Agreement all previous defaults which the Lenders had notice of under the original Credit Agreement; and effected various non-material revisions and updates to the original Credit Agreement. We have evaluated this amendment and determined it did not qualify for extinguishment accounting. In connection with the amendments to the original Credit Agreement discussed above, we also entered into a First Amendment to Stock Grant Agreement and additional promissory notes evidencing the additional loan described above in the aggregate amount of $475,632 with the Lenders (the “Additional Notes”). The Restated Credit Agreement, contains customary representations, warranties, covenants and requirements for the Company to indemnify the Lenders, Agent and their affiliates. The Restated Credit Agreement also includes various covenants (positive and negative) binding upon the Company (and its subsidiaries), including but not limited to, requiring that the Company comply with certain reporting requirements, and provide notices of material corporate events and forecasts to Agent, and prohibiting us from (i) incurring any additional debt; (ii) creating any liens; (iii) making any investments; (iv) materially changing our business; (v) repaying outstanding debt; (vi) affecting a business combination, sale or transfer; (vii) undertaking transactions with affiliates; (viii) amending our organizational documents; (ix) forming subsidiaries; or (x) taking any action not in the usual course of business, in each case except as set forth in the Restated Credit Agreement. The Restated Credit Agreement includes customary events of default for facilities of a similar nature and size as the Credit Agreement, including, but not limited to, if any breach or default occurs under the Loan Documents, the failure of the Company to pay any amount when due under the Loan Documents, if the Company (or its subsidiaries) is subject to any judgment in excess of $250,000 which is not discharged or stayed within 30 days, or if a change in control of the Company, any subsidiary or any guarantor should occur, defined for purposes of the Restated Credit Agreement as any transfer of 25% or more of the voting stock of such entity. For the term loan, the Company has recognized $724,290 of amortization expense of the original issuance discount, with a net payable balance of $4,212,903 and unamortized original issuance discount of $583,606 as of July 31, 2015. In addition, we have recognized $283,455 of debt issuance cost related to professional fees and expenses, which we have classified within other non-current assets, related to the issuance of this debt. We are amortizing these costs over the term of the loan. During the year ended July 31, 2015, we recognized $193,007 of amortization expense and have $90,448 in unamortized debt issuance cost as of July 31, 2015. For the additional loan, the Company has recognized $10,539 of amortization expense of the original issuance discount, with a net payable balance of $403,311 and unamortized original issuance discount of $82,860 as of July 31, 2015. In addition, we have recognized $23,782 of debt issuance cost related to professional fees and expenses, which we have classified within other non-current assets, related to the issuance of this debt. We are amortizing these costs over the term of the loan. During the year ended July 31, 2015, we recognized $7,011 of amortization expense and have $16,771 in unamortized debt issuance cost as of July 31, 2015. Installment Notes Payable In May 2012, we entered into a note payable of $18,375 to purchase a vehicle. The note is collateralized by the vehicle. The note carries an interest rate of 6.93% and is payable beginning in June 2012, in 36 installments of $567 per month. The principal balance owed on the note payable was approximately $0 and $5,530 as of July 31, 2015 and July 31, 2014, respectively. In February 2015, we financed our commercial insurance program using a note payable for $414,384. Under the note, we are obligated to make eight payments of $52,586 per month, which include principal and interest, beginning in March 2015. As of July 31, 2015, the note payable balance was approximately $103,071. In February 2014, we financed our commercial insurance program using a note payable for $403,104. Under the note, we are obligated to make nine payments of $45,718 per month, which include principal and interest, beginning in March 2014. As of July 31, 2014, the note payable balance was $179,158. In June 2013, the outstanding balance on our line of credit of $300,000 with a commercial bank was replaced by a term loan that matures on June 22, 2015. As of July 31, 2014, the balance outstanding related to this note was $150,000. In August 2014, the Company paid off the outstanding balance of $150,000 plus accrued interest and fees, in connection with entering into the Credit Agreement with Shadow Tree Capital Management. Convertible Notes Payable LG Capital Funding, LLC Convertible Note On February 17, 2015, we sold an 8% Convertible Redeemable Note to LG Capital Funding, LLC (“LG Capital” and the “LG Capital Convertible Note”) in the amount of $105,000 pursuant to a Securities Purchase Agreement. Amounts owed under the LG Capital Convertible Note accrue interest at the rate of 8% per annum (24% upon the occurrence of an event of default). The LG Capital Convertible Note is due and payable on February 17, 2016. The principal amount of the LG Capital Convertible Note and all accrued interest thereon is convertible at the option of the holder into our common stock at any time. The conversion price of the LG Capital Convertible Note is 65% of the average of the two lowest closing bid prices of our common stock for the 12 trading days prior to the date a notice of conversion is received by us from LG Capital. In the event we experience a “DTC chill” at any time, the conversion price percentage above decreases to 55%. At no time may the LG Capital Convertible Note be converted into shares of our common stock if such conversion would result in LG Capital and its affiliates owning an aggregate of in excess of 9.9% of the then outstanding shares of our common stock. The LG Capital Convertible Note provides for customary events of default such as failing to timely make payments under the note when due. Additionally, in the event we fail to timely deliver shares due in connection with a conversion, we are required to pay the holder $250 per day beginning on the 4th day after the conversion notice was delivered to us, increasing to $500 per day on the 10th day after the conversion notice was delivered. In the event we have no “bid” price for our common stock at any time while the note is outstanding, the outstanding principal due under the terms of the note increases by 20%. In the event our common stock is delisted from an exchange (including the OTCQB), the outstanding principal amount of the note increases by 50%. If not paid at maturity, the outstanding principal amount of the note increases by 10%. We may prepay in full the unpaid principal and interest on the LG Capital Convertible Note, upon notice, any time prior to the 180th day after the issuance date. Any prepayment is subject to payment of a prepayment amount ranging from 115% to 135% of the then outstanding balance on the LG Capital Convertible Note (inclusive of accrued and unpaid interest and any default amounts then owing), depending on when such prepayment is made. Additionally, upon the occurrence of certain fundamental events as described in the note, we are required to repay the note at the request of the holder in an amount equal to 150% of the then balance of the note. We agreed to pay $5,000 of LG Capital’s legal fees in connection with the sale of the LG Capital Convertible Note and as such, the net amount received in connection with the sale of the LG Capital Convertible Note, before our expenses, was $100,000. As of July 31, 2015, we have repaid the note and all accrued interest. As of July 31, 2015, the Company has recognized the full discount of $80,433 into amortization expense of the note discount. Adar Bays, LLC Convertible Note On February 17, 2015, we sold an 8% Convertible Redeemable Note to Adar Bays, LLC (“Adar Bays” and the “Adar Bays Convertible Note”) in the amount of $105,000 pursuant to a Securities Purchase Agreement. Amounts owed under the Adar Bays Convertible Note accrue interest at the rate of 8% per annum (24% upon the occurrence of an event of default). The Adar Bays Convertible Note is due and payable on February 17, 2016. The principal amount of the Adar Bays Convertible Note and all accrued interest is convertible at the option of the holder thereof into the Company’s common stock at any time. The conversion price of the Adar Bays Convertible Note is 65% of the average of the two lowest closing bid prices of our common stock for the 12 trading days prior to the date a notice of conversion is received by us from Adar Bays. In the event we experience a “DTC chill” at any time, the conversion price percentage above decreases to 55%. At no time may the Adar Bays Convertible Note be converted into shares of our common stock if such conversion would result in Adar Bays and its affiliates owning an aggregate of in excess of 9.9% of the then outstanding shares of our common stock. The Adar Bays Convertible Note provides for customary events of default such as failing to timely make payments under the note when due. Additionally, in the event we fail to timely deliver shares due in connection with a conversion, we are required to pay the holder $250 per day beginning on the 4th day after the conversion notice was delivered to us, increasing to $500 per day on the 10th day after the conversion notice was delivered. In the event we have no “bid” price for our common stock at any time the note is outstanding, the outstanding principal due under the terms of the note increases by 20%. In the event our common stock is delisted from an exchange (including the OTCQB), the outstanding principal amount of the note increases by 50%. If not paid at maturity, the outstanding principal amount of the note increases by 10%. We may prepay in full the unpaid principal and interest on the Adar Bays Convertible Note, upon notice, any time prior to the 180th day after the issuance date. Any prepayment is subject to payment of a prepayment amount ranging from 115% to 135% of the then outstanding balance on the Adar Bays Convertible Note (inclusive of accrued and unpaid interest and any default amounts then owing), depending on when such prepayment is made, provided that upon the occurrence of certain fundamental events, we are required to repay the note at the request of the holder for 150% of the then balance of the note. We agreed to pay $5,000 of Adar Bays’ legal fees in connection with the sale of the Adar Bays Convertible Note and as such, the net amount received in connection with the sale of the Adar Bays Convertible Note, before our expenses, was $100,000. As of July 31, 2015, we have repaid the note and all accrued interest. As of July 31, 2015, the Company has recognized the full discount of $105,000 into amortization expense of the note discount. KBM Worldwide, Inc. Convertible Note On February 19, 2015, we sold KBM Worldwide, Inc. (“KBM”) a Convertible Promissory Note in the principal amount of $350,000 (the “KBM Convertible Note”), pursuant to a Securities Purchase Agreement, dated and entered into on February 17, 2015. The KBM Convertible Note bears interest at the rate of 8% per annum (22% upon an event of default) and is due and payable on February 19, 2016. The KBM Convertible Note provides for customary events of default such as failing to timely make payments under the KBM Convertible Note when due. Additionally, upon the occurrence of certain fundamental defaults, as described in the KBM Convertible Note, we are required to repay KBM liquidated damages in addition to the amount owed under the KBM Convertible Note. The principal amount of the KBM Convertible Note and all accrued interest is convertible at the option of the holder thereof into our common stock at any time following the 180th day after the KBM Convertible Note was issued. The conversion price of the KBM Convertible Note is equal to 50% multiplied by the average of the lowest five closing bid prices of our common stock during the fifteen trading days immediately prior to the date of any conversion. The KBM Convertible Note included a $26,000 original issue discount and we paid $4,000 of KBM’s attorney’s fees in connection with the sale of the KBM Convertible Note and as such, the net amount, before our expenses, that we received upon sale of the KBM Convertible Note was $320,000. We are required to keep reserved from our authorized but unissued shares of common stock eight times the number of shares of common stock issuable upon conversion of the KBM Convertible Note at all times and if we fail to keep such amount reserved it is considered an event of default under the KBM Convertible Note. At no time may the KBM Convertible Note be converted into shares of our common stock if such conversion would result in KBM and its affiliates owning an aggregate of in excess of 9.99% of the then outstanding shares of our common stock. We may prepay in full the unpaid principal and interest on the KBM Convertible Note, upon notice, any time prior to the 180th day after the issuance date. Any prepayment is subject to payment of a prepayment amount ranging from 110% to 135% of the then outstanding balance on the KBM Convertible Note (inclusive of accrued and unpaid interest and any default amounts then owing), depending on when such prepayment is made. We also deposited 750,000 shares of our common stock into escrow with KBM’s counsel to secure the repayment of the KBM Convertible Note, which shares are to be held in escrow and released to KBM only upon the occurrence of an event of default under the KBM Convertible Note. These shares have been returned to the Company as of October 28, 2015, and cancelled. As of July 31, 2015, the net payable balance was $335,619. As of July 31, 2015, the Company has recognized $11,619 of amortization expense of the note discount, with a net payable balance of $335,619 and unamortized debt discount of $14,381. We are amortizing these discounts over the term of the note using effective interest method. JSJ Investments Inc. Convertible Note On February 23, 2015 we sold a 10% Convertible Note to JSJ Investments Inc. (“JSJ” and the “JSJ Convertible Note”) in the amount of $137,000. Amounts owed under the JSJ Convertible Note accrue interest at the rate of 10% per annum. The JSJ Convertible Note is payable by us on demand by JSJ at any time after August 23, 2015. We have the right to prepay the JSJ Convertible Note (a) for an amount equal to 135% of the then balance of such note until the 90th day following the date of the note, (b) for an amount equal to 140% of the balance of such note from the 91st day following the date of the note until the maturity date of the note, and (c) for an amount equal to 150% of the balance of such note subsequent to the maturity date (provided the holder consents to such payment after maturity). The JSJ Convertible Note and all accrued interest are convertible at the option of the holder thereof into the Company’s common stock at any time. The conversion price of the JSJ Convertible Note is the lower of (a) 58% of the lowest trading price of our common stock during the prior 20 trading days prior to any conversion; or (b) 58% of the lowest trading price of our common stock during the 20 trading days prior to the date of the note. In the event we do not issue the holder any shares due in connection with a conversion within three business days, we are required to issue the holder additional shares equal to 25% of the conversion amount, and an additional 25% of such shares for each additional five business days beyond such fourth business day that such failure continues. We agreed to pay $2,000 of JSJ’s legal fees and $10,000 of due diligence fees in connection with the sale of the JSJ Convertible Note and as such, the net amount received in connection with the sale of the JSJ Convertible Note, before our expenses, was $125,000. Pursuant to the terms of the JSJ Convertible Note, we are not allowed to borrow any additional money or incur any liability for borrowed money, except borrowings in place as of the date of the note or indebtedness to trade creditors or financial institutions in the ordinary course of business, or sell, lease or dispose of a significant portion of our assets outside the usual course of business, without the written consent of JSJ. The JSJ Convertible Note also includes anti-dilution rights in the event we sell or issue any securities with a price less than the then applicable conversion price, subject to certain exceptions. As of July 31, 2015, we have repaid the note and all accrued interest. As of July 31, 2015, the Company has recognized the full discount of $110,825 into amortization expense of the note discount. Typenex Co-Investment, LLC Convertible Note On March 5, 2015, we sold a Secured Convertible Promissory Note (the “Typenex Convertible Note”) to Typenex Co-Investment, LLC (“Typenex”) in the amount of $350,000. The Typenex Convertible Note was issued pursuant to the terms of a Securities Purchase Agreement dated as of the same date. The Typenex Convertible Note bears interest at the rate of 10% per annum (22% upon the occurrence of an event of default) and is due and payable in full on January 5, 2016. The Typenex Convertible Note provides for customary events of default such as failing to timely make payments under the Typenex Convertible Note when due. Additionally, upon the occurrence of certain fundamental defaults, as described in the Typenex Convertible Note, we are required to repay Typenex liquidated damages in addition to the amount owed under the Typenex Convertible Note. We have the right to prepay the Typenex Convertible Note, pursuant to the terms thereof, at any time, provided we pay a prepayment amount of 125% of the then outstanding balance. The principal amount of the Typenex Convertible Note and all accrued interest is convertible at the option of the holder thereof into our common stock at any time. The conversion price of the Typenex Convertible Note is initially $2.25 per share, provided that if our market capitalization falls below $20 million (provided further that our current market capitalization is below $20 million), the conversion price becomes the lower of $2.25 per share and the average of the five lowest closing bid prices of our common stock on the twenty trading days immediately prior to such conversion date (the “Market Price”) multiplied by 80% (provided such percentage is subject to automatic reduction upon the occurrence of certain events, including among other things described in the Convertible Secured Note, a reduction by 5% in the event the Market Price is less than $0.75). The Typenex Convertible Note included a $45,000 original issuance discount and we agreed to pay $5,000 of Typenex’s legal fees in connection with the transaction. As a result, the net amount received in connection with the sale of the Typenex Convertible Note, before our expenses, was $300,000. The Typenex Convertible Note also includes anti-dilution rights in the event we sell or issue any securities with a price less than the applicable conversion price, subject to certain exceptions. The Typenex Convertible Note also includes various restrictions on our ability to enter into subsequent variable rate security transactions following the date thereof. On the date that is six months after March 5, 2015, and continuing each month thereafter until maturity, we are required to prepay the Convertible Secured Note in cash or shares of our common stock (provided that upon the occurrence of certain defaults described in the Typenex Convertible Note we are only able to pay this amount in cash), an amount equal to the greater of (i) $70,000 and (ii) the outstanding balance of the Convertible Secured Note divided by the number of such required installment payments prior to the maturity date. Additionally, on the twentieth trading day following the date each tranche of installment shares becomes free trading we are required to issue Typenex additional shares of common stock if the applicable conversion price calculated on the true-up date is less than the original conversion price. We are subject to various fees and penalties under the Typenex Convertible Note for our failure to timely deliver shares due upon any conversion or installment payment. At no time may the Typenex Convertible Note be converted into shares of our common stock if such conversion would result in Typenex and its affiliates owning an aggregate of in excess of 4.99% of the then outstanding shares of our common stock, provided such percentage increases to 9.99% if our market capitalization is less than $10 million, and provided further that Typenex may change such percentage from time to time upon not less than 61 days prior written notice to us. As additional consideration for the loan evidenced by the Typenex Convertible Note, the Company granted Typenex a five year warrant to purchase 38,889 shares of our common stock at an exercise price of $2.25 per share (the “Warrant”) which number of shares at exercise price are subject to adjustment. The Warrant includes the same ownership limitation described above in connection with the Typenex Convertible Note. The Warrant includes cashless exercise rights. The Warrant contains anti-dilution rights such that if we issue or sell or are deemed to issue or sell securities for less than the then applicable exercise price of the Warrant, subject to certain exceptions, the exercise price of the Warrant is reduced to such lower price and the number of shares of common stock issuable upon exercise of the Warrant increases, such that the aggregate exercise price payable upon exercise of the Warrant remains the same upon such anti-dilutive adjustment, up to a maximum of three times the current number of shares issuable upon exercise of the Warrant, subject to certain exceptions upon which there is no cap on the number of shares issuable upon exercise of the Warrant. The amounts owed under the Typenex Convertible Note were secured by a Stock Pledge Agreement (the “Pledge Agreement”) whereby CW Navigation, Inc., a Texas corporation, a significant shareholder of the Company, which is beneficially owned by Christopher Watts, the nephew of Kent P. Watts, our Chief Executive Officer and Chairman (“CW Navigation”), pledged one million one hundred thousand (1,100,000) shares of our common stock held by CW Navigation as security for our obligations under the Typenex Convertible Note and related documents. Pursuant to the Stock Pledge Agreement, in the event the value (determined based on the average closing trade price for our common stock) of the pledged shares, for the immediately preceding three trading days as of any applicable date of determination, declines below $900,000 it constitutes a default of the Typenex Convertible Note and CW Navigation is required to pledge additional shares to bring the total value of such pledged shares (as calculated above) to $900,000. Typenex also entered into a subordination agreement in favor our senior lender, Shadow Tree Capital Management, LLC (“Shadow Tree”), to subordinate the repayment of the Typenex Convertible Note to amounts owed by us to Shadow Tree. As of July 31, 2015, the net payable balance was $207,835. The Typenex Convertible Note was forgiven by Typenex in connection with our sale of the Typenex Note (described below under Note 16 – Subsequent Events – “Typenex Co-Investment, LLC Convertible Note”) to Typenex. As of July 31, 2015, the Company has recognized $61,480 of amortization expense of the note discount, with a net payable balance of $207,835 and unamortized debt discount of $142,165. We are amortizing these discounts over the term of the note using effective interest method. Vis Vires Group Convertible Promissory Note On March 31, 2015, we sold Vis Vires Group, Inc. (“Vis Vires”) a Convertible Promissory Note in the principal amount of $414,500 (the “Vis Vires Convertible Note”), pursuant to a Securities Purchase Agreement, dated and entered into on March 31, 2015. The Vis Vires Convertible Note bears interest at the rate of 8% per annum (22% upon an event of default) and is due and payable on April 2, 2016. The Vis Vires Convertible Note provides for customary events of default such as failing to timely make payments under the Vis Vires Convertible Note when due. Additionally, upon the occurrence of certain fundamental defaults, as described in the Vis Vires Convertible Note, we are required to repay Vis Vires liquidated damages in addition to the amount owed under the Vis Vires Convertible Note. The principal amount of the Vis Vires Convertible Note and all accrued interest is convertible at the option of the holder thereof into our common stock at any time following the 180th day after the Vis Vires Convertible Note was issued. The conversion price of the Vis Vires Convertible Note is equal to the greater of (a) 50% multiplied by the average of the lowest five closing bid prices of our common stock during the fifteen trading days immediately prior to the date of any conversion; and (b) $0.00005. The Vis Vires Convertible Note included a $9,500 original issue discount and we paid |
Fair Value
Fair Value | 12 Months Ended |
Jul. 31, 2015 | |
Fair Value [Abstract] | |
Fair Value | Note 8 – Fair Value As defined in FASB ASC Topic 820, fair value is the price that would be received upon the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. This Topic requires disclosure that establishes a framework for measuring fair value and expands disclosure about fair value measurements. The statement requires fair value measurements be classified and disclosed in one of the following categories: Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. The Company considers active markets as those in which transactions for the assets or liabilities occur in sufficient frequency and volume to provide pricing information on an ongoing basis. Level 2: Pricing inputs other than quoted market prices included in Level 1 that are based on observable market data and are directly or indirectly observable for substantially the full term of the asset or liability. These include quoted market prices for similar assets or liabilities, quoted market prices for identical or similar assets in markets that are not active, adjusted quoted market prices, inputs from observable data such as interest rate and yield curves, volatilities or default rates observable at commonly quoted intervals, or inputs derived from observable market data by correlation or other means. Level 3: Pricing inputs that are unobservable or less observable from objective sources. Unobservable inputs should only be used to the extent observable inputs are not available. These inputs maintain the concept of an exit price from the perspective of a market participant and should reflect assumptions of other market participants. An entity should consider all market participant assumptions that are available without unreasonable cost and effort. These are given the lowest priority and are generally used in internally developed methodologies to generate management's best estimate of the fair value when no observable market data is available. Financial assets and liabilities are classified based on the lowest level of input that is significant to the fair value measurement. The Company's assessment of the significance of a particular input to the fair value measurement requires judgment, and may affect the valuation of the fair value of assets and liabilities and their placement within the fair value hierarchy levels. Certain assets and liabilities are reported at fair value on a recurring or nonrecurring basis in the Company's consolidated balance sheets. The following methods and assumptions were used to estimate the fair values: |
Derivative Liabilities
Derivative Liabilities | 12 Months Ended |
Jul. 31, 2015 | |
Derivative Liabilities [Abstract] | |
Derivative Liabilities | Note 9 – Derivative Liabilities Derivative Liabilities The following table sets forth, by level within the fair value hierarchy, the Company's financial assets and liabilities that were accounted for at fair value on a recurring basis as of July 31, 2015: July 31, 2015 Description (Level 1) (Level 2) (Level 3) Total Carrying Value Convertible Notes $ $ - $ 1,213,235 $ 1,213,235 Typenex Co-Warrants $ - $ - $ 252,854 $ 252,854 Tainted Conversion Notes (Note 7) $ 526,323 526,323 Tainted Warrants (Note 7) $ $ - $ 8,722 $ 8,722 Total $ - $ - $ 2,001,134 $ 2,001,134 Embedded Derivative Instruments The Company determined that the following convertible notes (collectively “Convertible Notes”) issued during the year ended July 31, 2015, contained an embedded derivative instrument as the conversion price was based on a variable that was not an input to the fair value of a “fixed-for-fixed” option as defined under FASB ASC Topic No. 815 - 40 (refer to Note 7 for further information regarding the Convertible Notes): * LG Capital Convertible Note * Adar Bays, LLC Convertible Note * JSJ Investments Inc. Convertible Note * Typenex Co-Investment, LLC Convertible Note * Duma Holdings Convertible Note Tainted Convertible Notes For the year ended July 31, 2015, newly issued convertible notes were considered tainted derivative instruments due to the issuances of various convertibles notes issued. Those convertible notes contain a variable conversion price and therefore, we cannot conclude that we will have sufficient authorized unissued shares to settle all the warrants and convertible notes. Accordingly, the Company recorded a derivative liability for the aggregate fair value of the tainted convertible notes. (Refer to Note 7 for further information regarding the convertible notes): ● Tainted Kent P. Watts Convertible Note ● Tainted Christian Smith & Jewell Law Note ● Tainted David L. Gillespie Convertible Note ● Tainted Brian Kenny Convertible Note The Company determined the fair values of the embedded convertible notes derivatives and tainted convertible notes using the lattice valuation model with the following assumptions: Initial July 31, 2015 Common stock issuable 1,815,358 2,317,057 Market value of common stock on measurement date (1) $ 0.91 – 1.24 $ 1.25 Adjusted exercise price $ 0.52 – 4.00 $ 0.28-$4.00 Risk free interest rate (2) 0.06% - 0.25 % 0.06%-1.00 % Instrument lives in years 0.17 – 1.00 0.17 – 0.43 Expected volatility (3) 91%-137 % 90%-119 % Expected dividend yields (4) None None (1) The market value of common stock is the stock price at the close of trading on the date of issuance or at period-end, as applicable. (2) The risk-free interest rate was determined by management using between the 0.17 and 3 - year Treasury Bill as of the respective offering or measurement date. (3) The historical trading volatility was determined by the Company’s trading history. (4) Management determined the dividend yield to be -0-% based upon its expectation that it will not pay dividends for the foreseeable future. Activity for embedded derivative instruments during the year ended July 31, 2015 was as follows: Balance at July 31, 2014 Initial Valuation of Embedded Derivative Instruments Issued During the Period Increase (Decrease) in Fair Value of Derivative Liabilities Fair Value of Derivative Liabilities on Repayment of Debt Balance at July 31, 2015 LG Capital $ - $ 80,433 $ 270,947 $ (351,380 ) $ - Adar Bays, LLC - 109,170 242,210 (351,380 ) - JSJ Investments, Inc. - 110,825 122,322 (233,147 ) - Typenex Co-Investment - 66,720 1,145,968 - 1,212,688 Duma Holdings - 1,154 (607 ) - 546 Embedded Convertible Note-Subtotal $ - $ 368,302 $ 1,780,841 $ (935,907 ) $ 1,213,235 Tainted Kent P. Watts $ - $ 217,373 $ 102,587 $ - $ 319,960 Tainted Christian Smith & Jewell - 57,910 109,167 - 167,077 Tainted David L. Gillespie - 4,948 8 - 4,956 Tainted Brian Kenny - 34,330 - - 34,330 Tainted Note - Subtotal $ - $ 314,561 $ 211,762 $ - $ 526,323 Note Derivatives - Total $ - $ 682,863 $ 1,992,602 $ (935,907 ) $ 1,739,558 Warrants As additional consideration for the loan evidenced by the Typenex Convertible Note, we granted Typenex a five year warrant (the “Typenex Warrants”) to purchase shares of our common stock equal to $87,500 divided by the Market Price. The Market Price is defined as a Conversion Factor (70%-80%) multiplied by the average of the five (5) lowest Closing Bid Prices in the twenty (20) Trading Days immediately preceding the applicable Conversion. The warrants have an initial exercise price of $2.25 per share, and are initially exercisable for 38,889 shares of common stock. In addition, the Typenex Warrants contain anti-dilution provisions that provide for a reduction in the exercise price of such warrants in the event that future common stock (or securities convertible into or exercisable for common stock) is issued (or becomes contractually issuable) at a price per share (a “Lower Price”) that is less than the exercise price of such warrant at the relevant time. The amount of any such adjustment is determined in accordance with the provisions of the relevant warrant agreement and depends upon the number of shares of common stock issued (or deemed issued) at the Lower Price and the extent to which the Lower Price is less than the exercise price of the warrant at the relevant time. In addition, the number of shares issuable upon exercise of some of these warrants will be increased inversely proportional to any decrease in the exercise price, thus preserving the aggregate exercise price of the warrants both before and after any such adjustment. We have determined that these provisions could result in modification of the warrants exercise price based on a variable that is not an input to the fair value of a “fixed-for-fixed” option as defined under FASB ASC Topic No. 815 - 40. Tainted Warrants During the year ended July 31, 2011, we entered into a consulting agreement with Geoserve Marketing, LLC (“Geoserve”). Under the terms of the agreement, the Company granted warrants to purchase 400,000 shares of common stock that have a market condition. If the Company’s common stock attains a five day average closing price of $22.50 per share, 200,000 warrants with an exercise price of $7.50 and an expiration date of February 15, 2016 shall be exercisable (“Warrant B”). If the Company’s common stock attains a five day average closing price of $45.00 per share, 200,000 warrants with an exercise price of $7.50 and an expiration date of February 15, 2016 shall be exercisable (“Warrant C”). On February 17, 2015, the Warrant B and Warrant C that were previously issued to Geoserve were considered tainted derivative instruments due to the issuances of various convertibles notes during the three months ended April 30, 2014. Those convertible notes contain variable conversion price and therefore, we cannot conclude that we will have sufficient authorized unissued shares to settle all the warrants and convertible notes. Accordingly, the Company recorded a derivative liability for the aggregate fair value of the Warrant B and Warrant C. The fair values of these warrants were recognized as derivative warrant instruments at issuance or when they become issuable and are measured at fair value at each reporting period. The Company determined the fair values of these warrants using a lattice valuation model. Activity for derivative warrant instruments during the year ended July 31, 2015 was as follows: Balance at July 31, 2014 Initial Valuation Increase (Decrease) in Fair Value of Derivative Liabilities Balance at July 31, 2015 Tainted Warrant-Geoserve (Note 7) - 17,541 (8,819 ) 8,722 Typenex Co-Warrants $ - $ 91,925 $ 160,929 $ 252,854 $ - $ 109,466 $ 152,110 $ 261,576 The Company determined the fair values of the warrant derivatives using the lattice valuation model with the following assumptions: Initial July 31, 2015 Common stock issuable 705,556 979,167 Market value of common stock on measurement date (1) $ 0.92-1.07 $ 1.25 Adjusted exercise price $ 2.25-7.50 $ 0.28-7.50 Risk free interest rate (3) 0.25-1.57 % 0.14-1.41 % Instrument lives in years 1.00-5.00 0.55-4.60 Expected volatility 112 % 112-118 % Expected dividend yields (4) None None (1) The market value of common stock is the stock price at the close of trading on the date of issuance or at period-end, as applicable. (2) Upon the issuance of the Vis Vires convertible note on March 31, 2015, it was assumed that the anti-dilution provision was triggered as the note conversion price of $0.28 was below the then-current warrant exercise price of $2.25. The adjusted exercise price was lowered to the note conversion price. (3) The risk-free interest rate was determined by management using between 0.14 and 5 - year Treasury Bill as of the respective offering or measurement date. (4) Management determined the dividend yield to be -0-% based upon its expectation that it will not pay dividends for the foreseeable future. On issuance dates, the derivative liability with an aggregate fair value of $768,787 was recorded as a debt discount and amortized over the terms of the instruments. The initial fair value of the tainted warrants was offset to equity. A day one loss of $6,000 was recorded as a loss on derivatives. On April 24, 2015, the Company repaid the principal amount of the LG Capital and Adar Bays convertible notes, resulting in a change of $513,157. The change was recorded as a loss from derivatives and the related unamortized discount was expensed immediately. On July 31, 2015, the Company repaid the principal amount of the JSJ Investment convertible notes, resulting in a change of $259,742. The change was recorded as a loss from derivatives and the related unamortized discount was expensed immediately. As of July 31, 2015, the aggregated balance of derivative liability was $2,001,134 and the unamortized discount was $391,918. During the year ended July 31, 2015 $376,869 of the derivative discount has been amortized to interest expense. |
Capital Stock
Capital Stock | 12 Months Ended |
Jul. 31, 2015 | |
Capital Stock [Abstract] | |
Capital Stock | Note 10 – Capital Stock Stock Split Our capitalization at July 31, 2015 was 1,000,000,000 authorized common shares with a par value of $0.001 per share. Common Stock Issuances On June 10, 2015, with the approval of the Board of Directors of the Company (i.e., Mr. Watts personally, and Mr. Herndon, our then directors), Mr. Watts exchanged all rights he had to 8,188 shares of Series A 7% Convertible Voting Preferred Stock (which were required to have a face value of $3,275,200) pursuant to the terms of the HCN Exchange Agreement, and accrued and unpaid dividends which would have been due thereunder, assuming such Series A 7% Convertible Voting Preferred Stock was correctly designated and issued at the time of the HCN Exchange Agreement, totaling, $327,879, into 32 “Units”, each consisting of (a) 25,000 shares of the Company’s restricted common stock; and (b) Convertible Promissory Notes with a face amount of $100,000. As such, Mr. Watts received an aggregate of 800,000 shares of common stock and a Convertible Promissory Note with an aggregate principal amount of $3.2 million and a maturity date of June 10, 2018. See also Note 6 – “Related Party Notes Payable”. During July 2015, the Company entered into a subscription agreement with Mr. David L. Gillespie for the subscription to purchase ½ of one Unit as described in greater detail above. As such, Mr. Gillespie was issued 12,500 shares of common stock of the Company and a Convertible Subordinated Promissory Note with an aggregate principal amount of $50,000. Pursuant to our Credit Agreement, as noted in Note 7 - Notes Payable, during August 2014, we issued 60,000 shares of restricted common stock to the Lenders. And during May 2015, we issued another 32,500 shares of restricted common stock to the Lenders. The Company recorded these shares as a debt discount at a fair value of $247,653 and $32,828 respectively. The shares were issued pursuant to the terms and conditions of a Stock Grant Agreement, pursuant to which each of the Lenders made certain representations to the Company regarding their financial condition and other items in order for the Company to confirm that an exemption from registration existed and will exist for such issuances. During the year ended July 31, 2014 we issued 167,904 shares of common stock, to employees and directors for services performed. In conjunction with the issuance of these shares we recognized $813,827 in compensation expense. During the twelve months ended July 31, 2015, 16,674 shares of restricted common stock valued at $27,666 were issued to directors of the Company as director compensation. Additionally, during the twelve months ended July 31, 2015, 1,050,000 shares of restricted common stock were issued to certain vendors for services rendered during the period for legal and professional services. The fair value of the 1,050,000 shares issued for services is $1,425,700. Of these shares 850,000 shares valued at $1,037,000 were issued to a related party. We issued a total of 22,034 shares to settle certain prior litigation with ERG Resources, LLC. The value of these shares was $65,000. On May 5, 2015, 22,931 shares of common stock were agreed to be mutually canceled, which shares had originally been issued for consulting services. Receivables for Common Stock On September 6, 2013, HCN sold 191,667 shares of HEC common stock to an employee of HCN (the nephew of our Chairman and Chief Executive Officer) in exchange for a note receivable in the amount of $1,000,000. HEC acquired this receivable upon its acquisition of HCN. The note is non-interest bearing and is payable only upon the sale of the common stock to a third party or HEC stock being listed on either the NASDAQ or NYSE stock exchanges. We will receive 95% of the proceeds up to $1,000,000 if the underlying stock is sold to a third party. Within 90 days of HEC stock being listed on a major stock exchange, we will receive up to $1,000,000, or the note can be paid earlier at the discretion of the other party. These shares of common stock are held in the name of the investors and are beneficially owned by the investors and the shares are not retrievable by the Company. At July 31, 2015, we have $325,000 outstanding on this receivable. On December 4, 2013 HCN sold 619,960 shares of unregistered and restricted Company common stock in return for a $1,859,879 non-interest bearing note receivable from SMDRE LLC (“SMDRE”), an entity in which Michael Watts, the brother of our Chief Executive Officer, has a minority interest. The Company acquired this receivable upon its acquisition of HCN. The 619,960 shares of Company common stock were previously issued by the Company to HCN to settle liabilities due by the Company related to the consulting services agreement described below in Note 7 – Notes Payable. The receivable from the individual is due to the Company upon the following conditions: 1) 100% of the proceeds payable from the sale of all or part of the shares by the owner of the shares to a third party; 2) within sixty days of the six month anniversary of the December 4, 2013 stock sale or within sixty days from the date that the shares become unrestricted (whichever comes first); or 3) 100% of any remaining balance due within 90 days of the Company being listed on a major stock exchange and at such time as the share price is above $6.00 per share. As with the above receivable for common stock, this receivable for the sale of the Company common stock is classified as a receivable for common stock within equity. These shares of common stock are held in the name of the investors and are beneficially owned by the investors and the shares are not retrievable by the Company. On April 27, 2015, the Board of Directors agreed to offer SMDRE the option, for 90 days, for the SMDRE note to be paid in full for a 67% discount (i.e., the offer to be paid $619,898 immediately) (the “Pre-Payment Option”). Between April 27, 2015 and July 9, 2015 the Company received payments on the SMDRE LLC note in the amount of $531,000. The balance of the discounted note of $88,898 has been extended until the end of calendar year 2015. As of July 31, 2015, we have written off $1,239,981 related to the discount on this receivable. Stock Compensation Plans As of July 31, 2015, the Company could grant up to 267,744 shares of common stock under the 2013 Stock Incentive Plan (“2013 Plan”). The Plan is administered by the Compensation Committee of the Board of Directors, or in the absence of a Compensation Committee, the full Board of Directors, which has substantial discretion to determine persons, amounts, time, price, exercise terms, and restrictions of the grants, if any. The fair value of each option is estimated using the Black-Scholes valuation model. Expected volatility is based solely on historical volatility because we do not have traded options. Prior to May 2009, the volatility was determined by referring to the average historical volatility of a peer group of public companies because we did not have sufficient trading history to determine our own historical volatility. Beginning with computations after May 2009, when there was an active trading market for our stock, we have included our own historical volatility in determining the volatility used. As of October 2013, we determined that 4.5 years of trading history was sufficient to determine historical volatility; accordingly valuations from October 2013 onwards will be performed without using a peer group. The expected term calculation for stock options is based on the simplified method as described in the Securities and Exchange Commission Staff Accounting Bulletin number 107. We use this method because we do not have sufficient historical information on exercise patterns to develop a model for expected term. The risk-free interest rate is based on the U. S. Treasury yield in effect at the time of grant for an instrument with a maturity that is commensurate with the expected term of the stock options. The dividend yield rate of zero is based on the fact that we have never paid cash dividends on our common stock and we do not intend to pay cash dividends on our common stock. Options granted to non-employees We account for options granted to non-employees under the provisions of ASC 505-50, Equity-Based Payments to Non-employees, and record the associated expense at fair value on the final measurement date. Because there is no disincentive for nonperformance for these awards, the final measurement date occurs when the services are complete, which is the vesting date. For the options granted to non-employees on a graded vesting schedule, we estimate the fair value of the award as of the end of each reporting period and recognize an appropriate portion of the cost based on the fair value on that date. When the award vests, we adjust the cost previously recognized so that the cost ultimately recognized is equivalent to the fair value on the date the performance is complete. In February 2013, options to purchase an aggregate of 200,000 shares of common stock with an exercise price of $6.60 per share and a term of ten years were granted to our then three independent directors. The options vest at the rate of 20% of such options each six months over the first 30 months following the grant date. The fair value of the total option award on the date of grant was $1,196,589. The fair market value of this award was estimated using the Black-Sholes option pricing model. In August 2013, 13,333 of the 200,000 options granted to our independent directors became vested and the remainder of the previously unamortized fair value of these options, $16,184, was recognized on the vesting date. The fair value was estimated using the Black-Sholes option pricing model with an expected life of 6.5 years, a risk free interest rate of 2.01%, a dividend yield of 0%, and a volatility factor of 144.01%. In October 2013, the board accelerated the vesting of the remaining 53,333 options so that they became fully and immediately vested. The fair value of the options on the date of vesting of $810,738 was recognized immediately as an expense. The fair value was estimated using the Black-Sholes option pricing model with an expected life of 6.5 years, a risk free interest rate of 2.09%, a dividend yield of 0%, and a volatility factor of 117.31%. In addition, during October 2013, the final tranche of certain options that had originally been granted to non-employees in April 2011 vested, for which we recognized $60,622 in expense. In August 2014, options to purchase an aggregate of 25,000 shares of common stock with an exercise price of $4.50 per share and a term of five years were granted to an independent director, Chris Herndon. Compensation expense of $112,500 was recognized during the three months ended October 31, 2014. No options have been exercised, and options to purchase 92,000 shares expired during the twelve months ended July 31, 2015. The following table provides information about options granted to non-employees under our stock incentive plans during the years ended as follows: As of July 31, 2015 2014 Number of options granted 25,000 - Compensation expense recognized $ 112,500 $ 887,544 Weighted average exercise price of options granted $ 4.50 $ - The following table details the significant assumptions used to compute the fair market values of stock options granted or revalued during the years ended as follows: As of July 31, 2015 2014 Risk-free interest rate - - 1.64 % - - - Dividend yield - - 0 % - - 0 % Volatility factor - - 443.47 % - - - Expected life (in years) - - 5.00 - - - Based on the fair value of the options as of July 31, 2015, there was no unrecognized compensation costs related to non-vested share based compensation arrangements granted to non-employees. Summary information regarding stock options issued and outstanding as follows: Options Weighted average share price Aggregate intrinsic value Weighted average remaining contractual life (in years) Outstanding at July 31, 2013 $ 512,000 $ 6.81 - 7.98 Granted - - Exercised - - Expired or forfeited (246,667 ) 7.50 Outstanding at July 31, 2014 $ 265,333 $ 6.81 - 7.95 Granted 25,000 4.50 - 5.00 Exercised - - - - Expired or forfeited (92,000 ) 6.85 - - Outstanding at July 31, 2015 $ 198,333 $ 6.52 $ - 4.06 Exercisable at July 31, 2015 $ 198,333 $ 6.52 - 4.06 No non-vested stock options existed as of July 31, 2015. Warrants Summary information regarding common stock warrants issued and outstanding as of July 31, 2015, is as follows: Warrants Weighted average share price Aggregate intrinsic value Weighted average remaining contractual life (in years) Outstanding at year ended July 31, 2013 1,236,959 $ 7.50 $ - 1.87 Granted - - - - Exercised - - - - Expired (152,375 ) 7.50 - - Outstanding at year ended July 31, 2014 1,084,584 7.50 - 1.04 Granted 311,632 0.28 302,283 4.60 Exercised - - - - Expired (417,917 ) 7.50 - - Outstanding at year ended July 31, 2015 978,299 $ 5.20 $ 302,283 1.84 Warrants outstanding and exercisable as of July 31, 2015: Exercise Price Outstanding Number of Shares Remaining Life Exercisable Number of Shares $ 0.28 311,632 5 years or less 311,632 $ 7.50 666,667 1 year or less 666,667 978,299 978,299 Warrants outstanding and exercisable as of July 31, 2014: Exercise Price Outstanding Number of Shares Remaining Life Exercisable Number of Shares $ 7.50 666,667 2 years or less 666,667 $ 7.50 349,117 1 year or less 349,117 $ 7.50 68,800 1 year or less 68,800 1,084,584 1,084,584 |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Jul. 31, 2015 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 11 – Related Party Transactions During the reporting period we have had transactions as described below with entities controlled by Michael Watts. Michael Watts is the father-in-law of Jeremy Driver, who served as a director and Chief Executive Officer of the Company through November, 2013. Additionally, Michael Watts is the brother of Kent P. Watts, who became the Company’s Chairman of the Board of Directors in October 2013. Michael Watts is a related party to the Company by virtue of his relationships with Mr. Driver and with Mr. Watts. Further, one of Michael Watts’ adult children is a significant shareholder of the Company’s common stock. Between them, they are beneficial owners of approximately 55% of the Company’s outstanding common stock. A company controlled by Michael Watts purchased a 5% working interest in one of our wells in Galveston Bay. During the year ended as of July 31, 2015, the Company received approximately $58,000 from Mr. Michael Watts for this related party receivable previously outstanding for approximately the same amount as of July 31, 2014. As of July 31, 2015 and July 31, 2014, this company owed us $186 and $58,014, respectively, in joint interest billings. During 2011, we entered into a consulting contract with Geoserve Marketing, a company controlled by Michael Watts. The contract permits us to terminate the agreement after the first year with thirty days’ notice. On June 28, 2015, the Company entered into a new agreement with Geoserve Marketing for consulting service and issued 850,000 shares of restricted common stock. We recognized expense of $1,037,000 and $6,754 from this contract as of July 31, 2015 and 2014, respectively. As of July 31, 2015, we owe Geoserve $4,353 in expense reimbursement. During the quarter ended October 2012, we purchased NEI for up to 8,396,667 shares of the Company’s common stock. In February 2013, we sold a 2% working interest in a 366.85 acre tract of unevaluated property, the Dix prospect, in San Patricio County, Texas to Carter. Carter paid cash of $1,541, the proportional share of the land acquisition costs. In August 2013, we closed our Corpus Christi office and terminated Steven Carter as our Vice President of Operations. In conjunction with the office closure and termination, we assumed operatorship of the Barge Canal properties effective September 1, 2013. In addition, we conveyed multiple properties located in the South Texas and Illinois area to Mr. Carter for $0 cash consideration and assumption of the associated asset retirement obligations. Although he was not a related party after September 2013, we considered the transactions with his company during his tenure as an officer of the Company as related party transactions because they were not compensation transactions or entered into in the ordinary course of business, and because he was a related party at the time they occurred. On October 31, 2013, a company controlled by one of our former officers, Carter E & P, LLC (“Carter”) operated several properties onshore in South Texas, including our producing properties located near the Victoria Barge Canal in Calhoun County, Texas. Although he was not a related party after September 1, 2013, he was a related party during the periods covered by this report. As of July 31, 2015 and July 31, 2014, there were no outstanding related party receivables from Carter. Revenues generated, lease operating costs, and contractual overhead charges incurred during the time Carter was a related party were as follows: Year ended 2015 2014 Revenues $ $ 39,274 Lease operating costs $ $ 23,259 Overhead costs incurred $ $ 4,687 In October 2013, prior to our acquisition of HCN, we settled our obligations to HCN under the HCN Consulting Agreement through the issuance of 619,960 shares of common stock of the Company. The HCN Consulting Agreement was between HCN and NEI and provided for HCN to be the primary negotiator and operator of the Namibian concession. These obligations consisted of the then-outstanding $2,400,000 Fee and $533,630 of interest and late fees associated with the Fee. Further, $25,000 of the related interest and fees was settled in cash. Prior to the Company’s acquisition of HCN, HCN sold these shares to an entity, in which Michael Watts has a minority interest, for a note receivable of $1,859,879. The Company arranged the sales of these shares in anticipation of a possible business combination, in an effort to ensure that the shares would remain as part of public float and therefore continue to be properly included in calculations for exchange-listing criteria and provide a source of funding for Company operations. It is anticipated that these shares will eventually be sold and the proceeds of their sales used to pay the receivable. As HCN is now our wholly-owned subsidiary, this receivable for the sale of the Company common stock is classified as receivable for common stock within equity. See discussion of this receivable in Note 10 – Capital Stock – Receivables for Common Stock. On September 6, 2013, HCN sold 191,667 shares of HEC common stock to an employee of HCN (the nephew of our Chairman and Chief Executive Officer) in exchange for a note receivable in the amount of $1,000,000. HEC acquired this receivable upon its acquisition of HCN. The note is non-interest bearing and is payable only upon the sale of the common stock to a third party or HEC stock being listed on either the NASDAQ or NYSE stock exchanges. We will receive 95% of the proceeds up to $1,000,000 if the underlying stock is sold to a third party. Within 90 days of HEC stock being listed on a major stock exchange, we will receive up to $1,000,000, or the note can be paid earlier at the discretion of the other party. These shares of common stock are held in the name of the investors and are beneficially owned by the investors and the shares are not retrievable by the Company. At July 31, 2015, we have $325,000 outstanding on this receivable. On December 4, 2013 HCN sold 619,960 shares of unregistered and restricted Company common stock in return for a $1,859,879 non-interest bearing note receivable from SMDRE LLC (“SMDRE”), an entity in which Michael Watts, the brother of our Chief Executive Officer, has a minority interest. The Company acquired this receivable upon its acquisition of HCN. The 619,960 shares of Company common stock were previously issued by the Company to HCN to settle liabilities due by the Company related to the consulting services agreement described below in Note 7 – Notes Payable. The receivable from the individual is due to the Company upon the following conditions: 1) 100% of the proceeds payable from the sale of all or part of the shares by the owner of the shares to a third party; 2) within sixty days of the six month anniversary of the December 4, 2013 stock sale or within sixty days from the date that the shares become unrestricted (whichever comes first); or 3) 100% of any remaining balance due within 90 days of the Company being listed on a major stock exchange and at such time as the share price is above $6.00 per share. As with the above receivable for common stock, this receivable for the sale of the Company common stock is classified as a receivable for common stock within equity. These shares of common stock are held in the name of the investors and are beneficially owned by the investors and the shares are not retrievable by the Company. In November 2013, we issued a promissory note for funds received from Mr. Kent P. Watts, our Chairman, of $100,000. Under the terms of the note, principal on the note was due after one year and incurred interest at 5% per annum payable on a monthly basis. In April 2014, the Company entered into a new debt agreement whereby Mr. Watts agreed to loan the Company up to $600,000 at an interest rate of 6.25%. The previous debt of $100,000 was rolled into this new note. Additionally, we borrowed $200,000 from Mr. Watts during April 2014 and $300,000 from Mr. Watts in May 2014. The total balance on the note was $600,000 as of July 31, 2014. Accrued interest is payable monthly beginning in May 2014, and beginning in August 2014 the principal is due in 36 monthly payments through July 2017. The note is secured by the Company’s assets owned by GBE, subject to any other lien holder's superior rights, if any. As part of the financing agreement with Shadow Tree, this note has been subordinated, and no payments will be made until the Shadow Tree debt has been repaid. On April 27, 2015, the Board of Directors agreed to offer SMDRE the option, for 90 days, for the SMDRE note to be paid in full for a 67% discount (i.e., the offer to be paid $619,898 immediately) (the “Pre-Payment Option”). Between April 27, 2015 and July 9, 2015 the Company received payments on the SMDRE LLC note in the amount of $531,000. The balance of the discounted note of $88,898 has been extended until the end of calendar year 2015. As of July 31, 2015, we have written off $1,239,981 related to the discount on this receivable. On April 30, 2014, Kent P. Watts advanced HCN (prior to its acquisition by the Company) funds for working capital purposes to the Company. On December 3, 2013, HCN issued 3,963 shares of its Series A Preferred Stock to Kent P. Watts in order to cancel the majority of the outstanding balance HCN owed to Kent P. Watts at that time. During the year ended as of July 31, 2015, the Company had current liabilities owed to Mr. Watts of approximately $78,585. On July 16, 2015, pursuant to a Note Subscription Agreement, we sold a $350,000 Convertible Secured Promissory Note (with a $7,000 original issuance discount) to Duma Holdings, LLC ("Duma Holding" and the "Duma Holdings Note"). The Duma Holdings Note (along with any unpaid interest thereon) is convertible at any time, provided the note is converted in full, into (a) 1.75 units ("Units" ), each consisting of 25,000 shares of common stock of the Company and $100,000 in face amount of Convertible Subordinated Promissory Notes in the form currently offered by the Company in its ongoing private offering of Units as previously disclosed in the Current Report on Form 8-K filed by the Company with the Securities and Exchange Commission on June 19. 2015 (which allow the holder thereof the right to convert such notes into common stock at a conversion price of $4 per share, and convert into shares of our to-be designated and approved Series B Convertible Preferred Stock upon designation thereof by the Company, subject to approval of such Series B Convertible Preferred Stock by stockholders at the annual meeting); and (b) 350,000 shares of common stock (393,750 shares of common stock in aggregate when combined with the shares which form part of the Units). The Duma Holdings Note is due and payable by us on November 30, 2015. The Duma Holdings Note accrues interest at the rate of 15% per annum, payable beginning on October 31, 2015, and quarterly thereafter through maturity. The Duma Holdings Note can only be repaid with the prior written approval of Duma Holdings. The Duma Holdings Note contains usual and customary events of default, representations and warranties. The payment of tile principal and accrued interest due under the Duma Holdings Note is personally guaranteed by Kent P. Watts, our Chief Executive Officer and Michael Watts, his brother, pursuant to separate guaranty agreements (the "Guarantee Agreements"), and secured by a first priority security interest on certain real estate owned by Kent P. Watts pursuant to a Deed of Trust, Assignment of Rents and Security Agreement. |
Income Taxes
Income Taxes | 12 Months Ended |
Jul. 31, 2015 | |
Income Taxes [Abstract] | |
Income Taxes | Note 12- Income Taxes Our net loss before income taxes totaled $12,629,323 and $6,550,250 for the years ended July 31, 2015 and 2014, respectively. We recognized zero and $4,599 income tax benefit during the years ended July 31. 2015 and 201 The reconciliation of our income tax provision at the statutory rate to the reported income tax expense is as follows: As of and For the Year ended July 31, 2015 2014 U.S. statutory federal rate 35.00 % 35 00 % State income tax rate 0.58 % 0.58 % Equity-based compensation (0.32 )% (5.16 )% Loss on derivatives (3.43 )% - % Other 1.95 % (6.64 )% Net operating loss (33.78 )% (23.70 )% Effective statutory rate 0.00 % 0.08 % Our deferred income taxes reflect the net tax effects of operating loss, tax credit carry forwards and temporary differences between carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. In assessing the realizability of deferred tax assets, management considers whether it is more likely than not some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which temporary differences representing net future deductible amounts become deductible. As of July 31, 2015, the Company has provided a 100% valuation allowance on its deferred tax assets. Components of deferred tax assets as of July 31, 2015 and 2014 are as follows: As of and For the Year ended July 31. 2015 2014 Stock based compensation $ 40,022 $ 338,078 Property, including depreciable property (3,159,840 ) (3,122,873 ) Asset retirement obligation 3,850,232 4,168,049 Net operating loss carry-forward 9,787,622 5,596,732 Other (277,393 ) 20,860 10,240,643 7,000,846 Valuation allowance for deferred tax assets (10,240,643 ) (7,000,846 ) Total deferred tax assets $ - $ - The valuation allowance is evaluated at the end of each year, considering positive and negative evidence about whether the deferred tax asset will be realized. At that time, the allowance will either be increased or reduced; reduction could result in the complete elimination of the allowance if positive evidence indicates that the value of the deferred tax assets is no longer impaired and the allowance is no longer required. We have no positions for which it is reasonable that the total amounts of unrecognized tax benefits at July 31 , Generally, our income tax years 2011 through 2015 remain open and subject to examination by Federal tax authorities or the tax authorities in Louisiana and Texas which are the jurisdictions where we have our principal operations. No material amounts of the unrecognized income tax benefits have been identified to date that would impact our effective income tax rate. As of July 31, 2015, we had approximately $27,512,641 of U.S. federal and state net operating loss carry-forward (“NOLs”) available to offset future taxable income, which begins expiring in 2027, if not utilized. Future tax benefits that may arise as a result of these losses have not been recognized in these financial statements. The deferred tax asset generated by the loss carry-forward has been fully reserved due to the uncertainty we will be able to realize the benefit from it. In conjunction with the merger with HCN, we believe we incurred an ownership change within the meaning of Section 382 of the Internal Revenue Code. As a result, applicable federal and state tax law places an annual limitation on the amount of NOLs that may be used. As of the filing date of this report, we have completed our Section 382 analysis in connection with the merger. If we were to have taxable income in excess of the 382 Limitation following a Section 382 “ownership change,” we would not be able to offset tax on the excess income with the NOLs. Although any loss carryforwards not used as a result of any Section 382 Limitation would remain available to offset income in future years (again, subject to the Section 382 Limitation) until the NOLs expire, the “ownership change” could significantly defer the utilization of the loss carryforwards, accelerate payment of federal income tax and may cause some of the NOLs to expire unused. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Jul. 31, 2015 | |
Commitments and Contingencies [Abstract] | |
Commitments and Contingencies | Note 13 – Commitments and Contingencies Contingencies Legal We are subject to legal proceedings, claims and liabilities which arise in the ordinary course of business. We accrue for losses associated with legal claims when such losses are probable and can be reasonably estimated. These accruals are adjusted as additional information becomes available or circumstances change. Legal fees are charged to expense as they are incurred. Although we may, from time to time, be involved in litigation and claims arising out of our operations in the normal course of business, we are not currently a party to any material legal proceeding. Previously, we were subject to Civ. Action No. 4:15-cv-00727, Hydrocarb Energy Corp., et al. v. Vincent Pasquale Scaturro; In the United States District Court for the Southern District of Texas Houston Division. Hydrocarb Energy Corp. was Plaintiff in this action, and had a claim of breach of contract against Mr. Scaturro and an application for preliminary and permanent injunction as a result of Mr. Scaturro’s violation of a Lock Up Leak-Out Agreement executed by the parties on or about December 20, 2014. Specifically, in November 2014, Pasquale V. Scaturro, the Company’s former Chief Executive Officer and Kent P. Watts, the Company’s current Chief Executive Officer and Chairman, entered into a stock purchase agreement, which was amended in December 2014, at which time certain of the adult children of Mr. Watts became party to the agreement. Pursuant to the agreement, Mr. Watts and his children agreed to sell Mr. Scaturro the outstanding capital stock of a company which they owned which is located in Namibia which owns real estate, in consideration for 475,000 shares of common stock held by Mr. Scaturro (deliverable in tranches between December 2014 and April 2015, of which an aggregate of 75,000 had been delivered as of the date of the lawsuit below) to be transferred to Mr. Watts’ children and a promissory note in the amount of $475,000 payable to Mr. Watts. Additionally, Mr. Scaturro also entered into a lock-up agreement, whereby he agreed to sell a maximum of 500 shares of the Company’s common stock which he holds or may hold in the future, per day, until the listing by the Company on a national exchange or NASDAQ, and thereafter to sell 5% of the ten day moving volume weighted average of shares per day, during the 24 months following the date of the December agreement. Subsequently, Kent P. Watts assigned his rights under the lock-up agreement to the Company and the lawsuit was filed by the Company seeking damages for Mr. Scaturro’s breach of contract. In July 2015, the parties entered into a settlement agreement whereby Mr. Scaturro agreed to transfer an aggregate of 2,237,500 shares of our common stock to Kent P. Watts, (of which 300,000 shares will be transferred to Mr. Watts’ legal counsel as part of a contingent settlement of amounts owed to such legal counsel), and an aggregate of 162,500 shares of our common stock to two children of Mr. Watts; Mr. Scaturro retained 307,058 shares (the “Remaining Shares”), all interests held by Mr. Watts’ children in the Namibia company were transferred to Mr. Scaturro, and the consulting agreement which was previously in place between the Company and Mr. Scaturro was terminated. The parties also agreed to dismiss the lawsuit and cross and counter claims with prejudice and release each other from outstanding claims and causes of actions. Finally, Mr. Scaturro agreed to sell no more than 500 of the Remaining Shares per day until December 18, 2016. The lawsuit has been settled in July 2015. The General Land Office of the State of Texas (“GLO”) has asserted claims against the Company under various Miscellaneous Easements. The GLO claims that the Company is obligated to either renew the various Miscellaneous Easements by paying a renewal fee to the GLO, or to remove any pipeline laid in the various Miscellaneous Easements. The GLO has asserted its claims, and the company has disclaimed any obligations under the various Miscellaneous Easements. On August 29, 2014, the Company filed a lawsuit in state district court in Chambers County, Texas asking the court to reform an assignment and assumption agreement in the property records of Chambers County. The Company has been in discussions with the GLO in an attempt to resolve the dispute. At this time, there is no estimate of loss with respect to this lawsuit. Environmental We accrue for losses associated with environmental remediation obligations when such losses are probable and can be reasonably estimated. These accruals are adjusted as additional information becomes available or circumstances change. Costs of future expenditures for environmental remediation obligations are not discounted to their present value. Recoveries of environmental remediation costs from other parties are recorded at their undiscounted value as assets when their receipt is deemed probable. There is soil contamination at a tank facility owned by GBE. Depending on the technique used to perform the remediation, we estimate the cost range to be between $150,000 and $900,000. We cannot determine a most likely scenario, thus we have recognized the lower end of the range. We have submitted a remediation plan to the appropriate authorities and have not yet received a response. As of July 31, 2015, $150,000 has been recognized and is included in the balance sheet under the caption “Accounts payable and accrued expenses.” Commitments In March 2011, we executed a lease for office space in Houston, Texas. The lease term was three years and we had an option to extend the lease for an additional three years. Our scheduled rent was $6,406 per month plus common area maintenance cost for the first year, $6,673 plus common area maintenance cost for the second year, and $6,940 per month plus common area maintenance cost for the third year. We did not extend this lease, but entered into a sublease arrangement with Greenshale LLC for office space in the same building. During September 2013, we terminated our lease for office space in Corpus Christi, Texas. In February 2014, we agreed to sublease 4,915 square feet of office space from Greenshale Energy, LLC located at 800 Gessner Rd., Houston, Texas 77024. The lease has a term through December 31, 2017. Monthly rent of $10,650 is due under the lease from March 1, 2014 through December 31, 2014; $10,854 is due under the lease from January 1, 2015 through December 31, 2015; $11,059 is due under the lease from January 1, 2016 through December 31, 2016; and $11,264 is due under the lease from January 1, 2017 through December 31, 2017. In April 2012, we executed a Compression and Handling Agreement (the “PHA”) with another operator. Under the terms of the PHA, oil, natural gas, and salt water from one of our fields would be disposed of through the operator’s facility. Under the agreement, we are responsible for approximately a flat fee of $1,000 per month as a gauging fee, our pro-rata share of repairs at the facility, and compression, salt water disposal, and other charges based on the volumes disposed of through the facility. In April 2015, this agreement was amended, as the Company will be handling the compression and dehydration of the gas with its own equipment. The agreement calls for ground lease, services fees, and other costs. The agreement is to continue until terminated by either party. Rent expense during the years ended July 31, 2015 and 2014 was $175,993 and $186,463 respectively. See Note 7 – Notes Payable, for details regarding our commitments related to our future obligations. Letters of Credit Oil and gas operators in the State of Texas are required to obtain a letter of credit in favor of the Railroad Commission of Texas as security that they will meet their obligations to plug and abandon the wells they operate. We have two letters of credit in the amount of $6,610,000 and $120,000 issued by Green Bank. These letters of credit are collateralized by a certificate of deposit held with the bank for the same amount. We pay a 1.5% per annum fee in conjunction with these letters of credit. During the years ended July 31, 2015 and 2014, we prepaid the fees associated with the Greenbank letters of credit for the respective year’s interest upfront and amortized these fees on a straight-line basis over their respective annual periods. The following table reflects the prepaid balances as follows: July 31, 2015 2014 Prepaid letter of credit fees $ 99,300 $ 101,251 Amortization - (8,488 ) Net prepaid letter of credit fees $ 99,300 $ 92,763 |
Additional Financial Statement
Additional Financial Statement Information | 12 Months Ended |
Jul. 31, 2015 | |
Additional Financial Statement Information [Abstract] | |
Additional Financial Statement Information | Note 14 – Additional Financial Statement Information Other receivables Other receivables consist of joint interest billings due to us from participants holding a working interest in oil and gas properties that we operate. We regularly review collectability and establish or adjust an allowance for uncollectible amounts as necessary using the specific identification method. Account balances are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. As of July 31, 2015 and 2014, we have reserved $78,242 and $70,742, respectively, for potentially uncollectable other receivables. Other current assets Other current assets consisted of the following: As of July 31, 2015 2014 Prepaid letter of credit fees $ 99,300 $ 92,763 Prepaid insurance 314,889 287,743 Other prepaid expenses 1,266 63,143 Employee advance 80,000 - Prepaid expense 30,601 - Accrued interest income - 2,671 Other current assets $ 526,056 $ 446,320 Property and Equipment Property and equipment consisted of the following: As of July 31, 2015 2014 Furniture and fixtures 5 years $ 24,085 $ 24,085 Marine vessels 5 years 109,742 109,742 Vehicles 5 years 40,496 40,496 Computer equipment and software 2 years 125,271 126,143 Leasehold improvements 2 years 2,087 2,087 Total property and equipment 301,681 302,553 Less accumulated depreciation (190,971 ) (135,590 ) Net book value $ 110,710 $ 166,963 Depreciation expense $ 54,716 $ 36,894 Accounts payable and accrued expenses Accounts payable and accrued expenses consisted of the following: As of July 31, 2015 2014 Trade payables $ 3,321,118 $ 2,567,324 Accrued payroll 55,328 43,578 Accrued interest and fees 204,585 37,853 Revenue payable 4,449 5,790 Local taxes and royalty payable 117,753 111,699 Federal and state income taxes payable 29,431 29,431 Total accounts payable and accrued expenses $ 3,732,664 $ 2,795,675 |
Going Concern
Going Concern | 12 Months Ended |
Jul. 31, 2015 | |
Going Concern [Abstract] | |
Going Concern | Note 15 – Going Concern The accompanying condensed consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has not generated any significant revenues from ongoing operations and incurred net losses since inception. These matters raise substantial doubt about the Company’s ability to continue as a going concern. The condensed consolidated financial statements do not include any adjustments relating to the recoverability and classification of asset amounts or the classification of liabilities that might be necessary should the Company be unable to continue as a going concern. Management’s principal objective is to maximize shareholder value by, among other things, increasing production by developing its acreage, increasing profit margins by evaluating and optimizing its production, and executing its business plan to increase property values, prove its reserves, and expand its asset base. While management currently has no plans to discontinue or revise its business plan, recent volatility and decrease in crude oil prices may cause management to cut back on its development or acquisition plans, or otherwise revisit its business and/or its capital expenditure plan. Continued volatility and decreases in crude oil prices may accelerate such cut back or revisions. To combat price volatility in crude oil process and further diversify the business, management has increased its focus on the development of the Company. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Jul. 31, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 16 – Subsequent Events Adar Bays, LLC and Union Capital, LLC Notes On November 9, 2015, we sold each of Adar Bays, LLC (“Adar”) and Union Capital, LLC (“Union”), identical 8% Short Term Cash Redeemable Notes (collectively, the “Initial Notes”) in the amount of $208,000 ($416,000 in aggregate). The Initial Notes were issued pursuant to the terms of Securities Purchase Agreements dated as of the same date. In addition to the Initial Notes, we sold Adar and Union each another secured note in the amount of $208,000 each ($416,000 in aggregate)(the “Second Notes”). The purchase price of the Initial Notes was paid in cash at closing (November 10, 2015), and the purchase price of the Second Notes was each paid by way of the issuance of an offsetting $208,000 secured note issued to us by each of Adar and Union (the “Buyer Notes”). Pursuant to the Securities Purchase Agreements, Adar and Union each agreed not to sell short any shares of our common stock so long as each purchaser’s Initial Note or Second Note is outstanding. In connection with the sale of the Initial Notes, we paid $16,000 in legal fees ($8,000 to each investor) and paid $30,000 in due diligence fees ($15,000 per Initial Note), provided that substantially similar fees are payable in connection with the Second Notes in the event such Second Notes are paid by Adar and Union as described in greater detail below. The Initial Notes accrue interest at the rate of 8% per annum and have a two year term. We are required to pre-pay the Initial Notes 180 days after the issuance date (the “Pre-Payment Date”), provided that if we fail to prepay such notes in full on the Pre-Payment Date (or before), the holders thereof have the right to convert the principal and accrued interest owed under such Initial Notes into our common stock at a 40% discount (increasing to 50% if we receive a DTC “Chill” on our common stock or upon the occurrence of certain events of default) to the lowest trading price of our common stock during the 15 trading days prior to conversion. Notwithstanding the foregoing, there is an initial soft floor of $0.30 per share on conversions, which means that in the event our common stock closes below $0.30 per share, then the applicable holder may not convert its notes for the 10 trading days immediately preceding the first time the price closes below $0.30 per share. However, in the event the price of our common stock closes above $0.30 per share in that 10 day period, the holder may again convert, without waiting the balance of the 10 days. Additionally, following the 10 day period, the applicable holder has a three day grace period to convert, even if the common stock closes below the next lower soft floor level (as described in the following sentence). This process is repeated with soft floors of $0.15 per share and $0.075 per share. At no time may the Initial Notes be converted into shares of our common stock if such conversion would result in the applicable holder and its affiliates owning an aggregate of in excess of 9.9% of the then outstanding shares of our common stock. The Initial Notes may be prepaid, including in connection with any pre-payment on or prior to the Pre-Payment Date, with the following penalties: (i) if the Initial Notes are prepaid within 60 days of the issuance date, then at 115% of the face amount plus any accrued interest; (ii) if the Initial Notes are prepaid after 60 days after the issuance date but less than 121 days after the issuance date, then at 135% of the face amount plus any accrued interest and (iii) if the Initial Notes are prepaid after 120 days after the issuance date but on or before the Pre-Payment Date, then at 145% of the face amount plus any accrued interest. The Initial Notes may not be prepaid after the Pre-Payment Date, except with the approval of the applicable holders. Additionally, upon the occurrence of certain fundamental transactions involving the Company and its common stock, the Initial Notes are required to be redeemed in cash for 150% of the principal amount then outstanding, plus accrued and unpaid interest (provided upon the occurrence of such event, such Initial Notes may also be converted into common stock at the option of the holders). The Initial Notes provide for customary events of default such as failing to timely make payments under the Initial Notes when due, and including our failure to maintain a reserve of shares in connection with the conversion of the Initial Notes equal to at least four times the number of shares of common stock that could be issuable thereunder at any time (initially 1.1 million shares per Initial Note), any judgment existing against us in excess of $250,000, our common stock being delisted from an exchange (including any OTC Markets exchange), a change in the majority of our Board of Directors, us becoming delinquent in our periodic filings with the SEC, or us losing our “bid” price for our common stock, subject where applicable to our ability to cure certain defaults. Upon the occurrence of an event of default, the holders of the Initial Notes can declare the entire amount of the Initial Notes immediately due and payable, together in the event of certain defaults, additional penalties or liquidated damages totaling between an additional 10% and 50% of the outstanding principal amount of the Initial Notes, together in some cases with make-whole payments for delivery delays and other penalties. Additionally, upon the occurrence of an event of default, the interest rate of the Initial Notes increases to 24% per annum. The Second Notes accrue interest at the rate of 8% per annum, are due on November 9, 2017 and have substantially similar terms and conditions as the Initial Notes described above (except that they include additional events of default such as us having a closing bid price less than $0.50 per share and/or having an aggregate trading value of our common stock of less than $50,000 in any five consecutive trading day period), provided that there are no prepayment penalties associated with the Second Notes, and provided further that no amounts are due under the Second Note (including interest thereon) and the Second Notes are not convertible, unless or until each investor’s applicable Buyer Note is paid in full in cash. In the event we repay a holder’s Initial Note by the Pre-Payment Date, the applicable Second Note and Buyer Note are automatically cancelled. The Buyer Notes accrue interest at the rate of 8% per annum (which until the Buyer Notes are paid in full in cash, offset amounts due under the Second Notes) and are due on July 9, 2016, unless (a) we do not meet the “current information requirements” required under Rule 144 of the Securities Act of 1933, as amended; or (b) we provide the applicable investor at least 30 days’ notice prior to the six month anniversary of the issuance date of the Buyer Note of our intention to reject the payment of the Buyer Note, in which case the applicable holder may cross cancel its payment obligations under the applicable Buyer Note as well as our payment obligations under the offsetting Second Note. The holders may only prepay the Buyer Note with our written approval. Pursuant to a side letter entered into with each of Adar and Union, each investor agreed to grant us an option for three 30 day conversion moratorium periods, with the first period beginning on the Pre-Payment Date, and the next two beginning 30 days and 60 days, respectively, after the end of such first period. We are able to exercise the conversion moratorium period options by notifying the applicable investor no later than 10 trading days prior to the Pre-Payment Date (or thereafter, the end of the next applicable conversion moratorium period) and by paying the applicable investor(s) $20,000 prior to five trading days before the end of the then current period (with the first such payment due at least five trading days prior to the Pre-Payment Date). Each of Adar and Union also entered into a Subordination Agreement in favor of our senior lender, Shadow Tree Capital Management, LLC, to subordinate the repayment of the Initial Notes (and if applicable, the Second Notes) to amounts owed by us to Shadow Tree. JSJ Investments Inc. Note On November 9, 2015, we sold JSJ Investments Inc. (“JSJ”) an 8% Short Term Cash Redeemable Note (the “JSJ Note”) in the principal amount of $350,000. The JSJ Note accrues interest at the rate of 8% per annum and is payable on demand by JSJ at any time after November 9, 2016. We may prepay the JSJ note, together with accrued and unpaid interest, at any time prior to the 180 th If we fail to prepay the JSJ Note prior to the JSJ Pre-Payment Date, JSJ has the right to convert the principal and accrued interest owed under such note into our common stock at a 40% discount to the lowest trading price of our common stock during the 15 trading days prior to conversion. Notwithstanding the foregoing, there is an initial soft floor of $0.30 per share on conversions, which means that in the event our common stock closes below $0.30 per share, then the holder may not convert its note for the 10 trading days immediately preceding the first time the price closes below $0.30 per share. However, in the event the price of our common stock closes above $0.30 per share in that 10 day period, the holder may convert, without waiting the balance of the 10 days. Additionally, following the 10 day period, the holder has a three day grace period to convert, even if the common stock closes below the next lower soft floor level (as described in the following sentence). This process is repeated with soft floors of $0.15 per share and $0.075 per share. At no time may the JSJ Note be converted into shares of our common stock if such conversion would result in JSJ and its affiliates owning an aggregate of in excess of 4.9% (which may be increased to 9.99% with written notice from JSJ, provided such increase will not take effect for at least 61 days) of the then outstanding shares of our common stock. We are subject to fees, penalties and in some cases liquidated damages for our failure to comply with the terms of the JSJ Note. The JSJ Note provides for customary events of default such as failing to timely make payments under the JSJ Note when due, and including our failure to maintain a reserve of shares in connection with the conversion of the JSJ Note as provided in the JSJ Note, us becoming delinquent in our periodic filings with the SEC, and if OTC Markets changes our designation to ‘No Information’ (Stop Sign), ‘Caveat Emptor’ (Skull and Crossbones), or ‘OTC’, ‘Other OTC’ or ‘Grey Market’ (Exclamation Mark Sign). Upon the occurrence of an event of default, JSJ can declare the entire amount of the JSJ Note immediately due and payable, together in the event of certain defaults, with additional penalties or liquidated damages. Pursuant to a side letter entered into with JSJ, JSJ agreed to grant us an option for three 30 day conversion moratorium periods, with the first period beginning on the JSJ Pre-Payment Date, and the next two beginning 30 days and 60 days, respectively, after the end of such first period. We are able to exercise the options for conversion moratoriums by notifying JSJ no later than 10 trading days prior to the JSJ Pre-Payment Date (or thereafter, the end of the next applicable conversion moratorium period) and by paying the applicable investor(s) between $25,000 and $35,000 (depending on the applicable extension period) prior to five trading days before the end of the then current period (with the first such payment due at least five trading days prior to the Pre-Payment Date). JSJ also entered into a Subordination Agreement in favor of our senior lender, Shadow Tree Capital Management, LLC, to subordinate the repayment of the JSJ Note to amounts owed by us to Shadow Tree. Voting Agreements On or around August 25, 2015, Kent P. Watts, our Chief Executive Officer and Chairman, entered into a voting agreement in favor of S. Chris Herndon, a member of the Board of Directors of the Company. Pursuant to the voting agreement, Mr. Watts provided Mr. Herndon a voting proxy to vote all of the shares of common stock which Mr. Watts owned (approximately 4,946,955 shares as of his entry into the agreement) or which he may acquire in the future, to vote to elect or remove (as applicable) 66.6% of members of the Company’s Board of Directors on any stockholder vote (i.e., 2 out of 3 directors). The voting agreement was to become effective, only if Mr. Watts had sold $1 million in securities in private transactions on or before September 21, 2015 and was to remain effective from such date, if ever, until the earlier of: (a) August 19, 2017; and (b) the due date of a certain convertible note which a company affiliated with Mr. Herndon (Duma Holdings, LLC) may choose to purchase from the Company in the future as described in greater detail above under Note 7 – Notes Payable - “Convertible Notes Payable” – “Duma Holding Convertible Promissory Note”. On or around the same date, Christopher Watts, the nephew of Kent P. Watts, and the largest shareholder of the Company, entered into a voting agreement with Mr. Herndon on substantially similar terms as the voting agreement with Kent P. Watts described above. As a result of Mr. Watts not selling $1 million in securities in private transactions on similar terms as described above before September 21, 2015, the voting agreements were never effective and have since expired; provided that the parties have recently confirmed their intention to amend the voting agreements to remove the prior condition to effectiveness regarding the required sale of $1 million in securities before September 21, 2015, and as such, we anticipate the voting agreements being amended after the date of this filing to remove such condition and to provide for Mr. Herndon to have voting powers under the voting agreements as described above, until such voting agreements are terminated as described above. In the event the voting agreements are amended in the future, as is currently contemplated by the parties, Mr. Herndon will have the right to appoint 66.6% of the members of the Company’s Board of Directors. Typenex Warrant Exercise Effective September 8, 2015, Typenex Co-Investment, LLC (“Typenex”), exercised warrants to purchase 260,788 shares of our common stock which it held (at an exercise price of $1.17 per share. The warrants originally had (a) an exercise price of $2.25 per share, but were subsequently reduced in connection with Typenex’s anti-dilution rights to $1.17 per share and (b) provided Typenex the right to acquire 38,889 shares of common stock, but were subsequently increased to 260,788 shares of common stock in connection with Typenex’s anti-dilution rights, in a net cashless transaction. On September 18, 2015, in connection with such exercise, we issued 128,048 net shares of common stock to Typenex. Kent P. Watts and S. Chris Herndon Convertible Subordinated Promissory Note Subscription On September 14, 2015, Kent P. Watts, the Chief Executive Officer and Chairman of the Company subscribed for $350,000 in Convertible Subordinated Promissory Notes and on September 17, 2015 he subscribed for an additional $166,667 in Convertible Promissory Notes (collectively, the “Watts Notes”). The Watts Notes are due two years from their issuance date, accrue interest which is payable quarterly in arrears, at either a cash interest rate (equal to the WTI Rate described below) or a stock interest rate (12% per annum)(at the option of the holder at the beginning of each quarter), provided no principal or interest on the Watts Notes can be paid in cash until all amounts owed by the Company to its senior lender is paid in full. In the event the stock interest rate is chosen by Mr. Watts, restricted shares of common stock equal to the total accrued dividend divided by the average of the closing sales prices of the Company’s common stock for the applicable quarter are required to be issued in satisfaction of amounts owed on a quarterly basis. In the event the cash interest rate is chosen, interest accrues until converted into common stock (as discussed below) or until the Company is able to pay such accrued interest in cash pursuant to the terms of the Watts Notes. The “WTI Rate” equals an annualized percentage interest rate equal to the average of the closing spot prices for West Texas Intermediate crude oil on each trading day during the immediately prior calendar quarter divided by ten, plus two (the “WTI Interest Rate”). For example, if the average quarterly closing spot Price was $60 for the prior quarter, the applicable interest rate for the next quarter would be 8% per annum ($60 / 10 = 6 + 2 = 8%). Notwithstanding the above, in the event that the average quarterly closing spot price is $40 or less, the WTI Rate for the applicable following quarter is 0%. All principal and accrued interest on the Watts Notes is convertible into common stock at a conversion price of $0.75 per share at any time. Additionally, the Company may force the conversion of the Watts Notes into common stock in the event the trading price of the Company’s common stock is equal to at least $5.00 per share for at least 20 out of any 30 consecutive trading days. Any shares of common stock issuable upon conversion of the Watts Notes are subject to a lock-up whereby no shares of common stock can be sold until January 1, 2016, and no more than 2,500 shares of common stock can be sold per day thereafter until the Company’s common stock is listed on the NASDAQ or NYSE market or the trading volume of the Company’s common stock is in excess of 100,000 shares per day. The Watts Notes have standard and customary events of default. Previously, on August 26, 2015, Mr. S. Chris Herndon, the Company’s director purchased a Convertible Promissory Note in the amount of $100,000 with substantially similar terms as the Watts Notes (the “Herndon Note”). First Amendment to Exchange Agreement On July 21, 2015, Mr. Watts and the Company agreed in principle to reduce the number of total Units due to Mr. Watts to 30 Units. On September 21, 2015, Mr. Watts and the Company entered into a First Amendment to Exchange Agreement, which amended the Exchange Agreement dated June 10, 2015. Pursuant to the original terms of the Exchange Agreement, Mr. Watts exchanged all rights he had to 8,188 shares of Series A 7% Convertible Voting Preferred Stock, and accrued and unpaid dividends which would have been due thereunder, assuming such Series A 7% Convertible Voting Preferred Stock was correctly designated and issued, into 32 units, each consisting of (a) 25,000 shares of the restricted common stock of the Company; and (b) $100,000 in face amount of Convertible Subordinated Promissory Notes. Specifically, Mr. Watts received an aggregate of 800,000 shares of common stock and a Convertible Promissory Note with an aggregate principal amount of $3.2 million and maturity date of June 10, 2018 (the "Watts Exchange Note") in connection with the Exchange Agreement. The First Amendment reduced the total Units due to Mr. Watts to 30 Units, and as such. Mr. Watts received Convertible Promissory Notes with a principal amount of $3 million and 750,000 shares of common stock in connection with the exchange originally contemplated by the Exchange Agreement. Annual Meeting of Stockholders and Adoption of 2015 Stock Incentive Plan The Annual Meeting of Shareholders of the Company was held on September 28, 2015 (the “Meeting”). At the Meeting, the stockholders of the Company approved the adoption of the Company’s 2015 Stock Incentive Plan (the “Plan”). The Plan was originally approved by the Board of Directors of the Company on August 17, 2015, subject to stockholder approval. The Plan provides an opportunity, subject to approval of our Board of Directors of individual grants and awards, for any employee, officer, director or consultant of the Company, except for instances where services are in connection with the offer or sale of securities in a capital-raising transaction, or they directly or indirectly promote or maintain a market for the Company’s securities, subject to any other limitations provided by federal or state securities laws, to receive (i) incentive stock options (to eligible employees only); (ii) nonqualified stock options; (iii) restricted stock; (iv) stock awards; (v) shares in performance of services; or (vi) any combination of the foregoing. Subject to adjustment in connection with the payment of a stock dividend, a stock split or subdivision or combination of the shares of common stock, or a reorganization or reclassification of the Company’s common stock, the maximum aggregate number of shares of common stock which may be issued pursuant to awards under the Plan is one million shares. Certificate of Amendment Filing; Series A 7% Convertible Voting Preferred Stock and Series B Convertible Preferred Stock Effective September 28, 2015, the Company filed a Certificate of Amendment to its Articles of Incorporation with the Secretary of State of Nevada, to (1) affect an amendment to the Company’s Articles of Incorporation to increase the number of authorized shares of the Company’s common stock to 1,000,000,000 shares; (2) affect an amendment to the Company’s Articles of Incorporation to authorize 100,000,000 shares of “blank check” preferred stock (the “Blank Check Preferred Amendment”); (3) designate 10,000 shares of Series A 7% Convertible Voting Preferred Stock (the “Series A Amendment”); and (4) designate 35,000 shares of Series B Convertible Preferred Stock (the “Series B Amendment”), each of which amendments were approved by the stockholders of the Company at the Meeting. Previously. effective on September 21, 2015, the Company filed a Certificate of Correction with the Secretary of State of Nevada, which cancelled and rescinded in its entirety, the previously filed Series A 7% Convertible Voting Preferred Stock designation filed by the Board of Directors without stockholder approval on December 2, 2013. Pursuant to the Blank Check Preferred Amendment, up to 100,000,000 shares of preferred stock of the Company may be issued from time to time in one or more series, each of which will have such distinctive designation or title as may be determined by the Board of Directors of the Company prior to the issuance of any shares thereof. Preferred stock will have such voting powers, full or limited, or no voting powers, and such preferences and relative, participating, optional or other special rights and such qualifications, limitations or restrictions thereof, as shall be stated in such resolution or resolutions providing for the issue of such class or series of preferred stock as may be adopted from time to time by the Board of Directors prior to the issuance of any shares thereof. Pursuant to the Series A Amendment, the Company designated 10,000 shares of Series A 7% Convertible Voting Preferred Stock, which has a stated value of $400 per share, pays dividends at 7% per annum, is convertible into the Company’s common stock (together with accrued and unpaid dividends), at a holder’s option, at a conversion rate of $6.00 per share, and is neither redeemable nor callable. The designation provides that the Series A Preferred stockholders may vote their common stock equivalent voting power (i.e., the number of shares of common stock which the Series A Preferred stock shares convert into). The approval of the Series A Amendment was only to ratify the effect of certain prior transactions, and the Company has no current plans to issue Series A Preferred Stock at this time. Pursuant to the Series B Amendment, the Company designated 35,000 shares of Series B Convertible Preferred Stock. The Series B Convertible Preferred Stock has a face value of $1,000, and accrues a quarterly dividend (based on each calendar quarter), beginning on the first day of the first full month following the initial issuance date of the Series B Convertible Preferred Stock, equal to the average of the closing spot prices for West Texas Intermediate crude oil on each trading day during the immediately prior calendar quarter divided by ten, plus two (the “WTI Interest Rate”) multiplied by the face value (provided that the interest rate for the first quarter after issuance is 7% per annum). Until the end of the third calendar quarter following the initial issuance date (the “Accrual Period”), dividends accrue and are paid in additional shares of Series B Convertible Preferred Stock based on the face value of the Series B Convertible Preferred Stock (provided that any dividends representing less than the face value accrue until the next period (if they then total the face value of one share of Series B Convertible Preferred Stock) or the end of the Accrual Period when they are payable in cash). Any dividends not paid when due accrue interest at the rate of 12% per annum until paid in full. The Series B Convertible Preferred Stock has the right to participate in dividends and other non-stock distributions of the Company as if such Series B Convertible Preferred Stock had previously been converted into common stock. The Series B Convertible Preferred Stock contains a liquidation preference equal to its face value, which takes priority over the securities of the Company other than, the Series A Preferred Stock, amounts owed by the Company to Shadow Tree Capital Management, LLC, and other lenders under the Company’s senior credit facility, as well as any future debt used to refinance, repay or supplement the senior credit facility, capital leases, senior debt in place as of the original issuance date of the Series B Convertible Preferred Stock and any other securities which the Company may determine to provide first priority interests to in the event of a liquidation of the Company, provided that the Series B Convertible Preferred Stock shall always have a liquidation preference over the common stock. Each Series B Convertible Preferred Stock share is convertible, at any time, at the option of the holder, into 250 shares of common stock, and all accrued and unpaid dividends are convertible into common stock of the Company at the option of the holder at any time, at the rate of $4 per share. Each Series B Convertible Preferred Stock share votes together with the common stock on all shareholder matters, and not as a separate class, and has the right to vote 250 voting shares on all shareholder matters. The Series B Convertible Preferred Stock and any and all accrued and unpaid dividends thereon also automatically convert, upon the Company’s common stock (as adjusted for stock splits and similar events) closing at or above $7 per share for a period of at least thirty consecutive trading days, into shares of common stock in an amount equal to (i) the number of shares of Series B Convertible Preferred Stock held by each holder multiplied by the face value of the Series B Convertible Preferred Stock ($1,000 per share), plus (ii) any and all accrued dividends, divided by the conversion price ($4 per share). The Series B Convertible Preferred Stock contains no preemptive rights. The Series B Convertible Preferred Stock has no redemption rights, provided the Company is able, pursuant to the terms of the Series B Convertible Preferred Stock to negotiate, from time to time, mutually agreeable redemption terms with any or all of the Series B Convertible Preferred Stock holders (which terms and conditions need not be consistent from holder to holder). So long as any shares of Series B Convertible Preferred Stock are outstanding, the Company cannot, without first obtaining the approval of the holders of a majority in interest of the Series B Convertible Preferred Stock, voting together as a single class (a) effect an exchange, reclassification, or cancellation of all or a part of the Series B Convertible Preferred Stock (except in connection with a recapitalization which effects the conversion price of the Series B Convertible Preferred Stock and/or a combination in which the holders of the Series B Convertible Preferred Stock have the right to participate on an as-converted basis); (b) effect an exchange, or create a right of exchange, of all or part of the shares of another class of shares into shares of Series B Convertible Preferred Stock (except in connection with a recapitalization which effects the conversion price of the Series B Convertible Preferred Stock and/or a combination in which the holders of the Series B Convertible Preferred Stock have the right to participate on an as-converted basis); (c) alter or change the rights, preferences or privileges of the shares of Series B Convertible Preferred Stock so as to affect adversely the shares of such series; or (d) amend or waive any provision of the Company’s Articles of Incorporation or Bylaws relative to the Series B Convertible Preferred Stock so as to affect adversely the shares of Series B Convertible Preferred Stock. Automatic Conversion of Convertible Notes Sold As Part of Units In connection with the September 28, 2015, designation of our Series B Convertible Preferred Stock, all outstanding Convertible Promissory Notes sold in connection with our offering of “Units”, each consisting of (a) 25,000 shares of the Company’s restricted common stock; and (b) Convertible Promissory Notes with a face amount of $100,000, automatically converted into shares of Series B Convertible Preferred Stock as described below. The Convertible Notes were convertible into common stock of the Company at any time at the holder’s option at a conversion price of $4 per share, and were automatically convertible into shares of Series B Convertible Preferred Stock of the Company upon designation of such Series B Convertible Preferred Stock with the Secretary of State of Nevada which occurred on September 28, 2015. In connection with such automatic conversion, a total of $3 million in Convertible Notes held by our Chief Executive Officer and Chairman, Kent P. Watts, and a total of $50,000 in Convertible Notes held by David L. Gillespie automatically converted into an aggregate of 3,050 shares of our Series B Convertible Preferred Stock (with Mr. Watts receiving 3,000 shares and Mr. Gillespie receiving 50 shares). Typenex Co-Investment, LLC Convertible Note On October 19, 2015, and effective October 16, 2015, we The Typenex Note is due on April 19, 2016 and no interest accrues on the Typenex Note unless an event of default occurs thereunder. The note is convertible into common stock, as discussed below, only if an event of default under the note occurs and is not cured pursuant to the terms of the note. Following an event of default, the note accrues interest at the rate of 22% per annum (subject to applicable usury laws) until paid in full. We have the right to pre-pay the Typenex Convertible Note prior to maturity, provided that we pay $1,492,500 on or before 90 days after the date the note is issued; $1,611,250 after 90 days, but before 135 days, after the note is issued; and the full amount of the note, $1,730,000, between the date that is 135 days after the note is issued and maturity. The amounts owed under the Typenex Note were secured by a Stock Pledge Agreement (the “Pledge Agreement”) whereby CW Navigation, Inc., a Texas corporation, a significant shareholder of the Company, which is beneficially owned by Christopher Watts, the nephew of Kent P. Watts, our Chief Executive Officer and Chairman (“CW Navigation”), pledged two million one hundred thousand (2,100,000) shares of our common stock held by CW Navigation as security for our obligations under the Typenex Note and related documents. Pursuant to the Stock Pledge Agreement, in the event the value (determined based on the average closing trade price for our common stock) of the pledged shares, for the immediately preceding three trading days as of any applicable date of determination, declines below 1.5 times the then balance of the note (initially $2,595,000), at any time after November 1, 2015, it constitutes a default of the Typenex Note. From the date of funding until November 1, 2015 (and at any time thereafter at the request of Typenex), CW Navigation or its affiliates can pledge additional shares to bring the required value of the shares pledged above the minimum collateral value threshold or to over-collateralize the note. Subsequent to the closing, KW Navigation has pledged an additional one million (1,000,000) collateral shares to Typenex under the Pledge Agreement to bring the required value of the shares pledged above the required minimum collateral v |
Supplemental Oil and Gas Inform
Supplemental Oil and Gas Information (Unaudited) | 12 Months Ended |
Jul. 31, 2015 | |
Supplemental Oil And Gas Information (Unaudited) [Abstract] | |
Supplemental Oil and Gas Information (Unaudited) | Note 17 – Supplemental Oil and Gas Information (Unaudited) The following supplemental information regarding our oil and gas activities is presented pursuant to the disclosure requirements promulgated by the SEC and ASC 932, Extractive Activities —Oil and Gas, (ASC 932). Users of this information should be aware that the process of estimating quantities of “proved” and “proved developed” oil and natural gas reserves is very complex, requiring significant subjective decisions in the evaluation of all available geological, engineering and economic data for each reservoir. The data for a given reservoir may also change substantially over time as a result of numerous factors including, but not limited to, additional development activity, evolving production history and continual reassessment of the viability of production under varying economic conditions. As a result, revisions to existing reserve estimates may occur from time to time. Although every reasonable effort is made to ensure reserve estimates reported represent the most accurate assessments possible, the subjective decisions and variances in available data for various reservoirs make these estimates generally less precise than other estimates included in the financial statement disclosures. Proved reserves represent estimated quantities of natural gas and crude oil that geological and engineering data demonstrate, with reasonable certainty, to be recoverable in future years from known reservoirs under economic and operating conditions in effect when the estimates were made. Proved developed reserves are proved reserves expected to be recovered through wells and equipment in place and under operating methods used when the estimates were made. The oil price as of July 31, 2015 and 2014 is based on the 12-month un-weighted average of the first of the month prices of the NYMEX (Cushing, OK WTI) posted price which equates to $64.94 and $100.11 per barrel, respectively. The gas price as of July 31, 2015 and 2014 is based on the 12-month un-weighted average of the first of the month prices of the NYMEX (Cushing, OK WTI) spot price which equates to $3.25 and $4.10 per MMbtu, respectively. The base prices were adjusted for heating content, premiums and product differentials based on historical revenue statements. All prices are held constant in accordance with SEC guidelines. All proved reserves are located in the United States; specifically, primarily in on-shore and off-shore Texas. The following table illustrates our estimated net proved reserves, including changes, and proved developed reserves for the periods indicated, as estimated by third party reservoir engineers. Our proved reserves are located in the United States of America, our home country. Proved Reserves Oil Gas Total Balance – July 31, 2013 659,700 12,730,390 16,688,590 Revisions of previous estimates 422,261 4,477 2,538,043 Sale of reserves in place (17,750 ) (529,937 ) (636,437 ) Production (42,436 ) (173,569 ) (428,185 ) Balance – July 31, 2014 1,021,775 12,031,361 18,162,011 Revisions of previous estimates 1,051,419 6,285,180 12,593,693 Production (55,604 ) (152,981 ) (486,605 ) Balance – July 31, 2015 2,017,590 18,163,560 30,269,100 During the year ended July 31, 2015, the Company increased estimated reserves reported under the line items “Revisions of previous estimates” due to an increase in certain previously estimated reserves in the Galveston Bay, Texas properties. When we acquired Galveston Bay Energy LLC in 2011, the Company had over 100 well-bores that had been shut in and scheduled for potential plugging and abandonment. Since the date of the acquisition, our technical staff undertook a review of the old well logs and other technical data associated with such review to identify additional undeveloped oil reserves in these leases. All increases in proved undeveloped reserves are due to the re-evaluation of previously available technical data associated with such review. We have not obtained new technical data. We believe that the new interpretations and reevaluations better reflect the underlying technical data. Completion of successful wells in both the Fisher Reef and Red Fish Reef Field resulted in additional behind pipe and proved underdeveloped reserves for the year ended July 31, 2015. Proved Reserves as of July 31, 2015 Oil Gas Total Proved developed producing 357,760 2,077,760 4,224,320 Proved developed non-producing 488,570 7,745,820 10,677,240 Proved undeveloped 1,171,260 8,339,980 15,367,540 Total proved reserves 2,017,590 18,163,560 30,269,100 Proved Reserves as of July 31, 2014 Oil Gas Total Proved developed producing 200,981 969,940 2,175,826 Proved developed non-producing 212,320 4,813,192 6,087,112 Proved undeveloped 608,474 6,248,229 9,899,073 Total proved reserves 1,021,775 12,031,361 18,162,011 Proved developed producing and proved developed non-producing reserves increased from July 31, 2014 to July 31, 2015 as a result of changes in estimates, based on current information. The increase in proved undeveloped reserves was a result of an increase in certain previously estimated reserves in the Galveston Bay, Texas property. The reserves in the report have been estimated using deterministic methods. For wells classified as proved developed producing where sufficient production history existed, reserves were based on individual well performance evaluation and production decline curve extrapolation techniques. For undeveloped locations and wells that lacked sufficient production history, reserves were based on analogy to producing wells within the same area exhibiting similar geologic and reservoir characteristics, combined with volumetric methods. The volumetric estimates were based on geologic maps and rock and fluid properties derived from well logs, core data, pressure measurements, and fluid samples. Well spacing was determined from drainage patterns derived from a combination of performance-based recoveries and volumetric estimates for each area or field. Proved undeveloped locations were limited to areas of uniformly high quality reservoir properties, between existing commercial producers. Capitalized Costs Related to Oil and Gas Activities The following table illustrates the total amount of capitalized costs relating to oil and natural gas producing activities and the total amount of related accumulated depreciation, depletion and amortization. For the year ended July 31, 2015 2014 Unevaluated properties $ 2,260,912 $ 2,119,769 Evaluated properties 19,578,916 19,153,125 Less impairment (373,335 ) (373,335 ) 21,466,493 20,899,559 Less depreciation, depletion, and amortization (4,381,912 ) (3,491,420 ) Net capitalized cost $ 17,084,581 $ 17,408,139 Costs Incurred in Oil and Gas Activities Costs incurred in property acquisition, exploration and development activities for the year ended July 31, 2015 were as follows: Total Namibia USA Property acquisition Unproved $ 141,143 $ 141,143 $ - Proved - - - Exploration 38,762 - 38,762 Drilling and development costs 2,232,748 - 2,232,748 Changes in ARO (139,183 ) (139,183 ) Cost recovery (1,706,539 ) (1,706,539 ) Total costs incurred $ 566,931 $ 141,143 $ 425,788 Costs incurred in property acquisition, exploration, and development activities for the year ended July 31, 2014 were as follows: Total Namibia USA Property acquisition Unproved $ 821,665 $ 821,665 $ - Proved 13 - 13 Exploration 238,112 173,299 64,813 Drilling and development costs (6,334 ) - (6,334 ) Changes in ARO (105,015 ) - (105,015 ) Cost recovery (658,195 ) - (658,195 ) Total costs incurred $ 290,246 $ 994,964 $ (704,718 ) Costs Excluded Our excluded costs as of July 31, 2015 and 2014 relate to costs incurred in the concession acquired in Namibia, Africa. The concession provides for a multi-year exploration program as described in Note 3 – Oil and Gas Properties. The program provides that an initial well be drilled by September 2017. Accordingly, we anticipate including the excluded costs in the amortization base within the next four to five years. All costs that were excluded as of July 31, 2015 and 2014 were as follows, and were incurred during the respective years noted below. Costs Excluded by Year Incurred As of July 31, 2015 2014 Property acquisition $ 141,143 $ 821,665 Exploration - 173,299 Total $ 141,143 $ 994,964 Changes in Costs Excluded by Country Namibia USA Balance at July 31, 2013 $ 1,124,805 $ - Additional Cost Incurred 994,964 - Balance at July 31, 2014 2,119,769 - Additional Cost Incurred 141,143 - Balance at July 31, 2015 $ 2,260,912 $ - Standardized Measure of Discounted Future Net Cash Flows Relating to Proved Oil and Natural Gas Reserves The following Standardized Measure of Discounted Future Net Cash Flow information has been developed utilizing ASC 932, Extractive Activities —Oil and Gas, We believe that the following factors should be taken into account when reviewing the following information: ● future costs and selling prices will probably differ from those required to be used in these calculations; ● due to future market conditions and governmental regulations, actual rates of production in future years may vary significantly from the rate of production assumed in the calculations; ● a 10% discount rate may not be reasonable as a measure of the relative risk inherent in realizing future net oil and natural gas revenues; and ● future net revenues may be subject to different rates of income taxation. Under the Standardized Measure, the future cash inflows were estimated by applying the un-weighted 12-month average of the first day of the month cash price quotes, except for volumes subject to fixed price contracts, to the estimated future production of year-end proved reserves. Estimates of future income taxes are computed using current statutory income tax rates including consideration for estimated future statutory depletion and tax credits. The resulting net cash flows are reduced to present value amounts by applying a 10% discount factor. The reserve report, as prepared by an independent consulting petroleum engineer and incorporated by reference to Exhibit 99.1 to the Annual Report on Form 10-K to which these financial statements are included, filed for the year ended July 31, 2015, did not include all future plugging and abandonment costs. Therefore, the Company made adjustments for these costs in its computations of the Standardized Measure. All proved reserves are located in the United States of America. The Standardized Measure is as follows: For the year ended July 31, 2015 2014 Future cash inflows $ 206,774,120 $ 159,283,690 Future production costs (71,055,710 ) (54,437,098 ) Future development costs (56,321,551 ) (43,054,816 ) Future income tax expenses (27,788,901 ) (21,627,122 ) 51,607,958 40,164,654 10% annual discount for estimated timing of cash flows (22,718,796 ) (15,807,988 ) Future net cash flows at end of year $ 28,889,162 $ 24,356,666 Changes in Standardized Measure of Discounted Future Net Cash Flows Relating to Proved Oil and Natural Gas Reserves The following is a summary of the changes in the Standardized Measure of discounted future net cash flows for our proved oil and natural gas reserves during each of the years in the two year period ended July 31, 2015: 2015 2014 Standardized measure of discounted future net cash flows at beginning of year $ 24,356,666 $ 6,352,793 Net changes in prices and production costs (21,776,026 ) 20,980,014 Changes in estimated future development costs (7,426,468 ) (764,412 ) Sales of oil and gas produced, net of production costs 819,396 (151,783 ) Discoveries and extensions - - Purchases of minerals in place - - Sales of minerals in place - (2,228,023 ) Revisions of previous quantity estimates 31,608,990 8,885,117 Development costs incurred - - Change in income taxes (2,440,575 ) (9,694,393 ) Accretion of discount 3,747,179 977,353 Standardized measure of discounted future net cash flows at year end $ 28,889,162 $ 24,356,666 The following schedule includes only the revenues from the production and sale of gas, oil, condensate and NGLs. The income tax expense is calculated by applying the current statutory tax rates to the revenues after deducting costs, which include depletion, depreciation and amortization allowances, after giving effect to permanent differences. The results of operations exclude general office overhead and interest expense attributable to oil and gas activities. Results of Operations for Producing Activities For the year ended July 31, 2015 2014 Net revenues from production $ 3,941,541 $ 5,065,096 Expenses Lease operating expense 4,762,854 4,913,313 Accretion 993,579 1,043,928 Operating expenses 5,756,433 5,957,241 Depletion and amortization 890,491 873,942 Total expenses 6,646,924 6,831,183 Income before income tax (2,705,383 ) (1,766,087 ) Income tax expense - Results of operations $ (2,705,383 ) $ (1,766,087 ) Depletion and amortization rate per net equivalent Mcfe $ 1.83 $ 2.04 |
Description of Business and S24
Description of Business and Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Jul. 31, 2015 | |
Description of Business and Summary of Significant Accounting Policies [Abstract] | |
Description of business and basis of presentation | Description of business and basis of presentation We are a natural resource exploration and production company engaged in the exploration, acquisition, development, and production of oil and gas properties in the United States and onshore in Namibia, Africa. We were incorporated under the laws of the State of Nevada on April 12, 2005 under the name “Carlin Gold Corporation”. On July 19, 2005, we changed our name to “Nevada Gold Corp.” On October 18, 2005, we changed our name to “Gulf States Energy, Inc.” and increased our authorized capital from 100,000,000 shares of common stock to 500,000,000 shares of common stock, par value $0.001 per share. On September 5, 2006, we changed our name to “Strategic American Oil Corporation”. On April 4, 2012, we completed a one new share for twenty-five old share (1:25) reverse stock split and as a result our authorized capital decreased from 500,000,000 shares of common stock to 20,000,000 shares of common stock. Also, effective April 4, 2012, we changed our name to “Duma Energy Corp.” Effective May 16, 2012, we increased our authorized capital from 20,000,000 shares to 500,000,000 shares of common stock. Effective November 29, 2013, the Company increased the number of its authorized shares of common stock from 500,000,000 to 1,000,000,000 shares of common stock. Effective February 18, 2014, we changed our name from Duma Energy Corp. to Hydrocarb Energy Corp. Effective May 8, 2014, we effected a 1:3 reverse split of our authorized common stock and a corresponding 1:3 reverse split of our outstanding common stock. All share and per share amounts for all periods in this report have been retroactively restated to reflect the reverse split. Effective September 28, 2015, the Company filed a Certificate of Amendment to its Articles of Incorporation with the Secretary of State of Nevada, to (1) affect an amendment to the Company’s Articles of Incorporation to increase the number of authorized shares of the Company’s common stock to 1,000,000,000 shares; (2) affect an amendment to the Company’s Articles of Incorporation to authorize 100,000,000 shares of “blank check” preferred stock (the “Blank Check Preferred Amendment”); (3) designate 10,000 shares of Series A 7% Convertible Voting Preferred Stock (the “Series A Amendment”); and (4) designate 35,000 shares of Series B Convertible Preferred Stock (the “Series B Amendment”), each of which amendments were approved by the stockholders of the Company at the Annual Meeting of Shareholders of the Company held on September 28, 2015. Previously, effective on September 21, 2015, the Company filed a Certificate of Correction with the Secretary of State of Nevada, which cancelled and rescinded in its entirety, the previously filed Series A 7% Convertible Voting Preferred Stock designation filed by the Board of Directors without stockholder approval on December 2, 2013. Our common stock is quoted under the symbol “HECC” on the OTCQB Market. We own 100% of the issued and outstanding share capital of (i) Penasco Petroleum Inc., a Nevada corporation, (ii) Galveston Bay Energy, LLC, a Texas limited liability company, (iii) SPE Navigation I, LLC, a Nevada limited liability company, (iv) Namibia Exploration, Inc., a Nevada corporation, (v) Hydrocarb Corporation, a Nevada corporation, (vi) Hydrocarb Texas Corporation, a Texas corporation, and (vii) Hydrocarb Namibia Energy (Pty) Limited, a company chartered in the Republic of Namibia. In addition, we own 95% of the issued and outstanding share capital of Otaiba Hydrocarb LLC, a UAE limited liability corporation. As of July 31, 2015, we maintain developed and undeveloped acreage offshore in Texas. As of July 31, 2015, we were producing oil and gas from our working interest in four offshore fields in Galveston Bay, Texas. During September 2012, we acquired, through the acquisition of Namibia Exploration Inc., a 39% non-operated working interest in a concession located onshore in Namibia, Africa. During December 2013, with our acquisition of Hydrocarb Corporation, we acquired a 51% working interest in this onshore Namibia, Africa concession and now own a 90% working interest (100% cost responsibility) in the Namibia, Africa concession. |
Reclassifications | Reclassifications Certain prior year amounts have been reclassified to conform with the current presentation. |
Principles of consolidation | Principles of consolidation We own 100% of the issued and outstanding share capital of (i) Penasco Petroleum Inc. (“Penasco”), a Nevada corporation, (ii) Galveston Bay Energy, LLC (“GBE”), a Texas limited liability company, (iii) SPE Navigation I, LLC, a Nevada limited liability company (“SPE”), (iv) Namibia Exploration, Inc. (“NEI”), a Nevada corporation, (v) Hydrocarb Corporation, a Nevada corporation (“HCN”), (vi) Hydrocarb Texas Corporation, a Texas corporation, and (vii) Hydrocarb Namibia Energy (Pty) Limited (“Namibia”), a company chartered in the Republic of Namibia. In addition, we own 95% of the issued and outstanding share capital of Otaiba Hydrocarb LLC (“Otaiba”), a United Arab Emirates (UAE) limited liability corporation. The accompanying consolidated financial statements include the accounts of the entities noted above. All significant intercompany accounts and transactions have been eliminated in consolidation. The acquisition of HCN, an entity under common control, on December 9, 2013 (See Note 2 – HCN Acquisition) has resulted in a change in the reporting entity. The consolidated financial statements presented for the periods subsequent to the acquisition include the accounts of HCN and its subsidiaries. As the Company and HCN are under the common control of same shareholder group, the acquired assets and liabilities were recorded at the historical carrying value and the consolidated financial statements were retroactively restated to reflect the Company as if HCN had been owned since the beginning of the earliest period presented. |
Noncontrolling interests | Noncontrolling interests Our consolidated financial statements include the accounts of all subsidiaries where we hold a controlling financial interest. We have a controlling financial interest if we own a majority of the outstanding voting common stock and minority shareholders do not have substantive participating rights, we have significant control over an entity through contractual or economic interests in which we are the primary beneficiary or we have the power to direct the activities that most significantly impact the entity’s economic performance. The ownership interest in subsidiaries held by third parties are presented in the consolidated balance sheet within equity, but separate from the parent’s equity, as noncontrolling interest. All significant intercompany balances and transactions have been eliminated in consolidation. |
Use of estimates | Use of estimates The preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities, if any, at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the respective reporting periods. We base our estimates and judgments on historical experience and on various other assumptions and information that we believe to be reasonable under the circumstances. Estimates and assumptions about future events and their effects cannot be perceived with certainty and, accordingly, these estimates may change as new events occur, as more experience is acquired, as additional information is obtained and as our operating environment changes. Significant areas requiring management’s estimates and assumptions include the determination of the fair value of transactions involving stock-based compensation and financial instruments, estimates of the costs and timing of asset retirement obligations, and oil and natural gas proved reserve quantities. Oil and natural gas proved reserve quantities form the basis for the calculation of amortization of oil and natural gas properties and for asset impairment tests. Management emphasizes that reserve estimates are inherently imprecise and that estimates of more recent reserve discoveries are more imprecise than those for properties with long production histories. Actual results may differ from the estimates and assumptions used in the preparation of our consolidated financial statements. |
Cash and cash equivalents | Cash and cash equivalents Cash and cash equivalents are all highly liquid investments with an original maturity of three months or less at the time of purchase and are recorded at cost, which approximates fair value. Our functional currency is the United States dollars. Transactions denominated in foreign currencies are translated into their United States dollar equivalents using current exchange rates. Monetary assets and liabilities are translated using exchange rates that prevailed as of the balance sheet date. Non-monetary assets and liabilities are translated using exchange rates that prevailed as of the transaction date. Revenue, if applicable and expenses are translated using average exchange rates over the accounting period. We have had no revenue denominated in foreign currencies. Gains or losses resulting from foreign currency transactions are included in results of operations. |
Restricted cash | Restricted cash Restricted cash consists of two components. The first is certificates of deposit that have been posted as collateral for letters of credit supporting bonds guaranteeing remediation of our oil and gas properties in Texas and escrow funds deposited directly with regulatory authorities. As of July 31, 2015 and 2014, restricted cash totaled $6,771,781 and $6,877,944, respectively. The second component represents pass through funds for which the Company is the operator of a to-be drilled well. As of July 31, 2015 and 2014, this component totaled $5,716, 974 and $0, respectively. |
Receivables and allowance for doubtful accounts | Receivables and allowance for doubtful accounts Oil and gas revenues receivable are recorded at the invoiced amount and do not bear any interest. We regularly review collectability and establish or adjust an allowance for uncollectible amounts as necessary using the specific identification method. Account balances are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. Management has determined that a reserve for uncollectible amounts was not required in the periods presented. Accounts receivable – related party includes the oil and gas revenue receivable from our Barge Canal properties, which, up until September 1, 2013, were operated by a company owned by one of our former officers who was also a director, and joint interest billings receivable from two working interest partners who are related to our former Chief Financial Officer, the former Chief Executive Officer and the current Chief Executive Officer. This balance also includes an oil and gas receivable from Lifestream, LLC, a company owned by the brother of our current CEO. Other receivables consist of joint interest billings due to us from participants holding a working interest in oil and gas properties that we operate. We regularly review collectability and establish or adjust an allowance for uncollectible amounts as necessary using the specific identification method. Account balances are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. As of July 31, 2015 and 2014, we have reserved $78,242 and $70,742 respectively, for potentially uncollectable other receivables. |
Available for sale securities | Available for sale securities We invest in marketable equity securities which are classified as available for sale. The first in first out method is used to determine the cost basis of our equity securities sold. Available-for-sale securities are marked to market based on the fair values of the securities determined in accordance with ASC Section 820 (Fair Value Measurement), with the unrealized gains and losses, net of tax, reported as a component of accumulated other comprehensive income (loss). The Company does not own any marketable securities as of July 31, 2015 and July 31, 2014. |
Other current assets | Other current assets Other current assets consist primarily of prepaid insurance, prepaid interest expense, prepayments made towards properties not operated by us, and accrued interest on our deposits. |
Concentrations | Concentrations Our operations are concentrated in Texas and the majority of our operations are conducted offshore in Galveston Bay. We operate in the oil and gas exploration and production industry. If the oil and natural gas exploration and production industry as a whole were adversely affected, for example by weather, supply shortages, or other factors, we would also experience adverse effects. Because our properties are offshore, we are also vulnerable to adverse weather. For the year ended July 31, 2015, 88% of our revenue was attributable to one purchaser. At July 31, 2015, this same purchaser accounted for 74% of our accounts receivable. For the year ended July 31, 2014, 83% of our revenue was attributable to one purchaser. At July 31, 2014, this same purchaser accounted for 88% of our accounts receivable. We place cash with high quality financial institutions and at times may exceed the federally insured limits. We have not experienced a loss in such accounts nor do we expect any related losses in the near term. |
Oil and natural gas properties | Oil and natural gas properties We account for our oil and natural gas producing activities using the full cost method of accounting as prescribed by the United States Securities and Exchange Commission (SEC). Under this method, subject to a limitation based on estimated value, all costs incurred in the acquisition, exploration, and development of proved oil and natural gas properties, including internal costs directly associated with acquisition, exploration, and development activities, the costs of abandoned properties, dry holes, geophysical costs, and annual lease rentals are capitalized within a cost center. Costs of production and general and administrative corporate costs unrelated to acquisition, exploration, and development activities are expensed as incurred. Costs associated with unevaluated properties are capitalized as oil and natural gas properties but are excluded from the amortization base during the evaluation period. When we determine whether the property has proved recoverable reserves or not, or if there is an impairment, the costs are transferred into the amortization base and thereby become subject to amortization. We assess all items classified as unevaluated property on at least an annual basis for inclusion in the amortization base. We assess properties on an individual basis or as a group if properties are individually insignificant. The assessment includes consideration of the following factors, among others: intent to drill; remaining lease term; geological and geophysical evaluations; drilling results and activity; the assignment of proved reserves; and the economic viability of development if proved reserves are assigned. During any period in which these factors indicate that there would be impairment, or if proved reserves are assigned to a property, the cumulative costs incurred to date for such property are transferred to the amortizable base and are then subject to amortization. Capitalized costs included in the amortization base are depleted using the unit of production method based on proved reserves. Depletion is calculated using the capitalized costs included in the amortization base, including estimated asset retirement costs, plus the estimated future expenditures to be incurred in developing proved reserves, net of estimated salvage values. Sales or other dispositions of oil and natural gas properties are accounted for as adjustments to capitalized costs, with no gain or loss recorded unless the ratio of cost to proved reserves would significantly change. |
Impairment | Impairment The net book value of all capitalized oil and natural gas properties within a cost center, less related deferred income taxes, is subject to a full cost ceiling limitation which is calculated quarterly. Under the ceiling limitation, costs may not exceed an aggregate of the present value of future net revenues attributable to proved oil and natural gas reserves discounted at 10 percent using current prices, plus the lower of cost or market value of unproved properties included in the amortization base, plus the cost of unevaluated properties, less any associated tax effects. Any excess of the net book value, less related deferred tax benefits, over the ceiling is written off as expense. Impairment expense recorded in one period may not be reversed in a subsequent period even though higher oil and gas prices may have increased the ceiling applicable to the subsequent period. As of July 31, 2015 and July 31, 2014, the net book value of oil and gas properties did not exceed the ceiling amount and thus, no impairment of the properties was required. |
Asset retirement obligation | Asset retirement obligation We record the fair value of an asset retirement cost, and corresponding liability as part of the cost of the related long-lived asset and the cost is subsequently allocated to expense using a systematic and rational method. We record an asset retirement obligation to reflect our legal obligations related to future plugging and abandonment of our oil and natural gas wells and gathering systems. We estimate the expected cash flow associated with the obligation and discount the amount using a credit-adjusted, risk-free interest rate. At least annually, we reassess the obligation to determine whether a change in the estimated obligation is necessary. We evaluate whether there are indicators that suggest the estimated cash flows underlying the obligation have materially changed. Should those indicators suggest the estimated obligation may have materially changed on an interim basis (quarterly), we will update our assessment accordingly. Additional retirement obligations increase the liability associated with new oil and natural gas wells and gathering systems as these obligations are incurred. |
Other assets | Other assets Other assets at July 31, 2015 and 2014 consisted primarily of prepaid land use fees, which are payments that cover multiple years (typically ten years) rental for easements and surface leases. These are paid as they come due on an ongoing basis and amortized over the rental period. In addition, other assets also include a domain name for $30,267, which is an intangible asset with an indefinite life due to the fact that it is renewable annually for nominal cost. We evaluate intangible assets with an indefinite life for possible impairment at least annually by comparing the fair value of the asset with its carrying value. In addition, other assets also consisted of debt issuance cost which associated with legal fees and financing expenses for issuing new promissory notes. Debt issuance costs are amortized over the life of the notes. |
Property and equipment, other than oil and gas | Property and equipment, other than oil and gas Property and equipment are stated at cost, less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the related asset, generally three to five years. Fully depreciated assets are retained in property and accumulated depreciation accounts until they are removed from service. We perform ongoing evaluations of the estimated useful lives of the property and equipment for depreciation purposes. Maintenance and repairs are expensed as incurred. |
Impairment of long-lived assets | Impairment of long-lived assets We periodically review our long-lived assets, other than oil and gas property, for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be fully recoverable. We recognize an impairment loss when the sum of expected undiscounted future cash flows is less than the carrying amount of the asset. The amount of impairment is measured as the difference between the asset’s estimated fair value and its book value. We recorded no impairment on our non-oil and gas long-lived assets during the years ended July 31, 2015 and 2014, respectively. |
Advances | Advances Advances consist of prepayments received from working interest partners pertaining to their share of the costs of drilling oil and gas wells. Partners are billed in advance for the estimated cost to drill a well and as the work proceeds, the prepayment is applied against their share of the actual drilling cost. As of July 31, 2015 and 2014, advances totaled $5,919,932 and $195,904, respectively. The amount as of July 31, 2015, includes $5,716,974 for a to-be drilled well that the Company is the Operator only. The Company owns no working interest in this well. |
Revenue recognition | Revenue recognition We recognize revenue when persuasive evidence of an arrangement exists, services have been rendered, the sales price is fixed or determinable, and collectability is reasonably assured. We follow the “sales method” of accounting for oil and natural gas revenue, so we recognize revenue on all natural gas or crude oil sold to purchasers, regardless of whether the sales are proportionate to our ownership in the property. Actual sales of gas are based on sales, net of the associated volume charges for processing fees and for costs associated with delivery, transportation, marketing, and royalties in accordance with industry standards. Operating costs and taxes are recognized in the same period in which revenue is earned. Severance and ad valorem taxes are reflected as a component of lease operating expense. |
Income taxes | Income taxes We account for income taxes using the asset and liability method. Under this method, deferred income tax assets and liabilities are determined based on differences between the financial reporting and tax basis of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to be recovered or settled. Deferred tax assets are reduced by a valuation allowance if, based on the weight of available evidence, it is more likely than not that some portion or all of the deferred tax assets will not be realized. |
Fair value | Fair value Accounting standards regarding fair value of financial instruments define fair value, establish a three-level hierarchy which prioritizes and defines the types of inputs used to measure fair value, and establish disclosure requirements for assets and liabilities presented at fair value on the consolidated balance sheets. Fair value is the amount that would be received from the sale of an asset or paid for the transfer of a liability in an orderly transaction between market participants. A liability is quantified at the price it would take to transfer the liability to a new obligor, not at the amount that would be paid to settle the liability with the creditor. The three-level hierarchy is as follows: Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. The Company considers active markets as those in which transactions for the assets or liabilities occur in sufficient frequency and volume to provide pricing information on an ongoing basis. Level 2: Pricing inputs other than quoted market prices included in Level 1 that are based on observable market data and are directly or indirectly observable for substantially the full term of the asset or liability. These include quoted market prices for similar assets or liabilities, quoted market prices for identical or similar assets in markets that are not active, adjusted quoted market prices, inputs from observable data such as interest rate and yield curves, volatilities or default rates observable at commonly quoted intervals, or inputs derived from observable market data by correlation or other means. Level 3: Pricing inputs that are unobservable or less observable from objective sources. Unobservable inputs should only be used to the extent observable inputs are not available. These inputs maintain the concept of an exit price from the perspective of a market participant and should reflect assumptions of other market participants. An entity should consider all market participant assumptions that are available without unreasonable cost and effort. These are given the lowest priority and are generally used in internally developed methodologies to generate management's best estimate of the fair value when no observable market data is available. Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. We have determined that certain warrants and convertible notes outstanding during the period covered by these financial statements qualify as derivative financial instruments under the provisions of FASB ASC Topic No. 815-40, “ Derivatives and Hedging – Contracts in an Entity’s Own Stock. The fair value of these instruments was determined using a lattice model with any change in fair value during the period recorded in earnings as “Loss on derivatives.” Significant inputs used to calculate the fair value of the warrants include expected volatility, risk-free interest rate and management’s assumptions regarding the likelihood of a future repricing of these warrants pursuant to the down-round provision. We had derivative liability of $2,001,134 and $0 that was accounted for at fair value on a recurring basis as of July 31, 2015 and July 31, 2014. The carrying amounts reported in the balance sheet for cash, accounts receivable, accounts receivable – related party, accounts payable and accrued expenses, and notes payable approximate their fair market value based on the short-term maturity of these instruments. |
Stock-based compensation | Stock-based compensation ASC 718, “Compensation-Stock Compensation” requires recognition in the financial statements of the cost of employee services received in exchange for an award of equity instruments over the period the employee is required to perform the services in exchange for the award (presumptively the vesting period). We measure the cost of employee services received in exchange for an award based on the grant-date fair value of the award. We account for non-employee share-based awards based upon ASC 505-50, “Equity-Based Payments to Non-Employees.” ASC 505-50 requires the costs of goods and services received in exchange for an award of equity instruments to be recognized using the fair value of the goods and services or the fair value of the equity award, whichever is more reliably measurable. The fair value of the equity award is determined on the measurement date, which is the earlier of the date that a performance commitment is reached or the date that performance is complete. Generally, our awards do not entail performance commitments. When an award vests over time such that performance occurs over multiple reporting periods, we estimate the fair value of the award as of the end of each reporting period and recognize an appropriate portion of the cost based on the fair value on that date. When the award vests, we adjust the cost previously recognized so that the cost ultimately recognized is equivalent to the fair value on the vesting date, which is presumed to be the date performance is complete. We recognize the cost associated with share-based awards that have a graded vesting schedule on a straight-line basis over the requisite service period of the entire award. |
Stock Split | Stock Split On May 8, 2014, we affected a 1-for-3 reverse stock split. All share and per share amounts have been retroactively restated to reflect the reverse split. This presentation is consistent with the guidance in ASC 260-10-55-12, Earnings Per Share |
Earnings per share | Earnings per share We compute basic earnings per share using the weighted average number of shares of common stock outstanding during each period. Diluted earnings per share includes the dilutive effects of common stock equivalents on an “as if converted” basis. For the years ended July 31, 2015 and 2014, potential dilutive securities had an anti-dilutive effect and were not included in the calculation of diluted net loss per common share. |
Contingencies | Contingencies Legal We are subject to legal proceedings, claims and liabilities which arise in the ordinary course of business. We accrue for losses associated with legal claims when such losses are probable and can be reasonably estimated. These accruals are adjusted as additional information becomes available or circumstances change. Legal fees are charged to expense as they are incurred. See Note 13 - Commitments and Contingencies for more information on legal proceedings. Environmental We accrue for losses associated with environmental remediation obligations when such losses are probable and can be reasonably estimated. These accruals are adjusted as additional information becomes available or circumstances change. Costs of future expenditures for environmental remediation obligations are not discounted to their present value. Recoveries of environmental remediation costs from other parties are recorded at their undiscounted value as assets when their receipt is deemed probable. |
Accumulated Other Comprehensive Income (Loss), net of tax | Accumulated Other Comprehensive Income (Loss), net of tax We follow the provisions of ASC 220, “Comprehensive Income”, which establishes standards for reporting comprehensive income. In addition to net loss, comprehensive loss includes all changes to equity during a period, except those resulting from investments and distributions to the owners of the Company. |
Recent accounting pronouncements | Recent accounting pronouncements In August 2014, the FASB issued Accounting Standard Update No. 2014-15 (“ASU No. 2014-15”), Presentation of Financial Statements Going Concern (Subtopic 205-40) which requires management to assess an entity's ability to continue as a going concern by incorporating and expanding upon certain principles that are currently in U.S. auditing standards. Specifically, ASU 2014-15 provides a definition of the term substantial doubt and requires an assessment for a period of one year after the date that the financial statements are issued (or available to be issued). It also requires certain disclosures when substantial doubt is alleviated as a result of consideration of management's plans and requires an express statement and other disclosures when substantial doubt is not alleviated. ASU No. 2014-15 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2016, early application is permitted. We are currently evaluating the accounting implication and do not believe the adoption of ASU 2014-15 to have a material impact on our consolidated financial statements, although there may be additional disclosures upon adoption. Other recently issued or adopted accounting pronouncements are not expected to have, or did not have, a material impact on our financial position or results from operations. |
HCN Acquisition (Tables)
HCN Acquisition (Tables) | 12 Months Ended |
Jul. 31, 2015 | |
HCN Acquisition [Abstract] | |
Summary of Pro Forma Information | Summary of the accounting entry to record this acquisition in December 2013 is as follows. Assets acquired $ 1,529,246 Liabilities assumed (161,599 ) Noncontrolling interest in 95% owned HCN subsidiary 30,480 $ 1,398,127 Common stock, at par 8,397 Receivable for common stock (2,484,879 ) Additional paid-in capital 3,874,609 $ 1,398,127 |
Condensed Balance Sheet | The following table shows the impact of the error to the Consolidated Balance Sheet and the Consolidated Statement of Operations and Comprehensive Loss: Hydrocarb Energy Corp. Consolidated Balance Sheets As of July 31, 2014 As Previously Reported Adjustment July 31, 2014 ASSETS Stockholders' Deficit: Series A 7% Convertible Preferred Stock, 10,000 shares authorized $400 par, 8,188 shares issued and outstanding as of July 31, 2014 3,275,200 (3,275,200 ) - Additional paid-in capital 78,953,599 3,275,200 82,228,799 Total stockholders' equity 9,958,651 9,958,651 Noncontrolling interests (34,535 ) (34,535 ) Total equity 9,924,116 9,924,116 TOTAL LIABILITIES AND EQUITY $ 25,732,155 $ 25,732,155 |
Consolidated Statements of Operations and Comprehensive Loss | Hydrocarb Energy Corp. Consolidated Statements of Operations and Comprehensive Loss For the year ended July 31, 2014 As Previously Reported Adjustment July 31, 2014 Net loss attributable to Hydrocarb Corporation (6,549,322 ) (6,549,322 ) Dividend on preferred stock (34,254 ) 34,254 - Deemed dividend on preferred stock (150,548 ) 150,548 - Accretion dividend-Beneficial Cash Feature on preferred stock (949,808 ) 949,808 - Net loss attributable to Hydrocarb Energy Corp. after dividends $ (7,683,932 ) $ 1,134,610 $ (6,549,322 ) |
Oil and Gas Properties (Tables)
Oil and Gas Properties (Tables) | 12 Months Ended |
Jul. 31, 2015 | |
Oil and Gas Properties [Abstract] | |
Schedule of Oil and Natural Gas Properties | Oil and natural gas properties consisted of the following: For the year ended July 31, 2015 2014 Evaluated Properties Costs subject to depletion $ 19,578,916 $ 19,153,125 Accumulated impairment (373,335 ) (373,335 ) Accumulated depletion (4,381,912 ) (3,491,420 ) Total evaluated properties 14,823,669 15,288,370 Unevaluated properties 2,260,912 2,119,769 Net oil and gas properties $ 17,084,581 $ 17,408,139 |
Asset Retirement Obligation (Ta
Asset Retirement Obligation (Tables) | 12 Months Ended |
Jul. 31, 2015 | |
Asset Retirement Obligation [Abstract] | |
Reconciliation of Asset Retirement Obligation | The following is a reconciliation of our asset retirement obligation (ARO) liability as of July 31, 2015 and 2014, respectively. 2015 2014 Reconciliation of asset retirement obligation balance: Liability for asset retirement obligation, beginning of period $ 11,716,230 $ 10,933,398 Asset retirement obligations sold - (33,195 ) Accretion 993,579 1,043,928 Revisions in estimated cash flows (1,845,967 ) (104,237 ) Costs incurred (40,984 ) (123,664 ) Liability for asset retirement obligation, end of period $ 10,822,858 $ 11,716,230 Current portion of asset retirement obligation $ 25,000 $ 1,133,690 Noncurrent portion of asset retirement obligation 10,797,858 10,582,540 Total liability for asset retirement obligation $ 10,822,858 $ 11,716,230 |
Estimated Timing of asset retirement obligation payments | Estimated Timing of asset retirement obligation payments: Fiscal Year Pipelines Easements Wellbores Facilities Total 2016 $ - $ - $ 25,000 $ - $ 25,000 2017 291,951 11,923 1,643,516 - 1,947,390 2018 59,148 67,153 589,306 628,874 1,344,481 2019 56,548 11,507 586,373 - 654,428 2020 - 48,931 52,786 149,040 250,757 2021 to 2025 1,097,520 159,885 2,396,106 571,250 4,224,761 2026 to 2030 218,805 112,757 1,109,154 - 1,440,716 2031 to 2035 43,170 115,475 132,673 602,140 893,458 Thereafter - 41,867 - - 41,867 Total $ 1,767,142 $ 569,498 $ 6,534,914 $ 1,951,304 $ 10,822,858 |
Derivative Liabilities (Tables)
Derivative Liabilities (Tables) | 12 Months Ended |
Jul. 31, 2015 | |
Derivative Liabilities [Abstract] | |
Schedule of Assets and Liabilities Measured at Fair Value on a Recurring Basis | The following table sets forth, by level within the fair value hierarchy, the Company's financial assets and liabilities that were accounted for at fair value on a recurring basis as of July 31, 2015: July 31, 2015 Description (Level 1) (Level 2) (Level 3) Total Carrying Value Convertible Notes $ $ - $ 1,213,235 $ 1,213,235 Typenex Co-Warrants $ - $ - $ 252,854 $ 252,854 Tainted Conversion Notes (Note 7) $ 526,323 526,323 Tainted Warrants (Note 7) $ $ - $ 8,722 $ 8,722 Total $ - $ - $ 2,001,134 $ 2,001,134 |
Embedded Derivative Instruments [Member] | |
Derivative [Line Items] | |
Summary of Fair Values for Embedded Derivative Instruments and Warrant Derivatives Using Lattice Valuation Model | The Company determined the fair values of the embedded convertible notes derivatives and tainted convertible notes using the lattice valuation model with the following assumptions: Initial July 31, 2015 Common stock issuable 1,815,358 2,317,057 Market value of common stock on measurement date (1) $ 0.91 – 1.24 $ 1.25 Adjusted exercise price $ 0.52 – 4.00 $ 0.28-$4.00 Risk free interest rate (2) 0.06% - 0.25 % 0.06%-1.00 % Instrument lives in years 0.17 – 1.00 0.17 – 0.43 Expected volatility (3) 91%-137 % 90%-119 % Expected dividend yields (4) None None (1) The market value of common stock is the stock price at the close of trading on the date of issuance or at period-end, as applicable. (2) The risk-free interest rate was determined by management using between the 0.17 and 3 - year Treasury Bill as of the respective offering or measurement date. (3) The historical trading volatility was determined by the Company’s trading history. (4) Management determined the dividend yield to be -0-% based upon its expectation that it will not pay dividends for the foreseeable future. |
Summary of Activity of Derivative Instruments | Activity for embedded derivative instruments during the year ended July 31, 2015 was as follows: Balance at July 31, 2014 Initial Valuation of Embedded Derivative Instruments Issued During the Period Increase (Decrease) in Fair Value of Derivative Liabilities Fair Value of Derivative Liabilities on Repayment of Debt Balance at July 31, 2015 LG Capital $ - $ 80,433 $ 270,947 $ (351,380 ) $ - Adar Bays, LLC - 109,170 242,210 (351,380 ) - JSJ Investments, Inc. - 110,825 122,322 (233,147 ) - Typenex Co-Investment - 66,720 1,145,968 - 1,212,688 Duma Holdings - 1,154 (607 ) - 546 Embedded Convertible Note-Subtotal $ - $ 368,302 $ 1,780,841 $ (935,907 ) $ 1,213,235 Tainted Kent P. Watts $ - $ 217,373 $ 102,587 $ - $ 319,960 Tainted Christian Smith & Jewell - 57,910 109,167 - 167,077 Tainted David L. Gillespie - 4,948 8 - 4,956 Tainted Brian Kenny - 34,330 - - 34,330 Tainted Note - Subtotal $ - $ 314,561 $ 211,762 $ - $ 526,323 Note Derivatives - Total $ - $ 682,863 $ 1,992,602 $ (935,907 ) $ 1,739,558 |
Warrants [Member] | |
Derivative [Line Items] | |
Summary of Fair Values for Embedded Derivative Instruments and Warrant Derivatives Using Lattice Valuation Model | The Company determined the fair values of the warrant derivatives using the lattice valuation model with the following assumptions: Initial July 31, 2015 Common stock issuable 705,556 979,167 Market value of common stock on measurement date (1) $ 0.92-1.07 $ 1.25 Adjusted exercise price $ 2.25-7.50 $ 0.28-7.50 Risk free interest rate (3) 0.25-1.57 % 0.14-1.41 % Instrument lives in years 1.00-5.00 0.55-4.60 Expected volatility 112 % 112-118 % Expected dividend yields (4) None None (1) The market value of common stock is the stock price at the close of trading on the date of issuance or at period-end, as applicable. (2) Upon the issuance of the Vis Vires convertible note on March 31, 2015, it was assumed that the anti-dilution provision was triggered as the note conversion price of $0.28 was below the then-current warrant exercise price of $2.25. The adjusted exercise price was lowered to the note conversion price. (3) The risk-free interest rate was determined by management using between 0.14 and 5 - year Treasury Bill as of the respective offering or measurement date. (4) Management determined the dividend yield to be -0-% based upon its expectation that it will not pay dividends for the foreseeable future. |
Summary of Activity of Derivative Instruments | Activity for derivative warrant instruments during the year ended July 31, 2015 was as follows: Balance at July 31, 2014 Initial Valuation Increase (Decrease) in Fair Value of Derivative Liabilities Balance at July 31, 2015 Tainted Warrant-Geoserve (Note 7) - 17,541 (8,819 ) 8,722 Typenex Co-Warrants $ - $ 91,925 $ 160,929 $ 252,854 $ - $ 109,466 $ 152,110 $ 261,576 |
Capital Stock (Tables)
Capital Stock (Tables) | 12 Months Ended |
Jul. 31, 2015 | |
Capital Stock [Abstract] | |
Schedule Of Information For Stock Options Granted To Nonemployees Under Stock Incentive Plans | The following table provides information about options granted to non-employees under our stock incentive plans during the years ended as follows: As of July 31, 2015 2014 Number of options granted 25,000 - Compensation expense recognized $ 112,500 $ 887,544 Weighted average exercise price of options granted $ 4.50 $ - |
Assumptions Used to Estimate Fair Value of Stock Option Awards | The following table details the significant assumptions used to compute the fair market values of stock options granted or revalued during the years ended as follows: As of July 31, 2015 2014 Risk-free interest rate - - 1.64 % - - - Dividend yield - - 0 % - - 0 % Volatility factor - - 443.47 % - - - Expected life (in years) - - 5.00 - - - |
Summary Information Regarding Stock Options Issued and Outstanding | Summary information regarding stock options issued and outstanding as follows: Options Weighted average share price Aggregate intrinsic value Weighted average remaining contractual life (in years) Outstanding at July 31, 2013 $ 512,000 $ 6.81 - 7.98 Granted - - Exercised - - Expired or forfeited (246,667 ) 7.50 Outstanding at July 31, 2014 $ 265,333 $ 6.81 - 7.95 Granted 25,000 4.50 - 5.00 Exercised - - - - Expired or forfeited (92,000 ) 6.85 - - Outstanding at July 31, 2015 $ 198,333 $ 6.52 $ - 4.06 Exercisable at July 31, 2015 $ 198,333 $ 6.52 - 4.06 |
Warrant Activity | Summary information regarding common stock warrants issued and outstanding as of July 31, 2015, is as follows: Warrants Weighted average share price Aggregate intrinsic value Weighted average remaining contractual life (in years) Outstanding at year ended July 31, 2013 1,236,959 $ 7.50 $ - 1.87 Granted - - - - Exercised - - - - Expired (152,375 ) 7.50 - - Outstanding at year ended July 31, 2014 1,084,584 7.50 - 1.04 Granted 311,632 0.28 302,283 4.60 Exercised - - - - Expired (417,917 ) 7.50 - - Outstanding at year ended July 31, 2015 978,299 $ 5.20 $ 302,283 1.84 |
Schedule of Warrants Outstanding and Exercisable | Warrants outstanding and exercisable as of July 31, 2015: Exercise Price Outstanding Number of Shares Remaining Life Exercisable Number of Shares $ 0.28 311,632 5 years or less 311,632 $ 7.50 666,667 1 year or less 666,667 978,299 978,299 Warrants outstanding and exercisable as of July 31, 2014: Exercise Price Outstanding Number of Shares Remaining Life Exercisable Number of Shares $ 7.50 666,667 2 years or less 666,667 $ 7.50 349,117 1 year or less 349,117 $ 7.50 68,800 1 year or less 68,800 1,084,584 1,084,584 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 12 Months Ended |
Jul. 31, 2015 | |
Related Party Transactions [Abstract] | |
Schedule of Revenues and Costs from Facility Controlled by Related Party | Revenues generated, lease operating costs, and contractual overhead charges incurred during the time Carter was a related party were as follows: Year ended 2015 2014 Revenues $ $ 39,274 Lease operating costs $ $ 23,259 Overhead costs incurred $ $ 4,687 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Jul. 31, 2015 | |
Income Taxes [Abstract] | |
Reconciliation of Income Tax Provision at the Statutory Rate | The reconciliation of our income tax provision at the statutory rate to the reported income tax expense is as follows: As of and For the Year ended July 31, 2015 2014 U.S. statutory federal rate 35.00 % 35 00 % State income tax rate 0.58 % 0.58 % Equity-based compensation (0.32 )% (5.16 )% Loss on derivatives (3.43 )% - % Other 1.95 % (6.64 )% Net operating loss (33.78 )% (23.70 )% Effective statutory rate 0.00 % 0.08 % |
Summary of Deferred Tax Assets | Components of deferred tax assets as of July 31, 2015 and 2014 are as follows: As of and For the Year ended July 31. 2015 2014 Stock based compensation $ 40,022 $ 338,078 Property, including depreciable property (3,159,840 ) (3,122,873 ) Asset retirement obligation 3,850,232 4,168,049 Net operating loss carry-forward 9,787,622 5,596,732 Other (277,393 ) 20,860 10,240,643 7,000,846 Valuation allowance for deferred tax assets (10,240,643 ) (7,000,846 ) Total deferred tax assets $ - $ - |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Jul. 31, 2015 | |
Commitments and Contingencies [Abstract] | |
Schedule of Prepaid Balances | The following table reflects the prepaid balances as follows: July 31, 2015 2014 Prepaid letter of credit fees $ 99,300 $ 101,251 Amortization - (8,488 ) Net prepaid letter of credit fees $ 99,300 $ 92,763 |
Additional Financial Statemen33
Additional Financial Statement Information (Tables) | 12 Months Ended |
Jul. 31, 2015 | |
Additional Financial Statement Information [Abstract] | |
Schedule of Other Current Assets | Other current assets consisted of the following: As of July 31, 2015 2014 Prepaid letter of credit fees $ 99,300 $ 92,763 Prepaid insurance 314,889 287,743 Other prepaid expenses 1,266 63,143 Employee advance 80,000 - Prepaid expense 30,601 - Accrued interest income - 2,671 Other current assets $ 526,056 $ 446,320 |
Schedule of Property and Equipment | Property and equipment consisted of the following: As of July 31, 2015 2014 Furniture and fixtures 5 years $ 24,085 $ 24,085 Marine vessels 5 years 109,742 109,742 Vehicles 5 years 40,496 40,496 Computer equipment and software 2 years 125,271 126,143 Leasehold improvements 2 years 2,087 2,087 Total property and equipment 301,681 302,553 Less accumulated depreciation (190,971 ) (135,590 ) Net book value $ 110,710 $ 166,963 Depreciation expense $ 54,716 $ 36,894 |
Schedule of Accounts Payables and Accrued Expenses | Accounts payable and accrued expenses consisted of the following: As of July 31, 2015 2014 Trade payables $ 3,321,118 $ 2,567,324 Accrued payroll 55,328 43,578 Accrued interest and fees 204,585 37,853 Revenue payable 4,449 5,790 Local taxes and royalty payable 117,753 111,699 Federal and state income taxes payable 29,431 29,431 Total accounts payable and accrued expenses $ 3,732,664 $ 2,795,675 |
Supplemental Oil and Gas Info34
Supplemental Oil and Gas Information (Unaudited) (Tables) | 12 Months Ended |
Jul. 31, 2015 | |
Supplemental Oil And Gas Information (Unaudited) [Abstract] | |
Schedule of Net Proved Reserves | The following table illustrates our estimated net proved reserves, including changes, and proved developed reserves for the periods indicated, as estimated by third party reservoir engineers. Our proved reserves are located in the United States of America, our home country. Proved Reserves Oil Gas Total Balance – July 31, 2013 659,700 12,730,390 16,688,590 Revisions of previous estimates 422,261 4,477 2,538,043 Sale of reserves in place (17,750 ) (529,937 ) (636,437 ) Production (42,436 ) (173,569 ) (428,185 ) Balance – July 31, 2014 1,021,775 12,031,361 18,162,011 Revisions of previous estimates 1,051,419 6,285,180 12,593,693 Production (55,604 ) (152,981 ) (486,605 ) Balance – July 31, 2015 2,017,590 18,163,560 30,269,100 Completion of successful wells in both the Fisher Reef and Red Fish Reef Field resulted in additional behind pipe and proved underdeveloped reserves for the year ended July 31, 2015. Proved Reserves as of July 31, 2015 Oil Gas Total Proved developed producing 357,760 2,077,760 4,224,320 Proved developed non-producing 488,570 7,745,820 10,677,240 Proved undeveloped 1,171,260 8,339,980 15,367,540 Total proved reserves 2,017,590 18,163,560 30,269,100 Proved Reserves as of July 31, 2014 Oil Gas Total Proved developed producing 200,981 969,940 2,175,826 Proved developed non-producing 212,320 4,813,192 6,087,112 Proved undeveloped 608,474 6,248,229 9,899,073 Total proved reserves 1,021,775 12,031,361 18,162,011 |
Schedule of Capitalized Costs | The following table illustrates the total amount of capitalized costs relating to oil and natural gas producing activities and the total amount of related accumulated depreciation, depletion and amortization. For the year ended July 31, 2015 2014 Unevaluated properties $ 2,260,912 $ 2,119,769 Evaluated properties 19,578,916 19,153,125 Less impairment (373,335 ) (373,335 ) 21,466,493 20,899,559 Less depreciation, depletion, and amortization (4,381,912 ) (3,491,420 ) Net capitalized cost $ 17,084,581 $ 17,408,139 |
Schedule of Costs Incurred | Costs incurred in property acquisition, exploration and development activities for the year ended July 31, 2015 were as follows: Total Namibia USA Property acquisition Unproved $ 141,143 $ 141,143 $ - Proved - - - Exploration 38,762 - 38,762 Drilling and development costs 2,232,748 - 2,232,748 Changes in ARO (139,183 ) (139,183 ) Cost recovery (1,706,539 ) (1,706,539 ) Total costs incurred $ 566,931 $ 141,143 $ 425,788 Costs incurred in property acquisition, exploration, and development activities for the year ended July 31, 2014 were as follows: Total Namibia USA Property acquisition Unproved $ 821,665 $ 821,665 $ - Proved 13 - 13 Exploration 238,112 173,299 64,813 Drilling and development costs (6,334 ) - (6,334 ) Changes in ARO (105,015 ) - (105,015 ) Cost recovery (658,195 ) - (658,195 ) Total costs incurred $ 290,246 $ 994,964 $ (704,718 ) |
Schedule of Costs Excluded by Year | Costs Excluded by Year Incurred As of July 31, 2015 2014 Property acquisition $ 141,143 $ 821,665 Exploration - 173,299 Total $ 141,143 $ 994,964 |
Schedule of Costs Excluded by Country | Changes in Costs Excluded by Country Namibia USA Balance at July 31, 2013 $ 1,124,805 $ - Additional Cost Incurred 994,964 - Balance at July 31, 2014 2,119,769 - Additional Cost Incurred 141,143 - Balance at July 31, 2015 $ 2,260,912 $ - |
Schedule of Standardized Measure | The Standardized Measure is as follows: For the year ended July 31, 2015 2014 Future cash inflows $ 206,774,120 $ 159,283,690 Future production costs (71,055,710 ) (54,437,098 ) Future development costs (56,321,551 ) (43,054,816 ) Future income tax expenses (27,788,901 ) (21,627,122 ) 51,607,958 40,164,654 10% annual discount for estimated timing of cash flows (22,718,796 ) (15,807,988 ) Future net cash flows at end of year $ 28,889,162 $ 24,356,666 |
Schedule of Changes in Standardized Measure | The following is a summary of the changes in the Standardized Measure of discounted future net cash flows for our proved oil and natural gas reserves during each of the years in the two year period ended July 31, 2015: 2015 2014 Standardized measure of discounted future net cash flows at beginning of year $ 24,356,666 $ 6,352,793 Net changes in prices and production costs (21,776,026 ) 20,980,014 Changes in estimated future development costs (7,426,468 ) (764,412 ) Sales of oil and gas produced, net of production costs 819,396 (151,783 ) Discoveries and extensions - - Purchases of minerals in place - - Sales of minerals in place - (2,228,023 ) Revisions of previous quantity estimates 31,608,990 8,885,117 Development costs incurred - - Change in income taxes (2,440,575 ) (9,694,393 ) Accretion of discount 3,747,179 977,353 Standardized measure of discounted future net cash flows at year end $ 28,889,162 $ 24,356,666 |
Schedule of Results of Operations for Producing Activities | Results of Operations for Producing Activities For the year ended July 31, 2015 2014 Net revenues from production $ 3,941,541 $ 5,065,096 Expenses Lease operating expense 4,762,854 4,913,313 Accretion 993,579 1,043,928 Operating expenses 5,756,433 5,957,241 Depletion and amortization 890,491 873,942 Total expenses 6,646,924 6,831,183 Income before income tax (2,705,383 ) (1,766,087 ) Income tax expense - Results of operations $ (2,705,383 ) $ (1,766,087 ) Depletion and amortization rate per net equivalent Mcfe $ 1.83 $ 2.04 |
Description of Business and S35
Description of Business and Summary of Significant Accounting Policies (Details) | Sep. 28, 2015shares | Jun. 10, 2015shares | May. 08, 2014 | Apr. 04, 2012shares | Jul. 31, 2015USD ($)FieldPartnerComponent$ / sharesshares | Jul. 31, 2014USD ($)$ / sharesshares | Dec. 09, 2013 | Nov. 29, 2013shares | Sep. 30, 2012 | May. 16, 2012shares | Oct. 18, 2005$ / sharesshares | Jul. 19, 2005shares |
Subsidiary or Equity Method Investee [Line Items] | ||||||||||||
Common stock, shares authorized (in shares) | 1,000,000,000 | 1,000,000,000 | ||||||||||
Common stock par value per share (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 | ||||||||||
Working interest rights | 90.00% | 39.00% | 39.00% | |||||||||
Cost responsibility rate | 100.00% | |||||||||||
Revenue, Major Customer [Line Items] | ||||||||||||
Number of working interest partners | Partner | 2 | |||||||||||
Other receivables, allowance for doubtful accounts | $ | $ 78,242 | $ 70,742 | ||||||||||
Discount percentage on current prices | 10.00% | |||||||||||
Number of components for restricted cash | Component | 2 | |||||||||||
Prepaid land use fees, term | 10 years | |||||||||||
Impairment of oil and gas properties | $ | $ 0 | 0 | ||||||||||
Purchase of domain name | $ | 30,267 | |||||||||||
Impairment of non oil and gas properties | $ | 0 | 0 | ||||||||||
Advances | $ | 5,919,932 | 195,904 | ||||||||||
Derivative liability | $ | 2,001,134 | 0 | ||||||||||
Certificates of Deposit [Member] | ||||||||||||
Revenue, Major Customer [Line Items] | ||||||||||||
Restricted cash | $ | 6,771,781 | 6,877,944 | ||||||||||
Pass Through Funds [Member] | ||||||||||||
Revenue, Major Customer [Line Items] | ||||||||||||
Restricted cash | $ | 5,716,974 | $ 0 | ||||||||||
Advances | $ | $ 5,716,974 | |||||||||||
Minimum [Member] | ||||||||||||
Revenue, Major Customer [Line Items] | ||||||||||||
Estimated useful life | 3 years | |||||||||||
Maximum [Member] | ||||||||||||
Revenue, Major Customer [Line Items] | ||||||||||||
Estimated useful life | 5 years | |||||||||||
Series A 7% Convertible Preferred Stock [Member] | ||||||||||||
Subsidiary or Equity Method Investee [Line Items] | ||||||||||||
Preferred stock, shares authorized (in shares) | 10,000 | |||||||||||
Preferred Stock, shares issued (in shares) | 8,188 | 8,188 | ||||||||||
Dividend rate of preferred stock | 7.00% | |||||||||||
Purchaser One [Member] | Revenues [Member] | ||||||||||||
Revenue, Major Customer [Line Items] | ||||||||||||
Risk percentage | 88.00% | 83.00% | ||||||||||
Purchaser One [Member] | Accounts Receivable [Member] | ||||||||||||
Revenue, Major Customer [Line Items] | ||||||||||||
Risk percentage | 74.00% | 88.00% | ||||||||||
Penasco Petroleum Inc [Member] | ||||||||||||
Subsidiary or Equity Method Investee [Line Items] | ||||||||||||
Ownership interest | 100.00% | |||||||||||
Galveston Bay, LLC [Member] | ||||||||||||
Subsidiary or Equity Method Investee [Line Items] | ||||||||||||
Ownership interest | 100.00% | |||||||||||
Number of offshore fields having working interest | Field | 4 | |||||||||||
SPE Navigation I, LLC [Member] | ||||||||||||
Subsidiary or Equity Method Investee [Line Items] | ||||||||||||
Ownership interest | 100.00% | |||||||||||
Namibia Exploration, Inc [Member] | ||||||||||||
Subsidiary or Equity Method Investee [Line Items] | ||||||||||||
Ownership interest | 100.00% | |||||||||||
Working interest rights | 90.00% | 51.00% | ||||||||||
Cost responsibility rate | 100.00% | |||||||||||
Nevada Gold Corp [Member] | ||||||||||||
Subsidiary or Equity Method Investee [Line Items] | ||||||||||||
Common stock, shares authorized (in shares) | 100,000,000 | |||||||||||
Gulf States Energy, Inc [Member] | ||||||||||||
Subsidiary or Equity Method Investee [Line Items] | ||||||||||||
Common stock, shares authorized (in shares) | 500,000,000 | |||||||||||
Common stock par value per share (in dollars per share) | $ / shares | $ 0.001 | |||||||||||
Duma Energy Corp [Member] | ||||||||||||
Subsidiary or Equity Method Investee [Line Items] | ||||||||||||
Common stock, shares authorized (in shares) | 20,000,000 | 1,000,000,000 | 500,000,000 | |||||||||
Reverse stock split conversion ratio | 25 | |||||||||||
Hydrocarb Energy Corp [Member] | ||||||||||||
Subsidiary or Equity Method Investee [Line Items] | ||||||||||||
Common stock, shares authorized (in shares) | 1,000,000,000 | |||||||||||
Preferred stock, shares authorized (in shares) | 100,000,000 | |||||||||||
Reverse stock split conversion ratio | 3 | |||||||||||
Hydrocarb Energy Corp [Member] | Series A 7% Convertible Preferred Stock [Member] | ||||||||||||
Subsidiary or Equity Method Investee [Line Items] | ||||||||||||
Preferred Stock, shares issued (in shares) | 10,000 | |||||||||||
Dividend rate of preferred stock | 7.00% | |||||||||||
Hydrocarb Energy Corp [Member] | Series B Convertible Preferred Stock [Member] | ||||||||||||
Subsidiary or Equity Method Investee [Line Items] | ||||||||||||
Preferred Stock, shares issued (in shares) | 35,000 | |||||||||||
Hydrocarb Corporation, HCN [Member] | ||||||||||||
Subsidiary or Equity Method Investee [Line Items] | ||||||||||||
Ownership interest | 100.00% | |||||||||||
Hydrocarb Texas Corporation [Member] | ||||||||||||
Subsidiary or Equity Method Investee [Line Items] | ||||||||||||
Ownership interest | 100.00% | |||||||||||
Hydrocarb Namibia Energy [Member] | ||||||||||||
Subsidiary or Equity Method Investee [Line Items] | ||||||||||||
Ownership interest | 100.00% | |||||||||||
Otaiba Hydrocarb LLC [Member] | ||||||||||||
Subsidiary or Equity Method Investee [Line Items] | ||||||||||||
Ownership interest | 95.00% |
HCN Acquisition (Details)
HCN Acquisition (Details) $ / shares in Units, a in Millions | Dec. 09, 2013USD ($)akm²Well$ / sharesshares | Jul. 31, 2015USD ($) | Jul. 31, 2014USD ($) | Sep. 30, 2012 |
Summary of the accounting entry to record the acquisition [Abstract] | ||||
Common stock, at par | $ 23,002 | $ 21,082 | ||
Receivable for common stock | (413,898) | (2,184,879) | ||
Additional paid-in capital | $ 82,072,483 | $ 82,228,799 | ||
Recorded Unconditional Purchase Obligation [Line Items] | ||||
Working interest rights | 39.00% | 90.00% | 39.00% | |
Cost responsibility rate | 100.00% | |||
Concession area | a | 5.3 | |||
Number of wells required to be drilled under the purchase obligation | Well | 1 | |||
Initial Exploration Period [Member] | ||||
Recorded Unconditional Purchase Obligation [Line Items] | ||||
Area of seismic data required by purchase obligation | km² | 750 | |||
Minimum required expenditure | $ 4,505,000 | |||
First Renewal Exploration Period [Member] | ||||
Recorded Unconditional Purchase Obligation [Line Items] | ||||
Duration of commitment period | 2 years | |||
Area of seismic data required by purchase obligation | km² | 200 | |||
Minimum required expenditure | $ 17,350,000 | |||
Percentage of exploration license area relinquish requirement | 25.00% | |||
Second Renewal Exploration Period [Member] | ||||
Recorded Unconditional Purchase Obligation [Line Items] | ||||
Duration of commitment period | 25 years | |||
Minimum required expenditure | $ 300,000 | |||
HCN [Member] | ||||
Business Acquisition, Equity Interests Issued or Issuable [Line Items] | ||||
Shares reserved for issuance to certain stock holders with certain rights (in shares) | shares | 7,470,000 | |||
Shares issued and sold to extinguish debt (in shares) | shares | 619,960 | |||
Value of shares issued to extinguish debt | $ 3,589,567 | |||
Summary of the accounting entry to record the acquisition [Abstract] | ||||
Assets acquired | 1,529,246 | |||
Liabilities assumed | (161,599) | |||
Noncontrolling interest in 95% owned HCN subsidiary | 30,480 | |||
Total | 1,398,127 | |||
Common stock, at par | 8,397 | |||
Receivable for common stock | (2,484,879) | |||
Additional paid-in capital | $ 3,874,609 | |||
Recorded Unconditional Purchase Obligation [Line Items] | ||||
Working interest rights | 51.00% | |||
HCN [Member] | Common Stock [Member] | ||||
Business Acquisition, Equity Interests Issued or Issuable [Line Items] | ||||
Number of shares exchanged (in shares) | shares | 8,396,667 | |||
HCN [Member] | Preferred Stock [Member] | ||||
Business Acquisition, Equity Interests Issued or Issuable [Line Items] | ||||
Number of shares exchanged (in shares) | shares | 8,188 | |||
Value of shares issued for acquisition | $ 3,275,200 | |||
Per share value of shares issued for acquisition (in dollars per share) | $ / shares | $ 400 | |||
Hydrocarb Namibia Energy (Pty) Limited [Member] | ||||
Business Acquisition, Equity Interests Issued or Issuable [Line Items] | ||||
Percentage ownership in subsidiaries | 100.00% | |||
Otaiba Hydrocarb LLC [Member] | ||||
Business Acquisition, Equity Interests Issued or Issuable [Line Items] | ||||
Percentage ownership in subsidiaries | 95.00% |
HCN Acquisition, Adjusted Finan
HCN Acquisition, Adjusted Financial Statements (Details) - USD ($) | Sep. 28, 2015 | Sep. 21, 2015 | Jul. 21, 2015 | Jun. 10, 2015 | Jul. 31, 2015 | Jul. 31, 2014 | Sep. 30, 2015 | Jul. 10, 2015 | May. 31, 2015 | Aug. 31, 2014 | Jul. 31, 2013 |
Stockholders' Deficit [Abstract] | |||||||||||
Series A 7% Convertible Preferred Stock, 10,000 shares authorized $400 par, 8,188 shares issued and outstanding as of July 31, 2014 | $ 0 | ||||||||||
Additional paid-in capital | $ 82,072,483 | 82,228,799 | |||||||||
Total stockholders' equity | (1,052,782) | 9,958,651 | |||||||||
Noncontrolling interests | (35,840) | (34,535) | |||||||||
Total equity (deficit) | (1,088,622) | 9,924,116 | $ 12,457,795 | ||||||||
TOTAL LIABILITIES AND EQUITY | 31,134,501 | $ 25,732,155 | |||||||||
Preferred Stock, shares outstanding (in shares) | 8,188 | ||||||||||
Condensed Statement of Income Captions [Line Items] | |||||||||||
Net loss attributable to Hydrocarb Corporation | (12,628,018) | $ (6,549,322) | |||||||||
Dividend on preferred stock | 0 | ||||||||||
Deemed dividend on preferred stock | 0 | ||||||||||
Accretion dividend - Beneficial Cash Feature on preferred stock | 0 | ||||||||||
Net loss attributable to Hydrocarb Energy Corp after dividends | (6,549,322) | ||||||||||
Subsequent Event [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Stock conversion price (in dollars per shares) | $ 5 | ||||||||||
Stockholders' Deficit [Abstract] | |||||||||||
Preferred stock, shares authorized (in shares) | 1,000,000,000 | ||||||||||
Exchange Agreement [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Reduction in total units (in shares) | 30 | ||||||||||
Exchange Agreement [Member] | Subsequent Event [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Reduction in total units (in shares) | 30 | ||||||||||
Restricted common stock (in shares) | 750,000 | ||||||||||
Debt discount | $ 614,141 | ||||||||||
Convertible note, face amount | $ 3,000,000 | ||||||||||
As Previously Reported [Member] | |||||||||||
Stockholders' Deficit [Abstract] | |||||||||||
Series A 7% Convertible Preferred Stock, 10,000 shares authorized $400 par, 8,188 shares issued and outstanding as of July 31, 2014 | 3,275,200 | ||||||||||
Additional paid-in capital | 78,953,599 | ||||||||||
Total stockholders' equity | 9,958,651 | ||||||||||
Noncontrolling interests | (34,535) | ||||||||||
Total equity (deficit) | 9,924,116 | ||||||||||
TOTAL LIABILITIES AND EQUITY | 25,732,155 | ||||||||||
Condensed Statement of Income Captions [Line Items] | |||||||||||
Net loss attributable to Hydrocarb Corporation | (6,549,322) | ||||||||||
Dividend on preferred stock | (34,254) | ||||||||||
Deemed dividend on preferred stock | (150,548) | ||||||||||
Accretion dividend - Beneficial Cash Feature on preferred stock | (949,808) | ||||||||||
Net loss attributable to Hydrocarb Energy Corp after dividends | (7,683,932) | ||||||||||
Adjustment [Member] | |||||||||||
Stockholders' Deficit [Abstract] | |||||||||||
Series A 7% Convertible Preferred Stock, 10,000 shares authorized $400 par, 8,188 shares issued and outstanding as of July 31, 2014 | (3,275,200) | ||||||||||
Additional paid-in capital | 3,275,200 | ||||||||||
Condensed Statement of Income Captions [Line Items] | |||||||||||
Dividend on preferred stock | 34,254 | ||||||||||
Deemed dividend on preferred stock | 150,548 | ||||||||||
Accretion dividend - Beneficial Cash Feature on preferred stock | 949,808 | ||||||||||
Net loss attributable to Hydrocarb Energy Corp after dividends | $ 1,134,610 | ||||||||||
Series A 7% Convertible Preferred Stock [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Preferred stock, shares issued (in shares) | 8,188 | 8,188 | |||||||||
Dividend rate of preferred stock | 7.00% | ||||||||||
Accrued and unpaid dividends | $ 327,879 | ||||||||||
Number of units exchanged for accrued and unpaid dividends (in shares) | 32 | ||||||||||
Stockholders' Deficit [Abstract] | |||||||||||
Series A 7% Convertible Preferred Stock, 10,000 shares authorized $400 par, 8,188 shares issued and outstanding as of July 31, 2014 | $ 3,275,200 | ||||||||||
Preferred stock, shares authorized (in shares) | 10,000 | ||||||||||
Preferred Stock, par value (in dollars per share) | $ 400 | ||||||||||
Series A 7% Convertible Preferred Stock [Member] | Subsequent Event [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Preferred stock, shares issued (in shares) | 8,188 | ||||||||||
Dividend rate of preferred stock | 7.00% | ||||||||||
Number of units exchanged for accrued and unpaid dividends (in shares) | 32 | ||||||||||
Series B Convertible Preferred Stock [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Interest rate on unpaid dividend | 12.00% | ||||||||||
Series B Convertible Preferred Stock [Member] | Subsequent Event [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Preferred stock, shares issued (in shares) | 35,000 | ||||||||||
Convertible note, face amount | $ 100,000 | ||||||||||
Interest rate on unpaid dividend | 12.00% | ||||||||||
Stockholders' Deficit [Abstract] | |||||||||||
Preferred Stock, par value (in dollars per share) | $ 1,000 | ||||||||||
Restricted Common Stock [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Restricted common stock (in shares) | 25,000 | ||||||||||
Debt discount | $ 32,828 | $ 247,653 | |||||||||
Restricted Common Stock [Member] | Subsequent Event [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Restricted common stock (in shares) | 25,000 | ||||||||||
Restricted Common Stock [Member] | Series B Convertible Preferred Stock [Member] | Subsequent Event [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Restricted common stock (in shares) | 25,000 | ||||||||||
Common Stock [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Restricted common stock (in shares) | 800,000 | 8,396,667 | |||||||||
Stockholders' Deficit [Abstract] | |||||||||||
Total equity (deficit) | 23,002 | $ 21,082 | $ 4,427 | ||||||||
Convertible Subordinated Promissory Notes [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Convertible note, face amount | $ 100,000 | $ 100,000 | |||||||||
Convertible Subordinated Promissory Notes [Member] | Subsequent Event [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Convertible note, face amount | $ 100,000 | $ 1,740,832 | |||||||||
Convertible Subordinated Promissory Notes [Member] | WTI Interest Rate [Member] | Subsequent Event [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Average quarterly closing spot price (in dollars per share) | $ 40 | ||||||||||
Average quarterly closing spot price interest rate | 0.00% | ||||||||||
Convertible Promissory Note [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Debt discount | $ 734,024 | ||||||||||
Convertible note, face amount | $ 3,200,000 | ||||||||||
Stock conversion price (in dollars per shares) | $ 4 | ||||||||||
Convertible Promissory Note [Member] | Exchange Agreement [Member] | Subsequent Event [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Convertible note, face amount | $ 3,000,000 | ||||||||||
Convertible Promissory Note [Member] | WTI Interest Rate [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Average quarterly closing spot price interest rate | 0.00% | ||||||||||
Convertible Promissory Note [Member] | WTI Interest Rate [Member] | Maximum [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Average quarterly closing spot price (in dollars per share) | $ 40 |
Oil and Gas Properties (Details
Oil and Gas Properties (Details) - USD ($) | 12 Months Ended | |
Jul. 31, 2015 | Jul. 31, 2014 | |
Evaluated Properties [Abstract] | ||
Costs subject to depletion | $ 19,578,916 | $ 19,153,125 |
Accumulated impairment | (373,335) | (373,335) |
Accumulated depletion | (4,381,912) | (3,491,420) |
Total evaluated properties | 14,823,669 | 15,288,370 |
Unevaluated properties | 2,260,912 | 2,119,769 |
Net oil and gas properties | 17,084,581 | 17,408,139 |
Cash proceeds on termination of employment | 0 | |
Assumption of abandonment liabilities | 4,381 | |
Recognized gain (loss) on sale | 0 | |
Net proceeds from sale of oil and gas properties | 912 | 625,000 |
Geological and geophysical costs | 2,271,509 | 34,029 |
Exploration costs | 38,762 | 238,112 |
Payments to acquire property | $ 0 | 169,794 |
Namibia Exploration, Inc. [Member] | ||
Evaluated Properties [Abstract] | ||
Ownership percentage | 90.00% | |
Cost responsibility percentage | 100.00% | |
Additions to unevaluated properties | $ 141,143 | 994,964 |
Leasehold costs | 141,143 | |
Exploration costs | $ 2,300,000 | |
Payments to acquire property | $ 562,048 |
Asset Retirement Obligation (De
Asset Retirement Obligation (Details) | 12 Months Ended | |||
Jul. 31, 2015USD ($)Well | Jul. 31, 2014USD ($) | Jul. 31, 2015USD ($)Property | Jul. 31, 2014USD ($) | |
Reconciliation of asset retirement obligation balance [Abstract] | ||||
Liability for asset retirement obligation, beginning of period | $ 11,716,230 | $ 10,933,398 | ||
Asset retirement obligations sold | 0 | (33,195) | ||
Accretion | 993,579 | 1,043,928 | ||
Revisions in estimated cash flows | (1,845,967) | (104,237) | ||
Costs incurred | (40,984) | (123,664) | ||
Liability for asset retirement obligation, end of period | 10,822,858 | 11,716,230 | ||
Current portion of asset retirement obligation | $ 25,000 | $ 1,133,690 | ||
Noncurrent portion of asset retirement obligation | 10,797,858 | 10,582,540 | ||
Total liability for asset retirement obligation | 11,716,230 | 10,933,398 | 10,822,858 | 11,716,230 |
Estimated Timing of asset retirement obligation payments [Abstract] | ||||
2,016 | 25,000 | |||
2,017 | 1,947,390 | |||
2,018 | 1,344,481 | |||
2,019 | 654,428 | |||
2,020 | 250,757 | |||
2021 to 2025 | 4,224,761 | |||
2026 to 2030 | 1,440,716 | |||
2031 to 2035 | 893,458 | |||
Thereafter | 41,867 | |||
Total liability for asset retirement obligation | $ 11,716,230 | $ 10,933,398 | 10,822,858 | $ 11,716,230 |
Number of wells plugged | Well | 2 | |||
Pipelines [Member] | ||||
Reconciliation of asset retirement obligation balance [Abstract] | ||||
Liability for asset retirement obligation, end of period | $ 1,767,142 | |||
Total liability for asset retirement obligation | 1,767,142 | 1,767,142 | ||
Estimated Timing of asset retirement obligation payments [Abstract] | ||||
2,016 | 0 | |||
2,017 | 291,951 | |||
2,018 | 59,148 | |||
2,019 | 56,548 | |||
2,020 | 0 | |||
2021 to 2025 | 1,097,520 | |||
2026 to 2030 | 218,805 | |||
2031 to 2035 | 43,170 | |||
Thereafter | 0 | |||
Total liability for asset retirement obligation | 1,767,142 | $ 1,767,142 | ||
Number of dismantlement, restoration or abandonment obligations | Property | 44 | |||
Easements [Member] | ||||
Reconciliation of asset retirement obligation balance [Abstract] | ||||
Liability for asset retirement obligation, end of period | 569,498 | |||
Total liability for asset retirement obligation | 569,498 | $ 569,498 | ||
Estimated Timing of asset retirement obligation payments [Abstract] | ||||
2,016 | 0 | |||
2,017 | 11,923 | |||
2,018 | 67,153 | |||
2,019 | 11,507 | |||
2,020 | 48,931 | |||
2021 to 2025 | 159,885 | |||
2026 to 2030 | 112,757 | |||
2031 to 2035 | 115,475 | |||
Thereafter | 41,867 | |||
Total liability for asset retirement obligation | 569,498 | $ 569,498 | ||
Number of dismantlement, restoration or abandonment obligations | Property | 119 | |||
Wellbores [Member] | ||||
Reconciliation of asset retirement obligation balance [Abstract] | ||||
Liability for asset retirement obligation, end of period | 6,534,914 | |||
Total liability for asset retirement obligation | 6,534,914 | $ 6,534,914 | ||
Estimated Timing of asset retirement obligation payments [Abstract] | ||||
2,016 | 25,000 | |||
2,017 | 1,643,516 | |||
2,018 | 589,306 | |||
2,019 | 586,373 | |||
2,020 | 52,786 | |||
2021 to 2025 | 2,396,106 | |||
2026 to 2030 | 1,109,154 | |||
2031 to 2035 | 132,673 | |||
Thereafter | 0 | |||
Total liability for asset retirement obligation | 6,534,914 | $ 6,534,914 | ||
Number of dismantlement, restoration or abandonment obligations | Property | 144 | |||
Facilities [Member] | ||||
Reconciliation of asset retirement obligation balance [Abstract] | ||||
Liability for asset retirement obligation, end of period | 1,951,304 | |||
Total liability for asset retirement obligation | 1,951,304 | $ 1,951,304 | ||
Estimated Timing of asset retirement obligation payments [Abstract] | ||||
2,016 | 0 | |||
2,017 | 0 | |||
2,018 | 628,874 | |||
2,019 | 0 | |||
2,020 | 149,040 | |||
2021 to 2025 | 571,250 | |||
2026 to 2030 | 0 | |||
2031 to 2035 | 602,140 | |||
Thereafter | 0 | |||
Total liability for asset retirement obligation | $ 1,951,304 | $ 1,951,304 | ||
Number of dismantlement, restoration or abandonment obligations | Property | 9 |
Related Party Notes Payable (De
Related Party Notes Payable (Details) - USD ($) | Sep. 30, 2015 | Sep. 28, 2015 | Sep. 21, 2015 | Sep. 14, 2015 | Jul. 21, 2015 | Jul. 16, 2015 | Jun. 10, 2015 | Jul. 31, 2015 | Jul. 31, 2014 | Sep. 17, 2015 | Jul. 10, 2015 | May. 31, 2015 | Feb. 28, 2015 | Aug. 31, 2014 | May. 31, 2014 | Apr. 30, 2014 | Feb. 28, 2014 | Nov. 30, 2013 | May. 31, 2012 |
Debt Instrument [Line Items] | |||||||||||||||||||
Face value of rights exchanged | $ 0 | ||||||||||||||||||
Amortization of debt discount | $ 1,236,638 | $ 0 | |||||||||||||||||
Notes payable, related parties, current | 342,738 | ||||||||||||||||||
Amortization of financing costs and discounts | $ 892 | ||||||||||||||||||
Subsequent Event [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Stock conversion price (in dollars per shares) | $ 5 | ||||||||||||||||||
Consecutive trading days | 30 days | ||||||||||||||||||
Trading volume (in shares) | 100,000 | ||||||||||||||||||
Conversion price (in dollars per share) | $ 0.75 | $ 0.75 | |||||||||||||||||
Subsequent Event [Member] | Kent P. Watts [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Stock conversion price (in dollars per shares) | $ 5 | ||||||||||||||||||
Consecutive trading days | 30 days | ||||||||||||||||||
Trading volume (in shares) | 100,000 | ||||||||||||||||||
Conversion price (in dollars per share) | $ 0.75 | ||||||||||||||||||
Conversion of notes (in shares) | 2,500 | ||||||||||||||||||
Minimum [Member] | Subsequent Event [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Consecutive trading days | 20 days | ||||||||||||||||||
Minimum [Member] | Subsequent Event [Member] | Kent P. Watts [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Consecutive trading days | 20 days | ||||||||||||||||||
Restricted Common Stock [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Shares issued (in shares) | 25,000 | ||||||||||||||||||
Debt discount | $ 32,828 | $ 247,653 | |||||||||||||||||
Restricted Common Stock [Member] | Subsequent Event [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Shares issued (in shares) | 25,000 | ||||||||||||||||||
Series A 7% Convertible Preferred Stock [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Preferred stock, shares issued (in shares) | 8,188 | 8,188 | |||||||||||||||||
Face value of rights exchanged | $ 3,275,200 | ||||||||||||||||||
Dividend rate of preferred stock | 7.00% | ||||||||||||||||||
Number of units exchanged for accrued and unpaid dividends (in shares) | 32 | ||||||||||||||||||
Value of shares issued for acquisition | $ 327,879 | ||||||||||||||||||
Series A 7% Convertible Preferred Stock [Member] | Subsequent Event [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Preferred stock, shares issued (in shares) | 8,188 | ||||||||||||||||||
Dividend rate of preferred stock | 7.00% | ||||||||||||||||||
Number of units exchanged for accrued and unpaid dividends (in shares) | 32 | ||||||||||||||||||
Common Stock [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Shares issued (in shares) | 800,000 | 1,050,000 | |||||||||||||||||
Stock conversion price (in dollars per shares) | $ 4 | ||||||||||||||||||
Preferred Stock [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Preferred stock, shares issued (in shares) | 8,188 | ||||||||||||||||||
Face value of rights exchanged | $ 3,275,200 | ||||||||||||||||||
Dividend rate of preferred stock | 7.00% | ||||||||||||||||||
Number of units exchanged for accrued and unpaid dividends (in shares) | 32 | ||||||||||||||||||
Series B Convertible Preferred Stock [Member] | Subsequent Event [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Convertible note, face amount | $ 100,000 | ||||||||||||||||||
Preferred stock, shares issued (in shares) | 35,000 | ||||||||||||||||||
Conversion price (in dollars per share) | $ 4 | ||||||||||||||||||
Conversion of notes (in shares) | 250 | ||||||||||||||||||
Debt instrument, interest rate description | Average of the closing spot prices for West Texas Intermediate crude oil on each trading day during the immediately prior calendar quarter divided by ten, plus two (the “WTI Interest Rate”) multiplied by the face value (provided that the interest rate for the first quarter after issuance is 7% per annum). | ||||||||||||||||||
Series B Convertible Preferred Stock [Member] | Subsequent Event [Member] | Kent P. Watts [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Convertible note, face amount | $ 3,000,000 | ||||||||||||||||||
Preferred stock, shares issued (in shares) | 3,000 | ||||||||||||||||||
Series B Convertible Preferred Stock [Member] | Restricted Common Stock [Member] | Subsequent Event [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Shares issued (in shares) | 25,000 | ||||||||||||||||||
Convertible Promissory Note [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Convertible note, face amount | $ 3,200,000 | ||||||||||||||||||
Debt instrument, outstanding balance | $ 2,265,976 | ||||||||||||||||||
Amortization of debt discount | 97,490 | ||||||||||||||||||
Stock conversion price (in dollars per shares) | $ 4 | ||||||||||||||||||
Interest rate in the event default | 12.00% | ||||||||||||||||||
Debt discount | 734,024 | ||||||||||||||||||
Convertible Promissory Note [Member] | Duma Holdings [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Convertible note, face amount | $ 100,000 | ||||||||||||||||||
Number of units exchanged for accrued and unpaid dividends (in shares) | 1.75 | ||||||||||||||||||
Common stock aggregate (in shares) | 393,750 | ||||||||||||||||||
Interest rate in the event default | 15.00% | ||||||||||||||||||
Conversion price (in dollars per share) | $ 4 | ||||||||||||||||||
Proceeds from related party debt | $ 350,000 | ||||||||||||||||||
Debt discount | $ 7,000 | ||||||||||||||||||
Convertible Promissory Note [Member] | Subsequent Event [Member] | Kent P. Watts [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Convertible note, face amount | $ 3,200,000 | ||||||||||||||||||
Stock interest rate percentage | 12.00% | ||||||||||||||||||
Notes due period | 2 years | ||||||||||||||||||
Convertible Promissory Note [Member] | Common Stock [Member] | Duma Holdings [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Shares issued (in shares) | 25,000 | ||||||||||||||||||
Convertible Promissory Note [Member] | Common Stock [Member] | Subsequent Event [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Number of shares exchanged (in shares) | 750,000 | ||||||||||||||||||
Debt discount | $ 614,141 | ||||||||||||||||||
Convertible Promissory Note [Member] | Series B Convertible Preferred Stock [Member] | Duma Holdings [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Conversion of notes (in shares) | 350,000 | ||||||||||||||||||
Convertible Subordinated Promissory Notes [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Convertible note, face amount | $ 100,000 | $ 100,000 | |||||||||||||||||
Convertible Subordinated Promissory Notes [Member] | Subsequent Event [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Convertible note, face amount | $ 1,740,832 | 100,000 | |||||||||||||||||
Stock interest rate percentage | 12.00% | ||||||||||||||||||
Notes due period | 2 years | ||||||||||||||||||
Convertible Subordinated Promissory Notes [Member] | Subsequent Event [Member] | Kent P. Watts [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Convertible note, face amount | $ 516,667 | $ 350,000 | $ 166,667 | ||||||||||||||||
Stock interest rate percentage | 12.00% | ||||||||||||||||||
Notes due period | 2 years | ||||||||||||||||||
Exchange Agreement [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Reduction in total units (in shares) | 30 | ||||||||||||||||||
Exchange Agreement [Member] | Subsequent Event [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Convertible note, face amount | $ 3,000,000 | ||||||||||||||||||
Shares issued (in shares) | 750,000 | ||||||||||||||||||
Reduction in total units (in shares) | 30 | ||||||||||||||||||
Debt discount | $ 614,141 | ||||||||||||||||||
Exchange Agreement [Member] | Convertible Promissory Note [Member] | Subsequent Event [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Convertible note, face amount | 3,000,000 | ||||||||||||||||||
Debt instrument, outstanding balance | $ 2,385,859 | ||||||||||||||||||
WTI Interest Rate [Member] | Series B Convertible Preferred Stock [Member] | Subsequent Event [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Conversion of notes (in shares) | 3,000 | ||||||||||||||||||
WTI Interest Rate [Member] | Convertible Promissory Note [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Debt instrument, outstanding balance | $ 100,000 | ||||||||||||||||||
Average quarterly closing spot price interest rate | 0.00% | ||||||||||||||||||
WTI Interest Rate [Member] | Convertible Promissory Note [Member] | Subsequent Event [Member] | Kent P. Watts [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Average quarterly closing spot price (in dollars per share) | $ 40 | ||||||||||||||||||
Average quarterly closing spot price interest rate | 0.00% | ||||||||||||||||||
Average quarterly closing spot price for the prior quarter (in dollars per share) | $ 60 | ||||||||||||||||||
Average quarterly closing spot price subsequent quarter interest rate | 8.00% | ||||||||||||||||||
Debt instrument, interest rate description | The “WTI Rate” equals an annualized percentage interest rate equal to the average of the closing spot prices for West Texas Intermediate crude oil on each trading day during the immediately prior calendar quarter divided by ten, plus two (the “WTI Interest Rate”). For example, if the average quarterly closing spot Price was $60 for the prior quarter, the applicable interest rate for the next quarter would be 8% per annum ($60 / 10 = 6 + 2 = 8%). | ||||||||||||||||||
WTI Interest Rate [Member] | Convertible Promissory Note [Member] | Maximum [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Average quarterly closing spot price (in dollars per share) | $ 40 | ||||||||||||||||||
WTI Interest Rate [Member] | Convertible Subordinated Promissory Notes [Member] | Subsequent Event [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Average quarterly closing spot price (in dollars per share) | $ 40 | ||||||||||||||||||
Average quarterly closing spot price interest rate | 0.00% | ||||||||||||||||||
Average quarterly closing spot price for the prior quarter (in dollars per share) | $ 60 | ||||||||||||||||||
Average quarterly closing spot price subsequent quarter interest rate | 8.00% | ||||||||||||||||||
Debt instrument, interest rate description | The “WTI Rate” equals an annualized percentage interest rate equal to the average of the closing spot prices for West Texas Intermediate crude oil on each trading day during the immediately prior calendar quarter divided by ten, plus two (the “WTI Interest Rate”). For example, if the average quarterly closing spot Price was $60 for the prior quarter, the applicable interest rate for the next quarter would be 8% per annum ($60 / 10 = 6 + 2 = 8%). | ||||||||||||||||||
WTI Interest Rate [Member] | Convertible Subordinated Promissory Notes [Member] | Subsequent Event [Member] | Kent P. Watts [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Average quarterly closing spot price (in dollars per share) | $ 40 | ||||||||||||||||||
Average quarterly closing spot price interest rate | 0.00% | ||||||||||||||||||
Average quarterly closing spot price for the prior quarter (in dollars per share) | $ 60 | ||||||||||||||||||
Average quarterly closing spot price subsequent quarter interest rate | 8.00% | ||||||||||||||||||
Debt instrument, interest rate description | The “WTI Rate” equals an annualized percentage interest rate equal to the average of the closing spot prices for West Texas Intermediate crude oil on each trading day during the immediately prior calendar quarter divided by ten, plus two (the “WTI Interest Rate”). For example, if the average quarterly closing spot Price was $60 for the prior quarter, the applicable interest rate for the next quarter would be 8% per annum ($60 / 10 = 6 + 2 = 8%). | ||||||||||||||||||
Notes Payable for Vehicle Purchase [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Convertible note, face amount | $ 18,375 | ||||||||||||||||||
Interest rate on debt | 6.93% | ||||||||||||||||||
Principal balance | 0 | $ 5,530 | |||||||||||||||||
Note Payable For Commercial Insurance Program [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Convertible note, face amount | $ 414,384 | $ 403,104 | |||||||||||||||||
Principal balance | 103,071 | $ 179,158 | |||||||||||||||||
Note Payable-Chairman [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Convertible note, face amount | $ 600,000 | $ 100,000 | |||||||||||||||||
Interest rate on debt | 5.00% | ||||||||||||||||||
Number of monthly payment | 36 months | ||||||||||||||||||
Principal balance | $ 600,000 | ||||||||||||||||||
Interest rate | 6.25% | ||||||||||||||||||
Additional funds borrowed | $ 200,000 | ||||||||||||||||||
Remaining balance borrowing amount | $ 300,000 |
Notes Payable and Convertible41
Notes Payable and Convertible Notes (Details) | Jul. 28, 2015USD ($)$ / shares | Jul. 15, 2015USD ($)$ / sharesshares | Jun. 10, 2015USD ($)shares | May. 29, 2015USD ($)$ / shares | Mar. 31, 2015USD ($)$ / sharesshares | Mar. 05, 2015USD ($)$ / sharesshares | Feb. 23, 2015USD ($) | Feb. 19, 2015USD ($)shares | Feb. 17, 2015USD ($) | Aug. 15, 2014USD ($)shares | May. 31, 2012USD ($)Payment | Feb. 28, 2015USD ($)Payment | Aug. 31, 2014USD ($) | Feb. 28, 2014USD ($)Payment | Jul. 31, 2015USD ($)$ / sharesshares | Jul. 31, 2014USD ($)$ / shares | Jul. 31, 2013$ / shares | Jun. 30, 2013USD ($) |
Debt Instrument [Line Items] | ||||||||||||||||||
Due and payable date | Jun. 10, 2018 | |||||||||||||||||
Warrants, exercise price (in dollars per share) | $ / shares | $ 5.20 | $ 7.50 | $ 7.50 | |||||||||||||||
Amortization of debt discount | $ 1,236,638 | $ 0 | ||||||||||||||||
LG Capital Funding, LLC Convertible Note [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Convertible note, face amount | $ 105,000 | |||||||||||||||||
Interest rate | 8.00% | |||||||||||||||||
Interest rate in case of default | 24.00% | |||||||||||||||||
Conversion price percentage average of the two lowest closing bid prices of common stock | 65.00% | |||||||||||||||||
Conversion price percentage decrease in the event of "DTC chill" | 55.00% | |||||||||||||||||
Excess percentage of outstanding shares that convertible note cannot be converted to Company's common stock | 9.90% | |||||||||||||||||
Primary default period penalty per day | $ 250 | |||||||||||||||||
Secondary default period penalty per day | $ 500 | |||||||||||||||||
Note increase in the event of no "bid" price | 20.00% | |||||||||||||||||
Increase in outstanding principal amount in the event of common stock being delisted | 50.00% | |||||||||||||||||
Increase in outstanding principal amount if not paid at maturity | 10.00% | |||||||||||||||||
Percentage of repayment upon the occurrence of certain fundamental events | 150.00% | |||||||||||||||||
Legal fees | $ 5,000 | |||||||||||||||||
Net amount received in connection with the sale | $ 100,000 | |||||||||||||||||
Amortization of debt discount | 80,433 | |||||||||||||||||
LG Capital Funding, LLC Convertible Note [Member] | Minimum [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Percentage of prepayment amount of the outstanding balance of the Convertible Note | 115.00% | |||||||||||||||||
LG Capital Funding, LLC Convertible Note [Member] | Maximum [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Percentage of prepayment amount of the outstanding balance of the Convertible Note | 135.00% | |||||||||||||||||
Adar Bays, LLC Convertible Note [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Convertible note, face amount | $ 105,000 | |||||||||||||||||
Interest rate | 8.00% | |||||||||||||||||
Interest rate in case of default | 24.00% | |||||||||||||||||
Conversion price percentage average of the two lowest closing bid prices of common stock | 65.00% | |||||||||||||||||
Conversion price percentage decrease in the event of "DTC chill" | 55.00% | |||||||||||||||||
Excess percentage of outstanding shares that convertible note cannot be converted to Company's common stock | 9.90% | |||||||||||||||||
Primary default period penalty per day | $ 250 | |||||||||||||||||
Secondary default period penalty per day | $ 500 | |||||||||||||||||
Note increase in the event of no "bid" price | 20.00% | |||||||||||||||||
Increase in outstanding principal amount in the event of common stock being delisted | 50.00% | |||||||||||||||||
Increase in outstanding principal amount if not paid at maturity | 10.00% | |||||||||||||||||
Percentage of repayment upon the occurrence of certain fundamental events | 150.00% | |||||||||||||||||
Legal fees | $ 5,000 | |||||||||||||||||
Net amount received in connection with the sale | $ 100,000 | |||||||||||||||||
Amortization of debt discount | $ 105,000 | |||||||||||||||||
Adar Bays, LLC Convertible Note [Member] | Minimum [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Percentage of prepayment amount of the outstanding balance of the Convertible Note | 115.00% | |||||||||||||||||
Adar Bays, LLC Convertible Note [Member] | Maximum [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Percentage of prepayment amount of the outstanding balance of the Convertible Note | 135.00% | |||||||||||||||||
KBM Worldwide, Inc. Convertible Note [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Convertible note, face amount | $ 350,000 | |||||||||||||||||
Interest rate | 8.00% | |||||||||||||||||
Interest rate in case of default | 22.00% | |||||||||||||||||
Conversion price percentage average of the five lowest closing bid prices of common stock | 50.00% | |||||||||||||||||
Excess percentage of outstanding shares that convertible note cannot be converted to Company's common stock | 9.99% | |||||||||||||||||
Legal fees | $ 4,000 | |||||||||||||||||
Net amount received in connection with the sale | $ 320,000 | |||||||||||||||||
Reserve for authorized and unissued shares, multiplier | 8 | |||||||||||||||||
Entered date | Feb. 17, 2015 | |||||||||||||||||
Original issue discount | $ 26,000 | $ 14,381 | ||||||||||||||||
Common stock deposited into escrow (in shares) | shares | 750,000 | |||||||||||||||||
Net payable balance | 335,619 | |||||||||||||||||
Amortization of debt discount | $ 11,619 | |||||||||||||||||
KBM Worldwide, Inc. Convertible Note [Member] | Minimum [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Percentage of prepayment amount of the outstanding balance of the Convertible Note | 110.00% | |||||||||||||||||
KBM Worldwide, Inc. Convertible Note [Member] | Maximum [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Percentage of prepayment amount of the outstanding balance of the Convertible Note | 135.00% | |||||||||||||||||
JSJ Investments Inc. Convertible Note [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Convertible note, face amount | $ 137,000 | |||||||||||||||||
Interest rate | 10.00% | |||||||||||||||||
Legal fees | $ 2,000 | |||||||||||||||||
Net amount received in connection with the sale | $ 125,000 | |||||||||||||||||
Payable after date | Aug. 23, 2015 | |||||||||||||||||
Prepayment percentage until 90th day | 135.00% | |||||||||||||||||
Prepayment percentage after 91st day | 140.00% | |||||||||||||||||
Prepayment percentage maturity date | 150.00% | |||||||||||||||||
Percentage of conversion price during 20 days prior to any conversion | 58.00% | |||||||||||||||||
Percentage of conversion price during 20 days prior to the date of the note | 58.00% | |||||||||||||||||
Percentage of conversion amount within three business days | 25.00% | |||||||||||||||||
Percentage of conversion amount within for each additional five business days | 25.00% | |||||||||||||||||
Diligence fees | $ 10,000 | |||||||||||||||||
Amortization of debt discount | $ 110,825 | |||||||||||||||||
Typenex Co-Investment, LLC Convertible Note [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Convertible note, face amount | $ 350,000 | |||||||||||||||||
Interest rate | 10.00% | |||||||||||||||||
Interest rate in case of default | 22.00% | |||||||||||||||||
Excess percentage of outstanding shares that convertible note cannot be converted to Company's common stock | 4.99% | |||||||||||||||||
Percentage of prepayment amount of the outstanding balance of the Convertible Note | 125.00% | |||||||||||||||||
Legal fees | $ 5,000 | |||||||||||||||||
Net amount received in connection with the sale | 300,000 | |||||||||||||||||
Original issue discount | $ 45,000 | 142,165 | ||||||||||||||||
Net payable balance | 207,835 | |||||||||||||||||
Conversion price (in dollars per share) | $ / shares | $ 2.25 | |||||||||||||||||
Current market capitalization limit | $ 20,000,000 | |||||||||||||||||
Multiplier, percentage | 80.00% | |||||||||||||||||
Reduction in convertible note, percentage | 5.00% | |||||||||||||||||
Market price limit (in dollars per share) | $ / shares | $ 0.75 | |||||||||||||||||
Prepayment minimum amount | $ 70,000 | |||||||||||||||||
Percentage increase of market capitalization | 9.99% | |||||||||||||||||
Number of days notice required to increase market capitalization percentage | 61 days | |||||||||||||||||
Market capitalization limit | $ 10,000,000 | |||||||||||||||||
Term of warrants | 5 years | |||||||||||||||||
Warrants, granted (in shares) | shares | 38,889 | |||||||||||||||||
Warrants, exercise price (in dollars per share) | $ / shares | $ 2.25 | |||||||||||||||||
Anti-dilutive adjustment of warrants, multiplier | 3 | |||||||||||||||||
Shares pledged by Christopher Watts (in shares) | shares | 1,100,000 | |||||||||||||||||
Pledged, amount minimum | $ 900,000 | |||||||||||||||||
Amortization of debt discount | 61,480 | |||||||||||||||||
Vis Vires Group Convertible Note [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Convertible note, face amount | $ 414,500 | |||||||||||||||||
Interest rate | 8.00% | |||||||||||||||||
Interest rate in case of default | 22.00% | |||||||||||||||||
Excess percentage of outstanding shares that convertible note cannot be converted to Company's common stock | 9.99% | |||||||||||||||||
Legal fees | $ 5,000 | |||||||||||||||||
Net amount received in connection with the sale | $ 400,000 | |||||||||||||||||
Conversion price, percentage | 50.00% | |||||||||||||||||
Original issue discount | $ 9,500 | 6,351 | ||||||||||||||||
Net payable balance | 408,149 | |||||||||||||||||
Common stock shares authorized but unissued (in shares) | shares | 8,000,000 | |||||||||||||||||
Conversion price (in dollars per share) | $ / shares | $ 0.00005 | |||||||||||||||||
Amortization of debt discount | $ 3,149 | |||||||||||||||||
Vis Vires Group Convertible Note [Member] | Minimum [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Percentage of prepayment amount of the outstanding balance of the Convertible Note | 110.00% | |||||||||||||||||
Vis Vires Group Convertible Note [Member] | Maximum [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Percentage of prepayment amount of the outstanding balance of the Convertible Note | 135.00% | |||||||||||||||||
JMJ Convertible Promissory Note [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Convertible note, face amount | $ 373,333 | |||||||||||||||||
Debt instrument, original discount percentage | 10.00% | |||||||||||||||||
Term of debt instrument | 2 years | |||||||||||||||||
Due and payable date | Jul. 28, 2017 | |||||||||||||||||
Debt instrument, conversion period | 180 days | |||||||||||||||||
Interest rate | 12.00% | |||||||||||||||||
Excess percentage of outstanding shares that convertible note cannot be converted to Company's common stock | 4.99% | |||||||||||||||||
Net amount received in connection with the sale | $ 300,000 | |||||||||||||||||
Original issue discount | $ 32,133 | |||||||||||||||||
Net payable balance | 341,200 | |||||||||||||||||
Conversion price (in dollars per share) | $ / shares | $ 1.23 | |||||||||||||||||
Percentage of conversion price during 25 days prior to any conversion | 60.00% | |||||||||||||||||
Debt instrument, additional discount percentage condition 1 | 10.00% | |||||||||||||||||
Debt instrument, additional discount percentage condition 2 | 5.00% | |||||||||||||||||
Amortization of debt discount | 1,200 | |||||||||||||||||
JMJ Convertible Promissory Note [Member] | Maximum [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Convertible note, face amount | $ 1,000,000 | |||||||||||||||||
Debt instrument, additional face amount | 900,000 | |||||||||||||||||
David L. Gillespie Unit Note [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Interest rate | 12.00% | |||||||||||||||||
Original issue discount | 17,282 | |||||||||||||||||
Net payable balance | 32,718 | |||||||||||||||||
Conversion price (in dollars per share) | $ / shares | $ 4 | |||||||||||||||||
Amortization of debt discount | $ 166 | |||||||||||||||||
Number of units sold (in shares) | shares | 0.5 | 0.5 | ||||||||||||||||
Purchase price of units | $ 50,000 | $ 50,000 | ||||||||||||||||
Restricted stock issued (in shares) | shares | 25,000 | |||||||||||||||||
Debt instrument, interest rate description | The interest rate of the Note was equal to the average of the closing spot prices for West Texas Intermediate crude oil on each trading day during the immediately prior calendar quarter divided by ten, plus two (the “WTI Interest Rate”) | |||||||||||||||||
Average quarterly closing spot price (in dollars per share) | $ / shares | $ 40 | |||||||||||||||||
Average quarterly closing spot price interest rate percentage | 0.00% | |||||||||||||||||
Brian Kenny Convertible Promissory Note [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Convertible note, face amount | $ 32,500 | |||||||||||||||||
Due and payable date | Jul. 31, 2017 | |||||||||||||||||
Interest rate | 12.00% | |||||||||||||||||
Conversion price (in dollars per share) | $ / shares | $ 0.75 | |||||||||||||||||
Notes Payable for Vehicle Purchase [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Convertible note, face amount | $ 18,375 | |||||||||||||||||
Debt instrument, interest rate | 6.93% | |||||||||||||||||
Number of required periodic payments | Payment | 36 | |||||||||||||||||
Periodic installments amount | $ 567 | |||||||||||||||||
Principal balance | $ 0 | 5,530 | ||||||||||||||||
Borrowings with Commercial Banks [Member] | Shadow Tree Capital Management, LLC [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Due and payable date | Jun. 22, 2015 | |||||||||||||||||
Line of credit, outstanding amount | $ 300,000 | |||||||||||||||||
Net payable balance | 150,000 | |||||||||||||||||
Repayments of debt including interest and fees | $ 150,000 | |||||||||||||||||
Note Payable for Commercial Insurance Program [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Convertible note, face amount | $ 414,384 | $ 403,104 | ||||||||||||||||
Number of required periodic payments | Payment | 8 | 9 | ||||||||||||||||
Periodic installments amount | $ 52,586 | $ 45,718 | ||||||||||||||||
Principal balance | $ 103,071 | $ 179,158 | ||||||||||||||||
Term Loan [Member] | Shadow Tree Capital Management, LLC [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Convertible note, face amount | $ 4,000,000 | |||||||||||||||||
Debt instrument, original discount percentage | 12.00% | |||||||||||||||||
Principal balance | $ 4,545,454 | |||||||||||||||||
Net amount received in connection with the sale | 3,463,539 | |||||||||||||||||
Entered date | Aug. 15, 2014 | |||||||||||||||||
Original issue discount | $ 583,606 | |||||||||||||||||
Structuring fee | $ 90,909 | |||||||||||||||||
Structuring fee, percentage | 2.00% | |||||||||||||||||
Debt issuance cost | $ 172,824 | 283,455 | ||||||||||||||||
Placement fee, percentage | 5.00% | |||||||||||||||||
Placement fee | $ 227,273 | |||||||||||||||||
Consulting fee, percentage | 1.00% | |||||||||||||||||
Consulting fee | $ 45,455 | |||||||||||||||||
Additional borrowing capacity | 1,000,000 | |||||||||||||||||
Sale of equity | $ 750,000 | |||||||||||||||||
Credit agreement period sale of equity | 150 days | |||||||||||||||||
Structuring fee on additional borrowings, percentage | 2.00% | |||||||||||||||||
Interest rate under condition one, percentage | 16.00% | |||||||||||||||||
Interest rate under condition two, percentage | 14.00% | |||||||||||||||||
Restricted shares issued (in shares) | shares | 60,000 | |||||||||||||||||
Restricted shares issued after 12 months from effective date (in shares) | shares | 32,500 | |||||||||||||||||
Restricted shares issued after 18 months from effective date (in shares) | shares | 32,500 | |||||||||||||||||
Restricted shares issued after 21 months from effective date (in shares) | shares | 25,000 | |||||||||||||||||
Amortization of debt discount | 724,290 | |||||||||||||||||
Note payable | 4,212,903 | |||||||||||||||||
Amortization expenses classified as interest expenses | 193,007 | |||||||||||||||||
Unamortized debt issuance cost | 90,448 | |||||||||||||||||
Term Loan [Member] | Shadow Tree Capital Management, LLC [Member] | Minimum [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Threshold revenues under condition two | $ 900,000 | |||||||||||||||||
Term Loan [Member] | Shadow Tree Capital Management, LLC [Member] | Maximum [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Threshold revenues under condition one | $ 900,000 | |||||||||||||||||
Term Loan [Member] | Christian Smith & Jewell [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Net payable balance | 414,296 | |||||||||||||||||
Amortization of debt discount | 29,422 | |||||||||||||||||
Term Loan [Member] | Brian Kenny Convertible Promissory Note [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Original issue discount | 32,367 | |||||||||||||||||
Net payable balance | 133 | |||||||||||||||||
Amortization of debt discount | 133 | |||||||||||||||||
Restated Credit Agreement [Member] | Shadow Tree Capital Management, LLC [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Principal balance | $ 475,632 | |||||||||||||||||
Original issue discount | 82,860 | |||||||||||||||||
Debt issuance cost | $ 73,023 | 23,782 | ||||||||||||||||
Placement fee, percentage | 6.00% | |||||||||||||||||
Exit fee under condition one, percentage | 4.00% | |||||||||||||||||
Exit fee under condition two, percentage | 5.00% | |||||||||||||||||
Interest rate under condition one, percentage | 16.00% | |||||||||||||||||
Restricted shares issued (in shares) | shares | 32,500 | |||||||||||||||||
Voting stock percentage | 25.00% | |||||||||||||||||
Payables in case of default | $ 250,000 | |||||||||||||||||
Period of default | 30 days | |||||||||||||||||
Amortization of debt discount | 10,539 | |||||||||||||||||
Note payable | 403,311 | |||||||||||||||||
Amortization expenses classified as interest expenses | 7,011 | |||||||||||||||||
Unamortized debt issuance cost | $ 16,771 | |||||||||||||||||
Revolving Line of Credit Agreement [Member] | Christian Smith & Jewell [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Line of credit, amount of legal fees | $ 350,000 | |||||||||||||||||
Line of credit, outstanding amount | $ 200,000 | |||||||||||||||||
Interest rate | 3.00% | |||||||||||||||||
Interest rate in case of default | 12.00% | |||||||||||||||||
Number of days for notice to repay debt amount | 30 days | |||||||||||||||||
Debt instrument, ownership limitation percentage | 4.99% | |||||||||||||||||
Conversion price (in dollars per share) | $ / shares | $ 1.17 | |||||||||||||||||
Convertible Promissory Note [Member] | Christian Smith & Jewell [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Convertible note, face amount | $ 200,000 | |||||||||||||||||
Convertible Promissory Note [Member] | David L. Gillespie Unit Note [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Convertible note, face amount | $ 100,000 |
Derivative Liabilities (Details
Derivative Liabilities (Details) | Apr. 24, 2015USD ($) | Jul. 31, 2015USD ($)Bidshares | Jul. 31, 2014USD ($) | Jul. 31, 2011$ / sharesshares | Jul. 31, 2015USD ($)$ / sharesshares | Jul. 31, 2014USD ($)$ / sharesshares | Jul. 31, 2013$ / shares | |
Fair Value of Embedded Derivatives and Warrants [Abstract] | ||||||||
Common stock issuable (in shares) | shares | 23,001,589 | 21,081,602 | ||||||
Activity for Embedded Derivatives and Warrants [Abstract] | ||||||||
Balance | $ 0 | |||||||
Increase (decrease) in fair value of derivative liabilities | (1,214,806) | $ 0 | ||||||
Balance | 2,001,134 | 0 | ||||||
Exercise price (in dollars per share) | $ / shares | $ 5.20 | $ 7.50 | $ 7.50 | |||||
Derivative liability | 2,001,134 | 0 | $ 2,001,134 | $ 0 | ||||
Amortization of debt discount | $ 1,236,638 | 0 | ||||||
Geoserve Marketing, LLC [Member] | ||||||||
Activity for Embedded Derivatives and Warrants [Abstract] | ||||||||
Total shares of common stock issuable under warrants (in shares) | shares | 400,000 | |||||||
Geoserve Marketing, LLC [Member] | Warrant B [Member] | ||||||||
Activity for Embedded Derivatives and Warrants [Abstract] | ||||||||
Period for calculating average closing price | 5 years | |||||||
Average closing stock price that will trigger issuance of additional warrants (in dollars per share) | $ / shares | $ 22.50 | |||||||
Number of warrants exercisable upon attaining target average closing price (in shares) | shares | 200,000 | |||||||
Exercise price (in dollars per share) | $ / shares | $ 7.50 | |||||||
Expiration date | Feb. 15, 2016 | |||||||
Geoserve Marketing, LLC [Member] | Warrant C [Member] | ||||||||
Activity for Embedded Derivatives and Warrants [Abstract] | ||||||||
Period for calculating average closing price | 5 years | |||||||
Average closing stock price that will trigger issuance of additional warrants (in dollars per share) | $ / shares | $ 45 | |||||||
Number of warrants exercisable upon attaining target average closing price (in shares) | shares | 200,000 | |||||||
Exercise price (in dollars per share) | $ / shares | $ 7.50 | |||||||
Expiration date | Feb. 15, 2016 | |||||||
Typenex Co-Investment [Member] | ||||||||
Activity for Embedded Derivatives and Warrants [Abstract] | ||||||||
Exercise price (in dollars per share) | $ / shares | $ 2.25 | |||||||
Warrants [Member] | ||||||||
Fair Value of Embedded Derivatives and Warrants [Abstract] | ||||||||
Common stock issuable (in shares) | shares | 979,167 | |||||||
Market value of common stock on measurement date (in dollars per share) | $ / shares | [1] | $ 1.25 | ||||||
Expected dividend yields | [2] | 0.00% | ||||||
Activity for Embedded Derivatives and Warrants [Abstract] | ||||||||
Balance | $ 0 | |||||||
Initial valuation of embedded derivative instruments issued during the period | 109,466 | |||||||
Increase (decrease) in fair value of derivative liabilities | 152,110 | |||||||
Balance | $ 261,576 | 0 | ||||||
Warrants exercise period | 5 years | |||||||
Warrants issued to purchase shares of common stock | $ 87,500 | |||||||
Number of lowest closing bid price | Bid | 5 | |||||||
Number of trading days determining market price | 20 days | |||||||
Warrants exercisable (in shares) | shares | 38,889 | |||||||
Aggregate fair value of derivative liabilities | $ 768,787 | |||||||
Loss on derivatives | $ 6,000 | |||||||
Derivative liability | 0 | 0 | 261,576 | 0 | ||||
Unamortized discount | $ 391,918 | |||||||
Amortization of debt discount | $ 376,869 | |||||||
Warrants [Member] | Initial [Member] | ||||||||
Fair Value of Embedded Derivatives and Warrants [Abstract] | ||||||||
Common stock issuable (in shares) | shares | 705,556 | |||||||
Expected volatility | 112.00% | |||||||
Expected dividend yields | [2] | 0.00% | ||||||
Warrants [Member] | JSJ Investments, Inc. [Member] | ||||||||
Activity for Embedded Derivatives and Warrants [Abstract] | ||||||||
Repayment of principal amount of convertible notes | $ 259,742 | |||||||
Warrants [Member] | Tainted Warrant-Georserve [Member] | ||||||||
Activity for Embedded Derivatives and Warrants [Abstract] | ||||||||
Balance | 0 | |||||||
Initial valuation of embedded derivative instruments issued during the period | 17,541 | |||||||
Increase (decrease) in fair value of derivative liabilities | (8,819) | |||||||
Balance | 8,722 | 0 | ||||||
Derivative liability | 0 | 0 | $ 8,722 | 0 | ||||
Warrants [Member] | Typenex Co-Warrants [Member] | ||||||||
Activity for Embedded Derivatives and Warrants [Abstract] | ||||||||
Balance | 0 | |||||||
Initial valuation of embedded derivative instruments issued during the period | 91,925 | |||||||
Increase (decrease) in fair value of derivative liabilities | 160,929 | |||||||
Balance | 252,854 | 0 | ||||||
Derivative liability | $ 0 | 0 | $ 252,854 | 0 | ||||
Warrants [Member] | LG Capital and Adar Bays [Member] | ||||||||
Activity for Embedded Derivatives and Warrants [Abstract] | ||||||||
Repayment of principal amount of convertible notes | $ 513,157 | |||||||
Embedded Derivative Instruments [Member] | ||||||||
Fair Value of Embedded Derivatives and Warrants [Abstract] | ||||||||
Common stock issuable (in shares) | shares | 2,317,057 | |||||||
Market value of common stock on measurement date (in dollars per share) | $ / shares | [1] | $ 1.25 | ||||||
Expected dividend yields | [2] | 0.00% | ||||||
Activity for Embedded Derivatives and Warrants [Abstract] | ||||||||
Balance | $ 0 | |||||||
Initial valuation of embedded derivative instruments issued during the period | 682,863 | |||||||
Increase (decrease) in fair value of derivative liabilities | 1,992,602 | |||||||
Fair value of derivative liabilities on repayment of debt | (935,907) | |||||||
Balance | 1,739,558 | 0 | ||||||
Derivative liability | $ 0 | 0 | $ 1,739,558 | 0 | ||||
Embedded Derivative Instruments [Member] | Initial [Member] | ||||||||
Fair Value of Embedded Derivatives and Warrants [Abstract] | ||||||||
Common stock issuable (in shares) | shares | 1,815,358 | |||||||
Expected dividend yields | [2] | 0.00% | ||||||
Embedded Derivative Instruments [Member] | LG Capital [Member] | ||||||||
Activity for Embedded Derivatives and Warrants [Abstract] | ||||||||
Balance | $ 0 | |||||||
Initial valuation of embedded derivative instruments issued during the period | 80,433 | |||||||
Increase (decrease) in fair value of derivative liabilities | 270,947 | |||||||
Fair value of derivative liabilities on repayment of debt | (351,380) | |||||||
Balance | 0 | 0 | ||||||
Derivative liability | 0 | 0 | $ 0 | 0 | ||||
Embedded Derivative Instruments [Member] | Adar Bays, LLC [Member] | ||||||||
Activity for Embedded Derivatives and Warrants [Abstract] | ||||||||
Balance | 0 | |||||||
Initial valuation of embedded derivative instruments issued during the period | 109,170 | |||||||
Increase (decrease) in fair value of derivative liabilities | 242,210 | |||||||
Fair value of derivative liabilities on repayment of debt | (351,380) | |||||||
Balance | 0 | 0 | ||||||
Derivative liability | 0 | 0 | 0 | 0 | ||||
Embedded Derivative Instruments [Member] | JSJ Investments, Inc. [Member] | ||||||||
Activity for Embedded Derivatives and Warrants [Abstract] | ||||||||
Balance | 0 | |||||||
Initial valuation of embedded derivative instruments issued during the period | 110,825 | |||||||
Increase (decrease) in fair value of derivative liabilities | 122,322 | |||||||
Fair value of derivative liabilities on repayment of debt | (233,147) | |||||||
Balance | 0 | 0 | ||||||
Derivative liability | 0 | 0 | 0 | 0 | ||||
Embedded Derivative Instruments [Member] | Typenex Co-Investment [Member] | ||||||||
Activity for Embedded Derivatives and Warrants [Abstract] | ||||||||
Balance | 0 | |||||||
Initial valuation of embedded derivative instruments issued during the period | 66,720 | |||||||
Increase (decrease) in fair value of derivative liabilities | 1,145,968 | |||||||
Fair value of derivative liabilities on repayment of debt | 0 | |||||||
Balance | 1,212,688 | 0 | ||||||
Derivative liability | 0 | 0 | 1,212,688 | 0 | ||||
Embedded Derivative Instruments [Member] | Embedded Convertible Note - Subtotal [Member] | ||||||||
Activity for Embedded Derivatives and Warrants [Abstract] | ||||||||
Balance | 0 | |||||||
Initial valuation of embedded derivative instruments issued during the period | 368,302 | |||||||
Increase (decrease) in fair value of derivative liabilities | 1,780,841 | |||||||
Fair value of derivative liabilities on repayment of debt | (935,907) | |||||||
Balance | 1,213,235 | 0 | ||||||
Derivative liability | 0 | 0 | 1,213,235 | 0 | ||||
Embedded Derivative Instruments [Member] | Tainted Kent P. Watts [Member] | ||||||||
Activity for Embedded Derivatives and Warrants [Abstract] | ||||||||
Balance | 0 | |||||||
Initial valuation of embedded derivative instruments issued during the period | 217,373 | |||||||
Increase (decrease) in fair value of derivative liabilities | 102,587 | |||||||
Fair value of derivative liabilities on repayment of debt | 0 | |||||||
Balance | 319,960 | 0 | ||||||
Derivative liability | 0 | 0 | 319,960 | 0 | ||||
Embedded Derivative Instruments [Member] | Duma Holding [Member] | ||||||||
Activity for Embedded Derivatives and Warrants [Abstract] | ||||||||
Balance | 0 | |||||||
Initial valuation of embedded derivative instruments issued during the period | 1,154 | |||||||
Increase (decrease) in fair value of derivative liabilities | (607) | |||||||
Fair value of derivative liabilities on repayment of debt | 0 | |||||||
Balance | 546 | 0 | ||||||
Derivative liability | 0 | 0 | 546 | 0 | ||||
Embedded Derivative Instruments [Member] | Tainted Christian Smith & Jewell [Member] | ||||||||
Activity for Embedded Derivatives and Warrants [Abstract] | ||||||||
Balance | 0 | |||||||
Initial valuation of embedded derivative instruments issued during the period | 57,910 | |||||||
Increase (decrease) in fair value of derivative liabilities | 109,167 | |||||||
Fair value of derivative liabilities on repayment of debt | 0 | |||||||
Balance | 167,077 | 0 | ||||||
Derivative liability | 0 | 0 | 167,077 | 0 | ||||
Embedded Derivative Instruments [Member] | Tainted David L. Gillespie [Member] | ||||||||
Activity for Embedded Derivatives and Warrants [Abstract] | ||||||||
Balance | 0 | |||||||
Initial valuation of embedded derivative instruments issued during the period | 4,948 | |||||||
Increase (decrease) in fair value of derivative liabilities | 8 | |||||||
Fair value of derivative liabilities on repayment of debt | 0 | |||||||
Balance | 4,956 | 0 | ||||||
Derivative liability | 0 | 0 | 4,956 | 0 | ||||
Embedded Derivative Instruments [Member] | Tainted Brian Kenny [Member] | ||||||||
Activity for Embedded Derivatives and Warrants [Abstract] | ||||||||
Balance | 0 | |||||||
Initial valuation of embedded derivative instruments issued during the period | 34,330 | |||||||
Increase (decrease) in fair value of derivative liabilities | 0 | |||||||
Fair value of derivative liabilities on repayment of debt | 0 | |||||||
Balance | 34,330 | 0 | ||||||
Derivative liability | 0 | 0 | 34,330 | 0 | ||||
Embedded Derivative Instruments [Member] | Tainted Note - Subtotal [Member] | ||||||||
Activity for Embedded Derivatives and Warrants [Abstract] | ||||||||
Balance | 0 | |||||||
Initial valuation of embedded derivative instruments issued during the period | 314,561 | |||||||
Increase (decrease) in fair value of derivative liabilities | 211,762 | |||||||
Fair value of derivative liabilities on repayment of debt | 0 | |||||||
Balance | 526,323 | 0 | ||||||
Derivative liability | $ 0 | $ 0 | $ 526,323 | $ 0 | ||||
Minimum [Member] | Warrants [Member] | ||||||||
Fair Value of Embedded Derivatives and Warrants [Abstract] | ||||||||
Adjusted exercise price (in dollars per share) | $ / shares | $ 0.28 | |||||||
Risk free interest rate | [3] | 0.14% | ||||||
Instrument lives in years | 6 months 18 days | |||||||
Expected volatility | 112.00% | |||||||
Risk-free interest rate determination term on treasury bill | 1 month 20 days | |||||||
Activity for Embedded Derivatives and Warrants [Abstract] | ||||||||
Conversion factor | 70.00% | |||||||
Minimum [Member] | Warrants [Member] | Initial [Member] | ||||||||
Fair Value of Embedded Derivatives and Warrants [Abstract] | ||||||||
Market value of common stock on measurement date (in dollars per share) | $ / shares | [1] | 0.92 | ||||||
Adjusted exercise price (in dollars per share) | $ / shares | 2.25 | |||||||
Risk free interest rate | [3] | 0.25% | ||||||
Instrument lives in years | 1 year | |||||||
Minimum [Member] | Embedded Derivative Instruments [Member] | ||||||||
Fair Value of Embedded Derivatives and Warrants [Abstract] | ||||||||
Adjusted exercise price (in dollars per share) | $ / shares | 0.28 | |||||||
Risk free interest rate | [4] | 0.06% | ||||||
Instrument lives in years | 2 months 1 day | |||||||
Expected volatility | [5] | 90.00% | ||||||
Risk-free interest rate determination term on treasury bill | 2 months 1 day | |||||||
Minimum [Member] | Embedded Derivative Instruments [Member] | Initial [Member] | ||||||||
Fair Value of Embedded Derivatives and Warrants [Abstract] | ||||||||
Market value of common stock on measurement date (in dollars per share) | $ / shares | [1] | 0.91 | ||||||
Adjusted exercise price (in dollars per share) | $ / shares | 0.52 | |||||||
Risk free interest rate | [4] | 0.06% | ||||||
Instrument lives in years | 2 months 1 day | |||||||
Expected volatility | [5] | 91.00% | ||||||
Maximum [Member] | Warrants [Member] | ||||||||
Fair Value of Embedded Derivatives and Warrants [Abstract] | ||||||||
Adjusted exercise price (in dollars per share) | $ / shares | 7.50 | |||||||
Risk free interest rate | [3] | 1.41% | ||||||
Instrument lives in years | 4 years 7 months 6 days | |||||||
Expected volatility | 118.00% | |||||||
Risk-free interest rate determination term on treasury bill | 5 years | |||||||
Activity for Embedded Derivatives and Warrants [Abstract] | ||||||||
Conversion factor | 80.00% | |||||||
Maximum [Member] | Warrants [Member] | Initial [Member] | ||||||||
Fair Value of Embedded Derivatives and Warrants [Abstract] | ||||||||
Market value of common stock on measurement date (in dollars per share) | $ / shares | [1] | 1.07 | ||||||
Adjusted exercise price (in dollars per share) | $ / shares | 7.50 | |||||||
Risk free interest rate | [3] | 1.57% | ||||||
Instrument lives in years | 5 years | |||||||
Maximum [Member] | Embedded Derivative Instruments [Member] | ||||||||
Fair Value of Embedded Derivatives and Warrants [Abstract] | ||||||||
Adjusted exercise price (in dollars per share) | $ / shares | 4 | |||||||
Risk free interest rate | [4] | 1.00% | ||||||
Instrument lives in years | 5 months 5 days | |||||||
Expected volatility | [5] | 119.00% | ||||||
Risk-free interest rate determination term on treasury bill | 3 years | |||||||
Maximum [Member] | Embedded Derivative Instruments [Member] | Initial [Member] | ||||||||
Fair Value of Embedded Derivatives and Warrants [Abstract] | ||||||||
Market value of common stock on measurement date (in dollars per share) | $ / shares | [1] | 1.24 | ||||||
Adjusted exercise price (in dollars per share) | $ / shares | $ 4 | |||||||
Risk free interest rate | [4] | 0.25% | ||||||
Instrument lives in years | 1 year | |||||||
Expected volatility | [5] | 137.00% | ||||||
Recurring [Member] | Level 1 [Member] | ||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||
Total Carrying Value | $ 0 | |||||||
Recurring [Member] | Level 2 [Member] | ||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||
Total Carrying Value | 0 | |||||||
Recurring [Member] | Level 3 [Member] | ||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||
Total Carrying Value | 2,001,134 | |||||||
Recurring [Member] | Carrying Value [Member] | ||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||
Total Carrying Value | 2,001,134 | |||||||
Recurring [Member] | Convertible Notes [Member] | Level 1 [Member] | ||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||
Total Carrying Value | 0 | |||||||
Recurring [Member] | Convertible Notes [Member] | Level 2 [Member] | ||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||
Total Carrying Value | 0 | |||||||
Recurring [Member] | Convertible Notes [Member] | Level 3 [Member] | ||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||
Total Carrying Value | 1,213,235 | |||||||
Recurring [Member] | Convertible Notes [Member] | Carrying Value [Member] | ||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||
Total Carrying Value | 1,213,235 | |||||||
Recurring [Member] | Typenex Co-Warrants [Member] | Level 1 [Member] | ||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||
Total Carrying Value | 0 | |||||||
Recurring [Member] | Typenex Co-Warrants [Member] | Level 2 [Member] | ||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||
Total Carrying Value | 0 | |||||||
Recurring [Member] | Typenex Co-Warrants [Member] | Level 3 [Member] | ||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||
Total Carrying Value | 252,854 | |||||||
Recurring [Member] | Typenex Co-Warrants [Member] | Carrying Value [Member] | ||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||
Total Carrying Value | 252,854 | |||||||
Recurring [Member] | Tainted Conversion Notes [Member] | Level 1 [Member] | ||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||
Total Carrying Value | 0 | |||||||
Recurring [Member] | Tainted Conversion Notes [Member] | Level 2 [Member] | ||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||
Total Carrying Value | 0 | |||||||
Recurring [Member] | Tainted Conversion Notes [Member] | Level 3 [Member] | ||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||
Total Carrying Value | 526,323 | |||||||
Recurring [Member] | Tainted Conversion Notes [Member] | Carrying Value [Member] | ||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||
Total Carrying Value | 526,323 | |||||||
Recurring [Member] | Tainted Warrants [Member] | Level 1 [Member] | ||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||
Total Carrying Value | 0 | |||||||
Recurring [Member] | Tainted Warrants [Member] | Level 2 [Member] | ||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||
Total Carrying Value | 0 | |||||||
Recurring [Member] | Tainted Warrants [Member] | Level 3 [Member] | ||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||
Total Carrying Value | 8,722 | |||||||
Recurring [Member] | Tainted Warrants [Member] | Carrying Value [Member] | ||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||
Total Carrying Value | $ 8,722 | |||||||
[1] | The market value of common stock is the stock price at the close of trading on the date of issuance or at period-end, as applicable. | |||||||
[2] | Management determined the dividend yield to be -0-% based upon its expectation that it will not pay dividends for the foreseeable future. | |||||||
[3] | The risk-free interest rate was determined by management using between 0.14 and 5 - year Treasury Bill as of the respective offering or measurement date. | |||||||
[4] | The risk-free interest rate was determined by management using between the 0.17 and 3 - year Treasury Bill as of the respective offering or measurement date. | |||||||
[5] | The historical trading volatility was determined by the Company's trading history. |
Capital Stock, Stock Split, Pre
Capital Stock, Stock Split, Preferred Stock and Common Stock (Details) - USD ($) | Jul. 15, 2015 | Jun. 10, 2015 | May. 05, 2015 | Apr. 27, 2015 | Aug. 04, 2014 | Dec. 04, 2013 | Dec. 04, 2013 | Dec. 03, 2013 | Sep. 06, 2013 | May. 31, 2015 | Aug. 31, 2014 | Oct. 31, 2013 | Aug. 31, 2013 | Jul. 09, 2015 | Jul. 31, 2015 | Jul. 31, 2014 | Jul. 10, 2015 |
Class of Stock [Line Items] | |||||||||||||||||
Common stock, shares authorized (in shares) | 1,000,000,000 | 1,000,000,000 | |||||||||||||||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | |||||||||||||||
Preferred Stock, Value | $ 0 | ||||||||||||||||
Compensation expenses for shares issued to employees and directors | $ 27,666 | 813,827 | |||||||||||||||
Maturity date | Jun. 10, 2018 | ||||||||||||||||
Restricted common stock, value | $ 31,071 | ||||||||||||||||
Common stock, shares issued (in shares) | 23,001,589 | 21,081,602 | |||||||||||||||
Compensation expense for shares issued for services | $ 388,700 | ||||||||||||||||
Maximum percentage of proceeds to be received upon sale of stock to third party | 100.00% | 100.00% | 95.00% | ||||||||||||||
Maximum proceeds to be received upon sale of stock to third party | $ 1,000,000 | ||||||||||||||||
Note receivable, outstanding | 325,000 | ||||||||||||||||
Period of stock listing on major stock exchange within which the Company will receive proceeds from sale of stock | 60 days | 90 days | 90 days | ||||||||||||||
Period of six month anniversary of stock sale within which the Company will receive proceeds from sale of stock | 60 days | ||||||||||||||||
Minimum share price for note receivable to be due to company (in dollars per share) | $ 6 | ||||||||||||||||
Offer period to repay note receivable | 90 days | ||||||||||||||||
Discount percentage offered on note receivable | 67.00% | ||||||||||||||||
Discounted value of offered note receivable | $ 619,898 | ||||||||||||||||
Proceeds from note receivable | $ 531,000 | ||||||||||||||||
Remaining balance of discounted note receivable | $ 88,898 | 88,898 | |||||||||||||||
Writes off related to the discount on notes receivable | $ 1,239,981 | ||||||||||||||||
Expected life | 6 years 6 months | 6 years 6 months | |||||||||||||||
2013 Stock Incentive Plan [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Shares authorized for issuance (in shares) | 267,744 | ||||||||||||||||
Expected life | 4 years 6 months | ||||||||||||||||
David L. Gillespie Unit Note [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Number of units sold (in shares) | 0.5 | 0.5 | |||||||||||||||
Common stock, shares issued (in shares) | 12,500 | ||||||||||||||||
Purchase of units | $ 50,000 | $ 50,000 | |||||||||||||||
Debt discount | $ 17,282 | ||||||||||||||||
HCN [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Restricted common stock (in shares) | 3,963 | ||||||||||||||||
Number of shares of common stock issued in exchange for note receivable (in shares) | 619,960 | 619,960 | 191,667 | ||||||||||||||
Value of common stock issued in exchange for note receivable | $ 1,859,879 | $ 1,859,879 | $ 1,000,000 | ||||||||||||||
Period of six month anniversary of stock sale within which the Company will receive proceeds from sale of stock | 60 days | ||||||||||||||||
Minimum share price for note receivable to be due to company (in dollars per share) | $ 6 | ||||||||||||||||
Restricted Common Stock [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Restricted common stock (in shares) | 25,000 | ||||||||||||||||
Stock issued for notes payable and joint interest billings (in shares) | 32,500 | 60,000 | |||||||||||||||
Debt discount | $ 32,828 | $ 247,653 | |||||||||||||||
Shares issued for services rendered (in shares) | 1,050,000 | ||||||||||||||||
Shares used to settle litigation (in shares) | 22,034 | ||||||||||||||||
Value of settlement | $ 65,000 | ||||||||||||||||
Restricted Common Stock [Member] | Directors [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Restricted common stock (in shares) | 16,674 | ||||||||||||||||
Restricted common stock, value | $ 27,666 | ||||||||||||||||
Convertible Promissory Note [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Convertible note, face amount | $ 3,200,000 | ||||||||||||||||
Debt discount | $ 734,024 | ||||||||||||||||
Convertible Subordinated Promissory Notes [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Convertible note, face amount | $ 100,000 | $ 100,000 | |||||||||||||||
Series A 7% Convertible Voting Preferred Stock [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Preferred stock, shares issued (in shares) | 8,188 | ||||||||||||||||
Preferred Stock, Value | $ 3,275,200 | ||||||||||||||||
Dividend rate of preferred stock | 7.00% | ||||||||||||||||
Accrued and unpaid dividends | $ 327,879 | ||||||||||||||||
Number of units exchanged for accrued and unpaid dividends (in shares) | 32 | ||||||||||||||||
Common Stock [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Shares issued to employees and directors (in shares) | 167,904 | ||||||||||||||||
Compensation expenses for shares issued to employees and directors | $ 813,827 | ||||||||||||||||
Restricted common stock (in shares) | 800,000 | 1,050,000 | |||||||||||||||
Compensation expense for shares issued for services | $ 1,425,700 | ||||||||||||||||
Share cancellation for consulting services (in shares) | 22,931 | ||||||||||||||||
Common Stock [Member] | Directors [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Restricted common stock (in shares) | 850,000 | ||||||||||||||||
Compensation expense for shares issued for services | $ 1,037,000 |
Capital Stock, Options Granted
Capital Stock, Options Granted (Details) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||
Oct. 31, 2013USD ($)shares | Aug. 31, 2013USD ($)$ / sharesshares | Feb. 28, 2013USD ($)Person$ / sharesshares | Oct. 31, 2014USD ($)$ / sharesshares | Jul. 31, 2015USD ($)$ / sharesshares | Jul. 31, 2014USD ($)$ / sharesshares | Jul. 31, 2013USD ($)$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Options vested (in shares) | shares | 53,333 | ||||||
Fair value of options vested | $ | $ 810,738 | ||||||
Information about options granted to non-employees and employee under stock incentive plans [Abstract] | |||||||
Compensation expense recognized | $ | $ 112,500 | $ 1,563,140 | $ 1,757,399 | ||||
Assumptions used in estimating fair value of options [Abstract] | |||||||
Risk free interest rate | 2.09% | 2.01% | |||||
Dividend yield | 0.00% | 0.00% | |||||
Volatility factor | 117.31% | 144.01% | |||||
Expected life | 6 years 6 months | 6 years 6 months | |||||
Directors [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Aggregate number of options granted (in shares) | shares | 200,000 | ||||||
Weighted average exercise price of options granted (in dollars per share) | $ 6.60 | ||||||
Vesting period | 10 years | ||||||
Options granted to number of directors | Person | 3 | ||||||
Vesting percentage of options after each six months | 20.00% | ||||||
Period in which vesting of options should be complete | 30 months | ||||||
Fair value of options granted | $ | $ 1,196,589 | ||||||
Information about options granted to non-employees and employee under stock incentive plans [Abstract] | |||||||
Weighted average exercise price of options granted (in dollars per share) | $ 6.60 | ||||||
Weighted Average Exercise Price [Roll Forward] | |||||||
Granted (in dollars per share) | $ 6.60 | ||||||
Stock Option [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Weighted average exercise price of options granted (in dollars per share) | $ 4.50 | $ 0 | |||||
Information about options granted to non-employees and employee under stock incentive plans [Abstract] | |||||||
Number of options granted (in shares) | shares | 25,000 | 0 | |||||
Weighted average exercise price of options granted (in dollars per share) | $ 4.50 | $ 0 | |||||
Assumptions used in estimating fair value of options [Abstract] | |||||||
Risk free interest rate | 1.64% | ||||||
Dividend yield | 0.00% | 0.00% | |||||
Volatility factor | 443.47% | ||||||
Expected life | 5 years | ||||||
Options [Roll Forward] | |||||||
Outstanding, beginning balance (in shares) | shares | 512,000 | 265,333 | 265,333 | 512,000 | |||
Granted (in shares) | shares | 25,000 | 0 | |||||
Exercised (in shares) | shares | 0 | 0 | |||||
Expired or forfeited (in shares) | shares | (92,000) | (246,667) | |||||
Outstanding, ending balance (in shares) | shares | 198,333 | 265,333 | 512,000 | ||||
Exercisable, ending balance (in shares) | shares | 198,333 | ||||||
Weighted Average Exercise Price [Roll Forward] | |||||||
Outstanding, beginning balance (in dollars per share) | $ 6.81 | $ 6.81 | $ 6.81 | $ 6.81 | |||
Granted (in dollars per share) | 4.50 | 0 | |||||
Exercised (in dollars per share) | 0 | 0 | |||||
Expired or forfeited (in dollars per share) | 6.85 | 7.50 | |||||
Outstanding, ending balance (in dollars per share) | 6.52 | $ 6.81 | $ 6.81 | ||||
Exercisable, ending balance (in dollars per share) | $ 6.52 | ||||||
Aggregate intrinsic value, beginning balance | $ | $ 0 | $ 0 | $ 0 | $ 0 | |||
Aggregate intrinsic value, ending balance | $ | 0 | $ 0 | $ 0 | ||||
Aggregate intrinsic value, Exercisable | $ | $ 0 | ||||||
Weighted average remaining contractual life, outstanding | 4 years 22 days | 7 years 11 months 12 days | 7 years 11 months 23 days | ||||
Weighted average remaining contractual life, granted | 5 years | ||||||
Weighted average remaining contractual life, Exercisable | 4 years 22 days | ||||||
Non-vested stock option (in shares) | shares | 0 | ||||||
Stock Option [Member] | Directors [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Options vested (in shares) | shares | 13,333 | ||||||
Fair value of options vested | $ | $ 16,184 | ||||||
Stock Option [Member] | Non Employees [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Weighted average exercise price of options granted (in dollars per share) | $ 4.50 | $ 0 | |||||
Information about options granted to non-employees and employee under stock incentive plans [Abstract] | |||||||
Number of options granted (in shares) | shares | 25,000 | 0 | |||||
Compensation expense recognized | $ | $ 60,622 | $ 112,500 | $ 887,544 | ||||
Weighted average exercise price of options granted (in dollars per share) | $ 4.50 | $ 0 | |||||
Assumptions used in estimating fair value of options [Abstract] | |||||||
Unrecognized compensation costs related to non-vested share based compensation arrangements | $ | $ 0 | ||||||
Options [Roll Forward] | |||||||
Granted (in shares) | shares | 25,000 | 0 | |||||
Weighted Average Exercise Price [Roll Forward] | |||||||
Granted (in dollars per share) | $ 4.50 | $ 0 |
Capital Stock, Warrants Granted
Capital Stock, Warrants Granted (Details) - USD ($) | 12 Months Ended | ||
Jul. 31, 2015 | Jul. 31, 2014 | Jul. 31, 2013 | |
Warrants [Roll Forward] | |||
Outstanding, beginning balance (in shares) | 1,084,584 | 1,236,959 | |
Granted (in shares) | 311,632 | 0 | |
Exercised (in shares) | 0 | 0 | |
Expired (in shares) | (417,917) | (152,375) | |
Outstanding, ending balance (in shares) | 978,299 | 1,084,584 | 1,236,959 |
Weighted Average Exercise Price [Roll Forward] | |||
Outstanding, beginning balance (in dollars per share) | $ 7.50 | $ 7.50 | |
Granted (in dollars per share) | 0.28 | 0 | |
Exercised (in dollars per share) | 0 | 0 | |
Expired (in dollars per share) | 7.50 | 7.50 | |
Outstanding, ending balance (in dollars per share) | $ 5.20 | $ 7.50 | $ 7.50 |
Aggregate intrinsic value, beginning balance | $ 0 | $ 0 | |
Aggregate intrinsic value, granted | 302,283 | ||
Aggregate intrinsic value, ending balance | $ 302,283 | $ 0 | $ 0 |
Weighted average remaining contractual life, outstanding | 1 year 10 months 2 days | 1 year 14 days | 1 year 10 months 13 days |
Weighted average remaining contractual life, granted | 4 years 7 months 6 days |
Capital Stock, Warrants Outstan
Capital Stock, Warrants Outstanding and Exercisable (Details) - $ / shares | 12 Months Ended | ||
Jul. 31, 2015 | Jul. 31, 2014 | Jul. 31, 2013 | |
Warrants Outstanding And Exercisable [Line Items] | |||
Exercise price (in dollars per share) | $ 5.20 | $ 7.50 | $ 7.50 |
Outstanding number of shares (in shares) | 978,299 | 1,084,584 | 1,236,959 |
Remaining life | 1 year 10 months 2 days | 1 year 14 days | 1 year 10 months 13 days |
Exercisable number of shares (in shares) | 978,299 | 1,084,584 | |
Exercise Price 0.28 [Member] | |||
Warrants Outstanding And Exercisable [Line Items] | |||
Exercise price (in dollars per share) | $ 0.28 | ||
Outstanding number of shares (in shares) | 311,632 | ||
Exercisable number of shares (in shares) | 311,632 | ||
Exercise Price 0.28 [Member] | Maximum [Member] | |||
Warrants Outstanding And Exercisable [Line Items] | |||
Remaining life | 5 years | ||
Exercise Price 7.50 [Member] | |||
Warrants Outstanding And Exercisable [Line Items] | |||
Exercise price (in dollars per share) | $ 7.50 | ||
Outstanding number of shares (in shares) | 666,667 | ||
Exercisable number of shares (in shares) | 666,667 | ||
Exercise Price 7.50 [Member] | Maximum [Member] | |||
Warrants Outstanding And Exercisable [Line Items] | |||
Remaining life | 2 years | ||
Exercise Price 7.50 [Member] | |||
Warrants Outstanding And Exercisable [Line Items] | |||
Exercise price (in dollars per share) | $ 7.50 | $ 7.50 | |
Outstanding number of shares (in shares) | 666,667 | 349,117 | |
Exercisable number of shares (in shares) | 666,667 | 349,117 | |
Exercise Price 7.50 [Member] | Maximum [Member] | |||
Warrants Outstanding And Exercisable [Line Items] | |||
Remaining life | 1 year | 1 year | |
Exercise Price 7.50 [Member] | |||
Warrants Outstanding And Exercisable [Line Items] | |||
Exercise price (in dollars per share) | $ 7.50 | ||
Outstanding number of shares (in shares) | 68,800 | ||
Exercisable number of shares (in shares) | 68,800 | ||
Exercise Price 7.50 [Member] | Maximum [Member] | |||
Warrants Outstanding And Exercisable [Line Items] | |||
Remaining life | 1 year |
Related Party Transactions (Det
Related Party Transactions (Details) | Jul. 16, 2015USD ($)$ / sharesshares | Jun. 10, 2015USD ($)shares | Apr. 27, 2015USD ($) | Aug. 04, 2014 | Dec. 04, 2013USD ($)$ / sharesshares | Dec. 04, 2013USD ($)$ / sharesshares | Dec. 03, 2013shares | Sep. 06, 2013USD ($)shares | Nov. 30, 2013USD ($) | Oct. 31, 2013USD ($)shares | Aug. 31, 2013USD ($) | Feb. 28, 2013USD ($)a | Jul. 09, 2015USD ($) | Oct. 31, 2012shares | Jul. 31, 2015USD ($)Childshares | Jul. 31, 2014USD ($) |
Related Party Transaction [Line Items] | ||||||||||||||||
Revenues | $ 0 | $ 39,274 | ||||||||||||||
Lease operating costs | 0 | 23,259 | ||||||||||||||
Overhead costs incurred | 0 | 4,687 | ||||||||||||||
Accounts receivable, related parties | 0 | 58,014 | ||||||||||||||
Due to related parties | 78,585 | 165,542 | ||||||||||||||
Maximum percentage of proceeds to be received upon sale of stock to third party | 100.00% | 100.00% | 95.00% | |||||||||||||
Maximum proceeds to be received upon sale of stock to third party | $ 1,000,000 | |||||||||||||||
Note receivable, outstanding | 325,000 | |||||||||||||||
Period of stock listing on major stock exchange within which the Company will receive proceeds from sale of stock | 60 days | 90 days | 90 days | |||||||||||||
Period of stock sale from date that the share become unrestricted, condition 2 | 60 days | |||||||||||||||
Share price (in dollars per share) | $ / shares | $ 6 | |||||||||||||||
Offer period to repay note receivable | 90 days | |||||||||||||||
Discount percentage offered on note receivable | 67.00% | |||||||||||||||
Discounted value of offered note receivable | $ 619,898 | |||||||||||||||
Proceeds from note receivable | $ 531,000 | |||||||||||||||
Remaining balance of discounted note receivable | $ 88,898 | 88,898 | ||||||||||||||
Writes off related to the discount on notes receivable | $ 1,239,981 | |||||||||||||||
Common Stock [Member] | ||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||
HCN Issuance of common stock (in shares) | shares | 800,000 | 1,050,000 | ||||||||||||||
Shares issued (in shares) | shares | 800,000 | 1,050,000 | ||||||||||||||
Convertible Promissory Note [Member] | ||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||
Debt instrument, face amount | $ 3,200,000 | |||||||||||||||
Convertible note, face amount | $ 3,200,000 | |||||||||||||||
Interest rate in the event default | 12.00% | |||||||||||||||
Original issue discount | $ 734,024 | |||||||||||||||
Namibia Exploration, Inc. [Member] | ||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||
Stock issued during period for acquisition, shares (in shares) | shares | 8,396,667 | |||||||||||||||
HCN [Member] | ||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||
Due to related parties | $ 78,585 | |||||||||||||||
Number of shares of common stock issued in exchange for note receivable (in shares) | shares | 619,960 | 619,960 | 191,667 | |||||||||||||
Value of common stock issued in exchange for note receivable | $ 1,000,000 | |||||||||||||||
Unregistered and restricted common stock (in shares) | shares | 619,960 | 619,960 | 191,667 | |||||||||||||
Amount receivable on non-interest bearing note receivable | $ 1,859,879 | $ 1,859,879 | $ 1,000,000 | |||||||||||||
Percentage of shares payable from sale or by the owner of share to third party, condition 1 | 100.00% | |||||||||||||||
Period of stock sale from date that the share become unrestricted, condition 2 | 60 days | |||||||||||||||
Percentage of remaining balance due within the period of company being listed, condition 3 | 100.00% | |||||||||||||||
Period of company being listed on a major stock exchange, condition 3 | 90 days | |||||||||||||||
Share price (in dollars per share) | $ / shares | $ 6 | |||||||||||||||
HCN Issuance of common stock (in shares) | shares | 3,963 | |||||||||||||||
Shares issued (in shares) | shares | 3,963 | |||||||||||||||
Father-In-Law of Chief Executive Officer [Member] | ||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||
Number of adult children of related party who are significant shareholders | Child | 1 | |||||||||||||||
Percentage of outstanding common stock owned by beneficial owners | 55.00% | |||||||||||||||
Company received payment from related party | $ 58,000 | |||||||||||||||
Percentage working interest purchased | 5.00% | |||||||||||||||
Outstanding billed and unbilled joint interest billings owed by related party | $ 186 | 58,014 | ||||||||||||||
Restricted stock issued during period for consulting services (in shares) | shares | 850,000 | |||||||||||||||
Expense reimbursement | $ 4,353 | |||||||||||||||
Expense recognized from consulting contract with related party | 1,037,000 | $ 6,754 | ||||||||||||||
Proceeds from related party debt | $ 58,000 | |||||||||||||||
Carter E&P [Member] | ||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||
Percentage of working interest sold | 2.00% | |||||||||||||||
Number of acre tract of unevaluated property | a | 366.85 | |||||||||||||||
Land acquisition costs | $ 1,541 | |||||||||||||||
Accounts receivable, related parties | $ 0 | |||||||||||||||
Director [Member] | Common Stock [Member] | ||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||
HCN Issuance of common stock (in shares) | shares | 850,000 | |||||||||||||||
Shares issued (in shares) | shares | 850,000 | |||||||||||||||
Chairman [Member] | ||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||
Debt instrument, face amount | $ 100,000 | |||||||||||||||
Term of promissory note | 1 year | |||||||||||||||
Interest rate on debt | 5.00% | |||||||||||||||
Maximum borrowing capacity | $ 600,000 | |||||||||||||||
Interest rate | 6.25% | |||||||||||||||
Additional borrowing capacity | $ 200,000 | |||||||||||||||
Remaining balance borrowing amount | $ 300,000 | |||||||||||||||
Number of monthly payment | 36 months | |||||||||||||||
Convertible note, face amount | $ 100,000 | |||||||||||||||
Terminated Officer in Corpus Christi Office [Member] | ||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||
Cash consideration associated with conveying properties to terminated officer | $ 0 | |||||||||||||||
Chairman' Nephew [Member] | ||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||
Stock issued during period for acquisition, shares (in shares) | shares | 191,667 | |||||||||||||||
Due from employee | $ 1,000,000 | |||||||||||||||
Unrelated Party in which Michael Watts has Minority Interest [Member] | ||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||
Due from employee | $ 1,859,879 | |||||||||||||||
HCN Obligation [Member] | ||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||
Stock issued during period for acquisition, shares (in shares) | shares | 619,960 | |||||||||||||||
Due to related parties | $ 2,400,000 | |||||||||||||||
Interest and late fees | 533,630 | |||||||||||||||
HCN Obligation [Member] | Settled with Cash [Member] | ||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||
Interest and late fees | $ 25,000 | |||||||||||||||
Duma Holdings [Member] | Convertible Promissory Note [Member] | ||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||
Company received payment from related party | $ 350,000 | |||||||||||||||
Debt instrument, face amount | 100,000 | |||||||||||||||
Convertible note, face amount | $ 100,000 | |||||||||||||||
Number of units exchanged for accrued and unpaid dividends (in shares) | shares | 1.75 | |||||||||||||||
Common stock aggregate (in shares) | shares | 393,750 | |||||||||||||||
Interest rate in the event default | 15.00% | |||||||||||||||
Conversion price (in dollars per share) | $ / shares | $ 4 | |||||||||||||||
Proceeds from related party debt | $ 350,000 | |||||||||||||||
Original issue discount | $ 7,000 | |||||||||||||||
Duma Holdings [Member] | Convertible Promissory Note [Member] | Common Stock [Member] | ||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||
HCN Issuance of common stock (in shares) | shares | 25,000 | |||||||||||||||
Shares issued (in shares) | shares | 25,000 | |||||||||||||||
Duma Holdings [Member] | Convertible Promissory Note [Member] | Series B Convertible Preferred Stock [Member] | ||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||
Conversion of notes (in shares) | shares | 350,000 |
Income Taxes (Reconciliation of
Income Taxes (Reconciliation of Income Tax Provision at the Statutory Rate) (Details) - USD ($) | 12 Months Ended | |
Jul. 31, 2015 | Jul. 31, 2014 | |
Income Taxes [Abstract] | ||
Net loss before income taxes | $ (12,629,323) | $ (6,550,250) |
Income tax benefit | $ 0 | $ 4,599 |
Effective Income Tax Rate Reconciliation [Abstract] | ||
US statutory federal rate | 35.00% | 35.00% |
State income tax rate | 0.58% | 0.58% |
Equity-based compensation | (0.32%) | (5.16%) |
Loss on derivatives | (3.43%) | 0.00% |
Other | 1.95% | (6.64%) |
Net operating loss | (33.78%) | (23.70%) |
Effective statutory rate | 0.00% | 0.08% |
Income Taxes (Schedule of Defer
Income Taxes (Schedule of Deferred Tax Assets) (Details) - USD ($) | 12 Months Ended | |
Jul. 31, 2015 | Jul. 31, 2014 | |
Income Taxes [Abstract] | ||
Percentage valuation allowance on deferred tax assets | 100.00% | |
Net operating loss carry forwards | $ 27,512,641 | |
Beginning year of expiration of operating loss carry forwards | Jan. 1, 2027 | |
Components of Deferred Tax Assets [Abstract] | ||
Stock based compensation | $ 40,022 | $ 338,078 |
Property, including depreciable property | (3,159,840) | (3,122,873) |
Asset retirement obligation | 3,850,232 | 4,168,049 |
Net operating loss carry-forward | 9,787,622 | 5,596,732 |
Other | (277,393) | 20,860 |
Deferred tax assets, gross | 10,240,643 | 7,000,846 |
Valuation allowance for deferred tax assets | (10,240,643) | (7,000,846) |
Total deferred tax assets | $ 0 | $ 0 |
Commitments and Contingencies50
Commitments and Contingencies (Details) | Dec. 31, 2014USD ($)shares | Aug. 29, 2014USD ($)Lawsuit | Feb. 28, 2014USD ($)ft² | Apr. 30, 2015shares | Jul. 31, 2015USD ($)LetterofCreditshares | Jul. 31, 2014USD ($) |
Loss Contingencies [Line Items] | ||||||
Number of Lawsuit | Lawsuit | 1 | |||||
Loss estimation with respect to lawsuit | $ 0 | $ (65,000) | $ 0 | |||
Other Commitments [Line Items] | ||||||
Rent expense | 175,993 | 186,463 | ||||
Monthly compression and handling fees | $ 1,000 | |||||
Number of letters of credit in favor of the Railroad Commission of Texas | LetterofCredit | 2 | |||||
Schedule of prepaid balances [Abstract] | ||||||
Prepaid letter of credit fees | $ 99,300 | 101,251 | ||||
Amortization | 0 | (8,488) | ||||
Net prepaid letter of credit fees | 99,300 | $ 92,763 | ||||
Minimum [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Loss contingency, estimate | 150,000 | |||||
Maximum [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Loss contingency, estimate | 900,000 | |||||
Accounts Payable and Accrued Expenses [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Environmental remediation expense | $ 150,000 | |||||
Houston, Texas Office [Member] | ||||||
Other Commitments [Line Items] | ||||||
Operating lease, term of lease | 3 years | |||||
Operating lease, term of lease extension | 3 years | |||||
Monthly rental payments | $ 6,406 | |||||
Monthly rental payments, year two | 6,673 | |||||
Monthly rental payments, year three | $ 6,940 | |||||
Area of office space subleased | ft² | 4,915 | |||||
Term of lease | Dec. 31, 2017 | |||||
Houston, Texas Office [Member] | Lease from March 1, 2014 through December 31, 2014 [Member] | ||||||
Other Commitments [Line Items] | ||||||
Sublease rental income | $ 10,650 | |||||
Houston, Texas Office [Member] | Lease from January 1, 2015 through December 31, 2015 [Member] | ||||||
Other Commitments [Line Items] | ||||||
Sublease rental income | 10,854 | |||||
Houston, Texas Office [Member] | Lease from January 1, 2016 through December 31, 2016 [Member] | ||||||
Other Commitments [Line Items] | ||||||
Sublease rental income | 11,059 | |||||
Houston, Texas Office [Member] | Lease from January 1, 2017 through December 31, 2017 [Member] | ||||||
Other Commitments [Line Items] | ||||||
Sublease rental income | $ 11,264 | |||||
Common Stock [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Shares issued for services rendered (in shares) | shares | 200,000 | |||||
Scaturro [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Consideration received, promissory note | $ 475,000 | |||||
Percentage of sell of Stock after listing on exchanges per moving average | 5.00% | |||||
Moving volume weighted average of shares period | 10 days | |||||
Scaturro [Member] | Maximum [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Additional shares agreed to sell (in shares) | shares | 500 | |||||
Scaturro [Member] | Common Stock [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Shares agreed to sell (in shares) | shares | 475,000 | 75,000 | ||||
Number of remaining shares available (in shares) | shares | 307,058 | |||||
Kent P. Watts [Member] | Common Stock [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Number of shares transferred (in shares) | shares | 2,237,500 | |||||
Shares issued for services rendered (in shares) | shares | 300,000 | |||||
Two Children of Kent P [Member] | Common Stock [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Number of shares transferred (in shares) | shares | 162,500 | |||||
Letter of Credit One [Member] | ||||||
Other Commitments [Line Items] | ||||||
Debt instrument, face amount | $ 6,610,000 | |||||
Debt instrument, fee percentage | 1.50% | |||||
Letter of Credit Two [Member] | ||||||
Other Commitments [Line Items] | ||||||
Debt instrument, face amount | $ 120,000 | |||||
Debt instrument, fee percentage | 1.50% |
Additional Financial Statemen51
Additional Financial Statement Information (Schedule of Other Current Assets) (Details) - USD ($) | Jul. 31, 2015 | Jul. 31, 2014 |
Additional Financial Statement Information [Abstract] | ||
Prepaid letter of credit fees | $ 99,300 | $ 92,763 |
Prepaid insurance | 314,889 | 287,743 |
Other prepaid expenses | 1,266 | 63,143 |
Employee advance | 80,000 | 0 |
Prepaid expense | 30,601 | 0 |
Accrued interest income | 0 | 2,671 |
Other current assets | 526,056 | 446,320 |
Other receivables, allowance for doubtful accounts | $ 78,242 | $ 70,742 |
Additional Financial Statemen52
Additional Financial Statement Information (Schedule of Property and Equipment) (Details) - USD ($) | 12 Months Ended | |
Jul. 31, 2015 | Jul. 31, 2014 | |
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 301,681 | $ 302,553 |
Less accumulated depreciation | (190,971) | (135,590) |
Net book value | 110,710 | 166,963 |
Depreciation expense | $ 54,716 | 36,894 |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Approximate life | 5 years | |
Total property and equipment | $ 24,085 | 24,085 |
Marine Vessels [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Approximate life | 5 years | |
Total property and equipment | $ 109,742 | 109,742 |
Vehicles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Approximate life | 5 years | |
Total property and equipment | $ 40,496 | 40,496 |
Computer Equipment and Software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Approximate life | 2 years | |
Total property and equipment | $ 125,271 | 126,143 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Approximate life | 2 years | |
Total property and equipment | $ 2,087 | $ 2,087 |
Additional Financial Statemen53
Additional Financial Statement Information (Schedule of Accounts Payable and Accrued Expenses) (Details) - USD ($) | Jul. 31, 2015 | Jul. 31, 2014 |
Additional Financial Statement Information [Abstract] | ||
Trade payables | $ 3,321,118 | $ 2,567,324 |
Accrued payroll | 55,328 | 43,578 |
Accrued interest and fees | 204,585 | 37,853 |
Revenue payable | 4,449 | 5,790 |
Local taxes and royalty payable | 117,753 | 111,699 |
Federal and state income taxes payable | 29,431 | 29,431 |
Total accounts payable and accrued expenses | $ 3,732,664 | $ 2,795,675 |
Subsequent Events (Details)
Subsequent Events (Details) | Nov. 16, 2015USD ($) | Nov. 09, 2015USD ($)$ / sharesshares | Oct. 16, 2015USD ($)$ / sharesshares | Sep. 30, 2015USD ($)a$ / sharesshares | Sep. 28, 2015USD ($)$ / sharesshares | Sep. 21, 2015USD ($)shares | Sep. 14, 2015USD ($)$ / sharesshares | Aug. 31, 2015shares | Aug. 25, 2015USD ($)Directorshares | Jul. 21, 2015shares | Jun. 10, 2015USD ($)$ / sharesshares | Jul. 31, 2015USD ($)$ / sharesshares | Jul. 31, 2014USD ($)$ / sharesshares | Sep. 18, 2015shares | Sep. 17, 2015USD ($) | Sep. 08, 2015$ / sharesshares | Aug. 26, 2015USD ($) | Jul. 10, 2015USD ($) | May. 31, 2015USD ($) | Mar. 31, 2015USD ($) | Aug. 31, 2014USD ($) | Dec. 09, 2013 | Jul. 31, 2013$ / sharesshares | Sep. 30, 2012 |
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Number of shares under right to acquire (in shares) | shares | 978,299 | 1,084,584 | 1,236,959 | |||||||||||||||||||||
Warrants, exercise price (in dollars per share) | $ / shares | $ 5.20 | $ 7.50 | $ 7.50 | |||||||||||||||||||||
Common stock, shares issued (in shares) | shares | 23,001,589 | 21,081,602 | ||||||||||||||||||||||
Common stock, shares authorized (in shares) | shares | 1,000,000,000 | 1,000,000,000 | ||||||||||||||||||||||
Due and payable date | Jun. 10, 2018 | |||||||||||||||||||||||
Fair value of shares issued | $ 23,002 | $ 21,082 | ||||||||||||||||||||||
Working interest rights | 90.00% | 39.00% | 39.00% | |||||||||||||||||||||
Common Stock [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Shares issued (in shares) | shares | 800,000 | 8,396,667 | ||||||||||||||||||||||
Restricted Common Stock [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Shares issued (in shares) | shares | 25,000 | |||||||||||||||||||||||
Original issue discount | $ 32,828 | $ 247,653 | ||||||||||||||||||||||
Series A 7% Convertible Preferred Stock [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Preferred stock, shares issued (in shares) | shares | 8,188 | 8,188 | ||||||||||||||||||||||
Dividend rate of preferred stock | 7.00% | |||||||||||||||||||||||
Number of units exchanged for accrued and unpaid dividends (in shares) | shares | 32 | |||||||||||||||||||||||
Preferred stock, shares authorized (in shares) | shares | 10,000 | |||||||||||||||||||||||
Preferred stock face value (in dollars per share) | $ / shares | $ 400 | |||||||||||||||||||||||
Series B Convertible Preferred Stock [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Interest rate on unpaid dividend | 12.00% | |||||||||||||||||||||||
Typenex Co-Investment, LLC Convertible Note [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Warrants, exercise price (in dollars per share) | $ / shares | $ 2.25 | |||||||||||||||||||||||
Convertible note, face amount | $ 350,000 | |||||||||||||||||||||||
Namibia Exploration, Inc [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Working interest rights | 90.00% | 51.00% | ||||||||||||||||||||||
Convertible Subordinated Promissory Notes [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Convertible note, face amount | $ 100,000 | $ 100,000 | ||||||||||||||||||||||
Convertible Promissory Note [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Convertible note, face amount | $ 3,200,000 | |||||||||||||||||||||||
Stock conversion price (in dollars per shares) | $ / shares | $ 4 | |||||||||||||||||||||||
Original issue discount | $ 734,024 | |||||||||||||||||||||||
Convertible Promissory Note [Member] | WTI Interest Rate [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Average quarterly closing spot price interest rate percentage | 0.00% | |||||||||||||||||||||||
Convertible Promissory Note [Member] | WTI Interest Rate [Member] | Maximum [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Average quarterly closing spot price (in dollars per share) | $ / shares | $ 40 | |||||||||||||||||||||||
Subsequent Event [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Conversion price (in dollars per share) | $ / shares | $ 0.75 | $ 0.75 | ||||||||||||||||||||||
Common stock, shares issued (in shares) | shares | 2,500 | |||||||||||||||||||||||
Trading volume (in shares) | shares | 100,000 | |||||||||||||||||||||||
Stock conversion price (in dollars per shares) | $ / shares | $ 5 | |||||||||||||||||||||||
Consecutive trading days | 30 days | |||||||||||||||||||||||
Common stock, shares authorized (in shares) | shares | 1,000,000,000 | |||||||||||||||||||||||
Preferred stock, shares authorized (in shares) | shares | 1,000,000,000 | |||||||||||||||||||||||
Number of acres of land | a | 1,280 | |||||||||||||||||||||||
New date for agreement expiry | Dec. 3, 2017 | |||||||||||||||||||||||
Subsequent Event [Member] | 2015 Stock Incentive Plan [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Common stock, shares authorized (in shares) | shares | 1,000,000 | |||||||||||||||||||||||
Subsequent Event [Member] | Restricted Common Stock [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Shares issued (in shares) | shares | 25,000 | |||||||||||||||||||||||
Subsequent Event [Member] | Series A 7% Convertible Preferred Stock [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Preferred stock, shares issued (in shares) | shares | 8,188 | |||||||||||||||||||||||
Dividend rate of preferred stock | 7.00% | |||||||||||||||||||||||
Number of units exchanged for accrued and unpaid dividends (in shares) | shares | 32 | |||||||||||||||||||||||
Subsequent Event [Member] | Series A 7% Convertible Voting Preferred Stock [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Conversion price (in dollars per share) | $ / shares | $ 6 | |||||||||||||||||||||||
Preferred stock, shares issued (in shares) | shares | 10,000 | |||||||||||||||||||||||
Dividend rate of preferred stock | 7.00% | |||||||||||||||||||||||
Preferred stock face value (in dollars per share) | $ / shares | $ 400 | |||||||||||||||||||||||
Subsequent Event [Member] | Series B Convertible Preferred Stock [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Conversion price (in dollars per share) | $ / shares | $ 4 | |||||||||||||||||||||||
Convertible note, face amount | $ 100,000 | |||||||||||||||||||||||
Preferred stock, shares issued (in shares) | shares | 35,000 | |||||||||||||||||||||||
Debt instrument, interest rate description | Average of the closing spot prices for West Texas Intermediate crude oil on each trading day during the immediately prior calendar quarter divided by ten, plus two (the “WTI Interest Rate”) multiplied by the face value (provided that the interest rate for the first quarter after issuance is 7% per annum). | |||||||||||||||||||||||
Preferred stock face value (in dollars per share) | $ / shares | $ 1,000 | |||||||||||||||||||||||
Interest rate on unpaid dividend | 12.00% | |||||||||||||||||||||||
Convertible preferred stock (in shares) | shares | 250 | |||||||||||||||||||||||
Preferred stock conversion price (in dollars per shares) | $ / shares | $ 4 | |||||||||||||||||||||||
Conversion price of preferred stock for consecutive 30 days (in dollars per share) | $ / shares | $ 7 | |||||||||||||||||||||||
Subsequent Event [Member] | Series B Convertible Preferred Stock [Member] | Restricted Common Stock [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Shares issued (in shares) | shares | 25,000 | |||||||||||||||||||||||
Subsequent Event [Member] | Total Series B Convertible Preferred Stock [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Preferred stock, shares issued (in shares) | shares | 3,050 | |||||||||||||||||||||||
Subsequent Event [Member] | Minimum [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Consecutive trading days | 20 days | |||||||||||||||||||||||
Subsequent Event [Member] | WTI Interest Rate [Member] | Series B Convertible Preferred Stock [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Convertible preferred stock (in shares) | shares | 3,000 | |||||||||||||||||||||||
Subsequent Event [Member] | Kent P. Watts [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Common stock shares owned (in shares) | shares | 4,946,955 | |||||||||||||||||||||||
Sale of securities in private transactions to make voting agreement effective | $ 1,000,000 | |||||||||||||||||||||||
Conversion price (in dollars per share) | $ / shares | $ 0.75 | |||||||||||||||||||||||
Common stock, shares issued (in shares) | shares | 2,500 | |||||||||||||||||||||||
Trading volume (in shares) | shares | 100,000 | |||||||||||||||||||||||
Stock conversion price (in dollars per shares) | $ / shares | $ 5 | |||||||||||||||||||||||
Consecutive trading days | 30 days | |||||||||||||||||||||||
Convertible preferred stock (in shares) | shares | 2,500 | |||||||||||||||||||||||
Subsequent Event [Member] | Kent P. Watts [Member] | Common Stock [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Shares issued (in shares) | shares | 800,000 | |||||||||||||||||||||||
Subsequent Event [Member] | Kent P. Watts [Member] | Series B Convertible Preferred Stock [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Convertible note, face amount | $ 3,000,000 | |||||||||||||||||||||||
Preferred stock, shares issued (in shares) | shares | 3,000 | |||||||||||||||||||||||
Subsequent Event [Member] | Kent P. Watts [Member] | Minimum [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Consecutive trading days | 20 days | |||||||||||||||||||||||
Subsequent Event [Member] | S. Chris Herndon [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Percentage of voting rights required to elect or remove directors | 66.60% | |||||||||||||||||||||||
Number of elect or remove directors under voting rights | Director | 2 | |||||||||||||||||||||||
Number of directors | Director | 3 | |||||||||||||||||||||||
Subsequent Event [Member] | David. L. Gillespie [Member] | Series B Convertible Preferred Stock [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Convertible note, face amount | $ 50,000 | |||||||||||||||||||||||
Preferred stock, shares issued (in shares) | shares | 50 | |||||||||||||||||||||||
Subsequent Event [Member] | James W. Christian [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Shares issued (in shares) | shares | 60,000 | |||||||||||||||||||||||
Subsequent Event [Member] | Typenex Co-Investment, LLC Convertible Note [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Number of shares under right to acquire (in shares) | shares | 38,889 | |||||||||||||||||||||||
Warrants exercised (in shares) | shares | 260,788 | |||||||||||||||||||||||
Warrants, exercise price (in dollars per share) | $ / shares | $ 1.17 | |||||||||||||||||||||||
Common stock, shares issued (in shares) | shares | 128,048 | |||||||||||||||||||||||
Convertible note, face amount | $ 1,730,000 | |||||||||||||||||||||||
Consecutive trading days | 3 days | |||||||||||||||||||||||
Original issue discount | $ 475,000 | |||||||||||||||||||||||
Legal fees | 5,000 | |||||||||||||||||||||||
Addition purchase price paid by way of the forgiveness | 263,011 | |||||||||||||||||||||||
Proceeds from issuance of convertible promissory note | $ 986,990 | |||||||||||||||||||||||
Due and payable date | Apr. 19, 2016 | |||||||||||||||||||||||
Interest rate in case of default | 22.00% | |||||||||||||||||||||||
Amount to be repaid before 90 days in case of pre-maturity | $ 1,492,500 | |||||||||||||||||||||||
Amount to be repaid after 90 days in case of pre-maturity | 1,611,250 | |||||||||||||||||||||||
Full amount to be repaid before 135 days is case of pre-maturity | $ 1,730,000 | |||||||||||||||||||||||
Number of times balance amount declines to make default | 1.5 | |||||||||||||||||||||||
Convertible note, initial amount | $ 2,595,000 | |||||||||||||||||||||||
Additional Shares pledged to maintain the required minimum collateral value above threshold (in shares) | shares | 1,000,000 | |||||||||||||||||||||||
Number of times of issuable common shares reserve to be maintained to avoid customary event of default | 3 | |||||||||||||||||||||||
Number of shares reserve to be maintained to avoid customary event of default (in shares) | shares | 3,000,000 | |||||||||||||||||||||||
Number of days within which all current outstanding to be repaid to avoid customary default | 30 days | |||||||||||||||||||||||
Multiplier, percentage | 80.00% | |||||||||||||||||||||||
Market price limit (in dollars per share) | $ / shares | $ 0.75 | |||||||||||||||||||||||
Reduction in convertible price, percentage | 5.00% | |||||||||||||||||||||||
Conversion price after reduction, percentage | 75.00% | |||||||||||||||||||||||
Additional reduction in conversion price, percentage | 5.00% | |||||||||||||||||||||||
Total additional reduction in conversion price, percentage | 10.00% | |||||||||||||||||||||||
Additional reduction in convertible note in the event of default, percentage | 15.00% | |||||||||||||||||||||||
Additional reduction in convertible note per the occurrence of first three major defaults, percentage | 5.00% | |||||||||||||||||||||||
Shares pledged by Christopher Watts (in shares) | shares | 2,100,000 | |||||||||||||||||||||||
Excess percentage of outstanding shares that convertible note cannot be converted to Company's common stock | 4.99% | |||||||||||||||||||||||
Percentage increase of market capitalization | 9.99% | |||||||||||||||||||||||
Market capitalization limit | $ 10,000,000 | |||||||||||||||||||||||
Subsequent Event [Member] | KBM Worldwide, Inc. Convertible Note [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Repayment of debt | $ 575,464 | |||||||||||||||||||||||
Subsequent Event [Member] | JMJ Financial Convertible Note [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Repayment of debt | $ 373,333 | |||||||||||||||||||||||
Subsequent Event [Member] | Adar Bays, LLC and Union Capital, LLC Notes [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Convertible note, face amount | $ 416,000 | |||||||||||||||||||||||
Debt instrument, interest rate | 8.00% | |||||||||||||||||||||||
Legal fees | $ 16,000 | |||||||||||||||||||||||
Diligence fees | 30,000 | |||||||||||||||||||||||
Subsequent Event [Member] | JSJ Investments, Inc. [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Convertible note, face amount | $ 350,000 | |||||||||||||||||||||||
Debt instrument, interest rate | 8.00% | |||||||||||||||||||||||
Debt Instrument, accrued interest rate | 18.00% | |||||||||||||||||||||||
Initial notes prepayment period | 180 days | |||||||||||||||||||||||
Common stock, shares convertible, conversion, grace period | 3 days | |||||||||||||||||||||||
Initial notes conversion into our common stock discount percentage | 40.00% | |||||||||||||||||||||||
Prepayment percentage until 60th day | 25.00% | |||||||||||||||||||||||
Prepayment percentage from 61st day to 120th day | 35.00% | |||||||||||||||||||||||
Prepayment percentage after 120th day | 45.00% | |||||||||||||||||||||||
Debt instrument premium percentage | 50.00% | |||||||||||||||||||||||
Initial soft floor price per share on conversions (in dollars per share) | $ / shares | $ 0.30 | |||||||||||||||||||||||
Common stock closing price per share on conversions (in dollars per share) | $ / shares | 0.30 | |||||||||||||||||||||||
Common stock closing price per share for 10 trading days immediately preceding first time (in dollars per share) | $ / shares | 0.30 | |||||||||||||||||||||||
Common stock closing price per share in 10 trading days (in dollars per share) | $ / shares | 0.30 | |||||||||||||||||||||||
Common stock soft floor price per share on conversions one (in dollars per share) | $ / shares | 0.15 | |||||||||||||||||||||||
Common stock soft floor price per share on conversions two (in dollars per share) | $ / shares | $ 0.075 | |||||||||||||||||||||||
Excess percentage of outstanding shares that convertible note cannot be converted to Company's common stock | 4.90% | |||||||||||||||||||||||
Percentage increase of market capitalization | 9.99% | |||||||||||||||||||||||
Subsequent Event [Member] | JSJ Investments, Inc. [Member] | Minimum [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Repayment of debt | $ 25,000 | |||||||||||||||||||||||
Subsequent Event [Member] | JSJ Investments, Inc. [Member] | Maximum [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Repayment of debt | 35,000 | |||||||||||||||||||||||
Subsequent Event [Member] | Snap or Tap Productions, LLC [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Period for which public relations and investor awareness service provided to company | 2 years | |||||||||||||||||||||||
Fair value of shares issued | $ 1,480,000 | |||||||||||||||||||||||
Subsequent Event [Member] | Snap or Tap Productions, LLC [Member] | Restricted Common Stock [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Shares issued (in shares) | shares | 1,000,000 | |||||||||||||||||||||||
Subsequent Event [Member] | Namibia Exploration, Inc [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Working interest rights | 39.00% | |||||||||||||||||||||||
Subsequent Event [Member] | Convertible Subordinated Promissory Notes [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Convertible note, face amount | $ 1,740,832 | $ 100,000 | ||||||||||||||||||||||
Notes due period | 2 years | |||||||||||||||||||||||
Stock interest rate percentage | 12.00% | |||||||||||||||||||||||
Subsequent Event [Member] | Convertible Subordinated Promissory Notes [Member] | WTI Interest Rate [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Average quarterly closing spot price (in dollars per share) | $ / shares | $ 40 | |||||||||||||||||||||||
Average quarterly closing spot price interest rate percentage | 0.00% | |||||||||||||||||||||||
Average quarterly closing spot price for the prior quarter (in dollars per share) | $ / shares | $ 60 | |||||||||||||||||||||||
Average quarterly closing spot price subsequent quarter interest rate percentage | 8.00% | |||||||||||||||||||||||
Debt instrument, interest rate description | The “WTI Rate” equals an annualized percentage interest rate equal to the average of the closing spot prices for West Texas Intermediate crude oil on each trading day during the immediately prior calendar quarter divided by ten, plus two (the “WTI Interest Rate”). For example, if the average quarterly closing spot Price was $60 for the prior quarter, the applicable interest rate for the next quarter would be 8% per annum ($60 / 10 = 6 + 2 = 8%). | |||||||||||||||||||||||
Subsequent Event [Member] | Convertible Subordinated Promissory Notes [Member] | Kent P. Watts [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Convertible note, face amount | $ 516,667 | $ 350,000 | $ 166,667 | |||||||||||||||||||||
Notes due period | 2 years | |||||||||||||||||||||||
Stock interest rate percentage | 12.00% | |||||||||||||||||||||||
Subsequent Event [Member] | Convertible Subordinated Promissory Notes [Member] | Kent P. Watts [Member] | WTI Interest Rate [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Average quarterly closing spot price (in dollars per share) | $ / shares | $ 40 | |||||||||||||||||||||||
Average quarterly closing spot price interest rate percentage | 0.00% | |||||||||||||||||||||||
Average quarterly closing spot price for the prior quarter (in dollars per share) | $ / shares | $ 60 | |||||||||||||||||||||||
Average quarterly closing spot price subsequent quarter interest rate percentage | 8.00% | |||||||||||||||||||||||
Debt instrument, interest rate description | The “WTI Rate” equals an annualized percentage interest rate equal to the average of the closing spot prices for West Texas Intermediate crude oil on each trading day during the immediately prior calendar quarter divided by ten, plus two (the “WTI Interest Rate”). For example, if the average quarterly closing spot Price was $60 for the prior quarter, the applicable interest rate for the next quarter would be 8% per annum ($60 / 10 = 6 + 2 = 8%). | |||||||||||||||||||||||
Subsequent Event [Member] | Convertible Subordinated Promissory Notes [Member] | S. Chris Herndon [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Convertible note, face amount | 100,000 | $ 100,000 | ||||||||||||||||||||||
Subsequent Event [Member] | Convertible Subordinated Promissory Notes [Member] | Clint Summers [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Convertible note, face amount | 83,333 | |||||||||||||||||||||||
Subsequent Event [Member] | Convertible Subordinated Promissory Notes [Member] | Brian Kenny [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Convertible note, face amount | $ 32,500 | |||||||||||||||||||||||
Subsequent Event [Member] | Convertible Promissory Note [Member] | Kent P. Watts [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Convertible note, face amount | 3,200,000 | |||||||||||||||||||||||
Notes due period | 2 years | |||||||||||||||||||||||
Stock interest rate percentage | 12.00% | |||||||||||||||||||||||
Subsequent Event [Member] | Convertible Promissory Note [Member] | Kent P. Watts [Member] | WTI Interest Rate [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Average quarterly closing spot price (in dollars per share) | $ / shares | $ 40 | |||||||||||||||||||||||
Average quarterly closing spot price interest rate percentage | 0.00% | |||||||||||||||||||||||
Average quarterly closing spot price for the prior quarter (in dollars per share) | $ / shares | $ 60 | |||||||||||||||||||||||
Average quarterly closing spot price subsequent quarter interest rate percentage | 8.00% | |||||||||||||||||||||||
Debt instrument, interest rate description | The “WTI Rate” equals an annualized percentage interest rate equal to the average of the closing spot prices for West Texas Intermediate crude oil on each trading day during the immediately prior calendar quarter divided by ten, plus two (the “WTI Interest Rate”). For example, if the average quarterly closing spot Price was $60 for the prior quarter, the applicable interest rate for the next quarter would be 8% per annum ($60 / 10 = 6 + 2 = 8%). | |||||||||||||||||||||||
Subsequent Event [Member] | First Amendment Convertible Promissory Note [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Convertible note, face amount | $ 3,000,000 | |||||||||||||||||||||||
Shares issued (in shares) | shares | 750,000 | |||||||||||||||||||||||
Subsequent Event [Member] | First Amendment Convertible Promissory Note [Member] | Series A 7% Convertible Preferred Stock [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Number of units exchanged for accrued and unpaid dividends (in shares) | shares | 30 | |||||||||||||||||||||||
Subsequent Event [Member] | Initial Notes [Member] | Adar Bays, LLC and Union Capital, LLC Notes [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Convertible note, face amount | $ 208,000 | |||||||||||||||||||||||
Debt Instrument, accrued interest rate | 8.00% | |||||||||||||||||||||||
Term of debt instrument | 2 years | |||||||||||||||||||||||
Initial notes prepayment period | 180 days | |||||||||||||||||||||||
Common stock, shares convertible, conversion, grace period | 3 days | |||||||||||||||||||||||
Initial notes conversion into our common stock discount percentage | 40.00% | |||||||||||||||||||||||
Conversion price percentage increase in the event of "DTC chill" | 50.00% | |||||||||||||||||||||||
Prepayment percentage until 60th day | 115.00% | |||||||||||||||||||||||
Prepayment percentage from 61st day to 120th day | 135.00% | |||||||||||||||||||||||
Prepayment percentage after 120th day | 145.00% | |||||||||||||||||||||||
Redemption percentage | 150.00% | |||||||||||||||||||||||
Initial soft floor price per share on conversions (in dollars per share) | $ / shares | $ 0.30 | |||||||||||||||||||||||
Common stock closing price per share on conversions (in dollars per share) | $ / shares | 0.30 | |||||||||||||||||||||||
Common stock closing price per share for 10 trading days immediately preceding first time (in dollars per share) | $ / shares | 0.30 | |||||||||||||||||||||||
Common stock closing price per share in 10 trading days (in dollars per share) | $ / shares | 0.30 | |||||||||||||||||||||||
Common stock soft floor price per share on conversions one (in dollars per share) | $ / shares | 0.15 | |||||||||||||||||||||||
Common stock soft floor price per share on conversions two (in dollars per share) | $ / shares | $ 0.075 | |||||||||||||||||||||||
Excess of common stock value delisted from exchange (in shares) | shares | 250,000 | |||||||||||||||||||||||
Legal fees paid to investors | $ 8,000 | |||||||||||||||||||||||
Diligence fees paid for initial notes | $ 15,000 | |||||||||||||||||||||||
Number of times balance amount declines to make default | 4 | |||||||||||||||||||||||
Convertible note, initial amount | $ 1,100,000 | |||||||||||||||||||||||
Additional increase in convertible note per the occurrence of first three major defaults, percentage | 24.00% | |||||||||||||||||||||||
Excess percentage of outstanding shares that convertible note cannot be converted to Company's common stock | 9.90% | |||||||||||||||||||||||
Repayment of debt | $ 20,000 | |||||||||||||||||||||||
Subsequent Event [Member] | Initial Notes [Member] | Adar Bays, LLC and Union Capital, LLC Notes [Member] | Minimum [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Total payable, defaults and additional penalties percentage | 10.00% | |||||||||||||||||||||||
Subsequent Event [Member] | Initial Notes [Member] | Adar Bays, LLC and Union Capital, LLC Notes [Member] | Maximum [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Total payable, defaults and additional penalties percentage | 50.00% | |||||||||||||||||||||||
Subsequent Event [Member] | Second Notes [Member] | Adar Bays, LLC and Union Capital, LLC Notes [Member] | ||||||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||||||
Convertible note, face amount | $ 208,000 | |||||||||||||||||||||||
Debt Instrument, accrued interest rate | 8.00% | |||||||||||||||||||||||
Market price limit (in dollars per share) | $ / shares | $ 0.50 | |||||||||||||||||||||||
Common stock aggregate value for consecutive five trading days | $ 50,000 | |||||||||||||||||||||||
Repayment of debt | $ 20,000 |
Supplemental Oil and Gas Info55
Supplemental Oil and Gas Information (Unaudited) (Schedule of Net Proved Reserves) (Details) | 12 Months Ended | |||
Jul. 31, 2015WellBoreMcfbbl | Jul. 31, 2014Mcfbbl | Jul. 31, 2015$ / bbl$ / MillionsofBTUMcfbbl | Jul. 31, 2014$ / bbl$ / MillionsofBTUMcfbbl | |
Supplemental Oil And Gas Information (Unaudited) [Abstract] | ||||
Average oil price per barrel | $ / bbl | 64.94 | 100.11 | ||
Average gas price per MMbtu | $ / MillionsofBTU | 3.25 | 4.10 | ||
Reserve Quantities [Line Items] | ||||
Beginning Balance | 18,162,011 | 16,688,590 | ||
Revisions of previous estimates | 12,593,693 | 2,538,043 | ||
Sale of reserves in place | (636,437) | |||
Production | (486,605) | (428,185) | ||
Ending Balance | 30,269,100 | 18,162,011 | ||
Proved developed producing | 4,224,320 | 2,175,826 | ||
Proved developed non-producing | 10,677,240 | 6,087,112 | ||
Proved undeveloped | 15,367,540 | 9,899,073 | ||
Total proved reserves | 30,269,100 | 16,688,590 | 30,269,100 | 18,162,011 |
Minimum number of well-bores scheduled for shut down | WellBore | 100 | |||
Oil [Member] | ||||
Reserve Quantities [Line Items] | ||||
Beginning Balance | bbl | 1,021,775 | 659,700 | ||
Revisions of previous estimates | bbl | 1,051,419 | 422,261 | ||
Sale of reserves in place | bbl | (17,750) | |||
Production | bbl | (55,604) | (42,436) | ||
Ending Balance | bbl | 2,017,590 | 1,021,775 | ||
Proved developed producing | bbl | 357,760 | 200,981 | ||
Proved developed non-producing | bbl | 488,570 | 212,320 | ||
Proved undeveloped | bbl | 1,171,260 | 608,474 | ||
Total proved reserves | bbl | 2,017,590 | 659,700 | 2,017,590 | 1,021,775 |
Gas [Member] | ||||
Reserve Quantities [Line Items] | ||||
Beginning Balance | 12,031,361 | 12,730,390 | ||
Revisions of previous estimates | 6,285,180 | 4,477 | ||
Sale of reserves in place | (529,937) | |||
Production | (152,981) | (173,569) | ||
Ending Balance | 18,163,560 | 12,031,361 | ||
Proved developed producing | 2,077,760 | 969,940 | ||
Proved developed non-producing | 7,745,820 | 4,813,192 | ||
Proved undeveloped | 8,339,980 | 6,248,229 | ||
Total proved reserves | 12,031,361 | 12,730,390 | 18,163,560 | 12,031,361 |
Supplemental Oil and Gas Info56
Supplemental Oil and Gas Information (Unaudited) (Schedule of Capitalized Costs) (Details) - USD ($) | Jul. 31, 2015 | Jul. 31, 2014 |
Supplemental Oil And Gas Information (Unaudited) [Abstract] | ||
Unevaluated properties | $ 2,260,912 | $ 2,119,769 |
Evaluated properties | 19,578,916 | 19,153,125 |
Less impairment | (373,335) | (373,335) |
Gross capitalized costs | 21,466,493 | 20,899,559 |
Less depreciation, depletion and amortization | (4,381,912) | (3,491,420) |
Net oil and gas properties | $ 17,084,581 | $ 17,408,139 |
Supplemental Oil and Gas Info57
Supplemental Oil and Gas Information (Unaudited) (Schedule of Costs Incurred) (Details) - USD ($) | 12 Months Ended | |
Jul. 31, 2015 | Jul. 31, 2014 | |
Property acquisition [Abstract] | ||
Unproved | $ 141,143 | $ 821,665 |
Proved | 0 | 13 |
Exploration | 38,762 | 238,112 |
Drilling and development costs | 2,232,748 | (6,334) |
Changes in ARO | (139,183) | (105,015) |
Cost recovery | (1,706,539) | (658,195) |
Total costs incurred | 566,931 | 290,246 |
Namibia [Member] | ||
Property acquisition [Abstract] | ||
Unproved | 141,143 | 821,665 |
Proved | 0 | 0 |
Exploration | 0 | 173,299 |
Drilling and development costs | 0 | 0 |
Changes in ARO | 0 | |
Cost recovery | 0 | |
Total costs incurred | 141,143 | 994,964 |
USA [Member] | ||
Property acquisition [Abstract] | ||
Unproved | 0 | 0 |
Proved | 0 | 13 |
Exploration | 38,762 | 64,813 |
Drilling and development costs | 2,232,748 | (6,334) |
Changes in ARO | (139,183) | (105,015) |
Cost recovery | (1,706,539) | (658,195) |
Total costs incurred | $ 425,788 | $ (704,718) |
Supplemental Oil and Gas Info58
Supplemental Oil and Gas Information (Unaudited) (Schedule of Costs Excluded by Year) (Details) - USD ($) | 12 Months Ended | |
Jul. 31, 2015 | Jul. 31, 2014 | |
Supplemental Oil And Gas Information (Unaudited) [Abstract] | ||
Minimum period for amortization of excluded cost | 4 years | |
Maximum period for amortization of excluded cost | 5 years | |
Property Acquisition | $ 141,143 | $ 821,665 |
Exploration | 0 | 173,299 |
Total | $ 141,143 | $ 994,964 |
Supplemental Oil and Gas Info59
Supplemental Oil and Gas Information (Unaudited) (Schedule of Costs Excluded by Country) (Details) - USD ($) | 12 Months Ended | |
Jul. 31, 2015 | Jul. 31, 2014 | |
Costs Incurred, Oil and Gas Property Acquisition, Exploration, and Development Activities [Line Items] | ||
Beginning Balance | $ 994,964 | |
Ending Balance | 141,143 | $ 994,964 |
Namibia [Member] | ||
Costs Incurred, Oil and Gas Property Acquisition, Exploration, and Development Activities [Line Items] | ||
Beginning Balance | 2,119,769 | 1,124,805 |
Additional Cost Incurred | 141,143 | 994,964 |
Ending Balance | 2,260,912 | 2,119,769 |
USA [Member] | ||
Costs Incurred, Oil and Gas Property Acquisition, Exploration, and Development Activities [Line Items] | ||
Beginning Balance | 0 | 0 |
Additional Cost Incurred | 0 | 0 |
Ending Balance | $ 0 | $ 0 |
Supplemental Oil and Gas Info60
Supplemental Oil and Gas Information (Unaudited) (Schedule of Standardized Measure) (Details) - USD ($) | Jul. 31, 2015 | Jul. 31, 2014 | Jul. 31, 2013 |
Supplemental Oil And Gas Information (Unaudited) [Abstract] | |||
Future cash inflows | $ 206,774,120 | $ 159,283,690 | |
Future production costs | (71,055,710) | (54,437,098) | |
Future development costs | (56,321,551) | (43,054,816) | |
Future income tax expenses | (27,788,901) | (21,627,122) | |
Future net cash flows | 51,607,958 | 40,164,654 | |
10% annual discount for estimated timing of cash flows | (22,718,796) | (15,807,988) | |
Future net cash flows at end of year | $ 28,889,162 | $ 24,356,666 | $ 6,352,793 |
Supplemental Oil and Gas Info61
Supplemental Oil and Gas Information (Unaudited) (Schedule of Changes in Standardized Measure) (Details) - USD ($) | 12 Months Ended | |
Jul. 31, 2015 | Jul. 31, 2014 | |
Supplemental Oil And Gas Information (Unaudited) [Abstract] | ||
Standardized measure of discounted future net cash flows at beginning of year | $ 24,356,666 | $ 6,352,793 |
Net changes in prices and production costs | (21,776,026) | 20,980,014 |
Changes in estimated future development costs | (7,426,468) | (764,412) |
Sales of oil and gas produced, net of production costs | 819,396 | (151,783) |
Discoveries and extensions | 0 | 0 |
Purchases of minerals in place | 0 | 0 |
Sales of minerals in place | 0 | (2,228,023) |
Revisions of previous quantity estimates | 31,608,990 | 8,885,117 |
Development costs incurred | 0 | 0 |
Change in income taxes | (2,440,575) | (9,694,393) |
Accretion of discount | 3,747,179 | 977,353 |
Standardized measure of discounted future net cash flows at year end | $ 28,889,162 | $ 24,356,666 |
Supplemental Oil and Gas Info62
Supplemental Oil and Gas Information (Unaudited) (Schedule of Results of Operations for Producing Activities) (Details) | 12 Months Ended | |
Jul. 31, 2015USD ($)$ / Mcfe | Jul. 31, 2014USD ($)$ / Mcfe | |
Supplemental Oil And Gas Information (Unaudited) [Abstract] | ||
Net revenues from production | $ 3,941,541 | $ 5,065,096 |
Expenses [Abstract] | ||
Lease operating expense | 4,762,854 | 4,913,313 |
Accretion | 993,579 | 1,043,928 |
Operating expenses | 5,756,433 | 5,957,241 |
Depletion and amortization | 890,491 | 873,942 |
Total expenses | 6,646,924 | 6,831,183 |
Income before income tax | (2,705,383) | (1,766,087) |
Income tax expenses | 0 | |
Results of operations | $ (2,705,383) | $ (1,766,087) |
Depletion and amortization rate per net equivalent Mcfe (in dollar per mcfe) | $ / Mcfe | 1.83 | 2.04 |