Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Sep. 30, 2016 | Nov. 11, 2016 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | Brenham Oil & Gas Corp. | |
Document Type | 10-Q | |
Current Fiscal Year End Date | --12-31 | |
Entity Common Stock, Shares Outstanding | 128,031,064 | |
Amendment Flag | false | |
Entity Central Index Key | 1,501,720 | |
Entity Current Reporting Status | Yes | |
Entity Voluntary Filers | No | |
Entity Filer Category | Smaller Reporting Company | |
Entity Well-known Seasoned Issuer | No | |
Document Period End Date | Sep. 30, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q3 |
CONSOLIDATED BALANCE SHEETS (Un
CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) | Sep. 30, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 6,530 | $ 6,051 |
Total assets | 6,530 | 6,051 |
Current liabilities: | ||
Accounts payable and accrued expenses | 26,010 | 23,518 |
Accounts payable – related parties | 767,089 | 651,750 |
Total current liabilities | 793,099 | 675,268 |
Long-term liabilities: | ||
Asset retirement obligations | 7,625 | 7,400 |
Total liabilities | 800,724 | 682,668 |
Commitments and contingencies | ||
Stockholders’ deficit: | ||
Preferred stock, $0.0001 par value, 10,000,000 shares authorized, 0 shares issued and outstanding | 0 | 0 |
Common stock, $0.0001 par value, 200,000,000 shares authorized; 128,293,536 shares issued and outstanding | 12,830 | 12,830 |
Less: treasury stock, at cost; 262,472 shares | (4,728) | (4,728) |
Additional paid-in capital | 992,981 | 992,981 |
Accumulated deficit | (1,795,277) | (1,677,700) |
Total stockholders’ deficit | (794,194) | (676,617) |
Total liabilities and stockholders’ deficit | $ 6,530 | $ 6,051 |
CONSOLIDATED BALANCE SHEETS (U3
CONSOLIDATED BALANCE SHEETS (Unaudited) (Parentheticals) - $ / shares | Sep. 30, 2016 | Dec. 31, 2015 |
Preferred stock par value (in Dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock par value (in Dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 128,293,536 | 128,293,536 |
Common stock, shares outstanding | 128,293,536 | 128,293,536 |
Treasury stock, shares | 262,472 | 262,472 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Oil and gas revenues | $ 0 | $ 1,726 | $ 0 | $ 5,736 |
Costs and expenses: | ||||
Lease operating expenses | 0 | 1,758 | 0 | 8,039 |
General and administrative | 36,793 | 34,731 | 117,352 | 110,616 |
Depletion and accretion | 0 | 394 | 225 | 2,102 |
Impairment of oil and gas assets | 0 | 0 | 0 | 20,000 |
Total operating expenses | 36,793 | 36,883 | 117,577 | 140,757 |
Net loss | $ (36,793) | $ (35,157) | $ (117,577) | $ (135,021) |
Net loss per common share – basic and diluted (in Dollars per share) | $ 0 | $ 0 | $ 0 | $ 0 |
Weighted average number of common shares outstanding – basic and diluted (in Shares) | 128,293,536 | 128,293,036 | 128,293,536 | 128,293,113 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Cash flows from operating activities: | ||
Net loss | $ (117,577) | $ (135,021) |
Adjustments to reconcile net loss to cash used in operating activities: | ||
Depletion and accretion | 225 | 2,102 |
Impairment of oil and gas property | 0 | 20,000 |
Changes in operating assets and liabilities: | ||
Accounts payable and accrued expenses | 2,492 | (1,622) |
Net cash used in operating activities | (114,860) | (114,541) |
Cash flows from financing activities: | ||
Payments for acquisition of treasury stock | 0 | (267) |
Advances from related parties, net | 115,339 | 115,305 |
Net cash provided by financing activities | 115,339 | 115,038 |
Net increase in cash | 479 | 497 |
Cash and cash equivalents, beginning of period | 6,051 | 6,000 |
Cash and cash equivalents, end of period | 6,530 | 6,497 |
Supplemental disclosures: | ||
Interest paid | 0 | 0 |
Income taxes paid | 0 | 0 |
Non-cash investing and financing transactions: | ||
Change in estimate of asset retirement costs | $ 225 | $ 499 |
Note 1. Summary of Significant
Note 1. Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies [Text Block] | Note 1. Summary of Significant Accounting Policies Basis of Presentation The accompanying unaudited interim consolidated financial statements of Brenham Oil & Gas Corp. (“Brenham”) have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission and should be read in conjunction with the audited consolidated financial statements and notes thereto contained in Brenham’s Annual Report on Form 10-K filed with the SEC for the year ended December 31, 2015. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the unaudited interim consolidated financial statements that would substantially duplicate the disclosures contained in the audited financial statements for the most recent fiscal year as reported in the Form 10-K have been omitted. Organization, Ownership and Business Brenham Oil & Gas, Inc. was incorporated under the laws of the State of Texas in November 1997 and became a wholly-owned subsidiary of American International Industries, Inc. (“American”) in November 1997. On April 21, 2010, the Company was re-domiciled in Nevada as Brenham Oil & Gas Corp. (“Brenham”) and Brenham Oil & Gas, Inc. became a wholly-owned subsidiary of Brenham. American was issued 64,977,093 shares of common stock of Brenham in connection with the reorganization in exchange for all shares outstanding of Brenham Oil & Gas, Inc. The reorganization has been retroactively applied to the consolidated financial statements for all periods presented. On November 10, 2016, Brenham filed a Form 8-K reporting the Closing of the Agreement and Plan of Merger with Africa International Capital Ltd., a Bermuda corporation (“AIC”) pursuant to which a wholly-owned subsidiary of Brenham will be merged with and into AIC which will be the surviving entity and will become a subsidiary of Brenham. See subsequent event footnote for further information Use of Estimates In preparing financial statements in conformity with accounting principles generally accepted in the United States of America, management is required to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. Going Concern The consolidated financial statements have been prepared on a going concern basis, which assumes the Company will be able to realize its assets and discharge its liabilities in the normal course of business for the foreseeable future. The Company incurred a loss from operations during the nine months ended September 30, 2016 and 2015, has financial commitments in excess of current capital resources, and expects to incur further losses in the future, thus raising substantial doubt about the Company's ability to continue as a going concern. The ability to continue as a going concern is dependent upon the Company generating profitable operations in the future and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. These financials do not include any adjustments relating to the recoverability and reclassification of recorded asset amounts, or amounts and classifications of liabilities that might result from this uncertainty. With the merger completed on November 10, 2016, the Company's new management believes it should have the ability to continue as a going concern. These financials do not include any adjustments relating to the recoverability and reclassification of recorded asset amounts, or amounts and classifications of liabilities that might result from this uncertainty. Cash and Cash Equivalents Brenham considers all short-term securities purchased with a maturity of three months or less to be cash equivalents. Oil & Gas Properties The Company has followed the full cost method of accounting for its investments in oil and gas properties, whereby all costs incurred in connection with the acquisition, exploration for and development of petroleum and natural gas reserves, including unproductive wells, are capitalized. Such costs have included lease acquisition, geological and geophysical activities, rentals on non-producing leases, drilling, completing and equipping of oil and gas wells and administrative costs directly attributable to those activities, and asset retirement costs. General and administrative costs related to production and general overhead are expensed as incurred. Disposition of oil properties are accounted for as a reduction of capitalized costs, with no gain or loss recognized unless such adjustment would significantly alter the relationship between capital costs and proved reserves of oil, in which case the gain or loss is recognized in the statement of operations. Future development, site restoration, dismantlement and abandonment costs, are estimated property by property, based upon current economic conditions and regulatory requirements, and are included in amortization of our oil and natural gas property costs. Depletion of capitalized oil properties and estimated future development costs, excluding unproved properties, are based on the unit-of-production method based on proved reserves. At the end of each quarter, the unamortized cost of oil and natural gas properties, net of related deferred income taxes, is limited to the sum of the estimated future after-tax net revenues from proved properties, after giving effect to cash flow hedge positions, discounted at 10%, and the lower of cost or fair value of unproved properties, adjusted for related income tax effects. This limitation is known as the “ceiling test,” and is based on SEC rules for the full cost oil and gas accounting method. There was no ceiling test write-down recorded during the nine months ended September 30, 2016 and 2015. The Company assesses the carrying value of its unproved properties for impairment periodically. If the results of an assessment indicate that an unproved property is impaired (which was assessed in connection with the Company’s evaluation of goodwill impairment), then the carrying value of the unproved properties is added to the proved oil property costs to be amortized and subject to the ceiling test. The Company recorded an oil and gas impairment of $20,000 during the nine months ended September 30, 2015. At December 31, 2015, the Company wrote off all of the Company’s oil and gas properties as impairment expense. Income Taxes Brenham is a taxable entity and recognizes deferred tax assets and liabilities for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Deferred tax assets and liabilities are measured using enacted tax rates expected to be in effect when the temporary differences reverse. The effect on the deferred tax assets and liabilities of a change in tax rates is recognized in income in the year that includes the enactment date of the rate change. A valuation allowance is used to reduce deferred tax assets to the amount that is more likely than not to be realized. Interest and penalties associated with income taxes are included in selling, general and administrative expense. Brenham has adopted ASC 740-10 “Accounting for Uncertainty in Income Taxes,” which prescribes a comprehensive model of how a company should recognize, measure, present, and disclose in its financial statements uncertain tax positions that the company has taken or expects to take on a tax return. ASC 740-10 states that a tax benefit from an uncertain position may be recognized if it is “more likely than not” that the position is sustainable, based upon its technical merits. The tax benefit of a qualifying position is the largest amount of tax benefit that is greater than 50 percent likely of being realized upon ultimate settlement with a taxing authority having full knowledge of all relevant information. As of September 30, 2016, Brenham had not recorded any tax benefits from uncertain tax positions. Net Loss Per Common Share Net loss per common share is computed by dividing the net loss by the weighted average number of shares outstanding during a period. The weighted average number of shares was calculated by taking the number of shares outstanding and weighting them by the amount of time that they were outstanding. Basic and diluted net losses per share were the same, as there were no common stock equivalents outstanding. Recent Accounting Pronouncements There were various accounting standards and interpretations issued recently, none of which are expected to have a material impact on the Company’s financial position, operations, or cash flows. Subsequent Events The Company has evaluated all transactions through the date the consolidated financial statements were issued for subsequent event disclosure consideration. Reference is made to Note 3. “Merger Agreement/Subsequent Events” below. |
Note 2. Accounts Payable _ Rela
Note 2. Accounts Payable – Related Parties | 9 Months Ended |
Sep. 30, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions Disclosure [Text Block] | Note 2. Accounts Payable – Related Parties Related party payables at September 30, 2016 consisted of $635,989 owed to American as advances to assist with Brenham’s operating expenses, and $131,100 owed to KDT for the acquisition of mineral rights for the Gillock Field. Related party payables at December 31, 2015 consists of $520,650 owed to American as advances to assist with Brenham’s operating expenses, and $131,100 owed to KDT and Daniel Dror II Trust of 2012 for the acquisition of mineral rights for the Gillock Field. KDT is owned by an entity which is controlled by the brother of Daniel Dror, Brenham’s Chairman, Chief Executive Officer, and President. Daniel Dror II is the adult son of Daniel Dror, Brenham’s Chairman and Chief Executive Officer. The advances to Brenham are non-interest bearing and due on demand. |
Note 3. Merger Agreement
Note 3. Merger Agreement | 9 Months Ended |
Sep. 30, 2016 | |
Business Combinations [Abstract] | |
Business Combination Disclosure [Text Block] | Note 3. Merger Agreement/Subsequent Events On April 29, 2016, the Company filed a Form 8-K reporting that it had entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Africa International Capital Ltd., a Bermuda corporation (“AIC”) pursuant to which a wholly-owned subsidiary of the Registrant will be merged with and into AIC which will be the surviving entity and will become a subsidiary of the Registrant. A copy of the Merger Agreement was filed as Exhibit 2.1 to that Form 8-K. The Registrant also reported in the same 8-K that it had also entered into a Contribution Agreement with its corporate parent and principal shareholder, American International Industries, Inc., a Nevada corporation (“AIII”), a copy of which was filed as Exhibit 2.2 to this same Form 8-K. On November 9, 2016, Brenham filed an amended Preliminary Information Statement on Schedule 14C with full disclosure required by Items 11 through 14 of Schedule 14A, including but not limited to the audited financial statements of the Registrant and AIC as well as the pro forma consolidated financial statements of the Registrant and AIC as required by Schedule 14A together with additional disclosure regarding the business of AIC. Pursuant to the authority granted by the Joint Written Consent, a copy of which was attached as an exhibit to the PRE14C, the Company agreed to Company file a Certificate of Amendment to the Company’s Articles of Incorporation, to: (i) change the name of the Company from Brenham Oil & Gas Corp. to Africa Growth Corporation (the “Name Change”); (ii) implement a one-for-two hundred (1:200) reverse split of its 128,042,064 shares of issued and outstanding Common Stock (the “Reverse Split”); (iii) rename existing Brenham Common Stock to Common Stock Series A; (iv) authorize the issuance of up to 100,000,000 shares of a new class of non-voting common stock with the same economic rights of Common Stock Series A but without the right to vote on any matter which shall be designated Common Stock Series B; (v) authorize the issuance of up to 1,000,000 shares of a new class of super-voting common stock with all of the economic rights of existing common stock except that such common stock will have five thousand (5,000) votes for each share, which shall be designated Common Stock Series C; and (vi) authorize the issuance of up to 29,000,000 shares of preferred stock at par value of $0.0001 per share, which may be issued in one or more series (“Preferred Stock”) and the Board of Directors shall be authorized to fix the powers, preferences, rights, qualifications, limitations or restrictions of the Preferred Stock and any series thereof. The foregoing are referred to collectively, as the “Corporate Actions.” The Corporate Actions will be evidenced by the filing of the Certificate of Amendment with the Secretary of State of the State of Nevada but will not become effective until the Company’s PRE 14C is cleared by the SEC and the Corporation Actions receive approval from FINRA of the Name Change and the Reverse Split (the “Effective Date”). On November 10, 2016, the Company filed a Form 8-K with the SEC reporting the Closing of the Merger Agreement with AIC on November 9, 2016, as well as including disclosure under Items 1.01, 3.02, 5.01, 5.02 and 5.03 of Form 8-K. The Closing of the Merger Agreement is subject to certain conditions subsequent (the "Post-Closing Events") discussed below. In order to implement the Corporate Actions and conclude the Post-Closing Events, the Certificate of Amendment must be filed with the State of Nevada in connection with applying for and receiving FINRA approval of the Name Change and the Reverse Split. At November 9, 2016, the date of the Closing, and prior to the implementation of the Reverse Split and the issuance of any shares of Common Stock to the AIC shareholders, the Company had 200,000,000 shares of Common Stock authorized and 128,293,536 shares of Common Stock issued and outstanding. In connection with the Closing on November 9, 2016, the Company has instructed its transfer agent to issue a certificate evidencing 71,706,464 shares of pre-Reverse Split Common Stock, representing the remaining authorized but unissued pre-Reverse Split Shares in the name of a designee of AIC, in furtherance of the Company's obligation, following the Closing of the Merger Agreement, that the outstanding shares of AIC shall be converted into and exchanged for 7,362,421 post-Reverse Split shares of new Common Stock Series A, representing 1,472,484,200 pre-Reverse Split shares of Common Stock, or approximately 92% of the outstanding Common Stock Series A after the Closing and the implementation of the Reverse Split. As noted above, the Company does not have and will not have a sufficient number of authorized but unissued shares until FINRA approves all of the Corporate Actions. In addition, in connection with the Closing and the Change in Control, the Company's Board of Directors: (i) accepted the resignations of Daniel Dror, CEO, President and Chairman, Charles R. Zeller, Director and Interim CFO, Bryan M. Mook, Director and COO and L. Rogers Hardy, Director and VP of Exploration, effective November 10, 2016; and (ii) appointed Brenton Kuss to the position of CFO and Christopher Darnell as Chairman and CEO, also effective November 10, 2016. The Company reasonably expects that prior to the implementation of the Post-Closing Events, one or more executive officers and directors may also be expected to be appointed. S. Scott Gaille, who has been a director of the Company since 2010, shall continue to serve as a member of the Board of Directors |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 9 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Basis of Accounting, Policy [Policy Text Block] | Basis of Presentation The accompanying unaudited interim consolidated financial statements of Brenham Oil & Gas Corp. (“Brenham”) have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission and should be read in conjunction with the audited consolidated financial statements and notes thereto contained in Brenham’s Annual Report on Form 10-K filed with the SEC for the year ended December 31, 2015. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the unaudited interim consolidated financial statements that would substantially duplicate the disclosures contained in the audited financial statements for the most recent fiscal year as reported in the Form 10-K have been omitted. |
Organization Ownership and Business, Policy [Text Block] | Organization, Ownership and Business Brenham Oil & Gas, Inc. was incorporated under the laws of the State of Texas in November 1997 and became a wholly-owned subsidiary of American International Industries, Inc. (“American”) in November 1997. On April 21, 2010, the Company was re-domiciled in Nevada as Brenham Oil & Gas Corp. (“Brenham”) and Brenham Oil & Gas, Inc. became a wholly-owned subsidiary of Brenham. American was issued 64,977,093 shares of common stock of Brenham in connection with the reorganization in exchange for all shares outstanding of Brenham Oil & Gas, Inc. The reorganization has been retroactively applied to the consolidated financial statements for all periods presented. |
Use of Estimates, Policy [Policy Text Block] | Use of Estimates In preparing financial statements in conformity with accounting principles generally accepted in the United States of America, management is required to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. |
Going Concern, Policy [Text Block] | Going Concern The consolidated financial statements have been prepared on a going concern basis, which assumes the Company will be able to realize its assets and discharge its liabilities in the normal course of business for the foreseeable future. The Company incurred a loss from operations during the nine months ended September 30, 2016 and 2015, has financial commitments in excess of current capital resources, and expects to incur further losses in the future, thus raising substantial doubt about the Company's ability to continue as a going concern. The ability to continue as a going concern is dependent upon the Company generating profitable operations in the future and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. These financials do not include any adjustments relating to the recoverability and reclassification of recorded asset amounts, or amounts and classifications of liabilities that might result from this uncertainty. With the merger completed on November 10, 2016, the Company's new management believes it should have the ability to continue as a going concern. These financials do not include any adjustments relating to the recoverability and reclassification of recorded asset amounts, or amounts and classifications of liabilities that might result from this uncertainty. |
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and Cash Equivalents Brenham considers all short-term securities purchased with a maturity of three months or less to be cash equivalents. |
Oil and Gas Properties Policy [Policy Text Block] | Oil & Gas Properties The Company has followed the full cost method of accounting for its investments in oil and gas properties, whereby all costs incurred in connection with the acquisition, exploration for and development of petroleum and natural gas reserves, including unproductive wells, are capitalized. Such costs have included lease acquisition, geological and geophysical activities, rentals on non-producing leases, drilling, completing and equipping of oil and gas wells and administrative costs directly attributable to those activities, and asset retirement costs. General and administrative costs related to production and general overhead are expensed as incurred. Disposition of oil properties are accounted for as a reduction of capitalized costs, with no gain or loss recognized unless such adjustment would significantly alter the relationship between capital costs and proved reserves of oil, in which case the gain or loss is recognized in the statement of operations. Future development, site restoration, dismantlement and abandonment costs, are estimated property by property, based upon current economic conditions and regulatory requirements, and are included in amortization of our oil and natural gas property costs. Depletion of capitalized oil properties and estimated future development costs, excluding unproved properties, are based on the unit-of-production method based on proved reserves. At the end of each quarter, the unamortized cost of oil and natural gas properties, net of related deferred income taxes, is limited to the sum of the estimated future after-tax net revenues from proved properties, after giving effect to cash flow hedge positions, discounted at 10%, and the lower of cost or fair value of unproved properties, adjusted for related income tax effects. This limitation is known as the “ceiling test,” and is based on SEC rules for the full cost oil and gas accounting method. There was no ceiling test write-down recorded during the nine months ended September 30, 2016 and 2015. The Company assesses the carrying value of its unproved properties for impairment periodically. If the results of an assessment indicate that an unproved property is impaired (which was assessed in connection with the Company’s evaluation of goodwill impairment), then the carrying value of the unproved properties is added to the proved oil property costs to be amortized and subject to the ceiling test. The Company recorded an oil and gas impairment of $20,000 during the nine months ended September 30, 2015. At December 31, 2015, the Company wrote off all of the Company’s oil and gas properties as impairment expense. |
Income Tax, Policy [Policy Text Block] | Income Taxes Brenham is a taxable entity and recognizes deferred tax assets and liabilities for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Deferred tax assets and liabilities are measured using enacted tax rates expected to be in effect when the temporary differences reverse. The effect on the deferred tax assets and liabilities of a change in tax rates is recognized in income in the year that includes the enactment date of the rate change. A valuation allowance is used to reduce deferred tax assets to the amount that is more likely than not to be realized. Interest and penalties associated with income taxes are included in selling, general and administrative expense. Brenham has adopted ASC 740-10 “Accounting for Uncertainty in Income Taxes,” which prescribes a comprehensive model of how a company should recognize, measure, present, and disclose in its financial statements uncertain tax positions that the company has taken or expects to take on a tax return. ASC 740-10 states that a tax benefit from an uncertain position may be recognized if it is “more likely than not” that the position is sustainable, based upon its technical merits. The tax benefit of a qualifying position is the largest amount of tax benefit that is greater than 50 percent likely of being realized upon ultimate settlement with a taxing authority having full knowledge of all relevant information. As of September 30, 2016, Brenham had not recorded any tax benefits from uncertain tax positions. |
Earnings Per Share, Policy [Policy Text Block] | Net Loss Per Common Share Net loss per common share is computed by dividing the net loss by the weighted average number of shares outstanding during a period. The weighted average number of shares was calculated by taking the number of shares outstanding and weighting them by the amount of time that they were outstanding. Basic and diluted net losses per share were the same, as there were no common stock equivalents outstanding. |
New Accounting Pronouncements, Policy [Policy Text Block] | Recent Accounting Pronouncements There were various accounting standards and interpretations issued recently, none of which are expected to have a material impact on the Company’s financial position, operations, or cash flows. |
Subsequent Events, Policy [Policy Text Block] | Subsequent Events The Company has evaluated all transactions through the date the consolidated financial statements were issued for subsequent event disclosure consideration. |
Note 1. Summary of Significan10
Note 1. Summary of Significant Accounting Policies (Details) - USD ($) | Apr. 21, 2010 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 |
Accounting Policies [Abstract] | |||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | 64,977,093 | ||||
Fair Value Inputs, Discount Rate | 10.00% | ||||
Impairment of Oil and Gas Properties | $ 0 | $ 0 | $ 0 | $ 20,000 |
Note 2. Accounts Payable _ Re11
Note 2. Accounts Payable – Related Parties (Details) - USD ($) | Sep. 30, 2016 | Dec. 31, 2015 |
Note 2. Accounts Payable – Related Parties (Details) [Line Items] | ||
Accounts Payable, Related Parties, Current | $ 767,089 | $ 651,750 |
Affiliated Entity [Member] | ||
Note 2. Accounts Payable – Related Parties (Details) [Line Items] | ||
Accounts Payable, Related Parties, Current | 635,989 | 520,650 |
Immediate Family Member of Management or Principal Owner [Member] | ||
Note 2. Accounts Payable – Related Parties (Details) [Line Items] | ||
Accounts Payable, Related Parties, Current | $ 131,100 | $ 131,100 |
Note 3. Merger Agreement (Detai
Note 3. Merger Agreement (Details) - $ / shares | Nov. 09, 2016 | Nov. 10, 2016 | Sep. 30, 2016 | Dec. 31, 2015 |
Note 3. Merger Agreement (Details) [Line Items] | ||||
Common Stock, Shares, Issued | 128,293,536 | 128,293,536 | ||
Common Stock, Shares, Outstanding | 128,293,536 | 128,293,536 | ||
Common Stock, Shares Authorized | 200,000,000 | 200,000,000 | ||
Preferred Stock, Shares Authorized | 10,000,000 | 10,000,000 | ||
Preferred Stock, Par or Stated Value Per Share (in Dollars per share) | $ 0.0001 | $ 0.0001 | ||
Subsequent Event [Member] | ||||
Note 3. Merger Agreement (Details) [Line Items] | ||||
Stockholders' Equity, Reverse Stock Split | one-for-two hundred | |||
Common Stock, Shares, Issued | 128,042,064 | 128,293,536 | ||
Common Stock, Shares, Outstanding | 128,042,064 | 128,293,536 | ||
Common Stock, Shares Authorized | 200,000,000 | |||
Preferred Stock, Shares Authorized | 29,000,000 | |||
Preferred Stock, Par or Stated Value Per Share (in Dollars per share) | $ 0.0001 | |||
Stock Issued During Period, Shares, Reverse Stock Splits | 71,706,464 | |||
Stock Repurchased and Retired During Period, Shares | 7,362,421 | |||
Common Class A [Member] | Subsequent Event [Member] | ||||
Note 3. Merger Agreement (Details) [Line Items] | ||||
Common Stock, Shares, Outstanding | 1,472,484,200 | |||
Common Stock, Shares Authorized | 100,000,000 | |||
Common Stock, Perdentage Outstanding | 92.00% | |||
Common Class C [Member] | Subsequent Event [Member] | ||||
Note 3. Merger Agreement (Details) [Line Items] | ||||
Common Stock, Shares Authorized | 1,000,000 | |||
Common Stock, Voting Rights | five thousand (5,000) votes for each share |