Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Apr. 14, 2015 | Jun. 30, 2014 | |
Document And Entity Information | |||
Entity Registrant Name | Starboard Resources Inc. | ||
Entity Central Index Key | 1554970 | ||
Document Type | 10-K | ||
Document Period End Date | 31-Dec-14 | ||
Amendment Flag | FALSE | ||
Current Fiscal Year End Date | -19 | ||
Is Entity a Well-known Seasoned Issuer? | No | ||
Is Entity a Voluntary Filer? | No | ||
Is Entity's Reporting Status Current? | Yes | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Public Float | $0 | ||
Entity Common Stock, Shares Outstanding | 12,711,986 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2014 |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Current assets | ||
Cash | $3,574,427 | $5,794,417 |
Trade receivable | 1,860,293 | 1,778,213 |
Joint interest receivable | 508,001 | 60,374 |
Current Derivative Asset | 1,699,156 | |
Prepaid expenses | 283,580 | 153,410 |
Total current assets | 7,925,457 | 7,786,414 |
Oil and natural gas properties and other equipment | ||
Oil and natural gas properties, successful efforts method, net of accumulated depletion | 91,766,118 | 74,165,670 |
Other property and equipment, net of depreciation | 103,757 | 168,631 |
Total oil and natural gas properties and other equipment, net | 91,869,875 | 74,334,301 |
Other assets | ||
Derivative Asset | 66,930 | |
Goodwill | 959,681 | 959,681 |
Other | 981,283 | 1,112,025 |
Total other assets | 2,007,984 | 2,071,706 |
Total assets | 101,803,266 | 84,192,421 |
Current liabilities | ||
Accounts payable and accrued liabilities | 5,835,145 | 9,484,861 |
Joint interest revenues payable | 828,924 | 967,780 |
Current derivative liability | 62,834 | |
Current maturities of notes payable | 2,353,322 | 25,209 |
Current asset retirement obligations | 428,258 | 366,360 |
Total current liabilities | 9,445,649 | 10,907,044 |
Long-term liabilities | ||
Derivative liabilities | 51,187 | |
Notes payable | 23,161,567 | 12,531,879 |
Related party note payable | 10,180,000 | |
Deferred income tax | 14,039,742 | 15,545,910 |
Asset retirement obligations | 3,177,295 | 2,070,308 |
Total long-term liabilities | 50,558,604 | 30,199,284 |
Commitments and contingencies | ||
Stockholders' equity | ||
Preferred stock, $.001 par value, authorized 10,000,000 shares; none issued and outstanding | 0 | 0 |
Common stock, $.001 par value, authorized 150,000,000 shares; 12,362,336 shares issued at December 31, 2013 and 2012 | 12,362 | 12,362 |
Paid-in capital in excess of par | 55,919,905 | 54,446,105 |
Retained deficit | -14,133,294 | -11,372,374 |
Total stockholders' equity | 41,798,973 | 43,086,093 |
Total liabilities and stockholders' equity | $101,803,226 | $84,192,421 |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Statement of Financial Position [Abstract] | ||
Preferred Stock, par value | $0.00 | $0.00 |
Preferred Stock, Authorized | 10,000,000 | 10,000,000 |
Preferred Stock, Shares issued | 0 | 0 |
Preferred Stock, Shares Outstanding | 0 | 0 |
Common Stock, par value | $0.00 | $0.00 |
Common Stock, Authorized | 150,000,000 | 12,362,336 |
Common Stock, Issued | 12,362,336 | 12,362,336 |
CONSOLIDATED_STATEMENT_OF_OPER
CONSOLIDATED STATEMENT OF OPERATIONS (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Income Statement [Abstract] | ||
Oil, natural gas, and related product sales | $20,172,792 | $14,965,153 |
Expenses | ||
Depreciation and depletion | 10,140,152 | 6,436,366 |
Lease operating | 5,457,471 | 4,237,207 |
General and administrative | 3,876,698 | 3,087,034 |
Professional fees | 986,774 | 777,655 |
Production taxes | 695,693 | 434,623 |
Accretion of discount on asset retirement obligation | 319,703 | 159,683 |
Exploration | 80,533 | 43,794 |
Impairment of oil and gas properties | 4,428,378 | |
Gain on sale of assets | -2,115,967 | |
Total expenses | 23,869,435 | 15,176,362 |
Operating loss | -3,696,643 | -211,209 |
Other income (expense) | ||
Interest income and expense | -2,617,481 | -586,542 |
Going public delay expense | -425,005 | |
Gain (loss) from derivative contracts | 2,065,998 | -23,153 |
Total other expense | -551,483 | -1,034,700 |
Income (loss) before income taxes | -4,248,126 | -1,245,909 |
Income tax expense: | ||
Current income tax (expense) benefit | -15,465 | -26,502 |
Deferred income tax (expense) benefit | 1,502,671 | -273,402 |
Total income tax (expense) benefit | 1,487,206 | -299,904 |
Net loss | ($2,760,920) | ($1,545,813) |
Net loss per basic and diluted common share | ($0.22) | ($0.13) |
Weighted average basic and diluted common shares outstanding | 12,362,336 | 12,362,336 |
CONSOLIDATED_STATEMENT_OF_CHAN
CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY (USD $) | Common Stock | Paid-In Capital in Excess of Par | (Deficit) | Total |
Beginning Balance, Amount at Dec. 31, 2012 | $12,362 | $53,247,305 | ($9,826,561) | $43,433,106 |
Beginning Balance, Shares at Dec. 31, 2012 | 12,362,336 | |||
Stock based compensation | 1,198,800 | 1,198,800 | ||
Net Loss | -1,545,813 | -1,545,813 | ||
Ending Balance, Amount at Dec. 31, 2013 | 12,362 | 54,446,105 | -11,372,374 | 43,086,093 |
Ending Balance, Shares at Dec. 31, 2013 | 12,362,336 | |||
Stock based compensation | 1,473,800 | 1,473,800 | ||
Net Loss | -2,760,920 | -2,760,920 | ||
Ending Balance, Amount at Dec. 31, 2014 | $12,362 | $55,919,905 | ($14,133,294) | $41,798,973 |
Ending Balance, Shares at Dec. 31, 2014 | 12,362,336 |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Cash Flows from Operating Activities | ||
Net loss | ($2,760,920) | ($1,545,813) |
Adjustments to reconcile net loss to net cash provided by operating activities | ||
Depreciation and depletion | 10,140,152 | 6,436,366 |
Impairment of oil and gas properties | 4,428,378 | |
Deferred income taxes | -1,506,168 | -273,402 |
Stock-based compensation | 1,473,800 | 1,198,800 |
Accretion of asset retirement obligation | 319,703 | 159,683 |
Going public delay expense | 425,005 | |
Unrealized (gain) loss on derivative contracts | -1,880,107 | -45,348 |
Accretion of debt issuance costs | 192,739 | 210,832 |
Gain on asset sale | -2,115,916 | |
Increase (decrease) in cash attributable to changes in operating assets and liabilities: | ||
Trade receivable | -82,079 | -577,897 |
Joint interest receivable | -447,627 | -4,653 |
Prepaid expenses and other assets | 71,808 | -102,339 |
Accounts payable and accrued liabilities | -1,134,686 | 4,323,757 |
Joint interest revenues payable | -138,856 | 409,948 |
Net cash provided by operating activities | 6,560,221 | 11,161,743 |
Cash flows from investing activities | ||
Development of oil and natural gas properties | -16,492,626 | -16,103,521 |
Acquisition of oil and natural gas properties | -16,803,448 | |
Proceeds from sale of oil and natural gas properties | 1,891,743 | 1,780,629 |
Acquisition of other property and equipment | -9,495 | |
Oil and natural gas abandonment costs | -27,345 | -47,806 |
Other assets | -6,071 | |
Net cash used in investing activities | -31,441,171 | -14,376,769 |
Cash flows from financing activities | ||
Proceeds from notes payable, net of debt issuance costs | 23,849,558 | 18,141,803 |
Deferred offering costs | -86,231 | -150,738 |
Repayments of notes payable | -1,102,367 | -10,018,481 |
Net cash provided by financing activities | 22,660,960 | 7,972,584 |
Net increase (decrease) in cash | -2,219,990 | 4,757,558 |
Cash, beginning of year | 5,794,417 | 1,036,859 |
Cash, end of year | 3,574,427 | 5,794,417 |
Supplemental disclosure of cash flow information | ||
Cash paid during the period for taxes | 3,835 | |
Cash paid during the period for interest | 2,231,137 | 377,144 |
Supplemental disclosure of non-cash investing transactions | ||
Payables related to oil and natural gas capitalized expenditures | 1,537,638 | 1,622,160 |
Capitalized asset retirement cost | 849,181 | 52,792 |
Payable settled through asset sales | 3,872,674 | |
Supplemental disclosure of non-cash financing transactions | ||
Notes payable issued for purchase of equipment | $34,428 |
1_NATURE_OF_OPERATIONS
1. NATURE OF OPERATIONS | 12 Months Ended |
Dec. 31, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
1. NATURE OF OPERATIONS | Starboard Resources, LLC was formed in Delaware on June 2, 2011 as a limited liability company named Starboard Resources LLC to acquire, own, operate, produce, and develop oil and natural gas properties primarily in Texas and Oklahoma. On June 28, 2012, Starboard Resources, LLC converted from a Delaware limited liability company to a Delaware C-Corporation called Starboard Resources, Inc. (“Starboard”). The membership units of Starboard Resources LLC were exchanged on a 1:1 basis for common shares of Starboard Resources, Inc. |
2_SUMMARY_OF_SIGNIFICANT_ACCOU
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Accounting Policies [Abstract] | |||||||||||||
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | Basis of Presentation | ||||||||||||
The consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”). | |||||||||||||
These consolidated financial statements were approved and available for issuance on March 31, 2015. Subsequent events have been evaluated through this date. | |||||||||||||
Revision of prior period financial statements and out-of-period adjustments | |||||||||||||
During the year ended December 31, 2014, we identified and corrected an immaterial tax provision error that originated in prior periods. We assessed the materiality of the errors in accordance with the SEC guidance on considering the effects of prior period misstatements based on an analysis of quantitative and qualitative factors. Based on this analysis, we determined that the errors were immaterial to each of the prior reporting periods affected and, therefore, amendments of reports previously filed with the SEC were not required. However, we have concluded that correcting the errors in our 2014 financial statements would materially overstated results for the year ending December 31, 2014. Accordingly, we have reflected the correction of these prior period errors in the periods in which they originated and revised our consolidated balance sheet and consolidated statement of equity for the year ended December 31, 2013, and consolidated statement of cash flows for the year ended December 31. 2013 | |||||||||||||
The effect of the immaterial correction on the condensed consolidated balance sheet as of December 31, 2013 are as follows (in thousands): | |||||||||||||
As Reported | Correction | As Revised | |||||||||||
Deferred tax assets | $ | 39 | $ | (39 | ) | $ | 0 | ||||||
Total current assets | 7,825 | (39 | ) | 7,786 | |||||||||
Total assets | $ | 84,231 | $ | (39 | ) | $ | 84,192 | ||||||
Deferred tax liabilities | $ | 15,914 | $ | (368 | ) | $ | 15,546 | ||||||
Total liabilities | 41,474 | (368 | ) | 41,106 | |||||||||
Accumulated deficit | (11,701 | ) | 329 | (11,372 | ) | ||||||||
Total stockholders' equity | 42,757 | 329 | 43,086 | ||||||||||
Total liabilities and stockholders' equity | $ | 84,231 | $ | (39 | ) | $ | 84,192 | ||||||
The effect of the corrections on the Company’sconsolidated statements of operations for the year ended December 31, 2013 are as follows: | |||||||||||||
As Reported | Correction | As Revised | |||||||||||
For the year ended December, 2013 | |||||||||||||
Loss before income taxes | (1,246 | ) | - | (1246 | ) | ||||||||
Deferred income tax benefit (expense) | 629 | (329 | ) | 300 | |||||||||
Net loss | $ | (1,875 | ) | $ | (329 | ) | $ | (1,546 | ) | ||||
The effect of the corrections on the Company’s consolidated statements of cash flows for the year ended December 31, 2013 are as follows: | |||||||||||||
As Reported | Correction | As Revised | |||||||||||
For the year ended December 31, 2013 | |||||||||||||
Cash flows from operating activities: | |||||||||||||
Net income (loss) | $ | (1,875 | ) | $ | 329 | $ | (1,546 | ) | |||||
Deferred income taxes | 603 | (329 | ) | 274 | |||||||||
Other | 12,434 | - | 12,434 | ||||||||||
Net cash provided by operating activities | 11,162 | - | 11,162 | ||||||||||
Net cash used in investing activities | (14,377 | ) | - | (14,377 | ) | ||||||||
Net provided by financing activities | 7,973 | - | 7,973 | ||||||||||
Net increase in cash | 4,758 | - | 4,758 | ||||||||||
Cash, beginning of period | 1,037 | - | 1,037 | ||||||||||
Cash, end of period | $ | 5,794 | - | $ | 5,794 | ||||||||
Principles of Consolidation | |||||||||||||
The accompanying condensed consolidated financial statements include the accounts of Starboard and its wholly owned subsidiaries, ImPetro Resources, LLC (“ImPetro”) and ImPetro Operating (“Operating”) (Collectively the “Company”). All intercompany transactions and balances have been eliminated in consolidation. | |||||||||||||
Oil and Gas Natural Gas Properties | |||||||||||||
The Company uses the successful efforts method of accounting for oil and natural gas producing activities, as further defined under ASC 932, Extractive Activities - Oil and Natural Gas. Under these provisions, costs to acquire mineral interests in oil and natural gas properties, to drill exploratory wells that find proved reserves, and to drill and equip development wells are capitalized. | |||||||||||||
Exploratory drilling costs are capitalized when incurred pending the determination of whether a well has found proved reserves. A determination of whether a well has found proved reserves is made shortly after drilling is completed. The determination is based on a process that relies on interpretations of available geologic, geophysic and engineering data. If a well is determined to be successful, the capitalized drilling costs will be reclassified as part of the cost of the well. Capitalized costs of producing oil and natural gas interests are depleted on a unit-of-production basis at the field level. | |||||||||||||
If an exploratory well is determined to be unsuccessful, the capitalized drilling costs will be charged to expense in the period the determination is made. If a determination cannot be made as to whether the reserves that have been found can be classified as proved, the cost of drilling the exploratory well is not carried as an asset for more than one year following completion of drilling. If, after that year has passed, a determination that proved reserves exist cannot be made, the well is assumed to be impaired and its costs are charged to expense. Its cost can, however, continue to be capitalized if a sufficient quantity of reserves is discovered in the well to justify its completion as a producing well and the entity is making sufficient progress assessing the reserves and the economic and operating viability of the project. | |||||||||||||
The carrying value of oil and gas properties is assessed for possible impairment on a field by field basis and on at least an annual basis, or as circumstances warrant, based on geological analysis or changes in proved reserve estimates. When impairment occurs, an adjustment is recorded as a reduction of the asset carrying value. For year December 31, 2014, the Company's impairment charge approximated $4,428,378. During the year-ended December 31, 2013 the Company did not incur an impairment charge. | |||||||||||||
Other Property and Equipment | |||||||||||||
Other property and equipment, which includes field equipment, vehicles, and office equipment, is stated at cost less accumulated depreciation and amortization. Depreciation and amortization is computed using the straight-line method over the estimated useful lives of the assets. Vehicles and office equipment are generally depreciated over a useful life of five years and field equipment is generally depreciated over a useful life of twenty years. | |||||||||||||
Goodwill | |||||||||||||
Goodwill represents the excess of the purchase price over the estimated fair value of the net assets acquired in the acquisition of a business. Goodwill is not amortized; rather, it is tested for impairment annually and when events or changes in circumstances indicate that fair value of a reporting unit with goodwill has been reduced below carrying value. The impairment test requires allocating goodwill and other assets and liabilities to reporting units. However, the Company only has one reporting unit. To assess impairment, the Company has the option to qualitatively assess if it is more likely than not that the fair value of the reporting unit is less than the book value. Absent a qualitative assessment, or, through the qualitative assessment, if the Company determines it is more likely than not that the fair value of the reporting unit is less than the book value, a quantitative assessment is prepared to calculate the fair market value of the reporting unit. If it is determined that the fair value of the reporting unit is less than the book value, the recorded goodwill is impaired to its implied fair value with a charge to operating expenses. As of December 31, 2014 and 2013 and the years then ended there was no impairment of goodwill. | |||||||||||||
Deferred Offering Costs | |||||||||||||
The Company complies with the requirements of the Securities and Exchange Commission (“SEC”) Staff Accounting Bulletin (SAB) Topic 5A ‘‘Expenses of Offering’’. Deferred offering costs consist principally of accounting, legal and other fees incurred through the consolidated balance sheet dates that are related to a proposed initial public offering and that will be charged to stockholders’ equity upon the receipt of the offering proceeds or charged to expense if the offering is not completed. For the years ended December 31, 2014 and 2013, the Company incurred deferred offering costs of approximately $86,231 and $151,000, respectively, relating to expenses connected with the proposed offering. The deferred offering costs are included in other assets in the consolidated balance sheets. Additionally, these costs are reviewed periodically by management for indications of impairment. For the years ended December 31, 2014 and 2013, the Company did not have an impairment charge. | |||||||||||||
Asset Retirement Obligations | |||||||||||||
The Company follows the provisions of ASC 410-20, Asset Retirement Obligations. ASC 410-20 requires entities to record the fair value of obligations associated with the retirement of tangible long-lived assets in the period in which it is incurred. When the liability is initially recorded, the entity capitalizes a cost by increasing the carrying amount of the related long-lived asset. Over time, the liability is accreted to its present value each period, and the capitalized cost is depleted as part of the oil and natural gas property. Upon settlement of the liability, an entity either settles the obligation for its recorded amount or incurs a gain or loss upon settlement. The Company’s asset retirement obligations relate to the plugging, dismantlement, removal, site reclamation and similar activities of its oil and natural gas properties. | |||||||||||||
Asset retirement obligations are estimated at the present value of expected future net cash flows and are discounted using the Company’s credit adjusted risk free rate. The Company uses unobservable inputs in the estimation of asset retirement obligations that include, but are not limited to, costs of labor, costs of materials, profits on costs of labor and materials, the effect of inflation on estimated costs, and the discount rate. Accordingly, asset retirement obligations are considered a Level 3 measurement under ASC 820. Additionally, because of the subjectivity of assumptions and the relatively long lives of the Company’s wells, the costs to ultimately retire the Company’s wells may vary significantly from prior estimates. | |||||||||||||
Revenue Recognition and Natural Gas Imbalances | |||||||||||||
The Company utilizes the accrual method of accounting for natural gas and crude oil revenues, whereby revenues are recognized based on the Company’s net revenue interest in the wells upon delivery to third parties. The Company will also enter into physical contract sale agreements through its normal operations. | |||||||||||||
Gas imbalances are accounted for using the sales method. Under this method, revenues are recognized based on actual volumes of oil and gas sold to purchasers. However, the Company has no history of significant gas imbalances. | |||||||||||||
Cash | |||||||||||||
The Company considers all highly-liquid debt instruments with original maturities of three months or less to be cash equivalents. As of December 31, 2014 and 2013, the Company did not hold any cash equivalents. | |||||||||||||
The Company maintains its cash balances in financial institutions which are insured by the Federal Deposit Insurance Corporation (“FDIC”). From time to time, the Company will maintain cash balances in a financial institution that may exceed the FDIC coverage of $250,000. The Company has not experienced any losses in such accounts and believes it is not subject to any significant credit risk on cash. | |||||||||||||
Trade Receivable and Joint Interest Receivable | |||||||||||||
Trade receivable is comprised of accrued natural gas and crude oil sales and joint interest receivable is comprised of amounts owed to the Company from joint interest owners for their proportionate share of expenses. Generally, operators of natural gas and crude oil properties have the right to offset joint interest receivables with revenue payables. Accordingly, any joint interest owner that has a joint interest receivable and joint interest revenue payable as of December 31, 2014 and 2013 are shown at net in the accompanying consolidated balance sheets. | |||||||||||||
The Company performs ongoing credit evaluations of its customers’ and extends credit to virtually all of its customers. Credit losses to date have not been significant and have been within management’s expectations. In the event of complete non-performance by the Company’s customers and joint interest owners, the maximum exposure to the Company is the outstanding trade and joint interest receivable balance at the date of non-performance. For the years ended December 31, 2014 and 2013, the Company had no bad debt expense. | |||||||||||||
Derivative Activities | |||||||||||||
The Company utilized oil and natural gas derivative contracts to mitigate its exposure to commodity price risk associated with its future oil and natural gas production. These derivative contracts have historically consisted of options, in the form of price floors or collars. The Company’s derivative financial instruments are recorded on the consolidated balance sheets as either an asset or a liability measured at fair value. The Company does not apply hedge accounting to its oil and natural gas derivative contracts and accordingly the changes in the fair value of these instruments are recognized in the statement of operations in the period of change. | |||||||||||||
The Company’s derivative instruments are issued to manage the price risk attributable to our expected natural gas and oil production. While there is risk that the financial benefit of rising natural gas and oil prices may not be captured, Company management believes the benefits of stable and predictable cash flow are more important. Every unsettled derivative instrument is recorded on the accompanying consolidated balance sheets as either an asset or a liability measured at its fair value. Changes in a derivative’s fair value are recognized in earnings unless specific hedge accounting criteria are met. Cash flows from natural gas and oil derivative contract settlements are reflected in operating activities in the accompanying consolidated statements of cash flows. | |||||||||||||
Realized and unrealized gains and losses on derivatives are accounted for using the mark-to-market accounting method. The Company recognizes all unrealized and realized gains and losses related to these contracts in each period in gain (loss) from derivative contracts in the accompanying consolidated statements of operations. | |||||||||||||
Lease Operating Expenses | |||||||||||||
Lease operating expenses represent, pumpers’ salaries, saltwater disposal, ad valorem taxes, repairs and maintenance, expensed workovers and other operating expenses. Lease operating expenses are expensed as incurred. | |||||||||||||
Sales-Based Taxes | |||||||||||||
The Company incurs severance tax on the sale of its production which is generated in Texas and Oklahoma. These taxes are reported on a gross basis and are included in production taxes within the accompanying consolidated statements of operations. | |||||||||||||
Stock-Based Compensation and Equity Incentive Plans | |||||||||||||
The Company accounts for stock-based compensation in accordance with ASC 718, Compensation – Stock Compensation. The standard requires the measurement and recognition of compensation expense in the Company’s consolidated statements of operations for all share-based payment awards made to the Company’s employees, directors and consultants including employee stock options, non-vested equity stock and equity stock units, and employee stock purchase grants. Stock-based compensation expense is measured at the grant date, based on the estimated fair value of the award, reduced by an estimate of the annualized rate of expected forfeitures, and is recognized as an expense over the employees’ expected requisite service period, generally using the straight-line method. In addition, ASC 718 requires the benefits of tax deductions in excess of recognized compensation expense to be reported as a financing cash flow, rather than as an operating cash flow as prescribed under previous accounting rules. | |||||||||||||
The Company’s forfeiture rate represents the historical rate at which the Company’s stock-based awards were surrendered prior to vesting. ASC 718 requires forfeitures to be estimated at the time of grant and revised on a cumulative basis, if necessary, in subsequent periods if actual forfeitures differ from those estimates. | |||||||||||||
During the years ended December 31, 2014 and 2013, the Company incurred a stock based compensation expense of approximately $1,474,000 and $1,199,000, respectively, and is included in the accompanying consolidated statements of operations in general and administrative expenses. | |||||||||||||
Income Taxes | |||||||||||||
Deferred income tax assets and liabilities are computed for differences between the financial statement and tax basis of assets and liabilities that will result in future taxable or deductible amounts, based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established, when necessary, to reduce deferred income tax assets to the amount expected to be realized. | |||||||||||||
The Company is required to determine whether its tax positions are more likely than not to be sustained upon examination by the applicable taxing authority, including resolution of any related appeals or litigation processes, based on the technical merits of the position. The tax benefit recognized is measured as the largest amount of benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement with the relevant taxing authority. De-recognition of a tax benefit previously recognized results in the Company recording a tax liability that increases expense in that period. Based on its analysis, the Company has determined that it has not incurred any liability for unrecognized tax benefits as of December 31, 2014. The Company’s conclusions may be subject to review and adjustment at a later date based on factors including, but not limited to, on-going analyses of and changes to tax laws, regulations and interpretations thereof. | |||||||||||||
The Company recognizes interest and penalties related to unrecognized tax benefits in interest expense and other expenses, respectively. No interest expense or penalties have been recognized as of December 31, 2014. | |||||||||||||
Net Income (Loss) Per Common Share | |||||||||||||
Basic net income (loss) per common share is computed by dividing the net income (loss) attributable to stockholders by the weighted average number of common shares outstanding during the period. Diluted net income (loss) per common share is calculated in the same manner, but also considers the impact to common shares for the potential dilution from stock options, non-vested share appreciation rights and non-vested restricted shares. For the year ended December 31, 2014, there were 1,249,650 potentially dilutive non-vested restricted shares and stock options. For the year ended December 31, 2013, there were 349,650 potentially dilutive non-vested restricted shares. The potentially dilutive shares, for the December 31, 2014 and 2013, are considered antidilutive since the Company is in a net loss position and thus result in the basic net income (loss) per common share equaling the diluted net income (loss) per common share. | |||||||||||||
Use of Estimates | |||||||||||||
The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. | |||||||||||||
The Company’s estimates of oil and natural gas reserves are, by necessity, projections based on geologic and engineering data, and there are uncertainties inherent in the interpretation of such data as well as the projection of future rates of production and the timing of development expenditures. Reserve engineering is a subjective process of estimating underground accumulations of natural gas and oil that are difficult to measure. The accuracy of any reserve estimate is a function of the quality of available data, engineering and geological interpretation and judgment. Estimates of economically recoverable natural gas and oil reserves and future net cash flows necessarily depend upon a number of variable factors and assumptions, such as historical production from the area compared with production from other producing areas, the assumed effect of regulations by governmental agencies, and assumptions governing future natural gas and oil prices, future operating costs, severance taxes, development costs and workover costs, all of which may in fact vary considerably from actual results. The future drilling costs associated with reserves assigned to proved undeveloped locations may ultimately increase to the extent that these reserves are later determined to be uneconomic. For these reasons, estimates of the economically recoverable quantities of expected natural gas and oil attributable to any particular group of properties, classifications of such reserves based on risk of recovery, and estimates of the future net cash flows may vary substantially. Any significant variance in the assumptions could materially affect the estimated quantity of the reserves, which could affect the carrying value of the Company’s oil and natural gas properties and/or the rate of depletion related to the oil and natural gas properties. |
3_FAIR_VALUE_MEASUREMENTS
3. FAIR VALUE MEASUREMENTS | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Fair Value Disclosures [Abstract] | |||||||||||||||||
3. FAIR VALUE MEASUREMENTS | As defined by ASC 820, the fair value of a financial instrument is the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale, which was further clarified as the price that would be received to sell an asset or paid to transfer a liability (“an exit price”) in an orderly transaction between market participants at the measurement date. The carrying amounts of the Company’s financial assets and liabilities, such as cash, trade receivable, joint interest receivable, joint interest revenues payable, accounts payable and accrued liabilities and related party payable, approximate their fair values because of the short maturity of these instruments. The carrying amount of the notes payable in long-term debt also approximates fair value due to its variable-rate characteristics. | ||||||||||||||||
The following tables present information about the Company’s financial assets and liabilities measured at fair value as of December 31, 2014 and December 31, 2013: | |||||||||||||||||
Balance as of | |||||||||||||||||
December 31, | |||||||||||||||||
($ in thousands) | Level 1 | Level 2 | Level 3 | 2014 | |||||||||||||
Assets (at fair value): | |||||||||||||||||
Derivative assets (oil put options) | $ | 0 | $ | 1,766 | $ | 0 | $ | 1,766 | |||||||||
Balance as of | |||||||||||||||||
December 31, | |||||||||||||||||
($ in thousands) | Level 1 | Level 2 | Level 3 | 2013 | |||||||||||||
Liabilities (at fair value): | |||||||||||||||||
Derivative liabilities (oil collar and put options) | $ | 0 | $ | 114 | $ | 0 | $ | 114 |
4_PROPERTY_ACQUISITION
4. PROPERTY ACQUISITION | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Property Acquisition | |||||||||
4. PROPERTY ACQUISITION | On March 26, 2014 (the “Acquisition Date”), the Company completed the purchase of oil and natural gas leases and leasehold interests (the “Oil and Natural Gas Properties”) from White Oak Resources VI, LLC and Permian Atlantis LLC (collectively the “Seller”) for the purpose of increasing the Company’s oil and natural gas operations in the Permian Basin. The assets acquired are: (a) oil and natural gas leases and leasehold interests in Winkler and Loving Counties in Texas and Lea County, New Mexico; (b) twenty-nine wellbores; and (c) any contracts or agreements related to the foregoing lands, leases and wells. The Oil and Natural Gas Properties include total acreage held by production of 5,160 gross developed acres (1,983.61 net developed acres). Additionally, producing wells and surrounding acreage have been unitized under Texas Railroad Commission regulations. Under the terms of the agreement, the Company purchased the Oil and Natural Gas Properties for $16,803,000 in cash, including before purchase price adjustments. | ||||||||
Unaudited Pro Forma Condensed Combined Financial Statements | |||||||||
The following unaudited pro forma financial statements give effect to the acquisition of the Oil and Natural Gas Properties. The unaudited pro forma condensed statement of operations for the year ended December 31, 2014 and 2013 reflects the acquisition of the Oil and Natural Gas Properties as if it had occurred on January 1, 2013. | |||||||||
It is not intended to be indicative of the Company's results of operations or financial position that might have been achieved had the acquisition been completed as of the dates presented, or the Company's future results of operations or financial position. | |||||||||
in thousands, except share data | Year Ended December 31, | Year Ended December 31, | |||||||
2014 | 2013 | ||||||||
Oil, natural gas, and related product sales | $ | 20,855 | $ | 17,512 | |||||
Net loss | $ | 2,442 | $ | 92 | |||||
Net loss per basic and diluted common share | $ | 0.2 | $ | 0 | |||||
Weighted average basic and diluted common shares outstanding | 12,362,336 | 12,362,336 | |||||||
Financial Statement Presentation and Purchase Price Allocation | |||||||||
The following table summarizes the purchase price and values of assets acquired and liabilities assumed: | |||||||||
Fair value of assets acquired and liabilities assumed (in thousands) | |||||||||
Proved oil and natural gas properties (1) | $ | 17,662 | |||||||
Revenue payable | (27 | ) | |||||||
Asset retirement obligations | (832 | ) | |||||||
Total fair value of assets acquired and liabilities assumed, net | $ | 16,803 | |||||||
Cash consideration transferred | $ | 16,803 | |||||||
(1) Amount includes asset retirement costs of approximately $832. |
5_OIL_AND_NATURAL_GAS_PROPERTI
5. OIL AND NATURAL GAS PROPERTIES | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Extractive Industries [Abstract] | |||||||||
5. OIL AND NATURAL GAS PROPERTIES | The following table presents a summary of the Company’s oil and natural gas properties at December 31, 2014 and December 31, 2013: | ||||||||
($ in thousands) | December 31, | December 31, | |||||||
2014 | 2013 | ||||||||
Oil and natural gas properties | |||||||||
Proved-developed producing properties | $ | 96,691 | $ | 72,208 | |||||
Proved-developed non-producing properties | 2,880 | 1,384 | |||||||
Proved-undeveloped properties | 13,330 | 9,410 | |||||||
Unproved properties | 1,996 | 4,208 | |||||||
Less: Accumulated depletion | (23,131 | ) | (13,044 | ) | |||||
Total oil and natural gas properties, net of accumulated depletion | $ | 91,766 | $ | 74,166 | |||||
6_ASSET_RETIREMENT_OBLIGATIONS
6. ASSET RETIREMENT OBLIGATIONS | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Asset Retirement Obligation Disclosure [Abstract] | |||||||||
6. ASSET RETIREMENT OBLIGATIONS | The Company has recognized the fair value of its asset retirement obligations related to the future costs of plugging, abandonment, and remediation of oil and natural gas producing properties. The present value of the estimated asset retirement obligations has been capitalized as part of the carrying amount of the related oil and natural gas properties. The liability has been accreted to its present value as of the end of each period. At December 31, 2014 and December 31, 2013, the Company evaluated 169 and 125 wells, respectively, and has determined a range of abandonment dates between January 2014 and September 20632061. The following table represents a reconciliation of the asset retirement obligations for the year ended December 31, 2014 and December 31, 2013: | ||||||||
Year Ended | Year Ended | ||||||||
December 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
($ in thousands) | |||||||||
Asset retirement obligations, beginning of period | $ | 2,437 | $ | 2,272 | |||||
Additions to asset retirement obligation | 859 | 43 | |||||||
Liabilities settled during the period | 0 | (48 | ) | ||||||
Accretion of discount | 320 | 160 | |||||||
Revision of estimate | (10 | ) | 10 | ||||||
Asset retirement obligations, end of period | $ | 3,606 | $ | 2,437 | |||||
The assert retirement liability is measured using primarily Level 3 inputs. The significant unobservable inputs to this fair value measurement include estimates of plugging costs, remediation costs, inflation rate and well life. The inputs are calculated based on historical data as well as current estimated costs. |
7_GOING_PUBLIC_DELAY_FEE
7. GOING PUBLIC DELAY FEE | 12 Months Ended |
Dec. 31, 2014 | |
Going Public Delay Fee | |
7. GOING PUBLIC DELAY FEE | We entered a “Securities Purchase and Exchange Agreement” dated June 10, 2011, with Longview Marquis Master Fund, L.P., Summerview Marquis Fund, L.P., Longview Marquis Fund, L.P., LMIF Investments, LLC, SMF Investments, LLC, and Summerline Capital Partners, LLC (collectively “Summerline”). The Agreement says if the Company, for any reason, does not go public on or before that date that is one hundred fifty days after the June 13, 2011 (the “Going Public Delay Date”), the Company shall pay to each applicable stockholder an aggregate amount equal to the product of (i) such stockholder’s allocation percentage multiplied by (ii) $60,715 (the “Going Public Delay Fee”) on the last business day of each calendar month, for each such calendar month following the Going Public Delay Date through and including the date of going public (the “Going Public Delay Period”). For any partial calendar months during the Going Public Delay Period, the Going Public Delay Fee shall be pro-rated appropriately. For the year ended December 31, 2013, the Company has incurred a delay fee of approximately $425,000 which is currently included in accrued liabilities on the accompanying condensed consolidated balance sheets. |
Effective August 6, 2013, the Company ceased to incur Going Public Delay Fees due to an effective Form 10 filing. | |
8_DERIVATIVES
8. DERIVATIVES | 12 Months Ended | ||||||||||
Dec. 31, 2014 | |||||||||||
Notes to Financial Statements | |||||||||||
8. DERIVATIVES | We use derivatives to hedge our oil production. Our current hedge position consists put options, of some which have deferred premiums paid at settlement. These contracts and any future hedging arrangements may expose us to risk of financial loss in certain circumstances, including instances where production is less than expected or oil prices increase. In addition, these arrangements may limit the benefit to us of increases in the price of oil. Accordingly, our earnings may fluctuate significantly as a result of changes in the fair value of our derivative instrument, which we utilize entirely to hedge our production and do not enter into for speculative purposes. We have not designated the derivative contracts as hedges for accounting purposes, and accordingly, we record the derivative contracts at fair value and recognize changes in fair value in earnings as they occur. | ||||||||||
At December 31, 2014, we had the following open crude oil derivative contracts: | |||||||||||
31-Dec-14 | |||||||||||
Instrument | Commodity | Volume | Floor | Ceilings | Purchased Put Option | Fair Value | |||||
(bbl / month) | Price | Price | Price | (in thousands) | |||||||
Jan.2015 – Oct. 2015 | Put | Crude Oil | 5,000 | 77.00 – 80.00 | 999 | ||||||
Nov. 2015 – Dec. 2015 | Put | Crude Oil | 2,800 | 80 | 110 | ||||||
Jan. 2015 – Dec. 2015 | Put | Crude Oil | 4,000 | 70 | 590 | ||||||
Jan.2016 – March 2016 | Put | Crude Oil | 1,500 | 75 | 67 | ||||||
The following tables identify the fair value amounts of derivative instruments included in the accompanying consolidated balance sheets as derivative contracts, categorized by primary underlying risk. Balances are presented on a gross basis, prior to the application of the impact of counterparty and collateral netting. The following tables also identify the net gain (loss) amounts included in the accompanying consolidated statements of operations as gain (loss) from derivative contracts. | |||||||||||
Fair Value of Derivative Financial Instruments | |||||||||||
(amounts in thousands) | December 31, | December 31, | |||||||||
2014 | 2013 | ||||||||||
Derivative financial instruments - Current asset | $ | 1,699 | $ | 0 | |||||||
Derivative financial instruments - Long-term assets | 67 | 0 | |||||||||
Derivative financial instruments - Current liabilities | 0 | (63 | ) | ||||||||
Derivative financial instruments - Long-term liabilities | 0 | (51 | ) | ||||||||
Net derivative financial instruments | $ | 1,699 | $ | (114 | ) | ||||||
Effect of Derivative Financial Instruments | |||||||||||
December 31, | |||||||||||
(amounts in thousands) | 2014 | 2013 | |||||||||
(Gain)/loss from derivative contracts | $ | 2,066 | $ | - |
9_NOTES_PAYABLE
9. NOTES PAYABLE | 12 Months Ended |
Dec. 31, 2014 | |
Debt Disclosure [Abstract] | |
9. NOTES PAYABLE | On June 27, 2013, the Company entered into a credit agreement (“Credit Agreement”) with Independent Bank to borrow up to $100,000,000 at a current rate of 4.00% annum. The Credit Agreement was obtained to fund the development of the Company’s oil and natural gas properties and refinance the prior bank facility. At December 31, 2014 and December 31, 2013, the Company had approximately $22,495,780 and $12,436,000, respectively, in borrowings outstanding under the Credit Agreement. |
The Credit Agreement provides for a borrowing base of $23,500,000 as of December 31, 2014, which is re-determined semi-annually and upon requested special redeterminations. Additionally, the borrowing base may be adjusted at the financial institution’s discretion which is based in part upon external factors over which the Company has no control. If the re-determined borrowing base were to be less than outstanding borrowings under the Credit Agreement, the Company would be required to repay the deficit. The Company incurs a commitment fee of 0.5% on the unused portion of the credit facility or if less, the borrowing base. The Credit Agreement matures at June 1, 2016. | |
Loans under the Credit Agreement bear interest at the greater of: (1) the prime rate, the annual rate of interest announced by the Wall Street Journal as its “prime rate”, or (2) the floor rate of 4.00%. | |
The Credit Agreement is collateralized by the oil and natural gas properties and contains several restrictive covenants including, among others: (1) a requirement to maintain a current ratio, of not less than 1.0 to 1.0; (2) a maximum permitted ratio of debt to adjusted EBITDAX of not more than 3.5 to 1.0; (3) a maximum permitted ratio of adjusted EBITDAX to interest expense of not more than 3.0 to 1.0; and (4) a prohibition against incurring debt, subject to permitted exceptions. | |
On March 26, 2014, the Company entered into a term loan agreement with Independent Bank totaling $4,000,000 at a current rate of 6.75% annum. The agreement was obtained to fund the development of the Company’s acquisition of oil and natural gas properties (see note 4). The term loan had an outstanding balance of approximately $2,941,000 outstanding at December 31, 2014. The loan requires 18 equal monthly payments of approximately $194,000 starting on October 1, 2014 and maturing on March 1, 2016 and is subject to the same covenants as the Credit Agreement. | |
The loan under the term agreement bears interest at the greater of: (1) the prime rate, the annual rate of interest announced by the Wall Street Journal as its “prime rate”, plus the applicable margin of 3.00% or (2) the floor rate of 6.75%. | |
On April 15, 2015 the Company entered into the Fourth Amendment to the Credit Agreement with Independent Bank (“Amendment”). The agreement provides that the borrowing base is $21,750,000 as of the date of the Amendment that will be reduced by $250,000 per month before September 1, 2015 and $350,000 per month thereafter, unless re-determined after 150 days from the date of the Amendment. The Company is obligated to provide Independent Bank an engineering report acceptable to the Bank before September 1, 2015 showing proven and producing and proven undeveloped oil and gas reserves, discounted present value of future net income for the Company’s oil and gas properties as of September 1, 2015, projections of annual rate of production, gross income and net income relating to these reserves and take-or-pay, prepayment and gas balancing obligations. | |
The Amendment also allows the assignment of an overriding royalty interest as stated in the related amendment to the Intercreditors’ Agreement between Independent Bank, the Company and SOSventures, LLC. | |
The Company is obligated to commence drilling a well in the Crittendon Field within 45 days of the date of the Amendment and a second well in the Crittendon Field within 90 days of the date of the Amendment. | |
The Amendment includes a suspension of Independent Bank’s rights to exercise its remedies prior to 150 days after the Amendment caused solely by the occurrence of a borrowing base deficiency. It also includes a suspension of Independent Bank’s obligation to extend loans, letters of credit or renewals or extensions of letters of credit agreement under the Credit Agreement for 150 days after the date of the Amendment. | |
The Amendment further provides that the Company will be required execute and maintain crude oil hedges on a minimum of 80.0% of Projected Production on a rolling 20 months basis. The table below details the Borrower’s existing and required crude hedges through 2016. | |
The Company is also obligated to repay its term loan at closing with both principal and interest, repay the note principal to reduce the note to no more than the borrowing base, including the repayment of interest, pay certain fees, deposit $5,000,000 into a special account and deliver a commitment letter from SOSventures to provide an additional $2,000,000 of availability under the Subordinated credit facility with SOSventures, LLC for drilling capital. | |
10_STOCK_BASED_COMPENSATION_AN
10. STOCK BASED COMPENSATION AND CONDITIONAL PERFORMANCE AWARDS | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Equity [Abstract] | |||||||||||||||||
10. STOCK BASED COMPENSATION AND CONDITIONAL PERFORMANCE AWARDS | |||||||||||||||||
On April 1, 2012, the Company entered into employment agreements (the “Employment Agreement”) which provided a restricted stock grant and a conditional performance award to key members of management. | |||||||||||||||||
The restricted stock grant of 349,650 shares had a grant date fair value of $10.00 per share and vests in full upon the earlier of an initial public offering (“IPO”) which includes the sale of shares to the public, a business combination whereas 50% or more of the voting power is transferred to the new owners, or March 1, 2015. During the twelve months ended December 31, 2014 and 2013, the Company incurred a stock-based compensation expense of approximately $1,474,000 and $1,199,000, respectively, related to the restricted stock grant, which is included in the accompanying condensed consolidated statements of operations in general and administrative expenses. As of December 31, 2014 and December 31, 2013, there was approximately $299,700 and $1,498,500, respectively, of unrecognized stock-based compensation expense related to the non-vested restricted stock grant. At December 31, 2014 and December 31, 2013, this unrecognized stock-based compensation is expected to be expensed on a straight-line basis over 3 and 15 months. As of December 31, 2014 and as of December 31, 2013, there have been no forfeitures associated with the restricted stock grant. | |||||||||||||||||
Additionally, the Employment Agreement provides for a conditional performance award where if an IPO occurs, the employee will receive: (1) a cash payment of 1% of the difference between the Company market capital and the book value at the time of the IPO, (2) common stock options to purchase 1.0% of the fully-diluted capital stock as of the IPO date and IPO price which will vest over a four year period and contain a cashless exercise, (3) common stock options to purchase 1.0% of the fully-diluted capital stock as of the 2nd anniversary of the IPO date at the closing price of the common stock on the 2nd anniversary date of the IPO and will vest six years after the grant and contain a cashless exercise. As of the twelve months months ended December 31, 2014 and 2013, the conditional performance feature is not probable and as such, no compensation expense related to the conditional performance feature has been recognized. | |||||||||||||||||
On August 30, 2014, the Company amended and restated the Employment Agreement which provided for additional stock options. | |||||||||||||||||
The equity award of options to purchase 900,000 shares at the exercise price of $4.75 per share and vesting over three years from September 4, 2014 with a one-year cliff (in respect of 300,000 shares) and monthly vesting thereafter of 25,000 shares over the remaining two years. For the year ended, the Company incurred a stock-based compensation expense of approximately $275,000 related to stock option, which is included in the accompanying condensed consolidated statements of operations in general and administrative expenses. As of December 31 2014, there was approximately $2,200,000 of unrecognized stock-based compensation related to the non-vested stock options. | |||||||||||||||||
The assumptions used in the Black-Scholes Option Pricing Model for the stock options granted were as follows: | |||||||||||||||||
2014 | |||||||||||||||||
Risk-free interest rate | 1.87 | % | |||||||||||||||
Expected volatility of common stock | 92 | % | |||||||||||||||
Dividend yield | $ | 0 | |||||||||||||||
Expected life of options | 5.72 years | ||||||||||||||||
The following table summarizes information about stock option activity and related information for the year ended December 31, 2014: | |||||||||||||||||
Number of Shares Underlying Options | Weighted Average Exercise Price per Share | Weighted Average Grant Date Fair Value per Share | Weighted Average Remaining Contractual Life (in Years) | ||||||||||||||
Outstanding at December 31, 2013 | - | $ | - | $ | - | - | |||||||||||
Granted | 900,000 | 4.75 | 2.75 | 10 | |||||||||||||
Exercised | - | - | - | - | |||||||||||||
Forfeited | - | - | - | - | |||||||||||||
Outstanding at December 31, 2014 | 900,000 | 4.75 | 2.75 | 10 | |||||||||||||
Exercisable at December 31, 2014 | - | - | - | - | |||||||||||||
11_RELATED_PARTY_TRANSACTIONS
11. RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2014 | |
Related Party Transactions [Abstract] | |
11. RELATED PARTY TRANSACTIONS | Related Party Credit Agreement |
On March 29, 2013, the Company entered a credit agreement with SOSventures, LLC providing for a term loan through February 16, 2016 in an amount up to $10,000,000 at a 17.00% interest rate through March 29, 2014 and 22.00% interest rate thereafter. The loan under this agreement is secured by a second lien on the Company’s assets. The Company may not incur further indebtedness beyond this loan and the Credit Agreement without the consent of SOS Ventures, until such time as the SOS Ventures loan is fully repaid. | |
On May 30, 2014, the Company amended its credit agreement with SOSventures, LLC providing for a term loan through February 1, 2016 in an amount up to $20,000,000 at an 18.00% interest rate. As of December 31, 2014, the Company has borrowed $10,000,000 under this agreement. | |
The term loan is collateralized under a second lien by the oil and natural gas properties and contains several restrictive covenants including, among others: (1) a requirement to maintain a current ratio, of not less than 1.0 to 1.0; (2) a maximum permitted ratio of debt to adjusted EBITDAX of not more than 4.0 to 1.0; (3) a maximum permitted ratio of adjusted EBITDAX to interest expense of not more than 3.0 to 1.0; and (4) a prohibition against incurring debt, subject to permitted exceptions. | |
On April 15, 2015 the Company entered the Second Amendment to the First Amendment and Restated Credit Agreement and several other agreements which provided that SOSventures, LLC will provide an additional $3 million on its credit facility to be used to pay the outstanding balance of the Independent Bank term loan, pay on the Independent Bank credit facility and for operations. Additionally, SOSventures deposit $5 million into a controlled account at Independent Bank to be used to drill two wells in the Crittendon Field referenced in the Independent Bank Amendment. Further, SOSventures, LLC will receive interest on its credit facility and a 1% overriding royalty interest on the Company’s Crittendon Field properties effective upon the drilling of these two oil and gas wells until such time as the credit facility is repaid. Finally, SOSventures, LLC shall receive warrants to purchase 2,542,397 of the Company's common shares for $1.00 per share with a two-year term. If fully purchased 2,542,397 would equal 20% of our currently outstanding common stock. |
12_LEGAL_PROCEEDINGS
12. LEGAL PROCEEDINGS | 12 Months Ended |
Dec. 31, 2014 | |
Legal Proceedings | |
12. LEGAL PROCEEDINGS | From time-to-time, the Company may become subject to proceedings, lawsuits and other claims in the ordinary course of business including proceedings related to environmental and other matters. Such matters are subject to many uncertainties, and outcomes are not predictable with assurance. |
The Company is subject to various possible contingencies that arise primarily from interpretation of federal and state laws and regulations affecting the oil and natural gas industry. Such contingencies include differing interpretations as to the prices at which oil and natural gas sales may be made, the prices at which royalty owners may be paid for production from their leases, environmental issues and other matters. Although management believes that it has complied with the various laws and regulations, administrative rulings and interpretations thereof, adjustments could be required as new interpretations and regulations are issued. In addition, environmental matters are subject to regulation by various federal and state agencies. |
13_STOCKHOLDERS_EQUITY
13. STOCKHOLDER'S EQUITY | 12 Months Ended |
Dec. 31, 2014 | |
Equity [Abstract] | |
13. STOCKHOLDER'S EQUITY | Conversion to C-Corporation |
On June 28, 2012, the Company converted from a Delaware limited liability company to a Delaware C-Corporation. The membership units outstanding as of June 28, 2012 were converted to common shares at a 1:1 ratio. The conversion to a C-Corporation has been retroactively applied throughout the consolidated financial statements. | |
Prior to June 28, 2012, at the end of each fiscal year of the Company, the net profits or losses were allocated to the capital accounts of the members based on the members’ ownership percentage of the Company, which is determined by taking the number of common shares held by the stockholder and dividing by the total issued and outstanding common shares (“Sharing Percentage”). | |
Preferred Shares | |
The Company is authorized to issue up to 10,000,000 preferred shares, par value $0.001 per share, with such designations, voting and other rights and preferences as may be determined from time to time by the Company’s board of directors. No preferred shares were issued and outstanding as of December 31, 2014 and 2013. | |
Common Shares | |
The Company has a single class of common shares that have the same rights, preferences, limitations, and qualifications. The Company is authorized to issue up to 150,000,000 shares, par value $0.001 per share, in the aggregate and from time to time may increase the number of shares authorized. |
14_INCOME_TAXES
14. INCOME TAXES | 12 Months Ended | |||||
Dec. 31, 2014 | ||||||
Income Tax Disclosure [Abstract] | ||||||
14. INCOME TAXES | For the years ended December 31, 2014 and 2013, the Company estimated that its current and deferred tax provision was as follows: | |||||
2014 | 2013 | |||||
Current taxes | ||||||
Federal | ||||||
State | (15,465) | (26,502) | ||||
(15,465) | (26,502) | |||||
Deferred taxes | ||||||
Federal | 1,449,296 | (402,379) | ||||
State | 53,375 | 128,977 | ||||
1,502,671 | (273,402) | |||||
Total current and deferred tax benefit/(expense) | 1,487,206 | (299,904) | ||||
A reconciliation of income tax expense (benefit) computed by applying the U.S. federal statutory income tax rate and the reported effective tax rate on income for the years ended December 31, 2014 and 2013 are as follows: | ||||||
Income tax benefit calculated using the federal statutory income tax rate | 1,444,432 | 423,609 | ||||
State income taxes, net of federal income taxes | 37,910 | 102,475 | ||||
Permanent differences, rate changes and other | 4,864 | (825,988) | ||||
Total income tax benefit (expense) | 1,487,206 | (299,904) | ||||
Deferred income taxes arise from temporary differences in the recognition of certain items for income tax and financial reporting purposes. The approximate tax effects of significant temporary differences which comprise the deferred tax assets and liabilities at December 31, 2014 and 2013 are as follows: | ||||||
Deferred tax assets: | ||||||
Federal and state net operating loss carryforward | 6,864,241 | 4,195,157 | ||||
Stock-based compensation | 1,214,378 | 713,286 | ||||
Asset retirement obligations | 1,225,887 | 828,467 | ||||
Derivatives | 38,767 | |||||
Other | 5,784 | - | ||||
Total deferred tax assets | 9,310,290 | 5,775,677 | ||||
Deferred tax liabilities: | ||||||
Oil and gas properties and fixed assets | (22,749,563) | (21,321,587) | ||||
Derivatives | (600,469) | |||||
Total deferred tax liabilities | (23,350,032) | (21,321,587) | ||||
Net deferred tax liability | (14,039,742) | (15,545,910) | ||||
At December 31, 2014, the Company has net operating losses as follows: | ||||||
Amount | Expiration | |||||
Net operating losses: | ||||||
Federal | $ | 19,819,471 | Dec. 2032 to 2034 | |||
State | 3,175,043 | Dec. 2032 to 2034 | ||||
2_SUMMARY_OF_SIGNIFICANT_ACCOU1
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Summary Of Significant Accounting Policies Policies | |||||||||||||
Basis of Presentation | The consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”). | ||||||||||||
These consolidated financial statements were approved and available for issuance on March 31, 2015. Subsequent events have been evaluated through this date. | |||||||||||||
Revision of prior period financial statements and out-of-period adjustments | |||||||||||||
In our periodic report covering the three months ended September 30, 2014, we identified and corrected an immaterial tax provision error that originated in prior periods. We assessed the materiality of the errors in accordance with the SEC guidance on considering the effects of prior period misstatements based on an analysis of quantitative and qualitative factors. Based on this analysis, we determined that the errors were immaterial to each of the prior reporting periods affected and, therefore, amendments of reports previously filed with the SEC were not required. However, we have concluded that correcting the errors in our 2014 financial statements would materially overstated results for the year ending December 31, 2014. Accordingly, we have reflected the correction of these prior period errors in the periods in which they originated and revised our consolidated balance sheet and consolidated statement of equity for the year ended December 31, 2013, and consolidated statement of cash flows for the year ended December 31. 2013 | |||||||||||||
The effect of the immaterial correction on the condensed consolidated balance sheet as of December 31, 2013 are as follows (in thousands): | |||||||||||||
As Reported | Correction | As Revised | |||||||||||
Deferred tax assets | $ | 39 | $ | (39 | ) | $ | 0 | ||||||
Total current assets | 7,825 | (39 | ) | 7,786 | |||||||||
Total assets | $ | 84,231 | $ | (39 | ) | $ | 84,192 | ||||||
Deferred tax liabilities | $ | 15,914 | $ | (368 | ) | $ | 15,546 | ||||||
Total liabilities | 41,474 | (368 | ) | 41,106 | |||||||||
Accumulated deficit | (11,701 | ) | 329 | (11,372 | ) | ||||||||
Total stockholders' equity | 42,757 | 329 | 43,086 | ||||||||||
Total liabilities and stockholders' equity | $ | 84,231 | $ | (39 | ) | $ | 84,192 | ||||||
The effect of the corrections on the Company’s condensed consolidated statements of operations for the three and nine months ended September 30, 2013 are as follows: | |||||||||||||
As Reported | Correction | As Revised | |||||||||||
For the year ended December, 2013 | |||||||||||||
Loss before income taxes | (1,246 | ) | - | (1246 | ) | ||||||||
Deferred income tax benefit (expense) | 629 | (329 | ) | 300 | |||||||||
Net loss | $ | (415 | ) | $ | (329 | ) | $ | (1,546 | ) | ||||
The effect of the corrections on the Company’s condensed consolidated statements of cash flows for the year ended December 31, 2013 are as follows: | |||||||||||||
As Reported | Correction | As Revised | |||||||||||
For the year ended December 31, 2013 | |||||||||||||
Cash flows from operating activities: | |||||||||||||
Net income (loss) | $ | (1,875 | ) | $ | 329 | $ | (1,546 | ) | |||||
Deferred income taxes | 603 | (329 | ) | 274 | |||||||||
Other | 12,434 | - | 12,434 | ||||||||||
Net cash provided by operating activities | 11,162 | - | 11,162 | ||||||||||
Net cash used in investing activities | (14,377 | ) | - | (14,377 | ) | ||||||||
Net provided by financing activities | 7,973 | - | 7,973 | ||||||||||
Net increase in cash | 4,758 | - | 4,758 | ||||||||||
Cash, beginning of period | 1,037 | - | 1,037 | ||||||||||
Cash, end of period | $ | 5,794 | - | $ | 5,794 | ||||||||
Principles of Consolidation | The accompanying condensed consolidated financial statements include the accounts of Starboard and its wholly owned subsidiaries, ImPetro Resources, LLC (“ImPetro”) and ImPetro Operating (“Operating”) (Collectively the “Company”). All intercompany transactions and balances have been eliminated in consolidation. | ||||||||||||
Oil and Gas Natural Gas Properties | The Company uses the successful efforts method of accounting for oil and natural gas producing activities, as further defined under ASC 932, Extractive Activities - Oil and Natural Gas. Under these provisions, costs to acquire mineral interests in oil and natural gas properties, to drill exploratory wells that find proved reserves, and to drill and equip development wells are capitalized. | ||||||||||||
Exploratory drilling costs are capitalized when incurred pending the determination of whether a well has found proved reserves. A determination of whether a well has found proved reserves is made shortly after drilling is completed. The determination is based on a process that relies on interpretations of available geologic, geophysic and engineering data. If a well is determined to be successful, the capitalized drilling costs will be reclassified as part of the cost of the well. Capitalized costs of producing oil and natural gas interests are depleted on a unit-of-production basis at the field level. | |||||||||||||
If an exploratory well is determined to be unsuccessful, the capitalized drilling costs will be charged to expense in the period the determination is made. If a determination cannot be made as to whether the reserves that have been found can be classified as proved, the cost of drilling the exploratory well is not carried as an asset for more than one year following completion of drilling. If, after that year has passed, a determination that proved reserves exist cannot be made, the well is assumed to be impaired and its costs are charged to expense. Its cost can, however, continue to be capitalized if a sufficient quantity of reserves is discovered in the well to justify its completion as a producing well and the entity is making sufficient progress assessing the reserves and the economic and operating viability of the project. | |||||||||||||
The carrying value of oil and gas properties is assessed for possible impairment on a field by field basis and on at least an annual basis, or as circumstances warrant, based on geological analysis or changes in proved reserve estimates. When impairment occurs, an adjustment is recorded as a reduction of the asset carrying value. For year December 31, 2014, the Company's impairment charge approximated $4,428,378. During the year-ended December 31, 2013 the Company did not incur an impairment charge. | |||||||||||||
Other Property and Equipment | Other property and equipment, which includes field equipment, vehicles, and office equipment, is stated at cost less accumulated depreciation and amortization. Depreciation and amortization is computed using the straight-line method over the estimated useful lives of the assets. Vehicles and office equipment are generally depreciated over a useful life of five years and field equipment is generally depreciated over a useful life of twenty years. | ||||||||||||
Goodwill | Goodwill represents the excess of the purchase price over the estimated fair value of the net assets acquired in the acquisition of a business. Goodwill is not amortized; rather, it is tested for impairment annually and when events or changes in circumstances indicate that fair value of a reporting unit with goodwill has been reduced below carrying value. The impairment test requires allocating goodwill and other assets and liabilities to reporting units. However, the Company only has one reporting unit. To assess impairment, the Company has the option to qualitatively assess if it is more likely than not that the fair value of the reporting unit is less than the book value. Absent a qualitative assessment, or, through the qualitative assessment, if the Company determines it is more likely than not that the fair value of the reporting unit is less than the book value, a quantitative assessment is prepared to calculate the fair market value of the reporting unit. If it is determined that the fair value of the reporting unit is less than the book value, the recorded goodwill is impaired to its implied fair value with a charge to operating expenses. As of December 31, 2014 and 2013 and the years then ended there was no impairment of goodwill. | ||||||||||||
Deferred Offering Costs | The Company complies with the requirements of the Securities and Exchange Commission (“SEC”) Staff Accounting Bulletin (SAB) Topic 5A ‘‘Expenses of Offering’’. Deferred offering costs consist principally of accounting, legal and other fees incurred through the consolidated balance sheet dates that are related to a proposed initial public offering and that will be charged to stockholders’ equity upon the receipt of the offering proceeds or charged to expense if the offering is not completed. For the years ended December 31, 2014 and 2013, the Company incurred deferred offering costs of approximately $86,231 and $151,000, respectively, relating to expenses connected with the proposed offering. The deferred offering costs are included in other assets in the consolidated balance sheets. Additionally, these costs are reviewed periodically by management for indications of impairment. For the years ended December 31, 2014 and 2013, the Company did not have an impairment charge. | ||||||||||||
Asset Retirement Obligations | The Company follows the provisions of ASC 410-20, Asset Retirement Obligations. ASC 410-20 requires entities to record the fair value of obligations associated with the retirement of tangible long-lived assets in the period in which it is incurred. When the liability is initially recorded, the entity capitalizes a cost by increasing the carrying amount of the related long-lived asset. Over time, the liability is accreted to its present value each period, and the capitalized cost is depleted as part of the oil and natural gas property. Upon settlement of the liability, an entity either settles the obligation for its recorded amount or incurs a gain or loss upon settlement. The Company’s asset retirement obligations relate to the plugging, dismantlement, removal, site reclamation and similar activities of its oil and natural gas properties. | ||||||||||||
Asset retirement obligations are estimated at the present value of expected future net cash flows and are discounted using the Company’s credit adjusted risk free rate. The Company uses unobservable inputs in the estimation of asset retirement obligations that include, but are not limited to, costs of labor, costs of materials, profits on costs of labor and materials, the effect of inflation on estimated costs, and the discount rate. Accordingly, asset retirement obligations are considered a Level 3 measurement under ASC 820. Additionally, because of the subjectivity of assumptions and the relatively long lives of the Company’s wells, the costs to ultimately retire the Company’s wells may vary significantly from prior estimates. | |||||||||||||
Revenue Recognition and Natural Gas Imbalances | The Company utilizes the accrual method of accounting for natural gas and crude oil revenues, whereby revenues are recognized based on the Company’s net revenue interest in the wells upon delivery to third parties. The Company will also enter into physical contract sale agreements through its normal operations. | ||||||||||||
Gas imbalances are accounted for using the sales method. Under this method, revenues are recognized based on actual volumes of oil and gas sold to purchasers. However, the Company has no history of significant gas imbalances. | |||||||||||||
Cash | The Company considers all highly-liquid debt instruments with original maturities of three months or less to be cash equivalents. As of December 31, 2014 and 2013, the Company did not hold any cash equivalents. | ||||||||||||
The Company maintains its cash balances in financial institutions which are insured by the Federal Deposit Insurance Corporation (“FDIC”). From time to time, the Company will maintain cash balances in a financial institution that may exceed the FDIC coverage of $250,000. The Company has not experienced any losses in such accounts and believes it is not subject to any significant credit risk on cash. | |||||||||||||
Trade Receivable and Joint Interest Receivable | Trade receivable is comprised of accrued natural gas and crude oil sales and joint interest receivable is comprised of amounts owed to the Company from joint interest owners for their proportionate share of expenses. Generally, operators of natural gas and crude oil properties have the right to offset joint interest receivables with revenue payables. Accordingly, any joint interest owner that has a joint interest receivable and joint interest revenue payable as of December 31, 2014 and 2013 are shown at net in the accompanying consolidated balance sheets. | ||||||||||||
The Company performs ongoing credit evaluations of its customers’ and extends credit to virtually all of its customers. Credit losses to date have not been significant and have been within management’s expectations. In the event of complete non-performance by the Company’s customers and joint interest owners, the maximum exposure to the Company is the outstanding trade and joint interest receivable balance at the date of non-performance. For the years ended December 31, 2014 and 2013, the Company had no bad debt expense. | |||||||||||||
Derivative Activities | The Company utilized oil and natural gas derivative contracts to mitigate its exposure to commodity price risk associated with its future oil and natural gas production. These derivative contracts have historically consisted of options, in the form of price floors or collars. The Company’s derivative financial instruments are recorded on the consolidated balance sheets as either an asset or a liability measured at fair value. The Company does not apply hedge accounting to its oil and natural gas derivative contracts and accordingly the changes in the fair value of these instruments are recognized in the statement of operations in the period of change. | ||||||||||||
The Company’s derivative instruments are issued to manage the price risk attributable to our expected natural gas and oil production. While there is risk that the financial benefit of rising natural gas and oil prices may not be captured, Company management believes the benefits of stable and predictable cash flow are more important. Every unsettled derivative instrument is recorded on the accompanying consolidated balance sheets as either an asset or a liability measured at its fair value. Changes in a derivative’s fair value are recognized in earnings unless specific hedge accounting criteria are met. Cash flows from natural gas and oil derivative contract settlements are reflected in operating activities in the accompanying consolidated statements of cash flows. | |||||||||||||
Realized and unrealized gains and losses on derivatives are accounted for using the mark-to-market accounting method. The Company recognizes all unrealized and realized gains and losses related to these contracts in each period in gain (loss) from derivative contracts in the accompanying consolidated statements of operations. | |||||||||||||
Lease Operating Expenses | Lease operating expenses represent, pumpers’ salaries, saltwater disposal, ad valorem taxes, repairs and maintenance, expensed workovers and other operating expenses. Lease operating expenses are expensed as incurred. | ||||||||||||
Sales-Based Taxes | The Company incurs severance tax on the sale of its production which is generated in Texas and Oklahoma. These taxes are reported on a gross basis and are included in production taxes within the accompanying consolidated statements of operations. | ||||||||||||
Stock-Based Compensation and Equity Incentive Plans | The Company accounts for stock-based compensation in accordance with ASC 718, Compensation – Stock Compensation. The standard requires the measurement and recognition of compensation expense in the Company’s consolidated statements of operations for all share-based payment awards made to the Company’s employees, directors and consultants including employee stock options, non-vested equity stock and equity stock units, and employee stock purchase grants. Stock-based compensation expense is measured at the grant date, based on the estimated fair value of the award, reduced by an estimate of the annualized rate of expected forfeitures, and is recognized as an expense over the employees’ expected requisite service period, generally using the straight-line method. In addition, ASC 718 requires the benefits of tax deductions in excess of recognized compensation expense to be reported as a financing cash flow, rather than as an operating cash flow as prescribed under previous accounting rules. | ||||||||||||
The Company’s forfeiture rate represents the historical rate at which the Company’s stock-based awards were surrendered prior to vesting. ASC 718 requires forfeitures to be estimated at the time of grant and revised on a cumulative basis, if necessary, in subsequent periods if actual forfeitures differ from those estimates. | |||||||||||||
During the years ended December 31, 2014 and 2013, the Company incurred a stock based compensation expense of approximately $1,474,000 and $1,199,000, respectively, and is included in the accompanying consolidated statements of operations in general and administrative expenses. | |||||||||||||
Income Taxes | Deferred income tax assets and liabilities are computed for differences between the financial statement and tax basis of assets and liabilities that will result in future taxable or deductible amounts, based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established, when necessary, to reduce deferred income tax assets to the amount expected to be realized. | ||||||||||||
The Company is required to determine whether its tax positions are more likely than not to be sustained upon examination by the applicable taxing authority, including resolution of any related appeals or litigation processes, based on the technical merits of the position. The tax benefit recognized is measured as the largest amount of benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement with the relevant taxing authority. De-recognition of a tax benefit previously recognized results in the Company recording a tax liability that increases expense in that period. Based on its analysis, the Company has determined that it has not incurred any liability for unrecognized tax benefits as of December 31, 2014. The Company’s conclusions may be subject to review and adjustment at a later date based on factors including, but not limited to, on-going analyses of and changes to tax laws, regulations and interpretations thereof. | |||||||||||||
The Company recognizes interest and penalties related to unrecognized tax benefits in interest expense and other expenses, respectively. No interest expense or penalties have been recognized as of December 31, 2014. | |||||||||||||
Net Income (Loss) Per Common Share | Basic net income (loss) per common share is computed by dividing the net income (loss) attributable to stockholders by the weighted average number of common shares outstanding during the period. Diluted net income (loss) per common share is calculated in the same manner, but also considers the impact to common shares for the potential dilution from stock options, non-vested share appreciation rights and non-vested restricted shares. For the year ended December 31, 2014, there were 1,249,650 potentially dilutive non-vested restricted shares and stock options. For the year ended December 31, 2013, there were 349,650 potentially dilutive non-vested restricted shares. The potentially dilutive shares, for the December 31, 2014 and 2013, are considered antidilutive since the Company is in a net loss position and thus result in the basic net income (loss) per common share equaling the diluted net income (loss) per common share. | ||||||||||||
Use of Estimates | The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. | ||||||||||||
The Company’s estimates of oil and natural gas reserves are, by necessity, projections based on geologic and engineering data, and there are uncertainties inherent in the interpretation of such data as well as the projection of future rates of production and the timing of development expenditures. Reserve engineering is a subjective process of estimating underground accumulations of natural gas and oil that are difficult to measure. The accuracy of any reserve estimate is a function of the quality of available data, engineering and geological interpretation and judgment. Estimates of economically recoverable natural gas and oil reserves and future net cash flows necessarily depend upon a number of variable factors and assumptions, such as historical production from the area compared with production from other producing areas, the assumed effect of regulations by governmental agencies, and assumptions governing future natural gas and oil prices, future operating costs, severance taxes, development costs and workover costs, all of which may in fact vary considerably from actual results. The future drilling costs associated with reserves assigned to proved undeveloped locations may ultimately increase to the extent that these reserves are later determined to be uneconomic. For these reasons, estimates of the economically recoverable quantities of expected natural gas and oil attributable to any particular group of properties, classifications of such reserves based on risk of recovery, and estimates of the future net cash flows may vary substantially. Any significant variance in the assumptions could materially affect the estimated quantity of the reserves, which could affect the carrying value of the Company’s oil and natural gas properties and/or the rate of depletion related to the oil and natural gas properties. |
2_SUMMARY_OF_SIGNIFICANT_ACCOU2
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Summary Of Significant Accounting Policies Tables | |||||||||||||
Schedule of effect of immaterial correction on condensed consolidated balance sheet | As Reported | Correction | As Revised | ||||||||||
Deferred tax assets | $ | 39 | $ | (39 | ) | $ | 0 | ||||||
Total current assets | 7,825 | (39 | ) | 7,786 | |||||||||
Total assets | $ | 84,231 | $ | (39 | ) | $ | 84,192 | ||||||
Deferred tax liabilities | $ | 15,914 | $ | (368 | ) | $ | 15,546 | ||||||
Total liabilities | 41,474 | (368 | ) | 41,106 | |||||||||
Accumulated deficit | (11,701 | ) | 329 | (11,372 | ) | ||||||||
Total stockholders' equity | 42,757 | 329 | 43,086 | ||||||||||
Total liabilities and stockholders' equity | $ | 84,231 | $ | (39 | ) | $ | 84,192 | ||||||
Schedule of effect of corrections on Company's condensed consolidated statements of operations | As Reported | Correction | As Revised | ||||||||||
For the year ended December, 2013 | |||||||||||||
Loss before income taxes | (1,246 | ) | - | (1246 | ) | ||||||||
Deferred income tax benefit (expense) | 629 | (329 | ) | 300 | |||||||||
Net loss | $ | (1,875 | ) | $ | (329 | ) | $ | (1,546 | ) | ||||
Schedule of effect of corrections on Company's condensed consolidated statements of cash flows | As Reported | Correction | As Revised | ||||||||||
For the year ended December 31, 2013 | |||||||||||||
Cash flows from operating activities: | |||||||||||||
Net income (loss) | $ | (1,875 | ) | $ | 329 | $ | (1,546 | ) | |||||
Deferred income taxes | 603 | (329 | ) | 274 | |||||||||
Other | 12,434 | - | 12,434 | ||||||||||
Net cash provided by operating activities | 11,162 | - | 11,162 | ||||||||||
Net cash used in investing activities | (14,377 | ) | - | (14,377 | ) | ||||||||
Net provided by financing activities | 7,973 | - | 7,973 | ||||||||||
Net increase in cash | 4,758 | - | 4,758 | ||||||||||
Cash, beginning of period | 1,037 | - | 1,037 | ||||||||||
Cash, end of period | $ | 5,794 | - | $ | 5,794 |
3_FAIR_VALUE_MEASUREMENTS_Tabl
3. FAIR VALUE MEASUREMENTS (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Fair Value Measurements Tables | |||||||||||||||||
Schedule of fair value measurements | The following tables present information about the Company’s financial assets and liabilities measured at fair value as of December 31, 2014 and December 31, 2013: | ||||||||||||||||
Balance as of | |||||||||||||||||
December 31, | |||||||||||||||||
($ in thousands) | Level 1 | Level 2 | Level 3 | 2014 | |||||||||||||
Assets (at fair value): | |||||||||||||||||
Derivative assets (oil put options) | $ | 0 | $ | 1,766 | $ | 0 | $ | 1,766 | |||||||||
Balance as of | |||||||||||||||||
December 31, | |||||||||||||||||
($ in thousands) | Level 1 | Level 2 | Level 3 | 2013 | |||||||||||||
Liabilities (at fair value): | |||||||||||||||||
Derivative liabilities (oil collar and put options) | $ | 0 | $ | 114 | $ | 0 | $ | 114 | |||||||||
4_PROPERTY_ACQUISITION_Tables
4. PROPERTY ACQUISITION (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Property Acquisition Tables | |||||||||
Pro Forma Condensed Combined Statement of Operations | in thousands, except share data | Year Ended December 31, | Year Ended December 31, | ||||||
2014 | 2013 | ||||||||
Oil, natural gas, and related product sales | $ | 20,855 | $ | 17,512 | |||||
Net loss | $ | 2,442 | $ | 92 | |||||
Net loss per basic and diluted common share | $ | 0.2 | $ | 0 | |||||
Weighted average basic and diluted common shares outstanding | 12,362,336 | 12,362,336 | |||||||
Purchase price and preliminary estimated values of assets acquired and liabilities assumed | Fair value of assets acquired and liabilities assumed (in thousands) | ||||||||
Proved oil and natural gas properties (1) | $ | 17,662 | |||||||
Revenue payable | (27 | ) | |||||||
Asset retirement obligations | (832 | ) | |||||||
Total fair value of assets acquired and liabilities assumed, net | $ | 16,803 | |||||||
Cash consideration transferred | $ | 16,803 | |||||||
(1) Amount includes asset retirement costs of approximately $832. |
5_OIL_AND_NATURAL_GAS_PROPERTI1
5. OIL AND NATURAL GAS PROPERTIES (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Oil And Natural Gas Properties Tables | |||||||||
Schedule of oil and gas properties | ($ in thousands) | December 31, | December 31, | ||||||
2014 | 2013 | ||||||||
Oil and natural gas properties | |||||||||
Proved-developed producing properties | $ | 96,691 | $ | 72,208 | |||||
Proved-developed non-producing properties | 2,880 | 1,384 | |||||||
Proved-undeveloped properties | 13,330 | 9,410 | |||||||
Unproved properties | 1,996 | 4,208 | |||||||
Less: Accumulated depletion | (23,131 | ) | (13,044 | ) | |||||
Total oil and natural gas properties, net of accumulated depletion | $ | 91,766 | $ | 74,166 |
6_ASSET_RETIREMENT_OBLIGATIONS1
6. ASSET RETIREMENT OBLIGATIONS (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Asset Retirement Obligations Tables | |||||||||
Schedule of Asset Retirement Obligations | |||||||||
Year Ended | Year Ended | ||||||||
December 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
($ in thousands) | |||||||||
Asset retirement obligations, beginning of period | $ | 2,437 | $ | 2,272 | |||||
Additions to asset retirement obligation | 859 | 43 | |||||||
Liabilities settled during the period | 0 | (48 | ) | ||||||
Accretion of discount | 320 | 160 | |||||||
Revision of estimate | (10 | ) | 10 | ||||||
Asset retirement obligations, end of period | $ | 3,606 | $ | 2,437 | |||||
8_DERIVATIVES_Tables
8. DERIVATIVES (Tables) | 12 Months Ended | ||||||||||
Dec. 31, 2014 | |||||||||||
Derivatives Tables | |||||||||||
Oil derivative contracts | At December 31, 2014, we had the following open crude oil derivative contracts: | ||||||||||
31-Dec-14 | |||||||||||
Instrument | Commodity | Volume | Floor | Ceilings | Purchased Put Option | Fair Value | |||||
(bbl / month) | Price | Price | Price | (in thousands) | |||||||
Jan.2015 – Oct. 2015 | Put | Crude Oil | 5,000 | 77.00 – 80.00 | 999 | ||||||
Nov. 2015 – Dec. 2015 | Put | Crude Oil | 2,800 | 80 | 110 | ||||||
Jan. 2015 – Dec. 2015 | Put | Crude Oil | 4,000 | 70 | 590 | ||||||
Jan.2016 – March 2016 | Put | Crude Oil | 1,500 | 75 | 67 | ||||||
Fair Value of Derivative Financial Instruments | |||||||||||
(amounts in thousands) | December 31, | December 31, | |||||||||
2014 | 2013 | ||||||||||
Derivative financial instruments - Current asset | $ | 1,699 | $ | 0 | |||||||
Derivative financial instruments - Long-term assets | 67 | 0 | |||||||||
Derivative financial instruments - Current liabilities | 0 | (63 | ) | ||||||||
Derivative financial instruments - Long-term liabilities | 0 | (51 | ) | ||||||||
Net derivative financial instruments | $ | 1,699 | $ | (114 | ) | ||||||
Effect of Derivative Financial Instruments | December 31, | ||||||||||
(amounts in thousands) | 2014 | 2013 | |||||||||
(Gain)/loss from derivative contracts | $ | 2,066 | $ | - |
10_STOCK_BASED_COMPENSATION_AN1
10. STOCK BASED COMPENSATION AND CONDITIONAL PERFORMANCE AWARDS (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Stock Based Compensation And Conditional Performance Awards Tables | |||||||||||||||||
Black-Scholes Option Pricing Model for the stock options | 2014 | ||||||||||||||||
Risk-free interest rate | 1.87 | % | |||||||||||||||
Expected volatility of common stock | 92 | % | |||||||||||||||
Dividend yield | $ | 0 | |||||||||||||||
Expected life of options | 5.72 years | ||||||||||||||||
Stock option activity and related information | Number of Shares Underlying Options | Weighted Average Exercise Price per Share | Weighted Average Grant Date Fair Value per Share | Weighted Average Remaining Contractual Life (in Years) | |||||||||||||
Outstanding at December 31, 2013 | - | $ | - | $ | - | - | |||||||||||
Granted | 900,000 | 4.75 | 2.75 | 10 | |||||||||||||
Exercised | - | - | - | - | |||||||||||||
Forfeited | - | - | - | - | |||||||||||||
Outstanding at December 31, 2014 | 900,000 | 4.75 | 2.75 | 10 | |||||||||||||
Exercisable at December 31, 2014 | - | - | - | - |
14_INCOME_TAXES_Tables
14. INCOME TAXES (Tables) | 12 Months Ended | |||||
Dec. 31, 2014 | ||||||
Income Tax Disclosure [Abstract] | ||||||
Schedule of Components of Income Tax Expense (Benefit) | 2014 | 2013 | ||||
Current taxes | ||||||
Federal | ||||||
State | (15,465) | (26,502) | ||||
(15,465) | (26,502) | |||||
Deferred taxes | ||||||
Federal | 1,449,296 | (402,379) | ||||
State | 53,375 | 128,977 | ||||
1,502,671 | (273,402) | |||||
Total current and deferred tax benefit/(expense) | 1,487,206 | (299,904) | ||||
Schedule of Effective Income Tax Rate Reconciliation | Income tax benefit calculated using the federal statutory income tax rate | 1,444,432 | 423,609 | |||
State income taxes, net of federal income taxes | 37,910 | 102,475 | ||||
Permanent differences, rate changes and other | 4,864 | (825,988) | ||||
Total income tax benefit (expense) | 1,487,206 | (299,904) | ||||
Schedule of Deferred Tax Assets and Liabilities | Deferred tax assets: | |||||
Federal and state net operating loss carryforward | 6,864,241 | 4,195,157 | ||||
Stock-based compensation | 1,214,378 | 713,286 | ||||
Asset retirement obligations | 1,225,887 | 828,467 | ||||
Derivatives | 38,767 | |||||
Other | 5,784 | - | ||||
Total deferred tax assets | 9,310,290 | 5,775,677 | ||||
Deferred tax liabilities: | ||||||
Oil and gas properties and fixed assets | (22,749,563) | (21,321,587) | ||||
Derivatives | (600,469) | |||||
Total deferred tax liabilities | (23,350,032) | (21,321,587) | ||||
Net deferred tax liability | (14,039,742) | (15,545,910) | ||||
Summary of Operating Loss Carryforwards | Amount | Expiration | ||||
Net operating losses: | ||||||
Federal | $ | 19,819,471 | Dec. 2032 to 2034 | |||
State | 3,175,043 | Dec. 2032 to 2034 |
2_SUMMARY_OF_SIGNIFICANT_ACCOU3
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Total current assets | $7,925,457 | $7,786,414 | |
Total assets | 101,803,266 | 84,192,421 | |
Deferred tax liabilities | -23,350,032 | -21,321,587 | |
Total liabilities | 50,558,604 | 30,199,284 | |
Accumulated deficit | -14,133,294 | -11,372,374 | |
Total stockholders' equity | 41,798,973 | 43,086,093 | 43,433,106 |
Total liabilities and stockholders' equity | 101,803,226 | 84,192,421 | |
As Reported [Member] | |||
Deferred tax assets | 39,000 | ||
Total current assets | 7,825,000 | ||
Total assets | 84,231,000 | ||
Deferred tax liabilities | 15,914,000 | ||
Total liabilities | 41,474,000 | ||
Accumulated deficit | -11,701,000 | ||
Total stockholders' equity | 42,757,000 | ||
Total liabilities and stockholders' equity | 84,231,000 | ||
Correction [Member] | |||
Deferred tax assets | -39,000 | ||
Total current assets | -39,000 | ||
Total assets | -39,000 | ||
Deferred tax liabilities | -368,000 | ||
Total liabilities | -368,000 | ||
Accumulated deficit | 329,000 | ||
Total stockholders' equity | 329,000 | ||
Total liabilities and stockholders' equity | -39,000 | ||
As Revised [Member] | |||
Deferred tax assets | 0 | ||
Total current assets | 7,786,000 | ||
Total assets | 84,192,000 | ||
Deferred tax liabilities | 15,546,000 | ||
Total liabilities | 41,106,000 | ||
Accumulated deficit | -11,372,000 | ||
Total stockholders' equity | 43,086,000 | ||
Total liabilities and stockholders' equity | $84,192,000 |
2_SUMMARY_OF_SIGNIFICANT_ACCOU4
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 1) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Loss before income taxes | ($4,248,126) | ($1,245,909) |
Deferred income tax benefit (expense) | 1,502,671 | -273,402 |
Net loss | -2,760,920 | -1,545,813 |
As Reported [Member] | ||
Loss before income taxes | -1,246,000 | |
Deferred income tax benefit (expense) | 629,000 | |
Net loss | -1,875,000 | |
Correction [Member] | ||
Loss before income taxes | ||
Deferred income tax benefit (expense) | -329,000 | |
Net loss | -329,000 | |
As Revised [Member] | ||
Loss before income taxes | -1,246,000 | |
Deferred income tax benefit (expense) | 300,000 | |
Net loss | ($1,546,000) |
2_SUMMARY_OF_SIGNIFICANT_ACCOU5
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 2) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Cash flows from operating activities: | ||
Net income (loss) | ($2,760,920) | ($1,545,813) |
Deferred income taxes | -1,506,168 | -273,402 |
Net cash provided by operating activities | 6,560,221 | 11,161,743 |
As Reported [Member] | ||
Cash flows from operating activities: | ||
Net income (loss) | -1,875,000 | |
Deferred income taxes | 603,000 | |
Other | 12,434,000 | |
Net cash provided by operating activities | 11,162,000 | |
Net cash used in investing activities | -14,377,000 | |
Net provided by financing activities | 7,973,000 | |
Net increase in cash | 4,758,000 | |
Cash, beginning of period | 1,037,000 | |
Cash, end of period | 5,794,000 | |
Correction [Member] | ||
Cash flows from operating activities: | ||
Net income (loss) | 329,000 | |
Deferred income taxes | -329,000 | |
Other | ||
Net cash provided by operating activities | ||
Net cash used in investing activities | ||
Net provided by financing activities | ||
Net increase in cash | ||
Cash, beginning of period | ||
Cash, end of period | ||
As Revised [Member] | ||
Cash flows from operating activities: | ||
Net income (loss) | -1,546,000 | |
Deferred income taxes | 274,000 | |
Other | 12,434,000 | |
Net cash provided by operating activities | 11,162,000 | |
Net cash used in investing activities | -14,377,000 | |
Net provided by financing activities | 7,973,000 | |
Net increase in cash | 4,758,000 | |
Cash, beginning of period | 1,037,000 | |
Cash, end of period | $5,794,000 |
2_SUMMARY_OF_SIGNIFICANT_ACCOU6
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Accounting Policies [Abstract] | ||
Deferred offering costs | $86,231 | $150,738 |
Stock based compensation expense | $1,474,000 | $1,199,000 |
Potentially dilutive non-vested restricted shares | 1,249,650 | 349,650 |
3_FAIR_VALUE_MEASUREMENTS_Deta
3. FAIR VALUE MEASUREMENTS (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Assets (at fair value): | ||
Derivative assets (oil put options) | $1,766,000 | |
Liabilities (at fair value): | ||
Derivative liabilities (oil collar and put options) | 114,000 | |
Level 1 | ||
Assets (at fair value): | ||
Derivative assets (oil put options) | 0 | |
Liabilities (at fair value): | ||
Derivative liabilities (oil collar and put options) | 0 | |
Level 2 | ||
Assets (at fair value): | ||
Derivative assets (oil put options) | 1,766,000 | |
Liabilities (at fair value): | ||
Derivative liabilities (oil collar and put options) | 114,000 | |
Level 3 | ||
Assets (at fair value): | ||
Derivative assets (oil put options) | 0 | |
Liabilities (at fair value): | ||
Derivative liabilities (oil collar and put options) | $0 |
4_PROPERTY_ACQUISITION_Details
4. PROPERTY ACQUISITION (Details) (Pro Forma [Member], USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Pro Forma [Member] | ||
Oil, natural gas, and related product sales | $20,855,000 | $17,512,000 |
Net loss | $2,442,000 | $92,000 |
Net loss per basic and diluted common share | $0.20 | $0 |
Weighted average basic common shares outstanding | 12,362,336 | 12,362,336 |
4_PROPERTY_ACQUISITION_Details1
4. PROPERTY ACQUISITION (Details 1) (USD $) | Dec. 31, 2014 | |
Fair value of assets acquired and liabilities assumed | ||
Proved oil and natural gas properties (1) | $17,662,000 | [1] |
Revenue payable | -27,000 | |
Asset retirement obligations | -832,000 | |
Total fair value of assets acquired and liabilities assumed, net | 16,803,000 | |
Cash consideration transferred | $16,803,000 | |
[1] | Amount includes asset retirement costs of approximately $832. |
5_OIL_AND_NATURAL_GAS_PROPERTI2
5. OIL AND NATURAL GAS PROPERTIES (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Oil and natural gas properties | ||
Proved-developed producing properties | $96,691,000 | $72,208,000 |
Proved-developed non producing properties | 2,880,000 | 1,384,000 |
Proved-undeveloped properties | 13,330,000 | 9,410,000 |
Unproved properties | 1,996,000 | 4,208,000 |
Less: Accumulated depletion | -23,131,000 | -13,044,000 |
Total oil and natural gas properties, net of accumulated depletion | $91,766,000 | $74,166,000 |
6_ASSET_RETIREMENT_OBLIGATIONS2
6. ASSET RETIREMENT OBLIGATIONS (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Asset Retirement Obligations Details | ||
Asset retirement obligations, beginning of period | $2,437,000 | $2,272,000 |
Additions to asset retirement obligation | 859,000 | 43,000 |
Liabilities settled during the period | 0 | -48,000 |
Accretion of discount | 320,000 | 160,000 |
Revision of estimate | -10,000 | 10,000 |
Asset retirement obligations, end of period | $3,606,000 | $2,437,000 |
8_DERIVATIVES_Details
8. DERIVATIVES (Details) (USD $) | 12 Months Ended |
Dec. 31, 2014 | |
Instrument 1 | |
Derivative | Instrument: Put; Commodity: Crude Oil; Volume (bbl/month): 5,000; Put Option Price: 77.00-80.00 |
Fair value | $999,000 |
Instrument 2 | |
Derivative | Instrument: Put; Commodity: Crude Oil; Volume (bbl/month): 2,800; Put Option Price: 80.00 |
Fair value | 110,000 |
Instrument 3 | |
Derivative | Instrument: Put; Commodity: Crude Oil; Volume (bbl/month): 4,000; Put Option Price: 70.00 |
Fair value | 590,000 |
Instrument 4 | |
Derivative | Instrument: Put; Commodity: Crude Oil; Volume (bbl/month): 1,500; Put Option Price: 75.00 |
Fair value | $67,000 |
8_DERIVATIVES_Details_1
8. DERIVATIVES (Details 1) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Deriviatives - Fair Value Details | ||
Derivative financial instruments - Current asset | $1,699,156 | |
Derivative financial instruments - Long-term assets | 66,930 | |
Derivative financial instruments - Current liabilities | 62,834 | |
Derivative financial instruments - Long-term liabilities | 51,187 | |
Net derivative financial instruments | $1,699,000 | ($114,000) |
8_DERIVATIVES_Details_2
8. DERIVATIVES (Details 2) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Derivatives - Effect Details | ||
(Gain)/loss from derivative contracts | $2,066,000 |
9_NOTES_PAYABLE_Details_Narrat
9. NOTES PAYABLE (Details Narrative) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Independent Bank 2 | ||
Borrowings outstanding | $2,941,000 | |
Interest rate | 6.75% | |
Independent Bank | ||
Borrowings outstanding | 22,496,000 | 12,436,000 |
Borrowing base | $23,500,000 | |
Interest rate | 4.00% |
10_STOCK_BASED_COMPENSATION_AN2
10. STOCK BASED COMPENSATION AND CONDITIONAL PERFORMANCE AWARDS (Details) | 12 Months Ended |
Dec. 31, 2014 | |
Stock Based Compensation And Conditional Performance Awards Details 1 | |
Risk-free interest rate | 1.87% |
Expected volatility of common stock | 92.00% |
Dividend yield | 0.00% |
Expected life of options | 5 years 8 months 19 days |
10_STOCK_BASED_COMPENSATION_AN3
10. STOCK BASED COMPENSATION AND CONDITIONAL PERFORMANCE AWARDS (Details 1) (USD $) | 12 Months Ended |
Dec. 31, 2014 | |
Stock Based Compensation And Conditional Performance Awards Details | |
Number of options, Outstanding Beginning | 0 |
Number of options, Granted | 900,000 |
Number of options, Exercised | 0 |
Number of options, Canceled | 0 |
Number of options, Outstanding Ending | 900,000 |
Number of options, Exercisable Ending | 0 |
Weighted Average Exercise Price per Share, Beginning | $0 |
Weighted Average Exercise Price per Share, Granted | $4.75 |
Weighted Average Exercise Price per Share, Exercised | $0 |
Weighted Average Exercise Price per Share, Canceled | $0 |
Weighted Average Exercise Price per Share, Ending | $4.75 |
Weighted Average Exercise Price Exercisable Ending | $0 |
Weighted Average Grant Date Fair Value, Beginning | $0 |
Weighted Average Grant Date Fair Value, Granted | $2.75 |
Weighted Average Grant Date Fair Value, Exercised | $0 |
Weighted Average Grant Date Fair Value, Canceled | $0 |
Weighted Average Grant Date Fair Value, Ending | $2.75 |
Weighted Average Remaining Contractual Life (in Years), Granted | 10 years |
Weighted Average Remaining Contractual Life (in Years), Outstanding | 10 years |
10_STOCK_BASED_COMPENSATION_AN4
10. STOCK BASED COMPENSATION AND CONDITIONAL PERFORMANCE AWARDS (Details Narrative) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Stock Based Compensation And Conditional Performance Awards Details Narrative | ||
Stock-based compensation expense | $1,473,800 | $1,198,800 |
Unrecognized stock-based compensation expense related to the non-vested restricted stock grant | 299,700 | 1,498,500 |
Unrecognized stock-based compensation expense related to the non-vested restricted stock grant, period | 3 months | 15 months |
Stock-based compensation expense related to stock option | 275,000 | |
Unrecognized stock-based compensation related to the non-vested stock options | $2,200,000 |
11_RELATED_PARTY_TRANSACTIONS_
11. RELATED PARTY TRANSACTIONS (Details Narrative) (USD $) | Dec. 31, 2014 |
Related Party Transactions Details Narrative | |
Borrowing under term plan with SOSventures, LLC | $10,000,000 |
14_INCOME_TAXES_Details
14. INCOME TAXES (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Current taxes: | ||
Federal | ||
State | -15,465 | -26,502 |
Current Income Tax Expense (Benefit) | -15,465 | -26,502 |
Deferred taxes: | ||
Federal | 1,449,296 | -402,379 |
State | 53,375 | 128,977 |
Deferred Income Tax Expense (Benefit) | -1,506,168 | -273,402 |
Total current and deferred taxes | $1,487,206 | ($299,904) |
14_INCOME_TAXES_Details_1
14. INCOME TAXES (Details 1) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Income Tax Disclosure [Abstract] | ||
Income tax provision calculated using the federal statutory income tax rate (1) | $1,444,432 | $423,609 |
State income taxes, net of federal income taxes (1) | 37,910 | 102,475 |
Permanent differences, rate changes and other | 4,864 | -825,988 |
Total income tax expense | $1,487,206 | ($299,904) |
14_INCOME_TAXES_Details_2
14. INCOME TAXES (Details 2) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Deferred tax assets | ||
Federal and state net operating loss carryforwards | $6,864,241 | $4,195,157 |
Stock-based compensation | 1,214,378 | 713,286 |
Asset retirement obligations | 1,225,887 | 828,467 |
Derivatives | 38,767 | |
Other | 5,784 | |
Total deferred tax assets | 9,310,290 | 5,775,677 |
Deferred tax liabilities: | ||
Oil and natural gas properties and other equipment | -22,749,563 | -21,321,587 |
Derivatives | -600,469 | |
Total deferred tax liabilities | -23,350,032 | -21,321,587 |
Total net deferred tax liability | ($14,039,742) | ($15,545,910) |
14_INCOME_TAXES_Details_3
14. INCOME TAXES (Details 3) (USD $) | 12 Months Ended |
Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | |
Federal net operating losses | $19,819,471 |
State net operating losses | $3,175,043 |
Net operating losses, Expiration | Dec. 2032 to 2034 |