Cover
Cover - shares | 6 Months Ended | |
Sep. 30, 2022 | Nov. 14, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Sep. 30, 2022 | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2023 | |
Current Fiscal Year End Date | --03-31 | |
Entity File Number | 333-192060 | |
Entity Registrant Name | White River Energy Corp | |
Entity Central Index Key | 0001589361 | |
Entity Tax Identification Number | 45-3797537 | |
Entity Incorporation, State or Country Code | NV | |
Entity Address, Address Line One | 609 West Dickson St. | |
Entity Address, Address Line Two | Suite 102 G | |
Entity Address, City or Town | Fayetteville | |
Entity Address, State or Province | AR | |
Entity Address, Postal Zip Code | 72701 | |
City Area Code | 800 | |
Local Phone Number | 203-5610 | |
Entity Current Reporting Status | No | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 8,400,000 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) | Sep. 30, 2022 | Mar. 31, 2022 |
CURRENT ASSETS: | ||
Cash (including $201,050 and $251,050 in restricted cash) | $ 579,357 | $ 251,050 |
Accounts receivable | 410,085 | 634,483 |
Secured promissory note receivable | 200,000 | |
Inventories - Crude Oil | 91,925 | 107,026 |
Prepaid expenses and other current assets | 240,860 | 318,771 |
Total current assets | 1,522,227 | 1,311,330 |
NON-CURRENT ASSETS: | ||
Property and equipment, net | 1,431,285 | 596,464 |
Right of use asset - operating lease | 172,141 | 243,494 |
Oil and gas properties, full cost-method | 5,426,976 | 6,626,793 |
Capitalized drilling costs, net of depletion | 322,806 | 604,574 |
Other assets | 13,465 | 14,760 |
Goodwill | 2,100,374 | |
Total non-current assets | 7,366,673 | 10,186,459 |
TOTAL ASSETS | 8,888,900 | 11,497,789 |
CURRENT LIABILITIES | ||
Accounts payable | 344,307 | 799,100 |
Accrued liabilities | 289,730 | 119,600 |
Due to Ecoark Holdings | 25,068,890 | |
Cash overdraft | 27,918 | |
Current portion of long-term debt | 42,668 | |
Current portion of lease liability - operating lease | 157,260 | 155,263 |
Total current liabilities | 833,965 | 26,170,771 |
NON-CURRENT LIABILITIES | ||
Lease liability - operating lease, net of current portion | 31,236 | 110,235 |
Long-term debt, net of current portion | 92,704 | |
Asset retirement obligations | 668,151 | 1,303,751 |
Total non-current liabilities | 792,091 | 1,413,986 |
Total Liabilities | 1,626,056 | 27,584,757 |
COMMITMENTS AND CONTINGENCIES | ||
STOCKHOLDERS’ EQUITY (DEFICIT) | ||
Preferred stock, $0.0001 par value, 5,000,000 shares authorized and 1,200 and 0 shares issued and outstanding | 1 | |
Common stock, $0.0001 par value, 500,000,000 shares authorized and 8,400,000 shares issued and outstanding | 840 | 840 |
Additional paid in capital | 37,076,394 | 591,167 |
Accumulated deficit | (29,814,391) | (16,678,975) |
Total stockholders’ equity (deficit) | 7,262,844 | (16,086,968) |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT) | $ 8,888,900 | $ 11,497,789 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) | Sep. 30, 2022 | Mar. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Restricted cash | $ 201,050 | $ 251,050 |
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 1,200 | 1,200 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 500,000,000 | 500,000,000 |
Common stock, shares issued | 8,400,000 | 8,400,000 |
Common stock, shares outstanding | 8,400,000 | 8,400,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Income Statement [Abstract] | ||||
REVENUES | $ 594,485 | $ 728,667 | $ 2,208,760 | $ 2,303,071 |
COSTS AND EXPENSES | ||||
Cost of revenues (excludes items below) | 381,216 | 432,546 | 811,977 | 694,258 |
Salaries and salaries related costs | 1,875,461 | 963,705 | 2,321,066 | 1,245,878 |
Professional and consulting fees | 272,611 | 141,220 | 319,274 | 141,220 |
Oilfield costs, supplies and repairs | 2,629,376 | 172,865 | 4,223,608 | 595,628 |
Selling, general and administrative costs | 1,321,327 | 1,665,877 | 2,594,372 | 2,607,561 |
Depreciation, amortization, impairment, depletion, and accretion | 6,033,712 | 467,607 | 6,202,396 | 1,234,262 |
Total costs and expenses | 12,513,703 | 3,843,820 | 16,472,693 | 6,518,807 |
LOSS FROM OPERATIONS BEFORE OTHER INCOME (EXPENSE) | (11,919,218) | (3,115,153) | (14,263,933) | (4,215,736) |
OTHER INCOME (EXPENSE) | ||||
Change in fair value of derivative liabilities | 620,473 | 2,157,838 | ||
Gain on sale of oil and gas property and ARO | 31,157 | 122,505 | 391,533 | 721,365 |
Gain on sale of working interests on oil and gas properties | 971,609 | 971,609 | ||
Interest expense, net of interest income | (1,918) | (260,294) | (4,123) | (278,170) |
Total other income | 1,000,848 | 482,684 | 1,359,019 | 2,601,033 |
LOSS FROM CONTINUING OPERATIONS BEFORE PROVISION FOR INCOME TAXES | (10,918,370) | (2,632,469) | (12,904,914) | (1,614,703) |
DISCONTINUED OPERATIONS: | ||||
Loss from discontinued operations | (85,848) | (85,848) | ||
Loss on disposal of discontinued operations | (144,654) | (144,654) | ||
Total discontinued operations | (230,502) | (230,502) | ||
LOSS FROM OPERATIONS BEFORE PROVISION FOR INCOME TAXES | (11,148,872) | (2,632,469) | (13,135,416) | (1,614,703) |
PROVISION FOR INCOME TAXES | ||||
NET LOSS | $ (11,148,872) | $ (2,632,469) | $ (13,135,416) | $ (1,614,703) |
NET LOSS PER SHARE - BASIC | ||||
Continuing operations | $ (1.30) | $ (0.31) | $ (1.54) | $ (0.19) |
Discontinued operations | (0.01) | (0.01) | ||
NET LOSS PER SHARE | $ (1.31) | $ (0.31) | $ (1.55) | $ (0.19) |
WEIGHTED AVERAGE SHARES OUTSTANDING | 8,400,000 | 8,400,000 | 8,400,000 | 8,400,000 |
Condensed Consolidated Statem_2
Condensed Consolidated Statement of Changes in Stockholders' Equity (Deficit) (Unaudited) - USD ($) | Preferred Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total |
Beginning balance at Mar. 31, 2021 | $ 700 | $ 2,325,091 | $ (9,756,222) | $ (7,430,431) | |
Beginning balance, shares at Mar. 31, 2021 | 7,000,000 | ||||
Cost allocations from Ecoark Holdings | (974,485) | (974,485) | |||
Net income (loss) | 1,017,766 | 1,017,766 | |||
Ending balance at Jun. 30, 2021 | $ 700 | 1,350,606 | (8,738,456) | (7,387,150) | |
Ending balance, shares at Jun. 30, 2021 | 7,000,000 | ||||
Beginning balance at Mar. 31, 2021 | $ 700 | 2,325,091 | (9,756,222) | (7,430,431) | |
Beginning balance, shares at Mar. 31, 2021 | 7,000,000 | ||||
Net income (loss) | (1,614,703) | ||||
Ending balance at Sep. 30, 2021 | $ 840 | 3,025,948 | (11,370,925) | (8,344,137) | |
Ending balance, shares at Sep. 30, 2021 | 8,400,000 | ||||
Beginning balance at Jun. 30, 2021 | $ 700 | 1,350,606 | (8,738,456) | (7,387,150) | |
Beginning balance, shares at Jun. 30, 2021 | 7,000,000 | ||||
Cost allocations from Ecoark Holdings | 1,675,482 | 1,675,482 | |||
Net income (loss) | (2,632,469) | (2,632,469) | |||
Common shares issued in exercise of warrants | 140 | (140) | |||
Common shares issued in exercise of warrants, shares | 1,400,000 | ||||
Ending balance at Sep. 30, 2021 | $ 840 | 3,025,948 | (11,370,925) | (8,344,137) | |
Ending balance, shares at Sep. 30, 2021 | 8,400,000 | ||||
Beginning balance at Mar. 31, 2022 | $ 840 | 591,167 | (16,678,975) | (16,086,968) | |
Beginning balance, shares at Mar. 31, 2022 | 8,400,000 | ||||
Net income (loss) | (1,986,544) | (1,986,544) | |||
Ending balance at Jun. 30, 2022 | $ 840 | 591,167 | (18,665,519) | (18,073,512) | |
Ending balance, shares at Jun. 30, 2022 | 8,400,000 | ||||
Beginning balance at Mar. 31, 2022 | $ 840 | 591,167 | (16,678,975) | (16,086,968) | |
Beginning balance, shares at Mar. 31, 2022 | 8,400,000 | ||||
Net income (loss) | (13,135,416) | ||||
Ending balance at Sep. 30, 2022 | $ 1 | $ 840 | 37,076,394 | (29,814,391) | 7,262,844 |
Ending balance, shares at Sep. 30, 2022 | 1,200 | 8,400,000 | |||
Beginning balance at Jun. 30, 2022 | $ 840 | 591,167 | (18,665,519) | (18,073,512) | |
Beginning balance, shares at Jun. 30, 2022 | 8,400,000 | ||||
Net income (loss) | (11,148,872) | ||||
Net loss for the period July 1, 2022 through July 25, 2022 | (2,608,986) | (2,608,986) | |||
To reflect the reverse merger of White River Holdings Corp. | $ 1 | 32,827,292 | 32,827,293 | ||
Stock issued during period, shares, reverse stock splits, shares | 1,200 | ||||
To record contribution of capital by Ecoark Holdings Inc. | 3,000,000 | 3,000,000 | |||
Stock-based compensation | 657,935 | 657,935 | |||
Net loss for the period | (8,539,886) | (8,539,886) | |||
Ending balance at Sep. 30, 2022 | $ 1 | $ 840 | $ 37,076,394 | $ (29,814,391) | $ 7,262,844 |
Ending balance, shares at Sep. 30, 2022 | 1,200 | 8,400,000 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 6 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
CASH FLOW FROM OPERATING ACTIVITIES FROM OPERATIONS | ||
Net loss | $ (13,135,416) | $ (1,614,703) |
Adjustments to reconcile net loss to net cash (used in) provided by operating activities | ||
Home office allocation | 700,997 | |
Depreciation, amortization, depletion, accretion and impairment | 6,202,606 | 1,234,262 |
Share-based compensation | 657,935 | |
Loss on disposal of Norr and Elysian | 144,654 | |
Gain on disposal of oil and gas property, ARO and fixed assets | (391,533) | (29,078) |
Changes in assets and liabilities | ||
Accounts receivable | 224,398 | 414,860 |
Inventory | 15,101 | 21,167 |
Prepaid expenses and other current assets | 79,206 | (78,838) |
Amortization of right of use asset - operating leases | 71,353 | 59,669 |
Due to Ecoark Holdings | 3,884,620 | 2,779,952 |
Operating lease expense | (77,002) | (63,765) |
Accrued payable and accrued liabilities | (284,663) | (3,096,728) |
Total adjustments | 10,526,675 | 1,942,498 |
Net cash (used in) provided by operating activities of continuing operations | (2,608,741) | 327,795 |
Net cash used in discontinued operations | (81,053) | |
Net cash (used in) provided by operating activities | (2,689,794) | 327,795 |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Purchases of oil and gas properties, net of asset retirement obligations | (303,500) | |
Advances on note receivable | (200,000) | |
Proceeds from the sale of fixed assets | 2,500 | |
Proceeds from the sale of oil and gas properties | 999,999 | |
Purchase of fixed assets | (889,352) | |
Net cash (used in) investing activities | (89,353) | (301,000) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
(Decrease) in cash overdraft | (27,918) | (26,387) |
Proceeds from long-term debt | 145,266 | |
Repayment of long-term debt | (9,894) | |
Proceeds from Ecoark Holdings in acquisition of White River | 3,000,000 | |
Net cash provided by (used in) financing activities | 3,107,454 | (26,387) |
NET INCREASE IN CASH AND RESTRICTED CASH | 328,307 | 408 |
CASH AND RESTRICTED CASH - BEGINNING OF PERIOD | 251,050 | 250,413 |
CASH AND RESTRICTED CASH - END OF PERIOD | 579,357 | 250,821 |
SUPPLEMENTAL DISCLOSURES | ||
Cash paid for interest expense | 6,168 | |
Cash paid for income taxes | ||
SUMMARY OF NON-CASH ACTIVITIES: | ||
Contribution by Ecoark Holdings | 28,953,510 | |
Net assets acquired from Enviro Technologies US Inc. | $ 46,157 |
DESCRIPTION OF BUSINESS, BASIS
DESCRIPTION OF BUSINESS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
DESCRIPTION OF BUSINESS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 1: DESCRIPTION OF BUSINESS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Description of Business The terms “we,” “us,” “our,” “registrant,” and the “Company” refer to White River Energy Corp. On September 19, 2022, the Company changed its name from Fortium Holdings Corp. to White River Energy Corp. On September 28, 2022, the Board of Directors and holders of the majority outstanding voting power approved the changing of the fiscal year of the Company from December 31 to March 31, and approved increasing the authorized capital to 505,000,000 500,000,000 200,000,000 5,000,000 The Company executed a Share Exchange Agreement (the “Exchange Agreement”) on July 25, 2022 and pursuant to the Exchange Agreement that day acquired 100 1,200 42,253,521 30 Pursuant to the Exchange Agreement Mr. Randy May, Ecoark’s Chief Executive Officer, was appointed as Executive Chairman and as a director of the Company, and Mr. Jay Puchir, Ecoark’s Chief Financial Officer, was appointed as Chief Executive Officer and Principal Financial Officer of the Company. Effective July 28, 2022, the number of directors of the Company was fixed at five, and Danny Hames, James Cahill, Greg Landis, and Alisa Horgan were appointed as directors. Alisa Horgan is the daughter of Randy May, and wife of Richard Horgan, who was the Company’s Chief Executive Officer and sole director until after the closing of the White River acquisition. Ecoark has advised us that it plans to spin-off the common stock issuable upon conversion of the Series A issued in the Merger with White River, subject to regulatory approvals including the effectiveness of the Form S-1. On July 29, 2022, the Company filed a Certificate of Designation with the Nevada Secretary of State designating a new series of preferred stock as Series B Preferred Stock (the “Series B”). The single authorized share of Series B is entitled to vote with the Company’s common stock as a single class on any matter brought before the stockholders, and the Series B is entitled to a number of votes equal to the greater of (A) 100,000,000 votes, or (B) 50.1% of the Company’s voting power as of the applicable date of determination. On March 18, 2021, the Company formed Norr LLC (“Norr”), a Nevada limited liability company and wholly-owned subsidiary of the Company, and commenced operations as a sports equipment and apparel manufacturer and retailer. Prior to the organization of Norr, the Company’s Chief Executive Officer had explored this business opportunity and commenced preparation of a business plan for the business. On March 23, 2021, the Company engaged the services of two consultants and entered into consulting agreements through Norr pursuant to which each consultant provides services to Norr in exchange for $ 1,000 On September 9, 2021, the Company formed Elysian, a Colorado corporation and wholly-owned subsidiary, for the purpose of engaging in cannabis operations. On September 14, 2021, Elysian entered into a Stock Purchase Agreement (“SPA”) with Treehouse Company, Inc. (“Treehouse”), and its sole stockholder Alex Gosselin (the “Seller”) pursuant to which Elysian shall purchase 80 % of the capital stock of Treehouse from the Seller for $ 200,000, subject to certain conditions including regulatory approval . In September 2022, the Company has sold both Norr and Elysian pursuant to a Membership Interest Purchase Agreement (“MIPA”) for Norr, and a Stock Purchase Agreement for Elysian on September 20 and 21, 2022. These entities were sold to non-related third parties for $1 each. The purpose of the sale of these entities was for the Company to divest themselves of their non-core assets and focus exclusively on the oil and gas production business of White River. On September 16, 2022, the Board of Directors and stockholders approved the name change of the Company to White River Energy Corp. All paperwork has been submitted to both the State of Nevada and to the Financial Industry Regulatory Authority (“FINRA”) on September 20, 2022. The Company has reflected the operations of both Norr and Elysian postcombination in discontinued operations and have reflected the loss on disposal of these companies in the Statements of Operations. All information related to the prior operations and corporate formation of these entities is included in the Company’s Annual Report on Form 10-K, filed March 15, 2022 and the Form 10-Q for the period ended June 30, 2022 filed August 12, 2022. Basis of Presentation The Company’s unaudited condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States (GAAP). Any reference in these notes to applicable guidance is meant to refer to the authoritative GAAP as found in the Accounting Standards Codification (ASC) and Accounting Standards Update (ASU) of the Financial Accounting Standards Board (FASB). All adjustments considered necessary for a fair presentation have been included. These adjustments consist of normal and recurring accruals, as well as non-recurring charges. As the acquisition of White River resulted in the owners of White River gaining control over the combined entity after the transaction, and the stockholders of White River Energy Corp continuing only as passive investors, the transaction was not considered a business combination under the ASC. Instead, this transaction was considered to be a capital transaction of the legal acquiree (White River) and was equivalent to the issuance of shares by White River for the net monetary assets of White River Energy Corp accompanied by a recapitalization. As a result, the historical balances represent White River. See Note 2, “Reverse Merger”. The condensed consolidated financial statements, and the accompanying notes, are prepared in accordance with GAAP and do not contain certain information included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021, as well as the White River audited financial statements that are reflected in Form 8-K/A filed by the Company on October 28, 2022. Therefore, the interim condensed consolidated financial statements should be read in conjunction with those reports. Operating results for the periods presented are not necessarily indicative of the results that may be expected for the year due to various factors. Principles of Consolidation The Company prepares its consolidated financial statements on the accrual basis of accounting. The accompanying consolidated financial statements include the accounts of the Company and its wholly owned subsidiary, White River. All intercompany accounts, balances and transactions have been eliminated in the consolidation. Reclassifications The Company has reclassified certain amounts in the September 30, 2021 condensed consolidated financial statements to be consistent with the September 30, 2022 presentation. These changes had no impact on the Company’s financial position or result of operations for the periods presented. Use of Estimates The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the U.S. requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and reported amounts of revenues and expenses during the reporting period. These estimates include, but are not limited to, management’s estimate of provisions required for uncollectible accounts receivable, fair value of assets held for sale and assets and liabilities acquired, impaired value of equipment and intangible assets, including goodwill, asset retirement obligations, estimates of discount rates in lease, liabilities to accrue, fair value of derivative liabilities associated with warrants, cost incurred in the satisfaction of performance obligations, permanent and temporary differences related to income taxes and determination of the fair value of stock awards. Actual results could differ from those estimates. The estimates of proved, probable and possible oil and gas reserves are used as significant inputs in determining the depletion of oil and gas properties and the impairment of proved and unproved oil and gas properties. There are numerous uncertainties inherent in the estimation of quantities of proven, probable and possible reserves and in the projection of future rates of production and the timing of development expenditures. Similarly, evaluations for impairment of proved and unproved oil and gas properties are subject to numerous uncertainties including, among others, estimates of future recoverable reserves and commodity price outlooks. Actual results could differ from the estimates and assumptions utilized. Oil and Gas Properties The Company uses the full cost method of accounting for its investment in oil and natural gas properties. Under the full cost method of accounting, all costs associated with acquisition, exploration and development of oil and gas reserves, including directly related overhead costs are capitalized. General and administrative costs related to production and general overhead are expensed as incurred. All capitalized costs of oil and gas properties, including the estimated future costs to develop proved reserves, are amortized on the unit of production method using estimates of proved reserves. Disposition of oil and gas properties are accounted for as a reduction of capitalized costs, with no gain or loss recognized unless such adjustment would significantly alter the relationship between capitalized costs and proved reserves of oil and gas, in which case the gain or loss is recognized in operations. Unproved properties and development projects are not amortized until proved reserves associated with the projects can be determined or until impairment occurs. If the results of an assessment indicate that the properties are impaired, the amount of the loss from operations before income taxes and the adjusted carrying amount of the unproved properties is amortized on the unit-of-production method. There was $ 201,957 1,140,154 71,469 422,750 Limitation on Capitalized Costs Under the full-cost method of accounting, we are required, at the end of each reporting period, to perform a test to determine the limit on the book value of our oil and gas properties (the “Ceiling” test). If the capitalized costs of our oil and natural gas properties, net of accumulated amortization and related deferred income taxes, exceed the Ceiling, the excess or impairment is charged to expense. The expense may not be reversed in future periods, even though higher oil and gas prices may subsequently increase the Ceiling. The Ceiling is defined as the sum of: (a) the present value, discounted at 10 Oil and Gas Reserves Reserve engineering is a subjective process that is dependent upon the quality of available data and interpretation thereof, including evaluations and extrapolations of well flow rates and reservoir pressure. Estimates by different engineers often vary sometimes significantly. In addition, physical factors such as results of drilling, testing and production subsequent to the date of an estimate, as well as economic factors such as changes in product prices, may justify revision of such estimates. Because proved reserves are required to be estimated using recent prices of the evaluation, estimated reserve quantities can be significantly impacted by changes in product prices. Joint Interest Activities Certain of our exploration, development and production activities are conducted jointly with other entities and, accordingly, the consolidated financial statements reflect only our proportionate interest in such activities. Inventories Crude oil are carried at the lower of cost (last-in-first-out (LIFO)) or net realizable value. Inventory costs include expenditures and other charges directly and indirectly incurred in bringing the inventory to its existing condition and location. Accounting for Asset Retirement Obligation Asset retirement obligations (“ARO”) primarily represent the estimated present value of the amount the Company will incur to plug, abandon and remediate its producing properties at the projected end of their productive lives, in accordance with applicable federal, state and local laws. The Company determined its ARO by calculating the present value of the estimated cash flows related to the obligation. The retirement obligation is recorded as a liability at its estimated present value as of the obligation’s inception, with an offsetting increase to proved properties or to exploration costs in cost of revenue. Accounts Receivable and Concentration of Credit Risk The Company considers accounts receivable, net of allowance for doubtful accounts, to be fully collectible. The allowance is based on management’s estimate of the overall collectability of accounts receivable, considering historical losses, credit insurance and economic conditions. Based on these same factors, individual accounts are charged off against the allowance when management determines those individual accounts are uncollectible. Credit extended to customers is generally uncollateralized, however credit insurance is obtained for some customers. Past-due status is based on contractual terms. Impairment of Long-lived Assets Management reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to the undiscounted future cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds the fair value of the assets. Property and Equipment and Long-Lived Assets Property and equipment is stated at cost. Depreciation on property and equipment is computed using the straight-line method over the estimated useful lives of the assets, of ten years three years ASC 360 requires that long-lived assets and certain identifiable intangibles held and used by an entity be reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. The Company reviews recoverability of long-lived assets on a periodic basis whenever events and changes in circumstances have occurred which may indicate a possible impairment. The assessment for potential impairment is based primarily on the Company’s ability to recover the carrying value of its long-lived assets from expected future cash flows from its operations on an undiscounted basis. If such assets are determined to be impaired, the impairment recognized is the amount by which the carrying value of the assets exceeds the fair value of the assets. ASC 360-10 addresses criteria to be considered for long-lived assets expected to be disposed of by sale. Six criteria are listed in ASC 360-10-45-9 that must be met in order for assets to be classified as held for sale. Once the criteria are met, long-lived assets classified as held for sale are to be measured at the lower of carrying amount or fair value less costs to sell. The Company assesses the impairment of identifiable intangibles whenever events or changes in circumstances indicate that the carrying value may not be recoverable. Factors the Company considers to be important which could trigger an impairment review include the following: 1. Significant underperformance relative to expected historical or projected future operating results; 2. Significant changes in the manner of use of the acquired assets or the strategy for the overall business; and 3. Significant negative industry or economic trends. When the Company determines that the carrying value of intangibles may not be recoverable based upon the existence of one or more of the above indicators of impairment and the carrying value of the asset cannot be recovered from projected undiscounted cash flows, the Company records an impairment charge. The Company measures any impairment based on a projected discounted cash flow method using a discount rate determined by management to be commensurate with the risk inherent in the current business model. Significant management judgment is required in determining whether an indicator of impairment exists and in projecting cash flows. Fair Value Measurements The accounting guidance defines fair value, establishes a consistent framework for measuring fair value and expands disclosure for each major asset and liability category measured at fair value on either a recurring or non-recurring basis. Fair value is defined as an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, the accounting guidance establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: Level 1: Observable inputs such as quoted prices in active markets. Level 2: Inputs, other than the quoted prices in active markets that are observable either directly or indirectly. Level 3: Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. The carrying values of the Company’s financial instruments such as cash, investments, accounts payable, and accrued expenses approximate their respective fair values because of the short-term nature of those financial instruments. Revenue Recognition The Company accounts for revenue in accordance with ASC Topic 606, Revenue from Contracts with Customers The core principle of the revenue standard is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. The following five steps are applied to achieve that core principle: ● Step 1: Identify the contract with the customer ● Step 2: Identify the performance obligations in the contract ● Step 3: Determine the transaction price ● Step 4: Allocate the transaction price to the performance obligations in the contract ● Step 5: Recognize revenue when the Company satisfies a performance obligation In order to identify the performance obligations in a contract with a customer, a company must assess the promised goods or services in the contract and identify each promised good or service that is distinct. A performance obligation meets ASC 606’s definition of a “distinct” good or service (or bundle of goods or services) if both of the following criteria are met: The customer can benefit from the good or service either on its own or together with other resources that are readily available to the customer (i.e., the good or service is capable of being distinct), and the entity’s promise to transfer the good or service to the customer is separately identifiable from other promises in the contract (i.e., the promise to transfer the good or service is distinct within the context of the contract). If a good or service is not distinct, the good or service is combined with other promised goods or services until a bundle of goods or services is identified that is distinct. The transaction price is the amount of consideration to which an entity expects to be entitled in exchange for transferring promised goods or services to a customer. The consideration promised in a contract with a customer may include fixed amounts, variable amounts, or both. When determining the transaction price, an entity must consider the effects of all of the following: ● Variable consideration ● Constraining estimates of variable consideration ● The existence of a significant financing component in the contract ● Noncash consideration ● Consideration payable to a customer Variable consideration is included in the transaction price only to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved. The transaction price is allocated to each performance obligation on a relative standalone selling price basis. The transaction price allocated to each performance obligation is recognized when that performance obligation is satisfied, at a point in time or over time as appropriate. The Company accounts for contract costs in accordance with ASC Topic 340-40, Contracts with Customers Commodities The Company recognizes revenue for their proportionate share of revenue when: (i) the Company receives notification of the successful sale of a load of crude oil to a buyer; (ii) the buyer will provide a price based on the average monthly price of crude oil in the most recent month; and (iii) cash is received the following month from the crude oil buyer. The Company may, from time to time, do contract drilling of oil wells for other energy companies and that services revenue would be categorized as Other Revenue within continuing operations. The Company may, from time to time, sell off working interests in drilling projects on its own oil and gas mineral leases, and that revenue would be categorized within “Other Income (Expense)”. Share-Based Payment Arrangements The Company has accounted for stock-based compensation arrangements in accordance with Accounting Standards Codification subtopic 718-10, Compensation (“ASC 718”). This guidance addresses all forms of share-based payment awards including shares issued under employee stock purchase plans, stock options, restricted stock and stock appreciation rights, as well as share grants and other awards issued to employees and non-employees under free-standing arrangements. These awards are recorded at costs that are measured at fair value on the awards’ grant dates, based on the estimated number of awards that are expected to vest and will result in charges to operations. Segment Reporting The Company follows the provisions of ASC 280-10 Segment Reporting. Earnings (Loss) Per Share of Common Stock Basic net income (loss) per common share is computed using the weighted average number of common shares outstanding. Diluted earnings per share (“EPS”) include additional dilution from common stock equivalents, such as stock issuable pursuant to the exercise of stock options and warrants. Common stock equivalents are not included in the computation of diluted earnings per share when the Company reports a loss because to do so would be anti-dilutive for periods presented, so only basic weighted average number of common shares are used in the computations. Recently Issued Accounting Pronouncements In August 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2020-06, Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging-Contracts in Entity’s Own Equity (Subtopic 815-40), Accounting for Convertible Instruments and Contract’s in an Entity’s Own Equity. The ASU simplifies accounting for convertible instruments by removing major separation models required under current GAAP. Consequently, more convertible debt instruments will be reported as a single liability instrument with no separate accounting for embedded conversion features. The ASU removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception, which will permit more equity contracts to qualify for it. The ASU simplifies the diluted net income per share calculation in certain areas. The ASU is effective for annual and interim periods beginning after December 31, 2021, and early adoption is permitted for fiscal years beginning after December 15, 2020, and interim periods within those fiscal years. The Company does not believe this new guidance will have a material impact on its consolidated financial statements. In May 2021, the Financial Accounting Standards Board (“FASB”) issued ASU 2021-04 “Earnings Per Share (Topic 260), Debt—Modifications and Extinguishments (Subtopic 470-50), Compensation— Stock Compensation (Topic 718), and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815- 40) Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options” which clarifies and reduces diversity in an issuer’s accounting for modifications or exchanges of freestanding equity-classified written call options (for example, warrants) that remain equity classified after modification or exchange. An entity should measure the effect of a modification or an exchange of a freestanding equity-classified written call option that remains equity classified after modification or exchange as follows: i) for a modification or an exchange that is a part of or directly related to a modification or an exchange of an existing debt instrument or line-of-credit or revolving-debt arrangements (hereinafter, referred to as a “debt” or “debt instrument”), as the difference between the fair value of the modified or exchanged written call option and the fair value of that written call option immediately before it is modified or exchanged; ii) for all other modifications or exchanges, as the excess, if any, of the fair value of the modified or exchanged written call option over the fair value of that written call option immediately before it is modified or exchanged. The amendments in this Update are effective for all entities for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. An entity should apply the amendments prospectively to modifications or exchanges occurring on or after the effective date of the amendments. The Company does not believe this new guidance will have a material impact on its consolidated financial statements. The Company does not discuss recent pronouncements that are not anticipated to have an impact on or are unrelated to its financial condition, results of operations, cash flows or disclosures. Liquidity With the acquisition of White River, their former parent, Ecoark contributed $ 3,000,000 into the Company as part of the purchase. In addition, the Company has commenced the raising of capital through a private investment in a public equity (PIPE) and has raised approximately $ 4,500,000 as of November 8, 2022 from this PIPE offering. The Company has determined that there is no longer substantial doubt about their ability to continue as a going concern as they have been able to generate sufficient cash flow from operations and those cash flows together with the capital raised in the recent financing are believed by Management to be sufficient for the Company to continue its operations over the next 12 months. The Company has divested the Norr and Elysian businesses effective with the sale of those entities on September 20 and 21, 2022, respectively. Impact of COVID-19 COVID-19 has had a profound effect on the U.S. and global economy and may continue to affect the economy and the industries in which we operate, depending on the vaccine and booster rollouts and the emergence of virus mutations. COVID-19 did not have a material effect on the Consolidated Statements of Operations or the Consolidated Balance Sheets for the six months ended September 30, 2022 or prior fiscal year. COVID-19 has also contributed to the supply chain disruptions which have not yet had a material effect for the Company. The Company will continue to monitor the supply chain shortages affecting its business. The extent to which COVID-19 may impact the Company’s results will depend on future developments that are highly uncertain and cannot be predicted, including new information that may emerge concerning the severity of the virus and the actions to contain its impact. |
REVERSE MERGER
REVERSE MERGER | 6 Months Ended |
Sep. 30, 2022 | |
Reverse Merger | |
REVERSE MERGER | NOTE 2: REVERSE MERGER The acquisition of White River was considered a reverse merger. In accordance with ASC 805-40-45-1, the consolidated financial statements prepared following a reverse acquisition are issued under the name of the legal parent (White River Energy Corp) but described in the notes to the financial statements as a continuation of the financial statements of the legal subsidiary (White River Holdings Corp), with one adjustment, which is to retroactively adjust the accounting acquirer’s legal capital to reflect the legal capital of the accounting acquiree (White River Energy Corp). That adjustment is required to reflect the capital of the legal parent. Comparative information presented in the consolidated financial statements also is retroactively adjusted to reflect the legal capital of the legal parent. Under ASC 805-40-45-2, the consolidated financial statements represent the continuation of the legal subsidiary except for the capital structure, as follows: (a) The assets and liabilities of the legal subsidiary recognized and measured at their precombination carrying amounts; (b) The assets and liabilities of the legal parent recognized and measured in accordance with the guidance in this topic applicable to business combinations (ASC 805); (c) The retained earnings and other equity balances of the legal subsidiary before the business combination; (d) The amount recognized as issued equity interests in the consolidated financial statements determined by adding the issued equity interest of the legal subsidiary outstanding immediately before the business combination to the fair value of the legal parent determined in accordance with the guidance in ASC 805 applicable to business combinations. However, the equity structure reflects the equity structure of the legal parent, including the equity interests the legal parent issued to effect the combination. Accordingly, the equity structure of the legal subsidiary is restated using the exchange ratio established in the acquisition agreement to reflect the number of shares of the legal parent issued in the reverse acquisition. The Company acquired White River Holdings Corp for 1,200 30,000,000 1,200 42,253,521 On July 25, 2022, the Company completed its acquisition of White River. As a result of this transaction, which is accounted for as a reverse merger, White River is a wholly owned subsidiary of the Company (the “Merger”). In accordance with the terms of the Merger, at the effective time of the Merger, each outstanding share of the common stock of White River was exchanged for the 1,200 The primary reasons White River consummated the merger with White River Energy Corp were the opportunity to immediately become a public company without the process of doing its own initial public offering, thereby affording it the opportunity to more quickly raise capital and provide liquidity options to its stockholders, and at the same time acquiring the infrastructure required of a public company run by people experienced in investor relations and the public company regulatory compliance issues and filings required by virtue of appointing certain of Ecoark’s executive officers as executive officers of the Company. The previously existing businesses of White River Energy Corp at the time of the Merger, consisting of Norr and Elysian, were sold within 60 days of the Merger taking place. The estimated allocation of the purchase price of the assets acquired and liabilities assumed for the acquisition by White River of White River Energy Corp via the reverse acquisition are set forth below: SCHEDULE OF PURCHASE PRICE ALLOCATION Purchase Price Allocation of White River Energy Corp Current assets – inventory and deposits $ 113,472 Accounts payable and accrued expenses (67,315 ) Goodwill 5,917,843 Purchase price $ 5,964,000 This allocation is based on management’s estimated fair value of the White River Energy Corp assets and liabilities at July 25, 2022. White River Energy Corp assets were derived from a total value of $ 5,964,000 8,400,000 0.71 The following pro forma balance sheet reflects the details of the March 31, 2022 consolidated balance sheet as presented in the Company’s financial statements as a result of the reverse merger. PRO FORMA CONDENSED CONSOLIDATED BALANCE SHEETS MARCH 31, 2022 SCHEDULE OF PRO FORMA INFORMATION 1 2 3 (1) 4 (2) 5 Historical White River White River Other Other Energy Holdings Transaction Transaction Corp Corp. Adjustments Adjustments Pro Forma (1) (2) ASSETS CURRENT ASSETS Cash $ 140,241 $ 251,050 $ - $ (140,241 ) $ 251,050 Accounts receivable - 634,483 - - 634,483 Prepaid expenses and other current assets 71,756 318,771 - (71,756 ) 318,771 Inventory - 107,026 - - 107,026 Current assets held for sale - - - - - Total current assets 211,997 1,311,330 - (211,997 ) 1,311,330 NON-CURRENT ASSETS Property and equipment, net 1,466 596,464 - (1,466 ) 596,464 Capitalized drilling costs - 604,574 - - 604,574 Oil and gas reserves - 6,626,793 - - 6,626,793 Right of use asset - operating leases - 243,494 - - 243,494 Other assets - 14,760 - - 14,760 Goodwill - 2,100,374 - - 2,100,374 Total non-current assets 1,466 10,186,459 - (1,466 ) 10,186,459 TOTAL ASSETS $ 213,463 $ 11,497,789 $ - $ (213,463 ) $ 11,497,789 LIABILITIES AND STOCKHOLDERS’ EQUITY CURRENT LIABILITIES Accounts payable and accrued expenses $ 23,500 $ 918,700 $ - $ (23,500 ) $ 918,700 Current portion of lease liability - operating leases - 155,263 - - 155,263 Cash overdraft - 27,918 - - 27,918 Due to Ecoark Holdings. - 25,068,890 - - 25,068,890 Total current liabilities 23,500 26,170,771 - (23,500 ) 26,170,771 NON-CURRENT LIABILITIES Asset retirement obligation - 1,303,751 - - 1,303,751 Lease liability - operating leases, net of current portion - 110,235 - - 110,235 Total non-current liabilities - 1,413,986 - - 1,413,986 Total liabilities 23,500 27,584,757 - (23,500 ) 27,584,757 STOCKHOLDERS’ EQUITY (DEFICIT) Preferred stock, $ 0.0001 - - - - - Common stock, $ 0.0001 840 60 (60 ) - 840 Additional paid-in capital 4,316,779 591,947 (4,127,596 ) (189,963 ) 591,167 Accumulated deficit (4,126,539 ) (16,678,975 ) 4,126,539 - (16,678,975 ) Total stockholders’ equity (deficit) before non-controlling interest 191,080 (16,086,968 ) (1,117 ) (189,963 ) (16,086,968 ) Non-controlling interest (1,117 ) - 1,117 - - Total stockholders’ equity (deficit) 189,963 (16,086,968 ) - (189,963 ) (16,086,968 ) TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY $ 213,463 $ 11,497,789 $ - $ (213,463 ) $ 11,497,789 Adjustments: (1) To reflect the retained earnings and other equity balances of White River Holdings Corp, precombination with White River Energy Corp (2) To reclassify assets sold of Norr/Elysian in September 2022 The consolidated statements of operations and cash flows represent the operations of White River for the six months ended September 30, 2022 and 2021 include cost allocations from White River’s former parent Ecoark as discussed below. Cost Allocations The consolidated financial statements of White River Holdings Corp have been prepared in connection with the expected separation and have been derived from the consolidated financial statements and accounting records of Ecoark operated on a standalone basis during the periods presented and were prepared in accordance with accounting principles generally accepted in the United States of America. The consolidated financial statements reflect allocations of certain Ecoark corporate, infrastructure and shared services expenses, including centralized research, legal, human resources, payroll, finance and accounting, employee benefits, real estate, insurance, information technology, telecommunications, treasury, and other income and expenses for interest expense on debt that portions were used for White River Holdings Corp, changes in derivative liabilities on the books of Ecoark for warrants granted in offerings of which proceeds went towards the operations of White River Holdings Corp, and conversions of debt. Where possible, these charges were allocated based on direct usage, with the remainder allocated on a pro rata basis of headcount, asset, or other allocation methodologies that are considered to be a reasonable reflection of the utilization of services provided or the benefit received by the Company during the periods presented pursuant to SAB Topic 1.B.1. The allocations may not, however, reflect the expense the Company would have incurred as a standalone company for the periods presented. These costs also may not be indicative of the expenses that the Company will incur in the future or would have incurred if the Company had obtained these services from a third party. Management believes the assumptions underlying our financial statements, including the assumptions regarding the allocation of general corporate expenses from the former parent company are reasonable. Nevertheless, our financial statements may not include all of the actual expenses and income that would have been incurred had we operated as a standalone company during the periods presented and may not reflect our results of operations, financial position and cash flows had we operated as a standalone company during the periods presented. Actual costs that would have been incurred if we had operated as a standalone company would depend on multiple factors, including organizational structure and strategic decisions made in various areas, including information technology and infrastructure. |
REVENUE
REVENUE | 6 Months Ended |
Sep. 30, 2022 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE | NOTE 3: REVENUE The Company accounts for revenue in accordance with ASC Topic 606, Revenue from Contracts with Custo In continuing operations, the Company only recognizes revenue from one source, oil and gas production. No disaggregation is required for the six and the three months ended September 30, 2022 and 2021, respectively. The Company may, from time to time, do contract drilling of oil wells for other energy companies and that services revenue would be categorized as Other Revenue within continuing operations. The Company may, from time to time, sell off working interests in drilling projects on its own oil and gas mineral leases, and that revenue would be categorized within “Other Income (Expense)”. There were no significant contract asset or contract liability balances for all periods presented. The Company does not disclose the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less and (ii) contracts for which we recognize revenue at the amount to which we have the right to invoice for services performed. Collections of the amounts billed are typically paid by the customers within 30 to 60 days. |
INVENTORIES
INVENTORIES | 6 Months Ended |
Sep. 30, 2022 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | NOTE 4: INVENTORIES White River’s inventory as of September 30, 2022 and March 31, 2022 of $ 91,925 107,026 5,299 4,935 |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 6 Months Ended |
Sep. 30, 2022 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | NOTE 5: PROPERTY AND EQUIPMENT Property and equipment consisted of the following as of September 30, 2022 and March 31, 2022: SCHEDULE OF PROPERTY AND EQUIPMENT September 30, 2022 March 31, 2022 (unaudited) Land $ 140,000 $ 140,000 Buildings 236,000 236,000 Machinery and equipment 1,167,468 278,116 Total property and equipment 1,543,468 654,116 Accumulated depreciation and impairment (112,183 ) (57,652 ) Property and equipment, net $ 1,431,285 $ 596,464 As of September 30, 2022, the Company performed an evaluation of the recoverability of these long-lived assets. Depreciation expense for the six months ended September 30, 2022 and 2021 was $ 54,531 16,394 180,000 |
CAPITALIZED DRILLING COSTS AND
CAPITALIZED DRILLING COSTS AND OIL AND GAS PROPERTIES | 6 Months Ended |
Sep. 30, 2022 | |
Capitalized Drilling Costs And Oil And Gas Properties | |
CAPITALIZED DRILLING COSTS AND OIL AND GAS PROPERTIES | NOTE 6: CAPITALIZED DRILLING COSTS AND OIL AND GAS PROPERTIES Capitalized Drilling Costs In January 2021, the Company commenced a drilling program on their Deshotel 24H well included in their proved reserves. The Company acquired $ 1,797,695 1,459,252 80,244 417,810 322,806 Oil and Gas Properties The Company acquired $ 2,905,947 4,908,087 2,293,449 63,969 95,125 31,156 The following table summarizes the Company’s oil and gas activities by classification for the periods ended September 30, 2022 and 2021. SCHEDULE OF OIL AND GAS ACTIVITIES Activity Category March 31, 2022 Adjustments (1) September 30, 2022 Proved Developed Producing Oil and Gas Properties Cost $ 4,915,968 $ (2,231,401 ) $ 2,684,567 Accumulated depreciation, depletion and amortization (3,225,527 ) 1,059,850 (2,165,677 ) Changes in estimates - - - Total $ 1,690,441 $ (1,171,551 ) $ 518,890 Undeveloped and Non-Producing Oil and Gas Properties Cost $ 4,936,352 $ (28,266 ) $ 4,908,086 Changes in estimates - - - Total $ 4,936,352 $ (28,266 ) $ 4,908,086 Grand Total $ 6,626,793 $ (1,199,817 ) $ 5,426,976 Activity Category March 31, 2021 Adjustments (1) September 30, 2021 Proved Developed Producing Oil and Gas Properties Cost $ 7,223,379 $ - $ 7,223,379 Accumulated depreciation, depletion and amortization (739,037 ) (722,344 ) (1,461,381 ) Changes in estimates - - - Total $ 6,484,342 $ (722,344 ) $ 5,761,998 Undeveloped and Non-Producing Oil and Gas Properties Cost $ 5,868,137 $ - $ 5,868,137 Changes in estimates - - - Total $ 5,868,137 $ - $ 5,868,137 Grand Total $ 12,352,479 $ (722,344 ) $ 11,630,135 (1) Relates to dispositions of reserves, and depletion expenses. |
ASSET RETIREMENT OBLIGATIONS
ASSET RETIREMENT OBLIGATIONS | 6 Months Ended |
Sep. 30, 2022 | |
Asset Retirement Obligation Disclosure [Abstract] | |
ASSET RETIREMENT OBLIGATIONS | NOTE 7: ASSET RETIREMENT OBLIGATIONS In conjunction with the approval permitting the Company to resume drilling in the existing fields, the Company has recorded an asset retirement obligation (“ARO”) based upon the plan submitted in connection with the permit. The ARO results from the Company’s responsibility to abandon and reclaim their net share of all working interest properties and facilities. On July 25, 2022, $ 751,075 671,162 383,450 391,533 The following table summarizes activity in the Company’s ARO for the six months ended September 30, 2022 and the year ended March 31, 2022: SCHEDULE OF ASSET RETIREMENT OBLIGATIONS September 30, 2022 March 31, 2022 (unaudited) Balance, beginning of period $ 1,303,751 $ 1,531,589 Accretion expense 35,562 155,612 Reclamation obligations settled - - Disposition due to sale of property (671,162 ) (383,450 ) Additions - - Changes in estimates - - Balance, end of period $ 668,151 $ 1,303,751 Total ARO at September 30, 2022 and March 31, 2022 shown in the table above consists of amounts for future plugging and abandonment liabilities on our wellbores and facilities based on third-party estimates of such costs, adjusted for inflation for the periods ended September 30, 2022 and March 31, 2022, respectively. These values are discounted to present value at 10% per annum for the periods ended September 30, 2022 and March 31, 2022. |
NOTES PAYABLE - RELATED PARTIES
NOTES PAYABLE - RELATED PARTIES | 6 Months Ended |
Sep. 30, 2022 | |
Notes Payable - Related Parties | |
NOTES PAYABLE - RELATED PARTIES | NOTE 8: NOTES PAYABLE - RELATED PARTIES The Company borrowed funds from Atikin Investments LLC (“Atikin”), an entity managed by our current Chief Executive Officer, to pay for operating expenses. The Company formalized the arrangement on August 1, 2020 when it issued to Atikin a Junior Secured Revolving Promissory Note for a principal amount up to $ 200,000 Through December 31, 2020, the Company borrowed a total $ 57,500 35,000 22,500 December 15, 2020 January 15, 2021 22,500 1,524 |
LONG-TERM DEBT
LONG-TERM DEBT | 6 Months Ended |
Sep. 30, 2022 | |
Debt Disclosure [Abstract] | |
LONG-TERM DEBT | NOTE 9: LONG-TERM DEBT Long-term debt consisted of the following as of September 30, 2022 and March 31, 2022. The long-term debt below was acquired in the July 25, 2022 acquisition of White River was $ 143,801 SCHEDULE OF LONG-TERM DEBT September 30, 2022 March 31, 2022 (unaudited) Truck loan – Amur Capital (a) $ 80,634 $ - Truck loan – Mitsubishi (b) 54,738 - Total long-term debt 135,372 - Less: current portion (42,668 ) - Long-term debt, net of current portion $ 92,704 $ - (a) On May 13, 2022, entered into long-term secured note payable for $ 87,964 May 13, 2026 11.99 monthly no (b) On June 21, 2022, entered into long-term secured note payable for $ 61,973 December 21, 2024 11.99 monthly no The following is a list of maturities as of September 30: SCHEDULE OF MATURITIES Total $ 135,372 2023 $ 42,668 2024 48,074 2025 29,047 2026 15,583 Total $ 135,372 Interest expense on long-term debt during the six months ended September 30, 2022 and 2021 are $ 6,168 0 |
STOCKHOLDERS_ EQUITY (DEFICIT)
STOCKHOLDERS’ EQUITY (DEFICIT) | 6 Months Ended |
Sep. 30, 2022 | |
Equity [Abstract] | |
STOCKHOLDERS’ EQUITY (DEFICIT) | NOTE 10: STOCKHOLDERS’ EQUITY (DEFICIT) On September 28, 2022, the Company’s Board of Directors approved the increasing of the authorized capital to 505,000,000 500,000,000 200,000,000 5,000,000 As of September 30, 2022 and March 31, 2022, there were 8,400,000 The Company executed the Exchange Agreement on July 25, 2022 and pursuant to the Exchange Agreement that day acquired 100 1,200 42,253,521 The Series A has a stated value of $ 30 Pursuant to the Exchange Agreement Mr. Randy May, Ecoark’s Chief Executive Officer, was appointed as Executive Chairman and as a director of the Company, and Mr. Jay Puchir, Ecoark’s Chief Financial Officer, was appointed as Fortium’s Chief Executive Officer and Principal Financial Officer of the Company. Effective July 28, 2022, the number of directors of the Company was fixed at five, and Danny Hames, James Cahill, Greg Landis, and Alisa Horgan were appointed as directors. Alisa Horgan is the daughter of Randy May, and wife of Richard Horgan, who was the Company’s Chief Executive Officer and sole director until after the closing of the White River acquisition. Ecoark has advised us that it plans to spin-off the common stock issuable upon conversion of the Series A this fall, subject to regulatory approvals including the effectiveness of the Form S-1. On July 29, 2022, the Company filed a Certificate of Designation with the Nevada Secretary of State designating a new series of preferred stock, the Series B. The single authorized share of Series B is entitled to vote with the Company’s common stock as a single class on any matter brought before the stockholders, and the Series B is entitled to a number of votes equal to the greater of (A) 100,000,000 votes, or (B) 50.1% of the Company’s voting power as of the applicable date of determination. Any outstanding Series B will be automatically cancelled upon the Company applying to have its common stock listed on a national securities exchange. From July 25, 2022 through August 1, 2022, the Company entered into agreements with directors, management and consultants pursuant to which, among other things, the Company agreed to issue a total of 17,450,000 0.71 0.75 12,604,500 11,950,000 8,699,500 5,500,000 3,905,000 1,000 5,000 None of the 17,450,000 restricted shares of common stock have been issued by the transfer agent as of September 30, 2022 as none of the shares have vested 657,935 In addition, as more particularly set forth in “Item 5. – Other Information”, the Company has agreed to pay its non-employee directors’ compensation as follows: $100,000 in restricted stock which will vest on the final business day of each quarter ($25,000) per quarter, and $50,000 per year ($12,500 per quarter) On September 14, 2021, the Company issued 1,400,000 14,000 Stock Options The Company’s Board of Directors approved the adoption of the 2016 Stock-Based Compensation Plan (the “2016 Plan”) on May 12, 2016. There have been no stock options granted since 2018. The Company determined the value of share-based compensation using the Black-Scholes fair value option-pricing model using the following weighted average assumptions for options granted during the former year ended December 31, 2018. All options stand completely vested on the date of the reverse merger November 18, 2019. SCHEDULE OF STOCK OPTIONS WEIGHTED AVERAGE ASSUMPTIONS Date of Expected term (years) 10 Expected volatility 283 % Risk-free interest rate 2.55 % Dividend yield 0 % As summary of option activity under the 2016 Plan as of September 30, 2022, and March 31, 2022 and changes during the periods then ended are presented below: SCHEDULE OF STOCK OPTION ACTIVITY Number of Weighted Weighted Balance outstanding at March 31, 2021 60,421 $ 5.20 6.77 Granted - - - Exercised - - - Forfeited - - - Expired - - - Cancelled - - - Balance outstanding at March 31, 2022 60,421 $ 5.20 5.77 Exercisable at March 31, 2022 60,421 $ 5.20 5.77 Number of Weighted Weighted Balance outstanding at March 31, 2022 60,421 $ 5.20 5.77 Granted - - - Exercised - - - Forfeited - - - Expired - - - Cancelled - - - Balance outstanding at September 30, 2022 60,421 $ 5.20 5.27 Exercisable at September 30, 2022 60,421 $ 5.20 5.27 Warrants On August 10, 2017, the Company entered into a Securities Purchase Agreement with two investors to purchase from the Company 42,510 525,000 5,314 14.25 5,314 19.00 500 August 10, 2022 On July 21, 2021, the Company entered into a Consulting Agreement with Atikin for a period of one year, expiring July 20, 2022 and issued Atikin, a company controlled by our current Chief Executive Officer, 1,400,000 five years 0.01 700,000 1,400,000 14,000 SCHEDULE OF WARRANTS ACTIVITY Warrants Shares Weighted Weighted Aggregate Outstanding at March 31, 2021 10,628 $ 16.625 1.45 $ - Granted - - - - Exercised - - - Forfeited or expired - - - - Outstanding at March 31, 2022 10,628 $ 16.625 0.45 $ - Exercisable at March 31, 2022 10,628 $ 16.625 0.45 $ - Warrants Shares Weighted Weighted Aggregate Outstanding at March 31, 2022 10,628 $ 16.625 0.45 $ - Granted - - - - Exercised - - - - Forfeited or expired (10,628 ) (16.625 ) ( 0.45 ) - Outstanding at September 30, 2022 - $ - - $ - Exercisable at September 30, 2022 - $ - - $ - The following assumptions were used for the nine months ended September 30, 2022 and former year ended December 31, 2021: SCHEDULE OF FAIR VALUE ASSUMPTION OF WARRANTS Six Months Ended September 30, 2022 Year Ended March 31, Expected term - - Expected volatility - % - % Expected dividend yield - - Risk-free interest rate - % 0.10 % |
LEASES
LEASES | 6 Months Ended |
Sep. 30, 2022 | |
Leases | |
LEASES | NOTE 11: LEASES The Company has adopted ASU No. 2016-02, Leases (Topic 842) 0 11.36 The Company has chosen to implement this standard using the modified retrospective model approach with a cumulative-effect adjustment, which does not require the Company to adjust the comparative periods presented when transitioning to the new guidance. The Company has also elected to utilize the transition related practical expedients permitted by the new standard. The modified retrospective approach provides a method for recording existing leases at adoption and in comparative periods that approximates the results of a modified retrospective approach. Adoption of the new standard did not result in an adjustment to retained earnings for the Company. The Company’s portfolio of leases contains only operating leases. As of September 30, 2022, the value of the unamortized lease right of use asset is $ 172,141 June 30, 2024 188,496 SCHEDULE OF MATURITY OF OPERATING LEASE LIABILITY Maturity of lease liability for the operating leases for the period ended September 30, 2023 $ 158,430 2024 $ 31,532 Imputed interest $ (1,466 ) Total lease liability $ 188,496 Disclosed as: Current portion $ 157,260 Non-current portion $ 31,236 SCHEDULE OF AMORTIZATION OF RIGHT OF USE ASSET Amortization of the right of use asset for the period ended September 30, 2023 $ 143,318 2024 $ 28,823 Total $ 172,141 Total Lease Cost Individual components of the total lease cost incurred by the Company is as follows: SCHEDULE OF TOTAL LEASE COST Six months ended Six months ended (unaudited) (unaudited) Operating lease expense $ 72,244 $ 70,084 |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 6 Months Ended |
Sep. 30, 2022 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 12: RELATED PARTY TRANSACTIONS During the period ended June 30, 2020, the Company borrowed from Atikin, an entity managed by our then and now again our Chief Executive Officer, to pay for operating expenses. The Company formalized the arrangement on August 1, 2020 when it issued to Atikin a Junior Secured Revolving Promissory Note for a principal amount up to $ 200,000 57,500 35,000 22,500 December 15, 2020 1,479 On July 21, 2021, the Company entered into a Consulting Agreement with Atikin for a period of one year, expiring July 20, 2022. Pursuant to the Consulting Agreement, as amended in September 2021, in exchange for Atikin’s provision of consulting services with respect to mergers and acquisitions and general business and operational assistance, the Company granted Atikin 1,400,000 five years 0.01 905,771 700,000 1,400,000 14,000 5,000 On September 1, 2022, the Company assigned 10% working interests in a well to two related parties that are controlled by officers and directors of the Company (Sky3D and Atikin) pursuant to the vesting of various performance conditions in the employment contracts of Mr. May and Mr. Puchir. The May Family Foundation controls 18.89% 8.2% |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 6 Months Ended |
Sep. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | NOTE 13 FAIR VALUE MEASUREMENTS The Company measures and discloses the estimated fair value of financial assets and liabilities using the fair value hierarchy prescribed by U.S. generally accepted accounting principles. The fair value hierarchy has three levels, which are based on reliable available inputs of observable data. The hierarchy requires the use of observable market data when available. The three-level hierarchy is defined as follows: Level 1 – quoted prices for identical instruments in active markets; Level 2 – quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model derived valuations in which significant inputs and significant value drivers are observable in active markets; and Level 3 – fair value measurements derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. Financial instruments consist principally of cash, investments, accounts receivable and other receivables, accounts payable and accrued liabilities, notes payable, and amounts due to related parties. The fair value of cash is determined based on Level 1 inputs. There were no transfers into or out of “Level 3” during the six months ended September 30, 2022, the months ended March 31, 2022 and the year ended December 31, 2021. The recorded values of all other financial instruments approximate their current fair values because of their nature and respective relatively short maturity dates or durations. Fair value estimates are made at a specific point in time, based on relevant market information and information about the financial instrument. These estimates are subjective in nature and involve uncertainties and matters of significant judgment and therefore cannot be determined with precision. Changes in assumptions could significantly affect the estimates. |
COMMITMENTS
COMMITMENTS | 6 Months Ended |
Sep. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS | NOTE 14: COMMITMENTS On October 9, 2020, White River SPV 3 LLC, entered into a Participation Agreement (the “Participation Agreement”) by and among White River SPV 3 LLC, BlackBrush Oil & Gas, L.P. (“BlackBrush”) and GeoTerre, LLC, an unrelated privately-held limited liability company (the “Assignor”), to conduct drilling of wells in the Austin Chalk formation. Pursuant to the Participation Agreement, White River SPV 3 LLC funded 100% of the cost, $ 5,746,941 90% 67.5% 70% 52.5% The Parties to the Participation Agreement, had previously entered into a Joint Operating Agreement, dated September 4, 2020 (the “Operating Agreement”) establishing an area of mutual interest, including the Austin Chalk formation, and governing the parties’ rights and obligations with respect to drilling, completion and operation of wells therein. The Participation Agreement and the Operating Agreement require, among other things, that White River SPV 3 LLC drill and complete at least one horizontal Austin Chalk well with a certain minimum lateral each calendar year and/or maintain leasehold by paying its proportionate share of any rental payments. On July 27, 2022, White River entered into a Participation Agreement with Ault Energy, LLC to sell a 40% 28.8% 971,609 |
CONCENTRATIONS
CONCENTRATIONS | 6 Months Ended |
Sep. 30, 2022 | |
Risks and Uncertainties [Abstract] | |
CONCENTRATIONS | NOTE 15: CONCENTRATIONS Customer Concentration 74% 87% 48% 96% Supplier Concentration The Company occasionally maintains cash balances in excess of the FDIC insured limit. The Company does not consider this risk to be material. Commodity price risk We are exposed to fluctuations in commodity prices for oil and natural gas. Commodity prices are affected by many factors, including but not limited to, supply and demand. |
SECURED PROMISSORY NOTE
SECURED PROMISSORY NOTE | 6 Months Ended |
Sep. 30, 2022 | |
Debt Disclosure [Abstract] | |
SECURED PROMISSORY NOTE | NOTE 16: SECURED PROMISSORY NOTE On September 2, 2022, the Company issued a $ 200,000 12% 6,000 November 30, 2022, February 28, 2023, May 31, 2023 and August 31, 2023 2,000 |
DISCONTINUED OPERATIONS
DISCONTINUED OPERATIONS | 6 Months Ended |
Sep. 30, 2022 | |
Discontinued Operations and Disposal Groups [Abstract] | |
DISCONTINUED OPERATIONS | NOTE 17: DISCONTINUED OPERATIONS In September 2022, the Company sold both Norr and Elysian pursuant to a Membership Interest Purchase Agreement (“MIPA”) for Norr on September 20, 2022, and a Stock Purchase Agreement for Elysian on September 21, 2022. These entities were sold to unrelated third parties for $ 1 The Company accounted for these sales as a disposal of the business under ASC 205-20-50-1(a) on September 20, 2022 and September 21, 2022 respectively at which time a loss was recognized. As a result of the reverse merger with White River, the current assets of $ 68,360 The Company reclassified the following operations to discontinued operations for the six months ended September 30, 2022 and 2021, respectively. SCHEDULE OF DISCONTINUED OPERATIONS 2022 2021 Revenue $ 319 $ - Operating expenses 137,877 - Other (income) loss - - Net loss from discontinued operations $ (137,558 ) $ - The Company reclassified the following operations to discontinued operations for the three months ended September 30, 2022 and 2021, respectively. 2022 2021 Revenue $ 212 $ - Operating expenses 5,556 - Other (income) loss - Net loss from discontinued operations $ (5,344 ) $ - The following represents the calculation of the loss on disposal of Norr at September 20, 2022: 2022 2021 Proceeds from sale $ 3 $ - Cash (3,205 ) - Inventory (40,901 ) - Loss on disposal of discontinued operations $ (44,103 ) $ - The following represents the calculation of the loss on disposal of Elysian at September 21, 2022: 2022 2021 Proceeds from sale $ 1 $ - Cash (552 ) - Prepaid expenses (100,000 ) - Loss on disposal of discontinued operations $ (100,551 ) $ - |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 6 Months Ended |
Sep. 30, 2022 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 18: SUBSEQUENT EVENTS The following events occurred from October 1, 2022 up through the date of filing: On October 6, 2022, the Company assigned 10% On October 10, 2022, the Company entered into a settlement agreement with a Harry O’Neal working interest owner whereby they granted them a 50% On October 13, 2022, White River Operating LLC, an indirect subsidiary of the Company, issued a secured promissory note payable for $ 1,500,000 1,800,000 300,000 7.50% 25,000 October 13, 2025 On October 14, 2022, the Company entered into a financial planning consulting agreement in the total amount of $ 500,000 On October 24, 2022, the Company entered into a $ 25,000 Beginning October 19, 2022 up through November 8, 2022, the Company entered into a Securities Purchase Agreement (“SPA”) with accredited investors (the “Purchasers”) whereby the Purchasers agreed to purchase a total of 182.6419972 Units from the Company, with each Unit consisting of one share of a newly-designated Series C Convertible Preferred Stock (the “Series C”) and five-year 25,000 4,566,050 4,531,050 The terms of the securities sold in the Offering are outlined below. Each share of Series C has a stated value of $ 25,000 1.00 The Warrants are exercisable into 200% of the shares of Common Stock underlying the Series C contained in the Units purchased by the holder, at an initial exercise price of $ 1.00 The offer and sale of the Units and the Series C and Warrants contained therein pursuant to the SPA was not registered under the Securities Act of 1933 and was exempt from registration pursuant to Section 4(a)(2) thereof and Rule 506(b) promulgated thereunder. Pursuant to a Registration Rights Agreement with the Purchasers, the Company has agreed to register the sale by the Purchasers of the shares of Common Stock issuable upon conversion of the Series C and exercise of the Warrants by filing a Registration Statement on Form S-1 within 30 days after the final closing of the Offering. On October 25, 2022, the Company filed a Certificate of Designation of the Rights, Preferences and Limitations of Series C Convertible Preferred Stock (the “Series C Certificate of Designation”) with the Nevada Secretary of State. The Series C Certificate of Designation provides for the issuance of up to 1,000 |
DESCRIPTION OF BUSINESS, BASI_2
DESCRIPTION OF BUSINESS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 6 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Description of Business | Description of Business The terms “we,” “us,” “our,” “registrant,” and the “Company” refer to White River Energy Corp. On September 19, 2022, the Company changed its name from Fortium Holdings Corp. to White River Energy Corp. On September 28, 2022, the Board of Directors and holders of the majority outstanding voting power approved the changing of the fiscal year of the Company from December 31 to March 31, and approved increasing the authorized capital to 505,000,000 500,000,000 200,000,000 5,000,000 The Company executed a Share Exchange Agreement (the “Exchange Agreement”) on July 25, 2022 and pursuant to the Exchange Agreement that day acquired 100 1,200 42,253,521 30 Pursuant to the Exchange Agreement Mr. Randy May, Ecoark’s Chief Executive Officer, was appointed as Executive Chairman and as a director of the Company, and Mr. Jay Puchir, Ecoark’s Chief Financial Officer, was appointed as Chief Executive Officer and Principal Financial Officer of the Company. Effective July 28, 2022, the number of directors of the Company was fixed at five, and Danny Hames, James Cahill, Greg Landis, and Alisa Horgan were appointed as directors. Alisa Horgan is the daughter of Randy May, and wife of Richard Horgan, who was the Company’s Chief Executive Officer and sole director until after the closing of the White River acquisition. Ecoark has advised us that it plans to spin-off the common stock issuable upon conversion of the Series A issued in the Merger with White River, subject to regulatory approvals including the effectiveness of the Form S-1. On July 29, 2022, the Company filed a Certificate of Designation with the Nevada Secretary of State designating a new series of preferred stock as Series B Preferred Stock (the “Series B”). The single authorized share of Series B is entitled to vote with the Company’s common stock as a single class on any matter brought before the stockholders, and the Series B is entitled to a number of votes equal to the greater of (A) 100,000,000 votes, or (B) 50.1% of the Company’s voting power as of the applicable date of determination. On March 18, 2021, the Company formed Norr LLC (“Norr”), a Nevada limited liability company and wholly-owned subsidiary of the Company, and commenced operations as a sports equipment and apparel manufacturer and retailer. Prior to the organization of Norr, the Company’s Chief Executive Officer had explored this business opportunity and commenced preparation of a business plan for the business. On March 23, 2021, the Company engaged the services of two consultants and entered into consulting agreements through Norr pursuant to which each consultant provides services to Norr in exchange for $ 1,000 On September 9, 2021, the Company formed Elysian, a Colorado corporation and wholly-owned subsidiary, for the purpose of engaging in cannabis operations. On September 14, 2021, Elysian entered into a Stock Purchase Agreement (“SPA”) with Treehouse Company, Inc. (“Treehouse”), and its sole stockholder Alex Gosselin (the “Seller”) pursuant to which Elysian shall purchase 80 % of the capital stock of Treehouse from the Seller for $ 200,000, subject to certain conditions including regulatory approval . In September 2022, the Company has sold both Norr and Elysian pursuant to a Membership Interest Purchase Agreement (“MIPA”) for Norr, and a Stock Purchase Agreement for Elysian on September 20 and 21, 2022. These entities were sold to non-related third parties for $1 each. The purpose of the sale of these entities was for the Company to divest themselves of their non-core assets and focus exclusively on the oil and gas production business of White River. On September 16, 2022, the Board of Directors and stockholders approved the name change of the Company to White River Energy Corp. All paperwork has been submitted to both the State of Nevada and to the Financial Industry Regulatory Authority (“FINRA”) on September 20, 2022. The Company has reflected the operations of both Norr and Elysian postcombination in discontinued operations and have reflected the loss on disposal of these companies in the Statements of Operations. All information related to the prior operations and corporate formation of these entities is included in the Company’s Annual Report on Form 10-K, filed March 15, 2022 and the Form 10-Q for the period ended June 30, 2022 filed August 12, 2022. |
Basis of Presentation | Basis of Presentation The Company’s unaudited condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States (GAAP). Any reference in these notes to applicable guidance is meant to refer to the authoritative GAAP as found in the Accounting Standards Codification (ASC) and Accounting Standards Update (ASU) of the Financial Accounting Standards Board (FASB). All adjustments considered necessary for a fair presentation have been included. These adjustments consist of normal and recurring accruals, as well as non-recurring charges. As the acquisition of White River resulted in the owners of White River gaining control over the combined entity after the transaction, and the stockholders of White River Energy Corp continuing only as passive investors, the transaction was not considered a business combination under the ASC. Instead, this transaction was considered to be a capital transaction of the legal acquiree (White River) and was equivalent to the issuance of shares by White River for the net monetary assets of White River Energy Corp accompanied by a recapitalization. As a result, the historical balances represent White River. See Note 2, “Reverse Merger”. The condensed consolidated financial statements, and the accompanying notes, are prepared in accordance with GAAP and do not contain certain information included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021, as well as the White River audited financial statements that are reflected in Form 8-K/A filed by the Company on October 28, 2022. Therefore, the interim condensed consolidated financial statements should be read in conjunction with those reports. Operating results for the periods presented are not necessarily indicative of the results that may be expected for the year due to various factors. |
Principles of Consolidation | Principles of Consolidation The Company prepares its consolidated financial statements on the accrual basis of accounting. The accompanying consolidated financial statements include the accounts of the Company and its wholly owned subsidiary, White River. All intercompany accounts, balances and transactions have been eliminated in the consolidation. |
Reclassifications | Reclassifications The Company has reclassified certain amounts in the September 30, 2021 condensed consolidated financial statements to be consistent with the September 30, 2022 presentation. These changes had no impact on the Company’s financial position or result of operations for the periods presented. |
Use of Estimates | Use of Estimates The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the U.S. requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and reported amounts of revenues and expenses during the reporting period. These estimates include, but are not limited to, management’s estimate of provisions required for uncollectible accounts receivable, fair value of assets held for sale and assets and liabilities acquired, impaired value of equipment and intangible assets, including goodwill, asset retirement obligations, estimates of discount rates in lease, liabilities to accrue, fair value of derivative liabilities associated with warrants, cost incurred in the satisfaction of performance obligations, permanent and temporary differences related to income taxes and determination of the fair value of stock awards. Actual results could differ from those estimates. The estimates of proved, probable and possible oil and gas reserves are used as significant inputs in determining the depletion of oil and gas properties and the impairment of proved and unproved oil and gas properties. There are numerous uncertainties inherent in the estimation of quantities of proven, probable and possible reserves and in the projection of future rates of production and the timing of development expenditures. Similarly, evaluations for impairment of proved and unproved oil and gas properties are subject to numerous uncertainties including, among others, estimates of future recoverable reserves and commodity price outlooks. Actual results could differ from the estimates and assumptions utilized. |
Oil and Gas Properties | Oil and Gas Properties The Company uses the full cost method of accounting for its investment in oil and natural gas properties. Under the full cost method of accounting, all costs associated with acquisition, exploration and development of oil and gas reserves, including directly related overhead costs are capitalized. General and administrative costs related to production and general overhead are expensed as incurred. All capitalized costs of oil and gas properties, including the estimated future costs to develop proved reserves, are amortized on the unit of production method using estimates of proved reserves. Disposition of oil and gas properties are accounted for as a reduction of capitalized costs, with no gain or loss recognized unless such adjustment would significantly alter the relationship between capitalized costs and proved reserves of oil and gas, in which case the gain or loss is recognized in operations. Unproved properties and development projects are not amortized until proved reserves associated with the projects can be determined or until impairment occurs. If the results of an assessment indicate that the properties are impaired, the amount of the loss from operations before income taxes and the adjusted carrying amount of the unproved properties is amortized on the unit-of-production method. There was $ 201,957 1,140,154 71,469 422,750 |
Limitation on Capitalized Costs | Limitation on Capitalized Costs Under the full-cost method of accounting, we are required, at the end of each reporting period, to perform a test to determine the limit on the book value of our oil and gas properties (the “Ceiling” test). If the capitalized costs of our oil and natural gas properties, net of accumulated amortization and related deferred income taxes, exceed the Ceiling, the excess or impairment is charged to expense. The expense may not be reversed in future periods, even though higher oil and gas prices may subsequently increase the Ceiling. The Ceiling is defined as the sum of: (a) the present value, discounted at 10 |
Oil and Gas Reserves | Oil and Gas Reserves Reserve engineering is a subjective process that is dependent upon the quality of available data and interpretation thereof, including evaluations and extrapolations of well flow rates and reservoir pressure. Estimates by different engineers often vary sometimes significantly. In addition, physical factors such as results of drilling, testing and production subsequent to the date of an estimate, as well as economic factors such as changes in product prices, may justify revision of such estimates. Because proved reserves are required to be estimated using recent prices of the evaluation, estimated reserve quantities can be significantly impacted by changes in product prices. |
Joint Interest Activities | Joint Interest Activities Certain of our exploration, development and production activities are conducted jointly with other entities and, accordingly, the consolidated financial statements reflect only our proportionate interest in such activities. |
Inventories | Inventories Crude oil are carried at the lower of cost (last-in-first-out (LIFO)) or net realizable value. Inventory costs include expenditures and other charges directly and indirectly incurred in bringing the inventory to its existing condition and location. |
Accounting for Asset Retirement Obligation | Accounting for Asset Retirement Obligation Asset retirement obligations (“ARO”) primarily represent the estimated present value of the amount the Company will incur to plug, abandon and remediate its producing properties at the projected end of their productive lives, in accordance with applicable federal, state and local laws. The Company determined its ARO by calculating the present value of the estimated cash flows related to the obligation. The retirement obligation is recorded as a liability at its estimated present value as of the obligation’s inception, with an offsetting increase to proved properties or to exploration costs in cost of revenue. |
Accounts Receivable and Concentration of Credit Risk | Accounts Receivable and Concentration of Credit Risk The Company considers accounts receivable, net of allowance for doubtful accounts, to be fully collectible. The allowance is based on management’s estimate of the overall collectability of accounts receivable, considering historical losses, credit insurance and economic conditions. Based on these same factors, individual accounts are charged off against the allowance when management determines those individual accounts are uncollectible. Credit extended to customers is generally uncollateralized, however credit insurance is obtained for some customers. Past-due status is based on contractual terms. |
Impairment of Long-lived Assets | Impairment of Long-lived Assets Management reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to the undiscounted future cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds the fair value of the assets. |
Property and Equipment and Long-Lived Assets | Property and Equipment and Long-Lived Assets Property and equipment is stated at cost. Depreciation on property and equipment is computed using the straight-line method over the estimated useful lives of the assets, of ten years three years ASC 360 requires that long-lived assets and certain identifiable intangibles held and used by an entity be reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. The Company reviews recoverability of long-lived assets on a periodic basis whenever events and changes in circumstances have occurred which may indicate a possible impairment. The assessment for potential impairment is based primarily on the Company’s ability to recover the carrying value of its long-lived assets from expected future cash flows from its operations on an undiscounted basis. If such assets are determined to be impaired, the impairment recognized is the amount by which the carrying value of the assets exceeds the fair value of the assets. ASC 360-10 addresses criteria to be considered for long-lived assets expected to be disposed of by sale. Six criteria are listed in ASC 360-10-45-9 that must be met in order for assets to be classified as held for sale. Once the criteria are met, long-lived assets classified as held for sale are to be measured at the lower of carrying amount or fair value less costs to sell. The Company assesses the impairment of identifiable intangibles whenever events or changes in circumstances indicate that the carrying value may not be recoverable. Factors the Company considers to be important which could trigger an impairment review include the following: 1. Significant underperformance relative to expected historical or projected future operating results; 2. Significant changes in the manner of use of the acquired assets or the strategy for the overall business; and 3. Significant negative industry or economic trends. When the Company determines that the carrying value of intangibles may not be recoverable based upon the existence of one or more of the above indicators of impairment and the carrying value of the asset cannot be recovered from projected undiscounted cash flows, the Company records an impairment charge. The Company measures any impairment based on a projected discounted cash flow method using a discount rate determined by management to be commensurate with the risk inherent in the current business model. Significant management judgment is required in determining whether an indicator of impairment exists and in projecting cash flows. |
Fair Value Measurements | Fair Value Measurements The accounting guidance defines fair value, establishes a consistent framework for measuring fair value and expands disclosure for each major asset and liability category measured at fair value on either a recurring or non-recurring basis. Fair value is defined as an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, the accounting guidance establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: Level 1: Observable inputs such as quoted prices in active markets. Level 2: Inputs, other than the quoted prices in active markets that are observable either directly or indirectly. Level 3: Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. The carrying values of the Company’s financial instruments such as cash, investments, accounts payable, and accrued expenses approximate their respective fair values because of the short-term nature of those financial instruments. |
Revenue Recognition | Revenue Recognition The Company accounts for revenue in accordance with ASC Topic 606, Revenue from Contracts with Customers The core principle of the revenue standard is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. The following five steps are applied to achieve that core principle: ● Step 1: Identify the contract with the customer ● Step 2: Identify the performance obligations in the contract ● Step 3: Determine the transaction price ● Step 4: Allocate the transaction price to the performance obligations in the contract ● Step 5: Recognize revenue when the Company satisfies a performance obligation In order to identify the performance obligations in a contract with a customer, a company must assess the promised goods or services in the contract and identify each promised good or service that is distinct. A performance obligation meets ASC 606’s definition of a “distinct” good or service (or bundle of goods or services) if both of the following criteria are met: The customer can benefit from the good or service either on its own or together with other resources that are readily available to the customer (i.e., the good or service is capable of being distinct), and the entity’s promise to transfer the good or service to the customer is separately identifiable from other promises in the contract (i.e., the promise to transfer the good or service is distinct within the context of the contract). If a good or service is not distinct, the good or service is combined with other promised goods or services until a bundle of goods or services is identified that is distinct. The transaction price is the amount of consideration to which an entity expects to be entitled in exchange for transferring promised goods or services to a customer. The consideration promised in a contract with a customer may include fixed amounts, variable amounts, or both. When determining the transaction price, an entity must consider the effects of all of the following: ● Variable consideration ● Constraining estimates of variable consideration ● The existence of a significant financing component in the contract ● Noncash consideration ● Consideration payable to a customer Variable consideration is included in the transaction price only to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved. The transaction price is allocated to each performance obligation on a relative standalone selling price basis. The transaction price allocated to each performance obligation is recognized when that performance obligation is satisfied, at a point in time or over time as appropriate. The Company accounts for contract costs in accordance with ASC Topic 340-40, Contracts with Customers Commodities The Company recognizes revenue for their proportionate share of revenue when: (i) the Company receives notification of the successful sale of a load of crude oil to a buyer; (ii) the buyer will provide a price based on the average monthly price of crude oil in the most recent month; and (iii) cash is received the following month from the crude oil buyer. The Company may, from time to time, do contract drilling of oil wells for other energy companies and that services revenue would be categorized as Other Revenue within continuing operations. The Company may, from time to time, sell off working interests in drilling projects on its own oil and gas mineral leases, and that revenue would be categorized within “Other Income (Expense)”. |
Share-Based Payment Arrangements | Share-Based Payment Arrangements The Company has accounted for stock-based compensation arrangements in accordance with Accounting Standards Codification subtopic 718-10, Compensation (“ASC 718”). This guidance addresses all forms of share-based payment awards including shares issued under employee stock purchase plans, stock options, restricted stock and stock appreciation rights, as well as share grants and other awards issued to employees and non-employees under free-standing arrangements. These awards are recorded at costs that are measured at fair value on the awards’ grant dates, based on the estimated number of awards that are expected to vest and will result in charges to operations. |
Segment Reporting | Segment Reporting The Company follows the provisions of ASC 280-10 Segment Reporting. |
Earnings (Loss) Per Share of Common Stock | Earnings (Loss) Per Share of Common Stock Basic net income (loss) per common share is computed using the weighted average number of common shares outstanding. Diluted earnings per share (“EPS”) include additional dilution from common stock equivalents, such as stock issuable pursuant to the exercise of stock options and warrants. Common stock equivalents are not included in the computation of diluted earnings per share when the Company reports a loss because to do so would be anti-dilutive for periods presented, so only basic weighted average number of common shares are used in the computations. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In August 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2020-06, Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging-Contracts in Entity’s Own Equity (Subtopic 815-40), Accounting for Convertible Instruments and Contract’s in an Entity’s Own Equity. The ASU simplifies accounting for convertible instruments by removing major separation models required under current GAAP. Consequently, more convertible debt instruments will be reported as a single liability instrument with no separate accounting for embedded conversion features. The ASU removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception, which will permit more equity contracts to qualify for it. The ASU simplifies the diluted net income per share calculation in certain areas. The ASU is effective for annual and interim periods beginning after December 31, 2021, and early adoption is permitted for fiscal years beginning after December 15, 2020, and interim periods within those fiscal years. The Company does not believe this new guidance will have a material impact on its consolidated financial statements. In May 2021, the Financial Accounting Standards Board (“FASB”) issued ASU 2021-04 “Earnings Per Share (Topic 260), Debt—Modifications and Extinguishments (Subtopic 470-50), Compensation— Stock Compensation (Topic 718), and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815- 40) Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options” which clarifies and reduces diversity in an issuer’s accounting for modifications or exchanges of freestanding equity-classified written call options (for example, warrants) that remain equity classified after modification or exchange. An entity should measure the effect of a modification or an exchange of a freestanding equity-classified written call option that remains equity classified after modification or exchange as follows: i) for a modification or an exchange that is a part of or directly related to a modification or an exchange of an existing debt instrument or line-of-credit or revolving-debt arrangements (hereinafter, referred to as a “debt” or “debt instrument”), as the difference between the fair value of the modified or exchanged written call option and the fair value of that written call option immediately before it is modified or exchanged; ii) for all other modifications or exchanges, as the excess, if any, of the fair value of the modified or exchanged written call option over the fair value of that written call option immediately before it is modified or exchanged. The amendments in this Update are effective for all entities for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. An entity should apply the amendments prospectively to modifications or exchanges occurring on or after the effective date of the amendments. The Company does not believe this new guidance will have a material impact on its consolidated financial statements. The Company does not discuss recent pronouncements that are not anticipated to have an impact on or are unrelated to its financial condition, results of operations, cash flows or disclosures. |
Liquidity | Liquidity With the acquisition of White River, their former parent, Ecoark contributed $ 3,000,000 into the Company as part of the purchase. In addition, the Company has commenced the raising of capital through a private investment in a public equity (PIPE) and has raised approximately $ 4,500,000 as of November 8, 2022 from this PIPE offering. The Company has determined that there is no longer substantial doubt about their ability to continue as a going concern as they have been able to generate sufficient cash flow from operations and those cash flows together with the capital raised in the recent financing are believed by Management to be sufficient for the Company to continue its operations over the next 12 months. The Company has divested the Norr and Elysian businesses effective with the sale of those entities on September 20 and 21, 2022, respectively. Impact of COVID-19 COVID-19 has had a profound effect on the U.S. and global economy and may continue to affect the economy and the industries in which we operate, depending on the vaccine and booster rollouts and the emergence of virus mutations. COVID-19 did not have a material effect on the Consolidated Statements of Operations or the Consolidated Balance Sheets for the six months ended September 30, 2022 or prior fiscal year. COVID-19 has also contributed to the supply chain disruptions which have not yet had a material effect for the Company. The Company will continue to monitor the supply chain shortages affecting its business. The extent to which COVID-19 may impact the Company’s results will depend on future developments that are highly uncertain and cannot be predicted, including new information that may emerge concerning the severity of the virus and the actions to contain its impact. |
REVERSE MERGER (Tables)
REVERSE MERGER (Tables) | 6 Months Ended |
Sep. 30, 2022 | |
Reverse Merger | |
SCHEDULE OF PURCHASE PRICE ALLOCATION | The estimated allocation of the purchase price of the assets acquired and liabilities assumed for the acquisition by White River of White River Energy Corp via the reverse acquisition are set forth below: SCHEDULE OF PURCHASE PRICE ALLOCATION Purchase Price Allocation of White River Energy Corp Current assets – inventory and deposits $ 113,472 Accounts payable and accrued expenses (67,315 ) Goodwill 5,917,843 Purchase price $ 5,964,000 |
SCHEDULE OF PRO FORMA INFORMATION | The following pro forma balance sheet reflects the details of the March 31, 2022 consolidated balance sheet as presented in the Company’s financial statements as a result of the reverse merger. PRO FORMA CONDENSED CONSOLIDATED BALANCE SHEETS MARCH 31, 2022 SCHEDULE OF PRO FORMA INFORMATION 1 2 3 (1) 4 (2) 5 Historical White River White River Other Other Energy Holdings Transaction Transaction Corp Corp. Adjustments Adjustments Pro Forma (1) (2) ASSETS CURRENT ASSETS Cash $ 140,241 $ 251,050 $ - $ (140,241 ) $ 251,050 Accounts receivable - 634,483 - - 634,483 Prepaid expenses and other current assets 71,756 318,771 - (71,756 ) 318,771 Inventory - 107,026 - - 107,026 Current assets held for sale - - - - - Total current assets 211,997 1,311,330 - (211,997 ) 1,311,330 NON-CURRENT ASSETS Property and equipment, net 1,466 596,464 - (1,466 ) 596,464 Capitalized drilling costs - 604,574 - - 604,574 Oil and gas reserves - 6,626,793 - - 6,626,793 Right of use asset - operating leases - 243,494 - - 243,494 Other assets - 14,760 - - 14,760 Goodwill - 2,100,374 - - 2,100,374 Total non-current assets 1,466 10,186,459 - (1,466 ) 10,186,459 TOTAL ASSETS $ 213,463 $ 11,497,789 $ - $ (213,463 ) $ 11,497,789 LIABILITIES AND STOCKHOLDERS’ EQUITY CURRENT LIABILITIES Accounts payable and accrued expenses $ 23,500 $ 918,700 $ - $ (23,500 ) $ 918,700 Current portion of lease liability - operating leases - 155,263 - - 155,263 Cash overdraft - 27,918 - - 27,918 Due to Ecoark Holdings. - 25,068,890 - - 25,068,890 Total current liabilities 23,500 26,170,771 - (23,500 ) 26,170,771 NON-CURRENT LIABILITIES Asset retirement obligation - 1,303,751 - - 1,303,751 Lease liability - operating leases, net of current portion - 110,235 - - 110,235 Total non-current liabilities - 1,413,986 - - 1,413,986 Total liabilities 23,500 27,584,757 - (23,500 ) 27,584,757 STOCKHOLDERS’ EQUITY (DEFICIT) Preferred stock, $ 0.0001 - - - - - Common stock, $ 0.0001 840 60 (60 ) - 840 Additional paid-in capital 4,316,779 591,947 (4,127,596 ) (189,963 ) 591,167 Accumulated deficit (4,126,539 ) (16,678,975 ) 4,126,539 - (16,678,975 ) Total stockholders’ equity (deficit) before non-controlling interest 191,080 (16,086,968 ) (1,117 ) (189,963 ) (16,086,968 ) Non-controlling interest (1,117 ) - 1,117 - - Total stockholders’ equity (deficit) 189,963 (16,086,968 ) - (189,963 ) (16,086,968 ) TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY $ 213,463 $ 11,497,789 $ - $ (213,463 ) $ 11,497,789 Adjustments: (1) To reflect the retained earnings and other equity balances of White River Holdings Corp, precombination with White River Energy Corp (2) To reclassify assets sold of Norr/Elysian in September 2022 |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 6 Months Ended |
Sep. 30, 2022 | |
Property, Plant and Equipment [Abstract] | |
SCHEDULE OF PROPERTY AND EQUIPMENT | Property and equipment consisted of the following as of September 30, 2022 and March 31, 2022: SCHEDULE OF PROPERTY AND EQUIPMENT September 30, 2022 March 31, 2022 (unaudited) Land $ 140,000 $ 140,000 Buildings 236,000 236,000 Machinery and equipment 1,167,468 278,116 Total property and equipment 1,543,468 654,116 Accumulated depreciation and impairment (112,183 ) (57,652 ) Property and equipment, net $ 1,431,285 $ 596,464 |
CAPITALIZED DRILLING COSTS AN_2
CAPITALIZED DRILLING COSTS AND OIL AND GAS PROPERTIES (Tables) | 6 Months Ended |
Sep. 30, 2022 | |
Capitalized Drilling Costs And Oil And Gas Properties | |
SCHEDULE OF OIL AND GAS ACTIVITIES | The following table summarizes the Company’s oil and gas activities by classification for the periods ended September 30, 2022 and 2021. SCHEDULE OF OIL AND GAS ACTIVITIES Activity Category March 31, 2022 Adjustments (1) September 30, 2022 Proved Developed Producing Oil and Gas Properties Cost $ 4,915,968 $ (2,231,401 ) $ 2,684,567 Accumulated depreciation, depletion and amortization (3,225,527 ) 1,059,850 (2,165,677 ) Changes in estimates - - - Total $ 1,690,441 $ (1,171,551 ) $ 518,890 Undeveloped and Non-Producing Oil and Gas Properties Cost $ 4,936,352 $ (28,266 ) $ 4,908,086 Changes in estimates - - - Total $ 4,936,352 $ (28,266 ) $ 4,908,086 Grand Total $ 6,626,793 $ (1,199,817 ) $ 5,426,976 Activity Category March 31, 2021 Adjustments (1) September 30, 2021 Proved Developed Producing Oil and Gas Properties Cost $ 7,223,379 $ - $ 7,223,379 Accumulated depreciation, depletion and amortization (739,037 ) (722,344 ) (1,461,381 ) Changes in estimates - - - Total $ 6,484,342 $ (722,344 ) $ 5,761,998 Undeveloped and Non-Producing Oil and Gas Properties Cost $ 5,868,137 $ - $ 5,868,137 Changes in estimates - - - Total $ 5,868,137 $ - $ 5,868,137 Grand Total $ 12,352,479 $ (722,344 ) $ 11,630,135 (1) Relates to dispositions of reserves, and depletion expenses. |
ASSET RETIREMENT OBLIGATIONS (T
ASSET RETIREMENT OBLIGATIONS (Tables) | 6 Months Ended |
Sep. 30, 2022 | |
Asset Retirement Obligation Disclosure [Abstract] | |
SCHEDULE OF ASSET RETIREMENT OBLIGATIONS | The following table summarizes activity in the Company’s ARO for the six months ended September 30, 2022 and the year ended March 31, 2022: SCHEDULE OF ASSET RETIREMENT OBLIGATIONS September 30, 2022 March 31, 2022 (unaudited) Balance, beginning of period $ 1,303,751 $ 1,531,589 Accretion expense 35,562 155,612 Reclamation obligations settled - - Disposition due to sale of property (671,162 ) (383,450 ) Additions - - Changes in estimates - - Balance, end of period $ 668,151 $ 1,303,751 |
LONG-TERM DEBT (Tables)
LONG-TERM DEBT (Tables) | 6 Months Ended |
Sep. 30, 2022 | |
Debt Disclosure [Abstract] | |
SCHEDULE OF LONG-TERM DEBT | SCHEDULE OF LONG-TERM DEBT September 30, 2022 March 31, 2022 (unaudited) Truck loan – Amur Capital (a) $ 80,634 $ - Truck loan – Mitsubishi (b) 54,738 - Total long-term debt 135,372 - Less: current portion (42,668 ) - Long-term debt, net of current portion $ 92,704 $ - (a) On May 13, 2022, entered into long-term secured note payable for $ 87,964 May 13, 2026 11.99 monthly no (b) On June 21, 2022, entered into long-term secured note payable for $ 61,973 December 21, 2024 11.99 monthly no |
SCHEDULE OF MATURITIES | The following is a list of maturities as of September 30: SCHEDULE OF MATURITIES Total $ 135,372 2023 $ 42,668 2024 48,074 2025 29,047 2026 15,583 Total $ 135,372 |
STOCKHOLDERS_ EQUITY (DEFICIT)
STOCKHOLDERS’ EQUITY (DEFICIT) (Tables) | 6 Months Ended |
Sep. 30, 2022 | |
Equity [Abstract] | |
SCHEDULE OF STOCK OPTIONS WEIGHTED AVERAGE ASSUMPTIONS | The Company determined the value of share-based compensation using the Black-Scholes fair value option-pricing model using the following weighted average assumptions for options granted during the former year ended December 31, 2018. All options stand completely vested on the date of the reverse merger November 18, 2019. SCHEDULE OF STOCK OPTIONS WEIGHTED AVERAGE ASSUMPTIONS Date of Expected term (years) 10 Expected volatility 283 % Risk-free interest rate 2.55 % Dividend yield 0 % |
SCHEDULE OF STOCK OPTION ACTIVITY | As summary of option activity under the 2016 Plan as of September 30, 2022, and March 31, 2022 and changes during the periods then ended are presented below: SCHEDULE OF STOCK OPTION ACTIVITY Number of Weighted Weighted Balance outstanding at March 31, 2021 60,421 $ 5.20 6.77 Granted - - - Exercised - - - Forfeited - - - Expired - - - Cancelled - - - Balance outstanding at March 31, 2022 60,421 $ 5.20 5.77 Exercisable at March 31, 2022 60,421 $ 5.20 5.77 Number of Weighted Weighted Balance outstanding at March 31, 2022 60,421 $ 5.20 5.77 Granted - - - Exercised - - - Forfeited - - - Expired - - - Cancelled - - - Balance outstanding at September 30, 2022 60,421 $ 5.20 5.27 Exercisable at September 30, 2022 60,421 $ 5.20 5.27 |
SCHEDULE OF WARRANTS ACTIVITY | SCHEDULE OF WARRANTS ACTIVITY Warrants Shares Weighted Weighted Aggregate Outstanding at March 31, 2021 10,628 $ 16.625 1.45 $ - Granted - - - - Exercised - - - Forfeited or expired - - - - Outstanding at March 31, 2022 10,628 $ 16.625 0.45 $ - Exercisable at March 31, 2022 10,628 $ 16.625 0.45 $ - Warrants Shares Weighted Weighted Aggregate Outstanding at March 31, 2022 10,628 $ 16.625 0.45 $ - Granted - - - - Exercised - - - - Forfeited or expired (10,628 ) (16.625 ) ( 0.45 ) - Outstanding at September 30, 2022 - $ - - $ - Exercisable at September 30, 2022 - $ - - $ - |
SCHEDULE OF FAIR VALUE ASSUMPTION OF WARRANTS | The following assumptions were used for the nine months ended September 30, 2022 and former year ended December 31, 2021: SCHEDULE OF FAIR VALUE ASSUMPTION OF WARRANTS Six Months Ended September 30, 2022 Year Ended March 31, Expected term - - Expected volatility - % - % Expected dividend yield - - Risk-free interest rate - % 0.10 % |
LEASES (Tables)
LEASES (Tables) | 6 Months Ended |
Sep. 30, 2022 | |
Leases | |
SCHEDULE OF MATURITY OF OPERATING LEASE LIABILITY | SCHEDULE OF MATURITY OF OPERATING LEASE LIABILITY Maturity of lease liability for the operating leases for the period ended September 30, 2023 $ 158,430 2024 $ 31,532 Imputed interest $ (1,466 ) Total lease liability $ 188,496 Disclosed as: Current portion $ 157,260 Non-current portion $ 31,236 |
SCHEDULE OF AMORTIZATION OF RIGHT OF USE ASSET | SCHEDULE OF AMORTIZATION OF RIGHT OF USE ASSET Amortization of the right of use asset for the period ended September 30, 2023 $ 143,318 2024 $ 28,823 Total $ 172,141 |
SCHEDULE OF TOTAL LEASE COST | Individual components of the total lease cost incurred by the Company is as follows: SCHEDULE OF TOTAL LEASE COST Six months ended Six months ended (unaudited) (unaudited) Operating lease expense $ 72,244 $ 70,084 |
DISCONTINUED OPERATIONS (Tables
DISCONTINUED OPERATIONS (Tables) | 6 Months Ended |
Sep. 30, 2022 | |
Discontinued Operations and Disposal Groups [Abstract] | |
SCHEDULE OF DISCONTINUED OPERATIONS | The Company reclassified the following operations to discontinued operations for the six months ended September 30, 2022 and 2021, respectively. SCHEDULE OF DISCONTINUED OPERATIONS 2022 2021 Revenue $ 319 $ - Operating expenses 137,877 - Other (income) loss - - Net loss from discontinued operations $ (137,558 ) $ - The Company reclassified the following operations to discontinued operations for the three months ended September 30, 2022 and 2021, respectively. 2022 2021 Revenue $ 212 $ - Operating expenses 5,556 - Other (income) loss - Net loss from discontinued operations $ (5,344 ) $ - The following represents the calculation of the loss on disposal of Norr at September 20, 2022: 2022 2021 Proceeds from sale $ 3 $ - Cash (3,205 ) - Inventory (40,901 ) - Loss on disposal of discontinued operations $ (44,103 ) $ - The following represents the calculation of the loss on disposal of Elysian at September 21, 2022: 2022 2021 Proceeds from sale $ 1 $ - Cash (552 ) - Prepaid expenses (100,000 ) - Loss on disposal of discontinued operations $ (100,551 ) $ - |
DESCRIPTION OF BUSINESS, BASI_3
DESCRIPTION OF BUSINESS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||||||||||
Jul. 29, 2022 | Jul. 25, 2022 | Sep. 09, 2021 | Mar. 23, 2021 | Oct. 31, 2022 | Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Sep. 28, 2022 | Sep. 27, 2022 | Sep. 19, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | |
Property, Plant and Equipment [Line Items] | ||||||||||||||
Common stock, shares authorized | 42,253,521 | 500,000,000 | 500,000,000 | 500,000,000 | 200,000,000 | 505,000,000 | 500,000,000 | |||||||
Preferred stock, shares authorized | 5,000,000 | 5,000,000 | 5,000,000 | 5,000,000 | 200,000,000 | |||||||||
Outstanding shares percentage | 18.89% | |||||||||||||
Stated value | $ 30,000,000 | $ 1 | $ 1 | |||||||||||
Voting rights, description | The single authorized share of Series B is entitled to vote with the Company’s common stock as a single class on any matter brought before the stockholders, and the Series B is entitled to a number of votes equal to the greater of (A) 100,000,000 votes, or (B) 50.1% of the Company’s voting power as of the applicable date of determination. Any outstanding Series B will be automatically cancelled upon the Company applying to have its common stock listed on a national securities exchange. | |||||||||||||
Depletion of oil and gas properties | $ 71,469 | $ 422,750 | $ 201,957 | $ 1,140,154 | ||||||||||
Present value discount, percentage | 10% | |||||||||||||
Property and equipment estimated useful lives | ten years | |||||||||||||
Business Combination, Price of Acquisition, Expected | $ 3,000,000 | |||||||||||||
Maximum [Member] | ||||||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||||||
Business Combination, Price of Acquisition, Expected | $ 4,500,000 | |||||||||||||
Computer Equipment [Member] | ||||||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||||||
Property and equipment estimated useful lives | three years | |||||||||||||
Norr LLC [Member] | ||||||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||||||
Issued for services per month | $ 1,000 | |||||||||||||
Treehouse Company Inc [Member] | Stock Purchase Agreement [Member] | ||||||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Purchase Price of Common Stock, Percent | 80% | |||||||||||||
[custom:StockPurchasePrice] | $ 200,000 | |||||||||||||
Series A Preferred Stock [Member] | White River Holdings Corp [Member] | ||||||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||||||
New issues | 1,200 | |||||||||||||
Series B Preferred Stock [Member] | ||||||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||||||
Voting rights, description | The single authorized share of Series B is entitled to vote with the Company’s common stock as a single class on any matter brought before the stockholders, and the Series B is entitled to a number of votes equal to the greater of (A) 100,000,000 votes, or (B) 50.1% of the Company’s voting power as of the applicable date of determination. | |||||||||||||
Ecoark [Member] | ||||||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||||||
Outstanding shares percentage | 100% |
SCHEDULE OF PURCHASE PRICE ALLO
SCHEDULE OF PURCHASE PRICE ALLOCATION (Details) - USD ($) | Sep. 30, 2022 | Mar. 31, 2022 |
Restructuring Cost and Reserve [Line Items] | ||
Goodwill | $ 2,100,374 | |
Purchase price | 5,964,000 | |
White River [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Current assets – inventory and deposits | 113,472 | |
Accounts payable and accrued expenses | (67,315) | |
Goodwill | 5,917,843 | |
Purchase price | $ 5,964,000 |
SCHEDULE OF PRO FORMA INFORMATI
SCHEDULE OF PRO FORMA INFORMATION (Details) - USD ($) | Sep. 30, 2022 | Jul. 25, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | |
CURRENT ASSETS | ||||||||
Cash | $ 579,357 | $ 251,050 | ||||||
Accounts receivable | 410,085 | 634,483 | ||||||
Prepaid expenses and other current assets | 240,860 | 318,771 | ||||||
Inventory | 91,925 | 107,026 | ||||||
Total current assets | 1,522,227 | 1,311,330 | ||||||
NON-CURRENT ASSETS | ||||||||
Property and equipment, net | 1,431,285 | 596,464 | ||||||
Capitalized drilling costs | 322,806 | 604,574 | ||||||
Oil and gas reserves | 5,426,976 | 6,626,793 | $ 11,630,135 | $ 12,352,479 | ||||
Right of use asset - operating leases | 172,141 | 243,494 | ||||||
Other assets | 13,465 | 14,760 | ||||||
Goodwill | 2,100,374 | |||||||
Total non-current assets | 7,366,673 | 10,186,459 | ||||||
TOTAL ASSETS | 8,888,900 | 11,497,789 | ||||||
CURRENT LIABILITIES | ||||||||
Current portion of lease liability - operating leases | 157,260 | 155,263 | ||||||
Cash overdraft | 27,918 | |||||||
Total current liabilities | 833,965 | 26,170,771 | ||||||
NON-CURRENT LIABILITIES | ||||||||
Asset retirement obligation | 668,151 | 1,303,751 | ||||||
Lease liability - operating leases, net of current portion | 31,236 | 110,235 | ||||||
Total non-current liabilities | 792,091 | 1,413,986 | ||||||
Total liabilities | 1,626,056 | 27,584,757 | ||||||
STOCKHOLDERS’ EQUITY (DEFICIT) | ||||||||
Preferred stock, $0.0001 par value | 1 | $ 30,000,000 | ||||||
Common stock, $0.0001 par value | 840 | 840 | ||||||
Additional paid-in capital | 37,076,394 | 591,167 | ||||||
Accumulated deficit | (29,814,391) | (16,678,975) | ||||||
Total stockholders’ equity (deficit) before non-controlling interest | 7,262,844 | $ (18,073,512) | (16,086,968) | $ (8,344,137) | $ (7,387,150) | $ (7,430,431) | ||
Total stockholders’ equity (deficit) | 7,262,844 | (16,086,968) | ||||||
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $ 8,888,900 | 11,497,789 | ||||||
Scenario, Adjustment [Member] | ||||||||
CURRENT ASSETS | ||||||||
Cash | [1] | |||||||
Accounts receivable | [1] | |||||||
Prepaid expenses and other current assets | [1] | |||||||
Inventory | [1] | |||||||
Current assets held for sale | [1] | |||||||
Total current assets | [1] | |||||||
NON-CURRENT ASSETS | ||||||||
Property and equipment, net | [1] | |||||||
Capitalized drilling costs | [1] | |||||||
Oil and gas reserves | [1] | |||||||
Right of use asset - operating leases | [1] | |||||||
Other assets | [1] | |||||||
Goodwill | [1] | |||||||
Total non-current assets | [1] | |||||||
TOTAL ASSETS | [1] | |||||||
CURRENT LIABILITIES | ||||||||
Accounts payable and accrued expenses | [1] | |||||||
Current portion of lease liability - operating leases | [1] | |||||||
Cash overdraft | [1] | |||||||
Due to Ecoark Holdings. | [1] | |||||||
Total current liabilities | [1] | |||||||
NON-CURRENT LIABILITIES | ||||||||
Asset retirement obligation | [1] | |||||||
Lease liability - operating leases, net of current portion | [1] | |||||||
Total non-current liabilities | [1] | |||||||
Total liabilities | [1] | |||||||
STOCKHOLDERS’ EQUITY (DEFICIT) | ||||||||
Preferred stock, $0.0001 par value | [1] | |||||||
Common stock, $0.0001 par value | [1] | (60) | ||||||
Additional paid-in capital | [1] | (4,127,596) | ||||||
Accumulated deficit | [1] | 4,126,539 | ||||||
Total stockholders’ equity (deficit) before non-controlling interest | [1] | (1,117) | ||||||
Non-controlling interest | [1] | 1,117 | ||||||
Total stockholders’ equity (deficit) | [1] | |||||||
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | [1] | |||||||
Scenario Adjustment [Member] | ||||||||
CURRENT ASSETS | ||||||||
Cash | [2] | (140,241) | ||||||
Accounts receivable | [2] | |||||||
Prepaid expenses and other current assets | [2] | (71,756) | ||||||
Inventory | [2] | |||||||
Current assets held for sale | [2] | |||||||
Total current assets | [2] | (211,997) | ||||||
NON-CURRENT ASSETS | ||||||||
Property and equipment, net | [2] | (1,466) | ||||||
Capitalized drilling costs | [2] | |||||||
Oil and gas reserves | [2] | |||||||
Right of use asset - operating leases | [2] | |||||||
Other assets | [2] | |||||||
Goodwill | [2] | |||||||
Total non-current assets | [2] | (1,466) | ||||||
TOTAL ASSETS | [2] | (213,463) | ||||||
CURRENT LIABILITIES | ||||||||
Accounts payable and accrued expenses | [2] | (23,500) | ||||||
Current portion of lease liability - operating leases | [2] | |||||||
Cash overdraft | [2] | |||||||
Due to Ecoark Holdings. | [2] | |||||||
Total current liabilities | [2] | (23,500) | ||||||
NON-CURRENT LIABILITIES | ||||||||
Asset retirement obligation | [2] | |||||||
Lease liability - operating leases, net of current portion | [2] | |||||||
Total non-current liabilities | [2] | |||||||
Total liabilities | [2] | (23,500) | ||||||
STOCKHOLDERS’ EQUITY (DEFICIT) | ||||||||
Preferred stock, $0.0001 par value | [2] | |||||||
Common stock, $0.0001 par value | [2] | |||||||
Additional paid-in capital | [2] | (189,963) | ||||||
Accumulated deficit | [2] | |||||||
Total stockholders’ equity (deficit) before non-controlling interest | [2] | (189,963) | ||||||
Non-controlling interest | [2] | |||||||
Total stockholders’ equity (deficit) | [2] | (189,963) | ||||||
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | [2] | (213,463) | ||||||
Pro Forma [Member] | ||||||||
CURRENT ASSETS | ||||||||
Cash | 251,050 | |||||||
Accounts receivable | 634,483 | |||||||
Prepaid expenses and other current assets | 318,771 | |||||||
Inventory | 107,026 | |||||||
Current assets held for sale | ||||||||
Total current assets | 1,311,330 | |||||||
NON-CURRENT ASSETS | ||||||||
Property and equipment, net | 596,464 | |||||||
Capitalized drilling costs | 604,574 | |||||||
Oil and gas reserves | 6,626,793 | |||||||
Right of use asset - operating leases | 243,494 | |||||||
Other assets | 14,760 | |||||||
Goodwill | 2,100,374 | |||||||
Total non-current assets | 10,186,459 | |||||||
TOTAL ASSETS | 11,497,789 | |||||||
CURRENT LIABILITIES | ||||||||
Accounts payable and accrued expenses | 918,700 | |||||||
Current portion of lease liability - operating leases | 155,263 | |||||||
Cash overdraft | 27,918 | |||||||
Due to Ecoark Holdings. | 25,068,890 | |||||||
Total current liabilities | 26,170,771 | |||||||
NON-CURRENT LIABILITIES | ||||||||
Asset retirement obligation | 1,303,751 | |||||||
Lease liability - operating leases, net of current portion | 110,235 | |||||||
Total non-current liabilities | 1,413,986 | |||||||
Total liabilities | 27,584,757 | |||||||
STOCKHOLDERS’ EQUITY (DEFICIT) | ||||||||
Preferred stock, $0.0001 par value | ||||||||
Common stock, $0.0001 par value | 840 | |||||||
Additional paid-in capital | 591,167 | |||||||
Accumulated deficit | (16,678,975) | |||||||
Total stockholders’ equity (deficit) before non-controlling interest | (16,086,968) | |||||||
Non-controlling interest | ||||||||
Total stockholders’ equity (deficit) | (16,086,968) | |||||||
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | 11,497,789 | |||||||
White River Holdings Corp [Member] | ||||||||
CURRENT ASSETS | ||||||||
Cash | 251,050 | |||||||
Accounts receivable | 634,483 | |||||||
Prepaid expenses and other current assets | 318,771 | |||||||
Inventory | 107,026 | |||||||
Current assets held for sale | ||||||||
Total current assets | 1,311,330 | |||||||
NON-CURRENT ASSETS | ||||||||
Property and equipment, net | 596,464 | |||||||
Capitalized drilling costs | 604,574 | |||||||
Oil and gas reserves | 6,626,793 | |||||||
Right of use asset - operating leases | 243,494 | |||||||
Other assets | 14,760 | |||||||
Goodwill | 2,100,374 | |||||||
Total non-current assets | 10,186,459 | |||||||
TOTAL ASSETS | 11,497,789 | |||||||
CURRENT LIABILITIES | ||||||||
Accounts payable and accrued expenses | 918,700 | |||||||
Current portion of lease liability - operating leases | 155,263 | |||||||
Cash overdraft | 27,918 | |||||||
Due to Ecoark Holdings. | 25,068,890 | |||||||
Total current liabilities | 26,170,771 | |||||||
NON-CURRENT LIABILITIES | ||||||||
Asset retirement obligation | 1,303,751 | |||||||
Lease liability - operating leases, net of current portion | 110,235 | |||||||
Total non-current liabilities | 1,413,986 | |||||||
Total liabilities | 27,584,757 | |||||||
STOCKHOLDERS’ EQUITY (DEFICIT) | ||||||||
Preferred stock, $0.0001 par value | ||||||||
Common stock, $0.0001 par value | 60 | |||||||
Additional paid-in capital | 591,947 | |||||||
Accumulated deficit | (16,678,975) | |||||||
Total stockholders’ equity (deficit) before non-controlling interest | (16,086,968) | |||||||
Non-controlling interest | ||||||||
Total stockholders’ equity (deficit) | (16,086,968) | |||||||
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | 11,497,789 | |||||||
Historical White River Energy Corp. [Member] | ||||||||
CURRENT ASSETS | ||||||||
Cash | 140,241 | |||||||
Accounts receivable | ||||||||
Prepaid expenses and other current assets | 71,756 | |||||||
Inventory | ||||||||
Current assets held for sale | ||||||||
Total current assets | 211,997 | |||||||
NON-CURRENT ASSETS | ||||||||
Property and equipment, net | 1,466 | |||||||
Capitalized drilling costs | ||||||||
Oil and gas reserves | ||||||||
Right of use asset - operating leases | ||||||||
Other assets | ||||||||
Goodwill | ||||||||
Total non-current assets | 1,466 | |||||||
TOTAL ASSETS | 213,463 | |||||||
CURRENT LIABILITIES | ||||||||
Accounts payable and accrued expenses | 23,500 | |||||||
Current portion of lease liability - operating leases | ||||||||
Cash overdraft | ||||||||
Due to Ecoark Holdings. | ||||||||
Total current liabilities | 23,500 | |||||||
NON-CURRENT LIABILITIES | ||||||||
Asset retirement obligation | ||||||||
Lease liability - operating leases, net of current portion | ||||||||
Total non-current liabilities | ||||||||
Total liabilities | 23,500 | |||||||
STOCKHOLDERS’ EQUITY (DEFICIT) | ||||||||
Preferred stock, $0.0001 par value | ||||||||
Common stock, $0.0001 par value | 840 | |||||||
Additional paid-in capital | 4,316,779 | |||||||
Accumulated deficit | (4,126,539) | |||||||
Total stockholders’ equity (deficit) before non-controlling interest | 191,080 | |||||||
Non-controlling interest | (1,117) | |||||||
Total stockholders’ equity (deficit) | 189,963 | |||||||
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $ 213,463 | |||||||
[1]To reflect the retained earnings and other equity balances of White River Holdings Corp,[2]To reclassify assets sold of Norr/Elysian in September 2022 |
SCHEDULE OF PRO FORMA INFORMA_2
SCHEDULE OF PRO FORMA INFORMATION (Details) (Parenthetical) - $ / shares | Sep. 30, 2022 | Mar. 31, 2022 |
Reverse Merger | ||
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
REVERSE MERGER (Details Narrati
REVERSE MERGER (Details Narrative) - USD ($) | Jul. 25, 2022 | Sep. 30, 2022 | Sep. 28, 2022 | Sep. 27, 2022 | Sep. 19, 2022 | Mar. 31, 2022 | Mar. 31, 2021 |
Stated value | $ 30,000,000 | $ 1 | |||||
Common stock, shares authorized | 42,253,521 | 500,000,000 | 500,000,000 | 200,000,000 | 505,000,000 | 500,000,000 | |
Purchase price | $ 5,964,000 | ||||||
Common stock, shares outstanding | 8,400,000 | 8,400,000 | 8,400,000 | 8,400,000 | |||
Closing price | $ 0.71 | ||||||
Series A Preferred Stock [Member] | White River Holdings Corp [Member] | |||||||
New issues | 1,200 |
INVENTORIES (Details Narrative)
INVENTORIES (Details Narrative) | Sep. 30, 2022 USD ($) bbl | Mar. 31, 2022 USD ($) bbl |
Inventory Disclosure [Abstract] | ||
Inventories | $ | $ 91,925 | $ 107,026 |
Number of barrels of unsold crude oil | bbl | 5,299 | 4,935 |
SCHEDULE OF PROPERTY AND EQUIPM
SCHEDULE OF PROPERTY AND EQUIPMENT (Details) - USD ($) | Sep. 30, 2022 | Mar. 31, 2022 |
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 1,543,468 | $ 654,116 |
Accumulated depreciation and impairment | (112,183) | (57,652) |
Property and equipment, net | 1,431,285 | 596,464 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 140,000 | 140,000 |
Building [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 236,000 | 236,000 |
Machinery and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 1,167,468 | $ 278,116 |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details Narrative) - USD ($) | 6 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation | $ 54,531 | $ 16,394 |
Depreciation not Inculding fixed assets | $ 180,000 | $ 180,000 |
SCHEDULE OF OIL AND GAS ACTIVIT
SCHEDULE OF OIL AND GAS ACTIVITIES (Details) - USD ($) | Sep. 30, 2022 | Mar. 31, 2022 | Sep. 30, 2021 | Mar. 31, 2021 | |
Property, Plant and Equipment [Line Items] | |||||
Grand Total | $ 5,426,976 | $ 6,626,793 | $ 11,630,135 | $ 12,352,479 | |
Adjustment [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Grand Total | (1,199,817) | [1] | (722,344) | ||
Proved Developed Producing Oil and Gas Properties [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Cost | 2,684,567 | 4,915,968 | 7,223,379 | 7,223,379 | |
Accumulated depreciation, depletion and amortization | (2,165,677) | (3,225,527) | (1,461,381) | (739,037) | |
Changes in estimates | |||||
Grand Total | 518,890 | 1,690,441 | 5,761,998 | 6,484,342 | |
Proved Developed Producing Oil and Gas Properties [Member] | Adjustment [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Cost | (2,231,401) | [1] | |||
Accumulated depreciation, depletion and amortization | 1,059,850 | [1] | (722,344) | ||
Changes in estimates | [1] | ||||
Grand Total | (1,171,551) | [1] | (722,344) | ||
Under Developed And Non Producing Oil and Gas Properties [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Cost | 4,908,086 | 4,936,352 | 5,868,137 | 5,868,137 | |
Changes in estimates | |||||
Grand Total | 4,908,086 | $ 4,936,352 | 5,868,137 | $ 5,868,137 | |
Under Developed And Non Producing Oil and Gas Properties [Member] | Adjustment [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Cost | (28,266) | [1] | |||
Changes in estimates | [1] | ||||
Grand Total | $ (28,266) | [1] | |||
[1]Relates to dispositions of reserves, and depletion expenses. |
CAPITALIZED DRILLING COSTS AN_3
CAPITALIZED DRILLING COSTS AND OIL AND GAS PROPERTIES (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||||
Aug. 01, 2022 | Jul. 25, 2022 | Jan. 31, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Mar. 31, 2022 | |
Property, Plant and Equipment [Line Items] | ||||||||
Depletion expenses | $ 80,244 | $ 417,810 | ||||||
Capitalized drilling costs | $ 322,806 | 322,806 | ||||||
Accumulated depletion | 71,469 | $ 422,750 | 201,957 | $ 1,140,154 | ||||
Plugging liabilities | $ 1,626,056 | $ 1,626,056 | $ 27,584,757 | |||||
White River [Member] | ||||||||
Property, Plant and Equipment [Line Items] | ||||||||
Acquisition of drilling machine | $ 143,801 | |||||||
Proved reserve | 2,905,947 | |||||||
Undeveloped reserve | 4,908,087 | |||||||
Accumulated depletion | $ 2,293,449 | |||||||
Deshotel 24H [Member] | ||||||||
Property, Plant and Equipment [Line Items] | ||||||||
Acquisition of drilling machine | $ 1,797,695 | |||||||
Accumulated depletion | $ 1,459,252 | |||||||
Oil and Gas Properties [Member] | ||||||||
Property, Plant and Equipment [Line Items] | ||||||||
Sold of net reserve | $ 63,969 | |||||||
Plugging liabilities | 95,125 | |||||||
Net gain | $ 31,156 |
SCHEDULE OF ASSET RETIREMENT OB
SCHEDULE OF ASSET RETIREMENT OBLIGATIONS (Details) - USD ($) | 6 Months Ended | 12 Months Ended |
Sep. 30, 2022 | Mar. 31, 2022 | |
Asset Retirement Obligation Disclosure [Abstract] | ||
Balance, beginning of period | $ 1,303,751 | $ 1,531,589 |
Accretion expense | 35,562 | 155,612 |
Reclamation obligations settled | ||
Disposition due to sale of property | (671,162) | (383,450) |
Additions | ||
Changes in estimates | ||
Balance, end of period | $ 668,151 | $ 1,303,751 |
ASSET RETIREMENT OBLIGATIONS (D
ASSET RETIREMENT OBLIGATIONS (Details Narrative) - USD ($) | 6 Months Ended | 9 Months Ended | 12 Months Ended | |
Jul. 25, 2022 | Sep. 30, 2022 | Sep. 30, 2022 | Mar. 31, 2022 | |
Restructuring Cost and Reserve [Line Items] | ||||
Disposition due to sale of property | $ 671,162 | $ 383,450 | ||
Gain from dispositions | $ 391,533 | |||
White River [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Amount ARO acquired acquisition | $ 143,801 | |||
White River [Member] | Asset Retirement Obligation [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Amount ARO acquired acquisition | $ 751,075 |
NOTES PAYABLE - RELATED PARTI_2
NOTES PAYABLE - RELATED PARTIES (Details Narrative) - Atikin Investments LLC [Member] - USD ($) | 5 Months Ended | ||
Jan. 11, 2021 | Dec. 31, 2020 | Aug. 02, 2020 | |
Junior Secured Revolving Promissory Note [Member] | |||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | |||
Debt instrument face amount | $ 22,500 | ||
Debt borrowed amount | $ 57,500 | ||
Debt instrument maturity date | Dec. 15, 2020 | ||
Chief Executive Officer [Member] | Extended Maturity [Member] | |||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | |||
Debt instrument maturity date | Jan. 15, 2021 | ||
Chief Executive Officer [Member] | Agreement [Member] | |||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | |||
Debt instrument face amount | $ 22,500 | ||
Debt borrowed amount | 57,500 | ||
Repayment of debt | $ 35,000 | ||
Debt instrument maturity date | Dec. 15, 2020 | ||
Accrued interest | $ 22,500 | ||
Accrued interest | $ 1,524 | ||
Chief Executive Officer [Member] | Junior Secured Revolving Promissory Note [Member] | |||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | |||
Debt instrument face amount | $ 200,000 |
SCHEDULE OF LONG-TERM DEBT (Det
SCHEDULE OF LONG-TERM DEBT (Details) - USD ($) | Sep. 30, 2022 | Mar. 31, 2022 | |
Debt Instrument [Line Items] | |||
Total long-term debt | $ 135,372 | ||
Less: current portion | (42,668) | ||
Long-term debt, net of current portion | 92,704 | ||
Amur Capital [Member] | |||
Debt Instrument [Line Items] | |||
Total long-term debt | [1] | 80,634 | |
Mitsubishi [Member] | |||
Debt Instrument [Line Items] | |||
Total long-term debt | [2] | $ 54,738 | |
[1]On May 13, 2022, entered into long-term secured note payable for $ 87,964 May 13, 2026 11.99 monthly no 61,973 December 21, 2024 11.99 monthly no |
SCHEDULE OF LONG-TERM DEBT (D_2
SCHEDULE OF LONG-TERM DEBT (Details) (Parenthetical) - USD ($) | Jun. 21, 2022 | May 13, 2022 | Sep. 30, 2022 | Sep. 02, 2022 | Mar. 31, 2022 |
Debt Disclosure [Abstract] | |||||
Long-term secured note payable | $ 61,973 | $ 87,964 | |||
Maturity date | Dec. 21, 2024 | May 13, 2026 | |||
Interest rate | 11.99% | 11.99% | 12% | ||
Description of periodic payments | monthly | monthly | |||
Accrued interest | $ 0 | $ 0 | $ 289,730 | $ 119,600 |
SCHEDULE OF MATURITIES (Details
SCHEDULE OF MATURITIES (Details) - USD ($) | Sep. 30, 2022 | Mar. 31, 2022 |
Debt Disclosure [Abstract] | ||
2023 | $ 42,668 | |
2024 | 48,074 | |
2025 | 29,047 | |
2026 | 15,583 | |
Total | $ 135,372 |
LONG-TERM DEBT (Details Narrati
LONG-TERM DEBT (Details Narrative) - USD ($) | 6 Months Ended | ||
Jul. 25, 2022 | Sep. 30, 2022 | Sep. 30, 2021 | |
Restructuring Cost and Reserve [Line Items] | |||
Interest expense on long-term debt | $ 6,168 | $ 0 | |
White River [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Amount ARO acquired acquisition | $ 143,801 |
SCHEDULE OF STOCK OPTIONS WEIGH
SCHEDULE OF STOCK OPTIONS WEIGHTED AVERAGE ASSUMPTIONS (Details) - December 31, 2018 [Member] | 6 Months Ended |
Sep. 30, 2022 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Expected term (years) | 10 years |
Expected volatility | 283% |
Risk-free interest rate | 2.55% |
Dividend yield | 0% |
SCHEDULE OF STOCK OPTION ACTIVI
SCHEDULE OF STOCK OPTION ACTIVITY (Details) - 2016 Plan [Member] - $ / shares | 6 Months Ended | 12 Months Ended |
Sep. 30, 2022 | Mar. 31, 2022 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Number of Options outstanding, beginning balance | 60,421 | 60,421 |
Weighted Average Exercise Price outstanding, beginning balance | $ 5.20 | $ 5.20 |
Weighted Average Remaining Contractual Term, outstanding, beginning balance | 5 years 9 months 7 days | 6 years 9 months 7 days |
Number of Options, Granted | ||
Weighted Average Exercise Price, Granted | ||
Number of Options, Exercised | ||
Weighted Average Exercise Price, Exercised | ||
Number of Options, Forfeited | ||
Weighted Average Exercise Price, Forfeited | ||
Number of Options, Expired | ||
Weighted Average Exercise Price, Expired | ||
Number of Options, Cancelled | ||
Weighted Average Exercise Price, Cancelled | ||
Number of Options outstanding, ending balance | 60,421 | 60,421 |
Weighted Average Exercise Price outstanding, ending balance | $ 5.20 | $ 5.20 |
Weighted Average Remaining Contractual Term, outstanding, ending balance | 5 years 3 months 7 days | 5 years 9 months 7 days |
Number of Options outstanding, Exercisable | 60,421 | 60,421 |
Weighted Average Exercise Price outstanding, Exercisable | $ 5.20 | $ 5.20 |
Weighted Average Remaining Contractual Term, outstanding, Exercisable | 5 years 3 months 7 days | 5 years 9 months 7 days |
SCHEDULE OF WARRANTS ACTIVITY (
SCHEDULE OF WARRANTS ACTIVITY (Details) - USD ($) | 6 Months Ended | 12 Months Ended |
Sep. 30, 2022 | Mar. 31, 2022 | |
Equity [Abstract] | ||
Number of Warrants outstanding, beginning balance | 10,628 | 10,628 |
Weighted Average Exercise Price outstanding, beginning balance | $ 16.625 | $ 16.625 |
Weighted Average Remaining Contractual Term outstanding, beginning balance | 5 months 12 days | 1 year 5 months 12 days |
Aggregate Intrinsic Value outstanding, beginning balance | ||
Number of Warrants, Granted | ||
Weighted Average Exercise Price, Granted | ||
Weighted Average Exercise Price, Exercised | ||
Number of Options, Forfeited or expired | (10,628) | |
Weighted Average Exercise Price, Forfeited or expired | $ (16.625) | |
Number of Warrants outstanding, ending balance | 10,628 | |
Weighted Average Exercise Price outstanding, ending balance | $ 16.625 | |
Weighted Average Remaining Contractual Term outstanding, ending balance | 5 months 12 days | |
Aggregate Intrinsic Value outstanding,ending balance | ||
Number of Warrants outstanding, Exercisable | 10,628 | |
Weighted Average Exercise Price outstanding, Exercisable | $ 16.625 | |
Weighted Average Remaining Contractual Term outstanding, Exercisable | 5 months 12 days | |
Aggregate Intrinsic Value outstanding, Exercisable | ||
Weighted Average Remaining Contractual Term outstanding, ending balance | 5 months 12 days |
SCHEDULE OF FAIR VALUE ASSUMPTI
SCHEDULE OF FAIR VALUE ASSUMPTION OF WARRANTS (Details) - Warrant [Member] - Integer | Sep. 30, 2022 | Mar. 31, 2022 |
Measurement Input, Expected Term [Member] | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Expected term | ||
Measurement Input, Option Volatility [Member] | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Warrant risk free interest rate | ||
Measurement Input, Expected Dividend Rate [Member] | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Warrant risk free interest rate | ||
Measurement Input, Risk Free Interest Rate [Member] | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Warrant risk free interest rate | 0.10 |
STOCKHOLDERS_ EQUITY (DEFICIT_2
STOCKHOLDERS’ EQUITY (DEFICIT) (Details Narrative) | 6 Months Ended | 12 Months Ended | |||||||||||
Aug. 01, 2022 USD ($) Integer $ / shares shares | Jul. 29, 2022 | Jul. 25, 2022 USD ($) shares | Sep. 14, 2021 USD ($) shares | Jul. 21, 2021 $ / shares shares | Aug. 10, 2017 USD ($) $ / shares shares | Sep. 30, 2022 USD ($) shares | Mar. 31, 2022 shares | Sep. 28, 2022 shares | Sep. 27, 2022 shares | Sep. 19, 2022 shares | Dec. 31, 2021 shares | Mar. 31, 2021 shares | |
Class of Stock [Line Items] | |||||||||||||
Increase in authorized number of shares | 505,000,000 | ||||||||||||
Common stock, shares authorized | 42,253,521 | 500,000,000 | 500,000,000 | 500,000,000 | 200,000,000 | 505,000,000 | |||||||
Preferred stock, shares authorized | 5,000,000 | 5,000,000 | 5,000,000 | 200,000,000 | |||||||||
Common stock, shares issued | 1,400,000 | 8,400,000 | 8,400,000 | 8,400,000 | |||||||||
Common stock, shares outstanding | 8,400,000 | 8,400,000 | 8,400,000 | 8,400,000 | |||||||||
Preferred stock voting rights description | The single authorized share of Series B is entitled to vote with the Company’s common stock as a single class on any matter brought before the stockholders, and the Series B is entitled to a number of votes equal to the greater of (A) 100,000,000 votes, or (B) 50.1% of the Company’s voting power as of the applicable date of determination. Any outstanding Series B will be automatically cancelled upon the Company applying to have its common stock listed on a national securities exchange. | ||||||||||||
Description of restricted shares of common stock | None of the 17,450,000 restricted shares of common stock have been issued by the transfer agent as of September 30, 2022 as none of the shares have vested | ||||||||||||
Stock based compensation expenses | $ | $ 657,935 | ||||||||||||
Non-employee directors compensation description | In addition, as more particularly set forth in “Item 5. – Other Information”, the Company has agreed to pay its non-employee directors’ compensation as follows: $100,000 in restricted stock which will vest on the final business day of each quarter ($25,000) per quarter, and $50,000 per year ($12,500 per quarter) | ||||||||||||
Aggregate purchase price of warrants | $ | $ 14,000 | ||||||||||||
Warrants granted | |||||||||||||
Third Party [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Warrant issued, shares | 700,000 | ||||||||||||
Warrants exercised, shares | 1,400,000 | ||||||||||||
Warrants exercised, value | $ | $ 14,000 | ||||||||||||
Warrant [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Warrants to purchase common stock | 5,314 | ||||||||||||
Warrant exercise price | $ / shares | $ 19 | ||||||||||||
Warrants expiration date | Aug. 10, 2022 | ||||||||||||
Warrant [Member] | Maximum [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Warrants trade for common stock - percentage | 500% | ||||||||||||
Two Investors [Member] | Warrant [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Aggregate purchase price of warrants | $ | $ 525,000 | ||||||||||||
Warrants to purchase common stock | 42,510 | ||||||||||||
Investors [Member] | Warrant [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Warrants to purchase common stock | 5,314 | ||||||||||||
Warrant exercise price | $ / shares | $ 14.25 | ||||||||||||
Advisor Agreements [Member] | Minimum [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Number of barrels of oil produced per day | Integer | 1,000 | ||||||||||||
Advisor Agreements [Member] | Maximum [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Number of barrels of oil produced per day | Integer | 5,000 | ||||||||||||
Advisor Agreements [Member] | Directors Management and Consultants [Member] | Common Stock [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Share issued | 17,450,000 | ||||||||||||
Share issued, value | $ | $ 12,604,500 | ||||||||||||
Advisor Agreements [Member] | Directors Management and Consultants [Member] | Common Stock [Member] | Service Based Grants [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Share issued | 11,950,000 | ||||||||||||
Share issued, value | $ | $ 8,699,500 | ||||||||||||
Advisor Agreements [Member] | Directors Management and Consultants [Member] | Common Stock [Member] | Performance Based Grants [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Share issued | 5,500,000 | ||||||||||||
Share issued, value | $ | $ 3,905,000 | ||||||||||||
Advisor Agreements [Member] | Directors Management and Consultants [Member] | Common Stock [Member] | Minimum [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Share issued price per share | $ / shares | $ 0.71 | ||||||||||||
Advisor Agreements [Member] | Directors Management and Consultants [Member] | Common Stock [Member] | Maximum [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Share issued price per share | $ / shares | $ 0.75 | ||||||||||||
Consulting Agreement [Member] | Atikin Investments LLC [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Warrant exercise price | $ / shares | $ 0.01 | ||||||||||||
Warrants granted | 1,400,000 | ||||||||||||
Warrants term | 5 years | ||||||||||||
Ecoark [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Percentage of outstanding shares of capital stock | 100% | ||||||||||||
Ecoark [Member] | Series A Preferred Stock [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Share issued | 1,200 | ||||||||||||
Conversion of shares | 42,253,521 | ||||||||||||
Liquidation preference value | $ | $ 30,000,000 |
SCHEDULE OF MATURITY OF OPERATI
SCHEDULE OF MATURITY OF OPERATING LEASE LIABILITY (Details) - USD ($) | Sep. 30, 2022 | Mar. 31, 2022 |
Leases | ||
2023 | $ 158,430 | |
2024 | 31,532 | |
Imputed interest | (1,466) | |
Total lease liability | 188,496 | |
Current portion | 157,260 | $ 155,263 |
Non-current portion | $ 31,236 | $ 110,235 |
SCHEDULE OF AMORTIZATION OF RIG
SCHEDULE OF AMORTIZATION OF RIGHT OF USE ASSET (Details) - USD ($) | Sep. 30, 2022 | Mar. 31, 2022 |
Leases | ||
2023 | $ 143,318 | |
2024 | 28,823 | |
Total | $ 172,141 | $ 243,494 |
SCHEDULE OF TOTAL LEASE COST (D
SCHEDULE OF TOTAL LEASE COST (Details) - USD ($) | 6 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Leases | ||
Operating lease expense | $ 72,244 | $ 70,084 |
LEASES (Details Narrative)
LEASES (Details Narrative) | 6 Months Ended |
Sep. 30, 2022 USD ($) | |
Unamortized lease right of use asset | $ 172,141 |
Maturity date | Jun. 30, 2024 |
Operating lease liability | $ 188,496 |
Minimum [Member] | |
Lease discount rate, percentage | 0% |
Maximum [Member] | |
Lease discount rate, percentage | 11.36% |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($) | 3 Months Ended | 5 Months Ended | 6 Months Ended | 12 Months Ended | |||||
Sep. 14, 2021 | Jul. 21, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2020 | Sep. 30, 2022 | Sep. 30, 2021 | Mar. 31, 2022 | Aug. 02, 2020 | |
Related Party Transaction [Line Items] | |||||||||
Interest Expense | $ 1,918 | $ 260,294 | $ 4,123 | $ 278,170 | |||||
Numbers of warrants , granted | |||||||||
Outstanding shares percentage | 18.89% | ||||||||
Third Party [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Warrant issued, shares | 700,000 | ||||||||
Warrant exercised, shares | 1,400,000 | ||||||||
Warrants exercised, value | $ 14,000 | ||||||||
Consulting fee | $ 5,000 | ||||||||
Consulting Agreement [Member] | Atikin Investments LLC [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Numbers of warrants , granted | 1,400,000 | ||||||||
Warrants term | 5 years | ||||||||
Exercise price | $ 0.01 | ||||||||
Fair value of warrants | $ 905,771 | ||||||||
Junior Secured Revolving Promissory Note [Member] | Atikin Investments LLC [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Debt instrument, face amount | $ 22,500 | ||||||||
Debt borrowed amount | $ 57,500 | ||||||||
Debt instrument, maturity date | Dec. 15, 2020 | ||||||||
Interest Expense | $ 1,479 | ||||||||
Chief Executive Officer [Member] | Atikin Investments LLC [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Outstanding shares percentage | 8.20% | ||||||||
Chief Executive Officer [Member] | Atikin Investments LLC [Member] | Agreement [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Debt instrument, face amount | 22,500 | ||||||||
Debt borrowed amount | 57,500 | ||||||||
Repayments of debt | $ 35,000 | ||||||||
Debt instrument, maturity date | Dec. 15, 2020 | ||||||||
Chief Executive Officer [Member] | Junior Secured Revolving Promissory Note [Member] | Atikin Investments LLC [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Debt instrument, face amount | $ 200,000 |
COMMITMENTS (Details Narrative)
COMMITMENTS (Details Narrative) - USD ($) | 3 Months Ended | 6 Months Ended | ||||
Jul. 27, 2022 | Oct. 09, 2020 | Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Working interest percentage | 70% | |||||
Revenue interest percentage | 52.50% | |||||
Gain on sale of working interests on oil and gas properties | $ 971,609 | $ 971,609 | ||||
Participation Agreement [Member] | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Compensation for services | $ 5,746,941 | |||||
Working interest percentage | 90% | |||||
Revenue interest percentage | 67.50% | |||||
Gain on sale of working interests on oil and gas properties | $ 971,609 | |||||
Participation Agreement [Member] | Ault Energy, Llc [Member] | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Working interest percentage | 40% | |||||
Revenue interest percentage | 28.80% |
CONCENTRATIONS (Details Narrati
CONCENTRATIONS (Details Narrative) - Customer Concentration Risk [Member] - Accounts Receivable [Member] | 6 Months Ended | 12 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | Mar. 31, 2022 | |
Three Customers [Member] | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 74% | 96% | 87% |
Two Customers [Member] | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 48% |
SECURED PROMISSORY NOTE (Detail
SECURED PROMISSORY NOTE (Details Narrative) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Sep. 02, 2022 | Sep. 30, 2022 | Sep. 30, 2022 | Jun. 21, 2022 | May 13, 2022 | |
Debt instrument amount | $ 200,000 | ||||
Debt interest rate | 12% | 11.99% | 11.99% | ||
Interest payment | $ 6,000 | ||||
Debt instrument maturity date description | November 30, 2022, February 28, 2023, May 31, 2023 and August 31, 2023 | ||||
Clear Rock Geophysics L L C [Member] | |||||
Accrued interest | $ 2,000 |
SCHEDULE OF DISCONTINUED OPERAT
SCHEDULE OF DISCONTINUED OPERATIONS (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | ||||
Revenue | $ 212 | $ 319 | ||
Operating expenses | 5,556 | 137,877 | ||
Other (income) loss | ||||
Net loss from discontinued operations | (137,558) | |||
Net loss from discontinued operations | (5,344) | (81,053) | ||
Norr [Member] | ||||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | ||||
Proceeds from sale | 3 | |||
Cash | (3,205) | (3,205) | ||
Inventory | (40,901) | (40,901) | ||
Loss on disposal discontinued operations | (44,103) | |||
Elysian [Member] | ||||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | ||||
Proceeds from sale | 1 | |||
Cash | (552) | (552) | ||
Inventory | $ (100,000) | (100,000) | ||
Loss on disposal discontinued operations | $ (100,551) |
DISCONTINUED OPERATIONS (Detail
DISCONTINUED OPERATIONS (Details Narrative) - USD ($) | 1 Months Ended | |
Sep. 30, 2022 | Mar. 31, 2022 | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Current assets | $ 1,522,227 | $ 1,311,330 |
Membership Interest Purchase Agreement [Member] | ||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Value of shares of stock issued | $ 1 | |
Current assets | $ 68,360 |
SUBSEQUENT EVENTS (Details Narr
SUBSEQUENT EVENTS (Details Narrative) - USD ($) | 1 Months Ended | |||||||||||
Oct. 14, 2022 | Oct. 13, 2022 | Nov. 08, 2022 | Oct. 31, 2022 | Oct. 25, 2022 | Oct. 24, 2022 | Oct. 10, 2022 | Oct. 06, 2022 | Sep. 02, 2022 | Jun. 21, 2022 | May 13, 2022 | Oct. 09, 2020 | |
Subsequent Event [Line Items] | ||||||||||||
Working interest percentage | 70% | |||||||||||
Debt interest rate | 12% | 11.99% | 11.99% | |||||||||
Subsequent Event [Member] | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Secured debt | $ 1,500,000 | |||||||||||
Convertible notes payable | 1,800,000 | |||||||||||
Repayments of debt | $ 300,000 | |||||||||||
Debt interest rate | 7.50% | |||||||||||
Debt face amount | $ 25,000 | |||||||||||
Debt maturity date | Oct. 13, 2025 | |||||||||||
Line of credit | $ 25,000 | |||||||||||
Stated value | $ 25,000 | |||||||||||
Exercise price | $ 1 | |||||||||||
Subsequent Event [Member] | Series C Convertible Preferred Stock [Member] | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Warrants outstanding term | 5 years | |||||||||||
Convertible, conversion price | $ 25,000 | |||||||||||
Number of stock issued | 4,566,050 | |||||||||||
Proceeds from offering | $ 4,531,050 | |||||||||||
Subsequent Event [Member] | Series C Certificate Of Designation [Member] | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Shares issued | 1,000 | |||||||||||
Subsequent Event [Member] | Consulting Agreements [Member] | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Stock issued value, issued for services | $ 500,000 | |||||||||||
Subsequent Event [Member] | Harry O Neal [Member] | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Working interest percentage | 50% | 10% |