Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2012 | Nov. 12, 2013 | Jun. 29, 2012 | |
Document And Entity Information | ' | ' | ' |
Entity Registrant Name | 'VICTORY ENERGY CORP | ' | ' |
Entity Central Index Key | '0000700764 | ' | ' |
Document Type | '10-K | ' | ' |
Document Period End Date | 31-Dec-12 | ' | ' |
Amendment Flag | 'false | ' | ' |
Current Fiscal Year End Date | '--12-31 | ' | ' |
Is Entity a Well-known Seasoned Issuer? | 'No | ' | ' |
Is Entity a Voluntary Filer? | 'No | ' | ' |
Is Entity's Reporting Status Current? | 'No | ' | ' |
Entity Filer Category | 'Smaller Reporting Company | ' | ' |
Entity Common Stock Shares Outstanding | ' | 27,563,619 | ' |
Entity Public Float | ' | ' | $23,012,225 |
Document Fiscal Year Focus | '2012 | ' | ' |
Document Fiscal Period Focus | 'FY | ' | ' |
Trading Symbol | 'VYEY | ' | ' |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Dec. 31, 2012 | Dec. 31, 2011 |
Current Assets | ' | ' |
Cash and cash equivalents | $158,165 | $475,623 |
Accounts receivable - less allowance for doubtful accounts of $200,000, and $0 for 2012 and 2011, respectively | 157,481 | ' |
Prepaid expenses | 68,693 | 29,555 |
Total current assets | 384,339 | 584,363 |
Fixed Assets | ' | ' |
Furniture and equipment | 43,173 | 10,623 |
Accumulated depreciation | -5,521 | -3,550 |
Total furniture and fixtures, net | 37,652 | 7,073 |
Producing oil and natural gas properties, net of impairment | 2,583,504 | 2,019,792 |
Accumulated depletion | -1,145,514 | -1,093,063 |
Total oil and gas properties, net | 1,437,990 | 926,729 |
Total Assets | 1,859,981 | 1,518,165 |
Current Liabilities | ' | ' |
Accounts payable | 4,339 | 326,973 |
Accrued interest | 25,639 | 150,267 |
Accrued liabilities | 216,444 | 179,979 |
Accrued liabilities - related parties | 17,504 | ' |
Liability for unauthorized preferred stock issued | 9,283 | 32,164 |
Total current liabilities | 273,209 | 689,383 |
Other Liabilities | ' | ' |
Senior secured convertible debenture, net of debt discount | ' | 632,534 |
Asset retirement obligation | 39,905 | 30,004 |
Total long term liabilities | 39,905 | 1,411,301 |
Total liabilities | 313,114 | 2,100,684 |
Stockholders' Equity | ' | ' |
Common stock, $0.001 par value, 47,500,000 shares authorized, 27,563,619 shares and 7,647,494 shares issued and outstanding for 2012 and 2011, respectively | 402,220 | 382,308 |
Additional paid in capital | 33,950,417 | 35,126,462 |
Accumulated deficit | -35,215,267 | -36,091,289 |
Total Victory Energy Corporation stockholders' deficit | -862,630 | -582,519 |
Non-controlling interest | 2,409,497 | ' |
Total stockholders' equity | 1,546,867 | 274,874 |
Total Liabilities and Stockholders' Equity | 1,859,981 | 1,518,165 |
Restated [Member] | ' | ' |
Current Assets | ' | ' |
Cash and cash equivalents | ' | 475,623 |
Accounts receivable - less allowance for doubtful accounts of $200,000, and $0 for 2012 and 2011, respectively | ' | 79,185 |
Prepaid expenses | ' | 29,555 |
Total current assets | ' | 584,363 |
Fixed Assets | ' | ' |
Furniture and equipment | ' | 10,623 |
Accumulated depreciation | ' | -3,550 |
Total furniture and fixtures, net | ' | 7,073 |
Producing oil and natural gas properties, net of impairment | ' | 2,134,570 |
Accumulated depletion | ' | -1,099,211 |
Total oil and gas properties, net | ' | 1,035,359 |
Total Assets | ' | 1,626,795 |
Current Liabilities | ' | ' |
Accounts payable | ' | 326,973 |
Accrued interest | ' | 150,267 |
Accrued liabilities | ' | 179,979 |
Accrued liabilities - related parties | ' | ' |
Liability for unauthorized preferred stock issued | ' | 32,164 |
Total current liabilities | ' | 689,383 |
Other Liabilities | ' | ' |
Senior secured convertible debenture, net of debt discount | ' | 632,534 |
Asset retirement obligation | ' | 30,004 |
Total long term liabilities | ' | 662,538 |
Total liabilities | ' | 1,351,921 |
Stockholders' Equity | ' | ' |
Common stock, $0.001 par value, 47,500,000 shares authorized, 27,563,619 shares and 7,647,494 shares issued and outstanding for 2012 and 2011, respectively | ' | 382,308 |
Additional paid in capital | ' | 26,627,222 |
Accumulated deficit | ' | -28,475,589 |
Total Victory Energy Corporation stockholders' deficit | ' | -1,466,059 |
Non-controlling interest | ' | 1,740,933 |
Total stockholders' equity | ' | 274,874 |
Total Liabilities and Stockholders' Equity | ' | $1,626,795 |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Dec. 31, 2012 | Dec. 31, 2011 |
In Thousands, except Share data, unless otherwise specified | Restated [Member] | |
Accounts receivable - less allowance for doubtful accounts | $200,000 | $0 |
Common Stock, par value | $0.00 | $0.00 |
Common Stock, shares authorized | 47,500,000 | 47,500,000 |
Common Stock, issued | 27,563,619 | 7,647,494 |
Common Stock, outstanding | 27,563,619 | 7,647,494 |
CONSOLIDATED_STATEMENTS_OF_OPE
CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) | 12 Months Ended | |
Dec. 31, 2012 | Dec. 31, 2011 | |
Revenues | ' | ' |
Oil and gas sales | $326,384 | $305,180 |
Total revenues | 326,384 | 305,180 |
Operating Expenses: | ' | ' |
Lease operating costs | 126,131 | 121,580 |
Dry hole costs | 54,678 | ' |
Production taxes | 24,649 | 39,156 |
Exploration | 266,514 | 559,523 |
General and administrative | 2,823,939 | 2,094,768 |
Impairment of oil and natural gas properties | 344,353 | 102,579 |
Depreciation/depletion/accretion | 51,172 | 76,525 |
Total operating expenses | 3,691,436 | 2,994,131 |
Loss from operations | -3,365,052 | -2,688,951 |
Other Income (Expense): | ' | ' |
Gain on sale of oil and gas assets | 275,489 | ' |
Gain on settlement with former officer | ' | ' |
Interest expense | -4,009,979 | -1,815,038 |
Total other income and expense | -3,734,490 | -1,815,038 |
Loss before Tax Benefit | -7,099,542 | -4,503,989 |
Tax benefit | ' | 550,292 |
Net loss | -7,099,542 | -3,953,697 |
Less: Net loss attributable to non-controlling interest | -359,864 | -399,511 |
Net loss attributable to Victory Energy Corporation | -6,739,678 | -4,105,513 |
Weighted average shares, basic and diluted | 23,292,609 | 5,281,307 |
Net loss per share, basic and diluted | ($0.29) | ($0.75) |
Restated [Member] | ' | ' |
Revenues | ' | ' |
Oil and gas sales | ' | 305,180 |
Total revenues | ' | 305,180 |
Operating Expenses: | ' | ' |
Lease operating costs | ' | 121,580 |
Dry hole costs | ' | ' |
Production taxes | ' | 39,156 |
Exploration | ' | 559,523 |
General and administrative | ' | 2,094,768 |
Impairment of oil and natural gas properties | ' | 102,579 |
Depreciation/depletion/accretion | ' | 82,673 |
Total operating expenses | ' | 3,000,279 |
Loss from operations | ' | -2,695,099 |
Other Income (Expense): | ' | ' |
Gain on sale of oil and gas assets | ' | ' |
Gain on settlement with former officer | ' | 404,624 |
Interest expense | ' | -1,815,038 |
Total other income and expense | ' | -1,410,414 |
Loss before Tax Benefit | ' | -4,105,513 |
Tax benefit | ' | ' |
Net loss | ' | -4,105,513 |
Less: Net loss attributable to non-controlling interest | ' | -399,511 |
Net loss attributable to Victory Energy Corporation | ' | ($3,706,002) |
Weighted average shares, basic and diluted | ' | 5,281,307 |
Net loss per share, basic and diluted | ' | ($0.70) |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOW (USD $) | 12 Months Ended | |
Dec. 31, 2012 | Dec. 31, 2011 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ' | ' |
Net loss | ($7,099,542) | ($3,953,697) |
Adjustments to reconcile net loss to net cash used in operating activities | ' | ' |
Accretion of asset retirement obligation | 2,899 | ' |
Amortization of debt discount and financing warrants | 348,198 | ' |
Unamortized discount on debentures converted to common stock | 3,661,781 | ' |
Depletion and depreciation | 48,273 | ' |
Gain from sale of oil and gas assets | -275,489 | ' |
Bad debt expense | 200,000 | ' |
Expiration of exploration option | ' | ' |
Gain on settlement with former officer | ' | ' |
Impairment of oil and natural gas properties | 344,353 | 102,579 |
Stock based compensation | 191,719 | 108,000 |
Stock grants in exchange for services | 17,500 | ' |
Warrants for services | 496,979 | 312,000 |
Change in working capital | ' | ' |
Accounts receivable | -278,296 | ' |
Prepaid expense | -39,138 | ' |
Accounts payable | -322,634 | ' |
Accounts payable - related parties | 17,504 | ' |
Accrued liabilities | 36,465 | ' |
Net cash used in operating activities | -2,649,428 | ' |
CASH FLOWS FROM INVESTING ACTIVITIES | ' | ' |
Purchase of oil wells | ' | ' |
Drilling costs | -8,925 | ' |
Acquisition of oil and gas properties | -675,058 | ' |
Proceeds from sale of oil and gas properties | 200,000 | ' |
Purchase of furniture and fixtures | -32,550 | ' |
Net cash used in investing activities | -516,533 | ' |
CASH FLOWS FROM FINANCING ACTIVITIES | ' | ' |
Proceeds from issuance of senior secured convertible debentures | 1,815,000 | ' |
Non-controlling interest contributions | 1,089,900 | ' |
Non-controlling interest distributions | -61,472 | 50,915 |
Exercise of warrants for cash | 5,075 | ' |
Bank line of credit - net of repayments | ' | ' |
Payments on notes payable to related party | ' | ' |
Net cash provided by financing activities | 2,848,503 | ' |
Net Change in Cash and Cash Equivalents | -317,458 | ' |
Beginning Cash and Cash Equivalents | 475,623 | 111,572 |
Ending Cash and Cash Equivalents | 158,165 | 475,623 |
Supplemental cash flow information: | ' | ' |
Interest | ' | ' |
Income taxes | ' | ' |
Non-cash investing and financing activities: | ' | ' |
Preferred stock converted to common stock | 167,059 | 53,490 |
Debentures exchanged for common stock | 4,649,775 | 1,112,500 |
Restated [Member] | ' | ' |
CASH FLOWS FROM OPERATING ACTIVITIES | ' | ' |
Net loss | ' | -4,105,513 |
Adjustments to reconcile net loss to net cash used in operating activities | ' | ' |
Accretion of asset retirement obligation | ' | 1,453 |
Amortization of debt discount and financing warrants | ' | 714,788 |
Unamortized discount on debentures converted to common stock | ' | 902,908 |
Depletion and depreciation | ' | 81,220 |
Gain from sale of oil and gas assets | ' | ' |
Bad debt expense | ' | ' |
Expiration of exploration option | ' | 25,000 |
Gain on settlement with former officer | ' | -404,624 |
Impairment of oil and natural gas properties | ' | 102,579 |
Stock based compensation | ' | 108,000 |
Stock grants in exchange for services | ' | ' |
Warrants for services | ' | 312,000 |
Change in working capital | ' | ' |
Accounts receivable | ' | -4,357 |
Prepaid expense | ' | 8,349 |
Accounts payable | ' | 98,619 |
Accounts payable - related parties | ' | -113,931 |
Accrued liabilities | ' | 284,866 |
Net cash used in operating activities | ' | -1,988,643 |
CASH FLOWS FROM INVESTING ACTIVITIES | ' | ' |
Purchase of oil wells | ' | -219,700 |
Drilling costs | ' | -369,695 |
Acquisition of oil and gas properties | ' | ' |
Proceeds from sale of oil and gas properties | ' | ' |
Purchase of furniture and fixtures | ' | -8,329 |
Net cash used in investing activities | ' | -597,724 |
CASH FLOWS FROM FINANCING ACTIVITIES | ' | ' |
Proceeds from issuance of senior secured convertible debentures | ' | 3,120,000 |
Non-controlling interest contributions | ' | ' |
Non-controlling interest distributions | ' | -50,915 |
Exercise of warrants for cash | ' | ' |
Bank line of credit - net of repayments | ' | -68,667 |
Payments on notes payable to related party | ' | -50,000 |
Net cash provided by financing activities | ' | 2,950,418 |
Net Change in Cash and Cash Equivalents | ' | 364,051 |
Beginning Cash and Cash Equivalents | ' | 111,572 |
Ending Cash and Cash Equivalents | ' | 475,623 |
Supplemental cash flow information: | ' | ' |
Interest | ' | 47,665 |
Income taxes | ' | ' |
Non-cash investing and financing activities: | ' | ' |
Preferred stock converted to common stock | ' | 53,490 |
Debentures exchanged for common stock | ' | $1,112,500 |
CONSOLIDATED_STATEMENTS_OF_STO
CONSOLIDATED STATEMENTS OF STOCKHOLDERS EQUITY (Restated) (USD $) | Common Stock $0.001 Par Value | Additional Paid-In Capital | Accumulated Deficit | Non-controlling Interest | Total |
Beginning Balance, Amount at Dec. 31, 2010 | $136,720 | $22,128,880 | ($24,769,587) | $2,191,359 | ($312,628) |
Beginning Balance, Shares at Dec. 31, 2010 | 2,740,734 | ' | ' | ' | ' |
Distributions to noncontrolling interest owners | ' | ' | ' | 50,915 | 50,915 |
Beneficial conversion feature on convertible debentures | ' | 3,042,317 | ' | ' | 3,042,317 |
Fair value of warrant attached to convertible debentures | ' | 77,683 | ' | ' | 77,683 |
Unauthorized preferred stock converted to common stock, Shares | 310,000 | ' | ' | ' | ' |
Unauthorized preferred stock converted to common stock, Amount | 15,500 | 37,990 | ' | ' | 53,490 |
Debentures converted to common stock, Shares | 4,445,000 | ' | ' | ' | ' |
Debentures converted to common stock, Amount | 222,500 | 890,000 | ' | ' | 1,112,500 |
Accrued interest on debentures exchanged for common stock, Shares | 151,760 | ' | ' | ' | ' |
Accrued interest on debentures exchanged for common stock, Amount | 7,588 | 30,352 | ' | ' | 37,940 |
Stock based compensation | ' | 108,000 | ' | ' | 108,000 |
Warrants in exchange for services | ' | 312,000 | ' | ' | 312,000 |
Net loss | ' | ' | -3,706,002 | -399,511 | -4,105,513 |
Ending Balance, Amount at Dec. 31, 2011 | 382,308 | 26,627,222 | -28,475,589 | 1,740,933 | 274,874 |
Ending Balance, Shares at Dec. 31, 2011 | 7,647,494 | ' | ' | ' | ' |
Distributions to noncontrolling interest owners | ' | ' | ' | -61,472 | -61,472 |
Contributions from noncontrolling interest owners | ' | ' | ' | 1,089,900 | 1,089,900 |
Beneficial conversion feature on convertible debentures | ' | 1,753,359 | ' | ' | 1,753,359 |
Fair value of warrant attached to convertible debentures | ' | 61,641 | ' | ' | 61,641 |
Unauthorized preferred stock converted to common stock, Shares | 340,000 | ' | ' | ' | ' |
Unauthorized preferred stock converted to common stock, Amount | 357 | 166,702 | ' | ' | 167,059 |
Debentures converted to common stock, Shares | 19,505,523 | ' | ' | ' | ' |
Debentures converted to common stock, Amount | 19,505 | 4,630,270 | ' | ' | 4,649,775 |
Stock based compensation | ' | 191,719 | ' | ' | 191,719 |
Warrants in exchange for services | ' | 496,979 | ' | ' | 496,979 |
Stock grants in exchange for services, Shares | 50,000 | ' | ' | ' | ' |
Stock grants in exchange for services, Amount | 50 | 17,450 | ' | ' | 17,500 |
Exercise of warrants for cash, Shares | 20,602 | ' | ' | ' | ' |
Exercise of warrants for cash, Amount | ' | 5,075 | ' | ' | 5,075 |
Net loss | ' | ' | -6,739,678 | -359,864 | -6,739,678 |
Ending Balance, Amount at Dec. 31, 2012 | $402,220 | $33,950,417 | ($35,215,267) | $2,409,497 | $1,546,867 |
Ending Balance, Shares at Dec. 31, 2012 | 27,563,619 | ' | ' | ' | ' |
Organization_and_Summary_of_Si
Organization and Summary of Significant Accounting Policies | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2012 | |||||||||||||||||||||||||
Organization And Summary Of Significant Accounting Policies | ' | ||||||||||||||||||||||||
Organization and Summary of Significant Accounting Policies | ' | ||||||||||||||||||||||||
Victory Energy Corporation (Victory) is an independent, growth oriented oil and natural gas company engaged in the acquisition, exploration and production of oil and natural gas properties, through its partnership with Aurora Energy Partners. The Company is engaged in the exploration, acquisition, development, and production of domestic oil and natural gas properties. Current operations are primarily located onshore in Texas and New Mexico. The Company was organized under the laws of the State of Nevada on January 7, 1982. The Company is authorized to issue 47,500,000 shares of $0.001 par value common stock, and has 27,563,619 shares of common stock outstanding as of December 31, 2012. On January 12, 2012 the Company implemented a 50:1 reverse stock split. All information is this form 10K reflects the recent stock split. Our corporate headquarters are located at 3355 Bee Caves Rd. Ste. 608, Austin, TX 78746. | |||||||||||||||||||||||||
A summary of significant accounting policies followed in the preparation of the accompanying consolidated financial statements is set forth below. | |||||||||||||||||||||||||
Basis of Presentation and Consolidation, Including Restatement: | |||||||||||||||||||||||||
Victory is the managing partner of Aurora Energy Partners, a Texas General Partnership (“Aurora”), and holds a 50% partnership interest in Aurora. Aurora is consolidated with Victory for financial statement purposes, as the terms of the partnership agreement gives Victory effective control of the partnership. The consolidated financial statements include the accounts of Victory and the accounts of Aurora. The Company’s management, in considering accounting policies pertaining to consolidation, has reviewed the relevant accounting literature. The Company follows that literature, in assessing whether the rights of the non-controlling interests should overcome the presumption of consolidation when a majority voting, or controlling interest in its investee “is a matter of judgment that depends on facts and circumstances.” In applying the circumstances and contractual provisions of the partnership agreement, management determined that the non-controlling rights do not, individually or in the aggregate, provide for the non-controlling interest to “effectively participate in significant decisions that would be expected to be made in the ordinary course of business.” The rights of the non-controlling interest are protective in nature. All intercompany balances have been eliminated in consolidation. The 2011 and 2010 consolidated financial statements have been restated to present the non-controlling interest (NCI) in Aurora owned by others in the consolidated financial statements. | |||||||||||||||||||||||||
Non-controlling Interests: | |||||||||||||||||||||||||
The Navitus Energy Group is a partner with Victory in Aurora. The two partners each own a 50% interest in Aurora. Victory is the Managing Partner and has contractual authority to manage the business affairs of Aurora. The Navitus Energy Group currently has four partners. They are James Capital Consulting, LLC ("JCC"), James Capital Energy, LLC ("JCE"), Rodinia Partners, LLC and Navitus Partners, LLC. Although this partnership has been in place since January 2008, its members and other elements have changed since that time. | |||||||||||||||||||||||||
The non-controlling interest in Aurora is held by Navitus Energy Group, a Texas general partnership. As of December 31, 2012, $2,409,497 was recorded as the equity of the non-controlling interest in our consolidated balance sheet representing the third-party investment in Aurora, with losses attributable to non-controlling interests of $359,864 for the year ended December 31, 2012. As of December 31, 2011, $1,740,933 was recorded as the equity of the non-controlling interest in our consolidated balance sheet representing the third-party investment in Aurora, with losses attributable to the non-controlling interests of $399,511 for the year ended December 31, 2011. | |||||||||||||||||||||||||
Restatements and Reclassifications: | |||||||||||||||||||||||||
Certain prior year and quarterly amounts have been restated; to correctly present the non-controlling interest representing the third-party investment in Aurora in our consolidated financial statements; certain prior year amounts have been reclassified to conform to current year to correct an oil and gas impairment loss error; to correct the reporting of a separation agreement with a former CEO (John Fullenkamp) in March 2011; and to correct the income tax provisions for the years ended December 31, 2011 and 2010 in accordance with ASC 740, Accounting for Income Taxes. | |||||||||||||||||||||||||
Certain prior year amounts have been reclassified to conform to the current year presentation, which did not materially impact the restated financial statements. | |||||||||||||||||||||||||
Background and Restatement Adjustments | |||||||||||||||||||||||||
In August of 2012, the staff of the United States Securities and Exchange Commission (SEC) made inquiry to the Company regarding consolidated financial statements disclosure concerning the presentation of non-controlling interest (related to Aurora Energy Partners) on its consolidated financial statements. | |||||||||||||||||||||||||
Although this consolidated presentation was disclosed in the footnotes to the consolidated financial statements, as was the 50% non-controlling interest of Navitus in Aurora, the amount of non-controlling interest of Navitus in Aurora was not presented on the face of the consolidated financial statements. | |||||||||||||||||||||||||
After discussions with the SEC the Company determined that the amount of non-controlling interest of Navitus should also be separately stated on the face of the Company’s consolidated financial statements, in addition to being discussed in footnote disclosure. Total consolidated assets, liabilities, and stockholders equity did not change; however the non-controlling interest in Aurora is separately identified in the stockholders equity section of the consolidated financial statements. The Company net loss per share improved by the effect of the non-controlling interest in the loss of Aurora. | |||||||||||||||||||||||||
Resulting Restatement Adjustments: | |||||||||||||||||||||||||
As a result of the issues identified in the Audit Committee Review and the confirmation letter from the SEC, the consolidated financial statements were restated to present the shares of equity and shares of income and loss attributable to the Non-Controlling Interests (“NCI”) in the Company’s Consolidated Financial Statements. Beginning with cumulative equity affected as of December 31, 2010, the audited consolidated financial statements for the year ended December 31, 2011 have been restated, as have the six unaudited quarterly consolidated interim reports for the calendar years 2011 and 2012. The Company’s audited consolidated financial statements for the year ended 2012 and 2011 (restated), reported in this filing, present the NCI. | |||||||||||||||||||||||||
VICTORY ENERGY CORPORATION AND SUBSIDIARIES | |||||||||||||||||||||||||
CONSOLIDATED BALANCE SHEETS | |||||||||||||||||||||||||
12/31/11 | 12/31/10 | ||||||||||||||||||||||||
ASSETS | As Originally Reported | Restatement Adjustments | As Restated | As Originally Reported | Restatement Adjustments | As Restated | |||||||||||||||||||
Current Assets | |||||||||||||||||||||||||
Cash and cash equivalents | $ | 475,623 | $ | - | 475,623 | $ | 111,572 | $ | - | $ | 111,572 | ||||||||||||||
Accounts receivable - less allowance for doubtful accounts of $200,000, and $0 for 2012 and 2011, respectively | 79,185 | - | 79,185 | 74,828 | - | 74,828 | |||||||||||||||||||
Prepaid Expenses | 29,555 | - | 29,555 | 24,898 | - | 24,898 | |||||||||||||||||||
Total current assets | 584,363 | - | 584,363 | 211,298 | - | 211,298 | |||||||||||||||||||
Fixed Assets | |||||||||||||||||||||||||
Furniture and equipment | 10,623 | - | 10,623 | 2,294 | - | 2,294 | |||||||||||||||||||
Accumulated depreciation | (3,550 | ) | - | (3,550 | ) | (2,294 | ) | - | (2,294 | ) | |||||||||||||||
Total furniture and fixtures, net | 7,073 | - | 7,073 | - | - | - | |||||||||||||||||||
Option to acquire leases and mineral rights | - | - | - | 25,000 | - | 25,000 | |||||||||||||||||||
Producing oil and natural gas properties, net of impairment | 2,019,792 | 114,778 | d | 2,134,570 | 1,466,813 | 114,778 | d | 1,581,591 | |||||||||||||||||
Accumulation depletion | (1,093,063 | ) | (6,148 | ) | e | (1,099,211 | ) | (953,084 | ) | - | (953,084 | ) | |||||||||||||
Total oil and gas properties, net | 926,729 | 108,630 | 1,035,359 | 538,729 | 114,778 | 653,507 | |||||||||||||||||||
Other Assets - Funds held at court | $ | - | $ | - | - | $ | 13,006 | $ | - | $ | 13,006 | ||||||||||||||
Total Assets | $ | 1,518,165 | $ | 108,630 | $ | 1,626,795 | $ | 763,033 | $ | 114,778 | $ | 877,811 | |||||||||||||
LIABILITIES AND STOCKHOLDERS ' EQUITY | |||||||||||||||||||||||||
Current Liabilities | |||||||||||||||||||||||||
Accounts payable | $ | 326,973 | $ | - | 326,973 | $ | 342,285 | $ | - | $ | 342,285 | ||||||||||||||
Accrued interest | 150,267 | - | 150,267 | 10,501 | - | 10,501 | |||||||||||||||||||
Accrued liabilities | 179,979 | - | 179,979 | 74,088 | - | 74,088 | |||||||||||||||||||
Accrued liabilities - related parties | - | - | - | 50,000 | - | 50,000 | |||||||||||||||||||
Line of credit - bank | - | - | - | 68,667 | - | 68,667 | |||||||||||||||||||
Amounts due former officer | - | - | - | - | 404,624 | f | 404,624 | ||||||||||||||||||
Liability for unauthorized preferred stock issued | 32,164 | - | 32,164 | 85,654 | - | 85,654 | |||||||||||||||||||
Total current liabilities | 689,383 | - | 689,383 | 631,195 | 404,624 | 1,035,819 | |||||||||||||||||||
Other Liabilities | |||||||||||||||||||||||||
Senior secured convertible debenture, net of debt discount | 632,534 | - | 632,534 | 127,338 | - | 127,338 | |||||||||||||||||||
Deferred tax liability | 748,763 | (748,763 | ) | g | - | 238,000 | (238,000 | ) | g | - | |||||||||||||||
Asset retirement obligations | 30,004 | - | 30,004 | 27,282 | - | 27,282 | |||||||||||||||||||
Total long term liabilities | 1,411,301 | (748,763 | ) | 662,538 | 392,620 | (238,000 | ) | 154,620 | |||||||||||||||||
Total liabilities | 2,100,684 | (748,763 | ) | 1,351,921 | 1,023,815 | 166,624 | 1,190,439 | ||||||||||||||||||
Stockholders' Equity | |||||||||||||||||||||||||
Common stock, $0.001 par value, 47,500,000 shares authorized, 7,647,494 shares and 2,740,734 shares issued and outstanding for 2011 and 2010, | |||||||||||||||||||||||||
respectively | 382,308 | - | 382,308 | 136,720 | - | 136,720 | |||||||||||||||||||
Additional paid-in capital | 35,126,462 | (8,499,240 | ) | a | 26,627,222 | 31,740,090 | (9,611,210 | ) | a | 22,128,880 | |||||||||||||||
Accumulated deficit | (36,091,289 | ) | 7,615,700 | b | (28,475,589 | ) | (32,137,592 | ) | 7,368,005 | b | (24,769,587 | ) | |||||||||||||
Total Victory Energy Corporation stockholders' equity | (582,519 | ) | (883,540 | ) | (1,466,059 | ) | (260,782 | ) | (2,243,205 | ) | (2,503,987 | ) | |||||||||||||
Non-controlling interest | - | 1,740,933 | 1,740,933 | - | 2,191,359 | 2,191,359 | |||||||||||||||||||
Total stockholder's equity (deficit) | (582,519 | ) | 857,393 | 274,874 | (260,782 | ) | (51,846 | ) | (312,628 | ) | |||||||||||||||
Total Liabilities and Stockholder's Equity | $ | 1,518,165 | $ | 108,630 | $ | 1,626,795 | $ | 763,033 | $ | 114,778 | $ | 877,811 | |||||||||||||
a: | Partnership contributions and distributions from January 1, 2008 through December 31, 2010 and tax provisions. | ||||||||||||||||||||||||
b: | Cumulative change in equity due to non-controlling interest from January 1, 2008 through December 31, 2010 and PCAOB adjustments. | ||||||||||||||||||||||||
c: | Non-controlling interest associated with net losses through March 31, 2011 and PCAOB adjustments. | ||||||||||||||||||||||||
d: | Adjustment to correct a material misstatement of impairment. | ||||||||||||||||||||||||
e: | Adjustment to correct a material misstatement of depreciation. | ||||||||||||||||||||||||
f: | Adjustment for liability due to former officer which was not settled as of December 31, 2010. | ||||||||||||||||||||||||
g: | Adjustment for tax provision. | ||||||||||||||||||||||||
VICTORY ENERGY CORPORATION AND SUBSIDIARIES | |||||||||||||||||||||||||
CONSOLIDATED STATEMENTS OF OPERATIONS | |||||||||||||||||||||||||
12/31/11 | |||||||||||||||||||||||||
As Originally Reported | Restatement Adjustments | As Restated | |||||||||||||||||||||||
Revenues | |||||||||||||||||||||||||
Oil and gas sales | $ | 305,180 | $ | - | $ | 305,180 | |||||||||||||||||||
Total revenues | 305,180 | - | 305,180 | ||||||||||||||||||||||
Operating Expenses: | |||||||||||||||||||||||||
Lease operating costs | 121,580 | - | 121,580 | ||||||||||||||||||||||
Production taxes | 39,156 | - | 39,156 | ||||||||||||||||||||||
Exploration | 559,523 | - | 559,523 | ||||||||||||||||||||||
General and administrative | 2,094,768 | - | 2,094,768 | ||||||||||||||||||||||
Impairment of assets | 102,579 | - | 102,579 | ||||||||||||||||||||||
Depreciation, depletion and accretion | 76,525 | 6,148 | a | 82,673 | |||||||||||||||||||||
Total operating expenses | 2,994,131 | 6,148 | 3,000,279 | ||||||||||||||||||||||
Income (Loss) from operations | (2,688,951 | ) | (6,148 | ) | (2,695,099 | ) | |||||||||||||||||||
Other Income (Expense): | |||||||||||||||||||||||||
Gain on settlement with former officer | - | 404,624 | b | 404,624 | |||||||||||||||||||||
Interest expense | (1,815,038 | ) | - | (1,815,038 | ) | ||||||||||||||||||||
Total other income and expense | (1,815,038 | ) | 404,624 | (1,410,414 | ) | ||||||||||||||||||||
NET INCOME ( LOSS) BEFORE TAX BENEFIT | (4,503,989 | ) | 398,476 | (4,105,513 | ) | ||||||||||||||||||||
TAX BENEFIT | 550,292 | (550,292 | ) | c | - | ||||||||||||||||||||
NET INCOME (LOSS) | (3,953,697 | ) | (151,816 | ) | (4,105,513 | ) | |||||||||||||||||||
Less: net loss attributable to non-controlling interest | - | 399,511 | 399,511 | ||||||||||||||||||||||
Net loss attributable to Victory Energy Corporation | $ | (3,953,697 | ) | $ | 247,695 | $ | (3,706,002 | ) | |||||||||||||||||
Weighted average shares, basic and diluted | 5,281,307 | 5,281,307 | |||||||||||||||||||||||
Net loss per share, basic and diluted | $ | (0.75 | ) | $ | (0.70 | ) | |||||||||||||||||||
a: Adjustment to correct a material misstatement of depreciation. | |||||||||||||||||||||||||
b: Adjustment for liability due to former officer which was settled as of March 24, 2011. | |||||||||||||||||||||||||
c: Adjustment for tax provision. | |||||||||||||||||||||||||
Use of Estimates: | |||||||||||||||||||||||||
The preparation of our consolidated financial statements in conformity with U.S. Generally Accepted Accounting Principles (“GAAP”) requires our management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Estimates are used primarily when accounting for depreciation, depletion, and amortization (“DD&A”) expense, property costs, estimated future net cash flows from proved reserves, cost to abandon oil and natural gas properties, taxes, accruals of capitalized costs, operating costs and production revenue, capitalized general and administrative costs and interest, insurance recoveries, effectiveness and estimated fair value of derivative positions, the purchase price allocation on properties acquired, various common stock, warrants and option transactions, and contingencies. | |||||||||||||||||||||||||
Oil and Natural Gas Properties: | |||||||||||||||||||||||||
We follow the successful efforts method of accounting for oil and natural gas properties. Under this method, all costs associated with property acquisitions, successful exploratory wells, all development wells, including dry hole development wells, and asset retirement obligation assets are capitalized. Additionally, interest is capitalized while wells are being drilled and the underlying property is in development. Costs of exploratory wells are capitalized pending determination of whether each well has resulted in the discovery of proved reserves. Oil and natural gas mineral leasehold costs are capitalized as incurred. Items charged to expense generally include geological and geophysical costs, costs of unsuccessful exploratory wells, and oil and natural gas production costs. Capitalized costs of proved properties including associated salvage are depleted on a well-by-well or field-by-field (common reservoir) basis using the units-of-production method based upon proved producing oil and natural gas reserves. The depletion rate is the current period production as a percentage of the total proved producing reserves. The depletion rate is applied to the net book value of property costs to calculate the depletion expense. Proved reserves materially impact depletion expense. If the proved reserves decline, then the depletion rate (the rate at which we record depletion expense) increases, reducing net income. Dispositions of oil and natural gas properties are accounted for as adjustments to capitalized costs with gain or loss recognized upon sale. A gain (loss) is recognized to the extent the sales price exceeds or is less than original cost or the carrying value, net of impairment. Oil and natural gas properties are also reviewed for impairment at the end of each reporting period. Unproved property costs are excluded from depleatable costs until the related properties are developed. See impairment discussed in “Long-lived assets and intangible assets” below. | |||||||||||||||||||||||||
We depreciate other property and equipment using the straight-line method based on estimated useful lives ranging from five to 10 years. | |||||||||||||||||||||||||
The Company recorded impairment expense of $344,353 and $102,579 for 2012 and 2011 respectively, upon determining that the oil and natural gas properties were impaired. | |||||||||||||||||||||||||
Long-lived Assets and Intangible Assets | |||||||||||||||||||||||||
The Company accounts for intangible assets in accordance with ASC 360, “Property, Plant and Equipment”. Intangible assets that have defined lives are subject to amortization over the useful life of the assets. Intangible assets held having no contractual factors or other factors limiting the useful life of the asset are not subject to amortization but are reviewed at least annually for impairment or when indicators suggest that impairment may be needed. Intangible assets are subject to impairment review at least annually or when there is an indication that an asset has been impaired. | |||||||||||||||||||||||||
For unproved property costs, management reviews these investments for impairment on a property-by-property basis if a triggering event should occur that may suggest that impairment may be required. | |||||||||||||||||||||||||
The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If the carrying amount of the asset, including any intangible assets associated with that asset, exceeds its estimated future undiscounted net cash flows, the Company will recognize an impairment loss equal to the difference between its carrying amount and its estimated fair value. The fair value used to calculate the impairment for producing oil and natural gas field that produces from a common reservoir is first determined by comparing the undiscounted future net cash flows associated with total proved properties to the carrying value of the underlying evaluated property. If the cost of the underlying evaluated property is in excess of the undiscounted future net cash flows, the future net cash flows are discounted at 10%, which the Company believes approximates fair value, to determine the amount of impairment. | |||||||||||||||||||||||||
Asset Retirement Obligations: | |||||||||||||||||||||||||
U.S. GAAP requires us to record our estimate of the fair value of liabilities related to future asset retirement obligations in the period the obligation is incurred. Asset retirement obligations relate to the removal of facilities and tangible equipment at the end of an oil and natural gas property’s useful life. The application of this rule requires the use of management’s estimates with respect to future abandonment costs, inflation, market risk premiums, useful life and cost of capital. U.S. GAAP requires that our estimate of our asset retirement obligations does not give consideration to the value the related assets could have to other parties. | |||||||||||||||||||||||||
The following table is a reconciliation of the ARO liability for continuing operations for the twelve months ended December 31, 2012 and 2011. | |||||||||||||||||||||||||
Years Ended | |||||||||||||||||||||||||
December 31, | |||||||||||||||||||||||||
2012 | 2011 | ||||||||||||||||||||||||
Asset retirement obligation at beginning of period | $ | 30,004 | $ | 27,282 | |||||||||||||||||||||
Liabilities incurred | 7,002 | 1,269 | |||||||||||||||||||||||
Revisions to previous estimates | 0 | 0 | |||||||||||||||||||||||
Accretion expense | 2,899 | 1,453 | |||||||||||||||||||||||
Asset retirement obligation at end of period | $ | 39,905 | $ | 30,004 | |||||||||||||||||||||
Other Property and Equipment: | |||||||||||||||||||||||||
Our office equipment in Austin, Texas is being depreciated on the straight-line method over their estimated useful life of 5 to 7 years. | |||||||||||||||||||||||||
Cash and Cash Equivalents: | |||||||||||||||||||||||||
The Company considers all liquid investments with a maturity of three months or less from the date of purchase that are readily convertible into cash to be cash equivalents. The Company had no cash equivalents at December 31, 20l2 and December 31, 2011, respectively. | |||||||||||||||||||||||||
Accounts Receivable: | |||||||||||||||||||||||||
Our accounts receivable are primarily from purchasers of natural gas and oil and exploration and production companies which own an interest in properties we operate. | |||||||||||||||||||||||||
Allowance for Doubtful Accounts: | |||||||||||||||||||||||||
The Company recognizes an allowance for doubtful accounts to ensure trade receivables are not overstated due to un-collectability. Allowance for doubtful accounts are maintained for all customers based on a variety of factors, including the length of time receivables are past due, macroeconomic conditions, significant one-time events and historical experience. An additional allowance for individual accounts is recorded when they become aware of a customer’s inability to meet its financial obligations, such as in the case of bankruptcy filings or deterioration in the customer’s operating results or financial position. If circumstances related to customers change, estimates of the recoverability of receivables would be further adjusted. As of December 31, 2012, the Company has deemed $200,000 from the sale of oil and gas properties associated with the Jones County prospect, to be uncollectible and thus, has recorded this amount as an allowance for doubtful accounts. | |||||||||||||||||||||||||
Asset Impairment: | |||||||||||||||||||||||||
At December 31, 2012 and 2011, the carrying value of the Company's financial instruments such as prepaid expenses and payables approximated their fair values based on the short-term maturities of these instruments. The carrying value of other long-term liabilities approximated their fair values because the underlying interest rates approximate market rates at the balance sheet dates. Management believes that due to the Company's current credit worthiness, the fair value of long-term debt could be less than the book value; however, due to current market conditions and available information, the fair value of such debt is not readily determinable. Financial Accounting Standard Board ("FASB") ASC Topic 820 established a hierarchical disclosure framework associated with the level of pricing observability utilized in measuring fair value. This framework defined three levels of inputs to the fair value measurement process and requires that each fair value measurement be assigned to a level corresponding to the lowest level input that is significant to the fair value measurement in its entirety. The three broad levels of inputs defined by | |||||||||||||||||||||||||
FASB ASC Topic 820 hierarchy are as follows: | |||||||||||||||||||||||||
Level 1 - quoted prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date; | |||||||||||||||||||||||||
Leve1 2 - inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. If the asset or liability has a specified (contractual) term, a Leve1 2 input must be observable for substantially the full term of the asset or liability; and | |||||||||||||||||||||||||
Leve1 3 - unobservable inputs for the asset or liability. These unobservable inputs reflect the entity's own assumptions about the assumptions that market participants would use in pricing the asset or liability and are developed based on the best information available in the circumstances (which might include the reporting entity's own data). | |||||||||||||||||||||||||
The initial measurement of asset retirement obligations at fair value is calculated using discounted cash flows techniques and based on internal estimates of future retirement costs associated with proved oil and gas properties. Inputs used in the calculation of asset retirement obligations include plugging costs and reserve lives. A reconciliation of Victory’s asset retirement obligations is presented in Note 1. | |||||||||||||||||||||||||
During 2012, proved oil and gas properties with a carrying value of $395,463 were written down, based upon engineering estimates, to their fair value of $51,110, resulting in impairment charges of $344,353. During 2011, proved oil and gas properties with a carrying value of $557,034 were written down, based upon Level 3 inputs, to their fair value of $454,455, resulting in impairment charges of $102,579. Significant Level 3 assumptions associated with the calculation of discounted cash flows used in the impairment analysis include Victory’s estimate of future crude oil and natural gas prices, production costs, development expenditures, anticipated production of proved reserves, appropriate risk-adjusted discount rates and other relevant data; primarily derived from a third party independent reserve report. | |||||||||||||||||||||||||
Revenue Recognition: | |||||||||||||||||||||||||
The Company uses the sales method of accounting for oil and natural gas revenues. Under this method, revenues are recognized based on actual volumes of gas and oil sold to purchasers. The volumes sold may differ from the volumes to which the Company is entitled based on our interests in the properties. Differences between volumes sold and entitled volumes create oil and natural gas imbalances which are generally reflected as adjustments to reported proved oil and natural gas reserves and future cash flows in their supplemental oil and natural gas disclosures. If their excess takes of natural gas or oil exceed their estimated remaining proved reserves for a property, a natural gas or oil imbalance liability is recorded in the Consolidated Balance Sheets. | |||||||||||||||||||||||||
Concentrations: | |||||||||||||||||||||||||
There is a ready market for the sale of crude oil and natural gas. During 2012 and 2011, our gas field and our producing wells sold their respective gas and oil production to one purchaser for each field or well. However, because alternate purchasers of oil and natural gas are readily available at similar prices, we believe that the loss of any of our purchasers would not have a material adverse effect on our financial results. | |||||||||||||||||||||||||
Earnings per Share: | |||||||||||||||||||||||||
Basic earnings per share are computed using the weighted average number of common shares outstanding at December 31, 2012, the weighted average number of common shares outstanding was 23,292,609. Diluted earnings per share reflect the potential dilutive effects of common stock equivalents such as options, warrants and convertible securities. Given the historical and projected future losses of the Company, all potentially dilutive common stock equivalents are considered anti-dilutive. As of December 31, 2012, the Company had 27,563,619 shares of common stock shares outstanding and 2,982,218 of common stock equivalents, comprised of 137,932 unconverted Preferred B shares, 2,624,286 warrants outstanding, and 220,000 stock options outstanding, which were anti-dilutive and not included in the earnings per share calculation. As of December 31, 2011, the weighted average number of common shares outstanding was 5,281,307. As of December 31, 2011, the Company had 7,647,494 shares of common stock outstanding, and 783,145 of common stock equivalents comprised of 603,145 warrants outstanding and 180,000 stock options outstanding, which were anti-dilutive and not included in the earnings per share calculation. | |||||||||||||||||||||||||
Income Taxes: | |||||||||||||||||||||||||
The Company accounts for income taxes in accordance with ASC 740 “Income Taxes” which requires an asset and liability approach for financial accounting and reporting of income taxes. Deferred income taxes reflect the impact of temporary differences between the amount of assets and liabilities for financial reporting purposes and such amounts as measured by tax laws and regulations. Deferred tax assets include tax loss and credit carry forwards and are reduced by a valuation allowance if, based on available evidence, it is more likely than not that some portion or all of the deferred tax assets will not be realized. | |||||||||||||||||||||||||
Stock Based Compensation: | |||||||||||||||||||||||||
The Company applies ASC 718, “Compensation-Stock Compensation” to account for its issuance of options and warrants to key partners, directors and officers. The standard requires all share-based payments, including employee stock options, warrants and restricted stock, be measured at the fair value of the award and expensed over the requisite service period (generally the vesting period). The fair value of options and warrants granted to key partners, directors and officers is estimated at the date of grant using the Black-Scholes option pricing model by using the historical volatility of the Company’s stock price. The calculation also takes into account the common stock fair market value at the grant date, the exercise price, the expected life of the common stock option or warrant, the dividend yield and the risk-free interest rate. | |||||||||||||||||||||||||
The Company from time to time may issue stock options, warrants and restricted stock to acquire goods or services from third parties. Restricted stock, options or warrants issued to third parties are recorded on the basis of their fair value, which is measured as of the date issued. The options or warrants are valued using the Black-Scholes option pricing model on the basis of the market price of the underlying equity instrument on the “valuation date,” which for options and warrants related to contracts that have substantial disincentives to non-performance, is the date of the contract, and for all other contracts is the vesting date. Expense related to the options and warrants is recognized on a straight-line basis over the shorter of the period over which services are to be received or the vesting period. | |||||||||||||||||||||||||
The Company recognized stock-based directors fee and service incentive fee compensation expense from warrants granted to directors for the years ended December 31, 2012 and 2011 of $40,500 and $312,000, respectively. | |||||||||||||||||||||||||
The Company recognized stock-based officer compensation expense from stock options granted to officers of the company for the twelve months ended December 31, 2012 and 2011 of $147,093 and $152,700 respectively. | |||||||||||||||||||||||||
Going Concern: | |||||||||||||||||||||||||
The accompanying consolidated financial statements have been prepared assuming the Company will continue as a going concern, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. As presented in the consolidated financial statements, the Company has incurred a net loss of $6.7 million and $3.7 million during the years ended December 31, 2012 and 2011, respectively. $4.0 million and $1.8 million, during the years ended December 31, 2012 and 2011, respectively, was for non-cash expenses including the amortization of the debt discount and warrants associated with the Company’s 10% Senior Secured Convertible Debentures, the unamortized portion of the debt discount recognized on the conversion of the 10% Senior Secured Convertible to common stock on February 29, 2012, depletion, depreciation, impairment, warrants given for services, and stock based compensation. | |||||||||||||||||||||||||
The cash proceeds from the sale of the Company’s 10% Senior Secured Convertible Debentures and new contributions to the Aurora partnership by The Navitus Energy Group (“Navitus”) have allowed the Company to continue operations and invest in new oil and natural gas properties. Management anticipates that operating losses will continue in the near term until new wells are drilled, successfully completed and incremental production increases revenue. As of December 31, 2012 on a year to date basis the Company has invested $1,012,899 in the acquisition of land or the drilling of wells. | |||||||||||||||||||||||||
The Company remains in active discussions with Navitus and others related to longer term financing required for our capital expenditures planned for 2013. Without additional outside investment from the sale of equity securities and/or debt financing, our capital expenditures and overhead expenses must be reduced to a level commensurate with available cash flows. | |||||||||||||||||||||||||
The accompanying consolidated financial statements are prepared as if the Company will continue as a going concern. The consolidated financial statements do not contain adjustments, including adjustments to recorded assets and liabilities, which might be necessary if the Company were unable to continue as a going concern. |
Recent_Accounting_Pronouncemen
Recent Accounting Pronouncements | 12 Months Ended |
Dec. 31, 2012 | |
Recent Accounting Pronouncements | ' |
Recent Accounting Pronouncements | ' |
Recently Issued Accounting Standards | |
In September 2011, the FASB issued Accounting Standard Update (“ASU”) No. 2011-08, “Intangible – Goodwill and Other (Topic 350), Testing Goodwill for Impairment”. The ASU provides an option for an entity to first assess qualitative factors to determine whether the existence of events or circumstances leads to a determination that it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If, after assessing the totality of events or circumstances, an entity determines it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, then performing the two-step impairment test is unnecessary. However, if an entity concludes otherwise, then it is required to perform the first step of the two-step impairment test by calculating the fair value of the reporting unit and comparing the fair value with the carrying amount of the reporting unit, as described in paragraph 350-20-35-4. If the carrying amount of a reporting unit exceeds its fair value, then the entity is required to perform the second step of the goodwill impairment test to measure the amount of the impairment loss, if any. Under the ASU, an entity has the option to bypass the qualitative assessment for any reporting unit in any period and proceed directly to performing the first step of the two-step goodwill impairment test. An entity may resume performing the qualitative assessment in any subsequent period. This ASU is effective for annual and interim goodwill impairment tests performed for fiscal years beginning after December 15, 2011, and the adoption of this ASU did not have a material effect on the consolidated financial statements. | |
In June 2011, the FASB issued ASU No. 2011-05, “Comprehensive Income (Topic 220), and Presentation of Comprehensive Income”. The ASU provides an entity has the option to present the total of comprehensive income, the components of net income, and the components of other comprehensive income either in a single continuous statement of comprehensive income or in two separate but consecutive statements. In both choices, an entity is required to present each component of net income along with total net income, each component of other comprehensive income along with a total for other comprehensive income, and a total amount for comprehensive income. In a single continuous statement, the entity is required to present the components of net income and total net income, the components of other comprehensive income and a total for other comprehensive income, along with the total of comprehensive income in that statement. In the two-statement approach, an entity is required to present components of net income and total net income in the statement of net income. The statement of other comprehensive income should immediately follow the statement of net income and include the components of other comprehensive income and a total for other comprehensive income, along with a total for comprehensive income. This ASU is effective for fiscal years, and interim periods within those years, beginning after December 15, 2011, and the adoption of this ASU did not have a material effect on the consolidated financial statements. |
Oil_and_natural_gas_properties
Oil and natural gas properties | 12 Months Ended | ||||||||
Dec. 31, 2012 | |||||||||
Oil And Natural Gas Properties | ' | ||||||||
Oil and natural gas properties | ' | ||||||||
Oil and natural gas properties are comprised of the following: | |||||||||
December 31, | |||||||||
2012 | 2011 | ||||||||
Oil and natural gas properties | $ | 776,317 | $ | 101,259 | |||||
Drilling and work in process | 208,728 | 268,436 | |||||||
Proved property - purchased gas wells | 3,130,100 | 3,130,100 | |||||||
Proved property - drilled gas wells | 1,753,026 | 1,753,026 | |||||||
Producing oil wells | 400,535 | 222,598 | |||||||
Total oil and natural gas properties, at cost | 6,268,706 | 5,475,419 | |||||||
Less: accumulated impairment | (3,685,202 | ) | (3,340,849 | ) | |||||
Oil and natural gas properties, net impairment | 2,583,504 | 2,134,570 | |||||||
Less: accumulated depletion | (1,145,514 | ) | (1,099,211 | ) | |||||
Oil and natural gas properties, net | 1,437,990 | 1,035,359 | |||||||
Depletion, depreciation, and accretion expense for the years ended December 31, 2012 and 2011 was $51,172 and $82,673, respectively. During the years ended December 31, 2012 and 2011, the Company recorded impairment losses of $344,353 and $102,579 respectively. |
Senior_Secured_Convertible_Deb
Senior Secured Convertible Debentures | 12 Months Ended | ||||||||
Dec. 31, 2012 | |||||||||
Senior Secured Convertible Debentures | ' | ||||||||
Senior Secured Convertible Debentures | ' | ||||||||
All share references have been adjusted to reflect a 50:1 reverse stock split by the Company on January 12, 2012. | |||||||||
During the years ended December 31, 2011 and December 31, 2012 the Company raised $4,935,000 from accredited investors via 10% Senior Secured Convertible Debentures. Specifically the Company raised $3,120,000 in 2011 and $1,815,000 on February 29, 2012. These debentures were converted to 19,505,523 shares of the Company’s common stock in accordance with the terms of the debenture. | |||||||||
Terms of the 10% Senior Secured Convertible Debenture are as follows: | |||||||||
• | The maturity date of the 10% Senior Secured Convertible Debentures is September 30, 2013, but may be extended at the sole discretion of the Company to December 31, 2013. | ||||||||
• | In connection with the Debenture offering, the Company also issued five (5) year warrants to purchase an aggregate of 104,400 shares of the Company’s common stock at an exercise price of $0.25 per share, subject to customary adjustments for stock splits, stock dividends, recapitalizations and the like. | ||||||||
• | The Company has the right to force conversion of the 10% Senior Secured Convertible Debentures under certain terms and conditions. | ||||||||
• | The 10% Senior Secured Convertible Debentures are secured under the terms of a Security Agreement by a security interest in all of the Company’s personal property. The relative fair value of the warrants and beneficial conversion features of the 10% Senior Secured Convertible Debentures were determined at the time of issuance using the methodology prescribed by current accounting guidance. | ||||||||
The Company converted the debentures in two phases as follows: | |||||||||
1. | During the year ended December 31, 2011 $1,112,500 of the outstanding 10% Senior Secured Convertible Debentures were converted to 4,445,000 shares of the Company’s common stock in accordance with their terms. | ||||||||
2. | In February 2012 the remaining $4,649,775 of the outstanding 10% Senior Secured Convertible Debentures was converted to 19,505,523 shares of the Company’s common stock in accordance with their terms. | ||||||||
Accounting for the Debentures: | |||||||||
• | The Company determined the initial fair value of the 10% beneficial conversion feature was approximately $1.7 million. | ||||||||
• | The initial fair value of the warrants of $61,649 and the beneficial conversion feature of $1,753,351 were recorded by the Company as a discount of $1,815,000, for the year ended December 31, 2012, and which the Company is amortizing to interest expense over the life of the 10% Senior Secured Convertible Debentures. | ||||||||
• | The beneficial conversion feature of $3,120,000 was recorded by the Company as a discount of $3,120,000 for the year ended December 31, 2011, which the Company amortized to interest expense over the life of the 10% Senior Convertible Debentures. | ||||||||
Period Ended | Convertible Debentures Raised (Converted) | Beneficial Conversion Value | |||||||
12/31/10 | $ | 827,275 | $ | 700,708 | |||||
3/31/11 | $ | 910,000 | $ | 910,000 | |||||
6/30/11 | $ | 882,500 | $ | 882,500 | |||||
9/30/11 | $ | 477,500 | $ | 477,500 | |||||
12/31/11 | $ | 850,000 | $ | 850,000 | |||||
$ | 3,947,275 | $ | 3,820,708 | ||||||
Converted | $ | (1,112,500 | ) | $ | (1,618,467 | ) | |||
12/31/11 | $ | 2,834,775 | $ | 2,202,241 | |||||
12/31/12 | $ | 1,815,000 | $ | 1,753,359 | |||||
Subtotal | $ | 4,649,775 | $ | 3,955,600 | |||||
Converted | $ | (3,661,781 | ) | ||||||
2/29/12 | $ | (4,649,775 | ) | $ | (293,819 | ) | |||
Outstanding | $ | 0 | $ | 0 | |||||
The senior secured convertible 10% Senior Secured Convertible Debentures consists of the following at December 31: | |||||||||
December 31, | |||||||||
2012 | 2011 | ||||||||
Convertible debenture, interest at 10% per annum payable quarterly, due September 30, 2013 with separable warrants | $ | 2,834,775 | $ | 3,395,000 | |||||
Convertible debenture, interest at 10% per annum payable quarterly, due September 30, 2013 issued in exchange for notes payable and accrued interest to related party | 1,815,000 | 552,275 | |||||||
Subtotal | 4,649,775 | 3,947,275 | |||||||
Converted to common stock | -4,649,775 | -1,112,500 | |||||||
Subtotal | 0 | 2,834,775 | |||||||
Unamortized debt discount | 0 | -2,202,241 | |||||||
Net book value | $ | 0 | $ | 632,534 | |||||
Liability_for_Unauthorized_Pre
Liability for Unauthorized Preferred Stock Issued | 12 Months Ended | ||||||||
Dec. 31, 2012 | |||||||||
Liability For Unauthorized Preferred Stock Issued | ' | ||||||||
Liability for Unauthorized Preferred Stock Issued | ' | ||||||||
During the year ended December 31, 2006, the Company authorized the issuance of 10,000,000 shares of Preferred Stock, convertible at the shareholder’s option to common stock at the rate of 100 shares of common stock for every share of preferred stock. During the year ended December 31, 2006, the Company issued 715,517 shares of preferred stock for cash of $246,950. The Company subsequently issued additional preferred stock and had several preferred shareholders convert their shares into common stock during the years ended December 31, 2009, 2008, and 2007. | |||||||||
The Company’s legal counsel determined that the preferred shares had not been duly authorized by the State of Nevada. Since the Company had issued and received consideration for the preferred stock, notwithstanding that the stock was not legally authorized, the Company has presented the preferred stock as a liability in the consolidated balance sheets. The Company has offered to settle the debt with the remaining holders of the unauthorized preferred stock by honoring the terms of conversion of two shares of preferred stock into 100 shares of common stock. The Company intends to cancel the preferred stock once all remaining preferred stockholders have converted. | |||||||||
There were 68,966 and 238,966 shares of unconverted preferred stock outstanding at December 31, 2012 and December 31, 2011, respectively. The Company needs approximately 138,000 common shares in order to settle the outstanding debt as stated below. | |||||||||
The remaining liability for the unconverted preferred stock is based on the original cash tendered and consisted of the following as of: | |||||||||
December 31, | |||||||||
2012 | 2011 | ||||||||
Liability for unauthorized preferred stock | $ | 9,283 | $ | 32,164 |
Income_Taxes
Income Taxes | 12 Months Ended | ||||||||
Dec. 31, 2012 | |||||||||
Income Taxes | ' | ||||||||
Income Taxes | ' | ||||||||
There was no provision for (benefit of) income taxes for the years ended December 31, 2012 and 2011 (restated), after the application of ASC 740 “Income Taxes”. | |||||||||
The Internal Revenue Code of 1986, as amended, imposes substantial restrictions on the utilization of net operating losses in the event of an “ownership change” of a corporation. Accordingly, a company’s ability to use net operating losses may be limited as prescribed under Internal Revenue Code Section 382 (“IRC Section 382”). Events which may cause limitations in the amount of the net operating losses that the company may use in any one year include, but are not limited to, a cumulative ownership change of more than 50% over a three-year period. There have been transactions that have changed the Company’s ownership structure since inception that may have resulted in one or more ownership changes as defined by the IRC section 382. The Company’s stock issuance arising from convertible debt in 2012 has resulted in a limitation of net operating loss carry forward for the Company of $13,807,335 over a 20 year period. | |||||||||
At December 31, 2012, the Company had available Federal operating loss carry forwards to reduce future taxable income. The Federal net operating loss carry forwards available were approximately $13,807,335 as of December 31, 2012. The Federal net operating loss carry forward begins to expire in 2027. Capital loss carryovers may only be used to offset capital gains. | |||||||||
Given the Company’s history of net operating losses, management has determined that it is more-likely-than-not the Company will not be able to realize the tax benefit of the net operating loss carry forwards. ASC 740 requires that a valuation allowance be established when it is more likely than not that all or a portion of deferred tax assets will not be realized. | |||||||||
Accordingly, the Company has recorded a full valuation allowance against its net deferred tax assets at December 31, 2012 and 2011, respectively. Upon the attainment of taxable income by the Company, management will assess the likelihood of realizing the deferred tax benefit associated with the use of the net operating loss carry forwards and will recognize a deferred tax asset at that time. | |||||||||
Significant components of the Company’s deferred income tax assets are as follows: | |||||||||
12/31/12 | 12/31/11 | ||||||||
Net operating loss carryforwards | $ | 4,694,494 | $ | 4,406,441 | |||||
Accounts payable and accrued expenses | 92,891 | 234,390 | |||||||
Equity based expenses | 1,700,507 | 1,460,400 | |||||||
Accounts receivable and prepaid expenses | (76,899 | ) | (36,972 | ) | |||||
Deferred taxes | 6,410,993 | 6,064,259 | |||||||
Valuation allowance | (6,410,993 | ) | (6,064,259 | ) | |||||
Net Deferred Income Tax Assets | $ | - | $ | - | |||||
Reconciliation of the effective income tax rate to the U.S. statutory rate is as follows: | |||||||||
12/31/12 | 12/31/11 | ||||||||
Book loss | -34 | % | -34 | % | |||||
Meals and entertainment | 0.02 | 0.03 | |||||||
Debt discount accretion | 18.47 | 14.84 | |||||||
Net operating loss reduction due IRC 382 | 10.37 | - | |||||||
Change in valuation allowance | 5.14 | 19.13 | |||||||
Effective income tax rate | 0 | % | 0 | % | |||||
ASC 740 provides guidance which addresses the determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the consolidated financial statements. Under the current accounting guidelines, the Company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the consolidated financial statements from such a position should be measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement. As of December 31, 2012 and 2011 the Company does not have a liability for unrecognized tax benefits. | |||||||||
The Company has elected to include interest and penalties related to uncertain tax positions as a component of income tax expenses. To date, no penalties or interest has been accrued. | |||||||||
Tax years 2010 forward are open and subject to examination by the Federal taxing authority. The Company is not currently under examination and it has not been notified of a pending examination. |
Stockholders_Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2012 | |
Stockholders Equity | ' |
Stockholders' Equity | ' |
Common stock | |
The Company estimates the fair value of employee stock options and warrants granted using the Black-Scholes Option Pricing Model. Key assumptions used to estimate the fair value of warrants and stock options include the exercise price of the award, the fair value of the Company’s common stock on the date of grant, the expected warrant or option term, the risk free interest rate at the date of grant, the expected volatility and the expected annual dividend yield on the Company’s common stock. | |
During the year ended December 31, 2012, the Company granted 2,044,591 warrants for board services and consulting services. The Company has valued the warrants for services using the Black Scholes Option Pricing Model, at $496,979. The warrants issued for board services were 120,000 valued at $73,800, warrants issued for third party services were 1,904,291 with a fair value at $423,179, and warrants exercised for cash were 20,602 valued at $5,075. 3,150 warrants were cancelled during 2012. | |
During the year ended December 31, 2011, the Company granted 114,000 warrants for board services and 152,400 warrants for consulting services valued with the Black Scholes pricing model at $312,000. |
Warrants_for_Stock
Warrants for Stock | 12 Months Ended | ||||||||||||||||||||||
Dec. 31, 2012 | |||||||||||||||||||||||
Warrants For Stock | ' | ||||||||||||||||||||||
Warrants for Stock | ' | ||||||||||||||||||||||
At December 31, 2012 and 2011 warrants outstanding for common stock of the Company were as follows: | |||||||||||||||||||||||
Number of Shares Underlying Warrants | Weighted Average Exercise Price | ||||||||||||||||||||||
Balance at January 1, 2012 | 603,145 | $ | 3.26 | ||||||||||||||||||||
Granted | 2,044,591 | 0.52 | |||||||||||||||||||||
Exercised | -20,300 | 0.25 | |||||||||||||||||||||
Cancelled | -3,150 | 0.5 | |||||||||||||||||||||
Balance at December 31, 2012 | 2,624,286 | $ | 1.15 | ||||||||||||||||||||
Number of Shares Underlying Warrants | Weighted Average Exercise Price | ||||||||||||||||||||||
Balance at January 1, 2011 (Restated for 1:50 stock split) | 336,745 | $ | 5.4 | ||||||||||||||||||||
Granted | 266,400 | 0.55 | |||||||||||||||||||||
Exercised | - | - | |||||||||||||||||||||
Cancelled | - | - | |||||||||||||||||||||
Balance at December 31, 2011 | 603,145 | $ | 3.26 | ||||||||||||||||||||
The following table summarizes information about underlying outstanding warrants for common stock of the Company outstanding and exercisable as of December 31, 2012: | |||||||||||||||||||||||
Warrants Outstanding | Warrants Exercisable | ||||||||||||||||||||||
Range of | Number of Shares | Weighted Average | Weighted Average | Number of Shares | Weighted Average | ||||||||||||||||||
Exercise Prices | Underlying Warrants | Exercise Price | Remaining Contractual | Underlying Warrants | Exercise Price | ||||||||||||||||||
Life (in years) | |||||||||||||||||||||||
$ | 12.50 – $17.50 | 125,245 | $ | 13.03 | 8.6 | 125,245 | $ | 13.03 | |||||||||||||||
$ | 0.25 - $2.50 | 2,499,041 | $ | 0.56 | 4.2 | 2,499,041 | $ | 0.56 | |||||||||||||||
2,624,286 | 2,624,286 | ||||||||||||||||||||||
The following table summarizes information about underlying outstanding warrants for common stock of the Company outstanding and exercisable as of December 31, 2011: | |||||||||||||||||||||||
Warrants Outstanding | Warrants Exercisable | ||||||||||||||||||||||
Range of | Number of Shares | Weighted Average | Weighted Average Remaining Contractual Life (in years) | Number of Shares | Weighted Average | ||||||||||||||||||
Exercise Prices | Underlying Warrants | Exercise Price | Underlying Warrants | Exercise Price | |||||||||||||||||||
$ | 12.50 – $17.50 | 125,245 | $ | 13.03 | 9.6 | 125,245 | $ | 13.03 | |||||||||||||||
$ | 0.25 - $2.50 | 477,900 | $ | 0.69 | 3.8 | 477,900 | $ | 0.69 | |||||||||||||||
603,145 | 603,145 | ||||||||||||||||||||||
All future changes in the fair value of these warrants will be recognized currently in earnings until such time as the warrants are exercised or expire. These common stock purchase warrants do not trade in an active securities market, and as such, we estimate the fair value of these warrants using the Black-Scholes Option Pricing Model using the following assumptions: | |||||||||||||||||||||||
2012 | 2011 | ||||||||||||||||||||||
Risk free interest rates | .62% - 1.04 | % | .81% - 2.40 | % | |||||||||||||||||||
Expected life | 5 years | 5 years | |||||||||||||||||||||
Estimated volatility | 514.9% - 577.0 | % | 673.3% - 693.6 | % | |||||||||||||||||||
Dividend yield | 0 | % | 0 | % | |||||||||||||||||||
Expected volatility is based primarily on historical volatility. Historical volatility was computed using daily pricing observations for recent periods that correspond to the remaining life of the warrants. We believe this method produces an estimate that is representative of our expectations of future volatility over the expected term of these warrants. We currently have no reason to believe future volatility over the expected remaining life of these warrants is likely to differ materially from historical volatility. The expected life is based on the remaining term of the warrants. The risk-free interest rate is based on U.S. Treasury securities. | |||||||||||||||||||||||
At December 31, 2012 and 2011 the aggregate intrinsic value of the warrants outstanding and exercisable was $43,515 and $417,060, respectively. The intrinsic value of a warrant is the amount by which the market value of the underlying warrant exercise price exceeds the market price of the stock at December 31 of each year. | |||||||||||||||||||||||
Stock_Options
Stock Options | 12 Months Ended | ||||||||||||||||||||||||||||||
Dec. 31, 2012 | |||||||||||||||||||||||||||||||
Stock Options | ' | ||||||||||||||||||||||||||||||
Stock Options | ' | ||||||||||||||||||||||||||||||
The following table summarizes stock option activity in the Company’s stock-based compensation plans for the year ended December 31, 2012. All options issued were non-qualified stock options. All options have been restated for the 1:50 reverse stock split on January 12, 2012. | |||||||||||||||||||||||||||||||
Number of | Weighted Average Exercise Price | Aggregate | Number of | Weighted Average Fair Value At | |||||||||||||||||||||||||||
Shares | Intrinsic Value (1) | Shares Exercisable | Date of Grant | ||||||||||||||||||||||||||||
Outstanding at December 31, 2010 | - | - | - | - | |||||||||||||||||||||||||||
Granted at Fair Value | 180,000 | $ | 0.83 | 80,000 | $ | 1.35 | |||||||||||||||||||||||||
Exercised | - | - | |||||||||||||||||||||||||||||
Cancelled | - | - | - | ||||||||||||||||||||||||||||
Outstanding at December 31, 2011 | 180,000 | $ | 0.83 | $ | 147,000 | 80,000 | |||||||||||||||||||||||||
Granted at Fair Value | 130,000 | $ | 0.84 | 45,000 | $ | 1.32 | |||||||||||||||||||||||||
Exercised | - | - | |||||||||||||||||||||||||||||
Cancelled | 90,000 | $ | 0.83 | - | |||||||||||||||||||||||||||
Outstanding at December 31, 2012 | 220,000 | $ | 0.84 | $ | 0 | 125,000 | |||||||||||||||||||||||||
-1 | The intrinsic value of a stock option is the amount by which the market value of the underlying stock exceeds the exercise price of the option at December 31, 2012. If the exercise price exceeds the market value, there is no intrinsic value. | ||||||||||||||||||||||||||||||
The fair value of the stock option grants are amortized over the respective vesting period using the straight-line method and assuming no forfeitures and cancelations. The Company has no historical experience to estimate forfeitures and cancellations. | |||||||||||||||||||||||||||||||
Compensation expense related to stock options included in Exploration Expense and General and Administrative Expense in the accompanying consolidated statement of operations for the years ended December 31, 2012 and December 31, 2011, was $191,719, and $108,000, respectively. The estimated unrecognized compensation cost from unvested options as of December 31, 2012 was approximately $64,156, which is expected to be recognized over a period of 1.2 years. | |||||||||||||||||||||||||||||||
Stock options are granted at the fair market value of the Company’s common stock on the date of grant. Options granted to officers and other employees vest immediately or over 24 months as provided in the option at the date of grant. | |||||||||||||||||||||||||||||||
The fair value of each option granted in 2012 and 2011 was estimated using the Black-Scholes Option Pricing Model. The following assumptions were used to compute the weighted average fair value of options granted during the periods presented. | |||||||||||||||||||||||||||||||
2012 | 2011 | ||||||||||||||||||||||||||||||
Expected life of option | 0 to 6 years | 0 to 6 years | |||||||||||||||||||||||||||||
Risk free interest rates | .8% - .8 | % | 0.9 | % | |||||||||||||||||||||||||||
Estimated volatility | 514.9% - 585.0 | % | 685.1 | % | |||||||||||||||||||||||||||
Dividend yield | 0 | % | 0 | % | |||||||||||||||||||||||||||
The following table summarizes information about stock options outstanding at December 31, 2012: | |||||||||||||||||||||||||||||||
Range of | Number of | Weighted | Weighted | Aggregate | Number | Weighted Average Exercise | Aggregate | ||||||||||||||||||||||||
Exercise Prices | Options | Average | Average | Intrinsic | Exercisable | Price of Exercisable Options | Intrinsic | ||||||||||||||||||||||||
Remaining | Exercise | Value (1) | Value (1) | ||||||||||||||||||||||||||||
Contractual | Price | ||||||||||||||||||||||||||||||
Life (Years) | |||||||||||||||||||||||||||||||
$ | .50 - $1.00 | 220,000 | 4.1 | $ | 0.84 | $ | 0 | 164,378 | $ | 0.78 | $ | 0 | |||||||||||||||||||
-1 | The intrinsic value of a stock option is the amount by which the market value of the underlying stock exceeds the exercise price of the option at December 31, 2012. If the exercise price exceeds the market value, there is no intrinsic value. | ||||||||||||||||||||||||||||||
The following table summarizes information about options outstanding at December 31, 2011: | |||||||||||||||||||||||||||||||
Range of | Number of | Weighted | Weighted | Aggregate | Number | Weighted | Aggregate | ||||||||||||||||||||||||
Exercise Prices | Options | Average | Average | Intrinsic | Exercisable | Average | Intrinsic | ||||||||||||||||||||||||
Remaining | Exercise | Value (1) | Exercise | Value | |||||||||||||||||||||||||||
Contractual | Price | Price of Exercisable Options | |||||||||||||||||||||||||||||
Life (Years) | |||||||||||||||||||||||||||||||
$ | 0.01 - $0.02 | 180,000 | 4.7 | $ | 0.85 | $ | 147,000 | 80,000 | $ | 0.65 | $ | 82,000 | |||||||||||||||||||
A summary of the Company’s non-vested stock options at December 31, 2012 and December 31, 2011 and changes during the years are presented below. | |||||||||||||||||||||||||||||||
Non-Vested Stock Options | Options | Weighted Average Grant Date Fair Value | |||||||||||||||||||||||||||||
Non-Vested at December 31, 2011 | 100,000 | $ | 1.35 | ||||||||||||||||||||||||||||
Granted | 85,000 | $ | 1.36 | ||||||||||||||||||||||||||||
Vested | (69,378 | ) | $ | 1.26 | |||||||||||||||||||||||||||
Forfeited | (60,000 | ) | $ | 1.65 | |||||||||||||||||||||||||||
Non-Vested at December 31, 2012 | 55,622 | $ | 1.15 | ||||||||||||||||||||||||||||
Non-Vested Stock Options | Options | Weighted Average Grant Date Fair Value | |||||||||||||||||||||||||||||
Non-Vested at December 31, 2010 | 0 | $ | 0 | ||||||||||||||||||||||||||||
Granted | 180,000 | $ | 1.35 | ||||||||||||||||||||||||||||
Vested | (80,000 | ) | $ | 1.26 | |||||||||||||||||||||||||||
Forfeited | 0 | $ | 1.65 | ||||||||||||||||||||||||||||
Non-Vested at December 31, 2011 | 100,000 | $ | 1.15 |
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2012 | |
Commitments And Contingencies | ' |
Commitments and Contingencies | ' |
Leases | |
Rent expense for the years ended December 31, 2012 and 2011 was $23,570 and $17,600, respectively. Future annual minimum payments under non-cancellable operating leases are $30,000 and $12,000 for the years ending December 31, 2013 and 2014, respectively. | |
Litigation | |
Cause No. 08-04-07047-CV; Oz Gas Corporation v. Remuda Operating Company, et al. v. Victory Energy Corporation. ; In the 112 th District Court of Crockett County, Texas. | |
Plaintiff Oz Gas Corporation sued Victory Energy Corporation and other parties for bad faith trespass, among other claims, regarding the drilling of two wells on lands that Oz Gas Corporation claims title to. Victory Energy Corporation has a 50% interest in one of the named wells involved in this lawsuit (that being well 155-2 on the Adams Baggett Ranch in Crockett County, Texas). The lawsuit was originally filed against other parties in April 2008, and Victory intervened in the case on November 18, 2009 to protect its interest in the 155-2 well. | |
The case was tried in February 2012. The Court found in favor of Oz and rendered verdict against Victory and the other defendants for the sum of $137,000, which was accrued at December 31, 2012. Victory Energy Corporation has appealed this decision to the 8th Court of Appeals in El Paso, Texas, and the case has been fully briefed and submitted. We believe that the trial verdict will be reversed on appeal and that Victory Energy Corporation’s title to the 155-2 will be affirmed. | |
Cause No. CV-47,230; James Capital Energy, LLC and Victory Energy Corporation v. Jim Dial, et al.; In the 142nd District Court of Midland County, Texas. | |
This lawsuit was filed on January 19, 2010 by James Capital Energy, LLC and Victory Energy Corporation against numerous parties for fraud, fraudulent inducement, negligent misrepresentation, breach of contract, breach of fiduciary duty, trespass, conversion and a few other related causes of action. This lawsuit stems from an investment made by Victory for the purchase of six wells on the Adams Baggett Ranch. | |
On December 9, 2010, Victory was granted an interlocutory Default Judgment against Defendants Jim Dial, 1st Texas Natural Gas Company, Inc., Universal Energy Resources, Inc., Grifco International, Inc., and Precision Drilling & Exploration, Inc. The total judgment amounted to $17.2 million. No amounts have been recorded for this matter as of December 31, 2012. | |
Recently Victory has added additional parties to this lawsuit. Discovery is ongoing in this case and no trial date has been set at this time. | |
Victory believes that it will be victorious against all the remaining Defendants in this case. | |
On October 20, 2011 Defendant Remuda filed a Motion to Consolidate and a Counterclaim against Victory. Remuda is seeking to consolidate this case with two other cases in which Remuda is the named Defendant. An objection to this motion was filed and the cases have not been consolidated. Additionally, we do not believe that the counterclaim made by Remuda has any legal merit. | |
Cause No. 10-09-07213; Perry Howell, et al. v. Charles Gary Garlitz, et al. ; In the 112 th District Court of Crockett County, Texas. | |
The above referenced lawsuit was filed on September 6, 2010. This lawsuit alleges that Cambrian Management, Ltd. and Victory Energy Corporation trespassed on lands owned by the Plaintiffs in the drilling of the Adams-Baggett 115-8 well in Crockett County, Texas. | |
Discovery is ongoing in this case and the case is set for trial in July 2014. Victory Energy Corporation believes that the claims have no merit and that it will prevail at trial. | |
Cause No. D-1-GN-13-00044; Aurora Energy Partners and Victory Energy Corporation v. Crooked Oaks; In the 261st District Court of Travis County, Texas. | |
The Company has yet to collect an installment balance of $200,000 for the sale of its Jones County, Texas oil and gas interests in May of 2012. The Company believes it will ultimately recover this receivable balance, but has provided for it as an allowance for doubtful accounts for the entire $200,000 balance, and has not included it in the net accounts receivable balance of the Company’s 2012 consolidated financial statements. |
Related_Party_Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2012 | |
Related Party Transactions | ' |
Related Party Transactions | ' |
During the year ended December 31, 2012, we incurred a total of $153,355 of accounting services with Miranda & Associates, owned by Robert Miranda, a director, a Professional Accountancy Corporation (“Miranda”). As of December 31, 2012, Miranda was owed $825 for these professional services. | |
During the year ended December 31, 2012 we incurred a total of $198,009 in legal fees with The McCall Firm. David McCall is the Company’s general counsel and a director, and is a partner in The McCall Firm. The fees are attributable to litigation involving the Company’s oil and natural gas operations in Texas. As of December 31, 2012, the Company owed The McCall Firm approximately $16,679 for these professional services. | |
On January 7, 2011, the Company entered into an Employment Agreement with Kenneth Hill, wherein he agreed to serve as Vice President and Chief Operating Officer of the Company. The term of the agreement began on January 10, 2011, and will end upon notice by either party. Mr. Hill will receive a base annual salary of $180,000 per year and he will participate in the Company’s employee benefit plans made available to its executive officers generally. | |
On January 7, 2011, the Company entered into an Employment Agreement with Stanley Lindsey, wherein he agreed to serve as Vice President of Exploration and Development of the Company. The term of the agreement began on January 10, 2011, and will end upon notice by either party. Mr. Lindsey will receive a base annual salary of $180,000 per year and he will participate in the Company’s employee benefit plans made available to its executive officers generally. As of April 15, 2013, Stan Lindsey is no longer employed by the Company. | |
On December 28, 2011 the Company entered into an Employment Agreement with Mark Biggers, wherein he agreed to serve as Chief Financial Officer of the Company. The term of the agreement began on January 10, 2012. Effective November 28, 2012 Mark Biggers resigned from the Company due to personal reasons. | |
During the year ended December 31, 2011, we incurred a total of $549,471 of accounting, internal audit, CEO & CFO management, and income tax, and business turnaround consulting fees with Miranda & Associates, A Professional Accountancy Corporation (“Miranda”). Of these fees, $180,000 is attributable to the services of Robert Miranda as an executive officer of the Company. The balance of approximately $120,500 is related to the work done on the Company’s SEC filings for 2007 through 2010 with the remaining balance of $248,971 related to internal audit, income tax, and advisory services provided by other members of the Miranda firm. As of December 31, 2011, Miranda & Associates was owed $66,230 for these professional services. Mr. Miranda also receives warrants for services as a director of the Company. | |
During the year ended December 31, 2011, we incurred a total of $210,332 in legal fees with The McCall Firm primarily for work in relation to the trespass law suits and other lawsuits related to the recovery of the malfeasance losses in 2008 and 2009. In November, 2011, David McCall, a principal in the The McCall Firm was appointed general counsel of the Company and was given a total of 90,000 with a fair value of approximately $132,000. As of December 31, 2011, The McCall Firm was owed $24,549 for these processional services. Mr. McCall also received warrants for services as a director of the Company. | |
Supplementary_Financial_Inform
Supplementary Financial Information on Oil and Natural Gas Exploration, Development and Production Activities | 12 Months Ended | ||||||||
Dec. 31, 2012 | |||||||||
Supplementary Financial Information On Oil And Natural Gas Exploration Development And Production Activities | ' | ||||||||
Supplementary Financial Information on Oil and Natural Gas Exploration, Development and Production Activities (Unaudited) | ' | ||||||||
The following disclosures provide unaudited information required by ASC 932, “Extractive Activities – Oil and Gas” on oil and natural gas producing activities. These disclosures include non-controlling interests in Aurora which is managed and owned 50% by Victory. | |||||||||
Results of operations from oil and natural gas producing activities (Successful Efforts Method) | |||||||||
The Company’s oil and natural gas properties are located within the United States. The Company currently has no operations in foreign jurisdictions. Results of operations from oil and natural gas producing activities are summarized below for the years ended December 31: | |||||||||
Years Ended December 31, | |||||||||
2012 | 2011 | ||||||||
Revenues | $ | 326,384 | $ | 305,180 | |||||
Costs incurred: | |||||||||
Dry hole costs | 54,678 | - | |||||||
Exploration costs | 266,514 | 559,523 | |||||||
Lease operating costs and production taxes | 150,780 | 160,736 | |||||||
Impairment of oil and natural gas reserves | 344,353 | 102,579 | |||||||
Costs incurred of asset retirement obligation | 7,002 | 1,269 | |||||||
Depletion, depreciation and amortization | 51,172 | 82,673 | |||||||
Totals, costs incurred | 877,499 | 906,780 | |||||||
Pre-tax income (loss) from producing activities | -551,115 | (601,600 | ) | ||||||
Results of oil and natural gas producing activities (excluding overhead, income taxes, and interest costs) | $ | -551,115 | $ | (601,600 | ) | ||||
Costs incurred in oil and natural gas property acquisition, exploration and development activities are summarized below for the years ended December 31: | |||||||||
Years ended December 31, | |||||||||
2012 | 2011 | ||||||||
Property acquisition and developmental costs: | |||||||||
Development | $ | 337,841 | $ | 219,700 | |||||
Undrilled leaseholds | 675,058 | 101,259 | |||||||
Asset retirement obligations | 7,002 | 1,269 | |||||||
Totals costs incurred | $ | 1,019,901 | $ | 322,228 | |||||
Oil and natural gas reserves | |||||||||
Proved reserves are estimated quantities of oil and natural gas which geological and engineering data demonstrate with reasonable certainty to be recoverable in future years from known reservoirs under existing economic and operating conditions. Proved developed reserves are proved reserves that can reasonably be expected to be recovered through existing wells with existing equipment and operating methods. | |||||||||
Proved oil and natural gas reserve quantities at December 31, 2012 and 2011 and the related discounted future net cash flows are based on estimates prepared by independent petroleum engineers. The reserves as of December 31, 2012 were derived from reserve estimates prepared by the independent reserve engineer. Such estimates have been prepared in accordance with guidelines established by the Securities and Exchange Commission. In 2009 the SEC issued guidance requiring oil and natural gas companies to calculate the value of proved reserves using prices that were calculated as the average price of the first day of the twelve months in the year. This guidance differed from the previous standard of valuing prices according to the end of year prices. The guidance does not require that prior year information be revised for the new method. As a result, this change in methods of pricing should be taken into account while reviewing the comparable information for 2012 and 2011 within this disclosure. | |||||||||
Standardized measure | |||||||||
The Company’s proved oil and natural gas reserves for the years ended December 31, 2012 and December 31, 2011 are shown below: | |||||||||
Years Ended December 31, | |||||||||
2012 | 2011 | ||||||||
Natural gas: | |||||||||
Proved developed and undeveloped reserves (mcf): | - | - | |||||||
Beginning of year | 691,100 | 714,780 | |||||||
Purchase of natural gas properties in place | - | - | |||||||
Discoveries and extensions | 7,900 | - | |||||||
Revisions | 41,992 | 21,002 | |||||||
Production | -61,582 | -44,682 | |||||||
Proved reserves, at end of year | 679,410 | 691,100 | |||||||
Years Ended December 31, | |||||||||
2012 | 2011 | ||||||||
Oil: | |||||||||
Proved developed and undeveloped reserves (bbl): | - | - | |||||||
Beginning of year | 8,040 | - | |||||||
Purchase (sale) of oil producing wells in place | -480 | 7,053 | |||||||
Discoveries and extensions | 10,880 | - | |||||||
Revisions | 7,509 | 1,559 | |||||||
Production | -1,659 | -572 | |||||||
Proved reserves, at end of year | 24,290 | 8,040 | |||||||
Years Ended December 31, | |||||||||
2012 | 2011 | ||||||||
Future cash inflows | $ | 5,167,850 | $ | 5,198,500 | |||||
Future costs: | |||||||||
Production | -1,640,960 | (2,423,560 | ) | ||||||
Development | -184,280 | (32,890 | ) | ||||||
Future cash flows | 3,342,610 | 2,742,050 | |||||||
10% annual discount for estimated timing of cash flow | -1,597,290 | (1,384,610 | ) | ||||||
Standardized measure of discounted cash flow | $ | 1,745,320 | $ | 1,357,440 | |||||
Using the SEC adjusted guidelines in place for 2012, the gas and oil prices for this analysis were set at the average price received on the “first-day-of-the-month” for 2012, for appropriate differentials. The “benchmark” prices are $94.71 per barrel and $2.76 per MMBTU. The average quarterly product prices for natural gas revenue for 2011 were $5.73/MCF. The average quarterly product price for oil revenue for 2011 ranged from $87.30 to $95.30 per bbl (barrel). | |||||||||
Future income taxes are based on year-end statutory rates, adjusted for tax basis of oil and natural gas properties and availability of applicable tax assets, such as net operating losses. A discount factor of 10% was used to reflect the timing of future net cash flows. | |||||||||
The standardized measure of discounted future net cash flows is not intended to represent the replacement cost or fair market value of the Company’s oil and natural gas properties. An estimate of fair value may also take into account, among other things, the recovery of reserves not presently classified as proved, anticipated future changes in prices and costs, and may require a discount factor more representative of the time value of money and the risks inherent in reserve estimates. | |||||||||
Changes in standardized measure | |||||||||
Included within standardized measure are reserves purchased in place. The purchase of reserves in place includes undeveloped reserves which were acquired at minimal value that have been estimated by independent reserve engineers to be recoverable through existing wells utilizing equipment and operating methods available to the Company and that are expected to be developed in the near term based on an approved plan of development contingent on available capital. | |||||||||
Changes in the standardized measure of future net cash flows relating to proved oil and natural gas reserves for the years ended December 31 is summarized below: | |||||||||
2012 | 2011 | ||||||||
Increase (decrease) | |||||||||
Sale of gas and oil, net of operating expenses | $ | (175,604 | ) | $ | 144,444 | ||||
Purchase of oil and gas properties in place | - | - | |||||||
Discoveries, extensions and improved recovery, net of future production and development costs | 244,134 | - | |||||||
Accretion of discount | 319,350 | 231,916 | |||||||
Net change in sales prices, net of production costs | - | - | |||||||
Net increase (decrease) | 387,880 | 376,360 | |||||||
Standardized measure of discounted future cash flows: | |||||||||
Beginning of the year | 1,357,440 | 981,080 | |||||||
Before Income Taxes | 1,745,320 | 1,357,440 | |||||||
Income Taxes | (601,133 | ) | (461,530 | ) | |||||
End of the year | $ | 1,144,187 | $ | 895,910 |
Subsequent_Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2012 | |
Subsequent Events | ' |
Subsequent Events | ' |
Subsequent to December 31, 2012, Aurora has raised capital contributions of $1,739,000 through the end of May 31, 2013. It is anticipated that the majority of these funds will continue to be applied in the development of the Lightnin’ Property as well as others. Also, the Company through its partnership in Aurora, has acquired a 320 acre leasehold (25% working interest and 18.75% net revenue interest) contiguous to the leasehold of its Cotter 6#1 well. The McCauley 6#2 well was spud in May and completion work is currently underway. |
Organization_and_Summary_of_Si1
Organization and Summary of Significant Accounting Policies (Policies) | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2012 | |||||||||||||||||||||||||
Organization And Summary Of Significant Accounting Policies Policies | ' | ||||||||||||||||||||||||
Basis of Presentation and Consolidation, Including Restatement: | ' | ||||||||||||||||||||||||
Victory is the managing partner of Aurora Energy Partners, a Texas General Partnership (“Aurora”), and holds a 50% partnership interest in Aurora. Aurora is consolidated with Victory for financial statement purposes, as the terms of the partnership agreement gives Victory effective control of the partnership. The consolidated financial statements include the accounts of Victory and the accounts of Aurora. The Company’s management, in considering accounting policies pertaining to consolidation, has reviewed the relevant accounting literature. The Company follows that literature, in assessing whether the rights of the non-controlling interests should overcome the presumption of consolidation when a majority voting, or controlling interest in its investee “is a matter of judgment that depends on facts and circumstances.” In applying the circumstances and contractual provisions of the partnership agreement, management determined that the non-controlling rights do not, individually or in the aggregate, provide for the non-controlling interest to “effectively participate in significant decisions that would be expected to be made in the ordinary course of business.” The rights of the non-controlling interest are protective in nature. All intercompany balances have been eliminated in consolidation. The 2011 and 2010 consolidated financial statements have been restated to present the non-controlling interest (NCI) in Aurora owned by others in the consolidated financial statements. | |||||||||||||||||||||||||
Non controlling Interests | ' | ||||||||||||||||||||||||
The Navitus Energy Group is a partner with Victory in Aurora. The two partners each own a 50% interest in Aurora. Victory is the Managing Partner and has contractual authority to manage the business affairs of Aurora. The Navitus Energy Group currently has four partners. They are James Capital Consulting, LLC ("JCC"), James Capital Energy, LLC ("JCE"), Rodinia Partners, LLC and Navitus Partners, LLC. Although this partnership has been in place since January 2008, its members and other elements have changed since that time. | |||||||||||||||||||||||||
The non-controlling interest in Aurora is held by Navitus Energy Group, a Texas general partnership. As of December 31, 2012, $2,409,497 was recorded as the equity of the non-controlling interest in our consolidated balance sheet representing the third-party investment in Aurora, with losses attributable to non-controlling interests of $359,864 for the year ended December 31, 2012. As of December 31, 2011, $1,740,933 was recorded as the equity of the non-controlling interest in our consolidated balance sheet representing the third-party investment in Aurora, with losses attributable to the non-controlling interests of $399,511 for the year ended December 31, 2011. | |||||||||||||||||||||||||
Restatements and Reclassifications: | ' | ||||||||||||||||||||||||
Certain prior year and quarterly amounts have been restated; to correctly present the non-controlling interest representing the third-party investment in Aurora in our consolidated financial statements; certain prior year amounts have been reclassified to conform to current year to correct an oil and gas impairment loss error; to correct the reporting of a separation agreement with a former CEO (John Fullenkamp) in March 2011; and to correct the income tax provisions for the years ended December 31, 2011 and 2010 in accordance with ASC 740, Accounting for Income Taxes. | |||||||||||||||||||||||||
Certain prior year amounts have been reclassified to conform to the current year presentation, which did not materially impact the restated financial statements. | |||||||||||||||||||||||||
Background and Restatement Adjustments | |||||||||||||||||||||||||
In August of 2012, the staff of the United States Securities and Exchange Commission (SEC) made inquiry to the Company regarding consolidated financial statements disclosure concerning the presentation of non-controlling interest (related to Aurora Energy Partners) on its consolidated financial statements. | |||||||||||||||||||||||||
Although this consolidated presentation was disclosed in the footnotes to the consolidated financial statements, as was the 50% non-controlling interest of Navitus in Aurora, the amount of non-controlling interest of Navitus in Aurora was not presented on the face of the consolidated financial statements. | |||||||||||||||||||||||||
After discussions with the SEC the Company determined that the amount of non-controlling interest of Navitus should also be separately stated on the face of the Company’s consolidated financial statements, in addition to being discussed in footnote disclosure. Total consolidated assets, liabilities, and stockholders equity did not change; however the non-controlling interest in Aurora is separately identified in the stockholders equity section of the consolidated financial statements. The Company net loss per share improved by the effect of the non-controlling interest in the loss of Aurora. | |||||||||||||||||||||||||
Resulting Restatement Adjustments: | |||||||||||||||||||||||||
As a result of the issues identified in the Audit Committee Review and the confirmation letter from the SEC, the consolidated financial statements were restated to present the shares of equity and shares of income and loss attributable to the Non-Controlling Interests (“NCI”) in the Company’s Consolidated Financial Statements. Beginning with cumulative equity affected as of December 31, 2010, the audited consolidated financial statements for the year ended December 31, 2011 have been restated, as have the six unaudited quarterly consolidated interim reports for the calendar years 2011 and 2012. The Company’s audited consolidated financial statements for the year ended 2012 and 2011 (restated), reported in this filing, present the NCI. | |||||||||||||||||||||||||
12/31/11 | 12/31/10 | ||||||||||||||||||||||||
ASSETS | As Originally Reported | Restatement Adjustments | As Restated | As Originally Reported | Restatement Adjustments | As Restated | |||||||||||||||||||
Current Assets | |||||||||||||||||||||||||
Cash and cash equivalents | $ | 475,623 | $ | - | 475,623 | $ | 111,572 | $ | - | $ | 111,572 | ||||||||||||||
Accounts receivable - less allowance for doubtful accounts of $200,000, and $0 for 2012 and 2011, respectively | 79,185 | - | 79,185 | 74,828 | - | 74,828 | |||||||||||||||||||
Prepaid Expenses | 29,555 | - | 29,555 | 24,898 | - | 24,898 | |||||||||||||||||||
Total current assets | 584,363 | - | 584,363 | 211,298 | - | 211,298 | |||||||||||||||||||
Fixed Assets | |||||||||||||||||||||||||
Furniture and equipment | 10,623 | - | 10,623 | 2,294 | - | 2,294 | |||||||||||||||||||
Accumulated depreciation | (3,550 | ) | - | (3,550 | ) | (2,294 | ) | - | (2,294 | ) | |||||||||||||||
Total furniture and fixtures, net | 7,073 | - | 7,073 | - | - | - | |||||||||||||||||||
Option to acquire leases and mineral rights | - | - | - | 25,000 | - | 25,000 | |||||||||||||||||||
Producing oil and natural gas properties, net of impairment | 2,019,792 | 114,778 | d | 2,134,570 | 1,466,813 | 114,778 | d | 1,581,591 | |||||||||||||||||
Accumulation depletion | (1,093,063 | ) | (6,148 | ) | e | (1,099,211 | ) | (953,084 | ) | - | (953,084 | ) | |||||||||||||
Total oil and gas properties, net | 926,729 | 108,630 | 1,035,359 | 538,729 | 114,778 | 653,507 | |||||||||||||||||||
Other Assets - Funds held at court | $ | - | $ | - | - | $ | 13,006 | $ | - | $ | 13,006 | ||||||||||||||
Total Assets | $ | 1,518,165 | $ | 108,630 | $ | 1,626,795 | $ | 763,033 | $ | 114,778 | $ | 877,811 | |||||||||||||
LIABILITIES AND STOCKHOLDERS ' EQUITY | |||||||||||||||||||||||||
Current Liabilities | |||||||||||||||||||||||||
Accounts payable | $ | 326,973 | $ | - | 326,973 | $ | 342,285 | $ | - | $ | 342,285 | ||||||||||||||
Accrued interest | 150,267 | - | 150,267 | 10,501 | - | 10,501 | |||||||||||||||||||
Accrued liabilities | 179,979 | - | 179,979 | 74,088 | - | 74,088 | |||||||||||||||||||
Accrued liabilities - related parties | - | - | - | 50,000 | - | 50,000 | |||||||||||||||||||
Line of credit - bank | - | - | - | 68,667 | - | 68,667 | |||||||||||||||||||
Amounts due former officer | - | - | - | - | 404,624 | f | 404,624 | ||||||||||||||||||
Liability for unauthorized preferred stock issued | 32,164 | - | 32,164 | 85,654 | - | 85,654 | |||||||||||||||||||
Total current liabilities | 689,383 | - | 689,383 | 631,195 | 404,624 | 1,035,819 | |||||||||||||||||||
Other Liabilities | |||||||||||||||||||||||||
Senior secured convertible debenture, net of debt discount | 632,534 | - | 632,534 | 127,338 | - | 127,338 | |||||||||||||||||||
Deferred tax liability | 748,763 | (748,763 | ) | g | - | 238,000 | (238,000 | ) | g | - | |||||||||||||||
Asset retirement obligations | 30,004 | - | 30,004 | 27,282 | - | 27,282 | |||||||||||||||||||
Total long term liabilities | 1,411,301 | (748,763 | ) | 662,538 | 392,620 | (238,000 | ) | 154,620 | |||||||||||||||||
Total liabilities | 2,100,684 | (748,763 | ) | 1,351,921 | 1,023,815 | 166,624 | 1,190,439 | ||||||||||||||||||
Stockholders' Equity | |||||||||||||||||||||||||
Common stock, $0.001 par value, 47,500,000 shares authorized, 7,647,494 shares and 2,740,734 shares issued and outstanding for 2011 and 2010, | |||||||||||||||||||||||||
respectively | 382,308 | - | 382,308 | 136,720 | - | 136,720 | |||||||||||||||||||
Additional paid-in capital | 35,126,462 | (8,499,240 | ) | a | 26,627,222 | 31,740,090 | (9,611,210 | ) | a | 22,128,880 | |||||||||||||||
Accumulated deficit | (36,091,289 | ) | 7,615,700 | b | (28,475,589 | ) | (32,137,592 | ) | 7,368,005 | b | (24,769,587 | ) | |||||||||||||
Total Victory Energy Corporation stockholders' equity | (582,519 | ) | (883,540 | ) | (1,466,059 | ) | (260,782 | ) | (2,243,205 | ) | (2,503,987 | ) | |||||||||||||
Non-controlling interest | - | 1,740,933 | 1,740,933 | - | 2,191,359 | 2,191,359 | |||||||||||||||||||
Total stockholder's equity (deficit) | (582,519 | ) | 857,393 | 274,874 | (260,782 | ) | (51,846 | ) | (312,628 | ) | |||||||||||||||
Total Liabilities and Stockholder's Equity | $ | 1,518,165 | $ | 108,630 | $ | 1,626,795 | $ | 763,033 | $ | 114,778 | $ | 877,811 | |||||||||||||
a: | Partnership contributions and distributions from January 1, 2008 through December 31, 2010 and tax provisions. | ||||||||||||||||||||||||
b: | Cumulative change in equity due to non-controlling interest from January 1, 2008 through December 31, 2010 and PCAOB adjustments. | ||||||||||||||||||||||||
c: | Non-controlling interest associated with net losses through March 31, 2011 and PCAOB adjustments. | ||||||||||||||||||||||||
d: | Adjustment to correct a material misstatement of impairment. | ||||||||||||||||||||||||
e: | Adjustment to correct a material misstatement of depreciation. | ||||||||||||||||||||||||
f: | Adjustment for liability due to former officer which was not settled as of December 31, 2010. | ||||||||||||||||||||||||
g: | Adjustment for tax provision. | ||||||||||||||||||||||||
12/31/11 | |||||||||||||||||||||||||
As Originally Reported | Restatement Adjustments | As Restated | |||||||||||||||||||||||
Revenues | |||||||||||||||||||||||||
Oil and gas sales | $ | 305,180 | $ | - | $ | 305,180 | |||||||||||||||||||
Total revenues | 305,180 | - | 305,180 | ||||||||||||||||||||||
Operating Expenses: | |||||||||||||||||||||||||
Lease operating costs | 121,580 | - | 121,580 | ||||||||||||||||||||||
Production taxes | 39,156 | - | 39,156 | ||||||||||||||||||||||
Exploration | 559,523 | - | 559,523 | ||||||||||||||||||||||
General and administrative | 2,094,768 | - | 2,094,768 | ||||||||||||||||||||||
Impairment of assets | 102,579 | - | 102,579 | ||||||||||||||||||||||
Depreciation, depletion and accretion | 76,525 | 6,148 | a | 82,673 | |||||||||||||||||||||
Total operating expenses | 2,994,131 | 6,148 | 3,000,279 | ||||||||||||||||||||||
Income (Loss) from operations | (2,688,951 | ) | (6,148 | ) | (2,695,099 | ) | |||||||||||||||||||
Other Income (Expense): | |||||||||||||||||||||||||
Gain on settlement with former officer | - | 404,624 | b | 404,624 | |||||||||||||||||||||
Interest expense | (1,815,038 | ) | - | (1,815,038 | ) | ||||||||||||||||||||
Total other income and expense | (1,815,038 | ) | 404,624 | (1,410,414 | ) | ||||||||||||||||||||
NET INCOME ( LOSS) BEFORE TAX BENEFIT | (4,503,989 | ) | 398,476 | (4,105,513 | ) | ||||||||||||||||||||
TAX BENEFIT | 550,292 | (550,292 | ) | c | - | ||||||||||||||||||||
NET INCOME (LOSS) | (3,953,697 | ) | (151,816 | ) | (4,105,513 | ) | |||||||||||||||||||
Less: net loss attributable to non-controlling interest | - | 399,511 | 399,511 | ||||||||||||||||||||||
Net loss attributable to Victory Energy Corporation | $ | (3,953,697 | ) | $ | 247,695 | $ | (3,706,002 | ) | |||||||||||||||||
Weighted average shares, basic and diluted | 5,281,307 | 5,281,307 | |||||||||||||||||||||||
Net loss per share, basic and diluted | $ | (0.75 | ) | $ | (0.70 | ) | |||||||||||||||||||
a: Adjustment to correct a material misstatement of depreciation. | |||||||||||||||||||||||||
b: Adjustment for liability due to former officer which was settled as of March 24, 2011. | |||||||||||||||||||||||||
c: Adjustment for tax provision. | |||||||||||||||||||||||||
Use of Estimates | ' | ||||||||||||||||||||||||
The preparation of our consolidated financial statements in conformity with U.S. Generally Accepted Accounting Principles (“GAAP”) requires our management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Estimates are used primarily when accounting for depreciation, depletion, and amortization (“DD&A”) expense, property costs, estimated future net cash flows from proved reserves, cost to abandon oil and natural gas properties, taxes, accruals of capitalized costs, operating costs and production revenue, capitalized general and administrative costs and interest, insurance recoveries, effectiveness and estimated fair value of derivative positions, the purchase price allocation on properties acquired, various common stock, warrants and option transactions, and contingencies. | |||||||||||||||||||||||||
Oil and Natural Gas Properties | ' | ||||||||||||||||||||||||
We follow the successful efforts method of accounting for oil and natural gas properties. Under this method, all costs associated with property acquisitions, successful exploratory wells, all development wells, including dry hole development wells, and asset retirement obligation assets are capitalized. Additionally, interest is capitalized while wells are being drilled and the underlying property is in development. Costs of exploratory wells are capitalized pending determination of whether each well has resulted in the discovery of proved reserves. Oil and natural gas mineral leasehold costs are capitalized as incurred. Items charged to expense generally include geological and geophysical costs, costs of unsuccessful exploratory wells, and oil and natural gas production costs. Capitalized costs of proved properties including associated salvage are depleted on a well-by-well or field-by-field (common reservoir) basis using the units-of-production method based upon proved producing oil and natural gas reserves. The depletion rate is the current period production as a percentage of the total proved producing reserves. The depletion rate is applied to the net book value of property costs to calculate the depletion expense. Proved reserves materially impact depletion expense. If the proved reserves decline, then the depletion rate (the rate at which we record depletion expense) increases, reducing net income. Dispositions of oil and natural gas properties are accounted for as adjustments to capitalized costs with gain or loss recognized upon sale. A gain (loss) is recognized to the extent the sales price exceeds or is less than original cost or the carrying value, net of impairment. Oil and natural gas properties are also reviewed for impairment at the end of each reporting period. Unproved property costs are excluded from depleatable costs until the related properties are developed. See impairment discussed in “Long-lived assets and intangible assets” below. | |||||||||||||||||||||||||
We depreciate other property and equipment using the straight-line method based on estimated useful lives ranging from five to 10 years. | |||||||||||||||||||||||||
The Company recorded impairment expense of $344,353 and $102,579 for 2012 and 2011 respectively, upon determining that the oil and natural gas properties were impaired. | |||||||||||||||||||||||||
Long-lived Assets and Intangible Assets | ' | ||||||||||||||||||||||||
The Company accounts for intangible assets in accordance with ASC 360, “Property, Plant and Equipment”. Intangible assets that have defined lives are subject to amortization over the useful life of the assets. Intangible assets held having no contractual factors or other factors limiting the useful life of the asset are not subject to amortization but are reviewed at least annually for impairment or when indicators suggest that impairment may be needed. Intangible assets are subject to impairment review at least annually or when there is an indication that an asset has been impaired. | |||||||||||||||||||||||||
For unproved property costs, management reviews these investments for impairment on a property-by-property basis if a triggering event should occur that may suggest that impairment may be required. | |||||||||||||||||||||||||
The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If the carrying amount of the asset, including any intangible assets associated with that asset, exceeds its estimated future undiscounted net cash flows, the Company will recognize an impairment loss equal to the difference between its carrying amount and its estimated fair value. The fair value used to calculate the impairment for producing oil and natural gas field that produces from a common reservoir is first determined by comparing the undiscounted future net cash flows associated with total proved properties to the carrying value of the underlying evaluated property. If the cost of the underlying evaluated property is in excess of the undiscounted future net cash flows, the future net cash flows are discounted at 10%, which the Company believes approximates fair value, to determine the amount of impairment. | |||||||||||||||||||||||||
Asset Retirement Obligations | ' | ||||||||||||||||||||||||
U.S. GAAP requires us to record our estimate of the fair value of liabilities related to future asset retirement obligations in the period the obligation is incurred. Asset retirement obligations relate to the removal of facilities and tangible equipment at the end of an oil and natural gas property’s useful life. The application of this rule requires the use of management’s estimates with respect to future abandonment costs, inflation, market risk premiums, useful life and cost of capital. U.S. GAAP requires that our estimate of our asset retirement obligations does not give consideration to the value the related assets could have to other parties. | |||||||||||||||||||||||||
The following table is a reconciliation of the ARO liability for continuing operations for the twelve months ended December 31, 2012 and 2011. | |||||||||||||||||||||||||
Years Ended | |||||||||||||||||||||||||
December 31, | |||||||||||||||||||||||||
2012 | 2011 | ||||||||||||||||||||||||
Asset retirement obligation at beginning of period | $ | 30,004 | $ | 27,282 | |||||||||||||||||||||
Liabilities incurred | 7,002 | 1,269 | |||||||||||||||||||||||
Revisions to previous estimates | 0 | 0 | |||||||||||||||||||||||
Accretion expense | 2,899 | 1,453 | |||||||||||||||||||||||
Asset retirement obligation at end of period | $ | 39,905 | $ | 30,004 | |||||||||||||||||||||
Other Property and Equipment | ' | ||||||||||||||||||||||||
Our office equipment in Austin, Texas is being depreciated on the straight-line method over their estimated useful life of 5 to 7 years. | |||||||||||||||||||||||||
Cash and Cash Equivalents | ' | ||||||||||||||||||||||||
The Company considers all liquid investments with a maturity of three months or less from the date of purchase that are readily convertible into cash to be cash equivalents. The Company had no cash equivalents at December 31, 20l2 and December 31, 2011, respectively. | |||||||||||||||||||||||||
Accounts Receivable | ' | ||||||||||||||||||||||||
Our accounts receivable are primarily from purchasers of natural gas and oil and exploration and production companies which own an interest in properties we operate | |||||||||||||||||||||||||
Allowance for Doubtful Accounts | ' | ||||||||||||||||||||||||
The Company recognizes an allowance for doubtful accounts to ensure trade receivables are not overstated due to un-collectability. Allowance for doubtful accounts are maintained for all customers based on a variety of factors, including the length of time receivables are past due, macroeconomic conditions, significant one-time events and historical experience. An additional allowance for individual accounts is recorded when they become aware of a customer’s inability to meet its financial obligations, such as in the case of bankruptcy filings or deterioration in the customer’s operating results or financial position. If circumstances related to customers change, estimates of the recoverability of receivables would be further adjusted. As of December 31, 2012, the Company has deemed $200,000 from the sale of oil and gas properties associated with the Jones County prospect, to be uncollectible and thus, has recorded this amount as an allowance for doubtful accounts. | |||||||||||||||||||||||||
Asset Impairment | ' | ||||||||||||||||||||||||
At December 31, 2012 and 2011, the carrying value of the Company's financial instruments such as prepaid expenses and payables approximated their fair values based on the short-term maturities of these instruments. The carrying value of other long-term liabilities approximated their fair values because the underlying interest rates approximate market rates at the balance sheet dates. Management believes that due to the Company's current credit worthiness, the fair value of long-term debt could be less than the book value; however, due to current market conditions and available information, the fair value of such debt is not readily determinable. Financial Accounting Standard Board ("FASB") ASC Topic 820 established a hierarchical disclosure framework associated with the level of pricing observability utilized in measuring fair value. This framework defined three levels of inputs to the fair value measurement process and requires that each fair value measurement be assigned to a level corresponding to the lowest level input that is significant to the fair value measurement in its entirety. The three broad levels of inputs defined by | |||||||||||||||||||||||||
FASB ASC Topic 820 hierarchy are as follows: | |||||||||||||||||||||||||
Level 1 - quoted prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date; | |||||||||||||||||||||||||
Leve1 2 - inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. If the asset or liability has a specified (contractual) term, a Leve1 2 input must be observable for substantially the full term of the asset or liability; and | |||||||||||||||||||||||||
Leve1 3 - unobservable inputs for the asset or liability. These unobservable inputs reflect the entity's own assumptions about the assumptions that market participants would use in pricing the asset or liability and are developed based on the best information available in the circumstances (which might include the reporting entity's own data). | |||||||||||||||||||||||||
The initial measurement of asset retirement obligations at fair value is calculated using discounted cash flows techniques and based on internal estimates of future retirement costs associated with proved oil and gas properties. Inputs used in the calculation of asset retirement obligations include plugging costs and reserve lives. A reconciliation of Victory’s asset retirement obligations is presented in Note 1. | |||||||||||||||||||||||||
During 2012, proved oil and gas properties with a carrying value of $395,463 were written down, based upon engineering estimates, to their fair value of $51,110, resulting in impairment charges of $344,353. During 2011, proved oil and gas properties with a carrying value of $557,034 were written down, based upon Level 3 inputs, to their fair value of $454,455, resulting in impairment charges of $102,579. Significant Level 3 assumptions associated with the calculation of discounted cash flows used in the impairment analysis include Victory’s estimate of future crude oil and natural gas prices, production costs, development expenditures, anticipated production of proved reserves, appropriate risk-adjusted discount rates and other relevant data; primarily derived from a third party independent reserve report. | |||||||||||||||||||||||||
Revenue Recognition | ' | ||||||||||||||||||||||||
The Company uses the sales method of accounting for oil and natural gas revenues. Under this method, revenues are recognized based on actual volumes of gas and oil sold to purchasers. The volumes sold may differ from the volumes to which the Company is entitled based on our interests in the properties. Differences between volumes sold and entitled volumes create oil and natural gas imbalances which are generally reflected as adjustments to reported proved oil and natural gas reserves and future cash flows in their supplemental oil and natural gas disclosures. If their excess takes of natural gas or oil exceed their estimated remaining proved reserves for a property, a natural gas or oil imbalance liability is recorded in the Consolidated Balance Sheets. | |||||||||||||||||||||||||
Concentrations | ' | ||||||||||||||||||||||||
There is a ready market for the sale of crude oil and natural gas. During 2012 and 2011, our gas field and our producing wells sold their respective gas and oil production to one purchaser for each field or well. However, because alternate purchasers of oil and natural gas are readily available at similar prices, we believe that the loss of any of our purchasers would not have a material adverse effect on our financial results. | |||||||||||||||||||||||||
Earnings per share | ' | ||||||||||||||||||||||||
Basic earnings per share are computed using the weighted average number of common shares outstanding at December 31, 2012, the weighted average number of common shares outstanding was 23,292,609. Diluted earnings per share reflect the potential dilutive effects of common stock equivalents such as options, warrants and convertible securities. Given the historical and projected future losses of the Company, all potentially dilutive common stock equivalents are considered anti-dilutive. As of December 31, 2012, the Company had 27,563,619 shares of common stock shares outstanding and 2,982,218 of common stock equivalents, comprised of 137,932 unconverted Preferred B shares, 2,624,286 warrants outstanding, and 220,000 stock options outstanding, which were anti-dilutive and not included in the earnings per share calculation. As of December 31, 2011, the weighted average number of common shares outstanding was 5,281,307. As of December 31, 2011, the Company had 7,647,494 shares of common stock outstanding, and 783,145 of common stock equivalents comprised of 603,145 warrants outstanding and 180,000 stock options outstanding, which were anti-dilutive and not included in the earnings per share calculation. | |||||||||||||||||||||||||
Income Taxes | ' | ||||||||||||||||||||||||
The Company accounts for income taxes in accordance with ASC 740 “Income Taxes” which requires an asset and liability approach for financial accounting and reporting of income taxes. Deferred income taxes reflect the impact of temporary differences between the amount of assets and liabilities for financial reporting purposes and such amounts as measured by tax laws and regulations. Deferred tax assets include tax loss and credit carry forwards and are reduced by a valuation allowance if, based on available evidence, it is more likely than not that some portion or all of the deferred tax assets will not be realized. | |||||||||||||||||||||||||
Stock Based Compensation | ' | ||||||||||||||||||||||||
The Company applies ASC 718, “Compensation-Stock Compensation” to account for its issuance of options and warrants to key partners, directors and officers. The standard requires all share-based payments, including employee stock options, warrants and restricted stock, be measured at the fair value of the award and expensed over the requisite service period (generally the vesting period). The fair value of options and warrants granted to key partners, directors and officers is estimated at the date of grant using the Black-Scholes option pricing model by using the historical volatility of the Company’s stock price. The calculation also takes into account the common stock fair market value at the grant date, the exercise price, the expected life of the common stock option or warrant, the dividend yield and the risk-free interest rate. | |||||||||||||||||||||||||
The Company from time to time may issue stock options, warrants and restricted stock to acquire goods or services from third parties. Restricted stock, options or warrants issued to third parties are recorded on the basis of their fair value, which is measured as of the date issued. The options or warrants are valued using the Black-Scholes option pricing model on the basis of the market price of the underlying equity instrument on the “valuation date,” which for options and warrants related to contracts that have substantial disincentives to non-performance, is the date of the contract, and for all other contracts is the vesting date. Expense related to the options and warrants is recognized on a straight-line basis over the shorter of the period over which services are to be received or the vesting period. | |||||||||||||||||||||||||
The Company recognized stock-based directors fee and service incentive fee compensation expense from warrants granted to directors for the years ended December 31, 2012 and 2011 of $40,500 and $312,000, respectively. | |||||||||||||||||||||||||
The Company recognized stock-based officer compensation expense from stock options granted to officers of the company for the twelve months ended December 31, 2012 and 2011 of $147,093 and $152,700 respectively. | |||||||||||||||||||||||||
Going Concern | ' | ||||||||||||||||||||||||
The accompanying consolidated financial statements have been prepared assuming the Company will continue as a going concern, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. As presented in the consolidated financial statements, the Company has incurred a net loss of $6.7 million and $3.7 million during the years ended December 31, 2012 and 2011, respectively. $4.0 million and $1.8 million, during the years ended December 31, 2012 and 2011, respectively, was for non-cash expenses including the amortization of the debt discount and warrants associated with the Company’s 10% Senior Secured Convertible Debentures, the unamortized portion of the debt discount recognized on the conversion of the 10% Senior Secured Convertible to common stock on February 29, 2012, depletion, depreciation, impairment, warrants given for services, and stock based compensation. | |||||||||||||||||||||||||
The cash proceeds from the sale of the Company’s 10% Senior Secured Convertible Debentures and new contributions to the Aurora partnership by The Navitus Energy Group (“Navitus”) have allowed the Company to continue operations and invest in new oil and natural gas properties. Management anticipates that operating losses will continue in the near term until new wells are drilled, successfully completed and incremental production increases revenue. As of December 31, 2012 on a year to date basis the Company has invested $1,012,899 in the acquisition of land or the drilling of wells. | |||||||||||||||||||||||||
The Company remains in active discussions with Navitus and others related to longer term financing required for our capital expenditures planned for 2013. Without additional outside investment from the sale of equity securities and/or debt financing, our capital expenditures and overhead expenses must be reduced to a level commensurate with available cash flows. | |||||||||||||||||||||||||
The accompanying consolidated financial statements are prepared as if the Company will continue as a going concern. The consolidated financial statements do not contain adjustments, including adjustments to recorded assets and liabilities, which might be necessary if the Company were unable to continue as a going concern. | |||||||||||||||||||||||||
Organization_and_Summary_of_Si2
Organization and Summary of Significant Accounting Policies (Tables) | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2012 | |||||||||||||||||||||||||
Organization And Summary Of Significant Accounting Policies Tables | ' | ||||||||||||||||||||||||
Consolidated Balance Sheet Restated | ' | ||||||||||||||||||||||||
12/31/11 | 12/31/10 | ||||||||||||||||||||||||
ASSETS | As Originally Reported | Restatement Adjustments | As Restated | As Originally Reported | Restatement Adjustments | As Restated | |||||||||||||||||||
Current Assets | |||||||||||||||||||||||||
Cash and cash equivalents | $ | 475,623 | $ | - | 475,623 | $ | 111,572 | $ | - | $ | 111,572 | ||||||||||||||
Accounts receivable - less allowance for doubtful accounts of $200,000, and $0 for 2012 and 2011, respectively | 79,185 | - | 79,185 | 74,828 | - | 74,828 | |||||||||||||||||||
Prepaid Expenses | 29,555 | - | 29,555 | 24,898 | - | 24,898 | |||||||||||||||||||
Total current assets | 584,363 | - | 584,363 | 211,298 | - | 211,298 | |||||||||||||||||||
Fixed Assets | |||||||||||||||||||||||||
Furniture and equipment | 10,623 | - | 10,623 | 2,294 | - | 2,294 | |||||||||||||||||||
Accumulated depreciation | (3,550 | ) | - | (3,550 | ) | (2,294 | ) | - | (2,294 | ) | |||||||||||||||
Total furniture and fixtures, net | 7,073 | - | 7,073 | - | - | - | |||||||||||||||||||
Option to acquire leases and mineral rights | - | - | - | 25,000 | - | 25,000 | |||||||||||||||||||
Producing oil and natural gas properties, net of impairment | 2,019,792 | 114,778 | d | 2,134,570 | 1,466,813 | 114,778 | d | 1,581,591 | |||||||||||||||||
Accumulation depletion | (1,093,063 | ) | (6,148 | ) | e | (1,099,211 | ) | (953,084 | ) | - | (953,084 | ) | |||||||||||||
Total oil and gas properties, net | 926,729 | 108,630 | 1,035,359 | 538,729 | 114,778 | 653,507 | |||||||||||||||||||
Other Assets - Funds held at court | $ | - | $ | - | - | $ | 13,006 | $ | - | $ | 13,006 | ||||||||||||||
Total Assets | $ | 1,518,165 | $ | 108,630 | $ | 1,626,795 | $ | 763,033 | $ | 114,778 | $ | 877,811 | |||||||||||||
LIABILITIES AND STOCKHOLDERS ' EQUITY | |||||||||||||||||||||||||
Current Liabilities | |||||||||||||||||||||||||
Accounts payable | $ | 326,973 | $ | - | 326,973 | $ | 342,285 | $ | - | $ | 342,285 | ||||||||||||||
Accrued interest | 150,267 | - | 150,267 | 10,501 | - | 10,501 | |||||||||||||||||||
Accrued liabilities | 179,979 | - | 179,979 | 74,088 | - | 74,088 | |||||||||||||||||||
Accrued liabilities - related parties | - | - | - | 50,000 | - | 50,000 | |||||||||||||||||||
Line of credit - bank | - | - | - | 68,667 | - | 68,667 | |||||||||||||||||||
Amounts due former officer | - | - | - | - | 404,624 | f | 404,624 | ||||||||||||||||||
Liability for unauthorized preferred stock issued | 32,164 | - | 32,164 | 85,654 | - | 85,654 | |||||||||||||||||||
Total current liabilities | 689,383 | - | 689,383 | 631,195 | 404,624 | 1,035,819 | |||||||||||||||||||
Other Liabilities | |||||||||||||||||||||||||
Senior secured convertible debenture, net of debt discount | 632,534 | - | 632,534 | 127,338 | - | 127,338 | |||||||||||||||||||
Deferred tax liability | 748,763 | (748,763 | ) | g | - | 238,000 | (238,000 | ) | g | - | |||||||||||||||
Asset retirement obligations | 30,004 | - | 30,004 | 27,282 | - | 27,282 | |||||||||||||||||||
Total long term liabilities | 1,411,301 | (748,763 | ) | 662,538 | 392,620 | (238,000 | ) | 154,620 | |||||||||||||||||
Total liabilities | 2,100,684 | (748,763 | ) | 1,351,921 | 1,023,815 | 166,624 | 1,190,439 | ||||||||||||||||||
Stockholders' Equity | |||||||||||||||||||||||||
Common stock, $0.001 par value, 47,500,000 shares authorized, 7,647,494 shares and 2,740,734 shares issued and outstanding for 2011 and 2010, | |||||||||||||||||||||||||
respectively | 382,308 | - | 382,308 | 136,720 | - | 136,720 | |||||||||||||||||||
Additional paid-in capital | 35,126,462 | (8,499,240 | ) | a | 26,627,222 | 31,740,090 | (9,611,210 | ) | a | 22,128,880 | |||||||||||||||
Accumulated deficit | (36,091,289 | ) | 7,615,700 | b | (28,475,589 | ) | (32,137,592 | ) | 7,368,005 | b | (24,769,587 | ) | |||||||||||||
Total Victory Energy Corporation stockholders' equity | (582,519 | ) | (883,540 | ) | (1,466,059 | ) | (260,782 | ) | (2,243,205 | ) | (2,503,987 | ) | |||||||||||||
Non-controlling interest | - | 1,740,933 | 1,740,933 | - | 2,191,359 | 2,191,359 | |||||||||||||||||||
Total stockholder's equity (deficit) | (582,519 | ) | 857,393 | 274,874 | (260,782 | ) | (51,846 | ) | (312,628 | ) | |||||||||||||||
Total Liabilities and Stockholder's Equity | $ | 1,518,165 | $ | 108,630 | $ | 1,626,795 | $ | 763,033 | $ | 114,778 | $ | 877,811 | |||||||||||||
a: | Partnership contributions and distributions from January 1, 2008 through December 31, 2010 and tax provisions. | ||||||||||||||||||||||||
b: | Cumulative change in equity due to non-controlling interest from January 1, 2008 through December 31, 2010 and PCAOB adjustments. | ||||||||||||||||||||||||
c: | Non-controlling interest associated with net losses through March 31, 2011 and PCAOB adjustments. | ||||||||||||||||||||||||
d: | Adjustment to correct a material misstatement of impairment. | ||||||||||||||||||||||||
e: | Adjustment to correct a material misstatement of depreciation. | ||||||||||||||||||||||||
f: | Adjustment for liability due to former officer which was not settled as of December 31, 2010. | ||||||||||||||||||||||||
g: | Adjustment for tax provision. | ||||||||||||||||||||||||
Consolidated Statements Of Income Restated | ' | ||||||||||||||||||||||||
12/31/11 | |||||||||||||||||||||||||
As Originally Reported | Restatement Adjustments | As Restated | |||||||||||||||||||||||
Revenues | |||||||||||||||||||||||||
Oil and gas sales | $ | 305,180 | $ | - | $ | 305,180 | |||||||||||||||||||
Total revenues | 305,180 | - | 305,180 | ||||||||||||||||||||||
Operating Expenses: | |||||||||||||||||||||||||
Lease operating costs | 121,580 | - | 121,580 | ||||||||||||||||||||||
Production taxes | 39,156 | - | 39,156 | ||||||||||||||||||||||
Exploration | 559,523 | - | 559,523 | ||||||||||||||||||||||
General and administrative | 2,094,768 | - | 2,094,768 | ||||||||||||||||||||||
Impairment of assets | 102,579 | - | 102,579 | ||||||||||||||||||||||
Depreciation, depletion and accretion | 76,525 | 6,148 | a | 82,673 | |||||||||||||||||||||
Total operating expenses | 2,994,131 | 6,148 | 3,000,279 | ||||||||||||||||||||||
Income (Loss) from operations | (2,688,951 | ) | (6,148 | ) | (2,695,099 | ) | |||||||||||||||||||
Other Income (Expense): | |||||||||||||||||||||||||
Gain on settlement with former officer | - | 404,624 | b | 404,624 | |||||||||||||||||||||
Interest expense | (1,815,038 | ) | - | (1,815,038 | ) | ||||||||||||||||||||
Total other income and expense | (1,815,038 | ) | 404,624 | (1,410,414 | ) | ||||||||||||||||||||
NET INCOME ( LOSS) BEFORE TAX BENEFIT | (4,503,989 | ) | 398,476 | (4,105,513 | ) | ||||||||||||||||||||
TAX BENEFIT | 550,292 | (550,292 | ) | c | - | ||||||||||||||||||||
NET INCOME (LOSS) | (3,953,697 | ) | (151,816 | ) | (4,105,513 | ) | |||||||||||||||||||
Less: net loss attributable to non-controlling interest | - | 399,511 | 399,511 | ||||||||||||||||||||||
Net loss attributable to Victory Energy Corporation | $ | (3,953,697 | ) | $ | 247,695 | $ | (3,706,002 | ) | |||||||||||||||||
Weighted average shares, basic and diluted | 5,281,307 | 5,281,307 | |||||||||||||||||||||||
Net loss per share, basic and diluted | $ | (0.75 | ) | $ | (0.70 | ) | |||||||||||||||||||
a: Adjustment to correct a material misstatement of depreciation. | |||||||||||||||||||||||||
b: Adjustment for liability due to former officer which was settled as of March 24, 2011. | |||||||||||||||||||||||||
c: Adjustment for tax provision. | |||||||||||||||||||||||||
Asset Retirement Obligations | ' | ||||||||||||||||||||||||
The following table is a reconciliation of the ARO liability for continuing operations for the twelve months ended December 31, 2012 and 2011. | |||||||||||||||||||||||||
Years Ended | |||||||||||||||||||||||||
December 31, | |||||||||||||||||||||||||
2012 | 2011 | ||||||||||||||||||||||||
Asset retirement obligation at beginning of period | $ | 30,004 | $ | 27,282 | |||||||||||||||||||||
Liabilities incurred | 7,002 | 1,269 | |||||||||||||||||||||||
Revisions to previous estimates | 0 | 0 | |||||||||||||||||||||||
Accretion expense | 2,899 | 1,453 | |||||||||||||||||||||||
Asset retirement obligation at end of period | $ | 39,905 | $ | 30,004 |
Oil_and_natural_gas_properties1
Oil and natural gas properties (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2012 | |||||||||
Oil And Natural Gas Properties Tables | ' | ||||||||
Components of Oil and Natural Gas Properties | ' | ||||||||
Oil and natural gas properties are comprised of the following: | |||||||||
December 31, | |||||||||
2012 | 2011 | ||||||||
Oil and natural gas properties | $ | 776,317 | $ | 101,259 | |||||
Drilling and work in process | 208,728 | 268,436 | |||||||
Proved property - purchased gas wells | 3,130,100 | 3,130,100 | |||||||
Proved property - drilled gas wells | 1,753,026 | 1,753,026 | |||||||
Producing oil wells | 400,535 | 222,598 | |||||||
Total oil and natural gas properties, at cost | 6,268,706 | 5,475,419 | |||||||
Less: accumulated impairment | (3,685,202 | ) | (3,340,849 | ) | |||||
Oil and natural gas properties, net impairment | 2,583,504 | 2,134,570 | |||||||
Less: accumulated depletion | (1,145,514 | ) | (1,099,211 | ) | |||||
Oil and natural gas properties, net | 1,437,990 | 1,035,359 |
Senior_Secured_Convertible_Deb1
Senior Secured Convertible Debentures (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2012 | |||||||||
Senior Secured Convertible Debentures Tables | ' | ||||||||
Schedule of convertible debenture terms | ' | ||||||||
Period Ended | Convertible Debentures Raised (Converted) | Beneficial Conversion Value | |||||||
12/31/10 | $ | 827,275 | $ | 700,708 | |||||
3/31/11 | $ | 910,000 | $ | 910,000 | |||||
6/30/11 | $ | 882,500 | $ | 882,500 | |||||
9/30/11 | $ | 477,500 | $ | 477,500 | |||||
12/31/11 | $ | 850,000 | $ | 850,000 | |||||
$ | 3,947,275 | $ | 3,820,708 | ||||||
Converted | $ | (1,112,500 | ) | $ | (1,618,467 | ) | |||
12/31/11 | $ | 2,834,775 | $ | 2,202,241 | |||||
12/31/12 | $ | 1,815,000 | $ | 1,753,359 | |||||
Subtotal | $ | 4,649,775 | $ | 3,955,600 | |||||
Converted | $ | (3,661,781 | ) | ||||||
2/29/12 | $ | (4,649,775 | ) | $ | (293,819 | ) | |||
Outstanding | $ | 0 | $ | 0 | |||||
Schedule of convertible debenture components | ' | ||||||||
The senior secured convertible 10% Senior Secured Convertible Debentures consists of the following at December 31: | |||||||||
December 31, | |||||||||
2012 | 2011 | ||||||||
Convertible debenture, interest at 10% per annum payable quarterly, due September 30, 2013 with separable warrants | $ | 2,834,775 | $ | 3,395,000 | |||||
Convertible debenture, interest at 10% per annum payable quarterly, due September 30, 2013 issued in exchange for notes payable and accrued interest to related party | 1,815,000 | 552,275 | |||||||
Subtotal | 4,649,775 | 3,947,275 | |||||||
Converted to common stock | -4,649,775 | -1,112,500 | |||||||
Subtotal | 0 | 2,834,775 | |||||||
Unamortized debt discount | 0 | -2,202,241 | |||||||
Net book value | $ | 0 | $ | 632,534 |
Liability_for_Unauthorized_Pre1
Liability for Unauthorized Preferred Stock Issued (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2012 | |||||||||
Liability For Unauthorized Preferred Stock Issued Tables | ' | ||||||||
Composition of Unconverted Preferred Stock Liability | ' | ||||||||
The remaining liability for the unconverted preferred stock is based on the original cash tendered and consisted of the following as of: | |||||||||
December 31, | |||||||||
2012 | 2011 | ||||||||
Liability for unauthorized preferred stock | $ | 9,283 | $ | 32,164 |
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2012 | |||||||||
Income Taxes Tables | ' | ||||||||
Deferred income tax assets | ' | ||||||||
Significant components of the Company’s are as follows: | |||||||||
12/31/12 | 12/31/11 | ||||||||
Net operating loss carryforwards | $ | 4,694,494 | $ | 4,406,441 | |||||
Accounts payable and accrued expenses | 92,891 | 234,390 | |||||||
Equity based expenses | 1,700,507 | 1,460,400 | |||||||
Accounts receivable and prepaid expenses | (76,899 | ) | (36,972 | ) | |||||
Deferred taxes | 6,410,993 | 6,064,259 | |||||||
Valuation allowance | (6,410,993 | ) | (6,064,259 | ) | |||||
Net Deferred Income Tax Assets | $ | - | $ | - | |||||
Income Taxes | ' | ||||||||
Reconciliation of the effective income tax rate to the U.S. statutory rate is as follows: | |||||||||
12/31/12 | 12/31/11 | ||||||||
Book loss | -34 | % | -34 | % | |||||
Meals and entertainment | 0.02 | 0.03 | |||||||
Debt discount accretion | 18.47 | 14.84 | |||||||
Net operating loss reduction due IRC 382 | 10.37 | - | |||||||
Change in valuation allowance | 5.14 | 19.13 | |||||||
Effective income tax rate | 0 | % | 0 | % |
Warrants_for_Stock_Tables
Warrants for Stock (Tables) | 12 Months Ended | ||||||||||||||||||||||
Dec. 31, 2012 | |||||||||||||||||||||||
Warrants For Stock Tables | ' | ||||||||||||||||||||||
Stock Warrants | ' | ||||||||||||||||||||||
At December 31, 2012 and 2011 warrants outstanding for common stock of the Company were as follows: | |||||||||||||||||||||||
Number of Shares Underlying Warrants | Weighted Average Exercise Price | ||||||||||||||||||||||
Balance at January 1, 2012 | 603,145 | $ | 3.26 | ||||||||||||||||||||
Granted | 2,044,591 | 0.52 | |||||||||||||||||||||
Exercised | -20,300 | 0.25 | |||||||||||||||||||||
Cancelled | -3,150 | 0.5 | |||||||||||||||||||||
Balance at December 31, 2012 | 2,624,286 | $ | 1.15 | ||||||||||||||||||||
Number of Shares Underlying Warrants | Weighted Average Exercise Price | ||||||||||||||||||||||
Balance at January 1, 2011 (Restated for 1:50 stock split) | 336,745 | $ | 5.4 | ||||||||||||||||||||
Granted | 266,400 | 0.55 | |||||||||||||||||||||
Exercised | - | - | |||||||||||||||||||||
Cancelled | - | - | |||||||||||||||||||||
Balance at December 31, 2011 | 603,145 | $ | 3.26 | ||||||||||||||||||||
Information about stock warrants | ' | ||||||||||||||||||||||
The following table summarizes information about underlying outstanding warrants for common stock of the Company outstanding and exercisable as of December 31, 2012: | |||||||||||||||||||||||
Warrants Outstanding | Warrants Exercisable | ||||||||||||||||||||||
Range of | Number of Shares | Weighted Average | Weighted Average | Number of Shares | Weighted Average | ||||||||||||||||||
Exercise Prices | Underlying Warrants | Exercise Price | Remaining Contractual Life (in years) | Underlying Warrants | Exercise Price | ||||||||||||||||||
$ | 12.50 – $17.50 | 125,245 | $ | 13.03 | 8.6 | 125,245 | $ | 13.03 | |||||||||||||||
$ | 0.25 - $2.50 | 2,499,041 | $ | 0.56 | 4.2 | 2,499,041 | $ | 0.56 | |||||||||||||||
2,624,286 | 2,624,286 | ||||||||||||||||||||||
The following table summarizes information about underlying outstanding warrants for common stock of the Company outstanding and exercisable as of December 31, 2011: | |||||||||||||||||||||||
Warrants Outstanding | Warrants Exercisable | ||||||||||||||||||||||
Range of | Number of Shares | Weighted Average | Weighted Average Remaining Contractual Life (in years) | Number of Shares | Weighted Average | ||||||||||||||||||
Exercise Prices | Underlying Warrants | Exercise Price | Underlying Warrants | Exercise Price | |||||||||||||||||||
$ | 12.50 – $17.50 | 125,245 | $ | 13.03 | 9.6 | 125,245 | $ | 13.03 | |||||||||||||||
$ | 0.25 - $2.50 | 477,900 | $ | 0.69 | 3.8 | 477,900 | $ | 0.69 | |||||||||||||||
603,145 | 603,145 | ||||||||||||||||||||||
Fair value of each warrant | ' | ||||||||||||||||||||||
2012 | 2011 | ||||||||||||||||||||||
Risk free interest rates | .62% - 1.04 | % | .81% - 2.40 | % | |||||||||||||||||||
Expected life | 5 years | 5 years | |||||||||||||||||||||
Estimated volatility | 514.9% - 577.0 | % | 673.3% - 693.6 | % | |||||||||||||||||||
Dividend yield | 0 | % | 0 | % |
Stock_Options_Tables
Stock Options (Tables) | 12 Months Ended | ||||||||||||||||||||||||||||||
Dec. 31, 2012 | |||||||||||||||||||||||||||||||
Stock Options Tables | ' | ||||||||||||||||||||||||||||||
Stock option activity | ' | ||||||||||||||||||||||||||||||
Number of | Weighted Average Exercise Price | Aggregate | Number of | Weighted Average Fair Value At | |||||||||||||||||||||||||||
Shares | Intrinsic Value (1) | Shares Exercisable | Date of Grant | ||||||||||||||||||||||||||||
Outstanding at December 31, 2010 | - | - | - | - | |||||||||||||||||||||||||||
Granted at Fair Value | 180,000 | $ | 0.83 | 80,000 | $ | 1.35 | |||||||||||||||||||||||||
Exercised | - | - | |||||||||||||||||||||||||||||
Cancelled | - | - | - | ||||||||||||||||||||||||||||
Outstanding at December 31, 2011 | 180,000 | $ | 0.83 | $ | 147,000 | 80,000 | |||||||||||||||||||||||||
Granted at Fair Value | 130,000 | $ | 0.84 | 45,000 | $ | 1.32 | |||||||||||||||||||||||||
Exercised | - | - | |||||||||||||||||||||||||||||
Cancelled | 90,000 | $ | 0.83 | - | |||||||||||||||||||||||||||
Outstanding at December 31, 2012 | 220,000 | $ | 0.84 | $ | 0 | 125,000 | |||||||||||||||||||||||||
-1 | The intrinsic value of a stock option is the amount by which the market value of the underlying stock exceeds the exercise price of the option at December 31, 2012. If the exercise price exceeds the market value, there is no intrinsic value. | ||||||||||||||||||||||||||||||
Fair value of each option granted | ' | ||||||||||||||||||||||||||||||
2012 | 2011 | ||||||||||||||||||||||||||||||
Expected life of option | 0 to 6 years | 0 to 6 years | |||||||||||||||||||||||||||||
Risk free interest rates | .8% - .8 | % | 0.9 | % | |||||||||||||||||||||||||||
Estimated volatility | 514.9% - 585.0 | % | 685.1 | % | |||||||||||||||||||||||||||
Dividend yield | 0 | % | 0 | % | |||||||||||||||||||||||||||
Information about stock options | ' | ||||||||||||||||||||||||||||||
The following table summarizes information about stock options outstanding at December 31, 2012: | |||||||||||||||||||||||||||||||
Range of | Number of | Weighted | Weighted | Aggregate | Number | Weighted Average Exercise | Aggregate | ||||||||||||||||||||||||
Exercise Prices | Options | Average | Average | Intrinsic | Exercisable | Price of Exercisable Options | Intrinsic | ||||||||||||||||||||||||
Remaining | Exercise | Value (1) | Value (1) | ||||||||||||||||||||||||||||
Contractual | Price | ||||||||||||||||||||||||||||||
Life (Years) | |||||||||||||||||||||||||||||||
$ | .50 - $1.00 | 220,000 | 4.1 | $ | 0.84 | $ | 0 | 164,378 | $ | 0.78 | $ | 0 | |||||||||||||||||||
-1 | The intrinsic value of a stock option is the amount by which the market value of the underlying stock exceeds the exercise price of the option at December 31, 2012. If the exercise price exceeds the market value, there is no intrinsic value. | ||||||||||||||||||||||||||||||
The following table summarizes information about options outstanding at December 31, 2011: | |||||||||||||||||||||||||||||||
Range of | Number of | Weighted | Weighted | Aggregate | Number | Weighted | Aggregate | ||||||||||||||||||||||||
Exercise Prices | Options | Average | Average | Intrinsic | Exercisable | Average | Intrinsic | ||||||||||||||||||||||||
Remaining | Exercise | Value (1) | Exercise | Value | |||||||||||||||||||||||||||
Contractual | Price | Price of Exercisable Options | |||||||||||||||||||||||||||||
Life (Years) | |||||||||||||||||||||||||||||||
$ | 0.01 - $0.02 | 180,000 | 4.7 | $ | 0.85 | $ | 147,000 | 80,000 | $ | 0.65 | $ | 82,000 | |||||||||||||||||||
Nonvested shares granted under the Company's stock option plan | ' | ||||||||||||||||||||||||||||||
A summary of the Company’s non-vested stock options at December 31, 2012 and December 31, 2011 and changes during the years are presented below. | |||||||||||||||||||||||||||||||
Non-Vested Stock Options | Options | Weighted Average Grant Date Fair Value | |||||||||||||||||||||||||||||
Non-Vested at December 31, 2011 | 100,000 | $ | 1.35 | ||||||||||||||||||||||||||||
Granted | 85,000 | $ | 1.36 | ||||||||||||||||||||||||||||
Vested | (69,378 | ) | $ | 1.26 | |||||||||||||||||||||||||||
Forfeited | (60,000 | ) | $ | 1.65 | |||||||||||||||||||||||||||
Non-Vested at December 31, 2012 | 55,622 | $ | 1.15 | ||||||||||||||||||||||||||||
Non-Vested Stock Options | Options | Weighted Average Grant Date Fair Value | |||||||||||||||||||||||||||||
Non-Vested at December 31, 2010 | 0 | $ | 0 | ||||||||||||||||||||||||||||
Granted | 180,000 | $ | 1.35 | ||||||||||||||||||||||||||||
Vested | (80,000 | ) | $ | 1.26 | |||||||||||||||||||||||||||
Forfeited | 0 | $ | 1.65 | ||||||||||||||||||||||||||||
Non-Vested at December 31, 2011 | 100,000 | $ | 1.15 | ||||||||||||||||||||||||||||
Supplementary_Financial_Inform1
Supplementary Financial Information on Oil and Natural Gas Exploration, Development and Production (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2012 | |||||||||
Supplementary Financial Information On Oil And Natural Gas Exploration Development And Production Tables | ' | ||||||||
Supplementary result of oil and gas operations | ' | ||||||||
The Company’s oil and natural gas properties are located within the United States. The Company currently has no operations in foreign jurisdictions. Results of operations from oil and natural gas producing activities are summarized below for the years ended December 31: | |||||||||
Years Ended December 31, | |||||||||
2012 | 2011 | ||||||||
Revenues | $ | 326,384 | $ | 305,180 | |||||
Costs incurred: | |||||||||
Dry hole costs | 54,678 | - | |||||||
Exploration costs | 266,514 | 559,523 | |||||||
Lease operating costs and production taxes | 150,780 | 160,736 | |||||||
Impairment of oil and natural gas reserves | 344,353 | 102,579 | |||||||
Costs incurred of asset retirement obligation | 7,002 | 1,269 | |||||||
Depletion, depreciation and amortization | 51,172 | 82,673 | |||||||
Totals, costs incurred | 877,499 | 906,780 | |||||||
Pre-tax income (loss) from producing activities | -551,115 | (601,600 | ) | ||||||
Results of oil and natural gas producing activities (excluding overhead, income taxes, and interest costs) | $ | -551,115 | $ | (601,600 | ) | ||||
Supplementary schedule of oil and gas properties | ' | ||||||||
Costs incurred in oil and natural gas property acquisition, exploration and development activities are summarized below for the years ended December 31: | |||||||||
Years ended December 31, | |||||||||
2012 | 2011 | ||||||||
Property acquisition and developmental costs: | |||||||||
Development | $ | 337,841 | $ | 219,700 | |||||
Undrilled leaseholds | 675,058 | 101,259 | |||||||
Asset retirement obligations | 7,002 | 1,269 | |||||||
Totals costs incurred | $ | 1,019,901 | $ | 322,228 | |||||
Supplementary schedule of oil and gas reserves | ' | ||||||||
The Company’s proved oil and natural gas reserves for the years ended December 31, 2012 and December 31, 2011 are shown below: | |||||||||
Years Ended December 31, | |||||||||
2012 | 2011 | ||||||||
Natural gas: | |||||||||
Proved developed and undeveloped reserves (mcf): | - | - | |||||||
Beginning of year | 691,100 | 714,780 | |||||||
Purchase of natural gas properties in place | - | - | |||||||
Discoveries and extensions | 7,900 | - | |||||||
Revisions | 41,992 | 21,002 | |||||||
Production | -61,582 | -44,682 | |||||||
Proved reserves, at end of year | 679,410 | 691,100 | |||||||
Years Ended December 31, | |||||||||
2012 | 2011 | ||||||||
Oil: | |||||||||
Proved developed and undeveloped reserves (bbl): | - | - | |||||||
Beginning of year | 8,040 | - | |||||||
Purchase (sale) of oil producing wells in place | -480 | 7,053 | |||||||
Discoveries and extensions | 10,880 | - | |||||||
Revisions | 7,509 | 1,559 | |||||||
Production | -1,659 | -572 | |||||||
Proved reserves, at end of year | 24,290 | 8,040 | |||||||
Years Ended December 31, | |||||||||
2012 | 2011 | ||||||||
Future cash inflows | $ | 5,167,850 | $ | 5,198,500 | |||||
Future costs: | |||||||||
Production | -1,640,960 | (2,423,560 | ) | ||||||
Development | -184,280 | (32,890 | ) | ||||||
Future cash flows | 3,342,610 | 2,742,050 | |||||||
10% annual discount for estimated timing of cash flow | -1,597,290 | (1,384,610 | ) | ||||||
Standardized measure of discounted cash flow | $ | 1,745,320 | $ | 1,357,440 | |||||
Supplementary schedule of change in measures | ' | ||||||||
Changes in the standardized measure of future net cash flows relating to proved oil and natural gas reserves for the years ended December 31 is summarized below: | |||||||||
2012 | 2011 | ||||||||
Increase (decrease) | |||||||||
Sale of gas and oil, net of operating expenses | $ | (175,604 | ) | $ | 144,444 | ||||
Purchase of oil and gas properties in place | - | - | |||||||
Discoveries, extensions and improved recovery, net of future production and development costs | 244,134 | - | |||||||
Accretion of discount | 319,350 | 231,916 | |||||||
Net change in sales prices, net of production costs | - | - | |||||||
Net increase (decrease) | 387,880 | 376,360 | |||||||
Standardized measure of discounted future cash flows: | |||||||||
Beginning of the year | 1,357,440 | 981,080 | |||||||
Before Income Taxes | 1,745,320 | 1,357,440 | |||||||
Income Taxes | (601,133 | ) | (461,530 | ) | |||||
End of the year | $ | 1,144,187 | $ | 895,910 |
Organization_and_Summary_of_Si3
Organization and Summary of Significant Accounting Policies (Details) (USD $) | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 |
Current Assets | ' | ' | ' |
Cash and cash equivalents | $158,165 | $475,623 | $111,572 |
Accounts receivable - less allowance for doubtful accounts of $200,000, and $0 for 2012 and 2011, respectively | 200,000 | 79,185 | 74,828 |
Prepaid expenses | 68,693 | 29,555 | 24,898 |
Total current assets | 384,339 | 584,363 | 211,298 |
Fixed Assets | ' | ' | ' |
Furniture and equipment | 43,173 | 10,623 | 2,294 |
Accumulated depreciation | -5,521 | -3,550 | -2,294 |
Total furniture and fixtures, net | 37,652 | 7,073 | ' |
Option to acquire leases and mineral rights | ' | ' | 25,000 |
Producing oil and natural gas properties, net of impairment | 2,583,504 | 2,019,792 | 1,466,813 |
Accumulated depletion | -1,145,514 | -1,093,063 | -953,084 |
Total oil and gas properties, net | 1,437,990 | 926,729 | 538,729 |
Other Assets - Funds held at court | ' | ' | 13,006 |
Total Assets | 1,859,981 | 1,518,165 | 763,033 |
Current Liabilities | ' | ' | ' |
Accounts payable | 4,339 | 326,973 | 342,285 |
Accrued interest | 25,639 | 150,267 | 10,501 |
Accrued liabilities | 216,444 | 179,979 | 74,088 |
Accrued liabilities - related parties | 17,504 | ' | 50,000 |
Line of credit - bank | ' | ' | 68,667 |
Amounts due former officer | ' | ' | ' |
Liability for unauthorized preferred stock issued | 9,283 | 32,164 | 85,654 |
Total current liabilities | 273,209 | 689,383 | 631,195 |
Other Liabilities | ' | ' | ' |
Senior secured convertible debenture, net of debt discount | ' | 632,534 | 127,338 |
Deferred tax liability | ' | 748,763 | 238,000 |
Asset retirement obligation | 39,905 | 30,004 | 27,282 |
Total long term liabilities | 39,905 | 1,411,301 | 392,620 |
Total liabilities | 313,114 | 2,100,684 | 1,023,815 |
Stockholders' Equity | ' | ' | ' |
Common stock, $0.001 par value, 47,500,000 shares authorized, 7,647,494 shares and 2,740,734 shares issued and outstanding for 2011 and 2010, respectively | 402,220 | 382,308 | 136,720 |
Additional paid in capital | 33,950,417 | 35,126,462 | 31,740,090 |
Accumulated deficit | -35,215,267 | -36,091,289 | -32,137,592 |
Total Victory Energy Corporation stockholders' deficit | -862,630 | -582,519 | -260,782 |
Non-controlling interest | 2,409,497 | ' | ' |
Total stockholder's equity (deficit) | ' | -582,519 | -260,782 |
Total Liabilities and Stockholders' Equity | 1,859,981 | 1,518,165 | 763,033 |
Restatement Adjustment [Member] | ' | ' | ' |
Current Assets | ' | ' | ' |
Accounts receivable - less allowance for doubtful accounts of $200,000, and $0 for 2012 and 2011, respectively | ' | ' | ' |
Prepaid expenses | ' | ' | ' |
Total current assets | ' | ' | ' |
Fixed Assets | ' | ' | ' |
Furniture and equipment | ' | ' | ' |
Accumulated depreciation | ' | ' | ' |
Total furniture and fixtures, net | ' | ' | ' |
Option to acquire leases and mineral rights | ' | ' | ' |
Producing oil and natural gas properties, net of impairment | ' | 114,778 | 114,778 |
Accumulated depletion | ' | -6,148 | ' |
Total oil and gas properties, net | ' | 108,630 | 114,778 |
Other Assets - Funds held at court | ' | ' | ' |
Total Assets | ' | 108,630 | 114,778 |
Current Liabilities | ' | ' | ' |
Accounts payable | ' | ' | ' |
Accrued interest | ' | ' | ' |
Accrued liabilities | ' | ' | ' |
Accrued liabilities - related parties | ' | ' | ' |
Line of credit - bank | ' | ' | ' |
Amounts due former officer | ' | ' | 404,624 |
Liability for unauthorized preferred stock issued | ' | ' | ' |
Total current liabilities | ' | ' | 404,624 |
Other Liabilities | ' | ' | ' |
Senior secured convertible debenture, net of debt discount | ' | ' | ' |
Deferred tax liability | ' | -748,763 | -238,000 |
Asset retirement obligation | ' | ' | ' |
Total long term liabilities | ' | -748,763 | -238,000 |
Total liabilities | ' | -748,763 | 166,624 |
Stockholders' Equity | ' | ' | ' |
Common stock, $0.001 par value, 47,500,000 shares authorized, 7,647,494 shares and 2,740,734 shares issued and outstanding for 2011 and 2010, respectively | ' | ' | ' |
Additional paid in capital | ' | -8,499,240 | -9,611,210 |
Accumulated deficit | ' | 7,615,700 | 7,368,005 |
Total Victory Energy Corporation stockholders' deficit | ' | -883,540 | -2,243,205 |
Non-controlling interest | ' | 1,740,933 | 2,191,359 |
Total stockholder's equity (deficit) | ' | 857,393 | -51,846 |
Total Liabilities and Stockholders' Equity | ' | 108,630 | 114,778 |
Restated [Member] | ' | ' | ' |
Current Assets | ' | ' | ' |
Cash and cash equivalents | ' | 475,623 | 111,572 |
Accounts receivable - less allowance for doubtful accounts of $200,000, and $0 for 2012 and 2011, respectively | ' | 79,185 | 74,828 |
Prepaid expenses | ' | 29,555 | 24,898 |
Total current assets | ' | 584,363 | 211,298 |
Fixed Assets | ' | ' | ' |
Furniture and equipment | ' | 10,623 | 2,294 |
Accumulated depreciation | ' | -3,550 | -2,294 |
Total furniture and fixtures, net | ' | 7,073 | ' |
Option to acquire leases and mineral rights | ' | ' | 25,000 |
Producing oil and natural gas properties, net of impairment | ' | 2,134,570 | 1,581,591 |
Accumulated depletion | ' | -1,099,211 | -953,084 |
Total oil and gas properties, net | ' | 1,035,359 | 653,507 |
Other Assets - Funds held at court | ' | ' | 13,006 |
Total Assets | ' | 1,626,795 | 877,811 |
Current Liabilities | ' | ' | ' |
Accounts payable | ' | 326,973 | 342,285 |
Accrued interest | ' | 150,267 | 10,501 |
Accrued liabilities | ' | 179,979 | 74,088 |
Accrued liabilities - related parties | ' | ' | 50,000 |
Line of credit - bank | ' | ' | 68,667 |
Amounts due former officer | ' | ' | 404,624 |
Liability for unauthorized preferred stock issued | ' | 32,164 | 85,654 |
Total current liabilities | ' | 689,383 | 1,035,819 |
Other Liabilities | ' | ' | ' |
Senior secured convertible debenture, net of debt discount | ' | 632,534 | 127,338 |
Deferred tax liability | ' | ' | ' |
Asset retirement obligation | ' | 30,004 | 27,282 |
Total long term liabilities | ' | 662,538 | 154,620 |
Total liabilities | ' | 1,351,921 | 1,190,439 |
Stockholders' Equity | ' | ' | ' |
Common stock, $0.001 par value, 47,500,000 shares authorized, 7,647,494 shares and 2,740,734 shares issued and outstanding for 2011 and 2010, respectively | ' | 382,308 | 136,720 |
Additional paid in capital | ' | 26,627,222 | 22,128,880 |
Accumulated deficit | ' | -28,475,589 | -24,769,587 |
Total Victory Energy Corporation stockholders' deficit | ' | -1,466,059 | -2,503,987 |
Non-controlling interest | ' | 1,740,933 | 2,191,359 |
Total stockholder's equity (deficit) | ' | 274,874 | -312,628 |
Total Liabilities and Stockholders' Equity | ' | $1,626,795 | $877,811 |
Organization_and_Summary_of_Si4
Organization and Summary of Significant Accounting Policies (Details 1) (USD $) | 12 Months Ended | |
Dec. 31, 2012 | Dec. 31, 2011 | |
Revenues | ' | ' |
Oil and gas sales | $326,384 | $305,180 |
Total revenues | 326,384 | 305,180 |
Operating Expenses: | ' | ' |
Lease operating costs | 126,131 | 121,580 |
Production taxes | 24,649 | 39,156 |
Exploration | 266,514 | 559,523 |
General and administrative | 2,823,939 | 2,094,768 |
Impairment of assets | 344,353 | 102,579 |
Depreciation, depletion and accretion | 51,172 | 76,525 |
Total operating expenses | 3,691,436 | 2,994,131 |
Income (Loss) from operations | -3,365,052 | -2,688,951 |
Other Income (Expense): | ' | ' |
Gain on settlement with former officer | ' | ' |
Interest expense | -4,009,979 | -1,815,038 |
Total other income and expense | -3,734,490 | -1,815,038 |
NET INCOME ( LOSS) BEFORE TAX BENEFIT | -7,099,542 | -4,503,989 |
TAX BENEFIT | ' | 550,292 |
NET INCOME (LOSS) | -7,099,542 | -3,953,697 |
Less: Net loss attributable to non-controlling interest | ' | ' |
Net loss attributable to Victory Energy Corporation | ' | -3,953,697 |
Weighted average shares, basic and diluted | 23,292,609 | 5,281,307 |
Net loss per share, basic and diluted | ($0.29) | ($0.75) |
Restatement Adjustment [Member] | ' | ' |
Revenues | ' | ' |
Oil and gas sales | ' | ' |
Total revenues | ' | ' |
Operating Expenses: | ' | ' |
Lease operating costs | ' | ' |
Production taxes | ' | ' |
Exploration | ' | ' |
General and administrative | ' | ' |
Impairment of assets | ' | ' |
Depreciation, depletion and accretion | ' | 6,148 |
Total operating expenses | ' | 6,148 |
Income (Loss) from operations | ' | -6,148 |
Other Income (Expense): | ' | ' |
Gain on settlement with former officer | ' | 404,624 |
Interest expense | ' | ' |
Total other income and expense | ' | 404,624 |
NET INCOME ( LOSS) BEFORE TAX BENEFIT | ' | 398,476 |
TAX BENEFIT | ' | -550,292 |
NET INCOME (LOSS) | ' | -151,816 |
Less: Net loss attributable to non-controlling interest | ' | 399,511 |
Net loss attributable to Victory Energy Corporation | ' | 247,695 |
Restated [Member] | ' | ' |
Revenues | ' | ' |
Oil and gas sales | ' | 305,180 |
Total revenues | ' | 305,180 |
Operating Expenses: | ' | ' |
Lease operating costs | ' | 121,580 |
Production taxes | ' | 39,156 |
Exploration | ' | 559,523 |
General and administrative | ' | 2,094,768 |
Impairment of assets | ' | 102,579 |
Depreciation, depletion and accretion | ' | 82,673 |
Total operating expenses | ' | 3,000,279 |
Income (Loss) from operations | ' | -2,695,099 |
Other Income (Expense): | ' | ' |
Gain on settlement with former officer | ' | 404,624 |
Interest expense | ' | -1,815,038 |
Total other income and expense | ' | -1,410,414 |
NET INCOME ( LOSS) BEFORE TAX BENEFIT | ' | -4,105,513 |
TAX BENEFIT | ' | ' |
NET INCOME (LOSS) | ' | -4,105,513 |
Less: Net loss attributable to non-controlling interest | ' | 399,511 |
Net loss attributable to Victory Energy Corporation | ' | ($3,706,002) |
Weighted average shares, basic and diluted | ' | 5,281,307 |
Net loss per share, basic and diluted | ' | ($0.70) |
Organization_and_Summary_of_Si5
Organization and Summary of Significant Accounting Policies (Details 2) (USD $) | 12 Months Ended | |
Dec. 31, 2012 | Dec. 31, 2011 | |
Organization And Summary Of Significant Accounting Policies Details 2 | ' | ' |
Asset retirement obligation at beginning of period | $30,004 | $27,282 |
Liabilities incurred | 7,002 | 1,269 |
Revisions to previous estimates | 0 | 0 |
Accretion expense | 2,899 | 1,453 |
Asset retirement obligation at end of period | $39,905 | $30,004 |
Organization_and_Summary_of_Si6
Organization and Summary of Significant Accounting Policies (Details Narrative) (USD $) | 12 Months Ended | ||
Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | |
Common Stock, shares authorized | 47,500,000 | ' | ' |
Common Stock, par value | $0.00 | ' | ' |
Common Stock, outstanding | 27,563,619 | ' | ' |
Non-controlling interest | $2,409,497 | ' | ' |
Net loss attributable to non-controlling interest | 359,864 | 399,511 | ' |
Impairment losses | 344,353 | 102,579 | ' |
Allowance for doubtful accounts | 200,000 | 79,185 | 74,828 |
Oil and gas properties with a carrying value | 395,463 | 557,034 | ' |
Oil and gas properties fair value | 51,110 | 454,455 | ' |
Common stock equivalents | 2,982,218 | ' | ' |
Unconverted Preferred B shares | 137,932 | ' | ' |
Stock Based Compensation | 191,719 | 108,000 | ' |
Net Loss | 6,739,678 | 4,105,513 | ' |
Non-cash expenses including the amortization of the debt discount and warrants | 4,009,979 | 1,815,038 | ' |
Payment to acquire land and drilling of wells | 1,012,899 | ' | ' |
Weighted average number of common shares outstanding | 23,292,609 | 5,281,307 | ' |
Warrant [Member] | ' | ' | ' |
Shares outstanding | 2,624,286 | 603,145 | ' |
Stock Option [Member] | ' | ' | ' |
Shares outstanding | 220,000 | 180,000 | ' |
Directors [Member} | ' | ' | ' |
Stock Based Compensation | 40,500 | 312,000 | ' |
Officer [Member} | ' | ' | ' |
Stock Based Compensation | 147,093 | 152,700 | ' |
Restated [Member] | ' | ' | ' |
Common Stock, shares authorized | ' | 47,500,000 | ' |
Common Stock, par value | ' | $0.00 | ' |
Common Stock, outstanding | ' | 7,647,494 | ' |
Non-controlling interest | ' | 1,740,933 | 2,191,359 |
Net loss attributable to non-controlling interest | ' | 399,511 | ' |
Impairment losses | ' | 102,579 | ' |
Allowance for doubtful accounts | ' | 79,185 | 74,828 |
Common stock equivalents | ' | 783,145 | ' |
Stock Based Compensation | ' | 108,000 | ' |
Net Loss | ' | 3,706,002 | ' |
Non-cash expenses including the amortization of the debt discount and warrants | ' | $1,815,038 | ' |
Weighted average number of common shares outstanding | ' | 5,281,307 | ' |
Oil_and_natural_gas_properties2
Oil and natural gas properties (Details) (USD $) | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 |
Oil and natural gas properties | $776,317 | ' | ' |
Drilling and work in process | 208,728 | ' | ' |
Producing oil wells | 400,535 | ' | ' |
Total oil and natural gas properties, at cost | 6,268,706 | ' | ' |
Less: accumulated impairment | -3,685,202 | ' | ' |
Oil and natural gas properties, net impairment | 2,583,504 | ' | ' |
Less: accumulated depletion | -1,145,514 | -1,093,063 | -953,084 |
Oil and natural gas properties, net | 1,437,990 | 926,729 | 538,729 |
Restated [Member] | ' | ' | ' |
Oil and natural gas properties | ' | 101,259 | ' |
Drilling and work in process | ' | 268,436 | ' |
Producing oil wells | ' | 222,598 | ' |
Total oil and natural gas properties, at cost | ' | 5,475,419 | ' |
Less: accumulated impairment | ' | -3,340,849 | ' |
Oil and natural gas properties, net impairment | ' | 2,134,570 | ' |
Less: accumulated depletion | ' | -1,099,211 | -953,084 |
Oil and natural gas properties, net | ' | 1,035,359 | 653,507 |
Purchased Wells [Member] | ' | ' | ' |
Proved property | 3,130,100 | 3,130,100 | ' |
Drilled Wells [Member] | ' | ' | ' |
Proved property | $1,753,026 | $1,753,026 | ' |
Oil_and_natural_gas_properties3
Oil and natural gas properties (Details Narrative) (USD $) | 12 Months Ended | |
Dec. 31, 2012 | Dec. 31, 2011 | |
Oil And Natural Gas Properties Details Narrative | ' | ' |
Depletion, depreciation, and accretion expense | $51,172 | $82,673 |
Impairment losses | $344,353 | $102,579 |
Senior_Secured_Convertible_Deb2
Senior Secured Convertible Debentures (Details) (USD $) | 12 Months Ended |
Dec. 31, 2012 | |
Convertible debenture raised | $3,947,275 |
Beneficial conversion value | 3,820,708 |
12/31/2010 [Member] | ' |
Convertible debenture raised | 827,275 |
Beneficial conversion value | 700,708 |
3/31/2011[Member] | ' |
Convertible debenture raised | 910,000 |
Beneficial conversion value | 910,000 |
6/30/2011 [Member] | ' |
Convertible debenture raised | 882,500 |
Beneficial conversion value | 882,500 |
9/30/2011 [Member] | ' |
Convertible debenture raised | 477,500 |
Beneficial conversion value | 477,500 |
12/31/2011 [Member] | ' |
Convertible debenture raised | 850,000 |
Beneficial conversion value | 850,000 |
Converted year one [Member] | ' |
Convertible debenture raised | -1,112,500 |
Beneficial conversion value | -1,618,467 |
12/31/2011 [Member] | ' |
Convertible debenture raised | 2,834,775 |
Beneficial conversion value | 2,202,241 |
12/31/2012 [Member] | ' |
Convertible debenture raised | 1,815,000 |
Beneficial conversion value | 1,753,359 |
Subtotal [Member] | ' |
Convertible debenture raised | 4,649,775 |
Beneficial conversion value | 3,955,600 |
Converted for year two [Member] | ' |
Convertible debenture raised | ' |
Beneficial conversion value | -3,661,781 |
2/29/2012 [Member] | ' |
Convertible debenture raised | -4,649,775 |
Beneficial conversion value | -293,819 |
Outstanding [Member] | ' |
Convertible debenture raised | 0 |
Beneficial conversion value | $0 |
Senior_Secured_Convertible_Deb3
Senior Secured Convertible Debentures (Details 1) (USD $) | Dec. 31, 2012 | Dec. 31, 2011 |
Convertible Debentures | $4,649,775 | $3,947,275 |
Converted common stock, Subtotal | 0 | 2,834,775 |
Unamortized Debt Discount | 0 | -2,202,241 |
Net book value | 0 | 632,534 |
Convertible debenture separable warrants [Member] | ' | ' |
Convertible Debentures | 2,834,775 | 3,395,000 |
Convertible debenture notes payable and accrued interest [Member] | ' | ' |
Convertible Debentures | 1,815,000 | 552,275 |
Converted common stock [Member] | ' | ' |
Converted common stock, Subtotal | ($4,649,775) | ($1,112,500) |
Senior_Secured_Convertible_Deb4
Senior Secured Convertible Debentures (Details Narrative) (USD $) | 12 Months Ended | |
Dec. 31, 2012 | Dec. 31, 2011 | |
Senior Secured Convertible Debentures | ' | ' |
Raised from Accredited investors | $4,935,000 | $4,935,000 |
Senior Secured Convertible Debentures | 10.00% | 10.00% |
Fair value of the warrants | 61,649 | ' |
Beneficial conversion feature | 1,753,351 | 3,120,000 |
Beneficial conversion feature discount | $1,815,000 | $3,120,000 |
Liability_for_Unauthorized_Pre2
Liability for Unauthorized Preferred Stock Issued (Details) (USD $) | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 |
Liability For Unauthorized Preferred Stock Issued Details | ' | ' | ' |
Liability for unauthorized preferred stock | $9,283 | $32,164 | $85,654 |
Liability_for_Unauthorized_Pre3
Liability for Unauthorized Preferred Stock Issued (Details Narrative) (USD $) | 1 Months Ended | ||
Dec. 31, 2006 | Dec. 31, 2012 | Dec. 31, 2011 | |
Liability For Unauthorized Preferred Stock Issued Details Narrative | ' | ' | ' |
Preferred stock shares authorized | 10,000,000 | ' | ' |
Preferred Stock, convertible to common stock number of shares to be issued for each preferred stock upon conversion | 100 | ' | ' |
Number of preferred stock shares issued | 715,517 | ' | ' |
Value of preferred stock issued | $246,950 | ' | ' |
Number of unconverted preferred stock shares | ' | 68,966 | 238,966 |
Income_Taxes_Details
Income Taxes (Details) (USD $) | Dec. 31, 2012 | Dec. 31, 2011 |
Income Taxes Details | ' | ' |
Net operating loss carryforwards | $4,694,494 | $4,406,441 |
Accounts payable and accrued expenses | 92,891 | 234,390 |
Equity based expenses | 1,700,507 | 1,460,400 |
Accounts receivable and prepaid expenses | -76,899 | -36,972 |
Deferred taxes | 6,410,993 | 6,064,259 |
Valuation allowance | -6,410,993 | -6,064,259 |
Net Deferred Income Tax Assets | ' | ' |
Income_Taxes_Details_1
Income Taxes (Details 1) | 12 Months Ended | |
Dec. 31, 2012 | Dec. 31, 2011 | |
Summary of reconciles the U.S. statutory rates to the Company's effective tax rate | ' | ' |
Book loss | -34.00% | -34.00% |
Meals and entertainment | 0.02% | 0.03% |
Debt discount accretion | 18.47% | 14.84% |
Net operating loss reduction due IRC 382 | 10.37% | ' |
Change in valuation allowance | 5.14% | 19.13% |
Effective income tax rate | 0.00% | 0.00% |
Income_Taxes_Details_Narrative
Income Taxes (Details Narrative) (USD $) | Dec. 31, 2012 |
Income Taxes Details Narrative | ' |
Federal net operating loss carry forwards | $13,807,335 |
Federal net operating loss carry forward expire | 'Expire in 2027 |
Stockholders_Equity_Details_Na
Stockholders' Equity (Details Narrative) (USD $) | 12 Months Ended | |
Dec. 31, 2012 | Dec. 31, 2011 | |
Value of warrants using the Black Scholes Option Pricing Model | $496,979 | $312,000 |
Warrants Value | 5,075 | ' |
Warrants exercised for cash | 20,602 | ' |
Warrants cancelled | 3,150 | ' |
Board Services [Member] | ' | ' |
Warrants granted | ' | 114,000 |
Warrants issued | 120,000 | ' |
Warrants Value | 73,800 | ' |
Consulting Services [Member] | ' | ' |
Warrants granted | ' | 152,400 |
Warrants issued | 1,904,291 | ' |
Warrants Value | $423,179 | ' |
Warrants_for_Stock_Details
Warrants for Stock (Details) (Warrant [Member], USD $) | 12 Months Ended | |
Dec. 31, 2012 | Dec. 31, 2011 | |
Warrant [Member] | ' | ' |
Beginning Balance | 603,145 | 336,745 |
Granted | 2,044,591 | 266,400 |
Exercised | -20,300 | ' |
Cancelled | -3,150 | ' |
Ending Balance | 2,624,286 | 603,145 |
Weighted Average Exercise Price, Outstanding Beggining Balance | $3.26 | $5.40 |
Weighted Average Exercise Price, Granted | $0.52 | $0.55 |
Weighted Average Exercise Price, Exercised | $0.25 | ' |
Weighted Average Exercise Price, Cancelled | $0.50 | ' |
Weighted Average Exercise Price, Outstanding Ending Balance | $1.15 | $3.26 |
Warrants_for_Stock_Details1
Warrants for Stock (Details1) (Warrant [Member], USD $) | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2012 | Dec. 31, 2011 |
12.50 - $17.50 [Member] | 12.50 - $17.50 [Member] | 0.25 - $2.50 [Member] | 0.25 - $2.50 [Member] | ||||
Outstanding Warrants | ' | ' | ' | ' | ' | ' | ' |
Number of Shares Underlying Warrants | 2,624,286 | 603,145 | 336,745 | 125,245 | 125,245 | 2,499,041 | 477,900 |
Weighted Average Exercise Price | $1.15 | $3.26 | $5.40 | $13.03 | $13.03 | $0.56 | $0.69 |
Weighted Average Remaining Contractual Life (in years) | ' | ' | ' | '8 years 7 months 6 days | '9 years 7 months 6 days | '4 years 2 months 12 days | '3 years 9 months 18 days |
Exercisable Warrants | ' | ' | ' | ' | ' | ' | ' |
Number of Shares Underlying Warrants | 2,624,286 | 603,145 | ' | 125,245 | 125,245 | 2,499,041 | 477,900 |
Weighted Average Exercise Price | ' | ' | ' | $13.03 | $13.03 | $0.56 | $0.69 |
Warrants_for_Stock_Details2
Warrants for Stock (Details2) (Warrant [Member]) | 12 Months Ended | |
Dec. 31, 2012 | Dec. 31, 2011 | |
Expected life (in years) | '5 years | '5 years |
Dividend yield | 0.00% | 0.00% |
Minimum [Member] | ' | ' |
Risk-free interest rates | 0.62% | 0.81% |
Estimated volatility | 514.90% | 673.30% |
Maximum [Member] | ' | ' |
Risk-free interest rates | 1.04% | 2.40% |
Estimated volatility | 577.00% | 693.60% |
Warrants_for_Stock_Details_Nar
Warrants for Stock (Details Narrative) (Warrant [Member], USD $) | Dec. 31, 2012 | Dec. 31, 2011 |
Warrant [Member] | ' | ' |
Aggregate intrinsic value of the warrants outstanding and exercisable | $43,515 | $417,060 |
Stock_Options_Details
Stock Options (Details) (Stock Option [Member], USD $) | 12 Months Ended | |
Dec. 31, 2012 | Dec. 31, 2011 | |
Stock Option [Member] | ' | ' |
Beginning Balance | 180,000 | ' |
Granted at Fair Value | 130,000 | 180,000 |
Exercised | ' | ' |
Cancelled | 90,000 | ' |
Ending Balance | 220,000 | 180,000 |
Weighted Average Exercise Price, Outstanding Beggining Balance | $0.83 | ' |
Weighted Average Exercise Price, Granted at Fair Value | $0.84 | $0.83 |
Weighted Average Exercise Price, Exercised | ' | ' |
Weighted Average Exercise Price, Cancelled | $0.83 | ' |
Weighted Average Exercise Price, Outstanding Ending Balance | $0.84 | $0.83 |
Aggregate Intrinsic Value, Outstanding (1) | $0 | $147,000 |
Number of Shares Exercisable | 45,000 | 80,000 |
Number of Shares Exercisable, outstanding | 125,000 | 80,000 |
Weighted Average Fair Value At Date of Grant | $1.32 | $1.35 |
Stock_Options_Details1
Stock Options (Details1) (Stock Option [Member]) | 12 Months Ended | |
Dec. 31, 2012 | Dec. 31, 2011 | |
Estimated volatility | ' | 685.10% |
Dividend yield | 0.00% | 0.00% |
Minimum [Member] | ' | ' |
Expected life (in years) | '0 years | '0 years |
Risk-free interest rates | 0.80% | 0.90% |
Estimated volatility | 514.90% | ' |
Maximum [Member] | ' | ' |
Expected life (in years) | '6 years | '6 years |
Risk-free interest rates | 0.80% | 0.90% |
Estimated volatility | 585.00% | ' |
Stock_Options_Details2
Stock Options (Details2) (Stock Option [Member], USD $) | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | Dec. 31, 2012 | Dec. 31, 2011 |
.50 - $1.00 [Member] | 0.01 - $0.02 [Member] | ||||
Number of Options | 220,000 | 180,000 | ' | 220,000 | 180,000 |
Weighted Average Remaining Contractual Life (Years) | ' | ' | ' | '4 years 1 month 6 days | '4 years 8 months 12 days |
Weighted Average Exercise Price | $0.84 | $0.83 | ' | $0.84 | $0.85 |
Aggregate Intrinsic Value (1) | ' | ' | ' | $0 | $147,000 |
Number Exercisable | 45,000 | 80,000 | ' | 164,378 | 80,000 |
Weighted Average Exercise Price of Exercisable Options | ' | ' | ' | $0.78 | $0.65 |
Aggregate Intrinsic Value (1) | ' | ' | ' | $0 | $82,000 |
Stock_Options_Details3
Stock Options (Details3) (Stock Option [Member], USD $) | 12 Months Ended | |
Dec. 31, 2012 | Dec. 31, 2011 | |
Stock Option [Member] | ' | ' |
Beginning Balance | 100,000 | 0 |
Granted | 85,000 | 180,000 |
Vested | -69,378 | -80,000 |
Forfeited | -60,000 | 0 |
Ending Balance | 55,622 | 100,000 |
Weighted Average Exercise Price, Outstanding Beggining Balance | $1.15 | $0 |
Weighted Average Exercise Price, Granted | $1.36 | $1.35 |
Weighted Average Exercise Price, Vested | $1.26 | $1.26 |
Weighted Average Exercise Price, Forfeited | $1.65 | $1.65 |
Weighted Average Exercise Price, Outstanding Ending Balance | $1.35 | $1.15 |
Stock_Options_Details_Narrativ
Stock Options (Details Narrative) (Stock Option [Member], USD $) | 12 Months Ended |
Dec. 31, 2012 | |
Stock Option [Member] | ' |
Unrecognized compensation | $64,156 |
Compensation to be recognized over a period | '1 year 2 months 12 days |
Commitments_And_Contingencies_
Commitments And Contingencies (Details Narrative) (USD $) | 12 Months Ended | |
Dec. 31, 2012 | Dec. 31, 2011 | |
Commitments And Contingencies Details Narrative | ' | ' |
Rent expense | $23,570 | $17,600 |
Related_Party_Transactions_Det
Related Party Transactions (Details Narrative) (USD $) | 12 Months Ended | |
Dec. 31, 2012 | Dec. 31, 2011 | |
Related Party Transactions Details Narrative | ' | ' |
Acounting services from Miranda & Associates | $153,355 | $549,471 |
Legal fees from The McCall Firm | $198,009 | $210,332 |
Supplementary_Financial_Inform2
Supplementary Financial Information On Oil And Natural Gas Exploration Development and Production (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2012 | Dec. 31, 2011 | |
Supplementary Financial Information On Oil And Natural Gas Exploration Development And Production Details | ' | ' |
Revenues | $326,384 | $305,180 |
Costs incurred: | ' | ' |
Dry hole costs | 54,678 | ' |
Exploration costs | 266,514 | 559,523 |
Lease operating costs and production taxes | 150,780 | 160,736 |
Impairment of oil and natural gas reserves | 344,353 | 102,579 |
Costs incurred of asset retirement obligation | 7,002 | 1,269 |
Depletion, depreciation and amortization | 51,172 | 82,673 |
Totals, costs incurred | 877,499 | 906,780 |
Pre-tax income (loss) from producing activities | -551,115 | -601,600 |
Results of oil and natural gas producing activities (excluding overhead, income taxes, and interest costs) | ($551,115) | ($601,600) |
Supplementary_Financial_Inform3
Supplementary Financial Information On Oil And Natural Gas Exploration Development and Production (Details 1) (USD $) | 12 Months Ended | |
Dec. 31, 2012 | Dec. 31, 2011 | |
Supplementary Financial Information On Oil And Natural Gas Exploration Development And Production Details 1 | ' | ' |
Development | $337,841 | $219,700 |
Undrilled leaseholds | 675,058 | 101,259 |
Asset retirement obligations | 7,002 | 1,269 |
Totals costs incurred | $1,019,901 | $322,228 |
Supplementary_Financial_Inform4
Supplementary Financial Information On Oil And Natural Gas Exploration Development and Production (Details 2) | 12 Months Ended | |
Dec. 31, 2012 | Dec. 31, 2011 | |
bbl | bbl | |
Natural Gas [Member] | ' | ' |
Beginning of year | 691,100 | 714,780 |
Purchase (sale) of oil and natural gas properties in place | ' | ' |
Discoveries and extensions | 7,900 | ' |
Revisions | 41,992 | 21,002 |
Production | -61,582 | -44,682 |
Proved reserves, at end of year | 679,410 | 691,100 |
Oil [Member] | ' | ' |
Beginning of year | 8,040 | ' |
Purchase (sale) of oil and natural gas properties in place | -480 | 7,053 |
Discoveries and extensions | 10,880 | ' |
Revisions | 7,509 | 1,559 |
Production | -1,659 | -572 |
Proved reserves, at end of year | 24,290 | 8,040 |
Supplementary_Financial_Inform5
Supplementary Financial Information On Oil And Natural Gas Exploration Development and Production (Details 3) (USD $) | 12 Months Ended | |
Dec. 31, 2012 | Dec. 31, 2011 | |
Supplementary Financial Information On Oil And Natural Gas Exploration Development And Production Details 3 | ' | ' |
Future cash inflows | $5,167,850 | $5,198,500 |
Future costs: | ' | ' |
Production | -1,640,960 | -2,423,560 |
Development | -184,280 | -32,890 |
Future cash flows | 3,342,610 | 2,742,050 |
10% annual discount for estimated timing of cash flow | -1,597,290 | -1,384,610 |
Standardized measure of discounted cash flow | $1,745,320 | $1,357,440 |
Supplementary_Financial_Inform6
Supplementary Financial Information On Oil And Natural Gas Exploration Development and Production (Details 4) (USD $) | 12 Months Ended | |
Dec. 31, 2012 | Dec. 31, 2011 | |
Increase (decrease) | ' | ' |
Sale of gas and oil, net of operating expenses | ($175,604) | $144,444 |
Purchase of oil and gas properties in place | ' | ' |
Discoveries, extensions and improved recovery, net of future production and development costs | 244,134 | ' |
Accretion of discount | 319,350 | 231,916 |
Net increase (decrease) | 387,880 | 376,360 |
Standardized measure of discounted future cash flows: | ' | ' |
Beginning of the year | 1,357,440 | 981,080 |
Before Income Taxes | 1,745,320 | 1,357,440 |
Income Taxes | -601,133 | -461,530 |
End of the year | $1,144,187 | $895,910 |