Document and Entity Information
Document and Entity Information | 6 Months Ended |
Jun. 30, 2020 | |
Document And Entity Information | |
Entity Registrant Name | PEDEVCO CORP |
Entity Central Index Key | 0001141197 |
Document Type | S-4 |
Document Period End Date | Jun. 30, 2020 |
Amendment Flag | false |
Entity Filer Category | Non-accelerated Filer |
Entity Emerging Growth Company | false |
Entity Small Business | true |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Current assets: | |||
Cash | $ 10,209 | $ 22,415 | $ 3,463 |
Restricted cash - current | 2,316 | ||
Accounts receivable - oil and gas | 646 | 4,602 | 842 |
Prepaid expenses and other current assets | 33 | 73 | 204 |
Total current assets | 10,888 | 27,090 | 6,825 |
Oil and gas properties: | |||
Oil and gas properties, subject to amortization, net | 83,744 | 76,952 | 51,946 |
Oil and gas properties, not subject to amortization, net | 8,090 | 14,896 | 8,516 |
Total oil and gas properties, net | 91,834 | 91,848 | 60,462 |
Operating lease - right-of-use asset | 316 | 360 | |
Other assets | 3,557 | 3,598 | 238 |
Total assets | 106,595 | 122,896 | 67,525 |
Current liabilities: | |||
Accounts payable | 2,729 | 12,099 | 4,509 |
Accrued expenses | 299 | 1,972 | 3,391 |
Revenue payable | 799 | 827 | 831 |
PPP loan - current | 165 | ||
Operating lease liabilities - current | 101 | 97 | |
Asset retirement obligations - current | 225 | 119 | |
Total current liabilities | 4,093 | 15,220 | 8,850 |
Long-term liabilities: | |||
Accrued expenses | 14 | ||
Accrued expenses - related party | 943 | ||
Notes payable - Subordinated | 400 | ||
Notes payable - Subordinated - related party | 30,200 | ||
Notes payable - related party, net of debt discount | 7,694 | ||
PPP loan | 205 | ||
Operating lease liabilities, net of current portion | 248 | 300 | |
Asset retirement obligations, net of current portion | 1,973 | 1,874 | 2,452 |
Total liabilities | 6,519 | 17,394 | 50,553 |
Commitments and contingencies | |||
Shareholders' equity: | |||
Common stock | 72 | 71 | 16 |
Additional paid-in-capital | 202,598 | 201,027 | 101,450 |
Accumulated deficit | (102,594) | (95,596) | (84,494) |
Total shareholders' equity | 100,076 | 105,502 | 16,972 |
Total liabilities and shareholders' equity | $ 106,595 | $ 122,896 | $ 67,525 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Statement of Financial Position [Abstract] | |||
Notes payable - related party, debt discount | $ 0 | $ 161 | |
Stockholders' equity: | |||
Common stock, par value | $ 0.001 | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 200,000,000 | 200,000,000 | 200,000,000 |
Common stock, shares issued | 72,125,328 | 71,061,328 | 15,808,445 |
Common stock, shares outstanding | 72,125,328 | 71,061,328 | 15,808,445 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Revenue: | ||||||
Oil and gas sales | $ 656 | $ 4,070 | $ 3,488 | $ 5,638 | $ 12,972 | $ 4,523 |
Operating expenses: | ||||||
Lease operating costs | 750 | 2,095 | 2,272 | 3,065 | 6,817 | 2,821 |
Exploration expense | 13 | 30 | 23 | 110 | 47 | |
Selling, general and administrative expense | 1,422 | 1,644 | 3,545 | 2,972 | 5,785 | 4,140 |
Depreciation, depletion, amortization and accretion | 1,912 | 2,784 | 5,349 | 5,033 | 11,031 | 6,519 |
Loss on settlement of asset retirement obligations | 496 | |||||
Total operating expenses | 4,084 | 6,536 | 11,196 | 11,093 | 24,239 | 13,527 |
Gain on sale of oil and gas properties | 920 | 1,040 | ||||
Operating income (loss) | (3,428) | (2,466) | (7,708) | (4,535) | (10,227) | (9,004) |
Other income (expense): | ||||||
Interest expense | (826) | (824) | (7,699) | |||
Interest income | 8 | 9 | 32 | 9 | 55 | 1 |
Other income (expense) | 679 | (3) | 678 | (103) | (106) | |
Gain on debt restructuring | 70,309 | |||||
Total other income (expense) | 687 | 6 | 710 | (920) | (875) | 62,611 |
Net income (loss) | $ (2,741) | $ (2,460) | $ (6,998) | $ (5,455) | $ (11,102) | $ 53,607 |
Earnings (loss) per common share: Basic | $ (0.04) | $ (0.05) | $ (0.10) | $ (0.14) | $ (0.22) | $ 4.80 |
Earnings (loss) per common share: Diluted | $ (0.04) | $ (0.05) | $ (0.10) | $ (0.14) | $ (0.22) | $ 4.74 |
Weighted average number of common shares outstanding: Basic | 72,125,328 | 49,198,625 | 72,060,812 | 38,572,537 | 51,214,986 | 11,168,490 |
Weighted average number of common shares outstanding: Diluted | 72,125,328 | 49,198,625 | 72,060,812 | 38,572,537 | 51,214,986 | 11,313,246 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Cash Flows From Operating Activities: | ||||
Net income (loss) | $ (6,998) | $ (5,455) | $ (11,102) | $ 52,797 |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ||||
Depreciation, depletion and amortization | 5,349 | 5,033 | 11,031 | 7,329 |
Share-based compensation expense | 1,572 | 697 | 1,557 | 862 |
Loss on disposal of fixed asset | 24 | |||
Interest expense deferred and capitalized in debt restructuring | 3,958 | |||
Gain on debt restructuring | (70,309) | |||
Gain on sale of oil and gas properties | (920) | (1,040) | ||
Amortization of debt discount | 161 | 161 | 1,415 | |
Amortization of right-of-use asset | 44 | 37 | ||
Changes in operating assets and liabilities: | ||||
Accounts receivable - oil and gas | 3,956 | (539) | (3,760) | (541) |
Prepaid expenses and other current assets | 40 | 142 | 131 | (28) |
Accounts payable | (2,199) | 4,373 | 5,414 | 408 |
Accrued expenses | (1,673) | (450) | (1,413) | 1,231 |
Accrued expenses - related parties | (943) | 657 | 1,110 | |
Revenue payable | (28) | (14) | (4) | 274 |
Net cash provided by (used in) operating activities | 87 | 2,085 | 1,669 | (1,494) |
Cash Flows From Investing Activities: | ||||
Cash paid for the acquisition of oil and gas properties, net of restricted cash received | (1,056) | (1,120) | (19,693) | |
Cash paid for property and equipment | (47) | |||
Cash paid for drilling and completion costs | (12,663) | (24,269) | (39,700) | (43) |
Cash paid for other property and equipment | (81) | (3,270) | ||
Cash paid for oil and gas security bonds | (112) | |||
Proceeds from the sale of oil and gas property | 1,175 | 1,175 | ||
Cash paid for security deposit | (10) | |||
Net cash used in investing activities | (12,663) | (24,197) | (39,736) | (23,118) |
Cash Flows From Financing Activities: | ||||
Proceeds from notes payable | 400 | |||
Proceeds from PPP loan | 740 | |||
Repayment of PPP loan | (370) | |||
Proceeds from notes payable - related parties | 15,000 | 15,000 | 37,900 | |
Proceeds from issuance of common shares | 18,000 | 43,000 | ||
Repayment of notes payable | (7,795) | |||
Cash paid for warrant repurchase | (1,095) | |||
Proceeds from warrant exercise for common stock | 64 | |||
Net cash provided by financing activities | 370 | 33,000 | 58,000 | 29,474 |
Net increase in cash and restricted cash | (12,206) | 10,888 | 19,933 | 4,862 |
Cash and restricted cash at beginning of period | 25,712 | 5,779 | 5,779 | 917 |
Cash and restricted cash at end of period | 13,506 | 16,667 | 25,712 | 5,779 |
Supplemental Disclosure of Cash Flow Information | ||||
Cash paid for: Interest | ||||
Cash paid for: Income Taxes | ||||
Noncash Investing and Financing Activities: | ||||
Change in accrued oil and gas development costs | 7,261 | 6,039 | 2,056 | 7,000 |
Acquisition of asset retirement obligations | 33 | 54 | 2,061 | |
Changes in estimates of asset retirement obligations | 230 | 129 | 695 | 133 |
Common stock issued for debt conversion | $ 55,075 | 55,075 | ||
Common stock issued as debt inducement | 185 | |||
Common stock issued for debt interest | 167 | |||
Issuance of restricted common stock | $ 1 | $ 1 | 1 | |
Conversion of Series A preferred stock | $ 7 |
CONSOLIDATED STATEMENTS OF CA_2
CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Statement of Cash Flows [Abstract] | ||
Cash paid for the acquisition of oil and gas properties, restricted cash received | $ 0 | $ 2,316 |
CONSOLIDATED STATEMENTS OF SHAR
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (DEFICIT) - USD ($) $ in Thousands | Series A Convertible Preferred Stock | Common Stock | Additional Paid in Capital | Accumulated Deficit | Total |
Beginning balance, shares at Dec. 31, 2017 | 66,625 | 7,278,754 | |||
Beginning balance, amount at Dec. 31, 2017 | $ 0 | $ 7 | $ 100,954 | $ (138,101) | $ (37,140) |
Conversion of Series A Preferred Stock to common stock, shares | (66,625) | 6,662,500 | |||
Conversion of Series A Preferred Stock to common stock, amount | $ 7 | (7) | |||
Conversion of accrued interest on notes payable - related party to common stock, shares | 75,118 | ||||
Conversion of accrued interest on notes payable - related party to common stock, amount | 167 | 167 | |||
Conversion of stock options, shares | 95,865 | ||||
Issuance of warrants for debt repayment | 322 | 322 | |||
Issuance of restricted common stock, shares | 904,000 | ||||
Issuance of restricted common stock, amount | $ 1 | (1) | |||
Issuance of common stock for exercise of warrants, shares | 192,208 | ||||
Issuance of common stock for exercise of warrants, amount | 64 | 64 | |||
Issuance of common stock for debt inducement, shares | 600,000 | ||||
Issuance of common stock for debt inducement, amount | $ 1 | 184 | 185 | ||
Warrants repurchased | (1,095) | (1,095) | |||
Shared-based compensation | 862 | 862 | |||
Net income (loss) | 53,607 | 53,607 | |||
Ending balance, shares at Dec. 31, 2018 | 0 | 15,808,445 | |||
Ending balance, amount at Dec. 31, 2018 | $ 0 | $ 16 | 101,450 | (84,494) | 16,972 |
Issuance of common stock for debt conversion, shares | 29,480,383 | ||||
Issuance of common stock for debt conversion, amount | $ 29 | 55,046 | 55,075 | ||
Shared-based compensation | 299 | 299 | |||
Net income (loss) | (2,995) | (2,995) | |||
Ending balance, shares at Mar. 31, 2019 | 45,288,828 | ||||
Ending balance, amount at Mar. 31, 2019 | $ 45 | 156,795 | (87,489) | 69,351 | |
Beginning balance, shares at Dec. 31, 2018 | 0 | 15,808,445 | |||
Beginning balance, amount at Dec. 31, 2018 | $ 0 | $ 16 | 101,450 | (84,494) | 16,972 |
Net income (loss) | (5,455) | ||||
Ending balance, shares at Jun. 30, 2019 | 53,827,065 | ||||
Ending balance, amount at Jun. 30, 2019 | $ 53 | 175,185 | (89,949) | 85,289 | |
Beginning balance, shares at Dec. 31, 2018 | 0 | 15,808,445 | |||
Beginning balance, amount at Dec. 31, 2018 | $ 0 | $ 16 | 101,450 | (84,494) | 16,972 |
Issuance of common stock for debt conversions, shares | 29,480,383 | ||||
Issuance of common stock for debt conversions, amount | $ 29 | 55,046 | 55,075 | ||
Issuance of restricted common stock, shares | 430,000 | ||||
Issuance of restricted common stock, amount | $ 1 | (1) | |||
Issuance of common stock to non-affiliates, shares | 10,150,000 | ||||
Issuance of common stock to non-affiliates, amount | $ 10 | 14,990 | 15,000 | ||
Issuance of common stock to affiliate, shares | 15,122,662 | ||||
Issuance of common stock to affiliate, amount | $ 15 | 27,985 | 28,000 | ||
Issuance of common stock for exercise of warrants, shares | 60,056 | ||||
Cashless exercise of stock options, shares | 9,782 | ||||
Shared-based compensation | 1,557 | 1,557 | |||
Net income (loss) | (11,102) | (11,102) | |||
Ending balance, shares at Dec. 31, 2019 | 71,061,328 | ||||
Ending balance, amount at Dec. 31, 2019 | $ 71 | 201,027 | (95,596) | 105,502 | |
Beginning balance, shares at Mar. 31, 2019 | 45,288,828 | ||||
Beginning balance, amount at Mar. 31, 2019 | $ 45 | 156,795 | (87,489) | 69,351 | |
Issuance of restricted common stock, shares | 160,000 | ||||
Issuance of common stock to non-affiliates, shares | 1,500,000 | ||||
Issuance of common stock to non-affiliates, amount | $ 1 | 2,999 | 3,000 | ||
Issuance of common stock to affiliate, shares | 6,818,181 | ||||
Issuance of common stock to affiliate, amount | $ 7 | 14,993 | 15,000 | ||
Issuance of common stock for exercise of warrants, shares | 60,056 | ||||
Shared-based compensation | 398 | 398 | |||
Net income (loss) | (2,460) | (2,460) | |||
Ending balance, shares at Jun. 30, 2019 | 53,827,065 | ||||
Ending balance, amount at Jun. 30, 2019 | $ 53 | 175,185 | (89,949) | 85,289 | |
Beginning balance, shares at Dec. 31, 2019 | 71,061,328 | ||||
Beginning balance, amount at Dec. 31, 2019 | $ 71 | 201,027 | (95,596) | 105,502 | |
Issuance of restricted common stock, shares | 1,119,000 | ||||
Issuance of restricted common stock, amount | $ 1 | (1) | |||
Rescinded restricted common stock, shares | (55,000) | ||||
Shared-based compensation | 853 | 853 | |||
Net income (loss) | (4,257) | (4,257) | |||
Ending balance, shares at Mar. 31, 2020 | 72,125,328 | ||||
Ending balance, amount at Mar. 31, 2020 | $ 72 | 201,879 | (99,853) | 102,098 | |
Beginning balance, shares at Dec. 31, 2019 | 71,061,328 | ||||
Beginning balance, amount at Dec. 31, 2019 | $ 71 | 201,027 | (95,596) | $ 105,502 | |
Rescinded restricted common stock, shares | (55,000) | ||||
Net income (loss) | $ (6,998) | ||||
Ending balance, shares at Jun. 30, 2020 | 72,125,328 | ||||
Ending balance, amount at Jun. 30, 2020 | $ 72 | 202,598 | (102,594) | 100,076 | |
Beginning balance, shares at Mar. 31, 2020 | 72,125,328 | ||||
Beginning balance, amount at Mar. 31, 2020 | $ 72 | 201,879 | (99,853) | 102,098 | |
Shared-based compensation | 719 | 719 | |||
Net income (loss) | (2,741) | (2,741) | |||
Ending balance, shares at Jun. 30, 2020 | 72,125,328 | ||||
Ending balance, amount at Jun. 30, 2020 | $ 72 | $ 202,598 | $ (102,594) | $ 100,076 |
BASIS OF PRESENTATION
BASIS OF PRESENTATION | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
BASIS OF PRESENTATION | NOTE 1 – BASIS OF PRESENTATION The accompanying interim unaudited consolidated financial statements of PEDEVCO Corp. (“PEDEVCO” or the “Company”), have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) and the rules of the Securities and Exchange Commission (“SEC”) and should be read in conjunction with the audited financial statements and notes thereto contained in PEDEVCO’s latest Annual Report filed with the SEC on Form 10-K. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of the financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements that would substantially duplicate disclosures contained in the audited financial statements for the most recent fiscal year, as reported in the Annual Report on Form 10-K for the year ended December 31, 2019, filed with the SEC on March 30, 2020, have been omitted. The Company’s consolidated financial statements include the accounts of the Company, its wholly-owned subsidiaries and subsidiaries in which the Company has a controlling financial interest. All significant inter-company accounts and transactions have been eliminated in consolidation. The Company's future financial condition and liquidity will be impacted by, among other factors, the success of our drilling program, the number of commercially viable oil and natural gas discoveries made and the quantities of oil and natural gas discovered, the speed with which we can bring such discoveries to production, the actual cost of exploration, appraisal and development of our prospects, the prevailing prices for, and demand for, oil and natural gas. | NOTE 1 – BASIS OF PRESENTATION The accompanying consolidated financial statements of PEDEVCO Corp. (“PEDEVCO” or the “Company”), have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and the rules of the Securities and Exchange Commission (“SEC”). The Company’s consolidated financial statements include the accounts of the Company, its wholly-owned subsidiaries and subsidiaries in which the Company has a controlling financial interest. All significant inter-company accounts and transactions have been eliminated in consolidation. |
DESCRIPTION OF BUSINESS
DESCRIPTION OF BUSINESS | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
DESCRIPTION OF BUSINESS | NOTE 2 – DESCRIPTION OF BUSINESS PEDEVCO is an oil and gas company focused on the development, acquisition and production of oil and natural gas assets where the latest in modern drilling and completion techniques and technologies have yet to be applied. In particular, the Company focuses on legacy proven properties where there is a long production history, well defined geology and existing infrastructure that can be leveraged when applying modern field management technologies. The Company’s current properties are located in the San Andres formation of the Permian Basin situated in West Texas and eastern New Mexico (the “Permian Basin”) and in the Denver-Julesberg Basin (“D-J Basin”) in Colorado. The Company holds its Permian Basin acres located in Chaves and Roosevelt Counties, New Mexico, through its wholly-owned operating subsidiary, Pacific Energy Development Corp. (“PEDCO”), which asset the Company refers to as its “Permian Basin Asset,” and it holds its D-J Basin acres located in Weld and Morgan Counties, Colorado, through its wholly-owned operating subsidiary, Red Hawk Petroleum, LLC (“Red Hawk”), which asset the Company refers to as its “D-J Basin Asset.” The Company believes that horizontal development and exploitation of conventional assets in the Permian Basin and development of the Wattenberg and Wattenberg Extension in the D-J Basin represent among the most economic oil and natural gas plays in the United States (“U.S.”). Moving forward, the Company plans to optimize its existing assets and opportunistically seek additional acreage proximate to its currently held core acreage, as well as other attractive onshore U.S. oil and gas assets that fit the Company’s acquisition criteria, that Company management believes can be developed using its technical and operating expertise and be accretive to shareholder value. In December 2019, a novel strain of coronavirus, which causes the infectious disease known as COVID-19, was reported in Wuhan, China. The World Health Organization declared COVID-19 a “Public Health Emergency of International Concern” on January 30, 2020 and a global pandemic on March 11, 2020. As a result of the recent COVID-19 outbreak, and the recent sharp decline in oil prices which occurred partially as a result of the decreased demand for oil caused by such outbreak and the actions taken globally to stop the spread of such virus, in mid-April 2020, the Company temporarily shut-in all of its operated producing wells in its Permian Basin Asset and D-J Basin Asset to preserve the Company’s oil and gas reserves for production during a more favorable oil price environment, noting that most of the Company’s acreage is held by production with no drilling obligations, which provides the Company with flexibility to hold back on production and development during periods of low oil and gas prices. Following partial recovery in oil prices, commencing in early June 2020, the Company reactivated over 90% of its operated wells in the Permian Basin and the D-J Basin that the Company shut-in in mid-April 2020, and is now working to complete several carryover projects from 2019’s Phase II Permian Basin Asset development plan which it had put on hold due to the COVID-19 outbreak. The Company will continue to monitor oil prices with a view to reactivating all of its shut-in production and fully completing its 2019 carryover development plan. The outbreak of COVID-19 and decreases in commodity prices resulting from oversupply, government-imposed travel restrictions and other constraints on economic activity have caused a significant decrease in the demand for oil and has created disruptions and volatility in the global marketplace for oil and gas beginning in the first quarter of 2020, which negatively affected our results of operations and cash flows. These conditions persisted throughout the second quarter and continue to negatively affect our results of operations and cash flows. While demand and commodity prices have shown signs of recovery, they are not back to pre-pandemic levels, and financial results may continue to be depressed in future quarters. The extent to which the COVID-19 pandemic impacts our business going forward will depend on numerous evolving factors we cannot reliably predict, including the duration and scope of the pandemic; governmental, business, and individuals’ actions in response to the pandemic; and the impact on economic activity including the possibility of recession or financial market instability. These factors may adversely impact the supply and demand for oil and gas and our ability to produce and transport oil and gas and perform operations at and on our properties. This uncertainty also affects management’s accounting estimates and assumptions, which could result in greater variability in a variety of areas that depend on these estimates and assumptions, including investments, receivables, and forward-looking guidance. Refer to “Risk Factors” of this Form 10-Q) for a discussion of these factors and other risks. | NOTE 2 – DESCRIPTION OF BUSINESS PEDEVCO is an oil and gas company focused on the development, acquisition and production of oil and natural gas assets where the latest in modern drilling and completion techniques and technologies have yet to be applied. In particular, the Company focuses on legacy proven properties where there is a long production history, well defined geology and existing infrastructure that can be leveraged when applying modern field management technologies. The Company’s current properties are located in the San Andres formation of the Permian Basin situated in West Texas and eastern New Mexico (the “Permian Basin”) and in the Denver-Julesberg Basin (“D-J Basin”) in Colorado. The Company holds its Permian Basin acres located in Chaves and Roosevelt Counties, New Mexico, through its wholly-owned operating subsidiary, Pacific Energy Development Corp. (“PEDCO”), which asset the Company refers to as its “Permian Basin Asset,” and it holds its D-J Basin acres located in Weld and Morgan Counties, Colorado, through its wholly-owned operating subsidiary, Red Hawk Petroleum, LLC (“Red Hawk”), which asset the Company refers to as its “D-J Basin Asset.” The Company believes that horizontal development and exploitation of conventional assets in the Permian Basin and development of the Wattenberg and Wattenberg Extension in the D-J Basin represent among the most economic oil and natural gas plays in the United States (“U.S.”). Moving forward, the Company plans to optimize its existing assets and opportunistically seek additional acreage proximate to its currently held core acreage, as well as other attractive onshore U.S. oil and gas assets that fit the Company’s acquisition criteria, that Company management believes can be developed using its technical and operating expertise and be accretive to shareholder value. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2019 | |
Accounting Policies [Abstract] | ||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The Company has provided a discussion of significant accounting policies, estimates and judgments in its 2019 Annual Report. There have been no changes to the Company’s significant accounting policies since December 31, 2019. Recently Issued Accounting Pronouncements The Company does not expect the adoption of any other recently issued accounting pronouncements to have a significant impact on its financial position, results of operations, or cash flows. Subsequent Events The Company has evaluated all transactions through the date the consolidated financial statements were issued for subsequent event disclosure consideration. | NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation and Principles of Consolidation. Use of Estimates in Financial Statement Preparation. Cash and Cash Equivalents. In November 2016, the Financial Accounting Standards Board (“FASB”) issued an Accounting Standards Update (“ASU”) amending the presentation of restricted cash within the consolidated statements of cash flows. The new guidance requires that restricted cash be added to cash and cash equivalents on the consolidated statements of cash flows. The Company adopted this ASU on January 1, 2018 on a retrospective basis with no impact to the consolidated statements of cash flows for the year ended December 31, 2019 and 2018, respectively. Concentrations of Credit Risk. Sales to one customer comprised 54% of the Company’s total oil and gas revenues for the year ended December 31, 2019. The Company believes that, in the event that its primary customers are unable or unwilling to continue to purchase the Company’s production, there are a substantial number of alternative buyers for its production at comparable prices. Accounts Receivable. Bad Debt Expense. Equipment. Oil and Gas Properties, Successful Efforts Method. Exploratory wells in areas not requiring major capital expenditures are evaluated for economic viability within one year of completion of drilling. The related well costs are expensed as dry holes if it is determined that such economic viability is not attained. Otherwise, the related well costs are reclassified to oil and gas properties and subject to impairment review. For exploratory wells that are found to have economically viable reserves in areas where major capital expenditure will be required before production can commence, the related well costs remain capitalized only if additional drilling is under way or firmly planned. Otherwise the related well costs are expensed as dry holes. Exploration and evaluation expenditures incurred subsequent to the acquisition of an exploration asset in a business combination are accounted for in accordance with the policy outlined above. Depreciation, depletion and amortization of capitalized oil and gas properties is calculated on a field by field basis using the unit of production method. Lease acquisition costs are amortized over the total estimated proved developed and undeveloped reserves and all other capitalized costs are amortized over proved developed reserves. Costs specific to developmental wells for which drilling is in progress or uncompleted are capitalized as wells in progress and not subject to amortization until completion and production commences, at which time amortization on the basis of production will begin. Impairment of Long-Lived Assets. Asset Retirement Obligations. Revenue Recognition. “Revenue from Contracts with Customers (Topic 606)” Revenue Recognition (Topic 605) The Company’s revenue is comprised entirely of revenue from exploration and production activities. The Company’s oil is sold primarily to marketers, gatherers, and refiners. Natural gas is sold primarily to interstate and intrastate natural-gas pipelines, direct end-users, industrial users, local distribution companies, and natural-gas marketers. NGLs are sold primarily to direct end-users, refiners, and marketers. Payment is generally received from the customer in the month following delivery. Contracts with customers have varying terms, including month-to-month contracts, and contracts with a finite term. The Company recognizes sales revenues for oil, natural gas, and NGLs based on the amount of each product sold to a customer when control transfers to the customer. Generally, control transfers at the time of delivery to the customer at a pipeline interconnect, the tailgate of a processing facility, or as a tanker lifting is completed. Revenue is measured based on the contract price, which may be index-based or fixed, and may include adjustments for market differentials and downstream costs incurred by the customer, including gathering, transportation, and fuel costs. Revenues are recognized for the sale of the Company’s net share of production volumes. Sales on behalf of other working interest owners and royalty interest owners are not recognized as revenues. Income Taxes. Uncertain Tax Positions. The Company is subject to ongoing tax exposures, examinations and assessments in various jurisdictions. Accordingly, the Company may incur additional tax expense based upon the outcomes of such matters. In addition, when applicable, the Company will adjust tax expense to reflect the Company’s ongoing assessments of such matters, which require judgment and can materially increase or decrease its effective rate as well as impact operating results. Stock-Based Compensation. The Company estimates volatility by considering the historical stock volatility. The Company has opted to use the simplified method for estimating expected term, which is generally equal to the midpoint between the vesting period and the contractual term. Earnings (Loss) per Common Share. Recently Issued Accounting Pronouncements. In February 2016, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2016-02, “Leases (Topic 842)” Leases (Topic 842): Targeted Improvements” In addition, the Company elected practical expedients provided by the new standard whereby, the Company has elected to not reassess its prior conclusions about lease identification, lease classification, and initial direct costs and to retain off-balance sheet treatment of short-term leases (i.e., 12 months or less and does not contain a purchase option that the Company is reasonably certain to exercise). Refer to “Note 10 - Commitments and Contingencies” for additional information. In June 2018, the FASB issued ASU 2018-07, “Compensation—Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting”. The amendments in this update maintain or improve the usefulness of the information provided to the users of financial statements while reducing cost and complexity in financial reporting. The areas for simplification in this update involve several aspects of the accounting for nonemployee share-based payment transactions resulting from expanding the scope of Topic 718, to include share-based payment transactions for acquiring goods and services from nonemployees. Some of the areas for simplification apply only to nonpublic entities. The amendments in this update are effective for all entities for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. The Company adopted the standard as of January 1, 2019. There was no impact of the standard on its consolidated financial statements. The Company does not expect the adoption of any other recently issued accounting pronouncements to have a significant impact on its financial position, results of operations, or cash flows. Subsequent Events. |
REVENUE FROM CONTRACTS WITH CUS
REVENUE FROM CONTRACTS WITH CUSTOMERS | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2019 | |
Revenue from Contract with Customer [Abstract] | ||
REVENUE FROM CONTRACTS WITH CUSTOMERS | NOTE 4 – REVENUE FROM CONTRACTS WITH CUSTOMERS Disaggregation of Revenue from Contracts with Customers. Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 Oil sales $ 605 $ 4,037 $ 3,307 $ 5,490 Natural gas sales 41 26 131 135 Natural gas liquids sales 10 7 50 13 Total revenue from customers $ 656 $ 4,070 $ 3,488 $ 5,638 There were no significant contract liabilities or transaction price allocations to any remaining performance obligations as of June 30, 2020. | NOTE 5 – REVENUE FROM CONTRACTS WITH CUSTOMERS Disaggregation of Revenue from Contracts with Customers. 2019 2018 Oil sales $ 12,518 $ 4,153 Natural gas sales 372 230 Natural gas liquids sales 82 140 Total revenue from customers $ 12,972 $ 4,523 There were no significant contract liabilities or transaction price allocations to any remaining performance obligations as of December 31, 2019 or 2018, respectively. |
CASH
CASH | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2019 | |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents [Abstract] | ||
CASH | NOTE 5 – CASH The following table provides a reconciliation of cash and restricted cash reported within the balance sheets, which sum to the total of such amounts as of June 30, 2020 and December 31, 2019 (in thousands): June 30, December 31, Cash $ 10,209 $ 22,415 Restricted cash included in other assets 3,297 3,297 Total cash and restricted cash $ 13,506 $ 25,712 | NOTE 4 – CASH The following table provides a reconciliation of cash and restricted cash reported within the balance sheets on December 31, 2019 and 2018, which sum to the total of such amounts shown in the accompanying audited consolidated statements of cash flows (in thousands): 2019 2018 Cash $ 22,415 $ 3,463 Restricted cash — 2,316 Restricted cash included in other assets 3,297 — Total cash and restricted cash as shown in the consolidated statements of cash flows $ 25,712 $ 5,779 |
OIL AND GAS PROPERTIES
OIL AND GAS PROPERTIES | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2019 | |
Extractive Industries [Abstract] | ||
OIL AND GAS PROPERTIES | NOTE 6 – OIL AND GAS PROPERTIES The following table summarizes the Company’s oil and gas activities by classification for the six months ended June 30, 2020 (in thousands): Balance at Additions Disposals Transfers Balance at Oil and gas properties, subject to amortization $ 107,164 $ 4,924 $ — $ 7,284 $ 119,372 Oil and gas properties, not subject to amortization 14,896 478 — (7,284 ) 8,090 Asset retirement costs 1,547 (230 ) — — 1,317 Accumulated depreciation and depletion (31,759 ) (5,186 ) — — (36,945 ) Total oil and gas assets $ 91,848 $ (14 ) $ — $ — $ 91,834 For the six-month period ended June 30, 2020, the Company incurred $5,402,000 in capital costs primarily related to the drilling of a salt water disposal well (“SWD”) in our Permian Basin Asset in order to increase the produced water injection capacity for the Company’s Chaveroo field and, in turn, increase production of the corresponding wells therein. The drilling and completion of the SWD was postponed due to the downturn in the economic conditions in the oil and gas industry during the first quarter of 2020, but with the recent increases in oil prices, the Company now plans to complete the SWD in September 2020. The Company will continue to monitor the environment for future completion opportunities. Also, the Company transferred $7,284,000 in capital costs from three recently completed wells, for which production had not commenced, from unproved properties to proved properties, when production began during the early part of 2020. Additionally, drilling and completion costs of $8,090,000, the majority of which were incurred in the prior year and for the uncompleted SWD noted above, and one well in the Permian Asset, for which production had not yet commenced; were therefore included in the amount not subject to amortization at June 30, 2020. The depletion recorded for production on proved properties for the three and six months ended June 30, 2020 and 2019, amounted to $1,808,000 compared to $2,715,000, and $5,186,000, compared to $4,855,000, respectively. | NOTE 6 – OIL AND GAS PROPERTIES The following tables summarize the Company’s oil and gas activities by classification for the years ended December 31, 2019 and 2018, respectively (in thousands): Balance at December 31, Balance at December 31, 2018 Additions Disposals Transfers 2019 Oil and gas properties, subject to amortization $ 70,803 $ 29,900 $ (135 ) $ 6,596 $ 107,164 Oil and gas properties, not subject to amortization 8,516 12,976 — (6,596 ) 14,896 Asset retirement costs 2,188 (641 ) — — 1,547 Accumulated depreciation and depletion (21,045 ) (10,714 ) — — (31,759 ) Total oil and gas assets $ 60,462 $ 31,521 $ (135 ) $ — $ 91,848 Balance at December 31, Balance at December 31, 2017 Additions Disposals Transfers 2018 Oil and gas properties, subject to amortization $ 49,356 $ 21,447 $ — $ — $ 70,803 Oil and gas properties, not subject to amortization — 8,516 — — 8,516 Asset retirement costs 260 1,928 — — 2,188 Accumulated depreciation and depletion (14,694 ) (6,351 ) — — (21,045 ) Total oil and gas assets $ 34,922 $ 25,540 $ — $ — $ 60,462 For the year ended December 31, 2019, the Company incurred $26,362,000 in drilling and completion costs relating to the drilling of nine wells and corresponding facility costs in its Permian Basin Asset, in addition to amounts incurred for the participation (non-operated working interest) in the drilling of 11 total wells in the DJ Basin ($2,500,000 noted below), and the acquisition of oil and gas assets from Manzano LLC and Manzano Energy Partners II, LLC (“Manzano”) ($764,000 noted below) and from a private operator ($350,000 noted below). Also, the Company transferred $6,596,000 in capital costs from four wells which were not completed at the beginning of the period from unproved properties to proved properties when production began in March and April of 2019. At December 31, 2019, drilling and completion costs of $12,976,000 had been incurred for four of the nine wells in its Permian Asset; however, as production had not yet commenced, this amount was included in the amount not subject to amortization at December 31, 2019. The depletion recorded for production on proved properties for the year ended December 31, 2019 and 2018, amounted to $10,714,000 and $6,351,000, respectively. On February 1, 2019, for consideration of $743,000, plus $21,000 in acquisition costs, the Company completed an asset purchase from Manzano, whereby the Company purchased approximately 18,000 net leasehold acres, ownership and operated production from one horizontal well currently producing from the San Andres play in the Permian Basin, ownership of three additional shut-in wells, and ownership of one saltwater disposal well. The Company subsequently drilled one Manzano well in Phase Two of its 2019 development plan, which has yet to be completed. On March 7, 2019, Red Hawk sold rights to 85.5 net acres of oil and gas leases located in Weld County, Colorado, to a third party, for aggregate proceeds of $1.2 million and recognized a gain on sale of oil and gas properties of $920,000 on the Statement of Operations. The sale agreement included a provision whereby the purchaser was required to assign Red Hawk 85 net acres of leaseholds in an area located where the Company already owns other leases in Weld County, Colorado, within nine months from the date of the sale, or to repay the Company up to $200,000 (proportionally adjusted for the amount of leasehold delivered). In December 2019, the purchaser assigned Red Hawk 121 net acres of leaseholds with a value of $121,000, which the Company recognized as an additional gain on the Statement of Operations. On June 10, 2019, for consideration of $350,000, the Company completed an asset purchase from a private operator, whereby the Company purchased approximately 2,076 net leasehold acres, ownership and operated production from 22 vertical wells currently producing from the San Andres play in the Permian Basin and ownership of three injection wells. The Company participated in the drilling and completion of 11 horizontal wells in the DJ-Basin by third-party outside operators and incurred $2.5 million in net participation costs. For the year ended December 31, 2018, the Company incurred $9,975,000 in drilling and completion costs, in addition to amounts incurred for the participation (non-operated working interest) in the drilling of two wells in the DJ Basin ($295,000), the acquisition of Condor ($693,000 as detailed below) and the acquisition of the New Mexico assets ($19,000,000 as detailed below). At December 31, 2018, drilling and completion costs of $8,516,000 had been incurred for wells that had not been completed. Therefore, this amount was included in the amount not subject to amortization at December 31, 2018. Acquisition of New Mexico Properties On August 1, 2018, the Company entered into a Purchase and Sale Agreement with Milnesand Minerals Inc., Chaveroo Minerals Inc., Ridgeway Arizona Oil Corp. (“RAOC”), and EOR Operating Company (“EOR”) (collectively the “Seller”)(the “Purchase Agreement”). The transaction closed on August 31, 2018, and the effective date of the acquisition was September 1, 2018. Pursuant to the Purchase Agreement, the Company acquired certain oil and gas assets described in greater detail below (the “New Mexico Assets”) from the Seller in consideration for $18,500,000 (of which $500,000 was held back to provide for potential indemnification of the Company under the Purchase Agreement and Stock Purchase Agreement (described below), with one-half ($250,000) to be released to Seller 90 days after closing and the balance ($250,000) to be released 180 days after closing (provided that if a court of competent jurisdiction determines that any part of the amount withheld by the Company subsequent to 180 days after closing was in fact due to the Seller, the Company is required to pay the Seller 200%, instead of 100%, of the amount so retained). The New Mexico Assets represent approximately 23,000 net leasehold acres, current operated production, and all the Seller’s leases and related rights, oil and gas and other wells, equipment, easements, contract rights, and production (effective as of the effective date) as described in the Purchase Agreement. The New Mexico Assets are located in the San Andres play in the Permian Basin situated in West Texas and Eastern New Mexico, with all acreage and production 100% operated, and substantially all acreage held by production (“HBP”). Also on August 31, 2018, the Company closed the transactions under the August 1, 2018 Stock Purchase Agreement with Hunter Oil Production Corp. (“Hunter Oil”), and acquired all the stock of RAOC and EOR (the “Acquired Companies”) for net cash paid of $500,000 (an aggregate purchase price of $2,816,000, less $2,316,000 in restricted cash which the Acquired Companies are required to maintain as of the closing date). The Stock Purchase Agreement contains customary representations and warranties of the parties, post-closing adjustments, and indemnification requirements requiring Hunter Oil to indemnify us for certain items. On December 17, 2018, the Company and Seller agreed that the Company would pay to Seller $25,000 for all post-closing adjustments and post-closing support under the Purchase Agreement and accelerate the payment by the Company to Seller of the final $250,000 to be released 180 days after closing, which payments were made by the Company to Seller on December 17, 2018. The following table summarizes the allocation of the purchase price to the net assets acquired (in thousands): Purchase price at September 1, 2018 Cash paid $ 20,816 Contingent consideration 500 Total consideration paid $ 21,316 Fair value of net assets acquired at September 1, 2018 Restricted cash for bonds $ 2,316 Oil and gas properties 21,012 Total assets 23,328 Asset retirement obligations 2,012 Total liabilities 2,012 Net assets acquired $ 21,316 The following table presents the Company’s supplemental unaudited consolidated pro forma total revenues, lease operating costs, net income (loss) and net income (loss) per common share for the year ended December 31, 2018 as if the acquisition of the New Mexico assets had occurred on January 1, 2018 (in thousands except for share and per share amounts): PEDEVCO New Mexico Asset Acquisition (1) Proforma Revenue $ 4,523 $ 1,222 $ 5,745 Lease operating costs $ (2,821 ) $ (931 ) $ (3,752 ) Net income (loss) 53,607 $ (1,481 ) $ 52,126 Net income (loss) per common share (diluted) $ 4.74 $ (0.15 ) $ 4.59 ___________ (1) Amount are based on Company estimates. Acquisition of Condor Properties from MIE Jurassic Energy Corporation On August 1, 2018, the Company entered into a Membership Interest Purchase Agreement (the “Membership Purchase Agreement”) with MIE Jurassic Energy Corporation (“MIEJ”) to acquire 100% of the outstanding membership interests of Condor from MIEJ in exchange for cash paid of $537,000. Condor owns approximately 2,340 net leasehold acres, 100% held by production (HBP), located in Weld and Morgan Counties, Colorado, with four operated, producing wells. The following table summarizes the allocation of the purchase price to the net assets acquired (in thousands): Purchase price at August 1, 2018 Cash paid $ 537 Fair value of net assets acquired at August 1, 2018 Cash $ 2 Accounts receivable – oil and gas 59 Other current assets 39 Oil and gas properties 742 Bonds 105 Total assets 947 Current liabilities 361 Asset retirement obligations 49 Total liabilities 410 Final Purchase price $ 537 |
OTHER CURRENT ASSETS
OTHER CURRENT ASSETS | 12 Months Ended |
Dec. 31, 2019 | |
Other Assets [Abstract] | |
OTHER CURRENT ASSETS | NOTE 7 – OTHER CURRENT ASSETS On September 11, 2013, the Company entered into a Shares Subscription Agreement (“SSA”) to acquire an approximate 51% ownership in Asia Sixth Energy Resources Limited (“Asia Sixth”), which held an approximate 60% ownership interest in Aral Petroleum Capital Limited Partnership (“Aral”), a Kazakhstan entity. In August 2014 the SSA was restructured (the “Aral Restructuring”), in connection with which the Company received a promissory note in the principal amount of $10.0 million from Asia Sixth (the “A6 Promissory Note”), which was to be converted into a 10.0% interest in Caspian Energy, Inc. (“Caspian Energy”), an Ontario, Canada company listed at that time on the NEX Board of the TSX Venture Exchange, upon the consummation of the Aral Restructuring. The Aral Restructuring was consummated on May 20, 2015, upon which date the A6 Promissory Note was converted into 23,182,880 shares of common stock of Caspian Energy. In February 2015, the Company expanded its D-J Basin position through the acquisition of acreage from Golden Globe Energy (US), LLC (“GGE”)(the “GGE Acquisition” and the “GGE Acquired Assets”). In connection with the GGE Acquisition, on February 23, 2015, the Company provided GGE an option to acquire its interest in Caspian Energy for $100,000 payable upon exercise of the option (with an expiration date of May 12, 2019) recorded in prepaid expenses and other current assets. As a result, the carrying value of the 23,182,880 shares of common stock of Caspian Energy which were issued upon conversion of the A6 Promissory Note at December 31, 2015 was $100,000. The shares of Caspian Energy underlying the option were classified as part of other current assets. The option expired without being exercised on May 12, 2019. The Company fully reserved the $100,000 and recognized no value related to the shares of Caspian Energy on the Company’s balance sheet as of December 31, 2019, as the Company determined the value of the shares to be $0 as a result of such shares being delisted from the NEX Board of the TSX Venture Exchange. |
NOTES PAYABLE
NOTES PAYABLE | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
NOTES PAYABLE | NOTE 8 – NOTES PAYABLE The Company’s notes payable consisted of the following for the years ended December 31, 2019 and 2018, respectively (in thousands): 2019 2018 Notes Payable – Subordinated $ — $ 400 Notes Payable – Subordinated Related Party — 30,200 Notes Payable – Related Party — 7,855 — 38,455 Unamortized Debt Discount — (161 ) Total Notes Payable $ — $ 38,294 Convertible Note Issuances On June 26, 2018, the Company borrowed $7.7 million from SK Energy under a Promissory Note dated June 25, 2018, in the amount of $7.7 million (the “June 2018 SK Energy Note”) and shown on the December 31, 2018 Balance Sheet as Note Payable – Related Party, net of debt discount from the issuance of 600,000 shares of common stock (as described below) with a fair value of $185,000 based on the market price at the issuance date. The June 2018 SK Energy Note accrues interest monthly at 8% per annum, payable quarterly, in either cash or shares of common stock (at the option of the Company), or, with the consent of SK Energy, such interest may be accrued and capitalized. As additional consideration for SK Energy agreeing to the terms of the June 2018 SK Energy Note, the Company agreed to issue SK Energy 600,000 shares of common stock (the “Loan Shares”), with a fair value of $185,000 based on the market price on the date of issuance that was accounted for as a debt discount and is being amortized over the term of the note. Based on a conversion price equal to $2.18 per share, pursuant to the conversion terms of the June 2018 SK Energy Note, the amount of interest under the June 2018 SK Energy Note as of December 31, 2018 equaled $155,000 and was included in the outstanding principal balance of $7,855,000, for interest not paid or issued in common stock when due, the amount is recapitalized into the face value of the note, per the terms of the June 2018 SK Energy Note. The total amount of the remaining debt discount reflected on the accompanying balance sheet as of December 31, 2018 was $161,000, which was amortized in full as of December 31, 2019, due to the note conversions, which included $107,000 of additional interest that was included in the principal balance, noted below under “Convertible Notes Amendment and Conversion” and “SK Energy Note Amendment; Note Purchases and Conversion”. On August 1, 2018, the Company received total proceeds of $23,600,000 from the sale of multiple Convertible Promissory Notes (the “Convertible Notes”). A total of $22,000,000 in Convertible Notes were purchased by SK Energy (the “August 2018 SK Energy Note”); $200,000 in Convertible Notes were purchased by an executive officer of SK Energy; $500,000 in Convertible Notes were purchased by a trust affiliated with John J. Scelfo, a director of the Company; $500,000 in Convertible Notes were purchased by an entity affiliated with Ivar Siem, our director, and J. Douglas Schick, President of the Company; $200,000 in Convertible Notes was purchased by H. Douglas Evans (who became a Director and related party on September 27, 2018); and $200,000 in Convertible Notes were purchased by an unaffiliated party (the “Unaffiliated Holder”). The $23,600,000 is accounted for on the balance sheet as $23,200,000 of subordinated notes payable – related party and $400,000 as subordinated notes, as these notes are subordinated to the original June 2018 SK Energy Note. The Convertible Notes accrue interest monthly at 8.5% per annum, which interest is payable on the maturity date unless otherwise converted into our common stock. The principal and interest due under the Convertible Notes are convertible into shares of our common stock, from time to time after August 29, 2018, at the option of the holders thereof, at a conversion price equal to $2.13 per share, per terms of the Convertible Notes. The accrued interest is accounted for on the balance sheet as of December 31, 2018 as $943,000 of accrued interest – related party and $14,000 of accrued interest. As of December 31, 2019, there was no accrued interest – related party or accrued interest associated with the Convertible Notes on the Balance Sheet, as $347,000 of accrued interest – related party and $6,000 of accrued interest, incurred during 2019 together with the accrued interest outstanding as of December 31, 2018, was converted into shares of common stock due to the note conversions described below. On October 25, 2018, the Company borrowed an additional $7.0 million from SK Energy, through the sale of a convertible promissory note in the amount of $7.0 million (the “October 2018 SK Energy Note”). The October 2018 SK Energy Note had substantially similar terms as the August 2018 SK Energy Note, except that it had a conversion price of $1.79 per share. The October 2018 SK Energy Note is due and payable on October 25, 2021 but may be prepaid at any time without penalty. The accrued interest expense related to this note for the year ended December 31, 2018 was $109,000 and is accounted for on the balance sheet as accrued interest – related party. As of December 31, 2019, there was no accrued interest – related party associated with the August 2018 SK Energy Note on the Balance Sheet, as accrued interest of $78,000 incurred during 2019 together with the accrued interest outstanding as of December 31, 2018 was converted into shares of common stock due to the note conversions described below. January 2019 SK Energy Convertible Note On January 11, 2019, the Company borrowed an additional $15.0 million from SK Energy, through the sale of a convertible promissory note in the amount of $15.0 million (the “January 2019 SK Energy Note”). The January 2019 SK Energy Note had substantially similar terms as the August 2018 SK Energy Note, except that it had a conversion price of $1.50 per share. The January 2019 SK Energy Note is due and payable on January 11, 2022 but may be prepaid at any time without penalty. As of December 31, 2019, there was no outstanding principal or accrued interest – related party associated with the January 2019 SK Energy Note on the Balance Sheet, due to the note conversions described below. Accrued interest-related party for this note prior to the conversion totaled $126,000. Convertible Notes Amendment and Conversion On February 15, 2019, the Company and SK Energy agreed to amend the Convertible Notes (including the August 2018 SK Energy Note), October 2018 SK Energy Note, and the January 2019 SK Energy Note, to remove the conversion limitation that previously prevented SK Energy from converting any portion of the notes into common stock of the Company if such conversion would have resulted in SK Energy beneficially owning more than 49.9% of the Company’s outstanding shares of common stock. Immediately following the entry into the amendment, on February 15, 2019, SK Energy elected to convert (i) all $15,000,000 of the outstanding principal and all $126,000 of accrued interest then owed under the January 2019 SK Energy Note into common stock of the Company at a conversion price of $1.50 per share, as set forth in the January 2019 SK Energy Note into 10,083,819 shares of restricted common stock of the Company, and (ii) all $7,000,000 of the outstanding principal and all $187,000 of accrued interest under the October 2018 SK Energy Note into common stock of the Company at a conversion price of $1.79 per share, as set forth in the October 2018 SK Energy Note, into 4,014,959 shares of restricted common stock of the Company. On March 1, 2019, the Company and SK Energy amended the June 2018 SK Energy Note, to provide SK Energy the right, at any time, at its option, to convert the principal and interest owed under such June 2018 SK Energy Note, into shares of the Company’s common stock, at a conversion price of $2.13 per share. In addition, on March 1, 2019, the holders of $1,500,000 in aggregate principal amount of Convertible Notes sold their Convertible Notes at face value plus accrued and unpaid interest through March 1, 2019 to SK Energy (the “Convertible Note Sale”). Holders which sold their Convertible Notes pursuant to the Convertible Note Sale to SK Energy, included an executive officer of SK Energy ($200,000 in principal amount of Convertible Notes); a trust affiliated with John J. Scelfo, a director of the Company ($500,000 in principal amount of Convertible Notes); an entity affiliated with Ivar Siem, a director of the Company, and J. Douglas Schick the President of the Company ($500,000 in principal amount of Convertible Notes); and Harold Douglas Evans, a director of the Company ($200,000 in principal amount of Convertible Notes). Immediately following the effectiveness of the SK Energy Note Amendment and Convertible Note Sale, on March 1, 2019, SK Energy and the Unaffiliated Holder elected to convert all $31,300,000 of outstanding principal and an aggregate of $1,460,000 of accrued interest under the June 2018 SK Energy Note, SK Energy’s $22 million Convertible Note and all other Convertible Notes, into common stock of the Company at a conversion price of $2.13 per share (the “Conversion Price” and the “Conversions”) as set forth in the June 2018 SK Energy Note, as amended, and the Convertible Notes (including SK Energy’s $22 million Convertible Note (collectively, the “Notes”), into an aggregate of 15,381,605 shares of restricted common stock of the Company (the “Conversion Shares”). |
PPP LOAN
PPP LOAN | 6 Months Ended |
Jun. 30, 2020 | |
Debt Disclosure [Abstract] | |
PPP LOAN | NOTE 7 – PPP LOAN On April 22, 2020, the Company received loan proceeds of $370,000 (the “Original PPP Loan”) under the U. S. Small Business Administration’s (“SBA”) Paycheck Protection Program (“PPP”) established as part of the Coronavirus Aid, Relief and Economic Security Act (“CARES Act”) n April 23, 2020, the SBA issued guidance that cast doubt on the ability of public companies to qualify for a PPP loan. As a result, out of an abundance of caution, on May 1, 2020, the Company repaid the full amount of the Original PPP Loan to Upon the issuance of further guidance from the SBA, on June 2, 2020, the Company again received loan proceeds of $370,000 (the “New PPP Loan”) under the SBA PPP. The New PPP Loan is evidenced by a promissory note, dated as of May 28, 2020 (the “Note”), between the Company and Texas Capital Bank, N.A. The Note has a two-year term, bears interest at the rate of 1.00% per annum, and may be prepaid at any time without payment of any premium. No payments of principal or interest are due during the six-month period beginning on the date of the Note. The principal and accrued interest under the Note are forgivable after eight weeks if the Company uses the New PPP Loan proceeds for eligible purposes, including payroll, benefits, rent and utilities, and otherwise complies with PPP requirements, with the full principal and accrued interest expected to be forgiven in full by the Company. As of June 30, 2020, the Company has accrued $300 in interest. |
ASSET RETIREMENT OBLIGATIONS
ASSET RETIREMENT OBLIGATIONS | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2019 | |
Asset Retirement Obligation [Abstract] | ||
ASSET RETIREMENT OBLIGATIONS | NOTE 8 – ASSET RETIREMENT OBLIGATIONS Activity related to the Company’s asset retirement obligations is as follows (in thousands): Six Months Balance at the beginning of the period * $ 2,099 Accretion expense 146 Liabilities settled (42 ) Changes in estimates (230 ) Balance at end of period $ 1,973 ___________ * Includes $225,000 of current asset retirement obligations at December 31, 2019. There were no obligations due within the 12 months from June 30, 2020. | NOTE 9 – ASSET RETIREMENT OBLIGATION Activity related to the Company’s asset retirement obligations is as follows for the year ended December 31, 2019 (in thousands): 2019 Balance at the beginning of the period (1) $ 2,571 Accretion expense 289 Obligations incurred for acquisition 54 Liabilities settled (120 ) Changes in estimates (695 ) Balance at end of period (2) $ 2,099 ___________ (1) Includes $119,000 of current asset retirement obligations at December 31, 2018. (2) Includes $225,000 of current asset retirement obligations at December 31, 2019. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | ||
COMMITMENTS AND CONTINGENCIES | NOTE 9 – COMMITMENTS AND CONTINGENCIES Lease Agreements Currently, the Company has one operating lease for office space that requires Accounting Standards Codification (ASC) Topic 842 treatment, discussed below. The Company’s leases typically do not provide an implicit rate. Accordingly, the Company is required to use its incremental borrowing rate in determining the present value of lease payments based on the information available at commencement date. The Company’s incremental borrowing rate would reflect the estimated rate of interest that it would pay to borrow on a collateralized basis over a similar term, an amount equal to the lease payments in a similar economic environment. However, the Company currently maintains no debt, and in order to apply an appropriate discount rate, the Company used an average discount rate of eight publicly-traded peer group companies similar to it based on size, geographic location, asset types and/or operating characteristics. The Company has a sublease for its corporate offices in Houston, Texas on approximately 5,200 square feet of office space that expires on August 31, 2023 and has a base monthly rent of approximately $10,000. The Company also has a lease for 187 square feet of office space located in Danville, California for the Company’s Executive Vice President and General Counsel. The monthly rent is $1,200, and the lease expires on August 28, 2020. The Company does not plan to renew this lease upon expiration in an effort to further reduce Company expenses. The Company did not apply ASC Topic 842 to this lease, as the lease term and extension period are for 12-months or less, and we cannot currently conclude if the lease will be renewed or extended beyond a 12-month period. In April 2020, the Company was granted a 20% discount on the remaining lease term. Therefore, the total current obligation for the remainder of this lease through August 2020 is $1,000. For the six months ended June 30, 2020, the Company incurred lease expense of $55,000, for the combined leases. Supplemental cash flow information related to the Company’s operating lease is included in the table below (in thousands): Six Months Cash paid for amounts included in the measurement of lease liabilities $ 58 Supplemental balance sheet information related to operating leases is included in the table below (in thousands): June 30, 2020 Operating lease – right-of-use asset $ 316 Operating lease liabilities – current $ 101 Operating lease liabilities – long-term 248 Total lease liability $ 349 The weighted-average remaining lease term for the Company’s operating lease is 3.2 years as of June 30, 2020, with a weighted-average discount rate of 5.35%. Lease liability with enforceable contract terms that have greater than one-year terms are as follows (in thousands): Remainder of 2020 $ 58 2021 118 2022 121 2023 82 Thereafter — Total lease payments 379 Less imputed interest (30 ) Total lease liability $ 349 Leasehold Drilling Commitments The Company’s oil and gas leasehold acreage is subject to expiration of leases if the Company does not drill and hold such acreage by production or otherwise exercises options to extend such leases, if available, in exchange for payment of additional cash consideration. In the D-J Basin Asset, 170 net acres expire during the remainder of 2020, and no significant net acres expire thereafter (net to our direct ownership interest only). In the Permian Basin Asset, 12 acres are due to expire in 2020 and 4,940 net acres expire thereafter (net to our direct ownership interest only). The Company plans to hold significantly all of this acreage through a program of drilling and completing producing wells. If the Company is not able to drill and complete a well before lease expiration, the Company may seek to extend leases where able. Other Commitments Although the Company may, from time to time, be involved in litigation and claims arising out of its operations in the normal course of business, the Company is not currently a party to any material legal proceeding. In addition, the Company is not aware of any material legal or governmental proceedings against it or contemplated to be brought against it. As part of its regular operations, the Company may become party to various pending or threatened claims, lawsuits and administrative proceedings seeking damages or other remedies concerning its commercial operations, products, employees and other matters. Although the Company provides no assurance about the outcome of these or any other pending legal and administrative proceedings and the effect such outcomes may have on the Company, the Company believes that any ultimate liability resulting from the outcome of such proceedings, to the extent not otherwise provided for or covered by insurance, will not have a material adverse effect on the Company’s financial condition or results of operations. | NOTE 10 – COMMITMENTS AND CONTINGENCIES Lease Agreements The Company determines if an arrangement is a lease at inception of the arrangement. To the extent that the Company determines an arrangement represents a lease, that lease is classified as an operating lease or a finance lease. The Company currently does not have any finance leases. In accordance with Accounting Standards Codification (ASC) Topic 842-Accounting for Leases, operating leases are capitalized on the Company’s consolidated balance sheet through an asset and a corresponding lease liability. Recorded assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent its obligation to make lease payments arising from the lease. Short-term leases that have an initial term of one year or less are not capitalized. Currently, the Company has one operating lease for office space that requires ASC Topic 842 treatment, discussed below. Discount Rate The Company’s leases typically do not provide an implicit rate. Accordingly, the Company is required to use its incremental borrowing rate in determining the present value of lease payments based on the information available at commencement date. The Company’s incremental borrowing rate would reflect the estimated rate of interest that it would pay to borrow on a collateralized basis over a similar term, an amount equal to the lease payments in a similar economic environment. However, the Company currently maintains no debt, and in order to apply an appropriate discount rate, the Company used an average discount rate of eight publicly traded peer group companies similar to it based on size, geographic location, asset types and/or operating characteristics. Office Leases In June 2018, the Company assumed the lease for its corporate office space located in Houston, Texas from American Resources, Inc., an entity beneficially owned and controlled by Ivar Siem, a director of the Company, and J. Douglas Schick, the Company’s President. The term of the lease ended on August 31, 2019. Effective September 1, 2019, the Company moved its corporate headquarters from 1250 Wood Branch Park Dr., Suite 400, Houston, Texas 77079 to 575 N. Dairy Ashford, Energy Center II, Suite 210, Houston, Texas 77079 in connection with the expiration of its former office space lease. The Company entered into a sublease on approximately 5,200 square feet of office space that expires on August 31, 2023, and has a base monthly rent of approximately $10,000 with the first month rent due beginning on January 1, 2020. The Company paid a security deposit of $9,600. The Company also leased space for its former corporate headquarters in Danville, California that was scheduled to expire July 31, 2019, but was terminated in January 2019, without penalty or other amounts due. In February 2019, the Company entered into a six-month lease agreement for 187 square feet of new office space located in Danville, California for the Company’s General Counsel. The monthly rent is $1,200, and the Company paid a $1,200 security deposit. In August 2019, the lease was extended for an additional six months on the same terms. The Company did not apply ASC Topic 842 to this lease, as the lease term and extension period are for 12-months or less and we cannot currently conclude if the lease will be renewed or extended beyond a 12-month period. The lease was subsequently extended for an additional six months in February 2020 at the same rate. The total current obligation for the remainder of this lease through July 2020 is $8,400. For the year ended December 31, 2019 and 2018, the Company incurred lease expense of $139,000 and $98,000, respectively, for the combined leases. Supplemental cash flow information related to the Company’s operating lease is included in the table below for the year ended December 31, 2019: 2019 Cash paid for amounts included in the measurement of lease liabilities $ — Supplemental balance sheet information related to operating leases is included in the table below for the year ended December 31, 2019 (in thousands): 2019 Operating lease – right-of-use asset $ 360 Operating lease liabilities – current $ 97 Operating lease liabilities – long-term 300 Total lease liability $ 397 The weighted-average remaining lease term for the Company’s operating lease is 3.7 years as of December 31, 2019, with a weighted-average discount rate of 5.35%. Lease liability with enforceable contract terms that have greater than one-year terms are as follows (in thousands): 2020 $ 115 2021 118 2022 121 2023 82 Thereafter — Total lease payments 436 Less imputed interest (39 ) Total lease liability $ 397 Leasehold Drilling Commitments The Company’s oil and gas leasehold acreage is subject to expiration of leases if the Company does not drill and hold such acreage by production or otherwise exercises options to extend such leases, if available, in exchange for payment of additional cash consideration. In the D-J Basin Asset, 202 net acres expire during the remainder of 2020, and no net acres expire thereafter (net to our direct ownership interest only). In the Permian Basin Asset, 8,835 acres are set to expire without meeting drilling commitments or term assignment extensions (net to our direct ownership interest only). The Company plans to hold significantly all of this acreage through a program of drilling and completing producing wells. If the Company is not able to drill and complete a well before term assignment expiration, the Company may seek to extend terms of contractual assignments. Other Commitments Although the Company may, from time to time, be involved in litigation and claims arising out of its operations in the normal course of business, the Company is not currently a party to any material legal proceeding. In addition, the Company is not aware of any material legal or governmental proceedings against it or contemplated to be brought against it. As part of its regular operations, the Company may become party to various pending or threatened claims, lawsuits and administrative proceedings seeking damages or other remedies concerning its commercial operations, products, employees and other matters. Although the Company provides no assurance about the outcome of these or any other pending legal and administrative proceedings and the effect such outcomes may have on the Company, the Company believes that any ultimate liability resulting from the outcome of such proceedings, to the extent not otherwise provided for or covered by insurance, will not have a material adverse effect on the Company’s financial condition or results of operations. |
SHAREHOLDERS' EQUITY
SHAREHOLDERS' EQUITY | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2019 | |
Equity [Abstract] | ||
SHAREHOLDERS' EQUITY | NOTE 10 – SHAREHOLDERS’ EQUITY Common Stock During the six months ended June 30, 2020, the Company granted an aggregate of 1,119,000 restricted stock awards to various employees and a consultant of the Company. Additionally, 55,000 shares of restricted common stock were forfeited to the Company and cancelled due to an employee termination (see Note 11 below). Warrants During the six months ended June 30, 2020, no warrants were granted, exercised or cancelled, and as of June 30, 2020, the Company had warrants to purchase 150,329 shares of common stock outstanding, with an exercise price of $0.32 per share and a June 25, 2021 expiration date. The intrinsic value of these outstanding, as well as exercisable, warrants on June 30, 2020 was $73,000. | NOTE 11 – SHAREHOLDERS’ EQUITY Common Stock On February 15, 2019 and March 1, 2019, $22.3 million and $32.8 million of outstanding note payables and accrued interest were converted into 14,098,778 and 15,381,605 shares of the Company’s common stock, respectively (see “ Note 8- Notes Payable On May 16, 2019, the Company sold an aggregate of 1,500,000 shares of its restricted common stock to two third-party purchasers at a price of $2.00 per share, or $3 million in aggregate, pursuant to subscription agreements, and on September 17, 2019, the Company sold an aggregate of 8,400,000 shares of its restricted common stock to an additional third-party purchaser, Viktor Tkachev, who became an affiliate of the Company, after the issuance, at a price of $1.43 per share, or $12 million in aggregate, pursuant to a subscription agreement. On May 21, 2019, SK Energy, which is owned and controlled by Dr. Kukes, the Company’s Chief Executive Officer and a member of the Board of Directors, purchased 6,818,181 shares of restricted common stock from the Company at a price of $2.20 per share, or $15 million in aggregate, pursuant to a subscription agreement, and on September 17, 2019, SK Energy purchased an additional 8,204,481 shares of restricted common stock from the Company at a price of $1.58 per share, or $13 million in aggregate, pursuant to a subscription agreement. As a result of the purchases above, SK Energy, which beneficially owned 78.2% of the Company’s outstanding common stock prior to the May 16, 2019 subscription agreement, beneficially owned 73.2% of the Company’s outstanding common stock after all of the subscriptions discussed above. Currently, SK Energy beneficially owns 71.8% of the Company’s outstanding common stock as of the date of this report. During the year ended December 31, 2018, SK Energy converted all of its 66,625 outstanding shares of Series A Convertible Preferred Stock into 6,662,500 shares of the Company’s common stock. SK Energy also converted an aggregate of $167,000 of interest accrued under the March 2019 SK Energy Note into 75,118 shares of the Company’s common stock, based on a conversion price equal to $2.18 per share, pursuant to the conversion terms of the March 2019 SK Energy Note. Warrants During the year ended December 31, 2019, no warrants were granted, and warrants to purchase 470,077 shares of common stock expired. Additionally, on April 1, 2019, the Company issued 60,056 total shares of common stock upon the cashless exercise of two warrants to purchase an aggregate of 596,280 shares of common stock with an exercise price of $2.50 per share, based on a current market value of $2.78 per share, under the terms of each warrant. During the year ended December 31, 2018, warrants to purchase an aggregate of 1,448,472 shares of common stock were granted to certain holders of Company debt in connection with the Company’s June 2018 debt restructuring. These warrants have a term of three years, an exercise price of $0.322, and the estimated fair value of $322,000 was based on the Black-Scholes option pricing model and was recognized as warrant expense, which was included in the net gain on debt restructuring. Variables used in the Black-Scholes option-pricing model for the warrants issued include: (1) a discount rate of 2.50%, (2) expected term of 3.0 years, (3) expected volatility of 125.4%, and (4) zero expected dividends. Additionally, 192,208 shares were issued in connection with the exercise of warrants (in exchange for cash received of $64,000), 165,017 warrants expired and 1,105,935 were cancelled and re-purchased at a total price of $1,095,000. The intrinsic value of outstanding as well as exercisable warrants at December 31, 2019 and 2018 was $201,000 and $65,000, respectively. Warrant activity during the years ended December 31, 2019 and 2018 was: 2019 2018 Number of Warrants Weighted Average Exercise Price Weighted Average Remaining Contract Term (Years) Number of Warrants Weighted Average Exercise Price Weighted Average Remaining Contract Term (Years) Outstanding at Beginning of Period 1,216,686 $ 6.36 0.8 1,231,373 $ 7.44 1.4 Granted — 1,448,472 0.32 Expired/Cancelled (470,077 ) 13.19 (1,270,951 ) 1.44 Exercised (596,280 ) 2.50 (192,208 ) 0.32 Outstanding at End of Period 150,329 $ 0.32 1.5 1,216,686 $ 6.36 0.8 Exercisable at End of Period 150,329 $ 0.32 1.5 1,216,686 $ 6.36 0.8 |
SHARE-BASED COMPENSATION
SHARE-BASED COMPENSATION | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2019 | |
Equity [Abstract] | ||
SHARE-BASED COMPENSATION | NOTE 11 – SHARE-BASED COMPENSATION The Company measures the cost of employee services received in exchange for an award of equity instruments based on the grant-date fair value of the award over the vesting period. Common Stock On January 13, 2020, restricted stock awards were granted to various employees and one consultant for an aggregate of 1,049,000 (including 924,000 restricted stock awards to officers of the Company) and 70,000 shares, respectively, of the Company’s common stock, under the Company’s Amended and Restated 2012 Equity Incentive Plan. The grant of the 1,049,000 shares of restricted stock vest as follows: 33.3% vest each subsequent year from the date of grant, contingent upon the recipient’s continued service with the Company. These shares have a total fair value of $1,172,000, based on the market price on the issuance date. The grant of the 70,000 shares of restricted stock vest as follows: 100% on the one-year anniversary of the grant date, subject to the recipient’s continued service with the Company. These consultant shares have a total fair value of $118,000, based on the market price on the issuance date. In February 2020, 55,000 shares of restricted common stock were forfeited to the Company and cancelled due to an employee termination. As a result, these shares are once again eligible to be awarded under the Company’s Amended and Restated 2012 Equity Incentive Plan. Share-based compensation expense recorded related to the vesting of restricted stock for the six months ended June 30, 2020 was $1,282,000. The remaining unamortized share-based compensation expense at June 30, 2020 related to restricted stock was $1,492,000. Options During the six months ended June 30, 2020, no options were exercised, options to purchase 733,000 shares of common stock were granted (discussed below), options to purchase 34,000 shares of common stock expired, and options to purchase 90,000 shares of common stock were cancelled. On January 13, 2020, the Company granted options to purchase an aggregate of 733,000 shares of common stock to various Company employees at an exercise price of $1.68 per share. The options have a term of five years and fully vest in January 2023, with 33.3% of each grant vesting each subsequent year from the date of grant, contingent upon each recipient’s continued service with the Company. The aggregate fair value of the options on the date of grant, using the Black-Scholes model, was $1,053,000. Variables used in the Black-Scholes option-pricing model for the options issued include: (1) a discount rate of 1.63%, (2) expected term of 3.5 years, (3) expected volatility of 155%, and (4) zero expected dividends. During the six months ended June 30, 2020, the Company recognized stock option expense of $290,000. The remaining amount of unamortized stock options expense at June 30, 2020, was $655,000. The intrinsic value of outstanding and exercisable options on June 30, 2020 was $56,000. Option activity during the six months ended June 30, 2020 was: Number of Weighted Weighted Outstanding at December 31, 2019 753,349 $ 3.30 2.4 Granted 733,000 $ 1.68 Expired/Canceled (124,000 ) $ 2.23 Outstanding at June 30, 2020 1,362,349 $ 2.32 3.3 Exercisable at June 30, 2020 686,016 $ 2.97 2.1 | NOTE 12 – SHARE-BASED COMPENSATION 2012 Incentive Plan On July 27, 2012, the shareholders of the Company approved the 2012 Equity Incentive Plan (the “2012 Incentive Plan”), which was previously approved by the Board of Directors on June 27, 2012, and authorizes the issuance of various forms of stock-based awards, including incentive or non-qualified options, restricted stock awards, performance shares and other securities as described in greater detail in the 2012 Incentive Plan, to the Company’s employees, officers, directors and consultants. The 2012 Incentive Plan was amended on June 27, 2014, October 7, 2015 and December 28, 2016, December 28, 2017, September 27, 2018 and August 28, 2019 to increase by 500,000, 300,000, 500,000, 1,500,000, 3,000,000 and 2,000,000 (to 8,000,000 currently), respectively, the number of shares of common stock reserved for issuance under the 2012 Incentive Plan. A total of 8,000,000 shares of common stock are eligible to be issued under the 2012 Incentive Plan as of December 31, 2019, of which 3,980,130 shares have been issued as restricted stock, 678,000 shares are subject to issuance upon exercise of issued and outstanding options, and 3,341,870 shares remain available for future issuance as of December 31, 2019. PEDCO 2012 Equity Incentive Plan As a result of the July 27, 2012 merger by and between the Company, Blast Acquisition Corp., a wholly-owned Nevada subsidiary of the Company (“MergerCo”), and Pacific Energy Development Corp., a privately-held Nevada corporation (“PEDCO”) pursuant to which MergerCo was merged with and into PEDCO, with PEDCO continuing as the surviving entity and becoming a wholly-owned subsidiary of the Company, in a transaction structured to qualify as a tax-free reorganization (the “Merger”), the Company assumed the PEDCO 2012 Equity Incentive Plan (the “PEDCO Incentive Plan”), which was adopted by PEDCO on February 9, 2012. The PEDCO Incentive Plan authorized PEDCO to issue an aggregate of 100,000 shares of common stock in the form of restricted shares, incentive stock options, non-qualified stock options, share appreciation rights, performance shares, and performance units under the PEDCO Incentive Plan. As of December 31, 2019, options to purchase an aggregate of 21,635 shares of the Company’s common stock and 55,168 shares of the Company’s restricted common stock have been granted under this plan (all of which were granted by PEDCO prior to the closing of the merger with the Company, with such grants being assumed by the Company and remaining subject to the PEDCO Incentive Plan following the consummation of the merger). The Company does not plan to grant any additional awards under the PEDCO Incentive Plan. Common Stock In April 2019, restricted stock awards were granted to three new employees and one consultant for an aggregate of 160,000 shares of the Company’s common stock, under the Company’s Amended and Restated 2012 Equity Incentive Plan. The grant for a total of 50,000 of the restricted stock awards vests as follows: 100% on the one-year anniversary of the grant date, subject to the recipient’s continued service with the Company. These shares have a total fair value of $135,000 based on the market price on the issuance date. The grants for 110,000 shares of restricted stock vest as follows: 50% on the one-year anniversary of the grant date and 50% on the second-year anniversary of the grant date, subject to the recipient’s continued service with the Company. These shares have a total fair value of $253,000 based on the market price on the issuance date. On July 18, 2019, 50,000 shares of restricted stock were awarded to an advisor under the Company’s Amended and Restated 2012 Equity Incentive Plan. The restricted stock vests as follows: 100% on the six-month anniversary of the grant date, subject to the recipient’s continued service with the Company. These shares have a total fair value of $83,000, based on the market price on the issuance date. On August 28, 2019, restricted stock awards were granted to three directors for an aggregate of 170,000 shares of the Company’s common stock, under the Company’s Amended and Restated 2012 Equity Incentive Plan. The grant for a total of 120,000 of the restricted stock awards vests as follows: 100% on July 12, 2020, subject to the recipient’s continued service with the Company. These shares have a total fair value of $187,000 based on the market price on the issuance date. The grants for 50,000 shares of restricted stock vest as follows: 100% on September 27, 2020, subject to the recipient’s continued service with the Company. These shares have a total fair value of $78,000 based on the market price on the issuance date. Additionally, 50,000 shares of restricted stock were awarded to a director for advisory services provided to the Company under the Company’s Amended and Restated 2012 Equity Incentive Plan. The restricted stock vests as follows: 100% on July 12, 2020, subject to the recipient’s continued service with the Company. These shares have a total fair value of $78,000, based on the market price on the issuance date. On October 5, 2019, 250,000 shares of restricted stock were awarded to an advisor under the Company’s Amended and Restated 2012 Equity Incentive Plan. The restricted stock vests as follows: 100% on the six-month anniversary of the grant date, subject to the recipient’s continued service with the Company. These shares have a total fair value of $350,000, based on the market price on the issuance date. On November 8, 2019, the Company entered into an Advisory Agreement and Restricted Shares Grant Agreement with Viktor Tkachev, a greater than 10% shareholder of the Company (who acquired $12 million of shares of common stock on September 17, 2019), under which Mr. Tkachev agreed to provide strategic planning and business development services, and pursuant to which 100,000 shares of restricted common stock were awarded to Mr. Tkachev under the Company’s Amended and Restated 2012 Equity Incentive Plan, 100% of which vest on the six-month anniversary of the grant date, subject to the recipient’s continued service with the Company and the terms and conditions of these agreements. These shares have a total fair value of $128,000 based on the market price on the issuance date. Also on November 8, 2019, the Company entered into an Advisory Agreement with Ivar Siem, a member of the Board of Directors, pursuant to which the 50,000 restricted shares of common stock previously awarded to Mr. Siem on August 28, 2019 under the Plan continue to vest, with 100% vesting on July 12, 2020, subject to Mr. Siem continuing to provide advisory services to the Company on such vesting date, and subject to the terms and conditions of a Restricted Shares Grant Agreement entered into by and between the Company and Mr. Siem on August 28, 2019. The Advisory Agreement contains customary confidentiality, indemnification and no conflict language; and may be terminated by the Company or the advisor with 15 days prior written notice for any reason. During the year ended December 31, 2018, the Company issued shares of common stock and restricted common stock as follows: 600,000 shares of common stock issued to SK Energy with a fair value of $185,000 based on the market price on the date of issuance, 80,000 shares of restricted stock were issued to our former CEO (Mr. Ingriselli) with a fair value of $27,000 based on the market price on the date of issuance, and 30,848 shares were issued to employees for the cashless exercise of options. The 80,000 shares of restricted stock were issued in consideration for Mr. Ingriselli rejoining the Company as its President and Chief Executive Officer in May 2018. Mr. Ingriselli subsequently resigned as President and Chief Executive Officer on September 27, 2018 and the shares of restricted stock fully vested on October 1, 2018 pursuant to a separation agreement entered into with him. Also, restricted stock awards were granted to Messrs. Frank C. Ingriselli (then President) and Clark R. Moore (Executive Vice President, General Counsel and Secretary) of 60,000 and 50,000 shares, respectively, under the Company’s Amended and Restated 2012 Equity Incentive Plan during the year ended December 31, 2018. The restricted stock awards vest as follows: 100% on the six-month anniversary of the grant date. These shares have a total fair value of $164,000 based on the market price on the issuance date. Upon Mr. Ingriselli’s resignation, noted above, the 60,000 shares of restricted stock fully vested on October 1, 2018 pursuant to a separation agreement entered into with him. Subsequent restricted stock awards were granted to 12 employees and two directors totaling an aggregate of 714,000 shares (90,000 shares on September 27, 2018 and 624,000 shares on December 12, 2018), under the Company’s Amended and Restated 2012 Equity Incentive Plan. The grants for a total of 40,000 of the restricted stock awards vest as follows: 100% on the one-year anniversary of the grant date. These shares have a total fair value of $88,000 based on the market price on the issuance date. The grant for 50,000 shares of restricted stock vest as follows: 50% on the one-year anniversary of the grant date and 50% on the second-year anniversary of the grant date. These shares have a total fair value of $109,000 based on the market price on the issuance date. The grant for 624,000 shares of restricted stock vest as follows: 33.3% on the one-year anniversary of the grant date, 33.3% on the two-year anniversary of the grant date and 33.3% on the third-year anniversary of the grant date. These shares have a total fair value of $830,000 based on the market price on the issuance date. In each case above the restricted shares are subject to the recipient of the shares being an employee of or consultant to the Company on such vesting date, and subject to the terms and conditions of a Restricted Shares Grant Agreement, as applicable, entered into by and between the Company and the recipient. In addition, 65,017 shares were issued to an employee for the cashless exercise of options, and 192,208 shares were issued for the exercise of warrants at an exercise price of $0.322 per share for an aggregate exercise price of $64,000. The awarded shares above are subject to trading restrictions, and forfeiture, subject to the vesting terms described above. When such securities are vested in accordance with their terms, the trading restrictions are lifted. Stock-based compensation expense recorded related to restricted stock during the years ended December 31, 2019 and 2018 was $1,259,000 and $659,000, respectively. The remaining amount of unamortized stock-based compensation expense related to restricted stock at December 31, 2019 and 2018 was $999,000 and $967,000, respectively. Options On August 14, 2019, the Company issued 9,782 total shares of common stock upon the cashless exercise of stock options to purchase an aggregate of 12,500 shares of common stock with an exercise price of $0.31 per share, based on a then current market value of $1.42 per share, under the terms of the options. The options had an intrinsic value of $14,000 on the exercise date. On September 27, 2018, the Company granted options to purchase an aggregate of 120,000 and 100,000 shares of common stock an exercise price of $2.19 per share to John J. Scelfo, our Chairman, and H. Douglas Evans, a Director, respectively, all pursuant to the Company’s 2012 Amended and Restated Equity Incentive Plan and in consideration for their joining the Company’s board of directors and committees thereof. The options have a term of five years and fully vest on the one-year anniversary of the vesting commencement date contingent upon the recipient’s continued service with the Company. The aggregate fair value of the options on the date of grant, using the Black-Scholes model, was $417,000. Variables used in the Black-Scholes option-pricing model for the options issued include: (1) a discount rate of 2.75%, (2) expected term of 3.0 years, (3) expected volatility of 171%, and (4) zero expected dividends. On December 12, 2018, the Company granted options to purchase an aggregate of 50,000 shares of common stock to an employee at an exercise price of $1.33 per share. The options have a term of five years and fully vest in December 2021. 33.3% vest each subsequent year from the date of grant contingent upon the recipient’s continued service with the Company. The aggregate fair value of the options on the date of grant, using the Black-Scholes model, was $59,000. Variables used in the Black-Scholes option-pricing model for the options issued include: (1) a discount rate of 2.75%, (2) expected term of 3.5 years, (3) expected volatility of 164%, and (4) zero expected dividends. During the year ended December 31, 2019 and 2018, the Company recognized stock option based compensation expense related to options of $298,000 and $203,000, respectively. The remaining amount of unamortized stock options expense at December 31, 2019 and 2018 was $22,000 and $320,000, respectively. The intrinsic value of outstanding and exercisable options at December 31, 2019 and 2018 was $197,000 and $36,000, respectively. Option activity during the year-ended December 31, 2019 and 2018 was: 2019 2018 Number of Stock Options Weighted Average Grant Price Weighted Average Remaining Contract Term (Years) Number of Stock Options Weighted Average Grant Price Weighted Average Remaining Contract Term (Years) Outstanding at Beginning of Period 890,232 $ 3.26 3.3 743,727 $ 3.45 3.8 Granted — 270,000 2.03 4.8 Expired/Cancelled (124,383 ) 6.13 (3,495 ) 45.67 Exercised (12,500 ) 0.31 (120,000 ) 0.44 Outstanding at End of Period 753,349 $ 2.93 2.5 890,232 $ 3.26 3.3 Exercisable at End of Period 720,016 $ 3.00 2.4 575,232 $ 4.19 2.5 |
EARNINGS (LOSS) PER COMMON SHAR
EARNINGS (LOSS) PER COMMON SHARE | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
EARNINGS (LOSS) PER COMMON SHARE | NOTE 13 – EARNINGS (LOSS) PER COMMON SHARE Earnings (loss) per common share-basic is calculated by dividing net income (loss) by the weighted average number of shares of common stock outstanding during the period. Net income (loss) per common share-diluted assumes the conversion of all potentially dilutive securities and is calculated by dividing net (loss) income by the sum of the weighted average number of shares of common stock, as defined above, outstanding plus potentially dilutive securities. Net (loss) income per common share-diluted considers the impact of potentially dilutive securities except in periods in which there is a loss because the inclusion of the potential common shares, as defined above, would have an anti-dilutive effect. The calculation of earnings (loss) per share for the years ended December 31, 2019 and 2018 were as follows (amounts in thousands, except share and per share data): Numerator: 2019 2018 Net income (loss) $ (11,102 ) $ 53,607 Effect of common stock equivalents — — Net income (loss) adjusted for common stock equivalents $ (11,102 ) $ 53,607 Denominator: Weighted average common shares – basic 51,214,986 11,168,490 Dilutive effect of common stock equivalents: Options and Warrants — 144,756 Denominator: Weighted average common shares – diluted 51,214,986 11,313,246 Earnings (loss) per common share – basic $ (0.22 ) $ 4.80 Earnings (loss) per common share – diluted $ (0.22 ) $ 4.74 For the years ended December 31, 2019 and 2018, the following share equivalents related to convertible debt and preferred stock, and options and warrants to purchase shares of common stock were excluded from the computation of diluted net income (loss) per share as the inclusion of such shares would be anti-dilutive. 2019 2018 Common Shares Issuable for: Convertible Debt — 15,449,559 Options and Warrants 903,678 1,491,589 Total 903,678 16,941,148 |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2019 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 14 – RELATED PARTY TRANSACTIONS The following table reflects the related party amounts for SK Energy, Directors and Officers included in the balance sheets of the years ended December 31, 2019 and 2018 (in thousands): 2019 2018 Long-term accrued expenses — $ 943 Long-term notes payable – subordinated — 30,200 Long-term notes payable, net of discount of $-0- and $161, respectively — 7,694 Total related party liabilities $ — $ 38,837 See “ Note 8 – Notes Payable On May 21, 2019, SK Energy, which is owned and controlled by Dr. Kukes, our Chief Executive Officer and a member of the Board of Directors, purchased 6,818,181 shares of restricted common stock from the Company at a price of $2.20 per share, or $15 million in aggregate, and on September 17, 2019, SK Energy purchased 8,204,481 additional shares of restricted common stock from the Company at a price of $1.5845 per share, or $13 million in aggregate (see “ Note 11 – Shareholders’ Equity On August 28, 2019, 50,000 shares of restricted stock were awarded to a director for advisory services provided to the Company, which shares have a total fair value of $78,000, based on the market price on the issuance date (see “ Note 12 – Share-Based Compensation Also, on August 28, 2019, the Company granted an aggregate of 170,000 shares of restricted stock to three directors of the Company, which have a total fair value of $265,000, based on the market price on the issuance date (see “ Note 12 – Share-Based Compensation On November 1, 2019, the Company subleased approximately 300 square feet of office space at its current headquarters to SK Energy, which is owned and controlled by Dr. Kukes, our Chief Executive Officer and a member of the Board of Directors. The lease renews on a monthly basis, may be terminated by either party at any time upon prior written notice delivered to the other party, and has a monthly base rent of $1,200. On November 8, 2019, 100,000 shares of restricted stock were awarded to a greater than 10% shareholder of the Company for strategic planning and business development services provided to the Company, which shares have a total fair value of $128,000, based on the market price on the issuance date (see “ Note 12 – Share-Based Compensation |
INCOME TAXES
INCOME TAXES | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | ||
INCOME TAXES | NOTE 12 – INCOME TAXES The Company has estimated that its effective tax rate for U.S. purposes will be zero for the 2020 and 2019 fiscal years as a result of net losses and a full valuation allowance against the net deferred tax assets. Consequently, the Company has recorded no provision or benefit for income taxes for the three months ended June 30, 2020 and 2019. | NOTE 15 – INCOME TAXES Due to the Company’s net taxable losses for both years, there were no provisions for income taxes for the years ended December 31, 2019 and 2018. The following table reconciles the U.S. federal statutory income tax rate in effect for the years ended December 1, 2019 and 2018, and the Company’s effective tax rate: 2019 2018 U.S. federal statutory income tax (benefit) 21.00 % 21.00 % State and local income tax, net of benefits 6.64 % 6.64 % Amortization of debt discount -2.05 % 0.73 % Officer life insurance and D&O insurance -0.05 % 0.01 % Stock-based compensation -0.62 % 0.08 % Utilization of net operating loss carryforwards 0.03 % 0.44 % Tax rate changes and other 0.00 % -30.18 % Valuation allowance for deferred income tax assets -24.95 % 1.28 % Effective income tax rate 0.00 % 0.00 % Deferred income tax assets as of December 31, 2019 and 2018 are as follows (in thousands): Deferred Tax Assets 2019 2018 Difference in depreciation, depletion, and capitalization methods – oil and natural gas properties $ 529 $ 4,334 Accretion 80 — Share-based compensation 584 — Net operating loss – federal taxes 23,183 30,324 Net operating loss – state taxes 3,139 5,397 Total deferred tax asset 27,515 40,055 Less valuation allowance (27,515 ) (40,055 ) Total deferred tax assets $ — $ — In assessing the realization of deferred tax assets, management considers whether it is more likely than not that some portion or all of deferred assets will not be realized. The ultimate realization of the deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Utilization of NOL and tax credit carryforwards may be subject to a substantial annual limitation due to ownership change limitations that may have occurred or that could occur in the future, as required by the Internal Revenue Code (the “Code”), as amended, as well as similar state provisions. In general, an “ownership change” as defined by the Code results from a transaction or series of transactions over a three-year period resulting in an ownership change of more than 50 percent of the outstanding stock of a company by certain shareholders or public groups. Based on the available objective evidence, management believes it is more likely than not that the net deferred tax assets will not be fully realizable. Accordingly, management has applied a full valuation allowance against its net deferred tax assets at December 31, 2019 and 2018. The net change in the total valuation allowance from December 31, 2018 to December 31, 2019 was a decrease of $12,500,000. The Company’s policy is to recognize interest and penalties accrued on any unrecognized tax benefits as a component of income tax expense. As of December 31, 2019 and 2018, the Company did not have any significant uncertain tax positions or unrecognized tax benefits. The Company did not have associated accrued interest or penalties, nor was any interest expense or penalties recognized for the years ended December 31, 2019 and 2018. As of December 31, 2019, the Company has federal net operating loss carryforwards of approximately $110,000,000, which if not utilized approximately $95,000,000 will expire beginning in 2023 and ending 2037, respectively, and $15,000,000. carried forward indefinitely limited to 80% of a given years taxable income. The Company currently has tax returns open for examination by the Internal Revenue Service for all years since 2015. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2019 | |
Subsequent Events [Abstract] | ||
SUBSEQUENT EVENTS | NOTE 13 – SUBSEQUENT EVENTS The recent outbreak of COVID-19, which has been declared by the World Health Organization to be a pandemic, has spread across the globe and is impacting worldwide economic activity. A pandemic, including COVID-19, or other public health epidemic poses the risk that the Company or its employees, vendors, and other partners may be prevented from conducting business activities at full capacity for an indefinite period of time, including due to spread of the disease within these groups or due to shutdowns that may be requested or mandated by governmental authorities. While it is not possible at this time to estimate the full impact that COVID-19 will have on the Company’s business, the continued spread of COVID-19 and the measures taken by the governments of countries affected and in which the Company operates has disrupted, and may continue to disrupt, the operation of the Company’s business for a prolonged period of time. The COVID-19 outbreak and mitigation measures have also had an adverse impact on global economic conditions, as well as an adverse effect on the Company’s business and financial condition, and may continue to have an adverse effect on the Company, including on its potential to conduct financings on terms acceptable to the Company, if at all. In addition, the Company has taken temporary precautionary measures intended to help minimize the risk of the virus to its employees, vendors and guests, including limiting the number of occupants at the Company’s Houston headquarters and requiring all others to work remotely, and discouraging employee attendance at in-person work-related meetings, which could negatively affect the Company’s business. The extent to which the COVID-19 outbreak will continue to impact the Company’s results will depend on future developments that are highly uncertain and cannot be predicted, including new information that may emerge concerning the severity of the virus, the availability and efficacy of vaccines, and the actions to contain its impact. | NOTE 16 – SUBSEQUENT EVENTS On January 13, 2020, the Company granted options to purchase an aggregate of 733,000 shares of common stock to various Company employees at an exercise price of $1.68 per share. The options have a term of five years and fully vest in January 2023. 33.3% vest each subsequent year from the date of grant, contingent upon the recipient’s continued service with the Company. The aggregate fair value of the options on the date of grant, using the Black-Scholes model, was $1,053,000. Variables used in the Black-Scholes option-pricing model for the options issued include: (1) a discount rate of 1.63%, (2) expected term of 3.5 years, (3) expected volatility of 155%, and (4) zero expected dividends. Additionally on January 13, 2020, restricted stock awards were granted to various employees and one consultant for an aggregate of 1,049,000 (including 924,000 restricted stock awards to officers of the Company) and 70,000 shares, respectively, of the Company’s common stock, under the Company’s Amended and Restated 2012 Equity Incentive Plan. The grant for the 1,049,000 shares of restricted stock vest as follows: 33.3% vest each subsequent year from the date of grant contingent upon the recipient’s continued service with the Company. These shares have a total fair value of $1,172,000 based on the market price on the issuance date. The grant for the 70,000 shares of restricted stock vest as follows: 100% on the one-year anniversary of the grant date, subject to the recipient’s continued service with the Company. These shares had a total fair value of $118,000 based on the market price on the issuance date. In February 2020, 55,000 shares of restricted common stock were rescinded due to an employee termination. As a result, these shares were canceled and returned to the Company’s Amended and Restated 2012 Equity Incentive Plan. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2019 | |
Accounting Policies [Abstract] | ||
Basis of Presentation and Principles of Consolidation | Basis of Presentation and Principles of Consolidation. | |
Use of Estimates in Financial Statement Preparation | Use of Estimates in Financial Statement Preparation. | |
Cash and Cash Equivalents | Cash and Cash Equivalents. In November 2016, the Financial Accounting Standards Board (“FASB”) issued an Accounting Standards Update (“ASU”) amending the presentation of restricted cash within the consolidated statements of cash flows. The new guidance requires that restricted cash be added to cash and cash equivalents on the consolidated statements of cash flows. The Company adopted this ASU on January 1, 2018 on a retrospective basis with no impact to the consolidated statements of cash flows for the year ended December 31, 2019 and 2018, respectively. | |
Concentrations of Credit Risk | Concentrations of Credit Risk. Sales to one customer comprised 54% of the Company’s total oil and gas revenues for the year ended December 31, 2019. The Company believes that, in the event that its primary customers are unable or unwilling to continue to purchase the Company’s production, there are a substantial number of alternative buyers for its production at comparable prices. | |
Accounts Receivable | Accounts Receivable. | |
Bad Debt Expense | Bad Debt Expense. | |
Equipment | Equipment. | |
Oil and Gas Properties, Successful Efforts Method | Oil and Gas Properties, Successful Efforts Method. Exploratory wells in areas not requiring major capital expenditures are evaluated for economic viability within one year of completion of drilling. The related well costs are expensed as dry holes if it is determined that such economic viability is not attained. Otherwise, the related well costs are reclassified to oil and gas properties and subject to impairment review. For exploratory wells that are found to have economically viable reserves in areas where major capital expenditure will be required before production can commence, the related well costs remain capitalized only if additional drilling is under way or firmly planned. Otherwise the related well costs are expensed as dry holes. Exploration and evaluation expenditures incurred subsequent to the acquisition of an exploration asset in a business combination are accounted for in accordance with the policy outlined above. Depreciation, depletion and amortization of capitalized oil and gas properties is calculated on a field by field basis using the unit of production method. Lease acquisition costs are amortized over the total estimated proved developed and undeveloped reserves and all other capitalized costs are amortized over proved developed reserves. Costs specific to developmental wells for which drilling is in progress or uncompleted are capitalized as wells in progress and not subject to amortization until completion and production commences, at which time amortization on the basis of production will begin. | |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets. | |
Asset Retirement Obligations | Asset Retirement Obligations. assumed inflation factor up to the estimated settlement date, which is then discounted back to the date that the abandonment obligation was incurred using an assumed cost of funds for the Company. After recording these amounts, the ARO will be accreted to its future estimated value using the same assumed cost of funds and the capitalized costs are depreciated on a unit-of-production basis over the estimated proved developed reserves. Both the accretion and the depreciation will be included in depreciation, depletion and amortization expense on our consolidated statements of operations. | |
Revenue Recognition | Revenue Recognition. “Revenue from Contracts with Customers (Topic 606)” Revenue Recognition (Topic 605) The Company’s revenue is comprised entirely of revenue from exploration and production activities. The Company’s oil is sold primarily to marketers, gatherers, and refiners. Natural gas is sold primarily to interstate and intrastate natural-gas pipelines, direct end-users, industrial users, local distribution companies, and natural-gas marketers. NGLs are sold primarily to direct end-users, refiners, and marketers. Payment is generally received from the customer in the month following delivery. Contracts with customers have varying terms, including month-to-month contracts, and contracts with a finite term. The Company recognizes sales revenues for oil, natural gas, and NGLs based on the amount of each product sold to a customer when control transfers to the customer. Generally, control transfers at the time of delivery to the customer at a pipeline interconnect, the tailgate of a processing facility, or as a tanker lifting is completed. Revenue is measured based on the contract price, which may be index-based or fixed, and may include adjustments for market differentials and downstream costs incurred by the customer, including gathering, transportation, and fuel costs. Revenues are recognized for the sale of the Company’s net share of production volumes. Sales on behalf of other working interest owners and royalty interest owners are not recognized as revenues. | |
Income Taxes | Income Taxes. | |
Uncertain Tax Positions | Uncertain Tax Positions. The Company is subject to ongoing tax exposures, examinations and assessments in various jurisdictions. Accordingly, the Company may incur additional tax expense based upon the outcomes of such matters. In addition, when applicable, the Company will adjust tax expense to reflect the Company’s ongoing assessments of such matters, which require judgment and can materially increase or decrease its effective rate as well as impact operating results. | |
Stock-Based Compensation | Stock-Based Compensation. The Company estimates volatility by considering the historical stock volatility. The Company has opted to use the simplified method for estimating expected term, which is generally equal to the midpoint between the vesting period and the contractual term. | |
Earnings (Loss) per Common Share | Earnings (Loss) per Common Share. | |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements The Company does not expect the adoption of any other recently issued accounting pronouncements to have a significant impact on its financial position, results of operations, or cash flows. | Recently Issued Accounting Pronouncements. In February 2016, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2016-02, “Leases (Topic 842)” Leases (Topic 842): Targeted Improvements” In addition, the Company elected practical expedients provided by the new standard whereby, the Company has elected to not reassess its prior conclusions about lease identification, lease classification, and initial direct costs and to retain off-balance sheet treatment of short-term leases (i.e., 12 months or less and does not contain a purchase option that the Company is reasonably certain to exercise). Refer to “Note 10 - Commitments and Contingencies” for additional information. In June 2018, the FASB issued ASU 2018-07, “Compensation—Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting”. The amendments in this update maintain or improve the usefulness of the information provided to the users of financial statements while reducing cost and complexity in financial reporting. The areas for simplification in this update involve several aspects of the accounting for nonemployee share-based payment transactions resulting from expanding the scope of Topic 718, to include share-based payment transactions for acquiring goods and services from nonemployees. Some of the areas for simplification apply only to nonpublic entities. The amendments in this update are effective for all entities for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. The Company adopted the standard as of January 1, 2019. There was no impact of the standard on its consolidated financial statements. The Company does not expect the adoption of any other recently issued accounting pronouncements to have a significant impact on its financial position, results of operations, or cash flows. |
Subsequent Events | Subsequent Events The Company has evaluated all transactions through the date the consolidated financial statements were issued for subsequent event disclosure consideration. | Subsequent Events. |
REVENUE FROM CONTRACTS WITH C_2
REVENUE FROM CONTRACTS WITH CUSTOMERS (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2019 | |
Revenue from Contract with Customer [Abstract] | ||
Disaggregation of revenue | The following table disaggregates revenue by significant product type in the periods indicated (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 Oil sales $ 605 $ 4,037 $ 3,307 $ 5,490 Natural gas sales 41 26 131 135 Natural gas liquids sales 10 7 50 13 Total revenue from customers $ 656 $ 4,070 $ 3,488 $ 5,638 | The following table disaggregates revenue by significant product type for the years ended December 31, 2019 and 2018 (in thousands): 2019 2018 Oil sales $ 12,518 $ 4,153 Natural gas sales 372 230 Natural gas liquids sales 82 140 Total revenue from customers $ 12,972 $ 4,523 |
CASH (Tables)
CASH (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2019 | |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents [Abstract] | ||
Cash and restricted cash | The following table provides a reconciliation of cash and restricted cash reported within the balance sheets, which sum to the total of such amounts as of June 30, 2020 and December 31, 2019 (in thousands): June 30, December 31, Cash $ 10,209 $ 22,415 Restricted cash included in other assets 3,297 3,297 Total cash and restricted cash $ 13,506 $ 25,712 | The following table provides a reconciliation of cash and restricted cash reported within the balance sheets on December 31, 2019 and 2018, which sum to the total of such amounts shown in the accompanying audited consolidated statements of cash flows (in thousands): 2019 2018 Cash $ 22,415 $ 3,463 Restricted cash — 2,316 Restricted cash included in other assets 3,297 — Total cash and restricted cash as shown in the consolidated statements of cash flows $ 25,712 $ 5,779 |
OIL AND GAS PROPERTIES (Tables)
OIL AND GAS PROPERTIES (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2019 | |
Extractive Industries [Abstract] | ||
Oil and gas interests | The following table summarizes the Company’s oil and gas activities by classification for the six months ended June 30, 2020 (in thousands): Balance at Additions Disposals Transfers Balance at Oil and gas properties, subject to amortization $ 107,164 $ 4,924 $ — $ 7,284 $ 119,372 Oil and gas properties, not subject to amortization 14,896 478 — (7,284 ) 8,090 Asset retirement costs 1,547 (230 ) — — 1,317 Accumulated depreciation and depletion (31,759 ) (5,186 ) — — (36,945 ) Total oil and gas assets $ 91,848 $ (14 ) $ — $ — $ 91,834 | The following tables summarize the Company’s oil and gas activities by classification for the years ended December 31, 2019 and 2018, respectively (in thousands): Balance at December 31, Balance at December 31, 2018 Additions Disposals Transfers 2019 Oil and gas properties, subject to amortization $ 70,803 $ 29,900 $ (135 ) $ 6,596 $ 107,164 Oil and gas properties, not subject to amortization 8,516 12,976 — (6,596 ) 14,896 Asset retirement costs 2,188 (641 ) — — 1,547 Accumulated depreciation and depletion (21,045 ) (10,714 ) — — (31,759 ) Total oil and gas assets $ 60,462 $ 31,521 $ (135 ) $ — $ 91,848 Balance at December 31, Balance at December 31, 2017 Additions Disposals Transfers 2018 Oil and gas properties, subject to amortization $ 49,356 $ 21,447 $ — $ — $ 70,803 Oil and gas properties, not subject to amortization — 8,516 — — 8,516 Asset retirement costs 260 1,928 — — 2,188 Accumulated depreciation and depletion (14,694 ) (6,351 ) — — (21,045 ) Total oil and gas assets $ 34,922 $ 25,540 $ — $ — $ 60,462 |
Summary of purchase price | The following table summarizes the allocation of the purchase price to the net assets acquired (in thousands): Purchase price at September 1, 2018 Cash paid $ 20,816 Contingent consideration 500 Total consideration paid $ 21,316 Fair value of net assets acquired at September 1, 2018 Restricted cash for bonds $ 2,316 Oil and gas properties 21,012 Total assets 23,328 Asset retirement obligations 2,012 Total liabilities 2,012 Net assets acquired $ 21,316 The following table summarizes the allocation of the purchase price to the net assets acquired (in thousands): Purchase price at August 1, 2018 Cash paid $ 537 Fair value of net assets acquired at August 1, 2018 Cash $ 2 Accounts receivable – oil and gas 59 Other current assets 39 Oil and gas properties 742 Bonds 105 Total assets 947 Current liabilities 361 Asset retirement obligations 49 Total liabilities 410 Final Purchase price $ 537 | |
Pro forma | The following table presents the Company’s supplemental unaudited consolidated pro forma total revenues, lease operating costs, net income (loss) and net income (loss) per common share for the year ended December 31, 2018 as if the acquisition of the New Mexico assets had occurred on January 1, 2018 (in thousands except for share and per share amounts): PEDEVCO New Mexico Asset Acquisition (1) Proforma Revenue $ 4,523 $ 1,222 $ 5,745 Lease operating costs $ (2,821 ) $ (931 ) $ (3,752 ) Net income (loss) 53,607 $ (1,481 ) $ 52,126 Net income (loss) per common share (diluted) $ 4.74 $ (0.15 ) $ 4.59 ___________ (1) Amount are based on Company estimates. |
NOTES PAYABLE (Tables)
NOTES PAYABLE (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Notes payable | The Company’s notes payable consisted of the following for the years ended December 31, 2019 and 2018, respectively (in thousands): 2019 2018 Notes Payable – Subordinated $ — $ 400 Notes Payable – Subordinated Related Party — 30,200 Notes Payable – Related Party — 7,855 — 38,455 Unamortized Debt Discount — (161 ) Total Notes Payable $ — $ 38,294 |
ASSET RETIREMENT OBLIGATIONS (T
ASSET RETIREMENT OBLIGATIONS (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2019 | |
Asset Retirement Obligation [Abstract] | ||
Asset retirement obligation | Activity related to the Company’s asset retirement obligations is as follows (in thousands): Six Months Balance at the beginning of the period * $ 2,099 Accretion expense 146 Liabilities settled (42 ) Changes in estimates (230 ) Balance at end of period $ 1,973 ___________ * Includes $225,000 of current asset retirement obligations at December 31, 2019. There were no obligations due within the 12 months from June 30, 2020. | Activity related to the Company’s asset retirement obligations is as follows for the year ended December 31, 2019 (in thousands): 2019 Balance at the beginning of the period (1) $ 2,571 Accretion expense 289 Obligations incurred for acquisition 54 Liabilities settled (120 ) Changes in estimates (695 ) Balance at end of period (2) $ 2,099 ___________ (1) Includes $119,000 of current asset retirement obligations at December 31, 2018. (2) Includes $225,000 of current asset retirement obligations at December 31, 2019. |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Supplemental information related to operating lease | Supplemental cash flow information related to the Company’s operating lease is included in the table below (in thousands): Six Months Cash paid for amounts included in the measurement of lease liabilities $ 58 Supplemental balance sheet information related to operating leases is included in the table below (in thousands): June 30, 2020 Operating lease – right-of-use asset $ 316 Operating lease liabilities – current $ 101 Operating lease liabilities – long-term 248 Total lease liability $ 349 | Supplemental cash flow information related to the Company’s operating lease is included in the table below for the year ended December 31, 2019: 2019 Cash paid for amounts included in the measurement of lease liabilities $ — Supplemental balance sheet information related to operating leases is included in the table below for the year ended December 31, 2019 (in thousands): 2019 Operating lease – right-of-use asset $ 360 Operating lease liabilities – current $ 97 Operating lease liabilities – long-term 300 Total lease liability $ 397 |
Lease liability maturity | Lease liability with enforceable contract terms that have greater than one-year terms are as follows (in thousands): Remainder of 2020 $ 58 2021 118 2022 121 2023 82 Thereafter — Total lease payments 379 Less imputed interest (30 ) Total lease liability $ 349 | Lease liability with enforceable contract terms that have greater than one-year terms are as follows (in thousands): 2020 $ 115 2021 118 2022 121 2023 82 Thereafter — Total lease payments 436 Less imputed interest (39 ) Total lease liability $ 397 |
SHAREHOLDERS' EQUITY (Tables)
SHAREHOLDERS' EQUITY (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Warrant activity | Warrant activity during the years ended December 31, 2019 and 2018 was: 2019 2018 Number of Warrants Weighted Average Exercise Price Weighted Average Remaining Contract Term (Years) Number of Warrants Weighted Average Exercise Price Weighted Average Remaining Contract Term (Years) Outstanding at Beginning of Period 1,216,686 $ 6.36 0.8 1,231,373 $ 7.44 1.4 Granted — 1,448,472 0.32 Expired/Cancelled (470,077 ) 13.19 (1,270,951 ) 1.44 Exercised (596,280 ) 2.50 (192,208 ) 0.32 Outstanding at End of Period 150,329 $ 0.32 1.5 1,216,686 $ 6.36 0.8 Exercisable at End of Period 150,329 $ 0.32 1.5 1,216,686 $ 6.36 0.8 |
SHARE-BASED COMPENSATION (Table
SHARE-BASED COMPENSATION (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2019 | |
Equity [Abstract] | ||
Stock option activity | Option activity during the six months ended June 30, 2020 was: Number of Weighted Weighted Outstanding at December 31, 2019 753,349 $ 3.30 2.4 Granted 733,000 $ 1.68 Expired/Canceled (124,000 ) $ 2.23 Outstanding at June 30, 2020 1,362,349 $ 2.32 3.3 Exercisable at June 30, 2020 686,016 $ 2.97 2.1 | Option activity during the year-ended December 31, 2019 and 2018 was: 2019 2018 Number of Stock Options Weighted Average Grant Price Weighted Average Remaining Contract Term (Years) Number of Stock Options Weighted Average Grant Price Weighted Average Remaining Contract Term (Years) Outstanding at Beginning of Period 890,232 $ 3.26 3.3 743,727 $ 3.45 3.8 Granted — 270,000 2.03 4.8 Expired/Cancelled (124,383 ) 6.13 (3,495 ) 45.67 Exercised (12,500 ) 0.31 (120,000 ) 0.44 Outstanding at End of Period 753,349 $ 2.93 2.5 890,232 $ 3.26 3.3 Exercisable at End of Period 720,016 $ 3.00 2.4 575,232 $ 4.19 2.5 |
EARNINGS (LOSS) PER COMMON SH_2
EARNINGS (LOSS) PER COMMON SHARE (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Schedule of earnings per share, basic and diluted | The calculation of earnings (loss) per share for the years ended December 31, 2019 and 2018 were as follows (amounts in thousands, except share and per share data): Numerator: 2019 2018 Net income (loss) $ (11,102 ) $ 53,607 Effect of common stock equivalents — — Net income (loss) adjusted for common stock equivalents $ (11,102 ) $ 53,607 Denominator: Weighted average common shares – basic 51,214,986 11,168,490 Dilutive effect of common stock equivalents: Options and Warrants — 144,756 Denominator: Weighted average common shares – diluted 51,214,986 11,313,246 Earnings (loss) per common share – basic $ (0.22 ) $ 4.80 Earnings (loss) per common share – diluted $ (0.22 ) $ 4.74 |
Schedule of antidilutive securities excluded from computation of earnings per share | For the years ended December 31, 2019 and 2018, the following share equivalents related to convertible debt and preferred stock, and options and warrants to purchase shares of common stock were excluded from the computation of diluted net income (loss) per share as the inclusion of such shares would be anti-dilutive. 2019 2018 Common Shares Issuable for: Convertible Debt — 15,449,559 Options and Warrants 903,678 1,491,589 Total 903,678 16,941,148 |
RELATED PARTY TRANSACTIONS (Tab
RELATED PARTY TRANSACTIONS (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Related Party Transactions [Abstract] | |
Schedule of related party transactions | The following table reflects the related party amounts for SK Energy, Directors and Officers included in the balance sheets of the years ended December 31, 2019 and 2018 (in thousands): 2019 2018 Long-term accrued expenses — $ 943 Long-term notes payable – subordinated — 30,200 Long-term notes payable, net of discount of $-0- and $161, respectively — 7,694 Total related party liabilities $ — $ 38,837 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Effective income tax rate reconciliation | The following table reconciles the U.S. federal statutory income tax rate in effect for the years ended December 1, 2019 and 2018, and the Company’s effective tax rate: 2019 2018 U.S. federal statutory income tax (benefit) 21.00 % 21.00 % State and local income tax, net of benefits 6.64 % 6.64 % Amortization of debt discount -2.05 % 0.73 % Officer life insurance and D&O insurance -0.05 % 0.01 % Stock-based compensation -0.62 % 0.08 % Utilization of net operating loss carryforwards 0.03 % 0.44 % Tax rate changes and other 0.00 % -30.18 % Valuation allowance for deferred income tax assets -24.95 % 1.28 % Effective income tax rate 0.00 % 0.00 % |
Deferred income taxes assets | Deferred income tax assets as of December 31, 2019 and 2018 are as follows (in thousands): Deferred Tax Assets 2019 2018 Difference in depreciation, depletion, and capitalization methods – oil and natural gas properties $ 529 $ 4,334 Accretion 80 — Share-based compensation 584 — Net operating loss – federal taxes 23,183 30,324 Net operating loss – state taxes 3,139 5,397 Total deferred tax asset 27,515 40,055 Less valuation allowance (27,515 ) (40,055 ) Total deferred tax assets $ — $ — |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Receivables from joint interest owners | $ 106 |
Minimum | |
Estimated useful lives of the assets | 3 years |
Maximum | |
Estimated useful lives of the assets | 10 years |
CASH (Details)
CASH (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 | Jun. 30, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents [Abstract] | |||||
Cash | $ 10,209 | $ 22,415 | $ 3,463 | ||
Restricted cash | 2,316 | ||||
Restricted cash included in other assets | 3,297 | 3,297 | |||
Total cash and restricted cash as shown in the consolidated statements of cash flows | $ 13,506 | $ 25,712 | $ 16,667 | $ 5,779 | $ 917 |
REVENUE FROM CONTRACTS WITH C_3
REVENUE FROM CONTRACTS WITH CUSTOMERS (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Total revenue from customers | $ 656 | $ 4,070 | $ 3,488 | $ 5,638 | $ 12,972 | $ 4,523 |
Oil Sales | ||||||
Total revenue from customers | 605 | 4,037 | 3,307 | 5,490 | 12,518 | 4,153 |
Natural Gas Sales | ||||||
Total revenue from customers | 41 | 26 | 131 | 135 | 372 | 230 |
Natural Gas Liquids Sales | ||||||
Total revenue from customers | $ 10 | $ 7 | $ 50 | $ 13 | $ 82 | $ 140 |
OIL AND GAS PROPERTIES (Details
OIL AND GAS PROPERTIES (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Oil and gas properties, subject to amortization | $ 119,372 | $ 107,164 | $ 70,803 | $ 49,356 |
Oil and gas properties, not subject to amortization | 8,090 | 14,896 | 8,516 | |
Asset retirement costs | 1,317 | 1,547 | 2,188 | 260 |
Accumulated depreciation, depletion and impairment | (36,945) | (31,759) | (21,045) | (14,694) |
Total oil and gas assets | 91,834 | 91,848 | 60,462 | $ 34,922 |
Additions | ||||
Oil and gas properties, subject to amortization | 4,924 | 29,900 | 21,447 | |
Oil and gas properties, not subject to amortization | 478 | 12,976 | 8,516 | |
Asset retirement costs | (230) | (641) | 1,928 | |
Accumulated depreciation, depletion and impairment | (5,186) | (10,714) | (6,351) | |
Total oil and gas assets | (14) | 31,521 | $ 25,540 | |
Disposals | ||||
Oil and gas properties, subject to amortization | (135) | |||
Total oil and gas assets | (135) | |||
Transfers | ||||
Oil and gas properties, subject to amortization | 7,284 | 6,596 | ||
Oil and gas properties, not subject to amortization | $ (7,284) | $ (6,596) |
OIL AND GAS PROPERTIES (Detai_2
OIL AND GAS PROPERTIES (Details 1) - USD ($) $ in Thousands | Sep. 01, 2018 | Aug. 01, 2018 |
New Mexico Properties | ||
Cash paid | $ 20,816 | |
Contingent consideration | 500 | |
Total consideration paid | 21,316 | |
Restricted cash for bonds | 2,316 | |
Oil and gas properties | 21,012 | |
Total assets | 23,328 | |
Asset retirement obligations | 2,012 | |
Total liabilities | 2,012 | |
Net assets acquired | 21,316 | |
Net purchase price | $ 21,316 | |
Condor | ||
Cash paid | $ 537 | |
Total consideration paid | 537 | |
Cash | 2 | |
Accounts receivable - oil and gas | 59 | |
Other current assets | 39 | |
Oil and gas properties | 742 | |
Bonds | 105 | |
Total assets | 947 | |
Current liabilities | 361 | |
Asset retirement obligations | 49 | |
Total liabilities | 410 | |
Net purchase price | $ 537 |
OIL AND GAS PROPERTIES (Detai_3
OIL AND GAS PROPERTIES (Details 2) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2018USD ($)$ / shares | ||
Revenue | $ 5,745 | |
Lease operating costs | (3,752) | |
Net income (loss) | $ 52,126 | |
Net income (loss) per common share (diluted) | $ / shares | $ 4.59 | |
PEDEVCO | ||
Revenue | $ 4,523 | |
Lease operating costs | (2,821) | |
Net income (loss) | $ 53,607 | |
Net income (loss) per common share (diluted) | $ / shares | $ 4.74 | |
New Mexico Asset Acquisition | ||
Revenue | $ 1,222 | [1] |
Lease operating costs | (931) | [1] |
Net income (loss) | $ (1,481) | [1] |
Net income (loss) per common share (diluted) | $ / shares | $ (.15) | [1] |
[1] | Amount are based on Company estimates. |
OIL AND GAS PROPERTIES (Detai_4
OIL AND GAS PROPERTIES (Details Narrative) $ in Thousands | Jun. 10, 2019USD ($)awell | Mar. 07, 2019USD ($)a | Feb. 01, 2019USD ($)a | Dec. 17, 2018USD ($) | Sep. 01, 2018USD ($)a | Dec. 31, 2019USD ($)a | Aug. 31, 2018USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($) | Dec. 31, 2019USD ($)awell | Dec. 31, 2018USD ($) | Aug. 01, 2018a |
Drilling and completion costs | $ 26,362 | $ 9,975 | ||||||||||||
Amounts incurred for participation interest | $ 2,500 | 295 | ||||||||||||
Participation interest, number of wells | well | 11 | |||||||||||||
Transfer of capital costs | $ 7,284 | $ 6,596 | ||||||||||||
Drilling and completion costs not subject to amortization | 8,090 | 12,976 | 8,516 | |||||||||||
Depletion | $ 1,808 | $ 2,715 | 5,186 | $ 4,855 | 10,714 | 6,351 | ||||||||
Proceeds from the sale of oil and gas property | 1,175 | 1,175 | ||||||||||||
Gain on sale of oil and gas properties | 920 | 1,040 | ||||||||||||
Capital costs for recently completed wells | $ 5,402 | |||||||||||||
Net cash paid | $ 1,056 | 1,120 | 19,693 | |||||||||||
Restricted cash required to maintain | $ 0 | 2,316 | ||||||||||||
Condor | ||||||||||||||
Acquisition of oil and gas assets | 693 | |||||||||||||
Acquisition of oil and gas assets, area | a | 2,340 | |||||||||||||
New Mexico Properties | ||||||||||||||
Acquisition of oil and gas assets | $ 19,000 | |||||||||||||
Acquisition of oil and gas assets, consideration | $ 18,500 | |||||||||||||
Acquisition of oil and gas assets, consideration held back | 500 | |||||||||||||
Acquisition of oil and gas assets, consideration released 90 days after closing | 250 | |||||||||||||
Acquisition of oil and gas assets, consideration released 180 days after closing | $ 250 | |||||||||||||
Payment for post-closing adjustments and post-closing support | $ 25 | |||||||||||||
Acccelerated payment | $ 250 | |||||||||||||
Acquisition of oil and gas assets, area | a | 23,000 | |||||||||||||
New Mexico Properties | Minimum | ||||||||||||||
Acquisition of oil and gas assets, consideration retained payable percentage | 100.00% | |||||||||||||
New Mexico Properties | Maximum | ||||||||||||||
Acquisition of oil and gas assets, consideration retained payable percentage | 200.00% | |||||||||||||
Hunter Oil | ||||||||||||||
Net cash paid | $ 500 | |||||||||||||
Aggregate purchase price | 2,816 | |||||||||||||
Restricted cash required to maintain | $ 2,316 | |||||||||||||
Red Hawk | ||||||||||||||
Sale of oil and gas assets, area | a | 85.5 | |||||||||||||
Proceeds from the sale of oil and gas property | $ 1,200 | |||||||||||||
Gain on sale of oil and gas properties | $ 920 | $ 121 | ||||||||||||
Leaseholds required to assign following sale | a | 85 | |||||||||||||
Payment receivable adjusted for leasehold delivered | $ 200 | |||||||||||||
Leaseholds assigned following sale | a | 121 | 121 | ||||||||||||
Manzano | ||||||||||||||
Acquisition of oil and gas assets | $ 764 | |||||||||||||
Acquisition of oil and gas assets, consideration | $ 743 | |||||||||||||
Acquisition of oil and gas assets, acquisition costs | $ 21 | |||||||||||||
Acquisition of oil and gas assets, area | a | 18,000 | |||||||||||||
Private Operator | ||||||||||||||
Acquisition of oil and gas assets | $ 350 | $ 350 | ||||||||||||
Acquisition of oil and gas assets, area | a | 2,076 | |||||||||||||
Number of wells acquired | well | 22 |
OTHER CURRENT ASSETS (Details N
OTHER CURRENT ASSETS (Details Narrative) - USD ($) $ in Thousands | May 20, 2015 | Dec. 31, 2019 | Dec. 31, 2015 | Feb. 23, 2015 | Aug. 30, 2014 | Sep. 11, 2013 |
Caspian Energy | ||||||
Shares conversion option | $ 100 | |||||
Investment, number of shares | 23,182,880 | |||||
Value of shares | $ 0 | $ 100 | ||||
Asia Sixth | ||||||
Shares subscription agreement ownership percentage | 51.00% | |||||
Promissory note | $ 10,000 | |||||
Asia Sixth | Aral | ||||||
Ownership interest | 60.00% | |||||
Asia Sixth | Caspian Energy | ||||||
Promissory note convertible into ownership interest | 10.00% | |||||
Shares issued on conversion of note | 23,182,880 |
NOTES PAYABLE (Details)
NOTES PAYABLE (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Notes payable, gross | $ 0 | $ 38,455 |
Unamortized debt discount | 0 | (161) |
Notes payable, net | 0 | 38,294 |
Note 2 | ||
Notes payable, gross | 0 | 30,200 |
Note 1 | ||
Notes payable, gross | 0 | 400 |
Note 3 | ||
Notes payable, gross | $ 0 | $ 7,855 |
NOTES PAYABLE (Details Narrativ
NOTES PAYABLE (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands | Mar. 01, 2019 | Feb. 15, 2019 | Jan. 11, 2019 | Oct. 25, 2018 | Aug. 01, 2018 | Jun. 26, 2018 | Jun. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 |
Proceeds from notes payable - related parties | $ 15,000 | $ 15,000 | $ 37,900 | ||||||
Proceeds from convertible debt | $ 23,600 | ||||||||
Proceeds from notes payable | 200 | 400 | |||||||
Issuance of common stock for debt inducement, amount | 185 | ||||||||
Principal balance | 0 | 38,455 | |||||||
Unamortized discount | 0 | 161 | |||||||
Notes payable - Subordinated | 400 | ||||||||
Notes payable - Subordinated - related party | 30,200 | ||||||||
Accrued expenses - related party | 943 | ||||||||
October 2018 SK Energy Note | |||||||||
Debt conversion price | $ 1.79 | ||||||||
Interest expense | 78 | ||||||||
Accrued expenses - related party | 109 | ||||||||
Debt converted | $ 7,000 | ||||||||
Interest converted | $ 187 | ||||||||
Shares issued on conversion | 4,014,959 | ||||||||
January 2019 SK Energy Note | |||||||||
Debt conversion price | $ 1.50 | ||||||||
Interest expense | $ 126 | ||||||||
Debt converted | $ 15,000 | ||||||||
Interest converted | $ 126 | ||||||||
Shares issued on conversion | 10,083,819 | ||||||||
June 2018 SK Energy Note | |||||||||
Debt converted | $ 31,300 | ||||||||
Interest converted | $ 1,460 | ||||||||
Convertible Debt | |||||||||
Note interest rate | 8.50% | ||||||||
Debt conversion price | $ 2.13 | ||||||||
Interest payable | 14 | ||||||||
Interest expense | $ 6 | ||||||||
Notes payable - Subordinated | 400 | ||||||||
Notes payable - Subordinated - related party | 23,200 | ||||||||
Accrued expenses - related party | $ 943 | ||||||||
SK Energy | |||||||||
Proceeds from notes payable - related parties | $ 15,000 | $ 7,000 | 22,000 | $ 7,700 | |||||
Issuance of common stock for debt inducement, shares | 600,000 | ||||||||
Issuance of common stock for debt inducement, amount | $ 185 | ||||||||
Note interest rate | 8.00% | ||||||||
Debt conversion price | $ 2.13 | $ 1.50 | $ 1.79 | $ 2.18 | |||||
Interest payable | $ 155 | ||||||||
Principal balance | 7,855 | ||||||||
Unamortized discount | $ 161 | ||||||||
Interest expense | 107 | ||||||||
Ownership conversion limitation removed | 49.90% | ||||||||
Debt converted | $ 22,000 | ||||||||
Shares issued on conversion | 15,381,605 | ||||||||
Notes payable principal amount purchased | $ 1,500 | ||||||||
SK Energy Executive Officer | |||||||||
Proceeds from notes payable - related parties | 200 | ||||||||
Notes payable principal amount purchased | 200 | ||||||||
Trust Affiliated with Director | |||||||||
Proceeds from notes payable - related parties | 500 | ||||||||
Notes payable principal amount purchased | 500 | ||||||||
Entity Affiliated with Director and President | |||||||||
Proceeds from notes payable - related parties | $ 500 | ||||||||
Notes payable principal amount purchased | 500 | ||||||||
Related Parties | Convertible Debt | |||||||||
Interest expense | $ 347 | ||||||||
Director | |||||||||
Notes payable principal amount purchased | $ 200 |
PPP LOAN (Details Narrative)
PPP LOAN (Details Narrative) - USD ($) | Jun. 02, 2020 | Apr. 22, 2020 | Jun. 30, 2020 |
Proceeds from PPP loan | $ 740,000 | ||
Original PPP Loan | |||
Proceeds from PPP loan | $ 370,000 | ||
New PPP Loan | |||
Proceeds from PPP loan | $ 370,000 | ||
Debt term | 2 years | ||
Interest rate | 1.00% | ||
Interest payable | $ 300 |
ASSET RETIREMENT OBLIGATIONS (D
ASSET RETIREMENT OBLIGATIONS (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | ||||||
Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |||||
Asset Retirement Obligation [Abstract] | ||||||||
Asset retirement obligation, beginning | $ 2,099 | [1] | $ 2,571 | [2] | $ 2,571 | [2] | ||
Accretion expense | 146 | 289 | ||||||
Obligations incurred for acquisition | 54 | |||||||
Liabilities settled | (42) | (120) | ||||||
Changes in estimates | 230 | $ 129 | 695 | $ 133 | ||||
Asset retirement obligation, ending | $ 1,973 | $ 2,099 | [1] | $ 2,571 | [2] | |||
[1] | Includes $225,000 of current asset retirement obligations at December 31, 2019. There were no obligations due within the 12 months from June 30, 2020. | |||||||
[2] | Includes $119,000 of current asset retirement obligations at December 31, 2018. |
ASSET RETIREMENT OBLIGATIONS _2
ASSET RETIREMENT OBLIGATIONS (Details Narrative) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Asset Retirement Obligation [Abstract] | ||
Current asset retirement obligations | $ 225 | $ 119 |
COMMITMENTS AND CONTINGENCIES_2
COMMITMENTS AND CONTINGENCIES (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Cash paid for amounts included in the measurement of lease liabilities | $ 58 | $ 0 |
Operating lease - right-of-use asset | 316 | 360 |
Operating lease liabilities - current | 101 | 97 |
Operating lease liabilities - long-term | 248 | 300 |
Total lease liability | $ 349 | $ 397 |
COMMITMENTS AND CONTINGENCIES_3
COMMITMENTS AND CONTINGENCIES (Details 1) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Commitments and Contingencies Disclosure [Abstract] | ||
Remainder of year | $ 58 | |
Year 1 | 118 | $ 115 |
Year 2 | 121 | 118 |
Year 3 | 82 | 121 |
Year 4 | 82 | |
Thereafter | 0 | 0 |
Total lease payments | 379 | 436 |
Less imputed interest | (30) | (39) |
Total lease liability | $ 349 | $ 397 |
COMMITMENTS AND CONTINGENCIES_4
COMMITMENTS AND CONTINGENCIES (Details Narrative) | Sep. 01, 2019USD ($)ft² | Feb. 01, 2019USD ($)ft² | Apr. 30, 2020 | Jun. 30, 2020USD ($)a | Dec. 31, 2019USD ($)a | Dec. 31, 2018USD ($) |
Lease expense | $ 55,000 | $ 139,000 | $ 98,000 | |||
Weighted-average remaining lease term | 3 years 2 months 12 days | 3 years 8 months 12 days | ||||
Weighted-average discount rate | 5.35% | 5.35% | ||||
Lease liability | $ 379,000 | $ 436,000 | ||||
Corporate Headquarters | ||||||
Area of lease | ft² | 5,200 | |||||
Monthly rent expense | $ 10,000 | |||||
Security deposit | $ 9,600 | |||||
General Counsel | ||||||
Area of lease | ft² | 187 | |||||
Monthly rent expense | $ 1,200 | |||||
Security deposit | $ 1,200 | |||||
Discount granted on remaining lease term | 20.00% | |||||
Lease liability | $ 1,000 | $ 8,400 | ||||
D-J Basin Asset | ||||||
Net acres set to expire | a | 12 | 202 | ||||
Permian Basin Asset | ||||||
Net acres set to expire | a | 4,940 | 8,835 |
SHAREHOLDERS' EQUITY (Details)
SHAREHOLDERS' EQUITY (Details) - $ / shares | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Equity [Abstract] | ||
Number of warrants outstanding, beginning | 1,216,686 | 1,231,373 |
Number of warrants granted | 0 | 1,448,472 |
Number of warrants expired/cancelled | (470,077) | (1,270,951) |
Number of warrants exercised | (596,280) | (192,208) |
Number of warrants outstanding, ending | 150,329 | 1,216,686 |
Number of warrants exercisable | 150,329 | 1,216,686 |
Weighted average exercise price outstanding, beginning | $ 6.36 | $ 7.44 |
Weighted average exercise price granted | 0 | 0.32 |
Weighted average exercise price expired/cancelled | 13.19 | 1.44 |
Weighted average exercise price exercised | 2.50 | 0.32 |
Weighted average exercise price outstanding, ending | 0.32 | 6.36 |
Weighted average exercise price exercisable | $ 0.32 | $ 6.36 |
Weighted average remaining contractual life (in years) outstanding, beginning | 9 months 18 days | 1 year 4 months 24 days |
Weighted average remaining contractual life (in years) outstanding, ending | 1 year 6 months | 9 months 18 days |
Weighted average remaining contractual life (in years) exercisable | 1 year 6 months | 9 months 18 days |
SHAREHOLDERS' EQUITY (Details N
SHAREHOLDERS' EQUITY (Details Narrative) $ / shares in Units, $ in Thousands | Sep. 17, 2019USD ($)$ / sharesshares | May 21, 2019USD ($)$ / sharesshares | May 16, 2019USD ($)$ / sharesshares | Mar. 01, 2019USD ($)$ / sharesshares | Feb. 15, 2019USD ($)shares | Mar. 31, 2020USD ($)shares | Jun. 30, 2019shares | Mar. 31, 2019USD ($)shares | Jun. 30, 2020USD ($)$ / sharesshares | Dec. 31, 2019USD ($)$ / sharesshares | Dec. 31, 2018USD ($)yr$ / sharesshares | Aug. 14, 2019$ / shares | Jan. 11, 2019$ / shares | Oct. 25, 2018$ / shares |
Warrants to purchase common stock | 150,329 | |||||||||||||
Intrinsic value of warrants outstanding | $ | $ 73 | $ 201 | $ 65 | |||||||||||
Issuance of common stock for debt conversion, shares | 15,381,605 | 14,098,778 | ||||||||||||
Issuance of common stock for debt conversion, amount | $ | $ 32,800 | $ 22,300 | $ 55,075 | |||||||||||
Restricted stock awards granted | 8,400,000 | 1,500,000 | 1,119,000 | |||||||||||
Restricted stock awards canceled | 55,000 | |||||||||||||
Issuance price per share | $ / shares | $ 1.43 | $ 2 | ||||||||||||
Issuance of restricted common stock, amount | $ | $ 12,000 | $ 3,000 | ||||||||||||
Conversion of accrued interest on notes payable - related party to common stock, amount | $ | $ 167 | |||||||||||||
Number of warrants expired | 470,077 | 165,017 | ||||||||||||
Number of warrants cancelled | 1,105,935 | |||||||||||||
Repurchase of warrants | $ | $ 1,095 | |||||||||||||
Number of warrants exercised | 596,280 | 192,208 | ||||||||||||
Warrants exercise price | $ / shares | $ 0.32 | $ 2.50 | $ 0.322 | |||||||||||
Share price | $ / shares | $ 2.78 | $ 1.42 | ||||||||||||
Number of warrants granted | 0 | 1,448,472 | ||||||||||||
Weighted average exercise price granted | $ / shares | $ 0 | $ 0.32 | ||||||||||||
Issuance of warrants for debt repayment | $ | $ 322 | |||||||||||||
Issuance of common stock for exercise of warrants, amount | $ | $ 64 | |||||||||||||
Discount Rate | ||||||||||||||
Warrants measurement input | 0.0250 | |||||||||||||
Expected Term | ||||||||||||||
Warrants measurement input | yr | 3 | |||||||||||||
Price Volatility | ||||||||||||||
Warrants measurement input | 1.254 | |||||||||||||
Expected Dividend Rate | ||||||||||||||
Warrants measurement input | 0 | |||||||||||||
Series A Convertible Preferred Stock | ||||||||||||||
Conversion of Series A Preferred Stock to common stock, shares | (66,625) | |||||||||||||
Common Stock | ||||||||||||||
Issuance of common stock for debt conversion, shares | 29,480,383 | |||||||||||||
Issuance of common stock for debt conversion, amount | $ | $ 29 | |||||||||||||
Restricted stock awards granted | 430,000 | 904,000 | ||||||||||||
Restricted stock awards canceled | 55,000 | |||||||||||||
Issuance of restricted common stock, amount | $ | $ 1 | $ 1 | $ 1 | |||||||||||
Conversion of Series A Preferred Stock to common stock, shares | 6,662,500 | |||||||||||||
Conversion of accrued interest on notes payable - related party to common stock, shares | 75,118 | |||||||||||||
Issuance of common stock for exercise of warrants, shares | 60,056 | 60,056 | 192,208 | |||||||||||
SK Energy | ||||||||||||||
Restricted stock awards granted | 8,204,481 | 6,818,181 | ||||||||||||
Issuance price per share | $ / shares | $ 1.5845 | $ 2.20 | ||||||||||||
Issuance of restricted common stock, amount | $ | $ 13,000 | $ 15,000 | ||||||||||||
Ownership percentage by related party | 73.20% | 78.20% | 71.80% | |||||||||||
Debt conversion price | $ / shares | $ 2.13 | $ 2.18 | $ 1.50 | $ 1.79 |
SHARE-BASED COMPENSATION (Detai
SHARE-BASED COMPENSATION (Details) - $ / shares | Aug. 14, 2019 | Dec. 12, 2018 | Sep. 27, 2018 | Jun. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Equity [Abstract] | ||||||
Number of options outstanding, beginning | 753,349 | 890,232 | 743,727 | |||
Number of options granted | 50,000 | 733,000 | 0 | 270,000 | ||
Number of options expired/cancelled | (124,000) | (124,383) | (3,495) | |||
Number of options exercised | (12,500) | (12,500) | (120,000) | |||
Number of options outstanding, ending | 1,362,349 | 753,349 | 890,232 | |||
Number of options exercisable | 686,016 | 720,016 | 575,232 | |||
Weighted average exercise price outstanding, beginning | $ 3.30 | $ 3.26 | $ 3.45 | |||
Weighted average exercise price granted | $ 1.33 | $ 2.19 | 1.68 | 0 | 2.03 | |
Weighted average exercise price expired/cancelled | 2.23 | 6.13 | 45.67 | |||
Weighted average exercise price exercised | $ 0.31 | 0.31 | 0.44 | |||
Weighted average exercise price outstanding, ending | 2.32 | 3.30 | 3.26 | |||
Weighted average exercise price exercisable | $ 2.97 | $ 3 | $ 4.19 | |||
Weighted average remaining contractual life (in years) outstanding, beginning | 2 years 4 months 24 days | 3 years 3 months 18 days | 3 years 9 months 18 days | |||
Weighted average remaining contractual life (in years) granted | 4 years 9 months 18 days | |||||
Weighted average remaining contractual life (in years) outstanding, ending | 3 years 3 months 18 days | 2 years 6 months | 3 years 3 months 18 days | |||
Weighted average remaining contractual life (in years) exercisable | 2 years 1 month 6 days | 2 years 4 months 24 days | 2 years 6 months |
SHARE-BASED COMPENSATION (Det_2
SHARE-BASED COMPENSATION (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands | Jan. 13, 2020 | Nov. 08, 2019 | Oct. 05, 2019 | Sep. 17, 2019 | Aug. 28, 2019 | Aug. 14, 2019 | Jul. 18, 2019 | May 16, 2019 | Dec. 12, 2018 | Sep. 27, 2018 | Dec. 28, 2017 | Dec. 28, 2016 | Oct. 07, 2015 | Jun. 27, 2014 | Feb. 29, 2020 | Apr. 30, 2019 | Mar. 31, 2020 | Jun. 30, 2019 | Dec. 12, 2018 | Jun. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Stock-based compensation expense, restricted stock | $ 1,282 | $ 1,259 | $ 659 | |||||||||||||||||||
Unamortized stock-based compensation expense, restricted stock | 1,492 | 999 | 967 | |||||||||||||||||||
Stock-based compensation expense, stock option | 290 | 298 | 203 | |||||||||||||||||||
Unamortized stock-based compensation expense, stock option | 655 | 22 | 320 | |||||||||||||||||||
Intrinsic value of options exercisable | $ 56 | $ 197 | 36 | |||||||||||||||||||
Number of additional shares authorized | 2,000,000 | 3,000,000 | 1,500,000 | 500,000 | 300,000 | 500,000 | ||||||||||||||||
Number of shares authorized | 8,000,000 | |||||||||||||||||||||
Restricted stock issued | 3,980,130 | |||||||||||||||||||||
Options issued | 678,000 | |||||||||||||||||||||
Shares available for issuance | 3,341,870 | |||||||||||||||||||||
Number of shares issued | 8,400,000 | 1,500,000 | 1,119,000 | |||||||||||||||||||
Vesting percentage | 33.30% | |||||||||||||||||||||
Stock issued | $ 3,000 | $ 15,000 | ||||||||||||||||||||
Issuance of common stock for debt inducement, amount | $ 185 | |||||||||||||||||||||
Shares issued for cashless options exercises | 9,782 | 65,017 | ||||||||||||||||||||
Number of options exercised | 12,500 | 12,500 | 120,000 | |||||||||||||||||||
Options exercised, exercise price | $ 0.31 | $ 0.31 | $ 0.44 | |||||||||||||||||||
Share price | $ 1.42 | 2.78 | ||||||||||||||||||||
Options intrinsic value | $ 14 | |||||||||||||||||||||
Issuance of common stock for exercise of warrants, amount | $ 64 | |||||||||||||||||||||
Warrants exercise price | $ 0.32 | $ 2.50 | $ 0.322 | |||||||||||||||||||
Number of options granted | 50,000 | 733,000 | 0 | 270,000 | ||||||||||||||||||
Number of options expired | 34,000 | |||||||||||||||||||||
Number of options canceled | 90,000 | |||||||||||||||||||||
Options granted, exercise price | $ 1.33 | $ 2.19 | $ 1.68 | $ 0 | $ 2.03 | |||||||||||||||||
Options granted, value | $ 59 | $ 417 | ||||||||||||||||||||
Options term | 5 years | |||||||||||||||||||||
Options discount rate | 2.75% | 2.75% | ||||||||||||||||||||
Options expected term | 3 years 6 months | 3 years | ||||||||||||||||||||
Options expected volatility | 164.00% | 171.00% | ||||||||||||||||||||
Options expected dividends | 0.00% | 0.00% | ||||||||||||||||||||
Number of shares canceled | 55,000 | |||||||||||||||||||||
Employees | ||||||||||||||||||||||
Vesting percentage | 33.30% | |||||||||||||||||||||
Number of options granted | 733,000 | |||||||||||||||||||||
Options granted, exercise price | $ 1.68 | |||||||||||||||||||||
Options granted, value | $ 1,053 | |||||||||||||||||||||
Options term | 5 years | |||||||||||||||||||||
Options discount rate | 1.63% | |||||||||||||||||||||
Options expected term | 3 years 6 months | |||||||||||||||||||||
Options expected volatility | 155.00% | |||||||||||||||||||||
Options expected dividends | 0.00% | |||||||||||||||||||||
Common Stock | ||||||||||||||||||||||
Number of shares issued | 430,000 | 904,000 | ||||||||||||||||||||
Stock issued | $ 1 | $ 10 | ||||||||||||||||||||
Issuance of common stock for debt inducement, shares | 600,000 | |||||||||||||||||||||
Issuance of common stock for debt inducement, amount | $ 1 | |||||||||||||||||||||
Shares issued for cashless options exercises | 30,848 | |||||||||||||||||||||
Issuance of common stock for exercise of warrants, shares | 60,056 | 60,056 | 192,208 | |||||||||||||||||||
Number of shares canceled | 55,000 | |||||||||||||||||||||
Principal Owner | ||||||||||||||||||||||
Stock issued | $ 12,000 | |||||||||||||||||||||
Restricted Stock | ||||||||||||||||||||||
Number of shares issued | 250,000 | 170,000 | 50,000 | 624,000 | 90,000 | 160,000 | 714,000 | |||||||||||||||
Vesting percentage | 100.00% | 100.00% | ||||||||||||||||||||
Fair value of shares | $ 350 | $ 265 | $ 83 | |||||||||||||||||||
Number of shares canceled | 55,000 | |||||||||||||||||||||
Restricted Stock | Principal Owner | ||||||||||||||||||||||
Number of shares issued | 100,000 | |||||||||||||||||||||
Vesting percentage | 100.00% | |||||||||||||||||||||
Fair value of shares | $ 128 | |||||||||||||||||||||
Restricted Stock | Tranche One | ||||||||||||||||||||||
Number of shares issued | 1,049,000 | 120,000 | 50,000 | 40,000 | ||||||||||||||||||
Vesting percentage | 33.30% | 100.00% | 100.00% | 100.00% | ||||||||||||||||||
Fair value of shares | $ 1,172 | $ 187 | $ 135 | $ 88 | ||||||||||||||||||
Restricted Stock | Tranche Two | ||||||||||||||||||||||
Number of shares issued | 70,000 | 50,000 | 110,000 | 50,000 | ||||||||||||||||||
Vesting percentage | 100.00% | 100.00% | 50.00% | 50.00% | ||||||||||||||||||
Fair value of shares | $ 118 | $ 78 | $ 253 | $ 109 | ||||||||||||||||||
Restricted Stock | Tranche Three | ||||||||||||||||||||||
Number of shares issued | 624,000 | |||||||||||||||||||||
Vesting percentage | 33.30% | |||||||||||||||||||||
Fair value of shares | $ 830 | |||||||||||||||||||||
PEDCO Incentive Plan | ||||||||||||||||||||||
Number of shares authorized | 100,000 | |||||||||||||||||||||
Restricted stock issued | 55,168 | |||||||||||||||||||||
Options issued | 21,635 | |||||||||||||||||||||
Chairman | ||||||||||||||||||||||
Number of options granted | 120,000 | |||||||||||||||||||||
Director | ||||||||||||||||||||||
Number of options granted | 100,000 | |||||||||||||||||||||
Director | Restricted Stock | ||||||||||||||||||||||
Number of shares issued | 50,000 | |||||||||||||||||||||
Vesting percentage | 100.00% | |||||||||||||||||||||
Fair value of shares | $ 78 | |||||||||||||||||||||
Former CEO | Restricted Stock | ||||||||||||||||||||||
Number of shares issued | 80,000 | |||||||||||||||||||||
Fair value of shares | $ 27 | |||||||||||||||||||||
President | Restricted Stock | ||||||||||||||||||||||
Number of shares issued | 60,000 | |||||||||||||||||||||
Executive Vice President | Restricted Stock | ||||||||||||||||||||||
Number of shares issued | 50,000 | |||||||||||||||||||||
President and Executive Vice President | Restricted Stock | ||||||||||||||||||||||
Vesting percentage | 100.00% | |||||||||||||||||||||
Fair value of shares | $ 164 | |||||||||||||||||||||
Officers | Restricted Stock | ||||||||||||||||||||||
Number of shares issued | 924,000 |
EARNINGS (LOSS) PER COMMON SH_3
EARNINGS (LOSS) PER COMMON SHARE (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||
Jun. 30, 2020 | Mar. 31, 2020 | Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Numerator: | ||||||||
Net income (loss) | $ (2,741) | $ (4,257) | $ (2,460) | $ (2,995) | $ (6,998) | $ (5,455) | $ (11,102) | $ 53,607 |
Effect of common stock equivalents | 0 | 0 | ||||||
Net income (loss) adjusted for common stock equivalents | $ (11,102) | $ 53,607 | ||||||
Denominator: | ||||||||
Weighted average common shares - basic | 72,125,328 | 49,198,625 | 72,060,812 | 38,572,537 | 51,214,986 | 11,168,490 | ||
Dilutive effect of common stock equivalents: options and warrants | 0 | 144,756 | ||||||
Weighted average common shares - diluted | 72,125,328 | 49,198,625 | 72,060,812 | 38,572,537 | 51,214,986 | 11,313,246 | ||
Earnings (loss) per common share - basic | $ (0.04) | $ (0.05) | $ (0.10) | $ (0.14) | $ (0.22) | $ 4.80 | ||
Earnings (loss) per common share - diluted | $ (0.04) | $ (0.05) | $ (0.10) | $ (0.14) | $ (0.22) | $ 4.74 |
EARNINGS (LOSS) PER COMMON SH_4
EARNINGS (LOSS) PER COMMON SHARE (Details 1) - shares | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Anti-dilutive shares | 903,678 | 16,941,148 |
Convertible Debt | ||
Anti-dilutive shares | 0 | 15,449,559 |
Options and Warrants | ||
Anti-dilutive shares | 903,678 | 1,491,589 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Related Party Transactions [Abstract] | ||
Long-term accrued expenses | $ 943 | |
Long-term notes payable - subordinated | 30,200 | |
Long-term notes payable, net of discount of $-0- and $161, respectively | 7,694 | |
Total related party liabilities | $ 0 | $ 38,837 |
RELATED PARTY TRANSACTIONS (D_2
RELATED PARTY TRANSACTIONS (Details Narrative) $ / shares in Units, $ in Thousands | Nov. 08, 2019USD ($)shares | Nov. 01, 2019USD ($)ft² | Oct. 05, 2019USD ($)shares | Sep. 17, 2019USD ($)$ / sharesshares | Aug. 28, 2019USD ($)shares | Jul. 18, 2019USD ($)shares | May 21, 2019USD ($)$ / sharesshares | May 16, 2019USD ($)$ / sharesshares | Dec. 12, 2018shares | Sep. 27, 2018shares | Apr. 30, 2019shares | Dec. 12, 2018shares | Jun. 30, 2020shares | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) |
Notes payable - related party, debt discount | $ 0 | $ 161 | |||||||||||||
Issuance price per share | $ / shares | $ 1.43 | $ 2 | |||||||||||||
Issuance of restricted common stock, amount | $ 12,000 | $ 3,000 | |||||||||||||
Number of shares issued | shares | 8,400,000 | 1,500,000 | 1,119,000 | ||||||||||||
Restricted Stock | |||||||||||||||
Number of shares issued | shares | 250,000 | 170,000 | 50,000 | 624,000 | 90,000 | 160,000 | 714,000 | ||||||||
Fair value of shares | $ 350 | $ 265 | $ 83 | ||||||||||||
Restricted Stock | Director | |||||||||||||||
Number of shares issued | shares | 50,000 | ||||||||||||||
Fair value of shares | $ 78 | ||||||||||||||
SK Energy | |||||||||||||||
Issuance price per share | $ / shares | $ 1.5845 | $ 2.20 | |||||||||||||
Issuance of restricted common stock, amount | $ 13,000 | $ 15,000 | |||||||||||||
Number of shares issued | shares | 8,204,481 | 6,818,181 | |||||||||||||
Area of lease | ft² | 300 | ||||||||||||||
Monthly rent | $ 1,200 | ||||||||||||||
Principal Owner | Restricted Stock | |||||||||||||||
Number of shares issued | shares | 100,000 | ||||||||||||||
Fair value of shares | $ 128 |
INCOME TAXES (Details)
INCOME TAXES (Details) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | ||
U.S. federal statutory income tax (benefit) | 21.00% | 21.00% |
State and local income tax, net of benefits | 6.64% | 6.64% |
Amortization of debt discount | (2.05%) | 0.73% |
Officer life insurance and D&O insurance | (0.05%) | 0.01% |
Stock-based compensation | (0.62%) | 0.08% |
Utilization of net operating loss carryforwards | 0.03% | 0.44% |
Tax rate changes and other | 0.00% | (30.18%) |
Valuation allowance for deferred income tax assets | (24.95%) | 1.28% |
Effective income tax rate | 0.00% | 0.00% |
INCOME TAXES (Details 1)
INCOME TAXES (Details 1) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Deferred Tax Assets | ||
Difference in depreciation, depletion, and capitalization methods - oil and natural gas properties | $ 529 | $ 4,334 |
Accretion | 80 | 0 |
Share-based compensation | 584 | 0 |
Net operating losses - federal taxes | 23,183 | 30,324 |
Net operating losses - state taxes | 3,139 | 5,397 |
Total deferred tax asset | 27,515 | 40,055 |
Less valuation allowance | (27,515) | (40,055) |
Total deferred tax assets | $ 0 | $ 0 |
INCOME TAXES (Details Narrative
INCOME TAXES (Details Narrative) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Income Tax Disclosure [Abstract] | |
Net change in valuation allowance | $ (12,500) |
Federal net operating loss carryforwards | 110,000 |
Federal net operating loss carryforwards subject to expiration | 95,000 |
Federal net operating loss carryforwards carried forward indefinitely | $ 15,000 |