Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Sep. 30, 2022 | Nov. 14, 2022 | |
Document Information Line Items | ||
Entity Registrant Name | GENERATION HEMP, INC. | |
Document Type | 10-Q | |
Current Fiscal Year End Date | --12-31 | |
Entity Common Stock, Shares Outstanding | 113,204,002 | |
Amendment Flag | false | |
Entity Central Index Key | 0001527102 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Document Period End Date | Sep. 30, 2022 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q3 | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity File Number | 000-55019 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 26-3119496 | |
Entity Address, Address Line One | 8533 Midway Road | |
Entity Address, City or Town | Dallas | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 75209 | |
City Area Code | (469) | |
Local Phone Number | 209-6154 | |
Entity Interactive Data Current | Yes |
Unaudited Condensed Consolidate
Unaudited Condensed Consolidated Balance Sheets - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 |
Current Assets: | ||
Cash | $ 112,538 | $ 20,656 |
Accounts receivable | 656,344 | |
Inventories | 212,518 | 212,518 |
Prepaid expenses | 49,078 | 4,723 |
Total current assets | 1,030,478 | 237,897 |
Property and equipment, net | 2,276,815 | 2,580,662 |
Operating lease right-of-use asset | 188,090 | 263,065 |
Intangible assets, net | 1,418,025 | 1,857,908 |
Goodwill | 799,888 | 799,888 |
Other assets | 407,000 | |
Total Assets | 5,713,296 | 6,146,420 |
Current Liabilities: | ||
Accounts payable | 1,037,275 | 883,485 |
Accrued liabilities | 402,617 | 410,990 |
Deferred revenue | 100,311 | |
Payables to related parties | 486,855 | 204,007 |
Operating lease liability - related party | 109,089 | 101,238 |
Notes payable – related parties | 3,357,620 | 2,183,551 |
Other indebtedness - current | 423,192 | 501,668 |
Current liabilities of discontinued operations held for sale | 144,441 | 153,482 |
Total current liabilities | 6,061,400 | 4,438,421 |
Operating lease liability - related party, net of current portion | 79,001 | 161,827 |
Long-term liabilities of discontinued operations held for sale | 199,046 | 162,948 |
Total liabilities | 6,339,447 | 4,763,196 |
Commitments and contingencies | ||
Series B redeemable preferred stock, no par value, $10,000 stated value, 300 shares authorized, 118 and 135 shares issued and outstanding at September 30, 2022 and December 31, 2021 | 591,558 | 591,558 |
Equity (Deficit): | ||
Preferred stock, $0.00001 par value; 200,000,000 shares authorized, none outstanding | ||
Common stock, $0.00001 par value; 200,000,000 shares authorized, 113,204,002 and 113,094,002 shares issued and outstanding at September 30, 2022 and December 31, 2021, respectively | 1,132 | 1,131 |
Additional paid-in capital | 33,250,858 | 29,150,258 |
Accumulated deficit | (34,224,154) | (28,118,245) |
Generation Hemp equity (deficit) | (972,164) | 1,033,144 |
Noncontrolling interest | (245,545) | (241,478) |
Total equity (deficit) | (1,217,709) | 791,666 |
Total Liabilities and Equity (Deficit) | $ 5,713,296 | $ 6,146,420 |
Unaudited Condensed Consolida_2
Unaudited Condensed Consolidated Balance Sheets (Parentheticals) - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 |
Preferred stock, par value (in Dollars per share) | $ 0.00001 | $ 0.00001 |
Preferred stock, shares authorized | 200,000,000 | 200,000,000 |
Preferred stock, shares outstanding | ||
Common stock, par value (in Dollars per share) | $ 0.00001 | $ 0.00001 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 113,204,002 | 113,094,002 |
Common stock, shares outstanding | 113,204,002 | 113,094,002 |
Series B Redeemable Preferred Stock | ||
Preferred stock, par value (in Dollars per share) | ||
Preferred stock, stated Value (in Dollars) | $ 10,000 | $ 10,000 |
Preferred stock, shares authorized | 300 | 300 |
Preferred stock, shares issued | 118 | 135 |
Preferred stock, shares outstanding | 118 | 135 |
Unaudited Condensed Consolida_3
Unaudited Condensed Consolidated Statements of Operations - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Revenue: | ||||
Post-harvest and midstream services | $ 1,227,123 | $ 487,088 | $ 1,559,056 | $ 535,053 |
Rental | 22,500 | 15,000 | 67,500 | 60,000 |
Total revenue | 1,249,623 | 502,088 | 1,626,556 | 595,053 |
Costs and Expenses: | ||||
Cost of revenue (exclusive of items shown separately below) | 375,269 | 279,621 | 644,113 | 549,881 |
Depreciation and amortization | 261,490 | 315,729 | 743,730 | 1,006,804 |
Merger and acquisition costs | 16,115 | |||
Impairment expense | 407,000 | 407,000 | ||
General and administrative | 1,933,281 | 1,128,298 | 5,825,809 | 2,763,529 |
Total costs and expenses | 2,977,040 | 1,723,648 | 7,620,652 | 4,336,329 |
Operating loss | (1,727,417) | (1,221,560) | (5,994,096) | (3,741,276) |
Other expense (income): | ||||
Other income | (378,304) | (378,304) | (25,424) | |
Change in fair value of marketable security | (11,770) | |||
Interest expense | 116,999 | 155,505 | 404,272 | 651,807 |
Total other expense (income) | (261,305) | 155,505 | 25,968 | 614,613 |
Loss from continuing operations | (1,466,112) | (1,377,065) | (6,020,064) | (4,355,889) |
Income (loss) from discontinued operations | 10,386 | (1,630) | (29,877) | (11,349) |
Net loss | (1,455,726) | (1,378,695) | (6,049,941) | (4,367,238) |
Less: net income (loss) attributable to noncontrolling interests | (58) | (1,137) | (4,067) | (284) |
Net loss attributable to Generation Hemp | $ (1,455,668) | $ (1,377,558) | $ (6,045,874) | $ (4,366,954) |
Loss from continuing operations | ||||
Basic (in Dollars per share) | $ (0.01) | $ (0.03) | $ (0.05) | $ (0.11) |
Diluted (in Dollars per share) | (0.01) | (0.03) | (0.05) | (0.11) |
Loss from discontinued operations | ||||
Basic (in Dollars per share) | ||||
Diluted (in Dollars per share) | ||||
Earnings (loss) per share | ||||
Basic (in Dollars per share) | (0.01) | (0.03) | (0.05) | (0.11) |
Diluted (in Dollars per share) | $ (0.01) | $ (0.03) | $ (0.05) | $ (0.11) |
Unaudited Condensed Consolida_4
Unaudited Condensed Consolidated Statements of Equity (Deficit) - USD ($) | Total | Series B Redeemable Preferred Stock | Series A Preferred Stock | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Noncontrolling Interest |
Balance at Dec. 31, 2020 | $ (2,964,935) | $ 729,058 | $ 4,975,503 | $ 6,083,480 | $ 4,436,018 | $ (18,220,705) | $ (239,231) |
Balance (in Shares) at Dec. 31, 2020 | 135 | 6,328,948 | 17,380,317 | ||||
Acquisition of Certain Assets of Halcyon Thruput, LLC | 2,500,000 | $ 2,500,000 | |||||
Acquisition of Certain Assets of Halcyon Thruput, LLC (in Shares) | 6,250,000 | ||||||
Issuances of common stock units | 400,000 | $ 136,707 | 263,293 | ||||
Issuances of common stock units (in Shares) | 800,000 | ||||||
Warrant exercises | 2,967,000 | $ 4,771,669 | (1,804,669) | ||||
Warrant exercises (in Shares) | 8,428,976 | ||||||
Issuance of common shares for Convertible Promissory Note | 217,769 | $ 217,769 | |||||
Issuance of common shares for Convertible Promissory Note (in Shares) | 618,660 | ||||||
Issuance of common shares for Senior Secured Promissory Note | 1,942,500 | $ 1,942,500 | |||||
Issuance of common shares for Senior Secured Promissory Note (in Shares) | 1,000,000 | ||||||
Series B preferred stock dividend | (20,250) | (20,250) | |||||
Stock-based compensation | 42,250 | $ 42,250 | |||||
Stock-based compensation (in Shares) | 500,000 | ||||||
Net loss | (1,833,214) | (1,836,882) | 3,668 | ||||
Balance at Mar. 31, 2021 | 3,251,120 | $ 729,058 | $ 4,975,503 | $ 15,694,375 | 2,894,642 | (20,077,837) | (235,563) |
Balance (in Shares) at Mar. 31, 2021 | 135 | 6,328,948 | 34,977,953 | ||||
Balance at Dec. 31, 2020 | (2,964,935) | $ 729,058 | $ 4,975,503 | $ 6,083,480 | 4,436,018 | (18,220,705) | (239,231) |
Balance (in Shares) at Dec. 31, 2020 | 135 | 6,328,948 | 17,380,317 | ||||
Net loss | (4,367,238) | ||||||
Balance at Sep. 30, 2021 | 893,721 | $ 591,558 | $ 1,111 | 23,776,409 | (22,644,284) | (239,515) | |
Balance (in Shares) at Sep. 30, 2021 | 118 | 111,070,329 | |||||
Balance at Mar. 31, 2021 | 3,251,120 | $ 729,058 | $ 4,975,503 | $ 15,694,375 | 2,894,642 | (20,077,837) | (235,563) |
Balance (in Shares) at Mar. 31, 2021 | 135 | 6,328,948 | 34,977,953 | ||||
Series B preferred stock redemptions | $ (137,500) | ||||||
Series B preferred stock redemptions (in Shares) | (17) | ||||||
Series B preferred stock dividend | (20,250) | (20,250) | |||||
Stock-based compensation | 38,750 | 38,750 | |||||
Net loss | (1,155,329) | (1,152,514) | (2,815) | ||||
Balance at Jun. 30, 2021 | 2,114,291 | $ 591,558 | $ 4,975,503 | $ 15,733,125 | 2,894,642 | (21,250,601) | (238,378) |
Balance (in Shares) at Jun. 30, 2021 | 118 | 6,328,948 | 34,977,953 | ||||
Common shares issued to vendor for services | 117,500 | $ 117,500 | |||||
Common shares issued to vendor for services (in Shares) | 125,000 | ||||||
Issuance of common shares for extension of secured note | 18,000 | $ 18,000 | |||||
Issuance of common shares for extension of secured note (in Shares) | 20,000 | ||||||
Change in common stock par value due to change in corporate domicile | $ (15,868,273) | 15,868,273 | |||||
Conversion of Series A preferred stock | $ (4,975,503) | $ 759 | 4,974,744 | ||||
Conversion of Series A preferred stock (in Shares) | (6,328,948) | 75,947,376 | |||||
Series B preferred stock dividend | (16,125) | (16,125) | |||||
Stock-based compensation | 38,750 | 38,750 | |||||
Stock-based compensation (in Shares) | |||||||
Net loss | (1,378,695) | (1,377,558) | (1,137) | ||||
Balance at Sep. 30, 2021 | 893,721 | $ 591,558 | $ 1,111 | 23,776,409 | (22,644,284) | (239,515) | |
Balance (in Shares) at Sep. 30, 2021 | 118 | 111,070,329 | |||||
Balance at Dec. 31, 2021 | 791,666 | $ 591,558 | $ 1,131 | 29,150,258 | (28,118,245) | (241,478) | |
Balance (in Shares) at Dec. 31, 2021 | 118 | 113,094,002 | |||||
Issuance of common shares for extension of secured note | 11,480 | 11,480 | |||||
Issuance of common shares for extension of secured note (in Shares) | 20,000 | ||||||
Modification of warrants for extension of promissory note to investor | 68,756 | 68,756 | |||||
Series B preferred stock dividend | (20,992) | (20,992) | |||||
Stock-based compensation | 1,315,750 | 1,315,750 | |||||
Net loss | (2,456,671) | (2,455,084) | (1,587) | ||||
Balance at Mar. 31, 2022 | (290,011) | $ 591,558 | $ 1,131 | 30,546,244 | (30,594,321) | (243,065) | |
Balance (in Shares) at Mar. 31, 2022 | 118 | 113,114,002 | |||||
Balance at Dec. 31, 2021 | 791,666 | $ 591,558 | $ 1,131 | 29,150,258 | (28,118,245) | (241,478) | |
Balance (in Shares) at Dec. 31, 2021 | 118 | 113,094,002 | |||||
Net loss | (6,049,941) | ||||||
Balance at Sep. 30, 2022 | (1,217,709) | $ 591,558 | $ 1,132 | 33,250,858 | (34,224,154) | (245,545) | |
Balance (in Shares) at Sep. 30, 2022 | 118 | 113,204,002 | |||||
Balance at Mar. 31, 2022 | (290,011) | $ 591,558 | $ 1,131 | 30,546,244 | (30,594,321) | (243,065) | |
Balance (in Shares) at Mar. 31, 2022 | 118 | 113,114,002 | |||||
Issuance of common shares for extension of secured note | 26,001 | $ 1 | 26,000 | ||||
Issuance of common shares for extension of secured note (in Shares) | 40,000 | ||||||
Series B preferred stock dividend | (19,375) | (19,375) | |||||
Stock-based compensation | 1,315,750 | 1,315,750 | |||||
Net loss | (2,137,544) | (2,135,122) | (2,422) | ||||
Balance at Jun. 30, 2022 | (1,105,179) | $ 591,558 | $ 1,132 | 31,887,994 | (32,748,818) | (245,487) | |
Balance (in Shares) at Jun. 30, 2022 | 118 | 113,154,002 | |||||
Issuance of common shares for extension of secured note | 15,100 | 15,100 | |||||
Issuance of common shares for extension of secured note (in Shares) | 50,000 | ||||||
Series B preferred stock dividend | (19,668) | (19,668) | |||||
Stock-based compensation | 1,347,764 | 1,347,764 | |||||
Net loss | (1,455,726) | (1,455,668) | (58) | ||||
Balance at Sep. 30, 2022 | $ (1,217,709) | $ 591,558 | $ 1,132 | $ 33,250,858 | $ (34,224,154) | $ (245,545) | |
Balance (in Shares) at Sep. 30, 2022 | 118 | 113,204,002 |
Unaudited Condensed Consolida_5
Unaudited Condensed Consolidated Statements of Cash Flows - USD ($) | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Cash Flows From Operating Activities | ||
Net loss | $ (6,049,941) | $ (4,367,238) |
Loss from discontinued operations | (29,877) | (11,349) |
Net loss from continuing operations | (6,020,064) | (4,355,889) |
Adjustments to reconcile net loss from continuing operations to net cash from operating activities: | ||
Depreciation and amortization | 743,730 | 1,006,804 |
Impairment expense | 407,000 | |
Amortization of debt discount | 52,581 | 380,282 |
Stock-based compensation | 3,979,264 | 119,750 |
Common shares issued to vendor for services | 117,500 | |
Modification of warrants for extension of promissory note to investor | 68,756 | |
Other income - PPP Loan forgiveness | (25,424) | |
Change in fair value of marketable securities | (11,770) | |
Changes in operating assets and liabilities: | ||
Accounts receivable | (656,344) | (52,195) |
Prepaid expenses | (44,355) | (14,232) |
Accounts payable and accrued liabilities | 368,230 | 176,969 |
Deferred revenue | 100,311 | |
Net cash from operating activities – continuing operations | (1,000,891) | (2,658,205) |
Net cash from operating activities – discontinued operations | (2,820) | |
Net cash from operating activities | (1,003,711) | (2,658,205) |
Cash Flows From Investing Activities | ||
Capital expenditures | (77,716) | |
Acquisition of certain assets of Halcyon Thruput, LLC, net of acquired cash of $224,530 | (1,525,470) | |
Proceeds from sale of investment in common stock | 34,847 | |
Net cash from investing activities – continuing operations | (1,568,339) | |
Net cash from investing activities – discontinued operations | ||
Net cash from investing activities | (1,568,339) | |
Cash Flows From Financing Activities | ||
Issuance of common stock units | 350,000 | |
Redemptions of Series B preferred stock | (137,500) | |
Series B preferred stock dividends paid | (16,500) | |
Proceeds from warrant exercises | 2,967,000 | |
Repayment of Halcyon bank note | (995,614) | |
Proceeds from notes payable - related parties | 1,294,069 | |
Repayments of notes payable - related parties | (70,000) | |
Proceeds from subordinated notes | 620,000 | |
Repayment of subordinated notes | (50,000) | (1,100,000) |
Payment of mortgage payable | (78,476) | (103,102) |
Net cash from financing activities – continuing operations | 1,095,593 | 1,584,284 |
Net cash from financing activities – discontinued operations | ||
Net cash from financing activities | 1,095,593 | 1,584,284 |
Net change in cash | 91,882 | (2,642,260) |
Cash, beginning of period | 20,656 | 2,776,425 |
Cash, end of period | $ 112,538 | $ 134,165 |
Unaudited Condensed Consolida_6
Unaudited Condensed Consolidated Statements of Cash Flows (Parentheticals) - USD ($) | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Statement of Cash Flows [Abstract] | ||
Net of acquired cash | $ 224,530 | $ 224,530 |
Business
Business | 9 Months Ended |
Sep. 30, 2022 | |
Business [Abstract] | |
Business | 1. Business Generation Hemp, Inc. (the “Company”) was incorporated on August 21, 2021 in the State of Delaware. The Company was originally incorporated as Home Treasure Finders, Inc. (“HTF”) on July 28, 2008 in the State of Colorado. On November 27, 2019, HTF purchased approximately 94% of the common stock of Energy Hunter Resources, Inc. (“EHR”) in a series of transactions accounted for as a reverse merger. Upon closing, HTF changed its name to Generation Hemp, Inc. On January 11, 2021, we completed the acquisition of certain assets of Halcyon Thruput, LLC (“Halcyon”). With this acquisition, we commenced providing post-harvest and midstream services to hemp growers by drying, processing, cleaning and stripping harvested hemp directly from the field and wetbaled at our 48,000 square foot leased facility located in Hopkinsville, Kentucky. The Company also offers safe storage services for processed hemp, which enables farmers to maximize strategic market timing. We market two retail products, Gas Monkey Spill-Jack Rowdy Rooster We also generate revenue from rental of our “Cannabis Zoned” (Hemp) warehouse property located in Denver, Colorado currently leased to an unaffiliated hemp seed company. As of September 30, 2022, EHR held an approximate 8% working interest in an oil & gas property located in Cochran County, Texas within the Slaughter-Levelland Field of the San Andres formation in the Northwest Shelf of West Texas. EHR’s oil & gas activities are currently held for sale and are presented in these consolidated financial statements as discontinued operations for each of the periods presented. Our management team has been and continues to actively review acquisition candidates involved in the hemp industry that operate within a number of vertical businesses, predominantly within the midstream sector that are attractive to us and are within the hemp supply chain. Additionally, the Company has been studying the Bitcoin mining space and anticipates future activity in this business sector. Liquidity and Going Concern – In the nine months ended September 30, 2022, the Company used $1.0 million of cash for its operating activities. At September 30, 2022, the Company’s current liabilities, including financing obligations due within one year, totaled $6.1 million as compared with its current assets of $1.0 million. The Company will continue to pursue additional capital raising opportunities in order to fund future acquisitions and meet its obligations as they become due. We may not be successful in obtaining additional financing needed. In the event financing cannot be obtained, the Company may not be able to satisfy these plans and obligations. These factors raise substantial doubt about the Company’s ability to continue as a going concern. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Basis of Presentation In the opinion of management, the accompanying unaudited condensed consolidated financial statements include all adjustments, consisting of normal recurring adjustments, necessary to fairly present the financial position as of, and the results of operations for, all periods presented. In preparing the accompanying financial statements, management has made certain estimates and assumptions that affect reported amounts in the condensed consolidated financial statements and disclosures of contingencies. Actual results may differ from those estimates. The results for interim periods are not necessarily indicative of annual results. Certain reclassifications have been made to the prior period’s consolidated financial statements and related footnotes to conform them to the current period presentation. Intercompany balances and transactions between consolidated entities are eliminated. Fair Value Measurement Deferred Revenue Major Customer and Concentration of Credit Risk During the three and nine months ended September 30, 2022, one customer accounted for all of our post-harvest and midstream services revenue. A total of $656,344 was outstanding from this customer as a receivable at September 30, 2022. Our rental revenue is derived from a single lessee on a commercial warehouse owned by the Company. There were no amounts due from this customer at September 30, 2022 or December 31, 2021. Recent Accounting Pronouncements – |
Property and Equipment
Property and Equipment | 9 Months Ended |
Sep. 30, 2022 | |
Property and Equipment [Abstract] | |
Property and Equipment | 3. Property and Equipment Property and equipment consisted of the following: Useful September 30, December 31, Life (yrs) 2022 2021 Land $ 96,000 $ 96,000 Warehouse 30 916,500 916,500 Leasehold Improvements 3 473,601 473,601 Machinery and equipment 5-7 1,506,447 1,506,447 Vehicles 4 149,440 149,440 Computer equipment and software 3 46,825 46,825 Office furniture and equipment 3-5 17,294 17,294 Subtotal 3,206,107 3,206,107 Less accumulated depreciation and amortization (929,292 ) (625,445 ) Total property and equipment, net $ 2,276,815 $ 2,580,662 |
Intangible and Other Assets
Intangible and Other Assets | 9 Months Ended |
Sep. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible and Other Assets | 4. Intangible and Other Assets The following table summarizes information related to definite-lived intangible assets: September 30, 2022 December 31, 2021 Gross Carrying Amount Accumulated Amortization Net Gross Carrying Amount Accumulated Amortization Net Customer relationships $ 2,612,649 $ (1,220,948 ) $ 1,391,701 $ 2,612,649 $ (796,858 ) $ 1,815,791 Non-competition agreements 63,176 (36,852 ) 26,324 63,176 (21,059 ) 42,117 Total $ 2,675,825 $ (1,257,800 ) $ 1,418,025 $ 2,675,825 $ (817,917 ) $ 1,857,908 Other assets included $407,000 at December 31, 2021 for the Company’s option to purchase the 48,000 square foot facility located in Hopkinsville, Kentucky presently leased from Halcyon. Under this agreement, the Company had the option to purchase the facility on or before August 25, 2022, as amended, for a purchase price of $993,000. This agreement was not renewed upon its expiration. Impairment expense totaling $407,000 was recognized in the third quarter of 2022 as a result. |
Notes Payable _ Related Parties
Notes Payable – Related Parties | 9 Months Ended |
Sep. 30, 2022 | |
Notes Payable – Related Parties [Abstract] | |
Notes Payable – Related Parties | 5. Notes Payable – Related Parties Notes payable – related parties consisted of the following: September 30, December 31, 2022 2021 Subordinated Promissory Note to CEO $ 523,551 $ 523,551 Convertible Promissory Note to CEO 1,107,069 410,000 Secured Promissory Note to Coventry Asset Management, LTD. 1,000,000 1,000,000 Subordinated Promissory Note to Investor 200,000 250,000 Promissory Note to Investment Hunter, LLC 492,000 - Note payable to Director 35,000 - Total notes payable – related parties $ 3,357,620 $ 2,183,551 Subordinated Promissory Note to CEO – Convertible Promissory Note to CEO Secured Promissory Note and Warrants to Coventry Asset Management, LTD. – Subordinated Promissory Note and Warrants to Investor – The holder of the subordinated note received a warrant to purchase 500,000 shares of common stock exercisable for cash at an exercise price of $0.352 per share. As consideration for the April 2022 extension, the term of this warrant was extended by one year to December 30, 2023. The Company recognized $68,756 of interest expense in 2022 for this extension of the warrant term. Promissory Note to Investment Hunter, LLC Director Notes |
Other Indebtedness
Other Indebtedness | 9 Months Ended |
Sep. 30, 2022 | |
Other Indebtedness [Abstract] | |
Other Indebtedness | 6. Other Indebtedness The Company is obligated under a mortgage payable dated September 15, 2014 secured by its warehouse property located in Denver, Colorado. The note has been amended a number of times to a maturity date of January 15, 2023. In the latest extension, the Company made a principal payment of $73,190 plus accrued interest in October 2022 and agreed to make two additional principal payments of $50,000 plus accrued interest on November 15, 2022 and December 15, 2022. The interest rate on the mortgage payable is 12%. If before the final maturity of the mortgage payable, the Company raises new equity capital of $5 million or more, then the full amount outstanding is due within ten days. The Company leases the Denver warehouse property to a tenant under an operating lease which was renewed with a new tenant and extended to August 1, 2023 for a monthly rent of $7,500. The lease requires a true-up with the tenant for property taxes and insurance paid by the Company and requires the tenant to maintain the interior and exterior of the warehouse (except for the roof). The lease provides for a rent abatement in the first and last month of the contracted extension. Minimum future rents for the remainder of 2022 are $22,500 and for 2023 are $52,500. |
Leases
Leases | 9 Months Ended |
Sep. 30, 2022 | |
Leases [Abstract] | |
Leases | 7. Leases Office Space – Hemp Processing Operating Facility Future Bitcoin Mining Premises |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 8. Commitments and Contingencies Litigation – Generation Hemp, Inc. v. Colorado Mill Equipment, LLC The Defendant sold to the Company a faulty piece of equipment for $16,000 and will not refund to the Company the purchase price after repeated attempts to return their equipment. An original lawsuit filed by the Company against Colorado Mill Equipment in January 2022 in Dallas County was subsequently dismissed due to jurisdiction. A second lawsuit was filed in El Paso County, Colorado and is currently pending. Halcyon Thruput, LLC, Plaintiff v. United National Insurance Company, Defendant, United States District Court for the Northern District of Texas, Dallas Division, Case No. 3:21-CV-3136-K. Halcyon Thruput, LLC (Halcyon) obtained an all-risks commercial insurance policy, including an Equipment Breakdown Endorsement (Policy) from United National Insurance Company (UNIC) to provide substantial coverages for Halcyon Thruput LLC’s (Halcyon) $1,203,735 hemp processing dryer (Dryer) at its facility in Hopkinsville, Kentucky. During the Policy period, the Dryer caught fire due to the Dryer being defectively designed. While UNIC paid a number of Halcyon’s claims, Halcyon’s claim for the cost of the replacement Dryer of $1,498,848 was denied as described below. Buyer, a wholly owned subsidiary of the Company, pursuant to an Asset Purchase Agreement as twice amended, then acquired all the assets of Halcyon, except for the right to the proceeds of UNIC’s insurance policy since the Policy prohibited assignment. Halcyon and Buyer agreed that Buyer’s principal, Gary C. Evans, had the right to control the litigation, engage counsel for Halcyon and make all decisions relating to any proceeds received in the litigation by settlement or otherwise. Halcyon’s suit against UNIC, which was removed to federal court, seeks $796,865.53 (the cost of the replacement dryer of $1,498,848, less a credit for $583,508.47 previously paid by UNIC to Halcyon for the Dryer fire=$915,339.53) plus statutory interest on that sum from August 10, 2020 for violating the Texas Insurance Code’s requirement that claims be promptly paid, additional statutory penalties, and attorneys’ fees. Certain documents have been executed between the Company, Halcyon and legal counsel, which provide for a sharing of costs and expenses and awards, if any, against UNIC. Mediation of the case was held in April 2022 where no agreement was reached by the parties. Depositions of the Company’s expert witnesses were completed in July 2022 and of UNIC’s representatives in September 2022. In August 2022, the Company received a second payment from UNIC of $357,143 as a partial settlement of this claim. JDONE, LLC v. Grand Traverse Holdings, LLC and John Gallegos, Denver District Court Case No. 2019CV33723 JDONE, LLC (“JDONE”), a wholly owned subsidiary of the Company and landlord of a commercial warehouse building in Denver, brought suit against Grand Traverse Holdings, LLC for default of its commercial lease of the warehouse from JDONE. This case settled in October 2022 and the Company received $122,500 from the defendant. KBSIII Tower at Lake Carolyn, LLC and Prime US-Tower at Lake Carolyn, LLC (collectively – “KBSIII” v. Energy Hunter Resources, Inc.) Plaintiff/Counterdefendant KBSIII was seeking lost rent on office space for periods after EHR vacated office premises located in Las Colinas, Texas. EHR filed a counter suit alleging specific damages due to uninhabitable premises of the office space due to the intolerable conduct of other tenants located on the same floor. On December 23, 2020, the trial court entered a summary judgment against EHR for $230,712. The judgment provides for post-judgment interest at a rate of 5% per annum until paid and further provides for additional amounts owed should EHR pursue unsuccessful appeals to higher courts. At September 30, 2022, the Company had accrued $252,583 for this judgment, which is exclusively an EHR obligation. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2022 | |
Income Taxes [Abstract] | |
Income Taxes | 9. Income Taxes Income tax provisions for interim quarterly periods are generally based on an estimated annual effective income tax rate calculated separately from the effect of significant, infrequent or unusual items related specifically to interim periods. An income tax benefit for the three or nine months ended September 30, 2022 or 2021 was not recognized because tax losses incurred were fully offset by a valuation allowance against deferred tax assets. There were no uncertain tax positions as of September 30, 2022. The Company is delinquent in filing its 2021 income tax returns. |
Equity
Equity | 9 Months Ended |
Sep. 30, 2022 | |
Equity [Abstract] | |
Equity | 10. Equity Series A Preferred Stock – Series B Preferred Stock Units – The sale of the preferred stock units for $10,000 each resulted in aggregate gross proceeds of approximately $1.35 million, before deducting estimated offering expenses payable by the Company. Substantially all of the proceeds raised in the offering were used to fund the acquisition of assets of Halcyon, expenses related thereto and for general corporate purposes. Each share of Series B Preferred Stock is initially convertible into 25,000 shares of common stock, subject to adjustment. Holders of Series B Preferred Stock are entitled to receive dividends of 6.00% per annum based on the stated value equal to $10,000 per share. Except as otherwise required by law, the Series B Preferred Stock does not have voting rights. However, as long as any shares of Series B Preferred Stock are outstanding, the Company will not, without the affirmative vote of the holders of a majority of the then outstanding shares of the Series B Preferred Stock, (a) alter or change adversely the powers, preferences or rights given to the Series B Preferred Stock, (b) alter or amend the related certificate of designation, (c) amend its certificate of incorporation or other charter documents in any manner that adversely affects any rights of the holders of Series B Preferred Stock, (d) repay, repurchase or offer to repay, repurchase or otherwise acquire more than a de minimis number of shares of its common stock, (e) enter into any agreement with respect to any of the foregoing, or (f) pay cash dividends or distributions on any equity securities of the Company other than pursuant to the terms of the outstanding Series B Preferred Stock. The Series B Preferred Stock does not have a preference upon any liquidation, dissolution or winding-up of the Company. Any or all of the Series B Preferred Stock may be converted, at their holder’s option, into 25,000 shares of common stock, as adjusted for any stock dividends, splits, combinations or similar events. At any time after the occurrence of a “Qualifying Event,” the Company, upon 5-day written notice, shall have the right to cause each share of Series B Preferred Stock (and all accrued in-kind dividends with respect thereto) to be converted into common stock. For purposes of this automatic conversion of the Series B Preferred Stock, a “Qualifying Event” shall have occurred if (A) (1) the rolling five-trading day volume-weighted average trading price of shares of the common stock exceeds $1.00, and (2) there shall be an effective registration statement under the Securities Act of 1933, as amended covering all of the shares of common stock which would be issuable upon conversion of all of the outstanding shares of Series B Preferred Stock or (B) the Company closes a firm commitment underwriting of the common stock on a Form S-1 Registration Statement with aggregate gross proceeds of at least $5,000,000 at a price per share equal to or greater than $1.00. In each instance, a conversion may not be made unless the Company has filed an amendment to its Articles of Incorporation effecting an increase in its authorized common stock so that the Company has a sufficient number of authorized and unissued shares of common stock so as to permit the conversion of all outstanding shares. The Series B Preferred Stock may be redeemed by the Company for its stated value, plus accrued and unpaid dividends, at any time. Initially, redemption payments of 12.5% each of the total amount of Series B Preferred Stock then outstanding plus accrued dividends were due from the Company to each Holder of Series B Preferred Stock at the end of each calendar quarter of 2021. The first required redemption payments totaling $137,500 were made in April 2021. In May, June and October of 2021, the three holders of the Series B Preferred Stock, including the Company’s chief executive officer, entered into transactions in which they accepted the mandatory redemption payment required pursuant to the Series B Preferred Stock certificate of designation in a number of Series B Units to effectively waive the redemption requirement. All other terms of the Series B Units remain unchanged and the holders’ ownership interest in the Series B Preferred Units remains the same as it was before such transactions. Common Stock – ● Acquisition of Certain Assets of Halcyon ● 2021 First Quarter Issuances of Common Stock Units ● Warrant Exercises ● Issuances for Exchange or Conversion of Debt ● Issuance to Vendor for Services ● Issuance for Extension of Secured Note ● Issuance for Conversion of Series A Preferred Stock ● Stock-based Compensation ● Issuance for Extensions of Secured Note – Common Stock Warrants Outstanding – # of Exercise Expiration Date Method of Issued in December 2020 with Series B preferred units (1) 5,500,000 $ 0.352 December 30, 2022 Cash Issued in December 2020 with subordinated note to investor 500,000 $ 0.352 December 30, 2022 Cash Issued in Q1 2021 with common stock units (1) 1,600,000 $ 0.500 January-February, 2023 Cash Issued in Q4 2021 with common stock units (1) 958,333 $ 0.600 October-December, 2023 Cash Total warrants outstanding at September 30, 2022 8,558,333 $ 0.407 (1) May be redeemed for $0.0001 per warrant at the Company’s option with 30 days advanced notice should the weighted average market price of common stock exceed $1.00 for any five out of seven consecutive trading days with a minimum average daily trading volume for such seven-day period of at least 25,000 shares of common stock. Following is a summary of outstanding stock warrants activity for the periods presented: Weighted Average # of Exercise Warrants as of December 31, 2021 8,808,333 $ 0.407 Canceled (250,000 ) $ 0.400 Warrants as of September 30, 2022 8,558,333 $ 0.407 |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Sep. 30, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-Based Compensation | 11. Stock-Based Compensation We award restricted stock or stock options as incentive compensation to employees and compensation to our Board of Directors for services. Generally, these awards include vesting periods of up to three years from the date of grant. The 2021 Omnibus Incentive Plan (“2021 Plan”) was adopted by our Board on July 1, 2021. The 2021 Plan provides for the initial reservation of 15 million shares of common stock for issuance, and provides that the maximum number of shares that may be issued pursuant to the exercise of ISOs is 15 million. On the one-year anniversary date of the 2021 Plan, the number of shares of common stock reserved for issuance automatically increased to 20% of the fully diluted common shares outstanding, including shares issuable upon the conversion of preferred shares, as calculated on an as-converted basis. In the first quarter of 2021, the Company issued 500,000 restricted shares valued at $155,000 as incentive compensation to two executives who joined the Company. Compensation expense related to these awards totaled $38,750 and $81,000 for the three and six months ended June 30, 2021, respectively. These awards became fully vested in January 2022. In the fourth quarter of 2021, the Company awarded options for 13,850,000 shares of the Company’s common stock as incentive compensation to management and the Board of Directors. One-third of the awarded options vested immediately with the remaining options vesting in two equal annual tranches over the next two years. Vested options may be exercised at any time until their expiration after 10 years at an exercise price of $0.76 per share. Unvested options are forfeited upon termination of service. The fair value of the awards at the date of grant was determined using the Black-Scholes option pricing model. Key assumptions included a risk-free interest rate ranging from 1.18% to 1.28%, historical volatility ranging from 331% to 643% and an expected life of the stock options ranging from five to six years. In the third quarter of 2022, the Company awarded options for 1,915,000 shares of the Company’s common stock as incentive compensation to its CEO and board of directors. The awarded options vest over the next three years. Vested options may be exercised at any time until their expiration ranging from eight to 10 years at their exercise prices ranging from $0.30 to $0.33 per share. Unvested options are forfeited upon termination of service. The fair value of the awards at the date of grant was determined using the Black-Scholes option pricing model. Key assumptions included a risk-free interest rate ranging from 2.87% to 3.03%, historical volatility ranging from 251% to 408% and an expected life of the stock options ranging from four to seven years. We recognized $1.3 million of compensation expense for these option awards in each of the quarters ended September 30, 2022. As of September 30, 2022, there was $2.7 million of total unrecognized compensation cost related to options to be recognized over a remaining weighted average period of 21 months. The following table summarizes options outstanding, as well as activity for the periods presented: Shares Weighted Weighted Aggregate Outstanding at December 31, 2021 13,850,000 $ 0.76 $ 0.76 - Granted 1,915,000 $ 0.30 $ 0.31 - Outstanding at September 30, 2022 15,765,000 $ 0.70 $ 0.71 - The remaining weighted average contractual life of exercisable options at September 30, 2022 was nine years. |
Discontinued Operations
Discontinued Operations | 9 Months Ended |
Sep. 30, 2022 | |
Discontinued Operations [Abstract] | |
Discontinued Operations | 12. Discontinued Operations In 2019, management determined to fully divest of EHR’s oil and gas activities. As such, these activities are presented as discontinued operations for each of the periods presented. The following is a summary of the carrying amounts of major classes of assets and liabilities of the discontinued operations to assets and liabilities held for sale: September 30, December 31, 2022 2021 Assets: Oil and natural gas properties held for sale, at cost $ 1,874,849 $ 1,874,849 Accumulated DD&A (1,874,849 ) (1,874,849 ) Total assets of discontinued operations held for sale $ - $ - Liabilities: Accrued liabilities $ 39,956 $ 48,997 Asset retirement obligations 52,368 52,368 Revenue payable 52,117 52,117 Current liabilities of discontinued operations held for sale 144,441 153,482 Asset retirement obligations - Long-term liabilities of discontinued operations held for sale 199,046 162,948 Total liabilities of discontinued operations held for sale $ 343,487 $ 316,430 The following is a summary of the major classes of line items constituting loss on discontinued operations shown in the consolidated statements of operations: For the three months ended For the nine months ended 2022 2021 2022 2021 Revenue - Oil and gas sales $ 41,077 $ 55,140 $ 116,870 $ 93,248 Costs and Expenses: Lease operating expense 25,461 53,919 110,649 94,714 Accretion 5,230 2,851 36,098 9,883 Total costs and expenses 30,691 56,770 146,747 104,597 Loss from discontinued operations $ 10,386 $ (1,630 ) $ (29,877 ) $ (11,349 ) |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 9 Months Ended |
Sep. 30, 2022 | |
Supplemental Cash Flow Information [Abstract] | |
Supplemental Cash Flow Information | 13. Supplemental Cash Flow Information For the nine months ended 2022 2021 Cash paid for interest $ 50,690 $ 127,812 Cash paid for taxes - - Noncash investing and financing activities: Acquisition of certain assets of Halcyon Thruput, LLC - issuance of common shares - 2,500,000 - issuance of subordinated note - 850,000 - assumption of Halcyon bank note - 995,614 Series B preferred stock dividend payable 60,035 39,137 Issuance of common stock units previously subscribed - 50,000 Issuances of common shares for exchange or conversion of debt - 2,160,269 |
Earnings (Loss) Per Share
Earnings (Loss) Per Share | 9 Months Ended |
Sep. 30, 2022 | |
Earnings Per Share [Abstract] | |
Earnings (Loss) per Share | 14. Earnings (Loss) per Share The following is the computation of earnings (loss) per basic and diluted share: For the three months ended For the nine months ended 2022 2021 2022 2021 Amounts attributable to Generation Hemp: Numerator Loss from continuing operations attributable to common stockholders $ (1,465,404 ) $ (1,376,030 ) $ (6,017,867 ) $ (4,356,315 ) Income (loss) from discontinued operations 9,736 (1,528 ) (28,007 ) (10,639 ) Less: preferred stock dividends (19,668 ) (16,125 ) (60,035 ) (56,625 ) Net loss attributable to common stockholders $ (1,475,336 ) $ (1,393,683 ) $ (6,105,909 ) $ (4,423,579 ) Denominator Weighted average shares used to compute basic EPS 113,204,002 54,109,797 113,149,973 38,693,679 Dilutive effect of convertible note 1,164,773 - 1,164,773 - Dilutive effect of preferred stock 2,950,000 59,913,657 2,950,000 72,641,084 Dilutive effect of common stock options 125,490 - 122,052 - Dilutive effect of common stock warrants 47,560 9,042,419 1,709,576 11,126,327 Weighted average shares used to compute diluted EPS 117,491,825 123,065,873 119,096,374 122,461,090 Earnings (loss) per share: Loss from continuing operations Basic $ (0.01 ) $ (0.03 ) $ (0.05 ) $ (0.11 ) Diluted $ (0.01 ) $ (0.03 ) $ (0.05 ) $ (0.11 ) Loss from discontinued operations Basic $ - $ - $ - $ - Diluted $ - $ - $ - $ - Earnings (loss) per share Basic $ (0.01 ) $ (0.03 ) $ (0.05 ) $ (0.11 ) Diluted $ (0.01 ) $ (0.03 ) $ (0.05 ) $ (0.11 ) The computation of diluted earnings per common share excludes the assumed conversion of the Series B Preferred Stock and outstanding convertible notes and exercise of common stock options and warrants in periods when we report a loss. The dilutive effect of the assumed exercise of outstanding options and warrants was calculated using the treasury stock method. |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation In the opinion of management, the accompanying unaudited condensed consolidated financial statements include all adjustments, consisting of normal recurring adjustments, necessary to fairly present the financial position as of, and the results of operations for, all periods presented. In preparing the accompanying financial statements, management has made certain estimates and assumptions that affect reported amounts in the condensed consolidated financial statements and disclosures of contingencies. Actual results may differ from those estimates. The results for interim periods are not necessarily indicative of annual results. Certain reclassifications have been made to the prior period’s consolidated financial statements and related footnotes to conform them to the current period presentation. Intercompany balances and transactions between consolidated entities are eliminated. |
Fair Value Measurement | Fair Value Measurement |
Deferred Revenue | Deferred Revenue |
Major Customer and Concentration of Credit Risk | Major Customer and Concentration of Credit Risk During the three and nine months ended September 30, 2022, one customer accounted for all of our post-harvest and midstream services revenue. A total of $656,344 was outstanding from this customer as a receivable at September 30, 2022. Our rental revenue is derived from a single lessee on a commercial warehouse owned by the Company. There were no amounts due from this customer at September 30, 2022 or December 31, 2021. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements – |
Property and Equipment (Tables)
Property and Equipment (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Property and Equipment [Abstract] | |
Schedule of property and equipment | Useful September 30, December 31, Life (yrs) 2022 2021 Land $ 96,000 $ 96,000 Warehouse 30 916,500 916,500 Leasehold Improvements 3 473,601 473,601 Machinery and equipment 5-7 1,506,447 1,506,447 Vehicles 4 149,440 149,440 Computer equipment and software 3 46,825 46,825 Office furniture and equipment 3-5 17,294 17,294 Subtotal 3,206,107 3,206,107 Less accumulated depreciation and amortization (929,292 ) (625,445 ) Total property and equipment, net $ 2,276,815 $ 2,580,662 |
Intangible and Other Assets (Ta
Intangible and Other Assets (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of intangible asset | September 30, 2022 December 31, 2021 Gross Carrying Amount Accumulated Amortization Net Gross Carrying Amount Accumulated Amortization Net Customer relationships $ 2,612,649 $ (1,220,948 ) $ 1,391,701 $ 2,612,649 $ (796,858 ) $ 1,815,791 Non-competition agreements 63,176 (36,852 ) 26,324 63,176 (21,059 ) 42,117 Total $ 2,675,825 $ (1,257,800 ) $ 1,418,025 $ 2,675,825 $ (817,917 ) $ 1,857,908 |
Notes Payable _ Related Parti_2
Notes Payable – Related Parties (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Notes Payable – Related Parties [Abstract] | |
Schedule of notes payable – related parties | September 30, December 31, 2022 2021 Subordinated Promissory Note to CEO $ 523,551 $ 523,551 Convertible Promissory Note to CEO 1,107,069 410,000 Secured Promissory Note to Coventry Asset Management, LTD. 1,000,000 1,000,000 Subordinated Promissory Note to Investor 200,000 250,000 Promissory Note to Investment Hunter, LLC 492,000 - Note payable to Director 35,000 - Total notes payable – related parties $ 3,357,620 $ 2,183,551 |
Equity (Tables)
Equity (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Equity [Abstract] | |
Schedule of warrants outstanding | # of Exercise Expiration Date Method of Issued in December 2020 with Series B preferred units (1) 5,500,000 $ 0.352 December 30, 2022 Cash Issued in December 2020 with subordinated note to investor 500,000 $ 0.352 December 30, 2022 Cash Issued in Q1 2021 with common stock units (1) 1,600,000 $ 0.500 January-February, 2023 Cash Issued in Q4 2021 with common stock units (1) 958,333 $ 0.600 October-December, 2023 Cash Total warrants outstanding at September 30, 2022 8,558,333 $ 0.407 (1) May be redeemed for $0.0001 per warrant at the Company’s option with 30 days advanced notice should the weighted average market price of common stock exceed $1.00 for any five out of seven consecutive trading days with a minimum average daily trading volume for such seven-day period of at least 25,000 shares of common stock. |
Schedule of outstanding stock warrants activity | Weighted Average # of Exercise Warrants as of December 31, 2021 8,808,333 $ 0.407 Canceled (250,000 ) $ 0.400 Warrants as of September 30, 2022 8,558,333 $ 0.407 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of summarizes options outstanding | Shares Weighted Weighted Aggregate Outstanding at December 31, 2021 13,850,000 $ 0.76 $ 0.76 - Granted 1,915,000 $ 0.30 $ 0.31 - Outstanding at September 30, 2022 15,765,000 $ 0.70 $ 0.71 - |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Discontinued Operations [Abstract] | |
Schedule of discontinued operations to assets and liabilities held for sale | September 30, December 31, 2022 2021 Assets: Oil and natural gas properties held for sale, at cost $ 1,874,849 $ 1,874,849 Accumulated DD&A (1,874,849 ) (1,874,849 ) Total assets of discontinued operations held for sale $ - $ - Liabilities: Accrued liabilities $ 39,956 $ 48,997 Asset retirement obligations 52,368 52,368 Revenue payable 52,117 52,117 Current liabilities of discontinued operations held for sale 144,441 153,482 Asset retirement obligations - Long-term liabilities of discontinued operations held for sale 199,046 162,948 Total liabilities of discontinued operations held for sale $ 343,487 $ 316,430 |
Schedule of discontinued operations shown in the consolidated statements of operations | For the three months ended For the nine months ended 2022 2021 2022 2021 Revenue - Oil and gas sales $ 41,077 $ 55,140 $ 116,870 $ 93,248 Costs and Expenses: Lease operating expense 25,461 53,919 110,649 94,714 Accretion 5,230 2,851 36,098 9,883 Total costs and expenses 30,691 56,770 146,747 104,597 Loss from discontinued operations $ 10,386 $ (1,630 ) $ (29,877 ) $ (11,349 ) |
Supplemental Cash Flow Inform_2
Supplemental Cash Flow Information (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Supplemental Cash Flow Information [Abstract] | |
Schedule of supplemental cash flow information | For the nine months ended 2022 2021 Cash paid for interest $ 50,690 $ 127,812 Cash paid for taxes - - Noncash investing and financing activities: Acquisition of certain assets of Halcyon Thruput, LLC - issuance of common shares - 2,500,000 - issuance of subordinated note - 850,000 - assumption of Halcyon bank note - 995,614 Series B preferred stock dividend payable 60,035 39,137 Issuance of common stock units previously subscribed - 50,000 Issuances of common shares for exchange or conversion of debt - 2,160,269 |
Earnings (Loss) Per Share (Tabl
Earnings (Loss) Per Share (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Earnings Per Share [Abstract] | |
Schedule of earnings (loss) per basic and diluted share | For the three months ended For the nine months ended 2022 2021 2022 2021 Amounts attributable to Generation Hemp: Numerator Loss from continuing operations attributable to common stockholders $ (1,465,404 ) $ (1,376,030 ) $ (6,017,867 ) $ (4,356,315 ) Income (loss) from discontinued operations 9,736 (1,528 ) (28,007 ) (10,639 ) Less: preferred stock dividends (19,668 ) (16,125 ) (60,035 ) (56,625 ) Net loss attributable to common stockholders $ (1,475,336 ) $ (1,393,683 ) $ (6,105,909 ) $ (4,423,579 ) Denominator Weighted average shares used to compute basic EPS 113,204,002 54,109,797 113,149,973 38,693,679 Dilutive effect of convertible note 1,164,773 - 1,164,773 - Dilutive effect of preferred stock 2,950,000 59,913,657 2,950,000 72,641,084 Dilutive effect of common stock options 125,490 - 122,052 - Dilutive effect of common stock warrants 47,560 9,042,419 1,709,576 11,126,327 Weighted average shares used to compute diluted EPS 117,491,825 123,065,873 119,096,374 122,461,090 Earnings (loss) per share: Loss from continuing operations Basic $ (0.01 ) $ (0.03 ) $ (0.05 ) $ (0.11 ) Diluted $ (0.01 ) $ (0.03 ) $ (0.05 ) $ (0.11 ) Loss from discontinued operations Basic $ - $ - $ - $ - Diluted $ - $ - $ - $ - Earnings (loss) per share Basic $ (0.01 ) $ (0.03 ) $ (0.05 ) $ (0.11 ) Diluted $ (0.01 ) $ (0.03 ) $ (0.05 ) $ (0.11 ) |
Business (Details)
Business (Details) $ in Millions | 1 Months Ended | 9 Months Ended | |
Jan. 11, 2021 $ / ft² | Nov. 27, 2019 | Sep. 30, 2022 USD ($) | |
Business (Details) [Line Items] | |||
Square Foot Facility (in Dollars per Square Foot) | $ / ft² | 48,000 | ||
Cash for its operating activities | $ 1 | ||
Financing obligations | 6.1 | ||
Current Assets | $ 1 | ||
Description of business, description | As of September 30, 2022, EHR held an approximate 8% working interest in an oil & gas property located in Cochran County, Texas within the Slaughter-Levelland Field of the San Andres formation in the Northwest Shelf of West Texas. EHR’s oil & gas activities are currently held for sale and are presented in these consolidated financial statements as discontinued operations for each of the periods presented. | ||
Financing obligations terms | 1 year | ||
Energy Hunter Resources, Inc. [Member] | |||
Business (Details) [Line Items] | |||
Percentage of common stock | 94% |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Details) - USD ($) | 1 Months Ended | 9 Months Ended |
Jul. 31, 2022 | Sep. 30, 2022 | |
Accounting Policies [Abstract] | ||
Sale of pounds | $ 66,782 | |
Sale price per pound (in Dollars per share) | $ 1.5 | |
Deliveries and payment amount | $ 100,173 | |
Outstanding amount | $ 656,344 |
Property and Equipment (Details
Property and Equipment (Details) - Schedule of property and equipment - USD ($) | 9 Months Ended | |
Sep. 30, 2022 | Dec. 31, 2021 | |
Property, Plant and Equipment [Line Items] | ||
Subtotal | $ 3,206,107 | $ 3,206,107 |
Total property and equipment, net | 2,276,815 | 2,580,662 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Subtotal | $ 96,000 | 96,000 |
Warehouse [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, useful Life (years) | 30 years | |
Subtotal | $ 916,500 | 916,500 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, useful Life (years) | 3 years | |
Subtotal | $ 473,601 | 473,601 |
Machinery and equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Subtotal | $ 1,506,447 | 1,506,447 |
Machinery and equipment [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, useful Life (years) | 5 years | |
Machinery and equipment [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, useful Life (years) | 7 years | |
Vehicles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, useful Life (years) | 4 years | |
Subtotal | $ 149,440 | 149,440 |
Computer equipment and software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, useful Life (years) | 3 years | |
Subtotal | $ 46,825 | $ 46,825 |
Intangible and Other Assets (De
Intangible and Other Assets (Details) - USD ($) | 9 Months Ended | |
Sep. 30, 2022 | Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Other assets | $ 407,000 | |
Option to purchase, description | the Company’s option to purchase the 48,000 square foot facility located in Hopkinsville, Kentucky presently leased from Halcyon. Under this agreement, the Company had the option to purchase the facility on or before August 25, 2022, as amended, for a purchase price of $993,000. | |
Impairment expense | $ 407,000 |
Intangible and Other Assets (_2
Intangible and Other Assets (Details) - Schedule of intangible asset - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 2,675,825 | $ 2,675,825 |
Accumulated Amortization | (1,257,800) | (817,917) |
Net | 1,418,025 | 1,857,908 |
Customer relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 2,612,649 | 2,612,649 |
Accumulated Amortization | (1,220,948) | (796,858) |
Net | 1,391,701 | 1,815,791 |
Non-competition agreements [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 63,176 | 63,176 |
Accumulated Amortization | (36,852) | (21,059) |
Net | $ 26,324 | $ 42,117 |
Notes Payable _ Related Parti_3
Notes Payable – Related Parties (Details) - USD ($) | 1 Months Ended | 9 Months Ended | 12 Months Ended | ||||||
Dec. 31, 2022 | Dec. 30, 2022 | Aug. 31, 2022 | Dec. 30, 2020 | Sep. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Jul. 31, 2022 | Apr. 30, 2021 | |
Notes Payable – Related Parties (Details) [Line Items] | |||||||||
Convertible note matured, description | The convertible note initially matured on January 1, 2022 but was subsequently amended to extend the maturity date to January 1, 2023. | ||||||||
Conversion price per share (in Dollars per share) | $ 0.3 | ||||||||
Restricted common shares (in Shares) | 50,000 | ||||||||
Accrued interest | $ 36,990 | ||||||||
Warrant to purchase shares of common stock (in Shares) | 500,000 | ||||||||
Exercise price per share (in Dollars per share) | $ 0.352 | ||||||||
Warrant term | 1 year | ||||||||
Extension date | Dec. 30, 2023 | ||||||||
Interest expense | $ 68,756 | ||||||||
Description of director notes | In August 2022, the Company received proceeds totaling $105,000 from unsecured notes payable to three members of our board of directors. The notes bear interest at 10% per annum and matured on September 12, 2022. Two of the notes were repaid in September 2022. The remaining note, having an outstanding principal balance of $35,000 at September 30, 2022, was repaid in October 2022. | ||||||||
Subordinated Promissory Note to CEO [Member] | |||||||||
Notes Payable – Related Parties (Details) [Line Items] | |||||||||
Subordinated promissory note amount | $ 523,551 | ||||||||
Subordinated promissory note due date | Sep. 30, 2021 | ||||||||
New maturity date | Jan. 01, 2023 | ||||||||
New equity capital | $ 3,000,000 | ||||||||
Bears interest rate | 10% | ||||||||
Accrued interest | $ 46,761 | ||||||||
Convertible Promissory Note to CEO [Member] | |||||||||
Notes Payable – Related Parties (Details) [Line Items] | |||||||||
New equity capital | $ 3,000,000 | ||||||||
Bears interest rate | 10% | ||||||||
Accrued interest | $ 79,493 | ||||||||
Advances totaling | $ 410,000 | ||||||||
Additional advances | $ 697,069 | ||||||||
Conversion price per share (in Dollars per share) | $ 0.5 | ||||||||
Secured Promissory Note and Warrants to Coventry Asset Management, LTD. [Member] | |||||||||
Notes Payable – Related Parties (Details) [Line Items] | |||||||||
Bears interest rate | 10% | ||||||||
Principal amount | $ 1,000,000 | ||||||||
Maturity date | Jun. 30, 2021 | ||||||||
Restricted common shares (in Shares) | 20,000 | ||||||||
Interest rate percentage | 25% | ||||||||
Due date | Oct. 31, 2022 | ||||||||
Accrued interest | $ 175,069 | ||||||||
Secured Promissory Note and Warrants to Coventry Asset Management, LTD. [Member] | Forecast [Member] | |||||||||
Notes Payable – Related Parties (Details) [Line Items] | |||||||||
New equity capital | $ 5,000,000 | ||||||||
Interest rate increases | 14% | ||||||||
Secured Promissory Note and Warrants to Coventry Asset Management, LTD. [Member] | Promissory Note [Member] | |||||||||
Notes Payable – Related Parties (Details) [Line Items] | |||||||||
Maturity date | Dec. 31, 2022 | ||||||||
Subordinated Promissory Note and Warrants to Investor [Member] | |||||||||
Notes Payable – Related Parties (Details) [Line Items] | |||||||||
Convertible note matured, description | As subsequently amended, a payment of $50,000 was made in April 2022 and the remaining principal of $200,000 together with accrued interest was due on June 30, 2022. | ||||||||
Principal amount | $ 500,000 | $ 250,000 | |||||||
Interest rate, percentage | 10% | ||||||||
Promissory Note to Investment Hunter, LLC [Member] | |||||||||
Notes Payable – Related Parties (Details) [Line Items] | |||||||||
Bears interest rate | 10% | ||||||||
Advances totaling | $ 492,000 | ||||||||
New equity capital | $ 3,000,000 | ||||||||
Due date | Jan. 01, 2023 | ||||||||
Accrued interest | $ 30,193 |
Notes Payable _ Related Parti_4
Notes Payable – Related Parties (Details) - Schedule of notes payable – related parties - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 |
Notes Payable – Related Parties (Details) - Schedule of notes payable – related parties [Line Items] | ||
Total notes payable – related parties | $ 3,357,620 | $ 2,183,551 |
Subordinated Promissory Note to CEO [Member] | ||
Notes Payable – Related Parties (Details) - Schedule of notes payable – related parties [Line Items] | ||
Total | 523,551 | 523,551 |
Convertible Promissory Note to CEO [Member] | ||
Notes Payable – Related Parties (Details) - Schedule of notes payable – related parties [Line Items] | ||
Total | 1,107,069 | 410,000 |
Secured Promissory Note to Coventry Asset Management, LTD. [Member] | ||
Notes Payable – Related Parties (Details) - Schedule of notes payable – related parties [Line Items] | ||
Total | 1,000,000 | 1,000,000 |
Subordinated Promissory Note to Investor [Member] | ||
Notes Payable – Related Parties (Details) - Schedule of notes payable – related parties [Line Items] | ||
Total | 200,000 | 250,000 |
Promissory Note to Investment Hunter, LLC [Member] | ||
Notes Payable – Related Parties (Details) - Schedule of notes payable – related parties [Line Items] | ||
Total | 492,000 | |
Note payable to Director [Member] | ||
Notes Payable – Related Parties (Details) - Schedule of notes payable – related parties [Line Items] | ||
Total | $ 35,000 |
Other Indebtedness (Details)
Other Indebtedness (Details) | 9 Months Ended |
Sep. 30, 2022 USD ($) | |
Other Indebtedness [Abstract] | |
Mortgage payable, description | The note has been amended a number of times to a maturity date of January 15, 2023. In the latest extension, the Company made a principal payment of $73,190 plus accrued interest in October 2022 and agreed to make two additional principal payments of $50,000 plus accrued interest on November 15, 2022 and December 15, 2022. |
Interest rate | 12% |
Interest expenses | $ 5,000,000 |
Lease and rental expense | 7,500 |
Minimum future of remainder of 2022 | 22,500 |
Minimum future of remainder of 2023 | $ 52,500 |
Leases (Details)
Leases (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Leases (Details) [Line Items] | ||||
Lease payment | $ 2,000 | |||
Lease expense | $ 6,000 | $ 6,000 | $ 18,000 | $ 16,000 |
Borrowing rate percentage | 10% | |||
Minimum [Member] | ||||
Leases (Details) [Line Items] | ||||
Monthly rent | $ 1,000 | |||
Maximum [Member] | ||||
Leases (Details) [Line Items] | ||||
Monthly rent | 4,000 | |||
Oz Capital, LLC [Member] | ||||
Leases (Details) [Line Items] | ||||
Lease payment | 10,249 | |||
Lease expense | $ 30,747 | $ 30,747 | $ 92,241 | $ 88,604 |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) | 1 Months Ended | 9 Months Ended | ||
Dec. 23, 2020 | Sep. 30, 2022 | Oct. 31, 2022 | Dec. 31, 2018 | |
Commitments and Contingencies (Details) [Line Items] | ||||
Purchase price of equipment | $ 16,000 | |||
Insurance claim for replacement | $ 1,498,848 | |||
Description of suit against UNIC | Halcyon’s suit against UNIC, which was removed to federal court, seeks $796,865.53 (the cost of the replacement dryer of $1,498,848, less a credit for $583,508.47 previously paid by UNIC to Halcyon for the Dryer fire=$915,339.53) plus statutory interest on that sum from August 10, 2020 for violating the Texas Insurance Code’s requirement that claims be promptly paid, additional statutory penalties, and attorneys’ fees. Certain documents have been executed between the Company, Halcyon and legal counsel, which provide for a sharing of costs and expenses and awards, if any, against UNIC. | |||
Partial settlement claim | $ 357,143 | |||
Amount of summary judgment | $ 230,712 | |||
Litigation settlement interest percentage | 5% | |||
Amount accrued for judgment | $ 252,583 | |||
Halcyon Thruput LLC’s [Member] | ||||
Commitments and Contingencies (Details) [Line Items] | ||||
Substantial coverages | $ 1,203,735 | |||
Grand Traverse Holdings, LLC [Member] | Subsequent Event [Member] | ||||
Commitments and Contingencies (Details) [Line Items] | ||||
Amount received from defendant | $ 122,500 |
Equity (Details)
Equity (Details) - USD ($) | 1 Months Ended | 9 Months Ended | |||
Dec. 30, 2020 | Sep. 30, 2022 | Jul. 31, 2022 | Sep. 08, 2021 | Apr. 30, 2021 | |
Equity (Details) [Line Items] | |||||
Converted into shares of common stock | 25,000 | ||||
Sale of preferred stock units (in Dollars) | $ 10,000 | ||||
Aggregate gross proceeds (in Dollars) | $ 1,350,000 | ||||
Price per share (in Dollars per share) | $ 1 | ||||
Redemption payments percentage | 12.50% | ||||
Redemption payments total (in Dollars) | $ 137,500 | ||||
Warrant per share (in Dollars per share) | $ 1.5 | ||||
Weighted average market price of common stock exceed (in Dollars per share) | $ 1 | ||||
Shares of Common stock | 25,000 | ||||
Common Stock [Member] | |||||
Equity (Details) [Line Items] | |||||
Equity, description | At September 30, 2022, the Company had 113,204,002 common shares outstanding. Following is a discussion of common stock issuances during the periods presented: ● Acquisition of Certain Assets of Halcyon – In January 2021, the Company issued 6,250,000 shares of common stock valued at $2.5 million ($0.40 per share; restricted from trading for a period of up to one year) in the acquisition. ● 2021 First Quarter Issuances of Common Stock Units – In the first quarter of 2021, the Company issued 800,000 common stock units for total proceeds of $400,000. Each common stock unit consisted of one share of common stock and a warrant for the purchase of two shares of common stock for $0.50 each. Each warrant is exercisable any time before its expiration on the second anniversary of its issuance. The Company allocated the total proceeds based on the relative fair values of the common stock and warrants. The fair value of the warrants was determined using an options valuation model with key assumptions including a risk-free interest rate of 0.11% and historical volatility of 272%. A total of $263,293 was allocated to the warrants and reported in additional paid-in capital. ● Warrant Exercises – In the first quarter of 2021, the Company received $2,967,000 for the exercise of 8,428,976 outstanding warrants. In the fourth quarter of 2021, the Company received $375,000 for the exercise of 1,065,340 outstanding warrants. ● Issuances for Exchange or Conversion of Debt – The Company issued a total of 1,618,660 common shares for the exchange or conversion of outstanding debt in the first quarter of 2021. ● Issuance to Vendor for Services – In the third quarter of 2021, the Company issued 125,000 common shares to a vendor for services performed. ● Issuance for Extension of Secured Note – The Company issued 20,000 common shares as consideration to extend the maturity of a senior note in the third quarter of 2021. ● Issuance for Conversion of Series A Preferred Stock – As noted above, in the third quarter of 2021, the Company issued 75,947,376 common shares for the conversion of all outstanding shares of its Series A Preferred Stock. ● Stock-based Compensation – The Company issued 500,000 restricted common shares valued at $155,000 as incentive compensation to two executives who joined the Company in the first quarter of 2021. ● Issuance for Extensions of Secured Note – The Company issued 110,000 common shares as consideration for extensions of the maturity of a senior note in 2022. Refer to Note 5. | ||||
Aggregate gross proceeds (in Dollars) | $ 5,000,000 | ||||
Price per share (in Dollars per share) | $ 1 | ||||
Warrant [Member] | |||||
Equity (Details) [Line Items] | |||||
Warrant per share (in Dollars per share) | $ 0.0001 | ||||
Series A Preferred Stock [Member] | |||||
Equity (Details) [Line Items] | |||||
Shares of preferred stock | 6,328,948 | ||||
Converted into shares of common stock | 75,947,376 | ||||
Converting into shares of restricted common stock | 12 | ||||
Series B Preferred Stock [Member] | |||||
Equity (Details) [Line Items] | |||||
Converted into shares of common stock | 25,000 | ||||
Equity, description | On December 30, 2020, the Company sold to certain accredited investors, including Gary C. Evans, our Chief Executive Officer, an aggregate of 135 preferred stock units comprised of (i) one share of Series B Redeemable Convertible Preferred Stock, no par value, and (ii) one warrant exercisable for 50,000 shares of common stock of the Company until December 30, 2022 at an exercise price of $0.352 per share. | ||||
Dividends percentage | 6% | ||||
Stated value per share (in Dollars) | $ 10,000 |
Equity (Details) - Schedule of
Equity (Details) - Schedule of warrants outstanding | 9 Months Ended | |
Sep. 30, 2022 $ / shares shares | ||
Equity (Details) - Schedule of warrants outstanding [Line Items] | ||
Number of Warrants | shares | 8,558,333 | |
Exercise Price (each) | $ / shares | $ 0.407 | |
Issued in December 2020 [Member] | Series B preferred units [Member] | ||
Equity (Details) - Schedule of warrants outstanding [Line Items] | ||
Number of Warrants | shares | 5,500,000 | [1] |
Exercise Price (each) | $ / shares | $ 0.352 | [1] |
Expiration Date | December 30, 2022 | [1] |
Method of Exercise | Cash | [1] |
Issued in December 2020 [Member] | Subordinated note to investor [Member] | ||
Equity (Details) - Schedule of warrants outstanding [Line Items] | ||
Number of Warrants | shares | 500,000 | |
Exercise Price (each) | $ / shares | $ 0.352 | |
Expiration Date | December 30, 2022 | |
Method of Exercise | Cash | |
Issued in Q1 2021 [Member] | Common stock units [Member] | ||
Equity (Details) - Schedule of warrants outstanding [Line Items] | ||
Number of Warrants | shares | 1,600,000 | [1] |
Exercise Price (each) | $ / shares | $ 0.5 | [1] |
Expiration Date | January-February, 2023 | [1] |
Method of Exercise | Cash | [1] |
Issued in Q4 2021 [Member] | Common stock units [Member] | ||
Equity (Details) - Schedule of warrants outstanding [Line Items] | ||
Number of Warrants | shares | 958,333 | [1] |
Exercise Price (each) | $ / shares | $ 0.6 | [1] |
Expiration Date | October-December, 2023 | [1] |
Method of Exercise | Cash | [1] |
[1] May be redeemed for $0.0001 per warrant at the Company’s option with 30 days advanced notice should the weighted average market price of common stock exceed $1.00 for any five out of seven consecutive trading days with a minimum average daily trading volume for such seven-day period of at least 25,000 shares of common stock. |
Equity (Details) - Schedule o_2
Equity (Details) - Schedule of outstanding stock warrants activity | 9 Months Ended |
Sep. 30, 2022 $ / shares shares | |
Schedule Of Outstanding Stock Warrants Activity Abstract | |
Number of Warrants, Warrants beginning | shares | 8,808,333 |
Weighted Average Exercise Price, Warrants beginning | $ / shares | $ 0.407 |
Number of Warrants, Warrants cancelled | shares | (250,000) |
Weighted Average Exercise Price, Cancelled | $ / shares | $ 0.4 |
Number of Warrants, Warrants ending | shares | 8,558,333 |
Weighted Average Exercise Price, Warrants ending | $ / shares | $ 0.407 |
Stock-Based Compensation (Detai
Stock-Based Compensation (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2022 | Dec. 31, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Jun. 30, 2021 | Sep. 30, 2022 | Dec. 31, 2021 | |
Stock-Based Compensation (Details) [Line Items] | |||||||
Diluted common shares outstanding percentage | 20% | ||||||
Compensation expense related to awards | $ 38,750 | $ 81,000 | |||||
Common stock incentive compensation | 1,915,000 | 13,850,000 | |||||
Weighted average contractual life | 10 years | 9 years | |||||
Exercise price per share | 0.76 | 0.76 | |||||
Compensation expense | 1,300,000 | ||||||
Total unrecognized compensation cost | $ 2,700,000 | ||||||
Awarded options vest over year | 3 years | ||||||
Minimum [Member] | |||||||
Stock-Based Compensation (Details) [Line Items] | |||||||
Weighted average contractual life | 8 years | ||||||
Exercise price per share | 0.3 | 0.3 | |||||
Risk free interest rate | 2.87% | 1.18% | |||||
Volatility ranging | 251% | 331% | |||||
Stock options range | 4 years | 5 years | |||||
Maximum [Member] | |||||||
Stock-Based Compensation (Details) [Line Items] | |||||||
Weighted average contractual life | 10 years | ||||||
Exercise price per share | 0.33 | 0.33 | |||||
Risk free interest rate | 3.03% | ||||||
Risk free interest rate | 1.28% | ||||||
Volatility ranging | 408% | 643% | |||||
Stock options range | 7 years | 6 years | |||||
2021 Plan [Member] | |||||||
Stock-Based Compensation (Details) [Line Items] | |||||||
common stock for issuance | 15,000,000 | ||||||
Number of shares | 15,000,000 | ||||||
Restricted Stock [Member] | |||||||
Stock-Based Compensation (Details) [Line Items] | |||||||
Restricted shares, issued | 500,000 | ||||||
Restricted shares, value | $ 155,000 |
Stock-Based Compensation (Det_2
Stock-Based Compensation (Details) - Schedule of summarizes options outstanding | 9 Months Ended |
Sep. 30, 2022 USD ($) $ / shares shares | |
Schedule Of Summarizes Options Outstanding Abstract | |
Shares Beginning (in Shares) | shares | 13,850,000 |
Weighted Average Grant Date Fair Value Beginning | $ 0.76 |
Weighted Average Exercise Price Beginning | $ 0.76 |
Aggregate Intrinsic Value Beginning (in Dollars) | $ | |
Shares Granted (in Shares) | shares | 1,915,000 |
Weighted Average Grant Date Fair Value Granted | $ 0.3 |
Weighted Average Exercise Price Granted | $ 0.31 |
Aggregate Intrinsic Value Granted (in Dollars) | $ | |
Shares Ending (in Shares) | shares | 15,765,000 |
Weighted Average Grant Date Fair Value Ending | $ 0.7 |
Weighted Average Exercise Price Ending | $ 0.71 |
Aggregate Intrinsic Value Ending (in Dollars) | $ |
Discontinued Operations (Detail
Discontinued Operations (Details) - Schedule of discontinued operations to assets and liabilities held for sale - Discontinued Operations [Member] - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 |
Assets: | ||
Oil and natural gas properties held for sale, at cost | $ 1,874,849 | $ 1,874,849 |
Accumulated DD&A | (1,874,849) | (1,874,849) |
Total assets of discontinued operations held for sale | ||
Liabilities: | ||
Accrued liabilities | 39,956 | 48,997 |
Asset retirement obligations | 52,368 | 52,368 |
Revenue payable | 52,117 | 52,117 |
Current liabilities of discontinued operations held for sale | 144,441 | 153,482 |
Long-term liabilities of discontinued operations held for sale | 199,046 | 162,948 |
Total liabilities of discontinued operations held for sale | $ 343,487 | $ 316,430 |
Discontinued Operations (Deta_2
Discontinued Operations (Details) - Schedule of discontinued operations shown in the consolidated statements of operations - Discontinued Operations [Member] - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Revenue - | ||||
Oil and gas sales | $ 41,077 | $ 55,140 | $ 116,870 | $ 93,248 |
Costs and Expenses: | ||||
Lease operating expense | 25,461 | 53,919 | 110,649 | 94,714 |
Accretion | 5,230 | 2,851 | 36,098 | 9,883 |
Total costs and expenses | 30,691 | 56,770 | 146,747 | 104,597 |
Loss from discontinued operations | $ 10,386 | $ (1,630) | $ (29,877) | $ (11,349) |
Supplemental Cash Flow Inform_3
Supplemental Cash Flow Information (Details) - Schedule of supplemental cash flow information - USD ($) | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Schedule Of Supplemental Cash Flow Information Abstract | ||
Cash paid for interest | $ 50,690 | $ 127,812 |
Cash paid for taxes | ||
Acquisition of certain assets of Halcyon Thruput, LLC | ||
- issuance of common shares | 2,500,000 | |
- issuance of subordinated note | 850,000 | |
- assumption of Halcyon bank note | 995,614 | |
Series B preferred stock dividend payable | 60,035 | 39,137 |
Issuance of common stock units previously subscribed | 50,000 | |
Issuances of common shares for exchange or conversion of debt | $ 2,160,269 |
Earnings (Loss) Per Share (Deta
Earnings (Loss) Per Share (Details) - Schedule of earnings (loss) per basic and diluted share - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Numerator | ||||
Loss from continuing operations attributable to common stockholders | $ (1,465,404) | $ (1,376,030) | $ (6,017,867) | $ (4,356,315) |
Income (loss) from discontinued operations | 9,736 | (1,528) | (28,007) | (10,639) |
Less: preferred stock dividends | (19,668) | (16,125) | (60,035) | (56,625) |
Net loss attributable to common stockholders | $ (1,475,336) | $ (1,393,683) | $ (6,105,909) | $ (4,423,579) |
Denominator | ||||
Weighted average shares used to compute basic EPS | 113,204,002 | 54,109,797 | 113,149,973 | 38,693,679 |
Dilutive effect of convertible note | 1,164,773 | 1,164,773 | ||
Dilutive effect of preferred stock | 2,950,000 | 59,913,657 | 2,950,000 | 72,641,084 |
Dilutive effect of common stock options | 125,490 | 122,052 | ||
Dilutive effect of common stock warrants | 47,560 | 9,042,419 | 1,709,576 | 11,126,327 |
Weighted average shares used to compute diluted EPS | 117,491,825 | 123,065,873 | 119,096,374 | 122,461,090 |
Loss from continuing operations | ||||
Basic | $ (0.01) | $ (0.03) | $ (0.05) | $ (0.11) |
Diluted | (0.01) | (0.03) | (0.05) | (0.11) |
Loss from discontinued operations | ||||
Basic | ||||
Diluted | ||||
Earnings (loss) per share | ||||
Basic | (0.01) | (0.03) | (0.05) | (0.11) |
Diluted | $ (0.01) | $ (0.03) | $ (0.05) | $ (0.11) |