Efactor (STDR) 10-Q 18 Nov 15 2015 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2015	Nov. 18, 2015
Document And Entity Information
Entity Registrant Name	EFACTOR GROUP CORP.
Entity Central Index Key	1,158,694
Document Type	10-Q
Trading Symbol	EFCT
Document Period End Date	Sep. 30, 2015
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity a Well-known Seasoned Issuer	No
Entity a Voluntary Filer	No
Entity's Reporting Status Current	Yes
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		3,500,920
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2,015

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets (Unaudited) - USD ($)	Sep. 30, 2015	Dec. 31, 2014
CURRENT ASSETS:
Cash	$ 196,431	$ 111,878
Accounts receivable, net of allowance for doubtful accounts of $82,942 and $64,812 at September 30, 2015 and December 31, 2014, respectively	652,792	419,664
Unbilled revenue	619,817	329,315
Other current assets	264,156	59,215
Total current assets	1,733,196	920,072
Property, website and equipment, net of accumulated depreciation of $1,530,492 and $1,419,215 at September 30, 2015 and December 31, 2014, respectively	905,096	856,030
Goodwill	$ 27,678,583	25,544,581
Deferred financing costs		101,897
TOTAL ASSETS	$ 30,316,875	27,422,580
CURRENT LIABILITIES:
Accounts payable	2,848,947	2,229,944
Accounts payable - related party	887,679	748,120
Contingent consideration	379,683	943,746
Accrued expenses and other current liabilities	2,422,393	$ 2,050,070
Funds held in trust	110,154
Operating line of credit	360,000	$ 475,000
Bank loans	226,524	148,006
Deferred revenue	192,658	55,382
Deferred rent	376,156	$ 368,509
Derivative liability	2,811,485
Current portion of note payable, net of discount	7,247	$ 261,267
Current portion of convertible note payable, net of discount	1,903,739	1,042,904
Current portion of note payable - related parties, net of discount	231,081	281,644
Total current liabilities	12,757,746	8,604,592
Other long-term obligations	$ 70,601	101,256
Contingent consideration		310,937
Non-current portion of note payable, net of discount	$ 4,192	8,177
Total Non-Current Liabilities	74,793	420,370
TOTAL LIABILITIES	$ 12,832,539	$ 9,024,962
Commitments and contingencies
STOCKHOLDERS' EQUITY
Preferred stock, $0.001 par value, 20,000,000 shares authorized, 42,000 issued and outstanding as of September 30, 2015 and December 31, 2014 respectively.	$ 42	$ 42
Common stock, $0.001 par value, 300,000,000 shares authorized, 3,485,487 and 2,230,670 issued and outstanding at September 30, 2015 and December 31, 2014 respectively.	3,486	2,231
Subscription receivable	(168,000)	(168,000)
Accumulated other comprehensive loss	(1,420,074)	(1,441,630)
Additional paid-in capital	75,679,027	65,953,501
Accumulated deficit	(56,610,145)	(45,948,526)
Total stockholders' equity	17,484,336	18,397,618
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$ 30,316,875	$ 27,422,580

Condensed Consolidated Balance3

Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($)	Sep. 30, 2015	Dec. 31, 2014
Statement of Financial Position [Abstract]
Allowance for doubtful accounts receivable, current	$ 82,942	$ 64,812
Accumulated depreciation	$ 1,530,492	$ 1,419,215
Preferred stock, par value (in dollars per share)	$ 0.001	$ 0.001
Preferred stock, shares authorized	20,000,000	20,000,000
Preferred stock, shares issued	42,000	42,000
Preferred stock, shares outstanding	42,000	42,000
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized	300,000,000	300,000,000
Common stock, shares issued	3,485,487	2,230,670
Common stock, shares outstanding	3,485,487	2,230,670

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations and Other Comprehensive Loss (Unaudited) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Income Statement [Abstract]
Net revenues	$ 1,389,075	$ 353,903	$ 3,458,473	$ 619,034
Operating expenses
Cost of revenue	126,056	158,978	550,892	236,733
Sales and marketing	439,721	75,692	803,262	195,099
General and administrative	2,564,685	3,491,233	7,441,791	6,660,753
Depreciation and amortization	102,462	$ 60,859	298,491	$ 175,725
Impairment of goodwill	$ 422,369		$ 422,369
Loss on forgiveness of liabilities				$ 32,778
Total operating expenses	$ 3,655,293	$ 3,786,762	$ 9,516,805	7,301,088
Loss from operations	(2,266,218)	(3,432,859)	(6,058,332)	(6,682,054)
Other income (expense):
Interest expense	$ (924,090)	$ (289,134)	$ (1,629,361)	(1,752,283)
Loss on conversion of debt				(49,926)
Derivative loss			$ (445,815)	$ (576,143)
Loss on change in FV of derivative liability	$ 1,120,610		(1,488,531)
Amortization of warrants	(773,038)		(1,062,107)
Other income (expense)	12,143		22,527
Total other income (expense), net	(564,375)	$ (289,134)	(4,603,287)	$ (2,378,352)
Net loss	(2,830,593)	(3,721,993)	(10,661,619)	(9,060,406)
Other comprehensive gain (loss):
Foreign currency translation adjustment	(185,129)	(35,449)	21,556	(60,148)
Comprehensive loss	$ (3,015,722)	$ (3,757,442)	$ (10,640,063)	$ (9,120,554)
Basic and diluted net loss per common share (in dollars per share)	$ (0.87)	$ (2.76)	$ (3.71)	$ (7.99)
Weighted average shares used in completing basic and diluted net loss per common share (in shares)	3,257,413	1,361,921	2,875,426	1,141,209

Condensed Consolidated Stateme5

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)	9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$ (10,661,619)	$ (9,060,406)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	298,491	175,725
Stock option expense	11,919	101,804
Amortization of debt discount and deferred financing fees	1,317,650	$ 1,536,825
Amortization of finance costs	101,897
Stock compensation expense	1,542,881	$ 3,754,718
Loss on change in fair value of derivative liability	1,488,531	$ 32,778
Derivative related to interest expense	445,815
Impairment of goodwill	$ 422,369
Loss on conversion of debt		$ 49,926
Derivative loss		$ 576,143
Warrant expense	$ 1,062,107
Changes in operating assets and liabilities:
Accounts receivable	(221,115)	$ (32,841)
Unbilled revenue	(290,502)
Bank loans	78,518
Other current assets	(204,298)	$ (39,111)
Accounts payable	145,236	819,382
Accounts payable - related party	913,668	176,091
Accrued expenses	364,303	218,051
Deferred revenue	74,108	$ (6,740)
Funds held in trust	(68,936)
Deferred rent	7,647
Net cash used in operating activities	(3,171,330)	$ (1,697,655)
CASH FLOWS FROM INVESTING ACTIVITIES:
Cash paid for acquisition of property, website and equipment	(194,498)	(164,020)
Cash acquired from acquisitions	169,588	12,765
Net cash used in investing activities	(24,910)	(151,255)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from borrowings, net	2,263,314	1,523,967
Proceeds from issuance of shares	1,008,075	$ 478,520
Proceeds from exercise of warrants	14,060
Repayment of borrowings	(26,212)	$ (70,574)
Net cash provided by financing activities	3,259,237	1,931,913
Effect of foreign currency exchange rate on cash	21,556	(72,862)
Net increase (decrease) in cash	84,553	10,141
Cash at beginning of period	111,878	43,377
Cash at the end of the period	196,431	53,518
Supplemental Disclosure of Cash Flows Information:
Cash paid for interest	$ 22,701	$ 51,936
Cash paid for income taxes
Non-cash Investing and Financing Activities:
Debt discount due to beneficial conversion feature	$ 2,556,250	$ 833,973
Debt discount related to OID	270,000
Shares issued for settlement of liability	973,325
Shares issued for conversion of debt - related party	703,167
Shares issued for conversion of payables	$ 510,739
Debt discount due to shares and warrants issued with debt		$ 361,615
Penalty related to debt	$ 50,000
Reclass of accounts payable - related party to debt		$ 40,739
Shares issued for conversion of debt and accrued interest	$ 866,100	737,368
Shares issued for settlement of accounts payable		$ 74,452
Shares issued for acquisitions	1,714,286	13,905,280

Organization and Basis of Prese

Organization and Basis of Presentation	9 Months Ended
	Sep. 30, 2015
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization and Basis of Presentation	Note 1 – Organization and Basis of Presentation The accompanying unaudited condensed consolidated interim financial statements of EFactor Group Corp. (the “Company,” “we” or “our”) have been prepared by the Company’s management in conformity with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission (“SEC”), and should be read in conjunction with the audited consolidated financial statements and notes thereto of the Company contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2014 (“Form 10-K”), which was filed on April 14, 2015.The condensed consolidated financial statements are prepared in accordance with the requirements for unaudited interim periods, and consequently, do not include all disclosures required to be made in conformity with accounting principles generally accepted in the United States of America. On April 28, 2015, the Company amended its Amended and Restated Articles of Incorporation to increase the number of authorized shares of common stock of the Company from 175,000,000 to 300,000,000. On July 14, 2015, the Company filed a Certificate of Amendment (the “Amendment”) with the Secretary of State of the State of Nevada to effect a reverse stock split of its outstanding shares of common stock and preferred stock at a ratio of 1 for 60 (the “Stock Split”), which Amendment became effective on July 17, 2015. Unless otherwise noted, all references herein to the number of common shares, price per common share or weighted average number of common shares outstanding have been adjusted to reflect this reverse stock split on a retroactive basis. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for the 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 the disclosures contained in the audited financial statements for the fiscal year ended December 31, 2014 as reported in the Form 10-K have been omitted. Our mission is to assist entrepreneurs in building and growing their businesses. We believe we are the only global company that combines a comprehensive online and in-person social network with business services and funding focused exclusively on the entrepreneurial community. Operating through our wholly-owned subsidiaries, we provide our more than 2.0 million members with social networking opportunities, business services including education and mentoring, and funding including educational tools and opportunities such as donation-based crowdfunding. Coupled with members in every country of the world (196 countries) participating in 240 industry groups, we have created a global, resource-rich ecosystem for entrepreneurs and small businesses that serves as a source of inspiration and ideas and provides essential services to foster business growth. Our operations consist of the following three divisions: • Social Networks • Business Services • Funding The Company currently maintains its corporate office in New York, New York. Principles of consolidation The condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries as of September 30, 2015. Significant intercompany balances and transactions have been eliminated.

Going Concern

Going Concern	9 Months Ended
	Sep. 30, 2015
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Going Concern	Note 2 – Going Concern The Company’s financial statements are prepared using generally accepted accounting principles in the United States, which contemplate the realization of assets and liquidation of liabilities in the normal course of business. Because the Company is new, has limited history and relatively few sales, no certainty of continuation can be stated. The accompanying condensed consolidated financial statements for the nine months ended September 30, 2015 and 2014 have been prepared assuming that we will continue as a going concern, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. The Company has suffered losses from operations and has a working capital deficit, which raises substantial doubt about its ability to continue as a going concern. Management is taking steps to raise additional funds to address its operating and financial cash requirements to continue operations. The Company’s ability to continue as a going concern is dependent upon raising additional funds through debt and equity financing and generating revenue. There are no assurances the Company will receive the necessary funding or generate revenue necessary to fund operations. The financial statements contain no adjustments for the outcome of this uncertainty.

Notes Payable and Line of Credi

Notes Payable and Line of Credit	9 Months Ended
	Sep. 30, 2015
Debt Disclosure [Abstract]
Notes Payable and Line of Credit	Note 3 – Notes Payable and Line of Credit Notes payable On January 9, 2015 the Company issued $125,000 in convertible notes to an investor group and an additional $25,000 in February 2015. The notes have a maturity of one (1) year and interest rate of 10% per annum and are convertible at a price of 50% of the average closing bid prices on the primary trading market on which the Company’s Common Stock is then listed for the five (5) trading days immediately prior to conversion. In conjunction with the notes the Company issued 33,333 Warrants to the Investors with a strike price of $6.00 per share. The warrants are cashless and exercisable for a period of five (5) years from closing. The Company also issued a banking advisory fee of 11,667 shares of common stock of the Company to the investors valued at $50,090. On January 26, 2015, the Company issued a convertible note amounting to $78,750. The note is subject to annual interest of 8%, has a term of one (1) year and is convertible to common stock at a price equal to 58% of the lowest closing bid prices for the last 15 trading days prior to conversion. The note may be prepaid, but carries a penalty in association with the remittance amount, as there is an accretion component to satisfy the note with cash. Also on January 26, 2015, the Company issued a second convertible note amounting to $78,750 referenced as a backend note in which the proceeds are only available at the option of the Company and then only if the initial note for $78,750 has been satisfied. This note is subject to annual interest of 8%, has a term of one (1) year and is convertible to common stock at a price equal to 58% of the lowest closing bid prices for the last 15 trading days prior to conversion. During February and March 2015, pursuant to a Securities Purchase Agreement between the Company and Magna Equities II, LLC (“Magna Equities II”), the Company issued to Magna Equities II a convertible promissory note (the “Magna Equities II Note”) in the aggregate principal amount of $175,000. $100,000 was funded on February 27, 2015 and $75,000 was funded on March 2, 2015. The principal due under the Magna Equities II Note accrues interest at a rate of 12% per annum. All principal and accrued interest under the Magna Equities II Note must be repaid one year from the funding set forth above. All principal and accrued interest under the Magna Equities II Note is convertible into shares of Common Stock at a conversion price equal to the lesser of (i) a 40% discount from the lowest daily trading price in the five (5) trading days prior to conversion, or (ii) a fixed price of $15.00. On March 2, 2015, pursuant to a Securities Exchange Agreement between the Company and Magna Equities I, LLC (“Magna Equities I”), the Company issued to Magna Equities I a convertible promissory note (the “Magna Equities I Note”) in the aggregate principal amount of $200,000, in exchange for $200,000 of existing debt of the Company that Magna Equities I purchased from third parties. The Magna Equities I Note accrues interest at a rate of ten percent per annum. All principal and accrued interest under the Magna Equities I Note is due on March 2, 2016. All principal and accrued interest under the Magna Equities I Note is convertible into shares of common stock of the Company, par value $0.001 per share, at a conversion price equal to a 40% discount from the lowest daily trading price in five (5) trading days prior to conversion. At any time during the period beginning on the Issue Date and ending on the date which is ninety (90) days thereafter, the Company may prepay any portion of the principal amount and accrued interest at 135% of such amount upon three (3) days’ written notice to Magna Equities I. In addition, beginning on the date which is thirty (30) calendar days after the Issue Date, Magna Equities I is obligated to purchase an additional $200,000 of Magna Equities I Notes every thirty (30) calendar days, up to a total of $1 million in additional purchases. On March 15 th th On April 8, 2015, pursuant to a Securities Exchange Agreement between the Company and Magna Equities I, LLC, the Company issued to Magna Equities I a convertible promissory note in the aggregate principal amount of $200,000, in exchange for $200,000 of existing debt of the Company that Magna Equities I purchased from third parties. The Magna Equities I Note accrues interest at a rate of ten percent per annum. All principal and accrued interest under the Magna Equities I Note is due on March 2, 2016. All principal and accrued interest under the Magna Equities I Note is convertible into shares of common stock of the Company, par value $0.001 per share, at a conversion price equal to a 40% discount from the lowest daily trading price in five (5) trading days prior to conversion. On April 15, 2015, in connection with the acquisition of RocketHub, the Company assumed as part of the transaction seven convertible notes with an aggregate face value of $255,000 bearing an interest rate of 0.25%. While these notes are due during the third quarter of 2015, the Company is currently attempting to extend the maturity date of these convertible notes. In connection with the Merger Agreement, certain significant Sellers entered into non-competition and non-solicitation agreements in favor of the Company and RocketHub. In connection with the Merger Agreement, RocketHub also entered into employment agreements with certain of its existing key employees. Additionally, certain outstanding convertible promissory notes of RocketHub for an aggregate principal amount of $255,000 (the “Convertible Notes”) remain outstanding after the Merger, but will be convertible into shares of Common Stock. Convertible Notes with an aggregate principal amount of $95,000 mature on April 27, 2015 and have a conversion price of $1.1751 per share (subject to customary adjustments). However, in connection with the Merger, the holders of Convertible Notes with an aggregate principal amount of $160,000 agreed to extend the maturity of their Convertible Notes for a period of approximately 4 months (with $150,000 in principal amount extended until August 31, 2015 and $10,000 in principal amount extended until May 31, 2016) in exchange for a reduced conversion price of $42.00 per share (subject to customary adjustments). These notes have all been extended to expire in the fourth quarter of 2015 and have been provided an option for conversion at market price prior to the expiration of the amended maturity date. The current balance as of September 30, 2015 is $105,000, as one of the investors converted their Convertible Note. On May 1, 2015 the Company issued to Magna Equities I, LLC a convertible promissory note in the aggregate principal amount of $53,000 under the same terms as the previous note. On May 20, 2015 the Company issued to Magna Equities I, LLC a convertible promissory note in the aggregate principal amount of $200,000 under the same terms as the previous note. On May 27, 2015 the Company issued a convertible promissory note in the aggregate principal amount of $85,000 under the same terms as the Magna Equities II Note. On July 25, 2015, the Company entered into a bridge financing arrangement with an investor for a convertible note of $120,000. This note is unsecured and carries a twelve percent interest rate due December 31, 2015 and may be converted into shares of the Company’s common stock at a conversion price of $4.80. The Company also issued 150,000 common stock warrants at a strike price of $4.80 per share in connection with this financing. On July 31, 2015, the Company entered into a bridge financing arrangement with Increasive Ventures BV for an original discount convertible note of $1,250,000. This note is unsecured and carries a twelve percent interest rate due December 31, 2015 and may be converted into shares of common stock at a conversion price of $4.80. The Company also issued 1,500,000 common stock warrants at a strike price of $4.80 per share in connection with this financing. Amendment of Promissory Notes. On August 19, 2015, we amended three $200,000 promissory notes dated March 2, 2015, March 22, 2015 and April 8, 2015, pursuant to certain Amendments to Convertible Promissory Notes, each dated August 19, 2015, between us and Magna Equities I. In addition, we amended five promissory notes dated and in the amounts as follows: March 2, 2015 - $175,000; March 15, 2015 - $15,000; March 27, 2015 - $29,500, May 1, 2015 - $53,000 and May 27, 2015 - $85,000, pursuant to certain Amendments to Convertible Promissory Notes, each dated August 19, 2015, between us and Magna Equities II, LLC and together with Magna I, Magna. The amended notes provide that, upon the consummation of this offering, the note holders have the right to (i) demand payment in cash of 40% of the outstanding principal and accrued interest at a rate of 125% of such amount, and (ii) convert the remaining 60% of the outstanding principal and accrued interest into shares of our common stock at a 25% discount to the offering price of the shares in this offering. Further, the holders may not convert the remaining 40% of the notes into shares of our common stock, or otherwise sell any shares of our common stock, until the earlier of 15 days following the consummation of this offering and the date our shares of common stock are listed on a U.S. national securities exchange, subject to certain conditions. We also issued Magna I a five-year warrant to purchase 150,000 shares of our common stock at an exercise price of $0.01 per share. In addition, this agreement has been amended to extend to the end of November 2015. On September 3, 2015, we amended certain loan agreements, each dated January 8, 2015, with Greentree Financial Group, Inc., or Greentree, and Williams Holdings Corp., or Williams, each in the amount of $62,500. The amendments provide that Greentree and Williams will not convert their promissory notes into shares of our common stock and will not sell any shares of our common stock prior to October 31, 2015. In consideration, we issued to each of Greentree and Williams a five-year warrant to purchase 20,000 shares of our common stock at an exercise price of $2.00 per share. On September 3, 2015, we amended that certain Securities Purchase Agreement, dated January 26, 2015, between us and LG Capital Funding, LLC, or LG, with respect to two convertible promissory notes, each in the principal amount of $78,750, of which one has been funded to date. The amendment provides that LG will not convert its promissory notes into shares of our common stock and will not sell any shares of our common stock prior to October 31, 2015. In addition, the second note will be used to repay the principal amount of the first note in full, along with a portion of outstanding penalties. Any additional prepayment penalties and accrued interest owed on the first note will be paid upon the closing of this offering. In consideration thereof, we issued to LG a five-year warrant to purchase 1,400 shares of our common stock at an exercise price of $4.00 per share. In addition, we have granted LG the right to participate in this offering upon the same terms as other investors. During the nine months ended September 30, 2015, the Company issued approximately 110,000 shares to convert approximately $700,000 of convertible debt and accrued interest. During the nine months ended September 30, 2015 the Company recognized $1,317,650 of interest expense due to the amortization of debt discounts on all convertible and unsecured short term notes. The fair value of the derivative liability at the re-measurement date amounting to $2,811,485 was credited to additional paid in capital. The derivative liability was valued using the Black-Scholes model using the following assumptions: At issuance date At termination date Market value of stock on measurement date $ 4.80 -135.00 $ 4.80 - 114.00 Risk-free interest rate 0.01% - 0.04 % 0.05 % Dividend yield 0 % 0 % Volatility factor 269% - 655 % 319 % Term 0.07 - 0.16 years 0.25 years A summary of activity for convertible notes payable during the nine months ended September 30, 2015 is set forth below: Balance at December 31, 2014 $ 1,312,348 Proceeds from convertible notes 2,263,314 Payments (26,212 ) Assumption of debt in acquisition 255,000 Assignment of debt from line of credit 115,000 Conversion of convertible notes to equity (816,222 ) Debt discount on new convertible notes and shares issued with debt (2,556,250 ) Debt discount on original interest discount note (270,000 ) Reduction of debt discount 309,111 Amortization of debt discount 1,317,650 Balance at September 30, 2015 $ 1,903,739 Odom - Line of Credit On June 7, 2013, the Company entered into a Revolving Line of Credit Agreement (the “Odom Agreement”) with Charles Odom, the lender, in the amount of $750,000. Pursuant to the Agreement, the lender agreed to make loans to the Company from time to time commencing on the date of the Agreement for a period of twenty four (24) months thereafter ending June 7, 2015. As of September 30, 2015, the Company had drawn $475,000 from the line and has made a payment of $75,000 during the first quarter of 2015 with another payment of $40,000 in the second quarter of 2015, leaving a current outstanding balance of $360,000 as of September 30, 2015. As required by the Odom Agreement, the Company also issued 1,979 shares to the lender, proportionate to amounts that had been drawn, which was recognized as deferred financing fees of $475,000 and amortized over the term of the line of credit. For the nine months ended September 30, 2015, $58,227 has been amortized into interest expense. All amounts drawn from the line of credit are subject to annual interest of 15% and will mature within a period of 12 months or within 14 days after the Company has a capital raise with proceeds of $10 million, whichever is earlier. The line of credit is secured by all of the assets of the Company. The line of credit expired on June 7, 2015 Bank loans Through the acquisition of the HT Skills entity on July 1, 2014 the Company also assumed three separate banking activities where the former principal owner of HT Skills has continued to guarantee the amount of the funds provided whether in an overdraft or outstanding balance position. As of September 30, 2015, HT Skills has an outstanding balance on their overdraft facility of $61,161 (£40,349) which is included in accounts payable in the consolidated balance sheets. As of September 30, 2015, HT Skills has outstanding balances for two term loans totaling $131,117 (£86,500). These loans mature on May 31, 2015, are subject to annual interest at a rate of 8% over the prevailing Bank of England Base Rate (the Bank of England base rate is currently 0.5% a year, but may change from time to time) and are secured by the assets of HT Skills. These loans are the obligation of the former owner of HT Skills, who will reimbursed the Company. In March 2015, Robson Dowry entered into a receivables factoring agreement with Lloyds Bank PLC whereby Robson Dowry will be able to finance up to 80% of their receivables up to $100,000 (£65,000). This factoring agreement has a funding period of four months for the receivables presented and carries an interest rate of 4.98% above the base rate or 6% (whichever is higher). As of September 30, 2015, the outstanding balance on this agreement was $34,247.

Other Liabilities

Other Liabilities	9 Months Ended
	Sep. 30, 2015
Other Liabilities Disclosure [Abstract]
Other Liabilities	Note 4 – Other Liabilities Justice Obligation As part of the acquisition of EQmentor, Inc., the Company entered into an employment agreement with the former majority shareholder of EQmentor, Inc. where the latter is entitled to receive a quarterly bonus in an amount equivalent to $103,333 (net of payment of all payroll taxes and other withholdings), in cash or common stock. The purpose of the obligation was to allow the former majority shareholder to repay certain debts that he had personally secured during the course of his ownership of EQmentor, Inc. As of September 30, 2015, this obligation has an outstanding balance of $633,022 which is included in accrued liabilities and other current liabilities in the consolidated balance sheets. The obligation accrues interest of 3.5% per annum. The Company is anticipating payments to begin on a quarterly basis during the fourth quarter of 2015. MCC Obligation As a component of the MCC acquisition the Company acquired a long-term liability related to a previous recapitalization of MCC. Specifically, MCC entered into an arrangement with its creditors during 2010, in what is referred as a “Company Voluntary Arrangement”, in order to protect MCC from any unreceptive creditor action. In connection with the arrangement, the Company is required to make monthly fixed payments to a trustee of $2,265 (£1,500 GBP). These payments are scheduled to end in February 2019. This obligation is reported as other long-term obligations in the consolidated balance sheets.

Derivative Instruments

Derivative Instruments	9 Months Ended
	Sep. 30, 2015
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Derivative Instruments	Note 5 – Derivative Instruments During the nine months ended September 30, 2015, the Company recognized a derivative liability associated with the convertible notes discussed in Note 3. The resulting derivative liability being recognized at the issuance date amounting to $1,510,187 with a corresponding charge to debt discount for the full amount of the notes amounting of $1,186,250 and the balance of $445,815 to derivative expense. On September 30, 2015, the derivative instruments were revalued to $2,811,484 resulting in a loss on the change in value of $1,488,531 and a corresponding increase in derivative liability. As a result of amendments of certain convertible loans on September 3, 2015 as discussed in Note 3, the conversion terms were modified and as a result the Company recorded a reduction to the derivative liability amounting to $309,111. Also on September 30, 2015, the Company amortized $512,089 in debt discount resulting in a net discount balance of $365,049 for these derivative instruments. The derivative liabilities were valued using the Black-Scholes model using the following assumptions: At issuance date At termination date Market value of stock on measurement date $ 4.80 - 135.00 $ 4.80 - 114.00 Risk-free interest rate 0.01% - 0.04 % 0.01 - 0.15 % Dividend yield 0 % 0 % Volatility factor 146% - 1,731 % 171 -319 % Term 0.07 – 1.01 years 0.09 - 0.25 years

Acquisitions

Acquisitions	9 Months Ended
	Sep. 30, 2015
Business Combinations [Abstract]
Acquisitions	Note 6 – Acquisitions Description of the Transactions ELEQT Ltd. On October 1, 2014, the Company entered into an Exchange Agreement by and among the Company, ELEQT Ltd., an entity organized under laws of the England and Wales (“ELEQT”), and the shareholders of ELEQT (the “ELEQT Sellers”). On the same date, the parties consummated the transaction, pursuant to which the ELEQT Sellers sold, and the Company purchased, all of ELEQT’s outstanding capital stock, in exchange for 516,667 unregistered shares of the Company’s common stock. The following table summarizes the estimated fair values of the assets acquired and liabilities assumed at the date of acquisition: Assets Acquired: Cash $ 85,896 Accounts receivable 61,624 Other receivables 339,268 Property, plant and equipment 6,838 Intangible assets 403,058 Goodwill 25,677,277 Assets acquired $ 26,573,961 Liabilities Assumed: Accounts payable $ 77,999 Other current liabilities 541,279 Liabilities assumed $ 619,278 Net assets acquired $ 25,954,683 Fair value of consideration given: Acquisition date $ 25,575,000 Contingent 379,683 Total fair value of consideration given $ 25,954,683 Robson Dowry Ltd. On November 15, 2014, the Company entered into an Exchange Agreement by and among the Company, Robson Dowry Associates Ltd., an entity organized under the laws of the England and Wales (“Robson Dowry”), and the shareholders of Robson Dowry Associates Ltd. (the “Robson Dowry Sellers”). On the same date, the parties consummated the transaction, pursuant to which the Sellers sold, and the Company purchased, all of Robson Dowry’s outstanding capital stock, in exchange for 25,000 unregistered shares of the Company’s common stock. The following table summarizes the estimated fair values of the assets acquired and liabilities assumed at the date of acquisition: Assets Acquired: Accounts receivable $ 95,605 Prepaid expenses 31,318 Property, plant and equipment 8,485 Goodwill 347,934 Assets acquired $ 483,342 Liabilities Assumed: Accounts payable $ 96,704 Other current liabilities 41,638 Liabilities assumed $ 138,342 Net assets acquired $ 345,000 Fair value of consideration given $ 345,000 RocketHub On April 15, 2015, the Company entered into an Agreement and Plan of Merger with EFactor Merger Sub Inc., a New York corporation and wholly owned subsidiary of the Company (“Merger Sub”), RocketHub Inc., a New York corporation (“RocketHub”), the shareholders of RocketHub (the “ RocketHub Sellers”) and a representative of the RocketHub Sellers. Pursuant and subject to the terms and conditions of the merger agreement, Merger Sub was merged with and into RocketHub, with RocketHub surviving as a wholly owned subsidiary of the Company. As consideration for the merger, the RocketHub Sellers received 357,143 shares of common stock, par value $0.001, of the Company. Assets Acquired: Cash $ 169,588 Accounts receivable $ 12,013 Property, plant and equipment 155,128 Other assets 643 Goodwill 1,821,200 Assets acquired $ 2,158,572 Liabilities Assumed: Accounts payable $ 10,196 Funds held in trust 179,090 Other current liabilities 255,000 Other long term liabilities — Liabilities assumed $ 444,286 Net assets acquired $ 1,714,286 Fair value of consideration given $ 1,714,286 Basis of Presentation These acquisitions have been accounted for using the purchase method of accounting. Under the purchase method of accounting, the total purchase price was allocated to the assets acquired and liabilities assumed based on their estimated fair values as of the acquisition date, including identifiable intangible assets which either arise from a contractual or legal right or are separable from goodwill. The excess of purchase price over the estimated fair value assigned to the net tangible and identifiable intangible assets acquired and liabilities assumed is considered goodwill. The Company’s results of operations included the activities of Member Digital, HT Skills, GroupCard, ELEQT, Robson Dowry, and RocketHub from their respective dates of acquisition. The Company recorded the purchase based on the quoted market price of the stock for the purchase. Purchase Price Allocation In accordance with ASC 805, Business Combinations

Business Division Information a

Business Division Information and Geographical Segments	9 Months Ended
	Sep. 30, 2015
Segment Reporting [Abstract]
Business Division Information and Geographical Segments	Note 7 – Business Division Information and Geographical Segments The Company’s reportable segments are defined by their service or revenue sources. The Company’s reportable divisions are Social Networks, Business Services, and Funding. Social Networks comprises EFactor, GroupCard, Member Digital, and ELEQT. The Business Services division is made up of EQMentor, HT Skills, Robson Dowry, and MCC. The Funding division is specific to the Company’s recent acquisition of RocketHub. The Company measures the performance of its divisions based on their operating income excluding administrative and general expenses. The accounting policies of the operating segments are the same as those described in Note 3 Summary of Significant Accounting Policies The table below sets forth our revenue based on our business segments for the three and nine months ended September 30, 2015 and 2014: Three Months Ended Nine Months Ended September 30, September 30 2015 2014 2015 2014 Social Networks $ 694,649 $ 127,845 $ 1,756,011 $ 191,748 Business Services 606,897 226,058 1,583,946 427,286 Funding 87,529 — 118,516 — $ 1,389,075 $ 353,903 $ 3,458,473 $ 619,034 For the three and nine months ended September 30, 2015 and 2014, the Company generated revenues in the United States, Europe (excluding the U.K.) and the United Kingdom as follows: Three Months Ended Nine Months Ended September 30, September 30, 2015 2014 2015 2014 United States $ 93,734 $ 93,388 $ 147,261 $ 160,165 Europe 642,494 60,543 1,605,730 60,543 United Kingdom 652,847 199,972 1,705,482 398,326 $ 1,389,075 $ 353,903 $ 3,458,473 $ 619,034 As of September 30, 2015 and December 31, 2014, the Company has assets in the U.S., Europe and the U.K.: September 30, December 31, 2015 2014 (Unaudited) Total assets in the U.S. $ 3,770,434 $ 2,129,289 Total assets in Europe 13,526,674 13,033,559 Total assets in the U.K. 13,019,767 12,259,732 Total assets $ 30,316,875 $ 27,422,580 As of September 30, 2015 and December 31, 2014, the Company has liabilities in the U.S., Europe and the U.K.: September 30, December 31, 2015 2014 (Unaudited) Total liabilities in the U.S. $ 6,779,935 $ 5,764,898 Total liabilities in Europe 4,011,911 2,204,411 Total liabilities in the U.K. 2,040,693 1,055,653 Total liabilities $ 12,832,539 $ 9,024,962

Related Parties and Related Par

Related Parties and Related Party Transactions	9 Months Ended
	Sep. 30, 2015
Related Party Transactions [Abstract]
Related Parties and Related Party Transactions	Note 8 – Related Parties and Related Party Transactions Accounts Payable – Related Party As of September 30, 2015, two of our executive officers, Adriaan Reinders, and Marion Freijsen had unreimbursed expenses, unpaid board fees and salaries of $114,936 and $100,465, respectively. The remaining balance of the Accounts Payable Related Party of $672,278 represents amounts primarily due to our board of directors for board meeting fees, out of pocket expenses and consulting fees and accrued salaries for our executive board members. Notes Payable – Related Parties A summary of activity for notes payable – related parties for the nine months ended September 30, 2015 are set forth below: During the nine months ended September 30, 2015, the Company assigned related party debt to an unrelated third party amounting to $32,458 and converted $7,300. In addition the Company incurred an additional $50,000 related to a default provision which resulted in the balance of $231,081 as of September 30, 2015.

Stockholders' Equity

Stockholders' Equity	9 Months Ended
	Sep. 30, 2015
Stockholders' Equity Note [Abstract]
Stockholders' Equity	Note 9 – Stockholders’ Equity On July 14, 2015, the Company filed a Certificate of Amendment (the “Amendment”) with the Secretary of State of the State of Nevada to effect a reverse stock split of its outstanding shares of common stock and preferred stock at a ratio of 1 for 60 (the “Stock Split”), which Amendment became effective on July 17, 2015. Unless otherwise noted, all references herein to the number of common shares, price per common share or weighted average number of common shares outstanding have been adjusted to reflect this reverse stock split on a retroactive basis. Common Stock During the nine months ended September 30, 2015, we had the following issuances of common stock: In April 2015, the Company sold to an accredited investor 13,333 common shares and 3,333 warrants for cash for a total consideration of $100,000. These warrants have a strike price of $15.00 per share and a cashless exercise provision for a period of three (3) years from closing. In the event Company shall reach a minimum total market capitalization of $100,000,000 on a major U.S. stock exchange, and maintain such minimum for five (5) consecutive trading days, then the investor shall also receive a grant of 1,667 additional common shares. In April 2015, the Company sold 100,000 shares of its common stock to 5 accredited investors for an aggregate of $750,000. In addition to the common stock the investors received 40,000 three year warrants with a strike price of $15.00. On May 6, 2015, the Company issued 53,333 and 40,422 shares of the Company’s common stock to Adriaan Reinders and Marion Freijsen respectively to convert certain indebtedness aggregating to $703,167 of the Company related party liabilities. In addition to the common stock the investors received 23,439 three year warrants with a strike price of $15.00. In addition, the Company had the following transactions related to common stock: - the Company issued 24,981 shares of common stock for cash proceeds of $158,075. - the Company issued 178,804 shares of common stock to convert $867,384 of convertible debt. - the Company issued 71,850 shares of common stock to convert payables valued at $547,778. - the Company issued 20,033 shares of common stock to convert liabilities valued at $973,325. - the Company issued 202,262 shares of common stock for services with a fair value of $1,556,678. - the Company issued 357,143 shares of common stock related to the acquisition of RocketHub valued at $1,714,286. - the Company issued 1,667 shares of common stock for cash proceeds of $14,060 from the exercise of warrants. - the Company issued 196,000 shares of common stock valued at $196,000 related to the exercise of cashless warrants. - the Company issued 93,756 shares of common stock to convert related party payables valued of $703,167. Stock Options During the nine months ended September 30, 2015, the Company recognized $11,920 of stock option expense related to options granted in prior periods. As of September 30, 2015, there are 63,792 options outstanding with a weighted average exercise price of $34.41 and an expected life of one (1) year. Warrants During the nine months ended September 30, 2015, the Company issued 2,135,214 warrants with a weighted average price of $4.42. During the nine months ended September 30, 2015, 196,000 warrants were exercised with a weighted average price of $0.10 and 100,000 warrants expired with a weighted average price of $9.00. As of September 30, 2015 there were 1,939,214 warrants outstanding with a weighted average price of $4.85. The grant date fair value of the warrants was determined to be $5,860,746. During the nine months ended September 30, 2015, total warrant expense recognized amounted to $1,062,107

Subsequent Events

Subsequent Events	9 Months Ended
	Sep. 30, 2015
Subsequent Events [Abstract]
Subsequent Events	Note 10 – Subsequent Events During October 2015, the Company received the balance of the Increasive note payable of $200,000. In addition, the Company issued 1,667 shares of common stock to a member of the board of directors for joining the board, and issued 8,929 shares of common stock for $25,000 in proceeds from one individual. On November 13, 2015, the Company issued a 10% OID convertible promissory note amounting to $110,000 with JDF Capital Inc. The note is subject to annual interest of 0% if repaid within ninety days (90) after that period of time the rate changes to 10%, and has a term of one (1) year. This note is convertible at any time on or after the issuance date at the option of the holder at a conversion price the lower of (i) 60% of the lowest reported sale price of the common stock for the 25 trading days immediately prior to the issuance date or (ii) 60% of the lowest reported sale price for the 25 days prior to the voluntary conversion date, which method of calculation shall be chosen in the sole discretion of the Holder; provided, however, that the conversion price will not be lower than $0.001. The note may be prepaid, but carries a penalty in association with the remittance amount, as there is an accretion component to satisfy the note with cash. In addition the Company issued to JD Capital Inc. 25,000 shares of its $0.001 common stock as additional consideration for the purchase of the note by the investor.

Notes Payable and Line of Cre16

Notes Payable and Line of Credit (Tables)	9 Months Ended
	Sep. 30, 2015
Debt Disclosure [Abstract]
Schedule of derivative liability	The fair value of the derivative liability at the re-measurement date amounting to $2,811,485 was credited to additional paid in capital. The derivative liability was valued using the Black-Scholes model using the following assumptions: At issuance date At termination date Market value of stock on measurement date $ 4.80 -135.00 $ 4.80 - 114.00 Risk-free interest rate 0.01% - 0.04 % 0.05 % Dividend yield 0 % 0 % Volatility factor 269% - 655 % 319 % Term 0.07 - 0.16 years 0.25 years
Schedule of activity for notes payable	A summary of activity for convertible notes payable during the nine months ended September 30, 2015 is set forth below: Balance at December 31, 2014 $ 1,312,348 Proceeds from convertible notes 2,263,314 Payments (26,212 ) Assumption of debt in acquisition 255,000 Assignment of debt from line of credit 115,000 Conversion of convertible notes to equity (816,222 ) Debt discount on new convertible notes and shares issued with debt (2,556,250 ) Debt discount on original interest discount note (270,000 ) Reduction of debt discount 309,111 Amortization of debt discount 1,317,650 Balance at September 30, 2015 $ 1,903,739

Derivative Instruments (Tables)

Derivative Instruments (Tables)	9 Months Ended
	Sep. 30, 2015
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Schedule of assumptions used for derivative liabilities	The derivative liabilities were valued using the Black-Scholes model using the following assumptions: At issuance date At termination date Market value of stock on measurement date $ 4.80 - 135.00 $ 4.80 - 114.00 Risk-free interest rate 0.01% - 0.04 % 0.01 - 0.15 % Dividend yield 0 % 0 % Volatility factor 146% - 1,731 % 171 -319 % Term 0.07 – 1.01 years 0.09 - 0.25 years

Acquisitions (Tables)

Acquisitions (Tables)	9 Months Ended
	Sep. 30, 2015
Business Combinations [Abstract]
Schedule of estimated fair values of the assets acquired and liabilities	The following table summarizes the estimated fair values of the assets acquired and liabilities assumed at the date of acquisition: Assets Acquired: Accounts receivable $ 95,605 Prepaid expenses 31,318 Property, plant and equipment 8,485 Goodwill 347,934 Assets acquired $ 483,342 Liabilities Assumed: Accounts payable $ 96,704 Other current liabilities 41,638 Liabilities assumed $ 138,342 Net assets acquired $ 345,000 Fair value of consideration given $ 345,000 The following table summarizes the estimated fair values of the assets acquired and liabilities assumed at the date of acquisition: Assets Acquired: Accounts receivable $ 95,605 Prepaid expenses 31,318 Property, plant and equipment 8,485 Goodwill 347,934 Assets acquired $ 483,342 Liabilities Assumed: Accounts payable $ 96,704 Other current liabilities 41,638 Liabilities assumed $ 138,342 Net assets acquired $ 345,000 Fair value of consideration given $ 345,000 Assets Acquired: Cash $ 169,588 Accounts receivable $ 12,013 Property, plant and equipment 155,128 Other assets 643 Goodwill 1,821,200 Assets acquired $ 2,158,572 Liabilities Assumed: Accounts payable $ 10,196 Funds held in trust 179,090 Other current liabilities 255,000 Other long term liabilities — Liabilities assumed $ 444,286 Net assets acquired $ 1,714,286 Fair value of consideration given $ 1,714,286

Business Division Information19

Business Division Information and Geographical Segments (Tables)	9 Months Ended
	Sep. 30, 2015
Segment Reporting [Abstract]
Schedule of amount and geographic location of revenues	The table below sets forth our revenue based on our business segments for the three and nine months ended September 30, 2015 and 2014: Three Months Ended Nine Months Ended September 30, September 30, 2015 2014 2015 2014 Social Networks $ 694,649 $ 127,845 $ 1,756,011 $ 191,748 Business Services 606,897 226,058 1,583,946 427,286 Funding 87,529 — 118,516 — $ 1,389,075 $ 353,903 $ 3,458,473 $ 619,034
Schedule of business segment information	For the three and nine months ended September 30, 2015 and 2014, the Company generated revenues in the United States, Europe (excluding the U.K.) and the United Kingdom as follows: Three Months Ended Nine Months Ended September 30, September 30, 2015 2014 2015 2014 United States $ 93,734 $ 93,388 $ 147,261 $ 160,165 Europe 642,494 60,543 1,605,730 60,543 United Kingdom 652,847 199,972 1,705,482 398,326 $ 1,389,075 $ 353,903 $ 3,458,473 $ 619,034
Schedule of pro forma consolidated results of operations	As of September 30, 2015 and December 31, 2014, the Company has assets in the U.S., Europe and the U.K.: September 30, December 31, 2015 2014 (Unaudited) Total assets in the U.S. $ 3,770,434 $ 2,129,289 Total assets in Europe 13,526,674 13,033,559 Total assets in the U.K. 13,019,767 12,259,732 Total assets $ 30,316,875 $ 27,422,580 As of September 30, 2015 and December 31, 2014, the Company has liabilities in the U.S., Europe and the U.K.: September 30, December 31, 2015 2014 (Unaudited) Total liabilities in the U.S. $ 6,779,935 $ 5,764,898 Total liabilities in Europe 4,011,911 2,204,411 Total liabilities in the U.K. 2,040,693 1,055,653 Total liabilities $ 12,832,539 $ 9,024,962

Organization and Basis of Pre20

Organization and Basis of Presentation (Details Narrative)	Jul. 14, 2015	Sep. 30, 2015shares	Apr. 28, 2015shares	Dec. 31, 2014shares
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Common stock, shares authorized		300,000,000	175,000,000	300,000,000
Reverse stock split of common stock	Outstanding shares of common stock and preferred stock at a ratio of 1 for 60 (the “Stock Split”).
Stock split conversion ratio	0.0167

Notes Payable and Line of Cre21

Notes Payable and Line of Credit (Details Narrative) - USD ($)

Sep. 03, 2015

Aug. 19, 2015

Jul. 31, 2015

Jul. 25, 2015

Apr. 08, 2015

Mar. 02, 2015

Jan. 09, 2015

Apr. 15, 2015

Feb. 28, 2015

Feb. 27, 2015

Jan. 26, 2015

Mar. 31, 2015

Sep. 30, 2015

Sep. 30, 2014

May. 27, 2015

May. 20, 2015

May. 01, 2015

Mar. 27, 2015

Mar. 15, 2015

Dec. 31, 2014

Debt Instrument [Line Items]

Proceeds from convertible notes payable

$ 78,750

Interest rate on debt

8.00%

Lowest closing bid prices

50.00%

58.00%

Convertible discount

$ 365,049

Par value of common stock

$ 0.001

$ 0.001

Convertible notes issued to an investor group

$ 125,000

Additional convertible notes issued

$ 25,000

Maturity period

1 year

1 year

Interest rate

10.00%

Issuance of warrants

33,333

Strike price of warrants

$ 6

Warrants exercisable period

5 years

Banking advisory fee as common stock issued, Shares

11,667

Banking advisory fee as common stock issued, Value

$ 50,090

Fair value of the derivative liability

$ 2,811,485

Convertible debt, accrued interest converted

$ 700,000

Stock issued during period

110,000

Amortization of debt discount

$ 1,317,650

$ 1,536,825

Rocket Hub [Member]

Debt Instrument [Line Items]

Interest rate on debt

0.25%

Maturity date

Apr. 27, 2015

12% Convertible Note Due 2015-12-31 [Member] | Increasive Ventures BV [Member]

Debt Instrument [Line Items]

Convertible discount

$ 1,250,000

Conversion price

$ 4.80

Strike price of warrants

$ 4.80

Convertible description

Common stock warrants

Common stock warrants issued

$ 1,500,000

12% Convertible Note Due 2015-12-31 [Member] | Related Party [Member]

Debt Instrument [Line Items]

Conversion price

$ 4.80

Aggregate principal amount

$ 120,000

Strike price of warrants

$ 4.80

Convertible description

Common stock warrants

Common stock warrants issued

$ 150,000

Magna Equities II, LLC [Member]

Debt Instrument [Line Items]

Proceeds from convertible notes payable

$ 75,000

$ 100,000

$ 175,000

Interest rate on debt

12.00%

Lowest closing bid prices

40.00%

Rocket Hub [Member]

Debt Instrument [Line Items]

Conversion price

$ 1.1751

Aggregate principal amount

$ 255,000

$ 105,000

Par value of common stock

$ 0.001

Convertible notes payable

$ 95,000

Rocket Hub [Member] | Debt Instrument, Redemption, Period One [Member]

Debt Instrument [Line Items]

Conversion price

$ 42

Convertible notes payable

$ 150,000

Maturity date

Aug. 31, 2015

Rocket Hub [Member] | Debt Instrument, Redemption, Period Two [Member]

Debt Instrument [Line Items]

Conversion price

$ 42

Convertible notes payable

$ 10,000

Maturity date

May 31, 2016

Magna Equities I LLC [Member]

Debt Instrument [Line Items]

Proceeds from convertible notes payable

$ 200,000

$ 200,000

Interest rate on debt

10.00%

10.00%

Lowest closing bid prices

40.00%

40.00%

Aggregate principal amount

$ 200,000

$ 200,000

$ 53,000

Par value of common stock

$ 0.0001

$ 0.0001

Accrued interest percentage

135.00%

Additional purchases

$ 1,000,000

Issuance of warrants

150,000

Strike price of warrants

$ 0.01

Description of amendement of promissory notes

The amended notes provide that, upon the consummation of this offering, the note holders have the right to (i) demand payment in cash of 40% of the outstanding principal and accrued interest at a rate of 125% of such amount, and (ii) convert the remaining 60% of the outstanding principal and accrued interest into shares of our common stock at a 25% discount to the offering price of the shares in this offering. Further, the holders may not convert the remaining 40% of the notes into shares of our common stock, or otherwise sell any shares of our common stock, until the earlier of 15 days following the consummation of this offering and the date our shares of common stock are listed on a U.S. national securities exchange, subject to certain conditions.

Warrant term

5 years

Magna Equities I LLC [Member]

Debt Instrument [Line Items]

Aggregate principal amount

$ 200,000

Description of amendement of promissory notes

The amended notes provide that, upon the consummation of this offering, the note holders have the right to (i) demand payment in cash of 40% of the outstanding principal and accrued interest at a rate of 125% of such amount, and (ii) convert the remaining 60% of the outstanding principal and accrued interest into shares of our common stock at a 25% discount to the offering price of the shares in this offering. Further, the holders may not convert the remaining 40% of the notes into shares of our common stock, or otherwise sell any shares of our common stock, until the earlier of 15 days following the consummation of this offering and the date our shares of common stock are listed on a U.S. national securities exchange, subject to certain conditions.

Magna Equities II Note [Member]

Debt Instrument [Line Items]

Aggregate principal amount

$ 85,000

$ 29,500

$ 15,000

Description of amendement of promissory notes

The amended notes provide that, upon the consummation of this offering, the note holders have the right to (i) demand payment in cash of 40% of the outstanding principal and accrued interest at a rate of 125% of such amount, and (ii) convert the remaining 60% of the outstanding principal and accrued interest into shares of our common stock at a 25% discount to the offering price of the shares in this offering. Further, the holders may not convert the remaining 40% of the notes into shares of our common stock, or otherwise sell any shares of our common stock, until the earlier of 15 days following the consummation of this offering and the date our shares of common stock are listed on a U.S. national securities exchange, subject to certain conditions.

Backend Note [Member]

Debt Instrument [Line Items]

Proceeds from convertible notes payable

$ 78,750

Interest rate on debt

8.00%

Lowest closing bid prices

58.00%

Maturity period

1 year

Loan Agreements [Member] | Greentree Financial Group, Inc [Member]

Debt Instrument [Line Items]

Aggregate principal amount

$ 62,500

Issuance of warrants

20,000

Strike price of warrants

$ 2

Warrant term

5 years

Two Convertible Promissory Notes (Securities Purchase Agreement) [Member] | LG Capital Funding, LLC [Member]

Debt Instrument [Line Items]

Aggregate principal amount

$ 78,750

Issuance of warrants

1,400

Strike price of warrants

$ 4

Warrant term

5 years

Notes Payable and Line of Cre22

Notes Payable and Line of Credit (Details Narrative 1)	Jan. 09, 2015	Jun. 07, 2013USD ($)	Mar. 31, 2015USD ($)	Jan. 26, 2015	Jun. 30, 2015USD ($)	Mar. 31, 2015USD ($)	Sep. 30, 2015USD ($)shares	Sep. 30, 2014USD ($)	Sep. 30, 2015GBP (£)	Mar. 31, 2015GBP (£)
Line of Credit Facility [Line Items]
Deferred financing fees amortized into interest expense							$ 101,897
Maturity period	1 year			1 year
Term Loan [Member]
Line of Credit Facility [Line Items]
Annual interest							8.00%		8.00%
Term loan, maturity date							May 31, 2015
Loans receivable, outstanding							$ 131,117
Description of interest rate of loans receivable							Annual interest at a rate of 8% over the prevailing Bank of England Base Rate (the Bank of England base rate is currently 0.5% a year, but may change from time to time).
Term Loan [Member] | Robson Dowry [Member]
Line of Credit Facility [Line Items]
Annual interest			4.98%			4.98%				4.98%
Maturity period			4 months
Loans receivable, outstanding			$ 100,000			$ 100,000	$ 32,247
Description of interest rate of loans receivable			An interest rate of 4.98% above the base rate or 6% (whichever is higher)
Term Loan [Member] | GBP
Line of Credit Facility [Line Items]
Loans receivable, outstanding | £									£ 86,500
Term Loan [Member] | GBP | Robson Dowry [Member]
Line of Credit Facility [Line Items]
Loans receivable, outstanding | £										£ 65,000
Overdraft facility [Member]
Line of Credit Facility [Line Items]
Line of credit, remaining borrowing capacity							61,161
Overdraft facility [Member] | GBP
Line of Credit Facility [Line Items]
Line of credit, remaining borrowing capacity | £									£ 40,349
Revolving Credit Facility [Member] | Charles Odom [Member]
Line of Credit Facility [Line Items]
Line of credit, initiation date		Jun. 7, 2013
Line of credit, expiration period		24 months
Line of credit, expiration date		Jun. 7, 2015
Line of credit, borrowing capacity		$ 750,000					475,000
Repayment of line of credit					$ 40,000	$ 75,000
Line of credit, remaining borrowing capacity							$ 360,000
Shares issued as deferred financing fees, shares | shares							1,979
Deferred financing fees							$ 475,000
Deferred financing fees amortized into interest expense							$ 58,227
Annual interest							15.00%		15.00%
Maturity period							12 months
Proceeds of capital raise that changes the maturity period to 14 days							$ 10,000,000

Notes Payable and Line of Cre23

Notes Payable and Line of Credit (Details)	9 Months Ended
	Sep. 30, 2015$ / shares
Issuance Date [Member]
Dividend yield	0.00%
Issuance Date [Member] | Minimum [Member]
Market value of stock on measurement date	$ 4.80
Risk-free interest rate	0.01%
Volatility factor	146.00%
Term	26 days
Issuance Date [Member] | Maximum [Member]
Market value of stock on measurement date	$ 135
Risk-free interest rate	0.04%
Volatility factor	1731.00%
Term	1 year 4 days
Termination Date [Member]
Dividend yield	0.00%
Termination Date [Member] | Minimum [Member]
Market value of stock on measurement date	$ 4.80
Risk-free interest rate	0.01%
Volatility factor	171.00%
Term	1 month 2 days
Termination Date [Member] | Maximum [Member]
Market value of stock on measurement date	$ 114
Risk-free interest rate	0.15%
Volatility factor	319.00%
Term	3 months
Convertible Promissory Notes [Member] | Issuance Date [Member]
Dividend yield	0.00%
Convertible Promissory Notes [Member] | Issuance Date [Member] | Minimum [Member]
Market value of stock on measurement date	$ 4.80
Risk-free interest rate	0.01%
Volatility factor	269.00%
Term	26 days
Convertible Promissory Notes [Member] | Issuance Date [Member] | Maximum [Member]
Market value of stock on measurement date	$ 135
Risk-free interest rate	0.04%
Volatility factor	655.00%
Term	1 month 28 days
Convertible Promissory Notes [Member] | Termination Date [Member]
Risk-free interest rate	0.05%
Dividend yield	0.00%
Volatility factor	319.00%
Term	3 months
Convertible Promissory Notes [Member] | Termination Date [Member] | Minimum [Member]
Market value of stock on measurement date	$ 4.80
Convertible Promissory Notes [Member] | Termination Date [Member] | Maximum [Member]
Market value of stock on measurement date	$ 114

Notes Payable and Line of Cre24

Notes Payable and Line of Credit (Details 1) - USD ($)	1 Months Ended	9 Months Ended
	Jan. 26, 2015	Sep. 30, 2015	Sep. 30, 2014
Debt Instrument [Line Items]
Proceeds from convertible notes	$ 78,750
Amortization of debt discount		$ 1,317,650	$ 1,536,825
Notes Payable [Member]
Debt Instrument [Line Items]
Balance, beginning	$ 1,312,348	1,312,348
Proceeds from convertible notes		2,263,314
Payments		(26,212)
Assumption of debt in acquisition		255,000
Assignment of debt from line of credit		115,000
Conversion of convertible notes to equity		(816,222)
Debt discount on new convertible notes and shares issued with debt		(2,556,250)
Debt discount on original interest discount note		(270,000)
Reduction of debt discount		309,111
Amortization of debt discount		1,317,650
Balance, end		$ 1,903,739

Other Liabilities (Details Narr

Other Liabilities (Details Narrative) - 9 months ended Sep. 30, 2015	USD ($)	GBP (£)
MCC Obligaton [Member]
Monthly fixed payment to trustee	$ 2,265
Maturity of payment	Feb. 28, 2019	Feb. 28, 2019
MCC Obligaton [Member] | GBP
Monthly fixed payment to trustee | £		£ 1,500
Justice Obligaton [Member]
Payroll taxes and other withholdings	$ 103,333
Outstanding obligation balance	$ 633,022
Obligation accrues interest	3.50%	3.50%

Derivative Instruments (Details

Derivative Instruments (Details Narrative)	9 Months Ended
	Sep. 30, 2015USD ($)
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Derivative liabilities	$ 1,510,187
Debt discount on derivative liability	1,186,250
Derivative expense	445,815
Fair value of the derivative liability	2,811,484
Loss on change in value of derivative liability	1,488,531
Reduction in derivative liabilities	309,111
Amortization of debt discount	512,089
Debt discount net	$ 365,049

Derivative Instruments (Detai27

Derivative Instruments (Details)	9 Months Ended
	Sep. 30, 2015$ / shares
Issuance Date [Member]
Dividend yield	0.00%
Issuance Date [Member] | Minimum [Member]
Market value of stock on measurement date	$ 4.80
Risk-free interest rate	0.01%
Volatility factor	146.00%
Term	26 days
Issuance Date [Member] | Maximum [Member]
Market value of stock on measurement date	$ 135
Risk-free interest rate	0.04%
Volatility factor	1731.00%
Term	1 year 4 days
Termination Date [Member]
Dividend yield	0.00%
Termination Date [Member] | Minimum [Member]
Market value of stock on measurement date	$ 4.80
Risk-free interest rate	0.01%
Volatility factor	171.00%
Term	1 month 2 days
Termination Date [Member] | Maximum [Member]
Market value of stock on measurement date	$ 114
Risk-free interest rate	0.15%
Volatility factor	319.00%
Term	3 months

Acquisitions (Details Narrative

Acquisitions (Details Narrative) - $ / shares	Apr. 15, 2015	Nov. 15, 2014	Oct. 01, 2014	Sep. 30, 2015	Dec. 31, 2014
Business Acquisition [Line Items]
Common stock, par value (in dollars per share)				$ 0.001	$ 0.001
ELEQT Ltd [Member]
Business Acquisition [Line Items]
Number of shares issued in business acquisition			516,667
Robson Dowry [Member]
Business Acquisition [Line Items]
Number of shares issued in business acquisition		25,000
Rocket Hub [Member]
Business Acquisition [Line Items]
Number of shares issued in business acquisition	357,143
Common stock, par value (in dollars per share)	$ 0.001

Acquisitions (Details)

Acquisitions (Details) - USD ($)	Apr. 15, 2015	Nov. 15, 2014	Oct. 01, 2014	Sep. 30, 2015	Dec. 31, 2014
Assets Acquired:
Goodwill				$ 27,678,583	$ 25,544,581
Fair value of consideration given:
Contingent					$ 310,937
ELEQT Ltd [Member]
Assets Acquired:
Cash			$ 85,896
Accounts receivable			61,624
Other receivables			339,268
Property, plant and equipment			6,838
Intangible assets			403,058
Goodwill			25,677,277
Assets acquired			26,573,961
Liabilities Assumed:
Accounts payable			77,999
Other current liabilities			541,279
Liabilities assumed			619,278
Net assets acquired			25,954,683
Fair value of consideration given:
Acquisition date			25,575,000
Contingent			379,683
Total fair value of consideration given			$ 25,954,683
Robson Dowry [Member]
Assets Acquired:
Accounts receivable		$ 95,605
Prepaid Expenses		31,318
Property, plant and equipment		8,485
Goodwill		347,934
Assets acquired		483,342
Liabilities Assumed:
Accounts payable		96,704
Other current liabilities		41,638
Liabilities assumed		138,342
Net assets acquired		345,000
Fair value of consideration given:
Total fair value of consideration given		$ 345,000
Rocket Hub [Member]
Assets Acquired:
Cash	$ 169,588
Accounts receivable	12,013
Property, plant and equipment	155,128
Other Assets	643
Goodwill	1,821,200
Assets acquired	2,158,572
Liabilities Assumed:
Accounts payable	10,196
Funds held in trust	179,090
Other current liabilities	$ 255,000
Other long term liabilities
Liabilities assumed	$ 444,286
Net assets acquired	1,714,286
Fair value of consideration given:
Total fair value of consideration given	$ 1,714,286

Business Division Information30

Business Division Information and Geographical Segments (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Revenues	$ 1,389,075	$ 353,903	$ 3,458,473	$ 619,034
Social Networks [Member]
Revenues	694,649	127,845	1,756,011	191,748
Business Services [Member]
Revenues	606,897	$ 226,058	1,583,946	$ 427,286
Funding [Member]
Revenues	$ 87,529		$ 118,516

Business Division Information31

Business Division Information and Geographical Segments (Details 1) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Revenues	$ 1,389,075	$ 353,903	$ 3,458,473	$ 619,034
United States [Member]
Revenues	93,734	93,388	147,261	160,165
Europe [Member]
Revenues	642,494	60,543	1,605,730	60,543
United Kingdom [Member]
Revenues	$ 652,847	$ 199,972	$ 1,705,482	$ 398,326

Business Division Information32

Business Division Information and Geographical Segments (Details 2) - USD ($)	Sep. 30, 2015	Dec. 31, 2014
Total assets	$ 30,316,875	$ 27,422,580
United States [Member]
Total assets	3,770,434	2,129,289
Europe [Member]
Total assets	13,526,674	13,033,559
United Kingdom [Member]
Total assets	$ 13,019,767	$ 12,259,732

Business Division Information33

Business Division Information and Geographical Segments (Details 3) - USD ($)	Sep. 30, 2015	Dec. 31, 2014
Total liabilities	$ 12,832,539	$ 9,024,962
United States [Member]
Total liabilities	6,779,935	5,764,898
Europe [Member]
Total liabilities	4,011,911	2,204,411
United Kingdom [Member]
Total liabilities	$ 2,040,693	$ 1,055,653

Related Parties and Related P34

Related Parties and Related Party Transactions (Details Narrative) - USD ($)	9 Months Ended
	Sep. 30, 2015	Dec. 31, 2014
Related Party Transaction [Line Items]
Accounts payable - related party	$ 887,679	$ 748,120
Related party debt	32,458
Converted value	7,300
Additional default provision	50,000
Marion Freijsen [Member]
Related Party Transaction [Line Items]
Accounts payable - related party	100,465
Adriaan Reinders [Member]
Related Party Transaction [Line Items]
Accounts payable - related party	114,936
Director [Member]
Related Party Transaction [Line Items]
Accounts payable - related party	672,278
Unrelated Third Party [Member]
Related Party Transaction [Line Items]
Related party debt	$ 231,081

Stockholders' Equity (Details N

Stockholders' Equity (Details Narrative)	Jul. 14, 2015	May. 06, 2015USD ($)$ / sharesshares	Apr. 30, 2015USD ($)$ / sharesshares	Sep. 30, 2015USD ($)$ / sharesshares	Sep. 30, 2014USD ($)	Jan. 09, 2015$ / shares
Reverse stock split of common stock	Outstanding shares of common stock and preferred stock at a ratio of 1 for 60 (the “Stock Split”).
Stock split conversion ratio	0.0167
Issuance of common stock for cash | $		$ 703,167		$ 158,075
Issuance of common stock for cash, shares				24,981
Issuance of common stock for services | $				$ 1,556,678
Issuance of common stock for services, shares				202,262
Stock option expense | $				$ 11,919	$ 101,804
Issuance of common stock related to the acquisition | $				$ 1,714,286
Issuance of common stock related to the acquisition, shares				357,143
Issuance of common stock for converted related party | $				$ 703,167
Issuance of common stock for converted related party, shares				93,756
Issuance of common stock for convert liabilities | $				$ 973,325
Issuance of common stock for convert liabilities, shares				20,033
Issuance of common stock for convert payables | $				$ 547,778
Issuance of common stock for convert payables, shares				71,850
Warrants strike price (in dollars per share) | $ / shares						$ 6
Warrant expense | $				$ 1,062,107
Warrants issued during period				110,000
Stock Option [Member]
Stock option expense | $				$ 11,920
Number of stock outstanding				63,792
weighted average exercise price of stock options (in dollars per share) | $ / shares				$ 34.41
Expected life of stock options				1 year
Accredited Investor [Member]
Issuance of common stock for cash | $			$ 100,000
Issuance of common stock for cash, shares			13,333
Additional shares issued, shares			1,667
Minimum market capitalization | $			$ 100,000,000
Adriaan Reinders [Member]
Issuance of common stock for cash, shares		53,333
Marion Freijsen [Member]
Issuance of common stock for cash, shares		40,422
Five Accredited Investor [Member]
Issuance of common stock for cash | $			$ 750,000
Issuance of common stock for cash, shares			100,000
Convertible Debt [Member]
Stock split conversion ratio				0.0167
Issuance of common stock for convertible debt | $				$ 867,384
Issuance of common stock for convertible debt, shares				178,804
Warrant [Member]
Issuance of common stock for cash | $				$ 14,060
Issuance of common stock for cash, shares		23,439		1,667
Issuance of common stock for cashless | $				$ 196,000
Issuance of common stock for cashless, shares				196,000
Number of stock outstanding				1,939,214
weighted average exercise price of stock options (in dollars per share) | $ / shares				$ 4.85
Warrants aggregate exercise price | $				$ 9,487,803
Warrants strike price (in dollars per share) | $ / shares		$ 15
Warrants exercise period		3 years
Warrant expense | $				5,860,746
Fair value of warrants | $				$ 1,062,107
Warrants exercised				196,000
Warrants issued during period				2,135,214
Warrants expired				100,000
Weighted average price of warrants expired | $ / shares				$ 9
Weighted average price of warrants exercised | $ / shares				0.10
Weighted average price of warrants issued | $ / shares				$ 4.42
Warrant [Member] | Accredited Investor [Member]
Issuance of common stock for cash, shares			3,333
Warrants strike price (in dollars per share) | $ / shares			$ 15
Warrants exercise period			3 years
Warrant [Member] | Five Accredited Investor [Member]
Issuance of common stock for cash, shares			40,000
Warrants strike price (in dollars per share) | $ / shares			$ 15
Warrants exercise period			3 years

Subsequent Events (Details Narr

Subsequent Events (Details Narrative) - USD ($)	Nov. 13, 2015	Oct. 31, 2015	Sep. 30, 2015	Dec. 31, 2014
Subsequent Event [Line Items]
Stock issued during period			110,000
Common stock, par value (in dollars per share)			$ 0.001	$ 0.001
Subsequent Event [Member] | JDF Capital Inc [Member] | 10% OID convertible promissory note [Member]
Subsequent Event [Line Items]
Convertible note amount	$ 110,000
Stock issued during period	25,000
Interest rate	0.00%
Common stock, par value (in dollars per share)	$ 0.001
Description of payment terms	If repaid within ninety days (90) after that period of time the rate changes to 10%, and has a term of one (1) year.
Debt instrument convertible terms	This note is convertible at any time on or after the issuance date at the option of the holder at a conversion price the lower of (i) 60% of the lowest reported sale price of the common stock for the 25 trading days immediately prior to the issuance date or (ii) 60% of the lowest reported sale price for the 25 days prior to the voluntary conversion date, which method of calculation shall be chosen in the sole discretion of the Holder; provided, however, that the conversion price will not be lower than $0.001.
Subsequent Event [Member] | Board of Directors [Member]
Subsequent Event [Line Items]
Stock issued during period		1,667
Subsequent Event [Member] | One Individual [Member]
Subsequent Event [Line Items]
Stock issued during period		8,929
Proceeds from issuance of common stock		$ 25,000
Subsequent Event [Member] | Notes Payable [Member]
Subsequent Event [Line Items]
Convertible note amount		$ 200,000