Cuentas (CUEN) 10-K 4 Jun 18 2017 FY Annual report Financial data

Document and Entity Information

Document and Entity Information - USD ($)	12 Months Ended
	Dec. 31, 2017	Jun. 04, 2018	Jun. 30, 2017
Document and Entity Information [Abstract]
Entity Registrant Name	NEXT GROUP HOLDINGS, INC.
Entity Central Index Key	1,424,657
Document Type	10-K
Trading Symbol	NXGH
Document Period End Date	Dec. 31, 2017
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Document Fiscal Period Focus	FY
Document Fiscal Year Focus	2,017
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Filer Category	Smaller Reporting Company
Entity Public Float			$ 0
Entity Common Stock, Shares Outstanding		357,591,331

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($)	Dec. 31, 2017	Dec. 31, 2016
Current assets
Cash	$ 92,714	$ 256,302
Accounts receivable, net	7,623,197	9,661
Accounts receivable, related party	8,545
Finance deposit		25,000
Prepaid expenses and other current assets	74,365	48,091
Related party receivable	36,000	36,000
Other receivable	100,000
Assets from discontinued operations		225,884
Total current assets	7,934,821	600,938
Equipment, net of accumulated depreciation	5,608
Intangible assets, net of accumulated amortization	2,935,757
License fee, net of accumulated amortization	34,722	118,056
Investments	250,000
Goodwill	1,333,713
Total assets	12,494,621	718,994
Current liabilities
Bank overdraft		7
Accounts payable and accrued liabilities	7,030,050	1,330,789
Accounts payable, related party	499,668
Dividends payable	30,000	30,000
Deferred revenue	685,905	715,642
Loan payable	75,000	75,000
Convertible notes payable, net of discounts and debt issue costs	48,897	1,076,302
Derivative liability	574,130	1,210,281
Related party payables	3,032,567	3,155,995
Notes payable, current	71,048
Stock based liabilities	2,963,272
Interest payable, related party		13,321
Notes payable, related party		280,000
Liabilities from discontinued operations		2,436,720
Total current liabilities	15,010,537	10,324,057
Related party payables, net of discounts	2,535,601
Other long term liabilities	120,000
Total liabilities	17,666,138	10,324,057
Commitments and contingencies
Stockholders' Deficit
Common stock subscribed	400,000
Common stock to be issued; 46,280,798 and 2,429,506 shares as of December 31, 2017 and 2016, respectively		2,429
Preferred stock, value
Common stock, authorized 360,000,000 shares, $0.001 par value; 342,118,912 and 246,796,177 issued and outstanding as of December 31, 2017 and 2016, respectively	342,119	246,797
Additional paid in capital	9,213,865	6,791,750
Accumulated deficit	(14,207,568)	(13,499,303)
Accumulated other comprehensive income	(300,000)
Total Next Group Holdings, Inc. stockholders' deficit	(4,541,584)	(6,448,327)
Non-controlling interest in subsidiaries	(629,933)	(3,156,736)
Total stockholders' equity	(5,171,517)	(9,605,063)
Total liabilities and stockholders' deficit	12,494,621	718,994
Series B preferred stock
Stockholders' Deficit
Preferred stock, value	10,000	10,000
Total Next Group Holdings, Inc. stockholders' deficit	10,000	10,000
Series D Mandatorily Redeemable Preferred Stock
Stockholders' Deficit
Preferred stock, value

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - $ / shares	Dec. 31, 2017	Dec. 31, 2016
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	60,000,000	60,000,000
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	360,000,000	360,000,000
Common stock, shares issued	342,118,912	246,796,177
Common stock, shares outstanding	342,118,912	246,796,177
Undesignated Preferred Stock
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares designated	50,000,000	50,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Series B Preferred Stock
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares designated	10,000,000	10,000,000
Preferred stock, shares issued	10,000,000	10,000,000
Preferred stock, shares outstanding	10,000,000	10,000,000
Series D Mandatorily Redeemable Preferred Stock
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares designated	36,000,000	36,000,000
Preferred stock, shares issued
Preferred stock, shares outstanding
Common Stock to be Issued
Common stock, shares issued	46,280,798	2,429,506

Consolidated Statements of Oper

Consolidated Statements of Operations - USD ($)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Consolidated Statements of Comprehensive Income (Loss) [Abstract]
Revenue	$ 52,773,342	$ 1,010,968
Revenue, related party	1,019,258	17,016
Total revenue	53,792,600	1,027,984
Cost of revenue	51,398,809	1,058,778
Gross profit (loss)	2,393,791	(30,794)
Operating expenses
Officer compensation	1,750,902	1,620,204
Professional fees	1,430,859	2,944,371
General and administrative	774,183	608,394
Impairment loss		2,673,546
Total operating expenses	3,955,944	7,846,515
Loss from operations	(1,562,153)	(7,877,309)
Other income (expense)
Other income	729,580	243,459
Other expense		(45,000)
Loss on disposal of asset		(2,926)
Interest expense	(1,053,065)	(1,554,618)
Penalties on convertible notes payable		(14,490)
Excess derivative liability expense	(144,143)	(333,482)
(Loss) gain on derivative liability	(831,341)	1,217,271
Gain on extinguishment of debt	880,481
Settlements		(44,974)
Gain on fair value measurement of stock based liabilities	496,703
Total other income (expense)	78,215	(534,760)
Loss from continuing operations	(1,483,938)	(8,412,069)
Loss from discontinued operations	(327,800)	(1,629,316)
Loss before income taxes	(1,811,738)	(10,041,385)
Income tax benefit	1,087,096
Net loss	(724,642)	(10,041,385)
Net loss attributable to non-controlling interest	16,377	598,909
Net income (loss) attributable to Next Group Holdings, Inc.	$ (708,265)	$ (9,442,476)
Net income (loss) per share, basic and diluted	$ 0	$ (0.04)
Weighted average number of common shares outstanding, basic and diluted	270,823,271	234,519,235

Consolidated Statements of Comp

Consolidated Statements of Comprehensive Income (Loss) - USD ($)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Consolidated Statements of Comprehensive Income (Loss) [Abstract]
Net loss	$ (724,642)	$ (10,041,385)
Other comprehensive loss
Unrealized loss on investments	(300,000)
Total comprehensive loss	(1,024,642)	(10,041,385)
Comprehensive income (loss) attributable to non-controlling interest	16,377	598,909
Comprehensive income (loss) attributable to shareholders	$ (1,008,265)	$ (9,442,476)

Consolidated Statement of Stock

Consolidated Statement of Stockholders' Deficit - USD ($)	Total	Series B Preferred Stock	Common Stock	Common Stock to be Issued	Common Stock Subscribed	Additional Paid-in Capital	Accumulated Deficit	Other comprehensive Loss	Non-Controlling Interest	Non-Controlling InterestAdditional Paid-in Capital	Non-Controlling InterestAccumulated Deficit
Beginning balance at Dec. 31, 2015	$ (3,872,555)	$ 10,000	$ 177,539			$ (33,267)	$ (4,026,827)		$ (18,539)	$ 37,970	$ (56,509)
Beginning balance, shares at Dec. 31, 2015		10,000,000	177,539,180
Shares issued for services	2,130,078		$ 9,275			2,120,803
Shares issued for services, shares			9,274,959
Shares issued for conversion of debt	503,233		$ 8,748	$ 800		493,685
Shares issued for conversion of debt, shares			8,747,243	800,400
Shares issued for acquisition	1,270,000		$ 10,000			1,260,000
Shares issued for acquisition, shares			10,000,000
Forgiveness of imputed interest on related party payable	238,877					238,877			1,615	1,615
Unrealized loss on investment
Recapitalization	(1,032,615)		$ 44,785			(1,077,400)
Recapitalization, shares			44,784,795
Common shares rescinded			$ (4,000)			4,000
Common shares rescinded, shares			(4,000,000)
Stock based compensation	1,130,818					1,130,818
Shares to be issued for prepaid services	50,000			$ 1,429		48,571
Shares to be issued for prepaid services, shares				1,428,571
Shares to be issued for other expense	45,000			$ 200		44,800
Shares to be issued for other expense, shares				200,535
Shares issued in exchange for loan principal	13,260		$ 450			12,810
Shares issued in exchange for loan principal, shares			450,000
Net liabilities assumed in acquisition from related party	(720,348)					(720,348)
Minority interest acquired	2,540,903					2,540,903			(2,540,903)	(2,540,903)
Derivative liability write off due to conversion of debt	727,498					727,498
Dividend declared	(30,000)						(30,000)
Net income (loss)	(9,442,476)						(9,442,476)		(598,909)		(598,909)
Ending balance at Dec. 31, 2016	(6,448,327)	$ 10,000	$ 246,797	$ 2,429		6,791,750	(13,499,303)		(3,156,736)	(2,501,318)	(655,418)
Ending balance, shares at Dec. 31, 2016		10,000,000	246,796,177	2,429,506
Committed shares issued			$ 800	$ (800)
Committed shares issued, shares			800,400	(800,400)
Committed shares reclassified to liability	(94,731)			$ (1,629)		(93,102)
Committed shares reclassified to liability, shares				(1,629,106)
Shares issued for services	286,674		$ 3,249			283,425
Shares issued for services, shares			3,250,000
Shares issued for conversion of debt	1,995,001		$ 44,304			1,950,697
Shares issued for conversion of debt, shares			44,303,668
Shares issued for conversion of interest payable	193,960		$ 6,469			187,491
Shares issued for conversion of interest payable, shares			6,468,667
Shares issued for cash	64,000		$ 2,500			61,500
Shares issued for cash, shares			2,500,000
Shares issued for acquisition	950,001		$ 38,000			912,001
Shares issued for acquisition, shares			38,000,000
Common stock subscribed	400,000				$ 400,000
Fair value of stock options issued reclassed to liability	(1,116,652)					(1,116,652)
Forgiveness of imputed interest on related party payable	236,755					236,755			2,278	2,278
Unrealized loss on investment	(300,000)							(300,000)
Effect on minority interest from deconsolidated entity									2,540,902	2,540,902
Net income (loss)	(708,265)						(708,265)		(16,377)		(16,377)
Ending balance at Dec. 31, 2017	$ (4,541,584)	$ 10,000	$ 342,119		$ 400,000	$ 9,213,865	$ (14,207,568)	$ (300,000)	$ (629,933)	$ 41,862	$ (671,795)
Ending balance, shares at Dec. 31, 2017		10,000,000	342,118,912

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Cash Flows from Operating Activities:
Net loss	$ (724,642)	$ (10,041,385)
Adjustments to reconcile net income (loss) to net cash used in operating activities:
Shares issued for services	725,143	2,130,077
Stock based compensation	1,154,477	1,130,818
Imputed interest	239,033	240,493
Other income received as investment	(550,000)
Gain on conversion of debt	(880,481)
Debt discount amortization	378,452	987,797
Excess loss on derivative liability	144,143	333,482
Loss (gain) on derivative fair value adjustment	831,341	(1,217,271)
License fee amortization	83,334	83,329
Allowance for doubtful accounts	37,000	8,000
Amortization of debt issue costs	13,455	37,670
Loss on disposal of business	327,800
Gain on fair value measurement of stock based liabilities	(496,703)
Deferred tax benefit	(1,087,096)
Impairment loss		2,673,546
Impairment loss included in discontinued operations		1,243,430
Shares issued for other expense		45,000
Loss on disposal of equipment		2,926
Depreciation expense	68	41,021
Amortization of intangible assets	71,429	93,190
Default penalties on convertible notes		14,490
Gain on forgiveness of accounts payable		(40,232)
Changes in Operating Assets and Liabilities:
Accounts receivable	5,862,658	28,363
Accounts receivable, related party	361,483
Prepaid expenses	901,124	7,184
Other receivable	107,642
Accounts payable	(7,534,252)	1,236,021
Accounts payable, related party	(186,224)
Related party interest payable	1,603	12,972
Customer deposits		19,637
Deferred revenue	(29,737)
Other long term liabilities	(59,996)
Net Cash Used by Operating Activities	(308,946)	(929,442)
Cash Flows from Investing Activities:
Due from related parties		5,914
Purchase of equipment	(5,676)
Cash acquired in acquisitions, net of cash paid	139,421	88,798
Net Cash Provided by Investing Activities	133,745	94,712
Cash Flows from Financing Activities:
Bank overdraft	(7)	(1,081)
Proceeds from loans payable	200,000	50,000
Repayments of loans payable	(128,952)	(31,601)
Repayments of convertible notes	(400,000)
Proceeds from convertible notes		1,019,130
(Repayments of) proceeds from related party loans	(123,428)	35,353
Cash acquired through reverse recapitalization		1,184
Proceeds from common stock subscriptions	400,000
Proceeds from the sale of common stock	64,000
Net Cash Provided by Financing Activities	11,613	1,072,985
Net Increase (Decrease) in Cash	(163,588)	238,255
Cash at Beginning of Period	256,302	18,047
Cash at End of Period	92,714	256,302
Supplemental disclosure of cash flow information
Cash paid for interest
Cash paid for income taxes
Supplemental disclosure of non-cash financing activities
Common stock issued for conversion of convertible note principal	1,075,301	449,940
Common stock issued for conversion of convertible accrued interest	193,960	39,689
Common stock issued as loan repayment		13,260
Common stock issued for prepayment of services		50,000
Common stock dividends declared		30,000
Assumption of liabilities in recapitalization		$ 1,032,616

Organization and Description of

Organization and Description of Business	12 Months Ended
	Dec. 31, 2017
Organization and Description of Business [Abstract]
ORGANIZATION AND DESCRIPTION OF BUSINESS	NOTE 1 – ORGANIZATION AND DESCRIPTION OF BUSINESS Next Group Holdings, Inc. (the “Company”) invests in financial technology and currently derives its revenues from the sales of prepaid and wholesale calling minutes. Additionally, the Company has an agreement with Incomm, a leading processor of general purpose reloadable (“GPR”) debit cards, to market and distribute a line of GPR cards targeted towards the Latin American market. The Company intends to launch the cards upon successful completion of appropriate financing and has yet to generate revenues from this activity. Next Group Holdings, Inc was incorporated under the laws of the State of Florida on September 21, 2005 to act as a holding company for its subsidiaries, both current and future. Its subsidiaries are Meimoun and Mammon, LLC (100% owned), Next Cala, Inc (94% owned), NxtGn, Inc. (65% owned) and Next Mobile 360, Inc. (100% owned) and Transaction Processing Products (100% owned). Additionally, Next Cala, Inc. has a 60% interest in NextGlocal, a subsidiary formed in May 2016. During the year ended December 31, 2016, the Company acquired a business segment, Tel3, from an existing corporation. Tel3 was merged into Meimoun and Mammon, LLC effective January 1, 2017. On October 23, 2017, the Company acquired 100% of the outstanding interests in Limecom, Inc. On January 1, 2016, NGH completed an Agreement and Plan of Merger (the “Merger Agreement”) with Pleasant Kids, Inc. (“Pleasant Kids”) and its wholly owned subsidiary, NGH Acquisition Corp. (“Acquisition Sub”), pursuant to which NGH merged with Acquisition Sub and Acquisition Sub was then merged into PLKD effective January 1, 2016. Under the terms of the Merger Agreement, the NGH shareholders received shares of PLKD common stock such that the NGH shareholders received approximately 80% of the total common shares and 100% of the preferred shares of PLKD issued and outstanding following the merger. Due to the nominal assets and limited operations of PLKD prior to the merger, the transaction was accorded reverse recapitalization accounting treatment under the provision of Financial Accounting Standards Board Accounting Standards Codification (“FASB ASC”) 805 whereby NGH became the accounting acquirer (legal acquiree) and PLKD was treated as the accounting acquiree (legal acquirer). The historical financial records of the Company are those of the accounting acquirer (NGH) adjusted to reflect the legal capital of the accounting acquiree (PLKD). Meimoun and Mammon, LLC (“M&M”) was formed under the laws of the State of Florida on May 21, 2001 as a real estate investment company. During the year ended December 31, 2010, M&M began winding down real estate operations and engaged in telecommunications services. M&M acquired telecom registrations, licenses and authorities to provide telecom services to the retail and wholesale markets including sales of prepaid long distance telecom services and Mobile Virtual Network Operator (MVNO) services. The services are sold under the brand name Next Mobile 360 and through the subsidiary of the same name. Next Cala, Inc, (“Cala”) was formed under the laws of Florida on July 10, 2009 for the purpose of offering prepaid and reloadable debit cards to the retail market. Cala serves consumers in the underbanked and unbanked populations through Incomm, a leading provider of payment remittance services worldwide. NxtGn, Inc. (“NxtGn”) was formed under the laws of Florida on August 24, 2011 to develop a High Definition telepresence product (AVYDA) which allows users to connect with celebrities, public figures, healthcare and education applications via a mobile phone, tablet or personal computer. NxtGn has entered into a joint venture with telephony platform industry leader Telarix, Inc. to develop and market the AVYDA Powered by Telarix™ HD telepresence platform. The AVYDA Powered by Telarix™ product is marketed throughout the world by the Telarix sales force. On May 27, 2016, Next Cala entered into a Joint Venture Agreement (the “Agreement”) with Glocal Payments Solutions, Inc (“Glocal”) to form a joint venture, NextGlocal, in which Cala has a 60% controlling interest and Glocal has a 40% interest. The Joint Venture sought to launch and activate up to 45,000 prepaid debit cards under the Cala brand by December 31, 2016 and 360,000 additional cards during the 2017 calendar year. Neither milestone was achieved. Either party may terminate the agreement at December 31, 2016 if certain objectives are not met. The joint venture has not had activity since the year ended December 31, 2016 but has not been formally dissolved. On July 22, 2016, the Company completed its acquisition of Transaction Processing Products, Inc. (“TPP”) which has a 64% interest in Accent InterMedia, LLC (“AIM”) and no other assets or liabilities. See Note 16. On August 10, 2016, M&M, a wholly owned subsidiary of the Company, closed the acquisition of Tel3 from a related party. Tel3 provides prepaid calling cards to consumers directly and operates in a complimentary space as M&M. Tel3 was originally acquired by the Company’s CEO in a private transaction and sold to the Company for $10 cash. See Note 16. On October 23, 2017, the Company, closed the acquisition of Limecom, Inc. (“Limecom”), Limecom is a global telecommunication company, providing services to telecommunication providers from all over the world. Limecom operates a network built on internet protocol (“IP”) switching equipment. It was organized as a Florida limited liability company (“LLC”) on November 21, 2014 and known as Limecom LLC. On September 29, 2015, Limecom converted to a Florida C-Corporation. The Company has a Market Partner Agreement with InsightPOS, LLC since September 17, 2016. InsightPOS is a “State of the Art”, “Super Functional Point Of Sale” system that has a combination of tools that we believe makes the retail experience quicker and better both for the shopper and for store management. The Company previously installed about 10 units including training by InsightPOS. These units were withdrawn due to required programming development and improved network interconnections. On December 6, 2017, the Company completed its formation of SDI NEXT Distribution LLC in which it holds a 51% interest, previously announced August 24, 2017 as a Letter of Intent with Fisk Holdings, LLC. As Managing Member of the newly formed LLC, the Company will contribute a total of $500,000, to be paid per an agreed-upon schedule over a twelve-month period beginning December 2017. Fisk Holdings, LLC will contribute 30,000 active Point of Sale locations for distribution of retail telecommunications and prepaid financial products and services to include, but not be limited to: prepaid general purpose reloadable cards, prepaid gift cards, prepaid money transfer, prepaid utility payments, and other prepaid products. The Company, through its affiliate, Next Communications, Inc., has the right to sell STI Mobile, Next Cala and any Next products to 8,800 locations that were serviced by a prepaid distribution network. The Company will offer the InsightPOS system to clients of this distribution network as well via direct sales through its own sales force and affiliates. When a system is installed, NGH receives 50% of the gross profits received by InsightPOS after retailer commissions are paid.

Summary of Significant Accounti

Summary of Significant Accounting Policies and Basis of Presentation	12 Months Ended
	Dec. 31, 2017
Summary of Significant Accounting Policies and Basis of Presentation [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF PRESENTATION	NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF PRESENTATION Basis of Presentation This summary of accounting policies for Next Group Holdings, Inc. is presented to assist in understanding the Company’s financial statements. The Company uses the accrual basis of accounting and accounting principles generally accepted in the United States of America (“US GAAP” accounting) and have been consistently applied in the preparation of the consolidated financial statements. Principals of Consolidation The consolidated financial statements are prepared in accordance with US GAAP. The consolidated financial statements of the Company include the Company and its wholly-owned and majority-owned subsidiaries. All inter-company balances and transactions have been eliminated. Reclassification of Prior Year Presentation Certain prior year amounts have been reclassified for consistency with the current period presentation. These reclassifications had no effect on the reported results of operations. Use of Estimates The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and certain revenues and expenses and disclosure of contingent assets and liabilities as of the date of the financial statements. Actual results could differ from those estimates. Estimates are used when accounting for allowances for bad debts, collectability of loans receivable, potential impairment losses of the capitalized license fee, impairment of goodwill, impairment of intangible assets, fair value of stock based compensation and fair value calculations related to embedded derivative features of outstanding convertible notes payable and other financial instruments. Cash For purposes of the statements of cash flows, the Company considers all highly liquid debt instruments purchased with a maturity of three months or less to be cash equivalents to the extent the funds are not being held for investment purposes. The Company held no cash equivalents as of December 31, 2017 or 2016. As of December 31, 2017 and 2016, the Company did not hold cash with any one financial institution in excess of the FDIC insured limit of $250,000. Investments During the year ended December 31, 2017, the Company acquired 50,000 shares of common stock of Green Spirit Industries, a publicly held company, as a referral fee. The total value of the common shares was recorded as other income using the price of the common stock as quoted on Nasdaq on the date received resulting in other income of $550,000. At December 31, 2017, the Company marked the value of the shares to fair value resulting in an unrealized loss of $300,000 being recorded as other comprehensive loss for the year ended December 31, 2017. The fair value of the common shares, as quoted by Nasdaq, as of December 31, 2017 was $250,000. Revenue recognition The Company follows paragraph 605-10-S99 of the FASB Accounting Standards Codification Business Segments The Company operates in a single business segment in telecommunications. Property and Equipment Property and equipment are stated at cost less accumulated depreciation and amortization. The Company provides for depreciation and amortization using the straight-line method over the estimated useful lives of the related assets, which range from three to five years. Goodwill and Intangible Assets Goodwill represents the excess cost over the fair value of the assets of an acquired business. Goodwill and intangible assets acquired in a business combination accounted for as a purchase and determined to have an indefinite useful life are not amortized but are tested for impairment at least annually. Intangible assets with estimable useful lives are amortized over their respective estimated useful lives to their estimated residual values and reviewed periodically for impairment. The Company evaluates the possible impairment of goodwill annually as part of its reporting process for the fourth quarter of each fiscal year. The Company determines the fair value of each subsidiary the goodwill relates to and compares the fair value to the carrying amount of the subsidiary. To the extent the carrying amount of the subsidiary exceeds the fair value of it, an impairment loss is recorded. Amortization of intangible assets for each of the next five years and thereafter is expected to be as follows: Year ended December 31, 2018 $ 428,571 2019 428,571 2020 428,571 2021 428,571 2022 428,571 Thereafter 792,902 Total $ 2,935,757 Amortization expense was $71,429 and $0 for the years ended December 31, 2017 and 2016, respectively. Amortization expense for each period is included in cost of revenue. Impairment of Long-Lived Assets In accordance with ASC Topic 360, formerly SFAS No. 144, Accounting for the Impairment or Disposal of Long-Lived Assets, Non-Controlling Interest The Company reports the non-controlling interest in its majority owned subsidiaries in the consolidated balance sheets within the stockholders’ deficit section, separately from the Company’s stockholders’ deficit. Non-controlling interest represents the non-controlling interest holders’ proportionate share of the equity of the Company’s majority-owned subsidiaries. Non-controlling interest is adjusted for the non-controlling interest holders’ proportionate share of the earnings or losses and other comprehensive income (loss) and the non-controlling interest continues to be attributed its share of losses even if that attribution results in a deficit non-controlling interest balance. Derivative Liabilities and Fair Value of Financial Instruments Fair value accounting requires bifurcation of embedded derivative instruments such as conversion features in convertible debt or equity instruments and measurement of their fair value for accounting purposes. In assessing the convertible debt instruments, management determines if the convertible debt host instrument is conventional convertible debt and further if there is a beneficial conversion feature requiring measurement. If the instrument is not considered conventional convertible debt under ASC 470, the Company will continue its evaluation process of these instruments as derivative financial instruments under ASC 815. Once determined, derivative liabilities are adjusted to reflect fair value at each reporting period end, with any increase or decrease in the fair value being recorded in results of operations as an adjustment to fair value of derivatives. Fair value of certain of the Company’s financial instruments including cash, accounts receivable, account payable, accrued expenses, notes payables, and other accrued liabilities approximate cost because of their short maturities. The Company measures and reports fair value in accordance with ASC 820, “Fair Value Measurements and Disclosure” defines fair value, establishes a framework for measuring fair value in accordance with generally accepted accounting principles and expands disclosures about fair value investments. Fair value, as defined in ASC 820, is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value of an asset should reflect its highest and best use by market participants, principal (or most advantageous) markets, and an in-use or an in-exchange valuation premise. The fair value of a liability should reflect the risk of nonperformance, which includes, among other things, the Company’s credit risk. Valuation techniques are generally classified into three categories: the market approach; the income approach; and the cost approach. The selection and application of one or more of the techniques may require significant judgment and are primarily dependent upon the characteristics of the asset or liability, and the quality and availability of inputs. Valuation techniques used to measure fair value under ASC 820 must maximize the use of observable inputs and minimize the use of unobservable inputs. ASC 820 also provides fair value hierarchy for inputs and resulting measurement as follows: Level 1: Quoted prices (unadjusted) in active markets that are accessible at the measurement date for identical assets or liabilities. Level 2: Quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability; and inputs that are derived principally from or corroborated by observable market data for substantially the full term of the assets or liabilities; and Level 3: Unobservable inputs for the asset or liability that are supported by little or no market activity, and that are significant to the fair values. Fair value measurements are required to be disclosed by the Level within the fair value hierarchy in which the fair value measurements in their entirety fall. Fair value measurements using significant unobservable inputs (in Level 3 measurements) are subject to expanded disclosure requirements including a reconciliation of the beginning and ending balances, separately presenting changes during the period attributable to the following: (i) total gains or losses for the period (realized and unrealized), segregating those gains or losses included in earnings, and a description of where those gains or losses included in earning are reported in the statement of income. The Company records a debt discount related to the issuance of convertible debts that have conversion features at adjustable rates. The debt discount for the convertible instruments is recognized and measured by allocating a portion of the proceeds as an increase in additional paid-in capital and as a reduction to the carrying amount of the convertible instrument equal to the fair value of the conversion features. The debt discount will be accreted by recording additional non-cash gains and losses related to the change in fair values of derivative liabilities over the life of the convertible notes. Except as discussed in Note 8 – Derivative Liabilities Note 12 – Stockholders’ Equity, Income Taxes Income taxes are accounted for under the assets and liability method. Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carry forwards. Deferred tax assets and liabilities are measured using enacted tax rates in effect for the year in which those temporary differences are expected to be recovered or settled. Use of net operating loss carry forwards for income tax purposes may be limited by Internal Revenue Code section 382 if a change of ownership occurs. Net Loss Per Basic and Diluted Common Share Basic loss per share is calculated by dividing the Company’s net loss applicable to common shareholders by the weighted average number of common shares during the period. Diluted earnings per share is calculated by dividing the Company’s net income available to common shareholders by the diluted weighted average number of shares outstanding during the year. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted for any potentially dilutive debt or equity. At December 31, 2017, the Company had two outstanding convertible notes payable with conversion rights that are exercisable. The amount of outstanding principal on these convertible notes total $48,897 plus accrued interest of $35,136 for total convertible debts as of December 31, 2017 of $84,033 representing 7,932,584 new dilutive common shares if converted at the applicable rates. Additionally, the Company had common stock subscriptions totaling $400,000 representing an additional 11,428,572 common shares and 34,852,226 common shares committed but not yet issued. The effects of these notes, common shares subscribed and common shares committed have been excluded as the conversion would be anti-dilutive due to the net loss incurred in the year ended December 31, 2017. At December 31, 2016, the Company had fifteen outstanding convertible notes payable with conversion rights that are exercisable. The remaining convertible notes outstanding at December 31, 2016 were not convertible until six months after issuance, or January 2017. The amount of outstanding principal on these convertible notes total $1,056,897 plus accrued interest of $202,068 for total convertible debts as of December 31, 2016 of $1,258,965 representing 75,347,762 new dilutive common shares if converted at the applicable rates. The effects of these notes have been excluded as the conversion would be anti-dilutive due to the net loss incurred in the period presented. Dividends The Company has not adopted any policy regarding payment of dividends. No dividends have been paid during any of the periods shown. As discussed in the 8K filed on May 18, 2016, the Company declared a special dividend on its outstanding common stock of one share of Class D Redeemable Preferred Stock. Pursuant to the dividend, the special stock dividend will be distributed to owners of the Company’s common stock as of the record date in a ratio of one share of Class D Redeemable Preferred Stock common stock for every 1 share of common stock owned as of the record date. The Company originally had set the record date as June 10, 2016 but was later modified to July 22, 2016. The Class D Preferred Stock must be redeemed within six months within six (6) months (or as soon thereafter as permitted by law) following final resolution of the Corporation’s affiliates lawsuit against ViberMedia, Inc. (Next Communications, Inc. and Nxtgn, Inc. v. Viber Media, Inc.) which is, as of the date of this filing, pending in U.S. District Court for the Southern District of New York or any successor or other lawsuit relating to the subject matter thereof in which the Corporation (or any successor-in-interest) is named as a plaintiff (the “Lawsuit”). The Designation fixes the redemption price of each share of class D Preferred stock as the greater of par value or the amount obtained by dividing (a) 9.03 percent of the net proceeds to the Corporation of the Lawsuit after payment of fees and expenses incurred in connection with such law suit and the resolution of any creditor claims against Next Communications and all taxes on net income accrued or paid with respect to such amount, by (b) the total number of shares of Class D Preferred stock issued and outstanding as of the Redemption Date, which amount shall be rounded to the nearest whole cent. The Company has accrued common stock dividends payable of $30,000 of December 31, 2017 and 2016. Advertising Costs The Company’s policy regarding advertising is to expense advertising when incurred. The Company incurred $28,295 and $7,797 of advertising costs during the years ended December 31, 2017 and 2016, respectively. Stock-Based Compensation The Company accounts for equity instruments issued to parties other than employees for acquiring goods or services under guidance of subtopic 505-50 of the FASB Accounting Standards Codification (“Sub-topic 505-50”) and subtopic 718-20 for awards classified as equity to employees. Related Parties The registrant follows subtopic 850-10 of the FASB Accounting Standards Codification for the identification of related parties and disclosure of related party transactions. Pursuant to Section 850-10-20 the Related parties include (a) affiliates of the registrant; (b) entities for which investments in their equity securities would be required, absent the election of the fair value option under the Fair Value Option Subsection of Section 825–10–15, to be accounted for by the equity method by the investing entity; (c) trusts for the benefit of employees, such as pension and profit-sharing trusts that are managed by or under the trusteeship of management; (d) principal owners of the registrant; (e) management of the registrant; (f) other parties with which the registrant may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests; and (g) Other parties that can significantly influence the management or operating policies of the transacting parties or that have an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests. The financial statements shall include disclosures of material related party transactions, other than compensation arrangements, expense allowances, and other similar items in the ordinary course of business. However, disclosure of transactions that are eliminated in the preparation of consolidated or combined financial statements is not required in those statements. The disclosures shall include: (a) the nature of the relationship(s) involved; (b) description of the transactions, including transactions to which no amounts or nominal amounts were ascribed, for each of the periods for which income statements are presented, and such other information deemed necessary to an understanding of the effects of the transactions on the financial statements; (c) the dollar amounts of transactions for each of the periods for which income statements are presented and the effects of any change in the method of establishing the terms from that used in the preceding period; and (d) amounts due from or to related parties as of the date of each balance sheet presented and, if not otherwise apparent, the terms and manner of settlement. Accounts Receivable Accounts receivable balances are established for amounts owed to the Company from its customers from the sales of services and products. The Company closely monitors the collectability of outstanding accounts receivable and provides an allowance for doubtful accounts based on estimated collections of outstanding amounts. There was an allowance for doubtful accounts of $20,000 and $8,000 as of December 31, 2017 and 2016. Accounts Receivable Factoring Limecom executed a factoring and security agreement with a financial institution on June 22, 2017, whereby it sells certain of its accounts receivable in exchange for cash. These factoring transactions qualify for sales treatment in accordance with FASB ASC 860, Transfers and Servicing. Upon purchase of the accounts receivable, the Company shall be deemed to have sold, transferred, assigned, set over and conveyed to the financial institution, without recourse except as expressly stated in the agreement, all of the Company’s right, title and interest in and to the purchased accounts receivable. Purchases have an initial gross liquidation advance rate of 90%, up to a maximum cumulative outstanding face amount of $4,000,000. The initial discount fee is 2.1%, and an additional 0.85% of certain receivables. The Company has a credit insurance policy covering all factored accounts receivable, under which the financial institution is the beneficiary on the policy if default were to occur. Loans Receivable The Company carries loans receivable for unsecured amounts lent to unrelated and related parties. The balance due to the Company is monitored for collectability. An allowance for uncollectible loans is established based on the estimated collectability of outstanding loans. License Fee On June 30, 2015 the Company entered into an agreement with a certain vendor whereby it obtained a license to market and distribute certain closed loop general purpose reloadable debit cards for an initial term of three years. The Company remitted $250,000 as a license fee in connection with the agreement which it is recognizing over the initial term of the agreement on a straight line basis. The unamortized balance of the license fee was $34,722 and $118,056 as of December 31, 2017 and 2016, respectively. Finance Deposit During December 2015, the Company made a deposit with a financial advisory firm as part of an agreement executed at that time. The agreement was cancelled soon thereafter within the cancellation period that would allow for a refund of the deposit made. However, the Company had not yet received the refund by the due date and the asset was written to $0. The Company carried a current asset of $0 and $25,000 as of December 31, 2017 and 2016 reflecting the amount of deposit anticipated to be received. Recently Issued Accounting Standards In March 2016, the FASB issued ASU 2016-09, “Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting ” In January 2017, the FASB issued ASU 2017-04, “ Intangibles—Goodwill and Other (Topic 350), Simplifying the Test for Goodwill Impairment”. In January 2017, the FASB issued ASU 2017-01, “ Business Combinations (Topic 805): Clarifying the Definition of a Business, In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers (Topic 606),” which amends the guidance in ASC 605, “Revenue Recognition.” The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods or services. The Company adopted this standard on January 1, 2018 and did not have an impact on the Company’s revenue recognition practices. In April 2016, the FASB issued ASU 2016-10, “Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing” (“ASU 2016-10”). The amendments in this update clarify the following two aspects to Topic 606: identifying performance obligations and the licensing implementation guidance, while retaining the related principles for those areas. The entity first identifies the promised goods or services in the contract and reduces the cost and complexity. An entity evaluates whether promised goods and services are distinct. Topic 606 includes implementation guidance on determining whether an entity’s promise to grant a license provides a customer with either a right to use the entity’s intellectual property (which is satisfied at a point in time) or a right to access the entity’s intellectual property (which is satisfied over time). The Company evaluated the impacts of ASU 2016-10 and determined it did not have an impact on the Company’s revenue recognition practices. In February 2016, the FASB issued ASU 2016-02, “Leases (Topic 842),” which supersedes the guidance in ASC 840, “Leases.” The purpose of the new standard is to improve transparency and comparability related to the accounting and reporting of leasing arrangements. The guidance will require balance sheet recognition for assets and liabilities associated with rights and obligations created by leases with terms greater than twelve months. The guidance is effective for fiscal years beginning after December 15, 2018, including interim periods within those years. Modified retrospective application is required. Early adoption is permitted. The Company does not expect the standard to have a material impact on its consolidated balance sheets or consolidated statements of operations. In January 2016, FASB issued ASU 2016-01, Financial Instruments - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities (“ASU 2016-01”). The update provides guidance to improve certain aspects of recognition, measurement, presentation, and disclosure of financial instruments. The standard is effective for fiscal years beginning after December 15, 2018. Early adoption by public companies for fiscal years or interim periods that have not yet been issued or, by all other entities, that have not yet been made available for issuance of this guidance are permitted as of the beginning of the fiscal year of adoption, under certain restrictions. The Company is required to apply the guidance by means of a cumulative-effect adjustment to the balance sheet as of the beginning of the fiscal year of adoption. The guidance related to equity securities without readily determinable fair values should be applied prospectively to equity investments that exist at the date of adoption. The Company anticipates adopting this update in the first quarter of the year ending December 31, 2018 and is currently evaluating the impact on the Company’s financial statements. On August 26, 2016, the FASB issued Accounting Standards Update (ASU) 2016-15, Classification of Certain Cash Receipts and Cash Payments, seeking to eliminate diversity in practice related to how certain cash receipts and cash payments are presented and classified in the statement of cash flows. The amendments in ASU 2016-15 address eight specific cash flow issues and apply to all entities, including both business entities and not-for-profit entities that are required to present a statement of cash flows under FASB Accounting Standards Codification (FASB ASC) 230, Statement of Cash Flows. The amendments in ASU 2016-15 are effective for public business entities for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted, including adoption in an interim period. The Company has adopted this standard and did not have an impact on the Company’s presentation of the consolidated statements of cash flows. On May 10, 2017, The FASB issued Accounting Standards Update (ASU) 2017-09, Scope of Modification Accounting, which amends the scope of modification accounting for share-based payment arrangements, provides guidance on the types of changes to the terms of conditions of share-based payment awards to which an entity would be required to apply modification accounting under ASC 718. For all entities, ASU 2017-09 is effective to annual reporting periods, including interim periods within those annual reporting periods, beginning after December 15, 2017. Early adoption is permitted, including adoption in any interim period. The Company does not anticipate this standard to have an impact on its accounting practices. Other accounting standards that have been issued or proposed by the FASB or other standards-setting bodies that do not require adoption until a future date are not expected to have a material impact on our financial statements upon adoption.

Discontinued Operations

Discontinued Operations	12 Months Ended
	Dec. 31, 2017
Discontinued Operations [Abstract]
DISCONTINUED OPERATIONS	NOTE 3 – DISCONTINUED OPERATIONS The Company has classified its former gift card processing business as a discontinued operation. During the first quarter of 2017, the Company ceased activity in this business segment and disposed of its ownership interest. On April 26, 2017, the Company entered into and completed the sale of the business to an unaffiliated third party. Revenue Recognition for Discontinued Operations Our discontinued operations generated revenue primarily from processing gift cards for local retailers. Commissions were recognized under service agreements with the retailers and recorded as revenue when processing fees were earned. The financial position of discontinued operations was as follows: December 31, December 31, Cash (restricted and unrestricted) $ - $ 7,163 Accounts receivable - 42,267 Prepaid expenses - 10,891 Notes receivable - 83,353 Equipment, net of accumulated depreciation - 82,210 Net current assets of discontinued operations $ - $ 225,884 December 31, December 31, Accounts payable $ - $ 1,996,039 Deferred revenue - 48,585 Loans payable - 392,096 Net current liabilities of discontinued operations $ - $ 2,436,720 The results of discontinued operations do not include any allocated or common overhead expenses. The results of operations of discontinued operations were as follows: For the Year Ended 2017 2016 Revenues $ - $ 207,053 Operating expenses: Loss on disposal of business 327,800 - Other general and administrative - 592,939 Impairment loss - 1,243,430 Loss from discontinued operations $ 327,800 $ 1,629,316

Liquidity and Profitability

Liquidity and Profitability	12 Months Ended
	Dec. 31, 2017
Liquidity and Profitability [Abstract]
LIQUIDITY AND PROFITABILITY	NOTE 4 – LIQUIDITY AND PROFITABILITY During the year ended December 31, 2017, the Company’s net loss was $724,642 and cash used in operations was $308,946, which included the reduction of accounts payable and accrued liabilities in the amount of $7,534,252. As of December 31, 2017, the Company had $92,714 of cash, a working capital deficit of $7,075,716, which included accounts payable and accrued liabilities of $7,030,050, and the Company’s shareholder deficit was $4,541,584. During 2017, the Company acquired a cash flow positive subsidiary which had net income before income tax benefit of $1,400,496 from October 24, 2017 (the date of acquisition) to December 31, 2017. Due to our operational losses, the Company has relied to a large extent on funding received from Next Communications, Inc., an organization in which our Chief Executive Officer and Chairman holds a controlling equity interest and holds an executive position. During the first calendar quarter of 2017, Next Communications, Inc. filed for bankruptcy protection. As a result, the related party payable is being handled by a court appointed trustee as an asset of Next Communications, Inc. and the Company may need to begin repaying the amounts due on a more fixed schedule. Our liquidity needs for the next 12 months and beyond are principally for the funding of our operations and the purchase of property and equipment. Based on the foregoing, management believes the Company will generate sufficient funds from operations and certain available debt financings available to finance its operations over the next twelve months. The Company is actively engaging in various strategies to ensure the continuance of operations for the foreseeable future. Specifically; ● During the year ended December 31, 2017, the Company acquired a cash flow positive business in Limecom. ● The Company plans to seek a new accounts receivable factoring agreement to both raise its credit limit and lower its borrowing costs. ● The Company has negotiated to extend the maturation dates of certain related party payables totaling approximately $2.0 million. ● Next Communications, a significant related party to which the Company owes approximately $2.9 million and is currently in bankruptcy, is actively negotiating with the court appointee trustee to extend the maturation date of the related party payable. ● Certain officers of the Company have entered into a commitment letter whereby they have agreed to enter into a credit line agreement. The credit line agreement will allow the Company to borrow up to $250,000 at an annual interest rate of 18% and be in place for a minimum of 13 months. ● The Company will seek additional capital through a debt offering. Based on the foregoing, management believes the Company will generate sufficient funds from operations and certain available debt financings available to finance its operations over the next twelve months.

Loans Receivable

Loans Receivable	12 Months Ended
	Dec. 31, 2017
Loans Receivable [Abstract]
LOANS RECEIVABLE	NOTE 5 – LOANS RECEIVABLE The Company acquired a total of $83,353 of loans receivable through its acquisition of TPP as discussed in Note 1 – Organization and Description of Business

Equipment

Equipment	12 Months Ended
	Dec. 31, 2017
Equipment [Abstract]
EQUIPMENT	NOTE 6 – EQUIPMENT The Company acquired $4,572 of equipment net of accumulated depreciation of $1,430 through the reverse recapitalization discussed in Note 1 – Organization and Description of Business. Additionally, the Company acquired a total of $123,013 of equipment at fair value through its acquisition of TPP as discussed in Note 1 – Organization and Description of Business. Depreciation expense was $68 and $41,021, of which $0 and $40,804 is included in loss from discontinued operations, during the years ended December 31, 2017 and 2016. The Company had $5,676 and $0 of property or equipment, all of which is office furniture, and accumulated depreciation of $68 and $0, respectively, as of and December 31, 2017 and 2016.

Notes Payable and Convertible N

Notes Payable and Convertible Notes Payable	12 Months Ended
	Dec. 31, 2017
Notes Payable and Convertible Notes Payable [Abstract]
NOTES PAYABLE AND CONVERTIBLE NOTES PAYABLE	NOTE 7 – NOTES PAYABLE AND CONVERTIBLE NOTES PAYABLE Notes Payable During the year ended December 31, 2017, the Company entered into two separate loans to be paid by collection of its future accounts receivable and secured by substantially all assets of the Company including accounts receivable, cash, equipment, intangible assets, inventory and other receivables. The first loan resulted in cash proceeds $125,000 to the Company for future payments totaling $168,750 from future receivables and requires daily repayments of $1,339. The second resulted in cash proceeds of $50,000 for future payments totaling $68,000 from future receivables and requires daily cash repayments of $540. There was $46,048 due for the agreements as of December 31, 2017 included in current notes payable. On May 1, 2017, the Company received a loan from an unrelated party for $25,000. The loan is due on demand and as such is included in current notes payable. The note does not accrue interest and had a principal balance due of $25,000 as of December 31, 2017. Convertible Notes Payable The Company has entered into a series of convertible notes payable to fund operations. While with differing noteholders, the terms of the outstanding convertible notes are substantially similar and accrue interest at 8% annually with a default interest rate of 24% and allow for the conversion of outstanding principal and interest to common stock at a price equal to a 45% to 50% from the lowest trading price in the preceding 20 days. In February 2017, the Company agreed with certain noteholders to extend a redemption freeze agreement whereby the convertible note holders agreed to not convert outstanding principal and accrued interest into common stock for a period of 60 days. Upon the expiration of these agreements, a 90 day extension was executed whereby the noteholders agreed to not convert additional amounts through the first week of July 2017. Under the terms of the extension, each noteholder was granted the right to convert a limited amount of outstanding principal to common stock at a rate equal to the stated rate in the convertible note payable but not less than $0.02 per share and extended the due dates of the notes to July 2017. The convertible notes outstanding contain cross default features and the Company defaulted on all notes in November 2016. During the year ended December 31, 2017, the Company accrued a total of $210,403 of penalties on convertible notes payable which was recorded as a loss on the extinguishment of debt. The Company settled the majority of its convertible notes payable in December 2017 for a combination of cash and shares of common stock. The following table summarizes all convertible notes payable activity for the year ended December 31, 2017: Holder Issue Date Due Date Original Principal Balance, December 31, Advances Penalties Accrued Repayments Conversions to Common Stock Balance, December 31, Noteholder 1 11/25/2015 11/24/2016 $ 82,500 $ 82,500 $ - $ - $ (46,529 ) $ (35,971 ) $ - Noteholder 1 12/21/2015 12/21/2016 27,000 27,000 - - (27,000 ) - - Noteholder 1 1/15/2016 1/15/2017 131,250 131,250 - - - (131,250 ) - Noteholder 1 3/8/2016 3/8/2017 50,000 50,000 - - (50,000 ) - - Noteholder 1 4/11/2016 4/11/2017 82,500 82,500 - - - (82,500 ) - Noteholder 1 4/11/2016 4/11/2017 82,500 82,500 - - - (82,500 ) - Noteholder 1 4/11/2016 4/11/2017 82,500 82,500 - - - (82,500 ) - Noteholder 1 5/16/2016 5/16/2017 100,000 100,000 - 10,000 - (110,000 ) - Noteholder 1 7/22/2016 7/22/2017 50,000 50,000 - 5,000 - (55,000 ) - Noteholder 1 8/2/2016 8/2/2017 50,000 50,000 - 106,471 - (156,471 ) - Noteholder 2 11/20/2015 11/20/2016 37,000 37,000 - - - (37,000 ) - Noteholder 3 3/8/2016 3/8/2017 50,000 14,000 - - (14,000 ) - - Noteholder 3 5/16/2016 5/16/2017 100,000 100,000 - - (22,500 ) (77,500 ) - Noteholder 3 7/22/2016 7/22/2017 50,000 50,000 - 33,500 (23,500 ) (60,000 ) - Noteholder 3 3/8/2016 3/8/2017 25,000 25,000 - - - (25,000 ) - Noteholder 4 1/19/2016 1/15/2017 131,250 131,250 - 55,432 (60,000 ) (126,682 ) - Noteholder 4 3/9/2016 3/8/2017 50,000 50,000 - - - (50,000 ) - Noteholder 5 11/9/2015 11/9/2016 100,000 61,397 - - - (12,500 ) 48,897 Noteholder 6 11/2/2016 11/2/2017 52,500 52,500 - - - (52,500 ) - Noteholder 7 1/2/2017 8/2/2017 70,000 - 70,000 - - (70,000 ) - Totals $ 1,404,000 $ 1,259,397 $ 70,000 210,403 $ (243,529 ) $ (1,247,374 ) $ 48,897 The following table summarizes all convertible notes payable activity for the year ended December 31, 2016: Holder Issue Date Due Date Original Principal Balance, December 31, 2015 Advances Conversions to Common Stock Balance, December 31, 2016 Noteholder 1 8/12/2015 8/12/2016 $ 82,500 $ 82,500 $ - $ (82,500 ) $ - Noteholder 1 9/21/2015 9/21/2016 72,450 72,450 14,490 (86,940 ) - Noteholder 1 10/15/2015 10/15/2016 82,500 82,500 - (82,500 ) - Noteholder 1 11/25/2015 11/24/2016 82,500 82,500 - - 82,500 Noteholder 1 12/21/2015 12/21/2016 27,000 27,000 - - 27,000 Noteholder 1 1/15/2016 1/15/2017 131,250 - 131,250 - 131,250 Noteholder 1 3/8/2016 3/8/2017 50,000 - 50,000 - 50,000 Noteholder 1 4/11/2016 4/11/2017 82,500 - 82,500 - 82,500 Noteholder 1 4/11/2016 4/11/2017 82,500 - 82,500 - 82,500 Noteholder 1 4/11/2016 4/11/2017 82,500 - 82,500 - 82,500 Noteholder 1 5/16/2016 5/16/2017 100,000 - 100,000 - 100,000 Noteholder 1 7/22/2016 7/22/2017 50,000 - 50,000 - 50,000 Noteholder 1 8/2/2016 8/2/2017 50,000 - 50,000 - 50,000 Noteholder 2 7/27/2015 7/27/2016 37,000 37,000 - (37,000 ) - Noteholder 2 11/20/2015 11/20/2016 37,000 37,000 - - 37,000 Noteholder 3 11/9/2015 11/9/2016 75,000 75,000 - (75,000 ) - Noteholder 3 3/8/2016 3/8/2017 50,000 - 50,000 (36,000 ) 14,000 Noteholder 3 5/16/2016 5/16/2017 100,000 - 100,000 - 100,000 Noteholder 3 7/22/2016 7/22/2017 50,000 - 50,000 - 50,000 Noteholder 3 3/8/2016 3/8/2017 25,000 - 25,000 - 25,000 Noteholder 4 1/19/2016 1/15/2017 131,250 - 131,250 - 131,250 Noteholder 4 3/9/2016 3/8/2017 50,000 - 50,000 - 50,000 Noteholder 5 11/9/2015 11/9/2016 100,000 100,000 - (38,603 ) 61,397 Noteholder 6 11/2/2016 11/2/2017 52,500 - 52,500 - 52,500 Noteholder 7 11/9/2015 11/9/2016 25,000 25,000 - (25,000 ) - Totals $ 1,708,450 $ 620,950 $ 1,101,990 $ (463,543 ) $ 1,259,397 Accrued Interest There was $35,136 and $207,951 of accrued interest due on all convertible notes as of December 31, 2017 and 2016, respectively.

Derivative Liabilities

Derivative Liabilities	12 Months Ended
	Dec. 31, 2017
Derivative Liabilities [Abstract]
DERIVATIVE LIABILITIES	NOTE 8 – DERIVATIVE LIABILITIES The Company analyzed the conversion features of the convertible notes payable as discussed in Note 7 – Notes Payable and Convertible Notes Payable The embedded derivative for the note is carried on the Company’s balance sheet at fair value. The derivative liability is marked-to-market each measurement period and any unrealized change in fair value is recorded as a component of the income statement and the associated fair value carrying amount on the balance sheet is adjusted by the change. The Company fair values the embedded derivative using the Black-Scholes option pricing model. The aggregate fair value of the derivative at the reverse capitalization date as discussed in Note 1- Organization and Description of Business As of December 31, 2017 and 2016, the Company had a derivative liability of $574,130 and $1,210,281, respectively and recorded a loss from derivative liability fair value adjustment of $831,341 and a gain of $1,217,271 during the years ended December 31, 2017 and 2016. Additionally, the Company recorded excess value of derivative liabilities upon initial measurement of $144,143 and $333,482 as interest expense during the years ended December 31, 2017 and 2016. The derivative liability activity comes from convertible notes payable as discussed in Note 7 – Notes Payable and Convertible Notes Payable A summary of outstanding derivative liabilities as of December 31, 2017 is as follows: Holder Derivative Balance Noteholder 5 $ 212,381 Option Holder 361,749 Total $ 574,130 A summary of outstanding derivative liabilities as of December 31, 2016 is as follows: Holder Derivative Balance Noteholder 1 65,805 Noteholder 1 21,481 Noteholder 1 104,689 Noteholder 1 39,882 Noteholder 1 48,388 Noteholder 1 48,388 Noteholder 1 48,388 Noteholder 1 68,211 Noteholder 2 29,437 Noteholder 3 12,205 Noteholder 3 68,211 Noteholder 3 19,941 Noteholder 4 104,689 Noteholder 4 39,882 Noteholder 5 290,434 Option Holder 200,250 Total $ 1,210,281 The value of the embedded derivative liabilities for the convertible notes payable and outstanding option awards was determined using the Black-Scholes option pricing model based on the following assumptions: Year ended December 31, 2017 Expected volatility 178% - 334 % Expected term .01 - 2.25 years Risk free rate 0.97% - 1.89 % Forfeiture rate 0 % Expected dividend yield 0 % Year ended December 31, 2016 Expected volatility 155% - 871 % Expected term .19 - 2.54 years Risk free rate 0.51% - 1.47 % Forfeiture rate 0 % Expected dividend yield 0 % A summary of the changes in derivative liabilities balance for the year ended December 31, 2017 is as follows: Fair Value of Embedded Derivative Liabilities: Balance, December 31, 2016 $ 1,210,281 Initial measurement of derivative liabilities on new convertible notes payable 328,932 Change in fair value 831,341 Reclassification due to conversion (1,796,424 ) Balance, December 31, 2017 $ 574,130 A summary of the changes in derivative liabilities balance for the year ended December 31, 2016 is as follows: Fair Value of Embedded Derivative Liabilities: Balance, December 31, 2015 $ - Acquired in reverse recapitalization 1,236,007 Initial measurement of derivative liabilities on new convertible notes payable and options issued 1,919,043 Change in fair value (1,217,271 ) Reclassification due to conversion (727,498 ) Balance, December 31, 2016 $ 1,210,281

Stock Options

Stock Options	12 Months Ended
	Dec. 31, 2017
Stock Options [Abstract]
STOCK OPTIONS	NOTE 9 – STOCK OPTIONS The following table summarizes all stock option activity for the year ended December 31, 2017: Shares Weighted- Outstanding, December 31, 2016 17,500,000 $ 0.180 Granted 21,613,142 0.108 Exercised - - Forfeited (7,500,000 ) (0.180 ) Expired - - Outstanding, December 31, 2017 31,613,142 $ 0.131 The following table discloses information regarding outstanding and exercisable options at December 31, 2017: Outstanding Exercisable Exercise Number of Weighted Average Weighted Average Number of Weighted Average $ 0.18 17,500,000 $ 0.18 2.83 10,833,334 $ 0.18 0.07 14,113,142 .07 2.49 14,113,142 0.07 31,613,142 $ 0.131 2.66 24,946,476 $ 0.118 The following table summarizes all stock option activity for the year ended December 31, 2016: Shares Weighted- Outstanding, December 31, 2015 - $ - Granted 18,500,000 0.224 Exercised - - Forfeited (1,000,000 ) 1.00 Expired - - Outstanding, December 31, 2016 17,500,000 $ 0.180 The following table discloses information regarding outstanding and exercisable options at December 31, 2016: Outstanding Exercisable Exercise Number of Weighted Average Weighted Average Number of Weighted Average $ 0.18 17,500,000 $ 0.18 3.48 10,833,334 $ 0.18 17,500,000 $ 0.18 3.48 10,833,334 $ 0.18 On May 31, 2016, the Company issued 10,000,000 options to a board member pursuant to its agreement with the member. One third of the 10,000,000 options issued vested immediately upon execution of the related agreement, resulting in an immediate stock based expense of $558,323 being recognized. The remaining shares of the issuance vest based on performance milestones which the Company believes is 80% likely of occurring resulting in stock based expense of $558,328 during the year ended December 31, 2016, at which point there was a 50% probability of attainment, and $334,997 during the year ended December 31, 2017 at which point the probability of attainment was updated to 80%. The remaining fair value of the unvested shares of $223,331 will be recognized according to the estimated probability of the performance obligations being achieved. On July 14, 2016, the Company issued 7,500,000 options as part of its acquisition of TPP. The options were exercisable for a period of three years and carried an exercise price of $0.18 per share. The options carried a ratchet pricing feature whereby they become exercisable at $0.001 per share if the Company’s common stock trades at a price greater than $0.50 per share. The options carried a value of $898,490 which was recorded as a derivative liability as discussed in Note 8 – Derivative Liabilities On June 26, 2017, the Company issued a total of 14,113,142 options to certain officers pursuant to employment agreements executed on that date. The options vested immediately and can be exercised for a period of three years at a price of $0.07. The options were valued using a Black-Scholes model with the following inputs: an exercise price of $0.07, a stock price at the date of valuation of $.055, a risk free rate of 1.36%, lives of 3 years and annual volatility of 885%. Annual volatility is derived by computing daily volatility and multiplying it by the square root of the number of trading days in a typical calendar year The Company recorded an expense of $776,203 related to these options during the year ended December 31, 2017. There is no unrecognized expense associated with these options The Company issued 1,000,000 stock options exercisable at $1.00 pursuant to its agreement with Glocal. This agreement was amended on August 9, 2016 in which the option owners forfeited these options. The fair value of the 1,000,000 stock options granted with an exercise price of $1.00 was amortized through the forfeiture resulting in stock based compensation expense of $14,166. Total stock based compensation expense related to option grants was $1,111,200 and $1,130,818 during the years ended December 31, 2017 and 2016, respectively, leaving an unrecognized expense of $223,331 as of December 31, 2017. In determining the compensation cost of the stock options granted, the fair value of each option grant has been estimated on the date of grant using the Black-Scholes option pricing model. The assumptions used in these calculations are summarized as follows: December 31, 2017 Expected term of options granted 3 years Expected volatility range 885 % Risk-free interest rate 1.36 % Expected dividend yield 0 % December 31, 2016 Expected term of options granted 0 - 5 years Expected volatility range 778 - 850 % Range of risk-free interest rates 0.82 - 1.41 % Expected dividend yield 0 % As discussed in Note 12 – Stockholders’ Equity,

Related Party Transactions

Related Party Transactions	12 Months Ended
	Dec. 31, 2017
Related Party Transactions [Abstract]
RELATED PARTY TRANSACTIONS	NOTE 10 – RELATED PARTY TRANSACTIONS The Company has had extensive dealings with related parties including those in which our Chief Executive Officer holds a significant ownership interest as well as an executive position during the years ended December 31, 2017 and 2016. Due to our operational losses, the Company has relied to a large extent on funding received from Next Communications, Inc., an organization in which our Chief Executive Officer and Chairman holds a controlling equity interest and holds an executive position. During the first calendar quarter of 2017, Next Communications, Inc. filed for bankruptcy protection. As a result, the related party payable is being handled by a court appointed trustee as an asset of Next Communications, Inc. and the Company may need to begin repaying the amounts due on a more fixed schedule. With the exception of the Company’s purchase of a 9% interest in Next Cala, Inc. from a related party and the related party payable to Orlando Taddeo for the acquisition of Limecom as described below, amounts scheduled below as “due to related parties” and “due from related parties” have not had their terms, including amounts, collection or repayment terms or similar provisions memorialized in formalized written agreements. Related party balances at December 31, 2017 and 2016 consisted of the following: Related party receivable December 31, December 31, (a) Glocal Card Services $ 36,000 $ 36,000 Total Due from related parties $ 36,000 $ 36,000 Related party payables, net of discounts December 31, December 31, (b) Due to Next Communications, Inc. (current) $ 2,919,615 $ 2,961,271 (c) Due to Asiya Communications SAPI de C.V. (current) 5,998 95,120 (d) Michael DePrado (current) 99,604 99,604 (e) Orlando Taddeo, net of discount of $72,069 (long term, due on July 21, 2019) 2,535,601 - (f) Next Cala 360 (current) 7,350 - Total Due from related parties $ 5,568,168 $ 3,155,995 (a) Glocal Card Services is our partner in the Glocal Joint Venture (b) Next Communication, Inc. is a corporation in which our Chief Executive Officer holds a controlling interest and serves as the Chief Executive Officer (c) Asiya Communications SAPI de C.V.is a telecommunications company organized under the laws of Mexico, in which our Chief Executive Officer holds a substantial interest and is involved in active management. (d) Michael DePrado is our Chief Operating Officer (e) Amount due to Orlando Taddeo from the acquisition of Limecom (f) Next Cala 360, is a Florida corporation established and managed by our Chief Executive Officer. During the years ended December 31, 2017 and 2016, the Company recorded interest expense of $239,033 and $240,492, respectively, using an interest rate equal to that on the outstanding convertible notes payable as discussed in Note 7 – Notes Payable and Convertible Notes Payable Notes Payable, Related Party During the year ended December 31, 2014, the Company entered into two notes with its President to purchase his interest in Next Cala, Inc. and separately his voting control in Next Cala. Inc. During the year ended December 31, 2017, the outstanding principal and accrued interest totaling $294,923 was agreed to be converted to 8,900,000 shares of common stock. There was $0 and $280,000 of total principal and $0 and $13,321 of interest due at December 31, 2017 and 2016, respectively. Accounts Receivable, Related Party The Company had outstanding accounts receivable of $8,545 from a related party as of December 31, 2017 which was due from Next Communications. The accounts receivable arose from the sale of wholesale telecommunications minutes to this entity. Accounts Payable, Related Party The Company had outstanding accounts payable of $499,668 to a related party as of December 31, 2017 which was due to Next Communications. Revenues (Related Party) The Company generated revenues of $1,019,258 and $17,016 from related parties during the years ended December 31, 2017 and 2016, respectively, as itemized below: For the Year Ended 2017 2016 Next Communications $ 343,241 $ - Asiya Communications SAPI de C.V. 672,224 142 Next Cala 360 3,793 16,874 Total $ 1,019,258 $ 17,016

Accounts Payable and Accrued Li

Accounts Payable and Accrued Liabilities	12 Months Ended
	Dec. 31, 2017
Accounts Payable and Accrued Liabilities [Abstract]
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES	NOTE 11 – ACCOUNTS PAYABLE AND ACCRUED LIABILITIES Accounts payable and accrued liabilities consisted of the following as of December 31, 2017 and 2016: December 31, December 31, Trade payables $ 5,067,841 $ 851,339 Settlements payable 892,431 - Accrued expenses 699,786 133,892 Accrued interest 40,955 209,771 Accrued salaries and wages 329,037 135,787 Total $ 7,030,050 $ 1,330,789 During the year ended December 31, 2014, a former employee of Pleasant Kids (PLKD), Franjose Yglesias-Bertheau, filed a lawsuit against PLKD claiming unpaid wages of $622,968 and was initially awarded that amount in a judgement. However, the judgement was later revised and the Company settled for $80,000 in March 2017 which is included in accrued salaries as of December 31, 2016. During the year ended December 31, 2017, the Company agreed to enter into a convertible note payable for $70,000 and pay $10,000 cash in exchange for the settled amount. The convertible note payable was converted to shares of common stock under the contractual terms during the year ended December 31, 2017.

Stockholders' Equity

Stockholders' Equity	12 Months Ended
	Dec. 31, 2017
Stockholders' Equity [Abstract]
STOCKHOLDERS' EQUITY	NOTE 12 – STOCKHOLDERS’ EQUITY Preferred Stock At the time of incorporation, the Company was authorized to issue 60,000,000 shares of preferred stock with a par value of $0.001 of which 50,000,000 was undesignated and 10,000,000 as Series B. With the completion of the recapitalization as discussed in Note 2, the outstanding Series A preferred shares were cancelled leaving a balance outstanding of Preferred Series A of -0-. The Company has 10,000,000 shares of Preferred Stock designated as Series B issued and outstanding. The Series B Preferred Stock is not convertible into Common Stock at any time and is not entitled to dividends of any kind or liquidation, dissolution rights of any kind. The holders of Series B Preferred Stock shall be entitled to 1,000 votes for each share of Series B Stock that is held when voting together with holders of the Common Stock. The Company has 36,000,000 shares of Preferred Stock designated as Series D. The Series D Preferred Stock is reserved for the settlement of dividends payable which were $30,000 as of December 31, 2017 and 2016. The Class D Preferred Stock must be redeemed within six (6) months (or as soon thereafter as permitted by law) following final resolution of the Corporation’s affiliates lawsuit against ViberMedia , Inc. (Next Communications, Inc. and Nxtgn, Inc. v. Viber Media, Inc.) which is, as of the date of this filing, pending in U.S. District Court for the Southern District of New York or any successor or other lawsuit relating to the subject matter thereof in which the Corporation (or any successor-in-interest) is named as a plaintiff (the “Lawsuit”). There were no Series D Preferred shares issued or outstanding as of December 31, 2017 or 2016. Common Stock Effective November 20, 2015 the Company amended its Articles of Incorporation to decrease the common shares authorized from 9,500,000,000 to 360,000,000 with a par value of $0.001. As discussed in Note 1 – Organization and Description of Business Common Stock Activity During the Year Ended December 31, 2016 During the year ended December 31, 2016, the Company issued 7,705,966 shares of common stock and committed to issue an additional 800,400 shares of common stock for the conversion of $463,543 of principal of convertible notes payable and 1,041,277 shares for the conversion of $39,689 of accrued interest. The conversions of principal and accrued interest on convertible notes payable to common stock were done so at the contractual terms of each respective agreement. Additionally, the Company issued 450,000 common shares valued at $13,260 as repayment of a non-convertible loan and rescinded 4,000,000 common shares previously issued in connection with the reverse recapitalization discussed in Note 1 – Organization and Description of Business. Common Shares Issued for Services The Company issued 8,774,959 common shares for services totaling $2,092,828 pursuant to an agreement whereby a third party would provide certain services on behalf of the Company for a period of six months effective April 7, 2016. The Company valued the common shares using the close price of the stock as listed on the OTCBB on April 7, 2016. The Company recognized the value of the shares over the term of the agreement resulting in $2,092,828 of expense during the year ended December 31, 2016. Additionally, the Company issued a total of 500,000 shares for services in connection with its amendment to its Joint Venture agreement with Glocal Payment Solutions dated August 9, 2016. The shares were valued using the close price on the date of issuance as quoted by Nasdaq of $0.0745 resulting in total expense of $37,250. Common Shares Issued for Acquisitions On July 22, 2016, the Company completed its acquisition of TPP as discussed in Note 1 – Organization and Description of Business. Common Shares Rescinded On April 22, 2016, the Company entered into a settlement agreement with the former officers of Pleasant Kids, Inc. to settle certain claims the Company brought against former management. Under the terms of the agreement, former management agreed to return a total of 4,000,000 common shares to the Company and the Company agreed to lift a stop transfer order that was placed on other shares. There was no gain or loss recorded on the rescission. Common Shares Committed to be Issued for Other Expenses The 200,535 common shares issued for other expenses were pursuant to an agreement executed on February 11, 2016 whereby the Company agreed to issue $45,000 of common shares plus a cash payment of $5,000 in exchange for the option to purchase a controlling interest in an Israeli business. The Company determined the number of shares to be issued pursuant to the agreement using the close price of our common stock as quoted by the OTCBB on February 11, 2016 of $0.2244 per share. The Company did not execute its option to purchase a controlling interest in the business and the fair value of the shares totaling $45,000 was expensed. Common Shares Committed to be Issued for Prepayment of Services The Company issued 1,428,571 common shares as a prepayment for services pursuant to an agreement with a third party whereby the third party would provide certain marketing and consulting services for a period of six months effective October 1, 2016. The shares were valued using the close price on the date of issuance as quoted by Nasdaq of $0.035 resulting in a total value of $50,000. The amount will be recognized as services are performed over the term of the agreement resulting in expense of $25,000 being recorded during the year ended December 31, 2016 with a prepaid balance of $25,000 as of December 31, 2016. Summary of common stock activity for the year ended December 31, 2016 Outstanding shares Balance, December 31, 2015 177,539,180 Recapitalization 44,784,795 Share rescission (4,000,000 ) Shares issued for services 9,274,959 Shares issued as repayment of loan (a) 450,000 Shares issued for acquisition 10,000,000 Shares issued for conversion of convertible notes payable and accrued interest (b) 8,747,243 Balance, December 31, 2016 246,796,177 (a) Shares issued as repayment of outstanding loan principal of $13,260. The lender did not have conversion rights to convert the principal to common stock. However, the lender agreed to accept shares in lieu of cash repayment. (b) Shares issued in connection with outstanding convertible notes payable and convertible accrued interest on convertible notes payable in accordance with contractual terms of noteholders as discussed in Note 7 – Notes Payable and Convertible Notes Payable. Common Stock Activity During the Year Ended December 31, 2017 During the year ended December 31, 2017, the Company issued 44,303,668 shares of common stock for the conversion of $1,075,301 of principal of convertible notes payable and 6,468,667 shares for the conversion of $193,960 of accrued interest. The conversion of principal and accrued interest on convertible notes payable to common stock were done so at the contractual terms of each respective agreement. The details of certain issuances of common stock are as follows: Common Shares Issued for Services On various dates during the year ended December 31, 2017, the Company issued a total of 3,250,000 common shares for services totaling $286,674 pursuant to various agreements with third parties. The Company valued the common shares using the close price of the stock as listed on the OTCBB on the dates of issuance. Common Shares Issued for Acquisitions On October 23, 2017, the Company completed its acquisition of Limecom as discussed in Note 1 – Organization and Description of Business. Common Shares Issued for Cash During the year ended December 31, 2017, the Company accepted common stock subscription agreements from investors for common stock at $0.0256 per share. Pursuant to these agreements, the Company issued a total of 2,500,000 shares of common stock resulting in cash proceeds to the Company of $64,000. Issuance of Common Stock Previously Committed to be Issued During the year ended December 31, 2017, the Company issued a total of 800,400 shares of common stock that were committed to be issued during the year ended December 31, 2016. Additionally, the Company reclassified the value of an additional 1,629,106 shares of common stock committed to be issued during the year ended December 31, 2016 to a liability as of December 31, 2017. Summary of common stock activity for the year ended December 31, 2017 Outstanding shares Balance, December 31, 2016 246,796,177 Shares issued for services 3,250,000 Shares issued committed to be issued during prior year 800,400 Shares issued for acquisition 38,000,000 Shares issued for cash 2,500,000 Shares issued for conversion of convertible notes payable and accrued interest (a) 50,772,335 Balance, December 31, 2017 342,118,912 (a) Shares issued in connection with outstanding convertible notes payable and convertible accrued interest on convertible notes payable in accordance with contractual terms of noteholders as discussed in Note 7 – Notes Payable and Convertible Notes Payable The Company has 342,118,912 common shares issued and outstanding and 46,280,798 common shares committed to be issued, of which 11,428,572 were subscribed for cash, as of December 31, 2017. The Company authorized common shares of 360,000,000 resulting in a commitment of common shares in excess of authorized totaling 28,399,710. Due to the shortfall in authorized common shares, the Company carries the fair value of the common shares committed not yet issued as a stock based liability. The value of the unissued shares are subject to fair value measurement at each reporting period. As of December 31, 2017, stock based liabilities consisted of: Number of Common Shares and Common Share Equivalents Fair Value Common stock to be issued (1) 34,852,226 $ 2,021,429 Options to purchase common stock (2) 24,113,142 941,843 Totals 58,965,368 $ 2,963,272 (1) Includes 13,804,809 common shares committed to be issued in connection with our acquisition of Limecom as discussed in Note 1 Organization and Description of Business. (2) Excludes 7,500,000 options with ratchet pricing features included in derivative liabilities As of December 31, 2017, the Company did not have adequate authorized common shares to fulfill its obligations under certain agreements. Specifically, the Company has committed to issue common shares in excess of authorized totaling 28,399,170; has 31,613,142 options to purchase common stock issued of which 24,946,476 are exercisable and has outstanding convertible notes payable and accrued interest the holders of which have the right to convert into 7,932,584 shares of common stock as of December 31, 2017. Total common stock and common stock equivalents in excess of the Company’s authorized common shares are summarized as follows: Committed shares beyond authorized 28,399,170 Stock options granted 31,613,142 Convertible notes payable and accrued interest 7,932,584 Total 67,944,896 The Company is actively working to remedy the common shares committed to be issued beyond its total authorized and is currently assessing increasing the authorized common shares or effective a reverse stock split.

Customer Concentration

Customer Concentration	12 Months Ended
	Dec. 31, 2017
Customer Concentration [Abstract]
CUSTOMER CONCENTRATION	NOTE 13 – CUSTOMER CONCENTRATION The Company generated approximately 65% of its revenues for the year ended December 31, 2017 from four separate customers. The Company did not have any one customer account for more than 10% of its revenues during the year ended December 31, 2016. As of December 31, 2017, three separate customers accounted for approximately 78% of the Company’s total accounts receivable. No single customer accounted for more than 10% of the outstanding accounts receivable as of December 31, 2016.

Commitments and Contingencies

Commitments and Contingencies	12 Months Ended
	Dec. 31, 2017
Commitments and Contingencies [Abstract]
COMMITMENTS AND CONTINGENCIES	NOTE 14 – COMMITMENTS AND CONTINGENCIES If the assessment of a contingency indicates that it is probable that a material loss has been incurred and the amount of the liability can be estimated, then the estimated liability would be accrued in the Company’s consolidated financial statements. If the assessment indicates that a potential material loss contingency is not probable but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, and an estimate of the range of possible losses, if determinable and material, would be disclosed. On April 7, 2016, the Company executed an agreement with a service provider to provide certain services for the Company. In addition to cash and stock compensation, the agreement requires 1% of the outstanding common share equivalent to be issued to the third party when the market capitalization of the Company reaches $500,000,000 and an additional 1% when it reaches $750,000,000. The Company recorded an expense associated with the non-variable portion of the agreement. However, the probability of the Company’s market capitalization reaching these thresholds is uncertain at present and the Company has not accrued a contingent loss as of December 31, 2017 or 2016 as a result. On October 14, 2014, one of our operating subsidiaries, NxtGn Inc., and Next Communications, Inc., an entity controlled by our CEO, (collectively the “Plaintiffs”) filed suit in the United States District Court for the Southern district of New York against Viber Media, Inc. (“Viber”). Plaintiffs filed an Amended Complaint asserting four claims: misappropriation of a business idea, misappropriation of trade secrets, breach of contract, and unjust enrichment. Viber moved the Court to dismiss the Amended Complaint. On March 30, 2016, U.S. District Judge Richard Sullivan issued an opinion and order on Viber’s motion to dismiss. Specifically, Judge Sullivan ordered that Viber’s motion to dismiss is granted on Plaintiffs’ misappropriation of a business idea claim, but denied as to their misappropriation of trade secrets, breach of contract, and unjust enrichment claims. The Company has not accrued any gains associated with this case as it would be a contingent gain and recorded when received. On February 12, 2018, the Company was served with a complaint from Viber for reimbursement of attorneys fees and costs totaling $527,782 arising from the litigation listed above. The Company is vigorously defending their rights in this case as we believe this demand is premature as litigation is ongoing. The Company has not accrued an estimated loss related to this complaint as of December 31, 2017 given the pre-mature nature of the motion. On October 20, 2016, the Company received a notice it has been named as a defendant in a suit brought against Next Communications, an entity controlled by our CEO. In addition to being named a defendant, it was requested the Company provide certain documents for the discovery process. Due to the original suit being filed against a related party and not against the Company or its subsidiaries, we believe it likely the Company and its subsidiaries will be dismissed as defendants and has not accrued a contingent loss as of December 31, 2017 or 2016 as a result. During the year ended December 31, 2014, a former employee of Pleasant Kids (PLKD), Franjose Yglesias-Bertheau, filed lawsuit against PLKD claiming unpaid wages of $622,968 and was initially awarded that amount in a judgement. However, the judgement was later revised and the Company settled for $80,000 in March 2017 which is included in accrued salaries as of December 31, 2016. During the year ended December 31, 2017, the Company agreed to enter into a convertible note payable for $70,000 and pay $10,000 cash in exchange for the settled amount. The convertible note payable was converted to shares of common stock under the contractual terms during the year ended December 31, 2017. On July 6, 2017, the Company received notice an existing legal claim against Accent InterMedia (“AIM”) had been amended to include claims against the Company. The claims brought against the Company include failure to comply with certain judgments for collection of funds by the plaintiff while having a controlling interest in AIM via its ownership of Transaction Processing Products (“TPP”). The Company believes the amended case is without merit and that, per its agreement to sell its interest in TPP, any claims brought against AIM or TPP would be the responsibilities of the current interest holders. Due to the original suit being filed against AIM and amended to include the Company after it disposed of its interest in TPP, which had a controlling interest in AIM, we believe it likely the Company and its subsidiaries will be dismissed as defendants. On December 20, 2017, a Complaint was filed by J. P. Carey Enterprises, Inc., alleging a claim for $473,264 related to the FranjoseYglesias-Bertheau filed lawsuit against PLKD listed above. Even though NGH made the agreed payment of $10,000.00 on and issued 3,600,720 shares as conversion of the $70,000 note as agreed in the settlement agreement, the Plaintiff alleges damages which NGH claims are without merit because they received full compensation as agreed. NGH is in the process of defending itself against these claims. During 2016, the Limecom had disputed accounts payable with three (3) carriers, which the Company entered into separate settlement agreements, totaling approximately $1,147,000. Under the terms of these settlement agreements, the Company was provided with extended payment terms on the outstanding balances. These settlement agreements are non-interest bearing and include certain default provisions as disclosed in the related agreements. The Company assumed a total of $676,563 of this liability on October 23, 2017 as part of its acquisition of Limecom and made repayments totaling $10,000 during the period of acquisition to December 31, 2017. The remaining outstanding principal balance of these settlement agreements amounted to approximately $666,563 as of December 31, 2017, of which $546,563 is current and included in accrued liabilities and $120,000 is long term and represented by other long term liabilities. On October 23, 2017, the Company assumed a settlement liability Limecom had entered into with American Express as part of its acquisition as discussed in Note 1 – Organization and Description of Business. The Company maintains office space on a month to month basis and has no long term leases in effect.

Income Taxes

Income Taxes	12 Months Ended
	Dec. 31, 2017
Income Taxes [Abstract]
INCOME TAXES	NOTE 15 – INCOME TAXES On December 22, 2017, the U.S. enacted new tax reform legislation which reduced the corporate tax rate to 21% effective for tax year beginning January 1, 2018. Under ASC 740, the effects of new tax legislation are recognized in the period which includes the enactment date. As a result, the deferred tax assets and liabilities existing on the enactment date must be revalued to reflect the rate at which these deferred balances will reverse. The corresponding adjustment would generally affect the Income Tax Expense (Benefit) shown on the financial statements. However, since the company has a full valuation allowance applied against all of its deferred tax asset, there is no impact to the Income Tax Expense for the year ending December 31, 2017. IRC Section 382 potentially limits the utilization of NOLs and tax credits when there is a greater than 50% change of ownership. The Company has not performed an analysis under IRC 382 related to changes in ownership, which could place certain limits on the company’s ability to fully utilize its NOLs and tax credits. The Company’s has added a note to its financial statements to disclose that there may be some limitations and that an analysis has not been performed. In the interim, the Company has placed a full valuation allowance on its NOLs and other deferred tax items. We recognized income tax benefits of $1,087,096 and $0 during the years ended December 31, 2017 and 2016. The income tax benefit recognized during the year ended December 31, 2017 is the result of releasing a portion of the Company’s valuation allowance against its deferred tax asset equal to the amount of net deferred tax liability assumed with our acquisition of Limecom as discussed in Note 16 – Acquisitions. The SEC has issued guidance in Staff Accounting Bulletin No. 118 that allows for a measurement period of up to one year after the enactment date of the 2017 Tax Reform to finalize the recording of the related tax impacts. The Company currently anticipates finalizing and recording any resulting adjustments by the end of fiscal year 2018. The Company has not taken a tax position that, if challenged, would have a material effect on the financial statements for the years ended December 2017 or 2016 applicable under FASB ASC 740. We did not recognize any adjustment to the liability for uncertain tax position and therefore did not record any adjustment to the beginning balance of accumulated deficit on the balance sheet. All tax returns for the Company remain open. The provision for income taxes differs from the amount computed by applying the statutory federal income tax rate to income before provision for income taxes. The sources and tax effects of the differences for the periods presented are as follows: Year Ended December 31, 2017 2016 Income tax provision at the federal statutory rate 34.00 % 34.00 % Effect of permanent differences between book and tax net losses (50.50 )% (30.26 )% Change in valuation allowance 96.70 % (7.31 )% Change in federal income tax rate (21.30 )% - % Other 2.90 % - % State taxes, net of federal benefit (1.80 )% 3.57 % Effect on operating losses 60.00 % 0.00 % Net deferred tax assets and liabilities consist of the following: December 31, 2017 2016 Deferred Tax Assets: Net operating loss carry forward $ 969,140 $ 629,633 Depreciation and gains on fixed asset disposals 437 - Non-deductible changes in compensation costs 72,952 - Stock option expense 568,352 - Gain on fair value measurement of outstanding equity awards (125,914 ) - Amortization of intangible assets (742,393 ) - Valuation allowance (742,574 ) (629,633 ) Net deferred tax asset - - The net federal operating loss carry forward will begin expire in 2036. This carry forward may be limited upon the consummation of a business combination under IRC Section 382.

Acquisitions

Acquisitions	12 Months Ended
	Dec. 31, 2017
Acquisitions [Abstract]
ACQUISITIONS	NOTE 16 – ACQUISITIONS Limecom (2017) As discussed in Note 1 – Organization and Description of Business Cash $ 139,421 Accounts receivable 13,488,194 Accounts receivable, related party 370,028 Other receivable 207,642 Prepaid expenses and other current assets 927,398 Website 7,187 Related party receivable 120,000 Accounts payable and accrued liabilities (13,713,901 ) Accounts payable, related party (685,892 ) Deferred tax liability (1,087,096 ) Other long term liabilities (179,996 ) Net liabilities assumed (407,015 ) Fair value of shares issued and committed to be issued 1,295,120 Initial cash payable 920,670 Note payable, net of discount of $96,092 1,710,908 Total consideration 3,926,698 Identifiable intangible assets (3,000,000 ) Goodwill recorded $ 1,333,713 Identifiable Intangible Assets The Company acquired intangible assets that consisted of client relationships which had an estimated fair value of $3,000,000. The intangible asset was measured at fair value using an income approach that discounts expected future cash flows to present value. The Company will amortize the intangible assets on a straight line basis over their expected useful life of 84 months. Identifiable intangible assets were recorded as follows: Asset Amount Life (months) Client relationships $ 3,000,000 84 Total $ 3,000,000 84 Pro Forma Information (Unaudited) The unaudited pro forma information for the years ended December 31, 2017 and 2016 presented below include the effects of the Limecom acquisition had it been consummated on January 1, 2016 with adjustments to give effect to pro forma events that are directly attributable to the acquisitions. These adjustments are based upon information and assumptions available to us at the time of filing this Annual Report on Form 10-K. Accordingly, the unaudited pro forma information is presented for informational purposes only and is not necessarily indicative of what the actual results of the combined company would have been if the acquisition had occurred at the beginning of the period presented, nor is it indicative of the future results of operations. For the Year Ended 2017 2016 Revenue $ 130,987,515 $ 125,984,453 Cost of revenue 125,392,733 123,837,526 Gross margin 5,594,782 2,146,927 Operating expenses 6,224,733 10,189,571 Loss from operations (629,951 ) (8,042,644 ) Other expense (211,942 ) (484,951 ) Net loss before income tax benefit $ (841,893 ) $ (8,527,595 ) Net loss per share, basic and diluted $ (0.00 ) $ (0.04 ) Tel3 (2016) As discussed in Note 1 – Organization and Description of Business Cash $ 45,235 Prepaid expenses 6,728 Accounts payable (76,294 ) Customer deposits (755,806 ) Net liabilities assumed (780,137 ) Cash paid 10 Total consideration 10 Excess recorded as a reduction of additional paid-in capital $ 780,147 Pro Forma Information (Unaudited) The unaudited pro forma information for the years ended December 31, 2016 and 2015 presented below include the effects of the Tel3 acquisition had it been consummated on January 1, 2015 with adjustments to give effect to pro forma events that are directly attributable to the acquisitions. These adjustments are based upon information and assumptions available to us at the time of filing this Annual Report on Form 10-K. Accordingly, the unaudited pro forma information is presented for informational purposes only and is not necessarily indicative of what the actual results of the combined company would have been if the acquisition had occurred at the beginning of the period presented, nor is it indicative of the future results of operations. Year ended December 31, 2016 2015 Revenue $ 2,491,082 $ 3,372,919 Cost of sales 2,157,492 2,509,979 Gross margin 333,590 862,940 Operating expenses 8,134,108 1,971,263 Loss from operations (7,800,518 ) (1,108,323 ) Other income (534,760 ) 30,000 Net loss $ (8,335,278 ) $ (1,078,323 ) Net loss per share, basic and diluted $ (0.04 ) $ (0.01 ) Transaction Processing Products, Inc. (2016) As discussed in Note 1 – Organization and Description of Business Cash $ 43,583 Restricted cash 44,654 Accounts receivable 61,391 Inventory 2,214 Prepaid expenses and other current assets 9,435 Equipment 123,013 Note receivable 83,353 Accounts payable (1,741,858 ) Notes payable (418,697 ) Net liabilities assumed (net of $5.2 million intercompany payable / receivable acquired) (1,792,912 ) Fair value of shares issued 1,270,000 Fair value of options issued 898,490 Cash paid 10 Total consideration 2,168,500 Identifiable intangible assets 1,310,058 Goodwill recorded $ 2,651,354 Goodwill Goodwill of $2.65 million represents the excess of consideration transferred over the fair value of assets acquired including identifiable intangible assets and liabilities assumed and is attributable to TPPs strategic position value and projected profits from new products. The preliminary purchase price allocation resulted in goodwill of $2.65 million, which is not deductible for income tax purposes. Goodwill consists of the excess of the purchase price over the fair value of the acquired assets and represents the estimated economic value attributable to future operations. The purchase price allocation is preliminary and subject to revision. At this time, except for the items noted below, the Company does not expect material changes to the value of the assets acquired or liabilities assumed in conjunction with the transaction. Specifically, the following assets and liabilities are subject to change: ● Intangible customer contracts ● Intangible customer relationships ● Deferred income tax assets and liabilities. Identifiable Intangible Assets The Company acquired intangible assets that consisted of client contracts and client relationships which had estimated fair values of $93,190 and $1,216,868, respectively. The intangible assets were measured at fair value using an income approach that discounts expected future cash flows to present value. The Company will amortize the intangible assets on a straight line basis over their expected useful lives. Identifiable intangible assets were recorded as follows: Asset Amount Life (months) Client Contracts $ 93,190 9 Client Relationships 1,216,868 53 Total $ 1,310,058 The Company exited the business in March 2017 and recorded impairment losses totaling $3,894,784 during the year ended December 31, 2016. Of this total, $1,243,430 is included in losses from discontinued operations as intangible assets in TPP with the remaining impairment related to the goodwill with NGH. The Company applied the criteria under ASC205 and determined the business was held for sale as of December 31, 2016 and shown as discontinued operations as a result.

Subsequent Events

Subsequent Events	12 Months Ended
	Dec. 31, 2017
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	NOTE 17 – SUBSEQUENT EVENTS The Company has evaluated subsequent events through the date of the filing of this report on Form 10-K. The Company is not aware of any significant events that occurred subsequent to the balance sheet date but prior to the filing of this report that would have a material impact on its consolidated financial statements, except for the following: Common Stock Issuances and Convertible Note Settlement On January 9, 2018, the Company issued 3,443,847 shares of common stock previously committed to be issued for its acquisition of Limecom, Inc. Additionally, on February 7, 2018, the Company issued a total of 11,428,572 shares of common stock previously committed to be issued for cash received during the year ended December 31, 2017. On January 12, 2018, the Company settled a convertible note payable outstanding for a cash payment of $30,000 and the issuance of 600,000 shares of common stock. The common stock carried a total value of $26,640 on the date of issuance resulting in total consideration of $56,640. There was $48,897 of principal and accrued interest of approximately $30,000 outstanding at the time of settlement. Entry into Material Service Agreements On February 15, 2018, the Company entered into Service Agreements with COMTEL DIRECT, LLC D.B.A. MSG TELCO (“MSG”) and Wiztel USA, Inc (“Wiztel”). NXGH’s Agreement with MSG will be compensated in stock for MSG supplying NXGH with up to $50 million gross revenue of wholesale telecommunications services (the “Services”) with a minimum of 2.5% margin over a 1 year period starting from date of the agreement with the possibility for an additional $50 million gross revenue of wholesale telecommunications services (the “Additional Services”) during the same 1 year term (the “Term”). If the parties have not reached $100 million in Gross Revenue upon expiration of the Term, this Agreement will automatically be extended for an additional 60 days. Any additional term extension must be agreed by both parties in writing. Either Party may terminate this Agreement with respect to a material breach incapable of cure within thirty (30) days after written notice, or if the other party (a) becomes insolvent or admits its inability to pay its debts generally as they become due; (b) becomes subject, voluntarily or involuntarily, to any proceeding under any domestic or foreign bankruptcy or insolvency law, which is not fully stayed within seven business days or is not dismissed or vacated within 45 days after filing; (c) is dissolved or liquidated or takes any corporate action for such purpose; (d) makes a general assignment for the benefit of creditors; or (e) has a receiver, trustee, custodian or similar agent appointed by order of any court of competent jurisdiction to take charge of or sell any material portion of its property or business. NXGH must continue to file its SEC 10-Q and 10-K reports. NXGH will have the right to accept or reject the telecommunications traffic provided by MSG in NXGH’s sole discretion. For the initial $50 million in Gross Revenue or any part thereof provided through MSG, NXGH will issue one (1) Restricted NXGH Common Share for each $10 in Gross Revenue on a quarterly basis during the 12 months from the Effective Date. The Parties agree that after the initial $50 million in Gross Revenue has been achieved, for the remainder of the 1 year period, Contractor will receive (1) Warrant for each $10 in Additional Gross Revenue, up to 5 million warrants of the Company. Each warrant is exercised to purchase 1 restricted NXGH common share at $0.10 per share exercisable for a period of two (2) years from the date that each warrant is issued to MSG. NXGH shall reserve a total of 10 million authorized but unissued Shares required to meet the contemplated commitment. Shares and Warrants will be deemed “restricted securities” as defined under Rule 144(a)(3) of the Securities Act of 1933, as amended. The process to calculate and deliver the shares and warrants is detailed in the agreement. Under NXGH’s Agreement with Wiztel, Wiztel will be compensated in stock for supplying NXGH with up to $50 million gross revenue of wholesale telecommunications services (the “Services”) with a minimum of 2.5% margin over a 1 year period starting from date on the agreement. Wiztel will charge NXGH a total of $10.00 for the Services in addition to the 5 million shares of restricted NXGH stock. Upon reaching the milestone of $50 million in gross revenue within 1 year, Wiztel will receive 5 million restricted shares of NXGH. Wiztel will receive the 5 million shares of NXGH restricted stock 30 days after NXGH certifies that NXGH has received the $50 million in gross revenue with a minimum of 2.5% profit within the one (1) year period. In the event that Wiztel does not provide the minimum $50 million in revenue exclusive of taxes, at a 2.5% profit to NXGH, Wiztel understands that Wiztel will only be entitled to receive a pro rata number of shares as relates to the 5 million shares of restricted NXGH common stock. That the pro rata number of shares will be determined by NXGH. Either Party may terminate this agreement with 120 days written notice. If this Agreement is terminated by NXGH without cause prior to completion of the Services but where the Services have been partially performed, Wiztel will be entitled to pro rata payment of the Compensation to the date of termination provided that there has been no breach of contract on the part of Wiztel. Entrance into Non-Binding Letter of Intent On February 26, 2018, the Company signed a non-binding letter of intent with Cima Telecom, Inc. (“Cima”) agreeing that both parties will confirm the basic terms upon which NextGroup shall move forward in the negotiation of definitive agreements to license the Knetic and Auris technology platforms owned by Cima, in exchange for equity securities in NextGroup. Cima intends to grant NextGroup a fully paid, royalty-free, world-wide, perpetual, non-sublicensable license (the “License”) to utilize the Auris and Knetic platforms and intellectual properties included in such platforms for the Financial Technology (“FINTECH”) worldwide vertical markets. The License to be granted shall be exclusive for use within the FINTECH space, which for purposes of the License shall be defined as “connecting banking and prepaid card usage. Cima will agree to not license the Platforms to any other person or entity for use within the FINTECH space. Rather, NextGroup shall have the right to grant its customers, and its customers’ end-users, access to the services provided by the platforms. NextGroup may transfer the License to any subsidiaries or affiliates provided that NextGroup shall not have the right to sell, assign, sub-license, or convey the License or Platforms to any third-parties. As consideration for the License, NextGroup intends to convey to Cima shares of capital stock of NextGroup comprising an ownership interest of twenty-five percent (25%) of the issued and outstanding equity securities of NextGroup, based upon NextGroup’s valuation of Fifty Million Dollars ($50,000,000). Prior to closing, the Company will be required to increase its authorized common stock or effect a reverse stock split to have adequate common shares to issue. Cima and NextGroup anticipate that the closing of the Transaction (the “Closing”) will take place as soon as reasonably practicable, and will work towards a Closing to occur within sixty (60) days of the execution and delivery of this Letter by the Parties. Simultaneously with the Closing, Cima will deliver the source code for the Platform to an escrow agent, to hold in escrow subject to the terms and conditions of an escrow agreement in a form acceptable to Cima (the “Escrow Agreement”). NextGroup and Cima intend to enter into a definitive purchase agreement (“Purchase Agreement”) incorporating the terms and conditions of this Letter relating to the acquisition of the Shares, and such customary representations, warranties, covenants and conditions, including indemnification provisions, confidentiality provisions, and other customary provisions for Purchase Agreements of this type which are reasonably acceptable to the parties. Cima and NextGroup intend to execute certain instruments and documents ancillary to the Purchase Agreement (the “Ancillary Documents”), which set forth and govern the rights, preferences, and restrictions relating to Cima’s ownership interest in, and the operation of, NextGroup, including, without limitation: (i) standard financial reporting and information rights; (ii) voting rights; and (iii) the right to request that the shareholders of NextGroup elect one (1) director selected by Cima to NextGroup’s board of directors (the “Board”), and if the shareholders do not elect such individual to the Board, then the right to require NextGroup’s management to present a proxy to its shareholders recommending that the director selected by Cima be elected to the Board. The Ancillary Documents may include, without limitation, an amended and restated certificate of incorporation, amended and restated by-laws, voting agreement, investors’ rights agreement, and such other documents and instruments reasonable necessary to effectuate the Transaction. NextGroup and Cima further intend to execute an exclusive license agreement (“License Agreement”), memorializing the worldwide License of the Platforms, and an agreement governing the administration of the Platforms (the “Administration Agreement”). Additionally, NextGroup and Cima intend to execute a software maintenance and support agreement (“Maintenance Agreement”, collectively, with the Escrow Agreement, License Agreement, and Administration Agreement, the “Platform Agreements”), commencing as of the Closing of the Transaction and continuing for a period of four (4) years thereafter, pursuant to which Cima will provide certain maintenance and support services to NextGroup in connection with the Platform, and NextGroup will pay Cima Three Million Five Hundred Thousand Dollars ($3,500,000), as follows: (a) year-one: Five Hundred Thousand Dollars ($500,000), paid over the second (2nd) six-month period of the year; (b) year-two: Five Hundred Thousand Dollars ($500,000); (c) year-three: One Million Dollars ($1,000,000); and (d) year-four: One Million Five Hundred Thousand Dollars ($1,500,000.00). The agreed upon maintenance and support services costs set forth above will not be increased by Cima during the term of the Maintenance Agreement. The execution and delivery of the Purchase Agreement, Ancillary Documents, and Platform Agreements are material conditions of the Transactions, and shall be delivered at Closing. The terms and conditions of the Transactions will be subject to and conditioned upon: (i) Cima’s complete and reasonable investigation and analysis of NextGroup and its businesses (the “Due Diligence Investigation”); (ii) the Parties negotiating and signing a definitive Purchase Agreement, Ancillary Documents, and Platform Documents(including any conditions set forth therein); and (iii) the Parties obtaining all third party consents and approvals, if any, necessary for Cima’s acquisition or receipt of the Shares (“Third Party Consents”). Each party hereto will bear its own costs and expenses in connection with the transactions contemplated in this transaction, including the costs and expenses of accountants, lawyers and advisors.

Summary of Significant Accoun25

Summary of Significant Accounting Policies and Basis of Presentation (Policies)	12 Months Ended
	Dec. 31, 2017
Summary of Significant Accounting Policies and Basis of Presentation [Abstract]
Basis of Presentation	Basis of Presentation This summary of accounting policies for Next Group Holdings, Inc. is presented to assist in understanding the Company’s financial statements. The Company uses the accrual basis of accounting and accounting principles generally accepted in the United States of America (“US GAAP” accounting) and have been consistently applied in the preparation of the consolidated financial statements.
Principals of Consolidation	Principals of Consolidation The consolidated financial statements are prepared in accordance with US GAAP. The consolidated financial statements of the Company include the Company and its wholly-owned and majority-owned subsidiaries. All inter-company balances and transactions have been eliminated.
Reclassification of Prior Year Presentation	Reclassification of Prior Year Presentation Certain prior year amounts have been reclassified for consistency with the current period presentation. These reclassifications had no effect on the reported results of operations.
Use of Estimates	Use of Estimates The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and certain revenues and expenses and disclosure of contingent assets and liabilities as of the date of the financial statements. Actual results could differ from those estimates. Estimates are used when accounting for allowances for bad debts, collectability of loans receivable, potential impairment losses of the capitalized license fee, impairment of goodwill, impairment of intangible assets, fair value of stock based compensation and fair value calculations related to embedded derivative features of outstanding convertible notes payable and other financial instruments.
Cash	Cash For purposes of the statements of cash flows, the Company considers all highly liquid debt instruments purchased with a maturity of three months or less to be cash equivalents to the extent the funds are not being held for investment purposes. The Company held no cash equivalents as of December 31, 2017 or 2016. As of December 31, 2017 and 2016, the Company did not hold cash with any one financial institution in excess of the FDIC insured limit of $250,000.
Investments	Investments During the year ended December 31, 2017, the Company acquired 50,000 shares of common stock of Green Spirit Industries, a publicly held company, as a referral fee. The total value of the common shares was recorded as other income using the price of the common stock as quoted on Nasdaq on the date received resulting in other income of $550,000. At December 31, 2017, the Company marked the value of the shares to fair value resulting in an unrealized loss of $300,000 being recorded as other comprehensive loss for the year ended December 31, 2017. The fair value of the common shares, as quoted by Nasdaq, as of December 31, 2017 was $250,000.
Revenue recognition	Revenue recognition The Company follows paragraph 605-10-S99 of the FASB Accounting Standards Codification
Business Segments	Business Segments The Company operates in a single business segment in telecommunications.
Property and Equipment	Property and Equipment Property and equipment are stated at cost less accumulated depreciation and amortization. The Company provides for depreciation and amortization using the straight-line method over the estimated useful lives of the related assets, which range from three to five years.
Goodwill and Intangible Assets	Goodwill and Intangible Assets Goodwill represents the excess cost over the fair value of the assets of an acquired business. Goodwill and intangible assets acquired in a business combination accounted for as a purchase and determined to have an indefinite useful life are not amortized but are tested for impairment at least annually. Intangible assets with estimable useful lives are amortized over their respective estimated useful lives to their estimated residual values and reviewed periodically for impairment. The Company evaluates the possible impairment of goodwill annually as part of its reporting process for the fourth quarter of each fiscal year. The Company determines the fair value of each subsidiary the goodwill relates to and compares the fair value to the carrying amount of the subsidiary. To the extent the carrying amount of the subsidiary exceeds the fair value of it, an impairment loss is recorded. Amortization of intangible assets for each of the next five years and thereafter is expected to be as follows: Year ended December 31, 2018 $ 428,571 2019 428,571 2020 428,571 2021 428,571 2022 428,571 Thereafter 792,902 Total $ 2,935,757 Amortization expense was $71,429 and $0 for the years ended December 31, 2017 and 2016, respectively. Amortization expense for each period is included in cost of revenue.
Impairment of Long-Lived Assets	Impairment of Long-Lived Assets In accordance with ASC Topic 360, formerly SFAS No. 144, Accounting for the Impairment or Disposal of Long-Lived Assets,
Non-Controlling Interest	Non-Controlling Interest The Company reports the non-controlling interest in its majority owned subsidiaries in the consolidated balance sheets within the stockholders’ deficit section, separately from the Company’s stockholders’ deficit. Non-controlling interest represents the non-controlling interest holders’ proportionate share of the equity of the Company’s majority-owned subsidiaries. Non-controlling interest is adjusted for the non-controlling interest holders’ proportionate share of the earnings or losses and other comprehensive income (loss) and the non-controlling interest continues to be attributed its share of losses even if that attribution results in a deficit non-controlling interest balance.
Derivative Liabilities and Fair Value of Financial Instruments	Derivative Liabilities and Fair Value of Financial Instruments Fair value accounting requires bifurcation of embedded derivative instruments such as conversion features in convertible debt or equity instruments and measurement of their fair value for accounting purposes. In assessing the convertible debt instruments, management determines if the convertible debt host instrument is conventional convertible debt and further if there is a beneficial conversion feature requiring measurement. If the instrument is not considered conventional convertible debt under ASC 470, the Company will continue its evaluation process of these instruments as derivative financial instruments under ASC 815. Once determined, derivative liabilities are adjusted to reflect fair value at each reporting period end, with any increase or decrease in the fair value being recorded in results of operations as an adjustment to fair value of derivatives. Fair value of certain of the Company’s financial instruments including cash, accounts receivable, account payable, accrued expenses, notes payables, and other accrued liabilities approximate cost because of their short maturities. The Company measures and reports fair value in accordance with ASC 820, “Fair Value Measurements and Disclosure” defines fair value, establishes a framework for measuring fair value in accordance with generally accepted accounting principles and expands disclosures about fair value investments. Fair value, as defined in ASC 820, is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value of an asset should reflect its highest and best use by market participants, principal (or most advantageous) markets, and an in-use or an in-exchange valuation premise. The fair value of a liability should reflect the risk of nonperformance, which includes, among other things, the Company’s credit risk. Valuation techniques are generally classified into three categories: the market approach; the income approach; and the cost approach. The selection and application of one or more of the techniques may require significant judgment and are primarily dependent upon the characteristics of the asset or liability, and the quality and availability of inputs. Valuation techniques used to measure fair value under ASC 820 must maximize the use of observable inputs and minimize the use of unobservable inputs. ASC 820 also provides fair value hierarchy for inputs and resulting measurement as follows: Level 1: Quoted prices (unadjusted) in active markets that are accessible at the measurement date for identical assets or liabilities. Level 2: Quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability; and inputs that are derived principally from or corroborated by observable market data for substantially the full term of the assets or liabilities; and Level 3: Unobservable inputs for the asset or liability that are supported by little or no market activity, and that are significant to the fair values. Fair value measurements are required to be disclosed by the Level within the fair value hierarchy in which the fair value measurements in their entirety fall. Fair value measurements using significant unobservable inputs (in Level 3 measurements) are subject to expanded disclosure requirements including a reconciliation of the beginning and ending balances, separately presenting changes during the period attributable to the following: (i) total gains or losses for the period (realized and unrealized), segregating those gains or losses included in earnings, and a description of where those gains or losses included in earning are reported in the statement of income. The Company records a debt discount related to the issuance of convertible debts that have conversion features at adjustable rates. The debt discount for the convertible instruments is recognized and measured by allocating a portion of the proceeds as an increase in additional paid-in capital and as a reduction to the carrying amount of the convertible instrument equal to the fair value of the conversion features. The debt discount will be accreted by recording additional non-cash gains and losses related to the change in fair values of derivative liabilities over the life of the convertible notes. Except as discussed in Note 8 – Derivative Liabilities Note 12 – Stockholders’ Equity,
Income Taxes	Income Taxes Income taxes are accounted for under the assets and liability method. Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carry forwards. Deferred tax assets and liabilities are measured using enacted tax rates in effect for the year in which those temporary differences are expected to be recovered or settled. Use of net operating loss carry forwards for income tax purposes may be limited by Internal Revenue Code section 382 if a change of ownership occurs.
Net Loss Per Basic and Diluted Common Share	Net Loss Per Basic and Diluted Common Share Basic loss per share is calculated by dividing the Company’s net loss applicable to common shareholders by the weighted average number of common shares during the period. Diluted earnings per share is calculated by dividing the Company’s net income available to common shareholders by the diluted weighted average number of shares outstanding during the year. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted for any potentially dilutive debt or equity. At December 31, 2017, the Company had two outstanding convertible notes payable with conversion rights that are exercisable. The amount of outstanding principal on these convertible notes total $48,897 plus accrued interest of $35,136 for total convertible debts as of December 31, 2017 of $84,033 representing 7,932,584 new dilutive common shares if converted at the applicable rates. Additionally, the Company had common stock subscriptions totaling $400,000 representing an additional 11,428,572 common shares and 34,852,226 common shares committed but not yet issued. The effects of these notes, common shares subscribed and common shares committed have been excluded as the conversion would be anti-dilutive due to the net loss incurred in the year ended December 31, 2017. At December 31, 2016, the Company had fifteen outstanding convertible notes payable with conversion rights that are exercisable. The remaining convertible notes outstanding at December 31, 2016 were not convertible until six months after issuance, or January 2017. The amount of outstanding principal on these convertible notes total $1,056,897 plus accrued interest of $202,068 for total convertible debts as of December 31, 2016 of $1,258,965 representing 75,347,762 new dilutive common shares if converted at the applicable rates. The effects of these notes have been excluded as the conversion would be anti-dilutive due to the net loss incurred in the period presented.
Dividends	Dividends The Company has not adopted any policy regarding payment of dividends. No dividends have been paid during any of the periods shown. As discussed in the 8K filed on May 18, 2016, the Company declared a special dividend on its outstanding common stock of one share of Class D Redeemable Preferred Stock. Pursuant to the dividend, the special stock dividend will be distributed to owners of the Company’s common stock as of the record date in a ratio of one share of Class D Redeemable Preferred Stock common stock for every 1 share of common stock owned as of the record date. The Company originally had set the record date as June 10, 2016 but was later modified to July 22, 2016. The Class D Preferred Stock must be redeemed within six months within six (6) months (or as soon thereafter as permitted by law) following final resolution of the Corporation’s affiliates lawsuit against ViberMedia, Inc. (Next Communications, Inc. and Nxtgn, Inc. v. Viber Media, Inc.) which is, as of the date of this filing, pending in U.S. District Court for the Southern District of New York or any successor or other lawsuit relating to the subject matter thereof in which the Corporation (or any successor-in-interest) is named as a plaintiff (the “Lawsuit”). The Designation fixes the redemption price of each share of class D Preferred stock as the greater of par value or the amount obtained by dividing (a) 9.03 percent of the net proceeds to the Corporation of the Lawsuit after payment of fees and expenses incurred in connection with such law suit and the resolution of any creditor claims against Next Communications and all taxes on net income accrued or paid with respect to such amount, by (b) the total number of shares of Class D Preferred stock issued and outstanding as of the Redemption Date, which amount shall be rounded to the nearest whole cent. The Company has accrued common stock dividends payable of $30,000 of December 31, 2017 and 2016.
Advertising Costs	Advertising Costs The Company’s policy regarding advertising is to expense advertising when incurred. The Company incurred $28,295 and $7,797 of advertising costs during the years ended December 31, 2017 and 2016, respectively.
Stock-Based Compensation	Stock-Based Compensation The Company accounts for equity instruments issued to parties other than employees for acquiring goods or services under guidance of subtopic 505-50 of the FASB Accounting Standards Codification (“Sub-topic 505-50”) and subtopic 718-20 for awards classified as equity to employees.
Related Parties	Related Parties The registrant follows subtopic 850-10 of the FASB Accounting Standards Codification for the identification of related parties and disclosure of related party transactions. Pursuant to Section 850-10-20 the Related parties include (a) affiliates of the registrant; (b) entities for which investments in their equity securities would be required, absent the election of the fair value option under the Fair Value Option Subsection of Section 825–10–15, to be accounted for by the equity method by the investing entity; (c) trusts for the benefit of employees, such as pension and profit-sharing trusts that are managed by or under the trusteeship of management; (d) principal owners of the registrant; (e) management of the registrant; (f) other parties with which the registrant may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests; and (g) Other parties that can significantly influence the management or operating policies of the transacting parties or that have an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests. The financial statements shall include disclosures of material related party transactions, other than compensation arrangements, expense allowances, and other similar items in the ordinary course of business. However, disclosure of transactions that are eliminated in the preparation of consolidated or combined financial statements is not required in those statements. The disclosures shall include: (a) the nature of the relationship(s) involved; (b) description of the transactions, including transactions to which no amounts or nominal amounts were ascribed, for each of the periods for which income statements are presented, and such other information deemed necessary to an understanding of the effects of the transactions on the financial statements; (c) the dollar amounts of transactions for each of the periods for which income statements are presented and the effects of any change in the method of establishing the terms from that used in the preceding period; and (d) amounts due from or to related parties as of the date of each balance sheet presented and, if not otherwise apparent, the terms and manner of settlement.
Accounts receivable	Accounts Receivable Accounts receivable balances are established for amounts owed to the Company from its customers from the sales of services and products. The Company closely monitors the collectability of outstanding accounts receivable and provides an allowance for doubtful accounts based on estimated collections of outstanding amounts. There was an allowance for doubtful accounts of $20,000 and $8,000 as of December 31, 2017 and 2016.
Accounts Receivable Factoring	Accounts Receivable Factoring Limecom executed a factoring and security agreement with a financial institution on June 22, 2017, whereby it sells certain of its accounts receivable in exchange for cash. These factoring transactions qualify for sales treatment in accordance with FASB ASC 860, Transfers and Servicing. Upon purchase of the accounts receivable, the Company shall be deemed to have sold, transferred, assigned, set over and conveyed to the financial institution, without recourse except as expressly stated in the agreement, all of the Company’s right, title and interest in and to the purchased accounts receivable. Purchases have an initial gross liquidation advance rate of 90%, up to a maximum cumulative outstanding face amount of $4,000,000. The initial discount fee is 2.1%, and an additional 0.85% of certain receivables. The Company has a credit insurance policy covering all factored accounts receivable, under which the financial institution is the beneficiary on the policy if default were to occur.
Loans Receivable	Loans Receivable The Company carries loans receivable for unsecured amounts lent to unrelated and related parties. The balance due to the Company is monitored for collectability. An allowance for uncollectible loans is established based on the estimated collectability of outstanding loans.
License Fee	License Fee On June 30, 2015 the Company entered into an agreement with a certain vendor whereby it obtained a license to market and distribute certain closed loop general purpose reloadable debit cards for an initial term of three years. The Company remitted $250,000 as a license fee in connection with the agreement which it is recognizing over the initial term of the agreement on a straight line basis. The unamortized balance of the license fee was $34,722 and $118,056 as of December 31, 2017 and 2016, respectively.
Finance Deposit	Finance Deposit During December 2015, the Company made a deposit with a financial advisory firm as part of an agreement executed at that time. The agreement was cancelled soon thereafter within the cancellation period that would allow for a refund of the deposit made. However, the Company had not yet received the refund by the due date and the asset was written to $0. The Company carried a current asset of $0 and $25,000 as of December 31, 2017 and 2016 reflecting the amount of deposit anticipated to be received.
Recently Issued Accounting Standards	Recently Issued Accounting Standards In March 2016, the FASB issued ASU 2016-09, “Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting ” In January 2017, the FASB issued ASU 2017-04, “ Intangibles—Goodwill and Other (Topic 350), Simplifying the Test for Goodwill Impairment”. In January 2017, the FASB issued ASU 2017-01, “ Business Combinations (Topic 805): Clarifying the Definition of a Business, In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers (Topic 606),” which amends the guidance in ASC 605, “Revenue Recognition.” The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods or services. The Company adopted this standard on January 1, 2018 and did not have an impact on the Company’s revenue recognition practices. In April 2016, the FASB issued ASU 2016-10, “Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing” (“ASU 2016-10”). The amendments in this update clarify the following two aspects to Topic 606: identifying performance obligations and the licensing implementation guidance, while retaining the related principles for those areas. The entity first identifies the promised goods or services in the contract and reduces the cost and complexity. An entity evaluates whether promised goods and services are distinct. Topic 606 includes implementation guidance on determining whether an entity’s promise to grant a license provides a customer with either a right to use the entity’s intellectual property (which is satisfied at a point in time) or a right to access the entity’s intellectual property (which is satisfied over time). The Company evaluated the impacts of ASU 2016-10 and determined it did not have an impact on the Company’s revenue recognition practices. In February 2016, the FASB issued ASU 2016-02, “Leases (Topic 842),” which supersedes the guidance in ASC 840, “Leases.” The purpose of the new standard is to improve transparency and comparability related to the accounting and reporting of leasing arrangements. The guidance will require balance sheet recognition for assets and liabilities associated with rights and obligations created by leases with terms greater than twelve months. The guidance is effective for fiscal years beginning after December 15, 2018, including interim periods within those years. Modified retrospective application is required. Early adoption is permitted. The Company does not expect the standard to have a material impact on its consolidated balance sheets or consolidated statements of operations. In January 2016, FASB issued ASU 2016-01, Financial Instruments - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities (“ASU 2016-01”). The update provides guidance to improve certain aspects of recognition, measurement, presentation, and disclosure of financial instruments. The standard is effective for fiscal years beginning after December 15, 2018. Early adoption by public companies for fiscal years or interim periods that have not yet been issued or, by all other entities, that have not yet been made available for issuance of this guidance are permitted as of the beginning of the fiscal year of adoption, under certain restrictions. The Company is required to apply the guidance by means of a cumulative-effect adjustment to the balance sheet as of the beginning of the fiscal year of adoption. The guidance related to equity securities without readily determinable fair values should be applied prospectively to equity investments that exist at the date of adoption. The Company anticipates adopting this update in the first quarter of the year ending December 31, 2018 and is currently evaluating the impact on the Company’s financial statements. On August 26, 2016, the FASB issued Accounting Standards Update (ASU) 2016-15, Classification of Certain Cash Receipts and Cash Payments, seeking to eliminate diversity in practice related to how certain cash receipts and cash payments are presented and classified in the statement of cash flows. The amendments in ASU 2016-15 address eight specific cash flow issues and apply to all entities, including both business entities and not-for-profit entities that are required to present a statement of cash flows under FASB Accounting Standards Codification (FASB ASC) 230, Statement of Cash Flows. The amendments in ASU 2016-15 are effective for public business entities for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted, including adoption in an interim period. The Company has adopted this standard and did not have an impact on the Company’s presentation of the consolidated statements of cash flows. On May 10, 2017, The FASB issued Accounting Standards Update (ASU) 2017-09, Scope of Modification Accounting, which amends the scope of modification accounting for share-based payment arrangements, provides guidance on the types of changes to the terms of conditions of share-based payment awards to which an entity would be required to apply modification accounting under ASC 718. For all entities, ASU 2017-09 is effective to annual reporting periods, including interim periods within those annual reporting periods, beginning after December 15, 2017. Early adoption is permitted, including adoption in any interim period. The Company does not anticipate this standard to have an impact on its accounting practices. Other accounting standards that have been issued or proposed by the FASB or other standards-setting bodies that do not require adoption until a future date are not expected to have a material impact on our financial statements upon adoption.

Summary of Significant Accoun26

Summary of Significant Accounting Policies and Basis of Presentation (Tables)	12 Months Ended
	Dec. 31, 2017
Summary of Significant Accounting Policies and Basis of Presentation [Abstract]
Schedule of amortization of intangible assets	Year ended December 31, 2018 $ 428,571 2019 428,571 2020 428,571 2021 428,571 2022 428,571 Thereafter 792,902 Total $ 2,935,757

Discontinued Operations (Tables

Discontinued Operations (Tables)	12 Months Ended
	Dec. 31, 2017
Discontinued Operations [Abstract]
Schedule of financial position of discontinued operations	December 31, December 31, Cash (restricted and unrestricted) $ - $ 7,163 Accounts receivable - 42,267 Prepaid expenses - 10,891 Notes receivable - 83,353 Equipment, net of accumulated depreciation - 82,210 Net current assets of discontinued operations $ - $ 225,884 December 31, December 31, Accounts payable $ - $ 1,996,039 Deferred revenue - 48,585 Loans payable - 392,096 Net current liabilities of discontinued operations $ - $ 2,436,720
Schedule of operations of discontinued operations	For the Year Ended 2017 2016 Revenues $ - $ 207,053 Operating expenses: Loss on disposal of business 327,800 - Other general and administrative - 592,939 Impairment loss - 1,243,430 Loss from discontinued operations $ 327,800 $ 1,629,316

Notes Payable and Convertible28

Notes Payable and Convertible Notes Payable (Tables)	12 Months Ended
	Dec. 31, 2017
Notes Payable and Convertible Notes Payable [Abstract]
Summary of convertible notes payable activity	Holder Issue Date Due Date Original Principal Balance, December 31, Advances Penalties Accrued Repayments Conversions to Common Stock Balance, December 31, Noteholder 1 11/25/2015 11/24/2016 $ 82,500 $ 82,500 $ - $ - $ (46,529 ) $ (35,971 ) $ - Noteholder 1 12/21/2015 12/21/2016 27,000 27,000 - - (27,000 ) - - Noteholder 1 1/15/2016 1/15/2017 131,250 131,250 - - - (131,250 ) - Noteholder 1 3/8/2016 3/8/2017 50,000 50,000 - - (50,000 ) - - Noteholder 1 4/11/2016 4/11/2017 82,500 82,500 - - - (82,500 ) - Noteholder 1 4/11/2016 4/11/2017 82,500 82,500 - - - (82,500 ) - Noteholder 1 4/11/2016 4/11/2017 82,500 82,500 - - - (82,500 ) - Noteholder 1 5/16/2016 5/16/2017 100,000 100,000 - 10,000 - (110,000 ) - Noteholder 1 7/22/2016 7/22/2017 50,000 50,000 - 5,000 - (55,000 ) - Noteholder 1 8/2/2016 8/2/2017 50,000 50,000 - 106,471 - (156,471 ) - Noteholder 2 11/20/2015 11/20/2016 37,000 37,000 - - - (37,000 ) - Noteholder 3 3/8/2016 3/8/2017 50,000 14,000 - - (14,000 ) - - Noteholder 3 5/16/2016 5/16/2017 100,000 100,000 - - (22,500 ) (77,500 ) - Noteholder 3 7/22/2016 7/22/2017 50,000 50,000 - 33,500 (23,500 ) (60,000 ) - Noteholder 3 3/8/2016 3/8/2017 25,000 25,000 - - - (25,000 ) - Noteholder 4 1/19/2016 1/15/2017 131,250 131,250 - 55,432 (60,000 ) (126,682 ) - Noteholder 4 3/9/2016 3/8/2017 50,000 50,000 - - - (50,000 ) - Noteholder 5 11/9/2015 11/9/2016 100,000 61,397 - - - (12,500 ) 48,897 Noteholder 6 11/2/2016 11/2/2017 52,500 52,500 - - - (52,500 ) - Noteholder 7 1/2/2017 8/2/2017 70,000 - 70,000 - - (70,000 ) - Totals $ 1,404,000 $ 1,259,397 $ 70,000 210,403 $ (243,529 ) $ (1,247,374 ) $ 48,897 Holder Issue Date Due Date Original Principal Balance, December 31, 2015 Advances Conversions to Common Stock Balance, December 31, 2016 Noteholder 1 8/12/2015 8/12/2016 $ 82,500 $ 82,500 $ - $ (82,500 ) $ - Noteholder 1 9/21/2015 9/21/2016 72,450 72,450 14,490 (86,940 ) - Noteholder 1 10/15/2015 10/15/2016 82,500 82,500 - (82,500 ) - Noteholder 1 11/25/2015 11/24/2016 82,500 82,500 - - 82,500 Noteholder 1 12/21/2015 12/21/2016 27,000 27,000 - - 27,000 Noteholder 1 1/15/2016 1/15/2017 131,250 - 131,250 - 131,250 Noteholder 1 3/8/2016 3/8/2017 50,000 - 50,000 - 50,000 Noteholder 1 4/11/2016 4/11/2017 82,500 - 82,500 - 82,500 Noteholder 1 4/11/2016 4/11/2017 82,500 - 82,500 - 82,500 Noteholder 1 4/11/2016 4/11/2017 82,500 - 82,500 - 82,500 Noteholder 1 5/16/2016 5/16/2017 100,000 - 100,000 - 100,000 Noteholder 1 7/22/2016 7/22/2017 50,000 - 50,000 - 50,000 Noteholder 1 8/2/2016 8/2/2017 50,000 - 50,000 - 50,000 Noteholder 2 7/27/2015 7/27/2016 37,000 37,000 - (37,000 ) - Noteholder 2 11/20/2015 11/20/2016 37,000 37,000 - - 37,000 Noteholder 3 11/9/2015 11/9/2016 75,000 75,000 - (75,000 ) - Noteholder 3 3/8/2016 3/8/2017 50,000 - 50,000 (36,000 ) 14,000 Noteholder 3 5/16/2016 5/16/2017 100,000 - 100,000 - 100,000 Noteholder 3 7/22/2016 7/22/2017 50,000 - 50,000 - 50,000 Noteholder 3 3/8/2016 3/8/2017 25,000 - 25,000 - 25,000 Noteholder 4 1/19/2016 1/15/2017 131,250 - 131,250 - 131,250 Noteholder 4 3/9/2016 3/8/2017 50,000 - 50,000 - 50,000 Noteholder 5 11/9/2015 11/9/2016 100,000 100,000 - (38,603 ) 61,397 Noteholder 6 11/2/2016 11/2/2017 52,500 - 52,500 - 52,500 Noteholder 7 11/9/2015 11/9/2016 25,000 25,000 - (25,000 ) - Totals $ 1,708,450 $ 620,950 $ 1,101,990 $ (463,543 ) $ 1,259,397

Derivative Liabilities (Tables)

Derivative Liabilities (Tables)	12 Months Ended
	Dec. 31, 2017
Derivative Liabilities [Abstract]
Summary of outstanding derivative liabilities	Holder Derivative Balance Noteholder 5 $ 212,381 Option Holder 361,749 Total $ 574,130 Holder Derivative Balance Noteholder 1 65,805 Noteholder 1 21,481 Noteholder 1 104,689 Noteholder 1 39,882 Noteholder 1 48,388 Noteholder 1 48,388 Noteholder 1 48,388 Noteholder 1 68,211 Noteholder 2 29,437 Noteholder 3 12,205 Noteholder 3 68,211 Noteholder 3 19,941 Noteholder 4 104,689 Noteholder 4 39,882 Noteholder 5 290,434 Option Holder 200,250 Total $ 1,210,281
Schedule of value embedded derivative liabilities	Year ended December 31, 2017 Expected volatility 178% - 334 % Expected term .01 - 2.25 years Risk free rate 0.97% - 1.89 % Forfeiture rate 0 % Expected dividend yield 0 % Year ended December 31, 2016 Expected volatility 155% - 871 % Expected term .19 - 2.54 years Risk free rate 0.51% - 1.47 % Forfeiture rate 0 % Expected dividend yield 0 %
Schedule of changes in derivative liabilities	Fair Value of Embedded Derivative Liabilities: Balance, December 31, 2016 $ 1,210,281 Initial measurement of derivative liabilities on new convertible notes payable 328,932 Change in fair value 831,341 Reclassification due to conversion (1,796,424 ) Balance, December 31, 2017 $ 574,130 Fair Value of Embedded Derivative Liabilities: Balance, December 31, 2015 $ - Acquired in reverse recapitalization 1,236,007 Initial measurement of derivative liabilities on new convertible notes payable and options issued 1,919,043 Change in fair value (1,217,271 ) Reclassification due to conversion (727,498 ) Balance, December 31, 2016 $ 1,210,281

Stock Options (Tables)

Stock Options (Tables)	12 Months Ended
	Dec. 31, 2017
Stock Options [Abstract]
Schedule of stock option activity	Shares Weighted- Outstanding, December 31, 2016 17,500,000 $ 0.180 Granted 21,613,142 0.108 Exercised - - Forfeited (7,500,000 ) (0.180 ) Expired - - Outstanding, December 31, 2017 31,613,142 $ 0.131 Shares Weighted- Outstanding, December 31, 2015 - $ - Granted 18,500,000 0.224 Exercised - - Forfeited (1,000,000 ) 1.00 Expired - - Outstanding, December 31, 2016 17,500,000 $ 0.180
Schedule of information regarding outstanding and exercisable options	The following table discloses information regarding outstanding and exercisable options at December 31, 2017: Outstanding Exercisable Exercise Number of Weighted Average Weighted Average Number of Weighted Average $ 0.18 17,500,000 $ 0.18 2.83 10,833,334 $ 0.18 0.07 14,113,142 .07 2.49 14,113,142 0.07 31,613,142 $ 0.131 2.66 24,946,476 $ 0.118 The following table discloses information regarding outstanding and exercisable options at December 31, 2016: Outstanding Exercisable Exercise Number of Weighted Average Weighted Average Number of Weighted Average $ 0.18 17,500,000 $ 0.18 3.48 10,833,334 $ 0.18 17,500,000 $ 0.18 3.48 10,833,334 $ 0.18
Schedule of compensation cost of stock options	December 31, 2017 Expected term of options granted 3 years Expected volatility range 885 % Risk-free interest rate 1.36 % Expected dividend yield 0 % December 31, 2016 Expected term of options granted 0 - 5 years Expected volatility range 778 - 850 % Range of risk-free interest rates 0.82 - 1.41 % Expected dividend yield 0 %

Related Party Transactions (Tab

Related Party Transactions (Tables)	12 Months Ended
	Dec. 31, 2017
Related Party Transactions [Abstract]
Summary of related party balance	Related party receivable December 31, December 31, (a) Glocal Card Services $ 36,000 $ 36,000 Total Due from related parties $ 36,000 $ 36,000 Related party payables, net of discounts December 31, December 31, (b) Due to Next Communications, Inc. (current) $ 2,919,615 $ 2,961,271 (c) Due to Asiya Communications SAPI de C.V. (current) 5,998 95,120 (d) Michael DePrado (current) 99,604 99,604 (e) Orlando Taddeo, net of discount of $72,069 (long term, due on July 21, 2019) 2,535,601 - (f) Next Cala 360 (current) 7,350 - Total Due from related parties $ 5,568,168 $ 3,155,995 (a) Glocal Card Services is our partner in the Glocal Joint Venture (b) Next Communication, Inc. is a corporation in which our Chief Executive Officer holds a controlling interest and serves as the Chief Executive Officer (c) Asiya Communications SAPI de C.V.is a telecommunications company organized under the laws of Mexico, in which our Chief Executive Officer holds a substantial interest and is involved in active management. (d) Michael DePrado is our Chief Operating Officer (e) Amount due to Orlando Taddeo from the acquisition of Limecom (f) Next Cala 360, is a Florida corporation established and managed by our Chief Executive Officer.
Schedule of generated revenues from related parties	For the Year Ended 2017 2016 Next Communications $ 343,241 $ - Asiya Communications SAPI de C.V. 672,224 142 Next Cala 360 3,793 16,874 Total $ 1,019,258 $ 17,016

Accounts Payable and Accrued 32

Accounts Payable and Accrued Liabilities (Tables)	12 Months Ended
	Dec. 31, 2017
Accounts Payable and Accrued Liabilities [Abstract]
Schedule of accounts payable and accrued liabilities	December 31, December 31, Trade payables $ 5,067,841 $ 851,339 Settlements payable 892,431 - Accrued expenses 699,786 133,892 Accrued interest 40,955 209,771 Accrued salaries and wages 329,037 135,787 Total $ 7,030,050 $ 1,330,789

Stockholders' Equity (Tables)

Stockholders' Equity (Tables)	12 Months Ended
	Dec. 31, 2017
Stockholders' Equity [Abstract]
Summary of common stock activity	Summary of common stock activity for the year ended December 31, 2016 Outstanding shares Balance, December 31, 2015 177,539,180 Recapitalization 44,784,795 Share rescission (4,000,000 ) Shares issued for services 9,274,959 Shares issued as repayment of loan (a) 450,000 Shares issued for acquisition 10,000,000 Shares issued for conversion of convertible notes payable and accrued interest (b) 8,747,243 Balance, December 31, 2016 246,796,177 (a) Shares issued as repayment of outstanding loan principal of $13,260. The lender did not have conversion rights to convert the principal to common stock. However, the lender agreed to accept shares in lieu of cash repayment. (b) Shares issued in connection with outstanding convertible notes payable and convertible accrued interest on convertible notes payable in accordance with contractual terms of noteholders as discussed in Note 7 – Notes Payable and Convertible Notes Payable. Summary of common stock activity for the year ended December 31, 2017 Outstanding shares Balance, December 31, 2016 246,796,177 Shares issued for services 3,250,000 Shares issued committed to be issued during prior year 800,400 Shares issued for acquisition 38,000,000 Shares issued for cash 2,500,000 Shares issued for conversion of convertible notes payable and accrued interest (a) 50,772,335 Balance, December 31, 2017 342,118,912 (a) Shares issued in connection with outstanding convertible notes payable and convertible accrued interest on convertible notes payable in accordance with contractual terms of noteholders as discussed in Note 7 – Notes Payable and Convertible Notes Payable
Summary of fair value measurement stock based liabilities	Number of Common Shares and Common Share Equivalents Fair Value Common stock to be issued (1) 34,852,226 $ 2,021,429 Options to purchase common stock (2) 24,113,142 941,843 Totals 58,965,368 $ 2,963,272 (1) Includes 13,804,809 common shares committed to be issued in connection with our acquisition of Limecom as discussed in Note 1 Organization and Description of Business. (2) Excludes 7,500,000 options with ratchet pricing features included in derivative liabilities
Schedule of total common stock and common stock equivalents in excess authorized	Committed shares beyond authorized 28,399,170 Stock options granted 31,613,142 Convertible notes payable and accrued interest 7,932,584 Total 67,944,896

Income Taxes (Tables)

Income Taxes (Tables)	12 Months Ended
	Dec. 31, 2017
Income Taxes [Abstract]
Schedule of sources and tax effects of the differences for the periods	Year Ended December 31, 2017 2016 Income tax provision at the federal statutory rate 34.00 % 34.00 % Effect of permanent differences between book and tax net losses (50.50 )% (30.26 )% Change in valuation allowance 96.70 % (7.31 )% Change in federal income tax rate (21.30 )% - % Other 2.90 % - % State taxes, net of federal benefit (1.80 )% 3.57 % Effect on operating losses 60.00 % 0.00 %
Schedule of net deferred tax assets	December 31, 2017 2016 Deferred Tax Assets: Net operating loss carry forward $ 969,140 $ 629,633 Depreciation and gains on fixed asset disposals 437 - Non-deductible changes in compensation costs 72,952 - Stock option expense 568,352 - Gain on fair value measurement of outstanding equity awards (125,914 ) - Amortization of intangible assets (742,393 ) - Valuation allowance (742,574 ) (629,633 ) Net deferred tax asset - -

Acquisitions (Tables)

Acquisitions (Tables)	12 Months Ended
	Dec. 31, 2017
Limecom [Member]
Business Acquisition [Line Items]
Schedule of net liabilities assumed	Cash $ 139,421 Accounts receivable 13,488,194 Accounts receivable, related party 370,028 Other receivable 207,642 Prepaid expenses and other current assets 927,398 Website 7,187 Related party receivable 120,000 Accounts payable and accrued liabilities (13,713,901 ) Accounts payable, related party (685,892 ) Deferred tax liability (1,087,096 ) Other long term liabilities (179,996 ) Net liabilities assumed (407,015 ) Fair value of shares issued and committed to be issued 1,295,120 Initial cash payable 920,670 Note payable, net of discount of $96,092 1,710,908 Total consideration 3,926,698 Identifiable intangible assets (3,000,000 ) Goodwill recorded $ 1,333,713
Schedule of identifiable intangible assets	Asset Amount Life (months) Client relationships $ 3,000,000 84 Total $ 3,000,000 84
Schedule of pro forma information	For the Year Ended 2017 2016 Revenue $ 130,987,515 $ 125,984,453 Cost of revenue 125,392,733 123,837,526 Gross margin 5,594,782 2,146,927 Operating expenses 6,224,733 10,189,571 Loss from operations (629,951 ) (8,042,644 ) Other expense (211,942 ) (484,951 ) Net loss before income tax benefit $ (841,893 ) $ (8,527,595 ) Net loss per share, basic and diluted $ (0.00 ) $ (0.04 )
Tel3 [Member]
Business Acquisition [Line Items]
Schedule of net liabilities assumed	Cash $ 45,235 Prepaid expenses 6,728 Accounts payable (76,294 ) Customer deposits (755,806 ) Net liabilities assumed (780,137 ) Cash paid 10 Total consideration 10 Excess recorded as a reduction of additional paid-in capital $ 780,147
Schedule of pro forma information	Year ended December 31, 2016 2015 Revenue $ 2,491,082 $ 3,372,919 Cost of sales 2,157,492 2,509,979 Gross margin 333,590 862,940 Operating expenses 8,134,108 1,971,263 Loss from operations (7,800,518 ) (1,108,323 ) Other income (534,760 ) 30,000 Net loss $ (8,335,278 ) $ (1,078,323 ) Net loss per share, basic and diluted $ (0.04 ) $ (0.01 )
Transaction Processing Products, Inc. [Member]
Business Acquisition [Line Items]
Schedule of net liabilities assumed	Cash $ 43,583 Restricted cash 44,654 Accounts receivable 61,391 Inventory 2,214 Prepaid expenses and other current assets 9,435 Equipment 123,013 Note receivable 83,353 Accounts payable (1,741,858 ) Notes payable (418,697 ) Net liabilities assumed (net of $5.2 million intercompany payable / receivable acquired) (1,792,912 ) Fair value of shares issued 1,270,000 Fair value of options issued 898,490 Cash paid 10 Total consideration 2,168,500 Identifiable intangible assets 1,310,058 Goodwill recorded $ 2,651,354
Schedule of identifiable intangible assets	Asset Amount Life (months) Client Contracts $ 93,190 9 Client Relationships 1,216,868 53 Total $ 1,310,058

Organization and Description 36

Organization and Description of Business (Details)	Dec. 06, 2017USD ($)	Aug. 10, 2016USD ($)	Dec. 31, 2017USD ($)DebitCards	Dec. 31, 2016USD ($)DebitCards	Oct. 23, 2017	Jul. 22, 2016	May 31, 2016	May 27, 2016
Organization and Description of Business (Textual)
Private transaction sale		$ 10
Advertising costs			$ 28,295	$ 7,797
Transaction Processing Products, Inc. [Member]
Organization and Description of Business (Textual)
Ownership percentage in subsidiaries			100.00%
Percentage of interests and shares received						64.00%
Common shares [Member] | Merger Agreement [Member]
Organization and Description of Business (Textual)
Percentage of interests and shares received			80.00%
Preferred shares [Member] | Merger Agreement [Member]
Organization and Description of Business (Textual)
Percentage of interests and shares received			100.00%
Next Cala, Inc [Member]
Organization and Description of Business (Textual)
Ownership percentage in subsidiaries			94.00%
Percentage of interests and shares received							60.00%
Next Cala, Inc [Member] | Joint Venture Agreement [Member]
Organization and Description of Business (Textual)
Interest in joint venture agreement								60.00%
Number of debit cards | DebitCards				45,000
Additional cards | DebitCards			360,000
NxtGn, Inc. [Member]
Organization and Description of Business (Textual)
Ownership percentage in subsidiaries			65.00%
Next Mobile 360, Inc. [Member]
Organization and Description of Business (Textual)
Ownership percentage in subsidiaries			100.00%
NextGlocal, Inc. [Member] | Joint Venture Agreement [Member]
Organization and Description of Business (Textual)
Interest in joint venture agreement								40.00%
Limecom, Inc. [Member]
Organization and Description of Business (Textual)
Percentage of interests and shares received					100.00%
Meimoun and Mammon, LLC [Member]
Organization and Description of Business (Textual)
Ownership percentage in subsidiaries			100.00%
Fisk Holdings, LLC [Member]
Organization and Description of Business (Textual)
Business acquisition contribute	$ 500,000
SDI NEXT Distribution LLC [Member]
Organization and Description of Business (Textual)
Percentage of acquisition	51.00%
Next Communications Inc [Member]
Organization and Description of Business (Textual)
Percentage of acquisition	50.00%

Summary of Significant Accoun37

Summary of Significant Accounting Policies and Basis of Presentation (Details)	Dec. 31, 2017USD ($)
Summary of Significant Accounting Policies and Basis of Presentation [Abstract]
2,018	$ 428,571
2,019	428,571
2,020	428,571
2,021	428,571
2,022	428,571
Thereafter	792,902
Total	$ 2,935,757

Summary of Significant Accoun38

Summary of Significant Accounting Policies and Basis of Presentation (Details Textual)	1 Months Ended	12 Months Ended
	Jun. 30, 2015USD ($)	Dec. 31, 2017USD ($)Convertiblenotesshares	Dec. 31, 2016USD ($)Convertiblenotesshares	Dec. 31, 2015USD ($)
Summary of Significant Accounting Policies and Basis of Presentation (Textual)
Number of outstanding convertible notes payable | Convertiblenotes		2
FDIC insured limit		$ 250,000	$ 250,000
Recorded impairment losses		0	$ 3,916,976
Convertible notes outstanding		$ 70,000
Number of new dilutive common shares | shares		278,755,855	234,519,235
Advertising costs		$ 28,295	$ 7,797
License fee		$ 34,722	118,056
Percentage of initial gross liquidation advance rate		90.00%
Maximum cumulative outstanding face amount		$ 4,000,000
Percentage initial discount fee		2.10%
Percentage of additional of certain receivables		0.85%
Finance deposit due			25,000
Amortization expense		71,429	93,190
Common stock dividends payable		30,000	30,000
Losses from discontinued operations		$ 1,243,430	1,243,430
Debit cards initial term	3 years
Dividends, description		Pursuant to the dividend, the special stock dividend will be distributed to owners of the Company's common stock as of the record date in a ratio of one share of Class D Redeemable Preferred Stock common stock for every 1 share of common stock owned as of the record date. The Company originally had set the record date as June 10, 2016 but was later modified to July 22, 2016. The Class D Preferred Stock must be redeemed within six months within six (6) months (or as soon thereafter as permitted by law) following final resolution of the Corporation's affiliates lawsuit against ViberMedia, Inc. (Next Communications, Inc. and Nxtgn, Inc. v. Viber Media, Inc.) which is, as of the date of this filing, pending in U.S. District Court for the Southern District of New York or any successor or other lawsuit relating to the subject matter thereof in which the Corporation (or any successor-in-interest) is named as a plaintiff (the "Lawsuit"). The Designation fixes the redemption price of each share of class D Preferred stock as the greater of par value or the amount obtained by dividing (a) 9.03 percent of the net proceeds to the Corporation of the Lawsuit after payment of fees and expenses incurred in connection with such law suit and the resolution of any creditor claims against Next Communications and all taxes on net income accrued or paid with respect to such amount, by (b) the total number of shares of Class D Preferred stock issued and outstanding as of the Redemption Date, which amount shall be rounded to the nearest whole cent.
License fee remitted	$ 250,000
Receivables not yet received, book value				$ 0
Unrealized loss on investments		$ 300,000
Other income received as investment		(550,000)
Fair value of investments		250,000
Common stock subscribed		$ (400,000)
Additional shares of common stock | shares		342,118,912	246,796,177
Allowance for doubtful accounts		$ 20,000	$ 80,000
Property and equipment [Member] | Minimum [Member]
Summary of Significant Accounting Policies and Basis of Presentation (Textual)
Estimated useful life		3 years
Property and equipment [Member] | Maximum [Member]
Summary of Significant Accounting Policies and Basis of Presentation (Textual)
Estimated useful life		5 years
Convertible notes payable [Member]
Summary of Significant Accounting Policies and Basis of Presentation (Textual)
Number of outstanding convertible notes payable | Convertiblenotes			15
Convertible notes outstanding		$ 48,897	$ 1,056,897
Accrued interest		35,136	202,068
Convertible debts amount		$ 84,033	$ 1,258,965
Number of new dilutive common shares | shares		7,932,584	75,347,762
Green Spirit Industries [Member]
Summary of Significant Accounting Policies and Basis of Presentation (Textual)
Acquisition, shares of common stock | shares		50,000
Common Stock [Member]
Summary of Significant Accounting Policies and Basis of Presentation (Textual)
Common stock subscribed		$ 34,852,226
Additional shares of common stock | shares		11,428,572

Discontinued Operations (Detail

Discontinued Operations (Details) - USD ($)	Dec. 31, 2017	Dec. 31, 2016
Discontinued Operations [Abstract]
Cash (restricted and unrestricted)		$ 7,163
Accounts receivable		42,267
Prepaid expenses		10,891
Notes receivable		83,353
Equipment, net of accumulated depreciation		82,210
Net current assets of discontinued operations		225,884
Accounts payable		1,996,039
Deferred revenue		48,585
Loans payable		392,096
Net current liabilities of discontinued operations		$ 2,436,720

Discontinued Operations (Deta40

Discontinued Operations (Details 1) - USD ($)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Discontinued Operations [Abstract]
Revenues		$ 207,053
Operating expenses:
Loss on disposal of business	327,800
Other general and administrative		592,939
Impairment loss		1,243,430
Loss from discontinued operations	$ (327,800)	$ (1,629,316)

Liquidity and Profitability (De

Liquidity and Profitability (Details) - USD ($)	2 Months Ended	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Liquidity and Profitability (Textual)
Net loss		$ (724,642)	$ (10,041,385)
Net cash used in operating activities		(308,946)	(929,442)
Reduction of accounts payable		(7,534,252)	1,236,021
Cash	$ 92,714	92,714	256,302	$ 18,047
Working capital deficit		7,075,716
Accounts payable and accrued liabilities	7,030,050	7,030,050	1,330,789
Shareholder deficit	(4,541,584)	$ (4,541,584)	$ (6,448,327)	$ (3,872,555)
Net income before income tax benefit	$ 1,400,496
Liquidity and profitability, description		The Company is actively engaging in various strategies to ensure the continuance of operations for the foreseeable future. Specifically; ● During the year ended December 31, 2017, the Company acquired a cash flow positive business in Limecom. ● The Company plans to seek a new accounts receivable factoring agreement to both raise its credit limit and lower its borrowing costs. ● The Company has negotiated to extend the maturation dates of certain related party payables totaling approximately $2.0 million. ● Next Communications, a significant related party to which the Company owes approximately $2.9 million and is currently in bankruptcy, is actively negotiating with the court appointee trustee to extend the maturation date of the related party payable. ● Certain officers of the Company have entered into a commitment letter whereby they have agreed to enter into a credit line agreement. The credit line agreement will allow the Company to borrow up to $250,000 at an annual interest rate of 18% and be in place for a minimum of 13 months. ● The Company will seek additional capital through a debt offering.

Loans Receivable (Details)

Loans Receivable (Details)	Dec. 31, 2017USD ($)
Loans Receivable (Textual)
Loan receivable from the acquisition of TPP	$ 83,353

Equipment (Details)

Equipment (Details) - USD ($)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Fixed Assets (Textual)
Loss on disposal of asset		$ (2,926)
Property and equipment, net	4,572
Net of accumulated depreciation	1,430
Depreciation expense	68	41,021
Loss from discontinued operations	0	40,804
Acquisition of equipment at fair value	123,013
Office furniture [Member]
Fixed Assets (Textual)
Property and equipment, net	5,676	0
Net of accumulated depreciation	$ 68	$ 0

Notes Payable and Convertible44

Notes Payable and Convertible Notes Payable (Details) - USD ($)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Short-term Debt [Line Items]
Repayments	$ (400,000)
Note issued on 8/12/2015 [Member]
Short-term Debt [Line Items]
Holder		Noteholder 1
Issue Date		Aug. 12, 2015
Due Date		Aug. 12, 2016
Original Principal		$ 82,500
Balance		82,500
Advances
Conversions to Common Stock		(82,500)
Balance
Note issued on 11/25/2015 [Member]
Short-term Debt [Line Items]
Holder	Noteholder 1	Noteholder 1
Issue Date	Nov. 25, 2015	Nov. 25, 2015
Due Date	Nov. 24, 2016	Nov. 24, 2016
Original Principal	$ 82,500	$ 82,500
Balance	82,500	82,500
Advances
Repayments	(46,529)
Conversions to Common Stock	(35,971)
Balance		$ 82,500
Note issued on 9/21/2015 [Member]
Short-term Debt [Line Items]
Holder		Noteholder 1
Issue Date		Sep. 21, 2015
Due Date		Sep. 21, 2016
Original Principal		$ 72,450
Balance		72,450
Advances		14,490
Conversions to Common Stock		(86,940)
Balance
Note issued on 10/15/2015 [Member]
Short-term Debt [Line Items]
Holder		Noteholder 1
Issue Date		Oct. 15, 2015
Due Date		Oct. 15, 2016
Original Principal		$ 82,500
Balance		82,500
Advances
Conversions to Common Stock		(82,500)
Balance
Note issued on 12/21/2015 [Member]
Short-term Debt [Line Items]
Holder	Noteholder 1	Noteholder 1
Issue Date	Dec. 21, 2015	Dec. 12, 2015
Due Date	Dec. 21, 2016	Dec. 21, 2016
Original Principal	$ 27,000	$ 27,000
Balance	27,000	27,000
Advances
Repayments	(27,000)
Conversions to Common Stock
Balance		$ 27,000
Note issued on 1/15/2016 [Member]
Short-term Debt [Line Items]
Holder	Noteholder 1	Noteholder 1
Issue Date	Jan. 15, 2016	Jan. 15, 2016
Due Date	Jan. 15, 2017	Jan. 15, 2017
Original Principal	$ 131,250	$ 131,250
Balance	131,250
Advances		131,250
Repayments
Conversions to Common Stock	$ (131,250)
Balance		$ 131,250
Note issued on 3/8/2016 [Member]
Short-term Debt [Line Items]
Holder	Noteholder 1	Noteholder 1
Issue Date	Mar. 8, 2016	Mar. 8, 2016
Due Date	Mar. 8, 2017	Mar. 8, 2017
Original Principal	$ 50,000	$ 50,000
Balance	50,000
Advances		50,000
Repayments	(50,000)
Conversions to Common Stock
Balance		$ 50,000
Note issued on 4/11/2016 [Member]
Short-term Debt [Line Items]
Holder	Noteholder 1	Noteholder 1
Issue Date	Apr. 11, 2016	Apr. 11, 2016
Due Date	Apr. 11, 2017	Apr. 11, 2017
Original Principal	$ 82,500	$ 82,500
Balance	82,500
Advances		82,500
Repayments
Conversions to Common Stock	$ (82,500)
Balance		$ 82,500
Note issued on 4/11/2016 [Member]
Short-term Debt [Line Items]
Holder	Noteholder 1	Noteholder 1
Issue Date	Apr. 11, 2016	Apr. 11, 2016
Due Date	Apr. 11, 2017	Apr. 11, 2017
Original Principal	$ 82,500	$ 82,500
Balance	82,500
Advances		82,500
Repayments
Conversions to Common Stock	$ (82,500)
Balance		$ 82,500
Note issued on 4/11/2016 [Member]
Short-term Debt [Line Items]
Holder	Noteholder 1	Noteholder 1
Issue Date	Apr. 11, 2016	Apr. 11, 2016
Due Date	Apr. 11, 2017	Apr. 11, 2017
Original Principal	$ 82,500	$ 82,500
Balance	82,500
Advances		82,500
Repayments
Conversions to Common Stock	$ (82,500)
Balance		$ 82,500
Note issued on 5/16/2016 [Member]
Short-term Debt [Line Items]
Holder	Noteholder 1	Noteholder 1
Issue Date	May 16, 2016	May 16, 2016
Due Date	May 16, 2017	May 16, 2017
Original Principal	$ 100,000	$ 100,000
Balance	100,000
Advances		100,000
Penalties Accrued	10,000
Repayments
Conversions to Common Stock	$ (110,000)
Balance		$ 100,000
Note issued on 7/22/2016 [Member]
Short-term Debt [Line Items]
Holder	Noteholder 1	Noteholder 1
Issue Date	Jul. 22, 2016	Jul. 22, 2016
Due Date	Jul. 22, 2017	Jul. 22, 2017
Original Principal	$ 50,000	$ 50,000
Balance	50,000
Advances		50,000
Penalties Accrued	5,000
Repayments
Conversions to Common Stock	$ (55,000)
Balance		$ 50,000
Note issued on 8/2/2016 [Member]
Short-term Debt [Line Items]
Holder	Noteholder 1	Noteholder 1
Issue Date	Aug. 2, 2016	Aug. 2, 2016
Due Date	Aug. 2, 2017	Aug. 2, 2017
Original Principal	$ 50,000	$ 50,000
Balance	50,000
Advances		50,000
Penalties Accrued	106,471
Repayments
Conversions to Common Stock	(156,471)
Balance		$ 50,000
Note issued on 7/27/2015 [Member]
Short-term Debt [Line Items]
Holder		Noteholder 2
Issue Date		Jul. 27, 2015
Due Date		Jul. 27, 2016
Original Principal		$ 37,000
Balance		37,000
Advances
Conversions to Common Stock		(37,000)
Balance
Note issued on 11/20/2015 [Member]
Short-term Debt [Line Items]
Holder	Noteholder 2	Noteholder 2
Issue Date	Nov. 20, 2015	Nov. 20, 2015
Due Date	Nov. 20, 2016	Nov. 20, 2016
Original Principal	$ 37,000	$ 37,000
Balance	37,000	37,000
Advances
Penalties Accrued
Repayments
Conversions to Common Stock	(37,000)
Balance		$ 37,000
Note issued on 11/9/2015 [Member]
Short-term Debt [Line Items]
Holder		Noteholder 3
Issue Date		Nov. 9, 2015
Due Date		Nov. 9, 2016
Original Principal		$ 75,000
Balance		75,000
Advances
Conversions to Common Stock		(75,000)
Balance
Note issued on 3/8/2016 [Member]
Short-term Debt [Line Items]
Holder	Noteholder 3	Noteholder 3
Issue Date	Mar. 8, 2016	Mar. 8, 2016
Due Date	Mar. 8, 2017	Mar. 8, 2017
Original Principal	$ 50,000	$ 50,000
Balance	14,000
Advances		50,000
Penalties Accrued
Repayments	(14,000)
Conversions to Common Stock		(36,000)
Balance		$ 14,000
Note issued on 5/16/2016 [Member]
Short-term Debt [Line Items]
Holder	Noteholder 3	Noteholder 3
Issue Date	May 16, 2016	May 16, 2016
Due Date	May 16, 2017	May 16, 2017
Original Principal	$ 100,000	$ 100,000
Balance	100,000
Advances		100,000
Penalties Accrued
Repayments	(22,500)
Conversions to Common Stock	$ (77,500)
Balance		$ 100,000
Note issued on 7/22/2016 [Member]
Short-term Debt [Line Items]
Holder	Noteholder 3	Noteholder 3
Issue Date	Jul. 22, 2016	Jul. 22, 2016
Due Date	Jul. 22, 2017	Jul. 22, 2017
Original Principal	$ 50,000	$ 50,000
Balance	50,000
Advances		50,000
Penalties Accrued	33,500
Repayments	(23,500)
Conversions to Common Stock	$ (60,000)
Balance		$ 50,000
Note issued on 3/8/2016 [Member]
Short-term Debt [Line Items]
Holder	Noteholder 3	Noteholder 3
Issue Date	Mar. 8, 2016	Mar. 8, 2016
Due Date	Mar. 8, 2017	Mar. 8, 2017
Original Principal	$ 25,000	$ 25,000
Balance	25,000
Advances		25,000
Penalties Accrued
Repayments
Conversions to Common Stock	$ (25,000)
Balance		$ 25,000
Note issued on 1/19/2016 [Member]
Short-term Debt [Line Items]
Holder	Noteholder 4	Noteholder 4
Issue Date	Jan. 19, 2016	Jan. 19, 2016
Due Date	Jan. 15, 2017	Jan. 15, 2017
Original Principal	$ 131,250	$ 131,250
Balance	131,250
Advances		131,250
Penalties Accrued	55,432
Repayments	(60,000)
Conversions to Common Stock	$ (126,682)
Balance		$ 131,250
Note issued on 3/9/2016 [Member]
Short-term Debt [Line Items]
Holder	Noteholder 4	Noteholder 4
Issue Date	Mar. 9, 2016	Mar. 9, 2016
Due Date	Mar. 8, 2017	Mar. 8, 2017
Original Principal	$ 50,000	$ 50,000
Balance	50,000
Advances		50,000
Penalties Accrued
Repayments
Conversions to Common Stock	$ (50,000)
Balance		$ 50,000
Note issued on 11/9/2015 [Member]
Short-term Debt [Line Items]
Holder	Noteholder 5	Noteholder 5
Issue Date	Nov. 9, 2015	Nov. 9, 2015
Due Date	Nov. 9, 2016	Nov. 9, 2016
Original Principal	$ 100,000	$ 100,000
Balance	61,397	100,000
Advances
Penalties Accrued
Repayments
Conversions to Common Stock	(12,500)	(38,603)
Balance	$ 48,897	$ 61,397
Note issued on 11/2/2016 [Member]
Short-term Debt [Line Items]
Holder	Noteholder 6	Noteholder 6
Issue Date	Nov. 2, 2016	Nov. 2, 2016
Due Date	Nov. 2, 2017	Nov. 2, 2017
Original Principal	$ 52,500	$ 52,500
Balance	52,500
Advances		52,500
Penalties Accrued
Repayments
Conversions to Common Stock	(52,500)
Balance		$ 52,500
Note issued on 11/9/2015 [Member]
Short-term Debt [Line Items]
Holder		Noteholder 7
Issue Date		Nov. 9, 2015
Due Date		Nov. 9, 2016
Original Principal		$ 25,000
Balance		25,000
Advances
Conversions to Common Stock		(25,000)
Balance
Note issued on 1/2/2017 [Member]
Short-term Debt [Line Items]
Holder	Noteholder 7
Issue Date	Jan. 2, 2017
Due Date	Aug. 2, 2017
Original Principal	$ 70,000
Balance
Advances	70,000
Conversions to Common Stock	(70,000)
Balance
Totals [Member]
Short-term Debt [Line Items]
Original Principal	1,404,000	1,708,450
Balance	1,259,397	620,950
Advances	70,000	1,101,990
Penalties Accrued	210,403
Repayments	(243,529)
Conversions to Common Stock	(1,247,374)	(463,543)
Balance	$ 48,897	$ 1,259,397

Notes Payable and Convertible45

Notes Payable and Convertible Notes Payable (Details Textual) - USD ($)	May 01, 2017	Feb. 01, 2017	Dec. 31, 2017	Dec. 31, 2016	Jan. 12, 2018
Convertible Notes Payable (Textual)
Accrued interest			$ 40,955	$ 209,771
Repayments of future loans receivables			128,952	31,601
Due to cash repayments				1,019,130
Subsequent Event [Member]
Convertible Notes Payable (Textual)
Principal balance due					$ 48,897
Convertible Notes Payable [Member]
Convertible Notes Payable (Textual)
Annual interest rate			8.00%
Accrued interest			$ 35,136	$ 207,951
Description of debt conversion terms		The Company agreed with certain noteholders to extend a redemption freeze agreement whereby the convertible note holders agreed to not convert outstanding principal and accrued interest into common stock for a period of 60 days. Upon the expiration of these agreements, a 90 day extension was executed whereby the noteholders agreed to not convert additional amounts through the first week of July 2017. Under the terms of the extension, each noteholder was granted the right to convert a limited amount of outstanding principal to common stock at a rate equal to the stated rate in the convertible note payable but not less than $0.02 per share and extended the due dates of the notes to July 2017.	The terms of the outstanding convertible notes are substantially similar and accrue interest at 8% annually with a default interest rate of 24% and allow for the conversion of outstanding principal and interest to common stock at a price equal to a 45% to 50% from the lowest trading price in the preceding 20 days.
Convertible note payable extended due date		Jul. 31, 2017
Penalties on convertible notes payable			$ 210,403
First Loan [Member]
Convertible Notes Payable (Textual)
Cash proceeds from loan			125,000
Future payments totaling			168,750
Repayments of future loans receivables			1,339
Second Loan [Member]
Convertible Notes Payable (Textual)
Cash proceeds from loan			50,000
Future payments totaling			68,000
Repayments of future loans receivables			540
Notes Payable [Member]
Convertible Notes Payable (Textual)
Loan from an unrelated party	$ 25,000
Principal balance due			25,000
Due to cash repayments			$ 46,048

Derivative Liabilities (Details

Derivative Liabilities (Details) - USD ($)	Dec. 31, 2017	Dec. 31, 2016
Derivative [Line Items]
Derivative Balance	$ 574,130	$ 1,210,281
Noteholder 1 [Member]
Derivative [Line Items]
Derivative Balance		65,805
Noteholder 1 [Member]
Derivative [Line Items]
Derivative Balance		21,481
Noteholder 1 [Member]
Derivative [Line Items]
Derivative Balance		104,689
Noteholder 1 [Member]
Derivative [Line Items]
Derivative Balance		39,882
Noteholder 1 [Member]
Derivative [Line Items]
Derivative Balance		48,388
Noteholder 1 [Member]
Derivative [Line Items]
Derivative Balance		48,388
Noteholder 1 [Member]
Derivative [Line Items]
Derivative Balance		48,388
Noteholder 1 [Member]
Derivative [Line Items]
Derivative Balance		68,211
Noteholder 2 [Member]
Derivative [Line Items]
Derivative Balance		29,437
Noteholder 3 [Member]
Derivative [Line Items]
Derivative Balance		12,205
Noteholder 3 [Member]
Derivative [Line Items]
Derivative Balance		68,211
Noteholder 3 [Member]
Derivative [Line Items]
Derivative Balance		19,941
Noteholder 4 [Member]
Derivative [Line Items]
Derivative Balance		104,689
Noteholder 4 [Member]
Derivative [Line Items]
Derivative Balance		39,882
Noteholder 5 [Member]
Derivative [Line Items]
Derivative Balance	212,381	290,434
Option Holder [Member]
Derivative [Line Items]
Derivative Balance	$ 361,749	$ 200,250

Derivative Liabilities (Detai47

Derivative Liabilities (Details 1)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Derivative [Line Items]
Forfeiture rate	0.00%	0.00%
Expected dividend yield	0.00%	0.00%
Minimum [Member]
Derivative [Line Items]
Expected volatility	178.00%	155.00%
Expected term	4 days	2 months 8 days
Risk free rate	0.97%	0.51%
Maximum [Member]
Derivative [Line Items]
Expected volatility	334.00%	871.00%
Expected term	2 years 2 months 30 days	2 years 6 months 14 days
Risk free rate	1.89%	1.47%

Derivative Liabilities (Detai48

Derivative Liabilities (Details 2) - USD ($)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Fair Value of Embedded Derivative Liabilities:
Balance	$ 1,210,281
Acquired in reverse recapitalization		1,236,007
Initial measurement of derivative liabilities on new convertible notes payable and options issued	328,932	1,919,043
Change in fair value	831,341	(1,217,271)
Reclassification due to conversion	(1,796,424)	(727,498)
Balance	$ 574,130	$ 1,210,281

Derivative Liabilities (Detai49

Derivative Liabilities (Details Textual) - USD ($)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Derivative Liabilities (Textual)
Fair value of derivative reverse capitalization on convertible notes payable		$ 1,236,007
Derivative liability	$ 574,130	1,210,281
Gain from derivative fair value adjustment	$ (831,341)	1,217,271
Derivative liability exercisable, description	The options issued in the acquisition of TPP. The options are exercisable at $0.18 per share unless the Company's common stock is quoted at a price greater than $0.50 per share at which point the options are exercisable at $0.05 per share.
Excess value of derivative liabilities as interest expenses	$ 144,143	$ 333,482
Description of variable conversion rate	0.02

Stock Options (Details)

Stock Options (Details) - Stock Option [Member] - $ / shares	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Outstanding, Beginning	17,500,000
Granted	21,613,142	18,500,000
Exercised
Forfeited	(7,500,000)	(1,000,000)
Expired
Outstanding, Ending	31,613,142	17,500,000
Weighted - Average Exercise Price Per Share Outstanding, Beginning	$ 0.180
Weighted - Average Exercise Price Per Share, Granted	0.108	0.224
Weighted - Average Exercise Price Per Share, Exercised
Weighted - Average Exercise Price Per Share, Forfeited	(0.180)	1
Weighted - Average Exercise Price Per Share, Expired
Weighted - Average Exercise Price Per Share Outstanding, Ending	$ 0.131	$ 0.180

Stock Options (Details 1)

Stock Options (Details 1) - Stock Option [Member] - $ / shares	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Exercise Prices
Outstanding, Number of Option Shares	31,613,142	17,500,000
Outstanding, Weighted Average Exercise Price	$ 0.131	$ 0.180
Outstanding, Weighted Average Remaining Life (Years)	2 years 7 months 28 days	3 years 5 months 23 days
Exercisable, Number of Option Shares	24,946,476	10,833,334
Exercisable, Weighted Average Exercise Price	$ 0.118	$ 0.18
0.18 Exercise Prices [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Exercise Prices	$ 0.18	$ 0.18
Outstanding, Number of Option Shares	17,500,000	17,500,000
Outstanding, Weighted Average Exercise Price	$ 0.18	$ 0.18
Outstanding, Weighted Average Remaining Life (Years)	2 years 9 months 29 days	3 years 5 months 23 days
Exercisable, Number of Option Shares	10,833,334	10,833,334
Exercisable, Weighted Average Exercise Price	$ 0.18	$ 0.18
0.07 Exercise Prices [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Exercise Prices	$ 0.07
Outstanding, Number of Option Shares	14,113,142
Outstanding, Weighted Average Exercise Price	$ 0.07
Outstanding, Weighted Average Remaining Life (Years)	2 years 5 months 27 days
Exercisable, Number of Option Shares	14,113,142
Exercisable, Weighted Average Exercise Price	$ 0.07

Stock Options (Details 2)

Stock Options (Details 2)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term of options granted	3 years
Expected volatility range	885.00%
Expected volatility range, minimum		778.00%
Expected volatility range, maximum		850.00%
Risk-free interest rate	1.36%
Range of risk-free interest rates, minimum		0.82%
Range of risk-free interest rates, maximum		1.41%
Expected dividend yield	0.00%	0.00%
Minimum [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term of options granted		0 years
Maximum [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term of options granted		5 years

Stock Options (Details Textual)

Stock Options (Details Textual) - USD ($)	Jun. 26, 2017	Jul. 14, 2016	Mar. 31, 2017	May 31, 2016	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock based compensation expense					$ 1,154,477	$ 1,130,818
Unrecognized expense					$ 223,331
Exercise price of options						$ 0.001
Stock option, percent					80.00%
Fair value of unvested shares					$ 223,331
Common stock, quoted price						$ 0.50
Stock Option [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Options issued
Options exercise price per share					$ 0.118	$ 0.18
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number					31,613,142	17,500,000
Stock Option [Member] | Glocal [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock based compensation expense					$ 14,166
Exercise price of options					$ 1
Option value					$ 1,000,000
Stock options granted with an exercise price					$ 1,000,000
Stock Option [Member] | TPP [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Options issued		7,500,000	7,500,000
Exercise price of options		$ 0.18	$ 0.18
Term of options		3 years	3 years
Option value		$ 898,490
Options exercise price per share		$ 0.001	$ 0.05
Common stock, quoted price		$ 0.50	$ 0.50
Stock Option [Member] | Officer [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Options issued	14,113,142
Exercise price of options	$ 0.07
Stock based expense					$ 776,203
Term of options	3 years
Stock price	$ 0.055
Risk free rate	1.36%
Expected term	3 years
Expected volatility	885.00%
Board [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of options vested				10,000,000
Board [Member] | One third [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of options vested				10,000,000
Stock based expense				$ 558,328
Board [Member] | Two third [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock based expense being recognized					$ 334,997	$ 558,328
Stock option, percent					50.00%	80.00%

Related Party Transactions (Det

Related Party Transactions (Details) - USD ($)		Dec. 31, 2017	Dec. 31, 2016
Related party receivable
Glocal Card Services	[1]	$ 36,000	$ 36,000
Total Due from related parties		36,000	36,000
Related party payables, net of discounts
Due to Next Communications, Inc. (current)	[2]	2,919,615	2,961,271
Due to Asiya Communications SAPI de C.V. (current)	[3]	5,998	95,120
Michael DePrado (current)	[4]	99,604	99,604
Orlando Toledo, net of discount of $72,069 (long term, due on July 21, 2019)	[5]	2,535,601
Next Cala 360 (current)	[6]	7,350
Total Due from related parties		$ 5,568,168	$ 3,155,995
[1]	Glocal Card Services is our partner in the Glocal Joint Venture
[2]	Next Communication, Inc. is a corporation in which our Chief Executive Officer holds a controlling interest and serves as the Chief Executive Officer
[3]	Asiya Communications SAPI de C.V.is a telecommunications company organized under the laws of Mexico, in which our Chief Executive Officer holds a substantial interest and is involved in active management.
[4]	Michael DePrado is our Chief Operating Officer
[5]	Amount due to Orlando Toledo from the acquisition of Limecom
[6]	Next Cala 360, is a Florida corporation established and managed by our Chief Executive Officer.

Related Party Transactions (D55

Related Party Transactions (Details 1) - USD ($)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Related Party Transactions [Abstract]
Next Communications	$ 343,241
Asiya Communications SAPI de C.V.	672,224	142
Next Cala 360	3,793	16,874
Total	$ 1,019,258	$ 17,016

Related Party Transactions (D56

Related Party Transactions (Details Textual) - USD ($)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Related Party Transactions (Textual)
Interest rate of related party	9.00%
Interest expense	$ 239,033	$ 240,492
Revenues from related parties	1,019,258	$ 17,016
Cost of revenues, percentage		50.00%
Cost of revenue, related party	72,069
Interest due		$ 13,321
Notes payable, related party		$ 280,000
Additional shares of common stock	342,118,912	246,796,177
Outstanding accounts payable	$ 499,668
Interest in Next Cala, Inc. and separately his voting control in Next Cala. Inc. [Member]
Related Party Transactions (Textual)
Outstanding principal and accrued interest	$ 294,923
Conversion of common stock	8,900,000
Outstanding accounts receivable	$ 8,545

Accounts Payable and Accrued 57

Accounts Payable and Accrued Liabilities (Details) - USD ($)	Dec. 31, 2017	Dec. 31, 2016
Accounts Payable and Accrued Liabilities [Abstract]
Trade payables	$ 5,067,841	$ 851,339
Settlements payable	892,431
Accrued expenses	699,786	133,892
Accrued interest	40,955	209,771
Accrued salaries and wages	329,037	135,787
Total	$ 7,030,050	$ 1,330,789

Accounts Payable and Accrued 58

Accounts Payable and Accrued Liabilities (Details Textual) - USD ($)	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2014
Accounts Payable and Accrued Liabilities (Textual)
Unpaid wages			$ 622,968
Accrued salary		$ 80,000
Convertible note payable	$ 70,000
Accounts payable, cash	$ 10,000

Stockholders' Equity (Details)

Stockholders' Equity (Details) - shares		12 Months Ended
		Dec. 31, 2017	Dec. 31, 2016
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Balance Beginning		246,796,177
Shares issued for services			8,774,959
Balance, Ending		342,118,912	246,796,177
Common Stock [Member]
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Balance Beginning		246,796,177	177,539,180
Shares issued for services		3,250,000	9,274,959
Shares issued committed to be issued during prior year		800,400
Shares issued for acquisition		38,000,000	10,000,000
Shares issued for cash		2,500,000
Shares issued for conversion of convertible notes payable and accrued interest	[1]	50,772,335	8,747,243
Recapitalization			44,784,795
Share rescission			(4,000,000)
Shares issued as repayment of loan	[2]		450,000
Balance, Ending		342,118,912	246,796,177
[1]	Shares issued in connection with outstanding convertible notes payable and convertible accrued interest on convertible notes payable in accordance with contractual terms of noteholders as discussed in Note 7 Notes Payable and Convertible Notes Payable.
[2]	Shares issued as repayment of outstanding loan principal of $13,260. The lender did not have conversion rights to convert the principal to common stock. However, the lender agreed to accept shares in lieu of cash repayment.

Stockholders' Equity (Details 1

Stockholders' Equity (Details 1) - USD ($)		Dec. 31, 2017	Dec. 31, 2016
Number of Common Shares and Common Share Equivalents		58,965,368
Fair Value, Totals		$ 2,963,272
Common stock to be issued [Member] | Stock Based Liabilities [Member]
Number of Common Shares and Common Share Equivalents	[1]	34,852,226
Fair Value, Totals	[1]	$ 2,021,429
Options to purchase common stock [Member] | Stock Based Liabilities [Member]
Number of Common Shares and Common Share Equivalents	[2]	24,113,142
Fair Value, Totals	[2]	$ 941,843
[1]	Includes 13,804,809 common shares committed to be issued in connection with our acquisition of Limecom as discussed in Note 1 Organization and Description of Business.
[2]	Excludes 7,500,000 options with ratchet pricing features included in derivative liabilities

Stockholders' Equity (Details 2

Stockholders' Equity (Details 2)	Dec. 31, 2017shares
Stockholders' Equity [Abstract]
Committed shares beyond authorized	28,399,170
Stock options granted	31,613,142
Convertible notes payable and accrued interest	7,932,584
Total	67,944,896

Stockholders' Equity (Details T

Stockholders' Equity (Details Textual) - USD ($)	Jul. 22, 2016	Apr. 22, 2016	Feb. 11, 2016	Oct. 23, 2017	Dec. 31, 2017	Dec. 31, 2016
Stockholders' Equity (Textual)
Cash payment			$ 5,000		$ 64,000
Share price			$ 0.2244		$ 0.0256	$ 0.035
Fair value of the shares			$ 45,000
Preferred stock, par value					$ 0.001	$ 0.001
Preferred stock, shares authorized					60,000,000	60,000,000
Common stock, par value					$ 0.001	$ 0.001
Common stock, shares authorized					360,000,000	360,000,000
Common stock, shares issued					342,118,912	246,796,177
Common shares in excess of authorized					28,399,710
Issuance of common stock in conversion of convertible notes payable					$ 1,995,001	$ 503,233
Issuance of common stock in lieu of accrued interest					$ 193,960	$ 39,689
Issuance of common stock, shares in lieu of accrued interest					6,468,667	1,041,277
Recapitalization of liabilities net						$ 1,032,616
Repayment of outstanding loan				$ 102,727		$ 10,000
Common shares rescinded, shares						4,000,000
Issuance of common shares value			45,000			450,000
Repayment of non-convertible loan						$ 13,260
Shares issued for services						8,774,959
Shares issued for services, value					$ 286,674
Shares issued for prepayment of services						$ 50,000
Committed shares issued					46,280,798
Company shares of common stock					2,500,000
Common stock committed to be issued liability					28,399,170
Options to purchase common stock issued					31,613,142
Common stock committed to subscribed for cash					11,428,572
Derivative liabilities options ratchet pricing					7,500,000
Common stock issued exercisable					24,946,476
Convertible notes payable and accrued interest					7,932,584
Dividends payable					$ 30,000	$ 30,000
Transaction Processing Products, Inc. [Member]
Stockholders' Equity (Textual)
Issuance of common stock	$ 1,270,000
Issuance of common shares value	10,000,000
Third party [Member]
Stockholders' Equity (Textual)
Share price					$ 0.035
Repayment of outstanding loan					$ 13,260
Shares issued for services					1,428,571
Shares issued for services, value					$ 50,000
Glocal Payment Solutions [Member]
Stockholders' Equity (Textual)
Share price						$ 0.0745
Shares issued for services						500,000
Shares issued for services, value						$ 37,250
Series A Preferred Stock [Member]
Stockholders' Equity (Textual)
Preferred stock, par value					$ 0.001	$ 0.001
Preferred stock, shares designated					50,000,000	50,000,000
Preferred stock, shares outstanding					0	0
Series B Preferred Stock [Member]
Stockholders' Equity (Textual)
Shares to be issued for other expense, shares
Preferred stock, par value					$ 0.001	$ 0.001
Stock issued for conversion of debt, shares
Issuance of common stock in conversion of convertible notes payable
Preferred stock, shares designated					10,000,000	10,000,000
Preferred stock, voting rights, description					The holders of Series B Preferred Stock shall be entitled to 1,000 votes for each share of Series B Stock that is held when voting together with holders of the Common Stock.
Preferred stock, shares outstanding					10,000,000	10,000,000
Preferred stock, shares issued					10,000,000	10,000,000
Common Stock [Member]
Stockholders' Equity (Textual)
Shares to be issued for other expense, shares		4,000,000				200,535
Common stock, par value						$ 0.001
Stock issued for conversion of debt, shares					44,303,668	7,705,966
Issuance of common stock in conversion of convertible notes payable					$ 1,075,301	$ 463,543
Issuance of common stock				$ 950,001
Issuance of common shares value				38,000,000
Shares issued for services					3,250,000
Shares issued for services, value					$ 2,092,828
Shares issued for prepayment of services, shares						1,428,571
Common shares issued for prepayment of services, description						The amount will be recognized as services are performed over the term of the agreement resulting in expense of $25,000 being recorded during the year ended December 31, 2016 with a prepaid balance of $25,000 as of December 31, 2016.
Additional issued shares						800,400
Committed shares issued					800,400
Common stock committed to be issued liability					1,629,106	1,629,106
Common Stock [Member] | Minimum [Member]
Stockholders' Equity (Textual)
Common stock, shares authorized					360,000,000
Common Stock [Member] | Maximum [Member]
Stockholders' Equity (Textual)
Common stock, shares authorized					9,500,000,000
Series D Preferred Stock [Member]
Stockholders' Equity (Textual)
Preferred stock, par value					$ 0.001	$ 0.001
Preferred stock, shares designated					36,000,000	36,000,000
Preferred stock, shares outstanding
Preferred stock, shares issued
Dividends payable					$ 30,000	$ 30,000

Customer Concentration (Details

Customer Concentration (Details Textual) - Customers	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Revenues [Member]
Customer Concentration (Textual)
Revenues derived percentage	65.00%	10.00%
Number of customers	4	1
Accounts receivable [Member]
Customer Concentration (Textual)
Revenues derived percentage	78.00%	10.00%
Number of customers	3

Commitments and Contingencies (

Commitments and Contingencies (Details) - USD ($)	Feb. 12, 2018	Apr. 07, 2016	Dec. 20, 2017	Oct. 23, 2017	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2014
Commitments and Contingencies (Textual)
Commitments description		The agreement requires 1% of the outstanding common share equivalent to be issued to the third party when the market capitalization of the Company reaches $500,000,000 and an additional 1% when it reached $750,000,000.
Unpaid wages							$ 622,968
Accrued salary						$ 80,000
Convertible note payable					$ 70,000
Accounts payable, cash					10,000
Claim for related party			$ 473,264
Legal settlement alleging claim, description			Even though NGH made the agreed payment of $10,000.00 on and issued 3,600,720 shares as conversion of the $70,000 note as agreed in the settlement agreement, the Plaintiff alleges damages which NGH claims are without merit because they received full compensation as agreed.
Outstanding Balance					666,563
Settlement Agreement						The Company entered into separate settlement agreements, totaling approximately $1,147,000.
Repayments				$ 102,727		$ 10,000
Accrued liabilities				676,563	546,563
long term debt					120,000
Acquisition outstanding balance				$ 995,158	$ 892,431
Subsequent Event [Member]
Commitments and Contingencies (Textual)
Reimbursement of attorneys fees and costs	$ 527,782

Income Taxes (Details)

Income Taxes (Details)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Income Taxes [Abstract]
Income tax provision at the federal statutory rate	34.00%	34.00%
Effect of permanent differences between book and tax net losses	(50.50%)	(30.26%)
Change in valuation allowance	96.70%	(7.31%)
Change in federal income tax rate	(21.30%)
Other	2.90%
State taxes, net of federal benefit	(1.80%)	3.57%
Effect on operating losses	60.00%	0.00%

Income Taxes (Details 1)

Income Taxes (Details 1) - USD ($)	Dec. 31, 2017	Dec. 31, 2016
Deferred Tax Assets:
Net operating loss carry forward	$ 969,140	$ 629,633
Depreciation and gains on fixed asset disposals	437
Non-deductible changes in compensation costs	72,952
Stock option expense	568,352
Gain on fair value measurement of outstanding equity awards	(125,914)
Amortization of intangible assets	(742,393)
Valuation allowance	(742,574)	(629,633)
Net deferred tax asset

Income Taxes (Details Textual)

Income Taxes (Details Textual) - USD ($)	1 Months Ended	12 Months Ended
	Dec. 22, 2017	Dec. 31, 2017	Dec. 31, 2016
Income Taxes (Textual)
Net federal operating loss carry forward expiration date		Dec. 31, 2036
Computed federal income tax expense at statutory rate		37.63%	37.63%
Description effective income tax rate reconciliation		New tax bill was signed into law that reduced the federal income tax rate for corporations from 35% to 21%. The new bill reduced the blended tax rate for the Company from 38.58% to 23.58%.
Net operating loss carry forward deferred tax assets		$ 400,000
Income tax benefit		$ 1,087,096
Corporate tax rate, description	On December 22, 2017, the U.S. enacted new tax reform legislation which reduced the corporate tax rate to 21% effective for tax year beginning January 1, 2018.

Acquisitions (Details)

Acquisitions (Details) - USD ($)	1 Months Ended
	Oct. 23, 2017	Dec. 31, 2017	Dec. 31, 2016
Business Acquisition [Line Items]
Deferred tax liability		$ (1,087,096)
Limecom [Member]
Business Acquisition [Line Items]
Cash	$ 139,421
Accounts receivable	13,488,194
Accounts receivable, related party	370,028
Other receivable	207,642
Prepaid expenses and other current assets	927,398
Website	7,187
Related party receivable	120,000
Accounts payable and accrued liabilities	(13,713,901)
Accounts payable, related party	(685,892)
Deferred tax liability	(1,087,096)
Other long term liabilities	(179,996)
Net liabilities assumed	(407,015)
Fair value of shares issued and committed to be issued	1,295,120
Initial cash payable	920,670
Note payable, net of discount of $96,092	1,710,908
Total consideration	3,926,698
Identifiable intangible assets	(3,000,000)
Accounts receivable, related party	$ 1,333,713

Acquisitions (Details 1)

Acquisitions (Details 1) - Limecom [Member]	1 Months Ended
	Oct. 23, 2017USD ($)
Business Acquisition [Line Items]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles	$ 3,000,000
Identifiable intangible assets, Life (months)	84 months
Client relationships [Member]
Business Acquisition [Line Items]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles	$ 3,000,000
Identifiable intangible assets, Life (months)	84 months

Acquisitions (Details 2)

Acquisitions (Details 2) - USD ($)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Business Acquisition Pro Forma Information [Line Items]
Revenue	$ 53,792,600	$ 1,027,984
Gross margin	2,393,791	(30,794)
Operating expenses	3,955,944	7,846,515
Loss from operations	(1,562,153)	(7,877,309)
Other expense	78,215	(534,760)
Net loss before income tax benefit	$ (1,811,738)	$ (10,041,385)
Net loss per share, basic and diluted	$ 0	$ (0.04)
Pro Forma Information [Member] | Limecom [Member]
Business Acquisition Pro Forma Information [Line Items]
Revenue	$ 130,987,515	$ 125,984,453
Cost of revenue	125,392,733	123,837,526
Gross margin	5,594,782	2,146,927
Operating expenses	6,224,733	10,189,571
Loss from operations	(629,951)	(8,042,644)
Other expense	(211,942)	(484,951)
Net loss before income tax benefit	$ (841,893)	$ (8,527,595)
Net loss per share, basic and diluted	$ 0	$ (0.04)

Acquisitions (Details 3)

Acquisitions (Details 3) - Tel3 [Member]	Aug. 09, 2016USD ($)
Business Acquisition [Line Items]
Cash	$ 45,235
Prepaid expenses	6,728
Accounts payable and accrued liabilities	(76,294)
Customer deposits	(755,806)
Net liabilities assumed	(780,137)
Cash paid	10
Total consideration	10
Excess recorded as a reduction of additional paid-in capital	$ 780,147

Acquisitions (Details 4)

Acquisitions (Details 4) - USD ($)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Business Acquisition Pro Forma Information [Line Items]
Revenues	$ 53,792,600	$ 1,027,984
Cost of sales	51,398,809	1,058,778
Gross margin	2,393,791	(30,794)
Operating expenses	3,955,944	7,846,515
Net loss from operations	(1,562,153)	(7,877,309)
Other income	78,215	(534,760)
Net income (loss)	$ (1,811,738)	$ (10,041,385)
Net loss per share, basic and diluted	$ 0	$ (0.04)
Pro Forma Information [Member] | Tel3 [Member]
Business Acquisition Pro Forma Information [Line Items]
Revenues		$ 2,491,082	$ 3,372,919
Cost of sales		2,157,492	2,509,979
Gross margin		333,590	862,940
Operating expenses		8,134,108	1,971,263
Net loss from operations		(7,800,518)	(1,108,323)
Other income		(534,760)	30,000
Net income (loss)		$ (8,335,278)	$ (1,078,323)
Net loss per share, basic and diluted		$ (0.04)	$ (0.01)

Acquisitions (Details 5)

Acquisitions (Details 5) - Transaction Processing Products, Inc. [Member]	Jul. 22, 2016USD ($)
Business Acquisition [Line Items]
Cash	$ 43,583
Restricted cash	44,654
Accounts receivable	61,391
Inventory	2,214
Prepaid expenses and other current assets	9,435
Equipment	123,013
Note receivable	83,353
Accounts payable	(1,741,858)
Notes payable	(418,697)
Net liabilities assumed (net of $5.2 million intercompany payable / receivable acquired)	(1,792,912)
Fair value of shares issued	1,270,000
Fair value of options issued	898,490
Cash paid	10
Total consideration	2,168,500
Identifiable intangible assets	1,310,058
Goodwill recorded	$ 2,651,354

Acquisitions (Details 6)

Acquisitions (Details 6) - Transaction Processing Products, Inc. [Member] - USD ($)	12 Months Ended
	Dec. 31, 2016	Jul. 22, 2016
Acquired Finite-Lived Intangible Assets [Line Items]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles		$ 1,310,058
Client Contracts [Member]
Acquired Finite-Lived Intangible Assets [Line Items]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles	$ 93,190
Identifiable intangible assets, Life (months)	9 months
Client Relationships [Member]
Acquired Finite-Lived Intangible Assets [Line Items]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles	$ 1,216,868
Identifiable intangible assets, Life (months)	53 months

Acquisitions (Details Textual)

Acquisitions (Details Textual) - USD ($)	Feb. 11, 2016	Oct. 23, 2017	Dec. 31, 2017	Dec. 31, 2016	Aug. 09, 2016	Jul. 22, 2016
Acquisitions (Textual)
Total payables net of discounts			$ 96,092
Fair value and identifiable intangible assets			407,016
Goodwill amount			1,333,713
Issuance of common shares value	45,000			450,000
Impairment loss included in discontinued operations				$ 1,243,430
Transaction Processing Products, Inc. [Member]
Acquisitions (Textual)
Fair value and identifiable intangible assets			1,310,058
Goodwill amount			$ 2,651,354
Net liabilities assumed						$ 1,792,912
Options to purchase			7,500,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles						1,310,058
Issuance of common shares value			10,000,000	10,000,000
Fair value of shares issued						1,270,000
Fair value of options issued						898,490
Cash paid						10
Total consideration						$ 2,168,500
Impairment losses				$ 3,894,784
Impairment loss included in discontinued operations			$ 1,243,430
Tel3 [Member]
Acquisitions (Textual)
Net liabilities assumed					$ 780,137
Cash considerations			10
Cash paid					10
Total consideration					$ 10
Limecom [Member]
Acquisitions (Textual)
Total payables net of discounts		$ 2,631,578
Acquisition, shares of common stock		51,804,809
Acquisition, shares of common stock valued		$ 1,295,120
Total consideration		3,926,698
Fair value and identifiable intangible assets		3,000,000
Net assets acquired		(407,015)
Goodwill amount		1,333,713
Cash considerations		207,642
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles		3,000,000
Total consideration		3,926,698
Client Contracts [Member] | Transaction Processing Products, Inc. [Member]
Acquisitions (Textual)
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles				93,190
Client Relationships [Member]
Acquisitions (Textual)
Estimated fair value acquired intangible assets			$ 3,000,000
Client Relationships [Member] | Transaction Processing Products, Inc. [Member]
Acquisitions (Textual)
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles				$ 1,216,868
Client Relationships [Member] | Limecom [Member]
Acquisitions (Textual)
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles		$ 3,000,000

Subsequent Events (Details)

Subsequent Events (Details) - USD ($)	Feb. 26, 2018	Feb. 15, 2018	Jan. 12, 2018	Feb. 07, 2018	Jan. 09, 2018	Dec. 31, 2017	Dec. 31, 2016
Subsequent Events (Textual)
Common stock, shares issued						342,118,912	246,796,177
Common stock issued, amount						$ 342,119	$ 246,797
Long term related party						$ 120,000
Subsequent Event [Member]
Subsequent Events (Textual)
Common stock, shares issued			600,000	11,428,572	3,443,847
Convertible note payable outstanding			$ 30,000
Common stock issued, amount			26,640
Total consideration			56,640
Principal amount			48,897
Accrued interest			$ 30,000
Ownership interest, issued and outstanding	25.00%
Equity securities, amount	$ 50,000,000
License agreement, description	The Closing of the Transaction and continuing for a period of four (4) years thereafter, pursuant to which Cima will provide certain maintenance and support services to NextGroup in connection with the Platform, and NextGroup will pay Cima Three Million Five Hundred Thousand Dollars ($3,500,000), as follows: (a) year-one: Five Hundred Thousand Dollars ($500,000), paid over the second (2nd) six-month period of the year; (b) year-two: Five Hundred Thousand Dollars ($500,000); (c) year-three: One Million Dollars ($1,000,000); and (d) year-four: One Million Five Hundred Thousand Dollars ($1,500,000.00). The agreed upon maintenance and support services costs set forth above will not be increased by Cima during the term of the Maintenance Agreement.
Subsequent Event [Member] | Material Service Agreements [Member] | NXGH's Agreement with MSG [Member]
Subsequent Events (Textual)
Gross revenue		$ 50,000,000
Service agreements, description		Stock for MSG supplying NXGH with up to $50 million gross revenue of wholesale telecommunications services (the "Services") with a minimum of 2.5% margin over a 1 year period starting from date of the agreement with the possibility for an additional $50 million gross revenue of wholesale telecommunications services (the "Additional Services") during the same 1 year term (the "Term"). If the parties have not reached $100 million in Gross Revenue upon expiration of the Term, this Agreement will automatically be extended for an additional 60 days. Any additional term extension must be agreed by both parties in writing. Either Party may terminate this Agreement with respect to a material breach incapable of cure within thirty (30) days after written notice, or if the other party (a) becomes insolvent or admits its inability to pay its debts generally as they become due; (b) becomes subject, voluntarily or involuntarily, to any proceeding under any domestic or foreign bankruptcy or insolvency law, which is not fully stayed within seven business days or is not dismissed or vacated within 45 days after filing; (c) is dissolved or liquidated or takes any corporate action for such purpose; (d) makes a general assignment for the benefit of creditors; or (e) has a receiver, trustee, custodian or similar agent appointed by order of any court of competent jurisdiction to take charge of or sell any material portion of its property or business.
Subsequent Event [Member] | Material Service Agreements [Member] | NXGH [Member]
Subsequent Events (Textual)
Gross revenue		$ 50,000,000
Service agreements, description		For the initial $50 million in Gross Revenue or any part thereof provided through MSG, NXGH will issue one (1) Restricted NXGH Common Share for each $10 in Gross Revenue on a quarterly basis during the 12 months from the Effective Date. The Parties agree that after the initial $50 million in Gross Revenue has been achieved, for the remainder of the 1 year period, Contractor will receive (1) Warrant for each $10 in Additional Gross Revenue, up to 5 million warrants of the Company. Each warrant is exercised to purchase 1 restricted NXGH common share at $0.10 per share exercisable for a period of two (2) years from the date that each warrant is issued to MSG. NXGH shall reserve a total of 10 million authorized but unissued Shares required to meet the contemplated commitment.
Subsequent Event [Member] | Material Service Agreements [Member] | NXGH's Agreement with Wiztel [Member]
Subsequent Events (Textual)
Gross revenue		$ 50,000,000
Service agreements, description		Stock for supplying NXGH with up to $50 million gross revenue of wholesale telecommunications services (the "Services") with a minimum of 2.5% margin over a 1 year period starting from date on the agreement. Wiztel will charge NXGH a total of $10.00 for the Services in addition to the 5 million shares of restricted NXGH stock. Upon reaching the milestone of $50 million in gross revenue within 1 year, Wiztel will receive 5 million restricted shares of NXGH. Wiztel will receive the 5 million shares of NXGH restricted stock 30 days after NXGH certifies that NXGH has received the $50 million in gross revenue with a minimum of 2.5% profit within the one (1) year period. In the event that Wiztel does not provide the minimum $50 million in revenue exclusive of taxes, at a 2.5% profit to NXGH, Wiztel understands that Wiztel will only be entitled to receive a pro rata number of shares as relates to the 5 million shares of restricted NXGH common stock. That the pro rata number of shares will be determined by NXGH. Either Party may terminate this agreement with 120 days written notice.