Transportation and Logistics Systems (TLSS) 10-Q/A 7 Jul 17 2017 Q1 Quarterly report (amended) Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2017	May 10, 2017
Document And Entity Information
Entity Registrant Name	PETROTERRA CORP.
Entity Central Index Key	1,463,208
Document Type	10-Q/A
Document Period End Date	Mar. 31, 2017
Amendment Flag	true
Amendment Description	This quarterly report on Form 10-Q/A is being filed as Amendment No. 1 to our Quarterly report on Form 10-Q which was originally filed on May 15, 2017. On June 6, 2017, the Chief Executive Officer and Chief Financial Officer and management of Petroterra Corp. (the “Company”) determined that the Company’s financial statements and quarterly report for the quarter ended March 31, 2017 should no longer be relied upon as a result of an error related to the issuance of two convertible notes (the “Notes”) issued and one advance received, and one accounts payable not recorded during the quarter ended March 31, 2017, and prior to the execution of the share exchange agreement with Save On Transport Inc. on March 30, 2017. The Company has restated the financial statements to properly record the liabilities associated with the Notes, accrual of any interest payable associated with said Notes, and additional accounts payable. In addition, the Notes have been evaluated under the provision of FASB ASC Topic No. 815-40, “Derivatives and Hedging – Contracts in an Entity’s Own Equity”, to determine proper accounting treatment and valuation. This Amendment No. 1 to the Form 10-Q for the period ended March 31, 2017 contains currently dated certifications as Exhibits 31.1, 31.2, and 32.1, and 32.2. No attempt has been made in this Amendment No. 1 to the Form 10-Q for the period ended March 31, 2017 to modify or update the other disclosures presented in the Form 10-Q as previously filed, except as required by the restatement. This Amendment No. 1 on Form 10-Q/A does not reflect events occurring after the filing of the original Form 10-Q or modify or update those disclosures that may be affected by subsequent events. Accordingly, this Amendment No. 1 should be read in conjunction with our other filings with the Securities and Exchange Commission.
Current Fiscal Year End Date	--12-31
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		115,147,064
Trading Symbol	PTRA
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2,017

Consolidated Balance Sheet

Consolidated Balance Sheet - USD ($)	Mar. 31, 2017	Dec. 31, 2016
Current Assets:
Cash	$ 5,103	$ 11,725
Restricted cash	10,000
Prepaid expenses	676	676
Deferred expense		1,950
Total Current Assets	15,779	14,351
Total Assets	15,779	14,351
Current Liabilities
Accounts payable and accrued expenses	49,433	1,318
Advances from lender	15,000
Derivative liability	7,172
Convertible notes payable, net of debt discount	1,164
Deferred revenue		2,800
Payroll taxes payable		2,107
Total current liabilities	72,769	6,225
Total liabilities	72,769	6,225
Commitments and contingencies (Note 9)
Shareholders' Equity
Series A Convertible Preferred stock, par value $0.001 per share; authorized 4,000,000 shares; issued and outstanding 4,000,000 shares (Liquidation value $4,000,000)	4,000
Common stock, par value $0.001 per share; authorized 500,000,000 shares; issued and outstanding 115,147,064 and 114,202,944 at March 31,2017 and December 31, 2016, respectively	115,147	114,203
Additional paid-in capital	(149,505)	(106,103)
Retained earnings (Accumulated deficit)	(26,632)	26
Total Stockholders' Equity (Deficit)	(56,990)	8,126
Total Liabilities and Stockholders' Equity (Deficit)	$ 15,779	$ 14,351

Consolidated Balance Sheet (Par

Consolidated Balance Sheet (Parenthetical) - USD ($)	Mar. 31, 2017	Dec. 31, 2016
Statement of Financial Position [Abstract]
Preferred stock, par value	$ 0.001
Preferred stock, shares authorized	4,000,000
Preferred stock, shares issued	4,000,000
Preferred stock, shares outstanding	4,000,000
Preferred stock, liquidation value	$ 4,000,000
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	500,000,000	500,000,000
Common stock, shares issued	115,147,064	114,202,944
Common Stock, shares outstanding	115,147,064	114,202,944

Consolidated Statement of Opera

Consolidated Statement of Operations (Unaudited)	3 Months Ended
	Mar. 31, 2017USD ($)$ / sharesshares
Income Statement [Abstract]
Revenues	$ 26,272
Total Revenue	26,272
Cost of Revenues
Carrier fees	17,450
Dispatch costs	450
Total Cost of Revenues	17,900
Gross Profit	8,372
Operating Expenses:
Legal and professional	31,650
Rent - affiliate	900
General and administrative expenses	2,534
Total Operating Expenses	35,084
Operating Loss	(26,712)
Other income (expense):
Gain on change in fair value of derivative	91
Amortization of debt discount	(35)
Interest expense	(2)
Total Operating Expenses	54
Net Loss	$ (26,658)
Net Loss per Common Share
Basic and Diluted | $ / shares
Weighted Average Common Shares Outstanding:
Basic and Diluted | shares	114,213,434

Consolidated Statement Of Chang

Consolidated Statement Of Changes In Stockholder's Equity (Deficit) (Unaudited) - 3 months ended Mar. 31, 2017 - USD ($)	Preferred Stock Series A [Member]	Common Stock [Member]	Additional Paid-In Capital [Member]	Retained Earnings (Accumulated Deficit) [Member]	Total
Balance at Dec. 31, 2016		$ 114,203	$ (106,103)	$ 26	$ 8,126
Balance, shares at Dec. 31, 2016		114,202,944
Recapitalization	$ 4,000	$ 944	(43,402)		(38,458)
Recapitalization, shares	4,000,000	944,120
Net Loss				(26,658)	(26,658)
Balance at Mar. 31, 2017	$ 4,000	$ 115,147	$ (149,505)	$ (26,632)	$ (56,990)
Balance, shares at Mar. 31, 2017	4,000,000	115,147,064

Consolidated Statement Of Cash

Consolidated Statement Of Cash Flows (Unaudited)	3 Months Ended
	Mar. 31, 2017USD ($)
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Loss	$ (26,658)
Adjustments to reconcile net income to net cash provided by operating activities:
Amortization of debt discount	35
Change in value of derivative liability	(91)
Increase (decrease) in cash resulting from changes in:
Prepaid expenses and other current assets	1,950
Accounts payable	23,049
Deferred revenue	(2,800)
Payroll tax payable	(2,107)
Net Cash Provided By (Used In) Operating Activities	(6,622)
CASH FLOWS FROM INVESTING ACTIVITIES:
Restricted cash acquired	10,000
Net Cash Provided by Investing Activities	10,000
Net Increase in Cash, Cash Equivalents and Restricted Cash	3,378
Cash, Cash Equivalents and Restricted Cash at Beginning of Period	11,725
Cash, Cash Equivalents and Restricted Cash at End of Period	15,103
Cash paid during the year for:
Interest
Income Taxes
Cash and cash equivalents	5,103
Restricted Cash	10,000
Total cash, cash equivalents and restricted cash	$ 15,103

Organization and Business Opera

Organization and Business Operations	3 Months Ended
	Mar. 31, 2017
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization and Business Operations	Note 1 – Organization and Business Operations PetroTerra Corp. (the “Company”) was incorporated under the laws of the State of Nevada, on July 25, 2008 and prior to the reverse merger discussed below, was inactive. Save On Transport Inc. (“Save On”) was incorporated in the state of Florida and started business on July 12, 2016 (“Inception Date”). Save On is a provider of integrated transportation management solutions consisting of brokerage and logistic services such as transportation scheduling, routing and other value added services related to the transportation of automobiles and other freight. Save On has generated nominal revenue to date and consequently its operations are subject to all risks inherent in the establishment of a new business enterprise. On March 30, 2017 (the “Closing Date”), Petroterra Corp. and Save On entered into a Share Exchange Agreement, dated as of the same date (the “Share Exchange Agreement”). Pursuant to the terms of the Share Exchange Agreement, Save On became a wholly-owned subsidiary of Petroterra Corp. on the Closing Date (the “Reverse Merger”). The Combined companies are hereafter referred to as the “Company”. The transaction is being accounted for as a reverse merger between a private company and an inactive public company in which Save On, the private company, is considered to be the acquirer of Petroterra Corp. since the sole shareholder of Save On obtained approximately 99% voting control and management and board control. Accordingly, the reverse merger is accounted for as a recapitalization of Save On in which the assets and liabilities of both companies, on the transaction date, are recorded at their historical book values, the equity of Save On is retroactively restated to give effect to the exchange of the Save On shares for Petroterra Corp. shares, the historical activity of the combined entity is that of Save On and the activity of Petroterra Corp. is recorded only from the date of the transaction.

Going Concern

Going Concern	3 Months Ended
	Mar. 31, 2017
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Going Concern	Note 2 – Going Concern The accompanying unaudited consolidated financial statements are prepared assuming the Company will continue as a going concern, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. The Company is in an early stage and the net loss and cash used in operations for the three months ended March 31, 2017 was $26,658 and $6,622, respectively. The company had a working capital deficit, accumulated deficit and stockholders’ deficit of $56,990, $26,632, and $56,990 as of March 31, 2017, respectively, and further losses are anticipated in the development of its business. It is management’s opinion that these matters raise substantial doubt about the Company’s ability to continue as a going concern for twelve months from the issuance date of this report. The ability of the Company to continue as a going concern is dependent upon increasing revenues both organically, with increased marketing efforts, and potential acquisition targets, which would be accretive to the Company. Additional capital may be required for the Company to meet its revenue growth plans. The consolidated financial statements do not include any adjustments relating to recovery of recorded assets or classification of liabilities should the Company be unable to continue as a going concern.

Summary of Significant Accounti

Summary of Significant Accounting Policies	3 Months Ended
	Mar. 31, 2017
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Note 3 – Summary of Significant Accounting Policies Basis of Presentation The unaudited consolidated financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America and the rules and regulations of the United States Securities and Exchange Commission for interim financial information. Accordingly, they do not include all the information and disclosures necessary for comprehensive presenation of financial position, results of operations or cash flow. However, these unaudited consolidated financial statements reflect all adjustments, consisting of normal recurring adjustments, which, in the opinion of management, are necessary for fair presentation of the information contained therein. It is suggested that these unaudited interim consolidated financial statements be read in conjunction with the financial statements of Save On Transport, Inc. for the year ended December 31, 2016, and notes thereto included in the Company’s current report on Form 8-K, filed on April 5, 2017. The Company follows the same accounting policies in the preparation of its annual and interim reports. The results of operations in interim periods are not necessarily an indication of operating results to be expected for the full year. Principles of Consolidation The unaudited consolidated financial statements of the Company include the consolidated accounts of Petroterra Corp. and its wholly owned subsidiary, Save On. All intercompany accounts and transactions have been eliminated in consolidation. Use of Estimates The preparation of the unaudited consolidated financial statements, in accordance with United States Generally Accepted Accounting Principles, requires management to make estimates and assumptions about future events that affect the amounts reported in the Company’s consolidated financial statements and accompanying notes. On an ongoing basis, management evaluates and periodically adjusts its estimates and assumptions, based on historical experience, the impact of the current economic environment, and other key factors. Volatile energy markets, as well as changes in consumer spending, have increased the inherent uncertainty in such estimates and assumptions. As future events and their effects cannot be determined with precision, actual results could differ significantly from these estimates. Significant estimates included in the accompanying unaudited consolidated financial statements and footnotes include the valuation of derivative instruments. Revenue Recognition and Cost of Revenue The Company recognizes operating revenues and the related direct costs of such revenue as of the date the freight is delivered by the carrier. Customer payments received prior to delivery are recorded as a deferred revenue liability and related carrier fees if paid prior to delivery are recorded as a deferred expense asset. In accordance with ASC Topic 605-45, Principal Agent Considerations, the Company recognizes revenue on a gross basis. Derivative Financial Instruments The Company does not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks. The Company evaluates all of it financial instruments, including stock purchase warrants, to determine if such instruments are derivatives or contain features that qualify as embedded derivatives. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then re-valued at each reporting date, with changes in the fair value reported as charges or credits to income. For option-based simple derivative financial instruments, the Company uses the Black-Scholes option-pricing model to value the derivative instruments at inception and subsequent valuation dates. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is re-assessed at the end of each reporting period. Fair value of financial instruments The carrying amounts reported in the balance sheets for cash, accounts payable and accrued expenses approximate their fair values based on the short-term maturity of these instruments. The carrying amount of the Company’s promissory note obligations approximate fair value, as the terms of these notes are consistent with terms available in the market for instruments with similar risk. We account for our derivative financial instruments, consisting of certain conversion options embedded in our convertible instruments, at fair value using level 3 inputs. We determine the fair value of these derivative liabilities using the Black-Scholes option pricing model when appropriate, and in certain circumstances using binomial lattice models or other accepted valuation practices. When determining the fair value of our financial assets and liabilities using the Black-Scholes option pricing model, we are required to use various estimates and unobservable inputs, including, among other things, contractual terms of the instruments, expected volatility of our stock price, expected dividends, and the risk-free interest rate. Changes in any of the assumptions related to the unobservable inputs identified above may change the fair value of the instrument. Increases in expected term, anticipated volatility and expected dividends generally result in increases in fair value, while decreases in the unobservable inputs generally result in decreases in fair value. Basic and Diluted Loss Per Share The Company computes loss per share in accordance with ASC-260, “Earnings per Share” which requires presentation of both basic and diluted earnings per share on the face of the statement of operations. Basic loss per share is computed by dividing net loss available to common stockholders by the weighted average number of outstanding shares of common stock during the period. Diluted loss per share gives effect to all dilutive potential shares of common stock outstanding during the period. Dilutive loss per share excludes all potential shares of common stock if their effect is anti-dilutive. The Company has no potential dilutive instruments and accordingly basic loss and diluted loss per share are equal. Recent Accounting Pronouncements In August 2015, FASB issued ASU 2015-14, Deferral of the Effective Date, which amends ASC Topic 606, Revenue from Contracts with Customers. ASC Topic 606 was established by previously-issued ASU 2014-09, discussed below. For public business entities, the amendments in ASU 2015-14 defer the effective date of ASU 2014-09 to annual reporting periods beginning after December 15, 2017. Early adoption of ASU 2014-09 is permitted. In May 2014, FASB issued ASU 2014-09, Revenue from Contracts with Customers , which established ASC Topic 606. The new revenue recognition standard eliminates all industry-specific guidance and provides a five-step analysis of transactions to determine when and how revenue is recognized. The premise of the guidance is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. The amendments in this ASU may be applied retrospectively to each period presented, or as a cumulative effect adjustment as of the date of adoption. Management is currently evaluating the accounting, transition and disclosure requirements of the standard and expects to know the financial statement impact upon adoption in 2018.

Restatement of Financial Statem

Restatement of Financial Statement	3 Months Ended
	Mar. 31, 2017
Accounting Changes and Error Corrections [Abstract]
Restatement of Financial Statement	NOTE 4 – RESTATEMENT OF FINANCIAL STATEMENT We have restated our previously issued consolidated financial statements as of and for the three months ended March 31, 2017 to reflect certain convertible debenture agreements, advances and accounts payable not previously reported: (1) On March 30, 2017, we assumed a convertible note payable to RDW Capital, LLC which was dated February 16, 2017. The $4,000 note payable bears interest at a 12% per annum interest rate. The note matures on August 16, 2017 and is secured by the shares reservation of 300% of the number of share of common stock issuable upon a conversion. The note is convertible into shares of common stock at a price equal to a variable conversion price of fifty percent (50%) of the volume-weighted averages for the ten (10) days preceding the date of conversion and contains price protection on the conversion rate. The principal balance assumed amounted to $4,000, offset by debt discount of $3,071. The Company accrued interest expense of $1, amortization of debt discount of $21 and change in the value of derivative liability of $52 for the period of one day on March 31, 2017 upon the merger. (2) On March 30, 2017, the Company assumed a convertible note payable to RDW Capital, LLC which was dated March 15, 2017. The $2,464 note payable bears interest at a 12% per annum. The note matures on September 15, 2017 and is secured by the share reservation of 300% of the number of shares of common stock issuable upon a conversion. The note is convertible into shares of common stock at a price equal to a variable conversion price of fifty percent (50%) of the volume-weighted averages for the ten (10) days preceding the date of conversion and contains price protection on the conversion rate. The principal balance assumed amounted to $2,464, offset by debt discount of $2,263. The Company accrued interest expense of $1, amortization of debt discount of $13 and change in the value of derivative liability of $39 for the period of one day on March 31, 2017 upon the merger. (3) On March 30, 2017, the Company assumed an RDW Capital, LLC advance to the Company of $15,000 for professional and merger related fees. As of March 31, 2017, there were no specified terms to the advances. (4) On March 30, 2017, the Company assumed an accounts payable of $15,000. The following tables summarize the effect of the restatement on the specific items presented in our historical consolidated financial statements included in our previously reported on the March 31, 2017 financial statements: Consolidated Balance Sheet March 31, 2017 Adjustment March 31, 2017 (As Filed) (As Restated) ASSETS Current Assets Cash $ 5,103 $ - $ 5,103 Restricted cash 10,000 - 10,000 Prepaid expenses 676 - 676 TOTAL CURRENT ASSETS 15,779 - 15,779 TOTAL ASSETS $ 15,779 $ - $ 15,779 LIABILITIES AND STOCKHOLDERS’ EQUITY CURRENT LIABILITIES Accounts payable and accrued liabilities 34,365 (1) 56 49,433 (2) 12 (4) 15,000 Advances for Notes payable - (3) 15,000 15,000 Derivative liability - (1) 4,364 7,172 (2) 2,808 Convertible notes payable - net of discount - (1) 950 1,164 (2) 214 TOTAL CURRENT LIABILITIES 34,365 38,404 72,769 LONG-TERM LIABILITIES TOTAL LIABILITIES 34,365 38,404 72,769 STOCKHOLDERS’ EQUITY Series A Convertible Preferred stock, par value $0.001 per share; authorized 4,000,000 shares; issued and outstanding 4,000,000 shares (Liquidation value $4,000,000) 4,000 - 4,000 Common stock, par value $0.001 per share; authorized 500,000,000 shares; issued and outstanding 115,147,064 and 114,202,944 at March 31,2017 and December 31, 2016, respectively 115,147 115,147 Additional paid in capital (111,047 ) (1)(2) (3) (38,458 ) (149,505 ) Retained earnings (26,686 ) (1)(2) 54 (26,632 ) TOTAL STOCKHOLDERS’ EQUITY (18,586 ) (38,404 ) (56,990 ) TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY $ 15,779 $ - $ 15,779 CONSOLIDATED STATEMENT OF OPERATIONS AND COMPREHENSIVE LOSS For the three months ended March 31, 2017 As Filed Adjustment As Restated Revenues $ 26,272 - $ 26,272 Cost of Revenue 17,900 - 17,900 Gross Profit 8,372 - 8,372 Operating Expenses Legal and professional 31,650 - 31,650 Rent - affiliate 900 - 900 General & Adminstrative 2,534 - 2,534 Total Operating Expenses 35,084 - 35,084 Operating loss (26,712 ) - (26,712 ) Other Income (Expense) Gain on change in fair value of derivative liabilities - (1) 52 91 (2) 39 Amortization of debt discount - (1) (22 ) (35 ) (2) (13 ) Interest expense - (1) (1 ) (2 ) (2) (1 ) Total Other Income (Expense) - 54 54 Net Loss before Income Taxes (26,712 ) 54 (26,658 ) INCOME TAX EXPENSE - - - Net Loss $ (26,712 ) $ 54 $ (26,658 ) Basic & Diluted earnings per share $ - $ - Weighted average basis & diluted shares outstanding 114,213,434 114,213,434 CONSOLIDATED STATEMENTS OF CASH FLOWS For the three months ended March 31, 2017 As Filed Adjustments As Restated CASH FLOWS FROM OPERATING ACTIVITIES: Net loss $ (26,712 ) $ 54 $ (26,658 ) Adjustments to reconcile net income to net cash provided by operating activities: Amortization of debt discount - (1)(2) 35 35 Change in value of derivative liability - (1)(2) (91 ) (91 ) Changes in operating assets and liabilities: Prepaid expense 1,950 - 1,950 Accounts payable 23,047 (1)(2) 2 23,049 Deferred revenue (2,800 ) - (2,800 ) Payroll tax payable (2,107 ) - (2,107 ) Net cash (used) by operating activities (6,622 ) - (6,622 ) CASH FLOWS FROM INVESTING ACTIVITIES: Restricted cash acquired 10,000 - 10,000 Net cash provided by investing activities 10,000 - 10,000 Net Increase in Cash, Cash Equivalents and Restricted Cash 3,378 - 3,378 CASH Beginning of year 11,725 - 11,725 End of year $ 15,103 $ - $ 15,103 Supplemental Disclosures of Cash Flow Information: Income taxes paid - - - Interest paid - - -

Deferred Expenses

Deferred Expenses	3 Months Ended
	Mar. 31, 2017
Deferred Expenses
Deferred Expenses	Note 5 - Deferred Expenses The following table presents the composition of deferred expenses: March 31, 2017 December 31, 2016 Carrier Fees $ — $ 1,950 Deferred expenses $ — $ 1,950

Accounts Payable and Accrued Li

Accounts Payable and Accrued Liabilities	3 Months Ended
	Mar. 31, 2017
Payables and Accruals [Abstract]
Accounts Payable and Accrued Liabilities	Note 6 - Accounts Payable and Accrued Liabilities The following table presents the composition of accounts payable and accrued liabilities: March 31, 2017 December 31, 2016 Accounts Payable $ 24,365 $ 1,318 Accrued Expenses 10,000 — Accounts payable and accrued expense $ 34,365 $ 1,318

Convertible Promissory Notes Pa

Convertible Promissory Notes Payable	3 Months Ended
	Mar. 31, 2017
Debt Disclosure [Abstract]
Convertible Promissory Notes Payable	Note 7 – Convertible Promissory Notes Payable Convertible promissory notes at March 31, 2017 are as follows: 2017 Redwood Capital, February 16, 2017, net of debt discount of $3,050 950 Redwood Capital, March 15, 2017, net of debt discount of $2,250 214 - Convertible promissory notes payable, net $ 1,164 We evaluated the convertible promissory notes transactions in accordance with ASC Topic 815, Derivatives and Hedging, and determined that the conversion feature of the convertible promissory notes were not afforded the exemption for conventional convertible instruments due to their respective variable conversion rate and price protection provision. The Company recorded a derivative liability which is adjusted at each reporting period to its fair value (See Note 11). RDW Capital, LLC. On March 30, 2017, we assumed a convertible note payable to RDW Capital, LLC which was dated February 16, 2017. The $4,000 note payable bears interest at 12% per annum. The note matures on August 16, 2017 and is secured by the share reservation of 300% of the number of shares of common stock issuable upon a conversion. The note is convertible into shares of common stock at a price equal to a variable conversion price of fifty percent (50%) of the volume-weighted averages for the ten (10) days preceding the date of conversion and contains price protection on the conversion rate. The balance as of March 31, 2017 amounted to $950, comprised of principal balance amounted to $4,000, and net of remaining debt discount relating to the bifurcated derivative of $3,050. On March 30, 2017, we assumed a convertible note payable to RDW Capital, LLC which was dated March 15, 2017. The $2,464 note payable bears interest at 12% per annum. The note matures on September 15, 2017 and is secured by the share reservation of 300% of the number of shares of common stock issuable upon a conversion. The note is convertible into shares of common stock at a price equal to a variable conversion price of fifty percent (50%) of the volume-weighted averages for the ten (10) days preceding the date of conversion and contains price protection on the conversion rate. The balance as of March 31, 2017 amounted to $214, comprised of principal balance amounted to $2,464, and net of remaining debt discount relating to the bifurcated derivative of $2,250.

Advances Payable

Advances Payable	3 Months Ended
	Mar. 31, 2017
Payables and Accruals [Abstract]
Advances Payable	Note 8 – Advances Payable In January 2017, RDW Capital, LLC advanced the Company $15,000 for professional and merger related fees. As of March 31, 2017, there were no specified terms to the advances.

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
	Mar. 31, 2017
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Note 9 – Commitments and Contingencies From time to time, we may be involved in litigation relating to claims arising out of our operation in the normal course of business. As of March 31, 2017, there were no pending or threatened lawsuits that could reasonably be expected to have a material effect on results of our operations.

Stockholders_ Equity

Stockholders’ Equity	3 Months Ended
	Mar. 31, 2017
Equity [Abstract]
Stockholders’ Equity	Note 10– Stockholders’ Equity Preferred The preferred stock is designated Series A Convertible Preferred Stock. Each share of preferred stock has a par value of $.001 and a stated value of $1.00. Dividends are payable at the rate per share of 7% per annum cumulative. The Series A preferred shares have no voting rights, except as required by law. Each share of preferred stock is convertible at a conversion price of $.0833 at the option of the holder; provided, however, if a triggering event occurs, as defined in the document, the conversion price shall thereafter be reduced, and only reduced, to equal forty percent of lowest VWAP during the thirty consecutive trading day period prior to the conversion date. The beneficial ownership limitation attached to conversion is 4.99% which can be decreased or increased, upon not less than 61 days notice to the Company, but in no event exceeding 19.99% of the number of shares of common stock outstanding immediately after giving effect to the issuance of common stock upon conversion of the preferred stock. After 36 months the Company has the right to redeem all, but not less than all, of the outstanding preferred shares in cash at a price equal to 130% of the stated value plus any accrued but unpaid dividends thereon. Total shares issuable upon conversion shall not exceed 48,000,000 in the aggregate. Recapitalization On March 30,2017, the Company closed the Share Exchange Agreement between Save on and Petroterra Corp. and is deemed to have issued 4,000,000 Series A convertible preferred shares and 944,120 common shares to the original shareholders of Petroterra Corp. The Company acquired assets of $10,000 and assumed liabilities of $48,458.

Fair Value of Financial Instrum

Fair Value of Financial Instruments	3 Months Ended
	Mar. 31, 2017
Investments, All Other Investments [Abstract]
Fair Value of Financial Instruments	NOTE 11 – Fair Value of Financial Instruments Disclosures about fair value of financial instruments, requires disclosure of the fair value information, whether or not recognized in the balance sheet, where it is practicable to estimate that value. As of March 31, 2017, the amounts reported for cash, accrued interest and other expenses, notes payables, and derivative liability approximate the fair value because of their short maturities. Fair value is defined as 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. ASC Topic 820 established a three-tier fair value hierarchy which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements). These tiers include: ● Level 1, defined as observable inputs such as quoted prices for identical instruments in active markets; ● Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and ● Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. We measure certain financial instruments at fair value on a recurring basis. Assets and liabilities measured at fair value on a recurring basis are as follows at March 31, 2017: Total (Level 1) (Level 2) (Level 3) Liabilities Derivative and warrant liability - - - 7,172 Total liabilities measured at fair value $ - $ - $ - $ 7,172 The following is a reconciliation of the derivative liability for which Level 3 inputs were used in determining the approximate fair value: Beginning balance as of December 31, 2016 $ - Fair value of derivative liabilities assumed in merger 7,263 (Gain) Loss on change in derivative liability (91 ) Ending balance as of March 31, 2017 $ 7,172 Convertible Debentures The derivative liabilities related to the embedded conversion feature were valued using the Black-Scholes option valuation model and the following assumptions on the following dates: March 31, 2017 Embedded Conversion Feature Risk free interest rate 0.89% to 1.09 % Expected volatility 337.54% to 404.54 % Expected life (in years) 0.38 to 1.00 Expected dividend yield - Number outstanding 446,398

Related Party Transactions

Related Party Transactions	3 Months Ended
	Mar. 31, 2017
Related Party Transactions [Abstract]
Related Party Transactions	Note 12 – Related Party Transactions The Company executed a sublease agreement with an affiliate for office space for a one year term. The sublease commenced on August 1, 2016 at a rate of $300 per month.

Subsequent Events

Subsequent Events	3 Months Ended
	Mar. 31, 2017
Subsequent Events [Abstract]
Subsequent Events	Note 13 – Subsequent Events On April 25, 2017, the Company entered into a Securities Purchase Agreement with RedDiamond Partners LLC (“RedDiamond”) pursuant to which the Company would issue to RedDiamond Convertible Promissory Notes in an aggregate principal amount of up to $355,000, which includes a purchase price of $350,000 and transaction costs of $5,000. On April 25, 2017, the Company received the initial Tranche of $95,000, which is a loan amount of $100,000, net of the $5,000 fee, recorded as convertible note payable. The initial Tranche matures on April 25, 2018 and each tranche will mature 1 year after the date of such funding. The second Tranche will be for $85,000 and will occur upon the later of: (i) thirty (30) days after the First Closing; and (ii) the Filing Date of the Registration Statement. The third Tranche will be for $85,000 and will occur sixty (60) days after the First Closing. The fourth Tranche will be for $85,000 and will occur ninety (90) days after the First Closing. The Purchaser shall not be required to fund any Tranche subsequent to the first Tranche if there is an event of default as described in the promissory notes. The RedDiamond Note bears interest at a rate of 12% per annum and is convertible into shares of the Company’s common stock at RedDiamond’s option at 65% of the lowest VWAP for the previous ten trading days preceding the conversion. In connection with the issuance of the Convertible Promissory Note above, the Company determined that the terms of the Convertible Promissory Note included a down-round provision under which the conversion price could be affected by future equity offerings undertaken by the Company. Accordingly, under the provisions of FASB ASC Topic No. 815-40, “Derivatives and Hedging – Contracts in an Entity’s Own Stock”, the embedded conversion option contained in the convertible instruments were accounted for as derivative liabilities at the date of issuance and shall be adjusted to fair value through earnings at each reporting date. The fair value of the embedded conversion option derivatives were determined using the Black-Scholes valuation model. On the initial measurement date, the fair value of the embedded conversion option derivatives of $132,702 was recorded as derivative liabilities and was allocated as a debt discount up to the net proceeds of the Convertible Promissory Note of $95,000 with the remainder of $37,702 charged as initial derivative expense. On April 25, 2017, initial measurement date, the fair value of the derivative liabilities was estimated using the Black-Scholes valuation model with the following assumptions: dividend rate 0%, expected term 1.0 year, expected volatility 404.5%, risk-free interest rate 1.09%.

Summary of Significant Accoun20

Summary of Significant Accounting Policies (Policies)	3 Months Ended
	Mar. 31, 2017
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The unaudited consolidated financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America and the rules and regulations of the United States Securities and Exchange Commission for interim financial information. Accordingly, they do not include all the information and disclosures necessary for comprehensive presenation of financial position, results of operations or cash flow. However, these unaudited consolidated financial statements reflect all adjustments, consisting of normal recurring adjustments, which, in the opinion of management, are necessary for fair presentation of the information contained therein. It is suggested that these unaudited interim consolidated financial statements be read in conjunction with the financial statements of Save On Transport, Inc. for the year ended December 31, 2016, and notes thereto included in the Company’s current report on Form 8-K, filed on April 5, 2017. The Company follows the same accounting policies in the preparation of its annual and interim reports. The results of operations in interim periods are not necessarily an indication of operating results to be expected for the full year.
Principles of Consolidation	Principles of Consolidation The unaudited consolidated financial statements of the Company include the consolidated accounts of Petroterra Corp. and its wholly owned subsidiary, Save On. All intercompany accounts and transactions have been eliminated in consolidation.
Use of Estimates	Use of Estimates The preparation of the unaudited consolidated financial statements, in accordance with United States Generally Accepted Accounting Principles, requires management to make estimates and assumptions about future events that affect the amounts reported in the Company’s consolidated financial statements and accompanying notes. On an ongoing basis, management evaluates and periodically adjusts its estimates and assumptions, based on historical experience, the impact of the current economic environment, and other key factors. Volatile energy markets, as well as changes in consumer spending, have increased the inherent uncertainty in such estimates and assumptions. As future events and their effects cannot be determined with precision, actual results could differ significantly from these estimates. Significant estimates included in the accompanying unaudited consolidated financial statements and footnotes include the valuation of derivative instruments.
Revenue Recognition and Cost of Revenue	Revenue Recognition and Cost of Revenue The Company recognizes operating revenues and the related direct costs of such revenue as of the date the freight is delivered by the carrier. Customer payments received prior to delivery are recorded as a deferred revenue liability and related carrier fees if paid prior to delivery are recorded as a deferred expense asset. In accordance with ASC Topic 605-45, Principal Agent Considerations, the Company recognizes revenue on a gross basis.
Derivative Financial Instruments	Derivative Financial Instruments The Company does not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks. The Company evaluates all of it financial instruments, including stock purchase warrants, to determine if such instruments are derivatives or contain features that qualify as embedded derivatives. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then re-valued at each reporting date, with changes in the fair value reported as charges or credits to income. For option-based simple derivative financial instruments, the Company uses the Black-Scholes option-pricing model to value the derivative instruments at inception and subsequent valuation dates. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is re-assessed at the end of each reporting period.
Fair Value of Financial Instruments	Fair value of financial instruments The carrying amounts reported in the balance sheets for cash, accounts payable and accrued expenses approximate their fair values based on the short-term maturity of these instruments. The carrying amount of the Company’s promissory note obligations approximate fair value, as the terms of these notes are consistent with terms available in the market for instruments with similar risk. We account for our derivative financial instruments, consisting of certain conversion options embedded in our convertible instruments, at fair value using level 3 inputs. We determine the fair value of these derivative liabilities using the Black-Scholes option pricing model when appropriate, and in certain circumstances using binomial lattice models or other accepted valuation practices. When determining the fair value of our financial assets and liabilities using the Black-Scholes option pricing model, we are required to use various estimates and unobservable inputs, including, among other things, contractual terms of the instruments, expected volatility of our stock price, expected dividends, and the risk-free interest rate. Changes in any of the assumptions related to the unobservable inputs identified above may change the fair value of the instrument. Increases in expected term, anticipated volatility and expected dividends generally result in increases in fair value, while decreases in the unobservable inputs generally result in decreases in fair value.
Basic and Diluted Loss Per Share	Basic and Diluted Loss Per Share The Company computes loss per share in accordance with ASC-260, “Earnings per Share” which requires presentation of both basic and diluted earnings per share on the face of the statement of operations. Basic loss per share is computed by dividing net loss available to common stockholders by the weighted average number of outstanding shares of common stock during the period. Diluted loss per share gives effect to all dilutive potential shares of common stock outstanding during the period. Dilutive loss per share excludes all potential shares of common stock if their effect is anti-dilutive. The Company has no potential dilutive instruments and accordingly basic loss and diluted loss per share are equal.
Recent Accounting Pronouncements	Recent Accounting Pronouncements In August 2015, FASB issued ASU 2015-14, Deferral of the Effective Date, which amends ASC Topic 606, Revenue from Contracts with Customers. ASC Topic 606 was established by previously-issued ASU 2014-09, discussed below. For public business entities, the amendments in ASU 2015-14 defer the effective date of ASU 2014-09 to annual reporting periods beginning after December 15, 2017. Early adoption of ASU 2014-09 is permitted. In May 2014, FASB issued ASU 2014-09, Revenue from Contracts with Customers , which established ASC Topic 606. The new revenue recognition standard eliminates all industry-specific guidance and provides a five-step analysis of transactions to determine when and how revenue is recognized. The premise of the guidance is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. The amendments in this ASU may be applied retrospectively to each period presented, or as a cumulative effect adjustment as of the date of adoption. Management is currently evaluating the accounting, transition and disclosure requirements of the standard and expects to know the financial statement impact upon adoption in 2018.

Restatement of Financial Stat21

Restatement of Financial Statement (Tables)	3 Months Ended
	Mar. 31, 2017
Accounting Changes and Error Corrections [Abstract]
Schedule of Previously Issued Financial Statements	The following tables summarize the effect of the restatement on the specific items presented in our historical consolidated financial statements included in our previously reported on the March 31, 2017 financial statements: Consolidated Balance Sheet March 31, 2017 Adjustment March 31, 2017 (As Filed) (As Restated) ASSETS Current Assets Cash $ 5,103 $ - $ 5,103 Restricted cash 10,000 - 10,000 Prepaid expenses 676 - 676 TOTAL CURRENT ASSETS 15,779 - 15,779 TOTAL ASSETS $ 15,779 $ - $ 15,779 LIABILITIES AND STOCKHOLDERS’ EQUITY CURRENT LIABILITIES Accounts payable and accrued liabilities 34,365 (1) 56 49,433 (2) 12 (4) 15,000 Advances for Notes payable - (3) 15,000 15,000 Derivative liability - (1) 4,364 7,172 (2) 2,808 Convertible notes payable - net of discount - (1) 950 1,164 (2) 214 TOTAL CURRENT LIABILITIES 34,365 38,404 72,769 LONG-TERM LIABILITIES TOTAL LIABILITIES 34,365 38,404 72,769 STOCKHOLDERS’ EQUITY Series A Convertible Preferred stock, par value $0.001 per share; authorized 4,000,000 shares; issued and outstanding 4,000,000 shares (Liquidation value $4,000,000) 4,000 - 4,000 Common stock, par value $0.001 per share; authorized 500,000,000 shares; issued and outstanding 115,147,064 and 114,202,944 at March 31,2017 and December 31, 2016, respectively 115,147 115,147 Additional paid in capital (111,047 ) (1)(2) (3) (38,458 ) (149,505 ) Retained earnings (26,686 ) (1)(2) 54 (26,632 ) TOTAL STOCKHOLDERS’ EQUITY (18,586 ) (38,404 ) (56,990 ) TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY $ 15,779 $ - $ 15,779 CONSOLIDATED STATEMENT OF OPERATIONS AND COMPREHENSIVE LOSS For the three months ended March 31, 2017 As Filed Adjustment As Restated Revenues $ 26,272 - $ 26,272 Cost of Revenue 17,900 - 17,900 Gross Profit 8,372 - 8,372 Operating Expenses Legal and professional 31,650 - 31,650 Rent - affiliate 900 - 900 General & Adminstrative 2,534 - 2,534 Total Operating Expenses 35,084 - 35,084 Operating loss (26,712 ) - (26,712 ) Other Income (Expense) Gain on change in fair value of derivative liabilities - (1) 52 91 (2) 39 Amortization of debt discount - (1) (22 ) (35 ) (2) (13 ) Interest expense - (1) (1 ) (2 ) (2) (1 ) Total Other Income (Expense) - 54 54 Net Loss before Income Taxes (26,712 ) 54 (26,658 ) INCOME TAX EXPENSE - - - Net Loss $ (26,712 ) $ 54 $ (26,658 ) Basic & Diluted earnings per share $ - $ - Weighted average basis & diluted shares outstanding 114,213,434 114,213,434 CONSOLIDATED STATEMENTS OF CASH FLOWS For the three months ended March 31, 2017 As Filed Adjustments As Restated CASH FLOWS FROM OPERATING ACTIVITIES: Net loss $ (26,712 ) $ 54 $ (26,658 ) Adjustments to reconcile net income to net cash provided by operating activities: Amortization of debt discount - (1)(2) 35 35 Change in value of derivative liability - (1)(2) (91 ) (91 ) Changes in operating assets and liabilities: Prepaid expense 1,950 - 1,950 Accounts payable 23,047 (1)(2) 2 23,049 Deferred revenue (2,800 ) - (2,800 ) Payroll tax payable (2,107 ) - (2,107 ) Net cash (used) by operating activities (6,622 ) - (6,622 ) CASH FLOWS FROM INVESTING ACTIVITIES: Restricted cash acquired 10,000 - 10,000 Net cash provided by investing activities 10,000 - 10,000 Net Increase in Cash, Cash Equivalents and Restricted Cash 3,378 - 3,378 CASH Beginning of year 11,725 - 11,725 End of year $ 15,103 $ - $ 15,103 Supplemental Disclosures of Cash Flow Information: Income taxes paid - - - Interest paid - - -

Deferred Expenses (Tables)

Deferred Expenses (Tables)	3 Months Ended
	Mar. 31, 2017
Deferred Expenses
Summary of Composition of Deferred Expenses	The following table presents the composition of deferred expenses: March 31, 2017 December 31, 2016 Carrier Fees $ — $ 1,950 Deferred expenses $ — $ 1,950

Accounts Payable and Accrued 23

Accounts Payable and Accrued Liabilities (Tables)	3 Months Ended
	Mar. 31, 2017
Payables and Accruals [Abstract]
Schedule of Accounts Payable and Accrued Liabilities	The following table presents the composition of accounts payable and accrued liabilities: March 31, 2017 December 31, 2016 Accounts Payable $ 24,365 $ 1,318 Accrued Expenses 10,000 — Accounts payable and accrued expense $ 34,365 $ 1,318

Convertible Promissory Notes 24

Convertible Promissory Notes Payable (Tables)	3 Months Ended
	Mar. 31, 2017
Debt Disclosure [Abstract]
Schedule of Convertible Promissory Notes	Convertible promissory notes at March 31, 2017 are as follows: 2017 Redwood Capital, February 16, 2017, net of debt discount of $3,050 950 Redwood Capital, March 15, 2017, net of debt discount of $2,250 214 - Convertible promissory notes payable, net $ 1,164

Fair Value of Financial Instr25

Fair Value of Financial Instruments (Tables)	3 Months Ended
	Mar. 31, 2017
Investments, All Other Investments [Abstract]
Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis	We measure certain financial instruments at fair value on a recurring basis. Assets and liabilities measured at fair value on a recurring basis are as follows at March 31, 2017: Total (Level 1) (Level 2) (Level 3) Liabilities Derivative and warrant liability - - - 7,172 Total liabilities measured at fair value $ - $ - $ - $ 7,172
Schedule of Reconciliation of Derivative Liability for Level 3 Inputs	The following is a reconciliation of the derivative liability for which Level 3 inputs were used in determining the approximate fair value: Beginning balance as of December 31, 2016 $ - Fair value of derivative liabilities assumed in merger 7,263 (Gain) Loss on change in derivative liability (91 ) Ending balance as of March 31, 2017 $ 7,172
Schedule of Fair Value of Financial Instruments Black-Scholes Option Model and Valuation Assumptions	The derivative liabilities related to the embedded conversion feature were valued using the Black-Scholes option valuation model and the following assumptions on the following dates: March 31, 2017 Embedded Conversion Feature Risk free interest rate 0.89% to 1.09 % Expected volatility 337.54% to 404.54 % Expected life (in years) 0.38 to 1.00 Expected dividend yield - Number outstanding 446,398

Organization and Business Ope26

Organization and Business Operations (Details Narrative)	Mar. 31, 2017
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Percentage of voting control and management and board control	99.00%

Going Concern (Details Narrativ

Going Concern (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2017	Dec. 31, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Net Loss	$ 26,658
Cash used in operations	6,622
Working capital deficit	56,990
Accumulated deficit	26,632	$ (26)
Stockholders’ deficit	$ 56,990	$ (8,126)

Restatement of Financial Stat28

Restatement of Financial Statement - (Details) - USD ($)		3 Months Ended
		Mar. 31, 2017	Dec. 31, 2016
Cash		$ 5,103	$ 11,725
Restricted cash		10,000
Prepaid expenses		676	676
Total Current Assets		15,779	14,351
Total Assets		15,779	14,351
Accounts payable and accrued expenses		49,433	1,318
Advances for Notes payable		15,000
Derivative liability		7,172
Convertible notes payable, net of debt discount		1,164
TOTAL CURRENT LIABILITIES		72,769	6,225
LONG-TERM LIABILITIES
TOTAL LIABILITIES		72,769	6,225
Series A Convertible Preferred stock, par value $0.001 per share; authorized 4,000,000 shares; issued and outstanding 4,000,000 shares (Liquidation value $4,000,000)		4,000
Common stock, par value $0.001 per share; authorized 500,000,000 shares; issued and outstanding 115,147,064 and 114,202,944 at March 31,2017 and December 31, 2016, respectively		115,147	114,203
Additional paid-in capital		(149,505)	(106,103)
Retained earnings		(26,632)	26
Total Stockholders' Equity (Deficit)		(56,990)	8,126
Total Liabilities and Stockholders' Equity (Deficit)		15,779	$ 14,351
Revenues		26,272
Cost of Revenue		17,900
Gross Profit		8,372
Legal and professional		31,650
Rent - affiliate		900
General & Adminstrative		2,534
Total Operating Expenses		35,084
Operating loss		(26,712)
Gain on change in fair value of derivative liabilities		91
Amortization of debt discount		35
Interest expense		2
Total Other Income (Expense)		54
Net Loss before Income Taxes		(26,658)
Net Loss		$ (26,658)
Basic & Diluted earnings per share
Weighted average basis & diluted shares outstanding		114,213,434
Amortization of debt discount		$ 35
Change in value of derivative liability		(91)
Prepaid expense		1,950
Accounts payable		23,049
Deferred revenue		(2,800)
Payroll tax payable		(2,107)
Net cash (used) by operating activities		(6,622)
Restricted cash acquired		10,000
Net cash provided by investing activities		10,000
Net Increase in Cash, Cash Equivalents and Restricted Cash		3,378
Cash, Beginning of year		11,725
Cash, End of year		15,103
Income taxes paid
Interest paid
As Filed [Member]
Cash		5,103
Restricted cash		10,000
Prepaid expenses		676
Total Current Assets		15,779
Total Assets		15,779
Accounts payable and accrued expenses		34,365
Advances for Notes payable
Derivative liability
Convertible notes payable, net of debt discount
TOTAL CURRENT LIABILITIES		34,365
LONG-TERM LIABILITIES
TOTAL LIABILITIES		34,365
Series A Convertible Preferred stock, par value $0.001 per share; authorized 4,000,000 shares; issued and outstanding 4,000,000 shares (Liquidation value $4,000,000)		4,000
Common stock, par value $0.001 per share; authorized 500,000,000 shares; issued and outstanding 115,147,064 and 114,202,944 at March 31,2017 and December 31, 2016, respectively		115,147
Additional paid-in capital		(111,047)
Retained earnings		(26,686)
Total Stockholders' Equity (Deficit)		(18,586)
Total Liabilities and Stockholders' Equity (Deficit)		15,779
Revenues		26,272
Cost of Revenue		17,900
Gross Profit		8,372
Legal and professional		31,650
Rent - affiliate		900
General & Adminstrative		2,534
Total Operating Expenses		35,084
Operating loss		(26,712)
Gain on change in fair value of derivative liabilities
Change in derivative liability
Amortization of debt discount
Amortization of debt discount
Interest expense
Interest expense, one
Total Other Income (Expense)
Net Loss before Income Taxes		(26,712)
Net Loss		$ (26,712)
Basic & Diluted earnings per share
Weighted average basis & diluted shares outstanding		114,213,434
Amortization of debt discount	[1],[2]
Change in value of derivative liability	[1],[2]
Prepaid expense		1,950
Accounts payable	[1],[2]	23,047
Deferred revenue		(2,800)
Payroll tax payable		(2,107)
Net cash (used) by operating activities		(6,622)
Restricted cash acquired		10,000
Net cash provided by investing activities		10,000
Net Increase in Cash, Cash Equivalents and Restricted Cash		3,378
Cash, Beginning of year		11,725
Cash, End of year		15,103
Income taxes paid
Interest paid
Adjustment [Member]
Cash
Restricted cash
Prepaid expenses
Total Current Assets
Total Assets
Convertible notes payable	[1]	12
Accounts payable	[3]	15,000
Advances for Notes payable	[4]	15,000
Derivative liability	[2]	4,364
Convertible notes payable	[1]	2,808
Convertible notes payable, net of debt discount	[2]	950
Convertible notes payable	[1]	214
TOTAL CURRENT LIABILITIES		38,404
LONG-TERM LIABILITIES
TOTAL LIABILITIES		38,404
Series A Convertible Preferred stock, par value $0.001 per share; authorized 4,000,000 shares; issued and outstanding 4,000,000 shares (Liquidation value $4,000,000)
Common stock, par value $0.001 per share; authorized 500,000,000 shares; issued and outstanding 115,147,064 and 114,202,944 at March 31,2017 and December 31, 2016, respectively
Additional paid-in capital	[1],[2],[4]	(38,458)
Retained earnings	[1],[2]	54
Total Stockholders' Equity (Deficit)		(38,404)
Total Liabilities and Stockholders' Equity (Deficit)
Revenues
Cost of Revenue
Gross Profit
Legal and professional
Rent - affiliate
General & Adminstrative
Total Operating Expenses
Operating loss
Gain on change in fair value of derivative liabilities	[2]	52
Change in derivative liability	[1]	39
Amortization of debt discount	[2]	(22)
Amortization of debt discount	[1]	(13)
Interest expense	[2]	(1)
Interest expense, one	[1]	(1)
Total Other Income (Expense)		54
Net Loss		54
Amortization of debt discount		35
Change in value of derivative liability		(91)
Accounts payable		2
Income taxes paid
Interest paid
[1]	On March 30, 2017, the Company assumed a convertible note payable to RDW Capital, LLC which was dated March 15, 2017. The $2,464 note payable bears interest at a 12% per annum. The note matures on September 15, 2017 and is secured by the share reservation of 300% of the number of shares of common stock issuable upon a conversion. The note is convertible into shares of common stock at a price equal to a variable conversion price of fifty percent (50%) of the volume-weighted averages for the ten (10) days preceding the date of conversion and contains price protection on the conversion rate. The principal balance assumed amounted to $2,464, offset by debt discount of $2,263. The Company accrued interest expense of $1, amortization of debt discount of $13 and change in the value of derivative liability of $39 for the period of one day on March 31, 2017 upon the merger.
[2]	On March 30, 2017, we assumed a convertible note payable to RDW Capital, LLC which was dated February 16, 2017. The $4,000 note payable bears interest at a 12% per annum interest rate. The note matures on August 16, 2017 and is secured by the shares reservation of 300% of the number of share of common stock issuable upon a conversion. The note is convertible into shares of common stock at a price equal to a variable conversion price of fifty percent (50%) of the volume-weighted averages for the ten (10) days preceding the date of conversion and contains price protection on the conversion rate. The principal balance assumed amounted to $4,000, offset by debt discount of $3,071. The Company accrued interest expense of $1, amortization of debt discount of $21 and change in the value of derivative liability of $52 for the period of one day on March 31, 2017 upon the merger.
[3]	On March 30, 2017, the Company assumed an accounts payable of $15,000.
[4]	On March 30, 2017, the Company assumed an RDW Capital, LLC advance to the Company of $15,000 for professional and merger related fees. As of March 31, 2017, there were no specified terms to the advances.

Restatement of Financial Stat29

Restatement of Financial Statement - (Details) (Parenthetical) - USD ($)	Mar. 30, 2017	Mar. 31, 2017
Amortization of debt discount		$ 35
Change in fair value of derivative liability		91
Professional and merger related fees		31,650
RDW Capital, LLC [Member]
Notes payable	$ 4,000	950
Notes payable, interest rate	12.00%
Note maturity date	Aug. 16, 2017
Number of shares issuable upon conversion, percent	300.00%
Debt conversion, description	The note is convertible into shares of common stock at a price equal to a variable conversion price of fifty percent (50%) of the volume-weighted averages the ten (10) days preceding the date of conversion and contains price protection on the conversion rate.
Weighted average conversion price, percentage	50.00%
Debt, principal balance	$ 4,000	4,000
Debt discount	3,071	3,050
Accrued interest expense	1
Amortization of debt discount	21
Change in fair value of derivative liability	52
Professional and merger related fees	15,000
RDW Capital, LLC [Member] | Convertible Notes Payable One [Member]
Notes payable	$ 2,464	214
Notes payable, interest rate	12.00%
Note maturity date	Sep. 15, 2017
Number of shares issuable upon conversion, percent	300.00%
Debt conversion, description	The note is convertible into shares of common stock at a price equal to a variable conversion price of fifty percent (50%) of the volume-weighted averages the ten (10) days preceding the date of conversion and contains price protection on the conversion rate.
Weighted average conversion price, percentage	50.00%
Debt, principal balance	$ 2,464	2,464
Debt discount	2,263	$ 2,250
Accrued interest expense	1
Amortization of debt discount	13
Change in fair value of derivative liability	$ 39

Deferred Expenses - Summary of

Deferred Expenses - Summary of Composition of Deferred Expenses (Details) - USD ($)	Mar. 31, 2017	Dec. 31, 2016
Deferred Expenses
Carrier Fees		$ 1,950
Deferred expenses		$ 1,950

Accounts Payable and Accrued 31

Accounts Payable and Accrued Liabilities - Schedule of Accounts Payable and Accrued Liabilities (Details) - USD ($)	Mar. 31, 2017	Dec. 31, 2016
Payables and Accruals [Abstract]
Accounts Payable	$ 24,365	$ 1,318
Accrued Expenses	10,000
Accounts payable and accrued expense	$ 34,365	$ 1,318

Convertible Promissory Notes 32

Convertible Promissory Notes Payable (Details Narrative) - RDW Capital, LLC [Member] - USD ($)	Mar. 30, 2017	Mar. 31, 2017
Notes payable	$ 4,000	$ 950
Notes payable, interest rate	12.00%
Note maturity date	Aug. 16, 2017
Number of shares issuable upon conversion, percent	300.00%
Debt conversion, description	The note is convertible into shares of common stock at a price equal to a variable conversion price of fifty percent (50%) of the volume-weighted averages the ten (10) days preceding the date of conversion and contains price protection on the conversion rate.
Weighted average conversion price, percentage	50.00%
Debt, principal balance	$ 4,000	4,000
Debt discount	3,071	3,050
Convertible Notes Payable One [Member]
Notes payable	$ 2,464	214
Notes payable, interest rate	12.00%
Note maturity date	Sep. 15, 2017
Number of shares issuable upon conversion, percent	300.00%
Debt conversion, description	The note is convertible into shares of common stock at a price equal to a variable conversion price of fifty percent (50%) of the volume-weighted averages the ten (10) days preceding the date of conversion and contains price protection on the conversion rate.
Weighted average conversion price, percentage	50.00%
Debt, principal balance	$ 2,464	2,464
Debt discount	$ 2,263	$ 2,250

Convertible Promissory Notes 33

Convertible Promissory Notes Payable - Schedule of Convertible Promissory Notes (Details) - USD ($)	Mar. 31, 2017	Dec. 31, 2016
Convertible promissory notes payable, net	$ 1,164
Redwood Capital, February 16, 2017 [Member]
Convertible promissory notes payable, net	950
Redwood Capital, March 15, 2017 [Member]
Convertible promissory notes payable, net	$ 214

Convertible Promissory Notes 34

Convertible Promissory Notes Payable - Schedule of Convertible Promissory Notes (Details) (Parenthetical)	Mar. 31, 2017USD ($)
Redwood Capital, February 16, 2017 [Member]
Convertible promissory note, debt discount	$ 3,050
Redwood Capital, March 15, 2017 [Member]
Convertible promissory note, debt discount	$ 2,250

Advances Payable (Details Narra

Advances Payable (Details Narrative) - USD ($)	Mar. 31, 2017	Jan. 31, 2017	Dec. 31, 2016
Due to related parties	$ 15,000
RDW Capital, LLC [Member]
Due to related parties		$ 15,000

Stockholders_ Equity (Details N

Stockholders’ Equity (Details Narrative) - USD ($)	Mar. 30, 2017	Mar. 31, 2017	Dec. 31, 2016
Preferred stock, stated value		$ 0.001
Acquired assets	$ 10,000
Assumed liabilities	$ 48,458
Series A Convertible Preferred Stock [Member]
Preferred stock, par value		.001
Preferred stock, stated value		$ 1
Dividends payable rate		7.00%
Number of preferred shares issued	4,000,000
Preferred Stock [Member]
Dividends payable rate		130.00%
Debt conversion price, per share		$ 0.0833
Debt conversion beneficial ownership, percent		4.99%
Convertible preferred stock, shares issued upon conversion		48,000,000
Common Stock [Member]
Debt conversion beneficial ownership, percent		19.99%
Number of preferred shares issued	944,120

Fair Value of Financial Instr37

Fair Value of Financial Instruments - Schedule of Assets and Liabilities Measured at Fair Value On Recurring Basis (Details) - USD ($)	Mar. 31, 2017	Dec. 31, 2016
Derivative and warrant liability
Total liabilities measured at fair value
Level 1 [Member]
Derivative and warrant liability
Total liabilities measured at fair value
Level 2 [Member]
Derivative and warrant liability
Total liabilities measured at fair value
Level 3 [Member]
Derivative and warrant liability	7,172
Total liabilities measured at fair value	$ 7,172

Fair Value of Financial Instr38

Fair Value of Financial Instruments - Schedule of Reconciliation of Derivative Liability for Level 3 Inputs (Details)	3 Months Ended
	Mar. 31, 2017USD ($)
Ending balance as of March 31, 2017
Level 3 [Member]
Beginning balance as of December 31, 2016
Fair value of derivative liabilities assumed in merger	7,263
(Gain) Loss on change in derivative liability	(91)
Ending balance as of March 31, 2017	$ 7,172

Fair Value of Financial Instr39

Fair Value of Financial Instruments - Schedule of Fair Value of Financial Instruments Black-Scholes Option Model and Valuation Assumptions (Details)	3 Months Ended
	Mar. 31, 2017shares
Expected dividend yield	0.00%
Number outstanding	446,398
Minimum [Member]
Risk free interest rate	0.89%
Expected volatility	337.54%
Expected life (in years)	4 months 17 days
Maximum [Member]
Risk free interest rate	1.09%
Expected volatility	404.54%
Expected life (in years)	1 year

Related Party Transactions (Det

Related Party Transactions (Details Narrative)	3 Months Ended
	Mar. 31, 2017USD ($)
Related Party Transactions [Abstract]
Sublease agreement office space, term	1 year
Sublease commenced per month value	$ 300

Subsequent Event (Details Narra

Subsequent Event (Details Narrative) - USD ($)	Apr. 25, 2017	Mar. 31, 2017
Dividend rate		0.00%
Subsequent Event [Member] | Securities Purchase Agreement [Member] | RedDiamond Partners LLC [Member]
Aggregate principal amount	$ 355,000
Purchase price	350,000
Transaction costs	$ 5,000
Each tranche matures term	each tranche will matures 1 year after the date of such funding.
Percentage of bears interest rate per annum	12.00%
Percentage of common stock option of lowest VWAP	65.00%
Fair value of embedded conversion option derivatives	$ 132,702
Proceeds from convertible promissory note	95,000
Initial derivative expense	$ 37,702
Dividend rate	0.00%
Expected term	1 year
Expected volatility	404.50%
Risk-free interest rate	1.09%
Subsequent Event [Member] | Securities Purchase Agreement [Member] | RedDiamond Partners LLC [Member] | Initial Tranche [Member]
Aggregate principal amount	$ 95,000
Loan amount	100,000
Fee amount	$ 5,000
Tranche matures date	Apr. 25, 2018
Subsequent Event [Member] | Securities Purchase Agreement [Member] | RedDiamond Partners LLC [Member] | Second Tranche [Member]
Aggregate principal amount	$ 85,000
Subsequent Event [Member] | Securities Purchase Agreement [Member] | RedDiamond Partners LLC [Member] | Third Tranche [Member]
Aggregate principal amount	85,000
Subsequent Event [Member] | Securities Purchase Agreement [Member] | RedDiamond Partners LLC [Member] | Fourth Tranche [Member]
Aggregate principal amount	$ 85,000