Tingo (TIOG) 10-K 31 Mar 23 2022 FY Annual report Financial data

Document And Entity Information

Document And Entity Information - USD ($)	12 Months Ended
	Dec. 31, 2022	Mar. 31, 2023	Jun. 30, 2022
Document Information Line Items
Entity Registrant Name	TINGO GROUP, INC.
Trading Symbol	TIO
Document Type	10-K
Current Fiscal Year End Date	--12-31
Entity Common Stock, Shares Outstanding		163,727,382
Entity Public Float			$ 59,822,058
Amendment Flag	false
Entity Central Index Key	0000854800
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Filer Category	Non-accelerated Filer
Entity Well-known Seasoned Issuer	No
Document Period End Date	Dec. 31, 2022
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	FY
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
ICFR Auditor Attestation Flag	false
Document Annual Report	true
Document Transition Report	false
Entity File Number	001-35850
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	27-0016420
Entity Address, Address Line One	28 West Grand Avenue
Entity Address, Address Line Two	Suite 3
Entity Address, City or Town	Montvale
Entity Address, State or Province	NJ
Entity Address, Postal Zip Code	07645
City Area Code	(201)
Local Phone Number	225-0190
Title of 12(b) Security	Common Stock, par value $0.001
Security Exchange Name	NASDAQ
Entity Interactive Data Current	Yes
Auditor Firm ID	1197
Auditor Name	Friedman LLP
Auditor Location	New York, New York

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Current assets:
Cash and cash equivalents	$ 500,316	$ 96,619
Trade accounts receivable, net	11,541	17,879
Related party receivables	13,491	5,134
Other current assets	5,828	7,865
Total current assets	531,176	127,497
Property and equipment, net	855,125	677
Intangible assets, net	185,407	21,442
Goodwill	101,247	19,788
Right of use – assets under operating lease	2,260	1,921
Long-term deposit and other non-current assets	514	824
Deferred tax assets	3,661	1,764
Restricted cash escrow	2,233	2,417
Micronet Ltd. equity method investment	735	1,481
Total long-term assets	1,151,182	50,314
Total assets	1,682,358	177,811
LIABILITIES TEMPORARY EQUITY AND EQUITY
Short-term loan	460	1,657
Trade accounts payable	11,092	14,416
Deposit held on behalf of clients	2,528	3,101
Related party payables	57,506	4
Current operating lease liability	1,215	1,298
Other current liabilities	192,594	4,914
Total current liabilities	265,395	25,390
Long term loan	377
Long term operating lease liability	905	691
Deferred tax liabilities	89,597	3,952
Accrued severance pay	50	56
Total long-term liabilities	90,929	4,699
Commitment and Contingencies (Note 18)
Temporary equity
Preferred stock Series B subject to redemption: $0.001 par value, 33,687.21 shares authorized and 0 shares issued and outstanding as of December 31, 2022 and 2021, respectively.	553,035
Stockholders’ Equity:
Preferred stock Series A: $0.001 par value, 2,604.28 shares authorized and 0 shares issued and outstanding as of December 31, 2022 and 2021, respectively.	3
Common stock; $0.001 par value, 425,000,000 shares authorized, 157,599,882 and 122,435,576 shares issued and outstanding as of December 31, 2022 and December 31, 2021, respectively	158	122
Additional paid in capital	889,579	220,786
Accumulated other comprehensive loss	4,367	(414)
Accumulated deficit	(123,463)	(76,394)
TINGO GROUP, Inc. stockholders’ equity	770,644	144,100
Non-controlling interests	2,355	3,622
Total stockholders’ equity	772,999	147,722
Total liabilities temporary equity and stockholders’ equity	$ 1,682,358	$ 177,811

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parentheticals) - $ / shares	Dec. 31, 2022	Dec. 31, 2021
Common stock par value (in Dollars per share)	$ 0.001	$ 0.001
Common stock shares authorized	425,000,000	425,000,000
Common stock shares issued	157,599,882	122,435,576
Common stock shares outstanding	157,599,882	122,435,576
Redeemable preferred stock Series B
Preferred stock, par value (in Dollars per share)	$ 0.001	$ 0.001
Preferred stock shares authorized	33,687.21	33,687.21
Preferred stock shares issued	0	0
Preferred stock shares outstanding	0	0
Redeemable preferred stock Series A
Preferred stock, par value (in Dollars per share)	$ 0.001	$ 0.001
Preferred stock shares authorized	2,604.28	2,604.28
Preferred stock shares issued	0	0
Preferred stock shares outstanding	0	0

Consolidated Statements of Oper

Consolidated Statements of Operations - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Income Statement [Abstract]
Revenues	$ 146,035	$ 55,676
Cost of revenues	81,243	46,456
Gross profit	64,792	9,220
Operating expenses:
Research and development	1,689	889
Selling and marketing	11,140	6,814
General and administrative	58,165	36,488
Amortization of intangible assets	5,590	2,925
Total operating expenses	76,584	47,116
Loss from operations	(11,792)	(37,896)
Equity in net loss of Micronet		(1,934)
Loss from decrease in holding percentage in former VIE		(1,128)
Other income, net	2,151	1,261
Finance income (expense), net	(750)	395
Loss before income tax expense (benefit)	(10,391)	(39,302)
Income tax expense (benefit)	37,474	(1,791)
Net loss after provision for income taxes	(47,865)	(37,511)
Gain (loss) from equity investment	(746)	353
Net loss	(48,611)	(37,158)
Net loss attributable to non-controlling stockholders	(1,542)	(730)
Net loss attributable to TINGO GROUP	$ (47,069)	$ (36,428)
Loss per share attributable to TINGO GROUP:
Basic and diluted loss per share (in Dollars per share)	$ (0.36)	$ (0.32)
Weighted average common shares outstanding:
Basic and diluted (in Shares)	129,345,764	112,562,199

Consolidated Statements of Op_2

Consolidated Statements of Operations (Parentheticals) - $ / shares	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Income Statement [Abstract]
Diluted loss per share (in Dollars per share)	$ (0.36)	$ (0.32)
Diluted (in Dollars per share)	129,345,764	112,562,199

Consolidated Statements of Comp

Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Statement of Comprehensive Income [Abstract]
Net loss	$ (48,611)	$ (37,158)
Other comprehensive loss, net of tax:
Currency translation adjustment	4,781	(218)
Total comprehensive loss	(43,830)	(37,376)
Comprehensive loss attributable to the non-controlling stockholders	(1,267)	(926)
Comprehensive loss attributable to TINGO GROUP	$ (42,563)	$ (36,450)

Statements of Changes in Tempor

Statements of Changes in Temporary Equity and Stockholders’ Equity - USD ($) $ in Thousands	Preferred stock Series A	Common Stock	Additional Paid-in Capital	Accumulated Deficit	Accumulated Other Comprehensive Income (Loss)	Capital reserve related to transaction with the Minority stockholders	Non- controlling Interest	Preferred stock Series B subject to redemption	Total
Balance at Dec. 31, 2020		$ 68	$ 102,333	$ (39,966)	$ (196)	$ (174)	$ 3,631		$ 65,696
Balance (in Shares) at Dec. 31, 2020		68,757,450
Shares issued to service providers and employees		$ 7	9,869						9,876
Shares issued to service providers and employees (in Shares)		7,010,020
Stock based compensation			711						711
Exercising options for employees and consultants			80						80
Exercising options for employees and consultants (in Shares)		60,000
Net loss				(36,428)			(730)		(37,158)
Other Comprehensive loss					(218)	174	(197)		(241)
Loss of control of subsidiary							(2,989)		(2,989)
Minority interest- Zhongtong Insurance							3,232		3,232
Initially consolidated entity							675		675
Issuance of shares upon November 2020 Securities Purchase Agreement		$ 3	2,673						2,676
Issuance of shares upon November 2020 Securities Purchase Agreement (in Shares)		2,400,000
Issuance of shares upon February 2021 Purchase Agreement		$ 23	53,977						54,000
Issuance of shares upon February 2021 Purchase Agreement (in Shares)		22,471,904
Issuance of shares upon March 2021 Securities Purchase Agreement		$ 19	48,671						48,690
Issuance of shares upon March 2021 Securities Purchase Agreement (in Shares)		19,285,715
Exercising warrants		$ 2	2,472						2,474
Exercising warrants (in Shares)		2,450,487
Balance at Dec. 31, 2021		$ 122	220,786	(76,394)	(414)		3,622		147,722
Balance (in Shares) at Dec. 31, 2021		122,435,576
Shares issued to service providers and employees		$ 10	6,407						6,417
Shares issued to service providers and employees (in Shares)		9,380,631
Stock based compensation			208						208
Stock based compensation (in Shares)
Net loss				(47,069)			(1,542)		(48,611)
Net loss (in Shares)
Tingo transaction	$ 3	$ 26	662,178					$ 553,035	662,207
Tingo transaction (in Shares)	2,604	25,783,675						33,687
Other Comprehensive loss					4,781		275		5,056
Other Comprehensive loss (in Shares)
Balance at Dec. 31, 2022	$ 3	$ 158	$ 889,579	$ (123,463)	$ 4,367		$ 2,355	$ 553,035	$ 772,999
Balance (in Shares) at Dec. 31, 2022	2,604	157,599,882						33,687

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$ (48,611)	$ (37,158)
Adjustments to reconcile net loss to net cash used in operating activities:
Loss (gain) on previously held equity in Micronet		1,934
Loss from decrease in holding percentage in former VIE		1,128
Equity in net (income) loss from equity method investment	746	(353)
Provision for doubtful accounts	618	2,574
Depreciation and amortization	39,766	3,088
Shares issued to service providers and employees	6,417	9,876
Stock-based compensation for employees and consultants	208	711
Loss from disposal of property and equipment		21
Changes in operating assets and liabilities:
Other non-current assets
Change in deferred taxes, net	28,759	(2,539)
Change in long-term deposit and other non-current assets	311	(542)
Change in right of use assets	1,311	486
Change in lease liabilities	(1,518)	(479)
Change in restricted cash escrow	184
Change in accrued interest due to related party	(266)	(163)
Increase (decrease) in trade accounts receivable, net	7,747	(19,579)
Increase (decrease) in other current assets	1,685	(3,189)
Increase (decrease) in trade accounts payable	(2,234)	13,846
Increase (decrease) in deposit held on behalf of clients	(573)	3,101
Accrued interest and exchange rate differences on loans from others	(59)
Increase (decrease) in other current liabilities	11,520	(4,099)
Net cash provided by (used in) operating activities	46,011	(31,336)
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of intangible assets, net		(520)
Net cash acquired through business combination - Magpie Securities Limited (Appendix B)		1,834
Payment on business acquired - Beijing Fucheng (Appendix A)		(4,891)
Net cash acquired on an variable interest entity acquired - Guangxi Zhongtong (Appendix E)		460
Loan provided to related party	(791)	(4,265)
Loan provided to Tingo Inc pursuant to the merger agreement	(23,700)
Receipt of loan from related party (Micronet)	534
Net cash acquired on an variable interest entity acquired – All Weather (Appendix D)		1,560
Purchase of property and equipment	(39,645)	(689)
Cash received from disposal of property and equipment		124
Acquisition of Tingo Mobile, Inc (Appendix F)	430,563
Deconsolidation of Micronet (Appendix C)		(2,466)
Net cash provided by (used in) investing activities	366,961	(8,853)
CASH FLOWS FROM FINANCING ACTIVITIES:
Cash received from issuance of shares by a subsidiary
Receipt of short- term loans from banks and others	144	1,657
Receipt of loan from affiliate company		220
Repayment of bank loans and others	(859)	(195)
Repayment on loan to related party	(10,000)
Proceeds from issuance of shares and warrants		105,366
Proceeds from exercise of warrants		2,474
Proceeds from exercise of options		80
Net cash provided by (used in) financing activities	(10,715)	109,602
TRANSLATION ADJUSTMENT OF CASH AND RESTRICTED CASH	1,256	97
NET CHANGE IN CASH AND RESTRICTED CASH	403,513	69,510
Cash and cash equivalents and restricted cash at the beginning of the year	99,036	29,526
Cash and cash equivalents and restricted cash at end of the year	502,549	99,036
Amount paid during the period for:
Interest	6	44
Taxes	$ 535	$ 146

Cash and Restricted Cash Report

Cash and Restricted Cash Reported Within the Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 01, 2022	Dec. 31, 2021	Oct. 21, 2021	Jul. 01, 2021	May 09, 2021	Feb. 26, 2021	Feb. 10, 2021
Cash and cash equivalent at end of the year	$ 500,316		$ 96,619
Restricted cash escrow at end of the year	2,233		2,417
Cash, cash equivalent and restricted cash escrow at end of the year	502,549		$ 99,036
Property and equipment	26
Intangible assets	$ 1,222
Beijing Fucheng [Member]
Net working capital								$ 106
Property and equipment								26
Current liabilities								(55)
Intangible assets								4,814
Cash								$ 4,891
Magpie Securities Limited [Member]
Net working capital							$ 206
Investment and loan to Magpie							(2,947)
Property and equipment							24
Current liabilities							(19)
Intangible assets							902
Cash							$ (1,834)
Deconsolidation of Micronet Ltd. [Member]
Cash						$ 2,466
Working capital other than cash						(3,849)
Finance lease						33
Accrued severance pay, net						96
Translation reserve						134
Micronet Ltd.investment in fair value						1,128
Non-controlling interests						2,990
Net loss from loss of control						$ 1,934
All Weather Insurance Agency [Member]
Net working capital					$ (1,665)
Property and equipment					153
Right of use assets					208
Lease liabilities					(258)
Intangible assets					903
Deferred Tax liability					(226)
Minority interest					(675)
Cash					$ (1,560)
Guangxi Zhongtong Insurance Agency Co., Ltd [Member]
Net working capital				$ 152
Property and equipment				13
Intangible assets				2,174
Goodwill				(153)
Deferred Tax liability				(544)
Minority interest				(3,230)
Loss on equity interest				1,128
Net cash provided by acquisition				$ (460)
Acquisition of Tingo [Member]
Net working capital		$ (256,181)
Property and equipment		844,764
Intangible assets		169,559
Goodwill		81,459
Deferred Tax liability		(54,923)
Investment in fair value		(1,215,241)
Net cash provided by acquisition		$ (430,563)

Description of Business

Description of Business	12 Months Ended
	Dec. 31, 2022
Description of Business [Abstract]
DESCRIPTION OF BUSINESS	NOTE 1 — DESCRIPTION OF BUSINESS Overview TINGO GROUP, Inc. (“TINGO GROUP” or the “Company”) was formed as a Delaware corporation on January 31, 2002 under the name Lapis Technologies, Inc. On March 14, 2013, we changed our corporate name to Micronet Enertec Technologies, Inc. On July 13, 2018, following the sale of our former subsidiary, Enertec Systems Ltd., we changed our name to MICT, Inc. On February 27, 2023, following the acquisition of Tingo Mobile Limited (“Tingo Mobile”), we changed our name to TINGO GROUP, Inc. Our shares have been listed for trading on The Nasdaq Capital Market since April 29, 2013 under the symbol “TIO”. The Company is a holding company conducting financial technology business and agri-fintech business through its subsidiaries and entities, both wholly-owned and controlled through various VIE arrangements (“VIE entities”), which are located mainly in Africa, Southeast Asia and the Middle East. The Company’s business has changed materially since December 1, 2022, following the completion of two material acquisitions of Tingo Mobile and Tingo Foods. We currently operate in 3 segments (i) Verticals and Technology, comprising of our operations in China where we have 3 VIEs through which we operate, mainly, our business of insurance brokerage (see Notes 9, 10, 11, and 12).; (ii) Online Stock Trading, comprising mainly the operation of Magpie Securities Limited (“Magpie”) through which we operate the business of online stock trading, located mainly in Hong Kong and Singapore; (iii) Comprehensive Platform Service which includes the operations of Tingo Mobile described above and includes the operations of Tingo Mobile for the month of December. Since July 1, 2020, following the completion of TINGO GROUP’s acquisition of GFH Intermediate Holdings Ltd or Intermediate (the “GFHI Acquisition”) the Company has been operating in the financial technology sector. GFHI is a financial technology company with a marketplace in China, as well as the wider Southeast Asia area and other parts of the world and is currently in the process of building various platforms for business opportunities in different verticals and technology segments to capitalize on such technology and business, including to compliment TINGO GROUP’s recent acquisitions of Tingo Mobile and Tingo Foods. The Company plans to increase its capabilities and its technological platforms through acquisition and licensing technologies to support its growth efforts, particularly in the agri-fintech, payment services, digital marketplace and financial services sectors. In China, TINGO GROUP is principally focused on developing insurance broker business and products across approximately 130 insurance branches in China through its subsidiaries and VIE entities, with planned expansion into additional markets. The Company has developed highly scalable proprietary platforms for insurance products business-to-business (“B2B”) and business-to-business-to-consumer (“B2B2C”) and business -to-consumer (“B2C”) and financial services/products, the technology for which is highly adaptable for other applications and markets. Following GFH Intermediate Holdings Ltd’s (“Intermediate”) acquisition of Magpie, a Hong Kong securities and investment services firm, on February 26, 2021 and the subsequent receipt of regulatory approval from the Hong Kong Securities and Futures Commission, Magpie is licensed to deal in securities, futures and options, and also undertake the business of securities advisory services and asset management. Magpie launched Magpie Invest, a global stock trading app, on September 15, 2021. It is a proprietary technology investment trading platform that is currently operational in Hong Kong. The technology of Magpie Invest allows the platform to connect to all major stock exchanges. Magpie has memberships/registrations with the Hong Kong Stock Exchange (“HKSE”), the London Stock Exchange (“LSE”) and the requisite Hong Kong and China Direct clearing companies. TINGO GROUP’s financial services business and first financial services product, the Magpie Invest app, is able to trade securities on National Association of Securities Dealers Automated Quotations (“NASDAQ”), New York Stock Exchange (“NYSE”), TMX, HKSE, China Stock Connect, LSE, the Frankfurt Stock Exchange and the Paris Stock Exchange. The growth of Magpie will continue to be realized and executed through the Company’s business development efforts, which include the pivot of Magpie to a B2B, white-label and payment services strategy in respond to the significant change in market conditions for the retail client sector that materialized in 2022. In order to strengthen Magpie’s offering to potential B2B and white-label clients, and enable the broadening of its product offering, management made the decision to apply for a Capital Markets License (“CMS License”) from the Monetary Authority of Singapore (“MAS”), which was granted in full on September 20, 2022. Magpie’s CMS License enables it to offer several new products, including leveraged foreign exchange products and contract for differences (“CFDs”), including CFDs on commodities prices and crypto-currency prices. On December 1, 2022, the Company acquired Tingo Mobile, an agri-fintech business based in Nigeria, from Tingo Inc., a Nevada corporation (“TMNA”). Under the terms of the merger agreement, we entered into with TMNA and representatives of the shareholders of each of TMNA and the Company (“Tingo Merger Agreement”), TMNA contributed its ownership of Tingo Mobile to a newly organized holding company incorporated in the British Virgin Islands (“Tingo BVI Sub”). TMNA then merged Tingo BVI Sub with and into MICT Fintech Ltd., a wholly-owned subsidiary of the Company organized in the British Virgin Islands (“MICT Fintech”), resulting in Tingo Mobile being wholly-owned by the Company. As of December 31, 2022, Tingo Mobile had approximately 9.3 million subscribers using its mobile phones and Nwassa payment platform. Tingo Mobile believes that Nwassa payment platform is Africa’s leading digital agriculture ecosystem that empowers rural farmers and agri-businesses by using proprietary technology to enable access to markets in which they operate. The Nwassa payment platform also has an escrow structure that creates trust between buyers and sellers. Tingo Mobile’s system provides real-time pricing, straight from the farms, eliminating middlemen. Users’ customers pay for produce bought using available pricing on our Nwassa payment platform. The Nwassa payment platform is paperless, verified and matched against a smart contract. Data is efficiently stored on the blockchain. The Nwassa payment platform has created an escrow solution that secures the buyer, where funds are not released to its subscribers until fulfilment. The Nwassa payment platform also facilitates trade financing, ensuring that banks and other lenders compete to provide credit to its subscribers. Pursuant to the Tingo Merger Agreement, TMNA transferred its ownership of Tingo Mobile to Tingo BVI Sub, which was then merged with and into MICT Fintech, a wholly-owned subsidiary of Tingo Group Holdings, LLC, a Delaware limited liability company and a wholly-owned subsidiary of TINGO GROUP (“TGH”). On December 1, 2022 (the “Tingo Closing”), pursuant to certain joinder agreements, TGH and MICT Fintech were added as parties to the Tingo Merger Agreement, and TINGO GROUP completed the merger of Tingo BVI Sub with and into MICT Fintech (the “Tingo Combination”). Liquidity The Company has been incurring losses in 2022 and 2021. The loss from operations were US$11,792 and US$37,896 as of December 31, 2022 and 2021, respectively. The net cash in operating activities was US$46,011 for the year ended December 31, 2022 and US$31,336 net cash used in operating activities for the years ended December 31, 2021. The Company’s primary resources of cash has been its ability to generate cash from operating activities, obtain capital financing from equity interest investors and borrow funds on favorable economic terms to fund its general operations and capital expansion needs. The Company’s ability to continue as a going concern is dependent on management’s ability to successfully execute its business plan, which includes increasing revenue while controlling operating cost and expenses to generate positive operating cash flows and obtaining funds from outside sources of financing to generate positive financing cash flows. As of December 31, 2022 and 2021, the Company’s balance of cash and cash equivalents was $500,316 and $96,619, respectively. The Company believes its existing cash will be sufficient to fund its anticipated operating cash requirements for at least twelve months following the date of this filing. The Company’s operations and business may still be subject to adverse effect due to the unprecedented conditions surrounding the spread of COVID-19 throughout North America, Israel, China and the world. Although currently the COVID-19 (due to the measures implemented to reduce the spread of the virus) have not had a material adverse effect on the Company consolidated financial reports; there can be no assurance that Company’s financial reports will not be affected in the future from COVID-19 or resulting from restrictions and other government actions. Variable Interest Entities (VIEs) We currently conduct our insurance broker business in China using 3 VIEs (see Notes 9, 10, 11 and 12). The Company consolidates certain VIEs for which it is the primary beneficiary. VIEs consist of certain operating entities not wholly owned by the Company. See Note 2 for more information on the Company’s accounting policies related to the consolidation of VIEs. The assets and liabilities of the Company’s VIEs that were included in the Company’s consolidated balance sheets are as follows: December 31, December 31, Current assets: Cash $ 3,690 $ 1,260 Accounts receivable, net 6,823 2,462 Related parties 2,001 - Other current assets 2,278 4,550 Total current assets 14,792 8,272 Property and equipment, net 176 208 Intangible assets 5,712 5,718 Long-term prepaid expenses 48 48 Right of use assets 711 530 Restricted cash 1,479 1,632 Deferred tax assets 793 369 Total long-term assets 8,919 8,505 Total assets $ 23,711 $ 16,777 Current liabilities: Short term loan from others $ 286 $ 1,155 Trade accounts payable 4,817 697 Related party 4,002 4,583 Operating lease short term liability 230 - Other current liabilities 4,515 2,401 Total current liabilities 13,850 8,836 Long-term liabilities: Long term loan 377 - Lease liability 257 106 Deferred tax liability 224 224 Total long-term liabilities 858 330 Total liabilities $ 14,708 $ 9,166 Revenues, loss from operations and net loss of the VIEs that were included in the Company’s consolidated statements of operations are as follows: Year ended December 31, 2022 2021 USD USD Revenues $ 51,841 $ 19,683 Loss from operations $ (1,531 ) $ (1,883 ) Net loss $ (541 ) $ (526 )

Summary of Significant Accounti

Summary of Significant Accounting Policies	12 Months Ended
	Dec. 31, 2022
Accounting Policies [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	NOTE 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The consolidated financial statements have been prepared in accordance with United States Generally Accepted Accounting Principles (“GAAP”) applied on a consistent basis. Principle of Consolidation The consolidated financial statements include the financial statements of the Company, its subsidiaries and variable interest entities (“VIEs”). Inter-company transactions and balances among the Company and its subsidiaries are eliminated upon consolidation. As the Company has both the power to direct the activities of the entities that most significantly impact its economic performance and the right to receive benefits or the obligation to absorb losses of the entities that could potentially be significant to the entities, the Company is considered the primary beneficiary of VIEs. (see Notes 9, 10, 11 and 12). Noncontrolling Interest Noncontrolling interest (“NCI”) reflect the portion of income or loss and the corresponding equity attributable to third-parties in certain consolidated subsidiaries that are not 100% owned by the Company. Noncontrolling interest is presented as a separate component in our consolidated statements of operation. NCI is allocated a share of income or loss in the respective consolidated subsidiaries in proportion to their relative ownership interest. Functional currency and Exchange Rate Income (Loss) The functional currency of our foreign entities is their local currency. For these foreign entities, we translate their financial statements into U.S. dollars using average exchange rates for the period for statements of operations amounts and using end-of-period exchange rates for assets and liabilities. We record these translation adjustments in Accumulated other comprehensive loss, a separate component of stockholders’ equity, in our consolidated balance sheets. Exchange gains and losses resulting from the conversion of transaction currency to functional currency are charged or credited to other comprehensive income (expense), net. The exchange rate used for conversion Nigerian Naira and RMB to USD is presented below: Currency December 31, December 31, Naira 448.55 412.49 RMB 6.8972 6.3726 Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures. These estimates and assumptions take into account historical and forward-looking factors that the Company believes are reasonable. Actual results could differ significantly from those estimates. Cash and Cash Equivalents Cash and cash equivalents consist of cash, bank deposits, money market funds and high liquid short-term investments with insignificant interest rate risk and original maturities of three months or less. Restricted Cash The Company, as an insurance broker, is required to reserve 10% of its registered capital in cash held in an escrow bank account pursuant to the China Insurance Regulatory Commission (“CIRC”) rules and regulations. As of December 31, 2022 and 2021, restricted cash amounted to $2,233 and $2,417 respectively. Accounts receivable, net Accounts receivables are recorded at amounts billed to customers, net of an allowance for doubtful accounts. Trade accounts receivable are recorded at invoiced amounts. On a periodic basis, management evaluates its accounts receivable and determines whether to provide an allowance or if any accounts should be written off. The allowance is determined based on specific analysis of each customer account receivable’s aging, assessment of its related risk and ability of the customer to make the required payment. In addition, in accordance with ASC 326, “Financial Instruments - Credit Losses”, an allowance is maintained for estimated forward-looking losses resulting from possible inability of customers to make required payments (current expected losses). The amount of the allowance is determined principally on the basis of past collection experience and known financial factors regarding specific customers. Trade accounts receivables are written off against the allowance when it becomes evident that collection will not occur. As of December 31, 2022 and December 31, 2021, allowance for expected credit losses was $3,012 and $2,606, respectively. Financial Instruments The Company accounts for debt and equity issuances as either equity-classified or liability-classified instruments based on an assessment of the instruments specific terms and applicable authoritative guidance in Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 480, Distinguishing Liabilities from Equity (“ASC 480”) and ASC 815, Derivatives and Hedging (“ASC 815”). The assessment considers whether the warrants are freestanding financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and whether the warrants meet all of the requirements for equity classification under ASC 815, including whether the warrants are indexed to the Company’s own common stock and whether the warrant holders could potentially require “net cash settlement” in a circumstance outside of the Company’s control, among other conditions for equity classification. This assessment, which requires the use of professional judgment, is conducted at the time of issuance of the instruments and as of each subsequent quarterly period end date while the instruments are outstanding. For issued or modified instruments that meet all of the criteria for equity classification, the instruments are required to be recorded as a component of additional paid-in capital at the time of issuance. For issued or modified instruments that do not meet all the criteria for equity classification, the instruments are required to be recorded at their initial fair value on the date of issuance, and each balance sheet date thereafter. Changes in the estimated fair value of the instruments are recognized as a non-cash gain or loss on the statements of operations. Property and Equipment Property and equipment are stated at cost, net of accumulated depreciation and amortization. Depreciation and amortization is calculated by the straight-line method over their estimated useful lives. Useful lives of depreciation are as follows: Category Useful Life Machinery and equipment 3-7 years Furniture and fixtures 3-14 years Transportation equipment 4-7 years Leasehold improvements Over the shorter of lease term or life of the assets Computer equipment 3 years Buildings 20 years Office Equipment 5 years Plant & Machinery 4 years Mobile Devices 3 years Site Installations 4 years Stock Based Compensation The Company applies the provisions of ASC Topic 718 “Compensation - Stock Compensation”, under which employees’ share-based awards are recognized based on the grant-date fair values. The Company estimates the fair value of stock-based compensation awards granted using the grant date fair value of the awards. Stock-based compensation expense is recognized evenly over the vesting period. The Company accounts for forfeitures as they occur. For stock options, fair value is determined using an option-pricing model that takes into account the stock price at the grant date, the exercise price, the expected life of the option, the volatility of the underlying stock, the expected dividends on it, and the risk-free interest rate over the expected life of the option. Cost of revenues Cost of revenues are from our Comprehensive Platform Service and also from our Chinese’s companies Verticals and technology segment. Our Cost of revenues expenses consist primarily from commission costs and depreciation Expense. Research and Development Costs Research and development costs are from our online stock trading platform segment and also from our Chinese’s companies Verticals and technology segment. Our research and development expenses consist primarily of expenditures for consulting fees, compensation, and salary costs and expensed as incurred unless these costs qualify for capitalization as internal-use software development costs. Earnings (Loss) per Share In accordance with FASB ASC 260, “Earnings Per Share,” the basic net loss per share is computed by dividing the net loss attributable to ordinary shareholders by the weighted average number of shares of common stock outstanding during the period. Basic net loss per share excludes the dilutive effect of stock options or warrants. The calculation of the basic and diluted earnings per share is the same for all periods presented, as the effect of the potential common shares equivalents is anti-dilutive due to the Company’s net loss position for all periods presented. Leases The Company as Lessee: Operating lease right-of-use assets (“ROU assets”) represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. ROU assets and lease liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. Because the rate implicit on most of the Company’s leases are not readily determinable, the Company’s incremental borrowing rate is used based on the information available at the commencement date in determining the present value of lease payments. The lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise such options. Lease expense for operating leases is recognized on a straight-line basis over the lease term as an operating expense ROU assets are reviewed for impairment when indicators of impairment are present. ROU assets from operating leases are subject to the impairment guidance in ASC 360, Property, Plant, and Equipment, as ROU assets are long-lived nonfinancial assets. The Company recognized no impairment of ROU assets as of December 31, 2022 and December 31, 2021. The operating lease is included in right-of-use assets and lease liability on the consolidated balance sheets. The Company as Lessor: We evaluate all agreements entered into or modified that convey to others the use of property or equipment for a term to determine whether the agreement is or contains a lease. The underlying assets associated with these agreements are evaluated for future use beyond the lease term. We have elected the non-lease component separation practical expedient for all classes of assets where we are the lessor. We entered into agreement with standard terms to lease mobile phones to the customers for 1 year. Under the agreement the right and ownership of the mobile phones shall remain with the Company (Lessor). Lessor has the exclusive right to terminate the agreement in whole or part. The agreement has lease and non lease component. The lease component is accounted as operating lease and income is recognized on a straight-line basis over the lease term as a revenue and certain non-lease components may be accounted for under the revenue recognition guidance in ASC Topic 606, Revenue from Contracts with Customers, or ASC Topic 606. See the “Revenue Recognition”. The Company follows ASC No 842, Leases starting from the January 1, 2021. Investments The Company accounts for its equity investment over which it has significant influence but does not own a majority equity interest or otherwise control, using the equity method. The Company adjusts the carrying amount of the investment and recognizes investment income or loss for its share of the earnings or loss of the investee after the date of investment. The Company assesses its equity investment for other-than-temporary impairment by considering factors including, but not limited to, current economic and market conditions, operating performance of the entity, including current earnings trends and undiscounted cash flows, and other entity-specific information. The fair value determination, particularly for investments in a privately held entity, requires judgment to determine appropriate estimates and assumptions. Changes in these estimates and assumptions could affect the calculation of the fair value of the investment and determination of whether any identified impairment is other-than-temporary. As of December 31, 2022, the Company owned 31.47% of shares in Micronet which was accounted for under equity method. As of December 31, 2022, the Company owned 24% of the shares in Beijing Fucheng and controlled the remaining 76% through contractual arrangements as discussed in Note 1. The Company consolidates Beijing Fucheng. Fair value measurement ASC 820, “Fair Value Measurements and Disclosures” (“ASC 820”), requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 820 establishes a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used to measure fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. ASC 820 prioritizes the inputs into three levels that may be used to measure fair value: ● Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities. ● Level 2 applies to assets or liabilities for which there are inputs other than quoted prices that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data. ● Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities. Financial instruments included in current assets and current liabilities are reported in the consolidated balance sheets at face value or cost, which approximate fair value because of the short period of time between the origination of such instruments and their expected realization and their current market rates of interest. Intangible assets The Company’s intangible assets with definite useful lives primarily consist of licensed software, Technology, Trade name/ trademarks, Customer relationship and Farmer Cooperative. The Company amortizes its intangible assets with definite useful lives over their estimated useful lives and reviews all the intangible assets for frequent impairment indicators on quarterly basis. The Company typically amortizes its intangible assets with definite useful lives on a straight-line basis over the shorter of the contractual terms or the estimated useful lives. The Company did not record any impairment of intangible assets as of December 31, 2022 and December 31, 2021. Intangible assets are stated at cost less accumulated amortization. Amortization is computed using the straight-line method over the estimated useful lives of the assets. The estimated useful lives are as follows: Useful Life License & software indefinite useful life and some of them for 10 years and some of them for 6 years Technology know-how 6 years Trade name/ trademarks indefinite useful life and some of them for 5 years and some of them for 10 years Customer relationship 5-10 years Farmer cooperative 8 years Goodwill Goodwill represents the excess of the purchase price over the estimated fair value of the identifiable net assets acquired in the acquisition of a business. We test goodwill for impairment annually in the fourth quarter and when events or changes in circumstances indicate that the fair value of a reporting unit with goodwill has been reduced below its carrying value. Events that could indicate impairment and trigger an interim impairment assessment include, but are not limited to, current economic and market conditions, including a decline in market capitalization, a significant adverse change in legal factors, business climate, operational performance of the business or key personnel, and an adverse action or assessment by a regulator. The Company has determined that there are two reporting units for purposes of testing goodwill for impairment. In testing for impairment, the Company has the option to first consider qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying value. Such qualitative factors include industry and market considerations, economic conditions, entity-specific financial performance and other events, such as changes in management, strategy and primary customer base. If based on the Company’s qualitative assessment it is more likely than not that the fair value of the reporting unit is less than its carrying amount, quantitative impairment testing is required. However, if the Company concludes otherwise, quantitative impairment testing is not required. The results of the Company’s qualitative goodwill impairment test performed on the first business day of fourth quarter for fiscal years 2022 and 2021 did not indicate any impairments. Temporary Equity Equity instruments that are redeemable for cash or other assets are classified as temporary equity if the instrument is redeemable, at the option of the holder, at a fixed or determinable price on a fixed or determinable date or upon the occurrence of an event that is not solely within the control of the issuer. Redeemable equity instruments are initially carried at the relative fair value of the equity instrument at the issuance date, which is subsequently adjusted at each balance sheet date if the instrument is currently redeemable or probable of becoming redeemable. The Series B Preferred Stock issued in connection with the acquisition of Tingo Mobile described in Note 3 were classified as temporary equity in the accompanying financial statements. Business Combinations We allocate the purchase consideration to the identifiable net assets acquired, including intangible assets and liabilities assumed, based on estimated fair values at the date of the acquisition. The excess of the fair value of the purchase consideration over the fair value of the identifiable assets and liabilities, if any, is recorded as goodwill. During the measurement period, which is up to one year from the acquisition date, we may adjust provisional amounts that were recognized at the acquisition date to reflect new information obtained about facts and circumstances that existed as of the acquisition date. Determining the fair value of assets acquired and liabilities assumed requires significant judgment, including the selection of valuation methodologies including the income approach, the cost approach, and the market approach. Significant assumptions used in those methodologies include, but are not limited to, the expected values of the underlying metric, the systematic risk embedded in the underlying metric, the volatility of the underlying metric, the risk-free rate, and the counterparty risk. The use of different valuation methodologies and assumptions is highly subjective and inherently uncertain and, as a result, actual results may differ materially from estimates. Revenue Recognition The Company follows ASC 606 “Revenue from Contracts with Customers” and recognizes revenue when it transfers the control of promised goods or services to customers in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services. The Company’s revenues from the insurance segment are generated from providing insurance brokerage services or insurance agency services on behalf of insurance carriers. Our performance obligation to the insurance carrier is satisfied and commission revenue is recognized at a point in time when an insurance policy becomes effective. The Company provides customers with information regarding services and commission charge from the customers on a monthly basis. Performance obligation is satisfied at a point in time when the requested information is delivered to the customer. In accordance with ASC 606-10-55, Revenue Recognition: Principal Agent Considerations, the Company reports revenue on a gross or net basis based on management’s assessment of whether the Company acts as a principal or agent in the transaction. To the extent the Company acts as the principal, revenue is reported on a gross basis. To the extent the Company acts as the agent, revenue is reported on a net basis. The determination of whether the Company act as a principal or an agent in a transaction is based on an evaluation of whether the Company controls the good or service prior to transfer to the customer. The Company reports its insurance revenue net of amounts due to the insurance companies as the Company is not the primary obligor in the relevant arrangements, the Company does not finalize the pricing, and does not bear any risk related to the insurance policies. The Company’s revenues from the online stock trading platform are generated from stock trading commission income. Commission revenue is recognized at a point in time when transfer of control occurs. Trade execution performance obligation generally occurs on the trade date because that is when the underlying financial instrument (for a purchase) or purchaser (for a sale) is identified, and the pricing is agreed upon. The Company’s revenues from Tingo Mobile’s comprehensive platform service recognizes revenue upon transfer of control of promised products or services to customers in an amount that reflects the consideration the Company expects to receive in exchange for those products or services. The Company offers customers the ability to lease the phones on one year terms, and purchase data and calls, as well as use of the NWASSA payment platform. As part of these contracts, the Company records revenue . The Company also records depreciation expense on a straight-line basis over the useful life of the phones, which is estimated by management at three years. The Company exercised judgement in determining in determining the accounting policies related to these transactions, including the following: ● Determination of whether products and services are considered distinct performance obligations that should be accounted for separately versus together, such as phone leases and purchase of data. ● Determination of stand-alone selling prices for each distinct performance obligation and for products and services that are not sold separately. ● The pattern of delivery (i.e., timing of when revenue is recognized) for each distinct performance obligation. ● Estimation of variable consideration when determining the amount of revenue to recognize (i.e., separate items on NWASSA platform) Income Taxes The Company accounts for income taxes using an asset and liability approach as prescribed in ASC 740-10 “Income Taxes” The Company evaluates the potential realization of its deferred tax assets for each jurisdiction in which the Company operates at each reporting date and establishes valuation allowances when it is more likely than not that all or a part of its deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income of the same character and in the same jurisdiction. The Company considers all available positive and negative evidence in making this assessment, including, but not limited to, the scheduled reversal of deferred tax liabilities and deferred tax assets and projected future taxable income. ASC 740-10 prescribes a two-step approach for recognizing and measuring uncertain tax positions. The first step is to evaluate tax positions taken or expected to be taken in a tax return by assessing whether they are more-likely-than-not sustainable, based solely on their technical merits, upon examination and including resolution of any related appeals or litigation process. The second step is to measure the associated tax benefit of each position as the largest amount that the Company believes is more-likely-than-not realizable. Differences between the amount of tax benefits taken or expected to be taken in its income tax returns and the amount of tax benefits recognized in its financial statements, represent the Company’s unrecognized income tax benefits. The Company’s policy is to include interest and penalties related to unrecognized income tax benefits as a component of income tax expense. TINGO GROUP and its subsidiaries and VIEs within the jurisdiction of the United States, Israel and China are subject to a tax examination for the most recent three, four and five years, respectively. Impairment of Long-Lived Assets The Company reviews long-lived assets and intangible assets on a periodic basis, as well as when such review is required based upon relevant circumstances, to determine whether events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable, considering the undiscounted cash flows expected from them. If applicable, the Company recognizes an impairment loss based upon the difference between the carrying amount and the fair value of such assets, in accordance with ASC 360-10 . As of December 31, 2022, and 2021, no indicators of impairment have been identified. Comprehensive Income (Loss) In accordance with ASC 220 “Comprehensive Income” Statutory reserves Pursuant to the laws applicable to the PRC, PRC entities must make appropriations from after-tax profit to the non-distributable “statutory surplus reserve fund”. Subject to certain cumulative limits, the “statutory surplus reserve fund” requires annual appropriations of 10% of after-tax profit until the aggregated appropriations reach 50% of the registered capital (as determined under accounting principles generally accepted in the PRC (“PRC GAAP”) at each year-end). For foreign invested enterprises and joint ventures in the PRC, annual appropriations should be made to the “reserve fund”. For foreign invested enterprises, the annual appropriation for the “reserve fund” cannot be less than 10% of after-tax profits until the aggregated appropriations reach 50% of the registered capital (as determined under PRC GAAP at each year-end). If the Company has accumulated loss from prior periods, the Company is able to use the current period net income after tax to offset against the accumulate loss. Segment reporting ASC Topic 280, “Segment Reporting”, establishes standards for reporting information about operating segments on a basis consistent with management approach,” following the method that management organizes the Company’s reportable segments for which separate financial information is made available to, and evaluated regularly by, the chief operating decision maker (the “CODM”), in allocating resources and in assessing performance. The Company’s CODM has been identified as the CEO, who reviews consolidated and each of the segments results when making decisions about allocating resources and assessing performance of the Company. Based on management’s assessment, the Company determined that it has three operating segments and therefore three reportable segments as defined by ASC 280. Recently issued accounting pronouncements In May 2019, the FASB issued ASU 2019-05, which is an update to ASU Update No. 2016-13, Financial Instruments — Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which introduced the expected credit losses methodology for the measurement of credit losses on financial assets measured at amortized cost basis, replacing the previous incurred loss methodology. The amendments in Update 2016-13 added Topic 326, Financial Instruments — Credit Losses, and made several consequential amendments to the Codification. Update 2016-13 also modified the accounting for available-for-sale debt securities, which must be individually assessed for credit losses when fair value is less than the amortized cost basis, in accordance with Subtopic 326-30, Financial Instruments — Credit Losses — Available-for-Sale Debt Securities. The amendments in this Update address those stakeholders’ concerns by providing an option to irrevocably elect the fair value option for certain financial assets previously measured at amortized cost basis. For those entities, the targeted transition relief will increase comparability of financial statement information by providing an option to align measurement methodologies for similar financial assets. Furthermore, the targeted transition relief also may reduce the costs for some entities to comply with the amendments in Update 2016-13 while still providing financial statement users with decision-useful information. In November 2019, the FASB issued ASU No. 2019-10, which to update the effective date of ASU No. 2016-02 for private companies, not-for-profit organizations and certain smaller reporting companies applying for credit losses, leases, and hedging standard. The new effective date for these preparers is for fiscal years beginning after December 15, 2022. The Company does not expect the adoption of this ASU would have a material effect on the Company’s consolidated financial statements. In October 2021, the FASB issued ASU 2021-08, “Business Combinations”. The amendments in this Update address how to determine whether a contract liability is recognized by the acquirer in a business combination and resolve the inconsistency of measuring revenue contracts with customers acquired in a business combination by providing specific guidance on how to recognize and measure acquired contract assets and contract liabilities from revenue contracts in a business combination. The amendments in this Update apply to all entities that enter into a business combination within the scope of Subtopic 805-10, Business Combination-Overalls. For public business entities, ASU 2021-08 is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. Early application is permitted. The amendments in this Update should be applied prospectively to business combinations occurring on or after the effective date of the amendments. The Company does not expect the adoption of this standard to have a material impact on its consolidated financial statements. Except as mentioned above, the Company does not believe other recently issued but not yet effective accounting standards, if currently adopted, would have a material effect on the Company’s consolidated balance sheets, consolidated statements of operations, comprehensive loss and cash flows. Reclassification Certain prior year amounts in the consolidated financial statements and the notes thereto have been reclassified where necessary to conform to the current year presentation. These reclassifications did not affect the prior period total assets, total liabilities, stockholders’ deficit, net loss or net cash used in operating activities.

Stockholders' Equity

Stockholders' Equity	12 Months Ended
	Dec. 31, 2022
Stockholders' Equity Note [Abstract]
STOCKHOLDERS’ EQUITY	Note 3 — Stockholders’ Equity A. Common stock: Common stock confers upon its holders the rights to receive notice to participate and vote in general meetings of the Company, and the right to receive dividends if declared. B. Series A preferred stock: As part of the consideration paid by TINGO GROUP to TMNA at the closing of the Merger on December 1, 2022, the Company issued 2,604.28 shares of Series A preferred stock which are convertible into 26,042,808 shares of TINGO GROUP common stock equal to approximately 20.1% of the total issued and outstanding common stock immediately prior to Closing. The Series A preferred stocks will be convertible to TINGO GROUP common stock upon stockholders approval. If stockholders have not approved the conversion of the Series A Preferred Stock into TINGO GROUP common stock by June 30, 2023 (the “Trigger Date”), then, TINGO GROUP will issue to TMNA stocks to cause TMNA to own 27% of the total issued and outstanding membership interests of TGH. See also Note 13. C. Temporary equity: As part of the consideration paid by TINGO GROUP to TMNA at the closing of the Tingo Merger on December 1, 2022, the Company issued 33,687.21 shares of Series B preferred stock convertible into 336,872,138 shares of TINGO GROUP common stock equal to approximately 35% of the total issued and outstanding common stock immediately prior to Closing. The Series B preferred stocks will be convertible to TINGO GROUP common stock upon approval by Nasdaq of the change of control of TINGO GROUP and upon the approval of TINGO GROUP’s stockholders. If such shareholder or Nasdaq approval is not obtained by June 30, 2023, TMNA shall have the right to (i) cause the redemption of Series B preferred stock to take place within 90 days; and (ii) cause TINGO GROUP to redeem all of the Series B preferred stock in exchange for $666,666,667 or an amount of common stock of TGH equivalent in value to $666,666,667. See also Note 13. As the redemption provisions to redeem the Series B preferred stock in cash is outside the control of the Company and contingent upon the approval of shareholders or Nasdaq approval of the change in control application of Tingo Group C. Stock Option Plan: 2012 plan. 2020 plan. The following table summarizes information about stock options outstanding and exercisable as of December 31, 2022: Options Outstanding Options Exercisable Number Weighted Average Number Exercise Price Years $ 125,000 8.5 125,000 1.41 370,000 8.5 277,500 1.81 95,000 8.5 31,667 2.49 590,000 434,167 B. Stock Option Plan - (continued): Year ended Year ended Number of Options Weighted Number of Options Weighted Options outstanding at the beginning of period: 1,558,000 $ 1.74 1,158,000 $ 2.24 Changes during the period: Granted - $ - 740,000 $ 1.97 Exercised - $ - (60,000 ) $ 1.35 Forfeited (968,000 ) $ 1.68 (280,000 ) $ 1.41 Options outstanding at the end of the period 590,000 $ 1.83 1,558,000 $ 1.74 Options exercisable at the end of the period 434,167 $ 1.74 1,118,000 $ 1.57 The Company has warrants outstanding as follows: Warrants Average Remaining Balance, December 31, 2021 62,863,879 $ 2.854 4.5 Granted - $ - - Forfeited - $ - - Exercised - $ - - Balance, December 31, 2022 62,863,879 $ 2.854 4.25 The Company is required to assume a dividend yield as an input in the Black-Scholes model. The dividend yield assumption is based on the Company’s historical experience and expectation of future dividends payouts and may be subject to change in the future. The Company uses historical volatility in accordance with FASB ASC Topic 718, “Compensation - stock compensation”. The computation of volatility uses historical volatility derived from the Company’s exchange-traded shares. The risk-free interest assumption is the implied yield currently available on U.S. Treasury zero-coupon bonds, issued with a remaining term equal to the expected life term of the Company’s options. Pre-vesting rates forfeitures were zero based on pre-vesting forfeiture experience. The fair value of each option granted is estimated on the date of grant, using the Black-Scholes option-pricing model with the following weighted average assumptions: dividend yield of 0% for all years; expected volatility: 2022 and 2021-87.2%-100.4%; risk-free interest rate: 2022 and for 2021-0.99%-1.64%; and expected life: 2022 and for 2021-6.5-10 years. The Company uses the simplified method to compute the expected option term for options granted. On November 2, 2020 the Company entered into a Securities Purchase Agreement (the “Purchase Agreement”) with certain investors for the purpose of raising $25.0 million in gross proceeds for the Company (the “Offering”). Pursuant to the terms of the Purchase Agreement, the Company sold, in a registered direct offering, an aggregate of 10,000,000 units (each, a “Unit”), with each Unit consisting of one share of the Company’s common stock and one warrant to purchase 0.8 of one share of Common Stock at a purchase price of $2.50 per Unit. The warrants are exercisable nine months after the date of issuance at an exercise price of $3.12 per share and will expire five years following the date the warrants become exercisable. The closing of the sale of Units pursuant to the. Purchase Agreement occurred on November 4, 2020. By December 31, 2020, the Company had received a total of $22.325 million in gross proceeds pursuant to Offering and issued in the aggregate, 7,600,000 Units. The remaining gross proceeds, in the additional aggregate amount of $2.675 million, were received by the Company on March 1, 2021 and in consideration for such proceeds, the Company issued the remaining 2,400,000 units. On February 11, 2021, the Company announced that it had entered into a securities purchase agreement (the “February Purchase Agreement”) with certain institutional investors for the sale of (i) 22,471,904 shares of common stock, (ii) 22,471,904 Series A warrants to purchase 22,471,904 shares of common stock and (iii) 11,235,952 Series B warrants to purchase 11,235,952 shares of common stock at a combined purchase price of $2.67 (the “February Offering”). The gross proceeds to the Company from the February Offering were expected to be approximately $60.0 million. The Series A warrants will be exercisable nine months after the date of issuance, have an exercise price of $2.80 per share and will expire five and one-half years from the date of issuance. The Series B warrants will be exercisable nine months after the date of issuance, have an exercise price of $2.80 per share and will expire three and one-half years from the date of issuance. The Company received net proceeds of $54.0 million on February 16, 2021 after deducting the placement agent’s fees and other expenses. On March 2, 2021, the Company entered into a securities purchase agreement (the “March Purchase Agreement”) with certain investors for the purpose of raising approximately $54.0 million in gross proceeds for the Company. Pursuant to the terms of the March Purchase Agreement, the Company agreed to sell, in a registered direct offering, an aggregate of 19,285,715 shares of the Company’s common stock, par value $0.001 per share, at a purchase price of $2.675 per share and in a concurrent private placement, warrants to purchase an aggregate of 19,285,715 shares of common stock, at a purchase price of $0.125 per warrant, for a combined purchase price per share and warrant of $2.80 which was priced at the market under Nasdaq rules. The warrants are immediately exercisable at an exercise price of $2.80 per share, subject to adjustment, and expire five years after the issuance date. The closing date for the transaction consummated under the March Purchase Agreement was on March 4, 2021. The Company received net proceeds of $48.69 million on March 4, 2021, after deducting the placement agent’s fees and other expenses. On May 17, 2021, the Company’s Board of Directors (the “Board”) unanimously approved a grant of fully vested 6,000,000 shares of common stock to Mr. Darren Mercer, the Company’s Chief Executive Officer. The issuance of the shares was pursuant to the Company’s long term incentive plan as previously approved by the stockholders and negotiated in connection with the Company’s acquisition of Global Fintech Holdings Limited. The Board unanimously agreed to issue the shares in recognition of Mr. Mercer’s direct contribution to achieving numerous key deliverables including: (i) the completion of several acquisitions, including those of Fucheng Insurance and Magpie; (ii) obtaining regulatory approval from the Hong Kong SFC regarding the acquisition of Magpie; (iii) the execution of several major commercial contracts and partnerships, including with a number of major insurance agents and one of China’s largest payment service providers; (iv) the execution of an exclusive partnership with the Shanghai Petroleum and Natural Gas Trading Center to which allows TINGO GROUP to provide financial services to its customers; (v) the successful launch of the insurance business in December 2020 and the delivery of significant revenues and revenue growth in Q1 2021; and (vi) the completion of capital raises totaling in excess of $140 million and broadening the Company’s institutional investor base. On May 17, 2021, the Board unanimously approved a grant of fully vested 300,000 shares of common stock of the Company to Richard Abrahams, Magpie’s Chief Executive Officer. Our 2012 Incentive Plan was initially adopted by the Board on November 26, 2012 and approved by our stockholders on January 7, 2013 and subsequently amended on September 30, 2014, October 26, 2015, November 15, 2017 and November 8, 2018. Under the 2012 Incentive Plan, as amended, up to 5,000,000 shares of our common stock, are currently authorized to be issued pursuant to option awards granted thereunder. On May 17, 2021, May 23, 2021 and June 28, 2021, the Company granted an aggregate of 125,000, 370,000 and 245,000 respectively, options under the 2012 Incentive Plan, with an exercise price of $1.41, $1.81 and $2.49, respectively, of which 433,667 options vested and 150,000 options expired as of December 31, 2022. This resulted in a stock-based compensation expense of approximately $208,079 recorded for the twelve months ended December 31, 2022, based on a fair value determined using a Black-Scholes model. On March 22, 2021, 20,000 shares of common stock were issued to an employee who exercised their options at an exercise price of $1.41. In September 2021, the Board unanimously approved a grant of 87,000 fully vested shares of common stock of the Company to some of our employees. On September 13, 2021, 40,000 shares of common stock were issued to an employee who exercised their options at an exercise price of $1.32. On September 28, 2021, The Company granted 823,020 shares of common stock of the Company to China Strategic Investments Limited. On May 10, 2022, The Company granted 1,659,500 shares of common stock of the Company to Cushman Holdings Limited, an unrelated third party, as an introducer fee for TMNA. On May 10, 2022, The Company granted 858,631 shares of common stock of the Company to China Strategic Investments Limited, an unrelated third party, in connection with the GFHI acquisition as discussed in Note On May 10, 2022, The Company granted 612,500 shares of common stock of the Company to some of our directors and employees. The shares were issued pursuant to the 2020 Incentive Plan. On May 10, 2022, the Company’s Board unanimously approved a grant of fully vested 4,000,000 shares of common stock to Mr. Darren Mercer. The shares were issued under the Company’s long term incentive plan as such long term incentive plan previously approved by the stockholders and negotiated in connection with the Company’s acquisition of Global Fintech Holdings Limited. The Board unanimously agreed to issue the shares in recognition of Mr. Mercer’s direct contribution to achieving numerous key deliverables including: (i) the execution of several major commercial contracts and partnerships, including with a number of major insurance agents and one of China’s largest payment service providers; (ii) entered into an Agreement and Plan of Merger with Tingo. On December 1, 2022, The Company granted 2,000,000 shares of common stock of the Company to Mr. Wei Qi, the company consultant, who has a professional business development goal as part of his agreement with the company. The shares were issued pursuant to the 2020 Incentive Plan. On February 5, 2023, The Company granted 1,309,500 shares of common stock of the Company to Cushman Holdings Limited, an unrelated third party, as a success fee relating to the completion of the acquisition of Tingo Mobile Limited. On February 5, 2023, The Company granted 750,000 shares of common stock of the Company to an unrelated third party, relating to the purchase by GFH Intermediate Holdings Limited of certain software, technology and intellectual property from the beneficial owner of Data Insight Holdings Limited, On February 5, 2023, The Company granted 100,000 shares of common stock of the Company to China Strategic Investments Limited as an ex gratia payment for the provision of corporate finance services. On February 5, 2023, The Company granted 720,000 shares of common stock of the Company to certain directors and employees. The shares were issued pursuant to the 2020 Incentive Plan and 2012 Incentive Plan. On February 5, 2023, the Company’s Board unanimously approved a grant of 3,200,000 fully vested shares of common stock to Mr. Darren Mercer in recognition of the completion of the acquisition of Tingo Mobile which is expected to be transformational for the Company. The size of the award takes into account the improved terms for TINGO GROUP that were negotiated in October 2022, and also the value Mr Mercer is delivering to the growth of TINGO GROUP. On March 6, 2023, The Company granted 48,000 shares of common stock of the Company to CORPROMINENCE LLC as part of the payment for their services.

Fair Value Measurements

Fair Value Measurements	12 Months Ended
	Dec. 31, 2022
Fair Value Disclosures [Abstract]
FAIR VALUE MEASUREMENTS	NOTE 4 — FAIR VALUE MEASUREMENTS The Company measures and reports certain financial instruments as assets and liabilities at fair value on a recurring basis. The Company’s financial assets measured at fair value on a recurring basis were as follows (in thousands) Fair value measurements December 31, 2022 (USD in thousands) Level 1 Level 2 Level 3 Total Cash and cash equivalents $ 500,316   - - $ 500,316 Total $ 500,316 - - $ 500,316 Fair value measurements December 31, 2021 (USD in thousands) Level 1 Level 2 Level 3 Total Cash and cash equivalents $ 96,619 - - $ 96,619 Total $ 96,619 - - $ 96,619

Property and Equipment, Net

Property and Equipment, Net	12 Months Ended
	Dec. 31, 2022
Property, Plant and Equipment [Abstract]
PROPERTY AND EQUIPMENT, NET	NOTE 5 — PROPERTY AND EQUIPMENT, NET Property and equipment consist of the following: December 31, (USD in thousands) 2022 2021 Building $ 29,256 $ - Land 8,097 - Office furniture and equipment 577 431 Site installations 176,150 - Cell phones 1,258,902 - Machinery and equipment 9,408 153 Leasehold improvement 225 203 Transportation equipment 688 415 1,483,303 1,202 Less accumulated depreciation and amortization (628,178 ) (525 ) PROPERTY AND EQUIPMENT, NET $ 855,125 $ 677 Depreciation and amortization expenses totaled $34,176 and $163 for the years ended December 31, 2022 and 2021, respectively.

Intangible Assets, Net

Intangible Assets, Net	12 Months Ended
	Dec. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]
INTANGIBLE ASSETS, NET	NOTE 6 — INTANGIBLE ASSETS, NET Composition: Useful December 31, December 31, (USD in thousands) years 2022 2021 Original amount: Technology know-how 6 $ 11,490 $ 11,490 Trade name/trademarks Indefinite or 55,507 923 Customer relationship 5-10 years 4,802 4,802 Farmer Cooperative 6 years 24,811 - License Indefinite or 8,498 8,498 Software 5-6 years 90,332 172 195,440 25,885 Accumulated amortization: Technology know-how (4,788 ) (2,873 ) trade name/ trademarks (859 ) (174 ) Customer related intangible assets (2,288 ) (1,355 ) Farmer Cooperative (345 ) - License (235 ) (39 Software (1,518 ) (2 ) (10,033 ) (4,443 ) INTANGIBLE ASSETS, NET $ 185,407 $ 21,442 The estimated future amortization of the intangible assets (excluded of deferred tax assets) as of December 31, 2022 is as follows: (USD in thousands) 2023 $ 29,765 2024 29,765 2025 29,257 2026 27,791 2027 onward 61,910 Total $ 178,028

Equity Investment in Micronet

Equity Investment in Micronet	12 Months Ended
	Dec. 31, 2022
Equity Investment in Micronet [Abstract]
EQUITY INVESTMENT IN MICRONET	NOTE 7 — EQUITY INVESTMENT IN MICRONET As of March 31, 2021, the Company held 50.31% of Micronet’s issued and outstanding shares. On May 9, 2021, following the exercise of options by minority stockholders, the Company’s ownership interest was diluted to 49.88% and as a result the Company is no longer required to consolidate Micronet’s operating results in its financial statements. From May 9, 2021, the Company accounted for the investment in Micronet in accordance with the equity method. The company recognized a loss in 2021 from deconsolidation of Micronet in the amount of $1,934. On June 16, 2021, Micronet announced that it had completed a public equity offering on the TASE. Pursuant to the offering, Micronet sold an aggregate number of 18,400 securities units (the “Units”) at a price of 14.6 NIS per Unit with each Unit consisting of 100 ordinary shares, 25 series A options and 75 series B options, resulting in the issuance of 1,840,000 ordinary shares, 460,000 series A options and 1,380,000 series B options. Micronet raised total gross proceeds of 26,864,000 NIS (approximately $8,290,000) in the Offering. The Company did not participate in the Offering, and, as a result, the Company’s ownership interest was further diluted to 31.47% of the outstanding ordinary shares of Micronet and 30.54% on a fully diluted basis as of December 31, 2022. Purchased identifiable intangible assets are amortized on a straight-line basis over their respective useful lives. The table set forth below summarizes the estimates of the fair value of assets acquired and liabilities assumed and resulting gain on bargain purchase. On November 13, 2019, the Company and Micronet executed a convertible loan agreement pursuant to which the Company agreed to loan to Micronet $500,000 (the “Convertible Loan”). The Convertible Loan bears interest at a rate of 3.95% calculated and paid on a quarterly basis. In addition, the Convertible Loan, if not converted, shall be repaid in four equal installments, the first of such installment payable following the fifth quarter after the issuance of the Convertible Loan, with the remaining three installments due on each subsequent quarter thereafter, such that the Convertible Loan shall be repaid in full upon the lapse of 24 months from its issuance. In addition, the outstanding principal balance of the Convertible Loan, and all accrued and unpaid interest, is convertible at the Company’s option, at a conversion price equal to 0.38 NIS per Micronet share. Pursuant to the convertible loan agreement, Micronet also agreed to issue the Company an option to purchase one of Micronet’s ordinary shares for each ordinary share that it issued as a result of a conversion of the Convertible Loan at an exercise price of 0.60 NIS per share, exercisable for a period of 15 months. On July 5, 2020, the Company had a reverse split where the price of the Convertible Loan changed from 0.08 NIS per Micronet share into 5.7 NIS per Micronet share. The option’s exercise price changed from 0.6 NIS per share to 9 NIS per Micronet share. On January 1, 2020, the Convertible Loan was approved at a general meeting of the Micronet shareholders and as a result, the Convertible Loan and the transactions contemplated thereby became effective. The loan was repaid on January 4, 2022. On August 13, 2020, TINGO GROUP Telematics extended to Micronet an additional loan in the aggregate amount of $175 (the “Loan Sum”) which governed the existing outstanding intercompany debt. The loan does not bear any interest and has a term of twelve months. The Loan Sum was granted for the purpose of supporting Micronet’s working capital and general corporate needs. The loan was repaid on August 25, 2021.

GFH Intermediate Holdings Ltd A

GFH Intermediate Holdings Ltd Acquisition	12 Months Ended
	Dec. 31, 2022
GFH Intermediate Holdings Ltd Acquisition [Abstract]
GFH INTERMEDIATE HOLDINGS LTD ACQUISITION	NOTE 8 — GFH Intermediate Holdings Ltd Acquisition On July 1, 2020, TINGO GROUP completed its acquisition of GFHI pursuant to the previously announced agreement and plan of merger (the “Merger Agreement”) entered into on November 7, 2019 by and between TINGO GROUP, Micronet, GFHI, Global Fintech Holding Ltd, a British Virgin Islands company and the sole shareholder of GFHI, and TINGO GROUP Merger Subsidiary Inc., a British Virgin Islands company and a wholly owned subsidiary of TINGO GROUP, as amended and restated on April 15, 2020. As described in the Merger Agreement, upon consummation of the acquisition, the outstanding share of GFHI were cancelled in exchange for a convertible promissory note in the principal amount of $25,000 issued to GFH by TINGO GROUP. This note has been converted into 22,727,273 shares of common stock of TINGO GROUP at a conversion price of $1.10 per share. As a result of the acquisition goodwill and intangible assets were created. As of the date of this annual report, COVID-19 and the resulting government regulations enacted in China and elsewhere have not had a material adverse effect on GFHI financial reports; however, there can be no assurance that GFHI financial reports will not be affected in the future from COVID-19 or resulting government actions. Purchased identifiable intangible assets are amortized on a straight-line basis over their respective useful lives. The table set forth below summarizes the estimates of the fair value of assets acquired and liabilities assumed and resulting gain on bargain purchase. In addition, the following table summarizes the allocation of the preliminary purchase price as of the acquisition date: GFH Intermediate Holdings LTD, Purchase Price Allocation (USD in thousands) Total share consideration (1) $ 32,050 Total Purchase Consideration $ 32,050 Less: Intangible assets - trade name/ trademarks $ 580 Intangible assets - developed technology 11,490 Intangible assets - Customer database (2) 4,500 Deferred Tax liability (3) (4,308 ) Fair value of net assets acquired $ 12,262 Goodwill value (4) $ 19,788 (1) The purchase consideration represented the fair value of the convertible promissory notes that were converted into common stock of TINGO GROUP. (2) The customer database value is based on the cost to recreate, as indicated by management. (3) Represents the income tax effect of the difference between the accounting and income tax bases of the identified intangible assets, using an assumed statutory income tax rate of 26%. (4) The goodwill is not deductible for tax purposes.

VIE'S Agreements

VIE'S Agreements	12 Months Ended
	Dec. 31, 2022
VIE'S Agreements [Abstract]
VIE'S AGREEMENTS	NOTE 9 — VIE’S AGREEMENTS The Company consolidates certain VIEs as it is the primary beneficiary since it has both the power to direct the activities of the VIEs that most significantly impact the VIE’s economic performance and has the right to receive benefits or the obligation to absorb losses of the VIEs that could potentially be significant to the VIEs which are derived from various agreements described below. VIE agreements with Guangxi Zhongtong Insurance Agency Co., Ltd (Guangxi Zhongtong): On January 1, 2021, Bokefa Petroleum and Gas Co. Ltd., our wholly foreign-owned enterprise (“WFOE”), Guangxi Zhongtong, and nominee shareholders of Guangxi Zhongtong entered into six agreements, described below, pursuant to which Bokefa is deemed to have controlling financial interest and be the primary beneficiary of Guangxi Zhogntong. Therefore, Guangxi Zhongtong is deemed a VIE of Bokefa: Loan Agreement Pursuant to this agreement, Bokefa agreed to provide loans to the nominee shareholders of Guangxi Zhongtong. The term of the loan shall start from the date when the loan is actually paid, until the date on which the loan is repaid in full. The agreement shall terminate when the shareholders repay the loan. The loan should be used solely for Guangxi Zhongtong’s operating expenses and should be exclusively repaid by transferring shares of Guangxi Zhongtong to Bokefa when PRC Law permits. Exclusive Option Agreement The effective term of the agreement is unlimited and the agreement shall terminate upon the transfer of all the equity interest of Guangxi Zhongtong to Bokefa in accordance with relevant laws and provisions as provided in the agreement, or upon written notice by Bokefa to shareholders. In consideration of Bokefa’s loan arrangement, the shareholders have agreed to grant Bokefa an exclusive option to purchase their equity interest. Distribution of residual profits, if any, are restricted without the approval of Bokefa. Upon request by Bokefa, Guangxi Zhongtong is obligated to distribute profits to the shareholders of Guangxi Zhongtong, who must remit such profits to Bokefa immediately. Guangxi Zhongtong and its shareholders are required to act in a manner that is in the best interest of Bokefa with regards to Guangxi Zhongtong’s business operation. Equity Pledge Agreement The agreement will be terminated upon such date when the other agreements have been terminated. Pursuant to the agreement, the nominee shareholders pledged all their equity interest in Guangxi Zhongtong to Bokefa as security for the obligations in the other agreements. Bokefa has the right to receive dividends on the pledged shares, and all shareholders are required to act in a manner that is in the best interest of Bokefa. Business Cooperation Agreement The agreement is effective until terminated by both parties. Guangxi Zhongtong and its shareholders agree that the legal person, directors, general manager and other senior officers of Guangxi Zhongtong should be appointed or elected by Bokefa. Guangxi Zhongtong and its shareholders agree that all the financial and operational decisions for Guangxi Zhongtong will be made by Bokefa. Exclusive Service Agreement The effective term of this agreement is for one year and it can be extended an unlimited number of times if agreed by both parties. Bokefa agrees to provide exclusive technical consulting and support services to Guangxi Zhongtong and Guangxi Zhongtong agrees to pay service fees to Bokefa. Entrustment and Power of Attorney Agreement The shareholders of Guangxi Zhongtong agreed to entrust all the rights to exercise their voting power and any other rights as shareholders of Guangxi Zhongtong to Bokefa. The shareholders of Guangxi Zhongtong have each executed an irrevocable power of attorney to appoint Bokefa as their attorney-in-fact to vote on their behalf on all matters requiring shareholder approval. On August 23, 2021, Beijing Yibao Technology Co., Ltd(“Beijing Yibao”), Guangxi Zhongtong , and two shareholders of Guangxi Zhongtong entered into a capital increase agreement pursuant to which Beijing Yibao would invest approximately RMB30,000 ($4,700) into Guangxi Zhongtong. On October 21, 2021, Beijing Yibao transferred the total investment funds of RMB30,000 ($4,700) to Guanxi Zhongtong, and 60% of the shares were issued to Beijing Yibao. The capital increase transaction was closed accordingly on October 21, 2021. As a result of the transaction, Beijing Yibao now holds a sixty percent (60%) equity interest in Guangxi Zhongtong and is the controlling shareholder. As a condition of the closing, the previous agreements consummated on January 1, 2021 per the GZ Frame Work Loan became null and void, and the loan lent to the shareholders under the GZ Frame Work Loan agreement should be fully repaid by the shareholders before December 31, 2023. VIE agreements with Beijing Fucheng Lianbao Technology Co., Ltd. (Beijing Fucheng): On December 31, 2020, as amended on August 25, 2021, Bokefa, Beijing Fucheng, and the shareholders of Beijing Fucheng entered into six agreements, described below, pursuant to which Bokefa is deemed to have a controlling financial interest and be the primary beneficiary of Beijing Fucheng. Therefore, Beijing Fucheng is deemed a VIE of Bokefa. Loan Agreement Pursuant to this agreement, Bokefa agreed to provide loans to the registered shareholders of Beijing Fucheng. The term of the loan under this agreement shall start from the date when the loan is actually paid and shall continue until the shareholders repay all the loan in accordance with this agreement. The agreement shall terminate when the shareholders repay the loan. The loan should be used solely for Beijing Fucheng’s operating expenses, and should be exclusively repaid by transferring shares of Beijing Fucheng to Bokefa when PRC Law permits. Exclusive Option Agreement The effective term of the agreement is unlimited and the agreement shall terminate upon the transfer of all of the equity interest of Bejing Fucheng to Bokefa in accordance with relevant laws and provisions as provided in the agreement, or upon written notice by Bokefa to the shareholders. In consideration for Bokefa’s loan arrangement, the shareholders have agreed to grant Bokefa an exclusive option to purchase their equity interest. Distribution of residual profits, if any, is restricted without the approval of Bokefa. Upon request by Bokefa, Beijing Fucheng is obligated to distribute profits to the shareholders of Beijing Fucheng, who must remit those profits to Bokefa immediately. Beijing Fucheng and its shareholders are required to act in a manner that is in the best interest of Bokefa with regards to Beijing Fucheng’s business operations. Equity Pledge Agreement The agreement will be terminated at the date when the other agreements have been terminated. Pursuant to the agreement, the shareholders pledged all their equity interest in Beijing Fucheng to Bokefa as security for their obligations under the agreements. Bokefa has the right to receive dividends on the pledged shares, and all shareholders are required to act in a manner that is in the best interest of Bokefa. Business Cooperation Agreement The agreement is effective until terminated by both parties. Beijing Fucheng and its shareholders agree that the legal person, directors, general manager and other senior officers of Beijing Fucheng should be appointed or elected by Bokefa. Beijing Fucheng and its shareholders agree that all financial and operational decisions of Beijing Fucheng will be made by Bokefa. Exclusive Service Agreement The effective term of this agreement is for one year and it can be extended an unlimited number of times if agreed by both parties. Bokefa agrees to provide exclusive technical consulting and support services to Beijing Fucheng and Beijing Fucheng agrees to pay service fees to Bokefa. Entrustment and Power of Attorney Agreement The shareholders of Beijing Fucheng agreed to entrust all the rights to exercise their voting power and any other rights as shareholders of Beijing Fucheng to Bokefa. The shareholders of Beijing Fucheng have each executed an irrevocable power of attorney to appoint Bokefa as their attorney-in-fact to vote on their behalf on all matters requiring shareholder approval. The agreement is effective until deregistration of Beijing Fucheng. VIE agreements with All Weather Insurance Agency Co., Ltd. (All Weather): On July 1, 2021, Bokefa, All Weather., and nominee shareholders of All Weather entered into six agreements, described below, pursuant to which Bokefa is deemed to have a controlling financial interest and be the primary beneficiary of All Weather. All Weather., Ltd.is deemed a VIE of Bokefa. Loan Agreement Pursuant to this agreement, Bokefa agreed to provide loans to the nominee shareholders of All Weather. The term of the loan is one year and shall start from the date when the loan is actually paid. The agreement shall terminate when the shareholders repay the loan. The loan should be used solely by All Weather for operating expenses, and should be exclusively repaid by transferring shares of All Weather to Bokefa when PRC Law permits. Exclusive Option Agreement The effective term of the agreement is unlimited and the agreement shall terminate upon the transfer of all of the equity interest of All Weather to Bokefa in accordance with relevant laws and provisions in the agreement, or upon written notice by Bokefa to the shareholders. In consideration for Bokefa’s loan arrangement, the shareholders have agreed to grant Bokefa an exclusive option to purchase their equity interest. Distribution of residual profits, if any, is restricted without the approval of Bokefa. Upon request by Bokefa, All Weather is obligated to distribute profits to the shareholders of All Weather, who must remit the profits to Bokefa immediately. All Weather and its shareholders are required to act in a manner that is in the best interest of Bokefa with regard to All Weather’s business operations. Equity Pledge Agreement The agreement will be terminated at the date when the other agreements have been terminated. Pursuant to the agreement, the nominee shareholders pledged all of their equity interest in All Weather to Bokefa as security for their obligations pursuant to the other agreements. Bokefa has the right to receive dividends on the pledged shares, and all shareholders are required to act in a manner that is in the best interest of Bokefa. Business Cooperation Agreement The agreement is effective until terminated by both parties. All Weather and its shareholders agree that the legal person, directors, general manager and other senior officers of All Weather should be appointed or elected by Bokefa. All Weather and its shareholders agree that all the financial and operational decisions of All Weather will be made by Bokefa. Exclusive Service Agreement The effective term of this agreement is for one year and it can be extended an unlimited number of times if agreed by both parties. Bokefa agrees to provide exclusive technical consulting and support services to All Weather and All Weather agrees to pay service fees to Bokefa. Entrustment and Power of Attorney Agreement The shareholders of All Weather agreed to entrust all their rights to exercise their voting power and any other rights as shareholders of All Weather to Bokefa. The shareholders of All Weather have each executed an irrevocable power of attorney to appoint Bokefa as their attorney-in-fact to vote on their behalf on all matters requiring shareholder approval. The agreement is effective until the deregistration of All Weather. VIE agreements with Tianjin Dibao Technology Development Co. Ltd. (Tianjin Dibao): On April 2, 2022, Zheng Zhong Energy, Tianjin Dibao , and nominee shareholder of Tianjin Dibao entered into six agreements, described below, pursuant to which Zheng Zhong Energy is deemed to have a controlling financial interest and be the primary beneficiary of Tianjin Dibao. Tianjin Dibao is deemed a VIE of Zheng Zhong Energy. Loan Agreement Pursuant to this agreement, Zheng Zhong Energy agreed to provide loans to the shareholder of Tianjin Dibao. The term of the loan shall start from the date when the loan is actually paid. The agreement shall terminate when the shareholder repay the loan. The loan should be used solely to purchase Tianjin Dibao’s 76% equity, and should be exclusively repaid by transferring shares of Tianjin Dibao to Zheng Zhong Energy when PRC Law permits. Exclusive Option Agreement The effective term of the agreement is unlimited and the agreement shall terminate upon the transfer of all of the equity interest of Tianjin Dibao to Zheng Zhong Energy in accordance with relevant laws and provisions in the agreement, or upon written notice by Zheng Zhong Energy to the shareholder. In consideration for Zheng Zhong Energy’s loan arrangement, the shareholder have agreed to grant Zheng Zhong Energy an exclusive option to purchase their equity interest. Distribution of residual profits, if any, is restricted without the approval of Zheng Zhong Energy. Upon request by Zheng Zhong Energy, Tianjin Dibao is obligated to distribute profits to the shareholder of Tianjin Dibao, who must remit the profits to Zheng Zhong Energy immediately. Tianjin Dibao and its shareholder are required to act in a manner that is in the best interest of Zheng Zhong Energy with regard to Tianjin Dibao’s business operations. Equity Pledge Agreement The agreement will be terminated at the date when the other agreements have been terminated. Pursuant to the agreement, the nominee shareholder pledged all of their equity interest in Tianjin Dibao to Zheng Zhong Energy as security for their obligations pursuant to the other agreements. Zheng Zhong Energy has the right to receive dividends on the pledged shares, and all shareholders are required to act in a manner that is in the best interest of Zhengzhong Energy. Business Cooperation Agreement The agreement is effective until terminated by both parties. Tianjin Dibao and its shareholders agree that the legal person, directors, general manager and other senior officers of Tianjin Dibao should be appointed or elected by Zheng Zhong Energy. Tianjin Dibao and its shareholder agree that all the financial and operational decisions of Tianjin Dibao will be made by Zheng Zhong Energy. Exclusive Service Agreement The effective term of this agreement is for one year and it can be extended an unlimited number of times if agreed by both parties. Zheng Zhong Energy agrees to provide exclusive technical consulting and support services to Tianjin Dibao and Tianjin Dibao agrees to pay service fees to Zheng Zhong Energy. Entrustment and Power of Attorney Agreement The shareholder of Tianjin Dibao agreed to entrust all their rights to exercise their voting power and any other rights as shareholder of Tianjin Dibao to Zheng Zhong Energy. The shareholder of Tianjin Dibao have each executed an irrevocable power of attorney to appoint Zheng Zhong Energy as their attorney-in-fact to vote on their behalf on all matters requiring shareholder approval. The agreement is effective until the deregistration of Tianjin Dibao.

Beijing Fucheng Lianbao Technol

Beijing Fucheng Lianbao Technology Co., Ltd Transaction	12 Months Ended
	Dec. 31, 2022
Beijing Fucheng Lianbao Technology Co., Ltd Transaction [Abstract]
BEIJING FUCHENG LIANBAO TECHNOLOGY CO., LTD TRANSACTION	NOTE 10 — BEIJING FUCHENG LIANBAO TECHNOLOGY CO., LTD TRANSACTION On February 10, 2021, the Company closed a transaction pursuant to which it acquired (via Beijing Fucheng in which it holds 24% and engaged in a VIE structure) all of the shares of Beijing Yibao Technology Co., Ltd., and, indirectly, its wholly-owned subsidiary Beijing Fucheng Insurance Brokerage Co., Ltd. (the “Fucheng Insurance Transaction”). The table set forth below summarizes the estimates of the fair value of assets acquired and liabilities assumed. In addition, the following table summarizes the allocation of the preliminary purchase price as of the acquisition date: Beijing Fucheng Lianbao Technology Co., Ltd transaction, Purchase Price Allocation (USD in thousands) Total cash consideration $ 5,711 Total purchase consideration $ 5,711 Less: Net working capital $ 926 Property and equipment 26 Intangible assets - License 4,814 Current liabilities (55 ) Fair value of net assets acquired $ 5,711 Since we started consolidating Beijing Fucheng Lianbao reports from February 10, 2021, the pro forma numbers are immaterial and therefore we did not present them.

Guangxi Zhongtong Insurance Age

Guangxi Zhongtong Insurance Agency Co., Ltd Acquisition	12 Months Ended
	Dec. 31, 2022
Guangxi Zhongtong Insurance Agency Co., Ltd Acquisition [Abstract]
GUANGXI ZHONGTONG INSURANCE AGENCY CO., LTD ACQUISITION	NOTE 11 — Guangxi Zhongtong Insurance Agency Co., Ltd Acquisition On January 1, 2021, we entered into a transaction through Bokefa, with the shareholders of Guangxi Zhongtong Insurance Agency Co., Ltd (“Guangxi Zhongtong”), a local Chinese entity with business and operations in the insurance brokerage business. Pursuant to the transaction, we granted loans to Guangxi Zhongtong’s shareholders through a frame work loan (the “GZ Frame Work Loan”) the amount of up to RMB 40,000 (approximately $6,125) (“GZ Frame Work Loan Amount”) which is designated, if exercised, to be used as a working capital loan for Guangxi Zhongtong. As of December 31, 2022, only RMB 8,010 (approximately $1,243) was drawn down from the GZ Frame Work Loan for working capital and approximately $919 was drawn down for loans to shareholders of Guangxi Zhongtong (as stipulated in the agreement). In consideration for the GZ Frame Work Loan, the parties entered into various additional agreements which include: (i) a pledge agreement pursuant to which the shareholders have pledged their shares for the benefit of Bokefa in order to secure the GZ Frame work Loan Amount (ii) an exclusive option agreement pursuant to which Bokefa has an exclusive option to purchase the entire issued and outstanding common shares of Guangxi Zhongtong from the shareholders (“Option Agreement”) under such terms set forth therein (which include an exercise price not less than the maximum GZ Frame Work Loan Amount and the right to convert the GZ Frame Work Loan Amount into the purchased shares) (iii) an entrustment agreement and power of attorney agreement pursuant to which the shareholders irrevocably entrusted and appointed Tianjin Bokefa as their proxy and trustee to exercise on their behalf any and all rights under applicable law and the articles of association of Guangxi Zhongtong in the shareholder’s equity interest in Guangxi Zhongtong (iv) a business cooperation agreement and a master exclusive service agreement which grants Bokefa rights related to Guangxi Zhongtong’s business and operations in order to secure repayment of the GZ Frame Work Loan Amount. This transaction was structured pursuant to a Variable Interest Entity, Structure (in which we do not hold the shares). As such, and given our direct ownership in Bokefa and its contractual arrangements with Guangxi Zhongtong, we are regarded as Guangxi Zhongtong’s controlling entity and primary beneficiary of Guangxi Zhongtong business. We have, therefore, consolidated the financial position and operating results of Guangxi Zhongtong using the fair value of the assets and liabilities of Guangxi Zhongtong. Beijing Fucheng Lianbao Technology Co., Ltd is an entity incorporated on December 29, 2020, in which Bokefa owns 24% equity interest with the remaining 76% controlled by Bokefa through VIE agreements. On February 10, 2021, Beijing Fucheng acquired all of the shares of Beijing Yibao Technology Co., Ltd., which holds 100% of the equity interest in Beijing Fucheng Insurance Brokerage Co., Ltd. (“Fucheng Insurance”). Fucheng Insurance is a Chinese insurance brokerage agency and a nation-wide licensed entity which offers insurance brokerage services for a broad range of insurance products. Fucheng Insurance, through their nationwide license, will give us the flexibility to offer and create tailor-made insurance products, leverage customers directly or through distribution partners and procure better deals with both our existing and new insurance company partners. Fucheng Insurance further enables us to accelerate the onboarding of new agents onto our platforms all throughout China. It also creates the opportunity to promote our business through some of China’s biggest online portals, which will provide business-to-business-to-consumer (B2B2C) as well as business-to-consumer (B2C) channels. When Fucheng Insurance initiates its nationwide rollout of its mobile application, it will facilitate access to those portals’ large customer bases which will also offer TINGO GROUP’S full suite of insurance products. Beijing Fucheng shares were acquired for approximately $5,700, and funded through the Company. On October 21, 2021, Yibao transferred such funds and the transaction closed. As a result of the transaction, Yibao now holds a sixty percent (60%) equity interest in Guangxi Zhongtong and is the controlling shareholder. As a condition of the Closing, the previous agreements consummated on January 1, 2021 per the Frame Work Loan became null and void. Purchased identifiable intangible assets are amortized on a straight-line basis over their respective useful lives. The table set forth below summarizes the estimates of the fair value of assets acquired and liabilities assumed. In addition, the following table summarizes the allocation of the preliminary purchase price as of the acquisition date: G uangxi Z I ., (USD in thousands) Total cash consideration $ - Total Purchase Consideration $ - Less: Debt-free net working capital $ 613 Property and equipment 13 Intangible assets - Licenses 1,926 Intangible assets - customer relationship (1) 248 Deferred Tax liability (2) (544 ) Fair value of net assets acquired $ 2,256 Fair value of the Noncontrolling interest $ (3,231 ) Gain on equity interest 1,128 Equity investment - Change in investment (2,103 ) Bargain gain from acquisition $ (153 ) (1) The customer database value is based on the cost to recreate, as indicated by management. (2) Represents the income tax effect of the difference between the accounting and income tax bases of the identified intangible assets, using an assumed statutory income tax rate of 26%.

All Weather Transaction

All Weather Transaction	12 Months Ended
	Dec. 31, 2022
All Weather Transaction [Abstract]
ALL WEATHER TRANSACTION	NOTE 12 — On July 1, 2021, we entered into a transaction through Bokefa, with the shareholders of All Weather, a local Chinese entity with business and operations in the insurance brokerage business. Pursuant to the transaction, we granted loans to All Weather’s shareholders through a frame work loan (the “AW Frame Work Loan”) the amount of up to RMB 30,000 (approximately $4,700) (“AW Frame Work Loan Amount”) which is designated, if exercised, to be used as a working capital loan for All Weather. As of December 31, 2022, RMB 30,000 (approximately $4,700) was drawn down from the AW Frame Work Loan for working capital. In consideration for the AW Frame Work Loan, the parties entered into various additional agreements which include: (i) a pledge agreement pursuant to which the shareholders have pledged their shares for the benefit of Bokefa in order to secure the AW Frame work Loan Amount (ii) an exclusive option agreement pursuant to which Bokefa has an exclusive option to purchase the entire issued and outstanding common shares of All Weather from the shareholders (“Option Agreement”) under such terms set forth therein (iii) an entrustment agreement and power of attorney agreement pursuant to which the shareholders irrevocably entrusted and appointed Bokefa as their proxy and trustee to exercise on their behalf any and all rights under applicable law and the articles of association of All Weather in the shareholder’s equity interest in All Weather (iv) a business cooperation agreement and a master exclusive service agreement which grants Bokefa rights related to All Weather’s business and operations in order to secure repayment of the AW Frame Work Loan Amount. This transaction was structured pursuant to a Variable Interest Entity Structure (in which we do not hold the shares). As such, and given our direct ownership in Bokefa and its contractual arrangements with All Weather, we are regarded as All Weather’s controlling entity and primary beneficiary of All Weather’s business. We have, therefore, consolidated the financial position and operating results of All Weather into our consolidated financial statements, using the fair value of the assets and liabilities of All Weather. Purchased identifiable intangible assets are amortized on a straight-line basis over their respective useful lives. The table set forth below summarizes the estimates of the fair value of assets acquired and liabilities assumed and resulting gain on bargain purchase. In addition, the following table summarizes the allocation of the preliminary purchase price as of the acquisition date: All Weather, Purchase Price Allocation (USD in thousands) Total cash consideration $ - Total purchase consideration $ - Less: Debt-free net working capital $ (105 ) Property and equipment 153 Right of use assets 208 Lease liabilities (258 ) Intangible assets - licenses (1) 849 Intangible assets - customer relationship (1) 54 Deferred Tax liability (2) (226 ) Fair value of net assets acquired $ 675 Noncontrolling interest $ (675 ) Change in investment (675 ) Goodwill $ - (1) The customer database value is based on the cost to recreate, as indicated by management. (2) Represents the income tax effect of the difference between the accounting and income tax bases of the identified intangible assets, using an assumed statutory income tax rate of 25%. All Weather ’s net revenues and net loss are presented if the acquisition date had occurred at the beginning of the annual reporting period. Year ended Year ended December 31, December 31, (Unaudited) (USD in thousands) 2022 2021 Revenues $ 146,035 $ 69,566 Net loss $ (47,115 ) $ (36,514 )

Tingo Mobile Limited Transactio

Tingo Mobile Limited Transaction	12 Months Ended
	Dec. 31, 2022
Tingo Mobile Limited Transaction [Abstract]
TINGO MOBILE LIMITED TRANSACTION	NOTE 13 — On May 10, 2022, TMNA entered into the Tingo Merger Agreement with MICT Merger Sub, Inc., a Nevada corporation and a wholly owned subsidiary of TINGO GROUP (“Merger Sub”), and TINGO GROUP, Inc., a Delaware corporation (“TINGO GROUP”). On June 15, 2022, TMNA, Merger Sub and TINGO GROUP entered into an Amended and Restated Agreement and Plan of Merger, following the completion of extensive due diligence by TINGO GROUP and its advisors. Following the execution of the Amended and Restated Merger Agreement, TINGO GROUP and TMNA explored ways in which the combination of Tingo’s core businesses and TINGO GROUP could be accomplished with the greatest speed and efficiency and on a tax-free basis. Based upon advice from each of the companies’ advisors, the parties negotiated a Second Amended and Restated Merger Agreement, which determined the Merger to be a multi-phase forward-triangular Merger. On October 6, 2022, TINGO GROUP and TMNA, as well as individual representatives of each company’s shareholders, executed the Tingo Merger Agreement On November 9, 2022, TMNA filed a Definitive Information Statement with the U.S. Securities and Exchange Commission to complete the Tingo Merger. Pursuant to the Tingo Merger Agreement, TMNA transferred its ownership of Tingo Mobile to Tingo BVI Sub, which was then merged with and into MICT Fintech Limited (“MICT Fintech”), a British Virgin Islands company and a wholly-owned subsidiary of Tingo Group Holdings, LLC, a Delaware limited liability company and a wholly-owned subsidiary of TINGO GROUP (“TGH”) On December 1, 2022 (the “Tingo Closing”), pursuant to certain joinder agreements, TGH and MICT Fintech were added as parties to the Merger Agreement, and TINGO GROUP completed the merger of Tingo BVI Sub with and into MICT Fintech (the “Tingo Combination”). Under the terms of the Tingo Merger Agreement, TINGO GROUP issued to TMNA (i) 25,783,675 shares of common stock of TINGO GROUP, representing approximately 19.9% of the number of shares of TINGO GROUP’s common stock issued and outstanding; (ii) 2,604.28 shares of Series A Preferred Stock convertible into 26,042,808 shares of TINGO GROUP common stock equal to approximately 20.1% of the total issued and outstanding TINGO GROUP common stock immediately prior to Tingo Closing; and (iii) 33,687.21 shares of Series B Preferred Stock convertible into 336,872,138 shares of TINGO GROUP common stock equal to approximately 35% of the total issued and outstanding common stock immediately prior to Tingo Closing. The rights of the Series A Preferred Stock and the Series B Preferred Stock are set forth in Certificates of Designation of Preferences, Rights and Limitations that TINGO GROUP filed with the Secretary of State of the State of Delaware on November 30, 2022. Also, at the Tingo Closing, TINGO GROUP added two individuals appointed by TMNA to TINGO GROUP’s existing board of directors. Following execution of the Tingo Merger Agreement, TINGO GROUP extended to TMNA a loan in the principal amount of $23,700 with an interest rate of 5% per year (the “Amended Purchaser Loan”), and which amended and restated a previous loan agreement between TINGO GROUP and TMNA dated September 28, 2022, for a principal amount of $3,700. If all of the transactions contemplated by the Tingo Merger Agreement and related agreements are consummated (including, for the avoidance of doubt, the conversions of the Series A Preferred Stock and Series B Preferred Stock into common stock), which will require further TINGO GROUP stockholder approval and Nasdaq approvals, such transactions would constitute a change of control of TINGO GROUP, as TMNA, would own a majority of the outstanding shares (on an as-converted basis) of TINGO GROUP. Conversion of Series A Preferred Stock Subject to stockholder approval, each share of Series A Preferred Stock will be convertible into approximately 10,000 shares of TINGO GROUP Common Stock. If stockholders have not approved the conversion of the Series A Preferred Stock into TINGO GROUP common stock by June 30, 2023 (the “Trigger Date”), then, (i) all issued and outstanding shares of Series A Preferred Stock will be immediately and automatically redeemed by TINGO GROUP, and all accrued and unpaid dividends thereon to the date of redemption extinguished, in consideration of the right to receive an aggregate amount, in respect of all shares of Series A Preferred Stock, of $1.00 in cash, and (ii) TINGO GROUP shall, within ten (10) business days following the Trigger Event, cause TINGO GROUP to issue to TMNA the amount of membership interests of TGH as needed to cause TMNA to own 27% of the total issued and outstanding membership interests of TGH, subject to the terms of the Series A Preferred Stock Certificate of Designations. Conversion of Series B Preferred Stock Upon approval by Nasdaq of the change of control of TINGO GROUP and upon the approval of TINGO GROUP’s stockholders, each share of Series B Preferred Stock issued by TINGO GROUP to TMNA shall automatically convert into 10,000 shares of TINGO GROUP common stock in accordance with the terms of its certificate of designation. If such shareholder or Nasdaq approval is not obtained by June 30, 2023, TMNA shall have the right to (i) cause the Series B Redemption to take place within 90 days; and (ii) cause TINGO GROUP to redeem all of the Series B Preferred Stock in exchange for (x) $666,666,667 or (y) an amount of common stock of TGH equivalent in value to $666,666,667 (reduced from the aggregate value of the Series B Preferred Stock at issuance, which is $1,000,000,000). As the Series B Preferred Stock redemption is contingent upon the approval of shareholders or Nasdaq approval, they are presented outside of Stockholders’ Equity in a total amount of approximately $553 million which reflect their fair value proportion from the consideration. The Series B Preferred Stock shall have no voting rights, however, the Series B Preferred Stock are entitled to receive dividends and conversion rights. The dividend rate on Series B Preferred Stock shall be the sum of (i) 4% of the Stated Value (as defined in the Series B Certificate of Designation) per share per annum plus (ii) if a dividend was declared and paid on the outstanding shares of Common Stock, an amount equal to the amount each share of Series B Preferred Stock would have received if it had been converted into Common Stock prior to the payment of the dividend, as declared by the Board of Directors. Regarding the conversion rights, upon the occurrence of the Conversion Date as defined within the Series B Certificate of Designation, each outstanding share of Preferred Stock shall be automatically converted into 10,000 shares of Common Stock, which in the aggregate shall be equal to 35.0% of Common Stock outstanding immediately prior to the Tingo Closing. In accordance with ASC 805, Business Combinations, at Tingo Closing, the Tingo Merger was accounted as business combinations under which, TINGO GROUP was the acquirer and Tingo BVI Sub and its subsidiaries will be treated as the “acquired” company for financial reporting purposes. Under the acquisition accounting method, the total estimated purchase price was allocated to the identifiable assets acquired and liabilities assumed based on their fair values. The excess of the purchase price over the net of the acquisition date amounts of the identifiable assets acquired and liabilities assumed has been recorded as goodwill. Management’s estimate of the fair values of the acquired intangible assets as of December 1, 2022 is preliminary and subject to change and is based on established and accepted valuation techniques performed with the assistance of third-party valuation specialists. Additional information, which existed as of the acquisition date but is yet unknown to the Company may become known to the Company during the remainder of the measurement period, which will not exceed twelve months from the acquisition date. Changes to amounts will be recorded as adjustments to the provisional amounts recognized as of the acquisition date and may result in a corresponding adjustment to goodwill in the period in which new information becomes available. The goodwill that arose from the acquisition consists of synergies expected from integrating Tingo Mobile into the Company’s operations and customer base. Tingo Mobile, Purchase Price Allocation Purchased identifiable intangible assets are amortized on a straight-line basis over their respective useful lives. The table set forth below summarizes the estimates of the fair value of assets acquired and liabilities assumed and resulting goodwill. In addition, the following table summarizes the allocation of the preliminary purchase price as of the acquisition date: Total Merger consideration (1) $ 1,215,241 Total purchase consideration $ 1,215,241 Less: Net working capital $ 170,327 Property and equipment 844,764 Intangible – farmer cooperative 24,811 Intangible – trade names and trade marks 54,576 Intangible – software 90,172 Deferred tax liability (2) (50,868 ) $ 1,133,782 Goodwill (3) $ 81,459 (1) The $1,215,241 value of the Merger Consideration transferred was determined in accordance with ASC 820 and ASC 805. ASC 820 requires that fair value to maximize objective evidence and be determined using assumptions that a market participant would use, and when level 1 inputs exist, it should be used unless determined to be not representative. That would have meant using the unadjusted TINGO GROUP quoted price at the time of completion of the Transaction. The Company is of the opinion however, that the market value per share price as quoted on Nasdaq is not representative of the fair value and should not be used to determine the merger consideration. Using market value per share of TINGO GROUP would have led to a significant bargain purchase gain and an internal rate of return that was not reasonable as well as other valuation anomalies that it created. Hence, and in accordance with ASC 805-30-30-5, the Company reassessed the determination of the consideration transferred and determined that using Tingo, Inc. quoted price traded at the OTC Tingo Closing is more appropriate in determining the consideration fair value. (2) Represents the income tax effect of the difference between the accounting and income tax bases of the identified intangible assets, using an assumed statutory income tax rate of 30%. (3) The goodwill is not deductible for tax purposes. During the measurement period, which is up to one year from the acquisition date, we may adjust

Segments

Segments	12 Months Ended
	Dec. 31, 2022
Segments [Abstrsct]
SEGMENTS	NOTE 14 — SEGMENTS ASC 280, “Segment Reporting”, establishes standards for reporting information about operating segments on a basis consistent with the Company’s internal organizational structure as well as information about geographical areas, operating segments and major customers in financial statements for detailing the Company’s operating segments. Operating segments are based upon our internal organization structure, the manner in which our operations are managed and the availability of separate financial information. As a result of our acquisition of GFHI on July 1, 2020 (see Note 8) and Tingo Mobile on December 1, 2022 (see Note 13), we currently serve the marketplace, through our operating subsidiaries, as a financial technology company (Fintech Industry) targeting the African, Middle Eastern and South East Asia marketplaces as well as other areas of the world. During the period between June 23, 2020, and May 9, 2021, we have held a controlling interest in Micronet, and we have presented our mobile resource management (“MRM”) business operated by Micronet as a separate operating segment. As of May 9, 2021, the Company’s ownership interest was diluted and, as a result, we deconsolidated Micronet. As of December 31, 2022, the Company has 3 segments. This change came with the completion of the Tingo Mobile acquisition on December 1, 2022. The Company changed its reporting structure to better reflect what the CODM is reviewing to make organizational decisions and resource allocations. Following the loss of control over Micronet, MRM is no longer a separate operating segment or reportable segment since the CODM does not review discrete financial information for the business. The Company recast the information for the fiscal years ended December 31, 2022 to align with this presentation. The activities of each of our reportable segments from which the Company earns revenues, records equity earnings or losses and incurs expenses are described below: ● Verticals and technology segment develops insurance platform, for the Chinese market and have been generating revenues from insurance products in China. ● Comprehensive platform service segment develops Nwassa agri-fintech marketplace platform, which enables customers in Nigeria to trade agricultural produce with customers, as well as to purchase farming inputs, to top up of airtime and data, to pay bills and utilities, to arrange insurance and to procure finance. ● Online stock trading segment develops technology investment trading platform that is currently operational in Hong Kong and Singapore. The following table summarizes the financial performance of our operating segments: Year ended December 31, 2021 (USD in thousands) Verticals Comprehensive platform service Corporate Online Consolidated Revenues from external customers $ 54,932 - $ 726 $ 18 $ 55,676 Segment operating loss (9,604 )(1) - (20,788 )(2) (7,504 ) (37,896 ) Other income, net (1,801 ) (1, ) Finance income (expenses), net 395 395 Loss before provision for income taxes $ (39,302 ) (1) Includes $2,931 of intangible assets amortization, derived from GFHI acquisition. (2) Includes $103 of intangible assets amortization, derived from Micronet consolidation. (3) Corporate and Other represents those results that: (i) are not specifically attributable to a reportable segment; (ii) are not individually reportable or (iii) have not been allocated to a reportable segment for the purpose of evaluating their performance, including certain general and administrative expense items. Year ended December 31, 2022 (USD in thousands) Verticals Online Corporate Comprehensive platform service Consolidated Revenues from external customers $ 57,364 $ 55 $ 88,616 $ 146,035 Segment operating loss (12,539 )(1) (9,829 ) (26,203 ) 36,779 (2) (11,792 ) Other income, net 2,151 2,151 Finance income (expenses), net (750 ) (750 ) Consolidated loss before income tax benefit $ (10,391 ) (1) Includes $2,931 of intangible assets amortization, derived from GFHI acquisition. (2) Includes $2,416 of intangible assets amortization, derived from Tingo Mobile acquisition. (In Thousands, except Share and Par Value Data) The following table summarizes the financial statements of our balance sheet accounts of the segments: As of December 31, 2021 (USD in thousands) Verticals Comprehensive Corporate Online Consolidated Assets related to segments $ 86,474 (1) $ - 30,756 $ 60,581 (3) $ 177,811 Liabilities related to segments (23,516 )(2) - (2,620 ) (3,953 ) (30,089 ) Total equity $ 147,722 (1) Includes $19,292 of intangible assets and $19,788 goodwill, derived from GFHI’s acquisition. (2) Includes $3,728 of deferred tax liability, derived from GFHI acquisition. (3) Includes $1,222 of intangible assets. As of December 31, 2022 (USD in thousands) Verticals Online Comprehensive Corporate Consolidated Assets related to segments $ 40,831 (1) $ 21,077 (3) $ 1,541,093 (4) 79,357 $ 1,682,358 Liabilities and redeemable preferred stock series B related to segments (18,406 )(2) (3,911 ) (877,353 )(5) (9,689 ) (909,359 ) Total equity $ 772,999 (1) Includes $17,009 of intangible assets and $19,788 goodwill, derived from GFHI’s acquisition. (2) Includes $3,125 of deferred tax liability, derived from GFHI All weather and Zhongtong acquisitions. (3) Includes $1,226 of intangible assets. (4) Includes $167,143 of intangible assets and $81,459 goodwill, derived from Tingo Mobile acquisition. (5) Includes $50,143 of deferred tax liability, derived from Tingo Mobile acquisition and $553,035 redeemable preferred stock series B.

Trade Accounts Receivable, Net

Trade Accounts Receivable, Net	12 Months Ended
	Dec. 31, 2022
Trade Accounts Receivable, Net [Abstract]
TRADE ACCOUNTS RECEIVABLE, NET	NOTE 15 — TRADE ACCOUNTS RECEIVABLE, NET Trade accounts receivable were comprised of the following: December 31, December 31, (USD in thousands) 2022 2021 Trade accounts receivable $ 14,553 $ 20,485 Allowance for doubtful accounts (3,012 ) (2,606 ) $ 11,541 $ 17,879 Movement of allowance for doubtful accounts for the fiscal year ended December 31, 2022 and the fiscal year ended December 31, 2021 are as follows: (USD in thousands) 2022 2021 Beginning balance $ 2,606 $ 5 Provision 618 2,574 Exchange rate fluctuation (212 ) 32 Decrease due to deconsolidation of Micronet - (5 ) $ 3,012 $ 2,606

Supplementary Financial Stateme

Supplementary Financial Statements Information	12 Months Ended
	Dec. 31, 2022
Supplementary Financial Statements Information [Abstract]
SUPPLEMENTARY FINANCIAL STATEMENTS INFORMATION	NOTE 16 — SUPPLEMENTARY FINANCIAL STATEMENTS INFORMATION A. Other Current Assets: December 31, December 31, 2022 2021 (USD in thousands) Prepaid expenses $ 1,019 $ 1,715 Advance to suppliers 2,821 2,338 Deposit 287 1,335 Business advance to employee - 1,444 Other receivables 1,701 1,033 $ 5,828 $ 7,865 B. Other Current Liabilities: December 31, (USD in thousands) 2022 2021 Employees and wage-related liabilities $ 1,064 $ 500 expenses payable 5,298 - Payment received by customers in advance 15 73 Accrued expenses 2,431 1,802 Income tax payable 178,582 365 Other tax payable 3,267 273 Advances from employee 1,402 990 Deposit 383 364 Due to insurance companies 151 142 Other 1 405 $ 192,594 $ 4,914

Related Parties

Related Parties	12 Months Ended
	Dec. 31, 2022
Related parties [Abstract]
RELATED PARTIES	NOTE 17 — RELATED PARTIES Current assets – related parties December 31, December 31, 2022 2021 (USD in thousands) Shareholders of All Weather $ 4,603 $ 3,680 Beijing Fucheng Prospect Technology Co., Ltd 267 Loan to Tingo Inc.(1) 8,099 Convertible loan to Micronet (1) - 535 Shareholders of Guangxi Zhongtong 522 919 $ 13,491 $ 5,134 (1) Tingo’s loan- as discussed in Note 13. Current liabilities – related parties December 31, December 31, 2022 2021 (USD in thousands) Shareholders of Bokefa Petroleum and Gas $ 308 $ - Shareholders of All Weather 659 4 Shareholders of Tingo Mobile Limited 56,539 - $ 57,506 $ 4 Darren Mercer, our Chief Executive Officer and a director, presently owns, with certain family members and related parties, approximately one third of the issued and outstanding shares of GFH and is the sole officer and one of three directors of GFH. In addition, prior to the closing the transactions contemplated by the agreement and plan of merger, entered into on November 7, 2019 and amended and restated on April 15, 2020 by and among TINGO GROUP, GFH Intermediate Holdings Ltd., a British Virgin Islands company (“Intermediate”), TINGO GROUP Merger Subsidiary Inc., a British Virgin Islands company and a wholly-owned subsidiary of TINGO GROUP (“Merger Sub”) and GHF as the sole shareholder of Intermediate, pursuant to which the Merger Sub merged with and into Intermediate, with Intermediate continuing as the surviving entity, as a result of which GFH became a wholly owned subsidiary of TINGO GROUP (the “Merger”). Mr. Mercer was the sole officer and director of Intermediate. On April 2, 2020, Darren Mercer, current board member of the Company, was appointed, the interim Chief Executive Officer of the Company and was given a fee of $25 per month for his services to the Company. Effective on July 1, 2020 the board of directors approved the following consideration for Darren Mercer: (i) An annual base fee will be $495 per year and, (ii) a signing bonus of $100 and, (iii) a total annual bonus in accordance with the bonus program adopted by the Company from time-to-time with a target bonus opportunity equal to 100% of the Base Fee, With respect to a Target Bonus for a given year, the Company shall award up to 40% of such Target Bonus, as it so determines, on the basis of Mr. Mercer’s performance in the first six months of the year and up to the remaining 60% of such Target Bonus on the basis of Mr. Mercer’s performance in the remaining 6 months of the year. In addition, the Board of Directors may declare and grant a discretionary bonus for Mr. Mercer based on various targets and performance criteria to be established by the Board of Directors. The evaluation of the performance of Mr. Mercer as measured by the applicable targets and the awarding of applicable bonuses, if any, shall be at the sole discretion of the Board of Directors. On December 21, 2020, the board of directors approve additional $200 bonus. The agreement shall end on the third anniversary of the Start Date. The engagement above was formalized in the foam of independent contractor. Effective on October 2021, the board of directors approve Darren Mercer (“Executive”) new employment terms as follows: (i) an annual base salary fee will be $800 and, (ii) a total annual bonus in accordance with the bonus program adopted by the Company from time-to-time. The Target Bonus amount for Executive’s work in the calendar year 2021 shall be $713. Executive’s Target Bonus opportunities for his work in the calendar years 2022 and 2023 shall be $1,200. The annual bonus under this Section 3(b), if any, shall be payable at the discretion of the Company based on achievement of performance metrics to be established by the Board for each year, including, for calendar years 2022 and 2023. Such metrics shall include goals based on revenue generated Executive’s consulting businesses. Executive must be employed by the Company on the date of payment in order to earn and receive any above, except in the event of termination without Cause or resignation for Good Reason (as such terms are include In the Agreement). In addition, the As of December 31, 2022, Professor Yehezkel (Chezy) Ofir, held options to purchase 30,000 shares, 30,000 options to purchase shares were granted on May 23, 2021 at an exercise price of $1.81 per share. Out of which 22,500 of the options have vested. As of December 31, 2022, Mr. Robert Benton, held options to purchase 80,000 shares, the options to purchase 80,000 shares were granted to him on May 23, 2021 at an exercise price of $1.81 per share. Out of which 60,000 of the options have vested. As of December 31, 2022, Mr. John McMillan Scott held options to purchase 160,000 shares, the options to purchase 160,000 shares were granted to him on May 23, 2021 at an exercise price of $1.81 per share. Out of which 120,000 of the options have vested. On October 6, 2022, the Company extended to Tingo Inc a loan in the principal amount of $23,700 with an interest rate of 5% per year, and which shall amend and restate the loan agreement between TINGO GROUP and Tingo dated September 28, 2022, for a principal amount of $3,700 (the “ Previous Loan On February 5, 2023, the Company granted On February 5, 2023, the Company’s Board of Directors (the “Board”) unanimously approved a grant of 3,200,000 Fully vested shares of common stock to Mr. Darren Mercer, the Company’s Chief Executive Officer, in recognition of the completion of the acquisition of Tingo Mobile Limited, which is expected to be transformational for the Company. The size of the award takes into account the improved terms for the Company the Company

Commitment and Contingencies

Commitment and Contingencies	12 Months Ended
	Dec. 31, 2022
Commitments and Contingencies Disclosure [Abstract]
COMMITMENT AND CONTINGENCIES	NOTE 18 — COMMITMENT AND CONTINGENCIES We have certain fixed contractual obligations and commitments that include future estimated payments. Changes in our business needs, cancellation provisions, and other factors may result in actual payments differing from the estimates. The following tables summarize our contractual obligations as of December 31, 2022, and the effect these obligations are expected to have on our liquidity and cash flows in future periods. Contractual Obligation: Total Less than 1-3 year 3-5 year 5+ year Office leases commitment 2,246,040 1,287,995 904,174 53,871 - Short-term debt obligations Commitment 837,442 460,477 376,965 - - Services Contract Commitment 260,975 260,975 - - - Total 3,344,457 2,009,447 1,281,139 53,871 - Legal Proceedings The Company is subject to litigation arising from time to time in the ordinary course of its business. There is no open legal proceeding as of December 31, 2022 and as of today. We could be involved in ordinary course litigation.

Operating Leases

Operating Leases	12 Months Ended
	Dec. 31, 2022
Operating Leases [Abstract]
OPERATING LEASES	NOTE 19 — OPERATING LEASES The following table provides a summary of leases by balance sheet location: Assets/liabilities December 31, December 31, (USD in thousands) 2022 2021 Assets Right-of-use assets $ 2,260 $ 1,921 Liabilities Lease liabilities- current portion $ 1,215 $ 1,298 Lease liabilities- long term 905 691 Total Lease liabilities $ 2,120 $ 1,989 The operating lease expenses were as follows: (USD in thousands) Year ended 2022 2021 Operating lease cost $ 1,222 $ 1,440 Maturities of operating lease liabilities were as follows: (USD in thousands) Year ended 2023* 1,288 2024 656 2025 221 2026 27 2027 21 Thereafter 33 Total lease payment 2,246 Less: imputed interest (126 ) Total lease liabilities 2,120 * Not include operating leases with a term less than one year. Lease term and discount rate December 31, Weighted-average remaining lease term (years) – operating leases 2.23 Weighted average discount rate – operating leases 5.70 % The Company leases mobile phones that classified as operating leases. The following table summarizes the components of operating lease revenue recognized during the years ended December 31, 2022 Year Ended Lease revenue 2022 Fixed contractual payments 38,847 Future fixed contractual lease payments to be received under non-cancelable operating leases in effect as of December 31, 2022, assuming no new or renegotiated leases or option extensions on lease agreements are executed, are as follows (dollars in thousands): Years Ending December 31, Future lease payments due 2023 537,753 2024 - 2025 - 2026 - 2027 - Thereafter -

Provision for Income Taxes

Provision for Income Taxes	12 Months Ended
	Dec. 31, 2022
Provision for Income Taxes [Abstract]
PROVISION FOR INCOME TAXES	NOTE 19 — PROVISION FOR INCOME TAXES A. Basis of Taxation United States: The statutory federal income tax rate in U.S. was 21% in 2021 and in the year ended December 31, 2022 and 2021. As of December 31, 2022 the operating loss carry forward were $60,230, among which there was $5,115 expiring from 2025 through 2037, and the remaining $55,115 has no expiration date. Israel: The Company’s Israeli subsidiaries and associated are governed by the tax laws of the State of Israel which had a general tax rate of 23% in the years ended December 31, 2022 and 2021. As of December 31, 2022 the operating loss carry forward were $8,290, which does not have an expiration date. Mainland China: The Company’s Chinese subsidiaries in the PRC are subject to the PRC Corporate Income Tax Law (“CIT Law”) and are taxed at the statutory income tax rate of 25%. As of December 31, 2022 the operating loss carry forward was $13,714, which will expire from 2026 through 2027. Hong Kong: Our subsidiaries incorporated in Hong Kong, such as Magpie Securities Limited and BI Intermediate Limited, are subject to Hong Kong profit tax on their profits arising from their business operations carried out in Hong Kong. Hong Kong profits tax for a corporation from the year of assessment 2018/2019 onwards is generally 8.25% on assessable profits up to HK$2,000,000; and 16.5% on any part of assessable profits over HK$2,000,000. Under the Hong Kong Inland Revenue Ordinance, profits that we derive from sources outside of Hong Kong are generally not subject to Hong Kong profits tax. As of December 31, 2022, the tax loss carry forward was $17,243 for Magpie Securities Limited, and the operating loss carry forward was $5,342 for BI Intermediate Limited. Tax losses can be carried forward indefinitely until utilized. Singapore: Our subsidiaries incorporated in Singapore are subject to an income tax rate of 17% for taxable income earned in Singapore. Singapore does not impose a withholding tax on dividends for resident companies. In 2022, we did not incur any income tax as there was no estimated assessable profit that was subject to Singapore income tax. As of December 31, 2022, the operating loss carry forward was USD$758 subject to qualifying conditions, trade losses can be carried forward indefinitely while unutilized donations can be carried forward for up to 5 Years of Assessment. Nigeria: The Company’s Nigeria subsidiary Tingo Mobile Limited is governed by the tax laws of the Federal Republic of Nigeria which had a corporate tax rate of 30% in the year ended December 31, 2022 and 2021. As of December 31, 2022, the operating loss carry forward were nil TINGO GROUP and its subsidiaries and VIEs within the jurisdiction of the United States, Israel and China are subject to a tax examination for the most recent three, four and five years, respectively. B. Loss before income taxes Year ended December 31, (USD in thousands) 2022 2021 Domestic $ (25,346 ) $ (20,157 ) Foreign 14,955 (19,145 ) Total $ (10,391 ) (39,302 ) C. Provision for Expense (Benefit) Taxes Year ended December 31, (USD in thousands) 2022 2021 Current Domestic $ 330 $ 81 Foreign 6,266 484 Total $ 6,596 565 Deferred Domestic $ (762 ) $ Foreign 31,640 (2,356 ) Total $ 37,474 $ (1,791 ) D. Deferred Tax Assets and Liabilities Deferred tax reflects the net tax effects of temporary differences between the carrying amounts of assets or liabilities for financial reporting purposes and the amounts used for income tax purposes. Deferred tax assets were included in long-term deposit and prepaid expenses, and the Company’s deferred taxes were in respect of the following: December 31, December 31, (USD in thousands) 2022 2021 Deferred tax assets Provisions for employee rights and other temporary differences $ 234 $ 260 Provisions for bad debt 753 696 Net operating loss carry forward 21,839 12,034 Valuation allowance (19,165 ) (11,226 ) Deferred tax assets, net of valuation allowance 3,661 1,764 Deferred tax liabilities Recognition of intangible assets arising from business combinations (89,597 ) (3,952 ) Deferred tax assets (liabilities), net $ (85,936 ) $ (2,188 ) D. The reconciliation of income tax at the U.S. statutory rate to the Company’s effective tax rate as follows: 2022 2021 U.S. federal statutory rate 21 % 21 % Change in valuation allowance (53 )% (16 )% Non-deductible share-based compensation (9 )% - Other expenses non-deductible for tax purposes (175 )% - Difference in foreign tax rates (24 )% - Effective tax rate (240 )% 5 %

Goodwill

Goodwill	12 Months Ended
	Dec. 31, 2022
Accrued Severance Pay, Net [Abstract]
GOODWILL	NOTE 20 — GOODWILL Year ended December 31, 2021 (USD in thousands) Verticals and technology Comprehensive platform service Corporate and others (3) Online stock trading Consolidated Balance as of January 1, 2021 $ 19,788 - $ 2,617 $ - $ 22,405 Impairment loss - - - - - Acquisitions in 2021 - - - - - Loss of control (2,617 ) (2,617 ) Forex - - - - - Balance as of December 31, 2021 19,788 - - $ 19,788 Year ended December 31, 2022 (USD in thousands) Verticals and technology Comprehensive platform service Corporate and others (3) Online stock trading Consolidated Balance as of January 1, 2022 $ 19,788 - $ $ - $ 19,788 Impairment loss - - - - - Acquisitions in 2022 - 81,459 - - 81,459 Loss of control - - Forex - - - - - Balance as of December 31, 2022 19,788 81,459 - $ 101,247

Condensed Financial Information

Condensed Financial Information of Registrant (Tingo Group, Inc):	12 Months Ended
	Dec. 31, 2022
Consolidated Financial Statements [Abstract]
CONDENSED FINANCIAL INFORMATION OF REGISTRANT (TINGO GROUP, INC):	NOTE 21 — CONDENSED FINANCIAL INFORMATION OF TINGO GROUP, INC (Parent Company) On December 1, 2022, we acquired Tingo Mobile (see Note 13). Tingo Mobile may generally repatriate capital and associated returns thereon by applying to the Nigerian Central Bank for approval. All transfer of funds to the registrant in the form of cash dividends, loans or advances or in other form is subject to an application and approval process for currency payments out of Nigeria. The cash and cash equivalents under restriction in Tingo Mobile as of December 31, 2022 is $461.7 million. The amount of such restricted net assets exceeds 25% of consolidated net assets as of December 31, 2022. Basis of presentation The Tingo Group, Inc. (the “Parent Company”) condensed financial information should be read in conjunction with our consolidated financial statements. The condensed financial statements include the activity of the Parent Company and reflect its subsidiaries using the equity method of accounting. Under the equity method, the investment in consolidated subsidiaries and VIE’s is stated at cost plus equity in undistributed earnings or loss of the consolidated subsidiaries and VIE’s. December 31, December 31, ASSETS Current assets: Cash and cash equivalents $ 14,924 $ 29,674 Related party receivables 114,657 107,952 Other current assets 98 2,308 Total current assets 129,679 139,934 Other non-current assets 239 600 Equity method investments 1,200,886 5,062 Total long-term assets 1,201,125 5,662 Total assets $ 1,330,804 $ 145,596 December 31, December 31, LIABILITIES TEMPORARY EQUITY AND EQUITY Other current liabilities $ 7,125 $ 1,496 Total current liabilities 7,125 1,496 Redeemable preferred stock Series B: $0.001 par value, 33,687.21 shares authorized and 0 shares issued and outstanding as of December 31, 2022 and 2021, respectively. 553,035 - Stockholders’ Equity: Redeemable preferred stock Series A: $0.001 par value, 2,604.28 shares authorized and 0 shares issued and outstanding as of December 31, 2022 and 2021, respectively. 3 - Common stock; $0.001 par value, 250,000,000 shares authorized, 157,599,882 and 122,435,576 shares issued and outstanding as of December 31, 2022 and December 31, 2021, respectively 158 122 Additional paid in capital 889,579 220,786 Accumulated other comprehensive loss 4,367 (414 ) Accumulated deficit (123,463 ) (76,394 ) Total equity 770,644 144,100 Total liabilities temporary equity and equity $ 1,330,804 $ 145,596 Year ended 2022 2021 Revenues $ - $ - Cost of revenues - - Gross profit - - Operating expenses: General and administrative 25,714 19,136 Amortization of intangible assets - - Total operating expenses 25,714 19,136 Loss from operations (25,714 ) (19,136 ) (Loss) gain of controlling equity investment held in Micronet - - Finance income (expense), net 3,175 1,786 Loss before income tax expense (22,539 ) (17,350 ) Income tax expense 330 81 Loss after income tax expense (22,869 ) (17,431 ) Gain (loss) from equity investment (24,200 ) (18,997 ) Net loss $ (47,069 ) $ (36,428 ) Basic and diluted loss per share $ (0.36 ) $ (0.32 ) Weighted average common shares outstanding: Basic and diluted 129,345,764 112,562,199 Year ended December 31, 2022 2021 CASH FLOWS FROM OPERATING ACTIVITIES: Net loss $ (22,869 ) $ (17,431 ) Adjustments to reconcile net loss to net cash used in operating activities: Shares issued to service providers and employees 6,417 9,876 Stock-based compensation for employees and consultants 208 711 Changes in operating assets and liabilities: Change in other non-current assets 361 (600 ) Change in accrued interest due to related party (3,312 ) (115 ) Increase (decrease) in other current assets 2,210 (1,524 ) Increase (decrease) in other current liabilities 5,628 (1,992 ) Net cash used in operating activities $ (11,357 ) $ (11,075 ) CASH FLOWS FROM INVESTING ACTIVITIES: Loan to related party (203 ) (88,000 ) Receipt of loan from related party 30,000 - Loan to Tingo Inc pursuant to the merger agreement (23,700 ) - Receipt of loan from related party (Micronet) 534 - Loan to Tingo Mobile (10,024 ) - Net cash used in investing activities $ (3,393 ) $ (88,000 ) CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from issuance of shares and warrants - 105,366 Proceeds from exercise of warrants - 2,474 Proceeds from exercise of options - 80 Net cash provided by financing activities $ - $ 107,920 TRANSLATION ADJUSTMENT OF CASH - - NET CHANGE IN CASH (14,750 ) 8,845 Cash at the beginning of the year 29,674 20,829 Cash at end of the year $ 14,924 $ 29,674

Subsequent Events

Subsequent Events	12 Months Ended
	Dec. 31, 2022
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	NOTE 22 — SUBSEQUENT EVENTS On February 2, 2023 (“Effective Date”), the Company., entered into settlement and repurchase agreements (the “Repurchase Agreements”) with certain holders of the outstanding warrants over its common stock (“Warrant Holders”). The warrants being repurchased were originally issued by TINGO GROUP between November 2020 and March 2021 pursuant to three offerings of common stock and warrants. The exercise prices of the warrants were $3.12 in the first offering and $2.80 in the subsequent two offerings, with various expiration dates falling between August 16, 2024 and August 16, 2026. The repurchase will result in the surrender and cancellation of the warrants held by each Warrant Holder. Repurchase Payment Pursuant to the Repurchase Agreements, the Company agreed to repurchase warrants representing an aggregate amount of 28,117,835 shares of its common stock, for which it is paying $0.15 per share on March 3, 2023 and $0.10 per share on May 1, 2023 at an aggregate cost to the Company of $7,029. Additionally, the Company has also entered into Repurchase Agreements with certain other Warrant Holders with respect to an additional 1,064,000 shares, who have agreed to grant TINGO GROUP an option from July 1, 2023 to July 31, 2023 to repurchase their warrants for $0.25 per share upon the exercise of such option. TINGO GROUP’s payment for the repurchase of warrants serves as consideration and full and final settlement of all claims which were or might have been asserted by Warrant Holders arising from the Warrants. If TINGO GROUP fails to make timely payment under the terms of the Repurchase Agreements, the Warrants shall remain outstanding and be exercisable in full in accordance with their terms, and the Warrant Holders shall retain all rights available under applicable law or equity with respect to the Warrants. Representations and Warranties The Repurchase Agreements contain a number of representations and warranties by each of the Company and the Warrant Holders as of the Effective Date. Most material of which the Warrant Holders represent and warrant that they are the sole owner of, and have good, valid and marketable title to the Warrants free of any restrictions, among other representations and warrants. the Company represents and warrants that it has received all necessary consents, approvals, and authorizations to approve its obligations under the Repurchase Agreements, among other representations and warrants. The representations and warranties made by the Company and the Seller are customary for transactions similar to this transaction. Most Favored Nation The Company represented and warranted as of the Effective Date that from and after the Effective Date through the respective expiration dates of the Warrants, that none of the terms offered to any other holder of the Company’s warrants (outstanding as of the Effective Date), with respect to any amendment, settlement, repurchase or redemption (whether pursuant to the terms of such warrants or otherwise) of any such warrants (outstanding as of the Effective Date) since the Announcement Time (“Other Warrant Settlement Document”), is or will be more favorable to such holder than those of the Warrant Holders and that the Repurchase Agreements are, without any further action by the Warrant Holders or the Company , deemed amended and modified in an economically and legally equivalent manner such that the Warrant Holders shall receive the benefit of the more favorable terms contained in such Other Warrant Settlement Document. On February 7, 2023, Yehezkel (Chezy) Ofir tendered his resignation to the board of directors (the “Board”) of the Company, effective immediately. The reason for Mr. Ofir’s resignation is to comply with the terms of the Amended Agreement and Plan of Merger with Tingo, Inc. and Tingo Mobile Limited (“Tingo”), where it was agreed the Board would be comprised of four of the existing directors of the Company and two new directors nominated by Tingo, Inc. and not in connection with any disagreements with the Company on any matter. On February 9, 2023 (“Effective Date”), TINGO GROUP, Inc. and TINGO GROUP Fintech Ltd., an indirect wholly owned subsidiary of the Company organized under the laws of the British Virgin Islands (“TINGO GROUP Fintech”) purchased from Dozy Mmobuosi 100% of the ordinary shares of Tingo Foods PLC (“Tingo Foods”) (the “Acquisition”). Mr. Mmobuosi is the majority shareholder, Chairman and Chief Executive Officer of Tingo, Inc., a Nevada corporation. Tingo, Inc. Given the recent timing of the transaction, the initial accounting for the transaction is incomplete at the time these financial statements were authorized for issuance. Accordingly, not all relevant disclosures are available for this transaction. Tingo Foods started its operational business in September 2022 and generated revenue of more than $400 million dollars (unaudited) during the approximate four-month period ended on December 31, 2022. As consideration for the Acquisition, TINGO GROUP agreed to pay Mr. Mmobuosi, a purchase price equal to the cost value of Tingo Foods’ stock, which will be satisfied by the issuance of a secured promissory note (“Promissory Note”) in the amount of US$204,000,000. The Promissory Note is for a terms of two years with an interest rate of 5%. MICT Fintech agreed to certain covenants with respect to its ability to incur additional debt or create additional liens. The Acquisition will not result in any new issuance of the Company common stock, nor of any instruments convertible into shares of the Company. The parties additionally agreed that Mr. Mmobuosi, as the owner of the real property on which the business of Tingo Foods is located and operates, to finance and complete construction of the building, and for TINGO GROUP and Tingo Foods to fit out the building and premises, including the installation of mechanized equipment, for the specialized operations of a large food processing facility. Lastly, Mr. Mmobuosi will also provide TINGO GROUP and Tingo Foods with a long-term lease with respect to the real property. On February 14, 2023, TINGO GROUP through its wholly-owned subsidiary Tingo Mobile, and Visa, the global leader in digital payments, launched their pan-African strategic partnership, which aims to improve access to digital payments and financial services, and drive financial inclusion across Africa. The launch of the Tingo Visa card, together with the new TingoPay Super App and the TingoPay business portal, opens significant global opportunities to Tingo’s subscribers, allowing secure cashless payments at more than 61 million merchants in over 200 countries through Visa’s global network, as well as the ability for business subscribers to more readily and securely accept payments from customers and other third parties. On February 23, 2023, the Company filed an amendment to its certificate of incorporation, as amended, with the Secretary of State of Delaware to change its corporate name from “MICT, Inc.” to “Tingo Group, Inc.” . The Name Change was effective as of February 27, 2023. Also effective February 27, 2023 the Company changed its trading symbol on the Nasdaq Capital Market from “MICT” to “TIO” (the “Symbol Change”).

Accounting Policies, by Policy

Accounting Policies, by Policy (Policies)	12 Months Ended
	Dec. 31, 2022
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The consolidated financial statements have been prepared in accordance with United States Generally Accepted Accounting Principles (“GAAP”) applied on a consistent basis.
Principle of Consolidation	Principle of Consolidation The consolidated financial statements include the financial statements of the Company, its subsidiaries and variable interest entities (“VIEs”). Inter-company transactions and balances among the Company and its subsidiaries are eliminated upon consolidation. As the Company has both the power to direct the activities of the entities that most significantly impact its economic performance and the right to receive benefits or the obligation to absorb losses of the entities that could potentially be significant to the entities, the Company is considered the primary beneficiary of VIEs. (see Notes 9, 10, 11 and 12).
Noncontrolling Interest	Noncontrolling Interest Noncontrolling interest (“NCI”) reflect the portion of income or loss and the corresponding equity attributable to third-parties in certain consolidated subsidiaries that are not 100% owned by the Company. Noncontrolling interest is presented as a separate component in our consolidated statements of operation. NCI is allocated a share of income or loss in the respective consolidated subsidiaries in proportion to their relative ownership interest.
Functional currency and Exchange Rate Income (Loss)	Functional currency and Exchange Rate Income (Loss) The functional currency of our foreign entities is their local currency. For these foreign entities, we translate their financial statements into U.S. dollars using average exchange rates for the period for statements of operations amounts and using end-of-period exchange rates for assets and liabilities. We record these translation adjustments in Accumulated other comprehensive loss, a separate component of stockholders’ equity, in our consolidated balance sheets. Exchange gains and losses resulting from the conversion of transaction currency to functional currency are charged or credited to other comprehensive income (expense), net. The exchange rate used for conversion Nigerian Naira and RMB to USD is presented below: Currency December 31, December 31, Naira 448.55 412.49 RMB 6.8972 6.3726
Use of Estimates	Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures. These estimates and assumptions take into account historical and forward-looking factors that the Company believes are reasonable. Actual results could differ significantly from those estimates.
Cash and Cash Equivalents	Cash and Cash Equivalents Cash and cash equivalents consist of cash, bank deposits, money market funds and high liquid short-term investments with insignificant interest rate risk and original maturities of three months or less.
Restricted Cash	Restricted Cash The Company, as an insurance broker, is required to reserve 10% of its registered capital in cash held in an escrow bank account pursuant to the China Insurance Regulatory Commission (“CIRC”) rules and regulations. As of December 31, 2022 and 2021, restricted cash amounted to $2,233 and $2,417 respectively.
Accounts receivable, net	Accounts receivable, net Accounts receivables are recorded at amounts billed to customers, net of an allowance for doubtful accounts. Trade accounts receivable are recorded at invoiced amounts. On a periodic basis, management evaluates its accounts receivable and determines whether to provide an allowance or if any accounts should be written off. The allowance is determined based on specific analysis of each customer account receivable’s aging, assessment of its related risk and ability of the customer to make the required payment. In addition, in accordance with ASC 326, “Financial Instruments - Credit Losses”, an allowance is maintained for estimated forward-looking losses resulting from possible inability of customers to make required payments (current expected losses). The amount of the allowance is determined principally on the basis of past collection experience and known financial factors regarding specific customers. Trade accounts receivables are written off against the allowance when it becomes evident that collection will not occur. As of December 31, 2022 and December 31, 2021, allowance for expected credit losses was $3,012 and $2,606, respectively.
Financial Instruments	Financial Instruments The Company accounts for debt and equity issuances as either equity-classified or liability-classified instruments based on an assessment of the instruments specific terms and applicable authoritative guidance in Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 480, Distinguishing Liabilities from Equity (“ASC 480”) and ASC 815, Derivatives and Hedging (“ASC 815”). The assessment considers whether the warrants are freestanding financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and whether the warrants meet all of the requirements for equity classification under ASC 815, including whether the warrants are indexed to the Company’s own common stock and whether the warrant holders could potentially require “net cash settlement” in a circumstance outside of the Company’s control, among other conditions for equity classification. This assessment, which requires the use of professional judgment, is conducted at the time of issuance of the instruments and as of each subsequent quarterly period end date while the instruments are outstanding. For issued or modified instruments that meet all of the criteria for equity classification, the instruments are required to be recorded as a component of additional paid-in capital at the time of issuance. For issued or modified instruments that do not meet all the criteria for equity classification, the instruments are required to be recorded at their initial fair value on the date of issuance, and each balance sheet date thereafter. Changes in the estimated fair value of the instruments are recognized as a non-cash gain or loss on the statements of operations.
Property and Equipment	Property and Equipment Property and equipment are stated at cost, net of accumulated depreciation and amortization. Depreciation and amortization is calculated by the straight-line method over their estimated useful lives. Useful lives of depreciation are as follows: Category Useful Life Machinery and equipment 3-7 years Furniture and fixtures 3-14 years Transportation equipment 4-7 years Leasehold improvements Over the shorter of lease term or life of the assets Computer equipment 3 years Buildings 20 years Office Equipment 5 years Plant & Machinery 4 years Mobile Devices 3 years Site Installations 4 years
Stock Based Compensation	Stock Based Compensation The Company applies the provisions of ASC Topic 718 “Compensation - Stock Compensation”, under which employees’ share-based awards are recognized based on the grant-date fair values. The Company estimates the fair value of stock-based compensation awards granted using the grant date fair value of the awards. Stock-based compensation expense is recognized evenly over the vesting period. The Company accounts for forfeitures as they occur. For stock options, fair value is determined using an option-pricing model that takes into account the stock price at the grant date, the exercise price, the expected life of the option, the volatility of the underlying stock, the expected dividends on it, and the risk-free interest rate over the expected life of the option.
Cost of revenues	Cost of revenues Cost of revenues are from our Comprehensive Platform Service and also from our Chinese’s companies Verticals and technology segment. Our Cost of revenues expenses consist primarily from commission costs and depreciation Expense.
Research and Development Costs	Research and Development Costs Research and development costs are from our online stock trading platform segment and also from our Chinese’s companies Verticals and technology segment. Our research and development expenses consist primarily of expenditures for consulting fees, compensation, and salary costs and expensed as incurred unless these costs qualify for capitalization as internal-use software development costs.
Earnings (Loss) per Share	Earnings (Loss) per Share In accordance with FASB ASC 260, “Earnings Per Share,” the basic net loss per share is computed by dividing the net loss attributable to ordinary shareholders by the weighted average number of shares of common stock outstanding during the period. Basic net loss per share excludes the dilutive effect of stock options or warrants. The calculation of the basic and diluted earnings per share is the same for all periods presented, as the effect of the potential common shares equivalents is anti-dilutive due to the Company’s net loss position for all periods presented.
leases	Leases The Company as Lessee: Operating lease right-of-use assets (“ROU assets”) represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. ROU assets and lease liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. Because the rate implicit on most of the Company’s leases are not readily determinable, the Company’s incremental borrowing rate is used based on the information available at the commencement date in determining the present value of lease payments. The lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise such options. Lease expense for operating leases is recognized on a straight-line basis over the lease term as an operating expense ROU assets are reviewed for impairment when indicators of impairment are present. ROU assets from operating leases are subject to the impairment guidance in ASC 360, Property, Plant, and Equipment, as ROU assets are long-lived nonfinancial assets. The Company recognized no impairment of ROU assets as of December 31, 2022 and December 31, 2021. The operating lease is included in right-of-use assets and lease liability on the consolidated balance sheets. The Company as Lessor: We evaluate all agreements entered into or modified that convey to others the use of property or equipment for a term to determine whether the agreement is or contains a lease. The underlying assets associated with these agreements are evaluated for future use beyond the lease term. We have elected the non-lease component separation practical expedient for all classes of assets where we are the lessor. We entered into agreement with standard terms to lease mobile phones to the customers for 1 year. Under the agreement the right and ownership of the mobile phones shall remain with the Company (Lessor). Lessor has the exclusive right to terminate the agreement in whole or part. The agreement has lease and non lease component. The lease component is accounted as operating lease and income is recognized on a straight-line basis over the lease term as a revenue and certain non-lease components may be accounted for under the revenue recognition guidance in ASC Topic 606, Revenue from Contracts with Customers, or ASC Topic 606. See the “Revenue Recognition”. The Company follows ASC No 842, Leases starting from the January 1, 2021.
Investments	Investments The Company accounts for its equity investment over which it has significant influence but does not own a majority equity interest or otherwise control, using the equity method. The Company adjusts the carrying amount of the investment and recognizes investment income or loss for its share of the earnings or loss of the investee after the date of investment. The Company assesses its equity investment for other-than-temporary impairment by considering factors including, but not limited to, current economic and market conditions, operating performance of the entity, including current earnings trends and undiscounted cash flows, and other entity-specific information. The fair value determination, particularly for investments in a privately held entity, requires judgment to determine appropriate estimates and assumptions. Changes in these estimates and assumptions could affect the calculation of the fair value of the investment and determination of whether any identified impairment is other-than-temporary. As of December 31, 2022, the Company owned 31.47% of shares in Micronet which was accounted for under equity method. As of December 31, 2022, the Company owned 24% of the shares in Beijing Fucheng and controlled the remaining 76% through contractual arrangements as discussed in Note 1. The Company consolidates Beijing Fucheng.
Fair value measurement	Fair value measurement ASC 820, “Fair Value Measurements and Disclosures” (“ASC 820”), requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 820 establishes a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used to measure fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. ASC 820 prioritizes the inputs into three levels that may be used to measure fair value: ● Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities. ● Level 2 applies to assets or liabilities for which there are inputs other than quoted prices that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data. ● Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities. Financial instruments included in current assets and current liabilities are reported in the consolidated balance sheets at face value or cost, which approximate fair value because of the short period of time between the origination of such instruments and their expected realization and their current market rates of interest.
Intangible assets	Intangible assets The Company’s intangible assets with definite useful lives primarily consist of licensed software, Technology, Trade name/ trademarks, Customer relationship and Farmer Cooperative. The Company amortizes its intangible assets with definite useful lives over their estimated useful lives and reviews all the intangible assets for frequent impairment indicators on quarterly basis. The Company typically amortizes its intangible assets with definite useful lives on a straight-line basis over the shorter of the contractual terms or the estimated useful lives. The Company did not record any impairment of intangible assets as of December 31, 2022 and December 31, 2021. Intangible assets are stated at cost less accumulated amortization. Amortization is computed using the straight-line method over the estimated useful lives of the assets. The estimated useful lives are as follows: Useful Life License & software indefinite useful life and some of them for 10 years and some of them for 6 years Technology know-how 6 years Trade name/ trademarks indefinite useful life and some of them for 5 years and some of them for 10 years Customer relationship 5-10 years Farmer cooperative 8 years
Goodwill	Goodwill Goodwill represents the excess of the purchase price over the estimated fair value of the identifiable net assets acquired in the acquisition of a business. We test goodwill for impairment annually in the fourth quarter and when events or changes in circumstances indicate that the fair value of a reporting unit with goodwill has been reduced below its carrying value. Events that could indicate impairment and trigger an interim impairment assessment include, but are not limited to, current economic and market conditions, including a decline in market capitalization, a significant adverse change in legal factors, business climate, operational performance of the business or key personnel, and an adverse action or assessment by a regulator. The Company has determined that there are two reporting units for purposes of testing goodwill for impairment. In testing for impairment, the Company has the option to first consider qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying value. Such qualitative factors include industry and market considerations, economic conditions, entity-specific financial performance and other events, such as changes in management, strategy and primary customer base. If based on the Company’s qualitative assessment it is more likely than not that the fair value of the reporting unit is less than its carrying amount, quantitative impairment testing is required. However, if the Company concludes otherwise, quantitative impairment testing is not required. The results of the Company’s qualitative goodwill impairment test performed on the first business day of fourth quarter for fiscal years 2022 and 2021 did not indicate any impairments.
Temporary Equity	Temporary Equity Equity instruments that are redeemable for cash or other assets are classified as temporary equity if the instrument is redeemable, at the option of the holder, at a fixed or determinable price on a fixed or determinable date or upon the occurrence of an event that is not solely within the control of the issuer. Redeemable equity instruments are initially carried at the relative fair value of the equity instrument at the issuance date, which is subsequently adjusted at each balance sheet date if the instrument is currently redeemable or probable of becoming redeemable. The Series B Preferred Stock issued in connection with the acquisition of Tingo Mobile described in Note 3 were classified as temporary equity in the accompanying financial statements.
Business Combinations	Business Combinations We allocate the purchase consideration to the identifiable net assets acquired, including intangible assets and liabilities assumed, based on estimated fair values at the date of the acquisition. The excess of the fair value of the purchase consideration over the fair value of the identifiable assets and liabilities, if any, is recorded as goodwill. During the measurement period, which is up to one year from the acquisition date, we may adjust provisional amounts that were recognized at the acquisition date to reflect new information obtained about facts and circumstances that existed as of the acquisition date. Determining the fair value of assets acquired and liabilities assumed requires significant judgment, including the selection of valuation methodologies including the income approach, the cost approach, and the market approach. Significant assumptions used in those methodologies include, but are not limited to, the expected values of the underlying metric, the systematic risk embedded in the underlying metric, the volatility of the underlying metric, the risk-free rate, and the counterparty risk. The use of different valuation methodologies and assumptions is highly subjective and inherently uncertain and, as a result, actual results may differ materially from estimates.
Revenue Recognition	Revenue Recognition The Company follows ASC 606 “Revenue from Contracts with Customers” and recognizes revenue when it transfers the control of promised goods or services to customers in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services. The Company’s revenues from the insurance segment are generated from providing insurance brokerage services or insurance agency services on behalf of insurance carriers. Our performance obligation to the insurance carrier is satisfied and commission revenue is recognized at a point in time when an insurance policy becomes effective. The Company provides customers with information regarding services and commission charge from the customers on a monthly basis. Performance obligation is satisfied at a point in time when the requested information is delivered to the customer. In accordance with ASC 606-10-55, Revenue Recognition: Principal Agent Considerations, the Company reports revenue on a gross or net basis based on management’s assessment of whether the Company acts as a principal or agent in the transaction. To the extent the Company acts as the principal, revenue is reported on a gross basis. To the extent the Company acts as the agent, revenue is reported on a net basis. The determination of whether the Company act as a principal or an agent in a transaction is based on an evaluation of whether the Company controls the good or service prior to transfer to the customer. The Company reports its insurance revenue net of amounts due to the insurance companies as the Company is not the primary obligor in the relevant arrangements, the Company does not finalize the pricing, and does not bear any risk related to the insurance policies. The Company’s revenues from the online stock trading platform are generated from stock trading commission income. Commission revenue is recognized at a point in time when transfer of control occurs. Trade execution performance obligation generally occurs on the trade date because that is when the underlying financial instrument (for a purchase) or purchaser (for a sale) is identified, and the pricing is agreed upon. The Company’s revenues from Tingo Mobile’s comprehensive platform service recognizes revenue upon transfer of control of promised products or services to customers in an amount that reflects the consideration the Company expects to receive in exchange for those products or services. The Company offers customers the ability to lease the phones on one year terms, and purchase data and calls, as well as use of the NWASSA payment platform. As part of these contracts, the Company records revenue . The Company also records depreciation expense on a straight-line basis over the useful life of the phones, which is estimated by management at three years. The Company exercised judgement in determining in determining the accounting policies related to these transactions, including the following: ● Determination of whether products and services are considered distinct performance obligations that should be accounted for separately versus together, such as phone leases and purchase of data. ● Determination of stand-alone selling prices for each distinct performance obligation and for products and services that are not sold separately. ● The pattern of delivery (i.e., timing of when revenue is recognized) for each distinct performance obligation. ● Estimation of variable consideration when determining the amount of revenue to recognize (i.e., separate items on NWASSA platform)
Income Taxes	Income Taxes The Company accounts for income taxes using an asset and liability approach as prescribed in ASC 740-10 “Income Taxes” The Company evaluates the potential realization of its deferred tax assets for each jurisdiction in which the Company operates at each reporting date and establishes valuation allowances when it is more likely than not that all or a part of its deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income of the same character and in the same jurisdiction. The Company considers all available positive and negative evidence in making this assessment, including, but not limited to, the scheduled reversal of deferred tax liabilities and deferred tax assets and projected future taxable income. ASC 740-10 prescribes a two-step approach for recognizing and measuring uncertain tax positions. The first step is to evaluate tax positions taken or expected to be taken in a tax return by assessing whether they are more-likely-than-not sustainable, based solely on their technical merits, upon examination and including resolution of any related appeals or litigation process. The second step is to measure the associated tax benefit of each position as the largest amount that the Company believes is more-likely-than-not realizable. Differences between the amount of tax benefits taken or expected to be taken in its income tax returns and the amount of tax benefits recognized in its financial statements, represent the Company’s unrecognized income tax benefits. The Company’s policy is to include interest and penalties related to unrecognized income tax benefits as a component of income tax expense. TINGO GROUP and its subsidiaries and VIEs within the jurisdiction of the United States, Israel and China are subject to a tax examination for the most recent three, four and five years, respectively.
Impairment of Long-Lived Assets	Impairment of Long-Lived Assets The Company reviews long-lived assets and intangible assets on a periodic basis, as well as when such review is required based upon relevant circumstances, to determine whether events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable, considering the undiscounted cash flows expected from them. If applicable, the Company recognizes an impairment loss based upon the difference between the carrying amount and the fair value of such assets, in accordance with ASC 360-10 . As of December 31, 2022, and 2021, no indicators of impairment have been identified.
Comprehensive Income (Loss)	Comprehensive Income (Loss) In accordance with ASC 220 “Comprehensive Income”
Statutory reserves	Statutory reserves Pursuant to the laws applicable to the PRC, PRC entities must make appropriations from after-tax profit to the non-distributable “statutory surplus reserve fund”. Subject to certain cumulative limits, the “statutory surplus reserve fund” requires annual appropriations of 10% of after-tax profit until the aggregated appropriations reach 50% of the registered capital (as determined under accounting principles generally accepted in the PRC (“PRC GAAP”) at each year-end). For foreign invested enterprises and joint ventures in the PRC, annual appropriations should be made to the “reserve fund”. For foreign invested enterprises, the annual appropriation for the “reserve fund” cannot be less than 10% of after-tax profits until the aggregated appropriations reach 50% of the registered capital (as determined under PRC GAAP at each year-end). If the Company has accumulated loss from prior periods, the Company is able to use the current period net income after tax to offset against the accumulate loss.
Segment reporting	Segment reporting ASC Topic 280, “Segment Reporting”, establishes standards for reporting information about operating segments on a basis consistent with management approach,” following the method that management organizes the Company’s reportable segments for which separate financial information is made available to, and evaluated regularly by, the chief operating decision maker (the “CODM”), in allocating resources and in assessing performance. The Company’s CODM has been identified as the CEO, who reviews consolidated and each of the segments results when making decisions about allocating resources and assessing performance of the Company. Based on management’s assessment, the Company determined that it has three operating segments and therefore three reportable segments as defined by ASC 280.
Recently issued accounting pronouncements	Recently issued accounting pronouncements In May 2019, the FASB issued ASU 2019-05, which is an update to ASU Update No. 2016-13, Financial Instruments — Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which introduced the expected credit losses methodology for the measurement of credit losses on financial assets measured at amortized cost basis, replacing the previous incurred loss methodology. The amendments in Update 2016-13 added Topic 326, Financial Instruments — Credit Losses, and made several consequential amendments to the Codification. Update 2016-13 also modified the accounting for available-for-sale debt securities, which must be individually assessed for credit losses when fair value is less than the amortized cost basis, in accordance with Subtopic 326-30, Financial Instruments — Credit Losses — Available-for-Sale Debt Securities. The amendments in this Update address those stakeholders’ concerns by providing an option to irrevocably elect the fair value option for certain financial assets previously measured at amortized cost basis. For those entities, the targeted transition relief will increase comparability of financial statement information by providing an option to align measurement methodologies for similar financial assets. Furthermore, the targeted transition relief also may reduce the costs for some entities to comply with the amendments in Update 2016-13 while still providing financial statement users with decision-useful information. In November 2019, the FASB issued ASU No. 2019-10, which to update the effective date of ASU No. 2016-02 for private companies, not-for-profit organizations and certain smaller reporting companies applying for credit losses, leases, and hedging standard. The new effective date for these preparers is for fiscal years beginning after December 15, 2022. The Company does not expect the adoption of this ASU would have a material effect on the Company’s consolidated financial statements. In October 2021, the FASB issued ASU 2021-08, “Business Combinations”. The amendments in this Update address how to determine whether a contract liability is recognized by the acquirer in a business combination and resolve the inconsistency of measuring revenue contracts with customers acquired in a business combination by providing specific guidance on how to recognize and measure acquired contract assets and contract liabilities from revenue contracts in a business combination. The amendments in this Update apply to all entities that enter into a business combination within the scope of Subtopic 805-10, Business Combination-Overalls. For public business entities, ASU 2021-08 is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. Early application is permitted. The amendments in this Update should be applied prospectively to business combinations occurring on or after the effective date of the amendments. The Company does not expect the adoption of this standard to have a material impact on its consolidated financial statements. Except as mentioned above, the Company does not believe other recently issued but not yet effective accounting standards, if currently adopted, would have a material effect on the Company’s consolidated balance sheets, consolidated statements of operations, comprehensive loss and cash flows.
Reclassification	Reclassification Certain prior year amounts in the consolidated financial statements and the notes thereto have been reclassified where necessary to conform to the current year presentation. These reclassifications did not affect the prior period total assets, total liabilities, stockholders’ deficit, net loss or net cash used in operating activities.

Description of Business (Tables

Description of Business (Tables)	12 Months Ended
	Dec. 31, 2022
Description of Business [Abstract]
Schedule of assets and liabilities	December 31, December 31, Current assets: Cash $ 3,690 $ 1,260 Accounts receivable, net 6,823 2,462 Related parties 2,001 - Other current assets 2,278 4,550 Total current assets 14,792 8,272 Property and equipment, net 176 208 Intangible assets 5,712 5,718 Long-term prepaid expenses 48 48 Right of use assets 711 530 Restricted cash 1,479 1,632 Deferred tax assets 793 369 Total long-term assets 8,919 8,505 Total assets $ 23,711 $ 16,777 Current liabilities: Short term loan from others $ 286 $ 1,155 Trade accounts payable 4,817 697 Related party 4,002 4,583 Operating lease short term liability 230 - Other current liabilities 4,515 2,401 Total current liabilities 13,850 8,836 Long-term liabilities: Long term loan 377 - Lease liability 257 106 Deferred tax liability 224 224 Total long-term liabilities 858 330 Total liabilities $ 14,708 $ 9,166
Schedule of net revenues, loss from operations and net loss	Year ended December 31, 2022 2021 USD USD Revenues $ 51,841 $ 19,683 Loss from operations $ (1,531 ) $ (1,883 ) Net loss $ (541 ) $ (526 )

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Tables)	12 Months Ended
	Dec. 31, 2022
Accounting Policies [Abstract]
Schedule of exchange rate conversion	Currency December 31, December 31, Naira 448.55 412.49 RMB 6.8972 6.3726
Schedule of exchange rate conversion	Category Useful Life Machinery and equipment 3-7 years Furniture and fixtures 3-14 years Transportation equipment 4-7 years Leasehold improvements Over the shorter of lease term or life of the assets Computer equipment 3 years Buildings 20 years Office Equipment 5 years Plant & Machinery 4 years Mobile Devices 3 years Site Installations 4 years Useful Life License & software indefinite useful life and some of them for 10 years and some of them for 6 years Technology know-how 6 years Trade name/ trademarks indefinite useful life and some of them for 5 years and some of them for 10 years Customer relationship 5-10 years Farmer cooperative 8 years

Stockholders' Equity (Tables)

Stockholders' Equity (Tables)	12 Months Ended
	Dec. 31, 2022
Stockholders' Equity Note [Abstract]
Schedule of stock options outstanding and exercisable	Options Outstanding Options Exercisable Number Weighted Average Number Exercise Price Years $ 125,000 8.5 125,000 1.41 370,000 8.5 277,500 1.81 95,000 8.5 31,667 2.49 590,000 434,167
Schedule of stock option plan	Year ended Year ended Number of Options Weighted Number of Options Weighted Options outstanding at the beginning of period: 1,558,000 $ 1.74 1,158,000 $ 2.24 Changes during the period: Granted - $ - 740,000 $ 1.97 Exercised - $ - (60,000 ) $ 1.35 Forfeited (968,000 ) $ 1.68 (280,000 ) $ 1.41 Options outstanding at the end of the period 590,000 $ 1.83 1,558,000 $ 1.74 Options exercisable at the end of the period 434,167 $ 1.74 1,118,000 $ 1.57
Schedule of warrants outstanding	Warrants Average Remaining Balance, December 31, 2021 62,863,879 $ 2.854 4.5 Granted - $ - - Forfeited - $ - - Exercised - $ - - Balance, December 31, 2022 62,863,879 $ 2.854 4.25

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	12 Months Ended
	Dec. 31, 2022
Fair Value Disclosures [Abstract]
Schedule of fair value	Fair value measurements December 31, 2022 (USD in thousands) Level 1 Level 2 Level 3 Total Cash and cash equivalents $ 500,316   - - $ 500,316 Total $ 500,316 - - $ 500,316 Fair value measurements December 31, 2021 (USD in thousands) Level 1 Level 2 Level 3 Total Cash and cash equivalents $ 96,619 - - $ 96,619 Total $ 96,619 - - $ 96,619

Property and Equipment, Net (Ta

Property and Equipment, Net (Tables)	12 Months Ended
	Dec. 31, 2022
Property, Plant and Equipment [Abstract]
Schedule of property and equipment	December 31, (USD in thousands) 2022 2021 Building $ 29,256 $ - Land 8,097 - Office furniture and equipment 577 431 Site installations 176,150 - Cell phones 1,258,902 - Machinery and equipment 9,408 153 Leasehold improvement 225 203 Transportation equipment 688 415 1,483,303 1,202 Less accumulated depreciation and amortization (628,178 ) (525 ) PROPERTY AND EQUIPMENT, NET $ 855,125 $ 677

Intangible Assets, Net (Tables)

Intangible Assets, Net (Tables)	12 Months Ended
	Dec. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of intangible assets, net	Useful December 31, December 31, (USD in thousands) years 2022 2021 Original amount: Technology know-how 6 $ 11,490 $ 11,490 Trade name/trademarks Indefinite or 55,507 923 Customer relationship 5-10 years 4,802 4,802 Farmer Cooperative 6 years 24,811 - License Indefinite or 8,498 8,498 Software 5-6 years 90,332 172 195,440 25,885 Accumulated amortization: Technology know-how (4,788 ) (2,873 ) trade name/ trademarks (859 ) (174 ) Customer related intangible assets (2,288 ) (1,355 ) Farmer Cooperative (345 ) - License (235 ) (39 Software (1,518 ) (2 ) (10,033 ) (4,443 ) INTANGIBLE ASSETS, NET $ 185,407 $ 21,442
Schedule of estimated future amortization of the intangible assets	(USD in thousands) 2023 $ 29,765 2024 29,765 2025 29,257 2026 27,791 2027 onward 61,910 Total $ 178,028

GFH Intermediate Holdings Ltd_2

GFH Intermediate Holdings Ltd Acquisition (Tables)	12 Months Ended
	Dec. 31, 2022
GFH Intermediate Holdings Ltd Acquisition [Abstract]
Schedule of purchase price allocation	Total share consideration (1) $ 32,050 Total Purchase Consideration $ 32,050 Less: Intangible assets - trade name/ trademarks $ 580 Intangible assets - developed technology 11,490 Intangible assets - Customer database (2) 4,500 Deferred Tax liability (3) (4,308 ) Fair value of net assets acquired $ 12,262 Goodwill value (4) $ 19,788 (1) The purchase consideration represented the fair value of the convertible promissory notes that were converted into common stock of TINGO GROUP. (2) The customer database value is based on the cost to recreate, as indicated by management. (3) Represents the income tax effect of the difference between the accounting and income tax bases of the identified intangible assets, using an assumed statutory income tax rate of 26%. (4) The goodwill is not deductible for tax purposes.

Beijing Fucheng Lianbao Techn_2

Beijing Fucheng Lianbao Technology Co., Ltd Transaction (Tables)	12 Months Ended
	Dec. 31, 2022
Beijing Fucheng Lianbao Technology Co., Ltd Transaction Table [Abstract]
Schedule of purchase price of allocation	(USD in thousands) Total cash consideration $ 5,711 Total purchase consideration $ 5,711 Less: Net working capital $ 926 Property and equipment 26 Intangible assets - License 4,814 Current liabilities (55 ) Fair value of net assets acquired $ 5,711

Guangxi Zhongtong Insurance A_2

Guangxi Zhongtong Insurance Agency Co., Ltd Acquisition (Tables)	12 Months Ended
	Dec. 31, 2022
Guangxi Zhongtong Insurance Agency Co., Ltd Acquisition [Abstract]
Schedule of purchase price allocation	Total cash consideration $ - Total Purchase Consideration $ - Less: Debt-free net working capital $ 613 Property and equipment 13 Intangible assets - Licenses 1,926 Intangible assets - customer relationship (1) 248 Deferred Tax liability (2) (544 ) Fair value of net assets acquired $ 2,256 Fair value of the Noncontrolling interest $ (3,231 ) Gain on equity interest 1,128 Equity investment - Change in investment (2,103 ) Bargain gain from acquisition $ (153 ) (1) The customer database value is based on the cost to recreate, as indicated by management. (2) Represents the income tax effect of the difference between the accounting and income tax bases of the identified intangible assets, using an assumed statutory income tax rate of 26%.

All Weather Transaction (Tables

All Weather Transaction (Tables)	12 Months Ended
	Dec. 31, 2022
All Weather Transaction [Abstract]
Schedule of purchase price of acquisition	Total cash consideration $ - Total purchase consideration $ - Less: Debt-free net working capital $ (105 ) Property and equipment 153 Right of use assets 208 Lease liabilities (258 ) Intangible assets - licenses (1) 849 Intangible assets - customer relationship (1) 54 Deferred Tax liability (2) (226 ) Fair value of net assets acquired $ 675 Noncontrolling interest $ (675 ) Change in investment (675 ) Goodwill $ - (1) The customer database value is based on the cost to recreate, as indicated by management. (2) Represents the income tax effect of the difference between the accounting and income tax bases of the identified intangible assets, using an assumed statutory income tax rate of 25%.
Schedule of net revenues and net loss	Year ended Year ended December 31, December 31, (Unaudited) (USD in thousands) 2022 2021 Revenues $ 146,035 $ 69,566 Net loss $ (47,115 ) $ (36,514 )

Tingo Mobile Limited Transact_2

Tingo Mobile Limited Transaction (Tables)	12 Months Ended
	Dec. 31, 2022
Tingo Mobile Limited Transaction [Abstract]
Schedule of tingo mobile limited, purchase price allocation	Total Merger consideration (1) $ 1,215,241 Total purchase consideration $ 1,215,241 Less: Net working capital $ 170,327 Property and equipment 844,764 Intangible – farmer cooperative 24,811 Intangible – trade names and trade marks 54,576 Intangible – software 90,172 Deferred tax liability (2) (50,868 ) $ 1,133,782 Goodwill (3) $ 81,459 (1) The $1,215,241 value of the Merger Consideration transferred was determined in accordance with ASC 820 and ASC 805. ASC 820 requires that fair value to maximize objective evidence and be determined using assumptions that a market participant would use, and when level 1 inputs exist, it should be used unless determined to be not representative. That would have meant using the unadjusted TINGO GROUP quoted price at the time of completion of the Transaction. The Company is of the opinion however, that the market value per share price as quoted on Nasdaq is not representative of the fair value and should not be used to determine the merger consideration. Using market value per share of TINGO GROUP would have led to a significant bargain purchase gain and an internal rate of return that was not reasonable as well as other valuation anomalies that it created. Hence, and in accordance with ASC 805-30-30-5, the Company reassessed the determination of the consideration transferred and determined that using Tingo, Inc. quoted price traded at the OTC Tingo Closing is more appropriate in determining the consideration fair value. (2) Represents the income tax effect of the difference between the accounting and income tax bases of the identified intangible assets, using an assumed statutory income tax rate of 30%. (3) The goodwill is not deductible for tax purposes.

Segments (Tables)

Segments (Tables)	12 Months Ended
	Dec. 31, 2022
Segments [Abstract]
Schedule of financial performance of our operating segments	Year ended December 31, 2021 (USD in thousands) Verticals Comprehensive platform service Corporate Online Consolidated Revenues from external customers $ 54,932 - $ 726 $ 18 $ 55,676 Segment operating loss (9,604 )(1) - (20,788 )(2) (7,504 ) (37,896 ) Other income, net (1,801 ) (1, ) Finance income (expenses), net 395 395 Loss before provision for income taxes $ (39,302 ) (1) Includes $2,931 of intangible assets amortization, derived from GFHI acquisition. (2) Includes $103 of intangible assets amortization, derived from Micronet consolidation. (3) Corporate and Other represents those results that: (i) are not specifically attributable to a reportable segment; (ii) are not individually reportable or (iii) have not been allocated to a reportable segment for the purpose of evaluating their performance, including certain general and administrative expense items. Year ended December 31, 2022 (USD in thousands) Verticals Online Corporate Comprehensive platform service Consolidated Revenues from external customers $ 57,364 $ 55 $ 88,616 $ 146,035 Segment operating loss (12,539 )(1) (9,829 ) (26,203 ) 36,779 (2) (11,792 ) Other income, net 2,151 2,151 Finance income (expenses), net (750 ) (750 ) Consolidated loss before income tax benefit $ (10,391 ) (1) Includes $2,931 of intangible assets amortization, derived from GFHI acquisition. (2) Includes $2,416 of intangible assets amortization, derived from Tingo Mobile acquisition.
Schedule of the financial statements of our balance sheet accounts of the segments	As of December 31, 2021 (USD in thousands) Verticals Comprehensive Corporate Online Consolidated Assets related to segments $ 86,474 (1) $ - 30,756 $ 60,581 (3) $ 177,811 Liabilities related to segments (23,516 )(2) - (2,620 ) (3,953 ) (30,089 ) Total equity $ 147,722 (1) Includes $19,292 of intangible assets and $19,788 goodwill, derived from GFHI’s acquisition. (2) Includes $3,728 of deferred tax liability, derived from GFHI acquisition. (3) Includes $1,222 of intangible assets. As of December 31, 2022 (USD in thousands) Verticals Online Comprehensive Corporate Consolidated Assets related to segments $ 40,831 (1) $ 21,077 (3) $ 1,541,093 (4) 79,357 $ 1,682,358 Liabilities and redeemable preferred stock series B related to segments (18,406 )(2) (3,911 ) (877,353 )(5) (9,689 ) (909,359 ) Total equity $ 772,999 (1) Includes $17,009 of intangible assets and $19,788 goodwill, derived from GFHI’s acquisition. (2) Includes $3,125 of deferred tax liability, derived from GFHI All weather and Zhongtong acquisitions. (3) Includes $1,226 of intangible assets. (4) Includes $167,143 of intangible assets and $81,459 goodwill, derived from Tingo Mobile acquisition. (5) Includes $50,143 of deferred tax liability, derived from Tingo Mobile acquisition and $553,035 redeemable preferred stock series B.

Trade Accounts Receivable, Net

Trade Accounts Receivable, Net (Tables)	12 Months Ended
	Dec. 31, 2022
Trade Accounts Receivable, Net [Abstract]
Schedule of accounts receivable	December 31, December 31, (USD in thousands) 2022 2021 Trade accounts receivable $ 14,553 $ 20,485 Allowance for doubtful accounts (3,012 ) (2,606 ) $ 11,541 $ 17,879
Schedule of allowance for doubtful accounts	(USD in thousands) 2022 2021 Beginning balance $ 2,606 $ 5 Provision 618 2,574 Exchange rate fluctuation (212 ) 32 Decrease due to deconsolidation of Micronet - (5 ) $ 3,012 $ 2,606

Supplementary Financial State_2

Supplementary Financial Statements Information (Tables)	12 Months Ended
	Dec. 31, 2022
Assets, Current [Abstract]
Schedule of other current assets	December 31, December 31, 2022 2021 (USD in thousands) Prepaid expenses $ 1,019 $ 1,715 Advance to suppliers 2,821 2,338 Deposit 287 1,335 Business advance to employee - 1,444 Other receivables 1,701 1,033 $ 5,828 $ 7,865
Schedule of other current liabilities	December 31, (USD in thousands) 2022 2021 Employees and wage-related liabilities $ 1,064 $ 500 expenses payable 5,298 - Payment received by customers in advance 15 73 Accrued expenses 2,431 1,802 Income tax payable 178,582 365 Other tax payable 3,267 273 Advances from employee 1,402 990 Deposit 383 364 Due to insurance companies 151 142 Other 1 405 $ 192,594 $ 4,914

Related Parties (Tables)

Related Parties (Tables)	12 Months Ended
	Dec. 31, 2022
Related parties [Abstract]
Schedule of current assets – related parties	December 31, December 31, 2022 2021 (USD in thousands) Shareholders of All Weather $ 4,603 $ 3,680 Beijing Fucheng Prospect Technology Co., Ltd 267 Loan to Tingo Inc.(1) 8,099 Convertible loan to Micronet (1) - 535 Shareholders of Guangxi Zhongtong 522 919 $ 13,491 $ 5,134 (1) Tingo’s loan- as discussed in Note 13.
Schedule of current liabilities – related parties	December 31, December 31, 2022 2021 (USD in thousands) Shareholders of Bokefa Petroleum and Gas $ 308 $ - Shareholders of All Weather 659 4 Shareholders of Tingo Mobile Limited 56,539 - $ 57,506 $ 4

Commitment and Contingencies (T

Commitment and Contingencies (Tables)	12 Months Ended
	Dec. 31, 2022
Commitments and Contingencies Disclosure [Abstract]
Schedule of contractual obligations	Contractual Obligation: Total Less than 1-3 year 3-5 year 5+ year Office leases commitment 2,246,040 1,287,995 904,174 53,871 - Short-term debt obligations Commitment 837,442 460,477 376,965 - - Services Contract Commitment 260,975 260,975 - - - Total 3,344,457 2,009,447 1,281,139 53,871 -

Operating Leases (Tables)

Operating Leases (Tables)	12 Months Ended
	Dec. 31, 2022
Operating Leases [Abstract]
Schedule of leases by balance sheet	Assets/liabilities December 31, December 31, (USD in thousands) 2022 2021 Assets Right-of-use assets $ 2,260 $ 1,921 Liabilities Lease liabilities- current portion $ 1,215 $ 1,298 Lease liabilities- long term 905 691 Total Lease liabilities $ 2,120 $ 1,989
Schedule of operating lease revenue	(USD in thousands) Year ended 2022 2021 Operating lease cost $ 1,222 $ 1,440
Schedule of future lease payments	(USD in thousands) Year ended 2023* 1,288 2024 656 2025 221 2026 27 2027 21 Thereafter 33 Total lease payment 2,246 Less: imputed interest (126 ) Total lease liabilities 2,120 * Not include operating leases with a term less than one year.
Schedule of lease term and discount rate	Lease term and discount rate December 31, Weighted-average remaining lease term (years) – operating leases 2.23 Weighted average discount rate – operating leases 5.70 %
Schedule of operating lease revenue	Year Ended Lease revenue 2022 Fixed contractual payments 38,847
Schedule of future lease payments	Years Ending December 31, Future lease payments due 2023 537,753 2024 - 2025 - 2026 - 2027 - Thereafter -

Provision for Income Taxes (Tab

Provision for Income Taxes (Tables)	12 Months Ended
	Dec. 31, 2022
Provision for Income Taxes [Abstract]
Schedule of provision for taxes	Year ended December 31, (USD in thousands) 2022 2021 Domestic $ (25,346 ) $ (20,157 ) Foreign 14,955 (19,145 ) Total $ (10,391 ) (39,302 ) Year ended December 31, (USD in thousands) 2022 2021 Current Domestic $ 330 $ 81 Foreign 6,266 484 Total $ 6,596 565 Deferred Domestic $ (762 ) $ Foreign 31,640 (2,356 ) Total $ 37,474 $ (1,791 )
Schedule of deferred tax assets and liabilities	December 31, December 31, (USD in thousands) 2022 2021 Deferred tax assets Provisions for employee rights and other temporary differences $ 234 $ 260 Provisions for bad debt 753 696 Net operating loss carry forward 21,839 12,034 Valuation allowance (19,165 ) (11,226 ) Deferred tax assets, net of valuation allowance 3,661 1,764 Deferred tax liabilities Recognition of intangible assets arising from business combinations (89,597 ) (3,952 ) Deferred tax assets (liabilities), net $ (85,936 ) $ (2,188 )
Schedule of reconciliation of income taxes	2022 2021 U.S. federal statutory rate 21 % 21 % Change in valuation allowance (53 )% (16 )% Non-deductible share-based compensation (9 )% - Other expenses non-deductible for tax purposes (175 )% - Difference in foreign tax rates (24 )% - Effective tax rate (240 )% 5 %

Goodwill (Tables)

Goodwill (Tables)	12 Months Ended
	Dec. 31, 2022
Accrued Severance Pay, Net [Abstract]
Schedule of goodwill	Year ended December 31, 2021 (USD in thousands) Verticals and technology Comprehensive platform service Corporate and others (3) Online stock trading Consolidated Balance as of January 1, 2021 $ 19,788 - $ 2,617 $ - $ 22,405 Impairment loss - - - - - Acquisitions in 2021 - - - - - Loss of control (2,617 ) (2,617 ) Forex - - - - - Balance as of December 31, 2021 19,788 - - $ 19,788 Year ended December 31, 2022 (USD in thousands) Verticals and technology Comprehensive platform service Corporate and others (3) Online stock trading Consolidated Balance as of January 1, 2022 $ 19,788 - $ $ - $ 19,788 Impairment loss - - - - - Acquisitions in 2022 - 81,459 - - 81,459 Loss of control - - Forex - - - - - Balance as of December 31, 2022 19,788 81,459 - $ 101,247

Condensed Financial Informati_2

Condensed Financial Information of Registrant (Tingo Group, Inc): (Tables)	12 Months Ended
	Dec. 31, 2022
Consolidated Financial Statements [Abstract]
Schedule of consolidated balance sheets wittout tingo	December 31, December 31, ASSETS Current assets: Cash and cash equivalents $ 14,924 $ 29,674 Related party receivables 114,657 107,952 Other current assets 98 2,308 Total current assets 129,679 139,934 Other non-current assets 239 600 Equity method investments 1,200,886 5,062 Total long-term assets 1,201,125 5,662 Total assets $ 1,330,804 $ 145,596 December 31, December 31, LIABILITIES TEMPORARY EQUITY AND EQUITY Other current liabilities $ 7,125 $ 1,496 Total current liabilities 7,125 1,496 Redeemable preferred stock Series B: $0.001 par value, 33,687.21 shares authorized and 0 shares issued and outstanding as of December 31, 2022 and 2021, respectively. 553,035 - Stockholders’ Equity: Redeemable preferred stock Series A: $0.001 par value, 2,604.28 shares authorized and 0 shares issued and outstanding as of December 31, 2022 and 2021, respectively. 3 - Common stock; $0.001 par value, 250,000,000 shares authorized, 157,599,882 and 122,435,576 shares issued and outstanding as of December 31, 2022 and December 31, 2021, respectively 158 122 Additional paid in capital 889,579 220,786 Accumulated other comprehensive loss 4,367 (414 ) Accumulated deficit (123,463 ) (76,394 ) Total equity 770,644 144,100 Total liabilities temporary equity and equity $ 1,330,804 $ 145,596
Schedule of consolidated statements of operations without tingo	Year ended 2022 2021 Revenues $ - $ - Cost of revenues - - Gross profit - - Operating expenses: General and administrative 25,714 19,136 Amortization of intangible assets - - Total operating expenses 25,714 19,136 Loss from operations (25,714 ) (19,136 ) (Loss) gain of controlling equity investment held in Micronet - - Finance income (expense), net 3,175 1,786 Loss before income tax expense (22,539 ) (17,350 ) Income tax expense 330 81 Loss after income tax expense (22,869 ) (17,431 ) Gain (loss) from equity investment (24,200 ) (18,997 ) Net loss $ (47,069 ) $ (36,428 ) Basic and diluted loss per share $ (0.36 ) $ (0.32 ) Weighted average common shares outstanding: Basic and diluted 129,345,764 112,562,199
Schedule of consolidated statements of cash flows	Year ended December 31, 2022 2021 CASH FLOWS FROM OPERATING ACTIVITIES: Net loss $ (22,869 ) $ (17,431 ) Adjustments to reconcile net loss to net cash used in operating activities: Shares issued to service providers and employees 6,417 9,876 Stock-based compensation for employees and consultants 208 711 Changes in operating assets and liabilities: Change in other non-current assets 361 (600 ) Change in accrued interest due to related party (3,312 ) (115 ) Increase (decrease) in other current assets 2,210 (1,524 ) Increase (decrease) in other current liabilities 5,628 (1,992 ) Net cash used in operating activities $ (11,357 ) $ (11,075 ) CASH FLOWS FROM INVESTING ACTIVITIES: Loan to related party (203 ) (88,000 ) Receipt of loan from related party 30,000 - Loan to Tingo Inc pursuant to the merger agreement (23,700 ) - Receipt of loan from related party (Micronet) 534 - Loan to Tingo Mobile (10,024 ) - Net cash used in investing activities $ (3,393 ) $ (88,000 ) CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from issuance of shares and warrants - 105,366 Proceeds from exercise of warrants - 2,474 Proceeds from exercise of options - 80 Net cash provided by financing activities $ - $ 107,920 TRANSLATION ADJUSTMENT OF CASH - - NET CHANGE IN CASH (14,750 ) 8,845 Cash at the beginning of the year 29,674 20,829 Cash at end of the year $ 14,924 $ 29,674

Description of Business (Detail

Description of Business (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)
Description of Business [Abstract]
Operating segments	3
Subscribers	9,300,000
Partnership description	Tingo Mobile believes that Nwassa payment platform is Africa’s leading digital agriculture ecosystem that empowers rural farmers and agri-businesses by using proprietary technology to enable access to markets in which they operate.
Accumulated deficit	$ 11,792	$ 37,896
Net cash used in operating activities	46,011	31,336
Cash and cash equivalents	$ 500,316	$ 96,619

Description of Business (Deta_2

Description of Business (Details) - Schedule of assets and liabilities - VIE [Member] - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Current assets:
Cash	$ 3,690	$ 1,260
Accounts receivable, net	6,823	2,462
Related parties	2,001
Other current assets	2,278	4,550
Total current assets	14,792	8,272
Property and equipment, net	176	208
Intangible assets	5,712	5,718
Long-term prepaid expenses	48	48
Right of use assets	711	530
Restricted cash	1,479	1,632
Deferred tax assets	793	369
Total long-term assets	8,919	8,505
Total assets	23,711	16,777
Current liabilities:
Short term loan from others	286	1,155
Trade accounts payable	4,817	697
Related party	4,002	4,583
Operating lease short term liability	230
Other current liabilities	4,515	2,401
Total current liabilities	13,850	8,836
Long-term liabilities:
Long term loan	377
Lease liability	257	106
Deferred tax liability	224	224
Total long-term liabilities	858	330
Total liabilities	$ 14,708	$ 9,166

Description of Business (Deta_3

Description of Business (Details) - Schedule of net revenues, loss from operations and net loss - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Schedule of Net Revenues Loss from Operations and Net Loss [Abstract]
Revenues	$ 51,841	$ 19,683
Loss from operations	(1,531)	(1,883)
Net loss	$ (541)	$ (526)

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Summary of Significant Accounting Policies (Details) [Line Items]
Noncontrolling interest percentage	100%
Required reserve capital	10%
Restricted cash (in Dollars)	$ 2,233	$ 2,417
Allowance for doubtful accounts (in Dollars)	$ 3,012	$ 2,606
Term agreement	1 year
Reporting unit	2
Useful life	3 years
Tax profit	10%
Registered capital percentage	50%
Percentage of reserve fund	10%
Aggregated appropriations	50%
Micronet [Member]
Summary of Significant Accounting Policies (Details) [Line Items]
Equity method percentage	31.47%
Beijing Fucheng [Member]
Summary of Significant Accounting Policies (Details) [Line Items]
Equity method percentage	24%
Contractual arrangements percentage	76%

Summary of Significant Accoun_4

Summary of Significant Accounting Policies (Details) - Schedule of exchange rate conversion - ؋ / shares	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Naira [Member]
Summary of Significant Accounting Policies (Details) - Schedule of exchange rate conversion [Line Items]
Exchange rate currency	؋ 448.55	؋ 412.49
RMB [Member]
Summary of Significant Accounting Policies (Details) - Schedule of exchange rate conversion [Line Items]
Exchange rate currency	؋ 6.8972	؋ 6.3726

Summary of Significant Accoun_5

Summary of Significant Accounting Policies (Details) - Schedule of property and equipment are stated at cost	12 Months Ended
	Dec. 31, 2022
Machinery and equipment [Member] | Minimum [Member]
Public Utility, Property, Plant and Equipment [Line Items]
Estimated useful life	3 years
Machinery and equipment [Member] | Maximum [Member]
Public Utility, Property, Plant and Equipment [Line Items]
Estimated useful life	7 years
Furniture and fixtures [Member] | Minimum [Member]
Public Utility, Property, Plant and Equipment [Line Items]
Estimated useful life	3 years
Furniture and fixtures [Member] | Maximum [Member]
Public Utility, Property, Plant and Equipment [Line Items]
Estimated useful life	14 years
Transportation equipment [Member] | Minimum [Member]
Public Utility, Property, Plant and Equipment [Line Items]
Estimated useful life	4 years
Transportation equipment [Member] | Maximum [Member]
Public Utility, Property, Plant and Equipment [Line Items]
Estimated useful life	7 years
Leasehold improvements [Member]
Public Utility, Property, Plant and Equipment [Line Items]
Leasehold improvements	Over the shorter of lease term or life of the assets
Computer equipment [Member]
Public Utility, Property, Plant and Equipment [Line Items]
Estimated useful life	3 years
Buildings [Member]
Public Utility, Property, Plant and Equipment [Line Items]
Estimated useful life	20 years
Office Equipment [Member]
Public Utility, Property, Plant and Equipment [Line Items]
Estimated useful life	5 years
Plant & Machinery [Member]
Public Utility, Property, Plant and Equipment [Line Items]
Estimated useful life	4 years
Mobile Devices [Member]
Public Utility, Property, Plant and Equipment [Line Items]
Estimated useful life	3 years
Site Installations [Member]
Public Utility, Property, Plant and Equipment [Line Items]
Estimated useful life	4 years
License & software [Member] | Minimum [Member]
Public Utility, Property, Plant and Equipment [Line Items]
Estimated useful life	10 years
License & software [Member] | Maximum [Member]
Public Utility, Property, Plant and Equipment [Line Items]
Estimated useful life	6 years
Technology know-how [Member]
Public Utility, Property, Plant and Equipment [Line Items]
Estimated useful life	6 years
Trade name/ trademarks [Member] | Minimum [Member]
Public Utility, Property, Plant and Equipment [Line Items]
Estimated useful life	5 years
Trade name/ trademarks [Member] | Maximum [Member]
Public Utility, Property, Plant and Equipment [Line Items]
Estimated useful life	10 years
Customer relationship [Member] | Minimum [Member]
Public Utility, Property, Plant and Equipment [Line Items]
Estimated useful life	5 years
Customer relationship [Member] | Maximum [Member]
Public Utility, Property, Plant and Equipment [Line Items]
Estimated useful life	10 years
Farmer Cooperative [Member]
Public Utility, Property, Plant and Equipment [Line Items]
Estimated useful life	8 years

Stockholders' Equity (Details)

Stockholders' Equity (Details) - USD ($) $ / shares in Units, $ in Thousands

1 Months Ended

11 Months Ended

12 Months Ended

Feb. 05, 2023

Sep. 13, 2021

Mar. 02, 2021

Mar. 01, 2021

Feb. 11, 2021

Dec. 31, 2020

Nov. 02, 2020

Sep. 30, 2021

Mar. 22, 2021

Dec. 01, 2022

Dec. 31, 2022

Dec. 31, 2021

Mar. 06, 2023

May 10, 2022

Sep. 28, 2021

May 17, 2021

Stockholders' Equity (Details) [Line Items]

TMNA own percentage

27%

Temporary equity, description

(i) cause the redemption of Series B preferred stock to take place within 90 days; and (ii) cause TINGO GROUP to redeem all of the Series B preferred stock in exchange for $666,666,667 or an amount of common stock of TGH equivalent in value to $666,666,667.

Shares issued of common stock

40,000

20,000

3,994,782

823,020

Future issuance shares

1,005,218

Risk-free interest rate

87.20%

Dividend yield percentage

0%

Risk-free interest rate

0.99%

1.64%

Expected volatility percentage

100.40%

Expected life term

1 year 7 months 20 days

10 years

Warrant to purchase

0.8

Securities purchase agreement, description

(i) 22,471,904 shares of common stock, (ii) 22,471,904 Series A warrants to purchase 22,471,904 shares of common stock and (iii) 11,235,952 Series B warrants to purchase 11,235,952 shares of common stock at a combined purchase price of $2.67 (the “February Offering”). The gross proceeds to the Company from the February Offering were expected to be approximately $60.0 million. The Series A warrants will be exercisable nine months after the date of issuance, have an exercise price of $2.80 per share and will expire five and one-half years from the date of issuance. The Series B warrants will be exercisable nine months after the date of issuance, have an exercise price of $2.80 per share and will expire three and one-half years from the date of issuance. The Company received net proceeds of $54.0 million on February 16, 2021 after deducting the placement agent’s fees and other expenses.

Excess capital (in Dollars)

$ 140,000

Stock incentive plan, description

Under the 2012 Incentive Plan, as amended, up to 5,000,000 shares of our common stock, are currently authorized to be issued pursuant to option awards granted thereunder. On May 17, 2021, May 23, 2021 and June 28, 2021, the Company granted an aggregate of 125,000, 370,000 and 245,000 respectively, options under the 2012 Incentive Plan, with an exercise price of $1.41, $1.81 and $2.49, respectively, of which 433,667 options vested and 150,000 options expired as of December 31, 2022. This resulted in a stock-based compensation expense of approximately $208,079 recorded for the twelve months ended December 31, 2022, based on a fair value determined using a Black-Scholes model.

Exercise price (in Dollars per share)

$ 1.32

$ 1.41

Vested shares of common stock

87,000

Fully vested granted shares

4,000,000

2012 Incentive Plan [Member]

Stockholders' Equity (Details) [Line Items]

Shares issued of common stock

5,000,000

2020 Incentive Plan [Member]

Stockholders' Equity (Details) [Line Items]

Shares issued of common stock

25,000,000

612,500

Purchase Agreement [Member]

Stockholders' Equity (Details) [Line Items]

Gross proceeds (in Dollars)

$ 22,325

$ 25,000

Aggregate units

7,600,000

10,000,000

Purchase price per unit (in Dollars per share)

$ 2.5

Exercise price (in Dollars per share)

$ 3.12

Warrant expire

5 years

Additional aggregate amount (in Dollars)

$ 2,675

Remaining issued

2,400,000

Securities purchase agreement, description

On March 2, 2021, the Company entered into a securities purchase agreement (the “March Purchase Agreement”) with certain investors for the purpose of raising approximately $54.0 million in gross proceeds for the Company. Pursuant to the terms of the March Purchase Agreement, the Company agreed to sell, in a registered direct offering, an aggregate of 19,285,715 shares of the Company’s common stock, par value $0.001 per share, at a purchase price of $2.675 per share and in a concurrent private placement, warrants to purchase an aggregate of 19,285,715 shares of common stock, at a purchase price of $0.125 per warrant, for a combined purchase price per share and warrant of $2.80 which was priced at the market under Nasdaq rules. The warrants are immediately exercisable at an exercise price of $2.80 per share, subject to adjustment, and expire five years after the issuance date. The closing date for the transaction consummated under the March Purchase Agreement was on March 4, 2021. The Company received net proceeds of $48.69 million on March 4, 2021, after deducting the placement agent’s fees and other expenses.

Series A preferred stock [Member]

Stockholders' Equity (Details) [Line Items]

Preferred stock convertible description

the Company issued 2,604.28 shares of Series A preferred stock which are convertible into 26,042,808 shares of TINGO GROUP common stock equal to approximately 20.1% of the total issued and outstanding common stock immediately prior to Closing.

Series B preferred stock [Member]

Stockholders' Equity (Details) [Line Items]

Preferred stock convertible description

the Company issued 33,687.21 shares of Series B preferred stock convertible into 336,872,138 shares of TINGO GROUP common stock equal to approximately 35% of the total issued and outstanding common stock immediately prior to Closing

Subsequent Event [Member]

Stockholders' Equity (Details) [Line Items]

Shares issued of common stock

48,000

Grant of fully vested shares of common stock

3,200,000

Mr. Wei Qi [Member]

Stockholders' Equity (Details) [Line Items]

Shares issued of common stock

2,000,000

Board of Directors [Member]

Stockholders' Equity (Details) [Line Items]

Shares issued of common stock

6,000,000

Board of Directors [Member] | Subsequent Event [Member]

Stockholders' Equity (Details) [Line Items]

Shares issued of common stock

720,000

Chief Executive Officer [Member]

Stockholders' Equity (Details) [Line Items]

Shares issued of common stock

300,000

Cushman Holdings Limited [Member]

Stockholders' Equity (Details) [Line Items]

Shares issued of common stock

1,659,500

Cushman Holdings Limited [Member] | Subsequent Event [Member]

Stockholders' Equity (Details) [Line Items]

Shares issued of common stock

1,309,500

China Strategic Investments Limited [Member]

Stockholders' Equity (Details) [Line Items]

Shares issued of common stock

858,631

China Strategic Investments Limited [Member] | Subsequent Event [Member]

Stockholders' Equity (Details) [Line Items]

Shares issued of common stock

100,000

Intermediate Holdings Limited [Member] | Subsequent Event [Member]

Stockholders' Equity (Details) [Line Items]

Shares issued of common stock

750,000

Stockholders' Equity (Details)

Stockholders' Equity (Details) - Schedule of stock options outstanding and exercisable	12 Months Ended
	Dec. 31, 2022 $ / shares shares
Stock Option Plan One [Member]
Stockholders' Equity (Details) - Schedule of stock options outstanding and exercisable [Line Items]
Options Outstanding, Number Outstanding on December 31, 2022	125,000
Options Outstanding, Weighted Average Remaining Contractual Life	8 years 6 months
Options Exercisable, Number Exercisable on December 31, 2022	125,000
Options Exercisable, Exercise Price (in Dollars per share) | $ / shares	$ 1.41
Stock Option Plan Two [Member]
Stockholders' Equity (Details) - Schedule of stock options outstanding and exercisable [Line Items]
Options Outstanding, Number Outstanding on December 31, 2022	370,000
Options Outstanding, Weighted Average Remaining Contractual Life	8 years 6 months
Options Exercisable, Number Exercisable on December 31, 2022	277,500
Options Exercisable, Exercise Price (in Dollars per share) | $ / shares	$ 1.81
Stock Option Plan Three [Member]
Stockholders' Equity (Details) - Schedule of stock options outstanding and exercisable [Line Items]
Options Outstanding, Number Outstanding on December 31, 2022	95,000
Options Outstanding, Weighted Average Remaining Contractual Life	8 years 6 months
Options Exercisable, Number Exercisable on December 31, 2022	31,667
Options Exercisable, Exercise Price (in Dollars per share) | $ / shares	$ 2.49
Stock Option Plan Four [Member]
Stockholders' Equity (Details) - Schedule of stock options outstanding and exercisable [Line Items]
Options Outstanding, Number Outstanding on December 31, 2022	590,000
Options Exercisable, Number Exercisable on December 31, 2022	434,167

Stockholders' Equity (Details_2

Stockholders' Equity (Details) - Schedule of stock option plan - $ / shares	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Schedule of Stock Option Plan [Abstract]
Number of Options, Options outstanding at the beginning of period	1,558,000	1,158,000
Weighted Average Exercise Price, Options outstanding at the beginning of period	$ 1.74	$ 2.24
Changes during the period:
Number of Options, Granted		740,000
Weighted Average Exercise Price, Granted		$ 1.97
Number of Options, Exercised		(60,000)
Weighted Average Exercise Price, Exercised		$ 1.35
Number of Options, Forfeited	(968,000)	(280,000)
Weighted Average Exercise Price, Forfeited	$ 1.68	$ 1.41
Number of Options, Options outstanding at the end of the period	590,000	1,558,000
Weighted Average Exercise Price, Options outstanding at the end of the period	$ 1.83	$ 1.74
Number of Options, Options exercisable at the end of the period	434,167	1,118,000
Weighted Average Exercise Price, Options exercisable at the end of the period	$ 1.74	$ 1.57

Stockholders' Equity (Details_3

Stockholders' Equity (Details) - Schedule of warrants outstanding	12 Months Ended
	Dec. 31, 2022 $ / shares shares
Schedule of Warrants Outstanding [Abstract]
Warrants Outstanding, Beginning Balance | shares	62,863,879
Average Exercise Price, Beginning Balance | $ / shares	$ 2.854
Remaining Contractual Life, Beginning Balance	4 years 6 months
Warrants Outstanding, Granted | shares
Average Exercise Price, Granted | $ / shares
Remaining Contractual Life, Granted
Warrants Outstanding, Forfeited | shares
Average Exercise Price, Forfeited | $ / shares
Remaining Contractual Life, Forfeited
Warrants Outstanding, Exercised | shares
Average Exercise Price, Exercised | $ / shares
Remaining Contractual Life, Exercised
Warrants Outstanding, Ending Balance | shares	62,863,879
Average Exercise Price, Ending Balance | $ / shares	$ 2.854
Remaining Contractual Life, Ending Balance	4 years 3 months

Fair Value Measurements (Detail

Fair Value Measurements (Details) - Schedule of fair value - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Fair Value Measurements (Details) - Schedule of fair value [Line Items]
Cash and cash equivalents	$ 500,316	$ 96,619
Total	500,316	96,619
Level 1 [Member]
Fair Value Measurements (Details) - Schedule of fair value [Line Items]
Cash and cash equivalents	500,316	96,619
Total	500,316	96,619
Level 2 [Member]
Fair Value Measurements (Details) - Schedule of fair value [Line Items]
Cash and cash equivalents
Total
Level 3 [Member]
Fair Value Measurements (Details) - Schedule of fair value [Line Items]
Cash and cash equivalents
Total

Property and Equipment, Net (De

Property and Equipment, Net (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Property, Plant and Equipment [Abstract]
Depreciation and amortization expenses	$ 34,176	$ 163

Property and Equipment, Net (_2

Property and Equipment, Net (Details) - Schedule of property and equipment - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Property, Plant and Equipment [Line Items]
Property and equipment, Gross	$ 1,483,303	$ 1,202
Less accumulated depreciation and amortization	(628,178)	(525)
PROPERTY AND EQUIPMENT, NET	855,125	677
Building [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, Gross	29,256
Land [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, Gross	8,097
Furniture and fixtures [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, Gross	577	431
Site installations [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, Gross	176,150
Cell phones [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, Gross	1,258,902
Machinery and equipment [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, Gross	9,408	153
leasehold improvement [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, Gross	225	203
Transportation equipment [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, Gross	$ 688	$ 415

Intangible Assets, Net (Details

Intangible Assets, Net (Details) - Schedule of intangible assets, net - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Original amount:
Original amount	$ 195,440	$ 25,885
Accumulated amortization:
Accumulated amortization	(10,033)	(4,443)
INTANGIBLE ASSETS, NET	$ 185,407	21,442
Technology know-how [Member]
Original amount:
Useful life years	6 years
Original amount	$ 11,490	11,490
Accumulated amortization:
Accumulated amortization	(4,788)	(2,873)
Trade name/ trademarks [Member]
Original amount:
Original amount	$ 55,507	923
Trade name/ trademarks [Member] | Minimum [Member]
Original amount:
Useful life years	5 years
Trade name/ trademarks [Member] | Maximum [Member]
Original amount:
Useful life years	8 years
Customer relationships [Member]
Original amount:
Original amount	$ 4,802	4,802
Customer relationships [Member] | Minimum [Member]
Original amount:
Useful life years	5 years
Customer relationships [Member] | Maximum [Member]
Original amount:
Useful life years	10 years
Farmer Cooperative [Member]
Original amount:
Useful life years	6 years
Original amount	$ 24,811
Accumulated amortization:
Accumulated amortization	$ (345)
License [Member]
Original amount:
Useful life years	10 years
Original amount	$ 8,498	8,498
Accumulated amortization:
Accumulated amortization	(235)	39
Software [Member]
Original amount:
Original amount	90,332	172
Accumulated amortization:
Accumulated amortization	$ (1,518)	(2)
Software [Member] | Minimum [Member]
Original amount:
Useful life years	5 years
Software [Member] | Maximum [Member]
Original amount:
Useful life years	6 years
Trade name/ trademarks [Member]
Accumulated amortization:
Accumulated amortization	$ (859)	(174)
Customer related intangible assets [Member]
Accumulated amortization:
Accumulated amortization	$ (2,288)	$ (1,355)

Intangible Assets, Net (Detai_2

Intangible Assets, Net (Details) - Schedule of estimated future amortization of the intangible assets $ in Thousands	Dec. 31, 2022 USD ($)
Schedule of Estimated Future Amortization of the Intangible Assets [Abstract]
2023	$ 29,765
2024	29,765
2025	29,257
2026	27,791
2027 onward	61,910
Total	$ 178,028

Equity Investment in Micronet (

Equity Investment in Micronet (Details) - USD ($) $ in Thousands	1 Months Ended	12 Months Ended
	Jun. 16, 2021	Dec. 31, 2022	Dec. 31, 2021	Aug. 13, 2023	Oct. 06, 2022	May 09, 2021	Mar. 31, 2021	Nov. 13, 2019
Equity Investment in Micronet (Details) [Line Items]
Issued and outstanding percentage							50.31%
Ownership interest was diluted percentage						49.88%
Recognized loss amount (in Dollars)			$ 1,934
Loss of control of micronet description	Pursuant to the offering, Micronet sold an aggregate number of 18,400 securities units (the “Units”) at a price of 14.6 NIS per Unit with each Unit consisting of 100 ordinary shares, 25 series A options and 75 series B options, resulting in the issuance of 1,840,000 ordinary shares, 460,000 series A options and 1,380,000 series B options. Micronet raised total gross proceeds of 26,864,000 NIS (approximately $8,290,000) in the Offering.
Debt conversion, description		The Company did not participate in the Offering, and, as a result, the Company’s ownership interest was further diluted to 31.47% of the outstanding ordinary shares of Micronet and 30.54% on a fully diluted basis as of December 31, 2022.
Convertible loan agreement (in Dollars)								$ 500,000
Convertible loan bears interest rate					5%			3.95%
Aggregate amount (in Dollars)				$ 175
Loss of Control of Micronet [Member]
Equity Investment in Micronet (Details) [Line Items]
Issued and outstanding percentage							0.38%
Loss of control of micronet description	Pursuant to the convertible loan agreement, Micronet also agreed to issue the Company an option to purchase one of Micronet’s ordinary shares for each ordinary share that it issued as a result of a conversion of the Convertible Loan at an exercise price of 0.60 NIS per share, exercisable for a period of 15 months. On July 5, 2020, the Company had a reverse split where the price of the Convertible Loan changed from 0.08 NIS per Micronet share into 5.7 NIS per Micronet share. The option’s exercise price changed from 0.6 NIS per share to 9 NIS per Micronet share.

GFH Intermediate Holdings Ltd_3

GFH Intermediate Holdings Ltd Acquisition (Details) $ / shares in Units, $ in Thousands	Jul. 01, 2020 USD ($) $ / shares shares
GFH Intermediate Holdings Ltd Acquisition [Abstract]
Principal amount | $	$ 25,000
Converted shares of common stock | shares	22,727,273
Conversion price per share | $ / shares	$ 1.1
Statutory income tax rate	26%

GFH Intermediate Holdings Ltd_4

GFH Intermediate Holdings Ltd Acquisition (Details) - Schedule of purchase price allocation - GFH Intermediate Holdings LTD [Member] $ in Thousands	Dec. 31, 2022 USD ($)
GFH Intermediate Holdings Ltd Acquisition (Details) - Schedule of purchase price allocation [Line Items]
Total share consideration	$ 32,050	[1]
Total Purchase Consideration	32,050
Less:
Intangible assets - trade name/ trademarks	580
Intangible assets - developed technology	11,490
Intangible assets - Customer database	4,500	[2]
Deferred Tax liability	(4,308)	[3]
Fair value of net assets acquired	12,262
Goodwill value	$ 19,788	[4]
[1] The purchase consideration represented the fair value of the convertible promissory notes that were converted into common stock of TINGO GROUP. The customer database value is based on the cost to recreate, as indicated by management. Represents the income tax effect of the difference between the accounting and income tax bases of the identified intangible assets, using an assumed statutory income tax rate of 26%. The goodwill is not deductible for tax purposes.

VIE'S Agreements (Details)

VIE'S Agreements (Details)	1 Months Ended
	Oct. 21, 2021 USD ($)	Oct. 21, 2021 CNY (¥)	Aug. 23, 2021 USD ($)	Aug. 23, 2021 CNY (¥)	Dec. 31, 2022
Vies Agreements Abstract
Investment funds	$ 4,700	¥ 30,000	$ 4,700	¥ 30,000
Share issued percentage	60%	60%
Equity interest percentage	60%	60%			76%

Beijing Fucheng Lianbao Techn_3

Beijing Fucheng Lianbao Technology Co., Ltd Transaction (Details)	Feb. 10, 2021
Beijing Fucheng Lianbao Technology Co., Ltd Transaction [Abstract]
Percentage of transaction pursuant acquired	24%

Beijing Fucheng Lianbao Techn_4

Beijing Fucheng Lianbao Technology Co., Ltd Transaction (Details) - Schedule of purchase price of allocation $ in Thousands	12 Months Ended
	Dec. 31, 2022 USD ($)
Schedule of Purchase Prices Allocation [Abstract]
Total cash consideration	$ 5,711
Total purchase consideration	5,711
Less:
Net working capital	926
Property and equipment	26
Intangible assets - License	4,814
Current liabilities	(55)
Fair value of net assets acquired	$ 5,711

Guangxi Zhongtong Insurance A_3

Guangxi Zhongtong Insurance Agency Co., Ltd Acquisition (Details) ¥ in Thousands, $ in Thousands	1 Months Ended	12 Months Ended
	Dec. 29, 2020	Dec. 31, 2022 USD ($)	Dec. 31, 2022 CNY (¥)	Oct. 21, 2021	Feb. 10, 2021	Jan. 01, 2021 USD ($)	Jan. 01, 2021 CNY (¥)
Guangxi Zhongtong Insurance Agency Co., Ltd Acquisition (Details) [Line Items]
Construction loan		$ 1,243	¥ 8,010			$ 6,125	¥ 40,000
Working capital (in Dollars)		$ 919
Equity interest in percentage	24%	26%	26%	60%	100%
Agreement interest in percentage	76%
Beijing Fucheng [Member]
Guangxi Zhongtong Insurance Agency Co., Ltd Acquisition (Details) [Line Items]
Shares acquired (in Dollars)		$ 5,700

Guangxi Zhongtong Insurance A_4

Guangxi Zhongtong Insurance Agency Co., Ltd Acquisition (Details) - Schedule of purchase price allocation - GUANGXI ZHONGTONG INSURANCE AGENCY CO., LTD ACQUISITION [Member] $ in Thousands	Dec. 31, 2022 USD ($)
Guangxi Zhongtong Insurance Agency Co., Ltd Acquisition (Details) - Schedule of purchase price allocation [Line Items]
Total cash consideration		[1]
Total Purchase Consideration
Less:
Debt-free net working capital	613
Property and equipment	13
Intangible assets - Licenses	1,926
Intangible assets - customer relationship	248	[1]
Deferred Tax liability	(544)	[2]
Fair value of net assets acquired	2,256
Fair value of the Noncontrolling interest	(3,231)
Gain on equity interest	1,128
Equity investment
Change in investment	(2,103)
Bargain gain from acquisition	$ (153)
[1] The customer database value is based on the cost to recreate, as indicated by management. Represents the income tax effect of the difference between the accounting and income tax bases of the identified intangible assets, using an assumed statutory income tax rate of 26%.

All Weather Transaction (Detail

All Weather Transaction (Details) ¥ in Thousands, $ in Thousands	12 Months Ended
	Dec. 31, 2022 USD ($)	Dec. 31, 2022 CNY (¥)	Jul. 01, 2021 USD ($)	Jul. 01, 2021 CNY (¥)
All Weather Transaction (Details) [Line Items]
Working capital	$ 4,700	¥ 30,000
Statutory income tax rate	25%
AW Frame [Member]
All Weather Transaction (Details) [Line Items]
Work loan			$ 4,700	¥ 30,000

All Weather Transaction (Deta_2

All Weather Transaction (Details) - Schedule of purchase price of acquisition - Assets Acquired and Liabilities [Member] $ in Thousands	Dec. 31, 2022 USD ($)
All Weather Transaction (Details) - Schedule of purchase price of acquisition [Line Items]
Total cash consideration		[1]
Total purchase consideration
Less:
Debt-free net working capital	(105)
Property and equipment	153
Right of use assets	208
Lease liabilities	(258)
Intangible assets - licenses	849	[1]
Intangible assets - customer relationship	54	[1]
Deferred Tax liability	(226)	[2]
Fair value of net assets acquired	675
Noncontrolling interest	(675)
Change in investment	(675)
Goodwill
[1] The customer database value is based on the cost to recreate, as indicated by management. Represents the income tax effect of the difference between the accounting and income tax bases of the identified intangible assets, using an assumed statutory income tax rate of 25%.

All Weather Transaction (Deta_3

All Weather Transaction (Details) - Schedule of net revenues and net loss - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Schedule Of Net Revenues And Net Loss Abstract
Revenues	$ 146,035	$ 69,566
Net loss	$ (47,115)	$ (36,514)

Tingo Mobile Limited Transact_3

Tingo Mobile Limited Transaction (Details) - USD ($)			12 Months Ended
	Sep. 28, 2022	Jul. 01, 2020	Dec. 31, 2022
Tingo Mobile Limited Transaction (Details) [Line Items]
Merger Agreement , description			Under the terms of the Tingo Merger Agreement, TINGO GROUP issued to TMNA (i) 25,783,675 shares of common stock of TINGO GROUP, representing approximately 19.9% of the number of shares of TINGO GROUP’s common stock issued and outstanding; (ii) 2,604.28 shares of Series A Preferred Stock convertible into 26,042,808 shares of TINGO GROUP common stock equal to approximately 20.1% of the total issued and outstanding TINGO GROUP common stock immediately prior to Tingo Closing; and (iii) 33,687.21 shares of Series B Preferred Stock convertible into 336,872,138 shares of TINGO GROUP common stock equal to approximately 35% of the total issued and outstanding common stock immediately prior to Tingo Closing.
Principal amount	$ 3,700,000		$ 23,700,000
Interest rate			5%
Convertible shares (in Shares)			553,035,000
Convert shares (in Shares)		22,727,273
Common stock value			$ 666,666,667,000
Fair value proportion			$ 553,000,000
Stated Value			4%
Transferred value			$ 1,215,241
Income tax rate			30%
Series A Preferred Stock [Member]
Tingo Mobile Limited Transaction (Details) [Line Items]
Convertible shares (in Shares)			10,000
Preferred stock per share (in Dollars per share)			$ 1,000
Total issued			27%
Series B Preferred Stock [Member]
Tingo Mobile Limited Transaction (Details) [Line Items]
Convertible shares (in Shares)			10,000
Convert shares (in Shares)			10,000
Preferred Stock exchange amount			$ 666,666,667,000
Aggregate value			$ 1,000,000,000,000
Aggregate shall			35%

Tingo Mobile Limited Transact_4

Tingo Mobile Limited Transaction (Details) - Schedule of tingo mobile limited, purchase price allocation $ in Thousands	Dec. 31, 2022 USD ($)
Schedule Of Tingo Mobile Limited Purchase Price Allocation Abstract
Total Merger consideration	$ 1,215,241	[1]
Total purchase consideration	1,215,241
Less:
Net working capital	170,327
Property and equipment	844,764
Intangible – farmer cooperative	24,811
Intangible – trade names and trade marks	54,576
Intangible – software	90,172
Deferred Tax liability	(50,868)	[2]
Deferred Tax liability total	1,133,782
Goodwill	$ 81,459	[3]
[1]The $1,215,241 value of the Merger Consideration transferred was determined in accordance with ASC 820 and ASC 805. ASC 820 requires that fair value to maximize objective evidence and be determined using assumptions that a market participant would use, and when level 1 inputs exist, it should be used unless determined to be not representative. That would have meant using the unadjusted TINGO GROUP quoted price at the time of completion of the Transaction. The Company is of the opinion however, that the market value per share price as quoted on Nasdaq is not representative of the fair value and should not be used to determine the merger consideration. Using market value per share of TINGO GROUP would have led to a significant bargain purchase gain and an internal rate of return that was not reasonable as well as other valuation anomalies that it created. Hence, and in accordance with ASC 805-30-30-5, the Company reassessed the determination of the consideration transferred and determined that using Tingo, Inc. quoted price traded at the OTC Tingo Closingis more appropriate in determining the consideration fair value.[2] Represents the income tax effect of the difference between the accounting and income tax bases of the identified intangible assets, using an assumed statutory income tax rate of 30%. The goodwill is not deductible for tax purposes.

Segments (Details)

Segments (Details) shares in Thousands, $ in Thousands	12 Months Ended
	Dec. 31, 2022 USD ($) shares
Segments (Details) [Line Items]
Intangible assets amortization	$ 2,931
Intangible assets	19,292
Intangible assets	1,222
Goodwill	$ 1,226
Redeemable preferred stock (in Shares) | shares	553,035
GFHI Acquisitions [Member]
Segments (Details) [Line Items]
Intangible assets amortization	$ 2,931
Intangible assets	17,009
Goodwill	19,788
Deferred tax liability	3,728
Goodwill	19,788
Micronet Consolidation [Member]
Segments (Details) [Line Items]
Intangible assets amortization	103
Tingo Transaction [Member]
Segments (Details) [Line Items]
Intangible assets amortization	2,416
Intangible assets	167,143
Goodwill	81,459
Deferred tax liability	50,143
GFHI Zongtong acquisitions [Member]
Segments (Details) [Line Items]
Deferred tax liability	$ 3,125

Segments (Details) - Schedule o

Segments (Details) - Schedule of financial performance of our operating segments - USD ($) $ in Thousands		12 Months Ended
		Dec. 31, 2022	Dec. 31, 2021
Segment Reporting Information [Line Items]
Segment operating loss		$ (2)
Loss before provision for income taxes		(10,391)	$ (39,302)
Verticals and technology [Member]
Segment Reporting Information [Line Items]
Revenues from external customers		57,364	54,932
Segment operating loss		(12,539)	(9,604)	[1]
Corporate and others [Member]
Segment Reporting Information [Line Items]
Revenues from external customers	[2]		726
Segment operating loss		(26,203)	(20,788)	[2],[3]
Other income, net		2,151	(1,801)	[2]
Finance income (expenses), net		(750)	395	[2]
Online stock trading [Member]
Segment Reporting Information [Line Items]
Revenues from external customers		55	18
Segment operating loss		(9,829)	(7,504)
Finance income (expenses), net			395
Consolidated [Member]
Segment Reporting Information [Line Items]
Revenues from external customers		146,035	55,676
Segment operating loss		(11,792)	(37,896)
Other income, net		2,151	(1,801)
Finance income (expenses), net		(750)
Consolidated loss before income tax benefit		(10,391)
Loss before provision for income taxes			$ (39,302)
Comprehensive Platform Service [Member]
Segment Reporting Information [Line Items]
Revenues from external customers		88,616
Segment operating loss	[4]	$ 36,779
[1] Includes $2,931 of intangible assets amortization, derived from GFHI acquisition. Corporate and Other represents those results that: (i) are not specifically attributable to a reportable segment; (ii) are not individually reportable or (iii) have not been allocated to a reportable segment for the purpose of evaluating their performance, including certain general and administrative expense items.

Segments (Details) - Schedule_2

Segments (Details) - Schedule of the financial statements of our balance sheet accounts of the segments - USD ($) $ in Thousands	Dec. 31, 2022		Dec. 31, 2021
Verticals and technology [Member]
Segments (Details) - Schedule of the financial statements of our balance sheet accounts of the segments [Line Items]
Assets related to segments	$ 40,831	[1]	$ 86,474	[2]
Liabilities related to segments	(18,406)	[3]	(23,516)	[4]
Comprehensive Platform Service [Member]
Segments (Details) - Schedule of the financial statements of our balance sheet accounts of the segments [Line Items]
Assets related to segments	1,541,093	[5]
Liabilities related to segments	(877,353)	[6]
Corporate and Other [Member]
Segments (Details) - Schedule of the financial statements of our balance sheet accounts of the segments [Line Items]
Assets related to segments	79,357		30,756
Liabilities related to segments	(9,689)		(2,620)
Online stock trading [Member]
Segments (Details) - Schedule of the financial statements of our balance sheet accounts of the segments [Line Items]
Assets related to segments	21,077	[7]	60,581	[8]
Liabilities related to segments	(3,911)		(3,953)
Consolidated [Member]
Segments (Details) - Schedule of the financial statements of our balance sheet accounts of the segments [Line Items]
Assets related to segments	1,682,358		177,811
Liabilities related to segments	(909,359)		(30,089)
Total equity	$ 772,999		$ 147,722
[1] Includes $17,009 of intangible assets and $19,788 goodwill, derived from GFHI’s acquisition. Includes $19,292 of intangible assets and $19,788 goodwill, derived from GFHI’s acquisition. Includes $3,728 of deferred tax liability, derived from GFHI acquisition. Includes $167,143 of intangible assets and $81,459 goodwill, derived from Tingo Mobile acquisition. Includes $50,143 of deferred tax liability, derived from Tingo Mobile acquisition and $553,035 redeemable preferred stock series B. Includes $1,226 of intangible assets. Includes $1,222 of intangible assets.

Trade Accounts Receivable, Ne_2

Trade Accounts Receivable, Net (Details) - Schedule of accounts receivable - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Schedule Of Accounts Receivable [Abstract]
Trade accounts receivable	$ 14,553	$ 20,485
Allowance for doubtful accounts	(3,012)	(2,606)
Total	$ 11,541	$ 17,879

Trade Accounts Receivable, Ne_3

Trade Accounts Receivable, Net (Details) - Schedule of allowance for doubtful accounts - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Schedule Of Allowance For Doubtful Accounts [Abstract]
Beginning balance	$ 2,606	$ 5
Provision	618	2,574
Exchange rate fluctuation	(212)	32
Decrease due to deconsolidation of Micronet		(5)
Total	$ 3,012	$ 2,606

Supplementary Financial State_3

Supplementary Financial Statements Information (Details) - Schedule of other current assets - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Schedule Of Other Current Assets Abstract
Prepaid expenses	$ 1,019	$ 1,715
Advance to suppliers	2,821	2,338
Deposit	287	1,335
Business advance to employee		1,444
Other receivables	1,701	1,033
Total other current assets	$ 5,828	$ 7,865

Supplementary Financial State_4

Supplementary Financial Statements Information (Details) - Schedule of other current liabilities - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Schedule Of Other Current Liabilities Abstract
Employees and wage-related liabilities	$ 1,064	$ 500
expenses payable	5,298
Payment received by customers in advance	15	73
Accrued expenses	2,431	1,802
Income tax payable	178,582	365
Other tax payable	3,267	273
Advances from employee	1,402	990
Deposit	383	364
Due to insurance companies	151	142
Other	1	405
Ttotal liabilities	$ 192,594	$ 4,914

Related Parties (Details)

Related Parties (Details) - USD ($) $ / shares in Units, $ in Thousands			1 Months Ended			12 Months Ended
	Feb. 05, 2023	Apr. 02, 2020	Oct. 31, 2022	Oct. 31, 2021	May 23, 2021	Dec. 31, 2022	Oct. 06, 2022	Sep. 28, 2022	Nov. 13, 2019
Related Parties (Details) [Line Items]
Related party transaction, description		On April 2, 2020, Darren Mercer, current board member of the Company, was appointed, the interim Chief Executive Officer of the Company and was given a fee of $25 per month for his services to the Company. Effective on July 1, 2020 the board of directors approved the following consideration  for Darren Mercer: (i) An annual base fee will be $495 per year and, (ii) a signing bonus of $100 and, (iii) a total annual bonus in accordance with the bonus program adopted by the Company from time-to-time with a target bonus opportunity equal to 100% of the Base Fee, With respect to a Target Bonus for a given year, the Company shall award up to 40% of such Target Bonus, as it so determines, on the basis of Mr.  Mercer’s performance in the first six months of the year and up to the remaining 60% of such Target Bonus on the basis of Mr. Mercer’s performance in the remaining 6 months of the year.  In addition, the Board of Directors may declare and grant a discretionary bonus for Mr. Mercer based on various targets and performance criteria to be established by the Board of Directors. The evaluation of the performance of Mr. Mercer as measured by the applicable targets and the awarding of applicable bonuses, if any, shall be at the sole discretion of the Board of Directors. On December 21, 2020, the board of directors approve additional $200 bonus. The agreement shall end on the third anniversary of the Start Date. The engagement above was formalized in the foam of independent contractor.
New employment terms, description				(i) an annual base salary fee will be $800 and, (ii) a total annual bonus in accordance with the bonus program adopted by the Company from time-to-time. The Target Bonus amount for Executive’s work in the calendar year 2021 shall be $713.  Executive’s Target Bonus opportunities for his work in the calendar years 2022 and 2023 shall be $1,200. The annual bonus under this Section 3(b), if any, shall be payable at the discretion of the Company based on achievement of performance metrics to be established by the Board for each year, including, for calendar years 2022 and 2023. Such metrics shall include goals based on revenue generated Executive’s consulting businesses.  Executive must be employed by the Company on the date of payment in order to earn and receive any above, except in the event of termination without Cause or resignation for Good Reason (as such terms are include In the Agreement).  In addition, the Board may declare and grant a discretionary bonus for Executive based on various targets and performance criteria to be established by the Board. The evaluation of the performance of Executive as measured by the applicable targets and the awarding of applicable bonuses, if any, shall be at the sole discretion of the Board. In addition, Executive shall be entitled to Health Insurance If available on commercially reasonable terms, based on a health insurance plan to be determined in the Company’s discretion, Key Man Life Insurance (at the Company sole discretion), up to 35 (thirty-five) days of paid vacation per year, subject to the Company’s vacation policies in effect from time-to-time and to those paid public holidays set by the Company. Executive is also entitled to be reimbursed for reasonable and customary business expenses incurred by Executive during employment subject to all terms and conditions of the Company’s expense policies in effect from time to time and for an expense account of $300 for the purposes of: (i) funding an office and accommodations for use of Executive and (ii) paying Executive additional compensation at the rate of $8.33 per month during the Term, as compensation for the additional expense of living overseas for those months in which Executive works for the Company outside the United Kingdom for at least five days.
Loan amount (in Dollars)							$ 23,700
Interest rate							5%		3.95%
Principal amount (in Dollars)								$ 3,700
Mobile amount (in Dollars)			$ 15,866
Interest rate						5%
Common stock shares granted	720,000
Vested common stock shares	3,200,000
Professor Yehezkel [Member]
Related Parties (Details) [Line Items]
Purchase shares					30,000	30,000
Exercise price per share (in Dollars per share)					$ 1.81
Options vested						22,500
Mr. Robert Benton [Member]
Related Parties (Details) [Line Items]
Purchase shares					80,000	80,000
Exercise price per share (in Dollars per share)					$ 1.81
Options vested						60,000
Mr. John McMillan Scott [Member]
Related Parties (Details) [Line Items]
Purchase shares					160,000	160,000
Exercise price per share (in Dollars per share)					$ 1.81
Options vested						120,000

Related Parties (Details) - Sch

Related Parties (Details) - Schedule of current assets – related parties - USD ($) $ in Thousands		Dec. 31, 2022	Dec. 31, 2021
Related Parties (Details) - Schedule of current assets – related parties [Line Items]
Current assets- related parties		$ 13,491	$ 5,134
Shareholders of All Weather [Member]
Related Parties (Details) - Schedule of current assets – related parties [Line Items]
Current assets- related parties		4,603	3,680
Beijing Fucheng Prospect Technology Co., Ltd [Member]
Related Parties (Details) - Schedule of current assets – related parties [Line Items]
Current assets- related parties		267
Loan to Tingo [Member]
Related Parties (Details) - Schedule of current assets – related parties [Line Items]
Current assets- related parties	[1]	8,099
Convertible loan to Micronet [Member]
Related Parties (Details) - Schedule of current assets – related parties [Line Items]
Current assets- related parties	[1]		535
Shareholders of Guangxi Zhongtong [Member]
Related Parties (Details) - Schedule of current assets – related parties [Line Items]
Current assets- related parties		$ 522	$ 919
[1] Tingo’s loan- as discussed in Note 13.

Related Parties (Details) - S_2

Related Parties (Details) - Schedule of current liabilities – related parties - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Related Parties (Details) - Schedule of current liabilities – related parties [Line Items]
Current liabilities – related parties	$ 57,506	$ 4
Shareholders of Bokefa Petroleum and Gas [Member]
Related Parties (Details) - Schedule of current liabilities – related parties [Line Items]
Current liabilities – related parties	308
Shareholders of All Weather [Member]
Related Parties (Details) - Schedule of current liabilities – related parties [Line Items]
Current liabilities – related parties	659	4
Shareholders of Tingo Mobile Limited [Member]
Related Parties (Details) - Schedule of current liabilities – related parties [Line Items]
Current liabilities – related parties	$ 56,539

Commitment and Contingencies (D

Commitment and Contingencies (Details) - Schedule of contractual obligations $ in Thousands	12 Months Ended
	Dec. 31, 2022 USD ($)
Schedule of Contractual Obligations [Abstract]
Office leases commitment	$ 2,246,040
Short-term debt obligations Commitment	837,442
Services Contract Commitment	260,975
Total	3,344,457
Less than 1 year [Member]
Schedule of Contractual Obligations [Abstract]
Office leases commitment	1,287,995
Short-term debt obligations Commitment	460,477
Services Contract Commitment	260,975
Total	2,009,447
1-3 year [Member]
Schedule of Contractual Obligations [Abstract]
Office leases commitment	904,174
Short-term debt obligations Commitment	376,965
Services Contract Commitment
Total	1,281,139
3-5 year [Member]
Schedule of Contractual Obligations [Abstract]
Office leases commitment	53,871
Short-term debt obligations Commitment
Services Contract Commitment
Total	53,871
5+ year [Member]
Schedule of Contractual Obligations [Abstract]
Office leases commitment
Short-term debt obligations Commitment
Services Contract Commitment
Total

Operating Leases (Details) - Sc

Operating Leases (Details) - Schedule of leases by balance sheet - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Assets
Right-of-use assets	$ 2,260	$ 1,921
Liabilities
Lease liabilities- current portion	1,215	1,298
Lease liabilities- long term	905	691
Total Lease liabilities	$ 2,120	$ 1,989

Operating Leases (Details) - _2

Operating Leases (Details) - Schedule of operating lease expenses - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Schedule of Operating Lease Expenses [Abstract]
Operating lease cost	$ 1,222	$ 1,440

Operating Leases (Details) - _3

Operating Leases (Details) - Schedule of maturities operating lease liabilities $ in Thousands	Dec. 31, 2022 USD ($)
Schedule of Maturities Operating Lease Liabilities [Abstract]
2023	$ 1,288	[1]
2024	656
2025	221
2026	27
2027	21
Thereafter	33
Total lease payment	2,246
Less: imputed interest	(126)
Total lease liabilities	$ 2,120
[1]Not include operating leases with a term less than one year.

Operating Leases (Details) - _4

Operating Leases (Details) - Schedule of lease term and discount rate	12 Months Ended
	Dec. 31, 2022
Schedule of lease term and discount rate [Abstract]
Weighted-average remaining lease term (years) – operating leases	2 years 2 months 23 days
Weighted average discount rate – operating leases	5.70%

Operating Leases (Details) - _5

Operating Leases (Details) - Schedule of operating lease revenue $ in Thousands	Dec. 31, 2022 USD ($)
Schedule of Operating Lease Revenue [Abstract]
Fixed contractual payments	$ 38,847

Operating Leases (Details) - _6

Operating Leases (Details) - Schedule of future lease payments $ in Thousands	Dec. 31, 2022 USD ($)
Schedule of Future Lease Payments [Abstract]
2023	$ 537,753
2024
2025
2026
2027
Thereafter

Provision for Income Taxes (Det

Provision for Income Taxes (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Provision for Income Taxes (Details) [Line Items]
Federal income tax rate	21%	21%
Operating loss carry forward, description	As of December 31, 2022 the operating loss carry forward were $60,230, among which there was $5,115 expiring from 2025 through 2037, and the remaining $55,115 has no expiration date.
Operating loss carry forward (in Dollars)	$ 758
Expiry date, description	As of December 31, 2022 the operating loss carry forward was $13,714, which will expire from 2026 through 2027.
Profits tax, description	Hong Kong profits tax for a corporation from the year of assessment 2018/2019 onwards is generally 8.25% on assessable profits up to HK$2,000,000; and 16.5% on any part of assessable profits over HK$2,000,000.
Income tax rate	17%
Carried forward term	5 years
Corporate tax rate	30%	30%
Israel [Member]
Provision for Income Taxes (Details) [Line Items]
General tax rate	23%	23%
Operating loss carry forward (in Dollars)	$ 8,290
China [Member]
Provision for Income Taxes (Details) [Line Items]
Operating loss carry forward (in Dollars)	$ 13,714
Statutory income tax rate	25%
BI Intermediate Limited [Member]
Provision for Income Taxes (Details) [Line Items]
Operating loss carry forward (in Dollars)	$ 5,342
Nigeria [Member]
Provision for Income Taxes (Details) [Line Items]
Operating loss carry forward (in Dollars)
Magpie Securities Limited [Member]
Provision for Income Taxes (Details) [Line Items]
Tax loss carry forward (in Dollars)	$ 17,243

Provision for Income Taxes (D_2

Provision for Income Taxes (Details) - Schedule of provision for taxes - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Schedule Of Provision For Taxes Abstract
Domestic	$ (25,346)	$ (20,157)
Foreign	14,955	(19,145)
Total	(10,391)	(39,302)
Current
Domestic	330	81
Foreign	6,266	484
Total	6,596	565
Deferred
Domestic	(762)
Foreign	31,640	(2,356)
Total	$ 37,474	$ (1,791)

Provision for Income Taxes (D_3

Provision for Income Taxes (Details) - Schedule of deferred tax assets and liabilities - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Schedule of Deferred Tax Assets and Liabilities [Abstract]
Provisions for employee rights and other temporary differences	$ 234	$ 260
Provisions for bad debt	753	696
Net operating loss carry forward	21,839	12,034
Valuation allowance	(19,165)	(11,226)
Deferred tax assets, net of valuation allowance	3,661	1,764
Recognition of intangible assets arising from business combinations	(89,597)	(3,952)
Deferred tax assets (liabilities), net	$ (85,936)	$ (2,188)

Provision for Income Taxes (D_4

Provision for Income Taxes (Details) - Schedule of reconciliation of income taxes	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Schedule of Reconciliation of Income Taxes [Abstract]
U.S. federal statutory rate	21%	21%
Change in valuation allowance	(53.00%)	(16.00%)
Non-deductible share-based compensation	(9.00%)
Other expenses non-deductible for tax purposes	(175.00%)
Difference in foreign tax rates	(24.00%)
Effective tax rate	(240.00%)	5%

Goodwill (Details) - Schedule o

Goodwill (Details) - Schedule of goodwill - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Verticals and technology [Member]
Schedule of Amounts Accrued and the Amounts Funded with Managers Insurance Policies [Abstract]
Balance beginnng	$ 19,788	$ 19,788
Impairment loss
Acquisitions in 2021
Loss of control
Forex
Balance ending	19,788	19,788
Comprehensive platform service [Member]
Schedule of Amounts Accrued and the Amounts Funded with Managers Insurance Policies [Abstract]
Balance beginnng
Impairment loss
Acquisitions in 2021	81,459
Loss of control
Forex
Balance ending	81,459
Corporate and others [Member]
Schedule of Amounts Accrued and the Amounts Funded with Managers Insurance Policies [Abstract]
Balance beginnng		2,617
Impairment loss
Acquisitions in 2021
Loss of control		(2,617)
Forex
Balance ending
Online stock trading [Member]
Schedule of Amounts Accrued and the Amounts Funded with Managers Insurance Policies [Abstract]
Balance beginnng
Impairment loss
Acquisitions in 2021
Loss of control
Forex
Balance ending
Consolidated [Member]
Schedule of Amounts Accrued and the Amounts Funded with Managers Insurance Policies [Abstract]
Balance beginnng	19,788	22,405
Impairment loss
Acquisitions in 2021	81,459
Loss of control		(2,617)
Forex
Balance ending	$ 101,247	$ 19,788

Condensed Financial Informati_3

Condensed Financial Information of Registrant (Tingo Group, Inc): (Details) $ in Millions	Dec. 31, 2022 USD ($)
Consolidated Financial Statements [Abstract]
Cash and cash equivalents	$ 461.7
Net assets exceed percentage	25%

Condensed Financial Informati_4

Condensed Financial Information of Registrant (Tingo Group, Inc): (Details) - Schedule of consolidated balance sheets wittout tingo - Tingo Group Inc [Member] - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Current assets:
Cash and cash equivalents	$ 14,924	$ 29,674
Related party receivables	114,657	107,952
Other current assets	98	2,308
Total current assets	129,679	139,934
Other non-current assets	239	600
Equity method investments	1,200,886	5,062
Total long-term assets	1,201,125	5,662
Total assets	1,330,804	145,596
LIABILITIES TEMPORARY EQUITY AND EQUITY
Other current liabilities	7,125	1,496
Total current liabilities	7,125	1,496
Redeemable preferred stock Series B: $0.001 par value, 33,687.21 shares authorized and 0 shares issued and outstanding as of December 31, 2022 and 2021, respectively.	553,035
Stockholders’ Equity:
Redeemable preferred stock Series A: $0.001 par value, 2,604.28 shares authorized and 0 shares issued and outstanding as of December 31, 2022 and 2021, respectively.	3
Common stock; $0.001 par value, 250,000,000 shares authorized, 157,599,882 and 122,435,576 shares issued and outstanding as of December 31, 2022 and December 31, 2021, respectively	158	122
Additional paid in capital	889,579	220,786
Accumulated other comprehensive loss	4,367	(414)
Accumulated deficit	(123,463)	(76,394)
Total equity	770,644	144,100
Total liabilities temporary equity and equity	$ 1,330,804	$ 145,596

Condensed Financial Informati_5

Condensed Financial Information of Registrant (Tingo Group, Inc): (Details) - Schedule of consolidated balance sheets wittout tingo (Parentheticals) - Tingo Group Inc [Member] - $ / shares	Dec. 31, 2022	Dec. 31, 2021
Condensed Balance Sheet Statements, Captions [Line Items]
Common stock; par value (in Dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized	250,000,000	250,000,000
Common stock, shares issued	157,599,882	122,435,576
Common stock, shares outstanding	157,599,882	122,435,576
Redeemable preferred stock Series B
Condensed Balance Sheet Statements, Captions [Line Items]
Redeemable preferred stock, par value (in Dollars per share)	$ 0.001	$ 0.001
Redeemable preferred stock shares authorized	33,687.21	33,687.21
Redeemable preferred stock shares issued	0	0
Redeemable preferred stock shares outstanding	0	0
Redeemable preferred stock Series A
Condensed Balance Sheet Statements, Captions [Line Items]
Redeemable preferred stock shares issued	0	0
Redeemable preferred stock shares outstanding	0	0
Redeemable preferred stock, par value (in Dollars per share)	$ 0.001	$ 0.001
Redeemable preferred stock shares authorized	2,604.28	2,604.28

Condensed Financial Informati_6

Condensed Financial Information of Registrant (Tingo Group, Inc): (Details) - Schedule of consolidated statements of operations without tingo - Parent Company [Member] - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Condensed Income Statements, Captions [Line Items]
Revenues
Cost of revenues
Gross profit
Operating expenses:
General and administrative	25,714	19,136
Amortization of intangible assets
Total operating expenses	25,714	19,136
Loss from operations	(25,714)	(19,136)
(Loss) gain of controlling equity investment held in Micronet
Finance income (expense), net	3,175	1,786
Loss before income tax expense	(22,539)	(17,350)
Income tax expense	330	81
Loss after income tax expense	(22,869)	(17,431)
Gain (loss) from equity investment	(24,200)	(18,997)
Net loss	$ (47,069)	$ (36,428)
Basic and diluted loss per share (in Dollars per share)	$ (0.36)	$ (0.32)
Basic and diluted (in Shares)	129,345,764	112,562,199

Condensed Financial Informati_7

Condensed Financial Information of Registrant (Tingo Group, Inc): (Details) - Schedule of consolidated statements of operations without tingo (Parentheticals) - Parent Company [Member] - $ / shares	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Condensed Income Statements, Captions [Line Items]
Basic and diluted loss per share	$ (0.36)	$ (0.32)
Basic and diluted	129,345,764	112,562,199

Condensed Financial Informati_8

Condensed Financial Information of Registrant (Tingo Group, Inc): (Details) - Schedule of consolidated statements of cash flows - Parent Company [Member] - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$ (22,869)	$ (17,431)
Adjustments to reconcile net loss to net cash used in operating activities:
Shares issued to service providers and employees	6,417	9,876
Stock-based compensation for employees and consultants	208	711
Changes in operating assets and liabilities:
Change in other non-current assets	361	(600)
Change in accrued interest due to related party	(3,312)	(115)
Increase (decrease) in other current assets	2,210	(1,524)
Increase (decrease) in other current liabilities	5,628	(1,992)
Net cash used in operating activities	(11,357)	(11,075)
CASH FLOWS FROM INVESTING ACTIVITIES:
Loan to related party	(203)	(88,000)
Receipt of loan from related party	30,000
Loan to Tingo Inc pursuant to the merger agreement	(23,700)
Receipt of loan from related party (Micronet)	534
Loan to Tingo Mobile	(10,024)
Net cash used in investing activities	(3,393)	(88,000)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from issuance of shares and warrants		105,366
Proceeds from exercise of warrants		2,474
Proceeds from exercise of options		80
Net cash provided by financing activities		107,920
TRANSLATION ADJUSTMENT OF CASH
NET CHANGE IN CASH	(14,750)	8,845
Cash at the beginning of the year	29,674	20,829
Cash at end of the year	$ 14,924	$ 29,674

Subsequent Events (Details)

Subsequent Events (Details) - USD ($) $ / shares in Units, $ in Thousands					1 Months Ended		12 Months Ended
	May 01, 2023	Mar. 03, 2023	Feb. 23, 2023	Feb. 09, 2023	Jul. 31, 2023	Feb. 14, 2023	Dec. 31, 2022
Subsequent Events (Details) [Line Items]
Aggregate amount (in Shares)							28,117,835
Revenue (in Dollars)							$ 400,000
Interest rate							5%
Subsequent Event [Member]
Subsequent Events (Details) [Line Items]
Exercise price			$ 3.12
Offering price per share			$ 2.8
Common stock per share		$ 0.15
Company organized				100%
Principal loan amount (in Dollars)				$ 204,000,000
Cashless payment (in Dollars)						$ 61,000
Forecast [Member]
Subsequent Events (Details) [Line Items]
Common stock per share	$ 0.1
Aggregate cost (in Dollars)	$ 7,029
Warrant Holders (in Shares)					1,064,000
Warrants					$ 0.25