Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2019 | Aug. 07, 2019 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | Cuentas Inc. | |
Entity Central Index Key | 0001424657 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2019 | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2019 | |
Current Fiscal Year End Date | --12-31 | |
Amendment Flag | false | |
Entity Filer Category | Non-accelerated Filer | |
Entity Current Reporting Status | Yes | |
Entity Small Business | true | |
Entity Shell Company | false | |
Entity Emerging Growth Company | false | |
Entity Ex Transition Period | false | |
Entity File Number | 333-148987 | |
Entity Incorporation, State or Country Code | FL | |
Entity Interactive Data Current | Yes | |
Entity Common Stock, Shares Outstanding | 2,677,993 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 60 | $ 154 |
Marketable securities | 48 | 79 |
Trade account receivables | 7 | 3,673 |
Other current assets | 129 | 127 |
Total current assets | 244 | 4,033 |
Property and Equipment, net | 5 | 13 |
Intangible assets | 1,924 | |
Total assets | 249 | 5,970 |
CURRENT LIABILITIES: | ||
Accounts payable | 1,395 | 3,184 |
Other accounts liabilities | 612 | 2,560 |
Deferred revenue | 524 | 583 |
Notes and Loan payable | 107 | 110 |
Derivative liabilities - Short term | 8 | |
Related parties' payables | 25 | 4,919 |
Stock based liabilities | 127 | 225 |
Total current liabilities | 2,798 | 11,581 |
Related party payables - Long term | 806 | |
Derivative liabilities - long term | 33 | |
TOTAL LIABILITIES | 2,798 | 12,420 |
STOCKHOLDERS' DEFICIENCY | ||
Common stock subscribed | 1,250 | 100 |
Series B preferred stock, $0.001 par value, designated 10,000,000; 10,000,000 issued and outstanding as of June 30, 2019 and December 31, 2018, respectively | 10 | 10 |
Common stock, authorized 360,000,000 shares, $0.001 par value; 2,122,994 and 1,588,942 issued and outstanding as of June 30, 2019 and December 31, 2018, respectively | 2 | 2 |
Additional paid in capital | 13,339 | 12,160 |
Accumulated deficit | (16,525) | (18,070) |
Total Cuestas Inc. stockholders' deficit | (1,924) | (5,798) |
Non-controlling interest in subsidiaries | (625) | (652) |
Total stockholders' deficit | (2,549) | (6,450) |
Total liabilities and stockholders' deficit | $ 249 | $ 5,970 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2019 | Dec. 31, 2018 |
Common stock, shares authorized | 360,000,000 | 360,000,000 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares issued | 2,122,994 | 1,588,942 |
Common stock, shares outstanding | 2,122,994 | 1,588,942 |
Series B Preferred Stock [Member] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares designated | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 10,000,000 | 10,000,000 |
Preferred stock, shares outstanding | 10,000,000 | 10,000,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Income Statement [Abstract] | ||||
REVENUE | $ 262 | $ 20,909 | $ 564 | $ 40,908 |
COST OF REVENUE | 230 | 20,655 | 467 | 39,915 |
GROSS PROFIT | 32 | 254 | 97 | 993 |
OPERATING EXPENSES | ||||
General and administrative | 510 | 828 | 1,000 | 1,698 |
TOTAL OPERATING EXPENSES | 510 | 828 | 1,000 | 1,698 |
OPERATING LOSS | (478) | (574) | (903) | (705) |
OTHER INCOME (EXPENSE) | ||||
Other income (expense) | 2,319 | (70) | 2,539 | (95) |
Interest expense | (9) | (347) | (69) | (748) |
Gain (loss) on derivative liability | 26 | 15 | 25 | 427 |
Gain from Change in extinguishment of debt | 99 | |||
Gain from Change in fair value of stock-based liabilities | 34 | (3) | (20) | 1,559 |
TOTAL OTHER INCOME (EXPENSE) | 2,370 | (405) | 2,475 | 1,242 |
NET INCOME (LOSS) BEFORE CONTROLLING INTEREST | 1,892 | (979) | 1,572 | 537 |
NET INCOME ATTRIBUTILE TO NON-CONTROLLING INTEREST | (27) | 10 | (27) | 17 |
NET LOSS ATTRIBUTILE TO NET INCOME (LOSS) ATTRIBUTILE TO CUENTAS INC. | $ 1,865 | $ (969) | $ 1,545 | $ 554 |
Net income (loss) per basic share | $ 0.91 | $ (0.81) | $ 0.80 | $ 0.47 |
Net income (loss) per diluted share | $ 0.74 | $ (0.81) | $ 0.66 | $ 0.43 |
Weighted average number of basic common shares outstanding | 2,058,110 | 1,191,972 | 1,938,005 | 1,183,555 |
Weighted average number of diluted common shares outstanding | 2,516,405 | 1,191,972 | 2,351,507 | 1,287,382 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Cash Flows from Operating Activities: | ||
Net income before non-controlling interest | $ 1,572 | $ 537 |
Adjustments to reconcile net income (loss) to net cash used in operating activities: | ||
Stock based compensation and shares issued for services | 211 | 44 |
Imputed interest | 67 | 120 |
Loss (gain) on extinguishment of debt | (99) | |
Loss on fair value of marketable securities | 31 | 70 |
Interest and Debt discount amortization | (3) | 72 |
Gain on derivative fair value adjustment | (25) | (428) |
License fee amortization | 35 | |
Gain from Change in on fair value of stock-based liabilities | 20 | (1,559) |
Depreciation and amortization expense | 1 | 216 |
Changes in Operating Assets and Liabilities: | ||
Accounts receivable | 11 | 2,640 |
Other receivables | (23) | 83 |
Accounts payable | (347) | (1,754) |
Other Accounts payable | 137 | |
Related parties, net | (2,377) | |
Deferred revenue | (59) | (74) |
Net Cash Used by Operating Activities | (784) | (97) |
Cash Flows from Investing Activities: | ||
Proceeds from the recession of the Limecom shares - net of cash divested | ||
Purchase of equipment | (11) | |
Net Cash Provided by Investing Activities | (11) | |
Cash Flows from Financing Activities: | ||
Repayments of loans | 1 | |
Proceeds from (Payments to) related party | (610) | 40 |
Repayments of loan and convertible notes | (12) | |
Proceeds from issuance of common stock, net of issuance expense | 50 | |
Proceeds from common stock subscriptions | 1,250 | |
Net Cash Provided by Financing Activities | 690 | 29 |
Net Increase (Decrease) in Cash | (94) | (79) |
Cash at Beginning of Period | 154 | 93 |
Cash at End of Period | 60 | 14 |
Supplemental disclosure of cash flow information | ||
Cash paid for interest | 586 | |
Supplemental disclosure of non-cash financing activities | ||
Common stock issued for conversion of convertible note principal | 27 | |
Common stock issued for settlement of stock-based liabilities | 464 | 155 |
Common stock issued for settlement of common stock subscribed | $ 100 | $ 400 |
General
General | 6 Months Ended |
Jun. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
GENERAL | NOTE 1 – GENERAL Cuentas, Inc. (formerly Next Group Holdings, Inc., the "Company") together with its subsidiaries, is focused on Financial Technology ("FINTECH") services, delivering mobile banking, online banking, prepaid debit and digital content services to unbanked, underbanked and underserved communities. The Company derives its revenue from the sales of prepaid and wholesale calling minutes. Additionally, The Company has an agreement with Incomm, a leading processor of general purpose reloadable ("GPR") debit cards, to market and distribute a line of GPR cards targeted towards the Latin American market. The Company was incorporated under the laws of the State of Florida on September 21, 2005 to act as a holding company for its subsidiaries. Its subsidiaries are Meimoun and Mammon, LLC (100% owned), Next Cala, Inc (94% owned), NxtGn, Inc. (65% owned) and Next Mobile 360, Inc. (100 % owned). Additionally, Next Cala, Inc. has a 60% interest in NextGlocal, a subsidiary formed in May 2016. During the year ended December 31, 2016, the Company acquired a business segment, Tel3, from an existing corporation. Tel3 provides prepaid calling cards to consumers directly and operates in a complimentary space as Meimoun and Mammon, LLC. Tel3 was merged into Meimoun and Mammon, LLC effective January 1, 2017. On October 23, 2017, the Company acquired 100% of the outstanding interests in Limecom, Inc, and in January 30, 2019 it rescinded the acquisition. Meimoun and Mammon, LLC ("M&M") was formed under the laws of the State of Florida on May 21, 2001 as a real estate investment company. During the year ended December 31, 2010, M&M began winding down real estate operations and engaged in telecommunications services. M&M acquired telecom registrations, licenses and authorities to provide telecom services to the retail and wholesale markets including sales of prepaid long-distance telecom services and Mobile Virtual Network Operator (MVNO) services. The services are sold under the brand name Next Mobile 360 and through the subsidiary of the same name. Next Cala, Inc, ("Cala") was formed under the laws of Florida on July 10, 2009 for the purpose of offering prepaid and reloadable debit cards to the retail market. Cala serves consumers in the underbanked and unbanked populations through Incomm, a leading provider of 3 rd NxtGn, Inc. ("NxtGn") was formed under the laws of Florida on August 24, 2011 to develop a High Definition telepresence product (AVYDA) which allows users to connect with celebrities, public figures, healthcare and education applications via a mobile phone, tablet or personal computer. NxtGn has entered into a joint venture with telephony platform industry leader Telarix, Inc. to develop and market the AVYDA Powered by Telarix™ HD telepresence platform. The AVYDA Powered by Telarix™ product is marketed throughout the world by the Telarix sales force. On December 6, 2017, the Company completed the formation of SDI NEXT Distribution LLC in which it owns 51% of the membership interests. The remainder of the membership interests is owned by Fisk Holdings, LLC. The Company acts as the Managing Member of SDI NEXT Distribution LLC. Under the Operating Agreement, the Company will contribute a total of $500. Fisk Holdings, LLC will contribute 30,000 active Point of Sale locations for distribution of retail telecommunications and prepaid financial products and services to include, but not be limited to: prepaid general-purpose reloadable cards, prepaid gift cards, prepaid money transfer, prepaid utility payments, and other prepaid products. On October 23, 2017, the Company, completed the acquisition of Limecom, Inc. ("Limecom"), Limecom is a global telecommunication company, providing services to telecommunication providers from all over the world. Limecom operates a network built on internet protocol ("IP") switching equipment. It was organized as a Florida limited liability company ("LLC") on November 21, 2014 and known as Limecom LLC. On September 29, 2015, Limecom converted to a Florida C-Corporation. The Acquisition was completed for total consideration of $3,927 which included an issuance of 172,683 shares of common stock, which were valued at $1,295 as of the acquisition date. On January 29, 2019, the Company and Heritage agreed to extend the right of the Company to rescind at its option, to sell back the stock in Limecom back to Heritage in consideration for the following: (a) The 138,147 shares of the Company issued to Heritage and its Stockholders will not be returned to the Company, and the remaining 34,537 shares of the Company will not be issued to Heritage. Instead, it was agreed that the Company will issue an additional 90,000 shares of the Company as directed by Heritage. The Company also agreed to issue 20,740 shares of the Company's restricted stock to several Limecom employees in exchange for salaries due to them. (b) The $1,807 payment under the Limecom Purchase Agreement will be cancelled. (c) The Employment Agreement with Orlando Taddeo as International CEO of Limecom will be terminated. (d) Heritage and the Limecom agreed that the intercompany loans in the amount of $231 will be cancelled. On January 30, 2019, Cuentas sent an executed document to Limecom rescinding the acquisition of Limecom, Inc. ("Limecom") according to the Amendment signed January 29, 2019. Pro forma results The following are unaudited pro forma financial information for the 6 months period ended June 30, 2018 and presents the condensed consolidated statements of operations of the Company due to the rescission of the acquisition described above, as if the acquisitions had not occurred. The unaudited pro forma financial information is not intended to represent or be indicative of the Company's condensed consolidated statements of operations that would have been reported had these acquisitions been completed as of the beginning of the period presented and should not be taken as indicative of the Company's future condensed consolidated statements of operations. 6 Months Ended June 30, 2018 Revenues $ 733 Net Income before controlling Interest 931 Net Income 948 Basic net income earnings per common share 0.80 Diluted net income earnings per common share $ 0.74 The following are unaudited pro forma financial information for the 3 months period ended June 30, 2018 and presents the condensed consolidated statements of operations of the Company due to the rescission of the acquisition described above, as if the acquisitions had not occurred. The unaudited pro forma financial information is not intended to represent or be indicative of the Company's condensed consolidated statements of operations that would have been reported had these acquisitions been completed as of the beginning of the period presented and should not be taken as indicative of the Company's future condensed consolidated statements of operations. 3 Months Ended June 30, 2018 Revenues $ 322 Net Income before controlling Interest (600) Net Income (593) Basic and diluted net income earnings per common share (0.50) GOING CONCERN The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As of June 30, 2019, the Company had approximately $60 in cash and cash equivalents, approximately $2,554 in negative working capital, a stockholders' deficiency of approximately $2,549 and an accumulated deficit of approximately $16,525. These conditions raise substantial doubt about the Company's ability to continue as a going concern. Company's ability to continue as a going concern is dependent upon raising capital from financing transactions and revenue from operations. Management anticipates their business will require substantial additional investments that have not yet been secured. Management is continuing in the process of fund raising in the private equity and capital markets as the Company will need to finance future activities. These financial statements do not include any adjustments that may be necessary should the Company be unable to continue as a going concern. |
Summary of Significant Accounti
Summary of Significant Accounting Policies and Basis of Presentation | 6 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF PRESENTATION | NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF PRESENTATION Unaudited Interim Financial Statements The accompanying unaudited consolidated financial statements include the accounts of the Company and its subsidiaries, prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") and with the instructions to Form 10-Q and Article 10 of U.S. Securities and Exchange Commission Regulation S-X. Accordingly, they do not include all the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, the financial statements presented herein have not been audited by an independent registered public accounting firm but include all material adjustments (consisting of normal recurring adjustments) which are, in the opinion of management, necessary for a fair statement of the financial condition, results of operations and cash flows for the for six-months ended June 30, 2019. However, these results are not necessarily indicative of results for any other interim period or for the year ended December 31, 2019. The preparation of financial statements in conformity with GAAP requires the Company to make certain estimates and assumptions for the reporting periods covered by the financial statements. These estimates and assumptions affect the reported amounts of assets, liabilities, revenues and expenses. Actual amounts could differ from these estimates. Certain information and footnote disclosures normally included in financial statements in accordance with generally accepted accounting principles have been omitted pursuant to the rules of the U.S. Securities and Exchange Commission ("SEC"). The accompanying unaudited consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in our Annual Report on Form 10-K Principles of Consolidation The consolidated financial statements are prepared in accordance with US GAAP. The consolidated financial statements of the Company include the Company and its wholly-owned and majority-owned subsidiaries. All inter-company balances and transactions have been eliminated. Use of Estimates The preparation of unaudited condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, certain revenues and expenses, and disclosure of contingent assets and liabilities as of the date of the financial statements. Actual results could differ from those estimates. Estimates are used when accounting for stock-based compensation and fair value calculations related to embedded derivative features of outstanding convertible notes payable and other financial instruments. Deferred Revenue Deferred revenue is comprised mainly of unearned revenue related to prepayments from retail consumers for telecommunications minutes. The following table represents the changes in deferred revenue for the six months ended June 30, 2019: Deferred Revenue Balance at December 31, 2018 $ 583 Change in deferred revenue (59 ) Balance at June 30, 2019 $ 524 Revenue allocated to remaining performance obligations represent contracted revenue that has not yet been recognized ("contracted not recognized"). Contracted not recognized revenue was $524 as of June 30, 2019, of which the Company expects to recognize 100% of the revenue over the next 12 months. Derivative and Fair Value of Financial Instruments Fair value accounting requires bifurcation of embedded derivative instruments such as conversion features in convertible debt or equity instruments and measurement of their fair value for accounting purposes. In assessing the convertible debt instruments, management determines if the convertible debt host instrument is conventional convertible debt and further if there is a beneficial conversion feature requiring measurement. If the instrument is not considered conventional convertible debt under ASC 470, the Company will continue its evaluation process of these instruments as derivative financial instruments under ASC 815. Once determined, derivative liabilities are adjusted to reflect fair value at each reporting period end, with any increase or decrease in the fair value being recorded in results of operations as an adjustment to fair value of derivatives. Fair value of certain of the Company's financial instruments including cash, accounts receivable, accounts payable, accrued expenses, notes payables, and other accrued liabilities approximate cost because of their short maturities. The Company measures and reports fair value in accordance with ASC 820, "Fair Value Measurements and Disclosure" defines fair value, establishes a framework for measuring fair value in accordance with generally accepted accounting principles and expands disclosures about fair value measurements. Fair value, as defined in ASC 820, is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value of an asset should reflect its highest and best use by market participants, principal (or most advantageous) markets, and an in-use or an in-exchange valuation premise. The fair value of a liability should reflect the risk of nonperformance, which includes, among other things, the Company's credit risk. Valuation techniques are generally classified into three categories: the market approach; the income approach; and the cost approach. The selection and application of one or more of the techniques may require significant judgment and are primarily dependent upon the characteristics of the asset or liability, and the quality and availability of inputs. Valuation techniques used to measure fair value under ASC 820 must maximize the use of observable inputs and minimize the use of unobservable inputs. ASC 820 also provides fair value hierarchy for inputs and resulting measurement as follows: Level 1: Quoted prices (unadjusted) in active markets that are accessible at the measurement date for identical assets or liabilities. Level 2: Quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability; and inputs that are derived principally from or corroborated by observable market data for substantially the full term of the assets or liabilities; and Level 3: Unobservable inputs for the asset or liability that are supported by little or no market activity, and that are significant to the fair values. Fair value measurements are required to be disclosed by the Level within the fair value hierarchy in which the fair value measurements in their entirety fall. Fair value measurements using significant unobservable inputs (in Level 3 measurements) are subject to expanded disclosure requirements including a reconciliation of the beginning and ending balances, separately presenting changes during the period attributable to the following: (i) total gains or losses for the period (realized and unrealized), segregating those gains or losses included in earnings, and a description of where those gains or losses included in earning are reported in the statement of income. The Company's financial assets and liabilities that are measured at fair value on a recurring basis by level within the fair value hierarchy are as follows: Balance as of June 30, 2019 Level 1 Level 2 Level 3 Total Assets: Marketable securities 48 - - 48 Total assets 48 - - 48 Liabilities: Stock based liabilities 127 - - 127 Short term derivative value 8 - - 8 Total liabilities 135 - - 135 Balance as of December 31, 2018 Level 1 Level 2 Level 3 Total Assets: Marketable securities 79 - - 79 Total assets 79 - - 79 Liabilities: Stock based liabilities 225 - - 225 Long term derivative value 33 - - 33 Total liabilities 258 - - 258 A summary of the changes in derivative liabilities balance for the six months ended June 30, 2019 is as follows: Fair Value of Embedded Derivative Liabilities: Balance, December 31, 2018 33 Change in fair value (25 ) Balance, June 30, 2019 8 The value of the embedded derivative liabilities for the convertible notes payable and outstanding option awards was determined using the Black-Scholes option pricing model based on the following assumptions: June 30, 2019 December 31, 2018 Common stock price 1.23 3 Expected volatility 281 % 233 % Expected term (in years) 0.85 1.26 Risk free rate 1.92 % 2.81 % Forfeiture rate 0 % 0 % Expected dividend yield 0 % 0 % Basic Income (Loss) Per Share Basic income (loss) per share is calculated by dividing the Company's net loss applicable to common shareholders by the weighted average number of common shares during the period. Diluted earnings per share is calculated by dividing the Company's net income available to common shareholders by the diluted weighted average number of shares outstanding during the year. The diluted weighted average number of shares outstanding is the basic weighted average number of shares adjusted for any potentially dilutive debt or equity. Reclassified Amounts Certain prior year amounts have been reclassified for consistency with the current year presentation. These reclassifications did not have material effect on the reported results of operations, shareholder's deficit or cash flows. Recent Accounting Standards announced In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement. The amendments apply to reporting entities that are required to make disclosures about recurring or nonrecurring fair value measurements and should improve the cost, benefit, and effectiveness of the disclosures. ASU 2018-13 categorized the changes into those disclosures that were removed, those that were modified, and those that were added. The primary disclosures that were removed related to transfers between Level 1 and Level 2 investments, along with the policy for timing of transfers between levels. In addition, disclosing the valuation processes for Level 3 fair value measurements was removed. The amendments are effective for all organizations for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Early adoption is permitted. The Company notes that this guidance will impact its disclosures beginning January 1, 2020. |
Stock Options
Stock Options | 6 Months Ended |
Jun. 30, 2019 | |
Share-based Payment Arrangement [Abstract] | |
STOCK OPTIONS | NOTE 3 – STOCK OPTIONS The following table summarizes all stock option activity for the nine months ended June 30, 2019: Shares Weighted- Outstanding, December 31, 2018 162,044 $ 16.09 Granted 50,000 2.09 Forfeited - - Outstanding, June 30, 2019 212,044 $ 12.79 The following table discloses information regarding outstanding and exercisable options at June 30, 2019: Outstanding Exercisable Exercise Number of Weighted Average Weighted Average Number of Weighted Average $ 54.00 25,000 $ 54.00 0.75 25,000 $ 54.00 21.00 47,044 21.00 0.99 47,044 21.00 3.00 90,000 3.00 2.21 30,000 3.00 7.28 50,000 2.09 2.742 16,667 2.09 212,044 $ 12.79 1.89 118,710 $ 20.75 |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Jun. 30, 2019 | |
Equity [Abstract] | |
STOCKHOLDERS' EQUITY | NOTE 4 – STOCKHOLDERS' EQUITY Common Stock The following summarizes the common stock activity for the six months ended June 30, 2019: Summary of common stock activity for the nine months ended June 30, 2019 Outstanding shares Balance, December 31, 2018 1,588,942 Shares issued for common stock subscriptions 99,312 Shares issued due to the recession of Limecom acquisition 125,243 Shares issued as settlement of debt 309,497 Balance, June 30, 2019 2,122,994 On January 7, 2019, the Company issued 16,667 shares of its common stock pursuant to a Securities Purchase Agreement which it entered on September 21, 2018. The fair market value of the shares at the subscription date was $50. On January 7, 2019, the Company received $50 under a private placement of equity and issued 16,667 shares of its common stock and warrants to purchase up to 16,667 shares of its common stock at an exercise price equal to $3.25 per share under a private placement of securities closed on December 13, 2018. On January 29, 2019, the Company issued 125,243 shares of the Company to Heritage and its officers under the agreement to rescind the Company's option to sell the stock in Limecom back to Heritage. On February 12, 2019, the Company issued warrants to purchase up to 35,834 shares of its common stock at an exercise price equal to $3.25 per share under the October 25, 2018 private placement. On February 28, 2018, the Company issued 309,497 shares of its common stock pursuant to a settlement of stock-based liabilities. The fair market value of the shares was $464. On February 28, 2019, The Company signed a Binding Term Sheet with Optima Fixed Income LLC ("Optima") for a total investment of $2,500 over one year and received $500 on the same date. Under the Binding Term Sheet, it was agreed that the initial invested amount of $500 will in consideration of 166,667 shares of Common Stock of the Company. These shares will be issued in reliance on the exemptions from registration pursuant to Section 4(a)(2) of the Securities Act. It was also agreed that Optima may purchase a Convertible Note in the amount of $2,000 which may be funded on a quarterly basis. The term of the Convertible Note shall be three years and it may be converted with a discount of 25% on the share price at date of conversion, but in any case, not less than $3 per share. Optima will additionally get rights to vote some of the Series B Preferred. In any case, the total investment in the Company shall be not be less than 25% of the outstanding shares at the first anniversary of this Binding Term Sheet. On May 10, 2019 the Company signed an Amendment to the Binding Term Sheet with Optima whereas Optima will make an additional deposit of $550 to the Company and whereas that additional deposit will be provided to the Company in the form of a Convertible Note as discussed in the Binding Term Sheet. It was also agreed that Optima will provide an additional amount of $1,450 to the Company which will be provided in a form of a Convertible Note at the following dates: Date Amount 05/28/2019 $ 200 08/28/2019 $ 500 11/28/2019 $ 500 02/28/2020 $ 250 All the other terms and conditions of the Binding Term Sheet, will remain in full force and effect. On May 11, 2019 Optima made an additional deposit of $550. On May 28, 2019 Optima made an additional deposit of $200. On June 18, 2019, the Company issued 65,978 shares of its common stock to a private investor pursuant to a Securities Purchase Agreement which it entered on October 25, 2018. Under that particular Securities Purchase Agreement , the Company has to issue additional shares of Common Stock to the private investor in an amount sufficient such that, when sold and the net proceeds thereof are added to the net proceeds from the sale of any of the previously issued and sold Shares, the private investor shall have received total net funds equal to $3.60 per Share. |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2019 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 5 – RELATED PARTY TRANSACTIONS The Company has had extensive dealings with related parties including those in which our Chief Executive Officer holds a significant ownership interest as well as an executive position during the six months ended June 30, 2019 and year ended December 31, 2018. Due to our operational losses, the Company has relied to a large extent on funding received from Next Communications, Inc., an organization in which the Company's Chief Executive Officer holds a controlling equity interest and an executive position. During the first calendar quarter of 2017, Next Communications, Inc. filed for bankruptcy protection. As a result, the related party payable is being handled by a court appointed trustee as an asset of Next Communications, Inc. and the Company may be compelled to repay the amounts due. On January 29, 2019, the United States Bankruptcy Court Southern District of Florida Miami Division approved a Plan of Reorganization for Next Communications, Inc., whereby Cuentas Inc. would pay $600 to a specific creditor in consideration for the forgiveness of the balance of the payable balance. On March 5, 2019, Cuentas paid $50 to the trust account of the specific creditor and on May 10, 2019, the Company paid $550 to the trust account of the specific creditor per the order and satisfied its obligation under the Approved Plan of the Reorganization for Next Communications, Inc., that was approved by the United States Bankruptcy Court Southern District of Florida Miami Division on January 29, 2019. With the exception of the Company's purchase of a 9% interest in Next Cala, Inc. from a related party and the related party payable to Orlando Taddeo for the acquisition of Limecom as described below, amounts scheduled below as "due to related parties" and "due from related parties" have not had their terms, including amounts, collection or repayment terms or similar provisions memorialized in formalized written agreements. Related party balances at June 30, 2019 and December 31, 2018 consisted of the following: Due from related parties June 30, December 31, (a) Glocal Card Services 36 36 Total Due from related parties 36 36 Related party payables, net of discounts June 30, December 31, (b) Due to Next Communications, Inc. (current) $ - $ 2,972 (c) Due to Asiya Communications SAPI de C.V. (current) 12 26 (d) Michael De Prado (current) - 100 (e) Orlando Taddeo - 2,613 (f) Next Cala 360 (current) 13 14 Total Due from related parties $ 25 $ 5,725 (a) Glocal Card Services is the Company's partner in the Glocal Joint Venture (b) Next Communication, Inc. is a corporation in which our Chief Executive Officer holds a controlling interest and serves as the Chief Executive Officer. During the first calendar quarter of 2017, Next Communications, Inc. filed for bankruptcy protection. As a result, the related party payable is being handled by a court appointed trustee as an asset of Next Communications, Inc. On January 29, 2019, the United States Bankruptcy Court Southern District of Florida Miami Division approved a Plan of Reorganization for Next Communications, Inc., whereby Cuentas Inc. would pay $600 until April 29, 2019 to a specific creditor in consideration for the forgiveness of the balance of the payable balance. On March 5, 2019, Cuentas paid $50 to the trust account of the specific creditor. On April 30, 2019, Cuentas received a Notice of Default (the "Notice") from Genovese Joblove Battista contending that a $550 Payment was in default due to the non-payment ordered by the United States Bankruptcy Court Southern District of Florida Miami Division and the potential reinstatement of a $1,678 Final Judgment in favor of 100 NWT if not cured by May 11, 2019. On May 10, 2019, the Company paid $550 to the trust account of the specific creditor per the order and satisfied its obligation under the Approved Plan of the Reorganization for Next Communications, Inc., that was approved by the United States Bankruptcy Court Southern District of Florida Miami Division on January 29, 2019. (c) Asiya Communications SAPI de C.V.is a telecommunications company organized under the laws of Mexico, in which the Company's Chief Executive Officer holds a substantial interest and is involved in active management. (d) Michael De Prado is the Company's President. On February 28, 2019, the Company issued 66,402 shares of its common stock to a settle this debt. (e) Amount due to Orlando Taddeo from the acquisition of Limecom. (f) Next Cala 360, is a Florida corporation established and managed by the Company's Chief Executive Officer. During the six months period ended June 2019, the Company recorded interest expense of $67, using an interest rate equal to that on the outstanding convertible notes payable as imputed interest on the related party payable due to Next Communications. During the year ended December 31, 2018, the Company recorded interest expense of $237 using an interest rate equal to that on the outstanding convertible notes as imputed interest on the related party payable due to Next Communications. The interest was immediately forgiven by the related party and recorded to additional paid in capital. Revenues (Related Party) The Company generated revenues from related parties of $0 and $11,189 during the six months ended June 30, 2019 and 2018 as itemized below: For the Six Months Ended 2019 2018 Next Communications, Inc. - 5,813 Asiya Communications SAPI de C.V. - 5,376 Total - 11,189 The Company generated revenues from related parties of $0 and $8,941 during the three months ended June 30, 2019 and 2018 as itemized below: For the Three Months Ended 2019 2018 Next Communications, Inc. - 4,688 Asiya Communications SAPI de C.V. - 4,253 Total - 8,941 |
Customer Concentration
Customer Concentration | 6 Months Ended |
Jun. 30, 2019 | |
Risks and Uncertainties [Abstract] | |
CUSTOMER CONCENTRATION | NOTE 6 – CUSTOMER CONCENTRATION The Company did not have any one customer account for more than 10% of its revenues during the six and three months ended June 30, 2019. The Company generated approximately 51% of its revenues for the six months ended June, 2018 from three separate customers and 78% of its revenues for the three months ended June, 2018 from three separate customers |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 7 – COMMITMENTS AND CONTINGENCIES If the assessment of a contingency indicates that it is probable that a material loss has been incurred and the amount of the liability can be estimated, then the estimated liability would be accrued in the Company's consolidated financial statements. If the assessment indicates that a potential material loss contingency is not probable but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, and an estimate of the range of possible losses, if determinable and material, would be disclosed. On April 7, 2016, the Company executed an agreement with a service provider to provide certain services for the Company. In addition to cash and stock compensation, the agreement requires 1% of the outstanding common share equivalent to be issued to the third party when the market capitalization of the Company reaches $500 and an additional 1% when it reaches $750. The Company recorded an expense associated with the non-variable portion of the agreement. However, the probability of the Company's market capitalization reaching these thresholds is uncertain at present and the Company has not accrued a contingent fee as of June 30, 2019. On February 12, 2018, the Company was served with a complaint from Viber Media, Inc. ("Viber") for reimbursement of attorney's fees and costs totaling $528 arising from a past litigation with Viber. The Company is vigorously defending their rights in this case as we believe this demand is premature as litigation is ongoing. The Company has no accrual related to this complaint as of June 30, 2019 given the premature nature of the motion. On July 6, 2017, the Company received notice an existing legal claim against Accent InterMedia ("AIM") had been amended to include claims against the Company. The claims brought against the Company include failure to comply with certain judgments for collection of funds by the plaintiff while having a controlling interest in AIM via its ownership of Transaction Processing Products ("TPP"). On April 17, 2019, the Company signed a Settlement Agreement with Comdata, Inc. d/b/a Stored Value Solutions ("SVS") whereby Cuentas will pay a total of $38 over a period of 7 months, starting July 1, 2019. Only in the event that the Company will default by failing to make timely payments, SVS may file in Kentucky for the judgment of $70. On December 20, 2017, a Complaint was filed by J. P. Carey Enterprises, Inc., alleging a claim for $473 related to the Franjose Yglesias-Bertheau filed lawsuit against PLKD listed above. Even though the Company made the agreed payment of $10 on January 2, 2017 and issued 12,002 shares as conversion of the $70 note as agreed in the settlement agreement, the Plaintiff alleges damages which the Company claims are without merit because they received full compensation as agreed. The Company is in the process of defending itself against these claims. The Company has not accrued losses related to this claim due to the early stages of litigation. On January 28, 2019, J. P. Carey Enterprises, Inc. filed a similar claim against the Company in Fulton County, Georgia. The Company is vigorously defending its position in this case. On September 28, 2018, the Company was notified of a complaint filed against it by a former supplier. The Company has not yet received formal service of the complaint and is awaiting such service at which time it can fully assess the complaint. The Company has not accrued any losses as of June 30, 2019, related to the complaint given the early nature of the process. On October 23, 2018, the Company was served by Telco Cuba Inc. for an amount in excess of $15 but the total amount was not specified. The Company was served on Dec. 7, 2018 with a complaint alleging damages including unspecified damages for product, advertising and other expenses in addition to $50 paid to Defendants. The Company has taken steps to defend itself vigorously in this case. Depositions are in process of being scheduled. On October 25, 2018, the Company was served with a complaint by former company CFO, Michael Naparstek claiming breach of contract for 1,666,666 shares (pre-split), $25 of compensation and $9 of expenses. This case was withdrawn in Palm Beach County and on January 11, 2019, a similar complaint was filed in Miami-Dade county. The Company has taken steps to defend itself vigorously in this case. On November 7, 2018, the Company was served with a complaint by a service provider claiming Breach of Contract for $29. The Company settled this complaint in consideration of $5. On November 7, 2018, the Company was served with a complaint by IDT Domestic Telecom, Inc. vs the Company and its former subsidiary Limecom, Inc. for telecommunications services provided to the Subsidiary during 2018 in the amount of $50. The Company has no accrual as of June 30, 2019, related to the complaint given the early nature of the process. The Company intends to file a motion to dismiss the Company as a defendant since the Company has no contractual relationship with the plaintiff. On May 1, 2019, the Company received a Notice of Demand for Arbitration from Secure IP Telecom, Inc. who supposedly had a Reciprocal Carrier Services Agreement (RCS) exclusively with Limecom, Inc. and not with Cuentas. The Demand originated from a Demand for Arbitration that Secure IP received from VoIP Capital International (VoIP) in March 2019 demanding $1,053 in damages allegedly caused by unpaid receivables that Limecom assigned to VoIP based on the RCS. The Company will vigorously defend its position to be removed as a named Party in this Notice of Demand due to the fact that Cuentas rescinded the Limecom acquisition on January 30, 2019. The Company executed a lease for office space effective July 10, 2018 with a term to October 31, 2018. The lease requires monthly rental payments of $5. Total future guaranteed payments under this lease are $5. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2019 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 8 – SUBSEQUENT EVENTS On July 30, 2019 Optima assigned its rights under the Binding Term Sheet to Dinar Zuz LLC. On the same date, the Company and Dinar Zuz LLC executed a Subscription Agreement with the same terms as reflected in the Binding Term Sheet and its First Amendment. Under the Subscription Agreement Dinar Zuz LLC made an additional deposit of $250 and agreed to provide an additional amount of $1,000 to the Company which will be provided in a form of a Convertible Note at the following dates: Date Amount 10/26/2019 $ 500 01/26/2020 $ 500 On August 2, 2019, Dinar Zuz LLC converted the outstanding note with the Company in the amount of $1,000 at a conversion rate of $3 per share. On August 5, 2019, the Company issued 500,000 shares of its common stock pursuant to a Securities Purchase Agreement which it entered on July 30, 2019. On August 5, 2019, the Company issued 55,000 shares of its common stock pursuant to a Service Agreements which it entered. The fair market value of the shares at the issuance date was $50. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies and Basis of Presentation (Policies) | 6 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements are prepared in accordance with US GAAP. The consolidated financial statements of the Company include the Company and its wholly-owned and majority-owned subsidiaries. All inter-company balances and transactions have been eliminated. |
Use of Estimates | Use of Estimates The preparation of unaudited condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, certain revenues and expenses, and disclosure of contingent assets and liabilities as of the date of the financial statements. Actual results could differ from those estimates. Estimates are used when accounting for stock-based compensation and fair value calculations related to embedded derivative features of outstanding convertible notes payable and other financial instruments. |
Deferred Revenue | Deferred Revenue Deferred revenue is comprised mainly of unearned revenue related to prepayments from retail consumers for telecommunications minutes. The following table represents the changes in deferred revenue for the six months ended June 30, 2019: Deferred Revenue Balance at December 31, 2018 $ 583 Change in deferred revenue (59 ) Balance at June 30, 2019 $ 524 Revenue allocated to remaining performance obligations represent contracted revenue that has not yet been recognized ("contracted not recognized"). Contracted not recognized revenue was $524 as of June 30, 2019, of which the Company expects to recognize 100% of the revenue over the next 12 months. |
Derivative and Fair Value of Financial Instruments | Derivative and Fair Value of Financial Instruments Fair value accounting requires bifurcation of embedded derivative instruments such as conversion features in convertible debt or equity instruments and measurement of their fair value for accounting purposes. In assessing the convertible debt instruments, management determines if the convertible debt host instrument is conventional convertible debt and further if there is a beneficial conversion feature requiring measurement. If the instrument is not considered conventional convertible debt under ASC 470, the Company will continue its evaluation process of these instruments as derivative financial instruments under ASC 815. Once determined, derivative liabilities are adjusted to reflect fair value at each reporting period end, with any increase or decrease in the fair value being recorded in results of operations as an adjustment to fair value of derivatives. Fair value of certain of the Company's financial instruments including cash, accounts receivable, accounts payable, accrued expenses, notes payables, and other accrued liabilities approximate cost because of their short maturities. The Company measures and reports fair value in accordance with ASC 820, "Fair Value Measurements and Disclosure" defines fair value, establishes a framework for measuring fair value in accordance with generally accepted accounting principles and expands disclosures about fair value measurements. Fair value, as defined in ASC 820, is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value of an asset should reflect its highest and best use by market participants, principal (or most advantageous) markets, and an in-use or an in-exchange valuation premise. The fair value of a liability should reflect the risk of nonperformance, which includes, among other things, the Company's credit risk. Valuation techniques are generally classified into three categories: the market approach; the income approach; and the cost approach. The selection and application of one or more of the techniques may require significant judgment and are primarily dependent upon the characteristics of the asset or liability, and the quality and availability of inputs. Valuation techniques used to measure fair value under ASC 820 must maximize the use of observable inputs and minimize the use of unobservable inputs. ASC 820 also provides fair value hierarchy for inputs and resulting measurement as follows: Level 1: Quoted prices (unadjusted) in active markets that are accessible at the measurement date for identical assets or liabilities. Level 2: Quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability; and inputs that are derived principally from or corroborated by observable market data for substantially the full term of the assets or liabilities; and Level 3: Unobservable inputs for the asset or liability that are supported by little or no market activity, and that are significant to the fair values. Fair value measurements are required to be disclosed by the Level within the fair value hierarchy in which the fair value measurements in their entirety fall. Fair value measurements using significant unobservable inputs (in Level 3 measurements) are subject to expanded disclosure requirements including a reconciliation of the beginning and ending balances, separately presenting changes during the period attributable to the following: (i) total gains or losses for the period (realized and unrealized), segregating those gains or losses included in earnings, and a description of where those gains or losses included in earning are reported in the statement of income. The Company's financial assets and liabilities that are measured at fair value on a recurring basis by level within the fair value hierarchy are as follows: Balance as of June 30, 2019 Level 1 Level 2 Level 3 Total Assets: Marketable securities 48 - - 48 Total assets 48 - - 48 Liabilities: Stock based liabilities 127 - - 127 Short term derivative value 8 - - 8 Total liabilities 135 - - 135 Balance as of December 31, 2018 Level 1 Level 2 Level 3 Total Assets: Marketable securities 79 - - 79 Total assets 79 - - 79 Liabilities: Stock based liabilities 225 - - 225 Long term derivative value 33 - - 33 Total liabilities 258 - - 258 A summary of the changes in derivative liabilities balance for the six months ended June 30, 2019 is as follows: Fair Value of Embedded Derivative Liabilities: Balance, December 31, 2018 33 Change in fair value (25 ) Balance, June 30, 2019 8 The value of the embedded derivative liabilities for the convertible notes payable and outstanding option awards was determined using the Black-Scholes option pricing model based on the following assumptions: June 30, 2019 December 31, 2018 Common stock price 1.23 3 Expected volatility 281 % 233 % Expected term (in years) 0.85 1.26 Risk free rate 1.92 % 2.81 % Forfeiture rate 0 % 0 % Expected dividend yield 0 % 0 % |
Basic Income (Loss) Per Share | Basic Income (Loss) Per Share Basic income (loss) per share is calculated by dividing the Company's net loss applicable to common shareholders by the weighted average number of common shares during the period. Diluted earnings per share is calculated by dividing the Company's net income available to common shareholders by the diluted weighted average number of shares outstanding during the year. The diluted weighted average number of shares outstanding is the basic weighted average number of shares adjusted for any potentially dilutive debt or equity. |
Reclassified Amounts | Reclassified Amounts Certain prior year amounts have been reclassified for consistency with the current year presentation. These reclassifications did not have material effect on the reported results of operations, shareholder's deficit or cash flows. |
Recent Accounting Standards announced | Recent Accounting Standards announced In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement. The amendments apply to reporting entities that are required to make disclosures about recurring or nonrecurring fair value measurements and should improve the cost, benefit, and effectiveness of the disclosures. ASU 2018-13 categorized the changes into those disclosures that were removed, those that were modified, and those that were added. The primary disclosures that were removed related to transfers between Level 1 and Level 2 investments, along with the policy for timing of transfers between levels. In addition, disclosing the valuation processes for Level 3 fair value measurements was removed. The amendments are effective for all organizations for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Early adoption is permitted. The Company notes that this guidance will impact its disclosures beginning January 1, 2020. |
General (Tables)
General (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Summary of condensed consolidated statements of operations | 6 Months Ended June 30, 2018 Revenues $ 733 Net Income before controlling Interest 931 Net Income 948 Basic net income earnings per common share 0.80 Diluted net income earnings per common share $ 0.74 3 Months Ended June 30, 2018 Revenues $ 322 Net Income before controlling Interest (600) Net Income (593) Basic and diluted net income earnings per common share (0.50) |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies and Basis of Presentation (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
Schedule of changes in deferred revenue | Deferred Revenue Balance at December 31, 2018 $ 583 Change in deferred revenue (59 ) Balance at June 30, 2019 $ 524 |
Schedule of financial assets and liabilities are measured at fair value on a recurring basis | Balance as of June 30, 2019 Level 1 Level 2 Level 3 Total Assets: Marketable securities 48 - - 48 Total assets 48 - - 48 Liabilities: Stock based liabilities 127 - - 127 Short term derivative value 8 - - 8 Total liabilities 135 - - 135 Balance as of December 31, 2018 Level 1 Level 2 Level 3 Total Assets: Marketable securities 79 - - 79 Total assets 79 - - 79 Liabilities: Stock based liabilities 225 - - 225 Long term derivative value 33 - - 33 Total liabilities 258 - - 258 |
Schedule of changes in derivative liabilities | Fair Value of Embedded Derivative Liabilities: Balance, December 31, 2018 33 Change in fair value (25 ) Balance, June 30, 2019 8 |
Schedule of Black-Scholes option pricing model | June 30, 2019 December 31, 2018 Common stock price 1.23 3 Expected volatility 281 % 233 % Expected term (in years) 0.85 1.26 Risk free rate 1.92 % 2.81 % Forfeiture rate 0 % 0 % Expected dividend yield 0 % 0 % |
Stock Options (Tables)
Stock Options (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of stock option activity | Shares Weighted- Outstanding, December 31, 2018 162,044 $ 16.09 Granted 50,000 2.09 Forfeited - - Outstanding, June 30, 2019 212,044 $ 12.79 |
Schedule of information regarding outstanding and exercisable options | Outstanding Exercisable Exercise Number of Weighted Average Weighted Average Number of Weighted Average $ 54.00 25,000 $ 54.00 0.75 25,000 $ 54.00 21.00 47,044 21.00 0.99 47,044 21.00 3.00 90,000 3.00 2.21 30,000 3.00 7.28 50,000 2.09 2.742 16,667 2.09 212,044 $ 12.79 1.89 118,710 $ 20.75 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Equity [Abstract] | |
Schedule of common stock activity | Summary of common stock activity for the nine months ended June 30, 2019 Outstanding shares Balance, December 31, 2018 1,588,942 Shares issued for common stock subscriptions 99,312 Shares issued due to the recession of Limecom acquisition 125,243 Shares issued as settlement of debt 309,497 Balance, June 30, 2019 2,122,994 |
Schedule of Convertible Note | Date Amount 05/28/2019 $ 200 08/28/2019 $ 500 11/28/2019 $ 500 02/28/2020 $ 250 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Related Party Transaction [Line Items] | |
Schedule of of related party balance | Due from related parties June 30, December 31, (a) Glocal Card Services 36 36 Total Due from related parties 36 36 Related party payables, net of discounts June 30, December 31, (b) Due to Next Communications, Inc. (current) $ - $ 2,972 (c) Due to Asiya Communications SAPI de C.V. (current) 12 26 (d) Michael De Prado (current) - 100 (e) Orlando Taddeo - 2,613 (f) Next Cala 360 (current) 13 14 Total Due from related parties $ 25 $ 5,725 (a) Glocal Card Services is the Company's partner in the Glocal Joint Venture (b) Next Communication, Inc. is a corporation in which our Chief Executive Officer holds a controlling interest and serves as the Chief Executive Officer. During the first calendar quarter of 2017, Next Communications, Inc. filed for bankruptcy protection. As a result, the related party payable is being handled by a court appointed trustee as an asset of Next Communications, Inc. On January 29, 2019, the United States Bankruptcy Court Southern District of Florida Miami Division approved a Plan of Reorganization for Next Communications, Inc., whereby Cuentas Inc. would pay $600 until April 29, 2019 to a specific creditor in consideration for the forgiveness of the balance of the payable balance. On March 5, 2019, Cuentas paid $50 to the trust account of the specific creditor. On April 30, 2019, Cuentas received a Notice of Default (the "Notice") from Genovese Joblove Battista contending that a $550 Payment was in default due to the non-payment ordered by the United States Bankruptcy Court Southern District of Florida Miami Division and the potential reinstatement of a $1,678 Final Judgment in favor of 100 NWT if not cured by May 11, 2019. On May 10, 2019, the Company paid $550 to the trust account of the specific creditor per the order and satisfied its obligation under the Approved Plan of the Reorganization for Next Communications, Inc., that was approved by the United States Bankruptcy Court Southern District of Florida Miami Division on January 29, 2019. (c) Asiya Communications SAPI de C.V.is a telecommunications company organized under the laws of Mexico, in which the Company's Chief Executive Officer holds a substantial interest and is involved in active management. (d) Michael De Prado is the Company's President. On February 28, 2019, the Company issued 66,402 shares of its common stock to a settle this debt. (e) Amount due to Orlando Taddeo from the acquisition of Limecom. (f) Next Cala 360, is a Florida corporation established and managed by the Company's Chief Executive Officer. |
Related Party Costs Of Revenues [Member] | |
Related Party Transaction [Line Items] | |
Schedule of generated revenues from related parties | For the Six Months Ended 2019 2018 Next Communications, Inc. - 5,813 Asiya Communications SAPI de C.V. - 5,376 Total - 11,189 For the Three Months Ended 2019 2018 Next Communications, Inc. - 4,688 Asiya Communications SAPI de C.V. - 4,253 Total - 8,941 |
Subsequent Events (Tables)
Subsequent Events (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Subsequent Events | |
Schedule of convertible note | Date Amount 10/26/2019 $ 500 01/26/2020 $ 500 |
General (Details)
General (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 30, 2018 | Jun. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Revenues | $ 322 | $ 733 |
Net Income before controlling Interest | (600) | 931 |
Net Income | $ (593) | $ 948 |
Basic net income earnings per common share | $ (0.50) | $ 0.80 |
Diluted net income earnings per common share | $ 0.74 |
General (Details Textual)
General (Details Textual) - USD ($) $ in Thousands | Dec. 06, 2017 | Jan. 29, 2019 | Sep. 29, 2015 | Sep. 21, 2005 | Jun. 30, 2019 | Dec. 31, 2018 | Jun. 30, 2018 | Dec. 31, 2017 | Oct. 23, 2017 | May 31, 2016 |
General (Textual) | ||||||||||
Accumulated deficit | $ (16,525) | $ (18,070) | ||||||||
Stockholders' deficiency | (2,549) | (6,450) | ||||||||
Negative working capital | 2,574 | |||||||||
Cash and cash equivalents | $ 60 | $ 154 | $ 14 | $ 93 | ||||||
NxtGn, Inc. [Member] | ||||||||||
General (Textual) | ||||||||||
Ownership percentage in subsidiaries | 65.00% | |||||||||
Next Mobile 360, Inc. [Member] | ||||||||||
General (Textual) | ||||||||||
Ownership percentage in subsidiaries | 100.00% | |||||||||
Meimoun and Mammon [Member] | ||||||||||
General (Textual) | ||||||||||
Ownership percentage in subsidiaries | 100.00% | |||||||||
Next Cala [Member] | ||||||||||
General (Textual) | ||||||||||
Ownership percentage in subsidiaries | 94.00% | |||||||||
SDI NEXT Distribution LLC [Member] | ||||||||||
General (Textual) | ||||||||||
Ownership percentage in subsidiaries | 51.00% | |||||||||
Fisk Holdings, LLC [Member] | ||||||||||
General (Textual) | ||||||||||
Business acquisition contribute | $ 500 | |||||||||
Business acquisition, description | Fisk Holdings, LLC will contribute 30,000 active Point of Sale locations for distribution of retail telecommunications and prepaid financial products and services to include, but not be limited to: prepaid general-purpose reloadable cards, prepaid gift cards, prepaid money transfer, prepaid utility payments, and other prepaid products. | |||||||||
Next Communications Inc [Member] | ||||||||||
General (Textual) | ||||||||||
Percentage of acquisition | 50.00% | |||||||||
Limecom, Inc. [Member] | ||||||||||
General (Textual) | ||||||||||
Percentage of interests and shares received | 100.00% | |||||||||
Acquisition consideration | $ 3,927 | |||||||||
Issuance of common stock, value | $ 1,295 | |||||||||
Issuance of common stock, shares | 172,683 | |||||||||
Business acquisition, description | The Company and Heritage agreed to extend the right of the Company to rescind at its option, to sell back the stock in Limecom back to Heritage in consideration for the following: (a) The 138,147 shares of the Company issued to Heritage and its Stockholders will not be returned to the Company, and the remaining 34,537 shares of the Company will not be issued to Heritage. Instead, it was agreed that the Company will issue an additional 90,000 shares of the Company as directed by Heritage. The Company also agreed to issue 20,740 shares of the Company's restricted stock to several Limecom employees in exchange for salaries due to them. (b) The $1,807 payment under the Limecom Purchase Agreement will be cancelled. (c) The Employment Agreement with Orlando Taddeo as International CEO of Limecom will be terminated. (d) Heritage and the Limecom agreed that the intercompany loans in the amount of $231 will be cancelled. | |||||||||
Next Cala [Member] | ||||||||||
General (Textual) | ||||||||||
Percentage of interests and shares received | 60.00% |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies and Basis of Presentation (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2019USD ($) | |
Accounting Policies [Abstract] | |
Balance beginning, Deferred revenue | $ 583 |
Change in deferred revenue | (59) |
Balance ending, Deferred revenue | $ 524 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies and Basis of Presentation (Details 1) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Assets, Fair Value Disclosure [Abstract] | ||
Total assets | $ 48 | $ 79 |
Liabilities, Fair Value Disclosure [Abstract] | ||
Total liabilities | 135 | 258 |
Stock based liabilities [Member] | ||
Liabilities, Fair Value Disclosure [Abstract] | ||
Total liabilities | 127 | 225 |
Short term derivative value [Member] | ||
Liabilities, Fair Value Disclosure [Abstract] | ||
Total liabilities | 8 | |
Long term derivative value [Member] | ||
Liabilities, Fair Value Disclosure [Abstract] | ||
Total liabilities | 33 | |
Marketable securities [Member] | ||
Assets, Fair Value Disclosure [Abstract] | ||
Total assets | 48 | 79 |
Level 3 [Member] | ||
Assets, Fair Value Disclosure [Abstract] | ||
Total assets | ||
Liabilities, Fair Value Disclosure [Abstract] | ||
Total liabilities | ||
Level 3 [Member] | Stock based liabilities [Member] | ||
Liabilities, Fair Value Disclosure [Abstract] | ||
Total liabilities | ||
Level 3 [Member] | Short term derivative value [Member] | ||
Liabilities, Fair Value Disclosure [Abstract] | ||
Total liabilities | ||
Level 3 [Member] | Long term derivative value [Member] | ||
Liabilities, Fair Value Disclosure [Abstract] | ||
Total liabilities | ||
Level 3 [Member] | Marketable securities [Member] | ||
Assets, Fair Value Disclosure [Abstract] | ||
Total assets | ||
Level 2 [Member] | ||
Assets, Fair Value Disclosure [Abstract] | ||
Total assets | ||
Liabilities, Fair Value Disclosure [Abstract] | ||
Total liabilities | ||
Level 2 [Member] | Stock based liabilities [Member] | ||
Liabilities, Fair Value Disclosure [Abstract] | ||
Total liabilities | ||
Level 2 [Member] | Short term derivative value [Member] | ||
Liabilities, Fair Value Disclosure [Abstract] | ||
Total liabilities | ||
Level 2 [Member] | Long term derivative value [Member] | ||
Liabilities, Fair Value Disclosure [Abstract] | ||
Total liabilities | ||
Level 2 [Member] | Marketable securities [Member] | ||
Assets, Fair Value Disclosure [Abstract] | ||
Total assets | ||
Level 1 [Member] | ||
Assets, Fair Value Disclosure [Abstract] | ||
Total assets | 48 | 79 |
Liabilities, Fair Value Disclosure [Abstract] | ||
Total liabilities | 135 | 258 |
Level 1 [Member] | Stock based liabilities [Member] | ||
Liabilities, Fair Value Disclosure [Abstract] | ||
Total liabilities | 127 | 225 |
Level 1 [Member] | Short term derivative value [Member] | ||
Liabilities, Fair Value Disclosure [Abstract] | ||
Total liabilities | 8 | |
Level 1 [Member] | Long term derivative value [Member] | ||
Liabilities, Fair Value Disclosure [Abstract] | ||
Total liabilities | 33 | |
Level 1 [Member] | Marketable securities [Member] | ||
Assets, Fair Value Disclosure [Abstract] | ||
Total assets | $ 48 | $ 79 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies and Basis of Presentation (Details 2) $ in Thousands | 6 Months Ended |
Jun. 30, 2019USD ($) | |
Fair Value of Embedded Derivative Liabilities: | |
Balance, Beginning | $ 33 |
Change in fair value | (25) |
Balance, Ending | $ 8 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies and Basis of Presentation (Details 3) - $ / shares | 6 Months Ended | 12 Months Ended |
Jun. 30, 2019 | Dec. 31, 2018 | |
Accounting Policies [Abstract] | ||
Common stock price | $ 1.23 | $ 3 |
Expected volatility | 281.00% | 233.00% |
Expected term (in years) | 10 months 6 days | 1 year 3 months 4 days |
Risk free rate | 1.92% | 2.81% |
Forfeiture rate | 0.00% | 0.00% |
Expected dividend yield | 0.00% | 0.00% |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies and Basis of Presentation (Details Textual) | 6 Months Ended |
Jun. 30, 2019 | |
Summary of Significant Accounting Policies and Basis of Presentation (Textual) | |
Revenue allocated to remaining performance obligations, description | Revenue allocated to remaining performance obligations represent contracted revenue that has not yet been recognized (“contracted not recognized”). Contracted not recognized revenue was $ as of June 30, 2019, of which the Company expects to recognize 100% of the revenue over the next 12 months. |
Stock Options (Details)
Stock Options (Details) - Employee Stock Option [Member] | 6 Months Ended |
Jun. 30, 2019$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Outstanding, Beginning | shares | 162,044 |
Granted | shares | 50,000 |
Forfeited | shares | |
Outstanding, Ending | shares | 212,044 |
Weighted - Average Exercise Price Per Share Outstanding, Beginning | $ / shares | $ 16.09 |
Weighted - Average Exercise Price Per Share, Granted | $ / shares | 2.09 |
Weighted - Average Exercise Price Per Share, Forfeited | $ / shares | |
Weighted - Average Exercise Price Per Share Outstanding, Ending | $ / shares | $ 12.79 |
Stock Options (Details 1)
Stock Options (Details 1) - Employee Stock Option [Member] - $ / shares | 6 Months Ended | |
Jun. 30, 2019 | Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Outstanding, Number of Option Shares | 212,044 | 162,044 |
Outstanding, Weighted Average Exercise Price | $ 12.79 | $ 16.09 |
Outstanding, Weighted Average Remaining Life (Years) | 1 year 10 months 21 days | |
Exercisable, Number of Option Shares | 118,710 | |
Exercisable, Weighted Average Exercise Price | $ 20.75 | |
54.00 [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Exercise Prices | $ 54 | |
Outstanding, Number of Option Shares | 25,000 | |
Outstanding, Weighted Average Exercise Price | $ 54 | |
Outstanding, Weighted Average Remaining Life (Years) | 9 months | |
Exercisable, Number of Option Shares | 25,000 | |
Exercisable, Weighted Average Exercise Price | $ 54 | |
21.00 [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Exercise Prices | $ 21 | |
Outstanding, Number of Option Shares | 47,044 | |
Outstanding, Weighted Average Exercise Price | $ 21 | |
Outstanding, Weighted Average Remaining Life (Years) | 11 months 26 days | |
Exercisable, Number of Option Shares | 47,044 | |
Exercisable, Weighted Average Exercise Price | $ 21 | |
3.00 [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Exercise Prices | $ 3 | |
Outstanding, Number of Option Shares | 90,000 | |
Outstanding, Weighted Average Exercise Price | $ 3 | |
Outstanding, Weighted Average Remaining Life (Years) | 2 years 2 months 16 days | |
Exercisable, Number of Option Shares | 30,000 | |
Exercisable, Weighted Average Exercise Price | $ 3 | |
7.28 [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Exercise Prices | $ 7.28 | |
Outstanding, Number of Option Shares | 50,000 | |
Outstanding, Weighted Average Exercise Price | $ 2.09 | |
Outstanding, Weighted Average Remaining Life (Years) | 2 years 89 months 1 day | |
Exercisable, Number of Option Shares | 16,667 | |
Exercisable, Weighted Average Exercise Price | $ 2.09 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) | 9 Months Ended |
Jun. 30, 2019shares | |
Equity [Abstract] | |
Balance, December 31, 2018 | 1,588,942 |
Shares issued for common stock subscriptions | 99,312 |
Shares issued due to the recession of Limecom acquisition | 125,243 |
Shares issued as settlement of debt | 309,497 |
Balance, March 31, 2019 | 2,122,994 |
Stockholders' Equity (Details 1
Stockholders' Equity (Details 1) $ in Thousands | May 10, 2018USD ($) |
05/28/2019 [Member] | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |
Convertible debt | $ 200 |
08/28/2019 [Member] | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |
Convertible debt | 500 |
11/28/2019 [Member] | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |
Convertible debt | 500 |
02/28/2020 [Member] | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |
Convertible debt | $ 250 |
Stockholders' Equity (Details T
Stockholders' Equity (Details Textual) - USD ($) $ / shares in Units, $ in Thousands | Jun. 18, 2019 | May 10, 2019 | Feb. 12, 2019 | Dec. 13, 2018 | Jan. 29, 2019 | Sep. 21, 2018 | Feb. 28, 2018 | Jun. 30, 2019 | May 28, 2019 | May 11, 2019 | Dec. 31, 2018 |
Stockholders' Equity (Textual) | |||||||||||
Common Stock, Shares, Issued | 2,122,994 | 1,588,942 | |||||||||
Fair market value | $ 464 | ||||||||||
Common stock consultant, pursuant | 309,497 | ||||||||||
Binding Term Sheet, agreement | On February 28, 2019, The Company signed a Binding Term Sheet with Optima Fixed Income LLC (“Optima”) for a total investment of $2,500 over one year and received $500 on the same date. Under the Binding Term Sheet, it was agreed that the initial invested amount of $500 will in consideration of 166,667 shares of Common Stock of the Company. These shares will be issued in reliance on the exemptions from registration pursuant to Section 4(a)(2) of the Securities Act. It was also agreed that Optima may purchase a Convertible Note in the amount of $2,000, which may be funded on a quarterly basis. The term of the Convertible Note shall be three years and it may be converted with a discount of 25% on the share price at date of conversion, but in any case, not less than $3 per share. Optima will additionally get rights to vote some of the Series B Preferred. In any case, the total investment in the Company shall be not be less than 25% of the outstanding shares at the first anniversary of this Binding Term Sheet. | ||||||||||
Additional deposit, Description | The Company signed an Amendment to the Binding Term Sheet with Optima whereas Optima will make an additional deposit of $550 to the Company and whereas that additional deposit will be provided to the Company in the form of a Convertible Note as discussed in the Binding Term Sheet. It was also agreed that Optima will provide an additional amount of $1,450 to the Company which will be provided in a form of a Convertible Note. | ||||||||||
Limecom [Member] | |||||||||||
Stockholders' Equity (Textual) | |||||||||||
Common stock shares issued in consideration | $ 125,243 | ||||||||||
Optima [Member] | |||||||||||
Stockholders' Equity (Textual) | |||||||||||
Additional deposit | $ 200 | $ 550 | |||||||||
Private Placement [Member] | |||||||||||
Stockholders' Equity (Textual) | |||||||||||
Common stock shares issued | 16,667 | ||||||||||
Cash received | $ 50 | ||||||||||
Warrants to purchase common stock | 35,834 | 16,667 | |||||||||
Common stock at an exercise price | $ 3.25 | $ 3.25 | |||||||||
Securities Purchase Agreement [Member] | |||||||||||
Stockholders' Equity (Textual) | |||||||||||
Common Stock, Shares, Issued | 16,667 | ||||||||||
Fair market value | $ 79 | $ 50 | |||||||||
Common stock shares issued | 65,978 | ||||||||||
Common stock at an exercise price | $ 3.60 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 | |
Due from related parties | |||
Glocal Card Services | [1] | $ 36 | $ 36 |
Total Due from related parties | 36 | 36 | |
Related party payables, net of discounts | |||
Due to Next Communications, Inc. (current) | [2] | 2,972 | |
Due to Asiya Communications SAPI de C.V. (current) | [3] | 12 | 26 |
Michael DePrado (current) | [4] | 100 | |
Orlando Taddeo | [5] | 2,613 | |
Next Cala 360 (current) | [6] | 13 | 14 |
Total Due from related parties | $ 25 | $ 5,725 | |
[1] | Glocal Card Services is the Company's partner in the Glocal Joint Venture | ||
[2] | Next Communication, Inc. is a corporation in which our Chief Executive Officer holds a controlling interest and serves as the Chief Executive Officer. During the first calendar quarter of 2017, Next Communications, Inc. filed for bankruptcy protection. As a result, the related party payable is being handled by a court appointed trustee as an asset of Next Communications, Inc. On January 29, 2019, the United States Bankruptcy Court Southern District of Florida Miami Division approved a Plan of Reorganization for Next Communications, Inc., whereby Cuentas Inc. would pay $600 until April 29, 2019 to a specific creditor in consideration for the forgiveness of the balance of the payable balance. On March 5, 2019, Cuentas paid $50 to the trust account of the specific creditor. On April 30, 2019, Cuentas received a Notice of Default (the "Notice") from Genovese Joblove Battista contending that a $550 Payment was in default due to the non-payment ordered by the United States Bankruptcy Court Southern District of Florida Miami Division and the potential reinstatement of a $1,678 Final Judgment in favor of 100 NWT if not cured by May 11, 2019. On May 10, 2019, the Company paid $550 to the trust account of the specific creditor per the order and satisfied its obligation under the Approved Plan of the Reorganization for Next Communications, Inc., that was approved by the United States Bankruptcy Court Southern District of Florida Miami Division on January 29, 2019. | ||
[3] | Asiya Communications SAPI de C.V.is a telecommunications company organized under the laws of Mexico, in which the Company's Chief Executive Officer holds a substantial interest and is involved in active management. | ||
[4] | Michael De Prado is the Company's President. On February 28, 2019, the Company issued 66,402 shares of its common stock to a settle this debt. | ||
[5] | Amount due to Orlando Taddeo from the acquisition of Limecom. | ||
[6] | Next Cala 360, is a Florida corporation established and managed by the Company's Chief Executive Officer. |
Related Party Transactions (D_2
Related Party Transactions (Details 1) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Related Party Transaction [Line Items] | ||||
Total | $ 0 | $ 8,941 | $ 0 | $ 11,189 |
Related Party Revenues [Member] | ||||
Related Party Transaction [Line Items] | ||||
Next Communications, Inc. | 4,688 | 5,813 | ||
Asiya Communications SAPI de C.V. | 4,253 | 5,376 | ||
Total | $ 8,941 | $ 11,189 |
Related Party Transactions (D_3
Related Party Transactions (Details Textual) - USD ($) $ in Thousands | Apr. 30, 2019 | Feb. 28, 2019 | Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2018 | May 10, 2019 | Mar. 05, 2019 | Jan. 29, 2019 |
Related Party Transactions (Textual) | ||||||||||
Interest rate of related party | 9.00% | |||||||||
Revenues from related parties | $ 0 | $ 8,941 | $ 0 | $ 11,189 | ||||||
Accounts payable, related party | $ 600 | |||||||||
Common stock to settle this debt | 66,402 | |||||||||
Interest expense | $ 67 | $ 237 | ||||||||
Amount paid to trust account | $ 50 | |||||||||
Paid in trust account | $ 550 | |||||||||
Genovese Joblove Battista [Member] | ||||||||||
Related Party Transactions (Textual) | ||||||||||
Payment in default due | $ 550 | |||||||||
Potential reinstatement | $ 1,678 |
Customer Concentration (Details
Customer Concentration (Details) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Revenues [Member] | ||||
Customer Concentration (Textual) | ||||
Concentration risk, percentage | 10.00% | 78.00% | 10.00% | 51.00% |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) $ in Thousands | May 01, 2019 | Nov. 07, 2018 | Oct. 25, 2018 | Oct. 23, 2018 | Feb. 12, 2018 | Apr. 07, 2016 | Apr. 17, 2019 | Dec. 20, 2017 | Jun. 30, 2019 |
Commitments and Contingencies (Textual) | |||||||||
Commitments, description | The Company executed an agreement with a service provider to provide certain services for the Company. In addition to cash and stock compensation, the agreement requires 1% of the outstanding common share equivalent to be issued to the third party when the market capitalization of the Company reaches $500 and an additional 1% when it reaches $750. | ||||||||
Legal settlement alleging claim, description | Even though the Company made the agreed payment of $10 on January 2, 2017 and issued 12,002 shares as conversion of the $70 note as agreed in the settlement agreement. | ||||||||
Reimbursement of attorneys fees and costs | $ 528 | ||||||||
Monthly rental payments of lease | $ 5 | ||||||||
Future guaranteed payments under lease | $ 5 | ||||||||
Lease expiration date | Oct. 31, 2018 | ||||||||
Claim for related party | $ 473 | ||||||||
Service provider claiming breach of contract | $ 29 | ||||||||
Settlement agreement description | the Company signed a Settlement Agreement with Comdata, Inc. d/b/a Stored Value Solutions (“SVS”) whereby Cuentas will pay a total of $38 over a period of 7 months, starting July 1, 2019. Only in the event that the Company will default by failing to make timely payments, SVS may file in Kentucky for the judgment of $70. | ||||||||
Complaint in consideration | 5 | ||||||||
Commitments and contingencies description | The Demand originated from a Demand for Arbitration that Secure IP received from VoIP Capital International (VoIP) in March 2019 demanding $1,053 in damages allegedly caused by unpaid receivables that Limecom assigned to VoIP based on the RCS. | ||||||||
IDT Domestic Telecom, Inc [Member] | |||||||||
Commitments and Contingencies (Textual) | |||||||||
Claim for related party | $ 50 | ||||||||
Telco Cuba Inc [Member] | |||||||||
Commitments and Contingencies (Textual) | |||||||||
Service provider claiming breach of contract | $ 15 | ||||||||
Advertising and other expenses | $ 50 | ||||||||
Michael Naparstek [Member] | |||||||||
Commitments and Contingencies (Textual) | |||||||||
Claim for related party | $ 25 | ||||||||
Service provider claiming breach of contract for shares | 1,666,666 | ||||||||
Claiming breach of contract expense | $ 9 |
Subsequent Events (Details)
Subsequent Events (Details) - Subsequent Event [Member] $ in Thousands | Jul. 30, 2019USD ($) |
10/26/2019 [Member] | |
Convertible debt | $ 500 |
01/26/2020 [Member] | |
Convertible debt | $ 500 |
Subsequent Events (Details Text
Subsequent Events (Details Textual) - USD ($) $ / shares in Units, $ in Thousands | Aug. 05, 2019 | Aug. 02, 2019 | Jul. 30, 2019 | Feb. 28, 2018 | Jun. 30, 2019 | Jun. 30, 2018 |
Converted outstanding note | $ 27 | |||||
Issued shares of common stock | 309,497 | |||||
Subsequent Event [Member] | ||||||
Subsequent events, description | The Company and Dinar Zuz LLC executed a Subscription Agreement with the same terms as reflected in the Binding Term Sheet and its First Amendment. Under the Subscription Agreement Dinar Zuz LLC made an additional deposit of $250 and agreed to provide an additional amount of $1,000 to the Company which will be provided in a form of a Convertible Note. | |||||
Issued shares of common stock | 55,000 | |||||
Fair market value shares issuance | $ 50 | |||||
Subsequent Event [Member] | Dinar Zuz LLC [Member] | ||||||
Converted outstanding note | $ 1,000 | |||||
Conversion rate | $ 3 | |||||
Issued shares of common stock | 500,000 |