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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

~~Form~~ FORM 10-Q

☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 31, 2015
	Transition report pursuant section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from ________________ to ________________
Commission file number 000-53157

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

~~Telco~~For the ~~Cuba~~quarterly ~~Inc.~~period ended February 28, 2017

~~(Exact name of small business issuer as specified in its charter)~~or

~~Nevada~~☐ TRANSITION REPORT ~~(State~~PURSUANT ofTO ~~Incorporation)~~SECTION ~~98-0546544~~13 OR 15(~~I.R.S.~~d) ~~Employer~~OF ~~Identification~~THE ~~No.)~~SECURITIES EXCHANGE ACT OF 1934

~~2001~~For the ~~Hollywood~~transition ~~Blvd,~~period ~~Suite~~from ~~202,~~_____ ~~Hollywood,~~to FL_____ Commission ~~33020~~file ~~305-747-7647 (Address and telephone~~ number of ~~Registrant's~~the ~~principal~~issuing ~~executive offices)~~entity: 000-53157

Securities registered pursuant to Section 12(b) of the Act:		None
Securities registered pursuant to Section 12(g) of the Act:		Common Stock, par value $0.001(Title of Class)

TELCO CUBA, INC.

~~N.A~~ (Exact name of registrant as specified in its charter)

~~(Former Name, Former Address and Former Fiscal Year, if changed since last report)~~Nevada

~~Indicate by check mark whether the registrant:~~ (~~1) has filed all reports required to be filed by Section 13~~ State or ~~15(d)~~other ofjurisdiction ~~the Securities Exchange Act~~ of ~~1934~~incorporation ~~during the preceding 12 months (~~or ~~for such shorter period that the registrant was required to file such reports~~organization)~~, and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ]~~

~~Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non~~98-~~accelerated filer, or a smaller reporting company.~~0546544

I.R.S. Employer Identification Number

1311

(Primary Standard Industrial Code Classification Number)

454 S Yonge Street, Suite 3A, Ormond Beach, FL 32174

305-747-7647

(Address, including zip code, and telephone number, including area code of registrant’s principal executive offices)

Copies to:

Mr. William Sanchez

Chief Executive Officer

454 S Yonge Street, Suite 3A, Ormond Beach, FL 32174

305-747-7647

(Address, including zip code, and telephone number,

including area code, of agent for service)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes: ☒ No: ☐

Indicate by check mark whether the registrant has submitted electronically, every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes: ☒ No: ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company, in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☐	Accelerated filer ☐
Non-accelerated filer ☐	Smaller reporting company ☒

~~Indicate~~Emerging byGrowth ~~check~~Company ~~mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o Nox~~☐

~~The~~If an ~~number~~emerging ofgrowth ~~shares~~company, ofindicate ~~Common Stock held~~ by ~~non-affiliates,~~check asmark ofif ~~January~~the ~~28,~~registrant ~~2016~~has ~~was~~elected ~~123,106,039~~not ~~shares,~~to ~~all~~use ofthe ~~one~~extended ~~class~~transition ofperiod ~~common~~for ~~stock,~~complying with ~~$0.001~~any ~~par~~new ~~value,~~or ~~having~~revised anfinancial ~~aggregate~~accounting ~~market~~standards ~~value~~provided ofpursuant ~~$246,212~~to ~~based~~Section on13(a) ~~the closing price~~ of the ~~Registrant's~~Exchange ~~common stock of $0~~Act.~~002~~ ~~on January 28, 2016 as quoted on the Electronic Over-the-Counter Bulletin Board ("OTCPK").~~ ☐

Indicate by ~~the~~check ~~number~~mark ofwhether ~~shares outstanding of each of~~ the registrant's ~~classes~~is ofa ~~common~~shell ~~stock,~~company (as defined in Rule12b-2 of the ~~latest~~Act). ~~practicable~~Yes: ~~date.~~☐ No: ☒

~~Class:~~Securities registered ~~common~~pursuant ~~stock~~to -Section ~~$0.001~~12(b) ~~par~~of ~~value~~the ~~Outstanding at January 28, 2016~~Act: ~~123,106,039~~

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock		QBAN		OTCPK

The number of shares of Common Stock, as February 28, 2017 was 235,141,501, $0.001 par value, having an aggregate market value of $188,113 based on the closing price of the Registrant's common stock of $0.0008 on February 28, 2017 as quoted on the Electronic Over-the-Counter Bulletin Board ("OTCPK").

DOCUMENTS INCORPORATED BY REFERENCE

~~None~~List hereunder the following documents if incorporated by reference and the Part of the Form 10-K (e.g., Part I, Part II, etc.) into which the document is incorporated: (1) Any annual report to security holders; (2) Any proxy or information statement and (3) Any prospectus filed pursuant to Rule 424(b) or (c) under the Securities Act of 1933. The listed documents should be clearly described for identification purposes (e.g., annual report to security holders for fiscal year ended December 24, 1980).

~~Part I – FINANCIAL INFORMATION~~None

~~ITEM~~TABLE OF ~~1. FINANCIAL STATEMENTS~~CONTENTS

TELCO CUBA, INC.

PART I	1
Item 1. Financial Statements	2
Condensed Consolidated Balance Sheets (Unaudited)	2
Condensed Consolidated Statements of Operations (Unaudited)	3
Condensed Consolidated Statements of Stockholders’ (Deficit) (Unaudited) February 29, 2016	4
Condensed Consolidated Statements of Stockholders’ (Deficit) (Unaudited) February 28, 2017	5
Condensed Consolidated Statements Of Cash Flows	6
Notes to the Condensed Consolidated Financial Statements	7
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.	16
Item 3. Quantitative and Qualitative Disclosures About Market Risk.	22
Item 4. Controls and Procedures.	22

PART II	23
Item 1. Legal Proceedings.	23
Item 1A. Risk Factors.	23
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.	23
Item 3. Defaults Upon Senior Securities.	23
Item 4. [Removed and Reserved]	23
Item 5. Other Information.	23
Item 6. Exhibits	24
Signature	25

PART I

Item 1. Financial Statements

Telco Cuba, Inc.

Condensed Consolidated Balance Sheets

(Unaudited)

Table of Contents	Pages
	February 28, 2017			November 30, 2016
Unaudited Condensed Balance Sheets	F-1
ASSETS
Unaudited Condensed Statements of Operations	F-2
CURRENT ASSETS:
Unaudited Condensed Statement of Cash Flows	F-3
Cash	$	9,362		$	21,414
Notes to Unaudited Condensed Financial Statements	F-4 to F-14
Accounts receivable		3,609			—
Deposits		1,500			—
Inventories		5,450			5,450
TOTAL CURRENT ASSETS		19,921			26,864
FIXED ASSETS (net of accumulated depreciation of $6,949 in 2017 and $6,686 in 2016)		11,750			14,738
TOTAL ASSETS	$	31,671		$	41,602
LIABILITIES AND STOCKHOLDERS' DEFICIT
CURRENT LIABILITIES:
Accounts payable	$	201,283		$	167,854
Accrued expenses		2,264,918			2,088,082
Notes payable – related parties		135,221			120,577
Convertible debentures – related parties		15,000			15,000
Notes payable		2,156,626			2,236,446
Convertible debentures		540,344			621,843
Derivative liability		177,390			132,098
TOTAL CURRENT LIABILITIES		5,490,782			5,381,900
TOTAL LIABILITIES	$	5,490,782		$	5,381,900
STOCKHOLDERS' DEFICIT:
Preferred A stock, $.001 par value; authorized shares - 100,000 shares authorized; 55,555 issued and outstanding		56			56
Preferred B stock, $.001 par value; authorized shares - 100,000 shares authorized; 82,544 issued and outstanding		82			82
Preferred C stock, $.001 par value; authorized shares - 200,000 shares authorized, issued and outstanding		200			200
Common stock, $.001 par value; authorized shares - 975,000,000 shares; 235,141,501 in 2017 and 214,631,331 shares in 2016 issued and outstanding		235,141			214,631
Additional paid-in capital		583,760			558,926
Accumulated deficit		(6,278,350	)		(6,114,193	)
TOTAL STOCKHOLDERS' DEFICIT	$	(5,459,111	)	$	(5,340,298	)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$	31,671		$	41,602

TELCO CUBA, INC.
CONDENSED CONDSOLIDATED BALANCE SHEETS (Unaudited)
ASSETS
	August 31, 2015	November 30, 2014
CURRENT ASSETS:
Cash	$ 31,805	$ 16,091
Accounts receivable	3,689	5,690
Prepaid expenses	25,000	-
TOTAL CURRENT ASSETS	60,494	21,781
FIXED ASSETS
Fixed assets, net of depreciation	12,644	1,645
FIXED ASSETS	12,644	1,645
OTHER ASSETS	4,569	1,632
TOTAL ASSETS	$ 77,707	$ 25,058
LIABILITIES AND STOCKHOLDERS' (DEFICIT) EQUITY
CURRENT LIABILITIES:
Accounts payable	$ 107,185	$ -
Accrued expenses	572,212	-
Accrued payroll	1,297,949	-
Convertible debentures (net of debt discount of $116,667 and $0)	372,108	-
Notes payable	2,233,331	-
Due to former CEO	16,022	-
Due to officers	72,188	15,100
Derivative liability	1,057,554	-
TOTAL CURRENT LIABILITIES	5,728,549	15,100
STOCKHOLDERS' DEFICIT:
Preferred stock, $0.001 par value; authorized shares – 1,000,000 shares;
Series A Preferred Stock, $0.001 par value; 100,000 shares designated; 3,000 and -0- issued and outstanding respectively	3	-
Series B Preferred Stock, $0.001 par value; 100,000 shares designated; 78,600 and 50,088 issued and outstanding; respectively	79	50
Common stock, $0.001 par value; authorized shares - 500,000,000 shares; 72,023,543 and -0- shares issued and outstanding; respectively	72,023	-
Additional paid-in capital	-	950
(Deficit) Surplus accumulated	(5,722,947)	8,958
TOTAL STOCKHOLDERS' (DEFICIT) EQUITY	(5,650,842)	9,958
	$ 77,707	$ 25,058
See notes to unaudited condensed consolidated financial statements

The accompanying notes are an integral part of these condensed consolidated financial statements

~~F-1~~2

TELCO CUBA, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
	For the three months ended		For the nine months ended
	August 31, 2015	August 31, 2014	August 31, 2015	August 31, 2014
REVENUES:
Sales	$ 38,747	$ 56,510	$ 125,812	$ 186,108
TOTAL REVENUES	38,747	56,510	125,812	186,108
GROSS PROFIT	38,747	56,510	125,812	186,108
OPERATING EXPENSES:
General and administrative	172,055	45,098	226,387	120,517
TOTAL OPERATING EXPENSES	172,055	45,098	226,387	120,517
OPERATING INCOME (LOSS)	(133,308)	11,412	(100,575)	65,591
OTHER INCOME & EXPENSE:
Interest expense	(990,665)	-	(990,665)	-
Extinguishment of debt	14,963	-	14,963	-
Change in fair value of derivative liability	897,428	-	897,428	-
NET INCOME (LOSS)	$ (211,582)	$ 11,412	$ (178,849)	$ 65,591
BASIC INCOME (LOSS) PER SHARE	$ (0.00)	NA	$ (0.01)	NA
DILUTED INCOME (LOSS) PER SHARE	$ (0.00)	$ 0.00	$ (0.01)	$ 0.00
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING
Basic	51,551,229	-	17,309,172	-
Diluted	51,551,229	250,440,000	17,309,172	250,440,000
See notes to unaudited condensed consolidated financial statements
		F-2

Telco Cuba, Inc.

TELCO CUBA, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS Unaudited
	For the nine months ended
	August 31, 2015	August 31, 2014
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income (loss)	$ (178,849)	$ 65,591
Adjustments to reconcile net income (loss) to net cash used in operating activities:
Depreciation	1,108	808
Amortization of debt discount	23,333	-
Change in fair value of derivative liability	(897,428)	-
Bad debt expense	-	13,333
Extinguishment of debt	(14,963)	-
Non-cash interest	893,168	-
Change in operating assets and liabilities:
Increase in prepaid expenses and other assets	(27,937)	-
Decrease in accounts receivable	2,001	8,633
Increase in due to related party	1,381	-
Increase in accounts payable and accrued expenses	91,483	-
NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES	(106,703)	88,365
CASH FLOWS USED IN INVESTING ACTIVITIES
Purchase of fixed assets	(12,107)	(3,564)
NET CASH USED IN INVESTING ACTIVITIES	(12,107)	(3,564)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issuance of convertible debentures	140,000	-
Borrowings from officers	55,707	-
Distributions to shareholder	(61,183)	(81,276)
NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES	134,524	(81,276)
NET INCREASE IN CASH	15,714	3,525
CASH - BEGINNING OF PERIOD	16,091	10,381
CASH - END OF PERIOD	$ 31,805	$ 13,906
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid for interest	$ -	$ -
Cash paid for taxes	$ -	$ -
NON-CASH INVESTING AND FINANCING ACTIVITIES:
Common Stock issued in conversion of debentures	$ 5,000	$ -
Preferred Stock issued in connection with share exchange	$ 5,425,768	$ -
Common Stock issued on conversion of series B preferred stock	$ 24,395	$ -
Accrued interest reclassified to convertible debentures	$ 16,965	$ -
Debt discount on convertible notes	$ 140,000	$ -
Initial Derivative liability	$ 893,168	$ -
Insufficient APIC re-class to accumulated deficit	$ 81,914	$ -
See notes to unaudited condensed consolidated financial statements

Condensed Consolidated Statements of Operations

F-3

TELCO CUBA, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

For the Nine Months Ended August 31, 2015 and 2014

(Unaudited)

Note 1 - Nature of Operations and Going Concern


	February 28, 2017			February 29, 2016
REVENUES	$	31,679		$	38,149
OPERATING EXPENSES		97,972			177,645
OPERATING (LOSS)		(66,293	)		(139,496	)

OTHER (INCOME) EXPENSE:
Interest expense		52,975			301,758
Change in fair value of derivative liability		44,889			(721,873	)
Extinguishment of debt		—			(214,036	)
TOTAL OTHER (INCOME) EXPENSE		97,864			(634,151	)

NET (LOSS) INCOME	$	(164,157	)	$	494,655


NET (LOSS) INCOME PER SHARE:
BASIC	$	(0.0007	)	$	0.0039
DILUTED	$	(0.0007	)	$	0.0005
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING
BASIC		223,366,678			125,412,657
DILUTED		1,200,845,875			954,725,174

~~Nature~~The accompanying notes are an integral part of ~~Operations~~these condensed consolidated financial statements

Telco Cuba Inc., (fka CaerVision Global, Inc. fka American Mineral Group Inc.) (the "Company") was incorporated in the State of Nevada on August 10, 2007 under the name American Mineral Group, Inc. On January 9, 2015, the outstanding shareholders of the Company voted to change the name of the Company from American Mineral Group, Inc. to CaerVision Global, Inc. in order to better reflect the planned change in the Company’s future operations. 3

~~On January 26~~Telco Cuba, ~~2015, the Company entered into a stock purchase definitive agreement with Vitall,~~ Inc., a Delaware corporation, whereby the Company agreed to issue 15,000,000 shares of common stock for 100% of the issued and outstanding capital of Vitall, Inc. On March 17, 2015, Vitall, Inc. terminated the merger agreement due to non-performance on the part of the Company. As a result, the name CaerVision Global, Inc. was surrendered back to its original owner.

~~Until~~Condensed Consolidated ~~June~~Statements ~~12, 2015, the Company was engaged exclusively in the exploration, development, and acquisition~~ of ~~mineral~~Stockholders’ ~~properties.~~ (Deficit)

Merger

On June 12, 2015 the Company consummated a Share Exchange with Amgentech, Inc., a Florida corporation. Under the terms of the Share Exchange, the holders of Amgentech received 50,088 shares of CaerVision Series B Preferred Stock that had been previously issued to third parties in exchange for 100% of the issued and outstanding capital of Amgentech. Each shares of Series B preferred stock is convertible into 5,000 shares of common stock (254,440,000 shares total) and has voting rights of 5,000 per share (254,440,000 votes). As a result of this transaction, Amgentech became a wholly-owned subsidiary of the Company with control transferring to the previous owners of Amgentech. Amgentech elected to be treated as the successor issuer for SEC reporting and accounting purposes. The Share Exchange was accounted for as a reverse acquisition and re-capitalization. The Amgentech Shareholders obtained approximately 60% of voting control on the date of Share Exchange. On June 15, 2015, the Company appointed William Sanchez to the position of CEO, CFO, President, Treasurer and Secretary. At the same time, Erwin Vahlsing Jr., Thomas J Craft Jr. and Frederick J Puccillo Jr., resigned their positions as officers and directors of the Company.

In accordance with Accounting Standards Codification (“ASC”) 805-10-40, Business Combinations – Reverse Acquisitions, Amgentech was the acquirer for financial reporting purposes and the Company was the acquired company. The Company filed an amendment to its articles of incorporation and changed its name to Telco Cuba, Inc.

The following table summarizes the assets acquired and liabilities assumed from the reverse acquisition transaction:

Cash			$ 2
Account payable			(99,983)
Accrued payroll			(1,297,949)
Convertible debenture			(336,810)
Accrued interest			(454,477)
Accrued expenses			(64,000)
Due to officers			(17,406)
Notes payable			(2,233,331)
Derivative liability			(921,814)
Total			$ 5,425,768

F-4

TELCO CUBA, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

For the Nine Months Ended August 31, 2015 and 2014

(Unaudited)

In accordance with “reverse merger” accounting treatment, our historical financial statements as of period ends, and for periods ended, prior to the Merger will be replaced with the historical financial statements of Amgentech prior to the Merger in all future filings with the SEC, beginning with this Quarterly Report. Prior to the Merger, we were a “shell company” (as such term is defined in Rule 12b-2 under the Securities Exchange Act of 1934, as amended). As a result of the Merger, we ceased to be a shell company. All reference to common stock shares and per share amounts have been retroactively restated to effect the reverse acquisition as if the transaction had taken place as of the beginning of the earliest period presented.



	Preferred A Stock ($.0001 par value)						Preferred B Stock ($.0001 par value)					Preferred C Stock ($.0001 par value)				Common Stock ($.0001 par value)				Additional Paid-in-Capital			Accumulated Deficit			Total Stockholders’ Deficit
	Shares			Amount			Shares			Amount		Shares		Amount		Shares		Amount

Balance, November 30, 2015		3,000		$	3			71,344		$	71		100,000	$	100		123,106,139	$	123,106	$	467,247		$	(6,758,480	)	$	(6,167,953	)
Preferred A shares returned to Company		(3,000	)		(3	)
Issuance of stock for:
Note payable conversion																	16,025,192	$	16,025	$	(8,672	)				$	7,353
Conversion of Preferred B to common shares								(240	)	$	—						1,200,000	$	1,200	$	(1,200	)					—
Net Income															-								$	494,655		$	494,655

Balance, February 29, 2016		—						71,104		$	71		100,000	$	100		140,331,331	$	140,331	$	457,375		$	(6,263,825	)	$	(5,665,945	)

Amgentech, Inc. is a Florida based Corporation engaged in the business of providing technology solutions, integrating and building technology infrastructure and software and website development. Amgentech, Inc. also offers managed collocated and leased servers. Originally founded in 2001, Amgentech, Inc. has been providing Internet based solutions, VoIP infrastructure and consulting services for over 14 years to diverse clients in The accompanying ~~United~~notes ~~States~~are ofan ~~America,~~integral ~~the~~part ~~counties~~ of ~~El Salvador, Nicaragua, Costa Rica, Panama, Colombia and Venezuela. Amgentech, Inc. continues to provide~~ these ~~same~~condensed ~~services,~~c ~~in addition to providing the technical and Internet know how to implement the technological vision that is envisioned for Telco Cuba, Inc., Amgentech will be the sole technical services provider.~~statements

~~General~~4

~~The accompanying condensed consolidated financial statements as of August 31~~Telco Cuba, ~~2015 and for the three and nine months ended August 31, 2015 and 2014 are unaudited~~Inc. These unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States ("GAAP") for interim financial information and are presented in accordance with the requirements of Rule S-X of the Securities and Exchange Commission (the "SEC") and with the instructions to Form 10-Q. 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, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Our operating results for the three and nine months ended August 30, 2015 are not necessarily indicative of the results that may be expected for the fiscal year ending November 30, 2015.

~~The~~Condensed Consolidated ~~condensed~~Statements ~~financial statements as~~ of ~~November~~Stockholders’ 30, 2014 were unaudited. These unaudited condensed consolidated financial statements represent the financial position of Amgentech, Inc. as of November 30, 2014 and the results of operations for the three and nine months ended August 31, 2015 and 2014, as the reporting entity. For pro-forma consolidated information, refer to Note 9.(Deficit)

Going Concern

The accompanying unaudited condensed financial statements have been prepared on the basis of accounting principles applicable to a going concern; accordingly, they do not give effect to adjustment that would be necessary should the Company be unable to continue as a going concern and therefore be required to realize its assets and retire its liabilities in other than the normal course of business and at amounts different from those in the accompanying financial statements. As shown in the accompanying unaudited condensed financial statements, the Company incurred a net loss of $178,849 for the nine months ended August 31, 2015, has an accumulated deficit of $5,722,947 and also has working capital deficit of $5,668,055 at August 31, 2015.

Management plans to raise cash from public or private debt or equity financing, on an as needed basis and in the longer term, to generate revenues from the acquisition, exploration and development of mineral interests, if found. The Company's ability to continue as a going concern is dependent upon achieving profitable operations and/or upon obtaining additional financing. The outcome of these matters cannot be predicted at this time.

The accompanying unaudited condensed financial statements do not include any adjustments related to the recoverability or classification of asset-carrying amounts or the amounts and classification of liabilities that may result should the Company be unable to continue as a going concern.

F-5

TELCO CUBA, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

For the Nine Months Ended August 31, 2015 and 2014

(Unaudited)

Note 2 - Significant Accounting Policies


	Preferred A Stock ($.0001 par value)				Preferred B Stock ($.0001 par value)				Preferred C Stock ($.0001 par value)				Common Stock ($.0001 par value)				Additional Paid-in-Capital			Accumulated Deficit			Total Stockholders’ Deficit
	Shares		Amount		Shares		Amount		Shares		Amount		Shares		Amount

Balance, November 30, 2016		55,555	$	56		82,544	$	82		200,000	$	200		214,631,331	$	214,631	$	558,926		$	(6,114,193	)	$	(5,340,298	)
Stock based compensation														10,510,270	$	10,510	$	(166	)				$	10,344
Note payable conversion														10,000,000	$	10,000	$	25,000					$	35,000
Net (Loss)				-				-				-								$	(164,157	)	$	(164,157	)

Balance, February 28, 2017		55,555	$	56		82,544	$	82		200,000	$	200		235,141,501	$	235,141	$	583,760		$	(6,278,350	)	$	(5,459,111	)

The accompanying notes are an integral part of these condensed consolidated financial statements

Telco Cuba, Inc.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS


	For the quarters ended
	February 28,			February 29,
	2017			2016

CASH FLOWS FROM OPERATING ACTIVITIES:
Net (Loss) Income	$	(164,157	)	$	494,655
Adjustments to reconcile net income to net cash used in operating activities:
Change in fair value of derivative		44,889			(721,873	)
Discount amortization		—			—
Stock based compensation		10,344			—
Depreciation		2,989			—
Changes in operating assets and liabilities:
Accounts receivable		(5,109	)		(953	)
Inventory		—			—
Deposits		—			3,453
Accounts payable and accrued expenses		210,667			144,603
NET CASH GENERATED (USED) IN OPERATING ACTIVITIES		99,623			(80,115	)

CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from Sale of Stock		—			—
Proceeds from Borrowing		—			287,267
Principal Payments on Debt		(111,675	)		(149,150	)
Distributions to shareholder		—			(62,137	)
NET CASH PROVIDED (USED) BY FINANCING ACTIVITIES		(111,675	)		75,980

NET (DECREASE) INCREASE IN CASH		(12,052	)		(4,135	)

CASH - BEGINNING OF PERIOD		21,414			11,727

CASH - END OF PERIOD	$	9,362		$	7,592

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid for interest	$	—		$	—

NON-CASH INVESTING AND FINANCING ACTIVITIES:
Preferred B Stock conversion to common shares	$	—		$	1,200
Stock issued in connection with conversion of debentures	$	2,000		$	7,353

The accompanying notes are an integral part of these condensed consolidated financial statements

Telco Cuba, Inc.

Notes to the Condensed Consolidated Financial Statements

1. Nature of Operations and Going Concern

Telco Cuba, Inc. (fka CaerVision Global, Inc., fka American Mineral Group Minerals Inc.) (the "Company") was incorporated in the State of Nevada on August 10, 2007. Up until June 12, 2015, the company was previously engaged in the exploration, development, and acquisition of mineral properties.

On June 12, 2015, the Company consummated a Share Exchange with Amgentech, Inc., a Florida corporation. Under the terms of the Share Exchange, the holders of Amgentech received 50,088 shares of Series B Preferred Stock that had been previously issued to third parties in exchange for 100% of the issued and outstanding capital of Amgentech. Each share of Series B preferred is convertible into 5,000 shares of common stock (254,440,000 shares total) and has voting rights of 5,000 per share (254,440,000 votes). As a result of this transaction, Amgentech became a wholly owned subsidiary of the Company with control transferring to the previous owners of Amgentech. Amgentech elected to be treated as the successor issuer for SEC reporting and accounting purposes. The Share Exchange was accounted for as a reverse acquisition and re-capitalization. The Amgentech Shareholders obtained approximately 60% of voting control on the date of Share Exchange. Amgentech was the acquirer for financial reporting purposes and the Company was the acquired company. The Company filed an amendment to its articles of incorporation and changed its name to Telco Cuba, Inc. Telco Cuba is foremost a technology solutions service provider offering services under the brand names “Amgentech” and “Telco Cuba”.

Going Concern

The accompanying financial statements have been prepared on the basis of accounting principles applicable to a going concern; accordingly, they do not give effect to adjustments that would be necessary should the Company be unable to continue as a going concern and therefore be required to realize its assets and retire its liabilities in other than the normal course of business and at amounts different from those in the accompanying financial statements. As shown in the accompanying financial statements, the Company has an accumulated deficit of $4.962 million. The Company currently does not have the cash resources to meet its operating commitments for the next twelve months and expects to have ongoing requirements for capital investment or debt to implement its business plan. These factors, among others, raise substantial doubt that the Company will be able to continue as a going concern for a reasonable period of time. Management plans to raise cash from public or private debt or equity financing, on an as needed basis. The Company's ability to continue as a going concern is in substantial doubt unless it can achieve profitable operations and/or upon obtaining additional financing. The outcome of these matters cannot be predicted at this time.

2. Basis of Presentation

We prepared our interim consolidated condensed financial statements that accompany these notes in conformity with GAAP, consistent in all material respects with those applied in our Annual Report on Form 10-K for the fiscal year ended November 30, 2016 (2016 Form 10-K). We have made estimates and judgments affecting the amounts reported in our consolidated condensed financial statements and the accompanying notes. The actual results that we experience may differ materially from our estimates. The interim financial information is unaudited, and reflects all normal adjustments that are, in our opinion, necessary to provide a fair statement of results for the interim periods presented. This report should be read in conjunction with the consolidated financial statements in our 2016 Form 10-K.

Telco Cuba, Inc.

Notes to the Condensed Consolidated Financial Statements

3. Significant Accounting Policies

a) Accounting Principles

The accounting and reporting policies of the Company conform to United States generally accepted accounting principles.

b) Basic and Diluted Loss per Share

~~Principles~~Basic and diluted loss per share is based on the weighted average number of ~~Consolidation~~shares outstanding. Fully diluted shares are calculated as follows:

Telco Cuba, Inc. and its subsidiaries, are encompassed in the following entities, which have been consolidated in the accompanying financial statements:


	February 28, 2017		February 29, 2016
Weighted average shares – basic		223,366,678		125,412,657
Convertible debentures		499,204,197		473,782,517
Convertible Preferred Stock		478,275,000		355,530,000
Weighted average shares – fully diluted		1,200,845,875		954,725,174

Amgentech, Inc.

100% owned by Telco Cuba, Inc.

All intercompany balances have been eliminated in consolidation.

b) Basic and Diluted Loss Per Share

Basic and diluted loss per share is based on the weighted average number of shares outstanding. Potential common shares includable in the computation of fully diluted per share results are not presented in the financial statements as their effect would be anti-dilutive.

At August 31, 2015, the Company has convertible notes outstanding totaling $488,775 which, if converted at current market prices, would result in 78,635,000 new dilutive common shares. The Company also has 3,000 shares of Series A Preferred stock and 78,600 shares of Series B Preferred stock which if converted would result in 396,000,000 new dilutive common shares.

c) Fair Value Measurements

Valuation Hierarchy

ASC 820 ~~825-10~~establishes ~~defines~~a ~~fair~~valuation ~~value~~hierarchy asfor ~~the~~disclosure ~~price~~of ~~that~~the ~~would~~inputs beto ~~received~~valuation ~~from~~used ~~selling~~to anmeasure ~~asset~~fair orvalue. ~~paid~~This tohierarchy ~~transfer~~prioritizes the ainputs ~~liability~~into inthree anbroad ~~orderly~~levels ~~transaction~~as ~~between~~follows. ~~market~~Level ~~participants~~1 atinputs ~~the~~are ~~measurement~~quoted ~~date.~~prices ~~When~~(unadjusted) ~~determining~~in ~~the~~active ~~fair~~markets ~~value measurements~~ for identical assets ~~and~~ or liabilities. ~~required~~Level or2 ~~permitted~~inputs toare bequoted ~~recorded~~prices atfor ~~fair~~similar ~~value,~~assets ~~the~~and ~~Company~~liabilities ~~considers~~in ~~the~~active ~~principal~~markets or ~~most~~inputs ~~advantageous market in which it would transact and considers assumptions~~ that ~~market~~are ~~participants~~observable ~~would use when pricing~~ for the asset or liability, ~~such~~either asdirectly ~~inherent~~or ~~risk,~~indirectly ~~transfer~~through ~~restrictions~~market corroboration, ~~and~~for ~~risk~~substantially ~~of nonperformance.~~the ~~ASC~~full ~~825-10~~term ~~establishes~~of athe ~~fair~~financial instrument. ~~value~~Level ~~hierarchy~~3 ~~that~~inputs ~~requires~~are anunobservable ~~entity~~inputs tobased ~~maximize~~on the ~~use~~Company’s ofown ~~observable~~assumptions ~~inputs~~used to measure assets and ~~minimize~~liabilities at ~~the~~fair ~~use~~value. ofA ~~unobservable~~financial ~~inputs~~asset ~~when~~or ~~measuring~~liability’s ~~fair~~classification ~~value.~~within ~~ASC~~the ~~825-10~~hierarchy ~~establishes~~is ~~three~~determined ~~levels~~based ofon ~~inputs~~the ~~that~~lowest ~~may~~level beinput that ~~used~~is significant to ~~measure~~the fair value: measurement.

~~Level~~The following 1table -provides ~~Quoted~~the ~~prices~~assets inand ~~active~~liabilities ~~markets~~carried ~~for~~at ~~identical~~fair ~~assets~~value ormeasured ~~liabilities.~~on a recurring and non-recurring basis as of February 28, 2017, and November 30, 2016:

~~Level 2 - Observable inputs other than Level 1 prices such as quoted prices for similar assets or~~ Derivative liabilities; quoted prices in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which all significant inputs are observable or can be derived principally from or corroborated by observable market data for substantially the full term of the assets or liabilities.

Level 3 - Unobservable inputs to the valuation methodology that are significant to the measurement of fair value of assets or liabilities.


Fair Value Measurements
		Total Carrying value		Quoted prices in active markets (Level 1)	Significant other observable inputs (Level 2)	Significant unobservable inputs (Level 3)
	February 28, 2017	$	177,390			$	177,390
	November 30, 2016	$	132,098			$	132,098

To The ~~the~~derivative ~~extent~~liabilities ~~that valuation is based on models or inputs that~~ are ~~less~~measured ~~observable~~at ~~or unobservable in the market, the determination of~~ fair value ~~requires~~using ~~more~~quoted ~~judgment.~~market Inprices ~~certain~~and ~~cases,~~estimated ~~the~~volatility ~~inputs~~factors ~~used~~based toon ~~measure~~historical quoted ~~fair~~market ~~value~~prices ~~may fall into different levels of the fair value hierarchy. In such cases,~~ for ~~disclosure purposes,~~ the ~~level~~Company’s incommon ~~the~~stock ~~fair~~and ~~value~~are ~~hierarchy~~classified within ~~which~~Level ~~the~~3 ~~fair~~of ~~value measurement is disclosed is determined based on~~ the ~~lowest~~valuation ~~level input that is significant to the fair value measurement~~hierarchy.

~~F-6~~8

~~TELCO CUBA~~Telco Cuba, ~~INC~~Inc.

~~NOTES~~Notes to TOthe ~~CONDENSED~~Condensed ~~CONSOLIDATED~~Consolidated ~~FINANCIAL~~Financial ~~STATEMENTS~~Statements

~~For~~ The fair value of the ~~Nine~~derivative ~~Months~~liabilities ~~Ended~~was ~~August~~calculated ~~31,~~using ~~2015~~the Black-Scholes Option Pricing model under the assumptions detailed in Note 8. Gains and ~~2014~~losses (realized and unrealized) are included in earnings.

~~(Unaudited)~~The Company did not have any Level 1 or Level 2 assets or liabilities as of February 28, 2017, and November 30, 2016, and had Level 3 liabilities consisting of notes payable. The carrying amount of the notes payable at February 28, 2017, and November 30, 2016, approximate their respective fair value based on the Company’s incremental borrowing rate.

~~Items~~Cash and ~~recorded~~cash orequivalents include ~~measured~~money atmarket ~~fair~~securities ~~value~~that onare aconsidered ~~recurring~~to ~~basis~~be inhighly ~~the~~liquid ~~accompanying~~and ~~unaudited~~easily ~~condensed~~tradable. ~~consolidated~~These ~~financial~~securities are ~~statements~~valued ~~consisted~~using ofinputs ~~the~~observable ~~following~~in ~~items~~active markets for identical securities and are therefore classified as ofLevel 1 ~~August~~within ~~31,~~our fair ~~2015:~~value hierarchy.

				Fair Value Measurements at August 31, 2015
		Total Carrying Valued at August 31, 2015		Quoted prices in active markets (Level 1)		Significant other observable inputs (Level 2)		Significant unobservable inputs (Level 3)
Derivative liabilities	$	1.057,554	$	-	$	-	$	1,057,554

In addition, FASB ASC 825-10-25 Fair Value Option was effective at the time of adoption. ASC 825-10-25 expands opportunities to use fair value measurements in financial reporting and permits entities to choose to measure many financial instruments and certain other items at fair value. The Company did not elect the fair value options for any of its qualifying financial instruments.

The derivative liabilities are measured at fair value using quoted market prices and estimated volatility factors based on historical quoted market prices for the Company’s common stock, and are classified within Level 3 of the valuation hierarchy.

The following is a reconciliation of the beginning and ending balances for assets and liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3):

	August 31, 2015
Beginning balance	$	-
Derivative liabilities recorded per merger		921,814
Initial measurement at issuance date of the notes		1,033,168
Change in derivative liability during the period ended August 31, 2015		(897,428)
Ending balance	$	1,057,554

d) Income Taxes

~~The~~Income taxes ~~Company~~are ~~accounts~~accounted for ~~income~~in ~~taxes~~accordance ~~under~~with ~~ASC~~the ~~Topic~~provisions ~~740,~~of ~~formerly~~FASB ~~SFAS~~ASC ~~No. 109~~740, Accounting for Income Taxes,. asDeferred ~~clarified~~tax byassets ~~ASC~~and ~~Topic~~liabilities are ~~740,~~recognized ~~formerly~~for ~~FASB~~the ~~Interpretation~~future ~~No.~~tax ~~48,~~consequences ~~Accounting~~attributable ~~for~~to ~~Uncertainty~~differences inbetween ~~Income~~the ~~Taxes,~~financial ~~(“FIN~~statement ~~No.~~carrying ~~48”).~~amounts ~~Deferred~~of ~~tax~~ existing assets and liabilities ~~are~~and ~~determined~~their ~~based~~respective ~~upon differences between financial reporting and~~ tax bases. ofDeferred tax assets and liabilities ~~and~~ are measured using ~~the~~ enacted tax rates ~~and~~expected to ~~laws~~apply ~~that~~to ~~will~~taxable beincome in ~~effect~~the ~~when~~years ~~the~~in which those temporary differences are expected to ~~reverse~~be recovered or settled. AThe ~~valuation~~effect ~~allowance~~on isdeferred tax ~~provided~~assets ~~when~~and itliabilities of a change in tax rates is ~~more~~recognized ~~likely~~in ~~than~~income ~~not~~in the period that ~~some~~includes ~~portion~~the orenactment ~~all~~date. ofValuation allowances aare established, when necessary, to reduce deferred tax ~~asset~~assets ~~will~~to ~~not~~the amounts expected to be realized.

The Company adopted the provisions of ASC Topic 740, formerly FIN No. 48 on January 1, 2007. Previously, the Company had accounted for tax contingencies in accordance with Statement of Financial Accounting Standards No. 5, Accounting for Contingencies. As required by ASC Topic 450, formerly FIN No. 48, the Company recognizes the financial statement benefit of a tax position only after determining that the relevant tax authority would more likely than not sustain the position following an audit. For tax positions meeting the more-likely-than-not threshold, the amount recognized in the financial statements is the largest benefit that has a greater than 50 percent likelihood of being realized upon ultimate settlement with the relevant tax authority. At the adoption date, the Company applied ASC Topic 740, formerly FIN No. 48 to all tax positions for which the statute of limitations remained open. As a result of the implementation of ASC Topic 740, formerly FIN No. 48, the Company did not recognize any change in the liability for unrecognized tax benefits.

The Company is subject to income taxes in the U.S. federal jurisdiction. Tax regulations within each jurisdiction are subject to the interpretation of the related tax laws and regulations and require significant judgment to apply. With few exceptions, the Company is no longer subject to U.S. federal, state and local income tax examinations by tax authorities for the years before April 1, 2007.

The Company is not currently under examination by any federal or state jurisdiction.

The Company’s policy is to record tax-related interest and penalties as a component of operating expenses.

F-7

TELCO CUBA, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

For the Nine Months Ended August 31, 2015 and 2014

(Unaudited)

e) Cash and Cash Equivalents

For purposes of the statement of cash flows, cash includes demand deposits, saving accounts and money market accounts. The Company considers all highly liquid instruments with maturities of three months or less when purchased to be cash equivalents.

f) Revenue Recognition

The Companies follow the guidance of the FASB ASC 605-10-S99 “Revenue Recognition Overall – SEC Materials”. The Companies record revenue when persuasive evidence of an arrangement exists, product delivery has occurred, the sales price to the customer is fixed or determinable, and collectability is reasonably assured. Revenues consist primarily of product sales.

g) Estimates

The preparation of financial statements in conformity with US generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements, and the reported amounts of revenues and expenditures during the reporting period. Actual results could differ from those reported.

~~h) Foreign Currency Transaction Gains and Losses~~9

~~The Company’s principle operations are located in the United States through it has some prior liabilities in Canadian dollars. Accordingly~~Telco Cuba, ~~the Company has used the balance sheet conversion rate to adjust the foreign currency liability and therefor has recorded a foreign currency transaction gain or loss~~Inc. Cumulative differences resulting from the fluctuation in the exchange rate are recorded as an offset to equity in the balance sheet and recorded as a component of comprehensive loss on the income statement.

~~i) Accounts~~Notes to ~~receivable~~the ~~and~~Condensed ~~concentration~~Consolidated ofFinancial ~~credit risk~~ Statements

~~The~~h) Accounts ~~Company currently has accounts~~ receivable ~~of $3,689 which is spread out over multiple customers,~~ and ~~therefore,~~concentration ~~does~~of ~~not currently foresee a concentrated~~ credit risk associated with trade receivables. If and when the Company experiences a marked increase in trade receivables, we will evaluate the receivable in light of the collectability in the normal course of business.

~~j) Reclassifications~~The Company provides credit to its clients in the form of payment terms. The Company limits its credit risk by performing credit evaluations of its clients and maintaining a reserve, if deemed necessary, for potential credit losses. Such evaluations include the review of a customer’s outstanding balances with consideration towards such customer’s historical collection experience, as well as prevailing economic and market conditions and other factors. The Company currently has no accounts receivable in 2016 and, therefore, does not currently have a concentrated credit risk associated with trade receivables.

~~Certain prior year financial statement balances have been reclassified to conform to the current year presentation. These reclassifications had no effect on the recorded net loss.~~i) Inventory

Inventory is carried at the lower of cost or net realizable value, with the cost being determined on a first-in, first-out (FIFO) basis. The Company reviews physical inventory for obsolescence and/or excess and will record a reserve if necessary. As of the date of this report, no reserve was deemed necessary.

j) Fixed Assets

Fixed assets are stated at cost less accumulated depreciation, with depreciation recognized on a straight-line basis over the shorter of the estimated useful life of the asset or the lease term, if applicable. When assets are retired or disposed, the cost and accumulated depreciation are removed from the accounts, and any resulting gains or losses are included in income. Repairs and maintenance are charged to expense in the period incurred.

Fixed assets consist primarily of computer equipment and furniture and fixtures. The estimated useful lives range from three to five years.

The Company’s property and equipment are individually reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable from the undiscounted future cash flows of such asset over the anticipated holding period. An impairment loss is measured by the excess of the asset’s carrying amount over its estimated fair value.

Impairment analyses are based on management’s current plans, asset holding periods, and currently available market information. If these criteria change, the Company’s evaluation of impairment losses may be different and could have a material impact to the consolidated financial statements.

For the years ended November 30, 2016, and 2015, based on the results of management’s impairment analyses, there were no impairment losses.

k) Recently Adopted Accounting Pronouncements

Management does not believe that any recently issued but not yet effective accounting pronouncements if currently adopted would have a material effect on the accompanying financial statements.

~~l) Material~~4. Capital ~~Equity Instruments~~Stock

The Company evaluates preferred stock series A, B & C and other contracts (convertible promissory note payable) to determine if those contracts or embedded components of those contracts qualify as derivative financial instruments to be separately accounted for under the relevant sections of ASC 815-40, Derivative Instruments and Hedging: Contracts in Entity’s Own Equity (“ASC 815”). The result of this accounting treatment could be that the fair value of a financial instrument is classified as a derivative financial instrument and is marked-to-market at each balance sheet date and recorded as a liability. In the event that the fair value is recorded as a liability, the change in fair value is recorded in the statement of operations as other income or other expense. Upon conversion or exercise of a derivative financial instrument, the instrument is marked to fair value at the conversion date and then that fair value is reclassified to equity. Financial instruments that are initially classified as equity that become subject to reclassification under ASC 815 are reclassified to a liability account at the fair value of the instrument on the reclassification date.

F-8

TELCO CUBA, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

For the Nine Months Ended August 31, 2015 and 2014

(Unaudited)

Certain of the Company’s embedded conversion features on debt are treated as derivative liabilities for accounting purposes under ASC 815-40 due to insufficient authorized shares to settle these outstanding contracts. SEC staff guidance permits a sequencing approach based on the use of ASC 840-15-25 which provides guidance for contracts that permit partial net share settlement. The sequencing approach may be applied in one of several ways: contracts may be evaluated based on (1) earliest issuance date (2) earliest maturity date, (3) latest issuance date, (4) latest maturity date or (2) equally to all instruments on a pro-rata basis. In the case of insufficient authorized share capital available to fully settle outstanding contracts, the Company utilizes the earliest issuance date sequencing method to reclassify outstanding contracts as derivative instruments. These contracts are recognized currently in earnings until such time as the convertible notes or preferred stock are exercised, expire, the related rights have been waived and/or the authorized share capital has been amended to accommodate settlement of these contracts. These instruments do not trade in an active securities market.

As of August 31, 2015 and November 30, 2014, the Company has recorded a charge for the derivative liability of $1,057,554 and $0, respectively, associated with the $488,775 and $0 in convertible debentures outstanding. The liability was recorded at the fair market value, which estimated value, was based upon the remaining contractual life of the convertible notes payable (the host instrument), using the Black-Sholes pricing model, and since these earlier notes had reached maturity and were now due on demand, the intrinsic value was also considered. The conversion exceeded the market price accordingly the intrinsic value was also zero.

In addition, the Company has issued and outstanding a total of 3,000 shares of Series A Preferred stock, which are convertible into Common Stock at 1,000:1 and 78,600 shares of Series B Preferred stock, which are convertible into Common Stock at 5,000:1. Combined, these Preferred Shares could be converted into 396,000,000 shares of Common Stock. However, 50,088 shares of Series B preferred (convertible into 254,440,000 shares of common stock) are held by the Company’s chief executive and are subject to a lock up agreement that precludes their conversion. Upon analysis, there was no additional adjustment of the derivative liability required regarding these potential conversions.

Note 3 - Mineral Property

In August 2009, the Company entered into an agreement to acquire the mineral rights to 331 unpatented lode mining claims known as the Conglomerate Mesa, located in Inyo County, California. In March 2011, the Company added an additional 217 unpatented lode mining claims. In fiscal year 2012, the Company determined that the effort and cost of developing these claims required more resources that could be more effectively used on other opportunities, and abandoned the Conglomerate Mesa project.

In February 2013, the Company acquired a 28% Working Interest in the Grand Chenier oil and gas prospect in Louisiana. The property contains an estimate 9.0 million barrels of oil and was in production until approximately 2009 when the then operator failed to manage the interests and certain repairs were not made leading to the cessation of production. The Company believes that with approximately $2.0 million in capital, the field can be returned to production and additional wells within the prospect can then be brought online increasing production to a profitable level.

As a result of the share exchange agreement with Telco Cuba in June 2015, the Company has determined that the oil and gas assets no longer fit with the long-term business strategy and the Company is, accordingly, seeking a suitable buyer for these assets. In prior years, the Company recorded a 100% reserve against the value of the mineral assets given the probability of being able to bring these assets into production.

F-9

TELCO CUBA, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

For the Nine Months Ended August 31, 2015 and 2014

(Unaudited)

Note 4 - Capital Stock

a) Authorized

~~Authorized~~As of February 28, 2017, and November 30, 2016, authorized capital stock consists of:

~~500~~975,000,000 common shares with a par value of $0.001 per share; and

1400,000~~,000~~ preferred shares with a par value of $0.001 per share. On January 25, 2013, the Company filed an amendment to its articles of incorporation to designation 100,000 preferred shares as Series A preferred stock which have a conversion rate to common shares of 1 for 1,000. The amendment also designated 100,000 shares of preferred stock as Series B preferred stock which have a conversion rate to common shares of 1 for 5,000.

In the nine months ended August 31, 2015 and 2014, the company made distributions to shareholders of $61,183 and $81,276, which resulted from payments to the president and sole shareholder of Amgentech made prior to the share exchange.10

~~As part of the Merger~~Telco Cuba, ~~all of the outstanding 1,000 shares of commons stock of Amgentech were exchanged into 50,088 Series B preferred stock~~Inc.

Notes to the Condensed Consolidated Financial Statements

b) Share Issuances

~~There were no share issuances in~~ For the ~~fiscal~~quarter ~~year~~ ended ~~November~~February 3028, ~~2014.~~2017:

In During the ~~nine~~month ~~months~~of ~~ended~~December ~~August 31~~2016, ~~2015,~~ the ~~Company~~company issued a10,000,000 ~~total~~common shares in connection with the conversion of 25$35,~~735,379~~000 ~~shares~~of convertible debentures and accrued interest. The conversion had an average price of ~~common~~$0.0035 ~~stock,~~per asshare ~~follows:~~and resulted in no gain or loss.

·On February 20, 2017, the Company issued 2,240,000 common shares valued at market value to the Company’s CEO in exchange for services rendered to the Company.

InOn February ~~accordance with Accounting Standards Codification (“ASC”) 805-10-40~~28, ~~Business Combinations – Reverse Acquisitions~~2017, ~~Amgentech was~~ the ~~acquiring~~Company ~~entity~~issued ~~for accounting purposes. While the transaction is accounted for using the purchase method of accounting~~8, ~~in substance the transaction was are capitalization of 3~~270,~~000~~270 ~~Series~~shares Avalued ~~preferred~~at ~~stock,~~market ~~33,392~~value ~~Series~~as Bpayment ~~preferred~~for ~~stock~~consulting ~~and 46,288,164 common stock of our capital structure~~services.

·For the quarter ended February 29, 2016:

1During the month of February 2016,~~335~~ the Company issued 16,~~379~~025,192 common shares in connection with the ~~conversion~~conversions of $58,~~000~~172 of convertible debentures and accrued interest. The conversions had an average price of $0.0005 per share and resulted in no gain or loss.

·During the month of February 2016, the Company issued 1,200,000 common shares to unaffiliated third-party accredited investors in connection with the conversion of 240 preferred B shares resulting in no gain or loss.

~~24,400,000~~c) Preferred ~~common shares in connection with the conversion of 4,880 shares of Series B preferred stock.~~ Stock

~~Note~~For the 5quarter -ended ~~Convertible~~February ~~Debentures~~28, 2017:

~~There~~The Company ~~were~~has ~~no new convertible debentures issued in the fiscal year ended November 30~~400,000 ~~2014;~~shares ~~however,~~of ~~certain~~preferred ~~debentures~~stock ~~previously~~authorized issued were assigned to third parties and the terms thereof were then renegotiated to modify the conversion rate from 50% to 45%, during the period ended August 31, 2015 and pursuant to the said reassignment, accrued interest worth of ~~$16,965~~which ~~was re-classed into convertible debentures and interest worth $14~~300,~~963~~000 shares were ~~waived~~designated ~~which~~in ~~were~~three ~~recorded~~series as ~~gain on extinguishment of debt.~~ follows:

~~During~~Series A ~~the~~Senior ~~nine~~Convertible ~~months~~Voting ~~ended~~Non-Redeemable ~~August~~Preferred ~~31,~~Stock ~~2015,~~ (the ~~Company~~“Series ~~issued~~A ~~two~~Preferred”) ~~notes~~– ~~total of $140~~100,000 inshares ~~new convertible debentures. Due to the variable conversion price associated with the above convertible debentures~~authorized, the Company has determined that the conversion feature is considered a derivative liability. The accounting treatment of derivative financial instruments requires that the Company record the fair value of the derivatives as of the inception date of the Convertible Promissory Note and to adjust the fair value as of each subsequent balance sheet date. The initial fair value of the embedded debt derivative at the date of issuance was $1 55,~~033,168~~555 ~~allocated~~shares asissued ~~a debt discount~~ and derivatives liability. The debt discount is being amortized over the term of the convertible promissory notes. The Company recognized a charge of $23,333 for the three and nine months ended August 31, 2015 for amortization of this debt discount and as of August 31, 2015, the unamortized debt discount amounted to $116,667.outstanding;

InSeries B ~~addition,~~Senior ~~the~~Subordinated ~~Company~~Convertible ~~recorded~~Voting ~~$336,810~~Redeemable inPreferred ~~convertible~~Stock ~~debentures previously issued by Telco Cuba prior to~~ (the ~~merger~~“Series ~~with~~B ~~Amgentech.~~Preferred”) As– ~~of August 31~~100, 2015, these debts bear interest at the rates between 8% and 12% per annum, and are convertible at a discount to the stocks market price of between 15% and 55%, based on a look back period of between 10 and 30 days prior to conversion. Combined, these convertible instruments can be converted into 78,635,000 ~~and~~shares ~~166~~authorized,~~457~~ 82,~~353~~544 shares ofissued ~~common stock as of August 31, 2015~~ and ~~November~~outstanding; ~~30, 2014, respectively. In the nine months ended August 31, 2015, Ash Union Capital, a holder of convertible debentures, converted $5,000 of convertible debentures~~ and ~~accrued interest into 1,335,379 in common shares.~~

AsSeries C ofSenior ~~August~~Subordinated ~~31,~~Convertible ~~2015~~Voting ~~and~~Redeemable ~~November~~Preferred ~~30,~~Stock ~~2014,~~ (the ~~Company~~“Series ~~has~~C ~~convertible~~Preferred”) ~~debenture~~– ~~balances~~200,000 ofshares ~~$488~~authorized,~~775~~ issued and ~~$0, respectively.~~outstanding;

~~F-10~~Each share of Series A Preferred is convertible into 1,000 restricted shares of common stock. Each share of Series B Preferred is convertible into 5,000 restricted shares of common stock. Series C Preferred Stock is convertible into 100,000 votable shares, but not convertible to common shares otherwise. Conversion is at the discretion of the preferred shareholder, and no additional consideration is paid.

~~TELCO~~The ~~CUBA~~Company Preferred Stock has no dividend rights but does have liquidation rights as follows: The Series A Preferred is senior in liquidation preference to all other series or classes of capital stock, ~~INC~~preferred or common; the Series B Preferred is senior in liquidation preference to all series or classes of capital stock other than the Series A Preferred; the Series C Preferred is senior in liquidation preference to all classes of Common Stock.

~~NOTES~~d) Warrants TOand ~~CONDENSED CONSOLIDATED FINANCIAL STATEMENTS~~Options

~~For~~There are ~~the~~no ~~Nine~~outstanding ~~Months~~stock ~~Ended~~options ~~August 31, 2015~~ and ~~2014~~warrants.

~~(Unaudited)~~5. Concentration Risk

~~Note~~The Company's 6financial -instruments ~~Derivative~~consist ~~Liabilities~~of cash, accounts payable and accrued liabilities. It is management's opinion that the Company is not exposed to significant interest or credit risks arising from these financial instruments. Because of the short maturity and capacity of prompt liquidation of such assets and liabilities, the fair values of these financial instruments approximate their carrying values.

Financial instruments which potentially subject the Company to concentrations of credit risk consist principally of cash. The Company places its cash with high credit quality financial institutions in the United States. Bank deposits in the United States did not exceed federally insured limits.

The Company may operate outside the United States of America and thus may have significant exposure to foreign currency risk in the future due to the fluctuations between the currency in which the Company operates and the U.S. dollar.

6. Income Taxes

A reconciliation of income taxes at statutory rate with the reported income taxes is as follows:


Period ended February 28, 2017, and February 29, 2016	February 28, 2017			November 30, 2016
Income tax (benefit) expense at Federal statutory rate of 35%	$	(57,400	)	$	173,100
Increase (Utilization) of tax loss carryforward		57,400			(173,100	)
Net income tax	$	—		$	—

Telco Cuba, Inc.

Notes to the Condensed Consolidated Financial Statements

At February 28, 2017, the Company has available net operating losses of approximately $6.5 million which may be carried forward to apply against future taxable income. These losses will expire in 2034. Deferred tax assets related to these losses have not been recorded due to uncertainty regarding their utilization.

7. Convertible Debentures

As of February 28, 2017, and November 30, 2016, the Company has issued and outstanding, convertible debt totaling $540,344 and $621,843, of which all but one note for $15,000 were held by unrelated third parties. As of February 28, 2017, these debts were all due on demand, bear interest at the rates between 8% and 12% per annum and are convertible at a discount to the stock’s market price of between 15% and 55%, based on a look back period of between 10 and 30 days prior to conversion. Combined, these convertible instruments can be converted into 499,204,917 and 473,782,517 shares of common stock as of February 28, 2017, and November 30, 2016, respectively.

8. Derivative Liabilities

In June 2008, the FASB finalized ASC 815, “Determining Whether an Instrument (or Embedded Feature) is indexed to an Entity’s Own Stock.” Under ASC 815, instruments which do not have fixed settlement provisions are deemed to be derivative instruments. The Company has determined that it needs to account for convertible debentures issued for its shares of common stock, as derivative liabilities, and apply the provisions of ASC 815. The instruments have a ratchet provision that adjust either the exercise price and/or quantity of the shares as the conversion price equals to variable % of the "market price" at the time of conversion, as a result, the instruments need to be accounted for as derivative liabilities. In accordance with ASC 815, these convertible debentures have been re-characterized as derivative liabilities. ASC 815, “Accounting for Derivative Instruments and Hedging Activities” (“ASC 815”) requires that the fair value of these liabilities be re-measured at the end of every reporting period with the change in fair value reported in the statement of operations.

At August 31, 2015 and November 30, 2014, the fair value of the embedded derivatives was determined using Binomial Option Pricing Model based on the following assumptions:

	August 31, 2015	November 30, 2014
(1) dividend yield	0%	0%
(2) expected volatility	327.51%	377.67%
(3) weighted average risk-free interest rate	1%	4%
(4) expected life	0.25 year	0.25 year
(5) the Company’s common stock price per share	$0.0025	$ 0.004

The fair value of the derivative liabilities was measured using the Black-Scholes option pricing model.

At February ~~August 31~~28, ~~2015~~2017, the ~~Company~~fair ~~reevaluated~~value ~~the~~of ~~derivative liability based on~~ the ~~fair~~embedded ~~value~~derivatives ~~assumptions~~was ~~for~~determined ~~the~~using ~~convertible~~Binomial ~~debt. As~~Option ofPricing ~~August~~Model ~~31,~~based ~~2015,~~on the ~~derivative liability was $1,057,554.~~ following assumptions:

The following table represents the Company’s debt derivative liability activity for the periods presented:

Schedule of assumptions
	February 28, 2017	November 30, 2016
(1) dividend yield	0%	0%
(2) expected volatility	352.94%	352.94%
(3) weighted average risk-free interest rate,	4%	4%
(4) expected life, and	0.25 Year	0.25 Year
(5) estimated fair value of the Company’s common stock per share.	$.004	$.004

	August 31, 2015			November 30, 2014
Beginning balance	$	-	$		-
Derivative liabilities recorded per merger		921,814			-
Initial measurement at issuance date of the notes		1,033,168			-
Change in derivative liability during the period ended August 31, 2015		(897,428)			-
Ending balance	$	1,057,554	$		-

~~The derivative liability results from the embedded conversion features of the debt to convert into 78~~Telco Cuba,~~635,000~~ ~~shares at fixed prices ranging from $0~~Inc.00166 to $0.00220 per share. The liability was recorded at the fair market value, which estimated value, was based upon the remaining contractual life of the convertible notes payable (the host instrument), using the Black-Sholes pricing model, and since these earlier notes had reached maturity and were now due on demand the intrinsic value was also considered. The conversion exceeded the market price accordingly the intrinsic value was also zero. Accordingly, the reclassification of the value of these derivatives had no impact on the Company’s financial statements.

~~Note~~Notes to 7the -Condensed ~~Notes~~Consolidated ~~Payable~~Financial Statements

~~During prior years, the Company borrowed $233,332 from a non-affiliated accredited investor~~9. ~~The~~ Notes ~~carry interest at a rate of 15% per annum and are due on demand.~~ Payable

~~The~~Notes payable ~~Company~~are ~~also~~due ~~issued a note~~ on ~~April~~demand ~~27,~~and ~~2013~~bear ininterest ~~the~~at ~~amount~~rates ofranging ~~$1,500,000~~from ~~associated~~8% ~~with~~to ~~the purchase of the Grand Chenier lease~~15%. ~~The~~For ~~note was issued to~~ the ~~seller~~quarters ofended ~~the~~February ~~asset~~28, ~~bears~~2017, ~~interest at 8% per annum~~ and isFebruary ~~due~~29, 2016, ~~five~~notes ~~years~~payable ~~from~~ending ~~the~~balances ~~date~~were ~~of issuance. As of August 31~~$2,156,626, ~~2015~~and ~~the outstanding balance was~~ $12,~~500~~236,~~000~~446, respectively. ~~The~~ ~~Notes~~For ~~carry~~the ~~interest~~quarters atended aFebruary ~~rate~~28, of2017, ~~8% per annum~~ and isFebruary 29, ~~due five years from the date of issuance. Further~~2016, ~~the~~interest ~~Company~~expense ~~also~~attributable ~~had~~to ~~accrued~~notes payable ofwas $~~500~~46,~~000~~110, ~~associated~~and ~~with~~$47,740, ~~the purchase of the Grand Chenier lease~~respectively.

~~As of August 31, 2015 and November 30, 2014, the Company had total notes payable of $2,233,332 and $0 outstanding which were owed to unrelated third parties~~10. Related party transactions

FOfficers have from time-11to-time lent money to the Company. At February 28, 2017, and November 30, 2016, they had a balance owed to them of $135,221, and $135,577, respectively. The balances do not bear interest and are due on demand. The notes are discounted using an imputed interest rate of 12%.

~~TELCO CUBA, INC~~11. Commitments and Contingencies

~~NOTES~~From time TOto ~~CONDENSED~~time, ~~CONSOLIDATED~~we ~~FINANCIAL~~may ~~STATEMENTS~~be involved in litigation relating to claims arising out of our operations in the normal course of business. As of the date of filing of this report, there were no pending or threatened lawsuits.

~~For the Nine Months Ended August 31, 2015 and 2014~~12. Subsequent Events

~~(Unaudited)~~During the month of July 2017, the company procured settlements with three note holders. The settlements were a result of the company’s renegotiating of the terms of the original notes. The new terms included the waiving of all additional interest, waiving of default fees, conversion standstill and restrictions on the number of conversions per month, and fixed balances. The notes affected by these settlements were with EMA Financial, Essex Global Investment Corp, and LG Capital.

~~Note~~On October 825, -2017, ~~Related~~the ~~party~~Company ~~transactions~~entered into a definitive purchase agreement with Net Bee Wireless, Inc. The purchase was contingent on the Company making the purchase price payment. The deal was rescinded on February, 2018 as a result of the company not opting to follow through on the purchase.

~~Our officers have from time to time lent money to~~ During the ~~Company.~~month Atof ~~August~~December 312017, ~~2015~~the ~~and~~company ~~November~~issued ~~30, 2014, they had~~ a ~~collective~~promissory ~~balance~~note ~~owed~~in tothe ~~them~~amount of $7260,~~188~~000 ~~and~~in ~~$15,100,~~exchange ~~respectively. The~~for ~~balances~~the doassets ~~not~~of ~~bear~~Naked ~~interest and are due on demand~~Papers, Inc.

~~Note~~During the 9month –of ~~Pro~~December 2017, the Company converted a total of $26,031 in convertible debt and accrued interest owed to unaffiliated third-~~forma~~party accredited ~~Consolidated~~investors ~~Information~~into 276,163,333 shares of restricted common stock.

OnDuring the ~~June~~month ~~12,~~of ~~2015~~December 2017, the Company ~~consummated~~issued ~~a share exchange with Amgentech~~500,000 ~~Inc.,~~Preferred ~~the~~C ~~result~~Stock ofto ~~which was Amgentech became~~ the ~~successor~~Company’s ~~issuer~~CEO ~~for~~in ~~reporting and accounting purposes. These financial statements reflect the results of operations of Amgentech from the date of the share~~ exchange ~~through August 31, 2015~~ for ~~all~~services ~~periods~~rendered to ~~presented exclusive of~~ the ~~predecessor company operations. The tables below represent the results of operations and financial position of the~~ Company ~~on a pro-forma consolidated basis as if the share exchange had occurred at November 30, 2014~~.

		November 30, 2014
	Telco Cuba	Amgentech
		Inc	Eliminations	Total
Cash	2	16,091		16,093
Accounts receivable	-	5,690		5,690
Security Deposit	-	1,632		1,632
	2	23,413		23,415
Fixed Assets	-	6,416		6,416
	-	6,416		6,416
Less accumulated depreciation	-	(4,772)		(4,772)
	-	1,645		1,645
				-
	-	-		-
	2	25,058	-	25,060
Current Liabilities
Accounts payable	101,390			101,390
Accrued payroll	1,297,949			1,297,949
Convertible debentures	375,925			375,925
Accrued Interest	383,401			383,401
Accrued Expenses	64,000	-		64,000
Due to Officers	18,861	15,100		33,961
Notes payable	2,233,331			2,233,331
Derivative Liability	498,942			498,942
	4,973,800	15,100		4,988,900
Total Liabilities	4,973,800	15,100		4,988,900
Stockholders' Equity (Deficit)
Preferred A Stock	3			3
Preferred B Stock	88	50	(50)	88
Preferred C Stock	-			-
Common Stock	15,885			15,885
Recapitalization	-		(4,764,563)	(4,764,563)
Additional paid-in-capital	12,384,985	950	(12,385,935)	-
Retained Earning	(17,149,549)	(77,476)	17,150,549	(76,476)
Net Income(Loss)	(225,210)	86,434	-	(138,776)
Stockholders' Equity (Deficit)	(4,973,798)	9,958	0	(4,963,840)
Liabilities and Stockholder's Equity	2	25,058	1	25,060

During the first quarter 2018, the company acquired the assets of Naked Papers and is currently selling the product under its brand name, Naked Papers under the subsidiary, Naked Papers Brand, Inc., incorporated in the state of Florida.

FDuring the month of January 2018, the Company converted a total of $63,734 in convertible debt and accrued interest owed to unaffiliated third-12party accredited investors into 1,262,266,666 shares of restricted common stock.

~~TELCO CUBA, INC.~~13

~~NOTES~~Telco Cuba, ~~TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS~~Inc.

~~For~~Notes to the ~~Nine~~Condensed ~~Months~~Consolidated ~~Ended~~Financial ~~August 31, 2015 and 2014~~Statements

~~(Unaudited)~~During the month of February 2018, the Company converted a total of $38,925 in convertible debt and accrued interest owed to unaffiliated third-party accredited investors into 768,225,915 shares of restricted common stock.

~~Pro-forma~~During the ~~consolidated~~month ~~revenues~~of ~~for~~March 2018, the ~~year~~Company ~~ended~~converted ~~November~~a 30total of $14,550 ~~2014~~in ~~were:~~convertible debt and accrued interest owed to unaffiliated third-party accredited investors into 306,000,000 shares of restricted common stock.

	November 30, 2014	November 30, 2014
	Telco Cuba	Amgentech Inc	Eliminations	Total
Revenues
			-	-
Sales		246,878	-	246,878
Sales discounts			-	-
		246,878	-	246,878
Expenses	-
Automobile Expenses	-	15,869	-	15,869
Bank Charges	-	778	-	778
Bad Debt Expenses		13,333		13,333
Depreciation Expense	-	1,086	-	1,086
Insurance	-	1,917	-	1,917
Interest Expenses	165,766	-	-	165,766
Change in Fair Value	(303,211)	-	-	(303,211)
Foreign Exchange	(2,597)	-	-	(2,597)
General and Administrative	-	5,096	-	5,096
Marketing	-	4,238	-	4,238
Payroll Expenses	-	-	-	-
Professional fees	-	57,273	-	57,273
Production Expenses	-	28,990	-	28,990
Other	365,251	31,862	-	397,114
	225,210	160,444	-	385,653
	(225,210)	86,434	-	(138,776)
Other Income
Extinguishment of Debt	-			-
	-	-	-	-
	225,210	160,444	-	385,653
Net (loss) Income	(225,210)	86,434	-	(138,776)

Anthony J. Rivera brought a lawsuit against the company on May 29, 2018. Case number: CACE18012914 in the 17th circuit court of Broward County, Florida. The note holder sued for enforcement of a note issued by the company on December 1, 2015. The case was settled, and the note was amended with a more favorable 50% discount, 5 day look back term on the note. The settlement occurred in September 2018. The company is working with the note holder to convert the settled amount into stock of the company.

FOn September 28, 2018, the company filed a lawsuit against Cuentas, Inc. (OTCQB: CUEN), f/k/a Next Group Holdings, Inc/Meimoun & Mammon, LLC/Next Mobile, LLC in the 11th circuit court of Miami-13Dade County, Florida. Case number: 2018-032974-CA-01 is still ongoing. The case was filed due to CUEN failing to perform on a contract signed in July 2015. The company is suing for damages and the return of the funds paid for the undelivered Mobile Virtual Network Operator (MVNO) platform.

~~TELCO~~During the ~~CUBA~~month of February 2019, ~~INC~~the Company issued 250,000,000 shares to Mr. Roland H Malo as part of the compensation he received for staying on with Advanced Satellite Systems, Inc.

~~NOTES~~During the TOmonth ~~CONDENSED~~of ~~CONSOLIDATED~~February ~~FINANCIAL~~2019, ~~STATEMENTS~~the Company converted a total of $16,900 in convertible debt and accrued interest owed to unaffiliated third-party accredited investors into 338,000,000 shares of restricted common stock.

~~For~~During the month of March 2019, the ~~Nine~~Company ~~Months~~converted ~~Ended~~a ~~August~~total 31of $18,500 ~~2015~~in convertible debt and ~~2014~~accrued interest owed to unaffiliated third-party accredited investors into 370,000,000 shares of restricted common stock.

~~(Unaudited)~~During the month of April 2019, the Company converted a total of $15,000 in convertible debt and accrued interest owed to unaffiliated third-party accredited investors into 300,000,000 shares of restricted common stock.

~~Note~~During the 10month of December 2020, the Company converted a total of $3,900 in convertible debt and accrued interest owed to unaffiliated third-party accredited ~~Subsequent~~investors ~~Events~~into 93,000,000 shares of common stock.

~~Management~~During the ~~has~~month ~~evaluated~~of ~~subsequent~~January ~~events~~2021, ~~pursuant~~the toCompany ~~the~~converted ~~requirements~~a total of ~~ASC~~$51,388 ~~Topic~~in ~~855~~convertible debt and ~~has~~accrued ~~determined~~interest ~~that~~owed noto ~~material~~unaffiliated ~~subsequent~~third-party accredited ~~events~~investors ~~exist~~into ~~other~~599,867,533 ~~than~~shares ~~listed~~of ~~below~~common stock.

~~Subsequent~~During the tomonth ~~August~~of ~~31,~~January ~~2015~~2021, the Company converted athe ~~total~~partial ofmonetary ~~$12,472~~value inof ~~convertible~~a ~~debt~~consultants’ ~~and~~contract ~~notes payable owed to unaffiliated third party accredited investors~~ into 10441,~~795~~977,~~350~~932 ~~shares of~~ restricted common ~~stock~~shares.

~~Subsequent~~During the tomonth ~~August~~of ~~31,~~February ~~2015~~2021, the Company ~~issued~~converted ~~36,280,000~~the ~~common~~partial ~~shares~~monetary tovalue ~~unaffiliated~~of ~~third~~a ~~party~~consultants’ ~~accredited~~contract ~~investors~~into ~~in connection with the conversion of 5~~34,~~656~~000,000 ~~shares~~restricted common ~~of Series B Preferred stock~~shares.

InDuring the ~~September~~month ~~2015~~of February 2021, ~~the~~a ~~Company~~shareholder ~~issued~~converted 455,~~007,146~~555 Series A shares ofinto 55,555,000 restricted common ~~stock~~shares. toThese ~~third~~common ~~parties~~shares have ~~for~~an ~~services~~effective ~~rendered~~date ~~valued~~of atFebruary $511,~~000~~ 2021.

Telco Cuba, Inc.

Notes to the Condensed Consolidated Financial Statements

During the month of February 2021, the Company converted a total of $49,259 in convertible debt and accrued interest owed to unaffiliated third-party accredited investors in 164,198,867 shares of common stock.

During the month of March 2021, 23,574,570 restricted common shares were issued to appointed members of the board of directors.

During the month of March 2021, preferred B shareholders converted 6,000 preferred shares into 30,000,000 restricted common shares.

During the month of March 2021, the Company converted a total of $7,000 in convertible debt to an unaffiliated third-party accredited investor into 46,666,667 shares of common stock.

During the month of April 2021, the company converted a total of $62,966 in convertible debt and accrued interest owed to an unaffiliated third-party accredited investor into 155,471,605 shares of common stock.

During the month of May 2021, the company restated a promissory note as convertible in the amount of $100,000. The holder, an unaffiliated third-party unaccredited investor converted the note principle and accrued interest owed into 400,000,000 restricted common shares. These common shares have an effective date of May 6, 2021.

During the month of May 2021, the company converted a total of $54,934 in convertible debt and accrued interest owed to an unaffiliated third-party accredited investor into 73,246,253 shares of common stock. These common shares have an effective date of May 6, 2021.

During the month of May 2021, a third-party accredited investor/noteholder cancelled and returned 155,471,605 common shares to the company due to a reversal of a third party note purchase.

During the month of May 2021, 25,000,000 restricted common shares were issued to appointed members of the board of directors.

During the month of May 2021, the company converted a total of $52,021.00 in convertible debt and accrued interest owed to an unaffiliated third-party accredited investor into 115,602,222 shares of common stock.

During the month of May 2021, the company sold 40,000,000 shares of restricted common stock to an unaffiliated third-party accredited investor for $10,000. These common shares have an effective date of May 26, 2021.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis provide information which management of the Company believes to be relevant to an assessment and understanding of the Company’s results of operations and financial condition. This discussion should be read together with the Company’s financial statements and the notes to the financial statements, which are included in this report.

Forward-Looking Statements

This Report contains forward-looking statements that relate to future events or our future financial performance. Some discussions in this report may contain forward-looking statements that involve risk and uncertainty. A number of important factors could cause our actual results to differ materially from those expressed in any forward-looking statements made by us in this Report. Forward-looking statements are often identified by words like “believe,” “expect,” “estimate,” “anticipate,” “intend,” “project” and similar words or expressions that, by their nature, refer to future events.

In some cases, you can also identify forward-looking statements by terminology such as “may,” “will,” “should,” “plans,” “predicts,” “potential,” or “continue,” or the negative of these terms or other comparable terminology. These statements are only predictions and involve known and unknown risks, uncertainties, and other factors that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements.

Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, or achievements. You should not place undue certainty on these forward-looking statements, which apply only as of the date of this Report. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from historical results or our predictions. Except as required by applicable law, including the securities laws of the United States, we do not intend to update any of the forward-looking statements in an effort to conform these statements to actual results.

Financial Condition

As of February 28, 2017, the Company had total current assets of $19,921 and total current liabilities of $5,490,782 for a net working capital deficit of $5,470,861. As of February 29, 2016, the Company had total current assets of $26,864 and total current liabilities of $5,381,900 for a net working capital deficit of $5,355,036.

We need to raise additional money to meet our general and administrative expenses, and we need to raise money to achieve our business objectives. The additional funding will come from equity financing from the sale of Telco Cuba's common stock or the issuance of debt securities. If we are successful in completing an equity financing, existing shareholders will experience dilution of their interest in Telco Cuba. The Company does not have any financing arranged and we cannot provide investors with any assurance that the Company will be able to raise sufficient funding from the sale of its common stock or debt securities. In the absence of such financing, our business will fail.

Based on the nature of Telco Cuba's business, management anticipates incurring operating losses in the foreseeable future. Management bases this expectation, in part, on the fact that unrolling a telecommunications operation will cost a substantial amount of money, and possibly take several years before becoming profitable. The Company’s future financial results are also uncertain due to a number of factors, some of which are outside its control. These factors include, but are not limited to:

Telco Cuba's ability to raise additional funding is based on;

Telco Cuba's ability to capture market share; and

Due to the Company’s lack of operating history and present inability to generate revenues, our independent auditors have added an explanatory paragraph to their audit opinion issued in connection with our financial statements for 2015, and 2016 indicating substantial doubt about Telco Cuba's ability to continue as a going concern. This means that there is substantial doubt whether the Company can continue as an ongoing business for the next 12 months unless we obtain additional capital to pay our bills.

Liquidity

The Company's internal sources of liquidity will be loans that may be available from management as well as revenue from its subsidiaries. Although Telco Cuba has no written arrangements with its management, we expect that the officers may provide the Company with nominal liquidity, when and if it is required.

The Company’s external sources of liquidity will be private placements for equity and debt financing. There are no assurances that Telco Cuba will be able to achieve further sales of its common stock or any other form of additional financing. If we are unable to achieve the financing necessary to continue its plan of operations, then the Company will not be able to continue its operations and its business will fail.

Capital Resources

The Company’s current cash is not sufficient to fully finance its operations at current and planned levels for the next 12 months. Management intends to manage the Company's expenses and payments to preserve cash until the Company is profitable, otherwise additional financing must be arranged. Specifically, management is deferring payments due them until such time as there is sufficient financing in place to permit their payment or the possible issuance of the Company’s stock in settlement of amounts due.

Overview

Telco Cuba, Inc. (fka CaerVision Global, Inc. fka American Mineral Group Inc.) (the "Company") was incorporated under the laws of the State of Nevada on August 10, 2007. On June 15, 2015, the Company effectuated an amendment to its articles of incorporation to change its name from CaerVision Global, Inc. to Telco Cuba, Inc.

On June 12, 2015, the Company consummated a Share Exchange with Amgentech, Inc., a Florida corporation. Under the terms of the Share Exchange, the holders of Amgentech received 50,088 shares of Series B Preferred Stock that had been previously issued to third parties in exchange for 100% of the issued and outstanding capital of Amgentech. Each shares of Series B preferred is convertible into 5,000 shares of common stock (254,440,000 shares total) and has voting rights of 5,000 per share (254,440,000 votes). As a result of this transaction, Amgentech became a wholly-owned subsidiary of the Company with control transferring to the previous owners of Amgentech. Amgentech elected to be treated as the successor issuer for SEC reporting and accounting purposes. The Share Exchange was accounted for as a reverse acquisition and re-capitalization. The Amgentech Shareholders obtained approximately 60% of voting control on the date of Share Exchange. Amgentech was the acquirer for financial reporting purposes and the Company was the acquired company. The Company filed an amendment to its articles of incorporation and changed its name to Telco Cuba, Inc.

Amgentech, Inc. is a Florida based Corporation engaged in the business of providing technology solutions, integrating and building technology infrastructure and software and website development. Amgentech, Inc. also offers managed collocated and leased servers. Originally founded in 2001, Amgentech, Inc. has been providing Internet based solutions, VoIP infrastructure and consulting services for over 14 years to diverse clients in The United States of America, the counties of El Salvador, Nicaragua, Costa Rica, Panama, Colombia and Venezuela. Amgentech, Inc. continues to provide these same services, in addition to providing the technical and Internet know how to implement the technological vision that is envisioned for Telco Cuba, Inc., Amgentech will be the sole technical services provider.

Principal Products

Telco Cuba, Inc. offers telecommunication services and equipment, including mobile phones, mobile voice service, VoIP service, and calling cards. The services and devices initially offered will be for consumption solely in The United States of America. Telco Cuba, Inc. has positioned itself to offer low cost mobile cell phone service/plans in The United States. Telco Cuba, Inc. will offer prepaid service/plans that include predefined minute/unlimited minute plans. Telco Cuba, Inc. is positioning itself to enter the telecommunications market in Cuba once able to.

Our Market

The Company targets the US and Cuban markets.

Results of operations

Comparison of the quarter ended February 28, 2017, to the quarter ended February 29, 2016

The financial data presented below should be read in conjunction with the more detailed financial statements and related notes, which are included elsewhere in this report. Information discussed herein, as well as elsewhere in this Quarterly Report on Form 10Q, includes forward-looking statements or opinions regarding future events or the future financial performance of the Company, and are subject to a number of risks and other factors which could cause the actual results to differ materially from those contained in forward-looking statements. Among such factors are general business and economic conditions, and risk factors as listed in this Form 10-Q or listed from time to time in documents filed by the Company with the Securities and Exchange Commission.

Revenues

Revenues for the three months ended February 28, 2017, were $31,679, compared to $38,149 for the three months ended February 29, 2016. The decrease in revenues resulted from a shift in focus to Cuban-based telecommunications which management believes has greater revenue potential in the long term.

Operating Expenses

Operating expenses for the three months ended February 28, 2016, consisted of $97,972 in general and administrative expense compared to $177,645 for the three months ended February 29, 2016. The decrease resulted from additional, one-time expenses incurred due to the addition of Amgentech operations in the prior year.

Other Income (Expense): :

Other income (expense) for the three months ended February 28, 2017, and February 29, 2016, was $(97,864), and $634,151, respectively, The decrease resulted primarily from debt extinguishment in 2016, and changes in fair value of the derivative liability.

Net Income:

Net Income (Loss) of $(164,157), and $494,655, for the three months ended February 28, 2017, and February 29, 2016, respectively, was due primarily to changes in the fair value of derivative liability and extinguishment of debt in 2016.

Off-Balance Sheet Arrangements

The Company has no off-balance sheet arrangements.

Subsequent Events

The Company evaluated subsequent events from March 1, 2017, through the date this filing was completed, noting the following:

During the month of July 2017, the company procured settlements with three note holders. The settlements were a result of the company’s renegotiating of the terms of the original notes. The new terms included the waiving of all additional interest, waiving of default fees, conversion standstill and restrictions on the number of conversions per month, and fixed balances. The notes affected by these settlements were with EMA Financial, Essex Global Investment Corp, and LG Capital.

During the month of August 2017, the company wrote off a promissory note which resulted in a $2,000,000 gain, which is reported in the statements of operations as other income. The write off occurred as a result of the rescission, by the prior owner of a transaction involving a working interest the company had in a certain oil property. The original transaction occurred during the month of July, in the year 2014.

On October 25, 2017, the Company entered into a definitive purchase agreement with Net Bee Wireless, Inc. The purchase was contingent on the Company making the purchase price payment. The deal was rescinded in February 2018 as a result of the company not opting to follow through on the purchase.

During the month of December 2017, the company issued a promissory note in the amount of $60,000 in exchange for the assets of Naked Papers, Inc.

During the month of December 2017, the Company converted a total of $26,031.55 in convertible debt and accrued interest owed to unaffiliated third-party accredited investors in 276,163,333 shares of restricted common stock.

During the month of December 2017, the Company issued 500,000 Preferred C Stock to the Company’s CEO in exchange for services rendered to the Company.

During the month of January 2018, the Company converted a total of $63,734.00 in convertible debt and accrued interest owed to unaffiliated third-party accredited investors in 1,262,266,666 shares of restricted common stock.

During the month of February 2018, the Company converted a total of $38,925.56 in convertible debt and accrued interest owed to unaffiliated third-party accredited investors in 768,225,915 shares of restricted common stock.

During the month of March 2018, the Company converted a total of $14,550.00 in convertible debt and accrued interest owed to unaffiliated third-party accredited investors in 306,000,000 shares of restricted common stock.

Anthony J Rivera brought a lawsuit against the company on May 29, 2018. Case number: CACE18012914 in the 17th circuit court of Broward County, Florida. The note holder sued for enforcement of a note issued by the company on December 1, 2015. The case was settled, and the note was amended with a more favorable 50% discount, 5 day look back term on the note. The settlement occurred on September, 2018. The company is working with the note holder to convert the settled amount into stock of the company.

On September 28, 2018, the company filed a lawsuit against Cuentas, Inc. (OTCQB: CUEN), f/k/a Next Group Holdings, Inc/Meimoun & Mammon, LLC/Next Mobile, LLC in the 11th circuit court of Miami-Dade County, Florida. Case number: 2018-032974-CA-01 is still ongoing. The case was filed due to CUEN failing to perform on a contract signed on July 2015. The company is suing for damages and the return of the funds paid for the undelivered Mobile Virtual Network Operator (MVNO) platform.

During the first quarter 2019, the company acquired Advanced Satellite Systems, Inc. and all of its assets, and is continuing to offer its services under the Advanced Cable service mark. Advanced Satellite Systems, Inc, is incorporated in the state of Florida and is registered as a subsidiary of Telco Cuba, Inc.

During the month of February 2019, the company issued a promissory note in the amount of $100,000.00 to purchase Advanced Satellite Systems, Inc.

During the month of February 2019, the Company converted a total of $16,900.00 in convertible debt and accrued interest owed to unaffiliated third-party accredited investors in 338,000,000 shares of restricted common stock.

During the month of March 2019, the Company converted a total of $18,500.00 in convertible debt and accrued interest owed to unaffiliated third-party accredited investors in 370,000,000 shares of restricted common stock.

During the month of March 2019, the Company issued 250,000,000 shares to Mr. Roland H Malo as part of the compensation he received for staying on with Advanced Satellite Systems, Inc.

During the month of May 2019, JMZ Alliance forgave all debt owed to JMZ Alliance by Telco Cuba, Inc. The note securing the debt as well as all interest was forgiven by JMZ.

During the month of April 2019, the Company converted a total of $15,000.00 in convertible debt and accrued interest owed to unaffiliated third-party accredited investors in 300,000,000 shares of restricted common stock.

During the month of December 2020, the Company converted a total of $3,900.00 in convertible debt and accrued interest owed to unaffiliated third-party accredited investors in 93,000,000 shares of common stock.

During the month of January 2021, the Company converted a total of $51,388.81 in convertible debt and accrued interest owed to unaffiliated third-party accredited investors in 599,867,533 shares of common stock.

During the month of January 2021, the Company converted the partial monetary value of a consultants’ contract into 441,977,932 restricted common shares.

During the month of February 2021, the Company converted the partial monetary value of a consultants’ contract into 34,000,000 restricted common shares.

During the month of February 2021, a shareholder converted 55,555 Series A shares into 55,555,000 restricted common shares. These common shares have an effective date of February 11, 2021 and are denoted as such in section 3A of this disclosure.

During the month of February 2021, the Company converted a total of $49,259.66 in convertible debt and accrued interest owed to unaffiliated third-party accredited investors in 164,198,867 shares of common stock.

During the month of March 2021, 23,574,570 restricted common shares were issued to appointed members of the board of directors.

During the month of March 2021, preferred B shareholders converted 6,000 preferred shares into 30,000,000 restricted common shares.

During the month of March 2021, the Company converted a total of $7,000.00 in convertible debt to an unaffiliated third-party accredited investor into 46,666,667 shares of common stock.

During the month of May 2021, the company restated a promissory note as convertible in the amount of $100,000.00. The holder, an unaffiliated third-party unaccredited investor converted the note principle and accrued interest owed into 400,000,000 restricted common shares. These common shares have an effective date of May 6, 2021 and are denoted as such in section 3A of this disclosure.

During the month of May 2021, the company converted a total of $54,934.69 in convertible debt and accrued interest owed to an unaffiliated third-party accredited investor into 73,246,253 shares of common stock. These common shares have an effective date of May 6, 2021, and are denoted as such in section 3A of this disclosure.

During the month of May 2021, a third-party accredited investor/noteholder cancelled and returned 155,471,605 common shares to the company due to a reversal of a third party note purchase.

During the month of May 2021, 25,000,000 restricted common shares were issued to appointed members of the board of directors.

During the month of May 2021, the company sold 40,000,000 shares of restricted common stock to an unaffiliated third-party accredited investor for $10,000.00. These common shares have an effective date of May 26, 2021.

We evaluated subsequent events after the balance sheet date through the date the financial statements were issued. We did not identify any additional material events or transactions occurring during this subsequent event reporting period that required further recognition or disclosure in these financial statements.

Accounting Principles

The accounting and reporting policies of the Company conform to United States generally accepted accounting principles.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

Not applicable.

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures . We maintain “disclosure controls and procedures” as such term is defined in Rule 13a-15(e) under the Securities Exchange Act of 1934. In designing and evaluating our disclosure controls and procedures, our management recognized that disclosure controls and procedures, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of disclosure controls and procedures are met. Additionally, in designing disclosure controls and procedures, our management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of possible disclosure controls and procedures. The design of any disclosure controls and procedures is also based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions.

The Company’s Chief Executive Officer and Chief Financial Officer have evaluated the effectiveness of our disclosure controls and procedures as of the end of the period covered by this report. Based on such evaluation, and as discussed in greater detail below, the Chief Executive Officer and Chief Financial Officer have concluded that, as of the end of the period covered by this report, disclosure controls and procedures were not effective:

•

to give reasonable assurance that the information required to be disclosed in reports that are file under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms, and

•

to ensure that information required to be disclosed in the reports that are file or submitted under the Securities Exchange Act of 1934 is accumulated and communicated to management, including our CEO and our Treasurer, to allow timely decisions regarding required disclosure.

This assessment is due in part to the Company’s inability to file its annual and quarterly reports on a timely basis. The Company has, since the share exchange, engaged consultants specializing in financial statement preparation and SEC reporting to assist with preparing and filing the required forms in a timely and accurate manner. Continued compliance will, in part, depend on the Company having sufficient capital to engage independent auditors to review and audit its financial statement filings.

Changes in Internal Control over Financial Reporting.

There are no changes in internal control over financial reporting during the last fiscal quarter that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

PART II

ITEM 1. LEGAL PROCEEDINGS

No legal issues

ITEM 1A. RISK FACTORS

Not applicable.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

The Company had the following issuances of stock during the three months ended February 28, 2017:

•

10,000,000 common shares in connection with the conversion of $94,000 of convertible debentures and accrued interest.

•

2.240,123 common shares in compensation paid to the CEO.

•

8,270,270 common shares in compensation to consultants for services provided.

The Company had the following issuances of stock during the three months ended February 29, 2016:

•

16,025,192 common shares in connection with the conversion of $8,172 of convertible debentures and accrued interest.

•

1,200,000 common shares issued on conversion of 240 Preferred B shares.

The Company has not undertaken an offering in which it sold a high number of securities to a high number of investors. In addition, these shareholders had the necessary investment intent as required by Section 4(2) since they agreed to and received share certificates bearing a legend stating that such securities are restricted pursuant to Rule 144 of the Securities Act. This restriction ensures that these securities would not be immediately redistributed into the market and therefore not be part of a “public offering.” Based on an analysis of the above factors, we have met the requirements to qualify for exemption under Section 4(2) of the Securities Act for this transaction.

ITEM 3. DEFAULTS UPON SENIOR DEBT

None

ITEM 4. [Removed and Reserved]

None

ITEM 5. OTHER INFORMATION

On January 26, 2015, the Company acquired Vitall, Inc. a company which has developed and is marketing a Smartwatch dedicated to the burgeoning health and wellness industry which offers a telephone, a blood pressure monitor, a heart rate monitor, fitness application, and has an emergency help button. Under the terms of the Agreement, the Company agreed to a share exchange in which:

•

Settlements with various debt holders in which prior officers, directors, preferred shareholders, and current common shareholders would receive twenty-five percent (25%) of the post-merger issued and outstanding shares; and

•

Vitall, Inc. shareholders would receive seventy-five percent (75%) of the post-merger issued and outstanding shares.

•

The Company changed its name to CaerVision Global, Inc.

On March 17, 2015, Vitall, Inc. terminated the merger agreement due to non-performance on the part of the Company. As a result, the name CaerVision Global, Inc. was surrendered back to its original owner.

On June 12, 2015, the Company consummated a Share Exchange with Amgentech, Inc., a Florida corporation. Under the terms of the Share Exchange, the holders of Amgentech received 50,088 shares of Series B Preferred Stock that had been previously issued to third parties in exchange for 100% of the issued and outstanding capital of Amgentech. Each shares of Series B preferred stock is convertible into 5,000 shares of common stock (254,440,000 shares total) and has voting rights of 5,000 per share (254,440,000 votes). As a result of this transaction, Amgentech became a wholly-owned subsidiary of the Company with control transferring to the previous owners of Amgentech. Amgentech elected to be treated as the successor issuer for SEC reporting and accounting purposes. The Share Exchange was accounted for as a reverse acquisition and re-capitalization. The Amgentech Shareholders obtained approximately 60% of voting control on the date of Share Exchange. Amgentech was the acquirer for financial reporting purposes and the Company was the acquired company. The Company filed an amendment to its articles of incorporation and changed its name to Telco Cuba, Inc.

On June 15, 2015, the Company appointed William Sanchez to the position of CEO, CFO, President, Treasurer and Secretary. Concurrent therewith, Erwin Vahlsing Jr., Thomas J Craft Jr. and Frederick J Puccillo Jr., resigned their positions as officers and directors of the Company.

On September 4, 2015, the Company issued 100,000 shares of Series C Preferred Stock to the Company’s CEO in exchange for services rendered to the Company. The Series C Preferred are non-convertible and have voting rights equal to 10,000 votes of common stock per share.

~~F-14~~ITEM 6. EXHIBITS

~~ITEM 2. Management’s Discussion and Analysis and Results of Operations~~Exhibit listing

The following discussion and analysis provides information which management of the Company believes to be relevant to an assessment and understanding of the Company’s results of operations and financial condition. This discussion should be read together with the Company’s financial statements and the notes to the financial statements, which are included in this report.

			Incorporated by reference
Exhibit No.	Description of Exhibit	Filed herewith	Form	Exhibit	Filing date
3.1	Articles of Incorporation		S-1	3.1	02/22/08
3.2	Certificate of Change dated July 20, 2009		8-K	3.1	08/03/09
3.3	Bylaws		S-1	3.2	02/22/08
4.1	Specimen Stock Certificate		S-1	4.1	02/22/08
14	Code of Ethics		S-1	14	02/22/08
31.1	Certifications of Principal Executive Officer and Principal Financial Officer Pursuant to Section 302 of the Sarbanes Oxley Act of 2002	X
32.1	Certifications of Principal Executive Officer and Principal Financial Officer Pursuant to Section 906 of the Sarbanes Oxley Act of 2002	X

~~Forward-Looking Statements~~24

InPursuant to ~~some~~the ~~cases,~~requirements ~~you~~of ~~can~~the ~~also~~Securities ~~identify forward-looking statements by terminology such as “may~~Act,” ~~“will,” “should,” “plans,” “predicts,” “potential,” or “continue,” or~~ the ~~negative~~registrant ofhas ~~these~~duly ~~terms~~caused orthis ~~other~~Form ~~comparable~~10-Q ~~terminology.~~statement ~~These~~to ~~statements~~be ~~are~~signed ~~only~~on ~~predictions~~its ~~and~~behalf ~~involve~~by ~~known~~the undersigned, ~~and~~thereunto ~~unknown~~duly ~~risks~~authorized, ~~uncertainties,~~in ~~and~~the ~~other~~City ~~factors~~of ~~that~~Ormond ~~may cause our actual results~~Beach, ~~levels~~State of ~~activity,~~Florida ~~performance~~on orJanuary ~~achievements to be materially different from any future results~~23, ~~levels of activity, performance or achievements expressed or implied by these forward-looking statements~~2023.

~~Although~~Telco ~~we believe that the expectations reflected in the forward-looking statements are reasonable~~Cuba, ~~we cannot guarantee future results~~Inc, ~~levels~~By: of/s/ ~~activity,~~William orSanchez ~~achievements.~~William ~~You~~Sanchez ~~should~~Chief ~~not~~Executive ~~place~~Officer ~~undue certainty on these forward-looking statements, which apply only as of the date of this Report. These forward-looking statements are subject to certain risks~~ and ~~uncertainties~~Chairman ~~that could cause actual results to differ materially from historical results or our predictions. Except as required by applicable law, including the securities laws~~ of the ~~United States, we do not intend to update any of the forward-looking statements in an effort to conform these statements to actual results.~~Board

~~Business~~Pursuant to ~~History~~the requirements of the Securities Act, this Form 10-Q has been signed below by the following persons in the capacities and on the dates indicated.

~~Telco~~Pursuant to ~~Cuba, Inc. (fka CaerVision Global, Inc. fka American Mineral Group Inc.) (~~the ~~"Company")~~requirements ~~was~~of ~~incorporated under~~ the ~~laws~~Securities ofExchange ~~the~~Act ~~State~~ of ~~Nevada~~1934, onthis ~~August~~report ~~10,~~has ~~2007.~~been Onsigned ~~June~~below ~~15,~~by ~~2015,~~ the ~~Company~~following ~~effectuated~~persons anon ~~amendment~~behalf ~~to its articles~~ of ~~incorporation~~the registrant toand ~~change~~in ~~its~~the ~~name~~capacities ~~from~~and ~~CaerVision~~on ~~Global,~~the ~~Inc.~~dates ~~to Telco Cuba, Inc~~indicated.

The Company was an early stage Mining and Exploration Company throughout the fiscal year ended November 30, 2014 and early 2015, seeking to acquire, develop, and manage various oil, gas, and mineral properties and resources. In August 2009, the Company entered into an agreement to acquire the mineral rights to 331 unpatented lode mining claims known as the Conglomerate Mesa, located in Inyo County, California. In March 2011, the Company added an additional 217 unpatented lode mining claims. In fiscal year 2012, the Company determined that the effort and cost of developing these claims required more resources that could be more effectively used on other opportunities, and abandoned the Conglomerate Mesa project. In February 2013, the Company acquired a 28% Working Interest in the Grand Chenier oil and gas prospect in Louisiana. The property contains an estimate 9.0 million barrels of oil and was in production until approximately 2009 when the then operator failed to manage the interests and certain repairs were not made leading to the cessation of production.

Signature	Title	Date

/s/ William Sanchez	Chief Executive Office, Chairman and Director	January 23, 2023
William Sanchez	Chief Financial Officer, secretary, and Treasurer

/s/ Camille Whiddon	Director	January 23, 2023
Camille Whiddon

/s/ Sayis Tequia	Director	January 23, 2023
Sayis Tequia

/s/ Santiago Munoz	Director	January 23, 2023
Santiago Munoz

/s/ Patrick Wall	Director	January 23, 2023
Patrick Wall

On June 12, 2015, the Company consummated a Share Exchange with Amgentech, Inc., a Florida corporation. Under the terms of the Share Exchange, the holders of Amgentech received 50,088 shares of Series B Preferred Stock that had been previously issued to third parties in exchange for 100% of the issued and outstanding capital of Amgentech. Each shares of Series B preferred is convertible into 5,000 shares of common stock (254,440,000 shares total) and has voting rights of 5,000 per share (254,440,000 votes). As a result of this transaction, Amgentech became a wholly-owned subsidiary of the Company with control transferring to the previous owners of Amgentech. Amgentech elected to be treated as the successor issuer for SEC reporting and accounting purposes. The Share Exchange was accounted for as a reverse acquisition and re-capitalization. The Amgentech Shareholders obtained approximately 60% of voting control on the date of Share Exchange. Amgentech was the acquirer for financial reporting purposes and the Company was the acquired company. The Company filed an amendment to its articles of incorporation and changed its name to Telco Cuba, Inc. 25

Overview

Amgentech, Inc. is a Florida based Corporation engaged in the business of providing technology solutions, integrating and building technology infrastructure and software and website development. Amgentech, Inc. also offers managed collocated and leased servers. Originally founded in 2001, Amgentech, Inc. has been providing Internet based solutions, VoIP infrastructure and consulting services for over 14 years to diverse clients in The United States of America, the counties of El Salvador, Nicaragua, Costa Rica, Panama, Colombia and Venezuela. Amgentech, Inc. continues to provide these same services, in addition to providing the technical and Internet know how to implement the technological vision that is envisioned for Telco Cuba, Inc., Amgentech will be the sole technical services provider.

Principal Products

Our Market

The Company targets the US and Cuban markets.

Results of operations for the three and nine months ended August 31, 2015 and 2014

Revenues

Revenues for either the three and nine months ended August 31, 2015 were $38,747 and $125,812, compared to $56,510 and $186,108 for the three and nine months ended August 31, 2014. The decrease in revenues resulted from a shift in focus to Cuban-based telecommunications which management believes has greater revenue potential in the long term.

Operating Expenses

Operating expenses for the three months ended August 31, 2015 consisted of $172,055 in general and administrative expense compared to $45,098 for the three months ended August 31, 2014. The increase resulted from the addition of Amgentech operations to those of Telco Cuba in the current quarter where, in the prior year, Amgentech had minimal expenses.

Operating expenses for the nine months ended August 31, 2015 consisted of $226,387 in general and administrative expenses compared to $120,517 in costs for the nine months ended August 31, 2014. The increase resulted from the addition of Amgentech operations to those of Telco Cuba in the current period where, in the prior year, Amgentech had minimal expenses.

Other Income (Expenses)::

Other expense for the three months ended August 31, 2015, was $78,274, and is derived from the convertible debentures and notes payable carried by the Company. For the three months ended August 31, 2014, the interest expense was $0 as Amgentech carried no debt in the prior year.

Other expense for the nine months ended August 31, 2015, was $78,274, and is derived from the convertible debentures and notes payable carried by the Company. For the nine months ended August 31, 2014, the interest expense was $0 as Amgentech carried no debt in the prior year. Interest expense was only recorded from the date of merger forward.

Net Loss:

Net Loss for the three months ended August 31, 2015, was $211,582 compared to net income of $11,412 for the three months ended August 31, 2014. The biggest component of the 2015 net loss was $172,055 in general and administrative expenses, $990,665 in interest expense and offset by gain of $897,428 in change in fair value of derivative liability. For the three month ended August 31, 2014, Amgentech had no convertible debt, thus there was no charge for derivative liability and no interest expense.

Net Loss for the nine months ended August 31, 2015, was $178,849 compared to income of $65,591 for the nine months ended August 31, 2014. The biggest component of the 2015 net loss was an operating loss of $100,575, interest expense of $990,665 and offset by gain of $897,428 resulting from the change in the fair value of the derivative liability. For the nine months ended August 31, 2014, Amgentech had no convertible debt, thus there was no charge for derivative liability and no interest expense.

Liquidity and Capital Resources

As of August 31, 2015, the company had total current assets of $60,494 and total current liabilities of $5,728,549 for a net working capital deficit of $5,668,055. The Company will need to raise additional money to meet general and administrative expenses, and will need to raise money to achieve the Company’s business objective to pursue telecom opportunities in the newly emerging Cuban market. The additional funding will come from equity financing from the sale of our common stock. If we are successful in completing an equity financing, existing shareholders will experience dilution of their interest. The Company does not have any financing arranged and we cannot provide investors with any assurance that we will be able to raise sufficient funding from the sale of its common stock.

Based on the nature of our business, management anticipates incurring operating losses in the foreseeable future. Management bases this expectation, in part, on the fact that to pursue telecom opportunities in the newly emerging Cuban market may take several years before we are capable of generating profitable revenues. Our future financial results are also uncertain due to a number of factors, some of which are outside its control. These factors include, but are not limited to:

Our ability to raise additional funding;

Our ability to identify and successfully negotiate the acquisition of potential properties or assets; and

If such opportunities or businesses acquired will be profitable.

Due to the Company’s lack of operating history and present inability to generate revenues there is substantial doubt whether the Company can continue as an ongoing business for the next 12 months unless we obtain additional capital to pay our bills.

The Company’s internal sources of liquidity will be loans that may be available from management. Although the Company has no written arrangements with its management, The Company expects that the officers may provide the Company with nominal liquidity, when and if it is required.

There are no assurances that the Company will be able to achieve further sales of its common stock or any other form of additional financing. If the Company is unable to achieve the financing necessary, it will fail to execute its future plan of operations which are to pursue telecom opportunities in the newly emerging Cuban market.

Operational Activities

The Company had cash used in operating activities for the nine months ended August 31, 2015 of $106,703 and generated cash from operations of $88,365 for 2014.

Investing Activities

The Company used cash of $12,107 in investing activities for the nine months ended August 31, 2015 resulting from the purchase of fixed assets, compared to $3,564 in 2014, also from purchasing fixed assets.

Financing Activities

The Company generated cash of $134,524 from financing activities for the nine months ended August 31, 2015, resulting from loans from officers of $55,707 and the issuance of convertible debentures of $140,000. In the nine months ended August 31, 2015 and 2014, the company made distributions to shareholders of $61,183 and $81,276, which resulted from payments to the president and sole shareholder of Amgentech made prior to the share exchange.

The Company may not have sufficient resources to fully develop or expand its business unless it is able to raise additional financing. The Company can make no assurances these required funds will be available on favorable terms, if at all. If additional capital is raised through the sale of equity or convertible debt securities, the issuance of such securities would result in dilution to our existing stockholders. Additionally, these conditions may increase costs to raise capital and/or result in further dilution. The failure to raise capital when needed, will adversely affect our business, financial condition and results of operations, and could force the Company to reduce or cease operations.

The Company believes that it will be able to meet the costs of growth and public reporting with funds generated from operations and additional amounts generated through debt and equity financing, Although management believes that the required financing to fund its business plan can be secured at terms satisfactory to the Company, there is no guarantee these funds will be made available, and if funds are available, that the terms will be satisfactory to the Company.

Impact of Inflation

The Company does not expect inflation to be a significant factor in operation of the business.

Off-Balance Sheet Arrangements

There are no off-balance sheet arrangements between the Company and any other entity that have, or are reasonably likely to have, a current or future effect on financial conditions, changes in financial conditions, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to stockholders.

Going Concern

The Company has a working capital deficiency of $5,668,055 and accumulated deficit of $5,722,947 as of August 31, 2015. These factors raise substantial doubt about its ability to continue as a going concern. The Company’s ability to continue as a going concern is dependent on the ability to raise additional capital and implement its business plan. The financial statements do not include any adjustments that might be necessary if the company is unable to continue as a going concern.

Critical Accounting Policies

The discussion and analysis of our financial condition and results of operations are based upon The Company’s financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States. The preparation of these financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. On an ongoing basis, we evaluate our estimates based on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.

Management believes that the application of these policies on a consistent basis enables us to provide useful and reliable financial information about our operating results and financial condition. Some of the critical accounting estimates are detailed below.

Critical Accounting Estimates and New Accounting Pronouncements

Critical Accounting Estimates

The preparation of financial statements in accordance with accounting principles generally accepted in the U.S. requires management to make estimates and assumptions that affect reported amounts and related disclosures in the financial statements. Management considers an accounting estimate to be critical if:

it requires assumptions to be made that were uncertain at the time the estimate was made, and

Changes in the estimate or different estimates that could have been selected could have a material impact on our results of operations or financial condition.

The Company base estimates and judgments on experience, current knowledge, and beliefs of what could occur in the future, observation of trends in the industry, information provided by customers and information available from other sources. Actual results may differ from these estimates under different assumptions or conditions. The Company has identified the following accounting policies and estimates as those that are believed to be the most critical to the financial condition and results of operations and that require management’s most subjective and complex judgments in estimating the effect of inherent uncertainties: share-based compensation expense, income taxes, and derivative financial instruments.

Share-Based Compensation Expense. We calculate share-based compensation expense for option awards and warrant issuances (“Share-based Awards”) based on the estimated grant/issue-date fair value using the Black-Scholes-Merton option pricing model (“Black-Scholes Model”), and recognize the expense on a straight-line basis over the vesting period, net of estimated forfeitures. The Black-Scholes Model requires the use of a number of assumptions including volatility of the stock price, the weighted average risk-free interest rate, and the vesting period of the Share-based Award in determining the fair value of Share-based Awards. Although we believe our assumptions used to calculate share-based compensation expense are reasonable, these assumptions can involve complex judgments about future events, which are open to interpretation and inherent uncertainty. In addition, significant changes to our assumptions could significantly impact the amount of expense recorded in a given period.

Income Taxes. As part of the process of preparing our financial statements, we are required to estimate income taxes in each of the jurisdictions in which we operate. Our provision for income taxes is determined using the asset and liability approach to account for income taxes. A current liability is recorded for the estimated taxes payable for the current year. Deferred tax assets and liabilities are recorded for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using the enacted tax rates in effect for the year in which the timing differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of changes in tax rates or tax laws are recognized in the provision for income taxes in the period that includes the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount more-likely-than-not to be realized. Changes in valuation allowances will flow through the statement of operations unless related to deferred tax assets that expire unutilized or are modified through translation, in which case both the deferred tax asset and related valuation allowance are similarly adjusted. Where a valuation allowance was established through purchase accounting for acquired deferred tax assets, any future change will be credited or charged to income tax expense.

The determination of our provision for income taxes requires significant judgment, the use of estimates, and the interpretation and application of complex tax laws. In the ordinary course of our business, there are transactions and calculations for which the ultimate tax determination is uncertain. In spite of our belief that we have appropriate support for all the positions taken on our tax returns, we acknowledge that certain positions may be successfully challenged by the taxing authorities. We determine the tax benefits more likely than not to be recognized with respect to uncertain tax positions. Although we believe our recorded tax assets and liabilities are reasonable, tax laws and regulations are subject to interpretation and inherent uncertainty; therefore, our assessments can involve both a series of complex judgments about future events and rely on estimates and assumptions. Although we believe these estimates and assumptions are reasonable, the final determination could be materially different than that which is reflected in our provision for income taxes and recorded tax assets and liabilities.

New Accounting Pronouncements

The Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not required.

ITEM 4. CONTROLS AND PROCEDURES.

Evaluation of Disclosure Controls and Procedures. We maintain “disclosure controls and procedures” as such term is defined in Rule 13a-15(e) under the Securities Exchange Act of 1934. In designing and evaluating our disclosure controls and procedures, our management recognized that disclosure controls and procedures, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of disclosure controls and procedures are met. Additionally, in designing disclosure controls and procedures, our management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of possible disclosure controls and procedures. The design of any disclosure controls and procedures is also based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions.

Changes in Internal Control over Financial Reporting. There are no changes in internal control over financial reporting during the last fiscal quarter that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

No legal issues

ITEM 1A. RISK FACTORS

Not applicable.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

The Company had the following issuances of stock during the nine months ended August 31, 2015:

In the nine months ended August 31, 2015, the Company issued a total of 25,735,379 shares of common stock, as follows:

1,335,379 common shares in connection with the conversion of $5,000 of convertible debentures and accrued interest.

24,400,000 common shares in connection with the conversion of 4,880 shares of Series B preferred stock.

Subsequent to August 31, 2015, the Company had the following stock issuances:

the Company converted a total of $12,472 in convertible debt and notes payable owed to unaffiliated third party accredited investors into 10,795,350 shares of restricted common stock.

the Company issued 36,280,000 common shares to unaffiliated third party accredited investors in connection with the conversion of 5,656 shares of Series B Preferred stock.

the Company issued 4,007,146 shares of restricted common stock to third parties for services rendered valued at $5,000.

the Company issued 100,000 shares of Series C Preferred Stock to the Company’s CEO in exchange for services rendered to the Company. The Series C Preferred are non-convertible and have voting rights equal to 10,000 votes of common stock per share.

ITEM 3. DEFAULTS UPON SENIOR DEBT

None

ITEM 4. [Removed and Reserved]

None

ITEM 5. OTHER INFORMATION

Vitall, Inc. shareholders would receive seventy-five percent (75%) of the post-merger issued and outstanding shares.

The Company changed its name to CaerVision Global, Inc.

On June 12, 2015, the Company consummated a Share Exchange with Amgentech, Inc., a Florida corporation. Under the terms of the Share Exchange, the holders of Amgentech received 50,088 shares of Series B Preferred Stock that had been previously issued to third parties in exchange for 100% of the issued and outstanding capital of Amgentech. Each shares of Series B preferred stock is convertible into 5,000 shares of common stock (254,440,000 shares total) and has voting rights of 5,000 per share (254,440,000 votes). As a result of this transaction, Amgentech became a wholly-owned subsidiary of the Company with control transferring to the previous owners of Amgentech. Amgentech elected to be treated as the successor issuer for SEC reporting and accounting purposes. The Share Exchange was accounted for as a reverse acquisition and re-capitalization. The Amgentech Shareholders obtained approximately 60% of voting control on the date of Share Exchange. Amgentech was the acquirer for financial reporting purposes and the Company was the acquired company. The Company filed an amendment to its articles of incorporation and changed its name to Telco Cuba, Inc.

ITEM 6. EXHIBITS

Exhibit Listing

			Incorporated by reference
Exhibit No.	Description of Exhibit	Filed herewith	Form	Exhibit	Filing date(mm/dd/yy)
3.1	Articles of Incorporation		S-1	3.1	02/22/08
3.2	Certificate of Change dated July 20, 2009		8-K	3.1	08/03/09
3.3	Bylaws		S-1	3.2	02/22/08
4.1	Specimen Stock Certificate		S-1	4.1	02/22/08
14	Code of Ethics		S-1	14	02/22/08
31.1	Certifications of Principal Executive Officer and Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002	X
32.1	Certifications of Principal Executive Officer and Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002	X

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned; thereunto duly authorized.

	Telco Cuba Inc.
Date: February 9, 2016	By: /s/ William Sanchez
	William Sanchez, Chief Executive Officer and President
Date: February 9, 2016	By: /s/ William Sanchez
	William Sanchez, Chief Financial Officer, Secretary, and Treasurer

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of Registrant and in the capacities indicated on the dates indicated.

Date	Signature	Title
Date: February 9, 2016	/s/ William Sanchez	Director, President, Chief Financial Officer, Secretary, and Treasurer
	William Sanchez

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