UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
AMENDMENT NO. 1
TO
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): October 6, 2014
The Pulse Network, Inc.
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(Exact name of registrant as specified in its charter)
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Nevada
(State or other jurisdiction of incorporation)
000-54741
(Commission File Number)
45-4798356
(IRS Employer Identification No.)
10 Oceana Way
Norwood, Massachusetts 02062
(Address of principal executive offices)(Zip Code)
(781) 821-6600
Registrant’s telephone number, including area code
________________________________________________
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 2.01 Completion of Acquisition or Disposition of Assets.
On October 14, 2014, The Pulse Network, Inc., a Nevada corporation (the “Company”), filed a Current Report on Form 8-K (the “Original Report”) disclosing, among other things, the consummation of the transactions contemplated by that certain Securities Purchase Agreement, dated October 3, 2014, by and between the Company’s wholly owned subsidiary, The Pulse Network, Inc., a Massachusetts corporation (the “Pulse Massachusetts”), and Mike Koenigs.com, Inc., a Minnesota corporation, pursuant to which Pulse Massachusetts acquired a 100% membership interest of You Everywhere Now, LLC, a California limited liability company (“You Everywhere Now”). You Everywhere Now, in turn, holds 100% of the membership interests of VoiceFollowUp, LLC, a California limited liability company, and Traffic Geyser, LLC, a California limited liability company. This amendment is being filed to amend and supplement Item 9.01 of the Original Report to include the historical financial statements of You Everywhere Now.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits:
Exhibit
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Description
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99.1
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Audited consolidated financial statements of You Everywhere Now, LLC, as of December 31, 2013.
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99.2
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Unaudited consolidated financial statements of You Everywhere Now, LLC, as of September 30, 2014.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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The Pulse Network, Inc.
(Registrant)
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Date: March 30, 2015 |
By: |
/s/ Stephen Saber |
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Name: |
Stephen Saber |
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Title: |
Chief Executive Officer |
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3
EXHIBIT 99.1
You Everywhere Now, LLC
Consolidated Financial Statements as of and for
the Year Ended December 31, 2013
YOU EVERYWHERE NOW, LLC
TABLE OF CONTENTS
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Page |
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CONSOLIDATED FINANCIAL STATEMENTS AS OF DECEMBER 31, 2013 : |
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Independent Auditors’ Report
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3
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Consolidated Balance Sheet
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4
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Consolidated Statements of Operations and Member’s Equity
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5
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Consolidated Statement of Cash Flows
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6
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Notes to Consolidated Financial Statements
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7-9
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INDEPENDENT AUDITORS’ REPORT
MemberYou Everywhere Now, LLC
San Diego, California
We have audited the accompanying consolidated financial statements of You Everywhere Now, LLC (a California Limited Liability Company) and subsidiaries (the “Company”), which comprise the consolidated balance sheets as of December 31, 2013, and the related consolidated statements of income and member’s equity and cash flows for the year then ended, and the related notes to the consolidated financial statements.
Management’s Responsibility for the Financial Statements
Management is responsible for the preparation and fair presentation of these consolidated financial statements in accordance with accounting principles generally accepted in the United States of America; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.
Auditors’ Responsibility
Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the Unites States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the consolidated financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity’s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
Opinion
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2013 and the results of its operations and its cash flows for the year then ended in conformity with accounting principles generally accepted in the United States of America.
/s/ Stowe & Degon LLC
March 9, 2015
YOU EVERYWHERE NOW, LLC |
CONSOLIDATED BALANCE SHEET |
DECEMBER 31, 2013 |
ASSETS |
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|
|
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CURRENT ASSETS: |
|
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Cash |
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$ |
687,332 |
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Prepaid expenses and deposits |
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171,833 |
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Total current assets |
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859,165 |
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PROPERTY AND EQUIPMENT, net |
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323,610 |
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TOTAL ASSETS |
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$ |
1,182,775 |
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LIABILITIES AND MEMBER'S EQUITY |
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CURRENT LIABILITIES: |
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Accounts payable |
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$ |
136,761 |
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Accrued expenses |
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101,784 |
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Total current liabilities |
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238,545 |
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COMMITMENTS AND CONTINGENCIES |
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MEMBER'S EQUITY |
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944,230 |
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TOTAL LIABILITIES AND MEMBER'S EQUITY |
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$ |
1,182,775 |
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The accompanying notes are an integral part of these consolidated financial statements
YOU EVERYWHERE NOW, LLC |
CONSOLIDATED STATEMENTS OF OPERATIONS AND MEMBER'S EQUITY
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FOR THE YEAR ENDED DECEMBER 31, 2013 |
NET SALES |
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4,343,141 |
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COST OF SALES |
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507,012 |
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GROSS PROFIT |
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3,836,129 |
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SELLING EXPENSES |
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29,294 |
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GENERAL AND ADMINISTRATIVE EXPENSES |
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4,009,619 |
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NET LOSS FROM OPERATIONS |
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(202,784 |
) |
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OTHER EXPENSE |
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(14,480 |
) |
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NET LOSS |
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(217,264 |
) |
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MEMBER'S EQUITY BEGINNING OF YEAR |
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2,091,183 |
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DISTRIBUTIONS TO MEMBER |
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929,689 |
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MEMBER'S EQUITY END OF YEAR |
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$ |
944,230 |
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The accompanying notes are an integral part of these consolidated interim financial statements
YOU EVERYWHERE NOW, LLC |
STATEMENT OF CASH FLOWS |
FOR THE YEAR ENDED DECEMBER 31, 2013 |
CASH FLOWS FROM OPERATING ACTIVITIES: |
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Net loss |
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$ |
(217,264 |
) |
Adjustments to reconcile net loss to net cash provided by (used for) operating activities: |
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Loss on disposal of property and equipment |
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15,422 |
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Depreciation and amortization |
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81,280 |
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Changes in operating assets and liabilities: |
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Prepaid expenses and deposits |
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(114,500 |
) |
Accounts payable |
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(3,620 |
) |
Accrued expenses |
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62,964 |
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Net cash used for operating activities |
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(175,718 |
) |
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CASH FLOWS FROM INVESTING ACTIVITIES: |
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Additions to property and equipment |
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(187,445 |
) |
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Net cash used for investing activities |
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(187,445 |
) |
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CASH FLOWS FROM FINANCING ACTIVITIES: |
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Distributions to member |
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(929,689 |
) |
Repayment of advances to affiliates |
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931,649 |
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Net cash provided by financing activities |
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1,960 |
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NET DECREASE IN CASH |
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(361,203 |
) |
CASH: |
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Beginning of period |
|
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1,048,535 |
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End of period |
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$ |
687,332 |
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The accompanying notes are an integral part of these consolidated financial statements
YOU EVERYWHERE NOW, LLC
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
AS OF AND FOR THE YEAR ENDED DECEMBER 31, 2013
1. ORGANIZATION AND NATURE OF BUSINESS
You Everywhere Now, LLC, VoiceFollowUp, LLC and Traffic Geyser, LLC (collectively, “ICTG”) are collectively a marketing technology services business. ICTG is complete marketing and follow up automation software. Customers of the ICTG set up a lead database and direct an “Instant Customer” on what to do. The instant customer will then automatically follow up with email, SMS/text, direct to voicemail, video, postcards and letters, and even simulated live webinars. Instant Customer does all the follow up automatically, offers a dashboard to monitor how well business is doing, what areas need focus, what areas are strong, and which methods are working most effectively to cut down unneeded marketing costs and increase profit margins.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Principles of Consolidation - The accompanying consolidated financial statements include the accounts of the You Everywhere Now, LLC and its wholly owned subsidiaries Traffic Geyser, LLC and VoiceFollowup, LLC. All material intercompany transactions and balances have been eliminated in consolidation.
Use of Estimates - The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amount of assets and liabilities, the disclosure of contingent assets and liabilities, and the reported amounts of revenues and expenses. Actual results could differ from these estimates.
Cash - The Company maintains its cash balances in one financial institution. The balances are insured by the Federal Deposit Insurance Corporation up to $250,000. Bank deposits at times may exceed federally insured limits. The Company has not experienced any losses in such accounts.
Property and Equipment - Property and equipment is stated at cost. Depreciation is provided using the straight-line method over the estimated useful lives of the related assets, which range from five to fifteen years. Repairs and maintenance costs are expensed as incurred.
Impairment of Long-Lived Assets –Long-lived assets, such as property and equipment, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset or asset group to estimated future undiscounted net cash flows of the related asset or group of assets over their remaining lives. If the carrying amount of an asset exceeds its estimated future undiscounted cash flows, an impairment charge is recognized for the amount by which the carrying amount exceeds the estimated fair value of the asset. Impairment of long-lived assets is assessed at the lowest levels for which there are identifiable cash flows that are independent of other groups of assets. The impairment of long-lived assets requires judgments and estimates. If circumstances change, such estimates could also change.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Revenue Recognition - The Company’s revenue consists principally of software as a service derived from software licensing paid on a monthly basis and recognized at the time of payment. The software licenses are monthly, may only be cancelled prior to payment and are non-refundable. Training program revenue is derived from selling training products (in the form of videos, training manuals, and online training programs) and is recognized at the time of payment. The training programs are delivered upon receipt of payment from the customer.
Income Taxes – The Company is organized as a limited liability company and is not subject to federal or state income taxes. The Company’s income or losses are reported on its members individual federal and state tax returns. Accordingly, there is no provision for federal income taxes in these financial statements.
The Company recognizes in its financial statements the impact of a tax position if that position is more likely than not of being sustained on audit, based on the technical merits of the position. The Company’ policy is to recognize interest and penalties accrued on any unrecognized tax benefits as a component of income tax expense. The Company did not have any unrecognized tax benefits or accrued interest and penalties during the year ended December 31, 2013 and does not anticipate having any unrecognized tax benefits over the next twelve months. The Company is subject to audit by the IRS for tax periods commencing January 1, 2010.
3. PREPAID EXPENSES AND DEPOSITS
Prepaid expenses and deposits includes $166,000 on deposit with the Company’s credit card processing service provider as security against customer returns and disputed charges.
4. PROPERTY AND EQUIPMENT
Property and equipment at December 31, 2013 consists of the following:
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December 2013 |
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|
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Computer equipment
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$
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305,195
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Furniture and fixtures
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52,068
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Office equipment
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3,527
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Leasehold improvements
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206,411
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567,201
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Accumulated depreciation and amortization
|
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243,591
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Property and equipment, net
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$
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323,610
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5. COMMITMENTS AND CONTINGENCIES
The Company leases its office space under a lease agreement which took effect in March 2014 and which expires in March 2018. Rent expense for the year ended December 31, 2013 was $87,681. Remaining minimum lease payments required under the terms of the lease are $55,250 during 2014; $69,738 during 2015; $72,527 during 2016; $75,429 during 2017 and $19,596 during 2018.
6. SUBSEQUENT EVENTS
On October 6, 2014 the Company was acquired by The Pulse Network, Inc., a Nevada Corporation, for $2.5 million.
The Company has evaluated all subsequent events through March 9, 2015 the date the financial statements were available to be issued.
* * * * *
9
EXHIBIT 99.2
YOU EVERYWHERE NOW, LLC
TABLE OF CONTENTS
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Page |
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CONSOLIDATED FINANCIAL STATEMENTS AS OF SEPTEMBER 30, 2014:
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Consolidated Balance Sheets
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2
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Consolidated Statements of Operations and Member’s Equity
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3
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Consolidated Statements of Cash Flows
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4
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Notes to Consolidated Financial Statements
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5
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YOU EVERYWHERE NOW, LLC
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CONSOLIDATED BALANCE SHEETS
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SEPTEMBER 30, 2014 and DECEMBER 31, 2013 (UNAUDITED)
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September 30, |
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December 31, |
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2014 |
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2013 |
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ASSETS
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|
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|
|
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CURRENT ASSETS:
|
|
|
|
|
|
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Cash
|
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$
|
785,285
|
|
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$
|
687,332
|
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Prepaid expenses and deposits
|
|
|
176,213
|
|
|
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171,833
|
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|
|
|
|
|
|
|
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Total current assets
|
|
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961,498
|
|
|
|
859,165
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|
|
|
|
|
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|
|
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PROPERTY AND EQUIPMENT, net
|
|
|
289,411
|
|
|
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323,610
|
|
|
|
|
|
|
|
|
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TOTAL ASSETS
|
|
$
|
1,250,909
|
|
|
$
|
1,182,775
|
|
|
|
|
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LIABILITIES AND STOCKHOLDERS' EQUITY
|
|
|
|
|
|
|
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|
|
|
|
|
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CURRENT LIABILITIES:
|
|
|
|
|
|
|
|
|
Accounts payable
|
|
$
|
315,869
|
|
|
$
|
136,761
|
|
Accrued expenses
|
|
|
167,717
|
|
|
|
101,784
|
|
Total current liabilities
|
|
|
483,586
|
|
|
|
238,545
|
|
|
|
|
|
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COMMITMENTS AND CONTINGENCIES
|
|
|
|
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|
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MEMBERS EQUITY
|
|
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767,323
|
|
|
|
944,230
|
|
|
|
|
|
|
|
|
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TOTAL LIABILITIES AND OWNERS EQUITY
|
|
$
|
1,250,909
|
|
|
$
|
1,182,775
|
|
The accompanying notes are an integral part of these consolidated financial statements
YOU EVERYWHERE NOW, LLC
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CONSOLIDATED STATEMENTS OF OPERATIONS AND MEMBER'S EQUITY FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014 AND 2013 (UNAUDITED)
|
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For The Nine Months Ended |
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September 30, 2014 |
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September 30, 2013 |
|
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NET SALES
|
|
$
|
4,016,434
|
|
|
$
|
2,954,612
|
|
|
|
|
|
|
|
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COST OF SALES
|
|
|
422,141
|
|
|
|
372,085
|
|
|
|
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|
|
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GROSS PROFIT
|
|
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3,594,293
|
|
|
|
2,582,527
|
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|
|
|
|
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|
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SELLING EXPENSES
|
|
|
42,799
|
|
|
|
20,619
|
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GENERAL AND ADMINISTRATIVE EXPENSES
|
|
|
3,670,250
|
|
|
|
2,956,552
|
|
|
|
|
|
|
|
|
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|
NET LOSS
|
|
|
(118,756
|
)
|
|
|
(394,644
|
)
|
|
|
|
|
|
|
|
|
|
MEMBER'S EQUITY BEGINNING OF PERIOD
|
|
|
944,230
|
|
|
|
2,091,183
|
|
|
|
|
|
|
|
|
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DISTRIBUTION TO MEMBER
|
|
|
58,151
|
|
|
|
645,950
|
|
|
|
|
|
|
|
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MEMBER'S EQUITY END OF PERIOD
|
|
$
|
767,323
|
|
|
$
|
1,050,589
|
|
The accompanying notes are an integral part of these consolidated financial statements
YOU EVERYWHERE NOW, LLC
|
STATEMENTS OF CASH FLOWS
|
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014 AND 2013 (UNAUDITED)
|
|
|
2014 |
|
|
2013 |
|
CASH FLOWS FROM OPERATING ACTIVITIES:
|
|
|
|
|
|
|
Net loss
|
|
$
|
(118,756
|
)
|
|
$
|
(394,644
|
)
|
Adjustments to reconcile net loss to net cash provided (used for) operating ativities:
|
|
|
|
|
|
|
|
|
Depreciation and amortization
|
|
|
53,453
|
|
|
|
28,377
|
|
Changes in operating assets and liabilities:
|
|
|
|
|
|
|
|
|
Prepaid expenses and deposits
|
|
|
(4,380
|
)
|
|
|
(51,500
|
)
|
Accounts receivable
|
|
|
-
|
|
|
|
(50,238
|
)
|
Accounts payable
|
|
|
179,108
|
|
|
|
180,780
|
|
Accrued expenses
|
|
|
65,933
|
|
|
|
86,622
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by (used for) for operating activities
|
|
|
175,358
|
|
|
|
(200,603
|
)
|
CASH FLOWS FROM INVESTING ACTIVITIES:
|
|
|
|
|
|
|
|
|
Additions to property and equipment
|
|
|
(19,254
|
)
|
|
|
(10,609
|
)
|
|
|
|
|
|
|
|
|
|
Net cash used for investing activities
|
|
|
(19,254
|
)
|
|
|
(10,609
|
)
|
|
|
|
|
|
|
|
|
|
CASH FLOWS FROM FINANCING ACTIVITIES:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Distributions to member
|
|
|
(58,151
|
)
|
|
|
(645,950
|
)
|
Repayment of advances to affiliates
|
|
|
-
|
|
|
|
429,422
|
|
|
|
|
|
|
|
|
|
|
Net cash used for financing activities
|
|
|
(58,151
|
)
|
|
|
(216,528
|
)
|
|
|
|
|
|
|
|
|
|
NET INCREASE (DECREASE) IN CASH
|
|
|
97,953
|
|
|
|
(427,740
|
)
|
CASH:
|
|
|
|
|
|
|
|
|
Beginning of period
|
|
|
687,332
|
|
|
|
1,048,535
|
|
|
|
|
|
|
|
|
|
|
End of period
|
|
$
|
785,285
|
|
|
$
|
620,795
|
|
The accompanying notes are an integral part of these consolidated financial statements
YOU EVERYWHERE NOW, LLC
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
AS OF AND FOR NINE MONTHS ENDED SEPTEMBER 30, 2014 (UNAUDITED)
1. ORGANIZATION AND NATURE OF BUSINESS
You Everywhere Now, LLC, VoiceFollowUp, LLC and Traffic Geyser, LLC (collectively, “ICTG”) are collectively a marketing technology services business. ICTG is complete marketing and follow up automation software. Customers of the ICTG set up a lead database and direct an “Instant Customer” on what to do. The instant customer will then automatically follow up with email, SMS/text, direct to voicemail, video, postcards and letters, and even simulated live webinars. Instant Customer does all the follow up automatically, offers a dashboard to monitor how well business is doing, what areas need focus, what areas are strong, and which methods are working most effectively to cut down unneeded marketing costs and increase profit margins.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Principles of Consolidation - The accompanying consolidated financial statements include the accounts of the You Everywhere Now, LLC and its wholly owned subsidiaries Traffic Geyser, LLC and VoiceFollowup, LLC. All material intercompany transactions and balances have been eliminated in consolidation.
Use of Estimates - The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amount of assets and liabilities, the disclosure of contingent assets and liabilities, and the reported amounts of revenues and expenses. Actual results could differ from these estimates.
Cash - The Company maintains its cash balances in one financial institution. The balances are insured by the Federal Deposit Insurance Corporation up to $250,000. Bank deposits at times may exceed federally insured limits. The Company has not experienced any losses in such accounts.
Property and Equipment - Property and equipment is stated at cost. Depreciation is provided using the straight-line method over the estimated useful lives of the related assets, which range from five to fifteen years. Repairs and maintenance costs are expensed as incurred.
Impairment of Long-Lived Assets – Long-lived assets, such as property and equipment, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset or asset group to estimated future undiscounted net cash flows of the related asset or group of assets over their remaining lives. If the carrying amount of an asset exceeds its estimated future undiscounted cash flows, an impairment charge is recognized for the amount by which the carrying amount exceeds the estimated fair value of the asset. Impairment of long-lived assets is assessed at the lowest levels for which there are identifiable cash flows that are independent of other groups of assets. The impairment of long-lived assets requires judgments and estimates. If circumstances change, such estimates could also change.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Revenue Recognition - The Company’s revenue consists principally of software as a service derived from software licensing paid on a monthly basis and recognized at the time of payment. The software licenses are monthly, may only be cancelled prior to payment and are non-refundable. Training program revenue is derived from selling training products (in the form of videos, training manuals, and online training programs) and is recognized at the time of payment. The training programs are delivered upon receipt of payment from the customer.
Income Taxes – The Company is organized as a limited liability company and is not subject to federal or state income taxes. The Company’s income or losses are reported on its members individual federal and state tax returns. Accordingly, there is no provision for federal income taxes in these financial statements.
The Company recognizes in its financial statements the impact of a tax position if that position is more likely than not of being sustained on audit, based on the technical merits of the position. The Company’ policy is to recognize interest and penalties accrued on any unrecognized tax benefits as a component of income tax expense. The Company did not have any unrecognized tax benefits or accrued interest and penalties during the nine months ended September 30, 2014 and does not anticipate having any unrecognized tax benefits over the next twelve months. The Company is subject to audit by the IRS for tax periods commencing January 1, 2010.
3. PREPAID EXPENSES AND DEPOSITS
Prepaid expenses and deposits of $176,213 includes $166,000 on deposit with the Company’s credit card processing service provider as security against customer returns and disputed charges, $7,182 rental deposit, $2,750 in employee loans, and $281 in payroll related expenses as of September 30, 2014.
4. PROPERTY AND EQUIPMENT
Property and equipment at September 30, 2014 consists of the following:
|
|
September |
|
|
December |
|
|
|
2014 |
|
|
2013 |
|
Computer equipment
|
|
$
|
301,899
|
|
|
$
|
305,195
|
|
Furniture and fixtures
|
|
|
52,068
|
|
|
|
52,068
|
|
Office equipment
|
|
|
3,527
|
|
|
|
3,527
|
|
Development costs
|
|
|
22,550
|
|
|
|
-
|
|
Leasehold improvements
|
|
|
206,411
|
|
|
|
206,411
|
|
|
|
|
586,455
|
|
|
|
567,201
|
|
Accumulated depreciation and amortization
|
|
|
297,044
|
|
|
|
243,591
|
|
|
|
|
|
|
|
|
|
|
Property and equipment, net
|
|
$
|
289,411
|
|
|
$
|
323,610
|
|
5. COMMITMENTS AND CONTINGENCIES
The Company leases its office space under a lease agreement which took effect in March 2014 and which expires in March 2018. Rent expense for the nine months ended September 30, 2014 was $64,580. Remaining minimum lease payments required under the terms of the lease are $18,420 during 2014; $69,738 during 2015; $72,527 during 2016; $75,429 during 2017 and $19,596 during 2018.
6. SUBSEQUENT EVENTS
On October 6, 2014 the Company was acquired by The Pulse Network, Inc., a Nevada Corporation, for $2.5 million.
The Company has evaluated all subsequent events through March 30, 2015 the date the financial statements were available to be issued.
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