EX-99.2 3 tpni_ex992.htm UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

EXHIBIT 99.2

 

YOU EVERYWHERE NOW, LLC

 

TABLE OF CONTENTS

 

    Page  

CONSOLIDATED FINANCIAL STATEMENTS AS OF SEPTEMBER 30, 2014:

   
     

Consolidated Balance Sheets

 

2

 

Consolidated Statements of Operations and Member’s Equity

   

3

 

Consolidated Statements of Cash Flows

   

4

 

Notes to Consolidated Financial Statements

   

5

 

 

 
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YOU EVERYWHERE NOW, LLC

CONSOLIDATED BALANCE SHEETS

SEPTEMBER 30, 2014 and DECEMBER 31, 2013 (UNAUDITED)

 

    September 30,     December 31,  
    2014     2013  

ASSETS

       
         

CURRENT ASSETS:

       

Cash

 

$

785,285

   

$

687,332

 

Prepaid expenses and deposits

   

176,213

     

171,833

 
               

Total current assets

   

961,498

     

859,165

 
               

PROPERTY AND EQUIPMENT, net

   

289,411

     

323,610

 
               

TOTAL ASSETS

 

$

1,250,909

   

$

1,182,775

 
               

LIABILITIES AND STOCKHOLDERS' EQUITY

               
               

CURRENT LIABILITIES:

               

Accounts payable

 

$

315,869

   

$

136,761

 

Accrued expenses

   

167,717

     

101,784

 

Total current liabilities

   

483,586

     

238,545

 
               

COMMITMENTS AND CONTINGENCIES

               
               

MEMBERS EQUITY

   

767,323

     

944,230

 
               

TOTAL LIABILITIES AND OWNERS EQUITY

 

$

1,250,909

   

$

1,182,775

 

 

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

 

 
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YOU EVERYWHERE NOW, LLC

CONSOLIDATED STATEMENTS OF OPERATIONS  AND MEMBER'S EQUITY
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2014 AND 2013
(UNAUDITED)

 

    For The Nine Months Ended  
    September 30,
2014
    September 30,
2013
 
         

NET SALES

 

$

4,016,434

   

$

2,954,612

 
               

COST OF SALES

   

422,141

     

372,085

 
               

GROSS PROFIT

   

3,594,293

     

2,582,527

 
               

SELLING EXPENSES

   

42,799

     

20,619

 

GENERAL AND ADMINISTRATIVE EXPENSES

   

3,670,250

     

2,956,552

 
               

NET LOSS

 

(118,756

)

 

(394,644

)

               

MEMBER'S EQUITY BEGINNING OF PERIOD

   

944,230

     

2,091,183

 
               

DISTRIBUTION TO MEMBER

   

58,151

     

645,950

 
               

MEMBER'S EQUITY END OF PERIOD

 

$

767,323

   

$

1,050,589

 

 

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

 

 
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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

 

 
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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.

 

 
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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

 

 

 
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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 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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