Pro forma financial information

EXHIBIT 99.2

 

Pro forma financial information

 

On February 10, 2014, the Company (fka ePunk, Inc.) (the "Legal Acquirer") entered into a Share Exchange Agreement ("Merger") with Blink Technologies, Inc., ("Blink Technologies", “Accounting Acquirer”) whereby the Company issued 24,000,000 shares of common stock representing 54.98% of the post-closing issued and outstanding shares in exchange for all 75,000,000 issued and outstanding common shares of Blink Technologies. As a result, the Company (i) became the 100% parent of Blink Technologies; (ii) assumed the operations of Blink Technologies; (iii) changed its name from ePunk, Inc. to Blink Technologies, Inc.; (iv) dissolved the original Blink Technologies, Inc. Nevada entity; and (v) experienced a change in control. The terms and conditions of the Merger give rise to reverse merger accounting whereby Blink Technologies is deemed the acquirer for accounting purposes. Consequently, the assets and liabilities and the historical operations of Blink Technologies prior to the Merger are reflected in the financial statements and have been recorded at the historical cost basis of Blink Technologies. Our financial statements include the assets and liabilities of both the Company and Blink Technologies. The merger was accounted for under recapitalization accounting whereby the equity of Blink Technologies is presented as the equity of the combined enterprise and the capital stock account of Blink Technologies is adjusted to reflect the par value of the outstanding stock of the Legal Acquirer after giving effect to the number of shares issued in the business combination (19,950,602 shares). Shares retained by the Legal Acquirer (19,950,602 shares) are reflected as an issuance as of the reverse merger date (February 10, 2014) for the historical amount of the net liabilities of the Company.

 

The following unaudited financial information has been developed by application of pro forma adjustments to the historical financial statements of Blink Technologies appearing elsewhere in this Current Report. The unaudited pro forma information gives effect to the Merger which has been assumed to have occurred on February 10, 2014 for purposes of the statement of operations. The Company evaluated the existence of intangible assets that should be recognized in business combinations, pursuant to ASC 805-20-25-4. No intangible assets were identified.

 

The unaudited pro forma financial information is presented for informational purposes only and does not purport to represent what the results of operations or financial position of the Company would have been had the transactions described above actually occurred on the dates indicated, nor do they purport to project the financial condition of the Company for any future period or as of any future date. The unaudited pro forma financial information should be read in conjunction with the Company's financial statements and notes thereto included elsewhere in this Current Report.

 

The condensed pro forma results of operations for the three months ended December 31, 2013 and year ended September 30, 2013 are as follows:

 

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Blink Technologies, Inc.

Unaudited Pro Forma Statements of Operations

 

				Three Months Ended												Year Ended
				December 31, 2013												September 30, 2013
				Blink				Blink (fka								Blink				Blink (fka
				Technologies				ePunk, Inc.)								Technologies				ePunk, Inc.)
				Actual				Actual				Pro Forma				Actual				Actual				Pro Forma
REVENUES
	Net sales			$	23,155			$	-			$	23,155			$	-			$	-			$	-
	Cost of revenue				25,800				-				25,800				31,428				-				31,428
		Gross profit (loss)			(2,645	)			-				(2,645	)			(31,428	)			-				(31,428	)
Operating expenses					74,812				7,968				82,780				774,200				242,839				1,017,039
	Loss from operations				(77,457	)			(7,968	)			(85,425	)			(805,628	)			(242,839	)			(1,048,467	)
Non-operating income (expense):
	Interest expense				-				(9,978	)			(9,978	)			-				(31,443	)			(31,443	)
	Interest expense - accretion of debt discount				-				(58,852	)			(58,852	)			-				(152,134	)			(152,134	)
	Loss on share issuance				-				-				-				-				-				-
	Debt settlement - related party				-				-				-				(75,000	)			-				(75,000	)
	Total non-operating expense				-				(68,830	)			(68,830	)			(75,000	)			(183,577	)			(258,577	)
Loss on continuing operations				$	(77,457	)		$	(76,798	)		$	(154,255	)		$	(880,628	)		$	(426,416	)		$	(1,307,044	)
Gain (loss) on discontinued operations					-				226,585				226,585				-				(643,453	)			(643,453	)
Net income (loss)				$	(77,457	)		$	149,787			$	72,330			$	(880,628	)		$	(1,069,869	)		$	(1,950,497	)
	Common shares outstanding:
		Basic shares outstanding			24,000,000								24,000,000	2)			24,000,000								24,000,000
		Shares to be issued for acquisition							19,950,602				19,950,602	1)							19,950,602				19,950,602
	Total common shares outstanding												43,950,602												43,950,602
	Net income (loss) per common share - basic											$	0.002											$	(0.044	)

 

1)	Represents ePunk, Inc. pre merger shares outstanding.
2)	Represents the shares issued in the Merger.

 

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The condensed pro forma balance sheet as of September 30, 2013 is as follows:

Blink Technologies, Inc.

Unaudited Pro Forma Balance Sheet

As of September 30, 2013

 

				Blink (fka				Blink
				ePunk, Inc.)				Technologies				Merger
				Actual				Actual				Adjustments				Pro Forma
ASSETS
Current assets:
	Cash			$	1,951			$	51			$	-			$	2,002
	Accounts receivable				-				-				-				-
	Assets from discontinued operations				17,210				-				-				17,210
		Total current assets			19,161				51				-				19,212
	Assets from discountinued opeartions				30,139				-				-				30,139
		Total assets		$	49,300			$	51			$	-			$	49,351
LIABILITIES AND STOCKHOLDERS' DEFICIT
Current liabilities:
	Accounts payable and accrued liabilities			$	19,323			$	72,115			$	-			$	91,438
	Accounts payable - related party				-				11,533								11,533
	Accrued interest				40,182				-				-				40,182
	Convertible notes payable				344,809				-				-				344,809
	Promissory note				100,000				-				-				100,000
	Liabilities from discontinued operations				379,332				-				-				379,332
		Total current liabilities			883,646				83,648				-				967,294
		Total liabilities			883,646				83,648				-				967,294
Commitments and contingencies
Stockholders' deficit:
	Common stock				1,995				75,005				(72,605	)			4,395
	Additional paid-in capital				1,385,250				3,365,593				(2,148,986	)			2,601,857
	Accumulated deficit				(2,221,591	)			(3,524,195	)			2,221,591				(3,524,195	)
		Total stockholders' deficit			(834,346	)			(83,597	)			-				(917,943	)
		Total liabilities and stockholder's deficit		$	49,300			$	51			$	-			$	49,351

 

1)

We have accounted for the Merger under recapitalization accounting whereby the equity of Blink Technologies (Accounting Acquirer) should be presented as the equity of the combined enterprise. The capital stock account of Blink Technologies is adjusted to reflect the par value of the outstanding stock of the Legal Acquirer (Blink (fka ePunk, Inc.)) after giving effect to the number of shares issued in the business combination (19,950,602 shares). Shares retained by the Legal Acquirer (Blink (fka ePunk, Inc.) 19,950,602 shares) are reflected as an issuance as of the reverse merger date (February 10, 2014) for the historical amount of the net equity of Blink, which is in this case is a net liability of $834,346 plus the par value of the shares issued or $1,995.

 

 

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