| Stock and Asset Purchase Agreements | Note 2. Stock and Asset Purchase Agreements Stock Purchase Agreement On August 23, 2013 (the Closing Date),
Authentic, Hrant Isbeceryan, David Lewis Richardson and Evan Michael Hershfield, constituting all of the executive officers and
members of the Board of Directors of Authentic (the Selling Stockholders), and RDA Equities, LLC, a Puerto Rico limited
liability company (RDA), entered into a stock purchase agreement (the Stock Purchase Agreement) pursuant
to which RDA purchased from the Selling Stockholders an aggregate of 2,750,000 shares, par value $0.001 per share, of restricted
common stock of Authentic (the Shares) in consideration for $0.001 per Share (the Purchase Price),
for an aggregate purchase price of $2,750 (the Transaction). Such Shares represented approximately 68.6% of the 15,151,800
outstanding shares of common stock of Authentic as of such date. Pursuant to the terms and conditions of the
Stock Purchase Agreement, on the Closing Date, (i) the Board of Directors of Authentic appointed Joseph Spiteri and Ralph M. Amato
as members to the Board of Directors; (ii) Hrant Isbeceryan and David Lewis Richardson, the current executive officers of the Company,
resigned from the Company; (iii) the Board of Directors appointed Joseph Spiteri as the Companys Chief Executive Officer,
President, Secretary and Treasurer, Ronald J. Everett as the Companys Chief Financial Officer, and Nicholas P. DeVito as
the Companys Chief Operating Officer; and (iv) Hrant Isbeceryan, David Lewis Richardson and Evan Michael Hershfield resigned
from the Board of Directors, effective immediately. Also pursuant to the Stock Purchase Agreement,
Authentic agreed to effectuate the following: (a) a three-for-one (3:1) forward stock split of Authentics outstanding common
stock (the Forward Stock Split); (b) a business combination by merging Authentic with and into Mojo Data Solutions,
Inc., a corporation formed in the Commonwealth of Puerto Rico, with Mojo being the surviving entity (the Surviving Corporation)
and with each outstanding share of the Common Stock of the Company being automatically converted into one share of Common Stock
of the Surviving Corporation (the Merger); and (c) the Surviving Corporation subsequently acquiring certain intellectual
property assets of Mobile Data Systems, Inc., a New York corporation (the Acquisition). In the event the Merger and
Acquisition was not consummated on or prior to the 90th day following the Closing Date, which date was extended by agreement among
the parties, the Company agreed to undertake all reasonable efforts to remove the then current directors and officers of the Company
in accordance with applicable corporate law and replace such individuals with Hrant Isbeceryan as President, Chief Executive Officer
and director, David Lewis Richardson as Chief Financial Officer, Secretary, Treasurer and director and Evan Michael Hershfield
as director, and unless otherwise consented to in writing by Hrant Isbeceryan, cease all actions in connection with the Forward
Stock Split, Merger and Acquisition to the extent such actions have not yet been consummated; and retransfer the Shares back to
the Selling Stockholders for the Purchase Price. On September 13, 2013, Authentic, effectuated
a three-for-one (3:1) forward stock split of its outstanding shares of common stock, par value $0.001 per share. All references
to Authentics outstanding shares, warrants and per share information have been retroactively adjusted to give effect to
the forward stock split. After the forward stock split, Authentic merged with and into Mojo Data Solutions, Inc., a Puerto Rico
corporation and a wholly-owned subsidiary of Authentic formed on August 21, 2013 solely for the purpose of reincorporating Authentic
in Puerto Rico under the new name Mojo Data Solutions, Inc. Pursuant to that certain Agreement and Plan of Merger, dated August
27, 2013, by and between Authentic, a Nevada corporation and Mojo Data Solutions, Inc., a Puerto Rico corporation (the Merger
Agreement and Mojo), Authentic merged with and into Mojo, with Mojo being the surviving corporation (hereinafter
referred to as the Company) and Authentic ceasing to exist. Each share of common stock of Authentic automatically,
and without any further action by any of the stockholders, became a share of common stock, par value $0.001, of Mojo on a one-for-one
basis. As a result of the Merger, the Certificate of Incorporation and Bylaws of Authentic became the Certificate of Incorporation
and Bylaws of the Company. Asset Purchase Agreement On September 27, 2013, the Company entered
into an Asset Purchase Agreement (the APA) with Mobile Data Systems, Inc., a New York corporation (MDS),
pursuant to which the Company agreed to purchase all of the intellectual property and substantially all of the tangible assets
of MDS, constituting substantially all of the assets of MDS, in consideration for $190,000 cash and an unsecured promissory note
for the principal amount of $80,000 (the Promissory Note), bearing interest at a rate of 5% per annum, maturing on
the first anniversary date of the date of issuance and convertible by the holder thereof at any time and from time to time into
restricted shares of common stock of the Company at the rate of $0.05 per share (the Transaction). The net cash received
from MOJO was $8,277 with the remaining $80,000 recorded as note receivable and $181,723 recorded as payment of debt. The total
consideration of $270,000 was recorded as an equity transaction between related parties. The CEO of the Company is also the CEO
of Mobile Data Systems, Inc. Upon the closing of the transaction under the APA on January 31, 2014, the business of MDS became
the business of Mojo. The combination of the stock purchase agreement
and APA is accounted for under the guidance for reverse merger acquisitions. In accordance with reverse merger accounting, the
December 31, 2013 balances on the balance sheet are those of MDS with the exception of common stock which has been reflected to
show the shares that would have been outstanding if MDS was public as of December 31, 2013. In addition, the prior year quarterly
results of operations and cash flows are those of MDS. Upon closing of the APA, all assets of MDS
were removed from the surviving company with the exception of the fixed assets which were assumed by the surviving company as part
of the APA. In addition, all liabilities and retained earnings were also removed from the surviving company. The net adjustment
to additional paid in capital for this was a decrease of $1,143,195 with net asset removed of $2,575,202. In addition, upon closing
of the APA, all assets, liabilities, and equity instruments of Mojo were incorporated to the surviving company. The net adjustment
to additional paid in capital for this was a decrease of $120,351 with net assets assumed of $(92,593). The net cash received from
the reverse merger was $176,104. See below for a table showing the full effects
of the reverse merger at the time of commencement on January 31, 2014.
Consolidation Adjustments Surviving
MDS Mojo MDS Mojo APIC Company
Cash and cash equivalents 11,507 187,610 (11,507 ) 187,610 176,103 187,610
Accounts receivable - 163 - 163 163 163
Accounts receivable - related party 10,000 - (10,000 ) - (10,000 ) -
Inventory - 2,961 - 2,961 2,961 2,961
Prepaid expenses - 2,045 - 2,045 2,045 2,045
Convertible note receivable 80,000 (80,000 ) (80,000 ) -
Other receivable - related party 18,000 - (18,000 ) - (18,000 ) -
119,507 192,779 192,779
Property and equipment, net 13,607 - - - - 13,607
Other assets 1,018 - (1,018 ) - (1,018 ) -
134,132 192,779 206,386
Cash overdraft 4,137 (4,137 ) (4,137 ) 4,137
Accounts payable 562,650 56,258 562,650 (56,258 ) 506,392 56,258
Accounts payable - related party - 10,000 - (10,000 ) (10,000 ) 10,000
Accrued expenses - 5,957 - (5,957 ) (5,957 ) 5,957
Notes payable 740,000 - 740,000 - 740,000 -
Convertible notes payable - 100,000 - (100,000 ) (100,000 ) 100,000
Due to related parties 1,393,077 109,020 1,393,077 (109,020 ) 1,284,057 109,020
2,695,727 285,372 285,372
Preferred stock - 23,000 - (23,000 ) (23,000 ) 23,000
Common stock 10,394 15,152 - (4,758 ) (4,758 ) 15,152
Additional paid in capital 1,146,408 230,626 - - - (117,138 )
Accumulated deficit (3,718,397 ) (361,371 ) (3,718,397 ) - (3,718,397 ) -
(2,561,595 ) (92,593 ) (78,986 )
134,132 192,779 (1,143,195 ) (120,351 ) (1,263,545 ) 206,386 |
