UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549



FORM 10-Q

|(Mark one)
|----------
|          
|x         

For the Quarterly Period Ended June 30, 2014

OR

| | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934
| | -----------------------------------------------------------------------------------------

For the transition period from _________________to

|                                
|--------------------------------
|Commission File Number:000-53810
|                                

EZJR, Inc.

(Exact name
of registrant as specified in its charter)

|Nevada                            |  | 20-0667864         
|--------------------------------- |  | -------------------
|(State or Other Jurisdiction      |  | (I.R.S. Employer   
|of Incorporation or Organization) |  | Identification No.)



|2001 Lawrenceville Suwanee Road, Ste. 203, Suwanee, GA |  | 30024     
|------------------------------------------------------ |  | ----------
|(Address of principal executive offices)               |  | (Zip Code)

Telephone:678-866-3414

(Registrant’s telephone number, including
area code)



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 [X] No [ ]

Indicate by check mark whether the registrant
has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted
and posted 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 and post such files). Yes [ ] No [ ] Not Applicable[X]

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

|Large accelerated filero | Accelerated filero | Non-accelerated filero | Smaller reporting company [X]
|------------------------ | ------------------ | ---------------------- | -----------------------------

Indicate
by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). YesoNo [X]

APPLICABLE ONLY TO CORPORATE ISSUERS

Indicate the number of shares outstanding of each of the issuer’s
classes of common stock, as of the latest practicable date.

As of August 10, 2014, the registrant’s
outstanding common stock consisted of 29,139,576 shares, $0.001 par value. Authorized – 70,000,000 common shares.









Table of Contents

EZJR, Inc.

Index to Form 10-Q

For the Quarterly Period Ended June 30, 2014



|PART I   | Financial Information                                                                                                | 3 
|-------- | -------------------------------------------------------------------------------------------------------------------- | --
|         |                                                                                                                      |   
|ITEM 1.  | Financial Statements                                                                                                 | 3 
|         | Consolidated Balance Sheets as of June 30, 2014 and December 31, 2013 (Unaudited)                                    | 3 
|         | Consolidated Statements of Operations for the Three and Six Months Ended June 30, 2014 and June 30, 2013 (Unaudited) | 4 
|         | Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2014 and June 30, 2013 (Unaudited)           | 5 
|         | Notes to the Unaudited Financial Statements (Unaudited)                                                              | 6 
|         |                                                                                                                      |   
|ITEM 2.  | Management’s Discussion and Analysis of Financial Condition and Results of Operations                                | 19
|         |                                                                                                                      |   
|ITEM 3.  | Quantitative and Qualitative Disclosures About Market Risk                                                           | 26
|         |                                                                                                                      |   
|ITEM 4T. | Controls and Procedures                                                                                              | 26
|         |                                                                                                                      |   
|PART II  | Other Information                                                                                                    | 28
|         |                                                                                                                      |   
|ITEM 1.  | Legal Proceedings                                                                                                    | 28
|         |                                                                                                                      |   
|ITEM 1A. | Risk Factors                                                                                                         | 28
|         |                                                                                                                      |   
|ITEM 2.  | Unregistered Sales of Equity Securities and Use of Proceeds                                                          | 28
|         |                                                                                                                      |   
|ITEM 3.  | Defaults Upon Senior Securities                                                                                      | 28
|         |                                                                                                                      |   
|ITEM 4.  | Mine Safety Disclosures                                                                                              | 28
|         |                                                                                                                      |   
|ITEM 5.  | Other Information                                                                                                    | 28
|         |                                                                                                                      |   
|ITEM 6.  | Exhibits                                                                                                             | 29
|         |                                                                                                                      |   
|         | SIGNATURES                                                                                                           | 30
|         |                                                                                                                      |   



2







PART I. FINANCIAL INFORMATION



ITEM 1. FINANCIAL STATEMENTS



|EZJR, INC.                                                                            
|--------------------------------------------------------------------------------------
|Consolidated Balance Sheets                                                           
|(Unaudited)                                                                           
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                      
|ASSETS                                                                                
|                                                                                      
|Current assets                                                                        
|Cash                                                                                  
|Receivables                                                                           
|Prepaid maintenance fees - current                                                    
|Other current assets                                                                  
|Total current assets                                                                  
|                                                                                      
|Furniture equipment and software, net                                                 
|Prepaid maintenance fees - non current                                                
|Other assets                                                                          
|Total assets                                                                          
|                                                                                      
|LIABILITIES AND STOCKHOLDERS' DEFICIT                                                 
|                                                                                      
|Current liabilities                                                                   
|Accounts payable and accrued liabilities                                              
|Loan application fee liability                                                        
|Related party notes payable                                                           
|Related party advances                                                                
|Notes payable                                                                         
|Deferred rent-current                                                                 
|Total current liabilities                                                             
|                                                                                      
|Deferred rent- non current                                                            
|Total liabilities                                                                     
|                                                                                      
|Stockholders' deficit                                                                 
|Preferred stock, $0.001 par value,  5,000,000 shares                                  
|authorized, no shares issued or outstanding                                           
|Common stock, $0.001 par value,                                                       
|70,000,000 shares authorized, 29,139,576                                              
|and 13,164,576 shares issued and outstanding as of                                    
|June 30, 2014 and December 31, 2013, respectively                                     
|Additional paid-in capital                                                            
|Accumulated deficit                                                                   
|Total stockholders' deficit                                                           
|Total liabilities and stockholders' deficit                                           
|                                                                                      
|The accompanying notes are an integral part of these consolidated financial statements



3







|EZJR, INC.                                                                            
|--------------------------------------------------------------------------------------
|Consolidated Statements of Operations                                                 
|(Unaudited)                                                                           
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                      
|REVENUES                                                                              
|Product sales                                                                         
|Referral fees                                                                         
|Commission revenue                                                                    
|Total revenues                                                                        
|                                                                                      
|Operating Expenses:                                                                   
|Commission expenses                                                                   
|Advertising                                                                           
|Selling costs                                                                         
|General and administrative                                                            
|Total operating expenses                                                              
|                                                                                      
|Income (loss) from operations                                                         
|                                                                                      
|Other expenses                                                                        
|Interest expense - related parties                                                    
|Other interest expense                                                                
|Total other expenses                                                                  
|                                                                                      
|Net loss                                                                              
|                                                                                      
|Net loss per share-basic                                                              
|                                                                                      
|Weighted average number of common                                                     
|shares outstanding - basic                                                            
|                                                                                      
|The accompanying notes are an integral part of these consolidated financial statements



4









|EZJR, Inc.                                                                             
|---------------------------------------------------------------------------------------
|Consolidated Statements of Cash Flows                                                  
|(Unaudited)                                                                            
|                                                                                       
|                                                                                       
|                                                                                       
|                                                                                       
|OPERATING ACTIVITIES                                                                   
|Net loss                                                                               
|Adjustments to reconcile net loss                                                      
|to net cash used by operating activities:                                              
|Depreciation and amortization                                                          
|Amortization of prepaid software maintenance contract                                  
|Non-cash interest expense related to the issuance of stock in                          
|exchange for cancellation of demand note and accrued interest                          
|Non-cash interest expense related to the issuance of common stock in                   
|exchange for promissory note and accrued interest                                      
|Changes in operating assets and liabilities:                                           
|Prepaids                                                                               
|Receivables                                                                            
|Other assets                                                                           
|Accounts payable and accrued liabilities                                               
|Loan application fee liability                                                         
|Deferred rent                                                                          
|Net cash used by operating activities                                                  
|                                                                                       
|INVESTING ACTIVITIES                                                                   
|Disposal of fixed assets                                                               
|Purchases of fixed assets                                                              
|Net cash provided (used) by investing activities                                       
|                                                                                       
|FINANCING ACTIVITIES                                                                   
|Proceeds from sales of common stock                                                    
|Proceeds from notes payable                                                            
|Proceeds from related party notes payable                                              
|Proceeds from related party advances                                                   
|Repayment of related party advances                                                    
|Net cash provided by financing activities                                              
|                                                                                       
|NET CHANGE IN CASH                                                                     
|                                                                                       
|CASH AND CASH EQUIVALENTS -                                                            
|BEGINNING OF PERIOD                                                                    
|END OF PERIOD                                                                          
|                                                                                       
|SUPPLEMENTAL DISCLOSURES:                                                              
|Interest paid                                                                          
|Income taxes paid                                                                      
|                                                                                       
|Non-cash investing and financing activities:                                           
|Accrued interest payable satisfied with issuance of common stock                       
|Notes payable satisfied with issuance of common stock                                  
|Related party advances satisfied with the issuance of common stock                     
|Purchase of software and maintenance agreement with common stock                       
|Stock issued to settle related party notes payable                                     
|The accompanying notes are an integral part of these consolidated  financial statements



5









EZJR, Inc.

Notes to the Consolidated Financial Statements

(Unaudited)



1. Description of the Company



EZJR, Inc., ("we", "us",
"our", “the Company" or the "Registrant") was incorporated August 14, 2006 under the laws of the
State of Nevada, as IVPSA Corporation ("IVP"). The Company was incorporated as a subsidiary of Eaton Laboratories, Inc.,
a Nevada corporation.



On July 25, 2008, EZJR, Inc., a Nevada corporation
and IVPSA Corporation, entered into an Acquisition Agreement and Plan of Merger. Immediately upon the effectiveness of the merger,
the original EZJR ceased to exist.



In January 2012, EZJR, Inc. ("Company")
("EZJR") entered into a two-step transaction with OwnerWiz Realty Inc. (“OWR”), a privately-held Georgia
corporation. The first step of the transaction occurred in January 2012, when an entity owned by the shareholders of OWR and parent
company of OW Marketing, Inc. (“OWM”) acquired seven million five hundred thousand (7,500,000) shares of EZJR, approximately
95.25% of the then outstanding shares of EZJR totaling 7,873,750 shares from then two major shareholders in a private transaction.
The second step of the transaction occurred on March 1, 2012, when EZJR, Inc., EZJR Acquisition Corporation ("Sub"),
a Nevada corporation and subsidiary of EZJR and OWR, entered into a Share Exchange Agreement and Plan of Merger "Share Exchange"
pursuant to which the Sub was merged with and into OWR, with OWR surviving as a wholly-owned subsidiary of the Company. The Company
acquired all of the outstanding capital stock of OWR in exchange for issuing 390,000 shares of EZJR common stock which were issued
to two shareholders of OWR. Since the former shareholders of OWR owned over 95% of the outstanding common stock of EZJR upon consummation
of the Share Exchange, the transaction has been recorded as a reverse merger and resulted in a recapitalization with OWR being
the acquirer for accounting purposes. Accordingly, the historical financial statements are those of OWR and have been prepared
to give retroactive effect to the reverse acquisition. The transaction contemplated by the Agreement was intended to be a "tax-free"
reorganization pursuant to the provisions of Section 351 and 368(a)(1)(A) of the Internal Revenue Code of 1986, as amended.



On January 28, 2014, the Company acquired Leading
Edge Financial (“LEF”), a private Florida corporation engaged in the business of personal credit management in a stock
exchange transaction whereby the Company exchanged 4,475,000 shares of restricted common stock in exchange for 100% of the stock
of LEF.



Corporate Structure



EZJR, Inc. ("Company") ("EZJR")
is an Internet marketing company and real estate company located in Georgia.  OwnerWiz Realty, Inc. (“OWR”) is
the Company’s wholly-owned subsidiary. OWR was incorporated April 12, 2011. OW Marketing, Inc. (“OWM”) is a wholly-owned
subsidiary of OWR and was incorporated on October 23, 2011. LEF is a wholly-owned subsidiary of EZJR.



OWM’s Business



OW Marketing, Inc., operates several websites
which offer users several services. These services include credit monitoring, credit management, credit reports, and real estate
listings. The Company receives fees from its users for its credit related products and records those fees as revenue as they are
received. During the three months ended March 31, 2014 and the six months ended June 30, 2013, the Company did not provide any
credit related services other than credit management through LEF. Rather the Company referred the customer's information to third
party companies. The Company received referral fees from these third party credit service providers. During 2014, it is management’s
intention to provide these services directly through our customers, by licensing the information necessary. Also, the Company has
identified a number of additional businesses for which it could expand its product offerings and generate additional revenues.
For the Company to fully execute on its business model for OWM, it will require substantial cash resources which are currently
unavailable.





6









CredezeTM - Credit Monitoring Service.In March 2014, we launched Credeze on a test basis.TheCredeze product is both a credit monitoring service as
well as an identity protection program. Customers subscribe to Credeze Identity Protection Program and are charged on a recurring
monthly basis. Credeze monitors each customer’s credit daily through all three of the major credit bureaus, and immediately
alerts the customer through our notification reports system in the case of a change in their credit score. Customers also have
secure, 24 hour access to their credit reports from the major credit bureaus. Additionally, the Credeze Website has a variety of
tools and resources to provide customers with the information for protecting their identity. Credeze began generating limited revenues
in March 2014.



Listingswiz – Rent-to-Own Home Finder.Listingswiz is a Website designed to help the customer complete the process of buying a home. Customers pay a monthly fee for
access to various tools to achieve that goal. They start with a personal profile that outlines the type of home they desire including
number of bedrooms and bathrooms along with the targeted monthly payment. The site allows visitors to view home listings for free.
However, paid subscribers may view detailed data and have access to the Company Home Resume service.



LEF’s Business



LEF is a credit management company with licensed
technology that helps our customers establish or re-establish a good credit history while providing ongoing training and support.
LEF also provides our customers with up-to-date credit education material and a credit coach to assist in keeping the customer
on the right credit path. Customers receive an analysis of their credit file that show which items are hurting their score the
most. This analysis also highlights both the positive and negative items affecting their credit. This analysis is created using
Point Deduction Technology software (“PDT”). PDT recognizes the many factors used in credit scoring and assigns a point
deduction number per item on the credit report thus allowing the customer to understand which accounts are affecting the credit
score the most.



The customer is also provided access to a Target
Score Simulator (“TSS”) which is an interactive tool that instructs the customer as to the best things to do and not
to do to increase their credit score. The customer starts by selecting the credit bureau that they would like to simulate. The
customer then enters a target score that they would like to achieve. They are then provided with a list of the most efficient recommendation
to reach the target score. In some cases there may be a recommendation to use the credit line in order to gain credit score points
or they may be required to have a creditor reporting agency correct the high credit amount on their credit report. These recommendations
are calculated first before a pay down approach in order to save the customers the most amount of money possible. The simulator
alerts the customer of the total points recovered and the cost to acquire those points to reach their target score to attain that
score. Conversely, the customer is also able to manually simulate the results from various changes to their credit report. By making
changes to their report, they can see what the change to their credit score will be.



LEF is not a Credit Repair company. Credit
Repair companies focus only on negative credit items on your report. Their main modus operandi is to send letters to the
credit bureaus highlighting certain items that either might not belong to you or are reported inaccurately. The idea is that if
the lender or employer doesn't see any negative items it's a success. Unfortunately this does not necessarily increase the credit
score and it will not stop the consumer from making the same mistakes over and over again.





OWR’s Business



OwnerWiz Realty Inc. is a Georgia licensed
real estate company that represents both buyers and sellers of homes.

OWR earns commission revenues when the sales
transactions are complete from the buyer or seller. OWR generates revenues by selling realtor services to prospective homebuyers
interested in residential properties. They focus on identifying rental properties that a prospective buyer can rent with an option
to purchase the property at a later date. In some instances, these services will be provided by realtors employed or retained by
our company. In other instances, OWR will refer these services to outside realtors. OWR will collect a fixed portion of the realtor
commissions. In order to promote its realtor services, OWR will provide prospective homebuyers with comprehensive information on
residential properties.



OWR’s principal business activities include:
promoting, marketing, and selling realtor services to prospective homebuyers interested in residential properties. During the three
and six month ended June 30, 2014, and 2013, OWR did a minimal amount of business due to fiscal constraints. During 2014, the Company
intends to reduce its real estate activities and concentrate on OWM’s business and discontinue OWR’s operations.



7







Customer Relationship Management System Purchase



On May 28, 2014, the Company entered into an Asset Purchase Agreement
with Leader Act Ltd HK, ("Leader") a private Hong Kong corporation to purchase a Customer Relations Management ("CRM")
software program developed and owned by Leader. The CRM system entails all aspects of interaction that a company has with its customer,
whether it is sales or service-related. It also provides a greater understanding of the customer and helps manage customer data
and all interaction with the customer. Under the terms of the Asset Purchase Agreement, Leader agrees to service and maintain the
software for a period of two years. Subsequently, Leader will be paid to service and maintain the software. For the CRM and service
and maintenance the Company issued to leader 10,000,000 restricted shares of common stock valued at $0.05 per share. For financial
reporting purposes, $350,000 of the purchase prices was allocated to the CRM and $150,000 was allocated to the software maintenance
agreement which was booked as a prepaid at the date of the acquisition and will be amortized on a straight-line basis over the
period of the agreement.



As of the date of this report the Company was utilizing the new
software for certain aspects of its business. However, for other product offerings the new software continued to be installed and
tested. We anticipate that the CRM system will be fully installed, tested and operational by the end of the third quarter of 2014.



Expected benefits of change of the new CRM include the following:

·More personalized customer service

·Improved reporting, performance management and customer analytics

·Privacy and security

·Improved customer retention

·Fraud detection and prevention analytics

·Automated recurring billing capabilities

·Sophisticated Profit management tools including affiliate commission tracking, price point
testing and indemnification of revenue loss causes

·Gateway integration and merchant account load balancing

·Improved affiliate management and affiliate fraud detection

·Enhance reporting and performance tracking





Finally, the new CRM system, when fully integrated, will be highly
scalable and customizable, allowing us to gain actionable customer insights with a back-end analysis as well as helping streamline
our operations and personalize customer service.





Media Investor Purchaser Agreement



On June 29, 2014, the Company entered into
a Media Investor Purchaser Agreement ("MIP") with Leader. Under the terms of the MIP Agreement, Leader undertakes the
responsibility to provide the investment dollars of the "media purchase" for customer and lead generation and to manage
this process. In doing so, Leader will create the offers, spend the funds necessary to purchase various media and manage the overall
process. The Company's current on-line offers are focused in the financial services industry, representing credit monitoring and
management. Leader is also responsible for graphic design, Website design and various other programming expenses. The net revenue
from the media purchase will be shared with each party receiving 50 percent after the deduction of certain costs and expenses including
the media purchase, merchant fees, product costs, and affiliate fees. Under the agreement the Company will be responsible for customer
service, network costs, accounting and other general and administrative costs. Leader can advance EZJR up to $500,000 which may
be converted into a total of 10,000,000 restricted common shares of EZJR stock at the fixed price of $0.05 per share. Once Leader
has acquired the 10,000,000 shares of EZJR stock ownership, the MIP Agreement is no longer in force. Leader had previously advanced
the Company the sum of $50,000 for media purchases. On June 26, 2014, these funds were used to purchase 1,000,000 restricted shares
of the Company’s common stock at $0.05 per share.





8









Going Concern and Management's Plan



From inception (April 12, 2011) through
June 30, 2014, we had an accumulated deficit of $17,910,934 and as such our independent accountants have substantial doubts about
the Company’s ability to continue as a going concern. Since inception through June 30, 2014, we have not generated sufficient
revenues to achieve operating profitability. We have generated significant operating losses since our formation and expect to incur
substantial losses and negative operating cash flows for the foreseeable future. For the six months ended June 30, 2014, our net
loss was $1,598,287. Accordingly, there can be no assurance that we will ever be able to achieve our sales goals or earn a profit.

These factors raise substantial doubt about
the Company’s ability to continue as a going concern. Management is seeking additional sources of financing and is continuing
to implement the business plan. Management believes these factors will contribute toward achieving profitability. The accompanying
financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts,
or amounts and classification of liabilities that might result from this uncertainty.



Reclassifications

Certain reclassifications have been made to the prior year's financial
statements to conform to the current year's presentation.  These reclassifications had no effect on previously reported
results of operations.  The Company reclassified liabilities due to a shareholder from accounts payable to related party
advances.





2. Summary of Significant Accounting Policies



Principles of Consolidation

The consolidated financial statements include the accounts
of the Company (a Nevada Corporation) and its subsidiaries, Ownerwiz Realty, OW Marketing and Leading Edge Financial, all of which
are wholly-owned. All significant intercompany transactions have been eliminated in consolidation.

Revenue Recognition



Service and Referral Fees



The Company, through its wholly owned subsidiary,
OWM, operates several websites which offer users several services. These services include credit monitoring, credit repair, credit
reports, rent to own real estate and real estate finance applications. The Company receives fees from its users for its credit
related products and records those fees as revenue as they are received. The Company received referral fees from these third party
credit service providers. These fees were recorded as revenue when received. During the remainder of the year ended December 31,
2014 it is the Company’s intention to provide these services by reselling services of third parties.



Loan Application Fees



OWM entered into a marketing agreement with
SCS Private Funding (“SCS”) in April 2012. This agreement provided for OWM to generate loan applications for loans
to be funded by SCS. The loan applications generated by OWM are generally from consumers that have had challenges with their credit
and mortgage history. OWM generally received a loan application fee of $5,000 from the prospective borrower on each transaction.
After review of each application, OWM sent the application along with $3,500 to SCS. None of the loans were ever funded.



In July 2012, OWM became aware that SCS had
been operating in violation of a final Cease and Desist order issued by the State of Georgia. OWM then ceased sending loan applications
and payments to SCS.





9









From April 15, 2012 to August 3, 2012 the Company
received 56 loan applications totaling $274,710 in loan application fees. Of this amount $91,000 was subsequently paid to SCS on
behalf of applicants. Additionally, as of June 30, 2014 a total of $117,640 had been refunded to applicants by the Company. Of
that amount, $4,000 was refunded to applicants that were, in fact, paid to SCS and the responsibility of SCS. Subsequent to June,
2014 an additional $200 was refunded to applicants.



The Company does not believe that it is legally
liable for any amounts forwarded to SCS on behalf of applicants. However, from time-to-time, on a case-by-case basis the Company
has refunded amounts to applicants that were paid to SCS. Regardless, it is the Company’s policy to record the total of all
loan application fees it has received as a loan application fee liability until such time as a refund is made to the applicant
either by SCS or the Company. As of June 30, 2014 and December 31 2013 the balances were $62,070 and $66,320, respectively.





Service and Product Revenues in OWM



The Company sells a variety of products on
its Websites that are delivered in digital form directly to their customers. Without exception the customer pays the Company with
a credit card. The revenues from the sale of these products are recorded upon receipt of the credit card payment.



Commission Revenue



The Company's wholly-owned subsidiary, OWR,
is a licensed corporate real estate broker in the state of Georgia and contracts with real estate agents to provide customer leads
and broker services in return for a participatory share of commissions earned on completed real estate sales and rental transactions.
The Company reports the entire commission earned from a sales or rental transaction as revenue on a gross basis. Commission expenses
as presented in the statement of operations represent the variable portion of the gross commission earned that is paid to the Company’s
in-State sub-contracted agents who conduct the transactions. The Company recognizes revenue only when the real estate transaction
has closed and all of the following criteria have been met: i) persuasive evidence of an arrangement exists; ii) delivery has occurred
or services have been rendered; iii) the fee for the arrangement is fixed or determinable; and iv) collectability is reasonably
assured.



Cash Equivalents



The Company considers deposits that can be redeemed on demand and
investments that have original maturities of less than three months, when purchased, to be cash equivalents. As of June 30, 2014
and December 31, 2013, the Company’s cash and cash equivalents were on deposit in federally-insured financial institutions.



Concentration of Credit Risk for Cash Deposits at Banks



Financial instruments that potentially subject the Company to concentrations
of credit risk consist principally of cash deposits. Deposits at the Company's financial institutions are fully insured by the
Federal Deposit Insurance Corporation (FDIC).



Basis of Presentation and Use of Estimates
in the Financial Statements



The Company has prepared the accompanying consolidated
financial statements pursuant to U.S. Generally Accepted Accounting Principles.



Use of Estimates

The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and assumptions that affect certain reported amounts and disclosures.
 Management uses its historical records and knowledge of its business in making estimates.  Accordingly, actual results
could differ from those estimates.





10







Accounts Receivable



Accounts receivable are reported at the customers' outstanding balances
less any allowance for doubtful accounts. Interest is not accrued on overdue accounts receivable. The Company evaluates receivables
on a regular basis for potential reserves.



Fair Value of Financial Instruments



The Company measures fair value based on the prices that would be
received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement
date. Fair value measurements are based on a three tier hierarchy that prioritizes the inputs used to measure fair value, using
quoted prices in active markets for identical assets (Level 1); significant other observable inputs (Level 2); and significant
unobservable inputs (Level 3).



Accounts payable are reported at their historical carrying values,
which approximate their fair values based on their short-term nature.



The fair value measurements of the Company’s financial instruments
at June 30, 2014 and December 31, 2013 (as restated) were as follows:



| |                           |  | Level 1         |  | Level 2              |  | Level 3          |  | Total       | 
| | ------------------------- |  | --------------- |  | -------------------- |  | ---------------- |  | ----------- | 
| |                           |  |                 |  |                      |  |                  |  |             | 
| | June 30, 2014             |  |                 |  |                      |  |                  |  |             | 
| | Cash and cash equivalents |  | $        14,485 |  | $                  - |  | $              - |  | $    14,485 | 
| |                           |  |                 |  |                      |  |                  |  |             | 
| | December 31, 2013         |  |                 |  |                      |  |                  |  |             | 
| | Cash and cash equivalents |  | $        64,793 |  | $                  - |  | $              - |  | $    64,793 | 





Basis for Recording Fixed Assets, Lives, and Depreciation
Methods



Property and equipment are recorded at cost. Expenditures for major
additions and improvements are capitalized and minor replacements, maintenance, and repairs are charged to expense as incurred.
When property and equipment are retired or otherwise disposed of, the cost and accumulated depreciation are removed from the accounts
and any resulting gain or loss is included in the results of operations for the respective period. Depreciation is provided over
the estimated useful lives of the related assets using the straight-line method for financial statement purposes. The Company uses
other depreciation methods for tax purposes where appropriate. The estimated useful lives for significant property and equipment
categories are as follows:



| | Furniture and fixtures | 7 years      | 
| | ---------------------- | ------------ | 
| | Equipment              | 3 to 7 years | 
| | Software               | 5 years      | 





Recent Accounting Pronouncements



The Company has evaluated recent pronouncements and believes that
none of them will have a material impact on the Company’s financial position, results of operations or cash flows.



Income Taxes



The Company accounts for income taxes under
the liability method in accordance with FASB ASC 740-10.  Under this standard, deferred income tax liabilities and assets
are determined based on the difference between the financial statement and tax bases of assets and liabilities using the enacted
tax rates expected to be in effect for the year in which the differences are expected to reverse.  Deferred income tax assets
are reduced by a valuation allowance when the Company is unable to make the determination that it is more likely than not that
some portion or all of the deferred income tax asset will be realized.





11









Earnings (Loss) per Share

The Company utilizes FASB ASC 260.  Basic
earnings per share is computed by dividing income available to common stockholders by the weighted-average number of common shares
outstanding. Diluted earnings per share is computed similar to basic earnings per share except that the denominator is increased
to include the number of additional common shares that would have been outstanding if the potential common shares had been issued
and if the additional common shares were dilutive. Common equivalent shares are excluded from the computation if their effect is
anti-dilutive.



Stock-based compensation



The Company records stock-based compensation issued to non-employees
or other external entities for goods and services at either the fair market value of the shares issued or the value of the services
received, whichever is more readily determinable, using the measurement date guidelines enumerated in FASB ASC 505-50-30.





3. Acquisition of Leading Edge Financial, Inc.



One January 28, 2014, the Company issued 4,475,000 shares of restricted
common stock in exchange for 100% of the stock of Leading Edge Financial, Inc. (“LEF”) a Florida Corporation that provides
credit management services. On the date of the acquisition LEF was 54% owned by individuals with a majority beneficial interest
in the Company including one person who was the CEO and sole director of the Company at that time. As such the acquisition was
accounted for by means of a pooling of the entities under GAAP because the entities were under common control at the time of the
transaction.





4. Restatement



As the Company was required to record the transaction as a pooling
of entities, the prior year financial statements have been restated as a result of the acquisition.



12









The following is a summary of the impact of the restatement on the
Company’s consolidated balance sheet as of December 31, 2013:



|                                            |  |   | As Previously Reported |  |   | Adjustments for Pooling with Leading Edge Financial, Inc. |  |   | As Restated 
|------------------------------------------- |  | - | ---------------------- |  | - | --------------------------------------------------------- |  | - | ------------
|ASSETS                                      |  |   |                        |  |   |                                                           |  |   |             
|Current assets                              |  |   |                        |  |   |                                                           |  |   |             
|Cash                                        |  | $ | 64,010                 |  | $ | 783                                                       |  | $ | 64,793      
|Receivables                                 |  |   | 15,265                 |  |   | -                                                         |  |   | 15,265      
|Other current assets                        |  |   | 1,581                  |  |   | -                                                         |  |   | 1,581       
|Total current assets                        |  |   | 80,856                 |  |   | 783                                                       |  |   | 81,639      
|                                            |  |   |                        |  |   |                                                           |  |   |             
|Furniture and equipment, net                |  |   | 19,419                 |  |   | 1,045                                                     |  |   | 20,464      
|Other assets                                |  |   | 7,574                  |  |   | -                                                         |  |   | 7,574       
|Total assets                                |  | $ | 107,849                |  | $ | 1,828                                                     |  | $ | 109,677     
|                                            |  |   |                        |  |   |                                                           |  |   | -           
|LIABILITIES AND STOCKHOLDERS' DEFICIT       |  |   |                        |  |   |                                                           |  |   |             
|Current liabilities                         |  |   |                        |  |   |                                                           |  |   |             
|Accounts payable and accrued liabilities    |  | $ | 380,554                |  | $ | -                                                         |  | $ | 380,554     
|Loan application fee liability              |  |   | 66,320                 |  |   | -                                                         |  |   | 66,320      
|Related party advances                      |  |   | 110,662                |  |   | -                                                         |  |   | 110,662     
|Notes payable                               |  |   | 100,000                |  |   | 25,000                                                    |  |   | 125,000     
|Deferred rent-current                       |  |   | 3,938                  |  |   | -                                                         |  |   | 3,938       
|Total current liabilities                   |  |   | 661,474                |  |   | 25,000                                                    |  |   | 686,474     
|                                            |  |   |                        |  |   |                                                           |  |   | -           
|Deferred rent- non current                  |  |   | 2,413                  |  |   | -                                                         |  |   | 2,413       
|Total liabilities                           |  |   | 663,887                |  |   | 25,000                                                    |  |   | 688,887     
|                                            |  |   |                        |  |   |                                                           |  |   | -           
|Stockholders' deficit                       |  |   |                        |  |   |                                                           |  |   |             
|Common Stock                                |  |   | 13,165                 |  |   | -                                                         |  |   | 13,165      
|Additional paid-in capital                  |  |   | 15,720,172             |  |   | 100                                                       |  |   | 15,720,272  
|Accumulated deficit                         |  |   | (16,289,375)           |  |   | (23,272)                                                  |  |   | (16,312,647)
|Total stockholders' deficit                 |  |   | (556,038)              |  |   | (23,172)                                                  |  |   | (579,210)   
|Total liabilities and stockholders' deficit |  | $ | 107,849                |  | $ | 1,828                                                     |  | $ | 109,677     





13









The following is a summary of the impact of the restatement on the
Company’s consolidated statement of operations for the three months ended June 30, 2013:



|REVENUES                           |   | As Previously Reported |  |   | Adjustments for Pooling with Leading Edge Financial, Inc. |  |   | As Restated 
|---------------------------------- | - | ---------------------- |  | - | --------------------------------------------------------- |  | - | ------------
|Product sales                      | $ | 85,845                 |  | $ | 1,186                                                     |  | $ | 87,031      
|Referral fees                      |   | 644,747                |  |   | -                                                         |  |   | 644,747     
|Commission revenue                 |   | 400                    |  |   | -                                                         |  |   | 400         
|Total revenues                     |   | 730,992                |  |   | 1,186                                                     |  |   | 732,178     
|                                   |   |                        |  |   |                                                           |  |   |             
|Operating Expenses:                |   |                        |  |   |                                                           |  |   |             
|Commission expenses                |   | 227,355                |  |   | -                                                         |  |   | 227,355     
|Advertising                        |   | 291,562                |  |   | -                                                         |  |   | 291,562     
|Selling costs                      |   | 169,215                |  |   | 1,290                                                     |  |   | 170,505     
|General and administrative         |   | 137,464                |  |   | 4,802                                                     |  |   | 142,266     
|Total operating expenses           |   | 825,596                |  |   | 6,092                                                     |  |   | 831,688     
|                                   |   |                        |  |   |                                                           |  |   |             
|Loss from operations               |   | (94,604)               |  |   | (4,906)                                                   |  |   | (99,510)    
|                                   |   |                        |  |   |                                                           |  |   |             
|Other expenses                     |   |                        |  |   | -                                                         |  |   |             
|Interest expense - related parties |   | (15,343,983)           |  |   | -                                                         |  |   | (15,343,983)
|Other interest expense             |   | (697)                  |  |   | -                                                         |  |   | (697)       
|Total other expenses               |   | (15,344,680)           |  |   | -                                                         |  |   | (15,344,680)
|                                   |   | -                      |  |   | -                                                         |  |   | -           
|Net loss                           | $ | (15,439,284)           |  | $ | (4,906)                                                   |  | $ | (15,444,190)



The following is a summary of the impact of the restatement on the
Company’s consolidated statement of operations for the six months ended June 30, 2013:



|REVENUES                           |   | As Previously Reported |  |   | Adjustments for Pooling with Leading Edge Financial, Inc. |  |   | As Restated 
|---------------------------------- | - | ---------------------- |  | - | --------------------------------------------------------- |  | - | ------------
|Product sales                      | $ | 192,712                |  | $ | 1,186                                                     |  | $ | 193,898     
|Referral fees                      |   | 1,516,363              |  |   | -                                                         |  |   | 1,516,363   
|Commission revenue                 |   | 3,025                  |  |   | -                                                         |  |   | 3,025       
|Total revenues                     |   | 1,712,100              |  |   | 1,186                                                     |  |   | 1,713,286   
|                                   |   |                        |  |   | -                                                         |  |   |             
|Operating Expenses:                |   |                        |  |   | -                                                         |  |   |             
|Commission expenses                |   | 474,276                |  |   | -                                                         |  |   | 474,276     
|Advertising                        |   | 556,577                |  |   | -                                                         |  |   | 556,577     
|Selling costs                      |   | 382,279                |  |   | 1,330                                                     |  |   | 383,609     
|General and administrative         |   | 268,067                |  |   | 5,516                                                     |  |   | 273,583     
|Total operating expenses           |   | 1,681,199              |  |   | 6,846                                                     |  |   | 1,688,045   
|                                   |   |                        |  |   | -                                                         |  |   |             
|Loss from operations               |   | 30,901                 |  |   | (5,660)                                                   |  |   | 25,241      
|                                   |   |                        |  |   | -                                                         |  |   |             
|Other expenses                     |   |                        |  |   | -                                                         |  |   |             
|Interest expense - related parties |   | (15,347,520)           |  |   | -                                                         |  |   | (15,347,520)
|Other interest expense             |   | (1,278)                |  |   | -                                                         |  |   | (1,278)     
|Total other expenses               |   | (15,348,798)           |  |   | -                                                         |  |   | (15,348,798)
|                                   |   |                        |  |   | -                                                         |  |   |             
|Net loss                           | $ | (15,317,897)           |  | $ | (5,660)                                                   |  | $ | (15,323,557)



14









The following is a summary of the impact of the restatement on the
Company’s consolidated statement of cash flows for the six month ended June 30, 2013



|                                                              |  |   | As Previously Reported |  |   | Adjustments for Pooling with Leading Edge Financial, Inc. |  |   | As Restated 
|------------------------------------------------------------- |  | - | ---------------------- |  | - | --------------------------------------------------------- |  | - | ------------
|OPERATING ACTIVITIES                                          |  |   |                        |  |   |                                                           |  |   |             
|Net loss                                                      |  | $ | (15,317,897)           |  | $ | (5,660)                                                   |  | $ | (15,323,557)
|Adjustments to reconcile net loss to net cash used            |  |   |                        |  |   |                                                           |  |   |             
|by operating activities:                                      |  |   |                        |  |   |                                                           |  |   |             
|Depreciation and amortization                                 |  |   | 3,189                  |  |   | -                                                         |  |   | 3,189       
|Non-cash interest expense related to the issuance of stock in |  |   |                        |  |   |                                                           |  |   |             
|exchange for cancellation of demand note and accrued interest |  |   | 15,343,983             |  |   | -                                                         |  |   | 15,343,983  
|Changes in operating assets and liabilities:                  |  |   |                        |  |   | -                                                         |  |   |             
|Prepaids                                                      |  |   | (4,723)                |  |   | -                                                         |  |   | (4,723)     
|Receivables                                                   |  |   | (33,055)               |  |   | -                                                         |  |   | (33,055)    
|Other assets                                                  |  |   | (2,850)                |  |   | -                                                         |  |   | (2,850)     
|Accounts payable and accrued liabilities                      |  |   | 18,631                 |  |   | -                                                         |  |   | 18,631      
|Loan application fee liability                                |  |   | (99,000)               |  |   | -                                                         |  |   | (99,000)    
|Deferred rent                                                 |  |   | (673)                  |  |   | -                                                         |  |   | (673)       
|Net cash used by operating activities                         |  |   | (92,395)               |  |   | (5,660)                                                   |  |   | (98,055)    
|                                                              |  |   |                        |  |   |                                                           |  |   |             
|INVESTING ACTIVITIES                                          |  |   |                        |  |   |                                                           |  |   |             
|Disposal of fixed assets                                      |  |   | -                      |  |   | -                                                         |  |   | -           
|Purchases of fixed assets                                     |  |   | (3,790)                |  |   | -                                                         |  |   | (3,790)     
|Net cash used by investing activities                         |  |   | (3,790)                |  |   | -                                                         |  |   | (3,790)     
|                                                              |  |   |                        |  |   |                                                           |  |   |             
|FINANCING ACTIVITIES                                          |  |   |                        |  |   |                                                           |  |   |             
|Proceeds from sales of common stock                           |  |   | 100,000                |  |   | -                                                         |  |   | 100,000     
|Proceeds from notes payable                                   |  |   | -                      |  |   | 25,000                                                    |  |   | 25,000      
|Proceeds from related party advances                          |  |   | 27,095                 |  |   | 4,410                                                     |  |   | 31,505      
|Repayment of related party advances                           |  |   | (15,596)               |  |   | -                                                         |  |   | (15,596)    
|Net cash provided by financing activities                     |  |   | 111,499                |  |   | 29,410                                                    |  |   | 140,909     
|                                                              |  |   |                        |  |   |                                                           |  |   |             
|NET CHANGE IN CASH                                            |  |   | 15,314                 |  |   | 23,750                                                    |  |   | 39,064      
|                                                              |  |   |                        |  |   |                                                           |  |   |             
|CASH AND CASH EQUIVALENTS -                                   |  |   |                        |  |   | -                                                         |  |   |             
|BEGINNING OF PERIOD                                           |  |   | 24,205                 |  |   | -                                                         |  |   | 24,205      
|END OF PERIOD                                                 |  | $ | 39,519                 |  | $ | 23,750                                                    |  | $ | 63,269      





15







5. Property and Equipment



Property and equipment (as restated) consists of the following:

| |                             |  | June 30,        |  | December 31,    | 
| | --------------------------- |  | --------------- |  | --------------- | 
| |                             |  | 2014            |  | 2013            | 
| | Furniture and fixtures      |  | $        14,033 |  | $        14,033 | 
| | Equipment                   |  | 8,284           |  | 8,284           | 
| | Software                    |  | 351,141         |  | 1,045           | 
| | Leasehold improvements      |  | -               |  | 9,447           | 
| | Total                       |  | 373,458         |  | 32,809          | 
| | Accumulated depreciation    |  | (15,401)        |  | (12,345)        | 
| | Property and equipment, net |  | $      358,057  |  | $        20,464 | 





Depreciation expense for the three and six months ended June 30,
2014 was $3,923and $7,185, respectively.

Depreciation expense for the three and six months ended June 30,
2013 was $1,568 and $3,189, respectively.



Additionally, during the six month period ended June 30, 2014, the
Company incurred a charge of $4,592 related to the disposal of leasehold improvements for office space that we abandoned.





6. Related Party Transactions



Shareholder Advances







As of June 30, 2014 and December 31, 2013,
the amount of related party advances was $59,112 and $110,662, respectively. These advances have no terms and are to be repaid
at the discretion of the Company.



On June 26, 2014 $50,000 of shareholder advances
were repaid and these funds were used to purchase 1,000,000 restricted shares of the Company’s common stock at $0.05 per
share.







Notes Payable - Related Party



At December 31, 2012, we had a related party
liability of $54,021. The liability consisted of two Demand Promissory Notes Payable for $20,000 and $33,740 plus accrued interest
due to a company controlled by the CEO. The Company had pledged 1,000,000 and 1,687,013, respectively of unregistered restricted
shares as collateral for the timely performance on this note. However, on June 4, 2013, the Company issued 2,678,013 unregistered
restricted shares of common stock at the request of the Note Holder in exchange for principal debt and its unpaid interest on the
two outstanding Demand Promissory Notes. At the time of the payment, the fair market value of the common stock issued was $15,398,575,
based on the trading price of $5.75 per share on May 30, 2013, the date of the demand for payment. The difference between the amounts
of the Demand Promissory Notes and the fair market value of the stock was booked as a non-cash interest expense of $15,343,983
in the second quarter of 2013.



On January 29, 2014 the Company issued a $100,000
promissory note to a shareholder. The note bears interest at 10% per month in the event that it was not paid by March 29, 2014.
To date there have been no interest payments and as such the Company is in default on the note







16









7. Commitments, Contingencies and Management's
Plan



Facility Lease



In April 2012, the Company entered into a lease
for a new office facility. The lease began May 1, 2012 and expires June 30, 2015. The first two months of rent are free, year one
calls for monthly base rent of $4,724, year two has monthly base rent of $4,866 and year three has monthly base rent of $5,014.
Rent expense is recorded on the straight-line method over the term of the lease. A security deposit of $4,724 was paid upon execution
of the lease. In December 2013, the company vacated this facility over a dispute with the landlord on maintenance of the heating
system. The Company is currently negotiating a termination of the lease however, for reporting purposes payments due under the
lease are reported in the schedule below.



In January 2014, the Company entered into a
lease for a new office facility. The lease began January 1, 2014 and expires December 31, 2016. Rent on a monthly basis is $1,100
for 2014, $1,133 for 2015 and $1,167 for 2016.





Future lease payments related to the Company’s
office leases as of June 30, 2014 are as follows:





| | 2014  |  | $               36,684 | 
| | ----- |  | ---------------------- | 
| | 2015  |  | 43,680                 | 
| | 2016  |  | 14,004                 | 
| | Total |  | $               94,368 | 







Employment Contracts



On October 9, 2011, the Company entered into
one-year employment agreements with two individuals. One was hired as Chief Compliance Officer (CCO) and the other was with the
Company's then CEO (currently CTO) to continue serving in that role. The agreement with the CCO was subsequently terminated while
the CEO agreement called for the officer to receive compensation of $9,600 per month. At June 30, 2014 and December 31, 2013, $59,723
was due and outstanding under his agreement and is included in the balance of accounts payable and accrued liabilities.



Concentrations



For the three and six months ended June 30,
2014 approximately 100.0% and 97.6%, respectively of the Company's referral fee revenue was generated from three customers. Changes
with these three customers could have a material adverse effect on the Company’s business, financial condition, and results
of operations. No single customer provided 10% or more of product sale service fees and commission revenue is non-recurring. For
the three and six months ended June 30, 2013 approximately 99.3% and 98.4% of the Company's referral fee revenue was generated
from three customers.



Legal Proceedings

From time to time, we may become involved
in various lawsuits and legal proceedings, which arise in the ordinary course of business. However, litigation is subject to inherent
uncertainties, and an adverse result in these or other matters may arise from time to time that may harm our business.

We are not presently a party to any material
litigation, nor to the knowledge of management is any litigation threatened against us, which may materially affect us.







17









8. Promissory Notes



On October 1, 2013 the Company issued a one-year
promissory note for $100,000. Under the terms of the note interest of 5% would be paid on the monthly anniversary of the note.
Beginning May 1, 2014 the Company was obligated to pay down the note at an amount of $16,666.67 each month until the note was fully
paid. Collateral for the note was 500,000 shares of the Company’s common stock which was held in escrow until the note was
fully paid. In the event of default on the note such shares would be issued to the note holder. On March 1, 2014 the Company released
the 500,000 shares being held in escrow that were used to secure the $100,000 promissory note in exchange for the note and $7,500
of outstanding interest that was due at the time of the exchange. The difference between the amounts of the promissory note and
accrued interest and the fair market value of the stock was booked as a non-cash interest expense of $1,220,000 during the six
months ended June 30, 2014



On January 28, 2014, we issued 4,475,000 shares
of restricted common stock in exchange for 100% of the stock of Leading Edge Financial, Inc. (“LEF”) a Florida Corporation
that provides credit management services. Recorded on the books of LEF at the time of the transaction was a promissory note in
the amount of $25,000. The note bears interest at 3.0% per month and was due and payable at December 15, 2013. At the date of the
transaction and these financial statements LEF was in default on the note. As such, at the discretion of the note holder, the note
can be declared due and payable.



For the three months ended June 30, 2014 interest
expense was $36,706 of which $33,605 was payable to related parties. For the six months ended June 30, 2014 interest expense was
$1,281,996 of which $1,220,000 was non-cash interest, as described above, and $58,000 was payable to related parties.



For the three months ended June 30, 2013 interest
expense was $15,344,680 of which $15,343,983 was non-cash interest, as described and was the result of a related party transaction.
For the six months ended June 30, 2013 interest expense was $15,348,798 of which $15,343,983 was non-cash interest, as described
above, and $3,537 was payable to related parties.



9. Stockholders’
Equity

On January 28, 2014, we issued 4,475,000 shares
of restricted common stock in exchange for 100% of the stock of Leading Edge Financial, Inc. (“LEF”) a Florida Corporation
that provides credit management services. Concurrently, with the close of this transaction, Barry Hall was appointed Executive
Chairman of the Board of Directors and Chief Financial Officer and Edward Zimbardi was appointed to the Board of Directors and
Chief Executive Officer. Adam Alred, the Company’s Chief Executive Officer, resigned from that position and was appointed
Chief Technology Officer.



On March 1, 2014, the Company released the 500,000 shares of restricted
common stock being held in escrow that were used to secure the $100,000 promissory note described in Note 8 to these financial
statements in exchange for the note and any outstanding interest due at the time of the exchange.



On May 28, 2014, the Company issued to leader 10,000,000 restricted
shares of common stock valued at $0.05 per share to purchase a Customer Relations Management ("CRM") software program
and a two-year software maintenance agreement.



On June 26, 2014, the Company sold 1,000,000
shares of restricted common stock for $0.05 per share in exchange for a $50,000 advance from a stockholder.



10. Subsequent Events

As discussed in Note 2 to these financial statements,
subsequent to June 30, 2014, the Company has refunded an additional $200 to applicants for amounts received by the Company related
to the SCS agreement.



18









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



The Company's discussion and analysis
of its financial condition and results of operations are based upon the Company's consolidated financial statements, which have
been prepared in accordance with accounting principles generally accepted in the United States of America. The preparation of these
financial statements requires management to make estimates and assumptions that may affect the reported amounts of assets and liabilities
at the date of the financial statements and the reported amounts of revenues, costs and expenses during the reporting periods.
Actual results could differ materially from these estimates.

Forward-Looking Statements



The Company from time to time may make written
or oral "forward-looking statements" including statements contained in this report and in other communications by the
Company, which are made in good faith by the Company pursuant to the "safe harbor" provisions of the Private Securities
Litigation Reform Act of 1995.



These forward-looking statements include statements
of the Company's plans, objectives, expectations, estimates and intentions, which are subject to change based on various important
factors (some of which are beyond the Company's control). The following factors, in addition to others not listed, could cause
the Company's actual results to differ materially from those expressed in forward looking statements: the strength of the domestic
and local economies in which the Company conducts operations, the impact of current uncertainties in global economic conditions
and the ongoing financial crisis affecting the domestic banking system and financial markets, including the impact on the Company's
suppliers and customers, changes in client needs and consumer spending habits, the impact of competition and technological change
on the Company, the Company's ability to manage its growth effectively, including its ability to successfully integrate any business
which it might acquire, and currency fluctuations. All forward-looking statements in this report are based upon information available
to the Company on the date of this report. The Company undertakes no obligation to publicly update or revise any forward-looking
statement, whether as a result of new information, future events, or otherwise, except as required by law.



The following discussion and analysis compares
our results of operations for the three and six months ended June 30, 2014 and 2013. This discussion and analysis should be read
in conjunction with the consolidated financial statements and notes thereto and the Company’s Form 10-K filed with the Securities
and Exchange Commission on April 15, 2014.



Our Business



We assist those who have lost hope and dreams
of ever owning a home or owning a home again by providing a clear, step-by-step path on the road to home ownership.  We identify
sub-prime home buyers who are either currently renting or want to own a home and have been turned down at banks or finance companies
and provide them tools to allow them to obtain traditional financing and ultimately achieve their dream of home ownership.



Overview of Current Operations



EZJR, Inc. ("Company") ("EZJR")
is an Internet marketing company and real estate company in Georgia.

OwnerWiz Realty, Inc. (“OWR”)
is the Company’s wholly-owned subsidiary. OWR was incorporated April 12, 2011. OW Marketing, Inc. (“OWM”) is
a wholly-owned subsidiary of OWR and was incorporated on October 23, 2011. On January 28, 2014, the Company acquired Leading Edge
Financial (“LEF”), a private Florida corporation engaged in the business of personal credit management.





19









OWM’s Business



OW Marketing, Inc., operates several websites
which offer users several services. These services include credit monitoring, credit management, credit reports, and real estate
listings. The Company receives fees from its users for its credit related products and records those fees as revenue as they are
received. During the three months ended March 31, 2014 and the six months ended June 30, 2013, the Company did not provide any
credit related services other than credit management through LEF. Rather the Company referred the customer's information to third
party companies. The Company received referral fees from these third party credit service providers. During 2014, it is management’s
intention to provide these services directly through our customers, by licensing the information necessary. Also, the Company has
identified a number of additional businesses for which it could expand its product offerings and generate additional revenues.
For the Company to fully execute on its business model for OWM, it will require substantial cash resources which are currently
unavailable.



CredezeTM - Credit Monitoring Service.In March 2014, we launched Credeze on a test basis.TheCredeze product is both a credit monitoring service as
well as an identity protection program. Customers subscribe to Credeze Identity Protection Program and are charged on a recurring
monthly basis. Credeze monitors each customer’s credit daily through all three of the major credit bureaus, and immediately
alerts the customer through our notification reports system in the case of a change in their credit score. Customers also have
secure, 24 hour access to their credit reports from the major credit bureaus. Additionally, the Credeze Website has a variety of
tools and resources to provide customers with the information for protecting their identity. Credeze began generating limited revenues
in March 2014.



Listingswiz – Rent-to-Own Home Finder.Listingswiz is a Website designed to help the customer complete the process of buying a home. Customers pay a monthly fee for
access to various tools to achieve that goal. They start with a personal profile that outlines the type of home they desire including
number of bedrooms and bathrooms along with the targeted monthly payment. The site allows visitors to view home listings for free.
However, paid subscribers may view detailed data and have access to the Company Home Resume service.



LEF’s Business



LEF is a credit management company with licensed
technology that helps our customers establish or re-establish a good credit history while providing ongoing training and support.
LEF also provides our customers with up-to-date credit education material and a credit coach to assist in keeping the customer
on the right credit path. Customers receive an analysis of their credit file that show which items are hurting their score the
most. This analysis also highlights both the positive and negative items affecting their credit. This analysis is created using
Point Deduction Technology software (“PDT”). PDT recognizes the many factors used in credit scoring and assigns a point
deduction number per item on the credit report thus allowing the customer to understand which accounts are affecting the credit
score the most.



The customer is also provided access to a Target
Score Simulator (“TSS”) which is an interactive tool that instructs the customer as to the best things to do and not
to do to increase their credit score. The customer starts by selecting the credit bureau that they would like to simulate. The
customer then enters a target score that they would like to achieve. They are then provided with a list of the most efficient recommendation
to reach the target score. In some cases there may be a recommendation to use the credit line in order to gain credit score points
or they may be required to have a creditor reporting agency correct the high credit amount on their credit report. These recommendations
are calculated first before a pay down approach in order to save the customers the most amount of money possible. The simulator
alerts the customer of the total points recovered and the cost to acquire those points to reach their target score to attain that
score. Conversely, the customer is also able to manually simulate the results from various changes to their credit report. By making
changes to their report, they can see what the change to their credit score will be.



LEF is not a Credit Repair company. Credit
Repair companies focus only on negative credit items on your report. Their main modus operandi is to send letters to the
credit bureaus highlighting certain items that either might not belong to you or are reported inaccurately. The idea is that if
the lender or employer doesn't see any negative items it's a success. Unfortunately this does not necessarily increase the credit
score and it will not stop the consumer from making the same mistakes over and over again.



20









OWR’s Business



OwnerWiz Realty Inc. is a Georgia licensed
real estate company that represents both buyers and sellers of homes.

OWR earns commission revenues when the sales
transactions are complete from the buyer or seller. OWR generates revenues by selling realtor services to prospective homebuyers
interested in residential properties. They focus on identifying rental properties that a prospective buyer can rent with an option
to purchase the property at a later date. In some instances, these services will be provided by realtors employed or retained by
our company. In other instances, OWR will refer these services to outside realtors. OWR will collect a fixed portion of the realtor
commissions. In order to promote its realtor services, OWR will provide prospective homebuyers with comprehensive information on
residential properties.



OWR’s principal business activities include:
promoting, marketing, and selling realtor services to prospective homebuyers interested in residential properties. During the three
and six months ended June 30, 2014, and 2013, OWR did a minimal amount of business due to fiscal constraints. During 2014, the
Company intends to reduce its real estate activities and concentrate on OWM’s business and discontinue OWR’s operations.



Customer Relationship Management System
Purchase



On May 28, 2014, the Company entered into an Asset Purchase Agreement
with Leader Act Ltd HK, ("Leader") a private Hong Kong corporation to purchase a Customer Relations Management ("CRM")
software program developed and owned by Leader. The CRM system entails all aspects of interaction that a company has with its customer,
whether it is sales or service-related. It also provides a greater understanding of the customer and helps manage customer data
and all interaction with the customer. Under the terms of the Asset Purchase Agreement, Leader agrees to service and maintain the
software for a period of two years. Subsequently, Leader will be paid to service and maintain the software. For the CRM and service
and maintenance the Company issued to leader 10,000,000 restricted shares of common stock valued at $0.05 per share. For financial
reporting purposes, $350,000 of the purchase price was allocated to the CRM and $150,000 was allocated to the software maintenance
agreement which was booked as a prepaid at the date of the acquisition and will be amortized on a straight-line basis over the
period of the agreement.



As of the date of this report the Company was
utilizing the new software for certain aspect of its business. However, for other product offerings the new software continued
to be installed and tested. We anticipate that the CRM system will be fully installed, tested and operational by the end of the
third quarter of 2014.



Expected benefits of change of the new CRM
include the following:

- More personalized customer service
- Improved reporting, performance management
and customer analytics
- Privacy and security
- Improved customer retention
- Fraud detection and prevention analytics
- Automated recurring billing capabilities
- Sophisticated Profit management tools including
affiliate commission tracking, price point testing and indemnification of revenue loss causes
- Gateway integration and merchant account load
balancing
- Improved affiliate management and affiliate
fraud detection
- Enhance reporting and performance tracking





Finally, the new CRM system, when fully integrated,
will be highly scalable and customizable, allowing us to gain actionable customer insights with a back-end analysis as well as
helping streamline our operations and personalize customer service.







21









Media Investor Purchaser Agreement



On June 29, 2014, the Company entered into
a Media Investor Purchaser Agreement ("MIP") Agreement with Leader. Under the terms of the MIP Agreement, Leader undertakes
the responsibility to provide the investment dollars of the "media purchase" for customer and lead generation and to
manage this process. In doing so, Leader will create the offers, spend the funds necessary to purchase various media and manage
the overall process. The Company's current on-line offers are focused in the financial services industry, representing credit monitoring
and management. Leader is also responsible for graphic design, Website design and various other programming expenses. The net revenue
from the media purchase will be shared with each party receiving 50 percent after the deduction of certain costs and expenses including
the media purchase, merchant fees, product costs, and affiliate fees. Under the agreement the Company will be responsible for customer
service, network costs, accounting and other general and administrative costs. Leader can advance EZJR up to $500,000 which may
be converted into a total of 10,000,000 restricted common shares of EZJR stock at the fixed price of $0.05 per share. Once Leader
has acquired the 10,000,000 shares of EZJR stock ownership, the MIP Agreement is no longer in force. Leader had previously advanced
the Company the sum of $50,000 for media purchases. On June 26, 2014, these funds were used to purchase 1,000,000 restricted shares
of the Company’s common stock at $0.05 per share.



OwnerWiz Realty Inc. is a Georgia licensed
real estate company that represents both buyers and sellers of homes.

OWR earns commission revenues when the sales
transactions are complete from the buyer or seller. OWR generates revenues by selling realtor services to prospective homebuyers
interested in residential properties. They focus on identifying rental properties that a prospective buyer can rent with an option
to purchase the property at a later date. In some instances, these services will be provided by realtors employed or retained by
our company. In other instances, OWR will refer these services to outside realtors. OWR will collect a fixed portion of the realtor
commissions. In order to promote its realtor services, OWR will provide prospective homebuyers with comprehensive information on
residential properties.



OWR’s principal business activities include:
promoting, marketing, and selling realtor services to prospective homebuyers interested in residential properties. During the three
and six months ended June 30, 2014, and 2013, OWR did a minimal amount of business due to fiscal constraints. During 2014, the
Company intends to reduce its real estate activities and concentrate on OWM’s business. Ultimately, management believes that
all operations related to OWR will cease.



Seasonality



In the opinion of management of the Company, the business areas
in which it operates are subject to seasonal fluctuations. As such, past quarterly results are not indicative of future results
and may be subject to seasonal fluctuations.



As described above, the Company has been changing
it business focus from generating revenue solely from referral fees to selling products and services provided by third parties.
As such year-to-year comparison may not be indicative of the direction of the Company.



Results of Operations



Discussion of three months ended June30,
2014 and 2013.



Revenues



Revenues for the three months ended June 30,
2014 were $504,590 compared to $732,178 a decrease of 31.1%. The primary reason for the decrease was a decrease of $409,475 or
63.5% in referral fees. This decrease was partially offset by an increase in product sales of $180,712 or 207.6 % and $1,175 in
commission revenue. The decrease in referral fees was a direct result of reduced affiliate activity and a significant reduction
in online advertising. Going forward the company anticipates that referral fees will decrease dramatically as we shift to selling
products provided by third parties directly to our customers.





22









Operating Expenses



Operating expenses for the three months ended
June 30, 2014 were $670,819 compared to $831,688 a decrease of $160,688 or 19.3%. The primary reason for the decrease was a decrease
in advertising expenses of $238,897 or 81.9% as the company made a strategic decision to preserve cash as a result of a decrease
in the efficacy of its online advertising. Also contributing to the decrease was an a decrease in commission expenses paid to our
affiliate network of $39,041 or 17.2% as affiliate activity has declined along with the decrease in advertising. Partially offsetting
these decreases were an increase in selling costs of $94,739 or 55.6%, primarily related to payments made to third party service
providers. Additionally general and administrative expense increased by $22,330 or 15.7% primarily due to increases in salaries,
professional fees, rent, and utilities.



Loss from Operations



As a result of the foregoing factors we had
a loss from operations of $166,229 for the three months ended June 30, 2014, compared to a loss from operations of $99,510 for
the same period in 2013, an increase of $66,719.



Interest Expense



Interest expense for the three months ended
June 30, 2014 was $36,706 compared to $15,344,680 for the same period in 2013. The primary reason for the decrease was a non-cash
charge of $15,343,983 in 2013 related to the issuance of 2,678,013 unregistered restricted shares of common stock to a related
party in exchange for principal debt and its unpaid interest on the two outstanding Demand Promissory Notes totaling $54,592 including
accrued interest. At the time of the issuance, the fair market value of the common stock issued was $15,398,575, based on the trading
price on $5.75 per share on May 30, 2013, the date of the demand for payment. This increase was partially offset by interest expense
is related to two notes payable and interest on credit cards.



Net Loss



As a result of the foregoing factors we had
a net loss of $202,935 for the three months ended June 30, 2014, compared to a net loss of $15,444,190 for the same period in 2013.



Discussion of six months ended June 30,
20143 and 2013.

Revenues



Revenues for the six months ended June 30,
2014 were $865,245 compared to $1,713,286 a decrease of 49.5%. The primary reason for the decrease was a decrease of $1,106,218
or 73.0% in referral fees. This decrease was partially offset by an increase in product sales of $259,627 or 133.9 %. Also contributing
to the decrease in revenues was a decline in commission revenue of $1,450 in commission revenue. The decrease in referral fees
was a direct result of reduced affiliate activity and a significant reduction in online advertising. Going forward the company
anticipates that referral fees will decrease dramatically as we shift to selling products provided by third parties directly to
our customers.



Operating Expenses



Operating expenses for the six months ended
June 30, 2014 were $1,181,536 compared to $1,688,045 a decrease of $506,509 or 30.0%. The primary reason for the decrease was a
decrease in advertising expenses of $486,220 or 87.4% as the company made a strategic decision to preserve cash as a result of
a decrease in the efficacy of its online advertising. Also contributing to the decrease was a decrease in commission expenses paid
to our affiliate network of $211,199 or 44.5% as affiliate activity has declined along with the decrease in advertising. Partially
offsetting these decreases were an increase in selling costs of $105,262 or 27.4%, primarily related to payments made to third
party service providers. Additionally, general and administrative expense increased by $85,648 or 31.3% primarily due to increases
in salaries, professional fees, rent, and utilities.



Loss from Operations



As a result of the foregoing factors we had
a loss from operations of $316,291 for the six months ended June 30, 2014, compared to operating profit of $25,241 for the same
period in 2013, an increase of loss of $341,532.





23







Interest Expense



Interest expense for the six months ended June
30, 2014 was $1,281,996 compared to $15,348,788 for the same period in 2013. The primary reason for the decrease was a non-cash
charge of $15,343,983 in 2013 related the issuance of 2,678,013 unregistered restricted shares of common stock to a related party
in exchange for principal debt and its unpaid interest on the two outstanding Demand Promissory Notes totaling $54,592 including
accrued interest. At the time of the issuance, the fair market value of the common stock issued was $15,398,575, based on the trading
price on $5.75 per share on May 30, 2013, the date of the demand for payment. This increase was partially offset by a non-cash
charge in 2014 of $1,212,500 related the issuance of 500,000 unregistered restricted shares of common stock in exchange for a $100,000
promissory note payable and unpaid interest of $7,500 and interest expense is related to two notes payable and interest on credit
cards.



Net Loss



As a result of the foregoing factors we had
a net loss of $1,598,287 for the six months ended June 30, 2014, compared to a net loss of $15,323,557 for the same period in 2013.



Going Concern



Since inception through June 30, 2014, we have
not generated sufficient revenues to achieve operating profitability. We have generated significant operating losses since our
formation and expect to incur substantial losses and negative operating cash flows for the foreseeable future. For the quarter
ended June 30, 2014, our net loss was $202,935 and our accumulated deficit was $17,910,934. Accordingly, there can be no assurance
that we will ever be able to achieve our sales goals or earn a profit. Our ability to continue as a going concern is contingent
upon the successful completion of additional financing arrangements and our ability to achieve and maintain profitable operations.



Therefore, management plans to raise equity
capital to finance the operating and capital requirements of the Company. While the Company is devoting its best efforts to achieve
the above plans, there is no assurance that any such activity will generate funds that will be available for operations. These
conditions raise substantial doubt about the Company's ability to continue as a going concern.



Liquidity and Capital Resources



As of June 30, EZJR had $14,485 in cash and
cash equivalents, receivables of $24,832 and total current assets of $115,898. At the same date, EZJR had total current liabilities
of $854,926, this includes: Accounts payable and accrued liabilities of $603,918, loan application fee liability of $62,070, deferred
rent of $4,826, related party advances of $59,112 and notes payable of $25,000.



During the three months ended June 30, 2014
we saw an increase in our product sales revenues when compared to the prior two quarters, however, compared to the same period
in 2013 revenues decreased significantly. Subsequent to June 30, 2014 the Company has continued to experience an increase in revenues,
however, there are no assurances that these increases will continue. Additionally as of June 30, 2014 we had a negative working
capital of $739,028. As a result we intend to raise additional debt or equity financing to fund ongoing operations and necessary
working capital. However, there is no assurance that such financing plans will be successful or be obtained in amounts sufficient
to meet the Company’s needs. There can be no assurance that such capital will be available and if not, the Company may be
unable to meet its goals for future growth.



Off-Balance Sheet Arrangements



We do not have any off-balance sheet arrangements
that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition,
revenues or expenses, results or operations, liquidity, capital expenditures or capital resources that is material to investors.





24







Critical Accounting Policies and Estimates



Revenue Recognition: We recognize revenue from
product sales and services once all of the following criteria for revenue recognition have been met: pervasive evidence that an
agreement exists; the services have been rendered; the fee is fixed and determinable and not subject to refund or adjustment; and
collection of the amount due is reasonably assured.



Recent Pronouncements



The Company's management has evaluated all
the recently issued accounting pronouncements through the filing date of these financial statements and does not believe that any
of these pronouncements will have a material impact on the Company's financial position and results of operations.









25











ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET
RISK



Not applicable.



ITEM 4T. CONTROLS AND PROCEDURES



Evaluation of Disclosure Controls and Procedures



Our disclosure controls and procedures, as
defined in Rule 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), are
designed to ensure that information required to be disclosed in reports filed or submitted under the Exchange Act is recorded,
processed, summarized, and reported within the time periods specified in rules and forms adopted by the SEC, and that such information
is accumulated and communicated to management, including the Chief Executive Officer, to allow timely decisions regarding required
disclosures.



Management, with the participation of the Chief
Executive Officer and the Chief Financial Officer, who are also members of our Board of Directors, have evaluated the effectiveness
of our disclosure controls and procedures as of the end of the period covered by this Form 10-K. Based on such evaluation, the
Chief Executive Officer concluded that, as of June 30, 2014, our disclosure controls and procedures were not effective. Our disclosure
controls and procedures were not effective because of the "material weaknesses" described below under "Management's
annual report on internal control over financial reporting," which are in the process of being remediated as described below
under "Management Plan to Remediate Material Weaknesses."



Management's Report on Internal Control
over Financial Reporting



Our management is responsible for establishing
and maintaining adequate internal control over financial reporting. Internal control over financial reporting, as defined in rules
promulgated under the Exchange Act, is a process designed by, or under the supervision of, our Chief Executive Officer and affected
by our Board of Directors, management and other personnel to provide reasonable assurance regarding the reliability of financial
reporting and the preparation of financial statements for external purposes in accordance with GAAP. Internal control over financial
reporting includes those policies and procedures that:



·pertain to the maintenance of records that in reasonable detail accurately and fairly reflect
the transactions and dispositions of our assets;



·provide reasonable assurance that transactions are recorded as necessary to permit preparation
of financial statements in accordance with GAAP, and that our receipts and expenditures are being made only in accordance with
authorizations of our management and our Board of Directors; and



·provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition,
use or disposition of our assets that could have a material effect on our financial statements



Because of its inherent limitations, a system
of internal control over financial reporting can provide only reasonable, not absolute, assurance that the objectives of the control
system are met and may not prevent or detect misstatements. Internal control over financial reporting is a process that involves
human diligence and compliance and is subject to lapses in judgment and breakdowns resulting from human failures. Internal control
over financial reporting also can be circumvented by collusion or improper override. Because of such limitations, there is a risk
that material misstatements may not be prevented or detected on a timely basis by internal control over financial reporting. However,
these inherent limitations are known features of the financial reporting process, and it is possible to design into the process
safeguards to reduce, though not eliminate, this risk. Further, over time control may become inadequate because of changes in conditions
or the degree of compliance with the policies or procedures may deteriorate.



Our management assessed the effectiveness of
our internal control over financial reporting as of June 30, 2014. In making its assessment, management used the criteria established
in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission ("COSO").
Based on its assessment, management has concluded that we had certain control deficiencies described below that constituted material
weaknesses in our internal controls over financial reporting. As a result, our internal control over financial reporting was not
effective as of June 30, 2014.





26









A "material weakness" is defined
under SEC rules as a deficiency, or a combination of deficiencies, in internal control over financial reporting such that there
is a reasonable possibility that a material misstatement of a company's annual or interim financial statements will not be prevented
or detected on a timely basis by the company's internal controls. As a result of management's review of the investigation issues
and results, and other internal reviews and evaluations that were completed after the end of fiscal year 2013 related to the preparation
of management's report on internal controls over financial reporting required for this quarterly report on Form 10-K, management
concluded that we had material weaknesses in our control environment and financial reporting process consisting of the following:



·lack of a functioning audit committee due to a lack of a majority of independent members and
a lack of a majority of outside directors on our board of directors, resulting in ineffective oversight in the establishment and
monitoring of required internal controls and procedures; and



·insufficient
written policies and procedures for accounting and financial reporting with respect to the requirements and application of US GAAP
and SEC disclosure requirements.



We do not believe the material weaknesses described
above caused any meaningful or significant misreporting of our financial condition and results of operations for the three months
ended June 30, 2014. However, management believes that the lack of a functioning audit committee and the lack of a majority of
outside directors on our board of directors results in ineffective oversight in the establishment and monitoring of required internal
controls and procedures, which could result in a material misstatement in our financial statements in future periods.



Management Plan to Remediate Material Weaknesses



Management is pursuing the implementation of
corrective measures to address the material weaknesses described below. In an effort to remediate the identified material weaknesses
and other deficiencies and enhance our internal controls, we have initiated, or plan to initiate, the following series of measures:



We plan to appoint one or more outside directors
to our board of directors who shall be appointed to an audit committee resulting in a fully functioning audit committee who will
undertake the oversight in the establishment and monitoring of required internal controls and procedures such as reviewing and
approving estimates and assumptions made by management when funds are available to us. Additionally, we will create written policies
and procedures for accounting and financial reporting with respect to the requirements and application of US GAAP and SEC disclosure
requirements.



We believe the remediation measures described
above will remediate the material weaknesses we have identified and strengthen our internal control over financial reporting. We
are committed to continuing to improve our internal control processes and will continue to diligently and vigorously review our
financial reporting controls and procedures. As we continue to evaluate and work to improve our internal control over financial
reporting, we may determine to take additional measures to address control deficiencies or determine to modify, or in appropriate
circumstances not to complete, certain of the remediation measures described above.



Changes in Internal Control over Financial
Reporting



There were no changes in our internal control
over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act) during the most recent
fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial
reporting.



This annual report does not include an attestation
report of the Corporation's registered public accounting firm regarding internal control over financial reporting. Management's
report was not subject to attestation by the Corporation's registered public accounting firm pursuant to temporary rules of the
SEC that permit the Corporation to provide only the management's report in this quarterly report.



Changes in internal controls over
financial reporting



There was no change in our internal controls
over financial reporting that occurred during the period covered by this report that has materially affected, or is reasonably
likely to materially affect, our internal controls over financial reporting.



27









PART II OTHER INFORMATION



ITEM 1. LEGAL PROCEEDINGS



From time to time, we may become involved in various lawsuits and
legal proceedings, which arise in the ordinary course of business. However, litigation is subject to inherent uncertainties, and
an adverse result in these or other matters may arise from time to time that may harm our business.



We are not presently a party to any material litigation, nor to
the knowledge of management is any litigation threatened against us, which may materially affect us.



ITEM 1A. RISK FACTORS



See Risk Factors set forth in Part I, Item 1A of the Company's Annual
Report on Form 10-K for the fiscal year ended December 31, 2013 and the discussion in Item 1, above, under "Liquidity and
Capital Resources."



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



On January 28, 2014, we issued 4,475,000 shares
of restricted common stock in exchange for 100% of the stock of Leading Edge Financial, Inc. (“LEF”) a Florida Corporation
that provides credit management services. Concurrently, with the close of this transaction, Barry Hall was appointed Executive
Chairman of the Board of Directors and Chief Financial Officer and Edward Zimbardi was appointed to the Board of Directors and
Chief Executive Officer.



On October 1, 2013 the Company issued a one-year
promissory note for $100,000. Under the terms of the note interest of 5% will be paid on the monthly anniversary of the note. Collateral
for the note was 500,000 shares of the Company’s common stock which is being held in escrow until the note is fully paid.
In the event of default on the note such shares will be issued to the note holder. On March 1, 2014 the Company released the 500,000
shares being held in escrow that were used to secure the $100,000 promissory note in exchange for the note and $7,500 of outstanding
interest due at the time of the exchange.



On May 28, 2014, the Company issued to leader 10,000,000 restricted
shares of common stock valued at $0.05 per share to purchase a Customer Relations Management ("CRM") software program
and a two-year software maintenance agreement.



On June 26, 2014, the Company sold 1,000,000 shares of restricted
common stock for $0.05 per share in exchange for a $50,000 advance from a stockholder.



ITEM 3. DEFAULTS UPON SENIOR SECURITIES



Recorded on the books of LEF is a promissory
note in the amount of $25,000. The note bears interest at 3.0% per month and was due and payable at December 15, 2013. At the date
of the transaction and these financial statements LEF was in default on the note. As such, at the discretion of the note holder,
the note can be declared due and payable.



ITEM 4. MINE SAFETY DISCLOSURES.



Not applicable.



ITEM 5. OTHER INFORMATION



None.





28









ITEM 6. EXHIBITS



|Exhibit Number |  | Ref |  | Description of Document                                                                                                                                         
|-------------- |  | --- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------
|               |  |     |  |                                                                                                                                                                 
|               |  |     |  |                                                                                                                                                                 
|31.1           |  |     |  | Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.                                                         
|               |  |     |  |                                                                                                                                                                 
|31.2           |  |     |  | Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.                                                         
|               |  |     |  |                                                                                                                                                                 
|32.1           |  |     |  | Certification of Principal Executive Officer pursuant to 18 U.S.C. Section 1350 as adopted pursuant to section 906 of the Sarbanes-Oxley Act of 2002.           
|               |  |     |  |                                                                                                                                                                 
|32.2           |  |     |  | Certification of Principal Financial Officer pursuant to 18 U.S.C. Section 1350 as adopted pursuant to section 906 of the Sarbanes-Oxley Act of 2002.           
|               |  |     |  |                                                                                                                                                                 
|101            |  | *   |  | The following materials from this Quarterly Report on Form 10-Q for the quarter ended June 30, 2014, formatted in XBRL (eXtensible Business Reporting Language):
|               |  |     |  |                                                                                                                                                                 
|               |  |     |  | (1)Consolidated Balance Sheets at June 30, 2014, and December 31, 2013 (Unaudited)                                                                              
|               |  |     |  |                                                                                                                                                                 
|               |  |     |  | (2)Consolidated Statements of Operations for the three and six-month periods ended June 30, 2014 and June 30, 2013 (Unaudited).                                 
|               |  |     |  |                                                                                                                                                                 
|               |  |     |  | (3)Consolidated Statements of Cash Flows for the six-month periods ended June 30, 2014 and June 30, 2013 (Unaudited).                                           
|               |  |     |  |                                                                                                                                                                 
|               |  |     |  | (4)    Notes to the Consolidated Financial Statements (Unaudited)                                                                                               



* Pursuant to Rule 406T of Regulation S-T, these interactive data
files are deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities
Act of 1933, as amended, are deemed not filed for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended,
and otherwise are not subject to liability under those sections.





29













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, thereunto duly
authorized.



|Date: August 13, 2014 |  | /s/ Barry Hall                                                 | 
|--------------------- |  | -------------------------------------------------------------- | 
|                      |  | Name: Barry Hall                                               | 
|                      |  | Title: Executive Chairman and Chief Financial Officer          | 
|                      |  | (Principal Financial Officer and Principal Accounting Officer) | 
|                      |  |                                                                | 
|                      |  |                                                                | 
|Date: August 13, 2014 |  | /s/ Edward Zimbardi                                            | 
|                      |  | Name: Edward Zimbardi                                          | 
|                      |  | Title:  Chief Executive Officer and Director                   | 
|                      |  | (Principal Executive Officer)                                  | 
|                      |  |                                                                | 













30