 For tax purposes, it has
become customary to prepare an IRS Asset Allocation Form, even
prior to preparing the Buy Sell Agreement. The figures below
represent this allocation, based on the actual assets being
transferred with the sale, and a reasonable determination of
their fair market value. This form also represents allocation
based on tax decisions. |
| Class | Allocation of $380,000 Sale Price |
Reason |
| I. Cash & Cash-Like Assets | $ 1,200 | Represents refundable deposits now held by water and power company vendors. Redeemable if the plant is moved to another location. |
| II. Securities | $ 0 | The business has none. |
| III. Accounts Receivable | $ 0 | Management will retain its own accounts receivable to simplify the sales transaction. |
| IV. Inventory | $95,000 | All inventory is current (of recent purchase, valued at price paid) and necessary for production. |
| V. Production Equipment | $ 165,500 | All itemization is provided on the asset detail page. |
| VI. Operating Software | $ 9,000 | Includes MOM (Mail Order Management) with all updates. All the other software used the run the business now found on the company's five networked computers is being included at no charge. |
| VII. Vehicles | $ 5,000 | Involves transfer of the '92 GM 10 ton truck which the company uses for short distance hauling of raw materials. |
| VIII. Other Tangible Property | $ 0 | The sale of the Lumen Foods operation involves the transfer of innumerable small utencils, tools; brutes and other plastic containers; front office furnishings, etc. The company is not affixing a value to any of these assets. |
| XI. Covenants Not To Compete and Other Intangible Items | $ 0 | No value is being placed on the company's copyrighted materials; web sites, domains (soybean.com, soyfood.com, lumenfds.com); or other intangible assets, except Goodwill & Going Concern Value (see below). |
| X. Goodwill and Going-Concern Value |
$ 4,300 | The rest of the sales price, reflecting the value of the Company's steady annual revenues of approximately $700,000 per year, and its established distribution channels -- or, well under 5% of one year's revenue. |
| XI. Commercial Real Estate HoldingsProperties can be viewed on
the rental page.
See last property evaluation
for this property showed value of $481,680 (2006) -- conducted by
our lead bank's appraiser. This $100k figure does not include the assumption
of the $138,000 remaining on the mortgage.
|
$ 100,000 | This covers the sale of Lumen Foods' commercial properties which are utilized by Lumen Foods on a day-to-day basis. Herbologics Ltd. paid $268,000 for these vary same properties from 1993 to 1995. |
| Total | $ 380,000 | Total asking price. |
|
QUICK LINKS
|
