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8594 Asset Acquisition Statement - 2013 Tax & …

2 INSTRUCTIONS TO PRINTERSFORM 8594 , PAGE 1 of 2 MARGINS: TOP1 2", CENTER : HEAD TO HEADPAPER: WHITE WRITING, SUB. : BLACKFLAT SIZE: 17" x 11"FOLD TO: 81 2" x 11" PERFORATE: (ON FOLD)OMB No. 1545-1021 Asset Acquisition Statement8594 FormUnder Section 1060(Rev. February 2006)Department of the TreasuryInternal Revenue ServiceAttachmentSequence No. 61 Attach to your income tax as shown on returnSellerCheck the box that identifies you:1 Name of other party to the transactionOther party s identifying numberAddress (number, street, and room or suite no.)City or town, state, and ZIP codeForm8594(Rev. 2-2006)For Paperwork Reduction Act Notice, see separate No. SPECIFICATIONSTO BE REMOVED BEFORE PRINTINGDO NOT PRINT DO NOT PRINT DO NOT PRINT DO NOT PRINTTLS, have youtransmitted all Rtext files for thiscycle update?DateActionRevised to printPurchaserIdentifying number as shown on returnGeneral Information2 Date of sale3 Total sales price (consideration)Part IPart IIOriginal Statement of Assets TransferredAllocation of sales priceAggregate fair market value (actual amount for Class I)Assets4$$Class I$$Class IIClass V$$To t a l$Did the purchaser and seller provide for an allocation of the sales price in the sales contract or in anotherwritten document signed by both parties?

2 instructions to printers form 8594, page 1 of 2 margins: top1⁄ 2", center sides.prints: head to head paper: white writing, sub. 20. ink: black flat size: 17" x 11" fold to: 81⁄ 2" x 11" perforate: (on fold) omb no. 1545-1021

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Transcription of 8594 Asset Acquisition Statement - 2013 Tax & …

1 2 INSTRUCTIONS TO PRINTERSFORM 8594 , PAGE 1 of 2 MARGINS: TOP1 2", CENTER : HEAD TO HEADPAPER: WHITE WRITING, SUB. : BLACKFLAT SIZE: 17" x 11"FOLD TO: 81 2" x 11" PERFORATE: (ON FOLD)OMB No. 1545-1021 Asset Acquisition Statement8594 FormUnder Section 1060(Rev. February 2006)Department of the TreasuryInternal Revenue ServiceAttachmentSequence No. 61 Attach to your income tax as shown on returnSellerCheck the box that identifies you:1 Name of other party to the transactionOther party s identifying numberAddress (number, street, and room or suite no.)City or town, state, and ZIP codeForm8594(Rev. 2-2006)For Paperwork Reduction Act Notice, see separate No. SPECIFICATIONSTO BE REMOVED BEFORE PRINTINGDO NOT PRINT DO NOT PRINT DO NOT PRINT DO NOT PRINTTLS, have youtransmitted all Rtext files for thiscycle update?DateActionRevised to printPurchaserIdentifying number as shown on returnGeneral Information2 Date of sale3 Total sales price (consideration)Part IPart IIOriginal Statement of Assets TransferredAllocation of sales priceAggregate fair market value (actual amount for Class I)Assets4$$Class I$$Class IIClass V$$To t a l$Did the purchaser and seller provide for an allocation of the sales price in the sales contract or in anotherwritten document signed by both parties?

2 5 NoYe sIf Yes, are the aggregate fair market values (FMV) listed for each of Asset Classes I, II, III, IV, V, VI, andVII the amounts agreed upon in your sales contract or in a separate written document?Ye sN oIn the purchase of the group of assets (or stock), did the purchaser also purchase a license or a covenantnot to compete, or enter into a lease agreement, employment contract, management contract, or similararrangement with the seller (or managers, directors, owners, or employees of the seller)?6 NoYe sIf Yes, attach a schedule that specifies (a) the type of agreement and (b) the maximum amount ofconsideration (not including interest) paid or to be paid under the agreement. See instructions.$$$Class IV$$Class VI and VII$$Class III See separate TO PRINTERSFORM 8594 , PAGE 2 of 2 MARGINS: TOP1 2", CENTER : HEAD TO HEADPAPER: WHITE WRITING, SUB. : BLACKFLAT SIZE: 17" x 11" FOLD TO: 81 2" x 11"PERFORATE: (ON FOLD)Page2 Form 8594 (Rev. 2-2006)Supplemental Statement Complete only if amending an original Statement or previously filedsupplemental Statement because of an increase or decrease in consideration.

3 See of sales price as previously reportedRedetermined allocation of sales priceIncrease or (decrease)Assets8 Class I$$$Class II$$$Class III$$$$To t a lReason(s) for increase or decrease. Attach additional sheets if more space is year and tax return form number with which the original Form 8594 and any supplemental statements were SPECIFICATIONSTO BE REMOVED BEFORE PRINTINGDO NOT PRINT DO NOT PRINT DO NOT PRINT DO NOT PRINTC lass VI and VII$$$Class IV$$$Class V$$$Form8594(Rev. 2-2006)$Part IIIU serid: _____Leading adjust: 0% Draft Ok to PrintPAGER/ (17-Feb-2006)(Init. & date)Filename: D:\USERS\vghcb\documents\Epicfiles\2005 files\ 1 of 3 Instructions for Form 859410:30 - 17-FEB-2006 The type and rule above prints on all proofs including departmental reproduction proofs. MUST be removed before of the TreasuryInternal Revenue ServiceInstructions for Form 8594 (Rev. February 2006) Asset Acquisition Statement Under Section 1060 Section references are to the Internal Revenue Code unless otherwise (d) for special reportingof the assets (other than goodwill orGeneral Instructionsrequirements.)

4 However, the purchasegoing concern value) as shown in theof a partnership interest that ispurchaser s financial accountingPurpose of Formtreated for federal income taxbooks and records; orBoth the seller and purchaser of apurposes as a purchase of A license, a lease agreement, agroup of assets that makes up a tradepartnership assets, which constitute acovenant not to compete, aor business must use Form 8594 totrade or business, is subject tomanagement contract, anreport such a sale if goodwill or goingsection 1060. In this case, theemployment contract, or other similarconcern value attaches, or couldpurchaser must file Form 8594 . Seeagreements between purchaser andattach, to such assets and if theRev. Rul. 99-6, which is on page 6 ofseller (or managers, directors,purchaser s basis in the assets isInternal Revenue Bulletin 1999-6 atowners, or employees of the seller).determined only by the amount purchaser sfor the , and Regulations sectionconsideration is the cost of (b)(4).Form 8594 must also be filed if theassets.

5 The purchaser spurchaser or seller is amending anconsideration is the amount To Fileoriginal or a previously filedFair market market valueGenerally, attach Form 8594 to yoursupplemental Form 8594 because ofis the gross fair market valueincome tax return for the year inan increase or decrease in theunreduced by mortgages, liens,which the sale date s cost of the assets or thepledges, or other liabilities. However,amount realized by the the amount allocated to anyfor determining the seller s gain orasset is increased or decreased afterloss, generally, the fair market valueWho Must Filethe year in which the sale occurs, theof any property is not less than anyGenerally, both the purchaser andseller and/or purchaser (whoever isnonrecourse debt to which theseller must file Form 8594 and attachaffected) must complete Parts I andproperty is to their income tax returns (FormsIII of Form 8594 and attach the formClasses of following1040, 1041, 1065, 1120, 1120S, etc.)to the income tax return for the yeardefinitions are the classifications forwhen there is a transfer of a group ofin which the increase or decrease isdeemed or actual Asset that make up a trade ortaken into (defined below) and theClass I assets are cash andPenaltiespurchaser s basis in such assets isgeneral deposit accounts (includingdetermined wholly by the amountsavings and checking accounts) otherIf you do not file a correct Form 8594paid for the assets.

6 This appliesthan certificates of deposit held inby the due date of your return andwhether the group of assetsbanks, savings and loan associations,you cannot show reasonable cause,constitutes a trade or business in theand other depository may be subject to penalties. Seehands of the seller, the purchaser, orsections 6721 through II assets are actively property within the meaningDefinitionsIf the purchaser or seller is aof section 1092(d)(1) and RegulationsTrade or group ofcontrolled foreign corporation (CFC),section (d)-1 (determinedassets makes up a trade or businesseach shareholder should attachwithout regard to section 1092(d)(3)).if goodwill or going concern valueForm 8594 to its Form addition, Class II assets includecould under any circumstances attachcertificates of deposit and are not required toto such assets. A group of assets cancurrency even if they are not activelyfile Form 8594 if any of the followingalso qualify as a trade or business if ittraded personal property.

7 Class as an active trade orassets do not include stock of target A group of assets that makes up abusiness under section 355 (relatingaffiliates, whether or not activelytrade or business is exchanged forto distributions of stock in controlledtraded, other than actively tradedlike-kind property in a transaction tocorporations).stock described in section 1504(a)(4).which section 1031 applies. If sectionExamples of Class II assets include1031 does not apply to all the assetsFactors to consider in government securities andtransferred, however, Form 8594 iswhether goodwill or going concernpublicly traded for the part of the group ofvalue could attach include:assets to which section 1031 does The presence of any section 197 orClass III assets are assets thatnot apply. For information about suchother intangible assets (but thethe taxpayer marks-to-market at leasta transaction, see Regulationstransfer of such an Asset in theannually for federal income taxsections (j)-1(b) andabsence of other assets will not be apurposes and debt (b)(8).)

8 Trade or business);(including accounts receivable). A partnership interest is Any excess of the total paid for theHowever, Class III assets do nottransferred. See Regulations sectionassets over the aggregate book valueinclude:Cat. No. 29292 SPage 2 of 3 Instructions for Form 859410:30 - 17-FEB-2006 The type and rule above prints on all proofs including departmental reproduction proofs. MUST be removed before printing. Debt instruments issued byvideo tapes, books, or other similarpurchaser s cost basis in the assets,persons related at the beginning ofproperty;occurs after the purchase date, thethe day following the Acquisition date Interests under leases of tangibleseller and/or purchaser must allocateto the target under section 267(b) orproperty;the increase or decrease among the707; Certain separately acquired rightsassets. If the increase or decrease Contingent debt instrumentsto receive tangible property oroccurs in the same tax year as thesubject to Regulations sectionsservices;purchase date, consider the and , or section 988, Certain separately acquiredor decrease to have occurred on theunless the instrument is subject to theinterests in patents or copyrights;purchase date.

9 If the increase ornoncontingent bond method of Interests under indebtedness;decrease occurs after the tax year ofRegulations section (b) or is Professional sports franchisesthe purchase date, consider it in thedescribed in Regulations sectionacquired before October 23, 2004;tax year in which it (b)(2)(i)(B)(2); andandFor an increase or decrease Debt instruments convertible into Certain transactions to a patent, copyright, etc.,the stock of the issuer or othersee Specific Allocation, section 197(e) for of IV assets are stock in tradean increase in consideration asClass VII assets are goodwill andof the taxpayer or other property of adescribed under Allocation ofgoing concern value (whether or notkind that would properly be includedconsideration. If an Asset has beenthe goodwill or going concern valuein the inventory of the taxpayer if ondisposed of, depreciated, amortized,qualifies as a section 197 intangible).hand at the close of the taxable year,or depleted by the purchaser beforeAllocation of property held by the taxpayerthe increase occurs, any amountallocation of the purchase price mustprimarily for sale to customers in theallocated to that Asset by thebe made to determine theordinary course of its trade orpurchaser must be properly taken intopurchaser s basis in each under principles of tax lawasset and the seller s gain or loss onapplicable when part of the cost of anClass V assets are all assetsthe transfer of each Asset .

10 Use theasset (not previously reflected in itsother than Class I, II, III, IV, VI, andresidual method for the allocation ofbasis) is paid after the Asset hasVII sales price among thebeen disposed of, depreciated,amortizable section 197 and fixtures,amortized, or other assets transferred. Seebuildings, land, vehicles, andAllocation of section (c). Theequipment, which constitute all or parta decrease in consideration asamount allocated to an Asset , otherof a trade or business ( a Class VII Asset , cannot exceedearlier) are generally Class V Reduce the amount previouslyits fair market value on the purchaseClass VI assets are all sectionallocated to Class VII The amount you can allocate to197 intangibles (as defined in section2. Reduce the amount previouslyan Asset also is subject to any197) except goodwill and goingallocated to Class VI assets, then toapplicable limits under the Internalconcern value. Section 197 Class V, IV, III, and II assets in thatRevenue Code or general principlesintangibles include:order.


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