Coggin Automotive Corporation - Page 13




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          Caracello’s stock interest for $222,133.  Payment for these stock           
          interests was in the form of a promissory note of the respective            
          redeeming corporation.  All redemptions were based on the book              
          values of the dealerships as reflected on the GMOR.                         
               Next, on June 21, 1993, each of the newly formed S                     
          corporations contributed $9,000 in cash to the limited partnership          
          in which it was to hold an interest.  Simultaneously, (1) Coggin            
          Pontiac, Inc., contributed the assets and liabilities of its                
          Pontiac dealership (valued at $5,737,129) to CP-GMC Motors, Ltd.,           
          (2) Coggin Pontiac, Inc., contributed the assets and liabilities of         
          its Honda dealership (valued at $3,613,421) to CH Motors, Ltd., (3)         
          Coggin Nissan, Inc., contributed the assets and liabilities of its          
          Nissan dealership (valued at $1,600,467) to CN Motors, Ltd., (4)            
          Coggin Imports, Inc., contributed the assets and liabilities of its         
          Acura dealership (valued at $85,989) to CA Motors, Ltd., (5)                
          Coggin-O’Steen Motors, Inc., contributed the assets and liabilities         
          of its Mercedes Benz/BMW dealership (valued at $3,753,962) to CFP           
          Motors, Ltd., and (6) Coggin-O’Steen Imports, Inc., contributed its         
          general partnership interest in the Coggin-Andrews partnership              
          (valued at $669,504) to CO Motors, Ltd.                                     
               Concurrently, (1) Messrs. Andrews and Seth each contributed            
          the $143,575 Coggin Nissan, Inc. note to CN Motors, Ltd., in                
          exchange for a 5-percent (total 10 percent) limited partnership             
          interest, (2) Mr. Hanania contributed the $53,849 Coggin Imports,           






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Last modified: May 25, 2011