Burien Nissan, Inc., et al. - Page 9




                                        - 9 -                                         
          parties shall sign an “Agreement Termination Purchase and Sale              
          Agreement” (termination agreement).13  Mr. Johnston, Mr.                    
          McLaughlin, and the purchasers entered into the termination                 
          agreement on January 12, 1994.  The termination agreement                   
          provided, in part:                                                          
               [T]he undersigned parties hereby agree that all further                
               rights, liabilities and responsibilities under the May,                
               1990 stock [purchase agreement] are terminated,                        
               including but not limited to the noncompetition                        
               agreement, the sale and purchase of 61,200 shares of                   
               Donald Johnston’s remaining stock * * *                                
               On February 1, 1994, Burien Nissan issued a check for                  
          $45,483 to Mr. Johnston.14  Burien Nissan capitalized the payment           
          of $45,483 and amortized the cost over 15 years on its original             
          1994 Federal income tax return.  Mr. Johnston did not report the            
          $45,483 payment as income.                                                  
               Burien Nissan deducted the full amount of 11 monthly                   
          payments of $5,117 on its 1994 Federal income tax return, 12                
          monthly payments of $5,117 on its 1995 Federal income tax return,           


               13The 1994 stock redemption agreement also provided that the           
          parties “shall sign and enter into the Donald Johnston                      
          noncompetition agreement, which document is incorporated herein             
          by reference.”  From this, we conclude that the noncompetition              
          agreement was not effective until January 1994, when this                   
          agreement was signed and when Mr. Johnston received consideration           
          for entering into the noncompetition agreement.                             
               14The difference between the $45,483 check paid on Feb. 1,             
          1994, and the lump-sum payment of $45,503 due Mr. Johnston                  
          pursuant to the 1993 supplement is $20.  As stated earlier, the             
          $20 difference is an adjustment to the payments due Mr. Johnston            
          due to a computational error.                                               





Page:  Previous  1  2  3  4  5  6  7  8  9  10  11  12  13  14  15  16  17  18  19  20  Next

Last modified: May 25, 2011