Item 2. Acquisition or Disposition of Assets
On June 11, 2004, Speedemissions, Inc. (the “Company”) completed the acquisition of all of the assets (the “Acquired Assets”) of BB&S Emissions, LLC (the “Seller”). The Acquired Assets constitute all of the business assets of one (1) emissions testing center in the Atlanta, Georgia area, which the Company intends to continue to operate under the Speedemissions name. After taking into consideration the Acquired Assets, the Company now operates nineteen (19) emissions testing centers in the Atlanta, Georgia and Houston, Texas metropolitan areas.
In exchange for the Acquired Assets, the Company paid the purchase price of $125,000 in cash (the “Purchase Price”) to the Seller, and agreed to assume a real property lease and two equipment leases. The Seller is an unrelated party to the Company and its affiliates, and the Purchase Price was determined by arms-length negotiations. The Purchase Price was paid in cash by the Company using funds raised in a private placement of $210,000.
Item 7. Financial Statements
The Company has not included pro forma financial statements for the Acquired Assets with this filing, but will file an amended 8-K with those financial statements on or before August 25, 2004, as required.
EXHIBITS
Item No. | | Description |
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2.1 | | Asset Purchase Agreement dated June 11, 2004 |
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2.2 | | Bill of Sale and Assignment dated June 11, 2004 |