PURCHASE - ROCKY MOUNTAIN HYDROPONICS and EVERGREEN GARDEN CENTER (Tables)

12 Months Ended

Dec. 31, 2013

Operating results of SGT, Phototron, Greners, Urban Garden, and Rocky Mountain Hydroponics/Evergreen Garden Center

	For the Years Ended
	December 31,
	2013			2012
Net revenue	$	6,494,119		$	7,363,184
Cost of goods sold		5,132,976			5,164,584
Gross profit		1,361,143			2,198,600
General and administrative		(3,639,664)			(3,084,360)
Shares issued for services rendered		(1,469,184)			(332,750)
Stock options expense		(148,633)			(26,563)
Warrant expense		(7,015,000)			-
Loss from operations		(10,911,338	)		(1,245,073	)
Other income (expense)
Impairment of goodwill		(279,515	)		(634,128	)
Impairment of intangible assets		(262,604	)		-
Loss on extinguishment of debt		(960,750	)		(428,467	)
Change in fair value of derivative		(3,701,078	)		525,619
Other income		43,082			-
Interest expense, net		(5,275,749	)		(497,303	)
Net loss	$	(21,347,952	)	$	(2,279,352	)
Net loss per share - (basic and diluted)	$	(0.04	)	$	(0.01	)
Weighted average shares outstanding (2) - (basic and diluted)		600,891,794			253,278,111

ROCKY MOUNTAIN HYDROPONICS and EVERGREEN GARDEN CENTER

Purchase Price for tangible and intangible Assets

Allocation of Purchase Price for the acquisition of Rocky Mountain
Hydroponics, LLC and Evergreen Garden Center, LLC
Assets	$	907,614
Intangible assets		366,000
Goodwill		739,000
Total		2,012,614
Less fair value of liabilities assumed		(387,614	)
Purchase price	$	1,625,000