XML 13 R9.htm IDEA: XBRL DOCUMENT v2.4.0.6
ACQUISITION OF TRANSFORMATION CONSULTING
3 Months Ended
Mar. 31, 2012
Notes to Financial Statements  
Note 4. ACQUISITION OF TRANSFORMATION CONSULTING

On March 9, 2011, DEDC acquired all of the outstanding shares, of Transformation Consulting (“TC”) pursuant to a Stock Purchase Agreement dated February 25, 2011 and Amendment No. 1 to Stock Purchase Agreement, dated December 30, 2011.  The purchase price for the Shares was $2,000,000, payable from the gross revenues (pre-tax) of TC, as received, subject to the following contingent reduction or increase of the purchase price.  If TC’s gross revenues during the two years following the closing are less than $2,000,000, then the purchase price for the shares shall be reduced to the actual revenue received by TC during the two year period.  If TC’s revenues during the same two year period exceed $2,000,000, then the purchase price for the shares shall be increased by one-half of the excess revenues over $2,000,000 (“contingent consideration”). At the time of the acquisition, TC had minimal tangible assets and the entire $2,000,000 purchase price was allocated to a customers’ list intangible asset.