1. Greener Equity performs independent valuation and consulting services Greener Equity was founded in 2006 and is now among the premier valuation firms in the country. The culture of Greener Equity is to care deeply about delivering the best possible experience and value to its clients. www.greenerequity.com

2. Valuation Services 409A Valuation Summary of What Companies and Their Advisors Should Know IRC 409A became part of the tax code in January 2005 IRC 409A broadly applies to deferred compensation and, for companies issuing non- qualified stock options, 409A creates compliance needs To avoid creating a taxable event for employees at the time of grant, non-qualified stock options must be issued at Fair Market Value As private companies do not have an active market for their stock a valuation must be performed to determine the Fair Market Value Given IRS safe harbor presumptions, common practice is to engage an independent appraiser to provide a valuation report Information needed to perform an analysis is generally readily available with some minor exceptions that are easily prepared Expect a valuation to take ten business days or less from receipt of the needed information Greener Equity asks for ten days, but can move faster if needed You should not overpay for a valuation www.greenerequity.com

3. Estate Planning Summary of What Companies and Their Advisors Should Know Individuals are wise to engage highly competent, focused counsel and advisors to help them navigate an area that requires significant subject matter expertise Case law evolves in the area of valuation of closely held businesses and a valuation firm must stay abreast of latest developments to provide the best service for their clients Appraisers must understand and utilize best practices for discounts for lack of marketability and discounts for lack of control Sophisticated structuring is often the best way to optimize for taxes but it requires sophisticated advisors who know what they are doing, follow USPAP and AICPA guidelines and can do so in a cost-effective way Information needed to complete a valuation includes historical financials, projected financials, organization documents, and select other items that are typically readily available Valuations are completed in ten business days or less from when Greener Equity receives requested information www.greenerequity.com

4. Purchase Price Allocation – ASC 805 (“PPA”) Summary of What Companies and Their Advisors Should Know ASC 805 was enacted in the wake of cases of massive balance sheet fraud Intangible Assets are often a significant portion of assets acquired in transactions Some intangible assets such as non-compete agreements, trade names, customer relationships, IPR&D, and developed technology have measurable value and finite lives and as such portions of a purchase price can be allocated to these intangible assets and amortized over their useful life The balance of an acquisition purchase price above book value is Goodwill – assumed to relate to anticipated future financial performance/synergy and it is tested annually for impairment Goal is to make financial statements and their representation of intangible assets as useful as possible for analysts/investors/acquirers As the size of intangible assets relative to the overall balance sheet can be significant, the best practice is to engage a qualified, independent appraisal firm both for the initial valuation/allocation post-acquisition and for subsequent testing for impairment each year www.greenerequity.com

5. Impairment Testing of Goodwill & Intangibles – ASC 350 Summary of What Companies and Their Advisors Should Know ASC 350 requires that goodwill and other indefinite lived intangible assets need to be tested at least annually Testing may be necessary more often than annually if certain material events occur Material change in business or legal situation The loss of key people A material business or asset sale/disposition Any other material impact to inputs around assumptions of the value of the indefinite lived intangible assets Companies can elect either a qualitative test (“Step 0″) or a quantitative impairment test (“Step 1 & Step 2″). The impairment testing must happen at the reporting unit level Companies should engage an advisor who understands their business and can work with the company’s auditors to ensure seamless testing and reporting www.greenerequity.com

6. Consulting Services  Evaluation of Strategic Alternatives  Due Diligence Support  Capital Raising  Transaction Analysis  Capital Raising  Transaction Analysis  Custom Business Intelligence System Implementation  Special Purpose Vehicle Administration Contact Us 548 Market St. Ste. 48643 San Francisco CA 94104 (650) 260-5092 accounts@greenerequity.com www.greenerequity.com