P Co. owns 100% of S Co. P sold goods to S at P's cost of 100 even though the goods were worth 200 (the price at which P sells comparable goods to unrelated parties). In unrelated transactions, S performs services for P without charge. These services cost S and have value of 90. Assume that S has an expiring NOL, while P has no NOL's or credit carryovers. The group does not file a consolidated return. What is the IRS likely to assert and what would be the consequences of the above transactions?