Please see this agreement:

1.The new company will purchase all of the assets and assume all of the liabilities of Sanderson and Gill by issuing shares.

2.After the sale the two companies will be wound up. Some but not all members of the top management of each company will be retained.

3.The number of SG shares that will be issued has not yet been determined.

4.The founding shareholders of Sanderson Corp., who owned 60% of the voting shares of Sanderson prior to the merger, have rights to veto any sale of patents, which they developed and registered.

5.Some of the other shareholders of Sanderson also owned non-voting preferred shares of Sanderson. These preferred shares were convertible into common shares of Sanderson on a one-for-one basis.

What are the accounting implications that will result from this merger