Doc 71 All Smiles Dental Schedule A-G

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3. Basis of Presentation. All Smiles Dental Center, Inc. and PC jo

BKD, LLP to prepare consolidated audited financial statements. Since 2010, All

Center, Inc. personnel have prepared and maintained consolidated and unaudstatements. All Smiles Dental Center, Inc. and PC file join Texas tax return, but se

income tax returns. These Schedules and Statements do not purport to represtatements prepared in accordance with accounting principles generally accepted

States.

4. Book Value. Each asset and liability of the Debtors is shown on thbook value of the asset or liability in the Debtors' accounting books and records a

2012. Unless otherwise noted, the Schedules reflect the carrying value of assets anlisted in the Debtors' books and are not based on any estimate of their current mThe personal property values on Schedule B show the depreciated values, resu

assets being listed with zero values.

5. Inventories. Each of the Debtors' clinics keeps a stock of supplies

an estimated 5 weeks of production. There is also a small inventory of supplie

corporate office for emergency needs, as well as a few miscellaneous larger items

Warehouse. The clinics are structured on a Min/Max monthly order system that isprevious 4 months order history. The current minimum is 5 weeks worth of produ

maximum is 7 weeks. Min/Max levels and order history information are upda

months. Offices with higher production maybe updated more frequently. Min/Malso be revaluated and adjusted if an abnormal rate of ASAP orders is observed

inventory is conducted by all clinics to ensure the correct quantities are pur

inventories are reviewed for obvious typographical errors and missing information

are processed. The completed inventories are submitted to the Controller. Both and Inventory processes are for disposable supplies only. Reusable materials such a

and other hand tools are not included.

6. Causes of Action. All Smiles Dental Center, Inc. has generally set f

action against third parties as assets in its Schedules and Statements. In parti

claims that may constitute property of the estate have been asserted in the AmericaAssociation case ASDC Holdings, LLC, All Smiles Dental Center, Inc., AS Prope

Valor Management Corp., Antonio Gracias, Juan Sabater, and Jonathan Shulkin vJ. Malouf 2008 All-Smiles Grantor Retained Annuity Trust, Richard J. MaloufFamily LP, Camelia Family Limited Partnership, and Deal Time Auto Group, LLC

193 Y 00243 11). Nevertheless, All Smiles Dental Center, Inc. reserves all of i

respect to any causes of action it may have and neither these Global Notes nor the SStatements shall be deemed a waiver of any such causes of action.

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including furniture, fixtures and equipment from certain third party lessors. Any s

set forth the Schedule G.

9. Schedule D. Except as otherwise agreed pursuant to a stipulation or

or general order entered by the Bankruptcy Court, the Debtors reserve their rightchallenge the validity, perfection or immunity from avoidance of any lien pur

granted or perfected in any specific asset to a secured creditor listed on Schedule D

although the Debtors may have scheduled claims of various creditors as secure

Debtors reserve all rights to dispute or challenge the secured nature of any such creor the characterization of the structure of any such transaction, or any document

(including without limitation, any inter-company agreement) related to such creThe descriptions provided on Schedule D are intended only to be a summary. Reapplicable loan agreements and related documents is necessary for a complete desc

collateral and the nature, extent and priority of any liens. Nothing in the Global

Schedules and Statements shall be deemed a modification or interpretation of the tagreements.

10. Schedule E Employee Claims. The Bankruptcy Court entered a f

granting the Debtors authority to pay certain prepetition employee wages, salariesother obligations (Docket No. 45). Accordingly, employee claims for amounts ow

of the day on the Petition Date that have been paid or that are intended to be paid, h

included in the Schedules and Statements.

11. Schedule G. The Debtors' business is complex. While every ef

made to ensure the accuracy of Schedule of Executory Contracts, inadvertent errors

may have occurred. The Debtors hereby reserve all of their rights to dispute the vor enforceability of any contracts, agreements or leases set forth in Schedule G and

supplement such Schedule as necessary. The contracts, agreements and leases listeG may have expired or may have been modified, amended, or supplemented from

by various amendments, restatements, waivers, estoppel certificates, letter and othe

instruments and agreements which may not be listed therein. Certain of the real p

listed on Schedule G may contain renewal options, guarantees of payment, optionsrights of first refusal, rights to lease additional space and other miscellaneous rights

powers, duties and obligation are not set forth on Schedule G. Schedule G does nleases of non-residential real property rejected pursuant to the order of the Bankentered on May 4, 2012 (Doc. No. 29). Certain of the executory contracts may n

memorialized and could be subject to dispute. Schedule G does not includ

equipment purchase orders. Additionally, the Debtors may be party to various othconcerning real property, such as easements, rights of way, subordination, non



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contracts and agreements listed on these Schedules, including the right to dispute

the characterization or the structure of any transaction, document or instrument.

12. Reclamation Claims. Reclamation claims are not included in the S

the extent any reclamation claims have been made, reclamation claims have no vbecause they are "subject to the prior rights of a holder of a security interest in such

proceeds thereof" as set forth in 11 U.S.C. 546(c)(1).

13. Disputed, Contingent and/or Unliquidated Claims. Schedules D, Ethe Debtors to designate a claim as disputed, contingent and/or unliquidated.

designate a claim on any of these Schedules as disputed, contingent and/or unliquidconstitute an admission that such claim is not subject to objection. The Debtors resto dispute, or assert offsets or defenses to, any claim reflected on the Schedules

liability or status.

14. Statement of Financial Affairs. Due to the relationship between

gross income has been reported on a consolidated basis.

15. Global Notes Control. In the event that the Schedules and Statementhe foregoing Global Notes, the Global Notes shall control.



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Documents

Doc 71 All Smiles Dental Schedule A-G