Citadel Assets Valuation Report

DOTYSCOTT ENTERPRISES, INC.
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February 9, 2013 Gary DeRoos Chief Executive Officer Citadel EFT, Inc. 325 College Blvd. Oceanside, CA 92057 Re: Inventory Valuation Analysis as of October 24, 2012 Dear Mr. DeRoos: Pursuant to your request, DS Enterprises, Inc. (DSE) has performed an Inventory valuation analysis of the Sports Memorabilia (herein referenced as the Inventory or Inventory Assets) acquired by Citadel EFT, Inc. (herein referenced as Citadel EFT or CDFT or the Company), as of October 24, 2012 (the "Date of Valuation"). In addition, DSE has performed a valuation of the consideration paid for the Inventory, the Preferred C shares. This letter report summarizes our findings and related issues surrounding the valuations. Our full report attached details all of our findings and conclusions. The objective of our engagement was to provide recommendations of fair value for the Inventory acquired by Citadel EFT from Art to Go as of the Date of Valuation and the Preferred C shares issued as consideration. For purposes of this report, including any opinions required by the Company, we utilized fair value defined by the International Financial Reporting Standards (IFRS) and Statements of Financial Accounting Standards (SFAS) guidelines (International Valuation Standards Council (IVSC) 2012 Exposure Draft on Fair Value Measurement ED/2012 and Financial Accounting Standards Board (FASB) in FASB ASC 820 Fair Value Measurements and Disclosures (formerly FAS 157) 1. According to IFRS/SFAS, fair value is defined as:
Financial Standards Accounting Board (FASB) Accounting Standards Codification (ASC) Statement No. 168 - effective on July 1, 2009
12707 High Bluff Dr ive Suite 200 S an Diego, CA. 92130 Phone: (858) 350- 4207 Fax: ( 775) 369- 6073
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Citadel EFT Inventory Assets Valuation
2/9/2013
The amount at which an asset (or liability) could be bought (or incurred) or sold (or settled) in a current transaction between willing parties, that is, other than in a forced or liquidation sale. For purposes of determining the fair value of the consideration paid, we completed and equity valuation of the Company. For this valuation, we utilized fair value as defined by the FASB in ASC 820 (herein referenced as "FAS 157"). The standard defines Fair Market Value as the price, in cash or equivalent, that a buyer could reasonably be expected to pay, and a seller could reasonably be expected to accept, if the business were exposed for sale on the open market for a reasonable period of time, with both buyer and seller being in possession of the pertinent facts and neither being under any compulsion to act. The estimate of "market value" is in accordance with the definition set forth by the Board of Governors of the Federal Reserve System, under Title XI of the Federal Financial Institutions Reform Recovery, and Enforcement Act of 1989 ("FIRREA"), effective August 9, 1990.
Inventory Valuation
For the Inventory, given the type of items and the quantities of each, we determined that wholesale pricing was the best measure of fair value for these assets. The Company acquired individual asset ranging from as few as 2 items to as many as 5,000 similar items. These items are typically sold retail in single lots, and wholesale in 2 to 100 lots. The assets were originally appraised by Sports and Entertainment Marketing Group ("SEMG") on October 28, 2012. SEMG inspected the inventory at its locations in Tannersville, NY and indicated its evaluation was based on personal experience and the wholesale pricing of the largest wholesalers. SEMG appraised the Inventory at $10,389,046. The following representations were made by the Company: that the inventory was in good to excellent condition and that all the inventory had authentication certificates. Our methodology was as follows: Retail pricing was obtained from nine different sources that carried similar or identical items. Most of these sources guaranteed authenticity and provided certificates of authenticity or offered money back guarantees. Many of these sources guaranteed best pricing. Retail value was discounted to wholesale based on wholesale being 50% of retail.
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In cases where wholesale estimates exceeded SEMG estimates, SEMG estimates were used. In cases, where retail estimates could not be found, a discount to SEMG estimates was taken that was identical to the overall discount determined on the verified inventory.
In our opinion, our estimate of fair market value of the Inventory assets acquired from Art to Go, subject to the assumptions and limiting conditions set forth herein, as of October 24, 2012 is: $4,344,419. However, this indication of fair market value is conditioned upon the following issues: Value of memorabilia is a function of quality, authenticity, and is subject to market changes, and typically is slow moving inventory. Representations regarding the quality and authenticity were made by the Company but have not been verified. Two of the largest valued items by SEMG could not be verified due to the limitation on the details and description of the inventory. This included the 5,000 piece "Assorted Walt Disney animation cells" valued at $950,000 and the 3,200 piece "Dr. Ferdie Pacheco signed artworks - assorted prints" valued at $400,000. We found significant variances in value on 13 items that accounted for 93% of the variance between the SEMG value and our preliminary valuation. This included 750 pieces of "Leroy Neiman fight designed poster of the Larry Holmes vs. Ernie Shavers fight at Ceasars Las Vegas 1979 signed by all three" (variance in value of $731,250) and 1,839 pieces of "8x10 autographed photo of Muhammad Ali" (variance in value of $617,705). On the 12,163 items, approximately half the inventory, that DSE was able to find comparable retail pricing, the fair value variance was nearly 58% lower than SEMG value. We applied the same discount to the full inventory. In some cases, DSE identified retail prices on a few items indicated that the wholesale price was significantly higher than SEMG estimates. However, we utilized SEMG estimated if they were lower since they had the benefit of seeing the inventory first hand. DSE utilized a wholesale discount of 50%. Our review of wholesale pricing for this industry indicated that wholesale ranged from 45-50% of retail.
Consideration Valuation
Given some of the concerns detailed above regarding these Assets, as an alternative measure of value, DSE performed a valuation of the consideration given in the exchange for the Art to Go Inventory. Effective as of October 24, 2012, Citadel EFT issued 4,000,000 shares of Preferred C stock to the sellers.
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Citadel has five classes of stock; common, Preferred A, Preferred B, Preferred C and Preferred D. Just prior to the Valuation date, the Company has the following shares outstanding:
Date Common Shares Preferred A 10/23/2012 223,324,960 51,000,000 Preferred B 1
Series A Preferred Stock Each share of Series A Convertible Preferred Stock is convertible at any time at the option of the holder into one common share. Any amount of accrued and unpaid dividends is convertible into common shares at its trading price on the OTC Market. The holders of the Series A Convertible Preferred Stock will have two hundred voting rights for each share of Series A Convertible Preferred Stock held of record. The Company may redeem the Series A Convertible Preferred Stock at $0.0001 per share. Series B Preferred Stock Each share of Series B Convertible Preferred Stock is not convertible. The holders of the Series B Convertible Preferred Stock will have two times the total of common shares issued and oustanding and preferred shares. The Series B Preferred Stock ranks on parity with the common stock with respect to distribution of assets. Series C Preferred Stock The shares of Series C preferred stock have certain liquidation rights such that before any distribution or payment shall be made to the holders of any stock ranking junior to the Series C preferred stock, the holders of the Series C preferred stock shall be entitled to be paid out of the assets of the Company an amount equal to $1.00 per share or, in the event of an aggregate subscription by a single subscriber for Series C preferred stock in excess of $100,000, $0.997 per share, plus all declared but unpaid dividends, for each share of Series C preferred stock held by them. Each share of Series C preferred stock shall be convertible, into the number of shares of the Companys common stock, par value $0.00001 per share, equal to the price of the Series C preferred stock, divided by the par value of the common stock, subject to adjustment as may be determined by the Board of Directors from time to time (the Conversion Rate). Each share of Series C preferred stock shall have ten votes for any election or other vote placed before the shareholders of the Company. Shares of Series C preferred stock may not be converted into shares of common stock for a period of: a) six (6) months after purchase, if the Company voluntarily or involuntarily files public reports pursuant to Section 12 or 15 of the Securities Exchange Act of 1934; or b) twelve (12) months if the Company does not file such public reports. Anti-dilution provisions were provided for the Preferred C shareholders by limiting the Company to issuing any equity instruments only at fair value for the consideration received. DSE Page 4
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Just prior to the Valuation Date, the Company's CEO Gary DeRoos held all the issued Series A Preferred, Series B Preferred and approximately 117,500,000 shares of the common stock. He held over 99% of the voting stock. In addition, he and his wife were the sole directors. The Company is effectively owned and controlled by Mr. DeRoos. Upon issuance of the 4,000,000 shares of Preferred C as consideration for the Art to Go Inventory, the capital structure was as follows:
Date Common Shares Preferred A 10/24/2012 223,324,960 51,000,000
Preferred B Preferred C 1 4,000,000
Fully Diluted Shares 1,274,324,960
Asset Holder Fully Diluted Ownership 78.5%
Voting Control DeRoos 99.0%
The Company Fair Value as of 10/23/12 is the result of giving weighted attention to three valuation methodologies: the Income Approach; the Market Approach; and the Asset Approach. Based on this analysis as detailed in the attached report, we found the Company Fair Value on a minority basis to be $1,266,000 prior to the acquisition of the Inventory. Upon the acquisition, the Company Fair Value would increase by the assets acquired to a total of $5.61M. This would imply that the Preferred C value would be $4.4M. However, the Preferred C has a contractual 612 month restriction. In addition, based on the limited trading volume, the effective restriction is more like two to three years. A discount for lack of marketability (DLOM) was calculated based on both restricted stock studies and Pre-IPO/option-put models. We utilized a 32.5% DLOM, bringing the value of the consideration paid down to $2,972,000. Our recommendation for valuing the assets acquired on 10/24/12 is to value them at the fair value of the consideration received. The conversion value of the Preferred C and the inventory value are close in value ($4.3M vs. $4.4M). The Preferred C shares need to be discounted for lack of marketability. We conclude that the fair value to be assigned to the Inventory is $2,972,000 based on the fair value of the consideration paid.
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Our work product was conducted in accordance with the Uniform Standards of Professional Appraisal Practice (herein referenced as USPAP) as promulgated by The Appraisal Foundation. In accordance with the professional guidelines established by the American Society of Appraisers, (i) we are independent of the Company and none of the DSE Participants or partners who have worked on this engagement has any known or contemplated interest(s) in the Company, (ii) we have no current or contemplated interest in the matters that are the subject of our analysis and (iii) our fee is not subject to or influenced by the results of our analysis or the opinions expressed herein. This summary report stating the significant assumptions made, the methodologies employed, and the conclusions reached are solely for the information of, and assistance to, the management of the Company, and are not to be referred to or distributed for any other purposes. If you have any questions, please call Phil Scott at (858) 350-4207. Sincerely,
Phil Scott, CFA pscott@dotyscott.com
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DOTYSCOTT ENTERPRISES
Financial Advisory Services
Citadel EFT, Inc.
Inventory Assets Valuation

Art to Go Inventory Sports Memorabilia
As o f Oct o ber 2 4, 201 2
12707 High Bluff Dr ive Suite 200 S an Diego, CA. 92130 Phone: (858) 350- 4207 Fax: ( 775) 369- 6073
www.dotyscott.com Corporate ValuationsSEC Compliance Valuations M&A ValuationsAsset/Property Valuations
2/9/2013
Table of Contents
I. Valuation Overview II. Asset Valuation III. Consideration/Equity Valuation IV. Recommended Fair Value V. Work Product Summary
Appendices A: Qualifications B: Inventory Listing
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I. Valuation Overview
Description of Assignment
Pursuant to your request, DS Enterprises, Inc. (DSE) has performed an Inventory valuation analysis of the Sports Memorabilia (herein referenced as the Inventory or Inventory Assets) acquired by Citadel EFT, Inc. (herein referenced as Citadel EFT or CDFT or the Company), as of October 24, 2012 (the "Date of Valuation"). In addition, DSE has performed a valuation of the consideration paid for the Inventory, the Preferred C shares. In order to complete that valuation, an Equity valuation of the Company was performed. This report summarizes our findings and related issues surrounding the valuations. In our opinion, the best estimated fair market value of the Inventory Assets acquired from Art to Go, subject to the assumptions and limiting conditions set forth herein, as of October 24, 2012 is: $2,972,000
The objective of our engagement was to provide recommendations of fair value for the Inventory acquired by the Company as of the Date of Valuation. For purposes of this report, including any opinions required by the Company, we utilized fair value defined by the International Financial Reporting Standards (IFRS) and Statements of Financial Accounting Standards (SFAS) guidelines (International Valuation Standards Council (IVSC) 2012 Exposure Draft on Fair Value Measurement ED/2012 and Financial Accounting Standards Board (FASB) in FASB ASC 820 Fair Value Measurements and Disclosures (formerly FAS 157) 2. According to IFRS/SFAS, fair value is defined as: The amount at which an asset (or liability) could be bought (or incurred) or sold (or settled) in a current transaction between willing parties, that is, other than in a forced or liquidation sale. For purposes of this report, including any opinions required by the Company, we utilized fair value defined by the International Valuation Standards Council (IVSC) 2012 Exposure Draft on
2
Financial Standards Accounting Board (FASB) Accounting Standards Codification (ASC) Statement No. 168 - effective on July 1, 2009 Page 1
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Fair Value Measurement ED/2012 and Financial Accounting Standards Board (FASB) in FASB ASC 820 Fair Value Measurements and Disclosures (formerly FAS 157). To properly apply this fair value standard, we gave consideration to the Company's intentions regarding whether or not the Assets were to be held, modified, sold, or liquidated. Our analysis also reflects assumptions that would be made by market participants if these market participants were to buy or sell each identified asset on an individual basis. Accordingly, we considered the specific facts and circumstances of the Assets to assist the Company with the identification, classification, and valuation of the Assets that were valued under this fair value premise. It is our understanding that our analysis and this report will be used solely to assist Company management in its operations. Neither the report nor its contents may be referred to or quoted in any registration statement, prospectus, offering memorandum, or other agreement or document given to third parties without our prior written consent. This opinion of fair value is based upon the following conditions and assumptions: 1. All of the Assets have been stored as inventory and maintained in a proper manner since the time of acquisition. 2. No significant changes have been made to any of the items other normal maintenance and care. 3. All items mentioned are still located at the Company sites, storage facilities and remain in good to "excellent" condition. All items have authenticity certificates. 4. Value of memorabilia is a function of quality, authenticity, and is subject to market changes, and typically is slower moving inventory. Representations regarding the quality and authenticity that were made by the Company but have not been verified. The use of this report is specifically limited by the terms and conditions expressed herein, and to the purposes described herewith.
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Scope
The scope of our engagement included: 1. Review of the subject Inventory assets; 2. Consideration of applicable economic, industry, and competitive environments; 3. Research of comparable retail pricing with consideration of quality and/or other conditions; 4. Valuation analysis including highest and best use analysis of the Assets giving consideration to appropriate approaches to value; reconciliation of value estimates and value conclusion 5. Preparation of this narrative report summarizing the methodologies employed in our analysis, the assumptions on which our analysis was based, and our recommendations of value. Our valuation was based on information and financial data provided by the Company, third party sources and other relevant sources, and is subject to the attached Certification and Statement of Limiting Conditions. We did not independently investigate or otherwise verify the data provided and do not express an opinion or offer any other form of assurance regarding its accuracy or completeness. We understand that any financial information provided by the Company was based on historical information maintained by their transfer agent and/or filed with the SEC. The advice contained herein was not intended or written by DSE to be used, and cannot be used, by the recipient or any other taxpayer for the purpose of avoiding penalties that may be imposed under the Internal Revenue Code or applicable state or local tax laws. This appraisal report is intended only for use by the Company, including its internal management, consultants, investors and regulatory authorities. It may not be distributed to or relied upon by other persons or entities without written permission. The intended use of this appraisal is to estimate the market value of the Inventory/Assets as required by IVSC/SFAS as of the valuation date of the appraisal. The "Market Value" is defined by the Board of Governors of the Federal Reserve System, under Title XI of the Financial Institutions Reform, Recovery, and Enforcement Act of 1989 (FIRREA), as: "the most probable price which an asset should bring in a competitive and open market under all conditions requisite to a fair sale, the buyer and seller each acting prudently and knowledgeably, and assuming the price is not affected by undue stimulus. Implicit in this
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definition is consummation of a sale as of a specified date and passing of title from seller to buyer under conditions whereby:" 1. 2. 3. 4. Buyer and seller are typically motivated where both parties are well-informed or well advised, and each acting in what he considers his own best interest. A reasonable time is allowed for exposure in the open market. Payment is made in terms of cash in U.S. dollars or in terms of financial arrangements comparable thereto. The price represents the normal consideration for the item sold unaffected by special or creative financing or sales concessions granted by anyone associated with the sale.
Inventory Fair Value Summary

The Art to Go Assets include the following types of products sold through storefronts and online throughout the US: 1. 2. 3. Signed Sports Memorabilia (Photos, balls, gloves, and other) Artwork; mostly sports related with signatures by the artist and/or the athlete Walt Disney animation cells
The specific inventory items acquired are detailed in Exhibit B.
Standard of Value
In accordance with the Business Valuation Standards of the American Society of Appraisers, fair market value, as used herein, represents the price at which the item would change hands between a hypothetical willing and able buyer and a hypothetical willing and able seller, acting at arms length in an open and unrestricted market, when neither is under compulsion to buy or sell and when both have reasonable knowledge of the relevant facts. Fair value is defined by IFRS 13 as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. IFRS 13 indicates that when measuring fair value, the following must be considered: 1. The asset or liability being measured, including its condition, location and any restrictions on sale
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2. The principal (or most advantageous) market in which an orderly transaction would take place for the asset or liability 3. For a non-financial asset, the highest and best use of the asset and whether the asset is used in combination with other assets or on a stand-alone basis 4. The assumptions that market participants would use when pricing the asset or liability. The standard provides a hierarchy of methods (the fair value hierarchy) for arriving at fair value, with Level 1 being the preferable method where available: 1. Level 1 unadjusted quoted prices for identical assets and liabilities in active markets. 2. Level 2 other observable inputs for the asset or liability such as quoted prices in active markets for similar assets or liabilities or quoted prices for identical assets or liabilities in markets which are not active. 3. Level 3 unobservable inputs developed by an entity using the best information available where little or no market activity for the asset or liability at the measurement date. IFRS 13 also requires extensive disclosures to help users of the financial statements assess:

valuation techniques and inputs used to measure fair values for fair value measurements which are regularly updated (such as those in relation to investment properties) and which use significant level 3 inputs, the effect of the measurements on profit or loss or other comprehensive income for the period.
As set forth in the ASC 820 the following will be required to be reported: 1. 2. The fair value measurement at the reporting date. The level within the fair value hierarchy in which the fair value measurements in their entirety fall, segregating fair value measurements using quoted prices in active markets for identical assets or liabilities, significant other observable inputs, and significant unobservable inputs. For fair value measurements using significant unobservable inputs, a reconciliation of the beginning and ending balances, separately presenting changes during the period attributable to the following: total gains or losses for the period, purchases, sales, issuances, settlements, and other factors.
3.
Approach of Valuation
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In conducting our work in this matter, we have: 1. 2. 3. 4. Interviewed management of the Company regarding the Inventory Assets, and other factors relevant to this valuation. Analyzed the market comparables for sale. Investigated the economic-industry environment in which the Inventory Assets reside. Examined, selected and applied various valuation methods to arrive at our opinion of the fair market value.
Valuation Factors
The value of the Company is dependent on many factors, such as the following, which are more fully described in IFRS 13 and FASB ASC 820: 1. 2. 3. 4. 5. The nature of the business and the history their sales. The economic outlook in general and the condition or outlook of the specific industry applicable to the Inventory Assets. The book value of the Assets and the financial condition of the Assets. The earning capacity of the Assets. The market prices of similar assets and actively sold in a free and open market.
Assumptions and Limiting Conditions

This valuation has been prepared pursuant to the following general assumptions and limiting conditions: 1. We assume no responsibility for the legal description or matters including legal or title considerations. Title to the subject assets/properties is assumed to be good and marketable unless otherwise stated. The subject assets/properties are appraised free and clear of any or all liens or encumbrances unless otherwise stated. We assume responsible ownership and competent management with respect to the subject assets.
2. 3.
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4. 5.
The information furnished by others is believed to be reliable. However, we issue no warranty or other form of assurance regarding its accuracy. We assume that there is full compliance with all applicable federal, state, and local regulations and laws unless noncompliance is stated, defined, and considered in the valuation report. We assume that all required licenses, certificates of occupancy, consents, or legislative or administrative authority from any local, state, or national government, private entity, or organization have been or can be obtained or renewed for any use on which the valuation opinions contained in this report are based. Possession of this valuation opinion report, or a copy thereof, does not carry with it the right of publication or distribution to or use by any third party. It may not be used for any purpose by any person other than the party to whom it is addressed without our prior written consent. Use of this analysis by any third party is at the sole risk of that party who agrees to hold DSE harmless from any claims resulting from use by any third party. Access by any third party does not create privity between DSE and any third party. We, by reason of this engagement, are not required to furnish a complete valuation report, or to give testimony, or to be in attendance in court with reference to the assets/ properties in question unless arrangements have been previously made. To our best knowledge and belief, this analysis has been prepared in conformity with, and is subject to, the requirements of the code of professional ethics and standards of professional conduct of the professional appraisal organizations of which we are members. No part of the contents of this report (especially any conclusions of value, the identity of the appraisers, or the firm with which the appraisers are associated) may be disseminated to the public through advertising, public relations, news, sales, or other media without the prior written consent and in the sole discretion of DSE. We assume no responsibility for any financial or tax reporting requirements, such reporting requirements are the responsibility of the client for whom this analysis was prepared. The valuation analyses contained herein are valid only as of the indicated date and for the indicated purpose.
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Valuation Description
To arrive at our conclusion of Fair Market Value, we performed the following procedures: 1. Reviewed the appraisal report issued by Sports and Entertainment Marketing Group ("SEMG"). SEMG was engaged to "appraise" the Inventory Assets acquired by the Company. They performed on-site verification of the quantities, quality and items held by Art to Go. They provided an estimate of wholesale value based on their experience in the sports and entertainment memorabilia business. 2. Applied a Market valuation approach to the Inventory Assets by collecting/analyzing the relevant retail information for comparable items in the market. Determined standard wholesale discount to retail for this industry. 3. Applied Cost and Market valuation approaches to determine an estimate of value for the consideration paid, which required a valuation of the Company's enterprise value. The following methods were utilized for this valuation: a. Income Approach - Discounted Market Multiples b. Market Approach Price to Revenue Multiples c. Market Approach Quoted Market Capitalization d. Asset Approach Public Shells e. Asset Approach Reverse Listings 4. Compared the Asset valuation to the valuation of the consideration paid to provide our best estimate of the Assets Value. All 5 approaches/methods to the final estimate, however, are based on market data and market behavior. In addition, all are comparative approaches since they involve the comparison of facts and data related to the subject Inventory and/or the consideration paid. The Market Approach measures value based on what other purchasers in the market are paying for assets that can be considered reasonably similar to those being valued. When the Market Approach is utilized, data are collected on the prices paid for reasonably comparable assets. Weighting is applied to comparable assets to compensate for differences between those assets
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and the asset being valued. The application of the Market Approach results in an estimate of the price reasonably expected to be realized from the sale of the asset. The Market Approach is based on the principle of substitution which is that an informed buyer would pay no more for an asset than the cost of acquiring a satisfactory substitute. Application of this principle calls for a knowledge of the prices at which comparable assets or the Company have sold and adjusted for any discounts for lack of marketability or control premiums on the dates. The Market Approach is based on the price paid in Company or comparable sales. The methods employed include: 1. The Market - Direct Sales Comparison Method is based on the principle of substitution which is that an informed buyer would pay no more for an item or Inventory asset than the cost of acquiring a satisfactory substitute. Application of this principle calls for a knowledge of the prices at which competitive assets have sold or offered in the market. When estimating the value of the subject Inventory assets, via the Direct Sales Comparison Approach, a search of the local jewelry, gems and art markets is performed for sales of assets with similar quality, markets, physical, and functional attributes. 2. The Comparables Adjusted Method is based on adjusting retail values using comparable wholesale pricing in the market.
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II. Asset Valuation

Inventory Valuation - Results
Sports and Entertainment Marketing Group ("SEMG") prepared a listing of all the inventory acquired from Art to Go (See Appendix B). The Inventory consisted of over 25,000 items of sports memorabilia and artwork. These items were analyzed and reviewed for sale prices and replacement costs of similar products. The fair value was estimated at the current wholesale price of the items, assuming they are in good to "excellent condition" and have a certificate of authenticity attached. Value of memorabilia is a function of quality, authenticity, and is subject to market changes, and typically is slow moving inventory. Representations regarding the quality and authenticity were made by the Company but have not been verified. The following assumptions were used to value each of these Inventory assets: 1. SEMG provided their estimate of wholesale value. They valued the entire Inventory at $10,389,046. 2. Retail pricing was obtained from nine different sources that carried similar or identical items. These included artrev.com, artshopnc.com, bigapplecard.com, cjrfinearts.com, ebay.com, goingprosports.com, grandstandsports.com, skylinepictures.com, and sportsmemorabilia.com. 3. Most of these sources guaranteed authenticity and provided certificates of authenticity or offered money back guarantees. 4. Many of these sources guaranteed best pricing. 5. Retail value was discounted to wholesale based on wholesale being 50% of retail. A review of markups in this industry indicated that the wholesale discount off retail was 4550%. 6. Two of the largest valued items by SEMG could not be verified due to the limitation on the details and description of the inventory. This included the 5,000 piece "Assorted Walt Disney animation cells" valued at $950,000 and the 3,200 piece "Dr. Ferdie Pacheco signed artworks - assorted prints" valued at $400,000.
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7. We found significant variances in value on 13 items that accounted for 93% of the variance between the SEMG value and our valuation. This included 750 pieces of "Leroy Neiman fight designed poster of the Larry Holmes vs. Ernie Shavers fight at Ceasars Las Vegas 1979 signed by all three" (variance in value of $731,250) and 1,839 pieces of "8x10 autographed photo of Muhammad Ali" (variance in value of $617,705). 8. On the 12,163 items, approximately half the inventory, that DSE was able to find comparable retail pricing, the fair value variance was nearly 58% lower than SEMG value. We applied the same discount to the full inventory as summarized in the following table: Adjustment for unpriced assets: Items Priced at Retail 12,163 SEMG Wholesale Price 7,261,452 DSE Wholesale Price 4,224,908 Variance (3,036,544) Percent of SEMG Wholesale 42% 9. In cases where our wholesale estimates exceeded SEMG estimates, SEMG estimates were used. The following table shows our estimated fair market wholesale value of the Assets prior to any adjustment for un-priced items:
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Art To Go Inventory Item Description Category Count Unit Wholesale FMV 2,200.00 2,200.00 680.00 500.00 900.00 900.00 125.00 280.00 638.75 437.50 380.00 2,800.00 320.00 3,000.00 600.00 650.00 645.00 650.00 800.00 800.00 875.00 875.00 875.00 875.00 897.50 898.75 900.00 935.00 935.00 995.00 997.50 1,195.00 Total Wholesale FMV 4,400 22,000 25,160 26,000 225,000 41,400 400,000 280,000 159,688 175,000 380,000 28,000 93,440 75,000 15,000 26,000 132,870 89,700 120,000 120,000 6,125 11,375 21,875 29,750 2,693 200,421 9,000 44,880 84,150 110,445 2,993 149,375
Artwork Artwork Artwork Artwork Artwork Artwork Artwork Artwork Artwork Artwork Artwork Artwork Artwork Artwork Artwork Artwork Artwork Artwork Artwork Artwork Artwork Artwork Artwork Artwork Artwork Artwork Artwork Artwork Artwork Artwork Artwork Artwork Balls
Sid Maurer Artist enhanced canvas of Joe Dimaggio signed by artist and Mantle cut Sid Maurer Artist enhanced canvas of Mickey Mantle signed by artist and Mantle cut Artist Malcolm Farley giclees of Johnny Damon signed by both Malcolm Farley giclee of Mickey Mantle signed by Farley Carlo Beninati Signed Lithograph of Alex Rodriquez signed by both Malcolm Farley giclee of Shaquille Oneal On Miami Heat signed by both Dr. Ferdie Pacheco signed artworks assorted prints Doug London unsigned canvas artwork of Muhammad Ali Doug London Canvas artwork of Joe Frazier signed by both Carlo Beninati canvas artwork of Mark Martin signed by both Carlo Beninati lithograph artwork of Mark Martin signed by both Karen Oneal Canvas artwork signed by entire sopranos cast Carlo Beninati canvas artwork of Joe Montana signed by both Artist Doug London's set of 4 lithos plus cover of Jack Nicklaus 4 major wins all 5 pieces signed by Jack Nicklaus and Doug London Artist Doug London's Arnold Palmer kings final wave litho signed by Arnold Palmer & Doug London Artist Doug London's silver cup litho of Jack Nicklaus signed by Jack Nicklaus & Doug London Viktor Shvaiko Afternoon rendezvous canvas 22x30 unstreched Viktor Shvaiko Lyon De Lyon canvas 30x50 unstreched Viktor Shvaiko La Dolce Vita canvas 34x21 streched Viktor Shvaiko La Noces De Jeanette canvas 32x48 unstreched Sam Park Harbor at Portofino canvas 30x40 unstreched Sam Park St. Paul canvas 30x40 unstreched Sam Park Monmartre canvas 38x32 streched Sam Park Nice canvas 30x40 unstreched Sam Park St. Michele canvas 40x30 streched Sam Park Savoi canvas 30x40 unstreched Viktor Shvaiko April in Paris canvas 38x26 streched Viktor Shvaiko LaPalette canvas 28x42 streched Viktor Shvaiko Afternoon Shadows canvas 30x40 streched Viktor Shvaiko Summer in Province canvas 30x44 unstreched Sam Park Caen canvas 46x34 streched Viktor Shvaiko Plaza De Correo canvas 30x50 streched 500 hr. club signed baseball by Mickey Mantlem Ted Williams, Harmon Killibrew, Hank Aaron, Mike Schmidt, Reggie Jackson, Willie Mays, Eddie Mathews, Frank Robinson, Ernie Banks and Willie Mccovey Pete Rose signed baseball Hank Aaron signed baseball Willie Mays signed baseball Joe Dimaggio signed baseball Ted Williams signed baseball Mickey Mantle signed Baseball Peyton Manning signed baseball with 49 TD inscription Alex Rodriquez signed Bat Barry Bonds signed Bat Sam Park table top book Maimon Table top art book Chicago Bulls championship table top book Michael Jordan table top book Larry Holmes signed boxing glove Jake LaMotta signed boxing glove Joe Frazier signed boxing glove Assorted Walt Disney animation cells Set of 3 5x7 signed photo's of Mickey Mantel, Joe Dimaggio and Ted Williams Yogi Berra signed baseball in shadowbox display Mickey Mantel signed baseball in shadowbox display Mickey Mantel & Ted Williams signed baseball in shadowbox display Joe Dimaggio signed baseball in shadowbox display John F. Kennedy Innaugeration day postcard facimile autograph Duke Snider signed batting helmet Pete Rose signed batting helmet Jackie Robinson unsigned limited edition cooperstown collection litho with original film clip Peyton Manning signed mini helmets
baseball baseball baseball baseball baseball basketball boxing boxing boxing car racing car racing entertainment football golf golf golf misc misc misc misc misc misc misc misc misc misc misc misc misc misc misc misc baseball
2 10 37 52 250 46 3,200 1,000 250 400 1,000 10 292 25 25 40 206 138 150 150 7 13 25 34 3 223 10 48 90 111 3 125
Balls Balls Balls Balls Balls Balls Balls Bat Bat Books Books Books Books Boxing Glove Boxing Glove Boxing Glove Cells Framed Framed Framed Framed Framed Framed Helmet Helmet Litho Mini Helmets
baseball baseball baseball baseball baseball baseball football baseball baseball artwoks artworks basketball basketball boxing boxing boxing Disney baseball baseball baseball baseball baseball politcal baseball baseball baseball football
17 48 24 12 12 44 12 56 28 10 500 250 300 300 250 40 46 5,000 45 11 13 26 22 32 308 190 2,500 36
2,400.00 72.00 185.00 202.83 302.59 400.03 550.00 149.00 242.19 452.82 50.00 25.00 45.00 85.00 98.00 85.00 172.92 190.00 1,100.00 117.06 547.46 1,252.41 650.00 165.00 109.86 90.00 165.00 159.08
40,800 3,456 4,440 2,434 3,631 17,601 6,600 8,344 6,781 4,528 25,000 6,250 13,500 25,500 24,500 3,400 7,954 950,000 49,500 1,288 7,117 32,563 14,300 5,280 33,838 17,100 412,500 5,727
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Art To Go Inventory Item Description Category Count Unit Wholesale FMV 780.00 260.00 290.00 580.00 290.00 176.79 190.00 236.85 274.60 340.00 462.24 360.00 149.50 150.00 360.00 225.00 Total Wholesale FMV 22,620 36,400 62,350 139,780 141,230 395,663 7,220 25,580 3,295 512,720 225,573 63,720 279,416 22,500 64,080 168,750 7,016,569
Photos Photos Photos Photos Photos Photos Photos Photos Photos Photos Photos Photos Photos Poster Poster Poster
11x14 autographed photo by Joe Dimaggio and Mickey Mantle 3x5 autographed photo of Ted Williams 3x5 autographed photo of Joe Dimaggio 3x5 autographed photo of Mickey Mantle and Joe Dimaggio 3x5 autographed photo of Mickey Mantle 8x10 autographed photo by Ted Williams 8x10 autographed photo by Sandy Koufax 11x14 autographed photo by Ted Williams 11x14 autographed photo by Joe Dimaggio 8x10 autographed photo by Mickey Mantle 8x10 autographed photo of Joe Dimaggio and Mickey Mantle 11x14 autographed photo by Mickey Mantle 8x10 autographed photo of Muhammad Ali Ceasars boxing event poster of Tommy Hearns vs. Marvin Hagler signed by Tommy Hearns Ceasars boxing event poster of Larry Holmes vs. Ken Norton signed by both Leroy Neiman fight designed poster of the Larry Holmes vs. Ernie Shavers fight at Ceasars Las Vegas 1979 signed by all three
baseball baseball baseball baseball baseball baseball baseball baseball baseball baseball baseball baseball boxing boxing boxing boxing
29 140 215 241 487 2,238 38 108 12 1,508 488 177 1,869 150 178 750
Total:
26,735
This wholesale estimate was then discounted. The items in which retail prices could not be determined were discounted based on the overall discount found on the verified items from the SEMG estimates as summarized in this table.
Collection Valued at Lower of DSE/SEMG estimates Adjustment for unpriced assets: Full Collection Priced at same Discount:
7,016,569 (2,672,150) 4,344,419
Inventory Recommended Value

In our opinion, the best estimated fair market values of the Inventory assets as of October 24, 2012 is: $4,344,419. Our valuation was based on information and data provided by the Company and other relevant sources, and is subject to the attached Certification and Statement of Limiting Conditions. We did not independently investigate or otherwise verify the data provided and do not express an opinion or offer any other form of assurance regarding its accuracy or completeness. We understand that any information provided by the Company was based on historical experience and performance.
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III. Consideration/Equity Value

Executive Summary Given some of the concerns detailed above regarding these Assets, an alternative measure of value was performed. DSE performed a valuation of the consideration given in the exchange for the Art to Go Inventory. Effective as of October 24, 2012, Citadel EFT issued 4,000,000 shares of Preferred C stock to the sellers. Citadel has five classes of stock; common, Preferred A, Preferred B, Preferred C and Preferred D. Just prior to the Valuation date, the Company has the following shares outstanding:
Date Common Shares Preferred A 10/23/2012 223,324,960 51,000,000 Preferred B 1
The following summarizes the terms of the Series A, B, and C Preferred shares. There are no issued and outstanding shares of Preferred Series D. Series A Preferred Stock Each share of Series A Convertible Preferred Stock is convertible at any time at the option of the holder into one common share. Any amount of accrued and unpaid dividends is convertible into common shares at its trading price on the OTC Market. The holders of the Series A Convertible Preferred Stock will have two hundred voting rights for each share of Series A Convertible Preferred Stock held of record. The Company may redeem the Series A Convertible Preferred Stock at $0.0001 per share. Series B Preferred Stock Each share of Series B Convertible Preferred Stock is not convertible. The holders of the Series B Convertible Preferred Stock will have two times the total of common shares issued and oustanding and preferred shares. The Series B Preferred Stock ranks on parity with the common stock with respect to distribution of assets. Series C Preferred Stock The shares of Series C preferred stock have certain liquidation rights such that before any distribution or payment shall be made to the holders of any stock ranking junior to the Series C
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preferred stock, the holders of the Series C preferred stock shall be entitled to be paid out of the assets of the Company an amount equal to $1.00 per share or, in the event of an aggregate subscription by a single subscriber for Series C preferred stock in excess of $100,000, $0.997 per share, plus all declared but unpaid dividends, for each share of Series C preferred stock held by them. Each share of Series C preferred stock shall be convertible, into the number of shares of the Companys common stock, par value $0.00001 per share, equal to the price of the Series C preferred stock, divided by the par value of the common stock, subject to adjustment as may be determined by the Board of Directors from time to time (the Conversion Rate). Each share of Series C preferred stock shall have ten votes for any election or other vote placed before the shareholders of the Company. Shares of Series C preferred stock may not be converted into shares of common stock for a period of: a) six (6) months after purchase, if the Company voluntarily or involuntarily files public reports pursuant to Section 12 or 15 of the Securities Exchange Act of 1934; or b) twelve (12) months if the Company does not file such public reports. Anti-dilution provisions were provided for the Preferred C shareholders by limiting the Company to issuing any equity instruments only at fair value for the consideration received. Just prior to the Valuation Date, the Company's CEO Gary DeRoos held all the issued Series A Preferred, Series B Preferred and approximately 117,500,000 shares of the common stock. He held over 99% of the voting stock. In addition, he and his wife were the sole directors. The Company was effectively owned and controlled by Mr. DeRoos. Upon issuance of the 4,000,000 shares of Preferred C as consideration for the Art to Go Inventory, the capital structure changed as follows:
Date Common Shares Preferred A 10/24/2012 223,324,960 51,000,000
Preferred B Preferred C 1 4,000,000
Fully Diluted Shares 1,274,324,960
Asset Holder Fully Diluted Ownership 78.5%
Voting Control DeRoos 99.0%
In order to value the 78.5% equity stake in the Company, DSE performed an Equity Valuation of the Company.
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Valuation Approaches / Methods
The objective of this analysis is to estimate the Fair Market Enterprise/Equity Value of CDFT as of the Valuation Date. The techniques utilized to determine the stock value are divided into three general approaches, described below: 1. Income Approach selects an income level for the entity under analysis, usually based upon historical or current income that is reasonably reflective of the sustainable/recurring level of income that the entity may hope to obtain in future periods. Factors taken into consideration include prevalent return requirements as of the Valuation Date and risks attached to the industry in which the entity is engaged. This approach assumes that the income derived from the entity/assets, to a large extent, control its value. 2. Market Approach, arrives at an indication of value by using quoted market prices or by comparing the entity being valued to comparable publicly traded companies or comparable entities which have been recently acquired in arms-length transactions 3. Asset approach is generally considered to yield the minimum benchmark of value for an operating enterprise. For this approach, we measured the value of the shell entity as a public vehicle. The Asset approach was used even though it places significant value on the Companys underlying assets rather than its income-producing potential. CDFT is an operating and fully reporting public company. The company is generating revenue but has a history of operating losses. As such the specific methods used to estimate the value of the total business entity included: 1. The Income Approach Guideline Company methods compare the subject company to comparable business interests on a minority basis using the following methodologies Discounted Market Multiples. 2. The Market Approach Guideline Company methods compare the subject company to comparable business interests on a minority basis using the following methodologies Market Capitalization, Price to Revenue Multiples. 3. The Asset Approach Guideline Company methods compare the subject company to comparable business interests on a minority basis Public Shell comparables and reverse merger listings.
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Valuation Description
To arrive at our conclusion of Fair Market Value, we performed the following procedures: 1. Collect/analyze the Companys relevant historic and projected financial statements to determine realistic cash flows based on industry comparatives. 2. Developed risk-adjusted Capitalization and Discount Rates (for 5 year projections) to apply to the Companys projected earnings. 3. Collected and analyzed market multiples from comparable companies within the same industry. 4. Applied Income, Market and Asset valuation approaches to determine an estimate of Enterprise Value. The following methods were applied under each approach: i. Income Approach - Discounted Market Multiples and ii. Market Approach - Discounted Market Multiples (Price to Earnings and Quoted market price) future and current measures. iii. CDFT has a history of small revenues and negative earnings. As such, it can be compared to a fully reporting public shell. As a public shell the specific methods used to estimate the value of the total business entity include: The Market Approach Guideline Company methods compare the subject company to comparable business interests on a minority basis Public Shell comparables and reverse merger listings. 5. Weighted the valuation approaches to provide an estimate of Enterprise Value.
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Overview of the Company
Citadel EFT, Inc. is a fully reporting public corporation (OTCBB: CDFT). They have merchant-clients that use their terminals to process their credit card transaction. They make their money principally on residuals. Residuals are based off a pre-negotiated and contracted percentage rate for each transaction that their merchant-client incurs by its customers. Although they have standard contracts, the rates at which they have negotiated with each of their merchant-clients may vary slightly. The main challenges they face are continued competition from new entrants into the industry, and limiting their exposure to any erosion of their client base. Their industry has relatively low barriers to entry. They also must grow in order to cover their fixed costs. CDFT is a micro-cap stock with a history of losses and is thinly traded.
Capital Structure CDFT has 1,000,000,000 authorized common shares, 100,000,000 authorized Series A Preferred shares, 10 authorized Series B Preferred shares, 30,000,000 authorized Series C shares, and 18 authorized Series D shares as of 9/30/12. In summary the outstanding shares as of the transaction date are: 1. 2. 3. 4. 223,324,960 common shares of which Gary DeRoos holds approximately 117,000,000. 51,000,000 Preferred A shares held by Gary DeRoos. 1 Preferred B share held by Gary DeRoos. 4,000,000 shares of Preferred C issued in the transaction.
Market Approach The Company trades over-the-counter. It is thinly traded with a high volatility (over 350% as of the Valuation date). The Company also has a large bid-ask, typically 25-50% of it's stock price. Therefore, in measuring the market capitalization, we averaged the high and low prices for the dates in question, instead of using the closing price. As of 10/23/12, the company had 223,324,960 shares of common stock outstanding, 51,000,000 shares of Series A Preferred outstanding and 1 shares of Series B Preferred outstanding. Based on their conversion rates, the
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total fully diluted shares outstanding was 274,324,960 priced at an average of the high and low of $0.0055 provided a market capitalization of $1,508,787.
Market Multiples In addition, we applied market multiples to the Company's performance to get indications of enterprise value. Since the company has EBITDA and earnings losses, we could only use the Price to Revenue multiple. The Market Multiple methods determines values by analyzing the stock prices of companies that are similar to the subject company and applying pricing multiples derived from the comparative companies to the subject company. In order to provide a meaningful comparison and to properly apply this method requires that the search for comparative companies results in the identification of companies that are similar to the Company. Under this method, the value of a company is estimated by comparing the entity to similar businesses or guideline companies whose securities are actively traded in public markets. The companies we selected for this analysis consisted of Financial Services (SIC Code 6100), Information Services (SIC Code 8900), and Securities Brokerage (SIC Code 6210). The comparative companies were selected from Hoovers, Bloomberg, Valueline and EDGAR. Valuation multiples (medians for all comparables source Valueline) of the guideline companies used showed a EV/Sales multiple of 2.07. Applying this multiple to the Company's 9/30/12 annual results yields an Enterprise value of $1,020,207. These methods were weighted 80/20 to arrive at an Market based estimate of enterprise value of $1,411,071.
Market Approach Price to Revenue Multiple Market Cap Enterprise Value (Weighted Value) 20% 80% 1,020,207 1,508,787 204,041 1,207,030 1,411,071
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Income Approach In the Discounted Market Multiples (DMM) method, the value of a company is estimated based on expected future economic benefits discounted to present value at a rate of return commensurate with the risk associated with the investment. We prepared projections and market multiples to determine terminal values of Revenue, Earnings and EBITDA (cash flow). Projected cash flows for the Company were discounted to present value using an estimated cost of capital, reflecting required rates of return for equity and debt investors. The Present Value of the Company based on the Market Multiple method (based on 2017 measures), and is estimated to be the average of the multiples for the selected comparable group (discussed in the Market Multiples section). Projections yielded negative earnings and EBITDA as of 2017, so the price/revenue multiple was utilized. Comparative/Guideline/Similar Company Method The Comparative/Guideline/Similar Company method determines value by analyzing companies that are similar to the subject company and applying pricing multiples derived from the comparative companies to the subject company current measures. The same group of companies was utilized in this approach, yielding a 2.07 Price/Revenue multiple. Overview of Projections Financial performance was forecasted for the Company including revenue, expenses, and working capital requirements beginning 2013 through 2017. 1. Financial Assumptions. The assumptions used in the enterprise valuation are: 2. 3. Revenue Growth Rates. growth rate is projected at 5.0%. Operating Costs. Operating expenses are expected to increase at 3.0% per year. Expenses were normalized by eliminating owner stock compensation and expensing dividends as executive compensation. Discount rate. A Weighted Average Cost of Capital (WACC) discount rate of 18.50% to calculate the present value of the discounted terminal value. This discount rate was selected based on: (i) 6.20% equity risk premium and beta of 1.09; (ii) 0.63% industry risk premium; (iii) 10.01 size risk and (iv) 2.55& risk free rate. The 5 year projections show revenue growing to $629,771. EBITDA and earnings in 2017 are still negative.
4.
5.
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Discount / Capitalization Rates

When considering multiple future benefit streams, valuation theory demands the use of a discount rate which represents the total expected rate of return that is required given the level of risk inherent in the ownership interest. There are various methods that can be used to determine a companys discount rate. When representative comparative company data exists, the discount rate frequently is determined from that comparative data through utilization of the Capital Asset Pricing Model (CAPM) method. Generally stated, these risk-adjusted rates reflect the expected rate of return attainable on alternative investment opportunities with comparable risk. For purposes of this analysis, various risk rates applicable to projected earnings have been estimated. Generally stated, these risk-adjusted rates reflect the expected rate of return attainable on alternative investment opportunities with comparable risk. In developing the Discount and Capitalization Rates to apply to the benefit stream of the Company many factors need to considered for discount cash flow methodologies. The two main factors are the time value of money and risk associated with the investment. In an emerging business, it is appropriate to consider the rate of return an investor expects for the level of risk involved. In valuing CDFT the following stages and investor expected rate of return for each stage were considered: 1st Stage companies performing market studies, testing, prototypes, and perhaps manufacturing limited amounts of product. (Rate of Return from 40% to 60%) 2nd Stage companies expanding where a viable product exists and a market has been established. (Rate of Return from 35% to 50%). 3rd Stage rapid ramp up of sales and profit margins are acceptable, but internally generated cash is insufficient to meet expansion needs. (Rate of Returns 25% to 50%). 4th Stage profitable and growing rapidly with much of the risk eliminated. (Rate of Return from 20% to 40%). CDFT has limited revenue and negative earnings, which comprised the basis of the valuation. Consequently, we viewed CDFT as a 2nd stage or 3rd stage entity and that a discount rate in a range of 20% to 40% was appropriate to use in the valuation of the Company. The discount rate within this range was quantified using the following Build-up approach. Cost of Equity Discount Rate (Build-up approach)
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Use of the build up approach to determine CAPM is where a series of subjective risk premiums are added to a government bond to give an overall equity risk premium: Ks = risk free rate + equity risk premium (systematic risk) + investment-specific risks (small size risk + liquidity risketc) When added together, these risk factors provide an indication of the Discount Rate for the subject company. This Discount Rate represents the total return, in terms of cash flows and appreciation in value, which an investor would require in order to make an equity investment in the subject company. The CAPM was calculated as follows:
CAPM Rf = Risk free rate 20-Year U.S. Treasury Bond Yield ERpl = The expected equity risk premium (1926 to present) SSP = She expected non-beta adjusted small stock risk premium CR/ER/PR = Country/Economic/Projections Risk IRP = Industry risk premia FI-B = Full Information Beta for Market New IRP Ke = Rf + (Rp) * B + Rs + R1
10/24/2012 2.55% 6.20% 10.01% 4.00% 0.63% 1.09 0.63% 23.39%
The structure of the CAPM method generates a discount that is designed to support Net Cash Flow as the primary benefit stream. Given the current risk factors in the market, economy and specific risk factors for the company, we included a 2.00% Economic Risk Premium and 2.00% Performance Risk Premium.
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Weighted Average Cost of Capital The discount rate utilized in our analysis of the Company represents an estimate of the Companys Weighted Average Cost of Capital (WACC). The WACC measures the costs of debt and equity weighted by the percentage of debt and equity in a companys estimated target capital structure. The WACC was computed as follows:
WACC Kd = Cost of debt (Industry Averages) t = Marginal corporate tax rate
10/24/2012 4.55% 30.00% 24.00% 23.39% 76.00%
D% = Debt as a percentage of total capital (Industry Averages) Ke = Cost of equity E% = Equity as a percentage of total capital (Industry Averages)
WACC = Kd * (1-t) * D% + Ke * E%
18.50%
All capital sources - common stock, preferred stock, bonds and any other long-term debt - are included in a WACC calculation. Broadly speaking, a companys assets are financed by either debt or equity. WACC is the average of the costs of these sources of financing, each of which is weighted by its respective use in the given situation. By taking a weighted average, we determine how much interest the company has to pay for every dollar it finances. Risk Adjusted Cost of Capital Based on employing the aforementioned CAPM and WACC formulas and an adjustment based on success rates over the 10 year period, we applied the discount rates of 18.50% to the Company projected revenues as of the Date of Valuation. This yielded an enterprise value of $296,617.
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Asset Approach
CDFT has a history of small revenues and negative earnings. As such, it can be compared to a fully reporting public shell. To arrive at an enterprise fair value we used the Asset Approach of comparing the entity being valued to comparable publicly traded companies and comparable entities which have been recently offered or acquired in arms-length transactions. The fair values of the following methods were weighted in the enterprise valuation: Public Shells (market value) Public Shells (listing price) Public Shells - Market Method The Public Shells - Market method determines value by analyzing public shells as of the valuation date. The criteria used to select the public shells are firm values greater $200,000. The median of the 201 firm values yields an Enterprise Values of $899,000 (rounded) as of the valuation dates. This number is adjusted based on current liabilities since it represents the public shell value on a debt fee basis. Public Shells Offer Price Method The Public Shells Offer Price method determines value by analyzing listings of public shells (source: King and Associates) as of the valuation date. The median of the listings prices (cash and equity) yields an Enterprise Values of $1,027,000 (rounded) as of the valuation dates. This number is adjusted based on current liabilities since it represents the public shell value on a debt fee basis. These methods were weighted 50% each to obtain an Asset based approach value estimate of $815,325.
Asset Approach Public Shells Reverse Listings Enterprise Value (Weighted Value) 50% 50% 751,325 879,325 375,663 439,663 815,325
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Enterprise Valuation
The approaches were weighted 80% to the market comparables since the company is currently public, although thinly traded; 5% to the Discounted Market Multiples, and 15% to the Public Shell comparable firm valuations to arrive at an enterprise value for the Valuation Date.
Total Enterprise Value Income Approach Market Approach Asset Approach Weight 5% 80% 15% 10/24/2012 296,617 1,411,071 815,325
Weighted Average Total Enterprise Value
1,265,987
The fair market value of the enterprise on a minority basis is largely dependent upon the value of the common stock on the date of valuation. The issue with this value is that the stock price for CDFT has been very volatile. The 1 year stock volatility as of 10/24/12 was over 350%, which is extremely high. Based on our analysis, the Enterprise Value as of 10/23/12 was estimated at $1,266,000.
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Consideration Value
The Company Fair Value as of 10/23/12 is the result of giving weighted attention to three valuation methodologies: the Income Approach; the Market Approach; and the Asset Approach. Based on this analysis as detailed in the attached report, we found the Company Fair Value on a minority basis to be $1,266,000 prior to the acquisition of the Inventory. Upon the acquisition, the Company Fair Value would increase by the assets acquired to a total of $5.61M. This would imply that the Preferred C value would be $4.4M. However, the Preferred C has a contractual 612 month restriction. In addition, based on the limited trading volume, the effective restriction is more like two to three years. A discount for lack of marketability (DLOM) was calculated based on both restricted stock studies and Pre-IPO/option-put models as detailed below. We utilized a 32.5% DLOM, bringing the value of the consideration paid down to $2,972,000.
Discount for Lack of Marketability (DLOM) The most common valuation discount is the discount for lack of marketability (DLOM). Three general types of empirical studies provide evidence for the existence and magnitude of the DLOM. The first type, restricted stock studies, compares the trading prices of a companys publicly held stock sold on the open market with those of unregistered or restricted shares of the same company sold in private transactions. The second type is pre-IPO studies and Put option analysis. The studies examine the prices of transactions while the company was still private, compared to the eventual IPO price. Put analysis, estimates the hypothetical cost of locking-in a certain minimum price of a security using an at the money put option. Estimating this cost is done with the Black-Scholes model with a constant volatility and future equity value based on log-normally distributed.
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The restricted stock studies were weighted as follows:
Approach FMV Restricted Stock Study - Benchmark wo/uncertainty Quantitative DLOM - Financial Characteristics Comparison DLOM -Best Comparables Comparison Quantitative Restricted Stock Performance Analyis Silber Restricted Stock Regression Method Totals
Weight 20.00% 20.00% 20.00% 20.00% 20.00% 100%
Estimated Discount 21.30% 31.01% 28.57% 25.85% 29.39% 27.22%
The Pre-IPO/Bid-Ask/Option Analysis was weighted as follows:
Approach Synthetic Bid-Ask Spread Option Based approach Finnerty - Option Put Valuation Pre-IPO approach ( Emory DLOM expanded study) Pre-IPO approach (WMA) Pre-IPO approach (Valuation Advisors - all) Pre-IPO approach (Valuation Advisors - based on comparibles) Totals
Weight 14.29% 14.29% 14.29% 14.29% 14.29% 14.29% 14.29% 100%
Estimated Discount 14.54% 43.10% 46.25% 47.00% 48.00% 56.10% 46.11% 43.01%
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The following assumptions were used in this analysis: 24 month restriction 125% volatility (based on 20 comparable companies with market caps under $20M) 0.29% risk free rate
Because the Company is already public, we weighted the methods 2/3 to restricted stock studies and 1/3 Pre-IO/Bid-Ask/Option Analysis. This resulted in a 32.5% discount for lack of marketability.
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Summary of Consideration Valuation at 10/24/12: The Preferred C Stock issued in the Asset Purchase was valued on a converted basis as of 10/24/12. The following inputs were used for the valuation of the Preferred C Stock: The Enterprise Equity valuation was $1,266,000 as of 10/23/12; The Assets acquired would increase the enterprise value by $4,344,419. A DLOM of 32.5% based on the conversion and liquidity restrictions and the volatility of the Companys stock;
Based on these value indicators, our analysis of the fair value of the 4,000,000 shares of Series C Preferred Stock issued in the Asset Purchase Agreement on October 24, 2012 is a total of $2,972,000.
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IV. Recommendation of Value

Conclusion
Our recommendation for valuing the assets acquired on 10/24/12 is to value them at the fair value of the consideration received. The conversion value of the Preferred C and the inventory value are close in value ($4.3M vs. $4.4M). The Preferred C shares need to be discounted for lack of marketability. We conclude that the fair value to be assigned to the Inventory is $2,972,000 based on the fair value of the consideration paid.
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V. Work Product Summary

Work Product Summary
For purposes of this engagement and report, we utilized the fair value standard set forth by the Financial Accounting Standards Board ASC 820 Fair Value Measurements and Disclosures (formerly ASC 820), defined as the amount at which the liability could be incurred in a current transaction between willing parties, that is, other than in a forced or liquidation sale. The standard of value used in our valuation is Fair Market Value. Fair Market Value is the price, in terms of cash or equivalent, that a buyer could reasonably be expected to pay, and a seller could reasonably be expected to accept, if the business were exposed for sale on the open market for a reasonable period of time, with both buyer and seller being in possession of the pertinent facts and neither being under any compulsion to act. There are a large number of factors to consider when estimating the value of tangible assets or when estimating the value of any business entity. These factors vary for each valuation depending on the unique circumstances of the business enterprise and general economic conditions that exist at the effective date of the valuation. However, fundamental guidelines of the factors to consider in any valuation have been established. The most commonly used valuation guidelines are derived from the Internal Revenue Services Revenue Ruling 59-60. The approaches and methodologies used in our work are limited as referenced herein and did not comprise an examination in accordance with generally accepted auditing standards, the objective of which is the expression of an opinion regarding the fair presentation of financial statements or other financial information presented in accordance with generally accepted accounting principles. We express no opinion and accept no responsibility for the accuracy and completeness of the financial information or other data provided to us by others. We assumed that the financial and other information provided to us was accurate and complete, and we have relied upon this information in performing this engagement. Our work product was conducted in accordance with the Uniform Standards of Professional Appraisal Practice (herein referenced as USPAP) as promulgated by The Appraisal Foundation. In accordance with the professional guidelines established by the American Society of Appraisers, (i) we are independent of the Company and none of the DSE Participants or partners who have worked on this engagement has any known or contemplated interest(s) in the Company, (ii) we have no current or contemplated interest in the matters that are the subject of
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our analysis and (iii) our fee is not subject to or influenced by the results of our analysis or the opinions expressed herein.
Sources of Information
In performing our work, we were provided with information, including but not limited to the following: 1. CDFT financial statements through 9/30/12; 2. CDFT Stock Issuances and Capital Structure; 3. SEC Filings; 4. CDFT Preferred Stock designations and amendments; 5. Managements assumptions; 6. SEMG's Inventory list and estimates of wholesale value; 7. Quarterly and Annual Filings; To aid us in our analysis of the Company, we consulted a number of publicly available sources of Information, numerous financial publications and databases were consulted including: 1. Hoovers, Value Line, Capital IQ and Bloombergs Business Statistics; 2. Business Valuation Resources; 3. Federal Reserve Statistical Release Resources; 4. 10 K Wizards Online Resources. 5. Ibbotson Associates 2012 Valuation Yearbook, and 6. Retail pricing from artrev.com, artshopnc.com, bigapplecard.com, cjrfinearts.com, ebay.com, goingprosports.com, grandstandsports.com, skylinepictures.com, and sportsmemorabilia.com.
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Statement of Limiting Conditions

The summary of our procedures is intended solely to provide an overview of our approach. For purposes of this engagement and report, we have made no investigation of, and assume no responsibility for, the titles to, or any liens against, the assets of the Company. We assumed there were no hidden or unexpected conditions associated with the Company that would adversely affect value. This valuation has been prepared pursuant to the following general assumptions and limiting conditions: 1. 2. Nothing has come to our attention to cause us to believe that the facts and data set forth in this Report are not correct. Provision of valuation recommendations and considerations of the issues described herein are areas of regular valuation practice for which we believe that we have, and hold ourselves out to the public as having, substantial knowledge and experience. The services provided are limited to such knowledge and experience and do not represent audit, advisory or tax-related services that may otherwise be provided by DSE. Notwithstanding this limitation, the advice contained herein was not intended or written by DSE to be used, and cannot be used, by the recipient or any other taxpayer for the purposes of avoiding penalties that may be imposed under the Internal Revenue Code or applicable state or local tax laws. No investigation of the title to the subject company and subject assets has been made, and the owner's claim to the subject company and subject assets is assumed to be valid. To the extent that DSEs services include any analysis of assets, properties or business interests, DSE assumes no responsibility for matters of legal description or title, and DSE shall be entitled to make the following assumptions: (i) title is good and marketable, (ii) there exist no liens or encumbrances, (iii) there is full compliance with all applicable Federal, state, local and national regulations and laws (including, without limitation, usage, environmental, zoning and similar laws and/or regulations), and (iv) all required licenses, certificates of occupancy, consents, or legislative or administrative authority from any Federal, state, local, or national government, private entity or organization have been or can be obtained or renewed for any use on which DSE services are to be based. This Report has been prepared solely for the purpose stated, and may not be used for any other purpose. The valuation analyses contained herein are valid only as of the indicated date and for the indicated purpose. Neither this Report nor any portions hereof may be copied or disseminated through advertising, public relations, news, sales, Securities and
3.
4.
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Exchange Commission disclosure documents or any other public (or private) media without the express prior written approval of DSE. 5. The recommendations of fair value contained herein are not intended to represent the values of the subject assets at any time other than the effective date that is specifically stated in this report. Changes in market conditions could result in recommendations of value substantially different than those presented at the stated effective date. We assume no responsibility for changes in market conditions or for the inability of the owner to locate a purchaser of the subject assets at the values stated herein. No responsibility is assumed for information furnished by others, including management, and such information is believed to be reliable. We issue no warranty or other form of assurance regarding its accuracy. In the course of our analysis, we were provided with written information, oral information, and/or data in electronic form, related to the structure, operation, and financial performance of the subject company and subject assets. We have relied upon this information in our analyses and in the preparation of this Report and have not independently verified its accuracy or completeness. Certain historical financial data used in our valuation were derived from audited and/or unaudited financial statements and are the responsibility of management. The financial statements may include disclosures required by generally accepted accounting principles. We have not independently verified the accuracy or completeness of this data provided and do not express an opinion or offer any form of assurance regarding its accuracy or completeness. The estimates of cash flow data included herein are solely for use in the valuation analysis and are not intended for use as forecasts or projections of future operations. We have not performed an examination or compilation of the accompanying cash flow data in accordance with standards prescribed by the American Institute of Certified Public Accountants, and, accordingly, do not express an opinion or offer any form of assurance on the accompanying cash flow data or their underlying assumptions. Furthermore, there will usually be differences between estimated and actual results because events and circumstances frequently do not occur as expected, and those differences may be material.
6.
7.
8.
9.
10. We assume no responsibility for any financial and tax reporting requirements, which are appropriately those of management. It is our understanding that management accepts responsibility for any financial statement and tax reporting issues with respect to the assets covered by our analysis, and for the ultimate use of our Report. 11. DSE is not required to furnish additional work or services, or to give testimony, or be in
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attendance in court with reference to the assets, properties, or business interest in question or to update any report, recommendation, analysis, conclusion or other document relating to its services for any events or circumstances unless arrangements acceptable to DSE have been separately agreed with the Company. 12. We assume responsible ownership and competent management with respect to the subject assets, properties, or business interests. We assume that there is full compliance with all applicable federal, state, and local regulations and laws unless noncompliance is stated, defined, and considered in the valuation report. We assume that all required licenses, certificates of occupancy, consents, or legislative or administrative authority from any local, state, or national government, private entity, or organization have been or can be obtained or renewed for any use on which the valuation opinions contained in this report are based. 13. Possession of this valuation opinion report, or a copy thereof, does not carry with it the right of publication or distribution to or use by any third party. It may not be used for any purpose by any person other than the party to whom it is addressed without our prior written consent. Use of this analysis by any third party is at the sole risk of that party who agrees to hold DSE harmless from any claims resulting from use by any third party. Access by any third party does not create privity between DSE and any third party. Our valuation was based on information and financial data provided by the Company and other relevant sources, and is subject to the attached Certification and Statement of Limiting Conditions. We did not independently investigate or otherwise verify the data provided and do not express an opinion or offer any other form of assurance regarding its accuracy or completeness. Our work product was conducted in accordance with the Uniform Standards of Professional Appraisal Practice (herein referenced as USPAP) as promulgated by The Appraisal Foundation. In accordance with the professional guidelines established by the American Society of Appraisers, (i) we are independent of the Company and none of the DSE Participants or partners who have worked on this engagement has any known or contemplated interest(s) in the Company, (ii) we have no current or contemplated interest in the matters that are the subject of our analysis and (iii) our fee is not subject to or influenced by the results of our analysis or the opinions expressed herein. This report stating the significant assumptions made, the methodologies employed, and the conclusions reached are solely for the information of, and assistance to, the management of the Company, and are not to be referred to or distributed for any other purposes.
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If you have any questions, please call Phil Scott at (858) 350-4207. Sincerely,
Phil Scott, CFA DS Enterprises, Inc. 12707 High Bluff Drive, Suite 200 San Diego, CA 92130 pscott@dotyscott.com
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Appendix A
Summary Qualifications
Doty/Scott Enterprises, Inc. (DSE) provides independent, unbiased business and professional valuation services. Engagements have included valuations of public and private businesses and related securities, derivative financial instruments, and tangible and intangible assets following requests from auditors, attorneys, executive management, business development corporations, investment bankers and hedge funds. The valuations are required in many contexts including financial reporting, capital budgeting, merger and acquisition transactions, fairness opinions and investment analysis. Our expertise includes the following areas:
Equity Incentive Stock Option Valuations FASB ASC Topic 718 - Stock Compensation and ASC Subtopic 505-50 Equity-Based Payments to NonEmployees (formerly FAS 123R) Derivative Valuations FASB ASC 815 Derivatives and Hedging (formerly FAS 133) Purchase Price Allocations FASB ASC 805 Business Combinations (formerly FAS 141) Goodwill Impairment Studies FASB ASC 350 Intangibles-Goodwill and Other (formerly FAS 142) Impairment Studies FASB ASC 360 Property, Plant, and Equipment (formerly FAS 144) Fair Market Valuations FASB ASC 820 Fair Value Measurements and Disclosures (formerly FAS 157) Business / Enterprise Valuations Fairness / Solvency Opinions Tangible/Intangible Assets and Intellectual Property Valuations Debt, Preferred and Common/Restricted Stock Valuations Net Asset Valuations (Funds, LPs)
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Phil Scott, CFA Principal

Twenty Five years of financial, valuation, corporate advisory, merger and acquisition and restructuring experience. Mr. Scott is a Chartered Financial Analyst designee.
Education
Charter Financial Analyst, member FAASD since 1999 Master in Business Administration Degree in Finance, Summa Cum Laude, from University of San Diego, San Diego, California BS Degree from California Institute of Technology, Pasadena, California
Professional Affiliations
Member of the CFA Institute Member of the National Association of Certified Valuation Analysts
Positions Held
Chief Financial Officer: Savi Media Group, Inc. Quest Oil Corporation SurgiCare, Inc. Personal Stamp Exchange, Inc. The Camden Group, Inc. Sr. V.P. of Development (M&A): Heritage Provider Network, Inc. HealthCare Partners, L.P. Managing Director (Investment Banking/Valuations): Doty Scott Enterprises, Inc. Herrera Partners, L.P. Focus Enterprises, L.P.
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Appendix B
Asset Listing
Art To Go Inventory Item Artwork Artwork Artwork Artwork Artwork Artwork Artwork Artwork Artwork Artwork Artwork Artwork Artwork Artwork Artwork Artwork Artwork Artwork Artwork Artwork Artwork Artwork Artwork Artwork Artwork Artwork Artwork Artwork Artwork Artwork Artwork Artwork Balls Description Sid Maurer Artist enhanced canvas of Joe Dimaggio signed by artist and Mantle cut Sid Maurer Artist enhanced canvas of Mickey Mantle signed by artist and Mantle cut Artist Malcolm Farley giclees of Johnny Damon signed by both Malcolm Farley giclee of Mickey Mantle signed by Farley Carlo Beninati Signed Lithograph of Alex Rodriquez signed by both Malcolm Farley giclee of Shaquille Oneal On Miami Heat signed by both Dr. Ferdie Pacheco signed artworks assorted prints Doug London unsigned canvas artwork of Muhammad Ali Doug London Canvas artwork of Joe Frazier signed by both Carlo Beninati canvas artwork of Mark Martin signed by both Carlo Beninati lithograph artwork of Mark Martin signed by both Karen Oneal Canvas artwork signed by entire sopranos cast Carlo Beninati canvas artwork of Joe Montana signed by both Artist Doug London's set of 4 lithos plus cover of Jack Nicklaus 4 major wins all 5 pieces signed by Jack Nicklaus and Doug London Artist Doug London's Arnold Palmer kings final wave litho signed by Arnold Palmer & Doug London Artist Doug London's silver cup litho of Jack Nicklaus signed by Jack Nicklaus & Doug London Viktor Shvaiko Afternoon rendezvous canvas 22x30 unstreched Viktor Shvaiko Lyon De Lyon canvas 30x50 unstreched Viktor Shvaiko La Dolce Vita canvas 34x21 streched Viktor Shvaiko La Noces De Jeanette canvas 32x48 unstreched Sam Park Harbor at Portofino canvas 30x40 unstreched Sam Park St. Paul canvas 30x40 unstreched Sam Park Monmartre canvas 38x32 streched Sam Park Nice canvas 30x40 unstreched Sam Park St. Michele canvas 40x30 streched Sam Park Savoi canvas 30x40 unstreched Viktor Shvaiko April in Paris canvas 38x26 streched Viktor Shvaiko LaPalette canvas 28x42 streched Viktor Shvaiko Afternoon Shadows canvas 30x40 streched Viktor Shvaiko Summer in Province canvas 30x44 unstreched Sam Park Caen canvas 46x34 streched Viktor Shvaiko Plaza De Correo canvas 30x50 streched 500 hr. club signed baseball by Mickey Mantlem Ted Williams, Harmon Killibrew, Hank Aaron, Mike Schmidt, Reggie Jackson, Willie Mays, Eddie Mathews, Frank Robinson, Ernie Banks and Willie Mccovey Pete Rose signed baseball Hank Aaron signed baseball Willie Mays signed baseball Joe Dimaggio signed baseball Ted Williams signed baseball Category baseball baseball baseball baseball baseball basketball boxing boxing boxing car racing car racing entertainment football golf golf golf misc misc misc misc misc misc misc misc misc misc misc misc misc misc misc misc baseball 25 40 206 138 150 150 7 13 25 34 3 223 10 48 90 111 3 125 Count 2 10 37 52 250 46 3,200 1,000 250 400 1,000 10 292 25
Balls Balls Balls Balls Balls
baseball baseball baseball baseball baseball
17 48 24 12 12 44
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Art To Go Inventory Item Balls Balls Bat Bat Books Books Books Books Boxing Glove Boxing Glove Boxing Glove Cells Framed Framed Framed Framed Framed Framed Helmet Helmet Litho Mini Helmets Photos Photos Photos Photos Photos Photos Photos Photos Photos Photos Photos Photos Photos Poster Poster Poster Description Mickey Mantle signed Baseball Peyton Manning signed baseball with 49 TD inscription Alex Rodriquez signed Bat Barry Bonds signed Bat Sam Park table top book Maimon Table top art book Chicago Bulls championship table top book Michael Jordan table top book Larry Holmes signed boxing glove Jake LaMotta signed boxing glove Joe Frazier signed boxing glove Assorted Walt Disney animation cells Set of 3 5x7 signed photo's of Mickey Mantel, Joe Dimaggio and Ted Williams Yogi Berra signed baseball in shadowbox display Mickey Mantel signed baseball in shadowbox display Mickey Mantel & Ted Williams signed baseball in shadowbox display Joe Dimaggio signed baseball in shadowbox display John F. Kennedy Innaugeration day postcard facimile autograph Duke Snider signed batting helmet Pete Rose signed batting helmet Jackie Robinson unsigned limited edition cooperstown collection litho with original film clip Peyton Manning signed mini helmets 11x14 autographed photo by Joe Dimaggio and Mickey Mantle 3x5 autographed photo of Ted Williams 3x5 autographed photo of Joe Dimaggio 3x5 autographed photo of Mickey Mantle and Joe Dimaggio 3x5 autographed photo of Mickey Mantle 8x10 autographed photo by Ted Williams 8x10 autographed photo by Sandy Koufax 11x14 autographed photo by Ted Williams 11x14 autographed photo by Joe Dimaggio 8x10 autographed photo by Mickey Mantle 8x10 autographed photo of Joe Dimaggio and Mickey Mantle 11x14 autographed photo by Mickey Mantle 8x10 autographed photo of Muhammad Ali Ceasars boxing event poster of Tommy Hearns vs. Marvin Hagler signed by Tommy Hearns Ceasars boxing event poster of Larry Holmes vs. Ken Norton signed by both Leroy Neiman fight designed poster of the Larry Holmes vs. Ernie Shavers fight at Ceasars Las Vegas 1979 signed by all three Category baseball football baseball baseball artwoks artworks basketball basketball boxing boxing boxing Disney baseball baseball baseball baseball baseball politcal baseball baseball baseball football baseball baseball baseball baseball baseball baseball baseball baseball baseball baseball baseball baseball boxing boxing boxing boxing Count 12 56 28 10 500 250 300 300 250 40 46 5,000 45 11 13 26 22 32 308 190 2,500 36 29 140 215 241 487 2,238 38 108 12 1,508 488 177 1,869 150 178 750 Total: 26,735
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Citadel Assets Valuation Report

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DOTYSCOTT ENTERPRISES, INC.

Citadel EFT Inventory Assets Valuation

Citadel EFT Inventory Assets Valuation

Citadel EFT Inventory Assets Valuation

Citadel EFT Inventory Assets Valuation

Date Common Shares Preferred A 10/24/2012 223,324,960 51,000,000

Preferred B Preferred C 1 4,000,000

Fully Diluted Shares 1,274,324,960

Asset Holder Fully Diluted Ownership 78.5%

Voting Control DeRoos 99.0%

Citadel EFT Inventory Assets Valuation

Phil Scott, CFA pscott@dotyscott.com

Citadel EFT, Inc.

Inventory Assets Valuation

Citadel EFT Inventory Assets Valuation

Appendices A: Qualifications B: Inventory Listing

Citadel EFT Inventory Assets Valuation

Citadel EFT Inventory Assets Valuation

Citadel EFT Inventory Assets Valuation

Citadel EFT Inventory Assets Valuation

Inventory Fair Value Summary

The specific inventory items acquired are detailed in Exhibit B.

Citadel EFT Inventory Assets Valuation

Citadel EFT Inventory Assets Valuation

Assumptions and Limiting Conditions

Citadel EFT Inventory Assets Valuation

Citadel EFT Inventory Assets Valuation

Citadel EFT Inventory Assets Valuation

Citadel EFT Inventory Assets Valuation

II. Asset Valuation

Citadel EFT Inventory Assets Valuation

Citadel EFT Inventory Assets Valuation

17 48 24 12 12 44 12 56 28 10 500 250 300 300 250 40 46 5,000 45 11 13 26 22 32 308 190 2,500 36

Citadel EFT Inventory Assets Valuation

7,016,569 (2,672,150) 4,344,419

Inventory Recommended Value

Citadel EFT Inventory Assets Valuation

III. Consideration/Equity Value

Citadel EFT Inventory Assets Valuation

Date Common Shares Preferred A 10/24/2012 223,324,960 51,000,000

Preferred B Preferred C 1 4,000,000

Fully Diluted Shares 1,274,324,960

Asset Holder Fully Diluted Ownership 78.5%

Voting Control DeRoos 99.0%

Citadel EFT Inventory Assets Valuation

Valuation Approaches / Methods

Citadel EFT Inventory Assets Valuation

Citadel EFT Inventory Assets Valuation

Overview of the Company

Citadel EFT Inventory Assets Valuation

Citadel EFT Inventory Assets Valuation

Citadel EFT Inventory Assets Valuation

Discount / Capitalization Rates

Citadel EFT Inventory Assets Valuation

10/24/2012 2.55% 6.20% 10.01% 4.00% 0.63% 1.09 0.63% 23.39%

Citadel EFT Inventory Assets Valuation

WACC Kd = Cost of debt (Industry Averages) t = Marginal corporate tax rate

10/24/2012 4.55% 30.00% 24.00% 23.39% 76.00%

Citadel EFT Inventory Assets Valuation

Citadel EFT Inventory Assets Valuation

Weighted Average Total Enterprise Value

Citadel EFT Inventory Assets Valuation

Citadel EFT Inventory Assets Valuation