X.  Dilution

The following reflects the dilution to be incurred by the investors. “Dilution” has been determined by dividing the Net Asset Value (Assets minus Liabilities) of the Partnership by the number of Units issued and outstanding, both before and after the Offering, to get a Net Asset Value (NAV) per Unit pre- and post-Offering. A reduction in NAV per Unit means that the value of each Unit has been diluted from the purchase price for new Purchasers.
The software and the product creation by HME Technology has been valued at $1,385,000 whereby 1,385,000 Units were issued to HME. An active contract with Georgia is valued at $900,000 whereby 900,000 Units were issued to Mack Bryson, resulting in net assets of $2,285,000 and 2,285,000 Units issued and outstanding at a unit value of $1.00 each. There were no liabilities at inception and transfer of these assets into the Partnership. If the expected maximum number of 1,000,000 Units offered hereby is sold, of which there can be no assurance, there will be 3,285,000 Units of ownership issued and outstanding, and the net asset value will increase by the $890,000 net offering proceeds, resulting
in a post-Offering net asset value of $3,175,000 with an adjusted net asset value of approximately $0.9665 per Unit when divided by the 3,285,000 Units then outstanding. 6,000,000 Units were authorized to be issued upon formation of the Partnership. Thus, post-Offering, 54.75% of the authorized Units will be issued and outstanding, of which 38.08% are held by Management and 16.67% are held by the Purchasers of Units from the Offering.
The Partnership is currently in discussions with other medical professionals and entities that have expressed an interest to become members through the contribution of additional assets, receivables, and expertise that will result in an increase of the number of Units outstanding. Although Units will be issued in exchange for value received, the increased net assets of the Partnership may not track dollar for dollar and further dilution of Partnership Units might occur. In addition, pursuant to Section XII below, Units may be issued in lieu of salary for certain management personnel, which will also affect dilution.