Ok, I'm getting back to this S Corp client's tax return who had an asset sale during 2024.

Asset sale consists of the following:

$50K AR

$114K Inventory

$15K Equipment

$440K Goodwill

$619K Total Purchase

$454K Buyer note

$104K Cash Received

$61K Broker Commissions

$619K Total

It's looking like only the $440K Goodwill will qualify for the installment sale treatment. Sec. 179 deduction was taken on most of the equipment and all equipment sale price is subject to depreciation recapture.

Given this, is the $14K difference between the $454K buyer note and the $440K installment agreement, reported as another note held by the H&W shareholders? Therefore, two notes will be distributed to the SHs and reported on their F 1040 in 2025 and future years?

Thank you.