EFTA01761528

From: Fenn, Patrick < Sent: Tuesday, May 21, 2013 4:00 AM To: [email protected]* Subject: Re: FW: Early Termination Calculation Would likely mean liquidating AP Prof and BRH. Theoretically could do so without triggering Tufts gain. Might be some non-tax hoops to jump through but presumably could be mastered. Would need to consider additional implications and discuss with Paul Weiss (company counsel). Not sure about holding in "different pockets". AMH is one many entities that comprise the AOGs. Exchanges for Class A Shares only work if exchange an AOG Unit. Something to consider. From: Jeffrey Epstein [mailto:[email protected] Sent: Monday, May 20, 2013 09:21 AM To: Fenn, Patrick Subject: Re: FW: Early Termination Calculation can we distribute out amh? I want to end up owning the holder and the debt. in different pockets. On Mon, May 20, 2013 at 9:08 AM, Fenn, Patrick > wrote: Ok. Yes, thinking through possibilities. From: Jeffrey Epstein (mailto:[email protected] <mailto:[email protected]> J Sent: Monday, May 20, 2013 08:19 AM To: Fenn, Patrick Subject: Re: FW: Early Termination Calculation could they run the calcuations at a 30 and 35 dollar price for apo , thanks, also have you given tought to refreshing the basis in amh.? new loan,? partnership, guaranteed either payments or assignment of tra in whole? On Mon, May 20, 2013 at 7:46 AM, Fenn, Patrick < wrote: > > EFTA_R1_00066334 EFTA01761528 Jeffrey, Calculation from Brian Knudson at E&Y. Note that this relates only to the unexchanged units, and does not include the existing TRA payments. Regards Hi Patrick, Attached is the calculation that we put together for Leon. As we discussed, this only calculates the estimated early termination payment with respect to the APP units held by Leon - it does not yet calculate the estimated early termination payment with respect to remaining TRA benefits related to the 2007 exchange. I have added an assumptions tab to the workbook outlining many of the items that we discussed. Thanks, Brian Brian Knudson I Partner I National Tax - Partnership and Joint Ventures Ernst & Young LLP 20O South Sixth Street, Suite 1400, Minneapolis, Minnesota 55402, United States of America Offic I Mobile: <tel:%2B1%20612%20849%200339> I Website: www.ey.com <http://www.ey.com> Assistant: Lenora Wold I Phone: <mailto Thank you for considering the environmental impact of printing emails. Any U.S. tax advice contained in the body of this e-mail was not intended or written to be used, and cannot be used, by the recipient for the purpose of avoiding penalties that may be imposed under the Internal Revenue Code or applicable state or local tax law provisions. 2 EFTA_R1_00066335 EFTA01761529 The information contained in this message may be privileged and confidential and protected from disclosure. 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The information contained in this communication is confidential, may be attorney-client privileged, may constitute inside information, and is intended only for the use of the addressee. It is the property of Jeffrey Epstein Unauthorized use, disclosure or copying of this communication or any part thereof is strictly prohibited and may be unlawful. If you have received this communication in error, please notify us immediately by return e-mail or by e-mail to [email protected] <mailto:[email protected]> , and destroy this communication and all copies thereof, including all attachments. copyright -all rights reserved IRS Circular 230 Notice Requirement: This communication is not given in the form of a covered opinion, within the meaning of Circular 230 issued by the United States Secretary of the Treasury. Thus, we are required to inform you that you cannot rely upon any tax advice contained in this communication for the purpose of avoiding United States federal tax penalties. In addition, any tax advice contained in this communication may not be used to promote, market or recommend a transaction to another party. 3 EFTA_R1_00066336 EFTA01761530 The information contained in this e-mail message is intended only for the personal and confidential use of the recipient(s) named above. If you have received this communication in error, please notify us immediately by e-mail, and delete the original message. ******** ******•***** ******** r ****** ** ******** ** ******* ***** The information contained in this communication is confidential, may be attorney-client privileged, may constitute inside information, and is intended only for the use of the addressee. It is the property of Jeffrey Epstein Unauthorized use, disclosure or copying of this communication or any part thereof is strictly prohibited and may be unlawful. If you have received this communication in error, please notify us immediately by return e-mail or by e-mail to [email protected] <mailto:[email protected]> , and destroy this communication and all copies thereof, including all attachments. copyright -all rights reserved IRS Circular 230 Notice Requirement: This communication is not given in the form of a covered opinion, within the meaning of Circular 230 issued by the United States Secretary of the Treasury. Thus, we are required to inform you that you cannot rely upon any tax advice contained in this communication for the purpose of avoiding United States federal tax penalties. In addition, any tax advice contained in this communication may not be used to promote, market or recommend a transaction to another party. The information contained in this e-mail message is intended only for the personal and confidential use of the recipient(s) named above. 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