EFTA02379411

VIA EMAIL November 11, 2015 TO: Jeffrey Epstein — jeevaeation4gmail.com CC: Leon Black Brad Wechsler — Jeffrey, Here is the VERY PRELIMINARY 2016 cash flow you requested. Even though it's very preliminary Brad asked that I copy Leon since revenue numbers are markedly different than prior years. Please note: 1. The cash flow is presented in 3 parts: (a) page one - annual projected summary for 2016 (b) page 2 month by month summary and (c) page 3 footnotes that tic back to page 2. 2. Most numbers are "estimated- to the nearest ten thousand dollars. 3. Third party-input was used where available (Lg., Chris Pollack on the 70th Street expenditures, most recent Apollo projections, etc.) 4. Where relevant, last year's number were used as a starting point (e.g., plane and boat expense). 5. Only identified art purchases are incorporated. Let's discuss next steps at your earliest convenience. EFTA_R1_0 1392839 EFTA02379411 BLACK FAMILY PRELIMINARY COMPOSITE CASH FLOW SUMMARY PROJECTED 2016 SOURCES: PROJECTED CASH INFLOWS FROM INVESTMENTS 2016 • APOLLO DISTRIBUTIONS AND TRA 133.630 INVESTMENTS 50,400 PUBLISHING INFLOWS 2,200 ART SALES BOAT/PLANE CHARTER INCOME AND MISC 3,460 189,690 CASH INFLOWS FROM FINANCING ACTIVITIES ART LOAN PROCEEDS TOTAL SOURCES 189,690 USES: CASH OUTFLOWS FROM PERSONAL AND INVESTMENT ACTIVITIES ART, JEWELRY AND COLLECTIBLES 28,750 INTEREST EXPENSE - ART LOAN 8,000 ART ADVISORY & INSURANCE 2,760 REAL ESTATE 12,120 INVESTMENTS: NON- PUBLISHING 39,960 INVESTMENTS: PUBLISHING 11,000 PLANE OPERATING EXPENSES 4,200 PLANE LOAN P&I 1,890 BOAT OPERATING EXPENSES 4,200 BOAT LOAN P&I 1.200 ADVISORY TAXES - INCOME. GIFT. USE 46,640 CHARITY 34,120 FAMILY OFFICE 6,600 PROFESSIONAL FEES 1,560 RESIDENTIAL NON LABOR 5,280 INSURANCE FOR REAL ESTATE AND AUTOS 840 RESIDENTIAL LABOR 1,800 PERSONAL - LEISURE TRAVEL ET AL 6,000 MISC. DESIGNATED DISBURSEMENTS 4,800 DISTRIBUTIONS TO CHILDREN 3,840 TOTAL USES 225.560 NET INCREASE (DECREASE) IN CASH (35,870) PROJECTED CASH AT 1/1/16 94,150 PROJECTED CASH AT 12/31/16 58,280 *NUMBERS ARE ROUNDED TO TENS OF THOUSANDS EFTA_R1_01392840 EFTA02379412 Black Family Preliminary Composite Cash Flow Projection For 2016 ( Numbers Rounded to Tens Of Thousands) Amounts in (000s) Jan Feb Mar April May Jun July Aug Sep Oct Nov Dec Total APO distributions 33.380 33.380 33.380 33.380 133.520 1 TPA Projections 110 110 2 Investment Inflows - non publishing 4,200 4,200 4,200 4,200 4.200 4,200 4.200 4.20) 4.200 4.200 4.200 4.200 50.400 3 Publishing inflows 400 1.800 2.200 4 Art Sales 5 Boat ellen& inane 500 500 500 50O 500 2,500 6 Plane charter Income 80 80 80 80 80 80 80 83 80 80 80 80 960 7 Art Loan 8 Total Sources 4,680 39,460 4,280 4,390 38,160 4,780 4,780 38,160 4,780 4,280 37,660 4,280 189,690 Uses Art & collectibles (28,750) (28.750) 9 Interest Bofa - Art Loan (2,000) (2.000) (2.000) (2600) (8,000) 10 Art advisory and insurance (230) (230) (230) (230) (230) (230) (230) (230) (230) (230) (230) (230) (2.760) 11 Real Estate Miami Property • Construction (210) (210) (210) (210) (210) (210) (210) (210) (210) (210) (210) (210) (2,520) 12 Townhouse - Construction (800) (800) (800) (800) (800) (800) (800) (800) (800) (800) (800) (800) (9,600) 13 SH Meadow - Construction 14 Total Real Estate (1,010), (1,010) (1,010), (1,010), (1.0101 (1,010), (1,010) (1,010) (1,010) (1,010), (1.0101 (1,010) (12,120) Investments Investments non•pubkshing (3,330) (3,330) (1330) (3,330 (3,330) (3.330) (3.330) (3330) (3.330) (3330 (3.330) (3.330) (39.960) 15 Investments publishing (1,500) (900) (1,000) (700) (1,300) (1,100) (1,000) (1400 (1400) (700) _(11.000) 16 Total Investments (3,330) (3,330) (4,830 (4230) (4.330) (4,030) (4,630) (4,430 (4,330) (4.730 (4.730) (4630) (50.960) Plane operating expenses (350) (350) (350) (350) (350) (350) (350) (350) (350) (350) (350) (350) (4,200) 17 Plane principal and interest (160) (160) (160) (160) (160) (160) (160) (160) (160) (150) (150) (150) (1,890) 18 Boat operating expenses (350) (350) (350) (350) (350) (350) (350) (350) (350) (350) (350) (350) (4,200) 19 Boat principal and interest (100) (100) (100) (100) (100) (100) (100) (100) (100) (100) (100) (100) (1,200) 20 Advisory 21 Taxes Federal 2016 (6.000) (6.000) (6.000) (18.000) 22 State 2016 (3.000) (3.750) (3.7501 (10,500) 23 State 2015 (1,500) (2,100) (3,600) 24 Use tax 2015 (10,200) (4,340) (14,540) 25 Total Taxes (1,500) (15,440) (9,750) (9,750) (46,640) Charity (20) (40) (500) (480) (2,510 (340) (750) (130) (170) (11,600) (9,010) (8,570) (34,120) 26 Family Office (550) (550) (550) (550) (550) (550) (550) (550) (550) (550) (550) (550) (6.600) 27 Professional Fees (130) (130) (130) (130) (130) (130) (130) (130) (130) (130) (130) (130) (1.560) 28 Residential non-labor Including insurance (440) (440) (440) (440) (440) (440) (440) (440) (440) (440) (440) (440) (5.280) 29 Insurance for Real Estate and Autos (70) (70) (70) (70) (70) (70) (70) (70) (70) (70) (70) (MO) 30 Residential Labor (150) (150) (150) (150) (150) (150) (150) (150) (1501 (150) (150) (150) (1,800) 31 Personal -Leisure Et Al (500) (500) (500) (500) 500) (500) (500) (500) (500) 500) 500) (500) (6,000) 32 MS Miscellaneous Disbursements (400) (400) (400) (400) 400) (400) (400) (400 (400) 400) 400) (400) (4,800) 33 Total uses (9,290) (18,010) (11,770) (53,340) (11,280) (20,580) (9,820) (9,000) (20,890) (20,760 (18,170) (19,030) (221,720) Net In (Out0ow) before Intrafamily (4,610) 21,450 (7,490) (48,950) 26,880 (15,780) (5,040) 29,160 (15,910) (18,480) 19,490 (14,750) (32,030) IntraFamily Trust Distributions • Ben Donalbane (900) (900) (900) (900) (3,600) 34 Trust Distributions - Alex and Victoria 1.20) (20) (20) (20) (20) (20) (20) (20) (20) (20) (20) (20) (240) 35 Total Inds-Family (920) (20) (20) (920) (20) (20 ) (92) (20) (20) (920) (20) (20) (3,840) Net cash provided (used) (5,530) 21,430 (7,510) (49,870) 26,860 (15,800) (5,960) 29,140 (15,930) (17,400) 19,470 (14,770) (35,870) Beginning of month cash balance 94.150 88,620 110,050 102,540 52.670 79.530 63.7 57,770 86,910 70.980 53.580 73.050 94,150 End of month cash balance 88,620 110,050 102,540 52,670 79,530 63,730 57,770 86,910 70,980 53,580 73,050 58,280 58,280 EFTA_R1_O1392841 EFTA02379413 BLACK FAMILY PRELIMINARY COMPOSITE CASH FLOW SUMMARY -2016 PROJECTION FOOTNOTES AND ASSUMPTIONS Cash Flow Category Notes!Assumptions N Inflows 1 APO Distributions As of 10/28 Apollo distributions for 2016 are expected to be $1.44 per share. Calculated based upon 92.7MM shares, LDB and the Trusts can expect to receive 5133.5MM. It is assumed that the distributions will be spread evenly across the year. 2 TRA Projections Apollo projects that the TRA distribution will be nominal at around 5100K 3 Investment Inflows - Non-Publishing Based on 2015 projected numbers and the assumption that the same approximate decline in investment inflows that took place between 2014 and 2015 happens in 2015-6 4 Publishing Inflows These projected repayments were provided by John Murphy, CFO of the publishing entities 5 Art Sales There are no known projected art sales 6 Boat Charter Income This projection is based upon an average of the last 2 years of boat charter income 7 Plane Charter Income Revenue is based upon total usage of 200 hours and 30% of those hours being reimbursed by Apollo. This is similar to the full year 2014. Revenue per hour used is 92.5% of the current reimbursement rate of $17,765 to account for FET 8 Art Loan The art loan has been fully drawn down. Unless its size is increased there are no projected inflows. Outflows 9 Art & Collectibles Arts and collectibles only includes the final payment for the Picasso 'Buste". 10 Interest Bofa - Art Loan P&I payments calculated assuming the loan will be outstanding throughout the year and that the rate will be 1.44% (current one month libor plus 1.25%). Maturity is 5/31/17 and full principal outstanding ($565MM )is due as a balloon payment 11 Art Expense - Advisory/Insurance Used 2015 full year projections which include actuals through Sept 2015 and estimates for Oct-Dec 2015 12 Miami Property Construction Based upon the average of the project estimate range provided by Lorraine who is working on the project with Debra 13 NY Townhouse - Construction Based upon monthly estimates provided by Chris Pollack, building advisor 14 SH Meadow - Construction There are no known projects projected for 2016 according to Ben Krupinski's office. (They are the builders who worked on SH Meadow Lane.) 15 Investments Non-Publishing Based on 2015 projected numbers and the assumption that the same approximate decline in investment outflows that took place between 2014 and 2015 happens in 2015-6. 16 Investments Publishing These projected needs were provided by John Murphy, CFO of the publishing entities 17 Plane Operating Expenses Used 2015 full year projections which include actuals through Sept 2015 and estimates for Oct-Dec 2015 18 Plane Principal and Interest P&I based upon the amortizing loan balance and current rate 1.91% (1 mo libor plus 1.72%) and assumed the plane loan would remain outstanding on the same terms rather than be repaid as a balloon payment of $18.7MM on maturity date of 9/5/16 19 Boat Operating Expenses Used 2015 full year projections which include actuals through Sept 2015 and estimates for Oct-Dec 2015 20 Boat Principal and Interest Projected principal plus interest based upon the amortizing loan balance and current interest rate of 1.98% (daily libor plus 1.85%). Maturity of loan is 1211/18 with a balloon payment of $13.6MM 21 Advisory Unknown 22 Federal Taxes 2016 Based upon estimates provided by Richard Joslin 23 State Taxes 2016 Based upon estimates provided by Richard Joslin 24 State Taxes 2015 Based upon estimates provided by Richard Joslin 25 Use Taxes 2015 Based upon estimates provided by Richard Joslin. Added to this estimate was the tax due in February for the Picasso purchase. This is payable to Gagosian. 26 Charity Used 2015 full year projections which include actuals through Sept 2015 and estimates for Oct-Dec 2015 27 Family Office The family office grew in 2015, therefore this estimate was based upon the most recent three months ending September 2015 28 Professional Fees Used 2015 full year projections which include actuals through Sept 2015 and estimates for Oct-Dec 2015, this was reduced by $1MM relating to settlement in 2015 of prior year legal expenses 29 Residential Non Labor Excluding Insurance Used 2015 full year projections which include actuals through Sept 2015 and estimates for Oct-Dec 2015.5400K was added to that for Miami taxes, fees and utility expenses 30 Insurance For Real Estate and Autos Used 2015 full year projections which include actuals through Sept 2015 and estimates for Oct-Dec 2015 31 Residential Labor Used 2015 full year projections which include actuals through Sept 2015 and estimates for Oct-Dec 2015 32 Personal & Leisure Used 2015 full year projections which include actuals through Sept 2015 and estimates for Oct-Dec 2015 33 Miscellaneous Disbursements Used 2015 full year projections which include actuals through Sept 2015 and estimates for Oct-Dec 2015 34 Trust Distribution - Ben Donalbane This is based upon the current projected budget for Donalbane for 2016 spread out evenly over 4 quarters 35 Trust Distribution - Josh and Victoria Based upon projected living needs for Alex and Victoria EFTA_R1_01392842 EFTA02379414