EFTA02675337

From: Eileen Alexanderson Sent: Friday, April 12, 201311 To: Jeffrey Epstein ([email protected]) Subject: Phaidon Attachments: imq-412173234-0001.pdf Jeffrey, See Phaidon org structure attached. Mechanics of the purchase were as follows: PLB LLC was funded with $54mi1 from the Black Family 1997 Trust, $3mi1 from=the Black Family 1997 GST Exempt Trust, and $10mil from the LDB 2011 LLC. =MWT LLC was funded with $67,000 from Leon. These provided funding for the =MWT Acquisition LLP. Bidco (JMWT Ltd) purchased the shares of Phaidon Pres= Ltd. The acquisition purchase price paid from JMWT Ltd (through client ac=ount at Macfarlanes) was £41,000,000 + .005 stamp tax ($67mi1). In between, 2/3 of the funds were booked into the Topco as equity and 1/3 i=to the Midco as debt. From a US perspective the funds into JMWT Ltd were t=eated as an equity contribution. This debt is just between the topco and t=e midco and was established for UK interest deductibility purposes and be =onverted to equity if we choose. Great care was taken to avoid creating ph=ntom income. Profit or loss at Phaidon Press level has no impact for us until we choose =o issue a dividend. The one issue I believe you will need to consider if P=aidon was to purchase are relates to the US tax aspects of subpart F incom= and whether Phaidon owning art (or eventually selling it at a gain) would=create that type of income. I believe it might. As I mentioned this morn, I have a call on Monday morning set with the tax =uy at PWC-you are welcome to join-he is flexible re what time. Best, E. Original Message From: NY_730_11_XRX_COPYROO Sent: Friday, April 12, 2013 5:33 PM To: Eileen Alexanderson Subject: Scan from a Xerox Color Please open the attached document. It was scanned and sent to you using a =erox Color. Number of Images: 1 Attachment File Type: PDF Device Name: NY_730_11_XRX_COPYROOM Device Location: For more information on Xerox products and solutions, please visit http://w=w.xerox.com/ EFTA_R1_01961469 EFTA02675337 This email and any files transmitted with it are confidential and intended solely for the person or entity to whom they are addressed and may contain confidential and/or privileged =material. Any review, retransmission, dissemination or =other use of, or taking of any action in reliance upon this information by persons or entities other than the intended =recipient is prohibited. If you have received this email in =error please contact the sender and delete the material from =any computer. Apollo Global Management, LLC =0 2 EFTA_R1_01961470 EFTA02675338