From: "Jeffrey E." <jeevacation®gmail.com>

From: "Jeffrey E." <jeevacation®gmail.com> To: "A. de Rothschild" Subject: Re: discussion with JFL Date: Wed, 29 Jul 2015 16:23:14 +0000 now is good On Wed, Jul 29, 2015 at 8:16 AM, A. de Rothschild < wrote: Yes Ariane de Rothschild Le 29 juil. 2015 1 14:12, jeffrey E. <[email protected]> a ecrit : After 12 eastern ? On Wednesday, July 29, 2015, A. de Rothschild < Fyi Can we talk about it later? Ariane de Rothschild Debut du message transfere : Expediteur: FIEVET Emmanuel < Date: 29 juillet 2015 12:57:40 UTC+2 Destinataire: "A. de Rothschild" c Objet: discussion with JFL wrote: >, "TOBIANO, Cynthia" Positive reaction of Juerg Zeltner (Group Head of WM ex US)who is, in principle, ok to be a minority stake holder. 2 important points for them: 1) Structure of the call option. They want a call on Edit at some point down the line 2) Level of participation. The scenarios mentioned are as follows: a. Scenario 1: 20% against their PB business. They seem to believe there would be no cash exchange in this scenario or if there is it will be marginal b. Scenario 2: 35% (for a minorite de blocage) + Euro150mio c. Scenario 3: 49.9% + Euro300mio EFTA00850141 2.b and 2.c are very much a decision for UBS AM as to whether or not they want to invest in the French market. Internal discussion with AM has started. Target is to have a MOU by 15th of September We will need to decide quickly who we appoint to help us on this transaction (lawyer+ CF banker) and work on the pacte d'actionnaire & gouvemance. We will also need to feedback on whether 2.b and 2c are scenarios we would consider (and gain optionality) or if we don't want to entertain. Separately, I spoke with my contact who know S Ermotti well. Sergio will be out by end of the week until the 20 of August....oh yeah.... Second comment was that he would certainly be happy to meet but his first question will likely be how much and when? To be discussed.. EF *MI • Wee* • • • •-•••• • • • .01.1P. **.II11.11.** SIP, • • • Flee • • • Flee • • • •Ar OOOOO OOOOO • 4.. • • • •••• • • • •••• • • • •• • Based on e-mail exchanges with you up until now or under past agreements, we believe we are entitled to contact you by unsecured e-mail. E-mail entails considerable risks: Internet communications cannot be guaranteed to be confidential. secure or error-free as information could be intercepted, corrupted, lost, arrive late or contain viruses. The sender therefore does not accept liability for any errors or omissions in the context of this message which arise as a result of Internet transmission. Unless otherwise stipulated herein, any opinions contained in this message are those of the author and are not given or endorsed by the company through which this message is sent. Nothing In this message or in its attachments should be construed as a solicitation or offer, or recommendation. to acquire or dispose of any Investment or to engage in any other transaction. No order, order revocation, blocking order or any other bank order shall be accepted by electronic medium and we do not deem ourselves under any obligation either to refuse such orders expressly or to act upon them in any manner. • • F.** • • • ••• OOOOO ••• OOOOOO • • • F.** • • • F.** • • • ••• OOOOO ••• OOOOOO 041. • • • •• OOOOO ...... please note 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 EFTA00850142 JEE 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], and destroy this communication and all copies thereof, including all attachments. copyright -all rights reserved please note 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 JEE 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], and destroy this communication and all copies thereof, including all attachments. copyright -all rights reserved EFTA00850143