From: "Fenn, Patrick"

From: "Fenn, Patrick" To: 'Jeffrey Epstein' <[email protected]> Subject: Your question and a question for you Date: Fri, 11 Oct 2013 20:53:32 +0000 Hi Jeffrey. Has to do with potential implications under the anti-churning rules of section 197(f)(9) and the attribution rules that are part of the regime. Basically denies a basis step up in property contributed to a partnership if a number of requirements are met, including that the contributing party has or acquires a more than 20% interest in the transferee partnership following the exchange. For this purpose, an individual partner is deemed to own what his or her partners own, and family members are deemed to own what a family member owns. If Leon or his children were to acquire (directly or indirectly) then the anti-churning rules could disallow the step up on an exchange for TRA purposes. I'll look at attribution rules to see if there is a way to cut off the problem. While I have you, the Company has been discussing again refinancing the existing AMH debt (and only refinancing the debt). Any reason not to do that? From: Jeffrey Epstein [[email protected]] Sent: Friday, October 11, 2013 3:18 PM To: Fenn, Patrick Subject: john suydam tells me there are tax reasons why leon or his children cannot buy class a shares in the market place. he says there are adverse tax consequences. ? facts? 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], 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. If you have received this communication in error, please notify us immediately by e-mail, and delete the original message. EFTA00973011