From: Eileen Alexanderson

From: Eileen Alexanderson To: "Jeffrey Epstein ([email protected])" <[email protected]> Subject: Phaidon Date: Fri, 12 Apr 2013 22:06:43 +0000 Attachments: img-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 $l0mil from the LDB 2011 LLC. JMWT LLC was funded with $67,000 from Leon. These provided funding for the JMWT Acquisition LLP. Bidco (JMWT Ltd) purchased the shares of Phaidon Press Ltd. The acquisition purchase price paid from JMWT Ltd (through client account 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 into the Midco as debt. From a US perspective the funds into JMWT Ltd were treated as an equity contribution. This debt is just between the topco and the midco and was established for UK interest deductibility purposes and be converted to equity if we choose. Great care was taken to avoid creating phantom income. Profit or loss at Phaidon Press level has no impact for us until we choose to issue a dividend. The one issue I believe you will need to consider if Phaidon was to purchase are relates to the US tax aspects of subpart F income 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 guy at PWC-you are welcome to join-he is flexible re what time. Best, E. Original Message From: NY_730_11_XRX_COPYROOM [mailto:[email protected]] 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 Xerox 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://www.xerox.com/ This email and any files transmitted with it are confidential and intended solely for the person or entity to whom they are EFTA01136565 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 EFTA01136566