EFTA Document EFTA02033143

To: jeevacation©[email protected] Jeffrey [email protected]] From: David Stem Sent Thur 5/17/2012 7:30:40 PM Subject: Fwd: China Please sec below. I suggested a call with you. Weird..... Begin forwarded message: From: Richard Merkin Subject: RE: China Date: 17 Ma 2012 20:25:33 GMT+01:00 To: David, I am going to be in Palm Springs tomorrow running back and forth between two venues. One, a healthcare conference, which is Thursday, Friday, Saturday and a tennis event with Bill Gates Friday, Saturday, and Sunday, so I may be on the court in the afternoon. What I meant by structure would be either convertible preferred or a note with detachable warrants, etc., but most importantly what would secure the investment. I appreciate the benchmarks, but wouldn't each benchmark have to have a tangible worth for security purposes? And I still need clarification on source of revenue. Is there an agreement from a credible buyer to purchase once the benchmarks arc met? I'm leaving in an hour for the conference and I should be back Tuesday, so either Wednesday or Thursday should be good. Begin forwarded message: From: Richard Merkin Subject: RE: China Date: 16 Ma 2012 00:16:20 GMT+01:00 To: Can you send me a structure that will protect our down side. I will have our counsel, Mike Keley review it. He had questions about how do we monetize this, what happens after the expiration of the 5 year contractual period, how does AG capture the benefits of increased efficiency and PRC healthcare delivery system? I think I explained most of his concerns to him, but I wasn't able to specify what secures the $10M investment. Any help in clarification would be appreciated. EFTA_R1_00544141 EFTA02033143