EFTA01742373.pdf

From: Jennie Enterprise To: Jeffrey Epstein <[email protected]> Subject: Fwd: Debt Treatment, NOL's and Revised Pro-Forma Balance Sheet Sent Monday, February 22, 2016 6:37:12 PM EWLarae2-Incl jmacte002.onq Just keeping you in the loop ...see below Love you CORE: Jennie Enterprise @dandjente & Chairman 66 East 55th Street New York NY 10022 Main Mobile: www.coreaccess.net Begin forwarded message: From: Russ Stein Subject: RE: Debt Treatment, NOL's and Revised Pro-Forma Balance Sheet Date: February 22 2016 at 1:33:28 PM EST To: Daniel Rabia Cc: Nicholas D kstr Jennie n e • rise HI Dan, I would recommend a call with your tax lawyer and ours. Nick and I would like to be on that call too. It would be helpful to discuss the below and Bruce Davison's email of 1/21 together and try to see if we can knock out some points. I would propose 3 PM PT today, or tomorrow at 8 AM PT or 3:30 PM PT. From: Daniel Rabia [mailto Sent: Thursday, February 18, 2016 6:08 PM To: Russ Stein Cc: Nicholas Dykstra; Max Cole; Cori Flanders; Jennie Enterprise Subject: Debt Treatment, NOL's and Revised Pro-Forma Balance Sheet Hi Russ, EFTA_R1_00032950 EFTA01742373 We had a call with our accounting and tax parties and with respect to COD and the debt treatment of both the rent forbearance event and the FM notes. The attached debt table and revised pro-forma balance sheet reflect the following: a. TCCI can report 100% of the CODI on the AES debt and RFD rent in the period before the purchase of RFD's interests, and allocate this CODI to all current members including RFD by requiring the closing of the books method of accounting in the Purchase and Sale Agreement and by using that method of accounting. TCCI is not required to delay the recognition of CODI on the RFD rent until the rent nonpayment and bankruptcy conditions expire, because these conditions are contingent and within TCCI's control. b. We have negotiated settlements with the members holding about $22,000,000 of the $26,000,000 of Founder's Debt. More may be completed before the closing of this transaction. TCCI can recognize this CODI in the period before the purchase of RFD's interests, and allocate the CODI to all current members including RFD by using the closing of the books method of accounting. This means that most of the CODI will be recognized by the current shareholders, including RFD. The CODI recognized by RFD before the closing of this transaction will not be required to be recognized by Jennie Enterprise and the Investor afterwards. Some Founder's Debt will remain, but a relatively small portion. The deal documents and the structure chart will be sent to you and the team tomorrow. We hope this addresses your concern with respect to the COD issues and are available to review further. Kind Regards, Daniel CORE: I Daniel Rabia I Chief Financial Officer & General Mana t treet, 022 Main: Mobile: Fax www.thecoreclub.com I @coreclub I @the corec u CORE: twitter is now live! Keep up to date on everything CORE: at @ciareckb CORE: upcoming events Performance MIND TRAVEL Murray Hidary I February 4th, 6:30pm Screening Don't Stoo Believin'-Evervman's Journey I February 5, 9:00pm Screening Super Bowl scrallgate Viewing Pa_rtY I February 7, 6:00pm Conversation Stroke of Genius: An Evening with Dr. John Krakauer How Video Gaming and Robotics May Promote Stroke Recovery Union Society I February 8, 6:00pm Art/Conversation A Chinese New Year Celebration: Year of the Monkey EFTA_R1_00032951 EFTA01742374 Featuring Artist Kelly )layi Wang I February 8, 6:30pm Conversation A Climate of Innovation Hosted by The Nature Conservancy February 9, 6:00pm Art The Armory Show VIP Access: I March O2, 6:00pm Space is limited. For reservations/info call or [email protected] Recent Press: 9 Successful People Share the Smartest Thing They Have Ever Done With Their Money Business Insider I December 2015 CORE:10 Gala Gotham Magazine I September 2015 How the 1 Percent Works Out Fox Business I August 2015 EFTA_R1_00032952 EFTA01742375