EFTA00835215.pdf

From: Dangene and Jennie Enterprise < To: Jeffrey Epstein <[email protected]> Subject: Fwd: update on items Date: Wed, 03 Feb 2016 13:30:27 +0000 Attachments: Tax_Retum_Matrix_&_Projected_Late_Filing_Feest as_at_12.31.15.xls; 2006_TCCI_Federal-NYS-NYC_Corporate_Tax_Retum.pdf; 2006_CCMC_Federal-NYS- NYC_Corporate_Tax_Retum.pdf; 2006_TCOM_-_Federal-NYS- NYC_Corporate_Tax_Retum.pdf; 2007_TCCI_Federal-NYS- NYC_Corporate_Tax_Retum.pdf; 2007_CCMC_Federal-NYS- NYC_Corporate_Tax_Retum.pdf; 2007_TCOM_Federal-NYS- NYC_Corporate_Tax_Retum.pdf; COREn Combinedincome_Statements-2006-2007.pdf; CORE_-_2008_-_Income_Statement.pdf; CORE_-_2009_-_Income_Statement.pdf; CORE_-_2010_-_Income_Statement.pdf; CORE_-_2011_-_Income_Statement.pdf; CORE_- _Income_Statement -_2012-2015_&_2016_Projections.pdf; COREn Income_Statement_- 2016 Cash Flow i'rojection.pdf Inline-Images: EWLarge2.jpg; image001.png Last email sent to Team Nathan based on their requests .....juts keeping you in the loop ....LOVE YOU ! CORE: Jennie Enterprise I I Founder & Chairman I Main: I Mobile: Begin forwarded message: From: Daniel Rabia Subject: RE: update on items Date: February 2, 2016 at 8:45:30 PM EST To: Russ Stein Cc: Nicholas Dykstra , Cori Flanders , Max Cole >, "Dangene and Jennie Enterprise" Hi Russ, With respect to the below, here is an update and relevant attachments for your revtew. . Updated tax Matrix Attached is the most current version updated to reflect the handoff of 2011 to CohnReznick from what we shared with you previously. One other note, we intend to file abatement for late filing penalties such that the current late filing fee estimate is a worst case scenario but again we expect this to be handled through operating cash flow. Tax Returns (2006-2015) (either as filed or in current draft) EFTA00835215 Attached please find the returns previously filed for 2006-2007 for the 3 entities (TCC International LLC, Core Club Members Corp and The Core Group Management LLC). As to the periods thereafter: 2008 - CohnReznick will be sending a revised 2008 draft for TCC International this week which should not require additional edits. We will share with you thereafter. 2009 ??? CohnReznick has prepared the return but has to be reviewed on their end - so I expect to have a draft by the end of the week for our review and then we will share with you as well. 2010 - The preparation of the 2010 return has just begun - as a result of the change in the accounting system (in that year) it may take 2 weeks to get us a draft for review. 2011 ??? We provided Cohn Reznick the info over the weekend. I expect this will take 2 weeks before a draft is prepared. 2012-2015 ??? Pending completion of accounting work for each year; expect this will take 3-4 weeks to complete in order to handoff the accounting files to CohnReznick. The material year from a COD perspective is 2015, so the other years should be easier to prepare timing wise. Financials (2006-2015) (either as filed or in current draft) Attached please find financials for the all of the years you have asked for. I don???t expect material changes to this as a result of the tax prep. Please keep in mind that the financials are presented on a modified cash basis(affects how membership sales and annual dues are presented) and GAAP. We present the financials as the combined results of TCC International & Core Club Members Corp. Additionally, the formats of our financials have changed over the years. I am sharing these without lining them up (primarily due to how the business has changed over the years). The business has materially changed over the years (from membership sales pricing and sales results, operating expenses and staffing changes leading to improved efficiencies, economic challenges of??? 09-???10 etc.) so not sure how beneficial a true year by year comparison is. To help guide you on this the company has had 3 distinct phases (06-08; 09-11 and ???12 onwards). I would be happy to explain the historical numbers further if you would like to discuss them. Update on Founding Member conversions (last checked 131 of 166 are complete) -Since our last discussion, we have achieved 140 signatures. We continue to make progress on this front and anticipate collecting the balance with only 5 definitive ???no???s??? at this point (out of 166). As to the "no's", we will plan to meet with them and see if/how to address their concerns after we have the remaining members resolved (as we think it will be a bit easier to get them to agree to something once they realize that all of the other founders have done so). -YTD Cash Flow and Projections for 2016 Please see attached which is the same format we shared previously updated for 2016 projections and 2015 actuals. Let us know if you have any follow up questions and Jennie & I will be happy to get on a call. I believe we have responded to all of your inquiries and provided you what we hope is helpful information that you needed. If there is any further information you want, please let us know. If you would like Jennie and me to walk through any of the information we have sent to you, please let us know. As you would imagine, we have been receiving ongoing inquiries from RFR as to our timing, as they continue to push toward a closing (they are not the most patient people in the world, as you might imagine). We have told them that you are working through your due diligence and asked for them to be patient in order to allow you adequate time to do so. At this point, I would like to think that it would be good for us to get Rick and Phil's teams together to work through the RFR term sheet and any additional legal questions they may have so we can get these items behind us and hopefully allow them to pick back up on their discussions as to the joint venture matters. Does this make sense to you? If so, could we pick a date and time for later this week for us to have a call, and should I suggest to Rick that he reach out to Phil for the lawyers to speak? Kind Regards, Daniel EFTA00835216 CORE: I Daniel Rabia Chief Financial Officer & General Mane erl 66 East 55th Street New York NY Mobile: iFax: www ecorec u .coml @coreclub @thecoreclub CORE: twitter is now live! Keep up to date on everything CORE: at @coreclub CORE: upcoming events Performance MIND TRAVEL Murray Hidary I February 4th, 6:30pm Screening Don't Stop Believin'-Everyman's Journey I February 5, 9:00pm Screening Super Bowl 50 Tailgate Viewing Party 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 Featuring Artist Kelly liayi Wang February 8, 6:30pm Conversation A Climate of Innovation Hosted by The Nature Conservancy I February 9, 6:00pm Art The Armory Show VIP Access: I March 02, 6:00pm Space is limited. For reservations/info call 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 From: Russ Stein mailto Sent: Wednesday, January 27, 2016 6:46 PM To: Daniel Rabia Cc: Nicholas Dykstra c >; Cori Flanders ; Max Cole < > Subject: update on items Hi Daniel, I am sorry to hear about the fire issues and the crazy snowstorm. I know you must be swamped. I would like to check in regarding a couple open items we are waiting on in support of the transaction: Updated Tax Matrix Tax Returns (2006-2015) (either as filed or in current draft) Financials (2006-2015) (either as filed or in current draft) Update on Founding Member conversions (last checked 131 of 166 are complete) YTD Cash Flow and Projections for 2016 We have looked at the emails from Denton's re: structure and CODI. We have some questions from our tax experts but we are holding off until we can review some of the financials and tax docs so that we don't waste too much of Denton's time. I am out tomorrow but Jennie mentioned that she would like to catch up early next week so I would be grateful for any status updates. Best wishes, Russ EFTA00835217 EFTA00835218