EFTA02510278.pdf

From: Eileen Alexanderson Sent: Sunday, February 22, 2015 6:36 PM To: Jeffrey Epstein Subject: Fwd: JMWT Reorganization Begin forwarded message: From: John Murphy Date: February 19.2015 at 1:18:02 PM EST >, Eileen Alexanderson Cc: Peter Goodwin Subject: RE: JMWT Reorganization Hi Richard,=/span> That was briefly discu=sed and BDO will get back to us and recommend how this will be handled. Ho=ever I believe no benefit will accrue as we will have no taxable profits t= offset this against. Once BDO get back with proposed treatment I will advise everyone and ensure we are good=to go. Regards, John. From: Richard =oslin Sent: Thursday, February 19, 2015 2:41 PM To: John Murphy; Eileen Alexanderson Cc: Peter Goodwin Subject: RE: JMWT Reorganization Thanks EFTA_R1_01641918 EFTA02510278  Was there any discussi=n of the PwC issue noted previously and how this liquidation might be repo=ted to UK given that interest would not be taxable in UK and interest expe=se would be deductible, ie the PwC tax avoidance scheme. I will make myself ava=lable for call with BDO Thanks From: John Murphy Sent: Thursday, February 19, 2015 9:01 AM To: Eileen Alexanderson; Richard Joslin Cc: Peter Goodwin Subject: JMWT Reorganization Hi Eileen/Rich, I just wanted to give you an update on the above and=the call we had today with BDO and MacFarlanes. • In line with MacFarlanes advice, BDO do =ot see any tax issues from a UK perspective with the proposed liquidation =f the three UK companies • In relation to the loan note interest an= tax treatment BDO initially believe that eventually this amount will be w=ived as we liquidate the companies, they will investigate this further and=advise how we will treat on the tax returns We have engaged BDO to prepare the 2013 =ax Returns The next steps to complete the process are as follow=: • MacFarlanes will produce a document that=terminates the loan between Acquisition LLP and Midco as at 1/1/2014 (This=will done as an addendum to the current umbrella agreement) • BDO will advise how we treat this from a= accounting perspective as well as on the UK tax side, they will also advi=e on the interest treatment as well * Peter and I will work with BDO to ensure=we reflect this transaction as part of the June 2014 statutory accounts. • John to speak with BDO US to get the US =pinion on the proposed liquidations (I have a meeting in calendar for Mond=y to go over this, Rich if you would like to join you are more than welcom=) 2 EFTA_R1_01641919 EFTA02510279  * We will be scheduling a follow up call t=wards the end of next week to ensure this progresses and is completed in a=timely fashion Once this is done we agreed to take a lo=k at the movement of Press Inc and transfer pricing etc. Regards, John. <=span></=> John Murphy COO/CFO Phaidon Press 65 Bleecker Street</=> New York, NY 10012</=> <=span> phaidon.com <http://phaidon.c=m> 3 EFTA_R1_01641920 EFTA02510280