From: Sent: Wednesday, February 8, 2017 7:20 PM To: Brad Okun; Brian Grieve; Jeffrey Epstein; Leon Black Subject: Re: Privileged and Confidential We're pretty much done. Brad O cld you get Suydam's sign-off on this lang for the rep letter....I'm quite certain he'll be ok but we shld dot that "I". Brian-you can begin to get signature copies ready but pls have someone jr make certain everything's proof read and there are no transcription errors. Thx, b Sent from my Verizon Wireless BlackBerry From: "Okun, Brad R" <[email protected]> Date: Wed, 8 Feb 2017 18:56:01 +0000 To: Grieve, Brian S<[email protected]>; jeffrey E<[email protected]>; Brad Wechsler<[email protected]>; Leon Black<[email protected]> Subject: Re: Privileged and Confidential Are we also waiting for feedback from John? Jeffrey, any other comments, or are you signed off? Thanks Brad R. Okun I Partner Paul, Weiss, Rifkind, Wharton & Garrison LIP 1285 Avenue of the Americas I New York, NY 10019.6064 I www.paulweiss.com From: Grieve, Brian S Sent: Wednesday, February 8, 2017 1:52 PM To: jeffrey E.; Brad Wechsler; Leon Black Cc: Okun, Brad R Subject: RE: Privileged and Confidential Ok. Brad W, please let me know when we have approval to prepare the revised statements, and we will get those out to you asap. Thanks Brian S. Grieve I Associate Paul, Weiss, Rifkind, Wharton & Garrison LLP I www.paulweiss.com From: jeffrey E. <[email protected]> Sent: Wednesday, February 8, 2017 1:50:04 PM To: Brad Wechsler; Grieve, Brian 5; Leon Black Subject: Re: Privileged and Confidential Ok with me. Thx EFTA_R1_01405917 EFTA02386230

On Wed, Feb 8, 2017 at 2:47 PM Grieve, Brian S wrote: Ok. We don't understand the concern with that phrase and think it's accurate, but we can remove it. Does the below work then from your perspective? All of the Foreign Entities, other than BRH and AP Professional Holdings LP, are owned, in part, indirectly by Apollo. The appropriate Apollo entities timely and properly filed the Forms 8865 and 8858 with respect to these Foreign Entities, but Apollo determined there was no need to provide the underlying information to the Taxpayers, or alert the Taxpayers that they might have similar filing requirements. Thus, the Schedule K-1 for 2014 from the Partnership, provided to the Taxpayers, included all items of taxable income and loss attributable to the Taxpayers' interest in the Partnership, but did not indicate an obligation to file the International Information Returns with respect to BRH or any of the other Foreign Entities held through BRH. In fact, the Schedule K-1 included a footnote specifically stating that there were no filing requirements with respect to foreign partnerships during the 2014 tax year, and therefore a filing of Form 8865 was not required. The other Foreign Entities referred to, are either indirectly or constructively owned, in whole or in part, by BRH, and, as such, the tax information of such Foreign Entities is not directly reported to the Taxpayers or their tax advisors. As a result, neither the Taxpayers nor their accountants were aware that any other International Information Return filings were required and, in any case, they were not provided the information necessary to have properly completed the International Information Returns, making it impossible for the Taxpayers to timely file these informational returns. Importantly, all income reported on the Schedule K-1 from the Partnership was properly and timely reported to the IRS on the Original Return. A Form 8938 was also timely filed by the Taxpayers with the Original Return and is only being amended today to reflect the correct number of Forms 5471 and 8865 in Part IV required to be filed by the Taxpayers. Finally, the information included on the applicable International Information Returns being filed today is either the same as, or is directly derived from, the information included on the Forms 8865 and 8858 previously filed by the appropriate Apollo entities with relevant adjustments to take into account the differing ownership percentages of the Apollo entities and the Taxpayers. Brian S. Grieve I Associate Paul, Weiss, Rifkind, Wharton & Garrison LLP 1285 Avenue of the Americas I New York, NY 10019-6064 www.paulweiss.com <http://www.paulweiss.com> From: jeffrey E. [mailto:[email protected] <mailto:[email protected]> I Sent: Wednesday, February 08, 2017 1:44 PM To: Brad Wechsler <BWechsler imax.com <mail ; Grieve, Brian S >; Leon Black <mailto: Subject: Re: Privileged and Confidential 2 EFTA_R1_01405918 EFTA02386231

I have taken out the rolled into brh. Five times On Wed, Feb 8, 2017 at 2:38 PM Grieve, Brian S <mailto wrote: How about the below, which I think should sufficiently address the point and would be technically accurate based on our understanding of the facts here. If that works and Apollo signs off, we can dupe out the statements for all of the applicable years. Thanks, Brian All of the Foreign Entities, other than BRH and AP Professional Holdings LP, are owned, in part, indirectly by Apollo. The appropriate Apollo entities timely and properly filed the Forms 8865 and 8858 with respect to these Foreign Entities, but Apollo determined there was no need to provide the underlying information to the Taxpayers, or alert the Taxpayers that they might have similar filing requirements. Thus, the Schedule K-1 for 2014 from the Partnership, provided to the Taxpayers, included all items of taxable income and loss attributable to the Taxpayers' interest in the Partnership, but did not indicate an obligation to file the International Information Returns with respect to BRH or any of the other Foreign Entities held through BRH. In fact, the Schedule K-1 included a footnote specifically stating that there were no filing requirements with respect to foreign partnerships during the 2014 tax year, and therefore a filing of Form 8865 was not required. The other Foreign Entities referred to, are either indirectly or constructively owned, in whole or in part, by BRH, and, as such, the tax information of such Foreign Entities is not directly reported to the Taxpayers or their tax advisors, but instead is rolled into the tax reporting of BRH. As a result, neither the Taxpayers nor their accountants were aware that any other International Information Return filings were required and, in any case, they were not provided the information necessary to have properly completed the International Information Returns, making it impossible for the Taxpayers to timely file these informational returns. Importantly, all income reported on the Schedule K-1 from the Partnership was properly and timely reported to the IRS on the Original Return. A Form 8938 was also timely filed by the Taxpayers with the Original Return and is only being amended today to reflect the correct number of Forms 5471 and 8865 in Part IV required to be filed by the Taxpayers. Finally, the information included on the applicable International Information Returns being filed today is either the same as, or is directly derived from, the information included on the Forms 8865 and 8858 previously filed by the appropriate Apollo entities with relevant adjustments to take into account the differing ownership percentages of the Apollo entities and the Taxpayers. Brian S. Grieve I Associate Paul, Weiss, Rifkind, Wharton & Garrison LLP 1285 Avenue of the Americas I New York, NY 10019-6064 www.paulweiss.com <http://www.paulweiss.com> From: Okun, Brad R Sent: Wednesday, February 08, 2017 1:34 PM 3 EFTA_R1_01405919 EFTA02386232