EFTA00589888.pdf

Black Family 1997 GST Exempt Trust LDB 2011 LLC TOTAL $Amt Source of funds Black 2006 Family Trust $33mi1 September distribution from Apollo Credit Opportunity Fund and accumulated dividends on Apollo Inv Corp shares owned plus internal borrowing from Black Family Partners Black Family 1997 Trust $21mil cash from recent sale of art, cash from liquidation of equity account managed by Neuberger & Berman $ 3mi1 Cash held since trust was created $10mil Free Cash held in trust $67mi1 EFTA00589888 Summary of money transfers in advance of Phaidon investment: $19 mil Trust Accounting income transferred from Black Family Partners Acct 0135 to LBF Holdings Acct 5824 and then to Leon & Debra B of A Accts ($5mil to checking 3840 and $14mil to 9982) \--ve4/ V $6mil + interest transferred from Leon & Debra Black Acct 9982 as loan repay on promissory note $67,000 transferred from Leon & Debra Black Acct 9982 for 0.001% interest in PLBr $20mi1 Transferred from LBF Holdings Acct 5824 to Black Family Partners Acct 0135 =loan repay of promissory note $164,318 transferred from LBF Acct 5832 for interest on that note $33mi1 transferred from Black Family Partners to Black Family 1997 Trust as loan Promissory note issued $54mi1 transferred from Black Family 1997 Trust to PLB LLC $3mi1 Transferred from the Black Family 1997 GST Exempt Trust to PLB LLC $10mil transferred from JPMorgan Acct 220-42260 of LDB 2011 LLC to PLB LLC EFTA00589889 Page 1 of 1 Eileen Alexanderson From: Eileen Alexanderson Sent: Wednesday, October 03, 2012 1:21 PM To: 'Desousa, Nicholas' Cc: 'Perrone, Joann' Subject: funds transfer request Please transfer $33,000,000 from Black Family Partners Account #000001200135 to the Black Family 1997 Account #000006623441. Thank you. Eileen Alexanderson Black Family Partners. L.P. do Apollo Management 9 W 57th Street none' t le•-•-e-kh"—r New York NY 10019 email: 10/3/2012 EFTA00589890 Page 1 of 1 Eileen Alexanderson From: Eileen Alexanderson Sent: Wednesday, October 03, 2012 1:27 PM To: 'Desousa, Nicholas' Cc: 'Perrone, Joann' Subject: funds transfer request Please transfer $54,000,000 from the Black Family 1997 Trust Account #000006623441 to the PLB LLC Acct #4830 3052 4490. Thank you. Eileen Alexander / YN\iv‘vi- .- r''''- Black Family Partners, do Aga° Managemen 9 W 57th Street New York NY 10019 phone: 212-822-0622 email: gazgrAma 10/3/2012 EFTA00589891 Page 1 of I Eileen Alexanderson From: Eileen Alexanderson Sent: Wednesday, October 03, 2012 11:41 AM To: 'Desousa, Nicholas' Cc: 'Perrone, Joann' Subject: funds transfer request Please transfer $3,000,000 from the Black Family 1997 GST Account #3940 0141 4709 to the PLB LLC Account #4830 3052 4490. Thank you. Eileen Alexandeien Egad( Family Partners. eM Apollo Managemen 9 W 57th Street New York NY 10019 email: 10/3/2012 EFTA00589892 rta Bank of America ea VIMONIAMInhaildh OdfliplAdOW wx 0000 000 268 016206 8901 AT 0.374 BLACK FAMILY 1997 GST EXEMPT TRUST JOHN J HANNAN, BARRY J COHEN AND RICHARD RESSLER TRUSTEES 9 W 57TH ST FL 43 NEW YORK NY 10019-2700 P 1 OF 1 BANK OF AMERICA, WIRE TRANSFER ADV 1 FLEET WAY PA6-580-04-05 SCRANTON, PA 18507 DATE: 10/03/12 DIRECT INQUIRIES TO: 800.729.9473 OPTION 2 ACCOUNT' 394001414709 THE FOLLOWING WIRE WAS DEBITED TODAY; TRANSACTION REF: RELATED REF' INSTRUCTING BANK; BENEFICIARY: 2012100300160995R T520121003120324 TRUSTWEB PLB LLC USD AMOUNT $3,000,000.00 ID: TRWB ID: 483030524490 EFTA00589893 Page 1 of 1 Barry J. Cohen From: Eileen Alexanderson Sent: Wednesday, October 03, 2012 11:30 AM To: Barry J. Cohen Subject: signature needed Please sign and scan to From: Eileen Alexanderson Sent: Wednesday, October 03, 2012 11:28 AM To: 'Rim, Harry 3' Cc: 'Nolan, Mike' Subject: wire transfer request Please wire $10,000,000 from the LDB 2011 LLC Account #220-42260 per tcie following instructions: Bank Bank of America ABA # 026009593 Acct name PLB LLC Acct # 4830 3052 4490 Signed copy to follow Thank you. Eileen Alexamnlyn Black Family Partners. do Apollo Manage 9 W 51Ih Street New York NY 10019 phone: 212-B22-0622 en t giSixandemonglitoollo-adylsors corn 10/3/2012 EFTA00589894 Morgan Securities 00It6A I of I NSP0PODL.ZI 000000 LDB 2011 LLC BLACK FAMILY PARTNERS C/O APOLLO MANAGEMENT 9 WEST 57TH ST NEW YORK NY 10019-2700 Dear Account Holder(s): This letter confirms that on October accordance with your instructions: Detail of Transfer $10,000,000.00 BY WIRE TRANSFER If you have any questions, please 6341428 or (347) 643-9953. ■ MORGAN CLEARING CORP. October 4, 2012 WIRE NOTIFICATION Account: XXX-42260 3, 2012, we made the following transfer from your above-referenced account in Payee Information BANK OF AMERICA, AC483030524490 F#804620 contact the Morgan Clearing Corp. Client Services Department at (800) ■. Morgan Clearing Corp. 3 Metrotech Center NY1-H051 Brooklyn, NY 11245-0001 59 POD12220 Page 1 of 2 EFTA00589895 Page 1 of 1 Eileen Alexanderson From: Eileen Alexanderson Sent: Wednesday, October 03, 2012 11:54 AM To: •Desousa, Nicholas' Cc: 'Perrone, Joann' Subject: funds transfer request Please transfer $67,000 from the Leon & Debra Black Acct #3940 0129 9982 to the PLB LLC Acct #4830 3052 4490. Thank you. Eileen Alexandea: On Black Family Fanners. M. c/o Apollo Management 9 W 57th Street New York NY 10019 phone: 212422-0622 email: ea tigiLdena C104 L 40 Sm wr Luc (.14.A. L ce"advcr‘• gicn -a— A- tAic A 1C4F Pe. 10/3/2012 EFTA00589896 Bank of America ea WX 0000 000 268 016261 4001 AT 0.374 LEON D BLACK DEBRA BLACK 760 PARK AVE NEW YORK NY 10021-4152 Pip 1 OF 1 BANK OF AMERICA, WIRE TRANSFER ADV 1 FLEET WAY PA6-580-04-05 SCRANTON, PA 18507 DATE: 10/03/12 DIRECT INQUIRIES TO: 800.729.9473 OPTION 2 ACCOUNT: 394001299982 THE FOLLOWING WIRE WAS DEBITED TODAY: USD AMOUNT $67,000.00 TRANSACTION REF: RELATED REF: INSTRUCTING BANK: BENEFICIARY: 2012100300161136R T520121003120521 TRUSTWEB PLB LLC ID: TRWB ID: 483030524490 EFTA00589897 IA Bank of America IOC 0000 000 268 016205 NO01 lit:74 BLACK FAMILY PARTNERS, C/O APOLLO MANAGEMENT, D BLACK 9 W 57TH ST FL 43 NEW YORK NY 10019-2700 PO 1 OF 1 BANK OF AMERICA, WIRE TRANSFER ADV 1 FLEET WAY PA6-580-04-05 SCRANTON. PA 18507 DATE: 10/03/12 DIRECT INQUIRIES TO: 800.729.9473 OPTION 2 ACCOUNT: 000001200135 THE FOLLOWING HIRE WAS DEBITED TODAY: TRANSACTION REF: 2012100300119692 RELATED REF: TS20121003091559 INSTRUCTING BANK: TRUSTWEB BENEFICIARY: LBF HOLDINGS LLC USD AMOUNT $19,000,000.00 r •t• ca.+) 4.4.4„. ID: TRWB t ID: 000001195824 ' a THE FOLLOWING WIRE WAS DEBITED TODAY: USD AMOUNT 533,000,000.00 TRANSACTION REF: 2012100300197801 RELATED REF: 7520121003021205 INSTRUCTING BANK: TRUSTWEB BENEFICIARY: BLACK FAMILY 1997 TRUST ID: TRWB A- --rrvir ID: 000006623441 [3:::". ‘,—vtche.„1 EFTA00589898 Bank of America * IIIII.IIII,IIIIIIII.Illi.I.III'lliii,IIIII,IIII,II.IIIIIIIIIiiill WX 0000 000 268 016208 0001 AT 0.374 BLACK FAMILY 1997 TRUST C/O APOLLO ADVISORS ATTN: EILEEN ALEXANDERSON 9 W 57TH ST FL 41 NEW YORK NY 10019-2701 P 1 OF 1 BANK OF AMERICA, WIRE TRANSFER ADV 1 FLEET WAY PA6-580-04-05 SCRANTON, PA 18507 DATE: 10/03/12 DIRECT INQUIRIES TO: 800.729.9473 OPTION 2 ACCOUNT: 000006623441 THE FOLLOWING WIRE WAS CREDITED TODAY: TRANSACTION REF: 2012100300197801 SENDER'S REF: T520121003021205 ORIGINATOR: BLACK FAMILY PARTNERS, III. INSTRUCTING BANK: TRUSTWEB THE FOLLOWING WIRE WAS DEBITED TODAY: TRANSACTION REF: RELATED REF: INSTRUCTING BANK: BENEFICIARY: 2012100300201201R TS20121003021426 TRUSTWEB PLB LLC USD AMOUNT $33,000,000.00 9 ID: 000001200135 00- M 4APT( 141' ID: TRWB lV‘ 0'4 USD AMOUNT 854,000,000.00 ID: TRWB ID: 483030524490 EFTA00589899 PROMISSORY NOTE $33,000,000.00 NEW YORK, NEW YORK For value received on behalf of the BLACK FAMILY 1997 TRUST, the undersigned, DEBRA R. BLACK, BARRY J. COHEN, JOHN J. HANNAN and RICHARD RESSLER, in their capacities as trustees of the BLACK FAMILY 1997 TRUST, promise to pay to BLACK FAMILY PARTNERS, ■. the principal sum of exactly THIRTY THREE MILLION DOLLARS ($33,000,000.00) ("Principal"), plus interest accruing at the fixed rate of 3.0%, compounded annually. The unpaid Principal shall be due and payable in full on the day before the fifth (5th) anniversary of the date hereof, or on such earlier date as the loan is repaid completely. This note may be paid in full or in part at any time with accrued interest to the date of such payment on the amount paid without penalty charges. DATED: as of October 3, 2012 BLACK FAMILY 1997 TRUST DEBRA R. BLACK, Trustee BARRY J. COHEN, Trustee JOHN J. HANNAN, Trustee RICHARD RESSLER, Trustee EFTA00589900 PROMISSORY NOTE $33,000,000.00 NEW YORK, NEW YORK For value received on behalf of the BLACK FAMILY 1997 TRUST, the undersigned, DEBRA IL BLACK, BARRY J. COHEN, JOHN J. HANNAN and RICHARD RESSLER, in their capacities as trustees of the BLACK FAMILY 1997 TRUST, promise to pay to BLACK FAMILY PARTNERS, MI. the principal sum of exactly THIRTY THREE MILLION DOLLARS ($33,000,000.00) ("Principal"), plus interest accruing at the fixed rate of 3.0%, compounded annually. The unpaid Principal shall be due and payable in full on the day before the fifth (5th) anniversary of the date hereof, or on such earlier date as the loan is repaid completely. This note may be paid in full or in part at any time with accrued interest to the date of such payment on the amount paid without penalty charges. DATED: as of October 3, 2012 BLACK FAMILY 1997 TRUST DEBRA R. BLACK, Trustee Y J. CO Trustee JOHN J. HANNAN, Trustee RICHARD RESSLER, Trustee EFTA00589901 PROMISSORY NOTE $33,000,000.00 NEW YORK, NEW YORK For value received on behalf of the BLACK FAMILY 1997 TRUST, the undersigned, DEBRA R. BLACK, BARRY J. COHEN, JOHN J. HANNAN and RICHARD RESSLER, in their capacities as trustees of the BLACK FAMILY 1997 TRUST, promise to pay to BLACK FAMILY PARTNERS, M. the principal sum of exactly THIRTY THREE MILLION DOLLARS ($33,000,000.00) (`•Principal"), plus interest accruing at the fixed rate of 3.0%, compounded annually. The unpaid Principal shall be due and payable in MI on the day before the fifth (5th) anniversary of the date hereof, or on such earlier date as the loan is repaid completely. This note may be paid in full or in part at any time with accrued interest to the date of such payment on the amount paid without penalty charges. DATED: as of October 3, 2012 BLACK FAMILY 1997 TRUST DEBRA R. BLACK, Trustee BARRY J. COHEN, Trustee RICHARD RESSLER, Trustee EFTA00589902 PROMISSORY NOTE $33,000,000.00 NEW YORK, NEW YORK For value received on behalf of the BLACK FAMILY 1997 TRUST, the undersigned, DEBRA R. BLACK, BARRY J. COHEN, JOHN J. HANNAN and RICHARD RESSLER, in their capacities as trustees of the BLACK FAMILY 1997 TRUST, promise to pay to BLACK FAMILY PARTNERS, ■. the principal sum of exactly THIRTY THREE MILLION DOLLARS ($33,000,000.00) ("Principal"), plus interest accruing at the fixed rate of 3.0%, compounded annually. The unpaid Principal shall be due and payable in full on the day before the fifth (5th) anniversary of the date hereof, or on such earlier date as the loan is repaid completely. This note may be paid in full or in part at any time with accrued interest to the date of such payment on the amount paid without penalty charges. DATED: as of October 3, 2012 BLACK FAMILY 1997 TRUST DEBRA R. BLACK, Trustee BARRY J. COHEN, Trustee JOHN J. HANNAN, Trustee 7- RI ARD RESSLER, Trustee EFTA00589903 H PLB LLC Deposits and Credits Page 2 of 3 Statement Period 10/03/12 through 10/31/12 ED P PA OA 60 Enclosures 0 Account Number 4830 3052 4490 Date Posted 10/03 10/03 10/03 10/03 Amount ($) Description 54,000,000.00 10,000,000.00 3,000,000.00 67,000.00 Wire Type:Book IN Date:121003 Time:1432 Et Trn:2012100300201201 Sndr Reas20121003021426 Orig:Black Family 1997 Trust ID:000006623441 Wire Type:Wire IN Date: 121003 Time:1441 Et Trn:2012100300202726 Seq:22635002774/004620 Cris:Gib 2011 Llc 1D:2204226019 Snd Bk:Jpmorgan Ch Ase Bank, NA ID:021000021 Pmt Det:Swf Of 12/10/03 Wire Type:Book IN Date:121003 Time:1217 Et Trn:2012100300160995 Sndr Ref:Ts20121003120324 Orig:Black Family 1997 Gst Exe ID:394001414709 Wire Type:Book IN Date:121003 Time:1219 Et Trn:2012100300161136 Sndr Ref:Ts20121003120521 Orig:Leon D Black ID:394001299982 Withdrawals and Debits Other Debits Bank Reference 903710030201201 903710030202726 903710030160995 903710030161136 Date Posted 10/03 10/05 10/29 Amount ($1 66,001,800.00 332,510.00 242,812.39 Description Fxx2C9Q8Dr41000000.00 GBP @ 1.6098 On20121003 Fxx3P7M6Dr205000.00 GBP @ 1.622 On20121005 Fxy7L5Q9Dr150862.00 GBP @ 1.6095 On20121029 Daily Ledger Balances Bank Reference 917910031400015 917910050900007 917910291000006 Date Balance ($) 10/03 1,065,200.00 Date Balance ($) 10/05 732,690.00 Date Balance ($) 10/29 489,877.61 EFTA00589904