EFTA00669730.pdf

From: Ada Clapp To: jeffrey E. <jeevacation@grnail.com>, Melanie Spinella CC: Eileen Alexanderson , Eileen Alexanderson Subject: RE: East 70th Street townhouse purchase Date: Thu, 03 Jul 2014 12:59:00 +0000 > Good morning Jeffrey, I am getting calls and emails from the Trustees asking for more discussion. I tried to persuade them early on to go the single life interest route. However, they want to be sure they are doing their duty as Trustees and fully exploring a structure that could save the Trust roughly $4.5 million. They are initiating the dialog and I am responding to help them get comfortable with what is ultimately their decision. Would you like for me to arrange a call with you and them? Ada Clapp Elysium Management LLC 445 Park Avenue Suite 1401 New York, New York 10022 Direct Dial: Fax: Email: This communication and any attachment is for the intended recipient(s) only and may contain information that is privileged, confidential and/or proprietary. If you are not the intended recipient, you are hereby notified that further dissemination of this communication and its attachments is prohibited. Please delete all copies of this communication and its attachments and notify me immediately that you have received them in error. Thank you. From: Jeffrey E. [mailto:jeevacation@gmail.com] Sent: Wednesday, July 02, 2014 10:41 PM To: Ada Clapp; Melanie Spinella Subject: Re: East 70th Street townhouse purchase Not sure why you are still discussing this after I have said single life multiple times On Tuesday, July 1, 2014, Ada Clapp < wrote: Dear Barry, Richard and John, As you know, the discretionary trust under the APOI Agreement (the "Trust") created the NY 70th Street LLC (the "LLC") and the LLC intends to enter into a split interest purchase of a residence. Attached for your reference is a Paul Weiss overview of the technique. To assist with the decision as to whether the LLC's remainder interest will vest upon Leon's death or upon the death of the survivor of Leon and Debra, I attach a chart comparing the split interest purchase technique structured with a single life interest and with successive life interests. You will see that with successive life interests, the LLC's initial contribution would be reduced by about $4.5 million (assuming a $48 million purchase price). In exchange for this savings, the LLC may be giving up some flexibility. This is because, assuming Leon dies first, the LLC would not take title to the residence until Debra's death. Accordingly, for the LLC to sell the residence during Debra's lifetime, it would need her EFTA00669730 consent. There would also be no flexibility to charge Debra rent (so that she could transfer assets to the Trust, gift-tax free) as she would have the right to live in the residence for her lifetime. Of course, these restrictions would also exist in the case of a single life interest-but for a shorter period of time. Two final points to consider: with successive life interests, an actuary will likely need to be retained to determine the share of the purchase price (and of capital expenditures) to be borne by Leon and Debra as the life interest holders and to allocate that charge between Leon and Debra. Each of Leon and Debra must satisfy his or her proportionate share from independent funds. Please let me know your preference for moving forward with the split-interest property purchase. Of course, I am happy to answer any questions you may have. Best regards, Ada Clapp Elysium Management LLC 445 Park Avenue Suite 1401 New York, New York 10022 Direct Dial: Fax: Email: This communication and any attachment is for the intended recipient(s) only and may contain information that is privileged, confidential and/or proprietary. If you are not the intended recipient, you are hereby notified that further dissemination of this communication and its attachments is prohibited. Please delete all copies of this communication and its attachments and notify me immediately that you have received them in error. Thank you. please note The information contained in this communication is confidential, may be attorney-client privileged, may constitute inside information, and is intended only for the use of the addressee. It is the property of JEE Unauthorized use, disclosure or copying of this communication or any part thereof is strictly prohibited and may be unlawful. If you have received this communication in error, please notify us immediately by return e-mail or by e-mail to jeevacation@gmail.com, and destroy this communication and all copies thereof, including all attachments. copyright -all rights reserved EFTA00669731