you are right. you should look into murphys nu=bers. very hard to follow , somewhat goofy=C2 for phone tomorw

On Tue, Dec 2, 2014 at 6:13 PM, Brad Wechsler wrote:

I think =here's unnecessary "complexity" in what ada is setting out. =ssuming PG is owned by the trusts (my understanding) I would do the follow=ng:

	1. Get the projections from keith and his do and judith and her do.

2. Have rich j test them for cogency as a service to the trust. (We can bil= the trusts for admin services if we want.)

	3. Have rich "consolidate" them.

4. Make the ceo's, cfo's available to the trustees for "dilige=ce" if the trustees so desire. (Rich, eileen and I can participate on=an administrative basis.)

5. Assuming trustee sign-off, the t'ees can functionally dictate the terms of the loan (demand note or bullet) and again, the office can run admin=interference for them with paul, weirs to facilitate execution of the note= Sound right to you or shld we discuss?

----- Original Message -----
From: Ada Clapp
Sent: Tuesday, December 02, 2014 03:00 PM
To: Brad Wechsler; Eileen Alexanderson
Subject: Trust Loans to Phaidon Global

Hi Eileen and Brad,

I understood from the Trustees meeting that we will need to move quickly tarpaper the loan to Phaidon Global should the Trustees agree to lend. = don't know Rich J.'s timing for getting the Trustees the informat=on they requested (see his email below). However, in the interest of=expediency, I wanted to discuss the process for getting the secured loan d=cumentation that Richard Ressler requested in place.

I am questioning the family office's role in assisting with the negotia=ion and preparation of the loan documentation. It seems to me that w= cannot act on behalf of both the Trustees as Lender and Phaidon Global as=borrower. With a new management team in place, I think it makes sens= for Keith or Phaidon Global's general counsel to negotiate loan terms=for Phaidon (particularly since the borrowed funds will be used to benefit=Phaidon Press and Artspace, which are part of Keith's business plan).=C2 I assume Rich J. is discussing profitability projections and r=quired loan amount with Keith, so Keith should already be involved in the retails.

We can certainly facilitate on behalf of the Trustees, if they want us to, =y engaging and monitoring Paul Weiss (or another firm they prefer) to prep=re the loan documents and negotiate terms on their behalf. If you ag=ee, once Rich J. has provided the Trustees with the requested information =please let me know when he has), I can reach out to the Trustees to inquir= about retaining counsel. I can also reach out to Keith to let him k=ow we will be sending him the loan documents for Phaidon's review.

Please let me know how you wish to proceed. Thanks.

Ada Clapp

Chief Legal Officer
Elysium Management LLC

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 propri=tary. If you are not the intended recipient, you are hereby notified=that further dissemination of this communication and its attachments is pr=hibited. Please delete all copies of this communication and its atta=hments and notify me immediately that you have received them in error. =AO Thank you.

Original Message From: Richard Joslin Sent: Wednesday, November 26, 2014 3:16 PM To: Barry J. Cohen; John Hannan; 'Richard Ressler' Cc: Eileen Alexanderson; Ada Clapp; Brad Wechsler Subject: RE: Notes from 11/21/14 Trustees meeting

Barry, John and Richard:

At the meeting last week, there was discussion of the provision of a compre=ensive funding estimate and investment theses for Artspace, Regan Arts and=Phaidon by today. In consultation with JEE, we need to defer until w= can be certain that we can provide a precise estimate.

Have a safe holiday.

RJ

Original Message From: Barry J. Cohen Sent: Saturday, November 22, 2014 1:46 PM To: Eileen Alexanderson; Richard Joslin; Ada Clapp; John Hannan; 'Richa=d Ressler'; Leon Black Subject: Notes from 11/21/14 Trustees meeting

Here are a few notes from yesterday's meeting:

• Rich Joslin will look into what is entailed in selling=Vector for all the trusts, given the certificated and restricted nature of=its holdings.

	• $6MM of Buckingham should be redeemed by year end, tak=ng into account the advance notice period.

	• Rich or Eileen should produce a schedule showing redem=tion terms of all redeemable HF-type investments.

	• Rich will add appraisals of the Chinese Bronzes to the=art inventory.

• It was noted that trust art on loan to museums might b= double insured. Rich or Eileen should investigate whether it is wor=h seeking a reduction in the premiums paid by the trusts. Might be t=o small to matter.

	• All trustees should sign up for Artspace!

Barry Cohen

Apollo Management

New York NY 10019
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