EFTA01201545Set 9
2013-06-3026p4,796w
JMWT Acquisition LLP
Report and Financial Statements
Period Ended
30 June 2013
Registered No: OC378972
Registered in England
EFTA01201545
JMWT Acquisition LLP
Report and financial statements
for the period ended ... Street, London, EC4A 1BD.
Auditors
BDO LLP, 55 Baker Street, London, W1U 7EU
EFTA01201546
JMWT Acquisition LLP
Report of the members
for the period ended 30 June 2013
The members ... period ended 30 June
2013.
Principal activity, significant changes and future developments
JMWT Acquisition LLP (the "LLP") was incorporated as a limited liability partnership on 3rd October 2012.These
financial statements
https://www.justice.gov/epstein/files/DataSet%209/EFTA01201545.pdf
EFTA01127405Set 9
2012-10-0350p12,473w
Subscription Price;
32 a draft subscription agreement to be entered into between JMWT Acquisition LLP (1),
JMWT TopCo Limited (2), Midco (3) and the Company (4) (the 'Subscription Agreement ... draft loan agreement to be entered into between the Company (1) and JMWT Acquisition
LLP (2) (the "Loan Agreement");
3.2 a form of subscription letter addressed to Bidco ... Subscription Price; and
3.4 a draft subscription agreement to be entered into between JMWT Acquisition LLP (1), Topco
(2), the Company (3) and Bidco (4) (the "Subscription Agreement").
4 Directors
https://www.justice.gov/epstein/files/DataSet%209/EFTA01127405.pdf
EFTA00611186Set 9
2012-10-158p1,366w
subscribe for equity in JMWT MidCo Ltd of £27,470,000 and the LLP (JMWT Acquisition LLP) will provide
shareholder debt of £13,735,000 to JMWT MidCo Ltd.
• JMWT ... into the structure based on the anticipated performance of the business.
• Acquisition debt from JMWT Acquisition LLP to JMWT MidCo Ltd provides for tax relief for interest with interest income ... requires to be
managed on payments of interest from JMWT MidCo Ltd to JMWT Acquisition LLP, however, it should be possible to structure this in a tax
efficient manner
https://www.justice.gov/epstein/files/DataSet%209/EFTA00611186.pdf
EFTA01201571Set 9
2013-06-3011p2,155w
funds in place to finance the business. Phaidon Global LLC, the holding company of JMWT
Acquisition LLP, has indicated that it will support the company for the foreseeable future ... subsidiary undertakings are included in the consolidated financial statements of JMWT
Acquisition LLP, a limited liability partnership registered in England & Wales.
Fixed asset investments
Fixed asset investments are held ... diminution in value.
2 Interest payable and similar charges
Interest payable on loans from JMWT Acquisition LLP of £1,219,216
3 Taxation
The tax assessed for the year differs
https://www.justice.gov/epstein/files/DataSet%209/EFTA01201571.pdf
EFTA01194915Set 9
2015-02-231p202w
Correction:
#3 3/14/2013 $1,600,000 transferred from JMWT Acquisition LLP t=
o JMWT Ltd (US Trust account)
#4 3/15/2013 $1,600,00 or GBP 1,058,761.25 transferred from ... Phaidon Press Ltd (Bank of Scotland acct)
#3 5/22/2013 $1,600,000 transferred from JMWT Acquisition LLP t=
o JMWT Ltd (US Trust account)
#4 5/22/2013 ... loan
#2 3/14/13 $1,600,000 transferred from PLB LLC to JMWT Acquisit=
ion LLP
#3 3/14/13 $1,600,000 transferred from JMWT Acquisition LLP to =
JMWT Ltd (Bank
https://www.justice.gov/epstein/files/DataSet%209/EFTA01194915.pdf
EFTA01127373Set 9
2012-10-158p1,349w
subscribe for equity in JMWT MidCo Ltd of £27,470,000 and the LLP (JMWT Acquisition LLP) will provide
shareholder debt of £13,735,000 to JMWT MidCo Ltd.
• JMWT ... into the structure based on the anticipated performance of the business.
• Acquisition debt from JMWT Acquisition LLP to JMWT MidCo Ltd provides for tax relief for interest with interest income ... requires to be
managed on payments of interest from JMWT MidCo Ltd to JMWT Acquisition LLP, however, it should be possible to structure this in a tax
efficient manner
https://www.justice.gov/epstein/files/DataSet%209/EFTA01127373.pdf
EFTA01201592Set 9
2013-06-3011p2,098w
funds in place to finance the business. Phaidon Global LLC, the holding company of JMWT
Acquisition LLP, has indicated that it will support the company for the foreseeable future ... subsidiary undertakings are included in the consolidated financial statements of JMWT Acquisition LLP, a
limited liability partnership registered in England & Wales.
Fixed asset investments
Fixed asset investments are held ... Related
party disclosures" not to disclose transactions with members of the group headed by JMWT Acquisition LLP
on the grounds that 100% of the voting rights in the company
https://www.justice.gov/epstein/files/DataSet%209/EFTA01201592.pdf
EFTA01194916Set 9
2015-02-232p224w
Correction:
#3 &n= bsp; 3/14/2013 $1,600,000 transferred from JMWT Acquisition LL= P to JMWT Ltd (US Trust
account)
#4 &n= bsp; 3/15/2013 ... Bank of Scotland acct)
#3 &n= bsp; 5/22/2013 $1,600,000 transferred from JMWT Acquisition LL= P to JMWT Ltd (US Trust
account)
#4 &n= bsp; 5/22/2013 ... JMWTAcqui= sition LLP
#3 &n= bsp; 3/14/13 $1,600,000 transferred from JMWT Acquisition LLP = to JMWT Ltd (Bank of
Scotland acct)
#1 &= nbsp; 5/31/13 $1,600,000 transferred from
https://www.justice.gov/epstein/files/DataSet%209/EFTA01194916.pdf
EFTA00658508Set 9
2015-02-241p118w
loan
#2 3/14/13 $1,600,000 transferred from PLB LLC to JMWT Acquisition LLP
#3 3/14/13 $1,600,000 transferred from JMWT Acquisition LLP to JMWT Ltd
#1 5/31/13 ... loan
#2 5/31/13 $1,600,000 transferred from PLB LLC to JMWT Acquisition LLP
#3 5/31/13 $1,600,000 transferred from JMWT Acquisition LLP to JMWT Ltd #1
Eileen Alexanderson
https://www.justice.gov/epstein/files/DataSet%209/EFTA00658508.pdf
EFTA00863691Set 9
2015-02-242p239w
loan
#2 3/14/13 $1,600,000 transferred from PLB LLC to JMWT Acquisition LLP
#3 3/14/13 $1,600,000 transferred from JMWT Acquisition LLP to JMWT Ltd (Bank of Scotland ... loan
#2 5/31/13 $1,600,000 transferred from PLB LLC to JMWT Acquisition LLP
#3 5/31/13 $1,600,000 transferred from JMWT Acquisition LLP to JMWT Ltd (Bank of Scotland
https://www.justice.gov/epstein/files/DataSet%209/EFTA00863691.pdf
EFTA00604453Set 9
2013-03-3112p1,388w
Account Number
l,,,IIII,,,II Illil,al,l,.I
U.S. TRUST 'ems
JMWT ACQUISITION LLP
BLACK FAMILY PARTNERS LP
Our Online Banking service allows you to check balances, track account ... Tampa, FL 33622.5118
Deposit Accounts
Business Fundamentals Chk
JMWT ACQUISITION LLP
Your Account at a Glance
Account Number Statement Beginning Balance $0.00
Statement Period 03/14/111MM Amount of Deposits/Credits ... Average Ledger Balance $88,888.88
EFTA00604453
H
Page 2 of 3
Statement Period
JMWT ACQUISITION 112 03/14/13 through 03/31/13
ID P PB 0B 60
Account Number
Deposits and Credits
Date
https://www.justice.gov/epstein/files/DataSet%209/EFTA00604453.pdf
EFTA01196731Set 9
2012-10-0311p3,346w
JMWT ACQUISITION LLP
(the "LLP")
MINUTES of a meeting of the members of the LLP held at ..............................
......... ............... .............. on 3 October 2012.
PRESENT: Leon Black (representative of JMWT LLC) (chairman)
Debra ... Shares
Subscription Price;
3.2 a draft subscription agreement to be entered into between JMWT Acquisition LLP (1),
JMWT TopCo Limited (2), Midco (3) and the Company (4) (the "Subscription Agreement ... Application"); and
2.3 the issue of 100 ordinary shares ("Shares') by the Company to JMWT Acquisition LLP
("JMWT LLP") for a total subscription price of £27,470.000 (the 'Subscription Price
https://www.justice.gov/epstein/files/DataSet%209/EFTA01196731.pdf
EFTA02711006Set 11
9p2,432w
Date 2-3 )-c fn 2014
PHAIDON GLOBAL LLC
PHAIDON LLC
JMWT ACQUISITION LLP
JMWT TOPCO LIMITED
JMWT MIDCO LIMITED
JMWT LIMITED
UMBRELLA AGREEMENT
MACFARLAN E S
Macfarlanes ... Centerville Rd, Suite 400, Wilmington, DE
19808, United States of America ("Phaidon")
3 JMWT ACQUISITION LLP (a limited liability partnership registered in England and Wales
under number OC378972) whose registered ... behalf of PHAIDON
LLC Director
SIGNED by
for and on behalf of JMWT
ACQUISITION LLP Member
SIGNED by
for and on behalf of JMWT
TOPCO LIMITED Director
7 29074893.1
EFTA
https://www.justice.gov/epstein/files/DataSet%2011/EFTA02711006.pdf