From: Paul Barrett

From: Paul Barrett To: J czjeeyacation@,gmail.com> CC: Richard Kahn Subject: Media fund bridge loan Date: Fri, 19 Oct 2018 15:38:38 +0000 Attachments: Project_Ellipsis_lndicative_Term_Sheet.pdf; ATT00001.htm Jeffrey Passing this along from MS: MS looking for what is effectively a bridge loan before closing their media/licensing fund. They are paying 12% for what will likely be a 12 month loan (it does have 2x 6 month extensions). After repayment you get a pro-rata 20% of the fund's 20% performance fees. Target size for the fund is $350MM. They are looking for $50MM for this loan. For $5MM loan: Assuming you get repaid on the loan, the fund ends up at $175MM and they achieve 10% IRRs you would be entitled to - $650K payout at the end (assumed 7 years) Assuming you get repaid on the loan, the fund ends up at $350MM and they achieve 15% IRRs you would be entitled to -$2.49mm payout at the end (assumed 7 years) If they can't raise $50MM from L.Ps for the fund after 2 years, the loan converts into equity and you own the assets that will be managed by the same So risk is they can't raise sufficient interests. They plan on raising the fund through their Wealth Management division. Paul Paul Barrett Alpha Group Capital LLC 142 W 57th Street 11th Floor New York NY 10019 646-876-5277 (o) 646-342-6930 (c) Begin forwarded message: From: "Atlas, Andrew S" Date: October 15, 2018 at 5:03:45 PM EDT To: "Paul Barrett Subject: Warehouse Outreach Hi Paul, Morgan Stanley has been engaged by EIIV Group, a newly formed fund manager to structure and syndicate a $50MM warehouse facility. The $50MM warehouse will be used to finance the acquisition of a music catalogue and a minority interest in a production company. Please see below for investment highlights. • Short-dated warehouse facility offers attractive annual cash yield of 12% • Equity interest in proposed fund through retained ownership stake in EIIV GP (i.e., carry) • Financing the acquisition of: EFTA01019156 • The music catalogue of Jeff Bhasker, a well-known songwriter / producer of numerous #1 hits (e.g., Uptown Funk, Girl on Fire) • Minority stake in an independent film and television production company backed by high quality strategic and financial investors, including AMC and the Emerson Collective • EIIV is pursuing a strategic partnership with one of the largest music groups in the world offers strong source of continued music catalogue supply and expertise for fund to leverage • Best-in-class management team with longstanding relationships across music, film and television Andrew S. Atlas Senior Vice President Equity Sales/Middle Markets Group Financial Advisor Morgan Stanley Wealth Management 1290 Avenue of the Americas, 12th Floor I New York, NY 10104 Tel/Direct: Fax: +1 201 633 8007 NMLS ID p 1326736 NOTICE: Morgan Stanley is not acting as a municipal advisor and the opinions or views contained herein are not intended to be. and do not constitute, advice within the meaning of Section 975 of the Dodd-Frank Wall Street Reform and Consumer Protection Act. If you have received this communication in error. please destroy all electronic and paper copies and notify the sender immediately. Mistransmission is not intended to waive confidentiality or privilege. Morgan Stanley reserves the right, to the extent required and/or permitted under applicable law, to monitor electronic communications, including telephone calls with Morgan Stanley personnel. This message is subject to the Morgan Stanley General Disclaimers available at the following link: http://www.morgianslanley.cornedisdaimers. II you cannot access the links, please notify us by reply message and we will send the contents to you. By communicating with Morgan Stanley you acknowledge that you have read. understand and consent. (where applicable), to the foregoing and the Morgan Stanley General Disclaimers. EFTA01019157