Santa Monica Pictures, LLC, Perry Lerner, Tax Matters Partner - Page 255

                                        -322-                                         
          film rights before the CDR transaction was not only deficient but           
          essentially nonexistent.  We reach our conclusions primarily on             
          the basis of that evidence.  We refer to Ms. Nemschoff’s report             
          and testimony only as additional support for our conclusions.               
               3.  Mr. Shapiro                                                        
               Mr. Shapiro has a Ph.D. in economics and is a professor of             
          banking and finance at the Marshall School of Business,                     
          University of Southern California.  Mr. Shapiro has held a number           
          of professorial positions and has taught banking, finance, and              
          economics at a number of institutions in the U.S. and abroad.               
          Mr. Shapiro has authored numerous articles and books on banking,            
          finance, and economics, and he has testified in a number of court           
          proceedings.                                                                
                    a.  Mr. Shapiro’s Expert Opinion220                               
               Mr. Shapiro submitted his report and testimony on the                  
          following matters:                                                          
                    (i) the value of the SMHC stock that CLIS                         
               contributed to SMP at the time it was contributed;                     
                    (ii) the value of the $79,912,955 of indebtedness                 
               that MGM Group Holdings owed to CLIS and the                           
               $974,296,600 of indebtedness that MGM Group Holdings                   
               owed to Generale Bank at the time those items were                     
               contributed to SMP; and                                                




               220 Mr. Shapiro also submitted a rebuttal report to Mr.                
          Crawford’s expert opinion, which we received into evidence                  
          without objection.                                                          





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