EFTA00803491.pdf

I ik/ Cr 'WPMVO4IP•Ves _dile 40 Ati\W - ' 41 •1.•- veZek\bk. Nitmkra„i NV-2i\ "e7ixICA. 4.•• v ir Ns\vs,wrortrtleV•46.0.7.:fra,Afingi . Nett\ vivezoL Nuts- -054 -44e- fr74;77APAW_ erir-47411$ P tit " -as!ale i--amili ts,ytpp --,;:aterett,S("ftSts. ' 01 1:1,las p NTittn 44\\ February 28, 2O19 Pr.-data:Mt\ /jet o ►r nit EFTA00803491  Confidential Important Legal Considerations his document is conficential. is intended only for the person to whom it has been provided and under no This document is not intended to be. nor should it be construed or used as an offer to sell, or a solicitation of any offer circumstance may a copy be shown, copied, transmitted, or otherwise given to any person other than the authorized to buy, interests or shares in the Funds. No offer or solicitation may be made prior to the delivery of a definitive recipient without the prior written consent of Honeycomb Asset Management LP (the "Investment Manager"). offering memorandum (the "Memorandum") which will contain additional information about the Funds, including Notwithstanding anything to the contrary herein, each recipient of this document may disclose to any and all persons. disclosures relating to risk factors and conflicts of interest. The information contained herein does not take into without limitation of any kind. the tax treatment and tax structure of: (i) Honeycomb Master Fund LP (the "Master account the particular investment objectives or financial circumstances of any specific person who may receive it and Fund"). Honeycomb Intermediate Fund LP (the "Intermediate Fund"), Honeycomb Offshore Fund Ltd. (the "Offshore is qualified in its entirety by the Memorandum. In the event of any discrepancies between the information contained Fund"). Honeycomb Partners LP. (the "U.S. Partnership", and collectively, the "Funds") and (ii) any of their herein and the Memorandum. the Memorandum will control. The information herein is not intended to provide, and transactions. and all materials of any kind (including opinions or other tax analyses) relating to such tax treatment and should not be relied upon for. accounting, legal or tax advice or investment recommendations. Each recipient of this tax structure, it being understood that "tax treatment" and "tax structure" do not include the name or identifying document should make an independent investigation as to all matters concerning an investment in the Funds or information of a Fund or a transaction. otherwise described herein. including consulting with its own tax. legal, accounting or other advisors about such matters. In making an investment decision, investors must rely upon their own examination of the Funds and I the Please note that Honeycomb Master Fund LP includes all or substantially all investible assets from its feeder funds, terms of the offering. including the merits and risks involved. Honeycomb Partners LP, Honeycomb Intermediate Fund LP and Honeycomb Offshore Fund Ltd. However. investors are expected to invest at the feeder fund not at the master fund level. The reflected returns provided herein assume a An investment in the Funds may not be suitable for all investors. An investment in the Funds will be suitable only for representative investor invested in the U.S. Partnership in each of (i) the Class A interests that are subject to a certain financially sophisticated investors who meet certain eligibility requirements, have no need for immediate management fee of 2% and incentive allocation of 2O% per annum and (ii) the Class B interests that are subject to a liquidity in their investment, and can bear the risk of an investment in the Funds for an extended period of time. management fee of 1.5% and an incentive allocation of 2O% per annum. "Net Return" reflects the performance of the Investing in financial markets involves a substantial degree of risk. There can be no assurance that the investment U.S. Partnership net of management fee. U.S. Partnership expenses and incentive allocation. "Gross Return" reflects objectives or target returns described herein will be achieved. Investment losses may occur. and investors could lose the performance of the U.S. Partnership net of management fee and U.S. Partnership expenses. but gross of incentive some or all of their investment. No guarantee or representation is made that the Funds' investment program. allocation. The management fee and U.S. Partnership expense figures used for performance calculations are pro- including, without limitation. its investment objectives, diversification strategies. or risk monitoring goals. will be rated for the performance period. and incentive allocation calculations reflect an investment in the U.S. Partnership successful. and investment results may vary substantially over time. Nothing herein is intended to imply that the since its July 1, 2O16 institutional launch date. The reflected returns assume participation by the Class A and B Funds' investment methodology may be considered "conservative". "safe". "risk free" or "risk averse". Economic. representative investor in the U.S. Partnership's "new issue" investments and the reinvestment of dividends and other market and other conditions could also cause the Funds to alter their investment objectives, guidelines and earnings. Individual results will vary (potentially considerably) depending on. among other things, investing at the restrictions. feeder fund rather than the U.S. Partnership level, new issue eligibility, the timing of subscriptions and redemptions, different fee arrangements and any accumulated loss carry-forwards. This performance information is estimated and Certain information contained in this document constitutes "forward-looking statements", which can be identified by the Investment Manager makes no representations as to the accuracy or completeness thereof, and such information the use of forward-looking terminology such as "may", "will", "should". "expect". -anticipate". "target", "project". should not be relied upon as the basis of an investment. The performance information provided herein is based on "estimate". "intend". "continue" or "believe" or the negatives thereof or other variations thereon or comparable unaudited information as of the date hereof and is subject to change as actual performance for the relevant period is terminology. Due to various risks and uncertainties, actual events or results or the actual performance of the Funds finalized. may differ materially from those reflected or contemplated in such forward-looking statements. The estimates. investment strategies. and views expressed in this document are based upon past or current The distribution of the information contained herein may be restricted in certain jurisdictions: accordingly. it is the market conditions and/or data and information provided by unaffiliated third parties (which has not been responsibility of any prospective investor to satisfy itself as to compliance with relevant laws and regulations. The independently verified) and is subject to change without notice. In addition. many of the responses herein are recipient and its professional advisors. by accepting delivery of this document. agree to keep confidential all matters subjective and/or reflect the Investment Manager's best estimates or forecasts on future events. Such statements herein and to return this document promptly upon the request of the Investment Manager. should not be understood to be predictions or guarantees of any particular outcome. The information contained herein is preliminary and is provided for discussion purposes only. This information is only a Past performance and target returns are not indicative nor a guarantee of future returns. Any returns are presented summary of key information; it is not complete and does not contain certain material information about the Funds. including important conflicts of interest and risk factor disclosures associated with an investment in the Funds. The net of all fees and expenses and include the reinvestment of all dividends. interest. income and profits. information contained herein is as of the date hereof and is subject to change without notice. Honeycomb Offshore Fund Ltd. has not been approved for distribution in or from Switzerland by the Swiss Financial This document has been supplied for discussion purposes only. and therefore no representation or warranty is Market Supervisory Authority. As a result. the Offshore Fund's shares may only be offered or distributed to qualified made, whether expressed or implied. by the Funds or the Investment Manager or any of their partners. employees, investors within the meaning of Swiss law. The Representative of the Offshore Fund in Switzerland is Bastions members. or agents as to the accuracy or completeness of the information provided herein. The information Partners Office SA with registered office at Route de Chene 61A.12O8 Geneva, Switzerland. The Paying Agent in contained herein should not be relied upon in making any investment decisions. This document may be amended at Switzerland is Banque Heritage SA. with registered office at Route de Chene 61.12O8 Geneva. Switzerland. The place any t. There is no express or implied obligation to update you of any changes to the information set forth herein. of performance and jurisdiction for shares of the Offshore Fund distributed in or from Switzerland are at the HONEYCOMB registered office of the Representative. ASSET MANAGEMENT LP 2 EFTA00803492  Confidential We Invest in the Future and Short the Past EFTA00803493  Confidential Honeycomb: Our Origin Story • The honeycomb is one of nature's best examples of a scalable and repeatable process driven by a common purpose - this serves as the inspiration to our business. • Strong culture founded upon creativity, intellectual honesty, goodwill and compliance. • We look for secular growth opportunities as the foundation of our portfolio. • A symbiotic relationship between our team and our capital partners is critical to our success. HONEYCOMB ASSET MANAGEMENT LP 4 EFTA00803494 Honeycomb: Growth, Creativity and Scalability Honeycomb seeks innovation, new total addressable markets, transformational stories led by exceptional o yco b is leaders, growing markets and businesses in transition. sterpie • e of We seek to generate alpha through a flexible long/short ,engfrie ring that i abSolut y.erfec strategy that invests in opportunities that are driving and disrupting the future, while shorting opportunities that are not keeping pace with innovation. in econorni ng labc4 and rn eri Is. - Charles Darwin • HONEYCOMB ASSET MANAGEMENT LA EFTA00803495  Confidential Executive Summary Strategy Leadership • Long/short equity fund targeting • Led by David Fiszel, former Senior Portfolio mid-teens returns Manager at Point72 — one of the longest- • Focus on growth investments balanced with value tenured PMs with one of the largest, most positions with attractive risk/reward successful public/private portfolios. • Optional private co-investment opportunities • Partner at Omega • 2O+ years experience Philosophy • Invest in the future, short the past Risk Management • Creative idea generation with flexible mindset • Stay disciplined: seek to cut losses and let • Scalable and repeatable research process winners run • When the fact pattern changes, stay • Concentrated, high-conviction ideas intellectually honest • Tactical risk management • Dynamic gross exposure used as an offensive • Fundamental price target discipline and defensive tool Aligned Interests Established Capital Partnership • David Fiszel is the second-largest investor in the Fund • July 2O16 institutional launch with high • Firm assets $7OO+mm quality and diverse partners • Honeycomb's capital partners span the globe and include sovereign wealth funds and endowments 'Target returns are provided as general guidance only and there can be no guarantee that such returns will be achieved or that an investment in the fund will be profitable. (1) HONEYCOMB ASSET MANAGEMENT LP 6 EFTA00803496 Stable core, with commitment to Mental flexibility, Holistic approach to public constant learning intellectual honesty market investments Skills honed during both bull and bear Develop a key thesis and look out for We think far beyond the next earnings markets. Honeycomb seeks to attract changes. We look beyond our sector cycle. Our goal is to achieve a holistic the best and brightest. focus for inspiration. We are constantly view and seek alpha over the near, challenging ourselves and our theses. medium and long term. HONEYCOMB ASSET MANAGEMENT LP 7 EFTA00803497  Confidential David J. Fiszel: Career Overview SAC Capital Rhombus SAC/Point72 Asset Management Omega Advisors Advisors Capital Portfolio Manager Added exposure to Honeycomb Partner, Financial Analyst Portfolio Manager Founder, CIO Public Investments Venture Capital Founder, CIO (1996-2000) (2000-2004) (2004-2007) (2008-2015) (2011-2015) (July 2016 launch) I I I 1 I 2000 1 2001 I 2002 I 2003 I 2004 I 2005 I 2006 I 2007 I 2008 I 2009 I 2010 I 2011 I 2012 I 2013 I 2014 I 2015 I 2016 I 2017 I 2018 • Youngest Partner • Managed $150mm • $200mm AUM • Rejoined SAC • Private investments, • Head of Media & Telecom Gross Market Value • No down years to run $400mm including in Palantir, portfolio • Institutional portfolio, Facebook and Investor's 20 Rising which he grew Twitter Stars of Hedge to $1.6B Funds of 2007 ' Past performance is not indicative of future results. The portfolios of the Honeycomb funds differ from the portfolios of vehicles previously managed by Mr. Fiszel, including, without limitation, with respect to the use of leverage and the scope of permitted investment activity. HONEYCOMB ASSET MANAGEMENT LP 8 EFTA00803498  Confidential A Hive of Ideation, Thought Leadership Collaborative, results-oriented organizational structure David J. Fiszel Founder & Investment Team Chief Investment Officer Business Team S Joyce Jen Josh Resnick S Vick Sandhu S Dominique Ahumada Investment Head of Chief Operating Head of Capital Partner & Trading & Risk Officer, General Partnerships & Talent Head of Research Management Counsel & Chief Compliance Officer S Andrew Ruben Investment Allan Yang Investment Nan Li China S Ken Chan Chief Financial Officer • Dana Procope Office Manager & Analyst Analyst Research Executive Associate • Dana Shakked Controller Assistant HONEYCOMB ASSET MANAGEMENT LP 9 EFTA00803499  Confidential Investment Framework Employ our established and Calculate the risk/reward investment profile repeatable fundamental process in • Use precision analysis underpinned by an effort to generate alpha fundamental approach Flexible investment "playbooks" Identify the key fulcrum points that • Experience across different market impact future value environments Leverage private company Maintain active and disciplined risk research to inform public market management at portfolio and position-level decision making ' This is a high-level overview of a complex process. In actual trading and investment decision-making, steps may be reordered, substituted, modified or omitted. There can be no guarantee that Honeycomb's investment framework will be successful. HONEYCOMB ASSET MANAGEMENT LP 10 EFTA00803500  Confidential Portfolio Construction Guidelines Number Of Positions Longs: generally 25 to 35 Shorts: generally 25 to 35 Utilize customized basket, equity option and ETF hedges when appropriate Concentration Targets Top 1O long positions: typically 6O% to 8O% of capital Top 1O short positions: typically 3O% to 5O% of capital Representative Gross Expected range of 15O% to 275% Exposure Representative Net Flexible, and generally, 3O% to 6O% in normalized market environments Exposure Market Cap Portfolio will be primarily mid, large and mega cap stocks Geographic Focus Global Sector Focus TMT and Consumer with a portion of the portfolio focusing on generalist positions The general guidelines above are based on current portfolio projections and are subject to change without notice. These guidelines are not firm limits and are presented for informational purposes only and should not be relied upon. Honeycomb's funds are not subject to formal concentration or exposure limits. HONEYCOMB ASSET MANAGEMENT LP 11 EFTA00803501  Confidential Investment Process Scalable, repeatable, organic and collaborative • Ongoing mining of sector coverage • Proactively review theses • Gain real-time perspective of and new companies • Identify potential catalytic events target potential risk/reward • Analyze opportunistic events • Seek to hedge unwanted risks (market, • Seek to rotate capital into (earnings, mergers, spin-offs, the highest and best use at industry, currency, factor, etc.) and monitor restructurings, etc.) all times correlation metrics 4 2 Structured Idea Interaction Generation Ongoing Analysis Toolkit: Real-time Research and Due Diligence \./ of Portfolio Construction Dashboard of Investable Universe • Assess business and industry • Engage in active dialogue fundamentals using data- • Daily portfolio review: current driven and qualitative tactics positions, sizing, new ideas • 300+ interconnected models • Weekly = meetings: discuss provide depth of analysis emerging themes and high- with room for bespoke inputs level trends ' This is a high-level overview of a complex process. In actual trading and investment decision-making, steps may be reordered, substituted, modified or omitted. There can be no guarantee that Honeycomb's investment process will be successful. I ."---..--- HONEYCOMB ASSET MANAGEMENT LP 12 EFTA00803502 Price Target and Risk/Reward Discipline When do we initiate a position? • Risk/reward target should be better than 2:1 • Attractive price target/expected return • High conviction level • Key investment criteria are met • Detailed diligence checklist is complete Why would we change position sizing? • New information changes our view • Price target or risk/reward changes • Better risk/reward in other names (better use of capital) • Portfolio re-balancing/risk management • Conviction level changes ' This is a high-level overview of a complex process. In actual trading and investment decision-making, steps may be substituted, modified or omitted. There can be no guarantee that Honeycomb's investment process will be successful. "------.''' HONEYCOMB ASSET MANAGEMENT LP EFTA00803503  Confidential Risk Management Core to Honeycomb Focused on booking = on both winners and losers Position Portfolio Nimble Tactical Risk/Reward Level Review Gross Exposure Risk Management • Reassess long/short ideas • Portfolio level 5% • During drawdowns • Opportunistically trade at 1O% peak to trough drawdown generally use gross exposure around core positions • Reevaluate trading/ triggers mandatory management as a based on fundamental opportunistic situations portfolio review tool to lessen risk by price targets to seek at material catalyst cutting long and alpha generation during • No single sub sector short exposures market dislocations and expected to represent non-fundamental volatility more than 5O% of portfolio • Use daily profit and loss (measured at cost) as a tool for monitoring volatility • Seek to play offense and use dry powder opportunistically ' The risk management techniques above are general guidelines and may not be used in all instances or be effective. HONEYCOMB ASSET MANAGEMENT LP 14 EFTA00803504  Confidential Historical Performance of Long/Short Book Class A - 2/20 (%) (as of February 28. 2019) Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec YTD ITD Gross 4.9 5.8 10.9% 55.2% 2019 Net 3.9 4.6 8.7% 42.9% Gross 8.7 (4.0) (1.8) 4.3 2.4 1.7 1.5 1.5 1.3 (7.0) 2.6 (3.9) 6.5% 2018 Net 7.0 (3.3) (1.4) 3.4 2.0 1.4 1.2 1.2 1.1 (5.8) 2.1 (3.1) 5.2% Gross 10.1 (1.7) 3.2 4.8 (1.7) 0.2 6.0 1.6 (1.2) 5.5 (4.0) 1.6 26.2% 2017 Net 8.1 (1.4) 2.6 4.0 (1.4) 0.2 4.9 1.3 (1.0) 4.6 (3.4) 1.3 21.0% Gross 0.5 6.2 3.3 (0.5) (5.1) 0.0 4.1% 2016 Net 4.9 2.6 (0.4) (4.2) 0.0 3.3% •C6' Class B - 1.5/20 (%) (as of February 28. 2019) .SL Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec YTD ITD Gross 4.9 5.8 11.0% 57.1% 2019 Net 4.0 4.7 8.8% 44.3% Gross 8.8 (4.0) (1.7) 4.3 2.5 1.7 1.6 1.5 1.3 (7.0) 2.6 (3.8) 7.0% 2018 Net 7.0 (3.2) (1.4) 3.5 2.0 1.4 1.3 1.3 1.1 (5.8) 2.1 (3.1) 5.6% Gross 10.1 (1.7) 3.2 4.9 (1.7) 0.2 6.1 1.6 (1.1) 5.5 (4.0) 1.6 26.7% 2017 Net 8.1 (1.4) 2.6 4.0 (1.4) 0.2 5.0 1.4 (1.0) 4.6 (3.3) 1.3 21.4% Gross 0.5 6.2 3.3 (0.4) (5.1) 0.1 4.3% 2016 Net 0.4 5.0 2.7 (0.3) (4.1) 0.1 3.5% 'Estimated performance results are as of Honeycomb Master Fund LP's July 1, 2016 institutional launch date. Internal capital anchored our June 2016 soft launch which also included select friends and family capital. For a representative Class A investor in the Fund since June 2016. net performance for June 2016 was -3.4%. Please see "Important Legal Considerations" on page 2 hereof for additional information regarding the above returns. HONEYCOMB AGGET MANAGEMENT LP 15 EFTA00803505 Summary of Fund Terms and Service Providers Class A 2.0% Management fee 20% Incentive allocation Soft-lock: 12 months (4% early withdrawal fee) Liquidity: Quarterly liquidity with 60 days' notice Class B 1.5% Management fee 20% Incentive allocation Soft-lock: 12 months (4% early withdrawal fee) Liquidity: Quarterly liquidity with 60 days' notice Gate: 25% Investor-Level Gate Privates Optional Opt-in/out side-pocket (max 10% of investment) Prime Brokers Goldman Sachs Morgan Stanley Legal Counsel Schulte Roth & Zabel LLP Admin and Auditor Administrator: Morgan Stanley Fund Services Auditor: PwC LLP HONEYCOMB ASSET MANAGEMENT LP EFTA00803506  Confidential For those who elect to participate in the side pocket, here is our private portfolio: Evolving Beyond Our Public Portfolio Private Investments Timeline Start-ups are staying private for longer. We allow investors to 03 2018 access private strategies, including Q2 2018 MM late-stage "crossover" AT u TENCENT MUSIC FIN NANcIAL ENTERTAINMENT opportunities before companies go public. First realization achieved in May 2018: 75% net return O David's Private Investing History • 2O1O: Started private company O Private Investments