EFTA00805921.pdf

nicotEngi1 Potential Investor Materials EFTA00805921 Disclaimer NOT FOR DISTRIBUTION TO THE GENERAL PUBLIC. The information contained herein is highly confidential and is being provided to you for informational purposes only and is not an offer to sell or a solicitation of an offer to buy an interest in an investment vehicle sponsored by Neoteny (as hereinafter defined) or its affiliates, or any other security, which may only be made pursuant to the delivery of the related organizational and offering documents for such investment vehicle (the "Organizational Documents"). The information contained herein is qualified in its entirety by the applicable Organizational Documents. You should not rely_ on the information contained herein or on any other information that is not contained in the Organizational Documents in making any investment decision. No sale of securities will be made in any jurisdiction in which the offer, solicitation or sale is not authorized or to any person to whom it is unlawful to make the offer, solicitation or sale. The information contained herein is intended solely for the use of the person to whom it has been delivered and is not to be reproduced or distributed to any other persons (other than professional advisors of the person to whom it has been delivered). No information contained herein should be construed as legal, tax or financial advice. Except where otherwise indicated herein, the information provided herein is as of [DATED, and there is no obligation to update or otherwise revise such information after such date. No representation or warranty (express or impfied) is made or can be given with respect to the accuracy or completeness of any information contained herein. Neoteny 4 — Potential Investor Materials 2 EFTA00805922 Table of Contents • Introduction • Summary of Terms • Team • Investment Themes • Lead Investor • Track Record Neoteny 4 — Potential Investor Materials 3 EFTA00805923 Introduction • Neoteny 4 ("Neoteny") is a new fund being formed by a company controlled by Joichi Ito ("Joi"), director of the MIT Media Lab. • Neoteny will be focused on investing in primarily early stage technology companies—largely sourced through Joi's extensive network including other investors, previous portfolio company entrepreneurs, Media Lab alumni and the broader academic network. • Neoteny will be opportunistic in its investing, but will focus on IT (including B2B/enterprise, consumer, hardware/IoT, machine learning/AI) and life sciences/biotech (including traditional and non-traditional therapeutics and diagnostics). • Neoteny and Joi will use visibility of trends to identify opportunity areas and a broad network of business, academic and investor contacts to support portfolio companies. Having focused on this stage and sector for over 20 years, Joi has developed an extensive network for both dealflow, follow-on funding and exits. Neoteny 4 — Potential Investor Materials 4 EFTA00805924  Summary of Terms Fund Size ■ $30 - $50 million ■ 2% management fee Fee / Carry ■ 20% carry ■ Target investments of $2410 million per deal Equity Check Size ■ Lower investments tickets on an opportunistic and limited basis in case of high growth profile and follow-on potential Ownership ■ Passive and active minority ■ Customary active minority rights Governance ■ Board representation where investment size warrants Geographies ■ Global (including Asia) Stage ■ Seed to Series A and opportunistic later-stage deals Subsectors ■ In-line with the broader consumer trends that are impacting the industry Neoteny 4 — Potential Investor Materials 5 EFTA00805925 Team Joichi "Joi" Ito is the director of the MIT Media Lab and a professor of the practice in Media Arts and Sciences at MIT. Ito has been recognized for his work in both for profit and non-profit organizations in the development of the Internet having started and run numerous companies including PSINet Japan, Infoseek Japan, Digital Garage and many others. Ito was an early stage investor in numerous companies, including Flickr, littleBits, Formlabs, Kickstarter, and Twitter. Ito has served on the boards of the Internet Corporation for Assigned Names and Numbers (ICANN), The Open Source Initiative, Creative Commons, The Mozilla Foundation and other non-profits which helped coordinate the development of the Internet. Ito has been investing professionally since 2000 when he established Neoteny, an investment firm in Tokyo. Ito is chair of the board of PureTech Health, an advanced, clinical-stage biopharmaceutical company listed on the London Stock Exchange. He serves on the board of The New York Times Company. He also serves as a strategic advisor to the Sony Corporation where he served as a board member until June 2017. He is an Independent Senior Advisor to the Minister for Financial Services. In 2011, he received the Lifetime Achievement Award from the Oxford Internet Institute. In 2013, he received an honorary from The New School in New York City, and in 2015 an honorary Doctor of Humane Letters degree from Tufts University. In 2014, Ito was inducted into the SXSW Interactive Hall of Fame; also In 2014, he was one of the recipients of the Golden Plate award from the Academy of Achievement. In 2017, he received the IRI Medal. He is co-author with Jeff Howe of Whiplash: How to Survive Our Faster Future (Grand Central Publishing, December, 2016). Ito is a member of the 2017 class of the American Academy of Arts and Sciences and a Visiting Professor of Law from Practice at the Harvard Law School. Adam Mullinax brings over 8 years of experience investing in the private equity and venture capital, with a broad exposure to both B2B and B2C businesses. He brings strong expertise in sourcing, diligencing and structuring new investments, as well as working directly with portfolio companies. He is currently a Vice President with Ambrosia Investments, an investment firm focused on the food & agriculture sectors and previously worked at Beechwood Capital, Arlon Capital Partners, as well as Moelis & Company and JP Morgan. B.S. in Finance from Leonard N. Stem School of Business at New York University. Neoteny 4 — Potential Investor Materials 6 EFTA00805926 Investment Themes • Artificial intelligence / machine learning • Convergence of healthcare & technology • Internet of Things / cloud connectivity • Wearables • Virtual reality / augmented reality • Cybersecurity • Online gaming • Advanced design and manufacturing • Consumer Internet • Autonomous vehicles and systems Neoteny 4 — Potential Investor Materials 7 EFTA00805927 Lead Investor • Ncoteny has strong support from a number of key investors and successful entrepreneurs in the industry. • In particular, Reid Hoffman, co-founder of LinkedIn, has committed [$5-10 million] as an anchor investor in Neoteny and will lend his expertise and experience to help Neoteny find investors, source deals, diligence investment opportunities and add value to portfolio companies. Neoteny 4 — Potential Investor Materials 8 EFTA00805928 Track Record • Neoteny (N1) was established in 2000 in the heyday of incubators that were trading a large multiple of their net asset value and was structured as a company. We were funded by primarily by VC JH Whitney and raised 38M. The venture was ultimately not financially successful, but helped develop a global network of investors and entrepreneurs. • Neoteny Labs (N2) is a $5 million fund that was established in 2010. N2 was focused on investing in USA and Singapore with a special arrangement with the Singapore government to take advantage of a convertible note structure designed to decrease risk and leverage investments in Singapore-based companies. Viki, a company based in Singapore, was acquired by Rakuten and returned the fund's paid in principle and a return to investors. Other exits include SeatMe (acquired by Yelp), Lanyrd (acquired by Eventbrite) and SocialWire (acquired by Rakuten). The fund continues to hold several strong portfolio companies, such as littleBits, Formlabs, Blackstorm Labs, HelloSign and a number of other growing companies. • Neoteny 3 is a $9 million fund that was established in 2015. It invested up to $250 thousand per deal as either a co-investor or an angel investor (did not lead deals). Neoteny 3 is nearing the end of its investment period, but has reserved some capital for follow-on investments. There have not yet been any substantial exits to date, but many of the portfolio companies are continuing to grow and are attracting additional investments at higher valuations. Neoteny 4 — Potential Investor Materials 9 EFTA00805929