EFTA00805860.pdf

Neoteny 3, LP - Fund Partnership Neoteny 3 Management, LLC - General Partner coton/q3 Investor Update October 23, 2017 do Neoteny 3 Management, LLC do Prague & Company, P.C. 15 Walnut Street, Suite 150 Wellesley, MA 02481 USA Phone: +1 (781) 237-5555, ext. 202 Fax: +1 f 78 U 237-7779 E-mail 1: E-mail 2: www.neoteny.com EFTA00805860  nitotcnici3 Investment Report: October 23. 2017 CONTENTS INVESTOR UPDATE 4 Affinity Hive. Inc. 6 AOBiome LLC 7 ASAPP, Inc. 8 Blackstorm Labs Inc 9 Bonfire Studios, Inc 10 Brave Software, Inc 11 Caffeine Inc. 12 Crowd Supply. Inc 13 Dubset Media Holdings. Inc. 14 Emerald Cloud Lab 15 gur8, Inc. 16 Formlabs Inc 17 Grasscrown, Inc 18 HE DIY. PBC 19 IdeaFlow, Inc 20 InteraXon Inc 21 Kemoko, Inc. 22 Kiang Games GmbH 23 Knit Health, Inc. 24 Leade.rs. Inc. 25 Lumii, Inc. 26 Luminoso Technologies, Inc. 27 Move38, Inc. 28 Nuna Incorporated 29 OH2 Laboratories, LLC 30 Optimus Ride Inc. 31 Neoteny 3. LP I CONFIDENTIAL - NOT FOR DISTRIBUTION 2 EFTA00805861  Investment Repon: October 23. 2017 1)1tO16t1)1(13 Ori. Inc. 32 Pixel Labs. Inc 33 Sannpa Limited 34 Shuttersong Incorporated 35 Top Flight Technologies, Inc. 36 Tulip Interfaces. Inc. 37 Twine Health. Inc 38 udu. Inc 39 Wait What LLC 40 Wearal it y Corporation 41 Wise Systems Inc. 42 Neoteny 3. LP I CONFIDENTIAL - NOT FOR DISTRIBUTION 3 EFTA00805862 itytottivqz Investment Report: October 23, 2017 INVESTOR UPDATE Dear Partners, As Neoteny 3, LP (the "Fund") transitions from making investments in new portfolio companies to solely focusing on supporting and funding its current portfolio companies, I thought it would be an appropriate time to provide you with a more comprehensive overview of the Fund's current portfolio. Enclosed you will find a one page summary for each portfolio company, which includes information about the Fund's investment in such company as well as a company description and current highlights from the business. The Fund reports all financial information on a U.S. tax basis and generally does not provide valuations with respect to its investments. However, solely for purposes of this investor update, valuation information, to the extent available, has been provided for your reference. Values have been reported on the following basis: • Stock investments are valued based on Internal Revenue Code Section 409A valuations, most recent funding rounds (subsequent to the Fund's investment), and certain other methods, as provided by the portfolio companies. If no valuation information is available or the Fund participated in the most recent funding round, then the stock investment is held at cost, which is equal to the stock purchase price, or to the extent a convertible promissory note has converted into stock, then it is equal to the convertible promissory note principal plus accrued interest. • Debt investments are valued at cost, which is equal to the convertible promissory note principal. • Simple Agreements for Future Equity (SAFEs) are valued at cost, which is equal to the instrument's purchase price. • Warrants are valued at nil. • To the extent portfolio companies have signaled a material downturn in their business operations and/or the ability to obtain funding, the value of such companies have been written down to zero under the assumption that the Fund would receive no payout upon the liquidation of these portfolio companies. Neoteny 3, LP I CONFIDENTIAL - NOT FOR DISTRIBUTION 4 EFTA00805863  lyto[4ffivq3 Investment Report: October 23, 2017 An Internal Revenue Code Section 409A valuation is generally performed to establish the exercise price for a company's stock option grants (a form of deferred compensation). The Fund's investments are illiquid in nature with little, if any, market activity. Considerable judgment is required to determine the estimates of value. Accordingly, the estimates of value presented herein are not necessarily indicative of the amounts that the Fund could realize in an arm's length transaction. The use of different market assumptions and/or estimation methodologies may have a material effect on the estimated values. The values of the portfolio companies in the aggregate should not be construed as the value of the Fund itself. No discount has been taken into account for lack of marketability and/or lack of control. Lastly, note that the amount invested for each portfolio company is the sum of the investment acquisition price, capitalized costs, and to the extent a convertible promissory note has converted into stock, the accrued interest at the time of conversion. For those participating in the video online mixer hosted by Affinity Hive, the enclosed information could prove to be a helpful resource to reference in conjunction with or prior to watching the videos. The information provided herein is confidential in nature. Please do not distribute or discuss this information with others. Please direct any questions or comments on the information provided to the Fund. Thank you in advance for your cooperation. Sincerely, JoicM , • as manager of Neoteny 3 Management, LLC, the General Partner of Neoteny 3, LP Neoteny 3, LP I CONFIDENTIAL - NOT FOR DISTRIBUTION EFTA00805864 04ffoi6ffnA iz Investment Report: October 23, 2017 Affinity Hive, Inc. 2627 Hanover St Palo Alto, CA 94304 CEO: Cameron Teitelman Website: https://affinityhive.com Investment: No. of Investment Value Shares Date Description Amount Invested Value Methodology Simple Agreement for - 8/8/2017 $ 250.000.00 $ 250.000.00 Cost Basis Future Equity (SAFE) Total $ 250,000.00 $ 250,000.00 Company Description: Affinity Hive, Inc. ("Affinity Hive") is creating a way for groups of people with similar professional interests and goals to meet-up online and build professional relationships and conduct business. Company Highlights: • Affinity Hive ran its 5th online event with an 8x lift in qualified leads generated vs. comparable offline event with 6x less time spent. • Affinity Hive will be running the Neoteny 3, LP online meet up between portfolio companies and investors. • Affinity Hive is seeking introductions to conference organizers, industry experts, and introductions to strategic angels who have expertise in online video, conferences, and professional networks. • Affinity Hive intends to create a new category of online video workflows for professional networking and business interactions. Neoteny 3, LP I CONFIDENTIAL - NOT FOR DISTRIBUTION 6 EFTA00805865  4to[6tniciz Investment Report: October 23, 2017 AOBiome LLC One Broadway, 14th Floor Cambridge, MA 02142 CEO: Todd Krueger Website: https://aobiome.corn/ Investment. No. of Investment Value Shares Date Description Amount Invested Value Methodology Series C Preferred Stock Valuation based 175.439 3/15/2016 (upon conversion of a S 25,1.890.00 S 498.246.76 on last funding promissory note) round raised Total $ 254,890.00 $ 498,246.76 Company Description: AOBiome LW ("AOBiome") is dedicated to advancing the science of Ammonia Oxidizing Bacteria (AOB) on human health. Topical applications of patented and stabilized AOB can restore the skin's microbiome and potentially impact a wide variety of human health conditions. Company Highlights: • In January 2017, AOBiome partnered with iCarbon X, China's largest health data collection and analysis platform. iCarbon X made a $30 million investment in the company. • AOBiome is developing first-in-class biological therapies for the treatment of both local and systemic inflammatory conditions. • AOBiome also created "Mother Dirt," a line of consumer biome-friendly products targeted at restoring and maintaining the delicate balance of the skin biome. • AOBiome is in the process of completing two Phase 2 clinical trials in Acne and Hypertension. In addition, the company plans to start additional Phase 2 clinical trials in Allergic Rhitinitis, Atopic Dermatitis, and Migraine. Based on the outcome of these Phase 2 clinical trials, the company may advance to Phase 3 clinical trials. That will be dependent on the Phase 2 clinical trials being successful in certain indications. There is no assurance that the Phase 2 clinical trials will be successful. Neoteny 3, LP I CONFIDENTIAL - NOT FOR DISTRIBUTION 7 EFTA00805866 47/4to[4oniqz Investment Report: October 23, 2017 ASAPP, Inc. One World Trade Center, Floor 83, Suite N New York, NY 10006 CEO: Gustavo Sapoznik Website: https://asapp.co/ Investment: No. of Investment Value Shares Date Description Amount Invested Value Methodology Series Seed Preferred Stock 1.038,317 7/23/2015 (upon conversion of a promissory $ 255.869.60 S 253972.60 Cost Basis note, and post a 7-for-1 stock split) 141.773 3/15/2017 Series A Preferred Stock S 201.088.68 S 199999.18 Cost Basis Total $ 456,958.28 $ 453,971.78 Company Description: ASAPP, Inc. combines human and machine intelligence to transform communications. Neoteny 3, LP I CONFIDENTIAL - NOT FOR DISTRIBUTION 8 EFTA00805867  ivoof4tivqz Investment Report: October 23, 2017 Blackstorm Labs Inc. (f/k/a Game Closure, Inc.) 421 Castro Street Mountain View, CA 94041 CEO: Michael Carter Website: http://blackstormlabs.com/ and http://www.gameclosure.com/ Investment: No. of Investment Value Shares Date Description Amount Invested Value Methodology 229.588 9/22/2015 Series A Preferred Stock $ 252.546.67 $ 357.187.05 409A Valuation Total $ 252,546.67 $ 357,187.05 Company Description. Blackstorm Labs Inc. ("Blackstorm Labs," f/k/a Game Closure, Inc.) builds open source cutting edge gaming technology. It created DevKit, an open source tool for game developers to code more quickly and easily using HTML5 and JavaScript, and has now expanded to other gaming tools. Company Highlights: • Blackstorm Labs is in the business of powering and publishing the next wave of top game content across all devices and drive higher user yield than any platform to date at a quicker pace. • Blackstorm Labs has built and launched a premier games platform, called EverWing, which is already live on Facebook Messenger delivering Key Performance Indicators (KPIs) beyond the current top mobile titles, and with no marketing spend. • Moving forward, Blackstorm Labs is rapidly expanding into further blue oceans across over-the-top (OTT) platforms globally with the goal of resetting the mobile games market. • Blackstorm Labs has raised $35.0 million through Series B financing to expand across the globe. Neoteny 3, LP I CONFIDENTIAL - NOT FOR DISTRIBUTION 9 EFTA00805868 1114to[6oniqz Investment Report: October 23, 2017 Bonfire Studios, Inc. 27 Needle Grass Irvine, CA 92603 CEO: Rob Pardo Website: https:/bonfirestudios.com Investment: No. of Investment Value Shares Date Description Amount Invested Value Methodology Series A Preferred Stock 15.589 4/8/2016 (upon conversion of a $ 51.943A)0 $ 63,313.48 409A Valuation promissory note) Total $ 51,943.00 $ 63,313.48 Company Description: Bonfire Studios, Inc. ("Bonfire Studios") is a video game studio located in California. It is focused on making deeply engaging online multiplayer games for core gaming audiences. Company Highlights: • Bonfire Studios is working on the prototype for its first game. • Bonfire Studios is redesigning its website to better represent its values and its current business operations/strategy. A big driver for this change is to strengthen the company's brand and its ability to recruit top talent. • Bonfire Studios currently has a team of 12 people, and continues to identify and hire top talent. Neoteny 3, LP I CONFIDENTIAL - NOT FOR DISTRIBUTION 10 EFTA00805869 14714to[4oniciz Investment Report: October 23, 2017 Brave Software, Inc. 512 Second Street, Floor 2 San Francisco, CA 94107 CEO: Brendan Eich Website: https://brave.com/ Investment: No. of Investment Value Shares Date Description Amount Invested Value Methodology - 6/2912016 Convertible Promissory Note $ 201.57100 $ 200.000.00 Cost Basis Total $ 201,572.00 $ 200,000.00 Company Description: Brave Software, Inc. ("Brave Software") aims to provide a faster, safer, and better internet experience for its users. Through its open source browser, Brave protects users against harmful advertising and 3rd party tracking that impacts the speed and experience of internet browsing. Brave also is working to create an equitable revenue sharing arrangement with content developers that respects user privacy and safety. It has released its first open-source browser. Company Highlights: • Brave Software raised $36 million in an Initial Coin Offering ("ICO"). The ICO consisted of the sale of Basic Attention Token (BAT) on the Etherum (ETH), and thus, the value of such coins with fluctuate with the ETH market. • Brave Software has started to roll out the blockchain digital advertising and services platform that was outlined in the ICO. • There have been 2,719,496 downloads of the Brave brower as of September 29, 2017. • In August 2017, there were 725,850 monthly active users (MAUs). It is expected that this number will rise to 1 million MAUs in the next couple of months. • Brave Software is beginning to discuss partnerships / arrangements with major publishers, who, for instance, would receive BAT in exchange for providing free premium content to their readers through the Brave browser. The publishers would get a new subscriber and the company would get a very cost effective MAU. Media companies are also interested. • Brave Software is also pursuing relationship with smaller content producers with fanatical followings (e.g. YouTubers, Twitch, or independent sites). Neoteny 3, LP I CONFIDENTIAL - NOT FOR DISTRIBUTION 11 EFTA00805870  to[4ffivqz Investment Report: October 23, 2017 Caffeine Inc. Address not available CEO: Benjamin W. Keighran Website: Not applicable Investment: No. of Investment Value Shares Date Description Amount Invested Value Methodology 4.976 5/20/2016 Series A Preferred Stock $ 10.670.28 $ 9.999.28 Cost Basis Total $ 10,670.28 $ 9,999.28 Company Description: Caffeine Inc. ("Caffeine") is a consumer live video streaming company that targets video gaming. Company Highlights: Caffeine is still in the process of raising money from investors. The company is expected to be formally announced later this year. Neoteny 3, LP I CONFIDENTIAL - NOT FOR DISTRIBUTION 12 EFTA00805871 elyto[4ffnic iz Investment Report: October 23, 2017 Crowd Supply, Inc. 340 SE 6th Ave Portland, OR 97214 CEO: Josh Lifton Website: https://www.crowdsupply.com/ Investment: No. of Investment Value Shares Date Description Amount Invested Value Methodology 492,805 4/22/2015 Series Seed II Preferred Stock $ 101.341.35 $ 100000.00 Cost Basis Total $ 101,341.35 $ 100,000.00 Company Description: Crowd Supply, Inc. ("Crowd Supply") is a crowd funding platform focused on new product development projects. The platform supports campaigns, pre-orders (once a campaign has been successfully funded) and e-commerce sales of completed, fully manufactured products. Company Highlights: • There has been a 88% year-over-year sales growth in Q1 2017 and the company expects to be profitable by the end of 2017. • Crowd Supply has struck a partnership deal with Digi-Key Electronics, one of the largest and best-known electronic components suppliers in the world. Neoteny 3, LP I CONFIDENTIAL - NOT FOR DISTRIBUTION 13 EFTA00805872 47,4to[6ffniqz Investment Report: October 23, 2017 Dubset Media Holdings, Inc. 158 W 23rd Street, 2nd Floor New York, NY 10011 CEO: Stephen White Website: http://www.dubset.com/ Investment: No. of Investment Value Shares Date Description Amount Invested Value Methodology 2,433.090 1/10/2017 Series A Preferred Stock $ 104.128O0 $ 100.000.00 Cost Basis 217,859 8P_5/2017 Series A Preferred Stock $ 9.065.00 $ 8.954.00 Cost Basis Total $ 113,193.00 $ 108,954.00 Company Description: Dubset Media Holdings, Inc. ("Dubset") offers an innovative music marketplace for DJs, artists, labels, publishers, and distributors. Through cutting edge technology, rights management database, and easy to use dashboards, Dubset is creating new mix and remix distribution and monetization opportunities built on transparency, ownership, control, and simplicity. Company Highlights: • Dubset created MixBANK, a platform designed to facilitate the marketplace between DJs, rights holders, and music services. Through the company's pre- negotiated licenses and groundbreaking technology, DJs, labels, publishers, and music services can create and earn together, in one comprehensive platform. • Dubset also created MixSCAN, a proprietary technology that resolves rights challenges currently associated with mixed and remixed content, setting new industry standards for both music and rights holder identification. • In August 2017, Dubset announced its partnership with Sony Music (1st major label). Sony signed on to use MixBank and other company technologies. • In September 2017, Dubset delivered its first long form mixes to Apple. • In August 2017, Dubset had a $1.2M Series A Extension, which resulted in a $15.2M post money valuation of the company. It is targeting a Series B round in Q1 2018. Neoteny 3, LP I CONFIDENTIAL - NOT FOR DISTRIBUTION 14 EFTA00805873 givto[6ffiv q3 Investment Report: October 23, 2017 Emerald Cloud Lab (f/k/a Emerald Therapeutics, Inc.) 844 Dubuque Ave South San Francisco, CA 94080 CEO: DJ Kleinbaum Website: https://emeraldcloudlab.com/ Investment: No. of Investment Value Shares Date Description Amount Invested Value Methodology Series C Preferred Stock 103.664 6/19f2015 $ 102.032.52 $ 81,108.93 409A Valuation (post a 4-for-1 stock split) Total $ 102,032.52 $ 81,108.93 Company Description: Emerald Cloud Lab (f/k/a Emerald Therapeutics, Inc.) comes from Emerald Therapeutics, a venture-backed biotechnology company based in San Francisco, California. It is a web-based life sciences lab, developed by scientists for scientists. Emerald Cloud Lab conducts lab experiments designed by customers, collects the data, and organizes it into a database that its customers can access remotely. Company Highlights: • Emerald Cloud Lab is working towards supporting every standard experiment type available in the life sciences. The company is not limited to standard life sciences experiments, but also partners with innovative labs in industry and academia to commercialize novel protocols and essays. • Currently, Emerald Cloud Lab allows customers to execute over 40 different types of standard lab experiments remotely in its central facility. The lab program guides partners through the process of on-boarding and gives them a dedicated team to work with at the lab. The goal is for partners to bring their experiments online and then be able to remotely access them through the lab's interface. • Emerald Cloud Lab charges partners by experiment on a per sample basis with no minimum transaction size. Neoteny 3, LP I CONFIDENTIAL - NOT FOR DISTRIBUTION 15 EFTA00805874 111lytof4tivqz Investment Report: October 23, 2017 figur8, Inc. 2 Park Plaza, Suite 605 Boston, MA 02116 CEO: Nan-wei Gong Website: https://www.figur8.me/ Investment: No. of Investment Value Shares Date Description Amount Invested Value Methodology Simple Agreement for - 11912O17 $ 126.430.00 $ 125.000.00 Cost Basis Future Equity (SAFE) Total $ 126,430.00 $ 125,000.00 Company Description: Figur8, Inc. ("figur8") is a dynamic form tracking technology that measures 3D body shape and muscle symmetry. Their patent pending technology allows them to produce low-cost, wireless- enabled garments for a variety of applications including sizing measurements for e-commerce fashion retailers, and elastic adhesive tape for location-specific, on-body activity tracking in sports and fitness. Company Highlights: • Figur8 is creating a sport science focused wearable system for movement, muscle and performance tracking. Its first go-to-market is sports, with a focus on functional/activity assessment and training. This can then be translated to movement learning and rehab for digital health and physical therapy. • Figur8's main two market segments are: 1) sports and fitness, and 2) physical therapy and rehabilitation. • Figur8 has clinical trials at Mass General Hospital (MGH) regarding ACL injury tracking and rehabilitation. • Figur8 has started a pilot program with NFL teams and European soccer teams on sport performance enhancement and tracking. • Figur8's goal in its first year is to sign partnerships with 5 paying elite professional teams. Neoteny 3, LP I CONFIDENTIAL - NOT FOR DISTRIBUTION 16 EFTA00805875  tol'oniq3 Investment Report: October 23, 2017 Formlabs Inc. 35 Medford St #201 Somerville, MA 02143 CEO: Maxim Lobovsky Website: https://forrnlabs.com/ Investment: No. of Investment Value Shares Date Description Amount Invested Value Methodology Income and 17,045 7/22/2016 Series B Preferred Stock $ 251,761.54 $ 204.880.90 Market Approach Total $ 251,761.54 $ 204,880.90 Company Description: Formlabs Inc. ("Formlabs") designs and manufactures 3D printing systems for engineers, designers, and artists. Its current products include the Form 1+ and Form 2 3D printers. Company Highlights: • Formlabs has grown to a size of approximately 270 employees, with offices recently opening up in Berlin. • Formlabs' customer base is mainly professionals, with some hobbyists showing an interest as well. • There are now about 25,000 Formlabs printers out in the world. • Formlabs' 3D printers were originally developed with prototyping in mind, but have since shifted to manufacturing. • 2017 is on track to double sales vs. 2016. Q2 2017 was Formlabs' >$20M quarter. • Formlabs has had a number of new product introductions, with the launches of Form Wash & Form Cure, Form Cell, and the Fuse 1, along with 6 new and reformulated materials. Neoteny 3, LP I CONFIDENTIAL - NOT FOR DISTRIBUTION 17 EFTA00805876  4ffo[4ffivq3 htvestment Report: October 23, 2017 Grasscrown, Inc. 1 Little West 12th Street New York, NY 10014 CEO: Frederick Blackford Website: http://www.grasscrown.com/ Investment: No. of Investment Value Shares Date Description Amount Invested Value Methodology - 12/1/2015 Convenible Promissory Note $ 150.760.50 $ - Liquidation Total $ 150,760.50 $ - Company Description: Grasscrown, Inc. ("Grasscrown") was founded in 2014 by Frederick Blackford and Tommy Stadlen to make Polaroid an iconic technology and cultural leader again by building new technology products. Grasscrown's debut product, Polaroid Swing, is an iOS mobile application which gives users a new visual medium of expression and a way to share and explore it. Company Highlights: Grasscrown was unable to secure a Series A financing round or a bridge round from existing investors. It is currently working on securing an exit and are in talks with a number of acquirers. Neoteny 3, LP I CONFIDENTIAL - NOT FOR DISTRIBUTION 18 EFTA00805877  lyzo[4oniciz Investment Report: October 23, 2017 HF DIY, PBC 300 Lefferts Avenue Brooklyn, NY 11225 CEO: Emile Westergaard Website: https://www.hfdiypbc.com/ Investment: No. of Investment Value Shares Date Description Amount Invested Value Methodology 4/4/2017 Convertible Promissory Note $ 252.951.50 $ 250.000.00 Cost Basis Total $ 252,951.50 $ 250,000.00 Company Description: HF DIY, PBC ("HF DIY") makes fundamental investing fun and social through a gamified interactive platform where users can learn, test their skills, share content, and invest. The company provides equity valuation tools and other analyses to help users develop their own investment view of any publicly traded stock. The company neither sells securities nor allows direct trading on its platform. Instead, it intends to partner with broker-dealers to facilitate these transactions. Company Highlights: • HF DIY completed VI design and development on its investment app GreenChiTM. It is initiating live app user testing and is expecting to do a product beta launch before the end of the year. • HF DIY is hying to develop GreenChiTM branding and marketing strategy around a new approach to fundamental equity investing. • HF DIY is attempting to create a simple yet meaningful User Interface / User Experience (UI/UX) for its fundamental investing and portfolio management tools. Some user testing has already been performed. Neoteny 3, LP I CONFIDENTIAL - NOT FOR DISTRIBUTION 19 EFTA00805878 414to[6t,wiz Investment Report: October 23, 2017 IdeaFlow, Inc. 2600 El Camino Real Ste 415 Palo Alto, CA 94306 CEO: Jacob Cole Website: https://ideaflow.io/ or https://ideapad.io/ Investment: No. of Investment Value Shares Date Description Amount Invested Value Methodology - 8/17/2015 Convertible Promissory Note $ 100.344O0 $ 100.000.00 Cost Basis Total $ 100,344.00 $ 100,000.00 Company Description: IdeaFlow, Inc. ("IdeaFlow") builds web-based software for teams to collaboratively create and analyze networks of information, supported by artificial intelligence that suggests additional relevant connections. It has commercialized a tool for financial services firms and hopes to broaden its scope by developing tools that unite personal information management, collaboration, and web search. Company Highlights: • IdeaFlow has a private beta of its software deployed with early enterprise customers. The beta users include Silicon Valley Bank, Raptor Capital, Charter Partners Insurance, and Remedy Medical. It is hoping to get the product in the hands of additional customers within the next 2-3 months. • IdeaFlow has been working to improve the performance and loading time, and implement common sense features that are needed for enterprise use at scale, such as privacy. • IdeaFlow currently has a team of 4 full time employees and 3 part time employees, and is looking to hire 1-2 more full time web engineers. Neoteny 3, LP I CONFIDENTIAL - NOT FOR DISTRIBUTION 20 EFTA00805879  iyto[4ffivq3 Investment Report: October 23, 2017 InteraXon Inc. 511 King St West, Suite 303 Toronto, Ontario ON M5V Canada CEO: Derek Luke Website: http://www.choosemuse.com/ Investment: No. of Investment Value Shares Date Description Amount Invested Value Methodology 54.789 8/25/2015 Series B Preferred Stock $ 110364.73 $ 100.000.88 Cost Basis Total $ 110,364.73 $ 100,000.88 Company Description: InteraXon Inc. ("InteraXon") develops brain-sensing technologies, including Muse, the brain sensing headband. Muse is the first tool in the world that gives wearers accurate, real-time feedback on what is happening in their brains when meditating in order to improve their meditation practice. Company Highlights: • Revenues are on track to double in 2017, and running the year cash flow neutral. • InteraXon signed its first licensing agreement with Safilo Group, and is expecting to launch its Safilo/Smith bio-sensor enabled glasses to hit the market in a few months. The glasses look like a regular pair of glasses, but are filled with brain sensors, altimeter, gyroscope, along with other technology. • InteraXon is also launching its first SaaS Product aimed at clinicians called Muse Connect, which would be a strong recurring revenue source. There are currently 1,000+ users on the free beta dashboard of Muse Connect. InteraXon is targeting 400+ subscribers within 2017. • InteraXon signed a term sheet for its next fundraising round with a target close of October 21, 2017. • Going forward, InteraXon is aiming to have recurring and licensing revenue streams in 2018, accelerate 3rd party developer eco-system, and sign a VR licensing partnership. Neoteny 3, LP I CONFIDENTIAL - NOT FOR DISTRIBUTION 21 EFTA00805880  o[4ffivq3 Investment Report October 23, 2017 Kemoko, Inc. 211 N 5th St, Suite PH Brooklyn, NY 11211 CEO: Fraser Kelton Website: https://itskoko.com/ Investment: No. of Investment Value Shares Date Description Amount Invested Value Methodology Market 128.568 2/20/2015 Series Seed Preferred Stock $ 100.000.00 $ 162.896.22 Approach 27.546 7/27/2016 Series A Preferred Stock $ 51.611.37 Included Above Total $ 151,611.37 $ 162,896.22 Company Description: Kemoko, Inc. ("Kemoko") is the company behind the mobile app Kokobot. Kokobot was designed to provide peer-to-peer mental health support through a social network that actually helps you feel better. Company Highlights: • Kemoko's mission is to bring emotional well-being to everyone. • Kemoko has launched KokoBot on a number of social networks, to help social networks manage crisis, abuse, and bullying. • Kokobot has now helped more than 1,500,000 people across 160 countries. Neoteny 3, LP I CONFIDENTIAL - NOT FOR DISTRIBUTION 22 EFTA00805881  Investment Report: October 23, 2017 Kiang Games GmbH OranienstraBe 164 Berlin, Germany 10969 CEO: Mundi Vondi Website: http://www.klang-games.com/ Investment: No. of Investment Value Shares Date Description Amount Invested Value Methodology - 12/12/2016 Convertible Loan $ 252.909.00 $ 250.000.00 Cost Basis Total $ 252,909.00 $ 250,000.00 Company Description: Kiang Games GmbH is an independent game development studio based in Berlin, Germany. Company Highlights: • Kiang Games GmbH is currently building a massive multiplayer game called Seed. In the game, the user controls several characters living in an upstart community as part of an effort to populate a new planet in a new solar system. Unlike conventional online games, Seed will keep running with all of its denizens 24/7, whether you're actively playing or not. It is a very ambitious game that requires over $12M to create. Neoteny 3, LP I CONFIDENTIAL - NOT FOR DISTRIBUTION 23 EFTA00805882 1114to[4tivqz Investment Report: October 23, 2017 Knit Health, Inc. 663 Joost Ave San Francisco, CA 94127 CEO: David Janssens Website: https://www.knithealth.com/ Investment: No. of Investment Value Shares Date Description Amount Invested Value Methodology Series Seed Preferred Stock 478,214 9/212016 $ 203.954.99 $ 215,062.83 409A Valuation (upon conversion of a promissory note) Shares of Common Stock 84.422 9/2/2016 Included Above Included Above (upon conversion of a promissory note) 587.958 6/8/2017 Series Seed Preferred Stock $ 251.331.75 $ 249.882.15 409A Valuation Total $ 455,286.74 $ 464,944.98 Company Description: Knit Health, Inc. ("Knit Health") is a design and technology company that is building a smart learning platform to help parents better understand and take action on their child's health and development. The company's initial focus is on sleep. Company Highlights: • Knit Health has shifted focus to sleep services for families. • Knit Health's Series Seed round final close was $2M. • After completing an friends and family beta test, Knit Health quietly launched its new service, a 21 day sleep assessment for families wondering how well their child is sleeping. • Knit Health also is in the process of developing and testing high-touch sleep services including personalized sleep recommendations, expert reviews, and sleep guides. Its goal is to personalize sleep insights for each individual. Neoteny 3, LP I CONFIDENTIAL - NOT FOR DISTRIBUTION 24 EFTA00805883 04t016t1)1(f3 Investment Report: October 23, 2017 Leade.rs, Inc. 38 Dolores St Unit 807 San Francisco, CA 94103 CEO: Loic Le Meur Website: https://leade.rs/ Investment: No. of Investment Value Shares Date Description Amount Invested Value Methodology 247.862 3110P..016 Series Seed Preferred Stock $ 2(X).670.85 $ 199.999.85 Cost Basis Total $ 200,670.85 $ 199,999.85 Company Description: Leade.rs, Inc. works to find new leaders in a collaborative way and help them be more successful and have a greater impact on the world. The company has initially focused on giving new leaders a voice through various speaking opportunities. It also plans to help new leaders broaden their influence through the press, connecting them to investors, and anything that can help them succeed. Company Highlights: • Leaden, Inc. launched its speaking platform in September 2017 with 150+ launch speakers. To promote the launch, it organized 10+ events in 12 months including events in Paris and San Francisco. It built a database of 5,000 potential speakers worldwide on top technology themes such as AI, VR, cryptocurrency, and innovation. Its goal is to connect speakers to high-quality events by streamlining the booking process, managing speaker requests, and sending new opportunities. • Leade.rs, Inc. is expecting about $1M in revenue in 2017, an increase from $150K in 2016. Neoteny 3, LP I CONFIDENTIAL - NOT FOR DISTRIBUTION 25 EFTA00805884  of'ffiyqz Investment Report: October 23, 2017 Lumii, Inc. 24 Drydock Avenue, Fl I do Autodesk BUILD Boston, MA 02110 CEO: Thomas A. Baran Website: http://www.lumiidisplay.com/ Investment: No. of Investment Value Shares Date Description Amount Invested Value Methodology Simple Agreement for - 11212016 $ 127.350AX) $ 125.00a00 Cost Basis Future Equity (SAFE) Total $ 127,350.00 $ 125,000.00 Company Description: Lumii, Inc. ("Lumii") makes 3D images that jump off the screen - no special glasses required. Through research, the company has discovered how to create full-color, hologram-like prints (i.e. 3D images) using readily-available inkjet prints, media, and ink. Lumii is rolling out a design- focused, cost-effective service that incorporates the use of this 3D technology. Company Highlights: • Lumii sold its first prints to the architecture firm Gensler for use in a sculpture that represents Genslefs corporate identity. • Lumii has also completed a successful printer-manufacturer collaboration with the engineering team at Canon Oce. The Lumii process is now verified to work with most of Canon Oce direct-to-substrate signage printers, which are installed in a wide range of professional print facilities. • Lumii has received strong interest / offers to sell Lumii prints to end users once the service is ready. • The key driver of opportunity for Lumii will be continued growth for 3D content. Neoteny 3, LP I CONFIDENTIAL - NOT FOR DISTRIBUTION 26 EFTA00805885  fyto[4ffivqz Investment Report: October 23, 2017 Luminoso Technologies, Inc. 675 Massachusetts Avenue, 6th Floor Cambridge, MA 02139 CEO: Catherine Havasi Website: https:// luminoso.com Investment: No. of Investment Value Shares Date Description Amount Invested Value Methodology II/23/2015 Convertible Promissory Note $ 250.550.00 250.000.00 Cost Basis Total $ 250,550.00 $ 250,000.00 Company Description: Luminoso Technologies, Inc. ("Luminoso") makes products that transform the way organizations interpret and act on large-scale customer, employee, and marketplace feedback. It analyzes data for a number of cli