EFTA01143225.pdf

From: Boris Nikolic To: "Jeffrey Epstein ([email protected])" <[email protected]> Subject: FW: Foundation Medicine Date: Sun, 07 Jul 2013 20:15:49 +0000 Attachments: Foundation Medicine_Cap_Table 6-30-13_- Summary.xls; FM_Fifth_Amended and RestateTI_Charter Lries EL(Filed).pdf; FM Series_B Stocc_Putaase_Agreement:Executa.pdf; FM- Third_AkR_Stockholders Voting_Agreement Series B Executed.pdf; FMI Second Closingn AmenTIment to_SPA_(2).ide FM13econd_Closing_- _IRA Adoption_Agreements.pdf; FM9 Second_Closing_- ROFI Adoption_Agreements.pdf; EXECUTED_FM Gates_Side Letter.pdf; eharter:Amendment.pdf; FM_A&R Right_of_Fist_lcefusal_and_eo- Sale Agreement_Series B Executettpdf; FMTA&R_Investor_Riatc_Agreement_Series_B_Executed.pdf Check EXECUTED FM Gates sides letter — under 10 — Bill is THE ONLY investor and the owner of BGV B From: Rodi Guidero [mailto Sent: Sunday, July 7, 2013 8:13 AM To: Boris Nikolic Cc: John O'Brien; Mike Rodden; Alan Heuberger Subject: RE: Foundation Medicine Hi Boris, Here are the documents and current cap table. We don't have a distribution analysis, but that wouldn't apply in the context of a public offering since the preferred would convert to common. If there was a sale of the company instead, the preferred stockholders do have a liquidation preference that is equal to the amount they have invested - after that the remaining proceeds would go to common. This means that the liquidation preference would only come into play in a low value sale context. Above a certain value, the preferred holders would get more if they converted to common. We still understand that the company is pursuing a public offering. Have you heard something else? Thanks,Rodi From: Boris Nikolic fmailto: Sent: Saturday, July 06, 2013 10:43 AM To: Rodi Guider() Cc: John O'Brien; Mike Rodden; Alan Heuberger Subject: RE: Foundation Medidne EFTA01143225 Thank you so much! Please can you please send me the original closing documents between FM and BGV? Any distribution table of common and preferred stock? Thank you! Boris From: Rodi Guidero [mak° Sent: Friday, July 5, 2013 5:34 PM To: Boris Nikolic Cc: John O'Brien; Mike Rodden; Alan Heuberger Subject: RE: Foundation Medicine Hi Boris, The lock-up agreement that we negotiated in connection with the proposed public offering is attached. This will become effective once the company files its preliminary prospectus (they will give us notice) and continue for 180 days after the public offering. In the meantime, the private company securities we hold have restrictions on transfer — you can see the language in section 2.8 and 2.10 of the Investor Rights Agreement — so we would need to run some traps with the company in order to sell shares before the company goes public and the lock-up expiration. What do you have in mind / how can we help? Rodi From: Boris Nikolic [mailto: Sent: Friday, July 05, 2013 3:41 PM To: Rodi Guidero Subject: Foundation Medicine Hi Rodi, Hope you are having great 4th! Sorry to bother you — can you please send me a copy of closing documents with Foundation Medicine, any documents describing restrictions (of sale) etc! THANK YOU Boris EFTA01143226