Case File
efta-efta00597524DOJ Data Set 9OtherJAWBONE
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DOJ Data Set 9
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efta-efta00597524
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JAWBONE
INVESTMENT ANALYSIS
EFTA00597524
PARTICIPATION SCENARIO OVERVIEW
Creation of a new Series 8 Preferred
1.5x liquidation preference
-
Senior to all other Series except the Convertible Notes
-
Series 8 purchase price same as Convertible Notes conversion price
-
For every dollar invested in Series 8, investors that invest at least their Minimum Amount can move a portion of their
liquidation preference up in the stack, beginning with the oldest Preferred Series first
-
An investor's Minimum Amount is 12.39% of its existing liquidation preference
-
Amount of liquidation preference available to be moved up is based on a fixed ratio for all investors
-
Participating investors will surrender prior preferred with a liquidation preference equal to 6.0x their dollars
invested in Series 8 and receive Series 8 with a liquidation preference equal to 9.0x their dollars invested
-
1.5x in exchange for cash and 7.5x in exchange for prior preferred
-
If an investor's prior liquidation preference is less than 6.0x its investment in Series 8, it surrenders all of its
existing preferred and still receives the full amount of Series 8
-
Investor can defer decision whether to exchange prior preferred for Series 8 until liquidity event (up to 10 years)
-
Series 8 will be sold in a two-stage financing
-
Initial $40M sale was completed on 7/24/15
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As required by IRA, other Major Investors are now being given 20 days to participate in the deal
EFTA00597525
JAWBONE INVESTMENT OVERVIEW
Investment Required for Full Exchange to Series 8
Investor
Mor.
Investor
Mort
Amount Invested in
Exchange
Current Liquidation
Amount Moved to Additional Liq Pref / S
Liquidation
Resulting Liquidation
Change in
Series8
Ratio
Preference
Series8
Invested
Preference Increase
Preference
Sha re count
S833.333
6.Ox
55.000.000
$5.OCO.C00
3.0x
52.500.0.00
$7.500.000
2'.9.729
Investment Required for Full Coverage of Paid in Capital
Amount Invested in
Exchange
Current Liquidation
Amount Moved to Additional Liq Prat 1$
Liquidation
Resulting Liquidation
Change in
Series8
Ratio
Preference
Series8
Invested
Preference Increase
Preference
Sharecount
SI .250.000
6.0x
$5.003.000
$7.500.000
5 Ox
$6,250.000
L__j11 r250,000
677.244
Note: Liquidation preference is exchanged on 1:1 basis, however, shares are exchanged based on the Series 8 price per
share of $5.46 / share (or $8.20 / share to reflect 1.5x liquidation preference).
Therefore, a participating investor with a liquidation preference(s) per share below $8.20 choosing to exchange their prior
Preferred for Series 8 will have their outstanding share ownership decrease. Such an investor could wait to decide whether
to exchange their shares until a liquidity event (up to 10 years).
A participating investor with a liquidation preference(s) per share above $8.20 will increase their share ownership upon
exchanging their prior Preferred for Series 8, and could choose to make that exchange immediately.
Current Shares Outstanding: 368.8M (including Convertible Notes & $40M investment, on an as-converted bases)
Note: Sharecounts shown on a non-converted basis unless otherwise noted
(1) If an investor's pnbr liquidation preference is less than 6.0x its investment in Series 8 it surrenders all of its existing preferred and still receives the full amount of Series 8
EFTA00597526
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