Case File
efta-efta00803630DOJ Data Set 9OtherHONEYCOMB
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Unknown
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DOJ Data Set 9
Reference
efta-efta00803630
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2
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HONEYCOMB
ASSET MANAGEMENT
April 30, 2018
Dear Investor:
We are contacting you regarding your investment in Honeycomb Ventures I LP (the "Fund"), which invested
in Spotify Technology S.A. ("Sootily"). As you know, under the Limited Partnership Agreement of the Fund
(the "LPA"), Honeycomb Asset Management LP ("Honeycomb") may distribute shares in cash or in-kind. All
terms used but not defined herein shall have the meanings assigned to them in the LPA.
In order to plan for an eventual distribution of the Spotify investment, we are offering each Limited Partner the
opportunity to elect to receive freely tradable shares of Spotify in lieu of an all cash distribution. To make such
an election, please return the attached In-Kind Election Form in accordance with the instructions therein by
end of business Tuesday May 1, 2018. If the Fund does not receive the completed and executed In-Kind
Election Form in accordance with these instructions, Honeycomb may deem you not to have made any election
and distribute proceeds to you in cash. Please note that the Fund is not obligated to distribute shares or
proceeds at any particular time, and any such decision will be made in the sole discretion of the General
Partner.
For the avoidance of doubt, even if you elect to have the shares of Spotify distributed to you in kind such
distributions may include cash (e.g., to account for stub or de minimis lots or operational, legal or tax issues).
In addition, the shares of Spotify distributed to you in kind shall be net of the Carried Interest and may be
reduced to account for expenses and liabilities (whether actual or contingent). For those that elect to receive
shares in-kind, Carried Interest will be based on the closing price of such securities as of the date immediately
preceding the date of distribution (i.e., the date on which Honeycomb notifies you that it has initiated the
distribution process).
Should you have any questions, please contact Honeycomb's Head of Capital Partnership's, Dominique
Ahumada, at 646-883-1128 or
Sincerely,
The Honeycomb Team
DOC ID - 27822748.2
EFTA00803630
HONEYCOMB
ASSET
MANAGEMENT
IN-KIND ELECTION FORM
The undersigned investor (the "Investor") of Honeycomb Ventures I LP (the "Fund") acknowledges that it has
received and reviewed the investor letter dated April 30, 2018. In connection therewith, the Investor is hereby
given the opportunity to make the following election:
(please initial if desired)
The Investor hereby elects to receive all distributions from the Fund's investment in Spotify in kind to
the account listed below*:
Contact Name/Email:
Phone Number:
Custodian:
Custodian Account # at DTC:
Account name:
Account number:
Dated: May
2018
INDIVIDUALS
ENTITIES
Print Name of Investing Entity
Print Name of Investing Entity
By:
Print Name
Authorized Signature
Authorized Signature
Print Name and Title
Please return this completed and signed In-Kind Election Form by May 1, 2018 to: Dominique
Ahumada at (
If you do not return an In-Kind Election Form in a
timely manner or if no election on the form has been made, you will receive proceeds in cash.
• The General Partner shall use commercially reasonable efforts to satisfy the request but may not do so for a number of reasons.
include operational. tax, or legal issues.
DOC ID - 27822748.2
EFTA00803631
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Phone
646-883-1128Phone
7822748SWIFT/BIC
ENTITIESSWIFT/BIC
INDIVIDUALSForum Discussions
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