Subject: Re: Finalizing RSTP Alpha and Bravo Economics
From: "Rob Walker" <[email-masked]>
To: "John DeLoche" <[email-masked]>
Cc: "Hunter Biden" <[email-masked]>, "Neil Callahan" <[email-masked]>, "Devon Archer" <[email-masked]>, "William Lee" <[email-masked]>, "Eric Schwerin" <[email-masked]>, "Chris Heinz" <[email-masked]>
Date: Thu, 2 Jul 2015 13:04:51 -0500

Thanks, man.  Will send mine when I can get to a computer.
On Jul 2, 2015 12:49 PM, "John DeLoche" <[email-masked]> wrote:

> All,
>
> Attached please find a clean execution copy and a marked copy of the
> agreement vs the version Hunter sent earlier this week.
>
> This clarifies that the management company will be RSTP Management for
> Alpha and Bravo, consistent with our form ADV filing and the request from
> Goldman who is the sole LP of these vehicles. The carried interest is
> consistent with our revised agreement and this clarifies that the fees will
> go to run the RSTP business on a going forward basis. Once this agreement
> is executed we will have new GP agreements for Alpha and Bravo that are
> consistent with this Acknowledgement Agreement circulated for execution.
>
> Please send your agreement with this final version as well as your
> signature where indicated. Have a great 4th of July weekend everyone.
>
> Best,
>
> John
>
> P.S. Natera (NTRA)  went public today. This is Counsyl's closest comp
> although a vastly inferior company to Counsyl from growth, in network
> coverage, product pipeline and technology perspectives. Natera is now
> trading at a $1.1 billion market cap. With some luck Counsyl will have a
> multi-billion exit within the next 12 months.
>
> John DeLoche
> Co-founder & Managing Director
> RSTP
> 44 Montgomery Street, Suite 1500
> San Francisco, CA 94104
> direct: 415 767 1288
> mobile: 415 793 7070
>
>
>
> On Tue, Jun 30, 2015 at 10:44 AM, Hunter Biden <[email-masked]>
> wrote:
>
>> This all works for me.   I have gone ahead and had the agreement that was
>> sent around in March revised to reflect the below and included the splits
>> for me, Devon, Chris and Eric on Schedule A.
>>
>> If everyone is in agreement, let’s execute the attached this week.
>>
>> Best,
>>
>> Hunter
>>
>> On Wed, Jun 24, 2015 at 11:26 AM, William Lee <[email-masked]> wrote:
>>
>>> Yes I'm in agreement of this as well.
>>>
>>> William Lee @ RSTP
>>>
>>> > On Jun 24, 2015, at 7:09 AM, John DeLoche <[email-masked]> wrote:
>>> >
>>> > Gentlemen,
>>> >
>>> > As discussed, we need to finalize the economics for our operating
>>> agreements for RSTP II Alpha and Bravo. Goldman has asked us for definitive
>>> closure on this subject as they are the sole LP of these vehicles. These
>>> will be fully vested GP % splits and they need to be allocated to
>>> individuals. Our historical splits for these two vehicles have been:
>>> >
>>> > Will, Neil, John: 55% (equally split among them)
>>> > Chris, Devon: 22.5%
>>> > Hunter (and team): 22.5%
>>> >
>>> > Given the outstanding contribution of Rob Walker, several of us feel
>>> he should be rewarded and receive a specified share of the GP split for
>>> these vehicles. It has been proposed by multiple partners that the right
>>> thing to do here is allocate Rob 10% of the GP of Alpha and Bravo and for
>>> all of us to bear the dilution hit equally. The revised splits to reflect
>>> this would be as follows:
>>> >
>>> > Will, Neil, John: 49.50% (equally split)
>>> > Chris, Devon: 20.25% (please let us know split for execution docs)
>>> > Hunter (and Eric?): 20.25% (please let us know split for execution
>>> docs)
>>> > Rob: 10%
>>> >
>>> > Please reply with your agreement, or comments, on the above and note
>>> final individual splits where necessary. We should aim to execute this
>>> agreement this week.
>>> >
>>> > Warmest regards,
>>> >
>>> > John
>>> >
>>> > John DeLoche
>>> > Co-founder & Managing Director
>>> > RSTP
>>> > 333 Bush Street, 21st Floor
>>> > San Francisco, CA 94104
>>> > direct: 415 767 1288
>>> > mobile: 415 793 7070
>>> >
>>> >
>>>
>>
>>
>>
>> --
>> R. Hunter Biden
>> Rosemont Seneca Partners, LLC
>> 1010 Wisconsin Ave., NW
>> Suite 705
>> Washington, DC 20007
>> (202) 333-1880
>>
>