Re: Jawbone/Mort
[{"sender": "Ian Osborne", "recipients": ["Jeffrey Epstein [jeevacation@gmail.com]"], "timestamp": "Thu, Sep 6, 2012 at 10:00 PM", "subject": "Re: Jawbone/Mort", "body": "Are you back now in NY? \nI'm in London but staying up to watch the Obama speech. Hosain's really keen to close this out by Monday.... \nIt would help me a lot if we can finish this for once and for all. \nI'm in Munich Saturday, then St. Petersburg and Moscow with Eike Sunday-Tuesday (we've got some terrific \nmeetings lined up), London Wednesday-Thursday (including Mubadala board meeting Wed.) and then heading \nto SF next Friday 14th.... you will arrive on the 16th? Shall we do Peter Thiel for drinks then? \nBest wishes, \nIan"}, {"sender": "Jeffrey Epstein", "recipients": ["Ian Osborne"], "timestamp": "6 Sep 2012, at 11:52", "subject": "Re: Jawbone/Mort", "body": "Ill review all in detail , when i land tonight, in ny for the next week, you?"}, {"sender": "Jeffrey Epstein", "recipients": ["Ian Osborne"], "timestamp": "7 Sep 2012, at 03:20", "subject": "Re: Jawbone/Mort", "body": "yes, who else , ? im meeting with sinofsky„ i think he wants to do different things. chinese may be \ndifficult becuase of us secuirty cleraence"}, {"sender": "Ian Osborne", "recipients": ["Jeffrey Epstein [jeevacation@gmail.com]"], "timestamp": "9/7/2012 2:40:14 AM", "subject": "Re: Jawbone/Mort", "body": "What else are you interested in? Peter is best for currency; maybe Reid Hoffman (fatty at LinkedIn) or Dave \nMorin (Path) or Drew Houston (Dropbox). \nI do believe China offers the best opportunities for Sinofsky. Problem is after Windows, pretty much everything \nelse in the US is a step down. No-one else is building an OS. Alibaba or Xiaomi in China are. But if he wants to \nstay in the US, then probably the best options are Facebook (who may one day do their own OS), Palantir (Peter \nThiel's), Yahoo (where Marissa is aggressively seeking out senior talent). Then of course, there is Apple and \nGoogle - but I assume he doesn't want to be a traitor to Microsoft?"}, {"sender": "Craig Jacoby", "recipients": ["Darren Indyke"], "timestamp": "September 5, 2012 7:27:21 PM EDT", "subject": "Jawbone/Mort", "body": "Hi Darren, \nJust checking back in on the Jawbone investment. Thanks for sending across your comments. If possible, we \nwould like to avoid a situation where we recirculate the investment agreements in place with Jawbone's \nother investors, and our hope is that we can accommodate as many of your comments as possible short of \ntaking that step. \nWe think that the best way to address your comments would be to have Jawbone enter into a new purchase \nagreement covering both the preferred and the common stock being sold to Mort. Jawbone would make its \nrepresentations and warranties anew upon the closing of the purchase agreement, so Mort would not be \nrelying on the reps made back in June 2011, nor on the schedule of exceptions prepared in connection with \nthe initial closing. The new purchase agreement would have the same closing conditions that applied to the \ninitial closing of the JP Morgan investment. \nGiven the affiliation between Mort, Hedosophia and Apoletto and their collective investment in preferred \nand common stock, we also want to propose that Mort (along with the other two parties) be treated as a \n\"Major Investor\" under the Investor Rights Agreement so long as their collective holdings of preferred and \ncommon stock remains at least equal to 2,000,000 shares. We intend to do this with a side letter that would \nnot require the signature of the other parties to those documents. You have already seen the draft \namendment that would expand the definition of \"Registrable Securities\" in the investor rights agreement to \ninclude the common stock being purchased by Mort, and we do anticipate that our principal investors will \nquickly sign that document once we circulate it. \nYou had indicated a desire to have JP Morgan approve the sale of Series 5 Preferred outside of the existing \npurchase agreement. As I indicated to you on the phone, we do not think that this is necessary, but we are \nwilling to obtain from them an acknowledgement to that effect prior to the closing of Mort's investment. \nWe do believe, however, that various of your other requests for change in the investor documents would \nrequire a broader amendment and restatement of the applicable documents, and some of them concern \nbusiness points that were the subject of specific negotiation with JP Morgan and others of our investors in \nprior rounds. These points include your comments to the drag along rights, the registration rights, the \ninformation rights and the venue provisions. We would like those terms to remain as we had negotiated \nthem with JP Morgan. \nIf you are comfortable with the approach outlined in this email, we can get you draft documents, including a \ndraft updated Schedule of Exceptions, tomorrow for your review and approval. Please let me know. \nBest regards, \nCraig D. Jacoby"}]