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House Oversight — Estate records

HOUSE_OVERSIGHT_024003

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NEW LEAF VENTURES III, L.P.
– $375 MILLION LIMITED PARTNER INTERESTS –
CONFIDENTIAL PRIVATE PLACEMENT MEMORANDUM
APRIL, 2014
Control No. 257
NEW LEAF VENTURES III, L.P.
– $375 MILLION LIMITED PARTNER INTERESTS –
CONFIDENTIAL PRIVATE PLACEMENT MEMORANDUM
APRIL, 2014
NEW LEAF VENTURE PARTNERS
Times Square Tower
7 Times Square, Suite 3502
New York, NY 10036
646.871-6400
1200 Park Place
Suite 300
San Mateo, CA 94403
650.234.2700
Statement of Conditions
THIS CONFIDENTIAL PRIVATE PLACEMENT MEMORANDUM (THIS “MEMORANDUM”) IS
BEING FURNISHED TO CERTAIN SOPHISTICATED INVESTORS ON A CONFIDENTIAL BASIS BY
OR ON BEHALF OF NEW LEAF VENTURES III, L.P., A DELAWARE LIMITED PARTNERSHIP (“NLV-
III” OR THE “FUND”), SO THAT EACH MAY CONSIDER AN INVESTMENT IN THE FUND.
IN MAKING AN INVESTMENT DECISION, INVESTORS MUST RELY ON THEIR OWN
EXAMINATION OF THE PERSON OR ENTITY CREATING THE SECURITIES AND THE TERMS OF
THE OFFERING, INCLUDING THE MERITS AND RISKS INVOLVED. THE LIMITED PARTNER
INTERESTS (THE “INTERESTS”) OFFERED HEREBY HAVE NOT BEEN APPROVED, DISAPPROVED,
ENDORSED OR RECOMMENDED BY THE U.S. SECURITIES AND EXCHANGE COMMISSION (THE
“SEC”) OR BY THE SECURITIES REGULATORY AUTHORITY OF ANY U.S. STATE OR NON-U.S.
JURISDICTION, AND NEITHER THE SEC NOR ANY SUCH AUTHORITY HAS REVIEWED THIS
MEMORANDUM NOR PASSED UPON THE ACCURACY OR ADEQUACY OF THIS
MEMORANDUM, NOR IS IT INTENDED THAT THE SEC OR ANY SUCH AUTHORITY WILL DO SO.
NO INDEPENDENT PERSON HAS CONFIRMED THE ACCURACY OR TRUTHFULNESS OF THIS
DISCLOSURE OR WHETHER IT IS COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS
ILLEGAL.
THE INTERESTS HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER THE U.S. SECURITIES
ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), ANY U.S. STATE SECURITIES LAWS OR
THE LAWS OF ANY NON-U.S. JURISDICTION. IT IS ANTICIPATED THAT THE OFFERING AND
SALE OF THE INTERESTS IN THE U.S. WILL BE EXEMPT FROM REGISTRATION PURSUANT TO
SECTION 4(2) AND REGULATION D AND REGULATION S PROMULGATED UNDER THE
SECURITIES ACT AND OTHER E

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