Newlight Partners

Restriction on Use

You may not alter, redistribute, copy, reproduce, transmit or commercially exploit any content on this Site. Notwithstanding the foregoing, you may access content for your personal and non-commercial use, but any use of this Site or content from this Site for public or commercial purposes is strictly prohibited. We reserve all rights with respect to our proprietary information or content on this Site and will enforce such rights to the full extent of applicable copyright and trademark law. Except as expressly provided in these Terms, we do not grant any express or implied rights to you. You agree not to directly or indirectly attempt to register, challenge or contest the validity of our respective ownership of our intellectual property or to assist any third party in doing so. Any unauthorized use of this Site or the content may violate applicable laws, rules and regulations, including, but not limited to copyright law, trademark law, and commercial regulations and statutes. Newlight’s trademarks may be used only with written permission from Newlight. All other trademarks, brands and names are the property of their respective owners. Except as expressly specified in these terms and legal restrictions, nothing contained herein shall be construed as conferring by implication, estoppel or otherwise any license or right under any patent, trademark, copyright or any proprietary rights of Newlight or any third party.

Limitation of Liability

Neither we nor any of our affiliates nor their respective officers, directors, trustees, employees and agents are liable under any circumstance for any damage or injury, including, but not limited to damage or injury caused by any performance, failure of performance, error, omission, interruption, deletion, defect, delay in operation or transmission, computer virus, communications line failure, theft or destruction or unauthorized access to, alteration of, or use of information, whether resulting, in whole or in part from breach of contract, negligence, or otherwise that may result from your use or your inability to use this Site or any content found on this Site. You represent and warrant to Newlight that you will not use this Site for any purpose that is unlawful or prohibited under the Terms. As a condition of your use of this Site, you also agree to indemnify and hold us and our affiliates, and their respective officers, directors, trustees, employees and agents harmless from and against any and all claims, losses, liability, costs and expenses, including but not limited to, attorneys' fees, arising from your use of our Site or from your violation of these Terms. Although we have made reasonable efforts to ensure that the information contained within this Site is accurate, we make no representation or warranty, expressed or implied, that the information is accurate or complete. Content, including opinions and guidance, is provided for information purposes only and is subject to change without notice. This Site, and the content therein, is provided "as is", "as available" and "with all faults." We do not warrant that this Site will meet your needs and make no guarantee that we will update this Site. You agree to assume the entire risk as to your use of this Site. Furthermore, we assume no responsibility for, and make no representations or warranties tied to the functions of this Site and make no guarantee that this Site will be error free, uninterrupted, that defects will be corrected or that it is free of viruses or other harmful components.

Timeliness of Content

All content on this Site is presented only as of the date published or indicated and may be superseded by subsequent market events or other circumstances. You are responsible for refreshing your screen or setting the cache settings on your Internet browser to ensure you are viewing the most current content.

Right to Monitor

Newlight has the right (but not the obligation) to monitor this Site for any unauthorized or objectionable conduct and to take all appropriate actions in response, without notice to you, and we may at any time revoke your right to use all or any portion of the Site. Newlight may investigate any complaint regarding, or suspected violation of, these Terms of Use, and may report any activity relating to this Site to regulators, law enforcement officials or other persons or entities that it deems appropriate.

Means of Access

This Site is generally intended to be viewed by a conventional web browser. Although you may use other means to access this Site, be aware that this Site may not appear accurately through other access methods, and you use them only at your own risk.

Transmission to and from the Site

Any communication or content that you send to the Site is and will be deemed to be non-confidential as between you and us, and Newlight will be free to use, modify, reproduce and distribute it for any purpose without compensation to you.

Links to Other Websites

As a convenience and to make the Site truly service oriented, we have included links to useful sites on the Internet. These sites are owned and operated by third parties. Newlight makes no representation and is not responsible for the availability of, or content located on or through, these third-party sites. A third-party link from the Site is not an indication that Newlight endorses the third party or its site, or that Newlight necessarily has any affiliation with the third party or its hosting provider.

No Advice/No Offer

This Site is for general, informational purposes only. This Site does not provide specific investment advice or strategies to any individual or entity and is not intended to constitute an offer to sell or buy any securities. The investments and strategies discussed on this Site may not be suitable for all investors and are not obligations of or guaranteed by Newlight or any of its affiliates. The investments are not bank deposits and are not insured by the Federal Deposit Insurance Corporation or any other entity and are subject to investment risks, including the loss of the principal amount invested. Nothing contained on the Site constitutes investment, legal, tax or other advice nor is to be relied on in making an investment or other decision. Decisions based on this Site are the sole responsibility of the user. If you would like investment, accounting, tax or legal advice, you should consult with your own financial advisors, accountants or attorneys regarding your individual circumstances and needs.

Case Studies

The case studies presented on this Site are for informational purposes only to illustrate Newlight's management approach and are intended for executives of potential Newlight portfolio companies. The case studies contain the opinions of Newlight and of certain past and present Newlight portfolio company executives. Certain statements about Newlight made by portfolio company executives herein are intended to illustrate Newlight’s business relationship with such persons, including with respect to Newlight’s facilities as a business partner, rather than Newlight’s capabilities or expertise with respect to investment advisory services. Portfolio company executives were not compensated in connection with their participation, although they generally receive compensation and investment opportunities in connection with their portfolio company roles, and in certain cases are also owners of portfolio company securities and/or investors in Newlight-sponsored vehicles. Such compensation and investments subject participants to potential conflicts of interest in making the statements herein. Newlight does not make any representation or warranty as to the accuracy or completements of the information contained herein and it should not be assumed that investments made in the future will be comparable in quality of performance to the investments described herein. Portfolio companies identified herein are not to be considered a complete list of all Newlight portfolio companies. It should not be assumed that the portfolio companies discussed in these case studies were profitable or that future portfolio companies or experiences will be comparable. The case studies are not an offer to sell or the solicitation of an offer to purchase an interest in any security. The case studies should not be construed as illustrative of the provision of investment advisory services by Newlight. Past performance is not necessarily indicative of future results.

Visitors to this Site should familiarize themselves with the full Terms of Use and other disclosures, which fully apply to the case studies. s of Use and other disclosures, which fully apply to the case studies.

Important Information Regarding Investment Performance

Investment performance identified herein reflects certain investments made by Soros Fund Management LLC (“Soros”), during the time in which David Wassong and Ravi Yadav (together, the “Newlight Principals”) were employed by Soros (the “Prior Investments”), as well as investments made by Newlight following its spin-out from Soros in October 2018 (the “Newlight Investments”). Additional information about the investments and the roles of the Newlight Principals with respect thereto during the periods of 2005 to June 2009, July 2009 to October 2018, and after October 2018, are described below.

Information on these investments is provided solely to illustrate the experience of the Newlight Principals, the nature of such investments, and the related investment strategy and process, each with respect to investments, strategies, and/or processes of the type expected for Newlight or any investment fund managed by Newlight (each, a “Newlight Fund”). While all Prior Investments and Newlight Investments are provided herein, certain investments may be presented separately as fitting within a specific investment strategy and/or management approach expected to be pursued for a Newlight Fund. This information should not be relied upon in making investment decisions. Investments presented herein were made during different economic cycles, and performance numbers presented herein are unaudited, preliminary, and may be based on estimates. Past performance is not necessarily indicative, or a guarantee, of future results. There can be no assurance that any investments made by the Newlight Principals or any Newlight Fund will achieve comparable results, or that the Newlight Principals will be able to source transactions in the future that are similar to those described herein. It should not be assumed that investments identified were or will be profitable; that their performance is necessarily representative of the Newlight Principals’ or Soros’ overall performance; that the Newlight Principals will be able to effect similar changes or improvements in the strategies, business or operations of any Newlight Fund’s investments; or that decisions that the Newlight Principals or any Newlight Fund will make in the future will be comparable. Improved portfolio company results are due to a number of factors in addition to the asset management approach of the Newlight Principals, including the skills and capabilities of portfolio company management, contributions by consortium partners, industry trends and conditions and general economic and financial conditions. The asset management approach of the Newlight Principals to each portfolio company is unique and depends on the facts and circumstances of that particular company. No assurances are given that any particular asset management approach will be employed by the Newlight Principals or that any asset management approach employed will achieve any particular result.

Prior Track Record

Investment performance information related to the Newlight Investments reflects investments made by Newlight after its spin-out from Soros in October 2018. Investment performance information related to the Prior Investments reflects investments made by the Strategic Investments Group (and its predecessor private equity group) (“SIG”) at Soros between 2005 and October 2018, the period during which the Newlight Principals were co-heads of SIG. SIG comprised the private equity portion of a large multistrategy portfolio, and as such the Prior Investments generally were not made out of a traditional fund structure. The Newlight Principals were also involved in other portfolio investments made by Soros that do not fit the criteria for the Prior Investments as described above and therefore are not presented herein.

The Newlight Principals led a team of investment personnel throughout their tenure at Soros. In some circumstances, certain personnel had involvement in, certain decision making authority over, and made contributions to, certain Prior Investments, where such personnel will not be involved in managing any investments made by Newlight or any Newlight Fund.

After October 2018

Investment performance information pertaining to the period following Newlight’s spin-out from Soros in October 2018 (the “Post Spin-Out Period”) reflects: (i) activities of Newlight with respect to Prior Investments made by SIG before October 2018 that were transferred to Newlight following its spin-out, and (ii) the Newlight Investments. The Newlight Principals have served as co-heads of Newlight throughout the Post Spin-Out Period. In this capacity, the Newlight Principals have had primary responsibility for ongoing management of such transferred Prior Investments. For the Newlight Investments, the Newlight Principals have been primarily responsible for each stage of the investing lifecycle, including sourcing, diligence, structuring and negotiation, approval and ongoing management.

July 2009 to October 2018

Investment performance information contained herein pertaining to the period from July 2009 to October 2018 reflects the Prior Investments made when the Newlight Principals served as the two co-heads of SIG. During this period, the Newlight Principals had primary responsibility for all SIG investments at each stage of the investing lifecycle. In particular, the Newlight Principals were primarily responsible for sourcing, diligence, structuring and negotiation, approval and ongoing management of SIG investments.

2005 to June 2009

Investment performance information contained herein pertaining to the period from 2005 to June 2009 reflects the Prior Investments made when the Newlight Principals served as two of three co-heads of SIG. The co-heads of SIG had responsibility for sourcing, diligence, structuring and negotiation, and recommending investments for SIG to Soros. Soros had the right to approve capital allocations for recommended investments. The co-heads of SIG also had primary responsibility for all SIG investments following consideration by Soros, generally including additional deal structuring and negotiation and ongoing management.

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None of the performance data, including projected returns, relating to any Newlight Fund or any other Newlight entities contained herein have been prepared, reviewed, or approved by Soros or its employees or affiliates, and Soros: (i) makes no interpretation or representation with respect to whether the information herein is accurate, true or complete; (ii) makes no warranty, express or implied, regarding the information herein; and (iii) to the maximum extent permitted by law, disclaims any and all liability to the recipient or to any other person for any expense, cost, loss or damage of any kind including direct, indirect or consequential loss or damage incurred by any person arising from or relating to as to the completeness, adequacy, truth, use or accuracy of the information contained herein and for any omissions of material facts.