LUMOS ANALYTICS INC. 340 Folsom Street, Suite 1100 San Francisco, CA 94105 EIN: 87-3491026
October 28, 2023
Silicon Valley Commerce Bank
Attn: Trevor Quinlan, Relationship Manager
3003 Tasman Drive Santa Clara, CA 95054
Re: Outgoing Wire Transfer Instructions — Lumos Analytics Inc. Operating Account No. 8801-4427-3390; Mutual Termination & Release Agreements dated October 27, 2023
Dear Mr. Quinlan:
Lumos Analytics Inc. ("Lumos" or the "Company") hereby instructs Silicon Valley Commerce Bank ("SVCB") to initiate three (3) outgoing domestic wire transfers from the Company's operating account (Account No. 8801-4427-3390) as described in detail below. These wire transfers are being made pursuant to three separate Mutual Termination & Release Agreements, each dated October 27, 2023, entered into between the Company and the respective payees identified herein. The wire amounts represent the full refund of the purchase amounts originally paid to the Company by each payee under certain Simple Agreements for Future Equity (SAFEs) that have been terminated by mutual agreement of the parties. No interest, penalties, or other amounts are due or owing in connection with these refund payments; the stated amounts represent the complete and final refund obligations of the Company under each respective Mutual Termination & Release Agreement.
The Company requests that all three wire transfers be initiated on the date hereof, October 28, 2023, for same-day or next-business-day settlement in accordance with SVCB's standard wire processing procedures and applicable Fedwire operating hours. Should any portion of these instructions be unclear or require further verification, please contact the undersigned immediately at the telephone number and email address set forth below so that any necessary clarifications can be promptly provided.
The specific wire transfer instructions for each of the three transfers are as follows:
Wire Transfer No. 1 — Vantage Peak Ventures Fund II, L.P.
Payee Information.
Payee Name: Vantage Peak Ventures Fund II, L.P.
Payee Address: 2900 Sand Hill Road, Suite 240, Menlo Park, CA 94025
Wire Amount.
Amount: $3,500,000.00 (Three Million Five Hundred Thousand Dollars and 00/100)
Purpose / Reference
This wire transfer represents the full refund of the Purchase Amount paid by Vantage Peak Ventures Fund II, L.P. to the Company under that certain Post-Money Safe: Simple Agreement for Future Equity dated September 12, 2023, which has been terminated in its entirety pursuant to the Mutual Termination & Release Agreement dated October 27, 2023, by and between the Company and Vantage Peak Ventures Fund II, L.P.
Beneficiary Bank Information
Beneficiary Bank Name: Ashford National Bank
ABA/Routing Number: 321081669
Account Number: 80-2254-7710
Account Name: Vantage Peak Ventures Fund II, L.P.
Further Credit Instructions: None
Reference/Memo Line: "Lumos Analytics Inc. — SAFE Refund — VPV Fund II"
Wire Transfer No. 2 — Ridgeline Angel Fund, L.P.
Payee Information.
Payee Name: Ridgeline Angel Fund, L.P.
Payee Address: 55 Liberty Street, Suite 800, New York, NY 10005
Wire Amount.
Amount: $1,200,000.00 (One Million Two Hundred Thousand Dollars and 00/100)
Purpose / Reference
This wire transfer represents the full refund of the Purchase Amount paid by Ridgeline Angel Fund, L.P. to the Company under that certain Post-Money Safe: Simple Agreement for Future Equity dated September 22, 2023, which has been terminated in its entirety pursuant to the Mutual Termination & Release Agreement dated October 27, 2023, by and between the Company and Ridgeline Angel Fund, L.P.
Beneficiary Bank Information
Beneficiary Bank Name: Greaves Bancorp
ABA/Routing Number: 021000021
Account Number: 6639-1082-4455
Account Name: Ridgeline Angel Fund, L.P.
Further Credit Instructions: None
Reference/Memo Line: "Lumos Analytics Inc. — SAFE Refund — Ridgeline Angel Fund"
Wire Transfer No. 3 — Canopy Growth Capital LLC
Payee Information.
Payee Name: Canopy Growth Capital LLC
Payee Address: 1455 Market Street, Suite 600, San Francisco, CA 94103
Wire Amount.
Amount: $1,100,000.00 (One Million One Hundred Thousand Dollars and 00/100)
Purpose / Reference
This wire transfer represents the full refund of the Purchase Amount paid by Canopy Growth Capital LLC to the Company under that certain Post-Money Safe: Simple Agreement for Future Equity dated September 29, 2023, which has been terminated in its entirety pursuant to the Mutual Termination & Release Agreement dated October 27, 2023, by and between the Company and Canopy Growth Capital LLC.
Beneficiary Bank Information
Beneficiary Bank Name: Meridian Commerce Bank (a division of Harborview Trust Bank)
ABA/Routing Number: 121100782
Account Number: 4410-7893-2261
Account Name: Canopy Growth Capital LLC
Further Credit Instructions: None
Reference/Memo Line: "Lumos Analytics Inc. — SAFE Refund — Canopy Growth Capital"
Summary of Transfers
The following table summarizes the three outgoing wire transfers authorized and instructed by this letter:
The aggregate amount to be debited from the Company's operating account pursuant to these instructions is Five Million Eight Hundred Thousand Dollars and 00/100 ($5,800,000.00).
Authorization and Source Account Confirmation
All three wire transfers described above are to be debited from the Lumos Analytics Inc. operating account number 8801-4427-3390 maintained at SVCB. The Company confirms that sufficient funds are currently on deposit in the foregoing account to satisfy the aggregate transfer amount of $5,800,000.00, together with any applicable wire transfer fees charged by SVCB.
The undersigned, Danielle Okoye, Chief Financial Officer of Lumos Analytics Inc., is duly authorized to issue these wire transfer instructions on behalf of the Company. This authorization is made pursuant to the Written Consent of the Board of Directors of Lumos Analytics Inc. dated October 24, 2023 (the "Board Consent"), which authorized the execution and delivery of the Mutual Termination & Release Agreements with each of the three payees identified herein and further authorized the Company's officers to make the corresponding refund payments contemplated by those agreements. A copy of the Board Consent is available for SVCB's review upon request.
For the avoidance of doubt, no interest, penalties, premiums, or additional amounts of any kind are payable by the Company to any of the payees in connection with these refund transactions. The amounts stated above for each wire transfer represent the full and final refund obligations of the Company under each respective Mutual Termination & Release Agreement, and upon completion of these wire transfers, the Company will have fully satisfied its payment obligations thereunder.
Confirmation Request
The Company respectfully requests that SVCB provide written confirmation upon the successful initiation and completion of each of the three wire transfers described herein. Such confirmation should include the Federal Reserve reference number (IMAD/OMAD) for each wire, the date and time of transmission, and the confirmed amount of each transfer.
Please direct all wire transfer confirmations via email to the following recipients:
Primary Contact: Danielle Okoye, Chief Financial Officer Lumos Analytics Inc.
Email: d.okoye@lumosanalytics.com
Copy to Outside Counsel: Calderwood & Harkness LLP
Attn: Omar Siddiqui, Associate
555 California Street, 30th Floor San Francisco, CA 94104
Email: osiddiqui@calderwoodharkness.com
Contact Information for Questions
For any questions regarding these wire transfer instructions, or if any clarification or callback verification is required prior to processing, please contact:
Danielle Okoye Chief Financial Officer Lumos Analytics Inc. 340 Folsom Street, Suite 1100 San Francisco, CA 94105 Telephone: (415) 780-2240
Email: d.okoye@lumosanalytics.com
Thank you for your prompt attention to this matter. We appreciate SVCB's continued partnership and responsiveness in facilitating these transfers on behalf of the Company.
Sincerely,
LUMOS ANALYTICS INC.
By: ________
Name: Danielle Okoye
Title: Chief Financial Officer
Date: October 28, 2023
Enclosures:
1. Copy of Mutual Termination & Release Agreement by and between Lumos Analytics Inc. and Vantage Peak Ventures Fund II, L.P. (dated October 27, 2023)
2. Copy of Mutual Termination & Release Agreement by and between Lumos Analytics Inc. and Ridgeline Angel Fund, L.P. (dated October 27, 2023)
3. Copy of Mutual Termination & Release Agreement by and between Lumos Analytics Inc. and Canopy Growth Capital LLC (dated October 27, 2023)
cc: Priya Narasimhan, Chief Executive Officer, Lumos Analytics Inc. Patricia Dunmore, Partner, Calderwood & Harkness LLP Omar Siddiqui, Associate, Calderwood & Harkness LLP
| Wire No. | Payee | Amount |
| 1 | Vantage Peak Ventures Fund II, L.P. | $3,500,000.00 |
| 2 | Ridgeline Angel Fund, L.P. | $1,200,000.00 |
| 3 | Canopy Growth Capital LLC | $1,100,000.00 |
| Total | $5,800,000.00 |