0001140361-19-003052.txt : 20190213 0001140361-19-003052.hdr.sgml : 20190213 20190213163017 ACCESSION NUMBER: 0001140361-19-003052 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 3 FILED AS OF DATE: 20190213 DATE AS OF CHANGE: 20190213 GROUP MEMBERS: GEORGE R. ROBERTS GROUP MEMBERS: HENRY R. KRAVIS GROUP MEMBERS: KKR & CO. INC. GROUP MEMBERS: KKR 2006 GP LLC GROUP MEMBERS: KKR ASSOCIATES 2006 L.P. GROUP MEMBERS: KKR FUND HOLDINGS GP LTD GROUP MEMBERS: KKR FUND HOLDINGS L.P. GROUP MEMBERS: KKR GROUP HOLDINGS CORP. GROUP MEMBERS: KKR MANAGEMENT LLC GROUP MEMBERS: KKR STREAM HOLDINGS LLC SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Sonos Inc CENTRAL INDEX KEY: 0001314727 STANDARD INDUSTRIAL CLASSIFICATION: HOUSEHOLD AUDIO & VIDEO EQUIPMENT [3651] IRS NUMBER: 030479476 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-90864 FILM NUMBER: 19597719 BUSINESS ADDRESS: STREET 1: 614 CHAPALA STREET CITY: SANTA BARBARA STATE: CA ZIP: 93101 BUSINESS PHONE: 805-965-3001 MAIL ADDRESS: STREET 1: 614 CHAPALA STREET CITY: SANTA BARBARA STATE: CA ZIP: 93101 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: KKR 2006 Fund L.P. CENTRAL INDEX KEY: 0001432741 IRS NUMBER: 205116275 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 9 WEST 57TH STREET STREET 2: 41ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212-230-9742 MAIL ADDRESS: STREET 1: 9 WEST 57TH STREET STREET 2: 41ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 SC 13G 1 formsc13g.htm SC 13G
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No.    )*


Sonos, Inc.
(Name of Issuer)

Common Stock, par value $0.001 per share
(Title of Class of Securities)

83570H108
(CUSIP Number)

December 31, 2018
(Date of Event Which Requires Filing of this Statement)


Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

☐
Rule 13d-1(b)

☐
Rule 13d-1(c)

☒
Rule 13d-1(d)
 
*
The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
CUSIP No. 83570H108
13G
Page 2

1
NAME OF REPORTING PERSONS:
 
 
KKR Stream Holdings LLC
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    
(a)☐
    
(b)☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION:
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER:
 
 
21,845,682
 
 
 
 
6
SHARED VOTING POWER:
 
 
0
 
 
 
 
7
SOLE DISPOSITIVE POWER:
 
 
21,845,682
 
 
 
 
8
SHARED DISPOSITIVE POWER:
 
 
0
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
 
 
21,845,682
 
 
 
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
☐
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9):
 
 
21.6%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
 
 
OO
 
 
 
 

CUSIP No. 83570H108
13G
Page 3

1
NAME OF REPORTING PERSONS:
 
 
KKR 2006 Fund L.P.
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    
(a)☐
    
(b)☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION:
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER:
 
 
21,845,682
 
 
 
 
6
SHARED VOTING POWER:
 
 
0
 
 
 
 
7
SOLE DISPOSITIVE POWER:
 
 
21,845,682
 
 
 
 
8
SHARED DISPOSITIVE POWER:
 
 
0
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
 
 
21,845,682
 
 
 
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
☐
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9):
 
 
21.6%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
 
 
PN
 
 
 
 

CUSIP No. 83570H108
13G
Page 4

1
NAME OF REPORTING PERSONS:
 
 
KKR Associates 2006 L.P.
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    
(a)☐
    
(b)☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION:
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER:
 
 
21,845,682
 
 
 
 
6
SHARED VOTING POWER:
 
 
0
 
 
 
 
7
SOLE DISPOSITIVE POWER:
 
 
21,845,682
 
 
 
 
8
SHARED DISPOSITIVE POWER:
 
 
0
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
 
 
21,845,682
 
 
 
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
☐
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9):
 
 
21.6%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
 
 
PN
 
 
 
 

CUSIP No. 83570H108
13G
Page 5

1
NAME OF REPORTING PERSONS:
 
 
KKR 2006 GP LLC
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    
(a)☐
    
(b)☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION:
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER:
 
 
21,845,682
 
 
 
 
6
SHARED VOTING POWER:
 
 
0
 
 
 
 
7
SOLE DISPOSITIVE POWER:
 
 
21,845,682
 
 
 
 
8
SHARED DISPOSITIVE POWER:
 
 
0
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
 
 
21,845,682
 
 
 
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
☐
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9):
 
 
21.6%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
 
 
OO
 
 
 
 

CUSIP No. 83570H108
13G
Page 6

1
NAME OF REPORTING PERSONS:
 
 
KKR Fund Holdings L.P.
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    
(a)☐
    
(b)☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION:
 
 
Cayman Islands
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER:
 
 
21,845,682
 
 
 
 
6
SHARED VOTING POWER:
 
 
0
 
 
 
 
7
SOLE DISPOSITIVE POWER:
 
 
21,845,682
 
 
 
 
8
SHARED DISPOSITIVE POWER:
 
 
0
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
 
 
21,845,682
 
 
 
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
☐
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9):
 
 
21.6%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
 
 
PN
 
 
 
 

CUSIP No. 83570H108
13G
Page 7

1
NAME OF REPORTING PERSONS:
 
 
KKR Fund Holdings GP Limited
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    
(a)☐
    
(b)☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION:
 
 
Cayman Islands
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER:
 
 
21,845,682
 
 
 
 
6
SHARED VOTING POWER:
 
 
0
 
 
 
 
7
SOLE DISPOSITIVE POWER:
 
 
21,845,682
 
 
 
 
8
SHARED DISPOSITIVE POWER:
 
 
0
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
 
 
21,845,682
 
 
 
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
☐
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9):
 
 
21.6%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
 
 
OO
 
 
 
 

CUSIP No. 83570H108
13G
Page 8

1
NAME OF REPORTING PERSONS:
 
 
KKR Group Holdings Corp.
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    
(a)☐
    
(b)☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION:
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER:
 
 
21,845,682
 
 
 
 
6
SHARED VOTING POWER:
 
 
0
 
 
 
 
7
SOLE DISPOSITIVE POWER:
 
 
21,845,682
 
 
 
 
8
SHARED DISPOSITIVE POWER:
 
 
0
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
 
 
21,845,682
 
 
 
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
☐
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9):
 
 
21.6%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
 
 
CO
 
 
 
 

CUSIP No. 83570H108
13G
Page 9

1
NAME OF REPORTING PERSONS:
 
 
KKR & Co. Inc.
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    
(a)☐
    
(b)☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION:
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER:
 
 
21,845,682
 
 
 
 
6
SHARED VOTING POWER:
 
 
0
 
 
 
 
7
SOLE DISPOSITIVE POWER:
 
 
21,845,682
 
 
 
 
8
SHARED DISPOSITIVE POWER:
 
 
0
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
 
 
21,845,682
 
 
 
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
☐
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9):
 
 
21.6%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
 
 
CO
 
 
 
 

CUSIP No. 83570H108
13G
Page 10

1
NAME OF REPORTING PERSONS:
 
 
KKR Management LLC
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    
(a)☐
    
(b)☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION:
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER:
 
 
21,845,682
 
 
 
 
6
SHARED VOTING POWER:
 
 
0
 
 
 
 
7
SOLE DISPOSITIVE POWER:
 
 
21,845,682
 
 
 
 
8
SHARED DISPOSITIVE POWER:
 
 
0
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
 
 
21,845,682
 
 
 
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
☐
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9):
 
 
21.6%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
 
 
OO
 
 
 
 

CUSIP No. 83570H108
13G
Page 11

1
NAME OF REPORTING PERSONS:
 
 
Henry R. Kravis
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    
(a)☐
    
(b)☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION:
 
 
United States
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER:
 
 
0
 
 
 
 
6
SHARED VOTING POWER:
 
 
21,845,682
 
 
 
 
7
SOLE DISPOSITIVE POWER:
 
 
0
 
 
 
 
8
SHARED DISPOSITIVE POWER:
 
 
21,845,682
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
 
 
21,845,682
 
 
 
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
☐
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9):
 
 
21.6%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
 
 
IN
 
 
 
 

CUSIP No. 83570H108
13G
Page 12

1
NAME OF REPORTING PERSONS:
 
 
George R. Roberts
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    
(a)☐
    
(b)☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION:
 
 
United States
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER:
 
 
0
 
 
 
 
6
SHARED VOTING POWER:
 
 
21,845,682
 
 
 
 
7
SOLE DISPOSITIVE POWER:
 
 
0
 
 
 
 
8
SHARED DISPOSITIVE POWER:
 
 
21,845,682
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
 
 
21,845,682
 
 
 
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
☐
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9):
 
 
21.6%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
 
 
IN
 
 
 
 

CUSIP No. 83570H108
13G
Page 13

EXPLANATORY NOTE

Pursuant to Rule 13d-1(d) under the Securities Exchange Act of 1934, as amended (the “Act”), and as provided in the Joint Filing Agreement filed as Exhibit A to this Statement on Schedule 13G, each of the persons listed below under Item 2 (each a “Reporting Person” and collectively, the “Reporting Persons”), have agreed to file one statement with respect to their ownership of Common Stock, par value $0.001 per share, of Sonos, Inc.
 
Item 1.


 (a).
Name of Issuer
 
Sonos Inc. (the “Company”)


 (b).
Address of Issuer’s Principal Executive Offices:
 
614 Chapala Street
Santa Barbara, California 93101

Item 2(a).
Name of Person Filing:
 
KKR Stream Holdings LLC
KKR 2006 Fund L.P.
KKR Associates 2006 LP
KKR 2006 GP LLC
KKR Fund Holdings L.P.
KKR Fund Holdings GP Limited
KKR Group Holdings Corp.
KKR & Co. Inc.
KKR Management LLC
Henry R. Kravis
George R. Roberts

Item 2(b).
Address of Principal Business Office, or, if none, Residence:
 
The principal business office for all persons filing (other than George R. Roberts) is:
 
c/o Kohlberg Kravis Roberts & Co. L.P.
9 West 57th Street, Suite 4200
New York, NY 10019
 
The principal business office for George R. Roberts is:
 
c/o Kohlberg Kravis Roberts & Co. L.P.
2800 Sand Hill Road, Suite 200
Menlo Park, CA 94025

Item 2(c).
Citizenship
 
See Item 4 of each cover page.

CUSIP No. 83570H108
13G
Page 14

Item 2(d).
Title of Class of Securities:
 
Common Stock, par value $0.001 per share (“Common Stock”)

Item 2(e).
CUSIP Number:

83570H108

Item 3.
If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:

Not Applicable.

Item 4.
Ownership.

 
(a)
Amount beneficially owned:
 
KKR Stream Holdings LLC holds 21,845,682 shares of Common Stock, or 21.6% of the outstanding shares of Common Stock based on 100,947,974 shares of Common Stock outstanding as of November 16, 2018 as reported in the Annual Report on Form 10-K of the Company filed with the Securities and Exchange Commission on November 28, 2018.
 
Each of KKR 2006 Fund L.P. (as the sole member of KKR Stream Holdings LLC); KKR Associates 2006 L.P. (as the general partner of KKR 2006 Fund L.P.); KKR 2006 GP LLC (as the general partner of KKR Associates 2006 L.P.); KKR Fund Holdings L.P. (as the designated member of KKR 2006 GP LLC); KKR Fund Holdings GP Limited (as a general partner of KKR Fund Holdings L.P.); KKR Group Holdings Corp. (as a general partner of KKR Fund Holdings L.P. and the sole shareholder of KKR Fund Holdings GP Limited); KKR & Co. Inc. (as the sole shareholder of KKR Group Holdings Corp.); KKR Management LLC (as the Class B common stockholder of KKR & Co. Inc.) and Messrs. Kravis and Roberts (as the designated members of KKR Management LLC) may be deemed to be the beneficial owner of any shares of Common Stock beneficially owned by KKR Stream Holdings LLC, but each disclaims beneficial ownership of such shares.


 (b)
Percent of class:
 
See Item 4(a) above.


 (c)
Number of shares as to which the Reporting Person has:


(i)
Sole power to vote or to direct the vote:
 
See Item 5 of each cover page


 (ii)
Shared power to vote or to direct the vote:
 
See Item 6 of each cover page


 (iii)
Sole power to dispose or to direct the disposition of:
 
See Item 7 of each cover page


 (iv)
Shared power to dispose or to direct the disposition of:
 
See Item 8 of each cover page

CUSIP No. 83570H108
13G
Page 15
 
Item 5.
Ownership of Five Percent or Less of a Class

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following:  ☐
 
Item 6.
Ownership of More than Five Percent on Behalf of Another Person.

See Item 4 above. To the best knowledge of the Reporting Persons, no one other than such Reporting Persons and the partners, members, affiliates or shareholders of such Reporting Persons has the right to receive or the power to direct the receipt of dividends from, or the proceeds, from, the sale of Common Stock.
 
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.

Not Applicable.
 
Item 8.
Identification and Classification of Members of the Group.

Not Applicable.
 
Item 9.
Notice of Dissolution of Group.

Not Applicable.
 
Item 10.
Certification.

Not Applicable.

CUSIP No. 83570H108
13G
Page 16
 
SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: February 13, 2019
 
 
KKR STREAM HOLDINGS LLC
     
 
By:
/s/ Terence P. Gallagher
 
Name:
Terence P. Gallagher
 
Title:
Attorney-in-fact for William J. Janetschek, Chief Financial Officer
   
 
KKR 2006 FUND L.P.
 
By: KKR Associates 2006 L.P., its general partner
 
By: KKR 2006 GP LLC, its general partner
     
 
By:
/s/ Terence P. Gallagher
 
Name:
Terence P. Gallagher
 
Title:
Attorney-in-fact for William J. Janetschek, Chief Financial Officer
   
 
KKR ASSOCIATES 2006 L.P.
 
By: KKR 2006 GP LLC, its general partner
     
 
By:
/s/ Terence P. Gallagher
 
Name:
Terence P. Gallagher
 
Title:
Attorney-in-fact for William J. Janetschek, Chief Financial Officer
   
 
KKR 2006 GP LLC
     
 
By:
/s/ Terence P. Gallagher
 
Name:
Terence P. Gallagher
 
Title:
Attorney-in-fact for William J. Janetschek, Chief Financial Officer
   
 
KKR FUND HOLDINGS L.P.
 
By: KKR Group Holdings Corp., a general partner
     
 
By:
/s/ Terence P. Gallagher
 
Name:
Terence P. Gallagher
 
Title:
Attorney-in-fact for William J. Janetschek, Chief Financial Officer

CUSIP No. 83570H108
13G
Page 17
 
 
KKR FUND HOLDINGS GP LIMITED
     
 
By:
/s/ Terence P. Gallagher
 
Name:
Terence P. Gallagher
 
Title:
Attorney-in-fact for William J. Janetschek, Director
   
 
KKR GROUP HOLDINGS CORP.
     
 
By:
/s/ Terence P. Gallagher
 
Name:
Terence P. Gallagher
 
Title:
Attorney-in-fact for William J. Janetschek, Chief Financial Officer
   
 
KKR & CO. INC.
     
 
By:
/s/ Terence P. Gallagher
 
Name:
Terence P. Gallagher
 
Title:
Attorney-in-fact for William J. Janetschek, Chief Financial Officer
   
 
KKR MANAGEMENT LLC
     
 
By:
/s/ Terence P. Gallagher
 
Name:
Terence P. Gallagher
 
Title:
Attorney-in-fact for William J. Janetschek, Chief Financial Officer
   
 
HENRY R. KRAVIS
     
 
By:
/s/ Terence P. Gallagher
 
Name:
Terence P. Gallagher
 
Title:
Attorney-in-fact
   
 
GEORGE R. ROBERTS
     
 
By:
/s/ Terence P. Gallagher
 
Name:
Terence P. Gallagher
 
Title:
Attorney-in-fact

CUSIP No. 83570H108
13G
Page 18
 
EXHIBIT LIST
 
Joint Filing Agreement, dated as of February 13, 2019.
   
Power of Attorney, dated as of May 28, 2014, granted by William J. Janetschek
Power of Attorney, dated as of May 28, 2014, granted by Henry R. Kravis
Power of Attorney, dated as of May 28, 2014, granted by George R. Roberts


EX-99.1 2 ex99_1.htm EXHIBIT A
EXHIBIT A
JOINT FILING AGREEMENT

This will confirm the agreement by and among the undersigned that the Schedule 13G filed with the Securities and Exchange Commission on or about the date hereof with respect to the beneficial ownership by the undersigned of the shares of Common Stock, par value $0.001 per share, of Sonos, Inc. (this “Agreement”), is being filed, and all amendments thereto will be filed, on behalf of each of the persons and entities named below that is named as a reporting person in such filing in accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.

Dated: February 13, 2019
 
 
KKR STREAM HOLDINGS LLC
     
 
By:
/s/ Terence P. Gallagher
 
Name:
Terence P. Gallagher
 
Title:
Attorney-in-fact for William J. Janetschek,
   
Chief Financial Officer
   
 
KKR 2006 FUND L.P.
 
By: KKR Associates 2006 L.P., its general partner
 
By: KKR 2006 GP LLC, its general partner
     
 
By:
/s/ Terence P. Gallagher
 
Name:
Terence P. Gallagher
 
Title:
Attorney-in-fact for William J. Janetschek,
   
Chief Financial Officer
   
 
KKR ASSOCIATES 2006 L.P.
 
By: KKR 2006 GP LLC, its general partner
     
 
By:
/s/ Terence P. Gallagher
 
Name:
Terence P. Gallagher
 
Title:
Attorney-in-fact for William J. Janetschek,
   
Chief Financial Officer
   
 
KKR 2006 GP LLC
     
 
By:
/s/ Terence P. Gallagher
 
Name:
Terence P. Gallagher
 
Title:
Attorney-in-fact for William J. Janetschek,
   
Chief Financial Officer

 
KKR FUND HOLDINGS L.P.
 
By: KKR Group Holdings Corp., a general partner
     
 
By:
/s/ Terence P. Gallagher
 
Name:
Terence P. Gallagher
 
Title:
Attorney-in-fact for William J. Janetschek,
   
Chief Financial Officer
   
 
KKR FUND HOLDINGS GP LIMITED
     
 
By:
/s/ Terence P. Gallagher
 
Name:
Terence P. Gallagher
 
Title:
Attorney-in-fact for William J. Janetschek,
   
Director
   
 
KKR GROUP HOLDINGS CORP.
     
 
By:
/s/ Terence P. Gallagher
 
Name:
Terence P. Gallagher
 
Title:
Attorney-in-fact for William J. Janetschek, Chief Financial Officer
   
 
KKR & CO. INC.
     
 
By:
/s/ Terence P. Gallagher
 
Name:
Terence P. Gallagher
 
Title:
Attorney-in-fact for William J. Janetschek, Chief Financial Officer
   
 
KKR MANAGEMENT LLC
     
 
By:
/s/ Terence P. Gallagher
 
Name:
Terence P. Gallagher
 
Title:
Attorney-in-fact for William J. Janetschek, Chief Financial Officer
   
 
HENRY R. KRAVIS
     
 
By:
/s/ Terence P. Gallagher
 
Name:
Terence P. Gallagher
 
Title:
Attorney-in-fact
   
 
GEORGE R. ROBERTS
     
 
By:
/s/ Terence P. Gallagher
 
Name:
Terence P. Gallagher
 
Title:
Attorney-in-fact


EX-99.2 3 ex99_2.htm EXHIBIT B
EXHIBIT B

POWER OF ATTORNEY

Know all men by these presents that Henry R. Kravis does hereby make, constitute and appoint William J. Janetschek, David J. Sorkin, Terence P. Gallagher, and Christopher B. Lee, or any one of them, as a true and lawful attorney-in-fact of the undersigned with full powers of substitution and revocation, for and in the name, place and stead of the undersigned (both in the undersigned’s individual capacity and as a manager or member of any limited liability company, as a partner of any partnership, as an officer of any corporate or other entity, or in the undersigned’s capacity in a position similar to the foregoing at any entity, in each case, for which the undersigned is otherwise authorized to sign), to execute and deliver such forms, schedules, statements and other documents as may be required to be filed from time to time with the Securities and Exchange Commission with respect to: (i) Sections 13(d), 13(g), 13(f), 13(h) and 16(a) of the Securities Exchange Act of 1934, as amended, including without limitation, Schedule 13D, Schedule 13G, Form 13F, Form 13H, Form 3, Form 4 and Form 5 and (ii) in connection with any applications for EDGAR access codes, including without limitation the Form ID.

 
/s/ Henry R. Kravis
 
Name: Henry R. Kravis

Date: May 28, 2014

POWER OF ATTORNEY

Know all men by these presents that George R. Roberts does hereby make, constitute and appoint William J. Janetschek, David J. Sorkin, Terence P. Gallagher, and Christopher B. Lee, or any one of them, as a true and lawful attorney-in-fact of the undersigned with full powers of substitution and revocation, for and in the name, place and stead of the undersigned (both in the undersigned’s individual capacity and as a manager or member of any limited liability company, as a partner of any partnership, as an officer of any corporate or other entity, or in the undersigned’s capacity in a position similar to the foregoing at any entity, in each case, for which the undersigned is otherwise authorized to sign), to execute and deliver such forms, schedules, statements and other documents as may be required to be filed from time to time with the Securities and Exchange Commission with respect to: (i) Sections 13(d), 13(g), 13(f), 13(h) and 16(a) of the Securities Exchange Act of 1934, as amended, including without limitation, Schedule 13D, Schedule 13G, Form 13F, Form 13H, Form 3, Form 4 and Form 5 and (ii) in connection with any applications for EDGAR access codes, including without limitation the Form ID.

 
/s/ George R. Roberts
 
Name: George R. Roberts

Date: May 28, 2014

POWER OF ATTORNEY

Know all men by these presents that William J. Janetschek does hereby make, constitute and appoint David J. Sorkin, Terence P. Gallagher, and Christopher B. Lee, or any one of them, as a true and lawful attorney-in-fact of the undersigned with full powers of substitution and revocation, for and in the name, place and stead of the undersigned (both in the undersigned’s individual capacity and as a manager or member of any limited liability company, as a partner of any partnership, as an officer of any corporate or other entity, or in the undersigned’s capacity in a position similar to the foregoing at any entity, in each case, for which the undersigned is otherwise authorized to sign), to execute and deliver such forms, schedules, statements and other documents as may be required to be filed from time to time with the Securities and Exchange Commission with respect to: (i) Sections 13(d), 13(g), 13(f), 13(h) and 16(a) of the Securities Exchange Act of 1934, as amended, including without limitation, Schedule 13D, Schedule 13G, Form 13F, Form 13H, Form 3, Form 4 and Form 5 and (ii) in connection with any applications for EDGAR access codes, including without limitation the Form ID.
 
 
/s/ William J. Janetschek
 
Name: William J. Janetschek

Date: May 28, 2014