Subject: Utilidate Discussion
From: "Neil Callahan" <[email-masked]>
To: "William Lee" <[email-masked]>, "John DeLoche" <[email-masked]>, "Rob Walker" <[email-masked]>, "Hunter Biden" <[email-masked]>, "Eric Schwerin" <[email-masked]>, "Devon Archer" <[email-masked]>
Date: Sun, 19 Oct 2014 23:51:39 -0400

Hey guys,

As I mentioned to most of you, Utilidata is very interested in us being
involved with them from an advisory and investment perspective.

Attached are a few key documents from the dataroom.

But here are the highlights.  We can discuss on the call at 2pm tomorrow.

   1. Utilidata was sponsored by Josh Brumberger facilitating a move from
   Washington State to Rhode Island, Josh seeded Utilidata with a $500k grant
   from the RI Treasury.
   2. Josh is a friend of RSTP - he know Chris and Devon from 2004 as Josh
   was the fundraising lead for Sen Edwards.  Josh and Julianna know each
   other well and both worked for Sen Edwards.  Josh then worked for Fortress
   in NYC as Sen Edwards proxy there, and he's been giving us inside baseball
   on their process on RSTP.  Josh was the Asst. Treasurer or RI, then
   recently took the job as Head of Biz Dev for Utilidata
   3. Utilidata provides a volt optimization solution that works at the
   Utilities Central Office and Field Office, not in the consumers home, so
   more efficient that most market plays in the space like SilverSpring
   Networks.  Their solution is looked at one for the protecting the grid as a
   national asset because their ability to sense anomalies in the grid before
   all other detection methods - so an early warning system about nefarious
   activities before they become threats.
   4. $5m trailing cash flows, $5m cash burn for '15, $500k cash burn for
   '16.
   5. One significant customer has already invested ($4m from AEP (American
   Electric Power)), and Exelon wants to purchase and also want to invest $5m
   into the company and become a customer.
   6. Exelon has negotiated that they can invest now as the Series B round
   price which closed November '13 - $20m round on a pre-money of $15m.
   7. $2.5m is being held for RSTP to invest along side Exelon, who will
   invest at least $5m (or the entire $7.5m) at the Series B terms.
   8. Exelon will then become a customer (NPV of their deal is $80m+)
   9. $26m has been invested in Utilidate to-date, the cap table is
   bascially:  Braemar - $5m, Formation 8 - $7.5m (Joe Lonsdale, founder of
   Palantir), AEP - $4m, Saudi Aramco - $5.  Then Exelon - $5-7.5m
   10. So if we came is with Exelon, we'd be at a $43m post money for the
   company.
   11. Josh's introduction to Exelon is his friend John Rogers (our friend
   via Julianna).
   12. This investment can work well with our help on the customer intro
   and regulatory from.
   13. Also could help our relationship with Rogers and Exelon's investment
   teams.
   14. They are keeping the round open for us, could close it all this week
   with Exelon, will just need to let them know our intentions and interest.

Take a look, more to discuss about this on the call tomorrow.

Best,

Neil

-- 
Neil Callahan
Rosemont Seneca Partners
917-945-951