EMAIL DETAILS

Eric:

Congratulations - I hope the holidays weren't too clouded with practice exams! Yes, I would be happy to meet with Devon and/or Neil along with the Solexel team. Please let me know if/what their availability is on 1/9. Given the short notice, I am doing some juggling so It would be great to see if this is of interest, if they have about an hour slot, and what a typical investment would look like. As mentioned, the idea is that you would be part of the final close of this round, which ought to crest the target of $60mm. Thank you for your guidance on this.

Evan


________________________
Evan A. Haymes
Gentry Capital Advisors
ehaymes@gentryfc.com<mailto:ehaymes@gentryfc.com>

From: Eric Schwerin [mailto:eschwerin@rosemontseneca.com]
Sent: Friday, January 04, 2013 5:11 PM
To: Evan A. Haymes
Cc: 'Hunter Biden (hbiden@rosemontseneca.com)'
Subject: Re: Invite for 1/9/13

Evan-

Sorry for the delayed response. I have been sequestered the past couple of days studying for the Series 79 which I am glad to say I passed this morning.

Thanks for the invite to this. Neither Hunter or I will be able to make it up to NY next week but I can pass this on to either Devon or our other partner in Rosemont Seneca Tech Parters, Neil Callahan, who are both in NYC and see if either of them can join in. Does that work?

Thanks again for thinking of us on this and I look forward to meeting you in person soon.

Best,

Eric


Eric D. Schwerin
Rosemont Seneca Partners, LLC
1010 Wisconsin Ave., NW
Suite 705
Washington, DC 20007
(202) 333-1880
eschwerin@rosemontseneca.com<x-msg://59/eschwerin@obblaw.com>
P Consider the environment before printing this email.


On Jan 3, 2013, at 2:54 PM, "Evan A. Haymes" <ehaymes@gentryfc.com<mailto:ehaymes@gentryfc.com>> wrote:


Eric and Hunter:

Welcome back from a great holiday, I hope. We are back and hard at work, and I wanted to use Solexel as a live deal that might appeal to you and/or your family office clients. This may help illustrate how our co-invest strategy works.

Gentry has invested in a solar panel manufacturing company called Solexel. As you can see from the attached comps, the solar sector - which was heavily out of favor - has had a great run recently. Every name on the list is up in the last week, on average 22%, and some of the names have doubled in the last month. SunPower is up 76% over the last 30 days. This is relevant to our investment as SunPower invested in Solexel, in the same round and at the same valuation that we did. Solexel fits the Gentry Venture Partners strategy. As you know, we are a co-invest fund in mid/late-stage energy venture deals in which tier-1 venture firms have invested and will continue to invest alongside us. Our portfolio is linked here http://www.gentryfinancialcorporation.com/venture-partners/.

I would like to invite you next Wednesday, January 9, to join Solexel's CEO, Mike Wingert, and Founder and Chairman, Mehrdad Moslehi, for a short presentation ~ 45 minutes. They are exceptional executives and I think you will find it rewarding and insightful to hear the story right from them.

I am sending this to about a dozen close friends and colleagues and based on your response, we can either do a single presentation with a Q & A or visit you at your office. Solexel has agreed to come to New York to allow us to rally our close clients to come in at the final closing of this round.

Opportunity - Series C investment in Solexel, Inc.:

o Goal $60mm;
o Raised $39 closed/$21mm hard circled;
o Opportunity $5-10mm above the goal;
o $130mm pre-money;
o expected closing January 2013;
o Key insiders KP, Tech Partners, SunPower;
o Minimum investment: $1 million direct/$106,000 into our SPV


Please find some salient details about Solexel below:

Low-cost manufacturing due to proven, breakthrough manufacturing technology - Solexel has demonstrated the ability to manufacture photovoltaic (PV) cells at costs well below current state of the art. Importantly, the process uses tools and techniques proven in the semiconductor industry, along with key manufacturing innovations from Solexel. The resulting process eliminates a number of steps from the traditional PV manufacturing process, reducing substantially the costs for raw materials, energy and capital expenditures. The Company is currently manufacturing at pilot scale PV cells at its fab facility in Milpitas, CA, and has a clear path for scale-up. The Company is on a trajectory to achieve a cost of $0.37/W for modules using its PV cells by 2016, compared to the industry norm today of about $1.00. Company management believes that the theoretical limits of traditional manufacturing techniques will not allow competitors to reduce costs below $0.70/W. The Company's technology has been called "The Holy Grail" in mono-crystalline silicon fabrication by the leading expert in semiconductors for the US Patent Office. The technology was independently reviewed for investors by the former head of the DOE's National Renewable Energy Laboratories (NREL), who called the technology "revolutionary and disruptive", and said that it "addresses all critical issues" in using thin silicon.

Industry Validation and Strong Order Book - Solexel has MOUs for purchases representing 2.5x the Company's initial capacity with a broad range of customers, distributors and strategic partners, including the leading global solar distributor, and the leading global solar developer. The company has a strategic partnership with Owens Corning, the #2 US roofing company, for building-integrated PV roof shingles, and was awarded a $13 million DOE grant for this initiative - the largest such grant awarded. Solexel has been pursued for a manufacturing partnership by many of the leading global solar companies. Three leading companies were vying to form a partnership with Solexel, and the Company selected SunPower who closed alongside us a few months ago.

High-efficiency cells - The Company produces very thin, mono-crystalline silicon PV cells which have efficiency (i.e., ability to convert sunlight to electricity) that rivals the top-end of the market. The market pays a premium for efficiency. SunPower currently gets $1.50/W for its cells which are the most efficient in the industry at 21%. However, until now, there has been a trade-off, and high-efficiency cells are substantially more expensive to produce. The Company is currently producing cells at 20.6% efficiency, and have a clear path to 23.5% + efficiency.

Back-contact technology provides numerous benefits - Solexel's unique cell design has all the electronics connected via a pliable "backplane". This helps increase efficiency, creates durability (which attracted Owen's Corning to establish a JV to produce shingles using Solexel technology), enables an aesthetic all-black front, and results in greater cell utilization in the event of shade or dirt on the front. Traditional PV modules suffer power reduction of as much as 1/3 of an entire module in the event a single cell is incapacitated, while Solexel's modules isolate the problem to only the immediately affected cells.

Strong IP Protection - Solexel has more than 130 patents issued, pending or licensed. It has exclusive rights within the solar industry for a number of manufacturing tools pioneered in the semiconductor industry.

Business Model not Dependent on Subsidies - Solexel's low-cost, high efficiency cells are designed to enable "grid-parity" electricity production - i.e., ability to produce electricity at cost which rivals that from fossil-fuel power plants. Some analysts have projected that with such parity, solar-based electricity could account for 10% of total electricity production, up from 1% today.

Exceptionally Strong Management Team - Solexel's founder and CTO is a Stanford PhD, a prolific inventor (over 200 patents), and has started and successfully exited 3 previous ventures. The CEO, who was recruited by the Company's lead VCs, previously was President of Seagate and Maxtor, where he oversaw significant growth in an industry with similar characteristics to the solar industry. Solexel's head of marketing, previously headed global sales and marketing for BP Solar, a leading solar company.

Attractive Valuation - This round is priced at a $130 million pre-money valuation, more than a 80% reduction to the last equity round which valued the Company at more than $720 million. Solexel has raised more than $115 million in equity to date, from firms including Kleiner Perkins, Technology Partners, Oak Hill, DAG and Ecofin. The Company has also been awarded more than $17 million in DOE and NSF grants. The Company has been awarded a financing package from the Malaysian government that includes $150 million in very low-cost, flexible loans, $12 million in grants, and tax incentives that combined could be worth more than $1 billion. Of note, this round was re-priced this fall, in the face of severe pricing pressures in the solar industry.

Of course, there are relevant risks as described in the Private Placement Memorandum, which also has more complete company and industry information. If you are interested, I will forward PPM and additional information.

Please let me know if you would be available on 1/9/13 and we will schedule accordingly.
Regards,

Evan


_________________________________________

Evan A. Haymes
Sr. Managing Director, Partner

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New York | Chicago | San Francisco

Gentry Capital Advisors
5 Penn Plaza, 14th Floor | New York, NY 10001
(d) (212) 862-4650 | (c) (917) 690-9090
ehaymes@gentryfc.com<mailto:ehaymes@gentryfc.com> | www.gentryfc.com<http://www.gentryfc.com/>

Securities offered through Gentry Securities LLC, Member FINRA/SIPC.

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