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All,

Please see message below from Neuberger Berman. This is huge. We just got
off a 2 hour call with them. It is a potential $100mm commitment to the
Fund and they are very serious. We will pay for the entire team to be here
on Thursday if necessary.

Please advise.

Thanks,

John


---------- Forwarded message ----------
From: Manor, Doug <Doug.Manor@nb.com>
Date: Tue, Apr 15, 2014 at 11:01 AM
Subject: RE: RSTP Counsyl Series D Investment Memo
To: William Lee <will@rstp.com>
Cc: John DeLoche <john@rstp.com>


Hi John & Will,


Thanks again for spending so much time with us this morning. We are
excited about reviewing the fund and co-investment in more detail. To that
end, and considering the near-term decision deadline, we would like to
schedule an on-site diligence meeting and Counsyl company visit on Thursday
morning this week in San Francisco. Is this feasible on your end? I
realize this is short notice, but we would like to complete our work as
quickly as possible to meet the necessary deadlines. We would propose a
morning diligence session at your office, followed by a company visit
afterward before heading to the airport.


Please let me know as soon as possible.


All the best,


Doug


*Doug Manor*

T: 214.647.9597

E: Doug.Manor@nb.com


*From:* William Lee [mailto:will@rstp.com]
*Sent:* Friday, April 11, 2014 3:15 PM
*To:* Tutrone, Anthony; Shofet, Jonathan; Manor, Doug
*Cc:* John DeLoche; Neil Callahan; Devon Archer; Suzanne Troy Cole; Smith,
Brien
*Subject:* RSTP Counsyl Series D Investment Memo


Tony, Jon and Doug,


As discussed, please find attached our draft internal investment committee
memo for the Counsyl Series D investment. I also included the company
model for your reference. There is about $25m or so of this round
available for direct investment from our LPs. About $15m of this $50m
round is already spoken for by RSTP and another institutional LP. Given
the accelerated timeframe here, we would be happy to get on a call to
address any questions you might have, and happy to connect you directly
with the company when appropriate.


Best,


Will and the RSTP team


William Lee, Managing Director

Rosemont Seneca Technology Partners (RSTP)
333 Bush Street, 21st Floor
San Francisco, California 94104
Office: 415.767.1289
Mobile: 617.407.5958

www.rstp.com

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