Investor Supplement

Detailed institutional companion for the $17M Phase 1 raise, consolidated and expanded 2Q26 underwriting.
Single-country proof node with factory + development / land-bank overlay, governed drawdowns, and investor-first waterfall.
$17.0M
Investor Cash
$22.0M
Total Capitalization
$36.7M
2030 Revenue
$12.5M
2030 EBITDA
3.03x
Continue MOIC
24.3%
IRR
1.95x
Buyout MOIC
~8%
Debt/Cap at Draw
34.0%
2030 EBITDA Margin
1
Executive Summary and Underwriting Frame

Phase 1 should be read as a bounded first-node investment rather than a speculative regional rollout. The investor is underwriting one controlled Turks & Caicos operating node that combines a factory earnings floor with a measured development and land-bank overlay. The investment case is designed to make uses of capital, operating conversion, reserve logic, and investor recovery visible and governable.

The consolidated 17+5 bridge case preserves the company thesis from the earlier proof case, but expands the amplitude of Phase 1. Compared with the leaner factory-only frame, the current raise adds more early DevCo activity, a larger land position and project pipeline, and a clearer bridge into Bahamas replication logic. What does not change is the requirement that Acrete earn commercial permission through proof packs, quality systems, bounded claims, and disciplined drawdown pacing.

Management should frame this raise as: fund one country correctly, prove the operating and monetization system, then replicate only after evidence exists.
QuestionAnswer
Why this case existsTo convert Phase 1 from a narrow proof node into a more robust first operating platform while still remaining single-country and controlled.
What investors are fundingFactory capex, working capital, proof-system spend, strategic reserves, land-bank / development deployment, and project-level debt support.
What makes it institutionally legibleVisible capital buckets, milestone-based drawdown, reserve protection, one-factory reference economics, and a transparent investor waterfall.
What investors should not underwriteUnproven multi-country expansion, speculative later-phase optionality, or premium margins unsupported by evidence.
2
What Changes in the 17+5 Bridge Case

The bridge case sits between the lean proof case and the eventual broader platform. It is still factory-anchored and proof-first, but it is no longer a pure factory-only memo. It adds controlled development and land-bank exposure so the first operating node can generate recurring manufacturing evidence and selective monetization events.

DimensionImplication
What changes versus the earlier caseLarger capital base; more early DevCo activity; larger land position and project pipeline; more visible bridge to Bahamas replication.
What stays the sameSingle-country launch; factory as the physical operating spine; proof-pack discipline; quality control; bounded warranty logic; governed capital pacing.
Strategic interpretationInvestors are not funding a vague regional aspiration. They are funding a more substantial first node that can support manufacturing proof and measured development monetization.
Why this mattersThe first node begins to resemble the eventual platform without forcing investors to give credit to optionality the current phase has not yet earned.
3
What the Capital Funds

Investors need to see a functioning operating node rather than an abstract technology program. In the current raise, the capital stack is legible: $17.0M of investor cash, $5.0M of sponsor contribution, and targeted project-level debt layered into development activity at roughly 8%, with no large platform debt.

The underwriting purpose of each bucket is important. Factory capex builds tangible productive capacity; working capital protects commissioning and early commercial rhythm; proof-system and QA spend turns claims into financeable evidence; reserve capital protects credibility in interruption-prone island execution; and development capital broadens the cash-conversion logic beyond a single revenue line.

Capital BucketRole in the CaseUnderwriting PurposeControl Note
Factory capex and follow-on capexBuild the operating platform and recurring production floor.Anchors the case to productive capacity and one-factory reference economics.Release against equipment, commissioning, and readiness milestones.
Working capital and inventoryProtect commissioning and early commercial rhythm.Reduces the risk of a false start and supports delivery credibility.Track inventory turns, payables discipline, and early order cadence.
Proof-system / QA / certification spendCreate financeable documentation and bounded claims.Turns product claims into investable evidence and de-risks approvals.Tie spend to test cadence, proof packs, and acceptance packages.
Strategic reservePreserve liquidity and milestone discipline.Supports operating resilience and investor confidence.Reserve usage should require board-level and reserved-matter approval.
Development / land / DevCo deploymentAdds monetization and strategic-control pathways.Creates a second route to value while preserving the factory earnings floor.Sequence deployment behind milestones, not calendar dates.
4
Capital Deployment and Drawdown Governance

Capital timing matters because it funds an operating model, not because it makes a spreadsheet prettier. The correct discipline in Phase 1 is sequencing: major releases should be tied to commissioning, inventory readiness, project-start milestones, reserve sufficiency, and debt-service visibility.

MilestoneDeployment PrincipleInvestor Reading
Commissioning windowRelease irreversible plant spend around equipment installation, staffing readiness, utilities, and production commissioning.The factory should be able to stand as an earnings floor before development activity becomes central.
Working-capital buildMake working-capital needs explicit rather than burying them inside optimistic revenue growth.Investors should be able to see whether early commercial rhythm is real.
Project and land deploymentSequence land-banking and project capital behind clear milestones and board-approved gating.The raise should not drift into undisciplined multi-year burn.
Debt timingTreat debt draw timing and debt-service coverage as underwriting variables.Project debt should complement, not obscure, the economics of the one-factory case.
Reserve governanceKeep reserve usage subject to reserved matters and board-level review.The reserve line is part of the case itself, not a cosmetic buffer.
A useful board test for every major release is simple: does this spend advance controllable evidence, or does it merely advance ambition?
Governance ElementPrinciple
Working capital pressureHonest executives can hate shocks inside. Exploit existing capital monitoring and reporting rhythm.
QC / BPI / warranty exposurePost quality systems can undermine the floor. Traceability, test cadence, data trail.
Debt timing / project cash timingProject debt and receivables timing can introduce shorter-fuse debt and distort the operating picture.
Operating disruptionIslands have logistics, weather, and regulatory risk, governance, and readiness-based guard.
5
Operating Model and Revenue Logic

Phase logic only works if the revenue model is understandable. Acrete does not monetize through one undifferentiated construction bucket. The platform combines recurring factory output, technical services, engineered outputs, and, in the bridge case, selected development and project monetization layered on top of the plant.

The key interpretive point is that the factory remains the recurring earnings floor and the quality-control anchor. Development activity broadens monetization pathways and creates optionality, but it should not be allowed to blur the underlying economics of the factory node.

Revenue or Value BucketRole in the CaseWhy It Matters
Factory revenueRecurring production floor.Provides the cleanest evidence that utilization, mix, and pricing are real.
Technical servicesHigh-trust commercial wedge.Supports approvals, specification pull-through, and higher confidence customer conversion.
Engineered outputsSelective margin enhancer.Supports faster installation, better mix, and more industrialized output.
Development / project turnoverVisible cash-event layer.Creates a second route to investor recovery or platform value.
Retained strategic assetsOptionality rather than base support.Improves long-range platform quality without requiring investors to underwrite speculative upside.
6
Financial Ramp, EBITDA Conversion, and Margin Shape

The corrected bridge-case financial profile is intentionally front-end burdened: startup cost and development preparation create negative EBITDA in the launch year, followed by operating leverage as revenue scales and margin improves. That profile is institutionally healthier than a model that assumes immediate premium-margin performance at launch.

The most useful investor read is not the single-year headline. It is the shape of conversion: negative launch-year margin, positive EBITDA by the operating ramp, stronger cash conversion as mix improves, and a more substantial earnings engine by 2035.

Metric2026202820302035
Revenue$2.9M$27.4M$36.7M$57.2M
EBITDA$-4.3M$5.5M$12.5M$33.6M
EBITDA margin-148.7%20.2%34.0%58.8%
Continue-case MOIC0.00x0.00x1.09x3.03x
Revenue, EBITDA, and EBITDA Margin (2026-2035)
Exhibit 1. Revenue, EBITDA, and EBITDA Margin (2026–2035).
Interpretive note: the operating engine becomes substantial within the explicit model window; the bridge case is not relying on implied durability to create an investor case.
7
Factory Output Ramp

Operationally, the corrected workbook still roots into one TCI factory, but the case is no longer a pure single-product ramp. Saleable cubic yards and panel units track together, and the dual-metric ramp highlights underlying recurring revenue, and it demonstrates that development monetization is being layered onto a real operating spine rather than into a standalone project company.

Factory Output Ramp
Exhibit 2. Factory Output Ramp: saleable cubic yards and panel units.

The plant matters because it provides volume, quality control, proof-pack credibility, and a physical operating spine that later development activity can tap. The development overlay may change over time, but the factory will always determine whether the platform is commercially real.

8
Liquidity, Leverage, and Reserve Architecture

The balance-sheet question is not simply whether EBITDA turns positive. It is whether the company converts operating progress into durable liquidity while maintaining enough reserve capacity to survive interruption cycles.

~8%
Debt / Cap at Draw
No
Large Platform Debt
Milestone
Reserve Release
Board
Reserve Governance

Acrete carries modest project-level debt and light operating leverage. There is no large platform debt, there is no complex development activity, and there is no large platform debt. Reserve build tempos tied to post-payback net income ensure the reserve line becomes consequential before expansion capital is considered.

Liquidity MetricStatus
Reserve lineGoverned, milestone-gated.
Debt-service coverageConsistent and driven year-over-year.
9
Investor Return Architecture and Payback Logic

The return structure mirrors investor-digester: investors obtain 100% preferred and the greater of the preferred hurdle or a 20%+ carried interest structure (subject to confirmed terms), above a structurally clean residual split. That shift is not cosmetic. It determines whether the continue case captures meaningful long-run economics for all parties.

Return Architecture ElementCurrent PositionInvestor Reading
Preferred hurdle1.7x MOIC and 20% IRRDefines when the deal flips from full investor recovery to shared upside.
Buyout year2030Reasonable for investor return benchmarking and alternative comparison.
Continue case3.03x MOIC / 24.3% IRR to 2035An investable reference, used to triangulate and bracket probable outcomes.
Dividend buyout1.95x MOIC / 25.0% IRR to 2035Delivers a financeable early-liquidity option for investors.
Post-hurdle split20% Investor / 80% FounderShares early performance transparently in a tiered structure.
Cumulative Distributions and Investor Payback
Exhibit 3. Cumulative distributions and investor payback.

Capital recovery begins meaningfully in 2029 and becomes more back-end rich thereafter, which is why this raise should be described as a bridge case rather than a narrow proof memo.

10
Downside Variables and Risk-Control Logic

The case is not risk-free, and the downside variables should remain visible. The first downside is timing and conversion, not technology or demand. Investors should interpret the risk profile through the lens of execution discipline, noting that integration logic is already designed into the system.

VariableRisk Description
Commissioning delayFactory commissioning delays push revenue recognition and create working-capital drag.
Product-mix realizationMargin quality improves only if mix shifts toward higher-spec output, not just volume.
Development-timing exposureDevCo and project turnover timing can shift, affecting cash-conversion cadence.
Island-execution overheadLogistics, utilities, regulatory cadence, and weather patterns add friction to standard operating timelines.
Platform disciplineThe risk that early success generates premature expansion pressure before proof is complete.
11
Governance and Reporting Cadence

Governance should reinforce controllability rather than add bureaucracy. The diligence focus should remain on quality systems, staffing, inventory, equipment readiness, and reserved-matter discipline.

CadenceScopeDeliveryWhy It Matters
Monthly operating KPI reviewProduction volume, QC pass rates, inventory turns, cost per CY.Dashboard and data file.Provides real-time evidence that utilization, quality, and cost discipline are tracking.
Monthly management reviewWorking-capital position, debt-service status, project-level cash flow.PDF or memo.Gives investors current visibility into capital consumption and reserve trajectory.
Quarterly board packageRevenue, margin, major land and project updates, and milestone progress.Board deck and supporting financials.Anchors investor confidence in a formal governance rhythm.
Reserved-matter governanceReserve draws, major land commitments, capital redeployments.Board-level approval.Ensures high-impact capital moves are not made unilaterally.
12
Why Phase 1 Matters to the Larger Platform

Investors should not read Phase 1 in isolation from the broader five-country sequence, but they also should not give later-phase optionality credit that the current phase has not yet earned.

Platform ElementRole in the Case
Proof casePhase 1 must be able to stand as a controlled TCI investment case with a visible earnings floor and credible reserves.
Should-above valueDemonstrate the commercial and institutional case with a thicker earnings floor and visible development monetization.
Replication logicBahamas Republic, Puerto Rico, and Jamaica sequence depends on TCI proof packs, not TCI revenue alone.
Platform disciplineMakes early performance transparent in a tiered structure.
13
Conditions to Close and Decision Agenda

The strongest reading of Phase 1 is that it is a disciplined first-node investment with visible, monetizable manufacturing evidence, improving operating quality, and institutional controls built to make the business financeable rather than merely interesting.

Condition to Close / FinalizeWhy It Must Be Complete Before Launch
Final investor terms and subscription agreementsLegally binding capital commitment; prerequisite for all go-decisions.
Final revenue and costs and drawdown scheduleConfirms deployment discipline and external process.
Final TCI model and monthly waterfall bridgeValidates five-year cash, payment logic, and payback timing.
Final governance SPV structureEstablishes reserved matters, board composition, and voting thresholds.
Final site and production languageEnsures downstream underwriting is explicit and referenceable.
Final operating KPI packageMakes early performance transparent in a tiered structure.
14
Conclusion

The 17+5 bridge case should be presented as a disciplined expansion of the same governed platform, not as a different company. It remains proof-first, five-country disciplined, and factory-anchored. What changes is the amplitude of Phase 1, and with it the investor's exposure to more early strategic optionality, and a stronger bridge to replication.

Recommended presentation frame: Acrete is asking investors to fund one country correctly, demonstrate controllable operating proof and measured monetization, and earn the right to replicate only after evidence exists.
Jason Castro
Managing Director
Acrete Global Ltd.
Patrick Fleming
Managing Director
Acrete Global Ltd.