Capital Solicitation Update

8-18-2021

Vital and Omnipoint Technology, Discussions With William Coleman BFG Inc and ED Hartwell Sinnott and Company 

Vital and Omnipoint had detailed conversations with the above referenced Funding Brokers. We covered the targeted acquisitions, the amounts and preliminary documents needed to move toward closing and funding. Prior to Omnipoint joining the conversation Hartwell expressed genuine interest in working with Vital. After Omnipoint joined the meeting Hartwell immediately revealed two sources that were in the Tower market segment and would be good candidates for funding operations of Omnipoint and Vital.

Typically hardware takes the lead in the discussions with bankers and we had to remind everyone around the table that Vital is the reason why this transaction is happening. Omnipoint represented they have $11,000,000 in revenues. Immediately, Brokers as is their nature, shifted the discussion to the perceived low-hanging fruit. Vital politely interjected the need for Internet services and media content to make the network usable. We reminded everyone about the mission of our businesses. We informed BFG and Sinnott of the Vital and Omnipoint agreement for a capital injection of up to $7.5 million in Vital because they do not have the tools or capacity to deliver the services team and technology agreements in place to deliver services. Lastly our acquisition targets have verifiable high quality revenues that can distribute payments to investors 45 days after closing and funding. 

We have several low profile but strong leverage points with each of the parties around the table:

1. Omnipoint their offerings are losing subscribers on a monthly basis due to low quality products and services, customer service , technical support. That is why they want to partner with us. No one on their team has managed a 24/7 call center, Vital has. They failed to understand the intricacies of the regulatory elements of IPTV and network integrity, Vital does. Omnipoint is relying on our network design to deliver products and services. That said Omnipoint confirmed in a late night email and again this afternoon they will follow our lead. 

2. William Coleman and BFG Inc are under contract with Vital. We are communicating with BFG Inc to clarify who is the lead, and which perceived funding opportunity has priority and the role each party is playing in the transaction. We are scheduled to have candid conversations on these sensitive topics with all of the appropriate parties. The content of the conversations was anticipated. The purpose of Vital's conversation with William Coleman earlier today covered; Who, What, How Much, and When the funding for our business plan and Omnipoint's needs are closed, funded, and managed with the assistance of BFG Inc.

3. Ed Hartwell Sinnott and Company  Vital and BFG are communicating with Sinnott and Company to clarify that our proposal is  the driving force in our discussion them. Vital is the lead, our funding request has priority and comes with the day-to-day management role for every aspect in the transaction. We are scheduled to have candid conversations on these sensitive topics. William Coleman and Rodney Littles will participate in the discussions with Ed Hartwell due to their collective personal relationships. William is the lead. The nature of these conversations were anticipated and ultimately only Vital will define the how the funding is managed and distributed.

To use a colloquial phrase; this is how the deal making sausage is made. 

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