Full working documents, risk register, and buyer marketing detail for the deal team. Client-facing materials live on the client portal — that version is deliberately curated; this one isn't.
03 Related-Party Disclosure — Tracker
Not urgent yet — no LOI is in hand. This needs to be resolved before any LOI is countersigned, not before now. Tracking here so it doesn't get missed once a buyer moves.
| Item | Status | Trigger to Act | Owner |
| Verbal walkthrough with Dani — advisor/buyer alignment | On deck | Before LOI countersignature | Alex |
| Written disclosure & consent, reviewed by counsel | On deck | Before LOI countersignature | Dave Rosati |
| Gelty ownership reconciliation (QoE 42.5% vs. Deal Memo 100%) | Unresolved | Before MSA / equity terms finalized | Alex / Dani |
04 Risk Register
R-00
Related-Party Buyer / Dual RoleHigh — Emanay Advisors and Emanay Ventures (SPV sponsor/Buyer) are affiliates under common ownership. Not urgent while zero LOIs are in hand, but counsel sign-off is required before any LOI is issued or countersigned.
R-01
Working Capital PegLow — Fixed at $1.4M. CIM/teaser not yet conformed.
R-02
Related-Party Sourcing (Gelty)Medium — MSA drafted buyer-favorable, not executed. Ownership % unresolved.
R-03
Data Room Not Fully PopulatedMedium
R-04
Team Roster CompletenessLow — Shai (CTO), Blesson Thomas (Warehouse Manager) missing from CIM.
R-05
Historical Valuation SwingsLow — Mitigated — Prior $18M ask / 2025 $6-7M talks superseded by QoE-based $7.5M.
R-06
Buyer Strategy AlignmentLow — Resolved — Roll-up/platform positioning + E2 track locked Jul 3, 2026.
R-07
Marketing ConversionMedium — 937 contacted, 23 NDAs, zero LOIs as of Jul 31, 2026. Needs active follow-up cadence.