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PREPARED BY KT · MAY 2026
BUYER BRIEF · FOR LINDA OSTROWSKI

Linda is buying audit-committee defensibility, not telemetry software — give her the document she needs to sign.

FOR
Linda Ostrowski
CFO
COMPANY
Roebuck Manufacturing
FROM
KT
Agentic Ventures
01 · STRATEGIC VERDICT

This is not a demo and not a negotiation. Linda has already decided whether she trusts Vector on operational grounds — she's now deciding whether the financial case is defensible enough to take to Roebuck's audit committee on June 14. Walk in with three numbers: payback period (under 14 months on our base case), accounting treatment (capitalizable as software per ASC 350-40), and downside risk (a worked example of what happens if adoption hits 60% of plan instead of 100%). If we hand her the audit-committee narrative pre-written, she signs. If we let her construct it, she defers.


02WHAT CHANGED RECENTLY

What changed recently

On May 6 Roebuck's parent group reported softer than expected Q1 industrial volumes (down 4.1% YoY) and signaled cost discipline for the remainder of 2026. On the regulatory front, EPA finalized Subpart W amendments in May 2024, taking effect January 1, 2025 for the 2025 reporting year — but in September 2025 the Trump EPA proposed delaying Subpart W reporting requirements until 2034, and the Waste Emissions Charge was repealed via Congressional Review Act in March 2025. The federal compliance picture is uncertain. However, state-level GHG reporting mandates in California, Colorado, and New Mexico are proceeding independently and apply to Roebuck's plants in those states regardless of federal delays. Linda specifically mentioned the emissions reporting burden on the May 12 call. The correct frame is no longer about a hard federal deadline but 'state mandates are live now, the federal picture is in flux, and we give you the infrastructure either way.'

03COMPANY SNAPSHOT

Company snapshot

Mid-market industrial equipment maker — pumps, valves, compressors for oil & gas, water treatment, and chemical processing. 425 plants and processing sites globally (272 US, 153 international). ~$1.8B revenue, ~6,200 employees. Owned by a private equity group (Hellman & Friedman). Operationally decentralized — each plant has its own ERP instance, mostly SAP variants with some legacy JD Edwards. SCADA and historian data lives in 80+ disconnected OSIsoft PI instances. They are exactly the customer profile Vector was built for.

04STAKEHOLDER PROFILE

Stakeholder profile

Linda Ostrowski · CFO, joined Roebuck 14 months ago from a F&B manufacturer where she ran a similar consolidation play. CPA, ex-Big Four. She has a PE-backed CFO's instincts — looks for paybacks under 24 months, dislikes anything that requires headcount additions, and reads contracts personally before legal does. Her audit committee meets quarterly; June 14 is the next one. She told us on the May 12 call that 'this is the kind of project I'd rather take to the committee with a hand-built business case than have to defend on the fly.' That is the open door.

05WHAT WE KNOW ALREADY

What we know already

Six conversations to date over three months. Initial intro from their VP Ops (Karl Hendricks) who is the technical champion and is fully sold. Technical evaluation completed at 4 reference plants in March — all four met or exceeded the 12% energy reduction baseline we promised. Linda joined the conversation on call #4 (April 22) with skeptical posture; by call #6 (May 12) she was explicitly discussing audit-committee mechanics, which is a buying signal. Pricing already negotiated: $840K ARR with a 3-year term, 14% discount from list. Legal redlines are minor and resolved. The contract is not the blocker — the audit-committee narrative is.

06PAIN POINTS

Pain points

  • Plant-level emissions reporting under state GHG mandates

    Federal Subpart W enforcement is uncertain — EPA proposed delaying it to 2034 in Sept 2025, and the Waste Emissions Charge was repealed. But California, Colorado, and New Mexico GHG reporting mandates are proceeding and apply to Roebuck's plants in those states. Their current spreadsheet-based collection process cannot produce the plant-level granularity those programs require.

  • Energy cost as a percentage of COGS

    currently 9.4% across the portfolio, with significant variance plant-to-plant that they cannot explain because they have no comparative data. The PE sponsor has noticed.

  • Unplanned downtime at the 12 largest plants (which produce 60% of revenue) averages 4.1%

    well above industry benchmark. Karl's team believes Vector's predictive maintenance can cut this in half, which is what the 4 reference plants demonstrated.

  • Parent group's Q1 cost-discipline signal puts every line of capex under scrutiny

    Linda needs the business case to survive scrutiny it would not have faced 12 months ago.

07QUESTIONS TO ASK

Questions to ask

  • Q01When you take this to the audit committee on June 14, what's the one number they'll fixate on — payback, risk-adjusted IRR, or something else?
  • Q02What does your downside scenario look like — if we hit 60% of the plan instead of 100% across rollout, does the case still close, or does it break?
  • Q03Are you treating this as opex or capitalizing under ASC 350-40? Because the accounting treatment changes the audit-committee story materially.
  • Q04What would make this an easier 'yes' for the committee — a phased commitment that aligns to Subpart W's January 2027 deadline, or the full 3-year term we negotiated?
  • Q05What's the realistic signing window — June 14 if the committee approves, or are there steps between approval and contract execution we should plan for?
08OBJECTIONS TO EXPECT

Objections to expect

  • PUSHBACK

    The Q1 softness means we need to defer.

    RESPONSE

    This is the real risk. The counter is Subpart W — deferral is not free. Walk in with a slide that shows the cost of waiting until 2027 to start a 12-month deployment when the rule lands January 2027. Deferral has a deadline cost; quantify it.

  • PUSHBACK

    The 4 reference plants are our best plants — what about the worst?

    RESPONSE

    Fair pushback. We have data from a similar customer (un-nameable, but Karl knows them) showing performance held at the bottom-quartile plants too. Bring the redacted version.

  • PUSHBACK

    Can we do a smaller phase 1?

    RESPONSE

    Yes, but only at full per-plant pricing — we don't discount for scope reduction here. Frame it: same per-unit economics, faster path to audit-committee proof. 50 plants in year 1 at $X, expansion priced today for years 2 and 3.

  • PUSHBACK

    PE sponsor wants to see this in their next investment committee.

    RESPONSE

    If true, this is a gift — H&F's IC meets monthly and they're more time-pressured than Roebuck's own committee. Offer to brief them directly or via Linda's CFO peer at another H&F portco who's a customer.

09 · WHAT TO WALK AWAY WITH

Verbal commit to close on or before June 14, contingent only on audit-committee approval. Specifically: Linda agrees that if the committee says yes, contract signs within 5 business days; that no further redlines will be raised; and that Karl can begin pre-deployment planning at the first wave of plants now, ahead of signature, with our team on site. If we get that, we plan a soft launch for July 1. If we leave with 'I'll take it to the committee and let you know,' we've made it easy for her to come back and re-open scope — and we lose 60 days minimum.

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