Telecommunications Technology

Keep the number that keeps you connected.

Olami helps expatriates keep their real home-country mobile number after moving abroad—preserving access to banking, government verification, family, and long-standing contacts.

Regulation D · Rule 506(c) · For verified accredited investors only

Modeled net MOIC
9.34×
Base-case projection.

Assumes a Year-5 liquidity event, an 8× EBITDA exit multiple and 15% cumulative dilution. Net of 20% carried interest and the 1% Administrative Services Fee through the modeled exit; before Fund expenses and entity-level taxes. Investor taxes are additional. Returns are projections, not guaranteed. Total loss of capital is possible.

$30.5MPost-money valuation
$8MTotal capital raise
14.8MAddressable diaspora across the U.S., Canada and BrazilSponsor estimate; no assurance of market capture
3Target expansion markets
Important disclosures
IMPORTANT DISCLOSURES. This page is prepared by CapStack Ventures Fund LLC for verified accredited investors only under Regulation D, Rule 506(c) of the Securities Act of 1933. It does not constitute an offer to sell or a solicitation of an offer to buy any security; any offering is made solely through the Fund's Private Placement Memorandum, Operating Agreement and the Individual Investment Disclosure for this investment, which should be read in full. All projections, valuations and return estimates are forward-looking statements based on model assumptions and are not guaranteed. Financial and operating figures are drawn from Sponsor-supplied materials that have not been audited or independently verified. Investment involves substantial risk, including the possible loss of the entire amount invested, and interests are illiquid with no secondary market. The Manager receives compensation described in the Individual Investment Disclosure, which may reduce investor returns. Nothing herein is legal, tax or investment advice. © 2026 CapStack Ventures Fund LLC · a Delaware limited liability company. These securities have not been registered under the Securities Act of 1933 or any state securities law and have not been approved or disapproved by the SEC or any state securities regulator.
The opportunity

A proven model expanding into three larger markets.

The sponsor has already built the model through a separately owned Israeli operation. This raise funds the same product and playbook in the United States, Canada, and Brazil.

Olami Net Inc. is a new-market business with no current revenue, customers or executed carrier agreements in its target markets as of the offering documents' date. The separately owned Israeli operation provides operating context and is not being acquired.

01 · PROVEN

Operating traction

The sponsor reports approximately $600,000 in annual recurring revenue within 17 months in Israel.

Sponsor-reported operating results are unaudited. The Israeli operation is separately owned and is not part of this investment.

02 · RECURRING

Subscription revenue

The monthly subscription model addresses a persistent need tied to identity verification and personal connectivity.

03 · STRUCTURED

Milestone-based capital

The $8 million raise is deployed in three tranches tied to operating milestones rather than released all at once.

The offering

Fund capital, deployed in staged tranches.

Investors commit capital to the Fund; the Fund deploys it through an SPV into Olami's Series A Preferred in stages as the new-market thesis is tested. Complete terms appear in the offering documents.

As of October 6, 2026, no term sheet had been executed. The preference, governance and other investor protections described here are terms the Manager requires in the definitive transaction documents. No capital deploys until those documents contain the required terms.

Structure
Fund interest → SPV → Olami Series A Preferred
Investors hold membership interests in CapStack Ventures Fund LLC; the Fund deploys capital through a Delaware SPV, which holds Series A Convertible Preferred, 1x non-participating liquidation preference, senior to common stock.
Deployment
Planned: $5M · $2M · $1M
$5 million at closing, $2 million at Month 9 and $1 million at Month 12, subject to funding and operating milestones. Tranche 1 requires a signed U.S. carrier, Carrier of Record, MVNE or wholesale network provider agreement or term sheet. Later tranche timing is conditional, not automatic.
Required governance terms
Board presence + protections
One of three Board seats plus specified protective provisions. The Fund will not control day-to-day operations.
Liquidity
No early withdrawal
There is no early-withdrawal mechanism, redemption right or guaranteed exit. The required Qualified Sale Right is exercisable after Year 5 only under specified conditions and above a defined price floor. Investors should not allocate capital they may need before then.
Fees
1% Administrative Services Fee
1% annual Administrative Services Fee on deployed invested capital, accruing quarterly and deducted when distributions are paid. No administrative fee accrues on undeployed capital. Return of original capital does not end the Administrative Services Fee. It continues under the disclosed terms until all returns due have been received and the investor’s position is closed.
Distributions
8% non-cumulative preferred dividend
8% non-cumulative preferred dividend, conditional on completed fiscal-year Adjusted EBITDA meeting or exceeding 100% of plan and unanimous Board approval. No distributions are expected before Year 3 at the earliest. Dividends are not guaranteed.

After original invested capital is returned, remaining proceeds are split 80% to participating members and 20% to the Manager, with no catch-up. Fund expenses are additional. The Company pays the Manager $160,000 in fixed origination fees across the three tranche closings from financing proceeds, reducing capital available to the Company.

If a later tranche milestone is not met by its scheduled date, the Company has a 90-day cure period. If the milestone remains unmet, the Fund may decline that tranche.

Key investment risks

Read these before considering this opportunity.

Customer acquisition costs observed in Israel may not transfer to the new markets. Carrier agreements remain unexecuted as of the offering documents' date. Permanent-roaming restrictions and telecom compliance obligations may affect launch and operating costs. The investment is illiquid, and total loss of capital is possible.

Next step

Request access to the full opportunity.

To receive additional information, complete the accredited investor questionnaire below. The CapStack team will review your request and follow up regarding access to the Fund’s offering materials.

Complete Access Request ↓Under Rule 506(c), all investors must be accredited, and accredited investor status must be verified before an investment is accepted. Submitting the questionnaire requests access only. It is not a subscription or verification of accredited status.
STEP 1 OF 2

Personal Details

Please provide your contact information. This information will be used by CapStack Ventures for preliminary accredited investor qualification and communication purposes.

STEP 2 OF 2

Accredited Investor Confirmation

Please confirm that you meet one or more of the following accredited investor criteria.

Net Worth
Income
Entity over $5,000,000 in assets
Professional Certification

Investor Confirmation

Important Information

CapStack Ventures Fund LLC is a Regulation D, Rule 506(c) evergreen private investment fund. We work exclusively with verified accredited investors.

Accredited investor status is independently verified before investment. Accepted methods must meet Rule 506(c), including qualifying professional confirmations or an appropriate review of supporting records. Where permitted, the Fund may rely on its prior verification within five years, together with a current written representation and no information suggesting the investor no longer qualifies. Our team explains the accepted process after an access request.

Submission of this form does not constitute a commitment to invest or an offer to sell or the solicitation of an offer to buy any security.