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Phase One Capital Deployment

Investor-Only Overview

Total Phase One Capital

$2.0M

Phase One funding is used to prepare a launch-ready medical facility, establish regulatory compliance, build employer partnerships, validate demand, and position for potential Phase Two financing.

Purpose of Phase One

Phase One represents the foundation and validation stage of the business. The purpose of this phase is to deploy risk capital to determine whether the organization can responsibly proceed to Phase Two expansion.

Phase One is intentionally non-clinical. No medical services are delivered, and no physicians or imaging staff are employed during this phase. Capital is deployed to build infrastructure, establish regulatory compliance, and validate real employer demand for a membership-based healthcare model before assuming clinical or operational scale risk.

Phase One is a decision gate, not a guarantee of expansion.

Use of Funds — Phase One

CategoryAmountPercentage
Facility & Diagnostic Infrastructure Readiness
Lease deposits, full clinic build-out, construction and shielding of X-ray and MRI rooms, electrical, HVAC, safety, ADA compliance, permitting, inspections, and certifications
$900k
45%
Employer Partnerships & Membership Development Team
Team establishment and operations for educating employers, engaging HR leaders, structuring employer programs, securing LOIs, and validating covered-life projections
$500k
25%
Diagnostic Equipment Leasing (Pre-Activation)
X-ray and MRI equipment leasing, installation, safety validation, calibration, and compliance requirements
$300k
15%
Legal, Regulatory & Compliance Foundation
Membership terms, employer service agreements, healthcare regulatory review, imaging compliance, corporate structure, and SBA financing preparation
$200k
10%
Working Capital & Contingency
Construction timing risk management, regulatory changes, and financial stability during setup
$60k
3%
Brand, Marketing & Employer Outreach
Employer-focused messaging, brand positioning, pre-launch outreach, and community engagement
$40k
2%
Total$2.0M100%

1. Facility & Diagnostic Infrastructure Readiness

$900k

45%

Phase One capital is used to secure and prepare the physical location and diagnostic infrastructure required for future clinical operations.

This includes:

  • Lease deposits and early occupancy costs
  • Full clinic build-out
  • Construction and shielding of X-ray and MRI rooms
  • Electrical, HVAC, safety, and ADA compliance
  • Permitting, inspections, and certifications

Note: Diagnostic rooms are constructed and installed during Phase One. However, no diagnostic services are activated during this phase. This eliminates construction and compliance risk prior to clinical activation and ensures immediate readiness if Phase Two proceeds.

2. Legal, Regulatory & Compliance Foundation

$200k

10%

A meaningful portion of Phase One capital is intentionally allocated to legal and regulatory preparation. This work is foundational and non-optional in healthcare.

Scope includes:

  • Membership terms and conditions
  • Employer service agreements
  • Non-refundable pre-membership contribution disclosures
  • Healthcare regulatory review
  • Imaging compliance requirements
  • Corporate structure and governance documentation
  • Preparation for future SBA financing review

This work ensures the business is structured correctly from inception and avoids costly rework or regulatory exposure later.

3. Employer Partnerships & Membership Development Team

$500k

25%

Phase One establishes and operates an Employer Partnerships & Membership Development Team. This is not a traditional sales function.

The team's responsibilities include:

  • Educating employers on the membership-based healthcare model
  • Engaging HR leaders, executives, and benefits decision-makers
  • Structuring employer programs and pricing models
  • Securing letters of intent (LOIs) and pre-launch commitments
  • Validating covered-life projections and revenue assumptions

Key Metric: Employer commitments are the primary validation metric for Phase Two.

4. Brand, Marketing & Employer Outreach

$40k

2%

Phase One marketing is intentionally limited to education and validation, not patient acquisition.

Funding supports:

  • Employer-focused messaging and materials
  • Brand positioning for the membership model
  • Pre-launch outreach and relationship building
  • Community and employer engagement

Marketing efforts are designed to support employer conversations and commitment generation, not clinical volume.

5. Diagnostic Equipment Leasing (Pre-Activation)

$300k

15%

X-ray and MRI equipment are leased and installed during Phase One to:

  • Validate technical feasibility
  • Complete safety, calibration, and compliance requirements
  • Ensure operational readiness

These systems are not staffed or clinically operated during Phase One.

Lease structures are designed to allow activation in Phase Two, or exit or modification if Phase Two does not proceed.

6. Working Capital & Contingency

$60k

3%

A portion of Phase One capital is reserved to:

  • Manage construction timing risk
  • Address regulatory or inspection changes
  • Maintain financial stability during setup

This ensures Phase One remains disciplined and controlled.

Treatment of Pre-Membership Contributions

Pre-membership contributions are not deposits and are not refundable. They are treated as at-risk, pre-launch capital and are used to fund Phase One activities.

Contributors receive:

  • Clear written disclosure that funds may be spent prior to clinical launch
  • No guarantee of Phase Two expansion
  • No entitlement to profits or returns unless separately documented

Pre-membership contributions are part of the overall risk capital used to determine feasibility.

Phase One Does Not Include

To avoid ambiguity:

  • No physicians, nurse practitioners, or physician assistants
  • No imaging technologists
  • No clinical services
  • No patient diagnosis or treatment

This avoids premature payroll burn, regulatory exposure, and operational risk.

Phase One Decision Gate

At the conclusion of Phase One, leadership evaluates:

  • Employer commitments and covered lives
  • Membership pricing validation
  • Financial sustainability
  • Facility and compliance readiness

Only if these benchmarks are met does the organization proceed to Phase Two, which may include:

  • Hiring medical staff
  • Activating diagnostic services
  • Delivering patient care
  • Pursuing additional capital, including SBA-backed financing through the U.S. Small Business Administration

Phase Two is not automatic.

Investor Perspective

Phase One is intentionally conservative and disciplined. It prioritizes:

  • Risk control
  • Regulatory correctness
  • Demand validation
  • Capital efficiency

This approach protects investor capital by ensuring expansion is driven by verified demand rather than assumptions.

Legal Disclosure

For detailed legal information regarding Phase One Capital Deployment, including risk acknowledgments, use of funds, and governing terms, please review the complete legal disclosure document.

View Legal Disclosure

Next: Phase Two

Once Phase One validation is complete, Phase Two activates care and scales operations. Learn about how $6M funds the first year of clinical operations, medical staff, and diagnostic services.

View Phase Two Details

Phase Two Funding

$6M