Confidential — Internal Planning Document · December 2026
VGP + UMS — $5 Million Monthly Capital Deployment Plan
December launch model built around the UMS + VGP operating structure
Objective: keep the full $5M productively deployed and continuously recycled — not simply spend it once. UMS drives purchasing and fulfillment; VGP drives licensed national sales and collections.
UMS Purchasing Engine
USA Medical Surplus
$4,200,000
Primary purchasing pool for demand-backed inventory
VGP Sales + A/R Scaling
Vital Guard Pharma
$550,000
Pharmacy sales, customer onboarding, A/R bridge
Shared Compliance + Fulfillment
Both Entities
$250,000
Warehouse surge, compliance systems, vendor qualification
Total Capital Pool
100% Assigned
$5,000,000
No idle capital. Every dollar has an owner.
⏱ DEADLINE: NOV 14, 2026 · DEPLOY: DECEMBER 1, 2026 · $65K/MO LOAN · $250K/DAY PACE
1
Operating Model — UMS Purchases, VGP Sells
🏭 UMS — USA Medical Surplus
Sources and buys permitted goods from all channels
Receives, inspects, sorts and stores inventory
Handles most pick / pack / ship within legal scope
Liquidates excess inventory to other wholesalers
Runs all 4 active sourcing channels: Dispatch, Canada, Nationwide Reseller, Mail-In
Operates the $4.2M primary purchasing pool
💊 VGP — Vital Guard Pharma
Receives pharmacy / platform orders nationally
Manages licensed Rx sales and customer terms
Controls collections and cash conversion
Routes compliant fulfillment; direct-ships when FDA/DEA rules require
VGP is purchaser / seller of record for controlled and licensed Rx product
Runs cold callers, account growth and onboarding
⚠️ Compliance boundary: UMS may fulfill only the product classes and facility activities it is legally authorized to handle. Licensed Rx and controlled-substance activity must remain within the entity, premises, registrations, chain-of-custody, pedigree / DSCSA, state, DEA and FDA requirements that apply. Canadian sourcing is used only for goods lawfully importable and marketable in the United States.
2
How the $5M Moves Through the System
🏪
Supply Sources
Dispatch · Canada · Reseller · Mail-In
→
📦
UMS Purchase
Vendor pricing, PO, $4.2M pool
→
🏬
UMS Receive + Store
Inspect, lot/serial, QA, storage
→
💊
VGP Orders + Sales
Pharmacy demand, licensed sales
→
🚚
UMS Fulfill
Pick/pack/ship where permitted
↓ Pharmacies / platforms pay VGP → VGP collects → capital recycles to UMS purchasing queue ↓
| Step | Owner | Capital Action | Management Rule |
| 1. Demand | VGP | Build pharmacy / platform order book; give UMS a daily demand queue | Purchasing follows real demand first; stock only proven high-turn SKUs |
| 2. Purchasing | UMS | Run the $4.2M purchasing engine; price vendors and allocate inventory pool | VGP becomes purchaser / seller of record where licensing, DEA or product rules require it |
| 3. Receiving / QA | UMS or licensed VGP site | Inspect lot / serial / expiration, documentation, condition and storage requirements | No product enters salable stock until QA / chain-of-custody is complete |
| 4. Fulfillment | UMS (where permitted); VGP when required | VGP sends fulfillment requests; UMS handles most pick / pack / ship | Target same-day / next-day release on ready inventory |
| 5. Collection | VGP | Invoice pharmacies / platforms and collect as quickly as terms allow | Protect cash conversion; tighter terms for new / higher-risk accounts |
| 6. Recycle | Finance → UMS | Collected cash returns immediately to the UMS purchasing queue | Same capital turns repeatedly instead of sitting idle |
Core Flywheel: VGP creates demand → UMS purchases and fulfills → VGP collects cash → finance immediately reloads the UMS purchasing queue
3
Exact Monthly Capital Allocation — $5,000,000
Starting allocation for December. Management reallocates weekly based on sell-through, gross profit, days-to-cash, and compliance capacity.
| Lane / Use |
Entity Lead |
Monthly |
Share |
|
Purpose / Rule |
| UMS USA Medical Surplus — Primary Purchasing Pool |
Non-controlled Rx |
UMS purchasing VGP license chain |
$1,150,000 |
23% |
|
Demand-backed Rx purchasing; VGP is purchaser/seller of record wherever licensing requires. |
Rx devices + diabetes products |
UMS |
$850,000 |
17% |
|
Core UMS purchasing lane — fast-turn diabetes / Rx device products where UMS handling is legally permitted. |
Cold-chain / specialty / insulin / injectables |
UMS sourcing VGP licensed chain |
$550,000 |
11% |
|
Insulin / specialty demand with validated storage, shipping and documentation. VGP license chain manages controlled cold-chain. |
OTC / non-Rx medical |
UMS |
$550,000 |
11% |
|
Broad-demand medical products with multiple resale channels. |
Secondary-market opportunities |
UMS |
$300,000 |
6% |
|
Permitted, documented reseller / secondary-market purchases with short hold times and pre-identified exits. CEO priority channel. |
Opportunistic / excess resale |
UMS |
$150,000 |
3% |
|
Wholesaler resale lane for overstock, cancellations and spread opportunities. |
Warehouse / freight surge |
UMS |
$100,000 |
2% |
|
Packaging, freight, temporary labor, storage and throughput bottlenecks. |
| UMS Subtotal |
|
$3,600,000 |
72% |
|
| VGP Vital Guard Pharma — Sales, Licensed Chain + A/R |
Controlled substances |
VGP licensed / DEA chain |
$650,000 |
13% |
|
⚠️ Controlled products never move through an unregistered entity or site. UMS supports sourcing intelligence only where lawful. All DEA / state / security / suspicious-order controls must be active first. |
A/R + payment-timing bridge |
VGP |
$350,000 |
7% |
|
Keeps UMS purchasing moving while pharmacy payments clear. Tightest terms for new / higher-risk accounts. |
Sales / cold callers / onboarding |
VGP |
$120,000 |
2.4% |
|
Cold callers, account activation, repeat-order growth, credit onboarding and sales coverage. |
Customer service / returns reserve |
VGP |
$80,000 |
1.6% |
|
Credits, returns, chargebacks and service capacity so sales growth does not disrupt the purchasing cycle. |
| VGP Subtotal |
|
$1,200,000 |
24% |
|
| Shared Combined Operations |
Compliance / data / security |
Shared |
$80,000 |
1.6% |
|
QA, DSCSA / traceability, WMS controls, DEA security, insurance and audit readiness. |
Canada / supplier qualification |
Shared / UMS purchasing |
$70,000 |
1.4% |
|
Vendor verification, documentation, samples / test buys and lawful import qualification. Once qualified, Canadian vendors supply part of the $4.2M pool directly. |
Liquidity / timing bridge |
Finance |
$100,000 |
2% |
|
Same-week supplier / receivable timing bridge. Unused balance sweeps into highest-approved-turn lane. |
| Shared Subtotal |
|
$250,000 |
5% |
|
| TOTAL — Every dollar assigned to an owner and a purpose |
|
$5,000,000 |
100% |
Reallocation rule: any bucket below 70% of weekly target by midweek releases unused funds to another approved lane within 48 hours. |
Canadian sourcing overlay: Once qualified, Canadian vendors can supply part of the $4.2M purchasing pool rather than requiring a separate capital bucket. Start with legally importable / U.S.-marketable product classes, verified documentation and proven sell-through.
4
December Deployment Cadence
| Timing | Target | What Must Happen |
| Daily | $250K deployed | Purchase orders placed into qualified demand lanes; receiving / shipping / collections tracked same day |
| Weekly | $1.25M deployed | Management reallocates underused capital to highest-turn qualified SKU / customer lane; no dept carries unexplained shortfall |
| Monthly | $5.0M active | Full facility is either in salable inventory, receivables bridge or approved growth infrastructure — not idle cash |
| Recycle | Immediate | Collections are redeployed as soon as available, creating additional turns without increasing the original loan balance |
Capital Reallocation Rules
- If a bucket is below 70% of its weekly target by midweek, management shifts capital to another qualified lane immediately — not at month-end
- Pause a SKU when: sell-through slows, A/R extends, gross margin compresses below floor, documentation is incomplete, or aging exceeds the approved limit
- Prefer inventory with confirmed orders, repeat pharmacy demand, short cash conversion, multiple exit channels and clean traceability
- Do not use the $5M target as a reason to buy inventory that cannot be legally handled, quickly sold or accurately traced
5
Sales Capacity Required to Keep $5M Working
Plan assigns $4.2M to the UMS-led purchasing pool. Illustrative gross profit assumes 15% GM on sales — actual margins vary by product and account.
| Turns / Month | COGS Throughput | Illustrative Sales (15% GM) | Illustrative Gross Profit |
| 1.00× | $4.20M | $4.94M | $0.74M |
| 1.25× ✓ Target | $5.25M | $6.18M | $0.93M |
| 1.50× | $6.30M | $7.41M | $1.11M |
UMS Baseline — Already Serviceable
Pre-December Demand Gate
Map every major SKU to at least one intended customer / exit channel, define expected gross margin, payment terms, estimated days-to-cash and a backup liquidation route. The loan should amplify proven demand, not replace demand.
6
Daily Management Dashboard
Management runs both companies from one integrated dashboard — the full $5M moving from UMS purchasing → VGP sales → fulfillment → collections → back into purchasing.
| KPI | Daily / Weekly Target | Why It Matters |
| Capital deployed | $250K / business day | Confirms the facility is moving into productive uses |
| Purchase orders placed | By entity, vendor and product class | Prevents untracked / duplicate purchasing |
| Inventory received + released | Same-day visibility | Shows whether warehouse / QA is becoming the bottleneck |
| Orders shipped | Same day / next day where possible | Shortens the cash conversion cycle |
| Cash collected | Track daily vs invoices due | Determines how quickly capital can be recycled |
| A/R aging | 0–7 / 8–14 / 15+ days | Stops sales growth from consuming all liquidity |
| Inventory aging | 0–7 / 8–14 / 15+ days | Forces early action on slow-moving inventory |
| Gross margin | By SKU, customer, source | Keeps growth profitable rather than volume-only |
| Customer concentration | Top 5 share of sales / A/R | Protects against one pharmacy controlling liquidity |
| Supplier concentration | Top 5 share of purchases | Protects the sourcing engine |
| Compliance exceptions | Zero unresolved high-risk | Prevents growth from outrunning licensing / traceability / DEA controls |
Management Ownership
| Function | UMS Lead | VGP Lead | Joint Checkpoint |
| Purchasing | Main purchasing engine: vendor sourcing, pricing, receiving capacity | Licensed purchase / sale authority where required | Daily spend vs VGP demand queue |
| Sales | Wholesaler exits / excess inventory | Pharmacy / platform sales, cold callers, account growth | Booked demand vs inventory |
| Fulfillment | Warehouse, QA routing, pick / pack / ship where permitted | Direct fulfillment where required | Orders shipped + exceptions |
| Finance | Payables / vendor timing | Invoicing / A/R / customer terms | Cash conversion and redeployment |
| Compliance | Facility SOPs / product handling scope | NABP / state / DEA / Rx controls | No shipment outside authorized scope |
7
December Launch Checklist — Before the First Dollar is Deployed
| Workstream | Required Condition |
| Licensing / accreditation | Confirm NABP status, state authorities, DEA registrations, facility scope and any 3PL / distributor requirements before inventory is routed |
| Bank / loan structure | Know whether the facility is term debt or revolving credit, exact debt service, covenants, collateral and permitted uses |
| Product map | Approved SKU list by entity, storage requirement, source, expected margin, target customer and backup exit |
| Supplier map | Qualified vendor list with documentation, payment terms, product pedigree / traceability and concentration limits |
| Customer map | Active pharmacies / platforms ranked by expected monthly demand, margin, payment speed and credit risk |
| Warehouse capacity | Validated receiving, segregation, cold-chain, security, lot / serial tracking, picking and shipping throughput |
| Systems | Unified dashboard for PO → receipt → inventory → order → invoice → cash → redeployment |
| Canadian sourcing | Only lawful U.S.-marketable goods; verify FDA / customs / state requirements before purchase or import |
| Controlled substances | DEA-compliant purchasing, storage, records, security, order controls and only the registered entity / site handles them |
Recommended December Command Structure
Morning
VGP reports booked orders, expected collections and customer constraints
Midday
UMS reports purchasing, receiving capacity, inventory aging and outbound readiness
End of Day
Finance / management reconciles deployed capital, shipments, cash collected, A/R and the next-day $250K deployment queue
Weekly
Reallocate the next $1.25M based on sell-through, margin, days-to-cash, licensing scope and verified demand
The Target
The target is not "spend $5M." The target is to keep $5M productive, traceable, legally compliant, fast-turning and continuously recycled. UMS becomes the high-volume purchasing and fulfillment engine; VGP becomes the national demand, licensed sales and collections engine; the $5M continuously cycles between them.
$6.18M
Illustrative Monthly Sales