Our corporate formation packet includes Logic Building Systems’ Articles of Incorporation (Feb 2023), Bylaws, Directors’ Organizational Consent, and a current Vermont Certificate of Good Standing, along with subscription agreements and stock certificates. Together, these documents confirm Logic’s incorporation as a Vermont-based C-Corporation and establish its governance framework, shareholder structure, and legal standing. 

Throu our Angel Round, Logic operated with a lean team that balanced leadership, technical expertise, and early manufacturing capacity. This structure is intentionally lightweight at the current stage, while designed to expand as production and sales accelerate:

• Jason Van Nest (full-time, Founder, starting his sabbatical from NYIT position in Sept 2025), 
• David J Koster (part-time, investor, real estate development expertise, strategic and technical support),
• Thad Keep (part-time, Vermont Tech manufacturing student internship engaged via stipend arrangement).

Logic’s path to market includes generating revenue through design services that our current leadership can deliver. As we learn from those projects and transition toward product delivery, our hiring priorities fall into three categories.

• Coupling and Pod Design Completion – A full-time design engineer to finalize pod specifications and a BIM/CAD technician to support documentation, detailing, and design-for-manufacture standards.
• Initial Production – Two skilled fabricators with carpentry and modular experience, plus a production lead to manage scheduling, quality, and coordination with local subcontractors.
• Software Specification – Contract programmers to map the API-level actions that will form the backbone of Logic’s SaaS platform.

Together, these hires will allow Logic to refine pod design, rehearse manufacturing steps, install the first round of units at commercial scale, and begin charting which tasks are most ready for automation. Candidate sourcing will emphasize Vermont Technical College graduates in manufacturing and construction management, local tradespeople with prefab experience, and Logic’s professional network—including former colleagues and Senior Research Fellows from the Center for Offsite Construction.

Logic competes in two domains, physical pods and software platforms, each with entrenched incumbents but clear gaps that our configure-to-order model addresses.

Competition – Pods

Logic competes in the bathroom pod market with national players such as SurePods, DuraPods, and BathSystem America. These firms typically offer bespoke, Engineer-to-Order pods that are project-specific, resulting in higher costs (often $18,000–$25,000 per unit installed) and longer lead times. Logic’s approach differs by standardizing the coupling system and pod configurations, reducing both on-site installation complexity and long-term maintenance costs. This Configure-to-Order model positions Logic as a cost-competitive alternative that shortens schedules and simplifies procurement for multifamily developers.

Competition – Software

On the software side, the closest comparators are BIM authoring tools such as Autodesk Revit and its ecosystem of plug-ins. These tools are powerful but are designed for bespoke workflows, requiring expensive design labor and producing models that are not inherently linked to modular supply chains. Logic’s planned SaaS platform instead offers a lightweight digital configurator, where pod and coupling standards are pre-embedded. This allows builders to generate pricing, specifications, and installation-ready designs with far less overhead. Over time, the CTO Marketplace aims to complement—not replace—traditional BIM software, by reducing friction between design intent and modular delivery.

Taken together, these two categories reveal a major gap: incumbents remain locked in engineer-to-order thinking, and no one has yet set their sights on a large-scale configure-to-order SaaS solution for housing. That is the opportunity Logic is pursuing.

Logic is exploring two overlapping markets: the prefabricated pod market and the broader multifamily construction sector moving toward industrialized methods. The global prefabricated bathroom pod market is projected to exceed $3.7 billion annually by 2031, with multifamily housing as the fastest-growing segment. In the U.S., this scale has not yet materialized. We believe that is because the industry has lacked organizations (like the Center for Offsite Construction and Logic) that provide the marketplace structure needed for common adoption.

Closer to home, Vermont and neighboring New England states present immediate demand measured in thousands of units, fueled by affordable housing programs such as Homes for All and large university housing pipelines. These early projects give us an opportunity to test and learn while helping communities that urgently need solutions.

The longer-term opportunity is the software-enabled Configure-to-Order (CTO) Marketplace, which aims to disrupt the boundary between two categories:

• Traditional BIM tools like Autodesk Revit anchor a USD 8 billion–plus global BIM software market, projected to exceed USD 22 billion by the early 2030s. 
• Meanwhile, the broader construction and design software segment already exceeds USD 10 billion in annual value, and the even larger design/rendering software sector may reach USD 85 billion by 2029.

A recent Cap Table (and list of existing SAFE agreements) is in Logic’s data room.

Logic’s recent tax returns reflect a pre-revenue angel stage work. During this period, the company focused on product prototyping, market preparation, and early-stage investment activities. All state and federal returns are available in our data room.

Logic’s roadmap unfolds in a deliberate sequence where each business unit lays the groundwork for the next.

• Stage 1 (2025): Services as Foundation. We launch our Services business unit, completing the showroom, securing early customer agreements, and supporting pilot manufacturing runs. These engagements generate the knowledge base that will feed into our production systems. Use of funds: for showroom completion, design finalization, and product certifications.
• Stage 2 (2026): Production and Installation. Early service agreements transition into pod and coupler production. Scaling production allows us to refine products in real projects, while the Installation business unit captures and systematizes best practices for deployment. Together, Production and Installation create the methods we intend to encode into software. Use of funds: for workforce expansion and fabrication capacity.
• Stage 3 (2027 and beyond): Software as Multiplier. With workflows proven in Services, Production, and Installation, we will launch a SaaS platform that automates design, validation, procurement, and delivery for configure-to-order housing systems. By integrating CTO products and assemblies, the software will drive far more production agreements than Logic alone can fulfill. At that stage, Logic will partner with manufacturers nationwide, earning commissions on sales while focusing operations on design and software-enabled delivery. Use of funds: for software development, data integration, and industry partnerships.

This roadmap leads to a tipping point: Logic evolves from a single manufacturer into the backbone of a national CTO marketplace, where the software platform becomes our largest and most scalable source of revenue.

Logic’s pricing strategy builds across three offerings, each reinforcing the others and paving the way toward our software-led marketplace.

• Couplers — Standardization at Cost. Logic Couplers™ are sold at cost as a commitment device. By ensuring plug-and-play compatibility, they anchor customer relationships and incentivize the purchase of Logic pods.
• Pods — Transparent, Published Pricing. Logic will be the first in the nation to publish an MSRP for bathroom pods, breaking with industry opacity. Two tiers serve different markets: Economy, a baseline affordable housing spec, and Enhanced, a premium package priced at approximately +$10,000. Publishing pod prices creates trust with developers and accelerates adoption at scale.
• Software — Marketplace Multiplier. By 2027, Logic will release a SaaS configurator priced at a fraction of Autodesk Revit. Unlike Revit’s complex general-purpose workflows, Logic’s platform will be purpose-built for configure-to-order housing: pod selection, instant pricing, and automated installation documentation. This SaaS will replace up to 50% of project soft costs, seemingly for free (deriving revenue from pod & panel commissions). As the Services, Production, and Installation units generate the data and methods behind it, the software will crystallize into a protected marketplace where one-click procurement drives far more orders than Logic alone can fulfill.

NB: The budget for these activities in our financial plan keep dropping. Our software development work costs seem to drop by the month. Note that data room software mockups were made with AI tools.

Logic’s approach to software development is intentionally sequenced: before contracting, we are mapping the exact routines that warrant automation. Over the next few quarters, Logic will define two categories of scope:

• Design-side routines – streamlining architectural services as we convert design clients into pod customers.
• Delivery-side routines – enabling customers to order, pay for, ship, and install pods with minimal friction.

This ensures that when we engage outsourced development partners, the scope of work is specific, actionable, and directly tied to scaling both Logic’s physical products and the Configure-to-Order software platform.

Logic’s path to market initially follows existing Engineer-to-Order (ETO) workflows—including case-by-case inspections—but our long-term goal is to launch a Configure-to-Order (CTO) Marketplace where standardized products and certifications greatly accelerate approvals. This certification question highlights exactly the inefficiency we aim to reform.

• (a) Logic Coupler – The coupler will require a UL listing, and we anticipate certification costs of approximately $35,000. This listing will provide customers with confidence in safety and code compliance while simplifying approvals.
• (b) Logic Pods – Pods are being designed to conform fully to the International Building Code (IBC). In the current Engineer-to-Order (ETO) workflow constraining our competition, it is customary for customers to pay for third-party inspectors to review pods in the factory and again prior to shipment, though requirements vary by municipality and are not currently enforced in Vermont. Logic’s goal is to obtain a UL listing for our pods, thereby eliminating the need for repetitive third-party inspections and delivering a streamlined compliance path as a service to customers.

Logic’s beta customers are emerging through our design-services pathway, which we have come to recognize as the most effective entry point to market adoption. While architects find it difficult to simply “drop” our couplers and pods into bespoke project workflows, we are consistently approached by public-sector and nonprofit partners to design offsite housing products that plug-and-play with Logic pods. This services-led channel has revealed a clear path to market and given us direct engagement with early beta customers.

• State Programs – Engagement through initiatives like Vermont’s Homes for All, where Logic was commissioned to design pod-integrated housing solutions.
• County Governments – Interest from counties seeking modular strategies to accelerate affordable housing delivery.
• Community Development Corporations (CDCs) – Active discussions with CDCs in regions such as St. Louis, where our design services translate into pilot projects embedding Logic pods.

These projects serve as both design commissions and beta deployments, ensuring our products are tested in real-world conditions while simultaneously creating the customer relationships that will underpin the Configure-to-Order Marketplace.

• Current service Agreements:
  • <Name Redacted> – consulting for a ~60-unit, 5-over1 multifamily Development in Bennington, VT. 
  • Vermont Homes for All (Phase 3) – teamed with Utile Design and Bensonwood.
• Prospective Service Agreements:
  • <Redacted> Development Group – offered a redesign of their 3-bed, 2-bath 1400 ft2 single-family prototype, helping to scale from 5 to dozens of homes constructed per year.
  • <Redacted> County Government — Introduced as a judge for the “Modular Construction Strategic Plan for Affordable Housing” (RFP) — future consulting on the execution.
  • <Name redacted> (Los Angeles, CA – consulting on the industrialized construction options for a 10-unit Townhouse development.

Logic distinguishes between clients—organizations that engage us for design services—and customers—those who purchase our couplers and pods. At present, Logic has executed two client agreements for design services, while formal customer agreements for pod delivery are still in development. These design service engagements serve as a bridge, helping us refine the path to market and cultivate the relationships that will convert into recurring pod and coupler sales.

• Clients (Design Services) – Logic has two active agreements to design offsite housing products that embed our pod and coupler standards. These agreements provide revenue from services while generating the specifications and pilot projects that test our products in the field.
• Customers (Pods + Couplers) – While formal customer agreements for pod procurement have not yet been executed, our ideal customer is a multifamily housing developer or public-sector sponsor who values predictability in design, schedule, and cost. For them, the coupler is the gateway commitment, and pods become a repeatable procurement choice.

This two-track structure (current clients generating design-led pilot projects, and future customers adopting standardized products) ensures that each step of Logic’s growth is directly tied to building the Configure-to-Order Marketplace.

Logic’s initial sales agreement in our data room.

Logic’s pod sales agreements are structured as signed quotations that define pricing, scope, and payment milestones. These agreements balance transparency for customers with clear protections for Logic as we deliver standardized pods and couplers.

• Payment Terms – Standard schedule of 10% deposit upon acceptance, 35% at inventory delivery, 35% at module completion, and 20% at installation.
• Scope of Work – Agreements cover only Logic’s manufactured products. Design, permitting, and code compliance remain the responsibility of the project’s architect or engineer of record.
• Protections – Contracts include a Material Escalation Clause to account for supplier volatility and an Incomplete Information Clause for projects with evolving architectural drawings.
• Jurisdiction – All agreements are governed under the laws of Vermont, with temporary requirements for customers to work with third-party inspectors (if required for out-of-state projects).

This template allows Logic to provide predictable pricing and delivery while safeguarding against the risks of bespoke construction projects—paving the way toward standardized, MSRP-driven contracts in the future Configure-to-Order Marketplace.

Logic’s primary sales channel today is through our design services, where organizations already willing to pay for off-site solutions engage us to shape housing products that integrate Logic pods and couplers. 

These service agreements are more than consulting contracts — they are our customer acquisition channel, converting early clients into long-term product customers. 

Over the next few months, Services will continue to be our strongest sales engine, building trust and demand that directly translates into pod and coupler orders.

Logic’s historical financials reflect our early-stage focus on prototyping, market development, and building investor support, with minimal revenue recorded to date. The consolidated P&L is available in the Logic Financial Projections spreadsheet under the P & L – ALL tab, alongside detailed unit-level statements.

The consolidated balance sheet captures Logic’s current asset base, early investments, and capitalization structure. A live version, updated as assumptions evolve, is maintained in the Logic Financial Projections spreadsheet under the Balance Sheet – ALL tab.

Logic’s forward-looking projections reflect a sequenced rollout: Services launch in 2025, followed by Production in early 2026, then Installation in mid-2026. Each unit generates the knowledge base and revenue streams that will be automated in software, with the SaaS platform launching in 2027. These unit-level projections roll up into a consolidated view, with detailed monthly assumptions for 2025 and annual forecasts through 2027, available in the Logic Financial Projections spreadsheet under the P&L – ALL and Cash Flow – ALL tabs.

Logic has shifted to bi-monthly investor updates. All past investor updates can be found in our data room.