Vine Hill Capital Investment ^{Priced, Nasdaq: VCICU}

We are a newly organized blank check company. While we may pursue an acquisition opportunity in any business, industry, sector or geographical location, we intend to focus on industries that complement our management team’s background, and to capitalize on the ability of our management team to identify and acquire a business, focusing on the industrial and services industries. We will seek to acquire one or more businesses with an aggregate enterprise value of approximately $500 million to $1 billion (and may be greater than $1 billion), and we will not be prohibited from pursuing businesses with an aggregate enterprise value of less than $500 million. Our strategy will be to identify, acquire and, after our initial business combination, build an industrial or services business. Vine Hill Capital Partners LLC (“Vine Hill Capital Partners”) is a newly organized investment firm and, accordingly, the following discussion of our management team’s experience and/or involvement with past transactions relates to their respective experience and/or involvement with such transactions while serving as directors, officers, executives, advisors or employees at other firms and organizations and not through Vine Hill Capital Partners. Further, an investment in us is not an investment in any of those other firms or organizations.