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Water Is The New Gold: Making Decentralization Reality

May 3, 2020 2:58:20 AM

Insider Briefing of 30 April 2020

Helping You Thrive in the World's ONLY Vital, Scarce and Recession-Proof Market

CEO Eckelberry delves into the primary slow on water treatment project implementation and how OriginClear's Investor Water™ provides a totally new approach to creating a marketplace and app that could completely revolutionize the entire water industry and create a whole new avenue for investors to participate in a secure and profitable game which vitally assists in the mission to bring clean water to all.


Transcript from recording: 


WITNG Title slide



Riggs Eckelberry:

All right. Well this is the 30th of April. It's the last Insider Briefing of the month and next week's of the seventh will be a big production. Actually, I'm very excited because it's the first Thursday and we do it properly. I'm going to have a smart board and with us I expect to have the amazing Dan Early. Now, Dan Early, as you all know, is the senior engineer of the company. He also brought to us the Modular Water Systems™ technology, the five unique licenses for pre-packaged “Water System In A Box™” type technologies. We know that this is what works for those remote decentralized systems.


20200416 MWS slide


Dan Early & Investor Water

In fact, during this call I'll be reviewing that research that I brought before about decentralization and how that works. The reason why I'm bringing Dan Early on the show is that he's becoming involved with Investor Water™. The Investor Water vision is very, very clear. Really, it's a tripod. The most important one at the center of it is technology, right? Without technology, you can't get this stuff done. That is a key item. With the technology of Modular Water Systems, we're able to have these elegant, inexpensive roll-in, roll-out kind of water systems, which are perfect for these small decentralized uses.

If you think that decentralization is a small business, you got another think coming. I'm going to have that article coming up shortly and we'll review the research on this. But essentially, Investor Water relies on a relatively inexpensive water solution that can be rented short-term rented, STR. That's that old Airbnb term, STR.

The idea is that you can rent these things out and if they are not portable then it’s not a rental because once it's in the ground, how do you get it out? So, we need that technology and he's really the technologist. He's also an amazing visionary and he understands the corporate situation very, very well because Investor Water is turning into a big deal.

I'm going to start by reviewing, in fact, the whole decentralized water loop, shall we say. In fact, it's called closing the loop so there we go.


CEO Briefing Slide Closing The Loop


Closing The Loop

All right, so this is a piece of research that occurred, it was issued as a webinar on June 28th, 2016. If you want to watch this whole webinar, it's quite fascinating because Abhirabh makes some additional commentary that are not in these slides. Just email, invest@originclear.com and Devin will get you the link and you'll be able to play it. You can't otherwise play it. You have to contact Lux and so forth.


Lux - About Lux 2


Aging Infrastructure

All right, so then what's this all about? Well, aside from Lux Research being an amazing organization, what they said in 2016, and it's even more so today is, “Aging infrastructure is breaking the bank.”


Lux - Aging Infrastructure 2


Breaking The Bank

All right, what does that mean? Very simple and I've been showing this slide, is a very, very important slide. 1960, at the bottom of this graph here, we have about a $14 billion expenditure on operation and maintenance, just keeping this stuff going. In real dollars, this has expanded to $72 billion, far more than 72 billion in today money, it's more like 200 or 300 billion. But in terms of 1960 dollars it's $72 billion and that's in repair, replacing old pipes and mains, drinking water funding needs. 60% are related to pipe infrastructure. This is a big deal.

We have been hearing a lot about how we are going to spend money on infrastructure. The President has spoken about COVID phase four being all about the infrastructure. It's very large infrastructure program that is multi-trillion dollar. But historically, Congress has failed to do these. During the 2008 crash there was this big, shovel-ready infrastructure bill and frankly nothing much happened. It was pretty sad. We can't expect the government to do anything about it so business as usual.

In addition, if you want to solve problems by building a lot of centralized billion-dollar projects, well where are you going to locate them? People live in these places or they are wildernesses, NIMBY, not in my backyard, all that stuff. It's very hard to even locate these things, let alone pay for them.


Lux - NRW Loss


Non-Revenue Water Loss

Non-revenue water (NRW), big problem. It goes as high as 30% meaning this is water that you've lost. Think about it. California has, water is very precious, and then loses water. Fortunately, we're not the worst. I see San Diego is right there in the lower 40%. New York is rather on the high side, which is too bad because they have a fantastic water system, but it's getting old. Chicago is way up there. London is the worst. Who is at the far right? Tel Aviv. Tel Aviv is an amazing water manager. Almost 90% of their water is recycled. They are very, very diligent. I think a major reason we don't have a war in the Middle East is that Israel is selling water to Jordan and Egypt and maybe probably also Lebanon. So Israel is a net exporter of water if you think about it. Anyway, so this is a big deal.


Lux Infrastructure collage

Billions Required

Moving on here again, billions required, a billion here, a billion there. Pretty soon you're talking about a lot of money, right? And the problem's getting worse.

Cost Of Repairs & Upgrades Increasing

Cost of repairs and upgrades, not coming from government handouts of course. Investment gap will be 105 billion per year over the next decade, which means half a trillion dollars in 10 years.

Expanding Capacity

[Facilities] Need to expand capacity, extreme storms, climate pressure, more population. We hear the stories all the time.

Sewage Overflows

CSOs, which are combined sewer overflows. That's when literally the sewage just gets overloaded and falls into the ocean and beautiful places like San Francisco could get damaged terribly. Look at Seattle, Washington with that wonderful, I mean these are ocean fronts that are just amazing and they are being destroyed. Look at all these events. Untreated CSO events.

Now, decentralized treatment model, it is coming to the rescue, which means that we have the ability to get around the problem just the same way that PCs got around the problem of mainframes. Remember that there were long lines to use mainframes, utilization and mainframe access was a big deal back in the sixties and seventies. and you sat down your little tele typewriter, click, click, click, click, click with a little, you prepared a little tape, and you put it in a reader, 30 bits per second. That's about 1 millionth the speed of what you're seeing here.

So there was no access and PCs got around this problem. Now they're apparently less efficient. Why? Because not being used all the time, but they're available for you. They serve you. So they're efficient for the user. That's where the productive person is, not the central machine. Decentralization serves the end user and it's true of water.


Lux-Centralized to Decentralized collage


Centralized Facilities

Today's centralized water treatment facility has these various sewage lines, and these triangles are the lift stations. These are basically wells that push water up in and into higher elevations.

Then of course, that gives you an idea of all the things that are being served in a 900,000-person city. These, big, huge, you've seen these big water treatment plants. (Top right there)

Mega Systems

Sure enough in America, there's a huge amount of treatment by a very small number of facilities, which is dangerous because those 80% of the handful of mega systems serving 210 million people can break.

Now decentralized treatment has come about. First it started with septic tanks and then it moved into a more formal method of operation.


Screen Shot 2020-05-02 at 8.46.27 PM


Centralized Treatment

Here's a great diagram which shows you various treatment points, point of use treatment as we call it, decentralized treatment, all flowing to a central wastewater treatment plant. Now this treatment plant, didn't have to be so huge because there's been all of this preliminary treatment happening. Reduce hydraulic loading, in other words, less water pipe needed and advanced treatment technologies enable localized reuse. If you're sitting here in a farm for example, and you are treating the water, well you can reuse the water. You're going to lower costs and you're going to be a better steward of the environment. If you send it downstream to the wastewater treatment plant, it's not going to come back upstream. The treated water typically does not go back up. The pipes just aren't there.

Lux-Where has this worked

Talks about some of the places it's worked and these success stories are multiplying.


Lux - Why Not Implemented


Why Not Wide Scale?

The reason why it has not been implemented wide scale at the time, and this has been solved. The first one was: conventional wastewater treatment technologies haven't scaled down well. Guess what? Modular Water Systems is the answer to scaling down that problem, so this is very strategic. Lack of remote monitoring control, that is very important. That's what we call the industrial internet of things, IIoT. That's a key factor that we have to think about and it is being implemented. There is really not a problem with that. The other things, regulations are being solved and so forth. So, water quality or other concerns, again, that's technology.


Lux - Plotting a Course 

What's It Going To Take?

What's it going to take? It's going to take rolling it out. More remote water monitoring and more reuse. This is where this is all going.


Lux - Breakdown collage


Breaking Down Decentralization

It gets into some of the [cost] breakdown. Small systems are getting much more efficient. And then it talks about some specific cases where it's been implemented, for example, in China, and fewer staff… There's all these wonderful things. I'm not going to go on too much more length, but it gives you an idea of what we're talking about here, which is decentralization.

Now, decentralization is great, but the problem is, is that we have a major virus problem today. And as I was saying in recent briefings, it is coming down to either the big central players are getting billions and trillions of money, we're talking about municipals and large corporations, so they're stable.


Our Latest Big Bid

In fact, currently we have a very, very large bid. It is in process right now. Again, disclaimer, I can never guarantee these happen, but what it means is that this is a multimillion-dollar project, for which we are the sole bidder. And it's because of our reputation and they want us to handle it all.

So it is a big project, and it's actually in Las Vegas. I can't tell you more than that, but it is happening right now. These people have money. The issue is, of course, it is not a fast-growing business, so we call it a base load. And as you know, we moved our headquarters from California to Texas. I'm in California, so we really moved there for efficiency and I covered that last week. But the fact is, is that our division there, Progressive Water Treatment™, has a long history of great projects, multimillion-dollar projects. So, this particular company wanted, multinational company, wanted only Progressive to handle it, because they didn't want to sort of have a pointing finger thing. They want to have one vendor and there's no competitors. It's us, ours to lose.


Just Not Fast Enough!

So what that means is that business is continuing, it's solid, receivables are going fine, we're rolling. So, that's perfectly okay. Now, as I said though, I'm accustomed to fast growth. The water industry grows 3 to 6% per year. That doesn't even keep up with population growth. We need to do more. 70% of the toxic industrial waste in the world is dumped, 30% is treated. Now, more is treated in America for sure, but overall, remember it's the same ocean, so if Bangladesh is doing a poor job, and they just don't have the infrastructure, then it comes to our shores eventually.

So, that's an important factor, which is how do we catch up and make it a clean planet? We can't do the 3 to 6% growth, so that's just base load, and it gives the company the ability to get things done, to get things built. We have a great operation, 20 some people in Texas, and they do a great job. Very stable, very competent people. Our President and Chief Operating Officer, Tom Marchesello, is doing a fabulous job over there. So, along with, of course, the rest of the company, but he's really focusing a lot on making the manufacturing as integrated as possible with a full implementation of an enterprise grade CRM, Customer Relationship Management system.

Getting Rapid Growth

So, that's going on right now. Now, how do we get the growth? That's where we got into the decentralization, which unfortunately, that's not going to get a lot of capital in the days to come. So, we're going to have a problem with capital, with these small installations, and that's when, back in January I started working on this problem of how do we fund these? And out of that came Investor Water.


Investor Water - The Decentralization Triangle

So, Investor Water. Remember that tripod. Okay, first part is the technology. It's for decentralized systems, and we have the breakthrough technology. It satisfies the need of that Lux Research study. Secondly, we have the projects themselves and they come right now, from end users or business people and so forth, to us because we're the water company. Eventually, as we pull away and we create a marketplace, then we'll be talking to water companies. That's the marketplace. So, those people are coming to us with problems. Can you solve it? And then typically we go, "Well, here's your bid and it takes months to get a deal."

Well, here's the third piece is the investor, because we've come up with a way that the investor can do short term rentals. The investor purchases an item for $100,000 let's say, call it $75,000, and includes our fee to manage things and we work representing the investor. We're not trying to make money on it on the Texas side. Texas makes its own money, but we're not here to make a lot of money out of selling these machines, we're here to make a lot of money out of getting investors in at the lowest cost-possible price, adding our fee, they pay for it, and now we rent them out month to month. All the end user has to come up with is first, last, security, just like renting a house, right? Month to month. They don't want it, send it back. They don't pay, we come and get it. Why? It's still our property. That is an amazingly popular concept and I've got investors lighting up about it. So, as we move forward, we're going to have more and more investors coming into this because guess what? It's a 0% yield marketplace now.


20200430 Offering image-b


Regulation A Offering

Right now, Devin is answering questions about the Regulation A offering that we have got going, and the offering.originclear.com. And so you go to that, and you see that there is a unaccredited investment, and it's very important that you see the circular, which is www.oc.gold/offering. That's the SEC, that's all the details, how we're going to use the money all that stuff. Anyway, so that is a great way to fund our operations and to get these investments going.

But it also, I'm going to get to the SBA part, really exciting, in a second. So without further ado, speaking about the Regulation A offering, I got to tell you guys, the entire investor facing staff has now invested in this offering. Myself, Ken, Michael and Devin, very proud of you guys. And it has also been very helpful for us to learn what it's like to be an investor and how the company treats investors, right? It is always good to have that other point of view. So, we do drink the Kool-Aid for sure.

All right. So what I've done is, I've now covered the Investor Water Project. Why did we go to it? Because frankly, there was a new economy and over this period we've become The Water Company For The New Economy™, by providing a breakthrough and financing of these programs.

Now, let's say that you go ahead and you rent this. Well, the rental fee is going to be high, right? But that's okay, because it solves your problem instantly. It is a relatively inexpensive solution and you get the opportunity to do a lease or buy out anytime you like. So, quickly rolls it out, you've got your solution. Maybe you can't sell the property without putting in this property, like our friends with the trailer park, maybe you can't meet environmental regulations, et cetera. And that is going to bring me to very, very cool topic. As you know, we have been working in the pool space, but here's another more interesting space. So, I'm going to share this and I think you'll enjoy it as a quick video, and then I'll discuss where it goes from here, okay?


Depuporc System Presentation

Video Translation below:

Spanish guitar music :-)

Riggs: (speaking Spanish) Dear friends and colleagues, It is a great honor for me to speak with you on this memorable day. Three years ago you made us a promise that you would integrate our technology into your complete system for the treatment of manure.

About three years ago, Depuporc went to research the treatment of hog manure. They came upon our technology, reached out, and we negotiated with them, a license. Now three years later, they've built a working commercial system. It's proven and it's working amazingly well.

Eduardo Chopo: (speaking Spanish) OriginClear Technologies was the support that we needed to bring to fruition our 20 years of work. The participation of OriginClear was very important to the success of our startup pilot plant. OriginClear’s technology has simplified the most complex part of our system. Our reaction has been, “Wow, this is incredible!” We can take manure, separate it into solids, that can be used for composting and clean water, safe for irrigation. Our association with OriginClear was like making the winning final goal in a game of soccer.

Riggs: (speaking Spanish): I believe that, together, we will make significant changes in the livestock farming industry. We can change a real problem to a solution that eliminates waste, and also contamination of long-lasting manure lagoons. Thank you very much again to you, and may we have much success together in the future.

Closing Spanish guitar music ;-)


OriginClear Tech Remedies Biological & Other Micro-contaminants

Well, so why am I showing you this? Because it was a big win in October when I went to Aragon and Huesca, the provinces in the North of Spain. And they have been growing fast because the coronavirus is not the only virus coming out of China. They have had a big problem with the swine flu epidemic that has killed half of their pigs. And so, Spain has been ramping up in order to supply China, which is a huge, huge market. The Chinese love pork and so it is a big deal. So, literally I was there and each farm was exactly one kilometer from the next, by law they couldn't be closer than one kilometer. So, farm, farm, farm, farm, farm, and these are not real farms. These are factories, right? They are pig factories. So, there's just not enough land to put all of the manure on. So, they had to have something.

Spain is currently in violation of the ammonia pollution laws of Europe. So, that is obviously a problem and we have to clearly do something about it. We have a solution and we came up with this way of, with our partner, of injecting our technology into existing processes and coming up with an end-to-end commercial system that was proven. Problem, lots of money, right? Half million, million dollars. And there you get into the old capital process, raising the money, going to the European Union for grants, et cetera. It takes time and time that we don't have to deal with these problems. So, what do we do about it? And that is where we came up with this incredible solution, short term solution that came out of this whole trailer park problem, where a trailer park has these poop lagoons. It's relatively small, but still, it's got it and so we're solving that problem in Alabama right now. I've been telling you that story.


20200430 9 Million Cows-b

Animal Manure Lagoons - A Big Deal

Well, much, much bigger is solving the problem with the animal manure lagoons. In fact, I'm going to show you a couple of things about that. It is going to blow your mind. Having to do with, there are nine million cows in America. So what does that mean in terms of…nine million cows. A dairy farm with 2,500 cows produces as much waste as Miami. What's up with that? Okay, so I did the computation. There is about 440,000 people in Central Miami and what that means is that nine million dairy cows alone is 3,600 Miamis. 1.5 billion people worth of poop just from dairy cows.

Never mind the beef for slaughter, the pigs, the hogs, the poultry. Oh my God, we worry about municipal effluent, it’s nothing. Literally, it's a planet worth of effluent coming from these animals. So, it's a big deal. I'm very happy to report that this new project of Investor Water, which as you recall, we have the pool one, which I'll talk about in a second. We have the trailer park one and now we have this new one. We have a partner in Wisconsin who has secured financing to go ahead and start rolling our technology out in these manure lagoons. And he is quite sure he's got the money since he is an investor himself, he's a major investor in OriginClear. And they have a very large, both a residential lagoon up there and also animal manure lagoons. And there's high enthusiasm for the solution, why?

The solution we have does not create a whole treatment system like you saw in that Spanish thing. No, you literally, it's like throwing a buoy in the manure lagoon. It's a bit bigger, it's like a diving platform with a bunch of material underneath called biofilm. And that acts like what happens in your intestine. It sort of eats up the material. So that is what over time sanitizes the lagoon, handles the ammonia, handles the phosphorous, handles the oxygen problem. Now it's a healthy pond. Not a lagoon anymore, it's a healthy pond. And now the regulators aren’t all over you. Now you should still implement a zero-waste manure treatment system so you have fertilizer and clean water, but there's no rush, right?

So, by us solving this problem, let's say it's a hundred thousand dollars, I'm just guessing right now. Solve that problem, now we go to a few months down the road, a year down the road, whatever. When they are ready to upgrade, we're there, it's our client. We leave that, (we call it the bobber that's our code word), the bobber in place because it'll pre-treat the water for the major fertilizer system. But that way we have ourselves an immediate solution to the problem. A customer we acquired quickly with funding that came from an outside investor. Do you see how this all kind of speeds up? And now we are set up to do the major large deals and there is no lack of animal farms with this problem. So that is really, really exciting. And you are going to hear more specifically about that as we roll out.

Just to circle back to the pool story, last week I told you that, I showed you a video of the pools being flushed by this new system that we have out in the field. I'm happy to say that our partner, Dwight, has now done a deal to have… I told you it was kind of one hand washes the other kind of thing with basically we were, it was Dwight's and then we bought it back and then released it back to him. Well, now he has done exactly what he’s supposed to do. He has exported it to a real pool cleaner. It's now being rented the way it is supposed to be, so that's very exciting.

So to recap, while we're busy building the, while we're putting together all the websites and all that cool stuff, we're going ahead with commercialization. We have the pool, flushing system.

(Click image to view video presentation)

2 Million Pools

Tangible Proof Of Concept

And just go to originclear.com/ceo and look at our last briefing, you'll see the video right there. Secondly, we have the trailer park project which is moving along, nicely. We have a prospective investor for that. And thirdly we have the Wisconsin test of animal farm, lagoon pretreatment with financing that is in progress and we have, we believe an investor. So, I'm super happy with the progress with Investor Water.

Remember it's not our end-game. We're not going to be doing these deals forever. You can't do all the water in the world. It's impossible. It's already a trillion-dollar industry and it should probably be a three or four trillion dollar industry. No, what we want to do is put in place a marketplace where, on an orderly basis, water companies can come in, they can join with investors, they get together. We mediate the technology and make sure that things are done honestly and like Airbnb does, right? They have super hosts, all that stuff. So that's going to be the game in the future. But for now we're testing how it works. We're making sure there's no “gotchas” like, “Well what about when you got to go do maintenance on it and this and that? What about downtime?” There's a million topics that we have to solve.

The important thing again, in Investor Water is the fact that, it's the funding stupid, right? It's the money. The money is what makes this thing go ‘round. You can always solve technology one way or another. I mean, we have great technology, but I mean come on. Technology is technology. And there’s always going to be water users, but guess what? The money, that's the missing piece. And I am very happy to tell you, okay, I've been talking about investors, you know that OriginClear has been investing in this as well. But now we are working on a relationship with the SBA, Small Business Administration.


20200430 SBA loans image


SBA Relationship

We have been in a relationship for months with the head of Water and Environmental Programs at Live Oak Bank and they are based in Wilmington, North Carolina. And they are a major SBA, Small Business Administration lender for small business owners in agriculture and in water and so forth. And they've been unbelievably helpful. We've already received some grants and it blew our mind, how fast it went. These guys are amazing. And so what this is going to is we want to tell the SBA, look, fund these machines because then Americans will be put to work, also water be cleaned, and it's a working asset. SBA loves equipment loans because it's an asset, right? It generates revenue, it generates jobs. So, it's really doing it's job. So that has been a very positive development this week. And I'm super proud of Tom Marchesello, our President and Chief Operating Officer who has been developing this relationship all these months.

Okay, well that's pretty much it. I didn't want to make it too long. So, remember, next week Dan Early will be on the show. There's a possibility I'll bring Tom as well, but three people is kind of hard to manage. For sure, I'll have Dan, from his home. He's got a beard now. I'm going to have him buy a pair of cheap sunglasses. But ever since the lockdown happened, he's been growing a beard. And he is closely involved with Investor Water and we're going to discuss that business. He's super excited about being involved with it and he's bringing his technology to bear. I think it's going to be an exciting briefing. Thank you all for being part of this. It's been a great briefing for me. I've been able to tell you a lot of things quickly. Thank you.


20200430 Dick Bush Q-b

Common Stock vs. Regulation A Share Value

Quickly, I'm just going to address Dick Bush's concerns here, “In looking at your offering, I'm not sure how it makes sense if the 10% annual return is computed at the offering price, which is about 7 cents a share.” All right. This is a very common misunderstanding. The offering price, you're purchasing a preferred share. It's kind of like a bond, right? It's not our common stock. You buy a bond that earns 10% dividend, called a coupon, right? And so, it's priced at $25. Now, the day that comes, you are going to then have an opportunity to convert that to stock and when you do, then it will be $25 divided by the stock price, whatever it is. And that's how many shares of common stock you get, minus a 20% discount on the last five days of trading.


Like A Bond

So, it's important for everyone to realize. This is a very common misunderstanding. We are issuing preferred shares to you and that will eventually be listed, we believe, on the OTC as its own. Just like Ford Motor Company has a bond listed that you can trade back and forth. It itself will be traded, we think. And additionally, it will be convertible to common stock. Ken has made the point to strongly encourage you to read the offering materials and to tune in with our people. And I'm going to give you the phone numbers.


20200430 Offering Image 2-b

I encourage you to call 323-939-6645 and Ken is a whiz. He's at extension 201. Also you can talk to Devin, who is a channel to me. He is 323-939-6645, extension 116.


20200430 Tamika Towner Q-b


An Interesting Question!

Tamika Towner wishes to know, "Would it be feasible to start an individual crowdfunding on behalf of OriginClear? This is very interesting. Tamika, please contact us at invest@originclear.com I'm already looking at interesting things we can do in the classic crowdfunding space.


20200416 Contact slide


Contact Us!

Remember that we are highly available to talk to you. Join us. Come on in. Give us a call, go to originclear.com and press on the big red banner at the top. I look forward to talking to you. We are very transparent. This is how we've managed to survive without getting in trouble with regulators all these years. And Lord knows it's always a tough environment and we have always solved it by caring for our investors and being transparent and open. So please contact me. Thank you. Have a great weekend. And I'll see you next week for the big first Thursday briefing. Thank you.


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Matters discussed in this message contain statements that look forward. When used in this message, the words "anticipate," "believe," "estimate," "may," "intend," "expect" and similar expressions identify such statements that look forward. Actual results, performance or achievements could differ materially from those contemplated, expressed or implied by the statements that look forward contained herein, and while expected, there is no guarantee that we will attain the aforementioned anticipated developmental milestones. These statements that look forward are based largely on the expectations of the Company and are subject to a number of risks and uncertainties. These include, but are not limited to, risks and uncertainties associated with: the impact of economic, competitive and other factors affecting the Company and its operations, markets, product, and distributor performance, the impact on the national and local economies resulting from terrorist actions, and U.S. actions subsequently; and other factors detailed in reports filed by the Company, except as may be required by applicable law.

Regulation A Disclaimer

An offering statement regarding this offering has been filed with the SEC. The SEC has qualified that offering statement, which only means that the company may make sales of the securities described by the offering statement. It does not mean that the SEC has approved, passed upon the merits or passed upon the accuracy or completeness of the information in the offering statement. Please read the offering circular here: Get Offering Circular

Ten percent per year refers to the dividend rate payable on the preferred stock and is subject to the terms, conditions, and risks of the offering. The term of the offering, including with respect to dividend payments, are described in the Company’s Offering Circular, which provides further information about the offering, including the risk factors associated with the offering, such as, but not limited to the Company’s ability to pay the stated dividend in the future.


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