OriginClear merges Modular Water Systems Division with Water On Demand, Inc.

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Riggs Eckelberry, OriginClear CEO and Chairman of Water On Demand

OriginClear Inc. (OTC Pink: OCLN), the Clean Water Innovation Hub™, announces that it recently merged its Modular Water Systems division (MWS or Modular Water) with OriginClear’s subsidiary, Water On Demand, Inc.

Water On Demand purchased Modular Water’s assets in return for 6 million shares of Water On Demand common stock. The assets include OriginClear’s existing global master license to the five patents of inventor Daniel M. Early, P.E., who heads Modular Water, and the right to file patents for all additional inventions since 2018, when OriginClear created the unit.

Recently, OriginClear commissioned a valuation of the five existing Dan Early patents, which yielded a nominal value between $26,637,185 and $53,224,807. According to the valuation, the Projected Total Available Market in 2026 exceeds $8 Billion.

“This is an example of OriginClear successfully incubating and growing a healthy business over five years, and selling it for many times its investment,” said Riggs Eckelberry, OriginClear CEO. “We anticipate this transaction will further benefit OriginClear shareholders as Water On Demand executes on its business plan.”

Water On Demand issued a new presentation describing the new combined businesses and planning.

“As governments are tasked with improving water quality, businesses are doing their part by treating and recycling their own water right on the spot,” said Riggs Eckelberry, OriginClear CEO and Chairman of Water On Demand. “This fast-growing trend requires two things: scaled-down technology, and capital. By uniting Modular Water with Water On Demand, we create the perfect synergy of the two. Water On Demand is now well positioned to lead the new water managed services segment; and the only company in that segment to accept investments from everyday investors.”

On January 5, 2023, Water On Demand, Inc. executed a Letter of Intent (“LOI”) with Fortune Rise Acquisition Corporation, a Delaware special purpose acquisition corporation (“FRLA”) under which FRLA proposes to acquire all the outstanding securities of Water on Demand, Inc. (“WODI”), based on certain material financial and business terms and conditions being met. The LOI is not binding on the parties and is intended solely to guide good-faith negotiations toward definitive agreements.

The parties will work together in good faith with their respective advisors to agree on a structure for the business combination that is most expedient to the consummation of the acquisition. Pursuant to the LOI, it is proposed that FRLA will acquire 100% of the outstanding equity securities of WODI, including all shares of common stock, preferred stock, outstanding options and warrants. In return, WODI equity holders will receive shares of common stock of FRLA and any outstanding options and warrants will be assumed by FRLA in accordance with their terms.

Subject to meeting NASDAQ quantitative and qualitative listing requirements, upon the closing of the business combination, the newly-combined entity will trade publicly on Nasdaq under a new trading symbol.

The precise structure of the business combination, including the proportion of stock and/or cash consideration paid to the WODI equity holders, will be negotiated to meet the needs of all parties including management of WODI and key equity holders.

Previously, Water On Demand announced that it closed the acquisition of the equity interests of Fortune Rise Sponsor, LLC, a Delaware limited liability company (the “Sponsor”), which is the sponsor of FRLA.

FRLA is a blank check company incorporated in February 2021 as a Delaware corporation formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses.

FRLA is a “shell company” as defined under the Exchange Act of 1934, as amended, because it has no operations and nominal assets consisting almost entirely of cash. FRLA will not generate any operating revenues until after the completion of its initial business combination, at the earliest. To date, FRLA’s efforts have been limited to organizational activities and activities related to its initial public offering as well as the search for a prospective business combination target.

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