RENEWABLE ENERGY AND CLEAN WATER presented by JUNE 2017
SAFE HARBOR STATEMENT These presentation materials (the “Presentation Materials”) are being supplied to you for informational purposes only in connection with the proposed financing (the “Financing”) by Ocean Thermal Energy Corporation (the “Company”). These Presentation Materials have been prepared by and are the sole responsibility of the Company. The Directors of the Company have taken all reasonable care to ensure that the facts stated herein are true to the best of their knowledge, information and belief. Please note, the Presentation Materials represent the current thinking of the Company with respect to certain of the major issues relating to the Financing, and do not constitute a legally binding agreement, and is intended for informational purposes only. Importantly, these materials do not constitute an offer to sell or a solicitation of an offer to buy securities in any state where the offer or sale is not permitted. These Presentation Materials do not constitute, or form part of, a prospectus relating to the Company, nor do they constitute or contain any invitation or offer to any person to underwrite, subscribe for, otherwise acquire, or dispose of any shares in the Company or advise persons to do so in any jurisdiction, nor shall it, or any part of it, form the basis of or be relied on in any connection with any contract. No reliance may be placed for any purpose whatsoever on the information or opinions contained in this document or on its completeness and no liability whatsoever is accepted for any loss howsoever arising from any use of this document or its contents otherwise in connection therewith. By accepting these Presentation Materials, the Recipient agrees to keep permanently confidential the information contained herein or sent herewith or made available in connection with further inquiries. It is a condition of the issue of these Presentation Materials that they will not be reproduced, copied or circulated to any third party, in whole or in part, without the express prior consent of the Directors of the Company. Without prejudice to the foregoing, neither the Company, nor its advisers nor its representatives accept liability whatsoever for any loss howsoever arising, directly or indirectly, from use of this document or its contents or otherwise arising in connection therewith. The distribution of these Presentation Materials in other jurisdictions may be restricted by law and persons into whose possession these Presentation Materials come should inform themselves about, and observe, any such restrictions. Any failure to comply with these restrictions may constitute a violation of the laws of any such other jurisdictions. Some statements contained in these Presentation Materials or in documents referred to therein are or may be forwardlooking statements. Actual results may differ from those expressed in such statements, depending on a variety of factors. Past performance of the Company or its shares cannot be relied on as a guide to future performance. Any forward-looking information contained in these Presentation Materials has been prepared on the basis of a number of assumptions which may prove to be incorrect, and accordingly, actual results may vary. By attending the presentation and retaining these Presentation Materials you acknowledge the important notices above and agree to be bound by the foregoing restrictions.
© OCEAN THERMAL ENERGY CORPORATION | JUNE 2017
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OVERVIEW OTE IS AN ENVIRONMENTALLY-FOCUSED PROJECT DEVELOPER With over 30 years of experience, our company designs, finances, builds, owns, and operates commercial scale, cost-effective, and scalable renewable energy and water solutions for large commercial properties. Our groundbreaking technologies, Ocean Thermal Electrical Conversion (OTEC) and Seawater Air Conditioning (SWAC), provide practical solutions to mankind’s three most fundamental needs: clean electricity, plentiful food and clean water.
AS LONG AS THE SUN CAN HEAT THE OCEAN, WE CAN PROVIDE ENERGY AND WATER WITHOUT THE USE OF FOSSIL FUELS
VALUE PROPOSITION Our technologies provide affordable, renewable energy 24/7/365 and fresh, desalinated water for communities in tropical and subtropical regions of the world.
© OCEAN THERMAL ENERGY CORPORATION | JUNE 2017
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INVESTMENT HIGHLIGHTS RENEWABLE ENERGY TRANSITION: Volatile fossil fuel
TECHNOLOGICAL SUCCESS:
prices and mandates for renewable energy production create an ideal environment for the growth of OTEC.
OTEC technology establishment at NELHA Energy Park in Hawaii and extensive research demonstrates the development and operation of an OTEC plant connected to the US Grid the only one of its kind in the world.
COMMERCIAL AVAILABILITY OF EQUIPMENT: Technological
LARGE ADDRESSABLE MARKET:
advances in deep water piping from the offshore oil industry have made large-scale, robust pipes commercially available for OTEC plants.
NREL data shows potential locations suitable for OTEC in 68 countries, 29 territories, and over 3 billion people around the world.
SUPERLATIVE MANAGEMENT TEAM: Expertise in rapidly growing
MULTIPLE PROJECTS IN THE PIPELINE: Seven projects in pipeline
early stage companies to large commercial scale profitability. Exceptional engineering team with unmatched expertise in OTEC SWAC technologies, systems, processes, and equipment. World class partners with significant track record building large capital assets in the renewable energy and power generation sectors.
including one SWAC system under contract, and one OTEC system with regulatory approval to supply renewable energy and water in the US Virgin Islands.
© OCEAN THERMAL ENERGY CORPORATION | JUNE 2017
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WORLD-CLASS LEADERSHIP •
Mr. Feakins is the Executive Chairman and leads OTE Corporation and its management team. With over 25 years of experience as a successful entrepreneur and investor, he is an active supporter of environmental and sustainability issues. Previously, he founded two technology companies whose products found utility and great success.
•
Dr. Johnson is Former Director and General Manager of Lockheed Martin Ocean Division, with annual revenue in the hundreds of millions of dollars. Headed OTEC programs at Lockheed Martin, which has invested 30+ years into OTEC research. Awarded the Ocean Energy Pioneer Award for contributions to OTEC technology, and is recognized worldwide as an OTEC expert.
Jeremy P. Feakins Chairman and CEO
Ted Johnson, PhD Senior Vice President Head of OTEC Programs
•
Peter Wolfson Director
Toni Knapp Hempstead
•
Stephen K. Oney, PhD
•
Gerry Koenig, Esq.
•
Director
Chief Science Advisor
General Counsel Head of Government Affairs
Mr. Wolfson is the Founder, President, and CEO of Hans Construction, a developer and builder of upscale homes in Central Pennsylvania. Peter is also a qualified commercial pilot at a major US owned international airline company and has over 30 years’ experience in the aviation business. He is an active investor and advisor to several early stage companies and has more than 10 years’ experience as a financial consultant with a subsidiary of Mass Mutual. Ms. Hempstead served as TetriDyn’s Chief Executive Officer and President from April 2013 until March 2015 and as Deputy Chief Executive Officer and Vice President since August 2002. Ms. Hempstead has over 30 years’ experience in executive management, software management, software development, and finance. She is currently an IT Project Manager for an international company. Dr. Stephen Oney spent much of his academic career researching and developing Deep Ocean Water and Ocean Thermal Energy Conversion (OTEC) technologies at the Natural Energy Laboratory of Hawaii where he worked with the Pacific International Center for High Technology Research and the Solar Energy Research Institute. Mr. Koenig is a US lawyer with over 25 years of international legal, business and government expertise. He has specialized knowledge and experience in federal contracting, domestic and international government relations, financing and information technology. His previous government expertise includes service as a member of President Ronald Reagan’s White House Staff as well as service as a helicopter pilot with the US Army.
© OCEAN THERMAL ENERGY CORPORATION | JUNE 2017
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MISSION & VISION LEVERAGING SUSTAINABILITY TO SUPPORT A MODERN, QUALITY LIFESTYLE Amidst the threat of global environmental crisis, the challenge of this century is how to live and develop sustainably and in harmony with nature, while fostering community and supporting a modern quality of life. OUR MISSION To develop renewable energy and fresh water production solutions using our groundbreaking technologies, Ocean Thermal Energy Conversion (OTEC) and Seawater Air Conditioning (SWAC), that can support sustainable living communities in tropical and subtropical regions. OUR VISION To inspire sustainable living and development balancing the impacts and needs of the environment through ecologically responsible renewable energy systems with fresh water produced for drinking, agriculture and economic development. © OCEAN THERMAL ENERGY CORPORATION | JUNE 2017
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OTEC 101 HOW IT WORKS Eighty percent of the sun’s solar energy is absorbed into the surface of the world’s oceans, and is replenished daily regardless of weather patterns. In a closed cycle OTEC system, water flows through a large pipe and heat exchanger, which heats a liquid with a low boiling point- like ammonia. As the boiling ammonia creates steam, it turns a turbine generator to produce electricity. A second pipe extracts cool deep water from the ocean, which condenses the steam back to liquid form. As the ammonia is recycled, the process repeats- creating unlimited clean energy. OTEC BRINGS SUSTAINABILITY Onshore OTEC plants can be configured to support Seawater Air Conditioning (SWAC) systems for chemical-free refrigeration and cooling, agriculture, and nearby desalination systems for water purification. © OCEAN THERMAL ENERGY CORPORATION | JUNE 2017
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ONSHORE OTEC PLANT
• Detailed OTEC/SWAC/Potable Water studies produced for U.S. Department of Agriculture • Small Business Innovation Research (SBIR) approval and payment for work with the U.S. Department of Defense © OCEAN THERMAL ENERGY CORPORATION | JUNE 2017
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BENEFITS OF OTEC TECHNOLOGY ECONOMIC BENEFITS •• •• •• •• •• •• ••
Reduced fuel imports Stable utilities pricing Reduced capital expense to Power Company and Government Allows for increased power usage affordability Reduced burden on existing utilities Significant energy cost savings Up to 90% reduction in electricity usage
SOCIAL BENEFITS •• •• •• •• ••
Affordable fresh water production Promotes aquaculture Creates jobs and export opportunities Diversifies fuel options and provides energy independence World leadership role in Eco-awareness
ENVIRONMENTAL BENEFITS •• Environmentally Responsible •• Limitless renewable energy from local resources •• Fossil fuel avoidance – OTEC can save up to 15,000 bbls of oil per year per MW •• Zero emissions – OTEC saves nearly 7,000 tons of CO2 per year per MW © OCEAN THERMAL ENERGY CORPORATION | JUNE 2017
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OTEC ADVANTAGES Significant Competitive Advantages in regard to Accessibility, Predictability, Affordability and Emissions Competitive Issue Source of Fuel
Is Fuel Accessible? Predictable Energy Supply Meeting Load Profile Land Required
Affected by Typical Weather Affected by Tropical Storms/ Hurricanes Emissions/Waste
OTEC Local renewable
Nuclear Often Imported
internationallyrestricted trade
Not always
Coal, Oil & Gas Mostly Imported
in our target markets
Wind & Solar
Wave
Current
Local renewable
Local renewable
Local renewable
Yes
dependent on wave density and frequency
Not always
Not always
Yes
country-specific Internationallyrestricted trade
requires considerable port & storage areas in target market
Yes
Yes
Yes
base load power
base load power
base load power
unpredictable and usually much lower at night
Constant generation
Constant generation
Constant generation
Small area
Buffer zone required
Fuel handling and storage
No
No
unlikely to be affected
unlikely to be affected
No unlikely to be affected
No buried pipelines and equipment
No Fuel
Not always site dependent
No Yes
No
usually predictable
Unpredictable source
Unpredictable source
Constant generation
Large amounts of real estate
Must be underwater
Must be underwater
Yes
Yes
Yes
weather changes cause power output to vary
weather changes cause power output to vary
weather changes cause power output to vary
No
Yes
Yes
Yes
Yes
protected equipment usually unaffected
shipping, storage and port facilities vulnerable
structures usually exposed and vulnerable
structures very exposed and vulnerable
structures very exposed and vulnerable
Problematic waste
High level of pollution
No Fuel
© OCEAN THERMAL ENERGY CORPORATION | JUNE 2017
No Fuel
No Fuel
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LARGE ADDRESSABLE MARKET The global renewable energy market (excluding biofuels) reached $432.7 billion in 2013 and $476.3 billion in 2014. This market is expected to increase to $777.6 billion in 2019, with a compound annual growth rate (CAGR) of 10.3% from 2014 to 2019.
OUR MARKET
OTEC’s goal is to lead the supply of OTEC, SWAC and desalinated water in our markets. The National Renewable Energy Laboratory (NREL) data shows potential locations for our technologies in 68 countries and 29 territories where 3 billion people live.
© OCEAN THERMAL ENERGY CORPORATION | JUNE 2017
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PROJECT PIPELINE Location
Products
Stage
Est. $$*
US Virgin Islands
Approved by USVI Public Services Commission to build a 15MW OTEC System. Negotiations
in progress for 2 further contracts with USVI Government for an additional OTEC plant (St. Thomas), potable and bottled water. Discussions with Economic Development for an upscale EcoVillage. Signed Term Sheet for economic development incentives
750 MM
American Samoa
MoU with Power Authority and Department of Commerce
500 MM
Philippines
Proposals & Discussion With Prospective Business Partners
850 MM
Cayman Islands
General Terms Agreement with Developer of Health City
400 MM
US Territories/Pacific Rim
Proposals & Discussion
867 MM
The Bahamas
Discussions being planned with the new owner to resume construction of our SWAC system pursuant to our ESA when the resort is fully open.
425 MM
Florida, USA
Proposals and Discussions with major Utility, State Government, Universities, and Investors
500 MM
Tanzania
MoU with Government
800 MM Electricity
Water
SWAC
*Estimated Revenues to OTE over the life of the contract © OCEAN THERMAL ENERGY CORPORATION | JUNE 2017
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AVERAGE PROJECT TIMELINE Stage
Estimated Time
Cumulative Estimated Time
11 months
11 months
1 month
12 months
Pre-development activities
4 months
16 months
-Refine design details
2 months
-
-Environmental impact study
3 months
-
2 months
18 months
1 month
19 months
2 months
21 months
1 month
22 months
21 months
43 months
Feasibility study and business negotiations Energy Services Agreement (ESA) Executed
Engineering studies Government approvals and permits Financing activities Financial close Construction Begin and conduct operations
Beyond 43 months
© OCEAN THERMAL ENERGY CORPORATION | JUNE 2017
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GROWTH STRATEGY
FOCUS ON BUILDING A PROFITABLE AND SOCIALLY CONSCIOUS COMPANY NEAR TERM • Advance and expand project pipeline • Goal - sign definitive agreements to build, own and operate at least 3 OTEC/SWAC systems over the next five years • Expected to generate ~$2.0 billion revenue
• Business model based on build, own, and operate assumptions
LONGER-TERM • Embrace a holistic approach to sustainability encompassing the social, cultural, ecological, and economic dimensions of human existence • Build a global network of OTEC-powered EcoVillages and Urban Communities in our target markets • Use profits from luxury EcoVillages to support development of affordable Urban Communities in tropical and subtropical regions of the world
© OCEAN THERMAL ENERGY CORPORATION | JUNE 2017
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CAPITALIZATION TABLE Major Shareholders and Officers
Shares Issued
%
JPF Venture Group Inc. (including shares from Convertible Notes)
9,296,992
7.57%
Jeremy P. Feakins, Chairman/CEO
7,781,005
6.34%
Dr. Stephen Oney, Chief Science Advisor
7,648,000
6.23%
Dr. Ted Johnson, Sr. VP OTEC Programs
1,650,000
1.34%
Peter Wolfson, Director
1,881,926
1.53%
Toni Knapp Hempstead, Director
115,132
0.09%
FULLY DILUTED TOTAL*
122,754,921
*As of May 8, 2017 merger
© OCEAN THERMAL ENERGY CORPORATION | JUNE 2017
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KEY TAKEAWAYS
•
Renewable Energy Transition
•
Large Addressable Market
•
Technological Success
•
Multiple Projects in the Pipeline
•
Expert Management Team
AS LONG AS THE SUN CAN HEAT THE OCEAN, WE CAN PROVIDE ENERGY AND WATER WITHOUT THE USE OF FOSSIL FUELS
© OCEAN THERMAL ENERGY CORPORATION | JUNE 2017
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PRIVATE PLACEMENT MEMORANDUM OFFERING USD $8.0M OF CONVERTIBLE NOTES. FUNDS WILL BE USED TO: • Support public market activities for Ocean Thermal Energy Corporation, recently merged with TetriDyn Solutions, Inc. • Support working capital and project management expenses to advance current book of business at MoU/LOI/Discussion stage with in The Bahamas, USVI, Mexico (SWAC), Philippines, other countries and DoD • Prepare for SEC registered offering on Form S-1 which will include a significant raise of funds • Intend to apply for NASDAQ/NYSE up-listing as soon as listing criteria are met Project MoU’s To Contract Stage
$4,700,000
Engineering And Technical Staff
1,500,000
Marketing
400,000
S.1 Registration and Offering of Securities
400,000
Broker Commissions
800,000
Regulation A + Offering (Project Finance) In Wholly-Owned Subsidiary
200,000
TOTAL
$8,000,000
© OCEAN THERMAL ENERGY CORPORATION | JUNE 2017
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Ocean Thermal Energy Corporation 800 South Queen Street, Lancaster, Pennsylvania 17603 United States of America +1 717 299 1344 www.OTECorporation.com Jeremy P. Feakins Chairman of the Board and Chief Executive Officer
[email protected] +1 917 679 2005 (Mobile)