Ocean Thermal Energy Corp. (CPWR)

[tw0122]

On August 25, 2022, Ocean Thermal Energy Corporation (the “Company”) entered into a Stock Purchase Agreement (the “Agreement”) to sell OCEES International, Inc., a wholly owned subsidiary of the Company (“OCEES”), to Epaphus Global Energy, LLC (“Epaphus”).

Epaphus is controlled by Jeremy Feakins, the Company’s Chief Executive Officer and a director. The transaction was approved unanimously by the Company’s directors who do not have an interest in the transaction.

In exchange for the sale of OCEES, the Company will receive:


·
$1,000,000 in the form of canceled amounts owed by the Company to certain individuals, including Mr. Feakins, who have assigned their right to receive those payments to Epaphus;

·
$75,000 in cash per month for 12 months following the date of the Agreement; and

·
70% of the net profit of any currently contemplated project to build an ocean thermal energy conversion power plant entered into by OCEES.



Under the terms of the Agreement, Epaphus has the unilateral right to return OCEES to the Company and receive a full refund of all portions of the purchase price paid as of the return of OCEES at any time for year following the date of the Agreement.