Recent business developments include the termination of a proposed business combination agreement with Fortune Rise Acquisition Corporation, media features showcasing the company’s innovations, and continued expansion of operational capabilities and partnerships.

• OriginClear’s subsidiary Water On Demand, Inc. and Fortune Rise Acquisition Corporation agreed to terminate their business combination agreement in December 2024 [N1].
• The company was featured in media programs highlighting innovators in water solutions and environmental conservation in November 2024 [N2][N3].
• Progressive Water Treatment, Inc. announced the grand opening of its new and expanded headquarters in Sherman, Texas in September 2024 [N4].
• Fortune Rise Acquisition Corporation received a monthly extension from its sponsor affiliate to complete its initial business combination in April 2024 [N5].
• Kevin Harrington, known as the 'Original Shark' from Shark Tank, brought his star power to OriginClear’s crowdfunding campaign in April 2024 [N6].
• OriginClear’s Modular Water Systems partnered with Enviromaintenance for a Water On Demand pilot program in March 2024 [N7].
• OriginClear’s Water On Demand and Fortune Rise Acquisition Corporation sought to combine under a Form S-4 registration statement in February 2024 [N8].

OriginClear’s diversified approach combining engineered water treatment solutions with an innovative water-as-a-service model positions it to address significant market needs in decentralized water treatment. The company’s strategic partnerships, pilot programs, and joint ventures in emerging sectors like Bitcoin mining demonstrate adaptability and potential for new revenue streams. Expansion of its sales pipeline and operational efficiencies support growth in core units. Registered trademarks and pending patents provide intellectual property protection. The company’s focus on ESG and cost-effective water management aligns with increasing corporate and regulatory emphasis on sustainable water solutions.

OriginClear faces substantial financial challenges, including ongoing net losses, working capital deficits, and limited liquidity as of December 31, 2025. The Water On Demand business remains in development with uncertain commercial traction. Competition from established regional and specialized water treatment providers may limit market share gains. The company’s reliance on strategic partnerships and joint ventures introduces execution risks. Additionally, the termination of a proposed business combination agreement may impact strategic plans. Risks related to attracting and retaining key personnel, managing growth, and protecting intellectual property also pose potential obstacles to achieving profitability and sustainable operations.

OriginClear’s moat derives from its integrated approach as a Clean Water Innovation Hub™, combining proprietary engineered water treatment technologies, modular and prefabricated systems, and a water-as-a-service business model (DBOO). Its Progressive Water Treatment unit benefits from over 25 years of experience and a strong regional footprint with customer loyalty in niche markets. The Water On Demand model leverages strategic partnerships and pilot programs to create a network of regional water service providers under performance contracts, potentially establishing competitive barriers through scalability and service integration. The company’s focus on decentralized water treatment addresses growing market demand driven by aging infrastructure and ESG considerations, supported by registered trademarks and pending patents. However, competition from established regional players and the early-stage nature of some business units present ongoing challenges to sustaining competitive advantages.

• Profitability and Capital Needs: The company has a history of net losses and negative cash flows, with working capital and shareholders’ deficits. It requires significant additional capital to continue operations, and failure to secure financing could force reductions or cessation of operations.
• Execution and Growth Management: OriginClear must successfully execute its business strategy, expand sales pipelines, and manage operational growth. Challenges in managing increased headcount, facilities, and infrastructure could negatively impact operations.
• Competition: The company faces competition from established regional and specialized water treatment providers with greater resources and market presence, which may limit OriginClear’s ability to capture market share.
• Dependence on Strategic Partnerships: Water On Demand’s success depends on partnerships with regional water service providers. Reduced commitment or competing partnerships by these partners could adversely affect business operations.
• Intellectual Property Protection: Failure to establish, maintain, and enforce intellectual property rights could negatively impact financial condition and competitive positioning.
• Liquidity and Market Risks: Limited liquidity ratios and classification as a penny stock may restrict trading and investor interest, potentially affecting stock price and capital raising ability.