OriginClear, Inc. announced that it has filed a certificate of designation for private placement of 3,000 series Y preferred stock at a price of $100,000 per share for the gross proceeds of $300,000,000 on December 3, 2021. The investors will be entitled to receive shares, on a pro rata and pari passu basis, annual distribution of 25% of annual net profits of newly established, company wholly-owned, Water On Demand subsidiaries, designated by each Holder, paid within 3 months of subsidiary's accounting year-end. The series Y will not be entitled to any voting rights except as may be required by applicable law.

The series Y will be convertible into common stock of the Company pursuant to the series Y certificate of designation, provided that, the series Y may not be converted into common stock to the extent such conversion would result in the holder beneficially owning more than 4.99% of the company's outstanding common stock, which may be increased up to 9.99% upon 61 days' written notice. The company will have the right to redeem the series Y at any time at a redemption price equal to, if paid in cash, the stated value plus any accrued but unpaid distributions of 25% of the subsidiary's annual net profits. The conversion price lock shall initially be set at $0.25 for the initial subscribers in the current; however, the company may at its sole discretion at any times during the series Y offering increase the conversion price lock in any increments for subsequent subscribers.

The holders of the preferred stock shall not be entitled to receive dividends. The company will issue securities pursuant to exemption provided under Regulation D.