8-K
Ocean Thermal Energy Corp (CPWR)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934
Date of Report (date of earliest event reported): January 7, 2025
| OCEAN THERMAL ENERGY CORPORATION | ||
|---|---|---|
| (Exact name of registrant as specified in its charter) | ||
| Nevada | 033-19411-C | 20-5081381 |
| --- | --- | --- |
| (State or other jurisdiction of | (Commission | (IRS Employer |
| incorporation or organization) | File Number) | Identification No.) |
| 3675 Market Street, Suite 200 | ||
| --- | --- | |
| Philadelphia, PA | 19104 | |
| (Address of principal executive offices) | (Zip code) |
Registrant’s telephone number, including area code:
(717) 299-1344
| n/a | ||
|---|---|---|
| (Former name or former address, if changed since last report) | ||
| Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): | ||
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | |
| Securities registered pursuant to Section 12(b) of the Exchange Act: None. | ||
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| --- | --- | --- |
| Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (Section 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (Section 240.12b-2 of this chapter). | ||
| --- | ||
| Emerging growth company ☐ | ||
| If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ |
ITEM 1.01—ENTRY INTO A DEFINITIVE MATERIAL AGREEMENT
On January 7, 2025, we entered into a Professional Services Agreement effective as of December 17, 2024, with Johnson Controls Government Services, LLC, under its Deep Energy Retrofit Assessment program for engineering planning and design at U.S. Army Garrison Kwajalein Atoll (USAG-KA). Pursuant to the agreement, we will render services in connection with the development and engineering of an ocean thermal energy conversion and ocean water desalination potable water solution facility at USAG, located in the Republic of the Marshall Islands, for a fixed fee of $3,504,796. The parties plan to complete this project by June 30, 2026. A copy of the agreement is attached hereto as Exhibit 10.69.
ITEM 9.01—FINANCIAL STATEMENTS AND EXHIBITS
The following are filed as exhibits to this report:
| Exhibit<br><br>Number* | Title of Document | Location |
|---|---|---|
| Item 10 | Material Contracts | |
| 10.69 | Professional Services Agreement with Johnson Controls Government Services, LLC, executed January 7, 2025, effective as of December 17, 2024 | This filing |
| Item 99 | Additional Exhibits | |
| 99.01 | Press Release dated January 14, 2025 | This filing |
| 2 | ||
| --- |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| OCEAN THERMAL ENERGY CORPORATION | ||
|---|---|---|
| Dated: January 14, 2025 | By: | |
| Jeremy P. Feakins | ||
| Chief Executive Officer | ||
| 3 | ||
| --- |
cpwr_ex991.htm EXHIBIT 99.1
Ocean Thermal Energy Corporation Collaborates with Johnson Controls on $3.5 Million Contract for U.S. Army Energy Independence Project
Philadelphia, PA — Ocean Thermal Energy Corporation (OTE Corp), a pioneer in renewable energy technology, announced today that it has partnered with Johnson Controls under its Deep Energy Retrofit Assessment program for engineering planning and design at the U.S. Army Garrison - Kwajalein Atoll (USAG-KA), to advance energy independence for the remote military installation. Under a $3.5 million contract from Johnson Controls, OTE Corp will demonstrate the feasibility of deploying a 17.5MW Ocean Thermal Energy Conversion (OTEC) system, providing a sustainable energy solution that reduces reliance on imported fossil fuels.
DCO Energy (Mays Landing, NJ) will serve as the owner's Engineer for OTE Corp. In conjunction with OTE Corp, DCO Energy will develop a comprehensive OTEC system design that includes project load analysis, conceptual engineering, and cost estimation. This collaboration builds on DCO and OTE Corp.'s expertise, demonstrated in prior projects such as a seawater cooling system design for a major resort in the Bahamas and a 7.5 MW OTEC conceptual design for Bahamas Power and Light.
OTE Corp’s OTEC technology is designed to harness natural ocean temperature differences to generate clean, continuous power and desalinated water. This innovative approach aligns with the Army’s commitment to energy security, sustainability, and resilience, particularly for installations like Kwajalein Atoll in the Republic of the Marshall Islands.
The contract focuses on several key objectives:
| · | Feasibility Assessment: Validating the practicality of deploying OTEC systems for remote military bases to ensure energy independence. |
|---|
| · | System Design and Testing: Demonstrating reliability, scalability, and cost-effectiveness under real-world conditions. |
| · | Collaboration with the U.S. Army Corps of Engineers: Tailoring OTEC technology to meet specific operational needs, including continuous power generation and water desalination. |
In addition to energy production, the team will explore the potential for seawater desalination to enhance water resilience at the USAG-KA site. This holistic approach is intended to meet energy objectives and provide sustainable water solutions.
“Partnering with Johnson Controls underscores the transformative potential of OTEC technology,” said Jeremy P. Feakins, Chairman and CEO of OTE Corp. “This initiative not only enhances operational resilience for military bases but also represents a significant step forward in integrating renewable energy into national defense strategies.”
This collaboration positions OTE Corp to provide cutting-edge solutions that ensure remote military installations' operational readiness and sustainability, even amid supply chain disruptions and regional conflicts.
OTE Corp has offices in Philadelphia, PA and Portland, ME.
Media Contact:
Kevin Kelley
Kevin.kelley@otecorporation.com