TWD Industries AG

Condential Information

Memorandum

Mars 2022

Important Notices

The securities offered hereby have not been registered under the Securities Act of 1933, as amended (the “Act”), or the securities or blue

sky laws of any state, and may not be transferred or resold without (i) registration under the Act and applicable state registrations or

qualifications, unless, in the opinion of counsel to TWD Industries AG (the “Company”), an exemption from registration under applicable

federal and state securities laws is then available, and (ii) compliance with the restrictions on transfer contained in the Company’s

Subscription Agreement. The securities to be issued as contemplated by this Confidential Information Memorandum will be offered and

sold pursuant to exemptions from registration under the Act and state securities laws and the rules and regulations promulgated pursuant

thereto. Securities acquired in this offering will constitute “restricted securities” as defined under Rule 144 promulgated under the Act.

Prospective investors should be aware that they might be required to bear the financial risks of their investment in the securities offered

hereby for an indefinite period of time.

This Confidential Information Memorandum is highly confidential and has been prepared by the Company solely for use in connection

with this offering. This Confidential Information Memorandum is personal to each prospective investor and does not constitute an offer

to any other person or to the public generally to subscribe for or otherwise acquire the securities offered hereby. Distribution of this

Confidential Information Memorandum to any person other than the prospective investor and those persons, if any, retained to advise

such prospective investor with respect to an investment in the securities is unauthorized, and any disclosure of any of its contents or any

reproduction or distribution without the Company’s prior written consent is prohibited.

This Confidential Information Memorandum does not purport to be all-inclusive or to contain all the information that a prospective

investor may desire in evaluating the Company or the terms of this offering. Prospective investors must conduct and rely on their own

examination of the Company and must base their investment decisions solely on their own examination of the Company and the terms of

this offering, including the merits and risks involved in making an investment in the securities offered hereby.

Each prospective investor, by accepting the delivery of this Confidential Information Memorandum, agrees to the foregoing and, if the

prospective investor does not acquire securities in this offering or this offering is terminated, agrees to promptly return this Confidential

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This Confidential Information Memorandum does not constitute an offer to sell to any person, or a solicitation of an offer to buy from any

person, the securities offered hereby in any state or other jurisdiction if such offer to or solicitation from such person is unlawful or

unauthorized in such state or other jurisdiction. No subscriptions will be accepted from residents of any state or other jurisdiction unless

the Company, upon consultation with its counsel, is satisfied that this offering is in compliance with the laws of such state or other

jurisdiction.

This offering is being made only to certain investors that are “accredited investors” as defined in Rule 501(a) under the Act, subject to

execution of the Company’s Subscription Agreement.

This offering is subject to withdrawal, cancellation, or modification without notice. The Company reserves the right to reject any

prospective investment in whole or in part or to allot to any prospective investor less than the amount of securities such prospective

investor desires to acquire.

The Company and its officers have obtained certain information contained in this Confidential Information Memorandum from sources

deemed reliable by the Company. Such information necessarily incorporates significant assumptions and estimates as well as factual

matters.

Prospective investors are urged to request and obtain any additional information they may consider necessary in making an informed

investment decision.

The Company will give any prospective investor a reasonable opportunity to ask questions of, and receive answers from, the Company or

persons acting on its behalf, concerning the terms and conditions of this offering, the Company and any other relevant matters, and to

obtain any additional information to the extent the Company possesses such information. No person other than a founder, officer or

director of the Company has been authorized to give any information or to make any representations concerning the Company or the

securities offered hereby. Any additional information provided by the Company in connection with this offering, whether verbal or

written, is qualified in its entirety by the information set forth [or incorporated by reference] in this Confidential Information

Memorandum, including, but not limited to, the “Risk Factors” set forth herein.

Requests for additional information should be directed to the CEO, Pierre Gauthier.

Prospective investors are not to construe the contents of this Confidential Information Memorandum as legal, business, or tax

advice. Each prospective investor should consult such prospective investor’ attorney, business advisor and tax advisor as to

legal, business, tax and related matters concerning the investment described in this Confidential Information Memorandum

and its suitability for such prospective investor.

TWD Industries AG

TWD Industries AG is seeking equity capital to fund the initial implementation of its lossless wireless

technology, or WET, a revolutionary technological accomplishment that was first envisioned by Nikola

Tesla over a century ago and that, until now, has remained unfulfilled.

We will use these funds to prove that we can transfer electrical power wirelessly (that is, without the need

for cables or other physical medium), safely and securely and through physical obstacles, to a fixed power

receptor placed at a significant distance from the power source. To our knowledge, to date, no one has

even come close to successfully carrying out such an experiment, as the competing technologies currently

being pursued all have very significant shortcomings.

After the initial implementation of our disruptive technology, we intend to raise additional funds to scale

up the application of WET with the ultimate goal of applying it on an industrial scale, by wirelessly linking

energy plants to all their remote consumers.

As WET is implemented on an industrial scale, we believe its applications are potentially limitless, from

powering stationary receptors of energy, such as appliances, homes and buildings, to powering mobile

energy receptors, such as cars, trains, hand-held devices, airplanes, ships, submarines or satellites.

It is our belief that WET will ultimately render the antiquated and inefficient energy grid we all continue

to rely on since 1882 (the year in which Thomas Edison opened the first power plant in New York City)

obsolete, thereby drastically reducing energy waste and the environmental pollution associated with it,

greatly accelerating the electrification of developing countries, creating significant wealth for providers of

electrical power and consumers alike, and, ultimately, improving living conditions across the globe.

With appropriate funding, TWD Industries AG will be able to ensure that WET is delivered in a safe,

secure, clean and sustainable way, such that it will not expose human and other living things to the health

risks typically associated with wireless transmission of energy, and will not be vulnerable to theft, hacking

or other unwanted human intervention.

We seek CHF 15,000,000 in funding, which will be placed in escrow for the protection of our investors

and released gradually over time only upon the achievement of agreed milestones that will unequivocally

prove the viability and virtues of our WET.

Table of Contents
Important Notices...............................................................................................................................2
ELECTRICITY TRANSMISSION........................................................................................6
The Basics..................................................................................................................6
Electricity.........................................................................................................................................................6
Electricity Generation.......................................................................................................................................6
Electricity Transmission and Distribution.........................................................................................................7
Wireless Transmission......................................................................................................................................8
Wireless Power vs. Wireless Communication...................................................................................................9
Nikola Tesla and Beyond..........................................................................................10
Near-field, non-radiative technologies............................................................................................................10
Radiative, far-field technologies.....................................................................................................................11
The Current State of Things.....................................................................................11
OUR LOSSLESS WIRELESS TECHNOLOGY (LWT).....................................................13
How it Works............................................................................................................13
Empirical Evidence..................................................................................................13
Grounding.................................................................................................................14
LWT’S VIRTUES AND IMPLICATIONS..........................................................................15
LWT is environmentally friendly (no emissions), is not capital intensive (no relays) 
and is very efficient (no transmission losses and very low power consumption)....15
LWT is Secure..........................................................................................................16
Range of Applications..............................................................................................16
CAPITAL RAISE AND USE OF PROCEEDS....................................................................19
INVESTMENT PHASES.....................................................................................................21
THE COMPETITION..........................................................................................................22
WiTricity...................................................................................................................22
Emrod.......................................................................................................................22
Unlike Emrod, LWT does not rely on a line of sight. It traverses matter seamlessly 
(our video shows how two Faraday cages are traversed by a 5 Volt current) without 
interruption, and does not require either alignment or relays...................................23
Reasonance...............................................................................................................23
Unlike Reasonance, our alignment-free LWT can transmit at several tens of meters 
(without suffering any transmission losses) with weak currents (5 Volts) at lower 
frequencies and without electronic components, which would be required only to 
maintain the link between the endpoints when the distance increases further, or if 
the receiver is moving..............................................................................................23
Tesla Motors.............................................................................................................23
RISK FACTORS..................................................................................................................25
Risks Relating to Our Business and Industry...........................................................25
We Are a Startup.......................................................................................................25
Market Acceptance...................................................................................................25

Implementation of Subsequent Investment Phases..................................................25
Reliance of Third Party Contractors...............................................................................................................25
Field Conditions.............................................................................................................................................26
Fulfillment of Customer Orders......................................................................................................................26
Regulation......................................................................................................................................................26
Suppliers.........................................................................................................................................................27
Competition....................................................................................................................................................27
Inability to Manage Growth............................................................................................................................27
Patent Protection.............................................................................................................................................28
Risks Relating to the Offering..................................................................................28
Dilution.....................................................................................................................28
Use of Proceeds........................................................................................................28
Dividends..................................................................................................................28
INTELLECTUAL PROPERTY PROTECTION..................................................................29
REGULATION.....................................................................................................................30
MANAGEMENT.................................................................................................................31
Pierre Gauthier..........................................................................................................31

ELECTRICITY TRANSMISSION

The Basics

Electricity

Electricity is the physical flow of electrons (subatomic particles, generally negative in charge, that orbit

the nucleus of an atom) in a stream called current through a conducting medium, such as a metal, acid or

similar conductor. Current is a count of the number of electrons flowing through such medium.

There are two types of electricity: alternating current (or AC), the type of electricity commonly used in

homes and businesses throughout the world; and direct current (or DC). While DC flows in one direction

through a wire, AC alternates its direction from positive to negative and vice versa in a back-and-forth

motion. The AC electric generator (or alternator) determines the frequency (i.e., the rate per second at

which AC electricity alternates its direction) in Hertz. That rate is 50 or 60 times per second, depending on

the electric system of the country or continent: for example, 50 Hertz in Europe and 60 Hertz in North

America. What is special about AC electricity is that the voltage can be readily changed (higher or lower,

by the use of a transformer), thus making it more suitable for long-distance transmission than DC

electricity. (One notable exception to this, is the State Grid Corporation of China, which has deployed

UHV 1.1 million Volt DC to transmit five times more power than conventional lines over longer distances,

at lower costs.) AC also can employ devices such as capacitors and inductors in electronic circuitry, which

can affect the way AC passes through a circuit, allowing for a wide range of applications. For example, a

combination of a capacitor, inductor and resistor is used as a tuner in radios and televisions. Without those

devices, tuning to different stations would be very difficult. The below depicts the sine waveform AC

electricity typically follows in alternating between positive (+) and negative (−), as measured with a

voltmeter or multimeter.

DC electricity is found in almost all electronics. AC and DC, however, do not mix very well, and AC will

need to be transformed to DC before most electronics can be plugged into a wall outlet.

Electricity Generation

There are three stages of electric power supply: generation, transmission and distribution.

Most commonly, electric current is generated through electro-magnetic conversion, by moving an electric

conductor, such as a wire, inside a magnetic field. For example, in a generator connected to a turbine, the

turbine provides the motion required to move the conductor in the generator. The energy for motion can

come from various technologies, such as wind turbines, hydropower, or the steam created from heat

produced in fossil fuel (natural gas or coal) or nuclear fission combustion. Electricity can also be

generated through chemical reaction (for example, in a battery or fuel cell) or solid-state conversion, using

the structure and properties of a (specially constructed) solid consisting of different molecules packed

closely together that create an electric current when stimulated, such as a solar photovoltaic (PV) cell. The

first power plant, owned by Thomas Edison, opened in New York City in 1882.

Electricity is the same, regardless of how it is produced. The rate at which electricity is produced is

referred to as a watt. The quantity of energy used over a certain period of time is referred to as kilowatt-

hour (or kWh). A watt is the product of a volt and an ampere (or amp), where a volt designates the size of

the force that sends the electrons through a circuit, and an amp the unit used to measure electric current.

Voltage can be thought of as the pressure of water flowing through pipes, whereas amps as a unit of

measure indicating the volume of water moving past a certain point. That is also a function of resistance:

one amp is the amount of current produced by a force of one volt acting through the resistance of one

ohm. An ohm is a way of measuring resistance. For example, a certain length of copper wire, which is a

good conductor, has a resistance of .0000017 ohms, while the same length of Sulfur, which is a very poor

conductor, has a resistance of 200,000,000,000,000,000 ohms.

While water dams can be used to delay electricity generation until needed (by releasing water into

turbines) and battery capacity is improving at a fast pace, storing large quantities of electricity is still not

economically viable with current technologies, therefore when electricity is produced it must be used

immediately. For this reason, the grid must be managed continuously to balance electricity supply with

demand. The below depicts where electricity is generated from in the United States.

Depending on the source of electricity, electricity production can have significant environmental and

health impacts. Fossil fuel resources, like coal and natural gas, although carbon intensive, are the most

convenient sources used to generate power (e.g., thermal power) to meet consumer demand at any given

time and place as burning fossil fuels can be operated anywhere as they can easily be transported and

stored. Thermal generation sources, however, produce air pollutants that can cause significant harm to

human health and contribute to global greenhouse gas emissions. Renewable sources of electricity, like

solar and wind, do not produce direct carbon emissions (except to manufacture, transport and replace

parts), but generate electricity only on an intermittent or variable basis, and consumers must be nearby to

limit transmission losses so there are limitations also to deployment.

Electricity Transmission and Distribution

Most electricity is generated by power plants at 13,200 to 24,000 volts. When electricity comes out of a

generating station, the transmission substation located there (step-up transmission substation) steps up the

voltages to the range of 138,000-765,000 volts. After electrical power is generated, it is transmitted over

distances using transmission lines. Transmission lines are constructed between transmission substations

and may be supported overhead on towers or they may be underground. They are operated at high

voltages. They send out large amounts of electrical power and extend over considerable distances.

Energy grids are operated at high voltage to reduce the energy transmission losses which occur in long-

distance transmission (amounting to many of billions of dollars per year in the U.S. alone).

Within an operating area, transmission substations (step-down transmission substations) reduce the

transmitted voltage to 34,500-138,000 volts, so it can be sent on smaller power lines. The distribution

system connects the transmission system to the customer’s equipment. The distribution substation further

reduces the transmitted electrical voltage to 2,400-19,920 volts. A distribution transformer then reduces

the voltage to make the power safe to use in homes. The process of transmission and distribution also

generates energy conversion losses and further emissions.

Wireless Transmission

Wireless power transfer or transmission (or WPT) and wireless energy transmission (or WET) are generic

terms for a number of different technologies used for transmitting energy by means of electromagnetic

fields, without a physical link (be it a wire or battery). While all WET technologies allow for transmission

of electrical energy without a physical link, they differ in:

the type of electromagnetic energy they use (e.g., time varying electric fields, magnetic fields,

radio waves, microwaves, infrared or visible light waves);

the distance over which they can transfer power efficiently; and

whether the transmitter must be aimed at the receiver (i.e., alignment).

In general, a wireless power system consists of a transmitter device connected to a source of power (such

as a mains power line), which converts the power to a time-varying electromagnetic field, and a receiver,

which receives the power being transmitted through space (i.e., extract it from the field) and converts it

back to DC or AC electric current for use by an electrical load (i.e., the electrical component or portion of

a circuit, such as a light or electrical appliance, that consumes electric power).

At the transmitter the input power is converted to an oscillating electromagnetic field by some type of

antenna device (which may be a coil of wire generating a magnetic field, a metal plate generating an

electric field, an actual antenna radiating radio waves, or a laser generating light). A similar antenna or

coupling device at the receiver converts the oscillating fields to an electric current. Because these waves

travel at the speed of light (of 300,000 km per second), the frequency is proportional to the wavelength.*

* Wavelength = (transmission speed: 300,000 km/second) / (frequency: 3 GHz) = 3x108 / 3x109 = 0.1 meter (10

centimeters).

The wavelength determines the size of the antenna, which matters for reasons ranging from health (a

chosen size would not interfere with live creatures) to performance (lower frequencies deliver a longer

range).

Historically, the trend has been to increase frequencies (decreasing antenna size) in an attempt to deliver

higher bandwidth and lower latencies (at the expense of the transmission range):

Source: Envisioning Device-to-Device Communications in 6G (2019)

The trend toward diminishing ranges is suboptimal (as it requires a multitude of relays, each adding

latency and increasing energy consumption) and any technical solution to that persistent issue would be a

most welcome breakthrough given the ever-increasing problems caused by ever-higher frequencies.

Wireless Power vs. Wireless Communication

Today, wireless power usually relies on the same fields and waves used by wireless communication

devices, like radio, a familiar technology involving electric energy transmitted without wires by

electromagnetic fields and is used in cell phones, radio and television broadcasting, and Wi-Fi.

In radio communication, however, the goal is the transmission of information, so the amount of power

reaching the receiver is not critical, as long as it is sufficient to allow for the information to be received

intelligibly.

In contrast, with wireless power transfer the amount of energy received is what matters, so the efficiency

(i.e., the fraction of transmitted energy that is received) is the more significant parameter. Unfortunately,

conventional wireless power technologies are more limited by distance than wireless communication

technologies. Whether conditions also matter, as the water in clouds, fog, rain and snow absorbs radio

waves, further reducing the amount of power that can reach receivers.

Nikola Tesla and Beyond

The 19th century saw the development of several theories on how electrical energy might be transmitted.

These culminated, at the turn of the century, with Nikola Tesla using resonant inductive coupling, also

known as electro-dynamic induction, to wirelessly light up phosphorescent and incandescent lamps.

In 1897, Tesla patented the Tesla coil, a high-voltage, spark-excited radio frequency resonant transformer

which, by transferring electrical energy from a primary coil to a secondary coil by resonant induction, was

capable of producing very high AC voltages at high frequency. Initially, Tesla attempted to develop a

wireless lighting system based on near-field (short-range) inductive and capacitive coupling, and

conducted a series of public demonstrations where he lit Geissler tubes and even incandescent light bulbs

from across a stage. He then found that he could increase the distance at which he could light a lamp by

using a receiving LC circuit – an electric circuit consisting of an inductor (represented by the letter L) and

a capacitor (represented by the letter C) connected together – tuned to resonance with the transmitter’s LC

circuit, using resonant inductive coupling. Tesla managed to power light bulbs from more than two miles

away with a 140-foot Tesla coil, but in the process he burned out the dynamo at the local powerplant and

plunged the entire town of Colorado Springs into a blackout. Tesla failed to make a commercial product

out of his findings, but his resonant inductive coupling method is now widely used in electronics and is

currently being applied to near-field wireless power systems.

U.S. Patent No. 645576:

Nikola Tesla, System of transmission of electrical energy (1897)

Near-field, non-radiative technologies

Near-field inductive power transfer between nearby wire coils was the earliest wireless power technology

to be developed.

With the advent of cordless devices, induction charging stands have been developed for appliances used in

wet environments, like electric toothbrushes and electric razors, to eliminate the hazard of electric shock.

In the early 1960s, resonant inductive wireless energy transfer was used to recharge the batteries of

implantable medical devices, such as pacemakers and artificial hearts. The proliferation of wireless

communication devices such as mobile phones, tablets, laptop computers and even electric cars in recent

decades is currently driving the development of mid-range wireless powering and charging technology to

eliminate the need for these devices to be tethered to wall plugs during charging.

Near-field power transfer suffers transmission losses proportional to the square of the distance, which

limits the exploitable range to short distances. Even the most recent mid-range power transfer technology

is currently limited to 5 to 6 meters, when operated with financially-bearable transmission losses.

Radiative, far-field technologies

The development of microwave technology during World War II made radiative (far-field) methods

practical for the first time – albeit for radars and telecommunications. Radio waves could not be used for

power transmission since they spread out in all directions and are absorbed and/or diffracted by obstacles

(such as water, metal, or mountains), such that little energy reaches the receiver.

More efficient power transmission required transmitters that could generate higher-frequency microwaves,

which could be focused in narrow beams towards a receiver. In 1964, William C. Brown invented the

rectenna, which could efficiently convert microwaves to DC power, and demonstrated it with the first

wireless-powered aircraft, a model helicopter powered by microwaves beamed from the ground. This

technology, however, also had a limited range as it suffered transmission losses and could only operate

without obstacles between the transmitter and the receiver.

A major motivation for microwave research in the 1970s and 1980s was to develop a solar power satellite,

which would harvest energy from sunlight using solar cells and beam it down as microwaves to huge

rectennas on Earth, which in turn would convert the microwaves to electrical energy on the electric power

grid. More recently, a focus of research has been the development of wireless-powered drone aircrafts.

Yet, microwaves share many of the same limitations that affect radio waves (limited range, transmission

losses, absorption by fog, clouds, rain, trees and other physical obstacles).

The Current State of Things

A major issue associated with a wired power system are transmission and distribution losses. The

percentage of loss - which is related to the resistance of the wires used in the grid and other lesser factors

such as the weather - ranges from 5% (in Switzerland) to almost 60% (in Africa). For this reason, Nikola

Tesla had proposed methods of electricity transmission using a wireless electromagnetic induction

method.

The basic working principle of wireless power transfer is that two objects entering in resonance by

synchronizing frequency and modulation tend to equilibrate their energy, while dissipating relatively little

energy to the extraneous off-resonant objects.

This method can be involved in a multitude of applications and is reliable, efficient, low-cost and safe, as

it is galvanically isolated (i.e., the output power circuit is electrically and physically isolated from the

input power circuit). However, currently available technology still suffers from high power loss,

absorption by tangible obstacles, and non-directionality, and is therefore highly inefficient for long

distances.

OUR LOSSLESS WIRELESS TECHNOLOGY (WET)

How it Works

With TWD Industries AG’s WET two wireless endpoints synchronize their state (frequency and

modulation) to establish a link. Any energy excess is transferred from one side to the other, until both

sides are balanced (or one side has cut the link by breaking the synchronization). Modulating the

signal allows to transmit data at the same time energy is sent.

In contrast to LTE/5G (and Wi-Fi, Bluetooth, etc.):

the energy consumption and the CO2 emissions are immensely reduced because there is no

need for multitudes of relays;

the energy source does not broadcast energy all around, rather, the energy is fetched by the

receiver in a straight line. Acting like a fishing net the link captures synchronized neutrinos, so

the receiver gets more energy than it consumes from the energy source. Assuming nothing else

is siphoning the energy field by acting as an antenna, the energy gains may be proportional to

the length of the link;

the signal traverses physical objects, such as metal and water, without loss of energy and thus

without the need for relays (as there is no absorption and no diffraction);

latency is much lower than with 5G wireless networks, as there are no relays (each relay

injecting 5-10 milliseconds of latency). (Latency is the delay between two data packets and is

key for the Internet of Things, or IoT, the network of physical devices around the world that

are now connected to the internet, all collecting and sharing data);

bandwidth can be achieved at much lower frequencies, due to the ability to transmit in parallel

instead of serially. This is done by modulating frequency and wavelength independently, which

then changes the transmission speed. The benefits of low frequencies are a much reduced

energy consumption, longer ranges, and no detrimental impact on life.

the range is potentially unlimited, without transmission losses (as there is no diffraction or

absorption).

Empirical Evidence

We have made a video that provides empirical evidence of how our WET technology works. The

proof-of-concept experiment involves three cables:

a wall power-plug cable (at 220 volts) powering a 5 Volts off-the-shelf generator;

a power-supply cable going to the wireless source of energy; and

a grounding cable between the wireless endpoints, both of which are enclosed in Faraday

cages (i.e., enclosure that block electromagnetic fields, in this case, two metal waste basket at

the energy source and a metal file box at the receiving end). This is done to show that the

energy travels through metal wirelessly and without losses (a feat that radio, micro, and

millimeter waves cannot achieve).

Grounding

The two power cables have two lines, one positive (+) and one negative (-), whereas the grounding

cable has only one line.

Nikola Tesla’s patent also relied on grounding. His 10kW wireless transmission reached 42 km

(approximately 27 miles) with grounding. The transmission range he achieved was directly related to

the quality of the grounding because, at the time, Tesla did not have the technology to precisely “tune”

frequencies and so, without grounding, he would lose the link and break the range.

Grounding makes it easier to establish the link between the endpoints and to keep the link if the

endpoints move after the link has been established. Grounding could also be accomplished with water,

instead of using a one-line cable.

Our experiment could be done without grounding, but it would then require a lot more work tuning

the frequency to establish the link, because the required increments would be much smaller and there

would be no visible range of LED lightening or dimming. It would look more like an “on” and “off”

experiment, due to the lack of precision of the standard, inexpensive and manually-operated

equipment used to conduct the experiment, which could lead the observer to erroneously conclude

that the experiment did not work.

In order to make the experiment work without a grounding cable, we would have to either precisely

pre-calculate the conditions required to establish the link between the endpoints or use a precise,

custom-made and therefore much more expensive tuner that would automatically find the proper

conditions for the link to be established.

WET’S VIRTUES AND IMPLICATIONS

WET is environmentally friendly (no emissions), is not capital intensive (no relays) and is very

efficient (no transmission losses and very low power consumption)

Governments all over the world are looking for ways to achieve economic growth while improving

livelihoods in a sustainable way that both reduces pollution and waste and tackles the climate

emergency.

Our WET (1) operates independently from the energy-grid and the public telecom networks, (2) is

immune to transmission losses, (3) requires far less energy than conventional methods of

transmission, and (4) has a potentially infinite range, without need for batteries, relays or satellites.

Further, energy consumers will (5) wirelessly “fetch” wireless energy (possibly from several energy

sources), without latency, instead of collecting 360-degree broadcasted electricity.

This would immensely reduce the costs of combustible transport and the energy losses, pollution and

greenhouse gas emissions generated by energy grids, telecommunication infrastructure and related

manufacturing. After a transition period, pipelines, tankers and energy grids would largely become

obsolete, greatly limiting carbon dioxide (CO2) production. A more efficient energy use also would

reduce the need for energy extraction and related costs.

Power plants, which are now near towns to minimize the energy waste from transmission, could be

placed at any distance from consumers, such that toxic emissions and the hazard coming from the

vicinity of a power source would no longer be a threat to mankind and wild life.

Renewal energy sources (solar, hydro, geothermal) would no longer be limited by the distance

separating them from the consumers; a severe limitation currently.

There would no longer be need for major physical infrastructure, which heavily depends on the

current, voltage, conductors, transformers, and distance, as well as weather conditions (one just needs

to look at the impact that an ice storm had on the Texas’ power grid in February 2021). The traditional

centralized electric grid infrastructure requires significant investment for its maintenance, upgrade and

operation, which has been continually driving up the cost of grid power. In 2018, the U.S. Energy

Information Administration (EIA) projected that grid power prices in the U.S. for all classes of

customers, including commercial and industrial, would increase by over 40% through 2026.

The cost of delivering energy would dramatically decrease, allowing for the electrification of

developing countries (such as Africa, Asia and India), greater mobility, and much needed enhanced

distribution capacity (e.g., for the bustling electric vehicle (EV) industry, which at present is heavily

dependent of lithium, a critical mineral in the batteries that power EVs).

We believe that energy plants of all types (coal, oil, gas, nuclear and renewable) would see an

immediate increase in revenue as they would no longer need to transport and transform energy and

will be able to do so instantly, globally and without waste. Already enhanced by the removal of

today’s transmission losses, their margins would significantly grow as the “magnifying effect”

discovered by Nikola Tesla a century ago (whereby the energy generated by a power supply is

magnified by altering the motion of free electrons) would allow energy plants to provide less energy

than requested by end-users. (We believe, by a factor of 3 to 5, but longer distances could lead to even

better ratios.)

WET Travels Losslessly Through Metals and Water

Unlike today’s wireless technologies, which broadcast a signal serially in all directions and are

absorbed by metal and water, WET follows a straight line between synchronized participants, over

great distances. Operating without relays, WET can also transmit data with many different receivers in

parallel, by modulating frequency and wavelength independently, something that radio waves cannot

accomplish.

WET is Secure

WET’s “post-quantum” security protects the energy while in transit (against both quantum and

classical computers), without exposing it to sabotage or clandestine interception, and even signal

detection, blocking or jamming. In contrast to 5G, which can easily be jammed, each WET link is

completely independent from other links, even when using the same frequency range, which cannot

be saturated or interfered with.

Some years ago, a public outcry was raised by the remote hacking of a few pacemakers and insulin

pumps, which placed the lives of the implant holders at risk. The same concerns apply today to

connected vehicles, which can be hacked remotely, placing the lives of drivers, passengers, as well as

pedestrians, at risk.

The infrastructure of energy grids also is vulnerable to physical damage (from natural disasters, as

well as sabotage) and logical damage (from computer malware, and cyber-attacks such as Stuxnet). In

February 2021, an ice storm brought Texas’ power grid to its knees, leaving parts of the state in the

dark for over a week. In May 2021, the Colonial Pipeline, a major fuel pipeline stretching 5,500 miles

from Texas to New Jersey delivering 45% of fuel to the Eastern Seaboard, was shut down by a

ransomware attack, which sent Americans scrambling for gasoline in the Southeast. (Colonial

reportedly paid a $5 million ransom to restart operations.) A February 2021 IBM report found that the

energy industry was the third most targeted sector for such attacks in 2020, behind only finance and

manufacturing, up from ninth place in 2019. At the same time, California utilities have been forced to

disrupt power on several occasions due to storms or to prevent equipment from setting wildfires.

These recent events laid bare the vulnerabilities of the broader energy network, including the electric

grid, to both digital attacks and physical issues, and prompted the U.S. administration to make EVs

the cornerstone of its environmental program, with $174 billion of the administration’s proposed

infrastructure plan devoted to EV incentives and the creation of a nationwide network of 500,000

charging stations. Without infrastructure, however, there would be nothing left to be damaged or

compromised.

Thanks to a fully-compliant design letting local governments access the data, each country would be

able to know what is taking place on its territory.

Range of Applications

Once WET is implemented on an industrial scale, we believe its applications are potentially limitless,

from powering stationary receptors of energy, such as appliances, homes and buildings, to powering

moving receptors of energy, such as cars, trains, hand-held devices, airplanes, ships, submarines and

satellites, delivering both higher quality service (in terms of speed, latency, coverage, range, and

resilience) and reliability, at much reduced deployment and operating costs.

As they fetch energy remotely from power sources, devices can transmit information much faster than

with 5G, since they no longer rely on 5G’s power-hungry and fragile infrastructure.

The IoT ecosystem would blossom, finally delivering its long-overdue promises.

Some Stats to Define the Opportunity

According to 2019 estimates of the International Energy Agency (IEA), electricity transmission losses

cost the world up to $350 billion a year. In a report issued on May 18, 2021 (Net Zero by 2050: a

Roadmap for the Global Energy Sector), the IEA predicted that pledges by governments to date (even

if fully achieved) would fall well short of what is required to bring global energy-related CO2

emissions to net zero by 2050 and give the world an even chance of limiting the global temperature

rise to 1.5 °C. In laying out a roadmap for accomplishing those goals, the IEA called it “perhaps the

greatest challenge humankind has ever faced”. Among other things, the roadmap calls for, effective

immediately, no new investments in fossil fuel supply projects, no sales of new internal combustion

engine passenger cars by 2035, and an immediate and comprehensive deployment of all available

clean and efficient energy technologies, combined with a major global push to accelerate innovation

(including annual additions of solar PV and wind power to reach 630 and 390 gigawatts, respectively,

by 2030, four times the record level set in 2020). Notably, the IEA report states that, while most of the

global reductions in CO2 emissions between now and 2030 in the net zero pathway will come from

technologies readily available today, in 2050, almost half the reductions will come from technologies

that are currently only at the demonstration or prototype phase.†

According to 2019 estimates of the World Bank, 1.2 billion people have no reliable access to electricity

and 2.7 billion have no access to clean cooking and heating (mostly in Africa and Asia). The IEA’s Net

Zero report emphasizes how the clean energy transition is “for and about people” and points out that

providing electricity to around 785 million people who have no access at all to it and clean cooking

solutions to 2.6 billion people who lack them is an integral part of the roadmap’s net zero pathway.

With a cost of around $40 billion a year (equal to around 1% of average annual energy sector

investment), this would bring major health benefits through reductions in indoor air pollution, cutting

the number of premature deaths by 2.5 million a year.

According to 2015 estimates of the World Health Organization (WHO), air pollution cost Europe $1.6

trillion a year.

It is believed that India, Asia and Africa will have to invest trillions of dollars over several decades to

electrify their land. WET could do that for a fraction of the price and almost instantly, benefiting

billions of people.

The combination of dramatically reduced investments and the potentially unlimited transmission

reach, translating into lower costs and higher margins, yet with unparalleled coverage and quality

of service, could unleash a golden age for the energy and telecommunication industries, including

IoT, Med-Tech and Smart-Cities.

† “By 2050, the energy world looks completely different. Global energy demand is around 8% smaller than

today, but it serves an economy more than twice as big and a population with 2 billion more people. Almost 90%

of electricity generation comes from renewable sources, with wind and solar PV together accounting for almost

70%. Most of the remainder comes from nuclear power. Solar is the world’s single largest source of total energy

supply. Fossil fuels fall from almost four-fifths of total energy supply today to slightly over one-fifth. Fossil

fuels that remain are used in goods where the carbon is embodied in the product such as plastics, in facilities

fitted with carbon capture, and in sectors where low-emissions technology options are scarce.”

CAPITAL RAISE AND USE OF PROCEEDS

We seek CHF 15,000,000 in funding, which will be placed in escrow for the protection of our

investors and gradually released over time upon the achievement of milestones that unequivocally

prove the viability and virtues of WET, as more fully described below.

We intend to use the bulk of the proceeds from the capital raise to prove, on an significantly and

increasingly larger scale than the video we refer to under "Empirical Evidence" above, that we can

safely and wirelessly transmit electric power (at increasingly higher voltage), without the need for

electric cables or other physical medium, and through metal, water or other physical obstacles, to an

energy receptor placed at a significant distance (of up to 100 meters, approximately 110 yards) from

the power source.

The mentioned durations for each phase are indicative and assume that no manufacturing and

delivery delays will take place due, for example, to subcontractor failures, lock-downs, travel

restrictions, or energy grid black-outs.

Stage One Experimentation (9 months)

We will wirelessly transmit power between two static Faraday cages (metal boxes) at a distance of 25

meters (approximately 27 yards). This experiment will show that WET can travel significant

distances through a metallic enclosure (blocking radio signals, microwaves, lasers...). We believe that

none of our competitors has been able to successfully carry out such a feat. We plan to use

approximately CHF 1,500,000 of the escrow proceeds to carry out this experiment, as well as for our

working capital needs (e.g., travel expenses, filing fees, legal, accounting and other expert fees and

expenses) to carry us through the next experimentation phase.

Stage Two Experimentation (18 months)

Once the Stage One Experimentation is successful, we will wirelessly transmit power from an emitter

enclosed in a metal box placed on shore, to a small boat placed up to 100 meters away on a lake or

other body of water. This experiment will significantly increase the distance between energy source

and receptor and double the physical obstacles through which energy is transmitted wirelessly (i.e.,

metal and water).

We will demonstrate the lack of transmission losses by measuring the level of electric power at both

endpoints. At such a distance, energy transmission through a cable (even a high quality cable, such as

network copper cables or fiber) would suffer transmission losses, necessitating the use of repeaters.

The experiment will be captured on film, using a drone. We plan to use approximately CHF

3,500,000 of the escrow proceeds to carry out this experiment and for our working capital needs to

carry us through the next experimentation phase.

Stage Three Experimentation (18 months)

Once the Stage Two Experimentation is successful, we will further scale up the application of WET

by wirelessly linking up a source of energy (such as a hydraulic turbine, solar panel or windmill) to a

single stationary remote consumer of energy like a nearby mountain chalet.

This experiment will demonstrate a real-life application with higher voltages and transmission

distance.

Stage Four Experimentation (18 months)

Once the Stage Three Experimentation is successful, we will target mobile applications where the

energy consumers will no longer stay stationary (i.e.: vehicles).

Stage Capital Needs (CHF) Timing (months) Objective

1 1,500,000 9 25m Faraday cages

2 3,500,000 18 100m cages + water

3 5,000,000 18 Real-life applications (static)

4 5,000,000 18 Real-life applications (mobile)

Total 15,000,000 45 Market sales (technology licensing)

By demonstrating the disruptive power of our technology in more sophisticated real world

applications, for example, by using wireless energy to replace electric conductors for tramways,

subways, trains, and ski gondola, we plan to convince industry partners to license our technology to

make better, more profitable products.

We plan to use the balance of the escrow proceeds to carry out this experiment, for working capital

purposes, and to file for a defensive patent, as described below under “Intellectual Property

Protection”, and for working capital purposes (e.g., travel, filing fees, legal and accounting fees, etc.).

Depending on the outcome of the Stage One Experimentation, we may decide, in agreement with our

investors, to skip the Stage Two Experimentation and go directly to the Stage Three Experimentation.

Conversely, should we experience difficulties with any experimentation phase such as technical or

logistical difficulties or delays, we will discuss those issues with our investors to decide whether the

release of additional funds from escrow to continue the experimentation is warranted.

Details of the works involved in the four stages:

a) new prototype platform that can evolve to add features and capacity,

b) much higher voltages (real-life applications),

c) reconfigurable antennas (higher voltages),

d) finer frequency tuning (peer synchronization),

e) synchronization calculations (static applications),

f) dynamic synchronization (mobile applications),

e) massive parallelization (ultra high-bandwidth/low-latency).

INVESTMENT PHASES

We expect that the scaling up of our technology will occur in phases, each associated with increasing

amount of funding.

With a CHF 25 to 50 million budget, we can deliver energy-only products like a way to link a source

of energy (hydraulic turbine, solar panels, or windmills) to a single remote consumer of energy (a

mountain chalet, desert nomads, a scientific expedition in the arctic or in the jungle).

We believe that a real-life application of our WET will be a powerful incentive for device

manufacturers and service providers to adopt our new technology, as they will then face the very

tangible prospect of seeing even their very latest technology, such as 5G (a $6 trillion initial

investment), being displaced by ours.

With much more significant funding, CHF 100 to $300 million, we can link an energy plant to all its

remote consumers. In this case, the energy made available remotely would have to be protected

against theft, so manufacturing application-specific integrated circuit (ASIC) chips would be required.

(A budget of at least CHF 12 million per year for 5-10 years is required to merely get a slot at a

foundry. These prices come from signed manufacturing contracts with two of the world’s largest

foundries).

Depending on the availability of capital, an alternative to manufacturing power and communication

equipment would be licensing WET to third parties, such as IoT vendors. In our view, however, this

can be a viable alternative for exploiting the technology only after a real-life application has been

demonstrated.

THE COMPETITION

Long-range power-transfer experiments typically involve beams of microwaves or lasers tightly

focused on a receiver. Yet, solar panels transmitting energy via lasers do not scale well to millions of

devices, and break down when traversing fog, clouds, rain and snow (or any more substantial

obstacles, such as buildings, mountains, birds, planes, drones and satellites).

Over short distances, wireless charging is now well established (we have mentioned an electric

toothbrush being recharged by placing it on an electrically-isolated “contact-less” station; similarly, a

smartphone can be recharged by induction without a charging cable).

WiTricity

In 2007, a team of MIT researchers started a business in Watertown, Massachusetts, called WiTricity

(short for wireless electricity), which markets near-field charging coils (strictly aligned below the coil

attached to cars) on parking places for EVs.

WiTricity uses induction technology, the same technology used for rechargeable electric toothbrushes.

Induction power transfer was first used in 1894, when Maurice Hutin and Maurice Le-Blanc proposed

an apparatus and method to power an EV. By the early 1900s, 20 clean and silent electric buses in

London could travel for 60 km with one charge, swapping batteries every day at lunch time, an

operation that took only three minutes. A financial fraud caused the demise of the London Electrobus

Company and, with it, of the EV experiment.‡ The technology was forgotten until 1977, when U.S.

patent No. 4031449 “electromagnetically coupled battery charger” was awarded to John Trombly.

The induction range is limited to, at most, four to five meters, due to high transmission losses: the

signal level of a transmission is 1/4 of the strength at two meters of distance, than it is at a one meter

of distance. High-voltage currents make it possible to go a bit further, but at the cost of unbearable

energy losses. Furthermore, in enclosed environments (such as buildings) or outdoors (due to trees,

mountains, fog, rain and other physical obstacles) absorption and diffraction cause transmission losses

to rise even further.

Unlike WiTricity, WET makes lossless, long-range power transfer possible, allowing, for

example, moving cars to get their energy wirelessly (without the need for batteries) because it is

not affected by physical obstacles (as shown on the video we shared with you, where the

endpoints are enclosed in Faraday cages).

WET would solve drivers’ frustration with the inconvenience of charging stations and driving

range issues affecting EVs. Ditching batteries also would dramatically cut manufacturing costs,

improve the safety, habitability and handling of EVs, while allowing for the preservation of rare

Earth resources.§

Emrod

Emrod, a New Zealand-based startup, is reported to be developing technology capable of shifting

large amounts of electricity between any two points that can be joined with line-of-sight relays.

According to IEEE Spectrum (the magazine of the Institute of Electrical and Electronics Engineers)

Emrod’s system is based on: “An array of lasers spaced along the edges of flat-panel receivers that

are planned to catch and

‡ What is this that roareth thus? The Economist, Sept. 6th 2007.

§ See the IEA’s 2021 publication entitled The Role of Critical World Energy Outlook Special Report Minerals in

Clean Energy Transitions, available at: https://iea.blob.core.windows.net/assets/278ae0c8-28b8-402b-b9ab-

6e45463c273f/TheRoleofCriticalMineralsinCleanEnergyTransitions.pdf.

then pass along the focused energy beam. These lasers are pointed at sensors at the transmitter array

so that if a bird in flight, for example, interrupted one of the lasers, the transmitter would pause a

portion of the energy beam long enough for the bird to fly through.” “Emrod’s laboratory prototype

currently operates indoors at a distance of just 2 meters and work is under way to build a 40-meter

demonstration system.”

According to the Popular Mechanics magazine: “The system involves shaped microwave beams that

pass through relays. Line of sight is important because the technology relies on a clear, contained

beam from one point to the next.”

Unlike Emrod, WET does not rely on a line of sight. It traverses matter seamlessly (our video

shows how two Faraday cages are traversed by a 5 Volt current) without interruption, and does

not require either alignment or relays.

Reasonance

A group of Russian scientists, operating under the name Reasonance, claims to have developed a new

wireless power transfer technology that combines both magnetic resonance and induction. They claim

that they can achieve the same results as their competitors (such as WiTricity) by using lower

frequencies, which reduces the damaging effects of electromagnetic fields on living beings. While this

addresses some of the problems associated with Wi-Fi and 5G technologies, namely, wasting energy

and interfering with the metabolism of living creatures (humans, animals and plants), by their own

admission (see Reasonance’s website: https://reasonance.tech), the wireless power transfer is limited

to “up to one meter” with mildly “aligned coils” and “7-10% energy transfer losses.”

Unlike Reasonance, our alignment-free WET can transmit at several tens of meters (without

suffering any transmission losses) with weak currents (5 Volts) at lower frequencies and without

electronic components, which would be required only to maintain the link between the

endpoints when the distance increases further, or if the receiver is moving.

Tesla Motors

On March 8, 2021, Bloomberg News reported that Tesla is making a giant battery to plug into Texas’

power grid. With an expected commercial opening date of June 1, 2021, the project is said to have the

capacity to store 100 megawatts of energy, enough to power 20,000 homes on a hot day.

Unlike Tesla’s batteries, which are extremely expensive, require rare Earth elements, and have a

limited lifespan, WET makes it possible to avoid batteries (for devices or vehicles) and to store

electricity anywhere on Earth (for example, where mountains make it possible to build dams)

without consideration for the distance between the energy source, the storage site, or the

location of the energy consumers.

China

The Chinese government has been working on a “maglev” (magnetic levitation) train, which is a

system of train transportation that uses a magnet to lift the train up off the tracks, and another magnet

to move the elevated train ahead.

Though impressive, maglev is based on traditional induction technology, with all attendant

limitations.

The China Electric Power Research Institute has reportedly developed a “10-meter microwave radio

transmission prototype which can make 20 meters distance kilowatt-level power transmission come

true” .

Microwaves suffer transfer losses, are absorbed by clouds, metal and water and are broadcasted

continuously, in contrast to WET, which is “fetched” from the energy source by end-users, without

losses, even through metal, water and other physical objects.

RISK FACTORS

Investing in our equity involves a high degree of risk. You should carefully consider these risk factors,

together with all of the other information included in this Confidential Information Memorandum before

you decide to invest in our company. While we believe the risks and uncertainties described below include

all material risks currently known by us, it is possible that these may not be the only ones we face. If any

of the risks actually occur, our business, financial condition, operating results and prospects could be

materially and adversely affected. In that event, the value of our equity could decline, and you could lose

part or all of your investment.

Risks Relating to Our Business and Industry

We Are a Startup

To date, we have carried out only research and development activities relating to our wireless technology.

We have deployed our WET only experimentally and in a very small scale. We currently have no revenue

and a very limited operating history, and do not expect to be profitable for the foreseeable future.

The novel nature of our technology makes it difficult to predict market acceptance and our future revenue

or appropriately budgeting for our expenses, and we have limited insight into trends that may emerge and

affect our business. You should consider our prospects in light of the risks and uncertainties emerging

companies encounter when introducing a new product into a nascent industry.

Market Acceptance

WET is still relatively nascent, and we cannot be sure whether and how long it will take for potential

customers to accept our WET. Enterprises may be unwilling to adopt our solution over traditional or

competing power sources for any number of reasons, including the perception that our technology is

unproven, lack of confidence in our business model, and lack of awareness of our technology and

applications (see “Investment Phases” above). Because this is an emerging industry, broad acceptance of

our products and services is subject to a high level of uncertainty and risk.

While we expect many businesses (such as power generators and data emitters, such as the IoT) to benefit

greatly from adoption of WET, we also expect that a number of businesses and assets will be rendered

obsolete and be displaced by WET (such as the infrastructure of the energy grid and telecommunication

networks, including high-voltage towers and transformers, and terrestrial and spatial relays). As a result,

as is customary with transformational technology, we expect that WET will initially face opposition from

incumbents. It is possible that they will see us as a threat and fail to understand that WET will make their

businesses significantly more profitable. That is why we believe in a staged application of our technology,

from proof of concept, to real life application, to industrial application, each phase requiring significantly

more financial resources than the previous one, as we endeavor to convince incumbents of WET’s

disruptive nature and potential for enormous value creation, for suppliers and consumers alike.

Implementation of Subsequent Investment Phases

Reliance of Third Party Contractors

Once we are up and running, implementation of WET will be dependent on third parties designing and

manufacturing the necessary hardware, such as antennas and ASIC chips. These are complex products,

which will expose us to the risk that the companies we rely on for design and manufacturing will fail to

fulfill their obligations or experience delays, or the risk that the hardware they manufacture does not

comply with our specifications or contains undetected or latent errors or defects.

Any manufacturing defects or other failures of our WET to perform as expected could cause us to incur

significant re-engineering costs, divert the attention of our team from product development efforts and

significantly and adversely affect customer satisfaction, market acceptance and our business reputation.

Furthermore, we may be unable to correct manufacturing defects or other failures of our WET in a manner

satisfactory to our customers, which could also adversely affect customer satisfaction, market acceptance

and our business reputation.

Field Conditions

As we move into new geographies and deploy new product configurations, we may encounter new and

unanticipated field conditions that have an adverse impact on the performance of our technology. If we do

encounter such field conditions, we may incur significant re-engineering costs, the attention of our team

may be diverted from product development efforts, and customer satisfaction, market acceptance and our

business reputation may be adversely impacted.

Fulfillment of Customer Orders

Our products have significant upfront costs. Because we will not recognize revenue on the sales of our

product until installation and acceptance, our financial results will be dependent, to a large extent, on the

timeliness of the installation of WET. We believe currently that it will take us nine to 12 months to fulfill a

customer order for our product. The length of time that will take use to install our technology exposes us

to the financial risk of expending significant resources without having the certainty of generating a sale, as

well as the risk of cost overruns or other unforeseen expenses in the installation process.

Regulation

Although we will not be regulated as a utility, federal, state and local government statutes and regulations

concerning electricity heavily influence the market for our product and services. These statutes and

regulations often relate to electricity pricing, net metering, incentives, taxation, and the rules surrounding

the interconnection of customer-owned electricity generation for specific technologies. In the United

States, governments frequently modify these statutes and regulations. Governments, often acting through

state utility or public service commissions, change and adopt different requirements for utilities and rates

for commercial customers on a regular basis. Changes, or in some cases a lack of change, in any of the

laws, regulations, ordinances or other rules that apply to our installations and new technology could make

it more costly for us or our customers to install and operate our WET on particular sites, and in turn could

negatively affect our ability to deliver cost savings to customers for the purchase of electricity.

The construction, installation and operation of our WET at a particular site generally will also be subject

to oversight and regulation in accordance with national, state and local laws and ordinances relating to

building codes, safety, environmental protection and related matters, and typically requires various local

and other governmental approvals and permits, including environmental approvals and permits, that vary

by jurisdiction. In some cases, these approvals and permits require periodic renewal. It is difficult and

costly to track the requirements of every individual authority having jurisdiction over our installations, to

design our WET to comply with these varying standards, and to obtain all applicable approvals and

permits. We cannot predict whether or when all permits required for a given project will be granted or

whether the conditions associated with the permits will be achievable. The denial of a permit or utility

connection essential to a project or the imposition of impractical conditions would impair our ability to

develop the project. In addition, we cannot predict whether the permitting process will be lengthened due

to complexities and appeals. Delay in the review and permitting process for a project can impair or delay

our and our customers’ abilities to develop that project or increase the cost so substantially that the project

is no longer attractive to us or our customers. Furthermore, unforeseen delays in the review and permitting

process could delay the timing of the installation of our WET and could therefore adversely affect the

timing of the recognition of revenue related to the installation, which could harm our operating results in a

particular period.

In addition, the completion of our installations may be dependent upon the availability of and timely

connection to the local electric grid. Local utility companies or municipalities may deny our request for

connection or impose conditions or limitations to our projects. Any delays in our ability to connect with

utilities, delays in the performance of installation-related services or poor performance of installation-

related services by our general contractors or sub-contractors will have a material adverse effect on our

results and could cause operating results to vary materially from period to period.

Suppliers

The failure of our suppliers to deliver necessary raw materials or other components for our WET in a

timely manner could prevent us from delivering our products within required time frames, and could cause

installation delays, cancellations, penalty payments and damage to our reputation.

As we advanced on the staged implementation of our technology, we will increasingly be dependent on

the availability of microchips required for mass-market WET deployment. See “Investment Phases”

above. The widely reported worldwide shortage of semiconductors could limit our ability to source the

necessary chips and, in turn, prevent us from delivering our WET to our customers within required

timeframes and cause order cancellations, which could result in sales and installation delays,

cancellations, penalty payments, or damage to our reputation, any of which could have a material adverse

effect on our business and results of operations.

Competition

While we believe that, currently, there is no wireless technology with the disruptive potential of our WET

(see “The Competition” above), new technologies may emerge that are not currently available or of which

we are not aware that are comparable or better than WET. Those other technologies may have the backing

of large, well-capitalized organization with the ability to bring products to market faster and more

efficiently than us. Any such development could materially and adversely affect our business and

prospects in ways we cannot currently anticipate.

Inability to Manage Growth

If our business is successful, our growth may make it difficult for us to efficiently operate our business,

challenging us to effectively manage our capital expenditures and control our costs while we expand our

operations to increase our revenue. If we experience significant growth in orders, we will need additional

manufacturing capacity and capital intensive equipment. In addition, any growth in the volume of sales of

our product may outpace our ability to engage sufficient and experienced personnel to manage the higher

number of installations and to engage contractors to complete installations on a timely basis and in

accordance with our expectations and standards. Any failure to manage our growth effectively could

materially and adversely affect our business, prospects, operating results and financial condition. Our

future operating results depend to a large extent on our ability to manage this expansion and growth

successfully.

Patent Protection

As explained below (under “Intellectual Property Protection”), we intend to use a portion of the proceeds

from the capital raise to apply for a defensive patent, which will protect the proprietary technology on

which WET is based, by preventing others from copying it. The status of patents involves complex legal

and factual questions, and the breadth of claims allowed is uncertain. We cannot be certain that our patent

application will result in an issued patent or that any of issued patent will afford protection against a

competitor. Our failure to protect our intellectual property rights may undermine our competitive position,

and litigation to protect our intellectual property rights may be costly. In addition, any patent issued to us

may be infringed upon or designed around by others and others may obtain patents that we need to license

or design around, either of which would increase costs and may adversely affect our business, prospects,

and operating results.

Risks Relating to the Offering

Dilution

The price at which we our equity will be offered in this offering will be substantially higher than the pro-

forms net tangible book value of our equity immediately following the offering based on the total value of

our tangible assets less our total liabilities. Therefore, investors in this offering will experience immediate

dilution in the price of their equity, equal to such difference (which we are unable to quantify at this time).

Additional dilution will derive from additional rounds of financing we may engage in, in the future, as

well as from the possible adoption of equity incentive plans.

Use of Proceeds

We will have broad discretion in the application of the net proceeds to us from this offering, including for

any of the purposes described under “Use of Proceeds” above and investors will not have the opportunity

as part of their investment decision to assess whether the net proceeds are being used appropriately.

Because of the number and variability of factors that will determine our use of the net proceeds from this

offering, their ultimate use may vary substantially from their currently intended use. Our failure to apply

these funds effectively could harm our business.

Dividends

We have never declared or paid any cash dividends on our capital stock and do not intend to pay any cash

dividends in the foreseeable future. We anticipate that we will retain all of our future earnings for use in

the development of our business and for general corporate purposes. Any determination to pay dividends

in the future will be at the discretion of our board of directors. Accordingly, investors must rely on sales of

their Class A common stock after price appreciation, which may never occur, as the only way to realize

any future gains on their investments.

INTELLECTUAL PROPERTY PROTECTION

We plan to use a portion of the proceeds to file a “defensive patent” for our proprietary technology that

will protect it while we experiment and commercialize it.

By filing a defensive patent application and going through the publication process, we will prevent others

from getting a patent on the same subject matter, because our patent application will be prior art against

others. A defensive patent also would shield the business against infringement suits by competitors.

Since defensive patents are typically intended to be only prior art against others, there is usually no need

to go through the entire prosecution process. Filing a patent application and allowing it to publish

accomplishes the defensive purpose of establishing prior art that can be used against others. So there is

usually no need to obtain an issued patent. Normally, patent applications are published 18 months after the

earliest priority date (i.e., the earliest application filing date, which can be a provisional patent

application).

We may, however, at a later time decide to apply for an offensive patent based on this prior art. Such a

patent will give us the ability to bring an enforcement action to force an infringer to stop selling the

patented thing or pay us royalties.

REGULATION

We do not expect that TWD Industries AG will be subject to any complicated regulatory regime and/or

that its operations will require any significant regulatory approvals because, unlike energy-grids or

microwaves and millimeter waves, WET:

does not saturate the frequency band (as wavelength and frequency can be modulated

independently, such that each synchronized group is isolated from all others, even if they all use

the same frequency); and

can be delivered as fully-compliant to governmental authorities (in terms of access to data and

energy in transit), both security and fiscal reasons.

Furthermore, WET is immune to the century-old exposure that the energy and telecommunication sectors

face relating to the dangers of electromagnetic radiation. Over time – as more data and information has

become available regarding the damaging effect from long-term exposure to non-ionizing electromagnetic

fields, electromagnetic radiation, electromagnetism, and radio waves or noise – the implementation of

energy grids and the roll-out of the next generation of mobile communication technology (currently, 5G)

have led to the enactment of international safety regulations that protect consumers from such exposure,

by limiting distance and exposure time. At the same time, insurers and re-insurers have thus far refused to

cover illnesses, injuries and other liabilities resulting from such exposure.

In contrast to currently available energy transmission technologies, we are not aware of any detrimental

effect that WET technology has on the environment – regardless of whether energy transmission or

telecommunication is involved – because of our exclusive ability to modulate frequency and wavelength

independently, and thus to deliver high bandwidth at a low frequency.

MANAGEMENT

Pierre Gauthier

WET is the brainchild of Pierre Gauthier. Pierre is a telecommunication and computer engineer with a

knack for remote technologies. He started coding at the age of 11 and never stopped. After obtaining a

Telecom & Computer Science degree in Nice, France, in 1992, Pierre went off to Mountain View,

California, to work as a software engineer for Software Publishing Corporation (SPC), at the time, the

world’s fifth largest software publisher.

At the age of 24, Pierre was appointed R&D Director of FMN Holding Group, a French heavy equipment

multinational company with 43 affiliated companies. After that, he went on to work in the submarine

radars division of Thomson Microsonics (now part of the Thales Group).

In 1998, Pierre founded TWD Industries AG to market Remote-Anything, a Desktop-Sharing and

Corporate-Network Management Application that he wrote in three months and that, over a decade, was

sold in 138 countries via 280 million licenses issued to customers, including governments, banks,

insurance companies, R&D centers, universities, and nuclear plants.

Today, TWD Industries’ leading product is Global-WAN, a “post-quantum” secure communication

platform relying on G-WAN, a scalable multicore Web application server supporting 18 scripted

programming languages. Global-WAN is a fully compliant virtual private network (VPN) based on

government-audited, cryptanalytically-unbreakable security that, thanks to wireless energy transmission

(WET), aims at operating globally, independently from the energy grid and telecom networks and without

any critical infrastructure, such as relays or satellites.

In June 2020 Pierre published SLIMalloc (see https://www.researchgate.net/publication/367190325) a

computer-science breakthrough automatically blocking, documenting and reporting operating system, third-party

libraries, and applications dysfunctions and attacks in real-time. Instead of collecting everything to find (after-

the-facts) anomalies, SLIMalloc intervenes only to block errors – without overhead and false

positives/negatives. "70% of all security bugs are MEMORY safety bugs." (ZDNet)

In January 2023, SLIMalloc made the C programming language “memory-safe” – preserving 50 years of

investments and strategic know-how – shortly after the NSA (U.S. National Security Agency)

recommended to use "memory-safe" programming languages instead of C/C++ because:

•60-70% of all Apple vulnerabilities,

•70% of all Microsoft vulnerabilities, are memory-safety issues.

•90% of all Google Android vulnerabilities,

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