Current Report Filing (8-k)

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): May 27, 2015

 

POWERSTORM HOLDINGS, INC.

 (Exact name of registrant as specified in its charter)

 

Delaware		333-184363		45-3733512
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

 

31244 Palos Verdes Dr W, Ste 245 Rancho Palos Verdes, CA 90275-5370

(Address of principal executive offices)(Zip Code)

 

Registrant’s telephone number, including area code: 1-424-327-2991

 

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):

 

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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)

 

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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

Item 7.01 Regulation FD Disclosure.

  

Senior management and certain members of the Board of Directors of Powerstorm Holdings, Inc. (the “Company”) have begun using the materials included in Exhibits 99.1, 99.2 and 9.3 to this report (the “Investor Presentations”) in connection with presentations to existing shareholders and potential investors of the Company. The Company gave investor presentations at the 2015 Marcum Microcap Conference and the SeeThruEquity 4^th Annual Microcap Investor Conference on May 27, 2015 and May 28, 2015, respectively, and used the Investor Presentations. The Investor Presentations are incorporated into this Item 7.01 by reference.

 

The information disclosed under this Item 7.01, including Exhibits 99.1, 99.2 and 99.3 hereto, are being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and such information is not incorporated by reference into any registration statements or other document filed under the Securities Act of 1933, as amended (the “Securities Act”) or the Exchange Act, regardless of the general incorporation language contained in such filing, except as shall be expressly set forth by specific reference to this filing.

 

The Investor Presentations contain “forward-looking statements” within the meaning of the Section 27A of the Securities Act and Section 21E of the Exchange Act. Forward-looking statements discuss matters that are not historical facts. Because they discuss future events or conditions, forward-looking statements may include words such as “anticipate,” “believe,” “estimate,” “intend,” “could,” “should,” “would,” “may,” “seek,” “plan,” “might,” “will,” “expect,” “predict,” “project,” “forecast,” “potential,” “continue” negatives thereof or similar expressions. These forward-looking statements are found at various places throughout the Investor Presentations and include information concerning possible or assumed future results of our operations; business strategies; future cash flows; financing plans; plans and objectives of management; any other statements regarding future operations, future cash needs, business plans and future financial results, and any other statements that are not historical facts.

 

Any or all of the forward-looking statements included in the Investor Presentations and in any other reports or public statements made by us are not guarantees of future performance and may turn out to be inaccurate. These forward-looking statements represent our intentions, plans, expectations, assumptions and beliefs about future events and are subject to risks, uncertainties and other factors.  Many of those factors are outside of our control and could cause actual results to differ materially from the results expressed or implied by those forward-looking statements. In light of these risks, uncertainties and assumptions, the events described in the forward-looking statements might not occur or might occur to a different extent or at a different time than we have described. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of the Investor Presentations. All subsequent written and oral forward-looking statements concerning other matters addressed in the Investor Presentations and attributable to us or any person acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in the Investor Presentations. Except to the extent required by law, we undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events, a change in events, conditions, circumstances or assumptions underlying such statements, or otherwise.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit Number		Description
99.1		Powerstorm- Investor Presentation- Executive Summary
99.2		Powerstorm- Investor Presentation- Overview
99.3		Powerstorm- Investor Presentation

  

 

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.

 

	POWERSTORM HOLDINGS, INC.
Date: June 8, 2015	By:	/s/Michel Freni
		Michel Freni
		Chief Executive Officer

 

 

 

Exhibit 99.1

 

EXECUTIVE SUMMARY Proprietary and Confidential

 

QUICK FACTS:   Publically Traded Company: “PSTO” - Traded on the OTC Will submit uplist application to the NASDAQ during 2015   Financing Sought: Powerstorm ESS is seeking $1.5 Million   Industry: Energy Storage, Clean Technology   Product/Services: Energy Storage Systems for Rural Villages, Home, Commercial and Military   Management: Mike J. Freni CEO/Chairman   Kirstin L. Gooldy CFO and BoD member   Dr. Shailesh Upreti CTO and Board Advisor       CONTACT INFORMATION: Mike Freni, CEO/Chairman Tel: [phone] [e-mail]   Kirstin Gooldy, CFO Tel: [phone] [e-mail]   Headquartered: 31244 Palos Verdes Dr. W Ste. 245 Rancho Palos Verdes, CA 90275

Summary: Powerstorm ESS manufactures and distributes hybrid “Energy Storage Systems”, creating power equality through delivering clean energy.  The mission is to bring light to the 1.3 billion people living without power, and an even higher number with unstable grid access. The Company provides reliable off-grid solutions to: a) service providers such as telecom tower operators, managed network operators (MNOs), data centers, mining companies, hospitals, b) rural communities and, c) the residential/home use and disaster recovery market.   Meeting the challenges of the worldwide “Go Green” initiatives Powerstorm ESS’s energy storage systems utilize state of the art Li-Ion battery cells combined with solar and/or wind turbine power generation. The energy storage systems are serviced with patent pending technology; the “digital brain” designed to efficiently manage through one device the Battery Management System (BMS), Thermal Management Systems (TMS), Network Management Systems (NMS). Further the energy storage systems utilize Mesh Networks to ensure quality and consistent internet connectivity.   Value Proposition: Opex Savings of 20% - 65% and emissions/pollutant reduction 20% to 40%. Powerstorm ESS products provide for modular, containerized, scalable, customizable, plug and play power generation and environmentally friendly power storage to the off-grid communities for emerging markets, disaster recovery/humanitarian relief, residential and business power systems. Unlike traditional lead acid based technologies with its associated maintenance and hazardous waste Li-Ion technologies are maintenance free, have at least a five year life and are easy to recycle.   Powerstorm ESS Product Suite: Powerstorm ESS provide patent pending energy storage systems and devices that store, manage and distribute optimized hybrid energy. The initial products include: ·     MESS – Containerized “Modular Energy Storage Solutions” providing off-grid power up to 750kWh solutions for Anchor Points and Community Power (further described under sales channels) ·     zeroXess – energy storage systems for single home and disaster recovery ·     Lithium Ion Batteries – Superior quality, 5 years (+) battery life and BMS services for customers that require batteries ·     R&D – Additional products will be announced in Q3 2015   Market Opportunity: Currently, there are approximately 1.3 billion people around the globe without access to power and many more with unreliable energy sources.   ·     Navigant Research projects revenue for off-grid base station power will grow from $1.6B in 2012 to more than $10.5B in 2020. ·     “Green Policy” requires telecom companies to migrate 50% of all cell towers in rural areas and 20% in urban areas to hybrid power by 2015 (this is delayed – and will continue into 2016/17. ·     Micro Grid Enabling Technologies are expected to exceed $26B in annual revenues by 2023

 

Powerstorm ESS – Company Confidential

 

 

EXECUTIVE SUMMARY Proprietary and Confidential

 

MESS     zeroXess           CONTACT INFORMATION: Mike Freni, CEO/Chairman Tel: [phone] [e-mail]   Kirstin Gooldy, CFO Tel: [phone] [e-mail]   Headquartered: 31244 Palos Verdes Dr. W Ste. 245 Rancho Palos Verdes, CA 90275

Go-To-Market Strategy:   Target Markets: Four (4) initial regions – Africa, Latin America, Middle East, SE Asia Sales Channels: Anchor Points, Community Power, VAR’s ·    Anchor Points – Telecom Tower operators, MNO’s, data centers, mining, hospitals to secure the Powerstorm ESS position in the local market ·     Community Power – Local, state, federal and global governments and agencies, humanitarian and non-profit organizations to bring the Powerstorm ESS solutions to rural communities ·     VAR’s – serve as Powerstorm ESS’s distribution arm   Competition: Powerstorm ESS provides a comprehensive hybrid solution that integrates all of the energy storage components.   ·    Containerized Solution Competitors: Firefly Clean Energy, Systems Sunlight S.A., HID Europe. o    Why Powerstorm ESS: Five primary solutions, customizable solutions to address weather, locations, technical requirement. Scalable, modular, plug and play, 5 year warranty, fully integrated Mesh Network providing full internet and systems integrations. ·    There are only a few containerized solutions competitors. Most are “perceived” competitors, not actual competitors. These solution providers typically provide a singular solution. o    Off-Grid Microstations – Stand alone solutions meant to to power communities – OMC Power, Sun Edison, Victron Energy o    Hybrid Generators – Planetary Power, Earl Energy, Glidemeister, Caterpillar o     Service Providers – Elgris, Azuri, Phaesun, Emerson Network Power   Investors: The founders own approximately 90% of the outstanding stock. The CEO has historically funding the company and is continuing to do so. Current investment to date: approx. $1.0 Million.   Revenue Projections ($000s): The company projects revenue during 2015.   POWERSTORM ESS DEDICATED TO CHANGING THE WORLD

 

Powerstorm ESS – Company Confidential

 

Exhibit 99.2

 

POWERING THE CLEAN TECHNOLOGY REVOLUTION CREATING POWER EQUALITY ENERGY STORAGE SYSTEMS www.powerstormess.com

Corporate Structure » Company formed in 2011, OTC / publically traded company since 2013 » 21.6 M shares of common stock outstanding ▪ Approx . 90% owned by Founders ▪ Approx. 1.8 M stock options granted to date » Capital contribution to date approx. $1.0 M as of 3/31/2015 ▪ CEO primary investor to date » Filing S - 1 Registration Statement » Current market raise – up to $1.5 M immediately » $5 M by end of 2015 and $ 25 Million in 2016 » Current valuation at $15 Million OVERVIEW MANUFACTURE AND DISTRIBUTE “ENERGY STORAGE SYSTEMS” “BRINGING LIGHT TO THE DARKNESS” » Energy Storage Systems solutions provider □ Three (3) core products: zeroXess , MESS , Lithium Ion Batteries » Proof of concept complete - installed on sites during 2014: » Republic of Azerbaijan / Republic of Uzbekistan » Pilot launch of the MESS – June 2015 in Long Beach, CA » Prototype zeroXess – complete – preparing for distribution

OUR VISION AND MISSION MAKE A DIFFERENCE IN THE WORLD !! ▪ LEAD THE ENERGY STORAGE market by delivering the most basic of human needs – access to power -- “energy = power” ▪ CREATE ENERGY EQUALITY - Connect the over 1.5 billion people living in energy poverty ▪ IMPROVE the LIVES of ALL human beings ▪ SUPERIOR PRODUCT – deliver a high quality product ▪ CUSTOMER SATISFACTION – Our customers are the key to making a difference in the world ▪ BRAND IDENTITY that values both human life and the customer experience “POWER THE PEOPLE” Powerstorm ESS’ Energy Storage Solutions shed light on powerless communities

WHO WE ARE AND WHAT WE DO “OFF GRID, MICRO GRID ENERGY SOLUTIONS” PATENT PENDING ENERGY STORAGE SYSTEMS AND DEVICES THAT STORE, MANAGE AND DISTRIBUTE OPTIMIZED HYBRID ENERGY » Energy storage systems that are “plug - and - play” » Delivering power, electrifying off grid communities » Hybrid power sources » Using best in class technology such as durable weather resistant housing and casing, Lithium Ion batteries, monitoring systems, back up generators, solar and/or wind turbine, environmentally friendly INITIAL PRODUCT SUITE : MESS - Containerized “Modular Energy Storage Solutions” Tower Operators, Rural Communities, Hospitals, Mines zeroXess – energy storage system for single home use and disaster recovery Lithium Ion Batteries – superior quality, 5 year (“+”) battery life and BMS services for customers that require batteries

MILESTONES and TRACTION POSITIONED TO BE A MARKET LEADER IN THE ENERGY STORAGE MARKET “BUILDING THE POWERSTORM ESS LEGACY ▪ Registered with the OTC ▪ Established team ▪ Board of Advisors ▪ Business Plan ▪ Initial seed capital ▪ Filed initial patents ▪ Solutions installed in two sites ▪ Proof of concept complete - MESS ▪ Development of zeroXess and MESS ▪ Hired CFO ▪ Booked first order ▪ Qualified sales pipeline ▪ Retained Inv. Bank for 1st round of financing ▪ Raise up to $6.5 M ▪ Uplist to NASDAQ ▪ MESS and zeroXess Market Launch ▪ Approved within U.N. as key vendor ▪ Hire core team ▪ $1.25 M in revenue ▪ Assembly/Manufacturing site identified and built ▪ Finalize strategic partnerships with key vendors ▪ Continue product development ▪ Raise $25.0 M ▪ Execution of plan ▪ Expand market presence ▪ Ramp sales ▪ Further R&D – add - on products i.e. water filtration, medical center products, ancillary product 2013 2014 2015 2016

THE PROBLEM Access to electricity is the key to power the world ▪ 1.5 BILLION PEOPLE WITHOUT POWER ▪ LARGE ADDRESSABLE MARKET – NOT ENOUGH PROVIDERS TO SUPPORT NEED ▪ MOBILE NETWORK OPERATORS HAVE UTILIZED OFF - GRID POWER AS MOBILE PENETRATION HAS OUTPACED GROWTH OF THE GRID ▪ WORLDWIDE “GO GREEN” INITIATIVES – FINDING ALTERNATIVE CLEANER SOURCES OF ENERGY ▪ ACCESS TO AFFORDABLE AND RELIABLE POWER ▪ UNDESIRED/UNWANTED MARKETS - MOST PROVIDERS WILL NOT ADDRESS RURAL COMMUNITIES WITH UNSTABLE GOVERNMENTS ▪ HEALTH – LACK OF INFORMATION, PREVENTATIVE MEDICINE, HOSPITALS, LONG TERM CARE ▪ CLEAN WATER & SANTITATION ▪ AGRICULTURE ▪ EDUCATION LIMITED ▪ COMMERCE - IMPORT / EXPORT ▪ TELECOMMUNICATIONS “ENERGY POVERTY”

PSTO Containerized Hybrid Energy Solutions: 113 kWh system Model PSTO - SBD0199 System Output Voltage 48 V Solar Panel Maximum Power @ STC* 2.2 kW Lithium Battery 113 kWh PSTO Storage Battery Box Diesel DC Generator 6.5 kW Charging Maximum V 58.4 V Discharge Cut off V 40 V Discharge Current Max 3000 A Discharge Pulse (30 Sec) 300 A Storage backup Minimum 20 hrs System Lifetime 10 years / 5 year warranty System Dimensions 19’ 10 ½” X 8’6” X 8’ System Weight < 23 MT Operating Temperature - 30 C to 60 C Thermal Control Management system to control between 20 C to 25 C Battery Management System BMS for each cell for V/I measurement and every module T measurement Remote monitoring system For web and mobile monitoring on system status Interior lighting LED with motion sensor Anti Theft Device RFID based door and interior monitoring THE SOLUTION - PRODUCTS AND SERVICES “PROPRIETARY PATENT PENDING TECHNOLOGY” “MESS” - CONTAINERIZED “MODULAR ENERGY STORAGE SYSTEM” Stores, manages and distributes optimized hybrid energy. 100% up time. Clean. Green. Unmatched. Modular, Capex / Opex Savings, Compact, Durable Cell Site Remote Monitoring, Plug - and - Play, Environmentally Friendly

THE SOLUTION - PRODUCTS AND SERVICES Stores, manages and distributes optimized hybrid energy. 100% up time. Clean. Green. Unmatched. “PROPRIETARY PATENT PENDING TECHNOLOGY” “ zeroXess ” A HOME ENERGY STORAGE OR DISASTER RECOVERY SOLUTION PRODUCT FEATURES & BENEFITS : ▪ 25W PV module for solar charging ▪ 12 volt 4500 mAh Lithium - ion battery pack ▪ 6 extra bright hanging LED Lights ▪ 4 USB chargers with AC adapter ▪ 8 hours battery time ▪ Portable, easy to use, compact ▪ Renewable energy ▪ Solar powered ▪ Highest quality battery pack ▪ Fully integrated and network connected interface for basic Internet access ▪ Charges personal devices, including phones and MP3 players ▪ Sleek and stylish design; comes in 5 gorgeous colors ▪ External speakers

Strategic Alliance “OFF GRID, MICRO GRID ENERGY SOLUTIONS” Ascot CEO Dr. Michele Greca stated, “When I initially became involved in emerging markets, it was purely for business reasons. Over time, it became a passion, and now it is our mission to serve these populations in developing areas. This strategic alliance is a wonderful extension of Ascot’s mission to provide the power needed to develop civilization while simultaneously respecting the environment and saving money for operators. When I was first introduced to Mike Freni and the innovative zeroXess product, I immediately realized that there would be many benefits to working with him and integrating Ascot’s technologies with those developed by Powerstorm ESS.” The relationship between the two companies is undoubtedly strengthened by the similarities between the visions of the two cooperating CEOs.

THE SOLUTION - PRODUCTS AND SERVICES M - Charge XP & RT systems have been developed and implemented to offer ▪ Excellent float & cycle life ▪ Zero gas emissions ▪ Zero maintenance ▪ Reduced weight and pack size ▪ Significant facility footprint cost down ▪ Command and control logic enabling remote monitoring when coupled with M Charge® XP Battery Modules. ▪ System data recording and detailed performance status indicators Powerstorm transition metal chemistry advanced energy storage solutions are increasingly being used as the enabling technology for 100% reliability in uninterruptible power supply (UPS), micro grid, off - grid and switchgear power applications. Powerstorm Li - Ion battery power is used to ensure 100% reliability in back - up power systems for crucial operations. “Li - Ion Batteries” Lead Acid Battery Replacement

MARKET OPPORTUNITY ENERGY STORAGE SYSTEMS - THE GOLDEN OPPORTUNITY $- $2.0 $4.0 $6.0 $8.0 $10.0 $12.0 2012 2020 OFF - GRID BASE STATION POWER REQUIREMENTS ▪ Navigant Research projects revenue for off - grid base station power will grow from $1.6B in 2012 to more than $10.5B in 2020 ▪ Global electricity demand expected to grow 40% from 2010 to 2020 ▪ Micro Grid Enabling Technologies are expected to exceed $26B in Annual Revenue by 2023 ▪ Market for advanced and battery fuel cell material reached nearly $19 billion in2013 . This market is expected to grow to $19.6 billion in 2014 and $27.9 billion in 2019 ▪ 1.5 Billion people without power ▪ Global Mobile Subscribers expected to reach 3.9B by 2017 ▪ “Green Policy” requires telecom companies to migrate 50% of all cell towers in rural areas and 20% in urban areas to hybrid power by 2015 (this is delayed – and will continue into 2016/17

REVENUE / PRODUCT MIX PRODUCTS CAPTURE BOTH THE LARGER OFF - GRID MARKET AND HOME/RESIDENTIAL MARKET FINANCIAL HIGHLIGHTS □ Three (3) initial “go to market” products □ 2015 revenue projected □ Gross Margin between 30% - 38% □ EBITDA Profitability Q4 2016 REVENUE PROJECTIONS 2015 2016 2017 MESS $1,250,000 $7,500,000 $15,000,000 zeroXess $0 $1,250,000 $5,000,000 Ancillary $0 $500,000 $500,000 $1,250,000 $9,250,000 $20,500,000 0% 20% 40% 60% 80% 100% 2015 2016 2017 Ancillary zeroXess MESS

SALES CHANNELS STRATEGY – BRING RELIABLE, SUSTAINABLE, GREEN ENERGY TO THOSE MOST IN NEED “ THE PEOPLE ” WITHOUT POWER ANCHOR POINT COMMUNITY POWER VAR THE PEOPLE CUSTOMER THREE (3) DISTRIBUTION /SALES CHANNELS VAR’s D istribution arms

TARGET MARKETS “GLOBAL DOMINANCE - POISED TO GROW” FOUR ( 4) initial regions: Africa, Latam , Middle East, SE Asia

COMPETITIVE LANDSCAPE MARKET OVERVIEW • Energy Storage Market: $200 Billion • Lithium – Ion: $60 Billion • On - Grid: $68.5 Billion by 2020 • Microgrid : $25.28 Billion by 2022 • Off - Grid: $12 Billion Who makes up “energy storage providers” • Wind Turbines, Solar • Battery manufacturers • Automotive Battery manufacturers that want to take advantage of the entire energy storage market • Generator Manufacturers • On - Grid energy storage providers – typically large 1 mWh solutions and above • Providers competing for “popular” markets – U.S., Europe, select African regions, India SUMMARY : POWERSTORM ESS is 100% focused on comprehensive hybrid systems that integrate all of the energy storage provider components. We deliver comprehensive, highly efficient and effective, green and cost saving solutions. There are only a few true competitors Most are energy storage providers are “perceived” competitors, not actual competitors. Energy storage providers typically provide a singular solution that does not truly compete with Powerstorm ESS solutions. WHO WE ARE AND WHO WE SERVE : • Off - Grid • Comprehensive/Full/Hybrid Solution (containerized/modular) • Lithium – Ion • Plug & Play • Primary market - 750 kWh and under (can scale up to 1 mW and beyond)

COMPETITIVE LANDSCAPE Modular Energy Storage System - MESS Powerstorm ESS Firefly Clean Energy Systems Sunlight S.A. HID Europe Why Powerstorm ESS Technical Product Specifications System Name Modular Energy Storage System (MESS) Arcturus Integrated Hybrid Power Generator (i - HPG) Hybrid Autonomous Power Supply System (APS) Enerstore 7000S N/A Power Output Options (Load Demand) Five Options: 1.5 kW, 3.0 kW, 6.0 kW, 12.0 kW, 24.0 kW Four Options: 1.2 - 3.5 kVA, 4 - 8 kVA, 12 - 24 kVA, 36 - 48 kVA No specific options listed: Indicated power range from 0.6 to 345.6 kW at 48 VDC 100 - 400 kW depending on state of charge (SoC) Five primary solutions, customizable solutions to address weather, locations, technical requirements Battery Type Lithium Ion OPzV (sealed lead acid) OPzV Batteries (Valve Regulated Lead Acid) Hitachi LL1500AN12 (Lead Acid) LITHIUM - ION - others are using lead acid, superior performance and environmentally friendly green technology Battery Storage Capacity Five Options: 9 kWh, 18 kWh, 28 kWh, 72 kWh, 120 kWh Three Options for Cygnus Three HPG: 24 kWh, 36 kWh, 48 kWh @ 60% DoD For Sunlight Mini - Grid Malaysia Product: 4,800 kWh (960 cells w/ 2V @ 2500AH/cell) 1104 kWh Five primary solutions, customizable solutions to address weather, locations, technical requirements Cycles 3000 @ 80% Depth of Discharge Up to 1500 @ 80% DoD 1000 - 2500 (depends on DoD) 4500 cycles @ 70% DoD Superior DoD and cycle life Power Source and Capacity Solar (170W/pv * 12 or 36 panels) and Wind (3 kW, 5 kW, 10 kW, 60 kW) Solar: 360 W/pv or 540W/pv; Cygnus HPG can integrate with "solar PV, wind turbines, diesel generators, and a range of other renewable power generators" Solar: 230 W/pv; no integration with wind Solar: Power N/A on Enerstor spec, but they recommend 270W/pv for their HISP solar drive; number of panels vary based on application; can do wind as well Five primary solutions, customizable solutions to address weather, locations, technical requirements Container Size 10 to 20 ft. Arcturus One: 9.8ft*8ft*8.5 N/A; looks like 20ft 40 ft Scalable, modular, customizable Additional Features 48 V DC Output, remote/indoor monitoring; five year warranty / AC Output available based on specification 110/230 V AC Output (50 Hz), Remote generator start - up, Quiet operation; silent operation (dB ratings are given); minimum two year warranty Solutions are customized for each project; warranty not listed 400V - 36kV, Control/Monitoring interface over internet, 13 - 15 years of system service life w/o battery exchange 5 - Year Warranty - supports superior technology - Off Grid with on - grid capability Efficiency Numbers TBD mini N/A 0.8 Dependent on system purchased Mesh Network Full network capability N/A N/A N/A Fully integrated Mesh Network providing for full internet and systems integrations

Key Senior Personel & Admin Staff $550,000 Legal/Accounting/Audit/Investor Relations $135,000 Travel/Lodging $70,000 Product Development and Deployment $500,000 Patent Filings / Activities $115,000 Marketing & Promotional Expenses $180,000 INVESTMENT REQUIREMENTS First Round of Funding - $1.55 Million – Fund by June 30, 2015 Use of Proceeds through December 31, 2015: Second Round of Funding - $5.0 Million – Fund by December 31, 2015 Use of Proceeds through June 30, 2016: INVESTMENT HIGHLIGHTS : Production of zeroXess , up to five (5) pilots of the MESS installed, completion of the design and implementation of the digital brain, finalize patent filing of our first patent and begin filings for second and third patent, complete certifi cat ion requirements of systems INVESTMENT HIGHLIGHTS : Hire key personal expanding engineering, production and logistics teams, launch assembly/manufacturing space, deploy first set of orders of MESS and zeroXess systems, expand sales presence Third Round of Funding - $25.0 Million – Fund by June 30, 2016 Use of Proceeds through June 30, 2016: INVESTMENT HIGHLIGHTS : Finalize assembly/manufacturing build up, prepare for full scale product launch and full scale globalization Tiered funding provides for higher valuation at each round preserving investor value

POWERSTORM ESS TEAM “HUMAN CAPITAL IS THE MOST VALUABLE ASSET” Mike J. Freni , Chairman/CEO is an Innovative corporate development specialist and strategic architect. Also an investor for Fortune 100 companies and dynamic startups with over 20 years of success in global markets and industries from consumer electronics, media, entertainment, and telecommunications. As well as, an advisor to a variety of executive management teams and corporate boards. He holds a Bachelor of Marketing degree from ISW, Amsterdam. Ana - Maria Pruteanu , (BOD) President . A results - oriented producer and innovative dealmaker with 14 years experience in emerging telecom markets. She has closed over $80 million in telecom sales. She holds a BS from University of Utah, a Global Executive MBA from Georgetown University and a MBA from ESADE in Barcelona, Spain. Dr. Shailesh Upreti , CTO, is an expert in energy storage and former member of the U.S. Department of Energy’s Frontier Research Centers at Binghamton. He holds multiple patents and is published in 70 international journals. He served with the New York State Ener gy Research and Development Agency and U.S. Army’s Research Development and Engineering Command. He is the former co - Chairman of the Internation al Center for Diffraction Data and American Association for the Advancement of Science. He holds a Ph.D from the Indian Institute of Technology at Delhi and is a former group member of Professor Stan Whittingham at SUNY Binghamton. Kirstin L. Gooldy, (BOD) Chief Financial Officer , has over 20 years of Operations, Corporate Finance and Capital Markets experience having lead or managed over $500 million in financial transactions for various companies during her career. Additionally was a founding employee of a leading telecommunications company where she was responsible for various functions within Corporate Finance, Investor Relations and Treasury Management.

Dr. Ann Marie Sastry - CEO/Co - founder of Sakti3, and brings over 25 years technical and leadership experience as an entrepreneur, inventor and educator. Her laboratory originated the Sakti technology, which enjoyed continuous funding for nearly 20 years. Ann Marie holds a Ph.D. and M.S. from Cornell University an d a B.S. from the University of Delaware, all in Mechanical Engineering. Sandeep “ Sandy”Muju - brings a seasoned and accomplished global leadership background with Fortune 500 and high growth companies, yielding over $1 Billion in transactions, including supply chain transformation and workforce restructuring of a $30 billion defense OEM; globalization initiative for Honeywell China/Mexico/ India He holds a Ph.D. from Ohio Station University in Mechanical Engineering and MBA from Arizona State University, W.P. Carey School of Business, both with sum ma cum laude honors. Titus Brenninkmeijer - founder of Solgenix , LLC, to support solar energy companies in emerging economies. He spent 25 years in the retail industry in the UK, Germany, Spain, Brazil and US. He is also a co - founding member and sits on the Steering Committee of the REDCO Alliance (Rural Energy Delivery Companie s), serving as Chairman of the Energy Access Foundation. Devoted to providing support and funding for innovation in clean energy delivery in the rural marketplace in emer gin g markets. Mr. Brenninkmeijer is a board member and serves as treasurer of the Los Angeles Chamber Orchestra; and member of the Pasadena Angels. Emad Farid - CEO of Nile Sugar Company and a long standing Board Member of several subsidiaries of Global Telecom (formally Orascom Telecom) Mr . Farid’s business accomplishments include a crucial role in the growth of Orascom Telecom from a mid - sized to a worldwide global operator that ultimately merged with Vimpelcom to create the world's 6th largest telecommunications carrier in 2011 . Harry Sasongko - Harry is a seasoned telecommunications and finance executive who served as Indosat’s President , Director and CEO from 2009 - 2012 . He led Indosat to become the first public telecommunications operator in Asia to monetize its towers to an independent public tower company. Prior, he served as CEO/President, of GE Money Indonesia; Managing Director of Lippo Bank; and was nominated as one of CNBC’s 11 th Annual Asian Business Awards Leader and recognized as one of Indonesia’s Top 10 CEOs. WITH OUR ADVISORS, POWERSTORM ESS IS MOVING FROM “WHY” TO “HOW” BOARD OF ADVISORS Richard D. Lane - Mr . Lane is a mobile technology professional, serial entrepreneur and angel investor and has spent over 30 years building compa nie s as a senior executive primarily in mobile technologies while maximizing shareholder value. He is currently the President of Entrepreneurial Ventures and a G ene ral Partner of Radio Spectrum Partners. He is also a board of advisor member of several significant companies. In addition, he is Co - Chairman of the Wharton Alumni Club of Boston, and serves as an Adjunct Member of the Wharton Alumni Association Board of Directors. Mr. Lane holds an M.B.A. and B.S. from the Wharton School. Jack Brewer - Mr . Brewer earned his Bachelor of Science Degree as well as his Masters from the University of Minnesota, and furthered his edu cat ion through Executive Business Programs at Harvard School of Business and the Wharton School. He founded his current company, Brewer & Associates Consulting , a fter his retirement from the National Football League as well as time spent at Merrill Lynch. He was named Ambassador for Peace & Sport for the US Federation for Middle Eas t P eace (USFMEP) at the United Nations in 2014. In addition to his service to the United Nations, Mr. Brewer continues to provide guidance to multinational corporations across a w ide range of industries and facilitate strategic partnerships by utilizing his global network of connections to support companies whose impact will have a lasting positive effect for thos e t hey serve. Dr. Zi - ang (John) Zhang - Dr. Zhang is a professor of Electrical and Computer Engineering at Binghamton University in Binghamton, NY. He earned his Ph. D. in Electrical & Computer Engineering with a concentration in control and power systems from North Carolina State University. He als o holds an M.S. degree from Purdue University and a B.S. degree from Beijing Institute of Technology. Having written extensively about his field of study , h e is published in a variety of areas relating to engineering .

POWERSTORM ESS CONTACT INFORMATION Mike Freni – CEO/Chairman (O) 424 - 327 - 2991 (C) 213 - 379 - 0540 (E) [e-mail] Kirstin Gooldy – CFO / BOD (O) 424 - 327 - 2991 (C) 562 - 234 - 1037 (E) [e-mail]

 

Exhibit 99.3

 

QUALITY OF LIFE FOR EVERYONE MATTERS IT’S A CORE VALUE OF OUR COMPANY

CREATING POWER EQUALITY ENERGY STORAGE SOLUTIONS

Over 1.3 Billion without access to power Over 1.0 Billion with limited access to power IMPROVING THE QUALITY OF LIFE FOR OUR NEIGHBORS IS OUR SOCIAL RESPONSIBILITY

GLOBAL RURAL REGIONS LATIN AMERICA AFRICA MIDDLE EAST SOUTHEAST ASIA

POWER THE COMMUNITY CENTERS

Power the Homes

□ Bring Power to Those That Don’t Have It □ Empowers the Human Spirit □ Provides People Access to Education, Health, Clean Water, Cooking, Commerce, Communication □ Systems are Scalable, Modular, Plug and Play □ Perfect for Humanitarian and Disaster Areas

Powerstorm ESS systems enable the replacement of wood burning cooking in homes currently killing millions each year

Powerstorm ESS systems support our “Bucket by Bucket” water filtration system saving millions of children from infectious diseases and dehydration Access to clean water is essential Diarrhea is one of the leading causes of death of children under five globally More than one in ten child deaths – about 800,000 each year

With access to power we participate in educating our children altering what is possible for generations to come

□ OTC Company – Symbol - PSTO □ Markets – Global Rural Regions □ Africa, Latin America, Middle East, SE Asia □ zeroXess Prototype Complete □ Production of Pilot zeroXess Systems Begin Q3 □ MESS Prototype Complete by End of Q2 □ Patents Pending Approval, Several Others Underway □ Approved as U.N. Vendor □ Revenues in 2015, 30% - 38% Gross Margins, Profitability by End of 2016 □ Strategic alliance with key partner that will serve to accelerate both parties ability to serve the people

Your investment in POWERSTORM ESS will leave a lasting imprint of change across the world extending to several generations to come

Compassion - an altruistic feeling Acting in accordance is the change agent Their survival is our shadow and determined by our willingness and ability to act THIS IS OUR SOCIAL RESPONSIBILITY

Mike Freni – CEO/Chairman (O) 424 - 327 - 2991 (C) 213 - 379 - 0540 (E) [e-mail] Kirstin Gooldy – CFO / BOD (O) 424 - 327 - 2101 (C) 562 - 234 - 1037 (E) [e-mail]