01 / 17
The Opportunity
$3.7T
Recoverable material value discarded globally. Every year.
Through deterministic design, we turn Everything into Everything — unlocking the world's largest stranded assets.
We didn't build a startup. We built a 30-year government contract with a manufacturing platform attached.
Anchor Asset — Executed
$481M
30-year take-or-pay processing agreement · Pennsylvania's government · AA-rated counterparty · Construction Q3 2026
Technology Foundation
TRL 8/9
Proven industrial processes · 1.7M+ cumulative operating hours · Commercial deployment since the 1940s
NOEPC Risk
NOTechnology Risk
NOCommodity Dependency at Underwriting
ZEROChinese Supply Chain Exposure
Everything to Everything
Confidential — Accredited Investors Only · DD-11
02 / 17
The Risk-Mitigant · Before Anything Else
York County, Pennsylvania.
AA-rated. Non-cancellable. Executed.
Circular Supply Agreement — Executed
$481M
Total contracted value · 30-year take-or-pay processing agreement
400 TPD
Processing capacity
30 yr
Minimum term from COD
Counterparty Profile
Aa2 Moody's
AA Fitch
A+ S&P
Non-cancellable, non-revocable — no termination right for the counterparty except force majeure
Guaranteed Beneficiation Fee payment — take-or-pay regardless of feedstock volume variance
Guaranteed material delivery — Minimum Annual Feedstock Volume (MAFV) contractually committed
Beneficiation Fee escalates 2.5%/yr — compounding from Commercial Operations Date
Why this matters for the CLN:
The CSA is the collateral event. Revenue begins when feedstock arrives at the gate — not when product ships.
The AA-county guarantee converts construction-phase risk into infrastructure-grade credit risk.
This is not a technology bet. It is a construction financing decision.
03 / 17
How Investors Get Paid Back
Build. Operate. Bond. Recycle.
The CLN is construction capital — not a venture bet waiting for IPO. The exit mechanism is the Circular Bond refi event: equity returns when the operating asset refinances.
1
Now · Q3 2026
CLN Closes
$5M CLN raises construction capital. Converts to Series A Preferred at 20% discount. Permits + equipment deposits secured.
2
Y1–Y2 · Build
Facility Builds
100 TPD DFM modular facility. Series A closes · CLN converts. URVS Urban Reserve validation initiated. COD achieved.
3
Y2–Y3 · Operate
Revenue Flows
Beneficiation Fee begins Day 1 of operations. RevCon™ materials revenue compounds. URVS validation completes — Urban Reserve certified as bankable asset.
4
Y3–Y4 · Refi
Bond Refi · Equity Returns
Circular Bond closes against contracted CSA revenue streams. Equity recycled back to Series A investors. Capital redeployed into Site 2 — no further equity dilution required.
46%
Project IRR
5.0×
Equity MOIC · Site 1
Bond Refi
Liquidity event · Not IPO
04 / 17
The Problem
The world manufactures at scale.
Then discards at scale.
Manufacturing feedstock is the most undervalued industrial input of the 21st century. Trillions in recoverable carbon, metals, hydrogen, and rare earths are permanently lost every year. Not because recovery is impossible. Because no one built the right manufacturing system.
Global Market Signal
$30B+
Graphite market alone by 2030 — driven by EV battery demand
Advanced Circular Manufacturing (ACM)
We Un-Make It.
Carbotura Inc. is a modular ACM platform that converts post-use manufacturing feedstock into battery-grade graphite, graphene compounds, recovered metals, and ultrapure water.
Proven industrial processes
TRL 8/9
1.7M+ operating hours
Commercial deployment since 1940s
- Paid on intake, not offtake. Revenue begins when feedstock arrives.
- Beneficiation Fee (TMC Fee) is independent of commodity pricing, production ramp, and offtake timing.
- Seven independent revenue streams through the Revenue Stack.
- Circular Royalty™ flows back to the community counterparty on every tonne processed.
- Modular. Factory-built. Deployed like data centers.
05 / 17
Technology & Risk
Proprietary Integration
of Proven Technologies.
Nobody calls a new refinery "novel technology." Every core process inside a Carbotura modular factory has decades of commercial deployment. The components are commodity — every piece of equipment is standard catalog, independently verifiable by any investor. The integration sequence and the SCADA architecture that controls it are the trade secret. That is the moat: not hardware lock-in, but a process that cannot be replicated by purchasing the same equipment.
Component Risk
LOW
Integration Risk
MODERATE — MANAGED
Scale-Up Risk
LOW — MODULAR
Reactor: TRL 8 — System validated in operational environment
Downstream: TRL 9 — Standard Tier-1 industrial equipment
1.7M+ Cumulative Operating Hours at Third-Party Sites
Microwave Catalytic Reforming (Recyclotron™)
Industrial deployment since 1970s · Food, ceramics, pharma, mining
Catalytic Reforming (Regenesis™ Protocol)
Backbone of petroleum refining since 1940s
Gas Separation & Purification
Every industrial gas plant and refinery on earth
Tier-1 OEM Suppliers — All Standard Catalog Equipment
Every component independently verifiable · No proprietary hardware dependency
06 / 17
Traction & Evolution · 2020–2026
Six Years of Documented Progress.
This is not a concept. This is a record of things built.
2020
Foundation
Model Architecture. Business economics defined. 45Q & REC stack documented.
Modular, factory-built deployment model established. Deploy like data centers.
2021
Finance
Investor-grade PPM artifacts. Green Bond structuring explored.
Enterprise value mapping and milestone-to-valuation framework documented.
2022
Platform
ACM positioned as deployable platform. 100 TPD building blocks framing established.
Recyclotron™ modular system concept deployed.
2023
Channel
22+ global sales agencies added. Executed agreements on file.
Pipeline workbook: NDA / MOU / guarantee / contract by TPD volume.
2024
Scale OS
Agency enablement formalized. CMM language codified. Government packaging standardized.
Strategic roadmap 2024–2029 published.
2025
ACM Declared
ACM codified as formal industry transition roadmap. DOE Office of Energy Dominance invites meeting.
EPA + DOE engagement active. Virginia & Arkansas EDC engaged.
York County, PA CSA executed. 30-year take-or-pay. $481M total contract value.
2026
Standards
URV-S™ framework in development. The Urban Reserve Valuation Standard — Carbotura's proposed standard for classifying, verifying, and valuing contract-based manufacturing feedstock as a bankable industrial reserve. First of its kind.
EPA/RCRA Petition v5 filed Feb 2026. NAICS manufacturing classification submitted. Construction targeted Q3 2026.
Independent Validation
Investors are underwriting the first contracted deployment of a platform with a six-year construction history.
07 / 17
Revenue Architecture
TMC Fee + Circular Royalty™.
Year 1 Contracted TMC Fee
$10.95M
Escalating 2.5% annually · 30-year take-or-pay · $481M total contract value
Structure Analogy
Structurally equivalent to a toll road or data center colocation fee. The TMC Fee is paid by the government counterparty on intake — regardless of what happens downstream. Revenue is decoupled from commodity pricing, production ramp, and offtake timing.
Circular Royalty™
The Circular Royalty™ flows back to the community counterparty on every tonne processed — sharing the value recovered from their manufacturing feedstock. Paid on conversion. Never on speculation.
The Revenue Stack — Seven Independent Streams
- 01TMC Fee — contracted intake revenue (debt coverage base)
- 02Battery-grade graphite — RevCon™ manufactured materials
- 03Synthetic graphite derivatives (45Q eligible)
- 04Recovered metals and rare earth elements
- 05Activated carbon and carbon black
- 06Ultrapure water (Island Mode generation)
- 07Environmental credits: 45Q, 45V, RINs (excluded from base case underwriting)
Streams 2–7 are modelled at a 50% discount to market. Environmental credits excluded from underwriting entirely. Debt service is covered by Stream 1 alone.
08 / 17
Site 1 — York County, Pennsylvania
The Anchor Asset.
Circular Supply Agreement — Executed
$481M
30-year take-or-pay processing agreement with Pennsylvania's government. AA-rated counterparty (Aa2 Moody's / AA Fitch / A+ S&P). Construction targeted Q3 2026.
A Signed CSA Is a Mining Concession. A Better One.
Exploration Cost
$0
$50M–$200M · 5–10 years
Resource Certainty
1.9M t · ASTM D5231
Probabilistic drill estimate
Mine Life
30 yrs · contractual
10–25 yrs · decline curve
Grade Decline
None — grows with GDP
2–4% annually typical
Counterparty
Aa2 / AA / A+ Government
Commodity spot market
Permitting Risk
CSA signed and live
High risk · community opposition
Each CSA executed adds $4.93B in gross LOM value at RC3 baseline. Each facility commissioned adds $286M DCF NPV at 17% Ke.
Pipeline
100+active contracts in development
·
150+total in pipeline
Representative sample — not an exhaustive list
PennsylvaniaYork County · 30-yr CSA executed · Construction Q3 2026
TIER 1 · EXECUTED
Italy — 4 RegionsTuscany LOI signed Apr 8, 2026 · EUR 100M public co-investment per facility
TIER 1 · LOI SIGNED
Miami-Dade · OahuActive engagement · US domestic pipeline
TIER 2 · ACTIVE
Saudi ArabiaGCC JV · Vision 2030 · Multi-facility platform
TIER 2 · IN PROCESS
Each signed 30-year CSA creates a new independently certifiable Urban Reserve — valued at $4.93B gross LOM at RC3 baseline.
09 / 17
Site 1 — Pennsylvania F1 Only · 400 TPD · RC3 Conservative Baseline
Unit Economics.
Gross LOM Revenue — Three Scenarios · 400 TPD
RC3 Baseline
$4.93B
50% vol · 50% price
DCF EV $286M
DCF EV $286M
The floor.
Price Upside
$9.86B
50% vol · 100% price
DCF EV $572M
DCF EV $572M
Full Upside
$19.72B
800 TPD · 100% price
DCF EV $1.14B
DCF EV $1.14B
RC3 applies two simultaneous 50% haircuts — on volume and on price. $4.93B is the floor, not the midpoint. Environmental credits (45Q, 45V, IRA 45X) excluded from all three scenarios entirely.
Senior project debt $160–175M at 70–75% leverage · Minimum 1.5× DSCR on TMC Fee revenue alone · All commodity upside flows entirely to equity
⚠ These figures apply to Site 1, York County Pennsylvania only, operating at 400 TPD. Commodity offtake revenues (graphite, hydrogen, metals, credits) are not included — they are additive upside above the TMC Fee floor.
Operating Performance — Year 3 (400 TPD)
$130M
Annual Revenue
57.9%
EBITDA Margin
4.1×
DSCR (Year 3)
46%
Levered Equity IRR
5.0×
Equity MOIC
Yr 5
FCF Payback
Debt service is covered by Stream 1 (TMC Fee) alone. The six commodity and credit streams are structural upside — none of them are required for the project to service its debt.
10 / 17
Total Material Conversion (TMC) — The Four Protocols
How Manufacturing Feedstock Becomes Manufactured Product.
Protocol 01
Pregenesis™
Feedstock preparation. Shredding, magnetic metals separation, Liquifact™ extraction. Factory-tested module sub-systems. Feedstock enters. SMU buffering available.
Output: Prepared Feedstock
Protocol 02
Regenesis™
The Recyclotron™ Multiphase Microwave Reactor. Microwave Catalytic Reforming at 650°C+ in an anoxic environment. No combustion. No oxidation. AI-controlled sequencing.
Output: OmniCrude™
Protocol 03
Regenesis™ MAX™
Materials refining. OmniCrude™ refined into the full RevCon™ portfolio. Graphitization at 3,000°C. Carbon activation at 1,800°C. Hydrogen separation. Metals purification. REE extraction.
Output: RevCon™ Products
Protocol 04
RevCon™ Valorization
Five-tier valorization ladder (RC1–RC5). Battery-grade graphite. Activated carbon. Graphene compounds. Ultrapure water. Recovered metals. Product certification. Market dispatch.
RC3 Baseline: $185–300M/facility
The IP is in the integration architecture and operating model — not the components. The Regenesis™ Protocol sequencing and SCADA architecture are trade secrets. Every supplier is a standard catalog item. Every component is standard catalog — independently verifiable by any investor.
No combustion — anoxic electromagnetic process
Island Mode — grid-independent power generation
Near-zero residual · Near-zero emissions · Near-zero discharge
N+1 redundancy on all critical processing steps
11 / 17
Chairman & Chief Executive Officer
Allen Witters
Carbotura Inc.
3
IPOs Secured
6
Public Companies Managed
$19B+
Raised Across Offerings
$30B+
Contracts Negotiated
Conceived and engineered the Microwave Catalytic Reforming (MCR) technology at the core of Carbotura's ACM platform. IP assignor and technology owner for all core intellectual property.
Personally negotiated the 30-year Circular Supply Agreement with York County, Pennsylvania — the foundational contracted revenue asset underpinning the entire capital raise.
WAM!NET (1994–2001): Grew from startup to the world's largest private secure IP network. Raised $850M+. 700+ person global team across 135 countries.
Electronics embedded in Voyager Satellites, B-1B Bomber, Space Shuttle, and US nuclear submarine fleet. Advisory: US Navy, NSA, NRO, Pentagon, GSA.
Smithsonian Computerworld Award for Innovation in IT (2000). Self-taught. Graduated high school at 15.
Allen didn't come to Carbotura from waste management. Allen came from the world of sovereign-scale infrastructure buildout — and that is exactly the operating model Carbotura runs.
$8M invested by Allen Witters and the founding team to date. Skin in the game from day one.
The broader team spans capital markets, structured finance, commodities, regulatory affairs, program management, communications, and international markets. Contact Shannon Law, EVP Investor Relations for detailed team profiles and the full data room.
12 / 17
Capital Structure
Build. Own. Operate. Never Sell Equipment.
How Each Facility Is Financed
70%
Non-Recourse Senior Debt
Ring-fenced SPV against the CSA intake stream. Identical in structure to a power purchase agreement. Minimum 1.5× DSCR on TMC Fee alone.
30%
HoldCo Equity (Series A)
The $75–100M Series A is the final equity raise. After that, all platform growth is funded through revolving capital warehouse. No further capital calls to HoldCo shareholders.
€0
Cost to the Municipality
Carbotura funds, builds, and owns all processing modules. The counterparty contributes the feedstock and the CSA. In Italy, each facility qualifies for up to EUR 100M in public co-investment.
Carbotura never sells equipment. The processing modules remain on Carbotura's balance sheet permanently — owned and operated under a BOO concession that monetises the municipality's 30-year obligation.
Five Principles
01
Paid on intake, not offtake. Revenue starts when feedstock arrives — independent of what happens downstream.
02
No technology transfer. IP is embedded in the BOO concession. The process stack is a trade secret — never licensed, never sold.
03
Modular. Factory-built. Deployed like data centers. Each 100 TPD building block is standardised — same equipment, same process, same revolving capital warehouse template, every site.
04
Seven revenue streams per site. TMC Fee covers debt service alone. Graphite, hydrogen, metals, carbon, water, and IRA credits all flow to equity.
05
HoldCo shareholders own every site's cash flow. No additional equity calls after Series A. Growth is entirely non-dilutive from that point forward.
13 / 17
Platform Architecture
Every CSA Signed Is a New Mine.
01
New CSA Signed
30-year Take-or-Pay with a qualifying municipal authority. The contract is the asset — no exploration, no drilling, no permitting risk.
02
Urban Reserve Created
Feedstock characterisation via ASTM D5231. Reserve independently valued using the Five-Layer Evidence Chain. Bankable asset for lenders and rating agencies.
03
$286M DCF Block Added to Platform
Each commissioned facility adds $286M DCF NPV at 17% Ke to the platform stack. Non-recourse SPV financing means no dilution at HoldCo.
04
Platform Compounds. Cap Stays Fixed.
CLN investors entered at the $500M cap. Each new CSA adds value to the platform. The cap does not move. The math does the rest.
Value Per Signed CSA
$4.93B
Gross LOM · RC3 conservative baseline
Both 50% haircuts already applied
Both 50% haircuts already applied
DCF NPV Added Per Facility
$286M
At 17% cost of equity
Non-recourse at SPV level
Non-recourse at SPV level
Pennsylvania is site one. The model is modular. Each new contract is structurally identical — same process, same certification standard, same project finance template.
14 / 17
Early Access · Convertible Loan Note
The Most Asymmetric Entry in the Stack.
The Entry
$5M CLN
Bridge instrument. Converts into Series A preferred equity at a guaranteed 20% discount to whatever the independent valuation firm sets as the Series A price — with a hard $500M cap. Open to oversubscription.
Effective Discount at Conversion
Series A at $500M
20% floor
Series A at $1B
50% effective
Series A at $2B
75% effective
The cap is fixed. The Series A valuation is not. Every $1 above $500M increases your effective discount.
The CLN window closes when the Series A opens — targeted Q3 2026 at $75–100M. This is the only pre-Series A entry point Carbotura will offer.
How This Gets Us to Series A
01
Independent Engineering Study
Locks in bankable resource certification. This is the trigger for the bank credit process and PE valuation chain simultaneously.
02
Environmental Permits + Equipment Deposits
Permits Pennsylvania DEP. Deposits secure Module 1 and long-lead equipment for Site 1 construction.
03
Series A Preparation + Site 2 Pipeline
Independent valuation engaged. Data room finalized. Second CSA pipeline advanced. Series A outreach begins August 31.
04
Series A Closes · CLN Converts
CLN converts at 20% discount to independently set Series A price. After this, growth is funded entirely through non-dilutive project finance at the SPV level. No further equity calls.
46%
Project IRR
5.0×
Equity MOIC · Site 1
$286M
DCF EV added per CSA
15 / 17
The Investment Case
Why Now.
✓
CSA Executed
30-year take-or-pay Circular Supply Agreement signed with York County, Pennsylvania. AA-rated counterparty. Construction targeted Q3 2026.
✓
EPA/RCRA Petition Filed
v5 filed February 20, 2026. NAICS manufacturing classification documentation and regulatory framework overview submitted as supporting exhibits.
✓
DOE Engagement Active
DOE Office of Energy Dominance Financing staff engaged directly. Critical Minerals and Materials vertical. Meeting invitation received.
✓
IRA-Aligned
45Q carbon sequestration, 45V clean hydrogen, and ITC applicability tracked. Not modelled in base case. Pure upside.
The Window
Carbotura is the only contracted, deployment-ready, intake-paid Advanced Circular Manufacturing platform in this category. The CLN window closes when the Series A opens.
Correct Investor Peer Set — Classification Determines Valuation
Correct
Albemarle
SGL Carbon
Infrastructure Platforms
Not us
WM Inc.
Republic Services
Cleantech
Path to Series A — Q3 2026
$75–100M Series A is the final platform equity raise at HoldCo level. After that, growth is funded entirely through non-dilutive capital: project finance debt at each SPV, offtake prepayments, tax equity, and warehouse facilities. HoldCo equity holders own the cash flow from every site without additional capital calls.
16 / 17
Community Impact & Legacy
Built to Leave Something Behind.
Economic Regeneration
Direct Job Creation
Each 400 TPD facility generates 80–120 direct full-time positions in skilled manufacturing, operations, and engineering — permanent, local, non-offshorable roles in communities that currently export their material resources to landfill.
Supply Chain Multiplier
Local procurement, maintenance contracts, and logistics create an estimated 3–5 indirect jobs for every direct position. A 400 TPD facility becomes a local economic anchor — not a pass-through.
Community Equity
The Circular Royalty™
A portion of recovered material value flows back to the community counterparty on every tonne processed. The municipality doesn't just provide feedstock — it participates in the value its own material generates. This is shared infrastructure economics.
Landfill Diversion
A single 400 TPD facility diverts approximately 146,000 tonnes per year from landfill — permanently. No carbon credits are required to model this. It is a structural outcome of the process itself.
National Security
Domestic Critical Materials
Carbotura produces battery-grade graphite with zero Chinese supply chain exposure. The US currently has no domestic battery graphite production. Every Carbotura facility built is one less dependency on foreign-controlled critical material supply.
Generational Legacy
A 30-year CSA means a facility built today operates through 2055. For investors who think in decades, this is infrastructure that outlasts any single administration, fund cycle, or commodity price movement — and improves every community it touches.
17 / 17
Advanced Circular Manufacturing
Everything to Everything.
$481M CSA Executed
TRL 8/9 · No FOAK Risk
Series A Q3 2026
IMPORTANT DISCLOSURE
This presentation is for informational purposes only and does not constitute an offer to sell or a solicitation of an offer to buy any securities. Any offer or solicitation will be made only pursuant to definitive offering documents. This document is directed solely at persons who qualify as accredited investors under Rule 501 of Regulation D of the Securities Act of 1933, as amended. Investing in private securities involves significant risk, including the potential loss of the entire amount invested. Past performance is not indicative of future results. Forward-looking statements are based on current assumptions and are subject to risks, uncertainties, and other factors that could cause actual results to differ materially. Carbotura Inc. is not registered as an investment adviser, broker-dealer, or funding portal. Recipients should consult their own legal, financial, and tax advisors before making any investment decision. © 2026 Carbotura Inc. All rights reserved. carbotura.com