GRD Reactor Facility

Phase 1 · 2026 · Ward 7 Opportunity Zone · NMTC Qualified

YOUR CAPITAL
IS PROTECTED
BEFORE THE
BUSINESS PERFORMS.

A vertically integrated biochar production facility in Oklahoma City. Real assets, field-tested technology, and a capital structure designed to protect investors from Day 1.

73%
Recovered via Year 1 Tax Savings
10x+
Hard Asset Coverage on Remaining Exposure
100%
Bonus Depreciation

01 // The Opportunity

YOUR CAPITAL IS PROTECTED
BEFORE THE BUSINESS PERFORMS

Tax savings recover 73% of your investment in Year 1. Contractual income covers more. Hard assets back the rest at over 10x remaining exposure.

You Invest

$5M

Into a Tax Equity SPV inside a Qualified Opportunity Fund. Class A position.

Year 1 K-1 Tax Savings

$3.67M

100% bonus depreciation on $10.8M pool. 85% allocated to investors at 40% combined rate.

Remaining Exposure After Year 1

$1.17M

Backed by $12.1M in hard assets. That's over 10x coverage on remaining dollars at risk.

The Bottom Line: 73% of your investment comes back through tax savings alone in Year 1. Add $160K in contractual A-Loan interest and you're at 77%. The remaining exposure sits behind 10x hard asset coverage.

02 // Return Mechanics

FOUR WAYS

YOU GET PAID.

Multiple independent return paths. Tax savings and contractual income do the heavy lifting before the business kicks in.

Year 1

K-1 TAX SAVINGS

$3.67M

Filed on your 2026 return. 100% bonus depreciation on $10.8M pool. 85% allocated to SPV investors at 40% combined rate.

Years 1–7

A-LOAN INTEREST

$1.12M

$160K per year. Contractual, not performance-based. Company pays you regardless of biochar operations.

Years 3–7

OPERATING DISTRIBUTIONS

~$1.7M

Class A has priority position. You get paid first (80/20 split), then 10% preferred return on remaining balance.

Post Year 7

ONGOING PARTICIPATION

Continues

Distributions don't stop. Class A retains waterfall share. NMTC B-Loan forgiven at Year 7 adds $3.38M to entity equity.

03 // Cumulative Return

$6.49M RETURNED ON $5M INVESTED

1.3x MOIC and 12.6% IRR including tax savings. Fully recovered by Year 4.

Day 0

-$5.0M

You invest

Year 1

-$1.17M

K-1 + A-Loan · 77% recovered

Year 3

-$560K

Ops begin + A-Loan · 89% recovered

Year 4

+$471K

Fully recovered · Net positive

Year 7

+$1.49M

Net profit above investment

By Year 4 you've recovered every dollar invested. From there forward, it's pure upside. And the entire time, hard assets provided 10x+ coverage on remaining exposure.

04 // Scenario Range

THE DEAL GETS BETTER FROM HERE

The base case uses a $5M reactor price, which is confirmed and conservative. We're working with tax counsel to validate a higher reactor price (up to $9M) based on the seller's available tax losses and fair market value appraisal.

$5M Reactor (Confirmed)$9M Reactor (Pending)
Year 1 K-1 Tax Savings$3.67M (73%)$5.03M (101%)
Remaining Exposure After Yr 1$1.17M~$0
7-Year Total Return$6.49M~$6.9M
MOIC1.3x~1.38x
IRR (incl. tax savings)12.6%~21%
Hard Asset Coverage (Day 1)2.28x2.96x
NMTC Subsidy$3.38M$4.38M
Investor BreakevenYear 4Year 1

At the $9M upside, investors are 101% recovered in Year 1 before biochar sells a ton. We're presenting the $5M base case because it's confirmed. The upside is real but pending final validation with BDO and a fair market value appraisal.

05 // Downside Protection

WHY YOUR INVESTMENT IS PROTECTED

Three independent layers of protection. Any one alone secures your position.

$12.1M

Hard Assets

Building: $5.15M (QOZ industrial). Reactor: $5M+ (operational resale). Equipment + StormCo: $1.95M. That's 2.28x on Day 1, climbing to 10x+ after Year 1 K-1 recovery.

80/20

Priority Waterfall

Class A gets paid first. 10% preferred return. GRD/reactor seller is explicitly subordinated. 5-tier structure protects your downside at every stage.

3 Layers

Structural Protections

QOZ: Capital gains deferral. NMTC: $3.38M free subsidy forgiven at Year 7. A-Loan: $160K/yr contractual income regardless of operations.

The reactor seller reinvests full proceeds AND takes a subordinated position. He gets paid after you. That's alignment.

06 // Capital Structure

HOW MONEY MOVES INTO THE DEAL

Five funding sources flow into a QOF that owns all assets.

Reactor Day Loan

$5M

Round-trips same day. Creates the depreciation pool.

Fresh Tax Equity (You)

$5M

The real raise. ~8 investors. Class A position.

NMTC Subsidy (B-Loan)

$3.38M

Forgiven at Year 7. Never repaid. Scales with deal size. If reactor goes to $9M, NMTC grows to $4.38M.

Building Loan

$3M

Bank debt secured by $4.4M building. 73% LTV. Direct to QOF.

SPV Total → QOF

$10.5M → $16.88M

Your $5M sits inside a structure with 3.4x total capital deployed. At the $9M reactor upside, QOF grows to $21.88M (4.4x).

Now Let's Talk About

WHY THIS WORKS.

Your investment is protected by structure. Here's why the business itself is positioned to succeed.

07 // The Problem

2 MILLION TONS OF WOOD WASTE.
EVERY YEAR.

Oklahoma generates massive volumes of wood waste from construction, land clearing, and municipalities. Right now it's burned or landfilled at a loss.

CURRENT PATH

Wasted Carbon
  • Burned in open air or sent to landfill
  • Costs $30–50/ton to dispose
  • Releases stored carbon into atmosphere
  • Zero value recovered

OUR PATH

Restored Carbon Loop
  • Converted through pyrolysis into carbon products
  • We get paid $15–45/ton to take the waste
  • Permanently sequesters carbon for 100s of years
  • Four revenue streams from one input
Oklahoma land clearing operations
Wood waste loading operations
Wood waste collection pile

08 // Our Solution

COLLECT → CONVERT → COMMERCIALIZE

We control the entire value chain. We get paid at every stage. Our feedstock has a negative cost basis.

COLLECT

StormCo Waste

Our waste hauling arm. We get paid $15–45/ton to collect wood waste. Competitors pay $50–100/ton for the same feedstock.

CONVERT

GRD Reactor

Field-tested pyrolysis technology. 25–50 tons/day capacity. Successfully run in Colorado. 48,400 SF OKC facility.

COMMERCIALIZE

4 Revenue Streams

Tipping fees, solid carbon (biochar), liquid carbon (bio-oils), and carbon credits.

Negative Cost Basis — We Get Paid at Every Stage

$$$

Tipping Fee Revenue

COLLECT

Wood Waste + Storm Debris

$15–45/ton tipping fee income

Material Flow

$

Pyrolysis Transformation

GRDREACTOR
CONVERT

GRD Pyrolysis Reactor

25–50 tons/day · 48,400 SF OKC facility

Revenue Out

$$$$

4 Revenue Streams

BIOCHARBIO-OILCO₂CREDITS$$$SOIL
COMMERCIALIZE

Biochar · Bio-oils · Carbon Credits · Soil

$7.2M/yr revenue by Year 4

Tipping FeesSolid Carbon (Biochar)Liquid Carbon (Bio-oils)Carbon Credits
StormCo Waste Solutions dumpster

StormCo Waste Solutions provides feedstock at construction sites across Oklahoma

Negative cost basis. We're the only biochar company that gets paid to acquire raw materials. Everyone else pays $50–100/ton for feedstock. We get paid $15–45/ton to take it.

09 // Revenue Model

FOUR REVENUE STREAMS

FROM ONE INPUT.

Every ton of wood waste generates income from multiple channels.

1

Stream 1

TIPPING FEES

$15–45/ton

Municipalities, contractors, and land clearing companies pay us to take their wood waste. Competitors pay $50–100/ton for the same material. We get paid to acquire our raw materials.

Revenue: Day 1
2

Stream 2

SOLID CARBON PRODUCTS

Biochar

Agriculture, soil health, water treatment, oil and gas remediation, construction. Target markets identified with active conversations underway.

Revenue: Year 1
3

Stream 3

LIQUID CARBON PRODUCTS

Bio-oils

Industrial applications and energy products. Co-produced during pyrolysis. Additional revenue from the same process.

Revenue: Year 1
4

Stream 4

CARBON CREDITS

Year 2+

Biochar = permanent carbon sequestration. 10,000+ companies committed to carbon neutral by 2030. Growing demand.

Revenue: Year 2+

10 // Ramp-Up Period

BUILT CONSERVATIVE ON PURPOSE

Years 1–2 are intentionally modeled as ramp-up. The facility is commissioning, production is scaling, and markets are being activated. We built in working capital to cover this period so operations don't rely on early revenue.

EBITDA By Year

-$877K
Yr 1
-$320K
Yr 2
+$1.01M
Yr 3
+$1.82M
Yr 4
+$1.88M
Yr 5
Ramp-Up (Negative)
Profitable (Positive)

Working Capital Set Aside

$4.7M

Variable budget covers commissioning, ramp-up operations, and working capital through profitability. No dependency on early biochar revenue to keep the lights on.

Revenue Ramp

$713K → $7.2M

Year 1 revenue is conservative (StormCo tipping fees + early production). By Year 4, all four revenue streams are fully online.

Cash Flow Positive

Year 3

EBITDA crosses positive in Year 3. Cumulative free cash flow turns positive in Year 5.

11 // Facility Strategy

OUR LOCATION IS A RECRUITING TOOL

The facility sits in both a Qualified Opportunity Zone and an NMTC-eligible census tract. We use these incentives to attract synergistic tenants who enhance our operations.

What Tenants Get

QOZ + NMTC

Potential capital gains deferral, tax-free appreciation after 10 years, and up to ~20% back on qualified CapEx through their own NMTC allocation. These incentives make our facility uniquely attractive to the right partners.

What We Get

4 Benefits

Prepaid rent (most paid upfront), guaranteed biochar offtake, shared lab and equipment costs, and enhanced product offerings through co-located manufacturing and application capabilities.

We're actively in discussions with partners in biochar application and carbon capture technology. The goal: aligned partners who need biochar, share equipment costs, and expand our product capabilities. The QOZ and NMTC incentives are what bring them to the table.

12 // Why Us

SIX REASONS THIS

ISN'T SPECULATION.

Real assets, field-tested technology, and structural advantages no competitor can replicate easily.

01

NEGATIVE COST BASIS

We get paid to acquire our raw materials. Competitors pay $50–100/ton for the same feedstock.

02

VERTICAL INTEGRATION

StormCo collects. GRD reactor converts. We commercialize. We control the entire value chain.

03

FIELD-TESTED TECHNOLOGY

GRD reactor successfully tested and run in Colorado. Not experimental. Not a prototype.

04

STRONG MARKET PIPELINE

Active conversations across agriculture, oil and gas remediation, and municipal water treatment. Target markets identified and relationships developing before production begins.

05

FIRST MOVER

Zero biochar production in the entire Midwest. We own this market from Day 1.

06

OKLAHOMA ROOTS

Leadership team with deep Oklahoma ties, on-the-ground operations, and established local relationships across waste, ag, and energy.

13 // The Team

THE TEAM

Deep Oklahoma roots, hands-on operational capability, and strategic relationships across clean energy and biochar.

MATT CHANDLER

MATT CHANDLER

Founder, CEO & Business Development

Deal architecture, capital strategy, investor relations, and business development. Oklahoma-raised, currently based in Colorado. Built the vertically integrated model from the ground up.

BRAD KNIGHT

BRAD KNIGHT

Facility GM & Business Development

Operations management, facility buildout, equipment commissioning, and business development. Oklahoma-based.

HEATH SPENCER

HEATH SPENCER

Reactor Operations Lead

Engineer, Chemist, and Physicist with hands-on reactor operations and process management. Oklahoma-based. Responsible for production output and quality.

TOM DARDEN

TOM DARDEN

Investor, Board & Advisor

Founder of Cherokee Fund ($2.6B). Decades of experience in environmental remediation, land development, and clean energy technology. GRD reactor principal.

Major Ed Pulido

Community & Government Relations

MAJOR ED PULIDO

Decorated U.S. Army veteran and Purple Heart recipient. Former Senior Advisor to General Tommy Franks. Deep community relationships across Oklahoma City, Ward 7, and veteran networks. Bridges BioCarbon Oklahoma with municipal leadership, community stakeholders, and government channels.

Strategic Partners: James Goodman & Albert Montgomery (GRD Engineers), John Webster (BiocharOnsite), with access to Dr. Kristen Trippe (USDA Chief Microbiologist, Biochar Atlas 2026) and Thomas Miles (US Biochar Initiative) through the Webster network.

BioCarbon Oklahoma

THE STRUCTURE PROTECTS YOU.

THE BUSINESS REWARDS YOU.

Tax savings recover 73% of your investment Year 1. Hard assets provide 10x+ coverage on remaining exposure. The reactor seller takes a back seat to you. And the biochar business has four revenue streams, zero competition, and a growing market pipeline. With upside pending on the reactor valuation that could push Year 1 recovery to 101%.

Phase 1 Close

Mid-2026

Resources

DOWNLOAD THE DOCS

Everything you need to evaluate the opportunity — in two pages or less.