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Invest Now Add to Watchlist A climate change solution for the planet INVEST IN WHOOSHH INNOVATIONS INC. TODAY! Enabling fish to safely glide past barriers while producing more hydropower flow. Invest Now This Reg CF offering is made available through StartEngine Capital, LLC. This investment is speculative, illiquid, and involves a high degree of risk, including the possible loss of your entire investment. OverviewAboutTermsPress & UpdatesRewardsDiscussionInvesting FAQs Invest Now Add to Watchlist REASONS TO INVEST * Capitalization: We have previously raised a total of $26.4 million through grants, founders, and private accredited investors. We also have over 1000 new investors from our first CF round, and recently secured a $1 million line of credit for project financing of our government contracts. * Emerging Growth Stage: We have established commercial sales in the U.S., Canada, and the EU and have grown by 157% in the last year. We have a business model that includes multi-year recurring revenue. * Economic Moat: Whooshh offers up to 80% cost reduction over traditional competing solutions. We have achieved regulatory acceptance in key markets with 20 independent studies over 7 years, and have 50 patents granted to date in developed markets (source). * Market: Our estimated Total Addressable Market is $1.25 Trillion; as there are over 1 million dams and barriers worldwide, most of which lack any fish passage, much less capable of sorting out invasive fish species. Hydropower remains the world’s largest renewable energy source. *The market calculations above are calculations from internal research - source We raised over $1.4M in our first Regulation CF offering, which closed earlier this year. With the passage of the 1+ trillion dollar Infrastructure package in the spring and the 1+trillion dollar Inflation Reduction Act this summer, federal money is now reaching renewable energy projects, including environmental improvement projects such as fish passage at dams. We now have an urgent need to expand our sales and marketing teams and grow our operations. Since we filed our last funding round, we have been busy executing on our strategic plans. We believe the funds we raise in this round will help us tackle a few key initiatives that will drive our success in 2023 and beyond. Objectives include: launching a state-supported initiative to deliver multiple Passage Portal systems in six key Washington state watersheds; delivering a complete Guardian system to tackle the invasive carp problem in the midwest; and hiring more top talent to accelerate our growth. OUR MISSIOn SAVE - FEED - GROW At Whooshh, our guiding principles are simple. SAVE the fish: We deploy novel products designed and developed to improve fish welfare, fish passage and spawning success. FEED the planet: Fish provide critical nutrients for the planet’s ecosystems and are the number one protein for the people on it. GROW clean energy: By enabling more efficient use of our water resources, we enable the growth of clean renewable energy. Your browser does not support HTML5 video. Traction OUR PROGRESS HAS CREATED A FORMIDABLE FOUNDATION FOR OUR FUTURE GROWTH THE PROBLEM HYDROPOWER IS NEEDED TO MEET WORLD WIDE PUBLIC POLICY CLEAN ENERGY GOALS AND COMBAT CLIMATE CHANGE Supporting native fish populations is more critical now than ever. Native fish are an integral part of their habitats and ecosystems - playing an important role in nutrient cycles, and a crucial part of the food web (source). Many anadromous fish like salmon, eel, and shad migrate thousands of miles to reach their native rivers and freshwater spawning grounds each year (source, source). Now, faced with growing challenges such as climate change, inaccessible habitats, and invasive species, we've found that this crucial migration is becoming increasingly difficult. There is an urgent need for safe, effective fish passage without also enabling access for invasive fish species that can out-compete native fish species. Our Technology Solutions SAFE FISH PASSAGE, NO MATTER THE ENVIRONMENT “ The fish pass through without so much as a scratch. Also, you won’t have to divert water, as you do in a ladder system. Out here, the economy is all about agriculture, and water is gold. That’s what makes Whooshh such a great concept.” Mark Johnston – Yakama Nation Fisheries Biologist We believe that supporting renewable energy is an important part of the fight against climate change, and an essential component of caring for our planet earth (source). Hydropower is the largest producer of renewable energy in the world - so we developed a better way for hydropower and healthy native fish populations to coexist and grow (source). Our goal is to restore native fish species to their historical numbers to feed the planet and the people on it - while simultaneously enabling hydropower producers a more efficient use of the shared water resources. Our Passage Portal™ products permit fish to swim in on their own, and the automated FishL Recognition™ system selectively sorts the fish before they glide through our Migrator™ tubes, regardless of geography, height of obstacle, water temperatures or changing water levels, …. all in less than a minute. Your browser does not support HTML5 video. We have integrated scanning, sorting and invasive species removal features in order to enable selective fish passage. This way, we never stop collecting images and data and learning about the local habitat - and the fish who call it home. Your browser does not support HTML5 video. Here's how it works: Fish swim in on their own, have their picture taken using our FishL Recognition™ scanner to determine among other factors, species and size. It can perform selective fish passage, ensuring only native fish swim through a fishway upstream or downstream, and it can remove unwanted or invasive species. Your browser does not support HTML5 video. The maximum capacity of one Passage Portal™ is 40 fish per minute or 57,600 fish per day, more than many rivers see in an entire year. In short, we enable fish to easily transport themselves over barriers without stress or injury, all in a flexible, misted, temperature-controlled Migrator tube. Fish float over land or infrastructure barriers from point A to Point B in seconds, without requiring huge amounts of water and power as is often required for traditional systems. Your browser does not support HTML5 video. OUR BUsiness FROM 2021 TO 2022, OUR REVENUE GREW BY 157% We began generating significant revenue in 2020 after completing our R&D on our first generation Passage Portal™. That year we achieved a net profit for the first time. We recognized $5.6 million in revenue, with an EBIDTA of $2.82 million and a gross margin over 60%. With Covid 19 shutdowns, project delays, and travel restrictions in 2021, our product and service revenue was hit hard. 2022 business revenue is rebounding and revenue in the first half of 2022, as of August is already 157% more than the entirety of 2021 revenue. With the U.S. federal government's passage of the $1+Trillion dollar infrastructure bill (source), and more recently passed Inflation Reduction Act (which favors climate, energy, health care, and taxes and the lifting of Covid restrictions) we expect 2023 and the next 10 years will continue to see robust growth. Our customers already include: HOw We ARe transformative OUR TECHNOLOGY CHANGES THE PUBLIC NARRATIVE ABOUT DAMS AND FISH PASSAGE WHILE OFFERING A WIN-WIN SOLUTION Our systems are modular, flexible, and cost a fraction of the amount required to build and operate a custom civil engineered solution, for a better, safer, faster, migration for native fish without spilling water. Your browser does not support HTML5 video. Our systems assist native fish to pass over dams in seconds to reclaim access to their spawning grounds. This means fish expend far less energy, experience less stress, and are therefore reaching cleaner, safer, water and spawning habitat, with fewer pre-spawning mortalities. We also do not require concrete infrastructure or any extra, unnecessary use of water or impose a permanent environmental footprint. Our gentle handling of fish without producing waste water, reduces injuries, mortalities, and stress - overall improving survivability, fecundity, and ultimately our product value. *Whooshh Passage Portal system OUr Leadership THE TEAM BEHIND THE MISSION Our executive leadership team are seasoned entrepreneurs, dedicated, and driven to see the company achieve success. We come from software, hardware, pharmaceutical, fisheries and consulting companies. We bring PHD, MBA, LLM, JD, CPA, ME, MD, BA, BS advanced degrees to our multidisciplinary company which we believe provides us with an advantage. WHOOSHH OFFICERS: WHOOSHH BOARD OF DIRECTORS: Replace Align * Align Left * None * Align Right RemoveInsert LinkEdit LinkUnlinkAlternative TextDisplay * Inline * Break Text Style * Rounded * Bordered * Shadow Change SizeAdvanced Edit Bold (⌘B) Replace Align * Align Left * None * Align Right RemoveInsert LinkEdit LinkUnlinkAlternative TextDisplay * Inline * Break Text Style * Rounded * Bordered * Shadow Change SizeAdvanced Edit ABOUT HEADQUARTERS 2001 West Garfield Street, Bldg 156 Seattle, WA 98119 VALUATION $169.18M PREVIOUSLY CROWDFUNDED $1M Enabling fish to safely glide past barriers while producing more hydropower flow. TERMS Whooshh Innovations Inc. OVERVIEW PRICE PER SHARE $3 DEADLINE Jan 17, 2023 VALUATION $169.18M AMOUNT RAISED $156,709.62 BREAKDOWN MIN INVESTMENT $501.00 MAX INVESTMENT $3,572,322.00 MIN NUMBER OF SHARES OFFERED 3,333 OFFERING TYPE Equity ASSET TYPE COMMON SHARES OFFERED Common Stock MAX NUMBER OF SHARES OFFERED 1,190,774 Maximum Number of Shares Offered subject to adjustment for bonus shares SEC Recent Filing Offering Memorandum Risks A crowdfunding investment involves risk. You should not invest any funds in this offering unless you can afford to lose your entire investment. In making an investment decision, investors must rely on their own examination of the issuer and the terms of the offering, including the merits and risks involved. These securities have not been recommended or approved by any federal or state securities commission or regulatory authority. Furthermore, these authorities have not passed upon the accuracy or adequacy of this document. The U.S. Securities and Exchange Commission does not pass upon the merits of any securities offered or the terms of the offering, nor does it pass upon the accuracy or completeness of any offering document or literature. These securities are offered under an exemption from registration; however, the U.S. Securities and Exchange Commission has not made an independent determination that these securities are exempt from registration. COMPANY : WHOOSHH INNOVATIONS INC. CORPORATE ADDRESS : 2001 WEST GARFIELD STREET, BLDG 156, SEATTLE, WA 98119 OFFERING MINIMUM : $9,999.00 OFFERING MAXIMUM : $3,572,322.00 MINIMUM INVESTMENT AMOUNT (PER INVESTOR) : $501.00 TERMS OFFERING TYPE : EQUITY SECURITY NAME : COMMON STOCK MINIMUM NUMBER OF SHARES OFFERED : 3,333 MAXIMUM NUMBER OF SHARES OFFERED : 1,190,774 PRICE PER SHARE : $3.00 PRE-MONEY VALUATION : $169,176,627.00 *Maximum Number of Shares offered subject to adjustment for bonus shares. See Bonus info below. Investment Incentives & Bonuses* Early Rewards VIP’s - First 10 Days | 50% bonus shares Influencers - Next 10 Days |35% bonus shares Fans - Next 10 Days | 15% bonus shares Volume Rewards First Volume Tier – $5,000+ -- 5% bonus shares Second Volume Tier - $7500 - 10% bonus shares Third Volume Tier - $10,000 - 15% bonus shares Fourth Volume Tier - $15,000 - 20% bonus shares Fifth Volume Tier - $20,000+ - 25% bonus *In order to receive perks from an investment, one must submit a single investment in the same offering that meets the minimum perk requirement. Bonus shares from perks will not be granted if an investor submits multiple investments that, when combined, meet the perk requirement. All perks occur when the offering is completed. The 10% StartEngine Owners' Bonus Whooshh Innovations will offer 10% additional bonus shares for all investments that are committed by investors that are eligible for the StartEngine Crowdfunding Inc. OWNer's bonus. This means eligible StartEngine shareholders will receive a 10% bonus for any shares they purchase in this offering. For example, if you buy 100 shares of Common Stock at $3.00 / share, you will receive 110 shares of Common Stock, meaning you'll own 110 shares for $300. Fractional shares will not be distributed and share bonuses will be determined by rounding down to the nearest whole share. This 10% Bonus is only valid during the investors' eligibility period. Investors eligible for this bonus will also have priority if they are on a waitlist to invest and the company surpasses its maximum funding goal. They will have the first opportunity to invest should room in the offering become available if prior investments are canceled or fail. Investors will receive the highest single bonus they are eligible for among the bonuses based on the amount invested and time of offering elapsed (if any). Eligible investors will also receive the Owner’s Bonus in addition to the aforementioned bonus. Irregular Use of Proceeds The Company might incur Irregular Use of Proceeds that may include but are not limited to the following over $10,000: Any expense labeled “Travel and Entertainment”. Salary payments made to one’s self, a friend or relative. Vendor payments. Inter company debt or back payments. NEW UPDATES 11.24.22 EXPERTS AGREE: A THANKSGIVING UPDATE EXPERTS AGREE: A THANKSGIVING UPDATE An article recently came out citing a Stanford University study titled “Dams could play a big role in feeding the world more sustainably, researchers find”. Even if they reached that conclusion reluctantly, we reached the same conclusion some time ago. We also believed that the transition away from carbon fuels would take time and because of the limited time, we were risking the fish today (Save), and with them the planet and the people on it (Feed), and that the transition to renewable energy (Grow) would take time , and therefore the world’s largest renewable, hydropower, would play a critical role in the transition to a zero carbon world over the next 50 -100 years, so that nature’s balance could be restored (Heal). Looking at the math, we concluded that if we took down a dam a day in the USA, it would take 234 years before all dams were removed. If we used the same math for the more than 1 million dams, it would take more than 2,000 years. Today in the U.S. it takes years before a single dam is removed. The math doesn’t work; our planet continues to heat up, the rivers dry up, and we risk our collective future on this planet. Thanksgiving is a time to remember how much we have to be thankful for today and the bounty that supports our world population of eight billion people. Bill Gates may believe that nuclear fusion is the future; but even his Breakthrough Energy, and the billionaires who fund it, have recently reached the conclusion that there is not enough time to develop and deploy this technology to avoid climate disaster, more immediate and adaptive measures must be taken now. They are advocating interim adaptive measures now, to help us transition and survive over the next 50-100 years. This conclusion is sound in our opinion. Because of politics, we have wasted too much time, as much as seven generations. So what does all of this have to do with Whooshh? It is a little-known fact that most dams in the world have no hydroelectric dams on them. In the USA, approximately 3%, or approximately 2,500 dams of the nearly 90,000 U.S. dams produce any electricity at all. Most of these non-powered dams have no fish passage. When hydropower is added to non-powered dams, Federal and State law usually require that fish passage be a condition of adding hydropower production; fish passage can come even before the hydro production is operational! We need affordable clean energy today, and hydropower has been the largest renewable resource world over for the last 100+ years. We have developed the products that enable safe, timely and effective fish passage, that is modular, and can work at almost any site. The technology can be scaled, produced and installed quickly. In twenty years, all 90,000 dams in the U.S. could have fish passage if public policy catches up with the scientists and the billionaire alarms. As we have all heard over the years, fish is the most efficient source of non-plant proteins. It takes 7 pounds of feed, to produce 1 pound of beef; 5 pounds of feed to produce 1 pound of pork, and 3 pounds of feed to produce 1 pound of chicken, but it only takes 1.1 pounds of feed to produce1 pound of salmon. Plant proteins are not the complete answer either, it takes 1,900 gallons of water to produce just 1 pound of almonds. We need fish, water, and clean energy – the compelling need is becoming more apparent each day – the Whooshh way. Our fish passage systems require only a mist in the tube to enable fish passage over the dams to reach their spawning grounds. Each adult female salmon produces 2,000 – 16,000 eggs. Other fish species can produce hundreds of thousands of eggs. Saving the fish gets us back on the path to recovery and a better future for all. This is our mission, and by investing with Whooshh, you are a part of the solution. We need your help and those of your friends and family. We can change our future for the better, but it requires significant investment now, from all of us, who have received so much from mother earth in our lifetimes. This Thanksgiving I am thankful for more than 110 new investors who started the current capital raise campaign, and the 1,100 who came before and every one of our employees. Our investor numbers continue to grow. Federal and state agencies are responding by putting incentives, credits, and dollars to work for fish passage. We must now guide agencies and operators to the Whooshh way or those dollars will not go nearly far enough. When I see a $250 million price tag for a single fish passage project, and we know we can provide better fish passage in a fraction of the time; at 10X more projects with those same dollars, the Whooshh way is ever more obvious. We don’t have time to waste. I hope you agree. Make this Whooshh update the topic at your dinner table. Share it; and then instead of spending your hard-earned money on a Black Friday purchase, choose to invest in a clean, green, fish filled future. Wishing you a thoughtful and grateful holiday. Sincerely, Vince Vincent E Bryan III, CEO Whooshh Innovations, Inc. PRESS THE NEW YORK TIMES Fish Cannons, Koi Herpes and Other Tools to Combat Invasive Carp View Article NBC NEWS Whoosh: ‘Salmon Cannon’ Shoots Fish Upstream to Spawn View Article FORBES The Salmon Cannon Is A Stroke Of Scientific And Environmental Brilliance View Article THE GUARDIAN Saving Canada's wild salmon: rescuers pin hopes on fish ladder and salmon cannon View Article CNN The internet is going crazy over a ‘salmon cannon’ that shoots fish over a dam View Article Show More Press ALL UPDATES 11.24.22 EXPERTS AGREE: A THANKSGIVING UPDATE EXPERTS AGREE: A THANKSGIVING UPDATE An article recently came out citing a Stanford University study titled “Dams could play a big role in feeding the world more sustainably, researchers find”. Even if they reached that conclusion reluctantly, we reached the same conclusion some time ago. We also believed that the transition away from carbon fuels would take time and because of the limited time, we were risking the fish today (Save), and with them the planet and the people on it (Feed), and that the transition to renewable energy (Grow) would take time , and therefore the world’s largest renewable, hydropower, would play a critical role in the transition to a zero carbon world over the next 50 -100 years, so that nature’s balance could be restored (Heal). Looking at the math, we concluded that if we took down a dam a day in the USA, it would take 234 years before all dams were removed. If we used the same math for the more than 1 million dams, it would take more than 2,000 years. Today in the U.S. it takes years before a single dam is removed. The math doesn’t work; our planet continues to heat up, the rivers dry up, and we risk our collective future on this planet. Thanksgiving is a time to remember how much we have to be thankful for today and the bounty that supports our world population of eight billion people. Bill Gates may believe that nuclear fusion is the future; but even his Breakthrough Energy, and the billionaires who fund it, have recently reached the conclusion that there is not enough time to develop and deploy this technology to avoid climate disaster, more immediate and adaptive measures must be taken now. They are advocating interim adaptive measures now, to help us transition and survive over the next 50-100 years. This conclusion is sound in our opinion. Because of politics, we have wasted too much time, as much as seven generations. So what does all of this have to do with Whooshh? It is a little-known fact that most dams in the world have no hydroelectric dams on them. In the USA, approximately 3%, or approximately 2,500 dams of the nearly 90,000 U.S. dams produce any electricity at all. Most of these non-powered dams have no fish passage. When hydropower is added to non-powered dams, Federal and State law usually require that fish passage be a condition of adding hydropower production; fish passage can come even before the hydro production is operational! We need affordable clean energy today, and hydropower has been the largest renewable resource world over for the last 100+ years. We have developed the products that enable safe, timely and effective fish passage, that is modular, and can work at almost any site. The technology can be scaled, produced and installed quickly. In twenty years, all 90,000 dams in the U.S. could have fish passage if public policy catches up with the scientists and the billionaire alarms. As we have all heard over the years, fish is the most efficient source of non-plant proteins. It takes 7 pounds of feed, to produce 1 pound of beef; 5 pounds of feed to produce 1 pound of pork, and 3 pounds of feed to produce 1 pound of chicken, but it only takes 1.1 pounds of feed to produce1 pound of salmon. Plant proteins are not the complete answer either, it takes 1,900 gallons of water to produce just 1 pound of almonds. We need fish, water, and clean energy – the compelling need is becoming more apparent each day – the Whooshh way. Our fish passage systems require only a mist in the tube to enable fish passage over the dams to reach their spawning grounds. Each adult female salmon produces 2,000 – 16,000 eggs. Other fish species can produce hundreds of thousands of eggs. Saving the fish gets us back on the path to recovery and a better future for all. This is our mission, and by investing with Whooshh, you are a part of the solution. We need your help and those of your friends and family. We can change our future for the better, but it requires significant investment now, from all of us, who have received so much from mother earth in our lifetimes. This Thanksgiving I am thankful for more than 110 new investors who started the current capital raise campaign, and the 1,100 who came before and every one of our employees. Our investor numbers continue to grow. Federal and state agencies are responding by putting incentives, credits, and dollars to work for fish passage. We must now guide agencies and operators to the Whooshh way or those dollars will not go nearly far enough. When I see a $250 million price tag for a single fish passage project, and we know we can provide better fish passage in a fraction of the time; at 10X more projects with those same dollars, the Whooshh way is ever more obvious. We don’t have time to waste. I hope you agree. Make this Whooshh update the topic at your dinner table. Share it; and then instead of spending your hard-earned money on a Black Friday purchase, choose to invest in a clean, green, fish filled future. Wishing you a thoughtful and grateful holiday. Sincerely, Vince Vincent E Bryan III, CEO Whooshh Innovations, Inc. 11.17.22 DON'T FORGET TO GET YOUR EARLY BONUSES TODAY Just like this Chum salmon seen through our FishL Recognition™ Scanner -- Our StartEngine fan perk for bonus shares is on the way out too. We are off to a great start since we launched less than a month ago. More than $155k already raised and more than 100 new investors. If you missed the VIP perk or the Influencer perk, now will be your last chance to get our Fan perk. If you choose to invest help your investment further by spreading the word with your family and friends, including on your own social media. Thank you for your considering Whooshh with your investment dollars. By telling your friends and colleagues, if they invest, they will be grateful they were able to take advantage of the Fan program too, but they have to invest now. Taking action now with an investment in Whooshh is something you can feel good about no matter where you live on this great planet. Investing in our future is something we can all agree upon. Sincerely, Whooshh Innovations 11.14.22 CALLING ALL WHOOSHH FANS - BONUS SHARES AVAILABLE Are you a Whooshh Fan? Have you seen us on the Discovery Channel, BBC, or National Geographic? How about this article in Forbes magazine – the title of which is: “The Salmon Cannon is a Stroke of Scientific and Environmental Brilliance” ? If you are thinking about making an investment in Whooshh Innovations (and we absolutely think you should be) now is the time to take a few minutes and make your commitment to INVEST RIGHT NOW. Why? Our Fans Bonus shares are available for a very limited time, even if you choose to only make the minimum investment amount. To know exactly how many days and hours are left to get our Fans Bonus share reward, just click here, and select the “Rewards” tab from the menu. Then look for this countdown clock: Note: Days and Hours above are not current. Snapshot as of Sunday 11/13/2022 at 11:12 p.m. PT. Its going to be a busy week, sandwiched between election day and the Thanksgiving holiday. Check this one off now and place an investment in Whooshh on the top of your TO DO list. Then you call tell all you family and friends about us around the dinner table, and perhaps they’ll invest too. Thank you for your support! Sincerely, Vincent E Bryan III, Founder & CEO Whooshh Innovations Inc. 11.10.22 HOOPA CONTRACT DELIVERED - NOW THAT WAS FAST! In the time it took me to fly across the country last Tuesday to the East Coast, and help negotiate a new customer proposal, and fly back again on Thursday, the Whooshh team shipped and delivered a Tuber™ system, with Salmon Cannon™ technology from, our Seattle offices to N. California. It was set up, installed, tested, and our Hoopa tribe customer began transporting salmon before I arrived back in Seattle. Image 1: The Whooshh Tuber system transiting salmon from two traps the day after delivery. We invoiced the customer after acceptance, and we received confirmation that the wire for full balance was being sent to our bank account. Now, that was fast. Traditional fish passage and trap and haul operations can’t compare to our mobile turnkey solutions. The team reported that there was a lot of hooting and hollering going on when the fish started passaging through the tubes. Before the end of the day the Hoopa tribe asked for a quote on another Salmon Cannon™. That’s exactly what we hope to hear. Cheers to our research, design, development, deployment, and finance team. Another happy tribe and another big step toward food sovereignty. Image 2: Hoopa Tribal members installing the Whoosh Salmon Cannon on their weir and trap. Are you a Whooshh “Fan” yet. Come join the fun and more than 1000 other Whooshh investors now and you can still earn bonus shares. Go to Whooshh Innovations Inc. | StartEngine and select the Rewards tab now. Tell your friends too! Sincerely, Vincent E Bryan III, CEO Whooshh Innovations Inc. 11.03.22 HOOPA THURSDAY THANKS I’m updating you from Maryland today where I have come for some customer and partner meetings. Before leaving Seattle on Tuesday, I stopped in the shop to check on the status of the Tuber™ system our team was preparing to ship on its trailer for the trip down to California and a destination with the Hoopa Tribe for use with Chinook salmon. It's always an exciting time because it’s the precise moment when everything needs to come together, and all the planning and work reveal themselves. Over the last couple of years, with the supply chain issues we all have heard about so often, the challenge of timing logistics has caused us to build in greater and greater lead times. For example, the system control panel that is being mounted on the trailer in the image here contains processors, chips, and sensors that are uniquely configured and programmed for our product uses. Just one missing piece can upset the entire delivery schedule, and with migratory fish, you could miss the whole season. This is no different than what happens to migratory fish when they encounter a barrier in a watershed, it upsets their nature driven delivery schedule as they try to complete their circle of life and spawn in their natal waters. If they don’t “deliver” on time, the next generation of fish is either lost entirely or at a severe disadvantage because they will be subjected to seasonal changes which their genetics are not as well equipped to handle at that stage of their lives, and the risk of a downward spiral for the species becomes more likely. Over the years, we have found the tribes to be among the most receptive to our innovative fish passage technologies. Perhaps it is because they are most in touch with the careful balance that mother nature requires, and the dependencies that all the elements require to be delivered on time and at the right location, to maintain nature's balance. So, when someone asks me whether our passage systems, by enabling fish to pass dams quickly and safely is upsetting the Darwinian theory of “survival of the fittest” my answer is always the same: “No, I say, what we are doing is returning the river above the dam to its more natural state and assisting the fish for a timely arrival. Only when it’s a more natural and neutral playfield, can a theory like survival of the fittest be unbiased.” As I reflect on these thoughts for this update, I realize how much thanks we owe to the tribes who have helped us better understand what the priorities must be, helped us develop better fish passage products than have ever existed before, and backed up their words by being among the earliest adopters of our products. So, thank you to the Hoopa, Colville, UCUT, Puyallup, Suquamish, Umatilla, Yakama, help return our watersheds, environment, and climate to a more balanced natural state. Even when there are many barriers along the way, we can help today. If you want to participate by owning shares in Whooshh Innovations Inc., you can, by directly investing in the Company. It’s a great time to invest in our planet’s future. Whooshh has developed the right resource saving products, just in time, to give us all more time. It's time to Invest Now. With Thanks, Vince Vincent E Bryan III, CEO Whooshh Innovations Inc. 10.31.22 OOPS -- DID YOU MISS THE VIP BONUS PERKS? Happy Halloween everyone and Thank You to our most recent VIP investors. Over $120k in the first 10 days of this new capital round was a great start. Our VIP investors will receive 50% bonus shares. A special thanks to all 90 investors for making your investment decision so quickly. For those who missed the initial 10-day VIP bonus shares perk, it's not too late to still get big bonus shares. Just look at our Influencer bonus shares perk which are now available: Note: Days and hours are not current. Snapshot as of 11:00 a.m. 10/31/2022 To know exactly how many days and hours are left in the Influencers Bonus perk, just click here, and select “Rewards” from the menu. Then look for the countdown clock. If you missed the VIP perk, don’t miss out on our Influencer bonus perk. Also, If you choose to invest help your investment further by spreading the word with your family and friends, including on your own social media. You can become an influencer, invest, and then just say on your favorite social media platform: “I just made an investment in Whooshh Innovations and their fish saving, water efficient, clean energy enabling technologies. I thought you might interested in owning shares in the Company too, just click here to learn more” Check out our story on our web page (social media links are in the upper right hand corner), and then invest now so you don’t miss out on a very generous bonus share perk too. Thank you for your considering Whooshh with your investment dollars. By telling your friends and colleagues, if they invest, they will be grateful they were able to take advantage of the Influencer program too. Taking action now with an investment in Whooshh is something you can feel good about no matter where you live on this great planet. Investing in our future is something we can all agree upon. Sincerely, Vincent E Bryan III, CEO Whooshh Innovations, Inc. A climate change solution for the planet SAVE – FEED – GROW – HEAL 10.28.22 $100,000 RAISED IN A WEEK WOW! We passed the $100,000 mark today -- with 76 new investors! What a wild ride and week it has been. Thank you to everyone who have jumped in early to take advantage of our great perks. If you are still considering -- now would be a good time to take advantage of those perks. See our previous updates on this page as to why we're offering the VIP bonus perks. Thank you for investing in the future of fish passage. Click here to invest and join our growing list. Have a good weekend! -- Whooshh Innovations 10.27.22 WHY ARE WE OFFERING VIP BONUS SHARES? We have done the math. We are offering the generous VIP bonus shares because it will help (i) our current investors counter any dilution that can otherwise occur during a capital round while also providing everyone with a nice up-round, (ii) save the Company early marketing dollars attracting new investors in the early going of the campaign. There are other early rewards and volume rewards during this round, but all later rewards, including Owner rewards, will not be nearly as generous as those for the VIP perk. [Click here. See the Terms tab for more details] Let me briefly explain how the VIP bonus shares work via an example. The first round our share price was $1.50 per share. This round the share price is $3.00 per share. By offering 50% bonus shares this round, you will effectively be buying the new shares at an average price of $2.00 per share, up from $1.50 in the last round, but well below the current valuation at $3.00 per share. As an example only, the math works like this: Purchase 200 shares now for $600.00 200 shares x 50% = 100 bonus shares ** $600 / 200 shares = $2.00 per share This is a BIG BONUS for you, and more early days momentum for us, with minimal dilution for all. If buying more shares at this time does not make sense for you, we totally understand, just be sure to look at all our Updates at the bottom of our Startengine offering page and especially look at the Terms page and the orange box and current count down on the Rewards tab to know your options. Click here to learn about our all perks or to invest today! Sincerely, Vincent E Bryan III, CEO Whooshh Innovations Inc. **In order to receive perks from an investment, one must submit a single investment in the same offering that meets the minimum perk requirement. Bonus shares from perks will not be granted if an investor submits multiple investments that, when combined, meet the perk requirement. All perks occur when the offering is completed. 10.26.22 WE HAVE MOMENTUM! I was heartened to learn this morning that we are now listed on StartEngine’s “Companies with the “Most Momentum” after just a few days. Perhaps this is because of our generous Bonus share perk (check it out before it's too late – it's HUGE), but the momentum I am talking about today extends to the marketplace in which we operate. When an investor is looking at potential investments, one of the key questions should be: “Is there a compelling need for the products the company offers?” In determining compelling need one of the first places to look at is the geo-political/economic mega trends. A couple interesting articles, one focused on the gold mine of investing in companies that address climate change problems and another on hydropower and fish, are demonstrative of the urgent need for our solution when the world needs more renewable energy. Electricity is the power source of the future. The Department of Energy thinks so too. Section 247 of the Infrastructure Improvements and Jobs Act was added to the Energy Policy Act of 2-05 last session which provides a 30% credit and up to $5M dollars for qualifying {Hydroelectric] projects for: ‘‘(3) environmental improvements, including— (A) adding or improving safe and effective fish passage, including new or upgraded turbine technology, fish ladders, fishways, and all other associated technology, equipment, or other fish passage technology to a qualified hydroelectric facility” Even the debate yesterday between Senator Patty Murray (D) and candidate Tiffany Smiley (R) included a robust exchange on the dam v. salmon subject. What did Smiley and Murray disagree on? Smiley and Murray disagreed on a proposal to breach four hydroelectric dams on the Snake River to save declining salmon runs, with Smiley opposing it on grounds that the dams were essential to the economy. Murray said salmon are also essential and she would work to save them. I often refer to a TED talk on Leadership. In short, when you have a great idea, that is “out of the box’ you are often discounted initially, but when others start jumping on board, as demonstrated in the TED Talk, momentum builds quickly. When even the candidates are debating the problem, you know there is a compelling need. Climate changes and energy prices have made the need for a solution acute. The Federal Government is throwing huge incentives at operators to solve it, and the $5M limit per project works to our advantage since our products can fully qualify in most cases. Let’s keep our momentum going – we have an opportunity to make a huge difference for the planet and our investors if we are aggressive in the market now. Changing the momentum of the status quo is hard, but as financial experts like to say: ‘Don’t fight the Fed ” . Invest today and get the largest Bonus share perks we offer. Let’s Whooshh! Vince Vincent E Bryan III, CEO Whooshh Innovations Inc. 10.25.22 NEWS FROM THE FRONT LINES: A COUNTER OFFENSIVE IS ABOUT TO BEGIN Up to 80% of the fish in the rivers in the Midwest and Southeast have been overtaken by non-native fish species such as carp. These invasive fish threaten not only the ecosystems where they already reside, but they continue to expand the territory which they occupy. Fisheries managers have focused on slowing down the assault of these fish by deploying various barrier systems and recently encouraging a new commercial fisheries market. Unfortunately, these defensive strategies too often also impact those native fish remaining in the rivers. Enter the Whooshh™ Guardian™ system, an environmentally thoughtful system that is targeted at the problem fish species. Last week we entered into a contract, with funding support originating from the Illinois Department of Natural Resources, to deploy a new weapon in the fight against the fish invaders. The agreement’s immediate value is only $324,900 and will be used by researchers to learn how, when and where to optimize its use, but we anticipate its long-term impact for the Company and its investors could be enormous. The Mississippi, Missouri, Illinois, and many other major rivers need to be rehabilitated and the carp removed from the waterways before they reach the Great Lakes and do damage to the sport and commercial fisheries there. We are excited to deliver the first floating Guardian system, featuring our FishL Recognition™ technology to identify native fish from the four invasive carp species in these rivers, so that it may then be possible to automatically remove these fish at identified high impact harvest locations in the future. Having secured a contract last week, we are now looking forward to helping change the battlefield by bringing a floating mobile system to the Illinois waters, so that native fish species numbers can once again be restored in these watersheds. You can help by joining other investors who are signing up here now. Thank you for your understanding and financial support. Sincerely, Vincent E Bryan III, CEO Whooshh Innovations Inc. Show More Updates STACK OWNER'S BONUS & REWARDS! Members get an extra 10% shares in addition to rewards below! REWARDS Multiple investments in an offering cannot be combined to qualify for a larger campaign perk. Get rewarded for investing more into Whooshh Innovations Inc.. $501.00 Earn 10% Bonus Shares Earn 10% bonus shares in this investment and all eligible investments for an entire year. If you are not already an Owners bonus holder, you can join now, for $275, billed annually. Select $5,000.00 Tier 1 | $5,000+ Invest $5,000 and receive 5% bonus shares. Select $7,500.00 Tier 2 | $7,500+ Invest $7,500 and receive 10% bonus shares. Select $10,000.00 Tier 3 | $10,000+ Invest $10,000 and receive 15% bonus shares. Select $15,000.00 Tier 4 | $15,000+ Invest $15,000 and receive 20% bonus shares. Select $20,000.00 Tier 5 | $20,000+ Invest $20,000 and receive 25% bonus shares. Select JOIN THE DISCUSSION 0/2500 Post FV FELIX VAYSSIERES 37 INVESTMENTS a month ago HELLO, REALLY COOL WHAT YOU'RE DOING. MY QUESTIONS ARE WHAT IS THE BASIS OF YOU VALUATION? HOW DO YOU PLAN ON EVENTUALLY REPAYING INVESTORS? IPO? M&A? DIVIDENDS? M&A-WISE WHAT COMPANIES OR TYP... SHOW MORE... SHOW MORE 1 0 VB Vincent Bryan III Whooshh Innovations Inc. • a month ago Hi Felix, Great questions, not all easily answered in this format. I'll do my best. Regarding valuation, this is addressed in the Reg C form. The Board set the valuation this round. We did... Show more... Show more 0 VB VINCENT BRYAN III Whooshh Innovations Inc. • a month ago HI MICHAEL, THANKS FOR YOUR QUESTION BELOW. WE CAN’T SAY YET WHAT WE WILL DO IN 2023, BUT WE NOTE YOUR REQUEST! WITH REGARD TO THE SHAD IN VIRGINIA, WE WILL DEFINITELY PASS THIS LEAD ALONG TO THE SALE... SHOW MORE... SHOW MORE 0 0 Show More Comments HOW INVESTING WORKS Cancel anytime before 48 hours before a rolling close or the offering end date. WHY STARTENGINE? REWARDSWe want you to succeed and get the most out of your money by offering rewards and memberships! SECUREYour info is your info. We take pride in keeping it that way! DIVERSE INVESTMENTSInvest in over 200 start-ups and collectibles! How much can I invest? With Regulation A+, a non-accredited investor can only invest a maximum of 10% of their annual income or 10% of their net worth per year, whichever is greater. There are no restrictions for accredited investors. With Regulation Crowdfunding, non-accredited investors with an annual income or net worth less than $124,000, are limited to invest a maximum of 5% of the greater of those two amounts. For those with an annual income and net worth greater than $124,000, he/she is limited to investing 10% of the greater of the two amounts. When will I receive my shares? 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