Water Capital Inc. Announces the Acquisition of Schneider Power Inc.

TORONTO, ONTARIO–(EMWNews – Aug. 22, 2008) – Water Capital Inc. (the “Corporation”) announced today that it has completed the acquisition of all of the issued and outstanding shares of Schneider Power Inc. (“Schneider Power”).

The acquisition represents the completion of the Corporation’s arms-length qualifying transaction (the “Qualifying Transaction”) pursuant to the policies of the TSX Venture Exchange Inc. (the “Exchange”). Upon issuance by the Exchange of the Final Exchange Bulletin approving the transaction, the Corporation will be a Tier 2 issuer whose shares will be listed for trading on the Exchange with the symbol TSX VENTURE:SNE.

Schneider Power is a company incorporated pursuant to the provisions of the Business Corporations Act (Ontario) on April 14, 2004 with its registered head office and principal place of business located in Toronto, Ontario. Schneider Power is an independent power producer and developer of renewable energy projects and provider of related services. Schneider Power’s strategy focuses on growth areas in distributed renewable power generation, carbon dioxide reduction and energy conservation. Schneider Power has in North America 1.6 MW of wind power capacity in operation, 36.5 MW of Advanced-Stage wind power projects, 26.5 MW of which with long-term PPAs, and 150 MW of Bid-Ready or Tender-Ready wind and solar power projects. In addition, Schneider Power has in excess of 1,000 MW of Pipeline wind and solar projects. Schneider Power has one operating wind farm, Providence Bay Wind Farm, with 1.6 MW of power generation capacity.

Concurrently with the completion of the Qualifying Transaction, Schneider Power completed an offering (the “Offering”) of 5,380,000 units ($2,690,000) at a price of $0.50 per unit. Each unit consists of one offering share and one-half warrant. Each whole warrant entitles the holder thereof to purchase one common share of the Resulting Issuer at a price of $0.60 at any time within two years following the completion of the Qualifying Transaction.

In addition, as a condition of closing of the Offering, the holders of convertible debentures of Schneider Power converted the principal amount and a portion of the interest owing to them of the debentures held by them into 5,324,573 common shares on the basis of $0.24 per share.

As a result of the Offering, the pro forma working capital of Schneider Power has increased from $2,883,187 to $3,566,287 and the capital structure of Schneider Power is as follows:

----------------------------------------------------------------
                                           Number of Securities
----------------------------------------------------------------
Resulting Issuer Shares                              65,339,172
----------------------------------------------------------------

----------------------------------------------------------------
Resulting Issuer Options
----------------------------------------------------------------
       CPC Incentive Options                            625,000
----------------------------------------------------------------
       Schneider Options                              3,096,363
                                                      ----------
----------------------------------------------------------------
                                                      3,721,363
                                                      ----------
                                                      ----------
----------------------------------------------------------------

----------------------------------------------------------------
Resulting Issuer Warrants
----------------------------------------------------------------
       Offering Warrants                              2,690,000
----------------------------------------------------------------
       Schneider Warrants                             9,877,428
                                                      ----------
----------------------------------------------------------------
                                                     12,567,428
                                                     -----------
                                                     -----------
----------------------------------------------------------------

----------------------------------------------------------------
Total                                                81,627,963
----------------------------------------------------------------

Immediately following the Qualifying Transaction the board of directors of Schneider Power shall be comprised of the following six individuals, being Bernd Schneider, Thomas Schneider, Jonathan Lundy, Ralf Krueger, Richard Boxer and Timothy Gallagher. The audit committee of Schneider Power Inc. shall be comprised of Richard Boxer (Chair), Timothy Gallagher and Ralf Krueger. The compensation, corporate governance and nominating committee shall be comprised of Richard Boxer (Chair) and Jonathan Lundy. The management team of the Resulting Issuer shall be comprised of the following individuals: Bernd Schneider, Chairman; Thomas Schneider, President; Jonathan Lundy, Chief Executive Officer; John Ng, Chief Financial Officer.

In connection with the closing of the Qualifying Transaction, the existing auditors have agreed to resign and the Corporation has appointed Deloitte & Touche LLP to act in their place.

Additional information concerning the Corporation is available on SEDAR.

The completion of the transaction is subject to final approval by the Exchange.

The TSX Venture Exchange Inc. has not reviewed and does not accept responsibility for the adequacy or accuracy of this release. The TSX Venture Exchange Inc. has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved of the contents of this release.