U.S. Securities and Exchange Commission Litigation Release No. 26401, dated September 15, 2025.
The SEC charged Wanu Water, Inc. and its founder, Todd O’Gara, with defrauding investors out of at least $10.3 million. They allegedly overstated deals with a retailer, falsely claimed private equity investments, misrepresented O'Gara's credentials, and fabricated documents to hide how investor money was used. Both defendants agreed to settle the charges.
In Plain English
Imagine someone selling shares in their water company, promising big deals and lots of money. This person, Todd O'Gara, and his company Wanu Water, told investors they had huge deals with a big store and that wealthy investors were ready to put in millions more. They even showed fake papers to prove it. In reality, the company wasn't doing as well as they claimed, and they used investor money in ways they didn't disclose. Now, they've settled with the SEC, agreeing to stop breaking the law and facing penalties.
Disclaimer: all facts are drawn from the SEC's own filings; the claims described are allegations unless and until a court rules or the parties settle, and some cases end in dismissal.
How the Alleged Scheme Worked
- Founding Wanu Water Todd O’Gara founded Wanu Water, Inc. in 2012, controlling its operations as CEO. By 2019, the company was experiencing financial difficulties and projecting losses, with employee numbers dwindling from a peak of two dozen to just six by 2022.
- Raising Funds Through Fraud From January 2019 through August 2024, O'Gara and Wanu Water raised at least $10.3 million from more than 50 investors across 15 states by offering and selling Wanu securities.
- Overstating Retailer Deals Defendants allegedly misrepresented the size and scope of Wanu's deals with a 'prominent wholesale retailer,' inflating the company's apparent success and market penetration to attract investors.
- Fabricating Investment Promises O'Gara and Wanu falsely claimed that at least two private equity firms had committed to making large investments in the company, creating a false sense of imminent financial backing and growth.
- Misrepresenting Founder's Status The defendants misrepresented Todd O'Gara's personal wealth and credentials, likely to enhance his credibility and the perceived stability and potential of Wanu Water.
- Concealing Use of Funds Investors were misled about how their money would be used. The complaint alleges that O'Gara and Wanu misrepresented the intended application of investor funds.
- Using Fabricated Documents To support these misrepresentations, O'Gara and Wanu allegedly used fabricated documents, including term sheets, emails, and bank records, to deceive investors and validate their false claims.
- Financial Distress and Reliance on Investors Between 2022 and 2024, Wanu generated less than $150,000 in revenue and relied on $5.1 million from investors just to stay operational, highlighting the company's precarious financial state which was hidden from investors.
- Settlement with SEC O'Gara and Wanu Water agreed to settle the SEC's charges. The settlement includes permanent injunctions against violating securities laws, a trading prohibition for O'Gara (except in his personal accounts), and an officer and director bar for O'Gara.
The Enforcement Action
The SEC charged Wanu Water, Inc. and its founder Todd O’Gara with an offering fraud scheme that raised millions of dollars over five years. The complaint alleged material misrepresentations regarding deals with a retailer, promised private equity investments, O'Gara's credentials, and the use of investor funds, supported by fabricated documents. O'Gara and Wanu Water agreed to settle the charges, subject to court approval. The settlement would permanently enjoin them from violating charged provisions, prohibit O'Gara from trading securities (except in personal accounts), and impose an officer and director bar on O'Gara. The court will decide disgorgement, prejudgment interest, and civil penalties. O'Gara also faces parallel criminal charges from the U.S. Attorney’s Office for the District of New Jersey.