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Clean Energy Technologies Continues Normal Operations Among Stock Volatility
Newsfilter· 2024-01-25 13:30
COSTA MESA, CA., Jan. 25, 2024 (GLOBE NEWSWIRE) -- Clean Energy Technologies, Inc. (NASDAQ:CETY) ("CETY" or the "Company"), a clean energy manufacturing and services company, offering eco-friendly green energy solutions, clean energy fuels, and alternative electric power for small and mid-sized projects in North America, Europe, and Asia addresses stakeholders today regarding recent stock fluctuations. CETY is currently operating under normal conditions and our dedicated team continues to work diligently to ...
CETY(CETY) - 2023 Q3 - Quarterly Report
2023-11-13 16:00
FORM 10-Q For the quarterly period ended September 30, 2023 For the transition period from _________ to _________ Nevada 20-2675800 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting comp ...
CETY(CETY) - 2023 Q2 - Quarterly Report
2023-08-13 16:00
Waste to Energy Solutions - Clean Energy Technologies' waste to energy solutions involve decomposing organic waste materials, such as agricultural waste and food waste at high temperatures into clean energy through its proprietary gasification technology that produce a range of products, including electricity, heat, and biochar. NOTE 2 – BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: The preparation of financial statements in conformity with accounting principles generally accepted in ...
CETY(CETY) - 2023 Q1 - Quarterly Report
2023-05-21 16:00
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ☒ QUARTERLY REPORT DATED March 31, 2023 REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 CLEAN ENERGY TECHNOLOGIES, INC. (Exact name of registrant as specified in its charter) (949) 273-4990 (Registrant's telephone number, including area code) Large accelerated filer ☐ Accelerated filer ☐ Non-accelerated filer ☒ Smalle ...
CETY(CETY) - 2022 Q4 - Annual Report
2023-04-16 16:00
Our strategy is focused on further developing our existing Waste Heat Recovery business while expanding into the rapidly growing markets for Waste to Energy Solutions and clean energy engineering, consulting and project management services. ● Expanding our Waste Heat Recovery product line to include waste heat recovery ORC systems producing over 1 MW of power so we can qualify for midsized and large heat recovery projects in the United States, China, Southeast Asian and Pacific Rim countries. We intend to i ...
CETY(CETY) - 2022 Q3 - Quarterly Report
2022-11-13 16:00
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT DATED September 30, 2022 REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the nine months ended September 30, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _________ to _________ Commission File Number: 000-55656 CLEAN ENERGY TECHNOLOGIES, INC. (Exact name of registrant as specified ...
CETY(CETY) - 2022 Q2 - Quarterly Report
2022-08-21 16:00
PART I. FINANCIAL INFORMATION [Consolidated Financial Statements](index=4&type=section&id=ITEM%201.%20CONSOLIDATED%20FINANCIAL%20STATEMENTS) The company's financial statements show increased assets and revenue but also a growing deficit and net loss, raising substantial doubt about its ability to continue as a going concern - The company's financial statements have been prepared on a going concern basis, but there is substantial doubt about its ability to continue due to a **total stockholder's deficit of $646,909**, a **working capital deficit of $3,208,372**, and an **accumulated deficit of $17,883,464** as of June 30, 2022[25](index=25&type=chunk)[215](index=215&type=chunk) [Consolidated Balance Sheets](index=5&type=section&id=Consolidated%20Balance%20Sheets) As of June 30, 2022, total assets increased to $7.95 million while total liabilities grew to $8.60 million, resulting in an improved but still negative stockholders' deficit Consolidated Balance Sheet Summary (as of June 30, 2022 vs. December 31, 2021) | Balance Sheet Item | June 30, 2022 | December 31, 2021 | | :--- | :--- | :--- | | **Total Current Assets** | $4,256,879 | $2,605,504 | | **Total Assets** | **$7,951,016** | **$6,432,274** | | **Total Current Liabilities** | $7,465,251 | $6,865,123 | | **Total Liabilities** | **$8,597,924** | **$8,153,986** | | **Total Stockholders' (Deficit)** | **($646,909)** | **($1,721,712)** | [Consolidated Statements of Operations](index=7&type=section&id=Consolidated%20Statements%20of%20Operations) Sales surged to $2.52 million for the six months ended June 30, 2022, but the company recorded a net loss of $459k due to the absence of a prior-year gain on derivative liability Statement of Operations Summary (Six Months Ended June 30) | Metric | 2022 | 2021 | | :--- | :--- | :--- | | **Sales** | $2,522,968 | $291,158 | | **Gross Profit** | $1,125,990 | $218,539 | | **Net Profit / (Loss) From Operations** | ($28,368) | ($862,670) | | **Change in derivative liability** | ($13,399) | $1,745,369 | | **Net Profit / (Loss)** | **($459,531)** | **$836,728** | | **Net Profit / (Loss) per share** | ($0.00) | $0.00 | [Consolidated Statements of Stockholders Deficit](index=8&type=section&id=Consolidated%20Statements%20of%20Stockholders%20Deficit) The stockholders' deficit improved to ($647k) from ($1.72 million) due to capital raised from common stock issuances, which offset the period's net loss - During the first six months of 2022, the company issued **15,035,000 shares under its Reg A offering** and **8,071,797 shares under its S-1 registration**, contributing to an increase in additional paid-in capital[15](index=15&type=chunk) [Consolidated Statements of Cash Flows](index=9&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) The company used $1.23 million in operating activities and funded its deficit with $1.91 million from financing activities, resulting in a net cash decrease of $223k Cash Flow Summary (Six Months Ended June 30) | Cash Flow Activity | 2022 | 2021 | | :--- | :--- | :--- | | **Net Cash Used In Operating Activities** | ($1,233,918) | ($1,449,202) | | **Net Cash Used In Investing Activities** | ($785,828) | $0 | | **Net Cash Provided By Financing Activities** | $1,905,454 | $3,077,155 | | **Net (Decrease) Increase in Cash** | **($223,397)** | **$1,627,953** | | **Cash at End of Period** | $968,919 | $2,042,838 | [Notes to the Consolidated Financial Statements](index=10&type=section&id=Notes%20to%20the%20Consolidated%20Financial%20Statements) The notes detail the 'going concern' basis, debt defaults, related-party transactions, and the four reporting segments, with CETY HK driving revenue growth - The company has four reportable segments: Clean Energy HRS (waste heat recovery), CETY Europe, the legacy Electronic Assembly division, and **CETY Hong Kong (LNG trading and infrastructure)**[24](index=24&type=chunk)[61](index=61&type=chunk) - The company is in **default on the payment of the purchase price to General Electric** for the HRS asset acquisition, with a total liability to GE of **$2,526,036** as of June 30, 2022[102](index=102&type=chunk) - Subsequent to the quarter's end, the company entered into **new convertible promissory note agreements** with Jefferson Street Capital and First Fire Global Opportunities Fund in August 2022 to raise additional capital[191](index=191&type=chunk)[192](index=192&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=42&type=section&id=ITEM%202.%20MANAGEMENT'S%20DISCUSSION%20AND%20ANALYSIS%20OF%20FINANCIAL%20CONDITION%20AND%20RESULTS%20OF%20OPERATIONS) Management attributes revenue growth to its new LNG trading segment in China and explains the net loss as a result of a non-recurring gain in the prior year - The company's mission is to be a leader in the 'Zero Emission Revolution' by offering recyclable energy solutions, clean energy fuels, and alternative power for small and mid-sized projects[26](index=26&type=chunk)[207](index=207&type=chunk) - The company's principal businesses include Waste Heat Recovery Solutions, Waste to Energy Solutions, Engineering/Consulting, and **LNG trading operations in China via its CETY HK subsidiary**[208](index=208&type=chunk)[209](index=209&type=chunk)[210](index=210&type=chunk) - The **'Going Concern' issue is re-emphasized**, citing a stockholder's deficit of $646,909, a working capital deficit of $3,208,372, and reliance on future financing to continue operations[215](index=215&type=chunk)[216](index=216&type=chunk) [Results of Operations](index=46&type=section&id=Results%20of%20Operations) Net sales grew to $2.52 million driven by the CETY HK segment, but a net loss was recorded due to the non-recurrence of a prior-year gain on derivative liability Segment Revenue (Six Months Ended June 30) | Segment | 2022 Revenue | 2021 Revenue | | :--- | :--- | :--- | | Engineering & Manufacturing | $61,018 | $41,223 | | Clean Energy HRS | $460,885 | $88,807 | | CETY Europe | $38,012 | $161,128 | | CETY HK | $1,983,062 | $0 | - The significant increase in net profit in 2021 compared to the net loss in 2022 was mainly due to a **$1.75 million gain on derivative liability in 2021**[218](index=218&type=chunk)[233](index=233&type=chunk) - Professional fees increased to **$224,195** from $82,209 year-over-year, attributed to higher expenses related to a proposed IPO and up-listing to NASDAQ[229](index=229&type=chunk) [Liquidity and Capital Resources](index=48&type=section&id=Liquidity%20and%20Capital%20Resources) The company's liquidity is strained with negative operating cash flow, necessitating continued reliance on equity and debt financing for operations Condensed Consolidated Statements of Cash Flows (Six Months Ended June 30) | Cash Flow Activity | 2022 | 2021 | | :--- | :--- | :--- | | Net Cash Used In Operating Activities | ($1,233,918) | ($1,449,202) | | Cash Flows Used In Investing Activities | ($785,828) | $0 | | Cash Flows Provided By Financing Activities | $1,905,454 | $3,077,155 | | Net (Decrease) Increase in Cash | ($223,397) | $1,627,953 | - The company will continue to **rely on equity sales** of its common shares to fund business operations, which will result in dilution to existing stockholders[242](index=242&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=50&type=section&id=ITEM%203.%20QUANTITATIVE%20AND%20QUALITATIVE%20DISCLOSURES%20ABOUT%20MARKET%20RISK) As a smaller reporting company, this section is not applicable and no information is provided - The company is a **smaller reporting company** as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and is not required to provide the information under this item[246](index=246&type=chunk) [Controls and Procedures](index=50&type=section&id=ITEM%204.%20CONTROLS%20AND%20PROCEDURES) Management concluded that disclosure controls were ineffective due to material weaknesses, including a lack of independent directors on the Board - Management concluded that **disclosure controls and procedures were not effective** as of June 30, 2022[247](index=247&type=chunk) - The ineffectiveness is due to material weaknesses, including the Board of Directors **not having any independent members** and no director qualifying as an audit committee financial expert[247](index=247&type=chunk) PART II. OTHER INFORMATION [Legal Proceedings](index=50&type=section&id=ITEM%201.%20LEGAL%20PROCEEDINGS) The company is not currently involved in any material legal proceedings - The Company is presently **not involved in any legal proceedings** which in the opinion of management are likely to have a material adverse effect on the Company's consolidated financial position or results of operations[249](index=249&type=chunk) [Risk Factors](index=50&type=section&id=ITEM%201A.%20RISK%20FACTORS) No material changes to risk factors have occurred since the last Annual Report on Form 10-K - There have been **no material changes in the Company's risk factors** from those previously disclosed in its Annual Report on Form 10-K for the year ended December 31, 2021[250](index=250&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=50&type=section&id=ITEM%202.%20UNREGISTERED%20SALES%20OF%20EQUITY%20SECURITIES%20AND%20USE%20OF%20PROCEEDS) The company issued unregistered equity securities to settle debt, for preferred stock conversion, and through a Reg A offering - On February 21, 2022, the company issued **15,035,000 shares of its common stock under its Reg A offering** at $0.08 per share[258](index=258&type=chunk) - In June 2021, related party MGW I converted **$75,000 of its convertible note into 25,000,000 shares** of common stock[256](index=256&type=chunk) [Defaults Upon Senior Securities](index=52&type=section&id=ITEM%203.%20DEFAULTS%20UPON%20SENIOR%20SECURITIES) The company is in default on senior securities payments to General Electric International and Cybernaut Zfounder Ventures - The company is in **default on the payment of $1,200,000 to General Electric International** related to an asset purchase agreement[260](index=260&type=chunk) - The company is also in **default of $187,285 in payments** on notes payable to Cybernaut Zfounder Ventures[261](index=261&type=chunk) [Mine Safety Disclosures](index=52&type=section&id=ITEM%204.%20MINE%20SAFETY%20DISCLOSURES) This item is not applicable to the company - Not Applicable[262](index=262&type=chunk) [Other Information](index=52&type=section&id=ITEM%205.%20OTHER%20INFORMATION) No other information was reported for this item - None[263](index=263&type=chunk) [Exhibits](index=52&type=section&id=ITEM%206.%20EXHIBITS) This section lists all exhibits filed with the report, including officer certifications and Inline XBRL data List of Exhibits | Exhibit | Description | | :--- | :--- | | 31.01 | Certification of Principal Executive Officer | | 31.02 | Certification of Principal Financial Officer | | 32.01 | Certification of CEO Pursuant to Section 906 | | 32.02 | Certification of CFO Pursuant to Section 906 | | 101.* | Inline XBRL Documents |
CETY(CETY) - 2022 Q1 - Quarterly Report
2022-05-15 16:00
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT DATED March 31, 2022 REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the three months ended March 31, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _________ to _________ Commission File Number: 000-55656 CLEAN ENERGY TECHNOLOGIES, INC. (Exact name of registrant as specified in its ...
CETY(CETY) - 2021 Q4 - Annual Report
2022-04-14 16:00
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock, par value $0.001 CETY OTCQB FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2021 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _______________________ to ________________ ...
CETY(CETY) - 2021 Q3 - Quarterly Report
2021-11-16 16:00
```markdown [PART I. FINANCIAL INFORMATION](index=4&type=section&id=PART%20I.%20FINANCIAL%20INFORMATION) [ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS](index=4&type=section&id=ITEM%201.%20CONSOLIDATED%20FINANCIAL%20STATEMENTS) Unaudited consolidated financial statements for Q3 2021, covering balance sheets, operations, equity, cash flows, and notes [Consolidated Balance Sheets](index=5&type=section&id=Consolidated%20Balance%20Sheets) Assets and Liabilities | Assets | | :--- | | **Current Assets:** | | Cash | $1,555,157 | | Accounts receivable - net | $777,156 | | Lease receivable asset | $217,584 | | Inventory | $725,559 | | **Total Current Assets** | **$3,275,456** | | **Non Current assets:** | | Property and Equipment - Net | $38,120 | | Goodwill | $747,976 | | Long term financing receivables - (net) | $684,770 | | License | $354,322 | | Patents | $118,538 | | Right of use asset - long term | $461,979 | | Other Assets | $38,088 | | **Total Non Current assets** | **$2,443,793** | | **Total Assets** | **$5,719,249** | | Liabilities and Stockholders' (Deficit) | | :--- | | **Current Liabilities:** | | Accounts payable | $871,316 | | Accrued Expenses | $139,487 | | Customer Deposits | $194,500 | | Warranty Liability | $100,000 | | Deferred Revenue | $33,000 | | Derivative Liability | $274,178 | | Facility Lease Liability - current | $208,651 | | Line of Credit | $1,160,274 | | Notes payable - GE | $2,484,096 | | Notes Payable | $369,065 | | Convertible Notes Payable (net of discount) | $291,100 | | Related Party Notes Payable | $597,594 | | **Total Current Liabilities** | **$6,723,261** | | **Long-Term Debt:** | | Notes Payable PPL | - | | Related Party Notes Payable | $1,081,085 | | Facility Lease Liability - long term | $272,440 | | **Net Long-Term Debt** | **$1,353,525** | Stockholders' (Deficit) | Stockholders' (Deficit) | | :--- | | Preferred D stock | - | | Common stock, $.001 par value | $923,893 | | Shares to be issued | - | | Additional paid-in capital | $13,550,333 | | Accumulated deficit | $(16,812,704) | | Non-controlling interest | $(19,059) | | **Total Stockholders' (Deficit)** | **$(2,357,537)** | | **Total Liabilities and Stockholders' Deficit** | **$5,719,249** | [Consolidated Statements of Operations](index=7&type=section&id=Consolidated%20Statements%20of%20Operations) Financial Performance | Metric | Three Months Ended Sep 30, 2021 | Three Months Ended Sep 30, 2020 | Nine Months Ended Sep 30, 2021 | Nine Months Ended Sep 30, 2020 | | :--- | :--- | :--- | :--- | :--- | | Sales | $575,545 | $215,318 | $866,703 | $1,230,131 | | Cost of Goods Sold | $274,401 | $112,288 | $374,020 | $548,895 | | **Gross Profit** | **$301,144** | **$103,030** | **$519,683** | **$681,236** | | General and Administrative expense | $188,817 | $143,490 | $529,335 | $394,791 | | Salaries | $228,565 | $183,972 | $661,634 | $569,734 | | Travel | $26,381 | $27,045 | $66,735 | $67,861 | | Professional Fees | $41,174 | $52,034 | $123,383 | $129,385 | | Facility lease and Maintenance | $85,798 | $86,667 | $254,708 | $280,303 | | Depreciation and Amortization | $8,073 | $9,443 | $24,219 | $28,329 | | **Total Expenses** | **$578,809** | **$502,651** | **$1,660,015** | **$1,470,403** | | **Net Profit / (Loss) From Operations** | **$(277,664)** | **$(399,621)** | **$(1,140,331)** | **$(789,167)** | | Change in derivative liability | $(10,745) | $88,836 | $1,734,624 | $208,195 | | Gain / (Loss) on debt settlement and write down | $460,568 | $191,833 | $828,666 | $431,698 | | Interest and Financing fees | $(189,171) | $(393,937) | $(603,240) | $(906,696) | | **Net Profit / (Loss) Before Income Taxes** | **$(17,012)** | **$(512,889)** | **$819,719** | **$(1,055,970)** | | Income Tax Expense | - | - | - | - | | **Net Profit / (Loss)** | **$(17,012)** | **$(512,889)** | **$819,719** | **$(1,055,970)** | | Net (income) loss attributable to the non-controlling interests | $19,059 | - | $19,059 | - | | **Net income (loss) attributable to Clean Energy Technologies, Inc.** | **$2,047** | **$(512,889)** | **$838,778** | **$(1,055,970)** | Per Share Information | Per Share Information | | :--- | :--- | :--- | :--- | :--- | | Basic weighted average number of common shares outstanding (3 months) | 922,225,702 | 768,031,046 | | | | Basic weighted average number of common shares outstanding (9 months) | | | 891,312,514 | 762,841,333 | | Net Profit / (Loss) per common share basic (3 months) | $(0.00) | $(0.00) | | | | Net Profit / (Loss) per common share basic (9 months) | | | $0.00 | $(0.00) | | Diluted weighted average number of common shares outstanding (3 months) | 922,225,702 | 768,031,046 | | | | Diluted weighted average number of common shares outstanding (9 months) | | | 1,357,635,219 | 762,841,333 | | Net Profit / (Loss) per common share diluted (3 months) | $(0.00) | $(0.00) | | | | Net Profit / (Loss) per common share diluted (9 months) | | | $0.00 | $(0.00) | [Consolidated Statements of Stockholders Equity](index=8&type=section&id=Consolidated%20Statements%20of%20Stockholders%20Equity) Stockholders' Equity Details | Description | Shares (Common) | Amount (Common) | Shares (Preferred) | Amount (Preferred) | Shares (to be issued) | Additional Paid-in Capital | Accumulated Deficit | Non-Controlling Interest | Stockholders' Deficit Totals | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | December 31, 2019 | 753,907,656 | $753,909 | 6,500 | $650,000 | - | $7,559,332 | $(14,215,719) | - | $(5,252,478) | | Shares issued for debt conversion | 1,700,000 | $1,700 | | | - | $32,300 | | | $34,000 | | Shares issued for cash | 4,523,333 | $4,522 | | | | $120,478 | | - | $125,000 | | Preferred conversions | 2,000,000 | $2,000 | (800) | $(80,000) | | $78,000 | $(313,574) | - | $(313,574) | | March 31, 2020 | 762,130,989 | $762,131 | 5,700 | $570,000 | - | $7,790,110 | $(14,529,293) | - | $(5,407,052) | | Shares issued for S1 commitment | 764,526 | $765 | | | | $9,235 | | | $10,000 | | Net Loss | | | | | | | $(512,889) | - | $(512,889) | | September 30, 2020 | 777,033,772 | $777,035 | 4,500 | $450,000 | - | $8,164,151 | $(15,271,689) | - | $(5,880,503) | | Net Loss | | | | | | | $(229,507) | - | $(229,507) | | June 30, 2020 | 762,895,515 | $762,896 | 5,700 | $570,000 | - | $7,799,345 | $(14,758,800) | - | $(5,626,559) | | Shares issued for S1 puts | 9,138,257 | $9,139 | | | | $211,385 | | | $220,524 | | Conversion of Preferred Series D | 3,000,000 | $3,000 | (1,200) | $(120,000) | | $117,000 | | | - | | Shares issued for Inducement | 2,000,000 | $2,000 | | | | $36,421 | | | $38,421 | | Shares issued for S1 puts | 13,434,015 | $13,434 | | | | $273,705 | | | $287,139 | | Shares issued for Reg A offering | 16,666,667 | $16,667 | | | | $483,333 | | | $500,000 | | Shares issued for note conversion | 14,035,202 | $14,035 | | | | $159,371 | | | $173,406 | | Inducement shares | | | | | | $25,000 | | | $25,000 | | Common Share subscriptions | | | | | $36,179 | | | | $36,179 | | Net Loss | | | | | | | $(2,379,793) | | $(2,379,793) | | December 31, 2020 | 821,169,656 | $821,171 | 4,500 | $450,000 | $61,179 | $9,080,560 | $(17,651,482) | - | $(7,238,572) | | Shares issued for warrant conversion | 1,797,861 | $1,798 | | | | $(1,798) | | | $(0) | | Shares issued for Reg A offering | 16,666,667 | $16,667 | | | | $483,333 | | | $500,000 | | Conversion of Preferred Series D | 4,344,250 | $4,344 | | | | $343,194 | | | $347,538 | | Conversion of Preferred Series D | 6,625,000 | $6,625 | (4,500) | $(450,000) | | $443,375 | | | - | | Inducement shares | 1,250,000 | $1,250 | | | | $(25,000) | $23,750 | | - | | Shares issued for cash | 44,213,053 | $44,213 | | | | $(36,179) | $3,075,969 | | $3,084,003 | | Net Income | | | | | | | $1,068,584 | | $1,068,584 | | March 31, 2021 | 896,066,487 | $896,068 | - | - | - | $13,448,384 | $(16,582,898) | - | $(2,238,447) | | Shares issued for warrant conversion | 547,468 | $547 | | | | $(547) | | | - | | Shares issued for cash | 36,283 | $36 | | | | | | | $36 | | Shares for Conversion | 25,000,000 | $25,000 | | | | $50,473 | | | $75,473 | | Net Loss | | | | | | | $(231,853) | - | $(231,853) | | June 30, 2021 | 921,650,238 | $921,651 | - | - | - | $13,498,310 | $(16,814,751) | - | $(2,394,791) | | Shares issued for correction | 1,100,630 | $1,101 | | | | $(1,101) | | | - | | Shares issued for inducement | 1,142,459 | $1,141 | | | | $53,125 | | | $54,266 | | Net Income (Loss) | | | | | | | $2,047 | $(19,059) | $(17,012) | | September 30, 2021 | 923,893,327 | $923,893 | - | - | - | $13,550,334 | $(16,812,704) | $(19,059) | $(2,357,537) | [Consolidated Statements of Cash Flows](index=10&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) Cash Flow Summary | Cash Flows from Operating Activities: | | :--- | :--- | :--- | | Net Income / (Loss) | $819,719 | $(1,055,970) | | Adjustments to reconcile net loss to net cash used in operating activities: | | Depreciation and amortization | $24,219 | $28,329 | | Gain on debt settlement | $(828,666) | $(431,698) | | Shares issued for inducement | $54,266 | $48,421 | | Change in debt discount and Financing fees | $730,826 | $442,560 | | Change in derivative liability | $(1,734,624) | $(208,195) | | Changes in assets and liabilities: | | (Increase) decrease in right of use asset | $144,588 | $155,244 | | (Increase) decrease in lease liability | $(141,153) | $(149,142) | | (Increase) decrease in accounts receivable | $(511,418) | $47,058 | | (Increase) decrease in longterm financing receivables | $67,730 | - | | (Increase) decrease in inventory | $(167,739) | $79,344 | | (Decrease) increase in accounts payable | $(673,236) | $60,234 | | Other (Decrease) increase in accrued expenses | $141,969 | $214,815 | | Other (Decrease) increase in accrued expenses related party | $(2,482) | $23,889 | | Other (Decrease) increase in deferred revenue | - | $(14,750) | | Other (Decrease) increase in customer deposits | $111,770 | $(226,500) | | **Net Cash Provided by (Used In) Operating Activities** | **$(1,964,231)** | **$(986,361)** | | Cash Flows from Investing Activities | | :--- | :--- | :--- | | Purchase property plant and equipment | - | - | | **Cash Flows Used In Investing Activities** | **-** | **-** | | Cash Flows from Financing Activities | | :--- | :--- | :--- | | Bank Overdraft / (Repayment) | - | $(1,480) | | Payment on notes payable and lines of credit | $(894,208) | $(156,000) | | Proceeds from notes payable | $414,200 | $818,541 | | Proceeds from notes payable related party | - | - | | Stock issued for cash | $3,584,511 | $345,524 | | **Cash Flows Provided By Financing Activities** | **$3,104,503** | **$1,006,585** | | Net (Decrease) Increase in Cash and Cash Equivalents | $1,140,272 | $20,224 | | Cash and Cash Equivalents at Beginning of Period | $414,885 | $7,406 | | **Cash and Cash Equivalents at End of Period** | **$1,555,157** | **$27,630** | | Supplemental Cashflow Information: | | :--- | :--- | :--- | | Interest Paid | $145,230 | $142,184 | | Taxes Paid | - | - | | Supplemental Non-Cash Disclosure | | :--- | :--- | :--- | | Shares issued for warrant conversion | - | - | | Discount on derivatives | - | $134,961 | | Shares issued for preferred conversions | $450,000 | $80,000 | | Shares issued for debt conversion conversions | $75,473 | - | | Shares issued for debt conversion conversions | $347,538 | $34,000 | [Notes to Consolidated Financial Statements](index=11&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) [NOTE 1 – General](index=11&type=section&id=NOTE%201%20%E2%80%93%20General) - Company acquired Heat Recovery Solutions assets from General Electric International on September 11, 2015, recognizing **$747,976 in goodwill**[27](index=27&type=chunk) - Raised **$4.0 million** in a Regulation A equity offering and plans to raise an additional **$6.0 million** to expand and enhance existing business, improve the balance sheet, and expand into new energy-based businesses in the U.S. and China[29](index=29&type=chunk) - Entered into a manufacturing and sales agreement to design, build, and operate renewable energy and waste recovery facilities using an ablative pyrolysis system for processing industrial and municipal organic waste[30](index=30&type=chunk) - On November 8, 2021, Clean Energy Technologies (H.K.) Limited acquired **100% ownership** of Leading Wave Limited, a liquid natural gas trading company in China, for **$1,500,000 cash** and potential **200,000,000 shares of Common Stock** based on milestones[31](index=31&type=chunk)[206](index=206&type=chunk) - The company faces doubt about its ability to continue as a going concern due to a total stockholder's deficit of **$2,357,537**, a working capital deficit of **$3,447,804**, and an accumulated deficit of **$16,812,704** as of September 30, 2021[33](index=33&type=chunk)[227](index=227&type=chunk) - The company's goal is to position CETY as a worldwide leader in renewables energy and energy efficiency markets by targeting industries with wasted thermal energy or organic waste, leveraging its proprietary magnetic bearing turbine technology[34](index=34&type=chunk) - Plans to build a financial division to provide funding to customers using its products and services and intends to take advantage of growing natural gas markets in China through mergers and acquisitions[40](index=40&type=chunk)[41](index=41&type=chunk) [NOTE 2 – BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES](index=12&type=section&id=NOTE%202%20%E2%80%93%20BASIS%20OF%20PRESENTATION%20AND%20SUMMARY%20OF%20SIGNIFICANT%20ACCOUNTING%20POLICIES) - The company maintains the majority of its cash accounts at JP Morgan Chase bank, with balances potentially exceeding the FDIC insurance limit of **$250,000**[46](index=46&type=chunk) - A reserve for potentially un-collectable accounts receivable of **$75,000** was maintained as of September 30, 2021, and December 31, 2020[47](index=47&type=chunk) - **Five customers** accounted for approximately **98%** of accounts receivable on September 30, 2021[48](index=48&type=chunk) - Inventory is valued at the lower of weighted average cost or market value, with a reserve for potentially obsolete inventory of **$250,000** as of September 30, 2021, and December 31, 2020[50](index=50&type=chunk)[96](index=96&type=chunk) - Revenue is recognized under ASC 606, with performance obligations satisfied either over time or at a point in time, based on the transfer of control to the customer[53](index=53&type=chunk)[54](index=54&type=chunk)[55](index=55&type=chunk) - Deferred revenue was **$33,000** as of September 30, 2021, and December 31, 2020, expected to be recognized in the fourth quarter of 2021[58](index=58&type=chunk) - Customer deposits increased to **$194,500** as of September 30, 2021, from **$82,730** at December 31, 2020[59](index=59&type=chunk) - Derivative liabilities are valued as Level 3 instruments using a lattice model, with a volatility of **112%** and a risk-free interest rate of **2.54%**[62](index=62&type=chunk) - Basic weighted average common shares outstanding were **922,225,702** for the three months ended September 30, 2021, and **891,312,514** for the nine months ended September 30, 2021[67](index=67&type=chunk) - The company has **three reportable segments**: Clean Energy HRS (HRS), CETY Europe, and the legacy electronic manufacturing services division[69](index=69&type=chunk) - No research and development (R&D) expense was incurred during the three and nine months ended September 30, 2021, and 2020[68](index=68&type=chunk) - As of September 30, 2021, the company had a net operating loss carry-forward of approximately **$(7,982,048)** and a deferred tax asset of **$2,394,614**, fully offset by a valuation allowance[80](index=80&type=chunk) - The company is reviewing the effects of recent accounting updates (ASU 2021-03, 2021-01, 2016-13, 2020-06) but expects minimal material impact on its financial statements[87](index=87&type=chunk)[88](index=88&type=chunk)[89](index=89&type=chunk)[90](index=90&type=chunk] [NOTE 3 – ACCOUNTS AND NOTES RECEIVABLE](index=21&type=section&id=NOTE%203%20%E2%80%93%20ACCOUNTS%20AND%20NOTES%20RECEIVABLE) Accounts Receivable (Net) | Metric | September 30, 2021 | December 31, 2020 | | :--- | :--- | :--- | | Accounts Receivable | $852,156 | $340,378 | | Less Reserve for uncollectable accounts | $(75,000) | $(75,000) | | **Accounts Receivable (Net)** | **$777,156** | **$265,738** | Long-term Financing Receivables (Net) | Metric | September 30, 2021 | December 31, 2020 | | :--- | :--- | :--- | | Long-term financing receivables | $932,270 | $1,000,000 | | Less Reserve for uncollectable accounts | $(247,500) | $(247,500) | | **Long-term financing receivables - net** | **$684,770** | **$752,500** | - A lease asset purchased from General Electric, valued at **$217,584**, is due to be commissioned in Q1 2022 and is expected to generate approximately **$20,000 per month** for **120 months**[49](index=49&type=chunk)[92](index=92&type=chunk) - Both Accounts Receivable and long-term financing receivables are pledged to Nations Interbanc, the company's line of credit provider[91](index=91&type=chunk)[94](index=94&type=chunk] [NOTE 4 – INVENTORY](index=22&type=section&id=NOTE%204%20%E2%80%93%20INVENTORY) Inventories by Major Classification | Inventories by major classification | | :--- | :--- | :--- | | Raw Material | $975,559 | $805,574 | | Work in Process | - | $2,242 | | Total | $975,559 | $807,820 | | Less reserve for excess or obsolete inventory | $(250,000) | $(250,000) | | **Inventory** | **$725,559** | **$557,820** | - The company's inventory is pledged to Nations Interbanc, its line of credit provider[96](index=96&type=chunk] [NOTE 5 – PROPERTY AND EQUIPMENT](index=22&type=section&id=NOTE%205%20%E2%80%93%20PROPERTY%20AND%20EQUIPMENT) Property and Equipment (Net) | Property and equipment | | :--- | :--- | :--- | | Capital Equipment | $1,354,824 | $1,350,794 | | Leasehold improvements | $75,436 | $75,436 | | Accumulated Depreciation | $(1,392,140) | $(1,372,798) | | **Net Fixed Assets** | **$38,120** | **$53,432** | - Depreciation expense for the nine months ended September 30, 2021, was **$15,312**, a decrease from **$28,329** for the same period in 2020[98](index=98&type=chunk] - The company's Property Plant and Equipment is pledged to Nations Interbanc, its line of credit provider[99](index=99&type=chunk] [NOTE 6 – INTANGIBLE ASSETS](index=22&type=section&id=NOTE%206%20%E2%80%93%20INTANGIBLE%20ASSETS) Intangible Assets (Net) | Intangible assets | | :--- | :--- | :--- | | Goodwill | $747,976 | $747,976 | | License | $354,322 | $354,322 | | Patents | $190,789 | $190,789 | | Accumulated Amortization | $(72,251) | $(63,344) | | **Net Intangible Assets** | **$1,220,836** | **$1,229,743** | - Amortization expense for the three and nine months ended September 30, 2021, and 2020 remained consistent at **$2,969** and **$8,907**, respectively[100](index=100&type=chunk)[101](index=101&type=chunk] [NOTE 7 – ACCRUED EXPENSES](index=23&type=section&id=NOTE%207%20%E2%80%93%20ACCRUED%20EXPENSES) Accrued Expenses | Accrued Expenses | | :--- | :--- | :--- | | Accrued Wages | $64,589 | $25,654 | | Accrued Expenses | $74,898 | $477,941 | | **Total Accrued Expenses** | **$139,487** | **$503,595** | [NOTE 8 – NOTES PAYABLE](index=23&type=section&id=NOTE%208%20%E2%80%93%20NOTES%20PAYABLE) - The outstanding balance on the accounts receivable financing agreement with Nations Interbanc decreased to **$1,160,274** as of September 30, 2021, from **$1,680,350** at December 31, 2020[105](index=105&type=chunk] - The company is in default on a **$1,200,000** payment of the purchase price to General Electric, citing a belief in entitlement to a reduction due to misunderstanding of asset valuation. Total liability to GE is **$2,484,096** as of September 30, 2021[108](index=108&type=chunk)[109](index=109&type=chunk] - Two Payroll Protection Loans (PPP) for **$110,700** (May 2020) and **$89,200** (February 2021) were forgiven on July 1, 2021, and July 26, 2021, respectively[110](index=110&type=chunk)[111](index=111&type=chunk] - The company entered into two new promissory notes in September 2021 for **$226,345** and **$142,720**, both with **10% annual interest** (**22% default rate**) and due in September 2022[112](index=112&type=chunk)[113](index=113&type=chunk] Convertible Notes Payable | Total due to Convertible Notes | | :--- | :--- | :--- | | Total convertible notes | $187,285 | $612,355 | | Accrued Interest | $103,815 | $99,509 | | Debt Discount | - | $(170,438) | | **Total** | **$291,100** | **$541,426** | [NOTE 9 – DERIVATIVE LIABILITIES](index=26&type=section&id=NOTE%209%20%E2%80%93%20DERIVATIVE%20LIABILITIES) Derivative Liabilities on Convertible Loans | Derivative Liabilities on Convertible Loans | | :--- | :--- | :--- | | **Outstanding Balance** | **$274,178** | **$2,008,802** | - The outstanding balance of derivative liabilities on convertible loans significantly decreased from **$2,008,802** at December 31, 2020, to **$274,178** at September 30, 2021[128](index=128&type=chunk] [NOTE 10 – COMMITMENTS AND CONTINGENCIES](index=26&type=section&id=NOTE%2010%20%E2%80%93%20COMMITMENTS%20AND%20CONTINGENCIES) - The company is disputing a **$291,767** invoice from Oberon Securities, believing it has strong defenses and expects to prevail[129](index=129&type=chunk] Future Minimum Lease Payments | Future Minimum Lease Payments | | :--- | :--- | | Year 2021 | $61,377 | | 2022 | $256,853 | | 2023 | $193,734 | | Imputed Interest | $(30,873) | | **Net Lease Liability** | **$481,091** | - Lease expense for the nine months ended September 30, 2021, was **$254,708**, a decrease from **$280,303** for the same period in 2020[131](index=131&type=chunk] - The company adopted ASU 2016-02 (Leases Topic 842) as of January 1, 2019, recognizing right-of-use assets and lease liabilities at the present value of future minimum lease payments[133](index=133&type=chunk] [NOTE 11 – CAPITAL STOCK TRANSACTIONS](index=27&type=section&id=NOTE%2011%20%E2%80%93%20CAPITAL%20STOCK%20TRANSACTIONS) - The number of authorized common shares has been increased multiple times, reaching **2,000,000,000 shares** as of September 27, 2019[138](index=138&type=chunk] - As of September 30, 2021, there were **923,893,327 shares** of common stock outstanding, with identical rights and privileges[161](index=161&type=chunk] - The company is authorized to issue **20,000,000 shares** of preferred stock, with Series D Preferred Stock (**15,000 shares authorized**) having specific dividend, conversion, and redemption terms[163](index=163&type=chunk)[166](index=166&type=chunk)[167](index=167&type=chunk] - Various common stock issuances occurred throughout 2020 and 2021, including for debt conversion, cash, Regulation A offering, and preferred stock conversions[145](index=145&type=chunk)[146](index=146&type=chunk)[147](index=147&type=chunk)[148](index=148&type=chunk)[149](index=149&type=chunk)[150](index=150&type=chunk)[151](index=151&type=chunk)[152](index=152&type=chunk)[154](index=154&type=chunk)[155](index=155&type=chunk)[156](index=156&type=chunk)[157](index=157&type=chunk)[158](index=158&type=chunk)[159](index=159&type=chunk)[160](index=160&type=chunk)[171](index=171&type=chunk)[173](index=173&type=chunk)[174](index=174&type=chunk] Warrant Activity | Warrant Activity | | :--- | :--- | :--- | :--- | :--- | :--- | | | Outstanding Dec 31, 2020 | Additions | Exercised | Outstanding Sep 30, 2021 | Weighted Average Exercise Price | | Warrants - Common Share Equivalents | 9,500,000 | 3,754,720 | 4,500,000 | 8,754,720 | $0.04 | - There are no outstanding stock options as of September 30, 2021[185](index=185&type=chunk] [NOTE 12 – RELATED PARTY TRANSACTIONS](index=32&type=section&id=NOTE%2012%20%E2%80%93%20RELATED%20PARTY%20TRANSACTIONS) - The company purchases parts from Billet Electronics, owned by CEO Kambiz Mahdi, with these transactions approved by the Board of Directors[186](index=186&type=chunk] - MGW Investment I Limited (MGWI) and Megawell USA Technology Investment Fund I LLC (MW I) are significant related parties involved in convertible notes and credit agreements[188](index=188&type=chunk)[190](index=190&type=chunk)[191](index=191&type=chunk] - On June 24, 2021, MGW I converted **$75,000** from the outstanding balance of their convertible note into **25,000,000 shares** of the company's common stock[192](index=192&type=chunk)[200](index=200&type=chunk] - The company transferred **$500,000** to MGWI, an affiliate of the majority stockholder, to hold in trust for two planned ventures in China[199](index=199&type=chunk] [NOTE 13 – WARRANTY LIABILITY](index=34&type=section&id=NOTE%2013%20%E2%80%93%20WARRANTY%20LIABILITY) - There was no change in the company's warranty liability for the quarter ended September 30, 2021, and for the year ended December 31, 2020[201](index=201&type=chunk] - Warranty liability is estimated based on past experiences and the estimated replacement cost of critical turbine components in units still under warranty[201](index=201&type=chunk] [NOTE 14 – NON-CONTROLLING INTEREST](index=34&type=section&id=NOTE%2014%20%E2%80%93%20NON-CONTROLLING%20INTEREST) - The company formed CETY Capital LLC (wholly owned) and established CETY Renewables Ashfield LLC (CRA) as a joint venture with Ashfield AG, where CETY Capital LLC owns a **75% interest** in Ashfield Renewables Ag Development LLC[202](index=202&type=chunk] - CRA is developing a pyrolysis plant in Ashfield, Massachusetts, to convert woody feedstock into electricity and BioChar using licensed high-temperature ablative fast pyrolysis reactor (HTAP) technology[202](index=202&type=chunk] [NOTE 15 – SUBSEQUENT EVENTS](index=34&type=section&id=NOTE%2015%20%E2%80%93%20SUBSEQUENT%20EVENTS) - On September 2, 2021, the company entered into an Equity Financing Agreement with GHS Investments LLC, issuing **1,142,459 shares** of common stock as a commitment fee, with the registration statement becoming effective on October 14, 2021[159](index=159&type=chunk)[205](index=205&type=chunk] - From October 14, 2021, through the filing date, **5,284,001 shares** of common stock were issued under the GHS registration[205](index=205&type=chunk] - On November 8, 2021, Clean Energy Technologies (H.K.) Limited acquired **100% ownership** of Leading Wave Limited, a liquid natural gas trading company in China, for **$1,500,000 cash** and potential **200,000,000 shares of Common Stock** based on milestones[31](index=31&type=chunk)[206](index=206&type=chunk] [ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS](index=36&type=section&id=ITEM%202.%20MANAGEMENT%27S%20DISCUSSION%20AND%20ANALYSIS%20OF%20FINANCIAL%20CONDITION%20AND%20RESULTS%20OF%20OPERATIONS) Management's discussion of financial condition and results, covering business segments, performance, liquidity, capital, and future financing [Description of the Company](index=36&type=section&id=Description%20of%20the%20Company) - The company specializes in renewable energy & energy efficiency systems design, manufacturing, and project implementation, having redomiciled to Nevada in April 2005[211](index=211&type=chunk] - Clean Energy HRS, LLC, a wholly-owned subsidiary, was formed after acquiring Heat Recovery Solutions assets from General Electric International in September 2015[212](index=212&type=chunk] - CETY Europe, SRL was established in Italy in 2017 as a Sales and Service Center, becoming operational in November 2018[213](index=213&type=chunk] - CETY Capital was established as a financing arm for captive renewable energy projects, and CETY Renewables Ashfield LLC was established to develop a biomass plant[214](index=214&type=chunk)[215](index=215&type=chunk] - Clean Energy Technologies (H.K.) Limited acquired **100% ownership** of Leading Wave Limited, a liquid natural gas trading company in China[215](index=215&type=chunk] - The company has **five reportable segments**: Clean Energy HRS (HRS), CETY Europe, CETY Renewables Ashfield, CETY Waste to Energy division, and the legacy engineering & manufacturing services division[216](index=216&type=chunk)[230](index=230&type=chunk] [Business Overview](index=36&type=section&id=Business%20Overview) - The company's business and operating results are directly affected by changes in overall customer demand, operational costs, and the leverage of its fixed cost and selling, general and administrative (SG&A) infrastructure[217](index=217&type=chunk] - Product sales fluctuate due to factors beyond the company's control, including general economic conditions, interest rates, government regulations, consumer spending, labor availability, and customer production rates and inventory levels[218](index=218&type=chunk] - Operating performance is dependent on managing changes in input costs (raw materials, labor, overhead) and manufacturing efficiencies (on-time delivery, quality, scrap, productivity)[220](index=220&type=chunk] - The COVID-19 pandemic is disrupting supply chains and affecting production and sales, leading to an expected negative impact on operating results, though the financial impact and duration are not yet reasonably estimable[220](index=220&type=chunk] - Clean Energy HRS designs, builds, and delivers power from wasted heat using its Clean Cycle heat generators, converting waste heat from industrial systems, engines, and waste-to-energy plants into zero-emission electricity[221](index=221&type=chunk] - CETY Renewables Ashfield LLC is developing a biomass gasification plant to convert **16,500 tons/year** of woody feedstock into electricity, BioChar, and thermal energy using a proprietary high-temperature ablative fast pyrolysis reactor (HTAP)[222](index=222&type=chunk] - CETY Europe operates as a Sales and Service Center for Clean Cycle™ Heat Recovery Solutions in Europe, providing **24/7 support**, field service, and spare parts for **65 commissioned installations**, and identifying unmet market needs[224](index=224&type=chunk] - The Engineering and Manufacturing division, while not a core focus, provides contract electronic manufacturing services to legacy customers and in-house support for Clean Cycle electronics, helping offset overhead[225](index=225&type=chunk] [Summary of Operating Results](index=38&type=section&id=Summary%20of%20Operating%20Results) - The company continues to face going concern doubts due to a total stockholder's deficit of **$2,357,537**, a working capital deficit of **$3,447,804**, and an accumulated deficit of **$16,812,704** as of September 30, 2021[227](index=227&type=chunk] Financial Performance (Three Months Ended September 30): | Metric | 2021 | 2020 | Change | | :--- | :--- | :--- | :----- | | Net Loss | $(17,012) | $(518,889) | Improved | | Revenue | $575,545 | $215,318 | +167.2% | | Gross Margin | 52% | 48% | +4 p.p. | | Operating Expense | $578,809 | $502,651 | +15.1% | | Loss from Operations | $(277,664) | $(399,621) | Improved | Financial Performance (Nine Months Ended September 30): | Metric | 2021 | 2020 | Change | | :--- | :--- | :--- | :----- | | Net Profit / (Loss) | $819,719 | $(1,055,970) | Improved | | Revenue | $866,703 | $1,230,131 | -29.5% | | Gross Margin | 60% | 55% | +5 p.p. | | Operating Expense | $1,660,015 | $1,470,403 | +12.9% | | Loss from Operations | $(1,140,334) | $(789,167) | Worsened | Segment Revenue (Nine Months Ended September 30): | Segment | 2021 | 2020 | Change | | :--- | :--- | :--- | :----- | | Engineering and Manufacturing | $91,263 | $361,697 | -74.7% | | HRS | $602,207 | $823,928 | -26.9% | | CETY Europe | $173,234 | $44,506 | +289.2% | Segment Gross Profit (Nine Months Ended September 30): | Segment | 2021 | 2020 | Change | | :--- | :--- | :--- | :----- | | Engineering and Manufacturing | $72,854 | $124,790 | -41.6% | | HRS | $312,118 | $518,695 | -39.8% | | CETY Europe | $134,712 | $37,481 | +259.4% | - The decrease in HRS revenue and gross profit was primarily due to no revenue in the first quarter of 2021, coupled with supply chain delays and higher material costs[235](index=235&type=chunk] - A significant gain on derivative liability of **$1,734,624** for the nine months ended September 30, 2021 (compared to **$208,195** in 2020), was a primary driver for the reported net profit[254](index=254&type=chunk)[258](index=258&type=chunk] - Gain on debt settlement increased to **$828,666** for the nine months ended September 30, 2021, from **$431,698** in the same period of 2020[255](index=255&type=chunk] - Interest and finance fees decreased to **$603,240** for the nine months ended September 30, 2021, from **$906,696** in the same period of 2020[257](index=257&type=chunk] [Liquidity and Capital Resources](index=41&type=section&id=Liquidity%20and%20Capital%20Resources) Cash Flows Summary (Nine Months Ended September 30): | Metric | 2021 | 2020 | | :--- | :--- | :--- | | Net Cash provided / (Used) In Operating Activities | $(1,964,231) | $(986,361) | | Cash Flows Used In Investing Activities | - | - | | Cash Flows Provided / (used) By Financing Activities | $3,104,503 | $1,006,585 | | **Net (Decrease) Increase in Cash and Cash Equivalents** | **$1,140,272** | **$20,224** | - The company completed public and private financing totaling **$2,570,000** in February and March 2021, with plans to utilize up to **$2,000,000** for two joint ventures or direct investments in the China market (engineering and natural gas)[260](index=260&type=chunk] - A total of **$1,500,000** was transferred for these China ventures and is included in the cash balance in the custodial account[260](index=260&type=chunk] - The company will continue to rely on equity sales of its common shares to fund business operations, which will result in dilution to existing stockholders[264](index=264&type=chunk] - There are no significant off-balance sheet arrangements that have or are reasonably likely to have a material effect on the company's financial condition or results of operations[265](index=265&type=chunk] [Critical Accounting Policies](index=41&type=section&id=Critical%20Accounting%20Policies) - Financial statements are prepared in accordance with United States generally accepted accounting principles (US GAAP), requiring management to make estimates and assumptions that may differ from actual financial results[262](index=262&type=chunk)[263](index=263&type=chunk] - Management regularly evaluates accounting policies and estimates, basing them on historical experience, information from third-party professionals, and other reasonable assumptions[263](index=263&type=chunk] [Future Financing](index=41&type=section&id=Future%20Financing) - The company will continue to rely on equity sales of its common shares to fund business operations, which will result in dilution to existing stockholders[264](index=264&type=chunk] - There is no assurance that the company will achieve additional sales of equity securities or arrange for debt or other financing to fund planned acquisitions and exploration activities[264](index=264&type=chunk] [Off-Balance Sheet Arrangements](index=41&type=section&id=Off-Balance%20Sheet%20Arrangements) - The company has no significant off-balance sheet arrangements that have or are reasonably likely to have a current or future material effect on its financial condition, revenues, expenses, results of operations, liquidity, capital expenditures, or capital resources[265](index=265&type=chunk] [Recently Issued Accounting Pronouncements](index=42&type=section&id=Recently%20Issued%20Accounting%20Pronouncements) - The company believes that the impact of recently issued accounting standards not yet effective will not have a material impact on its consolidated financial position or results of operations upon adoption[267](index=267&type=chunk] [ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK](index=42&type=section&id=ITEM%203.%20QUANTITATIVE%20AND%20QUALITATIVE%20DISCLOSURES%20ABOUT%20MARKET%20RISK) As a smaller reporting company, the company is exempt from quantitative and qualitative disclosures about market risk - The company is a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and is therefore not required to provide quantitative and qualitative disclosures about market risk[268](index=268&type=chunk] [ITEM 4. CONTROLS AND PROCEDURES](index=42&type=section&id=ITEM%204.%20CONTROLS%20AND%20PROCEDURES) Disclosure controls were ineffective due to the absence of independent board members and an audit committee financial expert - Disclosure controls and procedures were not effective as of September 30, 2021, due to the Board of Directors not currently having any independent members and no director qualifying as an audit committee financial expert[269](index=269&type=chunk] - There have been no significant changes in the company's internal control over financial reporting subsequent to the date of the last evaluation[270](index=270&type=chunk] [PART II. OTHER INFORMATION](index=42&type=section&id=PART%20II.%20OTHER%20INFORMATION) [ITEM 1. LEGAL PROCEEDINGS](index=42&type=section&id=ITEM%201.%20LEGAL%20PROCEEDINGS) The company is not involved in legal proceedings expected to materially affect its financial position or operations - The company is not presently involved in any legal proceedings which, in the opinion of management, are likely to have a material adverse effect on its consolidated financial position or results of operations[271](index=271&type=chunk] [ITEM 1A. RISK FACTORS](index=42&type=section&id=ITEM%201A.%20RISK%20FACTORS) No material changes to risk factors have occurred since the Annual Report on Form 10-K for December 31, 2020 - There have been no material changes in the company's risk factors from those previously disclosed in its Annual Report on Form 10-K for the year ended December 31, 2020[272](index=272&type=chunk] [ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS](index=42&type=section&id=ITEM%202.%20UNREGISTERED%20SALES%20OF%20EQUITY%20SECURITIES%20AND%20USE%20OF%20PROCEEDS) Details unregistered sales of equity securities, including common stock and warrants, issued through private sales and conversions - Various unregistered sales of common stock and warrants occurred from 2019 to September 2021, including issuances for private sales, debt conversions, and preferred stock conversions[273](index=273&type=chunk)[275](index=275&type=chunk)[276](index=276&type=chunk)[277](index=277&type=chunk)[278](index=278&type=chunk)[279](index=279&type=chunk)[280](index=280&type=chunk)[281](index=281&type=chunk)[282](index=282&type=chunk)[283](index=283&type=chunk] - These securities were issued pursuant to Section 4(2) of the Securities Act and/or Rule 506, with holders representing their intention to acquire the securities for investment only and not with a view towards distribution[284](index=284&type=chunk] [ITEM 3. DEFAULTS UPON SENIOR SECURITIES](index=43&type=section&id=ITEM%203.%20DEFAULTS%20UPON%20SENIOR%20SECURITIES) The company is in default on a $1,200,000 payment to General Electric and on $187,285 in notes payable - The company is currently in default on a **$1,200,000** payment of the purchase price pursuant to its asset purchase agreement with General Electric International, citing a combination of inability to raise sufficient capital and a belief in entitlement to a purchase price reduction[285](index=285&type=chunk] - The company is also in default on **$187,285** in payments of principal and interest on its notes payable to Cybernaut Zfounder Ventures[287](index=287&type=chunk] [ITEM 4. MINE SAFETY DISCLOSURES](index=45&type=section&id=ITEM%204.%20MINE%20SAFETY%20DISCLOSURES) This item is not applicable to the company - This item is not applicable to the company[288](index=288&type=chunk] [ITEM 5. OTHER INFORMATION](index=45&type=section&id=ITEM%205.%20OTHER%20INFORMATION) No other material information is disclosed under this item - No other information is disclosed under this item[289](index=289&type=chunk] [ITEM 6. EXHIBITS](index=45&type=section&id=ITEM%206.%20EXHIBITS) Lists exhibits filed with the quarterly report, including certifications from executive officers and XBRL documents Exhibits Filed | NUMBER | DESCRIPTION | | :--- | :--- | | 31.01 | Certification of Principal Executive Officer Pursuant to Rule 13a-14 | | 31.02 | Certification of Principal Financial Officer Pursuant to Rule 13a-14 | | 32.01 | Certification of CEO Pursuant to Section 906 of the Sarbanes-Oxley Act | | 32.02 | Certification of CFO Pursuant to Section 906 of the Sarbanes-Oxley Act | | 101.INS* | XBRL Instance Document | | 101.SCH* | XBRL Taxonomy Extension Schema Document | | 101.CAL* | XBRL Taxonomy Extension Calculation Linkbase Document | | 101.LAB* | XBRL Taxonomy Extension Labels Linkbase Document | | 101.PRE* | XBRL Taxonomy Extension Presentation Linkbase Document | | 101.DEF* | XBRL Taxonomy Extension Definition Linkbase Document | [SIGNATURES](index=46&type=section&id=SIGNATURES) - The report was signed by Kambiz Mahdi, Chief Executive Officer, and Calvin Pang, Chief Financial Officer, on November 16, 2021[294](index=294&type=chunk] ```