FORWARD-LOOKING STATEMENTS AND FACTORS THAT MAY AFFECT FUTURE RESULTS

This Quarterly Report on Form 10-Q contains forward-looking statements that involve risks and uncertainties, as well as assumptions that, if they do not materialize or prove correct, could cause our results to differ materially from those expressed or implied by such forward-looking statements. All statements other than statements of historical fact are statements that could be deemed forward-looking statements, including, but not limited to, statements concerning: our plans, strategies and objectives for future operations; new products or developments; future economic conditions, performance or outlook; the outcome of contingencies; expected cash flows or capital expenditures; our beliefs or expectations; activities, events or developments that we intend, expect, project, believe or anticipate will or may occur in the future; and assumptions underlying any of the foregoing. Forward-looking statements may be identified by their use of forward-looking terminology, such as "believes," "expects," "may," "should," "would," "will," "intends," "plans," "estimates," "anticipates," "projects" and similar words or expressions. You should not place undue reliance on these forward-looking statements, which reflect our management's opinions only as of the date of the filing of this Quarterly Report on Form 10-Q and are not guarantees of future performance or actual results





Overview


Over the past decade, Clean Coal Technologies, Inc. has developed processes that address what we believe are the key technology priorities of the global coal industry. We currently have three processes in our intellectual property portfolio:

The original process, called Pristine, is designed to remove moisture and volatile matter, rendering a high-efficiency, cleaner thermal coal. The process has been tested successfully on bituminous and subbituminous coals, and lignite from various parts of the United States and from numerous countries around the world.

Our second process, called Pristine-M, is a low-cost coal dehydration technology. In tests, this process has succeeded in drying coal economically and stabilizing it using volatile matter released by the feed coal. Construction of our coal testing plant was completed in December 2015 and was successfully tested through April 2016 at AES Coal Power Utility in Oklahoma. Additional tests commenced and were completed in the fourth quarter of 2017. This test facility has been moved from AES to Wyoming where reassembly has commenced and testing of international coal is expected upon completion of the reassembly. Changes identified to the process by the University of Wyoming and our EPC contractors will be included in the reassembly and it is expected to provide a higher quality end product with a lower capital cost for a commercial unit. The reassembly was originally delayed due to the pandemic but has been more recently delayed as the company restructures its balance sheet and secures the necessary funding to complete the reassembly. This is expected to be completed no later than Q1 2023.

Our third process, called Pristine-SA, is designed to eliminate 100% of the volatile matter in the feed coal and to achieve stable combustion by co-firing it with biomass or natural gas. The process is expected to produce a cleaner fuel that eliminates the need for emissions scrubbers and the corollary production of toxic coal ash. We anticipate that treated coal that is co-fired with other energy resources will burn as clean as natural gas.

Anticipated Benefits of the Technology:





  • Reduction of
    undesired
    emissions and
    greenhouse
    gases through
    the removal of
    compounds that
    are not
    required for
    combustion in
    conventional
    boilers.




  • Cost savings and
    environmental impact
    reduction. Our
    pre-combustion
    solution is expected
    to be significantly
    less expensive than
    post-combustion
    solutions such as
    emissions
    scrubbers. Not only
    are the latter
    prohibitively
    expensive, they
    produce coal ash
    containing the
    "scrubbed" compounds,
    which is dumped in
    toxic waste disposal
    sites where it may
    pose continuing
    environmental
    risk. Coal treated
    using our processes
    may eliminate the
    need for
    post-combustion
    emissions scrubbers
    and the resulting
    toxic ash. By
    beneficiating the
    coal it requires less
    coal to be consumed
    to achieve the same
    energy output. This
    will save on
    transportation and
    handling costs.




  • Potential use of
    compounds removed
    from treated
    coal. Volatile
    matter captured
    in the Pristine
    process is
    removed in the
    form of
    hydrocarbon
    liquids that we
    believe will be
    easily blended
    with crude oil or
    used as feedstock
    for various
    products. For
    example, sulfur,
    which can be
    removed using the
    Pristine process,
    is a basic
    feedstock for
    fertilizer. The
    harvesting of
    hydrocarbon
    liquids from
    abundant, cheaper
    coal is a
    potentially
    lucrative side
    benefit of our
    processes. All
    coal by-products
    including Rare
    Earth Minerals
    extraction will
    be tested in the
    second-generation
    facility.




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Successful testing of the Pristine M process resulted in an increase in BTU of the processed coal and a reduction in moisture content making it less expensive to transport (as moisture has been removed) with the end product being a dust free stabilized enhanced coal which we believe will address the issue of coal dust pollution during transportation.





  • Energy
    Independence. To
    the extent that
    volatile matter
    is removed from
    coal, coal's use
    as an energy
    resource is
    greatly
    improved,
    enabling the
    United States
    and other
    coal-rich
    countries to
    move towards
    energy
    independence
    owing to coal's
    greater
    abundance.
    Extraction of
    by-products
    including Rare
    Earth Minerals
    is also expected
    to provide coal
    derivative
    product
    independence.




Development Status:


Pristine process. Pristine process successfully lab tested on small scale and through advanced computer modeling. As at November, 2020, various aspects of the Pristine process were successfully tested at our test facility at the AES coal Power plant in Oklahoma as part of the overall testing of Pristine M. The second-generation facility in Wyoming is expected to perform a more detailed testing of the Pristine process. The build out and delivery of the Rotary Kiln will enable the test facility to reach significantly higher temperatures to test with more accuracy the Pristine process.

Pristine-M. Testing of the Pristine M process on Powder River Basin coal at the AES facility in Oklahoma was completed in December 2017. The Pristine M process was successfully tested and the process, engineering and science were independently proven. The test facility was moved from the AES location to Wyoming where reassembly commenced in Q4 2019 and testing of international coal is expected upon completion of reassembly. The reassembly was originally delayed due to the pandemic but has been more recently delayed as the company restructures its balance sheet and secures the necessary funding to complete the reassembly. This is expected to be completed no later than Q1 2023. Over several months in 2018 and early 2019 the University of Wyoming independently validated the Pristine M process in their laboratory. By coating the exterior of the coal during the stabilization period with heavy hydrocarbons the process produces dust free stabilized coal for transportation.

Pristine-SA process. Pristine SA process analysis is at a very early stage.
Further research and development is expected using the test facility at its
permanent location in Wyoming. The introduction of the Rotary Kiln and the
higher temperatures it can achieve will enable a more accurate testing protocol
for this process.



Business Outlook



  • Wyoming New
    Power, a
    related party
    company, has
    agreed to sign
    a two million
    ton per annum
    license
    agreement to
    use Pristine M
    at a location
    in Wyoming.
    They have paid
    a
    non-refundable
    $100,000
    deposit on the
    license
    agreement. The
    definitive
    license
    agreement is
    expected to be
    signed
    following the
    receipt of
    commercial
    design which
    will
    incorporate the
    suggested
    changes
    proposed by the
    University of
    Wyoming and our
    EPC contractor.
    Wyoming New
    Power is a
    Related Party
    because it is
    controlled by a
    party that also
    controls the
    entity, which
    is the major
    lender and
    significant
    stockholder of
    the Company.




  • Jindal Steel &
    Power is expected
    to send though
    their coal for
    sampling
    immediately
    following the
    plants
    re-assembly. The
    bespoke
    commercial
    facility design
    is expected after
    the testing. In
    Q2, 2019 the
    Company signed a
    non binding MOU
    with Universitas
    Indonesia in a
    combined effort
    to assess the
    impact of our
    technology on
    Indonesian Coal
    both from a coal
    beneficiation
    perspective and
    also coal
    by-products. The
    second-generation
    test facility
    will have the
    capability of
    producing Char.
    There is local
    Wyoming demand
    for this product
    that the company
    expects to sell.




  • The Company
    entered into a
    partnership
    with the
    University of
    Wyoming with
    the sole focus
    of using our
    suite of
    technologies to
    increase the
    use of and
    value of
    Wyoming Powder
    River Basin
    coal. Primary
    focus is on
    utilizing our
    technology to
    extract
    valuable
    derivative
    products from
    coal. Changes
    to the process
    have been
    identified by
    the University
    and the company
    EPC engineers
    and will be
    incorporated in
    the reassembly
    of the facility
    in Wyoming. The
    University
    confirmed in
    Q2, 2019 that
    they had
    successfully
    validated the
    Pristine M
    process in
    their
    laboratory and
    as a result
    entered into an
    agreement with
    the Company.
    The agreement
    between the
    University and
    the Company is
    for the
    reassembly of
    the second
    generation test
    facility. The
    University will
    advance to the
    EPC contractor
    on a two to one
    basis. As of
    the date of
    this filing the
    University has
    advanced a
    total of
    approx.
    $1,300,000
    directly to the
    manufacturer of
    the Rotary
    Kiln. The kiln
    and all its
    relevant
    control panels
    was delivered
    to our site at
    Gillette,
    Wyoming in June
    2020.




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  • The Company has
    been engaged with
    AusTrade (The
    Australian Trade
    and Investment
    Commission) and
    through that
    relationship has
    partnered with
    three separate
    universities in
    Australia. Like
    the University of
    Wyoming these
    Universities have
    a focus on their
    local coal both
    from a
    beneficiation
    perspective and
    also extracting
    derivative by
    products from
    coal using our
    technology. The
    Company received
    full Australian
    patents in Q2,
    2019 so the
    company plans to
    move forward with
    this relationship
    in Q1, 2023
    following the
    assembly of the
    second-generation
    test facility.




  • The Company
    continues in
    discussions
    with the
    Minister for
    Coal in India
    and a number of
    the Energy
    governmental
    bodies in
    India. Coal
    samples are
    expected to be
    sent for
    testing once
    the Second
    Generation Test
    Facility is
    assembled which
    is expected in
    Q1, 2023 but
    subject to
    potential
    delays due to
    the current
    pandemic.




  • Meetings
    occurred in Q2,
    2019 with the
    US DOE, DOD and
    Wyoming State
    Representatives
    to further our
    technology to
    benefit US
    coal. These
    discussions
    continue
    through
    November 2022
    in light of the
    recent coal
    mining
    bankruptcies in
    Wyoming.




Employees


As of September 30, 2022, we had two full-time executives. President and CEO Robin Eves, Chief Operations Officer and Aiden Neary, Chief Financial Officer have written employment agreements. Messrs. Eves and Neary received no compensation for their participation on the Board of Directors.

Factors Affecting Results of Operations

Our operating expenses include the following:





? Consulting
  expenses, which
  consist
  primarily of
  amounts paid for
  technology
  development and
  design and
  engineering
  services;




? General and
  administrative
  expenses, which
  consist
  primarily of
  salaries,
  commissions and
  related benefits
  paid to our
  employees, as
  well as office
  and travel
  expenses;




? Research and
  development
  expenses, which
  consist
  primarily of
  equipment and
  materials used
  in the
  development and
  testing of our
  technology; and




? Legal and
  professional
  expenses, which
  consist
  primarily of
  amounts paid for
  patent
  protections,
  audit,
  disclosure, and
  reporting
  services.




Results of Operations


We had no direct revenues for the nine months ended September 30, 2022 or 2021. In 2017, we received $100,000 as a non-refundable deposit on a two million ton license agreement from Wyoming New Power, a related party. The definitive license agreement is expected to be completed in 2021 following the assembly of the second generation test facility. In the year ended December 31, 2012, we received an initial license fee of $375,000 from Jindal paid pursuant to the signing of our coal testing plant construction contract. The balance of $375,000 will be due upon the successful testing of Jindal coal in our second generation test facility in Wyoming. We do not anticipate any significant royalty fees for approximately 12-18 months thereafter.


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For the Three Months Ended September 30, 2022 and September 30, 2021





Revenues


We have generated no revenues for the three months ended September 30, 2022 and 2021.





Operating Expenses



Our operating expenses for the three months ended September 30, 2022 totaled $295,947, compared to $281,241 for the three month period in 2021. The primary component of the operating expenses for the three months ended September 30, 2022 and 2021 was general and administrative expenses, recognizing $292,947, compared to $277,954 for the three months ended September 30, 2021.





Other Income and Expenses


During the three months ended September 30, 2022, we recognized total other expense of $381,361 compared to total other expense of $792,237 for the three months ended September 30, 2021. The $410,876 decrease is mainly due to a $ 332,578 decrease in the fair value of convertible note options and a $78,298 decrease in interest expense compared to the 2021 period.





Net Income/Loss


For the three months ended September 30, 2022, we had net loss of $677,308, compared to a net loss of $1,073,478 for the three months ended September 30, 2021. The $396,170 decrease in net loss is mainly due to the $410,876 decrease in other expense, offset by the $14,706 increase in operating expenses, as discussed above.

For the Nine months ended September 30, 2022 and 2021





Revenues


We have generated no revenues for the nine months ended September 30, 2022 and 2021.





Operating Expenses



Our operating expenses for the nine months ended September 30, 2022 totaled $919,985 compared to $904,530 for the nine month period ended September 30, 2021. The primary component of the operating expenses for the nine months ended September 30, 2022 was general and administrative expenses, recognizing $910,400, compared to $894,651 for the nine months ended September 30, 2021. Research and development expenses decreased $294 during the nine months ended September 30, 2022 to $9,585, compared to $9,879 during the nine months ended September 30 2021.





Other Income and Expenses



During the nine months ended September 30, 2022, we recognized total other expense of $1,197,705, compared to $1,842,543 for the nine months ended September 30, 2021. Most of the $644,838 decrease is due to a $490,180 decrease in interest expense during the nine months ended September 30, 2022 due to lower amortization of debt discounts on convertible notes payable compared to the nine months ended September 30, 2021. Additionally, the loss on change in fair value of share settled debt decreased $156,643 during the nine months ended September 30, 2022, compared to the prior period. The Company also recognized a $2,585 gain on settlement of convertible notes payable and $600 in debt conversion and extension fees during the nine months ended September 30, 2021, there were no such expenses in 2022.





Net Income/Loss


For the nine months ended September 30, 2022, we had net loss of $2,117,690, compared to a net loss of $2,747,073 for the nine months ended September 30, 2021. The $629,383 decrease in net loss is mainly due to the $644,838 decrease in other expenses, partially offset by a $15,455 increase in loss from operations, as discussed above.

We anticipate losses from operations will increase during the next twelve months due to anticipated increased payroll expenses as we add necessary staff and increases in legal and accounting expenses associated with maintaining a reporting company. We expect that we will continue to have net losses from operations for several years until revenues from operating facilities become sufficient to offset operating expenses, unless we are successful in the sale of licenses for our technology.





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Liquidity and Capital Resources

We have generated minimal revenues since inception. We have obtained cash for operating expenses through advances and/or loans from affiliates and stockholders, the sale of common stock, the issuance of loans and convertible debentures

Net Cash Used in Operating Activities. Our primary source of operating cash during the nine months ended September 30, 2022 was borrowings on related party debt, third party debt and convertible debt. Our primary uses of funds in operations were the completion of the construction of the test facility including the testing of the plant, the payment of professional and consulting fees and general operating expenses.

Net cash used in operating activities was $418,843 for the nine months ended September 30, 2022, compared to $492,940 for the same period in 2021. The $74,097 decrease is mainly a result of a $629,383 decrease in net loss during the nine months ended September 30, 2022 compared to the 2021 period, as well as a $153,408 net increase in the payments of right to use assets, accounts payable and accrued expenses during the nine months ended September 30, 2022 compared to the 2021 period. These decrease in net loss and decreases in the net changes of operating liabilities are partially offset by a $708,694 decrease in non-cash expense adjustments such as debt discount amortization, lease asset amortization, loan extension fees and changes in fair value of share-settled debt.

Net Cash Used In Investing Activities. There were no investing activities during the nine months ended September 30, 2022 or 2021.

Net Cash Provided by Financing Activities. Net cash provided by financing activities during the nine months ended September 30, 2022 totaled $418,866, compared to $490,170 during the nine months ended September 30, 2021. During the nine months ended September 30, 2022 and 2021, we received $428,866 and $471,570 from the issuance of notes payable to a related party, and $0 and $18,600 from the issuance of convertible notes payable to a related party, respectively. We repaid $10,000 and $0 in related party debt during the nine months ended September 30, 2022 and 2021, respectively.

Cash Position and Outstanding Indebtedness

At September 30, 2022, we had $20,785 in total assets, consisting of $1,785 in cash and $19,000 in right to use ground lease. We had $30,342,860 in liabilities at September 30, 2022 which consist of $30,294,570 in current liabilities and $48,290 in long-term liabilities. Current liabilities consist primarily of accounts payable, accrued liabilities, short-term convertible and non-convertible debt and related party convertible and non-convertible debt.

At December 31, 2021, we had total assets of $29,762, consisting of cash of $1,762 and right to use ground lease of $28,000, We had $28,577,028 in liabilities at September 30, 2022, which consisted of $28,483,101 in current liabilities and $93,927 in long-term liabilities. Current liabilities consist primarily of accounts payable, accrued liabilities, short-term convertible and non-convertible debt and related party convertible and non-convertible debt.

Our working capital deficit at September 30, 2022 and December 31, 2021 was $30,292,785 and $28,481,339, respectively.

Contractual Obligations and Commitments

We secured a permanent location in Gillette, Wyoming for our test facility. The term of the lease is three years and calls for rent of $36,000, prepaid. In April, 2021 the company signed and executed an extension to the lease for the site at Fort Union, Wyoming for an additional three years to April 30, 2024. The rent of $36,000 was paid in advance by the company in April, 2021.

We lease office space in New York, NY on a month to month basis, at a monthly rate of $200 per month.

Our engineering consultants has tentatively estimated construction costs for each one million short ton coal complete cleaning facility of approximately $250 million (excluding land costs) or costs and for a similar size Pristine-M-only facility of approximately $30-35 million (excluding land costs). All intellectual property rights associated with new art developed by our engineering consultants remain our property.

We are also actively pursuing technology license and royalty agreements in order to begin construction of other facilities without incurring the capital costs associated with the construction of future plants.


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In November 2015, we entered into a month to month agreement with South of the Rose communication to manage our Investor Relations needs and manage social media requirements.

Construction of the coal testing plant was completed in 2015 and testing commenced in December 2015 at the AES Coal Power Utility in Oklahoma. As of September 30, 2022, we have paid $11,244,224 in development costs. The facility was moved to Wyoming in the first quarter of 2019. We anticipate that there will be an additional cost of approximately $4.5 million to acquire the additional parts for the second generation test facility and for its assembly.

Based on our current operational costs and including the capital requirements for our project deployments, we estimate we will need a total of approximately $5,500,000 to fund the Company for the fiscal year 2022 for plant re-assembly and operating costs and an additional $4,000,000 to continue for the following fiscal year (2023) or until an initial commercial plant is up and running.

Off-Balance Sheet Arrangements

We have not and do not have any relationships with unconsolidated entities or financial partnerships, such as entities often referred to as structured finance or special purpose entities, which would have been established for the purpose of establishing off-balance sheet arrangements or other contractually narrow or limited purposes. Therefore, we do not believe we are exposed to any financing, liquidity, market or credit risk that could arise if we had engaged in such relationships.







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