NEWSTREAM ENERGY TECHNOLOGIES GROUP, INC. FORWARD-LOOKING STATEMENTS AND FACTORS THAT MAY AFFECT FUTURE RESULTS
This Annual Report on Form 10-K contains forward-looking statements (as referenced in Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934) 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 Annual Report on Form 10-K and are not guarantees of future performance or actual results.
Overview
Over the past decade,
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
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
Our third process, called
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
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
Pristine-M. Testing of the Pristine M process on
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 company has booked a payable to
the University of Wyoming of $1,000,000 and it will be part of a
co-share use of the Kiln going forward. 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 Q3, 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 Q3, 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 April 2023 .
Employees
As of
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
The following information should be read in conjunction with the financial
statements and notes appearing elsewhere in this Report. We have generated
limited revenues from inception to date. We anticipate that we may not receive
any significant revenues from operations until we begin to receive royalty
revenues from our coal testing plant which we estimate will be approximately 12
months after the successful signing of a commercial agreement anticipated in
quarter three of fiscal 2023. We are also in preliminary discussions with
companies, business groups, consortiums in the
For the Years Ended
We had no direct revenues for the years ended
Operating Expenses
Our operating expenses for the year ended
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Table of Contents Other Income and Expenses
Total other expenses for the year ended
Net Income/Loss
For the year ended
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.
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 converted or convertible to common stock and the receipt of
During the years ended
Net Cash Provided By Investing Activities.
We had no cash flows from investing activities in 2022 and 2021.
Net Cash Provided by Financing Activities.
Net cash provided by financing activities during the years ended
Cash Position and Outstanding Indebtedness.
Our total indebtedness at
Employees
As of
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On
The terms of the agreements described above were negotiated by and between the individuals and our Board of Directors based on the qualifications and requirements of each individual and the needs of the company.
Contractual Obligations and Commitments
We secured a permanent location in
We lease office space in
Our engineering consultants has tentatively estimated construction costs for
each one million short ton coal complete cleaning facility of approximately
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.
In
Construction of the coal testing plant was completed in 2015 and testing
commenced in
Based on our current operational costs and including the capital requirements
for our project deployments, we estimate that we will need a total of
approximately
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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