U.S. SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM ~~10-Q [X]~~10-Q/A

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2010 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the ~~transition~~quarterly period ~~from __________ to __________~~ ended August 31, 2021

☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT OF 1934

Commission file ~~number: 333-118138 Quantum Energy, Inc. ------------------------------------------------------ (Exact~~number 333-225892

Quantum Energy, Inc.

(Exact name of registrant as specified in its charter)

Nevada	98-0428608
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

3805 Rockbottom North Las Vegas, NV	89030
(Address of principal executive offices)	(Zip Code)

Registrant's telephone number, including area code: 702-323-6455

Securitiesregisteredpursuant to Section12(b) of ~~registrant as specified in its charter) Nevada 98-0428608 ------------------------ ------------------------ (State~~theAct:

TitleofEachClass	TradingSymbol	Name of EachExchange onWhichRegistered
Common stock, $0.001 Par Value	QEGY	OTC.PK

Securitiesregisteredpursuant to Section12(g) of incorporation) (I.R.S. Employer ID No.) 7250 N.W. Expressway, Oklahoma City, OK 73132 --------------------------------------------------------- (Address of principal executive offices)(Zip Code) Issuer's telephone number, including area code: (405) 728-3800 theAct:
None

Indicate by check mark whether the ~~registrant~~issuer (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding ~~twelve~~12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically on its corporate Website, if any, every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit filed). Yes ~~[X]~~☒ 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" and~~filer," "smaller reporting company," and "emerging growth company") in Rule 12b-2 of the Exchange Act. ~~Large accelerated filer [ ] Accelerated filer [ ] Non-accelerated filer [ ]~~

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☐
Smaller reporting company	☒	Emerging growth company	☒

If an emerging growth company, ~~[X]~~ indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ~~[X]~~ ☐ No ~~[ ] As~~ ☒

The number of ~~January 13, 2011, there were 47,000~~ shares of ~~the registrant's~~issuer’s common stock, ~~outstanding.~~ FORWARD-LOOKING STATEMENTS This document contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact are "forward-looking statements" for purposes of federal and state securities laws, including, but not limited to, any projections of earnings, revenue or other financial items; any statements of the plans, strategies and objections of management for future operations; any statements concerning proposed new services or developments; any statements regarding future economic conditions or performance; any statements or belief; and any statements of assumptions underlying any of the foregoing. Forward-looking statements may include the words "may", "could", "estimate", "intend", "continue", "believe", "expect" or "anticipate" or other similar words. These forward-looking statements present our estimates and assumptions onlypar value $0.001 per share, outstanding as of August 31, 2021 was approximately 49,491,498.

Contents

PART I - FINANCIAL INFORMATION	3

ITEM 1. FINANCIAL STATEMENTS	3

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS AND PLAN OF OPERATION.	15

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	19

ITEM 4. CONTROLS AND PROCEDURES	19

PART II - OTHER INFORMATION	20

ITEM 1. LEGAL PROCEEDINGS.	20

ITEM 1A. RISK FACTORS.	20

ITEM 2. RECENT SALES OF UNREGISTERED SECURITIES.	20

ITEM 3. DEFAULTS UPON SENIOR SECURITIES.	21

ITEM 4. MINE SAFETY DISCLOSURES.	21

ITEM 5. OTHER INFORMATION.	21

ITEM 6. EXHIBITS.	21

Explanatory Note: This amendment is being filed solely for the ~~date~~purpose of ~~this report. Accordingly, readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of~~including the dates on which they are made. We do not undertake to update forward- looking statements to reflect the impact of circumstances or events that arise after the dates they are made. You should, however, consult further disclosures we make in future filings of our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K. Although we believe that the expectations reflected in any of our forward-looking statements are reasonable, actual results could differ materially from those projected or assumed in any of our forward-looking statements. Our future financial condition and results of operations, as well as any forward-looking statements, are subject to change and inherent risks and uncertainties. XBRL Exhibits.

	August 31,			February 28,
	2021			2021
	(Restated)			(Restated)

ASSETS
Current Assets
Cash	$	4,875,889		$	1,969,508
Stock Buyback Account		90,296			—
Work in Progress		179,336			—

Total Current Assets		5,145,521			1,969,508

Deposits - Related Party		7,530,000			1,200,000

Total Assets	$	12,675,521		$	3,169,508


LIABILITIES AND STOCKHOLDERS' DEFICIT

Current Liabilities
Accounts Payable and Accrued Expenses	$	136,522		$	220,140
Accounts Payable and Accrued Expenses - Related Parties		326,889			305,170
Common Stock Payable - for Contracts/Agreements		670,000			1,500,000
Common Stock Payable - Deposits Received on Subscription Agreements		23,104,795			9,128,104
Convertible Note Payable		—			67,500
Derivative Liability		—			116,399
Promissory Notes Payable		76,305			76,305
Promissory Notes Payable - Related Parties		106,015			106,015

Total Current Liabilities		24,420,526			11,519,633

Total Liabilities		24,420,526			11,519,633

Stockholders' Deficit
Common Stock - $0.001 Par; 495,000,000 Shares Authorized, 49,491,485 and 48,491,485 Issued and Outstanding, Respectively		49,491			48,491
Additional Paid-In-Capital		11,129,944			11,449,681
Accumulated Deficit		(22,923,473	)		(19,848,297	)
Treasury Stock - 967,567 Shares at Par $0.001		(967	)		—

Total Stockholders' Deficit		(11,745,005	)		(8,350,125	)

Total Liabilities and Stockholders' Deficit	$	12,675,521		$	3,169,508

The factors impacting these risks and uncertainties include, but are not limited to: o inability to raise additional financing for working capital and product development; o inability to fulfill and plan an event for an organization; o deterioration in general or regional economic, market and political conditions; o the fact that our accounting policies and methods are fundamental to how we report our financial condition and results of operations, and they may require management to make estimates about matters that are inherently uncertain; o adverse state or federal legislation or regulation that increases the costs of compliance, or adverse findings by a regulator with respect to existing operations; 2 o changes in U.S. GAAP or in the legal, regulatory and legislative environments in the markets in which we operate; o inability to efficiently manage our operations; o inability to achieve future operating results; o our ability to recruit and hire key employees; o the inability of management to effectively implement our strategies and business plans; and o the other risks and uncertainties detailed in this report. In this form 10-Q references to "Your Event", "the Company", "we", "us", and "our" refer to Your Event, Inc. AVAILABLE INFORMATION We file annual, quarterly and special reports and other information with the SEC. You can read these SEC filings and reports over the Internet at the SEC's website at www.sec.gov. You can also obtain copies of the documents at prescribed rates by writing to the Public Reference Section of the SEC at 100 F Street, NE, Washington, DC 20549 on official business days between the hours of 10:00 am and 3:00 pm. Please call the SEC at (800) SEC-0330 for further information on the operations of the public reference facilities. We will provide a copy of our annual report to security holders, including audited financial statements, at no charge upon receipt to of a written request to us at Quantum Energy, Inc., 7250 N.W. Expressway, Oklahoma City, OK 73132. 3 ~~QUANTUM ENERGY INC. Balance Sheets (Stated in US Dollars)~~

~~The accompanying~~accompany notes are an integral part of these financial ~~statements 4~~ ~~QUANTUM ENERGY INC. Statements of Operations (Stated in US Dollars) (Unaudited)~~ statements.

Three Months Ended Nine Months Ended November 30, November 30, 2010 2009 2010 2009 ------------- ------------- ------------- ------------- ~~Net oil and gas revenue $~~
QUANTUM ENERGY, INC.


CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - $ - $ - $ - ------------- ------------- ------------- ------------- Operating expenses Amortization, depletion and depreciation - 472 - 591 Management fees - - - 3,000 Office and administration 9 58 122 836 Professional fees 6,470 2,947 15,389 16,830 ------------- ------------- ------------- ------------- Total operating expenses 6,479 3,477 15,511 21,257 ------------- ------------- ------------- ------------- Net loss before other income (expenses) (6,479) (3,477) (15,511) (21,257) Other income (expenses) Interest expense (26,447) (26,447) (79,923) (79,923) Currency translation (2,289) (1,879) (1,485) (8,065) ------------- ------------- ------------- ------------- Total other income (expenses) (28,736) (28,326) (81,408) (87,988) ------------- ------------- ------------- ------------- Net loss $ (35,215) $ (31,803) $ (96,919) $ (109,245) ============= ============= ============= ============= Basic and diluted loss per share $ (0.75) $ (0.68) $ (2.06) $ (2.32) ============= ============= ============= ============= Weighted average number of shares outstanding 47,000 47,000 47,000 47,000 ============= ============= ============= ============= UNAUDITED

	For the Three Months Ended						For the Six Months Ended
	August 31,			August 31,			August 31,			August 31,
	2021			2020			2021			2020
	(Restated)						(Restated)

Operating Expenses
General and Administrative	$	444,095		$	0		$	779,234		$	0
Professional Fees		302,596			0			635,686			0

Total Operating Expenses		746,691			0			1,414,920			0

Loss Before Other Income and (Expense)		(746,691	)		0			(1,414,920	)		0

Other Income and (Expense)
Gain on Debt Settlement		0			0			140,395			0
Loss on Derivative		0			(275,097	)		0			(254,656	)
Unrealized Loss on Common Stock Payable		(2,802,388	)		0			(2,153,915	)		0
Gain on Issued Common Stock Payable		360,000			0			360,000			0
Interest Expense		(3,368	)		(6,780	)		(6,736	)		(14,159	)

Total Other Income and (Expense)		(2,445,756	)		(281,877	)		(1,660,256	)		(268,815	)

Loss Before Income Tax Expense		(3,192,447	)		(281,877	)		(3,075,176	)		(268,815	)

Income Tax Expense		0			0			0			0

Net Loss for the Period	$	(3,192,447	)	$	(281,877	)	$	(3,075,176	)	$	(268,815	)

Weighted Average Number of Common Shares -
Basic and Diluted		49,415,398			48,491,485			48,953,442			48,491,485

Net Loss for the Period Per Common Shares -
Basic and Diluted	$	(0.06	)	$	(0.01	)	$	(0.06	)	$	(0.01	)

The ~~accompanying~~accompany notes are an integral part of these financial ~~statements 5~~ ~~QUANTUM ENERGY INC. Statements of Cash Flows (Stated in US Dollars) (Unaudited)~~ statements.

Nine Months Ended November 30, 2010 2009 ------------- ------------- Operating Activities Net loss $ (96,919) $ (109,245) Adjustment to reconcile net loss to net cash used by operating activities Amortization, depreciation and depletion
QUANTUM ENERGY, INC.


CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - 591 Changes in operating assets and liabilities Accounts payable and accrued liabilities 96,135 108,446 ------------- ------------- Cash (used in) operating activities (784) (208) ------------- ------------- Decrease in cash during the period (784) (208) Cash, beginning of the period 784 1,036 ------------- ------------- Cash, end of the period $ - $ 828 ============= ============= Supplemental disclosure of cash flow information: Cash paid for interest $ - $ - ============= ============= UNAUDITED

	(Restated)
For the Six Months Ended August 31,	2021			2020

Cash Flows from Operating Activities

Net Loss for the Period	$	(3,075,176	)	$	(268,815	)

Non-Cash Adjustments:
Loss on Derivative		0			254,656
Unrealized Loss on Common Stock Payable		2,153,915			0
Gain on Debt Settlement		(140,395	)		—
Gain on Issued Common Stock Payable		(360,000	)		—
Changes in Assets and Liabilities:
Stock Buyback Account		(90,296	)
Work In Progress		(179,336	)		0
Accounts Payable and Accrued Expenses		(59,622	)		14,159
Accounts Payable and Accrued Expenses - Related Parties		21,719			—

Net Cash Flows Used In Operating Activities		(1,729,191	)		—

Cash Flows from Investing Activities
Cash Purchase of Treasury Stock		(559,704	)		—
Deposits - Related Party		(6,330,000	)		—

Net Cash Flows Used In Investing Activities		(6,889,704	)		0

Cash Flows from Financing Activities
Proceeds from Stock Subscription		11,592,776			0
Repayment of Convertible Note Payable		(67,500	)		—

Net Cash Flows Provided By Financing Activities		11,525,276			0

Net Change in Cash		2,906,381			0

Cash - Beginning of Period		1,969,508			47

Cash - End of Period	$	4,875,889		$	47

Cash Paid During the Period for:
Interest	$	2,500		$	—
Income Taxes	$	—		$	—

The ~~accompanying~~accompany notes are an integral part of these financial ~~statements~~statements.

	Common Stock				Additional						Treasury Stock					Total
	$0.001 Par				Paid-In			Accumulated			$0.001 Par					Stockholders'
For the Three Months Ended August 31, 2021	Shares		Amount		Capital			Deficit			Shares		Amount			Deficit

Balance - June 1, 2021 - (Restated)		48,491,485	$	48,491	$	11,449,681		$	(19,731,026	)		0	$	0		$	(8,232,854	)

Common Stock Issued from Subscriptions - Restated		1,000,000		1,000		239,000			0			0		0			240,000

Cash Purchase of Treasury Stock		0		0		(558,737	)		0			967,567		(967	)		(559,704	)

Net Loss for the Period - (Restated)		—		0		0			(3,192,447	)		—		0			(3,192,447	)

Balance - August 31, 2021 - (Restated)		49,491,485	$	49,491	$	11,129,944		$	(22,923,473	)		967,567	$	(967	)	$	(11,745,005	)

	Common Stock				Common		Additional					Treasury Stock				Total
	$0.001 Par				Stock		Paid-In		Accumulated			$0.001 Par				Stockholders'
For the Six Months Ended August 31, 2020	Shares		Amount		Subscribed		Capital		Deficit			Shares		Amount		Deficit

Balance - March 1, 2020		48,491,485	$	48,491	$	—	$	11,449,681	$	(12,410,855	)		—	$	—	$	(912,683	)

Net Loss for the Period		—		—		—		—		(268,815	)		—		—		(268,815	)

Balance - August 31, 2020		48,491,485	$	48,491	$	—	$	11,449,681	$	(12,679,670	)		—	$	—	$	(1,181,498	)

	Common Stock				Additional						Treasury Stock					Total
	$0.001 Par				Paid-In			Accumulated			$0.001 Par					Stockholders'
For the Six Months Ended August 31, 2021	Shares		Amount		Capital			Deficit			Shares		Amount			Deficit

Balance - March 1, 2021 - (Restated)		48,491,485	$	48,491	$	11,449,681		$	(19,848,297	)		0	$	0		$	(8,350,125	)

Common Stock Issued from Subscriptions - Restated		1,000,000		1,000		239,000			0			0		0			240,000

Cash Purchase of Treasury Stock		0		0		(558,737	)		0			967,567		(967	)		(559,704	)

Net Loss for the Period - (Restated)		—		0		0			(3,075,176	)		0		0			(3,075,176	)

Balance - August 31, 2021 - (Restated)		49,491,485	$	49,491	$	11,129,944		$	(22,923,473	)		967,567	$	(967	)	$	(11,745,005	)

QUANTUM ENERGY INC. ~~Notes to~~ (“the Interim Financial Statements November 30, 2010 Note 1 Interim Reporting The information presented in the accompanying interim three-month financial statements is unaudited. In the opinion of management, the accompanying financial statements reflect all adjustments necessary to present fairly our financial position at November 30, 2010, results of operations and cash flows for the nine months ended November 30, 2010 and 2009. All such adjustments are of a normal recurring nature. In preparing the accompanying financial statements, management has made certain estimates and assumptions that affect reported amounts in the financial statements and disclosures of contingencies. Actual results may differ from those estimates. The results for interim periods are not necessarily indicative of annual results. These interim financial statements follow the same accounting policies and methods of their application as Quantum Energy, Inc.'s ("the Company's") audited February 28, 2010 annual financial statements. Accordingly, these financial statements should be read in conjunction with the February 28, 2010 audited financial statements of the Company. Note 2 Nature of Operations and Going Concern QUANTUM ENERGY INC. ("the Company"Company”) was incorporated under the name ~~"Boomers~~“Boomers Cultural Development Inc."” under the laws of the State of Nevada on February 5, 2004. On May 18, 2006, the ~~company~~Company changed its name to Quantum Energy, Inc. ~~These~~

The Company is a development stage diversified holding company with an emphasis in land holdings, refinery and fuel distribution.

The Company is domiciled in the Unites States of America and trades on the OTC market under the symbol QEGY.

The accompanying condensed consolidated balance sheet has been derived from the February 28, 2021 audited financial statements and the unaudited condensed consolidated financial statements as of August 31, 2021 and 2020, have been prepared in accordance with generally accepted accounting principles ~~applicable~~generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements and should be read in conjunction with the audited financial statements and related footnotes included in our Annual report on Form 10-K for the year ended February 28, 2021 (the “2020 Annual Report”), filed with the Securities and Exchange Commission (the “SEC”). It is management’s opinion, however, that all material adjustments (consisting of normal recurring adjustments), have been made which are necessary for fair condensed consolidated financial statements presentation. Operating results for the three months ended August 31, 2021, are not necessarily indicative of the results of operations expected for the year ending February 28, 2022.

The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries FTPM Resources Ltd. and Dominion Energy Processing Group, Inc. after elimination of the intercompany accounts and transactions.

The preparation of financial statements in conformity with generally accepted accounting principles in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

The Company’s operations are subject to significant risks and uncertainties, including financial, operational, technological and other risks associated with operating an emerging business, including the potential risk of business failure.

The Company considers all highly liquid investments with original maturities of three months or less when acquired to be cash equivalents.

The Company's financial instruments include cash and cash equivalents, promissory notes payable, and promissory notes payable - related parties. All instruments are accounted for on a cost basis, which, due to the short maturity of these financial instruments, approximates fair value at August 31, 2021 and February 28, 2021, respectively.

When required to measure assets or liabilities at fair value, the Company uses a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used. The Company determines the level within the fair value hierarchy in which the fair value measurements in their entirety fall. The categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Level 1 uses quoted prices in active markets for identical assets or liabilities, Level 2 uses significant other observable inputs, and Level 3 uses significant unobservable inputs. The amount of the total gains or losses for the period are included in earnings that are attributable to the change in unrealized gains or losses relating to those assets and liabilities still held at the reporting date.

At August 31, 2021 and February 28, 2021, the Company had no assets or liabilities accounted for at fair value on a recurring basis.

The Company reviews long-lived assets which include a deposit on land purchase for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Events relating to recoverability may include significant unfavorable changes in business conditions or a forecasted inability to achieve break-even operating results over an extended period. The Company evaluates the recoverability of long-lived assets based upon forecasted undiscounted cash flows and reports any impairment at the lower of the carrying amount or the fair value less costs to sell.

The Company estimates the fair value of options to purchase common stock using the Black-Scholes model, which requires the input of some subjective assumptions. These assumptions include estimating the length of time stock options will be held before they are exercised (“expected life”), the estimated volatility of the Company’s common stock price over the expected term (“volatility”), forfeiture rate, the risk-free interest rate and the dividend yield. Changes in the subjective assumptions can materially affect the estimate of fair value of stock-based compensation. Options granted have a ten-year maximum term and varying vesting periods as determined by the Board of Directors. The value of shares of common stock awards is determined based on the closing price of the Company’s stock on the date of the award.

In accordance with ASC 850 “Related Party Disclosure”, a party is considered to be related to the Company if the party directly or indirectly or through one or more intermediaries, controls, is controlled by, or is under common control with the Company. Related parties also include principal owners of the Company; its directors, officers, and management; members of the immediate families of principal owners of the Company and its management; and other parties with which the Company may deal with if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests.

The Company has implemented all new accounting pronouncements that are in effect and is evaluating any that may impact its financial statements, including the new lease standard. The Company does not have any leases and does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

In the prior accompanying unaudited financial statements Investments – IEC have been reclassified to Deposits – Related Party. These reclassifications had no effect on previously reported financial statements. See Note 5.

These condensed consolidated financial statements have been prepared in accordance with U.S. GAAP to a going concern, which assumes that the Company will be able to meet its obligations and continue its operations for ~~its~~the next ~~fiscal year. Realization values may be substantially different from carrying values as~~twelve months.

As shown ~~and these~~in the accompanying financial statements, ~~do not give effect to adjustments that would be necessary to the carrying values and classification of assets and liabilities should~~ the Company ~~be unable~~has incurred operating losses since inception. As of August 31, 2021 and February 28, 2021, the Company has limited financial resources with which to ~~continue as~~achieve the objectives and obtain profitability and positive cash flows. As shown in the accompanying condensed consolidated balance sheets and condensed consolidated statements of operations, the Company has an accumulated deficit and a ~~going concern. The continuation~~working capital deficit at August 31, 2021 and February 28, 2021. Achievement of the ~~Company as a going concern is~~Company's objectives will be dependent upon the ~~continued financial support~~ability to obtain additional financing, generate revenue from current and planned business operations, and control costs. The Company plans to fund its ~~shareholders, the ability of~~future operations by joint venturing, obtaining additional financing from investors, and/or lenders, and attaining additional commercial revenue. However, there is no assurance that the Company will be able to obtain necessary equity financing to continue operations and to determine the existence, discovery and successful exploitation of economically recoverable reserves in its resource properties, confirmation of the Company's interests in the underlying properties, and the attainment of profitable operations. At November 30, 2010, the Company had not yet achieved profitable operations, has a working capital deficiency of $2,716,186 and expects to incur further losses in the development of its business. These factors raiseachieve these objectives, therefore substantial doubt ~~regarding the Company's~~about its ability to continue as a going ~~concern. 7~~ concern exists.

Basic Earnings Per Share (“EPS”) is computed as net income (loss) available to common stockholders divided by the weighted average number of common shares outstanding for the period. Diluted EPS reflects the potential dilution that could occur from common shares issuable through stock options and warrants.

The dilutive effect of outstanding securities as of August 31, 2021 and February 28, 2021, respectively, would be as follows:

At August 31, 2021 and February 28, 2021, respectively, the effect of the Company's outstanding options and warrants would have been anti-dilutive.

On April 17, 2019, the Company loaned funds under a secured convertible promissory note (“Peconic Note”) to Peconic Energy, Inc. (“Peconic”) for the principal amount of $30,000 with the principal balance and all accrued interest being due and payable 18 months from the date of the note. Interest shall be accrued at rate of 12% per annum or 40% of the gross revenues generated by the maker, whichever is greater. The Peconic Note is secured by 100% of the Peconic’s assets and is convertible at any time during the term of the note into 40% of the Peconic’s assets. For the period ended May 31, 2019, it was determined that it was highly unlikely that the Company would collect this note receivable. Therefore, the Company allowed for this note in the amount of $30,000 at May 31, 2019.

On December 5, 2016, the Company executed a Farm Contract of Purchase and Sale with a landowner in Stoughton, Saskatchewan (“the Stoughton Agreement”). The purchase price of the property is $500,000 (Canadian) subject to certain terms and conditions including approval of the purchase by the Saskatchewan Farmland Review board, the Company completing various test for hydrology and land suitability, the proposed refinery project meeting all requirements of various Saskatchewan government laws and bylaws, and full approval by all levels of provincial government and agencies. The Company paid $7,822 as a deposit on the property.

The purchase contract originally expired on December 15, 2017; however, the contract was amended to extend the closing date to July 10, 2018 for removal of all terms and conditions to the ~~Interim Financial Statements~~ purchase.

On June 8, 2018, the Company amended the Stoughton Agreement to a purchase price of $525,000 (Canadian) and extended the option to purchase the property until December 31, 2018 for no additional consideration. The Stoughton Agreement expired on December 31, 2018.

On June 3, 2019, by mutual agreement of the parties, the Stoughton Agreement was extended until October 31, 2019 for no additional consideration. At the date of the report for the period ended May 31, 2019, the Stoughton Agreement had been terminated. Due to the termination of the agreement, the Company reclassed this deposit of $7,822 to accounts payable related party as the deposit was refunded but the money was given to a related party to pay amounts due him.

The Company is holding $90,296 in a separate investment account specifically for the use in buying back additional treasury stock at market rates.

Work in progress consists of partially manufactured and raw rare earth metal products used in production in the amount of $179,336 at August 31, 2021.

Deposits – Related Party consist of deposits made to a related party that share board members of the Company. A with a letter of intent signed on October 12,2021 calls for the purchase of shares of common stock of the related party to obtain a majority stake at $2.10 for up to eighteen (18) months with closing on December 15, 2022. The letter of intent is non-binding and if the majority shares are not obtained the deal is terminated and the money is refunded. Hence, the classification of deposits of $7,530,000 at August 31, 2021. The Company is expecting to acquire majority ownership by the closing date.

Interest expense for the three months ended August 31, 2021 and 2020 was $1,455 and $1,453, respectively. Interest expense for the six months ended August 31, 2021 and 2020 was $2,910 and $2,906, respectively.

Convertible note payable consists of one note payable in the amount of $-0- and $67,500 at August 31, 2021 and February 28, 2021, respectively. The note which was issued in April 2019 for $45,000 accrued interest at an annual rate of 12% and matured in April 2020. In the event of default, the note principal is increased by 150% times the outstanding principal and provides for default interest at 22%. The conversion option expired on October 7, 2020.

On June 18, 2019, the Company received a default notice from Power Up stating that the Company was in default under the Power Up Note because, among other reasons, the Company failed to comply with the reporting requirements of the Securities Exchange Act of 1934 as required by the Note, and therefore accelerating the terms of the Power Up Note and demanding that the Company pay the default sum of $67,500 together with accrued interest and accrued default interest with respect to the Power Up Note. The Company reached a settlement of this matter with Power Up as of April 2021 in the amount of $70,200. Included in gain on debt conversion of $140,395 for the six months ended August 31, 2021, is $23,996 of accrued interest that was not paid and $116,399 of derivative liability.

NOTE 7– PROMISSORY NOTES PAYABLE, RELATED PARTY AND OTHER RELATED PARTY TRANSACTIONS

The Company’s outstanding notes payable, related party are summarized as follows:

Interest expense for the three months ended August 31, 2021 and 2020 was $1,913 and $1,614, respectively. Interest expense for the six months ended August 31, 2021 and 2020 was $3,826 and $3,827, respectively.

Starting January 1, 2019, the Company began accruing a monthly management fee of $15,000 due to an advisory company owned by Andrew J. Kacic, the Company’s former chief executive officer (“CEO”). During the year ended February 28, 2019, the Company recognized management fees of $30,000 under this agreement which amount is included in “Accounts payable and accrued liabilities, related parties” on the consolidated balance sheet at February 28, 2019. Since February 28, 2019, 0 additional management fees have been accrued since the parties are in dispute. There were no similar management fees due the CEO prior to December 31, 2018. Certain directors and officers of the Company dispute the management fee asserting that no consulting agreement has been executed. It is possible that the amount ultimately paid to the advisory company will be other than the accrued balance of $30,000 due to continuing negotiations between the board of directors and the former CEO. The disputed amount as of the date of these financials is $150,000, which is the remaining 10 (ten) months of the management fee for the calendar year ended 2019. Amounts due to Andrew Kacic at August 31, 2021 and February 28, 2021 were $107,868 and $17,868, respectively.

Certain officers, directors and other related parties of the Company have paid various expenses on behalf of the Company. Balances due to the officers, directors and a related company for reimbursement of these expenses were $198,801 and $197,302 at August 31, 2021andFebruary 28, 2021, respectively, which amounts are included in “Accounts payable and accrued liabilities - related parties” on the consolidated balance sheets.

Common stock payable for contracts/agreements consist of 1 million shares owed to Raul Factor per the joint venture agreement (Note 11) and 1 million shares owed to landlord for rent at February 28, 2021. On June 7, 2021, 1,000,000 shares were issued to the landlord. These shares were adjusted to its fair value of $600,000 on June 7, 2021 and $100,000 was recognized as unrealized gain on that date. The Company also recognized a gain on the issuance of these shares in the amount of $360,000. At August 31, 2021, the fair value of the remaining shares owed to Raul Factor were adjusted to its fair value of $670,000 based on the closing price of the stock on that date. The Company recognized unrealized gain on common stock payable of $130,000 and $-0- during the three months ended August 31, 2021 and 2020, respectively. The Company recognized unrealized gain on common stock payable of $230,000 and $-0- during the six months ended August 31, 2021 and 2020, respectively.

Common stock payable for deposits received on stock subscription agreements consist of 34,484,771 shares owed to various investors who have paid for these shares. At August 31, 2021, the fair value of the these shares were adjusted to its fair value of $23,104,795 based on the closing price of the stock on that date. The Company recognized unrealized loss on common stock payable of $2,932,388 and $-0- during the three months ended August 31, 2021 and 2020, respectively. The Company recognized unrealized loss on common stock payable of $2,383,915 and $-0- during the six months ended August 31, 2021 and 2020, respectively.

The Company is authorized to issue 495,000,000 shares of its common stock with a par value of $0.001 per share. All shares of common stock are equal to each other with respect to voting, liquidation, dividend, and other rights. Owners of shares are entitled to 1 vote for each share owned at any Shareholders’ meeting.

The Company is authorized to issue 5,000,000 shares of its preferred stock with a no-par value per share with no designation of rights and preferences.

During the six months ended August 31, 2021 the Company bought back 967,567 shares of its stock in the amount of $559,704 and placed it in treasury.

The following table summarizes additional information about the warrants granted by the Company as of August 31, 2021 and February 28, 2021:

On April 2, 2019, the Company and its subsidiary FTPM Resources, Inc. entered into a Non-Binding Memorandum of Understanding (“MOU-1”) with Easy Energy Systems, Inc. (“EESI Systems”). Pursuant to the MOU-1, if certain conditions are met, including the availability of financing: (i) EESI Systems and FTPM will enter into a joint venture, which would be owned 33% by FTPM and 67% by EESI Systems, for the purpose of developing and marketing of “clear glucose”; FTPM will have a 90-day option beginning April 30, 2019, to merge with EESI Systems, whereby EESI Systems will be the surviving entity; EESI Systems will have the right to acquire shares of preferred stock of the Registrant, with such rights and preferences as the parties shall agree; and EESI Systems will have the right to appoint members to the board of directors of the Registrant. EESI Systems designs, manufacturers, operates and sells its patented 1M,2M, and 5M gallon per year, small-scale, modular biorefineries for the production of alternative liquid biofuels from organic waste streams.

On April 16, 2016 the Company entered into a separate Non-Binding Memorandum of Understanding (“MOU-2”) to acquire EESI Infrastructure Series, LLC (“EESI Infrastructure”). The prospective EESI Infrastructure acquisition, if consummated as provided in the MOU-2, would provide a guarantee for the construction of an addition to the existing plant of EESI Systems in Emmetsburg, Iowa. This addition will add a 9.3 Mega Watt dual gas power plant to EESI Systems’ Emmetsburg facility at an anticipated cost of approximately $10 million. Upon signing the MOU-2, the Company paid $25,000 to the EESI Infrastructure. Due to the uncertainty of this agreement, the $25,000 deposit has been expensed in General and Administrative expenses for the year ended February 29,2020.

In furtherance of the June 28, 2019, Binding Letter of Intent with EESI and to monetize the distribution rights to EES’ modular Technologies, (a) on July 8, 2019, JV-1 entered into a License and Operating Agreement – Major Terms Summary with Raul Factor BV (“RF”) pursuant to which the RF and JV-1 created a new joint venture to be named Easy Energy Systems – Europe (“EES-E”) and pursuant to which the EES-E joint venture purchased the distribution rights for the EESI “MEPS®” technology for the territory of the European Union, and (b) on July 8, 2019, JV-1 entered into a License and Operating Agreement – Major Terms Summary with RF pursuant to which the parties created a new joint venture to be named Easy Energy Turf & Carpet (“EETC”) and pursuant to which the EETC joint

venture purchased the global distribution rights to EESI’s MEPS® technology for turf & carpet feedstock. Each of EES-E and EETC is owned 25% by us, 25% by EES and 50% by Raul Factor The aggregate purchase price paid for the licensing and distribution for EES-E and EETC was $150,000 (US). At February 29,2020, the purchase price for the joint venture was expensed as it was determined that the joint venture was not viable.

In connection with and as part of the foregoing joint venture transactions with JV-1 and RF, on July 11, 2019, the principals of RF, who are existing holders of our common stock, purchased for an aggregate price of $200,000, 1,000,000 additional restricted shares of our common stock and warrants to purchase 1,000,000 restricted shares (at an exercise price of $0.25 per share) of our common stock, and pursuant to the EES-E and EETC Joint Ventures the Company agreed to use the proceeds from the sale of such shares and warrants to purchase from EESI the above mentioned EES-E and EETC distribution rights for an aggregate price of $150,000, and the Company then assigned such distribution rights to EES-E and EETC respectively. Raul Factor also agreed to invest the required reasonable funding as determined by the board of directors of EETC for the startup, working capital, specific module development and required 6 months of economic demonstration of carpet and artificial turf into energy or value-added products for EETC. Also, EES agreed to contribute its module technologies developed by or available via license agreements from others to EES further on to EES-E via license agreements conforming to the terms set forth in these License and Operating Agreements. Raul Factor also agreed to fund additional capital requirements.

Pursuant to this June 28, 2019, Binding Letter of Intent, the parties agreed to, among other things, that within 90 days from the date of the Binding Letter of Intent, the Company would raise $10,000,000 in capital for use by EESI. As of the date of this report, the Company was not able to raise such capital. In connection therewith, on October 29, 2019, delivered to us the terms of a proposed termination of the June 28, 2019 Binding Letter of Intent. As of the date of this report this the terms of such termination have not been finalized.

Pursuant to these two License and Operating Agreements, the principals of Raul Factor BV agreed to provide an aggregate of $200,000 (USD) to purchase an aggregate of 1,000,000 units of Quantum at a price of $0.20 per Unit, (for an aggregate of 1,000,000 shares of the Company’s common stock plus 18 month warrants to purchase an aggregate of 1,000,000 shares of the Company’s common stock at a price of $0.25 per share. Pursuant to these transactions, the Company agreed to use $150,000 of the proceeds from the sale of the Units to purchase the distribution rights of EES-E and EETC and in turn the Company would assign such distribution rights to EES-E and EETC respectively. Also, Raul Factor agreed to invest the required reasonable funding as determined by the board of directors of EETC for the startup, working capital, specific module development and required 6 months of economic demonstration of carpet and artificial turf into energy or value-added products for EETC. Also, EES agreed to contribute its module technologies developed by or available via license agreements from others to EES further on to EES-E via license agreements conforming to the terms set forth in these License and Operating Agreements. Raul Factor also agreed to fund additional capital requirements. . At the date of this report, while the $200,000 was received from Raul Factor, the stock has yet to be issued. As of August 31, 2021 the stock was valued at $670,000 utilizing the closing price on August 31, 2021.

Also, as part of the transactions contemplated by these agreements: (i) the stock purchase warrant issued on November ~~30, 2010~~20, 2016, to Kevin Holinaty to purchase 500,000 shares of the Company’s common stock (“Warrant No.002”) was amended to extend the exercise period of the warrant through May 19, 2021 and to change the exercise price to $0.25 per share; (ii) the stock purchase warrant issued to Kevin Holinaty issued on June 9, 2017, and amended on March 15, 2018, to purchase 250,000 shares of the Company’s common stock (“Warrant No.003”) was amended to extend the exercise period to December 9, 2021, and to change the exercise price to $0.25 per share; (iii) the stock purchase warrant issued to Haaye de Jong to purchase 250,000 shares of the Company’s common stock was amended to extend the exercise period to December 9, 2021, and to change the exercise price to $0.25 per share; (iv) the Company issued a warrant to Kevin Holinaty to purchase 500,000 shares of the common stock at a price of $0.25 per share, which warrant has an exercise period until December 20, 2020; (v) the Company issued a warrant to Haaye de Jong to purchase 500,000 shares of the common stock at a price of $0.25 per share, which warrant has an exercise period until December 20, 2020. (See Note ~~3 Summary~~10).

The sale of ~~Significant Accounting Policies~~ the Units and the warrants to Kevin Holinaty and Haaye de Jong, the principals of Raul Factor, who have represented that they are “accredited investors” and non-U.S. citizens and in offshore transactions, was made in reliance on Rule 506 of Regulation D and on Regulation S.

The Company restated its previously issued financial statements ~~have,~~as of August 31, 2021 to correct accounting errors caused by a change in ~~management's opinion been properly prepared~~personnel and related miscommunication within the ~~framework~~Company, which caused the Company’s assets, liabilities and operating expenses for the period to be understated:

The following tables summarize the effect of the ~~significant accounting policies summarized below: a) Cash~~restatement on the specific items presented in our previously reported financial statements:

This Quarterly Report and ~~Cash Equivalents Cash~~the exhibits attached hereto contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, as amended. Such forward-looking statements concern the Company’s anticipated results and ~~cash equivalents include highly liquid investments~~developments in the Company’s operations in future periods, plans related to its business and other matters that may occur in the future. These statements relate to analyses and other information that are based on forecasts of future results, estimates of amounts not yet determinable and assumptions of management.

Any statement that expresses or involves discussions with ~~original maturities~~respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions or future events or performance (often, but not always using words or phrases such as “expects” or “does not expect”, “is expected”, “anticipates” or “does not anticipate”, “plans”, “estimates”, or “intends”, or states that certain actions, events or results “may” or “could”, “would”, “might” or “will” be taken, occur or be achieved) are not statements of ~~three months~~historical fact and may be forward-looking statements. Forward-looking statements are subject to a variety of known and unknown risks, uncertainties and other factors which could cause actual events or ~~less. As at November 30, 2010, cash~~results to differ from those expressed or implied by the forward-looking statements, including, without limitation:

This list is not exhaustive of the factors that may affect the Company’s forward-looking statements. Some of the important risks and ~~cash equivalents were nil. b) Foreign Currency Translation The Company's functional currency is~~uncertainties that could affect forward-looking statements are described further under the ~~United States dollar.~~sections “Description of Business” and “Management’s Discussion and Analysis and Plan of Operation” of this Quarterly Report. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those anticipated, believed, estimated or expected. The Company ~~uses~~cautions readers not to place undue reliance on any such forward-looking statements, which speak only as of the ~~United States dollar~~date made. Quantum Energy, Inc. disclaims any obligation subsequently to revise any forward-looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events, except as ~~its reporting currency for consistency~~required by law. The Company advises readers to carefully review the reports and documents filed from time to time with ~~registrants of~~ the Securities and Exchange Commission ~~("SEC"~~(the “SEC”), particularly the Company’s Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K.

Quantum Energy, Inc. qualifies all forward-looking statements contained in ~~accordance with~~this Quarterly Report by the ~~ASC 830-10. Assets~~foregoing cautionary statement.

Certain statements contained in this Quarterly Report on Form 10-Q constitute “forward-looking statements.” These statements, identified by words such as “plan,” “anticipate,” “believe,” “estimate,” “should,” “expect,” and ~~liabilities were translated at~~similar expressions include the ~~exchange rate in effect at the period end~~Company’s expectations and ~~capital accounts are translated at historical rates. Income statement accounts are translated at the average rates of exchange prevailing during the period. Any exchange gains~~objectives regarding its future financial position, operating results and losses are included in the Statement of Operation. Note 4 Common Stock Effective July 30, 2010, the Board of Directors authorized a 1,000 for 1 reverse stock split of the Company's issued common stock. One thousand (1,000) old issued common shares were reverse split into one (1) new issued common share. All references in the accompanying financialbusiness strategy. These statements ~~to the number of common shares issued have been restated to~~ reflect the ~~reverse stock split. The authorized number~~current views of common shares remains at 75,000,000 common shares with a par value of $0.001. At August 31, 2010, 47,000 shares of common stock were issued and outstanding. The Company has agreed to issue an additional 250 shares of the Company's common stock to a debt holder. 8 QUANTUM ENERGY INC. Notes to the Interim Financial Statements November 30, 2010 Note 5 Promissory Notes Payable The Company's outstanding notes payable and accrued interest are summarized as follows: November 30, 2010 Note Payable Accrued Interest ---------------------------------- Fourteen (14) 4% notes payable to investors in oil and gas investments by the Company, unsecured and due on demand $1,594,760 $341,856 10% note payable to an investor in oil and gas investments by the Company, unsecured and due on demand 172,948 78,329 10% note payable to a company that sold oil and gas properties to the Company, secured by the oil and gas properties and due on demand 250,000 93,834 ---------------------------------- $2,017,708 $514,019 ================================== In 2006 the Company agreed to issue 250,000 shares of its common stock in connection with the purchase of oil and gas properties. Due to non-payment of the $250,000 note payable by the Company these shares were valued at $3.05 per share and interest expenses of $381,250 was recognized for the years ended February 28, 2007 and 2009. The 250,000 shares have not been issued as of November 30, 2010, therefore, the liability section of the accompanying balance sheet reflects a "Common stock issuance liability" of $762,500. Interest expense related to the notes payable at November 30, 2010 was $79,923 ($79,923 - 2009). Note 6 Subsequent Events The Company has evaluated subsequent events through January 7, 2011, the date which the financial statements were available to be issued and has determined that there were no subsequent events that warrant disclosure or recognition in the financial statements. 9 ITEM 2. MANAGEMENT DISCUSSSION AND ANALYSIS OR PLAN OF OPERATION Overview The following discussion and analysis is intended to help the reader understand our business, financial condition, results of operations, liquidity and capital resources. This discussion and analysis should be read in conjunction with our financial statements and the accompanying notes included in this report, as well as our audited financial statements and the accompanying notes included in our annual report on Form 10-K/A for the year ended February 28, 2010. The financial informationmanagement with respect to future events and are subject to risks, uncertainties and other factors that may cause actual results, performance or achievements, or industry results, to be materially different from those described in the ~~nine month periods ended November 30, 2010~~forward-looking statements. Such risks and ~~November 30, 2009 that is discussed below is unaudited. In~~uncertainties include those set forth under the ~~opinion~~caption “Management’s Discussion and Analysis and Plan of ~~management,~~Operation” and elsewhere in this ~~information contains all adjustments, consisting only of normal recurring accruals, necessary to state fairly~~Quarterly Report.

As used in this Quarterly Report, the unaudited financial statements. The results of operations for the interim periods are not necessarily indicative of the results of operations for the full fiscal year. Unless the context otherwise requires, all references to "Quantum," "our," "us," "we"terms “we,” “us,” “our,” “Quantum Energy,”, “Quantum” and the ~~"Company" refer to~~“Company”, mean Quantum Energy, Inc., unless otherwise indicated. All dollar amounts in this Quarterly Report are expressed in U.S. dollars, unless otherwise indicated.

The following statements may be forward-looking in nature and ~~its subsidiaries,~~actual results may differ materially.

Our principal executive offices are located at 3805 Rockbottom, Henderson, Nevada. The Company’s telephone number is (877) 355-1277. Our website is www.qegy.energy and is not part of this Quarterly Report.

The Company originally incorporated as ~~a combined entity. We were incorporated~~Boomers Cultural Development, Inc. (“Boomers”) on February 5, 2004, in the State of ~~Nevada. Our principal executive offices are located at 7250 NW Expressway, suite 260, Oklahoma City, OK. Our telephone number is (405) 728-3800. Starting~~Nevada to be a service-oriented firm that would integrate the cultural interests of baby boomers with destination learning, by packaging onsite personal growth, education, and entertainment seminars with a variety of vacation destinations. On May 18, 2006, its name was changed to Quantum Energy, Inc. and business plans were changed to focus on the energy industry and in ~~May of 2006, we decided to embark on a new business path in~~particular the oil and gas exploration and acquisitions. We acquired interests in numerous oil & gas properties in the Barnett Shale area of West Texas. Our business strategy is to acquire interest in the properties of, and working interests in the production owned by, established oil and gas production companies, whether public or private, in the United States oil producing areas. We believe such opportunities exist in the United States. We also believe that these opportunities have considerable future potential for the development of additional oil reserves. Such new reserves might come from the development of existing but as yet undeveloped reserves as well as from future success in exploration. Barnett Shale Developments; after the initial successsegments of the Barnett Shale leases, the production program in the Barnett Shale area encountered substantial difficulties. Numerous wells throughout this extensive area experienced production difficulties. In addition to the production problems was the severe drop in natural gas prices. All of the wells in whichenergy industry. From 2008 through 2010, the Company ~~had interests were suspended and all marginal wells have been capped, resulting in the Company abandoning the Company's interest in the Barnett Shale area When~~planned, when and if funding ~~becomes~~became available, ~~we plan~~ to acquire high-quality oil and gas properties, primarily ~~"proven~~proven producing and proven undeveloped ~~reserves." We will also explore~~reserves as well as exploring low-risk development drilling and work-over opportunities with experienced, well-established operators. 10 ~~Liquidity~~However, the anticipated funding opportunities did not materialize.

The business plan from 2008 to 2020 included our plan to develop, construct and ~~Capital Resources At November 30, 2010~~operate a “state-of-the-art”, energy efficient, full slate oil refinery including a storage tank farm and associated facilities in Stoughton, Saskatchewan, Canada (the Stoughton Refinery”). In this regard, on August 2, 2016, the Company formed a Canadian subsidiary, Dominion Energy Processing Group, Inc. for purposes of the Pre-development work, construction and operation of the Stoughton Refinery.

The Company previously identified a 480-acre site in Stoughton Saskatchewan (the “Land”) on which it planned to construct the Stoughton Refinery. However, we never obtained the necessary funding to build the finery and so in 2020, it we gave up on that idea.

The Company partnered with and form a strategic alliance with Inductance Energy Corporation in 2019 finding tactical advantages through solutions in mining, producing, trading, and manufacturing components and working instruments from rare earth metals and oxides. Within this alliance the two companies also found leadership and specialized talent advantages, thereby fulfilling the Company’s long past due SEC compliance and raising investors interest and awareness to the need and opportunity within the solving cost reduction rare earth production and manufacturing innovative devices for keeping up technology over the next era of energy supply and demand.

On September 22, 2020 the Company entered into a joint development agreement with MP Special Purpose Corporation to enter into the business of mining and refining rare earth materials.

The Company developed a straightforward strategic and tactical business plan that could be executed around 3 basic business segments: Mining, Minerals and Magnets. These 3 segments would become a highly focused center of work for the Company.

Various work at the Company by its technical committee had shown that the Company could enter the mining industry through a very unique path of recovering rare earth and ferrite magnet material from discarded appliances, computers, and other sources in the United States and Canada. Secondly, the Company would concentrate its efforts on the recovery of rare earth materials from other waste streams including fly ash and fly bottom waste streams from combusted coal burning power plants in the United States and Canada. It is estimated that over 1 billion tons of this material exists and dumpsites, and far greater than 4 billion pounds of this material is still generated from coal burning power plants and other sources in the United States alone each and every year.

All of our contemplated operations and properties are and will be subject to extensive Canadian and U.S. federal, provincial, state and local environmental and health and safety regulations governing, among other things, the generation, storage, handling, use and transportation of rare earth minerals; the emission and discharge of materials into the environment; waste management. Our operations also require numerous permits and authorizations under various environmental and health and safety laws and regulations. Failure to comply with these permits or environmental laws generally could result in fines, penalties or other sanctions or a revocation of our permits. We will have to make significant capital and other expenditures related to environmental and health and safety compliance, including with respect to our air permits and the low-sulfur gasoline and ultra-low-sulfur diesel regulations.

Certain environmental laws hold current or previous owners or operators of real property liable for the costs of cleaning up spills, releases and discharges of petroleum or hazardous substances, even if these owners or operators did not know of and were not responsible for such spills, releases and discharges. These environmental laws also assess liability on any person who arranges for the disposal or treatment of hazardous substances, regardless of whether the affected site is owned or operated by such person.

In addition to clean-up costs, we may face liability for personal injury or property damage due to exposure to chemicals or other hazardous substances that we may have manufactured, used, handled or disposed of or that are located at or released from our refinery or otherwise related to our current or former operations. We may also face liability for personal injury, property damage, natural resource damage or for clean-up costs for the alleged migration of petroleum or hazardous substances from our refinery to adjacent and other nearby properties.

Three Months EndedAugust 31, 2021 Compared to Three Months Ended August 31, 2020.

Operating expenses for the three months ended August 31, 2021 was $746,691 compared to $-0- for the three months ended August 31, 2020. The increase in operating expenses was due to the fact that the Company had ~~a working capital deficiency of $2,716,186 as~~cash available and therefore were able to resume operations and their SEC filings. Other income and (expense) for the three months ended August 31, 2021 was $(2,445,756) compared to ~~$2,619,267 as at February 28, 2010. The total assets of~~$(281,877) for the Company were $nil compared to total assets of $784 at February 28, 2010. At November 30, 2010 the total current liabilities of the Company increased to $2,716,186 from $2,620,051 at February 28, 2010.three months ended August 31, 2020. This increase in ~~current liabilities was due to accrued interest. The Company had a negative cash flow~~other income and (expense) of $784 from operating activities for the nine months ended November 30, 2010 ($208 - 2009) a decrease of cash outflow of $576. Results of Operations Three months ended November 30, 2010 to three months ended November 30, 2009 For the three (3) months ended November 30, 2010 operating expenses were $6,479 compared to $3,477 for the three (3) months ended November 30, 2009. This increase of $3,002$(2,163,879) was due to an increase in ~~professional fees~~unrealized loss on common stock payable of $(2,802,388), gain on issued common stock payable of $360,000 a decrease in loss on derivative of $(275,097) and ~~administration costs.~~a decrease in interest expense of $(3,412).

Net loss for the three months ended August 31, 2021 and 2020 was $3,192,447 and $281,877, respectively. The ~~Company posted a~~increase in net loss of $35,215 for the three (3) months ended November 30, 2010, compared to a net loss of $31,803 for the three (3) months ended November 30, 2009. Six months ended November 30, 2010 to nine months ended November 30, 2009 For the nine (9) months ended November 30, 2010 operating expenses were $15,511 compared to $21,257 for the nine (9) months ended November 30, 2009. This decrease of $5,746$2,910,570 was due to ~~a decrease~~the increase in ~~professional fees, management fees~~operating expenses of $746,691 and ~~administration costs. The Company posted a net loss~~increase in other income and (expense) of ~~$96,919~~$2,163,879.

Six Months Ended August 31, 2021 Compared to Six Months Ended August 31, 2020.

Operating expenses for the ~~nine (9)~~six months ended ~~November 30, 2010,~~August 31, 2021 was $1,414,920 compared to ~~a net loss of $109,245~~$-0- for the ~~nine (9)~~six months ended ~~November 30, 2009.~~August 31, 2020. The ~~decrease of $12,326~~increase in operating expenses was due to the fact that the Company had cash available and therefore were able to resume operations and their SEC filings. Other income and (expense) for the six months ended August 31, 2021 was $(1,660,256) compared to ($268,815) for the six months ended August 31, 2020. During the six months ended August 31, 2021, the Company had $140,395 in gain on debt settlement, $(2,153,915) in unrealized loss on common stock payable, gain on issued common stock payable of $360,000 and ($6,736) in interest expense, compared to the six months ended August 31, 2020 where the Company had only $(254,656) loss on derivative for a ~~decrease~~convertible note payable, and incurred ($14,159) in interest expense.

Net loss for the six months ended August 31, 2021 and 2020 was $3,075,176 and $268,815, respectively. The increase in loss of $2,806,361 was due to the increase in operating expenses of $1,414,920 and ~~currency translation costs. At November 30, 2010 there~~the changes to other income and (expenses) as mentioned above.

As of August 31, 2021, our assets totaled $12,675,521 which consisted of $4,875,889 in cash, $90,296 in stock buyback account, $179,336 in work in progress and $7,530,000 in deposits - related party. The Company's total liabilities were $24,420,526, which consisted of accounts payable and accrued expenses, accounts payable and accrued expenses – related parties, common stock payable – for contracts/agreements, , common stock payable – deposits received on subscriptions agreements, promissory notes payable and promissory notes payable – related parties. As of August 31, 2021, the Company had an accumulated deficit of $22,923,473 and working capital deficit of $11,745,005.

Net cash used in operating activities for the six months ended August 31, 2021 and 2020 was ~~no bank debt. 11~~ ~~Off-Balance Sheet Arrangements There are no off-balance sheet arrangements that have or are reasonably likely~~$1,729,191 and $-0-, respectively. The increase in the amount used was attributed to ~~have~~the resumption of operations.

Net cash used in investing activities was $6,889,704 and $-0- for the six months ended August 31, 2021 and 2020, respectively due to the purchase of treasury stock of $559,704 and deposits to a ~~current or future effect on our financial condition, changes~~related party of $6,330,000.

Net cash provided by financing activities was $11,525,276 and $-0- for the six months ended August 31, 2021 and 2020, respectively, which was due to cash received from the sale of common stock of $11,592,776, and repayment of a convertible note in ~~financial condition, revenues or expenses, results~~the amount of ~~operations, liquidity, capital expenditures or capital resources that is material to stockholders. Going Concern~~ $67,500.

The Company ~~has~~does not ~~attained profitable operations~~hold any derivative instruments and ~~is dependent upon obtaining financing to pursue its business objectives. For these reasons, the Company's auditors stated~~does not engage in their report on the Company's audited financial statements that they have substantial doubt the Company will be able to continue as a going concern without further financing. The Company may continue to rely on equity salesany hedging activities.

Evaluation of the common shares in order to continue to fund the Company's business operations. Issuances of additional shares will result in dilution to existing stockholders. There is no assurance that the Company will achieve any additional sales of the equity securities or arrange for debt or other financing to fund planned business activities. Item 3.Disclosure Controls and Procedures

As required by Rule 13a-15 under the Exchange Act, our management evaluated the effectiveness of the design and operation of our disclosure controls and procedures as of August 31, 2021.

Our management, with the participation of our president (our principal executive officer, principal accounting officer and principal financial officer), evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) as of the end of the ~~nine (9) months ended November 30, 2010, there~~period covered by this report. Based on this evaluation, our president (our principal executive officer, principal accounting officer and principal financial officer) has concluded that, as of the end of such period, our disclosure controls and procedures were not effective to ensure that information that is required to be disclosed by us in the reports we file or submit under the Exchange Act is (i) recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms and (ii) accumulated and communicated to our management, including our president (our principal executive officer and our principal accounting officer and principal financial officer), as appropriate, to allow timely decisions regarding required disclosure.

The reason for this deficiency relates to the fact that our management is relying on external consultants for purposes of preparing our financial reporting package; however, the officers may not be able to identify errors and irregularities in the financial reporting package before its release as a continuous disclosure document.

Management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act). Internal control over financial reporting is a process designed by, or under the supervision of, our president (our principal executive officer and our principal accounting officer and principal financial officer), to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements in accordance with GAAP. Internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of our Company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with GAAP, and that receipts and expenditures of our Company are being made only in accordance with authorizations of management and directors of our Company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of our Company’s assets that could have a material affect on the financial statements. Because of its inherent limitations, internal control over financial reporting may not provide absolute assurance that a misstatement of our financial statements would be prevented or detected.

Further, the evaluation of the effectiveness of internal control over financial reporting was made as of a specific date, and continued effectiveness in future periods is subject to the risks that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Management has conducted, with the participation of our president, our principal executive officer and our principal accounting officer and principal financial officer, an evaluation of the effectiveness of our internal control over financial reporting as of August 31, 2021 in accordance with the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission ("COSO") in Internal Control — Integrated Framework. Based on this assessment, management concluded that as of August 31, 2021, our Company’s internal control over financial reporting was not effective based on present Company activity. Our Company is in the process of adopting specific internal control mechanisms. Future controls, among other things, will include more checks and balances and communication strategies between the management and the board to ensure efficient and effective oversight over Company activities as well as more stringent accounting policies to track and update our financial reporting.

There were no changes in our internal control over financial reporting ~~that occurred~~identified in connection with the evaluation described above during the quarter ended August 31, 2021 that has materially affected or is reasonably likely to materially affect our internal ~~control~~controls over financial reporting. 12

Quantum Energy, Inc. is not ~~currently~~ a party to any material legal proceedings and, to ~~our~~Management’s knowledge, no such proceedings are threatened or contemplated. ~~Item 1.A. Risk Factors~~ No director, officer or affiliate of Quantum Energy, Inc. and no owner of record or beneficial owner of more than 5% of the Company’s securities or any associate of any such director, officer or security holder is a party adverse to Quantum Energy, Inc. or has a material interest adverse to Quantum Energy, Inc. in reference to pending litigation.

On June 7, 2021 the Company issued 1,000,000 shares of ~~Equity~~its common stock in consideration for cancellation of a debt in the amount of $190,000.00. These shares were issued pursuant to an exemption from registration provided by Section 4(2) of the Securities Act of 1933. The issuance was not a public offering as defined in Section 4(2) due to the limited number of persons that received the shares, and ~~Use~~the manner of ~~Proceeds. None. Item 3. Defaults upon Senior Securities. None. Item 4. Submission~~the issuances. In addition, the transferees of ~~Matters~~the common stock represented that they had the necessary investment intent as required by Section 4(2) and agreed to receive share certificates or book entry shares containing a ~~Vote~~legend that states the securities were restricted pursuant to Rule 144 of Security Holders. None. Item 5. Other Information. None. Item 6. Exhibits Exhibit No. Description of Exhibit - ----------- ---------------------- 31.1 Rule 13a-14 Certification of Chief Executive Officer and Chief Financial Officer 32.1 Section 1350 Certification of Chief Executive Officer and Chief Financial Officer 13 the Securities Act.

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. QUANTUM ENERGY INC. By: /s/ Sharon Farris --------------------------- Sharon Farris President and Chief Executive Officer Date: January 13, 2011 ---------------- 14

	August 31, 2021		February 28, 2021
0% unsecured note payable - December 2013, due on demand	$	2,000	$	2,000
0% unsecured note payable - November 2015, due on demand		980		980
8% unsecured note payable - October 2018, due on demand		5,000		5,000
6% unsecured note payable – April 2019, due on demand		3,325		3,325
8% unsecured notes payable - October 2019, due on demand		65,000		65,000

Total Notes Payable	$	76,305	$	76,305

	August 31, 2021		February 28, 2021
0% unsecured note payable - October 2015, due on demand	$	2,300	$	2,300
0% unsecured note payable – November 2015, due on demand		2,000		2,000
8% unsecured note payable - October 2018, due on demand		60,000		60,000
6% unsecured note payable – April 2019, due on demand		15,825		15,825
6% unsecured note payable – April 2019, due on demand		15,890		15,890
8% unsecured note payable - October 2019, due on demand		10,000		10,000
TOTAL	$	106,015	$	106,015

	August 31, 2021					February 28, 2021
	Warrants			Price (a)		Warrants			Price (a)
Beginning balance		2,925,000		$	.25		3,925,000		$	.25
Issued	––			––		––			––
Exercised	––			––		––			––
Expired		(500,000	)	––			(1,000,000	)	––
Ending balance		2,425,000		$	0.25		2,925,000		$	.25

Date of Grant	Warrants outstanding		Warrants exercisable		Price		Remaining term (years)
July 10, 2017		500,000		500,000		.25		.27
March 20, 2019		1,250,000		1,250,000		.25		.55
April 17, 2019		675,000		675,000		.25		.63
Total warrants		2,425,000		2,425,000	$	.25		.52

Exhibit
Number	Description of Exhibits

31.1	Certification of Principal Executive Officer as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2	Certification of Principal Accounting Officer as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1	Certification of Principal Executive Officer as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

32.2	Certification of Principal Accounting Officer as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

101.INS	Inline XBRL Instance

101.SCH	Inline XBRL Taxonomy Extension Schema

101.CAL	Inline XBRL Taxonomy Extension Calculation

101.DEF	Inline XBRL Taxonomy Extension Definition

101.LAB	Inline XBRL Taxonomy Extension Labels

101.PRE	Inline XBRL Taxonomy Extension Presentation

104	Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

			QUANTUM ENERGY, INC.


Date:	January 19, 2022	By:	/s/ HARRY EWERT