~~[X]~~☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

~~[ ]~~☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Indicate by check mark whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 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 ~~[X]~~☐ No ~~[ ]~~☒

Indicate by check mark whether the registrant has submitted electronically ~~and posted on its corporate Web site, if any,~~ every Interactive Data File required to be submitted ~~and posted~~ pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit ~~and post~~ such files). 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. See definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Ruble 12b-2 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 ~~[ ]~~☐ No ~~[X]~~☒

The number of shares of Common Stock, $0.001 par value, outstanding on ~~October 25, 2017,~~May 30, 2023, was ~~26,419,846~~22,857,850 shares.

The Company was incorporated on March 7, 2008 under the laws of the State of Nevada, as Alcantara Brands Corporation. On October 5, 2010, the Company amended its articles of incorporation and changed its name to Bollente Companies, Inc. On June 4, 2018, the Company amended its articles of incorporation and changed its name to Trutankless, Inc.

The Company is involved in sales, marketing, research and development of a ~~new~~ high quality, whole-house, smart electric tankless water heater that is more energy efficient than conventional products. Management anticipates the Company’s trutankless water heater, with Wi-Fi capability and Trutankless’ proprietary apps offered in the iOS and Android store, will augment existing products in the home automation space.

The accompanying unaudited ~~interim~~consolidated financial statements ~~of the Company~~ have been prepared in accordance with generally accepted accounting principles ~~generally accepted~~ in the United States ~~of America~~(GAAP) and ~~the~~applicable rules and regulations of the Securities and Exchange Commission (SEC) regarding interim financial reporting. Certain information and note disclosures normally included in the consolidated financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. As such, the information included in the consolidated financial statements for the three months ended June 30, 2022 should be read in conjunction with the consolidated financial statements and accompanying notes included in the Company’s Form 10-K for the Company’s fiscal year ended December 31, 2021, as filed with the SEC.

The consolidated balance sheet as of December 31, 2021, included herein was derived from the audited financial statements ~~and~~as of that date, but does not include all disclosures including notes ~~thereto contained in the Company’s most recent Annual Financial Statements filed with the SEC on Form 10-K. In the opinion of management,~~required by GAAP.

The accompanying unaudited consolidated financial statements reflect all ~~adjustments, consisting of~~ normal recurring adjustments necessary ~~for a fair presentation of~~to present fairly the financial position, ~~and the~~ results of operations, and cash flows for the interim ~~period presented have been reflected herein. The results of operations for the interim period~~periods, but are not necessarily indicative of the results of operations to be ~~expected~~anticipated for the full year. Notes to the financial statements which would substantially duplicate the disclosures contained in the audited financial statements for the most recent fiscal period, as reported in the Form 10-K, have been omitted.year ending December 31, 2022.

The consolidated financial statements include the accounts of ~~Bollente Companies,~~Trutankless, Inc. and its wholly owned subsidiaries. On May 16, 2010, the Company acquired 100% of the outstanding stock of Bollente, Inc. On the date of acquisition, Bollente, Inc. was 2.78% owned and controlled 100% by Robertson J. Orr, a majority shareholder and officer and director of Bollente Companies, Inc. and the acquisition was accounted for by means of a pooling of the entities from the date of inception of Bollente Companies, Inc. on March 7, 2008 because the entities were under common control. On November 21, 2013,August 20^th, 2020 the Company formed a ~~wholly owned~~wholly-owned subsidiary, ~~Nuvola, Inc. On August 13, 2015, the Company formed a wholly owned subsidiary, Bollente International,~~Notation Labs, Inc. All significant inter-company transactions and balances have been eliminated.

Spinoff - On January 24, 2022, the Company completed the previously announced spin-off of its subsidiary Notation Labs Inc into a stand-alone company. The historical results of Notation Labs Inc that were contributed to Trutankless Inc in the spinoff have been reflected as discontinued operations in our condensed consolidated financial statements through the date of the spinoff and in the prior year periods as the spinoff represents a strategic shift in our business that has a major effect on operations and financial results. As of June 30, 2022, the assets and liabilities associated with these Notation Labs Inc. are classified as assets and liabilities of discontinued operations in the condensed consolidated balance sheet. The disclosures presented in our notes to the interim condensed consolidated financial statements are presented on a continuing operations basis.

Certain prior year amounts have been reclassified for consistency with the current period presentation. These reclassifications had no effect on the reported results of operations.

The preparation of financial statements in conformity with generally accepted accounting principles 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 revenue and expenses during the reporting period. Actual results could differ significantly from those estimates.

For the purpose of the statements of cash flows, all highly liquid investments with an original maturity of three months or less are considered to be cash equivalents. The carrying value of these investments approximates fair value.

The Company ~~capitalizes~~follows ASC 718-10, “Stock Compensation”, which addresses the costs associated with the development of the Company’s website pursuant to ASC Topic 350. Other costs related to the maintenance of the website are expensed as incurred. Amortization is provided over the estimated useful lives of 3 years using the straight-line method for financial statement purposes. The Company plans to commence amortization upon completion and release of the Company’s fully operational website.

The Company records stock based compensation in accordance with the guidance in ASC Topic 505 and 718 which requires the Company to recognize expenses related to the fair value of its employee stock option awards. This eliminates accounting for transactions in which an entity exchanges its equity instruments for goods or services, with a primary focus on transactions in which an entity obtains employee services in share-based ~~compensation transactions using intrinsic value~~payment transactions. ASC 718-10 is a revision to SFAS No. 123, “Accounting for Stock-Based Compensation,” and supersedes Accounting Principles Board (“APB”) Opinion No. 25, “Accounting for Stock Issued to Employees,” and its related implementation guidance. ASC 718-10 requires ~~instead that such transactions be accounted for using a fair-value-based method. The Company recognizes~~measurement of the cost of ~~all share-based awards on a graded vesting basis over the vesting period of the award.~~

~~The Company accounts for equity instruments issued~~employee services received in exchange for an award of equity instruments based on the receipt of goods or services from other than employees in accordance with FASB ASC 718-10 and the conclusions reached by the FASB ASC 505-50. Costs are measured at the estimated fair market value of the consideration received or the estimatedgrant-date fair value of the ~~equity instruments issued, whichever~~award (with limited exceptions). Incremental compensation costs arising from subsequent modifications of awards after the grant date must be recognized.

The Company’s calculation of its tax liabilities involves dealing with uncertainties in the application of complex tax laws and regulations in various taxing jurisdictions. The Company recognizes tax liabilities for uncertain tax positions based on management’s estimate of whether it is more ~~reliably measurable.~~likely than not that additional taxes will be required. The ~~value~~Company had no uncertain tax positions as of ~~equity instruments issued~~June 30, 2022.

Deferred income taxes are recognized in the consolidated financial statements for ~~consideration~~the tax consequences in future years of differences between the tax basis of assets and liabilities and their financial reporting amounts based on enacted tax laws and statutory tax rates. Temporary differences arise from net operating losses, differences in depreciation methods of archived images, and property and equipment, stock-based and other ~~than employee services~~compensation, and other accrued expenses. A valuation allowance is established when it is determined onthat it is more likely than not that some or all of the ~~earliest~~deferred tax assets will not be realized. The application of tax laws and regulations is subject to legal and factual interpretation, judgment and uncertainty. Tax laws and regulations themselves are subject to change as a ~~performance commitment~~result of changes in fiscal policy, changes in legislation, the evolution of regulations and court rulings. Therefore, the actual liability for U.S., or ~~completion~~the various state jurisdictions, may be materially different from management’s estimates, which could result in the need to record additional tax liabilities or potentially reverse previously recorded tax liabilities. Interest and penalties are included in tax expense.

The Company includes interest and penalties arising from the underpayment of ~~performance by~~income taxes in the ~~provider~~statements of ~~goods~~operation in the provision for income taxes. As of June 30, 2022 and 2021, the Company had no accrued interest or ~~services as defined by FASB ASC 505-50.~~penalties related to uncertain tax positions.

The Company follows ASC Topic 260 to account for the earnings per share. Basic earnings per common share (“EPS”) calculations are determined by dividing net income by the weighted average number of shares of common stock outstanding during the year. Diluted earnings per common share calculations are determined by dividing net income by the weighted average number of common shares and dilutive common share equivalents outstanding. During periods when common stock equivalents, if any, are anti-dilutive they are not considered in the computation.

~~The cost of our inventory includes the amount we pay to our suppliers to acquire inventory, freight costs incurred~~ There are 9,664,713 additional shares issuable in connection with outstanding warrants, stock payable, and convertible debts as of June 30, 2022.

Accounts receivable is comprised of uncollateralized customer obligations due under normal trade terms. The Company performs ongoing credit evaluation of its customers and management closely monitors outstanding receivables based on factors surrounding the ~~delivery~~credit risk of ~~product~~specific customers, historical trends, and other information. The carrying amount of accounts receivable is reviewed periodically for collectability. If management determines that collection is unlikely, an allowance that reflects management’s best estimate of the amounts that will not be collected is recorded. Accounts receivable are presented net of an allowance for doubtful accounts of $179,381 and $179,381 at June 30, 2022 and December 31, 2021, respectively.

The Company’s policy regarding advertising is to ~~our distribution centers. Net realizable value represents~~expense advertising when incurred. The Company incurred advertising expenses of $1,720 and $5,859 during the ~~estimated selling price less all estimated~~six months ended June 30, 2022 and 2021, respectively.

Research and development costs ~~of completion and costs to be incurred in marketing, selling and distribution.~~

The Company ~~records~~charges research and development costs to expense when incurred in accordance with FASB ASC 730, “Research and Development”. Research and development costs were $119,030 and $176,764 for the six months ended June 30, 2022 and 2021, respectively.

Inventory, including manufacturing cost and shipping are stated at the lower of cost (average cost) or market (net realizable value).

We recognize revenue in accordance with generally accepted accounting principles as outlined in the Financial Accounting Standard Board’s (“FASB”) Accounting Standards Codification (“ASC”) 606, Revenue From Contracts with Customers, which requires that five basic criteria be met before revenue can be recognized: (i) identify the contract with the customer; (ii) identity the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price; and (v) recognize revenue when ~~persuasive evidence~~or as the entity satisfied a performance obligation.

Revenue recognition occurs at the time product is shipped to customers, when control transfers to customers, provided there are no material remaining performance obligations required of ~~an arrangement exists, delivery has occurred,~~ the ~~fee is fixed~~Company or ~~determinable and~~any matters of customer acceptance. We only record revenue when collectability is probable. ~~The Company records revenue from the sale of product upon shipment or delivery of the products to the customer. The Company also records the shipping income when the products are sent to the customer.~~

The Company measures fair value in accordance with ASC 820 - Fair Value Measurements. ASC 820 defines fair value ~~estimates discussed herein are based upon certain market assumptions~~ and ~~pertinent information available to management as~~establishes a three-level valuation hierarchy for disclosures of ~~September 30, 2016. The respective carrying~~fair value ~~of certain on-balance-sheet financial instruments approximated their~~measurements. ASC 820 establishes a framework for measuring fair ~~values. These financial instruments include cash~~value in generally accepted accounting principles, and ~~accounts payable. Fair values were assumed to approximate carrying values for cash~~expands disclosures about fair value measurements. To increase consistency and ~~payables because they are short term~~comparability in ~~nature~~fair value measurements and ~~their carrying amounts approximate~~related disclosures, ASC 820 establishes a fair ~~values or they are payable on demand.~~

~~Level 1~~~~: The preferred~~value hierarchy which prioritizes the inputs to valuation ~~efforts~~techniques used to measure fair value into three (3) broad levels. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The three (3) levels of fair value hierarchy defined by ASC 820 are:

Level 1 - Inputs are ~~“quoted~~unadjusted, quoted prices in active markets for identical assets or liabilities” at the measurement date.

Level 2 - Inputs (other than quoted market prices included in Level 1) are either directly or indirectly observable for the asset or liability through correlation with market data at the ~~caveat that~~measurement date and for the ~~reporting entity must have access to that market. Information at this level is based on direct observations~~duration of ~~transactions involving~~ the ~~same assets and liabilities, not assumptions, and thus offers superior reliability. However, relatively few items, especially physical assets, trade in active markets.~~instrument’s anticipated life.

~~Level 2~~: FASB acknowledged that active markets for identical assets and liabilities are relatively uncommon and, even when they do exist, they may be too thin to provide reliable information. To deal with this shortage of direct data, the board provided a second level of inputs that can be applied in three situations.

~~Level 3~~~~: If inputs from levels 1 and 2 are not available, FASB acknowledges that fair value measures of many assets and liabilities are less precise. The board describes~~ Level 3 ~~inputs as “unobservable,” and limits their~~- Inputs reflect management’s best estimate of what market participants would use ~~by saying they “shall be used to measure fair value to the extent that observable inputs are not available.” This category allows “for situations~~ in ~~which there is little, if any, market activity for~~pricing the asset or liability at the measurement ~~date”. Earlier~~date. Consideration is given to the risk inherent in the ~~standard, FASB explains~~valuation technique and the risk inherent in the inputs to the model. Valuation of instruments includes unobservable inputs to the valuation methodology that ~~“observable inputs”~~ are ~~gathered from sources~~significant to the measurement of fair value of assets or liabilities.

As defined by ASC 820, the fair value of a financial instrument is the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale, which was further clarified as the ~~reporting company~~price that would be received to sell an asset or paid to transfer a liability (“an exit price”) in an orderly transaction between market participants at the measurement date.

The reported fair values for financial instruments that use Level 2 and Level 3 inputs to determine fair value are based on a variety of factors and assumptions. Accordingly, certain fair values may not represent actual values of the Company’s financial instruments that ~~they are expected~~could have been realized as June 30, 2022 or that will be recognized in the future, and do not include expenses that could be incurred in an actual settlement. The carrying amounts of the Company’s financial assets and liabilities, such as cash, accounts receivable, receivables from related parties, prepaid expenses and other, accounts payable, accrued liabilities, and related party and third-party notes payables approximate fair value due to ~~reflect assumptions made by market participants.~~their relatively short maturities. The Company’s notes payable to related parties approximates the fair value of such instrument based upon management’s best estimate of terms that would be available to the Company for similar financial arrangements at June 30, 2022 and December 31, 2021.

In ~~March 2016,~~October 2021, the FASB issued ASU ~~2016-08,~~ 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers, which requires contract assets and contract liabilities acquired in a business combination to be recognized and measured by the acquirer on the acquisition date in accordance with ASC 606, Revenue from Contracts with Customers, ~~(Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net). ASU 2016-08 clarifies~~as if it had originated the ~~implementation~~contracts. Under the current business combinations guidance, such assets and liabilities are recognized by the acquirer at fair value on ~~principal versus agent considerations and includes indicators to assist an entity in determining whether it controls a specified good or service before it is transferred to~~ the ~~customers. ASU 2016-08~~acquisition date. This new guidance is effective ~~January 1, 2018 to be~~for the Company for its fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. Early adoption is permitted, including adoption in ~~alignment with the effective date of ASU 2014-09, as discussed above. Management~~an interim period. The Company is ~~currently assessing~~evaluating its ~~procedures for determining revenues derived from principal versus agents in connection with the~~potential impact ~~of adopting this new accounting standard on the Company’s condensed consolidated financial statements and~~but does not ~~believe that~~expect the ~~adoption of ASU 2016-08 will~~new standard to have a material impact on the Company’s ~~condensed consolidated financial statements.~~results of operations or cash flows.

In ~~April~~June 2016, the FASB issued ASU ~~2016-10,~~ ~~Revenue from Contracts with Customers~~2016-13, Financial Instruments-Credit Losses (Topic ~~606)~~326): ~~Identifying Performance Obligations~~Measurement of Credit Losses on Financial Instruments on October 1, 2020 (“ASU 2016-13”). ASU 2016-13 requires entities to use a new forward-looking “expected loss” model that reflects expected credit losses, including credit losses related to trade receivables, and ~~Licensing.~~ requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates, which generally will result in the earlier recognition of allowances for losses. As the Company was a Smaller Reporting Company at the time of issuance of the ASU, the Company expects to adopt the ASU effective October 1, 2023, including the interim periods within the fiscal year. Early application of the adoption is permitted. The ~~amendments in this update affect the guidance in ASU 2014-09, which~~Company is not yet effective. The amendments in ASU 2016-10 clarify the following two aspects of Topic 606: identifying performance obligations and the licensing implementation guidance, while retaining the related principles for those areas. ASU 2016-10 is effective January 1, 2018 to be in alignment with the effective date of ASU 2014-09, as discussed above. Management is currently assessing theevaluating its potential impact ~~of adopting this new accounting standard on the Company’s condensed consolidated financial statements in connection with revenues recognized from licensing its vast archive of photographic images.~~

~~In May 2016, the FASB issued ASU 2016-12,~~ ~~Revenue from Contracts from Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients.~~ The amendments in this update affect the guidance in ASU 2014-09, which is not yet effective. The core principle of the guidance in Topic 606 is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The amendments in ASU 2016-12 do not change the core principle of the guidance in Topic 606, but instead affect only the narrow aspects noted in Topic 606. ASU 2016-12 is effective January 1, 2018 to be in alignment with the effective date of ASU 2014-09, as discussed above. Management evaluated ASU 2016-12 and does not ~~believe~~expect the ~~adoption of ASU 2016-12 will~~new standard to have a material impact on the Company’s ~~condensed consolidated financial statements.~~results of operations or cash flows.

In ~~January 2016,~~August 2020, the FASB issued ASU ~~2016-01,~~ ~~Financial Instruments-Overall: Recognition~~2020-06, “Debt - Debt with Conversion and ~~Measurement~~Other Options (subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (subtopic 815-40),” which reduces the number of ~~Financial Assets~~accounting models in ASC 470-20 that require separate accounting for embedded conversion features. As a result, a convertible debt instrument will be accounted for as a single liability measured at its amortized cost as long as no other features require bifurcation and ~~Financial Liabilities.~~ ~~ASU 2016-01 addresses certain aspects~~recognition as derivatives. By removing those separation models, the effective interest rate of ~~recognition, measurement, presentation, and disclosure of financial~~convertible debt instruments ~~including requirements~~will be closer to ~~measure most equity investments at fair value with changes in fair value recognized in~~the coupon interest rate. Further, the diluted net income per share calculation for convertible instruments will require the Company to ~~perform a qualitative assessment of equity investments without readily determinable fair values, and~~use the if-converted method. The treasury stock method should no longer be used to ~~separately present financial assets and liabilities by measurement category and by type of financial asset on the balance sheet or the accompanying notes to the financial statements. ASU 2016-01~~calculate diluted net income per share for convertible instruments. The amendment will be effective for the Company beginning on January 1, 2018, and will be applied by means of a cumulative effect adjustment to the balance sheet, except for effects related to equity securities without readily determinable values, which will be applied prospectively. Management is currently evaluating the potential impact of adopting this new accounting standard on the Company’s condensed consolidated financial statements.

~~In February 2016, the FASB issued ASU 2016-02,~~ ~~Leases~~, which requires an entity to recognize long-term lease arrangements as assets and liabilities on the balance sheet of the lessee. Under ASU 2016-02, a right-of-use asset and lease obligation will be recorded for all long-term leases, whether operating or financing, while the income statement will reflect lease expense for operating leases and amortization/interest expense for financing leases. The amendments also require certain new quantitative and qualitative disclosures regarding leasing arrangements. ASU 2016-02 will be effective for the Company beginning on January 1, 2019. Lessees must apply a modified retrospective transition approach for leases existing at, or entered after, the beginning of the earliest comparative period presented in the financial statements. Early adoption is permitted. Management does not believe the adoption of ASU 2016-02 will have a material impact on the Company’s condensed consolidated financial statements.

~~In March 2016, the FASB issued ASU 2016-05,~~ ~~Derivatives and Hedging: Effect of Derivative Contract Novations on Existing Hedge Accounting Relationships~~, which clarifies that a change in the counterparty to a derivative instrument that has been designated as a hedging instrument would not, in and of itself, be considered a termination of the derivative instrument, provided that all other hedge accounting criteria continue to be met. ASU 2016-05 is effective for the Company beginning on January 1, 2017. Early adoption is permitted, including in an interim period. Management evaluated ASU 2016-05 and does not believe the adoption of this new accounting standard will have a material impact on the Company’s condensed consolidated financial statements.

~~In March 2016, the FASB issued ASU 2016-06,~~ ~~Derivatives and Hedging (Topic 815): Contingent Put and Call Options in Debt Instruments~~, which aims to reduce the diversity of practice in identifying embedded derivatives in debt instruments. ASU 2016-06 clarifies that the nature of an exercise contingency is not subject to the “clearly and closely” criteria for purposes of assessing whether the call or put option must be separated from the debt instrument and accounted for separately as a derivative. ASU 2016-06 will be effective for the Company beginning on January 1, 2017. Management evaluated ASU 2016-06 and does not believe the adoption of this this new accounting standard will have a material impact on the Company’s condensed consolidated financial statements effective January 1, 2017.

~~In March 2016, the FASB issued ASU 2016-09,~~ ~~Compensation - Stock Compensation: Improvements to Employee Share-Based Payment Accounting.~~ ASU 2016-09 simplifies several aspects of the accounting and presentation of share-based payment transactions, including the accounting for related income taxes consequences and certain classifications within the statement of cash flows. ASU 2016-09 is effective for the Company beginning on January 1, 2017. Management evaluated the impact of adopting ASU 2016-09 and does not believe the new accounting standard will have a material impact on the Company’s condensed consolidated financial statements.

~~In August 2016, the FASB issued ASU 2016-15,~~ ~~“Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments”~~ ~~(“ASU 2016-15”). ASU 2016-15 will make eight targeted changes to how cash receipts and cash payments are presented and classified in the statement of cash flows. ASU 2016-15 is effective~~ for fiscal years beginning after December 15, ~~2017. The new standard will require~~2021, including interim periods within those fiscal years. Early adoption ~~on a retrospective basis unless it~~ is impracticable to apply, in which case it would be required to apply the amendments prospectively as of the earliest date practicable. The Company is currently in the process of evaluating the impact of ASU 2016-15 on its condensed consolidated financial statements.

In November 2016, the FASB issued ASU 2016-18, “Statement of Cash Flows (Topic 230)”, requiring that the statement of cash flows explain the change in the total cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. This guidance is effective forpermitted, but no earlier than fiscal years ~~and interim reporting periods therein,~~ beginning after December 15, ~~2017 with early adoption permitted. The provisions~~2020, including interim periods within those fiscal years.

On January 24, 2022, the Company completed the spin-off of ~~this guidance are to be applied using~~its subsidiary Notation Labs Inc into a ~~retrospective approach which requires application~~stand-alone company. Each holder of the ~~guidance~~common stock received one share of Notation labs, Inc common stock for ~~all periods presented. The Company is currently evaluating the impact~~every four shares of the ~~new standard. Management does not believe~~Company’s common stock held at the close of business on December 10, 2021, the record date of the distribution. In contemplation of the Spin-off, the Notation Labs business, the historical results of operations, assets and liabilities, and the cash flows of Notation Labs are reflected as discontinued operations. Prior to the Separation, net assets attributable to Notation Labs were as follows:

The components of assets and liabilities of discontinued operations that ~~any other recently issued, but not yet effective accounting pronouncements, if adopted, would have a material effect on~~are stated separately as of December 31, 2021 in the ~~consolidated financial statements filed with this annual report.~~Consolidated Balance Sheets are comprised of the following items:

~~In December 2016, the FASB issued ASU 2016-20, “Technical Corrections and Improvements to Topic 606, Revenue~~The components of loss from ~~Contracts with Customers”. The amendments in this Update affect the guidance in Update 2014-09, which is not yet effective. The effective date and transition requirements~~discontinued operations, net of tax for the ~~amendments~~Notation Labs business are as follows:

The components of cashflows from discontinued operations for the ~~same~~Notation Labs business are as ~~the effective date and transition requirements for Topic 606 (and any other Topic amended by Update 2014-09). Accounting Standards Update No. 2015-14,~~ ~~Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date~~~~, defers the effective date of Update 2014-09 by one year.~~follows:

The accompanying consolidated financial statements have been prepared ~~assuming that~~in accordance with accounting principles generally accepted in the ~~Company will continue as~~United States of America on a going concern basis, which contemplates the ~~recoverability~~realization of assets and the satisfaction of liabilities and commitments in the normal course of business. ~~As a result,~~

Management evaluated all relevant conditions and events that are reasonably known or reasonably knowable, in the ~~Company incurred accumulated net losses for the year ended September 30, 2017 of ($22,539,493).~~

~~The ability~~aggregate, as of the ~~Company~~date the consolidated financial statements are issued and determined that substantial doubt exists about the Company’s ability to continue as a going concern. The Company’s ability to continue as a going concern is dependent ~~upon~~on the Company’s ability to generate revenues and raise capital. The Company has not generated sufficient revenues from product sales to provide sufficient cash flows to enable the Company to finance its operations internally. As of June 30, 2022, the Company had $1,992 cash on hand. At June 30, 2022 the Company has an accumulated deficit of 62,831,365. For the six months ended June 30, 2022, the Company had a net loss of $2,849,965, and cash used in operations of $1,189,558. These factors raise substantial doubt about the Company’s ability to continue as a going concern within one year from the date of filing.

Over the next twelve months management plans to raise additional capital ~~from~~and to invest its working capital resources in sales and marketing in order to increase the ~~sale~~distribution and demand for its products. However, there is no guarantee the Company will generate sufficient revenues or raise capital to continue operations. If the Company fails to generate sufficient revenue and obtain additional capital to continue at its expected level of ~~common stock~~operations, the Company may be forced to scale back or discontinue its sales and ~~ultimately, the achievement of significant operating revenues. These~~marketing efforts. The consolidated financial statements do not include any adjustments ~~relating to the recoverability and classification of recorded asset amounts, or amounts and classification of liabilities~~ that might ~~result from this uncertainty.~~be necessary if the Company is unable to continue as a going concern.


	September 30, 2017		December 31, 2016		June 30, 2022		December 31, 2021
Finished goods	$	117,815	$	62,836		120,510		119,418
Total	$	117,815	$	62,836	$	120,510	$	119,418

Inventory purchases are prepaid up to 70% during the manufacturing process, with the final 30% being paid upon shipment. The Company inventory is shipped from the manufacturer to the Company via FOB shipping point and as such is included in the Company’s inventory at the point of shipment. As of September 30, 2017, and December 31, 2016, the Company had prepaid inventory of $154,828 and $178,379, respectively.

~~Amortization expense from continuing operations for the nine months ended September 30, 2017 and 2016 was $1,628 and $17,149, respectively.~~

As of September 30, 2017, and December 31, 2016, the Company had two notes payable due to an officer and director of the Company in amount of $34,150 and $34,150, respectively. The notes have interest rate that range from 0%-8% with due dates ranging from on demand through April 2017.

As of September 30, 2017, and December 31, 2016, the Company had line of credit due to a Company controlled by an officer and director of the Company in amount of $4,513 and $0, respectively. During the quarter ended September 30, 2017 and 2016 the Company received advances $22,500 and $0 and made payments of $17,987 and $0, respectively.

~~Notes payable net of debt discount~~Accounts receivable consist of the following at:

During the six months ending June 30, 2022 the Company received $15,100 under a note payable from a director of the Company. As of June 30, 2022 and December 31, 2021, the Company had one note payable due to a director of the Company in the amount of $19,450 and $4,350, respectively. The note has an interest rate of 5% and is due on demand.

As of June 30, 2022 and December 31, 2021, the Company had one note payable due to an officer of the Company in the amount of $125,500 and $110,500, respectively. The note has an interest rate of 12%and is due on demand.

On April 30, 2021, the Company entered into a $150,000, 12% grid note payable with a Company controlled by the CEO that is due upon demand but no later than April 30, 2022. As of June 30, 2022 and December 31, 2021, the Company has received advances under the note of $102,000 and $102,000, respectively.

Interest expense associated with the related party notes for the three months ended June 30, 2022 and 2021 was $14,395 and $25,973 respectively.

In January 2019, the Company executed a lease agreement with Templar Asset Group, LLC, a related party. The lease term is one year at a rate of $4,200 per month for a period of one year with an option to continue a month-to-month basis thereafter. Under ASC 842, this lease is not recorded on the balance sheet as its term is 12 months or less.

Rent expense associated with the lease agreement for the six months ended June 30, 2022 and 2021 was $25,200 and $25,200, respectively. As of June 30, 2022 and December 31, 2021 the Company had amounts due associated with the lease of $81,100 and $71,700 , respectively.

In January 2014, the Company executed a lease agreement with Perigon Companies, LLC, a related party. The lease term is one month at a rate of $4,000 per month for a period of one month with an option to continue a month-to-month basis thereafter. Under ASC 842, this lease is not recorded on the balance sheet as its term is 12 months or less. The lease was terminated as of January 1, 2019.

Rent expense associated with the lease agreement for the six months ended June 30, 2022 and 2021 was $0 and $0, respectively. As of June 30, 2022 and December 31, 2021 the Company had amounts due associated with the lease of $34,500 and $34,500 , respectively.

During the six months ended June 30, 2022 and 2021 the Company received $0 and $0 in advances from a related party, respectively. As of June 30, 2022 and December 31, 2021 the Company had received advances from a related party of $23,500 and $23,500, respectively.

On June 11, 2020, the Company issued $160,000 of principal amount of 12% secured convertible promissory notes and warrants to purchase common stock. The notes were due between May and August 2018 and bear interest of percent (12%). The notes are secured by all of the Company’s assets. The outstanding principal amounts and accrued but unpaid interest of the notes is convertible at any time at the option of the holder into common stock at a conversion price of $1.00 per share. The notes were issued with warrants to purchase up to 160,000 shares of the Company’s common stock which were valued at $119,616. On May 16, 2019, the maturity date of the note was extended to January 11, 2020 for the issuance of 11,250 shares of common stock (post-Split) valued at $45,900. As of December 31, 2021, $165,516 of the debt discount was amortized and the note was shown net of unamortized discount of $0.

On January 30, 2019, the Company issued a $100,000 12% promissory note. The note was due on December 31, 2019. As an incentive to enter into the agreement the noteholder was also granted 100,000 shares valued at $45,000 which was recognized as a debt discount. On May 16, 2019, the maturity date of the note was extended to December 31, 2020 (see below) for the issuance of 6,875 shares of common stock(post-split) valued at $23,100 The Company recorded the fair market value of all the shares issued for extensions to financing cost.

On January 1, 2020, the Company entered into an agreement to consolidate the above two notes payable dated June 11, 2018 and January 30, 2019 into one $260,000, 12% note due June 1, 2022. As consideration the Company issued the note holder 175,000 shares of common stock valued at $61,250, which was recognized as a financing cost. The Company evaluated the modification under ASC 470-50 and determined that the modifications were considered substantial and qualified for extinguishment accounting under such guidance. As such, the Company recorded a loss on extinguishment of debt of $61,250 associated with the excess reacquisition cost of the new debt over the carrying value of the original debt. . On May 1, 2022, for the issuance of 25,000 shares valued at $29,000 on the date of commitment, the loan was further extended to June 1, 2024. During the six months ending June 30, 2022 the Company made principal payments totaling $13,490. As of June 30, 2022 and December 31, 2021 the balance of the note was $79,920 and $93,411, respectively.

On September 2, 2016, the Company issued a $100,000 12% promissory note. The note was due on September 1, 2017. As an incentive to enter into the agreement the noteholder was also granted 25,000 shares valued at $25,000 which was recognized as a debt discount. On May 16, 2019, the maturity date of the note was extended to July 1, 2020 (see below) for the issuance of 50,000 shares of common stock valued at $21,000, which was recognized as a debt discount over the extended maturity date. As of June 30, 2022, the full amounts of the debt discount have been amortized.

On February 2, 2018, the Company entered into an agreement with the note holder to split a certain note payable dated July 1, 2015 into two notes in the amount of $150,000 and $50,000, respectively. In addition to splitting the notes the noteholder also agreed to extend the due date of the new $50,000 note to July 1, 2018 and on June 4, 2018, for consideration of 15,000 shares the noteholder further agreed to extend the due date of the new $50,000 note to April 1, 2019. On November 15, 2018, both notes were further extended to January 1, 2020 (see below) for the issuance of 80,000 shares valued $40,800. On May 16, 2019, the maturity dates of both notes were extended to July 1, 2020 for the issuance of 50,000 shares of common stock valued at $21,000. The Company recorded the fair market value of all the shares issued for extensions to financing cost.

On January 1, 2020, the Company entered into an agreement to consolidate three notes payable above dated September 2, 2016 and February 2, 2018 into one $300,000, 12% note due June 1, 2021. As consideration the Company issued the note holder 175,000 shares of common stock valued at $61,250 which was recorded as financing expense. On May 1, 2022, for the issuance of 25,000 shares valued at $29,000 on the date of commitment, the loan was further extended to June 1, 2024. The Company evaluated the modification under ASC 470-50 and determined that the modifications were considered substantial and qualified for extinguishment accounting under such guidance. As such the Company recorded a loss on extinguishment of debt of $61,250 associated with the excess reacquisition cost of the new debt over the carrying value of the original debt. As of June 30, 2022 and December 31, 2021 the balance of the note was $300,000 and $300,000, respectively.

On January 8, 2021, the Company entered into a $125,000, 30% note payable due on June 8, 2021. Under the note the Company must make interest only payments of $3,125 starting on February 10, 2021 and continuing through maturity. On December 31, 2022, the noteholder extended the due date to June 8, 2022 for $1,250. As of June 30, 2022 and December 31, 2021 the balance of the note was $125,000 and $125,000, respectively. As of June 30, 2022 the note is in default.

On April 26, 2021, the Company entered into a $95,000, 12% note payable due on April 26, 2022. As of June 30, 2022 and December 31, 2021 the balance of the note was $95,000 and $95,000, respectively.

On June 28, 2021, the Company entered in to a $350,000 note payable, including an original issue discount of $56,892. Interest under the promissory note is 12% per annum, and the principal and all accrued but unpaid interest is due twelve (12) months from funding with monthly payment of $39,200 beginning on August 6, 2021. As an incentive to enter into the agreement, the noteholder was also granted 157,834 shares valued at $169,198, based on market value of the shares on the date of issuance which was recognized as a debt discount. During the six months ended June 30, 2022, $56,367 of the discount was amortized and the note was shown net of unamortized discount of $0. During the six months ending June 30, 2022 the Company made principal payments totaling $219,333. As of June 30, 2022 and December 31, 2021 the balance of the note was $0 and $219,333, respectively.

On August 18, 2021, the Company entered into a $10,000, 12% note payable due on August 18, 2022. On April 10, 2022 the note was amended to have a due date of December 7, 2023. As of June 30, 2022 and December 31, 2021 the balance of the note was $10,000 and $10,000, respectively.

On May 12, 2021, the Company entered into a $103,000, 24% note payable due on September 12, 2021.

On July 12, 2021, the Company entered into a $98,000, 12% note payable due on November 12, 2021.

On November 12, 2021, the Company entered into an agreement to consolidate the two notes payable above dated May 12, 2021 and July 12, 2021 into one $201,000, 12% note due December 15, 2023. As consideration the Company issued the note holder 100,000 shares of common stock valued at $125,000 which was recorded as financing expense. The Company evaluated the modification under ASC 470-50 and determined that the modifications were considered substantial and qualified for extinguishment accounting under such guidance. As such the Company recorded a gain on extinguishment of debt of $15,643 associated with the deficit reacquisition cost of the new debt over the carrying value of the original debt. On May 1, 2022, for the issuance of 100,000 shares valued at $87,000 on the date of commitment, the loan was further extended to June 1, 2024. During the six months ending June 30, 2022 the Company made principal payments totaling $60,080. As of June 30, 2022 and December 31, 2021 the balance of the note was $140,920 and $201,000, respectively.

On November 4, 2021, the Company entered into a $25,000, 0% note payable due on demand. As of June 30, 2022 and December 31, 2021 the balance of the note was $13,000 and $13,000, respectively.

Interest expense including amortization of the associated debt discount for the ~~nine~~six months ended ~~September~~June 30, ~~2017~~2022 and ~~2016~~2021 was ~~$62,876~~$130,413 and ~~$36,239,~~$84,249, respectively.

On June 2, 2016, the Company issued $50,000 of principal amount of 12% secured convertible promissory notes and 6,250 warrants to purchase common stock (post-split). The note was due on August 31, 2018, was later extended to August 31, 2019, bears interest of twelve percent (12%) and is currently in default. The outstanding principal amounts and accrued but unpaid interest of the notes is convertible at any time at the option of the holder into common stock at a conversion price of $8.00 per share (post-split). The notes were issued with warrants to purchase up to 6,250 shares of the Company’s common stock at an exercise price of $12 per share (post-split). As of June 30, 2022 and December 31, 2021 the balance of the note was $50,000 and $50,000, respectively. As of the date of filing the loan is in default.

On May 2, 2017, the Company issued $100,000 of principal amount of 10% secured convertible promissory notes and 20,000 warrants to purchase common stock. The note iswas due on May 2, 2020 and ~~are~~is secured by the Company’s accounts receivable and ~~inventory.~~inventory and on August 1, 2020, for the issuance of $6,250 shares (post-split) valued at $10,000 based on market value of the shares of $1.6 (post-split) on the date of issuance, was further extended to February 1, 2021, and was again extended on April 20, 2021 to May 2, 2022 for the 12,500 shares (post-split) valued at $17,000, which is included in stock payable. On May 1, 2022, for the issuance of 12,500 shares valued at $14,500 on the date of commitment, the loan was further extended to May 1, 2023. The outstanding principal amounts and accrued but unpaid interest of the notes ~~are~~is convertible at any time at the option of the holder into common stock at a conversion price of ~~$0.50~~$4 per ~~share.~~share (post-split). The notes ~~the~~ were issued with warrants to purchase up to 10,000 shares of the Company’s common stock at an exercise price of ~~$1.00~~$8.00 per ~~share. The warrants are exercisable at any time. The warrants are exercisable until four (4) years after~~share (post-split). As of June 30, 2022 and December 31, 2021 the ~~closing date.~~balance of the note was $100,000 and $100,000, respectively. As of the date of filing the loan is in default.

On May 2, 2017, the Company issued $50,000 of principal amount of 10% secured convertible promissory notes and 10,000 warrants to purchase common stock. The note iswas due on May 2, 2020 and ~~are~~is secured by the Company’s accounts receivable and inventory. On April 22, 2020, the note was extended to May 2, 2021. The outstanding principal amounts and accrued but unpaid interest of the notes is convertible at any time at the option of the holder into common stock at a conversion price of $4 per share (post-split). The notes were issued with warrants to purchase up to 1,250 shares (post-split) of the Company’s common stock at an exercise price of $8.00 per share (post-split). One December 31, 2021 the note was amended to cease accruing interest as of May 1,2022 and the due date of the note was amended to April 1, 2023. As of June 30, 2022 and December 31, 2021 the balance of the note was $45,000 and $50,000, respectively. As of the date of filing the loan was in default.

On May 22, 2017, the Company issued $5,000 of principal amount of 10% secured convertible promissory notes and 125 warrants (post-split) to purchase common stock at an exercise price of $8 (post-split). The note was due on May 22, 2020 and is currently in default secured by the Company’s accounts receivable and inventory. The outstanding principal amounts and accrued but unpaid interest of the notes ~~are~~is convertible at any time at the option of the holder into common stock at a conversion price of $0.50 per share. The notes ~~the~~ were issued with warrants to purchase up to ~~10,000~~125 shares of the Company’s common stock at an exercise price of ~~$1.00~~$8.00 per ~~share. The warrants are exercisable at any time. The warrants are exercisable until four (4) years after~~share (post-split). As of June 30, 2022 and December 31, 2021 the ~~closing date.~~balance of the note was $5,000 and $5,000, respectively.

On ~~May 22, 2017,~~February 15, 2018, the Company issued ~~$5,000 of principal amount of 10%~~a $75,000 12% secured convertible promissory ~~notes and 1,000 warrants to purchase common stock.~~note. The note iswas due on ~~May 22,~~February 24, 2020 and ~~are~~is secured by the Company’s accounts receivable and inventory. On April 22, 2020, the due date of the note was extended to February 15, 2021 for the issuance of 6,250 shares of common stock (post-split) valued at $8,995 and is currently in default. On February 22, 2022 the due date of the note was further extended to February 15, 2024. As of June 30, 2022 and December 31, 2021 the balance of the note was $75,000 and $75,000, respectively..

On February 8, 2019, the Company issued a $50,000 10% convertible note. The ~~outstanding~~note was due on February 8, 2020 and is currently in default. As an incentive to enter into the agreement, the noteholder was also granted 7,500 shares valued at $30,000, which was recognized as a debt discount. As of June 30, 2022 and December 31, 2021 the balance of the note was $50,000 and $50,000, respectively.

On February 19, 2019, the Company issued a $25,000 4% convertible note. The note was due on August 19, 2019 and is convertible at a rate of $4 per share (post-split). On February 14, 2019, the noteholder agreed to extend the note through October 14, 2020. As an incentive to enter into the agreement, the noteholder was also granted 625 shares (post-split) valued at $2,500, which was recognized as a debt discount. As of December 31, 2021, the shares have not been issued and were included in stock payable. As of December 31, 2021, the note was shown net of unamortized discount of $0. As of June 30, 2022 and December 31, 2021 the balance of the note was $25,000 and $25,000, respectively. As of the June 30, 2022 the note was in default.

On November 19, 2019, the Company entered in to a $281,000 convertible note payable, including an original issue discount of $28,100 convertible promissory note pursuant to which $150,000 was borrowed, including a $18,500 discount during the year ended December 31, 2019. Interest under the convertible promissory note is 12% per annum, and the principal ~~amounts~~ and all accrued but unpaid interest is due 180 days from funding, which has July 19, 2020 for the first tranche. On May 20, 2020, the noteholder agreed to extend the due date of the ~~notes are~~first tranche of funding until July 19, 2020 and is currently past due. On the date of default, the Company incurred a default penalty of 50% of the balance of the note amounting to $54,250. The note is convertible at ~~any time at~~ the ~~option~~lesser of (i) 70% multiplied by the lowest Trading Price during the previous twenty-five (25) trading day period ending on the latest complete Trading Day prior to the date of the ~~holder~~note and 70% of the market price with a floor of $0.01. As an incentive to enter into the agreement, the noteholder was also granted 53,375 shares (post-split) valued at $175,070. The Company analyzed the conversion feature and determined it was required to be bifurcated and recognized as a derivative liability. The derivative at inception was valued at $192,226, based on the Black Scholes Merton pricing model. As the fair value of the derivative and the shares issued at inception were in excess of the face amount of the note, the Company recorded a debt discount in the amount of $168,500 to be amortized utilizing the effective interest method of accretion over the term of the note. Further, the excess of $104,041 was recognized as a financing cost on the Statement of Operations. As of December 31, 2021, the Company paid the $60,000 toward the principal balance under the first tranche of $60,000. As of December 31, 2021, the fair value of the derivative liability associated with the note of $152,451 was reclassified to additional paid in capital. As of June 30, 2022, the debt discount has been amortized in full and the note was shown net of unamortized discount of $0. As of June 30, 2022 and December 31, 2021 the balance of the note was $162,750 and $162,750, respectively.

On May 5, 2020, the Company issued a $350,000 10% convertible note. The note is due on May 1, 2021 and is convertible at a rate of $1 per share (post-split). As an incentive to enter into the agreement the noteholder was also granted 187,500 shares (post-split) valued at $207,000, which was recognized as a debt discount. On April 21, 2021, the noteholder agreed to extend the note through May 1, 2022. As an incentive to enter into the agreement, the noteholder was also granted 12,500 shares (post-split) valued at $20,000, which was recognized as financing expense. On May 1, 2022, for the issuance of 75,000 shares valued at $87,000 on the date of commitment, the loan was further extended to May 1, 2024. As of June 30, 2022, the note was shown net of unamortized discount of $0. As of June 30, 2022 and December 31, 2021 the balance of the note was $350,000 and $350,000, respectively.

On January 6, 2021, the Company entered into a $275,000, 10% convertible note payable due January 6, 2022, including an original issue discount of $35,000. The note is convertible into shares of common stock equal to the closing bid price of common stock on the trading day immediately preceding the date of conversion. On February 7, 2021 and granted the noteholder an additional 122,857 shares of common stock (post-split) valued $167,086 and 19,000 five-year warrants exercisable at $1 (post-split) valued at $30,400. During the six months ended June 30, 2022 the Company made payments totaling $30,382 in principal, and the balance of the loan as of June 30, 2022 and December 31, 2021 was $0 and $30,382, respectively.

On February 8, 2021, the Company entered into an agreement to consolidate two notes payable above dated September 17, 2018 and February 8, 2019 into one $100,000, 12% note due February 8, 2022. The note is convertible into shares of common stock at a conversion price of ~~$0.50~~$0.80 per ~~share. The notes~~share (post-split). As consideration the ~~were~~Company issued ~~with warrants to purchase up to 1,000~~the note holder 12,500 shares of ~~the Company’s~~ common stock (post-split) valued at $20,000 which was recorded as financing expense. As of the December 31, 2021, the share were not issued and included in stock payable. The Company evaluated the modification under ASC 470-50 and determined that the modifications were considered substantial and qualified for extinguishment accounting under such guidance. As such the Company recorded a loss on extinguishment of debt of $20,000 associated with the excess reacquisition cost of the new debt over the carrying value of the original debt. During the six months ending June 30, 2022 the Company made interest payments totaling $5,000. As of June 30, 2022 and December 31, 2021 the balance of the note was $100,000 and $100,000, respectively.

On March 3, 2021, the Company issued a $25,000 4% convertible note. The note is due on March 3, 2022 and is convertible at a rate of $0.80 per share (post-split). For the six months ended June 30, 2022, the Company recorded amortization of the debt discount of $1,700. As of June 30, 2022, the note was shown net of unamortized discount of $0. As of June 30, 2022 and December 31, 2021 the balance of the note was $25,000 and $25,000, respectively.

On June 15, 2021, the Company entered into a $10,000, 10% note payable due on December 15, 2021. The note is convertible at $0.80 per share (post-split). As an ~~exercise~~inducement to enter into the agreement the Company also granted the noteholder 6,875 shares of common stock (post-split). The issuance of the note and shares resulted in a discount from the beneficial conversion feature totaling $5,699, including $2,151 attributable to the conversion feature and $3,548 was attributable to the shares. As of June 30, 2022 and December 31, 2021, the note balance was $10,000 and $1,000 and was shown net of unamortized discount of $0 and $0, respectively.

On February 22, 2022 the Company entered into a $385,000, 12% note payable due on February 22, 2023. The note is convertible upon default at the higher of the closing price of ~~$1.00 per share. The warrants are exercisable at any time. The warrants are exercisable until four (4) years after~~the common stock on the closing ~~date.~~date, or par value. As an inducement to enter into the agreement the Company also granted the noteholder 165,216 shares of common stock (post-split). The issuance of the note and shares resulted in a total debt discount of $158,147, with $123,147 attributable to the shares. As of June 30, 2022 the balance of the note was $385,000.

Interest expense including financing cost and amortization of the associated debt discount on all of the above convertible notes for the ~~nine~~six months ended ~~September~~June 30, ~~2017~~2022 2021 was $96,865 and ~~2016 was $258,223 and $62,755,~~$473,895, respectively.

~~In January 2015,~~The Company determines whether or not a contract contains a lease based on whether or not it provides the Company with the use of a specifically identified asset for a period of time, as well as both the right to direct the use of that asset and receive the significant economic benefits of the asset. The Company elected the transition relief package of practical expedients, and as a result, we did not assess 1) whether existing or expired contracts contain embedded leases, 2) lease classification for any existing or expired leases, and 3) whether lease origination costs qualified as initial direct costs. We elected the short-term lease practical expedient by establishing an accounting policy to exclude leases with a term of 12 months or less.

The Company has entered into lease agreements as a lessee for the use of office space. These lease agreements are classified as operating leases and the liability and right-of-use asset are recognized on the balance sheet at lease commencement. Leases with an initial term of 12 months or less are not recorded on the balance sheet and are recognized as lease expense on a straight-line basis over the lease term. As a result of the adoption of ASC 842, the Company recognized an operating lease liability and right-of-use asset of $64,978.

The discount rate utilized for classification and measurement purposes as of the inception date of the lease is based on the Company’s collateralized incremental interest rate to borrow of 12%, as the rate implicit in the lease is not determinable.

During 2018, the Company executed a ~~sublease agreement with Perigon Companies, LLC, a related party.~~lease agreement. The lease term is ~~one year~~39 months at a rate of ~~$4,000~~$1,680 per month with ~~an option to continue a month to month basis.~~3% increases beginning January 1, 2021 and rent commencing on January 1, 2019. The Company ~~paid~~was required to pay a ~~refundable~~$1,781 security ~~deposit of $1,500.~~deposit. During the six months ending June 30, 2022 the Company agreed to renew the lease through December 31, 2025.

In January ~~2015,~~2019, the Company executed a ~~sublease~~lease agreement with Templar Asset Group, LLC, a related party. The lease term is one year at a rate of ~~$2,800~~$4,200 per month for a period of one year with an option to continue a month-to-month basis thereafter. Under ASC 842, this lease is not recorded on the balance sheet as its term is 12 months or less.

In January 2020, the Company executed a lease agreement. The lease term is 17 months at a rate of $5,805 per month ~~to month basis.~~and rent commencing on March 1, 2022. The Company was ~~not~~ required to pay a $5,805.33 security deposit.

As of June 30, 2022, the ~~nine months ended September~~right of use asset and lease liability were shown on the consolidated balance sheet at $9,622 and $10,232, respectively. The table below reconciles the fixed component of the undiscounted cash flows and the total remaining years to the operating lease liability recorded on the consolidated balance sheet as of June 30, ~~2017~~2022:

On July 6, 2020, we received a letter from the staff of the Division of Enforcement of the Securities and ~~2016 was $57,600~~Exchange Commission (the “Staff”) that indicated the Company may have violated certain rules and ~~$61,200, respectively.~~

~~The~~regulations regarding a late filing notification filed by the Company ~~has~~and that the Staff is conducting an ~~employment agreement with~~informal inquiry into the ~~CEO~~matter. On April 29, 2021, the Company agreed to ~~perform duties~~pay civil penalties of $25,000 to the Securities and ~~responsibilities as may~~Exchange Commission in settlement of the matter. Payment shall be ~~assigned. The base salary is~~made in the ~~amount~~following four installments: (1) $5,000 within 14 days of ~~$75,000 per annum plus an annual bonus~~entry of ~~120,000 shares~~the order; (2) $7,500 within 180 days of ~~common stock commencing on March 31, 2016~~entry of the order; (3) $6,250 within 270 days of entry of the order; and ~~ending February 28, 2017 with an option renewal on (March 1) thereafter.~~(4) $6,250 within 360 days of entry of the order. As of June 30, 2022, $5,000 was paid and $20,000 remained due.

The Company has an employment agreement with the President to perform duties and responsibilities as may be assigned. The base salary is in the amount of $125,000 per annum plus a one-time bonus of 250,000 shares of common stock commencing on October 1, 2016 and ending September 30, 2017 with an option renewal on September 15, 2017.

The following is a summary of stock warrants activity during the ~~year~~period ended ~~September~~June 30, ~~2017 and~~2022

The following is a summary of stock warrants activity during the period ended December 31, ~~2016.~~2021.

				Number of Shares			Weighted Average Exercise Price
	Number of Shares		Weighted Average Exercise Price
Balance, December 31, 2015	--	$	--
Balance, December 31, 2020					1,848,985		$	2.16
Warrants granted and assumed	--	$	--		1,144,000		$	1.00
Warrants expired	--		--		-			-
Warrants canceled	--		--		-			-
Warrants exercised	--		--		(482,500	)	$	1.00
Balance, December 31, 2016	1,237,312	$	1.00
Warrants granted and assumed	163,000	$	--
Warrants expired	--		--
Warrants canceled	--		--
Warrants exercised	--		--
Balance, September 30, 2017	1,400,312	$	1.00
Balance outstanding and exercisable, December 31, 2021					2,510,485		$	1.85

~~As of September 30, 2017, there are warrants exercisable to purchase 1,400,312 shares of common stock in the Company.~~

The Company is authorized to issue 10,000,000 shares of it $0.001 par value preferred stock and 100,000,000 shares of its $0.001 par value common stock. On October 26, 2020, the Board of Directors (the Board), authorized the Company to amend the Articles of Incorporation of the Corporation to increase the authorized capital stock of the Corporation to 1,010,000,000 shares, of which 1,000,000,000 shall be authorized as common shares and 10,000,000 shall be authorized as preferred shares. Additionally, the Board authorized the execution of a reverse split of the issued and outstanding shares of the Corporation’s common stock at a ratio of up to one post-split share per twenty-five pre-split shares (1:25) at a time and exact ratio amount the Board of Directors deems appropriate. On September 27, 2021, FINRA approved a 1-for-8 reverse stock split of the Company’s common stock that was approved by the Company’s Board of Directors. The Company’s equity transactions have been retroactively restated to reflect the effect of the stock split.

The Company has also designated 76,000 shares of Series A Preferred Stock. Each share of Series A Preferred Stock is convertible, at any time, at the option of the holder, ~~is convertible~~ into five shares of our common stock and one warrant to purchase one share of our common stock at $1.00 per share. All Preferred Stock ~~will be~~ automatically ~~converted~~converts into shares of the Company’s common stock and warrants after three years from the original issue date of the Preferred Stock.

~~During the nine months ended September 30, 2017,~~ On February 19, 2020 the Company converted the 76,000 outstanding Series A preferred shares, based on the automatic conversion terms into 205,000 common shares and 76,000 warrants have been issued, ~~1,760,000~~with the remaining 175,000 shares of common stock ~~for cash received of $485,000, of which $30,000 of the funds were received during the year ended December 31, 2016~~still to be issued and ~~recorded~~recognized as stock payable.

During the nine months ended September 30, 2017, the Company received $155,000 cash for the purchase of common stock. As of September 30, 2017, no shares have been issued and the amount is recorded as stock payable.

~~During the nine months ended September 30, 2017,~~On March 7, 2022 the Company issued 25,000 units consisting of shares of preferred stock and one warrant for $62,500 cash. During the nine months ended September 30, 2017, the Company a shareholder converted 10,000 shares of preferred stock into 50,0005,000 shares of the Company’s common stock ~~and 10,000 warrants.~~for services valued at $5,000.

~~During the nine months ended September 30, 2017,~~On February 22, 2022 the Company ~~repurchased and retired 300,000 shares~~entered into a $385,000, 12% note payable due on February 22, 2023. The note is convertible upon default at the higher of the closing price of the common stock ~~for $84,000.~~

~~During~~on the ~~nine months ended September 30, 2017,~~closing date, or par value. As an inducement to enter into the agreement the Company ~~issued 1,287,500 shares of common stock with a fair value of $255,530 for services.~~

~~During~~also granted the ~~nine months ended September 30, 2017, the Company was obligated to issue 40,000~~noteholder 165,216 shares of common stock valued at ~~$8,000~~$123,147 (post-split).

During the six months ending June 30, 2022 the Company agreed to issue 2,140,000 shares of common stock valued at $608,990 for services. As of ~~September~~June 30, ~~2017,~~2022 the shares ~~have~~had not been issued and ~~have be~~were recorded as stock payable.

On January 24, 2022 the Company completed the spin-off of its subsidiary Notation Labs Inc into a stand-alone publicly traded company. On August 20, 2020 each holder of the common stock received one share of Notation labs, Inc common stock for every four shares of the Company’s common stock held at the close of business on December 10, 2021, the record date of the distribution. As a result of the spin-off the Notation Labs financials were deconsolidated from those of the Company and an increase of $391,441 in accumulated deficit was recorded.

During the six months ending June 30, 2022 imputed interest of $19,595 was recorded as additional paid in capital.

During the six months ending June 30, 2022 126 shares of the Company’s common stock was cancelled as rounding shares.

On May 1, 2022, the Company agreed to issue 75,000 shares (post-split) to extend a certain note payable dated May 1, 2020. As of June 30, 2022 the shares had not been issued and were recorded as stock payable.

On May 2, 2022, the Company agreed to issue 12,500 shares (post-split) to extend a certain note payable dated May 2, 2017. As of June 30, 2022 the shares had not been issued and were recorded as stock payable.

On June 1, 2022, the Company agreed to issue 100,000 shares (post-split) to extend a certain note payable dated February 2, 2018. As of June 30, 2022 the shares had not yet been issued.

During the three months ending June 30, 2022 the Company agreed to issue 2,200,000 shares of common stock valued at $642,990 for services. As of June 30, 2022 the shares had not been issued and were recorded as stock payable.

~~Subsequent to September 30, 2017,~~ On August 1, 2022 the Company received ~~15,000 cash~~and cancelled 126,440 shares of common stock valued at $158,050 that had previously been issued as commitment shares for a note payable.

On August 4, 2022 the ~~purchase of 30,000~~Company issued 87,500 shares ~~and 6,000 warrants. As~~ of the ~~date~~Company’s common stock to extend a certain notes payable dated May 2, 2017 and May 1, 2022.

On November 9, 2022 the Company issued 18,750 of the ~~filing~~Company’s common stock for services.

On November 30, 2022 the Company issued 115,973 shares ~~have not been issue.~~of the Company’s common stock to extend a certain note payable dated November 12, 2021.

On December 15, 2022 the Company issued 90,000 shares of the Company’s common stock to settle $18,000 in accrued interest due to a note holder.

On May 3, 2023 the Company issued 84,400 shares of the Company’s common stock as an incentive for a certain convertible note dated July 18, 2022.

On May 3, 2023 the Company issued 2,200,000 of the Company’s common stock for services.

On April 6, 2023, the Company was served a Summons for an Amended Complaint filed in the state of Florida with claims for Strict Liability, Negligence and Breach of Implied Warranty. The complaint, filed by an insurance company, stems from its payments for claims filed by a policy holder on two separate occasions. The first claim was due to a leak caused by improper installation in which the contractor failed to meet local codes. The second followed the contractors failure to properly repair the improper installation. The complaint states that the contractor failed to follow basic installation guidelines supplied with the product in either incident, resulting in damages. The Company believes the claims related to the Company and its products are without merit.

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

This Quarterly Report on Form 10-Q contains forward-looking statements. Any statements contained herein that are not historical fact may ~~deemed~~deem to be forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The words “believes,” “anticipates,” “plans,” “expects,” “intends,” and similar expressions identify some of the forward-looking statements. Forward-looking statements are not guarantees of performance or future results and involve risks, uncertainties and assumptions. These statements include, among other things, statements regarding:

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 our management to make estimates about matters that are inherently uncertain;

~~adverse state or federal legislation or regulation that increases the costs of compliance, or adverse findings by a regulator with respect to existing operations;~~

~~changes in U.S. GAAP or in the legal, regulatory and legislative environments in the markets in which we operate;~~

~~the inability of management to effectively implement our strategies and business plan;~~

as well as other statements regarding our future operations, financial condition and prospects, and business strategies. These forward-looking statements are subject to certain risks and uncertainties that could cause our actual results to differ materially from those reflected in the forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, those discussed in this Quarterly Report on Form 10-Q, and in particular, the risks discussed under the heading “Risk Factors” in Part II, Item 1A and those discussed in other documents we file with the Securities and Exchange Commission. We undertake no obligation to revise or publicly release the results of any revision to these forward-looking statements. Given these risks and uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements.

References in the following discussion and throughout this Quarterly Report to “we”, “our”, “us”, ~~“BOLC”~~“TKLS”, “Trutankless”, “Bollente”, “the Company”, and similar terms refer to ~~Bollente Companies~~Trutankless, Inc. unless otherwise expressly stated or the context otherwise requires.

The Company’s stock symbol is TKLS, and is presently traded on the OTCQB maintained by OTC Markets Group, Inc. We file annual, quarterly and other 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 or on our website at ~~www.bollentecompanies.com.~~www.trutanklessinc.com. 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 ~~Bollente Companies,~~Trutankless, Inc., ~~8800~~15720 N. ~~Gainey Dr.,~~Greenway Hayden Loop, Suite ~~270,~~2, Scottsdale, Arizona ~~85258.~~85260.

~~Bollente Companies~~Trutankless Inc. was incorporated in the state of Nevada on March 7, 2008. The Company is headquartered in Scottsdale, Arizona and currently operates through its wholly-owned subsidiary, Bollente, Inc., a Nevada corporation incorporated on December 3, 2009.

~~Bollente manufactures~~Trutankless is involved in sales, marketing, research and ~~sells~~development of a high quality, whole-house, smart electric tankless water heater that is more energy efficient than conventional products.

~~On August 13, 2015, we formed a wholly-owned subsidiary, Bollente International, Inc. (“Bollente International”), to begin international manufacturing~~ Management anticipates the Company's trutankless water heater, with Wi-Fi capability and ~~sales expansion for our trutankless® line of water hearters.~~

~~Bollente International has partnered with international manufacturing firm to increase production and efficiently handle distribution to customers~~trutankless' proprietary apps offered in the ~~United Kingdom~~iOS and ~~throughout Europe, Asia, Dubai, Australia and New Zealand. We have begun~~Android store, will augment existing products in the ~~testing and certification process for several international standards, demonstrating that the product complies~~hope automation space.

The Company spun off its wholly owned subsidiary, Notation Labs, Inc. with ~~the essential requirements~~shareholders of ~~European health, safety and environmental protection legislation and opening the gate for future sales to more than 30 European countries.~~

~~On September 1, 2016,~~ the Company ~~filed a Certificate of Designation (the “Certificate of Designation”) with the Secretary of State~~to receive pro rata ownership of the ~~State~~spun off company in the form of ~~Nevada~~an equity dividend distribution. Common shares of Notation Labs, Inc. were issued to ~~establish~~shareholders of record December 10^th, 2021 and the ~~preferences, limitations and relative rights~~spin off occurred on January 24^th, 2022, with each shareholder of ~~its 6% Series A Convertible Preferred Stock, convertible, at any time, at~~record receiving 1 share in the ~~option~~subsidiary for every 4 shares in the Company held as of the holder, into five shares of our common stock and one warrant to purchase one share of our common stock at $1.00 per share. All Preferred Stock will be automatically converted into shares of the Company’s common stock and warrants after three years from the original issue date of the Preferred Stock. The Certificate of Designation became effective upon filing.Record Date.

~~We manufacture and distribute trutankless® water heaters, a line of new, high-quality, highly efficient electric tankless water heaters.~~ Our trutankless® water heaters ~~are engineered~~were designed to ~~outperform and outlast both its tank and tankless predecessors in energy efficiency, output, and durability. It provides~~provide an endless hot water onsupply because they are designed to heat water as it flows through the system. We believe that our products have an improved design and greater efficiency thereby saving energy and offering reduction operating costs compared to tank systems because unlike tanks, if there is no hot water demand, ~~for a whole household~~no energy is being used. In addition, we intend to improve manufacturing and itlife-cycle costs with an improved design conceived not only to increase efficiency, but also ~~integrates with home automation systems.~~the longevity of our products versus competitive units. We have several features and design innovations which are new to the electric tankless water heater market that we believe will give our products a sustainable competitive advantage over our rivals in the market.

Our trutankless® water heaters ~~are~~will be available through wholesale plumbing distributors, including Home Depot Pro, Ferguson, Hajoca, ~~Hughes Supply,~~ WinSupply locations, Morrison Supply, and several regional distributors. A partial listing of wholesalers may be found on our website (www.trutankless.com).

Our trutankless® water heaters are designed to provide an endless hot water supply because they are designed to heat water as it flows through the system. We believe that our products are capable of higher temperature rise than competitive units at given flow rates because of its improved design and greater efficiency. Our trutankless® water heaters can save energy and reduce operating costs compared to tank systems because unlike tanks, if there is no hot water demand, no energy is being used. In addition, we intend to improve life-cycle costs with an improved design conceived not only to increase efficiency, but also the longevity of our products versus competitive units. Generally, a typical tank water heater lasts about 11 years, whereas gas tankless systems may last longer, but requires more routine maintenance. Our product line is designed to last longer than tank water heaters without any routine maintenance required under most conditions.

We created a custom heat exchanger for our trutankless® product line that utilizes our ~~patent pending Velix~~patented technology to heat water as it flows through the system, which means customers need not worry about running out of hot water. We ~~believe we’ve selected the best~~are developing systems using upgraded materials, ~~available~~electronics, and a collection of exclusive design elements and features to maximize capacity, minimize energy use, and provide a truly maintenance free experience.

Our trutankless® water heaters were officially launched in the first quarter of 2014 and is sold throughout the wholesale plumbing distribution channel. We began generating revenue in the first quarter of 2014. As of the fiscal year ended December 31, 2014, we generated $238,912 in revenue. As of the fiscal year ended December 31, 2015, we generated $265,504 in revenue. As of the fiscal year ended December 31, 2016, we generated $429,582 in revenue. As of the ~~nine months~~fiscal year ended ~~September 30,~~December 31, 2017, we generated ~~$389,503~~$695,857 in revenue. As of the fiscal year ended December 31, 2018, we generated $1,537,958 in revenue. 1, 2019, we generated $1,908,708. As of December 31, 2020, we generated $1,661,278. As of the fiscal year ended December 31, 2021, we generated $246,032 in revenue. For the six months ended June 30, 2022, we generated $20,012.

~~In July of 2014, we launched MYtankless.com,~~We are developing a new, customizable ~~online~~app and control panel for our ~~trutankless® line of~~ smart electric water heaters. ~~From the dashboard,~~Using our app, residential and commercial users ~~can~~will be able to obtain real-time status reports, adjust unit temperature settings, view ~~up to three years of~~ water usage data, and change notification settings from anywhere in the world ~~using a computer or web-enabled smart device at www.mytankless.com.~~on their mobile device.

Additionally, service professionals can also use the dashboard to monitor system status on every unit they install, allowing them to proactively contact their customers if a service or warranty appointment is needed.

Our primary markets, Florida, Texas, Arizona, and the rest of the Sunbelt region are centers of growth in the U.S. construction ~~industry with green building at an all-time high,~~ and ~~an unprecedented appliance replacement cycle. We~~we plan to continue intend to take advantage of ~~these powerful macro-economic trends.~~our relationships as we launch our totally redesigned trutankless® brand whole home tankless water heaters.

~~MYTankless.com~~Www.trutankless.com is available as a service to consumers of trutankless® water heaters. We expect to have ~~applications~~new apps available for download from the ~~Google Play and~~ Apple iOS and Goggle Play stores, which ~~like~~will integrate with other devices in the ~~online control panels, allows monitoring and control of the tankless systems.~~Smart Home market.

~~On March 21, 2017, we announced our exclusive partnership with Mr. Rooter®.~~

On April 4, 2017, we announced that our trutankless line of smart electric tanless water heaters is the exclusive water heating solution for luxury communities built by the award –winning Arizona home builder Cullum Homes.

On April 11, 2017, we announced that our trutankless line of smart water heaters has been chosen for both a retrofit project and new construction of townhomes at Friendship Village, a retirement community touted as “senior living for the at heart,” located in Tempe, Arizona.

~~Bollente’s trutankless®~~Trutankless® received the Best of IBS 2014 Award for Best Home Technology Product from the National Association of Home Builders (NAHB) at ~~this~~that year’s International Builders Show (IBS) in Las Vegas. The IBS is produced by NAHB and is the largest annual light construction show in the world - featuring more than 1,100 exhibitors and attracting 75,000 attendees including high level decision makers from some of the largest home builders in the world as well as plumbing and HVAC professionals from top outfits in major markets.

~~Bollente’s trutankless® received~~Vegas, the Governor's Award of Merit for Energy and Technology Innovation ~~for the trutankless line of electric tankless heaters~~ at Arizona Forward's 2014 Environmental Excellence ~~Awards.~~

~~Bollente’s trutankless® received~~Awards, as well as Kitchen and Bath Business Magazine’s 2014 K*BB Product Innovator’s Award Judges Choice Product.

~~truCirc is a high-tech, smart-home water circulation pump. The energy reducing, water-saving truCirc can be used~~In 2015, Trutankless was named in Buildings Magazine’s listing of “Money Savings Products” in the Energy Saving Measures category, Special Mention in the Architizer A+ Awards, Appliance Design Magazine named Trutankless among the winners of their annual Excellence in Design Award, and the editors of Green Builder Magazine named Trutankless as one of their picks as a ~~standalone product or~~“Hot Product”.

Consumer Reports Magazine featured Trutankless in its Top 5 Remodeling Trends for 2016, and leading home improvement website, houzz.com, honored the company with our multi-award winning trutankless® electric tankless water heater. truCirc represents the next step in our mission to pioneer forward-thinking technology that changes the way people think about hot water.4 consecutive “Best of Houzz” honors from 2014 through 2018.

A traditional water circulation pump circulates hot water through a home’s pipes, enabling homeowners to have instant, on-demand hot water as soon as they turn on the faucet and saving countless gallons of water that would have been wasted. truCirc takes the traditional pump to the next level with multiple hot water delivery strategies including a self-aware learning mode that tracks water usage in a household and predicts when hot water will be needed-- thereby using energy to keep water hot only when it’s desired. truCirc’s simple, modern, high-tech interface allows homeowners to quickly and easily change delivery modes or choose a zone or fixture to send hot water. Thermostatic shut-off valves can be installed at showerhead points of use throughout a home to further eliminate wasted water.

Our new product, truCirc, was unveiled on January 20, 2015 at the 2015 International Builders’ Show in Las Vegas and is still in the development phase. While not yet commercially available, trutankless products are expected to be compatible. Alternatively, truCirc is expected to be a stand alone product for customers who don’t utilize trutankless.

~~On April 16, 2015, we announced the release of Vero,~~We expect our new line of ~~electric~~water heaters will garner similar accolades once the product has been launched with proprietary improvements which will continue to lead the market in the tankless water ~~heaters geared towards budget-driven customers. Vero boasts the same water~~ heating ~~performance, durability and space savings of our flagship tankless water heater. Our trutankless® water heaters are available~~technology which we expect will continue to be driven, in large part, through wholesale plumbing distributors, including Ferguson, Hajoca, Hughes Supply, WinSupply locations, Morrison Supply, and several regional distributors. A partial listing of wholesalers may be found on our website (www.trutankless.com).industry professionals in their local markets.

We ~~sell~~intend to continue selling our products to plumbing wholesale distributors and dealers.

~~Wholesalers~~. Approximately ~~96.1%~~100% and 98% of our sales in ~~2016, 98.3% of our sales in 2015~~2022 and ~~93.5% of our sales in 2014~~ 2021,were to wholesale plumbing equipment distributors for commercial and residential repair and replace applications. ~~We rely on commissioned manufacturers’ representatives to market our product lines.~~ Additionally, our products ~~are~~have historically been sold to ~~independent dealers~~various home builders throughout the United ~~States.~~States in both single family and multi-family applications.

~~Our principal supplier is Sinbon Electronics,~~We have a Manufacturing Services Agreement establishing our financial and payment arrangements, warranty, shipping, and delivery terms with a large US based contract manufacturer ~~and engineering company based in Taiwan~~ with manufacturing facilities in China. Sinbon handles procurement and supply chain management. We have an engineering agreement which is ongoing and our manufacturing agreement is currently being negotiated.

vertically integrated capabilities for electro-mechanical box builds. Finished ~~products~~product are to be generally shipped ~~Free~~Freight on Board (FOB) ~~Shanghai~~ via ~~ocean~~standard LTL freight and are to be either drop-shipped to customers directly with some inventory to be warehoused at Associated Global Systems located in Phoenix, Arizona. Merchandise is typically shipped using common carriers or freight companies which are selected at the time of shipment based on order volume and the best available rates.

In December 2019, an outbreak of a novel strain of coronavirus originated in Wuhan, China (“COVID-19”) and has since spread worldwide, including to the Unites States (the “U.S.”), posing public health risks that have reached pandemic proportions (the “COVID-19 Pandemic”). The COVID-19 Pandemic poses a threat to the health and economic wellbeing of our employees, customers and vendors. The operation of all of our facilities is critically dependent on our employees who staff these locations. To ensure the wellbeing of our employees and their families, we have provided all of our employees with detailed health and safety literature on COVID-19, such as the Center for Disease Control (the “CDC”)’s industry-specific guidelines for working with the deceased who were and may have been infected with COVID-19. In addition, our procurement and safety teams have updated and developed new safety-oriented guidelines to support daily field operations and provided personal protection equipment to those employees whose positions necessitate them, and we have implemented work from home policies at our corporate office consistent with CDC guidance to reduce the risks of exposure to COVID-19 while still supporting the families that we serve.

Like most businesses world-wide, the COVID-19 Pandemic has impacted us financially; however, we cannot presently predict the scope and severity with which COVID-19 will impact our business, financial condition, results of operations and cash flows. However, COVID-19 has caused severe disruptions in client support, development and limited access to the Company’s books and records resulting in limited support from staff and professional advisors. This has, in turn, delayed the Company’s ability to conduct necessary work to finalize its financial statements which may otherwise impact the Company’s ability to complete its Quarterly Report. Notwithstanding the foregoing, we anticipate filing our Quarterly Report on or before June 29, 2020, which is within the 45-day period from the Report’s original filing deadline of May 15, 2020, provided by SEC Release No. 34-88465.

Results of Operations for the three months ended ~~September~~June 30, ~~2017~~2022 compared with the three months ended ~~September~~June 30, ~~2016.~~2021.

In the three months ended ~~September~~June 30, ~~2017,~~2022, we generated ~~$131,364~~$4,332 in revenues, as compared to ~~$84,775~~$9,976 in revenues in the prior year. The decrease in sales was attributable to less sales of our trutankless® residential and light commercial products.

Cost of goods sold was ~~$105,685, as compared to $72,192~~$3,652 in the three months ended ~~September~~June 30, ~~2016.~~2022, as compared to $4,880 in the three months ended June 30, 2021. This ~~increase~~decrease in cost of goods sold was primarily attributable to ~~an increase~~a decrease in ~~cost of inventory.~~sales.

To the knowledge of management, the Company is unaware of any trends or uncertainties in the sales or costs of our products and services for the periods discussed.

Our gross profit increased $13,096, or approximately 104%, to $25,679 for the three months ended September 30, 2017 from $12,583 for the three months ended September 30, 2016. This increase in gross profit was primarily attributable to an increase in products sold.

Operating expenses totaled ~~$307,029~~$1,101,355 during the three months ended ~~September~~June 30, ~~2017~~2022 as compared to ~~$559,485~~$752,944 in the prior year. In the ~~three month~~three-month period ended ~~September~~June 30, ~~2017,~~2022, our expenses primarily consisted of General and Administrative of ~~$86,520,~~$1,006,816, Research and ~~Development~~development of ~~$48,223,~~73,872 and Professional fees of ~~$172,286.~~$20,667.

General and administrative fees ~~decreased $248,303,~~increased $742,512, or approximately ~~74%~~281% to ~~$86,520~~$1,006,816 for the three months ended ~~September~~June 30, ~~2017~~2022 from ~~$334,823~~$264,304 for the three months ended ~~September~~June 30, ~~2016.~~2021. This ~~decrease~~increase was primarily ~~due to~~the result of expensing a ~~decrease in wages and marketing.~~deposit on inventory for which the inventory was never received.

Research and development increased ~~$43,223,~~$37,598, or approximately ~~864%~~104% to ~~$48,223~~$73,872 for the three months ended ~~September~~June 30, ~~2017~~2022 from ~~$5,000~~$36,274 for the three months ended ~~September~~June 30, ~~2016.~~2021. This increase is attributed primarily to the ~~Company spending more towards developing its technology.~~increased consulting fees associated with the Company’s research and development efforts.

Professional fees decreased ~~$47,376,~~$431,699, or approximately ~~22%~~95% to ~~$172,286~~$20,667 for the three months ended ~~September~~June 30, ~~2017~~2022 from ~~$219,662~~$452,366 for the three months ended ~~September~~June 30, ~~2016.~~2021. Professional fees decreased due to a decrease in consulting ~~fee~~fees associated with business development.

~~Interest expense~~Other expenses decreased ~~$153,443~~$337,136 to ~~$90,557~~$323,417 in the three months ended ~~September~~June 30, ~~2017~~2022 from ~~$244,000~~$660,553 in the three months ended ~~September~~June 30, ~~2016.~~2021. The decrease was the result of a decrease in notes ~~payable~~payables with interest accruals.

In the three months ended ~~September~~June 30, ~~2017,~~2022, we generated a net loss of ~~$371,907, a decrease~~$1,424,092, an increase of ~~$430,895~~$15,691 from ~~$802,802~~$1,408,401 for the three months ended ~~September~~June 30, ~~2016. This decrease was attributable to decreased consulting fees associated with business development and the Company spending less towards developing its technology.~~

~~Results of Operations for the nine months ended September 30, 2017 compared with the nine months ended September 30, 2016.~~

In the nine months ended September 30, 2017, we generated $389,503 in revenues, as compared to $266,577 in revenues in the prior year. Cost of goods sold was $295,433, as compared to $223,667 in the nine months ended September 30, 2016.2021. This increase ~~in cost of goods sold~~ was ~~primarily~~ attributable to an increase in ~~cost of inventory.~~overall expenditures.

~~To the knowledge of management, the Company is unaware of any trends or uncertainties in the sales or costs of our products and services for the periods discussed.~~

Our gross profit increased $51,160, or approximately 119%, to $94,070 for the nine months ended September 30, 2017 from $42,910 for the nine months ended September 30, 2016. This increase in gross profit was primarily attributable to an increase in products sold.

Operating expenses totaled $1,209,082 during the nine months ended September 30, 2017 as compared to $2,418,588 in the prior year. In the nine month period ended September 30, 2017, our expenses primarily consisted of General and Administrative of $628,422, Research and Development of $134,942, and Professional fees of $445,718.

General and administrative fees decreased $608,221, or approximately 49% to $628,422 for the nine months ended September 30, 2017 from $1,236,643 for the nine months ended September 30, 2016. This decrease was primarily due to a decrease in wages and marketing.

Research and development increased $127,393, or approximately 1688% to $134,942 for the nine months ended September 30, 2017 from $7,549 for the nine months ended September 30, 2016. This increase is attributed primarily to the Company spending more towards developing its technology.

Professional fees decreased $728,678, or approximately 62% to $445,718 for the nine months ended September 30, 2017 from $1,174,396 for the nine months ended September 30, 2016. Professional fees decreased due to a decrease in consulting fee associated with business development.

Interest expense increased $75,136 to $351,468 in the nine months ended September 30, 2017 from $276,332 in the nine months ended September 30, 2016. The increase was the result of an increase in notes payable with interest accruals.

In the nine months ended September 30, 2017, we generated a net loss of $1,466,480, a decrease of $1,185,244 from $2,651,724 for the nine months ended September 30, 2016. This decrease was attributable to decreased consulting fees associated with business development and the Company spending less towards developing its technology.

The accompanying consolidated financial statements ~~included in this filing~~ have been prepared in conformity with generally accepted accounting principles that contemplate the continuance of the Company as a going concern.

Management evaluated all relevant conditions and events that are reasonably known or reasonably knowable, in the aggregate, as of the date the consolidated financial statements are issued and determined that substantial doubt exists about the Company’s ability to continue as a going concern within one year from the date of this filing. The Company’s ability to continue as a going concern is dependent on the Company’s ability to generate revenues and raise capital. The Company ~~may~~has not ~~have~~generated sufficient revenues from product sales to provide sufficient cash flows to enable the Company to finance its operations internally. As of June 30, 2022, the Company had $1,992 cash on hand. At June 30, 2022, the Company has an accumulated deficit of $62,831,365. For the six months ended June 30, 2022, the Company had a ~~sufficient amount~~net loss of $2,849,965, and cash ~~required~~used in operations of $1,184,558. These factors raise substantial doubt about the Company’s ability to ~~pay all of~~continue as a going concern.

Over the ~~costs associated with operating~~next twelve months the Company intends to invest its working capital resources in sales and marketing ofin order to increase the distribution and demand for its products. ~~Management intends~~If the Company fails to ~~use borrowings~~generate sufficient revenue and ~~security~~obtain additional capital to continue at its expected level of operations, the Company may be forced to scale back or discontinue its sales and marketing efforts. However, there is no guarantee the Company will generate sufficient revenues or raise capital to ~~mitigate the effects of cash flow deficits; however, no assurance can be given that debt or equity financing, if and when required, will be available.~~continue operations. The consolidated financial statements do not include any adjustments ~~relating to the recoverability and classification of recorded assets and classification of liabilities~~ that might be necessary ~~should~~if the Company beis unable to continue ~~existence.~~as a going concern.

In December 2019, an outbreak of a novel strain of coronavirus originated in Wuhan, China (“COVID-19”) and has since spread worldwide, including to the Unites States, posing public health risks that have reached pandemic proportions (the “COVID-19 Pandemic”). The COVID-19 Pandemic poses a threat to the health and economic wellbeing of our employees, customers and vendors. Like most businesses world-wide, the COVID-19 Pandemic has impacted the Company financially; however, management cannot presently predict the scope and severity with which COVID-19 will impact our business, financial condition, results of operations and cash flows.

At ~~September~~June 30, ~~2017,~~2022, we had an accumulated deficit of ~~$22,539,493.~~$62,831,365. Primarily because of our history of operating losses and our recording of note payables, we have a working capital deficiency of ~~$1,136,586~~$4,654,405 at ~~September~~June 30, ~~2017.~~2022. Losses have been funded primarily through issuance of common stock and borrowings from our stockholders and third-party debt. As of ~~September~~June 30, ~~2017,~~2022, we had ~~$128,880~~$1,992 in cash, ~~$83,721~~$4,499 in accounts receivable, ~~$117,815~~and $120,510 in ~~inventory, and $198,710 in prepaid expenses.~~inventory. We used net cash in operating activities of ~~$937,831~~$1,189,558 for the ~~three~~six months ended ~~September~~June 30, ~~2017.~~2022.

The following table provides detailed information about our net cash flow for all financial statement periods presented in this Quarterly Report. To date, we have financed our operations through the issuance of stock and borrowings.

The following table sets forth a summary of our cash flows for the ~~nine~~six months ended ~~September~~June 30, ~~2017~~2022 and ~~2016:~~2021:


	Nine months ended September 30,				Three months ended June 30,
	2017		2016		2022			2021
Net cash used in operating activities	$	(937,831)	$	(993,595)	$	(1,189,558	)	$	(1,177,338	)
Net cash used in investing activities		-		(3,831)		-			(25,298	)
Net cash provided by financing activities		979,577		1,036,550		1,152,655			1,354,980
Net increase/(decrease) in Cash		41,746		39,124		(36,903	)		152,344
Cash, beginning		87,134		3,618		38,895			151,628
Cash, ending	$	128,880	$	42,742	$	1,992		$	303,972

Operating activities - Net cash used in operating activities was ~~$937,831~~$1,189,558 for the ~~nine~~six months ended ~~September~~June 30, ~~2017,~~2022, as compared to ~~$993,595~~$1,177,338 used in operating activities for the same period in ~~2016.~~2021. The decrease in net cash used in operating activities was primarily due to a ~~higher volume of units sold and~~ decrease in ~~research and development and~~ consulting contract cost.

Investing activities - Net cash used in investing activities for the six months ended June 30, 2022 was $0 as compared to $25,298 for the same period of 2021. The decrease in net cash used in investing activities was attributable to purchase of additional assets in the prior year.

Financing activities - Net cash provided by financing activities for the ~~nine~~six months ended ~~September~~June 30, ~~2017~~2022 was ~~$0,~~$1,152,655 as compared to ~~$3,831~~$1,354,980 for the same period of ~~2016. The decrease of net cash provided by financing activities was mainly attributable to the purchase of trademarks during the prior period.~~

~~Financing activities~~ ~~- Net cash provided by financing activities for the nine months ended September 30, 2017 was $979,577, as compared to $1,036,550 for the same period of 2016.~~2021. The decrease of net cash provided by financing activities was mainly attributable to less equity financing.

As of ~~September~~June 30, ~~2017,~~2022, we continue to use traditional and/or debt financing to provide the capital we need to run the business. It is possible that we may need additional funding to enable us to fund our operating expenses and capital expenditures requirements.

Until such time, if ever, as we can generate substantial product revenues, we intend to finance our cash needs through a combination of equity offerings, debt financings, collaborations, strategic alliances and licensing arrangements. There can be no assurance that any of those sources of funding will be available when needed on acceptable terms or at all. To the extent that we raise additional capital through the sale of equity or convertible debt securities, the ownership interests of existing stockholders will be diluted, and the terms of these securities may include liquidation or other preferences that adversely affect the rights of existing stockholders. Debt financing, if available, may involve agreements that include covenants limiting or restricting our ability to take specific actions, such as incurring additional debt, making capital expenditures or declaring dividends. If we raise funds through collaborations, strategic alliances or licensing arrangements with third parties, we may have to relinquish valuable rights to our technologies, future revenue streams, research programs or product candidates or to grant licenses on terms that may not be favorable to us. If we are unable to raise additional funds through equity or debt financings or relationships with third parties when needed or on acceptable terms, we may be required to delay, limit, reduce or terminate our product development or future commercialization efforts; abandon our business strategy of growth through acquisitions; or grant rights to develop and market product candidates that we would otherwise prefer to develop and market ourselves.

We do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors.

The preparation of our financial statements in conformity with accounting principles generally accepted in the United States requires us to make estimates and judgments that affect our reported assets, liabilities, revenues, and expenses, and the disclosure of contingent assets and liabilities. We base our estimates and judgments on historical experience and on various other assumptions we believe to be reasonable under the circumstances. Future events, however, may differ markedly from our current expectations and assumptions. ~~See Note 1 - Summary of Significant Accounting Policies~~

There have been no material changes to our critical accounting policies as compared to the critical accounting policies and significant judgements and estimates disclosed in our ~~Notes to Consolidated Financial Statements.~~Annual Report on Form 10-K for the year ended December 31, 2021, filed with the SEC on November, 30 2022.

This item in not applicable as we are currently considered a smaller reporting company.

As required by Rule 13a-15 under the Exchange Act, as of the end of the Company’s last fiscal quarter, the Company carried out an evaluation of the effectiveness of the design and operation of the Company’s disclosure controls and procedures. This evaluation was carried out under the supervision and with the participation of the Company’s current management, including the Company’s Chief Executive Officer and Principal Financial Officer (Principal Financial and Accounting Officer), who concluded that the Company’s disclosure controls and procedures are not effective.

Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed in the Company reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in Company reports filed under the Exchange Act is accumulated and communicated to management, including the Company’s Chief Executive Officer and Principal Financial Officer (Principal Financial and Accounting Officer), as appropriate, to allow timely decisions regarding required disclosure.

Management reviews the Company’s system of internal control over financial reporting and makes changes to the Company’s processes and systems to improve controls and increase efficiency, while ensuring that the Company maintains an effective internal control environment. Changes may include such activities as implementing new, more efficient systems, consolidating activities and migrating processes.

During the Company’s last fiscal quarter, there was no change in the Company’s internal control over financial reporting that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

In designing and evaluating the disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. In addition, the design of disclosure controls and procedures must reflect the fact that there are resource constraints and that management is required to apply its judgment in evaluating the benefits of possible controls and procedures relative to their costs.

From time to time, we may become involved in various lawsuits and legal proceedings which arise in the ordinary course of business. However, litigation is subject to inherent uncertainties, and an adverse result in these or other matters may arise from time to time that may harm our business. ~~We are not presently~~

On July 6, 2020, we received a ~~party~~letter from the staff of the Division of Enforcement of the Securities and Exchange Commission (the “Staff”) that indicated the Company may have violated certain rules and regulations regarding a late filing notification filed by the Company and that the Staff is conducting an informal inquiry into the matter. On April 29, 2021, the Company agreed to ~~any material litigation, nor~~pay civil penalties of $25,000 to the ~~knowledge~~Securities and Exchange Commission in settlement of ~~management~~the matter. Payment shall be made in the following four installments: (1) $5,000 within 14 days of entry of the order; (2) $7,500 within 180 days of entry of the order; (3) $6,250 within 270 days of entry of the order; and (4) $6,250 within 360 days of entry of the order. As of June 30, 2022, $5,000 was paid and $20,000 remained due.

On September 14th, 2021, a Company subsidiary received a demand for arbitration through the American Arbitration Association pursuant to a manufacturing services agreement with Cypress Holdings Ltd d/b/a Cypress Industries alleging Breach of Contract for non-payment of invoices. The Company believes the claim is ~~any litigation threatened against us,~~without merit and has filed a defense and counter claim. After Cypress Industries failed to cure many Breaches of its manufacturing services agreement, including failure to deliver a single Trutankless unit, the Company cancelled its purchase order with Cypress Industries. The Company is seeking substantial relief, including lost profit, due to the Breach of Contract, Fraudulent Inducement, Misrepresentation, Unjust Enrichment, and Negligence of Cypress Industries. The Company subsequently settled this matter on February 28, 2022.

On April 6, 2023, the Company was served a Summons for an Amended Complaint filed in the state of Florida with claims for Strict Liability, Negligence and Breach of Implied Warranty. The complaint, filed by an insurance company, stems from its payments for claims filed by a policy holder on two separate occasions. The first claim was due to a leak caused by improper installation in which ~~may materially affect us.~~the contractor failed to meet local codes. The second followed the contractors failure to properly repair the improper installation. The complaint states that the contractor failed to follow basic installation guidelines supplied with the product in either incident, resulting in damages. The Company believes the claims related to the Company and its products are without merit.

The risk factors listed in our ~~2016~~2021 Form ~~10-K,~~10-K/A, filed with the Securities Exchange Commission on ~~July 26, 2017,~~November 30, 2022, are hereby incorporated by reference.

~~During the nine months ended September 30, 2017,~~On March 7, 2022 the Company issued ~~1,760,000 shares of common stock for cash received of $485,000, of which $30,000 of the funds were received during the year ended December 31, 2016 and recorded as stock payable.~~

During the nine months ended September 30, 2017, the Company issued 25,000 units consisting of shares of preferred stock and one warrant for $62,500 cash. During the nine months ended September 30, 2017, the Company a shareholder converted 10,000 shares of preferred stock into 50,0005,000 shares of the Company’s common stock ~~and 10,000 warrants.~~for services valued at $5,000.

~~During~~also granted the ~~nine months ended September 30, 2017, the Company was obligated to issue 40,000~~noteholder 165,216 shares of common stock valued at ~~$8,000~~$123,147(post-split).

On January 24, 2022 the Company completed the spin-off of its subsidiary Notation Labs Inc into a stand-alone publicly traded company. On August 20, 2020 each holder of the common stock received one share of Notation labs, Inc common stock for ~~services.~~every four shares of the Company’s common stock held at the close of business on December 10, 2021, the record date of the distribution. As a result of the spin-off the Notation Labs financials were deconsolidated from those of the Company and an increase of $391,441 in accumulated deficit was recorded.

On May 1, 2022, the Company issued 75,000 shares (post-split) to extend a certain note payable dated May 1, 2020.

On May 2, 2022, the Company issued 12,500 shares (post-split) to extend a certain note payable dated May 2, 2017.

On June 1, 2022, the Company agreed to issue 100,000 shares (post-split) to extend a certain note payable dated February 2, 2018. As of ~~September 30, 2017,~~October 17, 2022 the shares ~~have~~had not yet been ~~issued~~issued.

On July 14, 2022, the Company entered into a $750,000, 12% line of credit with a Company controlled by a shareholder that is due on December 15,2023 and ~~have be recorded as~~convertible into shares of the Company’s common stock ~~payable.~~at $.325 per share.

~~Subsequent to September 30, 2017,~~On July 14, 2022, the Company entered into a $500,000, 12% line of credit with a Company controlled by a shareholder that is due on December 15,2023 and convertible into shares of the Company’s common stock at $.08 per share.

On August 1, 2022 the Company received ~~15,000 cash~~and cancelled 126,440 shares of common stock valued at $158,050 that had previously been issued as commitment shares for a note payable.

On November 9, 2022 the Company issued 18,750 of the ~~filing~~Company’s common stock for services.

On November 30, 2022 the Company issued 115,973 shares ~~have not been issued.~~of the Company’s common stock to extend a certain note payable dated November 12, 2021.

On December 15, 2022 the Company issued 90,000 shares of the Company’s common stock to settle $18,000 in accrued interest due to a note holder.

On May 3, 2023 the Company issued 84,400 shares of the Company’s common stock as an incentive for a certain convertible note dated July 18, 2022.

On May 3, 2023 the Company issued 2,200,000 of the Company’s common stock for services.

We believe that the above issuances and sale of the securities was exempt from the registration and prospectus delivery requirements of the Securities Act of 1933 by virtue of Section 4(2) and Regulation D Rule. The securities were sold directly by us and did not involve a public offering or general solicitation. The recipients of the securities were afforded an opportunity for effective access to files and records of the Registrant that contained the relevant information needed to make their investment decision, including the financial statements and 34 Act reports.

We reasonably believed that the recipients, immediately prior to the sale of the securities, were accredited investors and had such knowledge and experience in our financial and business matters that they were capable of evaluating the merits and risks of their investment. The management of the recipients had the opportunity to speak with our management on several occasions prior to their investment decision. There were no commissions paid on the issuance and sale of the securities.

~~During the quarter ended March 31, 2017, we repurchased and retired 300,000 shares of common stock for $84,000.~~

The Company did not repurchase any of its equity securities during the ~~third quarter~~period ended ~~September~~June 30, ~~2017.~~2022.

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.

~~Robertson J. Orr, President,~~

By:	/s/ Michael Stebbins
	Michael Stebbins, CEO, Principal Financial Officer and Principal Executive Officer

	Date: ~~October 26, 2017~~May 30, 2023


~~8800 N. Gainey Center Dr.,~~14646 North Kierland Boulevard, Suite 270
Scottsdale, ~~Arizona~~AZ	~~85258~~85254
(Address of principal executive offices)	(Zip Code)	~~(Zip Code)~~


Large accelerated filer ~~[ ]~~	☐	Accelerated filer ~~[ ]~~	☐
Non-accelerated ~~filer [ ]~~Filer	☐	Smaller reporting company ~~[X]~~	☒
(Do not check if a smaller reporting company)		Emerging growth company ~~[ ]~~	☐

	June 30, 2022			December 31, 2021
ASSETS
Current assets
Cash	$	1,992		$	38,895
Accounts receivable		4,499			5,424
Inventory		120,510			119,418
Assets of discontinued operations		-			20,831
Total current assets		127,001			184,568

Other Assets
Right to use asset		140,453			17,744
Other assets		20,184			26,439
Total other assets		160,637			44,183

Total assets	$	287,638		$	228,751

LIABILITIES AND STOCKHOLDERS' DEFICIT
Current liabilities
Accounts payable and accrued liabilities		956,840			888,531
Accounts payable and accrued liabilities - related party		139,100			129,700
Lease liability		60,932			19,960
Accrued interest payable - related party		83,993			77,419
Notes payable - related party		136,450			106,350
Notes payable, net of debt discount		763,840			799,377
Convertible notes payable, net of debt discount		1,254,771			1,031,432
Convertible notes payable - related party		1,436,180			-
Liabilities of discontinued operations		-			758,279
Total current liabilities		4,832,106			3,811,048

Lease liability - long-term		76,367			-
Notes payable - long term, net of debt discount		-			201,000
Notes payable - related party, non current		110,500			110,500
Total long-term liabilities		186,867			311,500

Total liabilities		5,018,972			4,122,548
Stockholders' deficit
Preferred stock, $0.001 par value, 9,990,000 shares authorized, 76,000 and 76,000 shares issued and outstanding as of June 30, 2022 and December 31, 2021, respectively		-			-
Series B Preferred stock, $0.001 par value, 10,000 shares authorized, 10,000 and 0 shares issued and outstanding as of June 30, 2022 and December 31, 2021, respectively		10			10
Common stock, $0.001 par value, 1,000,000,000 shares authorized, 20,387,667 and 20,217,577 shares issued and outstanding as of June 30, 2022 and December 31, 2021, respectively		20,387			20,217
Additional paid in capital		54,317,838			54,170,266
Subscriptions payable		3,758,031			2,288,551
Accumulated deficit		(62,827,600	)		(60,372,841	)
Total stockholders' deficit		(4,731,334	)		(3,893,797	)
Total liabilities and stockholders' deficit	$	287,638		$	228,751


			September 30, 2017		December 31, 2016
ASSETS
Current assets
	Cash		$	128,880	$	87,134
	Accounts receivable			83,721		116,333
	Inventory			117,815		62,836
	Prepaid expenses			198,710		220,306
		Total current assets		529,126		486,609

	Fixed assets, net of accumulated depreciation			551		1,478

Other Assets
	Security deposits			1,500		1,500
	Trademarks			11,916		11,912
	Software			4,167		6,667
	Website			-		1,628
		Total other assets		17,583		21,707

Total assets			$	547,260	$	509,794

LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
	Accounts payable and accrued liabilities			535,315		461,704
	Accrued interest payable - related party			2,918		1,642
	Customer deposits			600		600
	Advances			4,300		1,300
	Line of credit - related party			4,513		-
	Notes payable- related party			34,150		34,150
	Notes payable, net of debt discount			495,826		488,866
	Convertible notes payable - related party, net			588,090		-
		Total current liabilities		1,665,712		988,262

	Convertible notes payable - related party, net			150,967		148,157
		Total long-term liabilities		150,967		148,157

Total liabilities				1,816,679		1,136,419

Stockholders' equity
	Preferred stock, $0.001 par value, 10,000,000 shares authorized, 76,000 shares and 61,000 issued and outstanding as of September 30, 2017 and December 31, 2016, respectively			76		61
	Common stock, $0.001 par value, 100,000,000 shares authorized, 26,419,842 and 23,722,342 shares issued and outstanding as of September 30, 2017 and December 31, 2016, respectively			26,419		23,724
	Additional paid in capital			21,070,579		20,382,603
	Subscriptions payable			173,000		40,000
	Accumulated earnings			(22,539,493)		(21,073,013)
		Total stockholders' equity		(1,269,419)		(626,625)

Total liabilities and stockholders' equity			$	547,260	$	509,794

	For the three months ended						For the six months ended
	June 30, 2022			June 30, 2021			June 30, 2022			June 30, 2021

Revenue	$	4,332		$	9,976		$	20,012		$	182,814

Cost of goods sold		(3,652	)		(4,880	)		(10,404	)		(139,972	)

Gross profit		680			5,096			9,608			42,842

Operating expenses
General and administrative		1,003,051			264,304			2,153,683			620,913
Research and development		73,872			36,274			119,030			176,764
Professional fees		20,667			452,366			60,579			1,717,740
Total operating expenses		1,097,590			752,944			2,333,292			2,515,417

Loss from operations		(1,096,910	)		(747,848	)		(2,323,684	)		(2,472,575	)

Other income (expenses)
Interest expense		(323,417	)		(660,553	)		(496,027	)		(1,102,570	)
Gain/Loss on change of derivative liability		-			-			-			149,798
Loss on extinguishment of notes payable		-			-			-			(260,000	)
Total income (expenses)		(323,417	)		(660,553	)		(496,027	)		(1,212,772	)

Net loss before tax provision		(1,420,327	)		(1,408,401	)		(2,819,711	)		(3,685,347	)
Tax provision		-			-			-			-
Net loss from continuing operations	$	(1,420,327	)	$	(1,408,401	)	$	(2,819,711	)	$	(3,685,347	)
Net loss from discontinued operations before tax provision		-			-			(26,489	)		-
Tax provision for discontinued operations		-			-			-			-
Net loss from discontinued operations	$	-		$	-		$	(26,489	)	$	-
Net loss	$	(1,420,327	)	$	(1,408,401	)	$	(2,846,200	)	$	(3,685,347	)

Net loss per common share from continuing operations - basic and diluted	$	(0.07	)	$	(0.13	)	$	(0.14	)	$	(0.36	)
Net loss per common share from discontinued operations- basic and diluted	$	-		$	-		$	-		$	-
Net loss per common share - basic and diluted	$	(0.07	)	$	(0.13	)	$	(0.14	)	$	(0.36	)

Weighted average number of common shares outstanding - basic and diluted		20,387,793			10,483,207			20,319,142			10,199,140

		TRUTANKLESS, INC.
(Exact name of registrant as specified in its charter)


PART I - FINANCIAL INFORMATION		3
Item 1. Financial Statements		3
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.	17	22
Item 3. Quantitative and Qualitative Disclosure About Market Risk	25	28
Item 4. Controls and Procedures	25	28
PART II - OTHER INFORMATION	27	29
Item 1. Legal Proceedings.	27	29
Item 1A. Risk Factors	27	29
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.	27	29
Item 3. Defaults Upon Senior Securities.	28	31
Item 4. Mine Safety Disclosures	28	31
Item 5. Other Information.	28	31
Item 6. Exhibits.	28	32
SIGNATURES	29	33


			For the three months ended				For the nine months ended
			September 30, 2017		September 30, 2016		September 30, 2017		September 30, 2016


Revenue			$	131,364	$	84,775	$	389,503	$	266,577

Cost of goods sold				(105,685)		(72,192)		(295,433)		(223,667)

	Gross profit			25,679		12,583		94,070		42,910

Operating expenses
	General and administrative			86,520		334,823		628,422		1,236,643
	Exectutive compensation			-		-		-		-
	Research and development			48,223		5,000		134,942		7,549
	Professional fees			172,286		219,662		445,718		1,174,396
		Total operating expenses		307,029		559,485		1,209,082		2,418,588

Other expenses
	Other (expense) income			-		(11,900)		-		286
	Interest expense			(90,557)		(244,000)		(351,468)		(276,332)
		Total expenses		(90,557)		(255,900)		(351,468)		(276,046)

Net loss			$	(371,907)	$	(802,802)	$	(1,466,480)	$	(2,651,724)

Net loss per common share - basic			$	(0.02)	$	(0.04)	$	(0.06)	$	(0.13)

Weighted average number of common shares outstanding - basic			$	24,439,233	$	21,546,371	$	25,086,788	$	20,869,582

	Preferred Stock				Common Stock					Additional Paid-in		Subscriptions		Accumulated			Total Stockholders'
	Shares		Amount		Shares			Amount		Capital		Payable		Deficit			Deficit
Balance, December 31, 2021		10,000		10		20,217,577			20,217		54,170,266		2,288,551		(60,372,841	)		(3,893,797	)
Stock issued for services		-		-		5,000			5		4,995		608,990		-			613,990
Shares issued for debt discount		-		-		165,216			165		122,982		-		-			123,147
Spin-off of Notation labs		-		-		-			-		-		-		391,441			391,441
Rounding shares cancellation		-		-		(126	)		-		-		-		-			-
Imputed interest		-		-		-			-		19,595		-		-			19,595
Net loss		-		-		-			-		-		-		(1,425,873	)		(1,425,873	)
Balance, March 31, 2022		10,000		10		20,387,667			20,387		54,317,838		2,897,541		(61,407,273	)		(4,171,497	)
Stock issued for services		-		-		-			-		-		642,990		-			642,990
Shares issued to extend notes		-		-		-			-		-		217,500		-			217,500
Net loss		-		-		-			-		-		-		(1,420,327	)		(1,420,327	)
Balance, June 30, 2022		10,000		10		20,387,667			20,387		54,317,838		3,758,031		(62,827,600	)		(4,731,334	)


			For the nine months ended
			September 30, 2017		September 30, 2016
Cash Flows from Operating Activities
	Net loss		$	(1,466,480)	$	(2,651,724)
Adjustments to reconcile net loss to net cash provided by operating activities:
	Shares issued for services			255,531		1,244,000
	Shares issued for financing					160,889
	Depreciation and amortization			5,051		20,453
	Shares issued for prepaid stock compensation			-		186,912
	Amortization of debt discount			193,950		60,624
Changes in assets and liabilities
	Accounts receivable			32,612		26,104
	Inventory			(54,979)		113,668
	Prepaid expenses			21,596		5,840
	Accounts payable			73,612		(173,049)
	Accrued interest payable - related party			1,276		12,688
		Net cash used in operating activities		(937,831)		(993,595)

Cash Flows from Investing Activities:
	Purchase of trademarks			-		(3,831)
		Net cash used in investing activities		-		(3,831)

Cash Flows from Financing Activities:
	Advances			3,000		-
	Proceeds from convertible notes payable			420,000		510,000
	Proceeds from notes payable			15,000		200,550
	Repayments from notes payable			(26,414)		(88,000)
	Proceeds from line of credit - related party			22,500		36,000
	Repayments on line of credit - related party			(17,987)		(52,000)
	Proceeds from sale of common stock, net of offering costs			609,978		355,000
	Proceeds from sale of preferred stock			37,500		-
	Repurchase of common stock			(84,000)		-
	Proceeds from royalty payments			-		75,000
		Net cash provided by financing activities		979,577		1,036,550

Net increase in cash				41,746		39,124

Cash, beginning of period				87,134		3,618

Cash, end of period			$	128,880	$	42,742

Supplemental disclosure of cash flow information
	Cash paid for interest		$	34,861	$	34,750
	Cash paid for taxes		$	-	$	-

Non-cash investing and financing activities:
	Shares issued for prepaid stock compensation		$	-	$	140,000

Assets
Cash and cash equivalents	79,517
Due to related party	486,500
Total Assets of Discontinued Operations	566,017

Liabilities
Trade accounts payable and accrued liabilities	75,918
Due to related party	200
Notes payable - related party	400,000
Notes payable	21,340
Royalty liability	460,000
Total current liabilities of discontinued operations	957,458
Net liabilities spun off to shareholders	(391,441	)

	December 31
	2021
Assets
Cash and cash equivalents		20,831
Total Assets of Discontinued Operations

Liabilities
Trade accounts payable and accrued liabilities		76,739
Due to related party		200
Notes payable - related party		200,000
Notes payable		21,340
Royalty liability		460,000
Total current liabilities of discontinued operations		758,279

	June 30,
	2022
Selling, general and administrative		683
Research and development		25,804
Other (income) expense, net		2
loss from discontinued operations before taxes		26,489
Taxes on income		-
Loss from discontinued operations, net of taxes		26,489

	June 30,
Cash Flows from Operating Activities:	2022
Retained earnings transferred to Notation labs		391,441
Net assets transferred to Notation labs		134,831
Net liabilities transferred to Notation labs		(536,114	)
Accounts payable and accrued liabilities		(825	)
Net transfers to Notation Labs included in Net Cash used in operating activities included in Discontinued Operations		(10,667	)

Cash Flows from Financing Activities:
Proceeds from notes payable related party		(114,000	)
Net transfer to Notation labs from financing activities		151,160
Net transfers to Notation Labs included in Net Cash Provided by Financing activities Discontinued Operations		37,160


	September 30, 2017		December 31, 2016

Note payable from a shareholder, secured, 12% interest, due May 2017	$	55,826	$	82,240

Note payable from a shareholder, secured, 12% interest, due March 2017		300,000		300,000

Note payable, to an officer, director and shareholder, secured, 5% interest, due June 2017		140,000		125,000

Total Notes Payable	$	495,826	$	507,240

Less discounts		-		(18,374)

Total Notes Payable		495,826		488,866
Less current portion		(495,826)		(488,866)

Total Notes Payable - long term	$	--	$	233,000

	June 30, 2022			December 31, 2021
Note payable, secured, 5% interest, due May 2022	$	19,450		$	4,350
Note payable, secured, 12% interest, due May 2030		125,500			110,500
Note payable, secured, 12% interest, due April 2022		102,000			102,000
Total Notes Payable - related party	$	246,950		$	216,850
Less unamortized debt discounts		-			-
Total Notes Payable		246,950			216,850
Less current portion		(136,450	)		(106,350	)
Total Notes Payable - long term	$	110,500		$	110,500


	September 30, 2017		December 31, 2016
Convertible note payable from a shareholder, secured, 12% interest, due May 2018, convertible at $1 per share	$	10,000	$	10,000

Convertible note payable from a shareholder, secured, 12% interest, due May 2018, convertible at $1 per share		50,000		50,000

Convertible note payable from a shareholder, secured, 12% interest, due June 2018, convertible at $1 per share		50,000		50,000

Convertible note payable from a shareholder, secured, 12% interest, due August 2018, convertible at $1 per share		50,000		50,000

Convertible note payable from an entity owned and controlled by a shareholder, secured, 12% interest, due 120 days after delivery of payment notice from lender or August 2018, convertible at $0.25 per share		615,000		350,000

Convertible note payable from a shareholder, secured, 12% interest, due May 2020, convertible at $1 per share		100,000		--

Convertible note payable from a shareholder, secured, 12% interest, due May 2020, convertible at $1 per share		50,000		--

Convertible note payable from a shareholder, secured, 12% interest, due May 2020, convertible at $1 per share		5,000		--
Convertible notes payable - Long Term	$	930,000	$	510,000

Less discount		(190,943)		(361,843)

Convertible notes payable, net	$	739,057	$	148,157

Less current portion		588,090		--

Convertible notes payable, net - Long-term	$	150,967	$	148,157

	June 30, 2022			December 31, 2021
Convertible note payable, secured, 12% interest, due August 31, 2019, in default		50,000			50,000
Convertible note payable, secured, 12% interest, due May 2, 2023		100,000			100,000
Convertible note payable, secured, 10% interest, due April 2023		45,000			50,000
Convertible note payable, secured, 10% interest, due May 22, 2020, in default		5,000			5,000
Convertible note payable, secured, 12% interest, due Feb 15, 2024, in default		75,000			75,000
Convertible notes payable, secured, 4% interest, due October 14, 2020, in default		75,000			75,000
Convertible note payable ,12% interest, due May 2020, in default		162,750			162,750
Convertible note payable, secured, 10% interest, due May 1, 2022		350,000			350,000
Convertible note payable, secured, 12% interest, due January 6, 2022		-			30,382
Convertible note payable, secured, 12% interest, due February 8, 2022		100,000			100,000
Convertible notes payable, secured, 4% interest, due March 3, 2021, in default		25,000			25,000
Convertible notes payable, secured, 10% interest, due December 2021, in default		10,000			10,000
Convertible notes payable, 8% interest, due February 2023		385,000			-
Total notes payable		1,382,750			1,033,132

Less unamortized discounts		(127,979	)		(1,700	)
Total convertible notes payable, net	$	1,254,771		$	1,031,432
Less current portion		(1,254,771	)		(1,031,432	)

Convertible notes payable, net - Long-term	$	-		$	-

Amounts due as of June 30, 2022	Operating Leases
2022		68,738
2023		63,693
2024		22,634
2025		21,886
Total minimum lease payments	$	176,951
Less: effect of discounting		(39,653	)
Present value of future minimum lease payments	$	137,298
Less: current obligations under leases		(60,932	)
Long-term lease obligations	$	76,367

	·	our ability to diversify our operations;
	·	inability to raise additional financing for working capital;
	·	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 our management to make estimates about matters that are inherently uncertain;
	·	our ability to attract key personnel;
	·	our ability to operate profitably;
	·	deterioration in general or regional economic conditions;
	·	adverse state or federal legislation or regulation that increases the costs of compliance, or adverse findings by a regulator with respect to existing operations;
	·	changes in U.S. GAAP or in the legal, regulatory and legislative environments in the markets in which we operate;
	·	the inability of management to effectively implement our strategies and business plan;
	·	inability to achieve future sales levels or other operating results;
	·	the unavailability of funds for capital expenditures;
	·	other risks and uncertainties detailed in this report;


Exhibit No.		Description

~~31.1~~31.1**		Certification of Chief Executive Officer and Chief Financial Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

~~32.1~~32.1**		Certifications of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

101.INS		Inline XBRL Instance Document

101.SCH		Inline XBRL Taxonomy Extension Schema

101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase

101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase

101.LAB		Inline XBRL Taxonomy Extension Label Linkbase

101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase

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