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Tuesday, 08/23/2016 3:33:27 PM

Tuesday, August 23, 2016 3:33:27 PM

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"The accumulated deficit since inception is $6,161,002" from page 9 of latest 10-q.

The net value of "software, property and equipment" is now $7,719, and all software and computers are gone (used to pay Precision CNC's bill).

The bulk (82%) of their assets, the technology license from Cyclone Technologies, is for the steam engine technology they are no longer pursuing.

The Ohio facility has closed and the employees there terminated.

They are down to two employees: the CEO Christopher Nelson and CTO Sudheer Pimputkar, PhD. Dr. Pimputkar is paid a base salary of $170,000. Now that the company's focus has moved from energy technology to buying composting businesses, it is unclear what, if anything, he is doing for Q2Power.

ITEM 3: DEFAULTS UPON SENIOR SECURITIES

As of August 1, 2016, the Company was in default under its two Original Issue Discount Senior Secured Convertible Debentures, which matured on July 31, 2016. The Company and the holders are currently negotiating a term extension to the debentures.

As of July 16, 2016, the Company was in default under its 120-day term loan in the principal amount of $150,000. A 10% late penalty has been assessed, and the Company is currently in negotiations with the lender to amend the terms of its loan to extend the maturity term and correct the default.



The only bright spot in Q2 was the change in fair value of derivative liabilities provided non-cash income of $676,543. This happened because the stock price dropped so much causing the value of all the options and warrants to also drop.

Their only business currently is the Letter of Intent to negotiate the purchase of ERTH Systems, a composting facility in Plains, Geogia. Cash on hand at June 30 was $3,342 with current liabilities at $1,983,814. Financing of this purchase will need to come from issuing more stock.

So, the last two years working on energy systems is now a complete write-off. They are starting from scratch, but with $2mm in current liablities and many tapped-out investors.

Fortunately, Chrisopher Nelson and his friends have been well compensated.
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