UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Suite 417, 241 Adelaide Street, Brisbane, 4000, Australia

(Address of principal executive offices and zip code)

(061) 417 079 299

(Registrant’s telephone number, including area code)

Securities to be registered pursuant to Section 12(b) of the Act:

None

Securities to be registered pursuant to Section 12(g) of the Act:

Common Stock, par value $0.001 per share

(Title of class)

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

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

TABLE OF CONTENTS

EXPLANATORY NOTE

EESTech, Inc., a Delaware corporation (the “Company”, “EESTech”, “we”, “our”, “us”), is filing this General Form for Registration of Securities on Form 10 (this “registration statement”) to register common stock, par value $0.001 per share (“common stock”), pursuant to Section 12(g) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Our common stock previously was registered pursuant to the Exchange Act; however, on February 17, 2009, we filed a Form 15 with the Securities and Exchange Commission (the “SEC”) to terminate registration of our common stock.

This registration statement will become effective automatically by lapse of time 60 days from the date of its filing pursuant to Section 12(g)(1) of the Exchange Act. As of the effective date of the registration statement, we will be subject to the requirements of Regulation 13(a) under the Exchange Act and will be required to file annual reports on Form 10-K, quarterly reports on Form 10-Q, and current reports on Form 8-K, and we will be required to comply with all other obligations of the Exchange Act applicable to issuers filing registration statements pursuant to Section 12(g) of the Exchange Act.

IMPLICATIONS OF BEING AN EMERGING GROWTH COMPANY

We qualify as an “emerging growth company,” as defined in the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). For so long as we remain an emerging growth company, we are permitted and plan to rely on exemptions from certain disclosure requirements that are applicable to other public companies. These provisions include, but are not limited to:

We have elected to take advantage of certain reduced disclosure obligations in this registration statement and may elect to take advantage of other reduced reporting requirements in future filings. In addition, the JOBS Act permits us, as an emerging growth company, to take advantage of an extended transition period to comply with new or revised accounting standards applicable to public companies. As a result, the information that we provide to our stockholders may be different from what you might receive from other public reporting companies in which you hold equity interests.

We will remain an emerging growth company until the earliest of (i) the last day of our fiscal year following the fifth anniversary of the date of our first sale of our common stock pursuant to an effective registration statement under the Securities Act of 1933, as amended (the “Securities Act”), (ii) the first fiscal year after our annual gross revenues exceed $1.07 billion, (iii) the date on which we have, during the immediately preceding three-year period, issued more than $1.00 billion in non-convertible debt securities or (iv) the end of any fiscal year in which the market value of our common stock held by non-affiliates exceeds $700 million as of the end of the second quarter of that fiscal year.

Even after we no longer qualify as an emerging growth company, we may still qualify as a “smaller reporting company” (as we do as of the filing date of this registration statement), which would allow us to take advantage of many of the same exemptions from disclosure requirements, including reduced disclosure obligations regarding executive compensation in our periodic reports and proxy statements.

WHERE YOU CAN FIND MORE INFORMATION ABOUT US

When this registration statement becomes effective, the Company will begin to file reports, proxy statements, information statements and other information with the SEC. These filings will be accessible at www.sec.gov, which is a website maintained by the SEC. We also maintain a website at www.eestechinc.com. When this registration statement becomes effective, the Company also will make available on its website electronic copies of the materials it files with the SEC. Information contained on our website does not constitute part of this registration statement. The Company has included its website address in this registration statement solely as an inactive textual reference.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This registration statement contains forward-looking statements relating to plans and objectives of management for future operations, including plans and objectives relating to the products and the future economic performance of the Company. These forward-looking statements generally are identified by the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,” “budget,” “target,” “aim,” “strategy,” “estimate,” “plan,” “guidance,” “outlook,” “intend,” “may,” “should,” “could,” “will,” “would,” “will be,” “will continue,” “will likely result” and similar expressions, although not all forward-looking statements contain these identifying words. Forward-looking statements involve known and unknown risks, uncertainties and other important factors, which include, but are not limited to, the risks described under the heading “Item 1A. – Risk Factors,” any of which could cause actual results to differ materially from those projected herein. Although the Company believes that the assumptions underlying the forward-looking statements contained herein are reasonable, any of those assumptions could prove inaccurate and, therefore, there can be no assurance that the results contemplated in any of the forward-looking statements contained herein will be realized. Based upon actual experience and business development, the Company may alter its marketing, capital expenditure plans or other budgets, which may in turn affect the Company’s results of operations. In light of the significant uncertainties inherent in the forward-looking statements included herein, the inclusion of any such statement should not be regarded as a representation by the Company or any other person that the objectives or plans of the Company will be achieved. These forward-looking statements speak only as of the date of this registration statement and, except as required by law, the Company undertakes no obligation to correct, update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except to the extent required under federal securities laws.

Item 1. Description of Business.

EESTech promotes economically and environmentally sustainable technologies to the world’s mining and minerals processing industry. EESTech has developed waste management solutions that enables the recycling of mine site waste and process slag to recover targeted materials of value. EESTech’s industry disruptive technologies deliver a paradigm shift in how mineral recourses are processed.

EESTech’s mineral processing capabilities dramatically reduce cost, increase productivity, reduce energy requirements, eliminate polluting leachates, transform hazardous waste liabilities into products of value with zero-waste outcomes, significantly reduce the carbon footprint of mineral resource processing.

Company Overview

EESTech, Inc., incorporated in 2000 as a US company, with shares publicly traded on the OTC, Pink Open Market. “EESTech” stands for “Economically Environmentally Sustainable Technologies.”

The Company operates its commercial and market development activities through its 100% owned subsidiaries, EESTech Australia Pty Ltd, EESTech Inc Ltd (New Zealand), EESTech Management Services (Pty) Ltd (South Africa), EESTech Europe BV, with all Intellectual Property held in EESTech Holding Europe BV.

EESTech’s initial focus is on developing, acquiring and commercializing reclamation and remediation services to the mining and minerals processing industries. Our goal is to provide mining and mineral processing companies a circular economy, which we believe is essential to environmental sustainability and with significant Environmental Social and Governance (“ESG”) benefits. We believe EESTech’s waste management solution helps supply chain requirements of critical raw materials and a sustainable, low carbon, resource efficient, competitive economy by recycling waste liabilities to recover valuable resources.

EESTech’s energy efficient high yield process can recycle mine site and process waste streams to access up to 99% of targeted materials of value, typically remaining within waste generated by the inefficiencies of traditional processes, to produce high value products at significantly less cost than industry standards.

EESTech’s process capabilities takes advantage of the sunk cost left within a waste resource to cost effectively recover and produce high quality concentrates ready for smelting in the EESTech’s patent pending Inductosmelt Reduction Furnace (“IRF”), industry’s first plasma over induction furnace.

EESTech believes that the mineral processing and primary smelting capabilities of the IRF will set new industry benchmarks for economic and environmental sustainability, providing the resource industry with tangible, cost-effective, minerals processing and critical waste management solutions. All post process tailings are upgraded into inert sand products to be marketed by EESTech as ThermaSand™ and ThermaPrills™. Both are valuable products in demand for high volume downstream applications.

To achieve its corporate goals, EESTech has established a Heads of Agreement (HOA) with industry leading equipment suppliers for the collaborative development and project deployment of their equipment. One of the strengths of EESTech’s proprietary process capabilities is through the application of uniquely configured, commercially available, robust industrial process equipment specially configured for EESTech.

EESTech is committed to good corporate citizenship with the communities in which we operate and live. The long-term nature of projects should enable EESTech to establish lasting relationships with clients and communities by making a positive contribution wherever we work. EESTech seeks to support local enterprise development, employment, skills development and the use of local business services.

EESTech is committed to creating long-term shareholder value through development and commercialization of products and services designed to meet the needs of a world demanding ever increasing higher standards of environmental sustainability.

Company and Subsidiary History

EESTech, Inc.

EESTech, Inc. was incorporated as Aqua Dyne, Inc in the State of Delaware and commenced operations on April 26, 2000. The Company was formed to develop or acquire economically environmentally sustainable technologies with the

intent of bringing them to commercialization within the mining and minerals processing industry. In June 2006, the Company changed its name from “Aqua Dyne, Inc.” to “EESTech, Inc.”

EESTech Australia Pty Ltd.

In December 2002, a wholly-owned subsidiary of the Company, Aqua Dyne Australia Pty Ltd. (now known as EESTech Australia Pty Ltd.), was incorporated under the laws of Australia. EESTech Australia Pty Ltd, was formed to conduct the Company’s proprietary process development and product introduction activities.

In November 2020, Albatross Equity Investments of New Zealand purchased a 27% interest in EESTech Australia Pty Ltd, this sale was initiated to enable the development of comprehensive laboratory and pilot plant trials for the environmentally sustainable disposal of the SPL at the NZ aluminium production facility and to initiate the development of market opportunities for EESTech within Australia and New Zealand

EESTech Management Services (Pty) Ltd (EESTech-MS)

EESTech-MS was incorporated in South Africa in 2016 as a 100% owned subsidiary of EESTech Inc Ltd. The purpose of EESTech-MS was to serve as an employment and contracting platform for the engagement of employees and consultants, as required for the delivery of South African project opportunities being developed by EESTech Inc Ltd.

EESTech Inc Ltd.

In July 2017 EESTech Inc Ltd was incorporated in New Zealand as a 100% owned subsidiary of EESTech Inc. EESTech Inc Ltd was founded to deliver project opportunities being developed within South Africa.

E’Prime Alloys

In July 2019 E’Prime Alloys was formed as a 100% wholly owned US subsidiary of EESTech, Inc. to establish a mineral oxide processing facilities within the US, sometime in the near future. The US Government has identified a series of ‘critical’ minerals deemed integral to the US national economy and security that need to be produced domestically. It remains EESTech’s intention to initiate the development of this facility once project financing and product offtake agreements have been confirmed.

Environmental Management Solutions LLC (EMS)

In February of 2013 EESTech entered into a Technology Licence Agreement with the US systems and technologies development company, Environmental Management Solutions LLC (“EMS”) whereby the founder of EMS, Chad Lehman, became a fulltime consultant to EESTech Inc. Arrangements with EMS progressed and in 2015 EESTech signed another agreement which culminated in EESTech taking over the ownership of EMS, with Mr. Lehman becoming an equity holder and Chief Technologies Officer of EESTech Inc.

EMS had developed methods for particle shaping organic materials and proprietary formulations for the agglomeration of micro-fines into briquettes which, can include reductants, fluxes, metallurgical thermites and bounding agents. EMS developed these process capabilities for third world humanitarian applications, e.g.; the agglomeration of industry waste organic compounds to produce a wood replacement fuel source for heating, boiling water and cooking food. EESTech identified the EMS processes as having potential for upgrading waste coal and other mineral resources into smelt ready export quality products. All technologies developed by EMS have been transferred to EESTech and the EMS company has been mothballed and remain under the ownership of EESTech.

Anglo American / Kumba Iron Ore

In August 2013 EESTech initiated an evaluation trial with AngloAmerican Corp (Kumba Iron Ore) to determine the application potential of the EMS formulations when used in EESTech’s Waste Resource Agglomeration Module (“WRAM”), for agglomeration of waste ore fines into briquettes that included EMS reductants and a fluxing agent to provide an ultra-efficient smelting concentrate to be marketed by EESTech as “WRAM-ROX. The shareholders of Kumba Iron Ore are; Anglo American plc (63.4%) the Industrial Development Corporation (IDC) of South Africa (13.1%) and Minority shareholders (23.5%).

The evaluation program clearly demonstrated that WRAM-ROX have the necessary integrity to be used as feedstock for smelting iron ore and other metal oxides in a blast furnace. Trial results confirmed that WRAM-ROX increased the efficiency of blast furnace operations to significantly reduce energy demand. EESTech’s testing indicated that WRAM-ROX resulted in a 30% reduction in downstream processing energy requirements and up to a 45% reduction in required

carbon additives used by the furnace smelting process; equating to a substantial reduction in carbon emissions. EESTech believes this innovation collectively delivers economic and environmental sustainability outcomes for smelting metal oxides into metal.

Sasol South Africa Limited

Sasol Limited (“Sasol”) is a publicly listed company on the Johannesburg Stock Exchange in South Africa and the New York Stock Exchange in the United States. Sasol is a large company and the seventh largest coal mining companies in the world. 

In February 2014 EESTech was invited by Sasol to demonstrate its ability to improve the physical or chemical properties (“beneficiate”) of discarded coal fines into a product suitable for gasification. Sasol is a large South African based multinational chemicals and energy production company spanning 30 countries. Sasol operates Fischer-Tropsch synthesis-based fuels production plants and is one of the world’s leading large-scale producer of liquid fuels and chemicals from coal.

EESTech successfully demonstrated that it could mitigate Sasol’s environmental waste footprint through the deployment of the WRAM-ROX process, by converting a liability into a suitable feedstock for Sasol’s gasification plant. Gasification, rather than direct combustion, significantly reduces the environmental emissions of coal as a fuel source.

In August 2014, EESTech responded to a formal request for a proposal from Sasol by submitting a comprehensive proposal for a complete WRAM-ROX process line for the agglomeration of coal fines. Unfortunately, EESTech never heard back from Sasol until 2019.

In May, 2019 EESTech was contacted by Sasol, asking if EESTech would resubmit a proposal for the agglomeration of coal fines for use as a feedstock in their gasification plant located in Secunda, South Africa. EESTech declined the Sasol request and noted that this was due to EESTech’s involvement with the previous tender issued by Sasol in 2014 to which EESTech allocated a great deal of time and cost in making the submission, which came to nothing as Sasol chose not to proceed with the project at that time.

EESTech informed Sasol that while it was not prepared to resubmit a proposal (tender), it would however welcome the opportunity to deliver the project for Sasol if the respondents to the new Request for Proposals failed to meet the original standards set by EESTech in 2014.

In 2021 Sasol made contact with EESTech because they were dissatisfied with the outcome of the tender by others as no suitable submissions were received. Subject to further trials being completed by EESTech Sasol is seeking a commercial arrangement with EESTech to agglomerate Sasol’s discard coal fines to a standard that could meet their gasification requirements. Sasol is ideally seeking a tolling / fee for service arrangement for an immediate agglomeration 25,000 tons of coal per month in the first year growing each year thereafter to an approximate 2,500,000 per year within 3 years, with a contract period of fifteen years. Pre-contract trials are continuing.

Samancor Chrome Holdings Proprietary Limited

A revision of South Africa’s Mineral and Petroleum Resources Development Act 2002, which introduced strict regulations governing mine and process waste, compelled Samancor with over 40 million tons of FeCr slag stockpiled across six production sites, to contract with EESTech for the provision of an economically, environmentally sustainable, waste management solution.

In 2015, Samancor, the world’s largest integrated ferrochrome (FeCr) producer, entered into a Collaborative Development Agreement with EESTech, to demonstrate EESTech’s waste management capability by agglomerating discarded chromite ore fines into WRAM-ROX. The Agglomeration would enhance the efficiency of FeCr metal production, thereby eliminating a waste liability by transforming process slag waste into a valuable resource.

While working with Samancor, EESTech identified an opportunity to recycle Samancor’s FeCr slag to recover up to 99% of chrome units that remain locked within process slag, due to the inefficiencies of traditional process equipment, to produce a smelt ready concentrate in the form of WRAM-ROX.

EESTech’s ability to recover chrome units from slag for smelting in its IRF, results in all post process tailing being an ultra-clean sand product, independently classified as an inert material, that is nontoxic and ecologically stable, making it environmentally sustainable and suitable for a number of downstream commercial applications. This sand product has been trademarked by EESTech as ThermaSand.

In September, 2017 Samancor informed EESTech that it would enter into an agreement with EESTech to implement a 10 million ton slag waste recycling project at their Ferrometals production facility, the largest of Samancor’s facilities, located in Emalahleni, Mpumalanga Province, approximately 65km east of Pretoria in South Africa.

On February 21, 2019, Samancor Chrome, awarded EESTech a 10-year contract with a 5-year extension option to undertake the recycling of FeCr slag waste at their Emalahleni facility. where over 12.5 million tons of FeCr slag waste is stockpiled with approximately 1 million tons of FeCr fines stored in a slimes dam.

EESTech was contracted to deliver a “zero waste” solution, where EESTech’s advanced process methodologies will reclaim up to 99% of residual FeCr units from Samancor’s slag dumps. The EESTech facility is configured to process up to 600,000 tons of slag per year, with test results projecting a FeCr metal recovery rate of above 16%. The current market value of FeCr metal is approximately US$1,335 per ton.

Under the terms of the contract, Samancor is obligated to purchase all FeCr metal reclaimed by EESTech at a pre-determined discount to the spot market price for FeCr. Based on the volume of recoverable FeCr we believe the potential contract value over ten years is approximately US$800 million, plus an upside share in FeCr market price increases.

All Post Process Tailing (“PPT”) generated from recycling and reclaiming of chrome units from slag is transformed, with no additional cost, into high-grade inert, specialty sand products, highly sought after by a variety of industries. Under the terms of contract with Samancor all PPT are 100% owned by EESTech, marketed as ThermaSand, with all revenues from the sale of this material going to the sole benefit of EESTech.

Equipment manufacturers configure each component to meet EESTech’s requirements. All equipment is underwritten with standard industry warranties and performance guarantees with turnkey on site commissioning, for delivery of the project EESTech will appoint a well credentialed local EPC contractor.

EESTech’s process configurations were validated in South Africa by Samancor over the course of a 4-year due diligence process, which included multiple sample processing’s, third party test analysis and economic and technical feasibility appraisals.

Upon contract completion, EESTech initiated a planned rollout schedule to advance the Samancor project which included contracting the services of Ekoinfo CC Environmental & Wildlife Management Consultancy, to undertake a comprehensive Environmental Impact Assessment (“EIA”) as part of the regulatory requirements that must be completed and approved prior to initiating project construction, EIA is now completed, and approval received.

A two-stage two-year rollout plan was determined the most cost-effective way to establish the Samancor project. A two-stage deployment program will result in Stage 1 requiring the establishment of a FeCr slag milling and screening facility that should produce an early cashflow of saleable products: a) a Chrome concentrate in the form of WRAM-ROX which EESTech intends to sell to Samancor and b) ThermaSand, for which EESTech already has a high volume off-take commitment for by the foundry and metal casting industry.

Stage 2, comprises the deployment of EESTech’s patent pending plasma over induction furnace (IRF), for the primary smelting of the chrome concentrate WRAM-ROX into FeCr metal, sold back to Samancor under the terms of an Off-Take Agreement for all FeCr metal produced. The ability and efficiencies of Stage 2 will significantly increase the commercial benefits to EESTech.

EESTech Technology

JetWater

The JetWater system was developed by EESTech in 2004, is a water purification technology that is designed to deliver efficient and cost-effective treatment of contaminated effluent arising from industrial processes or occurring in process waste streams. The JetWater can also be used for the desalination of sea water.

The JetWater system (“JWS”) can process up to 11,000 gallons (50,000 litres) of contaminated water per hour, using a simple and unique process for extracting dissolved and suspended solids from water, resulting in water which can be processed to pharmaceutical standard if required.

The evaporation based JWS process can produce purity of output water to less than ten parts per million of suspended solids. Achieving target levels of the output contaminants can be controlled to any level by mixing of feed water with processed water. Water classified as demineralised or potable are able to be produced from the process. Industrial waste

water can be processed to achieve 100% recycling of site waters, making for no off-site discharge and hence exceeding all EPA guidelines.

The quality of the produced water may permit discharge to ecosystems with no further treatment necessary to comply with EPA guidelines. Further chemical treatment can be utilised to address residual pathogens that are not sterilised in the heating by this process. The requirement for chemical treatment and the quantities of chemicals utilised in the post-treatment dosing are significantly reduced in comparison to all filtration technologies. Cost of total treatment of wastewaters is significantly reduced due to less chemical intervention to achieve the same cleaning of the water.

Delta-E

The Delta-E is a proprietary technology under development by EESTech, designed to be a highly efficient, milling process that utilizes the extreme dynamics of natural forces on hard rock.

The Delta-E, with no internal moving components, is intended to use a counter flow vortex generator, acoustic modulation, vacuum and cryogenics to generate the required conditions to breakdown the structural bond of materials fed directly into the process chamber.

The design features of the Delta-E are intended to induce naturally occurring stresses that have the ability to mill dry or saturated materials down from 70mm to ultra-fines subangular particles of less than -50µm, water is vaporized, all solids are disassembled to their elemental form before discharging within the gas/air stream.

Processed materials will be pneumatically conveyed into a cyclone where they are separated from the gas/air stream. The processed material will then be dispensed from a storage hoper into a gravitational separator, whereby the ultra-fine materials are separated by specific gravity.

The purified fine materials will be able to be bagged and sold as feed stock for a variety of industrial applications or can be processed into WRAM-ROX as a smelt ready concentrate for the production of Metals and alloys.

Prototype Delta-E devices have been built in a number of development configurations and tested with a variety of feed materials, demonstrating the potential to significantly reduce the cost of milling hard rock materials.

The development phase of the Delta-E has demonstrated a promising potential to achieve the priceable design objective. EESTech plans to continue this development as a work in progress.

EESTech Binary Compounds

EESTech delivers advanced waste stabilization solutions that incorporate the use of proprietary binary compounds that react with wastes to encapsulate hazardous heavy metal materials within an acid resistant matrix. This reaction produces a strong, low permeability, chemically stabilized substrate that can be used in the processing of organic and inorganic waste streams.

When mixed with waste materials, these binary compounds react with polyvalent metal ions to produce precipitates, which are less soluble across a broader pH range than metal hydroxides produced by other processes. These precipitates reduce the solubility and leachability of heavy metals to produce a more chemically stable non-toxic material. The reduced mobility of hazardous solids through encapsulation, results in a by-product of limited solubility with reduced risk of leaching hazardous materials into the environment.

EESTech’s binary compound enhances the setting and hydration of all cementitious and pozzolanic matrixes. When combined with commercially available setting agents, it improves the final compressive strength of processed materials, reducing permeability and resistant to acidic attack. Increasing the hydration and bonding formation of cementitious or pozzolanic matrix decreases the total number and size of voids or channels that can form during curing to further promote the structural integrity of processed materials.

The permeability of processed material will decrease over time to further enhance acid resistance. The gel structures that achieve this function are generated through a combination of process formulations contributing to the structural compressive strengths of the final product. The resulting product is solid, less leachable and more resistant to corrosive or mechanical erosion and degradation.

The cumulative benefits of EESTech’s waste stabilization process have been validated by an analysis of ThermaSand. The reclaimed sand generated from EESTech’s remediation of ferrochrome (FeCr) slag waste. Independent analysis reports that EESTech’s waste stabilization process transforms the environmental liabilities of FeCr slag waste into an

inert, commercially preferred high-grade sand.

Waste Resource Agglomeration Module (WRAM)

As previously described, WRAM is an EESTech developed process that incorporates proprietary technologies entailing the re-engineered and re-configured extrusion and or roll forming equipment, particle shaping and the chemical engineering of advanced binder formulations.

The WRAM process agglomerates ore concentrates or valuable materials reclaimed from coarse discard dumps and fines dams to produce a saleable product in the form of “WRAM ROX”:

Multiple independent trials have successfully demonstrated that WRAM ROX have the necessary integrity to be used as feedstock for most applications, including waste coal fines agglomeration for gasification or for use as a feed stock for power generation.

WRAM ROX increase the efficiency of blast furnace operation to significantly reduce energy demand. WRAM ROX resulted in a 30% reduction in downstream processing energy requirements and up to a 45% reduction in required carbon additives used by the furnace in the smelting process, equating to a substantial reduction in carbon emissions.

Hybrid Coal Gas Turbine (HCGT)

The HCGT represents a significant initiative in the battle against climate change.

Billions of tonnes of waste coal are stockpiled in dumps around the world. Until now this has been an acknowledged legacy of coal mining and coal fired power generation. Waste coal is an ongoing generator of environmentally hazardous methane, a Green House Gases (“GHG”) emission that the United States EPA estimates is more than 25 time as potent as carbon dioxide at trapping heat in the atmosphere.

The HCGT is a robust, high efficiency combustion process with a multi-fuel capability, designed and developed for the combustion of low-quality waste coal in combination with fugitive coal mine methane gases such as Ventilated Air Methane (“VAM”) or Coal Mine Methane (“CMM”), in the uniquely configured HCGT rotary kilns.

Using waste coal for the production of a low carbon cement and the generation of electrical energy would greatly reduce GHG emissions when compared to the volume of methane emissions constantly generated over the lifetime of waste coal dumps. EESTech believes that utilization of waste coal as a fuel for the HCGT will mitigate the production of methane and acid mine leachates, to deliver long-term environmentally sustainable benefits and commercially responsible governance of natural resources.

The HCGT uses a sophisticated combustion control system to regulate the flow of variable fuel types or combination of fuels, including waste coal, high volumes of forced air flow and the ability to use CMM / VAM to produce high temperature combustion gases. These super-heated gases are passed through a heat recovery boiler to convert heat energy generated from combustion into steam which is expanded through a steam condensing turbine to produce electricity. All exhaust gasses are treated by an industry first acoustic agglomeration filtration process that removes up to 83% of all particulate matter from the HCGT exhaust stream.

The HCGT was developed as modular 1MW, 3MW and 6MW power generation platform with the capability of

producing commercial volumes of low carbon cement per MWh of energy produced. All components utilised in the HCGT design were developed using commercially available components that could be sourced from local manufacturers, and configured as a platform to incorporate EESTech’s process. The HCGT was thus easily scalable to meet the requirements of most applications.

EESTech has recently made an addition to the HCGT by including the WRAM ROX process for the preparation of waste coal as fuel for the HCGT, whereby proprietary formulations are added to enhance the thermal values and combustion characteristics of the waste coal. The combination of enhanced fuel and high volumes of forced air flow result in ultra-high temperatures being achieved inside an enclosed flare, effectively eliminates any visible smoke from being exhausted.

A key component of the WRAM ROX formulation is designed to transform fly-ash, produced from the high temperature combustion of waste coal within the HCGT, into a calcined clinker that, when mixed with gypsum and milled down to a uniform size of below 30 micron, produces a high grade low carbon cement, an economically and environmentally sustainable replacement for Portland Cement.

After completing a fully developed HCGT pilot plant in 2007, three internationally recognised independent engineering companies were contracted to undertake a comprehensive performance review and to confirm the efficiencies and scalability of the HCGT.

R3 Process

EESTech’s Reclamation Resource Recovery Process (R3 Process™) represents Stage 1 of an efficient comminution process that enhances the beneficiation of feed materials to increase yields and profitability of waste recycling.

EESTech’s waste recycling process capability incorporates equipment attributes from the oil, cement and minerals processing industries whereby the R3 Process vastly outperforms traditional industry processes.

Traditional industry processes reduce solid materials down to an average size of 1mm to 5mm for recovery of one target mineral resource at a time. The unique configuration of EESTech’s comminution process reduces feed material down to under 500 micron with the ability to liberate any target resource from its matrix material, efficiently recovering up to 99% of multiple target materials in a single pass, with increased yields of higher grade products.

All post process tailings are upgraded into inert sand products marketed by EESTech as ThermaSand^TM, sold for application into a number of downstream markets.

EESTech’s advanced beneficiation processes enhance the economic outcomes of the extractive metallurgy process to deliver significant improvements in resource recovery. All recovered materials are processed into smelt ready WRAM ROX, that enhance the efficiencies of the primary smelting process

Inductosmelt^tm Reduction Furnace (IRF)

As previously mentioned EESTech’s IRF is a breakthrough in primary smelting furnace technology, a disruptive technology that incorporates plasma over induction to deliver a paradigm shift in primary smelting furnaces.

The IRF delivers superior performance and significant energy savings over current mainstream furnace technologies. The IRF has the capability to significantly reduce the energy cost of primary ore smelting and achieve up to 99% conversion rate of metal-oxides into metals.

The EESTech IRF provides an ability to melt/smelt non-conductive materials such as ores, metal oxides, and silica that when smelted produce high levels of slag in an induction furnace. Until now, melting or smelting of non-conductive materials relied on low efficiency electric arc, blast furnaces, or traditional induction furnaces fitted with costly carbon crucibles which, contaminate the molten material with carbon and have a short life span making them costly to use.

EESTech’s IRF hybrid furnace has the capability to melt/smelt ores and concentrates while managing the high-volume production of slag in a continuous and highly efficient manner. The proprietary design of the IRF positions an ultra-high temperature plasma field directly over the slag zone of the IRF mitigating the formation of dangerous slag crust forming above the molten metal while significantly reducing noxious off-gases, emitted to atmosphere, normally associated with traditional smelting furnaces.

A key design feature of the IRF is the positioning of “Induction Heated Decanting Spouts” that regulate and automatically control the discharge of molten metal and molten slag. The molten slag is discharged through a spray

system that transforms molten slag into spherical micro-prills (ThermaPrills™), a high-end ceramic sand product widely sought after by the metal casting industry.

The application of the EESTech IRF, with an integrated plasma cap for primary smelting is primarily enabled due to the following:

The net result of EESTech’s IRF is a highly-efficient primary smelting platform that is over 30% more energy efficient than traditional primary smelting furnaces, with significantly reduced emissions. The IRF produces high quality metal with zero-waste outcomes, all post process tailings are transformed into value-added inert sand products sold by EESTech as ThermaSand^TM for application into a number of downstream markets.

Pyro-Metallurgical Thermite Formulations

EESTech has developed proprietary pyro-metallurgical thermite formulations that can be incorporated into WRAM ROX to enhance primary smelting efficiencies by significantly reducing energy requirements for smelting mineral oxides into metal including reactive metals such as titanium.

EESTech successfully demonstrated that this proprietary process has the potential for competitive commercial titanium production. Laboratory-scale testing that incorporated the use of EESTech’s proprietary pyro-metallurgical thermite formulations, confirmed the ability to convert titanium dioxide TiO2 into Ti metal through a highly efficient three-stage process incorporating a modified IRF, trademarked as the Ti-IRF.

The purpose of the first stage Ti-IRF process using EESTech’s pyro-metallurgical formulations was to ensure that the high-temperature smelting reactions occur reliably at a controlled rate.

The second stage of the process was smelting the WRAM ROX in the Ti-IRF to produce molten Ti metal. WRAM ROX formulations regulate the reaction rates to prevent violent splattering normally associated with high-temperatures generated by a thermite reaction. The Ti-IRF provides a controlled environment that prevents molten metal contamination. This aspect is critical to ensure a high-grade Ti metal product.

EESTech solved the problems related to the reactivity of titanium metal and its oxides by lining the Ti-IRF crucible with an oxide that does not react with molten Ti metal. Using a water-cooled copper skull crucible in the Ti-IRF for the production of Ti metal successfully addresses this critical issue.

The atmosphere within the Ti-IRF is controlled with inert gas to prevent oxidation of the molten Ti- metal during the smelting process. This will be continued in pilot-and commercial-scale work, and vacuum vessels will also be introduced to limit the oxygen content of the final product.

The third stage of the process for the reduction of the molten Ti-metal was the dissolved oxygen content so that the finished product meets industry standards. This is achieved by adding a granulated metal to the molten Ti-metal while in the Ti-IRF. The granulated metal has a higher affinity for oxygen than the molten Ti-metal, thus stripping out the oxygen without alloying with the molten Ti-metal. The granulated metal is converted to an oxide and is removed from the molten Ti-metal in the form of slag, which potentially has a commercial value of its own.

EESTech’s believes Ti-IRF has the potential to deliver a more efficient, more cost-effective method of producing Ti-metal compared to current industry processes. EESTech believes that the computational and experimental work conducted to date indicates that the Ti-IRF has the potential to deliver a more efficient and more cost-effective approach

compared to the mainstream processes currently used to produce Titanium metal. EESTech believes the process will transition to become a major primary smelting breakthrough for the titanium industry.

EESTech believes that its’ proprietary formulations combined with the Ti-IRF process will disrupt and alter the landscape of this industry, as it holds the potential to be more energy efficient and to significantly reduce the carbon footprint of the industry standard Kroll process invented in 1932.

ThermaSand - ThermaPrills

As previously described, ThermaSand™ produced by EESTech’s unique process will have a market acceptance as a high grade, high demand, industrial sand product. Being manufactured from FeCr slag, it will have a typical chemical composition of silica, alumina and magnesium bound together in an amorphous glass matrix. ThermaSand is dust resistant, sub-angular, and with an elevated alumina content making it harder and stronger than silica sand which is being banned by the foundry and metals casting industries due to it causing silicosis.

ThermaSand can be upgraded into high-end metal casting ceramic prills, trademarked as ThermaPrills™, manufactured by melting ThermaSand in a proprietary induction heated launder where it is discharged into a PLC controlled proprietary venturi assembly using a high-pressure jet of air to rapidly cool the molten material into a spherical ceramic ThermaPrills, then screened into various size fractions ranging from 500µm to 100µm, with a uniformity coefficient of 1.22 as compared to natural sand of 1.64. ThermaPrills also have a 161% higher compression strength than natural sand, and a hardness of (62 Rockwell).

Sand is an essential part of the ferrous and non-ferrous foundry industry. Sand made from FeCr slag has proven to be a superior product when used in the production of casting molds. EESTech’s ThermaPrills can be sized and blended to meet demanding specifications of this high-end market opportunity.

ThermaPrills have a fusion point of above 1600°C and a low rate of thermal expansion, making them an ideal, cost effective foundry sand solution for most casting requirements. ThermaPrills produce stable cores and molds that yield high quality metal surface finishes, thereby reducing finishing costs of the final product. These attributes make ThermaPrills a premium foundry casting sand solution.

More than 90% of all manufactured goods in the United States contain cast metal components, requiring 100 million tons of foundry sand in circulation with 10 million being replaced annually. ThermaSand and TheraPrills will provide a longer service life and a more environmentally friendly alternative to the banned silica sand.

The wholesale price for industry standard metal casting sands ranges from US$620 to US$1,120 per ton, EESTech’s wholesales price is significantly less with ThermaSand being US$320 per ton and ThermaPrills at US$630 per ton.

EESTech transforms process slag, an industry liability, into the first real alternative to stop controversial wetland sand mining and the destruction of sensitive ecosystems. The production of ThermaSand and ThermaPrills delivers a total full cycle waste management solution.

Geopolymer Cement

There are nine different classes of geopolymers, but the classes of greatest potential application for construction and infrastructure are comprised of aluminosilicate materials, used to completely replace Portland cement in concrete. Geopolymer is ground-breaking and sustainable construction material, which can be used to replace Portland cement to reduce the adverse effect of extreme CO2 emission.

The production of Portland cement is responsible for upward of 80% of the energy and 91% of the carbon dioxide attributed to a typical ready-mixed concrete, the potential energy and carbon dioxide reduction using geopolymers are considerable. Studies show geopolymer concrete mixes indicate a potential for 46% less energy and a reduction in greenhouse gas emissions of 73%, making geopolymers the preferred alternative to Portland cement.

Through the application of a unique proprietary process that takes advantage of the sunk energy cost inherent in FeCr slag, EESTech is able to transform ThermaSand into geopolymer activator - a high pH, user friendly, liquid activator that chemically initiates the setting of sand and aggregate into geopolymer concrete.

EESTech’s geopolymers and green cement products offer advantages such as high strength, ultra-porosity, low drying shrinkage, low creep, acid resistance, thermal properties and ultra-low carbon footprint as a preferred substitute to Portland cement, therefore having the ability to generate carbon credits.

The environmental regulations driving the cement industry to reduce emissions are increasing global demand for economically and environmentally sustainable alternatives to replace Portland cement. Furthermore, driving the demand for change is the international financial markets support investment in environmental sustainability projects which is contributing to the growth of the geopolymer and green cement markets.

All EESTech processes are nontoxic and ecologically harmless in freshwater environments, completely inorganic, economically and environmentally sustainable.

HEDS Battery (High Energy Density Storage).

Designed, developed and licensed to EESTech by: Dr. Patrick Glynn; Adjunct Professor, Griffith University, Queensland Australia and member of EESTech’s Advisory Board.

The HEDS technology was appointed the winner of the Kanthal Award in 2018, for innovation in energy storage and power generation.

Thermal Energy Storage

EESTech believes its HEDS Battery (High Energy Density Storage) is a breakthrough in high density energy storage, that delivers a paradigm shift in how high density energy storage is achieved.

The HEDS battery is based on sensible and latent heat energy storage using silicon metalloid, a unique material that overcomes previous energy storage barriers for heat, solar and wind power production and will in time, revolutionize green energy production around the world.

Phase Change Material of Choice

Silicon metalloid is solid or as a solid in granular form. For Silicon metalloid to undergo a phase change it requires heat to be applied until it melts. This is the phase change we are looking for, the melting point at which Silicon metalloid turns to liquid, is 1410⁰C.

To raise the temperature 1000 grams of Silicon metalloid from ambient temperature (<>25⁰C) to 1410⁰C, the Silicon metalloid will absorb approximately 975,365 Joules. To now force the same 1000 grams of Silicon metalloid through the phase change and into a liquid without raising the temperature, the Silicon metalloid would need to absorb a further 1,743,763 Joules. This would give Silicon metalloid in its molten state without exceeding 1410⁰C, an energy storage capacity that is 20 times that of a lead acid battery.

The HEDS battery has unlimited charge/discharge cycles, 480 W/hour per kg energy storage density and a potential >90% efficiency when used in combined heat and power (CHP) applications. HEDS batteries are suited for energy storage applications including mobile phone cell-towers, bus, truck, train and sea ferries due the smallest size starting with 500 kW/hour thermal storage for transport and commercial vehicles increasing to over 50 MW/hour thermal storage for utilities requiring mass scale energy storage.

EESTech believes this technology will set a new benchmark for clean energy storage, it is based on existing proven technologies, reducing development time, with design advantages achieving 20 times higher energy storage capacity of a lead acid battery and up to 200% better than all other energy storage technologies. The integration of custom sized HEDS will increase the average efficiencies of wind or solar power systems by over 80%.

A HEDS technology License Agreement has be assigned to Bharat Energy Storage Technology, India, this company has successfully produced operating systems and is in the process of introducing HEDS for both domestic and industry market applications. EESTech will initially contract Bharat Energy Storage Technology for the production and distribution of HEDS into current and growth market opportunities.

Intellectual Property Rights and Strategy

EESTech Intellectual Property Strategy

The following presents a high-level summary of EESTech intellectual property: i) current status; ii) ownership and IP management; and iii) future strategy.

EESTech Intellectual Property – Current Status

EESTech intellectual property currently includes registered and unregistered intellectual property rights: three international patent applications, one early stage patent application, two registered trade marks, five unregistered trade marks, copyright works, data, designs, confidential information and trade secrets (please see Table 1).

The three international patent applications protect the novel aspects of the EESTech technology as a process, as the related equipment and the resulting products or qualities of the products.

PCTIB2022/055499 ‘Improved hybrid smelting system’ describes the novel EESTech induction smelting system and the parameters of control that optimize the hybrid combination of plasma over induction for a superefficient, continuous smelting process, via real-time monitoring and adjustment of the process parameters.

PCT/IB2022/056395 ‘Method and system for the remediation of spent pot liners’, citing PCTIB2022/055499 and the pertinent advantages of the EESTech smelting process, this patent application describes the EESTech plasma field remediation of spent pot liners where toxic and hazardous compounds are rendered safe, and remediation yields repurposed materials and value-add product. Remediation is accomplished by a system comprising a primary plasma arc furnace to receive and decompose the spent pot liners to produce a raw syngas, a secondary plasma arc furnace to receive and decompose the raw syngas to produce a refined syngas, and a controller to monitor and control the remediation.

PCT/IB2022/056624 ‘Method and system for beneficiation’ describes the EESTech method and system for beneficiation for the recovery of alloys, metals, and minerals from mining and process waste, for example, the recovery of ferrochrome (FeCr) from less desirable materials. An exemplary product is a chrome concentrate of 95% chrome units.

GB2210223.0 ‘Method and system for thermal spent pot liner beneficiation’ describes a process to thermally beneficiate spent pot liner from aluminum smelters into inert slag, crude iron (‘pig iron’) and syngas, with the advantage that the syngas is combusted in a generator providing supplemental power for the beneficiation process.

The three international patent applications will be published around mid—2023 and will enter specific national territories shortly after.

Product and corporate names are protected via registered, post publication registration applications and unregistered trade marks. We intend to use an international application for the EESTech leaf (grant due in EU 25^th August 2022) internationally as an alphabet and translation agnostic brand identifier, akin to Apple Mac’s apple. A text component, the EESTech name and other descriptors will be used in association with the graphical mark.

Copyright works support the technology covered by the patent applications and an inventory of copyright works (including software, design drawings flow charts and other documentation) is underway, as is a review of designs eligible for protection via design rights, copyright and/or utility models.

IPR:	Application number:	Title:	Filing date:
Patent:	PCTIB2022/055499	Improved hybrid smelting system	15.06.21
	PCT/IB2022/056395	Method and system for the remediation of spent pot liners	03.12.21
	PCT/IB2022/056624	Method and system for beneficiation	17.12.21
	GB2210223.0	Method and system for thermal SPL beneficiation	12.07.22
Trade marks:   Registered trade marks	NZ 1077578	Inductosmelt®	04.10.17
	EU 018694714	®	28.04.22
Unregistered trade marks		ThermaSand™ ThermaPrills™
		WRAM-ROX™ R3 Process™ Delta-E™

Ownership and IP management

In March 2022, EESTech, Inc incorporated a wholly owned subsidiary company – EESTech Europe Holdings BV to manage EESTech intellectual property. Among the anticipated benefits are: clarity of ownership for ease of intergroup and commercial transactions; the focus of an expert team; the minimizing of the overall rate of tax for the group and simplification of inter-jurisdictional tax issues; and ease of IP valuation.

In addition to other considerations the holdings entity, the Netherlands was chosen for its tax, funding and legal advantages (including the caliber of intellectual property law, practice and flexible choice of filing jurisdiction).

All intellectual property is in the process of assignment from EESTech, Inc to EESTech Europe Holdings BV, and EESTech Europe Holdings BV will now be the applicant and owner of intellectual property.

EESTech Intellectual Property Strategy

We believe each form of intellectual property right serves a different purpose. We believe as separate legal instruments, each intellectual property right can be used independent of, or in combination with other rights and can thus build value and facilitate different commercial operations internationally.

Historically, EESTech had relied on confidentiality and trade secrets. This reflected the fast pace of improvement and development to the EESTech technology, while avoiding the ‘public’ disclosure that most forms of intellectual property application entail.

The EESTech intellectual property portfolio is now being constructed to take advantage of different intellectual property rights to enhance protection, value and commercialization options.

Our goals is to seek to ensure each novel and valuable aspect of the EESTech technology will be being captured - individually and within the context of use - as well as iterations that are non-core business for EESTech but which can be out-licensed to third parties or further developed as collaborative ventures.

We intend for EESTech IPRs to extend internationally: to countries where EESTech operates/will be operating; to countries where there is out-licensing potential; and to countries where there might be risk of ‘invent around’ or ‘non- infringing’ copying. We will also select optimal jurisdiction for filing, according to qualitative criteria and competition.

Among other advantages, we intend that the portfolio will support EESTech’s commercial negotiating position and preemptively define EESTech ‘background’ intellectual property prior to collaboration to reserve EESTech’s right to related new intellectual property resulting from collaboration.

We intend that the portfolio will also be structured to enable EESTech to take-up alternative revenue generating opportunities.

Year Ended December 31, 2020

Covid-19

In February 2020, the Covid-19 Pandemic impacted EESTech’s project rollout plan by bringing everything to a halt, including EkoInfo’s work on the Samancor project EIA, with all other projects being disrupted.

Sasol

In May 2020 Sasol issued an international Request for Proposals (RFP) / Tender for the agglomeration of coal fines to a specification suitable for gasification. While EESTech was once again invited to submit a proposal under this RFP now ready for public release. EESTech gave notice to Sasol that, as previously noted in 2019, that EESTech was not prepared to be part of its competitive tender process. EESTech reiterated that it would still welcome the opportunity to deliver the project for Sasol if the respondents to the new RFP failed to meet the original standards set by EESTech in 2014.

In 2021 Sasol made contact with EESTech because they were dissatisfied with the outcome of the tender by others as no suitable submissions were received. Subject to further trials being completed by EESTech Sasol is seeking a commercial arrangement with EESTech to agglomerate Sasol’s discard coal fines to a standard that could meet their gasification requirements. Sasol is ideally seeking a tolling / fee for service arrangement for an immediate agglomeration 25,000 tons of coal in the first year growing each year thereafter to an approximate 2,500,000 per year within 3 years, with a contract period of fifteen years. Pre-contract trials are continuing.

Spent Pot Liners (SPL) disposal

In March 2020 EESTech Australia Pty Ltd entered into a confidential Technology/process trial/demonstration Agreement with a New Zealand based aluminium smelter to develop and demonstrate a waste management solution for the disposal of Spent Pot Liners (SPL), a hazardous and problematic waste material produced through the production of aluminium. EESTech’s plans to develop an innovative waste management solutions that requires minimal pre-treatment of SPL waste streams by utilising the inherent calorific value of SPL to supplement the energy requirements for the remediation process.

EESTech’s reclamation and remediation process will incorporates the automated IRF to melt/smelt all SPL materials into non-hazardous vitrified and inert material suitable for downstream applications, resulting in a zero-waste outcome. The refractory component of SPL will be transformed into ThermaPrillsTM a high-grade, feature-rich, foundry and metal casting sands. The carbon component of SPL will be converted into an organics syngas. The syngas is quenched, cleaned and passed into an off-the-shelf engine that can use syngas as fuel for the generation of the project’s energy requirements.

In November 2020, Albatross Equity Investments of New Zealand purchased a 27% interest in EESTech Australia Pty Ltd, this sale was initiated to enable the development of comprehensive laboratory and pilot plant trials for the environmentally sustainable disposal of the SPL at the NZ aluminium production facility and to initiate the development of market opportunities for EESTech within Australia and New Zealand.

Samancor

In January 2020, EESTech appointed Nautilus Projects (Pty) Ltd, as the lead engineering company to initiate the detailed engineering plan for the deployment of the Samancor project. Nautilus is an independent turnkey projects solutions company, with expertise in the mining sector where they deliver Engineering, Procurement and Construction (EPC) services.

Over the twelve months Nautilus has worked closely with EESTech to complete the Samancor projects scope of works, identifying and consolidating arrangements with all equipment and service providers. EESTech and Nautilus have completed a comprehensive process design review, confirming the logistics and supply chain certainty for all imported equipment.

Year Ended December 31, 2021

Sasol

In April 2021 EESTech was once again contacted by Sasol who reported that they were dissatisfied with the outcome from multiple tenders as no suitable submissions were received and were now seeking a commercial arrangement with

EESTech to use the WRAM ROX process to agglomerate Sasol’s discard coal fines to a standard that could meet their gasification requirements.

Sasol stated that the samples submitted by EESTech in 2014 were of a standard well above any competitive offers presented by respondents to the RFP and that EESTech's WRAM-ROX were the only products that met all their requirements.

This has resulted in Sasol exclusively engaging EESTech to deliver a fine coal agglomeration solution to recover what is presently deemed discard coal fines. The outcomes developed by EESTech will mitigate Sasol’s environmental waste footprint and convert an environmental liability into a suitable feedstock for Sasol’s gasification plant. Gasification, rather than direct combustion, significantly reduces the environmental emissions of coal as a fuel source.

While the previous RFP in 2014 was seeking to agglomerate coal fines for thermal combustion / power generation, the current requirement is for the agglomeration of coal fines for gasification, requiring a different formulation to produce WRAM-ROX, for gasification and the production of synthetic fuels.

Sasol has given EESTech two work orders, one for 25,000 tons per month and the second for 2.5 million tons per year. Sasol is ideally seeking a $40 per ton tolling / fee for EESTech’s services.

Samancor Chrome

After disruptions and long delays caused by the Covid-19 Pandemic, EkoInfo, EESTech’s environmental engineering consultants were able to complete the Environmental Impact Assessment for the Samancor project, and in October 2021 EESTech received notification, from the South African Government Department of Environmental Affairs, that the EIA for the Samancor project had been approved.

The Samancor project will be initiated in two separate stages, with each being managed by a contracted Engineering, Procurement and Construction (EPC) specialist, contract to manage the deployment of each stage as defined by a scope of works.

Stage 1. incorporates EESTech’s patent pending Reclamation Resource Recovery Process (R3 Process) which represents a highly efficient comminution process that maximizes the yield potential of targeted material from the recycling of process slag.

EESTech’s R3 Process capability incorporates long serves live equipment with successful operating histories in the oil, cement and minerals processing industries.

The unique configuration of EESTech’s comminution process reduces feed material down to under 500µm with the ability to liberate targeted resources from its matrix material, efficiently recovering up to 99% of multiple target materials in a single pass, all post process tailings are upgraded in inert products for downstream applications.

EESTech’s advanced R3 beneficiation process enhances the economic outcomes of the extractive metallurgy process to deliver significant improvements in resource recovery. All recovered resource concentrates are passed through a Waste Resource Agglomeration Module (WRAM) to produce saleable WRAM-ROX, an EESTech patent pending process that uses proprietary binder formulations to enhance the efficiencies of the smelting process.

Stage 2. incorporates EESTech’s patent pending Inductosmelt Reduction Furnace (IRF) a world’s first Plasma over Induction furnace comprising the integration of two well established technologies. The IRF has the ability to smelt non-conductive materials, a process that until now relied on low efficiency electric arc or blast furnaces. The IRF provides the perfect smelting environment to reduce metal-oxides into metal. It is significantly more cost effective to build, own, and operate than traditional furnace technologies.

Zero-Waste and Environmentally sustainable outcomes

Stage 1. incorporates a proprietary binary compound that reacts with the post process tailings to encapsulate any remaining hazardous materials within an acid resistant matrix to produce a high-grade, particle shaped, technical sand product, independently validated as a non-hazardous product with a NEMWA Class 4 “inert” material certification. Trademarked and marketed by EESTech as ThermaSand, in demand by a number of high volume downstream commercial markets.

ThermaSand can be further upgraded into ceramic prills, trademarked as ThermaPrills. Manufactured by melting ThermaSand in a proprietary induction heated launder which is then discharged to form spherical ceramic ThermaPrills, a high-end, high value metals casting sand.

Stage 2. The IRF primary smelting process produces two products, FeCr metal which is sold back to Samancor and an ultra-clean slag material that is upgraded into ThermaPrills.

The net result of EESTech’s process is Zero-Waste and Environmentally sustainable outcomes

Product Warranties

We have not yet determined what type of warranty, if any, will be offered other than back to back equipment warrantees and process guaranties provided by equipment/component suppliers. The deployment of our process capabilities will be covered by independent detailed engineering service providers and EPC contractors. We anticipate that performance guarantees will apply to most of our systems. 

Employees

Our operations have been conducted by utilizing the services of specialist consultants and contractors. The Company has no direct employees. For as long it remains in the development stage, the Company intends to continue to utilize consultants and contractors for administrative, accounting, and other services.

Item 1A. Risk Factors.

An investment in the Company involves a high degree of risk. Before making an investment decision with respect to our common stock, you should consider the risks described below in addition to the cautionary statements and risks described elsewhere and the other information in this registration statement and in our other subsequent filings with the SEC. These risks and uncertainties are not the only ones we face. Additional risks and uncertainties not presently known to us or currently deemed immaterial by us, may also impair our operations. If any such risks actually occur, our business, financial condition, liquidity, results of operations and prospects could be materially adversely affected and our ability to implement our growth plans could be adversely affected.

Risks Related to our Business and Operations

We have incurred significant net operating losses since our inception and anticipate that we will incur continued losses for the foreseeable future.

We had an accumulated deficit of $35.1 million as of June 30, 2022, and we will continue to incur significant expenses in the foreseeable future related to the development and commercialization of our business plan. As a result, we will be sustaining substantial operating and net losses, and it is possible that we will never be able to sustain or develop the revenue levels necessary to attain profitability.

Our financial position creates doubt as to whether we will continue as a going concern.

We generated minimal revenues in 2021 and no revenues in 2020. Our financial position raises substantial doubt about our ability to continue as a going concern, and we may need to raise additional funds in order to continue to conduct our business. The Company historically has sold equity to raise working capital from a number of investor sources, on an as and when needed basis. There can be no assurances that we will be able to achieve a level of revenues adequate to generate sufficient cash flow from operations or obtain funding from additional financing through private placements or other financing necessary to support our working capital requirements. If we are unable to secure sufficient capital to fund our operating activities, we may be forced to delay the completion of, or significantly reduce the scope of, our business plan.

Some of our technologies are not, and may not become, commercially operated in the marketplace.

The Company’s technologies and process capabilities have not been commercially operated in the marketplace. We have established design capability and validated operational characteristics through laboratory testing, process trials and the operation of pilot plants. In addition, while our process capabilities are in an advanced stage of commercialization and are capable of “stand alone” operations, they have not been fully integrated with other technologies developed by the Company. In each of the technologies, the components are generally not unique in structure and operation. The uniqueness is in the formulation, process configurations and computerized operating control systems. There can be no

assurance that we will be able to integrate these technologies and market them successfully as a package to generate revenues.

Our plan requires technological expertise to develop and to oversee the operations our technologies and process capabilities.

Although we have an internal research and engineering team and an advisory board conversant with the Company’s technologies and process capabilities, we currently have no plans to develop a deployment or operating team. We will use external EPC and OM contractors with technical expertise to provide us with developmental and operations services. If we are unable to locate and utilize contractors and service providers, we may be unable to develop and operate our existing technologies and may be unable to develop other technologies in the future.

Due to the period that we expect it will take to deploy our products, we will require significant capital to sustain us until we are able to market our products.

We expect that once we initiate the deployment of our products, it will take approximately 18 to 24 months to bring our products to market. We anticipate that we will receive minimal if any revenues during this period, which will place significant pressure on funding and other supply considerations. While we have budgeted for what we believe to be the required lead time to bring our products to market, no assurances can be given for adequate funding during this period. If we are delayed in obtaining adequate funding, we may be delayed in bringing our products to market.

We depend on the services of key personnel and the loss of any of these personnel could disrupt our operations. 

We do not have any full-time employees. Our officers and all other support persons perform services for us pursuant to consulting arrangements. We do not maintain “key-man” life insurance policy on our executive officers. The unexpected loss of the services of any of our executive officers could have a material adverse effect on our operations. 

We will be dependent on suppliers and manufacturers when we bring our technologies to market.

We currently do not possess or intend to develop the capability to undertake the manufacture and fabrication of our technologies when they are ready to be brought to market. We are developing relationships with key suppliers and manufacturers able to meet our requirements for providing such services. The manufacture and fabrication of our technologies will require exacting standards. If we are unable to develop these relationships, we may be unable to produce any products. In addition, if the suppliers and manufacturers are unable to meet the standards that our products require, we may experience delays in bringing our product to market. While we intend to develop a team that will address quality control issuers, we will be dependent on third parties to produce our technologies.

If we are unable to adapt our technologies to the changing demands of the marketplace, our products may become obsolete.

Changes in technology, competitively imposed process standards and regulatory requirements influence the demand for our products and services. To grow and remain competitive, we need to anticipate changes in technological and regulatory standards. We need to introduce new and enhanced products on a timely basis. We may not achieve these goals and some of our products may become obsolete. New products often face lack of market acceptance, development delays or operational failure. Stricter governmental regulations also may affect acceptance of new products. If our products are unable to gain market acceptance, our operations and financial condition may be adversely affected.

We may face competition from other companies marketing similar technologies.

There may be other companies that are currently developing technologies that are similar to the ones that we are developing. If such competitors are able to bring their products to market sooner than we are able, there may be less of a market for our products. In addition, once a market exists for technologies such as ours, we expect that additional competitors will enter the industry to attempt to capture the growth potential in the market. If competitors are able to provide a better product or adapt the technologies more quickly than we are able to, we may be unable to obtain or maintain market share. Some of our current and future competitors may be larger and better funded than we are. If our competitors are more successful than we are at developing uses for our technologies, our ability to generate revenues may be adversely affected.

We will be subject to extensive environmental laws and regulations in the jurisdictions where our products are used and we may be subject to significant liability if we are unable to comply with such laws and regulations.

Environmental laws and regulations require us to meet certain standards and may impose liability if we do not meet them. Environmental laws and regulations and their interpretations change. We must comply with any new standards and requirements, even when they require us to clean up environmental conditions that were not illegal when the conditions were created. The liabilities and risks imposed on our customers by environmental laws may adversely impact demand for some of our products or services or impose greater liabilities and risks on us, which could also have an adverse effect on our competitive and financial position.

Our plan to operate internationally subjects us to increased risks that could harm our business, operating results and financial condition.

Although we intend to market our technologies internationally, we have limited experience with operations and our ability to manage our business and conduct our operations internationally. Doing so requires considerable management attention and resources and is subject to a number of risks, including the following:

In addition, compliance with complex foreign laws and regulations that may apply to our international operations increases our cost of doing business in international jurisdictions. Violations of these laws and regulations could result in fines, criminal sanctions against us, our officers, prohibitions on the conduct of our business and damage to our reputation. Any such violation could result in prohibitions on our ability to offer our products and services to one or more countries, and could also materially damage our international expansion efforts, our business and our operating results.

If currency exchange rates fluctuate substantially in the future, our operating results, which are reported in U.S. dollars, could be adversely affected.

We present our financial statements in U.S. Dollar (“US$”). However, a significant portion of our expenses and revenue are and will be denominated in non-US$ currencies, in particular the Australian dollar (“A$”). As a result, there is potential that our financial results will be exposed to movements of the US$ against these foreign currencies. The risk may be increased where the foreign currency against the US$ becomes more volatile, for example, due to economic, political factors, or significant events that may occur in the jurisdictions of those foreign currencies.

If we are unable to protect our intellectual property rights, it could reduce the value of our products and services.

Our patents, trade secrets and other intellectual property rights are important assets for us. Various events outside of our control may pose a threat to our intellectual property rights as well as to our products and services. For example, effective intellectual property protection may not be available in every country in which our products are used. However, in the key geographical regions of South African, Australasian, North American and European markets, the Company already has patent applications in place. Also, the efforts we have taken to protect our proprietary rights may not be sufficient or effective. Any significant impairment of our intellectual property rights could harm our business or our ability to compete. Also, protecting our intellectual property rights is costly and time consuming. Any increase in the unauthorized use of our intellectual property could make it more expensive to do business and harm our operating results.

We may be subject to intellectual property rights claims, which are costly to defend, could require us to pay damages and could limit our ability to use certain technologies in the future.

Technology companies frequently own large numbers of patents and trade secrets and frequently enter into litigation based on allegations of infringement or other violations of intellectual property rights. Our technologies may not be able to withstand any third-party claims and, regardless of the merits of the claim, intellectual property claims are often time-consuming and expensive to litigate or settle. In addition, to the extent claims against us are successful, we may have to pay substantial monetary damages or discontinue use of our technologies that are found to be in violation of another party’s rights. We also may have to seek a license to continue such practices, which may significantly increase our operating expenses.

Risks Related to Our Common Stock

The market for our common stock may be limited, and our common stock price may fluctuate significantly.

Although shares of our common stock currently trade on the Pink Limited Information Tier of the OTC Markets, trading has been limited and sporadic. A more active trading market may not develop or be sustained following the effectiveness of this registration statement or otherwise in the future. The market price of our common stock could fluctuate significantly as a result of:

The trading price of our common stock also may be subject to volatility due to general market conditions unrelated to the operating performance of the Company. Any of these fluctuations may adversely affect the trading price of our common stock.

Because our common stock is subject to the penny stock rules, broker-dealers may experience difficulty in completing customer transactions and trading activity in our securities may be adversely affected.

Our common stock currently is subject to the penny stock rules. A penny stock generally is any equity security, not listed on a national exchange, with a price of less than $5.00, subject to certain exceptions, that is offered by a company with limited revenues and assets. The penny stock rules require a broker-dealer: to deliver on any solicited transactions a standardized risk disclosure document prepared by the SEC; to provide the customer with a current bid and offer quotations for the penny stock, the compensation of the broker-dealer and its salesperson in the transaction, monthly account statements showing the market value of each penny stock held in the customer’s account; to make a special written determination that the penny stock is suitable investment for the purchaser; and to receive the purchaser’s written agreement to the transaction. The disclosure requirements may have the effect of reducing the level of trading activity, if any, in the secondary market for the stock that becomes subject to the penny stock rules. Because our common stock is subject to the penny stock rules, investors may find it more difficult to sell their securities, and the market liquidity for our securities could be severely and adversely affected by limiting the ability of broker-dealers to sell our common stock and the ability of stockholders to sell our common stock in any secondary market.

Our directors and executive officers own a substantial portion of our common stock, and their interests may conflict with yours.

At June 30, 2022, our directors and executive officers beneficially owned 17.4% of our outstanding common stock. No other person to our knowledge holds more than 5% beneficial ownership in our common stock. Accordingly, our directors and executive officers may be in a position to exercise substantial influence over the Company’s affairs. We cannot assure you that the interests of our directors and executive officers will always align with the interests of other holders of our common stock.

We are an “emerging growth company,” and the reduced reporting requirements applicable to emerging growth companies may make our common stock less attractive to investors.

We qualify as an “emerging growth company,” as defined in the JOBS Act. For so long as we remain an emerging growth company, we are permitted and plan to rely on exemptions from certain disclosure requirements that are applicable to other public companies that are not emerging growth companies. These provisions include, but are not limited to: being permitted to have only two years of audited financial statements and only two years of related management’s discussion and analysis of financial condition and results of operations disclosure; an exemption from compliance with the management’s assessment of our internal controls over financial reporting pursuant to Section 404(a) of the Sarbanes-Oxley Act; an exemption from compliance with the auditor attestation requirement in the assessment of our internal control over financial reporting pursuant to Section 404 of the Sarbanes-Oxley Act; not being required to comply with any requirement that may be adopted by the PCAOB regarding mandatory audit firm rotation or a supplement to the auditor’s report providing additional information about the audit and the financial statements; reduced disclosure obligations regarding executive compensation arrangements in our periodic reports, registration statements and proxy statements; and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and stockholder approval of any golden parachute payments not previously approved by stockholders. In addition, the JOBS Act permits emerging growth companies to take advantage of an extended transition period to comply with new or revised accounting standards applicable to public companies. We intend to take advantage

of the exemptions described above. As a result, the information we provide will be different than the information that is available with respect to other public companies. We cannot predict whether investors will find our common stock less attractive if we rely on these exemptions. In addition, there may be an increased risk, or perceived increased risk, of material weaknesses or other deficiencies in our internal controls or that they may go undetected. If some investors find our common stock less attractive as a result of our status as an emerging growth company, there may be a less active trading market for our common stock, and the market price of our common stock may be more volatile.

We will incur increased costs and will be subject to additional regulations and requirements as a public company, which will lower our profits and may make it more difficult to run our business.

As a public company, we will incur significant legal, accounting and other expenses including costs associated with public company reporting requirements. We expect these rules and regulations to increase our legal and financial compliance costs and to make some activities more time-consuming and costly. These laws and regulations also could make it more difficult or costly for us to obtain certain types of insurance, including director and officer liability insurance, and we may be forced to accept reduced policy limits and coverage or incur substantially higher costs to obtain the same or similar coverage. These laws and regulations could also make it more difficult for us to attract and retain qualified persons to serve on the Board of Directors or as our executive officers of the Company. Furthermore, if we are unable to satisfy our obligations as a public company, we could be subject to fines, sanctions and other regulatory action and potentially civil litigation.

We do not expect to pay cash dividends.

We do not expect to pay dividends in the near future. The payment of dividends, if any, will be contingent upon our revenues and earnings, if any, capital requirements, and our general financial condition. The payment of any dividends will be within the discretion of the Board of Directors. We presently intend to retain all earnings, if any, for use in our business operations and accordingly, the Board does not anticipate declaring any dividends in the foreseeable future.

Item 2. Financial Information.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following should be read in conjunction with the financial statements and related notes appearing elsewhere in this registration statement. The discussion in this section regarding the Company’s business and operations includes “forward-looking statements” as described and qualified under “Cautionary Note Regarding Forward-Looking Statements” at the beginning of this registration statement.

Overview

EESTech promotes economically and environmentally sustainable technologies to the world’s mining and minerals processing industries. EESTech’s waste management solutions enable the recycling of mine site waste and process slag to recover targeted materials of value. EESTech’s mineral processing capabilities reduce cost, increase productivity, reduce energy requirements, eliminate polluting leachates, transform hazardous waste liabilities into products of value with zero-waste outcomes and reduce the carbon footprint of mineral resource processing. EESTech intends to generate its income from the sale of all recovered targeted materials being sold back to the waste owner. Post process tailing are transformed into inert high grade sand products 100% owned by EESTech. Trademarked as ThermSand and ThermaPrills, both products will be sold into high volume downstream markets.

Technologies and waste management Solutions offerings

Commercial advancement of EESTech’s remediation and reclamation capabilities is being underwritten by a self-performing approach whereby the Company demonstrating confidence in its service and technology offerings carries responsibility for project capital funding. Providing clients with low-risk waste management solutions on the basis that EESTech is only paid on performance.

EESTech initial focus will be on the deployment of the following Technology Solutions:

The Company has been working to secure contracts with major global mining entities. Prior to August 2021, no revenue had been recorded within EESTech, Inc. In February 2019 Samancor Chrome, South Africa, the world’s largest integrated ferro-chrome (FeCr) producer awarded EESTech an exclusive ten-year agreement, with a five-year extension option, granting EESTech the reclamation rights to the FeCr process slag located at Samancor’s Ferrometals process facility in Emalahleni, South Africa. Project start was delayed due to the impact of the covid virus, with the Environmental Impact Assessment (EIA) being granted in October of 2021 and approvals were received January of 2022. An 18-month project establishment period is required before project cashflows are generated. In August 2021, a trial has begun with Sasol for which EESTech Inc is being paid. Revenue at this stage is minimal and as such, losses are still being recorded.

The Company has been in the developmental stage since its inception.

Six Months Ended 30 June 2022 compared to Six Months Ended 30 June 2021

Net Loss. Our net loss for the six months ended June 30, 2022 and 2021 was $454,623 and $561,406 respectively.

General Administrative Expenses. Our general administrative expenses for the six months ended June 30, 2022 and 2021 were $508,500 and $561,406 respectively. A decrease of $52,906 or 9%. The decrease is primarily due to consulting fees which were $412,806 in the six months to June 30, 2021 compared to $325,703 during the six months to June 30, 2022. This decrease of 21% in the six months to June 30, 2022, is primarily due to a large number of shares issued to independent consultants in exchange for services in 2021. These services provided include delivering a series of small scale lab testing for the Rio Tinto SPL remediation project.

Foreign exchange loss (gain). Our foreign exchange loss/(gain) for the six months ended June 30, 2022 and 2021 were $226,239 loss and $119,269 loss respectively.

Year Ended December 31, 2021 compared to Year Ended December 31, 2020

Net Loss. Our net loss for the fiscal years ended December 31, 2021 and 2020 were $1,428,999 and $932,471 respectively.

General Administrative Expenses. Our general administrative expenses for the years ended December 2021 and 2020 were $1,482,015 and $932,455 respectively. An increase of $549,560 or 59%. The increase is primarily due to:

directors) was reduced from $763,665 at December 31, 2020, to $359,173 at December 31, 2021. This realized a loss on extinguishment of debt, as the value of shares issued was in excess of the liability extinguished.

Foreign exchange loss (gain). Our foreign exchange loss/(gain) for the fiscal years ended December 2021 and 2020 was a $239,233 loss and a $240,923 gain respectively.

Liquidity and Capital Resources

As of June 30, 2022, the Company had a cash balance of $559,333. As of December 31, 2021, the Company had a cash balance of $416,811 ($82,250 at December 31, 2020).