UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q

(Mark One)

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

For the quarterly period ended ~~September~~March 3031, ~~2018~~2019

[ ]	TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from __________________ to ~~__________________________~~________________________

Commission file number: 000-54395

GREEN ENVIROTECH HOLDINGS CORP.

(Exact name of registrant as specified in its charter)

DELAWARE

32-0218005

(State or other jurisdiction of

incorporation or organization)

(I.R.S. Employer

Identification No.)

14699 Holman Mtn Rd., Jamestown, CA 95327		95361
(Address of principal executive offices)		(Zip Code)

(209) 881-3523

(Registrant’s telephone number, including area code)

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

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes [X] No [ ]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, 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.

Large accelerated filer [ ] Accelerated filer [ ] Non-accelerated filer [ X] Smaller reporting company [X] Emerging growth company [ ]

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 financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]

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

~~Indicate~~Securities ~~the~~registered ~~number~~pursuant ofto ~~shares~~Section ~~outstanding~~12(b) of ~~each of~~ the ~~issuer’s~~Act: ~~classes of common stock, as of the latest practicable date 65,721,516 shares of common stock are issued and outstanding as of November 14, 2018.~~None

Title of each class		Trading Symbol(s)		Name of each exchange on which registered

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: 453,403,986 shares of common stock are issued and outstanding as of May 15, 2019.

TABLE OF CONTENTS

		Page No.
PART I. - FINANCIAL INFORMATION
Item 1.	Financial Statements.
	Consolidated Balance Sheets as of September 30, 2018 and December 31, 2017 (Unaudited)	4
	Consolidated Balance Sheets as of March 31, 2019 and December 31, 2018 (Unaudited)	4
	Consolidated Statements of Operations for the Three and Nine Months Ended September 30, 2018 and 2017 (Unaudited)	5
	Consolidated Statements of Operations for the Three Months Ended March 31, 2019 and 2018 (Unaudited)	5
	Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2018 and 2017 (Unaudited)	6
	Consolidated Statements of Changes in Stockholders’ Deficit for the Three Months Ended March 31, 2019 and 2018 (Unaudited)	6
	Notes to Unaudited Consolidated Financial Statements	7
	Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2019 and 2018 (Unaudited)	7
	Notes to Unaudited Consolidated Financial Statements	8
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations.	18
Item 3.	Quantitative and Qualitative Disclosures About Market Risk.	2221
Item 4	Controls and Procedures.	2322
PART II - OTHER INFORMATION
Item 1.	Legal Proceedings.	2322
Item 1A.	Risk Factors.	2322
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds.	23
Item 3.	Defaults Upon Senior Securities.	2423
Item 4.	Mine Safety Disclosures.	2423
Item 5.	Other Information.	24
Item 6.	Exhibits.	24

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION

Statements in this quarterly report on Form 10-Q may be “forward-looking statements.” Forward-looking statements include, but are not limited to, statements that express our intentions, beliefs, expectations, strategies, predictions or any other statements relating to our future activities or other future events or conditions. These statements are based on current expectations, estimates and projections about our business based, in part, on assumptions made by management. These statements are not guarantees of future performance and involve risks, uncertainties and assumptions that are difficult to predict. Therefore, actual outcomes and results may, and are likely to, differ materially from what is expressed or forecasted in the forward-looking statements due to numerous factors, including those described above and those risks discussed from time to time in this quarterly report on Form 10-Q, including the risks described under “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in this quarterly report on Form 10-Q and in other documents which we file with the Securities and Exchange Commission. In addition, such statements could be affected by risks and uncertainties related to our ability to raise any financing which we may require for our operations, competition, government regulations and requirements, pricing and development difficulties, our ability to make acquisitions and successfully integrate those acquisitions with our business, as well as general industry and market conditions and growth rates, and general economic conditions. Any forward-looking statements speak only as of the date on which they are made, and, except as may be required under applicable securities laws, we do not undertake any obligation to update any forward-looking statement to reflect events or circumstances after the date of this quarterly report on Form 10-Q.

GREEN ENVIROTECH HOLDINGS CORP.

CONSOLIDATED BALANCE SHEETS

UNAUDITED

	September 30, 2018			December 31, 2017
	March 31,			December 31,
	2019			2018
ASSETS
CURRENT ASSETS
Cash	$	~~188~~1,697		$	61,~~054~~180
Prepaid expenses		72,~~812~~000			52,~~812~~000
Other current assets		104,284			104,284
Total current assets		3,697			3,180
Total current assets		112,284			116,150
TOTAL ASSETS	$	3,697		$	3,180
PROPERTY PLANT AND EQUIPMENT
LIABILITIES AND STOCKHOLDERS’ DEFICIT
Construction in Progress		1,150,331			934,774
TOTAL ASSETS	$	1,262,615		$	1,050,924
LIABILITIES AND STOCKHOLDERS' DEFICIT
CURRENT LIABILITIES
Accounts payable	$	~~976~~833,~~113~~945		$	~~647~~842,~~445~~563
Accounts payable-related party		6,545			25,720
Accrued expenses		2,566,844			2,189,723
Accrued expenses		1,721,705			2,089,895
Other current liabilities		60,000			60,000
Secured debentures payable		305,000			305,000
Loan Payable-related party-convertible		1,~~434~~360,~~637~~392			1,~~510~~434,~~537~~637
Loan Payable-other-convertible		~~201~~305,~~158~~330			~~149~~222,~~295~~860
Loan Payable-other-non-convertible		713,000			~~663~~713,000
Series B 12% Convertible Cumulative Preferred Stock; $0.001 par value,$1.00 stated value, 300,000 shares authorized, 144,100 and 0 shares issued and outstanding as of September 30, 2018 and December 31, 2017 respectively		70,355			-
Series B 12% Convertible Cumulative Preferred Stock; $0.001 par value, $1.00 stated value, 300,000 shares authorized, 47,300 and 60,910 shares issued and outstanding as of March 31, 2019 and December 31, 2018 respectively		31,165			34,820
Derivative liability		~~188~~122,~~173~~575			~~511~~60,~~237~~004
Total current liabilities		56,~~676~~298,~~686~~251			5,~~962~~862,~~129~~607
Loan Payable-other-convertible-long term		36,795			73,845
Loan payable-other-convertible, long term		-			38,203
TOTAL LIABILITIES		56,~~713~~298,~~481~~251			65,~~035~~900,~~974~~810
STOCKHOLDERS' DEFICIT
STOCKHOLDERS’ DEFICIT
Preferred stock, $0.001 par value, 25,000,000 shares authorized, 0 shares issued and outstanding		-			-
Convertible Series A Preferred Stock $0.001 par value, 1,000,000 shares authorized, 0 shares issued and outstanding		-			-
Common stock, $0.001 par value, 750,000,000 shares authorized, 54,903,657 and 40,126,655 shares issued and outstanding		54,903			40,127
Common stock, $0.001 par value, 750,000,000 shares authorized, 398,371,777 and 156,952,606 shares issued and outstanding		398,371			156,952
Additional paid in capital		23,~~521~~768,~~873~~100			2123,~~604~~650,~~141~~375
Accumulated deficit		(2830,~~027~~461,~~642~~025	)		(2629,~~629~~704,~~318~~957	)
Total stockholders' deficit		(4,450,866	)		(4,985,050	)
Total Green Envirotech Holdings Corp. Stockholders’ deficit		(6,294,554	)		(5,897,630	)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$	1,262,615		$	1,050,924
TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT	$	3,697		$	3,180

The accompanying notes are an integral part of these unaudited consolidated financial statements.

GREEN ENVIROTECH HOLDINGS CORP.

CONSOLIDATED STATEMENTS OF OPERATIONS

UNAUDITED

	NINE MONTHS			NINE MONTHS			THREE MONTHS			THREE MONTHS
	FOR THE			FOR THE
	September 30, 2018			September 30, 2017			September 30, 2018			September 30, 2017
	THREE MONTHS ENDED			THREE MONTHS ENDED
OPERATING EXPENSES
	March 31, 2019			March 31, 2018
Wages and professional fees	$	1,462,355		$	689,349		$	487,840		$	31,518
OPERATING EXPENSES
General and administrative		69,019			285,384			16,361			59,200
Wages and professional fees	$	342,112		$	450,236
Total operating expenses		1,531,374			974,733			504,201			90,718
General and administrative		9,874			29,105
Loss from operations		(1,531,374	)		(974,733	)		(504,201	)		(90,718	)
Total operating expenses		351,986			479,341
OTHER EXPENSES
Total net loss from operating expenses		(351,986	)		(479,341	)
Interest expense		(322,588	)		(336,329	)		(122,170	)		(148,655	)
OTHER INCOME (EXPENSE)
Gain on fair value of derivatives		455,638			164,257			157,207			164,257
Interest expense		(241,957	)		(79,220	)
Total other expense		133,050			(172,072	)		35,037			15,602
Change in fair value of derivatives		(162,125	)		244,562
NET LOSS		(1,398,324	)		(1,146,805	)		(469,164	)		(75,116	)
Total non-operating expenses		(404,082	)		165,342
Dividends applicable to preferred stock		(7,734	)		-			(3,202	)		-
NET LOSS		(756,068	)		(313,999	)
Loss attributable to noncontrolling interest		-			(60,094	)		-			-
Dividends applicable to preferred stock		(2,397	)		(744	)
Net loss applicable to commons stock holders	$	(1758,~~406,058~~465	)	$	(1314,~~086,711~~743	)	$	~~(472,366~~	)	$	~~(75,116~~	)
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING BASIC AND DILUTED		446,024,857			40,609,939
BASIC AND DILUTED		43,913,056			30,154,241			45,493,665			31,545,022
NET LOSS PER COMMON SHARE-BASIC AND DILUTED:	$	(0.00	)	$	(0.01	)
NET LOSS PER COMMON SHARE-BASIC AND DILUTED	$	(0.03	)	$	(0.04	)	$	(0.01	)	$	(0.00	)

The accompanying notes are an integral part of these unaudited consolidated financial statements.

GREEN ENVIROTECH HOLDINGS CORP.

CONSOLIDATED STATEMENTS OF ~~CASH~~CHANGES ~~FLOW~~IN STOCKHOLDERS’ DEFICIT

FOR THE THREE MONTHS ENDED MARCH 31, 2019 AND 2018

UNAUDITED

	NINE MONTHS ENDED SEPTEMBER 30, 2018			NINE MONTHS ENDED SEPTEMBER 30, 2017
							Additional						Total
CASH FLOWS FROM OPERATING ACTIVITIES:
	Common Stock						Paid-In			Accumulated			Stockholders’
Net loss	$	(1,398,324	)	$	(1,146,805	)
	Shares			Amount			Capital			Deficit			Deficit
Adjustments to reconcile net loss to net cash used in operating activities:
Balance - December 31, 2017		40,126,655		$	40,127		$	21,604,141		$	(26,629,318	)	$	(4,985,050	)
Common stock issued for services		-			83,750
Conversion of loans payable for common stock		1,826,646			1,826			43,174						45,000
Amortization of debt and derivative discount		110,074			153,691
Conversion of accounts payable for common stock		250,000			250			4,750						5,000
Initial loss on derivative		40,354			-
Settlement of derivative liability as a result of debt conversion		-			-			33,330						33,330
Change in fair value of derivatives		(455,638	)		(164,257	)
Derivative liability from tainted warrants		-			-			(817	)					(817	)
Penalty Interest		4,000			-
Accrued salary contributed to equity		-			-			1,684,711						1,684,711
Warrants issued for services		-			14,688
Net loss for the three months ended March 31, 2018		-			-			-			(313,999	)		(313,999	)
Warrants issued for services related party		-			147,856
Balance - March 31, 2018		42,203,301		$	42,203		$	23,369,289		$	(26,943,317	)	$	(3,531,825	)
Change in assets and liabilities
Balance - December 31, 2018		156,952,606		$	156,952		$	23,650,375		$	(29,704,957	)	$	(5,897,630	)
Decrease in deposits and other current assets		(2,000	)		176,869
Conversion of loans payable for common stock		188,057,298			188,057			(40,799	)		-			147,258
Increase in accounts payable and accrued expenses		1,435,743			137,305
Conversion of preferred shares for common stock		15,121,778			15,122			(1,512	)		-			13,610
Net cash used in operating activities		(265,791	)		(596,903	)
Conversion of loans payable for common stock - related party		30,000,000			30,000			47,000			-			77,000
CASH FLOWS FROM FINANCING ACTIVITIES:
Conversion of dividends payable for common stock		907,778			908			(91	)		-			817
Borrowing on line of credit-related party		81,100			235,000
Conversion of accrued interest for common stock		7,332,317			7,332			(773	)		-			6,559
Principal payments on debt-related party		(67,000	)		(45,200	)
Settlement of derivative liability as a result of debt conversion		-			-			113,900			-			113,900
Proceeds received from loans-other		140,000			314,650
Net loss for the three months ended March 31, 2019		-			-			-			(756,068	)		(756,068	)
Preferred shares issued		125,000			-
Balance - March 31, 2019		398,371,777		$	398,371		$	23,768,100		$	(30,461,025	)	$	(6,294,554	)
Payments on accounts payable-related party		(19,175	)		-
Net cash provided by financing activities		259,925			504,450
NET DECREASE IN CASH		(5,866	)		(92,453	)
CASH- BEGINNING OF PERIOD		6,054			94,664
CASH - END OF PERIOD	$	188		$	2,211
SUPPLEMENTAL NONCASH INVESTING AND FINANCING ACTIVITIES
SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid during the period for:
Interest	$	60,000		$	70,000
Income Taxes	$	-		$	-
NON-CASH SUPPLEMENTAL INFORMATION:
Accrued salary to equity	$	1,684,711		$	-
Acquisition of minority interest in Start Fuel	$	-		$	360,000
Interest capitalized to construction in progress	$	37,931		$	-
Additions to construction in progress in accounts payable	$	177,626		$	-
Common shares issued for equity purchase agreement	$	-		$	27,000
Conversion of loans payable to common stock	$	128,000		$	130,000
Conversion of accrued interest for common stock	$	-		$	102,192
Conversion of accounts payable for common stock	$	5,000		$	-
Conversion of preferred shares to common stock	$	19,610		$	-
Debt discount due to derivatives	$	-		$	179,798
Debt discount from convertible loan payable	$	-		$	50,650
Debenture issued for equity purchase agreement	$	-		$	75,000
Derivative liability from tainted warrants, preferred stock and notes	$	77,541		$	380,518
Derivative reduction as a result of debt settlement	$	96,004		$	-
Derivative liability from tainted notes	$	109,866		$	-
Derivative liability from tainted warrants	$	816		$	-
Expenses paid by related party on behalf of the Company	$	-		$	31,480
Resolution of derivative liability as a result of conversion of note	$	-		$	27,582
Unpaid additions to Property, Plant and Equipment	$	-		$	340,566

The accompanying notes are an integral part of these unaudited consolidated financial statements.

GREEN ENVIROTECH HOLDINGS CORP.

CONSOLIDATED STATEMENTS OF CASH FLOWS

UNAUDITED

	FOR THE			FOR THE
	THREE MONTHS ENDED			THREE MONTHS ENDED
	March 31, 2019			March 31, 2018
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$	(756,068	)	$	(313,999	)

Adjustments to reconcile net loss to net cash used in operating activities:
Amortization of debt discount		128,347			23,186
Change in fair value of derivatives		162,125			(244,562	)
Penalty interest added to principal		41,479			-

Change in assets and liabilities
Increase in accounts payable and accrued expenses		383,134			438,532
Net cash used in operating activities		(40,983	)		(96,843	)

CASH FLOWS FROM INVESTING ACTIVITIES:
Net cash used in investing activities		-			-

CASH FLOWS FROM FINANCING ACTIVITIES:
Borrowing on line of credit - related party		1,500			75,100
Principal payments on debt-related party		-			(29,000	)
Borrowing from others - non-related party		40,000			-
Preferred shares issued for cash		-			75,000
Payments on accounts payable-related party		-			(11,760	)
Net cash provided by financing activities		41,500			109,340

NET INCREASE IN CASH		517			12,497

CASH - BEGINNING OF PERIOD		1,180			6,054

CASH - END OF PERIOD	$	1,697		$	18,551

SUPPLEMENTAL NONCASH INVESTING AND FINANCING ACTIVITIES
SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid during the period for:
Interest	$	-		$	30,000
Income Taxes	$	-		$	-

NON-CASH SUPPLEMENTAL INFORMATION:
Expenses paid by related party on behalf of the Company	$	1,255		$	-
Accrued interest converted to common stock	$	6,559		$	-
Accrued salary contributed to equity	$	-		$	1,684,711
Debt principal converted to common stock	$	147,258		$	45,000
Debt principal converted to common stock-Related Party	$	77,000		$	-
Preferred stock converted into common stock	$	13,610		$	-
Preferred stock dividend converted to common stock	$	817		$	-
Derivative liability from tainted warrants, preferred stock and notes	$	14,346		$	43,107
Settlement of derivative liability as a result of debt conversion	$	113,900		$	33,330
Interest capitalized to construction in progress	$	-		$	11,709
Accrued interest added to debt principal	$	6,000		$	-
Conversion of accounts payable for common stock	$	-		$	5,000

The accompanying notes are an integral part of these unaudited consolidated financial statements.

GREEN ENVIROTECH HOLDINGS CORP.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Note 1 Basis of Presentation and Accounting Policies

The unaudited interim consolidated financial statements include our wholly owned subsidiary, GETH CFP, Inc. (“CFP”). CFP is a Delaware Corporation formed on February 9, 2017 for the purpose of handling and upgrading both third party carbon black and the carbon black produced by our GEN 1 End of Life Tire Processing Plants. We acquired a Carbon Black Finishing System in 2016 for installation in our Centralized Carbon Black Finishing Plant located in Ohio. The equipment is currently being refurbished and when completed will be relocated and installed with the assistance of GETH’s strategic partners, under a master services agreement that covers all of the GETH plants. The Ohio site is being provided by the Lawrence County Economic Development Corporation as part of its mission to bring jobs back to that part of Ohio. All significant inter-company balances and transactions have been eliminated in the consolidation as of and for the ~~nine~~three months ended ~~September~~March 3031, ~~2018~~2019.

The unaudited interim consolidated financial statements presented herein have been prepared by us in accordance with the accounting policies described in our December 31, ~~2017~~2018 and ~~2016~~2017 audited financial statements included in our Form 10-K and should be read in conjunction with the notes to the financial statements which appear in that report.

The preparation of these unaudited interim consolidated financial statements in conformity with accounting principles generally accepted in the United States requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. On an on-going basis, we evaluate our estimates, including related intangible assets, income taxes, insurance obligations and contingencies and litigation. We base our estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other resources. Actual results may differ from these estimates under different assumptions or conditions.

In the opinion of management, the information furnished in these unaudited interim consolidated financial statements reflect all adjustments necessary for a fair statement of the financial position and results of operations and cash flows as of and for the ~~nine~~three months ended ~~September~~March 3031, ~~2018~~2019 and ~~2017~~2018. All such adjustments are of a normal recurring nature. The results of operations ~~for~~ for the interim period are not necessarily indicative of the results to be expected for the full year. Notes to the unaudited ~~interim~~ interim consolidated financial statements which would substantially duplicate the disclosures contained in the audited financial ~~statements~~ statements for the most recent fiscal period, as reported in the Form 10-K, have been omitted.

Reclassifications

Certain prior year amounts have been reclassified to conform to the current year presentation.

Recently ~~Issued~~Adopted Accounting Standards

In July 2017, the FASB issued ASU No. 2017-11, “Earnings Per Share (Topic 260); Distinguishing Liabilities from Equity (Topic 480); Derivatives and Hedging (Topic 815): (Part I) Accounting for Certain Financial Instruments with Down Round Features, (Part II) Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Non-Controlling Interests with a Scope Exception”. The ASU was issued to address the complexity associated with applying generally accepted accounting principles (GAAP) for certain financial instruments with characteristics of liabilities and equity. The ASU, among other things, eliminates the need to consider the effects of down round features when analyzing convertible debt, warrants and other financing instruments. As a result, a freestanding equity-linked financial instrument (or embedded conversion option) no longer would be accounted for as a derivative liability at fair value as a result of the existence of a down round feature. The amendments are effective for fiscal years beginning after December 15, 2018, and should be applied retrospectively. Early adoption is permitted, including adoption in an interim period. The Company ishas ~~currently~~no ~~evaluating~~Financial ~~the~~Instruments with ~~implementation~~Down ~~date~~Round Features and as such, the ~~impact~~adoption ofdid ~~this~~not ~~amendment on~~have ~~its~~an impact to the Company’s consolidated financial statements.

“Effective January 1, 2019, the Company adopted ASU No. 2018-07, Compensation – Stock Based Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting (“ASU 2018-7”), which aligns accounting for share-based payments issued to nonemployees to that of employees under the existing guidance of Topic 718, with certain exceptions. This update supersedes previous guidance for equity-based payments to nonemployees under Subtopic 505-50, Equity – Equity-Based Payments to Non-Employees. The adoption of ASU 2018-07 did not have any impact on the Company’s consolidated financial statements.

In February 2016, the Financial Accounting Standards Board issued ASU No. 2016-02, “Leases: Topic 842 (ASU 2016-02)”, to supersede nearly all existing lease guidance under GAAP. The guidance would require lessees to recognize most leases on their balance sheets as lease liabilities with corresponding right-of-use assets. ASU 2016-02 is effective for the Company as of January 1, 2019 and adoption requires using a modified retrospective approach with the option to elect certain practical expedients. The Company has determined that it does not have any leases that fall under the guidance of ASU 2016-02 and it had no impact on its consolidated financial statements.”

GREEN ENVIROTECH HOLDINGS CORP.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

In April 2016, the FASB issued ASU 2016–10 Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing. The amendments in this Update do not change the core principle of the guidance in Topic 606. Rather, the amendments in this Update clarify the following two aspects of Topic 606: identifying performance obligations and the licensing implementation guidance, while retaining the related principles for those areas. Topic 606 includes implementation guidance on (a) contracts with customers to transfer goods and services in exchange for consideration and (b) determining whether an entity’s promise to grant a license provides a customer with either a right to use the entity’s intellectual property (which is satisfied at a point in time) or a right to access the entity’s intellectual property (which is satisfied over time). The amendments in this Update are intended to render more detailed implementation guidance with the expectation to reduce the degree of judgement necessary to comply with Topic 606. The Company adopted these standards at the beginning of the first quarter of fiscal 2018 using the modified retrospective method. The adoption of these standards did not have an impact on the Company’s consolidated statements of operations for any periods presented.

Note 2 Going Concern

These unaudited interim consolidated financial statements have been prepared on a going concern basis which assumes we will be able to realize our assets and discharge our liabilities in the normal course of business for the foreseeable future. For the ~~nine~~three months ended ~~September~~March 3031, ~~2018~~2019, we had a net loss. We also have a working capital deficit and an accumulated deficit since inception. These factors raise substantial doubt about our ability to continue as a going concern.

These unaudited interim consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts, or amounts and classification of liabilities that might result from a future uncertainty. The Company plans to continue funding itself through the generation of revenues and raising capital through loans and new equity.

Note 3 Loan Payable – Related Party and Convertible

On March 3, 2017, we approved a new working capital line of credit loan with our former CEO, Chris Bowers in the amount up to $150,000 ~~with~~ with interest at 8% which matured on December 31, 2017. The maturity date was extended to December 31, 2018 and was not extended further. The note is in default. The note has conversion rights for our common shares at $0.10 per share. ~~As of September 30, 2018, this note had a balance of $54,100 and accrued interest in the amount of $11,131.~~ In the ~~nine~~three months ended ~~September~~March 3031, ~~2018~~2019, the Company ~~borrowed~~had ~~$75,100~~no borrowings on the LOC and ~~repaid~~had ~~$111,000. $61,000 in cash and $50,000 was reassigned. There was~~ no ~~BCF on the additions during the nine months ended September 30, 2018~~repayments. The Company evaluated this convertible LOC for Beneficial Conversion Features (BCF) and concluded that the LOC incurred a Beneficial Conversion Features (BCF) when it was issued. The BCF resulted in a debt discount in the amount of $35,300 of which the full amount was amortized in 2017. As of March 31, 2019, this note had a balance of $54,100 and accrued interest in the amount of $13,289.

8On August 15, 2016, we accepted a Line of Credit (LOC) in the amount of $500,000 from our former CEO Chris Bowers. On November 14, 2016, we accepted a second Line of Credit (LOC) in the amount of $500,000 from our former CEO. As of March 31, 2019, these two LOCs had an outstanding balance in the amount of $1,000,000 with $90,000 in accrued interest. The due date for both of these loans were extended to December 31, 2018, but were not extended further and are in default. The funds were used for working capital in the Company. The first LOC has two Addendums attached to it. Addendum A clarifies debt conversion rights attached to the LOC at $0.20 per share of common stock. Addendum B clarifies other rights attached to the LOC. These other rights, referred to above, are numbered below. (The second LOC has the same rights as that of the first LOC). These certain other rights in Addendum B provide for the following:

GREEN ENVIROTECH HOLDINGS CORP.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

On August 15, 2016, we accepted a Line of Credit (LOC) in the amount of $500,000 from our CEO Chris Bowers. On November 14, 2016, we accepted a second Line of Credit (LOC) in the amount of $500,000 from our CEO. As of September 30, 2018, these two LOCs had an outstanding balance in the amount of $1,000,000 with $30,000 in accrued interest. These LOCs accrue interest at the rate of 1% per month based upon $1,000,000 total balance. We have been paying $10,000 per month in interest on the two LOCs for a total of $60,000 for the nine months ended September 30, 2018. The due dates of the two loans were extended to December 31, 2018. The funds were used for working capital in the Company. The first LOC has two Addendums attached to it. Addendum A clarifies debt conversion rights attached to the LOC at $0.20 per share of common stock. Addendum B clarifies other rights attached to the LOC. There was no BCF on the balance of the LOC2. These other rights, referred to above, are numbered below. (The second LOC has the same rights as that of the first LOC). These certain other rights in Addendum B provide for the following:

	1.	LOC has Repayment rights: The LOC has priority principal and interest repayment rights from other sources of capital received by the Company.
	2.	LOC has Warrant rights: Bowers has the right to receive 500,000 (five hundred thousand) $0.10 warrants for providing the LOC and 250,000 (two hundred fifty thousand) $0.10 warrants per $100,000 drawn against the $500,000 LOC. This would be a total of 1,750,000 $0.10 warrants to be issued to Bowers and/or Assigns for providing the funding and the Company using all $500,000 LOC. These warrants will be accounted for once the term of the warrants is known.
	3.	LOC has Additional Stock Conversion rights: At any time while the LOC is outstanding, Bowers has the right to convert per $100,000 of the LOC for 500,000 shares of duly paid and non-assessable common stock of the Company at a conversion price of $0.20 per share (subject to adjustment in the event of stock splits or stock dividends) by providing a notice of conversion in a form reasonably acceptable to the Company. The full conversion of the LOC would be 2,500,000 shares of the Company common stock.

The Company evaluated these convertible LOCs for Beneficial Conversion Features (BCF) and concluded that the second LOC incurred a Beneficial Conversion Features (BCF) when it was issued on November 14, 2016. The BCF resulted in a debt discount in the amount of $105,600 of which $8,800 was amortized for the year ended December 31, 2016 and the balance was amortized during the year ended December 31, 2017.

The Company also has an outstanding note payable to our CEO Chris Bowers for $134,000. The note is subject to annual interest of eight percent (8%), convertible at $0.50 per share and matured on December 31, 2017. The maturity date was extended to December 31, 2018. As of September 30, 2018, the accrued interest on this note was $23,342.

We have an unsecured line of credit with H. E. Capital, S. A., a related party. The line of credit accrues interest at the rate of 8% per annum. The maturity date of the line of credit was extended to December 31, 2018. This line of credit has a $0.10 per common share conversion rate. Balance of the line of credit at September 30, 2018 was $246,537 with accrued interest in the amount of $76,011. For the nine months ended September 30, 2018, the Company borrowed $6,000 from the LOC and paid back $6,000. H.E. Capital converted $40,000 of the LOC for 1,000,000 shares of our common stock.

Note 4 Secured Debentures

On January 24, 2011, we entered into a series of securities purchase agreements with accredited investors pursuant to which we sold an aggregate of $380,000 in 12% secured debentures. The Debentures are secured by the assets of the Company pursuant to security agreements entered into between us and the investors. As of September 30, 2018, these secured debentures have an outstanding balance of $305,000 and accrued interest in the amount of $302,083. These debentures are in default.

GREEN ENVIROTECH HOLDINGS CORP.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

The Company evaluated the addendums under ASC 470-50 and concluded that these addendums did not qualify for debt modification.

The Company also has an outstanding note payable to our former CEO Chris Bowers for $134,000. The note is subject to annual interest of eight percent (8%), convertible at $0.50 per share and matured on December 31, 2017. The maturity date was extended to December 31, 2018, but was not extended and are in default. As of March 31, 2019, the accrued interest on this note was $28,687.

We have an unsecured line of credit with H. E. Capital, S. A., a related party. The line of credit accrues interest at the rate of 8% per annum. The maturity date of the line of credit was extended to December 31, 2019. This line of credit has a $0.10 per common share conversion rate. Balance of the line of credit at March 31, 2019 was $172,292 with accrued interest in the amount of $85,792. For the three months ended March 31, 2019, the Company borrowed $1,500 from the LOC and another $1,255 when the LOC paid that amount in accounts payable for the Company. H.E. Capital converted $77,000 of the LOC for 30,000,000 shares of our common stock.

Note 4 Secured Debentures

On January 24, 2011, we entered into a series of securities purchase agreements with accredited investors pursuant to which we sold an aggregate of $380,000 in 12% secured debentures. The Debentures are secured by the assets of the Company pursuant to security agreements entered into between us and the investors. As of March 31, 2019, these secured debentures have an outstanding balance of $305,000 and accrued interest in the amount of $320,587. These debentures are in default.

Note 5 Loan Payable – Other and Convertible

On May 16, 2016, we approved H.E. Capital S.A.’s (HEC) request to assign to a private company $200,000 of its Line of Credit Note. We approved the request and reduced HEC’s Line of Credit Note for that amount and recorded a new note. On July 19, 2016, the private company converted $100,000 of its note into 1,000,000 common shares of the Company’s stock. In January 2018, the maturity date of the Line of Credit was extended to December 31, 2018, but was not extended there- after. The note is in default. As of ~~September~~March 3031, ~~2018~~219, the note balance is $100,000 with accrued interest in the amount of $2024,~~405~~395.

On July 1, 2016, we issued a note to a private individual in the amount of $49,295. This new note has $0.50 conversion rights attached to it and accrues interest at 8%. In January 2018, the maturity date was extended to June 30, 2018. This note is presently in default. As of ~~September~~March 3031, ~~2018~~219, this note had accrued interest in the amount of $810,~~881~~848.

On July 20, 2017, we entered into an equity purchase agreement for up to $5,000,000 of our common stock with Peak One Opportunity Fund, LP (Peak One). In connection with that same agreement, we also entered into a related registration rights agreement. We issued a non-interest bearing convertible debenture on July 20, 2017 in the amount of $75,000 to Peak One. This debenture matures on July 20, 2020 and was issued as a commitment fee in connection with the agreement, as well as agreed to issue 300,000 shares of our common stock as commitment shares. On July 25, 2017, we issued these shares valued at $27,000. Both the commitment debenture and commitment shares were charged to other current assets until such time the registration statement is filed after which the amount will be amortized over the life of the offering. Conversion price is 90% of the lowest closing bid price of the last 20 days prior to the conversion date. The note has a derivative discount in the amount of $75,000 at issue and at September 30, 2018 has a remaining balance to amortize in the amount of $61,950. On September 17, 2018, there was a conversion of $9,000 of the principal into 2,459,016 of the Company’s common shares. Amortization of debt discount for the nine months ended September 30, 2018 amounted to $6,611.

On July 27, 2017, we received the first of three installments in connection with Peak One Opportunity LP (Peak One) purchase agreement for certain Company Convertible Debentures totaling $425,000. We issued to Peak One a three year $75,000 non-interest bearing debenture maturing on July 26, 2020. We received the 2nd installment on November 28, 2017 and issued a non-interest bearing debenture for $50,000 which will mature on November 28, 2020. The debentures had an OID (original issue discount) and derivative discounts totaling $61,200 which are amortized over the term of the debentures. The debentures are convertible into common shares of the Company with certain terms and conditions as set forth in the agreement. The Holder is entitled to, at any time or from time to time, to convert the Conversion Amount into Conversion Shares, at a conversion price for each share of Common Stock equal to the lesser of (a) $0.15 or (b) Sixty Five percent (65%) of the lowest closing bid price (as reported by Bloomberg LP) of the Common Stock for the twenty (20) Trading Days immediately preceding the date of the date of conversion of the Debentures subject in each case to equitable adjustments resulting from any stock splits, stock dividends, recapitalizations or similar events. During the first nine months ended September 30, 2018, Peak One converted a total of $75,000 of debt and $4,000 fee for 7,232,569 shares of the Company’s common stock. As of September 30, 2018, the notes have an outstanding balance of $50,000. Amortization of debt discounts amounted to $40,338 for the nine months ended September 30, 2018. Unamortized debt discount as of September 30, 2018 amounted to $17,256.

GREEN ENVIROTECH HOLDINGS CORP.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

On ~~May~~July 2220, ~~2018~~2017, we entered into aan ~~12%~~equity ~~interest~~purchase ~~bearing note~~ agreement ~~with~~for ~~JSJ~~up ~~Investments,~~to ~~Inc. in the amount of~~ $755,000,000 ~~the~~of ~~Note has~~our acommon ~~$5,500~~stock ~~original~~with ~~issue~~Peak ~~discount.~~One ItOpportunity Fund, ~~was~~LP ~~also~~(Peak ~~determined~~One). atIn ~~issue~~connection ~~date,~~with ~~the~~that ~~Note~~same ~~had $69~~agreement,~~500~~ inwe ~~derivative~~also ~~discount~~entered ~~and~~into a ~~day~~ ~~one~~related ~~loss~~registration inrights ~~the amount of $40,354~~agreement. ~~Amortization~~We issued ofa ~~debt~~non-interest ~~discounts~~bearing ~~amounted~~convertible todebenture ~~$6,574~~on ~~for~~July ~~the nine months ended September 30~~20, ~~2018.~~ ~~Unamortized~~2017 ~~debt~~in ~~discount~~the asamount of ~~September 30~~$75,000 ~~2018 amounted~~ to ~~$68,426~~Peak One. ~~The~~This ~~note~~debenture ~~has a maturity date of May 22, 2019. The~~matures ~~Company~~on ~~may~~July ~~pay this Note in full~~20, ~~together~~2020 ~~with any~~ and ~~all~~was ~~accrued~~issued ~~and~~as ~~unpaid~~a ~~interest,~~commitment ~~plus~~fee ~~any applicable pre-payment premium set forth~~ in ~~the~~connection ~~agreement~~with ~~and subject to~~ the ~~terms of the~~ agreement, atas ~~any~~well ~~time~~as onagreed ~~or prior~~ to ~~the~~issue ~~date~~300,000 ~~which occurs 180 days~~shares ~~after~~of ~~the~~our ~~date~~common ofstock ~~issue~~as ~~(Prepay~~commitment ~~Date)~~shares. InOn ~~the~~July ~~event~~25, ~~the~~2017, ~~Note~~we isissued ~~not~~these ~~prepaid~~shares invalued ~~full~~at on$27,000. orConversion ~~before~~price ~~the~~is ~~Prepay~~90% of ~~Date,~~ the ~~Note~~lowest ~~will incur~~closing abid ~~prepayment~~price ~~premium~~ of ~~135% for~~ the ~~first~~last 9020 days, ~~140%~~prior ~~from 91 days~~ to ~~120~~the ~~days,~~conversion ~~145% from 121 days to 180 days and 150% until maturity~~ date. The ~~Note~~note ~~has~~had ~~conversion~~a ~~rights~~derivative atdiscount ~~any~~in ~~time after~~ the ~~Prepay~~amount of ~~Date~~$75,000 ~~for~~at ~~its~~issue ~~holder~~and at aMarch ~~40%~~31, ~~discount~~2019 tohas ~~the lowest~~none ~~trading~~remaining. ~~price~~The ~~during~~derivative ~~the~~discount ~~previous~~was ~~twenty~~written ~~trading~~off ~~days~~ to interest expense when the ~~date~~balance of athe ~~conversion notice. This~~ note ~~had~~in athe ~~balance~~amount of $7541,~~000 and~~700 ~~accrued~~was ~~interest~~converted ininto the ~~amount~~Company’s ofcommon ~~$2,750~~stock asduring ofthe ~~September~~three 30months ended March 31, ~~2018~~2019.

On July ~~May 31~~27, ~~2018~~2017, we ~~entered~~received ~~into~~the ~~a 12%~~first ~~interest~~of ~~bearing~~three ~~note~~installments ~~agreement~~in connection with ~~Coolidge~~Peak ~~Capital~~One ~~LLC~~Opportunity inLP ~~the~~(Peak ~~amount~~One) ofpurchase agreement for certain Company Convertible Debentures totaling $75425,000,. ~~the~~We ~~Note~~issued ~~has~~to Peak One a three year $475,~~500~~000 ~~original~~non-interest ~~issue discount.~~bearing Itdebenture ~~was~~maturing ~~also determined~~ on ~~the~~July ~~date~~26, of2020. ~~issue,~~We received the ~~Note~~2nd ~~had~~installment ~~$40,366~~on inNovember ~~derivative~~28, ~~discount.~~2017 ~~Amortization~~and ofissued ~~debt~~a ~~discounts amounted~~non-interest tobearing ~~$15,155~~debenture for ~~the~~$50,000 ~~nine~~which ~~months~~will ~~ended~~mature ~~September~~on 30November 28, ~~2018~~2020. ~~Unamortized~~The ~~debt~~debentures ~~discount~~had asan ofOID ~~September~~(original ~~30,~~issue ~~2018~~discount) ~~amounted~~and derivative todiscounts totaling $2961,~~711. The~~200 ~~note~~which ~~has~~are aamortized ~~maturity~~over ~~date~~the term of ~~February~~the ~~28, 2019~~debentures. The ~~Company~~debentures ~~may~~are ~~pay~~convertible ~~this~~into common ~~Note~~shares inof ~~full,~~the ~~together~~Company with ~~any~~certain ~~and~~terms ~~all accrued~~ and ~~unpaid~~ ~~interest,~~conditions ~~plus~~as ~~any applicable pre-payment premium~~ set forth in the agreement. ~~and~~The ~~subject~~Holder tois ~~the~~entitled ~~terms~~to, ~~of the agreement~~ at any time on or ~~prior~~from time to ~~the~~time, ~~date~~to ~~which~~convert ~~occurs~~the ~~180~~Conversion ~~days~~Amount ~~after~~into ~~the~~Conversion ~~date~~Shares, ofat ~~issue.~~a ~~The~~conversion ~~prepayment~~price ~~schedule~~for ofeach ~~payments~~share ~~would~~of beCommon ~~115%~~Stock ~~for~~equal to the ~~first~~lesser 30of ~~days,~~(a) ~~120%~~$0.15 ~~for~~or ~~the~~(b) ~~first~~Sixty 60Five ~~days,~~percent ~~125~~(65%) ~~for~~of the ~~first~~lowest 90closing ~~days,~~bid ~~130%~~price (as reported by Bloomberg LP) of the Common Stock for the ~~first~~twenty ~~120~~(20) ~~days,~~Trading ~~135%~~Days ~~for~~immediately preceding the ~~first~~ ~~150~~date ~~days~~of ~~and~~the ~~140%~~date ~~for~~of conversion of the ~~first~~Debentures subject ~~180~~in ~~days.~~each ~~After~~case ~~180~~to ~~days~~equitable adjustments resulting from ~~date~~any ofstock ~~issue~~splits, ~~there~~stock isdividends, norecapitalizations ~~prepayment~~or ~~until~~similar ~~maturity date~~events. ~~when~~During the ~~Note~~year isended ~~due~~December ~~with~~31, ~~interest.~~2018, ~~The~~Peak ~~Note~~One ~~has~~converted ~~conversion~~a ~~rights~~total atof ~~any~~$75,000 ~~time~~of ~~after~~debt ~~180~~and ~~days~~$4,000 ~~after~~fee ~~the~~for ~~date~~7,232,569 shares of the ~~issue~~Company’s ~~for~~common ~~its holder~~stock. atThe aremaining ~~40%~~balance ~~discount~~of to$50,000 was converted into the ~~lowest~~Company’s ~~trading~~common ~~price~~stock during the ~~previous~~three ~~twenty~~months ~~trading~~ended ~~days~~March to31, 2019 and the ~~date~~balance of ~~conversion.~~the ~~This~~debt ~~note had~~discount awas ~~balance~~written ofoff ~~$75,000~~to ~~and accrued~~ interest inexpense. ~~the~~As ~~amount~~ of $2March 31,~~300~~ 2019, asthe ofnotes ~~September~~have ~~30,~~no ~~2018~~outstanding balance.

~~Note~~On 6May ~~Loan~~22, ~~Payable~~2018, –we ~~Other~~entered into a 12% interest bearing note agreement with JSJ Investments, Inc. in the amount of $75,000; the note has a $5,500 original issue discount. It was also determined at issue date, that the note had $69,500 in derivative discount. The note has a maturity date of May 22, 2019. The Company may pay this note in full, together with any and ~~Non~~all accrued and unpaid interest, plus any applicable pre-~~Convertible~~payment premium set forth in the agreement and subject to the terms of the agreement at any time on or prior to the date which occurs 180 days after the date of issue (Prepay Date). In the event the note is not prepaid in full on or before the Prepay Date, the note will incur a prepayment premium of 135% for the first 90 days, 140% from 91 days to 120 days, 145% from 121 days to 180 days and 150% until maturity date. The note has conversion rights at any time after the Prepay Date for its holder at a 40% discount to the lowest trading price during the previous twenty trading days to the date of a conversion notice. On December 3, 2018, JSJ Investments, Inc. exercised its right to convert $5,084 of the debt into 3,868,756 common shares of the Company Stock. This note had a balance of $69,916 and accrued interest in the amount of $5,551 as of December 31, 2018. It also had a $53,833 in unamortized debt discount. On February 12, 2019, JSJ Investments, Inc. assigned the note to GHS Investments, LLC in a cash buy out in an agreement approved by the Company, JSJ Investments, Inc. (JSJ) and GHS Investments, LLC (GHS). GHS assumed the note balance in the amount of $69,916 and paid JSJ $6,110 in accrued interest. GHS also paid $17,479 in penalty interest which was added to the principal balance of the note. Subsequent to GHS assuming the note, GHS has converted $60,674 of the note balance and $6,559 of accrued interest into common shares of the Company. The debt discount was reduced by $36,089 as a result of the conversion and amortization of the debt discount amounted to $14,200 for the three months ended March 31, 2019. As of March 31, 2019, the note had a balance of $26,721 with accrued interest in the amount of $382 and debt discount balance of $3,544.

On November 16, 2012, we issued a note to a private individual in the amount of $170,000 with interest accruing at 8% per annum. This note was extended to June 30, 2018. This note is presently in default. As of September 30, 2018, the accrued interest was $30,702.

On March 29, 2017, we entered into a lease and working capital credit facility with Caliber Capital & Leasing LLC and its assignee, Real Estate Acquisition Development Sales, LLC (“READS”). Under the agreements, READS is providing an initial commitment of up to $2.5 million for the construction of our first processing line in our centralized Carbon Finishing Plant in Ohio. We received our first advance on the commitment on October 6, 2017. As of September 30, 2018, we have an outstanding balance in the amount of $543,000 with accrued interest in the amount of $45,975. There was an increase of $50,000 in the note which resulted as a transfer from the Chris Bowers credit line. The interest accrues at 9.5% and is allocated to construction in progress. This is a revolving working capital line which is due in one year and has the option for two one-year extensions. During the nine months ended September 30, 2018, the working capital credit facility was cancelled.

Note 7 Commitments and Contingencies

GREEN ENVIROTECH HOLDINGS CORP.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

On ~~March~~May 2931, ~~2017~~2018, we ~~also~~entered ~~signed~~into a 12% interest bearing note agreement with Coolidge Capital LLC in the ~~Master~~amount ~~Equipment~~of ~~and~~$75,000; ~~Building~~the ~~Related~~note has ~~Lease~~a ~~Agreement~~$4,500 ~~for~~original issue discount. It was also determined on the date of issue, that the note had $~~100~~40,366 ~~Million~~in derivative discount. The note has a maturity date of February 28, 2019. The ~~lease~~note ~~covers~~is ~~land~~in default as of today. The Company may pay this note in full, ~~buildings~~together with any and ~~equipment.~~all ~~The~~accrued ~~equipment~~and ~~will~~unpaid ~~have~~interest, anplus ~~initial~~any ~~term~~applicable pre-payment premium set forth in the agreement and subject to the terms of ~~seven~~the ~~years;~~agreement ~~after~~at any time on or prior to the date which weoccurs ~~will~~180 ~~have~~days after the ~~option~~date toof ~~purchase~~issue. The prepayment schedule of payments would be 115% for the ~~facility~~first ~~from~~30 ~~READS~~days, or120% ~~renew~~for the ~~lease~~first ~~under~~60 days, 125% for the ~~same~~first ~~terms~~90 days, 130% for the first 120 days, 135% for the first 150 days and 140% for the first 180 days. After 180 days from date of issue, there is no prepayment until maturity date when the Note is due with interest. The ~~commencement~~note has conversion rights at any time after 180 days after the date of ~~was~~issue ~~scheduled~~for its holder at a 40% discount to the lowest trading price during the previous twenty trading days to the date of conversion. On December 7, 2018, Coolidge Capital LLC exercised its right to convert $5,116 of the debt into 3,279,428 common shares of the Company Stock. This note had a balance of $69,884 and accrued interest in the amount of $5,332 for ~~April~~the 4year ended December 31, 2018. ~~2017~~It also had a $12,402 in unamortized debt discount. On February 11, 2019, Coolidge Capital LLC assigned the note to GHS Investments, LLC in a cash buy out in an agreement approved by the Company, Coolidge Capital LLC (Coolidge) and ~~never~~GHS Investments, ~~happened~~LLC (GHS). ~~During~~Coolidge after approving the ~~nine~~assignment, on February 15, 2019 returned the 3,279,428 shares it received on December 7, 2018 back to the Company’s treasury and the Company reversed that conversion entry. GHS assumed the note balance in the amount of $75,000 and paid Coolidge $6,000 in accrued interest which was added to the principal balance. GHS also paid $24,000 in penalty interest which was also added to the principal balance of the note. Amortization of the debt discount amounted to $12,402 for the three months ended ~~September~~March 3031, ~~2018~~2019. As of March 31, 2019, the ~~Master~~note ~~Equipment~~had a balance of $105,000 with accrued interest in the amount of $1,956 and ~~Building~~had ~~Related~~no ~~Lease~~remaining ~~Agreement~~debt ~~was~~discount ~~cancelled~~balance.

On ~~April~~February 1122, ~~2017~~2019, ~~our~~we ~~wholly~~entered ~~owned~~into ~~subsidiary~~a ~~GETH~~10% ~~CFP,~~interest ~~Inc.~~bearing ~~signed~~note aagreement ~~10-year~~with ~~lease~~GHS ~~with~~Investments LLC in the ~~Lawrence~~amount ~~Economic~~of ~~Development~~$47,000. ~~Corporation~~The ofNote ~~Lawrence~~has ~~County~~a $7,000 ~~Ohio~~original ~~for~~issue ~~the~~discount. ~~lease~~It ofwas ~~11,200~~also ~~sq.~~determined ~~ft.~~on ofthe ~~manufacturing~~date ~~space~~of ~~for~~issue, ~~our~~that ~~carbon~~the ~~finishing~~note ~~plant~~had $14,346 in ~~Ohio~~derivative discount. The ~~lease had~~note has a ~~start~~9-month maturity date. ofThe ~~June~~Company 1,may ~~2017~~prepay this Note upon 3 business days, ~~which~~written ~~has~~notice ~~been~~and in ~~extended~~accordance towith the ~~opening~~following ofschedule: If within 60 calendar days from the ~~Carbon~~execution ~~Plant~~of this Note, 120% of all outstanding principal and ~~runs~~interest todue ~~June~~on 1,each ~~2027~~outstanding Note in one payment. ~~The~~On ~~lease~~or after 60 calendar days from the execution of the Note ~~has~~and ~~three~~within 120 days from execution, ~~five~~130% ~~year~~of ~~extensions.~~all ~~The~~outstanding ~~lease~~principal isand ~~$4.00~~interest ~~per~~due ~~sq.~~on fteach outstanding Note in one payment. Between ~~with~~121 ~~initial~~and ~~payments~~180 indays from the ~~amount~~date of $3execution,~~733~~ ~~per~~the ~~month.~~Note ~~The~~may ~~first~~be prepaid for 135% of all outstanding amounts due on each outstanding ~~extension~~Note isin atone $4payment.50 ~~per~~The ~~sq.~~Note fthas conversion rights .0015 ~~with~~at ~~payments~~any intime ~~the~~after ~~amount~~date of ~~$4,200~~issue ~~per~~for ~~month~~its holder. The ~~Company~~$40,000 isfunds ~~currently~~were used infor ~~negotiations~~working ~~to sign~~capital. aAs ~~new~~of ~~lease~~March ~~since~~31, 2019, the ~~property~~note ~~covered~~had bya ~~the~~principal ~~existing~~balance ~~lease~~of is$47,000 noand ~~longer~~accrued ~~available.~~interest Noof ~~new~~$496. ~~lease~~It also has ~~been~~a ~~negotiated~~debt ~~presently~~discount balance of $19,142.

OnNote ~~July~~6 ~~20,~~Loan ~~2017,~~Payable we– ~~entered~~Other into an equity purchase agreement for up to $5,000,000 of our common stock with Peak One Opportunity Fund, LP (Peak One). In connection with that same agreement, we also entered into a related registration rights agreement. We issued a convertible debenture in the amount of $75,000 to Peak One as a commitment fee in connection with the agreement, as well as agreed to issue 300,000 shares of our common stock as commitment shares. On July 25, 2017, we issued these shares valued at $27,000. Both the commitment debenture and ~~commitment shares were charged to other current assets until such time the registration statement is filed. To date, the registration statement has not been filed.~~Non-Convertible

On ~~January~~November 1915, ~~2018~~2012, we ~~signed~~issued ana ~~agreement~~note ~~with~~to ~~Steven~~a ~~Bredy~~private ~~Consulting~~individual ~~LLC~~in ~~(SBC)~~the ~~wherein~~amount weof ~~will~~$170,000 ~~pay~~with ~~SBC~~interest ~~3.5%~~accruing ofat ~~the~~8% ~~net~~per ~~profit~~annum. ofThis ~~GETH~~note ~~CFP~~was ~~Inc.~~extended ~~carbon finishing plant~~ to beJune ~~located in Ironton~~30, ~~Ohio~~2018. ~~Upon~~This ~~receiving~~note ~~funding~~is ~~through~~presently ~~SBC~~in todefault. ~~build~~As ~~and~~of ~~complete the~~March ~~plant~~31, ~~to operational~~2019, ~~this~~the ~~agreement~~accrued ~~will~~interest bewas ~~enforced~~$37,484.

~~During~~On ~~2013~~March 29, ~~the~~2017, ~~Company~~we entered into ana ~~agreement~~lease ~~with~~and ~~Black~~working ~~Lion~~capital ~~Oil~~credit ~~Limited~~facility ~~(Black~~with ~~Lion)~~Caliber ~~whose~~Capital ~~primary~~& ~~focus~~Leasing isLLC onand ~~emerging~~its ~~energy~~assignee, ~~technology~~Real ~~with~~Estate ~~broad~~Acquisition ~~applications~~Development Sales, LLC (“READS”). Under the ~~agreement~~agreements, ~~the~~READS ~~Company~~is ~~granted~~providing toan ~~Black~~initial ~~Lion~~commitment of ~~exclusive~~up ~~rights~~ to ~~the~~$2.5 ~~“waste to~~million ~~oil”~~for ~~process~~the inconstruction ~~specific~~of ~~territories~~our ~~outside~~first ofprocessing ~~the~~line ~~United~~in ~~States.~~our Incentralized ~~return~~Carbon ~~Black~~Finishing ~~Lion~~Plant ~~paid~~in ~~$100,000~~Ohio. inWe received ~~cash~~our tofirst ~~the Company~~advance ason athe ~~fee.~~commitment ~~The~~on ~~agreement~~October ~~provides~~6, ~~for~~2017. usThe tointerest ~~receive~~accrues aat 9.5% ~~royalty~~and onhas ~~gross~~the ~~revenues~~option ~~with~~for ~~any~~two ~~plant associated with Black~~one-year ~~Lion~~extensions. ~~The~~During ~~Company~~the ~~used~~year ~~the~~ended ~~fee~~December ~~for~~31, 2018, the working capital credit facility was cancelled. As of ~~September~~March 3031, ~~2018~~2019, this ~~Black~~note ~~Lion~~ has ~~not~~an ~~opened~~outstanding ~~its~~balance ~~first~~in ~~plant~~the amount of $543,000 with accrued interest in the amount of $72,054.

On September 6, 2018, the Company approved the issuance of the Proxy Statement requesting shareholders’ approval to extend the authorized common shares of the Company from 250,000,000 common shares authorized to 750,000,000 common shares authorized. On October 10, 2018, the proxy was approved by the majority shareholders and a Certificate of Amendment was filed with the state of Delaware.

GREEN ENVIROTECH HOLDINGS CORP.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Note 87 – Fair value of Financial Instruments and Derivative Liabilities

The carrying value of cash, accounts payable and accrued expenses, and debt approximate their fair values because of the short-term nature of these instruments. Management believes the Company is not exposed to significant interest or credit risks arising from these financial instruments. The Carrying amount of the Company’s long-term debt approximates fair value based upon its determined derivative discounts. ~~These~~There ~~notes~~was atnot ~~September~~long-term ~~30,~~debt ~~2018~~of ~~totaled~~the ~~$116,000~~Company ~~with~~for ~~net~~the ~~discounts~~three inmonths ~~the~~ended ~~amount~~March ~~of $79~~31,~~205~~ 2019.

Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value maximize the use of observable inputs and minimize the use of unobservable inputs. The Company utilizes a fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last unobservable.

●	Level 1 -	Quoted prices in active markets for identical assets or liabilities. These are typically obtained from real-time quotes for transactions in active exchange markets involving identical assets.
●	Level 2 -	Quoted prices for similar assets and liabilities in active markets; quoted prices included for identical or similar assets and liabilities that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets. These are typically obtained from readily-available pricing sources for comparable instruments.
●	Level 3 -	Unobservable inputs, where there is little or no market activity for the asset or liability. These inputs reflect the reporting entity’s own beliefs about the assumptions that market participants would use in pricing the asset or liability, based on the best information available in the circumstances.

The following table presents the derivative financial instruments, the Company’s only financial liabilities measured and recorded at fair value on the Company’s consolidated balance sheets on a recurring basis, and their level within the fair value hierarchy as of ~~September~~March 3031, ~~2018~~2019:

Amount

Level 1

Level 2

Level 3

Embedded conversion derivative liability

~~187~~122,~~368~~428

Warrant derivative liabilities

~~805~~147

Total

~~188~~122,~~173~~575

Amount

Level 1

Level 2

Level 3

Embedded conversion derivative liability

~~378~~59,~~221~~750

Warrant derivative liabilities

~~133,016~~254

Total

~~511~~60,~~237~~004

The embedded conversion feature in the convertible debt instruments that the Company issued (See Note 5), that became convertible during the third quarter of 2017 as well as the mandatorily redeemable Series B convertible preferred stock issued during the nine months ended September 30, 2018 (see Note 9), qualified these as derivative instruments since the number of shares issuable under the notes and preferred shares are indeterminate based on guidance in FASB ASC 815, Derivatives and Hedging. As a result, all other equity linked instruments including outstanding warrants and fixed rate convertible debt were tainted and also required derivative accounting treatment.

The valuation of the derivative liability of the warrants was determined through the use of a Multinomial Lattice model that values the liability of the warrants based on a risk-neutral valuation where the price of the option is its discounted expected value. The technique applied generates a large number of possible (but random) price paths for the underlying common stock via simulation, and then calculates the associated exercise value (i.e. “payoff”) of the option for each path. These payoffs are then averaged and discounted to a current valuation date resulting in the fair value of the option.

GREEN ENVIROTECH HOLDINGS CORP.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

The embedded conversion feature in the convertible debt instruments that the Company issued (See Note 5), that became convertible during prior years as well as the mandatorily redeemable Series B convertible preferred stock issued during the three months ended March 31, 2019 (see Note 8), qualified these as derivative instruments since the number of shares issuable under the notes and preferred shares are indeterminate based on guidance in FASB ASC 815, Derivatives and Hedging. As a result, all other equity linked instruments including outstanding warrants and fixed rate convertible debt were tainted and also required derivative accounting treatment.

The valuation of the derivative liability attached to the convertible debt and the preferred shares was arrived at through the use of a Multinomial Lattice model that values the derivative liability within the notes. The technique applied generates a large number of possible (but random) price paths for the underlying (or underlyings) via simulation, and then calculates the associated payment value (cash, stock, or warrants) of the derivative features. The price of the underlying common stock is modeled such that it follows a geometric Brownian motion with constant drift, and elastic volatility (increasing as stock price decreases). The stock price is determined by a random sampling from a normal distribution. Since the underlying random process is the same, for enough price paths, the value of the derivative is derived from path dependent scenarios and outcomes. The features in the notes that were analyzed and incorporated into the model included the conversion features with the reset provisions, the call/redemption/prepayment options, and the default provisions. Based on these features, there are six primary events that can occur; payments are made in cash; payments are made with stock; the note holder converts upon receiving a redemption notice; the note holder converts the note; the issuer redeems the note; or the Company defaults on the note. The model simulates the underlying economic factors that influenced which of these events would occur, when they were likely to occur, and the specific terms that would be in effect at the time (i.e. stock price, conversion price, etc.). Probabilities were assigned to each variable such as redemption likelihood, default likelihood, and timing and pricing of reset events over the remaining term of the notes based on management projections. This led to a cash flow simulation over the life of the note. A discounted cash flow for each simulation was completed, and it was compared to the discounted cash flow of the note without the embedded features, thus determining a value for the derivative liability.

The following assumptions were used for the valuation of the derivative liability related to the Notes, Preferred Shares and subset to the Warrants as of ~~September~~March 3031, ~~2018~~2019:

● The stock price of $0.~~0200~~0015 to $0.~~0060~~0037 in ~~these~~this ~~periods~~period (variable conversion price; reset provisions; and upon redemption or default penalties) would fluctuate with the Company’s projected volatility; ● An event of default adjusting the interest rate would occur 0% of the time for all notes ~~except~~–some ~~the Peak 1 Note which increases 0.50% per month to a maximum~~ of 5%the ~~with~~notes ~~the~~are ~~corresponding~~in ~~penalty~~default; ● The projected volatility curve from an annualized analysis for each valuation period was based on the historical volatility of comparable companies and the term remaining for each note was from ~~232~~207% through ~~286~~317% at issuance, conversion, and quarters ends; ● The company would redeem the notes (with the corresponding penalty) projected initially at 0% of the time for all notes ~~except the EMA and Auctus Notes which increase monthly by 1.0% to a maximum of 5.0% (from alternative financing being available for a redemption event to occur)~~; and ● ~~For~~The ~~the~~projected ~~variable~~reset ~~rate~~events ~~(some~~for ~~notes include conversion rate ceilings –~~ the ~~lessor~~new ofGHS ~~variable~~note ~~rates~~are ~~and~~quarterly atriggering ~~fixed rate) and fixed rate Notes,~~ the ~~Holder~~adjustments ~~would convert (after 0 days)~~ at ~~maturity~~50% ~~based on ownership and trading volume limits; and ● The Holder would automatically convert the note or exercise early at a multiple~~ of ~~the conversion/exercise or the stock price if the registration was effective (after 0 days) and the Company was not in default.~~market

Using the results from the model, the Company recorded additional paid in capital of $117,308 from the conversion of $124,000 of principal and $4,000 of penalty interest. The derivative liability recorded for the convertible feature created a debt discount of $109,866 which is being amortized over the remaining term of the instrument using the effective interest rate method, and is classified as convertible debt on the balance sheet. The Company also issued 144,100 shares of our Series B Convertible Preferred Stock during the nine months ended September 30, 2018 for $125,000. These shares are shown in current liability section of the Consolidated Balance Sheet net of their discounted value of $55,245 and conversion amount of $18,500. These shares created a derivative discount and OID in the amount of $96,641. The Company recorded the change in the fair value of the derivative liability as a gain of $455,638 to reflect the value of the derivative liability for warrants and convertible instruments as $188,173 as of September 30, 2018. The Company also recorded a reclassification from derivative liability to equity of $96,004 for the conversions of a portion of the Company’s convertible notes.

GREEN ENVIROTECH HOLDINGS CORP.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

The following table provides a summary of the changes in fair value, including net transfers in and/or out, of the derivative financial instruments, measured at fair value on a recurring basis using significant unobservable inputs:

	●	For the variable rate (some notes include conversion rate ceilings – the lessor of variable rates and a fixed rate) and fixed rate Notes, the Holder would convert (after 0 days) at maturity based on ownership and trading volume limits; and
	●	The Holder would automatically convert the note or exercise early at a multiple of the conversion/exercise or the stock price if the registration was effective (after 0 days) and the Company was not in default.

Balance at December 31, 2017	$	511,237
Fair value of derivative liability at issuance charged to debt discount and interest expense		228,578
Settlement of derivative liability due to conversion		(96,004	)
Unrealized derivative gain included in other expense		(455,638	)
Balance at September 30, 2018	$	188,173

Using the results from the model, the Company recorded additional paid in capital of $113,900 from the settlement of derivative liability as a result of the conversion of $245,244 of debt and accrued interest. The derivative liability recorded for the convertible feature of new debt in the amount of $47,000 amounted to $14,346 with new debt discount of $21,346 which is being amortized over the remaining term of the instrument using the effective interest rate method, and is classified as convertible debt on the balance sheet. The Company recorded the change in the fair value of the derivative liability as a loss of $162,125 to reflect the value of the derivative liability for warrants and convertible instruments as $122,575 as of March 31, 2019.

~~Note~~The 9following ~~Mandatorily~~table ~~Redeemable~~provides ~~Series~~a Bsummary ~~Preferred~~of ~~Stock~~the changes in fair value, including net transfers in and/or out, of the derivative financial instruments, measured at fair value on a recurring basis using significant unobservable inputs as of March 31, 2019:

Balance at December 31, 2018	$	60,004
Fair value of derivative liability at issuance charged to debt discount		14,346
Settlement of derivative liability due to conversion		(113,900	)
Unrealized derivative gain included in other expense		162,125
Balance at March 31, 2019	$	122,575

Balance at December 31, 2017	$	511,237
Fair value of derivative liability at issuance charged to debt discount		245,361
Settlement of derivative liability due to conversion		(173,346	)
Unrealized derivative gain included in other expense		(523,248	)
Balance at December 31, 2018	$	60,004

Note 8 Mandatorily Redeemable Series B Preferred Stock

Preferred Stock

On March 8, 2018, we filed with the state of Delaware, Division of Corporations, a Certificate of Designations of Preferences, Rights and Limitations for 300,000 shares of a Series B Convertible Preferred Stock. The Certificate of Designations was approved by the Division of Corporations. These Series B Convertible Preferred shares are senior to Common Shareholders in reference to liquidation dividends and are junior to the Series A Convertible Preferred shares. The Series B Convertible Preferred Shares have an annual 12% dividend with a stated value of $1.00 and have no voting rights. The redemption options for these shares are 105% for the first 30 days, 110% for the first 60 days, 115% for the first 90 days, 120% for the first 120 days, 125% for the first 150 days and 130% for the first 180 days, then after no redemption rights. Twelve months from the issue date, the Company has a “mandatory redemption date” to redeem the outstanding shares not converted. The shares have conversion rights to convert at 75% of the average of the two lowest common stock prices ten days before the date of conversion.

On March 13, 2018, the Company issued 85,800 shares of our new Series B Convertible Preferred Stock for $75,000. These shares are shown in the Liability section of the Balance Sheet as $44,213, net of their discounted value of $23,087. The Company evaluated the classification of the Series B Convertible Preferred Stock under ASC 480-10-25 and determined that due to their mandatory redemption features, the preferred shares were required to be classified as a liability. The embedded conversion option of the preferred shares was also required to be bifurcated and accounted for as derivative liabilities (see Note 8). When issued, the Company recorded an OID and derivative discount of $53,090. For the nine months ended September 30, 2018, the Company amortized $30,003 of the derivative discount. During the quarter, there was a conversion of $19,610 consisting of $1,110 in accrued dividend and 18,500 preferred shares into 3,835,417 of the Company’s common shares. Unamortized discount as of September 30, 2018 amounted to $23,087. See Note 10.

On May 1, 2018, the Company issued 58,300 shares of our Series B Convertible Preferred Stock for $50,000. These shares are shown in the Liability section of the Balance Sheet as $26,142 net of their discounted value of $32,158. The Company evaluated the classification of the Series B Convertible Preferred Stock under ASC 480-10-25 and determined that due to their mandatory redemption features, the preferred shares were required to be classified as a liability. The embedded conversion option of the preferred shares was also required to be bifurcated and accounted for as derivative liabilities (see Note 8). During the nine months ended September 30, 2018, the Company recorded an OID and derivative discount of $43,551 and amortization expense of $11,393 which was charged to interest. Unamortized discount as of September 30, 2018 amounted to $32,158.

GREEN ENVIROTECH HOLDINGS CORP.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

~~Note~~On December 31, 2018, the Company had outstanding 60,910 shares of our Series B Convertible Preferred Stock with a debt discount of 26,090. During the three months ended March 31, 2019, 13,610 of these shares and $817 of dividend were converted into 16,029,556 shares of our common stock and $4,890 of the debt discount was expensed to interest due to conversion. This left a balance of 47,300 of these shares for the three months ended March 31, 2019. During this same period, the Company amortized $5,065 of the debt discount to interest expense leaving a balance of $16,135 of debt discount at March 31, 2019. These shares are shown in the Liability section of the Balance Sheet as $31,165 net of their discounted value of $16,135. The Company evaluated the classification of the Series B Convertible Preferred Stock under ASC 480-10-25 ~~Equity~~and determined that due to their mandatory redemption features, the preferred shares were required to be classified as a liability.

Note 9 Equity

Common Stock

On ~~March~~February 2015, ~~2018~~2019, weCoolidge ~~issued~~Capital ~~250~~LLC returned to treasury the 3,~~000~~279,428 shares ofit ~~common~~received ~~stock~~on toDecember ~~settle~~7, $2018 and the Company reversed that conversion entry and increased the Coolidge note by 5,~~000~~116. of(see ~~vendor~~Note ~~debt.~~5)

During the quarter ended March 31, ~~2018~~2019, ~~Peak~~H.E. ~~One~~Capital ~~exercised~~S.A. ~~its~~converted ~~right to convert~~ a total of $4577,000 of its ~~$75,000~~Line ~~debenture~~of Credit into 130,~~826~~000,~~646 shares~~000 shares of the Company’s common stock.

OnDuring ~~May~~the ~~22,~~quarter ~~2018,~~ended weMarch ~~issued~~31, 12019,~~000,000~~ ~~shares~~Peak ofOne ~~common~~exercised ~~stock~~its right to ~~settle~~convert a total of $4041,~~000~~700 ofto ~~our~~complete ~~Line~~the payment of ~~Credit~~the ~~with~~$75,000 ELOC H.debenture Efor ~~Capital~~57,916,663 Sshares of the Company’s common stock.A.

OnDuring ~~May~~the quarter ended March 31, ~~2018~~2019, Peak One exercised its right to convert athe ~~total of~~ $1550,000 ofdebenture ~~its~~it ~~$75,000~~was ~~debenture~~holding ~~into~~for ~~974~~62,~~025~~ 202,380 shares of the Company’s common stock.

During the quarter ended ~~September~~March 3031, ~~2018~~2019, ~~Peak~~GHS ~~One~~Investments LLC exercised its right to convert a$67,233 ~~total~~ of ~~$15,000~~principal and ~~$4,000~~ interest tointo ~~complete~~78,550,000 ~~the payment~~ of ~~the~~common ~~$75,000~~stock ~~debenture for 4,431,898 shares~~ of the Company~~’s common stock~~.

OnDuring ~~September~~the 17quarter ended March 31, ~~2018~~2019, ~~Peak~~Geneva ~~One~~Roth exercised its right to convert a total of $913,~~000~~610 of ~~its~~the ~~$75~~60,~~000~~910 ~~ELOC~~shares ~~debenture~~of ~~into~~Series B 2Convertible Preferred Stock of the Company it purchased during 2018 and was holding on December 31,~~459~~ 2018 leaving 47,~~016~~300 ~~shares~~of these shares outstanding on March 31, 2019. The conversion also included $817 of ~~the~~dividends. ~~Company’s~~The conversion was for 16,029,556 shares of common stock.

During the quarter ended September 30, 2018, Geneva Roth exercised its right to convert $19,610 represented by a total of 18,500 of principal of the 85,800 shares of Series B Convertible Preferred Stock of the Company it purchased on March 13, 2018 and $1,110 in accrued dividend for 3,835,417 shares of the Company’s common stock.

Additional Paid-In Capital

On March 27, 2018, certain officer and directors of the Company forgave $1,684,711 of accrued salaries which were recorded as a capital contribution.

Warrants

AsDuring ofthe ~~September~~three 30months ended March 31, ~~2018~~2019, wethere were no warrants issued, exercised or forfeited. We had 24,358,342 common stock warrants outstanding which have a weighted average exercise price of $0.10 and weighted average remaining years of 21.2164 years. The aggregate intrinsic value of the outstanding common stock warrants as of March 31, 2019 was $0.

Note 1110 Related Party Transactions

WeFor ~~owed~~the ~~our~~three ~~CEO~~months $6ended March 31,~~545~~ in2019, ~~accounts~~the ~~payable~~Company ~~for~~borrowed ~~the~~$1,500 ~~nine~~from ~~months~~the ~~ended~~LOC ~~September~~we ~~30,~~have ~~2018~~with H.E. OnCapital ~~December~~and 31another $1,255 ~~2017~~when the weH.E. ~~owed~~Capital ~~our~~paid ~~CEO~~that ~~$25,720~~ amount in accounts payable ~~and~~for the Company. ~~repaid~~H.E. Capital converted $1977,~~175~~000 ~~during~~of the ~~nine~~LOC ~~months~~for ~~ended September~~ 30,000,000 shares ~~2018~~of our common stock.

GREEN ENVIROTECH HOLDINGS CORP.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Note 1211 Subsequent Events

On ~~October~~March 127, ~~2018~~2019, ~~Geneva~~we ~~Roth~~entered ~~Remark~~into ~~Holdings,~~a ~~Inc~~10% interest bearing note agreement with GHS Investments LLC in the amount of $44,000. ~~converted~~The Note has a $~~576~~4,000 original issue discount. The note has a 9month maturity date. The Company may prepay this Note upon 3 business days, written notice and in accordance with the following schedule: If within 60 calendar days from the execution of ~~accrued~~this ~~dividend~~Note, 120% of all outstanding principal and 9interest due on each outstanding Note in one payment. On or after 60 calendar days from the execution of the Note and within 120 days from execution,~~600~~ 130% of ~~our~~all ~~Series~~outstanding Bprincipal ~~Convertible~~and ~~Preferred~~interest due on each outstanding Note in ~~Stock~~one itpayment. ~~was~~Between ~~holding~~121 ~~for~~and 2180 days from the date of execution,~~422,857~~ ~~shares~~the Note may be prepaid for 135% of ~~our~~all ~~common~~outstanding ~~stock~~amounts due on each outstanding Note in one payment. The Note has conversion rights .00072 at any time after date of issue for its holder. The $40,000 funds will be used for working capital. The funds were received on April 2, 2019.

On ~~October~~April 816, ~~2018~~2019, ~~Geneva~~we ~~Roth~~entered ~~Remark~~into ~~Holdings,~~a ~~Inc~~10% interest bearing note agreement with GHS Investments LLC in the amount of $74,375. ~~converted~~The Note has a $~~480~~9,489 original issue discount. The note has a 9month maturity date. The Company may prepay this Note upon 3 business days, written notice and in accordance with the following schedule: If within 60 calendar days from the execution of ~~accrued~~this ~~dividend~~Note, 120% of all outstanding principal and 8interest due on each outstanding Note in one payment. On or after 60 calendar days from the execution of the Note and within 120 days from execution,~~000~~ 130% of ~~our~~all ~~Series~~outstanding Bprincipal ~~Convertible~~and ~~Preferred~~interest due on each outstanding Note in ~~Stock~~one itpayment. ~~was~~Between ~~holding~~121 and 180 days from the date of execution, the Note may be prepaid for 2135% of all outstanding amounts due on each outstanding Note in one payment. The Note has conversion rights .00096 at any time after date of issue for its holder. The $64,~~422~~886 funds were used to acquire the remaining 47,~~857~~300 ~~shares~~outstanding ofSeries ~~our~~B ~~common~~Preferred ~~stock~~Shares.

On ~~October~~April 1018, ~~2018~~2019, ~~the~~GHS ~~Company~~Investments, ~~held~~LLC ~~its~~converted ~~meeting~~$9,236 ~~with~~of ~~shareholders~~principal ~~concerning~~and ~~its~~$94 ~~Proxy Statement requesting shareholders’ approval to extend the authorized common shares~~ of ~~the~~interest ~~Company~~into ~~from 250~~12,~~000~~958,~~000~~209 ~~common~~of ~~shares authorized to 750,000,000~~ common ~~shares~~ ~~authorized. The Proxy Statement was approved by the shareholders and the Certificate~~ stock of ~~Amendment was stamped approved by~~ the ~~state of Delaware on October 12, 2018~~Company.

On ~~October~~April 26, ~~2018~~2019, ~~the~~GHS ~~Company issued 47~~Investments,~~300~~ ~~shares~~LLC ofconverted ~~our Series B Convertible Preferred Stock for~~ $4012,~~000~~534 ~~and~~of anprincipal ~~OID~~and ~~in the amount of~~ $72,~~300.~~244 ~~Please~~of ~~refer~~interest tointo ~~the~~20,525,000 ~~first paragraph~~ of ~~Note~~common 9stock ~~for~~ of the ~~terms of these Preferred shares~~Company.

On ~~October~~May 293, ~~2018~~2019, ~~Geneva~~GHS ~~Roth Remark Holdings~~Investments, ~~Inc.~~LLC converted $~~468~~16,652 of ~~accrued~~principal ~~dividend~~ and ~~7,800~~$156 of ~~our~~interest ~~Series~~into ~~B Convertible Preferred Stock it was holding for 2~~21,~~851~~549,~~034~~000 ~~shares~~ of ~~our~~ common stock of the Company.

On May 6, 2019, we entered into ~~November~~a 710% interest bearing note agreement with GHS Investments LLC in the amount of $44,000. ~~2018~~The Note has a $4,000 ~~Geneva~~original ~~Roth~~issue discount. ~~Remark~~The ~~Holdings~~note has a 9month maturity date. The Company may prepay this Note upon 3 business days, ~~Inc~~written notice and in accordance with the following schedule: If within 60 calendar days from the execution of this Note, 120% of all outstanding principal and interest due on each outstanding Note in one payment. ~~converted~~On ~~$477~~or after 60 calendar days from the execution of ~~accrued~~the ~~dividend~~Note and 7within 120 days from execution,~~950~~ 130% of ~~our~~all ~~Series~~outstanding Bprincipal ~~Convertible~~and ~~Preferred~~interest due on each outstanding Note in one payment. Between 121 and ~~Stock~~180 itdays ~~was~~from ~~holding~~the ~~for~~date 3of execution,~~121,111~~ ~~shares~~the Note may be prepaid for 135% of ~~our~~all ~~common~~outstanding ~~stock~~amounts due on each outstanding Note in one payment. The Note has conversion rights .00081 at any time after date of issue for its holder. The $40,000 funds will be used for working capital. The funds were received on May 7, 2019.

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

The following is management’s discussion and analysis of financial condition and results of operations and is provided as a supplement to the accompanying unaudited financial statements and notes to help provide an understanding of our financial condition, results of operations and cash flows during the periods included in the accompanying unaudited financial statements.

In this Quarterly Report on Form 10-Q, “Company,” “the Company,” “we,” “us,” and “our” refer to Green EnviroTech Holdings Corp., a Delaware corporation, unless the context requires otherwise.

We intend the following discussion to assist in the understanding of our financial position and our results of operations for the ~~nine~~three months ended ~~September~~March 3031, ~~2018~~2019 and ~~2017~~2018. You should refer to the Consolidated Financial Statements and related Notes in ~~conjunction~~ conjunction with this discussion.

Corporate History

On November 20, 2009, the Company, formerly known as Wolfe Creek Mining, Inc., entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Green EnviroTech Acquisition Corp., a Nevada corporation, and Green EnviroTech Corp. On July 20, 2010, the Company changed its name to Green EnviroTech Holdings Corp.

Overview of Our Business

Green EnviroTech Holding Corp. (OTC: PINK:GETH) is first and foremost a technology company. Our mission is to find, develop and implement practical, economical solutions to address environmental issues associated with the production of waste, energy, water and food; and to create jobs and stimulate economic growth in the local communities where we operate as we strive to achieve this mission.

Our first market will be to process end of life tires, starting in the USA. Our GEN 1 End of Life Tire Processing Solution is ready for deployment and we are working to secure our first project finance facility that will be used to build a Carbon Finishing Plant (CFP) ~~in Ohio,~~ and build two, GEN 1 End of Life Tire Processing Plants. Whether or not the CFP will be a standalone facility or combined with GEN 1 End of Life Tire Processing Plant is still to be determined. When fully operational, we expect these plants to process 100,000 tons per year of end of life tires and generate more than $40 Million of annual revenue.

Our goal over the next five years (by 2023) is to be processing 25% of the end of life tire feedstock in the USA, which would generate more than $200 Million in annual revenues, making GETH the market leader in the USA. In order to keep up with our five year building program, we expect to be commissioning numerous tire processing plants in a number of strategic locations throughout the country. With our expansion program, we intend to construct additional finishing lines at our central Carbon Finishing Plant in Ohio. Achieving our goal would mean that over 800,000 tons of end-of-life tires will be diverted from landfills. We see our expansion program creating hundreds of jobs, often in areas of low employment opportunity.

Our goal over the next five years (by 2024) is to be processing 15-20% of the end of life tire feedstock in the USA, which would generate more than $200 Million in annual revenues, making GETH the market leader in the USA. In order to keep up with our five year building program, we expect to be commissioning numerous tire processing plants in a number of strategic locations throughout the country. With our expansion program, we intend to construct additional finishing lines at our Carbon Finishing Plant, which is to be determined. Achieving our goal would mean that over 800,000 tons of end-of-life tires will be diverted from landfills. We see our expansion program creating hundreds of jobs, often in areas of low employment opportunity.

Recent Developments

Over the last year and the first ~~nine~~three months of ~~2018~~2019, we have been pushing through the slowed progress which was a result of stalled funding we incurred in 2017 and 2018. Our focus is to secure funding to build the Carbon Finishing Plant and a Tire Processing Plant or a combination of both as one unit. These discussions are progressing going forward, but we have not signed a definitive agreement to finance a Processing Plant to date. As a result, the execution of our business plan has slipped by several months, and we now forecast the Carbon Finishing Plant, ~~which was under construction and now delayed, to be operating sometime in early 2019.~~ For the remainder of ~~2018~~2019, we will continue to be in an investment mode for which we anticipate these investments to generate revenues starting in late 2019 and/or into the first quarter of ~~2019~~2020. The goal is is to reach our forecasted revenue of $1 Million to $2 Million in ~~2019~~2020, and an estimated $15 Million in recurring revenues from ~~2020~~ 2021 onwards.

Management intends to finance operating costs over the next twelve months with ~~revenues generated in 2019,~~ credit lines, loans and/or private placement of common stock.

On April 9, 2018, we signed a Financing and Development agreement with National Standard Environmental LLC (NAT-Enviro), an affiliate company of National Standard Finance. This agreement provides the foundation for financing and building processing plants in the US and abroad. The GETH team and NAT-Enviro have been working together to confirm the financing structure for our first three projects in the US.

On March 27, 2018, our CEO, Secretary and Treasurer and four managers, agreed to waive payment of their accrued salaries that were outstanding as of December 31, 2017, which was accounted for as a contribution to equity.

On March 8, 2018, we filed with the state of Delaware, Division of Corporations, a Certificate of Designations of Preferences, Rights and Limitations for 300,000 shares of a Series B Convertible Preferred Stock. These Series B Convertible Preferred shares are senior to Common Shareholders in reference to liquidation dividends and are junior to the Series A Convertible Preferred shares. The Series B Convertible Preferred Shares have an annual 12% dividend and have no voting rights. The redemption options for these shares are 105% for the first 30 days, 110% for the first 60 days, 115% for the first 90 days, 120% for the first 120 days, 125% for the first 150 days and 130% for the first 180 days, then after no redemption rights. Twelve months from the issue date, the Company has a “mandatory redemption date” to redeem the outstanding shares not converted. The shares have conversion rights to convert at 75% of the average of the two lowest common stock prices ten days before the date of conversion. As of the three months ended March 31, 2019, we had 47,300 shares of out Series B Convertible Preferred Stock outstanding. These shares were added back to the treasury on April 16, 2019 when the Company bought them back.

On ~~January~~October 2910, 2018, wethe ~~hired~~Company Mrheld a meeting with shareholders concerning its Proxy Statement requesting shareholders’ approval to extend the authorized common shares of the Company from 250,000,000 to 750,000,000. ~~Hernan~~It ~~Rizo~~was approved. The Company at the time of the approval had outstanding 48,609,224 ~~former~~common ~~CFO~~shares ~~for~~and ~~READS~~needed approval from 24,304,613 asshareholders ~~our~~to ~~Interim~~proceed. ~~Chief~~The ~~Financial~~Proxy Statement ~~Officer~~was asapproved aby ~~consultant~~the shareholders and the Certificate of Amendment was stamped approved by the state of Delaware on October 12, 2018.

On January ~~June 30~~24, ~~2017~~2019, wethe ~~merged Smart~~Company’s ~~Fuel~~board ~~Solutions,~~voted ~~Inc.~~on ~~(Smart~~and ~~Fuel)~~approved ~~into~~what it had determined to be its present outstanding stock condition in the ~~Company~~market. ~~Smart~~The ~~Fuel~~Company’s stock was moving at such a ~~service~~conversion ~~company.~~speed ~~It’s~~by ~~President~~certain ~~and~~note ~~Chief~~holders ~~Executive Officer~~to ~~was~~the ~~Chris~~point ~~Bowers.~~the ~~Chris~~Company was ~~Bowers~~going ~~became~~to ~~our~~be ~~new~~unable ~~President~~to ~~and~~accommodate ~~Chief~~the ~~Executive~~reserve ~~Officer~~shares ~~effective~~requirement ~~December~~from ~~2016~~its unissued shares. ~~Smart~~The ~~Fuel~~Company did not have the financial ~~has~~resources ~~always~~to ~~promoted~~repay ~~our~~the ~~Company~~note ~~and~~holders ~~was~~at ~~assisting~~this ustime ~~with~~nor ~~our~~enough ~~operational~~time ~~responsibilities~~to infacilitate ~~all~~new ~~areas~~funding ofto ~~management,~~stop ~~including engineering~~the ~~and~~conversions ~~proposed~~which ~~plant~~continues to ~~development~~lower ~~sites.~~the Itprice ~~was~~of ~~decided~~the ~~that~~stock ~~merging~~in the ~~two~~market ~~companies~~which ~~was~~increases the ~~best~~reserves ~~alternative~~needed ~~going forward.~~to Wesupply ~~already~~the ~~owned~~conversions. ~~17,000,000~~The ~~of SFS~~Company’s 20 750,~~600~~000,000 ~~outstanding~~authorized common shares would be consumed rapidly if something is not accomplished. ~~The~~Therefore, ~~Company~~it ~~negotiated~~was ~~with~~in ~~Smart~~the ~~Fuel’s~~consensus ~~minority~~of the board to recommend that the shareholders authorize a reverse stock split to ~~take~~increase ~~one-for-one~~the ~~conversion~~price of the ~~Company’s~~stock ~~shares~~in ~~for~~the ~~Smart~~market and ~~Fuel’s~~to reduce the shares outstanding. ~~The 3~~Accordingly,~~600,000 minority~~ ~~shares~~the ~~were~~board ~~valued~~recommended atthat ~~$360,000~~the ~~based~~shareholders onact to authorize the board to effect a reverse split of the Company’s ~~closing~~common ~~price~~stock onin ~~June~~any ~~30,~~amount ~~2017~~up ofto ~~$0.10~~200 asto aone ~~result~~at any time within one year of the ~~merger.~~ Wedate ~~issued~~of this toauthorization, at the ~~largest~~board’s ~~minority~~discretion. ~~Smart~~The ~~Fuel~~Company’s ~~shareholder 3~~shareholders,~~000,000~~ ~~common~~acting ~~shares~~by onmajority ~~September~~written 26consent, ~~2017~~acted on ~~valued~~January at24, ~~$300~~2019,~~000. The~~ ~~remaining~~to ~~amount~~authorize ofthe ~~$60,000~~board isto ~~carried~~implement on the ~~consolidated~~reverse ~~balance~~split ~~sheet~~on asthose ~~other~~terms. ~~current~~Presently, ~~liabilities~~the atboard ~~September~~has ~~30,~~not ~~2018. The~~voted ~~balance~~on ofwhen the ~~shares~~reverse stock split will betake ~~issued~~place, innor ~~4th~~has ~~Quarter~~the ofCompany ~~2018~~filed a preliminary 14C with the SEC.

On April 11, 2017, our wholly owned subsidiary GETH CFP, Inc. signed a ten- year lease with the Lawrence Economic Development Corporation of Lawrence County, Ohio for the lease of 11,200 sq. ft. of manufacturing space for our carbon finishing plant in Ohio. The lease had a start date of June 1, 2017, but this date has been extended until the opening of the carbon plant and runs to June 1, 2027. The lease has three five year extensions. The lease is $4.00 per sq. ft. with initial payments in the amount of $3,733 per month. The second extension is at $4.50 a sq. ft. with payments in the amount of $4,200 per month. The Company is currently in negotiations to sign a new lease since the property covered by the existing lease is no longer available. No new lease has been negotiated presently.

On March 29, 2017, we entered into a lease and working capital credit facility with Caliber Capital & Leasing LLC and its assignee, Real Estate Acquisition Development Sales, LLC (“READS”). Under the agreements, READS is providing an initial commitment of up to $2.5 million for the construction of our first processing line in our centralized Carbon Finishing Plant in Ohio. We received our first advance on the commitment on October 6, 2017. As of September 30, 2018, we have an outstanding balance in the amount of $543,000 with accrued interest in the amount of $45,975. The interest accrues at 9.5% and is allocated to construction in progress. This is a revolving working capital line due in one year with two one year extensions. During the nine months ended September 30, 2018, this working capital credit facility was cancelled.

On February 9, 2017, we established GETH CFP, Inc., a wholly owned subsidiary, formed in Delaware. This subsidiary will be our new carbon finishing plant located in Ohio.

On January 12, 2017, we appointed Mr. Chris Smith, 47, to serve as a member of our Board of Directors. Mr. Smith was a principal of HE Capital S.A. upon its founding in 2000 until he resigned in 2014, but remains as a consultant. He is a licensed financial consultant to an international clientele and is on the Board of Black Lion Oil Ltd.

Critical Accounting Policy and Estimates

Our Management’s Discussion and Analysis of Financial Condition and Results of Operations section discusses our financial statements, which have been prepared in accordance with generally accepted accounting principles in the United States of America. The preparation of these financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. On an on-going basis, management evaluates its estimates and judgments, including those related to revenue recognition, accrued expenses, financing operations, and contingencies and litigation. Management bases its estimates and judgments on historical experience and on various other factors that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. The most significant accounting estimates inherent in the preparation of our financial statements include estimates as to the appropriate carrying value of certain assets and liabilities which are not readily apparent from other sources.

The following discussion of our financial condition and results of operations should be read in conjunction with our audited financial statements for the years ended December 31, ~~2017~~2018 and ~~2016~~2017, together with notes thereto as previously filed with our Annual Report on Form 10-K. In addition, these accounting policies are described at relevant sections in this discussion and analysis and in the notes to the financial statements included in our Quarterly Reports on Form 10-Q for prior quarter filings.

Results of Operations

~~Nine~~Three Months Ended ~~September~~March 3031, ~~2018~~2019 compared to ~~Nine~~Three Months Ended ~~September~~March 3031, ~~2017~~2018.

~~Revenues~~The ~~and~~Company ~~Cost~~had no operating revenues or cost of ~~Revenues~~revenues for the three months ended March 31, 2019 and 2018.

The Company is a pre revenue-stage technology company that has developed a GEN 1 End of Life Tire Processing Solution that produces two valuable end products – Brent crude standard blend stock oil and carbon black. The Company had no operating revenues or cost of revenues for the nine months ended September 30, 2018.

Operating Expenses

The ~~salaries~~wages and professional fees for the ~~nine~~three months ended ~~September~~March 3031, ~~2018~~2019 were $1342,~~462,355~~112 as compared to $~~689~~450,~~349~~236 for the ~~nine months~~three months ended ~~September~~March 3031, ~~2017~~2018, ana ~~increase~~decrease of $~~773~~108,~~006~~124, representing aapproximately ~~112~~24% ~~increase~~decrease. The ~~salaries~~wages and professional fees for the three ~~nine~~ months ended ~~September~~March 3031, ~~2018~~2019 included $1324,~~198,125~~375 in ~~salaries~~accrued wages and $~~264~~17,~~230~~737 in professional fees. ~~Compared~~For to the ~~nine~~ three months ended March ~~September 30~~31, ~~2017~~2018, ~~there~~the ~~were~~wages ~~$90,000~~and inprofessional ~~salaries,~~fees had $57399,~~500~~375 in ~~stock issued for services~~wages, $~~162~~50,~~544~~861 in ~~warrants issued for services and $379,305 in~~ professional fees. ~~Salaries of the employees are being accrued as a result of diminished working capital.~~

The general and administrative expenses for the ~~nine~~three months ended ~~September~~March 3031, ~~2018~~2019 were $699,~~016~~874 as compared to $~~285~~29,~~384~~105 for the ~~nine~~ three months ended ~~September~~March 3031, ~~2017~~2018, a decrease of $~~216~~19,~~365~~231, representing aapproximately 7666% decrease. ~~The~~This ~~major~~ decrease was the result of a ~~decrease~~ decreases in ~~the costs of product samples~~travel, ~~lab rent and lab expenses~~entertainment, ~~marketing~~advertising ~~expenses~~ and ~~insurance expense compared to the nine months ended September 30, 2017 which contained product samples, lab rent and lab expenses of $79,323,~~ marketing ~~expenses of~~concerning ~~$12,696, insurance expense of $56,817 and travel expenses in~~ the ~~amount~~promotion of ~~$61,769. The balance was general overhead expense in~~ the ~~amount of $5,763~~company.

Other Income and Expenses

Other income and expenses for the ~~nine~~three months ended ~~September~~March 3031, ~~2018~~2019 ~~was~~were ~~an income of~~ $~~133~~404,~~050~~082 in expenses as compared to ~~a loss of~~ $~~172~~165,~~072~~342 ~~for the nine months ended September 30, 2017, an increase of $305,122~~ in income ~~representing an increase of 177.3%. We recorded~~ for the ~~nine~~three months ended ~~September~~March 3031, 2018, ~~$455,638~~a indecrease ~~gain~~of in344%. ~~fair~~This ~~value~~decrease of ~~derivatives and~~ $~~164~~569,~~257~~424 ~~for~~was the ~~nine~~result ~~months~~of ~~ended September~~the ~~30,~~loss ~~2017.~~recognized Wedue to ~~recorded~~the ~~for~~fair ~~the~~value ~~nine~~adjustment ~~months~~of ~~ended~~our ~~September~~derivatives ~~30,~~liability ~~2018~~which was $~~322~~162,~~588~~125, inthere was interest expense on ~~our~~the ~~outstanding~~working ~~notes~~capital asnotes ~~compared~~in tothe amount of $~~336~~200,~~329~~478 inand interest ~~expense~~penalty ~~for~~in the ~~nine~~amount ~~months~~of ~~ended September 30~~$41, ~~2017~~479. ~~The~~Compared ~~decrease was due~~ to ~~debt~~the ~~conversions. A~~three ~~detail~~months ofended ~~the~~March ~~new~~31, ~~debt~~2018, we ~~and~~had ~~conversions~~244,562 ~~can~~gain ~~be found~~ in ~~the~~derivative ~~notes~~adjustment toand ~~the~~had ~~financial~~$79,220 ~~statements~~in ~~dealing~~interest ~~with debt~~expense.

Net Loss

As a result of the above, the Company had a net loss of $1756,~~398,324~~068 for ~~nine~~the three months ended ~~September~~March 3031, ~~2018~~2019 as compared to a loss of $1313,~~146,805~~999 for the ~~nine~~three months ended ~~September~~March 3031, ~~2017~~2018.

Three Months Ended September 30, 2018 compared to Three Months Ended September 30, 2017.

Operating Expenses

The wages and professional fees for the three months ended September 30, 2018 were $487,840 as compared to $31,518 for the three months ended September 30, 2017, an increase of $456,322 an approximately 1,448% increase. The wages and professional fees for the three months ended September 30, 2018 included $88,465 in professional fees and $399,375 in wages. For the three months ended September 30, 2017, the wages and professional fees included $31,518 in professional fees. Salaries of the employees are being accrued as a result of diminished working capital.

The general and administrative expenses for the three months ended September 30, 2018 were $16,361 as compared to $59,200 for the three months ended September 30, 2017, a decrease of approximately 72%. This decrease of $42,839 was the result of a decrease in product sample expenses, travel, entertainment, advertising and marketing concerning the promotion of the company.

Other Income and Expenses

Other income and expenses for the three months ended September 30, 2018 were $35,037 in income as compared to $15,602 of income for the three months ended September 30, 2017, an increase of 125%. This increase of $19,435 was the result of a decrease in interest expense on the working capital notes which resulted in total interest of $122,170 as compared to $148,655 in total interest expense for the three months ended September 30, 2017 and a decrease in gain in fair value of derivatives in the amount of $157,207 for the three months ended September 30, 2018 as compared to $164,257 for the three months ended September 30, 2017.

Net Loss

As a result of the above, the Company had a net loss of $469,164 for the three months ended September 30, 2018 as compared to a loss of $75,116 for the three months ended September 30, 2017.

Liquidity and Capital Resources

On ~~September~~March 3031, ~~2018~~2019, we had a balance of cash in the bank in the amount of $~~188. We had other current assets in the amount of $112~~1,~~096~~697. Included in other current assets is $72,~~812~~000 in prepaid expenses ~~and $104,284 in other assets~~. ~~Our PP&E account totaled $1,150,331 which included $823,535 in carbon equipment and $326,796 in engineering and design work in connection with our first pyrolysis plant.~~ We had $~~931~~833,~~113~~945 in accounts payable to vendors, we had $6685,~~545~~969 in ~~accounts payable to officers, we had $553,580 in~~ accrued interest on our note obligations and $1,~~168~~880,~~125~~875 in accrued payroll. We also had $60,000 in stock payable in connection with our acquisition of the minority interest in Smart Fuel on June 30, 2017.

We had secured debentures payable in the amount of $305,000. We had loan payable- –related party-convertible in the amount of $1,~~434~~360,~~637~~392. We had loan payable-other-convertible in the amount of $~~201~~305,~~158~~330. We had $713,000 in loan payable-other-non-convertible. We had $31,165 as a result of sales of our preferred shares. We had derivative liability in the amount of $~~188~~122,~~173 and $70,355 in loans payable-other-convertible-long-term~~575. Please refer to our notes to the financials for further information concerning note liabilities.

Our loans with conversion features became impacted with derivative measurements as a result of two of our loans becoming qualified for conversion rights during the third quarter of 2017. These two loans’ conversion features are considered variable in in direct relation with the market price of our stock. This feature tainted all of our convertible loans, which triggered a direct discount to these loans and a new balance sheet account recording listed as Derivative Liability. Please refer to Note 87 dealing with Derivatives in our notes to the financials for further information.

We had negative cash flows from operations for the ~~nine~~three months ended ~~September~~March 3031, ~~2018~~2019 in the amount of ($~~265~~40,~~791~~983) as compared to ~~the~~ the same period ended ~~September~~March 3031, ~~2017~~2018 in the amount of ($~~596~~96,~~903~~843). We had cash provided of $~~259~~41,~~925~~500 in financing activities for the ~~nine~~ three months ended ~~September~~March 3031, ~~2018~~2019 as compared to $~~504~~109,~~450~~340 for the same period ended ~~September~~March 3031, ~~2017~~2018. We received proceeds from loan payable-related party of $811,~~100~~500 where we received $~~235~~75,~~000~~100 in ~~2017~~2018. We ~~also paid loan payable-related party $67,000 where we paid $45,200 in 2017. We~~ received ~~$140,000~~no ~~from loans payable other where we received $314,650 in 2017. We also received $125,000 in~~ proceeds from our Preferred ~~Shares~~shares where we ~~had~~received ~~none~~ $75,000 for the same period ended ~~September~~March 3031, ~~2017~~2018. ~~We also paid $19,175 in accounts payable to a related party.~~

We will seek to raise additional funds to meet our working capital needs principally through the generation of revenues, and through the additional sales of our securities. However, we cannot guaranty that we will be able to obtain sufficient additional funds when needed, or that such funds, if available, will be obtainable on terms satisfactory to us.

We intend to pursue capital through public or private financing as well as borrowings and other sources, such as our officers, directors and principal shareholders. We cannot guarantee that additional funding will be available on favorable terms, if at all. If adequate funds are not available, then our ability to expand our operations may be significantly hindered. If adequate funds are not available, we believe that our officers, directors and principal shareholders will contribute funds to pay for our expenses to achieve our objectives over the next twelve months. However, our officers, directors and principal shareholders are not committed to contribute funds to pay for our expenses.

Off-Balance Sheet Arrangements

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

Item 3. Quantitative and Qualitative Disclosures about Market Risk.

Not applicable for a smaller reporting company.

2221

Item 4. Controls and Procedures.

Evaluation of Disclosures and Procedures

We maintain disclosure controls and procedures designed to ensure that information required to be disclosed in the reports we file pursuant to the Securities Exchange Act of 1934, as amended (the “Exchange Act”) are recorded, processed, summarized and reported within the time periods specified in the rules and forms of the Securities and Exchange Commission, and that such information is accumulated and communicated to our Chief Executive Officer (“CEO”) (principal executive), ~~Christopher Bowers,~~Gary DeLaurentiis and our ~~interim Chief Financial Officer (“CFO”)~~Treasurer, ~~Hernan~~Chris ~~Rizo~~Smith, to allow timely decisions regarding required disclosure. In designing and evaluating the disclosure controls and procedures, management recognized that any controls and procedures, no matter how well designed and operated, can only provide a reasonable assurance of achieving the desired control objectives, and in reaching a reasonable level of assurance, management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures. Management designed the disclosure controls and procedures to provide reasonable assurance of achieving the desired control objectives.

We carried out an evaluation, under the supervision and with the participation of our management, including our CEO, of the effectiveness of the design and operation of our disclosure controls and procedures as of the end of the period covered by this Quarterly Report. Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and procedures are ineffective. Once the first plant is funded and the Company has operations, it will have sufficient resources to address the inefficiencies.

Changes in Internal Controls Over Financial Reporting

There have been no changes in our internal control over financial reporting (as such term is defined in Rule 13a-15(f) and 15d-15(f) under the Exchange Act) during the three months ended ~~September~~March 3031, ~~2018~~2019, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II - OTHER INFORMATION

Item 1. Legal Proceedings.

On June 28, 2018, our former investor relations firm, Porter, Levay, & Rose, Inc., filed suit against us in the Westchester County Supreme Court of New York (Case No. 60053/2018) seeking damages of approximately $33,370, plus accrued interest, for services. Arrangements ~~have~~had been made to have this cleared in February 2019, but was not met. ~~Full~~We still intend to meet our obligations. Full amount of the liability has been recorded ~~for the 3rd quarter~~.

Item 1A. Risk Factors.

Other than the new risk factor provided herein, there have been no material changes to the risk factors included in our annual report on Form 10-K for the year ended December 31, ~~2017~~2018.

Because all of our authorized but unissued shares have been reserved for the holders of our convertible securities, we are unable to issue any additional shares.

The holders of our convertible securities have provisions in their agreements with us that allow them to reserve a substantial number of shares. They have now reserved all of our authorized but unissued shares. Unless we are able to repay or redeem those securities, as applicable, we will be unable to issue any additional shares of common stock. This will limit our ability to enter into additional financing agreements and may require us to implement the reverse split authorized by the board of directors in January 2019 or submit a proposal to increase our authorized shares to our shareholders in order to continue operations.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

During the quarter ended ~~September~~March 3031, ~~2018~~2019, ~~Peak~~H.E. ~~One~~Capital ~~exercised~~S.A. ~~its~~converted ~~right to convert~~ a total of $1577,000 ~~and~~of ~~$4,000~~its ~~interest~~Line ~~to complete the payment~~ of ~~the~~Credit ~~$75~~into 30,000 ~~debenture for 4~~,~~431,898~~000 shares of the Company’s common stock.

23During the quarter ended March 31, 2019, Peak One exercised its right to convert a total of $41,700 to complete the payment of the $75,000 ELOC debenture for 57,916,663 shares of the Company’s common stock.

OnDuring ~~September~~the 17quarter ended March 31, ~~2018~~2019, Peak One exercised its right to convert athe ~~total of~~ $950,000 ofdebenture ~~its~~it ~~$75,000~~was ~~ELOC~~holding ~~debenture~~for ~~into 2~~62,~~459~~202,~~016 shares~~380 shares of the Company’s common stock.

During the quarter ended March 31, 2019, GHS Investments LLC exercised its right to convert $67,233 of principal and interest into 78,550,000 of common stock of the Company.

During the quarter ended March 31, 2019, Geneva Roth exercised its right to convert a total of 13,610 of the 60,910 shares of Series B Convertible Preferred Stock of the Company it purchased during 2018 and was holding on December 31, 2018 leaving 47,300 of these shares outstanding on March 31, 2019. The conversion also included $817 of dividends. The conversion was for 16,029,556 shares of common stock.

There was no general solicitation used in the above securities transactions. In each instance, these securities were issued following arms’-length negotiations in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933 and the rules and regulations promulgated thereunder as not involving any public offering.

Item 3. Defaults Upon Senior Securities.

We remain in default under promissory notes issued on January 21, 2011 for failure to make required payments of interest and principal by September 24, 2012. ~~Aggregate~~As ~~principal~~of ~~and~~March ~~interest~~31, ~~owed~~2019, asthis ofnote ~~the~~has ~~date~~an aggregate of ~~this~~principal ~~filing~~and ~~are~~accrued interest in the amount of $~~607~~625,~~083~~587.

On November 16, 2012, we issued a note to a private individual in the amount of $170,000 with interest accruing at 8% per annum. This note was extended to June 30, 2018. This note is presently in default. As of ~~September~~March 3031, ~~2018~~2019, this note has an aggregate of of principal and accrued interest in the amount of $~~200~~207,~~702~~484.

On ~~July~~May 116, 2016, we ~~issued~~approved aH.E. ~~note~~Capital S.A.’s (HEC) request to assign to a private ~~individual~~company in$200,000 ~~the~~of ~~amount~~its Line of ~~$49,295~~Credit Note. ~~This~~We approved the request and reduced HEC’s Line of Credit Note for that amount and recorded a new note. ~~has~~On July 19, 2016, the private company converted $~~0.50~~100,000 ~~conversion~~of ~~rights~~its ~~attached to~~note itinto ~~and~~1,000,000 ~~accrues~~common ~~interest~~shares atof 8%the Company’s stock. In January 2018, the maturity date of the Line of Credit was extended to ~~June~~December 3031, 2018, but was not extended there- after. ~~This~~The note is ~~presently in~~ in default. As of ~~September~~March 3031, ~~2018~~219, this note ~~had~~has an aggregate of principal and accrued interest in the amount of $58124,~~176~~395.

On July 1, 2016, we issued a note to a private individual in the amount of $49,295. This new note has $0.50 conversion rights attached to it and accrues interest at 8%. In January 2018, the maturity date was extended to June 30, 2018. This note is presently in default. As of March 31, 2019, this note had an aggregate of principal and accrued interest in the amount of $60,143.

The notes to our former CEO, Chris Bowers were in default December 31, 2018 when these notes were not extended. As of March 31, 2019, these notes had an aggregate of principal and accrued interest in the amount of $1,320,076. (see footnote 3 to the financial statements)

On May 31, 2018, we entered into a 12% interest bearing note agreement with Coolidge Capital LLC in the amount of $75,000; the note had a $4,500 original issue discount. It was also determined on the date of issue, that the note had $40,366 in derivative discount. The note had a maturity date of February 28, 2019. On February 11, 2019, Coolidge Capital LLC assigned the note to GHS Investments, LLC in a cash buy out in an agreement approved by the Company, Coolidge Capital LLC (Coolidge) and GHS Investments, LLC (GHS). The note is in default as of today. (see footnote 5 to the financial statements)

Item 4. Mine Safety Disclosures.

Not Applicable

Item 5. Other Information.

None

Item 6. Exhibits.

No.		Description
4.1		Certificate of Designations of Preferences, Rights and Limitations of Series B Convertible Preferred Stock

10.27		Financing and Development Agreement between Green EnviroTech Holdings Corp. and National Standard Environmental, LLP, dated as of April 9, 2018

31.1		Rule 13a-14(a)/ 15d-14(a) Certification of Chief Executive Officer

31.2		Rule 13a-14(a)/ 15d-14(a) Certification of Chief Financial Officer

32.1		Section 1350 Certification of Chief Executive Officer

32.2		Section 1350 Certification of Chief Financial Officer

EX-101.INS		XBRL INSTANCE DOCUMENT

EX-101.SCH		XBRL TAXONOMY EXTENSION SCHEMA DOCUMENT

EX-101.CAL		XBRL TAXONOMY EXTENSION CALCULATION LINKBASE

EX-101.LAB		XBRL TAXONOMY EXTENSION LABELS LINKBASE

EX-101.PRE		XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	Green EnviroTech Holdings Corp.
Date: November 14, 2018	By:	/s/ Chris Bowers
Date: May 17, 2019	By:	/s/ Gary DeLaurentiis
		Chris Bowers
		Gary DeLaurentiis
		Principal Executive Officer

	Green EnviroTech Holdings Corp.
Date: November 14, 2018	By:	/s/ Hernan Rizo
Date: May 17, 2019	By:	/s/ Chris Smith
		Hernan Rizo
		Chris Smith
		Principal Financial Officer

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