The following management's discussion and analysis (the"MD&A") of the results of operations of the Company should be read in conjunction with the consolidated financial statements of the Company, together with the accompanying notes, as well as other financial information included elsewhere in this Report. This discussion contains forward-looking statements that involve certain risks and uncertainties, and that reflect estimates and assumptions. See the section titled, "Cautionary Statement Regarding Forward-Looking Statements" for more information on forward-looking statements. Our actual results may differ materially from those indicated in forward- looking statements.





Business Overview


For the three and nine months ended September 30, 2019 and 2018, the Company had no revenues. The Company's P2O processors were idle for all of 2018 and remained idle during the three and nine months ended September 30, 2019. For financial reporting purposes, we currently operate in one business segment, our P2O® solution business. As of the filing date of the report, our two operating processors were idle and not producing fuel products. Previously, we operated in two business segments, which also included a business data and recovery segment and a recycling facility for waste paper fiber processing, a chemical processing and cleaning business, known as Pak-It, and a retail and wholesale distribution business, known as Javaco, Inc. which we discontinued, prior to 2017. Our P2O business is a commercial manufacturing and production business. We plan to grow mainly from sale of processors, and secondarily from the sale of fuel products. Historically, our revenues have been derived primarily from our other segments and products.





Plastic2Oil Business



Our P2O business has elements of both a recycling business and a fuel refiner/ production business, which makes it difficult to identify and make direct comparisons to competitors. Both the recycling and energy sectors are characterized by rapid technological change. Our future success will depend on our ability to achieve and maintain a competitive position with respect to technological advances in both of these sectors. We believe that our business currently faces competition in the plastics-to-energy market, including competition from PK Clean, Vadxx Energy, Green Envirotec Holdings LLC, and RES polyflow, each of which has developed alternative methods for obtaining and generating fuel from plastics. Because P2O solution products include a variety of fuels, we also face competition from the broader petroleum industry.

We continue our business strategy with the goal of becoming a leading North American company that transforms waste plastic into ultra-clean, ultra-low sulphur fuel.

When in operation, we provide environmentally friendly solutions through our processors and technologies. Our primary offering is our Plastic2Oil®, or P2O®, solution, which is our proprietary process that converts waste plastic into fuel through a series of chemical reactions (our "P2O business"). We collect mainly mixed plastics from commercial and industrial enterprises that generate large amounts of waste plastic for use in our process.

Generally, this waste plastic would otherwise be sent to landfills and its disposal potentially can be quite costly for companies. We use this waste plastic as feedstock to produce Fuel Oil No. 2, Naphtha, and Fuel Oil No. 6 for various uses by our customers. We own our P2O processors and have the capability to produce and store the fuels at, and ship from, our facilities in Niagara Falls, New York. We sell the fuels we produce to customers through two main distribution channels, fuel wholesalers and directly to commercial and industrial end-users.

Our P2O processors have evolved to be modular solutions with the completion of processor #3 in 2013. We use third party contract manufacturers for the manufacture of many of the key modular components of our processors, including the kilns and distillation towers as well as certain other key components that require specialized machining and fabrication.





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Our P2O business is a proprietary process that converts waste plastic into fuel through a series of chemical reactions. We began developing this process in 2009 and began very limited production in late 2010 following our receipt of a consent order from the New York State Department of Environmental Conservation ("NYSDEC") allowing us to commercially operate our first large-scale P2O processor located at our Niagara Falls, New York facility. Currently, as of the filing of this report, these processors were idle for all of 2017 and remained idle for the nine months ended September 30, 2019. Our processors are capable of producing Naphtha, Fuel Oil No. 2 and Fuel Oil No. 6. Our P2O process also produces two by-products, a reusable off-gas similar to natural gas, and a petcoke carbon residue. We sell our fuel products to fuel wholesalers and directly to commercial and industrial end-users. We primarily use our off-gas product in our processing operations to fuel the burners in our P2O processors. Since inception, we have produced a total of 667,996 gallons of fuel, however no fuel was produced in the three and nine months ended September 30, 2019 and 2018.





Listing on the OTCQB



At September 30, 2019, we had 124,756,158 shares of common stock issued and outstanding. Our common stock is currently trading on the OTCQB marketplace in the United States of America under the stock ticker symbol "PTOI." On December 16, 2019, the last trading day prior to the date of this filing, the closing price of the common stock on the OTCQB was $0.05.

Sources of Revenues and Expenses

Results of Operations - Three months ended September 30, 2019 compared to Three months ended September 30, 2018.





Revenue


We had no revenues during the three months ended September 30, 2019 and 2018. We have shifted our business strategy to attempting to license our intellectual property and technology related to our fuel processors, selling fuel processors and selling oil produced by our own P2O equipment.

We had no fuel production or processor sales in the three and nine months ended September 30, 2019. Consequently, there was neither fuel shipment nor fuel revenue. This was mainly due to management's decision to shut down its production in the fourth quarter of 2013 due to the severe cold weather that caused damage to condensers and other components of our processors and the lack of operating cash. The damage requires substantial working capital for general repairs and replacement of damaged condensers and we have been unable to obtain the financing necessary to make these repairs. These processors were idle from December of 2014 through 2018 and remained idle through the date of this filing. Management estimates the processors will remain idle until the Company can raise additional capital or procure new revenue producing contracts.

The Company has recently entered into a Master Agreement and Purchase Order to provide several units and other services that is awaiting an initial deposit to commence work. The initial deposit is tied to final governmental approvals and contract awards that are currently working its way through the procurement cycle. There can be no assurance that these awards will be made and that the initial deposit due under the Master Agreement and Purchase Order will be honored.





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The Company's operating expenses consisted of the following:





Operating Expenses



                                         For the Three Months Ended
                                               September 30,
                                          2019                2018

Professional Fees                     $      18,309       $   27,834
Compensation                                104,370          104,446
General and administrative expenses          35,016           51,304
Depreciation and Accretion                    7,373           87,663
Total Operating Expenses              $     165,068       $  271,247

We incurred operating expenses of $165,068 during the three months ended September 30, 2019, compared to $271,247 for the three months ended September 30, 2018, respectively. This decrease in operating expenses was materially due to a decrease in depreciation, along with decreases in Professional fees and other expenses for a total reduction of $106,179. The Company is currently attempting to minimize its operating expenses while it works to recapitalize the company.





Non-Operating Expenses



Interest Expenses


For the three months ended September 30, 2019, we incurred net interest expense of approximately $292,049 as compared to approximately $254,390 for the three months ended September 30, 2018, an increase of $37,659, which was due to increases in related party secured promissory and short-term notes.





Income Tax Expenses


For the three months ended September 30, 2019 and 2018, we had no federal taxable income due to net losses and recorded a deferred tax asset and a valuation allowance to the extent that those assets are attributable to net operating losses. We recognized the valuation allowance because we are unsure as to the ability to use these assets in the near future due to continued operating losses





Net Loss



As a result of the above, we incurred a net loss of approximately $(457,117) for the three months ended September 30, 2019 as compared to a net loss of approximately $(525,637), for the three months ended September 30, 2018.

Results of Operations - Nine months ended September 30, 2019 compared to Nine months ended September 30, 2018.





Revenue


We had no revenues during the nine months ended September 30, 2019 and 2018 due to the same factors discussed in the three month period comparison above.





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The Company's operating expenses consisted of the following:





Operating Expenses



                                For the Nine Months Ended
                                      September 30,
                                 2019               2018

Professional Fees            $      87,324       $  83,118
Compensation                       318,221         359,231
General and administrative         117,433         181,252
Depreciation and Accretion          22,120         275,231
Total Operating Expenses     $     545,098       $ 898,832

We incurred operating expenses of $545,098 during the nine months ended September 30, 2019, compared to $898,832 for the nine months ended September 30, 2018, respectively. This decrease in operating expenses was materially due to a decrease in compensation, other expenses, along with depreciation and accretion for a total reduction of approximately $353,734. The Company is currently attempting to minimize its operating expenses while it works to recapitalize the company.





Non-Operating Expenses



Interest Expenses


For the nine months ended September 30, 2019, we incurred net interest expense of approximately $861,503 as compared to approximately $736,578 for the nine months ended September 30, 2018 an increase of $124,941, due to an increase in related party secured promissory and short-term notes.





Income Tax Expenses.


For the nine months ended September 30, 2019 and 2018, we had no federal taxable income due to net losses and recorded a deferred tax asset and a valuation allowance to the extent that those assets are attributable to net operating losses. We recognized the valuation allowance because we are unsure as to the ability to use these assets in the near future due to continued operating losses.





Net Loss



As a result of the above, we incurred a net loss of approximately $(1,406,087) for the nine months ended September 30, 2019 as compared to a net loss of approximately $(1,624,896) for the nine months ended September 30, 2018.

Liquidity and Capital Resources

We do not have sufficient cash to operate our business, which has forced us to suspend our operations until such time as we receive a capital infusion or cash advances on the sale or license of our processors and or related technology. We intend to source additional capital through the sale of our equity, debt securities, and other financing methods. We plan to use the cash proceeds from any financing to either complete the repairs on Processors #3 to resume production of fuels for pilot runs and customer demonstrations and or review other options including but not limited to licensing intellectual property and or pursuing other operational alternatives that may become available to management as we review the options available to the Company. At September 30, 2019, we had a cash balance of $1,033. Our principal sources of liquidity in 2019 were the proceeds of secured promissory notes and the elimination of the cash security we placed against our fuel oil sale tax bond.





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As discussed earlier in this MD&A, our processors are currently idle and, thus, we are not producing fuel or generating fuel sales or processor sales. Our current cash levels are not sufficient to enable us to make the required repairs to our processors or to execute our business strategy as described in this Report. As a result, we intend to seek significant additional capital through the sale of our equity and debt securities and other financing methods to enable us to make the repairs, to meet ongoing operating costs and reduce existing liabilities. We also intend to seek cash advances or deposits under any new processor sale agreements and/or related technology licenses. Management currently anticipates that the processors will remain idle until the company can raise additional capital. While management has recently secured additional debt financing to attempt to re-initiate the limited production of processing used fuel oils and plastic films, management cannot determine if it will be successful and or if additional capital will be required to be successful. Due to the many factors and uncertainties involved in capital markets transactions, there can be no assurance that we will raise sufficient capital to allow us to resume operations in 2019, or at all. In the interim, we anticipate that our level of operations will continue to be nominal, although we plan to continue to market our P2O processors with the intention of making P2O processor sales and technology licenses, along with attempting to restart fuel oil processing.

Our limited capital resources, lack of revenue and recurring losses from operations raise substantial doubt about our ability to continue as a going concern and may adversely affect our ability to raise additional capital. The financial statements do not include any adjustments that might be necessary if we are unable to continue as a going concern.

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