The following discussion is intended to assist you in understanding our business and the results of our operations. It should be read in conjunction with the Condensed Financial Statements and the related notes that appear elsewhere in this report as well as our Report on Form 10K filed with the Securities and Exchange Commission for the period ending December 31, 2021. Statements made in this Form 10-Q that are not historical or current facts are "forward-looking statements". These statements often can be identified by the use of terms such as "may," "will," "expect," "believe," "anticipate," "estimate," "approximate" or "continue," or the negative thereof. We wish to caution readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made. Any forward-looking statements represent management's best judgment as to what may occur in the future. However, forward-looking statements are subject to risks, uncertainties and important factors beyond our control that could cause actual results and events to differ materially from historical results of operations and events and those presently anticipated or projected. We disclaim any obligation subsequently to revise any forward-looking statements to reflect events or circumstances after the date of such statement or to reflect the occurrence of anticipated or unanticipated events.





Company History

CyberloQ Technologies Inc. ("CLOQ", 'We" or the "Company") was incorporated in Nevada on February 25, 2008 as Advanced Credit Technologies, Inc. On November 20, 2019, the Company changed its name from Advanced Credit Technologies, Inc. to CyberloQ Technologies, Inc. The Company has never been the subject of any bankruptcy, receivership or similar proceeding. The Company has never been involved in any material reclassification, merger, or consolidation.

On June 15, 2017, the Company created a private limited company in the United Kingdom named CyberloQ Technologies LTD. CyberloQ Technologies LTD is a wholly-owned subsidiary of the Company, and any business that the Company has in the United Kingdom will be transacted through CyberloQ Technologies LTD. However, to date CyberloQ Technologies LTD has had no activity, operational or otherwise.

Current Overview of the Company

The Company is a development-stage technology company focused on fraud prevention and credit management.

The Company offers a proprietary software platform branded as CyberloQ®. While previously the Company licensed CyberloQ, in the third quarter of 2017, the Company acquired the CyberloQ technology and is now the exclusive owner of CyberloQ.

CyberloQ is a multi-factor authentication (MFA) fraud prevention technology that is offered to institutional clients in order to combat fraudulent transactions and unauthorized access to customer (digital assets) accounts. Through the use of a customer's smart-phone, CyberloQ uses its proprietary MFA system to control access to a bank card(s), websites, databases, or other digital services. The API applications for CyberloQ are being developed, and will be implemented during our initial launch sequence.




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In addition to CyberloQ, the Company offers a web-based proprietary software platform under the brand name TurnScor® which allows customers to monitor and manage their credit from the privacy of their own homes. Although individuals can sign-up for TurnScor on their own, the Company also intends to market TurnScor to certain institutional clients, where appropriate, in conjunction with CyberloQ as a value-added benefit to offer their customers.

The CyberloQ Vault is a "cloud based' security protocol that allows clients the ability to send/receive secure data without having to use traditional e-mail which is prone to a breach. This CyberloQ service uses cloud-based encryption and a secure web portal to send/receive confidential data, the sender and receiver both must have authenticated their position within the prescribed geo coordinates as well as authenticate their mobile devices prior to sending/receiving any data. Thus, rendering a hack or breach utterly useless for the encrypted data is unusable without the CyberloQ authentication component.

The Company currently has two full-time employees - its President and Vice-President. There are no other employees of the Company at this time.

The Company also has a Board of Advisors comprised of individuals from the banking, business development, and technical sectors to advise the Company as it moves forward with its business strategy. The Board of Advisors does not have any decision-making authority.

Liquidity, Capital Resources and Material Changes in Financial Condition

As of June 30, 2022, the Company's assets were $173,205 compared to $264,503 in assets as of December 31, 2021. The change in the Company's financial condition can be attributed to a decrease in prepaid expense from $210,208 to $19,782 and an increase in fixed assets of $136,610.

As of June 30, 2022, the Company's liabilities were $859,308 compared to $299,530 in liabilities as of December 31, 2021. This change in the Company's financial condition was due to an increase of $18,407 in accounts payable and accrued expenses, along with an increase of $12,596 in accrued interest, a decrease in loan payable stockholders of $10,000, a decrease in loan payable related party of $100,000 and an increase in common stock settlement liability of $490,000.

Net cash used in operating activities for the six-month period ending June 30, 2022 was $177,122 compared to $261,347 for 2021. Cash provided by or used by operating activities is driven by our net loss and adjusted by non-cash items as well as changes in operating assets and liabilities. At June 30, 2022, there was $289,375 in stock compensation; $18,086 in loss on settlement with an officer and director;$50,000 in amortization of debt discount and $105,000 in loss on settlement of debt

Net cash used by investing activities was $136,610 for the six months ended June 30, 2022 as compared to $0 for 2021.

Net cash provided by financing activities was $276,250 for the six months ended June 30, 2022 as compared to $333,000 for 2021.

The Company had gross revenue of $1,404 for the six months ended June 30, 2022 compared to gross revenue of $600 for the six months ended June 30, 2021, and is currently reliant on its ability to raise additional capital to continue execution of its business plan to move the Company forward towards profitability. The Company does not anticipate any significant decrease in its operating expenses for the remainder of 2022. Unless the Company begins to generate operational revenue, it will be reliant on its ability to raise additional capital in order to continue its operations.




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Results of Operations for the Six Months Ended June 30, 2022 and 2021

Company revenue was $1,404 for the six months ended June 30, 2022 as opposed to $600 for the six months ended June 30, 2021.

The Company's operating expenses were $466,765 for the six months ended June 30, 2022 as opposed to $290,610 for the six months ended June 30, 2021. This increase in operating expenses was primarily driven by an increase in professional fees along with a small increase in computer and internet expenses.

An increase in professional fees was the primary driver of this increase in the Company's operating expenses. Professional fees were $340,397 for the six months ended June 30, 2022, compared to $131,311 for the six months ended June 30, 2021. This increase in professional fees was due to increased consulting services as a result of increased software development costs associated with upgrading the source code and infrastructure to accommodate increased capacity demands.

Computer and internet expenses were $11,637 for the six months ended June 30, 2022 as compared to $4,728 for the six months ended June 30, 2021. This increase was due to increased web hosting costs.

The Company also experienced decreases in certain categories of expenses as follows.

Officers' compensation was $105,000 for the six months ended June 30, 2022 as compared to $135,000 for the six months ended June 30, 2021. This decrease was due to the Company only having two officers as of February 28, 2022 instead of three.

Other operating expenses were $2,185 for the six months ended June 30, 2022 as compared to $6,063 for the six months ended June 30, 2021.

Research was $0 for the three months ended June 30, 2022 as compared to $2,155 for the six months ended June 30, 2021. Research was $0 for the six months ended June 30, 2022 as the Company began capitalizing costs.

Office supplies and expenses were $2,274 for the six months ended June 30, 2022, compared to $4,148 for the six months ended June 30, 2021.

Travel and entertainment expenses were $751 for the six months ended June 30, 2022, compared to $1,766 for the six months ended June 30, 2021. This decrease in travel and entertainment expenses was due to less travel.

Finally, there were no material changes in the Company's rent and sales commission expenses in the first six months of 2022 as compared to the first six months of 2022.

As a result of the foregoing, the Company experienced a net loss from operations of $465,361 in the six months ended June 30, 2022 compared to a net loss from operations of $290,010 in the six months ended June 30, 2021.

Results of Operations for the Three Months Ended June 30, 2022 and 2021

Company revenue was $1,104 for the three months ended June 30, 2022 as opposed to $939 for the three months ended June 30, 2021.

The Company's operating expenses were $190,549 for the three months ended June 30, 2022 as opposed to $197,685 for the three months ended June 30, 2021.

The Company experienced increases in certain categories of expenses as follows.

Professional fees were $133,643 for the three months ended June 30, 2022, compared to $115,515 for the three months ended June 30, 2021. This increase in professional fees was due to increased consulting services as a result of increased software development costs associated with upgrading the source code and infrastructure to accommodate increased capacity demands.




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Computer and internet expenses were $7,187 for the three months ended June 30, 2022 as compared to $3,534 for the three months ended June 30, 2021. This increase was due to increased web hosting costs.

The Company also experienced decreases in certain categories of expenses as follows.

Officers' compensation was $45,000 for the three months ended June 30, 2022 as compared to $67,500 for the three months ended June 30, 2021. This decrease was due to the Company only having two officers as of February 28, 2022 instead of three.

Other operating expenses were $695 for the three months ended June 30, 2022 as compared to $2,990 for the three months ended June 30, 2021.

Office supplies and expenses were $1,001 for the three months ended June 30, 2022, compared to $4,904 for the three months ended June 30, 2021.

Finally, there were no material changes in the Company's rent, sales commission, research and travel and entertainment expenses in the first three months of 2022 as compared to the first three months of 2022.

As a result of the foregoing, the Company experienced a net loss from operations of $189,445 in the three months ended June 30, 2022 compared to a net loss from operations of $197,746 in the three months ended June 30, 2021.

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