UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
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CLEAN COAL TECHNOLOGIES, INC.
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(Name of Issuer)
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COMMON STOCK, PAR VALUE $0.001 PER SHARE
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(Title of Class of Securities)
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18450P 200
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(CUSIP Number)
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Patrick Imeson
1610 Wynkoop Street, Suite 400
Denver, CO 80202
(Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications)
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April 26, 2022
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(Date of Event which Requires Filing of this Statement)
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If the filing person has previously filed a statement on Schedule
13G to report the acquisition that is the subject of this Schedule
13D, and is filing this schedule because of 240.13d-1(e),
240.13d-1(f) or 240.13d-1(g), check the following box ☐.
The information required on the remainder of this cover page shall
not be deemed to be “filed” for the purpose of Section 18 of
the Securities Exchange Act of 1934 (“Act”) or otherwise subject to
the liabilities of that section of the Act but shall be subject to
all other provisions of the Act (however, see the Notes).
SCHEDULE 13D
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1
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NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
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Wyoming New Power Inc.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
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(a) ☐
(b) ☐
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (See Instructions)
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OO
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5
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CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(D) OR 2(E)
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☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Wyoming
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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7
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SOLE VOTING POWER
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85,720,387 (1)
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8
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SHARED VOTING POWER
0
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9
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SOLE DISPOSITIVE POWER
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85,720,387 (1)
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10
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SHARED DISPOSITIVE POWER
0
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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85,720,387 (1)
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES (See Instructions)
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☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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17.15 %(2)
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14
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TYPE OF REPORTING PERSON (See Instructions)
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CO
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1
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NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
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Black Diamond Financial Group LLC
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
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(a) ☐
(b) ☐
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (See Instructions)
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OO
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5
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CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(D) OR 2(E)
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☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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7
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SOLE VOTING POWER
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85,720,387 (1)
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8
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SHARED VOTING POWER
0
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9
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SOLE DISPOSITIVE POWER
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85,720,387 (1)
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10
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SHARED DISPOSITIVE POWER
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0
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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85,720,387(1)
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES (See Instructions)
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☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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17.15 %(2)
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14
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TYPE OF REPORTING PERSON (See Instructions)
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CO
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1
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NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
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Patrick Imeson
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
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(a) ☐
(b) ☐
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (See Instructions)
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OO
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5
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CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(D) OR 2(E)
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☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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USA
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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7
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SOLE VOTING POWER
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85,720,387(1)
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8
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SHARED VOTING POWER
0
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9
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SOLE DISPOSITIVE POWER
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85,720,387 (1)
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10
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SHARED DISPOSITIVE POWER
0
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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85,720,387 (1)
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES (See Instructions)
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☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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17.15 %(2)
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14
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TYPE OF REPORTING PERSON (See Instructions)
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IN
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Notes:
(1)
Consists of 85,720,387 shares of common stock of Clean Coal
Technologies Inc. acquired by Wyoming New Power Inc., a Wyoming
corporation owned by Black Diamond Financial Group LLC, a Delaware
limited liability company over which Patrick Imeson has sole voting
and investment power.
(2) Based
on 499,829,763 shares of common stock of Clean Coal Technologies
Inc. currently issued and outstanding.
Page 2
Item 1. Security and Issuer
This statement relates to the common stock, par value of $0.001 per
share, of Clean Coal Technologies Inc., a corporation organized
under the laws of the state of Nevada (the “Issuer”).
On April 26, 2022, Wyoming New Power Inc. converted
$342,881.55 of debt into 85,720,387 shares of the Issuer’s common
stock, par value $0.001 per share, at a conversion price of $0.004
per share. The Issuer maintains its principal executive office at
295 Madison Avenue, New York, NY 10017 U.S.A.
Item 2. Identity and Background
Name:
This statement is filed by Wyoming New Power Inc., Black Diamond
Financial Group LLC and Patrick Imeson (singly and collectively,
the “Reporting Person”).
Residence or Business Address of each Reporting Person:
1610 Wynkoop Street, Suite 400
Denver, CO 80202
Present Principal Business or Occupation:
Wyoming New Power Inc.’s principal business is energy
development.
Black Diamond Financial Group LLC is an asset management
company.
Patrick Imeson is the manager of Black Diamond Financial Group LLC
and other asset management companies and has sole voting and
investment power with respect to the securities owned by Black
Diamond Financial Group LLC
Place of Organization or Citizenship:
Wyoming New Power Inc. is a Wyoming corporation.
Black Diamond Financial Group LLC is a Delaware limited liability
company.
Patrick Imeson is a US citizen.
Criminal Proceedings:
During the last five years, no Reporting Person has been convicted
in any criminal proceeding.
Civil Proceedings:
During the last five years, no Reporting Person has been a party to
any civil proceeding of a judicial or administrative body of
competent jurisdiction where, as a result of such proceeding, there
was or is a judgment, decree or final order enjoining future
violations of, or prohibiting or mandating activities subject to,
federal or state securities laws or finding any violation with
respect to such laws.
Item 3. Source and Amount of Funds or Other
Considerations
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●
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Prior to the April 26, 2022 (the "Date of Event"), the
Issuer owed approximately $18,342,880 of debt to Wyoming New Power
Inc. and affiliated entities Black Diamond Financial Group LLC and
CCTC Acquisition Partners, LLC. $342,881.55 of the debt owed to
Wyoming New Power Inc. was converted into 85,720,387 shares of the
Issuer’s common stock on April 26,2022 at a conversion price of
$0,004 per share. The funds utilized by Wyoming New Power Inc. to
make loans to the Issuer came from working capital.
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Page 3
Item 4. Purpose of Transaction
The Reporting Person acquired the securities referred to in Item 3
above in furtherance of an expected restructuring of the Issuer
under which the Reporting Person desires to help the Issuer clean
up its balance sheet to make it more desirable for potential
acquisition and capital raising transactions. Prior to the debt
conversion referenced in Item 3., of the 500,000,000 authorized
shares of Issuer’s common stock, 414,109,376 were issued and
outstanding. Following the debt conversion, 499,829,763 of the
Issuer’s authorized shares are issued and outstanding. The Issuer
has proposed to effect a reverse split of its common stock at the
ratio of 1 for 100 and intends to hold a special stockholders’
meeting seeking the approval of the holders of a majority of its
issued and outstanding common stock to grant the board of directors
of the Issuer the authority to amend the Issuer’s Articles of
Incorporation to effect the reverse split. The Reporting Person
converted a portion of the debt owed to it by the Issuer with the
intention of voting in favor of the reverse stock split. If the
reverse stock split is approved and implemented, the Reporting
Person and an affiliated entity may thereafter convert all or a
substantial portion of the remaining debt into shares of the
Issuer’s common stock which would represent a change in control of
the Issuer. At this time, the Reporting Person or the affiliated
entity has not committed to any future conversions and the Issuer
has no agreements in place regarding potential acquisitions,
capital raising transactions or other transaction involving
significant issuances of the Issuer’s common stock.
Depending on market conditions and other factors, the Reporting
Person may acquire or dispose of securities of the Issuer as the
Reporting Person may deem appropriate, whether in open market
purchases or sales, privately negotiated transactions or otherwise.
The Reporting Person potentially may exchange the common stock for
other assets or may sell the common stock to increase its cash
position.
Other than as disclosed herein, the Reporting Person, has no
current plans or proposals that relate to or would result in or
cause:
(a) the acquisition by any person of additional securities of the
Issuer, or the disposition of securities of the Issuer;
(b) any extraordinary corporate transaction, such as a merger,
reorganization or liquidation, involving the Issuer or any of its
subsidiaries;
(c) a sale or transfer of a material amount of the assets of the
Issuer or any of its subsidiaries;
(d) any change in the present board of directors or management of
the Issuer, including any plans or proposals to change the number
or term of directors or to fill any existing vacancies on the
board;
(e) any material change in the present capitalization or dividend
policy of the Issuer;
(f) any other material change in the Issuer's business or corporate
structure;
(g) changes in the Issuer's charter, bylaws or instruments
corresponding thereto or other actions which may impede acquisition
of control of the Issuer by any person;
Page 4
(h) a class of securities of the Issuer to be delisted from a
national securities exchange or to cease to be authorized to be
quoted in an inter-dealer quotation system of a registered national
securities association;
(i) a class of equity securities of the Issuer becoming eligible
for termination of registration pursuant to Section 12(g)(4) of the
Act; or
(j) any action similar to any of those enumerated above.
Item 5. Interest in Securities of the Issuer
Except as described below, the filing of this statement by the
Reporting Person shall not be construed as an admission that the
Reporting Person is, for the purposes of Section 13(d) or 13(g) of
the Act, the beneficial owner of any securities covered by the
statements herein.
(a) For the purposes of this statement, the Reporting Person is
reporting herein that the Reporting Person is the beneficial owner
of 85,720,387 shares of the Issuer’s common stock representing
approximately 17.15%% of the 499,829,763 shares of the Issuer’s
common stock currently issued and outstanding. Prior to the Date of
the Event, the Reporting Person owned no shares of common stock of
the Issuer.
(b) As of the date hereof, and within the sixty day period prior
thereto, no transactions involving the Issuer's equity securities
had been engaged in by the Reporting Person other than as disclosed
herein.
(c) As of the date hereof, to the best knowledge and belief of the
undersigned, except as otherwise reported herein, no person other
than the Reporting Person had the right to receive or the power to
direct the receipt of dividends from, or the proceeds from the sale
of, the securities reported herein.
(d) Not applicable.
(e)Not applicable
Item 6. Contracts, Arrangements, Understandings or
Relationships with Respect to Securities of the Issuer
Except as disclosed herein, the Reporting Person does not have any
contract, arrangement, understanding or relationship with respect
to securities of the Issuer including, but not limited to, transfer
or voting of any of the securities, finder's fees, joint ventures,
loan or option arrangements, puts or calls, guarantees of profits,
division of profits or loss, or the giving or withholding of
proxies. The Reporting Person has not pledged securities of the
Issuer nor are the securities of the Issuer held by the Reporting
Person subject to a contingency, the occurrence of which would give
another person voting power or investment power over such
securities.
Page 5
Item 7. Material to Be Filed as Exhibits
Signature
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this statement
is true, complete and correct.
Dated: May 26, 2022
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WYOMING NEW POWER INC.
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By: /s/ Patrick Imeson
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Name: Patrick Imeson
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Title: CEO
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BLACK DIAMOND FINANCIAL GROUP LLC
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By: /s/ Patrick Imeson
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Name: Patrick Imeson
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Title: Manager
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/s/ Patrick Imeson
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Patrick Imeson
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Clean Coal Technologies (PK) (USOTC:CCTC)
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