Other than as disclosed above, the Company’s current sales, marketing, and advertising efforts are minimal due to the Company’s size and limited financial resources.Planned Spin Offs

Business Strategy

TheAlthough the Company believes thatcontinues to develop its environmental transportation business through Ecologic Car Rentals, Inc. and Ecologic Products, Inc., the growth in demand for environmentally friendly cars,Company and its board of directors feel the increase in major automakers’ production of new eco-friendly car models, has created a unique opportunity for an environmentally-friendly transportation company. The Company intendssubsidiaries will be able to execute a comprehensive business strategy, which capitalizes on this unique opportunity.  Its business model supports growth, while holding true to its planet-friendly mission.

The Company plans to acquire existing profitable independent car rental operations on a multi-regional basis and convert their operations to an Ecologic platform. The Company has identified certain independent car rental operations that would provide a multi-regional presence, and can be used as a platform to become the only large “green” independent car rental operation in the U.S.

6

The Company will incrementally replace the existing fleets of the acquired companies with environmental vehicles over a 12 – 24 month period. The Company’s strategy is to co-brandoperate more effectively independently, with the acquisitions for a limited periodgoal of time, ultimately completingattracting new capital and exploiting their existing business, and will have the rebranding transitionflexibility to “green” outlets as “Ecologic Car Rentals”.

The Company anticipates that a growing demand for eco-friendly transportation will enable it to expand its initial fleet and increase its rental locations.  Further, the Company expects that as costs of gasoline and prices continue to rise, demand for an environmentally-friendly, higher mile per gallon rental cars will increase, and the Company intends to be poised for this demand.

The Company also intends to market its fleet to state and local governments, as well as environmentally conscious organizations. The Company’s business will continue to grow as more and more manufacturers make more hybrids, electric, CNG and other environmental vehicles, which the Company expects will enable it to expand its product offering, and capitalize on its position as the prime moverestablish new relationships in the market.

The Company’s intended strategy will be a multi-pronged approach:

1.

Identify acquisition targets for roll up;

2.

Increase its business to expand acquisitions while “greening” the acquisitions; and

3.

Develop new facilities that will also be a platform for the Company’s subsidiary, Ecologic Products,Inc.

The execution of the Company’s business strategy will be contingent upon and require significant financing. There can be no assurance that such financing will become available or, if it does, that it will be offered to the Company on favorable terms. The Company’s ultimate goal isorder to achieve a national presence in the car rental industry.

Facilities

The Company’s principal executive office is located at 1327 Ocean Avenue, Suite B, Santa Monica, California, 90401. The Company’s telephone number is 310-899-3900, and fax number (888) 899-1433.

The Company’s website is www.ecologictransportation.com.

Employees

Astheir respective goals of December 31, 2013, the Company had no employees, excluding the Company’s directors and executive officers. The Company currently has no employees, excluding the Company’s directors and executive officers.

Principal Supplier

KO Manufacturing, Inc.

Ecologic Shine^® products are manufactured for Ecologic Shine^® by KO Manufacturing. Founded in 1976, KO Manufacturing is headquartered in Springfield, MO.

Competition

For waterless car cleaning services, there are three primary competitors:

Dependence on a Few or Major Customers

The Company was had one major customer during the year.  In 2013, 100% of sales were attributable to test marketing of the Company’s product to a major retail automotive chain.  

Government Regulation

The Company’s operations will be subject to various federal, state and local laws, regulations, and controls including the leasing and sale of used cars, licensing, charge card operations, reservation policies, privacy and personal data protection, environmental protection, labor matters, insurance, prices, and advertising. The Company believes it is in compliance with any such regulations affecting the Company’s business.generating shareholder value.

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Intellectual PropertyAs such, the Company intends to effect spin-offs of its wholly owned subsidiaries, Ecologic Car Rentals, Inc. and Ecologic Products, Inc. The terms of the spin-offs include the distribution of a stock dividend of 57,065,061 shares of Ecologic Car Rentals, Inc. common stock, and 57,065,061 shares of Ecologic Products, Inc. common stock, to the Company’s shareholders of record (excluding the former shareholders of PTSG) on the Record Date of December 15, 2014 on a pro rata basis.  Subsequent to the spin-offs, Ecologic Car Rentals, Inc. and Ecologic Products, Inc. will operate as entities independent of the Company, under the leadership of Mr. William B. Nesbitt, who will serve as President and CEO of the companies.

The Company has filed a trademark application with the US officebelieves that, as independent companies, Ecologic Products, Inc. and Ecologic Car Rentals, Inc. can promote and brand themselves so as to operate successfully.  Mr. William B. Nesbitt will remain as President and CEO of Trademarks to trademark the name “Ecologic Transportation, Inc.” and the following logo for the Company:both companies.

On August 17, 2010, the United States Patent and Trademark Office registered a Service Mark consisting of the words Ecologic Shine^® as illustrated below:

Seasonality

There is seasonality only in the car rental sector of the Company. The car rental industry tends to be seasonal. The third quarter, during the peak summer months of July and August, has traditionally been the strongest quarter of the year in terms of numbers of rentals and rental rates.

Research and Development

During the last two years, the Company has not spent any funds on research and development.

Reports to Security Holders

The Company is not required to deliver an annual report to its stockholders, but will voluntarily send an annual report, together with the Company’s annual consolidated audited financial statements upon request. The Company is required to file annual, quarterly and current reports, proxy statements, and other information with the Securities and Exchange Commission. The Company’s Securities and Exchange Commission filings are available to the public over the Internet at the SEC's website athttp://www.sec.gov.

The public may read and copy any materials filed by the Company with the SEC at the SEC's Public Reference Room at 100 F Street, NE, Washington DC 20549. The public may obtain information on the operation of the Public Reference Room by calling the SEC at 1-800-SEC-0330. The Company is an electronic filer. The SEC maintains an Internet site that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC. The Internet address of the site ishttp://www.sec.gov.

The Company is a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and is not required to provide the information under this item.

The Company’s corporate headquarters are located at 1327 Ocean Avenue Suite B, Santa Monica, California  90401. The Company leases its headquarters on a month to month basis (suites B and M) for rent in the amount of $5,600 per month. The Company also leases its office space located in the San Francisco Bay area on a month-to-month basis for $647 per month.

The Company believes its current premises are adequate for the Company’s current operations and the Company does not anticipate that it will require any additional premises in the foreseeable future. When and if the Company requires additional space, the Company intends to move at that time. The Company does not foresee any significant difficulties in obtaining any required facilities. The Company currently does not rent or own any real property.

The Company knows of no material existing or pending legal proceedings against it, nor is the Company involved as a plaintiff in any material proceeding or pending litigation. There are no proceedings in which any of the Company’s directors, officers or affiliates, or any registered or beneficial shareholder, is an adverse party or has a material interest adverse to the Company.

Not applicable.

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PART II

In the United States, the Company’s common shares are traded on the OTC Quotation Board “OTCQB – U.S. Registered” under the symbol “EGCT.”The following table sets forth the high and low bid prices for its common stock per quarter as reported by the OTCQB. These prices represent quotations between dealers without adjustment for retail mark-up, markdown or commission and may not represent actual transactions.

The high and low prices of the Company’s common shares for the periods indicated below are as follows:

The Company’s common stock is subject to rules adopted by the Commission regulating broker dealer practices in connection with transactions in “penny stocks.” Those disclosure rules applicable to “penny stocks” require a broker dealer, prior to a transaction in a “penny stock” not otherwise exempt from the rules, to deliver a standardized list disclosure document prepared by the Securities and Exchange Commission. That disclosure document advises an investor that investment in “penny stocks” can be very risky and that the investor’s salesperson or broker is not an impartial advisor but rather paid to sell the shares. The disclosure contains further warnings for the investor to exercise caution in connection with an investment in “penny stocks,” to independently investigate the security, as well as the salesperson with whom the investor is working and to understand the risky nature of an investment in this security. The broker dealer must also provide the customer with certain other information and must make a special written determination that the “penny stock” is a suitable investment for the purchaser and receive the purchaser’s written agreement to the transaction. Further, the rules require that, following the proposed transaction, the broker provide the customer with monthly account statements containing market information about the prices of the securities.

Record Holders

The Company’s common shares are issued in registered form. Island Stock Transfer, 100 Second Avenue South, Suite 705S, St. Petersburg, FL, 33701 (Telephone 727-289-0010, Facsimile 727-289-0069) is the registrar and transfer agent for the Company’s common shares.

On, December 31, 2013,2014, the shareholders' list of the Company’s common shares pursuant to Island Stock Transfer showed 89213 registered shareholders and 27,584,74057,065,088 shares outstanding. The total number of shares outstanding stated in the Island Stock Transfer list of 27,584,74057,065,088 includes 27 shares issued due to rounding, and does not include 1) 50,0002,900,000 shares recorded by the Company but not yet issued to a consultantvarious consultants for services provided in 2013; and 2) a certificate issued in error for 750,000 which is to be cancelled.2014.

Dividends

The Company has not declared any dividends on its common stock since the Company’s inception on December 16, 2008. There is no restriction in the Company’s Articles of Incorporation and Bylaws that will limit the Company’s ability to pay dividends on its common stock. However, the Company does not anticipate declaring and paying dividends to its shareholders in the near future.

Equity Compensation Plan Information

On June 30, 2010, the Company, under its 2009 Stock Option Plan, granted qualified stock options to purchase 435,000 shares of its common stock for five years at $0.473 per share. Of the total options granted, 240,000 were granted to three members of the Board of Directors, 120,000 of which vested on July 2, 2010, and 120,000 of which vested on July 2, 2011.  In addition, 195,000 were granted to four consultants, all of which vested on July 2, 2010. The options were valued using the Black-Scholes valuation method at $0.13 per share or $56,550. The full amount was amortized during 2010 and 2011. The Company used the following assumptions in valuing the options: expected volatility 33%; expected term 5 years; expected dividend yield 0%, and risk-free interest rate of 1.49%.

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On April 19, 2011 the Board of Directors, under the Company’s 2009 Stock Option Plan, granted qualified stock options to its Former Chief Executive Officer and its Chairman of the Board (“Ten Percent Holders”) to purchase 1,750,000 shares of its common stock for five years at $0.32 per share, qualified stock options to five of its employees (“Employee Options”) to purchase 775,000 shares of its common stock for ten years at $0.32, and qualified stock options to four of its directors (“Directors Options”) to purchase 500,000 shares of its common stock for ten years at $0.32, for a total grant of 3,025,000 stock options. Of the total options granted, 1,000,000 were granted to the Company’s Former Chief Executive Officer, which vested quarterly over a 12 month period at 250,000 shares per quarter. Of the total options granted, 750,000 were granted to the Company’s Chairman of the Board which vested quarterly over a 12 month period at 187,500 shares per quarter. Of the total options granted, 775,000 were granted to five employees, which vested quarterly over a 12 month period at 193,750 shares per quarter. Of the total options granted, 500,000 were granted to three directors which vested up to 450,000 at any time after the date of grant and 50,000 were granted to one director which vested up to 50,000 at any time after the date of grant.  The value of the options for the Ten Percent Holders, using the Black-Scholes valuation method is $0.27 per share or $472,500.  The 775,000 Employee Options and 500,000 Directors Options were valued at $0.30 per share or $382,500. The Company used the following assumptions in valuing the options: expected volatility 120%; expected term 5 years for the Ten Percent Holders and 10 years for the Employee Options and the Directors Options; expected dividend yield 0%, and risk-free interest rate of 1.97%. At April 19, 2011, the Company expensed $150,000 in stock option compensation for the 500,000 options vested any time after the date of grant, and recorded $705,000 of deferred stock option compensation for the balance of the options granted, for a total value of the options granted of$855,000. The Company has fully expensed $855,000 in stock option compensation in 2011 and 2012.

On November 1, 2011, the Company entered into an employment agreement with its Chief Executive Officer, under which the Company granted qualified stock options to purchase 1,500,000 shares of its common stock for five years at an option price of $0.20 per share. The options vest quarterly over a three (3) year period at 125,000 shares per quarter.  The options have been valued using the Black-Scholes valuation method at $0.12 per share or $180,000. The Company used the following assumptions in valuing the options: expected volatility 254%; expected term 5 years; expected dividend yield 0%, and risk-free interest rate of .90%.  The Company has recorded a total of $180,000 of deferred stock option compensation, of which $60,000 was expensed in 2011, and $60,000 has been expensed during the current year for the 500,000 options vested during the current year.  There remains deferred stock option compensation in the amount of $60,000 as of December 31, 2013.

On July 23, 2012, the Company entered into a no-fault Settlement Agreement and Mutual Release to settle all disputes between the Company and its former Chief Executive Officer, Mr. William Plamondon, its former Corporate Secretary, Ms. Erin Davis, and Mr. Plamondon’s business advisory company, R.I. Heller & Co., LLC.  Pursuant to the Settlement Agreement, all stock options previously granted to Mr. Plamondon and Ms. Davis were cancelled.  As a result, the 1,000,000 options granted to Mr. Plamondon valued at $270,000, and the 250,000 options granted to Ms. Davis valued at $75,000, which were fully vested at the date of the Settlement Agreement were cancelled.

During the years ended December 31, 20132014 and 2012,2013, respectively, the Company expensed a total of $60,000and $412,500$60,000 and $60,000 in stock option compensation. There remained $60,000and $120,000$0 and $60,000 in deferred stock option compensation at December 31, 20132014 and 2012,2013, respectively.

Purchase of Equity Securities by the Issuer and Affiliated Purchasers

The Company did not purchase any of its shares of common stock or other securities during the year ended December 31, 2013.2014.

Recent Sales of Unregistered Securities

The following represents all unregistered securities issued by the registrant during the current period, including sales of reacquired securities, as well as new issues, securities issued in exchange for property, services, or other securities, and new securities resulting from the modification of outstanding securities:

The following reflect the effects of the 10-to-1 reverse stock split that occurred on October 17, 2014:

On November 14, 2013,September 26, 2014, in connection with a certain Notice to Convert received from a non-related party, $381,359 in debt was converted at a price of $0.05 per share into 762,718 restricted shares of the Company’s common stock.

On September 26, 2014, in connection with certain Notice(s) to Convert received from four (4) related parties, $1,127,657 in debt was converted at a price of $0.05 per share into 2,255,314 restricted shares of the Company’s common stock.

On October 17, 2014, in connection with the Merger, the Company issued 50,00051,358,555 shares of restricted common stock to the thirteen (13) former shareholders of PearTrack Systems Group, Ltd.

On October 30, 2014, in connection with certain consulting agreements, the Company granted two consultants the right to purchase 400,000 shares of its restricted common stock at $0.001 per share.  The shares, valued at $100,000, were purchased for cash in the amount of $5.  The shares were valued at $3,500, which has been expensed in the current year$400, and $3,495 has been$99,600 was recorded as additional paid in capital.deferred compensation.

On December 17, 2013,October 31, 2014, in connection with a certain consulting agreement, the Company issued 60,000granted the consultant the right to purchase 1,000,000 shares of its restricted common stock for services rendered to the Company.at $0.001 per share.  The shares, were valued at $6,000, which has been expensed$250,000, were purchased for cash in the current year,amount of $1,000, and $5,980 has been$249,000 was recorded as additional paiddeferred compensation.

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On October 31, 2014, in capital.connection with a certain stock purchase agreement, the Company granted a consultant the right to purchase 100,000 shares of its restricted common stock at $0.001 per share.  The shares, valued at $25,000, were purchased for cash in the amount of $100, and $24,900 was recorded as compensation expense.

On November 21, 2014, in connection with a certain stock purchase agreement, the Company granted a consultant the right to purchase 150,000 shares of its restricted common stock at $0.001 per share.  The shares, valued at $49,500, were purchased for cash in the amount of $150, and. $49,850 was recorded as compensation expense.

On December 1, 2014, in connection with certain consulting agreements, the Company granted two consultants the right to purchase 750,000 shares of its restricted common stock at $0.10 per share, and 500,000 shares at $0.001 per share.  The shares, valued at $375,000, were purchased for cash in the amount of $75,500, and $299,500 was recorded as deferred compensation.

Exemption From Registration. The shares of Common Stock referenced herein were issued in reliance upon an exemption from registration afforded either under Section 4(2) of the Securities Act for transactions by an issuer not involving a public offering, or Regulation D promulgated thereunder, or Regulation S for offers and sales of securities outside the U.S.

The Company is a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and is not required to provide the information under this item.

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Forward-Looking Statements

This annual report contains forward-looking statements. These statements relate to future events or the Company’s future financial performance. In some cases, forward-looking statements can be identified by terminology such as "may", "should", "expects", "plans", "anticipates", "believes", "estimates", "predicts", "potential" or "continue" or the negative of these terms or other comparable terminology. These statements are only predictions and involve known and unknown risks, uncertainties and other factors that may cause the Company’s or the Company’s industry's actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. Although the Company believes that the expectations reflected in the forward-looking statements are reasonable, the Company cannot guarantee future results, levels of activity, performance or achievements. Except as required by applicable law, including the securities laws of the United States, the Company does not intend to update any of the forward-looking statements to conform these statements to actual results.

The Company’s consolidated audited financial statements are stated in United States Dollars and are prepared in accordance with United States Generally Accepted Accounting Principles. The following discussion should be read in conjunction with the Company’s consolidated audited financial statements and the related notes for the years ended December 31, 20132014 and 20122013 that appear elsewhere in this annual report.

As used in this annual report, and unless otherwise indicated, the terms “we”"we", “us”"us", “our”, “our company”"our," “the Company”  and “Ecologic” refer to Ecologic Transportation,"PearTrack" mean PearTrack Security Systems, Inc., and its wholly-owned subsidiaries, PearTrack Systems Group, Ltd. (“PTSG”), Ecologic Car Rentals, Inc. and Ecologic Products, Inc., unless otherwise indicated.

Corporate History

The Company wasPearTrack Security Systems, Inc., incorporated in the State of Nevada on September 30, 2005, underis a security and logistics company headquartered in Santa Monica, CA. The Company is currently structured with three wholly owned subsidiaries: PearTrack Systems Group, Ltd., Ecologic Products, Inc., and Ecologic Car Rentals, Inc., all Nevada corporations.  PearTrack Systems Group, Ltd. (“PTSG”), is headquartered in the name Heritage Explorations Inc. San Francisco Bay area of California, with offices in Manchester, England.  The Company’s current business activities are diversified into two specific markets: remote/mobile asset tracking  and environmental transportation and products .  

The Company’s primary focus is on the development and commercialization of its proprietary battery system in conjunction with its GPS tracking and management technologies. The Company’s vertically integrated activities, spanning from hardware design, software development, marketing and sales, to project implementation and system operations, aim to make logistics chains more secure and increase operational efficiency.  The Company continues to pursue wholesale distribution opportunities for the Ecologic Shine^®product, including product placement into major retail automotive chains. The Company is also developing a business plan for the retail distribution of the Ecologic Shine^® product line in anticipation of spinning the operating subsidiary out to Shareholders.

On June 20, 2008,September 26, 2014, in connection with the conversion of related party convertible debt in the amount of $1,127,657 (including principal and interest), and third party convertible debt in the principal amount of $381,359, an aggregate sum of $1,501,016 was converted into 30,180,321 restricted shares of the Company’s common stock, at a strike price of $0.05 per share. As a result, the Company’s total issued and outstanding common stock was increased to 57,065,061 shares.

On October 17, 2014, the Company merged witheffected a 10-for-1 reverse stock split, whereby one (1) new shares of the Company’s common stock was issued for each 10 shares of common stock held, thereby reducing the total issued and outstanding shares from 57,065,061 shares to 5,706,506 shares. In addition, the Company increased its authorized preferred stock to 25,000,000 shares, and its authorized common stock to 250,000,000 shares.

On October 17, 2014, pursuant to the Agreement and Plan of Merger dated October 9, 2014, PearTrack Acquisition Corp., a Nevada corporation (“PTAC”), the Company’s wholly owned subsidiary, and changed its name to USR Technology, Inc. (“USR”).  On June 26, 2008, USR, engaged primarily in the provision of international drilling services, began trading its common stock under the symbol “USRT”.

On April 26, 2009, the Company entered into an agreement and plan of merger, as amended, with Ecologic Sciences, Inc. (formerly, Ecologic Transportation, Inc.), a private Nevada corporation, and Ecological Acquisition Corp., a private Nevada corporation and wholly-owned subsidiary of the Company. Ecological Acquisition Corp. was formed by the Company for the purpose of acquiring all of the outstanding shares of Ecologic Sciences, Inc. Pursuant to the agreement and plan of merger, as amended, Ecologic Sciences, Inc. was to be merged with and into Ecological Acquisition Corp.,PTSG, with Ecologic Sciences, Inc. continuing afterPTSG as the merger assurviving entity (the “Merger”).  As a wholly-owned subsidiary of the Company.

On July 2, 2009,result, PTSG became the Company’s wholly-owned subsidiary Ecological Acquisition Corp. was merged into Ecologic Sciences, Inc. with Ecologic Sciences, Inc. being the sole surviving entity under the name “Ecologic Sciences, Inc.” and the Company being the sole shareholder of the surviving entity. Upon closingwholly owned subsidiary.  As part of the agreement, and plan of merger on July 2, 2009, the Company issued 17,559,486an aggregate of 51,358,555 restricted shares of itsthe Company’s common stock to the former PTSG shareholders of Ecologic Sciences, Inc. in considerationon a 5.13586 for the acquisition of all1 basis.  The issuance, representing approximately 90% of the Company’s issued and outstanding shares of common stock, increased the total issued and outstanding common shares infrom 5,706,506 shares to 57,065,061 shares. In addition, the capital of Ecologic Sciences,Company changed its name to PearTrack Security Systems, Inc. As of the closing date, the former shareholders of Ecologic Sciences, Inc. held approximately 75.85% of the issued and outstanding common shares of the Company.its trading symbol to OTCQB.PTSS.

Prior toIn connection with the Merger, effective October 17, 2014, Mr. William B. Nesbitt resigned as President and CEO, and Mr. Edward W. Withrow Jr., the Company was focused on the drilling services sectorPresident of PTSG and a member of the oil and gas industry. As of the closing date of the Merger on July 2, 2009, the Company became a development stage company in the business of environmental transportation, and was originally structured with three operating subsidiaries under the parent company, Ecologic Transportation, Inc.:

The subsidiary companies Ecologic Products, Inc. and Ecologic Systems, Inc. were created to provide an infrastructure and support for Ecologic Car Rentals, Inc., the Company’s primary operations and distribution channels for its environmental products.  

Change in infrastructure:

Through the Company’s subsidiary, Ecologic Systems, Inc. (“EcoSys”), the Company intended to develop and manage the “greening” of gas stations along with retrofitting them with alternative energy options and solutions.  To build this infrastructure, the Company intended to provide turnkey management, installation, and integration of equipment procurement, equipment installation, contracting, fuel, and regulatory tax incentive and grant subsidization proposals.

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The Company’s Board of Directors made the strategic decision to focus the majority of its resources and time on the development of its environmental car rental business, and on March 16, 2012, entered into(the “Board”), was appointed Mr. Nesbitt’s successor. Mr. Nesbitt remains a Share Exchange Agreement and Plan of Merger with Amazonas Florestal, Inc. (“Amazonas”) and EcoSys (the “Share Exchange”).  As a resultmember of the Share Exchange, 97%Board, as well as President and CEO the Company’s subsidiaries, Ecologic Car Rentals, Inc. and Ecologic Products, Inc.  In addition, Mr. Arran de Moubray, Mr. Paul B. Burke and Mr. John D. Macey, formerly directors of EcoSys’ common stock was owned byPTSG, were appointed to the Amazonas shareholdersBoard.

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On January 21, 2015, the "Company executed an Assignment and Licensed Rights Agreement (the “Agreement”) with PearLoxx Limited (“Amazonas Shareholders”PearLoxx”) dated December 19, 2014, for the exclusive license in perpetuity of certain patented intellectual property (the “Licensed Property”), 3% of EcoSys’ common stock was owned byas defined in the section “Intellectual Property” below. As consideration, the Company (the “EGCT Shares”), andshall pay PearLoxx a change in control took place whereby Amazonas became a wholly owned subsidiarypercentage of EcoSys.  On April 11, 2012, EcoSys changed its name to Amazonas Florestal, Ltd. (“AZFL”).  For a period of one hundred and eighty (180) days aftergross receipts generated from the closing, the EGCT Shares were subject to an anti-dilution provision, which protected the three (3%) percent ownershipsale of the issued and outstanding capital stock of AZFL owned byLicensed Property.  On March 9, 2015, the Company.  

PriorCompany amended the License Agreement to the Share Exchange, EcoSys introduced the Amazonas management to the holder of its sixty thousand dollar ($60,000) convertible note in order to have non-affiliate parties associated with Amazonas acquire all or a portion of the note.  EcoSys assisted in the facilitation of the acquisition of the noteinclude, among other things,  as part of its negotiations with Amazonas regarding the Share Exchange.  The terms of the convertible note allowedconsideration for the conversion ofLicensed Product, the debt into common stock at par value.  On March 26, 2012, the debt was converted, and an additional sixty million (60,000,000) shares were issuedright for Pearloxx to the note holders. The issuance of common stock pursuant to the terms of the convertible note, affected the total number of AZFL’s issued and outstanding shares, and triggered an anti-dilution provision as it pertains to thepurchase 5,706,506 shares of the EGCT shares. As a result, an additional 2,020,618 shares were issued toCompany’s common stock, valued at $1,711,952, for cash in the Company, thereby increasing the Company’s ownershipamount of AZFL to 3%.$5,707.  

On April 19, 2012, AZFL effectuatedFebruary 20, 2015, Mr. Philip J. Woolas was appointed as a 3 for 1 forward stock split, which increasedBoard member, to serve until the Company’s holding to 12,061,854 shares of AZFL common stock.

As of December 31, 2013, the Company held 12,061,854 shares of AZFL common stock (the EGCT shares). Management’s intent is to distribute the EGCT shares in the form of a dividend, to the Company’s shareholders of record on March 16, 2012 (the effective datenext annual meeting of the Merger), once AZFL has filed an S1 Registration and registers the AZFL Shares. The date by which the Form S1 was to be filed was extended by mutual agreement to January 31, 2013.  However, AZFL has not, to the Company’s knowledge, caused to register the EGCT shares by filing a Form S1, andshareholders and/or until his successor is in default of its agreement with the Company.  The Company has requested that AZFL complete the registration so the stock distribution can be completed.duly appointed.

Current Business

The Company is currently structured with three wholly owned subsidiaries: PearTrack Systems Group, Ltd., Ecologic Car Rentals, Inc. and Ecologic Products, Inc., all Nevada corporations.The Company’s current business activities are diversified into two specific markets: environmental transportation and products, and remote/mobile asset tracking.  

·

Through its wholly owned subsidiary,PearTrack Systems Group, Ltd., the Company intends to provide a suite of products in the M2M telematics and remote/mobile asset tracking and management industry, including a GPS tracking system and tracking devices with a proprietary long-life battery system for non-powered assets.

·

Throughits wholly owned subsidiaries,Ecologic Car Rentals, Inc. andEcologic Products, Inc., the Company continues its pursuits for viable environmental rental car opportunities, and its marketing and distribution endeavors for its environmental products. The Company anticipates that it will spin-out Ecologic Car Rentals and Ecologic Products, Inc. to its shareholders prior to the end of 2015.

Remote/Mobile Asset Tracking

PearTrack Systems Group, Ltd.

Through its wholly owned subsidiary, PearTrack Systems Group, Ltd., the Company’s focus is primarily on the development and commercialization of its proprietary battery system in conjunction with its global positioning system (“GPS”) tracking and management technologies. The Company is geared to offer market-leading proprietary solutions in the mobile to mobile (“M2M”) telematics and remote/mobile asset tracking and management industries.

Key components of PearTrack Tracking Products:

·

Battery Powered GPS Asset Tracking and Monitoring Systems with up to 10-year battery life for just about any remote asset, regardless of power supply.

·

Asset monitoring and alarm units ranging from a Personal Tracking device with a 30 day rechargeable battery, to a Container Security and Tracking Unit with a 10 year battery.

·

PT-700 or PT-1000: self-contained, wireless, concealable and easily fitted GPS enabled Asset Monitoring and Alert Systems with unique covert antenna kit, providing international GPS tracking (via GSM networks), temperature monitoring and door opening alerts sent directly to cell phone and/or email account.

·

PT Tracking Unit: a powerful Fault MonitoringandService Management Tool that monitors Generators, Chillers, Reefers, Irrigation Pumps, and Heavy Plant operating conditions, providing automatic alerts for critical events such as Low Oil Pressure, Engine Over-Temperature, Grid Failure, Low Output Flow, Low Fuel Level, Battery Failure, and Out of Temperature Range.

·

PearTrack TeleAsset: a remote Asset Management, GPS Tracking and Monitoring System providing critical real-time event-driven GPS enhanced Event Alerts and Usage information, and enables superior remote asset management through a single web-based portal.

·

PearTrack TeleAsset Platform: provides an end-to-end solution including:

·

GPS enabled M2M interface hardware fitted discretely to each asset that monitors alarms, gathers data, and communicates information to the PearTrack web portal using GPRS via the GSM mobile networks.

·

Centrally managed asset data software to process alarms and alerts.

·

Web portal internet-based user interface accessible using a standard web browser from any Internet enabled PC or handheld device.

·

Customization, hosting and system integration to provide tailored solutions to meet specific customer needs.

The Company intends to enhance its tracking products, and is assessing the areas of growth, with particular emphasis on the intermodal container market.  The Company’s vertically integrated activities, spanning from hardware design, software development, marketing and sales, to project implementation and system operations, aim to make logistics chains more secure and increase operational efficiency.

Environmental Transportation and Products

Ecologic Car Rentals, Inc.

Through its wholly owned subsidiary, Ecologic Car Rentals, Inc., the Company continues to focus on the development of its environmental transportation business through its two operating subsidiaries, Ecologic Car Rentals, Inc. and Ecologic Products, Inc.

Ecologic Car Rentals, Inc.

The Company’s primary focus is to develop an environmental car rental operation through its subsidiary, Ecologic Car Rentals, Inc.operation. The Company is currently pursuing viable opportunities within the car rental industry to develop and establish its own brand as a premier “green” car rental company offering environmentally-friendly vehicles.

The Company plans to acquire existing profitable independent car rental operations on a multi-regional basis and convert their operations to an Ecologic platform. The Company has identified certain independent car rental operations that would provide a multi-regional presence, and that can be used as a platform to become the only large “green” independent car rental operation in the U.S.

The Company will incrementally replacebelieves that the fleets with environmental vehicles overgrowth in demand for environmentally friendly cars, and the increase in major automakers’ production of new eco-friendly car models, has created a 12–24 month period.unique opportunity for an environmentally-friendly transportation company. The Company’s strategy is to co-brandidentify and acquire existing profitable independent car rental operations on a multi-regional basis, and convert their operations to an Ecologic platform.  By initially co-branding with the acquisitionsacquired companies for a limited period of time, ultimately completing the rebranding transition to “green” outlets as “Ecologic Car Rentals”.

Currently, can ultimately be completed. The comprehensive business strategy, which capitalizes on this unique opportunity, and the Company intendsbusiness model supports growth, while holding true to rent only environmentally friendly vehicles in the compact, full-size and sport-utility vehicle classes. The Company intends to rent cars on daily, multi-day, weekly and monthly basis. The Company expects that its primary source of revenue will consist of “base time and mileage” car rental fees which can include daily rates including mileage. The Company expects to also charge an additional fee for one-way rentals to and from specific locations. In addition to rental fees, the Company intends to sell other optional products to the Company’s customers, such as collision or loss damage waivers, supplemental liability insurance, personal effects coverage and gasoline.

The Company intends to have its car rental customers make rental reservations either via the Company’s website, www.ecologictransportation.com, at the Company’s proposed partners’ websites, at the rental counter at any of the Company’s proposed locations, by phone,  through online travel websites that the Company intends to partner with, or through a corporate account program in place with their employers.

On August 2, 2012 the Company entered into a 120-day Letter of Intent (“LOI”) to acquire all of the issued and outstanding shares of ACE Rent A Car, Inc. (“ACE”), an Indiana corporation. A second letter of intent (the “Second LOI”) was entered into between the Company and ACE effective December 1, 2012 and expired on January 31, 2013. Although the Company and ACE have not formally extended the Second LOI, they are currently actively engaged in due diligence.  Concurrently with the due diligence process, the Company has been actively seeking primarily equity-based financial support to effect the ACE acquisition.  The Company is currently working with financial institutions to secure a combined debt-equity structure offering that will enable the Company to complete its proposed acquisition.  ACE is under no obligation, neither verbally nor contractually, to sell ACE to the Company. The Company’s management and ACE are continuing discussions, and ACE is awaiting the Company’s revised acquisition proposal. There can be no guarantee that satisfactory financing arrangements will be secured to complete the acquisition.planet-friendly mission.

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As of December 31, 2013, the Company’s primary operations in the car rental business are still in the development stage.

Ecologic Products, Inc.Inc.

The Company is developing ecologically friendly products throughThrough its wholly owned subsidiary, Ecologic Products, Inc., the Company continues its development of ecologically friendly products. Initially, the Company’s product line will be focused on transportation and its ancillary markets. In anticipation of the Company’s first rental car location, and need for environmentally friendly car cleaning (one of the most important aspects of a car rental operation), theThe Company has developed Ecologic Shine^®, a device and system for near-waterless car washing that delivers cleaning comparable to normal washing without the use of any harmful chemicals.  The Ecologic Shine^® products and services are:

The Company is currently pursuingcontinues to pursue wholesale distribution opportunities for the Ecologic Shine^®product, line and continues to seek test marketing of its products throughincluding the product placement into major consumer andretail automotive retail chains, such as auto supply stores, convenience stores and gas stations, and other retail stores that would carry car wash products.chains. The Company is currently working withalso developing a car wash specialist to help develop the strategicbusiness plan for the retail distribution and the economic modeling of the Ecologic Shine^® retail proposition. product line in anticipation of spinning the operating subsidiary out to Shareholders.

The Company’s managementEcologic Products, Inc. has scheduledhad some success in its 3-year waterless car wash trial, undertaken in conjunction with Park ’N Fly in Atlanta, GA and Los Angeles CA, at Hartfield International Airport and LAX International Airport, respectively.

On February 27, 2014, the Company negotiated the sale of approximately 440 gallons of its Eco Shine, Eco Wash and Eco Prep products, representing approximately 2,640 car washes, to CISA Lubes NC, LLC, a meetingNorth Carolina operator of 33 quick auto lube operations in North Carolina.  

Ecologic Products, Inc. has expanded its business objectives beyond the scope of sustainable water practices through its Eco Shine operations to sustainable products that target corporate and government markets and has pursued several technologies at various stages of development.  

On June 12, 2014, the Company entered into a non-disclosure Agreement with SEaB Energy, Ltd., a Southampton, United Kingdom with the head of the International operating division ofWaste-to- Energy Company.  SEaB Energy develops Waste-to-Energy systems deploying a Chinese industrial company,containerized advanced digestion (AD) process. The process will, by stabilizing organic wastes, generate biogas (that will be combusted within CHP engines to conductgenerate electricity) and a digestate that will be employed as an in-person demonstration of the Ecologic Shine^® product.  This meeting is a follow up toorganic fertilizer.  In June 2014, the Company’s Chairman and CEO’s meetingsSEaB’s CEO met in BeijingLondon to discuss ways in which the Company could develop a business for SEaB’s two primary products, the Muckbuster^® and Shenzhen, China,the Flexibuster^©, in 2012.the United States.  The Chinese counterpartsCompany worked to develop a plan to install the Muckbuster^® product at Kennesaw State University, located in the greater Atlanta, Georgia, area.  After review, discussion and due diligence it was decided that the quantity of bio waste that could be utilized by the Muckbuster^® system was not large enough in daily volume to make the economics work.  The Company will continue to seek to identify opportunities for the SEaB product line, and will review its efforts at the end of the 2nd quarter 2015.

On June 15, 2014, the Company entered into a non-disclosure agreement with SheerWind, Inc., a Minnesota based innovative wind turbine company.  The discussions with SheerWind were preliminary and did not move past the exchange of private information.  

On June 26, 2014, the Company entered into a non-disclosure agreement with AquaFuel, Ltd., a Kent, United Kingdom based fuel technology company that has developed the first diesel generator to run on glycerin. Management negotiated, drafted and presented a Memorandum of Understanding to acquire an exclusive license for the United States.  The Company’s Chairman visited the AquaFuel headquarters for the purpose of demonstration of the AquaFuel generators and related due diligence. The Company’s due diligence indicated that the current development of glycerin as a fuel was unlikely to be attractive to the marketplace.  The Company is researching alternative bio fuel products that could work with the AquaFuel generators.

Planned Spin Offs

Although the Company continues to develop its environmental transportation business through Ecologic Car Rentals, Inc. and Ecologic Products, Inc., the Company and its board of directors feel the subsidiaries will be able to operate more effectively independently, with the goal of attracting new capital and exploiting their existing business, and will have the flexibility to establish new relationships in order to achieve their respective goals of generating shareholder value.

As such, the Company intends to effect spin-offs of its wholly owned subsidiaries, Ecologic Car Rentals, Inc. and Ecologic Products, Inc. The terms of the spin-offs include the distribution of a stock dividend of 57,065,061 shares of Ecologic Car Rentals, Inc. common stock, and 57,065,061 shares of Ecologic Products, Inc. common stock, to the Company’s meetings showed great interest inshareholders of record (excluding the Ecologic Shine^® waterless car wash product and requested additional information.  The Company followed up with two additional meetings that have ledformer shareholders of PTSG) on the Record Date of December 15, 2014 on a pro rata basis.  Subsequent to the upcoming in-person demonstration inspin-offs, Ecologic Car Rentals, Inc. and Ecologic Products, Inc. will operate as entities independent of the United Kingdom.  Company, under the leadership of Mr. William B. Nesbitt, who will serve as President and CEO of the companies.

The Company believes that, China’s need for environmentally sustainable solutionsas independent companies, Ecologic Products, Inc. and Ecologic Car Rentals, Inc. can promote and brand themselves so as to its business, coupled with the low costoperate successfully.  Mr. William B. Nesbitt will remain as President and CEO of labor, make China a unique opportunity for Ecologic Shine^®.both companies.

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Results of Operations

The financial information provided represents the combined balances of the Company and the previously separate entity, PearTrack Systems Group, Ltd., as if the merger took place December 7, 2013 (the date in which the companies were under common control).

The following summary of the Company’s results of operations should be read in conjunction with the Company’s consolidated audited financial statements for the years ended December 31, 20132014 and 2012,2013, which are included herein.