MYM NUTRACEUTICALS INC.
Suite 1500, 409 Granville St.
Vancouver, BC V6C 1T2
FORM 51-102F1
MANAGEMENT DISCUSSION AND ANALYSIS (MD&A) AS OF APRIL 26, 2018 TO ACCOMPANY
THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS OF MYM
NUTRACEUTICALS INC. (THE “COMPANY”) FOR THE NINE MONTHS ENDED FEBRUARY 28,
2018.
The following Management Discussion and Analysis (“MD&A”) of MYM Nutraceuticals Inc. (the “Company”
or “MYM”) has been prepared by management, in accordance with the requirements of National Instrument 51-
102 as of April 26, 2018 and should be read in conjunction with the unaudited condensed interim consolidated
financial statements (‘interim financial statements”) for the three and nine months ended February 28, 2018 and
the audited annual consolidated financial statements for the years ended May 31, 2017 and 2016, and the
related notes contained therein which have been prepared under International Financial Reporting Standards
("IFRS").The information provided in this document is not intended to be a comprehensive review of all
matters and developments concerning the Company.
All financial information in this MD&A has been prepared in accordance with IFRS and all dollar amounts are
quoted in Canadian dollars, the reporting and functional currency of the Company, unless specifically noted.
This MD&A contains certain forward-looking statements based on the best beliefs, and reasonable assumptions
of the management of the Company. Given these risks and uncertainties, the reader should not place undue
reliance on these forward-looking statements. (See “Risks and Uncertainties” in this MD&A for more
information).
Overview
MYM Nutraceuticals Inc. (the “Company” or “MYM”), a publicly traded company listed on the Canadian
Securities Exchange under the symbol: MYM, was incorporated pursuant to the Business Corporations Act of
British Columbia (“BCABC”) on July 11, 2014, under incorporation number BC1002050. The Company’s
head office is located at Suite 1500 - 409 Granville Street, Vancouver, British Columbia, Canada, and the
Company’s registered and records office is located at 10th Floor – 595 Howe Street, Vancouver, British
Columbia, V6C 2T5.
The Company has five wholly owned subsidiaries, Joshua Tree Brands Inc - previously-Adera Minerals Corp.
(“JTree”) incorporated pursuant to the BCABC on February 18, 2011 under incorporation number BC 0903363
and My Marijuana Natural Products Inc. (“MMNP”), MYM Holdings Inc. (“MYMH”), incorporated on May
14, 2014 and May 16, 2014 (BCABC), 1114865 B.C. Ltd. incorporated on April 11, 2017 (BCABC) and MYM
Holdings (WA) Inc. (“MYMWA”) incorporated in the State of Washington on June 1, 2016.)
The Company has a controlling interest in two subsidiaries:
51% of Sublime Culture Inc. incorporated December 30, 2013 (Canada Business Corporations Act)
75% of CannaCanada Inc, incorporated on April 4. 2013 (Registraire des enterprises Quebec.)
and a non-controlling interest in Solaris Nutraceuticals Inc. 35%.
The Company is in the business of acquiring and developing natural remedies and currently holds the rights to
various intangible assets including intellectual property, domain names and copyrights, customer lists, and has
two active applications to become a licensed producer under the Access to Cannabis for Medical Purposes
Regulations (“ACMPR”).
MYM NUTRACEUTICALS INC.
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Although the Company has started to invest resources for a medical marijuana business, there is no guarantee
the Company will be awarded a license to grow medical marijuana nor is there a time frame available as to
when the Company will be notified of the success of its applications.
Development of the Business
Applications to become an Authorized Licensed Producer of Cannabis for Medical Purposes “ACMPR”
Sublime Culture Inc. (Laval, Quebec)
In February 2017, the Company announced it had completed the acquisition of a fifty-one percent majority
interest in Sublime Culture Inc. (“Sublime”) and its inspection-stage application to become a Licensed
Producer of medical cannabis. In December the Company submitted the Confirmation of Readiness for a
License under the ACMPR to Health Canada for the 10,000-sf phase one Sublime production facility in Laval,
Quebec. The Company recently completed construction of phase one of the project and submitted the required
documented to Health Canada. The Company is awaiting approval from Health Canada for the cultivation and
production license. Phase two of the project includes a 26,000-sf expansion.
CannaCanada Inc. (Weedon, Quebec)
In June 2017, the Company announced that it had entered an exclusive deal with the Municipality of Weedon,
Quebec to build a 1.5 million-square-foot medical cannabis facility consisting of fifteen 100,000-square-foot
greenhouses. The agreement was signed by a new subsidiary CannaCanada Inc. that is initially 75% owned by
the Company. The Company has submitted an application to Health Canada to become a licensed producer
under the ACMPR. The Company has completed the design and architecture stage of the project and has
received approval of the building permit from the Municipality of Weedon.
Development of nutraceuticals business
Joshua Tree, HempMed and Dr. Furbaby (MJT Manufacturing)
In April 2017, the Company announced that it had completed the acquisition of 100% of the brand and assets of
"HempMed," a Toronto-based developer and marketer of hemp-based cannabidiol “CBD” extracts and oil
infused nutraceutical products. The Company has branded products under its new brand Joshua Tree for the
mainstream health market, Dr. Furbaby specifically for Pets, and HempMed targeted at the dispensary market.
Revenues for Joshua Tree, HempMed and Dr. Furbaby products have exceeded $1 million in sales for the nine
months ended February 28, 2018 through the development of the brands and distribution to retail customers.
The Company is exploring distributor relationships in key regions to accelerate the development of the brands.
In September 2017, the Company announced that it entered an Asset Purchase and Consulting Agreement with
9609989 Canada Inc. (d.b.a. Mary Jane’s Touch “MJT”), which manufactures and distributes CBD products
derived primarily from hemp, and possesses numerous formulations of CBD products and research on CBD.
MJT has been supplying CBD to MYM’s subsidiary, Joshua Tree, for use in Joshua Tree’s products. MYM
acquired MJT’s intellectual property and other assets to continue to develop its innovative nutraceutical
products.
The Company is building a 5,000-sf GMP-certified production facility located in Toronto, Ontario. The
Company has entered into a five-year lease agreement on new facilities to house the manufacturing of its CBD
MYM NUTRACEUTICALS INC.
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products and has substantially completed the design and architecture stage. The facility will produce Joshua
Tree, HempMed and Dr. Furbaby products.
International Expansion
Solaris Nutraceuticals - Joint Venture (New South Wales, Australia)
In October 2017 the Company announced a partnership with PUF Ventures Inc. for the construction of a one
million square foot facility called the Northern Rivers Project in New South Wales, Australia. The North Rivers
Project is a partnership with the local government in New South Wales, Australia. MYM will own 35% of the
Project, which will have the ability to produce at capacity 100,000 kilograms of cannabis per annum. Under
the JV Agreement, MYM will be responsible for 50% of the initial obligations to complete certain milestones.
The Company’s share of these obligations is $USD500,000. As at the date of this report, the company has
advance USD$225,000 for this project.
In December 2017 the Company announced that the applications for a medicinal cannabis license for the
Northern Rivers Project in Australia, for both cultivation and production, cannabis research license and
manufacturing license have been accepted by the Office of Drug Control (ODC). The applications have now
progressed to the assessment phase, all associated fees have been paid. The company will continue to provide
updates as appropriate while it progresses through the process. The Company also announced that the
Australian entity will begin operating under a new corporate name and will be known as Solaris Nutraceuticals
Pty Ltd. (formerly ”PUF Ventures Australia”).
In February 2018, a Solaris Nutraceuticals was awarded a $AUD2,500,000 Regional Jobs Investment Program
(RJIP) grant, through Federal Department of Innovation, Industry & Science
Columbia
In January 2018, the Company announced it has signed a Memorandum of Understanding (MOU) with
NEWCANNA S.A.S., a leading Colombian medical cannabis company. MYM and NEWCANNA are
proposing a joint venture or partnership agreement in which they would form a new, jointly owned company in
Colombia. This partnership would focus on the large-scale commercial cultivation and transformation of
cannabis and hemp for medical, scientific and industrial purposes and export to worldwide markets.
Intellectual Property
Budly
In February 2018 the Company completed the purchase of intellectual assets from Budly Software Inc.
(“Budly”), a leading software company that has developed a smartphone-enabled sales and distribution system
connecting medicinal cannabis patients with local dispensary drivers for fast delivery and monitoring of orders.
Using the system, a customer can select a dispensary, place an order, and then choose a driver to deliver it. The
customer can then track the order on his smartphone and knows exactly when it will arrive. Orders can be
placed via the Budly app on iOS, Android and Windows phones, and via the website www.budly.com.
MYM NUTRACEUTICALS INC.
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Results of Operations for the three and nine months ended February 28, 2018 compared to the three and
nine months ended February 28, 2017
The following table shows selected summary consolidated financial information which have been derived from
the consolidated financial statements of the Company.
Three months ended February 28, Nine months ended February 28,
2018 2017 2018 2017
Revenue $ 477,580 $ - $ 1,156,109 $ -
Gross Profit 395,826 - 831,997 -
General & Admin Expenses 2,195,491 100,174 4,232,720 184,278
Net Loss from Operations (1,799,665) (100,174) (3,400,723) (184,278)
Net Loss and Comprehensive
Loss
(1,799,665) (100,174) (3,400,723) (199,278)
Basic and Diluted Loss
per Common Share
$ (0.02) $ (0.00) $ (0.04) $ (0.00)
Weighted Average number of
Common Shares outstanding
98,160,901 54,987,423 91,098,862 54,287,528
Revenues for the three months ended February 28, 2018 were $477,580 compared to $nil during the three
months ended February 28, 2017. Revenues for the nine months ended February 28, 2018 were $1,156,109
compared to $nil during the nine months ended February 28, 2017. The increases in revenue during these
comparable periods are attributable to the development of Joshua Tree, HempMed and Dr. Furbaby brands.
Gross profit for the three months ended February 28, 2018 was $395,826 or 83% compared to $nil during the
three months ended February 28, 2017. Gross profit for the nine months ended February 28, 2018 was
$831,997 or 72% compared to $nil during the nine months ended February 28, 2017. Gross profit has increased
with the growth in revenues and improvements in gross profit have been achieved through increases in volumes
and reducing costs of raw materials and packaging.
General and administrative expenses for the three months ended February 28, 2018 were $2,195,491 compared
to $100,174 during the three months ended February 28, 2017. General and administrative expenses for the
nine months ended February 28, 2018 were $4,232,720 compared to $184,278 during the nine months ended
February 28, 2017. The company has progressed from start-up costs to ramp up in several divisions including
costs for the Joshua Tree operations and operating costs associated with Sublime and CannaCanada pursuing an
ACMPR License application and general corporate administration and communications expenses. Most
administrative expenses increased over the prior year as the Company opened offices at various subsidiaries to
manage operations and construction activities.
The fair value of options and shares granted and vested to certain key directors, management and consultants
were valued at $369,806 for the three months ended February 28, 2018 (2017: $6,706) using the Black Scholes
valuation model for options granted and fair value of shares issued to officers, management, and consultants
engaged during the period. The fair value of options and shares granted and vested to certain key directors,
management and consultants were valued at $943,545 for the nine months ended February 28, 2018 (2017:
$12,889) using the Black Scholes valuation model for options granted and fair value of shares issued to
officers, management, and consultants engaged during the period.
MYM NUTRACEUTICALS INC.
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Net loss for the three months ended February 28, 2018 was ($1,799,665) compared to ($100,174) during the
three months ended February 28, 2017. Net loss attributable to the company for the nine months ended
February 28, 2018 was ($3,400,723) compared to ($199,278) during the nine months ended February 28, 2017.
Summary of Quarterly Results
The following table shows selected summary consolidated financial information which have been derived from
the consolidated financial statements of the Company.
Q3 Q2 Q1 Q4 Q3 Q2 Q1 Q4
February 28 November 30 August 31 May 31 February
28
November 30 August 31 May 31
2018 2017 2017 2017 2017 2016 2016 2016
Revenues $477,580 $398,081 $280,448 $142,565 - - - -
Gross Profit $395,826 $249,889 $186,282 $63,993 - - - -
General and
Administrative
expenses
$2,195,491 $1,245,601 $791,628 ($681,512) ($100,174) ($40,652) ($58,452) ($89,867)
Net Loss ($1,799,665) ($995,712) ($605,346) ($695,039) ($100,174) ($40,652) ($58,452) ($713,447)
Loss per share ($0.02) ($0.01) ($0.01) ($0.01) $0.00 $0.00 $0.00 ($0.01)
Outstanding Share Data
The Company has an authorized share capital of an unlimited number of common shares, of which
108,888,801were issued as at the date of this report. In addition, the company has 14,315,996 share purchase
warrants outstanding and 6,217,500 incentive stock options outstanding.
Related Party Transactions
Key management personnel are those persons having authority and responsibility for planning, directing and
controlling the activities of the Company, directly or indirectly. Key management personnel include the
Company’s executive officers and Board of Director members.
The aggregate value of transactions relating to key management personnel were as follows:
NINE MONTHS ENDED
FEBRUARY 28
2018 2017
Salaries and benefits and management fees $ 661,541 $ 82,750
Stock-based compensation (vested during the period) 237,855 12,889
Total salaries and other short-term benefits $ 899,396 $ 95,639
During the nine months ended February 28, the Company advanced funds to directors in the amount of
$390,487 (May 31, 2017: Nil) for travel expenses and tax deductions for options exercised.
During the nine months ended February 28, 2018, the Company advanced $100,000 to a Company controlled
by a director of a subsidiary. The funds advanced were used to pay expenditures incurred on behalf of the
Company. As at February 28, 2018, there is no balance remaining in the advance account.
The Company did not enter into any new loan agreements with related parties during the nine months ended
February 28, 2018. Interest expense for the nine months ended February 28, 2018 was $nil (2017: $6,211)
MYM NUTRACEUTICALS INC.
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As at February 28, 2018, $200,319 (May 31, 2017 - $1,004) were owing to key management personnel or to a
company controlled by a director or key management personnel and the amounts were included in due to
related parties. The amounts payable are non-interest bearing, are unsecured, and have no specific terms of
repayment.
Liquidity and Solvency
The following table summarizes the Company’s cash on hand, working capital and cash flow:
As at February 28, 2018 May 31, 2017
Cash $ 9,557,204 $ 548,514
Working capital less deposits and prepaids 10,925,658 370,274
Period Ended February 28, 2018 May 31, 2017
Cash (used in) operating activities $ (3,240,052) $ (670,592)
Cash provided by (used in) investing activities (4,772,294) (41,456)
Cash (used in) provided by financing activities 17,569,550 1,115,406
Change in cash $ 9,557,204 $ 403,358
The Company is dependent on the borrowing of cash and the issuance of shares to finance its activities,
property acquisition payments and general and administrative costs. The Company will have to raise additional
funds in the future to continue its operations. There can be no assurance, however, that the Company will be
successful in its efforts. If such funds are not available or other sources of financing cannot be obtained, then
the Company will be forced to curtail its activities.
Capital Resources
The Company has minimal operations to generate cash flow and its long term financial success will be
dependent on the Company’s ability increase revenues, secure loans and grants and to obtain equity financing.
The Company’s next immediate step in development is to raise the capital required to continue its investment in
the Sublime and HempMed opportunities. The Company will continue to explore the other initiatives
management has or may identify.
The Company has not pledged any of its assets as security for loans, or otherwise is not subject to any debt
covenants.
Off-Balance Sheet Arrangements
NA
Proposed Transactions
The Company does not have any proposed transactions
Critical Accounting Judgements and Estimates
During the year the Company generated revenues, some of which may be subject to collectivity. The Company
assesses the collectability of receivables on an ongoing basis. A provision for the impairment of receivables
MYM NUTRACEUTICALS INC.
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involves significant management judgment and includes the review of individual receivables based on
individual customer creditworthiness, current economic trends and analysis of historical bad debts. As this is a
new process for the Company and given that all sales are currently on a cash basis, the amounts recorded as bad
debts for the current year are based on actual collection results.
Changes in Accounting Policies
The Company has not implemented or adopted any new standards during the quarter.
Financial Instruments
The Company is exposed in varying degrees to a number of risks arising from financial instruments.
Management’s close involvement in the operations allows for the identification of risks and variances from
expectations. The Company does not participate in the use of financial instruments to mitigate these risks and
has no designated hedging transactions. The Board approves and monitors the risk management processes. The
Board’s main objectives for managing risks are to ensure liquidity, the fulfillment of obligations, the
continuation of the Company’s exploration activities, and limited exposure to credit and market risks. There
were no changes to the objectives or the process from the prior period.
The types of risk exposure and the way in which such exposures are managed are as follows:
a) Credit Risk
Credit risk primarily arises from the Company’s cash and cash equivalents and amounts receivable. The
risk exposure is limited to their carrying amounts at the statement of financial position date. Cash and cash
equivalents are held as cash deposits or invested in guaranteed investment certificates with various maturity
dates. The Company does not invest in asset-backed deposits or investments and does not expect any credit
losses. The Company periodically assesses the quality of its investments and is satisfied with the credit
rating of the bank and the investment grade of the guaranteed investment certificates.
b) Liquidity Risk
Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they become
due. The Company ensures there is sufficient capital to meet short term business requirements. One of
management’s goals is to maintain an optimal level of liquidity through the active management of assets,
liabilities and cash flows.
The Company’s cash and cash equivalents are deposited in major banks or invested in guaranteed
investment certificates, which are available on demand to fund the Company’s operating costs and other
financial demands.
c) Market Risk
The significant market risks to which the Company is exposed are currency and interest rate risk.
i) Currency Risk
The operating results and financial position of the Company are reported in Canadian dollars. As the
Company is exploring opportunities in an international environment, some of the Company’s financial
instruments and transactions are denominated in currencies other than the Canadian dollar. The results
of the Company’s operations are subject to currency risk.
Many of the Company’s costs are incurred in Canada and are denominated in Canadian dollars. Foreign
currency transactions are booked at historical cost in Canadian dollars.
MYM NUTRACEUTICALS INC.
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As at February 28, 2018, the Company is not exposed to any currency risk.
ii) Interest Rate Risk
The Company’s policy is to invest excess cash in guaranteed investment certificates at fixed or floating
rates of interest and cash equivalents are to be maintained in floating rates of interest in order to
maintain liquidity, while achieving a satisfactory return for shareholders. As at February 28, 2018, the
Company held $7,000,000 in a guaranteed investment certificate at 1.35% with a maturity date of
February 26, 2019. Fluctuations in interest rates impact the value of cash and cash equivalents. The
Company manages risk by monitoring changes in interest rates in comparison to prevailing market
rates.
Currently, the Company believes that it is not exposed to significant interest, currency or credit risks
arising from its financial instruments.
Subsequent Events
Subsequent to the period end, 1,086,000 warrants were exercised for proceeds of $918,000.
Subsequent to the period end, 640,000 Options were granted to directors, employees and consultants and
140,000 were cancelled.
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