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GOODBODY HEALTH INC. (FORMALLY SATIVA WELLNESS GROUP INC.)

MANAGEMENT'S DISCUSSION AND ANALYSIS

OF THE COMPANY'S FINANCIAL CONDITION AND RESULTS OF OPERATIONS FOR THE THREE MONTHS ENDED March 31, 2022

FORM 51-102F1

Contents

DATE AND SUBJECT OF REPORT......................................................................................

3

SCOPE OF ANALYSIS ........................................................................................................

3

DESCRIPTION OF BUSINESS.............................................................................................

3

BUSINESS UPDATE Q1 2022............................................................................................

8

OUTLOOK 2022 & RECENT DEVELOPMENTS SINCE FIRST QUARTER 2022 ..................

12

RESULTS OF OPERATIONS .............................................................................................

12

SUMMARY OF QUARTERLY RESULTS ............................................................................

15

LIQUIDITY, CASH FLOWS AND CAPITAL RESOURCES ....................................................

18

OFF BALANCE SHEET ARRANGEMENTS ........................................................................

20

RELATED PARTY TRANSACTIONS ..................................................................................

20

RISKS AND UNCERTAINTIES ..........................................................................................

21

ACCOUNTING POLICIES, ESTIMATES AND JUDGMENTS ...............................................

32

SHARE CAPITAL INFORMATION ....................................................................................

32

APPOINTMENTS AND RESIGNATION OF DIRECTORS AND EXECUTIVE OFFICERS ........

37

FINANCIAL AND DISCLOSURE CONTROLS AND PROCEDURES ......................................

37

FORWARD LOOKING STATEMENTS...............................................................................

38

APPROVAL .....................................................................................................................

38

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DATE AND SUBJECT OF REPORT

The following Management Discussion & Analysis ("MD&A") is intended to assist in the understanding of the trends and significant changes in the financial condition and results of operations of GOODBODY HEALTH INC. (hereinafter "Goodbody" or the "Company") for the three months ended March 31, 2022.

This MD&A has been prepared with an effective date of May 24th, 2022 the date it was authorised for issue by the board of directors, and should be read in conjunction with the Company's March 31, 2022 unaudited consolidated financial statements as filed on SEDAR.

SCOPE OF ANALYSIS

The following is a discussion and analysis of Goodbody Health Inc. (formerly Sativa Wellness Group Inc.). The Company reports its financial results in British pounds and in accordance with International Financial Reporting Standards ("IFRS"). All reported financial information includes the financial results of the Company and its subsidiaries. This MD&A is presented in British pounds unless otherwise stated.

DESCRIPTION OF BUSINESS

Goodbody Health Inc. is a publicly traded corporation incorporated in Canada with offices located at The Blue Building, Stubbs Lane, Beckington, Somerset, BA11 6TE, UK and from 1st March 2022 at 707-1160 Burrard Street, Vancouver, Canada. The Company's common shares are traded on the Canadian Securities Exchange ("CSE") and the Apex segment of the AQSE Growth Market ("AQSE"), under the trading symbol "GDBY", is quoted on the over-the-counter ("OTC") QB market in the United States under the trading symbol "GDBYF", and the Frankfurt Stock Exchange "FSE", under the trading symbol 4840.

What We Do

Our Vision

Goodbody Group's vision is to be recognised as one of the leading health & wellness companies in the territories that it operates. Goodbody is an aggregator of the highest quality, most innovative range of health services and products which include covid tests, blood tests, genome tests, other diagnostic tests, technology and CBD products to meet today's fast evolving consumer expectations. We plan to expand our distribution network and relevant partnerships to provide these high-quality health products and services in the UK, Europe, and North America.

Goodbody Health Inc. is a trusted health and wellness company that operates in the United Kingdom and Europe.

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Goodbody Products

Goodbody Health Group produces an entirely EU- based compliant CBD product and feels it is uniquely positioned to meet the requirements of the EU marketplace. ISO2002, Hazardous and Critical Control Process ("HACCP") and Good Manufacturing Practices (GMP) certificates greatly increase the value of an extraction Company's products.

The Company's CBD operations comprise extraction and formulation facilities in Poland, and sales and marketing in the UK, supporting 4 Pillars of the product range: Sleep, Restore, Calm, and Relief.

Activities include:

  • CBD extraction, wholesale bulk isolate and distillate sales from the Olimax factory in Poland
  • Offering White Label & Wholesale products across the range
  • Agreement with distribution partner in Germany to develop the European market
  • Product Range Development

Goodbody Products

Our products are positioned as 'Best Quality, Best Price Guaranteed', underpinning our positioning with a membership model offering the cheapest CBD prices that can be found in the UK market today. Guaranteed quality and prices to the consumer or their money back.

This enables the Group to generate long term predictable revenues with the opportunity to build loyalty to the brand. The quality is re-enforced through the processes undertaken to manufacture the products and the in-house scientific and quality team. Quality also substantiated through evidence based on customer reviews, Trust Pilot reviews, Live Chat and research articles.

Goodbody's focus is the European marketplace, which comprises the UK, the EU and the rest of Europe. The UK is the leading consumer market for retail CBD products, followed by countries such as Italy and Germany, with strong growth in emerging CBD markets such as Poland and the Czech Republic. On August 24th, 2021 the Company signed a distribution agreement with German Partners Lexamed GMBH. Olimax the Company's Poland subsidiary will be producing a broader range of products for the German market.

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PhytoVista Laboratories

Phytovista is a leading accredited cannabinoid testing laboratory which tests CBD and hemp derived products. PhytoVista Laboratories has been granted accreditation to ISO/IEC 17025:2017, General requirements for the competence of testing and calibration laboratories granted by United Kingdom Accreditation Service (UKAS), the UK governments appointed National Accreditation Body. Accreditation to ISO/IEC 17025 plays an important role in supporting the provision of accurate and reliable results from laboratory testing, calibration, sampling, and measurement services.

The Company's custom-built,state-of-the-art laboratories in the UK and Poland use stringent methodology to ensure delivery of accurate results, compliance, and the highest quality.

Goodbody Wellness Services

COVID-19 Testing - Growth through PCR testing

In November 2020, the Company announced the opening of the Goodbody Clinic in the Company's Goodbody Wellness store in Bath, UK. Since then, the company had grown to a network of Community Diagnostic sites ("CDS") providing COVID PCR, antigen and antibody testing for those who want to find out if they have had COVID 19 and to see if they have developed antibodies. Customers book an appointment online and attend in-clinic to undertake a test administered by a trained medical professional. The test samples are sent to accredited laboratories, with express "next day" delivery service available for PCR tests, delivering certificates via email and SMS. Rapid antigen and antibody results are available within 15 minutes.

We have a consumer website and a network of over 180 clinics as of 31st March 2022 having only 2 at the end of the 2020, and continue to roll out to new pharmacies to offer CDSs the following:

  • In clinic Coronavirus IgG IgM Antibody testing for past infection.
  • In clinic Coronavirus Antigen testing for current infection.
  • In clinic Coronavirus (RT-) PCR Test for current infection.
  • Home test kits for Coronavirus Antigen testing and a range of other diagnostic tests.
  • 35 capillary draw tests including single assessment and broad range diagnostic products such as well as 'Well Women' and 'Well Man'.
  • In clinic finger prick quick result diagnostic technology.

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Goodbody Health Inc. published this content on 24 May 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 24 May 2022 21:21:05 UTC.