The following Management's Discussion and Analysis or Plan of Operation contains
forward-looking statements that involve risks and uncertainties, as described
below. Kidoz Inc's (the "Company", "we", or "us") actual results could differ
materially from those anticipated in these forward-looking statements. The
following discussion should be read in conjunction with the unaudited interim
consolidated financial statements and notes thereto included in Part I - Item 1
of this Quarterly Report, and the audited consolidated financial statements and
notes thereto and the Management Discussion and Analysis or plan of Operations
included in our Annual Report on Form 10-K for the fiscal year ended December
31, 2021.


FORWARD LOOKING STATEMENTS





All statements contained in this Quarterly Report on Form 10-Q and the documents
incorporated herein by reference, as well as statements made in press releases
and oral statements that may be made by us or by officers, directors or
employees acting on our behalf, that are not statements of historical fact
constitute "forward-looking statements" within the meaning of the Private
Securities Litigation Reform Act of 1995. Such forward-looking statements
involve known and unknown risks, uncertainties and other factors that could
cause our actual results to be materially different from historical results or
from any future results expressed or implied by such forward-looking statements.
Readers should consider statements that include the terms "believe," "belief,"
"expect," "plan," "anticipate," "intend" or the like to be uncertain and
forward-looking. In addition, all statements, trends, analyses and other
information contained in this report relative to trends in net sales, gross
margin, anticipated expense levels and liquidity and capital resources,
constitute forward-looking statements. Particular attention should be paid to
the facts of our limited operating history, the unpredictability of our future
revenues, our need for and the availability of capital resources, the evolving
nature of our business model, and the risks associated with systems development,
management of growth and business expansion. Except as required by law, we
undertake no obligation to update any forward-looking statement, whether as a
result of new information, future events or otherwise. All cautionary statements
made herein should be read as being applicable to all forward-looking statements
wherever they appear. Readers should consider the risks more fully described in
our Annual Report on Form 10-K for the year ended December 31, 2021, filed with
the Toronto Venture Stock Exchange on SEDAR and the Securities and Exchange
Commission (the "SEC") and should not place undue reliance on any
forward-looking statements.



Page 25






OVERVIEW



Kidoz Inc. (TSXV:KIDZ) owns the leading Children's Online Privacy Protection
Rule ("COPPA") & General Data Protection Regulation ("GDPR") compliant
contextual mobile advertising network that safely reaches hundreds of million
kids, teens, and families every month. Google certified and Apple approved,
Kidoz provides an essential suite of advertising technology that unites brands,
content publishers and families. Trusted by Disney, Hasbro, Lego and more, the
Kidoz Contextual Ad Network helps the world's largest brands to safely reach and
engage kids across thousands of mobile apps, websites and video channels. The
Kidoz network does not use location or Personally Identifiable Information
("PII") data tracking commonly used in digital advertising. Instead, Kidoz has
developed advanced contextual targeting tools to enable brands to reach their
ideal customers with complete brand safety. A focused AdTech solution provider,
the Kidoz SDK and Kidoz Programmatic network have become essential products in
the digital advertising ecosystem. Our commitment to advertising privacy and
safety has created one of the fastest growing mobile networks in the world.



Kidoz is the market leader in contextual mobile advertising and the segment is
only beginning to develop as new rules and stricter regulations are enacted and
enforced by Google, Apple, and governments around the world. Kidoz builds and
maintains the Kidoz SDK (Software Development Kit) that app developers install
into their apps before releasing them into the App Stores. The Kidoz SDK is the
core of the advertising technology that enables Kidoz to access advertising
impressions available for sale. The Kidoz proprietary advertising system is
compliant with COPPA, GDPR-K and other regulations adopted to protect the
privacy and security of minors. The Kidoz proprietary advertising technology is
installed in thousands of different apps, making it the most popular contextual
mobile solution in the market.



Kidoz has established its leadership position through continued investments into
research and development. Mobile devices are the primary tool used for all
digital activities in everyday life across the entire world. The predominance of
mobile is well established and Kidoz is well positioned to benefit from the wide
adoption of its technology across thousands of popular apps. As the number of
active campaigns live on Kidoz has increased substantially over the past 18
months, Kidoz has recruited hundreds of new apps and developers that focus on a
wide range of audience segments. As a result of Kidoz's rapid growth, the
Company is now able to expand beyond its core advertising audience of children,
and begin to contextually target teens and parents for its brand partners.



Mobile AdTech systems are some of the most integrated and most valuable systems
in the world. The scale of users we can reach with the Kidoz network is powerful
and it opens many new opportunities for the Company. Extending our media
offering beyond children is the first step we are taking as our sales and agency
partners are interested in accessing these related segments of our traffic.
Kidoz is experiencing a period of rapid growth and we are extending our business
model in ways that will fill our huge available inventory with safe and high
performing media.



Driving our revenue growth is strong underlying system growth for both users and
publishers that are accessing the Kidoz technology. Media budgets continue to
shift from linear TV to digital platforms like Kidoz as brands seek to engage
their customers where families spend most of their screen time. In addition,
regulation at the government level is positively influencing growth of the KIDOZ
Safe Ad Network. COPPA in America and GDPR in Europe have forced advertisers and
publishers to ensure their data and advertising methodologies are safe.
Regulators in America are updating COPPA to further enhance child safety online,
and regulators in China, India and other regions are considering similar
measures. As Kidoz is compliant, the Company benefits from all child-safe
advertising regulation.



Building on our performance in 2021, we plan to continue our successful growth
strategies in 2022. Our sales, product, and operational strategies are custom
fit to match the favourable regulatory, consumer, and technological trends
occurring in the market. The Kidoz programmatic technology is live, growing, and
actively filling publisher inventory with campaigns safely sourced from the
programmatic marketplace. As Kidoz advances its multiple product offerings, new
opportunities arise in the bountiful mobile advertising ecosystem that is
projected by eMarketer to exceed over US$400 billion by 2023 (eMarketer). It is
our intention to explore expanding, either through additional uses of our new
technology platforms for the entire mobile advertising market, or via
synergistic M&A.



Page 26






Furthermore, while the focus of the Company is the development and expansion of
the Kidoz Safe Ad Network, we are developing our technology to expand into new
markets, increase the scope of our market to include teens and families in a
safe and secure manner either through new connections to the wider mobile
advertising market, including the introduction and operation of our programmatic
system, or via synergistic M&A. The Company continues to invest heavily in the
first three quarters of 2022, increasing its overall staff from 30 at December
31, 2021 to 38 at September 30, 2022, with a further 3 hires subsequent to the
quarter ended September 30, 2022, plus adding 7 sales partnerships throughout
the world, preparing for the likely significant growth in advertising demand in
its fourth quarter, which historically has accounted for over 50% of the
Companies annual total business.



Kidoz's mobile products include the Kid Mode Operating System installed on millions of OEM tablets worldwide, Rooplay (www.rooplay.com) the cloud-based EduGame system for kids to learn and play, Garfield's Bingo (www.garfieldsbingo.com) live on Android, and iOS; and Trophy Bingo (www.trophybingo.com), live across mobile platforms.

References in this document to "the Company," "we," "us," and "our" refer to Kidoz Inc.





Our executive offices are located at Hansa Bank Building, Ground Floor, Landsome
Road, The Valley, AI 2640, The Valley, Anguilla, B.W.I. Our telephone number is
(888) 374-2163.



CRITICAL ACCOUNTING POLICIES



Our discussion and analysis of our financial condition and results of operations
are based upon our financial statements, which except for lack of all detailed
note disclosures, have been prepared in conformity with accounting principles
generally accepted in the United States. The preparation of these financial
statements requires us to make estimates and judgments that affect the reported
amounts of assets, liabilities, revenues and expenses, and related disclosure of
contingent assets and liabilities. On an ongoing basis, management evaluates
these judgments and estimates, including whether there are any uncertainties as
to compliance with the revenue recognition criteria described below, and
recoverability of long-lived assets, as well as the assessment as to whether
there are contingent assets and liabilities that should be recognized or
disclosed for the consolidated financial statements to fairly present the
information required to be set forth therein. We base our estimates on
historical experience and on various other assumptions that are believed to be
reasonable under the circumstances, the results of which form the basis for
making judgments about the carrying values of assets and liabilities that are
not readily apparent from other sources. Actual results may differ from these
estimates under different assumptions or conditions.



We consider the following accounting policies to be both those most important to the portrayal of our financial condition and require the most subjective judgment:





  - Revenue recognition;
  - Software development
  - Impairment of long-lived assets
  - Goodwill




Revenue Recognition



In accordance with ASC 606, Revenue from Contracts with Customers, revenue is
recognized when a customer obtains control of promised services. The amount of
revenue recognized reflects the consideration to which the Company expects to be
entitled to receive in exchange for these services.



We derive substantially all of our revenue from the sale of Ad tech advertising revenue.





Page 27

To achieve this core principle, the Company applied the following five steps:

1) Identify the contract with a customer





A contract with a customer exists when (i) the Company enters into an
enforceable contract with a customer that defines each party's rights regarding
the services to be transferred, whose impression count will form the basis of
the revenue and identifies the payment terms related to these services, (ii) the
contract has commercial substance and, (iii) the Company determines that
collection of substantially all consideration for services that are transferred
is probable based on the customer's intent and ability to pay the promised
consideration. The Company applies judgment in determining the customer's
ability and intention to pay, which is based on a variety of factors including
the customer's historical payment experience or, in the case of a new customer,
published credit and financial information pertaining to the customer.



2) Identify the performance obligations in the contract


Performance obligations promised in a contract are identified based on the
services that will be transferred to the customer that are both capable of being
distinct, whereby the customer can benefit from the service either on its own or
together with other resources that are readily available from third parties or
from the Company, and are distinct in the context of the contract, whereby the
transfer of the services is separately identifiable from other promises in the
contract. To the extent a contract includes multiple promised services, the
Company must apply judgment to determine whether promised services are capable
of being distinct and distinct in the context of the contract. If these criteria
are not met the promised services are accounted for as a combined performance
obligation.


3) Determine the transaction price

The transaction price is determined based on the consideration to which the Company will be entitled in exchange for transferring services to the customer. None of the Company's contracts contain financing or variable consideration components.

4) Allocate the transaction price to performance obligations in the contract





If the contract contains a single performance obligation, the entire transaction
price is allocated to the single performance obligation. Contracts that contain
multiple performance obligations require an allocation of the transaction price
to each performance obligation based on a relative standalone selling price
basis. The Company determines standalone selling price based on the price at
which the performance obligation is sold separately. If the standalone selling
price is not observable through past transactions, the Company estimates the
standalone selling price taking into account available information such as
market conditions and internally approved pricing guidelines related to the
performance obligations.



5) Recognize revenue when or as the Company satisfies a performance obligation





The Company satisfies performance obligations at a point in time as discussed in
further detail under "Disaggregation of Revenue" below. Revenue is recognized at
the time the related performance obligation is satisfied by transferring a
promised service to a customer.



Page 28






Disaggregation of Revenue


All of the Company's performance obligations, and associated revenue, are generally transferred to customers at a point in time. The Company has the following revenue streams:

All of the Company's performance obligations, and associated revenue, are generally transferred to customers at a point in time. The Company has the following revenue streams:

1) Ad tech advertising revenue - The Company generally offers these services

under a customer contract Cost-per-Impression (CPM), Cost-Per-Install or CPI

arrangements, Cost per completed video view or CPC and/or Cost-Per-Action or

CPA arrangements with third-party advertisers and developers, as well as

advertising aggregators, generally in the form of insertion orders that

specify the type of arrangement (as detailed above) at particular set budget

amounts/restraints. These advertiser customer contracts are generally short

term in nature at less than one year as the budget amounts are typically spent

in full within this time period. These agreements typically include the

delivery of Ad tech advertising through partner networks, defined as

publishers / developers, to home screens of devices and agree on whose results


   will be relied on from a revenue point of view.




The Company has concluded that the delivery of the Ad tech advertising is
delivered at a point in time and, as such, has concluded these deliveries are a
single performance obligation. The Company invoices fees which are generally
variable based on the arrangement, which would typically include the number of
impressions delivered at a specified price per application. For impressions
delivered, revenue is recognized in the month in which the Company delivers the
application to the end consumer or the month when the campaign ends.



2) Content revenue - The Company recognizes content revenue on the following


   forms of revenue:



a) Carriers and OEMs - The Company generally offers these services under a customer contract per tablet device license fee model with OEMs. Monthly or quarterly license fees are based on the OEM agreement with the number of devices the Kidoz Kid Mode is installed upon.


b) The Company generates revenue through subscriptions or premium sales of
Rooplay, (www.rooplay.com) the cloud-based EduGame system for kids to learn and
play within its games on smartphones and tablet devices, such as Apple's iPhone
and iPad, and mobile devices utilizing Google's Android operating system. Users
can download the Company's games through Digital Storefronts and decide to
subscribe to the multiple of educational and fun games in the Rooplay,
cloud-based EduGame system or make a premium per purchase of particular games.
The revenue is recognized net of platform fees.



c) Rooplay licensing - The Company licenses its branded educational games under
a monthly cost per game agreement license fee model. Monthly license fees are
based on the number of games licensed.



d) In App purchases - The Company generates revenue through in-application
purchases ("in-app purchases") within its games; (i.e. Trophy Bingo
(www.trophybingo.com)) on smartphones and tablet devices, such as Apple's iPhone
and iPad, and mobile devices utilizing Google's Android operating system. Users
can download the Company's free-to-play games through Android, Amazon, iOS and
Facebook Messenger (this was discontinued in fiscal 2021) and pay to acquire
virtual currency which can be redeemed in the game for power plays. The initial
download of the mobile game from the Digital Storefront does not create a
contract under ASC 606 because of the lack of commercial substance; however, the
separate election by the player to make an in-application purchase satisfies the
criterion thus creating a contract under ASC 606.



The Company has identified the following performance obligations in these contracts:

i. Ongoing game related services such as hosting of game play, storage of customer content, when and if available content updates, maintaining the virtual currency management engine, tracking gameplay statistics, matchmaking as it relates to multiple player gameplay, etc.





Page 29





ii. Obligation to the paying player to continue displaying and providing access to the virtual items within the game.





Neither of these obligations are considered distinct since the actual mobile
game and the related ongoing services are both required to purchase and benefit
from the related virtual items. As such, the Company's performance obligations
represent a single combined performance obligation which is to make the game and
the ongoing game related services available to the players. The revenue is
recognized net of platform fees.



Software Development Costs



The Company expensed all software development costs as incurred for the period
ended September 30, 2022 and 2021. As at September 30, 2022 and 2021, all
capitalized software development costs have been fully amortized and the Company
has no capitalized software development costs.



Total software development costs were $12,333,490 as at September 30, 2022 (December 31, 2021 - $10,559,601).

Impairment of Long-lived Assets





If such assets are considered to be impaired, the impairment to be recognized is
measured by the amount by which the carrying amount of the assets exceeds the
fair value of the assets. Assets to be disposed of are reported at the lower of
the carrying amount and the fair value less costs to sell.



Intangible assets are recorded at cost less accumulated amortization.
Amortization is provided for annually on the straight-line method over the
following periods:



                          Amortization
                                period
Ad Tech technology             5 years
Kidoz OS technology            3 years
Customer relationship          8 years




Goodwill
The Company accounts for goodwill in accordance with the provisions of ASC 350,
Intangibles-Goodwill and Others. Goodwill is the excess of the purchase price
over the fair value of identifiable assets acquired, less liabilities assumed,
in a business combination. The Company reviews goodwill for impairment. Goodwill
is not amortized but is evaluated for impairment at least annually or whenever
events or changes in circumstances indicate that it is more likely than not that
the carrying amount may not be recoverable.



The goodwill impairment test is used to identify both the existence of
impairment and the amount of impairment loss, and compares the fair value of a
reporting unit with its carrying amount and is based on discounted future cash
flows, based on market multiples applied to free cash flow. The determination of
the fair value of our reporting units requires management to make significant
estimates and assumptions including the selection of control premiums, discount
rates, terminal growth rates, forecasts of revenue and expense growth rates,
income tax rates, changes in working capital, depreciation, amortization and
capital expenditures. Changes in assumptions concerning future financial
results, exogenous market conditions, or other underlying assumptions could have
a significant impact on either the fair value of the reporting unit or the
amount of the goodwill impairment charge. If the carrying value of the reporting
unit exceeds its fair value, an impairment loss is recognized in an amount equal
to that excess, limited to the total amount of goodwill allocated to that
reporting unit.



During the year ended December 31, 2021, the Company deemed there was no impairment of the goodwill.





Page 30






RESULTS OF OPERATIONS



Revenue



Total revenue, net of platform fees (to Apple, Google and Amazon) and
withholding taxes, for the quarter ended September 30, 2022, increased to
$3,505,812, an increase of 25% from revenue of $2,814,642 for the third quarter
of 2021 and an increase of 39% from revenue of $2,513,613 in the second quarter
of 2022. Ad Tech advertising revenue increased to $3,454,824 for the quarter
ended September 30, 2022, an increase of 25% from ad tech advertising revenue of
$2,759,508 in the third quarter of 2021, and an increase of 39% from revenue of
$2,484,799 in the second quarter of 2022. Content revenue decreased to $50,988,
for the quarter ended September 30, 2022, a decrease of 8% from revenue of
$55,134 in the third quarter of 2021, and an increase of 77% from revenue of
$28,814 in the second quarter of 2022. The increase in total revenue compared to
the third quarter of fiscal 2021 and the second quarter of fiscal 2022 is due to
the ongoing shift from TV advertising to mobile advertising with the strong
demand for kid safe contextual advertising generated.



Selling and marketing expenses





Selling and marketing expenses were $222,379 for the quarter ended September 30,
2022, an increase of 42% over expenses of $156,122 in the third quarter of
fiscal 2021 and a decrease over expenses of $251,788 in the second quarter of
fiscal 2022. This increase in sales and marketing expenses in the quarter ended
September 30, 2022, compared to the third quarter of fiscal 2021, is due to an
increase in sales and marketing staff to anticipated manage the growth in the
Direct, Programmatic and Performance segments of our AdTech business.



We expect to incur increased sales and marketing expenses in selling the Ad tech advertising and to grow the Ad tech advertising revenue. There can be no assurances that these expenditures will result in increased traffic or significant additional revenue.

General and administrative expenses


General and administrative expenses consist primarily of premises costs for our
offices, legal and professional fees, and other general corporate and office
expenses. General and administrative expenses of $178,717 for the quarter ended
September 30, 2022, an increase of 23% from costs of $145,765 for the third
quarter of fiscal 2021 and a decrease of 4% from costs of $186,119 for the
second quarter of fiscal 2022. The increase in general and administrative
expenses compared to the third quarter of fiscal 2021 is due an increase in fees
paid to our professional advisors and increased travel due to easing of COVID
restrictions.



We expect to continue to incur general and administrative expenses to support
the business, and there can be no assurances that we will be able to generate
sufficient revenue to cover these expenses.



Stock awareness program



During the quarter ended September 30, 2021 the Company commenced a corporate
stock awareness program. The Company engaged Research Capital Corporation, Agora
Internet Relations Corp., Stockhouse Publishing Ltd. and Proactive for financial
and capital markets advisory services and to assist with general market outreach
to increase investor awareness as the Company continues to achieve important
milestones and grow its investor base.



The Company stock awareness expenses decreased to $9,936 during the quarter
ended September 30, 2022, a decrease of 85% from costs of $65,392 for the third
quarter of fiscal 2021 and a decrease of 78% from costs of $44,427 for the
second quarter of fiscal 2022. The decrease in Stock Awareness expenses compared
to the third quarter of fiscal 2021 and the second quarter of fiscal 2022, is
due to the planned reduction in stock awareness commitments.



Page 31





Salaries, wages, consultants and benefits

Salaries, wages, consultants, and benefits increased to $139,994 for the quarter ended September 30, 2022, an increase of 13% compared to salaries, wages, consultants, and benefits of $123,381 in the third quarter of 2021 and a decrease of 6% compared to salaries, wages, consultants, and benefits of $149,559 in the second quarter of 2022. This increase compared to the third quarter of fiscal 2021 is due to hiring of additional staff.

Depreciation and amortization


Intangible assets are amortized using a straight-line method over three to eight
years. These intangible assets include customer lists, the technology for Kidoz
OS and the software development kits (SDK) for our advertising platform. These
intangible assets are as result of the acquisition of Kidoz Ltd. The
amortization for the quarter ended September 30, 2022, was $136,434, a decrease
compared to amortization of $139,018 in the third quarter of 2021 and a decrease
compared to amortization of $136,434 in the second quarter of 2022. The
technology for Kidoz OS is now fully amortized.



Equipment is depreciated using the declining balance method over the useful
lives of the assets, ranging from three to five years. Depreciation and
amortization increased to $2,323, during the quarter ended September 30, 2022,
an increase over costs of $2,308 in the third quarter of 2021 and an increase
compared to depreciation and amortization of $2,180 in the second quarter of
2022. The increase in depreciation and amortization compared to the third
quarter of fiscal 2021 and the second quarter of fiscal 2022 is due equipment
acquisitions.


Content and software development


The Company does not capitalize its development costs. The Company expensed
$613,196 in content and software development costs during the quarter ended
September 30, 2022, an increase of 28% compared to content and software
development costs of $477,559 expensed during the third quarter of fiscal 2021
and a decrease of 5% compared to content and software development costs of
$644,054 expensed during the second quarter of fiscal 2022. The increase in
development costs compared to the third quarter of fiscal 2021 is due to hiring
additional development staff and the outsourcing of certain software development
to increase the development of our base technology.



Stock-based compensation expense


During the quarter ended September 30, 2022, the Company incurred non-cash
stock-based compensation expenses of $181,129 from the issuance of stock options
granted in fiscal 2022 and fiscal 2021, an increase of 1% compared to
stock-based compensation expense of $178,763 in the third quarter of fiscal 2021
and a decrease of 2% compared to stock-based compensation expense of $184,594
the second quarter of fiscal 2022. The increase compared to the third quarter of
fiscal 2021 is due to the granting of stock options in fiscal 2022. The options
are issued to consultants and employees as per the Company's amended 2015 Stock
Option Plan.


Net loss and loss per share





The net loss after taxation for the quarter ended September 30, 2022, amounted
to ($313,774), a loss of ($0.00) per share, compared to a net loss of ($75,040)
or ($0.00) per share in the third quarter of fiscal 2021 and compared to a net
loss of ($721,677) or ($0.01) per share in the second quarter of fiscal 2022.
This increase in net loss for the quarter compared to the third quarter of
fiscal 2021 is due to the hiring of additional staff, salary increases and the
reduced margins and additional costs of establishing and growing the new
Programmatic and Performance segments of our business. The 57% decrease in net
loss compared to the second quarter of fiscal 2022, is due to the growth of
revenue in all the advertising segments of our business. The overall level of
expense increase in 2022 is due to the Companies investment in growth in the
first three quarters of the year to efficiently manage the anticipated increase
of demand caused by the sustained growth of the Company's business.



Page 32






Adjusted earnings before interest; depreciation and amortization; stock
awareness program; stock-based compensation and impairment of goodwill
("Adjusted EBITDA") for the three month period ended September 30, 2022,
amounted to $4,435, a decrease compared to an Adjusted EBITDA of $265,984 in the
quarter ended September 30, 2021 and Adjusted EBITDA of ($386,987) in the second
quarter of fiscal 2022.


Our Adjusted EBITDA is reconciled as follows:





                              Nine Months ended        Nine Months ended      Three Months ended       Three Months ended
                              September 30, 2022      September 30, 2021      September 30, 2022       September 30, 2021

Loss after tax               $         (1,766,493 )   $          (967,161 )   $          (313,774 )   $            (75,040 )
Less :
Depreciation and
amortization                              417,742                 424,255                 138,757                  141,326
Income tax (recovery)
expense                                        (5 )                 2,989                       -                       (9 )
Interest and other income                    (178 )                  (266 )                  (178 )                   (266 )
Stock awareness program                    26,334                 296,865                       -                   33,539
Stock-based compensation                  525,721                 448,369                 181,129                  178,763
Gain on derivative
liability - warrants                      (23,348 )               (50,313 )                (1,499 )                (12,329 )
Adjusted EBITDA              $           (820,227 )   $           154,738     $             4,435     $            265,984




We use Adjusted EBITDA internally to evaluate our performance and make financial
and operational decisions that are presented in a manner that adjusts from their
equivalent GAAP measures or that supplement the information provided by our GAAP
measures. Adjusted EBITDA is defined by us as EBITDA (net income (loss) plus
depreciation expense, amortization expense, interest, stock-based compensation
and impairment of goodwill), further adjusted to exclude certain non-cash
expenses and other adjustments. We use Adjusted EBITDA because we believe it
more clearly highlights business trends that may not otherwise be apparent when
relying solely on GAAP financial measures, since Adjusted EBITDA eliminates from
our results specific financial items that have less bearing on our core
operating performance.



Adjusted EBITDA is not presented in accordance with, or as an alternative to,
GAAP financial measures and may be different from non-GAAP measures used by
other companies. These non-GAAP measures should not be considered a substitute
for, or superior to, financial measures calculated in accordance with generally
accepted accounting principles in the United States of America ("GAAP"). We
encourage investors to review the GAAP financial measures included in this
Quarterly Report, including our unaudited consolidated financial statements, to
aid in their analysis and understanding of our performance and in making
comparisons.



Page 33





LIQUIDITY AND CAPITAL RESOURCES





We had cash of $1,830,262 and working capital of $3,770,593 at September 30,
2022. This compares to cash of $2,078,607 and working capital of $4,536,851

as
at December 31, 2021.


During the three months ended September 30, 2022, we generated cash of $113,749 in operating activities compared to cash used in operating activities of $359,077 in the same period in the prior year.





During the nine months ended September 30, 2022, we used cash of $207,798 in
operating activities compared to cash used in operating activities of $45,247 in
the same period in the prior year.



During the nine months ended September 30, 2022, we used cash in investing activities of ($12,991) compared to cash used in investing activities of ($78) in the same period in the prior year.





Net cash used in financing activities was ($27,556) in the nine months ended
September 30, 2022. This compares to cash provided by financing activities of
$9,288 in the same period in the prior year.



Our future capital requirements will depend on a number of factors, including
costs associated with the further development of the Ad tech advertising
business, the cost of marketing and customer acquisition costs, the development
of new products, the acquisition of new companies and the success of our overall
business.

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