Form 51-102F1

Management's Discussion & Analysis (MD&A)

Forward-Looking Information

This MD&A contains "forward-looking information" that is based on management's expectations, estimates and projections as of the date of this MD&A. Forward looking information in this MD&A can frequently be identified as incorporating such words as "plans", "becomes", "expects", "estimates", "forecasts", "intends", "anticipates", "believes", "may", "could", "would", "might" or "will". This forward-looking information involves known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the company to be materially different from any future results, performance or achievements expressed or implied by the forward looking information in this MD&A. Actual results may vary materially from the forward looking information contained in this MD&A. The forward-looking information contained in this MD&A is based on the information available as of the date of this MD&A and we have no intention of updating them except as required by applicable securities law. Numerous events and circumstances could occur subsequent to the date of this MD&A that could cause the actual results, performance or achievements that may be expressed or implied by the forward-looking information. Forward-looking statements are included in sections 1.2, 1.6, and 1.9. Examples of such forward looking information included in this MD&A include, but are not limited to, trends in the marketplace favoring both Quizam's products; the demand for Corporate Computer training being fueled by the increased reliance on computers in the workplace; growing use of the internet helping to improve the awareness and consequent demand for the Quizam product; demand for Quizam's products increasing; the large global increase in the use of cell phones and internet, together with an increased appreciation for education and training giving the company excellent strategic positioning; all future global License sales will be in Canadian dollars; there can be no assurance that the company will be able to obtain adequate financing in the future or that the terms of such financing will be favorable; the company will continue to improve its cash positions by focusing on increasing sales, improving profitability and equity financings; broadening of On-Track TV; increasing our On-Track TV sales team; significant parental/family demand for study tools; inventory increasing in value; anticipating receiving deferred purchases; management anticipates more Country Licenses coming on board and increased website visits in the coming quarters. In addition, Quizam Media has opened up a "Movie" division. We are producing our own feature length movies. Moreover, cannabis is an entirely new industry in Canada, and the legalization of cannabis will be a signature development in Canadian retail market. This is a huge opportunity for Quantum 1 on the potential for first-mover advantage in the market. Legalization is expected to attract more new consumers and increase frequency of purchase. There is a high possibility of becoming a complement or a substitute for liquor favors to recreational cannabis industry. On-Track TV is launching new videos about provincial regulations and safety concerns, and other issues related to cannabis.

All of the above forward-looking statements are subject to significant risks and uncertainties. Certain material risk factors, that could cause actual results to differ materially from the forward-looking information contained in this MD&A include, but is not limited to, changes in the actionsof competitors; fluctuations of exchange rates; the trading level of the company's stock; the continued availability of financing on appropriate terms for future projects; the continued increase of commercial run rates; a decline in market liquidity, and the volatility of global markets. Events and circumstances that occurred during the period ended August 31, 2021, which are reasonably likely to cause actual results to differ materially are the volatility of the global economy and increased competition which could prevent the company from improving its cash position, improving profitability, increasing Country Licenses or completing necessary financings; decreased usage of the internet, cell phones, and PDA's which could decrease demand for Academic Quizzing software and Quizam's products; the inability to hire appropriate staff and the results of product development activities could prevent further revisions to the software and the development of new products. Changes in the Entertainment industry could also affect results. Currently the movie business is going through major changes as the Internet and On-Demand usage increases. Changing in legislation, customer preferences and behaviors, competitors' actions and economic factors could affect the results from company predictions.

The current economy increases the uncertainty of forward-looking statements and information included in the MD&A.

1.1 Date of Information

April 29, 2022

1.2

Overall Performance

We are pleased with development of On-Track TV as its library of current software topics has become very comprehensive. More recently, due to Covid-19, we have experience highly increased interest is learning on-line. In addition, we have many individual users that use On-Track TV for learning. In June 2018 we sold the USA and Malaysian rights of On -Track TV for USD$150,000 but this could blossom to over USD$330,000 based on activations. The agreement was amended to USD$125,000 for business licenses in Southeast Asia only, with the USA licenses being excluded from the contract. The business model is based on self-service through a website with residual subscriptions. People are going to the On-Track TV site and using the training.

We continue to enhance On-Track TV. Our two main areas of On-Track TV development include the LMS (learning management system) and content. Last year, we have invested much time and effort to ensure our content is of the highest quality. As software companies continue to release new versions, we continue to develop On-Track TV content for these new versions. On-Track TV continues to diversify its offering to include far more than just software training.

The Company competes in the global marketplace and the continued devalued Canadian Dollar is helping to make our product more competitive globally.

The demand for corporate computer training is being fueled by the increased reliance on computers in the workplace coupled with the continued releases of new products from software producers like Microsoft.

We continue to transition from face-to-face training to online virtual training. Our online division is growing faster than the face-to-face training division and the ontracktv.com website is growing much faster than the On-Track face to face training website. Especially during the COVID-19 period, On-Track is doing most of the trainings via virtual training. As the economic is recovered from COVID-19 and more people have vaccinated, the demand of face-to-face training is resuming and will be back to normal.

Quizam has altered its "Exclusivity" agreement with Central Media in the UK. The agreement is now non-exclusive and permits Quizam to work with other partners in the UK for the sale and distribution of ontrackTV.com into the UK market under the name ontrackTV.co.uk. The ontrackTV.co.uk library of online learning videos is sold via annual subscriptions to those seeking to learn about common software packages, Human Resource (HR) training, and Management Leadership Training.

Our UK partner is continuing to forge new clients for us in the UK market. We have not generated sales during the prior one year in Europe, but we are currently working on some significant deals that are taking longer than expected. Management feels European sales will commence this year.

Until now On-Track TV has focused on information technology computer training, however, due to client demands and custom training requests we are now expanding the curriculum to include soft skill training for corporations. We have added new soft skill courses such as Conflict Resolution in the Workplace, Brain-Storming and Increasing Workplace Assertiveness. We have also added 500 new on-line courses in trades including apprentice programs for plumbing, electrical, pipe fitting and carpentry.

In addition to the training services described above, our global strategy with On-Track TV has been to place our tags on partner's websites; however, revenue from this source has been minimal so far.

The Company has two teams familiar with both markets working in Canada and the United Kingdom. Increased demand for On-Track TV has resulted in reassigning some of the Quizam Software team and as a result, Quizam Software development and sales efforts have become secondary to On-Track TV. However, we are still working to develop a free shared online Quizam community. More recently we have developed some Quizzing tools for National Companies to test their employees. We see this market as having large and complimentary potential to On-Track TV.

We are also adding administrative components to On-Track TV which will broaden our corporate appeal. We are looking at broadening On-Track TV to include other broadcasts such as CEO messages, compliance issues, and other customized corporate communication requirements for clients. We plan to increase our On-Track TV corporate sales team and to sell the product to Fortune 500 companies.

Management feels that the growing use of the internet will help to improve the awareness and consequently demand for the Quizam product.

Management sees the demand for Quizam's products increasing. The global increased use of cell phones and internet, together with an increased appreciation for education and training will give the company excellent strategic positioning. We are currently developing products for handheld devices such as iPhones and Android phones.

The Company is continuing to add quizzes to its internet library. Many of the topics are classic and timeless. As this library continues to grow it becomes a valuable asset to the Company. The Company is exploring ways of accelerating the growth of this library either through corporate purchases of content or perhaps a "community" sharing model where quizzes can be added by global users. In either case management sees this inventory increasing in value as time goes on.

The Company has the equipment and experience in producing non-fiction learning vignettes. Management decided to expand its content to include some "Fiction" based filming such as Movies for Entertainment.

The Company continues working on the new and supercharged on-line learning platform for On-Track TV. This new site has a slick interface that is easy to use on all devices, including desktops, tablets and mobile phones. The Company is also excited to be soon releasing new Microsoft and Adobe courses as well an entire channel devoted to cannabis education.

The Company, through its subsidiary, Quantum 1 Cannabis Corp., has leased several storefront premises in British Columbia, including North Vancouver, Keremeos, Vernon, Creston, and Cambie Vancouver. To date Quantum has received Provincial Licenses for North Vancouver, Keremeos, Vernon, Creston, and Cambie Vancouver. The Liquor and Cannabis Regulation Branch (LCRB) has completed its assessment of the eligibility and suitability requirements of the Cannabis Control and Licensing Act for Quantum 1. The LCRB has determined that Quantum 1 is fit and proper and can now move forward to open its operations. Currently, Quantum 1 has opened 5 retail stores in North Vancouver, Keremeos, Vernon, Creston, and Cambie Vancouver. The Company paid $140,000 to secure the Cambie location. In addition, the Company paid $371,000 and issued 434,783 common shares with a fair value of $100,000 towards the purchase of a cannabis development permit for the Cambie location. The Company is required to make additional payments of up to $500,000 towards the permit, if they can secure all approvals, permits and license for the Cambie Street location.

In fiscal year 2022, the Company recognized its revenue of $4,626,799 and retail inventory expense of $2,880,888 during the nine months ended February 28, 2022.

The cannabis retail business is experiencing rapid growth. The Company continuously focuses on expanding its market share in BC, Canada. It has opened 5 stores in Keremeos, Vernon, North Vancouver, Creston and Cambie Vancouver since November 2019. The revenue from non-medical cannabis retail helped the Company's overall revenue. The cash inflow generated from cannabis retail has increased the Company's liquidity, increased the free cash flow for the Company to financing opening new stores, On-Tack TV development, software development, and other new viable projects.

As the rapidly evolving COVID-19 pandemic, the company's business operation, probability, liquidity, and risk factors have been affected. Most of the Company's training is doing online virtually. The company launched its online virtual training in 2019 winter. This is a perfect movement to react against COVID-19 pandemic. The Company's trainers (facilitators) did not feel influenced by the pandemic as they were prepared and trained for virtual training during 2019 wintertime; however, the trainees did not like the transforming at the beginning, which was induced the decline of revenue during COVID-19 pandemicperiod. As trainees are used to virtual training, the training revenue is slowly recovering. The Company's revenue from face-to-face training has been influenced since March 2020, and the collection of accounts receivable is slower than before. As the Company manages its credit risk by only working with reputable companies, the Company has reasonable assurance of collectability of the considerations. The unexpected situation may affect the operation, probability, liquidity, and risk factors in the future. The Company has applied for and received Canada Emergency Wage Subsidy (CEWS), Canada Emergency Business Account (CEBA) loan, and Canada Emergency Commercial Rent Assistance (CECRA) rent assistant program, and Canada Emergency Rent Subsidy (CERS) to help the short-term liquidity of the Company.

To ensure the health and safety of employees and customers, all retail stores are providing sanitizers and disposal gloves as required while keeping social distancing. The employees working in headquarters are able to maintain social distancing and have access to hand wash and sanitizer. The face-to-face trainees are able to maintain social distancing and have access to hand wash and sanitizer while participating in classroom training. The Company plans to continue to focus on growth and profitability. The main strategies in the process include:

  • a) Strict focus on increasing gross sales in each month compared to the same month in previous year;

  • b) Increase of pricing in all areas;

  • c) Huge expansion of course offerings beyond IT and computer training. Some of the new course offerings include customer service, conflict resolution, minute note-taking, and project management, cannabis education, cannabis safety; and medical applications of cannabis;

  • d) Special marketing team devoted to gaining Fortune 500 companies as clients for On-Track TV;

  • e) Continue to develop On-Track TV markets in the UK, North America, and Southeast Asia and sell more regional On-Track TV licenses;

  • f) Continue to develop components to On-Track TV where users are quizzed after viewing content;

  • g) Offering web development services under the name On-Track Web Development. This enables us to leverage our in house team and increase revenue;

  • h) Continue to enhance the LMS (learning management system) of the On-Track TV website;

  • i) Update and modernize all of our websites starting with On-Track.com and ontracktv.com;

  • j) Full scale animation and film productions in the areas of non-fiction and education;

  • k) Produce a full feature film in the coming 12 months;

  • l) Develop and offer courses in common accounting software such as Simply Accounting, QuickBooks and Caseware. This would be for both Face to Face and On-Track TV;

This is an excerpt of the original content. To continue reading it, access the original document here.

Attachments

  • Original Link
  • Original Document
  • Permalink

Disclaimer

Quizam Media Corporation published this content on 29 April 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 30 April 2022 00:53:18 UTC.