Geekco Technologies : MD&A Q1 March 31, 2022

GEEKCO TECHNOLOGIES CORPORATION

MANAGEMENT'S DISCUSSION AND ANALYSIS

FOR THE THREE-MONTH PERIOD ENDED

MARCH 31, 2022

Background

The following management's discussion and analysis ("MD&A" or "Geekco") of Geekco Technologies Corporation (the "Corporation") is prepared as at May 30, 2022 and should be read in conjunction with the Corporation's quarterly financial statements and the notes thereto for three-month period ended March 31, 2021. The condensed interim consolidated financial statements for the three-month period ended March 31, 2021 have been prepared by management in accordance with IFRS as issued by International Accounting Standards Board ("IASB"). Readers of this MD&A should refer to "Changes in Accounting Policies" below for a discussion of IFRS and its effect on the Corporation's financial presentation. Unless otherwise specified,the financial information included in the financial statements and contained in this MD&A is denominated in Canadian dollars. Additional information relevant to the Corporation's activities can be found on SEDAR at www.sedar.com.

Corporation Overview

The Corporation was incorporated under the Canada Business Corporations Act on February 5, 2010 under the corporate name Woden Venture Capital Corporation and has changed its name to Geekco Technologies Corporation pursuant to the Qualifying Transaction (within the meaning of the TSX Venture Exchange's ("Exchange") policies) closed on October 2, 2020 with FlipNpik Technologies Inc. (formerly known as Geekco Technologies Inc.). The class "A" shares are trading on the Exchange under the symbol GKO since October 14, 2020. The Corporation's financial year ends on December 31st (previously January 31st). The registered office of the Corporation is located at 300-2250,Saint-Martin East Blvd., Laval (Québec), H7E 5A4.

Geekco is positioning itself at the forefront of social media by offering FlipNpik, a collaborative social network that aims to promote local shopping, thereby contributing to the improvement of local economy and the quality of life of citizens, and to reward valuable contribution with all active users. The FlipNpik ecosystem and mobile application leverage the community of consumers, content creators and influencers to stimulate local shopping and boost the visibility of local businesses. In exchange, active users who create and share digital content within the platform receive "Social Flipsˮ that they can use to earn rewards and/or goods from strategic partners and local businesses.

Forward Looking Statements

Certain information included in this discussion may constitute forward-looking statements. Forward-looking statements are based on current expectations and entailed various risks and uncertainties. These risks and uncertainties could cause or contribute to actual results which are materially different than those expressed or implied. The Corporation disclaims any obligation or intention to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.

Quarterly Financial Information
The following table contains selected financial information for the last eight quarters:
	Q1	Q4	Q3	Q2	Q1	Q4	Q3	Q2
	2022	2021	2021	2021	2021	2020	2020	2020
	$	$	$	$	$	$	$	$
Net income (loss) and	308,254	(746,377)	1,472,495	41,790	(518,021) (1,434,611)	(52,341)	(88,974)
comprehensive income
(loss)
Net income (loss) per	0.008	(0.021)	0.041	0.001	(0.014)	(0.04)	(0.002)	(0.0038)
share basic and diluted

Results

Operation Results

Geekco generated during the three-month period ended March 31st, 2022 $20,828 in total revenue, coming from Royalties, compared to $22,139 in Royalties during the three-month period ended March 31st, 2021.

Geekco contributed during the periods ended March 31st, 2022 and 2021 to the production of digital content and to the participation in the marketing of this for the benefit of a European client.

Spending

During the three-month period March 31, 2022, Geekco's total expenses amounted to a negative amount of $287,425 compared to expenses of $619,190 for the three-month period March 31st, 2021. This decrease in expenses realized during the three-month period March 31, 2022 is mainly due to an increase of $693,450 in the market value of the financial asset that was partially offset by $ 289,488 in administrative expenses, in addition to an increase in the amortization and Depreciation expenses to $98,469 as compared to $4,124 for the corresponding period of the previous year.

Selling expenses

Selling expenses amount to $17,875 for the three-month period ended March 31st, 2022 compared to $217,698 for the period ended March 31st, 2021. This decrease in selling charges is mainly related to cost containment activities in marketing & advertising for the period.

Administrative Expenses

During the period ended March 31st, 2022 administration costs decreased to reach $289,488 compared to $393,023 during the period ended March 31st, 2021, mostly due to lower salary expenses and cost containment.

Net Loss and Overall Result Loss

Geekco's Net Profit and overall result shows a net profit of $308,254 for the three-month period ended March 31, 2022, compared to net loss of $518,021 for the same period in 2021.

This result is mainly due to the appreciation in the fair value of the financial asset of $ 693,450 .

Cash Flow

As of March 31, 2022 , Geekco Technologies had $493,979 in cash compared to $1,738,289 as of March 31, 2021. These amounts stem from cash balances at the start of the period and from operating, investing and financing activities generated at during each of the periods ended March 31, 2022 and 2021, respectively.

As of March 31, 2022, Geekco had $493,979 of which $747,424 came from Cash at the start of the period and ($253,445) from the net decrease in Cash during the period ended March 31, 2022. This decrease mainly comes from operating activities, which generated cash outflows of $244,592.

As of March 31, 2021, Geekco had $1,738,289, out of which $1,141,385 came from Cash at the start of the period. This increase mainly comes from financing activities, which generated cash inflows of $949,756.

Operating Activities

Cash flows from operating activities generated cash outflows of $244,592 for the period ended March 31, 2022 compared to cash outflows of $278,636 during the period ended March 31, 2021. The decrease of Operating Activities during the period ended March 31, 2022 compared to the period ended March 31, 2021 is mainly due to non-cash items adjustments due to the fair value adjustment of a financial asset.

Investment Activities

Cash flows from investing activities are negative in the amount of $62,791 and $74,216 respectively for the three month period ended March 31, 2022 and 2021. These amounts of Cash Flow related to investing activities are mainly explained by the capitalization of expenses directly attributable to the development of the Application carried out by Geekco during the respective periods.

Financing Activities

Cash flows related to financing activities carried out during the periods ended March 31, 2022 and 2021 amounted to $53,944 and $949,756 respectively.

Financial Situation

Short-Term Assets

Short-term assets amounted to $966,502 as of March 31st, 2022, while it amounted to $1,319,683 as of March 31st, 2021. As of March 31, 2022, it was consisting mainly of $493,983 in Cash and $348,136 in Trade and other Receivables.

Long-Term Assets

Long-term assets amounted to $6,300,768 and $5,642,993, respectively as of March 31, 2022 and 2021. As of March 31, 2022, it was mainly composed of $3,553,335 of an investment evaluated at fair value and $2,445,127 in intangible assets. This amount of $2,445,127 in intangible assets is mainly explained by the capitalization of the investments allocated to the development of the FlipNpik Application.

Short-Term Liabilities

Short-term liabilities amounted to $402,420 as of March 31, 2022, whereas it amounted to $463,292 as of March 31, 2021. This decrease in Short-Term Liabilities is mainly due to the $57,604 decrease in accounts payable.

Long-Term Liabilities

Long-term liabilities amounted to $1,281,304 as of March 31, 2022 and consist mainly of a convertible debenture financial liability related to the transfer of the FlipNpik Application to the Corporation. Long-term Liabilities amounted to $1,324,092 as of March 31, 2021, which represented the amortized cost of a convertible debenture.

Equity

Equity increased to $5,583,547 as of March 31, 2022 compared to $5,175,292 as of March 31, 2021. This increase in Equity by $408,293 during the period ended March 31, 2022, is mainly explained by the decrease in accumulated deficit of $308,254 during the same period.

As of March 31, 2022 and 2021, respectively, the Share Capital amounted to $6,203,143 compared to $6,103,143, due to the emission of shares to offset accrued interest.

Transactions with Related Parties

The Corporation's related parties include key management personnel and shareholders with significant influence individually or with members of the immediate family or other related parties, as explained below. Unless otherwise stated, none of the transactions incorporated special terms and conditions and no guarantees were given or received

The Corporation's key management personnel are members of the Board of Directors. The key management personnel remuneration amounts to $52,500.01 compared to 143,252 for the 3 month period ending March 31st, 2021.

On February 1, 2016, the Corporation entered into a license agreement with a Corporation controlled by directors to obtain the exclusive rights to operate the FlipNpik application (hereafter the "application") in North America. In exchange for the acquired operating rights, the Corporation issued 500,000 Class "F" shares with a $500,000 redemption value. On January 1, 2019, the license agreement was amended to cut royalties. The new contract provides for royalties of 1.5% on all revenues generated by the Corporation, instead of royalties varying between 1.5% to 25% on revenues generated by the application, as it had been initially agreed upon in the February 1, 2016 contract. The new agreement provides for royalties of 5% in 2020 and 2.5% in 2021. The total value of the royalties paid under the agreement is nil.

On May 28, 2020, the Corporation and Gestion GNH Inc. entered into a disposal agreement under which the Corporation will acquire the complete and exclusive ownership of the FlipNpik Application, including all of the improvements developed by the Corporation or Fliptech SA, as well as the Fliptech license agreement signed between Gestion GNH and Fliptech SA on January 1, 2019. Under the disposal agreement, the Corporation will have to pay the following quarterly amounts to Gestion GNH:

• as of January 1, 2022, the higher of the following two amounts: (i) 2% of any consider obtained by the Corporation and relating to the operation of the FlipNpik Application on American territory, or (ii) an amount of $15,000 and
• as of the closing date, the higher of the following two amounts: (i) half of any consider obtained by the Corporation and relating to the operation of the FlipNpik Application outs North American territory or (ii) an amount of €7,500.

The Fliptech license agreement grants Fliptech SA exclusive and perpetual ownership of the FlipNpik Application across the world except in North America and its development. The Fliptech license agreement will enable the Corporation to receive, every quarter, the higher of the two following amounts: (i) 1.5% of any consideration and all revenues generated by Fliptech SA and relating to the operation of the FlipNpik Application outside North America or (ii) an amount of €15,000.

The disposal agreement was conditional upon the Closing of the Transaction and resulted in the recording of a $300,000 financial asset and a $300,000 financial liability.

Critical accounting policies and estimates

The preparation of financial statements in conformity with IFRS requires management to make estimates and assumptions that effect amounts reported in the financial statements and accompanying notes. There is a full disclosure and description of the Corporation's critical accounting policies estimates, judgments and assumptions in the interim financial statements for the three month period ended March 31, 2022.

Risk factors

Details of risk factors are outlined in the Corporation's annual financial statements for the three month period ended March 31, 2022.