Else Nutrition : MDA for Q2 ended June 30, 2021

Administration’s Dialogue and Evaluation of Monetary Situation And Outcomes of Operations of

ELSE NUTRITION HOLDINGS INC.

For the six months ended June 30, 2021

(Expressed in Canadian {Dollars} in 1000’s)

August 27, 2021

MANAGEMENT’S DISCUSSION AND ANALYSIS

The next administration dialogue and evaluation (“MD&A”) is a overview of the operations, present monetary place and outlook of Else Vitamin Holdings Inc. (the “Firm”). Until in any other case famous, reference to the Firm consists of its subsidiaries. This MD&A needs to be learn together with the Firm’s unaudited consolidated interim monetary statements (“Monetary Statements”) for the six months ended June 30, 2021 (“Q2 2021”) in addition to the audited annual consolidated monetary statements for the yr ended December 31, 2020 (“This autumn 2020”), along with associated notes thereto.

The monetary info on this MD&A is ready in accordance with Worldwide Monetary Reporting Requirements (“IFRS”) as issued by the Worldwide Accounting Requirements Board and interpretations of the IFRS Interpretations Committee. The Monetary Statements have been ready in accordance with Worldwide Customary 34, Monetary Reporting. This MD&A has been ready by reference to the MD&A disclosure necessities established below Nationwide Instrument 51-102 – Steady Disclosure Obligations. Until in any other case famous, all greenback quantities are expressed in 1000’s of Canadian {dollars} besides with respect to share quantities.

Extra details about the Firm may be obtained from the web site of the Firm at www.elsenutrition.com or by means of SEDAR at www.sedar.com.

DESCRIPTION OF BUSINESS

The Firm was included on July 18, 2011 below the Enterprise Companies Act (British Columbia) below the title ASB Capital Inc. and was categorized as a Capital Pool Firm, as such time period is outlined in Coverage 2.4 – Capital Pool Firms (“Coverage 2.4”) of the TSX Enterprise Trade (the “Trade”). The Firm’s head workplace is positioned at 6 Hanechoshet St., Tel Aviv, Israel, 6971070 and its registered and information workplace is positioned at Suite 1200 – 750 West Pender Avenue, Vancouver, British Columbia, V6C 2T8. The Firm additionally maintains an workplace in British Columbia at 1048 165th Avenue, Surrey, British Columbia, V4A 9A2. The Firm’s web site is www.elsenutrition.com. Info contained on the Firm’s web site is just not included into this MD&A.

On June 12, 2019, the Firm accomplished a reverse take-over transaction with Else Vitamin GH, a non-public firm which was included on Could 23, 2018 below the Firms Regulation, 1999 of Israel, by means of a share alternate. This transaction constituted the Firm’s Qualifying Transaction (the “Transaction” or “RTO”) as such time period is outlined in Coverage 2.4 of the Trade. Upon the completion of the Transaction, the Firm modified its title from “ASB Capital Inc.” to “Else Vitamin Holdings Inc.” and Else Vitamin GH grew to become a completely owned subsidiary of the Firm.

On June 18, 2019, the Firm’s itemizing transferred from the NEX Trade Inc. to the Trade as a Tier 2 ‘Know-how’ firm and started buying and selling on the Trade below the buying and selling image ‘BABY’. Efficient December 10, 2019, the Firm’s frequent shares had been listed for buying and selling on the OTCQB Worldwide Market below the buying and selling image ‘BABYF’. The OTCQB Worldwide Market is a enterprise market operated by the OTC Markets Group and designed for early-stage and growing U.S. and worldwide firms. The Firm upgraded its OTCQB itemizing to the OTCQX® Finest Market as of July 24, 2020. On June 12, 2020, the Firm’s frequent shares had been additionally accepted for itemizing on the Frankfurt Inventory Trade (FSE) below the buying and selling image ‘0YL’.

The Firm is a developer of innovate good merchandise and components vitamin for infants, toddlers, children and adults. It at the moment has seven product strains which are both commercialized or in improvement. 4 of those product strains are the proprietary 100% plant-basednon-dairy and non-soy vitamin merchandise (collectively, “Else Formulation”): (i) plant-based child components merchandise for the ‘toddler components’ market (between 0 to 1 yr

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previous); (ii) plant-based components product’s for the ‘toddler vitamin’ market (between 1 to three years previous); (iii) the ‘children vitamin’ market (3-12 years previous); (iv) the ‘grownup vitamin’ market; and (v) complementary meals merchandise for infants (6 months and older). These 5 merchandise strains are meant to be 100% natural, vegan, pure, clean-label and gluten-free dairy and soy free alternate options to child, toddler, children and grownup vitamin and meals.

The Firm additionally operates and generates income from two product strains which had been acquired (“Golden Coronary heart Acquisition”) by the Firm from Golden Coronary heart F.M.C.G. Ltd. (“Golden Coronary heart”) and are comprised of the next:

1. ‘child snacks’ – vegan-friendly snack merchandise for the infant and toddler meals market; and
2. ‘child feeding equipment’ – child feeding bottles and teats (sterile and non-sterile).

See the heading “Total Efficiency” under for added info with respect to every product line.

On January 23, 2020, Else Vitamin USA, Inc. (“Else Vitamin USA”), a non-public firm, was included within the State of Delaware. Else Vitamin USA is a wholly-owned subsidiary of the Firm.

The chart under units out the intercorporate relationship between the Firm, Else Vitamin GH, and Else Vitamin USA:

Else Vitamin Holdings Inc.

(previously ASB Capital Inc.)

(British Columbia)

Industrial Highlights

Worldwide Patents Portfolio and Regulatory Assessments

As of the date of this MD&A, by means of its subsidiary, Else Vitamin GH, the Firm obtained mental property safety for its product composition by means of 32 granted patents in 20 nations (together with Australia, Eurasia [eight jurisdictions], Israel, Korea, Japan, Mexico, Ukraine, the US, South Africa, India, Chile, New Zealand and Canada) with extra 49 patent purposes pending in 46 nations (together with, Australia, Brazil, Canada, China, Hong Kong, Europe [will be designated in all 37 European countries], Korea, Israel, Mexico, and the US).

The Firm holds worldwide patent purposes below the Patent Cooperation Treaty WO/2014/125485 non-dairy formulae. The patents and patent purposes, legitimate by means of 2034, cowl non- dairy almond-based formulation used for the preparation of toddler or toddler components and different forms of supplemental or purposeful meals for different age teams, involving a composition comprising almond and at the very least one non-dairy element comprising all important amino acids to be used within the vitamin of an toddler and/or a toddler and to be used in entire stability vitamin of a topic, whether or not an toddler, toddler, little one, adolescent, grownup, aged individual at any well being or bodily situation. For added info on the scope of the patents, consult with the heading “Mental Property and Proprietary Safety” within the Firm’s annual info kind for the yr ended December 31, 2019, dated as of September 14, 2020 (“AIF”)

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and the preliminary quick kind prospectus dated February 11, 2021, each that are accessible on the Firm’s SEDAR profile.

The Firm engaged EAS Consulting Group LLC (“EAS”) to guide the Firm’s regulatory approval course of in varied key markets globally. With the partnership of EAS, the Firm will enhance its functionality to comply with an environment friendly and well timed regulatory pathway and meet the strict necessities which is able to allow the launch of the Firm’s patented formulation throughout key markets worldwide.

The Firm acquired a good regulatory evaluation of its toddler components elements from EAS, which performed a preliminary overview of the Firm’s components from the attitude of the FDA, Europe and Australia necessities for this age group. The Firm began the regulatory course of to attain the approval for its Else Formulation for infants (0-12 months) in the US and Europe. For the reason that elements of the Firm’s merchandise are progressive and new to this trade, this course of began with the analysis of its elements security and suitability for toddler vitamin and preparation of the dossiers to be submitted. This course of is a multi-step one, which includes dossiers submissions, security research in animal fashions and scientific research in new child infants.

On February 22, 2021, the Firm introduced that as a part of its progress in the direction of commercializing a clear label, dairy-free and soy-free,plant-based toddler components, it has developed a breakthrough, proprietary course of to additional guarantee the protection and suitability of the Else Formulation in accordance with the European and USA requirements. This progress will contribute enormously to Else’s realization of an toddler components in worldwide markets and supply increased requirements of security, well being and pure vitamin for infants, toddlers and children.

On April 14, 2021, the Firm introduced that two globally acclaimed pediatrics vitamin and allergic reactions specialists joined Else’s Advisory Board. Prof. Szajewska and Dr. Venter, who deliver notable trade experience, will lead the scientific actions and, due to this fact, additional Else towards substantiating scientific help for its present merchandise and to the Else Formulation.

Emblems

The Firm holds a registered trademark in Israel and trademark purposes in examination for “ELSE” and “ELSE NUTRITION” within the U.S. in courses overlaying toddler components, toddler components, child meals, particular formulations for medical makes use of, milk substitutes, plant-based drinks and common meals and meals.

The Firm additionally filed worldwide trademark purposes utilizing the Madrid Protocol for the “ELSE” wordmark. The “ELSE” trademark was accepted in 16 nations based mostly on the worldwide software, and it’s below examination in 24 nations.

Advertising, branding and certifications

On Could 22, 2020, the Firm introduced that it engaged Covet PR, a nationwide public relations agency based mostly in the US dedicated to meals, beverage, magnificence, and way of life manufacturers. Covet PR supported the launch of the Firm’s merchandise into the U.S. market.

On July 7, 2020, the Firm introduced that its toddler vitamin product acquired certifications from: (i) The Clear Label ProjectTM for being an authorized clear label product; (ii) NSF Worldwide for being a Licensed Plant-based product; (iii) Past Soy for an authorized soy-free product; and (iv) the USDA for Natural Certification, on July 20, 2020. On July 8, 2021, the Firm introduced that it obtained a certification from FODMAP.

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On June 2020, the Firm introduced on I-prospect, the Israeli division of International Efficiency Advertising Community Dentsu, to deal with paid digital media execution, spanning paid search and social media advertisements. The engagement ran from June by means of the tip of August 2020.

On October 15, 2020, the Firm introduced that it engaged Energy Digital as its digital advertising company of document. Energy Digital is understood for its data-driven strategy and cross-channel methods to digital advertising and internet advertising campaigns. Energy Digital lately acquired Covet PR, the Firm’s public relations company. See the heading “Strategic Advertising and Distribution Partnerships – Public Relations Partnership” under.

On March 2021, the Firm engaged Good PR, to deal with all public relations efforts, spanning media outreach, press interviews, and information protection. Primarily based out of Los Angeles, Good PR makes a speciality of merchandise for contemporary mother and father and children. Good within the preeminent company company serving household, juvenile and way of life manufacturers, dealing with accounts corresponding to HABA, Comotomo, Lassig, Nuby and plenty of others. Energy Digital Advertising continued to handle the Firm’s digital advertising companies, together with paid social media, whereas Valoom Media manages the Firm’s paid google activations.

On July 13, 2021, the Firm introduced that it entered into an settlement with Plant Primarily based Community and Children with Meals Allergy symptoms, respectively, pursuant to which the Firm will obtain digital, tv and newletter advertising companies over the course of the third and fourth quarter. The Partnership with Children with Meals Allergy symptoms will comprise sponsored content material and a devoted e-blast to a community of over 70,000 households of little ones with meals allergic reactions.

Digital and social media advertising partnerships

The Firm partnered with Babble Field, an influencer advertising agency based mostly within the U.S., to have interaction with 15 handpicked key influencers for paid influencer advertising campaigns. The influencers span mommy bloggers, parenting specialists, vegan and health-conscious way of life influencers, and child meals influencers. The partnership is a paid launch initiative, with content material being printed throughout social networks and blogs – working from August 20, 2020 to September fifteenth. Program concluded.

On August 27, 2020 and September 9, 2020, the Firm introduced that it engaged practically 50 key influencers together with motherhood knowledgeable, creator and movie star influencer, Hilaria Baldwin. Ms. Baldwin agreed to a 6-month partnership with the Firm, involving branded accomplice content material on Instagram, an ongoing public relations presence, and a video outlining her journey as a plant-based mom.

On November 2020 the Firm partnered with Dr. Jennifer Trachtenberg, M.D, a nationally-renownedBoard-Licensed Paediatrician within the U.S., creator and parenting knowledgeable, as a model accomplice – creating content material and testimonial-related content material for the model to leverage on its web site and throughout its social channels. “Dr. Jen” as she is understood to her sufferers, is a board-certified pediatrician, nationally famend parenting knowledgeable, creator, and mom of three. She additionally serves as assistant scientific professor of pediatrics on the Thelcahn Faculty of Medication at Mount Sinai, and is hailed as “Dr. Mother” by Dr. Mehmet Oz. Dr. Trachtenberg creates branded accomplice content material for the Firm for distribution on digital platforms, and gives skilled session companies spanning shopper and medical advertising. She is an everyday contributor on little one improvement and vitamin points to Mother and father Journal, the New York Occasions, and At present.com.

In Q2 2021, the Firm continued its at all times on strategy to influencer advertising, partnering with over 50 influencers and KOL’s within the areas of plant-based parenting, wholesome consuming, toddlerhood and parenting. Among the many partnerships, the corporate partnered with Reside Instagram talks on plant-based parenting with Alicia Silverstone, and in addition featured content material partnerships with ABC Bachelor Nation’s Jade Roper Tolbert.

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