Fandom Sports Media : Interim MDA - Q3 - October 31, 2021

FANDOM SPORTS MEDIA CORP.

MANAGEMENT'S DISCUSSION AND ANALYSIS

Nine months ended October 31, 2021

1.1 Date of Report: December 30, 2021

The following management discussion and analysis ("MD&A") of the financial position and results of operations for FANDOM SPORTS Media Corp. (the "Company" or "FANDOM SPORTS") should be read in conjunction with the unaudited condensed consolidated financial statements and notes thereto for the nine months ended October 31, 2021. Except as otherwise disclosed, all dollar figures included therein and in the following management discussion and analysis are quoted in Canadian Dollars

For the purposes of preparing this MD&A, management, in conjunction with the Board of Directors (the "Board"), considers the materiality of information. Information is considered material if: (i) such information results in, or would reasonably be expected to result in, a significant change in the market price or value of the Company common shares; (ii) there is a substantial likelihood that a reasonable investor would consider it important in making an investment decision; or (iii) it would significantly alter the total mix of information available to investors. Management, in conjunction with the Board, evaluates materiality with reference to all relevant circumstances, including potential market sensitivity.

Forward-Looking Statements

All statements made in this MD&A, other than statements of historical fact, are forward-looking statements. The Company's actual results may differ significantly from those anticipated in the forward-looking statements and readers are cautioned not to place undue reliance on these forward-looking statements. Except as required by law, the Company undertakes no obligation to release the results of any revisions to forward-looking statements that may be made to reflect events or circumstances after the date of this MD&A or to reflect the occurrence of unanticipated events. Forward-looking statements include, but are not limited to, statements with respect to future price levels, success of technology development, success of marketing and product adoption, development time-lines, currency fluctuations, requirements for additional capital, unanticipated expenses, trademark or patent disputes or claims, limitations on insurance coverage and the timing and possible outcome of pending litigation.

In certain cases, forward-looking statements can be identified by the use of words such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases, or state that certain actions, events or results "may", "could", "would", "might" or "will be taken", "occur" or "be achieved". Forward-looking statements involve 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 statements. Such factors include, among others, risks related to the integration of acquisitions; future price levels; accidents, labor disputes and other risks of the technology industry; delays in obtaining approvals or financing.

Although the Company has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements.

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1.2 Overall Performance

Description of the Business

FANDOM SPORTS is a publicly listed company incorporated in Canada on May 12, 2006 under the British Columbia Corporations Act. The Company is listed on the Canadian Securities Exchange under the trading symbol "FDM" and on the OTCBQ under the trading symbol "FDMSF".

FANDOM SPORTS is a an Esports entertainment company that aggregates, curates and produces unique data driven fan-focused content. "FANDOM SPORTS exists to allow sports fans to unleash their primal sports passions; to express their adoration for their favorite games and team, as well as their deep scorn for their opponents. We facilitate challenging the world and your friends to predictions and engaging with content, while rewarding die-hard fans for their vehemence. Together we celebrate the victories of champions and share the scorn of the losses of your rivals; always delivering and creating the most provocative and entertaining Esports content."

The Company's ability to continue as a going concern, to fund its technology developments and acquisitions and to ensure adequate working capital is dependent upon achieving profitable operations or upon obtaining sufficient additional financing. These factors may cast significant doubt on the Company's ability to continue as a going concern. See section 1.6 below.

The address of the Company's head office and principal place of business Suite 830 - 1100 Melville Street, Vancouver BC V6E 4A6 and the registered and records office is located at 2200 - 885 West Georgia Street, suite #900, Vancouver, B.C., Canada, V6C 3E8.

Further information about the Company and its operations is available on FANDOM SPORTS website at fandomesports.comor on SEDAR at www.sedar.com.

Principle Products

FANDOM SPORTS Technology

Fandom Esports is a module-based architecture using a proprietary technology platform. According to the target users and/or market requirements the platform is able to generate a customizable mobile enabled application. Since the platform consists of multiple modules, it is capable to include only the particular functionalities required by a very specific target audience, such as different authentication partners, different payment gateways, games, news feeds, etc. Even more, the platform is able to spin off the custom applications for specific events, competition organizers, channel partners, etc. The customer's privacy and security is a paramount concern of our operations, therefore the Fandom Platform exists in our proprietary private cloud. The cloud nodes are located in the strategic locations throughout the world while maintaining the full near real-time synchronization and the implementation of the "any cast" technology automatically routes users to the node closest to their location. The deep integration with the DataBioniX™ platform allows for real-time data organization and extraction of the meaningful insights, including but not limited to, in-game statistics, teams related forecasts, gamers past and predicted performances, etc. In essence, DataBioniX™ platform will allow for a 360o view of any aspect of the ingested data.

Fandom Esports Platform

The Company's Fandom Esports Platform is the ultimate mobile friendly application for unfiltered raw Esports predictions and data interactions. We allow passionate Esports fans to unleash their primal Esports passions, make predictions and earn rewards. Together we celebrate the victories of champions and scorn the losses of your rivals; always delivering and creating the most provocative and entertaining sports content. Fandom Sports is a web application which instantly operates on an Android and iOS mobile device

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targeting "Superfans" who aspire to show the world they know Esports better than the experts and their friends - giving them a chance to Play, Predict, and Get Rewarded.

Esports fan engagement and associated wagering segments will provide guidance and direction in the buildout of a unique fan offering that blends Esports predictions through social interaction with fantasy Esports wagering. The Company continues to explore methods to monetize global Esports debates as well as potential fantasy gaming and Esports wagering with a partnership-based business model.

The Company's Fandom Esports network is active in our proprietary private cloud and provides multilingual support. Quickly achieving these milestones provides a foundation for the Company's strategy of both a localized and global launch of Fandom's regulated betting and unregulated prediction business models.

1.3 Selected Annual Information

n/a - annual requirement

1.4 Results of Operations

Revenue:

The Company is in the development stage and does not generate revenues. To date the Company has not earned any significant revenues.

For the nine months ended October 31, 2021:

General and Administrative Expenses:

General and Administrative expenses increased by $416,081 to $2,252,041 during the nine months ended October 31, 2021 (2020: $1,835,960). During the nine months ended October 31, 2021, the Company continued its strategic focus on Esports. Significant variances of expenses incurred during the nine months ended October 31, 2021 compared to 2020:

• Consulting and management fees increased $323,693 to $686,504 (2020: $362,811) following a management change in 2020 and a focused drive on the development of the Company's e-sports platform.
• Development costs increased $350,431 to $465,868 (2020: $115,437). Since mid-2020, new management has been redesigning and testing the esports platform while engaging a new developer for the product work. Since May 1, 2021 the Company has capitalized development costs of the new platform.
• Marketing and promotion increased by $129,053 to $419,259 (2020: $290,206) as a result of development and launch of marketing programs targeting esports enthusiasts.
• The Company recognized $778,228 in stock-based compensation during the nine months ended October 31, 2021 (2020: $945,650) as of a result of fair value calculations for stock options granted during the periods.
• The Company recognized $342,902 as a gain from debt settlement during the nine months ended October 31, 2021. There was no comparative cost in the nine months ended October 31, 2020.

For the three months ended October 31, 2021:

General and Administrative expenses increased by $424,604 to $760,156 during the three months ended October 31, 2021 (2020: $335,552). Primary differences in expenses incurred during the three months ended October 31, 2021 compared to 2020 are as follows:

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• Consulting & Management Fees increased by $117,707 to $238,611 (2020: $120,904) due to additional key strategic resources.
• Development costs increased by $179,645 to $251,368 (2020: $71,723) as development accelerates during the period.
• The Company recognized $193,128 in stock-based compensation during the three months ended October 31, 2021 (2020: $0).

There are no trends, commitments, events or uncertainties presently known to management that are reasonably expected to have a material effect on the Company's business, financial condition or results of operation other than uncertainty as to the speculative nature of the business, the uncertainty of social media and marketing trends, and the uncertainty of fundraising activities.

1.5 Summary of Quarterly Results

During Q1-Q3 of the fiscal year ending January 31, 2022, the Company continued the development, launch, and testing of its esports platform.

During Q4 and Q3 of the fiscal year ended January 31, 2021, the Company continued with its strategic focus on Esports and Esports wagering as it obtained a wagering licence, developed the online platform and created strategic partnerships in the Esports space. During Q2 of Fiscal 2021, the Company saw $612,150 in share-based compensation in addition to the regular operation costs. During Q1 of fiscal 2021, the Company restructured to align with its strategic focus on Esports.

Major fluctuations are due to key short-term strategic consultants, development and technology implementation and associated programs.

1.6 Liquidity

At October 31, 2021, the Company had working capital of $4,745,804 compared to working capital of $687,722 as at January 31, 2021. Working capital at October 31, 2021 consisted of: cash $4,200,339 (January 31, 2021: $735,324), taxes recoverable $257,314 (January 31, 2021: $39,061), prepaid expenses $374,926 (January 31, 2021: $18,271) accounts payable and accrued liabilities $86,775 (January 31, 2021: $104,934).

The Company has financed its operations to date primarily through the issuance of common shares and debt. At October 31, 2021, the Company did have sufficient working capital for its short-term corporate obligations but generation of additional capital will be required for future operations until further funding or sufficient revenue can be generated from the Company's Technology and mobile applications. As the Company cannot predict the time at which revenue will exceed expenses, the Company continues to seek capital through various means including the issuance of equity and/or debt. (See Note 1 of the financial statements for the nine months ended October 31, 2021).

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