The following discussion and analysis should be read in conjunction with our unaudited financial statements and the notes to those financial statements that are included elsewhere in this Form 10-Q. Our discussion includes forward-looking statements based upon current expectations that involve risks and uncertainties, such as our plans, objectives, expectations and intentions. Actual results and the timing of events could differ materially from those anticipated in these forward-looking statements as a result of a number of factors. We use words such as "anticipate," "estimate," "plan," "project," "continuing," "ongoing," "expect," "believe," "intend," "may," "will," "should," "could," "predict," and similar expressions to identify forward-looking statements. Any statement contained in this report that is not a statement of historical fact may be deemed to be a forward-looking statement. Although we believe that the plans, objectives, expectations and prospects reflected in or suggested by our forward-looking statements are reasonable, those statements involve risks, uncertainties and other factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by these forward-looking statements, and we can give no assurance that our plans, objectives, expectations and prospects will be achieved..





Overview

We were incorporated as "Alternative Energy & Environmental Solutions, Inc." in the State of Nevada on June 10, 2010, to develop and license an innovative biotechnology for the environmentally friendly and cost-effective extraction of natural gas (coalbed methane) from low-producing, depleted and abandoned coal mines in the U.S. We were not successful in developing that business and discontinued its biotechnology related operations. We changed our name in 2014 to Unique Growing Solutions, Inc. and again in 2015 to Point of Care Nano-Technology, Inc.

On February 25, 2015, we entered into a license agreement (the "License Agreement") with Lamina Equities Corporation ("Lamina"), to license intellectual property for diagnosing illness in humans via a saliva test. During the past few years, we have not had the financial resources to pursue business development relating to the Lamina license.

Also on April 15, 2021, we agreed to form a subsidiary and transfer all of our debts relating to the License Agreement business and the License Agreement to this subsidiary to be split off to Dr. Guirguis in exchange for 26,000,000 shares of our common stock held by Dr. Guirguis. This transaction closed on March 26, 2022 with Dr. Guirguis giving up and transferring to us all right title and interest in the 26,000,000 shares of our common stock and our contributing all of our legacy business related debt and the License Agreement to DRG Transfer, Inc, a Nevada corporation, and transferring all of the outstanding capital stock in DRG Transfer, Inc. to Dr. Guirguis.

Our plan of operation for the next 12 months is to seek and acquire new business assets in the life sciences industry and begin operations with these new assets. To that end, on April 11, 2022, we, through our wholly owned subsidiary, Duo Sciences Inc. ("DSI"), acquired an exclusive license to distribute certain intellectual property in animal nutrition and animal supplements from Cedoga Consulting, LLC, and on April 19, 2022, we, through DSI, signed an exclusive sales and promotion agreement with Lucy Pet Products Inc. ("Lucy") pursuant to which Lucy will manufacture, market and distribute on our behalf pet products created from the Cedoga intellectual property.





Recent Events

On June 8, 2022, we received approval from the Financial Industry Regulatory Authority of the 50:1 reverse split of our outstanding common stock. The reverse stock split was reflected in the price per share of our common stock on the OTC Markets Pink tier on June 9, 2022.





RESULTS OF OPERATIONS

Comparison of Three Months Ended April 30, 2022 and 2021





Revenues

Our total revenue was $100,000 and $-0- for the three-month periods ended April 30, 2022 and 2021, respectively. The increase in revenue was due to the license fees accrued from the exclusive sales and promotion agreement we signed with Lucy on April 19, 2022.





Cost of Goods Sold

Our cost of goods sold was $-0- for each of the three-month periods ended April 30, 2022 and 2021.

Operating Expenses (including Selling, General and Administrative Expenses)

For the three-month period ended April 30, 2022, our operating expenses increased to $105,837 from $-0- for the three-month period ended April 30, 2021. The increase was primarily due to royalty fees and increased consulting, legal, filing and investor expenses.





Net Other Income (Expense)

Our net other income (expense) was $-0- for each of the three-month periods ended April 30, 2022 and 2021.



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Income Tax Expense

Income tax expense was $-00 for each of the three-month periods ended April 30, 2022 and 2021.





Net Loss

As a result of the foregoing factors, we had a net loss of $5,837 for the three-month period ended April 30, 2022, as compared to $0 for the three-month period ended April 30, 2021.

Comparison of Nine Months Ended April 30, 2022 and 2021





Revenues

Our total revenue was $100,000 and $-0- for the nine-month periods ended April 30, 2022 and 2021, respectively. The increase in revenue was due to the license fees accrued from the sales and promotion agreement we signed with Lucy on April 19, 2022.

Operating Expenses (including Selling, General and Administrative Expenses)

For the nine-month period ended April 30, 2022, our operating expenses increased to $161,887 from $-0- for the nine-month period ended April 30, 2021. The increase was primarily due to royalty fee and increased consulting, legal, filing and investor expenses.





Net Other Income (Expense)

For each of the nine-month periods ended April 30, 2022 and 2021, we had net other income (expense) of $-0-.





Income Tax Expense

Income tax expense was $-0- for each of the he nine-month periods ended April 30, 2022 and 2021.





Net Loss

As a result of the foregoing factors, we had a net loss of $61,887 for the nine-month period ended April 30, 2022, as compared to $-0- for the nine-month period ended April 30, 2021.

LIQUIDITY AND CAPITAL RESOURCES

At April 30, 2022, we had $100 in cash, compared to $0 at April 30, 2021. At April 30, 2022, our accumulated stockholders' deficit was $120,274,254 compared to $120,212,367 at July 31, 2021. There is substantial doubt as to our ability to continue as a going concern.

We have had no cash flow for the two years ended July 31, 2021 and 2020 and subsequent quarters. In the future, we expect that our cash flow will depend on the timely and successful market entry of our expected strategic offerings.

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