Tryp Therapeutics : Management Discussion and Analysis

TRYP THERAPEUTICS INC.

MANAGEMENT'S DISCUSSION AND ANALYSIS

For the Three and Six Months Ended February 28, 2022

This management discussion and analysis ("MD&A") of the operations and financial condition of the Company is dated as of April 29, 2022 and describes the operating and financial results of the Company for the three and six months Ended February 28, 2022. MD&A of financial condition and the results of operations should be read in conjunction with the February 28, 2022 unaudited condensed consolidated financial statements and the August 31, 2021 audited consolidated financial statements together with accompanying notes. The unaudited condensed interim consolidated financial statements of the Company for the three and six months ended period ended February 28, 2022 are prepared in accordance with IAS 34 Interim Financial Reporting and do not include all information required for full annual financial statements. The most recent audited financial statements of the Company for the year ended August 31, 2021 and all comparative information herein have been prepared in accordance with International Financial Reporting Standards ("IFRS").

Throughout the report we refer to "Tryp" the "Company", "we", "us", "our" or "its". All these terms are used in respect of Tryp Therapeutics Inc.

This report contains "forward-looking information" within the meaning of applicable securities laws in Canada. Forward-looking information may relate to our outlook and anticipated events or results and may include information regarding our financial position, business strategy, growth strategies, budgets, operations, financial results, taxes, dividend policy, plans and objectives. Particularly, information regarding our expectations of future results, performance, achievements, prospects or opportunities or the markets in which we operate is forward-looking information. In some cases, forward-looking information can be identified by the use of forward-looking terminology such as "plans", "targets", "expects" or "does not expect", "outlook", "prospects", "strategy", "intends", "believes", or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might", "will", "occur" or "be achieved". In addition, any statements that refer to expectations, intentions, projections or other characterizations of future events or circumstances contain forward-looking information. Statements containing forward-looking information are not historical facts but instead represent management's expectations, estimates and projections regarding future events or circumstances. Forward-looking information contained in this MD&A and other forward-looking information are based on our opinions, estimates and assumptions in light of our experience and perception of historical trends, current conditions and expected future developments, as well as other factors that we currently believe are appropriate and reasonable in the circumstances. Despite a careful process to prepare and review the forward-looking information, there can be no assurance that the underlying opinions, estimates and assumptions will prove to be correct.

The forward-looking information in this report represents our expectations as of the date of this MD&A. The Company does not have any policies to update or revise any forward-looking information whether as a result of new information, future events or otherwise, except as required under applicable securities laws in Canada. Forward-looking information in this MD&A includes, but is not limited to, information relating to: the timing, progress, and results of preclinical and clinical studies for our psilocybin-based drug products (TRP-8802 and TRP-8803) and any future drug candidates we may develop, including statements regarding the timing of initiation and completion of studies and related preparatory work, the period during which the results of the studies will become available, and our research and development programs; thepotential of undesirable side effects or other properties relating to our drug candidates that could delay or prevent their regulatory approval, limit their commercial potential, or result in significant negative consequences following any potential marketing approval; the potential for our identified research priorities to advance our drug candidates; the potential benefits of and our ability to establish collaborations or strategic relationships or obtain additional funding; the potential for substantial delays in our clinical studies or our failure to demonstrate safety and efficacy to the satisfaction of applicable regulatory authorities; our ability to obtain and maintain regulatory approval of our drug candidates, including TRP-8802, TRP-8803, and any other future drug candidates, and any related restrictions, limitations and/or warnings in the label of an approved product candidate; our intellectual property position, including the scope of protection, if any, we are able to establish and maintain for intellectual property rights covering TRP-8802, TRP-8803, and any additional drug candidates we may develop, and our ability not to infringe, misappropriate, or otherwise violate any third-party intellectual property rights; our ability and the potential to successfully manufacture our drug candidates for clinical studies and for commercial use, if approved; the commercial prospects of our drug candidates in light of the intellectual property rights of others; our ability to obtain funding for our operations, including funding necessary to complete further development of our drug candidates; our plans to research, develop, and commercialize our drug candidates; our ability to attract collaborators with development, regulatory, and commercialization expertise; the size and growth potential of the markets for our drug candidates; the rate and degree of market acceptance and clinical utility of TRP-8802, TRP-8803 and any future drug candidates we may develop, if approved; the pricing and reimbursement of TRP-8802, TRP-8803 and any future drug candidates we may develop, if approved; regulatory developments in the United States and other countries; our ability to contract with third-party suppliers and manufacturers and their ability to perform adequately; the success of competing therapies that are or may become available; our ability to retain the continued service of our key professionals and to identify, hire, and retain additional qualified professionals; the accuracy of our estimates regarding expenses, future revenue, capital requirements, and needs for additional financing; and the impact of laws and regulations and potential changes to laws and regulations.

We have based our assumptions for basis of our forward-looking information largely on the Company's current expectations, estimates, assumptions, and projections about future events and financial and other trends that the Company believes, as of the date of such statements, may affect its business, financial condition and results of operations. Such expectations, estimates, assumptions, and projections, many of which are beyond our control, are based on and include but are not limited to: (i) the Company's ability to obtain positive results of preclinical and clinical studies; (ii) the Company's ability to obtain regulatory approvals; (iii) general business and economic conditions; (iv) the Company's ability to successfully out-license or sell its current drug candidates and in-license and develop new drug candidates; (v) the availability of financing on reasonable terms; (vi) the Company's ability to attract and retain skilled staff; (vii) market competition; (viii) the products and technology offered by the Company's competitors; and (ix) the Company's ability to protect patents and proprietary rights.

Additional information about risks and uncertainties is contained in this MD&A and in the Company's prospectus dated, December 8, 2020 (the "Prospectus"), a copy of which is available under the Company's profile on SEDAR atwww.sedar.com

Additionally, a more complete discussion of the risks and uncertainties facing the Company is disclosed in the Company's continuous disclosure filings with Canadian securities regulatory authorities atwww.sedar.com.

All forward-looking information herein is qualified in its entirety by this cautionary statement, and the Company disclaims any obligation to revise or update any such forward-looking information or to publicly announce the result of any revisions to any of the forward-looking information contained herein to reflect future results, events or developments, except as required by law.

Overview, Performance and Operations

The Company was incorporated under the BC Business Corporations Act on September 24, 2019 under the name "Artos Pharma Corp." ("Artos"). On June 30, 2020, Artos changed its name to "Tryp Therapeutics Inc" (the "Company").

Tryp is a pharmaceutical company focused on developing psilocybin-based compounds for the treatment of diseases with high unmet medical needs. The Company's lead development program is designed to treat neuropsychiatric disorders through the dosing of formulations of synthetic psilocybin. The primary indications are in the areas of chronic pain including fibromyalgia, phantom limb pain, and complex regional pain syndrome; and eating disorders including binge eating and hypothalamic obesity. See the Company's Prospectus under heading "General Development and Business of the Company" as filed onwww.sedar.com for further information.

On December 17, 2020, the Company successfully closed its initial public offering, pursuant to the Company's Prospectus and commenced trading on the Canadian Stock Exchange ("CSE") on December 18, 2020 under the symbol "TRYP".

On March 16, 2021, Tryp Therapeutics (USA) Inc. was incorporated in the State of Delaware, United States of America and is 100% owned by Tryp Therapeutics Inc.

On April 5, 2021, the Company initiated quoting activity on the OTCQB Venture Market under the symbol "TRYPF" and is eligible for settlement and transfer of its common shares in the United States with The Depository Trust Company.

The Company's principal address, records office and registered address are located at 301 - 1665 Ellis Street, Kelowna, BC V1Y 2B3, Canada.

The COVID-19 pandemic promoted various recommendations and safety measures from governmental authorities to try and limit the pandemic. The response of governmental authorities is having a significant impact on the private sector and individuals, including unprecedented business, employment and economic disruptions. During the current reporting period, aspects of the Company's business continue to be affected by the COVID-19 pandemic, with the Company's operations within local rules and regulations. It is not possible for the Company to predict the duration or magnitude of the adverse results of the outbreak and its effects on the Company's business or results of operations at this time

In addition to the below summary please refer to the Company's Prospectus as filed onwww.sedar.com under the Company's profile.

During the recent quarter ended February 28, 2022 and as at the date of this report herein, the Company reports the following:

Corporate

Partnerships

On October 7, 2021, the Company announced a collaboration with Paul Hutson, PharmD and Christopher Nicholas, PhD from the University of Wisconsin-Madison to support clinical pharmacology studies for the Company's proprietary drug product, TRP-8803. Dr. Hutson and Dr. Nicholas will serve as Investigators on a clinical pharmacology study to evaluate the safety and pharmacokinetics of TRP-8803 in healthy, volunteer patients. The completion of the studies will provide further regulatory support for TRP-8803 as well as insight into the pharmacokinetic profile of TRP-8803. TRP-8803 is expected to be used in Tryp's Phase 2b studies and eventual commercialization as the Company develops the product for chronic pain indications such as fibromyalgia and phantom limb pain, among other diseases.

Results of Operations

Financial Results for the Three Months ended February 28, 2022

The Company had no operating revenues during the three months ended February 28, 2022 and relies on external financings to generate capital for its continued operations. As a result of its activities, the Company continues to incur losses.

For the three months ended February 28, 2022, the Company reported a $1,558,979 (February 28, 2021 - $2,390,093) net loss and comprehensive loss and $0.03 (2021 - $0.05) basic and diluted loss per share. The current period loss was primarily attributed to general and administration costs as described hereinbelow of $1,289,657 (2021 - $723,735).

Financial Results for the Six Months ended February 28, 2022

For the six months ended February 28, 2022, the Company reported a $4,575,342 (2021 - $2,913,433) net loss and comprehensive loss and $0.08 (2021 - $0.06) basic and diluted loss per share. The current period loss was primarily attributed to general and administration costs of $2,949,176 (2021 - $1,017,885) and research and development expenses of $949,768 (2021 - $93,259) as described hereinbelow.

The summary of general and administrative expenditures included:

Professional fees	69,549	26,587
Consulting fees and salaries	651,371	193,876
Insurance	154,086	16,819
Office and administration fees	94,805	4,957
Regulatory and legal fees	73,738	19,961
Transfer agent	-	17,066
Investor relations and	246,108	444,469
corporate development
1,289,657	723,735

Three months ended
February 28 February 28	February 28	February 28
2022 2021	2022	2021
108,667	93,145
1,254,027	308,186
204,818	16,819
273,658	9,563
137,364	36,302
-	17,066
970,642	536,804
2,949,176	1,017,885

Six months ended

Consulting fees and salaries relate to services provided by consultants and employees, including management, of the development of the Company's business plan, business advisory services provided to management to assist in the preparation of its going public transaction and related documentation and filing requirements.

Regulatory and legal fees relate to listing and exchange fees in connection with the going public transaction and listing on the CSE.

In addition to administration and general expenses incurred as described above the Company incurred the following:

Research and Development expenses of $949,768 (2021 - $93,259) relating to consulting fees and analytical support in relation to the development of the Company's business plans for its PFNTM program.

The summary of research and development expenditures for the three and six months ended

February 28 included:

Three months ended February 28 2022

Three months ended February 28 2021

Six months ended February 28 2022

Six months ended February 28 2021

Preclinical Activities for TRP-8803 Development Activities for TRP-8802 Other

46,862 298,099 - 344,961

- - 26,472 26,472

305,611 644,157 - 949,768

- 42,970 50,289 93,259

Summary of Quarterly Results

Quarter Ended

Revenue

Net loss and comprehensive loss Basic and diluted loss per share Weighted average shares outstanding

28-Feb-22 $-

30-Nov-21 $-31-Aug-21 $-30-May-21 $-

($3,000,573)

($2,760,192)

($2,571,084)

($0.05)

($0.05)

($0.04)

59,358,972

57,512,239

66,372,181

Quarter Ended Revenue

Net loss and comprehensive loss Basic and diluted loss per share Weighted average shares outstanding

28-Feb-21 $- ($2,390,093)

30-Nov-20 $-($523,340)

31-Aug-20 $-($416,615)

31-May-20 $-

($6,002)

($0.05) 48,351,815

($0.01) 39,091,722

($0.02) 18,998,964

($0.04)

151,987

Liquidity and capital resources

February 28, 2022

Financial Position:

Cash and cash equivalents Working capital

Total assets Shareholders' equity

$666,105 $820,290 $2,492,350 $914,187

$3,692,271 $3,897,850 $4,108,176 $3,922,814

As at February 28, 2022, the Company's working capital balance was $820,290 (August 31, 2021 - $3,897,850) which included prepaid expenditures and advances of $715,490 (August 31, 2020 - $369,166) for marketing and corporate development.