Management’s Discussion and Analysis of Financial Condition and Results of Operations

You should read the following discussion and analysis of our financial condition and results of operations together with our financial statements and the related notes and other financial information included elsewhere in this offering. Some of the information contained in this discussion and analysis, including information regarding the strategy and plans for our business, includes forward-looking statements that involve risks and uncertainties. You should review the "Risk Factors" section for a discussion of important factors that could cause actual results to differ materially from the results described in or implied by the forward-looking statements contained in the following discussion and analysis.

Overview

LEAH Labs uses next generation technology to reprogram immune cells into cancer fighting machines.

In 5 years, LEAH Labs has the only treatment in canine oncology that can CURE cancer. We have diversified our portfolio and now treat multiple cancer types. The data we have generated and the platform we have built are licensed to a leading human immuno-oncology company. Life is good, and dogs are living the best lives they have ever had!

Given the Company’s limited operating history, the Company cannot reliably estimate how much revenue it will receive in the future, if any.

Milestones

LifEngine Animal Health Laboratories Incorporated was incorporated in the State of Delaware in November 2018.

Since then, we have:

• We’re developing the first cure for lymphoma in dogs.
• We’ve killed cancer in a test tube with our therapeutic; a CAR-T cell specific for B cell lymphoma.
• We use CRISPR to genetically engineer T cells, making them cancer fighting machines.
• We're a team of world leading experts in gene editing, immunotherapy, and veterinary oncology.
• CAR-T is the hottest area of cancer research today and is curing human patients with lymphoma.
• The total market for our product is over $1.5B.
• We've closed $163,000+ via Reg D since launching on Wefunder, and received a $35k non-dilutive grant on 1/31/2020, and a $100k non-dilutive grant on 4/7/2020.

Historical Results of Operations

Our company was organized in November 2018 and has limited operations upon which prospective investors may base an evaluation of its performance.

• Revenues & Gross Margin. For the period ended December 31, 2019, the Company had revenues of $0 compared to the year ended December 31, 2018, when the Company had revenues of $0. Our gross margin was % in fiscal year 2019, compared to % in 2018.
• Assets. As of December 31, 2019, the Company had total assets of $228,643, including $228,643 in cash. As of December 31, 2018, the Company had $523 in total assets, including $523 in cash.
• Net Loss. The Company has had net losses of $276,139 and net losses of $627 for the fiscal years ended December 31, 2019 and December 31, 2018, respectively.
• Liabilities. The Company's liabilities totaled $0 for the fiscal year ended December 31, 2019 and $0 for the fiscal year ended December 31, 2018.

Liquidity & Capital Resources

To-date, the company has been financed with a total of $917,538 in SAFEs.

After the conclusion of this Offering, our projected runway is 8 months before we need to raise further capital.

We plan to use the proceeds as set forth in this Form C under "Use of Funds". We don’t have any other sources of capital in the immediate future.

We will likely require additional financing in excess of the proceeds from the Offering in order to perform operations over the lifetime of the Company. We plan to raise capital in 8 months. Except as otherwise described in this Form C, we do not have additional sources of capital other than the proceeds from the offering. Because of the complexities and uncertainties in establishing a new business strategy, it is not possible to adequately project whether the proceeds of this offering will be sufficient to enable us to implement our strategy. This complexity and uncertainty will be increased if less than the maximum amount of securities offered in this offering is sold. The Company intends to raise additional capital in the future from investors. Although capital may be available for early-stage companies, there is no guarantee that the Company will receive any investments from investors.

Runway & Short/Mid Term Expenses

LifEngine Animal Health Laboratories Incorporated cash in hand is $517,500, as of May 2020. Over the last three months, revenues have averaged $0/month, cost of goods sold has averaged $0/month, and operational expenses have averaged $22,646.39/month, for an average burn rate of $22,646.39 per month. Our intent is to be profitable in 36 months.

We have closed our Wefunder campaign after raising a total of $479,538, and closed additional investments of $110,000 via Reg D 506(c). We are now entering R&D phase of our company and monthly burn will increase as such. We have also obtained a $100,000 grant from the State of Minnesota, bringing our total funding to date to over $1M.

Our revenues will not change, however our expenses will increase. That said, COVID-19 is currently impacting our ability to make projections for the next 3-6 months, as we may not be able to perform our planned R&D activities if we are under continued shelter-in-place orders. If the COVID-19 situation changes for the better, we plan to increase monthly burn as we hire and move into more full time R&D towards our company milestones of treating dog patients in the next year.