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

Comprehensive electronic health record system.

This company was Founded by Denis Rono, a Psychiatric Nurse Practitioner. He saw that EHR and related systems cost were the highest expense in his practice. He reached out to other providers and they voiced the same concern. When providers worry less about business expenses, they have more time to provide much needed patient care.

NpCloud solutions provides a Cloud based Electronic Health Record(EHR) that is Comprehensive, high quality and affordable. Our EHR will streamline workflows and reduce costs for mental health professionals, allowing them to deliver better patient care.

Our 5 year goal is to have over 50,000 users. This will mean saving our users over $1,000,000 annually. With enough funding we will have our own E-prescribing software certified by surescripts, Clearinghouse and complete set of solutions that healthcare providers need in managing their patients and getting paid. Having our own Clearinghouse and E-prescribing solution will open a Major revenue stream for the company. Forward-looking projections cannot be guaranteed.

Milestones

NpCloud Solutions Inc. was incorporated in the State of Delaware in November 2021.

Since then, we have:

• Attractive platform & pricing model. Hundreds of industry professionals have voiced their support.
• Growing market demand for electronic health record systems.
• Massive market opportunity. The EHR software market was nearly $30B in 2020 Potential mkt size 400k Providers.
• Experienced team. We have a strong team with a proven track record in healthcare and technology.
• Scalability. Our company has the ability to easily scale and accommodate a growing user base.
• Our system is built to meet the ONC-IT Certification standards with high safety and performance.

The Company is subject to risks and uncertainties common to early-stage companies. Given the Company’s limited operating history, the Company cannot reliably estimate how much revenue it will receive in the future.

Historical Results of Operations

Our company was organized in November 2021 and has limited operations upon which prospective investors may base an evaluation of its performance.

• Revenues & Gross Margin. For the period ended December 31, 2022, the Company had revenues of $0 compared to the year ended December 31, 2021, when the Company had revenues of $0
• Assets. As of December 31, 2022, the Company had total assets of $4,280, including $2,780 in cash. As of December 31, 2021, the Company had $30,084 in total assets, including $28,584 in cash.
• Net Loss. The Company has had net losses of $163,613.53 and net losses of $3,116 for the fiscal years ended December 31, 2022 and December 31, 2021, respectively.
• Liabilities. The Company's liabilities totaled $11,500 for the fiscal year ended December 31, 2022 and $0 for the fiscal year ended December 31, 2021.

Related Party Transaction

Refer to Question 26 of this Form C for disclosure of all related party transactions.

Liquidity & Capital Resources

To-date, the company has been financed with $11,500 in debt.

After the conclusion of this Offering, should we hit our minimum funding target, our projected runway is 6 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 12 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

NpCloud Solutions Inc. cash in hand is $10,608.60, as of January 2023. Over the last three months, revenues have averaged $0/month, cost of goods sold has averaged $0/month, and operational expenses have averaged $17,000/month, for an average burn rate of $17,000 per month. Our intent is to be profitable in 18 months.

Most of our expenses are related to development. We still have more development in the next 2-3 months as we prepare to go live. We also have to complete certification which is a big expense that we have to undertake to make sure our EHR meets ONC-IT standards. As we finish up development, we will start our marketing plan as we get to market. 

In 6 months, we project expenses to be $66,050 per month and revenue to be $0. Our revenue will grow as we scale. We need at least $100,000 to enable us to develop the Electronic Health Record system and all the base features included. We need $1,000,000 to enable us to develop a complete product to include an integrated clearinghouse. Some features can use integrations in the beginning while we secure more funding. Hoping to have the product live in Spring 2023.

We are not profitable yet. We need at least $1,000,000 to reach the point of profitability. We will be profitable within 12-18 months. We have developed a great marketing plan that will help us reach these goals faster. 

We plan to utilize loans until we can get access to the funds raised in Wefunder. Some of our staff and developers are ok working and getting paid later once funding is secured. 

All projections in the above narrative are forward-looking and not guaranteed.