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

Tyme is being designed to be the modern Operating System for Brick & Mortar merchants.  Consumers would have a sophisticated, simple way to transact with the merchants they love.  Merchants would be able to create personalized experiences automatically by tying in the likes & dislikes of their guests. If fully deployed, the Tyme platform would leverage a Blockchain layer to provide a highly customized, frictionless and infrastructure-light architecture promoting loyalty across brands & their consumers.

Tyme aspires to become the Amazon of Brick & Mortar Commerce;  enable physical merchants to win against online Commerce while becoming the natural go-to transaction vehicle for consumers;  decrease reliance on online shopping, decrease the environmental impact of Commerce, and help local communities thrive by bringing back local shopping.

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

Milestones

Tyme Commerce, Inc. was incorporated in the State of Delaware in December 2017.
Since then, we have:

• Though not *necessarily* a predictor of the success of Tyme, the founders previously grew a POS business to over $50million + in ARR within three years at Revel Systems
• Comprehensive patent application filed by the founders for aspects of the Tyme platform and currently pending (to be owned by Tyme Commerce, Inc.)
• The Tyme platform is intended to leverage an advanced Omnichannel architecture with crypto-tokenization of loyalty
• Founders have strong understanding of the commerce industry and could effectively leverage partnerships across the Omnichannel spectrum to drive penetration in SMBs and Enterprises

Historical Results of Operations

Our company was organized in December 2017 and has limited operations upon which prospective investors may base an evaluation of its performance.

• Revenues & Gross Margin. For the period ended June 30, 2018, the Company had revenues of $0.
• Assets. As of June 30, 2018, the Company had total assets of $0, including $0 in cash.
• Net Loss. The Company has had net losses of $4,793 for the period ending June 30, 2018.
• Liabilities. The Company's liabilties totaled $0 for the period ending June 30, 2018.

Liquidity & Capital Resources



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 6 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

Tyme Commerce, inc. cash in hand is $10,000, as of August 2018. Over the last three months, revenues have averaged $0/month, cost of goods sold has averaged $0/month, and operational expenses have averaged $0/month, for an average burn rate of $0 per month. Our intent is to be profitable in 22 months, based on the business modeling that we've done and our underlying assumptions about the business.

Our current expenses have only been for startup costs needed components to start the business.  To date the founder has funded the operations of the company.

We expect our expenses to increase in the next 3 - 6 months as we go into market and hire a sales team.  Our expected expenses over the next six months are about $87,500. We plan to launch our VIP in 3 months, which we hope (although cannot guarantee) will start generating immediate revenue.  We expect our burn rate to be at around $6,000 per month over the course of the next six months.

We made our assumptions around profitability based on modeling we have done and our historical knowledge.  We plan to raise funds from institutional investors or we may conduct an Initial Coin Offering if we determine that we can do so within the guidelines of the SEC and in compliance with other applicable laws and regulations.  In lieu of a successful raise, we'll rely on institutional investors or other angel investors in our network.  The total cost to reach out next phase of growth is projected to be about $300k.