UNITED STATES

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


FORM 10-Q

(Mark One)


[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended November 30, 2021May 31, 2022

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934


For the transition period from _____ to _____


Commission File Number0-28259  

DESTINY MEDIA TECHNOLOGIES INC.

(Exact name of registrant as specified in its charter)

NevadaNEVADA84-1516745
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)
  
1110428 - 8851575 West Georgia Street 
Vancouver, British Columbia, CanadaV6C 3E8V6G 2V3
(Address of principal executive offices)(Zip Code)

604-609-7736

(Registrant's telephone number, including area code)

_______________________________________________________________________
1110 - 885 West Georgia Street, Vancouver, British Columbia, V6C 3E8, Canada

(Former name, former address and former fiscal year, if changes since last report)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
[X]Yes [ ] No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
[X]Yes [ ] No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definitions of "large accelerated filer," "accelerated filer," "smaller reporting company" and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer[  ]Accelerated filer                   [  ]
Non-accelerated filer[  ]Smaller reporting company  [X]
Emerging growth company[  ] 

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange ActAct.

[  ]Yes  [  ] No


Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act)

]Yes] Yes  [X] No

APPLICABLE ONLY TO CORPORATE ISSUERS:

Indicate the number of shares outstanding of each of the issuer's class of common stock, as of the latest practicable date:

The number of shares outstanding of the registrant's common stock, par value $0.001, as of January 7,July 12, 2022 was 10,147,771.10,122,261.


DESTINY MEDIA TECHNOLOGIES, INC.

FORM 10-Q
TABLE OF CONTENTS

Page
PART I - FINANCIAL INFORMATION
ITEM 1.Condensed Consolidated Financial Statements1
Condensed Consolidated Balance Sheets1
Condensed Consolidated Statements of Comprehensive Income (Loss)2
Condensed Consolidated Statements of Stockholders' Equity3
Condensed ConsolidatedStatements of Cash Flows4
Notes to Condensed Consolidated Financial Statements5
ITEM 2.Management's Discussion and Analysis of Financial Condition and Results of Operations11
ITEM 3.Quantitative and Qualitative Disclosures About Market Risk17
ITEM 4.Controls and Procedures17
PART II - OTHER INFORMATION
ITEM 1.Legal Proceedings18
ITEM 1A.Risk Factors18
ITEM 2.Unregistered Sales of Equity Securities and Use of Proceeds18
ITEM 3.Defaults Upon Senior Securities18
ITEM 4.Mine Safety Disclosures18
ITEM 5.Other Information18
ITEM 6.Exhibits18
Signatures19


PART I - FINANCIAL INFORMATION

ITEM 1. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

DESTINY MEDIA TECHNOLOGIES, INC.

Item 1.Financial Statements.


Condensed Consolidated Interim FinancialBalance Sheets

  Notes  May 31,
2022
  August 31,
2021
 
          
ASSETS         
Cash and cash equivalents 3 $1,953,454 $2,752,662 
Accounts receivable, net of allowance for doubtful accounts of $24,844 (August 31, 2021 - $19,743)    800,847  400,233 
Other receivables    23,278  53,172 
Prepaid expenses    54,937  103,463 
Deposits    45,269  - 
Total current assets    2,877,785  3,309,530 
          
Deposits    -  35,556 
Property and equipment, net 4  359,490  143,487 
Intangible assets, net 4  254,489  187,622 
Right-of-use assets 5  -  190,253 
Total assets   $3,491,764 $3,866,448 
          
LIABILITIES AND STOCKHOLDERS' EQUITY         
Current         
Accounts payable   $116,158 $202,722 
Accrued liabilities    301,394  309,839 
Deferred revenue    25,523  8,511 
Current portion of operating lease liability 5  -  226,978 
Total current liabilities    443,075  748,050 
Total liabilities    443,075  748,050 
          
Contingencies (Note 7)    -  - 
          
Stockholders' equity         
Common stock, par value $0.001, authorized 20,000,000 shares.
Issued and outstanding - 10,122,261 shares
(August 31, 2021 - 10,265,361 shares)
 6  10,122  10,266 
Additional paid-in capital 6  9,137,129  9,157,804 
Accumulated deficit    (5,828,790) (5,788,539)
Accumulated other comprehensive loss    (269,772) (261,133)
Total stockholders' equity    3,048,689  3,118,398 
Total liabilities and stockholders' equity   $3,491,764 $3,866,448 
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
1

DESTINY MEDIA TECHNOLOGIES, INC.

Condensed Consolidated Statements of Comprehensive Income (Loss)

(Unaudited)

     Three Months Ended
May 31,
  Nine Months Ended
May 31,
 
  Notes  2022  2021  2022  2021 
                
Service revenue 8 $999,282 $1,083,987 $3,029,853 $3,138,663 
                
Cost of revenue               
Hosting costs    50,604  32,582  138,399  92,291 
Internal engineering support    21,497  7,375  43,709  20,998 
Customer support    121,816  41,794  247,685  118,989 
Third-party and transactions costs    15,688  16,053  48,686  47,738 
     209,605  97,804  478,479  280,016 
                
Gross margin    789,677  986,183  2,551,374  2,858,647 
                
Operating expenses               
General and administrative    318,995  202,878  800,173  526,822 
Sales and marketing    113,172  361,411  772,163  1,004,839 
Product development    326,125  326,450  944,941  961,930 
Depreciation and amortization    36,313  26,673  90,059  77,388 
     794,605  917,412  2,607,336  2,570,979 
                
Income (loss) from operations    (4,928) 68,771  (55,962) 287,668 
                
Other income               
Interest and other income    1,686  823  4,693  3,162 
Gain on disposal of assets 4,5  -  -  11,018  - 
Net income (loss)    (3,242) 69,594  (40,251) 290,830 
                
Foreign currency translation adjustments    28,168  149,774  (8,639) 211,897 
                
Total comprehensive income (loss)   $24,926 $219,368 $(48,890)$502,727 
                
Net income (loss) per common share               
Basic 6 $(0.00)$0.01 $(0.00)$0.03 
Diluted 6 $(0.00)$0.01 $(0.00)$0.03 
                
Weighted average common shares outstanding:          
Basic 6  10,122,261  10,426,961  10,185,320  10,428,809 
Diluted 6  10,122,261  10,531,708  10,185,320  10,543,442 

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

2


DESTINY MEDIA TECHNOLOGIES, INC.

Condensed Consolidated Statements of Stockholders' Equity

Destiny Media Technologies Inc.For the Three and Nine Months Ended May 31, 2022 and 2021

(Unaudited)

November 30, 2021

(Expressed in United States dollars)


Destiny Media Technologies Inc.

     Common stock             
  Note  Shares  Amount  Additional
Paid-in
Capital
  Deficit  Accumulated
Other
Comprehensive
Income (Loss)
  Total
Stockholders'
Equity
(Deficiency)
 
Balance, February 28, 2021    10,409,361 $10,409 $9,347,311 $(5,949,832)$(283,333)$3,124,555 
Total comprehensive income    -  -  -  69,594  149,774  219,368 
Stock-based compensation    -  -  13,134  -  -  13,134 
Common shares retired    (114,400) (114) (173,564) -  -  (173,678)
Balance, May 31, 2021    10,294,961 $10,295 $9,186,881 $(5,880,238)$(133,559)$3,183,379 
                      
                      
Balance, February 28, 2022    10,122,261 $10,122 $9,064,465 $(5,825,548)$(297,940)$2,951,099 
Total comprehensive income (loss)    -  -  -  (3,242) 28,168  24,926 
Stock-based compensation 6(b)  -  -  75,163  -  -  75,163 
Stock options repurchased and retired    -  -  (2,499) -  -  (2,499)
Balance, May 31, 2022    10,122,261 $10,122 $9,137,129 $(5,828,790)$(269,772)$3,048,689 
 
     Common stock             
  Notes  Shares  Amount  Additional
Paid-in
Capital
  Deficit  Accumulated
Other
Comprehensive
Income (Loss)
  Total
Stockholders'
Equity
(Deficiency)
 
Balance, August 31, 2020    10,450,646 $10,451 $9,366,290 $(6,171,068)$(345,456)$2,860,217 
Total comprehensive income    -  -  -  290,830  211,897  502,727 
Stock-based compensation    -  -  39,117  -  -  39,117 
Common shares retired    (155,685) (156) (218,526) -  -  (218,682)
Balance, May 31, 2021    10,294,961 $10,295 $9,186,881 $(5,880,238)$(133,559)$3,183,379 
                      
                      
Balance, August 31, 2021    10,265,361 $10,266 $9,157,804 $(5,788,539)$(261,133)$3,118,398 
Total comprehensive loss    -  -  -  (40,251) (8,639) (48,890)
Stock-based compensation 6(b)  -  -  169,857  -  -  169,857 
Stock options repurchased and retired    -  -  (11,275) -  -  (11,275)
Common shares retired 6(a)  (143,100) (144) (179,257) -  -  (179,401)
Balance, May 31, 2022    10,122,261 $10,122 $9,137,129 $(5,828,790)$(269,772)$3,048,689 

CONDENSED CONSOLIDATED INTERIM BALANCE SHEETSThe accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

(Expressed in United States Dollars)3

Unaudited

As at, November 30,  August 31, 
  2021  2021 
  $  $ 
ASSETS      
Current      
Cash and cash equivalents 2,536,426  2,752,662 
Short-term investments [note 3] 0  0 
Accounts receivable, net of allowance for doubtful accounts of $23,718, [August 31, 2021 - $19,743] 564,677  400,233 
Other receivables 60,168  53,172 
Prepaid expenses 107,253  103,463 
Total current assets 3,268,524  3,309,530 
Deposits 35,077  35,556 
Property and equipment, net [note 4] 130,863  143,487 
Intangible assets, net [note 4] 247,448  187,622 
Right of use asset [note 5] 131,384  190,253 
Total assets 3,813,296  3,866,448 
       
LIABILITIES AND STOCKHOLDERS' EQUITY      
Current      
Accounts payable 101,749  202,722 
Accrued liabilities 322,331  309,839 
Deferred revenue 3,944  8,511 
Current portion of operating lease liability [note 5] 158,301  226,978 
Total current liabilities 586,325  748,050 
Operating lease liability, net of current portion [note 5] 0  0 
Total liabilities 586,325  748,050 
       
Commitments and contingencies [note 7]      
       
Stockholders' equity      
Common stock, par value $0.001 [note 6]      
   Authorized: 20,000,000 shares      
   Issued and outstanding: 10,235,061 shares      
      [August 31, 2021 - issued and outstanding 10,265,361 shares] 10,235  10,266 
Additional paid-in capital [note 6] 9,139,575  9,157,804 
Accumulated deficit (5,622,938) (5,788,539)
Accumulated other comprehensive loss (299,901) (261,133)
Total stockholders' equity 3,226,971  3,118,398 
Total liabilities and stockholders' equity 3,813,296  3,866,448 

See accompanying notes


Destiny Media Technologies Inc.

CONDENSED CONSOLIDATED INTERIM STATEMENTS  OF
INCOME
(Expressed in United States dollars)
Unaudited
Three months ended November 30,
  2021  2020 
  $  $ 
       
Service revenue [note 9] 1,134,151  1,123,977 
       
Cost of revenue      
Hosting costs 42,184  30,042 
Internal engineering support 8,400  6,327 
Customer support 47,603  35,852 
Third party and transaction costs 19,376  18,092 
  117,563  90,313 
       
Gross Margin 1,016,588  1,033,664 
       
Operating expenses      
General and administrative 150,624  159,549 
Sales and marketing 415,810  302,474 
Product development 258,424  298,088 
Depreciation and amortization 27,172  24,315 
  852,030  784,426 
Income from operations 164,558  249,238 
Other income      
Interest income 1,043  1,464 
       
Net income 165,601  250,702 
       
Net income per common share, basic and diluted 0.02  0.02 
       
Weighted average common shares outstanding:      
Basic 10,257,964  10,450,656 
Diluted 10,337,338  10,450,656 


CONDENSED CONSOLIDATED INTERIM STATEMENTS OF
COMPREHENSIVE INCOME (LOSS)

(Expressed in United States dollars)

Unaudited

Three months ended November 30,

  2021  2020 
  $  $ 
       
Net income 165,601  250,702 
       
Foreign currency translation adjustments (38,768) 28,042 
       
Total comprehensive income 126,833  278,744 

See accompanying notes       


Destiny Media Technologies Inc.

CONDENSED CONSOLIDATED INTERIM STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY

(Expressed in United States dollars)

Unaudited

Three months ended November 30, 2021 and 2020

              Accumulated  Total 
        Additional     other  stockholders' 
  Common stock  paid-in  Accumulated  comprehensive  equity 
  Shares  Amount  capital  Deficit  loss    
  #  $  $  $  $  $ 
Balance, August 31, 2021 10,265,361  10,266  9,157,804  (5,788,539) (261,133) 3,118,398 
Total comprehensive income -  -  -  165,601  (38,768) 126,833 
Shares repurchased for cancellation (30,300) (31) (44,135)       (44,166)
Stock based compensation [note 6] -  -  25,906  -  -  25,906 
Balance, November 30, 2021 10,235,061  10,235  9,139,575  (5,622,938) (299,901) 3,226,971 
                   
Balance, August 31, 2020 10,450,646  10,451  9,366,290  (6,171,068) (345,456) 2,860,217 
Total comprehensive income -  -  -  250,702  28,042  278,744 
Stock based compensation [note 6] -  -  12,849  -  -  12,849 
Balance, November 30, 2020 10,450,646  10,451  9,379,139  (5,920,366) (317,414) 3,151,810 

See accompanying notes       


Destiny Media Technologies Inc.

CONDENSED CONSOLIDATED INTERIM STATEMENTS OF CASH FLOWSDESTINY MEDIA TECHNOLOGIES, INC.

Condensed Consolidated Statements of Cash Flows

(Unaudited)

      Nine Months Ended May 31, 
   Notes  2022  2021 
           
Operating Activities         
Net income (loss)   $(40,251)$290,830 
 Adjustments to reconcile net loss to net cash used in operations:         
 Depreciation and amortization 4  90,059  77,388 
 Stock-based compensation 6(b)  169,857  39,117 
 Allowance for doubtful accounts    18,772  (4,459)
 Gain on disposal of assets 4,5  (11,018) - 
 Unrealized foreign exchange loss    29,607  18,465 
Changes in non-cash working capital:         
 Accounts receivable    (457,136) 44,048 
 Other receivables    29,680  (18,001)
 Prepaid expenses and deposits    38,382  12,920 
 Accounts payable    (59,699) 26,646 
 Accrued liabilities    (33,315) (35,591)
 Deferred revenue    17,045  (2,873)
 Operating lease liability    (9,498) (10,952)
Net cash provided by (used in) operating activities    (217,515) 437,538 
           
Investing Activities         
Sale of short-term investments, net    -  800,624 
Development of software    (88,099) (63,554)
Purchase of property, equipment, and intangibles 4  (294,916) (34,658)
Net cash provided by (used in) investing activities    (383,015) 702,412 
           
Financing Activities         
Repurchase of common stock for retirement 6(a)  (179,401) (218,682)
Repurchase of stock options for retirement    (11,275) - 
Net cash used in financing activities    (190,676) (218,682)
           
Effect of foreign exchange rate changes on cash    (8,002) 171,967 
           
Net increase (decrease) in cash and cash equivalents    (799,208) 1,093,235 
Cash and cash equivalents, beginning of period    2,752,662  1,841,340 
Cash and cash equivalents, end of period   $1,953,454 $2,934,575 
           
Supplementary disclosure:         
Interest paid   $- $- 
Income taxes paid   $- $- 
Three months ended November 30, (Expressed in United States dollars) 
       
  2021  2020 
  $  $ 
OPERATING ACTIVITIES      
Net income 165,601  250,702 
Items not involving cash:      
   Depreciation and amortization [note 4] 27,172  24,315 
   Stock-based compensation 25,906  12,849 
   Deferred leasehold inducement 0  0 
   Unrealized foreign exchange (gain) loss 3,436  11,372 
Changes in non-cash working capital:      
   Accounts receivable (177,303) 98,548 
   Other receivables (6,212) (4,763)
   Prepaid expenses and deposits (4,971) 16,497 
   Accounts payable (94,434) 102,318 
   Accrued liabilities 12,709  (66,893)
   Deferred revenue (4,530) (909)
   Operating lease liability 0  (2,382)
Net cash (used in) provided by operating activities (52,626) 441,654 
       
INVESTING ACTIVITIES      
Redemption (purchase) of short-term investments, net 0  763,749 
Development of software (72,290) 0 
Purchase of property, equipment and intangibles (7,997) (5,188)
Net cash provided by (used in) investing activities (80,287) 758,561 
       
FINANCING ACTIVITY      
Repurchase of common stock for retirement (44,166) 0 
Net cash used in financing activity (44,166) 0 
       
Effect of foreign exchange rate changes on cash (39,157) 35,307 
       
Net increase (decrease) in cash and cash equivalents (216,236) 1,235,522 
Cash and cash equivalents, beginning of period 2,752,662  1,841,340 
Cash and cash equivalents, end of period 2,536,426  3,076,862 
       
Supplementary disclosure      
Interest paid 0  0 
Income taxes paid 0  0 
       
Non-cash investing and financing activities      
Right of use asset 0  0 
Operating lease liability 0  0 

SeeThe accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

4


DESTINY MEDIA TECHNOLOGIES, INC.

Destiny Media Technologies Inc.NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

NOTES TO CONDENSED CONSOLIDATED INTERIM
FINANCIAL STATEMENTS

November 30, 2021

NOTE 1. ORGANIZATION

Destiny Media Technologies Inc. (the "Company") was incorporated in August 1998 under the laws of the State of Colorado and the corporate jurisdiction was changed to Nevada effective October 8, 2014. The Company develops technologies that allow for the distribution over the internet of digital media files in either a streaming or digital download format. The technologies are proprietary. The Company operates out of Vancouver, BC, Canada and serves customers predominantly located in the United States, Europe and Australia.

The Company's stock is listed for trading under the symbol "DSNY" on the OTCQB U.S. in the United States, under the symbol "DSY" on the TSX Venture Exchange (the "TSX") and under the symbol "DME" on the Berlin, Frankfurt, Xetra and Stuttgart exchanges in Germany.

2. BASIS OF PRESENTATION

The accompanying unaudited condensed consolidated interim financial statements include the consolidated accounts of the Company and its wholly owned subsidiaries: Destiny Software Productions, Inc. ("DSNY"), MPE Distributions, Inc. ("MPE"), Tonality, Inc. ("Tonality"), and Sonox Digital Inc. ("Sonox"). All intercompany transactions have been eliminated on consolidation.

The accompanying unaudited condensed consolidated financial statements included in this Quarterly Report on Form 10-Q have been prepared by management in accordanceconformity with accounting principles generally accepted in the United States for interim financial information pursuant to the rules and regulations of the United States Securities and Exchange Commission. Accordingly, they do not include all of the information and footnotes required by United States generally accepted accounting principles in the U.S. ("U.S. GAAP"). The unaudited condensed consolidated financial statements presented in this Quarterly Report should be read in conjunction with the consolidated financial statements and accompanying notes included in the Company's Annual Report on Form 10-K filed with the SEC on November 23, 2021 (the "2021 Form 10-K"). The balance sheet as of August 31, 2021 was derived from audited consolidated financial statements included in the 2021 Form 10-K but does not include all disclosures required by U.S. GAAP for annualcomplete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. OperatingThe Company's significant accounting policies are described in Note 2 to those consolidated financial statements.

Interim results for the three months ended November 30, 2021 aremay not necessarilybe indicative of the results that may be expected for the year ended August 31, 2022.full year. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted from these interim financial statements. The unaudited condensed consolidated financial statements reflect all adjustments which in the opinion of management are necessary for a fair statement of results of operations, financial condition, cash flows and stockholders' equity for the periods presented. Except as otherwise disclosed, all such adjustments are of a normal recurring nature.

Use of Estimates

The balance sheet at August 31, 2021 has been derived frompreparation of the auditedunaudited condensed consolidated financial statements atin accordance with U.S. GAAP requires management to make use of certain estimates and assumptions that date but does not include allaffect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the information and footnotes required by United States generally accepted accounting principles for annual financial statements.

For further information, refer todate of the condensed consolidated financial statements and footnotes thereto included in the Company's annual reportreported amounts of revenue and expenses during the reported periods. The Company bases its estimates on Form 10-K forhistorical experience and on various other assumptions that management believes are reasonable under the year ended August 31, 2021.

COVID-19 Pandemic

In March 2020circumstances, the World Health Organization declared coronavirus COVID-19 a global pandemic. This contagious disease outbreak, which has continued to spread, and any related adverse public health developments, has adversely affected workforces, economies, and financial markets globally, potentially leading to an economic downturn. It has also disrupted the normal operations of many businesses, including the Company's. This outbreak could decrease spending, adversely affect demand for the Company's product and harm the Company's business and results of operations. It iswhich form the basis for making judgments about carrying values of assets and liabilities that are not possible forreadily apparent from other sources. Actual results could differ from those estimates. Significant estimates are related to the Company to predict the duration or magnituderecoverability of the adverse resultslong-term assets including intangible assets, amortization expense, and valuation of the outbreak and its effects on the Company's business or results of operations at this time.

1


Destiny Media Technologies Inc.

NOTES TO CONDENSED CONSOLIDATED INTERIM
FINANCIAL STATEMENTS

November 30, 2021stock-based compensation.

5


3. SHORT TERM INVESTMENTSCASH AND CASH EQUIVALENTS

The Company's short-term investments consistedcash include cash in readily available checking accounts. The Company's cash equivalents consist of one-year Guaranteed Investment Certificates ("GIC") with a major Canadian financial institution that earn interest at variable interest rates ranging from 0.10% - 2.36%. As at November 30, 2021, the Company's short-term investments and had reached maturity, and are included in cash and cash equivalents.their maturity.

4. PROPERTY AND EQUIPMENT AND INTANGIBLES

  Cost  

Accumulated
amortization

  

Net book
value

 
November 30, 2021 $  $  $ 
Property and equipment         
Furniture and fixtures 132,814  115,655  17,159 
Computer hardware 297,888  235,062  62,826 
Computer software 377,245  339,074  38,171 
Leasehold improvement 157,449  144,742  12,707 
  965,396  834,533  130,863 
          
Intangibles         
Software under development 236,724  6,189  230,535 
Patents, trademarks and lists 443,333  426,420  16,913 
  680,057  432,609  247,448 
          
     Accumulated  Net book 
  Cost  amortization  value 
August 31, 2021 $  $  $ 
Property and equipment         
Furniture and fixtures 133,049  114,740  18,309 
Computer hardware 293,930  231,180  62,750 
Computer software 377,777  333,751  44,026 
Leasehold improvements 157,934  139,532  18,402 
  962,690  819,203  143,487 
          
Intangibles         
Software under development 167,069  0  167,069 
Patents, trademarks and lists 441,178  420,625  20,553 
  608,247  420,625  187,622 

2


Destiny Media Technologies Inc.

NOTES TO CONDENSED CONSOLIDATED INTERIM
FINANCIAL STATEMENTS

November 30, 2021

  May 31, 2022 
Property and Equipment Cost  Accumulated
Amortization
  Net Book
Value
 
Furniture and fixtures$141,159 $(125,014)$16,145 
Computer hardware 328,621  (262,534) 66,087 
Computer software 687,042  (409,784) 277,258 
Leasehold improvements -  -  - 
Total property and equipment$1,156,822 $(797,332)$359,490 
          
          
  August 31, 2021 
Property and Equipment Cost  Accumulated
Amortization
  Net Book
Value
 
Furniture and fixtures$133,049 $(114,740)$18,309 
Computer hardware 293,930  (231,180) 62,750 
Computer software 377,777  (333,751) 44,026 
Leasehold improvements 157,934  (139,532) 18,402 
Total property and equipment$962,690 $(819,203)$143,487 
    
    
  May 31, 2022 
Intangible Assets Cost  Accumulated
Amortization
  Net Book
Value
 
Software under development$239,302 $- $239,302 
Patents, trademarks, and lists 478,696  (463,509) 15,187 
Total intangible assets$717,998 $(463,509)$254,489 
          
          
  August 31, 2021 
Intangible Assets Cost  Accumulated
Amortization
  Net Book
Value
 
Software under development$167,069 $- $167,069 
Patents, trademarks, and lists 441,178  (420,625) 20,553 
Total intangible assets$608,247 $(420,625)$187,622 

Depreciation and amortization for the three-month periodthree and nine months ended November 30,May 31, 2022 was $36,313 and $90,059, respectively (three and nine months ended May 31, 2021 was $27,172 (2020: $24,315)

3


Destiny Media Technologies Inc.- $26,673 and $77,388, respectively).

NOTES TO CONDENSED CONSOLIDATED INTERIM
FINANCIAL STATEMENTS

November 30, 2021On January 31, 2022, the Company terminated the lease for the office space (Note 5). Accordingly, leasehold fixtures and fittings were disposed of and a loss of $9,035 was recognized in the statement of comprehensive income (loss) for the nine months ended May 31, 2022.

6


5. RIGHT OF USERIGHT-OF-USE ASSET AND LEASE LIABILITY

TheIn 2017, the Company entered into a lease agreement commencing July 1, 2017 and expiring June 30, 2022 consisting of approximately 6,600 square feet. Subsequent to November 30, 2021,feet of office space. The Company terminated the Company entered into anlease agreement to terminate the office lease effectiveon January 31, 2022.

On adoption of ASC 842, Lease Accounting, the Company recognized right-of-use assets and a corresponding increase in lease liabilities, in the amount of $671,911 which represented the present value of future lease payments using a discount rate of 8% per year. Property tax and insurance payments paid to the lessor arewere included in the calculation of future lease payments.

Right of Use Asset Continuity November 30, 2021  August 31, 2021 
  $  $ 
Balance, September 1 190,253  403,961 
Depreciation (57,284) (224,154)
Foreign Currency Translation Adjustment (1,585) 10,446 
Balance, End of Period 131,384  190,253 

The Company has operating lease payments committed as follows:

  $ 
2022 162,414 
Total lease payments payable 162,414 
Less amounts representing interest (4,113)
Total Operating Lease Liability 158,301 
Less current portion of operating lease liability (158,301)
Long term portion of operating lease liability 0 

 

Operating Lease Liability Continuity
 November 30, 2021  August 31, 2021 
  $  $ 
Balance, September 1 226,978  457,324 
Less Lease Payments (70,873) (270,898)
Interest 4,113  28,714 
Foreign Currency Translation Adjustment (1,917) 11,838 
Balance, End of Period 158,301  226,978 
Right-of-Use Assets   
Balance, August 31, 2020$403,961 
Depreciation (224,154)
Foreign currency translation adjustment 10,446 
Balance, August 31, 2021$190,253 
Depreciation (95,010)
Termination (94,210)
Foreign currency translation adjustment (1,033)
Balance, May 31, 2022$- 
    
    
Operating Lease Liabilities   
Balance, August 31, 2020$457,324 
Lease interest expense 28,714 
Payments (270,898)
Foreign currency translation adjustment 11,838 
Balance, August 31, 2021$226,978 
Lease interest expense 6,036 
Payments (117,548)
Termination (114,263)
Foreign currency translation adjustment (1,203)
Balance, May 31, 2022$- 

During the three-month periodthree and nine months ended November 30, 2021May 31, 2022 the Company recorded depreciation expense of $57,284 (2020: $54,636)$37,726 and $95,010 respectively (May 31, 2021 - $56,376 and $167,468, respectively) which has been allocated between general and administrative, expenses, research and development and sales and marketing, and product development expenses on the consolidated statement of comprehensive income.income (loss). The total rent commitment, net of the leasehold improvement allowance, is beingwas amortized to rent expense on a straight-line basis over the term of the lease.

On December 17, 2021, the Company entered into an agreement to terminate the property lease effective January 31, 2022.

4


Destiny Media Technologies Inc.2022, upon exit of the lease a gain of $20,053 was recognized in the statement of comprehensive income (loss).

NOTES TO CONDENSED CONSOLIDATED INTERIM
FINANCIAL STATEMENTS

November 30, 2021As of May 31, 2022, the Company has no outstanding commitments related to the operating lease payments.

6. STOCKHOLDERS' EQUITY

[a] Common stock issued and authorized

The Company is authorized to issue up to 20,000,000 shares of common stock, par value $0.001 per share.

EffectiveOn January 15, 2021, the Company commenced a Normal Course Issuer Bid ("NCIB"), pursuant to which the Company may purchase up to a maximum of 522,532 common shares, through the TSX Venture Exchange (the "TSX") at the market price at the time of purchase, subject to daily limits and compliance with the applicable rules of the TSX and Canadian securities laws.

During the three-month periodnine months ended November 30,May 31, 2022 that Company did not issue any common stock (May 31, 2021 - NaN). During the nine months ended May 31, 2022, the Company repurchased and cancelled 30,300143,100 common shares for $44,166. As at November 30,$179,401 (August 31, 2021 a total of  215,585- 185,285 common shares had been repurchased for $304,570 under the NCIB.$260,405).

7


6. STOCKHOLDERS' EQUITY (cont'd)

[b] Stock option planplans

The Company has a stock option plan, namelyPursuant to the Company's 2015 Stock Option Plan (the "Plan""2015 Plan"), under which up to 530,000 shares of common stock hashave been reserved for issuance. A total of Nil41,250 common shares remain eligible for issuance under the 2015 Plan. Subsequent to November 30, 2021,On February 18, 2022 the Company approved, subject toreceived shareholder approval afor the 2022 Stock Option plan,Plan (the "2022 Plan") (together with the 2015 Plan, the "Plans"), whereby 1,000,000 common shares would beare reserved for issuance. As at May 31, 2022, 507,833 common shares remain eligible for issuance under the 2022 Plan.

The options generally vest over a range of periods from the date of grant, some are immediate, and others arevest over 12 or 24 months. Any options that do not vest as the result of a grantee leaving the Company are forfeited and the underlying common shares underlying them are returned to the reserve. The options generally have a contractual term of five years.

5


Destiny Media Technologies Inc.

NOTES TO CONDENSED CONSOLIDATED INTERIM
FINANCIAL STATEMENTS

November 30, 2021

6. STOCKHOLDERS' EQUITY (cont'd.)

[b]Stock option plan (cont'd.)

Stock-Based Payment Award Activity

A summary of stock option activity under the PlanPlans as of November 30, 2021,May 31, 2022, and changes during the period then ended is presented below:were the following:

        Weighted    
     Weighted  Average  Aggregate 
     Average  Remaining  Intrinsic 
     Exercise Price  Contractual  Value 
Options Shares  $  Term  $ 
Outstanding at August 31, 2021 410,000  1.34  2.26  0 
Granted 521,000  1.50  5.00  0 
Forfeited (10,000) 1.00  3.41  0 
Outstanding at November 30, 2021 921,000  1.43  2.76  28,700 
Exercisable at November 30, 2021 380,000  1.37  1.80  15,200 
  Number of
Options
  Weighted Average
Exercise Price
  Weighted Average
Contractual Term
  Aggregate Intrinsic
Value
 
Outstanding at August 31, 2020 400,000 $1.35  3.24 $- 
Granted 10,000 $1.00  4.16 $- 
Outstanding at August 31, 2021 410,000 $1.34  2.26 $- 
Granted 561,000 $1.50  5.00 $- 
Forfeited (90,083)$1.38  4.09 $- 
Exercised (30,000)$1.00  2.07 $- 
Outstanding at May 31, 2022 850,917 $1.45  3.15 $- 
Exercisable at May 31, 2022 471,667 $1.42  2.11 $- 

The aggregate intrinsic value is calculated as the difference between the exercise price of the underlying awards and the quoted price of the Company's common stock for the options that were in-the-money at November 30, 2021.as of May 31, 2022.

The following table summarizes information regarding the non-vested options outstanding as of November 30, 2021May 31, 2022 and changes during the period then ended:period:

     Weighted 
     Average 
     Grant Date 
  Number of Options  Fair Value 
     $ 
Non-vested options at August 31, 2021 98,750  0.48 
Granted 521,000  1.11 
Vested (73,750) 0.49 
Forfeited (5,000) 0.49 
Non-vested options at November 30, 2021 541,000  1.08 
  Number of
Options
  Weighted Average
Exercise Price
 
Non-vested options at August 31, 2020 203,750 $0.48 
Granted 10,000 $0.34 
Vested (115,000)$0.47 
Non-vested options at August 31, 2021 98,750 $0.48 
Granted 561,000 $1.50 
Forfeited (90,083)$1.38 
Vested (190,417)$1.43 
Non-vested options at May 31, 2022 379,250 $1.50 

As of November 30, 2021,May 31, 2022, there was $534,838$359,312 of total unrecognized compensation cost related to non-vested stock-based compensation awards. The unrecognized compensation cost is expected to be recognized over a weighted average period of 2.211.5 years.

8


6


Destiny Media Technologies Inc.

NOTES TO CONDENSED CONSOLIDATED INTERIM
FINANCIAL STATEMENTS

November 30, 2021

6. STOCKHOLDERS' EQUITY (cont'd.)(cont'd)

[b] Stock option plan (cont'd.)plans (cont'd)

Stock-Based Payment Award Activity (cont'd.)

TotalDuring the nine months ended May 31, 2022, the total stock-based compensation expense of $25,906 was recognized during the three month period ended November 30, 2021, (2020: $12,849) is reported in the statement of comprehensive income (loss) as follows:

  2021  2020 
  $  $ 
Stock-based compensation      
General and administrative 2,424  4,531 
Sales and marketing 13,950  4,644 
Product development 9,532  3,674 
Total stock-based compensation 25,906  12,849 

Valuation Assumptions

The fair value of each option award is estimated on the date of grant using the Black-Scholes option-pricing model based on the following assumptions:

  2021  2020 
Expected term of stock options (years) 3.25  3.25 
Expected volatility 122.7%  105.4% 
Risk-free interest rate 0.35%  0.35% 
Dividend yields 0  0 
Weighted average grant date fair value$0.40 $0.34 

Expected volatilities are based on historical volatility of the Company's stock. The Company uses historical data to estimate option exercise and employee termination within the valuation model. The expected term of options granted represents the period of time that options granted are expected to be outstanding. The risk-free rate for periods within the contractual life of the options is based on US Treasury bill rates in effect at the time of grant.

 Nine Months Ended May 31, 
Stock-based compensation 2022  2021 
General and administrative$82,324 $13,594 
Sales and marketing 39,029  14,502 
Product development 48,504  11,021 
Total stock-based compensation$169,857 $39,117 

7


Destiny Media Technologies Inc.

NOTES TO CONDENSED CONSOLIDATED INTERIM
FINANCIAL STATEMENTS

November 30, 2021

6. STOCKHOLDERS' EQUITY (cont'd.)

[c] Employee Stock Purchase Plan

The Company's 2011 Employee Stock Purchase Plan (the "Plan""ESPP") became effective on February 22, 2011. Under the Plan,ESPP, employees of the Company are able tocan contribute up to 5% of their annual salary into a pool which is matched equally by the Company in order to purchase Companythe Company's common shares under certain terms. Directors are able tocan contribute a maximum of $12,500 each for a combined maximum annual purchase of $25,000. The maximum annual combined contributions will be $400,000. All purchases are made through the Toronto Stock Exchange by a third-party plan agent. The third-party plan agent is also responsible for the administration of the PlanESPP on behalf of the Company and the participants.

During the three monthnine months period ended November 30, 2021,May 31, 2022, the Company recognized compensation expense of $17,227 (2020: $15,186)$95,956 (May 31, 2021 - $71,938) in salaries and wages on the consolidated statement of comprehensive income (loss) in respect of the Plan,ESPP, representing the Company's employee matching of cash contributions to the Plan. During the three month period ended November 30, 2021, theESPP. The shares were purchased on the open market at an average price of $1.48 (2020 : $0.67)$1.25 (May 31, 2021 - $0.99). The shares are held in trust by the Company for a period of one year from the date of purchase.

[d] Earnings Per Share

Net income (loss) per common share (basic) is calculated by dividing net income (loss) by the weighted average number of common shares outstanding during the period. Net income (loss) per common share (diluted) is calculated by dividing net income (loss) for the period by the weighted average number of common shares outstanding during the period, plus the dilutive effect of outstanding common share equivalents. This method requires that the dilutive effect of outstanding options and warrants issued be calculated using the treasury stock method. Under the treasury stock method, all common share equivalents have been exercised at the beginning of the period (or at the time of issuance, if later), and that the funds obtained thereby were used to purchase common shares of the Company at the average trading price of common shares during the period, but only if dilutive.

  2021  2020 
  $  $ 
Net Income 165,601  250,702 
Weighted average shares outstanding 10,257,964  10,450,656 
Dilutive impact of outstanding stock options 79,374  0 
Diluted weighted average common shares outstanding 10,337,338  10,450,656 

At November 30, 2021, For the Company had an aggregatethree and nine months ended May 31, 2022 the outstanding options, in the amount of 921,000 (August 31, 2021: 410,000) stock options outstanding.850,917, were anti-dilutive and have been excluded from the calculation of diluted income (loss) per share.

8


Destiny Media Technologies Inc.

NOTES TO CONDENSED CONSOLIDATED INTERIM
FINANCIAL STATEMENTS

November 30, 2021

7. CONTINGENCIES

The Company is subject to claims and legal proceedings that arise in the ordinary course of business. Such matters are inherently uncertain, and there can be no guarantee that the outcome of any such matter will be decided favorably to the Company or that the resolution of any such matter will not have a material adverse effect upon the Company's financial statements. The Company does not believe that any of such pending claims and legal proceedings will have a material adverse effect on its consolidated financial statements.

On September 5, 2017, the Company's former President and Chief Executive Officer filed a Notice of Civil Claim in the Supreme Court of British Columbia against the Company, its subsidiaries, independent directors and current Chief Executive Officer, claiming damages for conspiracy, breach of contract, wrongful dismissal, defamation and aggravated and punitive damages. The Company believes the claims are without merit and is defending itself against the claims. The quantum of loss, if any, is not determinable at this time and management believes it is unlikely that the outcome of this matter will have an adverse impact on its results of operations, cash flows and financial condition.

9


8. NEW ACCOUNTING PRONOUNCEMENTS7. CONTINGENCIES (cont'd)

Recently Adopted Accounting StandardsRisk and Uncertainties

None

9


Destiny Media Technologies Inc.

NOTES TO CONDENSED CONSOLIDATED INTERIM

FINANCIAL STATEMENTS

November 30, 2021In March 2020 the World Health Organization declared coronavirus COVID-19 a global pandemic. This contagious disease outbreak, which has continued to spread, and any related adverse public health developments, has adversely affected workforces, economies, and financial markets globally, potentially leading to an economic downturn. It has also disrupted the normal operations of many businesses, including the Company's. This outbreak could decrease spending, adversely affect demand for the Company's product and harm the Company's business and results of operations. 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.

9.8. CONCENTRATIONS AND ECONOMIC DEPENDENCE

The Company operates solely in the digital media software segment and all revenue from its products and services are made in this segment.

Revenue from external customers earned during the three and nine months ended May 31, 2022 and 2021, by product and location of customer, iswas as follows:

  2021  2020 
  $  $ 
       
Play MPE®      
United States 577,149  533,460 
Europe 484,336  508,317 
Australia 64,032  75,779 
Africa 6,954  3,528 
Total Play MPE® Revenue 1,132,471  1,121,084 
       
Clipstream ®      
United States 1,680  2,893 
Total Clipstream ® Revenue 1,680  2,893 
       
Total Revenue 1,134,151  1,123,977 
 Three Months Ended May 31, Nine Months Ended May 31, 
  2022  2021  2022  2021 
Play MPE®            
North America$498,465 $504,319 $1,460,020 $1,416,953 
Europe 461,703  497,225  1,414,265  1,489,578 
Australasia 31,781  79,275  133,476  218,035 
Africa 6,563  1,626  19,642  6,092 
Total Play MPE® 998,512  1,082,445  3,027,403  3,130,658 
             
Clipstream®            
North America 770  1,542  2,450  8,005 
Total$999,282 $1,083,987 $3,029,853 $3,138,663 

Revenue in the above table is based on location of the customer's billing address. Some of these customers have distribution centrescenters located around the globe and distribute around the world. During the three month periodnine months ended November 30, 2021,May 31, 2022, the Company generated 37%41% of total revenue from one customer respectively (2020 : 38%(May 31, 2021 - 42%).

It is in management's opinion that the Company is not exposed to significant credit risk.

As at November 30, 2021,May 31, 2022, one customer represented $272,449$570,964 (or 48%73%) of the trade receivables balance (August 31, 2021, one customer represented $142,758 (or 36%)).

The Company has substantially all its assets in Canada and its current and planned future operations are, and will be, located in Canada.

10. COMPARATIVE FIGURES10

Certain comparative figures have been reclassified to conform to the current period's presentation. These reclassifications did not affect prior periods' net earnings.

10


Destiny Media Technologies Inc.

NOTES TO CONDENSED CONSOLIDATED INTERIM

FINANCIAL STATEMENTS

November 30, 2021

11. SUBSEQUENT EVENTS

On December 17, 2021 the Company entered into an agreement to terminate the office lease effective January 31, 2022. The Company's lease was previously expected to terminate June 30, 2022.

11


ItemITEM 2.Management's Discussion and Analysis of Financial Condition and Results of Operations. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

FORWARD LOOKING STATEMENTS

The following discussion should be read in conjunction with the accompanying financial statements and notes thereto included within this Quarterly Report on Form 10-Q.  In addition to historical information, the information in this discussion contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). These forward-looking statements involve risks and uncertainties, including statements regarding the Company's capital needs, business strategy and expectations.  Any statements contained herein that are not statements of historical facts may be deemed to be forward-looking statements.

In some cases, you can identify forward-looking statements by terminology such as "may", "will", "should", "expect", "plan", "intend", "anticipate", "believe", estimate", "predict", "potential" or "continue", the negative of such terms or other comparable terminology.  Actual events or results may differ materially.  In evaluating these statements, you should consider various factors described in this Quarterly Report, including the risk factors under "Item 1A. Risk Factors." of part II, and, from time to time, in other reports the Company files with the Securities and Exchange Commission. These factors may cause the Company's actual results to differ materially from any forward-looking statement. The Company disclaims any obligation to publicly update these statements or disclose any difference between its actual results and those reflected in these statements. Such information constitutes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.

OVERVIEW AND CORPORATE BACKGROUND

Destiny Media Technologies Inc. was incorporated in August 1998 under the laws of the State of Colorado and the corporate jurisdiction was changed to Nevada effective October 8, 2014. We carry out our business operations through our wholly owned subsidiary,subsidiaries: Destiny Software Productions Inc., a British Columbia company that was incorporated in 1992, MPE Distribution, Inc., a Nevada company that was incorporated in 2007, Tonality, Inc., a Nevada company that was incorporated in 2021, and Sonox Digital Inc., incorporated under the Canada Business Corporations Act in 2012. The "Company", "Destiny Media", "Destiny", "we" or "us" refers to the consolidated activities of all fourfive companies.

Our principal executive office is located at Suite 1110, 885428 - 1575 West Georgia Street Vancouver, British Columbia, V6C 3E8.V6G 2V3, Canada. Our telephone number is (604) 609-7736 and our facsimile number is (604) 609-0611.

Our common stock trades on TSX Venture Exchange in Canada under the symbol "DSY", on the OTCQB U.S. ("OTCQB") under the symbol "DSNY", and on various German exchanges (Frankfurt, Berlin, Stuttgart and Xetra) under the symbol DME, WKN 935 410."DME".

Our corporate website is located at http://www.dsny.com.

OUR PRODUCTS AND SERVICES

Destiny develops and markets software as a service (SaaS) solutionssolution that solvesolves critical digital distribution and promotion problems for businesses in the music industry.  The core of our business is Play MPE®. Play MPE® is a service for promoting and securely distributing broadcast quality audio, video, images, promotional information and other digital content through the internet. The system is currently used by the recording industry for transferring pre-release broadcast quality music, radio shows, and music videos to trusted recipients such as radio stations, media reviewers, VIP's, DJ's, film and TV personnel, sports stadiums and retailers. Music is protected by Play MPE®'s patented proprietary watermarking system which provides watermarks unique to each recipient.

Destiny is currently developing additional functionality and services that are expected to increase the services to existing platform users and therefore expand Play MPE®'s addressable market, or act as catalysts to the Company's sales activities.  As well, the Company is investing into research and development on incremental product offerings expected to add addressable market opportunities.

11


Play MPE®

The Company's core business is the Play MPE® platform.  Play MPE® is a two-sided B2B marketplace that enables music labels and artists to distribute promotional content and musical assets on the one side, and for music broadcasting professionals, music curators and music reviewers to discover, download, broadcast and review the music, on the other.  Play MPE® provides a software-based tool to assist record labels and artists in marketing their music.  Record labels and artists are Play MPE®'s customers and pay for submission into the system.  Recipients are provided no charge access to review music.  When adding music to the Play MPE® system, record labels are targeting specific industry recipients who review and broadcast their music.  With this marketing effort, record labels are targeting an increase in their revenue directly through on-air broadcast royalties, streaming royalties and synchronization revenue (revenue when the reproduction of a song is coordinated with video advertisements, television, or film), and indirect increases in revenue through growing song and artists' popularity (for example concert ticket sales etc.).

Customers range from small independent artists to the world's largest record labels;labels (the "Major Record Labels") (Universal, such as Universal Music Group ("Universal"), Warner Music Group "Warner"("Warner") and Sony Music Entertainment "Sony"("Sony").  Customers choose Play MPE® for its powerful set of tools, ease of use and its effectiveness in achieving the record label's promotional objectives. Recipients enjoy easy access to desirable music in high quality audio files.

Play MPE® CASTER (Distribution software)

Play MPE®'s Caster is a full-service distribution management system that includes a complete set of operational functions that provide all necessary software tools to enable labels to manage global marketing campaigns.  Broadly, these components include administration functions and distribution functions.  Administration functions allow management of labels and sub-labels, management of the assets (audio files, video files, and associated cover art, artist information) that are distributed, and management of client-side users and user permissions (roles with selectable capabilities). Distribution management functions offer powerful contacts management capabilities, release creation, distribution announcements and distribution scheduling, digital rights management by release and by recipient, and release replication and its associated scheduling and digital rights management components.

This full suite of tools within Play MPE® was developed for the music industry and in close collaboration with Universal to cater the functions to its global marketing workflow.  Many clients do not use the full suite of tools. However, this full set of tools is critical to Universal's global promotional campaign workflow and the core reason Play MPE® distributes internationally for Universal.

Caster is available in English, Spanish, German, Japanese and French.

Play MPE® is a permissions-only access system such that only recipients designated or targeted to receive content obtain access to that content.  Record labels can use Play MPE®'s contacts management system to administer recipient lists. Contacts management offers several features that facilitate efficient updates and maintenance actions that are critically important where users maintain a large recipient database, across multiple users, and multiple recipient lists.  Absent these features, list maintenance becomes overly cumbersome, inefficient and leads to inaccuracies. The functionality within the contacts management system is critically important to both distribution hubs at Universal and the Play MPE® operations team to efficiently maintain accurate and active recipient lists.

Within Play MPE®'s contacts management platform, the Company's operations team offers for sale carefully curated and actively maintained recipient lists with more than 14,000 music curators around the world.  These lists include complete lists in 12 countries and lists under construction in an additional 38. These selectable lists eliminate the need for our clients to maintain current recipient contact information.  These lists offer significant value to all customers butand are necessarycritical for smaller independent labels and artists who do not have the resources to maintain current contacts.  Without these curators lists, many sales would not be possible.  As active lists in new territories are completed, Play MPE® will grow revenue.


In addition to the contacts management functionality, the Play MPE® product and engineering staff are developing new technical processes to facilitate list development and maintenance. With these technical solutions, it is expected that Play MPE® will expand saleable lists and thereby increase revenue.

12


Play MPE® Player

Music curators enjoy free access to review and download content through an easy-to-use web-based player or mobile player apps (iOS and Android). Web-players are currently available in 15 different languages;languages: English, Spanish, Swedish, Finnish, Italian, Dutch, Portuguese, French, Japanese, German, Norwegian, Latvian, Lithuanian, Estonian, and Danish.

In developing Play MPE®'s recipient interfaces, the Company's product and engineering teams focus on providing a very positive user experience. Recipients enjoy many features that make it easy to access, collaborate, review, and search for content. Play MPE®'s mobile apps offer off-line listening capabilities, the ability to utilize Google Chromecast and Apple Airplay streaming capabilities, creation of playlists, sorting, flagging and archiving features, and easier to access release metadata. Recipient side satisfaction directly increases activity which directly improves the effectiveness of promotional efforts of record label customers.

Recipients on the Play MPE® platform have a wide variety of personas and include programming directors for internet streaming, satellite or terrestrial radio, retail store broadcasters, sports stadium DJs, clubs, events, music reviews in newspapers or magazines, on-air personalities, music supervisors who program TV, movies, commercials or video games, or "A&R" representatives at larger record labels. Each recipient within the Play MPE® platform has a unique library of music catered and appropriate for that recipient.

Clipstream®

The Company also developed Clipstream® for the online video industry for which it is pursuing strategic alternatives. The Clipstream® Online Video Platform (OVP) is a self-service system, for encoding, hosting and reporting on video playback which can be embedded in third party websites or emails. Playback is currently through the Company's proprietary JavaScript codec engine, which is only available on the internet through the Company.  The unique software-based approach to rendering video, has patents claiming initial priority to 2011. This product has incidental revenues and is not supported or marketed.

RESULTS OF OPERATIONS FOR THE THREE MONTH PERIODSAND NINE MONTHS ENDED NOVEMBER 30,MAY 31, 2022 AND 2021 AND 2020

Revenue

Total revenue for the three-month period ending November 30, 2021 increasednine months ended May 31, 2022 decreased by approximately 1% ($1,134,151 in 2021 - $1,123,977 in 2020). 3.5% to $3,029,853 compared to the revenue of $3,138,663 for the nine months ended May 31, 2021; however, adjusted for impacts of foreign currency translation Play MPE® represents virtually allrevenue increased 0.3% period over period. The negative impact of the Company's revenue.foreign currency translation can be attributed to the decline in the value of the Euro and the Australian dollar relative to the US dollar period over period. Play MPE®'s year to date revenue grew by 1% (or 1.7%earned in North America and Africa during the nine months ended May 31, 2022, has grown period over period. Notwithstanding the negative impact of foreign currency translation, Play MPE® revenue earned in the European segment has also grown period over period.

Foreign currency fluctuations impacted the most recent quarter more strongly.  Total revenue for the three months ended May 31, 2022 showed a nominal decrease of 2.3% after adjusting for favorable foreign exchange).  Play MPE® continuedexchange but decreased by 7.8% over the comparable quarter in fiscal 2021 to experience growth in the independent labels in the United States, Europe, and Australia$999,282 (May 31, 2021 - $1,083,987) with an average revenue growth of 3% in this segment. no adjustment for foreign currency changes.

Gross Margin

Gross margin for the nine months ended May 31, 2022 was 84.2% of revenue, which represents a decrease of 6.9% from the nine months ended May 31, 2021.  The Company's cost of revenue consists of data hosting and processing charges, third party transaction related costs, and engineering, technical and customer support costs.  These costs are driven by the size and volume of customer transactions processed, as well as the relative proportion of 'full service' versus 'self-service' revenue.  Our self-service sales are derived from customers who have been provided with a customer account to access our encoder to independently upload and publish releases. Our full-service revenue is derived from customers who are fully serviced by our internal staff, who prepare and publish releases on their behalf.  During the period ended May 31, 2022, our gross margin decreased over the comparative period predominately due to increase in costs associated with the hosting services and increased staffing in technical and customer support departments. 

13


Operating Expenses

Overview

As ourOur technologies and products are developed and maintained in-house, the majority of our expenditures are oncontributed towards salaries, and wages and associated expenses such as office space, supplies and benefits. Our operations are primarily conducted in Canada and therefore, our costs are primarily incurred in Canadian dollars while our revenues are primarily denominated in Euros and US dollars. Thus, operating expenses and the results of operations are impacted, to the extent they are not hedged, by the rise and fall of the relative values of the Canadian dollar to these currencies. The Company maintains a large portion of its financial reserves in Canadian dollars to mitigate the downside risk of adverse exchange rates on its operating expenditures.

Total operatingOperating costs during the three-month periodnine months ended November 30, 2021May 31, 2022 increased by 8.6%1.4% to $852,029 (2020$2,607,336 (May 31, 2021 - $784,426). Operating Costs in the comparative period, include one-time, non-recuring costs associated with staff restructuring. Adjusting for these one-time costs associated with staff restructuring, overall costs increased by 11.8%$2,570,979).  The increase in costs iswas primarily the result of increased staffing and higher non-cash stock-based compensation recorded in the period due to share-based awards granted during the nine months ended May 31, 2022.  This additional staffing was brought on board to support expanded business development staffing costsof the Play MPE® platform and additional operational staff to support expanded technical support and distribution list development. The additional staff  is focused on items designed to expandaccelerate revenue growth of Play MPE®‘s global market share. The Company also increased staffing costs to more quicklyMPE® and expand the company's product offering. A portion of theseaddressable market.  The increase in costs were capitalized. Also increasing overall costs are impactsslightly offset by a weakeningdecrease in value of the Canadian dollar relative to the US Dollar. Foreign exchange impacts are generally temporarily in nature and generally reverse over time.dollar.


General and administrative November 30 November 30    
 2021 2020    Nine Months Ended May 31,    
 (3 months) (3 months) Change Change 
 $ $ $ % 
General and administrative expenses 2022 2021 $ Change % Change 
Wages and benefits$423,266 $209,442  213,824  102.1% 
Professional fees 98,290  169,291  (71,001) -41.9% 
Office and miscellaneous 83,674  55,550  28,124  50.6% 
Shareholder relations 52,940  47,640  5,300  11.1% 
Rent 39,187  15,391  23,796  154.6% 
Foreign exchange loss 34,779  21,838  12,941  59.3% 
Telecommunications 26,109  2,045  24,064  1176.7% 
Bad debt 4,316  -  4,316  0.0%  18,772  (4,444) 23,216  -522.4% 
Office and miscellaneous 50,478  40,241  10,237  25.4% 
Professional fees 18,295  46,825  (28,530) (60.9%
Rent 5,744  6,715  (971) (14.5%
Telecommunications 821  776  45  5.8% 
Travel 1,395  1,112  283  25.4% 
Wages and benefits 69,575  63,880  5,695  8.9% 
 150,624  159,549  (8,925) (5.6%
Other 23,156  10,069  13,087  130.0% 
Total general and administrative expenses$800,173 $526,822  273,351  51.9% 

Our general and administrative expenses consist of salaries and related personnel costs including overhead, office rent, professional fees, shareholder relations, and general office supplies. Generalexpenses. The increase in salaries and administrative costs also include professional feeswages can be explained by increased non-cash stock-based compensation due to the number of share-based awards granted during the nine months ended May 31, 2022 and general travel expenditures.one-time staff recruitment fees. The significant decrease in professional fees iswas due to a reduction of corporate administration costs and a reductionthe timing of litigation costs.proceedings in the comparative period ended May 31, 2021. 

Sales and marketing November 30 November 30    
 2021 2020    Nine Months Ended May 31,    
 (3 months) (3 months) Change Change 
 $ $ $ % 
Sales and marketing expenses 2022 2021 $ Change % Change 
Wages and benefits$644,358 $863,595  (219,237) -25.4% 
Advertising and marketing 33,011  9,020  23,991  266.0%  89,338  36,498  52,840  144.8% 
Rent 33,062  31,536  1,526  4.8%  36,064  91,016  (54,952) -60.4% 
Telecommunications 5,322  4,053  1,269  31.3%  2,403  13,730  (11,327) -82.5% 
Wages and benefits 344,415  257,865  86,550  33.6% 
 415,810  302,474  113,336  37.5% 
Total sales and marketing expenses$772,163 $1,004,839  (232,676) -23.2% 

Sales and marketing expenses consist of salaries and related personnel costs including overhead, office rent, and telecommunications costs.  Sales and marketing expenses also include advertising and marketing expenditures, which consist of promotional materials, online or print advertising, business development tools, and marketing or business development related travel costs, including attendance at conference or trade shows, and record label and client visits. The increasedecrease in staffing costs primarilywages and benefits and rent relates to restructuring changes to the employment of additional staff designed to grow Play MPE®‘s market share.team incurred in the comparative period ended May 31, 2021. The increase in advertising and marketing expenses is related to increased sponsorship, advertising, sponsorship, and attendance at industry events in the first quarter.three quarters of the fiscal year.

Product Development November 30  November 30       
  2021  2020       
  (3 months)  (3 months)  Change  Change 
  $  $  $  % 
Rent 22,591  25,079  (2,488) (9.9%
Software services 18,177  17,576  601  3.4% 
Telecommunications 16,318  16,805  (487) (2.9%
Wages and benefits 201,338  238,628  (37,290) (15.6%
  258,424  298,088  39,664  (13.3%

14


 Nine Months Ended May 31,       
Product development expenses 2022  2021  $ Change  % Change 
Wages and benefits$775,142 $786,786  (11,644) -1.5% 
Software services 54,829  53,732  1,097  2.0% 
Rent 73,159  69,016  4,143  6.0% 
Telecommunications 41,813  52,396  (10,583) -20.2% 
Product development expenses$944,943 $961,930  (16,987) -1.8% 

Product development costs consist primarily of salaries and related personnel costs including overhead and consulting fees with respect to product development and deployment.  During the period ended May 31, 2022, the Company increased development staffing to accelerate new additions to the product roadmap designed to increase the addressable market and facilitate faster market acquisition. The increasedecrease in wages and benefits is relatedreflects the capitalization of a portion of these costs.  During the nine months ended May 31, 2022, $331,601 in wages and benefits paid to an increase in staffing in product development offset by $72,290staff were capitalized to software under development intangible assets and $259,801 of the capitalized wages and benefits was subsequently reclassified to computer software fixed assets as internal use software in the quarter (November 30, 2020: $Nil). products were completed.


Depreciation and Amortization

Depreciation and amortization expense increased to $27,172$90,059 for the three-month periodnine months ended November 30, 2021May 31, 2022 from $24,315$77,388 for the periodnine months ended November 30, 2020,May 31, 2021, an increase of 11.7%16.4% due to a amortizationdepreciation of additionally capitalized software development costs associated with Play MPE® recipient player applications.applications during the period.

Other earnings and expensesIncome

Interest income earned on the Company's Guaranteed Investment Certificates was $1,043$4,693 for the three-month periodnine months ended November 30,May 31, 2022 (May 31, 2021 (2020: $1,464) and is derived from one-year Guaranteed Investment Certificates.- $3,162).

Net incomeIncome (Loss)

During the three-month periodthree and nine months ended November 30, 2021May 31, 2022 we had net loss of $3,242 and $40,251, respectively (May 31, 2021 - net income of $165,601 (2020 - $250,702)$69,594 and $290,830, respectively).

For the three-month periodthree months ended November 30, 2021,May 31, 2022, adjusted EBITDA was $217,635 (2020$106,548 (May 2021 - EBITDA $286,402)$108,577).  Adjusted EBITDA is not defined under generally accepted accounting principles ("GAAP")U.S. GAAP and it may not be comparable to similarly titled measures reported by other companies. We used Adjusted EBITDA, along with other GAAP measures, as a measure of our profitability because Adjusted EBITDA helps us to compare our performance on a consistent basis by removing from our operating results the impact of our capital structure, the effect of operating in different tax jurisdictions, the impact of our asset base, which can differ depending on the book value of assets, the accounting methods used to compute depreciation and amortization, the existence or timing of asset impairments and the effect of non-cash stock-based compensation expense.

We believe Adjusted EBITDA is useful to investors as it is a widely used measure of performance and the adjustments we make to Adjusted EBITDA provide further clarity on our profitability. We remove the effect of non-cash stock-based compensation from our earnings which can vary based on share price, share price volatility and expected life of the equity instruments we grant. In addition, this stock-based compensation expense does not result in cash payments by us.the Company. Adjusted EBITDA has limitations as a profitability measure in that it does not include the interest expense on our debts, our provisions for income taxes, the effect of our expenditures foron capital assets, the effect of non-cash stock-based compensation expense and the effect of asset impairments. The following is a reconciliation of net income (loss) from operations to Adjusted EBITDA over the eight most recently completed fiscal quarters:

 2022 Q1 2021 Q4 2021 Q3 2021 Q2 2021 Q1 2020 Q4 2020 Q3 2020 Q2  Q3 2022 Q2 2022 Q1 2022 Q4 2021 Q3 2021 Q2 2021 Q1 2021 Q4 2020 
     $ $ $ $ $ $ 
Net Income (loss) 165,601  91,699  69,594  (29,466) 250,702  158,187  54,899  (155,331)
Amortization, stock-based compensation and deferred leasehold inducements 53,077  40,589  39,806  39,533  37,164  49,085  48,470  37,307 
Net Income (Loss)$(3,242) $(202,610) $165,601  $91,699  $69,594  $(29,466) $250,702  $158,187 
Stock-based compensation 75,163  68,789  25,905  12,620  13,133  26,400  12,848  17,936 
Depreciation, amortization, and deferred leasehold inducements 36,313  26,574  27,172  27,969  26,673  13,133  24,315  34,641 
Interest income (1,043) (869) (823) (875) (1,464) (4,672) (5,266) (8,110) (1,686) (1,964) (1,043) (869) (823) (875) (1,464) (4,672)
Adjusted EBITDA 217,635  131,419  108,577  9,192  286,402  202,600  98,103  (126,134)$106,548  $(109,211) $217,635  $131,419  $108,577  $9,192  $286,401  $206,092 

15


LIQUIDITY AND FINANCIAL CONDITION

As at November 30, 2021,May 31, 2022, we held $2,536,426$1,953,454 (August 31, 2021 - $2,752,662) in cash and cash equivalents and short-term investments.equivalents.  Our short-term investmentscash equivalents consisted of one-year Guaranteed Investment Certificates (GICs) held through a major Canadian financial institution and had reached maturity prior to November 30, 2021.their maturity.

At November 30, 2021,May 31, 2022, we had working capital of $2,682,199$2,434,710 compared to $2,561,480 as at August 31, 2021.  During the three-monthnine months period ended November 30, 2021,May 31, 2022, the Company completed NCIB purchases totaling $44,166. $179,401 (May 31, 2021 - $ 218,682).

Cash Flows


The following table sets forth a summary of the net cash flow activity for each of the periods indicated:

 Nine Months Ended May 31,       
Net cash and cash equivalents provided by (used in) 2022  2021  $ Change  % Change 
Operating activities$(217,515)$437,538  (655,053) -149.7% 
Investing activities (383,015) 702,412  (1,085,427) -154.5% 
Financing activities (190,676) (218,682) 28,006  -12.8% 
Effect of foreign exchange rate changes on cash (8,002) 171,967  (179,969) -104.7% 
Net increase (decrease) in cash and cash equivalents$(799,208)$1,093,235  (1,892,443) -173.1% 

Net cash used in operating activities forduring the three-monthnine months period ended November 30,May 31, 2022 was $217,515 (May 31, 2021 was $52,626 (2020: net- cash provided by operating activities of $441,654)was $437,538). The primary reason for the decrease in cash flows from operating activities is related to changes in working capital which are expected to reverse over time.the timing of receipts from our customers.


Net cash used in investing activities for the three-month periodnine months ended November 30, 2021May 31, 2022 was $80,287 (2020:$383,015, compared to cash provided fromby investing activities of $758,561).$702,412 for the nine months period ended May 31, 2021. During the three-monthnine months period ended November 30,May 31, 2021, $72,290$800,624 was used in software under development.received on the maturity of our GICs. During the nine months ended May 31, 2022, the contributions made towards investing activities was cash spent on new capital assets and internally developed software.

Net cash used in financing activities during the three-monthnine months period ended November 30,May 31, 2022 was $190,676 (May 31, 2021 was $44,166 (2020: $nil)- $218,682), related to cash used to repurchase and retire 30,300143,100 shares of common stock (2020: Nil)(May 31, 2021 - 114,400 shares of common stock) of the Company under the NCIB.NCIB and to repurchase stock options.

CRITICAL ACCOUNTING POLICIES AND SIGNIFICANT JUDGEMENTS AND ESTIMATES

We prepareOur management's discussion and analysis of our interim condensed consolidatedfinancial condition and results of operations is based on our financial statements, which have been prepared in accordance with generally accepted accounting principles generally accepted in the United States, or GAAP. The preparation of America, andour financial statements requires us to make estimates and assumptions that affect ourthe reported amounts of assets, liabilities revenue and expenses and the related disclosuresdisclosure of contingent liabilities.assets and liabilities in our financial statements and accompanying notes. We evaluate these estimates and judgments on an ongoing basis. We base our estimates on historical experience and on various other assumptionsfactors that we believe are reasonable inunder the circumstances.circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates.estimates under different assumptions or conditions.

For a description of our critical accounting policies, see the sections entitled "Management's Discussion and Analysis of Financial Condition and Results of Operations - Critical Accounting Estimates" and "Financial Statements and Supplementary Data - Note 2, Summary of Significant Accounting Policies" contained in our 2021 Form 10-K. There have not been no significantany material changes into the critical accounting policies and estimates described in our Annual Report on Form 10-K fordiscussed therein during the yearnine months ended AugustMay 31, 2021 as filed with the SEC on November 23, 2021 except for those described in Note 8, "New Accounting Pronouncements" in the notes to our Interim Condensed Consolidated Financial Statements included in this Form 10-Q.2022.

NEW ACCOUNTING PRONOUNCEMENTSOFF-BALANCE SHEET ARRANGEMENTS

Please referAs of May 31, 2022, the Company has no off-balance sheet arrangements that have or are reasonably likely to Note 8 "New Accounting Pronouncements"have a current or future material effect on its financial condition, changes in the notes to our Interim Condensed Consolidated Financial Statements included in this Form 10-Q.financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.

16


ItemITEM 3.Quantitative and Qualitative Disclosures About Market Risk. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Foreign Exchange Risk

Our revenues are generated primarily in United States dollars and Euros while our operating expenses are primarily in Canadian dollars. Thus, operating expenses and the results of operations are impacted to the extent they are not hedged by the rise and fall of the relative values of Canadian dollar to these currencies. During the three month periodsand nine months ended November 30, 2021,May 31, 2022, as a result of fluctuations in the Euro, British Pound, and the Australian, Canadian, and US dollars, the Company recognized a positivean unfavourable impact on reported revenues and a negativefavorable impact on reported operating expenditures, for an overall marginal positivenegative impact on reported net income.

ItemITEM 4.Controls and Procedures. CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

Disclosure controls and procedures and other procedures that are designed to ensure that information required to be disclosed in our reports filed or submitted under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported, within the time period specified in the SEC's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in our reports filed under the Securities Exchange Act of 1934 is accumulated and communicated to management including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

In connection with this quarterly report, as required by Rule 13a-15 under the Securities Exchange Act of 1934, we have carried out an evaluation of the effectiveness of the design and operation of our company'sCompany's disclosure controls and procedures. This evaluation was carried out under the supervision and with the participation of our Company's management, including our company's Chief Executive Officer and Chief Financial Officer. Based upon that evaluation, our company'sCompany's Chief Executive Officer and Chief Financial Officer concluded that as of November 30, 2021,May 31, 2022, our disclosure controls and procedures were effective as at the end of the period covered by this report.


Changes in Internal Control over Financial Reporting

There were no changes that would impact our internal controls for the period from September 1, 2021 to November 30, 2021.May 31, 2022. 

17


PART II - OTHER INFORMATION

ItemITEM 1.Legal Proceedings. LEGAL PROCEEDINGS.

On September 5, 2017, the Company's former President and Chief Executive Officer filed a Notice of Civil Claim in the Supreme Court of British Columbia against the Company, its subsidiaries, independent directors and current Chief Executive Officer, claiming damages for conspiracy, breach of contract, wrongful dismissal, defamation and aggravated and punitive damages. The Company believes the claims are without merit and will defend itself against the claims.

ItemITEM 1A.Risk Factors. RISK FACTORS.

In addition to the other information set forth in this Form 10-Q, you should carefully consider the factors discussed in "Item 1 - Risk Factors" in our Form 10-K for the fiscal year ended August 31, 2021 filed with the SEC. These risks could materially and adversely affect our business, financial condition and results of operations. The risks described in our Form 10-K have not changed materially, however, they are not the only risks we face. Our operations could also be affected by additional factors that are not presently known to us or by factors that we currently consider immaterial to our business.

COVID-19 Pandemic

In March 2020 the World Health Organization declared coronavirus COVID-19 a global pandemic. This contagious disease outbreak, which has continued to spread, and any related adverse public health developments, has adversely affected workforces, economies, and financial markets globally, potentially leading to an economic downturn. It has also disrupted the normal operations of many businesses, including the Company's. This outbreak could decrease spending, adversely affect demand for the Company's product and harm the Company's business and results of operations. 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.

ItemITEM 2.Unregistered Sales of Equity Securities and Use of Proceeds. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

None.

ItemITEM 3.Defaults Upon Senior Securities. DEFAULTS UPON SENIOR SECURITIES.

None.

ItemITEM 4.Mine Safety Disclosures. MINE SAFETY DISCLOSURES.

Not Applicable.


ItemITEM 5.Other Information. OTHER INFORMATION.

None.

ItemITEM 6.Exhibits. EXHIBITS.

31.1*Section 302 Certification of Chief Executive Officer
31.2*Section 302 Certification of Chief Financial Officer

32.1*Section 906 Certification of Chief Executive Officer and Chief Financial Officer
101.INS*Inline XBRL Instance Document–the instance document does not appear in the Interactive Data File as its XBRL tags are embedded within the Inline XBRL document
101.SCH*Inline XBRL Taxonomy Extension Schema Document
101.CAL*Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF*Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB*Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE*Inline XBRL Taxonomy Extension Presentation Linkbase Document
104*Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

*    Filed herewith

18



SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

DESTINY MEDIA TECHNOLOGIES, INC.
By:/s/ Frederick Vandenberg
Frederick Vandenberg
Chief Executive Officer, President
(Principal Executive Officer)
Date: July 12, 2022
By:/s/ Olya Massalitina
Olya Massalitina

Chief Financial Officer, Treasurer

(Principal Financing and Accounting Officer)

Date: July 12, 2022

DESTINY MEDIA TECHNOLOGIES, INC.

By:/s/Frederick Vandenberg______________________
19Frederick Vandenberg
              Chief Executive Officer, President
(Principal Executive Officer)
Date:January 13, 2022

By:/s/Samuel Ritchie______________________
Samuel Ritchie
              Chief Financial Officer, Treasurer
(Principal Financing and Accounting Officer)
Date:January 13, 2022