Friday Dog : YE January 31, 2022

FRIDAY'S DOG HOLDINGS INC.

Formerly Cerro Mining Corp.

Management's Discussion and Analysis

For the Year Ended January 31, 2022

710 - 1030 West Georgia Street Vancouver, BC V6C 2Y3 | Telephone [phone]

FRIDAY'S DOG HOLDINGS INC.
Formerly Cerro Mining Corp.
Management's Discussion and Analysis
For the Year Ended January 31, 2022
Introduction ...................................................................................................................................	1
Forward-Looking Statements........................................................................................................	1
Description of Business and Business Outlook ............................................................................	1
Management Changes .................................................................................................................	2
Friday's Dog Inc. Transaction .......................................................................................................	2
About Friday's Dog Inc. .............................................................................................................	2
The Transaction ........................................................................................................................	3
Subscription Receipt Financing.................................................................................................	3
Friday's Dog Inc. Convertible Debenture Offering ....................................................................	4
Related Party Transactions .......................................................................................................	4
Changes to Board and Management ........................................................................................	5
2022 Stock Option Plan ............................................................................................................	5
Financial .......................................................................................................................................	6
Selected Financial Data ............................................................................................................	6
Results of Operations................................................................................................................	7
Results of Operations - Fourth Quarter ....................................................................................	8
Liquidity And Capital Resources ...............................................................................................	8
Related Party Transactions .......................................................................................................	8
Significant Accounting Policies .................................................................................................	9
Capital Disclosures ...................................................................................................................	9
Financial Instruments ................................................................................................................	9
Accounting Pronouncements ..................................................................................................	10
Share Capital ..............................................................................................................................	10
Common Shares .....................................................................................................................	10
Warrants..................................................................................................................................	10
Outstanding Share Data..........................................................................................................	10
Risks And Uncertainties..............................................................................................................	11
Approval......................................................................................................................................	12

710 - 1030 West Georgia Street Vancouver, BC V6C 2Y3 | Telephone [phone]

FRIDAY'S DOG HOLDINGS INC.

Formerly Cerro Mining Corp.

Management's Discussion and Analysis

Year Ended January 31, 2022

INTRODUCTION

This MD&A was prepared as of May 31, 2022 and should be read in conjunction with Friday's Dog Holdings Inc. (the "Company") audited consolidated financial statements and related notes for the year ended January 31, 2022. This MD&A is intended to provide the reader with a review of the Company's performance for the year ended January 31, 2022 and through to the date of this report, and the factors reasonably expected to impact future operations and results. This MD&A contains forward-looking statements that are subject to risk factors set out below.

The Company's audited consolidated financial statements for the year ended January 31, 2022 have been prepared in accordance with International Financial Reporting Standards ("IFRS") as issued by the International Accounting Standards Board ("IASB") using accounting policies consistent with IFRS as issued by the IASB and interpretations of the International Financial Reporting Interpretations Committee.

FORWARD-LOOKING STATEMENTS

This discussion contains forward-looking statements that are not based on historical fact, including, without limitation, statements containing the words "may", "plan", "will", "continue", "anticipates", "intends", "expects", and similar expressions. Forward-looking statements included in this document include statements with respect the business and outlook of Friday's Dog Inc.

Forward-looking statements and information should be considered carefully. You should not place undue reliance on forward-looking statements and information as there can be no assurance that the Company's plans, intentions, or expectations upon which they are based will occur. By their nature, forward-looking statements and information involve numerous assumptions, known and unknown risks and uncertainties, both general and specific, which contribute to the possibility that the predictions, forecasts, projections and other forward-looking statements and information will not occur and may cause actual results or events to differ materially from those anticipated in such forward-looking statements and information. The assumptions made by the Company include the economic viability of its proposed business transactions and continued ability to raise sufficient capital to fund future activities (see Risks and Uncertainties). There are also other factors that may cause the actual results, events, or developments to be materially different from any future results, events or developments expressed or implied by such forward-looking statements and information. Such factors include, among others, the ability to maintain key individuals within the Company.

The Company will disclose any events and circumstances that occurred during the period that are reasonably likely to cause actual results to differ materially from material forward-looking information that the Company previously disclosed.

DESCRIPTION OF BUSINESS AND BUSINESS OUTLOOK

The Company is a public company and its shares are listed on Tier 2 of the TSX Venture Exchange ("TSXV") under the symbol "FRDY". The Company was incorporated under the Business Corporations Act (British Columbia) (the "BCBCA"). Additional information relating to the Company is available under the Company's profile on SEDAR at www.sedar.com. The Company's principal place of business is 1030 West Georgia Street - Suite 710, Vancouver, BC, V6E 2Y3.

In July 2021 the Company, then Cerro Mining Corp. ("Cerro"), entered into a definitive agreement to merge with CAIR by David Cosmetics Inc. ("CbD"), a Los Angeles-based company focused on a premium hair care and pet care products business. In September 2021, the founder of CbD

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FRIDAY'S DOG HOLDINGS INC.

Formerly Cerro Mining Corp.

Management's Discussion and Analysis

Year Ended January 31, 2022

passed away, resulting in changes to the transaction previously contemplated. Cerro and CbD entered into an amended definitive agreement and, in conjunction with this change, the name of the business was changed to "Friday's Dog Inc." ("FDI"). The transaction closed subsequent to year end, on February 25, 2022. See Friday's Dog Inc. Transaction below.

Unless otherwise indicated, all financial amounts are expressed in Canadian dollars. Amounts denominated in United States dollars are denoted by "US$".

MANAGEMENT CHANGES

In May 2022, the Company appointed Jeremy Ross as Chief Executive Officer and President, in place of Richard Scheiner effective immediately. Mr. Ross has over 24 years of experience in venture capital financings and serving in various roles for a number of successful public companies. Jeremy was a director and consultant for Fission Uranium Corp. and Fission Energy Corp. (TSX Venture Top 50 Company). He was also the head of corporate development for Able Auctions and Smart Tire systems, both of which graduated from the OTC-BB to the NYSE. In connection with Mr. Ross's appointment, the Company's wholly owned subsidiary Friday's Dog Inc. terminated the employment contract of Mr. Scheiner in accordance with the terms of his agreement. The Company thanks Mr. Scheiner for his contribution and efforts to date, and wish him all the best in his future endeavors.

The Company also appointed Chelsea Rusche as Chief Operations Officer in place of outgoing COO Richard Scheiner. Chelsea has been instrumental in the development of major operational channels for the Company She is a Design Operations professional with over 14 years of improving digital and physical operations systems and workflows for companies seeking rapid growth. She also brings her significant experience in e-commerce and retail consumer food clients in niche industry scaling EDI, and the development and strategizing of 3PL integration to Friday's Dog.

FRIDAY'S DOG INC. TRANSACTION

About Friday's Dog Inc.

FDI is a Los Angeles-based consumer brand company founded by David Babaii, a former celebrity hairstylist, entrepreneur and philanthropist. FDI is commercializing a science-driven formulation portfolio of personal and pet care products which use natural, non-toxic ingredients, and cruelty- free testing. Following Mr. Babaii's passing, FDI appointed Richard Scheiner as CEO. Mr. Scheiner has served in senior management positions for Time Incorporated, The Walt Disney Company, Kingworld, and The Guthy-Renker Corporation.

FDI believes that demand for premium dog care products is rising as the heightened awareness of environmental issues has increased the consumer demand for manufactured goods that reduce pets' exposure to harmful chemicals and toxic ingredients. In addition, the pet industry has witnessed rapid growth due to the humanization of dogs. Many owners consider their dogs "members of the family" and purchase supplies that are designed to cater to their health and hygiene needs.

FDI expects that the first products to be rolled out as part of a planned diversified product portfolio will be its "Friday's Dog" pet care merchandise. The pet care product portfolio currently comprises nine SKUs which are focused on several product categories: wash and care products, high-quality medicated aids, premium calming treats and grooming tools. The majority of the products are for pet wash and care/grooming.

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FRIDAY'S DOG HOLDINGS INC.

Formerly Cerro Mining Corp.

Management's Discussion and Analysis

Year Ended January 31, 2022

FDI has entered into a private label and manufacturing supply agreement with Synergy. Synergy is in the business of manufacturing specialty consumer products and associated packaging materials and will be the contract manufacturer for the pet wash and care products formulation and packaging.

In addition to e-commerce through its corporate website, FDI will market the products on the Amazon sales platform and will also utilize home televised shopping channels such as QVC which offer distinctive entrepreneurial brands and products such as those to be sold by FDI.

The Transaction

The Transaction was completed by way of a three-cornered amalgamation among Cerro, FDI and a subsidiary that was wholly owned by Cerro ("Cerro Subco"). Pursuant to the Transaction, FDI amalgamated with Cerro Subco and the holders of FDI Shares received one common share of the Resulting Issuer (a "Resulting Issuer Share") for every one FDI Share held. The Company issued 24,707,750 Resulting Issuer Shares to the shareholders of FDI as consideration for all of the issued and outstanding FDI Shares. The amalgamated company became a wholly owned subsidiary of the Resulting Issuer. On closing of the Transaction, Cerro changed its name to Friday's Dog Holdings Inc.

In accordance with policies of the TSXV, Resulting Issuer Shares issued to certain Principals of the Resulting Issuer and their respective Associates (within the meaning of TSXV policies) will be escrowed and released in stages over a three-year period and some of the Resulting Issuer Shares issued to former non-Principal shareholders of FDI will be subject to the TSXV's seed share resale restrictions. In addition, all Resulting Issuer Shares issued to former shareholders and convertible debenture holders of FDI will be subject to one-year or two-year pooling requirements, as applicable.

In connection with the entry into the amended amalgamation agreement, FDI disclosed to Cerro that an aggregate of US$1.85 million of invoices paid by FDI to certain vendors in connection with certain purported equipment/product acquisitions associated with the business of FDI cannot be substantiated by FDI. FDI is currently reviewing its legal options and currently intends to seek reimbursement of the invoices paid from the vendors and their affiliates. There is no assurance that any such amounts will be recovered.

Subscription Receipt Financing

Original Terms

In May 2021, the Company completed an offering of subscription receipts raising gross proceeds of $10,109,000 by the issuance of 20,218,000 subscription receipts ("Subscription Receipts") at a price of $0.50 per Subscription Receipt (the "Subscription Receipt Financing"). The Company deposited $10,109,000 into escrow with Computershare Trust Company of Canada (the "Subscription Receipt Agent") which was being held in escrow pending satisfaction or waiver of escrow release conditions.

Amended Terms

The escrow agreement contemplated obtaining satisfaction or waiver of the escrow release conditions on or before September 30, 2021 (the "Extension Deadline"). Following the changes to the structure of the Transaction, Cerro solicited the written resolution of the Subscription Receiptholders holding not less than two-thirds of the aggregate number of outstanding Subscription Receipts (the "Minimum Approval Threshold") to a proposed amendment to the Subscription Receipt Agreement, which among other things, amends the terms of the

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