9. Common Stock | 9 Months Ended |
Sep. 30, 2013 |
Notes to Financial Statements | ' |
Common Stock | ' |
Authorized |
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The total authorized capital consists of |
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· | 850,000,000 common shares with par value of $0.00001 | | | | | | | | | | | |
· | 150,000,000 blank check preferred shares with no par value | | | | | | | | | | | |
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· | 50,000,000 designated class A preferred shares with par value of $0.001 | | | | | | | | | | | |
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Issued and outstanding |
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As at 30 September2013, the total issued and outstanding capital stock is 368,871,415 common shares with a par value of $0.00001 per share. |
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As of 30 September 2013, the total issued and outstanding series A preferred shares is 47,568,500 with a par value of $0.001. |
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On 30 September 2013, the Company issued 19,285,714 common shares valued at $2,700upon conversion of Asher Note #5 (Note 6). |
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On 16 September 2013, the Company issued 19,444,444 common shares valued at $3,500upon conversion of Asher Note #5 (Note 6). |
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On 12 September 2013, the Company issued 19,444,444 common shares valued at $3,500upon conversion of Asher Note #5 (Note 6). |
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On 20 August 2013, the Company issued 18,571,429 common shares valued at $3,900upon conversion of Asher Note #4 (Note 6). |
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On 6 August 2013, the Company issued 20,869,565 common shares valued at $4,800upon conversion of Asher Note #4 (Note 6). |
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On 1 August 2013, the Company issued 20,740,741 common shares valued at $5,600 upon conversion of Asher Note #4 (Note 6). |
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On 30 July 2013, the Company issued 20,740,741 common shares valued at $5,600upon conversion of Asher Note #4 (Note 6). |
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On 25 July 2013, the Company issued 20,740,741 common shares valued at $5,600 upon conversion of Asher Note #4 (Note 6). |
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On 23 July 2013, the Company issued 11,481,481 common shares valued at $3,100 upon conversion of Asher Note #4 (Note 6). |
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On 10 May 2013, the Company issued 2,840,939 common shares valued at $1,250 upon conversion of Asher Note #3 (Note 6). |
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On 8 May 2013, the Company issued 11,111,111 common shares valued at $6,000 upon conversion of Asher Note #3 (Note 6). |
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On 3 May 2013, the Company issued 11,666,667 common shares valued at $6,300 upon conversion of Asher Note #3 (Note 6). |
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On 1 May 2013, the Company issued 11,694,915 common shares valued at $6,900 upon conversion of Asher Note #3 (Note 6). |
On 29 April 2013, the Company issued 11,625,000 common shares valued at $9,300 upon conversion of Asher Note #3 (Note 6). |
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On 25April 2013, the Company issued 11,454,545 common shares valued at $12,600upon conversion of Asher Note #3 (Note 6). |
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On 24 April 2013, the Company issued 2,150,000 common shares valued at $2,580 upon conversion of Asher Note #2 (Note 6). |
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On 23 April 2013, the Company issued 5,833,333 common shares valued at $7,000 upon conversion of Asher Note #2 (Note 6). |
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On 16 April 2013, the Company issued 11,766,666 common shares valued at $14,120 upon conversion of Asher Note #2 (Note 6). |
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On 20 March 2013, the Company issued 4,883,721 common shares valued at $2,100 upon conversion of Asher Note #2 (Note 6). |
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On 5 March 2013, the Company issued 4,878,049 common shares valued at $2,000 upon conversion of Asher Note #2 (Note 6). |
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On 15 February 2013, the Company issued 5,000,000 common shares valued at $2,700 upon conversion of Asher Note #2 (Note 6). |
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On 8 February 2013, the Company issued 4,354,839 common shares valued at $2,700 upon conversion of Asher Note #2 (Note 6). |
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On 4 February 2013, the Company issued 4,375,000 common shares valued at $2,800 upon conversion of Asher Note #2 (Note 6). |
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On 31 January 2013, the Company issued a total of 47,568,500 class A preferred shares valued at $104,650 ($0.0022 per share) in settlement of liabilities to officers, directors and unrelated parties (Notes 5, 8 and 12). |
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On 24 January 2013, the Company issued 4,285,714 common shares valued at $3,000 upon conversion of Asher Note #2 (Note 6). |
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On 23 January 2013, the Company amended its number of authorized shares of common stock and the related par value from 200,000,000 to 850,000,000 subsequent to the approval of the Board of Directors and the holders of a majority of the outstanding shares of the common stock and class A Preferred Convertible stock. |
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On 16 January 2013, the Company issued 3,088,235 common shares valued at $2,100 upon conversion of Asher Note (Note 6). |
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On 2 January 2013, the Company issued 2,857,143 common shares valued at $2,000 upon conversion of Asher Note (Note 6). |
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On 19 December 2012, the Company issued 2,739,726 common shares valued at $2,000 upon conversion of Asher Note (Note 6). |
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On 11 December 2012, the Company issued 2,857,143 common shares valued at $2,000 upon conversion of Asher Note (Note 6). |
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On 6 December 2012, the Company issued 2,784,810 common shares valued at $2,200 upon conversion of Asher Note (Note 6). |
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On 29 November 2012, the Company issued 2,876,712 common shares valued at $2,100 upon conversion of Asher Note (Note 6). |
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On 15 November 2012, the Company designated 50,000,000 of the 200,000,000 authorized preferred shares as class A preferred shares with a par value of $0.001 per share. Each class A preferred share is convertible into two common shares of the Company at the option of the holder and may be redeemed with 10 days’ notice at $0.01 per class A preferred share. |
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On 9 November 2012, the Company issued 2,758,621 common shares valued at $1,600 upon conversion of Asher Note (Note 6). |
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On 2 November 2012, the Company issued 2,833,333 common shares valued at $1,700 upon conversion of Asher Note (Note 6). |
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On 18 October 2012, the Company issued 2,878,788 common shares valued at $1,900 upon conversion of Asher Note (Note 6). |
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On 10 October 2012, the Company issued 2,784,810 common shares valued at $2,200 upon conversion of Asher Note (Note 6). |
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On 2 October 2012, the Company issued 2,784,810 common shares valued at $2,200 upon conversion of Asher Note (Note 6). |
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On 1 October 2012, the Company issued 2,151,899 common shares valued at $1,700 upon conversion of Asher Note (Note 6). |
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On 27 September 2012, the Company issued 2,117,647 common shares valued at $1,800 upon conversion of Asher Note (Note 6). |
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On 12 September 2012, the Company issued 2,100,000 common shares valued at $2,100 upon conversion of Asher Note (Note 6). |
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On 7 September 2012, the Company issued 2,166,667 common shares valued at $2,600 upon conversion of Asher Note (Note 6). |
On 16 December 2011, the Company issued a total of 1,000,000 common shares valued at $30,000 as consideration to Boulder Hill pursuant to the BHM Purchase and BHM Assignment. The fair value is equal to the market price of the Company’s stock on the date of the transaction (Note3). |
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On 7 December 2011, the Company issued 1,000,000 common shares valued at $30,000 as consideration to Castle Creek pursuant to the CCS Assignment. The fair value is equal to the market price of the Company’s stock on the date of the transaction(Note 3). |
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On 14 February 2011, the Company issued 1,000,000 common shares upon the exercise of share purchase warrants with an exercise price of $0.10 per warrant for total proceeds of $100,000. |
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On 14 December 2010, the Company issued 1,500,000 common shares upon the exercise of share purchase warrants with an exercise price of $0.10 per warrant for total proceeds of $150,000. |
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On 30 November 2010, the Company issued 150,000 common shares upon the exercise of share purchase warrants with an exercise price of $0.10 per warrant for total proceeds of $15,000. |
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On 25 March 2010, the Company issued 18,750,000 units at a price of $0.10 per unit (the “Units”) for proceeds of $1,775,000, net of share issue costs of $100,000. Each Unit consists of one common share with par value $0.00001 and one share purchase warrant. Each share purchase warrant entitles the holder to purchase one common share at a price of $0.10 commencing six months from the closing date of the offering up to 25 March 2011. During the year ended 31 December 2011, 1,000,000 of the related share purchase warrants in this series were exercised. As at 30June 2013, none of the related share purchase warrants in this series remain outstanding. |
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On 9 March 2010, the Company issued 5,000,000 common shares valued at $1,250,000 ($0.25 per common share) pursuant to the Temasek Agreement. The fair value is equal to the market price of the Company’s stock on the date of the transaction. |
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During the year ended 31 December 2009, the Company issued 3,500,000 common shares valued at a $385,000 ($0.11 per common share) pursuant to the Temasek Agreement. The fair value is equal to the market price of the Company’s stock on the date of the transaction. |
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During the year ended 31 December 2009, the Company issued 140,000 common shares for total proceeds of $18,900 ($0.15 per common share), net of share issue costs of $2,100. |
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During the year ended 31 December 2009, the Company issued 5,272,333 common shares for total proceeds of $711,765 ($0.15 per common share), net of share issue costs of $79,085. |
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During the year ended 31 December 2008, the Company issued 2,500,000 common shares valued at $625,000 ($0.25 per common share) pursuant to the Temasek Agreement. The fair value is equal to the market price of the Company’s stock on the date of the transaction. |
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During the year ended 31 December 2008, the Company completed a one new for twenty old common share reverse stock split. The Company’s share transactions, including the weighted average number of common shares outstanding calculation for purposes of determining earnings per share, have been restated retroactively to reflect all of the above corporate capital transactions in these interim consolidated financial statements. |
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Stock options |
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The following stock options are outstanding as at 30 September2013 (31 December 2012 – 325,000): |
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| | NUMBER OF | | | EXERCISE | | | REMAINING LIFE | |
OPTIONS | PRICE | (YEARS) |
| | | | | $ | | | | |
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OPTIONS | | | 250,000 | | | | 0.07 | | | | 0.2 | |
OPTIONS | | | 75,000 | | | | 0.15 | | | | 8.09 | |
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| | | 325,000 | | | | | | | | | |
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During the year ended 31 December 2007, the Company adopted the Stock Incentive Plan (the “Plan”), which provides for the grant of incentive stock options, non-qualified stock options, stock appreciation rights, restricted stock, performance shares and performance units, and stock awards to officers, directors or employees of, as well as advisers and consultants to, the Company. |
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All stock options and rights are to vest over a period determined by the Board of Directors and expire not more than ten years from the date granted. Pursuant to the Plan, the maximum aggregate number of shares that may be issued for awards is 500,000 and the maximum aggregate number of shares that may be issued for incentive stock options is 500,000. |
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During the year ended 31 December 2007, the Company granted 167,500 options to officers, directors and consultants of the Company to purchase common shares of the Company at a price of $25 per common share on or before 17 April 2017 and vesting as to one-quarter of the common shares under the stock option on 17 April 2007 and one-quarter every six months thereafter in accordance with the terms and conditions of the Company’s Plan. During the year ended 31 December 2008, all of the related stock options in this series were forfeited. |
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During the year ended 31 December 2011, the Company granted 250,000 options at a price of $0.07 per share expiring on 10 December 2013, 75,000 options at a price of $0.07 per share expiring on 28 November 2012 and 75,000 options at a price of $0.15 per share expiring on 31 October 2021. All of these stock options vest immediately. |
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The Company had no stock option activities during the ninemonth periods ended 30 September 2013 and 2012. |
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Warrants |
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As at 30 September2013, there were Nil (31 December 2012 - Nil) share purchase warrants outstanding. |
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The Company had no warrant activities during the six month periods ended 30 September 2013 and 2012. |