STOCKHOLDERS' EQUITY | 9 Months Ended |
31-May-14 |
STOCKHOLDERS' EQUITY [Text Block] | ' |
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4. STOCKHOLDERS’ EQUITY |
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[a] Common stock issued and authorized |
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The Company is authorized to issue up to 100,000,000 shares of common stock, par value $0.001 per share. |
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During the nine months ended May 31, 2014, 733,209 shares were issued pursuant to the cashless exercise of 875,000 share purchase options exercisable at $0.50 and 150,000 share purchase options exercisable at $0.25. 150,000 shares were issued pursuant to the cash exercise of 75,000 share purchase options exercisable at $0.50 and 75,000 share purchase options exercisable at $0.85. |
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[b] Stock option plan |
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The Company has one existing stock option plan (the “Plan”), namely the 2006 Stock Option Plan, under which up to 5,100,000 shares of the common stock, has been reserved for issuance. A total of 208,181 common shares remain eligible for issuance under the plan. The options generally vest over a range of periods from the date of grant, some are immediate, and others are 12 or 24 months. Any options that do not vest as the result of a grantee leaving the Company are forfeited and the common shares underlying them are returned to the reserve. The options generally have a contractual term of five years. |
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Stock-Based Payment Award Activity |
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A summary of option activity under the Plan as of May 31, 2014, and changes during the period ended are presented below: |
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| | | | | | | | Weighted | | | | |
| | | | | | | | Average | | | Aggregate | |
| | | | | Weighted | | | Remaining | | | Intrinsic | |
| | | | | Average | | | Contractual | | | Value | |
Options | | Shares | | | Exercise Price | | | Term | | $ | | |
Outstanding at August 31, 2013 | | 1,850,000 | | | 0.49 | | | 0.56 | | | 3,119,250 | |
Granted | | 120,000 | | | 1.7 | | | | | | — | |
Exercised | | (1,175,000 | ) | | 0.49 | | | | | | 1,110,500 | |
Repurchased and cancelled | | (450,000 | ) | | 0.5 | | | | | | 447,750 | |
Outstanding at May 31, 2014 | | 345,000 | | | 0.92 | | | 1.41 | | | 110,250 | |
Vested and exercisable at May 31, 2014 | | 225,000 | | | 0.5 | | | 0.68 | | | 110,250 | |
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During the nine months ended May 31, 2014, 450,000 options at an exercise price of $0.50 were repurchased by the Company for consideration of $447,750 based on the open market price on the date of repurchase. The difference between the fair value of options at the repurchase date and the fair market value at grant date was charged to expense resulting in additional compensation of $334,536 recorded in general and administrative expenses. |
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The following table summarizes information regarding the non-vested stock purchase options outstanding as of May 31, 2014: |
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| | Number of Options | | | | | | | | | | |
Non-vested options at August 31, 2013 | | 40,625 | | | | | | | | | | |
Granted and non-vested | | 120,000 | | | | | | | | | | |
Vested | | (40,625 | ) | | | | | | | | | |
Non-vested options at May 31, 2014 | | 120,000 | | | | | | | | | | |
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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 May 31, 2014. |
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During the three and nine months ended May 31, 2014 and May 31, 2013, stock-based compensation expense has been reported in the statement of operations as follows: |
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| | Three Months Ended | | | Nine Months Ended | |
| | 31-May | | | 31-May | | | 31-May | | | 31-May | |
| | 2014 | | | 2013 | | | 2014 | | | 2013 | |
| | $ | | | $ | | | $ | | | $ | |
Stock-based compensation: | | | | | | | | | | | | |
General and administrative | | 313 | | | 1,945 | | | 367,484 | | | 1,945 | |
Sales and marketing | | — | | | — | | | — | | | — | |
Research and development | | — | | | — | | | — | | | — | |
Total stock-based compensation | | 313 | | | 1,945 | | | 367,484 | | | 1,945 | |
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Valuation Assumptions |
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The fair value of each option award (with exception of the amount attributable to the stock option repurchase discussed above) is estimated on the date of grant using the Black-Scholes option-pricing model based on the following assumptions: |
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| | Three Months Ended | | | Nine Months Ended | |
| | 31-May | | | 31-May | | | 31-May | | | 31-May | |
| | 2014 | | | 2013 | | | 2014 | | | 2013 | |
Expected term of stock options (years) | | — | | | 0.37 - 0.46 | | | 0.00 - 0.25 | | | 0.37 - 0.46 | |
Expected volatility | | — | | | 49%- 54% | | | 48 %- 150 % | | | 49%- 54% | |
Risk-free interest rate | | — | | | 0.07%- 0.09% | | | 0.00 %- 0.14 % | | | 0.07%- 0.09% | |
Dividend yield | | — | | | — | | | — | | | — | |
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Expected volatilities are based on historical volatility of the Company’s stock. The Company also uses historical data to estimate option exercise and employee termination within the valuation model. |
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The expected term of stock options represents the period of time that options vested 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 options vested. |
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During the year ended August 31, 2013, the Company entered into a consulting agreement with a non-employee to provide investor relations consulting services and maximize shareholder value. |
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As part of the agreement, the Company has issued 75,000 options exercisable at $0.85 per share. The options vest equally over twelve months following the signing of the agreement on March 15, 2013. The vested options of 40,625 during the nine months ended May 31, 2014 was measured using the Black-Scholes option-pricing model and amounted to $32,948. The amount was expensed to general and administrative in the consolidated statement of operations and comprehensive income. |
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[c] Employee Stock Purchase Plan |
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The Company’s 2011 Employee Stock Purchase Plan (the “Plan”) became effective on February 22, 2011. Under the Plan, employees of Destiny are able to contribute up to 5% of their annual salary into a pool which is matched equally by Destiny. Independent directors are able to 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 will also be responsible for the administration of the Plan on behalf of Destiny and the participants. |
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During the nine months ended May 31, 2014, the Company recognized compensation expense of $103,071 (May 31, 2013 – $89,286) in salaries and wages on the consolidated statement of operations and comprehensive income in respect of the Plan, representing the Company’s employee matching of cash contributions to the plan. The shares were purchased on the open market at an average price of $1.72 (May 31, 2013 – $0.75) . The shares are held in trust by the Company for a period of one year from the date of purchase. |