SHARE CAPITAL | 6. SHARE CAPITAL Authorized The Company's authorized share capital consists of 500,000,000 common shares without par value. At December 31, 2019 and June 30, 2020, there were 187,573,671 shares issued and outstanding. Share issuances There were no share issuances during the six months ended June 30, 2020. Stock options The Company adopted an incentive stock option plan in 2006, as amended September 19, 2012 and reapproved by the Company’s shareholders on May 28, 2015 and May 30, 2018 (the “Stock Option Plan”). The essential elements of the Stock Option Plan provide that the aggregate number of common shares of the Company that may be issued pursuant to options granted under the Stock Option Plan and any other share-based compensation arrangements may not exceed 10% of the number of issued shares of the Company at the time of the granting of the options. Options granted under the Stock Option Plan will have a maximum term of ten years. The exercise price of options granted under the Stock Option Plan shall be fixed in compliance with the applicable provisions of the Toronto Stock Exchange (“TSX”) Company Manual in force at the time of grant and, in any event, shall not be less than the closing price of the Company’s common shares on the TSX on the trading day immediately preceding the day on which the option is granted, or such other price as may be agreed to by the Company and accepted by the TSX. Options granted under the Stock Option Plan vest immediately, unless otherwise determined by the directors at the date of grant. A summary of the options granted under the Stock Option Plan as of June 30, 2020 and December 31, 2019 is presented below: Six Months Ended Year Ended June 30, 2020 December 31, 2019 Weighted Weighted Average Aggregate Average Aggregate Number of Exercise Price Intrinsic Value Number of Exercise Price Intrinsic Value Options (C$) (C$) Options (C$) (C$) Balance, beginning of the period 2,452,049 $ 0.94 3,655,991 $ 0.98 Granted 255,000 0.92 187,232 0.85 Exercised — — (121,174) 0.70 Cancelled — — (1,270,000) 1.06 Balance, end of the period 2,707,049 $ 0.94 $ 4,046,844 2,452,049 $ 0.94 $ 59,734 The weighted average remaining life of options outstanding at June 30, 2020 was 3.1 years. Stock options outstanding are as follows: June 30, 2020 December 31, 2019 Exercise Number of Exercise Number of Expiry Date Price (C$) Options Exercisable Price (C$) Options Exercisable February 25, 2022 $ 1.11 510,000 510,000 $ 1.11 510,000 510,000 February 25, 2022 $ 0.73 270,000 270,000 $ 0.73 270,000 270,000 March 10, 2022 $ 1.11 120,000 120,000 $ 1.11 120,000 120,000 March 16, 2023 $ 1.00 580,000 580,000 $ 1.00 580,000 580,000 March 16, 2023 $ 0.50 130,000 130,000 $ 0.50 130,000 130,000 June 9, 2023 $ 1.00 30,000 30,000 $ 1.00 30,000 30,000 March 21, 2024 $ 0.61 374,817 374,817 $ 0.61 374,817 374,817 February 1, 2025 $ 1.35 250,000 250,000 $ 1.35 250,000 250,000 August 8, 2025 $ 0.85 187,232 187,232 $ 0.85 187,232 187,232 May 27, 2026 $ 0.92 255,000 85,000 — — — 2,707,049 2,537,049 2,452,049 2,452,049 A summary of the non-vested options as of June 30, 2020 and changes during the six months ended June 30, 2020 is as follows: Weighted average grant- Number of date fair value Non-vested options: options (C$) Outstanding at December 31, 2019 — $ — Granted 255,000 $ 0.76 Vested (85,000) $ 0.76 Outstanding at June 30, 2020 170,000 $ 0.76 At June 30, 2020, there was unrecognized compensation expense of C$120,533 related to non-vested options outstanding. The cost is expected to be recognized over a weighted-average remaining period of approximately 1.42 years. Deferred Share Unit Incentive Plan On April 4, 2017, the Company adopted a Deferred Share Unit Plan (the “DSU Plan”). The DSU Plan was approved by the Company's shareholders on May 24, 2017 and reapproved by the Company's shareholders on May 27, 2020. The maximum aggregate number of common shares that may be issued under the DSU Plan and the Stock Option Plan is 10% of the number of issued and outstanding common shares (on a non-diluted basis). During the six months ended June 30, 2020, the Company granted each of the members of the Board (other than those directors nominated for election by Paulson & Co., Inc.) 90,217 deferred share units (“DSUs”) with a grant date fair value (defined as the weighted average of the prices at which the common shares traded on the exchange with the most volume for the five days immediately preceding the grant) of C$0.92 per DSU, representing C$83,000 per director or C$415,000 in the aggregate. The DSUs entitle the holders to receive common shares of the Company without the payment of any consideration. The DSUs vested immediately upon being granted but the common shares underlying the DSUs are not deliverable to the holder until the holder is no longer serving on the Board. DSUs outstanding are as follows: Six Months Ended Year Ended June 30, 2020 December 31, 2019 Weighted Average Weighted Number of Exercise Price Number of Average Exercise Units (C$) Units Price (C$) Balance, beginning of the period 1,383,396 $ 0.77 1,356,975 $ 0.72 Issued 451,085 $ 0.92 488,235 $ 0.85 Delivered — — (461,814) $ 0.71 Balance, end of the period 1,834,481 $ 0.81 1,383,396 $ 0.77 Share-based payments During the six-month period ended June 30, 2020, there were 255,000 stock options granted under the Stock Option Plan and 451,085 DSUs granted under the DSU Plan. Share-based payment compensation for the six months ended June 30, 2020 totaled $348,252 ($53,635 related to stock options and $294,617 related to DSUs). Of the total expense for the period ended June 30, 2020, $300,927 was included in consulting fees ($6,310 related to stock options and $294,617 related to DSUs), $3,155 was included in investor relations, and $44,170 was included in wages and benefits in the statement of operations and comprehensive loss. During the six-month period ended June 30, 2019, there were no stock options granted under the Stock Option Plan and no DSUs granted under the DSU Plan. Share-based payment compensation for the six months ended June 30, 2019 totaled $1,686, which was included in wages and benefits in the statement of operations and comprehensive loss. YTD June 30, 2020 Expected life of options 6 years Risk-free interest rate 0.40 % Annualized volatility 80.92 % Dividend rate % Exercise price (C$) $ 0.92 |