Share Capital | Share Capital Shares of Common Stock Shares issued at December 31, 2023 32,275,113 Treasury shares (28,612) Shares issued and outstanding at December 31, 2023 32,246,501 Shares issued on option exercise 66,825 Shares re-purchased and cancelled (1,662,110) Shares issued and outstanding at September 30, 2024 30,651,216 During the year ended December 31, 2023, the Company implemented a share re-purchase program (the “2023 Program”) through the facilities of the Toronto Stock Exchange (“TSX”), the NYSE American and eligible alternative trading platforms in Canada or the United States. Under the 2023 Program, the Company is able to purchase at prevailing market prices up to 3,234,914 shares of Common Stock, par value of $0.001 per share (“Common Stock”) representing approximately 10% of the public float as of October 20, 2023. The 2023 Program expired on November 2, 2024. During the three and nine months ended September 30, 2024, the Company re-purchased 371,130 and 1,662,110 shares at a weighted average price of $9.37 and $7.31 per share (three and nine months ended September 30, 2023 - nil and 1,328,650 shares at a weighted average price of nil and $8.15 per share), respectively. As of September 30, 2024 , the Company cancelled 28,612 shares held as treasury shares at December 31, 2023, and cancelled 371,130 and 1,662,110 shares re-purchased during the three and nine months ended September 30, 2024, respectively. During the period from November 3, 2023 to September 30, 2024, the Company has re-purchased 2,703,914 shares out of a maximum of 3,234,914 under the 2023 Program. Equity Compensation Awards The following table provides information about p erformance stock units (“PSUs”), deferred share units (“DSUs”), restricted share units (“RSUs”) and stock option activity for the nine months ended September 30, 2024: PSUs DSUs RSUs Stock Options Number of Outstanding Share Units Number of Outstanding Share Units Number of Outstanding Share Units Number of Outstanding Stock Options Weighted Average Exercise Price/Stock Option ($) Balance, December 31, 2023 3,896,356 776,610 — 2,027,807 9.93 Granted 2,249,299 94,304 531,120 4,596 7.12 Exercised (1,847,322) — — (211,249) 7.00 Forfeited (176,927) — (6,860) (50,127) 9.67 Expired — — — (201,774) (21.40) Balance, September 30, 2024 4,121,406 870,914 524,260 1,569,253 8.85 On May 1, 2024, the Company amended the settlement terms of all outstanding stock option awards. As of this date, all outstanding stock options are to be net settled in cash resulting in a change in classification of stock options from equity to liability. On May 1, 2024, the Company recorded a liability of $4.4 million and an additional stock-based compensation costs of $0.4 million related to the modification of the stock option plan. As at September 30, 2024, the equity compensation award liability on the Company’s balance sheet included $1.7 million of current liability and $0.2 million of long-term liability related to the Company’s outstanding stock options. The fair value of each stock option award was estimated on the modification date using the Black-Scholes-Merton option-pricing model based on the assumptions noted in the following table: Fair value of option modification $0.00 - $6.11 Dividend yield (per share) Nil Expected volatility 43% to 87% Risk-free interest rate 4.6% to 5.1% Expected term 0.1 - 4.9 years Expected forfeiture rate 0% to 5% For the three and nine months ended September 30, 2024, there was $3.1 million of stock-based compensation recovery and $6.4 million of stock-based compensation expense, respectively (three and nine months ended September 30, 2023, $1.9 million and $3.7 million of stock-based compensation expense, respectively). As at September 30, 2024, there was $17.3 million (December 31, 2023 - $8.6 million) of unrecognized compensation costs related to unvested PSUs, RSUs and stock options, which are expected to be recognized over a weighted-average period of 1.9 years. During the nine months ended September 30, 2024, the Company paid out $10.4 million for PSUs vested on December 31, 2023 (nine months ended September 30, 2023 - $15.1 million for PSUs vested on December 31, 2022). During the three and nine months ended September 30, 2024, the Company awarded nil and 0.5 million RSUs to employees pursuant to the existing 2007 Equity Incentive Plan, respectively. Under the 2007 Equity Incentive Plan, RSUs will vest one-third each year over a three-year period. Upon vesting, RSUs entitle the holder to receive either the underlying number of shares of the Company’s Common Stock or a cash payment equal to the value of the underlying shares of the Company’s Common Stock. The Company intends to settle RSUs outstanding as at September 30, 2024, in cash. Net Income (Loss) per Share Basic net income or loss per share is calculated by dividing net income or loss attributable to common shareholders by the weighted average number of shares of Common Stock issued and outstanding during each period. Diluted net income or loss per share is calculated using the treasury stock method for share-based compensation arrangements. The treasury stock method assumes that any proceeds obtained on the exercise of share-based compensation arrangements would be used to purchase shares of Common Stock at the average market price during the period. The weighted average number of shares is then adjusted by the difference between the number of shares issued from the exercise of share-based compensation arrangements and shares re-purchased from the related proceeds. Anti-dilutive shares represent potentially dilutive securities excluded from the computation of diluted income or loss per share as their impact would be anti-dilutive. Weighted Average Shares Outstanding Three Months Ended September 30, Nine Months Ended September 30, 2024 2023 2024 2023 Weighted average number of shares of Common Stock outstanding 30,732,807 33,287,368 31,273,861 33,675,160 Shares issuable pursuant to stock options — 129,299 — — Shares assumed to be purchased from proceeds of stock options — (66,617) — — Weighted average number of diluted shares of Common Stock outstanding 30,732,807 33,350,050 31,273,861 33,675,160 For the three and nine months ended September 30, 2024 all options, on a weighted average basis (three and nine months ended September 30, 2023, 1,854,307 and all options, respectively) were excluded from the diluted income (loss) per share calculation as the options were anti-dilutive. |