CAPITAL AND RESERVES | 14. CAPITAL AND RESERVES Shareholders’ Equity The Corporation is authorized to issue an unlimited number of common shares without par value. The following share transactions took place during the year ended December 31, 2021: 1. On January 28, 2021, the Corporation completed an equity financing and issued 2,704,770 flow-through common shares for aggregate gross proceeds of $11,700,666 . The flow-through common shares comprise: (i) 2,053,670 flow-through shares with respect to “Canadian exploration expenses” (the “CEE Shares”) priced at $4.48 per CEE Share with a flow-through share premium of $2,356,000 based on the difference between the market value of the common shares and the amount the investors pay for the flow-through shares; and (ii) 651,100 flow-through shares with respect to “Canadian development expenses” (the “CDE Shares”) priced at $3.84 per CDE Share with a flow-through share premium of $330,000 based on the difference between the market value of the common shares and the amount the investors pay for the flow-through shares. The Corporation incurred share issuance costs of $1,094,498 . 2. On June 10, 2021, the Corporation completed an equity financing and issued 8,214,450 common shares at a price of $3.50 per share for aggregate gross proceeds of $28,750,575 . This issuance was completed pursuant to a prospectus supplement dated June 7, 2021 to the short form base shelf prospectus of the Corporation dated November 2, 2020. The Corporation incurred share issuance costs of $1,672,955 . 3. 873,722 common shares were issued from treasury on the vesting of restricted share units. 4. 2,272,431 share options were exercised for proceeds of $3,765,000 . Equity Incentive Plans The Corporation has three equity incentive plans consisting of a share option plan (the “Option Plan”), a restricted share unit plan (the “RSU Plan”), and a deferred share unit plan (the “DSU Plan”) (collectively the “Equity Incentive Plans”). The maximum aggregate number of common shares issuable under the Equity Incentive Plans cannot exceed 15% of the number of common shares issued and outstanding from time to time, subject to the following requirements for each plan: i. The Option Plan’s maximum aggregate number of common shares issuable on the exercise of share options cannot exceed 10% of the number of common shares issued and outstanding; ii. The RSU Plan’s maximum aggregate number of common shares to be issued cannot exceed 3% of the number of common shares issued and outstanding; and iii. The DSU Plan’s maximum aggregate number of common shares to be issued cannot exceed 2,100,000. As at December 31, 2021, a total of 9,672,118 share options, 1,198,067 RSUs and 894,000 DSUs were outstanding under the Equity Incentive Plans and a total of 5,483,636 share options, 3,348,659 RSUs and 1,181,000 DSUs remain available for future granting. During the year ended December 31, 2021, the Corporation recorded total share-based compensation expense of $4,820,000 (2020 – $2,490,000), which related to the Equity Incentive Plans, of which $932,000 (2020 – $430,000) was recorded to mineral properties and $3,888,000 (2020 – $2,060,000) has been charged to income. Share Options Generally, share options have a maximum term of five years, vest one-third The changes in share options outstanding are summarized as follows: Weighted Number of average shares issued Exercise or issuable on price exercise Balance - December 31, 2020 $ 2.17 10,245,934 Share options granted $ 2.17 1,970,000 Share options exercised $ 1.66 (2,272,431) Share options forfeited or expired $ 2.85 (271,385) Balance - December 31, 2021 $ 2.27 9,672,118 Balance - December 31, 2019 $ 1.81 10,465,233 Share options granted $ 3.07 2,003,200 Share options exercised $ 1.28 (2,217,499) Share options forfeited or expired $ 0.60 (5,000) Balance - December 31, 2020 $ 2.17 10,245,934 During the year ended December 31, 2021, the fair value of options at the date of grant was estimated using the Black-Scholes option pricing model, assuming an average risk-free rate of 1.20% (2020 – 0.32% to 0.41%) per annum, an expected life of options of 4 years (2020– 4 years), an expected volatility of 61% based on historical volatility (2020 – 66% to 68%), an expected forfeiture rate of 2.94% (2020 – 0.50%) and no expected dividends (2020 – nil). Share options outstanding and exercisable at December 31, 2021 are summarized as follows: Options Outstanding Options Exercisable Number of Number of Shares Average Average Shares Average Issuable on Remaining Exercise Issuable on Exercise Exercise Price Exercise Life (Years) Price Exercise Price $1.27 1,162,500 2.01 $ 1.27 1,162,500 $ 1.27 $1.27 325,000 0.01 $ 1.27 — $ 1.27 $1.75 40,000 0.62 $ 1.75 40,000 $ 1.75 $1.93 60,000 1.36 $ 1.93 60,000 $ 1.93 $2.07 1,223,400 1.08 $ 2.07 1,223,400 $ 2.07 $2.07 587,000 1.08 $ 2.07 — $ 2.07 $2.12 65,000 3.29 $ 2.12 43,333 $ 2.12 $2.17 1,970,000 4.96 $ 2.17 656,667 $ 2.17 $2.32 790,000 0.09 $ 2.32 790,000 $ 2.32 $2.61 1,900,484 2.95 $ 2.61 1,900,484 $ 2.61 $3.19 1,498,734 3.96 $ 3.19 999,156 $ 3.19 $3.86 50,000 3.69 $ 3.86 33,333 $ 3.86 9,672,118 2.71 $ 2.27 6,908,873 $ 2.29 The weighted average share price at the date of exercise for options exercised during the year ended December 31, 2021 was $3.64 (2020 – $3.38). Restricted Share Units Time-based RSUs vest one-third upon granting and one third on each of the first and second anniversary dates of the grant date. Performance-based RSUs vest at the end of the third year of the grant date and the number of units to be issued on the vesting date will vary from 0% to 200% of the number of performance-based RSUs granted, depending on the achievement of performance criteria. The changes in RSUs outstanding are summarized as follows: Number of shares issued or issuable on vesting Balance - December 31, 2020 566,340 RSUs granted (i) 1,505,449 RSUs vested (873,722) Balance - December 31, 2021 1,198,067 Balance - December 31, 2019 663,670 RSUs granted 345,000 RSUs vested (442,330) Balance - December 31, 2020 566,340 (i) During the year ended December 31, 2021 the Corporation granted a total of 1,505,449 RSUs (2020 – 345,000) with a total grant-date fair value determined to be $3,265,000 (2020 – $1,100,000). Included in general and administrative expenses for the year ended December 31, 2021 is share-based compensation expense of $867,000 (2020 – $810,000) related to RSU awards. The weighted average share price at the date of vesting for RSUs during the year ended December 31, 2021 was $2.57 (2020 - $3.00). Deferred Share Units Only directors of the Corporation are eligible for DSUs and each DSU vests immediately and is redeemed upon a director ceasing to be a director of the Corporation. The changes in DSUs outstanding are summarized as follows: Number of shares issued or issuable on vesting Balance - December 31, 2020 — DSUs granted 366,000 DSUs vested (366,000) Balance - December 31, 2021 — During the year ended December 31, 2021 the Corporation granted a total of 366,000 DSUs (2020 – 273,000) with a total grant-date fair value determined to be $794,000 (2020 - $870,000). Included in general and administrative expenses for the year ended December 31, 2021 is share-based compensation expense of $794,000 (2020 - $870,000) related to DSU awards. As of December 31, 2021, there were 894,000 fully vested DSUs outstanding. |