Cover
Cover | 12 Months Ended |
Oct. 31, 2023 shares | |
Entity Addresses [Line Items] | |
Document Type | 20-F |
Amendment Flag | false |
Document Registration Statement | false |
Document Annual Report | true |
Document Transition Report | false |
Document Shell Company Report | false |
Document Period End Date | Oct. 31, 2023 |
Document Fiscal Period Focus | FY |
Document Fiscal Year Focus | 2023 |
Current Fiscal Year End Date | --10-31 |
Entity File Number | 000-53646 |
Entity Registrant Name | GROWN ROGUE INTERNATIONAL INC. |
Entity Central Index Key | 0001463000 |
Entity Incorporation, State or Country Code | Z4 |
Entity Address, Address Line One | 550 Airport Road |
Entity Address, City or Town | Medford |
Entity Address, State or Province | OR |
Entity Address, Country | US |
Entity Address, Postal Zip Code | 97504 |
Title of 12(b) Security | Common Stock, no par value |
Entity Well-known Seasoned Issuer | No |
Entity Voluntary Filers | No |
Entity Current Reporting Status | Yes |
Entity Interactive Data Current | Yes |
Entity Filer Category | Non-accelerated Filer |
Entity Emerging Growth Company | false |
Document Accounting Standard | International Financial Reporting Standards |
Entity Shell Company | false |
Entity Common Stock, Shares Outstanding | 182,005,886 |
Document Financial Statement Error Correction [Flag] | false |
Auditor Location | Dallas, Texas |
Auditor Firm ID | 76 |
Auditor Name | Turner, Stone & Company, L.L.P. |
Business Contact [Member] | |
Entity Addresses [Line Items] | |
Entity Address, Address Line One | 550 Airport Road |
Entity Address, City or Town | Medford |
Entity Address, State or Province | OR |
Entity Address, Country | US |
Entity Address, Postal Zip Code | 97504 |
City Area Code | 458 |
Local Phone Number | 226-2100 |
Contact Personnel Name | Obie Strickler |
Consolidated Statements of Fina
Consolidated Statements of Financial Position - USD ($) | Oct. 31, 2023 | Oct. 31, 2022 |
Current assets | ||
Cash | $ 8,858,247 | $ 1,582,384 |
Accounts receivable (Note 18) | 2,109,424 | 1,643,959 |
Biological assets (Note 3) | 1,566,822 | 1,199,519 |
Inventory (Note 4) | 4,494,257 | 3,131,877 |
Prepaid expenses and other assets | 392,787 | 352,274 |
Total current assets | 17,421,537 | 7,910,013 |
Property and equipment (Note 8) | 8,753,266 | 7,734,901 |
Notes receivable (Notes 6.2.1 and 6.2.2) | 1,430,526 | |
Warrants asset (Note 13.2) | 1,361,366 | |
Intangible assets and goodwill (Note 9) | 725,668 | 725,668 |
Deferred tax assets (Note 20) | 470,358 | |
TOTAL ASSETS | 30,162,721 | 16,370,582 |
Current liabilities | ||
Accounts payable and accrued liabilities | 2,359,750 | 1,821,875 |
Current portion of lease liabilities (Note 7) | 824,271 | 1,025,373 |
Current portion of long-term debt (Note 10) | 1,285,604 | 1,769,600 |
Business acquisition consideration payable (Note 5) | 360,000 | 360,000 |
Unearned revenue | 28,024 | |
Derivative liability (Notes 11.1.1, 11.2 and 11.2.1) | 7,808,500 | |
Income tax payable | 366,056 | 311,032 |
Total current liabilities | 13,004,181 | 5,315,904 |
Lease liabilities (Note 7) | 2,094,412 | 1,275,756 |
Long-term debt (Note 10) | 102,913 | 839,222 |
Convertible debentures (Notes 11.1, 11.2 and 11.2.1) | 2,412,762 | |
TOTAL LIABILITIES | 17,614,268 | 7,430,882 |
EQUITY | ||
Share capital (Note 12) | 24,539,422 | 21,858,827 |
Shares issuable (Note 12) | 35,806 | |
Contributed surplus (Notes 13 and 14) | 8,081,938 | 6,505,092 |
Accumulated other comprehensive loss | (114,175) | (109,613) |
Accumulated deficit | (20,996,449) | (21,356,891) |
Equity attributable to shareholders | 11,564,736 | 6,933,221 |
Non-controlling interest (Note 23) | 983,717 | 2,006,479 |
TOTAL EQUITY | 12,548,453 | 8,939,700 |
TOTAL LIABILITIES AND EQUITY | $ 30,162,721 | $ 16,370,582 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) | 12 Months Ended | ||
Oct. 31, 2023 | Oct. 31, 2022 | Oct. 31, 2021 | |
Revenue | |||
Total revenue | $ 23,353,185 | $ 17,757,283 | $ 9,378,673 |
Cost of finished cannabis inventory sold | (11,155,676) | (9,227,439) | (3,997,617) |
Cost of service revenues | (308,641) | (154,353) | |
Gross profit, excluding fair value items | 11,888,868 | 8,529,844 | 5,226,703 |
Realized fair value amounts in inventory sold | (2,573,151) | (3,685,338) | (950,461) |
Unrealized fair value gain on growth of biological assets | 3,355,797 | 3,278,572 | 1,824,226 |
Gross profit | 12,671,514 | 8,123,078 | 6,100,468 |
Expenses | |||
Accretion expense | 1,026,732 | 491,781 | 949,811 |
Amortization of property and equipment | 578,641 | 750,916 | 180,015 |
General and administrative | 6,465,877 | 5,852,236 | 3,983,250 |
Share-based compensation | 346,113 | 70,996 | 280,819 |
Total expenses | 8,417,363 | 7,165,929 | 5,398,892 |
Income from operations | 4,254,151 | 957,149 | 701,576 |
Other income and (expense) | |||
Interest expense | (370,616) | (402,239) | (197,632) |
Other income (expense) | 441,487 | (3,432) | (17,072) |
Gain on debt settlement | 453,858 | 141,180 | |
Loss on settlement of non-controlling interest | (189,816) | ||
Unrealized loss on marketable securities | (333,777) | (35,902) | |
Unrealized loss on derivative liability | (4,563,498) | (1,258,996) | |
Unrealized gain on warrants asset | 129,113 | ||
Loss on disposal of property and equipment | (182,025) | (6,250) | (7,542) |
Total other expense, net | (4,545,539) | (291,840) | (1,565,780) |
Income (loss) from operations before taxes | (291,388) | 665,309 | (864,204) |
Income tax (Note 20) | (370,932) | (245,358) | (150,543) |
Net income (loss) | (662,320) | 419,951 | (1,014,747) |
Other comprehensive income (items that may be subsequently reclassified to profit and loss): | |||
Currency translation | (4,562) | (19,235) | (78,181) |
Total comprehensive income (loss) | $ (666,882) | $ 400,716 | $ (1,092,928) |
Gain (loss) per share attributable to shareholders – basic and diluted | $ 0 | $ 0 | $ (0.02) |
Weighted average shares outstanding – basic and diluted | 172,708,792 | 169,193,812 | 135,231,802 |
Net income (loss) for the year attributable to: | |||
Non-controlling interest | $ (129,279) | $ (27,507) | $ 1,395,558 |
Shareholders | (533,041) | 447,458 | (2,410,305) |
Comprehensive income (loss) for the year attributable to: | |||
Shareholders | (537,603) | 428,223 | (2,488,486) |
Products [Member] | |||
Revenue | |||
Total revenue | 22,424,169 | 17,757,283 | 9,034,618 |
Services [Member] | |||
Revenue | |||
Total revenue | $ 929,016 | $ 344,055 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Equity Holders' Equity (Deficit) - USD ($) | Share capital [member] | Shares Issuable [Member] | Contributed Surplus [Member] | Currency Translation Reserve [Member] | Retained earnings [member] | Non-controlling interests [member] | Total |
Balance - October 31, 2020 at Oct. 31, 2020 | $ 14,424,341 | $ 4,070,264 | $ (12,197) | $ (19,394,044) | $ (33,383) | $ (945,019) | |
Beginning balance, shares at Oct. 31, 2020 | 107,782,397 | ||||||
IfrsStatementLineItems [Line Items] | |||||||
Shares issued for employment, director, and consulting services (Note 12.6) | $ 95,294 | 95,294 | |||||
Shares issued for employment, director, & consulting services, shares | 534,294 | ||||||
Shares issuable for employment, director and consulting services | 38,532 | 38,532 | |||||
Shares issued pursuant to private placement (Notes 12.7) | $ 1,225,000 | 1,225,000 | |||||
Shares issued pursuant to private placement, shares | 10,231,784 | ||||||
Expenses of non-brokered private placement (Note 12.7) | $ (15,148) | (15,148) | |||||
Shares issued to extend payment due date (Note 12.8) | $ 2,103 | 2,103 | |||||
Shares issued to extend payment due date, shares | 25,000 | ||||||
Shares payments towards acquisition of Golden Harvests and extend due date (Note 12.10) | $ 107,461 | 107,461 | |||||
Shares payments towards acquisition of Golden Harvests and extend due date, shares | 600,000 | ||||||
Shares issuable for consideration for acquisition of Golden Harvests (Note 5) | 35,806 | 35,806 | |||||
Shares issued to partner creditor (Note 12.9) | $ 36,310 | 36,310 | |||||
Shares issued to partner creditor, shares | 400,000 | ||||||
Shares and warrants issued pursuant to brokered private placement of Special Warrants (Notes 12.11) | $ 3,738,564 | 3,738,564 | |||||
Shares and warrants issued pursuant to brokered private placement of Special Warrants, shares | 23,162,579 | ||||||
Expenses of brokered private placement of Special Warrants (Note 12.11) | $ (485,722) | (485,722) | |||||
Broker and advisory warrants issued pursuant to Special Warrant financing (Notes 12.11) | (210,278) | 210,278 | |||||
Settlement of convertible debentures for cash and common shares (Note 12.12) | $ 916,290 | 1,883,731 | 2,800,021 | ||||
Settlement of convertible debentures for cash and common shares, shares | 10,488,884 | ||||||
Issuance of non-controlling interest in subsidiary for cash | (475,000) | 475,000 | |||||
Purchase of non-controlling interest in subsidiary | $ 664,816 | 475,000 | (475,000) | 664,816 | |||
Purchase of non-controlling interest in subsidiary, shares | 3,711,938 | ||||||
Change in ownership interests in subsidiaries | 671,811 | 671,811 | |||||
Stock option vesting expense | 243,662 | 243,662 | |||||
Currency translation adjustment | (78,181) | (78,181) | |||||
Net income (loss) | (2,410,305) | 1,395,558 | (1,014,747) | ||||
Balance - October 31, 2021 at Oct. 31, 2021 | $ 20,499,031 | 74,338 | 6,407,935 | (90,378) | (21,804,349) | 2,033,986 | 7,120,563 |
Ending balance, shares at Oct. 31, 2021 | 156,936,876 | ||||||
IfrsStatementLineItems [Line Items] | |||||||
Shares issued for employment, director, and consulting services (Note 12.6) | $ 59,796 | (38,532) | 21,264 | ||||
Shares issued for employment, director, & consulting services, shares | 529,335 | ||||||
Private placement of shares (Note 12.5) | $ 1,300,000 | 1,300,000 | |||||
Private placement of shares, shares | 13,166,400 | ||||||
Stock option vesting | 97,157 | 97,157 | |||||
Currency translation adjustment | (19,235) | (19,235) | |||||
Net income (loss) | 447,458 | (27,507) | 419,951 | ||||
Balance - October 31, 2021 at Oct. 31, 2022 | $ 21,858,827 | 35,806 | 6,505,092 | (109,613) | (21,356,891) | 2,006,479 | 8,939,700 |
Ending balance, shares at Oct. 31, 2022 | 170,632,611 | ||||||
IfrsStatementLineItems [Line Items] | |||||||
Issuance of shares underlying shares issuable (Note 12.1) | $ 35,806 | (35,806) | |||||
Issuance of shares underlying shares issuable, shares | 200,000 | ||||||
Stock option vesting expense | 344,593 | 344,593 | |||||
Currency translation adjustment | (4,562) | (4,562) | |||||
Exercise of option to acquire 87% of Canopy membership units | 893,483 | (893,483) | |||||
Goodness Growth warrants swap | 1,232,253 | 1,232,253 | |||||
Settlement of convertible debentures for common shares (Note 11.1.1) | $ 2,698,789 | 2,698,789 | |||||
Settlement of convertible debentures for common shares, shares | 11,173,275 | ||||||
Net income (loss) | (533,041) | (129,279) | (662,320) | ||||
Balance - October 31, 2021 at Oct. 31, 2023 | $ 24,593,422 | $ 8,081,938 | $ (114,175) | $ (20,996,449) | $ 983,717 | $ 12,548,453 | |
Ending balance, shares at Oct. 31, 2023 | 182,005,886 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | ||
Oct. 31, 2023 | Oct. 31, 2022 | Oct. 31, 2021 | |
Operating activities | |||
Net income (loss) | $ (662,320) | $ 419,951 | $ (1,014,747) |
Adjustments for non-cash items in net income (loss) | |||
Amortization of property and equipment | 578,641 | 750,916 | 180,015 |
Amortization of property and equipment included in costs of inventory sold | 1,757,672 | 1,102,688 | 733,655 |
Amortization of intangible assets | 4,997 | ||
Unrealized gain on changes in fair value of biological assets | (3,355,797) | (3,278,572) | (1,824,226) |
Changes in fair value of inventory sold | 2,573,151 | 3,685,338 | 950,461 |
Deferred income taxes | (470,358) | ||
Share-based compensation | 21,264 | 170,136 | |
Stock option expense | 344,593 | 96,649 | 243,662 |
Accretion expense | 1,026,732 | 491,781 | 949,811 |
Gain on debt settlement | (455,674) | ||
Loss on disposal of property and equipment | 182,025 | 6,250 | 7,542 |
Unrealized loss on marketable securities | 333,777 | 35,902 | |
Loss on fair value of derivative liability | 4,563,498 | 1,258,996 | |
Gain on warrants asset | (129,113) | ||
Loss on acquisition of non-controlling interest paid in shares | 189,816 | ||
Effects of foreign exchange | (2,210) | 918 | 7,233 |
Noncash Items In Net Loss | 6,406,514 | 3,175,286 | 1,893,253 |
Changes in non-cash working capital (Note 15) | (677,163) | (1,171,111) | (2,131,714) |
Net cash provided by (used in) operating activities | 5,729,351 | 2,004,175 | (238,461) |
Investing activities | |||
Purchase of property and equipment and intangibles | (1,456,782) | (1,111,283) | (2,047,136) |
Net cash acquired | 76,128 | ||
Payment of acquisition payable | (2,000) | (6,000) | |
Other investment | (750,000) | ||
Cash advances and loans made to other parties | (1,430,526) | ||
Net cash used in investing activities | (2,887,308) | (1,113,283) | (2,727,008) |
Financing activities | |||
Third party investment in subsidiary | 475,000 | ||
Proceeds from convertible debentures | 8,000,000 | ||
Proceeds from long-term debt | 100,000 | 1,125,000 | |
Proceeds from private placement | 1,300,000 | 1,225,000 | |
Proceeds from brokered private placement | 3,738,564 | ||
Payment of equity and debenture issuance costs | (500,870) | ||
Repayment of long-term debt | (1,631,830) | (732,803) | (507,715) |
Repayment of convertible debentures | (261,006) | (1,312,722) | |
Payments of lease principal | (1,673,344) | (1,089,738) | (380,543) |
Net cash provided by (used in) financing activities | 4,433,820 | (422,541) | 3,861,714 |
Change in cash and cash equivalents | 7,275,863 | 468,351 | 896,245 |
Cash and cash equivalents, beginning | 1,582,384 | 1,114,033 | 217,788 |
Cash and cash equivalents, ending | $ 8,858,247 | $ 1,582,384 | $ 1,114,033 |
CORPORATE INFORMATION AND DEFIN
CORPORATE INFORMATION AND DEFINED TERMS | 12 Months Ended |
Oct. 31, 2023 | |
Corporate Information And Defined Terms | |
CORPORATE INFORMATION AND DEFINED TERMS | 1. CORPORATE INFORMATION AND DEFINED TERMS 1.1 Corporate Information These consolidated financial statements for the years ended October 31, 2023, 2022 and 2021, include the accounts of Grown Rogue International Inc. and its subsidiaries. The registered office is located at 40 King St W Suite 5800, Toronto, ON M5H 3S1. Grown Rogue International Inc.’s subsidiaries and ownership thereof are summarized in the table below. Schedule of subsidiaries and ownership Company Ownership Defined Term Grown Rogue International Inc. 100% owner of GR Unlimited The “Company” Grown Rogue Unlimited, LLC 100% by the Company “GR Unlimited” Grown Rogue Gardens, LLC 100% by GR Unlimited “GR Gardens” GRU Properties, LLC 100% by GR Unlimited “GRU Properties” GRIP, LLC 100% by GR Unlimited “GRIP” Grown Rogue Distribution, LLC 100% by GR Unlimited “GR Distribution” GR Michigan, LLC 87% by GR Unlimited “GR Michigan” Canopy Management, LLC 87% by GR Unlimited “Canopy” Golden Harvests LLC 60% by Canopy “Golden Harvests” The Company is primarily engaged in the business of growing and selling cannabis products. The primary cannabis product produced and sold is cannabis flower. 1.2 Defined Terms Schedule of defined terms related information Term Defined Term Reference General terms: International Financial Reporting Standards “IFRS” International Accounting Standards “IAS” International Accounting Standards Board “IASB” International Financial Reporting Interpretations Committee “IFRIC” United States “U.S.” United States dollar “U.S. dollar” Fair value less costs to sell “FVLCTS” Fair value through profit or loss “FVTPL” Fair value through other comprehensive income “FVOCI” Other comprehensive income “OCI” Solely payments of principal and interest “SPPI” Expected credit loss “ECL” Cash generating unit “CGU” Internal Revenue Code “IRC” U.S. Securities and Exchange Commission “SEC” Securities Exchange Act of 1934 “1934 Act” Federal Deposit Insurance Corporation “FDIC” Term Defined Term Reference Terms related to the Company’s locations: Outdoor grow property located in Trail, Oregon leased from CEO “Trail” Outdoor post-harvest facility located in Medford, Oregon leased from CEO “Lars” Terms related to officers and directors of the Company: President & Chief Executive Officer “CEO” Chief Financial Officer “CFO” Senior Vice President of GR Unlimited “SVP” Chief Operating Officer (position eliminated in December 2021) “COO” Michigan General Manager “GM” Terms related to transactions with High Street Capital Partners, LLC: High Street Capital Partners, LLC “HSCP” Note 6.1 Agreement of the Company to acquire substantially all of the assets of the growing and retail operations of HSCP “HSCP Transaction” Note 6.1 Management Services Agreement with HSCP “HSCP MSA” Note 6.1 Secured promissory note payable with a principal sum of $1,250,000 “Secured Promissory Note” Notes 6.1, 10.1 Principal Payment of $500,000 due to HSCP on May 1, 2023 “First Principal Payment” Note 10.1 Terms related to transactions with Plant-Based Investment Corp.: Plant-Based Investment Corp., formerly related party “PBIC” Unsecured promissory note agreement with PBIC of September 9, 2021 “PBIC Note” Note 10.2 The Company’s sun-grown A-flower 2021 harvest, defined in the PBIC Note “Harvest” Note 10.2 The Company’s former ownership of 2,362,204 shares of PBIC “PBIC Shares” Note 10.2 2766923 Ontario Inc., receiver of PBIC Shares from the Company as part of the settlement of the PBIC Note “Creditor” Note 10.2 Terms related to Convertible Debentures issued in December 2022: Convertible debentures with aggregate principal amount of $2,000,000 issued in December 2022 “December Convertible Debentures” Note 11.1 Purchasers of Convertible Debentures “Purchasers” Note 11.1 6,716,499 warrants issued to the Purchasers “December Warrants” Note 11.1 Terms related to Convertible Debentures issued in July 2023: Convertible debentures with aggregate principal amount of $5,000,000 issued in July 2023 “July Convertible Debentures” Note 11.2 Subscribers of Convertible Debentures “Subscribers” Note 11.2 13,737,500 warrants issued to the Subscribers “July Warrants” Note 11.2 Terms related to Convertible Debentures issued in August 2023: Convertible debentures with aggregate principal amount of $1,000,000 issued in August 2023 “August Convertible Debentures” Note 11.2.1 Subscribers of Convertible Debentures “Subscribers” Note 11.2.1 Term Defined Term Reference Terms related to December 2021 non-brokered private placement of common shares: Non-brokered private placement of common shares (“Private Placement”) for total gross proceeds of $1,300,000 “Private Placement” Note 12.3 Terms related to March 2021 brokered private placement of special warrants: Agent for March 2021 brokered private placement of special warrants “Agent” Note 13.1 March 2021 brokered private placement of special warrants “Offering” An aggregate of 1,127,758 broker warrants of the Company “Broker Warrants” Note 13.1 Compensation options, resulting from exercise of Broker Warrants “Compensation Options” Note 13.1 Warrants for consideration of advisory services issued to the Agent “Advisory Warrants” Note 13.1 The Broker Warrants and Advisory Warrants referred to collectively “Agent Warrants” Note 13.1 One unit of the Company resulting from exercise of a Compensation Option, comprised of one common share and one common share purchase warrant “Compensation Unit” Note 13.1 Warrant resulting from Compensation Option “Compensation Warrant” Note 13.1 Terms related to consulting agreement with Goodness Growth Goodness Growth Holdings, Inc. (CSE: GDNS; OTCQX: GDNSF) “Goodness Growth” Note 13.2 The consulting agreement under which the Company provides services to Goodness Growth “Consulting Agreement” Note 13.2 Volume weighted average price “VWAP” Note 13.2 Terms related to ABCO Garden State, LLC secured draw down promissory note ABCO Garden State, LLC “ABCO” Note 6.2.1 New Jersey Cannabis Regulatory Commission “CRC” Note 6.2.1 Secured draw down promissory note “ABCO Promissory Note” Note 6.2.1 |
SIGNIFICANT ACCOUNTING POLICIES
SIGNIFICANT ACCOUNTING POLICIES AND JUDGMENTS | 12 Months Ended |
Oct. 31, 2023 | |
Significant Accounting Policies And Judgments | |
SIGNIFICANT ACCOUNTING POLICIES AND JUDGMENTS | SIGNIFICANT ACCOUNTING POLICIES AND JUDGMENTS 2.1 Statement of Compliance The Company’s consolidated financial statements have been prepared in accordance with IFRS as issued by the IASB and interpretations of the IFRIC. These consolidated financials are filed on the system for electronic document analysis and retrieval (SEDAR+). The Board of Directors authorized the issuance of these consolidated financial statements on February 27, 2024. The principal accounting policies adopted in the preparation of these consolidated financial statements are set forth below. 2.2 Basis of Consolidation The subsidiaries are those companies controlled by the Company, as the Company is exposed, or has rights, to variable returns from its involvement with the subsidiaries and has the ability to affect those returns through its power over the subsidiaries by way of its ownership and rights pertaining to the subsidiaries. The financial statements of subsidiaries are included in these consolidated financial statements from the date that control commences until the date control ceases. All intercompany balances and transactions have been eliminated upon consolidation. 2.3 Basis of Measurement These consolidated financial statements have been prepared on a historical cost basis except for certain financial instruments and biological assets, which are measured at fair value as described herein. 2.4 Functional and Presentation Currency The Company’s functional currency is the Canadian dollar, and the functional currency of its subsidiaries is the United States dollar. These consolidated financial statements are presented in U.S. dollars. Transactions denominated in foreign currencies are initially recorded in the functional currency using exchange rates in effect at the dates of the transactions. Monetary assets and liabilities denominated in foreign currencies are translated into the functional currency using exchange rates prevailing at the end of the reporting period. All exchange gains and losses are included in the consolidated statement of comprehensive income (loss). For the purpose of presenting consolidated financial statements, the assets and liabilities of the Company are expressed in U.S. Dollars using exchange rates prevailing at the end of the reporting period. Income and expense items are translated at the average exchange rates for the period, unless exchange rates fluctuated significantly during that period, in which case the exchange rates at the dates of the transactions are used. Exchange differences arising, if any, are recognized in other comprehensive income (loss) and reported as currency translation reserve in shareholders’ equity. Foreign exchange gains or losses arising from a monetary item receivable from or payable to a foreign operation, the settlement of which is neither planned nor likely to occur in the foreseeable future and which, in substance, is considered to form part of the net investment in the foreign operation, are recognized in other comprehensive income (loss). 2.5 Revenue Revenue is recognized when performance obligations under the terms of a contract with a customer are satisfied, which is upon the transfer of control of the contracted goods or provision of contracted services. Control of goods is transferred when title and physical possession of the contracted goods have been transferred to the customer, which is determined by the shipping terms and certain additional considerations. The Company does not have performance obligations subsequent to the transfer of title and physical possession of the contracted goods. Revenues from sales of goods are recognized when the transfer of ownership to the customer has occurred and the customer has accepted the product. Revenues from services are recognized when services have been provided, the income is determinable, and collectability is reasonably assured. The Company’s contract terms do not include a provision for significant post-service delivery obligations. 2.5.1 Service Revenue On May 24, 2023, GR Unlimited entered into the Consulting Agreement with Goodness Growth. Under the Consulting Agreement, GR Unlimited supports Goodness Growth in the optimization of its cannabis flower products, with a particular focus on improving the quality and yield of top-grade “A” cannabis flower across its various operating markets, starting with Maryland and Minnesota. The Consulting Agreement and amendments to the Consulting Agreement provide for service revenue earned to be calculated beginning January 2023. Also see Note 13.2 for further discussion on the terms of the Consulting Agreement. 2.6 Inventory Inventory is valued at the lower of cost and net realizable value. The capitalized cost for produced inventory includes the direct and indirect costs initially capitalized to biological assets before the transfer to inventory. The capitalized cost also includes subsequent costs such as materials, labor, depreciation and amortization expense on equipment involved in packaging, labelling and inspection. The total cost of inventory also includes the fair value adjustment which represents the fair value of the biological asset at the time of harvest and which is transferred from biological asset costs to inventory upon harvest. All direct and indirect costs related to inventory are capitalized as they are incurred; these costs are recorded ‘Cost of finished cannabis inventory sold’ on the consolidated statement of comprehensive income (loss) at the time cannabis is sold. The realized fair value amounts included in inventory sold are recorded as a separate line on the consolidated statement of comprehensive income (loss). 2.7 Cost of Finished Cannabis Inventory Sold Cost of finished cannabis inventory sold includes the value of inventory sold, excluding the fair value adjustment carried from biological assets into inventory. Cost of finished cannabis inventory sold also includes the value of inventory write downs. 2.8 Biological Assets Biological assets are measured at fair value. The Company’s biological assets consist of cannabis plants. The Company capitalizes all the direct and indirect costs as incurred related to the biological transformation of the biological assets between the point of initial recognition and the point of harvest, including direct costs, indirect costs, allocated fixed and variable overheads, and depreciation and amortization of equipment used to grow plants through the harvest of the plants. Before planting, the capitalized costs approximate fair value. After planting, fair value is estimated at the fair value of the market sales price of the finished product less costs to complete. Subsequent to harvest, the recognized biological asset amount becomes the cost basis of finished goods inventory. Unrealized gains or losses arising from changes in fair value less costs to sell during the period are included in the consolidated statement of income (loss) as ‘Unrealized fair value gain on growth of biological assets.’ After sale, the amount of ‘Unrealized fair value gain on growth of biological assets’ sold is recognized as ‘Realized fair value amounts in inventory sold’. 2.9 Income (Loss) per Share Basic income (loss) per share is calculated by dividing the income (loss) attributable to common shareholders by the weighted average number of common shares outstanding in the period. For all periods presented, the income (loss) attributable to common shareholders equals the reported income (loss) attributable to owners of the Company. Diluted income (loss) per share is calculated by the treasury stock method. Under the treasury stock method, the weighted average number of common shares outstanding for the calculation of diluted income (loss) per share assumes that the proceeds to be received on the exercise of dilutive share options and warrants are used to repurchase common shares at the average market price during the period. 2.10 Accounts Payable and Accrued Liabilities Liabilities are recognized for amounts to be paid in the future for goods or services received, whether billed by the supplier or not. Provisions are recognized when the Company has an obligation (legal or constructive) arising from a past event, and the costs to settle this obligation are both probable and able to be reliably measured. 2.11 Related Party Transactions Parties are considered to be related if one party has the ability, directly or indirectly, to control the other party or exercise significant influence over the other party in making financial and operating decisions. Parties are also considered to be related if they are members of key management, subject to common control, or can exert significant influence over the company. Related parties may be individuals or corporate entities. A transaction is considered to be a related party transaction when there is a transfer of resources or obligations between related parties. 2.12 Property and Equipment Property and equipment are stated at cost less accumulated amortization and accumulated impairment losses, if any. Costs include borrowing costs for assets that require a substantial period of time to become ready for use. Amortization is recognized so as to recognize the cost of assets less their residual values over their useful lives, using the straight-line method. Amortization begins when an asset is available for use, meaning that it is in the location and condition necessary for it to be used in the manner intended by management. The estimated useful lives, residual values and method of amortization are reviewed at each period end, with the effect of any changes in estimated useful lives and residual values accounted for on a prospective basis. The Company capitalizes costs incurred to construct assets; when such assets are not available for use as intended by management, amortization expense is not recorded until constructed assets are placed into service. Amortization is calculated applying the following useful lives: Schedule of Amortization Furniture and fixtures 7-10 years on a straight-line basis Computer and office equipment 3-5 years on a straight-line basis Production equipment and other 5-10 years on a straight-line basis Leasehold improvements 15-40 years on a straight-line basis The carrying values of property and equipment are reviewed for impairment when events or changes in circumstances indicate that the carrying value may not be recoverable. If any such indication exists, and where the carrying values exceed the estimated recoverable amount, the assets are written down to their recoverable amount, being the higher of their fair value less costs of disposal and their value in use. Fair value is the price at which the asset could be bought or sold in an orderly transaction between market participants. In assessing value in use, the estimated cash flows are discounted to their present value using a pre tax discount rate that reflects the current market assessments of the time value of money and the risks specific to the asset. Right-of-use leased assets are measured at cost, which is calculated as the amount of the initial measurement of lease liability plus any lease payments made at or before the commencement date, any initial direct costs and related restoration costs. The right-of-use assets are depreciated on a straight-line basis over the shorter of the lease term and the useful life of the underlying asset. Depreciation is recognized from the commencement date of the lease. 2.13 Impairment of Long-Lived Assets For all long-lived assets, except for intangible assets with indefinite useful lives and intangible assets not yet available for use, the Company reviews its carrying amount at the end of each reporting period to determine whether there is any indication that those assets have suffered an impairment loss. Where such impairment exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss. An impairment loss is recognized for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the greater of fair value less costs of disposal and value in use. In assessing value in use, estimated future cash flows are discounted to their present value using a pretax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. Impairment losses are recognized in profit or loss. Impairment losses may be reversed in a subsequent period where the impairment no longer exists or has decreased. The carrying amount after a reversal must not exceed the carrying amount (net of depreciation) that would have been determined had no impairment loss been recognized. A reversal of impairment loss is recognized in profit or loss. 2.14 Share-based Compensation 2.14.1 Share Based Payment Transactions Transactions with non-employees that are settled in equity instruments of the Company are measured at the fair value of the goods or services rendered. In situations where the fair value of the goods or services received by the entity as consideration cannot be reliably measured, transactions are measured at fair value of the equity instruments granted. The fair value of the share-based payments is recognized together with a corresponding increase in equity over a period that services are provided, or goods are received. 2.14.2 Equity Settled Transactions The costs of equity settled transactions with employees are measured by reference to the fair value of the equity instruments at the date on which they are granted, using the Black Scholes option pricing model. The costs of equity settled transactions are recognized, together with a corresponding increase in equity, over the period in which the performance and/or service conditions are fulfilled, ending on the date on which the relevant employees become fully entitled to the award (“the vesting date”). The cumulative cost is recognized for equity settled transactions at each reporting date until the vesting date reflects the Company’s best estimate of the number of equity instruments that will ultimately vest. The profit or loss charge or credit for a period represents the movement in cumulative expense recognized at the beginning and end of that period and the corresponding amount is represented in contributed surplus. No expense is recognized for awards that do not ultimately vest. 2.14.3 Share Issuance Costs Costs incurred in connection with the issuance of equity are netted against the proceeds received net of tax. Costs related to the issuance of equity and incurred prior to issuance are recorded as deferred equity issuance costs and subsequently netted against proceeds when they are received. 2.15 Income Taxes Tax expense includes current and deferred tax. This expense is recognized in profit or loss, except for income tax related to the components of other comprehensive income (loss) or equity, in which case the tax expense is recognized in other comprehensive income (loss) or equity respectively. Current tax assets and liabilities are obligations or claims for the current and prior periods to be recovered from (or paid to) taxation authorities that are still outstanding at the end of the reporting period. Current tax is computed on the basis of tax profit which differs from net profit. Income taxes are calculated using tax rates and laws enacted or substantively enacted at the end of the reporting period. Deferred tax is recognized based on temporary differences between the carrying amount and the tax basis of the assets and liabilities. Any change in the net amount of deferred tax assets and liabilities is included in profit or loss. Deferred tax assets and liabilities are determined based on enacted or substantively enacted tax rates and laws that are expected to apply to taxable profit for the periods in which the assets and liabilities will be recovered or settled. Deferred tax assets are recognized when it is likely they will be realized. Deferred tax assets and liabilities are not discounted. The Company recognizes a deferred tax asset or liability for all deductible temporary differences arising from equity securities of subsidiaries, unless it is probable that the temporary difference will not reverse in the foreseeable future and the Company is able to control the timing of the reversal. 2.16 Financial Instruments 2.16.1 Financial Assets Initial Recognition The Company initially recognizes financial assets at fair value on the date that the Company becomes a party to the contractual provisions of the instrument. The Company derecognizes a financial asset when the contractual rights to the cash flows from the asset expire, or it transfers the rights to receive the contractual cash flows on the financial asset in a transaction in which substantially all the risks and rewards of ownership of the financial asset are transferred. Classification and measurement Under IFRS 9 - Financial Instruments Subsequent classification and measurement of financial assets depends on the Company’s business objective for managing the asset and the cash flow characteristics of the asset: - Amortized cost – Financial assets held for collection of contractual cash flows that meet the SPPI test are measured at amortized cost. Interest income is recognized as Other income (expense) in the financial statements, and gains/losses are recognized in net income (loss) when the asset is derecognized or impaired. - FVOCI – Financial assets held to achieve a particular business objective other than short term trading are designated at FVOCI. IFRS 9 also provides the ability to make an irrevocable election at initial recognition of a financial asset, on an instrument by instrument basis, to designate an equity investment that would otherwise be classified as FVTPL and that is neither held for trading nor contingent consideration arising from a business combination to be classified as FVOCI. There is no recycling of gains or losses through net income (loss). Upon derecognition of the asset, accumulated gains or losses are transferred from OCI directly to Deficit. - FVTPL – Financial assets that do not meet the criteria for amortized cost or FVOCI are measured at FVTPL. 2.16.2 Financial Liabilities The Company initially recognizes financial liabilities at fair value on the date at which the Company becomes a party to the contractual provisions of the instrument. The Company derecognizes a financial liability when its contractual obligations are discharged or cancelled or expire. The subsequent measurement of financial liabilities is determined based on their classification as follows: - FVTPL – Derivative financial instruments entered into by the Company that do not meet hedge accounting criteria are classified as FVTPL. Gains or losses on these types of financial liabilities are recognized in net income (loss). - Amortized cost – All other financial liabilities are classified as amortized cost using the effective interest method. Gains and losses are recognized in net income (loss) when the liabilities are derecognized as well as through the amortization process. The following table summarizes the original measurement categories for each class of the Company’s financial assets and financial liabilities: Schedule of financial assets and financial liabilities Asset/Liability Classification Accounts receivable Amortized cost Cash and cash equivalents Amortized cost Marketable securities FVTPL Warrants asset FVTPL Accounts payable and accrued liabilities Amortized cost Long-term debt Amortized cost Interest payable Amortized cost Convertible debentures Amortized cost Derivative liabilities FVTPL Impairment IFRS 9 introduces a three-stage ECL model for determining impairment of financial assets. The expected credit loss model does not require the occurrence of a triggering event before an entity recognizes credit losses. IFRS 9 requires an entity to recognize expected credit losses upon initial recognition of a financial asset and to update the quantum of expected credit losses at the end of each reporting period to reflect changes to credit risk of the financial asset. The adoption of the ECL model did not have a material impact on the Company’s financial statements. The Company recognizes a loss allowance for expected credit losses on financial assets that are measured at amortized cost. At each reporting date, the loss allowance for the financial asset is measured at an amount equal to the lifetime expected credit losses if the credit risk on the financial asset has increased significantly since initial recognition. If at the reporting date, the financial asset has not increased significantly since initial recognition, the loss allowance is measured for the financial asset at an amount equal to twelve month expected credit losses. For trade receivables the Company applies the simplified approach to providing for expected credit losses, which allows the use of a lifetime expected loss provision. Impairment losses on financial assets carried at amortized cost are reversed in subsequent periods if the amount of the loss decreases and the decrease can be objectively related to an event occurring after the impairment was recognized. 2.17 Business Combinations A business combination is a transaction or event in which the acquirer obtains control of one or more businesses and is accounted for using the acquisition method. The total consideration paid for the acquisition is the aggregate of the fair values of assets acquired, liabilities assumed, and equity instruments issued in exchange for control of the acquiree at the acquisition date. The acquisition date is the date when the Company obtains control of the acquiree. The identifiable assets acquired and liabilities assumed are recognized at their acquisition date fair values, except for deferred taxes and share-based payment awards where IFRS provides exceptions to recording the amounts at fair values. Goodwill represents the difference between total consideration paid and the fair value of the net identifiable assets acquired. Acquisition costs incurred are expensed within the consolidated statement of comprehensive income (loss). Contingent consideration is measured at its acquisition date fair value and is included as part of the consideration transferred in a business combination, subject to the applicable terms and conditions. Contingent consideration that is classified as equity is not remeasured at subsequent reporting dates and its subsequent settlement is accounted for within equity. Contingent consideration that is classified as an asset or a liability is remeasured at subsequent reporting dates in accordance with IFRS 9 Financial Instruments Based on the facts and circumstances that existed at the acquisition date, management will perform a valuation analysis to allocate the purchase price based on the fair values of the identifiable assets acquired and liabilities assumed on the acquisition date. Management has one year from the acquisition date to confirm and finalize the facts and circumstances that support the finalized fair value analysis and related purchase price allocation. Until such time, these values are provisionally reported and are subject to changed. Changes to fair values and allocations are retrospectively adjusted in subsequent periods. In determining the fair value of all identifiable assets acquired and liabilities assumed, the most significant estimates generally relate to contingent consideration and intangible assets. Management exercises judgment in estimating the probability and timing of when earn-out milestones are expected to be achieved, which is used as the basis for estimating fair value. Identified intangible assets are fair valued using appropriate valuation techniques which are generally based on a forecast of the total expected future net cash flows of the acquiree. Valuations are highly dependent on the inputs used and assumptions made by management regarding the future performance of these assets and any changes in the discount rate applied. Acquisitions that do not meet the definition of a business combination are accounted for as asset acquisitions. Consideration paid for an asset acquisition is allocated to the individual identifiable assets acquired and liabilities assumed based on their relative fair values. Asset acquisitions do not give rise to goodwill. Management exercises judgment in determining the entities that it controls for consolidation and associated non-controlling interests. For financial reporting purposes, an entity is considered controlled when the Company has power over an entity and its ability to affect its economic return from the entity. The Company has power over an entity when it has existing rights that give it the ability to direct the relevant activities which can significantly affect the investee’s returns. Such power can result from contractual arrangements. However, certain contractual arrangements contain rights that are designed to protect the Company’s interest, without direct equity ownership in the entity, in which case non-controlling interests are recognized. 2.18 Intangible Assets and Goodwill Intangible assets are recorded at cost less accumulated amortization and any impairment losses. Intangible assets acquired in a business combination are measured at fair value at the acquisition date. Amortization of definite life intangibles is calculated on a straight-line basis over their estimated useful lives. Goodwill represents the excess of the purchase price paid for the acquisition of an entity over the fair value of the net tangible and intangible assets acquired. Goodwill is allocated to the CGU or group of CGUs which are expected to benefit from the synergies of the combination. Goodwill is not subject to amortization. Goodwill and intangible assets with an indefinite life or not yet available for use are tested for impairment annually at year-end, and whenever events or circumstances that make it more likely than not that an impairment may have occurred, such as a significant adverse change in the business climate or a decision to sell or dispose all or a portion of a reporting unit. Finite life intangible assets are tested whenever there is an indication of impairment. Goodwill and indefinite life intangible assets are tested for impairment by comparing the carrying value of each CGU containing the assets to its recoverable amount. Indefinite life intangible assets are tested for impairment by comparing the carrying value of each CGU containing the assets to its recoverable amount. Goodwill is tested for impairment based on the level at which it is monitored by management, and not at a level higher than an operating segment. The Company’s goodwill is allocated to the cannabis operating segment and the U.S. cannabis and hemp-derived market CGU. The allocation of goodwill to the CGUs or group of CGUs requires the use of judgment. An impairment loss is recognized for the amount by which the CGU’s carrying amount exceeds its recoverable amount. The recoverable amounts of the CGUs’ assets are determined based on either fair value less costs of disposal or value-in-use method. There is a material degree of uncertainty with respect to the estimates of the recoverable amounts of the CGU, given the necessity of making key economic assumptions about the future. Impairment losses recognized in respect of a CGU are first allocated to the carrying value of goodwill, and any excess is allocated to the carrying value of assets in the CGU. Any impairment is recorded in profit and loss in the period in which the impairment is identified. A reversal of an asset impairment loss is allocated to the assets of the CGU on a pro rata basis. In allocating a reversal of an impairment loss, the carrying amount of an asset shall not be increased above the lower of its recoverable amount and the carrying amount that would have been determined had no impairment loss been recognized for the asset in the prior period. Impairment losses on goodwill are not subsequently reversed. 2.19 Adoption of New Accounting Pronouncements Amendments to IAS 41: Agriculture As part of its 2018-2020 annual improvements to the standards process of IFRS, the IASB issued amendments to IAS 41 Agriculture Fair Value Measurement Amendments to IFRS 9: Financial Instruments As part of its 2018-2020 annual improvements to the standards process of IFRS, the IASB issued amendments to IFRS 9 Financial Instruments Amendments to IAS 37: Onerous Contracts and the Cost of Fulfilling a Contract The amendment specifies that the ‘cost of fulfilling’ a contract comprises the ‘costs that relate directly to the contract’. Costs that relate directly to a contract can either be incremental costs of fulfilling that contract or an allocation of other costs that relate directly to fulfilling contracts. The amendment is effective for annual periods beginning on or after January 1, 2022 with early application permitted. The Company adopted the amendments to IAS 37 effective November 1, 2022, which did not have material impact to the Company’s consolidated financial statements. 2.20 New Accounting Pronouncements Amendments to IAS 1: Classification of Liabilities as Current or Non-current The amendment clarifies the requirements relating to determining if a liability should be presented as current or non-current in the statement of financial position. Under the new requirement, the assessment of whether a liability is presented as current or non-current is based on the contractual arrangements in place as at the reporting date and does not impact the amount or timing of recognition. The amendment applies retrospectively for annual reporting periods beginning on or after January 1, 2024. The Company is currently evaluating the potential impact of these amendments on the Company’s consolidated financial statements. IFRS 17 – Insurance Contracts IFRS 17 Insurance Contracts |
BIOLOGICAL ASSETS
BIOLOGICAL ASSETS | 12 Months Ended |
Oct. 31, 2023 | |
BIOLOGICAL ASSETS | 3. BIOLOGICAL ASSETS Biological assets consist of cannabis plants, which reflect measurement at FVLCTS. changes in the carrying amounts of biological assets at October 31, 2023 and 2022 are as follows: Schedule of Fair value of biological assets October 31, October 31, $ $ Beginning balance 1,199,519 1,188,552 Increase in biological assets due to capitalized costs 6,792,298 5,630,863 Change in FVLCTS due to biological transformation 3,355,797 3,278,572 Transferred to inventory upon harvest (9,780,792 ) (8,898,468 ) Ending balance 1,566,822 1,199,519 FVLCTS is determined using a model which estimates the expected harvest yield for plants currently being cultivated, and then adjusts that amount for the expected selling price and also for any additional costs to be incurred, such as post-harvest costs. The following significant unobservable inputs, all of which are classified as level 3 on the fair value hierarchy, were used by management as part of this model: - Expected costs required to grow the cannabis up to the point of harvest - Estimated selling price per pound - Expected yield from the cannabis plants - Estimated stage of growth – The Company applied a weighted average number of days out of the 60-day growing cycle that biological assets have reached as of the measurement date based on historical evidence. The Company assigns fair value basis according to the stage of growth and estimated costs to complete cultivation. Schedule of Fair value of biological assets Impact of 20% change October 31, October 31, October 31, 2023 October 31, Estimated selling price per pound ($/pound) $ 945 $ 817 $ 340,390 $ 246,397 Estimated stage of growth (%) 51 % 49 % $ 280,663 $ 204,814 Estimated flower yield per harvest (pound) 3,283 2,638 $ 280,663 $ 204,814 |
INVENTORY
INVENTORY | 12 Months Ended |
Oct. 31, 2023 | |
Notes and other explanatory information [abstract] | |
INVENTORY | 4. INVENTORY The Company’s inventory composition is as follows: Schedule of inventory October 31, October 31, 2022 $ $ Raw materials 501,433 134,926 Work in process 3,677,502 2,735,000 Finished goods 315,322 261,951 Ending balance 4,494,257 3,131,877 The cost of inventories, excluding changes in fair value, included as an expense and included in cost of goods sold for the year ended October 31, 2023, was $ 11,155,676 9,227,439 3,997,617 |
BUSINESS COMBINATIONS
BUSINESS COMBINATIONS | 12 Months Ended |
Oct. 31, 2023 | |
Notes and other explanatory information [abstract] | |
BUSINESS COMBINATIONS | 5. BUSINESS COMBINATIONS 5.1 Golden Harvests LLC On May 1, 2021, the Company acquired a controlling 60% interest in Golden Harvests for aggregate consideration of $1,007,719 comprised of 1,025,000 common shares of the Company with a fair value of $158,181 and cash payments of $849,536. Consideration remaining to be paid at the date of these consolidated financial statements included cash payments of $360,000. Schedule of consideration remaining Total consideration Common $ Cash paid - 479,000 Cash payable - 370,537 Common shares issued 825,000 122,376 Common shares issued 200,000 35,806 Total 1,025,000 1,007,719 During the year ended October 31, 2023, 200,000 35,806 On December 1, 2021, the Company and the seller of the 60% controlling interest in Golden Harvests agreed to extend the due date of the cash portion of business acquisition consideration payable until December 31, 2024, in exchange for monthly payments at a rate of 18% per annum. The Company may pay all or part of the cash portion of the business acquisition consideration payable prior to December 31, 2024. The following table summarizes the movement in business acquisition consideration payable. Schedule of business acquisition consideration payable Business acquisition consideration payable $ Acquisition date fair value 370,537 Payments (8,000 ) Application of prepayments (4,000 ) Accretion 1,463 Balance – October 31, 2023 and 2022 360,000 |
OTHER INVESTMENTS, PURCHASE DEP
OTHER INVESTMENTS, PURCHASE DEPOSITS AND NOTES RECEIVABLE | 12 Months Ended |
Oct. 31, 2023 | |
Notes and other explanatory information [abstract] | |
OTHER INVESTMENTS, PURCHASE DEPOSITS AND NOTES RECEIVABLE | 6. OTHER INVESTMENTS, PURCHASE DEPOSITS AND NOTES RECEIVABLE 6.1 Investment in Assets Sold by HSCP On February 5, 2021, the Company agreed to acquire substantially all of the assets of the growing and retail operations pursuant to the HSCP Transaction, for an aggregate total of $ 3,000,000 On April 14, 2022, the HSCP Transaction closed with modifications to the original terms: the retail purchase was mutually terminated, and total consideration for the acquisition was reduced to $2,000,000. Upon closing, the Company had paid $ 750,000 6.2 Notes Receivable 6.2.1 ABCO Garden State, LLC Draw Down Promissory Note On October 4, 2023, the Company announced that it signed a definitive agreement with an option to acquire 70% of ABCO, pending regulatory approval from the CRC. ABCO was granted a conditional cultivation and manufacturing license by the CRC and will receive its annual cultivation license soon. GR Unlimited executed the ABCO Promissory Note with ABCO’s affiliate, Iron Flag, LLC, to fund tenant improvements and for general working capital at the 50,000 square foot facility leased by ABCO for use in ABCO’s cannabis cultivation operations under construction and estimated to be completed in the second quarter of 2024. Pursuant to the ABCO Promissory Note, GR Unlimited shall make the maximum amount available to Iron Flag, LLC in one or more advances in an aggregate amount not to exceed $4,000,000. Interest on the outstanding principal borrowed shall accrue at a rate of 12.5% per annum commencing with respect to each advance and accruing until the date the standing advances and all accrued interest is paid in full. As at October 31, 2023, the outstanding balance of the ABCO Promissory Note was $1,170,101, and the accrued interest receivable was $8,758. 6.2.2 New Jersey Retail Promissory Note On October 3, 2023, GR Unlimited executed a promissory note and advanced $250,000 to an individual representing the principal amount of the note (the “NJ Retail Promissory Note”). Pursuant to the NJ Retail Promissory Note agreement, interest on the outstanding principal borrowed shall accrue at a rate of 12% per annum provided that, if the extended maturity date of the note is triggered, interest shall accrue on the outstanding balance commencing on the maturity date and ending on the extending maturity date of the promissory note. As at October 31, 2023, the outstanding balance of the NJ Retail Promissory Note was $250,000, and the accrued interest receivable was $1,667. Subsequent to the consolidated statement of position dated October 31, 2023, the Company signed a related definitive agreement on January 16, 2024 to invest in the development of an adult-use dispensary in West New York, New Jersey. Also see subsequent event in note 25.2. |
LEASES
LEASES | 12 Months Ended |
Oct. 31, 2023 | |
Notes and other explanatory information [abstract] | |
LEASES | 7. LEASES The following is a continuity schedule of lease liabilities: Schedule of lease liabilities Lease liabilities October 31, October 31, 2022 $ $ Balance - beginning 2,301,129 2,360,438 Additions 2,583,661 1,030,429 Disposals (292,763 ) - Interest expense on lease liabilities 272,521 243,360 Payments (1,945,865 ) (1,333,098 ) Balance - ending 2,918,683 2,301,129 Current portion 824,271 1,025,373 Non-current portion 2,094,412 1,275,756 Set out below are undiscounted minimum future lease payments after October 31, 2023: Schedule of minimum future lease payments Total future minimum lease Less than one year 1,108,495 Between one and five years 2,572,570 Total 3,681,065 |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 12 Months Ended |
Oct. 31, 2023 | |
Property And Equipment | |
PROPERTY AND EQUIPMENT | 8. PROPERTY AND EQUIPMENT Property and equipment Computer and Office Production Equipment Leasehold Right-of- Total $ $ $ $ $ COST Balance - October 31, 2021 16,283 511,167 4,978,088 3,328,032 8,833,570 Additions - 34,690 3,014,807 951,377 4,000,874 Disposals - (2,825 ) (10,375 ) - (13,200 ) Balance - October 31, 2022 16,283 543,032 7,982,520 4,279,409 12,821,244 Additions - 434,736 990,469 2,583,661 4,008,866 Disposals - (3,339 ) (3,862 ) (599,707 ) (606,908 ) Balance - October 31, 2023 16,283 974,429 8,969,127 6,263,363 16,223,202 ACCUMULATED AMORTIZATION Balance - October 31, 2021 16,283 196,103 2,017,029 861,571 3,090,986 Amortization for the period - 114,197 706,567 1,181,543 2,002,307 Disposals - (895 ) (6,055 ) - (6,950 ) Balance - October 31, 2022 16,283 309,405 2,717,541 2,043,114 5,086,343 Amortization for the period - 94,518 1,108,228 1,312,968 2,515,714 Disposals - (2,584 ) (802 ) (128,735 ) (132,121 ) Balance - October 31, 2023 16,283 401,339 3,824,967 3,227,347 7,469,936 NET BOOK VALUE Balance - October 31, 2022 - 233,627 5,264,979 2,236,295 7,734,901 Balance - October 31, 2023 - 573,090 5,144,160 3,036,016 8,753,266 For the years ended October 31, 2023, amortization capitalized was $ 1,937,073 1,251,391 578,641 750,916 180,015 |
INTANGIBLE ASSETS AND GOODWILL
INTANGIBLE ASSETS AND GOODWILL | 12 Months Ended |
Oct. 31, 2023 | |
Intangible Assets And Goodwill | |
INTANGIBLE ASSETS AND GOODWILL | 9. INTANGIBLE ASSETS AND GOODWILL Schedule of intangible assets and goodwill Indefinite lived intangible assets and goodwill October 31, October 31, $ $ Balance – beginning 725,668 399,338 Additions – grower licenses - 326,330 Balance – ending 725,668 725,668 Additions during the year ended October 31, 2022, resulted from the HSCP Transaction (Note 6.1). |
LONG-TERM DEBT
LONG-TERM DEBT | 12 Months Ended |
Oct. 31, 2023 | |
Notes and other explanatory information [abstract] | |
LONG-TERM DEBT | 10. LONG-TERM DEBT Transactions related to the Company’s long-term debt during the years ended October 31, 2023 and 2022, include the following: Long-term Debt Note Movement in long-term debt 10.1 10.2 10.3 10.4 10.5 10.6 10.7 Total $ Balance - October 31, 2021 - 600,572 249,064 280,567 150,000 142,997 786,461 2,209,661 Additions to debt 1,250,000 100,000 - - - - - 1,350,000 Settlement of debt - (706,352 ) - - - - - (706,352 ) Interest accretion - 5,780 79,046 71,443 - 36,594 295,453 488,316 Debt payments - - (25,000 ) (25,000 ) (150,000 ) (12,500 ) (520,303 ) (732,803 ) Balance - October 31, 2022 1,250,000 - 303,110 327,010 - 167,091 561,611 2,608,822 Interest accretion - - 96,985 83,752 - 43,006 187,782 411,525 Debt payments (900,000 ) - (25,000 ) (25,000 ) - (12,500 ) (669,330 ) (1,631,830 ) Balance - October 31, 2023 350,000 - 375,095 385,762 - 197,597 80,063 1,388,517 Current portion 350,000 - 334,395 344,118 - 177,028 80,063 1,285,604 Non-current portion - - 40,700 41,644 - 20,569 - 102,913 10.1 0% Stated Rate Note Payable to PBIC with Original Principal Amount of $800,000 and Harvest-based Payments (Settled) On April 14, 2022, the Company purchased indoor growing assets from HSCP (Note 6.1). Purchase consideration included a Secured Promissory Note payable with a principal sum of $ 1,250,000 500,000 750,000 On August 1, 2022, the terms of the Secured Promissory Note between GR Distribution and HSCP, were amended. As amended, the Secured Promissory Note will be fully settled by two principal amounts of $500,000 and $750,000 due on May 1, 2023. Beginning on August 1, 2022, and continuing until repaid in full, the unpaid portion of the First Principal Amount will accrue simple interest at a rate per annum of 12.5%, payable monthly. In the event the Company raises capital, principal payments shall be made as follows. If the capital raise is less than or equal to $2 million, then 25% of the capital raise shall be paid against the First Principal Payment; if the capital raise is greater than $2 million and less than or equal to $3 million, then $250,000 shall be paid against the First Principal Payment; and if the capital raise is greater than $3 million, then $500,000 shall be paid against the First Principal Payment. On May 1, 2023, the terms of the Secured Promissory Note were amended for a second. Under the second amendment, the Secured Promissory Note will be fully settled in two principal amounts. On May 1, 2023, the $ 500,000 500,000 150,000 150,000 200,000 900,000 10.2 0% Stated Rate Note Payable to PBIC with Original Principal Amount of $800,000 and Harvest-based Payments (Settled) On September 9, 2021, the Company entered into the PBIC Note, an unsecured promissory note agreement with PBIC, a formerly related party, in the amount of $ 800,000 100,000 600,000 On June 20, 2022, the Company announced the settlement of the PBIC Note, which had a principal balance owing of $ 700,000 2,362,204 449,684 10.3 10% Note Payable Owed by Golden Harvests with Original Principal Amount of $250,000 On May 1, 2021, the Company assumed a note payable owed by Golden Harvests (Note 5) with a carrying value of $ 227,056 250,000 10 January 14, 2024 250,000 33 25,000 10.4 10% Note Payable Owed by GR Distribution with Original Principal Amount of $250,000 On January 27, 2021, debt was issued by GR Distribution with a principal amount of $ 250,000 10 January 27, 2024 250,000 27 25,000 10.5 10% Note Payable Owed by GR Gardens with Original Principal Amount of $150,000 (SETTLED) On December 2, 2020, debt was issued by GR Gardens with a principal amount of $ 150,000 10 December 31, 2021 10,000 75,000 10.6 10% Note Payable Owed by GR Distribution with Original Principal Amount of $125,000 On November 23, 2020, debt was issued by GR Distribution with a principal amount of $ 125,000 10 November 23, 2023 125,000 27 12,500 10.7 0% Stated Rate Note Payable by Canopy with Original Principal Amount of $60,000 and Royalty Payments to Lenders On March 20, 2020, debt with a principal amount of $ 600,000 600,000 100,000 669,330 520,303 10.8 Accrued Interest Payable Accrued interest payable on long-term debt at October 31, 2023 was $Nil 0 0 |
CONVERTIBLE DEBENTURES
CONVERTIBLE DEBENTURES | 12 Months Ended |
Oct. 31, 2023 | |
Convertible Debentures | |
CONVERTIBLE DEBENTURES | 11. CONVERTIBLE DEBENTURES Schedule of Convertible Debentures $ $ $ Movement in convertible debt Note 11.1 Note 11.2 Total Balance - October 31, 2022 - - - Additions to debt 2,000,000 6,000,000 8,000,000 Derivative liability recognition (783,856 ) (3,982,944 ) (4,766,800 ) Debt settlement through conversion of shares (Note 11.1.1) (1,174,639 ) - (1,174,639 ) Interest accretion 343,556 271,651 615,207 Debt payments (137,745 ) (123,261 ) (261,006 ) Balance - October 31, 2023 $ 247,316 $ 2,165,446 $ 2,412,762 Current portion - - - Non-current portion 247,316 2,165,446 2,412,762 11.1 9% Convertible Debentures with Original Principal Amount of $2,000,000 On December 5, 2022, the Company announced the closing of a non-brokered private placement of the December Convertible Debentures with an aggregate principal amount of $ 2,000,000 0.20 6,716,499 0.25 0.40 11.1.1 Debt Settlement Through Conversion of Shares During the year ended October 31, 2023, Purchasers of the December Convertible Debentures converted an aggregate total of convertible debenture principal of $ 1,040,662 133,977 0.20 10,151,250 1,022,025 The conversion feature of the December Convertible Debentures gives rise to the derivative liability reported on the statement of financial position at October 31, 2023. The derivative liability is remeasured at fair value through profit and loss at each reporting period using the Black-Scholes option pricing model. The fair value of the derivative liability at October 31, 2023, was estimated to be $ 490,195 Schedule of derivative liability assumption Expected dividend yield Nil Risk-free interest rate 4.67 Expected life 2.09 Expected volatility 99 11.2 9% Convertible Debentures with Original Principal Amount of $5,000,000 On July 13, 2023, the Company announced the closing of a non-brokered private placement of unsecured the July Convertible Debentures with an aggregate principal amount of $ 5,000,000 0.24 13,737,500 0.28 0.40 The conversion feature of the July Convertible Debentures gives rise to the derivative liability reported on the statement of financial position at October 31, 2023. The derivative liability is remeasured at fair value through profit and loss at each reporting period using the Black-Scholes option pricing model. The fair value of the derivative liability at October 31, 2023, was estimated to be $ 6,053,927 Schedule Of Fair Value Derivative Liability Expected dividend yield Nil Risk-free interest rate 4.18 Expected life 3.70 Expected volatility 99 11.2.1 9% Convertible Debentures with Original Principal Amount of $1,000,000 On August 17, 2023, the Company announced that it had closed the second and final tranche of a non-brokered private placement of unsecured convertible debentures for gross proceeds of $ 1,000,000 6,000,000 2,816,250 The conversion feature of the August Convertible Debentures gives rise to the derivative liability reported on the statement of financial position at October 31, 2023. The derivative liability is remeasured at fair value through profit and loss at each reporting period using the Black-Scholes option pricing model. The fair value of the derivative liability at October 31, 2023, was estimated to be $ 1,264,378 Schedule Of Black Scholes Option Expected dividend yield Nil Risk-free interest rate 4.18 Expected life 4.00 Expected volatility 99 |
SHARE CAPITAL AND SHARES ISSUAB
SHARE CAPITAL AND SHARES ISSUABLE | 12 Months Ended |
Oct. 31, 2023 | |
Share Capital And Shares Issuable | |
SHARE CAPITAL AND SHARES ISSUABLE | 12. SHARE CAPITAL AND SHARES ISSUABLE The Company is authorized to issue an unlimited number of common shares at no par value and an unlimited number of preferred shares issuable in series. During the year ended October 31, 2023, the following share transactions occurred: 12.1 200,000 Common Shares Issued to Settle Shares Issuable On January 10, 2023, the Company issued 200,000 35,806 12.2 10,151,250 Common Shares Issued to Settle Convertible Debentures On July 13, 2023, the Company issued 10,151,250 2,428,656 12.3 1,022,025 Common Shares Issued to Settle Convertible Debentures On August 30, 2023, the Company issued 1,022,025 270,133 During the year ended October 31, 2022, the following share transactions occurred: 12.4 529,335 Common Shares Issued to Employees, Directors, and/or Consultants The Company issued 529,335 59,796 12.5 13,166,400 Common Shares Issued in Private Placement for Proceeds of $1,300,000 On December 9, 2021, the Company closed the Private Placement, a non-brokered private placement of common shares, for total gross proceeds of $ 1,300,000 1,645,800 13,166,400 0.125 300,000 3,038,400 During the year ended October 31, 2021, the following share transactions occurred: 12.6 The Company issued 534,294 95,294 12.7 On February 5, 2021, the Company closed a non-brokered private placement of an aggregate total of 10,231,784 1,225,000 2,031,784 200,000 8,200,000 8,200,000 1,025,000 15,148 12.8 The Company issued 25,000 2,103 12.9 On January 14, 2021, the Company agreed to issue 400,000 36,310 12.10 The Company issued 600,000 107,461 600,000 400,000 200,000 12.11 On March 5, 2021, The Company announced the completion of a brokered private placement offering through the issuance of an aggregate of 21,056,890 23,162,579 0.225 3,738,564 4,737,800 Each Special Warrant was to be deemed exercised on the date that was the earlier of: (i) the date that was three (3) days following the date on which the Company obtained receipt from the Securities Commissions for the Qualifying Prospectus underlying the Special Warrants and (ii) July 6, 2021. The Company obtained receipt for the Qualifying Prospectus on April 26, 2021. Accordingly, on April 30, 2021, the Company issued 23,162,579 23,162,579 23,162,579 0.30 Proceeds of $ 3,738,564 485,722 210,278 12.12 The holders of convertible debentures converted an aggregate total of convertible debenture principal of $ 1,042,951 1,311,111 10,488,884 916,290 1,833,731 |
WARRANTS
WARRANTS | 12 Months Ended |
Oct. 31, 2023 | |
Warrants | |
WARRANTS | 13. WARRANTS The following table summarizes the warrant activities for the years ended October 31, 2023, 2022 and 2021: Schedule of warrant activities Number Weighted Average Balance - October 31, 2020 44,158,331 0.33 Issuance pursuant to private placement 8,200,000 0.20 Issuance pursuant to the Offering 23,162,579 0.30 Expiration of broker warrants (757,125 ) 0.44 ) Expiration of warrants (17,843,998 ) 0.55 Balance - October 31, 2021 56,919,787 0.22 Expiration of warrants pursuant to convertible debt deemed re-issuance (8,409,091 ) 0.16 Expiration of warrants issued pursuant to private placement to PBIC (15,000,000 ) 0.13 Balance - October 31, 2022 33,510,696 0.28 Issuance pursuant to the December Convertible Debentures (Note 11.1) 6,716,499 0.25 Issuance pursuant to the July Convertible Debentures (Note 11.2) 13,737,500 0.28 Issuance pursuant to the August Convertible Debentures (Note 11.2.1) 2,816,250 0.28 Issued pursuant to the Consulting Agreement with Goodness Growth (Note 13.2) 8,500,000 0.33 Expiration of warrants pursuant to Feb 2021 subscription (8,200,000 ) 0.20 Expiration of warrants pursuant to the Offering (Special warrant issue) (23,162,579 ) 0.30 Expiration of warrants pursuant to terminate purchase agreement (2,148,117 ) 0.44 Balance - October 31, 2023 31,770,249 0.29 At October 31, 2023, the following warrants were issued and outstanding: Schedule of warrant issued and outstanding Exercise price Warrants Life Expiry date 0.25 6,716,499 2.09 December 2, 2025 0.28 13,737,500 2.70 July 13, 2026 0.28 2,816,250 2.80 August 17, 2026 0.33 8,500,000 4.93 October 05, 2028 0.29 31,770,249 3.18 13.1 Agent Warrants On March 5, 2021, as consideration for the services rendered by the agent (the “Agent”) to a brokered placement of special warrants (the “Offering”), the Company issued to the Agent an aggregate of 1,127,758 1,127,758 113,500 113,500 Each Compensation Option entitles the holder thereof to purchase one unit of the Company (a “Compensation Unit”) at the Issue Price of CAD$ 0.225 0.30 13.2 Goodness Growth Consulting Agreement The Consulting Agreement with Goodness Growth was executed as of May 24, 2023, whereby GR Unlimited will support Goodness Growth in the optimization of its cannabis flower products, with a particular focus on improving the quality and yield of top-grade “A” cannabis flower across its various operating markets, starting with Maryland and Minnesota (Note 2.5.1). As part of this strategic agreement, Goodness Growth is obligated to issue 10,000,000 10,000,000 8,500,000 8,500,000 The Company first measured and recognized the fair value ($ 1,232,253 1,232,253 The Warrants Asset is remeasured at fair value through profit and loss at each reporting period using the Black-Scholes option pricing model. The fair value of the Warrants Asset at October 31, 2023, was estimated to be $ 1,361,366 Schedule of Agent warrants assumption at grant date based Expected (strike) price 0.328 Risk-free interest rate 4.18 Expected life 4.94 Expected volatility 99 |
STOCK OPTIONS
STOCK OPTIONS | 12 Months Ended |
Oct. 31, 2023 | |
Stock Options | |
STOCK OPTIONS | 14. STOCK OPTIONS The following table summarizes the stock option movements for the years ended October 31, 2023, October 31, 2022, and October 31, 2021: Schedule of stock option movements Number Exercise price Balance - October 31, 2020 3,720,000 0.19 Granted to employees 3,085,000 0.20 Forfeitures by service providers (65,000 ) 0.15 Forfeitures by employees (965,000 ) 0.15 Forfeitures by employees (10,000 ) 0.22 Balance - October 31, 2021 5,765,000 0.20 Granted to employees 605,000 0.15 Forfeitures by service provider (500,000 ) 0.44 Forfeitures by employees (960,000 ) 0.15 Balance - October 31, 2022 4,910,000 0.18 Granted to employees 3,650,000 0.15 Granted to employees 400,000 0.30 Granted to service providers 2,750,000 0.15 Expiration of options to employees (430,000 ) 0.15 Expiration of options to employees (75,000 ) 0.22 Balance - October 31, 2023 11,205,000 0.17 14.1 During the year ended October 31, 2023, 6,800,000 options were granted to employees. The fair value of the options granted during the year ended October 31, 2023, was approximately $ 450,325 611,439 Schedule of fair value of options at the grant date based Expected dividend yield Nil Risk-free interest rate 3.89 Expected life 4.0 Expected volatility 86 The vesting terms of options granted during the year ended October 31, 2023, are set out in the table below: Schedule of vesting terms Vesting terms Description 200,000 1/3 on each anniversary of grant date 200,000 50% on one year anniversary of grant date, 50% on second anniversary of grant date 400,000 Fully vested on grant date 6,000,000 Vest on one year anniversary of grant date 6,800,000 14.2 During the year ended October 31, 2022, 605,000 options were granted to employees. The fair value of the options granted during the year ended October 31, 2022, was approximately $ 23,260 Schedule of assumptions Expected dividend yield Nil Risk-free interest rate 2.2 Expected life 4.0 Expected volatility 86 14.3 During the year ended October 31, 2021, 3,085,000 options were granted to employees. The fair value of the options granted during the year ended October 31, 2021, was approximately $ 272,918 Schedule of fair value Sof options vested Expected dividend yield Nil Risk-free interest rate 0.55 Expected life 4.0 Expected volatility 98 At October 31, 2023, the following Stock Options were issued and outstanding: Schedule of stock options were issued and outstanding Exercise price Options Number Remaining Expiry period 0.15 1,845,000 1,782,500 0.7 July 2024 0.15 200,000 200,000 1.1 November 2024 0.30 1,000,000 850,000 1.5 April 2025 0.16 1,150,000 1,150,000 1.6 May 2025 0.15 85,000 85,000 2.0 November 2025 0.15 300,000 150,000 2.5 April 2026 0.15 6,225,000 400,000 3.2 January 2027 0.30 400,000 - 3.9 September 2027 0.17 11,205,000 4,617,500 2.4 |
CHANGES IN NON-CASH WORKING CAP
CHANGES IN NON-CASH WORKING CAPITAL | 12 Months Ended |
Oct. 31, 2023 | |
Changes In Non-cash Working Capital | |
CHANGES IN NON-CASH WORKING CAPITAL | 15. CHANGES IN NON-CASH WORKING CAPITAL The changes to the Company’s non-cash working capital for the years ended October 31, 2023, 2022 and 2021 are as follows: Schedule of non cash working capital Years ended October 31, 2023 2022 2021 $ $ $ Accounts receivable (465,465 ) (904,711 ) (412,060 ) Inventory and biological assets (767,636 ) (94,595 ) (1,359,567 ) Prepaid expenses and other assets (40,513 ) 5,267 (196,261 ) Accounts payable and accrued liabilities 569,451 (124,334 ) (294,846 ) Interest payable - (13,750 ) 4,383 Unearned revenue (28,024 ) (95,389 ) - Deferred rent - - (10,494 ) Income taxes payable 55,024 56,401 137,131 Total (677,163 ) (1,171,111 ) (2,131,714 ) |
SUPPLEMENTAL CASH FLOW DISCLOSU
SUPPLEMENTAL CASH FLOW DISCLOSURE | 12 Months Ended |
Oct. 31, 2023 | |
Notes and other explanatory information [abstract] | |
SUPPLEMENTAL CASH FLOW DISCLOSURE | 16. SUPPLEMENTAL CASH FLOW DISCLOSURE Schedule supplemental cash flow Years ended October 31, 2023 2022 2021 $ $ $ Interest paid 358,154 400,630 168,924 Fair value of common shares issued and issuable for services - 59,796 133,826 Fair value of common shares issued to Golden Harvests - - 109,564 Fair value of common shares issued to Golden Harvests creditor - - 36,310 Right-of-use assets acquired through leases (Note 7) 2,583,660 1,030,429 2,642,588 Conversion of debenture into common shares 2,698,789 - 916,290 Derivative liability recognized as contributed surplus upon debenture conversion - - 1,833,731 Note payable to HSCP used to acquire assets (Note 10.1) 350,000 1,250,000 - |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Oct. 31, 2023 | |
RELATED PARTY TRANSACTIONS | 17. RELATED PARTY TRANSACTIONS During the year ended October 31, 2023, 2022 and 2021, the Company incurred the following related party transactions: 17.1 Transactions with the CEO Through its wholly owned subsidiary, GRU Properties, LLC, the Company leased a property located in Trail, Oregon (“Trail”) owned by the Company’s President and CEO. The lease was extended during the year ended October 31, 2021, with a term through December 31, 2025. Lease charges of $ 72,000 72,000 72,000 139,014 193,312 During the year ended October 31, 2021, the Company leased a property which is beneficially owned by the CEO and is located in Medford, Oregon (“Lars”) with a term through June 30, 2026. Lease charges of $ 190,035 184,500 60,000 470,134 607,900 During the year ended October 31, 2021, the CEO leased equipment to the Company, which had a balance due of $ 0 9,433 9,971 28,871 17,802 Leases liabilities payable to the CEO were $ 609,147 810,645 The CEO earns a royalty of 2.5% of sales of flower produced at Trail through December 31, 2021, at which time the royalty terminated. The CEO earned royalties of $ 0 305 19,035 During the year ended October 31, 2022, the Company settled $ 62,900 300,000 162,899 62,899 100,000 During the year ended October 31, 2023, the Company, through GR Unlimited, acquired 87% of the membership units of Canopy from the CEO. All payments necessary for GR Unlimited to exercise its option to acquire 87% of Canopy were equal to payments made by Canopy to purchase a controlling 60% interest of Golden Harvests. 17.2 Transactions with Spouse of the CEO During the year ended October 31, 2023, the Company incurred expenses of $ 98,846 60,000 58,020 2,692 1,154 500,000 17.3 Transactions with Key Management Personnel Key management personnel consists of the President and CEO; the Senior Vice President of GR Unlimited (formerly the CFO of GR Unlimited); the former Chief Market Officer (“CMO”); the former Chief Operating Officer (“COO”)*; the Chief Accounting Officer (“CAO”)**; the Michigan General Manager (“GM”); and the CFO of the Company. The compensation to key management is presented in the following table: Schedule of Related Party Transactions Year ended October 31, 2023 2022 2021 $ $ $ Salaries and consulting fees 880,195 1,118,694 875,058 Share-based compensation - 13,043 70,040 Stock option expense 161,422 20,082 64,436 Total 1,041,617 1,151,819 1,009,534 * COO was appointed subsequent to April 30, 2021, and was paid and compensated prior to appointment; compensation for the year ended October 31, 2021, is included in the table above for comparability to past and ongoing expenses. COO’s final date of employment was December 27, 2021. ** CAO was promoted to CFO in September 2021. Stock options granted to key management personnel and close family members of key management personnel include the following. During the year ended October 31, 2023, 1,500,000 750,000 750,000 175,000 500,000 During the year ended October 31, 2023, 1,250,000 During the year ended October 31, 2023, the SVP purchased December Convertible Debentures with a principal balance of $ 50,000 167,912 During the year ended October 31, 2023, the Company issued 200,000 Compensation to the Board of Directors during the year ended October 31, 2023 (2022 - $ 18,000 273,750 20,562 18,000 100,908 14,187 Through its subsidiary, Golden Harvests, the Company leased Morton, owned by the Company’s GM, and is located in Michigan, with a lease term through January 2026. Lease charges of $ 180,000 152,000 140,000 377,043 428,476 Through its subsidiary, Golden Harvests, the Company also leased Morton Annex, located in Michigan, which is owned by the Company’s GM. The lease term was extended during the year ended October 31, 2023, through November 2023. Lease charges of $ 740,000 330,000 0 29,774 211,991 Accounts payable, accrued liabilities, and lease liabilities due to key management at October 31, 2023, totaled $ 1,118,763 1,587,700 17.4 Debt balances and movements with related parties The following table sets out portions of debt pertaining to related parties: Schedule of dept portions pertaining to related parties CEO Senior Director COO GM Total $ $ $ $ $ $ Balance - October 31, 2021 65,539 131,078 196,617 163,750 358,537 915,521 Interest 24,621 49,242 73,863 1,250 62,863 211,839 Payments (43,361 ) (86,717 ) (130,076 ) (165,000 ) (61,400 ) (486,554 ) Balance - October 31, 2022 46,799 93,603 140,404 - 360,000 640,806 Interest 15,649 31,297 46,947 - 64,800 158,693 Payments (55,778 ) (111,555 ) (167,333 ) - (64,800 ) (399,466 ) Balance - October 31, 2023 6,670 13,345 20,018 - 360,000 400,033 Pursuant to the loan and related agreements transacted during the year ended October 31, 2020, the CEO, CFO of GR Unlimited LLC, and a director obtained 5.5%; 1%; and 2.5% ownership interests in GR Michigan LLC, respectively; third parties obtained 4% as part of the agreements, such that GR Michigan has a 13% non-controlling interest (Note 23.2). These parties, except the CEO, obtained the same interests in Canopy; the CEO obtained 92.5% of Canopy (Note 23.3); all payments necessary for the Company to exercise its option to acquire 87% of Canopy were equal to payments made by Canopy to purchase a controlling 60% interest of Golden Harvests. Interest payments of $59,400 were made on the business acquisition payable of $360,000 (Note 5.1) 17.5 On November 23, 2020, a director, prior to his directorship, purchased 6.25 newly issued equity units of Grown Rogue Distribution, LLC (Note 26) for $ 250,000 1,953,125 349,809 17.6 Related party subscriptions to February 5, 2021, non-brokered private placement The following table sets out related party subscriptions to the February 5, 2021, non-brokered private placement described at Note 15.4. Schedule of non-brokered private placement Subscription Shares Warrants Chief Operating Officer 125,000 1,000,000 1,000,000 Chief Financial Officer of GR Unlimited 250,000 2,000,000 2,000,000 Chief Executive Officer 200,000 1,600,000 1,600,000 PBIC 250,000 2,000,000 2,000,000 Total 825,000 6,600,000 6,600,000 17.7 On March 5, 2021, under the Offering (Note 15.8), PBIC invested proceeds of $ 394,546 2,444,444 2,444,444 |
FINANCIAL INSTRUMENTS
FINANCIAL INSTRUMENTS | 12 Months Ended |
Oct. 31, 2023 | |
Financial Instruments | |
FINANCIAL INSTRUMENTS | 18. FINANCIAL INSTRUMENTS 18.1 Market Risk (Including Interest Rate Risk and Currency Risk) Market risk is the risk that the fair value or cash flows of a financial instrument will fluctuate due to changes in market prices. Market risk reflects interest rate risk, currency risk and other price risks. 18.1.1 Interest Rate Risk At October 31, 2023 and 2022, the Company’s exposure to interest rate risk relates to long-term debt, convertible promissory notes, and finance lease obligations, but its interest rate risk is limited as the aforementioned financial instruments are fixed interest rate instruments. 18.1.2 Currency Risk At October 31, 2023, the Company had accounts payable and accrued liabilities of CAD$ 190,169 616,345 18.1.3 Other Price Risk Other price risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices, other than those arising from interest rate risk or foreign currency risk and a change in the price of cannabis. The Company is not exposed to significant other price risk. 18.2 Credit Risk Credit risk is the risk that one party to a financial instrument will cause a loss for the other party by failing to pay for its obligation. Credit risk to the Company is derived from cash and trade accounts receivable. The Company places its cash in deposit with United States financial institutions. The Company has established a policy to mitigate the risk of loss related to granting customer credit by primarily selling on a cash-on-delivery basis. Financial instruments that potentially subject the Company to concentration of credit risk consist principally of cash deposits. Accounts at each institution are insured by the FDIC up to $ 250,000 8,108,247 832,384 Accounts receivable primarily consist of trade accounts receivable and sales tax receivable. The Company provides credit to certain customers in the normal course of business and has established credit evaluation and monitoring processes to mitigate credit risk. Credit risk is assessed on a case-by-case basis and a provision is recorded where required. The carrying amount of cash, accounts receivable, and other receivables represent the Company’s maximum exposure to credit risk; the balances of these accounts are summarized in the following table: Schedule of credit risk October 31, October 31, $ $ Cash 8,858,247 1,582,384 Accounts Receivable 2,109,424 1,643,959 Notes Receivable 1,430,526 - Total 12,398,197 3,226,343 The allowance for doubtful accounts at October 31, 2023, was $ 165,346 264,719 At October 31, 2023 and 2022, the Company’s trade accounts receivable and other receivable were aged as follows: Schedule of exposure to credit risk October 31, October 31, $ $ Current 1,079,657 872,100 1-30 days 475,909 336,149 31 days-older 616,574 614,022 Total trade accounts receivable 2,172,140 1,822,271 GST /HST 102,631 86,407 Provision for bad debts (165,347 ) (264,719 ) Total accounts receivable 2,109,424 1,643,959 Major customers are defined as customers that each individually account for greater than 10% of the Company’s annual revenues. During the year ended October 31, 2023, there was no major customer that accounted for greater than 10 14 11 10 18.3 Liquidity Risk Liquidity risk is the risk that an entity will have difficulties in paying its financial liabilities. The Company’s approach to managing liquidity risk is to ensure that it will have sufficient liquidity to meet liabilities when they become due. At October 31, 2023, the Company’s working capital accounts were as follows: Schedule of working capital accounts October 31, October 31, $ $ Cash 8,858,247 1,582,384 Current assets excluding cash 8,563,290 6,327,629 Total current assets 17,421,537 7,910,013 Current liabilities (13,004,181 ) (5,315,904 ) Working capital 4,417,356 2,594,109 The contractual maturities of the Company’s accounts payable and accrued liabilities, long-term debt, and lease payable occurs over the next three years as follows: Schedule of assets and liabilities Year 1 Over 1 Year Over 3 Years $ $ $ Accounts payable and accrued liabilities 2,359,750 - - Lease liabilities 824,271 1,116,399 978,013 Convertible debentures - - 2,412,762 Debt 1,285,604 102,913 - Business acquisition consideration payable 360,000 - - Total 4,829,625 1,219,312 3,390,775 18.4 Fair Values The carrying amounts for the Company’s cash, accounts receivable, accounts payable and accrued liabilities, amounts due to employee/director, promissory notes and convertible promissory notes approximate their fair values because of the short-term nature of these items. 18.5 Fair Value Hierarchy A number of the Company’s accounting policies and disclosures require the measurement of fair valued for both financial and nonfinancial assets and liabilities. The Company has an established framework, which includes team members who have overall responsibility for overseeing all significant fair value measurements, including Level 3 fair values. When measuring the fair value of an asset or liability, the Company uses observable market data as far as possible. The Company regularly assesses significant unobservable inputs and valuation adjustments. Fair values are categorized into different levels in a fair value hierarchy based on the inputs used in the valuation techniques as follows: Level 1: unadjusted quoted prices in active markets for identical assets or liabilities; Level 2: inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly; or Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs). The carrying values of the financial instruments at October 31, 2023 are summarized in the following table: Schedule of valuations for the asset or liability not based on observable market data Level in fair Amortized Cost FVTPL Financial Assets Cash Level 1 $ 8,858,247 $ - Accounts receivable Level 2 2,109,424 - Warrants asset Level 1 - 1,361,366 Financial Liabilities Accounts payable and accrued liabilities Level 2 $ 2,359,750 $ - Debt Level 2 1,388,517 - Convertible debentures Level 2 2,412,762 Business acquisition consideration payable Level 2 360,000 - Derivative liability Level 2 7,808,500 During the year ended October 31, 2023, there were no transfers of amounts between levels. |
GENERAL AND ADMINISTRATIVE EXPE
GENERAL AND ADMINISTRATIVE EXPENSES | 12 Months Ended |
Oct. 31, 2023 | |
Notes and other explanatory information [abstract] | |
GENERAL AND ADMINISTRATIVE EXPENSES | 19. GENERAL AND ADMINISTRATIVE EXPENSES General and administrative expenses for the years ended October 31, 2023, 2022 and 2021 are as follows: Schedule of General and administrative expenses Years ended October 31, 2023 2022 2021 $ $ $ Office, banking, travel, and overheads 1,960,696 1,929,385 1,158,975 Professional services 585,342 456,532 767,050 Salaries and benefits 3,919,839 3,466,319 2,057,225 Total 6,465,877 5,852,236 3,983,250 |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Oct. 31, 2023 | |
Notes and other explanatory information [abstract] | |
INCOME TAXES | 20. INCOME TAXES As the Company operates in the legal cannabis industry, certain subsidiaries of the Company are subject to the limits of IRC Section 280E for U.S. federal income tax purposes. Under IRC Section 280E, these subsidiaries are generally only allowed to deduct expenses directly related to the Cost of Goods Sold. This results in permanent differences between ordinary and necessary business expenses deemed non-allowable under IRC Section 280E. Therefore, the effective tax rate can be highly variable and may not necessarily correlate with pre-tax income or loss recognized for financial reporting purposes. The Company is treated as a U.S. corporation for U.S. federal income tax purposes under IRC Section 7874 and is subject to U.S. federal income tax on its worldwide income. However, for Canadian tax purposes, the Company, regardless of any application of IRC Section 7874, is treated as a Canadian resident company for Canadian income tax purposes as defined in the ITA. As a result, the Company is subject to taxation both in Canada and the United States. The Company is also subject to state income taxation in various state jurisdictions in the United States. The Company’s income tax is accounted for in accordance with IAS 12 Income Taxes For the tax years ending October 31, 2023, 2022 and 2021, income tax expense consisted of: Schedule of income tax expense Years ended October 31, 2023 2022 2021 $ $ $ Current expense: Federal 498,435 217,571 113,699 State 68,861 27,787 36,844 Adjustment to prior years provision versus statutory tax returns 273,994 - - Total current expense: 841,290 245,358 150,543 Deferred expense (benefit): Federal (1,354,696 ) (990,452 ) (1,288,637 ) State (389,828 ) (350,374 ) (322,400 ) Change in unrecognized deductible temporary differences 1,274,166 1,340,826 1,611,037 Total deferred (benefit): (470,358 ) - - Total income tax expense: 370,932 245,358 150,543 The difference between the income tax expense for the years ended October 31, 2023, 2022 and 2021, and the expected income taxes based on the statutory tax rate applied to income (loss) before income tax is as follows: Schedule of income tax recovery Years ended October 31, 2023 2022 2021 $ $ $ Income (loss) before income taxes and noncontrolling interest (291,388 ) 665,309 (864,202 ) Statutory tax rates 24.46 % 27.25 % 27.25 % Expected income tax (recovery) (71,275 ) 181,297 (235,495 ) Change in statutory tax rates and FX rates 21,890 92,662 84,952 Nondeductible expenses 1,069,536 38,802 (42,264 ) Deferral adjustments (1,189,931 ) (1,374,372 ) (1,260,938 ) Change in unrecognized deductible temporary differences 1,274,166 1,340,826 1,611,038 Net operating loss (1,323,949 ) - - Fiscal year to calendar year adjustment 316,501 (33,856 ) (6,749 ) Adjustment to prior years provision versus statutory tax returns 273,994 - - Total income tax expense: 370,932 245,358 150,543 The following tax assets arising from temporary differences and non-capital losses have been recognized in the consolidated financial statements for the years ended October 31, 2023, 2022 and 2021: Schedule of non-capital losses Years ended October 31, 2023 2022 2021 $ $ $ Property, plant and equipment 127,305 - - Inventory 127,846 - - ROU Leases (108,206 ) - - Net Operating Loss Carryforward (federal) 318,614 - - Net Operating Loss Carryforward (state) 4,799 - - Net deferred tax assets: 470,358 - - Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Deferred income tax liabilities result primarily from amounts not taxable until future periods. Deferred income tax assets result primarily from operating tax loss carry forwards and temporary differences related to property, plant and equipment and inventory, and have been offset against deferred income tax liabilities. As of October 31, 2023, Grown Rogue International Inc. has estimated Canadian non-capital losses of CAD$ 9,000,490 The Company operates in various U.S. state tax jurisdictions and is subject to examination of its income tax returns by tax authorities in those jurisdictions who may challenge any item on these returns. Because the tax matters challenged by tax authorities are typically complex, the ultimate outcome of these challenges is uncertain. In accordance with IAS 12, the Company recognizes the benefits of uncertain tax positions in our financial statements only after determining that it is more likely than not that the uncertain tax positions will be sustained. For the years ended October 31, 2023, 2022 and 2021, the Company did not record an accrual for uncertain tax positions. The Company recognizes accrued interest and penalties related to unrecognized tax benefits in the provision for income taxes. There are no positions for which it is reasonably possible that the uncertain tax benefit will significantly increase or decrease within twelve months. The Company files income tax returns in the United States, including various state jurisdictions, and in Canada, which remain open to examination by the respective jurisdictions for the 2018 tax year to the present. U.S. Federal and state tax laws impose restrictions on net operating loss carryforwards in the event of a change in ownership of the Company, as defined by the IRC Section 382. The Company does not believe that a change in ownership, as defined by IRC Section 382, has occurred but a formal study has not been completed. U.S. Congress passed the Inflation Reduction Act in August 2022. The Company does not anticipate any impact to its income tax provision as a result of the new U.S. legislation. |
CAPITAL DISCLOSURES
CAPITAL DISCLOSURES | 12 Months Ended |
Oct. 31, 2023 | |
Capital Disclosures | |
CAPITAL DISCLOSURES | 21. CAPITAL DISCLOSURES The Company includes equity, comprised of share capital, contributed surplus (including the fair value of equity instruments to be issued), equity component of convertible promissory notes and deficit, in the definition of capital. The Company’s objectives when managing capital are as follows: ○ to safeguard the Company’s assets and ensure the Company’s ability to continue as a going concern; ○ to raise sufficient capital to finance the construction of its production facility and obtain license to produce recreational marijuana; and ○ to raise sufficient capital to meet its general and administrative expenditures. The Company manages its capital structure and makes adjustments to it, based on the general economic conditions, the Company’s short-term working capital requirements, and its planned capital requirements and strategic growth initiatives. The Company’s principal source of capital is from the issuance of common shares. In order to achieve its objectives, the Company expects to spend its working capital, when applicable, and raise additional funds as required. The Company does not have any externally imposed capital requirements. |
SEGMENT REPORTING
SEGMENT REPORTING | 12 Months Ended |
Oct. 31, 2023 | |
Notes and other explanatory information [abstract] | |
SEGMENT REPORTING | 22. SEGMENT REPORTING Geographical information relating to the Company’s activities is as follows: Schedule of Geographical information activities Geographical segments Oregon Michigan Other Services Total $ $ $ $ $ Non-current assets other than financial instruments At October 31, 2023 6,640,932 4,016,861 1,361,366 - 12,019,159 At October 31, 2022 4,719,260 3,741,309 - - 8,460,569 Year ended October 31, 2023 Net revenue 11,001,261 11,422,908 - 929,016 23,353,185 Gross profit 5,259,439 6,791,700 - 620,375 12,671,514 Gross profit before fair value adjustment 4,615,259 6,653,234 - 620,375 11,888,868 Year ended October 31, 2022 Net revenue 8,852,104 8,905,179 - - 17,757,283 Gross profit 3,039,159 5,083,919 - - 8,123,078 Gross profit before fair value adjustments 3,089,302 5,440,542 - 8,529,844 Year ended October 31, 2021 Net revenue 5,152,286 3,882,332 344,055 - 9,378,673 Gross profit 2,325,304 3,585,462 189,702 - 6,100,468 |
NON-CONTROLLING INTERESTS
NON-CONTROLLING INTERESTS | 12 Months Ended |
Oct. 31, 2023 | |
Notes and other explanatory information [abstract] | |
NON-CONTROLLING INTERESTS | 23. NON-CONTROLLING INTERESTS The changes to the non-controlling interest for the years ended October 31, 2023, 2022 and 2021, and are as follows: Schedule of non-controlling interest October 31, October 31, October 31, $ $ $ Balance, beginning of year 2,006,479 2,033,986 (33,383 ) Non-controlling interest’s 13% share of GR Michigan - - 5,743 Non-controlling interest’s 100% share of Canopy (129,279 ) (27,507 ) 2,065,718 Acquisition of 87% of Canopy (893,483 ) - 2,065,718 Balance, end of year 983,717 2,006,479 2,033,986 23.1 Non-controlling interest in GR Michigan The following is summarized financial information for GR Michigan: Schedule of summarized financial information October 31, October 31, October 31, $ $ Current assets - - 1,453 Non-current assets - - - Current liabilities - - - Non-current liabilities - - - Net loss for the year - - 48,867 Nine percent (9%) of GR Michigan is owned by officers and directors of the Company; this ownership is pursuant to an agreement that included their loans made to GR Michigan (Note 17.4), and 4% of GR Michigan owned by a third party. The total non-controlling ownership, including ownership by officers and directors, is 13%. 23.2 Non-controlling interest in Canopy The following is summarized financial information for Canopy, reflecting consolidation of Golden Harvests, of which Canopy is a 60% owner: Schedule of summarized financial information October 31, October 31, October 31, $ $ $ Current assets 4,192,902 3,200,701 3,093,330 Non-current assets 4,016,860 3,741,309 4,023,521 Current liabilities 2,048,167 2,337,695 1,708,330 Non-current liabilities 253,340 715,461 1,225,804 Advances due to parent - - 530,020 Net income (loss) for the year (129,279 ) (27,507 ) 2,196,479 In January of 2023, GR Unlimited exercised its option to acquire 87% of the membership units of Canopy from the CEO. Prior to this, ninety-six percent (96%) of Canopy was owned by officers and directors of the Company, and four percent (4%) was owned by a third party. Ownership by officers and directors, excluding the CEO, was pursuant to agreements which caused their ownership of Canopy to be equal to their ownership in GR Michigan (Note 23.2), which total 3.5%. The CEO owned 92.5% of Canopy, which was analogous to the CEO’s 5.5% ownership of GR Michigan, and an additional 87% of Canopy, which was and is equal to the Company’s 87% ownership of GR Michigan. Following GR Unlimited’s acquisition of 87% of the membership units of Canopy in January of 2023, Canopy became owned 87% by GR Unlimited; 7.5% by officers and directors; and 5.5% by the CEO. |
LEGAL MATTERS
LEGAL MATTERS | 12 Months Ended |
Oct. 31, 2023 | |
Legal Matters | |
LEGAL MATTERS | 24. LEGAL MATTERS On September 22, 2022, the SEC issued an Order Instituting Proceedings pursuant to Section 12(j) of the 1934 Act, against the Company alleging violations of the 1934 Act, as amended, and the rules promulgated thereunder, by failing to timely file periodic reports. Section 12(j) authorizes the SEC as it deems necessary or appropriate for the protection of investors to suspend for a period not exceeding 12 months, or to revoke, the registration of a security if the SEC finds, on the record after notice and opportunity for hearing, that the issuer of such security has failed to comply with any provision of the 1934 Act, as amended, or the rules promulgated thereunder. The Company has filed an answer to the Order Instituting Proceedings and is seeking a hearing in the matter. The Company is currently fully compliant with all of their filings, is vigorously defending itself in the matter, and is preparing to re-register its security if necessary. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Oct. 31, 2023 | |
Notes and other explanatory information [abstract] | |
SUBSEQUENT EVENTS | 25. SUBSEQUENT EVENTS 25.1 Purchase of Ross Lane, Oregon farm property On January 12, 2024, the Company executed the option to purchase the Ross Lane outdoor farm property located in Central Point, Oregon for total consideration of $ 1,525,000 25.2 New Jersey retail investment On January 17, 2024, the Company announced that it formed GR Retail and signed a definitive agreement on January 16, 2024, to invest in and support Nile of NJ LLC, a company that is developing an adult-use dispensary in West New York, New Jersey. The investment is in the form of a secured note, in which the Company advanced $ 500,000 25.3 Warrants Acceleration On March 1, 2024, the Company announced it has accelerated the expiry date of an aggregate of 23,270,249 6.3 25.4 Illinois Expansion On March 5, 2024, the Company announced it signed a definitive agreement to form Rogue EBC, LLC, a joint venture with EBC Ventures. The joint venture has entered into a definitive agreement to acquire 100% of CannEquality, LLC, which holds a craft growers license with the Illinois Department of Agriculture. Grown Rogue will own 70% of the joint venture and has agreed to contribute up to US$ 6,000,000 |
SIGNIFICANT ACCOUNTING POLICI_2
SIGNIFICANT ACCOUNTING POLICIES AND JUDGMENTS (Policies) | 12 Months Ended |
Oct. 31, 2023 | |
Significant Accounting Policies And Judgments | |
Statement of Compliance | 2.1 Statement of Compliance The Company’s consolidated financial statements have been prepared in accordance with IFRS as issued by the IASB and interpretations of the IFRIC. These consolidated financials are filed on the system for electronic document analysis and retrieval (SEDAR+). The Board of Directors authorized the issuance of these consolidated financial statements on February 27, 2024. The principal accounting policies adopted in the preparation of these consolidated financial statements are set forth below. |
Basis of Consolidation | 2.2 Basis of Consolidation The subsidiaries are those companies controlled by the Company, as the Company is exposed, or has rights, to variable returns from its involvement with the subsidiaries and has the ability to affect those returns through its power over the subsidiaries by way of its ownership and rights pertaining to the subsidiaries. The financial statements of subsidiaries are included in these consolidated financial statements from the date that control commences until the date control ceases. All intercompany balances and transactions have been eliminated upon consolidation. |
Basis of Measurement | 2.3 Basis of Measurement These consolidated financial statements have been prepared on a historical cost basis except for certain financial instruments and biological assets, which are measured at fair value as described herein. |
Functional and Presentation Currency | 2.4 Functional and Presentation Currency The Company’s functional currency is the Canadian dollar, and the functional currency of its subsidiaries is the United States dollar. These consolidated financial statements are presented in U.S. dollars. Transactions denominated in foreign currencies are initially recorded in the functional currency using exchange rates in effect at the dates of the transactions. Monetary assets and liabilities denominated in foreign currencies are translated into the functional currency using exchange rates prevailing at the end of the reporting period. All exchange gains and losses are included in the consolidated statement of comprehensive income (loss). For the purpose of presenting consolidated financial statements, the assets and liabilities of the Company are expressed in U.S. Dollars using exchange rates prevailing at the end of the reporting period. Income and expense items are translated at the average exchange rates for the period, unless exchange rates fluctuated significantly during that period, in which case the exchange rates at the dates of the transactions are used. Exchange differences arising, if any, are recognized in other comprehensive income (loss) and reported as currency translation reserve in shareholders’ equity. Foreign exchange gains or losses arising from a monetary item receivable from or payable to a foreign operation, the settlement of which is neither planned nor likely to occur in the foreseeable future and which, in substance, is considered to form part of the net investment in the foreign operation, are recognized in other comprehensive income (loss). |
Revenue | 2.5 Revenue Revenue is recognized when performance obligations under the terms of a contract with a customer are satisfied, which is upon the transfer of control of the contracted goods or provision of contracted services. Control of goods is transferred when title and physical possession of the contracted goods have been transferred to the customer, which is determined by the shipping terms and certain additional considerations. The Company does not have performance obligations subsequent to the transfer of title and physical possession of the contracted goods. Revenues from sales of goods are recognized when the transfer of ownership to the customer has occurred and the customer has accepted the product. Revenues from services are recognized when services have been provided, the income is determinable, and collectability is reasonably assured. The Company’s contract terms do not include a provision for significant post-service delivery obligations. |
Service Revenue | 2.5.1 Service Revenue On May 24, 2023, GR Unlimited entered into the Consulting Agreement with Goodness Growth. Under the Consulting Agreement, GR Unlimited supports Goodness Growth in the optimization of its cannabis flower products, with a particular focus on improving the quality and yield of top-grade “A” cannabis flower across its various operating markets, starting with Maryland and Minnesota. The Consulting Agreement and amendments to the Consulting Agreement provide for service revenue earned to be calculated beginning January 2023. Also see Note 13.2 for further discussion on the terms of the Consulting Agreement. |
Inventory | 2.6 Inventory Inventory is valued at the lower of cost and net realizable value. The capitalized cost for produced inventory includes the direct and indirect costs initially capitalized to biological assets before the transfer to inventory. The capitalized cost also includes subsequent costs such as materials, labor, depreciation and amortization expense on equipment involved in packaging, labelling and inspection. The total cost of inventory also includes the fair value adjustment which represents the fair value of the biological asset at the time of harvest and which is transferred from biological asset costs to inventory upon harvest. All direct and indirect costs related to inventory are capitalized as they are incurred; these costs are recorded ‘Cost of finished cannabis inventory sold’ on the consolidated statement of comprehensive income (loss) at the time cannabis is sold. The realized fair value amounts included in inventory sold are recorded as a separate line on the consolidated statement of comprehensive income (loss). |
Cost of Finished Cannabis Inventory Sold | 2.7 Cost of Finished Cannabis Inventory Sold Cost of finished cannabis inventory sold includes the value of inventory sold, excluding the fair value adjustment carried from biological assets into inventory. Cost of finished cannabis inventory sold also includes the value of inventory write downs. |
Biological Assets | 2.8 Biological Assets Biological assets are measured at fair value. The Company’s biological assets consist of cannabis plants. The Company capitalizes all the direct and indirect costs as incurred related to the biological transformation of the biological assets between the point of initial recognition and the point of harvest, including direct costs, indirect costs, allocated fixed and variable overheads, and depreciation and amortization of equipment used to grow plants through the harvest of the plants. Before planting, the capitalized costs approximate fair value. After planting, fair value is estimated at the fair value of the market sales price of the finished product less costs to complete. Subsequent to harvest, the recognized biological asset amount becomes the cost basis of finished goods inventory. Unrealized gains or losses arising from changes in fair value less costs to sell during the period are included in the consolidated statement of income (loss) as ‘Unrealized fair value gain on growth of biological assets.’ After sale, the amount of ‘Unrealized fair value gain on growth of biological assets’ sold is recognized as ‘Realized fair value amounts in inventory sold’. |
Income (Loss) per Share | 2.9 Income (Loss) per Share Basic income (loss) per share is calculated by dividing the income (loss) attributable to common shareholders by the weighted average number of common shares outstanding in the period. For all periods presented, the income (loss) attributable to common shareholders equals the reported income (loss) attributable to owners of the Company. Diluted income (loss) per share is calculated by the treasury stock method. Under the treasury stock method, the weighted average number of common shares outstanding for the calculation of diluted income (loss) per share assumes that the proceeds to be received on the exercise of dilutive share options and warrants are used to repurchase common shares at the average market price during the period. |
Accounts Payable and Accrued Liabilities | 2.10 Accounts Payable and Accrued Liabilities Liabilities are recognized for amounts to be paid in the future for goods or services received, whether billed by the supplier or not. Provisions are recognized when the Company has an obligation (legal or constructive) arising from a past event, and the costs to settle this obligation are both probable and able to be reliably measured. |
Related Party Transactions | 2.11 Related Party Transactions Parties are considered to be related if one party has the ability, directly or indirectly, to control the other party or exercise significant influence over the other party in making financial and operating decisions. Parties are also considered to be related if they are members of key management, subject to common control, or can exert significant influence over the company. Related parties may be individuals or corporate entities. A transaction is considered to be a related party transaction when there is a transfer of resources or obligations between related parties. |
Property and Equipment | 2.12 Property and Equipment Property and equipment are stated at cost less accumulated amortization and accumulated impairment losses, if any. Costs include borrowing costs for assets that require a substantial period of time to become ready for use. Amortization is recognized so as to recognize the cost of assets less their residual values over their useful lives, using the straight-line method. Amortization begins when an asset is available for use, meaning that it is in the location and condition necessary for it to be used in the manner intended by management. The estimated useful lives, residual values and method of amortization are reviewed at each period end, with the effect of any changes in estimated useful lives and residual values accounted for on a prospective basis. The Company capitalizes costs incurred to construct assets; when such assets are not available for use as intended by management, amortization expense is not recorded until constructed assets are placed into service. Amortization is calculated applying the following useful lives: Schedule of Amortization Furniture and fixtures 7-10 years on a straight-line basis Computer and office equipment 3-5 years on a straight-line basis Production equipment and other 5-10 years on a straight-line basis Leasehold improvements 15-40 years on a straight-line basis The carrying values of property and equipment are reviewed for impairment when events or changes in circumstances indicate that the carrying value may not be recoverable. If any such indication exists, and where the carrying values exceed the estimated recoverable amount, the assets are written down to their recoverable amount, being the higher of their fair value less costs of disposal and their value in use. Fair value is the price at which the asset could be bought or sold in an orderly transaction between market participants. In assessing value in use, the estimated cash flows are discounted to their present value using a pre tax discount rate that reflects the current market assessments of the time value of money and the risks specific to the asset. Right-of-use leased assets are measured at cost, which is calculated as the amount of the initial measurement of lease liability plus any lease payments made at or before the commencement date, any initial direct costs and related restoration costs. The right-of-use assets are depreciated on a straight-line basis over the shorter of the lease term and the useful life of the underlying asset. Depreciation is recognized from the commencement date of the lease. |
Impairment of Long-Lived Assets | 2.13 Impairment of Long-Lived Assets For all long-lived assets, except for intangible assets with indefinite useful lives and intangible assets not yet available for use, the Company reviews its carrying amount at the end of each reporting period to determine whether there is any indication that those assets have suffered an impairment loss. Where such impairment exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss. An impairment loss is recognized for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the greater of fair value less costs of disposal and value in use. In assessing value in use, estimated future cash flows are discounted to their present value using a pretax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. Impairment losses are recognized in profit or loss. Impairment losses may be reversed in a subsequent period where the impairment no longer exists or has decreased. The carrying amount after a reversal must not exceed the carrying amount (net of depreciation) that would have been determined had no impairment loss been recognized. A reversal of impairment loss is recognized in profit or loss. |
Share-based Compensation | 2.14 Share-based Compensation 2.14.1 Share Based Payment Transactions Transactions with non-employees that are settled in equity instruments of the Company are measured at the fair value of the goods or services rendered. In situations where the fair value of the goods or services received by the entity as consideration cannot be reliably measured, transactions are measured at fair value of the equity instruments granted. The fair value of the share-based payments is recognized together with a corresponding increase in equity over a period that services are provided, or goods are received. 2.14.2 Equity Settled Transactions The costs of equity settled transactions with employees are measured by reference to the fair value of the equity instruments at the date on which they are granted, using the Black Scholes option pricing model. The costs of equity settled transactions are recognized, together with a corresponding increase in equity, over the period in which the performance and/or service conditions are fulfilled, ending on the date on which the relevant employees become fully entitled to the award (“the vesting date”). The cumulative cost is recognized for equity settled transactions at each reporting date until the vesting date reflects the Company’s best estimate of the number of equity instruments that will ultimately vest. The profit or loss charge or credit for a period represents the movement in cumulative expense recognized at the beginning and end of that period and the corresponding amount is represented in contributed surplus. No expense is recognized for awards that do not ultimately vest. 2.14.3 Share Issuance Costs Costs incurred in connection with the issuance of equity are netted against the proceeds received net of tax. Costs related to the issuance of equity and incurred prior to issuance are recorded as deferred equity issuance costs and subsequently netted against proceeds when they are received. |
Income Taxes | 2.15 Income Taxes Tax expense includes current and deferred tax. This expense is recognized in profit or loss, except for income tax related to the components of other comprehensive income (loss) or equity, in which case the tax expense is recognized in other comprehensive income (loss) or equity respectively. Current tax assets and liabilities are obligations or claims for the current and prior periods to be recovered from (or paid to) taxation authorities that are still outstanding at the end of the reporting period. Current tax is computed on the basis of tax profit which differs from net profit. Income taxes are calculated using tax rates and laws enacted or substantively enacted at the end of the reporting period. Deferred tax is recognized based on temporary differences between the carrying amount and the tax basis of the assets and liabilities. Any change in the net amount of deferred tax assets and liabilities is included in profit or loss. Deferred tax assets and liabilities are determined based on enacted or substantively enacted tax rates and laws that are expected to apply to taxable profit for the periods in which the assets and liabilities will be recovered or settled. Deferred tax assets are recognized when it is likely they will be realized. Deferred tax assets and liabilities are not discounted. The Company recognizes a deferred tax asset or liability for all deductible temporary differences arising from equity securities of subsidiaries, unless it is probable that the temporary difference will not reverse in the foreseeable future and the Company is able to control the timing of the reversal. |
Financial Instruments | 2.16 Financial Instruments 2.16.1 Financial Assets Initial Recognition The Company initially recognizes financial assets at fair value on the date that the Company becomes a party to the contractual provisions of the instrument. The Company derecognizes a financial asset when the contractual rights to the cash flows from the asset expire, or it transfers the rights to receive the contractual cash flows on the financial asset in a transaction in which substantially all the risks and rewards of ownership of the financial asset are transferred. Classification and measurement Under IFRS 9 - Financial Instruments Subsequent classification and measurement of financial assets depends on the Company’s business objective for managing the asset and the cash flow characteristics of the asset: - Amortized cost – Financial assets held for collection of contractual cash flows that meet the SPPI test are measured at amortized cost. Interest income is recognized as Other income (expense) in the financial statements, and gains/losses are recognized in net income (loss) when the asset is derecognized or impaired. - FVOCI – Financial assets held to achieve a particular business objective other than short term trading are designated at FVOCI. IFRS 9 also provides the ability to make an irrevocable election at initial recognition of a financial asset, on an instrument by instrument basis, to designate an equity investment that would otherwise be classified as FVTPL and that is neither held for trading nor contingent consideration arising from a business combination to be classified as FVOCI. There is no recycling of gains or losses through net income (loss). Upon derecognition of the asset, accumulated gains or losses are transferred from OCI directly to Deficit. - FVTPL – Financial assets that do not meet the criteria for amortized cost or FVOCI are measured at FVTPL. 2.16.2 Financial Liabilities The Company initially recognizes financial liabilities at fair value on the date at which the Company becomes a party to the contractual provisions of the instrument. The Company derecognizes a financial liability when its contractual obligations are discharged or cancelled or expire. The subsequent measurement of financial liabilities is determined based on their classification as follows: - FVTPL – Derivative financial instruments entered into by the Company that do not meet hedge accounting criteria are classified as FVTPL. Gains or losses on these types of financial liabilities are recognized in net income (loss). - Amortized cost – All other financial liabilities are classified as amortized cost using the effective interest method. Gains and losses are recognized in net income (loss) when the liabilities are derecognized as well as through the amortization process. The following table summarizes the original measurement categories for each class of the Company’s financial assets and financial liabilities: Schedule of financial assets and financial liabilities Asset/Liability Classification Accounts receivable Amortized cost Cash and cash equivalents Amortized cost Marketable securities FVTPL Warrants asset FVTPL Accounts payable and accrued liabilities Amortized cost Long-term debt Amortized cost Interest payable Amortized cost Convertible debentures Amortized cost Derivative liabilities FVTPL Impairment IFRS 9 introduces a three-stage ECL model for determining impairment of financial assets. The expected credit loss model does not require the occurrence of a triggering event before an entity recognizes credit losses. IFRS 9 requires an entity to recognize expected credit losses upon initial recognition of a financial asset and to update the quantum of expected credit losses at the end of each reporting period to reflect changes to credit risk of the financial asset. The adoption of the ECL model did not have a material impact on the Company’s financial statements. The Company recognizes a loss allowance for expected credit losses on financial assets that are measured at amortized cost. At each reporting date, the loss allowance for the financial asset is measured at an amount equal to the lifetime expected credit losses if the credit risk on the financial asset has increased significantly since initial recognition. If at the reporting date, the financial asset has not increased significantly since initial recognition, the loss allowance is measured for the financial asset at an amount equal to twelve month expected credit losses. For trade receivables the Company applies the simplified approach to providing for expected credit losses, which allows the use of a lifetime expected loss provision. Impairment losses on financial assets carried at amortized cost are reversed in subsequent periods if the amount of the loss decreases and the decrease can be objectively related to an event occurring after the impairment was recognized. |
Business Combinations | 2.17 Business Combinations A business combination is a transaction or event in which the acquirer obtains control of one or more businesses and is accounted for using the acquisition method. The total consideration paid for the acquisition is the aggregate of the fair values of assets acquired, liabilities assumed, and equity instruments issued in exchange for control of the acquiree at the acquisition date. The acquisition date is the date when the Company obtains control of the acquiree. The identifiable assets acquired and liabilities assumed are recognized at their acquisition date fair values, except for deferred taxes and share-based payment awards where IFRS provides exceptions to recording the amounts at fair values. Goodwill represents the difference between total consideration paid and the fair value of the net identifiable assets acquired. Acquisition costs incurred are expensed within the consolidated statement of comprehensive income (loss). Contingent consideration is measured at its acquisition date fair value and is included as part of the consideration transferred in a business combination, subject to the applicable terms and conditions. Contingent consideration that is classified as equity is not remeasured at subsequent reporting dates and its subsequent settlement is accounted for within equity. Contingent consideration that is classified as an asset or a liability is remeasured at subsequent reporting dates in accordance with IFRS 9 Financial Instruments Based on the facts and circumstances that existed at the acquisition date, management will perform a valuation analysis to allocate the purchase price based on the fair values of the identifiable assets acquired and liabilities assumed on the acquisition date. Management has one year from the acquisition date to confirm and finalize the facts and circumstances that support the finalized fair value analysis and related purchase price allocation. Until such time, these values are provisionally reported and are subject to changed. Changes to fair values and allocations are retrospectively adjusted in subsequent periods. In determining the fair value of all identifiable assets acquired and liabilities assumed, the most significant estimates generally relate to contingent consideration and intangible assets. Management exercises judgment in estimating the probability and timing of when earn-out milestones are expected to be achieved, which is used as the basis for estimating fair value. Identified intangible assets are fair valued using appropriate valuation techniques which are generally based on a forecast of the total expected future net cash flows of the acquiree. Valuations are highly dependent on the inputs used and assumptions made by management regarding the future performance of these assets and any changes in the discount rate applied. Acquisitions that do not meet the definition of a business combination are accounted for as asset acquisitions. Consideration paid for an asset acquisition is allocated to the individual identifiable assets acquired and liabilities assumed based on their relative fair values. Asset acquisitions do not give rise to goodwill. Management exercises judgment in determining the entities that it controls for consolidation and associated non-controlling interests. For financial reporting purposes, an entity is considered controlled when the Company has power over an entity and its ability to affect its economic return from the entity. The Company has power over an entity when it has existing rights that give it the ability to direct the relevant activities which can significantly affect the investee’s returns. Such power can result from contractual arrangements. However, certain contractual arrangements contain rights that are designed to protect the Company’s interest, without direct equity ownership in the entity, in which case non-controlling interests are recognized. |
Intangible Assets and Goodwill | 2.18 Intangible Assets and Goodwill Intangible assets are recorded at cost less accumulated amortization and any impairment losses. Intangible assets acquired in a business combination are measured at fair value at the acquisition date. Amortization of definite life intangibles is calculated on a straight-line basis over their estimated useful lives. Goodwill represents the excess of the purchase price paid for the acquisition of an entity over the fair value of the net tangible and intangible assets acquired. Goodwill is allocated to the CGU or group of CGUs which are expected to benefit from the synergies of the combination. Goodwill is not subject to amortization. Goodwill and intangible assets with an indefinite life or not yet available for use are tested for impairment annually at year-end, and whenever events or circumstances that make it more likely than not that an impairment may have occurred, such as a significant adverse change in the business climate or a decision to sell or dispose all or a portion of a reporting unit. Finite life intangible assets are tested whenever there is an indication of impairment. Goodwill and indefinite life intangible assets are tested for impairment by comparing the carrying value of each CGU containing the assets to its recoverable amount. Indefinite life intangible assets are tested for impairment by comparing the carrying value of each CGU containing the assets to its recoverable amount. Goodwill is tested for impairment based on the level at which it is monitored by management, and not at a level higher than an operating segment. The Company’s goodwill is allocated to the cannabis operating segment and the U.S. cannabis and hemp-derived market CGU. The allocation of goodwill to the CGUs or group of CGUs requires the use of judgment. An impairment loss is recognized for the amount by which the CGU’s carrying amount exceeds its recoverable amount. The recoverable amounts of the CGUs’ assets are determined based on either fair value less costs of disposal or value-in-use method. There is a material degree of uncertainty with respect to the estimates of the recoverable amounts of the CGU, given the necessity of making key economic assumptions about the future. Impairment losses recognized in respect of a CGU are first allocated to the carrying value of goodwill, and any excess is allocated to the carrying value of assets in the CGU. Any impairment is recorded in profit and loss in the period in which the impairment is identified. A reversal of an asset impairment loss is allocated to the assets of the CGU on a pro rata basis. In allocating a reversal of an impairment loss, the carrying amount of an asset shall not be increased above the lower of its recoverable amount and the carrying amount that would have been determined had no impairment loss been recognized for the asset in the prior period. Impairment losses on goodwill are not subsequently reversed. |
Adoption of New Accounting Pronouncements | 2.19 Adoption of New Accounting Pronouncements Amendments to IAS 41: Agriculture As part of its 2018-2020 annual improvements to the standards process of IFRS, the IASB issued amendments to IAS 41 Agriculture Fair Value Measurement Amendments to IFRS 9: Financial Instruments As part of its 2018-2020 annual improvements to the standards process of IFRS, the IASB issued amendments to IFRS 9 Financial Instruments Amendments to IAS 37: Onerous Contracts and the Cost of Fulfilling a Contract The amendment specifies that the ‘cost of fulfilling’ a contract comprises the ‘costs that relate directly to the contract’. Costs that relate directly to a contract can either be incremental costs of fulfilling that contract or an allocation of other costs that relate directly to fulfilling contracts. The amendment is effective for annual periods beginning on or after January 1, 2022 with early application permitted. The Company adopted the amendments to IAS 37 effective November 1, 2022, which did not have material impact to the Company’s consolidated financial statements. |
New Accounting Pronouncements | 2.20 New Accounting Pronouncements Amendments to IAS 1: Classification of Liabilities as Current or Non-current The amendment clarifies the requirements relating to determining if a liability should be presented as current or non-current in the statement of financial position. Under the new requirement, the assessment of whether a liability is presented as current or non-current is based on the contractual arrangements in place as at the reporting date and does not impact the amount or timing of recognition. The amendment applies retrospectively for annual reporting periods beginning on or after January 1, 2024. The Company is currently evaluating the potential impact of these amendments on the Company’s consolidated financial statements. IFRS 17 – Insurance Contracts IFRS 17 Insurance Contracts |
CORPORATE INFORMATION AND DEF_2
CORPORATE INFORMATION AND DEFINED TERMS (Tables) | 12 Months Ended |
Oct. 31, 2023 | |
Corporate Information And Defined Terms | |
Schedule of subsidiaries and ownership | Schedule of subsidiaries and ownership Company Ownership Defined Term Grown Rogue International Inc. 100% owner of GR Unlimited The “Company” Grown Rogue Unlimited, LLC 100% by the Company “GR Unlimited” Grown Rogue Gardens, LLC 100% by GR Unlimited “GR Gardens” GRU Properties, LLC 100% by GR Unlimited “GRU Properties” GRIP, LLC 100% by GR Unlimited “GRIP” Grown Rogue Distribution, LLC 100% by GR Unlimited “GR Distribution” GR Michigan, LLC 87% by GR Unlimited “GR Michigan” Canopy Management, LLC 87% by GR Unlimited “Canopy” Golden Harvests LLC 60% by Canopy “Golden Harvests” |
Schedule of defined terms related information | Schedule of defined terms related information Term Defined Term Reference General terms: International Financial Reporting Standards “IFRS” International Accounting Standards “IAS” International Accounting Standards Board “IASB” International Financial Reporting Interpretations Committee “IFRIC” United States “U.S.” United States dollar “U.S. dollar” Fair value less costs to sell “FVLCTS” Fair value through profit or loss “FVTPL” Fair value through other comprehensive income “FVOCI” Other comprehensive income “OCI” Solely payments of principal and interest “SPPI” Expected credit loss “ECL” Cash generating unit “CGU” Internal Revenue Code “IRC” U.S. Securities and Exchange Commission “SEC” Securities Exchange Act of 1934 “1934 Act” Federal Deposit Insurance Corporation “FDIC” Term Defined Term Reference Terms related to the Company’s locations: Outdoor grow property located in Trail, Oregon leased from CEO “Trail” Outdoor post-harvest facility located in Medford, Oregon leased from CEO “Lars” Terms related to officers and directors of the Company: President & Chief Executive Officer “CEO” Chief Financial Officer “CFO” Senior Vice President of GR Unlimited “SVP” Chief Operating Officer (position eliminated in December 2021) “COO” Michigan General Manager “GM” Terms related to transactions with High Street Capital Partners, LLC: High Street Capital Partners, LLC “HSCP” Note 6.1 Agreement of the Company to acquire substantially all of the assets of the growing and retail operations of HSCP “HSCP Transaction” Note 6.1 Management Services Agreement with HSCP “HSCP MSA” Note 6.1 Secured promissory note payable with a principal sum of $1,250,000 “Secured Promissory Note” Notes 6.1, 10.1 Principal Payment of $500,000 due to HSCP on May 1, 2023 “First Principal Payment” Note 10.1 Terms related to transactions with Plant-Based Investment Corp.: Plant-Based Investment Corp., formerly related party “PBIC” Unsecured promissory note agreement with PBIC of September 9, 2021 “PBIC Note” Note 10.2 The Company’s sun-grown A-flower 2021 harvest, defined in the PBIC Note “Harvest” Note 10.2 The Company’s former ownership of 2,362,204 shares of PBIC “PBIC Shares” Note 10.2 2766923 Ontario Inc., receiver of PBIC Shares from the Company as part of the settlement of the PBIC Note “Creditor” Note 10.2 Terms related to Convertible Debentures issued in December 2022: Convertible debentures with aggregate principal amount of $2,000,000 issued in December 2022 “December Convertible Debentures” Note 11.1 Purchasers of Convertible Debentures “Purchasers” Note 11.1 6,716,499 warrants issued to the Purchasers “December Warrants” Note 11.1 Terms related to Convertible Debentures issued in July 2023: Convertible debentures with aggregate principal amount of $5,000,000 issued in July 2023 “July Convertible Debentures” Note 11.2 Subscribers of Convertible Debentures “Subscribers” Note 11.2 13,737,500 warrants issued to the Subscribers “July Warrants” Note 11.2 Terms related to Convertible Debentures issued in August 2023: Convertible debentures with aggregate principal amount of $1,000,000 issued in August 2023 “August Convertible Debentures” Note 11.2.1 Subscribers of Convertible Debentures “Subscribers” Note 11.2.1 Term Defined Term Reference Terms related to December 2021 non-brokered private placement of common shares: Non-brokered private placement of common shares (“Private Placement”) for total gross proceeds of $1,300,000 “Private Placement” Note 12.3 Terms related to March 2021 brokered private placement of special warrants: Agent for March 2021 brokered private placement of special warrants “Agent” Note 13.1 March 2021 brokered private placement of special warrants “Offering” An aggregate of 1,127,758 broker warrants of the Company “Broker Warrants” Note 13.1 Compensation options, resulting from exercise of Broker Warrants “Compensation Options” Note 13.1 Warrants for consideration of advisory services issued to the Agent “Advisory Warrants” Note 13.1 The Broker Warrants and Advisory Warrants referred to collectively “Agent Warrants” Note 13.1 One unit of the Company resulting from exercise of a Compensation Option, comprised of one common share and one common share purchase warrant “Compensation Unit” Note 13.1 Warrant resulting from Compensation Option “Compensation Warrant” Note 13.1 Terms related to consulting agreement with Goodness Growth Goodness Growth Holdings, Inc. (CSE: GDNS; OTCQX: GDNSF) “Goodness Growth” Note 13.2 The consulting agreement under which the Company provides services to Goodness Growth “Consulting Agreement” Note 13.2 Volume weighted average price “VWAP” Note 13.2 Terms related to ABCO Garden State, LLC secured draw down promissory note ABCO Garden State, LLC “ABCO” Note 6.2.1 New Jersey Cannabis Regulatory Commission “CRC” Note 6.2.1 Secured draw down promissory note “ABCO Promissory Note” Note 6.2.1 |
SIGNIFICANT ACCOUNTING POLICI_3
SIGNIFICANT ACCOUNTING POLICIES AND JUDGMENTS (Tables) | 12 Months Ended |
Oct. 31, 2023 | |
Significant Accounting Policies And Judgments | |
Schedule of Amortization | Schedule of Amortization Furniture and fixtures 7-10 years on a straight-line basis Computer and office equipment 3-5 years on a straight-line basis Production equipment and other 5-10 years on a straight-line basis Leasehold improvements 15-40 years on a straight-line basis |
Schedule of financial assets and financial liabilities | Schedule of financial assets and financial liabilities Asset/Liability Classification Accounts receivable Amortized cost Cash and cash equivalents Amortized cost Marketable securities FVTPL Warrants asset FVTPL Accounts payable and accrued liabilities Amortized cost Long-term debt Amortized cost Interest payable Amortized cost Convertible debentures Amortized cost Derivative liabilities FVTPL |
BIOLOGICAL ASSETS (Tables)
BIOLOGICAL ASSETS (Tables) | 12 Months Ended |
Oct. 31, 2023 | |
Schedule of Fair value of biological assets | Schedule of Fair value of biological assets October 31, October 31, $ $ Beginning balance 1,199,519 1,188,552 Increase in biological assets due to capitalized costs 6,792,298 5,630,863 Change in FVLCTS due to biological transformation 3,355,797 3,278,572 Transferred to inventory upon harvest (9,780,792 ) (8,898,468 ) Ending balance 1,566,822 1,199,519 |
Schedule of Fair value of biological assets | Schedule of Fair value of biological assets Impact of 20% change October 31, October 31, October 31, 2023 October 31, Estimated selling price per pound ($/pound) $ 945 $ 817 $ 340,390 $ 246,397 Estimated stage of growth (%) 51 % 49 % $ 280,663 $ 204,814 Estimated flower yield per harvest (pound) 3,283 2,638 $ 280,663 $ 204,814 |
INVENTORY (Tables)
INVENTORY (Tables) | 12 Months Ended |
Oct. 31, 2023 | |
Notes and other explanatory information [abstract] | |
Schedule of inventory | Schedule of inventory October 31, October 31, 2022 $ $ Raw materials 501,433 134,926 Work in process 3,677,502 2,735,000 Finished goods 315,322 261,951 Ending balance 4,494,257 3,131,877 |
BUSINESS COMBINATIONS (Tables)
BUSINESS COMBINATIONS (Tables) | 12 Months Ended |
Oct. 31, 2023 | |
Notes and other explanatory information [abstract] | |
Schedule of consideration remaining | Schedule of consideration remaining Total consideration Common $ Cash paid - 479,000 Cash payable - 370,537 Common shares issued 825,000 122,376 Common shares issued 200,000 35,806 Total 1,025,000 1,007,719 |
Schedule of business acquisition consideration payable | Schedule of business acquisition consideration payable Business acquisition consideration payable $ Acquisition date fair value 370,537 Payments (8,000 ) Application of prepayments (4,000 ) Accretion 1,463 Balance – October 31, 2023 and 2022 360,000 |
LEASES (Tables)
LEASES (Tables) | 12 Months Ended |
Oct. 31, 2023 | |
Notes and other explanatory information [abstract] | |
Schedule of lease liabilities | Schedule of lease liabilities Lease liabilities October 31, October 31, 2022 $ $ Balance - beginning 2,301,129 2,360,438 Additions 2,583,661 1,030,429 Disposals (292,763 ) - Interest expense on lease liabilities 272,521 243,360 Payments (1,945,865 ) (1,333,098 ) Balance - ending 2,918,683 2,301,129 Current portion 824,271 1,025,373 Non-current portion 2,094,412 1,275,756 |
Schedule of minimum future lease payments | Schedule of minimum future lease payments Total future minimum lease Less than one year 1,108,495 Between one and five years 2,572,570 Total 3,681,065 |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 12 Months Ended |
Oct. 31, 2023 | |
Property And Equipment | |
Property and equipment | Property and equipment Computer and Office Production Equipment Leasehold Right-of- Total $ $ $ $ $ COST Balance - October 31, 2021 16,283 511,167 4,978,088 3,328,032 8,833,570 Additions - 34,690 3,014,807 951,377 4,000,874 Disposals - (2,825 ) (10,375 ) - (13,200 ) Balance - October 31, 2022 16,283 543,032 7,982,520 4,279,409 12,821,244 Additions - 434,736 990,469 2,583,661 4,008,866 Disposals - (3,339 ) (3,862 ) (599,707 ) (606,908 ) Balance - October 31, 2023 16,283 974,429 8,969,127 6,263,363 16,223,202 ACCUMULATED AMORTIZATION Balance - October 31, 2021 16,283 196,103 2,017,029 861,571 3,090,986 Amortization for the period - 114,197 706,567 1,181,543 2,002,307 Disposals - (895 ) (6,055 ) - (6,950 ) Balance - October 31, 2022 16,283 309,405 2,717,541 2,043,114 5,086,343 Amortization for the period - 94,518 1,108,228 1,312,968 2,515,714 Disposals - (2,584 ) (802 ) (128,735 ) (132,121 ) Balance - October 31, 2023 16,283 401,339 3,824,967 3,227,347 7,469,936 NET BOOK VALUE Balance - October 31, 2022 - 233,627 5,264,979 2,236,295 7,734,901 Balance - October 31, 2023 - 573,090 5,144,160 3,036,016 8,753,266 |
INTANGIBLE ASSETS AND GOODWILL
INTANGIBLE ASSETS AND GOODWILL (Tables) | 12 Months Ended |
Oct. 31, 2023 | |
Intangible Assets And Goodwill | |
Schedule of intangible assets and goodwill | Schedule of intangible assets and goodwill Indefinite lived intangible assets and goodwill October 31, October 31, $ $ Balance – beginning 725,668 399,338 Additions – grower licenses - 326,330 Balance – ending 725,668 725,668 |
LONG-TERM DEBT (Tables)
LONG-TERM DEBT (Tables) | 12 Months Ended |
Oct. 31, 2023 | |
Notes and other explanatory information [abstract] | |
Long-term Debt | Long-term Debt Note Movement in long-term debt 10.1 10.2 10.3 10.4 10.5 10.6 10.7 Total $ Balance - October 31, 2021 - 600,572 249,064 280,567 150,000 142,997 786,461 2,209,661 Additions to debt 1,250,000 100,000 - - - - - 1,350,000 Settlement of debt - (706,352 ) - - - - - (706,352 ) Interest accretion - 5,780 79,046 71,443 - 36,594 295,453 488,316 Debt payments - - (25,000 ) (25,000 ) (150,000 ) (12,500 ) (520,303 ) (732,803 ) Balance - October 31, 2022 1,250,000 - 303,110 327,010 - 167,091 561,611 2,608,822 Interest accretion - - 96,985 83,752 - 43,006 187,782 411,525 Debt payments (900,000 ) - (25,000 ) (25,000 ) - (12,500 ) (669,330 ) (1,631,830 ) Balance - October 31, 2023 350,000 - 375,095 385,762 - 197,597 80,063 1,388,517 Current portion 350,000 - 334,395 344,118 - 177,028 80,063 1,285,604 Non-current portion - - 40,700 41,644 - 20,569 - 102,913 |
CONVERTIBLE DEBENTURES (Tables)
CONVERTIBLE DEBENTURES (Tables) | 12 Months Ended |
Oct. 31, 2023 | |
Convertible Debentures | |
Schedule of Convertible Debentures | Schedule of Convertible Debentures $ $ $ Movement in convertible debt Note 11.1 Note 11.2 Total Balance - October 31, 2022 - - - Additions to debt 2,000,000 6,000,000 8,000,000 Derivative liability recognition (783,856 ) (3,982,944 ) (4,766,800 ) Debt settlement through conversion of shares (Note 11.1.1) (1,174,639 ) - (1,174,639 ) Interest accretion 343,556 271,651 615,207 Debt payments (137,745 ) (123,261 ) (261,006 ) Balance - October 31, 2023 $ 247,316 $ 2,165,446 $ 2,412,762 Current portion - - - Non-current portion 247,316 2,165,446 2,412,762 |
Schedule of derivative liability assumption | Schedule of derivative liability assumption Expected dividend yield Nil Risk-free interest rate 4.67 Expected life 2.09 Expected volatility 99 |
Schedule Of Fair Value Derivative Liability | Schedule Of Fair Value Derivative Liability Expected dividend yield Nil Risk-free interest rate 4.18 Expected life 3.70 Expected volatility 99 |
Schedule Of Black Scholes Option | Schedule Of Black Scholes Option Expected dividend yield Nil Risk-free interest rate 4.18 Expected life 4.00 Expected volatility 99 |
WARRANTS (Tables)
WARRANTS (Tables) | 12 Months Ended |
Oct. 31, 2023 | |
Warrants | |
Schedule of warrant activities | Schedule of warrant activities Number Weighted Average Balance - October 31, 2020 44,158,331 0.33 Issuance pursuant to private placement 8,200,000 0.20 Issuance pursuant to the Offering 23,162,579 0.30 Expiration of broker warrants (757,125 ) 0.44 ) Expiration of warrants (17,843,998 ) 0.55 Balance - October 31, 2021 56,919,787 0.22 Expiration of warrants pursuant to convertible debt deemed re-issuance (8,409,091 ) 0.16 Expiration of warrants issued pursuant to private placement to PBIC (15,000,000 ) 0.13 Balance - October 31, 2022 33,510,696 0.28 Issuance pursuant to the December Convertible Debentures (Note 11.1) 6,716,499 0.25 Issuance pursuant to the July Convertible Debentures (Note 11.2) 13,737,500 0.28 Issuance pursuant to the August Convertible Debentures (Note 11.2.1) 2,816,250 0.28 Issued pursuant to the Consulting Agreement with Goodness Growth (Note 13.2) 8,500,000 0.33 Expiration of warrants pursuant to Feb 2021 subscription (8,200,000 ) 0.20 Expiration of warrants pursuant to the Offering (Special warrant issue) (23,162,579 ) 0.30 Expiration of warrants pursuant to terminate purchase agreement (2,148,117 ) 0.44 Balance - October 31, 2023 31,770,249 0.29 |
Schedule of warrant issued and outstanding | Schedule of warrant issued and outstanding Exercise price Warrants Life Expiry date 0.25 6,716,499 2.09 December 2, 2025 0.28 13,737,500 2.70 July 13, 2026 0.28 2,816,250 2.80 August 17, 2026 0.33 8,500,000 4.93 October 05, 2028 0.29 31,770,249 3.18 |
Schedule of Agent warrants assumption at grant date based | Schedule of Agent warrants assumption at grant date based Expected (strike) price 0.328 Risk-free interest rate 4.18 Expected life 4.94 Expected volatility 99 |
STOCK OPTIONS (Tables)
STOCK OPTIONS (Tables) | 12 Months Ended |
Oct. 31, 2023 | |
Stock Options | |
Schedule of stock option movements | Schedule of stock option movements Number Exercise price Balance - October 31, 2020 3,720,000 0.19 Granted to employees 3,085,000 0.20 Forfeitures by service providers (65,000 ) 0.15 Forfeitures by employees (965,000 ) 0.15 Forfeitures by employees (10,000 ) 0.22 Balance - October 31, 2021 5,765,000 0.20 Granted to employees 605,000 0.15 Forfeitures by service provider (500,000 ) 0.44 Forfeitures by employees (960,000 ) 0.15 Balance - October 31, 2022 4,910,000 0.18 Granted to employees 3,650,000 0.15 Granted to employees 400,000 0.30 Granted to service providers 2,750,000 0.15 Expiration of options to employees (430,000 ) 0.15 Expiration of options to employees (75,000 ) 0.22 Balance - October 31, 2023 11,205,000 0.17 |
Schedule of fair value of options at the grant date based | Schedule of fair value of options at the grant date based Expected dividend yield Nil Risk-free interest rate 3.89 Expected life 4.0 Expected volatility 86 |
Schedule of vesting terms | Schedule of vesting terms Vesting terms Description 200,000 1/3 on each anniversary of grant date 200,000 50% on one year anniversary of grant date, 50% on second anniversary of grant date 400,000 Fully vested on grant date 6,000,000 Vest on one year anniversary of grant date 6,800,000 |
Schedule of assumptions | Schedule of assumptions Expected dividend yield Nil Risk-free interest rate 2.2 Expected life 4.0 Expected volatility 86 |
Schedule of fair value Sof options vested | Schedule of fair value Sof options vested Expected dividend yield Nil Risk-free interest rate 0.55 Expected life 4.0 Expected volatility 98 |
Schedule of stock options were issued and outstanding | Schedule of stock options were issued and outstanding Exercise price Options Number Remaining Expiry period 0.15 1,845,000 1,782,500 0.7 July 2024 0.15 200,000 200,000 1.1 November 2024 0.30 1,000,000 850,000 1.5 April 2025 0.16 1,150,000 1,150,000 1.6 May 2025 0.15 85,000 85,000 2.0 November 2025 0.15 300,000 150,000 2.5 April 2026 0.15 6,225,000 400,000 3.2 January 2027 0.30 400,000 - 3.9 September 2027 0.17 11,205,000 4,617,500 2.4 |
CHANGES IN NON-CASH WORKING C_2
CHANGES IN NON-CASH WORKING CAPITAL (Tables) | 12 Months Ended |
Oct. 31, 2023 | |
Changes In Non-cash Working Capital | |
Schedule of non cash working capital | Schedule of non cash working capital Years ended October 31, 2023 2022 2021 $ $ $ Accounts receivable (465,465 ) (904,711 ) (412,060 ) Inventory and biological assets (767,636 ) (94,595 ) (1,359,567 ) Prepaid expenses and other assets (40,513 ) 5,267 (196,261 ) Accounts payable and accrued liabilities 569,451 (124,334 ) (294,846 ) Interest payable - (13,750 ) 4,383 Unearned revenue (28,024 ) (95,389 ) - Deferred rent - - (10,494 ) Income taxes payable 55,024 56,401 137,131 Total (677,163 ) (1,171,111 ) (2,131,714 ) |
SUPPLEMENTAL CASH FLOW DISCLO_2
SUPPLEMENTAL CASH FLOW DISCLOSURE (Tables) | 12 Months Ended |
Oct. 31, 2023 | |
Notes and other explanatory information [abstract] | |
Schedule supplemental cash flow | Schedule supplemental cash flow Years ended October 31, 2023 2022 2021 $ $ $ Interest paid 358,154 400,630 168,924 Fair value of common shares issued and issuable for services - 59,796 133,826 Fair value of common shares issued to Golden Harvests - - 109,564 Fair value of common shares issued to Golden Harvests creditor - - 36,310 Right-of-use assets acquired through leases (Note 7) 2,583,660 1,030,429 2,642,588 Conversion of debenture into common shares 2,698,789 - 916,290 Derivative liability recognized as contributed surplus upon debenture conversion - - 1,833,731 Note payable to HSCP used to acquire assets (Note 10.1) 350,000 1,250,000 - |
RELATED PARTY TRANSACTIONS (Tab
RELATED PARTY TRANSACTIONS (Tables) | 12 Months Ended |
Oct. 31, 2023 | |
Schedule of Related Party Transactions | Schedule of Related Party Transactions Year ended October 31, 2023 2022 2021 $ $ $ Salaries and consulting fees 880,195 1,118,694 875,058 Share-based compensation - 13,043 70,040 Stock option expense 161,422 20,082 64,436 Total 1,041,617 1,151,819 1,009,534 * COO was appointed subsequent to April 30, 2021, and was paid and compensated prior to appointment; compensation for the year ended October 31, 2021, is included in the table above for comparability to past and ongoing expenses. COO’s final date of employment was December 27, 2021. ** CAO was promoted to CFO in September 2021. |
Schedule of dept portions pertaining to related parties | Schedule of dept portions pertaining to related parties CEO Senior Director COO GM Total $ $ $ $ $ $ Balance - October 31, 2021 65,539 131,078 196,617 163,750 358,537 915,521 Interest 24,621 49,242 73,863 1,250 62,863 211,839 Payments (43,361 ) (86,717 ) (130,076 ) (165,000 ) (61,400 ) (486,554 ) Balance - October 31, 2022 46,799 93,603 140,404 - 360,000 640,806 Interest 15,649 31,297 46,947 - 64,800 158,693 Payments (55,778 ) (111,555 ) (167,333 ) - (64,800 ) (399,466 ) Balance - October 31, 2023 6,670 13,345 20,018 - 360,000 400,033 |
Schedule of non-brokered private placement | Schedule of non-brokered private placement Subscription Shares Warrants Chief Operating Officer 125,000 1,000,000 1,000,000 Chief Financial Officer of GR Unlimited 250,000 2,000,000 2,000,000 Chief Executive Officer 200,000 1,600,000 1,600,000 PBIC 250,000 2,000,000 2,000,000 Total 825,000 6,600,000 6,600,000 |
FINANCIAL INSTRUMENTS (Tables)
FINANCIAL INSTRUMENTS (Tables) | 12 Months Ended |
Oct. 31, 2023 | |
Financial Instruments | |
Schedule of credit risk | Schedule of credit risk October 31, October 31, $ $ Cash 8,858,247 1,582,384 Accounts Receivable 2,109,424 1,643,959 Notes Receivable 1,430,526 - Total 12,398,197 3,226,343 |
Schedule of exposure to credit risk | Schedule of exposure to credit risk October 31, October 31, $ $ Current 1,079,657 872,100 1-30 days 475,909 336,149 31 days-older 616,574 614,022 Total trade accounts receivable 2,172,140 1,822,271 GST /HST 102,631 86,407 Provision for bad debts (165,347 ) (264,719 ) Total accounts receivable 2,109,424 1,643,959 |
Schedule of working capital accounts | Schedule of working capital accounts October 31, October 31, $ $ Cash 8,858,247 1,582,384 Current assets excluding cash 8,563,290 6,327,629 Total current assets 17,421,537 7,910,013 Current liabilities (13,004,181 ) (5,315,904 ) Working capital 4,417,356 2,594,109 |
Schedule of assets and liabilities | Schedule of assets and liabilities Year 1 Over 1 Year Over 3 Years $ $ $ Accounts payable and accrued liabilities 2,359,750 - - Lease liabilities 824,271 1,116,399 978,013 Convertible debentures - - 2,412,762 Debt 1,285,604 102,913 - Business acquisition consideration payable 360,000 - - Total 4,829,625 1,219,312 3,390,775 |
Schedule of valuations for the asset or liability not based on observable market data | Schedule of valuations for the asset or liability not based on observable market data Level in fair Amortized Cost FVTPL Financial Assets Cash Level 1 $ 8,858,247 $ - Accounts receivable Level 2 2,109,424 - Warrants asset Level 1 - 1,361,366 Financial Liabilities Accounts payable and accrued liabilities Level 2 $ 2,359,750 $ - Debt Level 2 1,388,517 - Convertible debentures Level 2 2,412,762 Business acquisition consideration payable Level 2 360,000 - Derivative liability Level 2 7,808,500 |
GENERAL AND ADMINISTRATIVE EX_2
GENERAL AND ADMINISTRATIVE EXPENSES (Tables) | 12 Months Ended |
Oct. 31, 2023 | |
Notes and other explanatory information [abstract] | |
Schedule of General and administrative expenses | Schedule of General and administrative expenses Years ended October 31, 2023 2022 2021 $ $ $ Office, banking, travel, and overheads 1,960,696 1,929,385 1,158,975 Professional services 585,342 456,532 767,050 Salaries and benefits 3,919,839 3,466,319 2,057,225 Total 6,465,877 5,852,236 3,983,250 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Oct. 31, 2023 | |
Notes and other explanatory information [abstract] | |
Schedule of income tax expense | Schedule of income tax expense Years ended October 31, 2023 2022 2021 $ $ $ Current expense: Federal 498,435 217,571 113,699 State 68,861 27,787 36,844 Adjustment to prior years provision versus statutory tax returns 273,994 - - Total current expense: 841,290 245,358 150,543 Deferred expense (benefit): Federal (1,354,696 ) (990,452 ) (1,288,637 ) State (389,828 ) (350,374 ) (322,400 ) Change in unrecognized deductible temporary differences 1,274,166 1,340,826 1,611,037 Total deferred (benefit): (470,358 ) - - Total income tax expense: 370,932 245,358 150,543 |
Schedule of income tax recovery | Schedule of income tax recovery Years ended October 31, 2023 2022 2021 $ $ $ Income (loss) before income taxes and noncontrolling interest (291,388 ) 665,309 (864,202 ) Statutory tax rates 24.46 % 27.25 % 27.25 % Expected income tax (recovery) (71,275 ) 181,297 (235,495 ) Change in statutory tax rates and FX rates 21,890 92,662 84,952 Nondeductible expenses 1,069,536 38,802 (42,264 ) Deferral adjustments (1,189,931 ) (1,374,372 ) (1,260,938 ) Change in unrecognized deductible temporary differences 1,274,166 1,340,826 1,611,038 Net operating loss (1,323,949 ) - - Fiscal year to calendar year adjustment 316,501 (33,856 ) (6,749 ) Adjustment to prior years provision versus statutory tax returns 273,994 - - Total income tax expense: 370,932 245,358 150,543 |
Schedule of non-capital losses | Schedule of non-capital losses Years ended October 31, 2023 2022 2021 $ $ $ Property, plant and equipment 127,305 - - Inventory 127,846 - - ROU Leases (108,206 ) - - Net Operating Loss Carryforward (federal) 318,614 - - Net Operating Loss Carryforward (state) 4,799 - - Net deferred tax assets: 470,358 - - |
SEGMENT REPORTING (Tables)
SEGMENT REPORTING (Tables) | 12 Months Ended |
Oct. 31, 2023 | |
Notes and other explanatory information [abstract] | |
Schedule of Geographical information activities | Schedule of Geographical information activities Geographical segments Oregon Michigan Other Services Total $ $ $ $ $ Non-current assets other than financial instruments At October 31, 2023 6,640,932 4,016,861 1,361,366 - 12,019,159 At October 31, 2022 4,719,260 3,741,309 - - 8,460,569 Year ended October 31, 2023 Net revenue 11,001,261 11,422,908 - 929,016 23,353,185 Gross profit 5,259,439 6,791,700 - 620,375 12,671,514 Gross profit before fair value adjustment 4,615,259 6,653,234 - 620,375 11,888,868 Year ended October 31, 2022 Net revenue 8,852,104 8,905,179 - - 17,757,283 Gross profit 3,039,159 5,083,919 - - 8,123,078 Gross profit before fair value adjustments 3,089,302 5,440,542 - 8,529,844 Year ended October 31, 2021 Net revenue 5,152,286 3,882,332 344,055 - 9,378,673 Gross profit 2,325,304 3,585,462 189,702 - 6,100,468 |
NON-CONTROLLING INTERESTS (Tabl
NON-CONTROLLING INTERESTS (Tables) | 12 Months Ended |
Oct. 31, 2023 | |
Notes and other explanatory information [abstract] | |
Schedule of non-controlling interest | Schedule of non-controlling interest October 31, October 31, October 31, $ $ $ Balance, beginning of year 2,006,479 2,033,986 (33,383 ) Non-controlling interest’s 13% share of GR Michigan - - 5,743 Non-controlling interest’s 100% share of Canopy (129,279 ) (27,507 ) 2,065,718 Acquisition of 87% of Canopy (893,483 ) - 2,065,718 Balance, end of year 983,717 2,006,479 2,033,986 |
Schedule of summarized financial information | Schedule of summarized financial information October 31, October 31, October 31, $ $ Current assets - - 1,453 Non-current assets - - - Current liabilities - - - Non-current liabilities - - - Net loss for the year - - 48,867 |
Schedule of summarized financial information | Schedule of summarized financial information October 31, October 31, October 31, $ $ $ Current assets 4,192,902 3,200,701 3,093,330 Non-current assets 4,016,860 3,741,309 4,023,521 Current liabilities 2,048,167 2,337,695 1,708,330 Non-current liabilities 253,340 715,461 1,225,804 Advances due to parent - - 530,020 Net income (loss) for the year (129,279 ) (27,507 ) 2,196,479 |
CORPORATE INFORMATION AND DEF_3
CORPORATE INFORMATION AND DEFINED TERMS (Details) | 12 Months Ended |
Oct. 31, 2023 | |
Grown Rogue International Inc [Member] | |
IfrsStatementLineItems [Line Items] | |
Company | Grown Rogue International Inc. |
Ownership | 100% owner of GR Unlimited |
Defined term | The “Company” |
Grown Rogue Unlimited L L C [Member] | |
IfrsStatementLineItems [Line Items] | |
Company | Grown Rogue Unlimited, LLC |
Ownership | 100% by the Company |
Defined term | “GR Unlimited” |
Grown Rogue Gardens L L C [Member] | |
IfrsStatementLineItems [Line Items] | |
Company | Grown Rogue Gardens, LLC |
Ownership | 100% by GR Unlimited |
Defined term | “GR Gardens” |
G R U Properties L L C [Member] | |
IfrsStatementLineItems [Line Items] | |
Company | GRU Properties, LLC |
Ownership | 100% by GR Unlimited |
Defined term | “GRU Properties” |
G R I P L L C [Member] | |
IfrsStatementLineItems [Line Items] | |
Company | GRIP, LLC |
Ownership | 100% by GR Unlimited |
Defined term | “GRIP” |
Grown Rogue Distribution L L C [Member] | |
IfrsStatementLineItems [Line Items] | |
Company | Grown Rogue Distribution, LLC |
Ownership | 100% by GR Unlimited |
Defined term | “GR Distribution” |
G R Michigan L L C [Member] | |
IfrsStatementLineItems [Line Items] | |
Company | GR Michigan, LLC |
Ownership | 87% by GR Unlimited |
Defined term | “GR Michigan” |
Canopy Management L L C [Member] | |
IfrsStatementLineItems [Line Items] | |
Company | Canopy Management, LLC |
Ownership | 87% by GR Unlimited |
Defined term | “Canopy” |
Golden Harvests L L C [Member] | |
IfrsStatementLineItems [Line Items] | |
Company | Golden Harvests LLC |
Ownership | 60% by Canopy |
Defined term | “Golden Harvests” |
CORPORATE INFORMATION AND DEF_4
CORPORATE INFORMATION AND DEFINED TERMS (Details 1) | 12 Months Ended |
Oct. 31, 2023 | |
Convertible Debentures [Member] | |
IfrsStatementLineItems [Line Items] | |
Defined term | “December Convertible Debentures” |
Terms related to Convertible Debentures issued in December 2022 | Convertible debentures with aggregate principal amount of $2,000,000 issued in December 2022 |
Purchasers Of Convertible Debentures [Member] | |
IfrsStatementLineItems [Line Items] | |
Defined term | “Purchasers” |
Terms related to Convertible Debentures issued in December 2022 | Purchasers of Convertible Debentures |
Warrants Issued To The Purchasers [Member] | |
IfrsStatementLineItems [Line Items] | |
Defined term | “December Warrants” |
Terms related to Convertible Debentures issued in December 2022 | 6,716,499 warrants issued to the Purchasers |
Convertible Debentures 1 [Member] | |
IfrsStatementLineItems [Line Items] | |
Defined term | “July Convertible Debentures” |
Terms related to Convertible Debentures issued in July 2023 | Convertible debentures with aggregate principal amount of $5,000,000 issued in July 2023 |
Subscribers Of Convertible Debentures [Member] | |
IfrsStatementLineItems [Line Items] | |
Defined term | “Subscribers” |
Terms related to Convertible Debentures issued in July 2023 | Subscribers of Convertible Debentures |
Terms related to Convertible Debentures issued in August 2023 | Subscribers of Convertible Debentures |
Warrants Issued To The Subscribers [Member] | |
IfrsStatementLineItems [Line Items] | |
Defined term | “July Warrants” |
Terms related to Convertible Debentures issued in July 2023 | 13,737,500 warrants issued to the Subscribers |
Convertible Debentures 2 [Member] | |
IfrsStatementLineItems [Line Items] | |
Defined term | “August Convertible Debentures” |
Terms related to Convertible Debentures issued in August 2023 | Convertible debentures with aggregate principal amount of $1,000,000 issued in August 2023 |
Private Placements [Member] | |
IfrsStatementLineItems [Line Items] | |
Defined term | “Private Placement” |
Terms related to non-brokered private placement of common shares | Non-brokered private placement of common shares (“Private Placement”) for total gross proceeds of $1,300,000 |
Agent Brokered Private Placement Of Special Warrants [Member] | |
IfrsStatementLineItems [Line Items] | |
Defined term | “Agent” |
Terms related to brokered private placement of special warrants | Agent for March 2021 brokered private placement of special warrants |
Brokered Private Placement Of Special Warrants [Member] | |
IfrsStatementLineItems [Line Items] | |
Defined term | “Offering” |
Terms related to brokered private placement of special warrants | March 2021 brokered private placement of special warrants |
An Aggregate Of Broker Warrants Of The Company [Member] | |
IfrsStatementLineItems [Line Items] | |
Defined term | “Broker Warrants” |
Terms related to brokered private placement of special warrants | An aggregate of 1,127,758 broker warrants of the Company |
Compensation Options Resulting From Exercise Of Broker Warrants [Member] | |
IfrsStatementLineItems [Line Items] | |
Defined term | “Compensation Options” |
Terms related to brokered private placement of special warrants | Compensation options, resulting from exercise of Broker Warrants |
Warrants For Consideration Of Advisory Services Issued To The Agent [Member] | |
IfrsStatementLineItems [Line Items] | |
Defined term | “Advisory Warrants” |
Terms related to brokered private placement of special warrants | Warrants for consideration of advisory services issued to the Agent |
The Broker Warrants And Advisory Warrants Referred To Collectively [Member] | |
IfrsStatementLineItems [Line Items] | |
Defined term | “Agent Warrants” |
Terms related to brokered private placement of special warrants | The Broker Warrants and Advisory Warrants referred to collectively |
One Unit Of The Company Resulting From Exercise Of A Compensation Option [Member] | |
IfrsStatementLineItems [Line Items] | |
Defined term | “Compensation Unit” |
Terms related to brokered private placement of special warrants | One unit of the Company resulting from exercise of a Compensation Option, comprised of one common share and one common share purchase warrant |
Warrant Resulting From Compensation Option [Member] | |
IfrsStatementLineItems [Line Items] | |
Defined term | “Compensation Warrant” |
Terms related to brokered private placement of special warrants | Warrant resulting from Compensation Option |
International Financial Reporting Standards [Member] | |
IfrsStatementLineItems [Line Items] | |
GeneralTerms | International Financial Reporting Standards |
Defined term | “IFRS” |
International Accounting Standards [Member] | |
IfrsStatementLineItems [Line Items] | |
GeneralTerms | International Accounting Standards |
Defined term | “IAS” |
International Accounting Standards Board [Member] | |
IfrsStatementLineItems [Line Items] | |
GeneralTerms | International Accounting Standards Board |
Defined term | “IASB” |
International Financial Reporting Interpretations Committee [Member] | |
IfrsStatementLineItems [Line Items] | |
GeneralTerms | International Financial Reporting Interpretations Committee |
Defined term | “IFRIC” |
United States [Member] | |
IfrsStatementLineItems [Line Items] | |
GeneralTerms | United States |
Defined term | “U.S.” |
United States Dollar [Member] | |
IfrsStatementLineItems [Line Items] | |
GeneralTerms | United States dollar |
Defined term | “U.S. dollar” |
Fair Value Less Costs To Sell [Member] | |
IfrsStatementLineItems [Line Items] | |
GeneralTerms | Fair value less costs to sell |
Defined term | “FVLCTS” |
Fair Value Through Profit Or Loss [Member] | |
IfrsStatementLineItems [Line Items] | |
GeneralTerms | Fair value through profit or loss |
Defined term | “FVTPL” |
Fair Value Through Other Comprehensive Income [Member] | |
IfrsStatementLineItems [Line Items] | |
GeneralTerms | Fair value through other comprehensive income |
Defined term | “FVOCI” |
Other Comprehensive Incomes [Member] | |
IfrsStatementLineItems [Line Items] | |
GeneralTerms | Other comprehensive income |
Defined term | “OCI” |
Solely Payments Of Principal And Interest [Member] | |
IfrsStatementLineItems [Line Items] | |
GeneralTerms | Solely payments of principal and interest |
Defined term | “SPPI” |
Expected Credit Loss [Member] | |
IfrsStatementLineItems [Line Items] | |
GeneralTerms | Expected credit loss |
Defined term | “ECL” |
Cash Generating Unit [Member] | |
IfrsStatementLineItems [Line Items] | |
GeneralTerms | Cash generating unit |
Defined term | “CGU” |
Internal Revenue Code [Member] | |
IfrsStatementLineItems [Line Items] | |
GeneralTerms | Internal Revenue Code |
Defined term | “IRC” |
U S Securities And Exchange Commission [Member] | |
IfrsStatementLineItems [Line Items] | |
GeneralTerms | U.S. Securities and Exchange Commission |
Defined term | “SEC” |
Securities Exchange Act Of 1934 [Member] | |
IfrsStatementLineItems [Line Items] | |
GeneralTerms | Securities Exchange Act of 1934 |
Defined term | “1934 Act” |
Federal Deposit Insurance Corporation [Member] | |
IfrsStatementLineItems [Line Items] | |
GeneralTerms | Federal Deposit Insurance Corporation |
Defined term | “FDIC” |
Outdoor Grow Property Located In Trail Oregon Leased From C E O [Member] | |
IfrsStatementLineItems [Line Items] | |
Defined term | “Trail” |
Terms related to companys locations | Outdoor grow property located in Trail, Oregon leased from CEO |
Outdoor Post Harvest Facility Located In Medford Oregon Leased From C E O [Member] | |
IfrsStatementLineItems [Line Items] | |
Defined term | “Lars” |
Terms related to companys locations | Outdoor post-harvest facility located in Medford, Oregon leased from CEO |
President And Chief Executive Officer [Member] | |
IfrsStatementLineItems [Line Items] | |
Defined term | “CEO” |
Terms related to officers and directors of the Company | President & Chief Executive Officer |
Chief Financial Officer [Member] | |
IfrsStatementLineItems [Line Items] | |
Defined term | “CFO” |
Terms related to officers and directors of the Company | Chief Financial Officer |
Senior Vice President Of G R Unlimited [Member] | |
IfrsStatementLineItems [Line Items] | |
Defined term | “SVP” |
Terms related to officers and directors of the Company | Senior Vice President of GR Unlimited |
Chief Operating Officer [Member] | |
IfrsStatementLineItems [Line Items] | |
Defined term | “COO” |
Terms related to officers and directors of the Company | Chief Operating Officer (position eliminated in December 2021) |
Michigan General Manager [Member] | |
IfrsStatementLineItems [Line Items] | |
Defined term | “GM” |
Terms related to officers and directors of the Company | Michigan General Manager |
High Street Capital Partners L L C [Member] | |
IfrsStatementLineItems [Line Items] | |
Defined term | “HSCP” |
Terms related to transactions with High Street Capital Partners, LLC | High Street Capital Partners, LLC |
Agreement Of The Company To Acquire Substantially All Of The Assets Of The Growing And Retail Operations Of H S C P [Member] | |
IfrsStatementLineItems [Line Items] | |
Defined term | “HSCP Transaction” |
Terms related to transactions with High Street Capital Partners, LLC | Agreement of the Company to acquire substantially all of the assets of the growing and retail operations of HSCP |
Management Services Agreement With H S C P [Member] | |
IfrsStatementLineItems [Line Items] | |
Defined term | “HSCP MSA” |
Terms related to transactions with High Street Capital Partners, LLC | Management Services Agreement with HSCP |
Secured Promissory Note Payable With A Principal Sum [Member] | |
IfrsStatementLineItems [Line Items] | |
Defined term | “Secured Promissory Note” |
Terms related to transactions with High Street Capital Partners, LLC | Secured promissory note payable with a principal sum of $1,250,000 |
Principal Payment Of Due To H S C P [Member] | |
IfrsStatementLineItems [Line Items] | |
Defined term | “First Principal Payment” |
Terms related to transactions with High Street Capital Partners, LLC | Principal Payment of $500,000 due to HSCP on May 1, 2023 |
Plant Based Investment Corp Formerly Related Party [Member] | |
IfrsStatementLineItems [Line Items] | |
Defined term | “PBIC” |
Terms related to transactions with Plant-Based Investment Corp | Plant-Based Investment Corp., formerly related party |
Unsecured Promissory Note Agreement With P B I C [Member] | |
IfrsStatementLineItems [Line Items] | |
Defined term | “PBIC Note” |
Terms related to transactions with Plant-Based Investment Corp | Unsecured promissory note agreement with PBIC of September 9, 2021 |
The Companys Sun Grown Aflower Harvest Defined In The P B I C Note [Member] | |
IfrsStatementLineItems [Line Items] | |
Defined term | “Harvest” |
Terms related to transactions with Plant-Based Investment Corp | The Company’s sun-grown A-flower 2021 harvest, defined in the PBIC Note |
The Companys Former Ownership Of Shares Of P B I C [Member] | |
IfrsStatementLineItems [Line Items] | |
Defined term | “PBIC Shares” |
Terms related to transactions with Plant-Based Investment Corp | The Company’s former ownership of 2,362,204 shares of PBIC |
Ontario Inc Receiver Of P B I C Shares From The Company As Part Of The Settlement Ofthe P B I C Note [Member] | |
IfrsStatementLineItems [Line Items] | |
Defined term | “Creditor” |
Terms related to transactions with Plant-Based Investment Corp | 2766923 Ontario Inc., receiver of PBIC Shares from the Company as part of the settlement of the PBIC Note |
Goodness Growth Holdings Inc [Member] | |
IfrsStatementLineItems [Line Items] | |
Defined term | “Goodness Growth” |
Terms related to consulting agreement with Goodness Growth | Goodness Growth Holdings, Inc. (CSE: GDNS; OTCQX: GDNSF) |
The Consulting Agreement Under Which The Company Provides Services To Goodness Growth [Member] | |
IfrsStatementLineItems [Line Items] | |
Defined term | “Consulting Agreement” |
Terms related to consulting agreement with Goodness Growth | The consulting agreement under which the Company provides services to Goodness Growth |
Volume Weighted Average Price [Member] | |
IfrsStatementLineItems [Line Items] | |
Defined term | “VWAP” |
Terms related to consulting agreement with Goodness Growth | Volume weighted average price |
A B C O Garden State L L C [Member] | |
IfrsStatementLineItems [Line Items] | |
Defined term | “ABCO” |
Terms related to ABCO Garden State, LLC secured draw down promissory note | ABCO Garden State, LLC |
New Jersey Cannabis Regulatory Commission [Member] | |
IfrsStatementLineItems [Line Items] | |
Defined term | “CRC” |
Terms related to ABCO Garden State, LLC secured draw down promissory note | New Jersey Cannabis Regulatory Commission |
Secured Draw Down Promissory Note [Member] | |
IfrsStatementLineItems [Line Items] | |
Defined term | “ABCO Promissory Note” |
Terms related to ABCO Garden State, LLC secured draw down promissory note | Secured draw down promissory note |
SIGNIFICANT ACCOUNTING POLICI_4
SIGNIFICANT ACCOUNTING POLICIES AND JUDGMENTS (Details) | 12 Months Ended |
Oct. 31, 2023 | |
Fixtures and fittings [member] | |
IfrsStatementLineItems [Line Items] | |
Amortization Useful life | 7-10 |
Computer equipment [member] | |
IfrsStatementLineItems [Line Items] | |
Amortization Useful life | 3-5 |
Production equipment and other [member] | |
IfrsStatementLineItems [Line Items] | |
Amortization Useful life | 5-10 |
Leasehold improvements [member] | |
IfrsStatementLineItems [Line Items] | |
Amortization Useful life | 15-40 |
SIGNIFICANT ACCOUNTING POLICI_5
SIGNIFICANT ACCOUNTING POLICIES AND JUDGMENTS (Details 1) | 12 Months Ended |
Oct. 31, 2023 | |
Accounts Receivables [Member] | |
IfrsStatementLineItems [Line Items] | |
Classification | Amortized cost |
Cash And Cash Equivalent [Member] | |
IfrsStatementLineItems [Line Items] | |
Classification | Amortized cost |
Marketable Securities [Member] | |
IfrsStatementLineItems [Line Items] | |
Classification | FVTPL |
Warrants Asset [Member] | |
IfrsStatementLineItems [Line Items] | |
Classification | FVTPL |
Accounts Payable And Accrued Liabilitie [Member] | |
IfrsStatementLineItems [Line Items] | |
Classification | Amortized cost |
Long Term Debts [Member] | |
IfrsStatementLineItems [Line Items] | |
Classification | Amortized cost |
Interest Payables [member] | |
IfrsStatementLineItems [Line Items] | |
Classification | Amortized cost |
Convertible Debentures [Member] | |
IfrsStatementLineItems [Line Items] | |
Classification | Amortized cost |
Derivative Liability [Member] | |
IfrsStatementLineItems [Line Items] | |
Classification | FVTPL |
BIOLOGICAL ASSETS (Details)
BIOLOGICAL ASSETS (Details) - USD ($) | 12 Months Ended | |
Oct. 31, 2023 | Oct. 31, 2022 | |
Beginning Balance | $ 1,199,519 | $ 1,188,552 |
Increase in biological assets due to capitalized costs | 6,792,298 | 5,630,863 |
Change in FVLCTS due to biological transformation | 3,355,797 | 3,278,572 |
Transferred to inventory upon harvest | (9,780,792) | (8,898,468) |
Ending Balance | $ 1,566,822 | $ 1,199,519 |
BIOLOGICAL ASSETS (Details 1)
BIOLOGICAL ASSETS (Details 1) - USD ($) | 12 Months Ended | |
Oct. 31, 2023 | Oct. 31, 2022 | |
Estimated selling price per lb | $ 945 | $ 817 |
Impact of change in estimated selling price | $ 340,390 | $ 246,397 |
Estimated stage of growth | 51% | 49% |
Impact of change in estimated stage of growth | $ 280,663 | $ 204,814 |
Estimated flower yield per harvest (lb) | $ 3,283 | $ 2,638 |
Impact of change in estimated flower yield | $ 280,663 | $ 204,814 |
INVENTORY (Details)
INVENTORY (Details) - USD ($) | Oct. 31, 2023 | Oct. 31, 2022 |
Notes and other explanatory information [abstract] | ||
Raw materials | $ 501,433 | $ 134,926 |
Work in process | 3,677,502 | 2,735,000 |
Finished goods | 315,322 | 261,951 |
Ending balance | $ 4,494,257 | $ 3,131,877 |
INVENTORY (Details Narrative)
INVENTORY (Details Narrative) - USD ($) | 12 Months Ended | ||
Oct. 31, 2023 | Oct. 31, 2022 | Oct. 31, 2021 | |
Notes and other explanatory information [abstract] | |||
Inventory expenses | $ 11,155,676 | $ 9,227,439 | $ 3,997,617 |
BUSINESS COMBINATIONS (Details)
BUSINESS COMBINATIONS (Details) - USD ($) | 1 Months Ended | 12 Months Ended | |||
Jul. 13, 2023 | Jan. 10, 2023 | Aug. 30, 2023 | Oct. 31, 2023 | Oct. 31, 2022 | |
IfrsStatementLineItems [Line Items] | |||||
Common shares issued, shares | 10,151,250 | 1,022,025 | 10,151,250 | 1,022,025 | |
Common shares issuable | $ 2,428,656 | $ 270,133 | |||
Golden Harvests L L C [Member] | |||||
IfrsStatementLineItems [Line Items] | |||||
Cash paid, shares | |||||
Cash paid | $ 479,000 | ||||
Cash payable, shares | |||||
Cash payable | $ 370,537 | ||||
Common shares issued, shares | 825,000 | ||||
Common shares issued | $ 122,376 | ||||
Common shares issuable, shares | 200,000 | 200,000 | |||
Common shares issuable | $ 35,806 | $ 35,806 | |||
Total, shares | 1,025,000 | ||||
Total | $ 1,007,719 |
BUSINESS COMBINATIONS (Details
BUSINESS COMBINATIONS (Details 1) | 12 Months Ended |
Oct. 31, 2023 USD ($) | |
Notes and other explanatory information [abstract] | |
Acquisition date fair value | $ 370,537 |
Payments | (8,000) |
Application of prepayments | (4,000) |
Accretion | 1,463 |
Balance – October 31, 2023 and 2022 | $ 360,000 |
BUSINESS COMBINATIONS (Detail_2
BUSINESS COMBINATIONS (Details Narrative) - USD ($) | 1 Months Ended | 12 Months Ended | ||
Jul. 13, 2023 | Jan. 10, 2023 | Aug. 30, 2023 | Oct. 31, 2023 | |
IfrsStatementLineItems [Line Items] | ||||
Common shares issuable | $ 2,428,656 | $ 270,133 | ||
Golden Harvests [Member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Business combination description | On May 1, 2021, the Company acquired a controlling 60% interest in Golden Harvests for aggregate consideration of $1,007,719 comprised of 1,025,000 common shares of the Company with a fair value of $158,181 and cash payments of $849,536. Consideration remaining to be paid at the date of these consolidated financial statements included cash payments of $360,000. | |||
Golden Harvests L L C [Member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Common shares issuable, shares | 200,000 | 200,000 | ||
Common shares issuable | $ 35,806 | $ 35,806 |
LEASES (Details)
LEASES (Details) - USD ($) | 12 Months Ended | |
Oct. 31, 2023 | Oct. 31, 2022 | |
Notes and other explanatory information [abstract] | ||
Balance at beginning | $ 2,301,129 | $ 2,360,438 |
Additions | 2,583,661 | 1,030,429 |
Disposals | (292,763) | |
Interest expense on lease liabilities | 272,521 | 243,360 |
Payments | (1,945,865) | (1,333,098) |
Balance at ending | 2,918,683 | 2,301,129 |
Current | 824,271 | 1,025,373 |
Non-current | $ 2,094,412 | $ 1,275,756 |
LEASES (Details 1)
LEASES (Details 1) | Oct. 31, 2023 USD ($) |
IfrsStatementLineItems [Line Items] | |
Total | $ 3,681,065 |
Later than one year [member] | |
IfrsStatementLineItems [Line Items] | |
Total | 1,108,495 |
Later than one year and not later than five years [member] | |
IfrsStatementLineItems [Line Items] | |
Total | $ 2,572,570 |
OTHER INVESTMENTS, PURCHASE D_2
OTHER INVESTMENTS, PURCHASE DEPOSITS AND NOTES RECEIVABLE (Details Narrative) | 12 Months Ended |
Oct. 31, 2023 USD ($) | |
IfrsStatementLineItems [Line Items] | |
Total consideration | $ 750,000 |
High Street Capital Partners [Member] | |
IfrsStatementLineItems [Line Items] | |
Total consideration | $ 3,000,000 |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details) - USD ($) | 12 Months Ended | |
Oct. 31, 2023 | Oct. 31, 2022 | |
IfrsStatementLineItems [Line Items] | ||
Property and equipment, beginning | $ 12,821,244 | $ 8,833,570 |
Additions | 4,008,866 | 4,000,874 |
Disposals | (606,908) | (13,200) |
Property and equipment, ending | 16,223,202 | 12,821,244 |
Accumulated amortization property and equipment, beginning | 5,086,343 | 3,090,986 |
Amortization for the period | 2,515,714 | 2,002,307 |
Accumulated Amortization Disposals | (132,121) | (6,950) |
Accumulated amortization property and equipment, ending | 7,469,936 | 5,086,343 |
Net Book Value | 8,753,266 | 7,734,901 |
Computer equipment [member] | ||
IfrsStatementLineItems [Line Items] | ||
Property and equipment, beginning | 16,283 | 16,283 |
Additions | ||
Disposals | ||
Property and equipment, ending | 16,283 | 16,283 |
Accumulated amortization property and equipment, beginning | 16,283 | 16,283 |
Amortization for the period | ||
Accumulated Amortization Disposals | ||
Accumulated amortization property and equipment, ending | 16,283 | 16,283 |
Net Book Value | ||
Production equipment and other [member] | ||
IfrsStatementLineItems [Line Items] | ||
Property and equipment, beginning | 543,032 | 511,167 |
Additions | 434,736 | 34,690 |
Disposals | (3,339) | (2,825) |
Property and equipment, ending | 974,429 | 543,032 |
Accumulated amortization property and equipment, beginning | 309,405 | 196,103 |
Amortization for the period | 94,518 | 114,197 |
Accumulated Amortization Disposals | (2,584) | (895) |
Accumulated amortization property and equipment, ending | 401,339 | 309,405 |
Net Book Value | 573,090 | 233,627 |
Leasehold improvements [member] | ||
IfrsStatementLineItems [Line Items] | ||
Property and equipment, beginning | 7,982,520 | 4,978,088 |
Additions | 990,469 | 3,014,807 |
Disposals | (3,862) | (10,375) |
Property and equipment, ending | 8,969,127 | 7,982,520 |
Accumulated amortization property and equipment, beginning | 2,717,541 | 2,017,029 |
Amortization for the period | 1,108,228 | 706,567 |
Accumulated Amortization Disposals | (802) | (6,055) |
Accumulated amortization property and equipment, ending | 3,824,967 | 2,717,541 |
Net Book Value | 5,144,160 | 5,264,979 |
Right-of-use assets [member] | ||
IfrsStatementLineItems [Line Items] | ||
Property and equipment, beginning | 4,279,409 | 3,328,032 |
Additions | 2,583,661 | 951,377 |
Disposals | (599,707) | |
Property and equipment, ending | 6,263,363 | 4,279,409 |
Accumulated amortization property and equipment, beginning | 2,043,114 | 861,571 |
Amortization for the period | 1,312,968 | 1,181,543 |
Accumulated Amortization Disposals | (128,735) | |
Accumulated amortization property and equipment, ending | 3,227,347 | 2,043,114 |
Net Book Value | $ 3,036,016 | $ 2,236,295 |
PROPERTY AND EQUIPMENT (Detai_2
PROPERTY AND EQUIPMENT (Details Narrative) - USD ($) | 12 Months Ended | ||
Oct. 31, 2023 | Oct. 31, 2022 | Oct. 31, 2021 | |
Property And Equipment | |||
Amortization capitalized | $ 1,937,073 | $ 1,251,391 | |
Amortization expense | $ 578,641 | $ 750,916 | $ 180,015 |
INTANGIBLE ASSETS AND GOODWIL_2
INTANGIBLE ASSETS AND GOODWILL (Details) - USD ($) | 12 Months Ended | |
Oct. 31, 2023 | Oct. 31, 2022 | |
Intangible Assets And Goodwill | ||
Indefinite lived intangible assets and goodwill | $ 725,668 | $ 399,338 |
Additions - grower licenses | 326,330 | |
Indefinite lived intangible assets and goodwill | $ 725,668 | $ 725,668 |
LONG-TERM DEBT (Details)
LONG-TERM DEBT (Details) - USD ($) | 12 Months Ended | |
Oct. 31, 2023 | Oct. 31, 2022 | |
IfrsStatementLineItems [Line Items] | ||
Non-current portion | $ 102,913 | $ 839,222 |
Note 10. 1 [Member] | ||
IfrsStatementLineItems [Line Items] | ||
Balance - October 31, 2022 | 1,250,000 | |
Additions to debt | 1,250,000 | |
Settlement of debt | ||
Interest accretion | ||
Debt payments | (900,000) | |
Balance - October 31, 2023 | 350,000 | 1,250,000 |
Current portion | 350,000 | |
Non-current portion | ||
Note 10. 2 [Member] | ||
IfrsStatementLineItems [Line Items] | ||
Balance - October 31, 2022 | 600,572 | |
Additions to debt | 100,000 | |
Settlement of debt | (706,352) | |
Interest accretion | 5,780 | |
Debt payments | ||
Balance - October 31, 2023 | ||
Current portion | ||
Non-current portion | ||
Note 10. 3 [Member] | ||
IfrsStatementLineItems [Line Items] | ||
Balance - October 31, 2022 | 303,110 | 249,064 |
Additions to debt | ||
Settlement of debt | ||
Interest accretion | 96,985 | 79,046 |
Debt payments | (25,000) | (25,000) |
Balance - October 31, 2023 | 375,095 | 303,110 |
Current portion | 334,395 | |
Non-current portion | 40,700 | |
Note 10. 4 [Member] | ||
IfrsStatementLineItems [Line Items] | ||
Balance - October 31, 2022 | 327,010 | 280,567 |
Additions to debt | ||
Settlement of debt | ||
Interest accretion | 83,752 | 71,443 |
Debt payments | (25,000) | (25,000) |
Balance - October 31, 2023 | 385,762 | 327,010 |
Current portion | 344,118 | |
Non-current portion | 41,644 | |
Note 10. 5 [Member] | ||
IfrsStatementLineItems [Line Items] | ||
Balance - October 31, 2022 | 150,000 | |
Additions to debt | ||
Settlement of debt | ||
Interest accretion | ||
Debt payments | (150,000) | |
Balance - October 31, 2023 | ||
Current portion | ||
Non-current portion | ||
Note 10. 6 [Member] | ||
IfrsStatementLineItems [Line Items] | ||
Balance - October 31, 2022 | 167,091 | 142,997 |
Additions to debt | ||
Settlement of debt | ||
Interest accretion | 43,006 | 36,594 |
Debt payments | (12,500) | (12,500) |
Balance - October 31, 2023 | 197,597 | 167,091 |
Current portion | 177,028 | |
Non-current portion | 20,569 | |
Note 10. 7 [Member] | ||
IfrsStatementLineItems [Line Items] | ||
Balance - October 31, 2022 | 561,611 | 786,461 |
Additions to debt | ||
Settlement of debt | ||
Interest accretion | 187,782 | 295,453 |
Debt payments | (669,330) | (520,303) |
Balance - October 31, 2023 | 80,063 | 561,611 |
Current portion | 80,063 | |
Non-current portion | ||
Total [Member] | ||
IfrsStatementLineItems [Line Items] | ||
Balance - October 31, 2022 | 2,608,822 | 2,209,661 |
Additions to debt | 1,350,000 | |
Settlement of debt | (706,352) | |
Interest accretion | 411,525 | 488,316 |
Debt payments | (1,631,830) | (732,803) |
Balance - October 31, 2023 | 1,388,517 | $ 2,608,822 |
Current portion | 1,285,604 | |
Non-current portion | $ 102,913 |
LONG-TERM DEBT (Details Narrati
LONG-TERM DEBT (Details Narrative) - USD ($) | 1 Months Ended | 12 Months Ended | ||||||||||||||||
May 01, 2023 | Apr. 14, 2022 | Sep. 09, 2021 | May 02, 2021 | Dec. 02, 2020 | Aug. 17, 2023 | Jun. 20, 2022 | Jan. 27, 2021 | Nov. 23, 2020 | Mar. 20, 2020 | Oct. 31, 2023 | Oct. 31, 2022 | Oct. 31, 2021 | Oct. 31, 2020 | Dec. 31, 2023 | Nov. 01, 2023 | Aug. 02, 2023 | Aug. 01, 2022 | |
IfrsStatementLineItems [Line Items] | ||||||||||||||||||
Principal amount | $ 1,250,000 | $ 800,000 | $ 250,000 | $ 150,000 | $ 250,000 | $ 125,000 | $ 600,000 | $ 50,000 | ||||||||||
Due to related party | $ 500,000 | $ 750,000 | ||||||||||||||||
Secured promissory note description | On August 1, 2022, the terms of the Secured Promissory Note between GR Distribution and HSCP, were amended. As amended, the Secured Promissory Note will be fully settled by two principal amounts of $500,000 and $750,000 due on May 1, 2023. Beginning on August 1, 2022, and continuing until repaid in full, the unpaid portion of the First Principal Amount will accrue simple interest at a rate per annum of 12.5%, payable monthly. In the event the Company raises capital, principal payments shall be made as follows. If the capital raise is less than or equal to $2 million, then 25% of the capital raise shall be paid against the First Principal Payment; if the capital raise is greater than $2 million and less than or equal to $3 million, then $250,000 shall be paid against the First Principal Payment; and if the capital raise is greater than $3 million, then $500,000 shall be paid against the First Principal Payment. | |||||||||||||||||
Principal Of payments | $ 500,000 | $ 2,816,250 | ||||||||||||||||
Interest payable | $ 500,000 | $ 200,000 | $ 150,000 | $ 150,000 | ||||||||||||||
Prepayments | $ 900,000 | |||||||||||||||||
Proceeds from debt | $ 600,000 | $ 100,000 | ||||||||||||||||
Principal payment | $ 700,000 | |||||||||||||||||
Number of share transfer | 2,362,204 | |||||||||||||||||
Gain on debt settlement | $ 449,684 | $ (455,674) | ||||||||||||||||
Note payable | $ 227,056 | |||||||||||||||||
Interest rate | 10% | 10% | 10% | 10% | ||||||||||||||
Maturity date | Jan. 14, 2024 | Dec. 31, 2021 | Jan. 27, 2024 | Nov. 23, 2023 | ||||||||||||||
Interest rate, amortized cost | 33% | 27% | 27% | |||||||||||||||
Other fees | $ 10,000 | 75,000 | ||||||||||||||||
Secured debt | 600,000 | |||||||||||||||||
Royalty received | $ 100,000 | |||||||||||||||||
Accrued interest payable on long-term debt | 0 | 0 | ||||||||||||||||
Note 10. 3 [Member] | ||||||||||||||||||
IfrsStatementLineItems [Line Items] | ||||||||||||||||||
Principal Of payments | 25,000 | 25,000 | ||||||||||||||||
Note 10. 4 [Member] | ||||||||||||||||||
IfrsStatementLineItems [Line Items] | ||||||||||||||||||
Principal Of payments | 25,000 | 25,000 | ||||||||||||||||
Note 10. 6 [Member] | ||||||||||||||||||
IfrsStatementLineItems [Line Items] | ||||||||||||||||||
Principal Of payments | 12,500 | 12,500 | ||||||||||||||||
Note 10. 7 [Member] | ||||||||||||||||||
IfrsStatementLineItems [Line Items] | ||||||||||||||||||
Principal Of payments | $ 669,330 | $ 520,303 |
CONVERTIBLE DEBENTURES (Details
CONVERTIBLE DEBENTURES (Details) | 12 Months Ended |
Oct. 31, 2023 USD ($) | |
Note 11. 1 [Member] | |
IfrsStatementLineItems [Line Items] | |
Balance - October 31, 2022 | |
Additions to debt | 2,000,000 |
Derivative liability recognition | (783,856) |
Debt settlement through conversion of shares (Note 11.1.1) | (1,174,639) |
Interest accretion | 343,556 |
Debt payments | (137,745) |
Balance - October 31, 2023 | 247,316 |
Current portion | |
Non-current portion | 247,316 |
Note 11. 2 [Member] | |
IfrsStatementLineItems [Line Items] | |
Balance - October 31, 2022 | |
Additions to debt | 6,000,000 |
Derivative liability recognition | (3,982,944) |
Debt settlement through conversion of shares (Note 11.1.1) | |
Interest accretion | 271,651 |
Debt payments | (123,261) |
Balance - October 31, 2023 | 2,165,446 |
Current portion | |
Non-current portion | 2,165,446 |
Total [Member] | |
IfrsStatementLineItems [Line Items] | |
Balance - October 31, 2022 | |
Additions to debt | 8,000,000 |
Derivative liability recognition | (4,766,800) |
Debt settlement through conversion of shares (Note 11.1.1) | (1,174,639) |
Interest accretion | 615,207 |
Debt payments | (261,006) |
Balance - October 31, 2023 | 2,412,762 |
Current portion | |
Non-current portion | $ 2,412,762 |
CONVERTIBLE DEBENTURES (Detai_2
CONVERTIBLE DEBENTURES (Details 1) - Derivative Liability One [Member] | 12 Months Ended |
Oct. 31, 2023 | |
IfrsStatementLineItems [Line Items] | |
Expected dividend yield | Nil |
Risk-free interest rate | 4.67% |
Expected life | 2 years 1 month 2 days |
Expected volatility | 99% |
CONVERTIBLE DEBENTURES (Detai_3
CONVERTIBLE DEBENTURES (Details 2) - Derivative Liability Two [Member] | 12 Months Ended |
Oct. 31, 2023 | |
IfrsStatementLineItems [Line Items] | |
Expected dividend yield | Nil |
Risk-free interest rate | 4.18% |
Expected life | 3 years 8 months 12 days |
Expected volatility | 99% |
CONVERTIBLE DEBENTURES (Detai_4
CONVERTIBLE DEBENTURES (Details 3) - Derivative Liability Three [Member] | 12 Months Ended |
Oct. 31, 2023 | |
IfrsStatementLineItems [Line Items] | |
Expected dividend yield | Nil |
Risk-free interest rate | 4.18% |
Expected life | 4 years |
Expected volatility | 99% |
CONVERTIBLE DEBENTURES (Detai_5
CONVERTIBLE DEBENTURES (Details Narrative) | 1 Months Ended | 12 Months Ended | |||||||||
Jul. 13, 2023 USD ($) shares | Jul. 13, 2023 $ / shares | May 01, 2023 USD ($) | Mar. 05, 2023 $ / shares | Dec. 05, 2022 USD ($) shares | Dec. 05, 2022 $ / shares | Mar. 05, 2021 $ / shares | Aug. 30, 2023 shares | Aug. 17, 2023 USD ($) | Oct. 31, 2023 USD ($) $ / shares shares | Oct. 31, 2022 shares | |
IfrsStatementLineItems [Line Items] | |||||||||||
Aggregate principal amount | $ 5,000,000 | $ 2,000,000 | |||||||||
Conversion Price | $ / shares | $ 0.24 | $ 0.20 | |||||||||
Shares and warrants issued | shares | 13,737,500 | 6,716,499 | |||||||||
Exercise price | $ / shares | 0.28 | 0.25 | |||||||||
Shares price | $ / shares | $ 0.40 | $ 0.30 | $ 0.40 | $ 0.225 | $ 0.20 | ||||||
Common shares | shares | 10,151,250 | 1,022,025 | 10,151,250 | 1,022,025 | |||||||
Principal Of payments | $ 500,000 | $ 2,816,250 | |||||||||
Derivative Liability One [Member] | |||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||
Derivative liability | $ 490,195 | ||||||||||
Derivative Liability Two [Member] | |||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||
Derivative liability | 6,053,927 | ||||||||||
Derivative Liability Three [Member] | |||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||
Derivative liability | 1,264,378 | ||||||||||
Convertible Debentures [Member] | |||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||
Convertible debts | 1,040,662 | ||||||||||
Aggregate Total Convertible Debt | $ 133,977 | ||||||||||
Gross proceeds | 1,000,000 | ||||||||||
Principal Of payments | $ 6,000,000 |
SHARE CAPITAL AND SHARES ISSU_2
SHARE CAPITAL AND SHARES ISSUABLE (Details Narrative) | 1 Months Ended | 12 Months Ended | ||||||||||||||
Jul. 13, 2023 USD ($) shares | Jan. 10, 2023 USD ($) shares | Dec. 09, 2021 USD ($) shares | Dec. 09, 2021 CAD ($) $ / shares shares | Mar. 05, 2021 USD ($) shares | Mar. 05, 2021 CAD ($) $ / shares shares | Feb. 05, 2021 USD ($) shares | Jan. 14, 2021 USD ($) shares | Aug. 30, 2023 USD ($) shares | Apr. 30, 2021 USD ($) shares | Apr. 30, 2021 $ / shares | Apr. 30, 2021 shares | Oct. 31, 2023 USD ($) shares | Oct. 31, 2023 CAD ($) shares | Oct. 31, 2022 USD ($) shares | Oct. 31, 2021 USD ($) shares | |
IfrsStatementLineItems [Line Items] | ||||||||||||||||
Common shares issuable | $ | $ 2,428,656 | $ 270,133 | ||||||||||||||
Common shares | 10,151,250 | 1,022,025 | 10,151,250 | 10,151,250 | 1,022,025 | |||||||||||
Stock issued to employees for compensation, shares | 529,335 | 529,335 | 534,294 | |||||||||||||
Stock issued to employees for compensation | $ | $ 59,796 | $ 95,294 | ||||||||||||||
Proceeds from private placement | $ 1,300,000 | $ 1,645,800 | ||||||||||||||
Number of issuance of common shares | 13,166,400 | 13,166,400 | ||||||||||||||
Purchase price | $ / shares | $ 0.125 | |||||||||||||||
Proceeds from private placement | $ | $ 300,000 | |||||||||||||||
Number of shares received | 3,038,400 | 3,038,400 | ||||||||||||||
Number of common shares issued | 10,231,784 | 23,162,579 | 1,953,125 | 600,000 | ||||||||||||
Fair value of common shares | $ | $ 1,225,000 | $ 916,290 | $ 107,461 | |||||||||||||
Number of shares issued | 2,031,784 | 200,000 | 200,000 | 25,000 | ||||||||||||
Proceeds from issuance of common shares | $ | $ 200,000 | |||||||||||||||
Number of warrants issued | 2,444,444 | 2,444,444 | 8,200,000 | |||||||||||||
Proceeds from issuance of warrants | $ 3,738,564 | $ 4,737,800 | $ 1,025,000 | $ 3,738,564 | ||||||||||||
Proceeds from issuance of private placemen | $ | $ 15,148 | |||||||||||||||
Fair value of shares issued | $ | 2,103 | |||||||||||||||
Shares issued to partner creditor, shares | 400,000 | |||||||||||||||
Shares issued to partner creditor | $ | $ 36,310 | $ 36,310 | ||||||||||||||
Number of common shares issued to extend milestone payment | 200,000 | |||||||||||||||
Warrant price, per share | $ / shares | $ 0.225 | $ 0.30 | ||||||||||||||
Other expenses | $ | $ 485,722 | |||||||||||||||
Fair value of Agent Warrants | $ | $ 210,278 | |||||||||||||||
Principal conversion amount | $ 1,311,111 | $ 1,042,951 | ||||||||||||||
Number of shares converted | 10,488,884 | 10,488,884 | ||||||||||||||
Value of derivative liabilities settled with conversions allocated to equity | $ | $ 1,833,731 | |||||||||||||||
Special Warrants [Member] | ||||||||||||||||
IfrsStatementLineItems [Line Items] | ||||||||||||||||
Number of warrants issued | 21,056,890 | 21,056,890 | ||||||||||||||
Warrants [member] | ||||||||||||||||
IfrsStatementLineItems [Line Items] | ||||||||||||||||
Number of common shares issued | 23,162,579 | |||||||||||||||
Number of warrants issued | 23,162,579 | 23,162,579 | ||||||||||||||
Common Shares [Member] | ||||||||||||||||
IfrsStatementLineItems [Line Items] | ||||||||||||||||
Number of common shares issued | 100,908 | 100,908 | 400,000 | |||||||||||||
Fair value of common shares | $ | $ 14,187 | |||||||||||||||
Golden Harvests L L C [Member] | ||||||||||||||||
IfrsStatementLineItems [Line Items] | ||||||||||||||||
Common shares issuable, shares | 200,000 | 200,000 | 200,000 | |||||||||||||
Common shares issuable | $ | $ 35,806 | $ 35,806 | ||||||||||||||
Common shares | 825,000 | 825,000 |
WARRANTS (Details)
WARRANTS (Details) - Warrants [member] - $ / shares | 12 Months Ended | ||
Oct. 31, 2023 | Oct. 31, 2022 | Oct. 31, 2021 | |
IfrsStatementLineItems [Line Items] | |||
Number of Warrants outstanding at beginning | 33,510,696 | 56,919,787 | 44,158,331 |
Weighted Average Exercise Price, Warrants outstanding at beginning | $ 0.28 | $ 0.22 | $ 0.33 |
Warrants Issued pursuant to private placement | 8,200,000 | ||
Weighted Average Exercise Price,Issued pursuant to private placement | $ 0.20 | ||
Warrants Issued pursuant to the Offering | 23,162,579 | ||
Weighted Average Exercise Price,Issued pursuant to the Offering | $ 0.30 | ||
Expiration of broker warrants | (757,125) | ||
Weighted Average Exercise Price, Expiration of broker warrants | $ 0.44 | ||
Expiration of warrants | (17,843,998) | ||
Weighted Average Exercise Price, Expiration of warrants | $ 0.55 | ||
Expiration of warrants pursuant to convertible debt deemed re-issuance | (8,409,091) | ||
Weighted Average Exercise Price, Expiration of warrants pursuant to convertible debt deemed re-issuance | $ 0.16 | ||
Expiration of warrants issued pursuant to private placement to PBIC | (15,000,000) | ||
Weighted Average Exercise Price, Expiration of warrants issued pursuant to private placement to PBIC | $ 0.13 | ||
Issuance pursuant to the December Convertible Debentures (Note 11.1) | 6,716,499 | ||
Weighted Average Exercise Price, Issuance pursuant to the December Convertible Debentures (Note 11.1) | $ 0.25 | ||
Issuance pursuant to the July Convertible Debentures (Note 11.2) | 13,737,500 | ||
Weighted Average Exercise Price, Issuance pursuant to the July Convertible Debentures (Note 11.2) | $ 0.28 | ||
Issuance pursuant to the August Convertible Debentures (Note 11.2.1) | 2,816,250 | ||
Weighted Average Exercise Price, Issuance pursuant to the August Convertible Debentures (Note 11.2.1) | $ 0.28 | ||
Issued pursuant to the Consulting Agreement with Goodness Growth (Note 13.2) | 8,500,000 | ||
Weighted Average Exercise Price, Issued pursuant to the Consulting Agreement with Goodness Growth (Note 13.2) | $ 0.33 | ||
Expiration of warrants pursuant to Feb 2021 subscription | (8,200,000) | ||
Weighted Average Exercise Price, Expiration of warrants pursuant to Feb 2021 subscription | $ 0.20 | ||
Expiration of warrants pursuant to the Offering (Special warrant issue) | (23,162,579) | ||
Weighted Average Exercise Price, Expiration of warrants pursuant to the Offering (Special warrant issue) | $ 0.30 | ||
Expiration of warrants pursuant to terminate purchase agreement | (2,148,117) | ||
Weighted Average Exercise Price, Expiration of warrants pursuant to terminate purchase agreement | $ 0.44 | ||
Number of Warrants outstanding at ending | 31,770,249 | 33,510,696 | 56,919,787 |
Weighted Average Exercise Price, Warrants outstanding at ending | $ 0.29 | $ 0.28 | $ 0.22 |
WARRANTS (Details 1)
WARRANTS (Details 1) - $ / shares | 12 Months Ended | ||
Jul. 13, 2023 | Dec. 05, 2022 | Oct. 31, 2023 | |
IfrsStatementLineItems [Line Items] | |||
Exercise Price | $ 0.28 | $ 0.25 | |
Exercise Price 2 [Member] | |||
IfrsStatementLineItems [Line Items] | |||
Remaining Contractual Life (Years) | 3 years 2 months 4 days | ||
Warrants [member] | |||
IfrsStatementLineItems [Line Items] | |||
Exercise Price | $ 0.29 | ||
Warrants Outstanding | 31,770,249 | ||
Warrants [member] | Exercise Price 1 [Member] | |||
IfrsStatementLineItems [Line Items] | |||
Exercise Price | $ 0.25 | ||
Remaining Contractual Life (Years) | 2 years 1 month 2 days | ||
Expiry Date | Dec. 02, 2025 | ||
Warrants [member] | Exercise Price 2 [Member] | |||
IfrsStatementLineItems [Line Items] | |||
Exercise Price | $ 0.28 | ||
Remaining Contractual Life (Years) | 2 years 8 months 12 days | ||
Expiry Date | Jul. 13, 2026 | ||
Warrants [member] | Exercise Price 3 [Member] | |||
IfrsStatementLineItems [Line Items] | |||
Exercise Price | $ 0.28 | ||
Remaining Contractual Life (Years) | 2 years 9 months 18 days | ||
Expiry Date | Aug. 17, 2026 | ||
Warrants [member] | Exercise Price 4 [Member] | |||
IfrsStatementLineItems [Line Items] | |||
Exercise Price | $ 0.33 | ||
Remaining Contractual Life (Years) | 4 years 11 months 4 days | ||
Expiry Date | Oct. 05, 2028 | ||
Exercise Price 1 [Member] | |||
IfrsStatementLineItems [Line Items] | |||
Warrants Outstanding | 6,716,499 | ||
Exercise Price 2 [Member] | |||
IfrsStatementLineItems [Line Items] | |||
Warrants Outstanding | 13,737,500 | ||
Exercise Price 3 [Member] | |||
IfrsStatementLineItems [Line Items] | |||
Warrants Outstanding | 2,816,250 | ||
Exercise Price 4 [Member] | |||
IfrsStatementLineItems [Line Items] | |||
Warrants Outstanding | 8,500,000 |
WARRANTS (Details 2)
WARRANTS (Details 2) - Warrants [member] | 12 Months Ended |
Oct. 31, 2023 $ / shares | |
IfrsStatementLineItems [Line Items] | |
Expected (strike) price | $ 0.328 |
Risk-free interest rate | 4.18% |
Expected life | 4 years 11 months 8 days |
Expected volatility | 99% |
WARRANTS (Details Narrative)
WARRANTS (Details Narrative) | 1 Months Ended | 12 Months Ended | ||||||||
Oct. 05, 2023 shares | Jul. 13, 2023 $ / shares | Mar. 05, 2023 $ / shares | Dec. 05, 2022 $ / shares | Mar. 05, 2021 $ / shares shares | Feb. 05, 2021 shares | Feb. 03, 2024 shares | Oct. 31, 2023 USD ($) $ / shares shares | May 24, 2023 USD ($) | Oct. 31, 2022 USD ($) | |
IfrsStatementLineItems [Line Items] | ||||||||||
Number of warrants issued | 2,444,444 | 8,200,000 | ||||||||
Issue price | $ / shares | $ 0.40 | $ 0.30 | $ 0.40 | $ 0.225 | $ 0.20 | |||||
Warrants purchase | 23,270,249 | |||||||||
Fair value recognized | $ | $ 1,232,253 | |||||||||
Warrants issued | 1,232,253 | 167,912 | ||||||||
Warrants asset (Note 13.2) | $ | $ 1,361,366 | |||||||||
Warrants [member] | ||||||||||
IfrsStatementLineItems [Line Items] | ||||||||||
Number of warrants issued | 23,162,579 | |||||||||
Voting shares | 10,000,000 | |||||||||
Issued pursuant to the Consulting Agreement with Goodness Growth (Note 13.2) | 8,500,000 | |||||||||
Warrants purchase | 8,500,000 | |||||||||
Agent Brokered Private Placement Of Special Warrants [Member] | ||||||||||
IfrsStatementLineItems [Line Items] | ||||||||||
Number of warrants issued | 1,127,758 | |||||||||
Advisory Warrants [Member] | ||||||||||
IfrsStatementLineItems [Line Items] | ||||||||||
Number of warrants issued | 113,500 |
STOCK OPTIONS (Details)
STOCK OPTIONS (Details) - $ / shares | 12 Months Ended | ||
Oct. 31, 2023 | Oct. 31, 2022 | Oct. 31, 2021 | |
Stock Options | |||
Number of stock option at beginning | 4,910,000 | 5,765,000 | 3,720,000 |
Exercise price at beginning | $ 0.18 | $ 0.20 | $ 0.19 |
Number of stock option, Granted to employees | 3,650,000 | 605,000 | 3,085,000 |
Exercise price of stock option, Granted to employees | $ 0.15 | $ 0.15 | $ 0.20 |
Number of stock option, Forfeitures by service provider | (500,000) | (65,000) | |
Exercise price of stock option, Forfeitures by service provider | $ 0.44 | $ 0.15 | |
Number of stock option, Forfeitures by employees | (960,000) | (965,000) | |
Exercise price of stock option, Forfeitures by employees | $ 0.15 | $ 0.15 | |
Number of stock option, Forfeiture by employees | (10,000) | ||
Exercise price of stock option, Forfeiture by employees | $ 0.22 | ||
Number of stock option, Granted to employees | 400,000 | ||
Exercise price of stock options, Granted to employees | $ 0.30 | ||
Number of stock option, granted to service providers | 2,750,000 | ||
Exercise price of stock option, granted to service providers | $ 0.15 | ||
Number of stock option, expiration of option to employees | (430,000) | ||
Exercise price of stock option, expiration of option to employees | $ 0.15 | ||
Number of stock option, expiration of options to employees | (75,000) | ||
Exercise price of stock option, expiration of options to employees | $ 0.22 | ||
Number of stock option at ending | 11,205,000 | 4,910,000 | 5,765,000 |
Exercise price at ending | $ 0.17 | $ 0.18 | $ 0.20 |
STOCK OPTIONS (Details 1)
STOCK OPTIONS (Details 1) - Options [Member] | 12 Months Ended |
Oct. 31, 2023 | |
IfrsStatementLineItems [Line Items] | |
Expected dividend yield | Nil |
Risk-free interest rate | 3.89% |
Expected life | 4 years |
Expected volatility | 86% |
STOCK OPTIONS (Details 2)
STOCK OPTIONS (Details 2) | 12 Months Ended |
Oct. 31, 2023 shares | |
IfrsStatementLineItems [Line Items] | |
Number granted | 6,800,000 |
Options [Member] | |
IfrsStatementLineItems [Line Items] | |
Number granted | 200,000 |
Vesting terms | 1/3 on each anniversary of grant date |
Options One [Member] | |
IfrsStatementLineItems [Line Items] | |
Number granted | 200,000 |
Vesting terms | 50% on one year anniversary of grant date, 50% on second anniversary of grant date |
Options Two [Member] | |
IfrsStatementLineItems [Line Items] | |
Number granted | 400,000 |
Vesting terms | Fully vested on grant date |
Options Three [Member] | |
IfrsStatementLineItems [Line Items] | |
Number granted | 6,000,000 |
Vesting terms | Vest on one year anniversary of grant date |
STOCK OPTIONS (Details 3)
STOCK OPTIONS (Details 3) - Options One [Member] | 12 Months Ended |
Oct. 31, 2022 | |
IfrsStatementLineItems [Line Items] | |
Expected dividend yield | Nil |
Risk-free interest rate | 2.20% |
Expected life | 4 years |
Expected volatility | 86% |
STOCK OPTIONS (Details 4)
STOCK OPTIONS (Details 4) - Options Two [Member] | 12 Months Ended |
Oct. 31, 2021 | |
IfrsStatementLineItems [Line Items] | |
Expected dividend yield | Nil |
Risk-free interest rate | 55% |
Expected life | 4 years |
Expected volatility | 98% |
STOCK OPTIONS (Details 5)
STOCK OPTIONS (Details 5) - $ / shares | 12 Months Ended | |
Oct. 31, 2023 | Oct. 31, 2022 | |
IfrsStatementLineItems [Line Items] | ||
Exercise Price | $ 0.17 | |
Stock Options Outstanding | 11,205,000 | |
Number exercisable | 4,617,500 | |
Remaining Contractual Life (Years) | 2 years 4 months 24 days | |
Options [Member] | Exercise Prices 1 [Member] | ||
IfrsStatementLineItems [Line Items] | ||
Exercise Price | $ 0.15 | |
Stock Options Outstanding | 1,845,000 | |
Number exercisable | 1,782,500 | |
Remaining Contractual Life (Years) | 8 months 12 days | |
Expiry period | July 2024 | |
Options [Member] | Exercise Prices 2 [Member] | ||
IfrsStatementLineItems [Line Items] | ||
Exercise Price | $ 0.15 | |
Stock Options Outstanding | 200,000 | |
Number exercisable | 200,000 | |
Remaining Contractual Life (Years) | 1 year 1 month 6 days | |
Expiry period | November 2024 | |
Options [Member] | Exercise Prices 3 [Member] | ||
IfrsStatementLineItems [Line Items] | ||
Exercise Price | $ 0.30 | |
Stock Options Outstanding | 1,000,000 | |
Number exercisable | 850,000 | |
Remaining Contractual Life (Years) | 1 year 6 months | |
Expiry period | April 2025 | |
Options [Member] | Exercise Prices 4 [Member] | ||
IfrsStatementLineItems [Line Items] | ||
Exercise Price | $ 0.16 | |
Stock Options Outstanding | 1,150,000 | |
Number exercisable | 1,150,000 | |
Remaining Contractual Life (Years) | 1 year 7 months 6 days | |
Expiry period | May 2025 | |
Options [Member] | Exercise Prices 5 [Member] | ||
IfrsStatementLineItems [Line Items] | ||
Exercise Price | $ 0.15 | |
Stock Options Outstanding | 85,000 | |
Number exercisable | 85,000 | |
Remaining Contractual Life (Years) | 2 years | |
Expiry period | November 2025 | |
Options [Member] | Exercise Prices 6 [Member] | ||
IfrsStatementLineItems [Line Items] | ||
Exercise Price | $ 0.15 | |
Stock Options Outstanding | 300,000 | |
Number exercisable | 150,000 | |
Remaining Contractual Life (Years) | 2 years 6 months | |
Expiry period | April 2026 | |
Options [Member] | Exercise Prices 7 [Member] | ||
IfrsStatementLineItems [Line Items] | ||
Exercise Price | $ 0.15 | |
Stock Options Outstanding | 6,225,000 | |
Number exercisable | 400,000 | |
Remaining Contractual Life (Years) | 3 years 2 months 12 days | |
Expiry period | January 2027 | |
Options [Member] | Exercise Prices 8 [Member] | ||
IfrsStatementLineItems [Line Items] | ||
Exercise Price | $ 0.30 | |
Stock Options Outstanding | 400,000 | |
Number exercisable | ||
Remaining Contractual Life (Years) | 3 years 10 months 24 days | |
Expiry period | September 2027 |
STOCK OPTIONS (Details Narrativ
STOCK OPTIONS (Details Narrative) | 12 Months Ended | |||
Oct. 31, 2023 USD ($) | Oct. 31, 2023 CAD ($) | Oct. 31, 2022 USD ($) | Oct. 31, 2021 USD ($) | |
Warrants One [Member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Fair value of warrants | $ 450,325 | $ 611,439 | $ 23,260 | $ 272,918 |
CHANGES IN NON-CASH WORKING C_3
CHANGES IN NON-CASH WORKING CAPITAL (Details) - USD ($) | Oct. 31, 2023 | Oct. 31, 2022 | Oct. 31, 2021 |
Changes In Non-cash Working Capital | |||
Accounts receivable | $ (465,465) | $ (904,711) | $ (412,060) |
Inventory and biological assets | (767,636) | (94,595) | (1,359,567) |
Prepaid expenses and other assets | (40,513) | 5,267 | (196,261) |
Accounts payable and accrued liabilities | 569,451 | (124,334) | (294,846) |
Interest payable | (13,750) | 4,383 | |
Unearned revenue | (28,024) | (95,389) | |
Deferred rent | (10,494) | ||
Income taxes payable | 55,024 | 56,401 | 137,131 |
Total | $ (677,163) | $ (1,171,111) | $ (2,131,714) |
SUPPLEMENTAL CASH FLOW DISCLO_3
SUPPLEMENTAL CASH FLOW DISCLOSURE (Details) - USD ($) | 12 Months Ended | ||
Oct. 31, 2023 | Oct. 31, 2022 | Oct. 31, 2021 | |
Notes and other explanatory information [abstract] | |||
Interest paid | $ 358,154 | $ 400,630 | $ 168,924 |
Fair value of common shares issued and issuable for services | $ 59,796 | $ 133,826 | |
Fair value of common shares issued to Golden Harvests | 109,564 | ||
Fair value of common shares issued to Golden Harvests creditor | $ 36,310 | ||
Right-of-use assets acquired through leases (Note 7) | 2,583,660 | 1,030,429 | 2,642,588 |
Conversion of debenture into common shares | 2,698,789 | 916,290 | |
Derivative liability recognized as contributed surplus upon debenture conversion | 1,833,731 | ||
Note payable to HSCP used to acquire assets (Note 10.1) | $ 350,000 | $ 1,250,000 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) - USD ($) | 12 Months Ended | ||
Oct. 31, 2023 | Oct. 31, 2022 | Oct. 31, 2021 | |
Salaries and consulting fees | $ 880,195 | $ 1,118,694 | $ 875,058 |
Share-based compensation | 13,043 | 70,040 | |
Stock option expense | 161,422 | 20,082 | 64,436 |
Total | $ 1,041,617 | $ 1,151,819 | $ 1,009,534 |
RELATED PARTY TRANSACTIONS (D_2
RELATED PARTY TRANSACTIONS (Details 1) - Debt 1 [Member] - USD ($) | 12 Months Ended | |
Oct. 31, 2023 | Oct. 31, 2022 | |
IfrsStatementLineItems [Line Items] | ||
Balance at beginning | $ 640,806 | $ 915,521 |
Interest | 158,693 | 211,839 |
Payments | (399,466) | (486,554) |
Balance at ending | 400,033 | 640,806 |
Chief Executive Officer [Member] | ||
IfrsStatementLineItems [Line Items] | ||
Balance at beginning | 46,799 | 65,539 |
Interest | 15,649 | 24,621 |
Payments | (55,778) | (43,361) |
Balance at ending | 6,670 | 46,799 |
Senior V P O F G R U [Member] | ||
IfrsStatementLineItems [Line Items] | ||
Balance at beginning | 93,603 | 131,078 |
Interest | 31,297 | 49,242 |
Payments | (111,555) | (86,717) |
Balance at ending | 13,345 | 93,603 |
Director [Member] | ||
IfrsStatementLineItems [Line Items] | ||
Balance at beginning | 140,404 | 196,617 |
Interest | 46,947 | 73,863 |
Payments | (167,333) | (130,076) |
Balance at ending | 20,018 | 140,404 |
Chief Operating Officer [Member] | ||
IfrsStatementLineItems [Line Items] | ||
Balance at beginning | 163,750 | |
Interest | 1,250 | |
Payments | (165,000) | |
Balance at ending | ||
General Manager [Member] | ||
IfrsStatementLineItems [Line Items] | ||
Balance at beginning | 360,000 | 358,537 |
Interest | 64,800 | 62,863 |
Payments | (64,800) | (61,400) |
Balance at ending | $ 360,000 | $ 360,000 |
RELATED PARTY TRANSACTIONS (D_3
RELATED PARTY TRANSACTIONS (Details 2) | 12 Months Ended |
Oct. 31, 2023 USD ($) shares | |
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | |
Subscription amount | $ | $ 825,000 |
Shares | 6,600,000 |
Warrants | 6,600,000 |
Chief Operating Officer [Member] | |
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | |
Subscription amount | $ | $ 125,000 |
Shares | 1,000,000 |
Warrants | 1,000,000 |
Chief Financial Officer [Member] | |
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | |
Subscription amount | $ | $ 250,000 |
Shares | 2,000,000 |
Warrants | 2,000,000 |
Chief Executive Officer [Member] | |
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | |
Subscription amount | $ | $ 200,000 |
Shares | 1,600,000 |
Warrants | 1,600,000 |
P B I C [Member] | |
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | |
Subscription amount | $ | $ 250,000 |
Shares | 2,000,000 |
Warrants | 2,000,000 |
RELATED PARTY TRANSACTIONS (D_4
RELATED PARTY TRANSACTIONS (Details Narrative) | 1 Months Ended | 12 Months Ended | ||||||||||||||||
Oct. 05, 2023 shares | Apr. 14, 2022 USD ($) | Sep. 09, 2021 USD ($) | May 02, 2021 USD ($) | Mar. 05, 2021 USD ($) shares | Feb. 05, 2021 USD ($) shares | Dec. 02, 2020 USD ($) | Apr. 30, 2021 shares | Apr. 30, 2021 USD ($) shares | Jan. 27, 2021 USD ($) | Nov. 23, 2020 USD ($) | Mar. 20, 2020 USD ($) | Oct. 31, 2023 USD ($) shares | Oct. 31, 2022 USD ($) | Oct. 31, 2021 USD ($) shares | Oct. 31, 2023 CAD ($) shares | Oct. 31, 2022 CAD ($) | Aug. 01, 2022 USD ($) | |
IfrsStatementLineItems [Line Items] | ||||||||||||||||||
Lease liability | $ 2,094,412 | $ 1,275,756 | ||||||||||||||||
Due to related party | 0 | 9,433 | ||||||||||||||||
Lease payments | 9,971 | 28,871 | $ 17,802 | |||||||||||||||
Leases liabilities payable | 609,147 | 810,645 | ||||||||||||||||
Long-term liabilities | 300,000 | |||||||||||||||||
Due to related parties | $ 500,000 | $ 750,000 | ||||||||||||||||
Related party expenses | 98,846 | 60,000 | $ 58,020 | |||||||||||||||
Accounts payable, accrued liabilities | $ 1,118,763 | 1,587,700 | $ 190,169 | $ 616,345 | ||||||||||||||
Stock option, shares | shares | 1,250,000 | |||||||||||||||||
Principal amount | $ 1,250,000 | $ 800,000 | $ 250,000 | $ 150,000 | $ 250,000 | $ 125,000 | $ 600,000 | $ 50,000 | ||||||||||
Warrants issued | shares | 1,232,253 | 167,912 | ||||||||||||||||
Number of shares issued | shares | 2,031,784 | 200,000 | 25,000 | 200,000 | ||||||||||||||
Number of common shares issued | shares | 10,231,784 | 23,162,579 | 1,953,125 | 600,000 | ||||||||||||||
Fair value of common shares | $ 1,225,000 | $ 916,290 | $ 107,461 | |||||||||||||||
Lease liability | $ 2,918,683 | 2,301,129 | 2,360,438 | |||||||||||||||
Loan description | Pursuant to the loan and related agreements transacted during the year ended October 31, 2020, the CEO, CFO of GR Unlimited LLC, and a director obtained 5.5%; 1%; and 2.5% ownership interests in GR Michigan LLC, respectively; third parties obtained 4% as part of the agreements, such that GR Michigan has a 13% non-controlling interest (Note 23.2). These parties, except the CEO, obtained the same interests in Canopy; the CEO obtained 92.5% of Canopy (Note 23.3); all payments necessary for the Company to exercise its option to acquire 87% of Canopy were equal to payments made by Canopy to purchase a controlling 60% interest of Golden Harvests. Interest payments of $59,400 were made on the business acquisition payable of $360,000 (Note 5.1) | |||||||||||||||||
Number of common shares issued, value | $ 250,000 | |||||||||||||||||
Fair value of shares | $ 349,809 | |||||||||||||||||
Proceeds from issuance of stock | $ 394,546 | |||||||||||||||||
Number of PBIC common stock issued | shares | 2,444,444 | |||||||||||||||||
Number of warrants issued | shares | 2,444,444 | 8,200,000 | ||||||||||||||||
Golden Harvests L L C [Member] | ||||||||||||||||||
IfrsStatementLineItems [Line Items] | ||||||||||||||||||
Lease charges | $ 740,000 | 330,000 | $ 0 | |||||||||||||||
Lease liability | $ 29,774 | 211,991 | ||||||||||||||||
Common Shares [Member] | ||||||||||||||||||
IfrsStatementLineItems [Line Items] | ||||||||||||||||||
Number of common shares issued | shares | 100,908 | 400,000 | ||||||||||||||||
Fair value of common shares | $ 14,187 | |||||||||||||||||
Individuals [Member] | ||||||||||||||||||
IfrsStatementLineItems [Line Items] | ||||||||||||||||||
Accounts payable, accrued liabilities | 2,692 | 1,154 | ||||||||||||||||
Chief Executive Officer [Member] | ||||||||||||||||||
IfrsStatementLineItems [Line Items] | ||||||||||||||||||
Royalties | $ 0 | 305 | $ 19,035 | |||||||||||||||
C E O [Member] | ||||||||||||||||||
IfrsStatementLineItems [Line Items] | ||||||||||||||||||
Long-term liabilities | 62,900 | 162,899 | ||||||||||||||||
Due to related parties | $ 100,000 | $ 62,899 | ||||||||||||||||
Individuals [Member] | ||||||||||||||||||
IfrsStatementLineItems [Line Items] | ||||||||||||||||||
Stock options granted | shares | 500,000 | |||||||||||||||||
Chief Financial Officer [Member] | ||||||||||||||||||
IfrsStatementLineItems [Line Items] | ||||||||||||||||||
Stock options granted | shares | 1,500,000 | |||||||||||||||||
Chief Market Officer [Member] | ||||||||||||||||||
IfrsStatementLineItems [Line Items] | ||||||||||||||||||
Stock options granted | shares | 750,000 | |||||||||||||||||
Chief Accounting Officer [Member] | ||||||||||||||||||
IfrsStatementLineItems [Line Items] | ||||||||||||||||||
Stock options granted | shares | 750,000 | |||||||||||||||||
Chief Operating Officer [Member] | ||||||||||||||||||
IfrsStatementLineItems [Line Items] | ||||||||||||||||||
Stock options granted | shares | 175,000 | |||||||||||||||||
C O O [Member] | ||||||||||||||||||
IfrsStatementLineItems [Line Items] | ||||||||||||||||||
Stock options granted | shares | 500,000 | |||||||||||||||||
Director [Member] | ||||||||||||||||||
IfrsStatementLineItems [Line Items] | ||||||||||||||||||
Stock issued for compensation, value | 18,000 | |||||||||||||||||
Stock issued for compensation, shares | shares | 273,750 | |||||||||||||||||
Share with fair value | $ 20,562 | $ 18,000 | ||||||||||||||||
G M [Member] | ||||||||||||||||||
IfrsStatementLineItems [Line Items] | ||||||||||||||||||
Lease charges | 180,000 | 152,000 | 140,000 | |||||||||||||||
Lease liability | 377,043 | 428,476 | ||||||||||||||||
Trail [Member] | ||||||||||||||||||
IfrsStatementLineItems [Line Items] | ||||||||||||||||||
Lease charges | 72,000 | 72,000 | 72,000 | |||||||||||||||
Lease liability | 139,014 | 193,312 | ||||||||||||||||
Lars [Member] | ||||||||||||||||||
IfrsStatementLineItems [Line Items] | ||||||||||||||||||
Lease charges | 190,035 | 184,500 | $ 60,000 | |||||||||||||||
Lease liability | $ 470,134 | $ 607,900 |
FINANCIAL INSTRUMENTS (Details)
FINANCIAL INSTRUMENTS (Details) - USD ($) | Oct. 31, 2023 | Oct. 31, 2022 |
Financial Instruments | ||
Cash | $ 8,858,247 | $ 1,582,384 |
Accounts Receivable | 2,109,424 | 1,643,959 |
Notes Receivable | 1,430,526 | |
Total | $ 12,398,197 | $ 3,226,343 |
FINANCIAL INSTRUMENTS (Details
FINANCIAL INSTRUMENTS (Details 1) - USD ($) | Oct. 31, 2023 | Oct. 31, 2022 |
IfrsStatementLineItems [Line Items] | ||
Total accounts receivable | $ 2,109,424 | $ 1,643,959 |
Accounts Receivables [Member] | ||
IfrsStatementLineItems [Line Items] | ||
Current | 1,079,657 | 872,100 |
Total trade accounts receivable | 2,172,140 | 1,822,271 |
Other receivables | 102,631 | 86,407 |
Provision for bad debts | (165,347) | (264,719) |
Total accounts receivable | 2,109,424 | 1,643,959 |
Accounts Receivables [Member] | One To Thirty [Member] | ||
IfrsStatementLineItems [Line Items] | ||
Current | 475,909 | 336,149 |
Accounts Receivables [Member] | Thirty One Days Older [Member] | ||
IfrsStatementLineItems [Line Items] | ||
Current | $ 616,574 | $ 614,022 |
FINANCIAL INSTRUMENTS (Detail_2
FINANCIAL INSTRUMENTS (Details 2) - USD ($) | Oct. 31, 2023 | Oct. 31, 2022 |
Financial Instruments | ||
Cash | $ 8,858,247 | $ 1,582,384 |
Current assets excluding cash | 8,563,290 | 6,327,629 |
Total current assets | 17,421,537 | 7,910,013 |
Current liabilities | (13,004,181) | (5,315,904) |
Working capital | $ 4,417,356 | $ 2,594,109 |
FINANCIAL INSTRUMENTS (Detail_3
FINANCIAL INSTRUMENTS (Details 3) - USD ($) | Oct. 31, 2023 | Oct. 31, 2022 |
IfrsStatementLineItems [Line Items] | ||
Lease liabilities | $ 2,094,412 | $ 1,275,756 |
Business acquisition consideration payable | 360,000 | $ 360,000 |
Year 1 [Member] | ||
IfrsStatementLineItems [Line Items] | ||
Accounts payable and accrued liabilities | 2,359,750 | |
Lease liabilities | 824,271 | |
Convertible debentures | ||
Debt | 1,285,604 | |
Business acquisition consideration payable | 360,000 | |
Total | 4,829,625 | |
Years 2 To 3 [Member] | ||
IfrsStatementLineItems [Line Items] | ||
Accounts payable and accrued liabilities | ||
Lease liabilities | 1,116,399 | |
Convertible debentures | ||
Debt | 102,913 | |
Business acquisition consideration payable | ||
Total | 1,219,312 | |
Over 3 Years To 5 Years [Member] | ||
IfrsStatementLineItems [Line Items] | ||
Accounts payable and accrued liabilities | ||
Lease liabilities | 978,013 | |
Convertible debentures | 2,412,762 | |
Debt | ||
Business acquisition consideration payable | ||
Total | $ 3,390,775 |
FINANCIAL INSTRUMENTS (Detail_4
FINANCIAL INSTRUMENTS (Details 4) - USD ($) | Oct. 31, 2023 | Oct. 31, 2022 | Oct. 31, 2021 | Oct. 31, 2020 |
IfrsStatementLineItems [Line Items] | ||||
Cash | $ 8,858,247 | $ 1,582,384 | $ 1,114,033 | $ 217,788 |
Accounts receivable | 2,109,424 | 1,643,959 | ||
Warrants asset | 1,361,366 | |||
Business acquisition consideration payable | 360,000 | $ 360,000 | ||
Level 1 of fair value hierarchy [member] | Financial assets at amortised cost, class [member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Cash | 8,858,247 | |||
Warrants asset | ||||
Level 1 of fair value hierarchy [member] | F V T P L [Member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Cash | ||||
Warrants asset | 1,361,366 | |||
Level 2 of fair value hierarchy [member] | Financial liabilities at amortised cost, class [member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Accounts payable and accrued liabilities | 2,359,750 | |||
Debt | 1,388,517 | |||
Convertible debentures | 2,412,762 | |||
Business acquisition consideration payable | 360,000 | |||
Level 2 of fair value hierarchy [member] | F V T P L [Member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Accounts payable and accrued liabilities | ||||
Debt | ||||
Business acquisition consideration payable | ||||
Derivative liability | 7,808,500 | |||
Level 2 of fair value hierarchy [member] | Financial assets at amortised cost, class [member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Accounts receivable | 2,109,424 | |||
Level 2 of fair value hierarchy [member] | F V T P L [Member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Accounts receivable |
FINANCIAL INSTRUMENTS (Detail_5
FINANCIAL INSTRUMENTS (Details Narrative) | 12 Months Ended | ||||
Oct. 31, 2023 USD ($) | Oct. 31, 2022 USD ($) | Oct. 31, 2021 | Oct. 31, 2023 CAD ($) | Oct. 31, 2022 CAD ($) | |
IfrsStatementLineItems [Line Items] | |||||
Accounts payable and accrued liabilities | $ 1,118,763 | $ 1,587,700 | $ 190,169 | $ 616,345 | |
Cash FDIC insured | 250,000 | ||||
Cash FDIC insured limit | 8,108,247 | 832,384 | |||
Allowance for doubtful accounts | $ 165,346 | $ 264,719 | |||
Concentration credit risk | 10% | 14% | 11% | ||
Accounts Receivables [Member] | |||||
IfrsStatementLineItems [Line Items] | |||||
Concentration credit risk | 10% | 10% |
GENERAL AND ADMINISTRATIVE EX_3
GENERAL AND ADMINISTRATIVE EXPENSES (Details) - USD ($) | 12 Months Ended | ||
Oct. 31, 2023 | Oct. 31, 2022 | Oct. 31, 2021 | |
Notes and other explanatory information [abstract] | |||
Office, banking, travel, and overheads | $ 1,960,696 | $ 1,929,385 | $ 1,158,975 |
Professional services | 585,342 | 456,532 | 767,050 |
Salaries and benefits | 3,919,839 | 3,466,319 | 2,057,225 |
Total | $ 6,465,877 | $ 5,852,236 | $ 3,983,250 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) | 12 Months Ended | ||
Oct. 31, 2023 | Oct. 31, 2022 | Oct. 31, 2021 | |
Notes and other explanatory information [abstract] | |||
Federal | $ 498,435 | $ 217,571 | $ 113,699 |
State | 68,861 | 27,787 | 36,844 |
Adjustment to prior years provision versus statutory tax returns | 273,994 | ||
Total current expense: | 841,290 | 245,358 | 150,543 |
Federal | (1,354,696) | (990,452) | (1,288,637) |
State | (389,828) | (350,374) | (322,400) |
Change in unrecognized deductible temporary differences | 1,274,166 | 1,340,826 | 1,611,037 |
Total deferred (benefit): | (470,358) | ||
Total income tax expense: | $ 370,932 | $ 245,358 | $ 150,543 |
INCOME TAXES (Details 1)
INCOME TAXES (Details 1) - USD ($) | 12 Months Ended | ||
Oct. 31, 2023 | Oct. 31, 2022 | Oct. 31, 2021 | |
Notes and other explanatory information [abstract] | |||
Income (loss) before income taxes and noncontrolling interest | $ (291,388) | $ 665,309 | $ (864,202) |
Statutory tax rates | 24.46% | 27.25% | 27.25% |
Expected income tax (recovery) | $ (71,275) | $ 181,297 | $ (235,495) |
Change in statutory tax rates and FX rates | 21,890 | 92,662 | 84,952 |
Nondeductible expenses | 1,069,536 | 38,802 | (42,264) |
Deferral adjustments | (1,189,931) | (1,374,372) | (1,260,938) |
Change in unrecognized deductible temporary differences | 1,274,166 | 1,340,826 | 1,611,038 |
Net operating loss | (1,323,949) | ||
Fiscal year to calendar year adjustment | 316,501 | (33,856) | (6,749) |
Adjustment to prior years provision versus statutory tax returns | 273,994 | ||
Total income tax expense: | $ 370,932 | $ 245,358 | $ 150,543 |
INCOME TAXES (Details 2)
INCOME TAXES (Details 2) - USD ($) | Oct. 31, 2023 | Oct. 31, 2022 | Oct. 31, 2021 |
Notes and other explanatory information [abstract] | |||
Property, plant and equipment | $ 127,305 | ||
Inventory | 127,846 | ||
ROU Leases | (108,206) | ||
Net Operating Loss Carryforward (federal) | 318,614 | ||
Net Operating Loss Carryforward (state) | 4,799 | ||
Net deferred tax assets: | $ 470,358 |
SEGMENT REPORTING (Details)
SEGMENT REPORTING (Details) - USD ($) | 12 Months Ended | ||
Oct. 31, 2023 | Oct. 31, 2022 | Oct. 31, 2021 | |
IfrsStatementLineItems [Line Items] | |||
Non-current assets other than financial instruments | $ 12,019,159 | $ 8,460,569 | |
Net revenue | 23,353,185 | 17,757,283 | $ 9,378,673 |
Gross profit (loss) | 12,671,514 | 8,123,078 | 6,100,468 |
Gross profit before fair value adjustment | 11,888,868 | ||
Gross profit before fair value adjustments | 8,529,844 | ||
Oregon [Member] | |||
IfrsStatementLineItems [Line Items] | |||
Non-current assets other than financial instruments | 6,640,932 | 4,719,260 | |
Net revenue | 11,001,261 | 8,852,104 | 5,152,286 |
Gross profit (loss) | 5,259,439 | 3,039,159 | 2,325,304 |
Gross profit before fair value adjustment | 4,615,259 | ||
Gross profit before fair value adjustments | 3,089,302 | ||
Michigan [Member] | |||
IfrsStatementLineItems [Line Items] | |||
Non-current assets other than financial instruments | 4,016,861 | 3,741,309 | |
Net revenue | 11,422,908 | 8,905,179 | 3,882,332 |
Gross profit (loss) | 6,791,700 | 5,083,919 | 3,585,462 |
Gross profit before fair value adjustment | 6,653,234 | ||
Gross profit before fair value adjustments | 5,440,542 | ||
Other [Member] | |||
IfrsStatementLineItems [Line Items] | |||
Non-current assets other than financial instruments | 1,361,366 | ||
Net revenue | 344,055 | ||
Gross profit (loss) | 189,702 | ||
Gross profit before fair value adjustment | |||
Gross profit before fair value adjustments | |||
Services [Member] | |||
IfrsStatementLineItems [Line Items] | |||
Non-current assets other than financial instruments | |||
Net revenue | 929,016 | ||
Gross profit (loss) | 620,375 | ||
Gross profit before fair value adjustment | $ 620,375 |
NON-CONTROLLING INTERESTS (Deta
NON-CONTROLLING INTERESTS (Details) - USD ($) | 12 Months Ended | ||
Oct. 31, 2023 | Oct. 31, 2022 | Oct. 31, 2021 | |
Notes and other explanatory information [abstract] | |||
Balance, beginning of period | $ 2,006,479 | $ 2,033,986 | $ (33,383) |
Non-controlling interest's 13% share of GR Michigan, LLC | 5,743 | ||
Non-controlling interest's 100% share of Canopy Management, LLC | (129,279) | (27,507) | 2,065,718 |
Acquisition of 87% share of Canopy Management, LLC | (893,483) | 2,065,718 | |
Balance, end of period | $ 983,717 | $ 2,006,479 | $ 2,033,986 |
NON-CONTROLLING INTERESTS (De_2
NON-CONTROLLING INTERESTS (Details 1) - USD ($) | Oct. 31, 2023 | Oct. 31, 2022 | Oct. 31, 2021 |
IfrsStatementLineItems [Line Items] | |||
Current assets | $ 17,421,537 | $ 7,910,013 | |
Current liabilities | 13,004,181 | 5,315,904 | |
G R Michigan L L C [Member] | |||
IfrsStatementLineItems [Line Items] | |||
Current assets | $ 1,453 | ||
Non-current assets | |||
Current liabilities | |||
Non-current liabilities | |||
Net loss for the year | $ 48,867 |
NON-CONTROLLING INTERESTS (De_3
NON-CONTROLLING INTERESTS (Details 2) - USD ($) | Oct. 31, 2023 | Oct. 31, 2022 | Oct. 31, 2021 |
IfrsStatementLineItems [Line Items] | |||
Current assets | $ 17,421,537 | $ 7,910,013 | |
Current liabilities | 13,004,181 | 5,315,904 | |
Canopy Management [Member] | |||
IfrsStatementLineItems [Line Items] | |||
Current assets | 4,192,902 | 3,200,701 | $ 3,093,330 |
Non-current assets | 4,016,860 | 3,741,309 | 4,023,521 |
Current liabilities | 2,048,167 | 2,337,695 | 1,708,330 |
Non-current liabilities | 253,340 | 715,461 | 1,225,804 |
Advances due to parent | 530,020 | ||
Net income (loss) for the year | $ (129,279) | $ (27,507) | $ 2,196,479 |
INCOME TAXES (Details Narrative
INCOME TAXES (Details Narrative) | Oct. 31, 2023 CAD ($) |
Notes and other explanatory information [abstract] | |
Non capital losses | $ 9,000,490 |
NON-CONTROLLING INTERESTS (De_4
NON-CONTROLLING INTERESTS (Details Narrative) | 12 Months Ended |
Oct. 31, 2023 | |
Notes and other explanatory information [abstract] | |
Non-controlling interest description | In January of 2023, GR Unlimited exercised its option to acquire 87% of the membership units of Canopy from the CEO. Prior to this, ninety-six percent (96%) of Canopy was owned by officers and directors of the Company, and four percent (4%) was owned by a third party. Ownership by officers and directors, excluding the CEO, was pursuant to agreements which caused their ownership of Canopy to be equal to their ownership in GR Michigan (Note 23.2), which total 3.5%. The CEO owned 92.5% of Canopy, which was analogous to the CEO’s 5.5% ownership of GR Michigan, and an additional 87% of Canopy, which was and is equal to the Company’s 87% ownership of GR Michigan. Following GR Unlimited’s acquisition of 87% of the membership units of Canopy in January of 2023, Canopy became owned 87% by GR Unlimited; 7.5% by officers and directors; and 5.5% by the CEO. |
SUBSEQUENT EVENTS (Details Narr
SUBSEQUENT EVENTS (Details Narrative) $ in Thousands | 1 Months Ended | ||||
Mar. 05, 2024 USD ($) | Mar. 02, 2024 CAD ($) | Jan. 12, 2024 USD ($) | Feb. 03, 2024 shares | Jan. 17, 2024 USD ($) | |
IfrsStatementLineItems [Line Items] | |||||
Secured note | $ 500,000 | ||||
Warrants purchase | shares | 23,270,249 | ||||
Warrants exercise, value | $ 6,300 | ||||
Contributed amount | $ 6,000,000 | ||||
Forecast [Member] | Grown Rogue Unlimited L L C [Member] | |||||
IfrsStatementLineItems [Line Items] | |||||
Total consideration | $ 1,525,000 |