Stockholders' equity | 7 Stockholders’ equity Preferred stock Authorized 5,000,000 preferred shares, $0.001 par value Issued and outstanding Special voting shares – at December 31, 2015 – 1 (June 30, 2015 – 1) Series A shares – at December 31, 2015 – 278,530 (June 30, 2015 – 278,530) Effective September 30, 2014 pursuant to the Company’s Valent Exchange Agreement (note 4), the Company filed the Series A Certificate of Designation with the Secretary of State of Nevada. Pursuant to the Series A Certificate of Designation, the Company designated 278,530 shares of preferred stock as Series A Preferred Stock. The shares of Series A Preferred Stock have a stated value of $1.00 per share (the “Stated Value”) and are not convertible into common stock. The holder of the Series A Preferred Stock is entitled dividends at the rate of 3% of the Stated Value per year, payable quarterly in arrears. Upon any liquidation of the Company, the holder of the Series A Preferred Stock will be entitled to be paid, out of any assets of the Company available for distribution to stockholders, the Stated Value of the shares of Series A Preferred Stock held by such holder, plus any accrued but unpaid dividends thereon, prior to any payments being made with respect to the common stock. Common stock Authorized 200,000,000 common shares, $0.001 par value Issued and outstanding December 31, 2015 – 44,309,098 (June 30, 2015 – 39,455,931) The issued and outstanding common shares at December 31, 2015 include 4,056,042 shares of common stock on an as-exchanged basis with respect to the shares of Exchangeco that can be exchanged for shares of common stock of the Company. Shares of common stock outstanding Common stock Additional paid-in capital Warrants $ $ $ June 30, 2015 – as previously reported 39,455,931 39,456 17,500,008 6,138,426 Restatement adjustments - - (136,800 ) (6,048,994 ) June 30, 2015 – as restated 39,455,931 39,456 17,363,208 89,432 Issuance of shares and warrants – net of issue costs (i) 4,277,667 4,278 1,198,453 671,189 Reclassification of warrants (ii) - - 2,277,550 - Exercise of warrants for cash (iii) 515,500 515 652,108 - Warrants issued for services (iv) - - - 211,114 Shares issued for services (v) 60,000 60 80,340 - Stock-based compensation - - 114,868 - December 31, 2015 44,309,098 44,309 21,686,527 971,735 (i) On July 15, 2015 the Company’s Registration Statement on Form S-1 relating to a public offering by the Company of common stock and common stock purchase warrants (the “Offering”) was declared effective by the Securities and Exchange Commission. Pursuant to the Offering, the Company issued 4,277,667 shares of common stock at $0.60 per share and 4,277,667 warrants (the “2015 Offering Warrants”) to purchase shares of common stock at $0.001 per warrant for total gross proceeds of $2,566,660. The 2015 Offering Warrants are exercisable at $0.75 per share for a period of five years until they expire on July 31, 2020. The Company engaged certain placement agents for the sale of a portion of the shares and 2015 Offering Warrants. Under the Company’s engagement agreements with these placement agents, the Company agreed to pay up to a 7% cash commission and issue warrants to purchase shares of common stock (the “2015 Agent Warrants”) up to the number of shares of our common stock equal to 5% of the aggregate number of shares sold in the Offering by such placement agent. Pursuant to the placement agent agreements the Company paid a total cash commission of $80,575 and issued 93,908 2015 Agent Warrants (note 6). The 2015 Agent Warrants are exercisable at a per share price equal to $0.75 during the five-year period commencing six months from the effective date of the Offering, which period shall not extend further than five years from the effective date of the 2015 Offering. Therefore, all 2015 Agent Warrants expire on July 15, 2020. In addition to the cash commission of $80,575 the Company also incurred additional cash issue and closing costs of $582,511 (including costs deferred at June 30, 2015 of $550,119) resulting in net cash proceeds of $1,903,514. The 2015 Agent Warrants have been recognized as non-cash issue costs of $29,594. (ii) Upon the amendment of the 2013 Placement Agent Warrants, the Company reclassified the related derivative liability to equity (note 6). (iii) During the period ended December 31, 2015, 515,500 Investor Warrants were exercised for proceeds of $405,183 (note 6). (iv) During the period ended December 31, 2015, the Company issued 560,000 warrants for services. All warrants have an exercise price of $0.75. Of these warrants, 60,000 expire on July 31, 2020 and 500,000 expire December 1, 2020. (v) During the period ended December 31, 2015, the Company issued 60,000 shares of common stock for services. Stock Options The following table sets forth the stock options outstanding: Number of stock options outstanding Weighted average exercise price $ June 30, 2015 3,595,000 0.94 Granted 90,000 1.00 Cancelled (50,000 ) 1.05 December 31, 2015 3,635,000 0.93 The following table summarizes stock options currently outstanding and exercisable at December 31, 2015: Exercise price Number Weighted Weighted Number Weighted average 0.36 825,000 6.12 0.36 825,000 0.36 0.74 180,000 9.09 0.74 126,778 0.74 0.80 120,000 9.25 0.80 90,000 0.80 1.00 390,000 5.17 1.00 117,500 1.00 1.05 1,820,000 7.62 1.05 1,687,259 1.05 1.54 180,000 7.25 1.54 180,000 1.54 2.30 120,000 7.42 2.30 120,000 2.30 3,635,000 0.93 3,146,537 0.92 Included in the number of stock options outstanding are 825,000 stock options granted at an exercise price of CDN $0.50. The exercise prices shown in the above table have been converted to $0.36 using the period ending closing exchange rate. Certain stock options have been granted to non-employees and will be revalued at each reporting date until they have fully vested. The stock options have been re-valued using a Black-Scholes pricing model using the following assumptions: December 31, Dividend rate 0 % Volatility 112% to 118 % Risk-free rate 1.00 % Term – years 0.5 to 1.0 The Company has recognized the following amounts as stock-based compensation expense for the periods noted: Three months ended December 31, Six months ended December 31, 2015 $ 2014 $ 2015 $ 2014 $ Research and development 9,775 (8,077 ) 16,230 13,056 General and administrative 65,187 38,460 98,638 66,267 74,962 30,383 114,868 79,323 All of the total stock option expense of $114,868 for the six months ended December 31, 2015 has been recognized as additional paid in capital. Of the stock option expense of $79,323 for the six months ended December 31, 2014 $78,694 has been recognized as additional paid in capital and $629 has been recognized as a stock option liability. The aggregate intrinsic value of stock options outstanding at December 31, 2015 was $530,269 (December 31, 2014 - $312,675) and the aggregate intrinsic value of stock options exercisable at December 31, 2015 was $515,424 (December 31, 2014 - $304,495). As of December 31, 2015 there was $12,263 in unrecognized compensation expense that will be recognized over the next year. No stock options granted under the Plan have been exercised to December 31, 2015. Upon the exercise of stock options new shares will be issued. A summary of status of the Company’s unvested stock options under all plans is presented below: Number of Weighted Weighted Unvested at June 30, 2015 722,361 0.95 0.41 Granted 90,000 1.00 1.34 Vested (273,898 ) 0.90 0.68 Cancelled (50,000 ) 1.05 0.57 Unvested at December 31, 2015 488,463 0.97 0.52 Warrants Certain of the Company’s warrants have been recognized as a derivative liability (note 6). The following table summarizes all of the Company’s outstanding warrants as of December 31, 2015: Description Number Balance – June 30, 2015 13,472,870 2015 Offering Warrants (i) 4,277,667 2015 Agent Warrants (ii) 93,908 Warrants issued for services (iii) 560,000 Warrants exercised for cash (iv) (515,500 ) Balance - December 31, 2015 17,888,945 i) Issued as part of the Company’s financing completed in August 2015. Warrants are exercisable at $0.75 until July 31, 2020. ii) Issued as part of the Company’s financing completed in August 2015. The 2015 Agent Warrants are exercisable at a price of $0.75 during the period commencing January 15, 2016 until their expiry on July 15, 2020. iii) Warrants have an exercise price of $0.75. Of the total, 60,000 vested in tranches of 20,000 warrants each on November 30, 2015, December 31, 2015, and January 31, 2016 and are exercisable commencing January 1, 2016 until they expire on July 31, 2020. In addition, 500,000 of the warrants vest in tranches of 150,000 on December 1, 2015, and 50,000 on each of December 31, 2015, January 31, 2016, February 29, 2016, March 31, 2016, April 30, 2016, May 31, 2016, and June 30, 2016 until they expire on December 1, 2020. iv) 515,500 Investor Warrants were exercised for cash at $0.786 per share for proceeds of $405,183. |