SHARE CAPITAL | (a) Authorized The authorized share capital of the Company consists of an unlimited number of Common Shares. At December 31, 2020, the Company had 180,518,828 (December 31, 2019 – 121,299,508; December 31, 2018 – 95,316,127) Common Shares issued and outstanding. On August 8, 2018, the Company completed a common share split on the basis of ten (10) new Common Shares, options and warrants for every one (1) old Share, option and warrant outstanding (the “ Split (b) Equity issuances During the year ended December 31, 2020 On May 1, 2020 and on May 20, 2020, the Company closed two tranches of a non-brokered private placement (the " May 2020 Private Placement Unit Warrant based on the offering price of the Units under the May 2020 Private Placement. The Company has recorded the fair value of the finder’s units as share issuance costs. The Company issued 1,601,000 Common Shares with a value of $640,400 as a bonus payment to certain directors, officers, employees, and consultants of the Company. On September 18, 2020, the Company issued 4,000,000 Common Shares at a value of $0.50 per Common Share in relation with purchase of Bisoni Project in Nevada, USA. On November 24, 2020, the Company closed its bought deal short form prospectus offering pursuant to which the Company has issued 23,000,000 Common Shares at a price of $0.40 per Common Share for aggregate gross proceeds of $9,200,000 (the “Offering” During the year ended December 31, 2020, the Company issued 1,233,750 Common Shares on the exercise of stock options for total proceeds of $299,812. During the year ended December 31, 2020, the Company issued 14,027,670 Common Shares on the exercise of warrants for aggregate gross proceeds of $3,072,194 and share compensation for services of $35,000. During the year ended December 31, 2019 On September 6, 2019, the Company closed its non-brokered private placement for $2,600,000 through the issuance of 13,000,000 Common Shares at a price of $0.20 per Common Share. The Company paid $15,209 and issued 525,000 Common Shares as a finder’s fee valued at $105,000. $175,000 of the private placement was for prepaid consulting fees for the Company’s executive chairman, of which $35,000 is included in prepaid expenses as at December 31, 2019 and $41,503 for services. Included in accounts receivable as at December 31, 2019 is $30,497 of subscriptions receivable. On October 18, 2019, the Company closed its non-brokered private placement for gross proceeds of $3,900,000 through the issuance of 9,750,000 Common Shares at a price of $0.40 per Share. Also, the Company issued 654,500 Common Shares as a finder’s fee valued at $261,800. On October 9, 2019, the Company issued 104,951 Common Shares with a value of $43,030, to its directors to settle director fees debts owing to them. The Company issued 622,500 and 651,430 Common Shares on the exercise of stock options and warrants respectively for total proceeds of $424,822. The Company issued 500,000 sign-on bonus Shares with a fair value of $0.23 per Share to an officer valued at $115,000. On September 26, 2019, the Company issued 175,000 Common Shares valued at $59,500 for consulting services. During the year ended December 31, 2018 On August 14, 2018, the Company closed its non-brokered private placement for gross proceeds of $1,137,197 through the issuance of 4,061,417 units of the Company. Each unit is comprised of one Common Share and one Common Share purchase warrant. Each warrant entitles the holder to purchase one additional Common Share of the Company at an exercise price of $0.40 for a period of three years from the closing of the first tranche of the placement. On November 22, 2018, the Company closed its bought deal financing for gross proceeds of $5,520,000. The Company entered into an agreement with BMO Nesbitt Burns Inc. (“ BMO The Company issued 87,500 and 3,445,420 Shares on the exercise of stock options and warrants respectively for total proceeds of $1,362,317. On October 10, 2018, the Company issued 1,000,000 Shares with a fair value of $0.35 per Share as a bonus to its new CEO included in Salaries and benefits. (c) Share-based compensation plan The Company has a 20% fixed equity-based compensation plan in place, as approved by the Company’s shareholders on June 2, 2016 (the “ 2016 Plan Amended 2016 Plan During the year ended December 31, 2020, the Company granted 3,820,000 incentive stock options to its directors, officers, employees and consultants. The options are exercisable at an exercise prices ranging from $0.22 to $0.50 per Common Share and expiry dates ranging from January 6, 2025 to August 17, 2025 and vest at 12.5% per quarter for the first two years following the date of grant. During the year ended December 31, 2019, the Company granted 3,965,000 incentive stock options to its directors, officers, employees and consultants. The options are exercisable at an exercise prices ranging from $0.20 to $0.44 per Common Share and expiry dates ranging from April 1, 2024 to November 15, 2024 and vest at 12.5% per quarter for the first two years following the date of grant. During the year ended December 31, 2018, the Company granted 4,040,000 incentive stock options to its directors, officers, employees and consultants. The options are exercisable at an exercise prices ranging from $0.22 to $0.65 per Common Share and expiry dates ranging from February 20, 2023 to November 14, 2023 and vest at 12.5% per quarter for the first two years following the date of grant. The following is a summary of the changes in the Company’s stock options from December 31, 2017 to December 31, 2020: Number of Options Weighted Average Exercise Price Outstanding, December 31, 2018 9,591,000 $ 0.34 Granted 3,965,000 $ 0.31 Expired (315,000 ) $ 0.65 Cancelled (2,247,000 ) $ 0.32 Forfeited (794,000 ) $ 0.54 Exercised (622,500 ) $ 0.28 Outstanding, December 31, 2019 9,577,500 $ 0.31 Granted 3,820,000 $ 0.28 Expired (90,000 ) $ 0.50 Cancelled (1,801,250 ) $ 0.30 Exercised (1,233,750 ) $ 0.24 Outstanding, December 31, 2020 10,272,500 $ 0.31 As of December 31, 2020, the following the Company stock options were outstanding: Exercise Expiry Options Outstanding Exercisable Unvested Price Date December 31, 2020 $ 0.50 August 17, 2025 720,000 90,000 630,000 $ 0.22 May 4, 2025 2,200,000 825,000 1,375,000 $ 0.33 November 15, 2024 100,000 62,500 37,500 $ 0.50 November 1, 2024 1,100,000 687,500 412,500 $ 0.20 July 29, 2024 1,475,000 1,106,250 368,750 $ 0.33 October 17, 2023 620,000 620,000 - $ 0.28 April 6, 2023 612,500 612,500 - $ 0.31 February 20, 2023 200,000 200,000 - $ 0.35 September 1, 2022 880,000 880,000 - $ 0.33 June 12, 2022 805,000 805,000 - $ 0.49 January 12, 2022 620,000 620,000 - $ 0.20 June 2, 2021 940,000 940,000 - 10,272,500 7,448,750 2,823,750 Share-based payment expenses resulting from stock options are amortized over the corresponding vesting periods. During the years ended December 31, 2020, 2019 and 2018, the share-based payment expenses were calculated using the following weighted average assumptions: Year ended December 31, 2020 2019 2018 Risk-free interest rate 1.46 % 1.54 % 1.77 % Expected life of options in years 4.06 4.45 4.4 Expected volatility 132.47 % 132.75 % 135.71 % Expected dividend yield Nil Nil Nil Expected forfeiture rate 12 % 12 % Weighted average fair value of options granted during the year $ 0.30 $ 0.31 $ 0.32 The expected volatility used in the Black-Scholes option pricing model is based on the historical volatility of the Company’s shares. The expected forfeiture rate is based on the historical forfeitures of options issued. Share-based payments charged to operations and assets were allocated between deferred mineral properties, and general and administrative expenses. Share-based payments are allocated between being either capitalized to deferred exploration costs where related to mineral properties or expensed as general and administrative expenses where otherwise related to the general operations of the Company. For the year ended December 31, 2020, 2019, and 2018, share-based payments were recorded as follows: Year Ended December 31, 2020 2019 2018 Consolidated Statement of Operations Share based payments 770,617 707,802 553,430 $ 770,617 $ 707,802 $ 553,430 Consolidated Statement of Financial Position Gibellini exploration 124,855 79,888 87,186 Pulacayo exploration 86,772 39,139 117,871 211,627 119,027 205,057 Total share-based payments $ 982,244 $ 826,829 $ 758,487 On July 29, 2019, further to the voluntary forfeiture of share options held by certain directors, officers, and employees with expiry dates on April 7, 2020, June 22, 2020, and November 14, 2023, at exercise prices ranging from $0.50 to $0.65, the Company granted 1,275,000 new stock options to such individuals with an expiry date of July 29, 2024 at an exercise price of $0.20 per Common Share subject to a two-year vesting schedule whereby 12.5% vest per quarter following the date of grant. During the year ended December 31, 2020, the re-issuing of these options was approved by the TSX and by the shareholders. There was no increase to the incremental fair value of the share options as a result of these modifications. The impact of these modifications was calculated using the following weighted average assumptions: (1) a risk-free interest rate of 1.46%; (2) expected life of five years; (3) expected volatility of 133.89%, (4) forfeiture rate of 12%, and (5) dividend yield of nil. (d) Share purchase warrants The following is a summary of the changes in The Company’s share purchase warrants from December 31, 2017 to December 31, 2020: Number of Warrants Weighted Average Exercise Price Outstanding, December 31, 2018 27,318,027 $ 0.15 Exercised (651,430 ) $ 0.38 Outstanding, December 31, 2019 26,666,597 $ 0.15 Issued 16,691,900 $ 0.18 Expired (2,759,760 ) $ 0.48 Exercised (14,027,670 ) $ 0.21 Outstanding, December 31, 2020 26,571,067 $ 0.21 On February 15, 2018, the Company issued 500,000 Share purchase warrants as a part of consideration for mining claims acquisition (Note 14). The fair value of $89,944 of the issued warrants determined using the Black-Scholes option pricing model using the following assumptions: (1) a risk-free interest rate of 1.9%; (2) warrant expected life of three years; (3) expected volatility of 116%, and (4) dividend yield of nil. On April 23, 2018, the Company issued 500,000 Share purchase warrants as a part of consideration for services related to the Gibellini Project. The fair value of $92,000 of the issued warrants determined using the Black-Scholes option pricing model using the following assumptions: (1) a risk-free interest rate of 2%; (2) warrant expected life of three years; (3) expected volatility of 97.4%, and (4) dividend yield of nil. As of December 31, 2020, the following share purchase warrants were outstanding: Exercise Price Expiry Date Number of Warrants at December 31, 2020 $0.40 November 24, 2021 1,335,000 $0.16 May 20, 2023 4,962,000 $0.16 May 1, 2023 4,994,900 $0.26 June 13, 2022 521,590 $0.26 April 12, 2022 1,032,500 $0.26 January 13, 2022 499,990 $0.26 August 29, 2021 1,013,670 $0.26 August 13, 2021 198,237 $0.26 July 6, 2021 3,863,180 $0.26 June 2, 2021 7,500,000 $0.26 January 25, 2021 650,000 26,571,067 |