Exhibit 2.4

Interim Condensed Consolidated Statements of Financial Position (Unaudited)
| | | | | | | | | | |
| | | | As at | |
$ | | Notes | | January 31, 2015 | | | October 31, 2014 | |
| | | |
ASSETS | | | | | | | | | | |
| | | |
Current | | | | | | | | | | |
| | | |
Cash and cash equivalents | | | | | 339,788 | | | | 458,782 | |
| | | |
Accounts receivable | | | | | 518,170 | | | | 366,531 | |
| | | |
Unbilled revenue | | | | | - | | | | 651,824 | |
| | | |
Prepaid expenses and other current assets | | | | | 86,446 | | | | 33,026 | |
| | | |
Work in progress | | | | | - | | | | 87,106 | |
| | | |
Total Current Assets | | | | | 944,404 | | | | 1,597,269 | |
| | | |
Long term deposit | | | | | 29,949 | | | | - | |
| | | |
Equipment | | 3 | | | 473,207 | | | | 84,372 | |
| | | |
Intangible assets | | | | | 25,244 | | | | 26,573 | |
| | | |
Total Assets | | | | | 1,472,804 | | | | 1,708,214 | |
| | | |
LIABILITIES AND SHAREHOLDERS’ EQUITY | | | | | | | | | | |
| | | |
Current | | | | | | | | | | |
| | | |
Accounts payable and accrued liabilities | | | | | 1,213,485 | | | | 854,272 | |
| | | |
Billings in excess of earnings | | | | | - | | | | 174,547 | |
| | | |
Total Current Liabilities | | | | | 1,213,485 | | | | 1,028,819 | |
| | | |
Long term repayment of government assistance | | | | | 19,534 | | | | 24,955 | |
| | | |
Total Liabilities | | | | | 1,233,019 | | | | 1,053,774 | |
| | | |
Commitments | | 4 | | | | | | | | |
| | | |
Shareholders’ equity | | | | | | | | | | |
| | | |
Share capital | | 5 | | | 10,984,266 | | | | 10,984,266 | |
| | | |
Warrants issued | | 5 | | | 34,449 | | | | 34,449 | |
| | | |
Foreign currency translation reserve | | | | | 140,248 | | | | 71,448 | |
| | | |
Contributed surplus | | 5 | | | 7,466,382 | | | | 7,462,205 | |
| | | |
Deficit | | | | | (18,385,560 | ) | | | (17,897,928) | |
| | | |
Total Shareholders’ Equity | | | | | 239,785 | | | | 654,440 | |
| | | |
Total Liabilities and Shareholders’ Equity | | | | | 1,472,804 | | | | 1,708,214 | |
See accompanying notes
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SYNODON | | Unaudited Interim Condensed Consolidated Financial Statements | | 2 |
Interim Condensed Consolidated Statements of Comprehensive Loss (Unaudited)
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| | | | Three month periods ended January 31 | |
$ | | Notes | | 2015 | | | 2014 | |
| | | |
REVENUE | | | | | 363,771 | | | | 104,252 | |
| | | |
COST OF SALES | | | | | 133,613 | | | | 63,021 | |
| | | |
GROSS MARGIN | | | | | 230,158 | | | | 41,231 | |
| | | |
EXPENSES | | | | | | | | | | |
| | | |
Research and development, net of government assistance | | | | | 63,336 | | | | 101,820 | |
| | | |
Amortization of intangible assets | | | | | 1,329 | | | | 802 | |
| | | |
Depreciation of equipment | | 3 | | | 1,705 | | | | 1,561 | |
| | | |
Sales and marketing | | | | | 119,200 | | | | 195,074 | |
| | | |
Financing charges and interest | | | | | 2,486 | | | | 1,281 | |
| | | |
Foreign exchange losses | | | | | 7,367 | | | | 13,538 | |
| | | |
Stock-based compensation | | 5 | | | 4,177 | | | | 66,279 | |
| | | |
Office, general and administrative | | | | | 449,566 | | | | 345,206 | |
| | | |
Other net expense (income) | | | | | (176 | ) | | | (829) | |
| | | |
Net loss for the period | | | | | (418,832 | ) | | | (683,501) | |
| | | |
Other comprehensive loss | | | | | 68,800 | | | | 4,425 | |
| | | |
Total comprehensive loss for the period | | | | | (487,632 | ) | | | (687,926) | |
| | | |
Loss per share - basic and diluted | | | | | ($0.01 | ) | | | ($0.01) | |
| | | |
Weighted average number of common shares outstanding | | | | | 84,347,033 | | | | 82,206,728 | |
See accompanying notes
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SYNODON | | Unaudited Interim Condensed Consolidated Financial Statements | | 3 |
Interim Condensed Consolidated Statements of Changes in Equity (Unaudited)
| | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | Foreign Currency | | | | | | | |
| | Share | | | Warrants | | | Contributed | | | Translation | | | | | | | |
$ | | Capital | | | Issued | | | Surplus | | | Reserve | | | Deficit | | | Total | |
| | | | | | |
Balance, October 31, 2013 | | | 10,528,916 | | | | 96,717 | | | | 7,262,574 | | | | 712 | | | | (16,618,836 | ) | | | 1,270,083 | |
| | | | | | |
Warrants exercised | | | 67,650 | | | | (14,234 | ) | | | 14,234 | | | | - | | | | - | | | | 67,650 | |
| | | | | | |
Warrants expired: 2012 private placement | | | - | | | | (82,483 | ) | | | 82,483 | | | | - | | | | - | | | | - | |
| | | | | | |
Stock-based compensation - Q1 | | | - | | | | - | | | | 66,279 | | | | - | | | | - | | | | 66,279 | |
| | | | | | |
Total comprehensive loss for the period | | | - | | | | - | | | | - | | | | (4,425 | ) | | | (683,501 | ) | | | (687,926 | ) |
| | | | | | |
Balance, January 31, 2014 | | | 10,596,566 | | | | - | | | | 7,425,570 | | | | (3,713 | ) | | | (17,302,337 | ) | | | 716,086 | |
| | | | | | |
Private placements | | | 460,275 | | | | - | | | | - | | | | - | | | | - | | | | 460,275 | |
| | | | | | |
Share issue cost | | | (64,254 | ) | | | - | | | | - | | | | - | | | | - | | | | (64,254 | ) |
| | | | | | |
Warrants issued on private placement | | | (39,782 | ) | | | 39,782 | | | | - | | | | - | | | | - | | | | - | |
| | | | | | |
Warrant issue costs | | | 5,333 | | | | (5,333 | ) | | | - | | | | - | | | | - | | | | - | |
| | | | | | |
Options exercised | | | 26,128 | | | | - | | | | (8,128 | ) | | | - | | | | - | | | | 18,000 | |
| | | | | | |
Stock-based compensation | | | - | | | | - | | | | 44,763 | | | | - | | | | - | | | | 44,763 | |
| | | | | | |
Total comprehensive loss for the period | | | - | | | | - | | | | - | | | | 75,161 | | | | (595,591 | ) | | | (520,430 | ) |
| | | | | | |
Balance, October 31, 2014 | | | 10,984,266 | | | | 34,449 | | | | 7,462,205 | | | | 71,448 | | | | (17,897,928 | ) | | | 654,440 | |
| | | | | | |
Stock-based compensation | | | - | | | | - | | | | 4,177 | | | | - | | | | - | | | | 4,177 | |
| | | | | | |
Total comprehensive loss for the period | | | - | | | | - | | | | - | | | | 68,800 | | | | (487,632 | ) | | | (418,832 | ) |
| | | | | | |
Balance, January 31, 2015 | | | 10,984,266 | | | | 34,449 | | | | 7,466,382 | | | | 140,248 | | | | (18,385,560 | ) | | | 239,785 | |
See accompanying notes
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SYNODON | | Unaudited Interim Condensed Consolidated Financial Statements | | 4 |
Interim Condensed Consolidated Statements of Cash Flows (Unaudited)
| | | | | | | | |
| | Three month periods ended January 31 | |
$ | | 2015 | | | 2014 | |
| | |
OPERATING ACTIVITIES | | | | | | | | |
| | |
Total comprehensive loss for the period | | | (487,632 | ) | | | (687,926 | ) |
| | |
Add charges to operations not requiring a current cash payment | | | | | | | | |
| | |
Translation from foreign operations | | | 68,800 | | | | 4,425 | |
| | |
Stock based compensation | | | 4,177 | | | | 66,279 | |
| | |
Amortization of intangible assets | | | 1,329 | | | | 802 | |
| | |
Depreciation of equipment | | | 1,705 | | | | 1,561 | |
| | |
Funds used in operation | | | (411,621 | ) | | | (614,859 | ) |
| | |
Changes in non-cash working capital balances related to operations | | | | | | | | |
| | |
Accounts receivable | | | (151,639 | ) | | | 1,092 | |
| | |
Unbilled revenue | | | 651,824 | | | | 109,578 | |
| | |
Work in progress | | | 87,106 | | | | 25,974 | |
| | |
Prepaid expenses and other current assets | | | (53,421 | ) | | | (73,447 | ) |
| | |
Billings in excess of earnings | | | (174,547 | ) | | | - | |
| | |
Accounts payable and accrued liabilities | | | 7,854 | | | | (53,686 | ) |
| | |
Long term deposit | | | (29,949 | ) | | | - | |
| | |
Long term repayment of government assistance | | | (5,421 | ) | | | - | |
| | |
Cash used in operating activities | | | (79,814 | ) | | | (605,348 | ) |
| | |
INVESTING ACTIVITIES | | | | | | | | |
| | |
Exchange differences | | | (89 | ) | | | - | |
| | |
Purchase of equipment and intangible assets | | | (39,091 | ) | | | (2,772 | ) |
| | |
Cash used in investing activities | | | (39,180 | ) | | | (2,772 | ) |
| | |
FINANCING ACTIVITIES | | | | | | | | |
| | |
Exercise of warrants | | | - | | | | 67,650 | |
| | |
Cash provided by financing activities | | | - | | | | 67,650 | |
| | |
Net decrease in cash during the period | | | (118,994 | ) | | | (540,470 | ) |
| | |
Cash, beginning of period | | | 458,782 | | | | 1,250,183 | |
| | |
Cash, end of period | | | 339,788 | | | | 709,713 | |
| | |
Supplemental cash flow information | | | | | | | | |
| | |
Interest paid | | | 1,099 | | | | - | |
See accompanying notes
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SYNODON | | Unaudited Interim Condensed Consolidated Financial Statements | | 5 |
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NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS for the three months ended January 31, 2015 and 2014 | |  |
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1. NATURE OF BUSINESS AND GOING CONCERN
Synodon Inc. (“Synodon” or the “Company”) was incorporated on August 14, 2000 in Alberta, Canada and commenced trading on the TSX Venture Exchange on January 19, 2007. The Company’s registered office is located in Edmonton, Alberta and its corporate office is located at 6916 Roper Road Edmonton, Alberta T6B 3H9.
Synodon has developed a proprietary remote gas sensing instrument called realSens™ (the technology) capable of detecting ground-level hydrocarbon gas occurrences from an aircraft. The instrument is capable of detecting gasses evaporating off of liquid hydrocarbons, thus enabling it to detect both liquid and gas occurrences. realSens™ forms the basis of Synodon’s pipeline integrity management services, which include oil and gas leak detection and several additional services.
These interim condensed consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and discharge of liabilities in the normal course of business for the foreseeable future. The Company has incurred significant losses since incorporation and as at January 31, 2015, had an accumulated deficit of $18,385,560 (October 31, 2014: $17,897,928). The Company’s ability to continue as a going concern is dependent on its ability to obtain additional financing and ultimately on its ability to achieve profitable operations. There can be no assurances that the Company will be able to secure additional financing or that it will become profitable on a consistent basis. These conditions result in a material uncertainty that casts significant doubt about the Company’s ability to continue as a going concern.
These interim condensed consolidated financial statements do not reflect any adjustments to the carrying values of assets and liabilities, the reported expenses and consolidated statements of financial position classifications that would be necessary if the going concern assumption was to be determined to be inappropriate.
2. BASIS OF PREPARATION
Statement of compliance
These interim condensed consolidated financial statements have been prepared in accordance with IAS 34, Interim Financial Reporting, and using accounting policies in full compliance with the International Financial Reporting Standards (“IFRS”) issued by the International Accounting Standards Board (“IASB”) and Interpretations of the International Financial Reporting Interpretations Committee (“IFRIC”).
The interim condensed consolidated financial statements should be read in conjunction with the audited Consolidated Financial Statements and notes thereto prepared in accordance with IFRS for the year ended October 31, 2014.
These interim condensed consolidated financial statements have been prepared following the same accounting policies and methods of computation as compared with the most recent annual financial statements.
NEW AND AMENDED STANDARDS AND INTERPRETATIONS
The Company applied, for the first time, amendments to IAS 1, “Presentation of Financial Statements” to improve the consistency and clarity of items presented in other comprehensive income. The amendments require that items presented in other comprehensive income be grouped into two categories: i) items that may be reclassified into profit or loss at a future date, and ii) items that will never be reclassified into profit or loss. This amendment affects presentation only and has no impact on the Company’s financial position or performance.
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SYNODON | | Unaudited Interim Condensed Consolidated Financial Statements | | 6 |
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NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS for the three months ended January 31, 2015 and 2014 | |  |
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3. EQUIPMENT
During the year ended October 31, 2014, the Company began production of a second realSens instrument. As at January 31, 2015, no depreciation has been recorded as the instrument has not been completed and as such is not available for use.
| | | | | | | | | | | | | | | | | | | | |
$ | | Computer equipment | | | Laboratory equipment | | | realSens equipment | | | Furniture and fixtures | | | Total | |
| | | | | |
Cost | | | | | | | | | | | | | | | | | | | | |
| | | | | |
Balance as at October 31, 2013 | | | 38,783 | | | | 12,469 | | | | 34,932 | | | | 20,700 | | | | 106,884 | |
| | | | | |
Additions | | | 7,792 | | | | - | | | | 33,087 | | | | 856 | | | | 41,735 | |
| | | | | |
Disposals | | | (884 | ) | | | - | | | | - | | | | - | | | | (884 | ) |
| | | | | |
Balance as at October 31, 2014 | | | 45,691 | | | | 12,469 | | | | 68,019 | | | | 21,556 | | | | 147,735 | |
| | | | | |
Additions | | | - | | | | - | | | | 390,451 | | | | - | | | | 390,451 | |
| | | | | |
Disposals | | | - | | | | - | | | | - | | | | - | | | | - | |
| | | | | |
Exchange differences | | | 116 | | | | - | | | | - | | | | - | | | | 116 | |
| | | | | |
Balance as at January 31, 2015 | | | 45,807 | | | | 12,469 | | | | 458,470 | | | | 21,556 | | | | 538,302 | |
| | | | | |
| | | | | | | | | | | | | | | | | | | | |
$ | | Computer equipment | | | Laboratory equipment | | | realSens equipment | | | Furniture and fixtures | | | Total | |
| | | | | |
Accumulated Depreciation | | | | | | | | | | | | | | | | | | | | |
| | | | | |
Balance as at October 31, 2013 | | | 33,506 | | | | 9,077 | | | | - | | | | 13,748 | | | | 56,331 | |
| | | | | |
Depreciation in year | | | 4,907 | | | | 679 | | | | - | | | | 1,478 | | | | 7,064 | |
| | | | | |
Disposals | | | (32 | ) | | | - | | | | - | | | | - | | | | (32 | ) |
| | | | | |
Balance as at October 31, 2014 | | | 38,381 | | | | 9,756 | | | | - | | | | 15,226 | | | | 63,363 | |
| | | | | |
Depreciation in period | | | 1,272 | | | | 136 | | | | - | | | | 297 | | | | 1,705 | |
| | | | | |
Exchange differences | | | 27 | | | | - | | | | - | | | | - | | | | 27 | |
| | | | | |
Balance as at January 31, 2015 | | | 39,680 | | | | 9,892 | | | | - | | | | 15,523 | | | | 65,095 | |
| | | | | |
| | | | | | | | | | | | | | | | | | | | |
$ | | Computer equipment | | | Laboratory equipment | | | realSens equipment | | | Furniture and fixtures | | | Total | |
| | | | | |
Carrying Amount | | | | | | | | | | | | | | | | | | | | |
| | | | | |
Balance as at October 31, 2013 | | | 5,277 | | | | 3,392 | | | | 34,932 | | | | 6,952 | | | | 50,553 | |
| | | | | |
| | | | | | | | | | | | | | | | | | | | |
| | | | | |
Balance as at October 31, 2014 | | | 7,310 | | | | 2,713 | | | | 68,019 | | | | 6,330 | | | | 84,372 | |
| | | | | |
| | | | | | | | | | | | | | | | | | | | |
| | | | | |
Balance as at January 31, 2015 | | | 6,127 | | | | 2,577 | | | | 458,470 | | | | 6,033 | | | | 473,207 | |
No impairment of equipment was recorded during the quarter ended January 31, 2015 (year ended October 31, 2014: $nil).
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SYNODON | | Unaudited Interim Condensed Consolidated Financial Statements | | 7 |
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NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS for the three months ended January 31, 2015 and 2014 | |  |
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4. COMMITMENTS
The commitments for each of the next six years are as follows:
| | | | |
$ | | | |
| |
FY 2015 | | | 2,019,950 | |
| |
FY 2016 | | | 133,042 | |
| |
FY 2017 | | | 141,878 | |
| |
FY 2018 | | | 126,997 | |
| |
FY 2019 | | | 118,874 | |
| |
FY 2020 | | | 29,719 | |
| |
Total | | | 2,570,460 | |
The Company is committed to purchase components for the production of realSens™ equipment, a lease for office premises and a software subscription service.
The Company committed to minimum lease payments on its office premises from May 1, 2015 to January 31, 2020 totaling $538,837. In addition to minimum lease payments, the lease requires payment of the Company’s proportionate share of operating costs for the premises, including real estate taxes and common area maintenance expenses.
The Company committed to contracts and purchase orders for the production of additional realSens™ equipment totaling $1,951,000. Of that amount, $866,401 is a firm commitment as of January 31, 2015, and the balance can be cancelled without penalty.
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SYNODON | | Unaudited Interim Condensed Consolidated Financial Statements | | 8 |
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NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS for the three months ended January 31, 2015 and 2014 | |  |
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5. SHARE CAPITAL
| | | | | | | | |
| | As at | |
| | January 31, 2015 | | | October 31, 2014 | |
| | |
Authorized | | | | | | | | |
| | |
Unlimited number of Class A voting common shares | | | | | | | | |
| | |
Unlimited number of Class B voting common shares | | | | | | | | |
| | |
Unlimited number of Class C non-voting common shares | | | | | | | | |
| | |
Unlimited number of Class D non-voting common shares | | | | | | | | |
| | |
Unlimited number of Class E non-voting, redeemable, retractable preferred shares | | | | | | | | |
| | |
Issued and outstanding | | | | | | | | |
| | |
Class A common shares | | | $10,984,266 | | | | $10,984,266 | |
| | |
Class A common shares—Shares | | | 84,347,033 | | | | 84,347,033 | |
| | |
| | | | | | | | |
| | Number of shares | | | Total | |
Balance, October 31, 2013 | | | 81,991,033 | | | | 10,528,916 | |
| | |
Issued in private placement, net of costs of issuance of $58,921 and net of fair value of warrants of $39,782 | | | 1,805,000 | | | | 361,572 | |
| | |
Issued on the exercise of options | | | 100,000 | | | | 26,128 | |
| | |
Issued on the exercise of warrants | | | 451,000 | | | | 67,650 | |
| | |
Balance, October 31, 2014 | | | 84,347,033 | | | | $10,984,266 | |
| | |
| | | | | | | | |
| | |
Balance, January 31, 2015 | | | 84,347,033 | | | | $10,984,266 | |
On July 15, 2014, the Company closed a private placement for aggregate gross proceeds of $460,275 consisting of 1,805,000 units at an issue price of $0.255 per unit. Each unit comprised one Class A common share and one half of one share purchase warrant. Each whole warrant entitles the holder to purchase one additional Class A common share of Synodon at an exercise price of $0.375 per share until July 11, 2015. The Class A common shares and warrants issued were subject to a four-month statutory hold period that expired on November 12, 2014.
In connection with the above private placement the Company paid finder’s fees totaling $2,550 and issued 10,000 finder’s warrants. Each finder’s warrant entitles the holder to purchase one Class A common share of Synodon at an exercise price of $0.255 per share until July 11, 2015.
The fair value of the warrants and finder’s warrants was determined to be $0.04 per warrant using the Black-Scholes pricing model and assuming a risk-free interest rate of 1.1%, a dividend yield of 0%, an expected volatility of 72.3% and an expected life of the warrants of twelve months. The resulting fair value of $39,782 ($39,346 for warrants and $436 for finder’s warrants) is included in the warrants issued. Costs of issuance were allocated to these warrants in the amount of $5,333.
On May 27, 2014, options were exercised to purchase 100,000 Class A common shares at $0.18 per share.
During fiscal 2014, 451,000 warrants were exercised at $0.15 resulting in proceeds of $67,650.
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SYNODON | | Unaudited Interim Condensed Consolidated Financial Statements | | 9 |
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NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS for the three months ended January 31, 2015 and 2014 | |  |
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Share options
Under the Company’s incentive stock option plan (the “Plan”), options to purchase common shares may be granted by the Board of Directors to directors, officers, employees or consultants of the Company, or its subsidiaries. The Company has reserved up to 8,244,203 shares (prior to 2014 Annual General Meeting held June 12, 2014: 6,024,690) for the settlement of options. The exercise price per share and the vesting period shall be determined at the time of grant by the Board of Directors.
Except for the grant on July 4, 2002, which vested when specific performance criteria were met, options granted prior to October 31, 2006 vested immediately. Options granted subsequent to October 31, 2006 generally vest over a period of three years.
The option period for options granted prior to April 30, 2006 ranged from three to ten years. For options granted since April 30, 2006 the option period does not exceed five years.
There have not been any non-employee options granted in exchange for services since April 30, 2006.
If an option has lapsed, the Board of Directors may grant new options covering the shares not purchased. If an officer, employee or consultant is terminated for cause, all unexercised option rights terminate immediately. If a person ceases to be a director, officer, employee or consultant of the Company for reasons other than for cause (as set forth in the Plan), such participant shall have the right for a period not exceeding one year from the date of ceasing to be a director, officer, employee or consultant to exercise their outstanding and vested options under the Plan.
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| | Three months ended January 31, 2015 | | | Year ended October 31, 2014 | |
| | | | |
| | Number of options | | | Weighted average exercise price | | | Number of options | | | Weighted average exercise price | |
| | | | |
Outstanding, beginning of period | | | 4,975,000 | | | | $0.2943 | | | | 4,330,000 | | | | $0.3585 | |
| | | | |
Granted | | | - | | | | $0.0000 | | | | 1,350,000 | | | | $0.1650 | |
| | | | |
Exercised | | | - | | | | $0.0000 | | | | (100,000 | ) | | | $0.1800 | |
| | | | |
Expired | | | (1,150,000) | | | | $0.6000 | | | | (605,000 | ) | | | $0.4836 | |
| | | | |
Outstanding, end of period | | | 3,825,000 | | | | $0.2024 | | | | 4,975,000 | | | | $0.2943 | |
| | | | |
Options exercisable at end of period | | | 3,825,000 | | | | $0.2024 | | | | 4,300,000 | | | | $0.3146 | |
On December 2, 2014, 1,150,000 options previously granted at $0.60 expired.
On November 26, 2013, 1,350,000 options were granted to directors, officers and employees at $0.165 for a period of five years. Half the options vested immediately and the balance vested on November 26, 2014.
On November 29, 2013, 100,000 options granted at $0.30 to a company officer expired.
The following table summarizes information about share options outstanding as at January 31, 2015:
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Range of exercise prices | | Year of grant | | Number outstanding | | | Number exercisable | | | Weighted average remaining contractual life (years) | | Weighted average exercise price | |
| | | | | |
$0.205-$0.46 | | 2010 | | | 925,000 | | | | 925,000 | | | 0.5 | | | $0.2946 | |
| | | | | |
$0.180 | | 2012 | | | 1,550,000 | | | | 1,550,000 | | | 2.1 | | | $0.1800 | |
| | | | | |
$0.165 | | 2014 | | | 1,350,000 | | | | 1,350,000 | | | 3.8 | | | $0.1650 | |
| | | | | |
| | | | | 3,825,000 | | | | 3,825,000 | | | 2.3 | | | $0.2024 | |
| | | | |
SYNODON | | Unaudited Interim Condensed Consolidated Financial Statements | | 10 |
| | |
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS for the three months ended January 31, 2015 and 2014 | |  |
| | |
| | |
The following table summarizes information about share options outstanding as at October 31, 2014:
| | | | | | | | | | | | | | | | |
| | | | | |
Range of exercise prices | | Year of grant | | Number outstanding | | | Number exercisable | | | Weighted average remaining contractual life (years) | | Weighted average exercise price | |
$0.205-$0.60 | | 2010 | | | 2,075,000 | | | | 2,075,000 | | | 0.4 | | | $0.4639 | |
$0.180 | | 2012 | | | 1,550,000 | | | | 1,550,000 | | | 2.3 | | | $0.1800 | |
$0.165 | | 2014 | | | 1,350,000 | | | | 675,000 | | | 4.1 | | | $0.1650 | |
| | | | | 4,975,000 | | | | 4,300,000 | | | 1.7 | | | $0.3146 | |
The treasury stock method is used to calculate loss per share and under this method options that are anti-dilutive are excluded from the calculation of diluted loss per share. For the quarter ended January 31, 2015 and year ended October 31, 2014, all outstanding options were considered anti-dilutive because the Company recorded a loss over those periods.
The following assumptions were used to estimate the fair value of 1,350,000 options granted during the year that ended October 31, 2014:
| | |
| | 2014 |
| |
Estimated fair values | | $0.085 |
| |
Weighted average exercise price | | $0.165 |
| |
Expected forfeiture rate | | 2.30% |
| |
Expected dividend yield | | 0.00% |
| |
Weighted average risk-free interest rate | | 1.16% |
| |
Expected volatility | | 83.3% |
| |
Weighted average expected life | | 2.75 |
|
No share options were granted in the quarter ended January 31, 2015.
Warrants
The following Class A common share purchase warrants were outstanding at January 31, 2015 and October 31, 2014:
| | | | | | | | | | | | | | | | |
January 31, 2015 | | | | | October 31, 2014 | |
Exercise price | | Expiry date | | Number outstanding and exercisable | | | | | Exercise price | | Expiry date | | Number outstanding and exercisable | |
$0.255 | | July 11, 2015 | | | 10,000 | | | | | $0.255 | | July 11, 2015 | | | 10,000 | |
$0.375 | | July 11, 2015 | | | 902,500 | | | | | $0.375 | | July 11, 2015 | | | 902,500 | |
| | | | | 912,500 | | | | | | | | | | 912,500 | |
In December 2013, 2,613,400 warrants expired resulting in a reclassification of $82,483 from warrants issued to contributed surplus.
| | | | |
SYNODON | | Unaudited Interim Condensed Consolidated Financial Statements | | 11 |
| | |
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS for the three months ended January 31, 2015 and 2014 | |  |
| | |
| | |
The following table sets out the change in warrants issued:
| | | | | | | | |
$ | | Three months ended January 31, 2015 | | | Year ended October 31, 2014 | |
| | |
Balance, beginning of period | | | 34,449 | | | | 96,717 | |
| | |
Warrant exercises | | | - | | | | (14,234 | ) |
| | |
Warrants issued on private placement units, net of issuance costs of $5,333 | | | - | | | | 34,449 | |
| | |
Expiry of warrants issued on December 2012 private placement units | | | - | | | | (82,483 | ) |
| | |
Balance, end of period | | | 34,449 | | | | 34,449 | |
The treasury stock method is used to calculate loss per share and under this method warrants that are anti-dilutive are excluded from the calculation of diluted loss per share. For the quarter ended January 31, 2015 and the year ended October 31, 2014, all outstanding warrants were considered anti-dilutive because the Company recorded a loss over those periods.
Contributed surplus
The following table sets out the change in contributed surplus:
| | | | | | | | |
$ | | Three months ended January 31, 2015 | | | Year ended October 31, 2014 | |
| | |
Balance, beginning of period | | | 7,462,205 | | | | 7,262,574 | |
| | |
Stock-based compensation | | | 4,177 | | | | 111,042 | |
| | |
Exercise of options | | | - | | | | (8,128 | ) |
| | |
Exercise of warrants | | | - | | | | 14,234 | |
| | |
Expiry of warrants issued on December 2012 private placement units | | | - | | | | 82,483 | |
| | |
Balance, end of period | | | 7,466,382 | | | | 7,462,205 | |
6. NON CASH TRANSACTIONS
During the quarter ended January 31, 2015, the Company purchased components for additional realSensTM instruments for $351,360 (Q1-2014 – $nil) which was included in accounts payable and accrued liabilities in the consolidated statements of financial position at January 31, 2015. This item was deemed a non-cash transaction in the consolidated statements of cash flows.
7. RECLASSIFICATION OF COMPARATIVE FIGURES
Certain comparative amounts have been reclassified to conform to the presentation adopted in the current year.
8. SUBSEQUENT EVENTS
On February 19, 2015, 325,000 options previously granted at $0.46 expired.
On March 16, 2015, the Company was informed that the appeal of a previously assessed late filing penalty (U.S. $10,000) was successful.
The Company and Cranberry Capital Inc. executed a term sheet for a $3 million bridge loan facility that is anticipated to close by March 31st. The loan bears interest at 12% per annum and Cranberry Capital will be paid a setup fee of $100,000 in conjunction with the loan. Cranberry Capital Inc. is a private investment company controlled by Mr. van Eeden, who is also the Executive Chairman and a control person of Synodon.
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SYNODON | | Unaudited Interim Condensed Consolidated Financial Statements | | 12 |