SHARE CAPITAL AND RESERVES | 13. SHARE CAPITAL AND RESERVES a) Authorized share capital We are authorized to issue an unlimited number of Class A Shares. The Class A Shares do not have any special rights or restrictions attached. As of September 30, 2023, there were 338 Class A Shares issued and outstanding. b) Issued share capital During the nine month period ended September 30, 2023, the Company: i) Issued 2,500,000 shares at a price of $0.90 per share for total proceeds of $2,250,000 in a registered direct offering. In connection with the offering, the Company incurred $226,544 in issuance costs as part of the transaction. ii) Issued 4,042,000 common shares pursuant to exercise of 4,042,000 warrants at a price of $1.10 per share for total proceeds of $4,446,200. Escrow At September 30, 2023, 21 common shares (December 31, 2022 – 21) of the Company are held in escrow due to misplaced share certificates originally issued to three individual shareholders. During the year ended December 31, 2022, the Company: i) Issued 291,667 units at a price of $24.00 per unit for total proceeds of $7,000,000. Each unit consisted of one common share and one warrant, to purchase one common share at $28.80 per share until February 28, 2027. In connection with the offering, the Company incurred $900,720 in issuance costs as part of the transaction. ii) Issued 11,441 shares, which were converted from Versus Holdco shares. iii) Issued 39,375 shares at a price of $22.20 per unit for total proceeds of $874,125 as a result of the underwriter exercising the overallotment. iv) Issued 4,196 shares related to the Xcite acquisition and the vesting of key employee shares. v) Issued 276,334 units at a price of $7.80 per unit for total proceeds of $2,155,195. The offering consisted of 140,000 common shares and 136,334 pre-funded warrants. In connection with the offering, the Company incurred $313,482 in issuance costs as part of the transaction. vi) Issued 412,293 shares at $2.72 per share in a private placement offering for total proceeds of $1,119,373. vii) Issued 2,100,000 units at a price of $1.00 per unit for total proceeds of $2,099,866. The offering consisted of 300,000 common shares and 1,800,000 pre-funded warrants. In connection with the offering, the Company incurred $522,460 in issuance costs as part of the transaction. c) Stock options The Company may grant incentive stock options to its officers, directors, employees, and consultants. The Company has implemented a rolling Stock Option Plan (the “Plan”) whereby the Company can issue up to 10% of the issued and outstanding common shares of the Company. Options have a maximum term of ten years and vesting is determined by the Board of Directors. A continuity schedule of outstanding stock options is as follows: Number Weighted Average ($) Balance –December 31, 2021 129,451 63.60 Granted 104,520 6.19 Exercised - - Forfeited (6,183 ) 92.81 Balance –December 31, 2022 227,788 37.13 Granted 400,000 0.90 Exercised - - Forfeited (157,654 ) 25.47 Balance – September 30, 2023 470,134 10.21 During the nine months ended September 30, 2023, 400,000 stock options were granted by the Company. During the nine months ended September 30, 2023, the Company recorded a share-based compensation adjustment of ($1,154,308) (September 30, 2022 - $1,255,588) relating to options forfeited as a result of the Company’s corporate restructuring in January 2023. During the year ended December 31, 2022, 104,520 stock options were granted by the Company. During the year ended December 31, 2022, the Company recorded share-based compensation of $1,567,583 relating to options vested during the period. The Company used the following assumptions in calculating the fair value of stock options for the period ended: September 30, December 31, Risk-free interest rate 3.93% 2.14% – 4.03% Expected life of options 5.0 years 5.0 years Expected dividend yield Nil Nil Volatility 132.65% 96.90% – 112.40% At September 30, 2023, the Company had incentive stock options outstanding as follows: Expiry Date Options Outstanding Exercise Price Weighted Average ($) (years) April 2, 2024 6,877 37.80 0.50 June 27, 2024 417 38.40 0.75 September 27, 2024 15,418 67.95 1.00 October 22, 2024 834 60.45 1.08 July 24, 2025 8,873 44.70 1.83 July 31, 2025 8,761 44.70 1.83 August 10, 2025 833 44.70 1.92 June 1, 2026 3,788 105.60 2.67 June 29, 2026 700 84.75 2.75 August 19, 2026 23,990 63.00 2.92 May 10, 2027 230 11.85 3.67 August 17, 2027 51,465 6.00 3.92 September 20, 2027 2,240 3.45 4.00 February 13, 2028 345,708 0.90 4.50 470,134 10.21 4.05 d) Share purchase warrants A continuity schedule of outstanding share purchase warrants is as follows: Number Weighted Average Exercise Price Outstanding ($) Balance – December 31, 2021 299,077 102.45 Exercised - - Expired (186,586 ) 96.30 Issued 5,166,044 3.42 Balance – December 31, 2022 5,278,535 5.74 Exercised (4,042,000 ) 1.10 Expired - - Issued 175,000 0.90 Balance – September 30, 2023 (1) 1,411,535 18.44 (1) Unit A warrant balance is 1,687,341 as of September 30, 2023; however, table above reflects 15:1 post-consolidated common shares to be issued and exercise price upon the exercise of the warrants. During the nine month period ended September 30, 2023, the Company: i) Issued 175,000 placement agent warrants in conjunction with a registered direct offering on February 2, 2023, with an exercise price of $0.90 per share. During the year ended December 31, 2022, the Company: i) Completed a public offering on February 28, 2022, and issued 291,669 units at a price of $24.00 per unit for total proceeds of $7,000,000. Each unit consisted of one common share and one warrant, to purchase one common share at $28.80 per share until February 28, 2027. ii) Issued 39,375 units on March 24, 2022, at a price of $22.20 per unit for total proceeds of $874,125 because the underwriter exercised its overallotment option. Each unit consisted of one common share and one warrant, to purchase one common share at $28.80 per share until February 28, 2027. iii) Issued 414,500 warrants on July 18, 2022, to purchase common shares, each exercisable for one common share at an exercise price of $7.80 per share in an offer to an investor. iv) Completed a public offering on December 9, 2022 and issued 2,100,000 units for total proceeds of $2,099,866. Each unit consists of (1) either (a) one common share or (b) one pre-funded warrant to purchase one common share and (2) two warrants to purchase one common share each, at a public offering price of $1.00 per unit. The unit will have an exercise price of $1.10 per share, are exercisable immediately upon issuance, and will expire five years following the date of issuance. An additional 220,500 warrants were provided to placement agents with an exercise price of $1.25 per share. The Company used the following assumptions in calculating the fair value of the warrants for the period ended: September 30, Risk-free interest rate 4.13% - 4.49% Expected life of warrants 2.58 – 4.67 years Expected dividend yield Nil Volatility 132.78% Weighted average fair value per warrant $0.21 At September 30, 2023, the Company had share purchase warrants outstanding as follows: Expiry Date Warrants Outstanding Exercise Price Weighted Average Remaining Life ($) (years) January 20, 2026 (1) 112,491 112.50 2.33 February 28, 2027 331,044 28.80 3.42 December 6, 2027 220,500 1.25 4.17 December 9, 2027 158,000 1.10 4.17 January 18, 2028 414,500 7.80 4.33 February 2, 2028 175,000 0.90 4.42 1,411,535 18.44 3.92 (1) Unit A warrant balance is 1,687,341 as of September 30, 2023; however, the table above reflects 15:1 post-consolidated common shares to be issued and exercise price upon the exercise of the warrants. |