Shareholders' Equity | 13. Shareholders' Equity LP Units of JJ LP The limited partnership units (“LP Units”) of JJ LP, a subsidiary of the Company, are exchangeable for one common share of the Company at any time per request of the owner of the LP Units and are not saleable or transferable without the Company’s authorization. During the three months ended March 31, 2023 and 2022, there were no LP Units of JJ LP converted to common shares. As of March 31, 2023 and December 31, 2022, 43,821,379 LP Units of JJ LP were issued and outstanding, respectively. Warrants In connection with the NPA Amendment, the Company also issued Debt Modification Warrants to purchase 2,421.05 common shares of the Company for every $1 principal amount of the 2023 Refinanced Notes held by each Holder, for a total aggregate of 91,999,901 Debt Modification Warrants. Each Debt Modification Warrant is exercisable at any time prior to its expiration for one common share of the Company at an exercise price of $0.07084 per common share. The Debt Modification Warrants expire on February 15, 2030 and contain customary anti-dilution adjustment provisions The fair value of the Debt Modification Warrants issued was determined using the Black-Scholes option pricing model with the following assumptions at the time of issuance: Exercise price $ 0.07084 Expected dividend yield 0% Risk free interest rate 3.94% Expected life in years 7.0 years Expected volatility 84.00% The following table summarizes the warrants that remain outstanding as of March 31, 2023: Exercise Number of Security issued Price (CAD$) Warrants Expiration Date Founders separation warrants 1.05 9,045,691 September 30, 2024 Debt modification warrants 0.09 91,999,901 February 15, 2030 101,045,592 A rollforward of warrant activity for the three months ended March 31, 2023 was as follows: Weighted Number of Average Warrants Warrants Exercise Price Balance as of January 1, 2023 9,545,691 CAD$ 1.01 Issued 91,999,901 0.09 Expired (500,000) 0.33 Balance as of March 31, 2023 101,045,592 CAD$ 0.18 Share-based Compensation Under the Amended and Restated 2018 Stock and Incentive Plan, as amended from time to time (the “2018 Plan”), the Company has reserved 60,000,000 common shares to be issued as awards to employees, management, directors and consultants of the Company (“Eligible Persons”), as designated by the Company’s board of directors (the “Board”) or the compensation committee of the Board (the “Compensation Committee”). “Award” is defined in the 2018 Plan to include options, stock appreciation rights, restricted stocks, restricted stock units, performance stock units, dividend equivalents and stock-based awards. 36,243,816 common shares are available for issuance under the 2018 Plan as of March 31, 2023. Restricted Stock Units (“RSUs”) A summary of the status of the RSUs outstanding is as follows: Number of Weighted Average RSUs RSUs Grant Date Fair Value Unvested as of January 1, 2023 2,742,765 $ 0.25 Vested (370,744) 0.13 Forfeited (699,001) 0.11 Unvested as of March 31, 2023 1,673,020 $ 0.34 During the three months ended March 31, 2023 and 2022, the Company recorded $104 and $519 of share-based compensation relating to RSUs, respectively. For the three months ended March 31, 2023 and 2022, the share-based compensation relating to RSUs included $53 and $257, respectively, related to the performance awards for achievement of milestones relating to the projects of its joint venture in CGSF Group, LLC (“CGSF”). As of March 31, 2023, there was $357 of remaining RSU expense to be recognized over the weighted average remaining period of 0.87 years. Share Options A summary of the status of the share options outstanding is as follows: Share Options Weighted Weighted Average Common Average Remaining Contractual Share options Shares Exercise Price Life (yrs) Balance as of January 1, 2023 9,753,600 $ 0.60 6.11 Forfeited (147,013) $ 0.44 — Balance as of March 31, 2023 9,606,587 $ 0.60 5.87 For the three months ended March 31, 2023 and 2022, the Company recorded $31 and $81, respectively, of share-based compensation related to these options. As of March 31, 2023, there was $160 of remaining expense to be recognized over the weighted average remaining period of 1.29 years. The following table summarizes the share options that remain outstanding as of March 31, 2023: Number of Exercise Options Security issuable Share Options Price Expiration Date Exercisable Legacy employees 190,000 $ 1.58-1.58 June 28, 2028 190,000 2020 employee grant 5,733,989 $ 0.30-0.48 June 25, 2030 - December 1, 2030 3,393,775 Other employee grants 3,682,598 $ 0.41-3.96 June 17, 2024 - November 21, 2029 3,682,598 Total 9,606,587 7,266,373 Performance Stock Units (“PSUs”) A summary of the status of the PSUs outstanding is as follows: Number of Weighted Average Performance Stock Units PSUs Grant Date Fair Value Unvested as of January 1, 2023 10,632,378 $ 0.30 Forfeited (304,523) 0.18 Unvested as of March 31, 2023 10,327,855 $ 0.30 During the three months ended March 31, 2023 and 2022, the Company recorded $158 and $626 of share-based compensation relating to PSUs, respectively. As of March 31, 2023, there was $893 of remaining expense to be recognized over the weighted average remaining period of 1.44 years. A summary of the PSU awards granted containing market conditions is as follows: Closing Price on PSU Grant Dates Grant Date Expiration Date Outstanding (#) June 18, 2021 $ 0.49 December 31, 2024 8,187,351 September 30, 2021 $ 0.39 December 31, 2024 1,772,961 December 19, 2021 $ 0.23 December 31, 2024 367,543 Total 10,327,855 |