SHARE CAPITAL | 13. SHARE CAPITAL [a] Authorized capital The authorized share capital consists of 1,000,000,000 0.001 [b] Common shares issued Fiscal 2021 [i] In connection with the non-brokered private placement announced on September 10, 2020: On November 20, 2020, the Company closed the first tranche of the non-brokered private placement, issuing 5,599,171 0.13 727,892 556,876 On January 15, 2021, the Company closed the second tranche of the non-brokered private placement, consisting of 7,337,914 0.13 953,930 749,435 39,996 On January 29, 2021, the Company closed the third tranche of the non-brokered private placement consisting of 5,382,303 0.13 699,699 547,496 On March 24, 2021, the Company closed the fourth tranche of the non-brokered private placement consisting of 6,554,172 0.13 852,042 678,270 On April 27, 2021, the Company closed the fifth and final tranche of the non-brokered private placement consisting of 851,395 0.13 110,681 89,237 In total, the Company issued an aggregate 25,724,955 0.13 3,344,244 2,621,314 Each unit issued consists of one common share and one common share purchase warrant entitling the holder to acquire a further common share at a price of CA$0.19 for a period of one year from the closing date of the respective financing tranche 195,614 [ii] On May 5, 2021, the Company announced a non-brokered private placement priced at CA$ 0.13 3,000,000 5,223,420 0.13 679,044 561,844 17,853,506 0.13 2,320,956 1,880,687 23,076,926 0.13 3,000,000 2,442,531 Each unit issued consists of one common share and one common share purchase warrant entitling the holder thereof to acquire a further common share at a price of CA$0.19 for a period of one year from the date of closing of the respective financing tranche 154,336 [iii] On May 18, 2021, the Company issued a total of 1,360,959 263,973 26,286 [iv] On June 7, 2021, the Company issued 1,538,461 0.24 369,231 305,832 [v] On July 16, 2021, the Company closed a non-brokered private placement and issued 4,350,000 0.20 870,000 690,860 Each unit consists of one common share and one common share purchase warrant entitling the holder thereof to acquire a further common share at a price of CA$0.30 for a period of one year from the date of closing 48,319 [vi] On August 11, 2021, the Company closed a non-brokered private placement and issued 3,827,601 0.55 0.44 2,105,180 1,683,336 Each unit consists of one common share and one common share purchase warrant entitling the holder thereof to acquire a further common share at a price of CA$0.65 (US$0.52) for a period of eighteen months from the date of closing 124,923 [vii] During the year ended October 31, 2021, the Company issued a total of 7,014,969 0.05 0.21 1,120,130 887,520 525,173 [viii] During the year ended October 31, 2021, the Company issued a total of 2,630,000 0.05 0.16 175,800 140,734 [ix] With respect to the exercises of common share purchase warrants and options, the Company reclassified $ 4,291 and $ 121,932 , respectively, from additional paid-in capital to share capital during the year ended October 31, 2021. Fiscal 2022 [i] Pursuant to an agreement entered on August 29, 2018 and which was approved by the TSX-V on September 12, 2018, a company controlled by a director and officer was eligible to receive up to 5% of the issued and outstanding common shares of the Company as at August 28, 2018 for up to $ 5 9,163,425 0.65 5,956,226 4,796,832 [ii] On November 4, 2021, the Company issued 1,000,000 units on partial conversion of the June 2021 Convertible Debenture, for a total of 1,000,000 common shares, 500,000 Class A Warrants exercisable at a price of $ 0.13 until June 10, 2026, and 500,000 Class B Warrants exercisable at a price of $ 0.19 until June 10, 2026. On December 13, 2021, the Company issued a further 1,000,000 units on partial conversion of the June 2021 Convertible Debenture, for a total of 1,000,000 common shares, 500,000 Class A Warrants exercisable at a price of $ 0.13 until June 10, 2026, and 500,000 Class B Warrants exercisable at a price of $ 0.19 until June 10, 2026. On January 20, 2022, the Company issued a further 1,000,000 units on partial conversion of the June 2021 Convertible Debenture, for a total of 1,000,000 common shares, 500,000 Class A Warrants exercisable at a price of $ 0.13 until June 10, 2026, and 500,000 Class B Warrants exercisable at a price of $ 0.19 until June 10, 2026. The Company incurred aggregate share issue costs of $ 1,361 . [iii] On November 26, 2021, the Company closed a non-brokered private placement and issued 1,375,499 0.55 756,524 0.75 26,656 [iv] During the three months ended January 31, 2022, upon exercise of common share purchase warrants, the Company issued an aggregate 15,159,448 0.19 2,880,295 2,279,136 200,000 0.05 10,000 7,830 30,000 0.30 9,000 6,981 15,389,448 2,899,295 2,293,946 2,428,363 [c] Common share purchase warrants A summary of the changes in the Company’s common share purchase warrants during the three months ended January 31, 2022 are as follows: SUMMARY OF CHANGES IN COMMON SHARE PURCHASE WARRANTS Expiry Date Exercise Price Weighted Average Life (Years) October 31, 2021 Granted Exercised Expired/ Cancelled January 31, 2022 Expiry Date Exercise Price Weighted Average Life (Years) October 31, 2021 Granted Exercised Expired/ Cancelled January 31, 2022 November 22, 2021 CA$ 0.19 – 4,160,021 – (4,080,573 ) (79,448 ) – January 17, 2022 CA$ 0.19 – 7,267,914 – (5,959,396 ) (1,308,518 ) – January 31, 2022 CA$ 0.19 – 5,382,303 – (4,341,906 ) (1,040,397 ) – February 21, 2022 CA$ 0.05 0.06 1,505,200 – – – 1,505,200 March 24, 2022 CA$ 0.19 0.14 6,341,872 – (570,046 ) – 5,771,826 March 27, 2022 CA$ 0.05 0.15 982,025 – – – 982,025 April 27, 2022 CA$ 0.19 0.24 791,395 – (50,000 ) – 741,395 May 9, 2022 CA$ 0.05 0.27 1,813,725 – – – 1,813,725 May 30, 2022 CA$ 0.19 0.33 5,223,420 – (47,527 ) – 5,175,893 June 17, 2022 CA$ 0.19 0.38 17,703,506 – (110,000 ) – 17,593,506 July 18, 2022 CA$ 0.30 0.46 4,350,000 – (30,000 ) – 4,320,000 August 14, 2022 CA$ 0.05 0.53 200,000 – (200,000 ) – – February 13, 2023 CA$ 0.65 1.04 3,827,601 – – – 3,827,601 Subtotal 59,548,982 – (15,389,448 ) (2,428,363 ) 41,731,171 Weighted average exercise price CA$ 0.22 – CA$ 0.19 CA$ 0.19 CA$ 0.23 November 27, 2022 US$ 0.75 0.82 – 1,375,499 – – 1,375,499 June 10, 2026 US$ 0.13 4.36 – 1,500,000 – – 1,500,000 June 10, 2026 US$ 0.19 4.36 – 1,500,000 – – 1,500,000 Subtotal – 4,375,499 – – 4,375,499 Weighted average exercise price – US$ 0.35 – – US$ 0.35 Total 59,548,982 4,375,499 (15,389,448 ) (2,428,363 ) 46,106,670 A summary of the changes in the Company’s common share purchase warrants during the three months ended January 31, 2021 are as follows: Expiry Date Exercise Price ($) Weighted Average Life (Years) October 31, 2020 Granted Exercised Expired/ Cancelled January 31, 2021 Expiry Date Exercise Price Weighted Average Life (Years) October 31, 2020 Granted Exercised Expired/ Cancelled January 31, 2021 August 31, 2021 * CA$ 0.21 0.58 3,643,791 - – – 3,643,791 November 22, 2021 CA$0.19 0.80 – 5,599,171 – – 5,599,171 January 17, 2022 CA$0.19 0.96 – 7,337,914 – – 7,337,914 January 31, 2022 CA$0.19 0.99 – 5,382,303 – – 5,382,303 February 21, 2022 CA$0.05 1.06 1,505,200 – – – 1,505,200 March 27, 2022 CA$0.05 1.15 1,482,025 – – – 1,482,025 May 9, 2022 CA$0.05 1.27 2,368,626 – – – 2,368,626 August 14, 2022 CA$0.05 1.53 1,110,000 – – – 1,110,000 Total 10,109,642 18,319,388 – – 28,429,030 Weighted average exercise price CA$ 0.11 CA$ 0.19 – – CA$ 0.16 * The Company received approval of the TSX-V on January 13, 2021 and amended the expiry date of 3,643,791 extending the expiry date from January 17, 2021 to August 31, 2021 0.30 10 [d] Stock options The Company has adopted an incentive stock option plan, effective on August 8, 2017 and as amended on August 8, 2018, under the rules of the TSX-V pursuant to which it is authorized to grant stock options to executive officers, directors, employees and consultants, enabling them to acquire up to 20 Stock options granted are subject to a maximum term of 5 years. All options granted shall vest immediately, except for those options granted to persons performing investor relations activities for the Company On June 11, 2021, the Company adopted the 2021 Equity Incentive Plan which replaces the 2017 Stock Option for providing stock-based compensation to directors, officers, employees, consultants, and advisors of the Company and no further options will be granted under the 2017 Stock Option Plan. Under the 2021 Equity Incentive Plan, the Company is authorized to issue up 27,312,368 3,730,000 1,730,000 On December 30, 2020, the Company granted 15,650,000 0.13 9,500,000 6,150,000 On August 30, 2021, the Company granted 21,700,000 0.70 five years On October 1, 2021, the Company granted 1,450,000 0.50 five years On December 3, 2021, the Company granted 250,000 0.58 five years As at January 31, 2022, the maximum number of common shares available under the 2021 Equity Incentive Plan was 31,042,368 7,642,368 During the three months January 31, 2022, the Company recognized a stock-based compensation totaling $ 131,575 1,048,990 The weighted average grant date fair value of the stock options granted during the three months ended January 31, 2022 was CA$ 0.50 0.09 SCHEDULE OF ASSUMPTIONS USED 2022 2021 Risk free rate of interest 1.34 % 0.20 1.07 Expected life of options 5 2 5 Exercise price of options CA$ 0.58 CA$ 0.13 0.70 Expected annualized volatility 136.08 % 130.88 140.05 Expected dividend rate Nil Nil A summary of the changes in the Company’s stock options during the three months ended January 31, 2022 are as follows: SCHEDULE OF STOCK OPTIONS ACTIVITY Expiry Date Exercise Price Weighted Average Life (Years) Outstanding as at October 31, 2021 Granted Exercised Expired/ Cancelled Outstanding as at January 31, 2022 Vested as at January 31, 2022 March 27, 2022 0.05 0.15 1,500,000 – – (250,000 ) 1,250,000 1,250,000 December 30, 2022 0.13 0.91 6,000,000 – – – 6,000,000 6,000,000 August 12, 2023 0.05 1.53 2,290,000 – – (750,000 ) 1,540,000 1,540,000 December 3, 2023 0.05 1.84 6,450,000 – – (500,000 ) 5,950,000 5,950,000 May 22, 2024 0.12 2.31 7,900,000 – – (500,000 ) 7,400,000 7,400,000 November 3, 2024 0.15 2.76 700,000 – – – 700,000 700,000 November 24, 2024 0.16 2.82 320,000 – – – 320,000 320,000 March 26, 2025 0.11 3.15 100,000 – – – 100,000 100,000 April 23, 2025 0.12 3.23 3,350,000 – – – 3,350,000 3,350,000 December 30, 2025 0.13 3.92 9,500,000 – – – 9,500,000 9,500,000 August 30, 2026 0.70 4.58 21,700,000 – – – 21,700,000 21,475,000 October 1, 2026 0.50 4.67 1,450,000 – – – 1,450,000 1,450,000 December 3, 2026 0.58 4.84 – 250,000 – – 250,000 250,000 Total 61,260,000 250,000 – (2,000,000 ) 59,510,000 59,285,000 Weighted average exercise price CA$ 0.33 CA$ 0.58 – CA$ 0.07 CA$ 0.34 CA$ 0.33 Aggregate intrinsic value $ 19,994,025 $ 4,886,548 $ 4,93,542 Weighted average remaining life 3.46 3.27 3.26 A summary of the changes in the Company’s nonvested stock options during the year ended January 31, 2022 are as follows: SCHEDULE OF NONVESTED STOCK OPTIONS Expiry Date Fair Value Per Share Weighted Average Life (Years) Nonvested as at October 31, 2021 Granted Vested Expired/ Cancelled Nonvested as at January 31, 2022 December 30, 2022 0.07 1.16 162,500 – (162,500 ) – – August 30, 2026 0.56 4.83 300,000 – (75,000 ) – 225,000 Total 462,500 – (237,500 ) – 225,000 Weighted average grant date fair value – per option CA$ 0.39 – CA$ 0.22 – CA$ 0.56 Weighted average grant date fair value – total $ 144,131 – $ 41,571 – $ 98,764 A summary of the changes in the Company’s stock options during the three months ended January 31, 2021 are as follows: Expiry Date Exercise Price Weighted Average Life (Years) Outstanding as at October 31, 2020 Granted Exercised Expired/ Cancelled Outstanding as at January 31, 2021 Vested as at January 31, 2021 February 11, 2021 0.05 0.03 800,000 – – – 800,000 800,000 August 16, 2021 0.05 0.54 600,000 – – – 600,000 600,000 March 27, 2022 0.05 1.15 1,750,000 – – – 1,750,000 1,750,000 August 26, 2022 0.13 – 500,000 – – (500,000 ) – – December 30, 2022 0.13 1.91 – 6,150,000 – – 6,150,000 5,500,000 April 19, 2023 0.05 2.21 800,000 – – – 800,000 800,000 August 12, 2023 0.05 2.53 3,120,000 – – – 3,120,000 3,120,000 December 3, 2023 0.05 2.84 7,000,000 – – – 7,000,000 7,000,000 May 22, 2024 0.12 3.31 7,950,000 – – – 7,950,000 7,950,000 November 3, 2024 0.15 3.76 700,000 – – – 700,000 700,000 November 24, 2024 0.16 3.82 900,000 – – – 900,000 900,000 March 26, 2025 0.11 4.15 300,000 – – – 300,000 300,000 April 23, 2025 0.12 4.23 4,000,000 – – (300,000 ) 3,700,000 3,512,500 December 30, 2025 0.13 4.92 – 9,500,000 – – 9,500,000 9,500,000 Total 28,420,000 15,650,000 – (800,000 ) 43,270,000 42,432,500 Weighted average exercise price CA$ 0.09 CA$ 0.13 – CA$ 0.13 CA$ 0.10 CA$ 0.10 Aggregate intrinsic value $ 801,922 $ 743,918 $ 801,892 Weighted average remaining life 3.18 3.23 3.24 The intrinsic value of options exercised during the three months ended January 31, 2022 was $ nil nil [e] Share-based payments and other reserves The share-based payments and other reserves are used to recognize the fair value of stock options granted to directors, officers, employees and consultants as part of their remuneration, as well as those of broker warrants issued in relation to the Company’s financings. When stock options and broker warrants are subsequently exercised, the fair value of such stock options and broker warrants in additional paid-in capital is credited to share capital. Common share purchase warrants attached to units as part of a unit placement were assigned a $nil value. The residual method is used to calculate the fair value of the warrant component of units issued, whereby the residual of the private placement proceeds less the fair value of the share component is assigned as the fair value of the warrants. On November 1, 2021, the Company’s functional currency change resulted in the reclassification of its outstanding warrants and broker warrants denominated in the Canadian dollars as derivative liabilities. The previous value of outstanding broker warrants was reversed out of additional paid-in capital. On November 1, 2021, the Company’s functional currency change resulted in the reclassification of the June 2021 Convertible Debenture from a hybrid financial instrument to a convertible debt instrument with a beneficial conversion feature. The value of the embedded derivative liability was reclassified to additional paid-in capital. [f] Obligations to issue shares As at January 31, 2022, the Company received advance share subscriptions in the amount of $ 46,741 209,827 [g] Dilutive common shares As at January 31, 2022, potentially dilutive common shares relating to common share purchase warrants and options outstanding totaling 105,616,670 120,808,982 |