SHARE CAPITAL | 14. 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 0.13 556,876 727,892 On January 15, 2021, the Company closed the second tranche of the non-brokered private placement, consisting of 7,337,914 0.13 749,435 953,930 39,996 On January 29, 2021, the Company closed the third tranche of the non-brokered private placement consisting of 5,382,303 0.13 547,496 699,699 On March 24, 2021, the Company closed the fourth tranche of the non-brokered private placement consisting of 6,554,172 0.13 678,270 852,042 On April 27, 2021, the Company closed the fifth and final tranche of the non-brokered private placement consisting of 851,395 0.13 89,237 110,681 In total, the Company issued an aggregate 25,724,955 0.13 2,621,314 3,344,244 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 0.13 561,844 679,044 17,853,506 0.13 1,880,687 2,320,956 23,076,926 0.13 2,442,531 3,000,000 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 0.24 305,832 369,231 [v] On July 16, 2021, the Company closed a non-brokered private placement and issued 4,350,000 0.20 690,860 870,000 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 1,683,336 2,105,180 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 for a period of eighteen months from the date of closing 124,923 8,444 [vii] During the year ended October 31, 2021, the Company issued a total of 7,014,969 0.05 0.21 887,520 1,120,130 525,173 [viii] During the year ended October 31, 2021, the Company issued a total of 2,630,000 0.05 0.16 140,734 175,800 [ix] With respect to the exercises of common share purchase warrants and options, the Company reclassified $ 4,291 121,932 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 5 9,163,425 0.65 4,796,832 5,956,226 [ii] On November 4, 2021, the Company issued 1,000,000 1,000,000 500,000 500,000 1,000,000 1,000,000 500,000 500,000 1,000,000 1,000,000 500,000 500,000 0.13 0.19 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 2,279,136 2,880,295 200,000 0.05 7,830 10,000 30,000 0.30 6,981 9,000 15,389,448 2,293,946 2,899,295 2,428,363 [v] On March 10, 2022, the Company issued 1,000,000 1,000,000 500,000 500,000 2,000,000 2,000,000 1,000,000 1,000,000 0.13 0.19 [vi] On April 22, 2022, the Company issued a total of 933,333 933,333 0.20 100,000 12,000 [vii] During the three months ended April 30, 2022, upon the exercise of common share purchase warrants, the Company issued an aggregate 929,005 0.19 929,005 1,177,755 2,082,025 0.05 81,354 104,101 30,960 0.30 7,357 9,288 3,191,933 40,000 [viii] During the three months ended April 30, 2022, the Company issued a total of 750,000 0.05 29,715 37,500 22,203 [ix] On April 18, 2022, the Company announced a non-brokered private placement priced at $ 0.25 3,000,000 1,727,000 0.25 431,750 740,000 0.25 185,000 2,467,000 616,750 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 $0.45 for a period of one year from the date of closing of the respective financing tranche 23,182 [x] On June 8, 2022, the Company issued 1,000,000 1,000,000 500,000 500,000 1,000,000 1,000,000 500,000 500,000 0.13 0.19 [xi] During the three months ended July 31, 2022, upon the exercise of common share purchase warrants, the Company issued an aggregate 8,131,975 0.19 1,205,077 1,545,075 800,000 0.05 31,051 40,000 17,414,239 13,725 [xii] During the three months ended July 31, 2022, upon the exercise of stock options, the Company issued an aggregate 250,000 0.13 25,340 32,500 150,000 0.12 13,853 18,000 600,000 0.05 23,272 30,000 48,060 [c] Common share purchase warrants Common share purchase warrants attached to units as part of a unit placement were assigned a $nil value. A summary of the changes in the Company’s common share purchase warrants during the nine months ended July 31, 2022 are as follows: SUMMARY OF CHANGES IN COMMON SHARE PURCHASE WARRANTS Expiry Date Exercise Price Weighted Average Life (Years) October 31, 2021 Granted Exercised Expired/ Cancelled July 31, 2022 Expiry Date Exercise Price Weighted Average Life (Years) October 31, 2021 Granted Exercised Expired/ Cancelled July 31, 2022 November 22, 2021 CA$ 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 – 1,505,200 – (200,000 ) (1,305,200 ) – March 24, 2022 CA$ 0.19 – 6,341,872 – (4,515,139 ) (1,826,733 ) – March 27, 2022 CA$ 0.05 – 982,025 – (882,025 ) (100,000 ) – April 27, 2022 CA$ 0.19 – 791,395 – (791,395 ) – – May 9, 2022 CA$ 0.05 – 1,813,725 – (1,800,000 ) (13,725 ) – May 30, 2022 CA$ 0.19 – 5,223,420 – (4,070,006 ) (1,153,414 ) – June 17, 2022 CA$ 0.19 – 17,703,506 – (5,731,721 ) (11,971,785 ) – July 18, 2022 CA$ 0.30 – 4,350,000 – (60,960 ) (4,289,040 ) – August 14, 2022 CA$ 0.05 0.04 200,000 – (200,000 ) – – February 13, 2023 CA$ 0.65 0.54 3,827,601 – – – 3,827,601 April 22, 2024 CA$ 0.20 1.73 – 933,333 – – 933,333 Subtotal 59,548,982 933,333 (32,633,121 ) (23,088,260 ) 31,120,873 Weighted average exercise price CA$ 0.22 CA$ 0.20 CA$ 0.18 CA$ 0.20 CA$ 0.56 November 27, 2022 US$ 0.75 0.33 – 1,375,499 – – 1,375,499 May 9, 2023 US$ 0.45 0.77 – 1,727,000 – – 1,727,000 Jun 3, 2023 US$ 0.45 0.84 – 740,000 – – 740,000 June 10, 2026 US$ 0.13 3.86 – 4,000,000 – – 1,500,000 June 10, 2026 US$ 0.19 3.86 – 4,000,000 – – 1,500,000 Subtotal – 11,842,499 – – 11,842,499 Weighted average exercise price – US$ 0.29 – – US$ 0.29 Total 59,548,982 12,775,832 (32,633,121 ) (5,660,296 ) 38,496,372 A summary of the changes in the Company’s common share purchase warrants during the nine months ended July 31, 2021 are as follows: Expiry Date Exercise Price Weighted Average Life (Years) October 31, 2020 Granted Exercised Expired/ Cancelled July 31, 2021 August 31, 2021 * CA$ 0.21 0.08 3,643,791 – – – 3,643,791 November 22, 2021 CA$ 0.19 0.31 – 5,599,171 – – 5,599,171 January 17, 2022 CA$ 0.19 0.46 – 7,400,214 (70,000 ) (62,300 ) 7,267,914 January 31, 2022 CA$ 0.19 0.50 – 5,382,303 – – 5,382,303 February 21, 2022 CA$ 0.05 0.56 1,505,200 – – – 1,505,200 March 24, 2022 CA$ 0.19 0.65 – 6,554,172 – – 6,554,172 March 27, 2022 CA$ 0.05 0.65 1,482,025 – – – 1,482,025 April 27, 2022 CA$ 0.19 0.74 – 851,395 – – 851,395 May 9, 2022 CA$ 0.05 0.77 2,368,626 – (54,901 ) – 2,313,725 May 30, 2022 CA$ 0.19 0.82 – 5,223,420 – – 5,223,420 June 17, 2022 CA$ 0.19 0.88 – 17,853,506 – – 17,853,506 July 18, 2022 CA$ 0.30 0.96 – 4,350,000 – – 4,350,000 August 14, 2022 CA$ 0.05 1.04 1,110,000 – (400,000 ) – 710,000 Total 10,109,642 53,214,181 (524,901 ) (62,300 ) 62,736,622 Weighted average exercise price CA$ 0.11 CA$ 0.19 CA$ 0.07 CA$ 0.19 CA$ 0.19 * 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 [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 to 27,312,368 6,780,000 1,730,000 34,092,368 29,042,368 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 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 On March 7, 2022, the Company granted 500,000 0.40 five years On April 8, 2022, the Company granted 500,000 0.40 five years As at July 31, 2022, 10,042,368 During the nine months July 31, 2022, the Company recognized a stock-based compensation totaling $ 466,368 1,057,013 The weighted average grant date fair value of the stock options granted during the nine months ended July 31, 2022 was CA$ 0.37 0.09 SCHEDULE OF FAIR VALUE ASSUMPTIONS 2022 2021 Risk free rate of interest 1.34 2.59 0.20 1.07 Expected life of options 5 2 5 Exercise price of options CA$ 0.40 0.58 CA$ 0.13 0.70 Expected annualized volatility 134.93 136.08 130.88 140.05 Expected dividend rate Nil Nil A summary of the changes in the Company’s stock options during the nine months ended July 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 July 31, 2022 Vested as at July 31, 2022 March 27, 2022 0.05 – 1,500,000 – (750,000 ) (750,000 ) – – December 30, 2022 0.13 0.42 6,000,000 – (250,000 ) (650,000 ) 5,100,000 5,100,000 August 12, 2023 0.05 1.03 2,290,000 – – (750,000 ) 1,540,000 1,540,000 December 3, 2023 0.05 1.34 6,450,000 – (600,000 ) (1,500,000 ) 4,350,000 4,350,000 May 22, 2024 0.12 1.81 7,900,000 – – (850,000 ) 7,050,000 7,050,000 November 3, 2024 0.15 2.26 700,000 – – – 700,000 700,000 November 24, 2024 0.16 2.32 320,000 – – (300,000 ) 20,000 20,000 March 26, 2025 0.11 2.65 100,000 – – – 100,000 100,000 April 23, 2025 0.12 2.73 3,350,000 – (150,000 ) (250,000 ) 2,950,000 2,950,000 December 30, 2025 0.13 3.42 9,500,000 – – – 9,500,000 9,500,000 August 30, 2026 0.70 4.08 21,700,000 – – (350,000 ) 21,350,000 21,312,500 October 1, 2026 0.50 4.17 1,450,000 – – – 1,450,000 1,450,000 December 3, 2026 0.58 4.35 – 250,000 – – 250,000 250,000 March 7, 2027 0.40 4.60 – 500,000 – – 500,000 500,000 April 8, 2027 0.40 4.69 – 500,000 – – 500,000 500,000 Total 61,260,000 1,250,000 (1,750,000 ) (5,400,000 ) 55,360,000 55,322,500 Weighted average exercise price CA$ 0.33 CA$ 0.44 CA$ 0.07 CA$ 0.12 CA$ 0.36 CA$ 0.36 Aggregate intrinsic value $ 19,994,025 ($ 8,475,724 ) ($ 8,459,933 ) Weighted average remaining life 3.46 2.96 2.96 A summary of the changes in the Company’s nonvested stock options during the nine months ended July 31, 2022 are as follows: SCHEDULE OF NON-VESTED 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 July 31, 2022 December 30, 2022 0.07 0.42 162,500 – (162,500 ) – – August 30, 2026 0.56 4.08 300,000 – (187,500 ) (75,000 ) 37,500 Total 462,500 – (350,000 ) (75,000 ) 37,500 Weighted average grant date fair value – per option CA$ 0.39 – CA$ 0.33 CA$ 0.56 CA$ 0.56 Weighted average grant date fair value – total $ 144,131 – $ 90,209 $ 32,652 $ 16,326 A summary of the changes in the Company’s stock options during the nine months ended July 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 July 31, 2021 Vested as at July 31, 2021 February 11, 2021 0.05 0.03 800,000 – – (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 5,825,000 April 19, 2023 0.05 2.21 800,000 – – – 800,000 800,000 August 12, 2023 0.05 2.53 3,120,000 – (300,000 ) – 2,820,000 2,820,000 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 3,700,000 December 30, 2025 0.13 4.92 – 9,500,000 – – 9,500,000 9,500,000 Total 28,420,000 15,650,000 (300,000 ) (1,600,000 ) 42,170,000 41,845,000 Weighted average exercise price CA$ 0.09 CA$ 0.13 CA$ 0.05 CA$ 0.09 CA$ 0.10 CA$ 0.10 Aggregate intrinsic value $ 801,922 $ 6,819,812 $ 6,774,173 Weighted average remaining life 3.18 2.80 2.81 [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 capit0al is credited to share capital. On November 1, 2021, the Company’s functional currency change resulted in the reclassification of its outstanding warrants and broker warrants denominated in Canadian dollar as derivative liability measured at fair value. 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. During the nine months ended July 31, 2022, the Company also allocated the intrinsic value of the beneficial conversion feature of the April 2022 Convertible Debenture to additional paid-in capital. [f] Obligations to issue shares The Company received advance share subscriptions in respect of non-brokered private placements closed in a subsequent period. [g] Dilutive common shares As at July 31, 2022, potentially dilutive common shares relating to common share purchase warrants and stock options outstanding totaling 71,963,433 120,808,982 SCHEDULE OF POTENTIALLY DILUTIVE COMMON SHARES July 31, 2022 October 31, 2021 Common share purchase warrants 16,603,433 59,548,982 Stock options 55,360,000 61,260,000 Total 71,963,433 120,808,982 |