Document and Entity Information
Document and Entity Information | 12 Months Ended |
Sep. 30, 2023 shares | |
Entity Addresses [Line Items] | |
Entity Registrant Name | KWESST Micro Systems Inc. |
Entity Central Index Key | 0001889823 |
Entity Current Reporting Status | Yes |
Current Fiscal Year End Date | --09-30 |
Entity Common Stock, Shares Outstanding | 5,616,782 |
Document Type | 20-F |
Document Period End Date | Sep. 30, 2023 |
Entity Interactive Data Current | Yes |
Amendment Flag | false |
Document Fiscal Year Focus | 2023 |
Document Fiscal Period Focus | FY |
Entity Emerging Growth Company | true |
Entity Ex Transition Period | false |
Trading Symbol | KWE |
Security Exchange Name | NASDAQ |
Entity File Number | 001-39389 |
Entity Well-known Seasoned Issuer | No |
Entity Voluntary Filers | No |
Entity Incorporation, State or Country Code | A1 |
Entity Address, Address Line One | 155 Terence Matthews Crescent |
Entity Address, Address Line Two | Unit #1, Ottawa |
Entity Address, City or Town | Ontario |
Entity Address, Country | CA |
Entity Address, Postal Zip Code | K2M 2A8 |
Entity Filer Category | Non-accelerated Filer |
Document Annual Report | true |
Document Registration Statement | false |
Auditor Name | KPMG LLP |
Auditor Location | Ottawa, ON |
Auditor Firm ID | 85 |
Document Transition Report | false |
Document Shell Company Report | false |
Title of 12(b) Security | Common Shares, no par value |
ICFR Auditor Attestation Flag | false |
Document Accounting Standard | International Financial Reporting Standards |
Entity Shell Company | false |
Document Financial Statement Error Correction [Flag] | false |
Business Contact | |
Entity Addresses [Line Items] | |
Contact Personnel Name | Kris Denis |
Entity Address, Address Line One | 155 Terence Matthews Crescent |
Entity Address, Address Line Two | Unit #1, Ottawa |
Entity Address, City or Town | Ontario |
Entity Address, Country | CA |
Entity Address, Postal Zip Code | K2M 2A8 |
City Area Code | 613 |
Local Phone Number | 250-9752 |
Consolidated Statements of Fina
Consolidated Statements of Financial Position - CAD ($) | Sep. 30, 2023 | Sep. 30, 2022 |
ASSETS | ||
Cash and cash equivalents | $ 5,407,009 | $ 170,545 |
Restricted short-term investment | 30,000 | 30,000 |
Trade and other receivables | 300,269 | 171,882 |
Inventories | 542,388 | 393,538 |
Prepaid expenses and other | 562,408 | 122,166 |
Deferred share offering costs | 0 | 628,262 |
Current assets | 6,842,074 | 1,516,393 |
Property and equipment | 417,296 | 832,481 |
Right-of-use assets | 361,036 | 208,131 |
Deposit | 26,076 | 23,604 |
Intangible assets | 4,112,350 | 4,742,854 |
Non-current assets | 4,916,758 | 5,807,070 |
Total Assets | 11,758,832 | 7,323,463 |
Liabilities | ||
Accounts payable and accrued liabilities | 1,649,876 | 4,459,481 |
Accrued royalties liability | 150,000 | 150,000 |
Lease obligations | 127,116 | 69,150 |
Borrowings | 0 | 2,199,978 |
Contract liabilities | 120,970 | 47,271 |
Warrant liabilities | 4,335,673 | 0 |
Current liabilities | 6,383,635 | 6,925,880 |
Accrued royalties liability | 1,137,170 | 1,115,207 |
Lease obligations | 302,407 | 206,471 |
Borrowings | 0 | 78,796 |
Non-current liabilities | 1,439,577 | 1,400,474 |
Total Liabilities | 7,823,212 | 8,326,354 |
Shareholders' Equity (Deficit) | ||
Share capital | 33,379,110 | 19,496,640 |
Warrants | 1,042,657 | 1,959,796 |
Contributed surplus | 4,769,115 | 3,551,330 |
Accumulated other comprehensive loss | (39,663) | (101,418) |
Accumulated deficit | (35,215,599) | (25,909,239) |
Total Shareholders' Equity (Deficit) | 3,935,620 | (1,002,891) |
Total Liabilities and Shareholders' Equity (Deficit) | $ 11,758,832 | $ 7,323,463 |
Consolidated Statements of Net
Consolidated Statements of Net Loss and Comprehensive Loss - CAD ($) | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Profit or loss [abstract] | |||
Revenue | $ 1,234,450 | $ 721,519 | $ 1,275,804 |
Cost of sales | (1,425,828) | (536,735) | (798,888) |
Gross profit | (191,378) | 184,784 | 476,916 |
Operating expenses | |||
General and administrative | 7,244,762 | 4,915,263 | 4,057,167 |
Selling and marketing | 3,024,283 | 3,296,373 | 3,484,159 |
Research and development, net | 1,644,565 | 2,064,493 | 2,138,138 |
Total operating expenses | 11,913,610 | 10,276,129 | 9,679,464 |
Operating loss | (12,104,988) | (10,091,345) | (9,202,548) |
Other income (expenses) | |||
Share issuance costs | (1,985,074) | 0 | 0 |
Net finance costs | (668,034) | (506,002) | (107,751) |
Foreign exchange gain (loss) | (98,275) | 28,780 | (3,742) |
Change in fair value of warrant liabilities | 5,841,192 | 0 | 0 |
Loss on disposal of property and equipment | (291,181) | (1,165) | (1,331) |
Total other income (expenses), net | 2,798,628 | (478,387) | (112,824) |
Loss before income taxes | (9,306,360) | (10,569,732) | (9,315,372) |
Income tax recovery | |||
Deferred tax recovery | 0 | 49,442 | 0 |
Net loss | (9,306,360) | (10,520,290) | (9,315,372) |
Other comprehensive income: | |||
Foreign currency translation differences | 61,755 | (92,427) | (8,991) |
Total comprehensive loss | $ (9,244,605) | $ (10,612,717) | $ (9,324,363) |
Net loss per share | |||
Net loss per share, Basic | $ (2.28) | $ (14.41) | $ (14.72) |
Net loss per share, Diluted | $ (2.28) | $ (14.41) | $ (14.72) |
Weighted average number of shares outstanding | |||
Weighted average number of shares outstanding, Basic | 4,082,275 | 730,302 | 632,721 |
Weighted average number of shares outstanding, Diluted | 4,082,275 | 730,302 | 632,721 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Shareholders' Equity (Deficit) - CAD ($) | Share capital [Member] | Contingent Shares [Member] | Warrants [Member] | Contributed surplus [Member] | Translation reserve [Member] | Deficit [Member] | Total |
Beginning Balance at Sep. 30, 2020 | $ 9,374,563 | $ 277,170 | $ 306,708 | $ (6,073,577) | $ 3,884,864 | ||
Share offering costs | 839,679 | 233,057 | (606,622) | ||||
Shares issued for debt | 63,866 | 63,866 | |||||
Warrants exercised | 815,307 | (175,741) | 639,566 | ||||
Shares and warrants issued on assets acquisition | 1,290,000 | 425,000 | 1,715,000 | ||||
Shares for amended license | 137,000 | 137,000 | |||||
Shares and warrants issued for cash | 4,721,818 | 1,280,654 | 6,002,472 | ||||
Stock options and warrants exercised | 1,639,695 | 41,306 | (531,263) | 1,149,738 | |||
Share-based compensation | 2,462,207 | 2,462,207 | |||||
Restricted share units vested | 12,498 | (12,498) | |||||
Other comprehensive income (loss) | $ (8,991) | (8,991) | |||||
Net loss | (9,315,372) | (9,315,372) | |||||
Ending Balance at Sep. 30, 2021 | 17,215,068 | 1,848,389 | 2,458,211 | (8,991) | (15,388,949) | 6,123,728 | |
Share offering costs | (33,880) | (33,880) | |||||
Shares issued for debt | 19,000 | 19,000 | |||||
Warrants exercised | 277,098 | (61,173) | 215,925 | ||||
Shares and warrants issued on assets acquisition | 377,503 | $ 83,319 | 132,000 | 592,822 | |||
Shares and warrants issued for cash | 272,000 | 72,000 | 344,000 | ||||
Share-based compensation | 1,960,072 | 1,960,072 | |||||
Contingent shares converted to common shares | 83,319 | $ (83,319) | |||||
Warrants expired | (31,420) | 31,420 | |||||
Shares for vested RSUs and PSUs | 874,840 | (874,840) | |||||
Vested RSUs and PSUs repurchased for withholding taxes | (23,533) | (23,533) | |||||
Shares issued for unsecured loans | 411,692 | 411,692 | |||||
Other comprehensive income (loss) | (92,427) | (92,427) | |||||
Net loss | (10,520,290) | (10,520,290) | |||||
Ending Balance at Sep. 30, 2022 | 19,496,640 | 1,959,796 | 3,551,330 | (101,418) | (25,909,239) | (1,002,891) | |
Shares issued for public offering | 16,725,436 | 16,725,436 | |||||
Share offering costs | (3,671,791) | 393,911 | 125,086 | (3,152,794) | |||
Shares issued for debt | 233,485 | 233,485 | |||||
Options exercised | 5,836 | (1,789) | 4,047 | ||||
Warrants exercised | 60,000 | (60,000) | |||||
Share-based compensation | 373,554 | 373,554 | |||||
Warrants expired | (1,251,050) | 1,251,050 | |||||
Shares for vested RSUs and PSUs | 529,504 | (529,504) | |||||
Vested RSUs and PSUs repurchased for withholding taxes | 612 | 612 | |||||
Other comprehensive income (loss) | 61,755 | 61,755 | |||||
Net loss | (9,306,360) | (9,306,360) | |||||
Ending Balance at Sep. 30, 2023 | $ 33,379,110 | $ 1,042,657 | $ 4,769,115 | $ (39,663) | $ (35,215,599) | $ 3,935,620 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - CAD ($) | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
OPERATING ACTIVITIES | |||
Net loss | $ (9,306,360) | $ (10,520,290) | $ (9,315,372) |
Items not affecting cash: | |||
Depreciation and amortization | 952,508 | 326,491 | 140,990 |
Share-based compensation | 373,554 | 1,960,072 | 2,462,207 |
Change in fair value of warrant liabilities (including related foreign exchange gain) | (5,786,593) | 0 | 0 |
Net finance costs | 668,033 | 506,002 | 107,751 |
Impairment of intangible assets | 1,169,440 | 0 | 55,376 |
Loss on disposals | 291,181 | 1,165 | 1,331 |
Shares for amended licence | 0 | 0 | 137,000 |
Deferred tax recovery | 0 | (49,442) | 0 |
Changes in non-cash working capital items | (2,310,266) | 3,639,822 | 198,484 |
Interest paid | (130,126) | (120,416) | (42,980) |
Cash used in operating activities | (14,078,629) | (4,256,596) | (6,255,213) |
INVESTING ACTIVITIES | |||
Additions of property and equipment | (176,949) | (187,478) | (809,964) |
Investments in intangible assets | (1,123,186) | (1,176,664) | (83,228) |
Deposit for advanced royalties | (148,410) | 0 | (150,000) |
Purchase of restricted short-term investment | 0 | 0 | (30,000) |
Recognition of open orders from acquisition | 7,811 | 87,802 | 0 |
Cash acquired on acquisition | 0 | 162,547 | 0 |
Cash flows used in investing activities | (1,440,734) | (1,113,793) | (1,073,192) |
FINANCING ACTIVITIES | |||
Proceeds from U.S. IPO and Canadian Offering, net | 16,346,768 | 0 | 0 |
Proceeds from the issuance of common shares and warrants | 7,357,012 | 344,000 | 6,002,472 |
Payments of share offering costs | (542,591) | (33,880) | (606,622) |
Proceeds from borrowings | 0 | 2,543,230 | 326,000 |
Payments of deferred financing fees | 0 | (150,409) | 0 |
Repayment of borrowings | (2,333,315) | 0 | (306,000) |
Repayments of lease obligations | (75,487) | (42,504) | (44,128) |
Proceeds from related party advances | 0 | 60,000 | 0 |
Repayments to related party advances | 0 | (60,000) | (218,276) |
Proceeds from exercise of warrants | 0 | 215,925 | 680,872 |
Proceeds from exercise of stock options | 4,052 | 0 | 1,108,432 |
Repurchase of vested RSUs and PSUs for withholding taxes | (612) | (23,533) | 0 |
Cash flows provided by financing activities | 20,755,827 | 2,852,829 | 6,942,750 |
Net change in cash during the period | 5,236,464 | (2,517,560) | (385,655) |
Cash, beginning of period | 170,545 | 2,688,105 | 3,073,760 |
Cash, end of period | 5,407,009 | 170,545 | 2,688,105 |
Cash and cash equivalents consist of the following: | |||
Cash held in banks | 4,407,009 | 170,545 | 2,688,105 |
Short-term guaranteed investment certificates | 1,000,000 | 0 | 0 |
Cash and cash equivalents, end of period | $ 5,407,009 | $ 170,545 | $ 2,688,105 |
Corporate information
Corporate information | 12 Months Ended |
Sep. 30, 2023 | |
Corporate Information [Abstract] | |
Corporate information [Text Block] | 1. Corporate information a) Corporate information KWESST Micro Systems Inc. (the "Company", "KWESST", "we", "our", and "us") was incorporated on November 28, 2017, under the laws of the Province of British Columbia. Our registered office is located at 550 Burrard Street, Suite 2900, Vancouver, British Columbia, Canada, and our corporate office is located at Unit 1, 155 Terrence Matthews Crescent, Ottawa, Ontario, Canada. We have representative offices in the following foreign locations: Washington DC (United States), London (United Kingdom), and Abu Dhabi (United Arab Emirates). We develop and commercialize next-generation technology solutions that deliver a tactical advantage for military, public safety agencies and personal defense markets. Our core mission is to protect and save lives. KWESST's common stock is listed on the TSX-Venture Exchange ("TSX-V'') under the stock symbol of KWE, on the Nasdaq Capital Market ("Nasdaq") under the stock symbol of KWE and on the Frankfurt Stock Exchange under the stock symbol of 62U. Additionally, warrants issued in the United States are also listed on the Nasdaq under the stock symbol of KWESW. Effective May 1, 2023, the warrants issued in Canada are listed on the TSX-V under the stock symbol of KWE.WT.U. b) Reverse Stock Split In August 2022, we submitted a Form F-1 Registration Statement to the U.S. Securities and Exchange Commission and applied to have its common shares listed on the Nasdaq. In connection with KWESST's listing application on Nasdaq, we effected a one for seventy (1-for-70) reverse stock split of its common stock on October 28, 2022 (the "Reverse Split"). Accordingly, all shareholders of record at the opening of business on October 28, 2022, received one issued and outstanding common share of KWESST in exchange for seventy outstanding common shares of KWESST. No fractional shares were issued in connection with the Reverse Split. All fractional shares created by the Reverse Split were rounded to the nearest whole number of common shares, with any fractional interest representing 0.5 or more common shares entitling holders thereof to receive one whole common share. Effective on the date of the Reverse Split, the exercise price and number of common shares issuable upon the exercise of outstanding stock options were proportionately adjusted to reflect the Reverse Split. The restricted share units ("RSUs") and performance stock units ("PSUs") have also been adjusted for the Reverse Split. While the number of warrants has not changed as a result of the Reverse Split, the conversion rate for each warrant was adjusted from one common share to 0.01428571 common share. All information respecting outstanding common shares and other securities of KWESST, including net loss per share, in the current and comparative periods presented herein give effect to the Reverse Split. |
Basis of preparation
Basis of preparation | 12 Months Ended |
Sep. 30, 2023 | |
Disclosure Of Basis Of Preparation [Abstract] | |
Basis of preparation [Text Block] | 2. Basis of preparation (a) Going concern These consolidated financial statements have been prepared assuming we will continue as a going concern. The going concern basis of presentation assumes we will continue in operation for the foreseeable future and can realize our assets and discharge our liabilities and commitments in the normal course of business. As an early-stage company, we have not yet reached commercial production for most of our products and have incurred significant losses and negative operating cash flows from inception that have primarily been funded from financing activities. We have incurred a $9.3 million net loss and negative operating cash flows of approximately $14.1 million for the year ended September 30, 2023 (2022 - $10.5 million net loss and negative operating cash flows of $4.3 million, 2021 - $9.3 million net loss and negative operating cash flows of $6.3 million). At September 30, 2023, we had $0.5 million in positive working capital (2022 - negative working capital of $5.4 million, 2021 - positive working capital of $2.9 million). Our ability to continue as a going concern and realize our assets and discharge our liabilities in the normal course of business is dependent upon closing timely additional sales orders, timely commercial launch of new products, and the ability to raise additional debt or equity financing, when required. There are various risks and uncertainties affecting our future financial position and our performance including, but not limited to: • The market acceptance and rate of commercialization of our product offerings; • Ability to successfully execute our business plan; • Ability to raise additional capital at acceptable terms; • General local and global economic conditions, including the ongoing conflict in Gaza and the global disruption from Russia's invasion of Ukraine. Our strategy to mitigate these material risks and uncertainties is to execute timely a business plan aimed at continued focus on revenue growth, product development and innovation, improving overall gross profit, managing operating expenses and working capital requirements, and securing additional capital, as needed. Failure to implement our business plan could have a material adverse effect on our financial condition and/or financial performance. There is no assurance that we will be able to raise additional capital as they are required in the future. Accordingly, there are material risks and uncertainties that may cast significant doubt about our ability to continue as a going concern. These consolidated financial statements do not include any adjustments to the carrying amounts and classification of assets, liabilities and reported expenses that may otherwise be required if the going concern basis was not appropriate. (b) Statement of compliance These consolidated financial statements have been prepared in accordance with International Financial Reporting Standards ("IFRS") as issued by the International Accounting Standards Board ("IASB") and interpretations of the IFRS Interpretations Committee ("IFRIC"). The consolidated financial statements were authorized for issue by the Board of Directors effective on January 17, 2024. (c) Basis of consolidation These consolidated financial statements incorporate the financial statements of KWESST and the entities it controls. Control is achieved where we have the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities, are exposed to, or have rights to, variable returns from our involvement with the entity and have the ability to affect those returns through its power over the entity. Subsidiaries are fully consolidated from the date on which control is transferred to us until the date on which control ceases. Profit or loss of subsidiaries acquired during the year are recognized from the date of acquisition or effective date of disposal as applicable. All intercompany transactions and balances have been eliminated. At September 30, 2023, we have the following wholly owned subsidiaries: Location Equity % KWESST Inc. Ottawa, Canada 100% 2720178 Ontario Inc. Guelph, Canada 100% Police Ordnance Company Inc. Guelph, Canada 100% KWESST U.S. Holdings Inc. Delaware, Canada 100% KWESST Defense Systems U.S. Inc. Virginia, United States 100% KWESST Public Safety Systems U.S. Inc. Virginia, United States 100% KWESST Public Safety Systems Canada Inc. Ottawa, Canada 100% (d) Functional and presentation currency The consolidated financial statements are presented in Canadian dollars ("CAD"), our functional and presentation currency. (e) Basis of measurement The consolidated financial statements have been prepared on the historical cost basis except for certain financial instruments measured at fair value. Historical cost is generally based on the fair value of the consideration given in exchange for assets. (f) Use of estimates and judgments The preparation of the consolidated financial statements in accordance with IFRS requires management to make judgments, estimates, and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income, expenses, and disclosure of contingent liabilities. Actual results may differ from these estimates. Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to estimates are recognized prospectively. Judgments Information about judgments made in applying accounting policies that have the most significant effects on the amounts recognized in these consolidated financial statements is included in the following notes: • Note 4(a) - acquisition of Police Ordnance: • Note 4(b) - acquisition of PARA OPS TM System • Note 12 - unsecured loans • Note 15 - warrant liabilities • Note 16(c) - share-based compensation • Note 16(c) - broker compensation options Estimates Information about assumptions and estimation uncertainties at September 30, 2023, that have a significant risk of resulting in a material adjustment to the carrying amounts of assets and liabilities in the next financial year is included in the following notes: • Note 9 - impairment test of intangible assets • Note 18 - Revenue |
Significant accounting policies
Significant accounting policies | 12 Months Ended |
Sep. 30, 2023 | |
Disclosure Of Significant Accounting Policies [Abstract] | |
Significant accounting policies [Text Block] | 3. Significant accounting policies (a) Revenue recognition Revenue is recognized upon transfer of control of products or services to customers at an amount that reflects the transaction price we expect to receive in exchange for the products or services. Our contracts with customers may include the delivery of multiple products and services, which are generally capable of being distinct and accounted for as separate performance obligations. The accounting for a contract or contracts with a customer that contain multiple performance obligations requires us to allocate the contract or contracts transaction price to the identified distinct performance obligations based on the stand-alone selling price of each performance obligation. Revenue from contracts with customers is recognized, for each performance obligation, either over a period of time or at a point in time, depending on which method reflects the transfer of control of the goods or services underlying the particular obligation to the customer. For performance obligations satisfied over time, we recognize revenue over time using an input method, based on costs incurred to date relative to total estimated costs at completion, to measure progress toward satisfying such performance obligation (for non-recurring engineering services, the input method is based on hours). Under this method, costs that do not contribute to the performance of KWESST in transferring control of goods or services to the customer are excluded from the measurement of progress toward satisfying the performance obligation. In certain other situations, we might recognize revenue at a point in time, when the criteria to recognize revenue over time are not met. In any event, when the total anticipated costs exceed the total anticipated revenues on a contract, such a loss is recognized in its entirety in the period it becomes known. We may enter into contractual arrangements with a customer to deliver services on one project with respect to more than one performance obligation, such as non-recurring engineering, procurement, and training. When entering into such arrangements, we allocate the transaction price by reference to the stand-alone selling price of each performance obligation. Accordingly, when such arrangements exist on the same project, the value of each performance obligation is based on its stand-alone price and recognized according to the respective revenue recognition methods described above. For example, for non-recurring engineering services rendered over a contract period the revenue is recognized using the percentage of completion method; whereas for training services the revenue is recognized after the training is delivered (i.e. point in time). We account for a contract modification, which consists of a change in the scope or price (or both) of a contract, as a separate contract when the remaining goods or services to be delivered after the modification are distinct from those delivered prior to the modification and the price of the contract increases by an amount of consideration to a price which reflects KWESST's stand-alone selling price of the additional promised goods or services. When the contract modification is not accounted for as a separate contract, we recognize an adjustment to revenue on a cumulative catch-up basis at the date of contract modification. The timing of revenue recognition often differs from performance payment schedules, resulting in revenue that has been earned but not billed. These amounts are included in unbilled receivables. Amounts billed in accordance with customer contracts, but not yet earned, are recorded and presented as part of contract liabilities. When a contract includes a significant financing component, the value of such component is excluded from the transaction price and is recognized separately as finance income or expense, as applicable. (b) Business combinations We account for business combinations using the acquisition method. Goodwill arising on acquisitions is measured as the fair value of the consideration transferred less the net recognized amount of the estimated fair value of identifiable assets acquired and liabilities assumed, all measured as of the acquisition date. Transaction costs that we incur in connection with a business combination are expensed as incurred. We use our best estimates and assumptions to reasonably value assets acquired and liabilities assumed at the acquisition date as well as contingent consideration, where applicable, and these estimates are inherently uncertain and subject to refinement. As a result, during the measurement period, which may be up to one year from the acquisition date, we may record adjustments to the assets acquired and liabilities assumed with a corresponding offset to goodwill. Upon conclusion of the measurement period or final determination of the values of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments are recorded in profit or loss. Where the total purchase consideration is less than the fair value of identifiable net assets, we recognize a gain on acquisition. Acquisitions that do not meet the definition of a business are accounted for as asset acquisitions in accordance with the relevant IFRS standards and applicable to the type of asset acquired. (c) Financial instruments We recognize a financial asset or a financial liability when it becomes a party to the contractual provisions of the instrument. Trade and other receivables without a significant financing component are initially measured at the transaction price. All other financial assets and financial liabilities are initially recognized at fair value. Transaction costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities (other than financial assets and financial liabilities at fair value through profit or loss ("FVTPL")) are added to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, on initial recognition. Transaction costs directly attributable to the acquisition of financial assets or financial liabilities at fair value through profit or loss are recognized immediately in profit or loss. Financial assets All financial assets are recognized and de-recognized on trade date. Financial assets are recognized at fair value and subsequently classified and measured at: a) b) c) We determine the classification of our financial assets on the basis of both the business model for managing the financial assets and the contractual cash flows characteristics of the financial asset. Financial assets are not reclassified subsequent to their initial recognition unless we change our business model for managing financial assets. A financial asset is measured at amortized cost if it is held within a business model whose objective is to hold assets to collect contractual cash flows, and its contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest of the principal amount outstanding. Financial assets classified at amortized cost are measured using the effective interest method. At September 30, 2023, we classified the following as amortized cost: Cash and cash equivalents Restricted short-term investment Trade and other receivables Lease deposit (non-current other asset) All financial assets not classified and measured at amortized cost or FVOCI are measured at FVTPL. At September 30, 2023, we did not have financial assets classified as FVOCI or FVTPL. Expected credit losses We measure a loss allowance based on the lifetime expected credit losses. Lifetime expected credit losses are estimated based on factors such as our past experience of collecting payments, the number of delayed payments in the portfolio past the average credit period, observable changes in national or local economic conditions that correlate with default on receivables, financial difficulty of the borrower, and it becoming probable that the borrower will enter bankruptcy or financial re-organization. Financial assets are written off when there is no reasonable expectation of recovery. Financial liabilities Financial liabilities are recognized at fair value and subsequently classified and measured at amortized cost or fair value though profit or loss ("FVTPL"). We determine the classification of our financial liabilities at initial recognition. We have classified the following as amortized costs: Accounts payable and accrued liabilities Corporate tax payable Lease obligations Accrued royalties liability The warrant liabilities are classified as FVTPL. Financial liabilities at amortized cost are measured using the effective interest rate method. De-recognition of financial liabilities KWESST de-recognizes financial liabilities when its obligations are discharged, cancelled or they expire. (d) Cash and cash equivalents Cash and cash equivalents include cash investments in interest-bearing accounts and term deposits which can readily be redeemed for cash without penalty or are issued for terms of three months or less from dated of acquisition. (e) Inventories KWESST's inventories may consist of raw materials, work-in-progress ("WIP") and finished goods. Inventories are measured at the lower of cost and net realizable value, with cost being determined using the weighted average cost method. The cost of WIP and finished goods includes the cost of raw materials, direct labour, and overhead. Net realizable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion and selling expenses. At each reporting period, management estimates the provision for obsolete and slow-moving inventory which may be reversed in subsequent periods, should the value subsequently be recovered. (f) Property and equipment Property and equipment are measured at cost less accumulated depreciation and accumulated impairment losses. Cost comprises the fair value of consideration given to acquire or construct an asset and includes the direct charges associated with bringing the asset to the location and condition necessary for putting it into use along with the future cost of dismantling and removing the asset. These assets are depreciated over their estimated useful lives using the straight-line method as this most closely reflects the expected pattern of consumption of the future economic benefits. Depreciation methods, useful lives and residual values are reviewed at each financial year end and adjusted prospectively, if appropriate. The following table provides a summary of estimated useful lives for our property and equipment: Rate Computer equipment 3 years Computer software 3 years Office furniture and equipment 5 years Low-rate initial production equipment 5 years R&D equipment 5 years Sales demo equipment 2 years Leasehold improvements Shorter of useful life or remaining term of lease At the end of each reporting period, we review the carrying amounts of its property and equipment to determine whether there is any indication of impairment. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). The recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. For the purpose of impairment testing, assets that cannot be tested individually are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash flows of other assets or groups of assets (the "cash-generating unit, or CGU"). If the recoverable amount of an asset is estimated to be less than its carrying amount, the carrying amount of the asset is reduced to its recoverable amount. An impairment loss is recognized immediately in profit or loss. Assets to be disposed of are reported at the lower of the carrying amount or fair value less costs to sell. (g) Leases At inception of a contract, we assess whether a contract is, or contains, a lease based on whether the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. We recognize a right-of-use asset and a lease liability at the lease commencement date. The lease obligation is measured at the present value of the lease payments that are not paid at the commencement date of the lease, discounted using its incremental borrowing rate at the inception of the lease. The right-of-use asset is initially measured based on the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs to dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is located, less any lease incentives received. The assets are depreciated to the earlier of the end of the useful life of the right-of-use asset or the lease term using the straight-line method as this most closely reflects the expected pattern of consumption of the future economic benefits. The lease term includes periods covered by an option to extend if we are reasonably certain to exercise that option. In addition, the right-of-use asset is periodically reduced by impairment losses, if any, and adjusted for certain remeasurements of the lease liability. The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, our incremental borrowing rate. Variable lease payments that do not depend on an index or rate are not included in the measurement of the lease liability. The lease liability is measured at amortized cost using the effective interest method. It is remeasured when there is a change in future lease payments arising from a change in an index or rate, if there is a change in our estimate of the amount expected to be payable under a residual value guarantee, or if we change our assessment of whether it will exercise a purchase, extension, or termination option. When the lease liability is remeasured in this way, a corresponding adjustment is made to the carrying value of the right-of-use asset or, is recorded in profit or loss if the carrying amount of the right-of-use asset has been reduced to zero. We have elected to apply the practical expedient not to recognize right-of-use assets and lease liabilities for short-term leases that have a lease term of 12 months or less and leases of low-value assets. The lease payments associated with these leases are recognized as an expense on a straight-line basis over the lease term. (h) Intangible assets (i) Expenditure on research activities, undertaken with the prospect of gaining new scientific or technical knowledge and understanding, is recognized in profit or loss when incurred. Development expenditure is capitalized only if development costs can be measured reliably, the product or process is technically and commercially feasible, future economic benefits are probable, and we have the intention and sufficient resources to complete the development and to use or sell the asset. The expenditure capitalized in respect of development activities includes the cost of materials, direct labor and overhead costs that are directly attributable to preparing the asset for its intended use, and capitalized borrowing costs. Other development expenditures are recognized in profit or loss when incurred. (ii) Subsequent expenditure is capitalized only when it increases the future economic benefits embodied in the specific asset to which it relates. All other expenditures, including expenditure on internally generated goodwill and brands, is recognized in profit or loss as incurred. (iii) Acquired intangible assets consist of open customer orders, tradenames, customer relationships, patents, and technology assets acquired either through an asset purchase or a business combination transaction. These intangible assets are recorded at their fair value at the acquisition date. After initial recognition, except for open customer orders, intangible assets are measured at cost less any accumulated amortization and impairment losses. For open customer orders, we reduce the amount when we have delivered under the customer contract, with an offset to accounts receivable (i.e. there is no revenue recognized for acquired open customer orders). Intangible assets with finite useful lives are amortized on a straight-line basis over their estimated useful lives. Amortization begins when the related acquired technology is commercialized. We anticipate the estimated useful life for the current technology assets to be five years once commercialized. (iv) Amortization is a systematic allocation of the amortizable amount of an intangible asset of its useful life. The amortizable amount is the cost of the asset less its estimated residual value. We recognize in profit or loss on a sales-based rate over the estimated useful lives of the intangible assets from the date they are available for use, since this method most closely reflects the expected pattern of consumption of the future economic benefits embodied in each asset. Where a sales-based rate could not be determined, the straight-line approach is used. Internally generated intangible assets are not systematically amortized as long as they are not available for use i.e. they are not yet in working condition for their intended use. Accordingly, intangible assets such as development costs are assessed for impairment at least once a year, until such date as they are available for use. (v) All intangible assets are periodically reviewed for impairment. Management assesses intangible assets for triggers of impairment, including ability to produce future cash flows and the investments required to reach marketability. The estimated present value of future cash flows associated with the intangible asset is determined and an impairment loss is recognized for the difference between this amount and the carrying amount as follows: the carrying amount of the asset is reduced to estimated present value of the future cash flows associated with the asset, discounted at the financial asset's original effective interest rate, and the resulting loss is directly recognized in profit or loss for the period. (i) Provisions A provision is recognized if, as a result of a past event, we have a present legal or constructive obligation that can be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle the obligation. Provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects current market assessments of the time value of money and the risk specific to the liability. The accretion of the discount is recognized as a finance cost. (j) Income taxes Income tax expense comprises of current income tax expense and deferred income tax expense. Current and deferred income taxes are recognized as an expense and included in profit or loss for the period, except to the extent that the tax arises from a transaction which is recognized in other comprehensive income or directly in shareholder's deficiency. Current income tax Current tax expense is the amount of income taxes payable (recoverable) in respect of the taxable income (tax loss) for a period. Current liabilities (assets) for the current and prior periods are measured at the amount expected to be paid to (recovered from) the taxation authorities, using the tax rates that have been enacted or substantively enacted by the end of the reporting period. Deferred income tax Deferred tax assets and liabilities are recognized for the temporary differences between transactions and carrying amounts of assets and liabilities that have been included in the consolidated financial statements and the amounts used for taxation purposes. Deferred income taxes are provided for using the liability method. Under the liability method, deferred income taxes are recognized for all significant temporary differences between the tax and financial statement bases of assets and liabilities and for certain carry-forward items. Deferred income tax assets are recognized only to the extent that it is probable that the deferred income tax assets will be realized. Deferred tax assets are reviewed at each reporting date and are reduced to the extent it is no longer probable that the related tax benefit will be realized. Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is realized or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the reporting period. Deferred income tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of the enactment or substantive enactment. Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets against current tax liabilities and when they relate to income taxes levied by the same taxation authority, and we intend to settle our current tax assets and liabilities on a net basis. Investment tax credits Investment tax credits relating to scientific research and experimental development expenditures are recorded in the fiscal period the qualifying expenditures are incurred based on management's interpretation of applicable legislation in the Income Tax Act of Canada. Credits are recorded provided there is reasonable assurance that the tax credit will be realized. Credits claimed are subject to review by the Canada Revenue Agency. Credits claimed in connection with R&D activities are accounted for using the cost reduction method. Under this method, assistance and credits relating to the acquisition of equipment is deducted from the cost of the related assets, and those relating to current expenditures, which are primarily salaries and related benefits, are included in the determination of profit or loss as a reduction of the R&D expenses. (k) Related party transactions Parties are considered to be related if one party has the ability, directly or indirectly, to control the other party or exercise significant influence over the other party in making financial and operating decisions. Parties are also considered to be related if they are subject to common control or common significant influence. Related parties may be individuals or corporate entities. A transaction is considered to be a related party transaction when there is a transfer of resources or obligations between related parties. Related party transactions are in the normal course of business and have commercial substance. (l) Share-based compensation We have a Long-Term Incentive Plan ("LTIP") in which we may grant stock options, restricted share units ("RSUs"), performance stock units ("PSUs"), deferred stock units ("DSUs"), and stock appreciation rights ("SARs") to directors, employees, and consultants. We measure share-based compensation at fair value for all share-based awards granted under the LTIP. Equity-settled service award The grant date fair value of equity-settled share-based awards is recognized as an expense on a straight-line basis over the requisite service period, with a corresponding increase in equity, over the vesting period of the awards. For stock options, the grant date fair value is determined using the Black-Scholes option model. For share units, the grant date fair value is based on KWESST's closing stock price. Each tranche of an award is considered a separate award with its own vesting period and grand date fair value. The amount recognized as an expense is adjusted for estimated forfeitures. Equity-settled performance award The accounting for equity-settled performance award is the same as above, except compensation expense is subject to periodic adjustment based on the achievement of establishment performance criteria. Modified award Where the terms of an equity-settled transaction award are modified, the minimum expense recognized is the expense as if the terms had not been modified and if the original terms of the award are met. An additional expense is recognized for any modification that increases the total fair value of the share-based payment transaction or is otherwise beneficial to the employees as measured at the date of acquisition. (m) Foreign currency Foreign currency transactions The financial statements of KWESST and its Canadian wholly owned subsidiaries are measured using CAD as the functional currency. Transactions in currencies other than in CAD are translated at the exchange rates prevailing at the dates of the transactions. At the end of each reporting period, monetary items denominated in foreign currencies are translated to the functional currency at the rates prevailing at that date. Exchange differences on monetary items are recognized in profit or loss in the period in which they arise. Non-monetary items carried at fair value that are denominated in foreign currencies are translated to the functional currency at the rates prevailing at the date when the fair value was determined. Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the rates at the date of the transaction and are not subsequently retranslated. Foreign operations The financial statements of KWESST's U.S. owned subsidiaries are measured using the United States dollar ("USD") as its functional currency. Assets and liabilities have been translated into USD using exchange rates prevailing at the end of each reporting period. Income and expense items are translated at the average exchange rates for the period, unless exchange rates fluctuate significantly during that period, in which cases the exchange rates at the dates of the transactions are used. Exchange differences arising, if any, are recognized in other comprehensive income and accumulated in shareholders' equity. (n) Earnings (loss) per share Basic earnings (loss) per share is computed using net earnings (loss) over the weighted average number of common shares outstanding during the period. We use the treasury stock method to compute the dilutive effect of options, warrants, and similar instruments. Under this method, the dilutive effect on earnings per share is calculated presuming the exercise of outstanding options, warrants, and similar instruments. It assumes that the proceeds of such exercise would be used to repurchase common shares at the average market price during the period. However, the calculation of diluted loss per share excludes the effects of various conversions and exercises of convertible debt, options and warrants that would be anti-dilutive. |
Acquisitions
Acquisitions | 12 Months Ended |
Sep. 30, 2023 | |
Disclosure of detailed information about business combination [abstract] | |
Acquisitions [Text Block] | 4. Acquisitions a) Police Ordnance On December 15, 2021, we acquired 2720178 Ontario Inc., an Ontario (Canada) corporation, which owns all of the issued and outstanding shares of Police Ordnance Company Inc., an Ontario (Canada) corporation (together, "Police Ordnance"), herein referred as the "Police Ordnance Acquisition". Located in Bowmanville, Ontario, with ancillary operations in Florida, Police Ordnance owns all intellectual properties to the ARWEN TM We accounted for the acquisition of Police Ordinance pursuant to IFRS 3, Business Combinations Consideration Transferred The purchase consideration comprised of the following: Number Fair Value Common shares 3,965 $ 377,503 Warrants 200,000 $ 132,000 Contingent shares 875 $ 83,319 Total fair value purchase consideration $ 592,822 The warrants are exercisable at $1.72 each and will expire on December 15, 2024. As a result of the Reverse Split (see Note 1(b)), each warrant converts into 0.01428571 common share or 70 warrants to receive one common share of KWE. We issued the 875 contingent common shares to the sellers in April 2022 following the fulfillment of the financial milestone as defined in the share purchase agreement. We have estimated the fair value as follows: Common shares Warrants Contingent shares The net cash inflow as at the closing of the acquisition was as follows: Cash assumed on acquisition $ 162,547 less: consideration paid in cash - Net cash inflow on acquisition $ 162,547 Net Assets Acquired The purchase consideration was allocated to Police Ordnance's net assets as follows: Total purchase consideration at fair value $ 592,822 Police Ordnance's net assets: Cash 162,547 Trade and other receivables 104,432 Inventories 352,685 Intangible assets: Purchase orders 100,000 Customer relationships 50,000 ARWEN TM 44,000 Accounts payable and accrued liabilities 82,963 Corporate tax liability 32,338 Contract liabilities 29,861 Borrowings 26,238 Deferred tax liabilities 49,442 Net assets at fair value $ 592,822 As a result of the above purchase price allocation, we have recorded no goodwill for the Police Ordnance Acquisition. Impact on KWESST's Results of Operations The results of operations of Police Ordnance are included in these consolidated statements of net loss and comprehensive loss from December 16, 2021. For the year ended September 30, 2023, Police Ordnance contributed revenue of $375,758 and net loss of $505,733 to our consolidated results. If the acquisition had occurred on October 1, 2021, management estimates that Police Ordnance would have contributed approximately $846,600 of revenue and approximately $31,000 of net profit to our operating results for the year ended September 30, 2022, respectively. In determining these amounts, we have assumed that the fair value adjustments that arose on the date of the acquisition would have been the same if the acquisition had occurred on October 1, 2021. We incurred immaterial acquisition-related costs. b) LEC System On April 29, 2021, we acquired the Low Energy Cartridge technology from DEFSEC, a proprietary non-lethal cartridge-based firing system (subsequently branded as PARA OPS TM TM (i) (ii) (iii) (iv) As DEFSEC is a private company owned by our Executive Chairman, this asset acquisition is a related party transaction. We relied on exemptions from the formal valuation and minority shareholder approval requirements available under Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. We accounted for the acquisition of the PARA OPS TM Share-Based Payment. The purchase consideration consisted of: 14,286 common shares of KWESST; and 500,000 warrants to purchase our common shares at $0.70 each per 1/70 of a common share (70 warrants for one common share); 25% vesting on the first anniversary of the closing of the acquisition and 25% per annum thereafter. These warrants will expire on April 29, 2026. Additionally, we will pay 7% royalty on annual sales of the PARA OPS TM The minimum annual royalty payments are as follows: Date Amount April 29 2023 $ 150,000 April 29 2024 $ 150,000 April 29 2025 $ 200,000 April 29 2026 $ 200,000 April 29 2027 $ 250,000 April 29 2028 $ 250,000 April 29 2029 $ 300,000 April 29 2030 $ 300,000 April 29 2031 $ 350,000 April 29 2032 $ 350,000 Total $ 2,500,000 The royalty payment obligation of the Purchase Agreement ("Agreement") will expire in 20 years unless terminated earlier under the terms set out in the Agreement. At our sole discretion, we may terminate this Agreement for convenience, including if market conditions for sales of the PARA OPS TM TM The purchase price was determined as follows: Number Fair Value Common shares 14,286 $ 1,290,000 Warrants 500,000 $ 425,000 Minimum royalty payments $ 1,191,219 Total $ 2,906,219 Identifiable intangible assets Technology asset $ 2,906,219 We estimated the fair value as follows: Common shares Warrants a) exercise price of $0.70, 1/70 of the underlying stock price of $1.29; b) risk free rate of 0.48%; c) expected life of three years; and d) expected volatility of 80%. Minimum royalty payments During the year ended September 30, 2023, we recorded $170,373 of accretion cost relating to the discounted minimum royalty payments, which is included in net finance costs in the consolidated statements of net loss and comprehensive loss (2022 - $159,451, 2021 - $64,537). As at September 30, 2023, $1,287,170 of accrued royalties liability was outstanding (2022 - $1,265,207, 2021 - $1,105,756). |
Trade and other receivables
Trade and other receivables | 12 Months Ended |
Sep. 30, 2023 | |
Trade and other receivables [abstract] | |
Trade and other receivables [Text Block] | 5. Trade and other receivables The following table presents a breakdown of our trade and other receivables: September 30, September 30, 2023 2022 Trade receivables $ 68,530 $ 114,877 Unbilled revenue 5,211 8,881 Sales tax recoverable 226,528 48,124 Other receivable - - Total $ 300,269 $ 171,882 There was no impairment of trade and other receivables during the year ended September 30, 2023 (2022 - $nil). The following table presents changes in unbilled receivables: September 30, September 30, 2023 2022 Balance, beginning of period $ 8,881 $ 308,728 Revenue billed during the period (3,670 ) (308,728 ) Revenue in excess of billings, net of amounts transferred to trade receivables - 8,881 Balance, end of period $ 5,211 $ 8,881 Current $ 5,211 $ 8,881 Non-current $ - $ - |
Inventories
Inventories | 12 Months Ended |
Sep. 30, 2023 | |
Disclosure Of Inventories [Abstract] | |
Inventories [Text Block] | 6. The following table presents a breakdown of our inventories: September 30, September 30, 2023 2022 Finished goods $ 62,730 $ 49,643 Work-in-progress 116,435 21,350 Raw materials 363,223 322,545 Total $ 542,388 $ 393,538 There was no impairment of inventories during the year ended September 30, 2023 (2022 - $nil, 2021 - $nil). |
Property and equipment
Property and equipment | 12 Months Ended |
Sep. 30, 2023 | |
Disclosure of detailed information about property, plant and equipment [abstract] | |
Property and equipment [Text Block] | 7. Property and equipment Office furniture LRIP Sales Computer Computer and R&D Leasehold demo Cost equipment software equipment equipment (1) equipment improvements equipment Total Balance at September 30, 2021 $ 59,757 $ - $ 90,116 $ - $ 217,940 $ 117,237 548,626 $ 1,033,676 Additions 50,849 5,129 10,817 77,559 21,864 19,800 1,460 187,478 Disposals (3,800 ) - - - - - - (3,800 ) Balance at September 30, 2022 $ 106,806 $ 5,129 $ 100,933 $ 77,559 $ 239,804 $ 137,037 550,086 $ 1,217,354 Additions 37,047 - 8,645 20,099 - 2,680 108,478 176,949 Disposals - - - - - (7,925 ) (549,330 ) (557,255 ) Balance at September 30, 2023 $ 143,853 $ 5,129 $ 109,578 $ 97,658 $ 239,804 $ 131,792 $ 109,234 $ 837,048 Office furniture Sales Computer Computer and Moulding R&D Leasehold demo Accumulated depreciation equipment software equipment equipment equipments improvement equipment Total Balance at September 30, 2021 $ 18,398 $ - $ 40,364 $ - $ 38,287 $ 16,534 16,444 $ 130,027 Depreciation 26,762 1,254 19,067 7,002 46,219 27,915 129,262 257,481 Disposals (2,635 ) - - - - - - (2,635 ) Balance at September 30, 2022 $ 42,525 $ 1,254 $ 59,431 $ 7,002 $ 84,506 $ 44,449 145,706 $ 384,873 Depreciation 34,937 1,710 20,753 18,749 50,618 21,141 153,045 300,953 Disposals - - - - - (7,925 ) (258,149 ) (266,074 ) Balance at September 30, 2023 $ 77,462 $ 2,964 $ 80,184 $ 25,751 $ 135,124 $ 57,665 $ 40,602 $ 419,752 Carrying value at September 30, 2022 $ 64,281 $ 3,875 $ 41,502 $ 70,557 $ 155,298 $ 92,588 $ 404,380 $ 832,481 Carrying value at September 30, 2023 $ 66,391 $ 2,165 $ 29,394 $ 71,907 $ 104,680 $ 74,127 $ 68,632 $ 417,296 (1) TM |
Right-of-use assets
Right-of-use assets | 12 Months Ended |
Sep. 30, 2023 | |
Disclosure Of Right Of Use Assets [Abstract] | |
Right-of-use assets [Text Block] | 8. Right-of-use assets The following table presents our right-of-use assets: Offices Balance at September 30, 2021 $ 266,214 Depreciation (58,083 ) Balance at September 30, 2022 $ 208,131 Additions 228,020 Depreciation (75,115 ) Balance at September 30, 2023 $ 361,036 In connection with our current lease, we made a total deposit of $ 33,726 26,076 23,604 21,367 |
Intangible assets
Intangible assets | 12 Months Ended |
Sep. 30, 2023 | |
Disclosure of detailed information about intangible assets [abstract] | |
Intangible assets [Text Block] | 9. Intangible assets The following table shows a breakdown of our intangible assets: KWE Inc KWE PSSC KWE PSSC POC POC POC Phantom TM PARA OPS TM PARA OPS TM ARWEN TM Customer Purchase Cost System System Patent Tradename Relationships Orders Total Balance at September 30, 2021 $ 564,700 $ 2,906,219 $ - $ - $ - $ - $ 3,470,919 Additions 584,885 562,996 28,783 - - - 1,176,664 Acquisition - - - 44,000 50,000 100,000 194,000 Amortization - - - (6,968 ) (3,959 ) - (10,927 ) Recognition of open orders - - - - - (87,802 ) (87,802 ) Balance at September 30, 2022 $ 1,149,585 $ 3,469,215 $ 28,783 $ 37,032 $ 46,041 $ 12,198 $ 4,742,854 Additions 19,855 1,091,819 11,512 - - - 1,123,186 Impairment charge (1,169,440 ) - - - - - (1,169,440 ) Amortization - (562,640 ) - (8,800 ) (5,000 ) - (576,440 ) Recognition of open orders - - - - - (7,811 ) (7,811 ) Balance at September 30, 2023 $ - $ 3,998,394 $ 40,295 $ 28,232 $ 41,041 $ 4,387 $ 4,112,350 The balance at September 30, 2023 for PARA OPS TM ParaOps was tested for impairment at September 30, 2023. The key assumptions used in determining the recoverable amount were that commercialization would be reached by the second half of 2024 and that market penetration would be achieved at prices that would be accepted by the market place. If commercialization is not achieved or is not achieved on a timely basis or market acceptance and penetration is not inline with expectations then this would result in an impairment. The recoverable amount was determined based on value in use based on cash flows over a period of five years. During the fourth quarter of 2023, the Company determined that the Phantom System was impaired and the asset was written off. The required investment to advance the system to commercialization is considered to be too high and the technology is no longer viable for the Company's operations. The carrying amount of the Phantom System at the beginning of the fiscal year was $1,149,585 and additions of $19,855 were made in the fiscal year. The entire carrying amount of $1,169,440 was written off as an impairment to intangible assets included in the general and administrative expenses in the Consolidated Statement of Net Loss and Comprehensive Loss. This has resulted in an expense in the consolidated statement of net loss. In connection with Police Ordnance Acquisition (see Note 4(a)), we have recorded the following intangible assets at fair value: ARWEN TM five |
Accounts payable and accrued li
Accounts payable and accrued liabilities | 12 Months Ended |
Sep. 30, 2023 | |
Trade and other current payables [abstract] | |
Accounts payable and accrued liabilities [Text Block] | 10. Accounts payable and accrued liabilities The following table presents a breakdown of our accounts payable and accrued liabilities: September 30, September 30, 2023 2022 Trade payable $ 367,128 $ 2,292,954 Accrued liabilities 1,189,678 1,045,409 Salary and vacation payable 93,070 1,116,203 Interest payable - 4,915 Total $ 1,649,876 $ 4,459,481 |
Related party transactions
Related party transactions | 12 Months Ended |
Sep. 30, 2023 | |
Disclosure of transactions between related parties [abstract] | |
Related party transactions [Text Block] | 11. Related party transactions Key management personnel compensation Key management personnel are those having authority and responsibility for planning, directing and controlling the activities of KWESST directly or indirectly, including any of our directors (executive and non-executive). Key management personnel compensation comprised the following: Year ended Year ended Year ended September 30, September 30, September 30, 2023 2022 2021 Wages and benefits $ 505,026 $ 641,338 $ 427,252 Consulting fees 628,264 529,529 180,000 Directors compensation 130,000 70,000 85,000 Share-based compensation 167,027 860,400 988,716 Total $ 1,430,317 $ 2,101,267 $ 1,680,968 The consulting fees relate to compensation to our Executive Chairman (via his private corporation, DEFSEC Corp), as well as compensation to our previous Vice President who was an employee prior to fiscal year 2023 and was included in wages and benefits for fiscal year 2022. Fiscal year 2022 also included a bonus to the Executive Chairman, which was approved by our Board of Directors and paid only after the U.S. IPO and Canadian Offering. Consulting fees also includes fees payable to an independent director for advisory services relating to PARA OPS TM Other related party transactions: In April 2021, two directors and the CFO of KWESST participated in the brokered private placement (see Note 15(a)); collectively, they purchased 1,029 Units for a total consideration of $90,000. This transaction was recorded at fair value. In March 2022, two directors, the Executive Chairman, and the CFO of KWESST participated in the March 2022 Loans for an aggregate amount of $74,000 and received a total of 529 bonus common shares (see Note 12). In July 2022, one director, the Executive Chairman, and the CFO of KWESST participated in the July 2022 Offering (see Note 15(a)); collectively, they purchased 5,813 Units for a total consideration of $87,500. This transaction was recorded at fair value. In August 2022, our Executive Chairman and CFO advanced a total of $60,000 to KWESST for employee payroll purposes. This advance was repaid on August 30, 2022. At September 30, 2023 there was $216,730 (2022 - $672,531) outstanding amount in accounts payable and accrued liabilities due to our officers and directors for unpaid wages, bonuses, director fees and expense reimbursements. |
Borrowings
Borrowings | 12 Months Ended |
Sep. 30, 2023 | |
Borrowings [abstract] | |
Borrowings [Text Block] | 12. Borrowings CEBA Term March 2022 August 2022 Total Loans Loans Loans Borrowings Balance, September 30, 2021 $ 53,251 $ - $ - $ 53,251 Assumed from acquisition (Note 4) 26,238 - - 26,238 Issuance at fair value - 1,634,283 475,591 2,109,874 Deferred financing fees - (74,055 ) (76,354 ) (150,409 ) Net borrowings 79,489 1,560,228 399,237 2,038,954 Adjustment (5,496 ) - - (5,496 ) Accrued interest and accretion expense 4,803 304,922 11,588 321,313 Foreign exchange loss - - 24,523 24,523 Interest paid - (100,520 ) - (100,520 ) Balance, September 30, 2022 $ 78,796 $ 1,764,630 $ 435,348 $ 2,278,774 Accrued interest and accretion expense 11,204 274,887 179,096 465,187 Interest paid - (39,517 ) (63,661 ) (103,178 ) Repayment of principal (70,000 ) (1,988,000 ) (275,315 ) (2,333,315 ) Settled in equity (Notes 12 and 18) - (12,000 ) (275,468 ) (287,468 ) Forgivable amount (20,000 ) - - (20,000 ) Balance, September 30, 2023 $ - $ - $ - $ - August 2022 Loans On August 25, 2022, we closed two unsecured loans in the amount of USD$200,000 per loan with a third-party lender ("Lender") for an aggregate amount of USD$400,000 (the "August 2022 Loans"). The August 2022 Loans bear interest at a rate of 6.0% per annum, compounded monthly and not in advance, and have a maturity of twelve months, with KWESST having the option to repay the whole or any part of the August 2022 Loans, without penalty or premium, at any time prior to the close of business on the maturity date. On repayment of the August 2022 Loans, we will pay 110% of the principal amount plus accrued interest on the August 2022 Loans. As part of the terms of one of the August 2022 Loans, we issued an aggregate of 4,239 common shares to the Lender (the "Bonus Shares"), being an amount equal to twenty percent (20%) of USD$200,000, converted to CAD$ at an exchange rate of $1.2983, divided by the market price of our common shares on the TSX-V at market close on August 24, 2022, being $12.25. The Bonus Shares were issued in accordance with applicable prospectus exemptions under Canadian securities laws. As a result of issuing common shares and debt for the first loan of USD$200,000 (or $260,698), in Fiscal 2022 w e allocated the gross proceeds to these two financial instruments based on their relative fair value. To measure the fair value of the loan, we used the income approach and estimated a market discount rate of 24% to discount the future cash flows of the loan resulting in an estimated fair value of $214,893. Accordingly, we allocated $214,893 of the $260,698 to the first loan and $45,804 to share capital for the bonus common shares issued (see Note 16(a)). Concurrently with the closing of the August 2022 Loans, our Executive Chairman and President and Chief Executive Officer (the "KWESST Principals") entered into call option agreements with the Lender whereby the Lender will have the option, pursuant to the terms and conditions of the call option agreements, to purchase 10,591 common shares held by the KWESST Principals at a price of $12.25 for a period of five years. Additional free-trading common shares may be offered by the KWESST Principals to the Lender should we elect to proceed with a share-for-debt transaction in connection with one of the Loans. KWESST is not a party to the call option agreements. In connection with the August 2022 Loans, we paid a cash finder's fee to a third-party intermediary in the amount of USD$32,000. March 2022 Loans On March 11, 2022, we closed an unsecured loan financing with various lenders in an aggregate amount of $1,800,000 and an additional $200,000 on March 15, 2022, for a total of $2,000,000 (the "March 2022 Loans"). Certain directors and officers participated in this financing for an aggregate amount of $74,000. The March 2022 Loans bear interest at a rate of 9.0% per annum, compounded monthly and not in advance, and have a maturity of thirteen months, with KWESST having the option to repay the whole or any part of the March 2022 Loans, without penalty or premium, at any time prior to the close of business on the maturity date. The principal amount is due only at maturity. As part of the terms of the March 2022 Loans, we issued an aggregate of 14,286 bonus common shares to the lenders. As a result of issuing common shares and debt for a total combined cash consideration of $2,000,000, we allocated the gross proceeds to these two financial instruments based on their relative fair value. To measure the fair value of the March 2022 Loans, we used the income approach and estimated a market discount rate of 22% to discount the future cash flows of the March 2022 Loans resulting in an estimated fair value of $1,634,112. Accordingly, we allocated $1,634,112 of the $2,000,000 to March 2022 Loans and $365,888 to share capital for the bonus common shares issued (see Note 12(a)). The total offering costs were $90,636, $74,055 of which was allocated to deferred financing fees and $16,581 allocated to share offering costs. The deferred financing fees are recognized as a reduction of the gross borrowings to be accreted over the life of the March 2022 Loans as a financing cost and the share offering costs were recognized as a reduction to common shares. CEBA Term Loans In December 2020, the Canadian Federal Government amended the CEBA Term Loan program to increase the loan amount by $20,000 to $60,000. We borrowed $40,000 during the nine-month period ended September 30, 2020, and an additional $20,000 during the fiscal year ended September 30, 2021. As a result of the Police Ordnance Acquisition (see Note 4(a)), we assumed an additional CEBA Term Loan of $40,000 during fiscal year ended September 30, 2022. The CEBA Term Loans are initially recorded at fair value, discounted based on our estimated incremental borrowing rate. This resulted in recording a gain on government grant of $3,514 for the year ended September 30, 2021 (2020 - $9,096). Effective January 1, 2021, the CEBA Term Loans were automatically converted to a 2-year interest free term loan. This was further amended on January 12, 2022, where the government of Canada announced the repayment deadline for the CEBA Term Loans to qualify for partial loan forgiveness is being extended from December 31, 2022, to December 31, 2023, for all eligible borrowers in good standing. Repayment on or before the new deadline of December 31, 2023, will result in loan forgiveness of up to a third of the loans. Loan Repayments In December 2022, the Company repaid the remaining balance on the March 2022, August 2022, and CEBA Term Loans, including accrued unpaid interest, net of the total forgivable amount on the CEBA Term loan of $20,000 and a 10% premium on the August 2022 loan. The loans were repaid with a combination of cash and equity. RBC Credit Facility We maintain corporate credit cards for our key employees with Royal Bank of Canada ("RBC"). To provide security, we entered into a cash collateral agreement for $30,000 and a general security agreement providing a first lien on all assets. The $30,000 was invested in a short-term guaranteed investment certificate. |
Lease obligation
Lease obligation | 12 Months Ended |
Sep. 30, 2023 | |
Presentation of leases for lessee [abstract] | |
Lease obligation [Text Block] | 13. Lease obligation We have entered into a long-term office lease contracts which expire on April 30, 2026, May 31, 2026, and October 31, 2026. The office leases include the right to renew for an additional term following its expiry. Management has not included the renewal option because it was deemed too uncertain whether we would renew at September 30, 2023. Under the current office lease agreements, we have benefited from the following lease inducements: Free rent from inception (March 1, 2020) to November 1, 2020; Free rent from November 1, 2021, to March 1, 2022; and Free rent from August 1, 2023, to October 31, 2023. The following table presents the movement in our lease obligation for the respective periods: Current Non-current Offices Portion portion Balance at September 30, 2021 $ 307,909 $ 32,288 $ 275,621 Lease payments (including interest) (62,400 ) - - Interest expense 30,112 - - Balance at September 30, 2022 $ 275,621 $ 69,150 $ 206,471 Additions 228,020 - - Lease payments (including interest) (111,903 ) - - Interest expense 37,785 - - Balance at September 30, 2023 $ 429,523 $ 127,116 $ 302,407 The following table presents the contractual undiscounted cash flows for the lease obligations: September 30, September 30, 2023 2022 Less than one year $ 197,367 $ 93,600 One to five years 361,388 234,000 Total $ 558,755 $ 327,600 |
Contract Liabilities
Contract Liabilities | 12 Months Ended |
Sep. 30, 2023 | |
Contract liabilities [abstract] | |
Contract Liabilities [Text Block] | 14. Contract Liabilities The following table presents the changes in contract liabilities: September 30, September 30, 2023 2022 Balance, beginning of fiscal year $ 47,271 $ - Acquired in acquisition of POC (see Note 4(a)) - 29,759 Amounts invoiced and revenue deferred 120,970 17,512 Recognition of deferred revenue included in the balance at the beginning of period (47,271 ) - Balance, end of fiscal year $ 120,970 $ 47,271 |
Warrant liabilities
Warrant liabilities | 12 Months Ended |
Sep. 30, 2023 | |
Disclosure Of Warrant Liabilities [Abstract] | |
Warrant liabilities [Text Block] | 15. Warrant liabilities The following is a reconciliation of warrant liabilities since September 30, 2022: U.S. IPO and Canadian Offering Private Placement Debt Settlement Over-allotment 2022 Pre-Funded Over-allotment 2023 Pre-Funded Warrants Warrants Warrants Warrants Warrants Warrants Total Balance, beginning of period $ - $ - $ - $ - $ - $ - $ - Initial recognition 4,617,451 832,698 536,681 1,528,160 2,778,534 80,617 10,374,141 (Gain) Loss on revaluation of financial instruments (3,553,175 ) (415,996 ) (412,247 ) (765,212 ) (883,961 ) (62,476 ) (6,093,067 ) Exchange gain on revaluation (21,738 ) (2,368 ) (3,261 ) 35,625 46,341 - 54,599 Balance, end of period $ 1,042,538 $ 414,334 $ 121,173 $ 798,573 $ 1,940,914 $ 18,141 $ $ 4,335,673 Number of outstanding securities as at September 30, 2023 3,226,392 199,000 375,000 1,542,194 930,548 56,141 6,329,275 U.S. IPO and Canadian Offering On December 9, 2022, we closed the U.S. IPO and the Canadian Offering. In the U.S. IPO, we sold 2.5 million units, consisting of one share of common share and one warrant to purchase one common share. In connection with the closing of the U.S. IPO, the underwriter partially exercised its over-allotment option to purchase an additional 199,000 pre-funded common share purchase warrants and 375,000 option warrants. In the Canadian Offering, we sold 726,392 units, each consisting of one common share and one warrant to purchase one common share (see Note 16(a)). In summary, for the U.S. IPO and the Canadian Offering, we have issued 3,226,392 warrants (the "2022 Warrants") with an exercise price of US$5.00 per share. Additionally, the U.S. underwriter exercised its over-allotment option to purchase: • 199,000 Pre-Funded Warrants with an exercise price of US$0.01 per share for $3.81024 per pre-funded warrant (net of underwriter discount); and • 375,000 warrants with exercise price of US$5.00 per share for $0.0001 per warrant. Refer to Note 16(a) for further information on the U.S. IPO and Canadian Offering. Under IFRS, the above securities are classified as financial liabilities (referred herein as "warrant liabilities") because the exercise price is denominated in U.S. dollars, which is different to our functional currency (Canadian dollars). Accordingly, the ultimate proceeds in Canadian dollars from the potential exercise of the above securities are not known at inception. These financial liabilities are classified and measured at FVTPL (see Note 3(c)). Gains on revaluation of the warrant liabilities are presented in other income (expenses) on the consolidated statements of net loss and comprehensive loss. Warrant liabilities While the warrants issued in the U.S. IPO were listed on Nasdaq and closed at US$0.90 per warrant on December 9, 2022, management concluded that this closing price was not reflective of an active market due to short trading window and therefore not representative of fair value. Accordingly, at inception, the 2022 Warrants were measured at fair value using the Black Scholes option pricing model (Level 2). We used the following assumptions: Over-allotment 2022 Pre-Funded Over-allotment Warrants (1) Warrants (2) Warrants (3) Number of dilutive securities 3,282,533 199,000 375,000 Exercise price (in USD) $ 5.00 $ 0.01 Share price (in USD) $ 4.13 $ 3.08 Expected life 2.50 Dividend $ - Volatility 75% Risk free rate 4.20% Exchange rate (USD/CAD) $ 1.363 Fair value per warrant (CAD) $ 1.43 $ 4.18 $ 1.43 (1) (2) (3) The share price (in USD) for the over-allotment pre-funded warrants was based on the estimated fair value of the common shares issued on December 9, 2022, by deducting the fair value of the warrants of US$1.05 from the US$4.13 Unit price and the exercise price of US$0.01 (see Note 16(a)). Based on the above fair value, the issuance of the over-allotment pre-funded warrants and warrants to the underwriter resulted in a non-cash charge of $251,877, which is included in the change in fair value of warrant liabilities in the consolidated statements of net loss and comprehensive loss. At September 30, 2023, we remeasured the fair value of these warrants using the following assumptions: Over-allotment 2022 Pre-Funded Over-allotment Warrants (1) (2) Warrants (3) Warrants (1) Number of securities 3,282,533 199,000 375,000 Nasdaq closing price (in USD) $ 0.24 $ 1.55 $ 0.24 Exchange rate (USD/CAD) $ 1.352 $ 1.352 $ 1.352 Fair value per warrant (CAD) $ 0.32 $ 2.08 $ 0.32 (1) (2) (3) December 2022 Debt Settlement On December 13, 2022, we entered into share for debt arrangements with existing lenders (see Note 16(a)), which resulted in issuing 56,141 Units, same terms as the Units as issued in the Canadian Offering except that the underlying securities are subject to a four-month hold period. Accordingly, this resulted in issuing 56,141 common shares and 56,141 warrant liabilities with an exercise price of US$5.00 per share and maturing on December 13, 2027. We initially recorded the fair value of the warrant liabilities using the Black Scholes option pricing model with an underlying stock price equivalent to the unit price of US$4.13. At September 30, 2023, we remeasured the fair value of these warrant liabilities using the Nasdaq closing price on September 30, 2023, of US$0.24. The remeasurement resulted in a change in fair value of warrant liabilities $62,476 for the year ended September 30, 2023, which was reported in the consolidated statements of net loss and comprehensive loss. Private Placement On July 21, 2023, we closed an underwritten U.S. private placement for gross proceeds of CAD$7.4 million (US$5.59 million) (see Note 16(a)). As part of the private placement, we have issued 1,542,194 warrants (the "2023 Warrants") with an exercise price of US$2.66 per share. Additionally, 930,548 pre-funded Warrants with an exercise price of US$0.001 per share for US$2.259 per pre-funded warrant were issued. Refer to Note 16(a) for further information on the private placement. Under IFRS, the above securities are classified as financial liabilities (referred herein as "warrant liabilities") because the exercise price is denominated in U.S. dollars, which is different to our functional currency (Canadian dollars). Accordingly, the ultimate proceeds in Canadian dollars from the potential exercise of the above securities are not known at inception. These financial liabilities are classified and measured at FVTPL (see Note 3(c)). Gains on revaluation of the warrant liabilities are presented in Other income (expenses) on the consolidated statements of net loss and comprehensive loss. Warrant liabilities The 2023 warrants issued in the private placement were not listed on Nasdaq and does not represent an active market Level 1 input. Accordingly, at inception, the 2023 Warrants were measured at fair value using the Black Scholes option pricing model (Level 2). We used the following assumptions: 2023 Pre-Funded Warrants Warrants (1) Number of dilutive securities 1,542,194 930,548 Exercise price (in USD) $ 2.66 $ 0.001 Share price (in USD) $ 2.08 $ 2.08 Expected life 2.50 Dividend $ - Volatility 67% Risk free rate 4.44% Exchange rate (USD/CAD) $ 1.321 $ 1.321 Fair value per warrant (CAD) $ 0.99 $ 1.98 (1) The share price (in USD) for the pre-funded warrants was based on the estimated fair value of the common shares issued on July 21, 2023, by deducting the fair value of the warrants of US$0.75 from the US$2.26 Unit price and the exercise price of US$0.001 (see Note 16(a)). At September 30, 2023, we remeasured the fair value of these warrants using the following assumptions: 2023 Pre-Funded Warrants (1) Warrants (2) Number of securities 1,542,194 930,548 Nasdaq closing price (in USD) $ - $ 1.55 Black Scholes fair value (in USD) $ 0.38 $ - Exchange rate (USD/CAD) $ 1.352 $ 1.352 Fair value per warrant (CAD) $ 0.52 $ 2.08 (1) (2) |
Share capital and Contributed S
Share capital and Contributed Surplus | 12 Months Ended |
Sep. 30, 2023 | |
Disclosure of classes of share capital [abstract] | |
Share capital and Contributed Surplus [Text Block] | 16. Share capital and Contributed Surplus As disclosed in Note 1(b), the 1-for-70 Reverse Split effected on October 28, 2022, has been applied retrospectively herein. a) Share capital Authorized KWESST is authorized to issue an unlimited number of common shares. Issued Common Shares September 30, 2023 September 30, 2022 September 30, 2021 Number Amount Number Amount Number Amount Balance, beginning of year 773,225 $ 19,496,640 699,511 $ 17,215,068 589,518 $ 9,374,563 Issued for U.S. IPO and Canadian Offering 3,226,392 $ 13,675,120 - $ - - $ - Issued in private placement 1,542,194 $ 3,050,316 22,857 $ 272,000 10,714 $ 1,110,000 Issued for debt settlements 56,141 $ 233,485 143 $ 19,000 1,305 $ 63,866 Issued for conversion of share units 14,134 $ 529,504 8,349 $ 874,840 138 $ 12,498 Issued for exercise of warrants 3,571 $ 60,000 19,000 $ 277,098 10,380 $ 815,307 Issued for exercise of stock options 1,125 $ 5,836 - $ - 18,195 $ 1,292,015 Issued for bonus shares relating to borrowings (Note 10) - $ - 18,525 $ 411,692 - $ - Issued for acquisition (Note 4(a)) - $ - 3,965 $ 377,503 - $ - Issued for conversion of contingent shares (Note 4(a)) - $ - 875 $ 83,319 - $ - Issued in brokered private placement - $ - - $ - 51,087 $ 3,611,818 Issued for asset acquisition (Note 4(b)) - $ - - $ - 14,286 $ 1,290,000 Issued for exercise of broker compensation options - $ - - $ - 2,459 $ 347,680 Issued for amended license (Note 27) - $ - - $ - 1,429 $ 137,000 Less: share offering costs for the year - $ (3,671,791 ) - $ (33,880 ) - $ (839,679 ) Balance, end of year 5,616,782 $ 33,379,110 773,225 $ 19,496,640 699,511 $ 17,215,068 2023 Activities Share Consolidation On October 28, 2022, we finalized the consolidation of our common shares on the basis of one post-consolidation common share for every seventy pre-consolidation common shares issued and outstanding. U.S. IPO and Canadian Offering On December 9, 2022, we closed the U.S. IPO and the Canadian Offering. In the U.S. IPO, we sold 2.5 million units at a public offering price of USD $4.13 per unit (the "Unit"), consisting of one share of common stock and one warrant to purchase one share of common stock ("Warrant"). The Warrants have a per share exercise price of USD $5.00 and can be exercised immediately. In connection with the closing of the U.S. IPO, the underwriter partially exercised its over-allotment option to purchase an additional 199,000 pre-funded common share purchase warrants ("Pre-Funded Warrants") at US$4.12 (before underwriter discount) and 375,000 option warrants to purchase common shares at US$0.0001 each. A Pre-Funded Warrant is a financial instrument that requires the holder to pay little consideration (exercise price of US$0.01) to receive the common share upon exercise of the Pre-Funded Warrant (see Note 15). The holder of Pre-Funded Warrants has no voting rights. All of these warrants expire on December 9, 2027. In the Canadian Offering, we sold 726,392 units, each consisting of one common share and one warrant to purchase one common share, at a price to the public of USD $4.13 per unit. The warrants will have a per common share exercise price of USD $5.00, are exercisable immediately and expire in five years on December 9, 2027. Effective May 1, 2023, the warrants are listed on the TSX-V under the stock symbol of KWE.WT.U. The closing of the U.S. IPO and Canadian Offering resulted in aggregate gross proceeds of CAD$19.4 million (USD $14.1 million), before deducting underwriting discounts and offering expenses. The common shares of KWESST and the Warrants sold in the U.S. IPO began trading on the Nasdaq Capital Market under the symbols "KWE" and "KWESW", respectively, on December 7, 2022. ThinkEquity acted as sole book-running manager for the U.S. IPO and PI Financial acted as sole book-running manager for the Canadian Offering. Accounting Treatment Refer to Note 15 for the accounting of the warrants issued in the U.S. IPO and Canadian Offering and the July Private Placement accounted for as warrant liabilities. The U.S. underwriter warrants as well as the Canadian broker options from the U.S. IPO and Canadian Offering, 134,950 warrants and 50,848 warrants respectively, were accounted for as equity on initial recognition. The U.S. underwriter warrants from the July Private Placement, 123,637 warrants, was accounted for as equity on initial recognition. Brokers' Compensation and Share Offering Costs As consideration for the services provided in connection with the U.S. IPO, ThinkEquity received: (a) a broker-dealer cash commission of US$835,000 (or CAD$1,138,105) equal to 7.5% of the gross offering proceeds of the U.S. Offering; and (b) underwriter warrants (the "U.S. Underwriter Warrants") to purchase up to 134,950 common shares equal to 5% of the common shares and pre-funded common share purchase warrants issued under the U.S. Offering. Each U.S. Underwriter Warrant is exercisable to acquire one common share at a price of US$5.1625, exercisable as of June 4, 2023, and expiring on December 9, 2027. As consideration for the services provided in connection with the Canadian Offering, PI Financial received: (a) a cash commission of approximately US$210,000 (or CAD$286,230); and (b) 50,848 compensation options (the "Canadian Compensation Options"). Each Canadian Compensation Option is exercisable to acquire one Canadian Unit at a price of US$4.13 and expiring on December 9, 2024. In addition to the above brokers' compensation, we also incurred US$2.1 million share offering costs (or CAD$2.8 million) for the U.S. IPO and Canadian Offering, of which CAD$628,262 was incurred and deferred at September 30, 2022. The total brokers compensation (including fair value of U.S. Underwriter Warrants and Canadian Compensation Options) and share offering costs was US$3.2 million (or CAD$4.4 million). This total was allocated proportionately to the fair value of common shares and to share offering costs for the portion allocated to warrants accounted for as warrant liabilities. Shares for Debt Settlement We entered into share for debt arrangements with existing lenders, which closed on December 13, 2022, following TSXV's conditional approval. This resulted in issuing 56,141 Units to settle $12,000 of the March 2022 Loans and USD$223,321 (or CAD$302,197) of the August 2022 Loans, including unpaid accrued interest and 10% premium at maturity (the "Debt Settlements") (see Note 12). The terms of the Units are the same as the Units issued in the Canadian Offering. Private Placement On July 21, 2023, we closed a brokered private placement, resulting in the issuance of 1,542,194 common shares of KWESST, for aggregate gross proceeds of USD$5,588,397 (approximately CAD$7.4M) (the "July 2023 Offering"). As a part of the July 2023 Offering, the Company issued 1,542,194 common shares at a price of US$2.26 (CAD$2.98) per common share (each a "Common Share") and 930,548 pre-funded warrants at a price of US$2.259 (CAD$2.979) per pre-funded warrant (each a "Pre-funded Warrant"), with each Common Share and Pre-funded Warrant being bundled with one common share purchase warrant of the Company (each a "Common Warrant"). Each Pre-Funded Warrant entitles the holder to acquire one Common Share at an exercise price of US$0.001 per Common Share, and each Common Warrant is immediately exercisable and entitles the holder to acquire one Common Share at an exercise price of US$2.66 (CAD$3.50) per Common Share for a period of 60 months following the closing of the July 2023 Offering. Although the Common Shares and Pre-funded Warrants are each bundled with a Common Warrant, each security is issued separately. Brokers' Compensation and Share Offering Costs ThinkEquity acted as sole placement agent for the Offering. As compensation for services rendered, the Company paid to ThinkEquity a cash fee of $475,013.14 representing 8.5% of the aggregate gross proceeds of the Offering and issued 123,637 warrants to purchase a number of Common Shares (the "Placement Agent Warrants"), representing 5% of the Common Shares and Pre-Funded Warrants sold in the Offering. The Placement Agent Warrants will be exercisable, in whole or in part, immediately upon issuance and will expire 60 months after the closing date of the Offering at an initial exercise price of US$2.66 (CAD$3.50) per Common Share. 2022 Activities Private Placement On July 14, 2022, we closed a non-brokered private placement, resulting in the issuance of 22,857 units of KWESST ("July 2022 Units"), at a price of $15.05 per July 2022 Unit (the "Issue Price"), for aggregate gross proceeds of $344,000 (the "July 2022 Offering"). Each July 2022 Unit is comprised of one common share and seventy one-half common share purchase warrant (the "July 2022 Warrants"). Accordingly, we issued 800,000 Warrants exercisable at $0.285 each for a period of 24 months from the closing date. Each Warrant converts into 0.01428571 common shares or 70 warrants for one common share. There was no finder fee paid in this private placement. Certain of our directors and officers (the "Insiders") purchased 5,814 Units for a total consideration of $87,500. The issuance of Units to the Insiders constitutes a related party transaction but is exempt from the formal valuation and minority approval requirements of Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101") as KWESST's securities are not listed on any stock exchange identified in Section 5.5(b) of MI 61-101 and neither the fair market value of the units issued to the Insiders, nor the fair market value of the entire private placement, exceeds 25% of our market capitalization. The securities were issued in accordance with applicable prospectus exemptions under Canadian securities laws. Police Ordnance Acquisition As disclosed in Note 4(a), we issued 3,965 common shares to the selling shareholders in December 2021 at the closing of the acquisition and an additional 875 common shares in April 2022 following the achievement of the financial milestone as defined in the share purchase agreement. Debt for Equity Settlement During the year ended September 30, 2022, we settled $19,000 of legal fees for 143 common shares. 2021 Activities Brokered Private Placement In April 2021, we closed our over-subscribed brokered private placement, resulting in the issuance of 51,087 units ("Units") of KWESST, at a price of $87.50 per Unit (the "Issue Price"), for aggregate gross proceeds of $4,470,071 (the "April 2021 Offering"), as amended in August 2021. Under the April 2021 Offering, we sold a total of 51,087 units at a price of $87.50 per Unit. Each Unit is comprised of one common share of the Company and seventy common share purchase warrants ("April 2021 Warrant"). Each April 2021 Warrant is exercisable to acquire 1/70 of a common share at a price of $1.75 each (70 warrants for one common share) for a period of 24 months from the closing of the April 2021 Offering ("Closing Date"). If at any time after four (4) months and one (1) day following the Closing Date, the trading price of KWESST common stock on the TSX Venture Exchange is equal to or exceeds $210.00 for a period of 10 consecutive trading days, as evidenced by the price at the close of market, we will be entitled to notify the holders of the April 2021 Warrants of its intention to force the exercise of the April 2021 Warrants. Upon receipt of such notice, the holders of April 2021 Warrants shall have 30 days to exercise the April 2021 Warrants, failing which the April 2021 Warrants will automatically expire. Our directors and officers purchased 1,029 Units for a total consideration of $90,000. In connection with this Offering, management has concluded the Unit qualified as an equity instrument under IAS 32, Financial Instruments: Presentation The total cash and non-cash share offering costs were $630,680 for the Offering, including cash commission of $288,405 paid to the Agents and $233,057 of Compensation Options granted to the Agents (see part (c) Contributed Surplus). Asset Acquisition In April 2021, following the closing of the brokered private placement, KWESST closed on the acquisition of the PARA OPS TM Private Placement In September 2021, we closed a non-brokered private placement, resulting in the issuance of 10,714 units ("September Units") of KWESST, at a price of $140.00 per September Unit (the "Issue Price"), for aggregate gross proceeds of $1,500,000 (the "September 2021 Offering"). Under the September 2021 Offering, each September Unit is comprised of one common share and seventy Warrant Shares at a price of $2.35 for each 1/70 of a common share (70 warrants for one common share) for a period of 24 months from September 16, 2021 ("September 2021 Warrants"). If at any time after four months and one day following September 16, 2021, the trading price of KWESST common stock on the TSX-V is equal to or exceeds $322.00 for a period of 3 consecutive trading days, as evidenced by the price at the close of market, we will be entitled to notify the holders of Warrants of its intention to force the exercise of the Warrants. Upon receipt of such notice, the holders of the Warrants shall have 30 days to exercise the Warrants, failing which the Warrants will automatically expire. We paid cash commissions to Haywood Securities Inc. in the amount of $90,000 and granted 45,000 broker warrants ("September 2021 Broker Warrants"). Each September 2021 Broker Warrant is exercisable to acquire 1/70 of a common share at a price of $2.00 for a period of 24 months from the closing of the September 2021 Offering. Management estimated a fair value of $0.72 per warrant, using the Black-Scholes option model (see below - Warrants). In connection with this private placement, management has concluded the September Unit qualified as an equity instrument under IAS 32, Financial Instruments: Presentation The total cash and non-cash share offering costs were $130,730 for this private placement. Amended License In April 2021, we issued 1,429 common shares for the exclusivity with AerialX as disclosed in Note 27. Debt for Equity Settlement During the year ended September 30, 2021, we settled the following liabilities with our common shares: $47,000 of legal fees for 816 common shares; and $16,866 of online advertising services for 346 common shares. b) Warrants The following reflects the warrant activities: September 30, 2023 September 30, 2022 September 30, 2021 Weighted Weighted Weighted Number of average Number of average Number of average warrants exercise price warrants exercise price warrants exercise price Outstanding, beginning of year 13,417,156 $0.78 13,901,640 $0.74 9,585,050 $0.24 Issued 6,587,862 $ 5.29 1,000,000 $ 0.57 5,043,165 $ 1.73 Exercised (250,000 ) $ 0.50 (1,330,000 ) $ 0.26 (726,575 ) $ 1.05 Expired (4,247,156 ) $ 1.86 (154,484 ) $ 0.56 - $ - Outstanding, end of year 15,507,862 $ 2.49 13,417,156 $ 0.78 13,901,640 $ 0.74 Exercisable, end of year 15,382,862 $ 2.50 12,792,156 $ 0.82 12,901,640 $ 0.75 The following table provides additional information on the total outstanding warrants at September 30, 2023: Number Conversion ratio outstanding to Common Shares Book value Expiry Date Classified as Equity Founders' warrants: Exercise price of $0.20 5,520,000 70 for 1 $ 1,013 January 1, 2024 Exercise price of $0.20 1,900,000 70 for 1 $ 18,865 June 14, 2024 LEC's warrants: Exercise price of $0.70 500,000 70 for 1 $ 425,000 April 29, 2026 Acquisition of Police Ordnance (Note 4): Exercise price of $1.72 200,000 70 for 1 $ 132,000 December 15, 2024 July 2022 equity financing: Exercise price of $0.285 800,000 70 for 1 $ 72,000 July 14, 2024 December 2022 U.S. Underwriter Warrants Exercise price of US$5.1625 134,950 1 for 1 $ 189,592 December 6, 2024 July 2023 U.S. Underwriter Warrants Exercise price of US$2.66 123,637 1 for 1 $ 204,187 December 6, 2024 Classified as liability 9,178,587 $ 1,042,657 December 2022 public offerings: Exercise price of US$5.00 3,226,392 1 for 1 $ 1,042,538 December 9, 2027 December 2022 Pre-Funded Warrants Exercise price of US$0.01 199,000 1 for 1 $ 414,334 No expiry December 2022 Option Warrants Exercise price of US$5.1625 375,000 1 for 1 $ 121,173 December 9, 2024 December 2022 debt settlement Exercise price of US$5.00 56,141 1 for 1 $ 18,141 December 9, 2027 July 2023 public offerings: Exercise price of US$2.66 1,542,194 1 for 1 $ 798,573 July 21, 2028 July 2023 Pre-Funded Warrants Exercise price of US$0.001 930,548 1 for 1 $ 1,940,914 No expiry 6,329,275 4,335,673 Total outstanding warrants 15,507,862 $ 5,378,330 The fair value for the warrants issued during the year ended September 30, 2023, was determined by the Black Scholes option pricing model using the following key inputs: 2023 2022 Warrants Warrants Exercise Price (in USD) $ 2.66 $ 5.00 Stock price (in USD) $ 2.08 $ 4.13 Volatility 67% 75% Dividend Yield Nil Nil Risk-free interest rate 4.44% 4.20% Expected life 2.5 2.5 Weighted average fair value per warrant $ 0.99 $ 1.43 The fair value for the warrants issued during the year ended September 30, 2022, was determined by the Black Scholes option pricing model using the following key inputs: Acquisition of July 2022 POC Warrants Exercise Price $ 1.72 $ 0.285 1/70 of stock price $ 1.36 $ 0.215 Volatility 84.7% 90.5% Dividend Yield Nil Nil Risk-free interest rate 1.04% 3.12% Expected life 3 2 Weighted average fair value per warrant $ 0.66 $ 0.09 The fair value for the warrants issued during the year ended September 30, 2021, was determined by the following valuation models and key inputs: Barrier Option Model Black-Scholes Option Model September September 2021 April 2021 2021 broker LEC warrants warrants warrants warrants Exercise Price $ 1.75 $ 2.35 $ 2.00 $ 0.70 1/70 of stock price $ 1.01 $ 2.14 $ 2.14 $ 0.40 Volatility 80% 80% 80% 0% Dividend Yield Nil Nil Nil Nil Risk-free interest rate 0.31% 0.26% 0.26% 69.00% Barrier (accelerator on life of warrants) $ 3.00 $ 4.60 N/A N/A Rebate $ 1.25 $ 2.00 N/A N/A Expected life 2 1 1 0.85 Weighted average fair value per warrant $ 0.24 $ 0.52 $ 0.72 $ 0.85 c) Contributed Surplus Contributed surplus consists of issued broker compensation options at fair value, the cumulative amortized fair value of share-based compensation grants since inception, less amounts transferred to share capital for exercises. If outstanding options expire or are forfeited, there is no reversal of contributed surplus. Broker Compensation Options In the Canadian Offering, we issued 50,848 Canadian Compensation Options. Each Canadian Compensation Option is exercisable to acquire one Unit, as defined in Note 16(a), at a price equal to US$4.13 for a period of two years (expiring on December 9, 2024). Based on the structure of the Compensation Option, management estimated its fair value using the Monte Carlo method (Level 2). We used the following key inputs in the Monte Carlo model (100,000 simulations): Initial Recognition Number of securities 50,848 Exercise price - compensation option (in USD) $ 4.13 1-Year CAD/USD Forward Exchange Rate $ 1.3560 Exercise price - compensation warrant (in USD) $ 5.00 2-Year CAD/USD Forward Exchange Rate $ 1.3483 Share price (in CAD) $ 4.20 Expected life - compensation option 1.00 Expected life - compensation warrant 2.50 Dividend $ - Volatility - compensation option 90% Volatility - compensation warrant 75% Risk free rate - compensation option 4.38% Risk free rate - compensation warrant 3.15% Fair value per compensation option (CAD) $ 2.46 We have recorded $125,086 of Canadian Compensation Options in contributed surplus, with an equal offset to share offering costs (a non-cash transaction). The April 2021 Offering was completed by PI Financial Corp., the lead agent and sole bookrunner (the "Lead Agent"), and other dealers (the "Agents"). As consideration for the services provided by the Agents in connection with the April 2021 Offering, the Agents received: (a) a cash commission of $288,405; and (b) 3,296 compensation options (the "Compensation Options"). Each Compensation Option is exercisable to acquire one unit of KWESST (a "Compensation Option Unit") at a price equal to $87.50 for a period of two years after the closing of the Offering. Each Compensation Option Unit is comprised of one Common Share and seventy Common Share purchase warrants (a "Compensation Option Warrant"). Each Compensation Option Warrant is exercisable to acquire 1/70 of a Common Share (a "Compensation Option Warrant Share") at a price of $1.75 per Compensation Option Warrant Share (70 Compensation Option Warrant for one Compensation Option Warrant Share) for a period of 24 months from the closing of the Offering. Based on the structure of the Compensation Option, management estimated its fair value using the Monte Carlo method. Management estimated a fair value of $77.00 per Compensation Option. The following were key inputs used in the Monte Carlo simulation: estimated life of 2 years, underlying stock price of $90.30, exercise price of Compensation Option of $87.50, exercise price of 70 Compensation Option Warrants of $87.50, estimated volatility of 80%, risk free rate of 0.31%, and discount for lack of marketability of 0%. Accordingly, we recorded $233,057 of Compensation Options in contributed surplus, with an equal offset to share offering costs (a non-cash transaction). During the year ended September 30, 2021, the Agents have exercised 2,459 Compensation Option Units for total gross proceeds of $215,148. At September 30, 2022, the total outstanding Compensation Option Units was 837. Share-based compensation On March 31, 2023, KWESST shareholders approved the renewal of the Long-Term Incentive Plan (the "LTIP"). Additionally, the disinterested shareholders of KWESST approved an amendment to the LTIP to increase the number of RSUs, PSUs, DSUs, and SARs (collectively "Share Units") authorized for issuance pursuant to the LTIP from 60,682 to 407,274 Share Units. Accordingly, we have 11,153 Share Units available for future grants. Further, the disinterested shareholders (shareholders that are not directors, officers, or other insiders of the Company) of KWESST approved to revise the exercise price of 50,981 stock options to $3.60, the closing price of KWESST common shares on the TSX-V on March 31, 2023. In accordance with IFRS 2, this resulted in an immediate fair value increase of $77,001 included in share- based compensation, with an offset to contributed surplus. During the year ended September 30, 2023, we granted 340,000 stock options and did not grant any RSUs, PSUs, or SARs, pursuant to our LTIP during the year ended September 30, 2023. Accordingly, we had 389,907 outstanding stock options at September 30, 2023. For the year ended September 30, 2023, we recorded share-based compensation of $373,554, (2022 - $1,960,072, 2021 - $2,462,207). (i) The following is summary of changes in outstanding stock options for the respective periods: Weighted Number average of options exercise price Outstanding at September 30, 2020 28,838 $ 45.50 Granted 52,988 $ 104.30 Exercised (18,194 ) $ 50.40 Cancelled (4,096 ) $ 48.30 Outstanding at September 30, 2021 59,536 $ 95.90 Granted 9,500 $ 69.59 Cancelled (11,928 ) $ 131.76 Outstanding at September 30, 2022 57,108 $ 83.87 Granted 340,000 $ 2.59 Exercised (1,125 ) $ 3.60 Cancelled (6,076 ) $ 70.65 Outstanding at September 30, 2023 389,907 $ 2.80 Options exercisable at September 30, 2023 49,496 $ 4.21 During the year ended September 30, 2023, we granted 340,000 (2022 - 9,500, 2021 - 52,988) options at a weighted average exercise price of $2.59 (2022 - $69.59, 2021 - $104.30). At September 30, 2023, the weighted average remaining vesting period was 1.87 years (2022 - 0.88 years, 2021 - 1.82 years). For the options granted during the year ended September 30, 2023, the per share weighted-average fair value of stock options was $38.21 (2022 - $38.21, 2021 - $50.40), using the Black-Scholes option model with the following weighted-average assumptions: 2023 2022 2021 Stock price $2.55 to $4.00 $14.70 to $126.70 $49.00 to $159.60 Exercise price $2.55 to $4.00 $14.70 to $126.70 $49.00 to $159.60 Volatility 96.37% 90.48% 76.46% Dividend yield Nil Nil Nil Risk-free interest rate 4.65% 2.04% 0.35% Expected life (years) 2.93 2.91 2.26 Weighted-average fair value per option $1.42 $38.21 $50.40 The following table summarizes information about stock options outstanding at September 30, 2023: Weighted average Weighted Remaining Weighted remaining average exercisable average Exercise Number contractual outstanding contractual exercisable price outstanding life strike price Exercisable life strike price $2.55 330,000 2.88 2.55 - - - $3.60 49,550 2.55 3.60 49,139 2.54 3.60 $4.06 10,000 4.62 4.06 - - - $87.50 357 2.76 87.50 357 2.76 87.50 389,907 2.88 2.80 49,496 2.54 4.21 Amendment to stock option grants For the years ended September 30, 2023 and 2022, we had no amended stock option grants. During the year ended September 30, 2021, our Board of Directors approved the acceleration of vesting for 5,507 options and the cancellation of 3,571 options. This contributed an additional stock-based compensation charge of $65,813 (included in the above total share-based compensation expenses). (ii) The following table shows the changes in Share Units: RSUs PSUs SARs Total Outstanding at September 30, 2020 - - - - Granted 16,412 2,857 2,143 21,412 Vested and converted (139 ) - - (139 ) Outstanding at September 30, 2021 16,273 2,857 2,143 21,273 Granted 10,726 17,942 514 29,182 Vested and converted to common shares (5,681 ) (2,666 ) - (8,347 ) Vested and repurchased for withholding taxes (144 ) (249 ) - (393 ) Expired / cancelled - (17,714 ) - (17,714 ) Outstanding at September 30, 2022 21,174 170 2,657 24,001 Granted - - - - Vested and converted to common shares (20,103 ) (170 ) - (20,273 ) Vested and repurchased for withholding taxes - - - - Expired / cancelled - - - - Outstanding at September 30, 2023 1,071 - 2,657 3,728 RSUs: Each RSU entitles the holder to receive one common share in the future, based on continued service during the applicable period. During the year ended September 30, 2023, we granted nil RSUs (2022 - 10,726, 2021 - 16,412), with a weighted-average grant date fair value of $nil per unit (2022 - $43.50, 2021 - $105.70). The weighted average vesting period for the outstanding RSUs was 0.1 years at September 30, 2023 (2022 - 0.18 years, 2021 - 0.69 years). PSUs: Each PSU entitles the holder to receive one common share in the future, based on the achievement of established performance criteria and continued service during the applicable performance period. During the year ended September 30, 2023, we granted nil PSUs (2022 - 17,942, 2021 - 2,857), with a weighted-average grant date fair value of $nil per unit (2022 - $126.70, 2021 - $105.00). The outstanding PSUs were fully vested at September 30, 2023 (2022 - fully vested, 2021 - Weighted average vesting period was 0.40 years). SARs: Each SAR entitles the holder to receive cash or common share at our discretion in the future, based on continued service during the applicable period. The amount of the cash payment or the value of common shares is determined based on the increase of the share price of KWESST between the grant date and the exercise date. Because we intend to always settle in common shares, we account for SARs as equity-settled awards. During the year ended September 30, 2023, we granted nil SARs (2022 - 514, 2021 - 2,143) at an exercise price of $nil (2022 - $126.70, 2021 - $115.50 each). The 2,657 SARs will expire on January 22, 2024. (iii) For the year ended September 30, 2023, we recorded share-based compensation of $373,554 (2022 - $1,960,072, 2021 - $2,462,207). The following table presents a breakdown of total share-based compensation expense by function: Year ended Year ended Year ended September 30, September 30, September 30, 2023 2022 2021 General and administrative $ 246,436 $ 1,104,858 $ 1,425,111 Selling and marketing 53,800 552,627 754,167 Research and development, net 73,318 302,587 282,929 Total share-based compensation $ 373,554 $ 1,960,072 $ 2,462,207 |
Earnings (loss) per share
Earnings (loss) per share | 12 Months Ended |
Sep. 30, 2023 | |
Earnings per share [abstract] | |
Earnings (loss) per share [Text Block] | 17. Earnings (loss) per share The following table summarizes the calculation of the weighted average basic number of basic and diluted common shares to calculate the earnings (loss) per share as reported in the statements of net loss and comprehensive loss: Year ended Year ended Year ended September 30, September 30, September 30, 2023 2022 2021 Issued common shares, beginning of year 773,225 699,511 589,518 Effect of shares issued from: December 2022 U.S. IPO and Canadian Offering (Note 16) 2,607,632 - - Over-allotment Pre-Funded Warrants (Note 15) 160,836 - - July 2023 Private Placement (Note 16) 299,988 - - July 2023 Pre-Funded Warrants (Note 15) 181,011 - - Debt settlements 44,759 132 1,038 Conversion of stock units 11,817 3,703 31 Exercise of options 2,671 - 9,118 Exercise of warrants 336 10,593 4,383 Issuance of bonus shares (Note 12) - 8,262 - Private placements - 4,571 21,810 Acquisition of Police Ordnance (Note 4(a)) - 3,144 - Conversion of contingent shares (Note 4(a)) - 386 - Asset acquisitions (Note 4(b)) - - 6,027 Amended license agreement - - 626 Exercise of broker options - - 170 Weighted average number of basic common shares 4,082,275 730,302 632,721 Dilutive securities: Stock options - - - Warrants - - - Weighted average number of dilutive common shares 4,082,275 730,302 632,721 At September 30, 2023, 2022 and 2021, all the stock options and warrants were anti-dilutive because we incurred a net loss for the periods. As the $0.01 and $0.001 exercise price per Pre-Funded Warrant is non-substantive, the 199,000 Pre-Funded Warrants issued in the U.S. IPO and the 930,548 Pre-Funded Warrants issued in the July 2023 Private Placement are included in the basic net loss per share calculation. |
Revenue
Revenue | 12 Months Ended |
Sep. 30, 2023 | |
Revenue [abstract] | |
Revenue [Text Block] | 18. Revenue a) KWESST generates revenue from the sale of products to its customers. b) In the following table, revenue from contacts with customers is disaggregated by primary geographical market, major products and service lines, and timing of revenue recognition. Year ended Year ended Year ended September 30, September 30, September 30, 2023 2022 2021 Major products / service lines Digitization $ 819,604 $ 354,620 $ 1,255,982 Non-Lethal 411,758 330,658 - Training and services - 34,590 - Other 3,088 1,651 19,822 $ 1,234,450 $ 721,519 $ 1,275,804 Primary geographical markets United States 42,780 389,210 1,238,063 Canada 743,200 332,309 37,741 Europe 448,470 - - 1,234,450 721,519 1,275,804 Timing of revenue recognition Products and services transferred over time $ 819,604 $ 389,210 $ 1,238,063 Products transferred at a point in time 414,846 332,309 37,741 $ 1,234,450 $ 721,519 $ 1,275,804 Revenue allocated to remaining performance obligations represents contracted revenue that has not yet been recognized ("contracted not yet recognized") and includes unearned revenue and amounts that will be invoiced and recognized as revenue in future periods. At September 30, 2023, our contracted not yet recognized revenue was $496,199 (2022 - $625,177, 2021 - $16,545), of which 76% of this amount is expected to be recognized over the next 12 months with the remaining 25% expected to be recognized in 2 to 3 years. For the year ended September 30, 2023, one customer accounted for 23% of revenue (2022 - one customer accounted for 41%, 2021 - one customer accounted for 95%). |
Expenses by nature
Expenses by nature | 12 Months Ended |
Sep. 30, 2023 | |
Expenses by nature [abstract] | |
Expenses by nature [Text Block] | 19. Expenses by nature The following table presents a breakdown of expenses by nature for the following periods: Year ended Year ended Year ended September 30, September 30, September 30, 2023 2022 2021 Employee benefits $ 3,011,923 $ 4,883,062 $ 4,746,316 Advertising and promotion 19,090 1,352,750 1,914,630 Consulting fees 2,743,272 1,315,917 1,138,782 Professional fees 940,667 1,028,240 778,337 Travel and conferences 804,481 518,140 246,418 R&D consulting and material costs, net 556,013 420,378 482,348 Depreciation and amortization 952,508 326,491 140,990 Impairment of intangible assets 1,174,354 - - Other expenses 691,566 266,822 252,961 Insurance 716,931 236,150 154,931 Transfer agent and listing fees 120,690 94,885 110,769 Royalty and license costs 305,918 - 287,000 M&A costs - - - Total expenses 12,037,413 10,442,835 10,253,482 Allocation to cost of sales: Employee benefits (123,803 ) (166,706 ) (574,018 ) Total operating expenses $ 11,913,610 $ 10,276,129 $ 9,679,464 |
Depreciation and Amortization
Depreciation and Amortization | 12 Months Ended |
Sep. 30, 2023 | |
Disclosure of attribution of expenses by nature to their function [abstract] | |
Depreciation and Amortization [Text Block] | 20. Depreciation and Amortization The following table presents total depreciation and amortization expense of property and equipment, intangible assets, and right-of-use assets by function: 2023 2022 2021 General and administrative $ 833,029 $ 123,960 $ 95,310 Selling and marketing 77,804 129,265 16,443 Research and development 41,675 73,266 29,237 Total depreciation and amortization $ 952,508 $ 326,491 $ 140,990 |
Net finance costs
Net finance costs | 12 Months Ended |
Sep. 30, 2023 | |
Disclosure Of Net Finance Cost [Abstract] | |
Net finance costs [Text Block] | 21. Net finance costs The following table presents a breakdown of net finance costs for the following periods: Year ended Year ended Year ended September 30, September 30, September 30, 2023 2022 2021 Interest expense from: Unsecured loan $ 503,251 $ 321,313 $ 4,527 Accretion cost - accrued royalties liability 170,373 159,451 64,537 Lease obligations 37,786 30,112 33,872 Related party loans - - 4,581 CEBA term loan 8,281 - 4,481 2019 convertible notes - - - Other 3,857 1,114 4,115 Total interest expense 723,548 511,990 116,113 Interest income (55,514 ) (5,988 ) (4,848 ) Gain on termination of lease obligations - - - Gain on government grant - - (3,514 ) Net finance costs $ 668,034 $ 506,002 $ 107,751 |
Income taxes
Income taxes | 12 Months Ended |
Sep. 30, 2023 | |
Major components of tax expense (income) [abstract] | |
Income taxes [Text Block] | 22. Income taxes a) Income tax recovery is made up of the following components: Year end ended Year ended Year ended September 30, September 30, September 30, 2023 2022 2021 Current income tax recovery (expense): - - - Deferred income tax (recovery) expense: - (49,442 ) - $ - $ (49,442 ) $ - b) Our effective income tax rate differs from the statutory rate of 26.5% that would be obtained by applying the combined Canadian basic federal and provincial income tax rate to loss before income taxes. These differences result from the following: Year ended Year ended Year ended September 30, September 30, September 30, 2023 2022 2021 Loss before income taxes $ (9,306,360 ) (10,569,732 ) (9,315,372 ) Expected statutory tax rate 26.5% 26.5% 26.5% Expected tax recovery resulting from loss (2,466,185 ) (2,800,979 ) (2,468,574 ) Increase (reduction) in income taxes resulting from: Non-deductible expenses 149,270 563,842 654,956 Foreign operations subject to different tax rates 1,447 5,329 3,593 Fair value of warrant liabilities (1,547,916 ) Unrecognized temporary differences 3,863,384 2,182,366 1,826,279 Prior year differences - - (16,254 ) $ - $ (49,442 ) $ - KWESST claims research and development deductions and related Investment Tax Credits ("ITC") for tax purposes based on management's interpretation of the applicable legislation in the Income Tax Act of Canada. These claims are subject to audit by the Canada Revenue Agency ("CRA") and any adjustments that results could affect ITCs recorded in the consolidated financial statements. The following table shows the breakdown of R&D expenses, net of ITCs: Year ended Year ended Year ended September 30, September 30, September 30, 2023 2022 2021 R&D expenses $ 1,644,565 $ 2,064,493 $ 2,369,145 Less: Investment tax credits - - (231,007 ) R&D expenses, net $ 1,644,565 $ 2,064,493 $ 2,138,138 c) The following tables deferred tax assets (liabilities) have been recognized in the consolidated financial statements: Balance at Arising on a Balance at September 30, business Recognized in September 30, 2022 combination profit or loss 2023 Deferred tax assets (liabilities): Net operating loss carryforwards 26,459 - (9,590 ) 16,869 Intangibles and development costs (26,459 ) 9,590 (16,869 ) - - - - Balance at Arising on a Balance at September 30, business Recognized in September 30, 2021 combination profit or loss 2022 Deferred tax assets (liabilities): Net operating loss carryforwards - - 26,459 26,459 Intangibles and development costs - (49,442 ) 22,983 (26,459 ) - (49,442 ) 49,442 - Balance at Balance at September 30, Recognized in Recognized in September 30, 2020 profit or loss Equity 2021 Deferred tax assets (liabilities): Net operating loss carryforwards 48,045 (48,045 ) - - Impairment provision (48,045 ) 48,045 - - - - - - d) Deferred taxes reflect the impact of loss carryforwards and of temporary differences between amounts of assets and liabilities for financial reporting purposes and such amounts as measured by enacted tax laws. However, KWESST has not recorded net deferred tax assets at September 30, 2023 and 2022 on the following deductible temporary differences, due to the uncertainty involved in determining whether these deferred tax assets will be realized upon expiration due to KWESST's limited history and cumulative operating losses since its inception. The following is a summary of KWESST's unrecognized deductible temporary differences: Balance at Balance at Balance at September 30, September 30, September 30, 2023 2022 2021 Net operating loss carryforwards $ 30,178,141 $ 18,589,894 $ 9,429,436 Share issuance costs 5,275,081 1,298,783 1,810,927 Intangibles and development costs 1,356,922 608,705 780,607 Scientific research and development expenditures 1,583,058 1,583,058 1,789,571 Other 1,467,509 46,300 104,793 $ 39,860,711 $ 22,126,741 $ 13,915,334 e) At September 30, 2023, KWESST has the following net operating losses in Canada available to reduce future year's taxable income which expire as follows: Year of Expiry Amount 2036 $ 512,163 2037 744,022 2038 1,174,797 2039 1,732,039 2040 336,562 2041 and thereafter 25,678,558 $ 30,178,141 f) The Company has the following research and development investment tax credits available to reduce future years' income taxes payable which expire as follows: Year of Expiry Amount 2037 $ 13,361 2038 6,742 2039 - 2040 328,480 2041 and thereafter - $ 348,583 |
Financial instruments
Financial instruments | 12 Months Ended |
Sep. 30, 2023 | |
Disclosure of detailed information about financial instruments [abstract] | |
Financial instruments [Text Block] | 23. Financial instruments Fair value of financial instruments The fair values of our cash, restricted short-term investment, trade and other receivables, accounts payable and accrued liabilities, deposit (included in non-current other assets), warrant liabilities and related party loans approximate carrying value because of the short-term nature of these instruments. Under IFRS, the levels of fair value hierarchy are as follows: Level 1: Unadjusted quoted prices in active markets for identical assets or liabilities; Level 2: Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices); and Level 3: inputs for the asset or liability that are not observable market data (unobservable inputs). The lease deposit, lease obligations, accrued royalties liability, warrant liabilities and borrowings were recorded at fair value at initial recognition. The fair value measurement for these was Level 2. Subsequently, these were measured at amortized cost and accreted to their nominal value over their respective terms. At September 30, 2023, the fair value for accrued royalties liability determined using a discount rate of 24% (2022 - 24%, 2021 - 13.7%) would be $928,776 (2022 - $869,219, 2021 - $1,105,756). Using the same market discount rate, the fair value of the borrowings would be $nil at September 30, 2023 (2022 - $68,750, 2021 - $49,825). Financial risk management We are exposed to a number of financial risks arising through the normal course of business as well as through its financial instruments. Our overall business strategies, tolerance of risk and general risk management philosophy are determined by our Board of Directors in accordance with prevailing economic and operating conditions. (a) Interest rate risk Interest rate risk is the risk that the fair value of cash flows of a financial instrument will fluctuate because of changes in market interest rates. At September 30, 2023, our loans were all repaid and therefore not subject to interest rate risk. At September 30, 2022, our borrowings were all subject to fixed interest rates and therefore these were not subject to interest rate risk. At September 30, 2021, our borrowing was interest free. (b) Foreign currency risk Foreign currency risk is the risk that the future cash flows or fair value of our financial instruments that are denominated in a currency that is not our functional currency will fluctuate due to a change in foreign exchange rates. For the years ended September 30, 2023, 2022 and 2021, our revenue was substantially denominated in U.S. dollar driven by contracts with U.S. prime contractors in the defense sector. We also procure certain raw materials denominated in U.S. dollar for product development. Accordingly, we are exposed to the U.S. dollar currency. Where a natural hedge cannot be achieved, a significant change in the U.S. dollar currency could have a significant effect on our financial performance, financial position, and cash flows. Currently, we do not use derivative instruments to hedge its U.S. dollar exposure. At September 30, 2023, we had the following net U.S. dollar exposure: Total USD Net assets in U.S. subsidiary $ - US denominated: Assets $ 2,926,334 Liabilities (59,552 ) Net US dollar exposure $ 2,866,782 Impact to profit or loss if 5% movement in the US dollar $ 143,339 During the year ended September 30, 2023, we recorded foreign exchange loss of $98,275 (2022 - foreign exchange gain of $28,780, 2021 - foreign exchange loss of $3,742). (c) Credit risk Credit risk is the risk of financial loss to KWESST if a counterparty to a financial instrument fails to meet its contractual obligations. Our credit risk exposure is limited to cash, and trade and other receivables. Refer to Note 5 for the breakdown of our trade and other receivables. We enter into contracts with either large, financially sound global general contractors or law enforcement agencies, which mitigates the credit risk. At September 30, 2023, our trade receivable was $68,530 (2022 - $114,877, 2021 - $nil), of which $31,527 was overdue by more than 60 days from law enforcement agencies. (d) Liquidity risk is the risk that we will be unable to meet our financial obligations as they become due. Our objective is to ensure that we have sufficient cash to meet our near-term obligations when they become due, under both normal and stressed condition, without incurring unacceptable losses or risking reputational damage to KWESST. A key risk in managing liquidity is the degree of uncertainty in our cash flows due to our early stage in operations and the need for additional capital to fund our business strategies (see Note 2(a)). At September 30, 2023, our contractual obligations were as follows: 5 years and Payment due: Total Within 1 Year 1 to 3 years 3 to 5 years beyond Minimum royalty commitments $ 2,350,000 $ 150,000 $ 400,000 $ 500,000 $ 1,300,000 Accounts payable and accrued liabilities 1,649,876 1,649,876 - - - Lease obligations 558,755 197,367 355,430 5,958 - Total contractual obligations $ 4,558,631 $ 1,997,243 $ 755,430 $ 505,958 $ 1,300,000 At September 30, 2023, we had $5,407,009 in cash and $458,439 in positive working capital (current assets less current liabilities). |
Supplemental cash flow informat
Supplemental cash flow information | 12 Months Ended |
Sep. 30, 2023 | |
Supplemental Cash Flow Information [Abstract] | |
Supplemental cash flow information [Text Block] | 24. Supplemental cash flow information The following table presents changes in non-cash working capital: Year ended Year ended Year ended September 30, September 30, September 30, 2023 2022 2021 Trade and other receivables $ (128,387 ) $ 631,801 $ (218,334 ) Inventories (148,850 ) 49,446 17,555 Prepaid expenses and other (440,242 ) 425,876 (106,205 ) Accounts payable and accrued liabilities (1,666,486 ) 2,515,289 (828,698 ) Contract liabilities 73,699 17,410 (7,053 ) Deposits - - 150,000 Accrued royalties liability - - 1,191,219 $ (2,310,266 ) $ 3,639,822 $ 198,484 The following is a summary of non-cash items that were excluded from the Statements of Cash Flows for the year ended September 30, 2023: $2,924,880 non-cash share offering costs and $453,102 accounts payables as part of the net proceeds settlement at the closing of the U.S. IPO and Canadian Offering; 250,000 warrants exercised in connection with the GhostStep TM $529,504 of shares issued for vested RSUs and PSUs. The following is a summary of non-cash items that were excluded from the consolidated statements of cash flows for the year ended September 30, 2022: $83,319 fair value of 875 contingent shares settled via common shares (see Note 4(a)); $19,000 debt settlement via common shares; $61,173 fair value of warrants exercised and transferred to share capital from warrants; and $125,000 for 250,000 warrants exercised in connection with the GhostStep TM The following is a summary of non-cash items that were excluded from the consolidated statements of cash flows for the year ended September 30, 2021: $63,866 debt settlement via common shares; $125,000 for 250,000 exercised warrants in connection with the GhostStep TM $102,991 fair value of warrants exercised and transferred to share capital; $203,516 fair value of options exercised and transferred to share capital from contributed surplus; $1,715,000 fair value of common shares and warrants issued for the acquisition of the LEC System (Note 4(b)), $137,000 fair value of common shares issued for the amended and restated license agreement with AerialX (Note 26); $169,832 share offering costs relating to the Broker Compensation Options (Note 15(a)); and $3,828 non-cash consideration for computer equipment acquired. |
Segmented information
Segmented information | 12 Months Ended |
Sep. 30, 2023 | |
Disclosure of operating segments [abstract] | |
Segmented information [Text Block] | 25. Segmented information Our Executive Chairman has been identified as the chief operating decision maker. Our Executive Chairman evaluates the performance of KWESST and allocates resources based on the information provided by our internal management system at a consolidated level. We have determined that we have only one operating segment. At September 30, 2023, we had one right-of-use asset ($79,867) and some inventory ($78,039) in the United States while all other property and equipment are located in Canada, at September 30, 2022, and 2021, all of our property and equipment were located in Canada, including the right-of-use assets. |
Capital management
Capital management | 12 Months Ended |
Sep. 30, 2023 | |
Disclosure Of Capital Management [Abstract] | |
Capital management [Text Block] | 26. Capital management Our objective in managing our capital is to safeguard our ability to continue as a going concern and to sustain future development of the business. Our senior management is responsible for managing the capital through regular review of financial information to ensure sufficient resources are available to meet operating requirements and investments to support our growth strategy. Our Board of Directors is responsible for overseeing this process. From time to time, we could issue new common shares or debt to maintain or adjust our capital structure (see Note 27). KWESST is not subject to any externally imposed capital requirements. KWESST's capital is composed of the following: September 30, September 30, 2023 2022 Debt: Borrowings $ - $ 2,278,774 Lease obligations 429,523 275,621 Equity: Share capital 33,379,110 19,496,640 Warrants 1,042,657 1,959,796 Contributed surplus 4,769,115 3,551,330 Accumulated other comprehensive loss (39,663 ) (101,418 ) Accumulated deficit (35,215,599 ) (25,909,239 ) Total capital $ 4,365,143 $ 1,551,504 |
Commitments and contingencies
Commitments and contingencies | 12 Months Ended |
Sep. 30, 2023 | |
Disclosure Of Commitments And Contingencies [Abstract] | |
Commitments and contingencies [Text Block] | 27. Commitments and contingencies AerialX Drone Solutions ("AerialX") On April 5, 2021, we entered into an amended and restated licensing agreement with AerialX to gain exclusive rights to manufacture, operate, and use its drone for the C-UAS (Counter Unmanned Aerial Systems) market, specifically for the United States Department of Defense and Canada's Department of National Defence for a period of two years from the date upon which AerialX will meet certain technical milestones. In consideration for this exclusivity, we have issued 1,429 common shares to AerialX ("Exclusive License Shares"). Based on our closing stock price of $95.90 on April 23, 2021 (TSX-V approval date), the fair value for these shares was $137,000. We recorded the $137,000 fair value as a license cost for the year ended September 30, 2021, with an equal offset to our share capital. In addition to the Exclusive License Shares, we also agreed to issue an additional 1,429 common shares upon AerialX achieving the technical milestones. For the years ended September 30, 2023, 2022 and 2021, AerialX has not delivered on the technical milestones and therefore no recognition was made. Additionally, we also agreed to issue up to 4,286 common shares subject to achieving the following performance milestones: # of Common Shares Milestones 1,071 $3 million in sales 1,429 $9 million in sales 1,786 $18 million in sales The amended and restated licensing agreement also changed the terms of the annual minimum royalty payment to AerialX. The initial minimum royalty payment is not due prior to the first anniversary year of the Prototype Date, which is defined under the agreement as the date upon which a functioning prototype is received by us. Under this agreement, we will pay a royalty ranging from 8% to 15% of sales of AerialX technology, subject to the following minimum payments: • 1 st • 2 nd • 3 rd • 4 th • 5 th In accordance with the original agreement dated November 18, 2019, in the first quarter of Fiscal 2020 we made a payment of $150,000 as an advance for future royalty payments (the "Advance"). This Advance was recorded as a non-current deposit at December 31, 2019, and September 30, 2020. During the year ended September 30, 2021, management performed a recoverability review of all our financial assets, including this Advance. Management made the recoverability assessment on the Advance based on anticipated future sales of the licensed technology. Due to the lack of delivery of a functional prototype during the year ended September 30, 2021, management concluded the timing and volume of future sales of the licensed drone was too uncertain. Accordingly, we took a charge to net loss for the year ended September 30, 2021. This charge is included in general and administrative expenses in the consolidated statements of net loss and comprehensive loss. As at September 30, 2023, ArielX has not delivered a functional prototype and no further royalties have been paid. Under the amended and restated licensing agreement, we will continue to have a non-exclusive worldwide license. This agreement will expire on April 30, 2026. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Sep. 30, 2023 | |
Disclosure of non-adjusting events after reporting period [abstract] | |
Subsequent Events [Text Block] | 28. Subsequent Events Announces Issuance of Shares in Payment of Certain Obligations On October 31, 2023, the Company announced that it will issue 46,706 common shares at a deemed price per share of CAD$2.09 in settlement of an obligation in an amount of approximately CAD$97,615. The obligation resulted from a tail obligation relating to services rendered by a third-party consultant, which the Company has elected to pay for in common shares. |
Significant accounting polici_2
Significant accounting policies (Policies) | 12 Months Ended |
Sep. 30, 2023 | |
Disclosure Of Significant Accounting Policies [Abstract] | |
Revenue recognition [Policy Text Block] | (a) Revenue recognition Revenue is recognized upon transfer of control of products or services to customers at an amount that reflects the transaction price we expect to receive in exchange for the products or services. Our contracts with customers may include the delivery of multiple products and services, which are generally capable of being distinct and accounted for as separate performance obligations. The accounting for a contract or contracts with a customer that contain multiple performance obligations requires us to allocate the contract or contracts transaction price to the identified distinct performance obligations based on the stand-alone selling price of each performance obligation. Revenue from contracts with customers is recognized, for each performance obligation, either over a period of time or at a point in time, depending on which method reflects the transfer of control of the goods or services underlying the particular obligation to the customer. For performance obligations satisfied over time, we recognize revenue over time using an input method, based on costs incurred to date relative to total estimated costs at completion, to measure progress toward satisfying such performance obligation (for non-recurring engineering services, the input method is based on hours). Under this method, costs that do not contribute to the performance of KWESST in transferring control of goods or services to the customer are excluded from the measurement of progress toward satisfying the performance obligation. In certain other situations, we might recognize revenue at a point in time, when the criteria to recognize revenue over time are not met. In any event, when the total anticipated costs exceed the total anticipated revenues on a contract, such a loss is recognized in its entirety in the period it becomes known. We may enter into contractual arrangements with a customer to deliver services on one project with respect to more than one performance obligation, such as non-recurring engineering, procurement, and training. When entering into such arrangements, we allocate the transaction price by reference to the stand-alone selling price of each performance obligation. Accordingly, when such arrangements exist on the same project, the value of each performance obligation is based on its stand-alone price and recognized according to the respective revenue recognition methods described above. For example, for non-recurring engineering services rendered over a contract period the revenue is recognized using the percentage of completion method; whereas for training services the revenue is recognized after the training is delivered (i.e. point in time). We account for a contract modification, which consists of a change in the scope or price (or both) of a contract, as a separate contract when the remaining goods or services to be delivered after the modification are distinct from those delivered prior to the modification and the price of the contract increases by an amount of consideration to a price which reflects KWESST's stand-alone selling price of the additional promised goods or services. When the contract modification is not accounted for as a separate contract, we recognize an adjustment to revenue on a cumulative catch-up basis at the date of contract modification. The timing of revenue recognition often differs from performance payment schedules, resulting in revenue that has been earned but not billed. These amounts are included in unbilled receivables. Amounts billed in accordance with customer contracts, but not yet earned, are recorded and presented as part of contract liabilities. When a contract includes a significant financing component, the value of such component is excluded from the transaction price and is recognized separately as finance income or expense, as applicable. |
Business combinations [Policy Text Block] | (b) Business combinations We account for business combinations using the acquisition method. Goodwill arising on acquisitions is measured as the fair value of the consideration transferred less the net recognized amount of the estimated fair value of identifiable assets acquired and liabilities assumed, all measured as of the acquisition date. Transaction costs that we incur in connection with a business combination are expensed as incurred. We use our best estimates and assumptions to reasonably value assets acquired and liabilities assumed at the acquisition date as well as contingent consideration, where applicable, and these estimates are inherently uncertain and subject to refinement. As a result, during the measurement period, which may be up to one year from the acquisition date, we may record adjustments to the assets acquired and liabilities assumed with a corresponding offset to goodwill. Upon conclusion of the measurement period or final determination of the values of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments are recorded in profit or loss. Where the total purchase consideration is less than the fair value of identifiable net assets, we recognize a gain on acquisition. Acquisitions that do not meet the definition of a business are accounted for as asset acquisitions in accordance with the relevant IFRS standards and applicable to the type of asset acquired. |
Financial instruments [Policy Text Block] | (c) Financial instruments We recognize a financial asset or a financial liability when it becomes a party to the contractual provisions of the instrument. Trade and other receivables without a significant financing component are initially measured at the transaction price. All other financial assets and financial liabilities are initially recognized at fair value. Transaction costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities (other than financial assets and financial liabilities at fair value through profit or loss ("FVTPL")) are added to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, on initial recognition. Transaction costs directly attributable to the acquisition of financial assets or financial liabilities at fair value through profit or loss are recognized immediately in profit or loss. Financial assets All financial assets are recognized and de-recognized on trade date. Financial assets are recognized at fair value and subsequently classified and measured at: a) b) c) We determine the classification of our financial assets on the basis of both the business model for managing the financial assets and the contractual cash flows characteristics of the financial asset. Financial assets are not reclassified subsequent to their initial recognition unless we change our business model for managing financial assets. A financial asset is measured at amortized cost if it is held within a business model whose objective is to hold assets to collect contractual cash flows, and its contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest of the principal amount outstanding. Financial assets classified at amortized cost are measured using the effective interest method. At September 30, 2023, we classified the following as amortized cost: Cash and cash equivalents Restricted short-term investment Trade and other receivables Lease deposit (non-current other asset) All financial assets not classified and measured at amortized cost or FVOCI are measured at FVTPL. At September 30, 2023, we did not have financial assets classified as FVOCI or FVTPL. Expected credit losses We measure a loss allowance based on the lifetime expected credit losses. Lifetime expected credit losses are estimated based on factors such as our past experience of collecting payments, the number of delayed payments in the portfolio past the average credit period, observable changes in national or local economic conditions that correlate with default on receivables, financial difficulty of the borrower, and it becoming probable that the borrower will enter bankruptcy or financial re-organization. Financial assets are written off when there is no reasonable expectation of recovery. Financial liabilities Financial liabilities are recognized at fair value and subsequently classified and measured at amortized cost or fair value though profit or loss ("FVTPL"). We determine the classification of our financial liabilities at initial recognition. We have classified the following as amortized costs: Accounts payable and accrued liabilities Corporate tax payable Lease obligations Accrued royalties liability The warrant liabilities are classified as FVTPL. Financial liabilities at amortized cost are measured using the effective interest rate method. De-recognition of financial liabilities KWESST de-recognizes financial liabilities when its obligations are discharged, cancelled or they expire. |
Cash and cash equivalents [Policy Text Block] | (d) Cash and cash equivalents Cash and cash equivalents include cash investments in interest-bearing accounts and term deposits which can readily be redeemed for cash without penalty or are issued for terms of three months or less from dated of acquisition. |
Inventories [Policy Text Block] | (e) Inventories KWESST's inventories may consist of raw materials, work-in-progress ("WIP") and finished goods. Inventories are measured at the lower of cost and net realizable value, with cost being determined using the weighted average cost method. The cost of WIP and finished goods includes the cost of raw materials, direct labour, and overhead. Net realizable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion and selling expenses. At each reporting period, management estimates the provision for obsolete and slow-moving inventory which may be reversed in subsequent periods, should the value subsequently be recovered. |
Property and equipment [Policy Text Block] | (f) Property and equipment Property and equipment are measured at cost less accumulated depreciation and accumulated impairment losses. Cost comprises the fair value of consideration given to acquire or construct an asset and includes the direct charges associated with bringing the asset to the location and condition necessary for putting it into use along with the future cost of dismantling and removing the asset. These assets are depreciated over their estimated useful lives using the straight-line method as this most closely reflects the expected pattern of consumption of the future economic benefits. Depreciation methods, useful lives and residual values are reviewed at each financial year end and adjusted prospectively, if appropriate. The following table provides a summary of estimated useful lives for our property and equipment: Rate Computer equipment 3 years Computer software 3 years Office furniture and equipment 5 years Low-rate initial production equipment 5 years R&D equipment 5 years Sales demo equipment 2 years Leasehold improvements Shorter of useful life or remaining term of lease At the end of each reporting period, we review the carrying amounts of its property and equipment to determine whether there is any indication of impairment. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). The recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. For the purpose of impairment testing, assets that cannot be tested individually are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash flows of other assets or groups of assets (the "cash-generating unit, or CGU"). If the recoverable amount of an asset is estimated to be less than its carrying amount, the carrying amount of the asset is reduced to its recoverable amount. An impairment loss is recognized immediately in profit or loss. Assets to be disposed of are reported at the lower of the carrying amount or fair value less costs to sell. |
Leases [Policy Text Block] | (g) Leases At inception of a contract, we assess whether a contract is, or contains, a lease based on whether the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. We recognize a right-of-use asset and a lease liability at the lease commencement date. The lease obligation is measured at the present value of the lease payments that are not paid at the commencement date of the lease, discounted using its incremental borrowing rate at the inception of the lease. The right-of-use asset is initially measured based on the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs to dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is located, less any lease incentives received. The assets are depreciated to the earlier of the end of the useful life of the right-of-use asset or the lease term using the straight-line method as this most closely reflects the expected pattern of consumption of the future economic benefits. The lease term includes periods covered by an option to extend if we are reasonably certain to exercise that option. In addition, the right-of-use asset is periodically reduced by impairment losses, if any, and adjusted for certain remeasurements of the lease liability. The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, our incremental borrowing rate. Variable lease payments that do not depend on an index or rate are not included in the measurement of the lease liability. The lease liability is measured at amortized cost using the effective interest method. It is remeasured when there is a change in future lease payments arising from a change in an index or rate, if there is a change in our estimate of the amount expected to be payable under a residual value guarantee, or if we change our assessment of whether it will exercise a purchase, extension, or termination option. When the lease liability is remeasured in this way, a corresponding adjustment is made to the carrying value of the right-of-use asset or, is recorded in profit or loss if the carrying amount of the right-of-use asset has been reduced to zero. We have elected to apply the practical expedient not to recognize right-of-use assets and lease liabilities for short-term leases that have a lease term of 12 months or less and leases of low-value assets. The lease payments associated with these leases are recognized as an expense on a straight-line basis over the lease term. |
Intangible assets [Policy Text Block] | (h) Intangible assets (i) Expenditure on research activities, undertaken with the prospect of gaining new scientific or technical knowledge and understanding, is recognized in profit or loss when incurred. Development expenditure is capitalized only if development costs can be measured reliably, the product or process is technically and commercially feasible, future economic benefits are probable, and we have the intention and sufficient resources to complete the development and to use or sell the asset. The expenditure capitalized in respect of development activities includes the cost of materials, direct labor and overhead costs that are directly attributable to preparing the asset for its intended use, and capitalized borrowing costs. Other development expenditures are recognized in profit or loss when incurred. (ii) Subsequent expenditure is capitalized only when it increases the future economic benefits embodied in the specific asset to which it relates. All other expenditures, including expenditure on internally generated goodwill and brands, is recognized in profit or loss as incurred. (iii) Acquired intangible assets consist of open customer orders, tradenames, customer relationships, patents, and technology assets acquired either through an asset purchase or a business combination transaction. These intangible assets are recorded at their fair value at the acquisition date. After initial recognition, except for open customer orders, intangible assets are measured at cost less any accumulated amortization and impairment losses. For open customer orders, we reduce the amount when we have delivered under the customer contract, with an offset to accounts receivable (i.e. there is no revenue recognized for acquired open customer orders). Intangible assets with finite useful lives are amortized on a straight-line basis over their estimated useful lives. Amortization begins when the related acquired technology is commercialized. We anticipate the estimated useful life for the current technology assets to be five years once commercialized. (iv) Amortization is a systematic allocation of the amortizable amount of an intangible asset of its useful life. The amortizable amount is the cost of the asset less its estimated residual value. We recognize in profit or loss on a sales-based rate over the estimated useful lives of the intangible assets from the date they are available for use, since this method most closely reflects the expected pattern of consumption of the future economic benefits embodied in each asset. Where a sales-based rate could not be determined, the straight-line approach is used. Internally generated intangible assets are not systematically amortized as long as they are not available for use i.e. they are not yet in working condition for their intended use. Accordingly, intangible assets such as development costs are assessed for impairment at least once a year, until such date as they are available for use. (v) All intangible assets are periodically reviewed for impairment. Management assesses intangible assets for triggers of impairment, including ability to produce future cash flows and the investments required to reach marketability. The estimated present value of future cash flows associated with the intangible asset is determined and an impairment loss is recognized for the difference between this amount and the carrying amount as follows: the carrying amount of the asset is reduced to estimated present value of the future cash flows associated with the asset, discounted at the financial asset's original effective interest rate, and the resulting loss is directly recognized in profit or loss for the period. |
Provisions [Policy Text Block] | (i) Provisions A provision is recognized if, as a result of a past event, we have a present legal or constructive obligation that can be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle the obligation. Provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects current market assessments of the time value of money and the risk specific to the liability. The accretion of the discount is recognized as a finance cost. |
Income taxes [Policy Text Block] | (j) Income taxes Income tax expense comprises of current income tax expense and deferred income tax expense. Current and deferred income taxes are recognized as an expense and included in profit or loss for the period, except to the extent that the tax arises from a transaction which is recognized in other comprehensive income or directly in shareholder's deficiency. Current income tax Current tax expense is the amount of income taxes payable (recoverable) in respect of the taxable income (tax loss) for a period. Current liabilities (assets) for the current and prior periods are measured at the amount expected to be paid to (recovered from) the taxation authorities, using the tax rates that have been enacted or substantively enacted by the end of the reporting period. Deferred income tax Deferred tax assets and liabilities are recognized for the temporary differences between transactions and carrying amounts of assets and liabilities that have been included in the consolidated financial statements and the amounts used for taxation purposes. Deferred income taxes are provided for using the liability method. Under the liability method, deferred income taxes are recognized for all significant temporary differences between the tax and financial statement bases of assets and liabilities and for certain carry-forward items. Deferred income tax assets are recognized only to the extent that it is probable that the deferred income tax assets will be realized. Deferred tax assets are reviewed at each reporting date and are reduced to the extent it is no longer probable that the related tax benefit will be realized. Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is realized or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the reporting period. Deferred income tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of the enactment or substantive enactment. Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets against current tax liabilities and when they relate to income taxes levied by the same taxation authority, and we intend to settle our current tax assets and liabilities on a net basis. Investment tax credits Investment tax credits relating to scientific research and experimental development expenditures are recorded in the fiscal period the qualifying expenditures are incurred based on management's interpretation of applicable legislation in the Income Tax Act of Canada. Credits are recorded provided there is reasonable assurance that the tax credit will be realized. Credits claimed are subject to review by the Canada Revenue Agency. Credits claimed in connection with R&D activities are accounted for using the cost reduction method. Under this method, assistance and credits relating to the acquisition of equipment is deducted from the cost of the related assets, and those relating to current expenditures, which are primarily salaries and related benefits, are included in the determination of profit or loss as a reduction of the R&D expenses. |
Related party transactions [Policy Text Block] | (k) Related party transactions Parties are considered to be related if one party has the ability, directly or indirectly, to control the other party or exercise significant influence over the other party in making financial and operating decisions. Parties are also considered to be related if they are subject to common control or common significant influence. Related parties may be individuals or corporate entities. A transaction is considered to be a related party transaction when there is a transfer of resources or obligations between related parties. Related party transactions are in the normal course of business and have commercial substance. |
Share-based compensation [Policy Text Block] | (l) Share-based compensation We have a Long-Term Incentive Plan ("LTIP") in which we may grant stock options, restricted share units ("RSUs"), performance stock units ("PSUs"), deferred stock units ("DSUs"), and stock appreciation rights ("SARs") to directors, employees, and consultants. We measure share-based compensation at fair value for all share-based awards granted under the LTIP. Equity-settled service award The grant date fair value of equity-settled share-based awards is recognized as an expense on a straight-line basis over the requisite service period, with a corresponding increase in equity, over the vesting period of the awards. For stock options, the grant date fair value is determined using the Black-Scholes option model. For share units, the grant date fair value is based on KWESST's closing stock price. Each tranche of an award is considered a separate award with its own vesting period and grand date fair value. The amount recognized as an expense is adjusted for estimated forfeitures. Equity-settled performance award The accounting for equity-settled performance award is the same as above, except compensation expense is subject to periodic adjustment based on the achievement of establishment performance criteria. Modified award Where the terms of an equity-settled transaction award are modified, the minimum expense recognized is the expense as if the terms had not been modified and if the original terms of the award are met. An additional expense is recognized for any modification that increases the total fair value of the share-based payment transaction or is otherwise beneficial to the employees as measured at the date of acquisition. |
Foreign currency [Policy Text Block] | (m) Foreign currency Foreign currency transactions The financial statements of KWESST and its Canadian wholly owned subsidiaries are measured using CAD as the functional currency. Transactions in currencies other than in CAD are translated at the exchange rates prevailing at the dates of the transactions. At the end of each reporting period, monetary items denominated in foreign currencies are translated to the functional currency at the rates prevailing at that date. Exchange differences on monetary items are recognized in profit or loss in the period in which they arise. Non-monetary items carried at fair value that are denominated in foreign currencies are translated to the functional currency at the rates prevailing at the date when the fair value was determined. Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the rates at the date of the transaction and are not subsequently retranslated. Foreign operations The financial statements of KWESST's U.S. owned subsidiaries are measured using the United States dollar ("USD") as its functional currency. Assets and liabilities have been translated into USD using exchange rates prevailing at the end of each reporting period. Income and expense items are translated at the average exchange rates for the period, unless exchange rates fluctuate significantly during that period, in which cases the exchange rates at the dates of the transactions are used. Exchange differences arising, if any, are recognized in other comprehensive income and accumulated in shareholders' equity. |
Earnings (loss) per share [Policy Text Block] | (n) Earnings (loss) per share Basic earnings (loss) per share is computed using net earnings (loss) over the weighted average number of common shares outstanding during the period. We use the treasury stock method to compute the dilutive effect of options, warrants, and similar instruments. Under this method, the dilutive effect on earnings per share is calculated presuming the exercise of outstanding options, warrants, and similar instruments. It assumes that the proceeds of such exercise would be used to repurchase common shares at the average market price during the period. However, the calculation of diluted loss per share excludes the effects of various conversions and exercises of convertible debt, options and warrants that would be anti-dilutive. |
Basis of preparation (Tables)
Basis of preparation (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Disclosure Of Basis Of Preparation [Abstract] | |
Disclosure of interests in subsidiaries [Table Text Block] | Location Equity % KWESST Inc. Ottawa, Canada 100% 2720178 Ontario Inc. Guelph, Canada 100% Police Ordnance Company Inc. Guelph, Canada 100% KWESST U.S. Holdings Inc. Delaware, Canada 100% KWESST Defense Systems U.S. Inc. Virginia, United States 100% KWESST Public Safety Systems U.S. Inc. Virginia, United States 100% KWESST Public Safety Systems Canada Inc. Ottawa, Canada 100% |
Significant accounting polici_3
Significant accounting policies (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Disclosure Of Significant Accounting Policies [Abstract] | |
Disclosure of detailed information about estimated useful lives of property and equipment [Table Text Block] | Rate Computer equipment 3 years Computer software 3 years Office furniture and equipment 5 years Low-rate initial production equipment 5 years R&D equipment 5 years Sales demo equipment 2 years Leasehold improvements Shorter of useful life or remaining term of lease |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Police Ordnance [Member] | |
Disclosure of detailed information about business combination [line items] | |
Disclosure of purchase consideration [Table Text Block] | Number Fair Value Common shares 3,965 $ 377,503 Warrants 200,000 $ 132,000 Contingent shares 875 $ 83,319 Total fair value purchase consideration $ 592,822 |
Disclosure of net cash inflow as at closing of acquisition [Table Text Block] | Cash assumed on acquisition $ 162,547 less: consideration paid in cash - Net cash inflow on acquisition $ 162,547 |
Disclosure of total fair value consideration [Table Text Block] | Total purchase consideration at fair value $ 592,822 Police Ordnance's net assets: Cash 162,547 Trade and other receivables 104,432 Inventories 352,685 Intangible assets: Purchase orders 100,000 Customer relationships 50,000 ARWEN TM 44,000 Accounts payable and accrued liabilities 82,963 Corporate tax liability 32,338 Contract liabilities 29,861 Borrowings 26,238 Deferred tax liabilities 49,442 Net assets at fair value $ 592,822 |
DEFSEC [Member] | |
Disclosure of detailed information about business combination [line items] | |
Disclosure of minimum annual royalty payments [Table Text Block] | Date Amount April 29 2023 $ 150,000 April 29 2024 $ 150,000 April 29 2025 $ 200,000 April 29 2026 $ 200,000 April 29 2027 $ 250,000 April 29 2028 $ 250,000 April 29 2029 $ 300,000 April 29 2030 $ 300,000 April 29 2031 $ 350,000 April 29 2032 $ 350,000 Total $ 2,500,000 |
Disclosure of purchase consideration [Table Text Block] | Number Fair Value Common shares 14,286 $ 1,290,000 Warrants 500,000 $ 425,000 Minimum royalty payments $ 1,191,219 Total $ 2,906,219 Identifiable intangible assets Technology asset $ 2,906,219 |
Trade and other receivables (Ta
Trade and other receivables (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Trade and other receivables [abstract] | |
Disclosure of detailed information about trade and other receivables [Table Text Block] | September 30, September 30, 2023 2022 Trade receivables $ 68,530 $ 114,877 Unbilled revenue 5,211 8,881 Sales tax recoverable 226,528 48,124 Other receivable - - Total $ 300,269 $ 171,882 |
Disclosure of detailed information about unbilled trade and other receivables [Table Text Block] | September 30, September 30, 2023 2022 Balance, beginning of period $ 8,881 $ 308,728 Revenue billed during the period (3,670 ) (308,728 ) Revenue in excess of billings, net of amounts transferred to trade receivables - 8,881 Balance, end of period $ 5,211 $ 8,881 Current $ 5,211 $ 8,881 Non-current $ - $ - |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Disclosure Of Inventories [Abstract] | |
Disclosure of detailed information about inventories [Table Text Block] | September 30, September 30, 2023 2022 Finished goods $ 62,730 $ 49,643 Work-in-progress 116,435 21,350 Raw materials 363,223 322,545 Total $ 542,388 $ 393,538 |
Property and equipment (Tables)
Property and equipment (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Disclosure of detailed information about property, plant and equipment [abstract] | |
Disclosure of detailed information about property, plant and equipment [Table Text Block] | Office furniture LRIP Sales Computer Computer and R&D Leasehold demo Cost equipment software equipment equipment (1) equipment improvements equipment Total Balance at September 30, 2021 $ 59,757 $ - $ 90,116 $ - $ 217,940 $ 117,237 548,626 $ 1,033,676 Additions 50,849 5,129 10,817 77,559 21,864 19,800 1,460 187,478 Disposals (3,800 ) - - - - - - (3,800 ) Balance at September 30, 2022 $ 106,806 $ 5,129 $ 100,933 $ 77,559 $ 239,804 $ 137,037 550,086 $ 1,217,354 Additions 37,047 - 8,645 20,099 - 2,680 108,478 176,949 Disposals - - - - - (7,925 ) (549,330 ) (557,255 ) Balance at September 30, 2023 $ 143,853 $ 5,129 $ 109,578 $ 97,658 $ 239,804 $ 131,792 $ 109,234 $ 837,048 Office furniture Sales Computer Computer and Moulding R&D Leasehold demo Accumulated depreciation equipment software equipment equipment equipments improvement equipment Total Balance at September 30, 2021 $ 18,398 $ - $ 40,364 $ - $ 38,287 $ 16,534 16,444 $ 130,027 Depreciation 26,762 1,254 19,067 7,002 46,219 27,915 129,262 257,481 Disposals (2,635 ) - - - - - - (2,635 ) Balance at September 30, 2022 $ 42,525 $ 1,254 $ 59,431 $ 7,002 $ 84,506 $ 44,449 145,706 $ 384,873 Depreciation 34,937 1,710 20,753 18,749 50,618 21,141 153,045 300,953 Disposals - - - - - (7,925 ) (258,149 ) (266,074 ) Balance at September 30, 2023 $ 77,462 $ 2,964 $ 80,184 $ 25,751 $ 135,124 $ 57,665 $ 40,602 $ 419,752 Carrying value at September 30, 2022 $ 64,281 $ 3,875 $ 41,502 $ 70,557 $ 155,298 $ 92,588 $ 404,380 $ 832,481 Carrying value at September 30, 2023 $ 66,391 $ 2,165 $ 29,394 $ 71,907 $ 104,680 $ 74,127 $ 68,632 $ 417,296 |
Right-of-use assets (Tables)
Right-of-use assets (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Disclosure Of Right Of Use Assets [Abstract] | |
Disclosure of detailed information about right-of-use assets [Table Text Block] | Offices Balance at September 30, 2021 $ 266,214 Depreciation (58,083 ) Balance at September 30, 2022 $ 208,131 Additions 228,020 Depreciation (75,115 ) Balance at September 30, 2023 $ 361,036 |
Intangible assets (Tables)
Intangible assets (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Disclosure of detailed information about intangible assets [abstract] | |
Disclosure of detailed information about intangible assets [Table Text Block] | KWE Inc KWE PSSC KWE PSSC POC POC POC Phantom TM PARA OPS TM PARA OPS TM ARWEN TM Customer Purchase Cost System System Patent Tradename Relationships Orders Total Balance at September 30, 2021 $ 564,700 $ 2,906,219 $ - $ - $ - $ - $ 3,470,919 Additions 584,885 562,996 28,783 - - - 1,176,664 Acquisition - - - 44,000 50,000 100,000 194,000 Amortization - - - (6,968 ) (3,959 ) - (10,927 ) Recognition of open orders - - - - - (87,802 ) (87,802 ) Balance at September 30, 2022 $ 1,149,585 $ 3,469,215 $ 28,783 $ 37,032 $ 46,041 $ 12,198 $ 4,742,854 Additions 19,855 1,091,819 11,512 - - - 1,123,186 Impairment charge (1,169,440 ) - - - - - (1,169,440 ) Amortization - (562,640 ) - (8,800 ) (5,000 ) - (576,440 ) Recognition of open orders - - - - - (7,811 ) (7,811 ) Balance at September 30, 2023 $ - $ 3,998,394 $ 40,295 $ 28,232 $ 41,041 $ 4,387 $ 4,112,350 |
Accounts payable and accrued _2
Accounts payable and accrued liabilities (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Trade and other current payables [abstract] | |
Disclosure of detailed information about accounts payable and accrued liabilities [Table Text Block] | September 30, September 30, 2023 2022 Trade payable $ 367,128 $ 2,292,954 Accrued liabilities 1,189,678 1,045,409 Salary and vacation payable 93,070 1,116,203 Interest payable - 4,915 Total $ 1,649,876 $ 4,459,481 |
Related party transactions (Tab
Related party transactions (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Disclosure of transactions between related parties [abstract] | |
Disclosure of information about key management personnel compensation [Table Text Block] | Year ended Year ended Year ended September 30, September 30, September 30, 2023 2022 2021 Wages and benefits $ 505,026 $ 641,338 $ 427,252 Consulting fees 628,264 529,529 180,000 Directors compensation 130,000 70,000 85,000 Share-based compensation 167,027 860,400 988,716 Total $ 1,430,317 $ 2,101,267 $ 1,680,968 |
Borrowings (Tables)
Borrowings (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Borrowings [abstract] | |
Disclosure of changes in borrowings [Table Text Block] | CEBA Term March 2022 August 2022 Total Loans Loans Loans Borrowings Balance, September 30, 2021 $ 53,251 $ - $ - $ 53,251 Assumed from acquisition (Note 4) 26,238 - - 26,238 Issuance at fair value - 1,634,283 475,591 2,109,874 Deferred financing fees - (74,055 ) (76,354 ) (150,409 ) Net borrowings 79,489 1,560,228 399,237 2,038,954 Adjustment (5,496 ) - - (5,496 ) Accrued interest and accretion expense 4,803 304,922 11,588 321,313 Foreign exchange loss - - 24,523 24,523 Interest paid - (100,520 ) - (100,520 ) Balance, September 30, 2022 $ 78,796 $ 1,764,630 $ 435,348 $ 2,278,774 Accrued interest and accretion expense 11,204 274,887 179,096 465,187 Interest paid - (39,517 ) (63,661 ) (103,178 ) Repayment of principal (70,000 ) (1,988,000 ) (275,315 ) (2,333,315 ) Settled in equity (Notes 12 and 18) - (12,000 ) (275,468 ) (287,468 ) Forgivable amount (20,000 ) - - (20,000 ) Balance, September 30, 2023 $ - $ - $ - $ - |
Lease Obligation (Tables)
Lease Obligation (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Presentation of leases for lessee [abstract] | |
Disclosure of detailed information about lease obligations [Table Text Block] | Current Non-current Offices Portion portion Balance at September 30, 2021 $ 307,909 $ 32,288 $ 275,621 Lease payments (including interest) (62,400 ) - - Interest expense 30,112 - - Balance at September 30, 2022 $ 275,621 $ 69,150 $ 206,471 Additions 228,020 - - Lease payments (including interest) (111,903 ) - - Interest expense 37,785 - - Balance at September 30, 2023 $ 429,523 $ 127,116 $ 302,407 |
Disclosure of contractual undiscounted cash flows of lease obligations [Table Text Block] | September 30, September 30, 2023 2022 Less than one year $ 197,367 $ 93,600 One to five years 361,388 234,000 Total $ 558,755 $ 327,600 |
Contract Liabilities (Tables)
Contract Liabilities (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Contract liabilities [abstract] | |
Disclosure of detailed information about contract liabilities [Table Text Block] | September 30, September 30, 2023 2022 Balance, beginning of fiscal year $ 47,271 $ - Acquired in acquisition of POC (see Note 4(a)) - 29,759 Amounts invoiced and revenue deferred 120,970 17,512 Recognition of deferred revenue included in the balance at the beginning of period (47,271 ) - Balance, end of fiscal year $ 120,970 $ 47,271 |
Warrant liabilities (Tables)
Warrant liabilities (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Disclosure Of Warrant Liabilities [Abstract] | |
Disclosure of reconciliation of warrant liabilities [Table Text Block] | U.S. IPO and Canadian Offering Private Placement Debt Settlement Over-allotment 2022 Pre-Funded Over-allotment 2023 Pre-Funded Warrants Warrants Warrants Warrants Warrants Warrants Total Balance, beginning of period $ - $ - $ - $ - $ - $ - $ - Initial recognition 4,617,451 832,698 536,681 1,528,160 2,778,534 80,617 10,374,141 (Gain) Loss on revaluation of financial instruments (3,553,175 ) (415,996 ) (412,247 ) (765,212 ) (883,961 ) (62,476 ) (6,093,067 ) Exchange gain on revaluation (21,738 ) (2,368 ) (3,261 ) 35,625 46,341 - 54,599 Balance, end of period $ 1,042,538 $ 414,334 $ 121,173 $ 798,573 $ 1,940,914 $ 18,141 $ $ 4,335,673 Number of outstanding securities as at September 30, 2023 3,226,392 199,000 375,000 1,542,194 930,548 56,141 6,329,275 |
Disclosure of valuation assumptions warrants measured at fair value [Table Text Block] | Over-allotment 2022 Pre-Funded Over-allotment Warrants (1) Warrants (2) Warrants (3) Number of dilutive securities 3,282,533 199,000 375,000 Exercise price (in USD) $ 5.00 $ 0.01 Share price (in USD) $ 4.13 $ 3.08 Expected life 2.50 Dividend $ - Volatility 75% Risk free rate 4.20% Exchange rate (USD/CAD) $ 1.363 Fair value per warrant (CAD) $ 1.43 $ 4.18 $ 1.43 Over-allotment 2022 Pre-Funded Over-allotment Warrants (1) (2) Warrants (3) Warrants (1) Number of securities 3,282,533 199,000 375,000 Nasdaq closing price (in USD) $ 0.24 $ 1.55 $ 0.24 Exchange rate (USD/CAD) $ 1.352 $ 1.352 $ 1.352 Fair value per warrant (CAD) $ 0.32 $ 2.08 $ 0.32 2023 Pre-Funded Warrants Warrants (1) Number of dilutive securities 1,542,194 930,548 Exercise price (in USD) $ 2.66 $ 0.001 Share price (in USD) $ 2.08 $ 2.08 Expected life 2.50 Dividend $ - Volatility 67% Risk free rate 4.44% Exchange rate (USD/CAD) $ 1.321 $ 1.321 Fair value per warrant (CAD) $ 0.99 $ 1.98 2023 Pre-Funded Warrants (1) Warrants (2) Number of securities 1,542,194 930,548 Nasdaq closing price (in USD) $ - $ 1.55 Black Scholes fair value (in USD) $ 0.38 $ - Exchange rate (USD/CAD) $ 1.352 $ 1.352 Fair value per warrant (CAD) $ 0.52 $ 2.08 |
Share capital and Contributed_2
Share capital and Contributed Surplus (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Disclosure of classes of share capital [abstract] | |
Disclosure of issued common shares [Table Text Block] | September 30, 2023 September 30, 2022 September 30, 2021 Number Amount Number Amount Number Amount Balance, beginning of year 773,225 $ 19,496,640 699,511 $ 17,215,068 589,518 $ 9,374,563 Issued for U.S. IPO and Canadian Offering 3,226,392 $ 13,675,120 - $ - - $ - Issued in private placement 1,542,194 $ 3,050,316 22,857 $ 272,000 10,714 $ 1,110,000 Issued for debt settlements 56,141 $ 233,485 143 $ 19,000 1,305 $ 63,866 Issued for conversion of share units 14,134 $ 529,504 8,349 $ 874,840 138 $ 12,498 Issued for exercise of warrants 3,571 $ 60,000 19,000 $ 277,098 10,380 $ 815,307 Issued for exercise of stock options 1,125 $ 5,836 - $ - 18,195 $ 1,292,015 Issued for bonus shares relating to borrowings (Note 10) - $ - 18,525 $ 411,692 - $ - Issued for acquisition (Note 4(a)) - $ - 3,965 $ 377,503 - $ - Issued for conversion of contingent shares (Note 4(a)) - $ - 875 $ 83,319 - $ - Issued in brokered private placement - $ - - $ - 51,087 $ 3,611,818 Issued for asset acquisition (Note 4(b)) - $ - - $ - 14,286 $ 1,290,000 Issued for exercise of broker compensation options - $ - - $ - 2,459 $ 347,680 Issued for amended license (Note 27) - $ - - $ - 1,429 $ 137,000 Less: share offering costs for the year - $ (3,671,791 ) - $ (33,880 ) - $ (839,679 ) Balance, end of year 5,616,782 $ 33,379,110 773,225 $ 19,496,640 699,511 $ 17,215,068 |
Disclosure of warrant activity [Table Text Block] | September 30, 2023 September 30, 2022 September 30, 2021 Weighted Weighted Weighted Number of average Number of average Number of average warrants exercise price warrants exercise price warrants exercise price Outstanding, beginning of year 13,417,156 $0.78 13,901,640 $0.74 9,585,050 $0.24 Issued 6,587,862 $ 5.29 1,000,000 $ 0.57 5,043,165 $ 1.73 Exercised (250,000 ) $ 0.50 (1,330,000 ) $ 0.26 (726,575 ) $ 1.05 Expired (4,247,156 ) $ 1.86 (154,484 ) $ 0.56 - $ - Outstanding, end of year 15,507,862 $ 2.49 13,417,156 $ 0.78 13,901,640 $ 0.74 Exercisable, end of year 15,382,862 $ 2.50 12,792,156 $ 0.82 12,901,640 $ 0.75 |
Disclosure of additional information on outstanding warrants [Table Text Block] | Number Conversion ratio outstanding to Common Shares Book value Expiry Date Classified as Equity Founders' warrants: Exercise price of $0.20 5,520,000 70 for 1 $ 1,013 January 1, 2024 Exercise price of $0.20 1,900,000 70 for 1 $ 18,865 June 14, 2024 LEC's warrants: Exercise price of $0.70 500,000 70 for 1 $ 425,000 April 29, 2026 Acquisition of Police Ordnance (Note 4): Exercise price of $1.72 200,000 70 for 1 $ 132,000 December 15, 2024 July 2022 equity financing: Exercise price of $0.285 800,000 70 for 1 $ 72,000 July 14, 2024 December 2022 U.S. Underwriter Warrants Exercise price of US$5.1625 134,950 1 for 1 $ 189,592 December 6, 2024 July 2023 U.S. Underwriter Warrants Exercise price of US$2.66 123,637 1 for 1 $ 204,187 December 6, 2024 Classified as liability 9,178,587 $ 1,042,657 December 2022 public offerings: Exercise price of US$5.00 3,226,392 1 for 1 $ 1,042,538 December 9, 2027 December 2022 Pre-Funded Warrants Exercise price of US$0.01 199,000 1 for 1 $ 414,334 No expiry December 2022 Option Warrants Exercise price of US$5.1625 375,000 1 for 1 $ 121,173 December 9, 2024 December 2022 debt settlement Exercise price of US$5.00 56,141 1 for 1 $ 18,141 December 9, 2027 July 2023 public offerings: Exercise price of US$2.66 1,542,194 1 for 1 $ 798,573 July 21, 2028 July 2023 Pre-Funded Warrants Exercise price of US$0.001 930,548 1 for 1 $ 1,940,914 No expiry 6,329,275 4,335,673 Total outstanding warrants 15,507,862 $ 5,378,330 |
Disclosure of weighted-average assumptions of warrants granted [Table Text Block] | 2023 2022 Warrants Warrants Exercise Price (in USD) $ 2.66 $ 5.00 Stock price (in USD) $ 2.08 $ 4.13 Volatility 67% 75% Dividend Yield Nil Nil Risk-free interest rate 4.44% 4.20% Expected life 2.5 2.5 Weighted average fair value per warrant $ 0.99 $ 1.43 Acquisition of July 2022 POC Warrants Exercise Price $ 1.72 $ 0.285 1/70 of stock price $ 1.36 $ 0.215 Volatility 84.7% 90.5% Dividend Yield Nil Nil Risk-free interest rate 1.04% 3.12% Expected life 3 2 Weighted average fair value per warrant $ 0.66 $ 0.09 Barrier Option Model Black-Scholes Option Model September September 2021 April 2021 2021 broker LEC warrants warrants warrants warrants Exercise Price $ 1.75 $ 2.35 $ 2.00 $ 0.70 1/70 of stock price $ 1.01 $ 2.14 $ 2.14 $ 0.40 Volatility 80% 80% 80% 0% Dividend Yield Nil Nil Nil Nil Risk-free interest rate 0.31% 0.26% 0.26% 69.00% Barrier (accelerator on life of warrants) $ 3.00 $ 4.60 N/A N/A Rebate $ 1.25 $ 2.00 N/A N/A Expected life 2 1 1 0.85 Weighted average fair value per warrant $ 0.24 $ 0.52 $ 0.72 $ 0.85 |
Disclosure of Canadian Compensation Options [Table Text Block] | Initial Recognition Number of securities 50,848 Exercise price - compensation option (in USD) $ 4.13 1-Year CAD/USD Forward Exchange Rate $ 1.3560 Exercise price - compensation warrant (in USD) $ 5.00 2-Year CAD/USD Forward Exchange Rate $ 1.3483 Share price (in CAD) $ 4.20 Expected life - compensation option 1.00 Expected life - compensation warrant 2.50 Dividend $ - Volatility - compensation option 90% Volatility - compensation warrant 75% Risk free rate - compensation option 4.38% Risk free rate - compensation warrant 3.15% Fair value per compensation option (CAD) $ 2.46 |
Disclosure of number and weighted average exercise prices of share options [Table Text Block] | Weighted Number average of options exercise price Outstanding at September 30, 2020 28,838 $ 45.50 Granted 52,988 $ 104.30 Exercised (18,194 ) $ 50.40 Cancelled (4,096 ) $ 48.30 Outstanding at September 30, 2021 59,536 $ 95.90 Granted 9,500 $ 69.59 Cancelled (11,928 ) $ 131.76 Outstanding at September 30, 2022 57,108 $ 83.87 Granted 340,000 $ 2.59 Exercised (1,125 ) $ 3.60 Cancelled (6,076 ) $ 70.65 Outstanding at September 30, 2023 389,907 $ 2.80 Options exercisable at September 30, 2023 49,496 $ 4.21 |
Disclosure of weighted-average assumptions of stock options granted [Table Text Block] | 2023 2022 2021 Stock price $2.55 to $4.00 $14.70 to $126.70 $49.00 to $159.60 Exercise price $2.55 to $4.00 $14.70 to $126.70 $49.00 to $159.60 Volatility 96.37% 90.48% 76.46% Dividend yield Nil Nil Nil Risk-free interest rate 4.65% 2.04% 0.35% Expected life (years) 2.93 2.91 2.26 Weighted-average fair value per option $1.42 $38.21 $50.40 |
Disclosure of range of exercise prices of outstanding share options [Table Text Block] | Weighted average Weighted Remaining Weighted remaining average exercisable average Exercise Number contractual outstanding contractual exercisable price outstanding life strike price Exercisable life strike price $2.55 330,000 2.88 2.55 - - - $3.60 49,550 2.55 3.60 49,139 2.54 3.60 $4.06 10,000 4.62 4.06 - - - $87.50 357 2.76 87.50 357 2.76 87.50 389,907 2.88 2.80 49,496 2.54 4.21 |
Disclosure of share based compensation expense by function [Table Text Block] | RSUs PSUs SARs Total Outstanding at September 30, 2020 - - - - Granted 16,412 2,857 2,143 21,412 Vested and converted (139 ) - - (139 ) Outstanding at September 30, 2021 16,273 2,857 2,143 21,273 Granted 10,726 17,942 514 29,182 Vested and converted to common shares (5,681 ) (2,666 ) - (8,347 ) Vested and repurchased for withholding taxes (144 ) (249 ) - (393 ) Expired / cancelled - (17,714 ) - (17,714 ) Outstanding at September 30, 2022 21,174 170 2,657 24,001 Granted - - - - Vested and converted to common shares (20,103 ) (170 ) - (20,273 ) Vested and repurchased for withholding taxes - - - - Expired / cancelled - - - - Outstanding at September 30, 2023 1,071 - 2,657 3,728 |
Disclosure of changes in share units [Table Text Block] | Year ended Year ended Year ended September 30, September 30, September 30, 2023 2022 2021 General and administrative $ 246,436 $ 1,104,858 $ 1,425,111 Selling and marketing 53,800 552,627 754,167 Research and development, net 73,318 302,587 282,929 Total share-based compensation $ 373,554 $ 1,960,072 $ 2,462,207 |
Earnings (loss) per share (Tabl
Earnings (loss) per share (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Earnings per share [abstract] | |
Disclosure of detailed information about earnings (loss) per share [Table Text Block] | Year ended Year ended Year ended September 30, September 30, September 30, 2023 2022 2021 Issued common shares, beginning of year 773,225 699,511 589,518 Effect of shares issued from: December 2022 U.S. IPO and Canadian Offering (Note 16) 2,607,632 - - Over-allotment Pre-Funded Warrants (Note 15) 160,836 - - July 2023 Private Placement (Note 16) 299,988 - - July 2023 Pre-Funded Warrants (Note 15) 181,011 - - Debt settlements 44,759 132 1,038 Conversion of stock units 11,817 3,703 31 Exercise of options 2,671 - 9,118 Exercise of warrants 336 10,593 4,383 Issuance of bonus shares (Note 12) - 8,262 - Private placements - 4,571 21,810 Acquisition of Police Ordnance (Note 4(a)) - 3,144 - Conversion of contingent shares (Note 4(a)) - 386 - Asset acquisitions (Note 4(b)) - - 6,027 Amended license agreement - - 626 Exercise of broker options - - 170 Weighted average number of basic common shares 4,082,275 730,302 632,721 Dilutive securities: Stock options - - - Warrants - - - Weighted average number of dilutive common shares 4,082,275 730,302 632,721 |
Revenue (Tables)
Revenue (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Revenue [abstract] | |
Disclosure of detailed information about revenue [Table Text Block] | Year ended Year ended Year ended September 30, September 30, September 30, 2023 2022 2021 Major products / service lines Digitization $ 819,604 $ 354,620 $ 1,255,982 Non-Lethal 411,758 330,658 - Training and services - 34,590 - Other 3,088 1,651 19,822 $ 1,234,450 $ 721,519 $ 1,275,804 Primary geographical markets United States 42,780 389,210 1,238,063 Canada 743,200 332,309 37,741 Europe 448,470 - - 1,234,450 721,519 1,275,804 Timing of revenue recognition Products and services transferred over time $ 819,604 $ 389,210 $ 1,238,063 Products transferred at a point in time 414,846 332,309 37,741 $ 1,234,450 $ 721,519 $ 1,275,804 |
Expenses by nature (Tables)
Expenses by nature (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Expenses by nature [abstract] | |
Disclosure of detailed information about expenses by nature [Table Text Block] | Year ended Year ended Year ended September 30, September 30, September 30, 2023 2022 2021 Employee benefits $ 3,011,923 $ 4,883,062 $ 4,746,316 Advertising and promotion 19,090 1,352,750 1,914,630 Consulting fees 2,743,272 1,315,917 1,138,782 Professional fees 940,667 1,028,240 778,337 Travel and conferences 804,481 518,140 246,418 R&D consulting and material costs, net 556,013 420,378 482,348 Depreciation and amortization 952,508 326,491 140,990 Impairment of intangible assets 1,174,354 - - Other expenses 691,566 266,822 252,961 Insurance 716,931 236,150 154,931 Transfer agent and listing fees 120,690 94,885 110,769 Royalty and license costs 305,918 - 287,000 M&A costs - - - Total expenses 12,037,413 10,442,835 10,253,482 Allocation to cost of sales: Employee benefits (123,803 ) (166,706 ) (574,018 ) Total operating expenses $ 11,913,610 $ 10,276,129 $ 9,679,464 |
Depreciation and Amortization (
Depreciation and Amortization (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Disclosure of attribution of expenses by nature to their function [abstract] | |
Disclosure of detailed information about depreciation and amortization [Table Text Block] | 2023 2022 2021 General and administrative $ 833,029 $ 123,960 $ 95,310 Selling and marketing 77,804 129,265 16,443 Research and development 41,675 73,266 29,237 Total depreciation and amortization $ 952,508 $ 326,491 $ 140,990 |
Net finance costs (Tables)
Net finance costs (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Disclosure Of Net Finance Cost [Abstract] | |
Disclosure of detailed information about net finance cost [Table Text Block] | Year ended Year ended Year ended September 30, September 30, September 30, 2023 2022 2021 Interest expense from: Unsecured loan $ 503,251 $ 321,313 $ 4,527 Accretion cost - accrued royalties liability 170,373 159,451 64,537 Lease obligations 37,786 30,112 33,872 Related party loans - - 4,581 CEBA term loan 8,281 - 4,481 2019 convertible notes - - - Other 3,857 1,114 4,115 Total interest expense 723,548 511,990 116,113 Interest income (55,514 ) (5,988 ) (4,848 ) Gain on termination of lease obligations - - - Gain on government grant - - (3,514 ) Net finance costs $ 668,034 $ 506,002 $ 107,751 |
Income taxes (Tables)
Income taxes (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Major components of tax expense (income) [abstract] | |
Disclosure of income tax recovery [Table Text Block] | Year end ended Year ended Year ended September 30, September 30, September 30, 2023 2022 2021 Current income tax recovery (expense): - - - Deferred income tax (recovery) expense: - (49,442 ) - $ - $ (49,442 ) $ - |
Disclosure of reconciliation of effective income tax rate [Table Text Block] | Year ended Year ended Year ended September 30, September 30, September 30, 2023 2022 2021 Loss before income taxes $ (9,306,360 ) (10,569,732 ) (9,315,372 ) Expected statutory tax rate 26.5% 26.5% 26.5% Expected tax recovery resulting from loss (2,466,185 ) (2,800,979 ) (2,468,574 ) Increase (reduction) in income taxes resulting from: Non-deductible expenses 149,270 563,842 654,956 Foreign operations subject to different tax rates 1,447 5,329 3,593 Fair value of warrant liabilities (1,547,916 ) Unrecognized temporary differences 3,863,384 2,182,366 1,826,279 Prior year differences - - (16,254 ) $ - $ (49,442 ) $ - |
Disclosure of research and development expense [Table Text Block] | Year ended Year ended Year ended September 30, September 30, September 30, 2023 2022 2021 R&D expenses $ 1,644,565 $ 2,064,493 $ 2,369,145 Less: Investment tax credits - - (231,007 ) R&D expenses, net $ 1,644,565 $ 2,064,493 $ 2,138,138 |
Disclosure of deferred taxes [Table Text Block] | Balance at Arising on a Balance at September 30, business Recognized in September 30, 2022 combination profit or loss 2023 Deferred tax assets (liabilities): Net operating loss carryforwards 26,459 - (9,590 ) 16,869 Intangibles and development costs (26,459 ) 9,590 (16,869 ) - - - - Balance at Arising on a Balance at September 30, business Recognized in September 30, 2021 combination profit or loss 2022 Deferred tax assets (liabilities): Net operating loss carryforwards - - 26,459 26,459 Intangibles and development costs - (49,442 ) 22,983 (26,459 ) - (49,442 ) 49,442 - Balance at Balance at September 30, Recognized in Recognized in September 30, 2020 profit or loss Equity 2021 Deferred tax assets (liabilities): Net operating loss carryforwards 48,045 (48,045 ) - - Impairment provision (48,045 ) 48,045 - - - - - - |
Disclosure of unrecognized net deferred tax assets [Table Text Block] | Balance at Balance at Balance at September 30, September 30, September 30, 2023 2022 2021 Net operating loss carryforwards $ 30,178,141 $ 18,589,894 $ 9,429,436 Share issuance costs 5,275,081 1,298,783 1,810,927 Intangibles and development costs 1,356,922 608,705 780,607 Scientific research and development expenditures 1,583,058 1,583,058 1,789,571 Other 1,467,509 46,300 104,793 $ 39,860,711 $ 22,126,741 $ 13,915,334 |
Disclosure of net operating losses [Table Text Block] | Year of Expiry Amount 2036 $ 512,163 2037 744,022 2038 1,174,797 2039 1,732,039 2040 336,562 2041 and thereafter 25,678,558 $ 30,178,141 |
Disclosure of research and development investment tax credits [Table Text Block] | Year of Expiry Amount 2037 $ 13,361 2038 6,742 2039 - 2040 328,480 2041 and thereafter - $ 348,583 |
Financial instruments (Tables)
Financial instruments (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Disclosure of detailed information about financial instruments [abstract] | |
Disclosure of net US dollar exposure [Table Text Block] | Total USD Net assets in U.S. subsidiary $ - US denominated: Assets $ 2,926,334 Liabilities (59,552 ) Net US dollar exposure $ 2,866,782 Impact to profit or loss if 5% movement in the US dollar $ 143,339 |
Disclosure of contractual obligations [Table Text block] | 5 years and Payment due: Total Within 1 Year 1 to 3 years 3 to 5 years beyond Minimum royalty commitments $ 2,350,000 $ 150,000 $ 400,000 $ 500,000 $ 1,300,000 Accounts payable and accrued liabilities 1,649,876 1,649,876 - - - Lease obligations 558,755 197,367 355,430 5,958 - Total contractual obligations $ 4,558,631 $ 1,997,243 $ 755,430 $ 505,958 $ 1,300,000 |
Supplemental cash flow inform_2
Supplemental cash flow information (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Supplemental Cash Flow Information [Abstract] | |
Disclosure of non-cash working capital [Table Text Block] | Year ended Year ended Year ended September 30, September 30, September 30, 2023 2022 2021 Trade and other receivables $ (128,387 ) $ 631,801 $ (218,334 ) Inventories (148,850 ) 49,446 17,555 Prepaid expenses and other (440,242 ) 425,876 (106,205 ) Accounts payable and accrued liabilities (1,666,486 ) 2,515,289 (828,698 ) Contract liabilities 73,699 17,410 (7,053 ) Deposits - - 150,000 Accrued royalties liability - - 1,191,219 $ (2,310,266 ) $ 3,639,822 $ 198,484 |
Capital management (Tables)
Capital management (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Disclosure Of Capital Management [Abstract] | |
Disclosure of detailed information about capital management [Table Text Block] | September 30, September 30, 2023 2022 Debt: Borrowings $ - $ 2,278,774 Lease obligations 429,523 275,621 Equity: Share capital 33,379,110 19,496,640 Warrants 1,042,657 1,959,796 Contributed surplus 4,769,115 3,551,330 Accumulated other comprehensive loss (39,663 ) (101,418 ) Accumulated deficit (35,215,599 ) (25,909,239 ) Total capital $ 4,365,143 $ 1,551,504 |
Commitments and contingencies (
Commitments and contingencies (Tables) | 12 Months Ended |
Sep. 30, 2023 | |
Disclosure Of Commitments And Contingencies [Abstract] | |
Disclosure of performance milestones [Table Text Block] | # of Common Shares Milestones 1,071 $3 million in sales 1,429 $9 million in sales 1,786 $18 million in sales |
Corporate information (Narrativ
Corporate information (Narrative) (Details) - $ / shares | 12 Months Ended | |
Oct. 28, 2022 | Sep. 30, 2023 | |
Corporate Information [Abstract] | ||
Description of reverse stock split | In connection with KWESST's listing application on Nasdaq, we effected a one for seventy (1-for-70) reverse stock split of its common stock on October 28, 2022 (the "Reverse Split"). | |
Conversion rate for each warrant from one common share | $ 0.01428571 |
Basis of preparation (Narrative
Basis of preparation (Narrative) (Details) - CAD ($) | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Disclosure of going concern [line items] | |||
Net loss | $ (9,306,360) | $ (10,520,290) | $ (9,315,372) |
Operating cash flows | (14,078,629) | (4,256,596) | (6,255,213) |
Working capital (deficiency) | $ 458,439 | $ (5,400,000) | $ 2,900,000 |
Basis of preparation - Disclosu
Basis of preparation - Disclosure of interests in subsidiaries (Details) | 12 Months Ended |
Sep. 30, 2023 | |
KWESST Inc. [Member] | |
Disclosure of subsidiaries [line items] | |
Name of subsidiary | KWESST Inc. |
Location | Ottawa, Canada |
Equity % | 100% |
2720178 Ontario Inc. [Member] | |
Disclosure of subsidiaries [line items] | |
Name of subsidiary | 2720178 Ontario Inc. |
Location | Guelph, Canada |
Equity % | 100% |
Police Ordnance Company Inc.[Member] | |
Disclosure of subsidiaries [line items] | |
Name of subsidiary | Police Ordnance Company Inc. |
Location | Guelph, Canada |
Equity % | 100% |
KWESST U.S. Holdings Inc. [Member] | |
Disclosure of subsidiaries [line items] | |
Name of subsidiary | KWESST U.S. Holdings Inc. |
Equity % | 100% |
KWESST Defense Systems U.S. Inc. [Member] | |
Disclosure of subsidiaries [line items] | |
Name of subsidiary | KWESST Defense Systems U.S. Inc. |
Location | Virginia, United States |
Equity % | 100% |
KWESST Public Safety Systems U.S. Inc. [Member] | |
Disclosure of subsidiaries [line items] | |
Name of subsidiary | KWESST Public Safety Systems U.S. Inc. |
Location | Virginia, United States |
Equity % | 100% |
KWESST Public Safety Systems Canada Inc. [Member] | |
Disclosure of subsidiaries [line items] | |
Name of subsidiary | KWESST Public Safety Systems Canada Inc. |
Location | Ottawa, Canada |
Equity % | 100% |
Significant accounting polici_4
Significant accounting policies - Disclosure of estimated useful lives for KWESST's property and equipment (Details) | 12 Months Ended |
Sep. 30, 2023 | |
Computer equipment [Member] | |
Disclosure of detailed information about property, plant and equipment [line items] | |
Estimated useful lives | 3 years |
Computer software [Member] | |
Disclosure of detailed information about property, plant and equipment [line items] | |
Estimated useful lives | 3 years |
Office furniture and equipment [Member] | |
Disclosure of detailed information about property, plant and equipment [line items] | |
Estimated useful lives | 5 years |
Low-rate initial production equipment [Member] | |
Disclosure of detailed information about property, plant and equipment [line items] | |
Estimated useful lives | 5 years |
R&D equipment [Member] | |
Disclosure of detailed information about property, plant and equipment [line items] | |
Estimated useful lives | 5 years |
Sales demo equipment [Member] | |
Disclosure of detailed information about property, plant and equipment [line items] | |
Estimated useful lives | 2 years |
Leasehold improvements [Member] | |
Disclosure of detailed information about property, plant and equipment [line items] | |
Estimated useful lives, description | Shorter of useful life or remaining term of lease |
Acquisitions (Narrative) (Detai
Acquisitions (Narrative) (Details) | 1 Months Ended | 12 Months Ended | |||
Dec. 15, 2021 share $ / shares shares | Apr. 29, 2021 CAD ($) share $ / shares shares | Sep. 30, 2023 CAD ($) | Sep. 30, 2022 CAD ($) | Sep. 30, 2021 CAD ($) | |
Police Ordnance [Member] | |||||
Disclosure of detailed information about business combination [line items] | |||||
Number of common shares issued | share | 3,965 | ||||
Number of warrants issued in acquisition | shares | 200,000 | ||||
Warrants granted, exercise price | $ / shares | $ 1.72 | ||||
Description of warrant conversion | each warrant converts into 0.01428571 common share or 70 warrants to receive one common share of KWE. | ||||
Contingent shares, Number | shares | 875 | ||||
1/70 of stock price | $ / shares | $ 1.36 | ||||
Risk-free interest rate | 1.04% | ||||
Expected life | 3 years | ||||
Volatility | 84.70% | ||||
Revenue of acquiree since acquisition date | $ 375,758 | $ 846,600 | |||
Profit (loss) of acquiree since acquisition date | (505,733) | 31,000 | |||
DEFSEC [Member] | |||||
Disclosure of detailed information about business combination [line items] | |||||
Number of common shares issued | share | 14,286 | ||||
Number of warrants issued in acquisition | shares | 500,000 | ||||
Warrants granted, exercise price | $ / shares | $ 0.7 | ||||
Percentage of warrants vesting per anniversary | 25% | ||||
Percentage of royalty on annual sales | 7% | ||||
Maximum royalty on annual sales | $ 10,000,000 | ||||
Payment of advance royalty | $ 150,000 | ||||
1/70 of stock price | $ / shares | $ 1.29 | ||||
Risk-free interest rate | 0.48% | ||||
Expected life | 3 years | ||||
Volatility | 80% | ||||
Discount rate for minimum royalty payments | 13.70% | ||||
Accretion cost relating to discounted minimum royalty payments | 170,373 | 159,451 | $ 64,537 | ||
Accrued royalties liability | $ 1,287,170 | $ 1,265,207 | $ 1,105,756 |
Acquisitions - Disclosure of pu
Acquisitions - Disclosure of purchase consideration (Details) | Dec. 15, 2021 CAD ($) share shares | Apr. 29, 2021 CAD ($) share shares |
Police Ordnance [Member] | ||
Disclosure of detailed information about business combination [line items] | ||
Common shares, Number | share | 3,965 | |
Common shares, Fair Value | $ 377,503 | |
Warrants, Number | shares | 200,000 | |
Warrants, Fair Value | $ 132,000 | |
Contingent shares, Number | shares | 875 | |
Contingent consideration | $ 83,319 | |
Total purchase consideration at fair value | $ 592,822 | |
DEFSEC [Member] | ||
Disclosure of detailed information about business combination [line items] | ||
Common shares, Number | share | 14,286 | |
Common shares, Fair Value | $ 1,290,000 | |
Warrants, Number | shares | 500,000 | |
Warrants, Fair Value | $ 425,000 | |
Minimum royalty payments, Fair Value | 1,191,219 | |
Total purchase consideration | 2,906,219 | |
Identifiable intangible assets | ||
Technology asset | $ 2,906,219 |
Acquisitions - Disclosure of ne
Acquisitions - Disclosure of net cash inflow as at closing of acquisition (Details) - Police Ordnance [Member] | Dec. 15, 2021 CAD ($) |
Disclosure of detailed information about business combination [line items] | |
Cash assumed on acquisition | $ 162,547 |
less: consideration paid in cash | 0 |
Net cash inflow on acquisition | $ 162,547 |
Acquisitions - Disclosure of to
Acquisitions - Disclosure of total fair value consideration (Details) - Police Ordnance [Member] | Dec. 15, 2021 CAD ($) |
Disclosure of detailed information about business combination [line items] | |
Total purchase consideration at fair value | $ 592,822 |
Police Ordnance's net assets: | |
Cash | 162,547 |
Trade and other receivables | 104,432 |
Inventories | 352,685 |
Intangible assets: | |
Purchase orders | 100,000 |
Customer relationships | 50,000 |
ARWENTM tradename | 44,000 |
Accounts payable and accrued liabilities | 82,963 |
Corporate tax liability | 32,338 |
Contract liabilities | 29,861 |
Borrowings | 26,238 |
Deferred tax liabilities | 49,442 |
Total | $ 592,822 |
Acquisitions - Disclosure of mi
Acquisitions - Disclosure of minimum annual royalty payments (Details) - DEFSEC [Member] | Apr. 29, 2021 CAD ($) |
Disclosure of detailed information about business combination [line items] | |
Minimum annual royalty payments | $ 2,500,000 |
April 29 2023 [Member] | |
Disclosure of detailed information about business combination [line items] | |
Minimum annual royalty payments | 150,000 |
April 29 2024 [Member] | |
Disclosure of detailed information about business combination [line items] | |
Minimum annual royalty payments | 150,000 |
April 29 2025 [Member] | |
Disclosure of detailed information about business combination [line items] | |
Minimum annual royalty payments | 200,000 |
April 29 2026 [Member] | |
Disclosure of detailed information about business combination [line items] | |
Minimum annual royalty payments | 200,000 |
April 29 2027 [Member] | |
Disclosure of detailed information about business combination [line items] | |
Minimum annual royalty payments | 250,000 |
April 29 2028 [Member] | |
Disclosure of detailed information about business combination [line items] | |
Minimum annual royalty payments | 250,000 |
April 29 2029 [Member] | |
Disclosure of detailed information about business combination [line items] | |
Minimum annual royalty payments | 300,000 |
April 29 2030 [Member] | |
Disclosure of detailed information about business combination [line items] | |
Minimum annual royalty payments | 300,000 |
April 29 2031 [Member] | |
Disclosure of detailed information about business combination [line items] | |
Minimum annual royalty payments | 350,000 |
April 29 2032 [Member] | |
Disclosure of detailed information about business combination [line items] | |
Minimum annual royalty payments | $ 350,000 |
Trade and other receivables (Na
Trade and other receivables (Narrative) (Details) - CAD ($) | 12 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Trade and other receivables [abstract] | ||
Impairment of trade and other receivables | $ 0 | $ 0 |
Trade and other receivables - D
Trade and other receivables - Disclosure of trade and other receivables (Details) - CAD ($) | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 |
Trade and other receivables [abstract] | |||
Trade receivables | $ 68,530 | $ 114,877 | $ 0 |
Unbilled revenue | 5,211 | 8,881 | $ 308,728 |
Sales tax recoverable | 226,528 | 48,124 | |
Other receivable | 0 | 0 | |
Total | $ 300,269 | $ 171,882 |
Trade and other receivables -_2
Trade and other receivables - Disclosure of unbilled trade and other receivables (Details) - CAD ($) | 12 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Trade and other receivables [abstract] | ||
Balance, beginning of year | $ 8,881 | $ 308,728 |
Revenue billed during the period | (3,670) | (308,728) |
Revenue in excess of billings, net of amounts transferred to trade accounts receivable | 0 | 8,881 |
Balance, end of year | 5,211 | 8,881 |
Current | 5,211 | 8,881 |
Non-current | $ 0 | $ 0 |
Inventories (Narrative) (Detail
Inventories (Narrative) (Details) - CAD ($) | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Disclosure Of Inventories [Abstract] | |||
Impairment of inventories | $ 0 | $ 0 | $ 0 |
Inventories - Disclosure of inv
Inventories - Disclosure of inventories (Details) - CAD ($) | Sep. 30, 2023 | Sep. 30, 2022 |
Disclosure Of Inventories [Abstract] | ||
Finished goods | $ 62,730 | $ 49,643 |
Work-in-progress | 116,435 | 21,350 |
Raw materials | 363,223 | 322,545 |
Total | $ 542,388 | $ 393,538 |
Property and equipment - Disclo
Property and equipment - Disclosure of changes in property and equipment (Details) - CAD ($) | 12 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Disclosure of detailed information about property, plant and equipment [line items] | ||
Opening balance | $ 832,481 | |
Ending balance | 417,296 | $ 832,481 |
Cost [Member] | ||
Disclosure of detailed information about property, plant and equipment [line items] | ||
Opening balance | 1,217,354 | 1,033,676 |
Additions | 176,949 | 187,478 |
Disposals | (557,255) | (3,800) |
Ending balance | 837,048 | 1,217,354 |
Accumulated depreciation [Member] | ||
Disclosure of detailed information about property, plant and equipment [line items] | ||
Opening balance | (384,873) | (130,027) |
Depreciation | 300,953 | 257,481 |
Disposals | 266,074 | 2,635 |
Ending balance | (419,752) | (384,873) |
Computer equipment [Member] | ||
Disclosure of detailed information about property, plant and equipment [line items] | ||
Opening balance | 64,281 | |
Ending balance | 66,391 | 64,281 |
Computer equipment [Member] | Cost [Member] | ||
Disclosure of detailed information about property, plant and equipment [line items] | ||
Opening balance | 106,806 | 59,757 |
Additions | 37,047 | 50,849 |
Disposals | 0 | (3,800) |
Ending balance | 143,853 | 106,806 |
Computer equipment [Member] | Accumulated depreciation [Member] | ||
Disclosure of detailed information about property, plant and equipment [line items] | ||
Opening balance | (42,525) | (18,398) |
Depreciation | 34,937 | 26,762 |
Disposals | 0 | 2,635 |
Ending balance | (77,462) | (42,525) |
Computer software [Member] | ||
Disclosure of detailed information about property, plant and equipment [line items] | ||
Opening balance | 3,875 | |
Ending balance | 2,165 | 3,875 |
Computer software [Member] | Cost [Member] | ||
Disclosure of detailed information about property, plant and equipment [line items] | ||
Opening balance | 5,129 | 0 |
Additions | 0 | 5,129 |
Disposals | 0 | 0 |
Ending balance | 5,129 | 5,129 |
Computer software [Member] | Accumulated depreciation [Member] | ||
Disclosure of detailed information about property, plant and equipment [line items] | ||
Opening balance | (1,254) | 0 |
Depreciation | 1,710 | 1,254 |
Disposals | 0 | 0 |
Ending balance | (2,964) | (1,254) |
Office furniture and equipment [Member] | ||
Disclosure of detailed information about property, plant and equipment [line items] | ||
Opening balance | 41,502 | |
Ending balance | 29,394 | 41,502 |
Office furniture and equipment [Member] | Cost [Member] | ||
Disclosure of detailed information about property, plant and equipment [line items] | ||
Opening balance | 100,933 | 90,116 |
Additions | 8,645 | 10,817 |
Disposals | 0 | 0 |
Ending balance | 109,578 | 100,933 |
Office furniture and equipment [Member] | Accumulated depreciation [Member] | ||
Disclosure of detailed information about property, plant and equipment [line items] | ||
Opening balance | (59,431) | (40,364) |
Depreciation | 20,753 | 19,067 |
Disposals | 0 | 0 |
Ending balance | (80,184) | (59,431) |
LRIP equipment [Member] | Cost [Member] | ||
Disclosure of detailed information about property, plant and equipment [line items] | ||
Opening balance | 77,559 | 0 |
Additions | 20,099 | 77,559 |
Disposals | 0 | 0 |
Ending balance | 97,658 | 77,559 |
Moulding equipment [Member] | ||
Disclosure of detailed information about property, plant and equipment [line items] | ||
Opening balance | 70,557 | |
Ending balance | 71,907 | 70,557 |
Moulding equipment [Member] | Accumulated depreciation [Member] | ||
Disclosure of detailed information about property, plant and equipment [line items] | ||
Opening balance | (7,002) | 0 |
Depreciation | 18,749 | 7,002 |
Disposals | 0 | 0 |
Ending balance | (25,751) | (7,002) |
R&D equipment [Member] | ||
Disclosure of detailed information about property, plant and equipment [line items] | ||
Opening balance | 155,298 | |
Ending balance | 104,680 | 155,298 |
R&D equipment [Member] | Cost [Member] | ||
Disclosure of detailed information about property, plant and equipment [line items] | ||
Opening balance | 239,804 | 217,940 |
Additions | 0 | 21,864 |
Disposals | 0 | 0 |
Ending balance | 239,804 | 239,804 |
R&D equipment [Member] | Accumulated depreciation [Member] | ||
Disclosure of detailed information about property, plant and equipment [line items] | ||
Opening balance | (84,506) | (38,287) |
Depreciation | 50,618 | 46,219 |
Disposals | 0 | 0 |
Ending balance | (135,124) | (84,506) |
Leasehold improvements [Member] | ||
Disclosure of detailed information about property, plant and equipment [line items] | ||
Opening balance | 92,588 | |
Ending balance | 74,127 | 92,588 |
Leasehold improvements [Member] | Cost [Member] | ||
Disclosure of detailed information about property, plant and equipment [line items] | ||
Opening balance | 137,037 | 117,237 |
Additions | 2,680 | 19,800 |
Disposals | (7,925) | 0 |
Ending balance | 131,792 | 137,037 |
Leasehold improvements [Member] | Accumulated depreciation [Member] | ||
Disclosure of detailed information about property, plant and equipment [line items] | ||
Opening balance | (44,449) | (16,534) |
Depreciation | 21,141 | 27,915 |
Disposals | 7,925 | 0 |
Ending balance | (57,665) | (44,449) |
Sales demo equipment [Member] | ||
Disclosure of detailed information about property, plant and equipment [line items] | ||
Opening balance | 404,380 | |
Ending balance | 68,632 | 404,380 |
Sales demo equipment [Member] | Cost [Member] | ||
Disclosure of detailed information about property, plant and equipment [line items] | ||
Opening balance | 550,086 | 548,626 |
Additions | 108,478 | 1,460 |
Disposals | (549,330) | 0 |
Ending balance | 109,234 | 550,086 |
Sales demo equipment [Member] | Accumulated depreciation [Member] | ||
Disclosure of detailed information about property, plant and equipment [line items] | ||
Opening balance | (145,706) | (16,444) |
Depreciation | 153,045 | 129,262 |
Disposals | 258,149 | 0 |
Ending balance | $ (40,602) | $ (145,706) |
Right-of-use assets (Narrative)
Right-of-use assets (Narrative) (Details) - CAD ($) | Sep. 30, 2023 | Sep. 30, 2022 |
Disclosure of quantitative information about right-of-use assets [line items] | ||
Deposit | $ 26,076 | $ 23,604 |
Right-of-use assets - Disclosur
Right-of-use assets - Disclosure of right-of-use assets (Details) - CAD ($) | 12 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Disclosure of quantitative information about right-of-use assets [line items] | ||
Balance, Beginning | $ 208,131 | |
Balance, Ending | 361,036 | $ 208,131 |
Offices [Member] | ||
Disclosure of quantitative information about right-of-use assets [line items] | ||
Balance, Beginning | 208,131 | 266,214 |
Additions | 228,020 | |
Depreciation | (75,115) | (58,083) |
Balance, Ending | $ 361,036 | $ 208,131 |
Intangible assets (Narrative) (
Intangible assets (Narrative) (Details) - CAD ($) | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Disclosure of detailed information about intangible assets [line items] | |||
Amortization charge | $ 576,440 | $ 10,927 | |
Carrying value | 4,112,350 | 4,742,854 | $ 3,470,919 |
Additions | 1,123,186 | 1,176,664 | |
Impairment charge | 1,169,440 | ||
Recognition of open orders | (7,811) | (87,802) | |
PARA OPS [Member] | |||
Disclosure of detailed information about intangible assets [line items] | |||
Amortization charge | 562,240 | 0 | 0 |
Phantom System [Member] | |||
Disclosure of detailed information about intangible assets [line items] | |||
Amortization charge | 0 | 0 | |
Carrying value | 0 | 1,149,585 | 564,700 |
Additions | 19,855 | 584,885 | |
Impairment charge | 1,169,440 | ||
Recognition of open orders | 0 | 0 | |
Purchase Orders [Member] | |||
Disclosure of detailed information about intangible assets [line items] | |||
Amortization charge | 0 | 0 | |
Carrying value | 4,387 | 12,198 | 0 |
Additions | 0 | 0 | |
Impairment charge | 0 | ||
Recognition of open orders | (7,811) | (87,802) | |
ARWEN Tradename [Member] | |||
Disclosure of detailed information about intangible assets [line items] | |||
Amortization charge | 8,800 | 6,968 | |
Carrying value | 28,232 | 37,032 | 0 |
Additions | 0 | 0 | |
Impairment charge | 0 | ||
Recognition of open orders | $ 0 | 0 | |
Useful life | 5 years | ||
Customer Relationships [Member] | |||
Disclosure of detailed information about intangible assets [line items] | |||
Amortization charge | $ 5,000 | 3,959 | |
Carrying value | 41,041 | 46,041 | $ 0 |
Additions | 0 | 0 | |
Impairment charge | 0 | ||
Recognition of open orders | $ 0 | $ 0 | |
Useful life | 10 years |
Intangible assets - Disclosure
Intangible assets - Disclosure of intangible assets (Details) - CAD ($) | 12 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Disclosure of detailed information about intangible assets [line items] | ||
Beginning balance | $ 4,742,854 | $ 3,470,919 |
Additions | 1,123,186 | 1,176,664 |
Acquisition | 194,000 | |
Impairment charge | (1,169,440) | |
Amortization | (576,440) | (10,927) |
Recognition of open orders | (7,811) | (87,802) |
Ending balance | 4,112,350 | 4,742,854 |
Phantom System [Member] | ||
Disclosure of detailed information about intangible assets [line items] | ||
Beginning balance | 1,149,585 | 564,700 |
Additions | 19,855 | 584,885 |
Acquisition | 0 | |
Impairment charge | (1,169,440) | |
Amortization | 0 | 0 |
Recognition of open orders | 0 | 0 |
Ending balance | 0 | 1,149,585 |
PARA OPS System [Member] | ||
Disclosure of detailed information about intangible assets [line items] | ||
Beginning balance | 3,469,215 | 2,906,219 |
Additions | 1,091,819 | 562,996 |
Acquisition | 0 | |
Impairment charge | 0 | |
Amortization | (562,640) | 0 |
Recognition of open orders | 0 | 0 |
Ending balance | 3,998,394 | 3,469,215 |
PARA OPS Patent [Member] | ||
Disclosure of detailed information about intangible assets [line items] | ||
Beginning balance | 28,783 | 0 |
Additions | 11,512 | 28,783 |
Acquisition | 0 | |
Impairment charge | 0 | |
Amortization | 0 | 0 |
Recognition of open orders | 0 | 0 |
Ending balance | 40,295 | 28,783 |
ARWEN Tradename [Member] | ||
Disclosure of detailed information about intangible assets [line items] | ||
Beginning balance | 37,032 | 0 |
Additions | 0 | 0 |
Acquisition | 44,000 | |
Impairment charge | 0 | |
Amortization | (8,800) | (6,968) |
Recognition of open orders | 0 | 0 |
Ending balance | 28,232 | 37,032 |
Customer Relationships [Member] | ||
Disclosure of detailed information about intangible assets [line items] | ||
Beginning balance | 46,041 | 0 |
Additions | 0 | 0 |
Acquisition | 50,000 | |
Impairment charge | 0 | |
Amortization | (5,000) | (3,959) |
Recognition of open orders | 0 | 0 |
Ending balance | 41,041 | 46,041 |
Purchase Orders [Member] | ||
Disclosure of detailed information about intangible assets [line items] | ||
Beginning balance | 12,198 | 0 |
Additions | 0 | 0 |
Acquisition | 100,000 | |
Impairment charge | 0 | |
Amortization | 0 | 0 |
Recognition of open orders | (7,811) | (87,802) |
Ending balance | $ 4,387 | $ 12,198 |
Accounts payable and accrued _3
Accounts payable and accrued liabilities - Disclosure of accounts payable and accrued liabilities (Details) - CAD ($) | Sep. 30, 2023 | Sep. 30, 2022 |
Trade and other current payables [abstract] | ||
Trade payable | $ 367,128 | $ 2,292,954 |
Accrued liabilities | 1,189,678 | 1,045,409 |
Salary, bonus and vacation payable | 93,070 | 1,116,203 |
Interest payable | 0 | 4,915 |
Total | $ 1,649,876 | $ 4,459,481 |
Related party transactions (Nar
Related party transactions (Narrative) (Details) - CAD ($) | 1 Months Ended | ||||||
Jul. 31, 2022 | Apr. 30, 2021 | Sep. 30, 2023 | Sep. 30, 2022 | Aug. 31, 2022 | Mar. 31, 2022 | Sep. 30, 2021 | |
Disclosure of transactions between related parties [line items] | |||||||
Principal amount | $ 0 | $ 2,278,774 | $ 53,251 | ||||
Two directors and CFO [Member] | |||||||
Disclosure of transactions between related parties [line items] | |||||||
Number of units issued | 1,029 | ||||||
Proceeds from issuing units | $ 90,000 | ||||||
Two directors, Executive Chairman and CFO [Member] | |||||||
Disclosure of transactions between related parties [line items] | |||||||
Principal amount | $ 74,000 | ||||||
Bonus common shares | 529 | ||||||
Director, Executive Chairman and CFO [Member] | |||||||
Disclosure of transactions between related parties [line items] | |||||||
Number of units issued | 5,813 | ||||||
Proceeds from issuing units | $ 87,500 | ||||||
Executive Chairman and CFO [Member] | |||||||
Disclosure of transactions between related parties [line items] | |||||||
Amounts payable, related party transactions | $ 60,000 | ||||||
Officers and directors [Member] | |||||||
Disclosure of transactions between related parties [line items] | |||||||
Amounts payable, related party transactions | $ 216,730 | $ 672,531 |
Related party transactions - Di
Related party transactions - Disclosure of key management personnel compensation (Details) - CAD ($) | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Disclosure of transactions between related parties [abstract] | |||
Wages and benefits | $ 505,026 | $ 641,338 | $ 427,252 |
Consulting fees | 628,264 | 529,529 | 180,000 |
Directors compensation | 130,000 | 70,000 | 85,000 |
Share-based compensation | 167,027 | 860,400 | 988,716 |
Total | $ 1,430,317 | $ 2,101,267 | $ 1,680,968 |
Borrowings (Narrative) (Details
Borrowings (Narrative) (Details) | 1 Months Ended | 9 Months Ended | 12 Months Ended | ||||||||
Mar. 11, 2022 CAD ($) shares | Aug. 25, 2022 USD ($) shares | Sep. 30, 2020 CAD ($) | Sep. 30, 2023 CAD ($) | Sep. 30, 2022 CAD ($) | Sep. 30, 2021 CAD ($) | Dec. 31, 2020 CAD ($) | Aug. 25, 2022 CAD ($) $ / shares shares | Aug. 25, 2022 USD ($) shares | Mar. 15, 2022 CAD ($) | Dec. 30, 2020 CAD ($) | |
Disclosure of detailed information about borrowings [line items] | |||||||||||
Borrowings | $ 0 | $ 2,278,774 | $ 53,251 | ||||||||
Gain on government grant | 0 | 0 | 3,514 | ||||||||
Deferred financing fees | 0 | 150,409 | 0 | ||||||||
Share offering costs | 3,152,794 | 33,880 | 606,622 | ||||||||
Repayment of borrowings | 2,333,315 | ||||||||||
Forgivable amount | 20,000 | ||||||||||
August 2022 Loans [Member] | |||||||||||
Disclosure of detailed information about borrowings [line items] | |||||||||||
Borrowings | 0 | 435,348 | 0 | $ 400,000 | |||||||
Borrowing interest rate | 6% | 6% | |||||||||
Percentage of repayment of the principal amount plus accrued interest | 110% | 110% | |||||||||
Fee paid through cash | $ 32,000 | ||||||||||
Deferred financing fees | 76,354 | ||||||||||
Repayment of borrowings | 275,315 | ||||||||||
Forgivable amount | $ 0 | ||||||||||
Percentage of forgivable premium | 10% | ||||||||||
August 2022 Loans [Member] | First August 2022 Loan [Member] | |||||||||||
Disclosure of detailed information about borrowings [line items] | |||||||||||
Borrowings | $ 260,698 | $ 200,000 | |||||||||
Closing foreign exchange rate | 1.2983 | ||||||||||
Share price | $ / shares | $ 12.25 | ||||||||||
Bonus shares issued to lenders | shares | 4,239 | ||||||||||
Estimated market discount rate | 24% | ||||||||||
Estimated fair value of loan | $ 214,893 | ||||||||||
Estimated fair value of bonus shares | $ 45,804 | ||||||||||
August 2022 Loans [Member] | Call Option Agreements [Member] | |||||||||||
Disclosure of detailed information about borrowings [line items] | |||||||||||
Share price | $ / shares | $ 12.25 | ||||||||||
Number of shares to be purchased under call option | shares | 10,591 | 10,591 | |||||||||
Term of call option | 5 years | ||||||||||
March 2022 Loan [Member] | |||||||||||
Disclosure of detailed information about borrowings [line items] | |||||||||||
Borrowings | $ 2,000,000 | $ 0 | 1,764,630 | 0 | |||||||
Borrowing interest rate | 9% | ||||||||||
Bonus shares issued to lenders | shares | 14,286 | ||||||||||
Estimated market discount rate | 22% | ||||||||||
Estimated fair value of loan | $ 1,634,112 | ||||||||||
Adjustment to share capital for bonus common shares issued | 365,888 | ||||||||||
Total offering costs | 90,636 | ||||||||||
Deferred financing fees | 74,055 | 74,055 | |||||||||
Share offering costs | 16,581 | ||||||||||
Repayment of borrowings | 1,988,000 | ||||||||||
Forgivable amount | 0 | ||||||||||
March 2022 Loan [Member] | First March 2022 Loan [Member] | |||||||||||
Disclosure of detailed information about borrowings [line items] | |||||||||||
Borrowings | 1,800,000 | ||||||||||
March 2022 Loan [Member] | Second March 2022 Loan [Member] | |||||||||||
Disclosure of detailed information about borrowings [line items] | |||||||||||
Borrowings | $ 200,000 | ||||||||||
March 2022 Loan [Member] | Officers and directors [Member] | |||||||||||
Disclosure of detailed information about borrowings [line items] | |||||||||||
Borrowings | $ 74,000 | ||||||||||
CEBA Term Loan [Member] | |||||||||||
Disclosure of detailed information about borrowings [line items] | |||||||||||
Borrowings | 0 | 78,796 | 53,251 | $ 60,000 | $ 20,000 | ||||||
Additional borrowings | $ 40,000 | 20,000 | |||||||||
Gain on government grant | $ 3,514 | $ 9,096 | |||||||||
Deferred financing fees | 0 | ||||||||||
Repayment of borrowings | 70,000 | ||||||||||
Forgivable amount | 20,000 | ||||||||||
CEBA Term Loan [Member] | Police Ordnance acquisition [Member] | |||||||||||
Disclosure of detailed information about borrowings [line items] | |||||||||||
Additional borrowings | $ 40,000 | ||||||||||
RBC Credit Facility [Member] | |||||||||||
Disclosure of detailed information about borrowings [line items] | |||||||||||
Cash collateral amount | 30,000 | ||||||||||
Short term guaranteed investment certificate | $ 30,000 |
Borrowings - Disclosure of chan
Borrowings - Disclosure of changes in borrowings (Details) - CAD ($) | 12 Months Ended | |||
Mar. 11, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Disclosure of detailed information about borrowings [line items] | ||||
Balance, Beginning | $ 2,278,774 | $ 53,251 | ||
Assumed from acquisition | 26,238 | |||
Issuance at fair value | 2,109,874 | |||
Deferred financing fees | 0 | (150,409) | $ 0 | |
Net borrowings | 2,038,954 | |||
Adjustment | (5,496) | |||
Accrued interest and accretion expense | 465,187 | 321,313 | ||
Foreign exchange loss | 24,523 | |||
Interest paid | (103,178) | (100,520) | ||
Repayment of principal | (2,333,315) | |||
Settled in equity | (287,468) | |||
Forgivable amount | (20,000) | |||
Balance, Ending | 0 | 2,278,774 | 53,251 | |
CEBA Term Loan [Member] | ||||
Disclosure of detailed information about borrowings [line items] | ||||
Balance, Beginning | 78,796 | 53,251 | ||
Assumed from acquisition | 26,238 | |||
Issuance at fair value | 0 | |||
Deferred financing fees | 0 | |||
Net borrowings | 79,489 | |||
Adjustment | (5,496) | |||
Accrued interest and accretion expense | 11,204 | 4,803 | ||
Foreign exchange loss | 0 | |||
Interest paid | 0 | 0 | ||
Repayment of principal | (70,000) | |||
Settled in equity | 0 | |||
Forgivable amount | (20,000) | |||
Balance, Ending | 0 | 78,796 | 53,251 | |
March 2022 Loans [Member] | ||||
Disclosure of detailed information about borrowings [line items] | ||||
Balance, Beginning | 1,764,630 | 0 | ||
Assumed from acquisition | 0 | |||
Issuance at fair value | 1,634,283 | |||
Deferred financing fees | $ (74,055) | (74,055) | ||
Net borrowings | 1,560,228 | |||
Adjustment | 0 | |||
Accrued interest and accretion expense | 274,887 | 304,922 | ||
Foreign exchange loss | 0 | |||
Interest paid | (39,517) | (100,520) | ||
Repayment of principal | (1,988,000) | |||
Settled in equity | (12,000) | |||
Forgivable amount | 0 | |||
Balance, Ending | $ 2,000,000 | 0 | 1,764,630 | 0 |
August 2022 Loans [Member] | ||||
Disclosure of detailed information about borrowings [line items] | ||||
Balance, Beginning | 435,348 | 0 | ||
Assumed from acquisition | 0 | |||
Issuance at fair value | 475,591 | |||
Deferred financing fees | (76,354) | |||
Net borrowings | 399,237 | |||
Adjustment | 0 | |||
Accrued interest and accretion expense | 179,096 | 11,588 | ||
Foreign exchange loss | 24,523 | |||
Interest paid | (63,661) | 0 | ||
Repayment of principal | (275,315) | |||
Settled in equity | (275,468) | |||
Forgivable amount | 0 | |||
Balance, Ending | $ 0 | $ 435,348 | $ 0 |
Lease Obligation - Disclosure o
Lease Obligation - Disclosure of lease obligations (Details) - CAD ($) | 12 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Disclosure of quantitative information about right-of-use assets [line items] | ||
Beginning balance (Total) | $ 275,621 | |
Beginning balance (Current Portion) | 69,150 | $ 32,288 |
Beginning balance (Non-current portion) | 206,471 | 275,621 |
Additions | 0 | |
Payment for lease liability current | 0 | |
Payment for lease liability non current | 0 | 0 |
Interest expense on lease liabilities current | 0 | 0 |
Interest expense on lease liabilities non current | 0 | |
Ending balance (Total) | 429,523 | 275,621 |
Ending balance (Current Portion) | 127,116 | 69,150 |
Ending balance (Non-current portion) | 302,407 | 206,471 |
Offices [Member] | ||
Disclosure of quantitative information about right-of-use assets [line items] | ||
Beginning balance (Total) | 275,621 | 307,909 |
Additions | 228,020 | |
Lease payments (including interest) | (111,903) | (62,400) |
Interest expense | 37,785 | 30,112 |
Ending balance (Total) | $ 429,523 | $ 275,621 |
Lease Obligation - Disclosure_2
Lease Obligation - Disclosure of contractual undiscounted cash flows (Details) - CAD ($) | Sep. 30, 2023 | Sep. 30, 2022 |
Disclosure of maturity analysis of operating lease payments [line items] | ||
Contractual undiscounted cash flows | $ 558,755 | $ 327,600 |
Less than one year [Member] | ||
Disclosure of maturity analysis of operating lease payments [line items] | ||
Contractual undiscounted cash flows | 197,367 | 93,600 |
One to five years [Member] | ||
Disclosure of maturity analysis of operating lease payments [line items] | ||
Contractual undiscounted cash flows | $ 361,388 | $ 234,000 |
Contract Liabilities - Disclosu
Contract Liabilities - Disclosure of contract liabilities (Details) - CAD ($) | 12 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Contract liabilities [abstract] | ||
Balance, beginning of fiscal year | $ 47,271 | $ 0 |
Acquired in acquisition of POC | 0 | 29,759 |
Amounts invoiced and revenue deferred | 120,970 | 17,512 |
Recognition of deferred revenue included in the balance at the beginning of period | (47,271) | 0 |
Balance, end of fiscal year | $ 120,970 | $ 47,271 |
Warrant liabilities (Narrative)
Warrant liabilities (Narrative) (Details) $ / shares in Units, $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | ||||||||
Dec. 13, 2022 $ / shares shares | Dec. 09, 2022 CAD ($) $ / shares shares | Dec. 09, 2022 $ / shares $ / shares shares | Jul. 21, 2023 CAD ($) $ / shares shares | Jul. 21, 2023 USD ($) $ / shares shares | Sep. 30, 2023 CAD ($) $ / shares shares | Sep. 30, 2023 $ / shares | Sep. 30, 2022 $ / shares shares | Sep. 30, 2021 $ / shares shares | Dec. 09, 2022 $ / shares shares | |
Disclosure Of Warrant Liabilities [Line Items] | ||||||||||
Number of warrants granted | shares | 6,587,862 | 1,000,000 | 5,043,165 | |||||||
Exercise price of warrants issued | $ 5.29 | $ 0.57 | $ 1.73 | |||||||
U.S. IPO [Member] | Over-allotment Pre-Funded Warrants [Member] | ||||||||||
Disclosure Of Warrant Liabilities [Line Items] | ||||||||||
Number of warrants granted | shares | 199,000 | |||||||||
Debt Settlement [Member] | Warrants [Member] | ||||||||||
Disclosure Of Warrant Liabilities [Line Items] | ||||||||||
Change in fair value of warrant liabilities | $ | $ 62,476 | |||||||||
Warrant Liabilities [Member] | U.S. IPO [Member] | ||||||||||
Disclosure Of Warrant Liabilities [Line Items] | ||||||||||
Number of units sold in initial public offering | shares | 2,500,000 | 2,500,000 | 2,500,000 | |||||||
Nasdaq closing price per warrant | $ 0.9 | |||||||||
Warrant Liabilities [Member] | U.S. IPO [Member] | Over-allotment Pre-Funded Warrants [Member] | ||||||||||
Disclosure Of Warrant Liabilities [Line Items] | ||||||||||
Number of warrants granted | shares | 199,000 | |||||||||
Exercise price of warrants issued | $ 0.01 | |||||||||
Exercise price per warrant per pre-funded warrant | $ 3.81024 | $ 3.81024 | ||||||||
Warrant Liabilities [Member] | U.S. IPO [Member] | Option Warrants [Member] | ||||||||||
Disclosure Of Warrant Liabilities [Line Items] | ||||||||||
Number of warrants granted | shares | 375,000 | |||||||||
Warrant Liabilities [Member] | U.S. IPO [Member] | Over-allotment Warrants [Member] | ||||||||||
Disclosure Of Warrant Liabilities [Line Items] | ||||||||||
Number of warrants granted | shares | 375,000 | |||||||||
Exercise price of warrants issued | $ 5 | |||||||||
Exercise price per warrant per pre-funded warrant | $ 0.0001 | $ 0.0001 | ||||||||
Warrant Liabilities [Member] | Canadian offering [Member] | ||||||||||
Disclosure Of Warrant Liabilities [Line Items] | ||||||||||
Number of units sold in initial public offering | shares | 726,392 | 726,392 | 726,392 | |||||||
Warrant Liabilities [Member] | U.S. IPO and Canadian Offering [Member] | 2022 Warrants [Member] | ||||||||||
Disclosure Of Warrant Liabilities [Line Items] | ||||||||||
Number of warrants granted | shares | 3,226,392 | |||||||||
Exercise price of warrants issued | $ 5 | |||||||||
Nasdaq closing price per warrant | $ 0.24 | |||||||||
Fair value per warrant | $ 1.43 | $ 0.32 | ||||||||
Warrant Liabilities [Member] | U.S. IPO and Canadian Offering [Member] | Over-allotment Pre-Funded Warrants [Member] | ||||||||||
Disclosure Of Warrant Liabilities [Line Items] | ||||||||||
Exercise price of warrants issued | 0.01 | 0.01 | ||||||||
Nasdaq closing price per warrant | 1.55 | |||||||||
Fair value per warrant | (per share) | $ 4.18 | $ 1.05 | 2.08 | |||||||
Unit price per share | $ 4.13 | |||||||||
Non-cash charge/(gain) included in change in fair value of warrant liabilities | $ | $ 251,877 | |||||||||
Warrant Liabilities [Member] | U.S. IPO and Canadian Offering [Member] | Over-allotment Warrants [Member] | ||||||||||
Disclosure Of Warrant Liabilities [Line Items] | ||||||||||
Nasdaq closing price per warrant | 0.24 | |||||||||
Fair value per warrant | $ 1.43 | 0.32 | ||||||||
Warrant Liabilities [Member] | Debt Settlement [Member] | ||||||||||
Disclosure Of Warrant Liabilities [Line Items] | ||||||||||
Number of units sold in initial public offering | shares | 56,141 | |||||||||
Unit price per share | $ 4.13 | |||||||||
Number of common shares issued in debt settlement | shares | 56,141 | |||||||||
Warrant Liabilities [Member] | Debt Settlement [Member] | Warrants [Member] | ||||||||||
Disclosure Of Warrant Liabilities [Line Items] | ||||||||||
Number of warrants granted | shares | 56,141 | |||||||||
Exercise price of warrants issued | $ 5 | |||||||||
Nasdaq closing price per warrant | 0.24 | |||||||||
Warrant Liabilities [Member] | Private Placement [Member] | ||||||||||
Disclosure Of Warrant Liabilities [Line Items] | ||||||||||
Gross proceeds from private placement | $ 7,400,000 | $ 5,590 | ||||||||
Warrant Liabilities [Member] | Private Placement [Member] | 2023 Warrants [Member] | ||||||||||
Disclosure Of Warrant Liabilities [Line Items] | ||||||||||
Number of warrants granted | shares | 1,542,194 | 1,542,194 | ||||||||
Exercise price of warrants issued | $ 2.66 | |||||||||
Fair value per warrant | $ 0.99 | 0.52 | ||||||||
Warrant Liabilities [Member] | Private Placement [Member] | Pre-Funded Warrants [Member] | ||||||||||
Disclosure Of Warrant Liabilities [Line Items] | ||||||||||
Number of warrants granted | shares | 930,548 | 930,548 | ||||||||
Exercise price of warrants issued | $ 0.001 | $ 0.001 | ||||||||
Exercise price per warrant per pre-funded warrant | 2.259 | |||||||||
Fair value per warrant | (per share) | $ 1.98 | 0.75 | $ 2.08 | |||||||
Unit price per share | $ 2.26 |
Warrant liabilities - Disclosur
Warrant liabilities - Disclosure of reconciliation of warrant liabilities (Details) - CAD ($) | 12 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2020 | |
Disclosure of reconciliation of liabilities arising from financing activities [line items] | ||||
Number of outstanding securities as at September 30, 2023 | 15,507,862 | 13,417,156 | 13,901,640 | 9,585,050 |
Warrant Liabilities [Member] | ||||
Disclosure of reconciliation of liabilities arising from financing activities [line items] | ||||
Balance, beginning of period | $ 0 | |||
Initial recognition | 10,374,141 | |||
(Gain) Loss on revaluation of financial instruments | (6,093,067) | |||
Exchange gain on revaluation | 54,599 | |||
Balance, end of period | $ 4,335,673 | |||
Number of outstanding securities as at September 30, 2023 | 6,329,275 | |||
Warrant Liabilities [Member] | U.S. IPO and Canadian Offering [Member] | 2022 Warrants [Member] | ||||
Disclosure of reconciliation of liabilities arising from financing activities [line items] | ||||
Balance, beginning of period | $ 0 | |||
Initial recognition | 4,617,451 | |||
(Gain) Loss on revaluation of financial instruments | (3,553,175) | |||
Exchange gain on revaluation | (21,738) | |||
Balance, end of period | $ 1,042,538 | |||
Number of outstanding securities as at September 30, 2023 | 3,226,392 | |||
Warrant Liabilities [Member] | U.S. IPO and Canadian Offering [Member] | Over-allotment Pre-Funded Warrants [Member] | ||||
Disclosure of reconciliation of liabilities arising from financing activities [line items] | ||||
Balance, beginning of period | $ 0 | |||
Initial recognition | 832,698 | |||
(Gain) Loss on revaluation of financial instruments | (415,996) | |||
Exchange gain on revaluation | (2,368) | |||
Balance, end of period | $ 414,334 | |||
Number of outstanding securities as at September 30, 2023 | 199,000 | |||
Warrant Liabilities [Member] | U.S. IPO and Canadian Offering [Member] | Over-allotment Warrants [Member] | ||||
Disclosure of reconciliation of liabilities arising from financing activities [line items] | ||||
Balance, beginning of period | $ 0 | |||
Initial recognition | 536,681 | |||
(Gain) Loss on revaluation of financial instruments | (412,247) | |||
Exchange gain on revaluation | (3,261) | |||
Balance, end of period | $ 121,173 | |||
Number of outstanding securities as at September 30, 2023 | 375,000 | |||
Warrant Liabilities [Member] | Private Placement [Member] | 2023 Warrants [Member] | ||||
Disclosure of reconciliation of liabilities arising from financing activities [line items] | ||||
Balance, beginning of period | $ 0 | |||
Initial recognition | 1,528,160 | |||
(Gain) Loss on revaluation of financial instruments | (765,212) | |||
Exchange gain on revaluation | 35,625 | |||
Balance, end of period | $ 798,573 | |||
Number of outstanding securities as at September 30, 2023 | 1,542,194 | |||
Warrant Liabilities [Member] | Private Placement [Member] | Pre-Funded Warrants [Member] | ||||
Disclosure of reconciliation of liabilities arising from financing activities [line items] | ||||
Balance, beginning of period | $ 0 | |||
Initial recognition | 2,778,534 | |||
(Gain) Loss on revaluation of financial instruments | (883,961) | |||
Exchange gain on revaluation | 46,341 | |||
Balance, end of period | $ 1,940,914 | |||
Number of outstanding securities as at September 30, 2023 | 930,548 | |||
Warrant Liabilities [Member] | Debt Settlement [Member] | Warrants [Member] | ||||
Disclosure of reconciliation of liabilities arising from financing activities [line items] | ||||
Balance, beginning of period | $ 0 | |||
Initial recognition | 80,617 | |||
(Gain) Loss on revaluation of financial instruments | (62,476) | |||
Exchange gain on revaluation | 0 | |||
Balance, end of period | $ 18,141 | |||
Number of outstanding securities as at September 30, 2023 | 56,141 |
Warrant liabilities - Disclos_2
Warrant liabilities - Disclosure of valuation assumptions on which warrants measured at fair value (Details) | 1 Months Ended | 12 Months Ended | ||||||
Dec. 09, 2022 $ / shares $ / shares $ / $ shares | Dec. 09, 2022 $ / shares $ / $ shares | Jul. 21, 2023 $ / shares $ / shares $ / $ shares | Jul. 21, 2023 $ / shares $ / $ shares | Sep. 30, 2023 $ / shares $ / shares $ / $ shares | Sep. 30, 2023 $ / shares $ / $ shares | Sep. 30, 2022 $ / shares | Sep. 30, 2021 $ / shares | |
Disclosure Of Valuation Assumptions On Which Warrants Measured At Fair Value [Line Items] | ||||||||
Exercise price (in USD) | $ 5.29 | $ 0.57 | $ 1.73 | |||||
Warrant Liabilities [Member] | U.S. IPO and Canadian Offering [Member] | 2022 Warrants [Member] | ||||||||
Disclosure Of Valuation Assumptions On Which Warrants Measured At Fair Value [Line Items] | ||||||||
Number of securities | shares | 3,282,533 | 3,282,533 | 3,282,533 | 3,282,533 | ||||
Nasdaq closing price (in USD) | $ 0.24 | $ 0.24 | ||||||
Exercise price (in USD) | $ 5 | |||||||
Share price (in USD) | $ 4.13 | $ 4.13 | ||||||
Expected life | 2 years 6 months | 2 years 6 months | ||||||
Dividend | 0% | 0% | ||||||
Volatility | 75% | 75% | ||||||
Risk-free interest rate | 4.20% | 4.20% | ||||||
Exchange rate (USD/CAD) | $ / $ | 1.363 | 1.363 | 1.352 | 1.352 | ||||
Fair value per warrant (CAD) | $ 1.43 | $ 0.32 | ||||||
Warrant Liabilities [Member] | U.S. IPO and Canadian Offering [Member] | Over-allotment Pre-Funded Warrants [Member] | ||||||||
Disclosure Of Valuation Assumptions On Which Warrants Measured At Fair Value [Line Items] | ||||||||
Number of securities | shares | 199,000 | 199,000 | 199,000 | 199,000 | ||||
Nasdaq closing price (in USD) | $ 1.55 | $ 1.55 | ||||||
Exercise price (in USD) | $ 0.01 | $ 0.01 | ||||||
Share price (in USD) | $ 3.08 | 3.08 | ||||||
Exchange rate (USD/CAD) | $ / $ | 1.352 | 1.352 | ||||||
Fair value per warrant (CAD) | (per share) | $ 4.18 | $ 1.05 | $ 2.08 | |||||
Warrant Liabilities [Member] | U.S. IPO and Canadian Offering [Member] | Over-allotment Warrants [Member] | ||||||||
Disclosure Of Valuation Assumptions On Which Warrants Measured At Fair Value [Line Items] | ||||||||
Number of securities | shares | 375,000 | 375,000 | 375,000 | 375,000 | ||||
Nasdaq closing price (in USD) | $ 0.24 | $ 0.24 | ||||||
Exchange rate (USD/CAD) | $ / $ | 1.352 | 1.352 | ||||||
Fair value per warrant (CAD) | $ 1.43 | $ 0.32 | ||||||
Warrant Liabilities [Member] | Private Placement [Member] | 2023 Warrants [Member] | ||||||||
Disclosure Of Valuation Assumptions On Which Warrants Measured At Fair Value [Line Items] | ||||||||
Number of securities | shares | 1,542,194 | 1,542,194 | 1,542,194 | 1,542,194 | ||||
Exercise price (in USD) | $ 2.66 | |||||||
Share price (in USD) | $ 2.08 | $ 2.08 | $ 0 | $ 0 | ||||
Expected life | 2 years 6 months | 2 years 6 months | ||||||
Dividend | 0% | 0% | ||||||
Volatility | 67% | 67% | ||||||
Risk-free interest rate | 4.44% | 4.44% | ||||||
Black Scholes fair value (in USD) | $ 0.38 | $ 0.38 | ||||||
Exchange rate (USD/CAD) | $ / $ | 1.321 | 1.321 | 1.352 | 1.352 | ||||
Fair value per warrant (CAD) | $ 0.99 | $ 0.52 | ||||||
Warrant Liabilities [Member] | Private Placement [Member] | Pre-Funded Warrants [Member] | ||||||||
Disclosure Of Valuation Assumptions On Which Warrants Measured At Fair Value [Line Items] | ||||||||
Number of securities | shares | 930,548 | 930,548 | 930,548 | 930,548 | ||||
Exercise price (in USD) | $ 0.001 | $ 0.001 | ||||||
Share price (in USD) | $ 2.08 | $ 2.08 | $ 1.55 | 1.55 | ||||
Black Scholes fair value (in USD) | $ 0 | $ 0 | ||||||
Exchange rate (USD/CAD) | $ / $ | 1.321 | 1.321 | 1.352 | 1.352 | ||||
Fair value per warrant (CAD) | (per share) | $ 1.98 | $ 0.75 | $ 2.08 |
Share capital and Contributed_3
Share capital and Contributed Surplus - (A) Share capital (Narrative) (Details) | 1 Months Ended | 12 Months Ended | ||||||||||||||||||
Dec. 09, 2022 CAD ($) shares | Dec. 09, 2022 USD ($) $ / shares shares | Jul. 14, 2022 CAD ($) $ / shares shares | Mar. 11, 2022 CAD ($) | Jul. 21, 2023 CAD ($) $ / shares shares | Jul. 21, 2023 USD ($) $ / shares shares | Oct. 28, 2022 | Sep. 30, 2021 CAD ($) $ / shares shares | Apr. 30, 2021 CAD ($) $ / shares shares | Sep. 30, 2023 CAD ($) share $ / shares shares | Sep. 30, 2023 $ / shares shares | Dec. 13, 2022 CAD ($) shares | Dec. 13, 2022 USD ($) shares | Sep. 30, 2022 CAD ($) share shares | Sep. 30, 2021 CAD ($) share shares | Jul. 21, 2023 $ / shares | Aug. 25, 2022 | Apr. 30, 2022 shares | Dec. 31, 2021 share | Sep. 30, 2020 shares | |
Disclosure of classes of share capital [line items] | ||||||||||||||||||||
Description of reverse stock split | 1-for-70 Reverse Split | |||||||||||||||||||
Cash commission | $ | $ 542,591 | $ 33,880 | $ 606,622 | |||||||||||||||||
Share offering costs | $ | 3,152,794 | 33,880 | 606,622 | |||||||||||||||||
Proceeds from issue of ordinary shares | $ | $ 7,357,012 | $ 344,000 | $ 6,002,472 | |||||||||||||||||
Number of warrants granted | 6,587,862 | 1,000,000 | 5,043,165 | |||||||||||||||||
Number of warrants outstanding | 13,901,640 | 15,507,862 | 15,507,862 | 13,417,156 | 13,901,640 | 9,585,050 | ||||||||||||||
Number of share options granted | share | 340,000 | 9,500 | 52,988 | |||||||||||||||||
Shares cancelled | share | 0 | 17,714 | ||||||||||||||||||
Total consideration | $ | $ 167,027 | $ 860,400 | $ 988,716 | |||||||||||||||||
Number of shares issued | 589,518 | 773,225 | 773,225 | 699,511 | 589,518 | |||||||||||||||
Professional fees expense | $ | $ 940,667 | $ 1,028,240 | $ 778,337 | |||||||||||||||||
Interest expense | $ | $ 723,548 | 511,990 | $ 116,113 | |||||||||||||||||
March 2022 Loan [Member] | ||||||||||||||||||||
Disclosure of classes of share capital [line items] | ||||||||||||||||||||
Share offering costs | $ | $ 16,581 | |||||||||||||||||||
Borrowings, interest rate | 9% | |||||||||||||||||||
August 2022 Loans [Member] | ||||||||||||||||||||
Disclosure of classes of share capital [line items] | ||||||||||||||||||||
Borrowings, interest rate | 6% | |||||||||||||||||||
US public offering [Member] | ||||||||||||||||||||
Disclosure of classes of share capital [line items] | ||||||||||||||||||||
Number of units issued | 2,500,000 | 2,500,000 | ||||||||||||||||||
Price per unit issued | $ / shares | $ 4.13 | |||||||||||||||||||
Exercise price of warrants issued | $ / shares | $ 5 | |||||||||||||||||||
Pre-funded common share purchase warrants issued | 199,000 | 199,000 | ||||||||||||||||||
Pre-funded common share purchase warrant, price per share | $ / shares | $ 4.12 | |||||||||||||||||||
Warrants granted during period | 375,000 | 375,000 | ||||||||||||||||||
Exercise price of warrants granted | $ / shares | $ 0.0001 | |||||||||||||||||||
Exercise price of pre-funded warrant | $ / shares | $ 0.01 | |||||||||||||||||||
Underwriter warrants granted | 134,950 | 134,950 | ||||||||||||||||||
Cash commission | $ 1,138,105 | $ 835,000 | ||||||||||||||||||
Percentage of gross proceeds offering | 7.50% | 7.50% | ||||||||||||||||||
Underwriter warrants, percentage | 5% | 5% | ||||||||||||||||||
Exercise price of underwriters warrants | $ / shares | $ 5.1625 | |||||||||||||||||||
Canadian offering [Member] | ||||||||||||||||||||
Disclosure of classes of share capital [line items] | ||||||||||||||||||||
Number of units issued | 726,392 | 726,392 | ||||||||||||||||||
Price per unit issued | $ / shares | $ 4.13 | |||||||||||||||||||
Exercise price of warrants issued | $ / shares | $ 5 | |||||||||||||||||||
Warrants granted during period | 50,848 | 50,848 | ||||||||||||||||||
Cash commission | $ 286,230 | $ 210,000 | ||||||||||||||||||
Compensation options granted | 50,848 | 50,848 | ||||||||||||||||||
U.S. IPO and Canadian Offering [Member] | ||||||||||||||||||||
Disclosure of classes of share capital [line items] | ||||||||||||||||||||
Gross proceeds from issuing units | $ 19,400,000 | $ 14,100,000 | ||||||||||||||||||
Share offering costs | 2,800,000 | 2,100,000 | ||||||||||||||||||
Share offering costs deferred | $ | $ 628,262 | |||||||||||||||||||
Total brokers compensation and share offering costs | $ 4,400,000 | $ 3,200,000 | ||||||||||||||||||
Issued common shares | 3,226,392 | 0 | 0 | |||||||||||||||||
Issue of equity | $ | $ 13,675,120 | $ 0 | $ 0 | |||||||||||||||||
Private Placement [Member] | ||||||||||||||||||||
Disclosure of classes of share capital [line items] | ||||||||||||||||||||
Number of units issued | 22,857 | 10,714 | ||||||||||||||||||
Price per unit issued | $ / shares | $ 15.05 | $ 140 | ||||||||||||||||||
Exercise price of warrants issued | (per share) | $ 3.5 | $ 2.66 | ||||||||||||||||||
Pre-funded common share purchase warrants issued | 930,548 | 930,548 | ||||||||||||||||||
Pre-funded common share purchase warrant, price per share | (per share) | $ 2.979 | 2.259 | ||||||||||||||||||
Exercise price of warrants granted | $ / shares | $ 0.285 | $ 2.35 | ||||||||||||||||||
Exercise price of pre-funded warrant | $ / shares | $ 0.001 | |||||||||||||||||||
Underwriter warrants granted | 123,637 | 123,637 | ||||||||||||||||||
Cash commission | $ | $ 90,000 | |||||||||||||||||||
Share offering costs | $ | 130,730 | |||||||||||||||||||
Issued common shares | 1,542,194 | 1,542,194 | 1,542,194 | 22,857 | 10,714 | |||||||||||||||
Proceeds from issue of ordinary shares | $ 7,400,000 | $ 5,588,397 | ||||||||||||||||||
Issue price per share | (per share) | $ 2.98 | $ 2.26 | ||||||||||||||||||
Proceeds from issuing units | $ | $ 344,000 | $ 1,500,000 | ||||||||||||||||||
Number of warrants granted | 800,000 | |||||||||||||||||||
Description of warrants issued | each for a period of 24 months from the closing date. Each Warrant converts into 0.01428571 common shares or 70 warrants for one common share. | |||||||||||||||||||
Percentage of market capitalization | 25% | |||||||||||||||||||
Description of units issued | each September Unit is comprised of one common share and seventy Warrant Shares at a price of $2.35 for each 1/70 of a common share (70 warrants for one common share) for a period of 24 months from September 16, 2021 ("September 2021 Warrants"). If at any time after four months and one day following September 16, 2021, the trading price of KWESST common stock on the TSX-V is equal to or exceeds $322.00 for a period of 3 consecutive trading days, as evidenced by the price at the close of market, we will be entitled to notify the holders of Warrants of its intention to force the exercise of the Warrants. Upon receipt of such notice, the holders of the Warrants shall have 30 days to exercise the Warrants, failing which the Warrants will automatically expire. | |||||||||||||||||||
Consideration allocated between common share and warrant | $ / shares | $ 140 | |||||||||||||||||||
Fair value per warrant granted | $ / shares | 0.52 | |||||||||||||||||||
Consideration allocated to common shares | $ / shares | 103.6 | |||||||||||||||||||
Issue of equity | $ | $ 3,050,316 | $ 272,000 | $ 1,110,000 | |||||||||||||||||
Debt Settlement [Member] | ||||||||||||||||||||
Disclosure of classes of share capital [line items] | ||||||||||||||||||||
Number of units issued to settle loan | 56,141 | 56,141 | ||||||||||||||||||
Debt Settlement [Member] | March 2022 Loan [Member] | ||||||||||||||||||||
Disclosure of classes of share capital [line items] | ||||||||||||||||||||
Debt settled with issuance of units | $ | $ 12,000 | |||||||||||||||||||
Debt Settlement [Member] | August 2022 Loans [Member] | ||||||||||||||||||||
Disclosure of classes of share capital [line items] | ||||||||||||||||||||
Debt settled with issuance of units | $ 302,197 | $ 223,321 | ||||||||||||||||||
Brokers' Compensation And Share Offering Costs [Member] | ||||||||||||||||||||
Disclosure of classes of share capital [line items] | ||||||||||||||||||||
Percentage of gross proceeds offering | 8.50% | |||||||||||||||||||
Payment for cash fees | $ | $ 475,013.14 | |||||||||||||||||||
Placement agent warrants granted | 123,637 | |||||||||||||||||||
Percentage of pre-funded warrants sold | 5% | |||||||||||||||||||
Exercise price of Placement Agent Warrants | (per share) | $ 3.5 | $ 2.66 | ||||||||||||||||||
Directors and officers [Member] | ||||||||||||||||||||
Disclosure of classes of share capital [line items] | ||||||||||||||||||||
Number of units issued | 5,814 | 1,029 | ||||||||||||||||||
Proceeds from issuing units | $ | $ 87,500 | $ 90,000 | ||||||||||||||||||
Brokered private placement [Member] | ||||||||||||||||||||
Disclosure of classes of share capital [line items] | ||||||||||||||||||||
Number of units issued | 51,087 | |||||||||||||||||||
Price per unit issued | $ / shares | $ 87.5 | |||||||||||||||||||
Exercise price of warrants granted | $ / shares | $ 1.75 | |||||||||||||||||||
Cash commission | $ | $ 288,405 | |||||||||||||||||||
Share offering costs | $ | 630,680 | |||||||||||||||||||
Issued common shares | 0 | 0 | 51,087 | |||||||||||||||||
Proceeds from issuing units | $ | $ 4,470,071 | |||||||||||||||||||
Description of units issued | Each April 2021 Warrant is exercisable to acquire 1/70 of a common share at a price of $1.75 each (70 warrants for one common share) for a period of 24 months from the closing of the April 2021 Offering ("Closing Date"). If at any time after four (4) months and one (1) day following the Closing Date, the trading price of KWESST common stock on the TSX Venture Exchange is equal to or exceeds $210.00 for a period of 10 consecutive trading days, as evidenced by the price at the close of market, we will be entitled to notify the holders of the April 2021 Warrants of its intention to force the exercise of the April 2021 Warrants. Upon receipt of such notice, the holders of April 2021 Warrants shall have 30 days to exercise the April 2021 Warrants, failing which the April 2021 Warrants will automatically expire. | |||||||||||||||||||
Consideration allocated between common share and warrant | $ / shares | $ 87.5 | |||||||||||||||||||
Consideration allocated to common shares | $ / shares | $ 70.7 | |||||||||||||||||||
Compensation options granted to agents | $ | $ 233,057 | |||||||||||||||||||
Issue of equity | $ | $ 0 | $ 0 | $ 3,611,818 | |||||||||||||||||
Estimated fair value per warrant | $ / shares | $ 0.24 | |||||||||||||||||||
Asset acquisition [Member] | ||||||||||||||||||||
Disclosure of classes of share capital [line items] | ||||||||||||||||||||
Issued common shares | 14,286 | 0 | 0 | 14,286 | ||||||||||||||||
Number of warrants granted | 500,000 | |||||||||||||||||||
Issue of equity | $ | $ 0 | $ 0 | $ 1,290,000 | |||||||||||||||||
Estimated fair value per warrant | $ / shares | $ 0.85 | |||||||||||||||||||
September 2021 broker warrants [Member] | ||||||||||||||||||||
Disclosure of classes of share capital [line items] | ||||||||||||||||||||
Exercise price of warrants granted | $ / shares | $ 2 | |||||||||||||||||||
Number of warrants granted | 45,000 | |||||||||||||||||||
Estimated fair value per warrant | $ / shares | $ 0.72 | |||||||||||||||||||
Amended license [Member] | ||||||||||||||||||||
Disclosure of classes of share capital [line items] | ||||||||||||||||||||
Issued common shares | 1,429 | 0 | 0 | 1,429 | ||||||||||||||||
Issue of equity | $ | $ 0 | $ 0 | $ 137,000 | |||||||||||||||||
Debt settlements - legal fees [Member] | ||||||||||||||||||||
Disclosure of classes of share capital [line items] | ||||||||||||||||||||
Issued common shares | 143 | 816 | ||||||||||||||||||
Issue of equity | $ | $ 19,000 | $ 47,000 | ||||||||||||||||||
Debt settlements - online advertising services [Member] | ||||||||||||||||||||
Disclosure of classes of share capital [line items] | ||||||||||||||||||||
Issued common shares | 346 | |||||||||||||||||||
Issue of equity | $ | $ 16,866 | |||||||||||||||||||
Police Ordnance acquisition [Member] | ||||||||||||||||||||
Disclosure of classes of share capital [line items] | ||||||||||||||||||||
Number of common shares issued | share | 3,965 | |||||||||||||||||||
Number of additional common shares | 875 |
Share capital and Contributed_4
Share capital and Contributed Surplus - (C) Contributed Surplus (Narrative) (Details) | 1 Months Ended | 12 Months Ended | |||||||
Dec. 09, 2022 CAD ($) $ / shares shares | Dec. 09, 2022 USD ($) shares | Mar. 31, 2023 CAD ($) $ / shares shares | Apr. 30, 2021 CAD ($) $ / shares | Sep. 30, 2023 CAD ($) share $ / shares | Sep. 30, 2022 CAD ($) share $ / shares shares | Sep. 30, 2021 CAD ($) share $ / shares shares | Mar. 30, 2023 shares | Sep. 30, 2020 share | |
Disclosure of classes of share capital [line items] | |||||||||
Cash commission | $ 542,591 | $ 33,880 | $ 606,622 | ||||||
Number of share options granted | share | 340,000 | 9,500 | 52,988 | ||||||
Estimated life | 2 years 10 months 17 days | ||||||||
Share offering costs | $ 125,086 | ||||||||
Share issue related cost | $ 3,152,794 | $ 33,880 | $ 606,622 | ||||||
Number of compensation options exercised | shares | 2,459 | ||||||||
Gross proceeds from option exercises | $ 215,148 | ||||||||
Number of Compensation Option Units outstanding | shares | 837 | ||||||||
Outstanding stock options | share | 389,907 | 57,108 | 59,536 | 28,838 | |||||
Weighted average exercise price of share options granted | $ / shares | $ 2.59 | $ 69.59 | $ 104.3 | ||||||
Weighted average vesting period of options | 1 year 10 months 13 days | 10 months 17 days | 1 year 9 months 25 days | ||||||
Weighted-average fair value of stock options | $ / shares | $ 38.21 | $ 38.21 | $ 50.4 | ||||||
Number of options with accelerated vesting | shares | 5,507 | ||||||||
Number of options with accelerated cancellation | shares | 3,571 | ||||||||
Additional stock based compensation charges | $ 65,813 | ||||||||
Number of other equity instruments granted | share | 0 | 29,182 | 21,412 | ||||||
Shared-based compensation expense | $ 373,554 | $ 1,960,072 | $ 2,462,207 | ||||||
Canadian offering [Member] | |||||||||
Disclosure of classes of share capital [line items] | |||||||||
Compensation options granted | shares | 50,848 | 50,848 | |||||||
Cash commission | $ 286,230 | $ 210,000 | |||||||
Exercise price, share options granted | $ / shares | $ 4.13 | ||||||||
Option exercisable term | two years | two years | |||||||
April 2021 Offering [Member] | |||||||||
Disclosure of classes of share capital [line items] | |||||||||
Cash commission | $ 288,405 | ||||||||
Number of share options granted | 3,296 | ||||||||
Exercise price, share options granted | $ / shares | $ 87.5 | ||||||||
Option exercisable term | two years | ||||||||
Description of stock option warrants exercise | Each Compensation Option Warrant is exercisable to acquire 1/70 of a Common Share (a "Compensation Option Warrant Share") at a price of $1.75 per Compensation Option Warrant Share (70 Compensation Option Warrant for one Compensation Option Warrant Share) for a period of 24 months from the closing of the Offering. | ||||||||
Fair value per compensation option | $ / shares | $ 77 | ||||||||
Estimated life | 2 years | ||||||||
Underlying stock price | $ / shares | $ 90.3 | ||||||||
Exercise price of outstanding share options | $ / shares | $ 87.5 | ||||||||
Expected volatility | 80% | ||||||||
Risk-free interest rate | 0.31% | ||||||||
Expected discount rate | 0% | ||||||||
Share issue related cost | $ 233,057 | ||||||||
Long-Term Incentive Plan [Member] | |||||||||
Disclosure of classes of share capital [line items] | |||||||||
Number of share options granted | share | 340,000 | ||||||||
Maximum number of share units authorized under plan | shares | 407,274 | 60,682 | |||||||
Number of Share Units available for future grants | shares | 11,153 | ||||||||
Stock options with revised exercise price | shares | 50,981 | ||||||||
Revised stock option exercise price | $ / shares | $ 3.6 | ||||||||
Fair value increase in share-based compensation | $ 77,001 | ||||||||
Outstanding stock options | 389,907 | ||||||||
Restricted Share Units [Member] | |||||||||
Disclosure of classes of share capital [line items] | |||||||||
Number of other equity instruments granted | share | 0 | 10,726 | 16,412 | ||||||
Weighted-average grant date fair value | $ 0 | $ 43.5 | $ 105.7 | ||||||
Weighted average vesting period of other equity instruments | 1 month 6 days | 2 months 4 days | 8 months 8 days | ||||||
Performance Stock Units [Member] | |||||||||
Disclosure of classes of share capital [line items] | |||||||||
Number of other equity instruments granted | share | 0 | 17,942 | 2,857 | ||||||
Weighted-average grant date fair value | $ 0 | $ 126.7 | $ 105 | ||||||
Weighted average vesting period of other equity instruments | 4 months 24 days | ||||||||
Share Appreciation Rights [Member] | |||||||||
Disclosure of classes of share capital [line items] | |||||||||
Number of other equity instruments granted | share | 0 | 514 | 2,143 | ||||||
Weighted average exercise price of other equity instruments granted | $ / shares | $ 0 | $ 126.7 | $ 115.5 | ||||||
Number of other equity instruments expired | share | 2,657 |
Share capital and Contributed_5
Share capital and Contributed Surplus - Disclosure of issued common shares (Details) $ in Millions | 1 Months Ended | 12 Months Ended | ||||||
Dec. 09, 2022 CAD ($) | Dec. 09, 2022 USD ($) | Jul. 21, 2023 shares | Sep. 30, 2021 CAD ($) shares | Apr. 30, 2021 CAD ($) shares | Sep. 30, 2023 CAD ($) shares | Sep. 30, 2022 CAD ($) shares | Sep. 30, 2021 CAD ($) shares | |
Disclosure of classes of share capital [line items] | ||||||||
Beginning Balance (in shares) | shares | 773,225 | 699,511 | 589,518 | |||||
Outstanding amount, beginning of the period | $ 19,496,640 | $ 17,215,068 | $ 9,374,563 | |||||
Less: share offering costs | $ (3,152,794) | $ (33,880) | $ (606,622) | |||||
Ending Balance (in shares) | shares | 699,511 | 5,616,782 | 773,225 | 699,511 | ||||
Outstanding amount, end of the period | $ 17,215,068 | $ 33,379,110 | $ 19,496,640 | $ 17,215,068 | ||||
U.S. IPO and Canadian Offering [Member] | ||||||||
Disclosure of classes of share capital [line items] | ||||||||
Issued common shares | shares | 3,226,392 | 0 | 0 | |||||
Amount | $ 13,675,120 | $ 0 | $ 0 | |||||
Less: share offering costs | $ (2,800,000) | $ (2.1) | ||||||
Private Placement [Member] | ||||||||
Disclosure of classes of share capital [line items] | ||||||||
Issued common shares | shares | 1,542,194 | 1,542,194 | 22,857 | 10,714 | ||||
Amount | $ 3,050,316 | $ 272,000 | $ 1,110,000 | |||||
Less: share offering costs | $ (130,730) | |||||||
Debt settlements [Member] | ||||||||
Disclosure of classes of share capital [line items] | ||||||||
Issued common shares | shares | 56,141 | 143 | 1,305 | |||||
Amount | $ 233,485 | $ 19,000 | $ 63,866 | |||||
Conversion of share units [Member] | ||||||||
Disclosure of classes of share capital [line items] | ||||||||
Issued common shares | shares | 14,134 | 8,349 | 138 | |||||
Amount | $ 529,504 | $ 874,840 | $ 12,498 | |||||
Exercise of warrants [Member] | ||||||||
Disclosure of classes of share capital [line items] | ||||||||
Issued common shares | shares | 3,571 | 19,000 | 10,380 | |||||
Amount | $ 60,000 | $ 277,098 | $ 815,307 | |||||
Exercise of stock options [Member] | ||||||||
Disclosure of classes of share capital [line items] | ||||||||
Issued common shares | shares | 1,125 | 0 | 18,195 | |||||
Amount | $ 5,836 | $ 0 | $ 1,292,015 | |||||
Bonus shares relating to borrowings [Member] | ||||||||
Disclosure of classes of share capital [line items] | ||||||||
Issued common shares | shares | 0 | 18,525 | 0 | |||||
Amount | $ 0 | $ 411,692 | $ 0 | |||||
Acquisition [Member] | ||||||||
Disclosure of classes of share capital [line items] | ||||||||
Issued common shares | shares | 0 | 3,965 | 0 | |||||
Amount | $ 0 | $ 377,503 | $ 0 | |||||
Conversion of contingent shares [Member] | ||||||||
Disclosure of classes of share capital [line items] | ||||||||
Issued common shares | shares | 0 | 875 | 0 | |||||
Amount | $ 0 | $ 83,319 | $ 0 | |||||
Brokered private placement [Member] | ||||||||
Disclosure of classes of share capital [line items] | ||||||||
Issued common shares | shares | 0 | 0 | 51,087 | |||||
Amount | $ 0 | $ 0 | $ 3,611,818 | |||||
Less: share offering costs | $ (630,680) | |||||||
Asset acquisition [Member] | ||||||||
Disclosure of classes of share capital [line items] | ||||||||
Issued common shares | shares | 14,286 | 0 | 0 | 14,286 | ||||
Amount | $ 0 | $ 0 | $ 1,290,000 | |||||
Exercise of broker compensation options [Member] | ||||||||
Disclosure of classes of share capital [line items] | ||||||||
Issued common shares | shares | 0 | 0 | 2,459 | |||||
Amount | $ 0 | $ 0 | $ 347,680 | |||||
Amended license [Member] | ||||||||
Disclosure of classes of share capital [line items] | ||||||||
Issued common shares | shares | 1,429 | 0 | 0 | 1,429 | ||||
Amount | $ 0 | $ 0 | $ 137,000 | |||||
Share offering costs [Member] | ||||||||
Disclosure of classes of share capital [line items] | ||||||||
Less: share offering costs | $ (3,671,791) | $ (33,880) | $ (839,679) |
Share capital and Contributed_6
Share capital and Contributed Surplus - Disclosure of warrant activity (Details) - $ / shares | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Disclosure of classes of share capital [line items] | |||
Warrants outstanding, beginning of the year | 13,417,156 | 13,901,640 | 9,585,050 |
Number of warrants granted | 6,587,862 | 1,000,000 | 5,043,165 |
Number of warrants exercised | (250,000) | (1,330,000) | (726,575) |
Number of warrants expired | (4,247,156) | (154,484) | 0 |
Warrants outstanding, end of the year | 15,507,862 | 13,417,156 | 13,901,640 |
Number of warrants exercisable end of the year | 15,382,862 | 12,792,156 | 12,901,640 |
Warrants exercise price, beginning of the year | $ 0.78 | $ 0.74 | $ 0.24 |
Weighted average exercise price of warrants issued | 5.29 | 0.57 | 1.73 |
Weighted average exercise price of warrants exercised | 0.5 | 0.26 | 1.05 |
Weighted average exercise price of warrant expired | 1.86 | 0.56 | 0 |
Warrants exercise price, end of the period | 2.49 | 0.78 | 0.74 |
Weighted average exercise price of warrants exercisable, end of the year | $ 2.5 | $ 0.82 | $ 0.75 |
Share capital and Contributed_7
Share capital and Contributed Surplus - Disclosure of additional information on outstanding warrants (Details) - CAD ($) | 12 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2020 | |
Disclosure of classes of share capital [line items] | ||||
Number of warrants outstanding | 15,507,862 | 13,417,156 | 13,901,640 | 9,585,050 |
Book value | $ 5,378,330 | |||
Classified as Equity [Member] | ||||
Disclosure of classes of share capital [line items] | ||||
Number of warrants outstanding | 9,178,587 | |||
Book value | $ 1,042,657 | |||
Classified as Equity [Member] | Founders warrants [Member] | Exercise price of $0.20 [Member] | January 1, 2024 [Member] | ||||
Disclosure of classes of share capital [line items] | ||||
Number of warrants outstanding | 5,520,000 | |||
Conversion ratio to Common Shares | 70 for 1 | |||
Book value | $ 1,013 | |||
Expiry Date | Jan. 01, 2024 | |||
Classified as Equity [Member] | Founders warrants [Member] | Exercise price of $0.20 [Member] | June 14, 2024 [Member] | ||||
Disclosure of classes of share capital [line items] | ||||
Number of warrants outstanding | 1,900,000 | |||
Conversion ratio to Common Shares | 70 for 1 | |||
Book value | $ 18,865 | |||
Expiry Date | Jun. 14, 2024 | |||
Classified as Equity [Member] | LEC warrants (Black-Scholes Option Model) [Member] | Exercise price of $0.70 [Member] | April 29, 2026 [Member] | ||||
Disclosure of classes of share capital [line items] | ||||
Number of warrants outstanding | 500,000 | |||
Conversion ratio to Common Shares | 70 for 1 | |||
Book value | $ 425,000 | |||
Expiry Date | Apr. 29, 2026 | |||
Classified as Equity [Member] | Acquisition of police ordnance [Member] | Exercise price of $1.72 [Member] | December 15, 2024 [Member] | ||||
Disclosure of classes of share capital [line items] | ||||
Number of warrants outstanding | 200,000 | |||
Conversion ratio to Common Shares | 70 for 1 | |||
Book value | $ 132,000 | |||
Expiry Date | Dec. 15, 2024 | |||
Classified as Equity [Member] | July 2022 equity financing [Member] | Exercise price of $0.285 [Member] | July 14, 2024 [Member] | ||||
Disclosure of classes of share capital [line items] | ||||
Number of warrants outstanding | 800,000 | |||
Conversion ratio to Common Shares | 70 for 1 | |||
Book value | $ 72,000 | |||
Expiry Date | Jul. 14, 2024 | |||
Classified as Equity [Member] | December 2022 U.S. Underwriter Warrants [Member] | Exercise price of $5.1625 [Member] | December 6, 2024 [Member] | ||||
Disclosure of classes of share capital [line items] | ||||
Number of warrants outstanding | 134,950 | |||
Conversion ratio to Common Shares | 1 for 1 | |||
Book value | $ 189,592 | |||
Expiry Date | Dec. 06, 2024 | |||
Classified as Equity [Member] | July 2023 U.S. Underwriter Warrants [Member] | Exercise price of $2.66 [Member] | December 6, 2024 [Member] | ||||
Disclosure of classes of share capital [line items] | ||||
Number of warrants outstanding | 123,637 | |||
Conversion ratio to Common Shares | 1 for 1 | |||
Book value | $ 204,187 | |||
Expiry Date | Dec. 06, 2024 | |||
Classified as liability [Member] | ||||
Disclosure of classes of share capital [line items] | ||||
Number of warrants outstanding | 6,329,275 | |||
Book value | $ 4,335,673 | |||
Classified as liability [Member] | December 2022 public offerings [Member] | Exercise price of $5.00 [Member] | December 9, 2027 [Member] | ||||
Disclosure of classes of share capital [line items] | ||||
Number of warrants outstanding | 3,226,392 | |||
Conversion ratio to Common Shares | 1 for 1 | |||
Book value | $ 1,042,538 | |||
Expiry Date | Dec. 09, 2027 | |||
Classified as liability [Member] | December 2022 Pre-Funded Warrants [Member] | Exercise price of $0.01 [Member] | ||||
Disclosure of classes of share capital [line items] | ||||
Number of warrants outstanding | 199,000 | |||
Conversion ratio to Common Shares | 1 for 1 | |||
Book value | $ 414,334 | |||
Classified as liability [Member] | December 2022 Option Warrants [Member] | Exercise price of $5.1625 [Member] | December 9, 2024 [Member] | ||||
Disclosure of classes of share capital [line items] | ||||
Number of warrants outstanding | 375,000 | |||
Conversion ratio to Common Shares | 1 for 1 | |||
Book value | $ 121,173 | |||
Expiry Date | Dec. 09, 2024 | |||
Classified as liability [Member] | December 2022 debt settlement [Member] | Exercise price of $5.00 [Member] | December 9, 2027 [Member] | ||||
Disclosure of classes of share capital [line items] | ||||
Number of warrants outstanding | 56,141 | |||
Conversion ratio to Common Shares | 1 for 1 | |||
Book value | $ 18,141 | |||
Expiry Date | Dec. 09, 2027 | |||
Classified as liability [Member] | July 2023 public offerings [Member] | Exercise price of $2.66 [Member] | July 21, 2028 [Member] | ||||
Disclosure of classes of share capital [line items] | ||||
Number of warrants outstanding | 1,542,194 | |||
Conversion ratio to Common Shares | 1 for 1 | |||
Book value | $ 798,573 | |||
Expiry Date | Jul. 21, 2028 | |||
Classified as liability [Member] | July 2023 Pre-Funded Warrants [Member] | Exercise price of $0.001 [Member] | ||||
Disclosure of classes of share capital [line items] | ||||
Number of warrants outstanding | 930,548 | |||
Conversion ratio to Common Shares | 1 for 1 | |||
Book value | $ 1,940,914 |
Share capital and Contributed_8
Share capital and Contributed Surplus - Disclosure of weighted-average assumptions of warrants granted (Details) | 12 Months Ended | |||
Sep. 30, 2023 $ / shares | Sep. 30, 2023 $ / shares | Sep. 30, 2022 $ / shares | Sep. 30, 2021 $ / shares | |
2022 Warrants [Member] | ||||
Disclosure of classes of share capital [line items] | ||||
Exercise Price | $ 2.66 | |||
1/70 of stock price | $ 2.08 | |||
Volatility | 67% | 67% | ||
Dividend Yield | 0% | 0% | ||
Risk-free interest rate | 4.44% | 4.44% | ||
Expected life | 2 years 6 months | 2 years 6 months | ||
Weighted average fair value per warrant | $ 0.99 | |||
2023 Warrants [Member] | ||||
Disclosure of classes of share capital [line items] | ||||
Exercise Price | $ 5 | |||
1/70 of stock price | $ 4.13 | |||
Volatility | 75% | 75% | ||
Dividend Yield | 0% | 0% | ||
Risk-free interest rate | 4.20% | 4.20% | ||
Expected life | 2 years 6 months | 2 years 6 months | ||
Weighted average fair value per warrant | $ 1.43 | |||
Acquisition of POC [Member] | ||||
Disclosure of classes of share capital [line items] | ||||
Exercise Price | $ 1.72 | |||
1/70 of stock price | $ 1.36 | |||
Volatility | 84.70% | |||
Dividend Yield | 0% | |||
Risk-free interest rate | 1.04% | |||
Expected life | 3 years | |||
Weighted average fair value per warrant | $ 0.66 | |||
July 2022 Warrants [Member] | ||||
Disclosure of classes of share capital [line items] | ||||
Exercise Price | 0.285 | |||
1/70 of stock price | $ 0.215 | |||
Volatility | 90.50% | |||
Dividend Yield | 0% | |||
Risk-free interest rate | 3.12% | |||
Expected life | 2 years | |||
Weighted average fair value per warrant | $ 0.09 | |||
April 2021 warrants (Barrier Option Model) [Member] | ||||
Disclosure of classes of share capital [line items] | ||||
Exercise Price | $ 1.75 | |||
1/70 of stock price | $ 1.01 | |||
Volatility | 80% | |||
Dividend Yield | 0% | |||
Risk-free interest rate | 0.31% | |||
Barrier (accelerator on life of warrants) | $ 3 | |||
Rebate | $ 1.25 | |||
Expected life | 2 years | |||
Weighted average fair value per warrant | $ 0.24 | |||
September 2021 warrants (Barrier Option Model) [Member] | ||||
Disclosure of classes of share capital [line items] | ||||
Exercise Price | 2.35 | |||
1/70 of stock price | $ 2.14 | |||
Volatility | 80% | |||
Dividend Yield | 0% | |||
Risk-free interest rate | 0.26% | |||
Barrier (accelerator on life of warrants) | $ 4.6 | |||
Rebate | $ 2 | |||
Expected life | 1 year | |||
Weighted average fair value per warrant | $ 0.52 | |||
September 2021 broker warrants (Black-Scholes Option Model) [Member] | ||||
Disclosure of classes of share capital [line items] | ||||
Exercise Price | 2 | |||
1/70 of stock price | $ 2.14 | |||
Volatility | 80% | |||
Dividend Yield | 0% | |||
Risk-free interest rate | 0.26% | |||
Expected life | 1 year | |||
Weighted average fair value per warrant | $ 0.72 | |||
LEC warrants (Black-Scholes Option Model) [Member] | ||||
Disclosure of classes of share capital [line items] | ||||
Exercise Price | 0.7 | |||
1/70 of stock price | $ 0.4 | |||
Volatility | 0% | |||
Dividend Yield | 0% | |||
Risk-free interest rate | 69% | |||
Expected life | 10 months 6 days | |||
Weighted average fair value per warrant | $ 0.85 |
Share capital and Contributed_9
Share capital and Contributed Surplus - Disclosure of Canadian Compensation Options (Details) | 12 Months Ended | ||||
Sep. 30, 2023 CAD ($) $ / $ Year share $ / shares | Sep. 30, 2023 $ / shares | Sep. 30, 2022 share $ / shares | Sep. 30, 2021 share $ / shares | Sep. 30, 2020 share $ / shares | |
Disclosure of classes of share capital [line items] | |||||
Number outstanding | share | 389,907 | 57,108 | 59,536 | 28,838 | |
Exercise price, warrants | $ / shares | $ 2.49 | $ 0.78 | $ 0.74 | $ 0.24 | |
Compensation option [Member] | |||||
Disclosure of classes of share capital [line items] | |||||
Number outstanding | $ | 50,848 | ||||
Exercise price | $ / shares | $ 4.13 | ||||
Forward Exchange Rate | $ / $ | 1.356 | ||||
Share price | $ / shares | $ 4.2 | ||||
Expected life | Year | 1 | ||||
Dividend | $ | $ 0 | ||||
Volatility | 90% | ||||
Risk free rate | 4.38% | ||||
Fair value per compensation option | $ | $ 2.46 | ||||
Compensation warrant [Member] | |||||
Disclosure of classes of share capital [line items] | |||||
Exercise price, warrants | $ / shares | $ 5 | ||||
Forward Exchange Rate | $ | 1.3483 | ||||
Expected life, warrants | Year | 2.5 | ||||
Volatility, warrants | 75% | ||||
Risk-free interest rate, warrants | 3.15% |
Share capital and Contribute_10
Share capital and Contributed Surplus - Disclosure of number and weighted average exercise prices of share options (Details) | 12 Months Ended | ||
Sep. 30, 2023 share $ / shares | Sep. 30, 2022 share $ / shares | Sep. 30, 2021 share $ / shares | |
Disclosure of classes of share capital [abstract] | |||
Options outstanding, beginning of the period | share | 57,108 | 59,536 | 28,838 |
Number of share options granted | share | 340,000 | 9,500 | 52,988 |
Number of share options exercised | share | (1,125) | (18,194) | |
Number of share options cancelled | share | (6,076) | (11,928) | (4,096) |
Options outstanding, end of the period | share | 389,907 | 57,108 | 59,536 |
Number of share options exercisable | share | 49,496 | ||
Weighted average exercise price, beginning of the period | $ / shares | $ 83.87 | $ 95.9 | $ 45.5 |
Weighted average exercise price of share options granted | $ / shares | 2.59 | 69.59 | 104.3 |
Weighted average exercise price of share options exercised | $ / shares | 3.6 | 50.4 | |
Weighted average exercise price of share options cancelled | $ / shares | 70.65 | 131.76 | 48.3 |
Weighted average exercise price, end of the period | $ / shares | 2.8 | $ 83.87 | $ 95.9 |
Weighted average exercise price of share options exercisable | $ / shares | $ 4.21 |
Share capital and Contribute_11
Share capital and Contributed Surplus - Disclosure of weighted-average assumptions of stock options granted (Details) | 12 Months Ended | ||
Sep. 30, 2023 CAD ($) Year $ / shares | Sep. 30, 2022 CAD ($) Year $ / shares | Sep. 30, 2021 CAD ($) Year $ / shares | |
Exercise prices from $2.55 to $4.00 [Member] | |||
Disclosure of classes of share capital [line items] | |||
Volatility | 96.37% | ||
Dividend yield | 0% | ||
Risk-free interest rate | 4.65% | ||
Expected life (years) | Year | 2.93 | ||
Weighted-average fair value per option | $ | $ 1.42 | ||
Exercise prices from $2.55 to $4.00 [Member] | Bottom of range [Member] | |||
Disclosure of classes of share capital [line items] | |||
Stock price | $ 2.55 | ||
Exercise price | 2.55 | ||
Exercise prices from $2.55 to $4.00 [Member] | Top of range [Member] | |||
Disclosure of classes of share capital [line items] | |||
Exercise price | 4 | ||
Exercise prices from $14.70 to $126.70 [Member] | |||
Disclosure of classes of share capital [line items] | |||
Volatility | 90.48% | ||
Dividend yield | 0% | ||
Risk-free interest rate | 2.04% | ||
Expected life (years) | Year | 2.91 | ||
Weighted-average fair value per option | $ | $ 38.21 | ||
Exercise prices from $14.70 to $126.70 [Member] | Bottom of range [Member] | |||
Disclosure of classes of share capital [line items] | |||
Stock price | $ 14.7 | ||
Exercise price | 14.7 | ||
Exercise prices from $14.70 to $126.70 [Member] | Top of range [Member] | |||
Disclosure of classes of share capital [line items] | |||
Stock price | $ 4 | 126.7 | |
Exercise price | $ 126.7 | ||
Exercise prices from $49.0 to $159.60 [Member] | |||
Disclosure of classes of share capital [line items] | |||
Volatility | 76.46% | ||
Dividend yield | 0% | ||
Risk-free interest rate | 0.35% | ||
Expected life (years) | Year | 2.26 | ||
Weighted-average fair value per option | $ | $ 50.4 | ||
Exercise prices from $49.0 to $159.60 [Member] | Bottom of range [Member] | |||
Disclosure of classes of share capital [line items] | |||
Stock price | $ 49 | ||
Exercise price | 49 | ||
Exercise prices from $49.0 to $159.60 [Member] | Top of range [Member] | |||
Disclosure of classes of share capital [line items] | |||
Stock price | 159.6 | ||
Exercise price | $ 159.6 |
Share capital and Contribute_12
Share capital and Contributed Surplus - Disclosure of range of exercise prices of outstanding share options (Details) | 12 Months Ended | |||
Sep. 30, 2023 share $ / shares | Sep. 30, 2022 share $ / shares | Sep. 30, 2021 share $ / shares | Sep. 30, 2020 share $ / shares | |
Disclosure of classes of share capital [line items] | ||||
Number outstanding | share | 389,907 | 57,108 | 59,536 | 28,838 |
Weighted average remaining contractual life | 2 years 10 months 17 days | |||
Weighted average outstanding strike price | $ 2.8 | $ 83.87 | $ 95.9 | $ 45.5 |
Number exercisable | share | 49,496 | |||
Remaining exercisable contractual life | 2 years 6 months 14 days | |||
Weighted average exercisable strike price | $ 4.21 | |||
Exercise price $2.55 [Member] | ||||
Disclosure of classes of share capital [line items] | ||||
Exercise price of outstanding share options | $ 2.55 | |||
Number outstanding | share | 330,000 | |||
Weighted average remaining contractual life | 2 years 10 months 17 days | |||
Weighted average outstanding strike price | $ 2.55 | |||
Number exercisable | share | 0 | |||
Remaining exercisable contractual life | 0 years | |||
Weighted average exercisable strike price | $ 0 | |||
Exercise price $3.60 [Member] | ||||
Disclosure of classes of share capital [line items] | ||||
Exercise price of outstanding share options | $ 3.6 | |||
Number outstanding | share | 49,550 | |||
Weighted average remaining contractual life | 2 years 6 months 18 days | |||
Weighted average outstanding strike price | $ 3.6 | |||
Number exercisable | share | 49,139 | |||
Remaining exercisable contractual life | 2 years 6 months 14 days | |||
Weighted average exercisable strike price | $ 3.6 | |||
Exercise price $4.06 [Member] | ||||
Disclosure of classes of share capital [line items] | ||||
Exercise price of outstanding share options | $ 4.06 | |||
Number outstanding | share | 10,000 | |||
Weighted average remaining contractual life | 4 years 7 months 13 days | |||
Weighted average outstanding strike price | $ 4.06 | |||
Number exercisable | share | 0 | |||
Remaining exercisable contractual life | 0 years | |||
Weighted average exercisable strike price | $ 0 | |||
Exercise price $87.50 [Member] | ||||
Disclosure of classes of share capital [line items] | ||||
Exercise price of outstanding share options | $ 87.5 | |||
Number outstanding | share | 357 | |||
Weighted average remaining contractual life | 2 years 9 months 3 days | |||
Weighted average outstanding strike price | $ 87.5 | |||
Number exercisable | share | 357 | |||
Remaining exercisable contractual life | 2 years 9 months 3 days | |||
Weighted average exercisable strike price | $ 87.5 |
Share capital and Contribute_13
Share capital and Contributed Surplus - Disclosure of changes in share units (Details) - share | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Disclosure of classes of share capital [line items] | |||
Outstanding, beginning of year | 24,001 | 21,273 | 0 |
Granted | 0 | 29,182 | 21,412 |
Vested and converted to common shares | (20,273) | (8,347) | (139) |
Vested and repurchased for withholding taxes | 0 | (393) | |
Expired / cancelled | 0 | (17,714) | |
Outstanding, end of year | 3,728 | 24,001 | 21,273 |
Restricted Share Units [Member] | |||
Disclosure of classes of share capital [line items] | |||
Outstanding, beginning of year | 21,174 | 16,273 | 0 |
Granted | 0 | 10,726 | 16,412 |
Vested and converted to common shares | (20,103) | (5,681) | (139) |
Vested and repurchased for withholding taxes | 0 | (144) | |
Expired / cancelled | 0 | 0 | |
Outstanding, end of year | 1,071 | 21,174 | 16,273 |
Performance Stock Units [Member] | |||
Disclosure of classes of share capital [line items] | |||
Outstanding, beginning of year | 170 | 2,857 | 0 |
Granted | 0 | 17,942 | 2,857 |
Vested and converted to common shares | (170) | (2,666) | 0 |
Vested and repurchased for withholding taxes | 0 | (249) | |
Expired / cancelled | 0 | (17,714) | |
Outstanding, end of year | 0 | 170 | 2,857 |
Share Appreciation Rights [Member] | |||
Disclosure of classes of share capital [line items] | |||
Outstanding, beginning of year | 2,657 | 2,143 | 0 |
Granted | 0 | 514 | 2,143 |
Vested and converted to common shares | 0 | 0 | 0 |
Vested and repurchased for withholding taxes | 0 | 0 | |
Expired / cancelled | 0 | 0 | |
Outstanding, end of year | 2,657 | 2,657 | 2,143 |
Share capital and Contribute_14
Share capital and Contributed Surplus - Disclosure of share-based compensation expense by function (Details) - CAD ($) | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Disclosure of classes of share capital [line items] | |||
Shared-based compensation expense | $ 373,554 | $ 1,960,072 | $ 2,462,207 |
General and administrative [Member] | |||
Disclosure of classes of share capital [line items] | |||
Shared-based compensation expense | 246,436 | 1,104,858 | 1,425,111 |
Selling and marketing [Member] | |||
Disclosure of classes of share capital [line items] | |||
Shared-based compensation expense | 53,800 | 552,627 | 754,167 |
Research and development, net [Member] | |||
Disclosure of classes of share capital [line items] | |||
Shared-based compensation expense | $ 73,318 | $ 302,587 | $ 282,929 |
Earnings (loss) per share (Narr
Earnings (loss) per share (Narrative) (Details) | 12 Months Ended |
Sep. 30, 2023 | |
Earnings per share [abstract] | |
Description of earnings (loss) per share | As the $0.01 and $0.001 exercise price per Pre-Funded Warrant is non-substantive, the 199,000 Pre-Funded Warrants issued in the U.S. IPO and the 930,548 Pre-Funded Warrants issued in the July 2023 Private Placement are included in the basic net loss per share calculation. |
Earnings (loss) per share - Dis
Earnings (loss) per share - Disclosure of earnings (loss) per share (Details) - shares | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Earnings per share [abstract] | |||
Issued common shares | 773,225 | 699,511 | 589,518 |
Effect of shares issued from: | |||
December 2022 U.S. IPO and Canadian Offering | 2,607,632 | 0 | 0 |
Over-allotment Pre-Funded Warrants | 160,836 | 0 | 0 |
July 2023 Private Placement | 299,988 | 0 | 0 |
July 2023 Pre-Funded Warrants | 181,011 | 0 | 0 |
Debt settlements | 44,759 | 132 | 1,038 |
Conversion of stock units | 11,817 | 3,703 | 31 |
Exercise of options | 2,671 | 0 | 9,118 |
Exercise of warrants | 336 | 10,593 | 4,383 |
Issuance of bonus shares | 0 | 8,262 | 0 |
Private placements | 0 | 4,571 | 21,810 |
Acquisition of Police Ordnance | 0 | 3,144 | 0 |
Conversion of contingent shares | 0 | 386 | 0 |
Asset acquisitions | 0 | 0 | 6,027 |
Amended license agreement | 0 | 0 | 626 |
Exercise of broker options | 0 | 0 | 170 |
Weighted average number of basic common shares | 4,082,275 | 730,302 | 632,721 |
Dilutive securities: | |||
Stock options | 0 | 0 | 0 |
Warrants | 0 | 0 | 0 |
Weighted average number of dilutive common shares | 4,082,275 | 730,302 | 632,721 |
Revenue (Narrative) (Details)
Revenue (Narrative) (Details) - CAD ($) | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Disclosure of disaggregation of revenue from contracts with customers [line items] | |||
Contract revenue not yet recognized | $ 496,199 | $ 625,177 | $ 16,545 |
Within 12 months [Member] | |||
Disclosure of disaggregation of revenue from contracts with customers [line items] | |||
Percentage of revenue expected to be recognized | 76% | ||
2 to 3 years [Member] | |||
Disclosure of disaggregation of revenue from contracts with customers [line items] | |||
Percentage of revenue expected to be recognized | 25% | ||
Customer One [Member] | |||
Disclosure of disaggregation of revenue from contracts with customers [line items] | |||
Percentage of entity's revenue | 23% | 41% | 95% |
Customer Two [Member] | |||
Disclosure of disaggregation of revenue from contracts with customers [line items] | |||
Percentage of entity's revenue | 18% |
Revenue - Disclosure of revenue
Revenue - Disclosure of revenue (Details) - CAD ($) | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Disclosure of disaggregation of revenue from contracts with customers [line items] | |||
Revenue | $ 1,234,450 | $ 721,519 | $ 1,275,804 |
Digitization [Member] | |||
Disclosure of disaggregation of revenue from contracts with customers [line items] | |||
Revenue | 819,604 | 354,620 | 1,255,982 |
Non-Lethal [Member] | |||
Disclosure of disaggregation of revenue from contracts with customers [line items] | |||
Revenue | 411,758 | 330,658 | 0 |
Training and services [Member] | |||
Disclosure of disaggregation of revenue from contracts with customers [line items] | |||
Revenue | 0 | 34,590 | 0 |
Other [Member] | |||
Disclosure of disaggregation of revenue from contracts with customers [line items] | |||
Revenue | 3,088 | 1,651 | 19,822 |
United States [Member] | |||
Disclosure of disaggregation of revenue from contracts with customers [line items] | |||
Revenue | 42,780 | 389,210 | 1,238,063 |
Canada [Member] | |||
Disclosure of disaggregation of revenue from contracts with customers [line items] | |||
Revenue | 743,200 | 332,309 | 37,741 |
Europe [Member] | |||
Disclosure of disaggregation of revenue from contracts with customers [line items] | |||
Revenue | 448,470 | 0 | 0 |
Products and services transferred over time [Member] | |||
Disclosure of disaggregation of revenue from contracts with customers [line items] | |||
Revenue | 819,604 | 389,210 | 1,238,063 |
Products transferred at a point in time [Member] | |||
Disclosure of disaggregation of revenue from contracts with customers [line items] | |||
Revenue | $ 414,846 | $ 332,309 | $ 37,741 |
Expenses by nature - Disclosure
Expenses by nature - Disclosure of expenses by nature (Details) - CAD ($) | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Expenses by nature [abstract] | |||
Employee benefits | $ 3,011,923 | $ 4,883,062 | $ 4,746,316 |
Advertising and promotion | 19,090 | 1,352,750 | 1,914,630 |
Consulting fees | 2,743,272 | 1,315,917 | 1,138,782 |
Professional fees | 940,667 | 1,028,240 | 778,337 |
Travel and conferences | 804,481 | 518,140 | 246,418 |
R&D consulting and material costs, net | 556,013 | 420,378 | 482,348 |
Depreciation and amortization | 952,508 | 326,491 | 140,990 |
Impairment of intangible assets | 1,174,354 | 0 | 0 |
Other expenses | 691,566 | 266,822 | 252,961 |
Insurance | 716,931 | 236,150 | 154,931 |
Transfer agent and listing fees | 120,690 | 94,885 | 110,769 |
Royalty and license costs | 305,918 | 0 | 287,000 |
M&A costs | 0 | 0 | 0 |
Total expenses | 12,037,413 | 10,442,835 | 10,253,482 |
Allocation to cost of sales: Employee benefits | (123,803) | (166,706) | (574,018) |
Total operating expenses | $ 11,913,610 | $ 10,276,129 | $ 9,679,464 |
Depreciation and Amortization -
Depreciation and Amortization - Disclosure of depreciation and amortization (Details) - CAD ($) | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Disclosure of attribution of expenses by nature to their function [line items] | |||
Depreciation and amortization | $ 952,508 | $ 326,491 | $ 140,990 |
General and administrative [Member] | |||
Disclosure of attribution of expenses by nature to their function [line items] | |||
Depreciation and amortization | 833,029 | 123,960 | 95,310 |
Selling and marketing [Member] | |||
Disclosure of attribution of expenses by nature to their function [line items] | |||
Depreciation and amortization | 77,804 | 129,265 | 16,443 |
Research and development [Member] | |||
Disclosure of attribution of expenses by nature to their function [line items] | |||
Depreciation and amortization | $ 41,675 | $ 73,266 | $ 29,237 |
Net finance costs - Disclosure
Net finance costs - Disclosure of net finance costs (Details) - CAD ($) | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Interest expense from: | |||
Unsecured loan | $ 503,251 | $ 321,313 | $ 4,527 |
Accretion cost - accrued royalties liability | 170,373 | 159,451 | 64,537 |
Lease obligations | 37,786 | 30,112 | 33,872 |
Related party loans | 0 | 0 | 4,581 |
CEBA term loan | 8,281 | 0 | 4,481 |
2019 convertible notes | 0 | 0 | 0 |
Other | 3,857 | 1,114 | 4,115 |
Total interest expenses | 723,548 | 511,990 | 116,113 |
Interest income | (55,514) | (5,988) | (4,848) |
Gain on termination of lease obligations | 0 | 0 | 0 |
Gain on government grant | 0 | 0 | (3,514) |
Net finance costs | $ 668,034 | $ 506,002 | $ 107,751 |
Income taxes (Narrative) (Detai
Income taxes (Narrative) (Details) | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Major components of tax expense (income) [abstract] | |||
Applicable tax rate | 26.50% | 26.50% | 26.50% |
Income taxes - Disclosure of in
Income taxes - Disclosure of income tax recovery (Details) - CAD ($) | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Major components of tax expense (income) [abstract] | |||
Current income tax recovery (expense): | $ 0 | $ 0 | $ 0 |
Deferred tax recovery | 0 | (49,442) | 0 |
Income tax recovery: | $ 0 | $ (49,442) | $ 0 |
Income taxes - Disclosure of re
Income taxes - Disclosure of reconciliation of effective income tax rate (Details) - CAD ($) | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Major components of tax expense (income) [abstract] | |||
Loss before income taxes | $ (9,306,360) | $ (10,569,732) | $ (9,315,372) |
Expected statutory tax rate | 26.50% | 26.50% | 26.50% |
Expected tax recovery resulting from loss | $ (2,466,185) | $ (2,800,979) | $ (2,468,574) |
Increase (reduction) in income taxes resulting from: | |||
Non-deductible expenses | 149,270 | 563,842 | 654,956 |
Foreign operations subject to different tax rates | 1,447 | 5,329 | 3,593 |
Fair value of warrant liabilities | (1,547,916) | ||
Unrecognized temporary differences | 3,863,384 | 2,182,366 | 1,826,279 |
Prior year differences | 0 | 0 | (16,254) |
Total tax expense (recovery) | $ 0 | $ (49,442) | $ 0 |
Income taxes - Disclosure of br
Income taxes - Disclosure of breakdown of research and development expenses (Details) - CAD ($) | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Major components of tax expense (income) [abstract] | |||
R&D expenses | $ 1,644,565 | $ 2,064,493 | $ 2,369,145 |
Less: Investment tax credits | 0 | 0 | (231,007) |
R&D expenses, net | $ 1,644,565 | $ 2,064,493 | $ 2,138,138 |
Income taxes - Disclosure of de
Income taxes - Disclosure of deferred tax assets (Details) - CAD ($) | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Disclosure of temporary difference, unused tax losses and unused tax credits [line items] | |||
Balance at beginning | $ 0 | $ 0 | $ 0 |
Arising on a business combination | 0 | (49,442) | |
Recognized in profit or loss | 0 | 49,442 | 0 |
Recognized in equity | 0 | ||
Balance at ending | 0 | 0 | 0 |
Net operating loss carryforwards [Member] | |||
Disclosure of temporary difference, unused tax losses and unused tax credits [line items] | |||
Balance at beginning | 26,459 | 0 | 48,045 |
Arising on a business combination | 0 | 0 | |
Recognized in profit or loss | (9,590) | 26,459 | (48,045) |
Recognized in equity | 0 | ||
Balance at ending | 16,869 | 26,459 | 0 |
Intangibles and development costs [Member] | |||
Disclosure of temporary difference, unused tax losses and unused tax credits [line items] | |||
Balance at beginning | (26,459) | 0 | |
Arising on a business combination | (49,442) | ||
Recognized in profit or loss | 9,590 | 22,983 | |
Balance at ending | $ (16,869) | (26,459) | 0 |
Impairment provision [Member] | |||
Disclosure of temporary difference, unused tax losses and unused tax credits [line items] | |||
Balance at beginning | $ 0 | (48,045) | |
Recognized in profit or loss | 48,045 | ||
Recognized in equity | 0 | ||
Balance at ending | $ 0 |
Income taxes - Disclosure of un
Income taxes - Disclosure of unrecognized deductible temporary differences (Details) - CAD ($) | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 |
Disclosure of temporary difference, unused tax losses and unused tax credits [line items] | |||
Net operating loss carryforwards | $ 30,178,141 | $ 18,589,894 | $ 9,429,436 |
Unrecognized deductible temporary differences | 39,860,711 | 22,126,741 | 13,915,334 |
Share issuance costs [Member] | |||
Disclosure of temporary difference, unused tax losses and unused tax credits [line items] | |||
Unrecognized deductible temporary differences | 5,275,081 | 1,298,783 | 1,810,927 |
Intangibles and development costs [Member] | |||
Disclosure of temporary difference, unused tax losses and unused tax credits [line items] | |||
Unrecognized deductible temporary differences | 1,356,922 | 608,705 | 780,607 |
Scientific research and development expenditures [Member] | |||
Disclosure of temporary difference, unused tax losses and unused tax credits [line items] | |||
Unrecognized deductible temporary differences | 1,583,058 | 1,583,058 | 1,789,571 |
Other [Member] | |||
Disclosure of temporary difference, unused tax losses and unused tax credits [line items] | |||
Unrecognized deductible temporary differences | $ 1,467,509 | $ 46,300 | $ 104,793 |
Income taxes - Disclosure of ne
Income taxes - Disclosure of net operating losses (Details) - CAD ($) | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 |
Disclosure of temporary difference, unused tax losses and unused tax credits [line items] | |||
Net operating losses | $ 30,178,141 | $ 18,589,894 | $ 9,429,436 |
Net operating losses in Canada [Member] | 2036 [Member] | |||
Disclosure of temporary difference, unused tax losses and unused tax credits [line items] | |||
Net operating losses | 512,163 | ||
Net operating losses in Canada [Member] | 2037 [Member] | |||
Disclosure of temporary difference, unused tax losses and unused tax credits [line items] | |||
Net operating losses | 744,022 | ||
Net operating losses in Canada [Member] | 2038 [Member] | |||
Disclosure of temporary difference, unused tax losses and unused tax credits [line items] | |||
Net operating losses | 1,174,797 | ||
Net operating losses in Canada [Member] | 2039 [Member] | |||
Disclosure of temporary difference, unused tax losses and unused tax credits [line items] | |||
Net operating losses | 1,732,039 | ||
Net operating losses in Canada [Member] | 2040 [Member] | |||
Disclosure of temporary difference, unused tax losses and unused tax credits [line items] | |||
Net operating losses | 336,562 | ||
Net operating losses in Canada [Member] | 2041 and thereafter [Member] | |||
Disclosure of temporary difference, unused tax losses and unused tax credits [line items] | |||
Net operating losses | $ 25,678,558 |
Income taxes- Disclosure of res
Income taxes- Disclosure of research and development investment tax credits (Details) - Research and development investment tax credits [Member] | 12 Months Ended |
Sep. 30, 2023 CAD ($) | |
Disclosure of temporary difference, unused tax losses and unused tax credits [line items] | |
Available research and development investment tax credits | $ 348,583 |
2037 [Member] | |
Disclosure of temporary difference, unused tax losses and unused tax credits [line items] | |
Available research and development investment tax credits | 13,361 |
2038 [Member] | |
Disclosure of temporary difference, unused tax losses and unused tax credits [line items] | |
Available research and development investment tax credits | 6,742 |
2039 [Member] | |
Disclosure of temporary difference, unused tax losses and unused tax credits [line items] | |
Available research and development investment tax credits | 0 |
2040 [Member] | |
Disclosure of temporary difference, unused tax losses and unused tax credits [line items] | |
Available research and development investment tax credits | 328,480 |
2041 and thereafter [Member] | |
Disclosure of temporary difference, unused tax losses and unused tax credits [line items] | |
Available research and development investment tax credits | $ 0 |
Financial instruments (Narrativ
Financial instruments (Narrative) (Details) - CAD ($) | 12 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2020 | |
Disclosure of detailed information about financial instruments [abstract] | ||||
Discount rate | 24% | 24% | 13.70% | |
Fair value for accrued royalties liability | $ 928,776 | $ 869,219 | $ 1,105,756 | |
Fair value of borrowings | 0 | 68,750 | 49,825 | |
Foreign exchange gain (loss) | (98,275) | 28,780 | (3,742) | |
Current trade receivables | 68,530 | 114,877 | 0 | |
Trade receivables overdue by more than 60 days from law enforcement agencies | 31,527 | |||
Cash | 5,407,009 | 170,545 | 2,688,105 | $ 3,073,760 |
Working capital (deficiency) | $ 458,439 | $ (5,400,000) | $ 2,900,000 |
Financial instruments - Disclos
Financial instruments - Disclosure of net US dollar exposure (Details) | Sep. 30, 2023 CAD ($) | Sep. 30, 2023 USD ($) | Sep. 30, 2022 CAD ($) |
Disclosure of detailed information about financial instruments [line items] | |||
Assets | $ 11,758,832 | $ 7,323,463 | |
Liabilities | $ (7,823,212) | $ (8,326,354) | |
U.S. subsidiary [Member] | |||
Disclosure of detailed information about financial instruments [line items] | |||
Net U.S. dollar exposure | $ 0 | ||
U.S. dollar exposure [Member] | |||
Disclosure of detailed information about financial instruments [line items] | |||
Assets | 2,926,334 | ||
Liabilities | (59,552) | ||
Net U.S. dollar exposure | 2,866,782 | ||
Impact to profit or loss if 5% movement in the US dollar | $ 143,339 |
Financial instruments - Discl_2
Financial instruments - Disclosure of contractual obligations (Details) - CAD ($) | Sep. 30, 2023 | Sep. 30, 2022 |
Disclosure of maturity analysis for financial assets held for managing liquidity risk [line items] | ||
Accounts payable and accrued liabilities | $ 1,649,876 | $ 4,459,481 |
Contractual obligations [Member] | ||
Disclosure of maturity analysis for financial assets held for managing liquidity risk [line items] | ||
Minimum royalty commitments | 2,350,000 | |
Accounts payable and accrued liabilities | 1,649,876 | |
Lease obligations | 558,755 | |
Total contractual obligations | 4,558,631 | |
Contractual obligations [Member] | Within 1 Year [Member] | ||
Disclosure of maturity analysis for financial assets held for managing liquidity risk [line items] | ||
Minimum royalty commitments | 150,000 | |
Accounts payable and accrued liabilities | 1,649,876 | |
Lease obligations | 197,367 | |
Total contractual obligations | 1,997,243 | |
Contractual obligations [Member] | 1 to 3 years [Member] | ||
Disclosure of maturity analysis for financial assets held for managing liquidity risk [line items] | ||
Minimum royalty commitments | 400,000 | |
Accounts payable and accrued liabilities | 0 | |
Lease obligations | 355,430 | |
Total contractual obligations | 755,430 | |
Contractual obligations [Member] | 3 to 5 years [Member] | ||
Disclosure of maturity analysis for financial assets held for managing liquidity risk [line items] | ||
Minimum royalty commitments | 500,000 | |
Accounts payable and accrued liabilities | 0 | |
Lease obligations | 5,958 | |
Total contractual obligations | 505,958 | |
Contractual obligations [Member] | 5 years and beyond [Member] | ||
Disclosure of maturity analysis for financial assets held for managing liquidity risk [line items] | ||
Minimum royalty commitments | 1,300,000 | |
Accounts payable and accrued liabilities | 0 | |
Lease obligations | 0 | |
Total contractual obligations | $ 1,300,000 |
Supplemental cash flow inform_3
Supplemental cash flow information (Narrative) (Details) - CAD ($) | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Supplemental Cash Flow Information [Abstract] | |||
Non-cash share offering costs as part of the net proceeds settlement at the closing of the U.S. IPO and Canadian Offering | $ 2,924,880 | ||
Accounts payables as part of the net proceeds settlement at the closing of the U.S. IPO and Canadian Offering | $ 453,102 | ||
Warrants exercised in connection with GhostStep acquisition | 250,000 | ||
Shares issued for vested RSUs and PSUs | 529,504 | ||
Fair value of contingent shares settled via common shares | $ 83,319 | ||
Number of contingent shares settled via common shares | 875 | ||
Shares issued to settle debt | $ 19,000 | ||
Shares for debt settlements | $ 63,866 | ||
Fair value of options exercised and transferred | 203,516 | ||
Fair value of warrants exercised | 61,173 | 102,991 | |
Value of warrants exercised on assets acquisition | $ 125,000 | $ 125,000 | |
Number of warrants exercised on assets acquisition | 250,000 | 250,000 | |
Shares and warrants issued on assets acquisition | $ 592,822 | $ 1,715,000 | |
Fair value of common shares issued for amended and restated license agreement | 137,000 | ||
Share offering costs relating to Broker Compensation Options | 169,832 | ||
Non-cash consideration for computer equipment acquired | $ 3,828 |
Segmented information (Narrativ
Segmented information (Narrative) (Details) - CAD ($) | Sep. 30, 2023 | Sep. 30, 2022 |
Disclosure of operating segments [line items] | ||
Right-of-assets | $ 361,036 | $ 208,131 |
United States [Member] | ||
Disclosure of operating segments [line items] | ||
Right-of-assets | 79,867 | |
Inventory | $ 78,039 |
Supplemental cash flow inform_4
Supplemental cash flow information - Disclosure of non-cash working capital (Details) - CAD ($) | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | |
Supplemental Cash Flow Information [Abstract] | |||
Trade and other receivables | $ (128,387) | $ 631,801 | $ (218,334) |
Inventories | (148,850) | 49,446 | 17,555 |
Prepaid expenses and other | (440,242) | 425,876 | (106,205) |
Accounts payable and accrued liabilities | (1,666,486) | 2,515,289 | (828,698) |
Contract liabilities | 73,699 | 17,410 | (7,053) |
Deposits | 0 | 0 | 150,000 |
Accrued royalties liability | 0 | 0 | 1,191,219 |
Changes in working capital | $ (2,310,266) | $ 3,639,822 | $ 198,484 |
Capital management - Disclosure
Capital management - Disclosure of capital management (Details) - CAD ($) | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2020 |
Debt: | ||||
Borrowings | $ 0 | $ 2,278,774 | $ 53,251 | |
Lease obligations | 429,523 | 275,621 | ||
Equity: | ||||
Share capital | 33,379,110 | 19,496,640 | $ 17,215,068 | $ 9,374,563 |
Warrants | 1,042,657 | 1,959,796 | ||
Contributed surplus | 4,769,115 | 3,551,330 | ||
Accumulated other comprehensive loss | (39,663) | (101,418) | ||
Accumulated deficit | (35,215,599) | (25,909,239) | ||
Total Capital | $ 4,365,143 | $ 1,551,504 |
Commitments and contingencies_2
Commitments and contingencies (Narrative) (Details) - CAD ($) | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||||||
Apr. 05, 2021 | Apr. 23, 2021 | Nov. 18, 2019 | Mar. 31, 2020 | Nov. 18, 2024 | Nov. 18, 2023 | Nov. 18, 2022 | Nov. 18, 2021 | Sep. 30, 2021 | Nov. 18, 2020 | |
Disclosure of contingent liabilities [line items] | ||||||||||
Fair value of common shares issued for amended and restated license agreement | $ 137,000 | |||||||||
AerialX Drone Solutions [Member] | Amended and restated licensing agreement [Member] | ||||||||||
Disclosure of contingent liabilities [line items] | ||||||||||
Number of shares issued | 1,429 | |||||||||
Number of additional shares to be issued upon achieving technical milestones | 1,429 | |||||||||
Number of additional shares to be issued upon achieving performance milestones | 4,286 | |||||||||
Issued price per share | $ 95.9 | |||||||||
Fair value of common shares issued for amended and restated license agreement | 137,000 | |||||||||
License cost | $ 137,000 | |||||||||
Minimum annual royalty payment | $ 500,000 | $ 400,000 | $ 300,000 | $ 200,000 | $ 150,000 | |||||
Payment of advanced royalty | $ 150,000 | |||||||||
AerialX Drone Solutions [Member] | Amended and restated licensing agreement [Member] | Bottom of range [Member] | ||||||||||
Disclosure of contingent liabilities [line items] | ||||||||||
Percentage of royalty on annual sales | 8% | |||||||||
AerialX Drone Solutions [Member] | Amended and restated licensing agreement [Member] | Top of range [Member] | ||||||||||
Disclosure of contingent liabilities [line items] | ||||||||||
Percentage of royalty on annual sales | 15% |
Commitments and contingencies -
Commitments and contingencies - Disclosure of performance milestones (Details) - Amended and restated licensing agreement [Member] - Aerialx Technology [Member] $ in Millions | 12 Months Ended |
Sep. 30, 2023 CAD ($) shares | |
First milestone [Member] | |
Disclosure of contingent liabilities [line items] | |
Number of Common Shares | shares | 1,071 |
Milestone, amount in sales | $ | $ 3 |
Second milestone [Member] | |
Disclosure of contingent liabilities [line items] | |
Number of Common Shares | shares | 1,429 |
Milestone, amount in sales | $ | $ 9 |
Third milestone [Member] | |
Disclosure of contingent liabilities [line items] | |
Number of Common Shares | shares | 1,786 |
Milestone, amount in sales | $ | $ 18 |
Subsequent Events (Narrative) (
Subsequent Events (Narrative) (Details) - Subsequent Event [Member] - Third Party Consultant [Member] | 1 Months Ended |
Oct. 31, 2023 CAD ($) $ / shares shares | |
Disclosure of non-adjusting events after reporting period [line items] | |
Number of shares issued | shares | 46,706 |
Share price | $ / shares | $ 2.09 |
Settlement of debt amount | $ | $ 97,615 |