Versus Systems Inc. Current report of foreign issuer pursuant to Rules 13a-16 and 15d-16 Amendments

Share Capital and Reserves (Tables)

9 Months Ended

Sep. 30, 2023

A continuity schedule of outstanding stock options is as follows:

	Number Outstanding			Weighted Average Exercise Price
				($)
Balance –December 31, 2021		129,451			63.60
Granted		104,520			6.19
Exercised		-			-
Forfeited		(6,183	)		92.81
Balance –December 31, 2022		227,788			37.13
Granted		400,000			0.90
Exercised		-			-
Forfeited		(157,654	)		25.47
Balance – September 30, 2023		470,134			10.21

The Company used the following assumptions in calculating the fair value of stock options for the period ended:

At September 30, 2023, the Company had incentive stock options outstanding as follows:

Expiry Date	Options Outstanding		Exercise Price		Weighted Average Remaining Life
			($)		(years)
April 2, 2024		6,877		37.80		0.50
June 27, 2024		417		38.40		0.75
September 27, 2024		15,418		67.95		1.00
October 22, 2024		834		60.45		1.08
July 24, 2025		8,873		44.70		1.83
July 31, 2025		8,761		44.70		1.83
August 10, 2025		833		44.70		1.92
June 1, 2026		3,788		105.60		2.67
June 29, 2026		700		84.75		2.75
August 19, 2026		23,990		63.00		2.92
May 10, 2027		230		11.85		3.67
August 17, 2027		51,465		6.00		3.92
September 20, 2027		2,240		3.45		4.00
February 13, 2028		345,708		0.90		4.50
		470,134		10.21		4.05

A continuity schedule of outstanding share purchase warrants is as follows:

	Number			Weighted Average Exercise Price
	Outstanding			($)
Balance – December 31, 2021		299,077			102.45
Exercised		-			-
Expired		(186,586	)		96.30
Issued		5,166,044			3.42
Balance – December 31, 2022		5,278,535			5.74
Exercised		(4,042,000	)		1.10
Expired		-			-
Issued		175,000			0.90
Balance – September 30, 2023⁽¹⁾		1,411,535			18.44

⁽¹⁾	Unit A warrant balance is 1,687,341 as of September 30, 2023; however, table above reflects 15:1 post-consolidated common shares to be issued and exercise price upon the exercise of the warrants.

The Company used the following assumptions in calculating the fair value of the warrants for the period ended:

		September 30, 2023
Risk-free interest rate		4.13% - 4.49%
Expected life of warrants		2.58 – 4.67 years
Expected dividend yield		Nil
Volatility		132.78%
Weighted average fair value per warrant		$0.21

At September 30, 2023, the Company had share purchase warrants outstanding as follows:

Expiry Date	Warrants Outstanding		Exercise Price		Weighted Average Remaining Life
			($)		(years)
January 20, 2026⁽¹⁾		112,491		112.50		2.33
February 28, 2027		331,044		28.80		3.42
December 6, 2027		220,500		1.25		4.17
December 9, 2027		158,000		1.10		4.17
January 18, 2028		414,500		7.80		4.33
February 2, 2028		175,000		0.90		4.42
		1,411,535		18.44		3.92

⁽¹⁾	Unit A warrant balance is 1,687,341 as of September 30, 2023; however, the table above reflects 15:1 post-consolidated common shares to be issued and exercise price upon the exercise of the warrants.