| SHARE CAPITAL |
|
a) |
Authorized
share capital |
The
Company is authorized to issue an unlimited number of Class A Shares. The Class A Shares do not have any special rights or restrictions
attached. As of December 31, 2023 and 2022, there were 0 and 21 Class A Shares issued and outstanding, respectively. The Class A shares
were converted to common shares on December 22, 2023.
During
the year ended December 31, 2023, the Company:
|
i) |
Issued 156,250 shares at a price of $14.40 per share for total proceeds of $2,250,000 in a registered direct offering. In connection with the offering, the Company incurred $226,544 in issuance costs as part of the transaction. |
|
ii) |
Issued 283,875 common shares pursuant to exercise of 283,875 warrants at a price of $17.37 per share for total proceeds of $4,561,200. |
|
iii) |
Issued 815,217 shares at a price of $3.68 per share for total proceeds of $3,000,000 in a registered direct offering. In connection with the offering, the Company incurred $453,345 in issuance costs as part of the transaction. |
| |
iv) |
Issued 989,903 shares at a price of $2.59 per share for total proceeds of $2,562,660 in a private placement. |
| |
|
|
|
v) |
Issued 21 shares upon the conversion of Class A shares. |
During
the year ended December 31, 2022, the Company:
|
vi) |
Issued 18,229 units at a price of $384.00 per unit per unit for total proceeds of $7,000,000. Each unit consisted of one common share and one warrant, to purchase one common share at $460.80 per share until February 28, 2027. In connection with the offering, the Company incurred $900,720 in issuance costs as part of the transaction. |
|
vii) |
Issued 715 shares, which were converted from Versus Holdco shares. |
|
viii) |
Issued 2,461 shares at a price of $355.20 per unit for total proceeds of $874,125 as a result of the underwriter exercising the overallotment. |
|
ix) |
Issued 262 shares related to the Xcite acquisition and the vesting of key employee shares. |
|
x) |
Issued 17,271 units at a price of $124.80 per unit for total proceeds of $2,155,195. The offering consisted of 8,750 common shares and 8,521 pre-funded warrants. In connection with the offering, the Company incurred $313,482 in issuance costs as part of the transaction. |
|
xi) |
Issued 25,768 shares at $43.52 per share in a private placement offering for total proceeds of $1,119,373.
|
|
xii) |
Issued 131,250 units at a price of $16.00 per unit for total proceeds of $2,099,866. The offering consisted of 18,750 common shares and 112,500 pre-funded warrants. In connection with the offering, the Company incurred $522,460 in issuance costs as part of the transaction. |
The
Company may grant incentive stock options to its officers, directors, employees, and consultants. The Company has implemented a rolling
Stock Option Plan (the “Plan”) whereby the Company can issue up to 10% of the issued and outstanding common shares of the
Company. Options have a maximum term of ten years and vesting is determined by the Board of Directors.
A
continuity schedule of outstanding stock options is as follows:
| |
|
Number
Outstanding |
|
|
Weighted
Average
Exercise
Price |
|
| |
|
|
|
|
($) |
|
| Balance – December 31,
2021 |
|
|
8,091 |
|
|
|
1,017.60 |
|
| Granted |
|
|
6,533 |
|
|
|
99.04 |
|
| Exercised |
|
|
- |
|
|
|
- |
|
| Forfeited |
|
|
(386 |
) |
|
|
1,484.96 |
|
| Balance – December 31,
2022 |
|
|
14,238 |
|
|
|
594.08 |
|
| Granted |
|
|
25,000 |
|
|
|
14.40 |
|
| Exercised |
|
|
- |
|
|
|
- |
|
| Forfeited |
|
|
(10,247 |
) |
|
|
392.60 |
|
| Balance – December
31, 2023 |
|
|
28,990 |
|
|
|
165.38 |
|
During
the year ended December 31, 2023, 25,000 stock options were granted by the Company, and the Company recorded share-based compensation
of ($1,452,380) relating to options vested during the period.
During
the year ended December 31, 2022, 6,533 stock options were granted by the Company, and the Company recorded share-based compensation
of $1,567,583 relating to options vested during the period.
The
Company used the following assumptions in calculating the fair value of stock options for the period ended:
| |
|
December 31,
2023 |
|
|
December 31,
2022 |
|
| Risk-free interest rate |
|
|
3.93% |
|
|
|
2.14% – 4.03% |
|
| Expected life of options |
|
|
3.69 years |
|
|
|
5.0 years |
|
| Expected dividend yield |
|
|
Nil |
|
|
|
Nil |
|
| Volatility |
|
|
132.65% |
|
|
|
96.90% – 112.40% |
|
At
December 31, 2023, the Company had incentive stock options outstanding as follows:
| Expiry
Date |
|
Options Outstanding
|
|
|
Exercise
Price
|
|
|
Weighted
Average
Remaining Life |
|
| |
|
|
|
|
($) |
|
|
(years) |
|
| April 2, 2024 |
|
|
432 |
|
|
|
604.80 |
|
|
|
0.25 |
|
| June 27, 2024 |
|
|
26 |
|
|
|
614.40 |
|
|
|
0.49 |
|
| September 27, 2024 |
|
|
962 |
|
|
|
1,087.20 |
|
|
|
0.74 |
|
| October 22, 2024 |
|
|
52 |
|
|
|
967.20 |
|
|
|
0.81 |
|
| July 24, 2025 |
|
|
556 |
|
|
|
715.20 |
|
|
|
1.56 |
|
| July 31, 2025 |
|
|
546 |
|
|
|
715.20 |
|
|
|
1.58 |
|
| August 10, 2025 |
|
|
52 |
|
|
|
715.20 |
|
|
|
1.61 |
|
| June 1, 2026 |
|
|
236 |
|
|
|
1,689.60 |
|
|
|
2.42 |
|
| June 29, 2026 |
|
|
44 |
|
|
|
1,356.00 |
|
|
|
2.50 |
|
| August 19, 2026 |
|
|
1,501 |
|
|
|
1,008.00 |
|
|
|
2.64 |
|
| May 10, 2027 |
|
|
13 |
|
|
|
189.60 |
|
|
|
3.36 |
|
| August 17, 2027 |
|
|
3,212 |
|
|
|
96.00 |
|
|
|
3.63 |
|
| September 20, 2027 |
|
|
140 |
|
|
|
55.20 |
|
|
|
3.72 |
|
| February 13, 2028 |
|
|
21,218 |
|
|
|
14.40 |
|
|
|
4.12 |
|
| |
|
|
28,990 |
|
|
|
165.38 |
|
|
|
3.69 |
|
|
d) |
Share
purchase warrants |
A
continuity schedule of outstanding share purchase warrants is as follows:
| |
|
Number
Outstanding |
|
|
Weighted
Average Exercise Price |
|
| |
|
|
|
|
($) |
|
| Balance – December
31, 2021 |
|
|
18,692 |
|
|
|
1,639.20 |
|
| Exercised |
|
|
- |
|
|
|
- |
|
| Expired |
|
|
(11,662 |
) |
|
|
1,540.80 |
|
| Issued |
|
|
322,878 |
|
|
|
54.72 |
|
| Balance – December 31, 2022 |
|
|
329,908 |
|
|
|
91.84 |
|
| Exercised |
|
|
(283,875 |
) |
|
|
16.19 |
|
| Expired |
|
|
- |
|
|
|
- |
|
| Issued |
|
|
850,612 |
|
|
|
3.83 |
|
| Balance
– December 31, 2023(1) |
|
|
896,645 |
|
|
|
32.36 |
|
|
(1) |
Unit A warrant balance is 7,030 as of December 31, 2023 and 2022. |
During
the year ended December 31, 2023, the Company:
|
i) |
Issued 10,938 placement agent warrants in conjunction with a registered direct offering on February 2, 2023, with an exercise price of $14.40 per share. |
|
ii) |
Issued 815,217 warrants in conjunction with a public offering on October 17, 2023, with an exercise price of $3.68 per share. |
|
iii) |
Issued 24,457 placement agent warrants in conjunction with a public offering on October 17, 2023, with an exercise price of $4.05 per share. |
During
the year ended December 31, 2022, the Company:
|
iv) |
Completed a public offering on February 28, 2022, and issued 18,229 units at a price of $384.00 per unit for total proceeds of $7,000,000. Each unit consisted of one common share and one warrant, to purchase one common share at $460.80 per share until February 28, 2027. |
|
v) |
Issued 2,461 units on March 24, 2022, at a price of $355.20 per unit for total proceeds of $874,125 because the underwriter exercised its overallotment option. Each unit consisted of one common share and one warrant, to purchase one common share at $460.80 per share until February 28, 2027. |
|
vi) |
Issued 25,906 warrants on July 18, 2022, to purchase common shares, each exercisable for one common share at an exercise price of $124.80 per share in an offer to an investor. |
|
vii) |
Completed a public offering on December 9, 2022 and issued 131,250 units for total proceeds of $2,099,866. Each unit consists of (1) either (a) one common share or (b) one pre-funded warrant to purchase one common share and (2) two warrants to purchase one common share each, at a public offering price of $16.00 per unit. The unit will have an exercise price of $17.60 per share, are exercisable immediately upon issuance, and will expire five years following the date of issuance. An additional 13,781 warrants were provided to placement agents with an exercise price of $20.00 per share. |
The
Company used the following assumptions in calculating the fair value of the warrants for the period ended:
| |
|
December 31,
2023 |
|
|
December 31,
2022 |
|
| Risk-free interest rate |
|
|
4.13% - 4.49% |
|
|
|
3.99% - 4.22% |
|
| Expected life of warrants |
|
|
2.06 – 4.80 years |
|
|
|
3.06 – 5.05 years |
|
| Expected dividend yield |
|
|
Nil |
|
|
|
Nil |
|
| Volatility |
|
|
132.78% |
|
|
|
119% – 124.9% |
|
| Weighted average fair value per warrant |
|
|
$4.69
|
|
|
|
$4.16 |
|
At
December 31, 2023, the Company had share purchase warrants outstanding as follows:
| Expiration Date |
|
Warrants Outstanding
|
|
|
Exercise Price
|
|
|
Weighted Average Remaining Life |
|
| |
|
|
|
|
($) |
|
|
(years) |
|
| January 20, 2026(1) |
|
|
7,030 |
|
|
|
1,800.00 |
|
|
|
2.06 |
|
| February 28, 2027 |
|
|
20,689 |
|
|
|
460.80 |
|
|
|
3.16 |
|
| December 6, 2027 |
|
|
13,781 |
|
|
|
20.00 |
|
|
|
3.93 |
|
| December 9, 2027 |
|
|
9,876 |
|
|
|
17.60 |
|
|
|
3.94 |
|
| January 18, 2028 |
|
|
25,906 |
|
|
|
124.80 |
|
|
|
4.05 |
|
| February 2, 2028 |
|
|
10,938 |
|
|
|
14.40 |
|
|
|
4.10 |
|
| October 17, 2028 |
|
|
783,968 |
|
|
|
3.68 |
|
|
|
4.80 |
|
| October 17, 2028 |
|
|
24,457 |
|
|
|
4.05 |
|
|
|
4.80 |
|
| |
|
|
896,645 |
|
|
|
32.36 |
|
|
|
4.69 |
|
|
(1) |
Unit A warrant balance is 7,030 as of December 31, 2023 and 2022. |
|