NOTE 11:

CAPITAL STOCK

Share Transactions

A summary of the share transactions for the three months ended October 31, 2017 are as follows:

	Common		Value per Share				Issuance
Period / Description	Shares Issued		Low		High		Value
Balance, July 31, 2017		139,815,124
Mineral Property		46,134	$	1.34	$	1.34	$	61,820
Reno Creek Acquisition		14,852,450		1.30		1.37		20,332,617
Reimbursable Expenses for Reno Creek Acquisition		353,160		1.37		1.37		483,829
Consulting Services		124,469		1.19		1.73		192,403
Options Exercised (1)		66,516		0.45		0.93		31,860
Settlement of Current Liabilities		104,706		1.35		1.35		141,678
Shares Issued Under Stock Incentive Plan		591,496		1.28		1.60		785,329
Balance, October 31, 2017		155,954,055

(1)

111,250 stock options were exercised on a forfeiture basis, resulting in 66,516 net shares being issued.

Share Purchase Warrants

A summary of share purchase warrants outstanding and exercisable at October 31, 2017 are as follows:

Weighted Average Exercise Price		Number of Warrants Outstanding		Expiry Date	Weighted Average Remaining Contractual Life (Years)
$	1.20		4,604,631	March 10, 2019	1.36
	1.35		2,600,000	January 30, 2020	2.25
	1.95		50,000	June 3, 2018	0.59
	2.00		9,571,929	January 20, 2020	2.22
	2.30		11,308,728	August 9, 2022	4.77
	2.35		2,850,000	June 25, 2018	0.65
$	1.97		30,985,288		2.88

During the three months ended October 31, 2017, in connection with the Reno Creek Acquisition, we issued 11,308,728 Warrants, with each Warrant entitling the holder to acquire one share of the Company at an exercise price of $2.30 per share for a period of five years from the date of issuance. Refer to Note 4: Acquisition of Reno Creek Project.

Stock Options

At October 31, 2017, we had one stock option plan, the 2017 Stock Incentive Plan (the “2017 Plan”). The 2017 Plan provides for not more than 22,439,420 shares of the Company that may be issued and consists of (i) 12,305,500 shares issuable pursuant to awards previously granted that were outstanding under the 2016 Stock Incentive Plan (the “2016 Plan”); (ii) 4,133,920 shares remaining available for issuance under the 2016 Plan; and (iii) 6,000,000 additional shares that may be issued pursuant to awards that may be granted under the 2017 Plan. The 2017 Plan superseded and replaced our 2016 Plan, which superseded and replaced our prior 2015, 2014, 2013, 2009 and 2006 Stock Incentive Plans (collectively the “Stock Incentive Plan”), such that no further shares are issuable under those prior plans.

During the three months ended October 31, 2017, we granted stock options under the Stock Incentive Plan to certain directors, officers, employees and consultants to purchase a total of 1,854,000 shares of the Company exercisable at $1.28 per share with a term five years.

The majority of these stock options are subject to a 24-month vesting provision whereby at the end of the first three and six months after the grant date, 12.5% of the total stock options become exercisable, and whereby at the end of each of 12, 18 and 24 months after the grant date, 25% of the total stock options become exercisable.

A summary of stock options granted by the Company during the three months ended October 31, 2017, including corresponding grant date fair values and assumptions using the Black Scholes option pricing model is as follows:

Date	Options Issued		Exercise Price		Term (Years)		Fair Value		Expected Life (Years)		Risk-Free Interest Rate			Dividend Yield			Expected Volatility
August 22, 2017		1,754,000	$	1.28		5.00	$	1,112,090		3.10		1.49	%		0.00	%		73.68	%
August 22, 2017		100,000		1.28		5.00		67,998		2.90		1.46	%		0.00	%		83.16	%
Total		1,854,000					$	1,180,088

A continuity schedule of outstanding stock options for the underlying shares for the three months ended October 31, 2017 is as follows:

	Number of Stock Options		Weighted Average Exercise Price
Balance, July 31, 2017		12,260,500	$	1.33
Granted		1,854,000		1.28
Exercised		(111,250)		0.50
Balance, October 31, 2017		14,003,250	$	1.33

At October 31, 2017, the aggregate intrinsic value under the provisions of ASC 718 of all outstanding stock options was estimated at $741,003 (vested: $741,003 and unvested: $Nil).

At October 31, 2017, unrecognized stock-based compensation expense related to the unvested portion of stock options granted under the Stock Incentive Plan totaled $903,486 to be recognized over the next 1.10 years.

A summary of stock options outstanding and exercisable at October 31, 2017 is as follows:

	Options Outstanding						Options Exercisable
Range of Exercise Prices	Outstanding at October 31, 2017		Weighted Average Exercise Price		Weighted Average Remaining Contractual Term (Years)		Exercisable at October 31, 2017		Weighted Average Exercise Price		Weighted Average Remaining Contractual Term (Years)
$0.45 to $1.06		2,869,250	$	0.80		2.71		2,419,125	$	0.78		2.51
$1.07 to $2.00		9,861,500		1.29		2.64		7,822,500		1.29		2.08
$2.01 to $3.86		1,272,500		2.89		2.67		1,272,500		2.89		2.67
		14,003,250	$	1.33		2.65		11,514,125	$	1.36		2.24

Stock-Based Compensation

A summary of stock-based compensation expense is as follows:

	Three Months Ended October 31,
	2017		2016
Stock-Based Compensation for Consultants
Common stock issued for consulting services	$	281,179	$	269,132
Stock options issued to consultants		(169)		78,272
		281,010		347,404
Stock-Based Compensation for Management
Common stock issued to management		35,014		88,200
Stock options issued to management		94,331		245,019
		129,345		333,219
Stock-Based Compensation for Employees
Common stock issued to employees		175,322		110,346
Stock options issued to employees		182,617		194,292
		357,939		304,638

Settlement of share issuance obligation		(127,615)		-
	$	640,679	$	985,261

On August 22, 2017, we issued 398,839 shares with a fair value of $510,529 under the Stock Incentive Plan as settlement of the share issuance obligations totaling $638,142, which represented the fair value of the Fiscal 2017 share bonuses made by the Company as at July 31, 2017 under the Stock Incentive Plan. The change in fair value of $127,615 between the measurement date of July 31, 2017 and the issuance date of August 22, 2017 was recorded as a credit to the stock-based compensation for the three months ended October 31, 2017.