SHARE CAPITAL

12 Months Ended

Apr. 30, 2020

Share-based Payment Arrangement [Abstract]

SHARE CAPITAL

7.       SHARE CAPITAL:

Common shares

a) Authorized:

Unlimited number of common shares, without par value.

The holders of common shares are entitled to receive dividends which are declared from time to time, and are entitled to one vote per share at meetings of the Company. All shares are ranked equally with regards to the Company’s residual assets.

b) Stock transactions:

During the year ended April 30, 2020, the Company completed the following stock transactions:

i) On December 17, 2019, the Company issued 1,054,097 common shares with a fair value of $106,858. The common shares were issued as debt discounts pursuant to the Fifth Promissory Notes (Note 5).

During the year ended April 30, 2019, the Company completed the following stock transactions:

i) On July 30, 2018, the Company issued 600,000 common shares on the exercise of stock options with an exercise price of CAD$0.10 per common share resulting in gross proceeds of CAD$60,000 ($46,085).

ii) On August 10, 2018, the Company issued 361,657 common shares with a fair value of $81,000. The common shares were issued as debt discounts pursuant to the Third Promissory Notes.

iii) On January 22, 2019, the Company issued 1,882,503 common shares with a fair value of $155,229. The common shares were issued as settlement of principal and accrued interest pursuant to the Fourth Promissory Notes.

c) Stock options:

The Company has granted stock options under the terms of its Stock Option Plan (the “Plan”). The Plan provides that the directors of the Company may grant options to purchase common shares to directors, officers, employees and service providers of the Company on terms that the directors of the Company may determine are within the limitations set forth in the Plan. The maximum number of shares available under the Plan is limited to 10% of the issued common shares. The maximum term of stock options is ten years. All stock options vest on the date of grant, unless otherwise stated. As at April 30, 2020, the Company had 6,423,021 stock options available for grant pursuant to the Plan (2019 – 3,642,612).

The Company’s stock options outstanding as at April 30, 2020 and 2019 and the changes for the years then ended are as follows:

	Number Outstanding	Weighted Average Exercise Price (in CAD$)
Balance outstanding at April 30, 2018	6,405,000	0.22
Granted	1,450,000	0.25
Exercised	(600,000)	0.10
Expired	(1,630,000)	0.17
Balance outstanding at April 30, 2019	5,625,000	0.26
Expired	(2,275,000)	0.25
Forfeited	(400,000)	0.30
Balance outstanding at April 30, 2020	2,950,000	0.26
Balance exercisable at April 30, 2020	1,700,000	0.26

Summary of stock options outstanding at April 30, 2020:

Security	Number Outstanding	Number Exercisable	Exercise Price (CAD$)	Expiry Date	Remaining Contractual Life (years)
Stock options	200,000	200,000	0.25	August 4, 2020	0.26
Stock options	300,000	300,000	0.30	July 21, 2021	1.22
Stock options	1,000,000	1,000,000	0.25	April 20, 2022	1.97
Stock options	(1)1,450,000	(1)200,000	0.25	August 9, 2023	3.28

Notes:

⁽¹⁾ 1,250,000 stock options vest on the completion of certain milestones including equity financing, project financing, mine construction and achieving commercial production. 200,000 stock options vested as to 25% every three months from the date of grant.

Non-Employee Stock Options

In accordance with the guidance of ASC 815-40-15, stock options awarded to non-employees that are fully vested and exercisable in Canadian dollars are required to be accounted for as derivative liabilities because they are considered not to be indexed to the Company’s stock due to their exercise price being denominated in a currency other than the Company’s functional currency. Stock options awarded to non-employees that are not vested are accounted for as equity awards until the terms associated with their vesting requirements have been met. As at April 30, 2020, there were nil (2019 – 100,000) non-employee stock option awards that had not yet vested.

The non-employee stock options are accounted for at their respective fair values and are summarized as follows for the years ended April 30, 2020 and 2019:

	2020 $	2019 $
Fair value of non-employee options, beginning of the period	6,191	205,120
Transfer value on exercise of options	-	(23,040)
Fair value of options on vesting	1,820	3,502
Change in fair value of non-employee stock options during the period	8,530	(179,391)
Fair value of non-employee options, end of the period	16,541	6,191

The Company determined the fair value of its non-employee stock options as at April 30, 2020 and 2019 using the Black-Scholes option pricing model with the following weighted average assumptions:

	2020	2019
Stock price (CAD$)	0.04	0.07
Exercise price (CAD$)	0.26	0.26
Risk-free interest rate (%)	1.77	1.52
Expected life (years)	1.83	2.23
Expected volatility (%)	150	64
Expected dividends ($)	Nil	Nil

The non-employee options are required to be re-valued with the change in fair value of the liability recorded as a gain or loss on the change of fair value of derivative liability and included in other items in the Company’s Consolidated Statements of Loss at the end of each reporting period. The fair value of the options will continue to be classified as a liability until such time as they are exercised, expire or there is an amendment to the respective agreements that renders these financial instruments to be no longer classified as a liability.

As at April 30, 2020, the unamortized compensation cost of options is $93,382 and the intrinsic value of options expected to vest is $nil.

Share-based payments are classified in the Company’s Statement of Loss during the years ended April 30, 2020 and 2019 as follows:

	2020 $	2019 $
Management and consulting fees	888	4,434
	888	4,434

d) Share purchase warrants:

A summary of fully-exercisable share purchase warrants as at April 30, 2020 and 2019 and the changes for the years then ended are as follows:

	Number Outstanding	Weighted Average Exercise Price (CAD$)
Balance at April 30, 2018	4,887,360	0.32
Issued	139,984	0.29
Expired	(5,027,344)	0.31
Balance at April 30, 2019 and 2020	-	-