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Capital Stock
12 Months Ended
Dec. 31, 2018
Capital Stock [Text Block]

13. Capital Stock

As at December 31, 2018, the Company had 150,000,000 of common shares authorized with a par value of $.0001 per share and 40,299,531 (2017-37,393,031) common shares issued and outstanding.

During the year, the Company raised $650,240 (2017-$513,874) cash on a private placement, net of share issue costs of $46,260 (2017-$48,100), on the issuance of 696,500 (December 31, 2017-850,151) common shares of the Company. In addition, during the year, the Company issued 190,000 common shares of the Company, in regard to the $178,200 cash received from a private placement prior to December 31, 2017, net of share issue costs of $11,800 and received cash on a private placement prior to December 31, 2018 of $4,600, net of share issue costs of $400. In addition, on November 22, 2018, the Company issued 20,000 common shares of the Company to a new director, determined to be valued at $20,000, based on private placement pricing at the time. The service provided by the director is disclosed under directors’ compensation in the consolidated statements of operations and comprehensive loss.

During the prior year, on January 5, 2017 and January 30, 2017, the Company issued, in total, 1,620,000 common shares of the Company, determined to be valued at $469,800, based on private placement pricing at the time, to agents for their services in assisting in establishing the first credit facility with PACE. On each of January 30, 2017 and June 8, 2017, the Company issued a total of 40,000 common shares to two new directors, determined to be valued at $11,600 and $13,200 respectively, based on private placement pricing at the time. The services provided by the directors were disclosed under directors’ compensation in the consolidated statements of operations and comprehensive loss. On February 6, 2017, the Company issued 5,000 common shares and on August 23, 2017, the Company issued 4,000 common shares to a current employee for services and a new employee as an incentive to join the Company, respectively, determined to be valued at $1,450 and $4,000, respectively, based on private placement pricing at the time and disclosed under office and administration in the consolidated statements of operations and comprehensive loss. On May 9, 2017, the Company issued 15,000 common shares, on June 8, 2017, another 20,000 common shares and then on August 23, 2017, a further 20,000 common shares to consultants for their services, determined to be valued at $4,950, $6,600 and $20,000 respectively, based on private placement pricing at the time. These services were disclosed under professional fees in the consolidated statements of operations and comprehensive loss. On May 9, 2017, the Company issued 115,000 common shares on the exercise of the offer to acquire common shares at a price of $0.10 per common share by the VPCD. On September 5, 2017, the Company issued 5,000 common shares as compensation for a private placement, determined to be valued at $5,000 based on private placement pricing at the time. In addition, on September 11, 2017, the Company issued 529,970 common shares on the acquisition of assets, determined to be valued at $529,970 ($700,000 CAD), based on private placement pricing at the time (see note 8).

All non-cash transactions were valued based on the proceeds of a private placement at the time.

The Company also granted the CEO 3,000,000 RSUs under a new consulting agreement effective January 1, 2017. The RSUs are expected to vest in three equal installments annually on January 1, 2018, 2019 and 2020. On January 1, 2018, the Company issued 1,000,000 common shares in exchange for 1,000,000 RSUs to the CEO. In addition, on May 17, 2018, at a meeting of the Board, the Board approved an amendment to the President’s consulting agreement, to include the granting of 3,000,000 RSUs to the President, determined to be valued at $3,000,000, based on private placement pricing at the time on the same terms and conditions as those granted to the CEO. Effective May 17, 2018, 1,000,000 RSUs were exchanged into 1,000,000 common stock. Based on private placement pricing at the time, the common stock issued in exchange for the RSUs, was determined to be valued at $1,000,000. During the year, management compensation expense of $2,330,000, relating to the issuance of the 1,000,000 common shares of the Company and the vesting of the 2,000,000 RSUs to the President and the CEO was disclosed in the consolidated statements of operations and comprehensive loss presented as management compensation expense.