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EQUITY
12 Months Ended
Dec. 31, 2022
Equity [Abstract]  
EQUITY [Text Block]

11. EQUITY

Authorized Share capital

The Company is authorized to issue an unlimited number of SVS, MVS, and PVS, with no par value. Subject to certain restrictions set out in the Company's articles, each SVS is entitled to one vote per share, each MVS is convertible, at the option of the holder, into 100 SVS and entitles the holder to 100 votes per share and each PVS is convertible into one SVS and entitles the holder to 1,000 votes per share. Each PVS will automatically convert to one SVS upon the holder's equity interest in Origination reducing to less than 75% of the interest held on the date of the closing of the BCA.

The following table summarizes the movements in the Company's common shares:

      Origination Member Units     SVS Shares     MVS Shares     PVS Shares     Total Share
Capital
 
      Shares     Amount     Shares     Amount     Shares     Amount     Shares     Amount        
Balance as at January 1, 2021     17,083,501   $ 37,097,376     -   $ -     -   $ -     -   $ -   $ 37,097,376  
Issuance of member units for cash     819,215     8,044,700     -     -     -     -     -     -     8,044,700  
Issuance of member units exchanged for notes     353,870     3,475,000     -     -     -     -     -     -     3,475,000  
Issuance of member units for oil and gas properties     356,415     3,499,995     -     -     -     -     -     -     3,499,995  
Issuance of member units to contractors     923,954     9,073,228     -     -     -     -     -     -     9,073,228  
Redemption of member units     (3,992,629 )   (8,680,786 )   -     -     -     -     -     -     (8,680,786 )
Issuance of member units exchanged for notes     234,216     2,300,000     -     -     -     -     -     -     2,300,000  
Origination Member Units split 1:3     31,557,084     -     -     -     -     -     -     -     -  
Allocation of opening non-controlling interest     (16,168,422 )   (18,721,276 )   -     -     -     -     -     -     (18,721,276 )
Exchange of units for SVS and MVS     (31,167,204 )   (36,088,237 )   1,427,421     1,652,798     297,398     34,435,439     -     -     -  
Shares issued for cash, net of share issuance costs of $247,218     -     -     161,976     476,978     17,057     5,022,854     -     -     5,499,832  
PVS issued for cash     -     -     -     -     -     -     15,947     128,213     128,213  
Shares issued on reverse recapitalization     -     -     534,384     1,697,865     -     -     -     -     1,697,865  
Conversion of MVS to SVS     -     -     30,411,950     38,161,379     (304,120 )   (38,161,379 )   -     -     -  
Balance as at December 31, 2021     -   $ -     32,535,731   $ 41,989,020     10,335   $ 1,296,914     15,947   $ 128,213   $ 43,414,147  
Exchange of units for SVS and MVS     -     -     195,541     245,368     (1,955 )   (245,368 )   -     -     -  
Settlement of RSUs     -     -     2,024,401     9,685,555     -     -     -     -     9,685,555  
Repurchase of SVS for cancellation     -     -     (799,600 )   (4,324,915 )   -     -     -     -     (4,324,915 )
Balance as at December 31, 2022     -   $ -     33,956,073   $ 47,595,028     8,380   $ 1,051,546     15,947   $ 128,213   $ 48,774,787  

2022 Activity

On June 10, 2022, the TSX Venture Exchange ("TSXV") approved the Company's normal course issuer bid ("NCIB"). Under the NCIB, the Company may purchase, for cancellation, up to 1,648,783 SVS of the Company (representing approximately 5% of its issued and outstanding SVS as of June 6, 2022) over a 12-month period commencing on June 10, 2022. The NCIB will expire no later than June 9, 2023.

On September 27, 2022, the TSXV approved an amendment to the Company's NCIB, which permits the Company to enter into an automatic share purchase plan ("ASPP") to facilitate the purchase of SVS under the NCIB during times when the Company would not ordinarily be permitted to purchase such shares due to regulatory restrictions of self-imposed black-out periods.

In connection with the NCIB, during 2022 the Company purchased and cancelled 799,600 SVS at an average price of $5.41/share for an aggregate value of $4,324,915, and as at December 31, 2022, recorded a liability of $4,670,507, representing the contractual maximum share purchases remaining under the ASPP at an amended maximum purchase price of $5.50 per share.

During 2022, 1,955 MVS were converted into 195,541 SVS on a 100 to 1 basis, and 2,024,401 SVS were issued as a result of settling certain RSUs (Note 12).

Previously recorded stock-based compensation of $9,685,555 has been removed from additional paid-in capital and has been reclassified to share capital to reflect the impact of settlement (Note 12).

2021 Activity

During the year ended December 31, 2021, the Company issued 819,215 Origination Member Units for aggregate cash of $8,044,700 ($9.82/unit) and issued 353,870 Origination Member Units in exchange for the retirement of $3,475,000 in promissory notes ($9.82/unit).

The Company entered into an agreement, with a third party, to acquire 16,201 net acres in the Eagle Ford formation, located in the Austin, Fayette, Lee and Washington counties of Texas. In exchange for the acreage, the Company issued 203,666 Origination Member Units valued at $2,000,000 ($9.82/unit).

In addition, the Company issued 152,749 Origination Member Units, valued at $1,499,995 ($9.82/unit) in exchange for an approximately 630 net mineral acreage in Washington County, Texas.

In May of 2021, the Company issued 923,954 Origination Member Units to officers and consultants of the Company for services at an estimated value of $9.82 per Origination Member Unit for total consideration of $9,073,228 in connection with the listing application.

On July 2, 2021, the Company exercised its option to convert all the existing convertible promissory notes with a principal of $2,300,000 into 234,216 Origination Member Units ($9.82/unit) effective as of July 7, 2021.

During the year ended December 31, 2021, 304,120 MVS shares were converted into 30,411,950 SVS.

Dividends

The Company implemented a dividend distribution policy, starting January 2022, where monthly dividends of $0.03 per SVS and PVS and $3.00 per MVS were declared each month, with aggregate dividends declared and paid in 2022 of $12,416,759 (2021 - $nil). There are no restrictions that limit the payment of dividends by the Company.

The total dividends declared and paid during the year ended December 31, 2022 by class of shares was $12,092,734, $318,284, and $5,741 for shares of SVS, MVS, and PVS, respectively (2021 - $nil).