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EQUITY
9 Months Ended 12 Months Ended
Jun. 30, 2023
Sep. 30, 2022
Equity [Abstract]    
EQUITY

11. EQUITY

 

Common stock

 

The Company has authorized an unlimited number of common shares with no par value. At June 30, 2023 and September 30, 2022, the Company had 2,206,014 common shares issued and outstanding after giving effect to the 60:1 reverse stock split.

 

During the nine months ended June 30, 2023, the Company announced a warrant exercise incentive program (the “Program”) whereby the Company amended the exercise prices of 1,015,869 warrants (the “Eligible Warrants”) from $12.60 per share to $2.86 per share if the holders of the Eligible Warrants exercised the Eligible Warrants before June 30, 2023 (the “Program Period”). In addition to the repricing, the Company offered, to each warrant holder who exercised the Eligible Warrants during the Program Period, the issuance of one additional common share purchase warrant for each warrant exercised during the Program Period (each, an “Incentive Warrant”). Each Incentive Warrant entitles the warrant holder to purchase one common share of the Company for a period of 5 years from the date of issuance, at a price of $4.50 per Share.

 

On June 30, 2023, the Company issued 273,410 common shares at a price of $2.86 per share from the exercise of the Eligible Warrants pursuant to the Program for gross proceeds of $781,953 (net proceeds of $688,092). In connection with the Program, the Company issued 273,410 Incentive Warrants. The Company also incurred $62,556 and issued 21,872 warrants as a finders’ fee to its investment bank. The finder’s warrants are on the same terms as the Incentive Warrants. The Incentive Warrants and finder’s warrants were valued at $449,005 and $35,919, respectively, using the Black-Scholes option pricing model (assuming a risk-free interest rate of 3.68%, an expected life of 5 years, annualized volatility of 128.81% and a dividend rate of 0%). The repricing of the Eligible Warrants is accounted for as a modification under ASC 815-40-35-14 through 18. The effect of the modification is $544,164, measured as the excess of the fair value of the repriced warrants over the fair value of the original warrants immediately before it was modified and the fair value of the incentive warrants issued as an additional inducement to exercise the warrants. The fair values were measured using the Black-Scholes option pricing model (assuming a risk-free interest rate of 4.21%, an expected life of 3.75 years, annualized volatility of 137.62% and a dividend rate of 0%). The Company recognized a deemed dividend of $543,234 for the fair value of the Incentive Warrants and the portion of inducement related to the equity-classified warrants. The effect of the repricing of the liability-classified warrants was $930 and was recorded in the statement of loss. The Company also incurred legal and other expenses of $31,305 in connection with the Program.

 

During the year ended September 30, 2022, the Company:

 

  a) Completed a non-brokered private placement of 44,117 units at a price of $12.96 (CAD$16.20) per unit for gross proceeds of $571,760 (CAD$714,700) on November 4, 2021. Each unit is comprised of one common share and one half of one share purchase warrant; each whole warrant entitles the holder to acquire one additional common share for a period of 24 months at an exercise price of $25.80 (CAD$32.40). $202,009 of the proceeds was allocated to the warrants and recorded as a warrant liability. The Company paid $34,733 and issued 2,680 agent’s warrants as a finders’ fee. The finder’s warrants have the same terms as the warrants issued under the private placement. The finder’s warrants were valued at $24,543 using the Black-Scholes option pricing model (assuming a risk-free interest rate of 0.98%, an expected life of 2 years, annualized volatility of 153.02% and a dividend rate of 0%). The Company also incurred filing and other expenses of $800 in connection with the private placement. $8,671 of issuance costs related to the warrants was recorded in the statement of loss.
     
  b) Completed a brokered private placement of 785,477 units at a price of $9.60 per unit for gross proceeds of $7,540,580 on March 29, 2022. Each unit is comprised of one common share and one common share purchase warrant; each warrant entitles the holder to acquire one additional common share for a period of 5 years at an exercise price of $12.60. $607,170 of the proceeds was allocated to the warrants. ThinkEquity LLC acted as sole placement agent for the private placement. In connection with the private placement, ThinkEquity received a cash commission of $754,058, 78,548 broker warrants and expense reimbursement of $131,560. The broker’s warrants have the same terms as the warrants issued under the private placement. The broker’s warrants were valued at $858,429 using the Black-Scholes option pricing model (assuming a risk-free interest rate of 2.45%, an expected life of 5 years, annualized volatility of 134.66% and a dividend rate of 0%). The Company also incurred filing and other expenses of $159,271 in connection with the private placement.

 

Share-based payments

 

Stock options

 

The Company has a stock option plan (the “Plan”) in place under which it is authorized to grant options to executive officers and directors, employees and consultants. Pursuant to the Plan, the Company may issue aggregate stock options totaling up to 10% of the issued and outstanding common stock of the Company. Further, the Plan calls for the exercise price of each option to be equal to the market price of the Company’s stock as calculated on the date of grant. The options can be granted for a maximum term of 10 years and vest at the discretion of the Board of Directors at the time of grant.

 

 

PERMEX PETROLEUM CORPORATION

NOTES TO CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

THREE AND NINE MONTHS ENDED JUNE 30, 2023

(UNAUDITED)

 

11. EQUITY (cont’d…)

 

Share-based payments (cont’d…)

 

Stock option transactions are summarized as follows:

 

   Number
of options
   Weighted Average
Exercise Price
 
         
Balance, September 30, 2021   37,917   $19.51 
Granted   55,000    10.51 
Cancelled   (8,334)   17.34 
           
Balance, September 30, 2022   84,583   $13.26 
Cancelled   (3,333)   10.66 
Balance, June 30, 2023   81,250   $13.74 
           
Exercisable at June 30, 2023   81,250   $74 

 

The aggregate intrinsic value of options outstanding and exercisable as at June 30, 2023 was $nil (September 30, 2022 - $nil).

 

The options outstanding as of June 30, 2023 have exercise prices in the range of $2.25 to $22.50 and a weighted average remaining contractual life of 6.91 years.

 

During the nine months ended June 30, 2023 and 2022, the Company recognized share-based payment expense of $318 and $604,861, respectively, for the portion of stock options that vested during the period. The share-based payment expense for the three months ended June 30, 2023 and 2022 was $nil and $185, respectively. The following weighted average assumptions were used for the Black-Scholes valuation of stock options granted:

 

   2023   2022 
         
Risk-free interest rate   -    1.5%
Expected life of options   -    10 Years 
Expected annualized volatility   -    96.56%
Dividend rate   -    Nil 
Weighted average fair value of options granted   -   $10.17 

 

As June 30, 2023, the following stock options were outstanding:

 

Number
of Options
  Exercise Price   Issuance Date   Expiry Date 
22,917  $22.50    December 4, 2017    December 4, 2027 
5,000  $13.50    November 1, 2018    November 1, 2028 
5,000  $2.25    March 16, 2020    March 16, 2030 
48,333  $10.80    October 6, 2021    October 6, 2031 
81,250               

 

 

PERMEX PETROLEUM CORPORATION

NOTES TO CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

THREE AND NINE MONTHS ENDED JUNE 30, 2023

(UNAUDITED)

 

11. EQUITY (cont’d…)

 

Warrants

 

Warrant transactions are summarized as follows:

 

   Number
of Warrants
   Weighted
Average
Exercise
Price
 
         
Balance, September 30, 2021   208,332   $9.42 
Granted   888,738    12.91 
           
Balance, September 30, 2022   1,097,070   $12.12 
Exercised   (273,410)   2.86 
Granted   295,282    4.50 
           
Balance, June 30, 2023   1,118,942    9.98 

 

As June 30, 2023, the following warrants were outstanding:

 

Number
of Warrants
  Exercise Price   Issuance Date   Expiry Date 
             
17,558  $24.30    November 4, 2021    November 4, 2023 
597,770  $12.60    March 29, 2022    March 29, 2027 
295,282  $4.50    June 30, 2023    June 30, 2028 
208,332  $9.00    September 30, 2021    September 30, 2031 
1,118,942               

 

22,059 warrants issued with private placement units during fiscal 2022 have an exercise price denominated in CAD. These warrants were initially valued at $202,009 using the Black-Scholes option pricing model (assuming a risk-free interest rate of 0.98%, an expected life of 2 years, annualized volatility of 153.02% and a dividend rate of 0%) and recorded as a warrant liability. The fair value of these warrants were remeasured at each reporting period and a gain on fair value of $178,509 was recorded during the year ended September 30, 2022. During the nine months ended June 30, 2023, a gain on fair value of $23,500 was recorded (2022 - $152,869). During the three months ended June 30, 2023, a gain on fair value of $1,066 was recorded (2022 - $72,838).

 

The following weighted average assumptions were used for the Black-Scholes valuation of warrants as at June 30, 2023 and September 30, 2022:

 

   June 30,
2023
   September 30,
2022
 
         
Risk-free interest rate   4.58%   3.79%
           
Expected life of options   0.33 Year    1 Year 
Expected annualized volatility   73.12%   135.59%
Dividend rate   Nil    Nil 
Weighted average fair value of options granted  $0.00   $1.46 

 

12. EQUITY

 

Common stock

 

The Company has authorized an unlimited number of common shares with no par value. At September 30, 2022 and September 30, 2021, the Company had 1,932,604 and 1,103,010 common shares issued and outstanding, respectively.

 

During the year ended September 30, 2022, the Company:

 

a)Completed a non-brokered private placement of 44,117 units at a price of $12.96 (CAD$16.20) per unit for gross proceeds of $571,760 (CAD$714,700). Each unit is comprised of one common share and one half of one share purchase warrant; each whole warrant entitles the holder to acquire one additional common share for a period of 24 months at an exercise price of $25.80 (CAD$32.40). $202,009 of the proceeds was allocated to the warrants and recorded as a warrant liability. The Company paid $34,733 and issued 2,680 agent’s warrants as a finders’ fee. The finder’s warrants have the same terms as the warrants issued under the private placement. The finder’s warrants were valued at $24,543 using the Black-Scholes option pricing model (assuming a risk-free interest rate of 0.98%, an expected life of 2 years, annualized volatility of 153.02% and a dividend rate of 0%). The Company also incurred filing and other expenses of $800 in connection with the private placement. $8,671 of issuance costs related to the warrants was recorded in the statement of loss and comprehensive loss.
   
b)Completed a brokered private placement of 785,477 units at a price of $9.60 per unit for gross proceeds of $7,540,580. Each unit is comprised of one common share and one common share purchase warrant; each warrant entitles the holder to acquire one additional common share for a period of 5 years at an exercise price of $12.60. $607,170 of the proceeds was allocated to the warrants. ThinkEquity LLC acted as sole placement agent for the private placement. In connection with the private placement, ThinkEquity received a cash commission of $754,058, 78,548 broker warrants and expense reimbursement of $131,560. The broker’s warrants have the same terms as the warrants issued under the private placement. The broker’s warrants were valued at $858,429 using the Black-Scholes option pricing model (assuming a risk-free interest rate of 2.45%, an expected life of 5 years, annualized volatility of 134.66% and a dividend rate of 0%). The Company also incurred filing and other expenses of $140,475 in connection with the private placement.

 

During the year ended September 30, 2021, the Company:

 

a)Issued 19,271 common shares of the Company for a fair value of $54,958 pursuant to service agreements.
   
b)Issued 416,666 common shares of the Company for a value of $2,468,750 pursuant to a property acquisition agreement.

 

Share-based payments

 

Stock options

 

The Company has a stock option plan (the “Plan”) in place under which it is authorized to grant options to executive officers and directors, employees and consultants. Pursuant to the Plan, the Company may issue aggregate stock options totaling up to 10% of the issued and outstanding common stock of the Company. Further, the Plan calls for the exercise price of each option to be equal to the market price of the Company’s stock as calculated on the date of grant. The options can be granted for a maximum term of 10 years and vest at the discretion of the Board of Directors at the time of grant.

 

 

PERMEX PETROLEUM CORPORATION

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

YEARS ENDED SEPTEMBER 30, 2022 AND 2021

 

 

 

12.EQUITY (cont’d…)

 

Share-based payments (cont’d…)

 

Stock option transactions are summarized as follows:

  

   Number
of options
   Weighted
Average
Exercise Price
 
         
Balance, September 30, 2020   39,003   $18.75 
Cancelled   (1,086)   23.70 
           
Balance, September 30, 2021   37,917   $19.51 
Granted   55,000    10.51 
Cancelled   (8,334)   17.34 
           
Balance, September 30, 2022   84,583   $13.26 
           
Exercisable at September 30, 2022   83,333   $13.42 

 

The aggregate intrinsic value of options outstanding and exercisable as at September 30, 2022 was $nil (2021 - $nil).

 

The options outstanding as of September 30, 2022 have exercise prices in the range of $2.19 to $21.90 and a weighted average remaining contractual life of 7.72 years. There were no options granted during the year ended September 30, 2021.

 

During the years ended September 30, 2022 and 2021, the Company recognized share-based payment expense of $546,335 and $2,870, respectively, for the portion of stock options that vested during the year. The following weighted average assumptions were used for the Black-Scholes valuation of stock options granted:

 

   2022   2021 
         
Risk-free interest rate   1.50%   - 
Expected life of options   10 Years    - 
Expected annualized volatility   96.56%   - 
Dividend rate   Nil    - 
Weighted average fair value of options granted  $10.17   $- 

 

 

PERMEX PETROLEUM CORPORATION

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

YEARS ENDED SEPTEMBER 30, 2022 AND 2021

 

 

 

12.EQUITY (cont’d…)

 

Share-based payments (cont’d…)

 

As September 30, 2022, the following stock options were outstanding:

 

Number
of Options
   Exercise Price   Expiry Date
 27,917   $21.90   December 4, 2027
 5,000   $13.14   November 1, 2028
 5,000   $2.19   March 16, 2030
 51,666   $10.51   October 6, 2031
 84,583         

 

Warrants

 

Warrant transactions are summarized as follows:

  

   Number
of Warrants
   Weighted
Average
Exercise
Price
 
         
Balance, September 30, 2020   80,087   $12.77 
Granted   208,333    9.48 
Warrants expired   (80,087)   13.46 
           
Balance, September 30, 2021   208,333   $9.42 
Granted   888,763    12.91 
           
Balance, September 30, 2022   1,097,096   $12.12 

 

As September 30, 2022, the following warrants were outstanding:

 

Number
of Warrants
   Exercise Price   Expiry Date
         
 24,739   $23.65   November 4, 2023
 864,024   $12.60   March 29, 2027
 208,333   $8.76   October 1, 2031
 1,097,096         

 

22,059 warrants issued with private placement units during fiscal 2022 have an exercise price denominated in CAD. These warrants were initially valued at $202,009 using the Black-Scholes option pricing model (assuming a risk-free interest rate of 0.98%, an expected life of 2 years, annualized volatility of 153.02% and a dividend rate of 0%) and recorded as a warrant liability. These warrants were subsequently revaluated and a gain on fair value adjustment of $178,509 was recorded during the year ended September 30, 2022.

 

The following weighted average assumptions were used for the Black-Scholes valuation of warrants as at September 30, 2022 and November 4, 2021:

 

           
   September 30,2022   November 4, 2021 
         
Risk-free interest rate   3.79%   0.98%
Expected life of options   1 Year    2 Years 
Expected annualized volatility   135.59%   153.02%
Dividend rate   Nil    Nil 
Weighted average fair value of options granted  $1.46   $11.45 

 

 

PERMEX PETROLEUM CORPORATION

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

YEARS ENDED SEPTEMBER 30, 2022 AND 2021