v3.25.1
RELATED PARTY TRANSACTIONS
3 Months Ended
Mar. 31, 2025
Related Party Transactions [Abstract]  
RELATED PARTY TRANSACTIONS

11. RELATED PARTY TRANSACTIONS

 

The following amounts due to related parties are included in trade payables and accrued liabilities (Note 7).

 

  

March 31, 2025

$

  

December 31, 2024

$

 
         
Directors and officers of the Company   47,298    1,259,665 
Amounts due to related parties   47,298    1,259,665 

  

  

Included in the amounts due to related parties at December 31, 2024, is $1,168,729 due to the Company’s former Chief Executive Officer related to his retirement from the Company and is payable in equal monthly installments of $48,697 until December 31, 2026. The former Chief Executive Officer was not considered a related party at March 31, 2025.

 

These amounts are unsecured, non-interest bearing and have 30-day fixed terms of repayment with the exception of the retirement payment, as noted above.

 

(a)Related party transactions

 

During 2024, EdgePoint and its affiliates, related parties of the Company, subscribed for 7,692,307 June 2024 Units as part of the June 2024 Financing. As of December 31, 2024, EdgePoint and its affiliates beneficially owned 23,833,224 Common Shares and 13,716,307 warrants, representing approximately 12.8% of the issued and outstanding Common Shares (approximately 18.8% on a partially-diluted basis assuming the exercise of all warrants held by EdgePoint).

 

In connection with the June 2024 Financing, certain insiders of the Company subscribed for an aggregate of 1,389,140 Units for gross proceeds of $1,083,529.

 

On March 18, 2025, the Company closed the March 2025 Financing which included the conversion of its Term Loan held by EdgePoint and its affiliates to equity (Note 8). The Company issued to EdgePoint and its affiliates an aggregate of 69,607,843 Settlement Units. As of March 31, 2025, EdgePoint and its affiliates beneficially owned an aggregate of 93,441,067 Common Shares and 83,324,150 warrants, representing approximately 21.8% of the outstanding Common Shares (approximately 34.5% on a partially-diluted basis assuming the exercise of all warrants held by EdgePoint).

 

In connection with the Private Placement (Note 10), certain insiders of the Company subscribed for an aggregate of 3,936,667 Private Placement Units for gross proceeds of $1,181,000.

 

For the three months ended March 31, 2025, the Company paid interest of $268,896 (three months ended March 31, 2024 - $519,206) to Cymbria and recognized a loss on the Debt Conversion of $5,982,434 (three months ended March 31, 2024 – $nil).

 

(b)Key management personnel are defined as members of the Board of Directors and certain senior officers.

 

Key management compensation was related to the following:

 

   Three months ended March 31, 
  

2025

$

  

2024

$

 
Salaries and management fees   196,104    256,491 
Site operations and administration   426,914    583,037 
DSUs granted, net of fair value movements   (10,824)   54,647 
Share-based compensation   328,536    220,998 
Key management compensation   940,730    1,115,173