SHARE CAPITAL |
12 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Mar. 31, 2025 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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SHARE CAPITAL |
Effective July 20, 2021, the Company amended its Articles to create an unlimited number of Class A Subordinate Voting Shares and unlimited number of Class B Proportionate Voting Shares. Each Subordinate Voting Share shall entitle the holder thereof to one vote. Each Class B share shall entitle the holder thereof to 6.25 votes and such proportionate dividends and liquidation rights. Each Class B share is convertible, at the holder’s option, into 6.25 Subordinate Voting Shares.
On May 30, 2024, all Class B Proportionate Voting Shares ( ) were converted into Subordinate Voting Shares.
In the year ended March 31, 2025, the following equity instruments were exercised for gross proceeds of $2,951,695:
The reclassification from additional paid-in capital from the exercises of warrants and stock options was $1,075,242.
On March 9, 2025, the Company converted Special Warrants Units into Subordinate Voting Shares and warrants (Note 12).
On March 4, 2025, of the RSUs granted in December, 2024 were settled into Subordinate Voting Shares with a value of $ based on the share price and exchange rate on the settlement date.
On February 25, 2025, in connection with the conversion of the convertible debentures, the Company issued Subordinate Voting Shares and warrants.
On February 25, 2025, of the RSUs granted in December, 2024 were settled into Subordinate Voting Shares with a value of $ based on the share price and exchange rate on the settlement date.
11. SHARE CAPITAL (continued)
On January 9, 2025, the Company closed an offering by way of prospectus supplement (the “Offering”). Pursuant to the Offering, the Company issued Units of the Company (the “Units”) at a price of $ (CAD$ ) per Unit for gross proceeds of approximately $13,947,001 (CAD$20,000,000). Each Unit is comprised of one Class A Subordinate Voting Share of the Company (a “Share”) and one-half of one Share purchase warrant (each whole Share purchase warrant, a “Warrant”). Each Warrant shall entitle the holder to purchase one Share of the Company (a “Warrant Share”) at an exercise price of CAD$ ($36.81 at balance sheet rate) per Warrant Share at any time until January 9, 2028, subject to adjustment in certain events. The Offering was completed pursuant to an agency agreement dated January 9, 2025 between the Company and A.G.P. Canada Investments ULC (“A.G.P. Canada”).
In connection with the Offering, the Company paid the A.G.P. Canada a cash commission equal to 8% of the gross proceeds of the Offering and issued to the A.G.P. Canada or such selling agents compensation warrants as is equal to an aggregate of 8% of the number of Units sold pursuant to the Offering (the “Compensation Warrants”). Each Compensation Warrant is exercisable into a Unit at an exercise price of CAD$ ($29.49 at balance sheet rate) per Unit until January 9, 2028. The cash commission and the number of Compensation Warrants was reduced to 2.0% in respect to the portion of aggregate gross proceeds of the Offering attributable to subscribers identified by the Company.
On December 27, 2024, of the RSUs granted in the year ended March 31, 2023 were settled into Subordinate Voting Shares with a value of $ based on the share price and exchange rate on the settlement date.
In November and December 2024, the Company closed the 3 additional tranches of the LIFE offering of Units (the “Units”) of the Company, for gross proceeds of $3,004,340 (the “LIFE Offering”).
Each Unit was sold at a price of $13.15 at balance sheet rate) per Share, subject to adjustment in certain circumstances, for a period of 36 months from the closing date. (CAD$ ) and consists of one Class A Subordinate Voting share of the Company (a “Share”) and one-half of one share purchase warrant. Each Warrant will entitle the holder thereof to acquire one Share at an exercise price of CAD$ ($
In connection with the Offering, the Company: (i) paid to certain finders and advisors an aggregate cash commission of $174,113; (ii) issued to certain finders and advisors an aggregate of 13,615 compensation warrants (the “Compensation Warrants”), and (iii) incurred in legal fees of $63,347. Each Compensation Warrant will be exercisable into one Unit at the Offering Price for a period of 36 months following the closing date into one unit at a price of CAD$ ($9.39 at balance sheet rate).
On September 26, 2024, the Company closed the first tranche offering of Units (the “Units”) of the Company, for gross proceeds of $3,686,000 (the “LIFE Offering”).
Each Unit was sold at a price of $22.54 at balance sheet rate) per Share, subject to adjustment in certain circumstances, for a period of 36 months from September 26, 2024. (CAD$ ) and of one Class A Subordinate Voting share of the Company (a “Share”) and one-half of one Share purchase warrant (each whole warrant, a “Warrant”). Each Warrant will entitle the holder thereof to acquire one Share (each, a “Warrant Share”) at an exercise price of CAD $ ($
In connection with the Offering, the Company: (i) paid to certain finders and advisors an aggregate cash commission of $278,772; (ii) issued to certain finders and advisors an aggregate of compensation warrants (the “Compensation Warrants”), and (iii) incurred in legal fees of $41,257. Each Compensation Warrant will be exercisable into one Unit at the Offering Price for a period of 36 months following the Closing Date.
In July and August 2024, the Company converted Special Warrants Units into Subordinate Voting Shares and warrants (Note 12).
On April 9, 2024, shares were issued to a strategic consultant of the Company. The shares were fair valued at $ considering the share price of $ (CAD$ ) stated in the consulting agreement.
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