CAPITAL STOCK [Text Block] |
Capital Stock
At July 31, 2012, the Company’s capital stock was 750,000,000 authorized common shares with a par value of $0.001 per share.
Equity Financing
On April 10, 2012, the Company completed a public offering of its common stock for net proceeds of $20,968,743 through the sale of 6,246,078 shares of the Company at a price of $3.60 per share. The Company issued an additional 38,692 shares under this financing as share issuance costs.
On October 26, 2010, the Company completed a private placement of 8,111,313 units at a price of $3.40 per unit for net proceeds of $25,654,398. Each unit is comprised of one common share of the Company and one half of one non-transferable share purchase warrant, each whole warrant entitling the holder to purchase an additional common share of the Company at a price of $3.95 per share for a one year period. In accordance with the terms of the private placement, the Company filed a Registration Statement with the SEC which was declared effective on December 9, 2010.
Share Transactions
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Value per Share
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Period / Description
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Common
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Shares Issued
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Low
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High
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Issuance Value
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Balance, July 31, 2009 |
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56,237,269 |
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STMV and Everest Acquisitions |
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2,755,000 |
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$ |
3.54 |
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$ |
3.54 |
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$ |
9,947,400 |
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Options Exercised
(1)
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928,391 |
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0.33 |
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2.40 |
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452,026 |
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Service Agreements |
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578,632 |
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2.17 |
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3.72 |
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1,617,085 |
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Warrants Exercised |
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223,461 |
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3.10 |
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3.10 |
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692,729 |
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Bonus Issuance Resolutions |
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55,136 |
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3.66 |
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3.66 |
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201,798 |
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Mineral Property Acquisitions |
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10,448 |
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3.08 |
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3.08 |
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32,180 |
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Balance, July 31, 2010 |
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60,788,337 |
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Private Placement |
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8,111,313 |
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3.40 |
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3.40 |
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25,654,398 |
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Warrants Exercised |
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3,163,756 |
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3.10 |
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3.95 |
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7,926,371 |
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Options Exercised
(2)
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1,024,206 |
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0.33 |
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3.67 |
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3,525,524 |
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Mineral Property Acquisitions |
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225,000 |
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3.21 |
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3.21 |
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722,250 |
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Service Agreements |
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174,725 |
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2.53 |
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7.00 |
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754,782 |
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Balance, July 31, 2011 |
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73,487,337 |
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Equity Financing |
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6,284,770 |
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3.60 |
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3.60 |
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20,968,743 |
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Mineral Property Acquisition |
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4,520,669 |
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2.29 |
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3.90 |
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15,957,832 |
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Options Exercised
(3)
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191,872 |
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0.33 |
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3.72 |
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198,728 |
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Database Acquisition |
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159,236 |
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3.21 |
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3.21 |
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511,148 |
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Settlement of Convertible Debentures
(4)
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128,508 |
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3.18 |
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3.96 |
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699,340 |
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Warrants Exercised |
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112,451 |
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3.10 |
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4.25 |
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355,392 |
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Service Agreements |
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50,000 |
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2.95 |
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4.02 |
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167,374 |
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Settlement of Accounts Payable |
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40,312 |
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3.93 |
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3.93 |
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158,426 |
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Balance, July 31, 2012
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84,975,155
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(1) |
190,000 options were exercised on a cashless basis resulting in 96,391 net shares issued.
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(2) |
268,625 options were exercised on a cashless basis resulting in 123,581 net shares issued.
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(3) |
115,000 options were exercised on a cashless basis resulting in 34,247 net shares issued.
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(4) |
Issuance value is calculated at the fair value of the convertible debentures on the settlement date.
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Share Purchase Warrants
A continuity schedule of exercisable and outstanding share purchase warrants for the underlying common shares at July 31, 2012, and the changes during the year, is presented below:
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Number of
Warrants
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Weighted average
exercise price
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Weighted average
remaining
contractual
term (years)
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Balance, July 31, 2009 |
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8,540,819 |
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$ |
3.00 |
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1.80 |
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Issued |
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222,926 |
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3.45 |
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2.00 |
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Exercised |
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(223,461 |
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3.10 |
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0.68 |
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Expired |
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(3,308,398 |
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3.17 |
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- |
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Balance, July 31, 2010 |
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5,231,886 |
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2.90 |
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1.41 |
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Issued |
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4,055,659 |
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3.95 |
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1.00 |
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Exercised |
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(3,163,756 |
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2.51 |
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0.18 |
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Expired |
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(1,774,806 |
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3.10 |
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- |
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Balance, July 31, 2011 |
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4,348,983 |
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3.57 |
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0.79 |
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Issued |
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1,276,280 |
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9.36 |
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0.75 |
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Exercised |
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(112,451 |
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3.16 |
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1.32 |
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Expired |
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(3,954,000 |
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4.90 |
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- |
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Balance, July 31, 2012
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1,558,812
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$
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4.95
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1.45
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Stock Options
At July 31, 2012, the Company has two Stock Option Plans as follows:
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2006 Stock Option Plan: The number of common shares available for issuance under this plan is 10,000,000 shares; and
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2009 Stock Option Plan: The number of common shares available for issuance under this plan is 7,000,000 shares.
A summary of stock options grant under the Company’s Stock Option Plans for Fiscal 2012 using the Black-Scholes option pricing model is presented below:
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Options
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Exercise
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Term
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Expected
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Risk-Free
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Dividend
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Expected
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Date / Period
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Issued
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Price
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(Years)
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Fair Value
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Life (Years)
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Interest Rate
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Yield
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Volatility
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August 18, 2011
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15,000 |
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$ |
3.15 |
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10 |
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$ |
32,998 |
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4 |
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0.61% |
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0.00% |
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102.50% |
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September 26, 2011
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1,005,000 |
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2.78 |
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10 |
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2,070,098 |
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4 |
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0.65% |
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0.00% |
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112.05% |
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Three months ended October 31, 2011
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1,020,000 |
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2,103,096 |
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November 2, 2011
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10,000 |
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3.15 |
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10 |
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20,823 |
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4 |
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0.63% |
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0.00% |
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94.77% |
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November 3, 2011
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15,000 |
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3.34 |
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10 |
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34,991 |
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4 |
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0.65% |
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0.00% |
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102.47% |
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November 7, 2011
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20,000 |
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3.21 |
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10 |
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47,606 |
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4 |
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0.63% |
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0.00% |
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112.23% |
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January 10, 2012
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10,000 |
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3.05 |
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10 |
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20,605 |
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4 |
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0.53% |
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0.00% |
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97.83% |
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January 16, 2012
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50,000 |
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3.43 |
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10 |
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126,743 |
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4 |
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0.57% |
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0.00% |
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111.71% |
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Three months ended January 31, 2012
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105,000 |
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250,768 |
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May 4, 2012
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100,000 |
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2.70 |
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10 |
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182,955 |
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4 |
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0.57% |
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0.00% |
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98.20% |
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May 16, 2012
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10,000 |
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2.25 |
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10 |
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14,567 |
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4 |
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0.57% |
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0.00% |
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92.17% |
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May 23, 2012
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50,000 |
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2.25 |
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10 |
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61,981 |
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4 |
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0.45% |
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0.00% |
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91.17% |
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Three months ended July 31, 2012
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160,000 |
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259,503 |
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Total
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1,285,000 |
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$ |
2,613,367 |
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During Fiscal 2012, the weighted average fair value per option granted under the Company’s Stock Option Plans was $2.03.
In addition to the stock option grants presented in the above table, and as a result of the acquisition of Cue effective March 30, 2012, the Company issued the following options, which were not issued pursuant to, and are not subject to the terms and conditions of, the Company’s Stock Option Plans, in exchange for Cue stock options and broker options:
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Stock options to purchase 48,748 shares of the Company exercisable at prices ranging from $5.13 to $23.08 per share until expiry from July 15, 2013 to August 3, 2016; and
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Broker options to purchase 38,773 shares of the Company exercisable at a price of $3.59 per share until expiry on November 10, 2012.
A continuity schedule of outstanding stock options for the underlying common shares at July 31, 2012, and the changes during the period, is presented below:
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Number of
Stock
Options
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Weighted Average
Exercise Price
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Weighted Average
Remaining
Contractual
Term (Years)
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Balance, July 31, 2009 |
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5,280,500 |
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$ |
0.57 |
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7.54 |
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Issued |
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2,897,500 |
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2.65 |
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10.00 |
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Exercised |
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(946,750 |
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0.55 |
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7.45 |
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Expired |
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(245,000 |
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1.46 |
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3.23 |
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Balance, July 31, 2010 |
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6,986,250 |
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1.41 |
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7.67 |
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Issued |
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2,824,500 |
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2.77 |
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10.00 |
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Exercised |
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(1,169,250 |
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1.73 |
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7.84 |
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Cancelled |
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(6,250 |
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0.45 |
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8.00 |
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Forfeited |
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(55,500 |
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2.73 |
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9.00 |
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Balance, July 31, 2011 |
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8,579,750 |
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1.79 |
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7.40 |
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Issued |
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1,372,521 |
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3.00 |
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9.29 |
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Exercised |
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(272,625 |
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1.93 |
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6.21 |
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Forfeited |
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(120,375 |
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3.18 |
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9.08 |
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Balance, July 31, 2012
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9,559,271
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$
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1.95
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6.52
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The aggregate intrinsic value under the provisions of ASC 718 of all outstanding options at July 31, 2012 was estimated at $5,267,333 (vested: $5,267,333 and unvested: $Nil).
As at July 31, 2012, unrecognized compensation cost related to non-vested stock options granted under the Company’s Stock Option Plans was $817,922, which is expected to be recognized over 1.34 years.
A summary of options outstanding and exercisable at July 31, 2012 is presented below: |
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Options Outstanding
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Options Exercisable
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Range of Exercise Prices
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Outstanding at
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Weighted Average
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Exercisable at
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Weighted Average
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July 31, 2012
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Exercise Price
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July 31, 2012
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Exercise Price
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$0.33 to $0.70 |
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3,235,000 |
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$ |
0.40 |
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3,235,000 |
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$ |
0.40 |
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$0.71 to $2.45 |
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3,721,750 |
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2.37 |
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3,661,750 |
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2.38 |
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$2.46 to $23.08
(5)
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2,602,521 |
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3.28 |
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2,006,273 |
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3.37 |
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9,559,271 |
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$ |
1.95 |
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8,903,023 |
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$ |
1.88 |
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(5) Options include 48,748 options and 38,773 broker options issued in connection with the acquisition of Cue, which were not issued pursuant to, and are not subject to the terms and conditions of, the Company’s Stock Option Plans
Stock-Based Compensation
A summary of stock-based compensation expense for Fiscal 2012, 2011 and 2010 is presented below:
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Year Ended
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Year Ended |
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Year Ended |
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July 31, 2012
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July 31, 2011 |
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July 31, 2010 |
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Stock-Based Consulting Fees
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Common stock issued for consulting services |
$
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167,374
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$ |
754,782 |
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$ |
1,617,085 |
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Common stock issued for bonuses |
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-
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- |
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58,482 |
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Options issued to consultants |
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763,848
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1,798,833 |
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1,964,006 |
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931,222
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2,553,615 |
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3,639,573 |
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Stock-Based Management Fees
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Common stock issued for bonuses |
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-
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- |
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26,564 |
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Options issued to management |
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834,219
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2,079,707 |
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1,960,000 |
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834,219
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2,079,707 |
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1,986,564 |
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Stock-Based Wages and Benefits
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Common stock issued for bonuses |
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-
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- |
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116,747 |
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Options issued to employees |
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1,144,062
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1,956,906 |
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1,286,506 |
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1,144,062
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1,956,906 |
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1,403,253 |
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Stock-based compensation charged to inventory |
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(166,813
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)
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(247,489 |
) |
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- |
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$
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2,742,690
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$ |
6,342,739 |
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$ |
7,029,390 |
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