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Note 13 - Capital Stock
6 Months Ended
Jan. 31, 2023
Notes to Financial Statements  
Stockholders' Equity Note Disclosure [Text Block]

NOTE 13:         CAPITAL STOCK

 

Equity Financing

 

On May 17, 2021, we filed a Form S-3 shelf registration statement under the United States Securities Act of 1933, as amended (the “Securities Act”), which was declared effective by the SEC on June 1, 2021, providing for the public offer and sale of certain securities of the Company from time to time, at our discretion, of up to an aggregate offering amount of $200 million (the “2021 Shelf”), which included an at-the-market offering agreement prospectus (the “May 2021 ATM Offering”) covering the offering, issuance and sale of up to a maximum offering of $100 million as part of the $200 million under the 2021 Shelf.

 

On May 14, 2021, we entered into an at-the-market offering agreement (the “2021 ATM Offering Agreement”) with H.C. Wainwright & Co., LLC and certain co-managers (collectively, the “2021 ATM Managers”) as set forth in the 2021 ATM Offering Agreement under which we may, from time to time, sell shares of our common stock having an aggregate offering price of up to $100 million through the 2021 ATM Managers selected by us.

 

On November 26, 2021, we filed a prospectus supplement to our 2021 Shelf with respect to the continuation of the May 2021 ATM Offering Agreement with the 2021 ATM Managers under which we may, if eligible, from time to time, sell shares of our common stock having an aggregate offering price of up to an additional $100 million for a total of $200 million through the 2021 ATM Managers selected by us (the “November 2021 ATM Offering”; and, collectively with the May 2021 ATM Offering, the “2021 ATM Offering”).

 

On November 16, 2022, we filed a Form S-3 automatic shelf registration statement under the Securities Act, which became effective upon filing, providing for the public offer and sale of certain securities of the Company from time to time, at our discretion, of an undetermined dollar value of common stock, debt securities, warrants to purchase common stock or debt securities, subscription receipts for and units which include common stock, debt securities, warrants or any combination thereof (the “2022 Shelf”), which included an at-the-market offering agreement prospectus (the “2022 ATM Offering”; and, collectively, with the 2021 ATM Offering, the “ATM Offerings”) covering the offering, issuance and sale of up to a maximum offering of $300 million under the 2022 Shelf.

 

On November 16, 2022, we entered into an at-the-market offering agreement (the “2022 ATM Offering Agreement”) with H.C. Wainwright & Co., LLC and certain co-managers (collectively, the “2022 ATM Managers”) as set forth in the 2022 ATM Offering Agreement under which we may, from time to time, sell shares of our common stock having an aggregate offering price of up to $300 million through the 2022 ATM Managers selected by us.

 

During the three and six months ended January 31, 2023, we issued 982,663 and 6,201,553 shares of the Company’s common stock under the 2021 ATM Offering for net cash proceeds of $3,811 and $25,526, respectively.

 

During the three months ended January 31, 2023, we issued 6,057,700 shares of the Company’s common stock under the 2022 ATM Offering for net cash proceeds of $22,295.

 

 

Subsequent to January 31, 2023, we issued 1,780,000 common shares of the Company’s common stock under our 2022 ATM Offering for net cash proceeds of $6,991.

 

Share Purchase Warrants

 

A continuity schedule of our outstanding share purchase warrants for the three and six months ended January 31, 2023, is as follows:

 

   

Number of
Warrants

   

Weighted Average
Exercise Price

 

Balance, July 31, 2022

    3,615,454     $ 1.92  

Issuance of Replacement Warrants (Note 3,12)

    4,660,580       2.89  

Exercised

    (3,410,898 )     1.80  

Expired

    (27,550 )     1.80  

Balance, October 31, 2022

    4,837,586       2.85  

Exercised

    (45,000 )     1.46  

Balance, January 31, 2023

    4,792,586     $ 2.93  

 

A summary of our share purchase warrants outstanding and exercisable as of January 31, 2023, is as follows:

 

Weighted     Weighted Average  
Average  Number of Warrants  Remaining Contractual Expiry Date

Exercise Price

  

Outstanding

  

Life (Years)

 

 

$1.75   144,194   0.30 

May 20, 2023

 1.64   25,000   0.30 

May 21, 2023

 1.46   766,362   0.33 

June 2, 2023

 3.23   3,675,212   1.60 

September 7, 2024

 4.13   181,818   3.18 

April 5, 2026

$2.93   4,792,586   1.41  

 

As at January 31, 2023, 4,585,768 Replacement Warrants, which were issued in connection with UEX Acquisition and dominated in CAD, remained outstanding.

 

During the six months ended January 31, 2023, we received cash proceeds totaling $6,205 from the exercise of share purchase warrants.

 

Stock Options

 

As of January 31, 2023, we had one stock option plan, our 2022 Stock Incentive Plan (the “2022 Plan”), which superseded and replaced the Company’s 2021 Stock Incentive Plan (collectively the “Stock Incentive Plan”), such that no further shares are issuable under the prior plan.

 

 

A continuity schedule of our outstanding stock options for the three and six months ended January 31, 2023, is as follows:

 

   

Number of Stock

Options

   

Weighted Average

Exercise Price

 

Balance, July 31, 2022

    8,880,527     $ 1.58  

Issuance of Replacement Options (Note 3)

    2,301,750       1.90  

Granted

    5,000       4.23  

Exercised

    (2,331,222 )     1.61  

Balance, October 31, 2022

    8,856,055       1.65  

Granted

    15,464       3.78  

Exercised

    (197,110 )     2.10  

Balance, January 31, 2023

    8,674,409     $ 1.65  

 

The table below sets forth the number of shares issued and cash received upon exercise of our stock options:

 

   

Three Months Ended January 31,

   

Six Months Ended January 31,

 
   

2023

   

2022

   

2023

   

2022

 

Number of Options Exercised on Cash Basis

    -       57,750       138,537       402,748  

Number of Options Exercised on Forfeiture Basis

    197,110       187,084       2,389,795       872,629  

Total Number of Options Exercised

    197,110       244,834       2,528,332       1,275,377  
                                 

Number of Shares Issued on Cash Exercise

    -       57,750       138,537       402,748  

Number of Shares Issued on Forfeiture Basis

    94,302       135,595       1,360,366       544,587  

Total Number of Shares Issued Upon Exercise of Options

    94,302       193,345       1,498,903       947,335  
                                 

Cash Received from Exercise of Stock Options

  $ -     $ 63     $ 206     $ 447  

Total Intrinsic Value of Options Exercised

  $ 381     $ 889     $ 5,976     $ 2,794  

 

A continuity schedule of our outstanding unvested stock options as of January 31, 2023, and the changes during the period, is as follows:

 

   

Number of Unvested

Stock Options

   

Weighted Average

Grant-Date Fair Value

 

Balance, July 31, 2022

    2,186,154     $ 1.79  

Issuance of Replacement Options (Note 3)

    2,301,750       1.75  

Granted

    5,000       2.70  

Vested

    (2,467,341 )     1.79  

Balance, October 31, 2022

    2,025,563       1.74  

Granted

    15,464       2.40  

Vested

    (394,858 )     1.78  

Balance, January 31, 2023

    1,646,169     $ 1.74  

 

As at January 31, 2023, the aggregate intrinsic value of all of our outstanding stock options was estimated at $20,628 (vested: $18,684 and unvested: $1,944). As at January 31, 2023, our unrecognized compensation cost related to unvested stock options was $1,519, which is expected to be recognized over 0.99 years.

 

 

A summary of our stock options outstanding and exercisable as at January 31, 2023, is as follows:

 

 

   

Options Outstanding

  

Options Exercisable

 

 Range of Exercise

Prices

 

Outstanding at

January 31, 2023

  

Weighted

Average

Exercise Price

  

Weighted Average Remaining

Contractual Term

(Years)

  

Exercisable at
January 31, 2023

  

Weighted

Average

Exercise Price

  

Weighted Average Remaining

Contractual Term

(Years)

 

$0.80

to$0.99  3,592,124  $0.92   7.02   3,592,124  $0.92   7.02 

$1.00

to$1.99  2,690,000   1.31   4.24   2,248,332   1.35   3.61 

$2.00

to$2.99  1,008,954   2.23   7.68   764,061   2.23   7.44 

$3.00

to$3.99  1,378,331   3.81   8.87   423,098   3.80   7.84 

$4.00

to$4.23  5,000   4.23   9.73   625   4.23   9.73 
     8,674,409  $1.65   6.53   7,028,240  $1.37   6.02 

 

Restricted Stock Units

 

A summary of our outstanding and unvested restricted stock units (“RSU”s) as of January 31, 2023, is as follows:

 

Grant Date

 

Number of Restricted

Stock Units

   

Grant Date

Fair Value

   

Remaining Life

(Years)

   

Aggregate

Intrinsic Value

 

July 16, 2020

    217,498     $ 0.91       0.45     $ 877  

July 21, 2021

    271,746       2.15       1.47       1,095  

May 01, 2022

    58,824       4.25       2.25       237  

July 29, 2022

    287,966       3.98       2.49       1,161  
      836,034     $ 2.61       1.61     $ 3,370  

 

During the three and six months ended January 31, 2023, our stock-based compensation related to RSUs were $293 and $586 (three and six months ended January 31, 2022: $189 and $378), respectively. As at January 31, 2023, our unrecognized compensation costs related to unvested RSUs totaled $1,163, which is expected to be recognized over a period of approximately 1.52 years.

 

Performance Based Restricted Stock Units

 

During the three and six months ended January 31, 2023, our stock-based compensation relating to amortization of target performance based restricted stock units (“PRSU”s) totaled $99 and $198 (three and six months ended January 31, 2022: $73 and $147), respectively. As at January 31, 2023, our outstanding unvested PRSUs were 734,582 ( July 31, 2022: 734,582), and our unrecognized compensation costs relating to unvested PRSUs totaled $782 ( July 31, 2022: $981), which is expected to be recognized over a period of approximately 1.93 years.

 

 

Stock-Based Compensation

 

A summary of our stock-based compensation expense is as follows:

 

   

Three Months Ended January 31,

   

Six Months Ended January 31,

 
   

2023

   

2022

   

2023

   

2022

 

Stock-Based Compensation for Consultants

                               

Common stock issued to consultants

  $ 127     $ 201     $ 275     $ 506  

Amortization of stock option expenses

    144       57       372       137  
      271       258       647       643  

Stock-Based Compensation for Management

                               

Amortization of stock option expenses

    95       126       228       291  

Amortization of RSU and PRSU expenses

    353       262       707       524  
      448       388       935       815  

Stock-Based Compensation for Employees

                               

Common stock issued to employees

    240       339       487       612  

Amortization of stock option expenses

    454       209       1,127       505  

Amortization of RSU expenses

    39       -       77       -  
      733       548       1,691       1,117  
    $ 1,452     $ 1,194     $ 3,273     $ 2,575