21. Equity

(a) Authorized

Unlimited common shares without par value

Unlimited preferred shares without par value

(b) Issued and fully paid common shares

On May 24, 2022, the Company proceeded with the consolidation of its common shares on the basis of five (5) pre-Consolidation Common Shares for one (1) post-Consolidation Common Shares. The common shares, options, warrants and RSU's have been retroactively adjusted for impact of the share consolidation by the Company after March 31, 2022 (Note 32).

During the year ended March 31, 2022, the Company:

Issued 219,824 common shares for proceeds of C$2,198,240 ($1,735,458) pursuant to the exercise of 219,824 options at a price of C$10.00 per option, issued 100,000 common shares for proceeds of C$310,000 ($247,663) pursuant to the exercise of 100,000 options at a price of C$3.10 per option, issued 50,000 common shares for proceeds of C$72,500 ($56,442) pursuant to the exercise of 50,000 options at a price of C$1.45 per option and issued 17,000 common shares for proceeds of C$25,500 ($20,428) pursuant to the exercise of 17,000 options at a price of C$1.50 per option. An amount of $1,195,058 was reallocated from share capital to reserves in connection with the exercise of these options.
Issued 290,800 common shares with a value of $771,063 pursuant to the vesting of 290,800 restricted share-units. An amount of $70,042 was reallocated from reserves to share capital in connection with the vesting of these restricted share-units.
Issued 2,174,503 common shares (the "ATM Shares") pursuant to the ATM Equity Program for gross proceeds of C$43,588,175 ($34,956,134). The ATM Shares were sold at prevailing market prices, for an average price per ATM Share of C$19.44. Pursuant to the Equity Distribution Agreement, a cash commission of $1,048,683 on the aggregate gross proceeds raised was paid to the agent in connection with its services under the Equity Distribution Agreement.
Issued 800,000 common shares with a value of $12,726,694 pursuant to the investment made in Valor Inc. and issued 213,354 common shares with a value of $1,849,745 pursuant to the investment in Titan.io.
Issued 1,000,000 common shares with value of C$23,255,434 ($18,559,804) in connection with the acquisition of GPU Atlantic Inc. (Note 7).
The Company has not issued any common shares upon the exercise of stock options subsequent to the year ended March 31, 2022.

During the year ended March 31, 2021, the Company:

Issued 3,000,000 common shares with a value of C$3,450,000 ($2,458,470) to Cryptologic Corp. in connection to the acquisition of 9376-9974 Quebec Inc.
Issued 20,000 common shares with a value of $24,448 to a contractor in exchange for services completed.
Issued 325,200 common shares with a value of $584,244 pursuant to the vesting of 325,200 restricted share-units. An amount of $241,502 was reallocated from reserves to share capital in connection with the vesting of these restricted share-units
Issued 1,495,394 common shares for proceeds of C$4,673,819 ($3,779,887) pursuant to the exercise of 37,500 options at a price of C$1.45, 1,125,000 options at a price of C$1.50 per option, 60,000 options at a price of C$3.10 per option, 268,894 options at a price of C$10.00 per option, and 4,000 options at a price of C$14.25 per option. An amount of $2,056,713 was reallocated from reserves to share capital in connection with the exercise of these options.

Issued 3,272,700 common shares (the "ATM Shares") pursuant to the ATM Equity Program for proceeds of C$81,726,582 ($64,543,080). The ATM Shares were sold at prevailing market prices, for an average price per ATM Share of C$24.95. Pursuant to the Equity Distribution Agreement, a cash commission of $1,842,480 on the aggregate gross proceeds raised was paid to the agent in connection with its services under the Equity Distribution Agreement.

(c) Stock options

The Company has established a rolling Stock Option Plan (the "Plan"). Under the Plan, the number of shares reserved for issuance may not exceed 10% of the total number of issued and outstanding shares and, to any one optionee, may not exceed 5% of the issued shares on a yearly basis. The maximum term of each option shall not be greater than 10 years. The exercise price of each option shall not be less than the market price of the Company's shares at the date of grant. Options granted to consultants performing investor relations activities shall vest over a minimum of 12 months with no more than 1/4 of such options vesting in any 3-month period. All other options vest at the discretion of the Board of Directors.

Following is a summary of changes in stock options outstanding for the year ended March 31, 2022:

				Weighted average
	Outstanding			exercise price
Balance, March 31, 2020	4,298,633		C$	2.85
Granted	227,600			22.60
Forfeited	(200,000	)		3.10
Exercised	(1,495,394	)		3.13
Balance, March 31, 2021	2,830,839		C$	4.33
Granted	415,000			20.05
Cancelled	(12,500	)		1.45
Exercised	(386,824	)		6.74
Balance, March 31, 2022	2,846,515		C$	6.31

The stock options outstanding and exercisable as at March 31, 2022, are as follows:

Outstanding	Exercisable	Exercise price	Expiry date
133,300	133,300	C$1.50	September 14, 2022
2,000	2,000	15.70	February 11, 2026
10,000	8,000	14.95	June 4, 2026
1,000,000	1,000,000	1.50	September 14, 2027
24,615	24,615	10.00	October 11, 2027
50,000	50,000	10.00	March 26, 2028
400,000	400,000	3.10	September 18, 2028
100,000	100,000	1.35	December 21, 2028
500,000	500,000	1.45	February 10, 2030
20,000	17,500	1.90	May 29, 2030
1,600	1,600	10.80	December 24, 2030
200,000	100,000	25.00	February 23, 2031
35,000	26,250	25.15	April 6, 2031
110,000	41,250	18.35	April 29, 2031
180,000	9,000	18.50	October 7, 2031
60,000	5,000	25.35	November 10, 2031
20,000	2,500	21.00	December 8, 2031
2,846,515	2,421,015

(d) Warrants

Following is a summary of changes in warrants outstanding for the year ended March 31, 2022:

	Warrants		Weighted average
	outstanding		exercise price
Balance, March 31, 2020	250,000	C$	6.20
Issued	1,000,000		15.00
Balance, March 31, 2021	1,250,000	C$	13.25
Issued**	2,323,727		28.13
Balance, March 31, 2022	3,573,727	C$	22.92

The warrants outstanding and exercisable as at March 31, 2022, are as follows:

Outstanding		Exercisable		Exercise price	Expiry date
250,000	*	80,000	C$	6.20	May 22, 2023
1,000,000		1,000,000	C$	15.00	January 12, 2024
300,000	**	300,000	C$	15.55	July 12, 2023
1,917,050		1,917,050	C$	30.00	May 30, 2024
106,677	***	106,677	C$	30.00	September 15, 2024
3,573,727		3,403,727

* Of the 250,000 warrants granted as part of the Norway Acquisition (Note 5), 80,000 vest upon the receipt of all regulatory permits required to commence construction of a digital currency mining data centre in Ballangen, Norway. A further 90,000 warrants vest upon the commencement of the mining of digital currency or other revenue generating activity on the property.

** For the year ended March 31, 2022, the Company issued 300,000 warrants as consideration for mining equipment. Each full warrant entitles the holder to acquire one common share for C$15.55 for a period of 2 years. The warrants were valued at $2,030,045 using the Black-Scholes option pricing model with the following assumptions: a risk-free interest rate of 0.46%; an expected volatility of 105%; an expected life of 2.00 years; a forfeiture rate of zero; and an expected dividend of zero.

*** On December 1, 2021, the Company issued 106,677 warrants as consideration for an investment in Titan.io. Each Warrant is exercisable for one share on or before September 15, 2024, at an exercise price of C$30.00 per Share.

On November 30, 2021, the Company completed an agreement with Stifel GMP as lead underwriter and sole book runner to include a syndicate of underwriters (the "Underwriters"), whereby the Underwriters will purchase, on a bought-deal basis, 3,834,100 special warrants of the Company (the "Special Warrants") at a price of C$30.00 per Special Warrant for aggregate gross proceeds to the Company of C$115,023,000 (the "Offering").

On January 12, 2022, each Special Warrant was deemed to be exercised into one Unit comprised of one common share of the Company and one-half of one common share purchase warrant (each whole common share purchase warrant being a "Warrant"). Each Warrant is exercisable for one share on or before May 30, 2024, at an exercise price of C$30.00 per Share.

(e) Restricted share-units

The Company has established a Restricted Share Unit Plan (the "RSU Plan"). Under the RSU Plan, together with any other share compensation arrangement, the number of shares reserved for issuance may not exceed 10% of the total number of issued and outstanding shares and, to any one optionee, may not exceed 5% of the issued shares on a yearly basis. Currently, the RSU Plan has a limit of 10 million shares, which is not rolling. The Board may in its own discretion, at any time, and from time to time, grant RSUs to any employee, director or consultant of the Company or its subsidiaries (collectively, "Eligible Persons"), other than persons conducting investor relations activities, from time to time by the Board, subject to the limitations set forth in the RSU Plan. The Board may designate one or more performance periods under the RSU Plan. In respect of each designated performance period and subject to the terms of the RSU Plan, the Board may from time to time establish the grant date and grant to any Eligible Person one or more RSUs as the Board deems appropriate.

Following is a summary of changes in restricted share units outstanding for the year ended March 31, 2022:

	Outstanding
Balance, March 31, 2020	620,000
Granted	62,000
Exercised	(325,200	)
Balance, March 31, 2021	356,800
Granted	8,000
Cancelled	(12,500	)
Exercised	(290,800	)
Balance, March 31, 2022	61,500

Subsequent to March 31, 2022, 7,000 restricted share units were exercised.

(f) Share-based compensation

During the year ended March 31, 2022, $5,775,390 (March 31, 2021 - $936,127) of share-based compensation expense was recognized in relation to the vesting of options, and $977,860 (March 31, 2021 - $718,219) of share-based compensation expense was recognized in relation to the vesting of RSU's.

The following weighted average assumptions were used for the valuation of the stock options:

	Fiscal Years
	2022	2021
Risk-free interest rate	1.10%	0.42%
Expected life (years)	9.88	5.00
Annualized volatility	105%	105%
Dividend rate	0.00%	0.00%