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Share-Based Compensation (Tables)

12 Months Ended

Dec. 31, 2024

Share-Based Compensation

Schedule of fair value assumptions

​

​	​	​	​	​
​		April 9,
​	​	2024
Exercise price	​	$	1.71	​
Share price	​	$	1.71	​
Volatility	​		114.32	%
Term(1)	​		4.5 years	​
Risk-free rate	​		4.29	%
Dividend yield	​		0.0	%

(1) As these were the first options granted under the Incentive Plan, the expected term was estimated using the simplified method which is calculated as the average of the time to vest for each tranche from the grant date and the 7-year contractual term.

​

​	​	​	​	​
​		April 16, 2024
Share price	​	$	1.72	​
Performance period	​		April 16, 2024 – April 16, 2029	​
Volatility	​		113.83	%
Risk-free rate	​		4.57	%
Cost of Equity	​		19.56	%
Dividend yield	​		0.0	%

Schedule of company estimated the realization of the vesting conditions

​

​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	Weighted		​	Aggregate		​	Weighted
​		​		average			intrinsic			average
​	​	Number of	​	exercise		​	value of		​	contractual
​	​	Options	​	price per		​	stock		​	life
​	​	Outstanding	​	option		​	options		​	(years)
Outstanding – December 31, 2022		15,356,340	​	$	1.40		$	1,582	​	5.11
Expired		(162,100)	​	​	0.87		​	—	​	—
Exercised		(120,000)	​	​	0.65		​	—	​	—
Outstanding – December 31, 2023		15,074,240	​	$	1.41		$	5,425	​	4.18
Exercised		(715,772)	​	​	0.65		​	—	​	—
Expired		(57,893)	​	​	2.60		​	—	​	—
Outstanding – December 31, 2024 Vested and exercisable		14,300,575	​	$	1.45		$	5,321	​	3.25

Summary of the RSU activity

​

​	​	​	​	​	​
​		​		Weighted
​	​	Number of RSUs	​	average grant-
​	​	Outstanding	​	date fair value
Outstanding – December 31, 2022		3,815,143	​	$	2.75
Granted		13,669,185	​		0.92
Forfeited		(86,700)	​		0.96
Exercised		(4,912,748)	​		1.57
Outstanding – December 31, 2023		12,484,880	​	$	1.23
Granted		33,079,041	​		1.18
Forfeited		(516,685)	​		1.45
Exercised		(10,734,581)	​		1.39
Outstanding – December 31, 2024		34,312,655	​	$	1.12

​

​	​	​	​	​
Vesting Period		2024		2023
Vesting Immediately (1)		4,538,922		3,561,078
Vesting fully on the first anniversary of the grant date (2)		493,430		1,014,349
Vesting in thirds on each anniversary of the grant date (3)		7,212,374		8,689,481
Vesting in fourths on each anniversary of the grant date		834,315		404,277
Vesting based on market conditions (4)		20,000,000		—
Total Units Granted		33,079,041		13.669.185

(1) Of the 4,538,922 RSUs granted during 2024 and vesting immediately, 2,812,802 RSUs were issued to settle liabilities with a carrying amount of $4.1 million, at a weighted average grant date fair value of $1.44 per RSU. In addition, the Company granted 662,399 RSUs, to consultants (2023: 274,912 RSUs) resulting in $1.1 million, charged as general and administrative expenses (2023: $0.3 million charged as general and administrative expenses). In 2024, the Company also granted 57,756 RSUs, to consultants as a prepayment for their services (2023: 43,478 units).

(2) Of the 493,430 units granted during 2024, an aggregate amount of 476,189 RSUs (2023: 1,014,349 RSUs) were granted to the Company’s non-employee directors under the Company’s Non-employee Director Compensation Policy, which will vest at the Company’s 2025 annual shareholders meeting. The total fair value of units granted as annual grants to non-employee directors amounted to $0.7 million (2023: $0.7 million). The remaining 17,241 units were granted to a director as annual fees for consulting services to be provided, which were fair valued at $25 thousand.

(3) Of the 7,212,374 units granted during 2024, the Company granted 7,144,347 RSUs, as payment for the 2023 LTIP awards (2023: 8,645,465 RSUs were issued as payment for the 2022 LTIP awards). The remaining 68,027 units were granted to a non-employee director of the Company as an initial grant, as prescribed under the Company’s Non-employee Director Compensation Policy.

(4) On April 16, 2024, the Company entered into a new employment agreement with Gerard Barron, the Company’s Chief Executive Officer and Chairman (the “Employment Agreement”) that replaced and superseded Mr. Barron’s existing employment agreement. Under the Employment Agreement, the Company granted Mr. Barron a one-time signing bonus award of market-based restricted stock units (the “Signing RSUs”) amounting to 20,000,000 of the Company’s common shares. The Signing RSUs will vest upon the common shares achieving the following closing prices per common share, based on the trailing 30-day average price (the “Closing Price”), on or prior to April 16, 2029 (maturity date), subject to Mr. Barron’s continued service with the Company on the applicable vesting date: one-third of the Signing RSUs vest on achievement of a Closing Price of $7.50, a further one-third vest on achievement of a Closing Price of $10.00 and the final one-third vest on achievement of a Closing Price of $12.50 (each subject to equitable adjustment for any stock splits, combinations, reclassifications, stock dividends and the like). Pursuant to the Employment Agreement, Mr. Barron has agreed not to sell any of the common shares issuable upon vesting of the Signing RSUs until after the fifth anniversary of entering into the Employment Agreement.

Schedule of fair value of tranche and the derived service period

​

​	​	​	​	​	​
Tranche		Fair Value per RSU			Derived Service Period
Achievement of a Closing Price of $7.50	​	$	1.07		1.58 years from the grant date
Achievement of a Closing Price of $10	​	$	1.04		1.87 years from the grant date
Achievement of a Closing Price of $12.50	​	$	1.00		2.10 years from the grant date

Schedule of company's stock options outstanding

A summary of the Company’s stock options granted and outstanding under the Company’s STIP as at December 31, 2024 is as follows:

​	​	​	​	​	​	​	​
​		​	​		Weighted average		Number of Options
​	​	​	​	​	life to expiry	​	Outstanding and
Expiry Date	​	Exercise price		​	(years)	​	Exercisable
December 31, 2025	​	$	0.65		1.00		11,578
January 27, 2026	​	$	0.52 - $2.59		1.07		590,509
February 2, 2026	​	$	0.65		1.09		57,893
February 17, 2026	​	$	0.22 - $0.52		1.13		431,493
June 1, 2028	​	$	0.65 - $8.64		3.42		12,514,385
June 30, 2028	​	$	2.59		3.50		694,717
​	​	​	​	​	​		14,300,575

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Tabular disclosure of warrants or rights issued. Warrants and rights outstanding are derivative securities that give the holder the right to purchase securities (usually equity) from the issuer at a specific price within a certain time frame. Warrants are often included in a new debt issue to entice investors by a higher return potential. The main difference between warrants and call options is that warrants are issued and guaranteed by the company, whereas options are exchange instruments and are not issued by the company. Also, the lifetime of a warrant is often measured in years, while the lifetime of a typical option is measured in months. Disclose the title of issue of securities called for by warrants and rights outstanding, the aggregate amount of securities called for by warrants and rights outstanding, the date from which the warrants or rights are exercisable, and the price at which the warrant or right is exercisable.

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