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Share Capital
12 Months Ended
Oct. 31, 2021
Share Capital.  
Share Capital

18.

Share Capital

(a)

Issued:

Common shares:

 

Number of shares

Amount

 

#

 

$

Balance, October 31, 2019

    

207,406,629

    

26,283

Issued to pay fees in shares

 

3,852,319

860

Issued to pay interest via shares

 

6,782,011

1,168

Acquisition - KushBar

 

2,645,503

500

Acquisition - 2680495

 

4,761,905

1,048

Acquisition - Saturninus

 

5,319,149

1,064

Acquisition - 102088460

 

5,000,000

975

Lease acquisition - Canmore

 

612,764

104

Exercise - Convertible Debt

 

3,709,916

550

Balance, October 31, 2020

 

240,090,196

32,552

Acquisition - Meta Growth (Note 5)

 

196,063,610

35,290

Acquisition - Smoke Cartel, Inc. (Note 5)

 

9,540,754

8,396

Acquisition - FAB Nutrition (Note 5)

6,151,915

3,439

Escrow share based compensation (Note 5)

9,002,194

5,804

Issued to pay fees via shares (i)

 

1,480,099

467

Issued to pay interest via shares

 

8,077,940

1,458

Shares issued through equity financing (ii)

 

47,916,665

18,293

Conversion of convertible debentures (Note 15)

 

146,960,503

40,532

Share issuance costs (iv)

 

-

(3,205)

Exercise options (Note 19)

 

2,498,160

817

Exercise warrants (Note 20)

 

22,208,027

10,677

Vested restricted share units (Note 19)

 

844,655

154

Balance, May 13, 2021 - pre-consolidation

690,834,718

154,674

Balance, May 13, 2021 - post-consolidation

46,055,653

154,674

Acquisition - Daily High Club (Note 5)

839,820

7,767

Acquisition - 102 Saskatchewan (Note 5)

254,518

2,018

Acquisition - DankStop (Note 5)

612,087

5,013

Acquisition - Blessed CBD (Note 5)

607,064

4,432

Escrow share based compensation (Note 5)

529,487

3,866

Shares issued through equity financing (iii)

2,415,000

20,273

Conversion of convertible debentures (Note 15)

1,596,434

4,954

Share issuance costs (iv)

-

(2,390)

Exercise options (Note 19)

158,824

717

Exercise warrants (Note 20)

1,291,141

7,580

Balance, October 31, 2021

 

54,360,028

208,904

(i)

During the year ended October 31, 2021, Company settled payables of $174 through issuance of 1,025,477 pre-consolidation (68,365 shares post-consolidation) common shares of the Company. The fair value of $174 was based on the closing price of $0.175 on the date of issuance. The Company also issued 454,622 pre-consolidation (30,308 post-consolidation) common shares of the Company in exchange for advisory services in connection with the acquisition of FABCBD with a fair value of $293.

18.

Share Capital (continued)

(ii)

On February 22, 2021, the Company issued, on a bought deal basis, pre-consolidation, 47,916,665 units (3,194,445 units post-consolidation) of the Company at a price of $0.48 per unit pre-consolidation ($7.20 per unit post-consolidation). The Company closed the offering for total gross proceeds of $23,000. Each unit consists of one common share of the Company and one common share purchase warrant. Each warrant will entitle the holder to acquire one common share at a price of $0.58 for a period of 36 months from the closing date of the offering. The warrants were attributed a relative fair value of $4,707 using the Black-Scholes option pricing model with the following assumptions: fair value of common shares of $0.70 pre-consolidation; exercise price of options of $0.58; expected life of three years; 71% volatility; and a risk-free interest rate of 0.32%. The underwriters received a cash commission fee of 6% of gross proceeds and 3% of gross proceeds for the presidents list in cash and respectively same percentage of broker warrants for the number of units issued because of conducting the bought deal financing. The broker units issued included one and a half warrants, totaling 3,920,587 warrants. The 2,613,725 broker warrants were attributed a fair value of $1,033 using the Black-Scholes option pricing model with the following assumptions: fair value of common shares of $0.70 pre-consolidation; exercise price of options of $0.48; expected life of three years; 71% volatility; and a risk-free interest rate of 0.32% and the remaining 1,306,862 broker warrants were attributed a fair value of $471 using the Black-Scholes option pricing model with the following assumptions: fair value of common shares of $0.70; exercise price of options of $0.58; expected life of three years; 71% volatility; and a risk-free interest rate of 0.32%

(iii)

On May 25, 2021, the Company issued, on a bought deal basis, 2,415,000 post-consolidation units (36,225,000 units pre-consolidation) of the Company at a price of $9.60 per unit post-consolidation ($0.64 per unit pre-consolidation). The Company closed the offering for total gross proceeds of $23,184. Each unit consist of one common share of the Company and one common share purchase warrant. Each warrant will entitle the holder to acquire one common share at a price of $12.25 for a period of 36 months from the closing date of the offering. The warrants were attributed a relative fair value of $2,911 using Black-Scholes option pricing model with the following assumptions: fair value of common shares of $9.16; exercise price of options of $12.25; expected life of three years; 56% volatility; and a risk-free interest rate of 0.49%. The underwriters received a cash commission fee of 6% of gross proceeds and 3% of gross proceeds for the presidents list in cash and respectively same percentage of broker warrants for the number of units issued because of conducting the bought deal financing. The broker units issued include one and a half warrants, totaling 206,348 warrants. The 137,565 broker warrants were attributed a fair value of $455 using the Black-Scholes option pricing model with the following assumptions: fair value of common shares of $9.16; exercise price of options of $9.60; expected life of three years; 56% volatility; and a risk-free interest rate of 1.30% and the remaining 68,783 broker warrants were attributed a fair value of $181 using the Black-Scholes option pricing model with the following assumptions: fair value of common shares of $9.16; exercise price of $12.25; expected life of three years; 56% volatility; and a risk-free interest rate of 0.49%.

(iv)

During the year ended October 31, 2021, the Company incurred a total of $5,595 of share issuance costs, which related to the shares issued through equity financing on February 22, 2021 and May 25, 2021. These costs incurred a deferred tax asset of $1,145, which has been offset against the Company’s prior year tax loss carry-forwards.