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Share capital
12 Months Ended
Dec. 31, 2019
Disclosure of reserves within equity [abstract]  
Share capital

15. Share capital

[a] Authorized

The Company is authorized to issue an unlimited number of Class A multiple voting shares ("Class A shares") and an unlimited number of Class B subordinate voting shares ("Class B shares"), all without par value. All shares are ranked equally with regards to the Company's residual assets.

The holders of Class A shares are entitled to 276,660 votes per class A share held. Class A shares are held by certain original founders of the Company.
 

[b] Issued and outstanding
 

Reconciliation of the Company's share capital is as follows:
 

  Class A shares  Class B shares  Warrants 
  #  $  #  $  #  $ 
                   
Balance, December 31, 2017 72  201,500  3,794,846  12,794,963  354,996  2,116,900 
Share issued     2,268,035  47,853,745     
Share issuance costs       (6,634,405)    
Reverse acquisition     545,505  9,868,179  37,313  118,875 
Warrant valuations       (2,366,670) 198,835  2,366,670 
Share-based payments           294,287 
Share options exercised     190,463  5,145,825     
Share options cancelled            
Warrants exercised     44,931  1,254,665  (44,932) (454,587)
Balance, December 31, 2018 72  201,500  6,843,780  67,916,302  546,212  4,442,145 
                   
Balance, December 31, 2018 72  201,500  6,843,780  67,916,302  546,212  4,442,145 
Shares issued [a] [b] [c] [d] [e]      408,651  11,539,417     

Issued on acquisition of net assets of Prismic

                  

Pharmaceuticals, Inc. [f]

     510,940  16,431,818  67,598  1,888,086 
Share options exercised     130,189  1,782,438     
Warrants exercised     12,167  145,174  (12,167) (50,183)
Warrants expired       

  (134,192) (535,014)
Balance, December 31, 2019 72  201,500  7,905,727  97,815,149  467,451  5,745,034 

 

[a] On April 24, 2019, the Company entered into a share exchange agreement with Aura. Pursuant to the share exchange agreement, FSD acquired 13,562,386 common shares at $0.2212 per share in the capital of Aura in exchange for the issuance of 65,577 Class B shares of the Company at $45.75 for a total value of $3,000,000.
 

On September 20, 2019, the Company issued an additional 61,892 Class B shares as part of the adjustment of purchase price related to the share exchange agreement with Aura to settle the related derivative liability. As part of the settlement, the Company recognized a loss on change in the fair value of derivative liability of $1,422,036.
 

[b] On May 7, 2019, the Company entered into an agreement with Solarvest. Per the agreement the Company issued 49,751 Class B Shares to Solarvest in exchange for the investment in Solarvest. Refer to note 9 for details regarding the investment in Solarvest.
 

[c] On October 4, 2019, the Company issued 3,735 Class B shares in settlement for trade payables of $25,000.
 

[d] On October 16, 2019, the Company completed a reverse share split of 201 to 1 Class B Shares. All share and per share amounts for all periods presented in these financial statements have been adjusted retrospectively to reflect the reverse share split.
 

[e] On November 4, 2019, the Company completed a private placement through the issuance of 228,670 Class B shares at a price of $20.10 per share for total gross proceeds of $4,593,777.
 

Cash transactions costs related to the private placement were $32,705. A portion of the shares issued under the private placement were to related parties of the Company, including Directors and Officers of the Company (refer to Note 21).

 

[f] The Company acquired all outstanding common and preferred shares of Prismic through the issuance of an aggregate of 510,940 Class B Shares. The Class B Shares issued to the Prismic shareholders were deposited into escrow upon closing of the transaction, and are subject to an 18-month staggered escrow release.
 

The changes in the number of warrants outstanding during the years ended December 31, 2019 and 2018 were as follows:
 

  Number of warrants  Weighted average exercise price
  #  $
Outstanding as at December 31, 2017 354,996  5.80
Granted 236,148  16.57
Exercised (44,932) 17.79
Outstanding as at December 31, 2018 546,212  9.47
Granted 67,598  10.45
Exercised (12,167) 7.81
Expired (134,192) 7.64
Outstanding as at December 31, 2019 467,451  10.20

Measurement of fair values
 

The fair value of warrants outstanding during the years ended December 31, 2019 and 2018 were estimated at the date of grant using the Black-Scholes option pricing model with the following inputs:
 

 20192018
Grant date share price$32.16$4.42 - $18.09
Exercise price$2.61 - $26.73$4.42 - $26.13
Expected dividend yield
Risk free interest rate1.41% - 1.52%1.70% - 2.17%
Expected life1.39 - 6.552 years
Expected volatility100%100%

 

The following table is a summary of the Company's warrants outstanding as at December 31, 2019:
 

Warrants Outstanding

 
  Exercise price  Number outstanding
Expiry Date $  #
November 30, 2020 2.61  16,787
September 15, 2022 4.42  199,005
August 1, 2021 5.43  4,476
September 11, 2023 5.43  22,382
January 5, 2020 6.03  37,313
July 24, 2023 13.07  3,357
May 20, 2023 16.08  7,311
May 24, 2022 18.09  163,535
May 4, 2025 26.73  3,730
May 10, 2025 26.73  1,865
May 17, 2025 26.73  3,730
May 31, 2025 26.73  1,865
January 16, 2026 26.73  1,722
January 20, 2026 26.73  373
  10.20  467,451


The following table is a summary of the Company's warrants outstanding as at December 31, 2018:
 

Warrants Outstanding
 

  Exercise price  Number outstanding
Expiry Date $  #
      
September 15, 2022 4.42  199,005
October 20, 2019 7.56  11,970
November 1, 2019 7.56  69,240
November 14, 2019 7.56  52,532
November 21, 2019 7.56  10,263
December 12, 2019 7.56  1,084
December 29, 2019 7.56  1,072
January 5, 2020 6.03  37,313
May 24, 2022 18.09  163,733
  9.47  546,212