What changed in this filing

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Item 8. Financial Statements and Supplementary Data

2021-11-10 compared with 2020-11-04 · 105 added, 76 removed, 314 unchanged (37% of the section changed)

6 unchanged sentences

(the "Company") as of August 31, 2021 and 2020, and the related statements of stockholders' deficiency, operations, and cash flows for the years ended August 31, 2021 and 2020 and the related notes (collectively referred to as the "financial statements").

In our opinion, the financial statements present fairly, in all material respects, the financial position of Enertopia Corp.

as of August 31, 2020 and 2019, and the results of its operations and its cash flows for the years ended August 31, 2020 and 2019 in conformity with accounting principles generally accepted in the United States of America.

In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of August 31, 2021 and 2020, and the results of its operations and its cash flows for the years ended August 31, 2021 and 2020 in conformity with accounting principles generally accepted in the United States of America.

Going Concern

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern.

As discussed in Note 2 to the financial statements, the Company has suffered recurring losses from operations and has a net capital deficiency that raise substantial doubt about its ability to continue as a going concern.

As discussed in Note 2 to the financial statements, the entity has suffered recurring losses from operations and has a net capital deficiency that raise substantial doubt about its ability to continue as a going concern.

Management's plans in regard to these matters are also described in Note 2.

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These financial statements are the responsibility of the Company's management.

Our responsibility is to express an opinion on the Company's financial statements based on our audits.

Our responsibility is to express an opinion on these financial statements based on our audits.

We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ("PCAOB") and are required to be independent with respect to the Company in accordance with the U.S.

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The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting.

As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting.

As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control over financial reporting.

Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatements of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks.

Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements.

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We have served as the Company's auditor since 2017.

"DAVIDSON & COMPANY LLP"

/s/ DAVIDSON & COMPANY LLP

Vancouver, Canada

Chartered Professional Accountants

October 30, 2020

November 5, 2021

ENERTOPIA CORP.

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Accounts payable

Loan from related party (Note 6)

Due to related parties (Note 7)

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Share capital

200,000,000 common shares with a par value of $0.001 per share

Issued and outstanding:

128,471,700 common shares at August 31, 2020 and August 31,2019:

Additional paid-in capital (Note 8)

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Balance, August 31, 2019

Shares issued for Private Placement on September 21

Shares issued for Private Placement on March 27

Comprehensive loss

Balance, August 31, 2019

Shares issued for LOI on October 28

Share based compensation

Comprehensive income

Comprehensive loss

Balance, August 31, 2020

Shares issued for patent

Private placement

Stock options granted

Stock options exercised

Warrants exercised

Comprehensive loss

Balance, August 31, 2021

The accompanying notes are an integral part of these financial statements

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Foreign exchange gain (loss)

Gain on marketable securities

Unrealized gain on marketable securities

Write down of assets (Note 6)

Income from royalty granted (Note 5)

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Stock-based compensation

Unrealized gain on marketable securities

Unrealized loss/ (gain) on marketable securities

Gain on disposal of marketable securities

Write down of assets

Income from royalty grant

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Cash flows from investing activities

Proceeds from sale of marketable securities

Purchase of marketable securities

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Cash flows from financing activities

Proceeds from loan from related party

Net proceeds from options exercised

Net proceeds from warrants exercised

Repayment of loan from related party

Net proceeds from subscriptions received

Net cash from financing activities

Increase (Decrease) in cash

Net cash from / (used in) financing activities

Increase in cash

Cash, beginning of year

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The accompanying financial statements have been prepared on a going concern basis which contemplates the realization of assets and the satisfaction of liabilities and commitments in the normal course of business for the foreseeable future.

The Company had a working capital deficit of $392,956 as at August 31, 2020 (2019 - $455,885).

The Company had a working capital deficit of $5,841 as at August 31, 2021 (2020 - $392,956 deficit).

As at August 31, 2021 the Company has incurred cumulative losses of $14,669,395 that raises substantial doubt about its ability to continue as a going concern.

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Recently adopted Accounting Pronouncements

In June 2018, the FASB issued ASU 2018-07, which simplifies the accounting for nonemployee share-based payment transactions.

The amendments specify that Topic 718 applies to all share-based payment transactions in which a grantor acquires goods or services to be used or consumed in a grantor's own operations by issuing share-based payment awards.

The adoption of this ASU did not have any impact on these financial statements.

In February 2016, Topic 842, Leases was issued to replace the leases requirements in Topic 840, Leases.

The main difference between previous GAAP and Topic 842 is the recognition of lease assets and lease liabilities by lessees for those leases classified as operating leases under previous GAAP.

A lessee should recognize in the balance sheet a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term.

For leases with a term of 12 months or less, a lessee is permitted to make an accounting policy election by class of underlying asset not to recognize lease assets and lease liabilities.

If a lessee makes this election, it should recognize lease expense for such leases generally on a straight-line basis over the lease term.

The accounting applied by a lessor is largely unchanged from that applied under previous GAAP.

The adoption of this standard did not have any impact on the Company's results of operations, financial condition, cash flows, and financial statement disclosures, as the Company's leases are all for terms of less than 12 months.

New Accounting Pronouncements

In June 2016, the FASB issued a new standard to replace the incurred loss impairment methodology under current GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates.

The standard will be adopted upon the effective date for us beginning September 1, 2020.

The adoption of the standard is not expected to have a significant impact on the Company's financial statements.

The adoption of the standard did not have a significant impact on the Company's financial statements.

In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820):

Disclosure Framework - Changes to the Disclosure Requirements to Fair Value Measurement.

For all entities, amendments are effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019.

The amendments on changes in unrealized gains and losses, the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements, and the narrative description of measurement uncertainty should be applied prospectively for only the most recent interim or annual period presented in the initial fiscal year of adoption.

All other amendments should be applied retrospectively to all periods presented upon their effective date.

Early adoption is permitted.

An entity is permitted to early adopt any removed or modified disclosures upon issuance of ASU No.

2018-13 and delay adoption of the additional disclosures until their effective date.

We do not expect that the adoption of this ASU will have a significant impact on our financial statements.

Other accounting standards that have been issued or proposed by the FASB or other standards-setting bodies that do not require adoption until a future date are not expected to have a material impact on the Company's financial statements upon adoption.

The adoption of the standard did not have a significant impact on the Company's financial statements.

New Accounting Pronouncements

In June 2016, the FASB issued ASU 2016-13, "Financial Instruments-Credit Losses".

The standard, including subsequently issued amendments (ASU 2018-19, ASU 2019-04, ASU 2019-05, ASU 2019-10 and ASU 2019-11), requires a financial asset measured at amortized cost basis, such as accounts receivable and certain other financial assets, to be presented at the net amount expected to be collected based on relevant information about past events, including historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amount.

In November 2019, the FASB issued ASU No.

2019-10 to postpone the effective date of ASU No.

2016-13 for public business entities eligible to be smaller reporting companies defined by the SEC to fiscal years beginning after December 15, 2022, including interim periods within those fiscal years.

The Company is evaluating the impact of this guidance on its consolidated financial statements.

In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740):

Simplifying the Accounting for Income Taxes:

2019-12 is effective as for public business entities, for fiscal years beginning after December 15, 2020, and interim periods within those fiscal years.

This ASU removes specific exceptions to the general principles in Topic 740 in Generally Accepted Accounting Principles (GAAP).

It eliminates the need for an organization to analyses whether the following apply in a given period:

-Exception to the incremental approach for intra period tax allocation;

-Exceptions to accounting for basis differences when there are ownership changes in foreign investments;

-Exception in interim period income tax accounting for year-to-date losses that exceed anticipated losses.

The ASU also improves financial statement preparers' application of income tax-related guidance and simplifies GAAP for:

- Franchise taxes that are partially based on income;

- Transactions with a government that result in a step up in the tax basis of goodwill;

- Separate financial statements of legal entities that are not subject to tax;

- Enacted changes in tax laws in interim periods.

MARKETABLE SECURITIES

Marketable securities consists of the Company's investment in units of Grayscale Bitcoin Trust acquired for net cost of $21,153.

Marketable securities consists of the Company's investment in shares of STEM INC acquired for net cost of $17,705.

As at August 31, 2021, the movement in the Company's marketable securities is as follows:

1 unchanged sentence

Additions - cost

Disposals-cost

Unrealized gain

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The Company has a right of first refusal to repurchase the royalty upon any proposed sale by the royalty holder to a third party.

On October 30, 2020 the Company signed a 1% Royalty agreement with respect to any future commercial lithium production from the Company's Clayton Valley, Nevada claims in exchange for $250,000.

The Company has a right of first refusal to repurchase the royalty upon any proposed sale by the royalty holder to a third party.

On December 14, 2020 the Company signed Definitive Agreement to acquire 100% interest in United States Patent and Trademark Office ("USPTO") patent #6,024,086 - Solar energy collector having oval absorption tubes by issuing 1,000,000 common shares of the Company.

The Company issued 1,000,000 additional common shares in escrow to be released upon the successful approval of patent pending work derived from patent #6,024,086.

The shares were issued at a price of $0.0345 resulting in a purchase price of $69,000.

The patent has since expired and was therefore written off.

On May 25, 2021 the Company announced the filing of its first provisional patent application, Solar Heat Absorber technology.

On May 26, 2021 the Company announced the filing of its second provisional patent application, Solar PV Heat Extraction Technology.

On August 17, 2021 the Company announced the filing of its third provisional patent application, Enertopia Rainmaker Technology.

RELATED PARTY TRANSACTIONS

For the year ended August 31, 2021, the Company was party to the following related party transactions with key management personnel, which consists of the President and Chief Executive Officer of the Company and its directors:

Incurred $10,500 (2019 - $42,000) to the President of the Company in consulting fees (Note 8).

Incurred $Nil (2020 - $10,500) to the President of the Company in consulting fees.

As at August 31, 2021, the accounts payable to the President of the Company was $111,659 (2020:

Repaid a short-term loan from the President of the Company in the amount of CAD$21,156 including accrued interest ($15,968).

Incurred $Nil (2019:

$395) to a director of the Company.

The related party transactions are recorded at the exchange amount established and agreed to between the related parties.

On September 21, 2018, the Company closed a tranche of a private placement of 2,225,000 units at a price of CAD$0.03 per unit for gross proceeds of CAD$66,750 (equivalent to $51,678).

Each unit consists of one common share of the Company and one non-transferable share purchase warrant, each full warrant entitling the holder to purchase one additional common share of the Company for a period of 36 months from the date of issuance, at a purchase price of $0.05.

A cash finders' fee of CAD$6,075 ($4,703) and 202,500 full broker warrants that expire September 21, 2021 was paid to third parties.

The broker warrants have the same terms as the warrants issued as part of the unit offering.

On March 27, 2019, the Company closed a tranche of a private placement of 5,506,769 units at a price of CAD$0.03 per unit for gross proceeds of CAD$143,176 ($106,809).

Each unit consists of one common share of the Company and one non-transferable share purchase warrant, each full warrant entitling the holder to purchase one additional common share of the Company for a period of 48 months from the date of issuance, at a purchase price of $0.04.

A cash finders' fee of CAD$13,068 ($9,748) and 502,600 full broker warrants that expire March 27, 2023 was paid to third parties.

The broker warrants have the same terms as the warrants issued as part of the unit offering.

On October 28, 2019 the Company issued 1,000,000 shares to Eagle Plains Resources Ltd upon entering LOI (Note 4).

On December 14, 2020 the Company issued 1,000,000 common shares and an additional 1,000,000 common shares in escrow in connection with the signed Definitive Agreement (Note 6).

On January 14, 2021 the Company closed the final tranche of a private placement of 3,000,000 units at a price of $0.06 per unit for gross proceeds of $180,000.

Each unit consists of one common share of the Company and one half (0.5) of a non-transferable share purchase warrant, each warrant entitling the holder to purchase one additional common share of the Company for a period of 12 months from the date of issuance at a purchase price of $0.09.

During the year ended August 31, 2021 the Company also issued 3,020,000 common shares as a result of the exercise of stock options and 2,720,000 common shares as a result of the exercise of warrants (Note 9).

As at August 31, 2021 the Company had 139,211,700 shares issued and outstanding (2020 - 128,471,700).

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and attracting new Directors, Officers, Employees and Consultants.

On February 25, 2020 the Company granted 2,000,000 stock options to a consultant of the Company with an exercise price of $0.02, expiring February 25, 2022.

For the year ended August 31, 2020, the Company recorded $17,308 (2019 - $Nil) stock-based compensation expense.

For the year ended August 31, 2021, the Company recorded $297,691 (2020 - $17,308) stock-based compensation expense.

A summary of the changes in stock options is presented below:

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The Company has the following options outstanding and exercisable.

August 31, 2020

Options outstanding and exercisable

Exercise prices

contractual life (years)

The aggregate intrinsic value for options outstanding and exercisable as at August 31, 2020 was $Nil.

* Expired subsequent to the year ended August 31, 2020.

September 19, 2016

September 19, 2021

January 20, 2017

January 20, 2022

January 31, 2017

January 31, 2022

October 27, 2017

October 27, 2022

February 25, 2020

February 25, 2022

December 14, 2020

December 14, 2025

January 28, 2021

January 28, 2026

February 4, 2021

February 4, 2026

February 5, 2021

February 5, 2026

April 27, 2021

April 27, 2026

*As at August 31, 2021 the market price of the Company's common shares was $0.0629 per share.

A total of 3,626,776 incentive stock options were in the money with an intrinsic value of $48,589.

During the year ended August 31, 2021, the Company issued 1,500,000 warrants attached to units in private placements with no finders fees being paid.

There were no warrants issued during the year ended August 31, 2020.

During the year ended August 31, 2019, the Company issued 7,731,769 warrants attached to units in private placements and 705,100 broker warrants in connection with the private placements.

The fair value of the brokers warrants was $12,861, recorded as share issuance costs off-setting the gross proceeds of private placements in additional-paid-in-capital, and was calculated using the Black Scholes option pricing model, with the following weighted average assumptions:

expected volatility 150%, risk-free interest rate:

2.38%, expected life:

3.71 years, dividend yield:

A summary of changes in warrants is presented below:

Warrants Outstanding

A summary of warrants as at August 31, 2021 and August 31, 2020 is as follows:

Weighted Average

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Balance, August 31, 2021

The Company has the following warrants outstanding and exercisable:

Outstanding 1

March 27, 2023

September 21, 2021

The Company has the following warrants outstanding:

August 31, 2021

September 21, 2018

September 21, 2021

March 27, 2019

March 27, 2023

January 14, 2021

January 14, 2022

*Each warrant entitles a holder to purchase one common share.

1 unchanged sentence

The President voluntarily suspended and terminated accrual of these consulting fees commencing on December 1, 2019 and continuing until such time as the Company's financial condition permits a resumption of such cost.

The Company has a rental agreement for a corporate office for $1,100 per month plus GST.

The agreement expires December 31, 2021.

The following table reconciles the income tax benefit at the U.S.

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SUBSEQUENT EVENTS

On October 29, 2020 the Company signed a 1% royalty agreement with respect to any future commercial lithium production from the Company's Clayton Valley, Nevada claims in exchange for $250,000.

The Company has a right of first refusal to repurchase the royalty upon any proposed sale by the royalty holder to a third party.

On Sep 01, 2021 the Company granted 500,000 options to a consultant of the Company for 5yrs at $0.08 per common share.

On Sep 02, 2021 the Company issued 100,000 common shares as a result of the exercise of 100,000 warrants exercised at $0.04 per common share and the Company issued 120,000 common shares as a result of the exercise of 120,000 warrants exercised at $0.05 per common share.

On Sep 08, 2021 the Company issued 520,000 common shares as a result of the exercise of 520,000 warrants exercised at $0.04 per common share and the Company issued 155,000 common shares as a result of the exercise of 155,000 warrants exercised at $0.05 per common share.

On Sep 13, 2021 the Company issued 96,000 common shares as a result of the exercise of 96,000 warrants exercised at $0.04 per common share and issued 100,000 common shares as a result of the exercise of 100,000 warrants exercised at $0.05 per common share.

On Sep 17, 2021 the Company issued 1,550,000 common shares as a result of the exercise of 1,550,000 warrants exercised at $0.05 per common share.

On Sep 21, 2021 the Company issued 50,000 common shares as a result of the exercise of 50,000 warrants exercised at $0.05 per common share.

On Oct 29, 2021 the Company issued 100,000 common shares as a result of the exercise of 100,000 warrants exercised at $0.04 per common share.

Changes in and Disagreements With Accountants on Accounting and Financial Disclosure

1 unchanged sentence

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 8. Financial Statements and Supplementary Data