What changed in this filing

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Item 1. Financial Statements

2024-01-11 compared with 2023-07-12 · 77 added, 108 removed, 232 unchanged (44% of the section changed)

Financial Statements.

Our unaudited condensed financial statements for the nine-month period ended May 31, 2023 form part of this quarterly report.

Our unaudited condensed financial statements for the three-month period ended November 30, 2023 form part of this quarterly report.

They are stated in United States Dollars (US$) and are prepared in accordance with United States generally accepted accounting principles.

11 unchanged sentences

Total Liabilities

STOCKHOLDERS' EQUITY (DEFICIENCY)

STOCKHOLDERS' EQUITY

Share Capital (Note 8)

500,000,000 common voting shares ( 200,000,000 August 31, 2022) with a par value of $ 0.001 per share

500,000,000 common voting shares with a par value of $ 0.001 per share

Issued and outstanding:

155,166,088 common shares at May 31, 2023 and 155,116,088 at August 31, 2022

155,166,088 common shares at November 30, 2023 and 155,166,088 at August 31, 2023

Additional paid-in capital (Note 9)

Equity attributable to shareholders of the Company

Non-controlling interest (Note 6)

Non-controlling interest

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY

3 unchanged sentences

(Expressed in U.S.

ADDITIONAL PAID-IN

PAID-IN CAPITAL

STOCKHOLDERS'

EQUITY(DEFICIT)

Balance, August 31, 2022

Warrants exercised

Stock options granted on Sept 1

Comprehensive loss

Balance, November 30, 2022

Shares issued for hydrogen technology

Shares issued for investment in Joint Venture

Shares issued for services

Stock options granted

Stock options exercised

Comprehensive loss

Balance, February 28, 2022

Comprehensive income

Balance, May 31, 2022

Stock options granted

Comprehensive loss

Balance, August 31, 2022

Comprehensive loss

Balance, November 30, 2022

Warrants issued for cash

5 unchanged sentences

Balance, May 31, 2023

Non controlling interest

Comprehensive loss

Balance, August 31, 2023

Non controlling interest

Comprehensive loss

Balance, November 30, 2023

The accompanying notes are an integral part of these unaudited condensed consolidated interim financial statements.

3 unchanged sentences

THREE MONTHS ENDED

NINE MONTHS ENDED

Accounting and audit

13 unchanged sentences

Unrealized gain (loss) on marketable securities

Unrealized foreign exchange loss on marketable securities

Gain from mineral property sale

Net income (loss) for the period

Net income (loss) attributable to:

Unrealized foreign exchange gain (loss) on marketable securities

Net loss for the period

Net loss attributable to:

Common shareholders

Non controlling interest

Basic and diluted income (loss) per share

Basic and diluted loss per share

Basic and diluted

5 unchanged sentences

(Expressed in U.S.

NINE MONTHS ENDED

THREE MONTHS ENDED

Cash flows used in operating activities

Net Income (Loss)

Changes to reconcile net loss to net cash used in operating activities

Shares received for mineral property sale

Shares issued for consulting

Shares issued for battery management system

Shares issued for hydrogen technology

Stock based compensation

Income from mineral property sale

Unrealized gain on marketable securities

Unrealized foreign exchange loss on marketable securities

Unrealized (gain) loss on marketable securities

Unrealized foreign exchange (gain) loss on marketable securities

Loss on disposal of marketable securities

8 unchanged sentences

Proceeds from sale of marketable securities

Proceeds from sale of royalty grant

Staking of mineral property

Net cash from investing activities

Cash flows from financing activities

Net proceeds from warrants exercised

Net cash from financing activities

Decrease in cash

Cash at beginning of period

Cash at end of period

Net cash used in investing activities

Decrease in cash and cash equivalents

Cash and cash equivalents at beginning of period

Cash and cash equivalents at end of period

Supplemental information of cash flows:

Income taxes paid in cash

Cash paid for interest

Cash paid for taxes

2 unchanged sentences

NOTES TO CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (UNAUDITED)

November 30, 2023

(Expressed in U.S.

1 ORGANIZATION

Enertopia Corp.

The unaudited condensed consolidated interim financial statements for the period ended November 30, 2023 included herein have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission.

Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with United States generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations.

These unaudited condensed consolidated interim financial statements should be read in conjunction with the August 31, 2023 audited annual financial statements and notes thereto.

The Company was formed on November 24, 2004 under the laws of the State of Nevada and commenced operations on November 24, 2004.

3 unchanged sentences

The accompanying unaudited condensed consolidated interim 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.

The Company incurred net cash outflows from operating activities of $ 1,006,384 for the nine months ended May 31, 2023 ($ 551,009 for the nine months ended May 31, 2022) and as at May 31, 2023 has incurred cumulative losses of $ 13,985,764 that raises substantial doubt about its ability to continue as a going concern.

The Company incurred net cash outflows from operating activities of $ 229,950 for the three months ended November 30, 2023 ( 166,497 for the three months ended November 30, 2022) and as at November 30, 2023 has incurred cumulative losses of $ 14,935,941 that raises substantial doubt about its ability to continue as a going concern.

Management has been able, thus far, to finance the operations through equity financing and cash on hand.

16 unchanged sentences

Basis of Consolidation

The unaudited condensed consolidated interim financial statements have been prepared on a consolidated basis with those of the Company's 51 % owned subsidiary, CapNTrack Inc.

The financial statements have been prepared on a consolidated basis with those of the Company's 51 % owned subsidiary, CapNTrack Inc.

All intercompany transactions and balances have been eliminated.

Cash and Cash Equivalents

Cash and cash equivalents include cash in bank accounts and money market funds with maturities of less than three months from inception, which are readily convertible to known amounts of cash and which, in the opinion of management, are subject to an insignificant risk of loss in value.

As of November 30, 2023 and 2022, cash and cash equivalents consisted of the following:

Money market funds

Accounting Estimates

37 unchanged sentences

Level 3 - Unobservable inputs that are supported by little or no market activity, therefore requiring an entity to develop its own assumptions about the assumptions that market participants would use in pricing.

The Company's financial instruments consist primarily of cash, marketable securities, accounts receivable, accounts payable and due to related party.

The Company's financial instruments consist primarily of cash, marketable securities, accounts receivable, accounts payable and due to related parties.

The carrying amounts of these financial instruments approximate their fair values due to their short maturities.

11 unchanged sentences

During January 2023 Cypress underwent a name change to Century Lithium Corp ("Century").

The 3,000,000 shares were restricted for trade and as of May 31, 2023 are all tradable.

Marketable securities as at May 31, 2023 consist of the Company's investment in 3,000,000 shares of Century of which a total of 776,700 were sold during the nine month period ended May 31, 2023 (three months ended May 31, 2023 - 443,900 ) leaving 2,223,300 shares.

An additional 6,500 share sales were pending that were settled after the period end.

As at May 31, 2023, the movement in the Company's marketable securities is as follows:

The 3,000,000 shares were initially restricted for trade and as of November 30, 2023 are all tradable.

Marketable securities as at November 30, 2023 consist of the Company's investment in 3,000,000 shares of Century of which a total of 1,586,200 have been sold, 446,000 of which were sold during the three month period ended November 30, 2023 (three months ended November 30, 2022 - 0 ) leaving 1,413,800 shares.

As at November 30, 2023, the movement in the Company's marketable securities is as follows:

Balance, August 31, 2022

Unrealized loss

Unrealized foreign exchange loss

Unrealized gain (loss)

Unrealized foreign exchange gain (loss)

Proceeds from disposal

Loss on disposal

Realized loss on disposal

Realized Foreign exchange loss on disposal

Balance, August 31, 2023

4 unchanged sentences

Realized Foreign exchange loss on disposal

Balance, May 31, 2023

Balance, November 30, 2023

1 Company recorded the 3,000,000 shares received from Cypress (Century) on May 4, 2022 as an investment and valued the investment using the closing rate of CAD$ 1.63 per share per share and a discount rate of 10 % due to restrictions on trading.

All trading restrictions ended during the year ended August 31, 2023.

MINERAL PROPERTY

On February 25, 2022, the Company staked 1,760 acres of unpatented mineral claims in Esmeralda County, Nevada for cash consideration of $ 10,500 .

During the nine month periods ended May 31, 2023 and 2022, the mineral exploration expense consisted of:

Sample Assays

Travel & Misc

Total Exploration

On February 25, 2022, the Company staked approximately 1,818 acres of unpatented mineral claims in Esmeralda County, Nevada for cash consideration of $ 10,500 .

During the three-month period ended November 30, 2023, the Company expensed $ 45,652 (2022 - $ 2,987 ) in expenses relating to geologist work, sample assays, travel, and 43-101 report expenses.

RESEARCH AND DEVELOPMENT

2 unchanged sentences

By acquiring this Hydrogen Technology, the Company is currently researching the opportunity to create process gas that can be used in commercial, industrial and mining applications by splitting the hydrogen from water via electrolysis.

The technology is still in the research and development phase and is not commercially feasible as at the period ended May 31, 2023.

The technology is still in the research and development phase and is not commercially feasible as at the period ended November 30, 2023.

Energy Management System ("EMS")

1 unchanged sentence

The Company created a Joint Venture ("JV") with 51 % controlling interest in CapNTrack to run the commercial and industrial operations related to the EMS.

As at the period ended date of May 31, 2023, there have been no operations in the JV and only insurance costs have been incurred.

The EMS is still in the research and development phase and it has not obtained commercial or operational feasibility as at the period end date of May 31, 2023.

The research and development expenses for the nine months ending May 31, 2023 and 2022 consisted of the following:

As at the period ended date of November 30 , 2023, there have been no operations in the JV and only insurance costs have been incurred.

The EMS is still in the research and development phase and it has not obtained commercial or operational feasibility as at the period end date of November 30, 2023.

Clean Technologies

Energy Management Systems

Total Research and Development

RELATED PARTIES TRANSACTION

For the nine-month period ended May 31, 2023, the Company was party to the following related party transactions:

• The Company incurred $ 85,500 (May 31, 2022:

For the three-month period ended November 30, 2023, the Company was party to the following related party transactions:

The Company incurred $ 28,500 (November 30, 2022:

$ 28,500 ) to the President of the Company in consulting fees.

• The amounts outstanding in accounts payable to the President of the Company as at May 31, 2023 is $ 17,159 (August 31, 2022 - $ 64,409 ).

• The Company incurred $ 15,000 (May 31, 2022:

The amounts outstanding in accounts payable to the President of the Company as at November 30, 2023 is $ 17,159 (August 31, 2023 - $ 17,196 ).

The Company incurred $ 7,500 (November 30, 2022:

$ 5,000 ) to the CFO of the Company in consulting fees.

The Company incurred $ 554 to a director of the Company in geological consulting services

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

The Company incurred $ 2,211 in total to two directors of the Company for director fees.

At the Annual General Meeting held in March of 2023, the authorized share capital was increased from 200 million shares to 500 million shares.

During the nine months ended May 31, 2023, the Company issued 50,000 common shares for the exercise of warrants for $ 2,000 in cash.

As at May 31, 2023 the Company had 155,166,088 (August 31, 2022:

During the three months ended November 30, 2023, the Company issued no shares.

As at November 30, 2023 the Company had 155,166,088 (August 31, 2023:

155,166,088 ) shares issued and outstanding.

As at May 31, 2023 the Company had 7,000,000 (August 31 2022 - 7,000,000 ) shares held in escrow, that are included in the total shares issued and outstanding.

Escrow shares are scheduled to be released upon satisfaction of certain milestones relating to the Company's research and development agreements (Note 6).

As at Nov 30, 2023 the Company had 7,000,000 (August 31 2023 - 7,000,000 ) shares held in escrow, that are included in the total shares issued and outstanding.

STOCK OPTIONS AND WARRANTS

12 unchanged sentences

Management plans to issue all new option grants under the 2023 Plan and to cancel the 2014 Plan once all currently issued options are either exercised or expire.

During the nine months ended May 31, 2023 the Company did not issue any options.

During the nine-month period ended May 31, 2023, the Company recorded $ 0 (May 31, 2022 $ 55,877 ) as stock based compensation expenses.

In addition, a total of 1,750,000 stock options expired without being exercised (May 31, 2022:

A summary of the changes in stock options for the nine months ended May 31, 2023 is presented below:

During the three months ended November 30, 2023 the Company did not issue any options.

During the three-month period ended November 30, 2023 and 2022, the Company recorded $ 0 as stock based compensation expenses.

A total of 800,000 stock options expired without being exercised during the three months ended November 30, 2022.

A summary of the changes in stock options for the three months ended November 30, 2023 is presented below:

Options Outstanding

4 unchanged sentences

Balance, August 31, 2023

Balance, May 31, 2023 (Outstanding & Exercisable)

The Company has the following options outstanding and exercisable as at May 31, 2023:

Balance, November 30, 2023 (Outstanding & Exercisable)

The Company has the following options outstanding and exercisable as at November 30, 2023:

Exercise Price

1 unchanged sentence

Balance outstanding and exercisable

There were no warrants issued during the period ended May 31, 2023.

A summary of warrants as at May 31, 2023 is as follows:

There were no warrants issued during the period ended November 30, 2023.

A summary of warrants as at November 30, 2023 is as follows:

Number of Warrants

2 unchanged sentences

Balance, August 31, 2023

Balance, May 31, 2023

Balance, November 30, 2023

The Company has a consulting agreement with the President of the Company for corporate administration and consulting services for $ 9,500 per month plus goods and services tax ("GST") on a continuing basis.

The Company has a consulting agreement with the CFO of the Company for corporate administration and consulting services for $ 7,500 per quarter plus goods and services tax ("GST") on a continuing basis.

The Company has a director fee agreement with two directors for CDN $ 1,500 each plus GST per quarter.

The Company has a rental agreement for a corporate office for CDN $ 1,155 per month plus GST expiring December 31, 2023.

Rent expense for the three and nine months ended May 31, 2023, were $ 2,586 and $ 7,507 , respectively.

Rent expense for the three months ended November 30, 2023, was $ 2,440 .

SEGMENTED INFORMATION

1 unchanged sentence

The Company is centrally managed and its chief operating decision maker, being the CEO, uses the consolidated and other financial information to make operational decisions and to assess the performance of the Company.

The Company has increased its reportable segments from one to three during the year ended August 31, 2022.

The decision for this change was made keeping in mind the Company's strategic direction and the need to better report the results for each of the identified three reportable segments:

Natural Resources, Technology and Corporate, none of which are revenue generating as at the period ended date of May 31, 2023.

The Company has three reportable segments:

Natural Resources, Technology and Corporate, none of which are revenue generating as at the period ended date and for the period ended November 30, 2023.

Long term Assets

United States of America

Balance May 31, 2023

Balance November 30, 2023

Natural Resources

Consolidated Total

Other income (Note 4)

Total Assets (Note 4, 5)

November 30, 2023

Long term Assets

2 unchanged sentences

August 31, 2023

Other income (expenses) (Note 4, 5, 6)

Segment income (loss)

Other income (Note 4)

Total Assets (Note 4, 5)

2 unchanged sentences

Prepaid Expenses & Deposits

Clean Technology Expense

Exploration costs

Fees and Dues

Investor Relations

Office Expenses

Research & Development

Total Prepaid Expenses& Deposits

NET INCOME (LOSS) PER COMMON SHARE

Three Months Ended

Nine Months Ended

Net income (loss)

Net income (loss) - diluted

Weighted average common shares outstanding

Effect of dilutive shares

Net income (loss) per common share:

SUBSEQUENT EVENTS

2 unchanged sentences

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-Q

Item 1. Financial Statements