Lexaria Bioscience Corp. 10-K

Item 8. Financial Statements and Supplementary Data Report of Independent Registered Public Accounting Firm To the Shareholders and Directors of Lexaria Bioscience Corp. Opinion on the Consolidated Financial Statements We have audited the accompanying consolidated balance sheets of Lexaria Bioscience Corp. (the “Company”) as of August 31, 2021 and 2020, and the related consolidated statements of operations and comprehensive loss, cash flows, and stockholders’ equity for each of the two years in the period ended August 31, 2021, 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 the Company as of August 31, 2021 and 2020, and the results of its operations and its cash flows for each of the three years in the period ended August 31, 2021, in conformity with accounting principles generally accepted in the United States of America. Basis for Opinion These financial statements are the responsibility of the Company’s management. 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. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. 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 entity’s internal control over financial reporting. Accordingly, we express no such opinion. 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. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion. Critical Audit Matters The critical audit matters communicated below are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate. We have not identified any critical audit matters for the years ended August 31, 2021 and 2020. We have served as the Company’s auditor since 2016. /s/ DAVIDSON & COMPANY LLP Vancouver, Canada Chartered Professional Accountants November 26, 2021 Page 50 of 90 Table of Contents LEXARIA BIOSCIENCE CORP. CONSOLIDATED BALANCE SHEET (Expressed in U.S. Dollars) August 31 August 31 2021 2020 ASSETS Current Cash $ 10,917,797 $ 1,293,749 Marketable securities 833,841 19,321 Accounts receivable 342,401 313,925 Inventory 29,648 116,871 Prepaid expenses and deposit 319,253 182,095 Total Current Assets 12,442,940 1,925,961 Non-current assets, net Right-of-use assets 91,041 126,920 Intellectual property 364,623 292,000 Property and equipment 368,213 483,357 Total Non-current Assets 823,877 902,277 TOTAL ASSETS $ 13,266,817 $ 2,828,238 LIABILITIES Current Accounts payable and accrued liabilities $ 100,723 $ 86,920 Deferred revenue - 44,255 Due to related party 5,223 58,704 Loan payable 7,926 - Lease liabilities 39,404 36,038 Total Current Liabilities 153,276 225,917 Long Term Lease liabilities - long term 49,989 89,393 Loan payable - 30,670 Total Long Term Liabilities 49,989 120,063 TOTAL LIABILITIES 203,265 345,980 STOCKHOLDERS' EQUITY Share capital Authorized: 220,000,000 common voting shares with a par value of $ 0.001 per share Issued and outstanding: 5,726,699 common shares at August 31, 2021 and 3,001,476 common shares at August 31, 2020 5,727 3,001 Additional paid-in capital 45,089,114 30,324,398 Deficit ( 31,829,204 ) ( 27,802,198 ) Equity attributable to shareholders of the Company 13,265,637 2,525,201 Non-Controlling Interest ( 202,085 ) ( 42,943 ) Total Stockholders' Equity 13,063,552 2,482,258 TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 13,266,817 $ 2,828,238 The accompanying notes are an integral party of these consolidated financial statements. Page 51 of 90 Table of Contents LEXARIA BIOSCIENCE CORP. CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (Expressed in U.S. Dollars except number of shares) August 31 August 31 2021 2020 Revenue $ 722,738 $ 314,793 Cost of goods sold 175,346 99,378 Gross profit 547,392 215,415 Operating Expenses Research and development 1,262,895 387,074 General and administrative 4,971,349 3,977,138 Total operating expenses 6,234,244 4,364,212 Loss from operations ( 5,686,852 ) ( 4,148,797 ) Gain on disposal of assets 1,522,704 - Discontinued operations ( 22,000 ) 64,184 Net loss and comprehensive loss for the year $ ( 4,186,148 ) $ ( 4,084,613 ) Net loss and comprehensive loss attributable to: Common shareholders $ ( 4,027,006 ) $ ( 3,933,996 ) Non-controlling interest $ ( 159,142 ) $ ( 150,617 ) Basic and diluted loss per share $ ( 0.95 ) $ ( 1.47 ) Basic and diluted earnings (loss) per share from discontinued operations $ ( 0.01 ) $ 0.02 Weighted average number of common shares outstanding - Basic and diluted 4,391,446 2,773,376 The accompanying notes are an integral part of these consolidated financial statements. Page 52 of 90 Table of Contents LEXARIA BIOSCIENCE CORP. CONSOLIDATED STATEMENT OF CASH FLOWS (Expressed in U.S. Dollars) August 31 August 31 2021 2020 Cash flows used in operating activities Net loss and comprehensive loss $ ( 4,186,148 ) $ ( 4,084,613 ) Adjustments to reconcile net loss to net cash used in operating activities: Stock based compensation 410,007 1,139,270 Depreciation and amortization 111,718 112,750 Inventory write-off 2,482 8,240 Bad debt 50,500 50,000 Amortization on right of use asset 35,879 33,342 Realized loss on disposal of marketable securities - 18,198 Unrealized loss on marketable securities 166,255 19,893 Gain on asset disposal ( 1,522,704 ) - Common shares issued for services 85,000 100,000 Warrants issued for services 785,895 168,833 Lease accretion 7,912 9,665 Change in working capital Accounts receivable 189,580 ( 90,780 ) Inventory 95,037 4,213 Prepaid expenses and deposits ( 137,158 ) ( 113,168 ) Accounts payable and accrued liabilities 13,803 ( 49,491 ) Due to related parties ( 53,481 ) 10,608 Deferred revenue ( 44,255 ) 44,255 Net cash used in operating activities $ ( 3,989,678 ) $ ( 2,618,785 ) Cash flows from (used in) investing activities Sale of marketable securities - 6,802 Intellectual property ( 79,493 ) ( 33,645 ) Asset disposition 273,373 - Net cash from (used in) investing activities $ 193,880 $ ( 26,843 ) Cash flows from financing activities Long term loan ( 22,744 ) 30,670 Lease payments ( 43,950 ) ( 44,496 ) Proceeds from issuance of equity 9,471,497 2,668,056 Proceeds from warrant exercises 4,015,043 - Net cash from financing activities $ 13,419,846 $ 2,654,230 Increase in cash 9,624,048 8,602 Cash, beginning of year 1,293,749 1,285,147 Cash, end of year $ 10,917,797 $ 1,293,749 Supplemental information of cash flows: Income taxes paid in cash $ ( 16,297 ) $ ( 12,978 ) Marketable securities received on amounts receivable $ 893,493 $ - The accompanying notes are an integral part of these consolidated financial statements. Page 53 of 90 Table of Contents LEXARIA BIOSCIENCE CORP. CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Expressed in U.S. Dollars except number of shares) SHARES AMOUNT $ ADDITIONAL PAID-IN CAPITAL $ DEFI CIT $ NCI $ TOTAL STOCKHOLDERS’ EQUITY $ Balance August 31, 2019 2,626,237 2,626 26,248,614 ( 23,868,202 ) 107,674 2,490,712 Shares issued for services 11,574 12 99,988 - - 100,000 Stock based compensation - - 1,139,270 - - 1,139,270 Warrants issued for services - - 168,883 - - 168,833 Exercise of stock options 7,333 8 30,022 - - 30,030 Private Placements 356,332 355 2,637,671 - - 2,638,026 Net loss - - - ( 3,933,996 ) - (3,933,996 ) Non-controlling interest - - - - ( 150,617 ) ( 150,617 ) Balance August 31, 2020 3,001,476 3,001 30,324,398 ( 27,802,198 ) ( 42,943 ) 2,482,258 Shares issued for services 12,178 12 84,988 - - 85,000 Stock based compensation - - 410,007 - - 410,007 Warrants issued for services - - 785,895 - - 785,895 Exercise of warrants 610,189 610 4,014,433 - - 4,015,043 Private placement 2,102,856 2,104 9,469,393 - - 9,471,497 Net loss - - - ( 4,027,006 ) - (4,027,006 ) Non-controlling interest - - - - ( 159,142 ) ( 159,142 ) Balance August 31, 2021 5,726,699 5,727 45,089,114 ( 31,829,204 ) ( 202,085 ) 13,063,552 The accompanying notes are an integral part of these consolidated financial statements. Page 54 of 90 Table of Contents LEXARIA BIOSCIENCE CORP. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS August 31, 2021 1. Nature of Business Lexaria Bioscience Corp. (“Lexaria”, “we”, “our” or the “Company”) is a biotechnology company pursuing the enhancement of the bioavailability of a diverse and broad range of active pharmaceutical ingredients (“API”) using our proprietary DehydraTECH drug delivery technology. Revenues are received from licensing the Company’s patented technology to partners who pay either a license fee to use DehydraTECH in the manufacturing of their own products or purchase DehydraTECH manufactured products made to their specifications by Lexaria. The Company has relationships with several consumer products companies in the CBD and nutraceuticals spaces that use Lexaria’s technology in consumer goods being sold online and at retailers in the US and Canada. Going Concern Consideration The Company’s consolidated financial statements included herein have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) and in accordance with accounting principles generally accepted in the United States (“US GAAP”) applicable to a going concern which assumes the Company will have sufficient funds to pay it operational, research and development and capital expenditures for a period of at least 12 months from the date this financial report. Since inception, the Company has incurred significant operating and net losses. The losses attributable to common shareholders were $ 4.2 m, $ 4.1 m and $ 4.2 m for the years ended August 31, 2021, 2020 and 2019, respectively. As of August 31, 2021, we had an accumulated deficit of $31.8m. We expect to continue to incur significant operational expenses and net losses in the upcoming 12 months. Our net losses may fluctuate significantly from quarter to quarter and year to year, depending on the stage and complexity of our R&D studies and related expenditures, the receipt of additional payments on the licencing of our technology, if any, and the receipt of payments under any current or future collaborations we may enter into. On January 12, 2021, the Company closed an underwritten public offering for net proceeds of $ 9,471,497 . In the fourth quarter of the year ended August 31, 2021, the Company received $ 4,015,043 from the exercise of warrants. We may offer additional securities for sale during our fiscal year 2022 or thereafter in response to market conditions or other circumstances if we believe such a plan of financing is required to advance the Company’s business plans and is in the best interests of our stockholders. The Company has evaluated whether there are conditions or events, considered in the aggregate, that raise substantial doubt about the Company's ability to continue as a going concern. As of August 31, 2021, the Company had cash and cash equivalents of approximately $ 10.9 m, carries no debt. We believe this is sufficient to enable the Company to fund its operating and R&D expenses and any capital expenditure requirements through one year from the issuance date of the audited consolidated financial statements. Page 55 of 90 Table of Contents Impacts of COVID-19 Pandemic The emergence of the COVID-19 pandemic in 2020 continues to present uncertainty and unforecastable new risks to the Company and its business plans. As of August 31, 2021, there has been no material impact on the Company’s financial position as a direct result of the pandemic. However, the Company has experienced some supply chain disruptions and shortages in the timely procurement of ingredients and supplies used in both our R&D activities and production. Management views this situation as transitory but cannot predict the length of time it may take for these disruptions to dissipate or if there will be a significant economic effect on the Company’s operations. In the interim, it may cause delays in carrying out our research studies and in our production schedules. Restrictions on international travel presents a challenge in carrying out normal business activities related to corporate finance efforts and the pursuit of new customers throughout North America who might otherwise access to our licensees’ retail products. As a result, the pandemic has increased the risk of lower revenues and higher losses. During the year ended August 31, 2020, we were in receipt of C$ 30,732 in COVID relief under the Canada Emergency Wage Subsidy programs for employees which reduced our employment costs in that year. During fiscal 2020 we also received C$ 40,000 from the Canadian Government sponsored Emergency Business Account loan program. As specified by the terms of this program, we have repaid C$ 30,000 of the loan in fiscal 2021. The remaining $7,926 (C$ 10,000 ) of the loan payable is anticipated to be forgiven as directed under this program in the year ended August 31, 2022. We continue to actively monitor the evolving effects of COVID-19 and may take further actions that alter our operations, including those that may be required by federal, state, provincial, or local authorities, or that we determine are in the best interests of our employees and other third parties with which we do business. We do not know when it will become practical to relax or eliminate some or all these measures entirely. The economic effect of a prolonged pandemic is difficult to predict and could result in material financial impact in the Company’s future reporting periods. 2. Significant Accounting Policies a) Basis of presentation These consolidated financial statements have been prepared in conformity with generally accepted accounting principles of the United States (“US GAAP”) and pursuant to the rules and regulations of the SEC. All amounts, unless otherwise stated, are in U.S. dollars. On December 9, 2020, the Company completed the sale of the business assets in the THC related segment of our subsidiary Lexaria CanPharm ULC. As a result, the related financial results pertaining to the sale are reflected in our consolidated statement of operations, retrospectively, as discontinued operations beginning in the first quarter of fiscal 2021. On January 11, 2021, the Company effected a 1-for-30 reverse stock split with no fractional shares issued. All share, option, warrant and per share information within these consolidated financial statements have been retroactively restated accordingly. Page 56 of 90 Table of Contents b) Revenue recognition Licensing revenue from intellectual property We recognize revenue for license fees at a point in time following the transfer of our intellectual property, namely our patented lipid nutrient infusion technology DehydraTECH for infusing Active Pharmaceutical Ingredients (“API”), to the licensee, which occurs on delivery of documentation. Usage fees from intellectual property We recognize revenue for usage fees when usage of our DehydraTECH intellectual property occurs by licensees infusing an API into one or more of their product lines for sale. Product revenue Revenue from the sale of products is recognized when the sales price is fixed or determinable, there is persuasive evidence that an arrangement exists, delivery has occurred and collectability is reasonably assured. c) Inventory and cost of sales The Company’s inventory consists of raw materials, work in progress and finished goods. In all classes, inventory is valued at the lower of cost or market. Cost is determined on a first-in, first-out basis. Cost of sales includes all expenditures incurred in bringing the goods to the point of sale. Inventory costs and costs of sales include direct costs of the raw material, inbound freight charges, warehousing costs, handling costs (purchasing and receiving) and overhead expenses. d) Cash and cash equivalents Cash and cash equivalents include cash-on-hand and demand deposits with financial institutions and other short-term investments with maturities of less than three months when acquired and convertible to known cash amounts. The Company had no cash equivalents as at August 31, 2021 or August 31, 2020. e) Equipment Equipment is stated at cost less accumulated depreciation and impairment and depreciated using the straight-line method over their useful lives of the various asset classes. Laboratory equipment, office furniture and computer equipment are depreciated over 3 - 10 years. Certain production equipment is depreciated by units of production method. Leasehold improvements are amortized over the term of the related leases. f) Intellectual property Capitalized patent costs represent legal costs incurred in pursuing patents applications in the United States. When such applications result in patents being issued, the directly related capital cost is amortized over the life of the patent on a straight-line basis. Page 57 of 90 Table of Contents g) Stock-based compensation The Company accounts for its stock-based compensation awards whereby all stock-based payments to employees, including grants of employee stock options, are recognized as expenses in the statements of operations based on the fair value at grant date. For stock options granted to employees, executives and to members of the Board of directors for their services, the Company estimates the grant date fair value of each option award using the Black-Scholes option-pricing model. The use of the Black-Scholes option-pricing model requires management to make assumptions with respect to the expected term of the option, the expected volatility of the common stock consistent with the expected life of the option, risk-free interest rates and expected dividend yields of the common stock. Stock-based payments issued to non-employees are recorded at their fair values and are periodically revalued as the equity instruments vest and are expensed over the related service period. The Company recognizes stock-based compensation expense on vesting for equity instruments granted. h) Loss per share The calculation of loss per share uses the weighted average number of shares outstanding during the year. Diluted net income per share includes the effect, if any, from the potential exercise or conversion of securities, such as restricted stock and stock options, which would result in the issuance of incremental shares of common stock. Diluted loss per share is equivalent to basic loss per share if the potential exercise of the equity-based financial instruments was anti-dilutive. i) Foreign currency translation The Company maintains its accounting records in US dollars. At the transaction date, each asset, liability, revenue, and expense that was acquired or incurred in a foreign currency is translated into US dollars by using the exchange rate in effect at that date; at the year end, monetary assets and liabilities are translated at the exchange rate in effect at that date. The resulting foreign exchange gains and losses are included in profit or loss. j) Financial instruments When measuring fair value, the Company seeks to maximize the use of observable inputs and minimize the use of unobservable inputs. This establishes a fair value hierarchy based on the level of independent objective evidence surrounding the inputs used to measure fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Inputs are prioritized into three levels used to measure fair value: · Level 1 - Quoted prices in active markets for identical assets or liabilities. · Level 2 - Inputs other than quoted prices included within Level 1 that are either directly or indirectly observable and · 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 and payable, accrued liabilities, loan payable and due to related parties. The carrying amounts of cash, accounts receivable and payable, accrued liabilities, loan payable and due to related parties approximate their fair values due to their short maturities or quoted market prices. Page 58 of 90 Table of Contents The Company’s headquarters and operations are located in Canada which results in exposure to market risks from fluctuations in foreign currency rates. The foreign currency exchange risk is the financial risk to the Company’s operations that arise from fluctuations in foreign exchange rates and the degree of volatility of these rates. Currently, the Company does not use derivative instruments to reduce its exposure to foreign currency risk as the impact of a change in a few basis points for USD/CAD is not expected to be material. k) Income taxes The Company recognizes deferred tax liabilities and assets for the expected future tax consequences of events that have been recognized in the Company’s financial statements or tax returns using the liability method. Under this method, deferred tax liabilities and assets are determined based on the temporary differences between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect in the year in which the differences are expected to reverse. l) Impairment of long-lived assets Long-lived assets, including equipment and intangible assets, such as the Company’s patents, are assessed for potential impairment when there is evidence that events or changes in circumstances indicate that the carrying amount of an asset may not be recovered. An impairment loss is recognized when the carrying amount of the long-lived asset is not recoverable and exceeds its fair value. The carrying amount of a long-lived asset is not recoverable if it exceeds the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the asset. Any required impairment loss is measured as the amount by which the carrying amount of the long-lived asset exceeds its fair value and is recorded as a reduction in the carrying value of the related asset and a charge to the profit or loss. Intangible assets with indefinite lives are tested for impairment annually and in interim periods if certain events occur indicating that the carrying value of the intangible assets may be impaired. m) Comprehensive income The Company discloses comprehensive income (loss), its components, and accumulated balances on its Statement of Stockholders’ Equity. Comprehensive income (loss) comprises equity changes except those transactions resulting from investments by stakeholders and owners and distributions to owners. n) Credit risk and receivable concentration The Company places its cash with a high credit quality financial institution. As of August 31, 2021, the Company had approximately $ 10,917,797 on deposit. (August 31, 2020: $ 1,293,749 ). Included in amounts relievable is $ 278,107 which represent the value of shares receivable from the sale of assets during the year ended August 31, 2021. In the year ended August 31, 2021, one licensee accounted for 72 % (2020 – 12 %) of revenues. As at August 31, 2021, we had $Nil (2020 – $ 143,500 ) in IP Territory license fees receivable. These receivable amounts are based on contractual terms for payments that are payable within twelve months of signing the definitive agreements or routine IP usage fees. The Company incurred $ 50,500 in bad debt in fiscal 2021 (2020 – $ 50,000 ) primarily due to cancellations of IP license agreements. As at August 31, 2021, the Company had $ 47,741 (2020 - $ 87,933 ) in sales tax receivable. The Company considers its credit risk to be low for such receivables. Page 59 of 90 Table of Contents o) Commitments and contingencies The Company policy is to record accruals for any such loss contingencies when it is probable that a liability has been incurred and the amount of loss can be reasonably estimated. In the event that estimates or assumptions prove to differ from actual results, adjustments are made in subsequent periods to reflect more current information. Historically, the Company has not experienced any material claims. The Company, from time to time, may be subject to legal claims and proceedings related to matters arising in the ordinary course of business. Management has no knowledge of any such claim against the Company with, at minimum, a reasonable possibility that a material loss may be incurred. p) Research and development Research and development costs are expensed as incurred. These expenditures are comprised of both in-house research programs including consultants and employee-related expenses and through third-party contracts including consultants, research organizations and contract manufacturing. q) Leases On September 1, 2019, we adopted ASC Topic 842, Leases (“ASC 842”) using the optional transition method and applied the standard only to leases that existed at that date. Under the optional transition method, we do not need to restate the comparative periods in transition and will continue to present financial information and disclosures for periods before September 1, 2019, in accordance with ASC Topic 840. We have elected the package of practical expedients allowed under ASC Topic 842, which permits us to account for our existing operating leases as operating leases under the new guidance, without reassessing our prior conclusions about lease identification, lease classification and initial direct cost. As a result of the adoption of the new lease accounting guidance on September 1, 2019, we recognized operating lease right-of-use assets of $ 160,289 and operating lease liabilities of $ 158,773 . We determined the initial classification and measurement of our right-of-use assets and lease liabilities at the lease commencement date and thereafter if modified. The lease term includes any renewal options and termination options that we are reasonably certain to exercise. The present value of lease payments is determined by using the interest rate implicit in the lease, if that rate is readily determinable; otherwise, we use our incremental borrowing rate. The incremental borrowing rate is determined by using the rate of interest that we would pay to borrow on a collateralized basis an amount equal to the lease payments for a similar term and in a similar economic environment. Rent expense for operating leases is recognized on a straight-line basis, unless the right-of-use asset has been impaired, over the reasonably certain lease term based on the total lease payments and is included in operating expenses in the consolidated statements of operations and comprehensive loss. For operating leases that reflect impairment, we will recognize the amortization of the right-of-use asset on a straight-lined basis over the remaining lease term with rent expense still included in operating expenses in the consolidated statements of operations and comprehensive loss. For all leases, rent payments that are based on a fixed index or rate at the lease commencement date are included in the measurement of lease assets and lease liabilities at the lease commencement date. Page 60 of 90 Table of Contents We have elected the practical expedient to not separate lease and non-lease components. Our non-lease components are primarily related to property taxes and maintenance, which vary based on future outcomes, and thus differences to original estimates are recognized in rent expense when incurred. 3. Basis of Consolidation These consolidated financial statements include the financial statements of the Company and its wholly owned subsidiaries; Lexaria Pharmaceutical Corp., Lexaria Hemp Corp., Lexaria CanPharm ULC, PoViva Corp., and Kelowna Management Services Corp. The Company owns 83.3 % of Lexaria Nicotine LLC and the remaining 16.7 % is owned by Altria Ventures Inc. (an indirect wholly owned subsidiary of Altria Group, Inc.). All significant intercompany balances and transactions have been eliminated upon consolidation. 4. Estimates and Judgments The preparation of financial statements in conformity with US GAAP requires us to make certain estimates, judgments and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting year. Some of the Company’s accounting policies require us to make subjective judgments, often as a result of the need to make estimates of matters that are inherently uncertain. These accounting policies involve critical accounting estimates because they are particularly dependent on estimates and assumptions made by management about matters that are highly uncertain at the time the accounting estimates are made. Although we have used our best estimates based on facts and circumstances available to us at the time, different estimates reasonably could have been used. Changes in the accounting estimates used by the Company are reasonably likely to occur from time to time, which may have a material effect on the presentation of financial condition and results of operations. The Company reviews these estimates, judgments, and assumptions periodically and reflect the effects of revisions in the period in which they are deemed to be necessary. We believe that these estimates are reasonable. However, actual results could differ from these estimates. Significant accounting estimates and assumptions are used for, but not limited to: a) The Valuation of Deferred Tax Assets Judgment is required in determining whether deferred tax assets are recognized on the balance sheet. The recognition of deferred tax assets requires management to assess the likelihood that the Company will generate taxable income in future periods to utilize the deferred tax assets. Due to the Company’s history of losses, deferred tax assets have not been recognized by Lexaria. b) Value of Stock Options and Warrants The Company provides compensation benefits to its employees, directors, officers, and consultants, through a stock option plan. The fair value of each option award is estimated on the date of grant using the Black-Scholes option-pricing model. Expected volatility assumptions used in the model are based on the historical volatility of the Company’s share price. The Company uses historical data to estimate the period of option exercises for use in the valuation model. The risk-free interest rate for the expected term of the option is based on the yields of government bonds. Changes in these assumptions, especially the share price volatility and the expected life determination could have a material impact on the Company’s profit and loss for the years presented. All estimates used in the model are based on historical data which may not be representative of future results. Page 61 of 90 Table of Contents c) Disposals of Assets - Value of Note Receivable The Asset Purchase Agreement for the sale of assets to Hill Street Beverages included C$2m note receivable as partial payment of the agreement. The Note does not contain a fixed repayment schedule nor a maturity date. The repayment of the Note is based on the purchaser repaying the outstanding value of the Note and interest from the future revenues generated from an untested market with no existing revenue streams. Therefore, with any repayment being highly doubtful, management determined at that time that the value of the note to be notional and recorded the note at a $NIL value for accounting purposes. Any subsequent payment of principle and/or interest is to be recorded in the period received as income. 5. Recent Accounting Guidance Pronouncements Issued but Not Yet Adopted In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments . The FASB subsequently issued amendments to ASU 2016-13, which have the same effective date and transition date of January 1, 2023. These standards require that credit losses be reported using an expected losses model rather than the incurred losses model that is currently used, and establishes additional disclosures related to credit risks. For available-for-sale debt securities with unrealized losses, these standards now require allowances to be recorded instead of reducing the amortized cost of the investment. These standards limit the amount of credit losses to be recognized for available-for-sale debt securities to the amount by which carrying value exceeds fair value and requires the reversal of previously recognized credit losses if fair value increases. The Company does not currently expect the adoption of these standards to have a material impact on its consolidated financial statements. 6. Accounts and Other Receivables August 31 August 31 2021 2020 $ $ Trade and deposits receivable 16,553 82,492 Territory license fee receivable - 143,500 Sale of assets - shares receivable 278,107 - Sales tax receivable 47,741 87,933 342,401 313,925 Page 62 of 90 Table of Contents 7. Inventory August 31 August 31 2021 2020 $ $ Raw materials 29,648 51,404 Work in progress - 15,705 Finished goods - 49,762 29,648 116,871 During the year ended August 31, 2021, the Company divested its operations in on-line sales of consumer products and as a result finished goods inventory valued at $ 44,851 was expensed as advertising and promotion with the goods being donated to a registered charity. A further $ 2,482 (2020 - $ 8,240 ) of inventory was written off to reflect its net realisable value. 8. Intellectual Property The following is a list of capitalized US patents held by the Company. Issued Patent # Patent Issuance Date Patent Family US 9,474,725 B1 10/25/2016 Food and Beverage Compositions Infused With Lipophilic Active Agents and Methods of Use Thereof US 9,839,612 B2 12/12/2017 US 9,972,680 B2 05/15/2018 US 9,974,739 B2 05/22/2018 US 10,084,044 B2 09/25/2018 US 10,103,225 B2 10/16/2018 US 10,381,440 08/13/2019 US 10,374,036 08/06/2019 US 10,756,180 08/25/2020 Schedule of continuity for capitalized patents: August 31 August 31 2021 2020 $ $ Balance – Beginning 292,000 265,127 Addition 79,493 33,645 Amortization ( 6,870 ) ( 6,772 ) Balance – Ending 364,623 292,000 Patents are amortized over their legal life of 20 years. Page 63 of 90 Table of Contents 9. Property & Equipment Year Ended August 31, 2021 Cost Amortization Disposals Accumulated Amortization Net Balance $ $ $ $ $ Leasehold improvements 259,981 ( 54,038 ) - ( 140,648 ) 119,333 Computers 63,964 ( 19,681 ) - ( 51,550 ) 12,414 Furniture fixtures equipment 34,220 ( 6,417 ) ( 3,094 ) ( 16,420 ) 14,706 Lab equipment 291,235 ( 35,008 ) - ( 69,475 ) 221,760 649,400 ( 115,144 ) ( 3,094 ) ( 278,093 ) 368,213 Year Ended August 31, 2020 Cost Amortization Disposals Accumulated Amortization Net Balance $ $ $ $ $ Leasehold improvements 259,981 ( 53,268 ) - ( 86,610 ) 173,371 Computers 63,964 ( 19,681 ) - ( 31,869 ) 32,095 Furniture fixtures equipment 34,220 ( 7,036 ) - ( 13,097 ) 21,123 Lab equipment 291,235 ( 27,921 ) - ( 34,467 ) 256,768 649,400 ( 107,906 ) - ( 166,043 ) 483,357 During the year ended August 31, 2021, $ 10,926 (2020 - $ 1,928 ) of amortization was included in the cost of inventory. 10. Accounts Payable and Accrued Liabilities August 31 August 31 2021 2020 $ $ Accounts Payable Vendors payable 54,668 45,080 Accrued Liabilities Corporate tax payable 1,055 3,834 Vendors payable 45,000 38,006 Total 100,723 86,920 11. Common Shares and Warrants Fiscal 2021 Activity On January 11, 2021, the Company filed an amendment and restatement of its articles of incorporation to effectuate a 1-for-30 reverse stock split of the issued and outstanding share of common stock of the Company. Page 64 of 90 Table of Contents During the year ended August 31, 2021, the Company closed an underwritten public offering for an aggregate total of 2,102,856 units priced at $ 5.25 . Each unit consists of one common share and one share purchase warrant entitling the holder to acquire one common share, for a period of five years, at $6.58 per share. The Company paid fees of $ 1,568,499 and issued 227,161 broker warrants with a term of 24 months, each exercisable into one common share at $ 6.58 per share. The net proceeds of the offering were $ 9,471,497 after deducting underwriters discount, fees and expenses. During the year ended August 31, 2021, the Company issued 610,189 common shares on the exercise of warrants for proceeds of $ 4,015,043 . During the year ended August 31, 2021, the Company granted 300,000 warrants with an exercise price of $ 9.00 pursuant to consulting agreements. Using the Black-Scholes pricing model, the warrants were valued at $ 785,895 and were recorded as a consulting expense. Subsequent to the grant, 200,000 warrants were repriced at $ 7.00 . A summary of share issuances for the year ended August 31, 2021, is presented below: Type of Issuance Number of Shares Total Value $ Warrant exercise 610,189 4,015,043 Private placement (1) 2,102,856 11,039,996 Per agreements (2) 12,178 85,000 2,725,223 15,140,039 (1) Fees of $ 1,568,499 were paid for total net receipt of $ 9,471,497 . (2) The Company awarded restricted common shares as required by consulting contracts. Fiscal 2020 Activity During the year ended August 31, 2020, the Company closed two tranches of a non-brokered private placement for an aggregate total of 60,792 units priced at $ 13.50 each. Each unit consisted of one common share and one share purchase warrant. Each warrant shall entitle the holder to acquire one common share of the Company for a period of two years at a price of $ 24.00 per Share until the first anniversary of issuance, and thereafter at a price of $36.00 until the second anniversary of issuance. The Company paid $ 3,938 in fees and issued 292 broker warrants having a term of 24 months. Each warrant is exercisable into one common share at $24.00 until the first anniversary of issuance, and thereafter at $ 36.00 until the second anniversary of issuance. The fair value of these broker warrants was determined to be $ 1,850 , which was recorded as a share issuance cost within additional paid in capital for a net effect of $Nil. The Company also issued an aggregate of 294,540 units at $ 6.90 , in two tranches, for gross proceeds of $ 2,039,229 . Each unit consisted of one common share and one full warrant. The warrants are exercisable on issuance at $ 10.50 with 267,608 expiring May 6, 2025, and 21,637 expiring on May 11, 2025 . Pursuant to the agent agreement $ 151,623 and 21,637 broker warrants with a price of $ 10.50 , expiring May 6, 2025, were paid. The broker warrants were valued at $ 128,329 and recorded as a share issue cost within additional paid in capital for a net effect of $Nil. The Company paid related legal fees on the offering of $ 65,600 . Page 65 of 90 Table of Contents Presented below is a summary of options exercised, share issuance and as per agreement requirements for the year ended August 31, 2020: Type of Issuance Number of Shares Total Value $ Warrants exercised - - Options exercised 7,333 30,030 Private placement (1) 356,332 2,859,916 Per agreements (2) 11,574 100,000 375,239 2,989,946 (1) Total fees of $ 221,889 were paid for total net receipt of $ 2,638,025 . (2) The Company awarded the restricted common shares as required by consulting contracts. In the year ended August 31, 2020, the Company granted a total of 16,667 warrants at $ 9.00 pursuant to a consulting agreement valued at $ 98,081 , recorded as a consulting expense and recognized a total of $168,833 in consulting expense as per vesting requirements for warrants granted to consultants during the year ended August 31, 2020. Presented below is a continuity schedule for warrants: Number of Warrants Weighted Average Exercise Price $ Balance August 31, 2019 94,177 41.50 Cancelled/Expired ( 25,000 ) 45.00 Issued 402,431 12.74 Balance August 31, 2020 471,608 16.77 Cancelled/Expired ( 44,161 ) 67.50 Exercised ( 610,189 ) 6.58 Issued 2,630,017 6.58 Balance August 31, 2021 2,447,275 8.00 The fair value of share purchase warrants granted as compensation units, and compensatory warrants, was estimated as of the date of the grant by using the Black-Scholes option pricing model with the following assumptions: August 31 2021 August 31 2020 Expected volatility 103 % 91 %- 94 % Risk-free interest rate 0.16 % 0.36 %- 2.87 % Expected life 3 years 2 – 5 years Dividend yield 0 % 0 % Estimated fair value per warrant $ 6.51 $ 8.40 – $ 16.20 Page 66 of 90 Table of Contents Presented below is a summary of warrants outstanding as of August 31, 2021: Number of Warrants Weighted Average Remaining Contractual Life Weighted Average Exercise Price $ 61,090 0.20 – 3.25 years 36.00 7,500 1.18 years 24.00 317,190 3.68 – 3.70 years 10.50 116,667 2.62 – 3.54 years 9.00 200,000 2.62 years 7.00 1,719,828 4.38 years 6.58 25,000 0.11 years 4.20 2,447,275 3.98 years 8.00 12. Stock Options The Company established an Equity Incentive Plan whereby the board of directors may, from time to time, grant up to 261,290 stock options to directors, officers, employees, and consultants. During the Company’s 2021 Annual Meeting of Shareholders, shareholders voted in favour of increasing the number of allowable stock options by an additional 249,143 options. The aggregate number of shares issuable under the Equity Incentive Plan is now 510,433 shares, 10% of the Company’s issued share capital at that time. Stock options granted must be exercised no later than five years from the date of grant or such lesser period as determined by the Company’s Board of directors. The exercise price of an option is equal to or greater than the closing market price of the Company’s common shares on the day preceding the date of grant. The vesting terms of each grant are set by the Board of directors. The Company estimates the fair value of each stock option award on the measurement date using a Black-Scholes option pricing model. During the year ended August 31, 2021, the Company cancelled its 2014 Stock Option Plan. All outstanding options expired during the year. During the year ending August 31, 2020, the 2007 Equity Incentive Plan and the 2010 Stock Option Plan were cancelled. Any outstanding options were cancelled and reissued under the Equity Incentive Plan. Fiscal 2021 Activity The Company granted the following stock options in the year ending August 31, 2021: Quantity Exercise Price $ Life (Years) 3,400 4.80 5 12,000 5.04 5 43,500 5.31 5 26,000 5.83 5 84,900 5.41 5 During the year, 87,935 options at a strike price of $ 9.60 were cancelled and re-issued with a strike price of $ 7.08 . Page 67 of 90 Table of Contents Fiscal 2020 Activity The Company granted the following stock options in the year ending August 31, 2020: Quantity Exercise Price $ Life (Years) 33,333 16.50 5 2,000 12.90 5 18,333 14.10 5 84,600 9.60 5 23,334 10.20 5 161,600 (1) 11.66 5 (1) 132,067 vested, and 29,533 are subject to vesting provisions. A continuity schedule for stock options is presented below: Options Weighted Average Exercise Price $ Weighted Average Remaining Contractual Term (Years) Aggregate Intrinsic Value $ Balance August 31, 2019 166,767 21.30 Expired/Cancelled ( 149,430 ) 29.51 Exercised ( 7,333 ) 4.09 Granted 161,600 11.66 Balance August 31, 2020 171,604 11.17 Expired/Cancelled ( 50,344 ) 10.76 Granted 84,900 5.41 Balance August 31, 2021 (Outstanding) 206,170 7.36 4.45 68,713 Balance August 31, 2021 (Exercisable) 189,003 7.31 4.44 54,723 The intrinsic value of stock option awards that vested during the fiscal year represents the value of the Company’s closing stock price on the last trading day of the fiscal year in excess of the exercise price multiplied by the number of options that vested. The fair value of options granted was estimated as of the date of the grant by using the Black-Scholes option pricing model with the following assumptions: August 31 2021 August 31 2020 Expected volatility 133 % – 134 % 95 % – 96 % Risk-free interest rate 0.42 % – 0.85 % 0.35 % – 1.66 % Expected life 5 years 5 years Dividend yield 0 % 0 % Estimated fair value per option $ 4.00 – $ 4.86 $ 9.30 -$ 16.20 Page 68 of 90 Table of Contents 13. Revenues August 31 2021 $ August 31 2020 $ B2B sales 383,179 151,634 Licensing revenue 334,974 232,909 Other revenue 4,585 - 722,738 384,543 The licensing fees consist of IP licensing fees for transfer of the DehydraTECH technology with the signing of definitive agreements and usage fees. The licensing fees include payments due upon transfer of the technology and installment payments that are receivable within 12 months. The Company recognized $ 334,974 of licensing revenue (2020 - $ 232,909 ) and $ 383,179 of B2B product revenues (2020 - $ 151,634 ) that relate to sales of our intermediate products for use by nine B2B customers in their products. 14. Related Party Transactions Due to related parties: As at August 31, 2021, $5,233 (August 31, 2020 - $ 58,704 ) was payable to related parties included in due to related parties. The related party transactions are recorded at the exchange amount established and agreed to between the related parties. 15. Segment Information The Company’s operations involve the development and usage, including licensing, of DehydraTECH. Lexaria is centrally managed and its chief operating decision makers, being the President and the CEO, use the consolidated and other financial information supplemented by revenue information by category of business-to-business product production and technology licensing to make operational decisions and to assess the performance of the Company. The Company has identified two reportable segments: Intellectual Property Licensing and B2B Production. Licensing revenues are significantly concentrated on three licensees. For year ended August 31, 2021 IP Licensing B2B Product Corporate Consolidated Total $ $ $ $ External revenue 334,974 297,279 90,485 722,738 Cost of goods sold - ( 175,346 ) - ( 175,346 ) Operating expenses (1,864,527 ) (1,325,809 ) ( 1,521,187 ) ( 4,711,523 ) Segment loss ( 1,529,553 ) ( 1,203,876 ) ( 1,430,702 ) ( 4,164,131 ) Total assets 526,486 62,291 12,678,040 13,266,817 For year ended August 31, 2020 IP Licensing B2B Product Corporate Consolidated Total $ $ $ $ External revenue 232,909 151,634 - 384,543 Cost of goods sold - ( 99,378 ) - ( 99,378 ) Operating expenses ( 1,601,595 ) ( 1,043,956 ) ( 1,724,227 ) ( 4,369,778 ) Segment loss ( 1,368,686 ) ( 991,700 ) ( 1,724,227 ) ( 4,084,613 ) Total assets 692,268 116,871 2,019,099 2,828,238 Page 69 of 90 Table of Contents Capital Asset by Region Cost US Disposal US Net Balance US Cost Canada Net Balance Canada Net Balance Total Year Ended August 31, 2021 $ $ $ $ $ $ Leasehold Improvements - - - 259,981 119,333 119,333 Computers - - - 63,964 12,414 12,414 Furniture Fixtures Equipment 3,094 3,904 ) - 31,126 14,706 14,706 Lab Equipment 98,050 - 69,580 193,185 152,180 221,760 101,144 ( 3,904 ) 85,264 548,256 398,094 368,213 Year Ended August 31, 2020 Leasehold Improvements - - - 259,981 173,371 173,371 Computers - - - 63,964 32,905 32,905 Furniture Fixtures Equipment 3,094 - - 31,126 21,123 21,123 Lab Equipment 98,050 - 85,426 193,185 171,505 256,769 101,144 - 85,426 548,256 398,094 483,358 16. Commitments, Significant Contracts and Contingencies Right of Use Assets - Operating Lease Corporate offices and R&D lab space is leased in Kelowna, British Columbia, Canada until November 15, 2023, with an optional five-year extension. In addition to minimum lease payments, the lease requires us to pay property taxes and operating costs which are subject to annual adjustments. August 31, 2021 August 31, 2020 $ $ Right of use assets - operating leases: 126,920 160,289 Amortization ( 35,879 ) ( 33,369 ) Total lease assets 91,041 126,920 Liabilities: 125,431 158,773 Lease payments ( 43,950 ) ( 43,764 ) Interest accretion 7,912 10,423 Total lease liabilities 89,393 125,431 Operating lease cost $ 91,041 $ 126,920 Operating cash flows for lease $ 43,950 $ 43,764 Remaining lease term 2.1 Years 3.1 Years Discount rate 7.25 % 7.25 % Page 70 of 90 Table of Contents Pursuant to the terms of the Company’s lease agreements in effect at August 31, 2021, the following table summarizes the Company’s maturities of operating lease liabilities: $ 2022 44,599 2023 44,816 2024 7,469 Thereafter - Total lease payments 96,884 Less: imputed interest ( 7,491 ) Present value of operating lease liabilities 89,393 Less: current obligations under leases ( 39,404 ) Total 49,989 17. Prepaid Expenses Prepaid expenses consist of the following as at August 31, 2021 and August 31, 2020: August 31 August 31 2021 2020 $ $ Advertising and conferences 168,760 21,878 Consulting 18,750 - Legal fees 31,380 47,498 Licence, filing fees, dues 19,500 8,541 Office and insurance 80,863 78,792 Research and development - 25,386 319,253 182,095 18. Marketable Securities The components of Marketable Securities were as follows: Cost Basis Unrealized Gains Unrealized Losses Total $ $ $ $ August 31, 2020 Common Stock Total 56,250 9,441 ( 46,370 ) 19,321 August 31, 2021 Common Stock 980,775 6,802 ( 173,057 ) Total 1,037,025 16,243 ( 219,427 ) 833,841 Unrealized losses from common stock are due to market price movements. In Managements’ opinion based on the evaluation of available information at the year ended August 31, 2021, unrealized losses represent temporary impairments. Page 71 of 90 Table of Contents 19. Discontinued Operations On November 19, 2020, the Company entered a definitive asset sale agreement through its wholly owned subsidiary Lexaria CanPharm ULC to sell certain assets for gross proceeds of C$ 3,850,000 . The sale closed on December 10, 2020, with the Company receiving C$ 350,000 in cash, 6,031,363 restricted common shares at a fair value price of C$ 500,000 as the first of three required equity-based payments, a promissory note having a principal amount of C$ 2,000,000 and bearing interest at the rate of 10 % per annum. The promissory note was included at its nominal value of $NIL and any future receipts of interest and principal will be recorded as income in the period. Pursuant to the terms of the transaction the Company will receive equity-based payments in two tranches of C$500,000 in common shares of Hill Street Beverage Company issued at eight months and sixteen months after the closing date. The Company received the second tranche of shares on August 9, 2021, as per the sale agreement. Based on the agreed terms, the value of the 5,882,353 shares issued was $ 390,533 (C$500,000). An over-allotment of 1,693,405 shares with a value of $ 122,426 (C$143,939) were received at this time and has been applied to the future issuance of the 3 rd and final tranche with a reduction in the outstanding amount receivable. The gain on the transaction is presented below: Gain on asset disposal $ Book value of assets sold - Cash consideration 273,373 Shares received 468,264 Shares receivable 781,067 Promissory note - 1,522,704 The financial results of the group of assets sold are presented as income (loss) from discontinued operations, net of income taxes in our consolidated statement of income. The following table presents financial results of the assets: August 31 August 31 2021 2020 $ $ Revenue 3,000 69,750 Operating expenses ( 25,000 ) ( 5,566 ) Net income (loss) ( 22,000 ) 64,184 Page 72 of 90 Table of Contents The following table presents cash flows of discontinued operations: August 31 August 31 2021 2020 $ $ Cash flows used in discontinued operating activities Net income ( 22,000 ) 64,184 Change in working capital 25,000 ( 99,000 ) Net cash provided by (used in) discontinued operating activities 3,000 ( 34,816 ) Net cash provided by (used in) discontinued operations 3,000 ( 34,816 ) The following table presents the aggregate carrying amounts of the classes of assets and liabilities of discontinued operations of the assets: August 31 August 31 2021 2020 $ $ Current Assets Accounts receivable - 105,250 Current Liabilities Accounts payable - 250 20. Income Tax The following table reconciles the income tax benefit at the U.S. Federal statutory rate to income tax benefit at the Company’s effective tax rates as at August 31, 2021 and 2020: August 31 2021 August 31 2020 $ $ Loss before taxes ( 4,169,832 ) ( 3,987,018 ) Expected income tax recovery ( 800,952 ) ( 856,424 ) Non-deductible items ( 142,895 ) 200,573 Change in estimates ( 56,316 ) 92,083 Effect of changes in foreign and long-term tax rates - - Change in valuation allowance 1,006,256 566,087 Total income taxes 6,093 2,319 Page 73 of 90 Table of Contents Deferred taxes reflect the tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes. Deferred tax assets at August 31, 2021 and 2020 are comprised of the following: August 31 2021 $ August 31 2020 $ Non-capital losses 6,580,183 5,585,897 Marketable securities 14,270 2,300 Total unrecognized deferred tax assets 6,594,453 5,588,197 The Company has net operating loss carry-forwards of approximately $ 31,621,000 which may be carried forward to apply against future year income tax for U.S. tax purposes. Year Amount Canada 2026 - 2025 76,000 - 2026 508,000 - 2027 1,056,000 - 2028 720,000 - 2029 753,000 - 2030 552,000 - 2031 538,000 - 2032 252,000 - 2033 344,000 - 2034 3,257,000 - 2035 1,934,000 - 2036 1,150,000 - 2037 1,857,000 - 2038 - - 2039 - 121,000 2040 - 318,000 Indefinite 18,186,000 - Total 31,183,000 439,000 21. Subsequent Events Subsequent to the year ended August 31, 2021, 25,000 warrants with a strike price of $ 4.20 expired and the Company issued 81,800 stock options to employees and consultants at a strike price of $ 6.23 . Page 74 of 90 Table of Contents Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure There were no disagreements related to accounting principles or practices, financial statement disclosure, internal controls or auditing scope or procedure during the two fiscal years and their respective interim periods.