Financial Statements
−Removed: Our unaudited interim consolidated financial statements for the
−Removed: nine month period ended July 31, 2014 form part of this quarterly report.
−Removed: are stated in United States Dollars (US$) and are prepared in accordance with
−Removed: United States generally accepted accounting principles.
−Removed: LEXARIA CORP.
−Removed: CONSOLIDATED BALANCE
+Added: LEXARIA BIOSCIENCE CORP.
+Added: CONSOLIDATED BALANCE SHEETS
(Expressed in U.S.
−Removed: Cash and cash
+Added: Marketable securities
Accounts receivable
−Removed: Prepaid expenses and
+Added: Prepaid expenses and deposit
Total Current Assets
−Removed: Oil and gas properties -Proven
−Removed: Medical Marijuana Investments (Note 7)
−Removed: LIABILITIES AND STOCKHOLDERS' EQUITY
−Removed: Accounts payable and
−Removed: accrued liabilities
−Removed: Loan payable (Note 8)
−Removed: Due to a related party
+Added: Non-current assets, net
+Added: Right of use assets
+Added: Intellectual property
+Added: Property & equipment
+Added: Total Non-current Assets
+Added: Accounts payable and accrued liabilities
+Added: Lease payable
Total Current Liabilities
−Removed: Asset Retirement Obligations (Note 9)
+Added: Lease payable
+Added: Total Long Term Liabilities
TOTAL LIABILITIES
1 unchanged sentence
Share Capital
−Removed: 200,000,000 common voting shares with a par value
−Removed: of $0.001 per share
−Removed: Issued and outstanding:
−Removed: 32,824,664 common shares at July 31, 2014 and
−Removed: 16,431,452 common shares at October 31, 2013
+Added: 220,000,000 common voting shares with a par value of $ 0.001 per share Issued and outstanding:
+Added: 5,950,998 common shares at November 30, 2022 and at August 31, 2022
Additional paid-in capital
+Added: ( 40,854,472 )
+Added: ( 39,098,528 )
+Added: Equity attributable to shareholders of the Company
+Added: Non-controlling Interest
Total Stockholders' Equity
−Removed: TOTAL LIABILITIES AND STOCKHOLDERS'
−Removed: The accompanying notes are an integral part of these
−Removed: consolidated financial statements.
−Removed: LEXARIA CORP.
−Removed: CONSOLIDATED STATEMENTS OF
+Added: TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY
+Added: The accompanying notes are an integral part of these condensed consolidated interim financial statements.
+Added: LEXARIA BIOSCIENCE CORP.
+Added: CONSOLIDATED STATEMENTS OF OPERATIONS
(Expressed in U.S.
+Added: Dollars, except number of shares)
THREE MONTHS ENDED
−Removed: NINE MONTHS ENDED
−Removed: Natural gas and
−Removed: Cost of revenue
−Removed: Natural gas and
−Removed: oil operating costs
−Removed: Gross profit (loss)
−Removed: Accounting and
−Removed: Advertising and
−Removed: Bank charges and
−Removed: exchange (gain) loss
−Removed: Consulting (note
−Removed: Fees and Dues
−Removed: Interest expense
−Removed: from loan payable (note 6,8)
−Removed: miscellaneous
−Removed: Loss for the period before other
−Removed: Joint venture equity loss pick-up
+Added: Cost of Goods Sold
+Added: Research and development
+Added: Office and administration
+Added: ( 1,769,306 )
+Added: ( 2,003,482 )
Net loss for the period
+Added: $ ( 1,769,306 )
+Added: $ ( 2,003,482 )
+Added: Net loss attributable to:
+Added: Common shareholders
+Added: $ ( 1,755,944 )
+Added: $ ( 1,993,157 )
+Added: Non-controlling interest
Basic and diluted loss per share
−Removed: Weighted average number of common
−Removed: shares outstanding
+Added: Weighted average number of common shares outstanding
Basic and diluted
−Removed: The accompanying notes are an integral part of these
−Removed: consolidated financial statements.
−Removed: LEXARIA CORP.
−Removed: CONSOLIDATED STATEMENT OF CASH
+Added: The accompanying notes are an integral part of these condensed consolidated interim financial statements.
+Added: LEXARIA BIOSCIENCE CORP.
+Added: CONSOLIDATED STATEMENTS OF CASH FLOWS
(Expressed in U.S.
−Removed: Nine Months Ended
−Removed: Cash flows used in operating
−Removed: Net (loss) for the period
−Removed: Adjustments to reconcile net loss
−Removed: to net cash used in operating activities:
−Removed: Consulting - Stock based compensation
−Removed: Foreign exchange (gain) loss
−Removed: Joint venture equity
−Removed: Change in operating assets and
−Removed: (Increase)/Decrease in accounts receivable
−Removed: Decrease in prepaid expenses and deposit
−Removed: Increase in accounts payable and accrued liabilities
−Removed: Net cash used in operating
−Removed: Cash flows used in investing
−Removed: Oil and gas property
−Removed: acquisition and exploration costs
−Removed: Medical Marijuana Investments
+Added: THREE MONTHS ENDED
+Added: Cash flows used in operating activities
+Added: $ ( 1,769,306 )
+Added: $ ( 2,003,482 )
+Added: Adjustments to reconcile net loss to
+Added: net cash used in operating activities:
+Added: Stock based compensation
+Added: Depreciation and amortization
+Added: Noncash right-of-use lease expense
+Added: Unrealized loss on marketable securities
+Added: Unrealized foreign exchange
+Added: Lease accretion
+Added: Change in operating assets and liabilities
+Added: Accounts receivable
+Added: Prepaid expenses and deposits
+Added: Accounts payable and accrued liabilities
+Added: Due to related parties
+Added: Net cash used in by operating activities
+Added: $ ( 1,234,109 )
+Added: $ ( 1,166,324 )
+Added: Cash flows used in investing activities
+Added: Purchase of equipment
+Added: Intellectual property
Net cash used in investing activities
Cash flows from financing activities
−Removed: Payments of loan payable
−Removed: Proceeds from private
−Removed: placement, convertible debt,
−Removed: and option exercise
−Removed: Net cash from financing Activities
−Removed: Increase (Decrease) in cash and cash equivalents
−Removed: Cash and cash
−Removed: equivalents, beginning of period
−Removed: Cash and cash equivalents, end of period
+Added: Lease Payments
+Added: Net cash used in financing activities
+Added: Net change in cash for the period
+Added: ( 1,280,155 )
+Added: ( 1,235,526 )
+Added: Cash at beginning of period
+Added: Cash at end of period
Supplemental information of cash flows:
−Removed: Interest paid in cash
−Removed: Income taxes paid in
−Removed: The accompanying notes are an integral part of these
−Removed: consolidated financial statements.
−Removed: LEXARIA CORP.
−Removed: CONSOLIDATED STATEMENTS OF
−Removed: STOCKHOLDERS' EQUITY AND COMPREHENSIVE INCOME
+Added: Income taxes paid in cash
+Added: The accompanying notes are an integral part of these condensed consolidated interim financial statements.
+Added: LEXARIA BIOSCIENCE CORP.
+Added: CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
(Expressed in U.S.
STOCKHOLDERS'
−Removed: Balance, October 31, 2012
−Removed: Stock Options @ $0.10
−Removed: Shares issued for services
−Removed: Cancellation of shares issued
−Removed: Comprehensive income (loss):
−Removed: (Loss) for the year
−Removed: Balance, October 31, 2013
−Removed: Shares issued for PP @ $0.06
−Removed: Shares issued for services @ $0.10
−Removed: Shares issued for services @ $0.40
−Removed: Shares issued for services @ $0.60
−Removed: Shares issued for PP @ $0.12
−Removed: Shares issued for option exercise @ $0.35
−Removed: Stock Options issued @ $0.60
−Removed: Shares issued for debt conversion @$0.35
−Removed: Shares issued per LOI @ $0.40
−Removed: Shares issued per agreement @ $0.39
−Removed: Shares issued per agreement @ $0.32
−Removed: Stock Options issued @ $0.25
−Removed: Shares issued for option exercise @ $0.10
−Removed: Shares issued per agreement @ $0.30
−Removed: Shares issued per agreement @ $0.26
−Removed: Comprehensive income (loss):
−Removed: Loss for the period
−Removed: Balance, July 31, 2014
−Removed: The accompanying notes are an integral part of these
−Removed: consolidated financial statements.
−Removed: LEXARIA CORP.
−Removed: NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
−Removed: July 31, 2014
+Added: Balance August 31, 2021
+Added: ( 31,829,204 )
+Added: Stock based compensation
+Added: ( 1,993,157 )
+Added: ( 1,993,157 )
+Added: Non-controlling interest
+Added: Balance November 30, 2021
+Added: ( 33,822,361 )
+Added: Balance August 31, 2022
+Added: ( 39,098,528 )
+Added: Stock based compensation
+Added: ( 1,755,944 )
+Added: ( 1,755,944 )
+Added: Non-controlling interest
+Added: Balance November 30, 2022
+Added: ( 40,854,472 )
+Added: The accompanying notes are an integral part of these condensed consolidated interim financial statements.
+Added: LEXARIA BIOSCIENCE CORP.
+Added: NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
+Added: November 30, 2022
(Expressed in U.S.
−Removed: Basis of Presentation
−Removed: The unaudited consolidated interim financial statements
−Removed: for the nine months ended July 31, 2014 included herein have been prepared
−Removed: pursuant to the rules and regulations of the Securities and Exchange
−Removed: Certain information and footnote disclosures normally included
−Removed: in annual financial statements prepared in accordance with United States
−Removed: generally accepted accounting principles have been condensed or omitted
−Removed: pursuant to such rules and regulations.
−Removed: In the opinion of management, all
−Removed: adjustments (consisting of normal recurring accruals) considered necessary
−Removed: for a fair presentation have been included.
−Removed: These unaudited interim
−Removed: consolidated financial statements should be read in conjunction with the
−Removed: October 31, 2013 audited annual financial statements and notes
−Removed: Organization and Business
−Removed: The Company was formed on December 9, 2004 under the laws
−Removed: of the State of Nevada and commenced operations on December 9, 2004.
−Removed: Company is an independent natural gas and oil company engaged in the
−Removed: exploration, development and acquisition of oil and gas properties in the
−Removed: United States and Canada.
−Removed: The Companys entry into the oil and gas
−Removed: business began on February 3, 2005.
−Removed: In spring of 2014, the Company added
−Removed: another business sector in its entrance to medical marijuana.
−Removed: has offices in Vancouver and Kelowna, BC, Canada.
−Removed: These consolidated financial statements have been
−Removed: prepared in accordance with United States generally accepted accounting
−Removed: principles applicable to a going concern, which contemplates the
−Removed: realization of assets and the satisfaction of liabilities and commitments
−Removed: in the normal course of business.
−Removed: The Company has incurred an operating
−Removed: loss and required additional funds to maintain its operations.
−Removed: Managements plans in this regard are to raise equity and/or debt
−Removed: financing as required.
−Removed: These conditions raise substantial doubt about the
−Removed: Companys ability to continue as a going concern.
−Removed: These consolidated
−Removed: financial statements do not include any adjustment that might result from
−Removed: this uncertainty.
−Removed: Business Risk and Liquidity
−Removed: The Company is subject to several categories of risk
−Removed: associated with its operating activities.
−Removed: Natural gas and oil exploration
−Removed: and production is a speculative business and involves a high degree of
−Removed: Among the factors that have a direct bearing on the Companys
−Removed: financial information are uncertainties inherent in estimating natural gas
−Removed: and oil reserves, future hydrocarbon production and cash flows,
−Removed: particularly with respect to wells that have not been fully tested and
−Removed: with wells having limited production histories;
−Removed: access and cost of
−Removed: services and equipment;
−Removed: and the presence of competitors with greater
−Removed: financial resources and capacity.
−Removed: The production and sale of medical marihuana is an
−Removed: emerging industry in which business practices are not yet standardized and
−Removed: are subject to frequent scrutiny and evaluation by federal, state,
−Removed: provincial, and municipal authorities, academics, and media outlets, among
−Removed: others, Although we intend to develop our business in accordance with best
−Removed: ethical practices, we may suffer negative publicity if we, our partners,
−Removed: contractors, or customers are found to have engaged in any
−Removed: environmentally, insensitive practices or other business practices that
−Removed: are viewed as unethical.
−Removed: Our operations may require licenses and permits from
−Removed: various governmental authorities to build and install alternative energy
−Removed: systems or to conduct energy retrofits and build MMJ operations.
−Removed: believe that we will be able to obtain all necessary licenses and permits
−Removed: under applicable laws and regulations for our operations and believe we
−Removed: will be able to comply in all material respects with the terms of such
−Removed: licenses and permits.
−Removed: However, such licenses and permits are subject to
−Removed: change in various circumstances.
−Removed: There can be no guarantee that we will be
−Removed: able to obtain or maintain all necessary licenses and
+Added: Nature of Business
+Added: Lexaria Bioscience Corp.
+Added: (“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.
+Added: Revenues are generated from licensing contracts for the Company’s patented DehydraTECH technology based on the terms of use and defined geographic and licensing arrangements.
+Added: We derive income from our third party contracted manufacturing of B2B DehydraTECH enhanced products made to customer specifications that are sold online and in-store in the US and Canada.
+Added: We also perform contract services in R&D for customer specific formulations that are used in comparison testing to customers’ existing products.
+Added: Going Concern Consideration
+Added: 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 Report.
+Added: Since inception, the Company has incurred significant operating and net losses.
+Added: The losses attributable to shareholders were $ 7.4 m, $ 4.2 m and $ 4.1 m for the years ended August 31, 2022, 2021 and 2020, respectively.
+Added: As of November 30, 2022, we had an accumulated deficit of $ 40.9 m.
+Added: We expect to continue to incur significant operational expenses and net losses in the upcoming 12 months.
+Added: 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 corporate expenditures, additional revenues received from the licensing of our technology, if any, and the receipt of payments under any current or future collaborations we may enter into.
+Added: The recurring losses from operations and negative cash flows from operations raise substantial doubt about the Company’s ability to continue as a going concern.
+Added: As of November 30, 2022, the Company had cash of approximately $4.5m and carries no significant debt other than amounts payable in the short term.
+Added: Also, on August 12, 2022, we entered into a sales agreement with Maxim Group LLC, (“Maxim”), pursuant to which we may offer and sell shares of our common stock with an aggregate offering price of up to $5,925,000 under the At-The-Market (“ATM”) Offering.
+Added: The sales agreement provides that Maxim will be entitled to a sales commission equal to 3.0% of the gross sales price per share of all shares sold under the ATM Offering.
+Added: As of January 17, 2023 we have not sold any shares under the ATM Offering.
+Added: Based on our existing working capital and access to an ATM offering, as disclosed above management believes the Company has sufficient working capital to satisfy the Company’s estimated liquidity needs for the next 12 months.
+Added: Because of the above factors, the Company believes that this alleviates the substantial doubt in connection with the Company's ability to continue as a going concern.
+Added: However, there is no assurance that management’s plans will be successful due to the current economic climate in the United States and globally.
+Added: Impacts of COVID-19 Pandemic
+Added: The emergence of the COVID-19 pandemic in 2020 continues to present uncertainty and unforecastable new risks to the Company and its business plans.
+Added: As of November 30, 2022, there has been no material impact on the Company’s financial position as a direct result of the pandemic.
+Added: 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 B2B production.
+Added: 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.
+Added: In the interim, it may cause delays in carrying out our research studies and in our production schedules.
+Added: There may be further actions we must take 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.
+Added: We do not know when it will become practical to relax or eliminate some or all these measures entirely.
+Added: 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.
Significant Accounting Policies
+Added: The significant accounting policies of the Company are consistent with those of our audited financial statements on Form 10-K for the year ended August 31, 2022.
Basis of Consolidation
−Removed: The unaudited interim consolidated financial statements
−Removed: include the financial statements of the Company, its wholly-owned
−Removed: subsidiary, Lexaria CanPharm Corp.
−Removed: All significant inter-company balances
−Removed: and transactions have been eliminated.
−Removed: Principles of
−Removed: These consolidated financial statements are stated in
−Removed: dollars and have been prepared in accordance with U.S.
−Removed: accepted accounting principles.
−Removed: Joint Venture
−Removed: Investments in joint ventures and entities ("ventures")
−Removed: in which the Company has an ownership interest of greater than 50% and
−Removed: exercises control over the ventures are consolidated in the accompanying
−Removed: consolidated financial statements.
−Removed: Non-controlling interests in the years
−Removed: presented are not material and, as a result, are included in the caption
−Removed: accrued expenses and other in the accompanying consolidated balance
−Removed: Investments in ventures in which the Company exercises significant
−Removed: influence but not control are accounted for using the equity method.
−Removed: Investments in ventures in which the Companys ownership interest is less
−Removed: than 20% and over which the Company does not exercise significant
−Removed: influence are accounted for using the cost method.
−Removed: The Company monitors
−Removed: ventures for events or circumstances that indicate that the fair value of
−Removed: a venture is less than its carrying value, in which case the Company would
−Removed: further review the venture to determine if it is other-than-temporarily
−Removed: During the period ended July 31, 2014, the Company entered into
−Removed: a Definitive Agreement to acquire a 49% interest in a joint venture with
−Removed: Enertopia Corp.
−Removed: (Enertopia) to be in the business of legally producing,
−Removed: manufacturing, propagating, importing/exporting, testing researching and
−Removed: developing, and selling marihuana for medical purposes under the MMPR.
−Removed: Company has recognized the investment using the equity method.
−Removed: Recently Adopted Accounting Standards
−Removed: In February 2013, the FASB issued new accounting guidance
−Removed: to improve the reporting of reclassifications out of accumulated other
−Removed: comprehensive income.
−Removed: Under the guidance, an entity is required to provide
−Removed: information about the amounts reclassified out of accumulated other
−Removed: comprehensive income (AOCI) by component.
−Removed: In addition, an entity is
−Removed: required to present, either on the face of the financial statements or in
−Removed: the notes, significant amounts reclassified out of AOCI by the respective
−Removed: line items of net income, but only if the amount reclassified is required
−Removed: to be reclassified in its entirety in the same reporting period.
−Removed: amounts that are not required to be reclassified in their entirety to net
−Removed: income, an entity is required to cross-reference to other disclosures that
−Removed: provide additional details about those amounts.
−Removed: The guidance did not
−Removed: change the requirements for reporting net income or other comprehensive
−Removed: income in the financial statements.
−Removed: The new guidance is effective for
−Removed: annual reporting periods beginning on or after December 15, 2012, and
−Removed: interim periods within those annual periods.
−Removed: The Company has adopted this
−Removed: guidance in fiscal year 2014 and it does not have a significant impact on
−Removed: its results of operations, financial condition and cash flows.
−Removed: In March 2013, the Financial Accounting Standards Board (
−Removed: FASB) issued Accounting Standards Update ("ASU") 2013-05, "Foreign
−Removed: Currency Matters (Topic 830);
−Removed: Parents Accounting for the Cumulative
−Removed: Translation Adjustment upon Derecognition of Certain Subsidiaries or
−Removed: Groups of Assets within a Foreign Entity or of an Investment in a Foreign
−Removed: Entity." This guidance applies to the release of the cumulative
−Removed: translation adjustment into net income when a parent either sells a part
−Removed: or all of its investment in a foreign entity or no longer holds a
−Removed: controlling financial interest in a subsidiary or group of assets that is
−Removed: a business (other than a sale of in substance real estate or conveyance of
−Removed: oil and gas mineral rights) within a foreign entity.
−Removed: effective prospectively for fiscal years (and interim reporting periods
−Removed: within those years) beginning after December 15, 2013.
−Removed: The Company adopted
−Removed: this guidance in fiscal year 2014 and it does not have a significant
−Removed: impact on its results of operations, financial condition and cash
−Removed: In July 2013, the FASB issued ASU No.
−Removed: Presentation of an Unrecognized Tax Benefit When a Net Operating Loss
−Removed: Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists.
−Removed: This new guidance provides specific financial statement presentation
−Removed: requirements of an unrecognized tax benefit when a net operating loss
−Removed: carryforward, a similar tax loss, or a tax credit carryforward exists.
−Removed: guidance states that an unrecognized tax benefit in those circumstances
−Removed: should be presented as a reduction to the deferred tax asset.
−Removed: guidance is effective for fiscal years, and interim periods within those
−Removed: years, beginning after December 15, 2013.
−Removed: Early adoption is permitted.
−Removed: The Company adopted
−Removed: this guidance in fiscal year 2014 and the adoption of this guidance does
−Removed: not have a material impact on its financial statements.
−Removed: Accounting standards that have been issued or proposed by
−Removed: the FASB or other standards-setting bodies that do not require adoption
−Removed: until a future date are not expected to have a material impact on the
−Removed: Companys financial statements upon adoption.
−Removed: New Accounting Pronouncements
−Removed: In April 2014, the FASB issued ASU No.
−Removed: Reporting Discontinued Operations and Disclosures of Disposals of
−Removed: Components of an Entity. ASU No.
−Removed: 2014-08 amends the definition of
−Removed: discontinued operations by limiting discontinued operations reporting to
−Removed: disposals of components of an entity that represent strategic shifts that
−Removed: have (or will have) a major effect on an entity's operations and financial
−Removed: The amendments require expanded disclosures for discontinued
−Removed: operations that would provide users of financial statements with more
−Removed: information about the assets, liabilities, revenues, and expenses of
−Removed: discontinued operations and disclosure of the pretax profit or loss of
−Removed: individually significant components of an entity that do not qualify for
−Removed: discontinued operations reporting.
−Removed: 2014-08 is to be applied
−Removed: prospectively to all disposals (or classifications as held for sale) of
−Removed: components of an entity and all businesses or nonprofit activities that,
−Removed: on acquisition, are classified as held for sale that occur within fiscal
−Removed: years, and interim periods within those years, beginning after December
−Removed: The adoption of ASU No.
−Removed: 2014-08 is not expected to have a
−Removed: material impact on the Companys results of operations or the Companys
−Removed: financial position.
−Removed: Capital Stock Share Issuances
−Removed: On November 1, 2013, the Company closed a private
−Removed: placement of 500,000 units at a price of $0.06 per unit for gross proceeds
−Removed: Each unit consists of one common stock and one share purchase
−Removed: warrant which entitles a holder to purchase one common stock at a price of
−Removed: $0.10 per warrant share for a period of thirty six month following the
−Removed: On March 5, 2014, the Company entered into a three year
−Removed: Joint Venture agreement with Enertopia Corp.
−Removed: and Robert McAllister.
−Removed: Whereas the Enertopia Corp.
−Removed: and Robert McAllister will source
−Removed: opportunities in the medical marijuana business, and the terms and
−Removed: conditions on which the Parties will form a joint venture to jointly
−Removed: participate in, or offer specific opportunities within the business and
−Removed: Robert McAllister will join the Lexaria Corp.
−Removed: advisory board for the term
−Removed: of the Agreement.
−Removed: The Company issued 1,000,000 common shares at $0.10 to
−Removed: Enertopia Corp.
−Removed: and 500,000 common shares at $0.10 to Robert
−Removed: On March 10, 2014, the Company entered into a 12 month
−Removed: Social Media/Web Marketing Agreement with Stuart Gray for $60,000.
−Removed: Company issued 150,000 common shares at a price of $0.40 for his
−Removed: On March 12, 2014, the Company entered into 12 month
−Removed: marketing agreement for $50,000 with Agora Internet Relations Corp.
−Removed: payable in common shares of the Company.
−Removed: The first quarter payment of
−Removed: $12,500 was made by issuing 20,833 common shares of the Company at a price
−Removed: of $0.60 per share.
−Removed: On March 21, 2014, the Company closed a private placement
−Removed: of 10,600,000 units at a price of $0.12 per unit for gross proceeds of
−Removed: Each unit consists of one common stock and one share purchase
−Removed: warrant which entitles a holder to purchase one common stock at a price of
−Removed: $0.25 per warrant share for a period of eighteen months following the
−Removed: A cash finders fee for $16,800 was paid to Cannacord Genuity,
−Removed: Leede Financial Markets and PI Financial Corp.;
−Removed: and a stock finders fee
−Removed: of 819,999 common shares of the Company were issued to Canaccord Genuity
−Removed: and Wolverton Securities.
−Removed: On March 25, 2014 the Company received $17,500 for the
−Removed: exercise of 50,000 stock options at $0.35 into 50,000 common shares of the
−Removed: On April 1, 2014, the Company converted $193,333 of the
−Removed: debt outstanding into 552,380 units of the Company at a price of $0.35.
−Removed: Each unit is comprised of one common share and one share purchase warrant
−Removed: which entitles the holder to purchase one common stock at a price of $0.40
−Removed: for a period of 12 months after the conversion.
−Removed: On April 10, 2014, the Company entered into a Letter of
−Removed: Intent (" LOI ") that set forth the basic terms of discussions
−Removed: between Enertopia Corporation, or its wholly-owned subsidiary
−Removed: (" Enertopia ") and Lexaria Corp., or its wholly-owned subsidiary
−Removed: (" Lexaria ") (collectively, the " Parties ") with regard to the
−Removed: ownership by Enertopia of a 51% interest in the business, and the
−Removed: ownership by Lexaria of a 49% interest in the business
−Removed: of legally producing, manufacturing,
−Removed: propagating, importing/exporting, testing, researching and developing, and
−Removed: selling marihuana for medical purposes under the MMPR.
−Removed: The Company issued
−Removed: 500,000 common shares at a price of $0.40 to Enertopia, which are held in escrow
−Removed: until the Health License license is obtained by Enertopia.
−Removed: On April 10, 2014, a letter of intent,
−Removed: was signed on behalf of Lexaria CanPharm Corp.
−Removed: - a wholly owned subsidiary of
−Removed: Lexaria, and Enertopia Corporation (Lessee) and Mr.
−Removed: Jeff Paikin (Lessor) that
−Removed: sets out the Lessees and Lessors shared intent to enter into a lease agreement
−Removed: (the Lease) for warehouse space (the Leased Premises) in the building
−Removed: located in Ontario (the Building) for the purposes of a licensed medical
−Removed: marijuana production facility.
−Removed: The Company issued the 55,000 common shares at a
−Removed: deemed price of $0.40 per the terms of the Letter of Intent to lease space in
−Removed: the building owned by the Lessor.
−Removed: The LOI was amended on July 22, 2014,
−Removed: subsequent to quarter end, on August 1, 2014, the Company signed an extension to
−Removed: an amended Letter of Intent that was executed on April 10, 2014.
−Removed: terms of the extended Letter of Intent, on August 5, 2014, the Company issued
−Removed: 91,662 common shares at a deemed price of $0.30.
−Removed: On April 14, 2014, the Company
−Removed: appointed Mr.
−Removed: Jeff Paikin to its Advisory Board for a period of not less than
−Removed: one year, but to be determined by certain performance thresholds described in
−Removed: Upon signing of the letter of acceptance the Company issued 110,000
−Removed: common shares at a deemed price of $0.39.
−Removed: Consulting agreement amended on June
−Removed: 18, 2014, Mr.
−Removed: Paikin can be eligible to receive up to a total of 1,650,000
−Removed: common shares of the Company.
−Removed: On July 17, 2014, the Company issued 165,000
−Removed: common shares at a deemed price of $0.26.
−Removed: On April 24, 2014 the Company entered
−Removed: into a one year consulting contract with Clark Kent as Media Coordinator for a
−Removed: monthly fee of CAD$2,250 plus GST.
−Removed: Upon signing of the contract of acceptance
−Removed: the Company issued 110,000 common shares at a deemed price of $0.32.
−Removed: agreement amended on June 18, 2014, Mr.
−Removed: Kent can be eligible to receive up to a
−Removed: total of 1,650,000 common shares of the Company.
−Removed: On July 17, 2014, the Company
−Removed: issued 165,000 common shares at a deemed price of $0.26.
−Removed: On April 24, 2014 the Company entered
−Removed: into a one year consulting contract with Don Shaxon as Ontario Operations
−Removed: Manager for a monthly fee of CAD$3,375 plus GST.
−Removed: Upon signing of the contract of
−Removed: acceptance the Company issued 110,000 common shares at a deemed price of $0.32.
−Removed: Consulting agreement amended on June 18, 2014, Mr.
−Removed: Shaxon can be eligible to
−Removed: receive up to a total of 1,650,000 common shares of the Company.
−Removed: 2014, the Company issued 165,000 common shares at a deemed price of $0.26.
−Removed: On April 24, 2014 the Company entered
−Removed: into a one year consulting contract with 490072 Ontario Ltd.
−Removed: operating as HEC
−Removed: Group, wholly owned company by Greg Boone as Human Resources Manager.
−Removed: signing of the contract of acceptance the Company issued 110,000 common shares
−Removed: at a deemed price of $0.32.
−Removed: Consulting agreement amended on June 18, 2014, Mr.
−Removed: Boone can be eligible to receive up to a total of 1,650,000 common shares of the
−Removed: On July 17, 2014, the Company issued 165,000 common shares at a deemed
−Removed: price of $0.26.
−Removed: On April 24, 2014 the Company entered
−Removed: into a one year consulting contract with Jason Springett as Master Grower for
−Removed: Ontario Operations for a monthly fee of $3,375 plus GST.
−Removed: Upon signing of the
−Removed: contract of acceptance the Company issued 110,000 common shares at a deemed
−Removed: price of $0.32.
−Removed: Consulting agreement amended on June 18, 2014, Mr.
−Removed: Springett can
−Removed: be eligible to receive up to a total of 1,650,000 common shares of the Company.
−Removed: On July 17, 2014, the Company issued 165,000 common shares at a deemed price of
−Removed: On April 24, 2014 the Company entered
−Removed: into a one year consulting contract with 2342878 Ontario Inc.
−Removed: company by Chris Hornung as Assistant Manager.
−Removed: Upon signing of the contract of
−Removed: acceptance the Company issued 110,000 common shares at a deemed price of $0.32.
−Removed: On July 14, 2014, the Company accepted Mr.
−Removed: Hornungs resignation.
−Removed: On May 5, 2014 the Company entered into
−Removed: a one year consulting contract as Security Consultant with Bmullan and
−Removed: Associates, a company wholly owned by Brian Mullan.
−Removed: Upon signing of the contract
−Removed: of acceptance the Company issued 55,000 common shares at a deemed price of
−Removed: Based on the milestones listed in the contract, Mr.
−Removed: Mullan or his company
−Removed: can be eligible to receive up to a total of 275,000 common shares of the
−Removed: On July 17, 2014, the Company issued 55,000 common shares at a deemed
−Removed: price of $0.26.
−Removed: On May 29, 2014, the Company accepted
−Removed: and received gross proceeds of $5,000 for the exercise of 50,000 stock options
−Removed: at $0.10 each into 50,000 common shares of the Company.
−Removed: As at July 31, 2014, Lexaria Corp.
−Removed: 32,824,664 shares issued and outstanding and 11,652,380 warrants issued and
−Removed: The following table summarizes warrant
−Removed: activity in the period ended July 31, 2014:
−Removed: Weighted Average
−Removed: Number of Shares
−Removed: Exercise Price
−Removed: Balance, October 31, 2013 and
−Removed: Granted warrants with expiry date of November
−Removed: Granted warrants with expiry
−Removed: date of September 12, 2015
−Removed: Granted warrants with expiry date of April 1, 2015
−Removed: Balance, July 31, 2014
−Removed: Oil and Gas Properties
−Removed: Proved properties
−Removed: Proved property
−Removed: Palmetto Point Project
−Removed: On December 21, 2005, the Company agreed to purchase a
−Removed: 20% working and revenue interest in a 10 well drilling program in
−Removed: Mississippi owned by Griffin & Griffin Exploration for $700,000.
−Removed: Concurrent with signing the Company paid $220,000 and January 17, 2006 the
−Removed: Company paid the remaining $480,000.
−Removed: The Company applied the full cost
−Removed: method to account for its oil and gas properties, seven wells were found
−Removed: to be proved wells, and three wells were found impaired.
−Removed: One of the wells
−Removed: was impaired due to uneconomic life, and the other two wells were
−Removed: abandoned due to no apparent gas or oil shows present.
−Removed: impaired properties were added to the capitalized cost in determination of
−Removed: the depletion expense.
−Removed: On September 22, 2006, the Company elected to participate
−Removed: in an additional two-well program in Mississippi owned by Griffin &
−Removed: Griffin Exploration and paid $140,000.
−Removed: The two wells were found to be
−Removed: proved wells.
−Removed: On June 23, 2007, the Company acquired an assignment of
−Removed: 10% gross working interest from a third party for $520,000 secured loan
−Removed: The Company recognized $501,922 in the oil and gas
−Removed: On October 4, 2007, the Company elected to participate in
−Removed: the drilling of PP F-12-3 in Mississippi by Griffin & Griffin
−Removed: The Company had 30% gross working interest and paid $266,348.
−Removed: On July 31, 2008, the Company accrued and paid an additional cost of
−Removed: $127,707 for the workovers of wells PP F-12 and PP F-12-3.
−Removed: PP F-12 started
−Removed: production from October 2007, and PP F-12-3 started production from
+Added: These interim consolidated financial statements include the financial statements of the Company and its wholly owned subsidiaries;
+Added: Lexaria CanPharm ULC, Lexaria CanPharm Holdings Corp., PoViva Corp., Lexaria Hemp Corp., Kelowna Management Services Corp., and Lexaria Pharmaceutical Corp., and our 83.33 3% owned subsidiary Lexaria Nicotine LLC with the remaining 16.66 7% owned by Altria Ventures Inc., an indirect wholly owned subsidiary of Altria Group, Inc.
+Added: All significant intercompany balances and transactions have been eliminated upon consolidation.
+Added: Basis of Presentation
+Added: The Company’s unaudited interim consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission.
+Added: Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with United States generally accepted accounting principles (US GAAP) have been condensed or omitted pursuant to such rules and regulations.
+Added: In the opinion of management, all adjustments considered necessary for a fair presentation have been included.
+Added: Interim results are not necessarily indicative of results for a full year or any subsequent period.
+Added: These unaudited interim consolidated financial statements should be read in conjunction with the audited consolidated annual financial statements and notes thereto included in our annual report filed on Form 10-K for the year ended August 31, 2022.
+Added: Recent Accounting Guidance
+Added: Pronouncements Issued but Not Yet Adopted
+Added: In June 2016, the FASB issued ASU No.
+Added: 2016-13, Financial Instruments—Credit Losses (Topic 326):
+Added: Measurement of Credit Losses on Financial Instruments .
+Added: The FASB subsequently issued amendments to ASU 2016-13, which have the same effective date and transition date of January 1, 2023.
+Added: 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.
+Added: 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.
+Added: 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.
+Added: The Company does not currently expect the adoption of these standards to have a material impact on its consolidated financial statements.
+Added: Estimates and Judgments
+Added: The preparation of financial statements in conformity with U.S.
+Added: 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 period.
+Added: 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.
+Added: 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.
+Added: 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.
+Added: 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.
+Added: 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.
+Added: Although we believe that these estimates are reasonable actual results could differ.
+Added: In preparing these unaudited interim consolidated financial statements, the significant judgments made by management in applying the Company’s accounting policies and the key sources of estimation uncertainty were the same as those applied to the audited consolidated financial statements for the year ended August 31, 2022.
+Added: Marketable Securities
+Added: The components of Marketable Securities were as follows:
+Added: August 31, 2021
+Added: August 31, 2022
+Added: ( 1,102,236 )
November 30, 2022
−Removed: On April 3, 2009, the Company entered into an Asset
−Removed: Purchase Agreement to acquire additional interests in its existing core
−Removed: producing Mississippi oil and gas properties.
−Removed: The Company paid $40,073.39
−Removed: to acquire additional 2% working interest in the proven Belmont Lake oil
−Removed: and gas and an additional 10% working interest in potential nearby
−Removed: exploration wells.
−Removed: At this time the total working interest for Belmont
−Removed: and total working interest in the exploration wells on
−Removed: approximately 140,000 acres surrounding Belmont Lake in all directions is
−Removed: The Company had a short-lived opportunity to acquire
−Removed: additional fractional interests in the Belmont Lake 12-4 well which was
−Removed: expected to be a horizontal well.
−Removed: An unrelated third party did not
−Removed: participate in its right to participate in the 12-4 well, and therefore a
−Removed: share of its interest (a non consent interest) was made available to the
−Removed: other participating parties including Lexaria.
−Removed: On August 28, 2009 and
−Removed: effective on September 1, 2009, to take best advantage of this
−Removed: opportunity, the Company entered into four separate assignment agreements,
−Removed: three of which were with people or companies with related management.
−Removed: Company received from these four parties proceeds of $371,608.57 to fund
−Removed: additional interests in this well.
−Removed: As a result, the Company has a 25.84%
−Removed: perpetual gross interest in the well (18.0% net revenue interest);
−Removed: as a 5.2% net revenue interest in the non-consent interest.
−Removed: The non-consent interest remains valid until such time as the well produces 500%
−Removed: of all costs and expenses back to the participants in the form of revenue, at
−Removed: which time the non-consent interest ends.
−Removed: Enertopia, a company with related
−Removed: management, had acquired from Lexaria a 6.16% perpetual gross interest in the
−Removed: David DeMartini, a director of Lexaria, acquired from Lexaria a 5%
−Removed: gross interest in the non-consent interest in the 12-4 well;
−Removed: Resources Group formerly known as 0743608 BC Ltd.
−Removed: a company owned by the
−Removed: President of the Company, acquired from Lexaria a 11.60% gross interest in the
−Removed: non-consent interest in the 12-4 well.
−Removed: On May 31, 2010, the Company signed a
−Removed: Settlement Agreement with Enertopia Corp., whereby the Company issued 499,893
−Removed: units at $0.12 per unit and each unit consists of one restricted common share
−Removed: and one share purchase warrant at $0.20 per share for a period of two years in
−Removed: exchange for the working interest initially assigned on August 28, 2009.
−Removed: On June 16, 2010, the Company signed a
−Removed: Settlement Agreement with a third party, who had originally participated in the
−Removed: August 28, 2009, opportunity in the non-consent interest for Belmont Lake 12-4.
−Removed: The Company returned back $144,063.46 to the third party and cancelled its
−Removed: participation.
−Removed: On July 29, 2010, the Company had agreed with its Operators at
−Removed: Belmont Lake not to proceed to drill a horizontal 12-4 well.
−Removed: Rather, two of the
−Removed: three proposed vertical wells 12-2, 12-4, or 12-5 were proposed to be drilled.
−Removed: To take best advantage of this opportunity, the Company cancelled all previous
−Removed: agreements relating to August 28, 2009 with respect to Belmont Lake horizontal
−Removed: well 12-4 and entered into three separate assignment agreements, of which all
−Removed: three were with people or companies with related management.
−Removed: received total proceeds of $324,677.12 to fund additional interests in these
−Removed: As a result, the Company had a 32% perpetual gross interest in the wells
−Removed: (24.0% net revenue interest);
−Removed: as well as a 8% gross interest (6% net revenue
−Removed: interest) in the non-consent interest.
−Removed: The non-consent interest remains valid
−Removed: until such time as the well produces 500% of all costs and expenses back to the
−Removed: participants in the form of revenue, at which time the non-consent interest
−Removed: Emerald Atlantic LLC, a company owned by a director of Lexaria, acquired
−Removed: from Lexaria a 8.74% gross interest in the non-consent interest in two of the
−Removed: three vertical wells;
−Removed: and Kelowna Resources Group formerly known as 0743608 BC
−Removed: a company owned by the President of the Company, acquired from Lexaria a
−Removed: 20.79% gross interest in the non-consent interest in the two of the three
−Removed: vertical wells;
−Removed: an advisor to the Company acquired from Lexaria 2.46% gross
−Removed: interest in the non-consent interest in two of the three vertical wells.
−Removed: The July 29, 2010 agreements were
−Removed: replaced on September 13, 2010, when the Company entered into three separate
−Removed: assignment agreements with Kelowna Resources Group formerly known as 0743608 BC
−Removed: Ltd, solely owned by Director/Officer of the Company;
−Removed: Emerald Atlantic LLC,
−Removed: solely owned by a Director of the Company, and the Senior VP Business
−Removed: (the Assignees), whereby the Assignees have paid a fee of
−Removed: $408,116 to earn a 24% share of the Companys gross non-perpetual 32% interest
−Removed: in the three oil wells being drilled in Wilkinson County, Mississippi.
−Removed: result of the three assignment agreements, Lexaria receives at no cost to the
−Removed: company, a carried interest of 8% in these same rights and benefits.
−Removed: assigns, transfers and sets over to the Assignees, all proportionate rights,
−Removed: interest and benefits in the Assigned Non Perpetual Interest held by or granted
−Removed: to the Assignor in and to the Participation Agreement between the Company and
−Removed: Griffin but limited to a gross 500% revenue payout based on the total amount
−Removed: paid under the Initial Consideration and the Subsequent Consideration after
−Removed: which all rights, interests and benefits cease.
−Removed: Lexaria entered into an Asset Purchase
−Removed: Agreement dated August 12, 2011, with Brinx Resources Ltd.
−Removed: to acquire 100% of
−Removed: its 10% gross working interest in the oil and gas interests located in
−Removed: Mississippi, USA.
−Removed: By acquiring the additional 10% working interest in Belmont
−Removed: Lake oil and gas field, Lexaria then had 42% working interest in Belmont Lake
−Removed: and retains its existing 60% working interest in the exploration wells on
−Removed: approximately 130,000 acres surrounding Belmont Lake in all directions.
−Removed: has agreed to considerations as follows;
−Removed: $200,000 on the August 12, 2011 (the "Initial Payment")
−Removed: $200,000 on or before November 12, 2011;
−Removed: payments, as agreed, in the amount of $10,000 per month for up to 3 months
−Removed: following November 12, 2011 with the remaining balance of $200,000 then
−Removed: due and payable (the "Final Payment"), and, should Lexaria not make the
−Removed: final payment on February 12, 2011 a penalty of $500 per day (the
−Removed: Penalty Payments) beginning one day after February 12, 2011 and
−Removed: accruing until the balance of the $200,000 Final Payment is made to the
−Removed: Both the Vendor and the Purchaser agreed that, should any Penalty
−Removed: Payments be due, such Penalty Payments are not deductible from the balance
−Removed: of the $200,000 Final Payment.
−Removed: As at April 30, 2012, the Company has paid
−Removed: $230,000, including the Final Payment.
−Removed: 800,000 shares of restricted common stock issued from
−Removed: Lexaria treasury were issued on August 12, 2011.
−Removed: On November 1, 2013, Lexaria Corp.
−Removed: (the Company) entered into three separate assignment agreements with CAB
−Removed: Financial Services Ltd.
−Removed: solely owned by a Director/Officer of the Company;
−Removed: Emerald Atlantic LLC, solely owned by a Director of the Company, and a third
−Removed: (the Assignees), whereby the Assignees have paid a fee of US$305,894 to
−Removed: earn a 28.68% share of the Companys perpetual 42% interest in a proposed 12-7
−Removed: oil well to be drilled in Wilkinson County, Mississippi.
−Removed: As a result of the
−Removed: three assignment agreements, Lexaria receives a carried interest of 13.32% in
−Removed: these same rights and benefits.
−Removed: The Company assigns and transfers over to the
−Removed: Assignees, all proportionate rights, interest and benefits in the Assigned
−Removed: Perpetual Interest held by or granted to the Assignor in and to the
−Removed: Participation Agreement between the Company and Griffin.
−Removed: As of July 31 2014, additional
−Removed: expenditures of $56,421 were incurred for workovers.
−Removed: As of July 31, 2014, the Companys
−Removed: working interest and production in PPF-12-4 and PPF-12-5 well located at Belmont
−Removed: Lake, Mississippi, with carrying values of $1,000,000, are used as security for
−Removed: the convertible debentures issued on November 30, 2010, December 16, 2010 and
−Removed: December 1, 2011 (see note 7 (b) and (c), with aggregate amount of $820,000.
−Removed: Medical Marijuana Investment
−Removed: On March 5, 2014 , the Company has entered into a
−Removed: three year Joint Venture Agreement ("JV") with Enertopia Corp.
−Removed: McAllister collectively, the "Parties").
−Removed: Whereas Enertopia Corp.
−Removed: Robert McAllister will source opportunities in the business of licensed
−Removed: medical marijuana , and the terms and conditions on which the Parties have
−Removed: formed a joint venture to jointly participate in, or offer specific
−Removed: opportunities within the Business (the "Joint Venture"), and Robert
−Removed: McAllister will join the Lexaria Corp.
−Removed: advisory board for the term of this
−Removed: On May 27, 2014 , Letter of intent, executed on
−Removed: behalf of Lexaria Corp.
−Removed: and/or its wholly-owned subsidiary Lexaria
−Removed: CanPharm Corp.
−Removed: (the Lessee) and Arnprior Bay Property Limited, c/o
−Removed: Huntington Properties, (the Lessor) sets out the Lessees and Lessors
−Removed: shared intent to enter into a lease agreement (the Lease) for warehouse
−Removed: space (the Leased Premises) in the building located at, Ontario (the
−Removed: Building) and to enter a finance agreement into Lexaria Corp and/or
−Removed: Lexaria CanPharm Corp.
−Removed: On May 28, 2014 , Enertopia and Lexaria signed a
−Removed: Definitive Agreement.
−Removed: Enertopia and Lexaria each wish to develop a
−Removed: business of legally producing, manufacturing, propagating,
−Removed: importing/exporting, testing, researching and developing, marijuana (the
−Removed: "Business") located in Ontario (the "Property").
−Removed: Enertopia wishes to
−Removed: acquire a license from Health Canada a license to designate Enertopia as a
−Removed: Licensed Producer pursuant to Canada's Marijuana for Medical Purposes
−Removed: Regulations (the "License").
−Removed: The Parties are entering into this Definitive Agreement
−Removed: to set out the terms and conditions by which Enertopia does own a 51%
−Removed: interest in the Business and Lexaria does own a 49% interest in the
−Removed: and the terms and conditions on which the Parties will form and
−Removed: operate the joint venture to jointly participate in the Business (the
−Removed: "Joint Venture").
−Removed: The Company has contributed $51,562 (C$55,000) to the
−Removed: Joint Venture bank account as its initial contribution and the Joint
−Removed: Venture has been accounted for using the equity method since the Company
−Removed: has significant influence but not control.
−Removed: July 31, 2014
−Removed: October 31, 2013
−Removed: Opening balance
−Removed: Investment joint venture
−Removed: Equity loss pick-up
−Removed: Balance as of July 31, 2014
−Removed: S ubsequent to quarter end, on August 1,
−Removed: 2014 , the Company signed an extension on an amended Letter of intent,
−Removed: that was executed on April 10, 2014 on behalf of a corporation to be
−Removed: incorporated by Lexaria Corp.
−Removed: and Enertopia Corporation(Lessee) and Mr.
−Removed: Jeff Paikin of 1475714 Ontario Inc.
−Removed: (Lessor) sets out the Lessees and
−Removed: Lessors shared intent to enter into a lease agreement (the Lease) for
−Removed: warehouse space (the Leased Premises) in the building located at
−Removed: Burlington, Ontario (the Building).
−Removed: On August 5, 2014 as per the terms
−Removed: of the LOI, the Company issued 91,662 common shares at a deemed price of
−Removed: $0.30 per share.
−Removed: The following are the terms of the amended LOI
−Removed: Carrying amounts
−Removed: Original amounts
−Removed: July 31, 2014
−Removed: October 31, 2013
−Removed: Promissory Note
−Removed: Convertible debentures
−Removed: Promissory Note
−Removed: Promissory Note
−Removed: Promissory Note
−Removed: Total Outstanding
−Removed: payable - current
−Removed: Loan payable - long term
−Removed: On April 1, 2010, the Company entered into a purchase
−Removed: agreement with CAB Financial Services Ltd., a company controlled by
−Removed: Christopher Bunka, our President, Chief Executive Officer and Director,
−Removed: (Purchaser) for a non-secured promissory note in the amount of $75,000
−Removed: (the Promissory Note).
−Removed: The Purchaser agreed to purchase a non-secured
−Removed: 18% interest bearing Promissory Note of our company subject to and upon
−Removed: the terms and conditions of the Purchase Agreement.
−Removed: The Promissory Note is
−Removed: due and payable on April 1, 2012.
−Removed: The Promissory Note may be prepaid in
−Removed: whole or in part at any time prior to April 1, 2012 by payment of 108% of
−Removed: the outstanding principal amount including accrued and unpaid interest.
−Removed: Upon the mature of the Promissory Note, it has been renewed to a month to
−Removed: As long as the Promissory Note is outstanding, the
−Removed: Purchaser may voluntarily convert the Promissory Note including accrued
−Removed: and unpaid interest to common shares of our Company at the conversion
−Removed: price of $0.30 per common share.
−Removed: The Company did not incur beneficiary conversion charges
−Removed: as the conversion price is greater than the fair value of the Companys
−Removed: equity at the time of issuance.
−Removed: On November 30, 2010, we closed the first tranche of a
−Removed: private placement offering of convertible debentures in the aggregate
−Removed: amount of $450,000.
−Removed: The convertible debentures mature on November 30,
−Removed: 2012, subject to forced conversion as set out in the convertible debenture
−Removed: The convertible debentures pay an interest rate of 12% per
−Removed: annum (on a simple basis) and are convertible at $0.35 per unit.
−Removed: is comprised of one share of our common stock and one share purchase
−Removed: Each warrant entitles the holder thereof to purchase one share at
−Removed: a price of $0.40 per share up to the earlier of the maturity date of the
−Removed: convertible debenture or one year from conversion of the convertible
−Removed: We also entered into a general security agreement with
−Removed: the subscribers, whereby the obligations to repay the convertible
−Removed: debenture are secured by the Companys working interest and production in
−Removed: and only in two oil wells located at Belmont Lake, Mississippi, with
−Removed: carrying value of $1,000,000 as of October 31, 2012.
−Removed: One director of the
−Removed: Company and Emerald Atlantic LLC, solely owned by the director, subscribed
−Removed: the convertible debentures with amount of $50,000.
−Removed: On December 16, 2010, the Company closed the second
−Removed: tranche of a private placement offering of convertible debentures in the
−Removed: aggregate amount of $170,000.
−Removed: The convertible debentures mature on November 30,
−Removed: 2012, subject to forced conversion as set out in the convertible debenture
−Removed: The convertible debentures pay an interest rate of 12% per annum
−Removed: (on a simple basis) and are convertible at $0.35 per unit.
−Removed: comprised of one share of our common stock and one share purchase warrant.
−Removed: warrant entitles the holder thereof to purchase one share at a price of $0.40
−Removed: per share up to the earlier of the maturity date of the convertible debenture or
−Removed: one year from conversion of the convertible debenture.
−Removed: We also entered into a
−Removed: general security agreement with the subscribers, whereby the obligations to
−Removed: repay the convertible debenture are secured by the same assets for the first
−Removed: tranche of the private placement offering on November 30, 2010.
−Removed: One director of
−Removed: the Company and Emerald Atlantic LLC, solely owned by the director, subscribed
−Removed: the convertible debentures with amount of $120,000.
−Removed: The aggregate principal value of the
−Removed: above convertible debentures was $620,000 and was allocated to the individual
−Removed: components on a relative fair value basis.
−Removed: In addition, because the effective
−Removed: conversion price of the convertible debentures was below the current trading
−Removed: price of the Companys common shares at the date of issuance, the Company
−Removed: recorded a beneficial conversion feature of approximately $20,000.
−Removed: the warrants and beneficial conversion feature has been recorded as additional
−Removed: paid in capital.
−Removed: On November 13, 2013, the Company
−Removed: entered into an Amendment agreement to refinance and extend repayment terms on
−Removed: the loan, please refer to Note 8f for details.
−Removed: On April 1, 2014, three of the
−Removed: parties converted their balance of $193,333 of principal remaining into 552,350
−Removed: common shares at a price of $0.35 per share.
−Removed: During the nine month period ended
−Removed: July 31, 2014, the Company has paid down the debt by $339,999 (October 31, 2013:
−Removed: On December 1, 2011, the Company closed a private
−Removed: placement offering of convertible debentures in the aggregate amount of
−Removed: The convertible debentures mature on December 1, 2012, subject
−Removed: to forced conversion as set out in the convertible debenture certificate.
−Removed: The convertible debentures pay an interest rate of 12% per annum (on a
−Removed: simple basis) and are convertible at $0.35 per unit.
−Removed: comprised of one share of our common share and one share purchase warrant.
−Removed: Each warrant entitles the holder thereof to purchase one share at a price
−Removed: of $0.40 per share up to the earlier of the maturity date of the
−Removed: convertible debenture or one year from conversion of the convertible
−Removed: We also entered into a general security agreement with the
−Removed: subscribers, whereby the obligations to repay the convertible debenture
−Removed: are secured by the Companys working interest and production in and only
−Removed: in two oil wells located at Belmont Lake, Mississippi, with carrying value
−Removed: of $1,000,000 as of October 31, 2012.
−Removed: Two directors of the Company, David
−Removed: DeMartini and Christopher Bunka, via CAB Financial Services Ltd, solely
−Removed: owned by the director, subscribed to the convertible debentures with the
−Removed: amount of $200,000.
−Removed: The aggregate principal value of the above convertible
−Removed: debentures was $200,000 and was allocated to the individual components on
−Removed: a relative fair value basis.
−Removed: Because the effective conversion price of the
−Removed: convertible debentures was above the current trading price of the
−Removed: Companys common shares at the date of issuance, beneficial conversion
−Removed: feature is $Nil, therefore, the amount of $200,000 was recorded under loan
−Removed: During the nine month period ended July 31, 2014, the
−Removed: Company has paid down the debt by $70,834 (October 31, 2013:
−Removed: November 13, 2013, the Company entered into an Amendment agreement to
−Removed: refinance and extend repayment terms on the loan, please refer to Note 8f
−Removed: On March 30, 2012, the Company entered into a loan
−Removed: agreement with Christopher Bunka, our President, Chief Executive Officer
−Removed: and Director, (Lender) for a non-secured promissory note in the amount
−Removed: of $50,000 (the Promissory Note).
−Removed: The Lender agreed to purchase a
−Removed: non-secured 12% interest bearing Promissory Note of our company subject to
−Removed: and upon the terms and conditions of the agreement.
−Removed: The Promissory Note
−Removed: has a month to month term.
−Removed: On October 27, 2008 the Company entered into a Purchase
−Removed: Agreement in the amount of CAD$900,000 of Notes being purchased by the
−Removed: President (CAD$400,000), the Presidents wholly-owned company
−Removed: (CAD$300,000) and a shareholder (CAD$200,000) of the Company
−Removed: (Purchasers).
−Removed: The Purchasers agreed to purchase an 18% interest bearing
−Removed: Promissory Note of the Company subject to and upon the terms and
−Removed: conditions of the Purchase Agreement.
−Removed: The Companys obligations to repay
−Removed: the Promissory Note will be secured by certain
−Removed: specified assets of the Company pursuant to a Security Agreement.
−Removed: As long as the
−Removed: Promissory Note is outstanding, the Purchasers may voluntarily convert the
−Removed: Promissory Note to Common Shares at the conversion price of $0.45 per share of
−Removed: Common Stock.
−Removed: The Promissory Note matures on October 27, 2010 or by mutual
−Removed: agreement by all parties on October 27, 2009.
−Removed: In connection with the Purchase
−Removed: Agreement, the Company issued a total of 390,000 (1,560,000 pre-consolidation)
−Removed: warrants which two warrants entitle a holder to purchase a common share of the
−Removed: Company of which 195,000 (780,000 pre-consolidation) warrants are eligible at
−Removed: $0.05 (adjusted price) and 195,000 (780,000 pre-consolidation) warrants are
−Removed: eligible at $0.05 (adjusted price) per share and expire October 27, 2009 and
−Removed: October 27, 2010, respectively.
−Removed: The Company did not incur beneficiary
−Removed: conversion charges as the conversion price is greater than the fair value of the
−Removed: Companys equity.
−Removed: As at the date of the issuance of the
−Removed: above noted Promissory Note, the Company allocated CAD$21,321 and CAD$683,559 to
−Removed: warrants (additional paid-in capital) and Promissory Note based on their
−Removed: relative fair value.
−Removed: 10, 2009 the Purchasers converted $45,000 of the Promissory Note into equity at
−Removed: On October 27, 2009, 191,000 warrants were exercised for 95,500 common
−Removed: On October 21, 2010, the Company
−Removed: settled a portion of the debt, namely $1,625 with the Presidents wholly-owned
−Removed: company by converting 65,000 warrants into 32,500 common shares of the Company
−Removed: as per Purchase Agreement dated October 27, 2008 at a price of $0.05 per
−Removed: On October 21, 2010, the Company
−Removed: settled a portion of the debt, namely $2,167 with the President by converting
−Removed: 86,667 warrants into 43,333 common shares of the Company as per Purchase
−Removed: Agreement dated October 27, 2008 at a price of $0.05 per share.
−Removed: On October 21, 2010, the Company
−Removed: entered into an amendment with loan holders to extend the loan to be on a
−Removed: month-to-month basis with the same terms and conditions as pursuant to the
−Removed: On December 1, 2012, the Company
−Removed: entered into an Amendment to existing debt agreement with a shareholder of the
−Removed: Company, whereby the lender has agreed to modify terms of the earlier agreements
−Removed: and provide for a debt repayment schedule ending on December 1, 2013.
−Removed: Company was scheduled to repay the debt in twelve equal monthly principal
−Removed: payment, plus interest on the monthly declining balances.
−Removed: The interest rates of
−Removed: the amendment debt are the same as the existing debt agreement.
−Removed: On November 13,
−Removed: 2013, the Company entered into an Amendment agreement to refinance and extend
−Removed: repayment terms on the loan, please refer to Note f for details.
−Removed: During the nine month period ended
−Removed: July 31, 2014, the Company has paid down the debt by CAD$60,559 (October 31,
−Removed: CAD$185,000).
−Removed: On November 13, 2013, the Company refinanced and extended
−Removed: repayment terms on all debt that was otherwise due to mature in December
−Removed: 2013 with CAB Financial Services Ltd., David DeMartini, Emerald Atlantic
−Removed: LLC, and other debt holders of the Company.
−Removed: Per the Amendment Agreements,
−Removed: a) the loan repayment schedule will be converted, with an effective date
−Removed: of December 1, 2013, to a new one year term loan with monthly interest
−Removed: payments at 18% on any declining balance, in arrears and all principal
−Removed: amounts not paid before then due in full on December 1, 2014;
−Removed: payment of interest shall be due on January 1, 2014;
−Removed: c) the Company will
−Removed: make ten (10) monthly principal payments, each of which is 1/10th of the
−Removed: principal amount owing at the time this Agreement goes into effect,
−Removed: beginning on March 1 2014 and repeating on the first day of each month
−Removed: thereafter until all the principal is paid;
−Removed: d) the Company grants to the
−Removed: lenders new collateral specifically limited to the lenders pro-rata
−Removed: portion (the original initial balance owing to the lender shall form the
−Removed: numerator and $930,000 shall form the denominator) of the Companys
−Removed: portion of the net revenue from the new 12-7 well required to keep the
−Removed: terms of this Agreement in good standing at any given monthly due date.
−Removed: April 1, 2014, three of the parties converted their balance of $193,333 of
−Removed: principal remaining into 552,350 common shares at a price of $0.35 per
−Removed: On December 4, 2013, the Company entered into a loan
−Removed: agreement and promissory note with Chris Bunka (the Lender), a director
−Removed: and officer of our company.
−Removed: The principal amount of the note is
−Removed: CAD$51,507.50 and is repayable for a period of fifteen months.
−Removed: has an interest rate of 15% per annum and a monthly principal payment of
−Removed: $4,292 starting after the third month.
−Removed: The loan has been repaid in full on
−Removed: March 31, 2014.
−Removed: Asset retirement obligations
−Removed: Remediation, reclamation and mine closure costs are based
−Removed: principally on legal and regulatory requirements.
−Removed: Management estimates
−Removed: costs associated with reclamation of mining properties as well as
−Removed: remediation costs for inactive properties.
−Removed: The Company uses assumptions
−Removed: about future costs, capital costs and reclamation costs.
−Removed: Such assumptions
−Removed: are based on the Companys current mining plan and the best available
−Removed: information for making such estimates.
−Removed: In calculating the present value of
−Removed: the asset retirement obligation the Company used a credit-adjusted risk
−Removed: free interest rate of 10% and a projected mine life of 12 years.
−Removed: ongoing basis, management revaluates its estimates and assumptions;
−Removed: however, actual amounts could differ from those based on such estimates
−Removed: and assumptions.
−Removed: Changes to the Companys asset retirement obligation on
−Removed: its Palmetto Point project are as follows:
−Removed: Asset retirement
−Removed: obligation beginning balance
−Removed: Asset retirement
−Removed: obligation ending balance
−Removed: Related Party Transactions
−Removed: For the nine months ended July 31, 2014, the Company paid
−Removed: / accrued $75,600 to CAB (2013:
−Removed: and to BKB Management Ltd.
−Removed: (BKB) CAD$51,975 (2013:
−Removed: CAD$49,500) for management, consulting and
−Removed: accounting services.
−Removed: CAB is owned by the President of the Company and BKB
−Removed: is owned by the CFO of the Company.
−Removed: The related party transactions are recorded at the
−Removed: exchange amount established and agreed to between the related
−Removed: On October 27, 2008 the Company entered a secured loan
−Removed: agreement in the amount of CAD$300,000 with CAB (See Note 7e).
−Removed: 2009 $40,000 of the debt was converted to equity.
−Removed: On October 21, 2010, the
−Removed: Company settled a portion of the debt, namely US$1,625 with CAB by
−Removed: converting 65,000 warrants into 32,500 common shares of the Company as per
−Removed: Purchase Agreement dated October 27, 2008 at a price of $0.05 per share.
−Removed: On June 28, 2011, the Company paid down CAD $100,000 of the debt.
−Removed: nine months ended July 31, 2014, the Company paid/accrued interest
−Removed: expenses of CAD $20,500 (2013:
−Removed: On October 27, 2008 the Company entered a secured loan
−Removed: agreement in the amount of CAD$400,000 with Christopher Bunka (See Note
−Removed: On October 21, 2010, the Company settled a portion of the debt,
−Removed: namely $2,167 with Christopher Bunka by converting 86,667 warrants into
−Removed: 43,333 common shares of the Company as per Purchase Agreement dated
−Removed: October 27, 2008 at a price of $0.05 per share.
−Removed: For the nine months ended
−Removed: July 31, 2014, the Company paid/accrued interest expenses of CAD $53,707
−Removed: On April 1, 2010, the Company entered a non-secured loan
−Removed: agreement in the amount of US$75,000 with CAB (See Note 8a).
−Removed: months ended July 31, 2014, the Company paid interest expenses of $10,125
−Removed: On March 30, 2012, the Company entered a non-secured loan
−Removed: agreement in the amount of US$50,000 with Chris Bunka.
−Removed: For the nine months
−Removed: ended July 31, 2014, the Company incurred interest expenses of $4,500
−Removed: On December 1, 2011, the Company entered into a secured
−Removed: loan agreement in the amount of $200,000 with two directors of the Company
−Removed: (see Note 8c, f).
−Removed: This loan agreement was amended for another year to
−Removed: repay the debt in twelve equal monthly principal payment, plus interest on
−Removed: the monthly declining balances.
−Removed: The interest rates of the amendment debt
−Removed: are the same as the existing debt agreement.
−Removed: On November 13, 2013, the Company refinanced and extended
−Removed: repayment terms on all debt that was otherwise due to mature in December
−Removed: The loan repayment schedule will be converted, with an effective
−Removed: date of December 1, 2013, to a new one year term loan with monthly
−Removed: interest payments at 18% on any declining balance, in arrears and all
−Removed: principal amounts not paid before then due in full on December 1, 2014;
−Removed: the first payment of interest shall be due on January 1, 2014;
−Removed: Company will make ten (10) monthly principal payments, each of which is
−Removed: 1/10th of the principal amount owing at the time this Agreement goes into
−Removed: effect, beginning on March 1 2014 and repeating on the first day of each
−Removed: month thereafter until all the principal is paid.
−Removed: For the nine months
−Removed: ended July 31, 2014, the Company has paid interest expense of $16,374
−Removed: On December 4, 2013, the Company entered into a loan
−Removed: agreement and promissory note with Chris
−Removed: Bunka (the Lender), a director and officer of our
−Removed: The principal amount of the note is CAD$51,507.50.
−Removed: into of the loan agreement and promissory note provides that the principal
−Removed: and interest on the debt be payable for a period of fifteen months.
−Removed: note has an interest rate of 15% per annum and a monthly principal payment
−Removed: of $4,292 starting after the third month.
−Removed: For the nine months ended July
−Removed: 31, 2014, the Company incurred interest expenses of CAD$1,931 (2013:
−Removed: The Company paid back the loan on March 31,
−Removed: Included in accounts payable, $80,530 (October 31, 2013:
−Removed: $89,540) and other payable, $3,087 (2013:
−Removed: $34,410) was payable to
−Removed: companies controlled by the president, key management personnel and
−Removed: directors of the Company.
−Removed: Included in other receivable, $4,343 was
−Removed: receivable from companies controlled by the president, key management
−Removed: personnel and directors of the Company.
−Removed: For the nine months ended July 31, 2014, the Company has
−Removed: paid/accrued $Nil (2013:
−Removed: $35,552) to Kelowna Resources Group formerly
−Removed: known as 0743608 BC Ltd.;
−Removed: $Nil (2013:$12,692) to Emerald Atlantic LLC;
−Removed: and, $Nil to Tom Ihrke (2013:
−Removed: $4,213) for their respective Non-consent
−Removed: Interests in Belmont Lake.
−Removed: Kelowna Resources Group, formerly known as
−Removed: 0743608 BC Ltd., is owned by the president of the Company, and Emerald
−Removed: Atlantic LLC is owned by a Director of the Company.
−Removed: See Note 5, 6, and 8.
+Added: ( 1,179,864 )
+Added: Marketable securities represented the common shares of Hill Street Beverage Company Inc.
+Added: held by Lexaria.
+Added: Unrealized losses from common stock are due to market price movements.
+Added: In management’s opinion based on the evaluation of available information at the quarter ended November 30, 2022, unrealized losses represent temporary impairments.
+Added: Accounts Receivables
+Added: Accounts receivable at November 30, 2022 and August 31, 2022 consist of the following:
+Added: Trade and deposits
+Added: Territory license fees
+Added: Inventory at November 30, 2022 and August 31, 2022 consist of the following:
+Added: Raw materials
+Added: During the three month period ended November 30, 2022, inventory valued at $ 25,243 was expensed to research and development.
+Added: Page 10 of 28
+Added: Prepaid Expenses and Deposits
+Added: Prepaid expenses consist of the following at November 30, 2022, and August 31, 2022:
+Added: Advertising & conferences
+Added: License, filing fees, dues
+Added: Office & insurance
+Added: Capital financing
+Added: Intellectual Property, net
+Added: The following is a list of US capitalized patents held by the Company:
+Added: Issued Patent #
+Added: Patent Certificate Grant Date
+Added: Patent Family
+Added: US 9,474,725 B1
+Added: Food and Beverage Compositions Infused With Lipophilic Active Agents and Methods of Use Thereof
+Added: US 9,839,612 B2
+Added: US 9,972,680 B2
+Added: US 9,974,739 B2
+Added: US 10,084,044 B2
+Added: US 10,103,225 B2
+Added: US 10,381,440
+Added: US 10,374,036
+Added: US 10,756,180
+Added: US 11,311,559
+Added: Compositions and Methods for Enhanced Delivery of Antiviral Agents
+Added: A continuity schedule for capitalized patents is presented below:
+Added: Balance – beginning
+Added: Balance – ending
+Added: Patents are amortized over their 20 year legal life.
+Added: Page 11 of 28
+Added: Property & Equipment, net
+Added: Three Months Ended
+Added: November 30, 2022
+Added: Accumulated Amortization
+Added: Leasehold improvements
+Added: Furniture fixtures & equipment
+Added: Lab equipment
+Added: August 31, 2022
+Added: Accumulated Amortization
+Added: Leasehold improvements
+Added: Furniture fixtures & equipment
+Added: Lab equipment
+Added: During the three-month period ended November 30, 2022, $2,438 of depreciation was included in cost of goods sold.
+Added: Accounts Payable and Accrued Liabilities
+Added: Accounts payable and accrued liabilities at November 30, 2022 and August 31, 2022 consist of the following:
+Added: Accounts Payable
+Added: Trades payable
+Added: Sales tax payable
+Added: Accrued Liabilities
+Added: Trades payable
+Added: Page 12 of 28
+Added: A breakdown of our revenues by type for the three months ended November 30, 2022 and 2021 are as follows:
+Added: Three Months Ended
+Added: During the period ended November 30, 2022, the Company recognized B2B product revenues of $ 29,100 (2021 - $ 7,000 ) that relate to sales of our intermediate products for use by B2B customers in their products.
+Added: Licensing revenue consist of IP licensing fees for transfer of the DehydraTECH technology in line with definitive agreements and also includes royalty fees.
+Added: The Company recognized $ 63,435 (2021 - $Nil) in licensing revenue in the same period.
+Added: Common Shares and Warrants
+Added: The fair value of share purchase warrants granted was estimated as of the date of the grant by using the Black-Scholes option pricing model.
+Added: During the quarter ended November 30, 2022, the Company issued no warrants.
+Added: A continuity schedule for warrants is presented below:
+Added: Number of Warrants
+Added: Balance August 31, 2022
+Added: Cancelled/expired
+Added: Balance November 30, 2022
+Added: A summary of warrants outstanding as of November 30, 2022, is presented below:
+Added: # of Warrants
+Added: Weighted Average
+Added: Remaining Contractual Life
+Added: Weighted Average Exercise
+Added: 1.96 - 2 .00 years
+Added: 1.38 - 2.29 years
+Added: Page 13 of 28
Stock Options
−Removed: For the nine months ended July 31, 2014, the Company
−Removed: recorded a total of $66,482 (2013:
−Removed: $Nil) for stock based compensation
−Removed: On March 25, 2014, the Company accepted and received
−Removed: gross proceeds of $17,500, for the exercise of 50,000 stock options at
−Removed: $0.35 into 50,000 common shares of the Company.
−Removed: On March 25, 2014, Jason Springett has joined the Company
−Removed: as an advisor and the Company granted 50,000 stock options with an
−Removed: exercise price of $0.60, vesting immediately and expiring on March 25,
−Removed: On April 1, 2014, the Company entered into a 90 day
−Removed: agreement with Ken Faulkner as a Corporate Development Manager.
−Removed: Company granted 100,000 stock options with an exercise price of $0.50,
−Removed: vesting immediately and expiring on April 1, 2019.
−Removed: On May 29, 2014, the Company accepted and received gross
−Removed: proceeds of $5,000 for the exercise of 50,000 stock options at $0.10 into
−Removed: 50,000 common shares of the Company.
−Removed: On July 24, 2014, the Company granted 100,000 stock
−Removed: options to Ron Struthers, 500,000 stock options to Robert McAllister, and
−Removed: 25,000 stock options to Taven White with an exercise price of $0.25,
−Removed: vesting immediately and expiring on July 24, 2019.
−Removed: For the period ended July 31, 2014, the Company recorded
−Removed: a total of $91,915 (2013:
−Removed: $21,279) for stock based compensation
−Removed: The fair value of options granted has been estimated as
−Removed: of the date of the grant by using the Black-Scholes option pricing model
−Removed: with the following assumptions:
−Removed: October 31, 2013
+Added: The Company has established the Equity Incentive Plan whereby the board of directors may, from time to time, grant up to 510,433 stock options to directors, officers, employees, and consultants.
+Added: Stock options granted must be exercised within five years from the date of grant or such lesser period as determined by the Company’s board of directors.
+Added: 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.
+Added: The vesting terms of each grant are set by the board of directors.
+Added: The Company granted the following options during the quarter ended November 30, 2022:
+Added: Exercise Price $
+Added: A continuity schedule for stock options is presented below:
+Added: Weighted Average Exercise Price $
+Added: Weighted Average Remaining Contractual Term (Years)
+Added: Aggregate Intrinsic Value $
+Added: Balance August 31, 2021
+Added: Cancelled/expired
+Added: Balance August 31, 2022
+Added: Balance November 30, 2022 (granted)
+Added: Balance November 30, 2022 (exercisable)
+Added: The fair value of share purchase options granted were estimated as of the date of the grant by using the Black-Scholes option pricing model with the following assumptions:
Expected volatility
2 unchanged sentences
Dividend yield
−Removed: A summary of the stock options for the
−Removed: nine months ended July 31, 2014 is presented below:
−Removed: Options Outstanding
−Removed: Weighted Average
−Removed: Number of Shares
−Removed: Exercise Price
−Removed: Balance, October 31, 2013
−Removed: Balance, July 31, 2014
−Removed: The Company has the following options
−Removed: outstanding and exercisable:
−Removed: Options outstanding
−Removed: Options exercisable
−Removed: Range of Exercise
−Removed: Weighted average
−Removed: Weighted average
−Removed: Weighted average
−Removed: remaining contractual life
−Removed: exercise price
−Removed: exercise price
−Removed: Commitments, Significant Contracts and
−Removed: Contingencies
−Removed: On November 27, 2008, the Company entered into a
−Removed: Consulting Agreement with CAB Financial Services Ltd.
−Removed: for consulting
−Removed: services of CAB on a continuing basis for a consideration of US$8,000 per
−Removed: month plus GST.
−Removed: On May 12, 2009 the Company entered into a consulting
−Removed: agreement with BKB Management Ltd.
−Removed: to act as the Chief Financial Officer
−Removed: and a Director for an initial period of six months for consideration of
−Removed: CAD $4,500 per month plus GST.
−Removed: This agreement replaces the September 1,
−Removed: 2008, Controller Agreement with CAB Financial Services Ltd.
−Removed: Subsequent to
−Removed: October 31, 2010, effective January 1, 2011, the consideration was
−Removed: increased to CAD$5,500 per month plus GST/HST.
−Removed: On August 5, 2010 we entered into a three-month
−Removed: Management agreement with Tom Ihrke, whereby Mr.
−Removed: Ihrke will act as the
−Removed: Senior Vice-President, Business Development for the Company for
−Removed: consideration of $3,125 per month.
−Removed: On December 2, 2010, the Company
−Removed: entered into a month to month management agreement with Tom Ihrke, where
−Removed: Ihrke will continue to act as the Senior Vice-President Business
−Removed: Development for the Company.
−Removed: On October 3, 2011 Mr.
−Removed: Ihrke and the Company
−Removed: amended the agreement whereby his title changed to Manager, Business
−Removed: The Company will pay a monthly consulting fee of $3,125.
−Removed: Effective January 15, 2012, the consulting agreement has been decreased to
−Removed: Effective April 1, 2014, the amended consulting agreement has
−Removed: been increased to $5,000 per month.
−Removed: On July 1, 2013, the Company entered into a 2 year lease
−Removed: for the Kelowna office with monthly rental rate of $1,652 including
−Removed: On March 10, 2014, the Company entered into a Social
−Removed: Media/Web Marketing Agreement with Stuart Gray.
−Removed: The term of this Agreement
−Removed: shall begin on the date of execution of this Agreement for a period of
−Removed: The consideration for services
−Removed: is $60,000 payable in common shares of the Company.
−Removed: Upon execution of the
−Removed: Agreement, the Company issued 150,000 common shares of the Company at a price of
−Removed: $0.40 for the 12 month Social Media/Web Marketing Agreement.
−Removed: On March 12, 2014, the Company signed a
−Removed: $50,000 12 month marketing agreement with Agora Internet Relations Corp.
−Removed: in common shares of the Company.
−Removed: The first quarter payment is $12,500, by
−Removed: issuing 20,833 common shares of the Company at a market price of $0.60 per
−Removed: On April 1, 2014, the Company entered
−Removed: into a one year contract with Pacific Court Capital Corp., wholly owned company
−Removed: by Kristian Dagsaan as Controller for CAD$3,000 plus GST.
−Removed: This contract was
−Removed: terminated on August 31, 2014.
−Removed: On April 1, 2014 the Company entered
−Removed: into a 90 day agreement for $9,000 with Ken Faulkner as a corporate development
−Removed: Faulkner will assist the Company with answering and initiating
−Removed: calls and communications of any kind with various shareholders and investors for
−Removed: purposes of corporate communications;
−Removed: acquisitions;
−Removed: analysis of various regulatory reports such as those required by the
−Removed: US Securities and Exchange Commission and by various Provincial Securities
−Removed: Commissions in Canada;
−Removed: preparing and editing Company presentations and generally
−Removed: communicating the Companys information.
−Removed: On April 10, 2014, the Company entered
−Removed: into a Letter of Intent (" LOI ") that set forth the basic terms of
−Removed: discussions between Enertopia Corporation, or its wholly-owned subsidiary
−Removed: (" Enertopia ") and Lexaria Corp., or its wholly-owned subsidiary
−Removed: (" Lexaria ") (collectively, the " Parties ") with regard to the
−Removed: ownership by Enertopia of a 51% interest in the business, and the ownership by
−Removed: Lexaria of a 49% interest in the business of legally producing, manufacturing,
−Removed: propagating, importing/exporting, testing, researching and developing, and
−Removed: selling marihuana for medical purposes under the MMPR.
−Removed: The Company issued
−Removed: 500,000 common shares at a price of $0.40 to Enertopia, which are held in escrow
−Removed: until the Health License license is obtained by Enertopia.
−Removed: On May 28, 2014,
−Removed: Enertopia and Lexaria have signed a Definitive Agreement.
−Removed: On April 10, 2014, a letter of intent,
−Removed: was signed on behalf of Lexaria CanPharm Corp.
−Removed: - a wholly owned subsidiary of
−Removed: Lexaria, and Enertopia Corporation (Lessee) and Mr.
−Removed: Jeff Paikin (Lessor) that
−Removed: sets out the Lessees and Lessors shared intent to enter into a lease agreement
−Removed: (the Lease) for warehouse space (the Leased Premises) in the building
−Removed: located in Ontario (the Building) for the purposes of a licensed medical
−Removed: marijuana production facility.
−Removed: The Company issued the 55,000 common shares at a
−Removed: deemed price of $0.40 per the terms of the Letter of Intent to lease space in
−Removed: the building owned by the Lessor.
−Removed: The LOI was amended on July 22, 2014,
−Removed: subsequent to quarter end, on August 1, 2014, the Company signed an extension to
−Removed: an amended Letter of Intent that was executed on April 10, 2014.
−Removed: terms of the extended Letter of Intent, on August 5, 2014, the Company issued
−Removed: 91,662 common shares at a deemed price of $0.30.
−Removed: On April 14, 2014, the Company
−Removed: appointed Mr.
−Removed: Jeff Paikin to its Advisory Board for a period of not less than
−Removed: one year, but to be determined by certain performance thresholds described in
−Removed: Upon signing of the letter of acceptance the Company issued 110,000
−Removed: common shares at a deemed price of $0.39.
−Removed: Consulting agreement amended on June
−Removed: 18, 2014, Mr.
−Removed: Paikin can be eligible to receive up to a total of 1,650,000
−Removed: common shares of the Company.
−Removed: On July 17, 2014, the Company issued 165,000
−Removed: common shares at a deemed price of $0.26.
−Removed: On April 24, 2014 the Company entered
−Removed: into a one year consulting contract with Clark Kent as Media Coordinator for a
−Removed: monthly fee of CAD$2,250 plus GST.
−Removed: Upon signing of the contract of acceptance
−Removed: the Company issued 110,000 common shares at a deemed price of $0.32.
−Removed: agreement amended on June 18, 2014, Mr.
−Removed: Kent can be eligible to receive up to a
−Removed: total of 1,650,000 common shares of the Company.
−Removed: On July 17, 2014, the Company
−Removed: issued 165,000 common shares at a deemed price of $0.26.
−Removed: On April 24, 2014 the Company entered
−Removed: into a one year consulting contract with Don Shaxon as Ontario Operations
−Removed: Manager for a monthly fee of CAD$3,375 plus GST.
−Removed: Upon signing of the contract of
−Removed: acceptance the Company issued 110,000 common shares at a deemed price of $0.32.
−Removed: Consulting agreement amended on June 18, 2014, Mr.
−Removed: Shaxon can be eligible to
−Removed: receive up to a total of 1,650,000 common shares of the Company.
−Removed: 2014, the Company issued 165,000 common shares at a deemed price of $0.26.
−Removed: On April 24, 2014 the Company entered
−Removed: into a one year consulting contract with 490072 Ontario Ltd.
−Removed: operating as HEC
−Removed: Group, wholly owned company by Greg Boone as Human Resources Manager.
−Removed: signing of the contract of acceptance the Company issued 110,000 common shares
−Removed: at a deemed price of $0.32.
−Removed: Consulting agreement amended on June 18, 2014, Mr.
−Removed: Boone can be eligible to receive up to a total of 1,650,000 common shares of the Company.
−Removed: 2014, the Company issued 165,000 common shares at a deemed price of
−Removed: On April 24, 2014 the Company entered into a one year
−Removed: consulting contract with Jason Springett as Master Grower for Ontario
−Removed: Operations for a monthly fee of $3,375 plus GST.
−Removed: Upon signing of the
−Removed: contract of acceptance the Company issued 110,000 common shares at a
−Removed: deemed price of $0.32.
−Removed: Consulting agreement amended on June 18, 2014, Mr.
−Removed: Springett can be eligible to receive up to a total of 1,650,000 common
−Removed: shares of the Company.
−Removed: On July 17, 2014, the Company issued 165,000 common
−Removed: shares at a deemed price of $0.26.
−Removed: On April 24, 2014 the Company entered into a one year
−Removed: consulting contract with 2342878 Ontario Inc.
−Removed: wholly owned company by
−Removed: Chris Hornung as Assistant Manager.
−Removed: Upon signing of the contract of
−Removed: acceptance the Company issued 110,000 common shares at a deemed price of
−Removed: On July 14, 2014, the Company accepted Mr.
−Removed: On May 5, 2014 the Company entered into a one year
−Removed: consulting contract as Security Consultant with Bmullan and Associates, a
−Removed: company wholly owned by Brian Mullan.
−Removed: Upon signing of the contract of
−Removed: acceptance the Company issued 55,000 common shares at a deemed price of
−Removed: Based on the milestones listed in the contract, Mr.
−Removed: Mullan or his
−Removed: company can be eligible to receive up to a total of 275,000 common shares
−Removed: of the Company.
−Removed: On July 17, 2014, the Company issued 55,000 common shares
−Removed: at a deemed price of $0.26.
−Removed: See also Note 6 and 8.
−Removed: Segmented Information
−Removed: The Companys business is considered as operating in one
−Removed: segment (Oil and gas in the United States) based upon the Companys
−Removed: organizational structure, the way in which the operation is managed and
−Removed: evaluated, the availability of separate financial results and materiality
−Removed: considerations.
−Removed: Upon entering into the Joint Venture Agreement (See note
−Removed: 7), the Company will be operating in two segments, the other being the
−Removed: medicinal marihuana business.
−Removed: Marijuana business
−Removed: October 31, 2013
−Removed: July 31, 2014
−Removed: Subsequent Events
−Removed: On August 1, 2014, the Company signed an extension on an
−Removed: amended Letter of Intent, that was executed on April 10, 2014 on behalf of
−Removed: Lexaria CanPharm Corp.
−Removed: - a wholly owned subsidiary of Lexaria, and
−Removed: Enertopia Corporation(Lessee) and Mr.
−Removed: Jeff Paikin of 1475714 Ontario Inc.
−Removed: (Lessor) sets out the Lessees and Lessors shared intent to enter into a
−Removed: lease agreement (the Lease) for warehouse space (the Leased Premises)
−Removed: in the building located at Burlington, Ontario (the Building).
−Removed: 5, 2014 as per the terms of the LOI, the Company issued 91,662 common
−Removed: shares at a deemed price of $0.30 per share.
−Removed: On August 5, 2014, the Company made its second quarter
−Removed: payment to Agora Internet Relations Corp.
−Removed: of $13,125 by issuing
−Removed: 82,031common shares of the Company at a market price of $0.16 per
−Removed: On August 12, 2014, Lexaria closed a private placement by
−Removed: issuing 1,251,333 units at a price of US$0.15 per unit for gross proceeds
−Removed: of US$187,700.
−Removed: Each Unit consists of one common share of the Company and
−Removed: one full non-transferable Share purchase warrant (Warrant).
−Removed: will be exercisable into one further Share (a Warrant Share) at a price
−Removed: of US$0.25 per Warrant Share for a period of eighteen (18) months
−Removed: following closing.
−Removed: The Warrants are subject to an early acceleration
−Removed: provision pursuant to which, in the event that the Companys common shares
−Removed: at any time after 6 months and 1 day have elapsed from the closing of the
−Removed: Offering, as listed on a Principal Canadian Market currently the
−Removed: Canadian Securities Exchange with symbol LXX, has been at or above
−Removed: CDN$0.60 for a period of 20 consecutive trading days, the Company may,
−Removed: within five (5) days thereafter issue to the Subscribers a written notice
−Removed: advising of the accelerated expiry of the Warrants.
−Removed: Such written notice
−Removed: shall identify in reasonable detail the particulars of the acceleration
−Removed: event and identify the date (the "Warrant Accelerated Expiry Date") set
−Removed: for accelerated expiry, which in no event shall be less than 30 days after
−Removed: the mailing date of the written notice.
−Removed: For greater certainty, all
−Removed: Warrants shall expire and be of no further force or effect as of 4:30 pm
−Removed: (Pacific Time) on the Warrant Accelerated Expiry Date.
−Removed: On August 7, 2014, the Companys board approved changing
−Removed: its year end from October 31 to August 31.
−Removed: Managements Discussion and Analysis of Financial
−Removed: Condition and Results of Operations
−Removed: Forward-Looking Statements
−Removed: This quarterly report contains forward-looking statements as
−Removed: that term is defined in the Private Securities Litigation Reform Act of 1995.
−Removed: These statements relate to future events or our future financial performance.
−Removed: some cases, you can identify forward-looking statements by terminology such as
−Removed: "may", "should", "expects", "plans", "anticipates", "believes", "estimates",
−Removed: "predicts", "potential" or "continue" or the negative of these terms or other
−Removed: comparable terminology.
−Removed: These statements are only predictions and involve known
−Removed: and unknown risks, uncertainties and other factors, including the risks in the
−Removed: section entitled "Risk Factors", that may cause our or our industry's actual
−Removed: results, levels of activity, performance or achievements to be materially
−Removed: different from any future results, levels of activity, performance or
−Removed: achievements expressed or implied by these forward-looking statements.
−Removed: we believe that the expectations reflected in the forward-looking statements are
−Removed: reasonable, we cannot guarantee future results, levels of activity, performance
−Removed: or achievements.
−Removed: Except as required by applicable law, including the securities
−Removed: laws of the United States, we do not intend to update any of the forward-looking
−Removed: statements to conform these statements to actual results.
−Removed: Our unaudited interim consolidated financial statements are
−Removed: stated in United States Dollars (US$) and are prepared in accordance with United
−Removed: States Generally Accepted Accounting Principles.
−Removed: The following discussion should
−Removed: be read in conjunction with our financial statements and the related notes that
−Removed: appear elsewhere in this quarterly report.
−Removed: The following discussion contains
−Removed: forward-looking statements that reflect our plans, estimates and beliefs.
−Removed: actual results could differ materially from those discussed in the forward
−Removed: looking statements.
−Removed: Factors that could cause or contribute to such differences
−Removed: include, but are not limited to, those discussed below and elsewhere in this
−Removed: quarterly report, particularly in the section entitled "Risk Factors" of this
−Removed: quarterly report.
−Removed: In this quarterly report, unless otherwise specified, all
−Removed: dollar amounts are expressed in United States dollars.
−Removed: All references to "CAD$"
−Removed: refer to Canadian dollars and all references to "common shares" refer to the
−Removed: common shares in our capital stock.
−Removed: As used in this quarterly report, the terms "we", "us", "our"
−Removed: and "Company" mean Company and/or our subsidiaries, unless otherwise indicated.
−Removed: We were incorporated in the State of Nevada on December 9,
−Removed: We are an exploration and development oil and gas company currently
−Removed: engaged in the exploration for and development of petroleum and natural gas in
−Removed: North America.
−Removed: We maintain our registered agent's office and our U.S.
−Removed: office at Nevada Agency and Transfer Company, 50 West Liberty, Suite 880, Reno,
−Removed: Nevada 89501.
−Removed: Our telephone number is (755) 322-0626.
−Removed: The address of our principal executive office is Suite 950,
−Removed: 1130 West Pender Street, Vancouver, British Columbia V6E 4A4.
−Removed: Our telephone
−Removed: number is (604) 602-1675.
−Removed: We have another office located in Kelowna.
−Removed: locations provide adequate office space for our purposes at this stage of our
−Removed: Our common stock is quoted on the OTC Bulletin Board under the
−Removed: symbol "LXRP" and on the Canadian National Stock Exchange under the symbol LXX
−Removed: The Company is diverse in its pursuit of business opportunities in the Medicinal
−Removed: Marijuana sector and in Oil and Gas operations.
−Removed: In March of 2014, Lexaria began its entry into the medicinal
−Removed: marijuana business sector.
−Removed: Additionally, Lexaria is an oil and gas company
−Removed: engaged in the exploration for oil and natural gas in Canada and the United
−Removed: The Company is currently generating revenues from its business
−Removed: operations in Mississippi.
−Removed: One part of the Companys business plan is to focus
−Removed: on development of the Belmont Lake oil field, in which it has working interests,
−Removed: in order to maximize cash flow and use excess cash flow to pay debt and conduct
−Removed: additional development well drilling.
−Removed: To accomplish this, the Company intends to
−Removed: focus on development drilling first.
−Removed: Eventually the Company will seek a balance
−Removed: between exploration, development and exploitation drilling.
−Removed: sustainable and profitable growth, the Company intends to control the timing and
−Removed: costs of its projects wherever possible.
−Removed: The Company is not currently the
−Removed: operator of any of its properties and will consider becoming the operator only
−Removed: when its financial conditions have improved sufficiently.
−Removed: Due to the implementation of British Columbia Instrument 51-509
−Removed: on September 30, 2008 by the British Columbia Securities Commission, we have
−Removed: been deemed to be a British Columbia based reporting issuer.
−Removed: As such, we are
−Removed: required to file certain information and documents at www.sedar.com.
−Removed: Our Current Business
−Removed: The Company is an oil and gas company engaged in the
−Removed: exploration for oil and natural gas in Canada and the United States.
−Removed: is currently generating revenues from its business operations in Mississippi.
−Removed: March of 2014, we began our entry into medicinal marijuana business.
−Removed: We have acquired working interests in various oil and gas
−Removed: properties in Mississippi USA.
−Removed: All of our current oil and gas assets are located
−Removed: in Wilkinson and Amite counties, Mississippi, where we have between 42% gross
−Removed: working interest and 60% gross working interests in producing oil and/or gas
−Removed: wells and in exploration wells yet to be drilled.
−Removed: Our Belmont Lake oil field
−Removed: discovered in December 2006 is located within the Palmetto Point area of
−Removed: Wilkinson County, Mississippi.
−Removed: Our companys business plan is to focus on development of the
−Removed: Belmont Lake oil field, in which we have working interests, in order to maximize
−Removed: cash flow and use excess cash flow to pay debt and conduct additional
−Removed: development well drilling.
−Removed: Eventually our company will seek a balance between
−Removed: exploration, development and exploitation drilling.
−Removed: To achieve sustainable and
−Removed: profitable growth, our company intends to control the timing and costs of our
−Removed: projects wherever possible.
−Removed: We are not currently the operator of any of our
−Removed: properties and will consider becoming the operator only when our financial
−Removed: conditions have improved sufficiently.
−Removed: During the nine month period ended July 31, 2014, we
−Removed: experienced the following significant corporate developments:
−Removed: On November 1, 2013, the Company closed a private
−Removed: placement of 500,000 units at a price of $0.06 per unit for gross proceeds of
−Removed: Each unit consists of one common stock and one share purchase warrant
−Removed: which entitles a holder to purchase one common stock at a price of $0.10 per
−Removed: warrant share for a period of thirty six month following the close.
−Removed: On November 13, 2013 , the Company refinanced and
−Removed: extended repayment terms on all debt that was otherwise due to mature in
−Removed: December 2013 with CAB Financial Services Ltd., David DeMartini, Emerald
−Removed: Atlantic LLC, and other debt holders of the Company.
−Removed: Per the Amendment
−Removed: Agreements, a) the loan repayment schedule will be converted, with an effective
−Removed: date of December 1, 2013, to a new one year term loan with monthly interest
−Removed: payments at 18% on any declining balance, in arrears and all principal amounts
−Removed: not paid before then due in full on December 1, 2014;
−Removed: b) the first payment of
−Removed: interest shall be due on January 1, 2014;
−Removed: c) the Company will make ten (10)
−Removed: monthly principal payments, each of which is 1/10th of the principal amount
−Removed: owing at the time this Agreement goes into effect, beginning on March 1 2014 and
−Removed: repeating on the first day of each month thereafter until all the principal is
−Removed: d) the Company grants to the lenders new collateral specifically limited
−Removed: to the lenders pro-rata portion (the original initial balance owing to the
−Removed: lender shall form the numerator and $930,000 shall form the denominator) of the
−Removed: Companys portion of the net revenue from the new 12-7 well required to keep the
−Removed: terms of this Agreement in good standing at any given monthly due date.
−Removed: On December 4, 2013, the Company entered into a loan
−Removed: agreement and promissory note with Chris Bunka (the Lender), a director and
−Removed: officer of our company.
−Removed: The principal amount of the note is CAD$51,507.50.
−Removed: entering into of the loan agreement and promissory note provides that the
−Removed: principal and interest on the debt be payable for a period of fifteen months.
−Removed: The note has an interest rate of 15% per annum and a monthly principal payment
−Removed: of $4,292 starting after the third month.
−Removed: On December 6, 2013 , the Company announced that a new
−Removed: well in Belmont Lake Field, the 12-7 well, had been drilled to total depth and
−Removed: sidewall core analysis indicated approximately 20 feet of true vertical depth
−Removed: oil bearing pay.
−Removed: Due to adverse weather conditions, the well has not yet been
−Removed: completed nor put into production.
−Removed: On March 5, 2014, the Company entered into a three year
−Removed: Joint Venture Agreement (JV Agreement) with Enertopia Corp.
−Removed: McAllister (collectively, the "Parties").
−Removed: Whereas the Enertopia Corp.
−Removed: McAllister will source opportunities in the business, and the terms and
−Removed: conditions on which the Parties will form a joint venture to jointly participate
−Removed: in, or offer specific opportunities within the business (the "Joint Venture"),
−Removed: and Robert McAllister will join the Lexaria Corp.
−Removed: advisory board for the term of
−Removed: this JV Agreement.
−Removed: The Parties contribute the following
−Removed: as their initial contributions to the business:
−Removed: Lexaria, as its initial Contribution, hereby pays to
−Removed: Enertopia 1,000,000 common restricted shares as compensation for entering
−Removed: the Joint Venture and for Enertopia to initiate and during the term of the
−Removed: Agreement continue to provide to Lexaria opportunities for Lexaria to
−Removed: build its business
−Removed: Lexaria agrees to additionally pay Enertopia a finders
−Removed: commission, received at the sole election of Enertopia in either cash or
−Removed: in common restricted shares of Lexaria, within a range of 2% - 5% of the
−Removed: value (less of taxes) of any future business acquisition, joint venture or
−Removed: transaction that Lexaria accepts and closes for the life of this JV
−Removed: Lexaria as its initial Contribution, hereby pays to
−Removed: Robert McAllister 500,000 common restricted shares as compensation for
−Removed: entering the Joint Venture and for Robert McAllister to initiate and
−Removed: during the term of the JV Agreement continue to provide to Lexaria
−Removed: opportunities for Lexaria to build its business.
−Removed: Lexaria agrees to additionally award Robert McAllister
−Removed: 500,000 stock options to buy common shares of Lexaria, with terms to be
−Removed: specified and ratified by shareholder and regulatory approvals, as
−Removed: compensation for joining and serving as Chairperson of Lexarias marihuana
−Removed: business advisory board for the term of this JV
−Removed: On March 10, 2014 , the Company entered into a Social
−Removed: Media/Web Marketing Agreement with Stuart Gray.
−Removed: The term of this Agreement shall
−Removed: begin on the date of execution of this Agreement for a period of 12 months.
−Removed: consideration for services is $60,000 payable in common shares of the Company.
−Removed: Upon execution of the Agreement, the Company issued 150,000 common shares of the
−Removed: Company at a price of $0.40 for the 12 month Social Media/Web Marketing
−Removed: On March 12, 2014 , the Company entered into 12 month
−Removed: marketing agreement for $50,000 with Agora Internet Relations Corp.
−Removed: common shares of the Company.
−Removed: The first quarter payment of $12,500 was made by
−Removed: issuing 20,833 common shares of the Company at a price of $0.60 per share.
−Removed: On March 21, 2014 , the Company closed a private
−Removed: placement of 10,600,000 units at a price of $0.12 per unit for gross proceeds of
−Removed: Each unit consists of one common stock and one share purchase
−Removed: warrant which entitles a holder to purchase one common stock at a price of $0.25
−Removed: per warrant share for a period of eighteen months following the close.
−Removed: finders fee for $16,800 was paid to Cannacord Genuity, Leede Financial Markets
−Removed: and PI Financial Corp.;
−Removed: and a stock finders fee of 819,999 common shares of the
−Removed: Company were issued to Canaccord Genuity and Wolverton Securities.
−Removed: On March 25, 2014 the Company received $17,500 for the
−Removed: exercise of 50,000 stock options at $0.35 into 50,000 common shares of the
−Removed: On March 25, 2014 , Jason Springett has joined the
−Removed: Company as an advisor and the Company granted 50,000 stock options with an
−Removed: exercise price of $0.60, vesting immediately and expiring on March 25, 2019.
−Removed: On April 1, 2014 , the Company entered into a 90 day
−Removed: agreement with Ken Faulkner as a Corporate Development Manager.
−Removed: granted 100,000 stock options with an exercise price of $0.50, vesting
−Removed: immediately and expiring on April 1, 2019.
−Removed: On April 1, 2014 , the Company converted $193,333 of the
−Removed: debt outstanding into 552,380 units of the Company at a price of $0.35.
−Removed: unit is comprised of one common share and one share purchase warrant which
−Removed: entitles the holder to purchase one common stock at a price of $0.40 for a
−Removed: period of 12 months after the conversion.
−Removed: On April 10, 2014 , the Company entered into a Letter of
−Removed: This Letter of Intent ("LOI") shall set forth the basic terms of the
−Removed: recent discussions between Enertopia Corporation, or its wholly-owned subsidiary
−Removed: ("Enertopia") and Lexaria Corp., or its wholly-owned subsidiary
−Removed: ("Lexaria") (collectively, the "Parties") with regard to the ownership by
−Removed: Enertopia of a 51% interest in the business, and the ownership by Lexaria of a
−Removed: 49% interest in the business of legally producing, manufacturing, propagating,
−Removed: importing/exporting, testing, researching and developing, and selling marihuana
−Removed: for medical purposes under the MMPR (the "Business").
−Removed: Acquisition Structure .
−Removed: In accordance with the terms of a
−Removed: formal and definitive Agreement to be entered into between Enertopia and Lexaria
−Removed: (the "Definitive Agreement"), Enertopia shall own 51% ownership interest in the
−Removed: Business (the "Enertopia Ownership") and Lexaria shall own 49% ownership
−Removed: interest in the Business (the Lexaria Ownership).
−Removed: Within 10 days, Enertopia shall contribute $45,000
−Removed: and Lexaria shall contribute $55,000 to the Business
−Removed: Upon the execution of this LOI, Enertopia and Lexaria shall
−Removed: structure a joint venture for legally producing, manufacturing, propagating,
−Removed: importing/exporting, testing, researching and developing, and selling marihuana
−Removed: for medical purposes under the MMPR.
−Removed: At such time the Parties will be deemed to
−Removed: have formed a joint venture for the operation, management and further
−Removed: development of the Business (the "Joint Venture").
−Removed: Lexaria will pay 55% of all
−Removed: costs to earn its 49% net Ownership Interest and Enertopia will pay 45% of all
−Removed: costs to earn its 51% Ownership Interest.
−Removed: A total of 500,000 Definitive
−Removed: Agreement Shares shall be issued to Enertopia, held in escrow (the "Escrow
−Removed: Shares") by Lexaria's solicitors until such date as the License (as hereinafter
−Removed: defined) has been obtained by Enertopia (the "Effective Date").
−Removed: Upon occurrence
−Removed: of the Effective Date, the Escrow Shares will be released from escrow.
−Removed: event the Effective Date does not occur within 12 months of the date of the
−Removed: Definitive Agreement (the "Execution Date"), the Definitive Agreement Shares
−Removed: shall be cancelled and returned to treasury.
−Removed: The joint venture shall be responsible
−Removed: Source and secure a suitable
−Removed: location or locations from which to conduct the Business;
−Removed: the necessary construction, operations and management expertise to build,
−Removed: operate and manage the Business;
−Removed: Agree unanimously on an appropriate
−Removed: funding schedule for all aspects of building, growing and operating the
−Removed: Agree unanimously on each capital expenditure incurred by
−Removed: the Business of more than $100,000, and on each salary, wage or bonus offered by
−Removed: the Business of more than $100,000 per annum;
−Removed: Agree unanimously on a
−Removed: framework for eventual but regular profit distribution based upon the 51% / 49%
−Removed: net ownership stakes;
−Removed: Receive all municipal, police, fire and
−Removed: necessary approvals to apply for a Licensed Producer (LP) under the Health
−Removed: Operate, expand and manage the business at all times in
−Removed: compliance with all relevant regulations and with best efforts towards maximum
−Removed: efficiencies and profitability.
−Removed: Enertopia warrants that it is a company duly incorporated
−Removed: and in good standing under the laws of the State of Nevada.
−Removed: Enertopia warrants that it will make all best efforts, as
−Removed: majority owner of the Business, to make an application to Health Canada to
−Removed: obtain a license to designating Enertopia as a "Licensed Producer" under
−Removed: MMPR (the "License") as soon as possible following the formation of the
−Removed: Joint Venture..
−Removed: Lexaria warrants that it is a company duly incorporated
−Removed: and in good standing under the laws of the State of
−Removed: Definitive Agreement .
−Removed: Acceptance of this LOI shall be
−Removed: followed by the negotiation and acceptance of the Definitive Agreement which
−Removed: shall incorporate the terms and conditions of this LOI and such other terms,
−Removed: conditions, representations and warranties as are customary for transactions of
−Removed: this nature or as may be reasonably requested by the Parties including
−Removed: provisions relating to the transfer, sale or other disposition of an ownership
−Removed: interest by a Party and governance and operation of the Joint Venture.
−Removed: does not set forth all of the matters upon which agreement must be reached in
−Removed: order for the proposed transaction to be consummated.
−Removed: Management Agreements.
−Removed: The Definitive Agreement will
−Removed: provide for the recognition of management/consulting agreements for certain
−Removed: employees or consultants of the Joint Venture pursuant to which such individuals
−Removed: will receive as yet unknown compensation (the "Management Compensation").
−Removed: Management Compensation shall be payable out of the net profits of the Business,
−Removed: provided however that any shortfall due to insufficient net profits shall be
−Removed: covered by the Joint Venture.
−Removed: Terms of each management/consulting agreement to
−Removed: be agreed upon with each individual third party and either the Joint Venture or
−Removed: either Enertopia or Lexaria, by mutual agreement, as the case may be, and to be
−Removed: entered into not later than April 30, 2014.
−Removed: On April 10, 2014 , the Company entered into a Letter of
−Removed: intent, to executed on behalf of a corporation incorporated by Lexaria Corp.,
−Removed: Lexaria CanPharm Corp.
−Removed: and Enertopia Corporation (Lessee) and Mr.
−Removed: (Lessor) sets out the Lessees and Lessors shared intent to enter into a lease
−Removed: agreement (the Lease) for warehouse space (the Leased Premises) in the
−Removed: building located in Ontario (the Building).
−Removed: The Company issued the 55,000
−Removed: common shares at a deemed price of $0.40 per the terms of the Letter of Intent
−Removed: to lease space in Ontario.
−Removed: The terms and conditions will be set out on a binding
−Removed: lease including some of the following points:
−Removed: Lease space to be approximately 30,000 square feet with a
−Removed: first right of refusal in favour of the Lessee to lease approximately an
−Removed: additional 45,000 square feet for a total of approximately 75,000 square
−Removed: feet as further space currently leased in the Building comes
−Removed: The rent for the Leased Premises shall be base rent of
−Removed: $5.00 per square foot, plus common area charges and taxes, which are
−Removed: currently $3.25 per square foot.
−Removed: All utilities will be in addition to the
−Removed: rent and billed directly to the Lessee.
−Removed: Lease term to be a minimum of 5 years, with the Lessee
−Removed: having an option to renew for three (3) further five (5) year terms at the
−Removed: market rate at the time of renewal.
−Removed: The Lessee will require tenant improvements to the Leased
−Removed: These improvements shall be performed by New Horizon Homes on
−Removed: behalf of the Lessee on a cost plus 10% basis.
−Removed: The plus shall be payable
−Removed: in shares of Lexaria Corp.
−Removed: and Enertopia Corporation as part of this
−Removed: During the first 90 days of the initial 5 year lease, the
−Removed: Lessee shall have the option of paying its Base Rent with shares or with
−Removed: The Lease shall be conditional for a period of 60 days in
−Removed: order to allow the Lessee to confirm that the zoning applicable to the
−Removed: Leased Premises allows for the Lessees intended use of the Leased
−Removed: Premises, in particular a legal marijuana growing operation.
−Removed: for the Lessor holding the Leased Premises for the Lessee for the 60 day
−Removed: conditional period, the Lessee will issue shares to the Lessor or as it
−Removed: may direct having a minimum value of $40,000 Canadian.
−Removed: If the Municipality
−Removed: does not approve medical marijuana for this location, the obligation of
−Removed: the Lessee ends and the remaining lease shall be null and void.
−Removed: initial share payment shall satisfy all of the Lessees obligations if the
−Removed: use is not approved.
−Removed: KNY Architects will be retained by the Lessee in order to
−Removed: begin designing the space required.
−Removed: This will allow the design process to
−Removed: happen prior to the determination of the zoning decision.
−Removed: architectural to be borne by the Lessee.
−Removed: Where any shares of Lexaria Corp.
−Removed: and Enertopia
−Removed: Corporation are to be transferred to the Lessor or as it may direct, the
−Removed: intention is to determine the number of shares to be transferred based on
−Removed: the value of said shares at close of trading on April 9, 2014, with the
−Removed: shares transferred at the lowest legal transfer price based on the April
−Removed: 9, 2014 closing price.
−Removed: All share transfers shall be in accordance with the
−Removed: Exchange and Commission guidelines.
−Removed: All obligations and responsibilities of the Lessee shall
−Removed: be shared by Lexaria Corp.
−Removed: assuming 55% and Enertopia Corp.
−Removed: This Letter of Intent sets out our shared intentions but
−Removed: does not create a binding Lease.
−Removed: The intended relationship set out in this
−Removed: Letter of Intent shall be solely governed by a binding lease agreement in
−Removed: the Lessors standard form, but containing those terms and conditions set
−Removed: out in this Letter of Intent or as otherwise agreed between the parties.
−Removed: It is also implicit in this understanding that the intent of all the
−Removed: parties is to run a first class operation that can become an industry
−Removed: model for the best approach to carrying on a legal marijuana growing
−Removed: S ubsequent to quarter end, on August 1, 2014 , the
−Removed: Company signed an extension on an amended Letter of intent, that was executed on
−Removed: April 10, 2014 on behalf of a corporation to be incorporated by Lexaria Corp.
−Removed: and Enertopia Corporation(Lessee) and Mr.
−Removed: Jeff Paikin of 1475714 Ontario Inc.
−Removed: (Lessor) sets out the Lessees and Lessors shared intent to enter into a lease
−Removed: agreement (the Lease) for warehouse space (the Leased Premises) in the
−Removed: building located at Burlington, Ontario (the Building).
−Removed: On August 5, 2014 as
−Removed: per the terms of the LOI, the Company issued 91,662 common shares at a deemed
−Removed: price of $0.30 per share.
−Removed: The following are the terms of the amended LOI:.
−Removed: Initial lease space to be approximately 20,000 square
−Removed: feet (known as the Vacant Space) with a first right of refusal in favour
−Removed: of the Lessee to lease approximately an additional 30,000 square feet
−Removed: (known as the Occupied Space) and an additional first right of refusal
−Removed: in favour of the Lessee to lease approximately an additional 25,000 square
−Removed: feet (known as the Expansion Space) for a total of approximately 75,000
−Removed: square feet as further space currently leased in the Building comes
−Removed: The rent for the Leased Premises shall be base rent of
−Removed: $5.00 per square foot, plus common area charges and taxes, which are
−Removed: currently $3.25 per square foot.
−Removed: All utilities will be in addition to the
−Removed: rent and billed directly to the Lessee.
−Removed: Lease will be for both the Vacant Space and the Occupied
−Removed: Space and for a term of 5 years, with the Lessee having an option to renew
−Removed: for three (3) further five (5) year terms at the market rate at the time
−Removed: Lease start date to be that date, following notice of
−Removed: intent to construct and occupy the Occupied Space given in writing by the
−Removed: Lessee to the Lessor (the Notice), when the existing third-party tenant
−Removed: in the Occupied Space no longer occupies the Occupied Space.
−Removed: Lessee has no
−Removed: obligation to provide notice of intent to construct and occupy the
−Removed: Occupied Space prior to receiving a Ready to Build letter from Health
−Removed: Canada regarding the MMPR license application at 5070 Benson and if no
−Removed: such letter has been received prior to January 22, 2015, Lessee may at any
−Removed: time at its sole option notify Lessor of its intention to
−Removed: abandon the HC license application at 5070 Benson, in which case
−Removed: Lessor agrees to release Lessee from any further obligations under this
−Removed: Lessee and Lessor have the option of mutually agreeing to
−Removed: extend the lease start date.
−Removed: Rent payment for the Occupied Space payable only in cash,
−Removed: with no option available for the payment of rent with common shares for
−Removed: the Occupied Space.
−Removed: The 5-year term of the Lease will be waived by the
−Removed: Lessor, if the Lessee fails to receive a license issued by Health Canada
−Removed: under the MMPR program, for the cultivation and sale of medical marijuana
−Removed: at the 5070 Benson location, or if any other necessary regulatory license
−Removed: is not received, following 90-day notice given from the Lessee to the
−Removed: Lessor, at the sole option of the Lessee.
−Removed: The Lessee will require tenant improvements to the Leased
−Removed: Premises (the Tenant Improvements).
−Removed: These improvements shall be
−Removed: performed by New Horizon Homes on behalf of the Lessee on a cost plus 10%
−Removed: The plus shall be payable in shares of Lexaria Corp.
−Removed: Enertopia Corporation as part of this arrangement.
−Removed: During the 6 months beginning June 9 2014, the Lessee
−Removed: shall have the option of paying its Base Rent of the Vacant Space with
−Removed: common shares or with cash.
−Removed: During the 6 months following the Notice date if the
−Removed: Notice date is prior to January 22, 2015, the Lessee shall have the option
−Removed: of paying its Base Rent of the Vacant Space with common shares or with
−Removed: and in the event the lease start date is mutually agreed to start
−Removed: after January 22, 2015, the option to pay rent in shares or cash will be
−Removed: determined by the Lessor.
−Removed: KNY Architects has been retained by the Lessee in order
−Removed: to begin designing the space required.
−Removed: All costs of architectural design
−Removed: to be borne by the Lessee.
−Removed: Where any restricted common shares of Lexaria Corp.
−Removed: Enertopia Corporation are to be transferred to the Lessor or as it may
−Removed: direct, the intention is to determine the number of shares to be
−Removed: transferred based on the June 17 2014 LOI draft agreement wherein the
−Removed: valuation share price of Lexaria Corp was determined to be $0.30 and for
−Removed: Enertopia Corp was determined to be $0.19, but in any case all share
−Removed: transfers shall be in accordance with the Canadian Securities Exchange and
−Removed: Securities Commission guidelines.
−Removed: All obligations and responsibilities of the Lessee shall
−Removed: be shared by Lexaria CanPharm Corp.
−Removed: assuming 55% and Thor Pharma Corp.
−Removed: assuming 45%.
−Removed: At that time when Lessee gives Notice to construct and
−Removed: occupy, it shall maintain a minimum cash balance of $120,000 in the Joint
−Removed: Venture bank account in trust for the Lessor to be applied as security
−Removed: towards lease payments, until such time as the MMPR license issued by
−Removed: Health Canada has been received by the Lessee.
−Removed: At that time when Lessee gives Notice to construct and
−Removed: occupy, it shall maintain a minimum cash balance sufficient to cover the
−Removed: approved budget costs of the Tenant Improvements in the Joint Venture bank
−Removed: account in trust for New Horizon Homes and provide evidence of such funds.
−Removed: Tenant Improvement budget subject to exclusive approval of the Lessee, in
−Removed: At that time when Tenant Improvements are complete;
−Removed: the Health Canada MMPR license has been received;
−Removed: and when the Lessee has
−Removed: moved in to the leased space, the Lessee shall maintain a minimum cash
−Removed: balance equivalent to eight-months rent payments for whatever space is
−Removed: occupied at the time by the Lessee, in the Joint Venture bank account in
−Removed: trust for the Lessor to be applied as security towards lease
−Removed: This Letter of Intent sets out our shared intentions but
−Removed: does not create a binding Lease.
−Removed: The intended relationship set out in this
−Removed: Letter of Intent shall be solely governed by a binding lease agreement in
−Removed: the Lessors standard form, but containing those terms and conditions set
−Removed: out in this Letter of Intent or as otherwise agreed between the parties.
−Removed: It is also implicit in this understanding that the intent of all the
−Removed: parties is to run a first class operation that can become an industry
−Removed: model for the best approach to carrying on a legal marijuana growing
−Removed: On April 14, 2014, the Company appointed Mr.
−Removed: to its Advisory Board for a period of not less than one year, but to be
−Removed: determined by certain performance thresholds described in the letter.
−Removed: signing of the letter of acceptance the Company issued 110,000 common shares at
−Removed: a deemed price of $0.39.
−Removed: Consulting agreement amended on June 18, 2014, Mr.
−Removed: Paikin can be eligible to receive up to a total of 1,650,000 common shares of
−Removed: On July 17, 2014 , the Company issued 165,000 common shares
−Removed: at a deemed price of $0.26.
−Removed: On April 24, 2014 the Company entered into a one year
−Removed: consulting contract with Clark Kent as Media Coordinator for a monthly fee of
−Removed: CAD$2,250 plus GST.
−Removed: Upon signing of the contract of acceptance the Company
−Removed: issued 110,000 common shares at a deemed price of $0.32.
−Removed: Consulting agreement
−Removed: amended on June 18, 2014, Mr.
−Removed: Kent can be eligible to receive up to a total of
−Removed: 1,650,000 common shares of the Company.
−Removed: On July 17, 2014 , the Company
−Removed: issued 165,000 common shares at a deemed price of $0.26.
−Removed: On April 24, 2014 the Company entered into a one year
−Removed: consulting contract with Don Shaxon as Ontario Operations Manager for a monthly
−Removed: fee of CAD$3,375 plus GST.
−Removed: Upon signing of the contract of acceptance the
−Removed: Company issued 110,000 common shares at a deemed price of $0.32.
−Removed: agreement amended on June 18, 2014, Mr.
−Removed: Shaxon can be eligible to receive up to a total of 1,650,000
−Removed: common shares of the Company.
−Removed: On July 17, 2014 , the Company issued
−Removed: 165,000 common shares at a deemed price of $0.26.
−Removed: On April 24, 2014 the Company entered into a one year
−Removed: consulting contract with 490072 Ontario Ltd.
−Removed: operating as HEC Group, wholly
−Removed: owned company by Greg Boone as Human Resources Manager.
−Removed: Upon signing of the
−Removed: contract of acceptance the Company issued 110,000 common shares at a deemed
−Removed: price of $0.32.
−Removed: Consulting agreement amended on June 18, 2014, Mr.
−Removed: eligible to receive up to a total of 1,650,000 common shares of the Company.
−Removed: July 17, 2014 , the Company issued 165,000 common shares at a deemed price
−Removed: On April 24, 2014 the Company entered into a one year
−Removed: consulting contract with Jason Springett as Master Grower for Ontario Operations
−Removed: for a monthly fee of $3,375 plus GST.
−Removed: Upon signing of the contract of acceptance
−Removed: the Company issued 110,000 common shares at a deemed price of $0.32.
−Removed: agreement amended on June 18, 2014, Mr.
−Removed: Springett can be eligible to receive up
−Removed: to a total of 1,650,000 common shares of the Company.
−Removed: On July 17, 2014 ,
−Removed: the Company issued 165,000 common shares at a deemed price of $0.26.
−Removed: On April 24, 2014 the Company entered into a one year
−Removed: consulting contract with 2342878 Ontario Inc.
−Removed: wholly owned company by Chris
−Removed: Hornung as Assistant Manager.
−Removed: Upon signing of the contract of acceptance the
−Removed: Company issued 110,000 common shares at a deemed price of $0.32.
−Removed: 2014 , the Company accepted Mr.
−Removed: Hornungs resignation.
−Removed: On May 5, 2014 the Company entered into a one year
−Removed: consulting contract as Security Consultant with Bmullan and Associates, a
−Removed: company wholly owned by Brian Mullan.
−Removed: Upon signing of the contract of acceptance
−Removed: the Company issued 55,000 common shares at a deemed price of $0.30.
−Removed: milestones listed in the contract, Mr.
−Removed: Mullan or his company can be eligible to
−Removed: receive up to a total of 275,000 common shares of the Company.
−Removed: 2014 , the Company issued 55,000 common shares at a deemed price of $0.26.
−Removed: On May 27, 2014 , the Company entered into a letter of
−Removed: intent with Arnprior Bay Property Limited (Lessor) to the intent of entering
−Removed: into a lease agreement in Ontario to lease space to be approximately 24,000
−Removed: square feet with an option to lease a further 22,000 square feet within 2 years,
−Removed: and an additional 49,000 square feet for a total of 95,000 square feet.
−Removed: lease shall be conditional for a period of up to 180 days in order to obtain
−Removed: approval from the appropriate municipal authorities for zoning of a legal
−Removed: marijuana production facility.
−Removed: On May 28, 2014 , Enertopia Corp.
−Removed: (Enertopia) and the
−Removed: Company have signed a Definitive Agreement;
−Removed: the parties are entering into this
−Removed: agreement to set out the terms and conditions by which Enertopia does own a 51%
−Removed: interest in the business and Lexaria does own a 49% interest in the proposed
−Removed: and the terms and conditions on which the parties will form and
−Removed: operate the joint venture to jointly participate in the business (the "Joint
−Removed: The parties contribute the following as their initial
−Removed: contributions to the Joint Venture:
−Removed: Enertopia, as its initial contribution, hereby contributes
−Removed: $45,000 to the Joint Venture bank account.
−Removed: The Company as its initial
−Removed: contribution, hereby contributes $55,000 to the Joint Venture bank account.
−Removed: The parties shall have the following Ownership Interests under
−Removed: this Agreement and of the Joint Venture:
−Removed: Enertopia 51%
−Removed: The parties shall bear the costs arising under this agreement
−Removed: and the operation of the Joint Venture as to the following, as further described
−Removed: in this agreement (the Cost Interests):
−Removed: The parties shall have the following insured liability for all
−Removed: things that are not operating costs arising under this Agreement and the
−Removed: operation of the Joint Venture as to the following:
−Removed: The parties shall receive all revenues and profits derived from
−Removed: the operation of the Joint Venture as to the following, as further described in
−Removed: this agreement (the Revenue Interests):
−Removed: Enertopia 51%
−Removed: On May 29, 2014 , the Company received gross proceeds of
−Removed: $5,000 for the exercise of 50,000 stock options at $0.10 into 50,000 common shares of the Company.
−Removed: On June 11, 2014 , the Company held its Annual and
−Removed: Special Meeting of Shareholders for the following purposes:
−Removed: To elect Chris Bunka, Bal Bhullar, and Nicolas Baxter as
−Removed: directors of the Company for the ensuing year and until their successors
−Removed: To ratify MNP LLP our independent registered public
−Removed: accounting firm for the fiscal year ending October 31, 2014 and to allow
−Removed: directors to set the remuneration;
−Removed: To approve a change of business of the Company;
−Removed: To conduct an advisory vote on the compensation of our
−Removed: Companys Named Executive Officers (the Say-on-Pay Proposal);
−Removed: To conduct an advisory vote on the frequency of future
−Removed: advisory votes on the compensation on our Companys Named Executive
−Removed: Officers (the Say When-on-Pay Proposal);
−Removed: To approve the adoption of the Companys 2014 stock
−Removed: To transact such other business as may properly come
−Removed: before the Meeting or any adjournment of the postponement
−Removed: All proposals were approved by the shareholders.
−Removed: The proposals
−Removed: are described in detail in the Companys definitive proxy statement filed with
−Removed: the Securities and Exchange Commission on May 20, 2014.
−Removed: On July 24, 2014, the Company granted 100,000 stock
−Removed: options to Ron Struthers, 500,000 stock options to Robert McAllister, and 25,000
−Removed: stock options to Taven White with an exercise price of $0.25, vesting
−Removed: immediately and expiring on July 24, 2019.
−Removed: On August 5, 2014, the Company made its second quarter
−Removed: payment to Agora Internet Relations Corp.
−Removed: of $13,125 by issuing $82,031common
−Removed: shares of the Company at a market price of $0.16 per share.
−Removed: On August 12, 2014, Lexaria closed a private placement
−Removed: by issuing 1,251,333 units at a price of US$0.15 per unit for gross proceeds of
−Removed: Each Unit consists of one common share of the Company and one full
−Removed: non-transferable Share purchase warrant (Warrant).
−Removed: Each Warrant will be
−Removed: exercisable into one further Share (a Warrant Share) at a price of US$0.25 per
−Removed: Warrant Share for a period of eighteen (18) months following closing.
−Removed: Warrants are subject to an early acceleration provision pursuant to which, in
−Removed: the event that the Companys common shares at any time after 6 months and 1 day
−Removed: have elapsed from the closing of the Offering, as listed on a Principal Canadian
−Removed: Market currently the Canadian Securities Exchange with symbol LXX, has been at
−Removed: or above CDN$0.60 for a period of 20 consecutive trading days, the Company may,
−Removed: within five (5) days thereafter issue to the Subscribers a written notice
−Removed: advising of the accelerated expiry of the Warrants.
−Removed: Such written notice shall
−Removed: identify in reasonable detail the particulars of the acceleration event and
−Removed: identify the date (the "Warrant Accelerated Expiry Date") set for accelerated
−Removed: expiry, which in no event shall be less than 30 days after the mailing date of
−Removed: the written notice.
−Removed: For greater certainty, all Warrants shall expire and be of
−Removed: no further force or effect as of 4:30 pm (Pacific Time) on the Warrant
−Removed: Accelerated Expiry Date.
−Removed: The Company plans to continue its current business of acquiring
−Removed: interests in potentially high-impact oil and gas property interests that offer a
−Removed: high probability of being able to drill without significant time delays.
−Removed: Company also tries to choose North American properties where, if drilling is
−Removed: successful, the wells could be quickly connected to infrastructure and thus,
−Removed: with success, brought into production and able to generate cash flow as quickly
−Removed: The Company has also investigated the viability of monetizing
−Removed: some of its oil assets and will continue to assess the business environment in
−Removed: order to maximize any possible return to all Company stakeholders.
−Removed: The Companys business plan does not anticipate that it will
−Removed: hire a large number of employees or that it will require extensive office space.
−Removed: The Company has to date, and plans to continue to acquire most of the industry
−Removed: and geological expertise it requires, through third party contractual
−Removed: relationships with consulting experts and with operating companies which will
−Removed: act as operators of the Companys various interests.
−Removed: Although this exposes the
−Removed: Company to certain risks on behalf of those operators, it also allows the
−Removed: Company to participate in the often unique experience and knowledge that local
−Removed: persons have related to certain properties.
−Removed: This strategy allows the Company to
−Removed: participate in a wider variety of oil and gas opportunities than if all of its
−Removed: geological expertise were in-house and confined to a single geographical area.
−Removed: From a business operations perspective, this strategy also enables the Company
−Removed: to minimize its ongoing fixed in-house costs for geological or geophysical
−Removed: analytical expenses while still allowing it to contract for that expertise when
−Removed: and as needed.
−Removed: This business strategy has been successful during a time of
−Removed: declining oil and gas prices, when many companies with high internal overheads
−Removed: and cost structures due to large numbers of highly expensive in-house
−Removed: professionals cannot be sustained due to declining revenues.
−Removed: The Company will
−Removed: hire third-party consulting geophysicists and geologists on an as-needed basis
−Removed: to evaluate oil and gas properties that may be of interest, and to reinforce and
−Removed: double-check the technical work and abilities of its third-party operators.
−Removed: provides the Company with the required expertise it needs, when its needed,
−Removed: whilst avoiding high fixed long-term costs.
−Removed: The Company relies on the business experience of its existing
−Removed: management, on the technical abilities of consulting experts, and on the
−Removed: technical and operational abilities of its operating partner companies to
−Removed: evaluate business opportunities.
−Removed: On December 21, 2005, the Company agreed to purchase a 20%
−Removed: gross working and revenue interest in a 10 well drilling program in Palmetto
−Removed: Point, Mississippi owned by Griffin & Griffin Exploration (Griffin) for
−Removed: cash payments of $700,000, comprised of $220,000 paid upon entering the
−Removed: Agreement and the remaining balance of $480,000 paid on January 17, 2006.
−Removed: Company applied the full cost method to account for its oil and gas properties
−Removed: and as of July 31, 2010, seven wells were found to be proved wells, and three
−Removed: wells were found impaired.
−Removed: One of the wells was impaired due to uneconomic life,
−Removed: and the other two wells were abandoned due to no apparent gas or oil shows
−Removed: The costs of impaired properties were added to the capitalized cost in
−Removed: determination of the depletion expense.
−Removed: Palmetto Point is approximately 150
−Removed: miles southwest of Jackson, Mississippi and approximately 50 miles
−Removed: north/northwest of Baton Rouge, Louisiana.
−Removed: It is 30 miles west of Woodville,
−Removed: Mississippi off of State Highway 33 and is entirely within Wilkinson County.
−Removed: There were no further costs to the Company in earning its
−Removed: interest in the 10 well drilling program, including well development costs or
−Removed: pipeline connections.
−Removed: Griffin has agreed that the leases held by it covering any
−Removed: mineral estate underlying the applicable well site acreage shall not provide for
−Removed: more than twenty-five (25%) percent royalty and overriding royalty interest.
−Removed: Companys net interest in any oil and gas produced is calculated by subtracting
−Removed: the applicable royalties from its 20% gross interest.
−Removed: Consequently, its original
−Removed: net working interest in the drilling program was a minimum fifteen (15%) percent
−Removed: net working interest.
−Removed: Griffin conducted the Drilling Program in its capacity as
−Removed: Operator and receives a 15% carried interest.
−Removed: One of these original 10 wells was the PP F-12-1 well, which
−Removed: was the discovery well of a field now known as the Belmont Lake field.
−Removed: these original 10 wells were targeting the Frio geological formation of the
−Removed: Cenozoic era and Oligocene series, which is characterized in this region as a
−Removed: generally shallow, sandstone-rich layer.
−Removed: In this area of Mississippi, the Frio
−Removed: geologic formation is generally found between 2,000 and 4,500 foot depth from
−Removed: On September 22, 2006, the Company elected to participate in an
−Removed: additional two-well program in Palmetto Point, Mississippi owned by Griffin by
−Removed: paying an additional $140,000 (paid).
−Removed: The Company earned the same 20% gross
−Removed: interest in the two (2) additional wells (12 wells total and all drilled) and
−Removed: subsequently increased its gross interest to 32% in these 12 wells, or a net
−Removed: revenue interest of 20.802815% .
−Removed: On June 23, 2007, the Company acquired an assignment of a 10%
−Removed: gross working interest in the Palmetto Point wells described above from a third
−Removed: party for $520,000 which was payable by a secured loan.
−Removed: The $520,000 loan was
−Removed: valued at a Net Present Value of $501,922, which is the capitalized amount.
−Removed: Company calculated the net present value of the secured loan payable by applying
−Removed: 8% interest rate, which was based on a T-bill rate of 4.28% plus a risk premium.
−Removed: On October 4, 2007, the Company elected to participate in the
−Removed: drilling of the PP F-12-3 well in Palmetto Point, Mississippi which was
−Removed: conducted by Griffin.
−Removed: This well was the second well drilled in the Belmont Lake
−Removed: The Company had a 30% gross working interest and paid $266,348.
−Removed: July 31, 2008, the Company accrued and paid an additional cost of $127,707 for
−Removed: the workovers of wells PP F-12 and PP F-12-3.
−Removed: PP F-12 has had intermittent
−Removed: production from October 2007, and PP F-12-3 has had intermittent production from
+Added: Estimated fair value per option
+Added: $ 1.60 - $ 2.58
+Added: Page 14 of 28
+Added: Commitments, Significant Contracts and Contingencies
+Added: Right of Use Assets - Operating Lease
+Added: The Corporate office and R&D lab space located in Kelowna, British Columbia, Canada is leased until November 15, 2023, with a five-year renewal option.
+Added: In addition to minimum lease payments, the lease requires us to pay property taxes and operating costs which are subject to annual adjustments.
+Added: Right of use assets - operating leases
+Added: 52,444 91,041
+Added: ( 10,104 ) ( 38,597 )
+Added: Total lease assets
+Added: 42,340 52,444
+Added: 49,989 89,393
+Added: Lease payments
+Added: ( 11,204 ) ( 44,600 )
+Added: Interest accretion
+Added: Total lease liabilities
+Added: 39,629 49,988
+Added: Operating lease cost
+Added: 52,444 52,444
+Added: Operating cash flows for lease
+Added: 11,204 44,599
+Added: Remaining lease term
+Added: Discount rate
+Added: 7.25 % 7.25 %
+Added: Pursuant to the terms of the Company’s lease agreements in effect, the following table summarizes the Company’s maturities of operating lease liabilities as of November 30, 2022:
+Added: Total lease payments
+Added: imputed interest
+Added: Present value of operating lease liabilities
+Added: current obligations under leases
+Added: Segment Information
+Added: The Company’s operations involve the development and usage, including licensing, of its proprietary DehydraTECH Technology.
+Added: 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 alternative health consumer products and technology licensing to make operational decisions and to assess the performance of the Company.
+Added: The Company has identified two reportable segments:
+Added: Intellectual Property and Products.
+Added: Licensing revenues are significantly concentrated on one licensee.
+Added: Page 15 of 28
+Added: Three Months Ended
November 30, 2022
−Removed: On April 3, 2009, the Company entered into an Asset Purchase
−Removed: Agreement with Delta Oil & Gas, Inc., and The Stallion Group to
−Removed: acquire additional interests in its existing core producing Mississippi oil and
−Removed: gas properties.
−Removed: The Company paid $40,073.39 to acquire an additional two percent
−Removed: (2%) working interest in the proven Belmont Lake oil and gas field and an
−Removed: additional 10% working interest in potential nearby exploration wells.
−Removed: working interest for Belmont Lake as of July 31, 2009 is 32%;
−Removed: and total working
−Removed: interest in the exploration wells on approximately 140,000 acres surrounding
−Removed: Belmont Lake in all directions as of July 31, 2010, is 60%.
−Removed: The Company had a short-lived opportunity to acquire additional
−Removed: fractional interests in the upcoming Belmont Lake 12-4 well which was expected
−Removed: to be a horizontal well.
−Removed: An unrelated third party did not participate in its
−Removed: right to participate in the 12-4 well, and therefore a share of its interest (a
−Removed: non consent interest) was made available to the
−Removed: other participating parties including Lexaria.
−Removed: On August 28, 2009 and effective on September 1, 2009, to take best advantage of this opportunity, the Company entered into four separate assignment agreements, three of which were with people or
−Removed: companies with related management.
−Removed: The Company received from these four parties proceeds of $371,608.57 to fund additional interests in this well.
−Removed: As a result, the Company has a 25.84% perpetual gross interest in the well (18.0% net revenue
−Removed: as well as a 5.2% net revenue interest in the non-consent interest.
−Removed: The non-consent interest remains valid until such time as the well produces 500% of all costs and expenses back to the participants in the form of revenue, at which time
−Removed: the non-consent interest ends.
−Removed: Enertopia, a company with related management, had acquired from Lexaria a 6.16% perpetual gross interest in the 12-4 well;
−Removed: David DeMartini, a director of Lexaria, had acquired from Lexaria a 5% gross interest in the
−Removed: non-consent interest in the 12-4 well;
−Removed: and Kelowna Resources Group formerly known as 0743608 BC Ltd.
−Removed: a company owned by the President of the Company, had acquired from Lexaria a 11.60% gross interest in the non-consent interest in the 12-4 well.
−Removed: On May 31, 2010, the Company signed a Settlement Agreement with Enertopia Corp., whereby the Company issued 499,893 units at $0.12 per unit and each unit consists of one restricted common share and one share purchase warrant at $0.20 per
−Removed: share for a period of two years in exchange for the working interest initially assigned on August 28, 2009.
−Removed: On June 16, 2010, the Company signed a Settlement Agreement with a third party, who had originally participated in the August 28, 2009, opportunity in the non-consent interest for Belmont Lake 12-4.
−Removed: The Company returned back $144,063 to the
−Removed: third party and cancelled its participation.
−Removed: On July 29, 2010, the Company had agreed with its Operators at Belmont Lake not to proceed to drill a horizontal 12-4 well.
−Removed: Rather, two of the three proposed vertical wells 12-2, 12-4, or 12-5 were proposed to be drilled in August 2010.
−Removed: advantage of this opportunity, the Company cancelled all previous agreements relating to August 28, 2009 with respect to Belmont Lake horizontal well 12-4 and entered into three separate assignment agreements, of which all three were with people or
−Removed: companies with related management.
−Removed: The Company received total proceeds of $324,677 to fund additional interests in these wells.
−Removed: As a result, the Company has a 32% perpetual gross interest in the wells (24.0% net revenue interest);
−Removed: 8% gross interest (6% net revenue interest) in the non-consent interest.
−Removed: The non-consent interest remains valid until such time as the well produces 500% of all costs and expenses back to the participants in the form of revenue, at which time the
−Removed: non-consent interest ends.
−Removed: Emerald Atlantic LLC, a company owned by a director of Lexaria, has acquired from Lexaria a 8.74% gross interest in the non-consent interest in two of the three vertical wells;
−Removed: and Kelowna Resources Group formerly known as
−Removed: 0743608 BC Ltd.
−Removed: a company owned by the President of the Company, has acquired from Lexaria a 20.79% gross interest in the non-consent interest in two of the three vertical wells;
−Removed: an advisor to the Company has acquired from Lexaria 2.46% gross
−Removed: interest in the non-consent interest in two of the three vertical wells.
−Removed: On September 13, 2010, Lexaria Corp.
−Removed: (the “Company”) entered into three separate assignment agreements, replacing the July 29, 2010 agreements with Kelowna Resources Group formerly known as 0743608 BC Limited, solely owned by a
−Removed: Director/Officer of the Company;
−Removed: Emerald Atlantic LLC, solely owned by a Director of the Company, and the Senior VP Business Development.
−Removed: (the “Assignees”), whereby the Assignees have paid a fee of US$408,116.48 to earn a 24% share
−Removed: of the Company’s gross non-perpetual 32% interest in the three oil wells being drilled in Wilkinson County, Mississippi.
−Removed: As a result of the three assignment agreements, Lexaria receives at no cost to the company, a carried interest of 8% in
−Removed: these same rights and benefits.
−Removed: The Company assigns, transfers and sets over to the Assignees, all proportionate rights, interest and benefits in the Assigned Non Perpetual Interest held by or granted to the Assignor in and to the Participation
−Removed: Agreement between the Company and Griffin but limited to a gross 500% revenue payout based on the total amount paid under the Initial Consideration and the Subsequent Consideration after which all rights, interests and benefits cease.
−Removed: On November 1, 2013, Lexaria Corp.
−Removed: (the “Company”) entered into three separate assignment agreements with CAB Financial Services Ltd.
−Removed: solely owned by a Director/Officer of the Company;
−Removed: Emerald Atlantic LLC, solely owned by a Director of
−Removed: the Company, and a third party.
−Removed: (the “Assignees”), whereby the Assignees have paid a fee of US$305,894 to earn a 28.68% share of the Company’s perpetual 42% interest in a proposed 12-7 oil well to be drilled in Wilkinson
−Removed: County, Mississippi.
−Removed: As a result of the three assignment agreements, Lexaria receives a carried interest of 13.32% in these same rights and benefits.
−Removed: The Company assigns and transfers over to the Assignees, all proportionate rights, interest and
−Removed: benefits in the Assigned Perpetual Interest held by or granted to the Assignor in and to the Participation Agreement between the Company and Griffin.
−Removed: Total working interest for Belmont Lake as of October 31, 2010 is 32%, with the exception of a 40% interest in wells PP F-12-4 and PP F-12-5;
−Removed: and 13.32% in PP F-12-7.
−Removed: As of July 31, 2014, there were additional well interest changes or workovers in the amount of $56,420.
−Removed: As of July 31, 2014, the status of the Palmetto Point,
−Removed: Mississippi wells is as follows:
−Removed: Frio Oil, 26 ft.
−Removed: Significant Acquisitions and Dispositions
−Removed: None applicable.
−Removed: Purchase of Significant Equipment
−Removed: We do not intend to purchase any significant equipment
−Removed: (excluding oil and gas activities) over the twelve months other than office
−Removed: computers, furnishings, and communication equipment as required.
−Removed: Corporate Offices
−Removed: The address of our principal executive office is Suite 950,
−Removed: 1130 West Pender Street, Vancouver, British Columbia, V6E 4A4, for which we
−Removed: share 500 square feet of office space, which includes two executive office for a
−Removed: monthly rental of CAD$1,208.
−Removed: Our telephone number is (604) 602-1675.
−Removed: another office located in Kelowna, for which we have 1,500 square feet of office
−Removed: space, which includes four executive offices for a monthly rate of CAD$826.
−Removed: current locations provide adequate office space for our purposes at this stage
−Removed: of our development.
−Removed: We primarily used the services of sub-contractors and
−Removed: consultants for manual labour exploration work and drilling on our properties.
−Removed: Our past director, Dr.
−Removed: David DeMartini was our technical advisor.
−Removed: The Company has a consulting agreement with BKB Management
−Removed: Ltd., a corporation organized under the laws of the Province in British
−Removed: BKB Management Ltd.
−Removed: is a consulting company controlled by the chief
−Removed: financial officer and director for a consideration of CAD $5,500 per month plus
−Removed: The Company has a consulting agreement with CAB Financial
−Removed: Services Ltd., a corporation organized under the laws of the Province of British
−Removed: CAB Financial Services is a consulting company controlled by the
−Removed: chairman of the board and the chief executive officer of the Company.
−Removed: consulting services provided by CAB Financial Services are on a continuing basis
−Removed: for a consideration of $8,000 per month plus HST.
−Removed: CAB Financial Services Ltd.
−Removed: may terminate the agreement at any time by giving 30 days written notice.
−Removed: On September 9, 2009, the Company appointed Mr.
−Removed: David DeMartini
−Removed: to the Board of Directors and resigned his position on April 25, 2014.
−Removed: On August 6, 2010 the Company entered into a three month
−Removed: consulting agreement with Tom Ihrke to act as the Companys Business Development
−Removed: Manager for consideration of US$3,125 per month and 150,000 stock options
−Removed: granted at $0.20.
−Removed: On December 2, 2010, the Company entered into a month to month
−Removed: management agreement with Tom Ihrke, where by Mr.
−Removed: Ihrke will continue to act as
−Removed: the Business Development Manager for the Company.
−Removed: The Company paid a monthly
−Removed: consulting fee of $3,125.
−Removed: Effective January 15, 2012, the consulting agreement
−Removed: has been decreased to $10 a month.
−Removed: Effective April 1, 2014, the consulting
−Removed: agreement has been replaced as US Project Manager at a monthly rate of $5,000.
−Removed: On April 1, 2014, the Company entered into a one year contract
−Removed: with Pacific Court Capital Corp., wholly owned company by Kristian Dagsaan as
−Removed: Controller for CAD$3,000 plus GST.
−Removed: This contract was terminated on August 31,
−Removed: We do not expect any material changes in the number of
−Removed: employees over the next 12 month period.
−Removed: We do and will continue to outsource
−Removed: contract employment as needed.
−Removed: However, with project advancement and if we are
−Removed: in our initial and any subsequent drilling programs or licensing attempts for medical marijuana facilities, we may retain additional employees.
−Removed: Off-Balance Sheet Arrangements
−Removed: We have no significant off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital
−Removed: expenditures or capital resources that are material to stockholders.
−Removed: Critical Accounting Policies
−Removed: Our consolidated financial statements and accompanying notes are prepared in accordance with generally accepted accounting principles used in the United States.
−Removed: Preparing financial statements requires management to make estimates and assumptions
−Removed: that affect the reported amounts of assets, liabilities, revenue, and expenses.
−Removed: These estimates and assumptions are affected by management's application of accounting policies.
−Removed: We believe that understanding the basis and nature of the estimates and
−Removed: assumptions involved with the following aspects of our financial statements is critical to an understanding of our financials.
−Removed: Oil and Gas Properties
−Removed: We utilize the full cost method to account for our investment in oil and gas properties.
−Removed: Accordingly, all costs associated with acquisition, exploration and development of oil and gas reserves, including such costs as leasehold acquisition costs,
−Removed: capitalized interest costs relating to unproved properties, geological expenditures, and tangible and intangible development costs including direct internal costs are capitalized to the full cost pool.
−Removed: As of July 31, 2014, we have properties with
−Removed: proven reserves and production and sales from these reserves has commenced.
−Removed: Capitalized costs, including estimated future costs to develop the reserves and estimated abandonment costs, net of salvage, are being depleted on the units-of-production
−Removed: method using estimates of the proved reserves.
−Removed: Investments in unproved properties and major development projects including capitalized interest, if any, are not depleted until proved reserves associated with the projects can be determined.
−Removed: future exploration of unproved properties are determined uneconomical the amount of such properties are added to the capitalized cost to be depleted.
−Removed: As at July 31, 2014, management believes none of our unproved oil and gas properties were
−Removed: considered impaired other than as previously reported.
−Removed: The capitalized costs included in the full cost pool are subject to a "ceiling test", which limits such costs to the aggregate of the estimated present value, using a ten percent discount rate, of the future net revenues from proved reserves, based
−Removed: on current economic and operating conditions plus the lower of cost and estimated net realizable value of unproven properties.
−Removed: Sales of proved and unproved properties are accounted for as adjustments of capitalized costs with no gain or loss recognized, unless such adjustments would significantly alter the relationship between capitalized costs and proved reserves of oil
−Removed: and gas, in which case the gain or loss is recognized in the statement of operations.
−Removed: Long-Lived Assets
−Removed: In accordance with FASB ASC 360 Section S45, “Accounting for the Impairment or Disposal of Long-Lived Assets", the carrying value of intangible assets and other long-lived assets is reviewed on a regular basis for the existence of facts or
−Removed: circumstances that may suggest impairment.
−Removed: We recognize impairment when the sum of the expected undiscounted future cash flows is less than the carrying amount of the asset.
−Removed: Impairment losses, if any, are measured as the excess of the carrying
−Removed: amount of the asset over its estimated fair value.
−Removed: Revenue Recognition
−Removed: Oil and natural gas revenues are recorded using the sales method whereby our Company recognizes oil and natural gas revenue based on the amount of oil and gas sold to purchasers when title passes, the amount is determinable and collection is
−Removed: reasonably assured.
−Removed: Actual sales of gas are based on sales, net of the associated volume charges for processing fees and for costs associated with delivery, transportation, marketing, and royalties in accordance with industry standards.
−Removed: costs and taxes are recognized in the same period of which revenue is earned.
−Removed: Going Concern
−Removed: We have suffered recurring losses from operations.
−Removed: The continuation of our Company as a going concern is dependent upon our Company attaining and maintaining profitable operations and/or raising additional capital.
−Removed: The financial statements do not
−Removed: include any adjustment relating to the recovery and classification of recorded asset amounts or the amount and classification of liabilities that might be necessary should our Company discontinue operations.
−Removed: The continuation of our business is dependent upon us raising additional financial support and/or attaining and maintaining profitable levels of internally generated revenue.
−Removed: The issuance of additional equity securities by us could result in a
−Removed: significant dilution in the equity interests of our current stockholders.
−Removed: Obtaining commercial loans, assuming those loans would be available, will increase our liabilities and future cash commitments.
−Removed: Recently Adopted Accounting Standards
−Removed: In February 2013, the FASB issued new accounting guidance to improve the reporting of reclassifications out of accumulated other comprehensive income.
−Removed: Under the guidance, an entity is required to provide information about the amounts reclassified
−Removed: out of accumulated other comprehensive income (“AOCI”) by component.
−Removed: In addition, an entity is required to present, either on the face of the financial statements or in the notes, significant amounts reclassified out of AOCI by the
−Removed: respective line items of net income, but only if the amount reclassified is required to be reclassified in its entirety in the same reporting period.
−Removed: For amounts that are not required to be reclassified in their entirety to net income, an entity is
−Removed: required to cross-reference to other disclosures that provide additional details about those amounts.
−Removed: The guidance did not change the requirements for reporting net income or other comprehensive income in the financial statements.
−Removed: The new guidance
−Removed: is effective for annual reporting periods beginning on or after December 15, 2012, and interim periods within those annual periods.
−Removed: The Company has adopted this guidance in fiscal year 2014 and it does not have a significant impact on its results of
−Removed: operations, financial condition and cash flows.
−Removed: In March 2013, the Financial Accounting Standards Board ( “FASB”) issued Accounting Standards Update ("ASU") 2013-05, "Foreign Currency Matters (Topic 830);
−Removed: Parent’s Accounting for the Cumulative Translation Adjustment upon
−Removed: Derecognition of Certain Subsidiaries or Groups of Assets within a Foreign Entity or of an Investment in a Foreign Entity." This guidance applies to the release of the cumulative translation adjustment into net income when a parent either sells a
−Removed: part or all of its investment in a foreign entity or no longer holds a controlling financial interest in a subsidiary or group of assets that is a business (other than a sale of in substance real estate or conveyance of oil and gas mineral rights)
−Removed: within a foreign entity.
−Removed: 2013-05 is effective prospectively for fiscal years (and interim reporting periods within those years) beginning after December 15, 2013.
−Removed: The Company adopted this guidance in fiscal year 2014 and it does not have a
−Removed: significant impact on its results of operations, financial condition and cash flows.
−Removed: In July 2013, the FASB issued ASU No.
−Removed: 2013-11, Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists.
−Removed: This new guidance provides specific financial statement
−Removed: presentation requirements of an unrecognized tax benefit when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists.
−Removed: The guidance states that an unrecognized tax benefit in those circumstances should be presented
−Removed: as a reduction to the deferred tax asset.
−Removed: This guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2013.
−Removed: Early adoption is permitted.
−Removed: The Company adopted this guidance in fiscal year 2014 and
−Removed: the adoption of this guidance does not have a material impact on its financial statements.
−Removed: 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
−Removed: New Accounting Pronouncements
−Removed: In April 2014, the FASB issued ASU No.
−Removed: 2014-08, “Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity.”
−Removed: 2014-08 amends the definition of discontinued operations by limiting discontinued
−Removed: operations reporting to disposals of components of an entity that represent strategic shifts that have (or will have) a major effect on an entity's operations and financial results.
−Removed: The amendments require expanded disclosures for discontinued
−Removed: operations that would provide users of financial statements with more information about the assets, liabilities, revenues, and expenses of discontinued operations and disclosure of the pretax profit or loss of individually significant components of
−Removed: an entity that do not qualify for discontinued operations reporting.
−Removed: 2014-08 is to be applied prospectively to all disposals (or classifications as held for sale) of components of an entity and all businesses or nonprofit activities that, on
−Removed: acquisition, are classified as held for sale that occur within fiscal years, and interim periods within those years, beginning
−Removed: after December 15, 2014.
−Removed: The adoption of ASU No.
−Removed: 2014-08 is not expected to have
−Removed: a material impact on the Companys results of operations or the Companys
−Removed: financial position.
−Removed: Results of Operations Three Months Ended July 31, 2014 and
−Removed: The following summary of our results of operations should be
−Removed: read in conjunction with our financial statements for the quarter ended July 31,
−Removed: 2014, which are included herein.
−Removed: Our operating results for the three months ended July 31, 2014,
−Removed: for the three months ended July 31, 2013 and the changes between those periods
−Removed: for the respective items are summarized as follows:
+Added: Consolidated Total
+Added: Cost of goods sold
+Added: Operating expenses
+Added: ( 1,136,961 )
+Added: ( 1,854,987 )
+Added: Segment income (loss)
+Added: ( 1,128,020 )
+Added: ( 1,769,306 )
Three Months Ended
+Added: November 30, 2021
+Added: Consolidated Total
+Added: External revenue
+Added: Cost of goods sold
+Added: Operating expenses
+Added: ( 1,097,040 )
+Added: ( 2,011,792 )
+Added: ( 1,090,160 )
+Added: ( 2,003,482 )
+Added: Capital Asset by Region
+Added: Net Balance Canada
+Added: Total Net Balance
Three Months Ended
−Removed: Change Between
−Removed: July 31, 2014
−Removed: General and administrative
−Removed: Interest expense
−Removed: Consulting fees
−Removed: Cost of Revenue
−Removed: Oil and gas operating expenses
−Removed: Professional Fees
−Removed: Net Income (Loss)
−Removed: Our accumulated losses increased to $6,229,268 as of July 31,
−Removed: Our financial statements report a net loss of $576,367 for the three month
−Removed: period ended July 31, 2014 compared to a net loss of $57,669 for the three month
−Removed: period ended July 31, 2013.
−Removed: Our revenues have decreased for the three month
−Removed: period ended July 31, 2014 compared to the three month period ended July 31,
−Removed: 2013, by $115,618.
−Removed: During the period ended July 31, 2013 the oil field enjoyed
−Removed: flush production from the 12-1 and 12-3A wells as a result of workovers
−Removed: completed during that period, and that flush production will not be repeated
−Removed: from those wells.
−Removed: As a result there are lower production volumes for wells 12-1
−Removed: and 12-3A in the current period.
−Removed: Additionally, well 12-4 and 12-5 have been shut
−Removed: Our general and administrative costs in the three month period ending July
−Removed: 31, 2014 were higher by $487,897, than the year-earlier period.
−Removed: primarily due to an increase in advertising, consulting fees, stock based
−Removed: compensation, professional fees, and foreign exchange.
−Removed: In particular the
−Removed: consulting fees were higher by $362,960 for the three months ended July 31, 2014
−Removed: compared to July 31, 2013, which was largely due to new consulting contracts
−Removed: signed with respect to the LOIs signed in March, April, May and June.
−Removed: respect to some of the consulting contracts, first milestone of Municipal
−Removed: Approval from Burlington, Ontario milestone was achieved resulting in additional
−Removed: consulting fees.
−Removed: These increased costs are due to the Companys entrance into
−Removed: the Medical Marijuana business sector.
−Removed: The cost of revenue was $82,100 for the three month period
−Removed: ended July 31, 2014, compared to $175,330 for the three month period ended July
−Removed: the decrease in cost of revenue in the current period is largely due
−Removed: to decreased depletion and operating costs.
−Removed: The Company had oil and gas
−Removed: operating expenses of $33,954 in the three months ending July 31, 2014 compared
−Removed: to $92,813 for the three months ended July 31, 2014.
−Removed: The operating costs are
−Removed: lower by $58,859 due to the decreased production in the current period.
−Removed: Results of Operations Nine Months Ended July 31, 2014 and
−Removed: The following summary of our results of operations should be
−Removed: read in conjunction with our financial statements for the nine months ended July
−Removed: 31, 2014, which are included herein.
−Removed: Our operating results for the nine months ended July 31, 2014,
−Removed: for the nine months ended July 31, 2013 and the changes between those periods
−Removed: for the respective items are summarized as follows:
−Removed: Nine Months Ended
−Removed: July 31, 2014
−Removed: Nine Months Ended
−Removed: July 31, 2013
−Removed: Change Between
−Removed: July 31, 2014
−Removed: General and administrative
−Removed: Interest expense
−Removed: Consulting fees
−Removed: Cost of Revenue
−Removed: Oil and gas operating expenses
−Removed: Professional Fees
−Removed: As at July 31, 2014, we had $957,418 in current liabilities.
−Removed: Our net cash used in operating activities for the nine months ended July 31,
−Removed: 2014 was $218,346 compared to net cash provided of $246,726 in the nine months
−Removed: ended July 31, 2013.
−Removed: Our accumulated losses increased to $6,229,268 as of July
−Removed: Our financial statements report a net loss of $1,171,591 for the nine
−Removed: month period ended July 31, 2014 compared to a net loss of $217,283 for the nine
−Removed: month period ended July 31, 2013.
−Removed: Our general and administrative costs of
−Removed: $1,307,865 for the nine month period ending July 31, 2014 were higher by
−Removed: $797,818 compared to the previous period July 31, 2013.
−Removed: This is primarily due to
−Removed: an increase in advertising, consulting fees, stock based compensation,
−Removed: professional fees, and foreign exchange.
−Removed: In particular the consulting fees were
−Removed: higher by $641,200 for the nine months ended July 31, 2014 compared to July 31,
−Removed: 2013, which was largely due to new consulting contracts signed with respect to
−Removed: the LOIs signed in March, April, May and June.
−Removed: With respect to some of the
−Removed: consulting contracts, first milestone of Municipal Approval from Burlington,
−Removed: Ontario milestone was achieved resulting in additional consulting fees.
−Removed: increased costs are due to the Companys entrance into the Medical Marijuana
−Removed: business sector.
−Removed: The Company recognized cost of revenue in oil and gas
−Removed: properties of $319,111 during the nine months ended July 31, 2014, compared to
−Removed: $563,596 for the nine months ended July 31, 2013.
−Removed: We had lower production
−Removed: volumes in wells 12-1 and 12-3A and additionally, wells 12-4 and 12-5 are
−Removed: currently shut-in.
−Removed: Our total liabilities as of July 31, 2014 were $1,016,663 as
−Removed: compared to total liabilities of $1,474,448 as of October 31, 2013 as certain
−Removed: debts have been paid down or converted into equity.
−Removed: Liquidity and Financial Condition
−Removed: Working Capital
−Removed: Current assets
−Removed: Current liabilities
−Removed: Working capital (Deficiency)
−Removed: Nine Months Ended
−Removed: Cash flows provided by (used
−Removed: in) operating activities
−Removed: Cash flows (used in) investing activities
−Removed: Cash flows provided by (used
−Removed: in) financing activities
−Removed: Increase (decrease) in cash and cash
−Removed: Operating Activities
−Removed: Net cash used in operating activities was $411,679 for the nine
−Removed: months ended July 31, 2014 compared with net cash provided in operating
−Removed: activities of $246,726 in the same period in 2013.
−Removed: This was a result of higher
−Removed: consulting fees and lower revenues for the nine months ended July 31, 2014.
−Removed: Investing Activities
−Removed: Net cash used in investing activities was $107,984 in the nine
−Removed: months ended July 31, 2014 compared to net cash used in investing activities was
−Removed: $64,381 in the same period in 2013.
−Removed: During the nine months ended July 31, 2014,
−Removed: the Company used more cash for investing activities as a result of its entrance
−Removed: in the medical marijuana sector.
−Removed: Financing Activities
−Removed: Net cash provided in financing activities was $1,032,596 in the
−Removed: nine months ended July 31, 2014 compared to net cash used by financing
−Removed: activities of $335,330 in the same period in 2013.
−Removed: This is attributable to the
−Removed: private placements provided to the company during the nine months ended July 31,
−Removed: 2014 and the repayment of convertible debt loans.
−Removed: During the same time last year
−Removed: there was a repayment of the convertible debt loans.
−Removed: Oil and gas sales volume comparisons for the nine months
−Removed: ended July 31, 2014 compared to the nine months ended July 31, 2013
−Removed: For the nine month period ended July 31, 2014, the Company had
−Removed: $463,798 in revenues compared to $856,360 in revenues for the same nine month
−Removed: period in the prior year.
−Removed: Oil revenues in the first nine months of the 2014
−Removed: fiscal year were lower than those of the same period in fiscal 2013.
−Removed: decrease in our oil and gas revenues for the nine months ended July 31, 2014 was
−Removed: largely due to decreased production volumes for oil wells PP F-12-1 and PP
−Removed: F-12-3 and shut in of well PPF-12-5.
−Removed: Also well PP F-12-4 was shut-in during the
−Removed: last quarter of October 31, 2013 due to a workover not completed due to
−Removed: technical complications that have not been resolved.
−Removed: Oil prices were slightly
−Removed: higher during the nine month period ending July 31, 2014 than they were one year
+Added: November 30, 2022
+Added: Leasehold Improvements
+Added: Furniture & Fixtures
+Added: Lab Equipment
+Added: Capital Asset by Region
+Added: Addition Canada
+Added: Net Balance Canada
+Added: Total Net Balance
+Added: Year Ended August 31, 2022
+Added: Leasehold Improvements
+Added: Furniture & Fixtures
+Added: Lab Equipment
+Added: Page 16 of 28
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.