Document And Entity Information
Document And Entity Information | 9 Months Ended |
Sep. 30, 2023 | |
Document Information Line Items | |
Entity Registrant Name | Siyata Mobile Inc. |
Document Type | 6-K |
Current Fiscal Year End Date | --12-31 |
Amendment Flag | false |
Entity Central Index Key | 0001649009 |
Document Period End Date | Sep. 30, 2023 |
Document Fiscal Year Focus | 2023 |
Document Fiscal Period Focus | Q3 |
Entity File Number | 001-39557 |
Unaudited Condensed Interim Con
Unaudited Condensed Interim Consolidated Statements of Financial Position - USD ($) | Sep. 30, 2023 | Dec. 31, 2022 |
Current | ||
Cash | $ 366,155 | $ 1,913,742 |
Trade and other receivables (Note 3) | 2,179,246 | 1,574,628 |
Prepaid expenses | 228,478 | 173,504 |
Inventory (Note 4) | 2,901,914 | 4,092,550 |
Advance to suppliers | 1,541,809 | 155,852 |
Total current assets | 7,217,602 | 7,910,276 |
Long term receivable | 136,749 | 150,185 |
Right of use assets | 666,274 | 887,137 |
Equipment | 180,432 | 207,402 |
Intangible assets | 7,996,315 | 6,987,531 |
Total assets | 16,197,372 | 16,142,531 |
Current | ||
Bank loan (Note 5) | 531,521 | |
Accounts payable and accrued liabilities | 2,589,219 | 3,078,650 |
Deferred revenue | 149,600 | |
Lease obligations | 329,433 | 303,788 |
Warrant liability (Note 7) | 13,923 | 2,734,804 |
Total current liabilities | 3,464,096 | 6,266,842 |
Lease obligations | 396,242 | 635,217 |
Total liabilities | 3,860,338 | 6,902,059 |
Shareholders’ equity | ||
Share capital (Note 8) | 84,702,612 | 73,312,866 |
Reserves (Note 8) | 14,421,004 | 13,647,399 |
Accumulated other comprehensive loss | 98,870 | 98,870 |
Deficit | (86,885,452) | (77,818,663) |
Shareholders’ equity | 12,337,034 | 9,240,472 |
Total liabilities and shareholders’ equity | $ 16,197,372 | $ 16,142,531 |
Unaudited Condensed Interim C_2
Unaudited Condensed Interim Consolidated Statements of Loss and Comprehensive Loss - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Profit or loss [abstract] | ||||
Revenue | $ 1,842,390 | $ 2,567,885 | $ 6,355,744 | $ 4,370,387 |
Cost of sales (Note 9) | (1,352,293) | (1,711,782) | (4,564,640) | (3,150,560) |
Gross profit | 490,097 | 856,103 | 1,791,104 | 1,219,827 |
EXPENSES | ||||
Amortization and depreciation | 453,500 | 351,310 | 1,308,639 | 811,234 |
Development expenses | 87,652 | 36,567 | 173,102 | 299,937 |
Selling and marketing (Note 10) | 1,423,760 | 1,225,475 | 3,464,928 | 3,434,201 |
General and administrative (Note 11) | 1,318,284 | 1,174,041 | 4,414,096 | 4,684,702 |
Inventory impairment (Note 4) | 303,316 | |||
Inventory loss (income) from water damage | (405,364) | (405,364) | ||
Bad debts (recovered) (Note 3) | 16,512 | 26,660 | 63,285 | |
Insurance proceeds from water damage | (380,077) | (380,077) | ||
Share-based payments (Note 8) | 202,072 | 539,660 | 773,605 | 2,478,695 |
Total operating expenses | 2,716,339 | 3,327,053 | 9,375,589 | 12,075,370 |
Net operating loss | (2,226,242) | (2,470,950) | (7,584,485) | (10,855,543) |
OTHER EXPENSES | ||||
Finance expense (Note 12) | 33,684 | 82,720 | 109,033 | 128,446 |
Foreign exchange | (109,895) | 180,367 | (188,494) | 199,535 |
Change in fair value of convertible promissory note (Note 6) | 474,514 | 3,725,362 | ||
Change in fair value of opening warrant liability (Note 7) | 962,350 | |||
Change in fair value of warrant liability (Note 7) | (294,858) | (2,680,603) | 1,561,765 | (8,125,538) |
Transaction costs (Note 13) | 965,247 | |||
Total other expenses | (371,069) | (1,943,002) | 1,482,304 | (2,144,598) |
Net loss for the period | (1,855,173) | (527,948) | (9,066,789) | (8,710,945) |
Other comprehensive income | ||||
Translation adjustment | 137,110 | 138,628 | ||
Comprehensive loss for the period | $ (1,855,173) | $ (390,838) | $ (9,066,789) | $ (8,572,317) |
Weighted average shares (after the 100-1 reverse stock split) (in Shares) | 1,792,431 | 165,351 | 1,052,526 | 147,155 |
Basic and diluted loss per share after the 100-1 reverse stock split (in Dollars per share) | $ (1.04) | $ (3.19) | $ (8.61) | $ (59.2) |
Unaudited Condensed Interim C_3
Unaudited Condensed Interim Consolidated Statements of Loss and Comprehensive Loss (Parentheticals) - $ / shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Profit or loss [abstract] | ||||
Diluted loss per share after the 100-1 reverse stock split | $ (1.04) | $ (3.19) | $ (8.61) | $ (59.20) |
Unaudited Condensed Interim C_4
Unaudited Condensed Interim Consolidated Statement of Changes in Shareholders’ Equity - USD ($) | Share Capital | Reserves | Accumulated other comprehensive Income (loss) | Deficit | Total |
Balance at Dec. 31, 2021 | $ 54,655,244 | $ 10,389,555 | $ (38,739) | $ (62,519,412) | $ 2,486,648 |
Balance (in Shares) at Dec. 31, 2021 | 52,767 | ||||
Shares issued on acquisition of ClearRF | $ 190,095 | 190,095 | |||
Shares issued on acquisition of ClearRF (in Shares) | 1,390 | ||||
Share issued on capital raise | $ 10,936,974 | 307,189 | 11,244,163 | ||
Share issued on capital raise (in Shares) | 72,157 | ||||
Share issuance costs on capital raise | $ (1,051,647) | (1,051,647) | |||
Pre-funded warrants exercised | $ 2,575,200 | 2,575,200 | |||
Pre-funded warrants exercised (in Shares) | 14,800 | ||||
Shares issued for debt | $ 2,669,227 | 2,669,227 | |||
Shares issued for debt (in Shares) | 29,297 | ||||
Issuance of shares in conversion of RSU | $ 22,200 | 22,200 | |||
Issuance of shares in conversion of RSU (in Shares) | 300 | ||||
Share based payments | 2,478,695 | 2,478,695 | |||
Translation adjustment | (138,628) | (138,628) | |||
Net loss | (8,710,945) | (8,710,945) | |||
Balance at Sep. 30, 2022 | $ 69,997,293 | 13,175,439 | (177,367) | (71,230,357) | 11,765,008 |
Balance (in Shares) at Sep. 30, 2022 | 170,711 | ||||
Balance at Dec. 31, 2022 | $ 73,312,866 | 13,647,399 | 98,870 | (77,818,663) | 9,240,472 |
Balance (in Shares) at Dec. 31, 2022 | 448,686 | ||||
Warrants exercised | $ 7,583,617 | (3,975,046) | 3,608,571 | ||
Warrants exercised (in Shares) | 390,748 | ||||
Warrants transferred from liability | 3,975,046 | 3,975,046 | |||
Share issued on capital raise | $ 4,565,250 | 4,565,250 | |||
Share issued on capital raise (in Shares) | 1,014,500 | ||||
Share issuance costs on capital raise | $ (759,121) | (759,121) | |||
Pre-funded warrants exercised | |||||
Shares issued for debt | |||||
Share based payments | 773,605 | 773,605 | |||
Translation adjustment | |||||
Net loss | (9,066,789) | (9,066,789) | |||
Balance at Sep. 30, 2023 | $ 84,702,612 | $ 14,421,004 | $ 98,870 | $ (86,885,452) | $ 12,337,034 |
Balance (in Shares) at Sep. 30, 2023 | 1,853,955 |
Unaudited Condensed Interim C_5
Unaudited Condensed Interim Consolidated Statements of Cash Flows - USD ($) | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Operating activities | ||
Net loss for the year | $ (9,066,789) | $ (8,710,945) |
Items not affecting cash: | ||
Amortization and depreciation | 1,308,639 | 811,234 |
Bad debt expense | 26,660 | 63,285 |
Impairment of inventory | 303,316 | |
Fair value changes on convertible debenture | 3,725,362 | |
Fair value changes on opening warrant liability | 962,350 | |
Fair value changes on warrant liability | 1,561,765 | (8,125,538) |
Interest expense, net of repayments | ||
Foreign exchange | 13,436 | |
Income on inventory due to water damage | (405,364) | |
Share based payments | 773,605 | 2,478,695 |
Net Change in non-cash working capital | ||
Trade receivables | (631,278) | (326,749) |
Prepaids | (54,974) | (390,022) |
Inventory | 1,596,000 | (2,903,506) |
Advances to suppliers | (1,385,957) | (638,831) |
Accounts payable and accrued liabilities | (489,431) | (528,817) |
Deferred revenues | (149,600) | |
Net cash used in operating activities | (6,903,288) | (13,280,167) |
Investing activities | ||
Intangible asset additions | (2,051,354) | (2,295,839) |
Equipment additions | (3,737) | (12,159) |
Proceeds of long term deposit | 18,999 | |
Acquisition of ClearRF | (155,014) | |
Net cash used in investing activities | (2,055,091) | (2,444,013) |
Financing activities | ||
Lease payments | (227,829) | (150,831) |
Bank loan | 531,521 | (27,159) |
Convertible debt issued, net of repayments | (4,000,000) | |
Proceeds on share issuance, net of share issuance cost | 4,565,250 | 19,268,584 |
Transaction costs | (1,068,121) | |
Exercise of warrants | 3,608,571 | 14,800 |
Net cash from financing activities | 7,409,392 | 15,105,394 |
Effect of foreign exchange on cash | 1,440 | (12,330) |
Change in cash and restricted cash for the period | (1,547,587) | (631,116) |
Cash and restricted cash, beginning of the period | 1,913,742 | 1,619,742 |
Cash and restricted cash, end of period | $ 366,155 | $ 988,626 |
Nature of Operations and Going
Nature of Operations and Going Concern | 9 Months Ended |
Sep. 30, 2023 | |
Nature of Operations and Going Concern [Abstract] | |
NATURE OF OPERATIONS AND GOING CONCERN | 1. NATURE OF OPERATIONS AND GOING CONCERN Siyata Mobile Inc. (“Siyata” or the “Company”) was incorporated under the Business Corporations Act, British Columbia on October 15, 1986. The Company’s shares are listed on NASDAQ under the symbol SYTA and warrants issued on September 29, 2020, are traded under the symbol SYTAW. The Company’s principal activity is the sale of vehicle-mounted, cellular-based communications platforms over advanced mobile networks and cellular booster systems. The registered and records office is located at 7404 King George Blvd, Suite- 200, Surrey, BC, V3W-1N6. These unaudited condensed interim consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”) IAS 34 Interim Financial Reporting The Company incurred a net loss of $9,466,789 during the nine month period ended September 30, 2023 $9,066,788 (September 30, 2022- nine month period net loss of $8,710,945), and, as of that date, the Company’s total deficit was $86,885,452 (December 31, 2022 - $77,818,663). The Company’s continuation as a going concern is dependent upon the success of the Company’s sale of inventory, the existing cash flows, and the ability of the Company to obtain additional debt or equity financing, all of which are uncertain. These material uncertainties raise substantial doubt on the Company’s ability to continue as a going concern. |
Basis of Preparation
Basis of Preparation | 9 Months Ended |
Sep. 30, 2023 | |
Basis of Preparation [Abstract] | |
BASIS OF PREPARATION | 2. BASIS OF PREPARATION Statement of compliance These unaudited condensed interim consolidated financial statements, including comparatives, have been prepared in accordance with International Accounting Standards (IAS) 34 Interim Financial Reporting. The accounting methods and principles of computation adopted in these financial statements are the same as those in annual consolidated financial statements for the year ended December 31, 2022. The preparation of these unaudited condensed interim consolidated financial statements requires management to make estimates, judgments and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. The significant judgements made by management when applying the Company’s accounting policies and the key sources of estimation uncertainty were the same as those that applied to the Company’s December 31, 2022 annual consolidated financial statements. Basis of consolidation and presentation These unaudited condensed interim consolidated financial statements of the Company have been prepared on a historical cost basis, except for financial instruments classified as financial instruments at fair value through profit and loss, which are stated at their fair value. In addition, the condensed interim consolidated financial statements have been prepared using the accrual basis of accounting, except for the statement of cash flows. These unaudited condensed interim consolidated financial statements incorporate the financial statements of the Company and its wholly controlled subsidiaries. Control exists when the Company has the power, directly or indirectly, to govern the financial and operating policies of an entity so as to obtain benefits from its activities. These condensed interim consolidated financial statements include the accounts of the Company and its direct wholly-owned subsidiaries. All intercompany transactions and balances have been eliminated. The unaudited condensed interim consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries: Name of Subsidiary Place of Incorporation Ownership Queensgate Resources Corp. British Columbia, Canada 100 % Queensgate Resources US Corp. Nevada, USA 100 % Siyata Mobile (Canada) Inc. British Columbia, Canada 100 % Siyata Mobile Israel Ltd. Israel 100 % Signifi Mobile Inc. Quebec, Canada 100 % ClearRF Nevada Ltd. Nevada, USA 100 % Recent adoptions of accounting pronouncements The following amendments became effective on January 1, 2023, and did not have a material impact on the Company’s condensed interim consolidated financial statements: ● In February 2021, the IASB issued Definition of Accounting Estimates (Amendments to IAS 8). The amendments define accounting estimates and clarify the distinction between changes in accounting estimates and changes in accounting policies. ● In February 2021, the IASB issued Disclosure of Accounting Policies (Amendments to IAS 1 and IFRS Practice Statement 2). The amendments provide guidance to help entities disclose their material (previously “significant”) accounting policies. ● In May 2021, the IASB issued Deferred Tax related to Assets and Liabilities arising from a Single Transaction (Amendments to IAS 12). The amendments narrow the scope of the recognition exemption so that companies would be required to recognize deferred tax for transactions that give rise to equal amounts of taxable and deductible temporary differences, such as leases. Future accounting pronouncements The standards, amendments, and interpretations issued before 2023 but not yet adopted by the Company have been disclosed in Note 3 of the Company’s December 31, 2022 annual consolidated financial statements. The Company is currently considering the impact of adopting these standards, amendments and interpretations on its consolidated financial statement. |
Trade and Other Receivables
Trade and Other Receivables | 9 Months Ended |
Sep. 30, 2023 | |
Trade and Other Receivables [Abstract] | |
TRADE AND OTHER RECEIVABLES | 3. TRADE AND OTHER RECEIVABLES September 30, December 31, Trade receivables $ 2,752,951 $ 2,015,291 Allowance for doubtful accounts (1,047,802 ) (1,056,393 ) Taxes receivable 474,097 615,730 Total $ 2,179,246 $ 1,574,628 |
Inventory
Inventory | 9 Months Ended |
Sep. 30, 2023 | |
Inventory [Abstract] | |
INVENTORY | 4. INVENTORY September 30, December 31, Finished products $ 2,601,980 $ 7,392,002 Impairment of finished products - (3,555,683 ) Accessories and spare parts 299,934 675,001 Impairment of accessories and spare parts - (418,770 ) Total $ 2,901,914 $ 4,092,550 |
Bank Loan
Bank Loan | 9 Months Ended |
Sep. 30, 2023 | |
Bank Loan [Abstract] | |
BANK LOAN | 5. BANK LOAN The Company has obtained in April 2023, a $ 2,000,0000 This loan is collateralized by the North American receivables, inventory and equipment. As at September 30, 2023 the bank loan balance is $531,521. |
Convertible Debentures
Convertible Debentures | 9 Months Ended |
Sep. 30, 2023 | |
Convertible Debentures [Abstract] | |
CONVERTIBLE DEBENTURES | 6. CONVERTIBLE DEBENTURES On November 3, 2021, the Company issued a US$7,200,000 convertible promissory note (the “Promissory Note”) and 2,142,857 warrants for gross proceeds of US$6,000,000. The Company elected to measure the promissory note (hybrid contract) at fair value through profit or loss (“FVTPL”) on initial recognition and, as such, the embedded conversion feature was not separated. The warrants were recorded as a liability. During the three months ended March 31, 2022, the Company completed a secondary offering of its common shares, and as a result of the terms of the convertible promissory note, the Company was required to direct 20% of the gross proceed of the offering to the lender. A total of US$4,000,000 was repaid to the lender on January 13, 2022. Commencing in May 2022, the Company made monthly payments of $400,000 through issuance of common shares towards the principal balance of the promissory note, resulting the promissory note being fully repaid by December 31, 2022. The Company issued 13,112,255 common shares, with a total market value of $4,138,002. The difference between the fair value of the shares issued, and the value of the principal repaid of $938,002 was included in profit and loss in the change in fair value of convertible promissory note. For the three months ended March 31, 2022 the Company recorded a fair value loss of $2,023,751 on the Convertible debenture. |
Warrant Liability
Warrant Liability | 9 Months Ended |
Sep. 30, 2023 | |
Warrant Liability [Abstract] | |
WARRANT LIABILITY | 7. WARRANT LIABILITY The balance of the warrant liability is as follows: November 3, January 11, October 12, January 19, Total Balance December 31, 2022 $ 197,733 $ 501,330 $ 2,035,741 $ - $ 2,734,804 Exercise of warrants (197,733 ) - (1,717,801 ) - (1,915,534 ) Warrants issued - - - 2,875,580 2,875,580 Transfer to equity - - (564,946 ) (3,410,100 ) (3,975,046 ) Change in fair value - (487,407 ) 247,006 534,520 294,119 Balance September 30, 2023 $ - $ 13,923 $ - $ - $ 13,923 January 19, 2023 warrants On January 19, 2023, the Company entered into warrant exercise agreements with fourteen existing accredited investors to exercise certain outstanding warrants to purchase up to an aggregate of 180,429 of the Company’s common shares. In consideration for the immediate exercise of the outstanding warrants for cash, the Company agreed to reduce the exercise price from $23.00 to $20.00 per share and issue new unregistered warrants to purchase up to an aggregate of 180,429 common shares with an exercise price of $20.00 per share. The gross proceeds to the Company from the exercise totaled approximately $3,608,571, prior to deducting warrant inducement agent fees and offering expenses. The new warrants are exercisable immediately upon issuance at an exercise price of $20.00 per share and have a term of exercise equal to five years. In connection with the exercise, the Company will be required pursuant to the terms of 29,891 of its remaining unexercised common share purchase warrants, to reduce the exercise price of such warrants from $23.00 per common share to an exercise price of $20.00 per common share. On March 30, 2023, the SEC accepted the registration statement of the Company to the effect that all of the 210,320 outstanding $20.00 warrants become immediately a cashless exercise and their underlying shares become immediately tradeable. Subsequent to the quarter ended March 31, 2023, 210,320 warrants were exercised cashless in exchange for 210,320 common shares of the Company. All of the warrants that became cashless exercise were transferred to equity at March 30, 2023, as they no longer met the definition of a liability. The fair value of the warrants issued at January 19, 2023 was $2,875,580 and was determined using the stock price at the date of issue, with a 15% discount for lack of marketability. This method was used as the warrants contained an alternative cashless exercise feature. The fair value of the warrants on March 30, 2023 was $3,410,100 and was determined using the stock price on the date, as the warrants were cashless exercise at that date. November 3, 2021 warrants The warrants allowed for the purchase of 18,929 common shares of the Company at an exercise price of US $400.00 per common share and expired 5 years from the issue date of the related promissory note. Under the terms of these warrants, the exercise price of the warrant was adjusted to $230.00 when an offering was closed on January 3, 2022 that issued shares at a price lower than the exercise price. On January 19, 2023 the warrant holders entered into the agreement noted above to exercise the warrants, and receive new warrants in exchange. At December 31, 2022 the fair value of the warrants was $197,733 and was determined using a Black-Scholes option pricing model with the following assumptions: initial stock price $15.00, strike rate $23.00 dividend yield 0%, term 3.84 years, volatility 110% and risk-free rate 4.08%. At January 19, 2023 prior to exercise, the fair value of the warrants was $ NIL January 11, 2022 warrants The Company assessed that the 85,200 warrants, and 14,800 pre-funded warrants issued in the January 2022 equity offering did not meet the “fixed for fixed” test and are therefore recorded as liabilities at fair value through profit and loss, and revalued at the end of each period. At December 31, 2022 the fair value of the warrants was $501,330 and was determined using a Black-Scholes option pricing model with the following assumptions: initial stock price $15.00, strike rate $230.00, dividend yield 0%, term 4.03 years, volatility 110% and risk-free rate 4.08%. At September 30, 2023 the fair value of the warrants was $13,923 and was determined using a Black-Scholes option pricing model with the following assumptions: initial stock price $282.00, strike rate $230.00, dividend yield 0%, term 3.28 years, volatility 105% and risk-free rate 4.72%. October 12, 2022 warrants The Company assessed that the 174,000 warrants and 15,900 pre-funded warrants issued as part of the October 2022 equity offering did not meet the “fixed for fixed” test and are therefore reported as liabilities at fair value through profit and loss, and revalued at the end of each period. On January 19, 2023 the warrant holders entered into the agreement noted above to exercise 161,500 of the 174,000 warrants, and receive new warrants in exchange. The remaining 12,500 warrants that were outstanding at January 19, 2023 were converted to cashless exercise warrants on March 30, 2023 as described above. The fair value of the warrants as at December 31, 2022 was $1,850,758 and was determined using the Black-Scholes Option Pricing Model with the following assumptions: share price: $15.00; exercise price $23.00; expected volatility: 100%; dividend yield 0%; risk free rate: 3.98%. The fair value of the 12,500 unexercised warrants on January 19, 2023 was $132,957 and was determined using the Black-Scholes Option Pricing Model with the following assumptions: share price: $19.00; exercise price $20.00; term 4.73 years; expected volatility: 115%; dividend yield 0%; risk free rate: 3.49%. The fair value of the 161,500 exercised warrants immediately prior to exercise on January 19, 2023 was $ NIL The fair value of the 29,891 (17,391 waiver warrants plus 12,500 unexercised warrants) outstanding warrants on March 30, 2023 prior to the transfer to equity was $564,946 and was determined using the stock price on the date, as the warrants were cashless exercise at that date. In connection with the October 2022 equity offering, the Company issued 17,391 waiver warrants exercisable at $23.00 per share which expire, if unexercised, on October 12, 2027, to entice the holder of the convertible promissory note to waive their right to block the equity offering. The waiver warrants did not meet the “fixed for fixed” test and are therefore reported as liabilities at fair value through profit and loss and revalued at the end of each period. On March 30, 2023, the waiver warrants were modified to cashless exercise as described above, and therefore met the “fixed for fixed” test and were reclassified to equity. The fair value of the waiver warrants as at December 31, 2022 was $184,983 and was determined using the Black-Scholes Option Pricing Model with the following assumptions: share price: $15.00; exercise price $23.00; expected volatility: 100%; dividend yield 0%; risk free rate: 3.10%. The fair value of the waiver warrants as at March 30, 2023 prior to transfer to equity was $328,696 and was determined using the stock price on the date, as the warrants were cashless exercise at that date. |
Share Capital
Share Capital | 9 Months Ended |
Sep. 30, 2023 | |
Share Capital [Abstract] | |
SHARE CAPITAL | 8. SHARE CAPITAL (a) Authorized As at September 30, 2023, the Company had 1,853,955 common shares issued and outstanding (December 31, 2022 – 448,686) after taking into account the 100-to-1 reverse stock split that took place on August 10, 2023. As of the date of issuance of these financial statements total outstanding common shares is 3,902,168 (post 100-to-1 reverse split that was effective as of August 10, 2023), due to the issuance of 1,870,000 shares from a capital raise on October 31, 2023 and the exercise of 180,000 prefunded warrants also issued on October 31, 2023 that were exercised into 177,313 additional common shares on November 1, 2023, as well as the conversion of 900 RSU’s into 900 common shares on October 3, 2023. (b) Common share transactions Transactions for the nine months ended September 30, 2023 are as follows: ● The Company issued 180,429 common shares on the exercise of various warrants for gross proceeds of $3,608,571. Additionally, the Company issued 180,429 warrants to replace those warrants that were exercised. As an incentive to investors to exercise the 180,429 warrants, the Company issued cashless warrants to those investors that were exercisable as of March 30, 2023. As well, any holders of the $23.00 warrants that had a ratchet provision also became cashless. As a result, 210,319 common shares were issued for cashless warrants in Q2 2023. On June 28, 2023 the Company issued 500,000 at $4.50 per share for gross proceeds of $2,250,000 before offering expenses and other expenses included in share issuance costs. On July 13, 2023, the Company issued 514,500 shares at $4.50 per share for gross proceeds of $2,315,250 before offering expenses and other expenses included in share issuance costs. Subsequent to September 30, 2023 the Company issued 1,870,000 common shares at $0.65 per share and also issued 530,000 prefunded warrants with an exercise price of $0.01 and a purchase price of $0.64 per warrant for total gross proceeds of $1,554,700 before offering expenses and other expenses included in share issuance costs. Transactions for the nine months ended September 30, 2022 are as follows: On January 11, 2022, the Company completed an underwritten public offering in the United States, raising a total of $20,013,043 in gross proceeds. The Company allocated the gross proceeds firstly to the warrant liabilities, with the remainder to the common shares. Direct costs have been allocated based on the percentage allocation of the proceeds. The underwritten public offering resulted in the sale to the public of 72,157 Units at $230.00 per Unit, with each Unit being comprised of one common share and one warrant (the “Unit Warrants”) exercisable at $230.00 per share. The Unit warrants are exercisable immediately and have a term of 5 years. Gross proceeds of $10,936,974 were allocated to the common shares, and $5,395,878 to the unit warrants liability In addition, the Company issued 14,800 pre-funded units (“Pre-Funded Units”) at $229.00 per Pre-Funded Unit. Each Pre-Funded Unit is comprised of a one-pre-funded warrant (a “Pre-Funded Warrant”) to purchase one common share, and one warrant to purchase one common share. The Pre-Funded Warrant allows the holder to acquire one common share of the Company at an exercise price of $1.00 per common share, and a warrant to purchase a common share at an exercise price of $230.00 per share. The warrants are exercisable immediately and have a term of 5 years. Each Pre-Funded Warrant is exercisable immediately and is exercisable until all Pre-Funded Warrants are exercised. Proceeds of $2,560,400 were allocated to the pre-funded warrants and $1,106,747 to the unit warrants in the warrant liability. The Company determined that the pre-funded warrants within the Pre-funded Units are common shares in substance, as they require only a minimal exercise price of $1.00. In addition, the underwriting agreement includes both the Units and Pe-funded Units and were negotiated together in the equity raise. Given that the purpose of the Prefunded Unit is in substance the same as that of the Unit (i.e., resulting in the ownership of both common shares and common share warrants) and that the terms of the warrants in both the Units and Prefunded Units are the same (i.e., the obligations of the Company for the units are the same), the Company determined that the Units and Pre-funded Units are closely related and should be combined into one unit of account for the purposes of allocating proceeds. Therefore, the proceeds from the sale of the Units and Pre-funded Units are combined and allocated among the common shares, pre-funded warrants, and the common share warrants using the residual method, with the warrant liability being initially recognized at fair value as of the registration date and the residual amount being allocated to the common shares (i.e., equity). The Company concurrently sold an additional 13,043 warrants to purchase 13,043 common shares exercisable at $230.00 per share (the “Option Warrants”) pursuant to an over-allotment option exercised by the underwriter. The exercise price of the warrants issued in connection with the exercise of the over-allotment option was $0.97 per warrant. Each Option Warrant is exercisable immediately and has a term of five years from the issue date. Proceeds of $975,393 were allocated to the option warrant liability. As the fair value of the warrant liability exceeded the proceeds received on the warrants of $13,043, a fair value loss of $962,350 was recognized in the statement of profit and loss as a fair value change in the opening warrant liability. The fair value of the common shares and pre-funded units was determined by reference to the market price on the day of the offering, which was $173.00 per share. The Unit Warrants, Warrants, and Option Warrants were valued using the Black-Scholes model using the following assumptions: initial stock price $173.00, strike rate $230.00, dividend yield 0%, term 5 years, volatility 60.0% and risk-free rate 0.50%. The Company also issued warrants to the placement agents to purchase 4,348 common shares at an exercise price of $253.00 per share (the “Placement Agent Warrants”), which are exercisable 180 days from January 11, 2022, with a term of five years. The fair value of the Placement Agent Warrants was determined to be $307,189 using the Black-Scholes model with the following assumptions: initial stock price $173.00, strike rate $253.00, dividend yield 0%, term 5 years, volatility 60.0% and risk-free rate 0.50%. The Company assessed that the warrants issued under the public offering, excluding the Placement Agent Warrants did not meet the “fixed for fixed” test and are therefore reported as liabilities at fair value through profit and loss, and revalued at the end of each period. The Placement Agent Warrants were assessed under IFRS 2 Share Based Payments, The direct costs related to the issuance of the common shares and warrants issued in the January 2022 underwritten public offering were $2,016,895, including the value of the Placement Agent Warrants. Direct costs of $965,248 were allocated to the warrant liability and expensed immediately in profit and loss. During the period, 14,800 Pre-Funded Warrants were exercised for gross proceeds of $14,800, converting into 14,800 common shares that were fully issued. On March 31, 2022, as part of the ClearRF acquisition (Note 3), the Company issued 1,390 shares to the vendor with a fair value of $190,094. The Company issued 1,550 common shares, with a fair value of $170,500 ($110.00 per share) to consultants as part of their compensation for services rendered. The Company issued 8,542 common shares with a fair value of $1,002,461 as combined payments of the monthly principal repayment of $400,000 for the months of May and June 2022 payable in shares per the terms of the promissory note. The Company issued 15,500 common shares, with a fair value of $170,500 ($110.00 per share) to consultants as part of their compensation for services rendered. The Company issued 300 shares with a fair value of $22,200 ($74.00 per share) resulting from a supplier converting RSU’s into common shares. The Company issued 600 shares, with a fair value of $61,800 ($103.00 per share), to a supplier as partial compensation according to their contractual agreements. The Company issued 4,049 shares, with a fair value of $441,296 ($109.00 per share),as payment for the monthly principal repayment of $400,000 on the promissory note. · The Company issued 6,849 shares, with a fair value of $520,548 ($76.00 per share), as payment for the monthly principal repayment of $400,000 on the promissory note. The Company issued 600 shares, with a fair value of $61,800 ($103.00 per share), to a supplier as partial compensation according to their contractual agreements. (c) Stock options The Company has a shareholder-approved “rolling” stock option plan (the “Plan”) in compliance with Nasdaq policies. Under the Plan the maximum number of shares reserved for issuance may not exceed 15% of the total number of issued and outstanding common shares at the time of granting. The exercise price of each stock option shall not be less than the market price of the Company’s stock at the date of grant, less a discount of up to 25%. Options can have a maximum term of ten years and typically terminate 90 days following the termination of the optionee’s employment or engagement, except in the case of retirement or death. Vesting of options is at the discretion of the Board of Directors at the time the options are granted. A summary of the Company’s stock option activity is as follows: Weighted Number of Average Stock Exercise Options Price Outstanding options, December 31, 2021 4,146 $ 1,388.00 Granted 11,450 115.00 Expired/Cancelled (534 ) (3,090.00 ) Outstanding options, December 31, 2022 15,062 $ 352.91 Granted - - Expired/Cancelled - - Outstanding options, September 30, 2023 15,062 $ 352.91 As at September 30, 2023 stock options outstanding are as follows: Grant Date Number of Number of Weighted Expiry date Remaining 24-Dec-18 129 129 5,400.00 24-Dec-23 0.23 15-Jan-19 8 8 5,400.00 15-Jan-24 0.29 21-Mar-19 123 123 5,900.00 21-Mar-24 0.47 1-Jan-20 21 21 5,400.00 1-Jan-24 0.25 15-Nov-20 950 950 600.00 15-Nov-30 7.13 15-Nov-20 1,615 1,615 600.00 15-Nov-25 2.13 2-Jan-21 570 570 1,150.00 2-Jan-26 2.26 2-Jan-21 50 50 1,150.00 2-Jan-31 7.26 18-Jan-21 145 145 1,150.00 18-Jan-26 2.30 1-Jan-22 200 200 400.00 29-Oct-26 3.08 13-Apr-22 7,950 3,975 110.00 13-Apr-27 3.54 12-Jul-22 3,300 1,375 110.00 12-Jul-25 1.78 Total 15,061 9,161 $ 352.91 3.12 Transactions for the nine months ended September 30, 2023 are as follows: ● On January 1, 2022, the Company granted 200 stock options at $400.00 per share that vest in 8 equal quarterly periods with the first vesting occurring on the grant date. The fair value on the date of the grant was $54,480 ($272.40 per option). ● On April 13, 2022, the Company granted 7,950 stock options to executives and employees at an exercise price of $110.00 per share. These options vest quarterly over three years period with the first vesting taking place at the date of the grant. The fair value of these options on the date of the grant is $678,520 ($85.35 per share). (d) Restricted share units The Company approved on February 14, 2022, the addition of the issuance of restricted share units to the existing executive stock option plan. A summary of the Company’s restricted share unit activity is as follows: Number of Weighted Outstanding RSU, December 31, 2021 0 $ - Granted 31,950 105.08 Exercised (300 ) (103.00 ) Outstanding RSU, December 31, 2022 31,650 $ 105.02 Granted - - Exercised - - Outstanding RSU, September 30, 2023 31,650 $ 105.02 Grant Date Number of Weighted Average 9-Mar-22 2,250,000 1.03 13-Apr-22 825,000 1.10 12-Jul-22 90,000 1.10 Total 3,165,000 $ 1.05 Transactions for the nine month period ended September 30, 2022, are as follows: ● On March 9, 2022, the Company granted 4,500 RSU’s to Directors that vest immediately. On the date of granting, the fair value and stock price was $103.00/share. ● On March 9, 2022, the Company granted 18,000 RSU’s to a Director that vest quarterly over 12 periods with the first vesting of 1,500 RSU’s occurring on the date of the granted and another 1,500 vest every three months until all of the granted RSU’s have vested. On the date of granting, the fair value and the stock price was $103.00/share. ● On April 13, 2022, the Company granted 2,400 RSU’s to consultants that vest immediately. On the date of granting, the fair value and the stock price was $110.00/share. ● On April 13, 2022, the Company granted 5,850 RSU’s to employees of the Company that vest quarterly over 12 periods with the first vesting of 488 RSU’s occurring on the date of the granted and another 488 RSU’s vest every three months until all of the granted RSU’s have vested. On the date of granting, the fair value and the stock price was $110.00/share. Transactions subsequent to the period end where 900 RSU’s were converted into 900 common shares on October 3, 2023. (e) Agents’ options A summary of the Company’s agent options activity is as follows: Number of Weighted Outstanding agent options, December 31, 2021 4,459 $ 751.00 Granted 4,873 251.00 Expired (17 ) 2,049.00 Outstanding agent options, December 31, 2022 9,315 $ 487.06 Granted - - Expired - - Outstanding agent options, September 30, 2023 9,315 $ 487.06 As at September 30, 2023 agent options outstanding are as follows: Grant Date Number of Number of Weighted Expiry date Remaining 29-Sep-20 1,135 1,135 $ 660.00 28-Sep-25 2.00 29-Sep-20 2,660 2,660 $ 685.00 28-Sep-25 2.00 31-Dec-20 647 647 $ 1,150.00 30-Jun-24 0.75 11-Jan-22 4,348 4,348 $ 253.00 11-Jan-27 3.28 1-Apr-22 525 525 $ 230.00 8-Mar-27 3.44 Total 9,315 9,315 487.06 2.59 Transactions for the nine month period ended September 30, 2022 are as follows: ● The Company issued warrants to the placement agents to purchase 4,348 common shares at an exercise price of $253.00 per share (the “Placement Agent Warrants”), which are exercisable 180 days from January 11, 2022, with a term of five years. The fair value of the Placement Agent Warrants was determined to be $307,189 using the Black-Scholes model with the following assumptions: initial stock price $173.00, strike rate $253.00, dividend yield 0%, term 5 years, volatility 60.0% and risk-free rate 0.50%. The Company also issued 525 agent’s options with a fair value of $61,950 with an exercise price of $230.00. As part of the capital raise that occurred on October 31, 2023 as more fully described in the Subsequent Events Note 17, the Company issued 120,000 warrants to the underwriter exerciseable at the lower of: $0.715 per warrant or a cashless exercise with a five year term. Agent’s options outstanding as of the date of the MD&A are as follows: Grant Date Number of Number of Weighted Expiry date Remaining 29-Sep-20 1,135 1,135 $ 660.00 28-Sep-25 1.87 29-Sep-20 2,660 2,660 $ 685.00 28-Sep-25 1.87 31-Dec-20 647 647 $ 1,150.00 30-Jun-24 0.63 11-Jan-22 4,348 4,348 $ 253.00 11-Jan-27 3.16 1-Apr-22 525 525 $ 230.00 8-Mar-27 3.32 31-Oct-23 120,000 0 $ 0.72 31-Oct-28 4.97 Total 129,315 9,315 35.75 4.79 (f) Share purchase warrants A summary of the Company’s share purchase warrant activity is as follows: Number of average Outstanding, December 31, 2021 51,213 $ 989.00 Granted 291,391 $ 94.00 Expired (1,284 ) $ 3,347.00 Outstanding, December 31, 2022 341,320 $ 176.00 Granted 180,429 $ 20.00 Exercised (390,748 ) $ 9.00 Outstanding, September 30, 2023 131,001 $ 383.62 As at September 30, 2023 the share purchase warrants outstanding are as follows: Grant Date Number of Exercise Expiry date 29-Sep-20 18,056 685.00 28-Sep-25 31-Dec-20 12,945 1,150.00 30-Jun-24 11-Jan-22 100,000 230.00 10-Jan-27 Total 131,001 $ 383.62 Transactions for the nine months ended September 30, 2023 are as follows: ● 180,429 warrants were exercised on January 12, 2023. The Company issued 180,429 warrants to replace those warrants that were exercised. As an incentive to investors to exercise the 180,429 warrants, the Company issued cashless warrants to those investors that were exercisable as of March 31, 2023. As well, any holders of the $23.00 warrants that had a ratchet provision also became cashless. As a result, 210,318 cashless warrants were exercised in Q2 2023. Transactions for the nine month period ended September 30, 2022 are as follows: ● On January 11, 2022 as part of an underwritten public offering, the Company issued a total of 100,000 share purchase warrants, exercisable at $230.00 per warrant and with a term of five years. |
Cost of Sales
Cost of Sales | 9 Months Ended |
Sep. 30, 2023 | |
Cost of Sales [Abstract] | |
COST OF SALES | 9. COST OF SALES (in thousands) Nine months Nine months Three months Three months Inventory expensed $ 3,627 $ 2,167 $ 1,035 $ 1,328 Royalties 300 178 103 84 Other expenses 638 806 214 300 Total $ 4,565 $ 3,151 $ 1,352 $ 1,712 |
Selling and Marketing Expenses
Selling and Marketing Expenses | 9 Months Ended |
Sep. 30, 2023 | |
Selling and Marketing Expenses [Abstract] | |
SELLING AND MARKETING EXPENSES | 10. SELLING AND MARKETING EXPENSES (in thousands) Nine months Nine months Three months Three months Salaries and related expenses $ 2,007 $ 1,981 $ 691 $ 720 Advertising and marketing $ 1,321 1,334 697 472 Travel and conferences $ 137 119 36 33 Total $ 3,465 $ 3,434 $ 1,424 $ 1,225 |
General and Administrative Expe
General and Administrative Expenses | 9 Months Ended |
Sep. 30, 2023 | |
General and Administrative Expenses [Abstract] | |
GENERAL AND ADMINISTRATIVE EXPENSES | 11. GENERAL AND ADMINISTRATIVE EXPENSES (in thousands) Nine months Nine months Three months Three months Salaries and related expenses $ 725 438 $ 284 $ 144 Professional services 1,622 1,349 296 408 Consulting and director fees 782 949 296 251 Travel 63 107 16 9 Office and general 906 1,244 296 260 Regulatory and filing fees 143 109 59 44 Shareholder relations 173 489 71 58 Total $ 4,414 4,685 $ 1,318 $ 1,174 |
Transaction Costs
Transaction Costs | 9 Months Ended |
Sep. 30, 2023 | |
Transaction Costs [Abstract] | |
TRANSACTION COSTS | 12. TRANSACTION COSTS Transaction costs incurred in relation to the January 2023 warrant raise and issuance described in Note 8 were $439,600 and were included in the change in fair value of warrant liability on the statement of operations. Transaction costs incurred in the nine months ended September 30, 2022 were $965,247, which are costs incurred for the January 11, 2022 capital raise that were allocated to the warrant liability and expensed through the statement of operations. |
Financial Instruments
Financial Instruments | 9 Months Ended |
Sep. 30, 2023 | |
Financial Instruments [Abstract] | |
FINANCIAL INSTRUMENTS | 13. FINANCIAL INSTRUMENTS The fair values of the Company’s cash, trade and other receivables, accounts payable and accrued liabilities and long-term debt, approximate carrying value, which is the amount recorded on the consolidated statement of financial position. Credit risk Credit risk is the risk of an unexpected loss if a customer or third party to a financial instrument fails to meet its contractual obligations. The Company places its cash with institutions of high creditworthiness. Management has assessed there to be a low level of credit risk associated with its cash balances. The Company’s exposure to credit risk is influenced mainly by the individual characteristics of each customer. However, management also considers the demographics of the Company’s customer base, including the default risk of the industry and country in which customers operate, as these factors may have an influence on credit risk. Approximately 19% of the Company’s revenue for the nine months ended September 30, 2023 (September 30, 2022 -26%) is attributable to sales transactions with a single customer. The Company has established a credit policy under which each new customer is analyzed individually for creditworthiness before28 the Company’s standard payment and delivery terms and conditions are offered. The Company’s review includes external ratings, when available, and in some cases bank references. Purchase limits are established for each customer, which represents the maximum open amount without requiring approval from the Risk Management Committee; these limits are reviewed quarterly. In prior years, certain key customers were offered extended payment terms on their purchases due to slow down from Covid-19 and budget approvals for government tenders. As a result, the Company had customers with overdue receivables on their books which resulted in the Company taking a bad debt provision on these overdue receivables which amounted to $1,047,802 at September 30, 2023 (September 30, 2022 - $1,028,000). More than 60% (2022 – 22%) of the Company’s customers have been active with the Company for over four years, and the allowance for doubtful accounts of $1,047,802 (2022 - $1,028,000) has been recognized against these customers. In monitoring customer credit risk, customers are grouped according to their credit characteristics, including whether they are an individual or legal entity, whether they are a wholesale, retail or end-user customer, geographic location, industry, aging profile, maturity, and the existence of previous financial difficulties. Trade and other receivables relate mainly to the Company’s wholesale customers. Customers that are graded as “high risk” are placed on a restricted customer list and monitored by the Company. The carrying amount of financial assets represents the maximum credit exposure, notwithstanding the carrying amount of security or any other credit enhancements. Liquidity risk Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Company’s approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company’s reputation. The Company examines current forecasts of its liquidity requirements so as to make certain that there is sufficient cash for its operating needs, and it is careful at all times to have enough unused credit facilities so that the Company does not exceed its credit limits and is in compliance with its financial covenants (if any). These forecasts take into consideration matters such as the Company’s plan to use debt for financing its activity, compliance with required financial covenants, compliance with certain liquidity ratios, and compliance with external requirements such as laws or regulation. The Company uses activity-based costing to cost its products and services, which assists it in monitoring cash flow requirements and optimizing its cash return on investments. Typically, the Company ensures that it has sufficient cash on demand to meet expected operational expenses for a period of 90 days, including the servicing of financial obligations; this excludes the potential impact of extreme circumstances that cannot reasonably be predicted, such as natural disasters. With the exception of employee benefits, the Company’s accounts payable and accrued liabilities have contractual terms of 90 days. The employment benefits included in accrued liabilities have variable maturities within the coming year. Market risk a) Currency Risk Currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rates. b) Interest Rate Risk Interest rate risk is the risk that the fair value of future cash flows will fluctuate as a result of changes in interest rates. The Company’s sensitivity to interest rates is inherently involved in the calculation of the fair value of the warranty liability which are revalued based on changes parameters which include the prevailing interest rate. c) Price Risk The Company is exposed to price risk with respect to equity prices. Equity price risk is defined as the potential adverse impact on the Company’s earnings due to movements in individual equity prices or general movements in the level of the stock market. The Company closely monitors individual equity movements, and the stock market to determine the appropriate course of action to be taken by the Company. |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2023 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | 14. RELATED PARTY TRANSACTIONS Key Personnel Compensation Key management personnel includes those persons having authority and responsibility for planning, directing, and controlling the activities of the Company as a whole. The Company has determined that key management personnel consists of executive and non-executive members of the Company’s Board of Directors and corporate officers. The remuneration of directors and key management personnel for the three and six month period ended June 30, 2023 and 2022 are as follows: 2023 2022 Payments to key management personnel: Salaries, consulting and directors’ fees $ 1,007,410 $ 1,162,885 Share-based payments 593,146 1,824,713 Total $ 1,600,556 $ 2,987,598 Salaries, consulting and directors’ fees shown above are classified within profit and loss as shown below: (in thousands) Type of Service Nature of Relationship 2023 2022 Selling and marketing expenses VP Technology/VP Sales International $ 225 $ 234 General and administrative expense Companies controlled by the CEO, CFO and Directors $ 782 $ 929 |
Segmented Information
Segmented Information | 9 Months Ended |
Sep. 30, 2023 | |
Segmented Information Disclosure [Abstract] | |
SEGMENTED INFORMATION | 15. SEGMENTED INFORMATION The Company is domiciled in Canada, and it operates and produces its income primarily in Israel, Europe and North America. The Company operates as a single segment being the sale of cellular-based communications products. The Company’s entity-wide disclosures include disaggregated information about product sales, geographical areas, and major customers. Geographical area information is shown below: External revenues by Geography for the three and nine month period ended 9 months ended Sep 30 3 months ended Sep 30 (in thousands) 2023 2022 2023 2022 USA $ 4,478 $ 2,368 $ 1,276 $ 1,648 Canada 1,036 1,114 304 495 EMEA 842 841 262 391 Australia - 47 - 34 Total $ 6,356 $ 4,370 $ 1,842 $ 2,568 Non-current asset geographic area information is shown below: (in thousands) Sept 30, December 31, Long-term receivable total $ 137 $ 150 Canada - - EMEA 137 150 Right of use asset total $ 666 $ 887 Canada 100 177 EMEA 566 710 Equipment total $ 180 $ 207 Canada - - EMEA 180 207 Intangibles total $ 7,997 $ 6,988 Canada 36 - EMEA 7,961 6,988 Product information is shown below: Revenue by product line 9 months ended Sep 30 3 months ended Sep 30 (in thousands) 2023 2022 2023 2022 Cellular boosters and related accessories $ 1,800 1,882 $ 778 717 Rugged devices and related accessories $ 4,556 2,488 $ 1,064 1,851 Total $ 6,356 $ 4,370 $ 1,842 $ 2,568 |
Supplemental Information with R
Supplemental Information with Respect to Cash Flows | 9 Months Ended |
Sep. 30, 2023 | |
Supplemental Information with Respect to Cash Flows [Abstract] | |
SUPPLEMENTAL INFORMATION WITH RESPECT TO CASH FLOWS | 16. SUPPLEMENTAL INFORMATION WITH RESPECT TO CASH FLOWS Nine months ended 2023 2022 Change in non-cash working capital: Trade and other receivables $ (631,278 ) $ (326,749 ) Prepaids (54,974 ) (390,022 ) Inventory 1,596,000 (2,903,506 ) Advances to suppliers (1,385,957 ) (638,831 ) Accounts payable and accrued liabilities (489,431 ) (528,817 ) Deferred revenue (149,600 ) - $ (1,115,240 ) $ (4,787,926 ) For the nine months ended September 30, 2023, the Company paid $42,783 (September 30, 2022 - $39,869 Nil nil |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2023 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | 17. SUBSEQUENT EVENTS Subsequent to the period end, the Company’s registered offering of common shares on October 31, 2023, resulted in the Company issuing both 1,870.000 common shares at $0.65 per share plus 530,000 prefunded warrants at $0.64 per warrant, with a prefunded warrant exercise price of $0.01 per share, for total gross proceeds of $1,554,700 before offering and underwriting expenses. On November 1, 2023, 180,000 of the prefunded warrants were exercised and converted into 177,313 common shares of the Company. On October 3, 2023, an investor exercised their right to convert 900 RSU’s into 900 common shares of the Company. |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Basis of consolidation and presentation | Basis of consolidation and presentation These unaudited condensed interim consolidated financial statements of the Company have been prepared on a historical cost basis, except for financial instruments classified as financial instruments at fair value through profit and loss, which are stated at their fair value. In addition, the condensed interim consolidated financial statements have been prepared using the accrual basis of accounting, except for the statement of cash flows. These unaudited condensed interim consolidated financial statements incorporate the financial statements of the Company and its wholly controlled subsidiaries. Control exists when the Company has the power, directly or indirectly, to govern the financial and operating policies of an entity so as to obtain benefits from its activities. These condensed interim consolidated financial statements include the accounts of the Company and its direct wholly-owned subsidiaries. All intercompany transactions and balances have been eliminated. The unaudited condensed interim consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries: Name of Subsidiary Place of Incorporation Ownership Queensgate Resources Corp. British Columbia, Canada 100 % Queensgate Resources US Corp. Nevada, USA 100 % Siyata Mobile (Canada) Inc. British Columbia, Canada 100 % Siyata Mobile Israel Ltd. Israel 100 % Signifi Mobile Inc. Quebec, Canada 100 % ClearRF Nevada Ltd. Nevada, USA 100 % |
Recent adoptions of accounting pronouncements | Recent adoptions of accounting pronouncements The following amendments became effective on January 1, 2023, and did not have a material impact on the Company’s condensed interim consolidated financial statements: ● In February 2021, the IASB issued Definition of Accounting Estimates (Amendments to IAS 8). The amendments define accounting estimates and clarify the distinction between changes in accounting estimates and changes in accounting policies. ● In February 2021, the IASB issued Disclosure of Accounting Policies (Amendments to IAS 1 and IFRS Practice Statement 2). The amendments provide guidance to help entities disclose their material (previously “significant”) accounting policies. ● In May 2021, the IASB issued Deferred Tax related to Assets and Liabilities arising from a Single Transaction (Amendments to IAS 12). The amendments narrow the scope of the recognition exemption so that companies would be required to recognize deferred tax for transactions that give rise to equal amounts of taxable and deductible temporary differences, such as leases. |
Future accounting pronouncements | Future accounting pronouncements The standards, amendments, and interpretations issued before 2023 but not yet adopted by the Company have been disclosed in Note 3 of the Company’s December 31, 2022 annual consolidated financial statements. The Company is currently considering the impact of adopting these standards, amendments and interpretations on its consolidated financial statement. |
Basis of Preparation (Tables)
Basis of Preparation (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Basis of Preparation [Abstract] | |
Schedule of Unaudited Condensed Interim Consolidated Financial Statements | The unaudited condensed interim consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries: Name of Subsidiary Place of Incorporation Ownership Queensgate Resources Corp. British Columbia, Canada 100 % Queensgate Resources US Corp. Nevada, USA 100 % Siyata Mobile (Canada) Inc. British Columbia, Canada 100 % Siyata Mobile Israel Ltd. Israel 100 % Signifi Mobile Inc. Quebec, Canada 100 % ClearRF Nevada Ltd. Nevada, USA 100 % |
Trade and Other Receivables (Ta
Trade and Other Receivables (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Trade and Other Receivables [Abstract] | |
Schedule of Trade and Other Receivables | September 30, December 31, Trade receivables $ 2,752,951 $ 2,015,291 Allowance for doubtful accounts (1,047,802 ) (1,056,393 ) Taxes receivable 474,097 615,730 Total $ 2,179,246 $ 1,574,628 |
Inventory (Tables)
Inventory (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Inventory [Abstract] | |
Schedule of Inventory | September 30, December 31, Finished products $ 2,601,980 $ 7,392,002 Impairment of finished products - (3,555,683 ) Accessories and spare parts 299,934 675,001 Impairment of accessories and spare parts - (418,770 ) Total $ 2,901,914 $ 4,092,550 |
Warrant Liability (Tables)
Warrant Liability (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Warrant Liability [Abstract] | |
Schedule of the Warrant Liability | The balance of the warrant liability is as follows: November 3, January 11, October 12, January 19, Total Balance December 31, 2022 $ 197,733 $ 501,330 $ 2,035,741 $ - $ 2,734,804 Exercise of warrants (197,733 ) - (1,717,801 ) - (1,915,534 ) Warrants issued - - - 2,875,580 2,875,580 Transfer to equity - - (564,946 ) (3,410,100 ) (3,975,046 ) Change in fair value - (487,407 ) 247,006 534,520 294,119 Balance September 30, 2023 $ - $ 13,923 $ - $ - $ 13,923 |
Share Capital (Tables)
Share Capital (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Share Capital [Abstract] | |
Schedule of Stock Option Activity | A summary of the Company’s stock option activity is as follows: Weighted Number of Average Stock Exercise Options Price Outstanding options, December 31, 2021 4,146 $ 1,388.00 Granted 11,450 115.00 Expired/Cancelled (534 ) (3,090.00 ) Outstanding options, December 31, 2022 15,062 $ 352.91 Granted - - Expired/Cancelled - - Outstanding options, September 30, 2023 15,062 $ 352.91 Number of Weighted Outstanding RSU, December 31, 2021 0 $ - Granted 31,950 105.08 Exercised (300 ) (103.00 ) Outstanding RSU, December 31, 2022 31,650 $ 105.02 Granted - - Exercised - - Outstanding RSU, September 30, 2023 31,650 $ 105.02 Number of Weighted Outstanding agent options, December 31, 2021 4,459 $ 751.00 Granted 4,873 251.00 Expired (17 ) 2,049.00 Outstanding agent options, December 31, 2022 9,315 $ 487.06 Granted - - Expired - - Outstanding agent options, September 30, 2023 9,315 $ 487.06 Number of average Outstanding, December 31, 2021 51,213 $ 989.00 Granted 291,391 $ 94.00 Expired (1,284 ) $ 3,347.00 Outstanding, December 31, 2022 341,320 $ 176.00 Granted 180,429 $ 20.00 Exercised (390,748 ) $ 9.00 Outstanding, September 30, 2023 131,001 $ 383.62 |
Schedule of Stock Options Outstanding | As at September 30, 2023 stock options outstanding are as follows: Grant Date Number of Number of Weighted Expiry date Remaining 24-Dec-18 129 129 5,400.00 24-Dec-23 0.23 15-Jan-19 8 8 5,400.00 15-Jan-24 0.29 21-Mar-19 123 123 5,900.00 21-Mar-24 0.47 1-Jan-20 21 21 5,400.00 1-Jan-24 0.25 15-Nov-20 950 950 600.00 15-Nov-30 7.13 15-Nov-20 1,615 1,615 600.00 15-Nov-25 2.13 2-Jan-21 570 570 1,150.00 2-Jan-26 2.26 2-Jan-21 50 50 1,150.00 2-Jan-31 7.26 18-Jan-21 145 145 1,150.00 18-Jan-26 2.30 1-Jan-22 200 200 400.00 29-Oct-26 3.08 13-Apr-22 7,950 3,975 110.00 13-Apr-27 3.54 12-Jul-22 3,300 1,375 110.00 12-Jul-25 1.78 Total 15,061 9,161 $ 352.91 3.12 Grant Date Number of Weighted Average 9-Mar-22 2,250,000 1.03 13-Apr-22 825,000 1.10 12-Jul-22 90,000 1.10 Total 3,165,000 $ 1.05 Grant Date Number of Number of Weighted Expiry date Remaining 29-Sep-20 1,135 1,135 $ 660.00 28-Sep-25 2.00 29-Sep-20 2,660 2,660 $ 685.00 28-Sep-25 2.00 31-Dec-20 647 647 $ 1,150.00 30-Jun-24 0.75 11-Jan-22 4,348 4,348 $ 253.00 11-Jan-27 3.28 1-Apr-22 525 525 $ 230.00 8-Mar-27 3.44 Total 9,315 9,315 487.06 2.59 Grant Date Number of Number of Weighted Expiry date Remaining 29-Sep-20 1,135 1,135 $ 660.00 28-Sep-25 1.87 29-Sep-20 2,660 2,660 $ 685.00 28-Sep-25 1.87 31-Dec-20 647 647 $ 1,150.00 30-Jun-24 0.63 11-Jan-22 4,348 4,348 $ 253.00 11-Jan-27 3.16 1-Apr-22 525 525 $ 230.00 8-Mar-27 3.32 31-Oct-23 120,000 0 $ 0.72 31-Oct-28 4.97 Total 129,315 9,315 35.75 4.79 Grant Date Number of Exercise Expiry date 29-Sep-20 18,056 685.00 28-Sep-25 31-Dec-20 12,945 1,150.00 30-Jun-24 11-Jan-22 100,000 230.00 10-Jan-27 Total 131,001 $ 383.62 |
Cost of Sales (Tables)
Cost of Sales (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Cost of Sales [Abstract] | |
Schedule of Cost of Sales | (in thousands) Nine months Nine months Three months Three months Inventory expensed $ 3,627 $ 2,167 $ 1,035 $ 1,328 Royalties 300 178 103 84 Other expenses 638 806 214 300 Total $ 4,565 $ 3,151 $ 1,352 $ 1,712 |
Selling and Marketing Expenses
Selling and Marketing Expenses (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Selling and Marketing Expenses [Abstract] | |
Schedule of Selling and Marketing Expenses | (in thousands) Nine months Nine months Three months Three months Salaries and related expenses $ 2,007 $ 1,981 $ 691 $ 720 Advertising and marketing $ 1,321 1,334 697 472 Travel and conferences $ 137 119 36 33 Total $ 3,465 $ 3,434 $ 1,424 $ 1,225 |
General and Administrative Ex_2
General and Administrative Expenses (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
General and Administrative Expenses [Abstract] | |
Schedule of General and Administrative Eexpenses | (in thousands) Nine months Nine months Three months Three months Salaries and related expenses $ 725 438 $ 284 $ 144 Professional services 1,622 1,349 296 408 Consulting and director fees 782 949 296 251 Travel 63 107 16 9 Office and general 906 1,244 296 260 Regulatory and filing fees 143 109 59 44 Shareholder relations 173 489 71 58 Total $ 4,414 4,685 $ 1,318 $ 1,174 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Related Party Transactions [Abstract] | |
Schedule of Remuneration of Directors and Key Management Personnel | The remuneration of directors and key management personnel for the three and six month period ended June 30, 2023 and 2022 are as follows: 2023 2022 Payments to key management personnel: Salaries, consulting and directors’ fees $ 1,007,410 $ 1,162,885 Share-based payments 593,146 1,824,713 Total $ 1,600,556 $ 2,987,598 |
Schedule of Salaries, Consulting and Directors’ Fees Shown Above are Classified Within Profit and Loss | Salaries, consulting and directors’ fees shown above are classified within profit and loss as shown below: (in thousands) Type of Service Nature of Relationship 2023 2022 Selling and marketing expenses VP Technology/VP Sales International $ 225 $ 234 General and administrative expense Companies controlled by the CEO, CFO and Directors $ 782 $ 929 |
Segmented Information (Tables)
Segmented Information (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Segmented Information Disclosure [Abstract] | |
Schedule of Geographical Segments, Segment Revenue Is Based on the Geographical Location of the Customers | Geographical area information is shown below: External revenues by Geography for the three and nine month period ended 9 months ended Sep 30 3 months ended Sep 30 (in thousands) 2023 2022 2023 2022 USA $ 4,478 $ 2,368 $ 1,276 $ 1,648 Canada 1,036 1,114 304 495 EMEA 842 841 262 391 Australia - 47 - 34 Total $ 6,356 $ 4,370 $ 1,842 $ 2,568 |
Schedule of Non Current Asset Geographic Area Information | Non-current asset geographic area information is shown below: (in thousands) Sept 30, December 31, Long-term receivable total $ 137 $ 150 Canada - - EMEA 137 150 Right of use asset total $ 666 $ 887 Canada 100 177 EMEA 566 710 Equipment total $ 180 $ 207 Canada - - EMEA 180 207 Intangibles total $ 7,997 $ 6,988 Canada 36 - EMEA 7,961 6,988 |
Schedule of Product Information | Product information is shown below: Revenue by product line 9 months ended Sep 30 3 months ended Sep 30 (in thousands) 2023 2022 2023 2022 Cellular boosters and related accessories $ 1,800 1,882 $ 778 717 Rugged devices and related accessories $ 4,556 2,488 $ 1,064 1,851 Total $ 6,356 $ 4,370 $ 1,842 $ 2,568 |
Supplemental Information with_2
Supplemental Information with Respect to Cash Flows (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Supplemental Information with Respect to Cash Flows [Abstract] | |
Schedule of Supplemental Information with Respect to Cash Flows | Nine months ended 2023 2022 Change in non-cash working capital: Trade and other receivables $ (631,278 ) $ (326,749 ) Prepaids (54,974 ) (390,022 ) Inventory 1,596,000 (2,903,506 ) Advances to suppliers (1,385,957 ) (638,831 ) Accounts payable and accrued liabilities (489,431 ) (528,817 ) Deferred revenue (149,600 ) - $ (1,115,240 ) $ (4,787,926 ) |
Nature of Operations and Goin_2
Nature of Operations and Going Concern (Details) - USD ($) | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Nature of Operations and Going Concern (Details) [Line Items] | |||
Net loss | $ 9,066,788 | $ 8,710,945 | |
Total deficit | 86,885,452 | $ 77,818,663 | |
Siyata Mobile (Canada) Inc. [Member] | |||
Nature of Operations and Going Concern (Details) [Line Items] | |||
Net loss | $ 9,466,789 |
Basis of Preparation (Details)
Basis of Preparation (Details) - Schedule of Unaudited Condensed Interim Consolidated Financial Statements | 9 Months Ended |
Sep. 30, 2023 | |
Queensgate Resources Corp. [Member] | |
Basis of Preparation (Details) - Schedule of Unaudited Condensed Interim Consolidated Financial Statements [Line Items] | |
Name of Subsidiary | Queensgate Resources Corp. |
Place of Incorporation | British Columbia, Canada |
Ownership | 100% |
Queensgate Resources US Corp. [Member] | |
Basis of Preparation (Details) - Schedule of Unaudited Condensed Interim Consolidated Financial Statements [Line Items] | |
Name of Subsidiary | Queensgate Resources US Corp. |
Place of Incorporation | Nevada, USA |
Ownership | 100% |
Siyata Mobile (Canada) Inc. [Member] | |
Basis of Preparation (Details) - Schedule of Unaudited Condensed Interim Consolidated Financial Statements [Line Items] | |
Name of Subsidiary | Siyata Mobile (Canada) Inc. |
Place of Incorporation | British Columbia, Canada |
Ownership | 100% |
Siyata Mobile Israel Ltd. [Member] | |
Basis of Preparation (Details) - Schedule of Unaudited Condensed Interim Consolidated Financial Statements [Line Items] | |
Name of Subsidiary | Siyata Mobile Israel Ltd. |
Place of Incorporation | Israel |
Ownership | 100% |
Signifi Mobile Inc. [Member] | |
Basis of Preparation (Details) - Schedule of Unaudited Condensed Interim Consolidated Financial Statements [Line Items] | |
Name of Subsidiary | Signifi Mobile Inc. |
Place of Incorporation | Quebec, Canada |
Ownership | 100% |
ClearRF Nevada Ltd. [Member] | |
Basis of Preparation (Details) - Schedule of Unaudited Condensed Interim Consolidated Financial Statements [Line Items] | |
Name of Subsidiary | ClearRF Nevada Ltd. |
Place of Incorporation | Nevada, USA |
Ownership | 100% |
Trade and Other Receivables (De
Trade and Other Receivables (Details) - Schedule of Trade and Other Receivables - USD ($) | Sep. 30, 2023 | Dec. 31, 2022 |
Schedule Of Trade And Other Receivables Abstract | ||
Trade receivables | $ 2,752,951 | $ 2,015,291 |
Allowance for doubtful accounts | (1,047,802) | (1,056,393) |
Taxes receivable | 474,097 | 615,730 |
Total | $ 2,179,246 | $ 1,574,628 |
Inventory (Details) - Schedule
Inventory (Details) - Schedule of Inventory - USD ($) | Sep. 30, 2023 | Dec. 31, 2022 |
Schedule of inventory [Abstract] | ||
Finished products | $ 2,601,980 | $ 7,392,002 |
Impairment of finished products | (3,555,683) | |
Accessories and spare parts | 299,934 | 675,001 |
Impairment of accessories and spare parts | (418,770) | |
Total | $ 2,901,914 | $ 4,092,550 |
Bank Loan (Details)
Bank Loan (Details) - USD ($) | 1 Months Ended | ||
Apr. 30, 2023 | Sep. 30, 2023 | Dec. 31, 2022 | |
Bank Loan (Details) [Line Items] | |||
Interest rate | 0.50% | ||
Bank loan balance (in Dollars) | $ 531,521 | ||
North American Receivables [Member] | |||
Bank Loan (Details) [Line Items] | |||
Line of credit (in Dollars) | $ 20,000,000 | ||
Advance percentage | 85% | ||
Interest rate | 1.80% |
Convertible Debentures (Details
Convertible Debentures (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||
Jan. 13, 2022 | Nov. 03, 2021 | May 31, 2022 | Mar. 31, 2022 | Sep. 30, 2023 | |
Convertible Debentures [Abstract] | |||||
Convertible promissory note issued | $ 7,200,000 | ||||
Warrants issued (in Shares) | 2,142,857 | ||||
Gross proceeds | $ 6,000,000 | ||||
Percentage of gross proceeds | 20% | ||||
Total amount repaid | $ 4,000,000 | ||||
Monthly payment | $ 400,000 | ||||
Common shares issued (in Shares) | 13,112,255 | ||||
Market value | $ 4,138,002 | ||||
Principal amount | $ 938,002 | ||||
Convertible debenture | $ 2,023,751 |
Warrant Liability (Details)
Warrant Liability (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Oct. 12, 2022 | Jan. 11, 2022 | Jan. 03, 2022 | Nov. 03, 2021 | Jan. 19, 2023 | Mar. 30, 2023 | Sep. 30, 2023 | Dec. 31, 2022 | |
Warrant Liability (Details) [Line Items] | ||||||||
Purchase of aggregate shares | 180,429 | |||||||
Exercise price of warrant | $ 230 | $ 20 | ||||||
Aggregate common shares | 180,429 | |||||||
Gross proceeds amount | $ 3,608,571 | |||||||
Exercise warrants term | 5 years | |||||||
Outstanding warrants | 210,320 | |||||||
Outstanding warrants per share | $ 20 | |||||||
Warrants exercised | 174,000 | 210,320 | ||||||
Exchange of common shares | 210,320 | |||||||
Fair value of the warrants amount | $ 3,410,100 | $ 13,923 | ||||||
Common shares | 18,929 | |||||||
Warrant expiry term | 5 years | |||||||
Initial stock price | $ 19 | $ 282 | ||||||
Strike rate | $ 20 | $ 230 | ||||||
Dividend yield percentage | 0% | 0% | 0% | |||||
Warrants term | 0 years | 3 years 3 months 10 days | ||||||
Volatility percentage | 130% | 105% | ||||||
Risk-free rate percentage | 3.62% | 4.72% | 3.10% | |||||
Warrants | 174,000 | 85,200 | 12,500 | |||||
Pre-funded warrants | 15,900 | 14,800 | 530,000 | |||||
Share price | $ 15 | |||||||
Exercise price | $ 230 | $ 23 | ||||||
Expected volatility percentage | 100% | |||||||
Warrants issued | $ 17,391 | |||||||
Exercisable per share | $ 23 | |||||||
Fair value of the waiver warrants | 328,696 | $ 184,983 | ||||||
Top of range [Member] | ||||||||
Warrant Liability (Details) [Line Items] | ||||||||
Exercise price of warrant | $ 23 | |||||||
Bottom of range [Member] | ||||||||
Warrant Liability (Details) [Line Items] | ||||||||
Exercise price of warrant | 20 | |||||||
Warrants [member] | ||||||||
Warrant Liability (Details) [Line Items] | ||||||||
Exercise price of warrant | $ 400 | |||||||
Warrants [member] | ||||||||
Warrant Liability (Details) [Line Items] | ||||||||
Exercise price of warrant | $ 20 | |||||||
Holder exercised warrants | 29,891 | |||||||
Warrants exercised | 161,500 | |||||||
January 19, 2023 Warrants [Member] | ||||||||
Warrant Liability (Details) [Line Items] | ||||||||
Fair value of the warrants amount | $ 2,875,580 | |||||||
Discount for lack of marketability percentage | 15% | |||||||
November 3, 2021 Warrants [Member] | ||||||||
Warrant Liability (Details) [Line Items] | ||||||||
Fair value of the warrants amount | $ 197,733 | |||||||
Initial stock price | $ 15 | |||||||
Strike rate | $ 23 | |||||||
Dividend yield percentage | 0% | |||||||
Warrants term | 3 years 10 months 2 days | |||||||
Volatility percentage | 110% | |||||||
Risk-free rate percentage | 4.08% | |||||||
Black Scholes Option Pricing Model [Member] | ||||||||
Warrant Liability (Details) [Line Items] | ||||||||
Fair value of the warrants amount | $ 132,957 | $ 501,330 | ||||||
Initial stock price | $ 15 | |||||||
Strike rate | $ 230 | |||||||
Dividend yield percentage | 0% | |||||||
Warrants term | 4 years 10 days | |||||||
Volatility percentage | 110% | |||||||
Risk-free rate percentage | 4.08% | |||||||
Black Scholes Option Pricing Model [Member] | Prior to Exercise [Member] | ||||||||
Warrant Liability (Details) [Line Items] | ||||||||
Fair value of the warrants amount | ||||||||
October 12, 2022 Warrants [Member] | ||||||||
Warrant Liability (Details) [Line Items] | ||||||||
Fair value of the warrants amount | $ 12,500 | $ 29,891 | $ 1,850,758 | |||||
Dividend yield percentage | 0% | 0% | ||||||
Warrants term | 4 years 8 months 23 days | |||||||
Volatility percentage | 115% | |||||||
Risk-free rate percentage | 3.49% | 3.98% | ||||||
Share price | $ 19 | $ 15 | ||||||
Exercise price | $ 20 | $ 23 | ||||||
Expected volatility percentage | 100% | |||||||
Warrants issued | $ 17,391 | |||||||
Unexercised warrants | 12,500 | |||||||
Fair value of the outstanding warrants | $ 564,946 | |||||||
October 12, 2022 Warrants [Member] | Prior to Exercise [Member] | ||||||||
Warrant Liability (Details) [Line Items] | ||||||||
Fair value of the warrants amount | $ 161,500 | |||||||
Dividend yield percentage | 0% | |||||||
Warrants term | 0 years | |||||||
Volatility percentage | 115% | |||||||
Risk-free rate percentage | 3.49% | |||||||
Share price | $ 19 | |||||||
Exercise price | 20 | |||||||
Common Shares [Member] | ||||||||
Warrant Liability (Details) [Line Items] | ||||||||
Exercise price of warrant | $ 20 | |||||||
Holder exercised warrants | 23 |
Warrant Liability (Details) - S
Warrant Liability (Details) - Schedule of the Warrant Liability | 9 Months Ended |
Sep. 30, 2023 USD ($) | |
Condensed Financial Statements, Captions [Line Items] | |
Balance-beginning of period | $ 2,734,804 |
Exercise of warrants | (1,915,534) |
Warrants issued | 2,875,580 |
Transfer to equity | (3,975,046) |
Change in fair value | 294,119 |
Balance-Ending of period | 13,923 |
Warrants Nov 3, 2021 [Member] | |
Condensed Financial Statements, Captions [Line Items] | |
Balance-beginning of period | 197,733 |
Exercise of warrants | (197,733) |
Warrants issued | |
Transfer to equity | |
Change in fair value | |
Balance-Ending of period | |
Warrants Jan 11, 2022 [Member] | |
Condensed Financial Statements, Captions [Line Items] | |
Balance-beginning of period | 501,330 |
Exercise of warrants | |
Warrants issued | |
Transfer to equity | |
Change in fair value | (487,407) |
Balance-Ending of period | 13,923 |
October 12, 2022 [Member] | |
Condensed Financial Statements, Captions [Line Items] | |
Balance-beginning of period | 2,035,741 |
Exercise of warrants | (1,717,801) |
Warrants issued | |
Transfer to equity | (564,946) |
Change in fair value | 247,006 |
Balance-Ending of period | |
January 19, 2023 [Member] | |
Condensed Financial Statements, Captions [Line Items] | |
Balance-beginning of period | |
Exercise of warrants | |
Warrants issued | 2,875,580 |
Transfer to equity | (3,410,100) |
Change in fair value | 534,520 |
Balance-Ending of period |
Share Capital (Details)
Share Capital (Details) - USD ($) | 1 Months Ended | 9 Months Ended | ||||||||
Jul. 13, 2023 | Jan. 12, 2023 | Apr. 13, 2022 | Jan. 11, 2022 | Jan. 01, 2022 | Jun. 28, 2023 | Mar. 31, 2022 | Sep. 30, 2023 | Jun. 30, 2023 | Dec. 31, 2022 | |
Share Capital [Line Items] | ||||||||||
Number of shares issued | 500,000 | 210,319 | ||||||||
Description of issuance | As of the date of issuance of these financial statements total outstanding common shares is 3,902,168 (post 100-to-1 reverse split that was effective as of August 10, 2023), due to the issuance of 1,870,000 shares from a capital raise on October 31, 2023 and the exercise of 180,000 prefunded warrants also issued on October 31, 2023 that were exercised into 177,313 additional common shares on November 1, 2023, as well as the conversion of 900 RSU’s into 900 common shares on October 3, 2023. | |||||||||
Proceeds from exercise of options (in Dollars) | $ 2,250,000 | |||||||||
Exercise warrants issued | 180,429 | |||||||||
Warrants price (in Dollars per share) | $ 23 | |||||||||
Company issued per share (in Dollars per share) | $ 4.5 | $ 0.65 | ||||||||
Description of subsequent | Subsequent to September 30, 2023 the Company issued 1,870,000 common shares at $0.65 per share and also issued 530,000 prefunded warrants with an exercise price of $0.01 and a purchase price of $0.64 per warrant for total gross proceeds of $1,554,700 before offering expenses and other expenses included in share issuance costs. | |||||||||
Gross proceeds (in Dollars) | $ 20,013,043 | |||||||||
Sale to public share units | 72,157 | |||||||||
Public shares per unit (in Dollars per share) | $ 230 | |||||||||
Exercisable per share (in Dollars per share) | $ 230 | |||||||||
Exercisable term | 5 years | |||||||||
Gross Proceeds (in Dollars) | $ 10,936,974 | |||||||||
Unit warrants (in Dollars) | $ 5,395,878 | |||||||||
Shares issued pre-funded units | 14,800 | |||||||||
Pre-funded per unit (in Dollars per share) | $ 229 | |||||||||
Value, per share (in Dollars per share) | 1 | |||||||||
Exercise price per share (in Dollars per share) | $ 230 | $ 23 | ||||||||
Warrant term years | 5 years | |||||||||
Issued pre-funded units (in Dollars) | $ 2,560,400 | |||||||||
Minimal exercise price (in Dollars per share) | $ 1 | |||||||||
Over-allotment option per share (in Dollars per share) | $ 0.97 | |||||||||
Proceeds received on warrants (in Dollars) | $ 13,043 | |||||||||
Fair value loss (in Dollars) | $ 962,350 | |||||||||
Initial stock price (in Dollars per share) | $ 173 | |||||||||
Strike rate (in Dollars per share) | $ 253 | |||||||||
Dividend yield percentage | 0% | |||||||||
Volatility percentage | 60% | |||||||||
Risk free rate | 0.50% | |||||||||
Description of company issued | The Company issued 1,550 common shares, with a fair value of $170,500 ($110.00 per share) to consultants as part of their compensation for services rendered.The Company issued 8,542 common shares with a fair value of $1,002,461 as combined payments of the monthly principal repayment of $400,000 for the months of May and June 2022 payable in shares per the terms of the promissory note.The Company issued 15,500 common shares, with a fair value of $170,500 ($110.00 per share) to consultants as part of their compensation for services rendered.The Company issued 300 shares with a fair value of $22,200 ($74.00 per share) resulting from a supplier converting RSU’s into common shares. The Company issued 600 shares, with a fair value of $61,800 ($103.00 per share), to a supplier as partial compensation according to their contractual agreements.The Company issued 4,049 shares, with a fair value of $441,296 ($109.00 per share),as payment for the monthly principal repayment of $400,000 on the promissory note. ·The Company issued 6,849 shares, with a fair value of $520,548 ($76.00 per share), as payment for the monthly principal repayment of $400,000 on the promissory note.The Company issued 600 shares, with a fair value of $61,800 ($103.00 per share), to a supplier as partial compensation according to their contractual agreements | |||||||||
Shares reserved percentage | 15% | |||||||||
Stock discount rate | 25% | |||||||||
Stock option issued | 7,950 | 200 | ||||||||
Stock option exercise price (in Dollars per share) | $ 110 | $ 400 | ||||||||
Fair value granted (in Dollars) | $ 678,520 | $ 54,480 | ||||||||
Fair value options (in Dollars) | $ 85.35 | $ 272.4 | ||||||||
RSU's transactions description | ●On March 9, 2022, the Company granted 4,500 RSU’s to Directors that vest immediately. On the date of granting, the fair value and stock price was $103.00/share. ● On March 9, 2022, the Company granted 18,000 RSU’s to a Director that vest quarterly over 12 periods with the first vesting of 1,500 RSU’s occurring on the date of the granted and another 1,500 vest every three months until all of the granted RSU’s have vested. On the date of granting, the fair value and the stock price was $103.00/share. ● On April 13, 2022, the Company granted 2,400 RSU’s to consultants that vest immediately. On the date of granting, the fair value and the stock price was $110.00/share. ● On April 13, 2022, the Company granted 5,850 RSU’s to employees of the Company that vest quarterly over 12 periods with the first vesting of 488 RSU’s occurring on the date of the granted and another 488 RSU’s vest every three months until all of the granted RSU’s have vested. On the date of granting, the fair value and the stock price was $110.00/share. Transactions subsequent to the period end where 900 RSU’s were converted into 900 common shares on October 3, 2023. | |||||||||
Agents options, description | ●The Company issued warrants to the placement agents to purchase 4,348 common shares at an exercise price of $253.00 per share (the “Placement Agent Warrants”), which are exercisable 180 days from January 11, 2022, with a term of five years. The fair value of the Placement Agent Warrants was determined to be $307,189 using the Black-Scholes model with the following assumptions: initial stock price $173.00, strike rate $253.00, dividend yield 0%, term 5 years, volatility 60.0% and risk-free rate 0.50%. The Company also issued 525 agent’s options with a fair value of $61,950 with an exercise price of $230.00.As part of the capital raise that occurred on October 31, 2023 as more fully described in the Subsequent Events Note 17, the Company issued 120,000 warrants to the underwriter exerciseable at the lower of: $0.715 per warrant or a cashless exercise with a five year term. | |||||||||
Exercise warrants | 180,429 | 180,429 | ||||||||
Warrants issued | 180,429 | |||||||||
Cashless warrants exercised | 210,318 | |||||||||
Transactions during the year, description | ●On January 11, 2022 as part of an underwritten public offering, the Company issued a total of 100,000 share purchase warrants, exercisable at $230.00 per warrant and with a term of five years. | |||||||||
ClearRF Acquisition [Member] | ||||||||||
Share Capital [Line Items] | ||||||||||
Shares issued to vendor | 1,390 | |||||||||
Fair value amount (in Dollars) | $ 190,094 | |||||||||
Warrants [member] | ||||||||||
Share Capital [Line Items] | ||||||||||
Warrants price (in Dollars per share) | $ 23 | |||||||||
Ordinary shares [member] | ||||||||||
Share Capital [Line Items] | ||||||||||
Number of shares issued | 1,853,955 | 448,686 | ||||||||
Number of shares outstanding | 1,853,955 | 448,686 | ||||||||
Ordinary shares [member] | Common Share Transactions [Member] | ||||||||||
Share Capital [Line Items] | ||||||||||
Number of shares issued | 180,429 | |||||||||
Warrants [member] | ||||||||||
Share Capital [Line Items] | ||||||||||
Number of shares issued | 180,429 | |||||||||
Proceeds from exercise of options (in Dollars) | $ 3,608,571 | |||||||||
Pre-Funded Units [member] | ||||||||||
Share Capital [Line Items] | ||||||||||
Warrant term years | 5 years | |||||||||
Pre-funded warrants issued (in Dollars) | $ 1,106,747 | |||||||||
Over-Allotment Option [Member] | ||||||||||
Share Capital [Line Items] | ||||||||||
Warrant term years | 5 years | |||||||||
Additional warrants purchased | 13,043 | |||||||||
Warrants to purchase shares | 13,043 | |||||||||
Common shares exercisable per share (in Dollars per share) | $ 230 | |||||||||
Option warrant exercisable term description | Each Option Warrant is exercisable immediately and has a term of five years from the issue date. | |||||||||
Option warrants issued (in Dollars) | $ 975,393 | |||||||||
Market price per share (in Dollars per share) | $ 173 | |||||||||
Initial stock price (in Dollars per share) | 173 | |||||||||
Strike rate (in Dollars per share) | $ 230 | |||||||||
Dividend yield percentage | 0% | |||||||||
Volatility percentage | 60% | |||||||||
Risk free rate | 0.50% | |||||||||
Placement Agent Warrants [member] | ||||||||||
Share Capital [Line Items] | ||||||||||
Exercisable term | 5 years | |||||||||
Warrant term years | 5 years | |||||||||
Warrants issued | 4,348 | |||||||||
Exercise price per share (in Dollars per share) | $ 253 | |||||||||
Fair value of placement agent warrants (in Dollars) | $ 307,189 | |||||||||
Common share transactions, description | The direct costs related to the issuance of the common shares and warrants issued in the January 2022 underwritten public offering were $2,016,895, including the value of the Placement Agent Warrants. Direct costs of $965,248 were allocated to the warrant liability and expensed immediately in profit and loss. During the period, 14,800 Pre-Funded Warrants were exercised for gross proceeds of $14,800, converting into 14,800 common shares that were fully issued. | |||||||||
Stock Options [member] | ||||||||||
Share Capital [Line Items] | ||||||||||
Option warrant exercisable term description | Options can have a maximum term of ten years and typically terminate 90 days following the termination of the optionee’s employment or engagement, except in the case of retirement or death. Vesting of options is at the discretion of the Board of Directors at the time the options are granted. | |||||||||
Non adjusting Events [Member] | ||||||||||
Share Capital [Line Items] | ||||||||||
Number of shares issued | 514,500 | |||||||||
Proceeds from exercise of options (in Dollars) | $ 2,315,250 | |||||||||
Company issued per share (in Dollars per share) | $ 4.5 |
Share Capital (Details) - Sched
Share Capital (Details) - Schedule of Stock Option Activity - $ / shares | 9 Months Ended | 12 Months Ended |
Sep. 30, 2023 | Dec. 31, 2022 | |
Stock Options [Member] | ||
Schedule of stock option activity [Abstract] | ||
Number of options, Outstanding at beginning | 15,062 | 4,146 |
Weighted average exercise price, Outstanding at beginning | $ 352.91 | $ 1,388 |
Number of options, Granted | 11,450 | |
Weighted average exercise price, Granted | $ 115 | |
Number of options, Expired/Cancelled | (534) | |
Weighted average exercise price, Expired/Cancelled | $ (3,090) | |
Number of options, Outstanding at ending | 15,062 | 15,062 |
Weighted average exercise price, Outstanding at ending | $ 352.91 | $ 352.91 |
Restricted Share Units [Member] | ||
Schedule of stock option activity [Abstract] | ||
Number of options, Outstanding at beginning | 31,650 | 0 |
Weighted average exercise price, Outstanding at beginning | $ 105.02 | |
Number of options, Granted | 31,950 | |
Weighted average exercise price, Granted | $ 105.08 | |
Number of options, Exercised | (300) | |
Weighted average exercise price, Exercised | $ (103) | |
Number of options, Outstanding at ending | 31,650 | 31,650 |
Weighted average exercise price, Outstanding at ending | $ 105.02 | $ 105.02 |
Agents’ Options [Member] | ||
Schedule of stock option activity [Abstract] | ||
Number of options, Outstanding at beginning | 9,315 | 4,459 |
Weighted average exercise price, Outstanding at beginning | $ 487.06 | $ 751 |
Number of options, Granted | 4,873 | |
Weighted average exercise price, Granted | $ 251 | |
Number of options, Expired/Cancelled | (17) | |
Weighted average exercise price, Expired/Cancelled | $ 2,049 | |
Number of options, Outstanding at ending | 9,315 | 9,315 |
Weighted average exercise price, Outstanding at ending | $ 487.06 | $ 487.06 |
Share Purchase Warrants [Member] | ||
Schedule of stock option activity [Abstract] | ||
Number of options, Outstanding at beginning | 341,320 | 51,213 |
Weighted average exercise price, Outstanding at beginning | $ 176 | $ 989 |
Number of options, Granted | 180,429 | 291,391 |
Weighted average exercise price, Granted | $ 20 | $ 94 |
Number of options, Exercised | (390,748) | |
Weighted average exercise price, Exercised | $ 9 | |
Number of options, Expired/Cancelled | (1,284) | |
Weighted average exercise price, Expired/Cancelled | $ 3,347 | |
Number of options, Outstanding at ending | 131,001 | 341,320 |
Weighted average exercise price, Outstanding at ending | $ 383.62 | $ 176 |
Share Capital (Details) - Sch_2
Share Capital (Details) - Schedule of Stock Options Outstanding | 9 Months Ended |
Sep. 30, 2023 $ / shares shares | |
Stock Options [Member] | |
Share Capital (Details) - Schedule of Stock Options Outstanding [Line Items] | |
Number of options outstanding | 15,061 |
Number of options exercisable | 9,161 |
Weighted Average Exercise Price (in Dollars per share) | $ / shares | $ 352.91 |
Remaining contractual life (years) | 3 years 1 month 13 days |
Stock Options [Member] | 24-Dec-18 [Member] | |
Share Capital (Details) - Schedule of Stock Options Outstanding [Line Items] | |
Number of options outstanding | 129 |
Number of options exercisable | 129 |
Weighted Average Exercise Price (in Dollars per share) | $ / shares | $ 5,400 |
Expiry date | 24-Dec-23 |
Remaining contractual life (years) | 2 months 23 days |
Stock Options [Member] | 15-Jan-19 [Member] | |
Share Capital (Details) - Schedule of Stock Options Outstanding [Line Items] | |
Number of options outstanding | 8 |
Number of options exercisable | 8 |
Weighted Average Exercise Price (in Dollars per share) | $ / shares | $ 5,400 |
Expiry date | 15-Jan-24 |
Remaining contractual life (years) | 3 months 14 days |
Stock Options [Member] | 21-Mar-19 [Member] | |
Share Capital (Details) - Schedule of Stock Options Outstanding [Line Items] | |
Number of options outstanding | 123 |
Number of options exercisable | 123 |
Weighted Average Exercise Price (in Dollars per share) | $ / shares | $ 5,900 |
Expiry date | 21-Mar-24 |
Remaining contractual life (years) | 5 months 19 days |
Stock Options [Member] | 1-Jan-20 [Member] | |
Share Capital (Details) - Schedule of Stock Options Outstanding [Line Items] | |
Number of options outstanding | 21 |
Number of options exercisable | 21 |
Weighted Average Exercise Price (in Dollars per share) | $ / shares | $ 5,400 |
Expiry date | 1-Jan-24 |
Remaining contractual life (years) | 3 months |
Stock Options [Member] | 15-Nov-20 [Member] | |
Share Capital (Details) - Schedule of Stock Options Outstanding [Line Items] | |
Number of options outstanding | 950 |
Number of options exercisable | 950 |
Weighted Average Exercise Price (in Dollars per share) | $ / shares | $ 600 |
Expiry date | 15-Nov-30 |
Remaining contractual life (years) | 7 years 1 month 17 days |
Stock Options [Member] | 15-Nov-20 [Member] | |
Share Capital (Details) - Schedule of Stock Options Outstanding [Line Items] | |
Number of options outstanding | 1,615 |
Number of options exercisable | 1,615 |
Weighted Average Exercise Price (in Dollars per share) | $ / shares | $ 600 |
Expiry date | 15-Nov-25 |
Remaining contractual life (years) | 2 years 1 month 17 days |
Stock Options [Member] | 2-Jan-21 [Member] | |
Share Capital (Details) - Schedule of Stock Options Outstanding [Line Items] | |
Number of options outstanding | 570 |
Number of options exercisable | 570 |
Weighted Average Exercise Price (in Dollars per share) | $ / shares | $ 1,150 |
Expiry date | 2-Jan-26 |
Remaining contractual life (years) | 2 years 3 months 3 days |
Stock Options [Member] | 2-Jan-21 [Member] | |
Share Capital (Details) - Schedule of Stock Options Outstanding [Line Items] | |
Number of options outstanding | 50 |
Number of options exercisable | 50 |
Weighted Average Exercise Price (in Dollars per share) | $ / shares | $ 1,150 |
Expiry date | 2-Jan-31 |
Remaining contractual life (years) | 7 years 3 months 3 days |
Stock Options [Member] | 18-Jan-21 [Member] | |
Share Capital (Details) - Schedule of Stock Options Outstanding [Line Items] | |
Number of options outstanding | 145 |
Number of options exercisable | 145 |
Weighted Average Exercise Price (in Dollars per share) | $ / shares | $ 1,150 |
Expiry date | 18-Jan-26 |
Remaining contractual life (years) | 2 years 3 months 18 days |
Stock Options [Member] | 01-Jan-22 [Member] | |
Share Capital (Details) - Schedule of Stock Options Outstanding [Line Items] | |
Number of options outstanding | 200 |
Number of options exercisable | 200 |
Weighted Average Exercise Price (in Dollars per share) | $ / shares | $ 400 |
Expiry date | 29-Oct-26 |
Remaining contractual life (years) | 3 years 29 days |
Stock Options [Member] | 13-Apr-22 [Member] | |
Share Capital (Details) - Schedule of Stock Options Outstanding [Line Items] | |
Number of options outstanding | 7,950 |
Number of options exercisable | 3,975 |
Weighted Average Exercise Price (in Dollars per share) | $ / shares | $ 110 |
Expiry date | 13-Apr-27 |
Remaining contractual life (years) | 3 years 6 months 14 days |
Stock Options [Member] | 12-Jul-22 [Member] | |
Share Capital (Details) - Schedule of Stock Options Outstanding [Line Items] | |
Number of options outstanding | 3,300 |
Number of options exercisable | 1,375 |
Weighted Average Exercise Price (in Dollars per share) | $ / shares | $ 110 |
Expiry date | 12-Jul-25 |
Remaining contractual life (years) | 1 year 9 months 10 days |
Restricted share units [member] | |
Share Capital (Details) - Schedule of Stock Options Outstanding [Line Items] | |
Number of options outstanding | 3,165,000 |
Weighted Average Exercise Price (in Dollars per share) | $ / shares | $ 1.05 |
Restricted share units [member] | 9-Mar-22 [Member] | |
Share Capital (Details) - Schedule of Stock Options Outstanding [Line Items] | |
Number of options outstanding | 2,250,000 |
Weighted Average Exercise Price (in Dollars per share) | $ / shares | $ 1.03 |
Restricted share units [member] | 13-Apr-22 [Member] | |
Share Capital (Details) - Schedule of Stock Options Outstanding [Line Items] | |
Number of options outstanding | 825,000 |
Weighted Average Exercise Price (in Dollars per share) | $ / shares | $ 1.1 |
Restricted share units [member] | 12-Jul-22 [Member] | |
Share Capital (Details) - Schedule of Stock Options Outstanding [Line Items] | |
Number of options outstanding | 90,000 |
Weighted Average Exercise Price (in Dollars per share) | $ / shares | $ 1.1 |
Agent Option Outstanding [Member] | |
Share Capital (Details) - Schedule of Stock Options Outstanding [Line Items] | |
Number of options outstanding | 9,315 |
Number of options exercisable | 9,315 |
Weighted Average Exercise Price (in Dollars per share) | $ / shares | $ 487.06 |
Remaining contractual life (years) | 2 years 7 months 2 days |
Agent Option Outstanding [Member] | 29-Sep-20 [Member] | |
Share Capital (Details) - Schedule of Stock Options Outstanding [Line Items] | |
Number of options outstanding | 1,135 |
Number of options exercisable | 1,135 |
Weighted Average Exercise Price (in Dollars per share) | $ / shares | $ 660 |
Expiry date | 28-Sep-25 |
Remaining contractual life (years) | 2 years |
Agent Option Outstanding [Member] | 29-Sep-20 [Member] | |
Share Capital (Details) - Schedule of Stock Options Outstanding [Line Items] | |
Number of options outstanding | 2,660 |
Number of options exercisable | 2,660 |
Weighted Average Exercise Price (in Dollars per share) | $ / shares | $ 685 |
Expiry date | 28-Sep-25 |
Remaining contractual life (years) | 2 years |
Agent Option Outstanding [Member] | 31-Dec-20 [Member] | |
Share Capital (Details) - Schedule of Stock Options Outstanding [Line Items] | |
Number of options outstanding | 647 |
Number of options exercisable | 647 |
Weighted Average Exercise Price (in Dollars per share) | $ / shares | $ 1,150 |
Expiry date | 30-Jun-24 |
Remaining contractual life (years) | 9 months |
Agent Option Outstanding [Member] | 11-Jan-22 [Member] | |
Share Capital (Details) - Schedule of Stock Options Outstanding [Line Items] | |
Number of options outstanding | 4,348 |
Number of options exercisable | 4,348 |
Weighted Average Exercise Price (in Dollars per share) | $ / shares | $ 253 |
Expiry date | 11-Jan-27 |
Remaining contractual life (years) | 3 years 3 months 10 days |
Agent Option Outstanding [Member] | 1-Apr-22 [Member] | |
Share Capital (Details) - Schedule of Stock Options Outstanding [Line Items] | |
Number of options outstanding | 525 |
Number of options exercisable | 525 |
Weighted Average Exercise Price (in Dollars per share) | $ / shares | $ 230 |
Expiry date | 8-Mar-27 |
Remaining contractual life (years) | 3 years 5 months 8 days |
Agent Option Outstanding MD&A [Member] | |
Share Capital (Details) - Schedule of Stock Options Outstanding [Line Items] | |
Number of options outstanding | 129,315 |
Number of options exercisable | 9,315 |
Weighted Average Exercise Price (in Dollars per share) | $ / shares | $ 35.75 |
Remaining contractual life (years) | 4 years 9 months 14 days |
Agent Option Outstanding MD&A [Member] | 1-Apr-22 [Member] | |
Share Capital (Details) - Schedule of Stock Options Outstanding [Line Items] | |
Number of options outstanding | 525 |
Number of options exercisable | 525 |
Weighted Average Exercise Price (in Dollars per share) | $ / shares | $ 230 |
Expiry date | 8-Mar-27 |
Remaining contractual life (years) | 3 years 3 months 25 days |
Agent Option Outstanding MD&A [Member] | 29-Sep-20 [Member] | |
Share Capital (Details) - Schedule of Stock Options Outstanding [Line Items] | |
Number of options outstanding | 1,135 |
Number of options exercisable | 1,135 |
Weighted Average Exercise Price (in Dollars per share) | $ / shares | $ 660 |
Expiry date | 28-Sep-25 |
Remaining contractual life (years) | 1 year 10 months 13 days |
Agent Option Outstanding MD&A [Member] | 29-Sep-20 [Member] | |
Share Capital (Details) - Schedule of Stock Options Outstanding [Line Items] | |
Number of options outstanding | 2,660 |
Number of options exercisable | 2,660 |
Weighted Average Exercise Price (in Dollars per share) | $ / shares | $ 685 |
Expiry date | 28-Sep-25 |
Remaining contractual life (years) | 1 year 10 months 13 days |
Agent Option Outstanding MD&A [Member] | 31-Dec-20 [Member] | |
Share Capital (Details) - Schedule of Stock Options Outstanding [Line Items] | |
Number of options outstanding | 647 |
Number of options exercisable | 647 |
Weighted Average Exercise Price (in Dollars per share) | $ / shares | $ 1,150 |
Expiry date | 30-Jun-24 |
Remaining contractual life (years) | 7 months 17 days |
Agent Option Outstanding MD&A [Member] | 11-Jan-22 [Member] | |
Share Capital (Details) - Schedule of Stock Options Outstanding [Line Items] | |
Number of options outstanding | 4,348 |
Number of options exercisable | 4,348 |
Weighted Average Exercise Price (in Dollars per share) | $ / shares | $ 253 |
Expiry date | 11-Jan-27 |
Remaining contractual life (years) | 3 years 1 month 28 days |
Agent Option Outstanding MD&A [Member] | 31-Oct-23 [Member] | |
Share Capital (Details) - Schedule of Stock Options Outstanding [Line Items] | |
Number of options outstanding | 120,000 |
Number of options exercisable | 0 |
Weighted Average Exercise Price (in Dollars per share) | $ / shares | $ 0.72 |
Expiry date | 31-Oct-28 |
Remaining contractual life (years) | 4 years 11 months 19 days |
Share Purchase Warrants [Member] | |
Share Capital (Details) - Schedule of Stock Options Outstanding [Line Items] | |
Number of options outstanding | 131,001 |
Weighted Average Exercise Price (in Dollars per share) | $ / shares | $ 383.62 |
Share Purchase Warrants [Member] | 29-Sep-20 [Member] | |
Share Capital (Details) - Schedule of Stock Options Outstanding [Line Items] | |
Number of options outstanding | 18,056 |
Weighted Average Exercise Price (in Dollars per share) | $ / shares | $ 685 |
Expiry date | 28-Sep-25 |
Share Purchase Warrants [Member] | 31-Dec-20 [Member] | |
Share Capital (Details) - Schedule of Stock Options Outstanding [Line Items] | |
Number of options outstanding | 12,945 |
Weighted Average Exercise Price (in Dollars per share) | $ / shares | $ 1,150 |
Expiry date | 30-Jun-24 |
Share Purchase Warrants [Member] | 11-Jan-22 [Member] | |
Share Capital (Details) - Schedule of Stock Options Outstanding [Line Items] | |
Number of options outstanding | 100,000 |
Weighted Average Exercise Price (in Dollars per share) | $ / shares | $ 230 |
Expiry date | 10-Jan-27 |
Cost of Sales (Details) - Sched
Cost of Sales (Details) - Schedule of Cost of Sales - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Schedule of Cost of Sales [Abstract] | ||||
Inventory expensed | $ 1,035 | $ 1,328 | $ 3,627 | $ 2,167 |
Royalties | 103 | 84 | 300 | 178 |
Other expenses | 214 | 300 | 638 | 806 |
Total | $ 1,352 | $ 1,712 | $ 4,565 | $ 3,151 |
Selling and Marketing Expense_2
Selling and Marketing Expenses (Details) - Schedule of Selling and Marketing Expenses - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Schedule of selling and marketing expenses [Abstract] | ||||
Salaries and related expenses | $ 691 | $ 720 | $ 2,007 | $ 1,981 |
Advertising and marketing | 697 | 472 | 1,321 | 1,334 |
Travel and conferences | 36 | 33 | 137 | 119 |
Total | $ 1,424 | $ 1,225 | $ 3,465 | $ 3,434 |
General and Administrative Ex_3
General and Administrative Expenses (Details) - Schedule of General and Administrative Eexpenses - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Schedule of General and Administrative Eexpenses [Abstract] | ||||
Salaries and related expenses | $ 284 | $ 144 | $ 725 | $ 438 |
Professional services | 296 | 408 | 1,622 | 1,349 |
Consulting and director fees | 296 | 251 | 782 | 949 |
Travel | 16 | 9 | 63 | 107 |
Office and general | 296 | 260 | 906 | 1,244 |
Regulatory and filing fees | 59 | 44 | 143 | 109 |
Shareholder relations | 71 | 58 | 173 | 489 |
Total | $ 1,318 | $ 1,174 | $ 4,414 | $ 4,685 |
Transaction Costs (Details)
Transaction Costs (Details) - USD ($) | 9 Months Ended | |
Sep. 30, 2022 | Jan. 31, 2023 | |
Transaction Costs [Abstract] | ||
Warrant raise and issuance | $ 439,600 | |
Transaction costs | $ 965,247 |
Financial Instruments (Details)
Financial Instruments (Details) - USD ($) | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Financial Instruments (Details) [Line Items] | ||
Overdue receivables | $ 1,047,802 | $ 1,028,000 |
Active customers, description | More than 60% (2022 – 22%) of the Company’s customers have been active with the Company for over four years | |
Allowance for doubtful accounts | $ 1,047,802 | $ 1,028,000 |
Customer One [Member] | ||
Financial Instruments (Details) [Line Items] | ||
Revenue percentage | 19% | 26% |
Related Party Transactions (Det
Related Party Transactions (Details) - Schedule of Remuneration of Directors and Key Management Personnel - USD ($) | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Payments to key management personnel: | ||
Salaries, consulting and directors’ fees | $ 1,007,410 | $ 1,162,885 |
Share-based payments | 593,146 | 1,824,713 |
Total | $ 1,600,556 | $ 2,987,598 |
Related Party Transactions (D_2
Related Party Transactions (Details) - Schedule of Salaries, Consulting and Directors’ Fees Shown Above are Classified Within Profit and Loss - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
VP Technology/VP Sales International [Member] | ||
Related Party Transactions (Details) - Schedule of Salaries, Consulting and Directors’ Fees Shown Above are Classified Within Profit and Loss [Line Items] | ||
Selling and marketing expenses | $ 225 | $ 234 |
Companies controlled by the CEO, CFO and Directors [Member] | ||
Related Party Transactions (Details) - Schedule of Salaries, Consulting and Directors’ Fees Shown Above are Classified Within Profit and Loss [Line Items] | ||
General and administrative expense | $ 782 | $ 929 |
Segmented Information (Details)
Segmented Information (Details) - Schedule of Geographical Segments, Segment Revenue Is Based on the Geographical Location of the Customers - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Segmented Information (Details) - Schedule of Geographical Segments, Segment Revenue Is Based on the Geographical Location of the Customers [Line Items] | ||||
Revenue | $ 1,842 | $ 2,568 | $ 6,356 | $ 4,370 |
USA [Member] | ||||
Segmented Information (Details) - Schedule of Geographical Segments, Segment Revenue Is Based on the Geographical Location of the Customers [Line Items] | ||||
Revenue | 1,276 | 1,648 | 4,478 | 2,368 |
Canada [Member] | ||||
Segmented Information (Details) - Schedule of Geographical Segments, Segment Revenue Is Based on the Geographical Location of the Customers [Line Items] | ||||
Revenue | 304 | 495 | 1,036 | 1,114 |
EMEA [Member] | ||||
Segmented Information (Details) - Schedule of Geographical Segments, Segment Revenue Is Based on the Geographical Location of the Customers [Line Items] | ||||
Revenue | 262 | 391 | 842 | 841 |
Australia [Member] | ||||
Segmented Information (Details) - Schedule of Geographical Segments, Segment Revenue Is Based on the Geographical Location of the Customers [Line Items] | ||||
Revenue | $ 34 | $ 47 |
Segmented Information (Detail_2
Segmented Information (Details) - Schedule of Non Current Asset Geographic Area Information - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Segmented Information (Details) - Schedule of Non Current Asset Geographic Area Information [Line Items] | ||
Long-term receivable total | $ 137 | $ 150 |
Right of use asset total | 666 | 887 |
Equipment total | 180 | 207 |
Intangibles total | 7,997 | 6,988 |
Canada [Member] | ||
Segmented Information (Details) - Schedule of Non Current Asset Geographic Area Information [Line Items] | ||
Long-term receivable total | ||
Right of use asset total | 100 | 177 |
Equipment total | ||
Intangibles total | 36 | |
EMEA [Member] | ||
Segmented Information (Details) - Schedule of Non Current Asset Geographic Area Information [Line Items] | ||
Long-term receivable total | 137 | 150 |
Right of use asset total | 566 | 710 |
Equipment total | 180 | 207 |
Intangibles total | $ 7,961 | $ 6,988 |
Segmented Information (Detail_3
Segmented Information (Details) - Schedule of Product Information - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Segmented Information (Details) - Schedule of Product Information [Line Items] | ||||
Revenue by product | $ 1,842 | $ 2,568 | $ 6,356 | $ 4,370 |
Cellular boosters and related accessories [Member] | ||||
Segmented Information (Details) - Schedule of Product Information [Line Items] | ||||
Revenue by product | 778 | 717 | 1,800 | 1,882 |
Rugged devices and related accessories [Member] | ||||
Segmented Information (Details) - Schedule of Product Information [Line Items] | ||||
Revenue by product | $ 1,064 | $ 1,851 | $ 4,556 | $ 2,488 |
Supplemental Information with_3
Supplemental Information with Respect to Cash Flows (Details) - USD ($) | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Supplemental Information with Respect to Cash Flows [Abstract] | ||
Interest amount | $ 42,783 | |
Income taxes |
Supplemental Information with_4
Supplemental Information with Respect to Cash Flows (Details) - Schedule of Supplemental Information with Respect to Cash Flows - USD ($) | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Change in non-cash working capital: | ||
Trade and other receivables | $ (631,278) | $ (326,749) |
Prepaids | (54,974) | (390,022) |
Inventory | 1,596,000 | (2,903,506) |
Advances to suppliers | (1,385,957) | (638,831) |
Accounts payable and accrued liabilities | (489,431) | (528,817) |
Deferred revenue | (149,600) | |
Total | $ (1,115,240) | $ (4,787,926) |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) | 9 Months Ended | |||||||
Nov. 01, 2023 | Oct. 12, 2022 | Jan. 11, 2022 | Sep. 30, 2023 | Oct. 03, 2023 | Jul. 13, 2023 | Jun. 30, 2023 | Jun. 28, 2023 | |
Subsequent Events [Line Items] | ||||||||
Cashless warrants | 1,870 | |||||||
Company issued per share (in Dollars per share) | $ 0.65 | $ 4.5 | ||||||
Prefunded warrants | 15,900 | 14,800 | 530,000 | |||||
Prefunded warrants per share (in Dollars per share) | $ 0.64 | |||||||
Prefunded warrant exercise price (in Dollars per share) | $ 0.01 | |||||||
Gross proceeds (in Dollars) | $ 1,554,700 | |||||||
Investor exercised shares | 210,319 | 500,000 | ||||||
Non-Adjusting Events After Reporting Period [Member] | ||||||||
Subsequent Events [Line Items] | ||||||||
Company issued per share (in Dollars per share) | $ 4.5 | |||||||
Prefunded warrants | 180,000 | |||||||
Converted common stock shares | 177,313 | |||||||
Investor exercised shares | 514,500 | |||||||
Non-Adjusting Events After Reporting Period [Member] | RSU’s [Member] | ||||||||
Subsequent Events [Line Items] | ||||||||
Investor exercised shares | 900 | |||||||
Non-Adjusting Events After Reporting Period [Member] | Restricted share units [member] | ||||||||
Subsequent Events [Line Items] | ||||||||
Investor exercised shares | 900 |