Cover
Cover | 12 Months Ended |
Dec. 31, 2022 shares | |
Cover [Abstract] | |
Document Type | 20-F |
Amendment Flag | false |
Document Registration Statement | false |
Document Annual Report | true |
Document Transition Report | false |
Document Shell Company Report | false |
Document Period End Date | Dec. 31, 2022 |
Document Fiscal Period Focus | FY |
Document Fiscal Year Focus | 2022 |
Current Fiscal Year End Date | --12-31 |
Entity File Number | 000-14740 |
Entity Registrant Name | Premium Nickel Resources Ltd. |
Entity Central Index Key | 0000795800 |
Entity Incorporation, State or Country Code | Z4 |
Entity Address, Address Line One | 100 King Street West |
Entity Address, Address Line Two | Suite 3400 |
Entity Address, Address Line Three | Toronto |
Entity Address, City or Town | Ontario |
Entity Address, Country | CA |
Entity Address, Postal Zip Code | M5X 1A4 |
Entity Well-known Seasoned Issuer | No |
Entity Voluntary Filers | No |
Entity Current Reporting Status | Yes |
Entity Interactive Data Current | Yes |
Entity Filer Category | Non-accelerated Filer |
Entity Emerging Growth Company | false |
Document Accounting Standard | International Financial Reporting Standards |
Entity Shell Company | false |
Entity Common Stock, Shares Outstanding | 116,534,474 |
Auditor Name | Licensed Public Accountants |
Auditor Location | Ottawa, Canada |
Auditor Firm ID | 1930 |
Consolidated Statements of Fina
Consolidated Statements of Financial Position - CAD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
CURRENT ASSETS | ||
Cash | $ 5,162,991 | $ 1,990,203 |
Prepaid expenses | 470,725 | 8,664 |
Other receivables | 804,630 | 139,630 |
TOTAL CURRENT ASSETS | 6,438,346 | 2,138,497 |
NON-CURRENT ASSETS | ||
Exploration and evaluation assets | 31,823,982 | 3,099,926 |
Property, plant and equipment | 3,394,670 | |
TOTAL NON-CURRENT ASSETS | 35,218,652 | 3,099,926 |
TOTAL ASSETS | 41,656,998 | 5,238,423 |
CURRENT LIABILITIES | ||
Trade payables and accrued liabilities | 4,025,716 | 580,486 |
Current portion of lease Liability | 1,365,697 | |
Promissory note | 7,070,959 | |
TOTAL CURRENT LIABILITIES | 12,462,372 | 580,486 |
NON-CURRENT LIABILITIES | ||
Vehicle financing | 164,644 | |
Provision for leave and severance | 177,941 | |
Lease liability | 1,365,697 | |
Deferred share units liability | 298,000 | |
Financial liability – warrant | 8,974,901 | |
TOTAL NON-CURRENT LIABILITIES | 2,006,282 | 8,974,901 |
TOTAL LIABILITIES | 14,468,654 | 9,555,387 |
SHAREHOLDERS’ EQUITY (DEFICIENCY) | ||
Share capital – common | 91,144,268 | 7,952,675 |
Share capital – preferred | 31,516 | |
Reserve | 15,257,140 | 1,261,891 |
Deficit | (78,092,605) | (13,482,624) |
Foreign currency translation reserve | (1,151,975) | (48,906) |
TOTAL SHAREHOLDERS’ EQUITY (DEFICIENCY) | 27,188,344 | (4,316,964) |
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | $ 41,656,998 | $ 5,238,423 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Loss - CAD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
EXPENSES | ||
Corporate and administration expenses | $ (3,317,039) | $ (564,666) |
Management fees | (2,418,984) | (675,001) |
Due diligence BCL | (18,039) | (138,935) |
Advisory and consultancy | (1,895,004) | (357,980) |
Depreciation | (96,543) | |
General exploration expenses | (69,366) | |
Interest and bank charges | (93,937) | (2,511) |
Share-based payment | (7,731,117) | (1,261,891) |
Deferred share units granted | (298,000) | |
Warrant fair value movement | 8,974,901 | (6,345,310) |
Net foreign exchange gain (loss) | 143,777 | (13,311) |
TOTAL EXPENSES | (6,819,351) | (9,359,605) |
OTHER ITEMS | ||
Interest expenses and other income | (416,703) | |
Acquisition loss on RTO | (29,174,415) | |
NET LOSS FOR THE YEAR | (36,410,469) | (9,359,605) |
OTHER COMPREHENSIVE LOSS | ||
Exchange differences on translation of foreign operations | (1,103,069) | (48,906) |
TOTAL COMPREHENSIVE LOSS FOR THE YEAR | $ (37,513,538) | $ (9,408,511) |
Basic and diluted loss per share | $ (0.34) | $ (0.13) |
Weighted average number of common shares outstanding - basic | 109,661,379 | 72,197,650 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Shareholders' Equity (Deficiency) - CAD ($) | Ordinary shares [member] | Preference shares [member] | Reserve [Member] | Retained earnings [member] | Foreign Currency Translation Reserve [Member] | Total |
Balance at Dec. 31, 2020 | $ 1,468,174 | $ (4,123,019) | $ (2,654,845) | |||
Balance, shares at Dec. 31, 2020 | 64,083,487 | |||||
IfrsStatementLineItems [Line Items] | ||||||
Net loss | (9,359,605) | (9,359,605) | ||||
Share capital issued through private placement | $ 6,771,729 | 6,771,729 | ||||
Share capital issued through private placement, shares | 12,596,421 | |||||
Share issue costs | $ (287,228) | (287,228) | ||||
Share-based payment | 1,261,891 | 1,261,891 | ||||
Exchange differences on translation of foreign operations | (48,906) | (48,906) | ||||
Balance at Dec. 31, 2021 | $ 7,952,675 | 1,261,891 | (13,482,624) | (48,906) | (4,316,964) | |
Balance, shares at Dec. 31, 2021 | 76,679,908 | |||||
IfrsStatementLineItems [Line Items] | ||||||
Net loss | (36,410,469) | (36,410,469) | ||||
Share capital issued through private placement | $ 22,388,599 | 22,388,599 | ||||
Share capital issued through private placement, shares | 8,936,167 | |||||
Share issue costs | $ (1,535,727) | (1,535,727) | ||||
Share-based payment | 7,731,117 | 7,731,117 | ||||
Exchange differences on translation of foreign operations | (1,103,069) | (1,103,069) | ||||
Cancel PNRC shares held by NAN | $ (19,710,608) | (19,710,608) | ||||
Cancel PNRC shares held by NAN,shares | (7,667,707) | |||||
Cancel PNRC warrant held by NAN | (28,275,255) | 28,275,255 | ||||
PNRC shares exchanged | ||||||
PNRC shares exchanged, shares | (77,948,368) | |||||
PNRL shares received in exchange | ||||||
PNRL shares received in exchange,shares | 82,157,536 | |||||
Outstanding shares of NAN acquired in RTO | $ 77,431,152 | 31,516 | 9,665,577 | 87,128,245 | ||
Outstanding shares of NAN acquired in RTO, shares | 31,748,399 | |||||
Exercise of warrants | $ 569,399 | 569,399 | ||||
Exercise of warrants, shares | 1,236,408 | |||||
FV of exercised warrants | $ 2,321,514 | (2,321,514) | ||||
Exercise of options | $ 723,076 | 723,076 | ||||
Exercise of options, shares | 1,379,000 | |||||
FV of exercised options | $ 1,004,188 | (1,004,188) | ||||
Expired options | (75,743) | 75,743 | ||||
Balance at Dec. 31, 2022 | $ 91,144,268 | $ 31,516 | $ 15,257,140 | $ (78,092,605) | $ (1,151,975) | $ 27,188,344 |
Balance, shares at Dec. 31, 2022 | 116,521,343 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - CAD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
OPERATING ACTIVITIES | ||
Total net loss for the year | $ (36,410,469) | $ (9,359,605) |
Items not affecting cash: | ||
Share-based payment | 7,731,117 | 1,261,891 |
Deferred share units granted | 298,000 | |
Depreciation | 96,543 | |
Provision for leave and severance | 177,941 | |
Accrued interest expense of Promissory note | 70,959 | |
Warrant fair value movement | (8,974,901) | 6,345,310 |
Loss on acquisition | 29,174,415 | |
Changes in working capital | ||
Prepaid expenses and other receivables | (1,127,061) | (121,241) |
Trade payables and accrued expenses | 3,445,230 | 419,326 |
Net cash used in operating activities | (5,518,226) | (1,454,319) |
INVESTING ACTIVITIES | ||
Additions to property, plant and equipment | (737,271) | |
Additions to Expenditures on exploration and evaluation assets | (28,924,135) | (3,099,926) |
Cash received though RTO transaction | 11,051,917 | |
Net cash used in investing activities | (18,609,489) | (3,099,926) |
FINANCING ACTIVITIES | ||
Proceeds from issuance of common shares | 23,404,857 | 6,771,729 |
Share issue costs | (1,535,727) | (287,228) |
Vehicle loan financing | 164,644 | |
Promissory note financing | 6,740,000 | |
Net cash provided by financing activities | 28,773,774 | 6,484,501 |
Impact of currency translation for the foreign operations | (1,473,271) | (48,906) |
Change in cash for the year | 3,172,788 | 1,881,350 |
Cash at the beginning of the year | 1,990,203 | 108,853 |
Cash at the end of the year | $ 5,162,991 | $ 1,990,203 |
NATURE OF OPERATIONS AND GOING
NATURE OF OPERATIONS AND GOING CONCERN | 12 Months Ended |
Dec. 31, 2022 | |
Nature Of Operations And Going Concern | |
NATURE OF OPERATIONS AND GOING CONCERN | 1. NATURE OF OPERATIONS AND GOING CONCERN Premium Nickel Resources Ltd. (TSXV: PNRL) (formerly, North American Nickel Inc.) (the “Company” or “PNRL”) was founded upon the closing of a reverse takeover transaction (the “ RTO PNRC NAN OBCA Amalgamation Exchange Prior to the RTO, PNRC was a private company existing under the OBCA to evaluate, acquire, improve and reopen, assuming economic feasibility, a combination of certain assets of BCL Limited (“ BCL TNMC In connection with the RTO, the Company was continued under the OBCA and changed its name from “North American Nickel Inc.” to “Premium Nickel Resources Ltd.” Currently, the Company’s principal business activity is the exploration and development of mineral properties in Botswana through its wholly-owned subsidiaries. The following corporate structure chart sets out details of the direct and indirect ownership of the principal subsidiaries of the Company: Notes: (1) Premium Nickel Resources Proprietary Limited owns the Selebi Mines (as defined below). (2) Premium Nickel Group Proprietary Limited owns the Selkirk mine. Formerly “North American Nickel Inc. Notes to the Consolidated Financial statements (Expressed in Canadian dollars) The Company has its head and registered office at One First Canadian Place, 100 King Street West, Suite 3400, Toronto, Ontario, Canada, M5X 1A4. On September 28, 2021, PNRC executed a definitive asset purchase agreement (the “ Selebi APA Ni-Cu-Co PNRC also negotiated a separate asset purchase agreement to finalize terms for any prioritized assets formerly operated by TNMC. On August 22, 2022, the Company announced the completion of its acquisition of the nickel, copper, cobalt, platinum-group elements (“ Ni-Cu-Co-PGE Selkirk Assets The Company continues to monitor the global COVID-19 developments and is committed to working with health and safety as a priority and in full respect of all government and local COVID-19 protocol requirements. PNRL has developed COVID-19 travel, living and working protocols and is ensuring integration of those protocols with the currently applicable protocols of the Government of Botswana and surrounding communities. The impact of COVID-19 on the Company’s operation was mainly the increase in travelling costs due to travel restriction as well as inflated material cost for exploration and drilling work. Going Concern The Company, being in the exploration and redevelopment stage, is subject to risks and challenges similar to companies in a comparable stage of exploration and development. These risks include the challenges of securing adequate capital for exploration, development and operational risks inherent in the mining industry, and global economic and metal price volatility and there is no assurance management will be successful in its endeavors. As at December 31, 2022, the Company had no source of operating cash flows, nor any credit line currently in place. The Company incurred a net loss of $ 36,410,469 9,359,605 These consolidated financial statements have been prepared on the assumption that the Company will continue as a going concern, meaning it will continue in operation for the foreseeable future and will be able to realize assets and discharge liabilities in the ordinary course of operations. The ability of the Company to continue operations as a going concern is ultimately dependent upon achieving profitable operations and its ability to obtain adequate financing. To date, the Company has not generated profitable operations from its resource activities and will need to invest additional funds in carrying out its planned exploration, development and operational activities. It is not possible to predict whether financing efforts will be successful or if the Company will attain a profitable level of operation. These material uncertainties cast substantial doubt about the Company’s ability to continue as a going concern. These consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts and classification of liabilities and the reported expenses and comprehensive loss that might be necessary should the Company be unable to continue as a going concern. These adjustments could be material. The evaluation properties in which the Company currently has an interest are in pre-revenue exploration stage. As such, the Company is dependent on external financing to fund its activities. In order to carry out the planned exploration and cover administrative costs, the Company will use its existing working capital and raise additional amounts as needed. Although the Company has been successful in its past fundraising activities, there is no assurance as to the success of future fundraising efforts or as to the sufficiency of funds raised in the future. The Company will continue to assess new properties and seek to acquire interests in additional properties if there is sufficient geologic or economic potential and if adequate financial resources are available to do so. Formerly “North American Nickel Inc. Notes to the Consolidated Financial statements (Expressed in Canadian dollars) The consolidated financial statements were approved and authorized for issuance by the Board of Directors of the Company on May 1, 2023. The discussion in the notes to the consolidated financial statements is stated in Canadian dollars. |
BASIS OF PREPARATION AND SIGNIF
BASIS OF PREPARATION AND SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2022 | |
Basis Of Preparation And Significant Accounting Policies | |
BASIS OF PREPARATION AND SIGNIFICANT ACCOUNTING POLICIES | 2. BASIS OF PREPARATION AND SIGNIFICANT ACCOUNTING POLICIES (a) Statement of Compliance These consolidated financial statements were prepared in accordance with International Financial Reporting Standards (“ IFRS (b) Basis of preparation These consolidated financial statements have been prepared under the historical cost convention, modified by the revaluation of any financial assets and financial liabilities where applicable. The preparation of consolidated financial statements in conformity with IFRS requires the use of certain critical accounting estimates. It also requires management to exercise judgment in the process of applying the Company’s accounting policies. These areas involving a higher degree of judgment or complexity, or areas where assumptions and estimates are significant to the consolidated financial statements, are disclosed in note 3. (c) Basis of consolidation These consolidated financial statements include the financial statements of the Company and its wholly owned subsidiaries. All intercompany transactions, balances, income and expenses are eliminated upon consolidation. Effective August 3, 2022, NAN completed the 100% (d) Foreign currency translation The Company’s functional and presentation currency is the Canadian dollar. Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the date of the transaction. Foreign currency monetary items are translated at the year-end exchange rate. Non-monetary items measured at historical cost continue to be carried at the exchange rate at the date of the transaction. Non-monetary items measured at fair value are reported at the exchange rate at the date when fair values were determined. Exchange differences arising on the translation of monetary items or on settlement of monetary items are recognized in profit or loss in the statement of comprehensive loss in the period in which they arise, except where deferred in equity as a qualifying cash flow or net investment hedge. Exchange differences arising on the translation of non-monetary items are recognized in other comprehensive income in the statement of comprehensive loss to the extent that gains and losses arising on those non-monetary items are also recognized in other comprehensive income. Where the non-monetary gain or loss is recognized in profit or loss, the exchange component is also recognized in profit or loss. Formerly “North American Nickel Inc. Notes to the Consolidated Financial statements (Expressed in Canadian dollars) (e) Foreign operations In the Company’s consolidated financial statements, all assets, liabilities and transactions of the Company’s entities with a functional currency other than the Canadian dollar are translated into Canadian dollars upon consolidation. The functional currency of the Company’s subsidiaries in Barbados is the US dollar, and the Botswana Pula (BWP) for the subsidiaries in Botswana during the reporting period. On consolidation, assets and liabilities have been translated into Canadian dollars at the closing rate on the reporting date. Fair value adjustments arising on the acquisition of a foreign entity have been treated as assets and liabilities of the foreign entity and translated into Canadian dollars at the closing rate on the reporting date. Income and expenses have been translated into Canadian dollars at the average rate over the reporting period. Exchange differences are charged or credited to other comprehensive loss and recognized in the currency translation reserve in equity. On disposal of a foreign operation, the related cumulative translation differences recognized in equity are reclassified to profit or loss and are recognized as part of the gain or loss on disposal. (f) Financial instruments Classification The Company classifies its financial instruments in the following categories: at fair value through profit and loss (“FVTPL”), at fair value through other comprehensive income (loss) (“FVTOCI”) or at amortized cost. The Company determines the classification of financial assets at initial recognition. The classification of debt instruments is driven by the Company’s business model for managing the financial assets and their contractual cash flow characteristics. Equity instruments that are held for trading are classified as FVTPL. For other equity instruments, on the day of acquisition, the Company can make an irrevocable election (on an instrument-by-instrument basis) to designate them as at FVTOCI. Financial liabilities are measured at amortized cost, unless they are required to be measured at FVTPL (such as instruments held for trading or derivatives) or the Company has opted to measure them at FVTPL. The following table shows the classification of the Company’s financial assets and liabilities: Financial asset/liability Classification Cash FVTPL Trade payables and accrued liabilities Amortized cost Lease liability Amortized cost Promissory note Amortized cost Vehicle financing Amortized cost Financial liability – warrant FVTPL Deferred share unit liability FVTPL Measurement Financial assets and liabilities at amortized cost Financial assets and liabilities at amortized cost are initially recognized at fair value plus or minus transaction costs, respectively, and subsequently carried at amortized cost less any impairment. Financial assets and liabilities at FVTPL Financial assets and liabilities carried at FVTPL are initially recorded at fair value and transaction costs are expensed in profit or loss. Realized and unrealized gains and losses arising from changes in the fair value of the financial assets and liabilities held at FVTPL are included in the statements of comprehensive loss in the period in which they arise. Formerly “North American Nickel Inc. Notes to the Consolidated Financial statements (Expressed in Canadian dollars) Impairment of financial assets at amortized cost An ‘expected credit loss’ impairment model applies that requires a loss allowance to be recognized based on expected credit losses. The estimated present value of future cash flows associated with the asset is determined and an In a subsequent period, if the amount of the impairment loss related to financial assets measured at amortized cost decreases, the previously recognized impairment loss is reversed through profit or loss to the extent that the carrying amount of the investment at the date the impairment is reversed does not exceed what the amortized cost would have been had the impairment not been recognized. Derecognition Financial assets The Company derecognizes financial assets only when the contractual rights to cash flows from the financial assets expire, or when it transfers the financial assets and substantially all of the associated risks and rewards of ownership to another party. Gains and losses on derecognition are generally recognized in the statements of comprehensive loss. Investments are derecognized when the rights to receive cash flows from the investments have expired or the Company has transferred the financial asset and the transfer qualifies for derecognition. Financial liabilities Financial liabilities are derecognized when, and only when, the Company’s obligations are discharged, cancelled or they expire. The difference between the carrying amount of the financial liability derecognized and the consideration paid and payable is recognized in the Statement of Comprehensive Loss. (g) Exploration and evaluation assets Exploration and evaluation assets include the costs of acquiring licenses, costs associated with exploration and evaluation activity less accumulated impairment losses and the fair value (at acquisition date) of exploration and evaluation assets acquired in a business combination. Exploration and evaluation expenditures are initially capitalized. Costs incurred before the Company has obtained the legal rights to explore an area are recognized in profit or loss. Government tax credits received are generally recorded as a reduction to the cumulative costs incurred and capitalized on the related property. Exploration and evaluation assets are assessed for impairment if (i) sufficient data exists to determine technical feasibility and commercial viability, and (ii) facts, events and circumstances suggest that the carrying amount exceeds the recoverable amount. Once the technical feasibility and commercial viability of the extraction of mineral resources in an area of interest are demonstrable, exploration and evaluation assets attributable to that area of interest are first tested for impairment and then reclassified to mining property and development assets within property, plant and equipment. Recoverability of the carrying amount of any exploration and evaluation assets is dependent on successful development and commercial exploitation, or alternatively, sale of the respective areas of interest. The Company may occasionally enter into farm-out arrangements, whereby it will transfer part of an interest, as consideration, for an agreement by the farmee to meet certain exploration and evaluation expenditures which would have otherwise been undertaken by the Company. The Company does not record any expenditures made by the farmee on its behalf. Any cash consideration received from the agreement is credited against the costs previously capitalized to the mineral interest given up by the Company, with any excess consideration accounted for in profit. Formerly “North American Nickel Inc. Notes to the Consolidated Financial statements (Expressed in Canadian dollars) When a project is deemed to no longer have commercially viable prospects to the Company, exploration and evaluation expenditures in respect of that project are deemed to be impaired. As a result, those exploration and evaluation expenditure costs, in excess of estimated recoveries, are written off to the consolidated statement of comprehensive loss. (h) Impairment of assets Non-financial assets, including exploration and evaluation assets and property, plant and equipment, are subject to impairment tests whenever events or changes in circumstances indicate that their carrying amount may not be recoverable. Where the carrying value of an asset exceeds its recoverable amount, which is the higher of value in use and fair value less costs to sell, the asset is written down accordingly. Where it is not possible to estimate the recoverable amount of an individual asset, the impairment test is carried out on the asset’s cash-generating unit, which is the lowest group of assets in which the asset belongs and for which An impairment loss is charged to the profit or loss, except to the extent the loss reverses gains previously recognized in other comprehensive loss (i) Leases At commencement of a contract, the Company assesses whether a contract is, or contains, a lease by determining whether the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. A right-of-use (the “ROU “) asset and lease liability are recognized at the lease commencement date. The lease liability is initially measured at the present value of all future lease payments that have not been paid as of the commencement date of the lease, discounted using the Company’s incremental borrowing rate, unless the rate implicit in the lease is readily determinable. The ROU asset is initially measured at cost, which is calculated as the initial amount of the lease liability, with an adjustment for any initial direct costs incurred, plus adjustments for any lease payments made in advance of the commencement date, and less any lease incentives received. Subsequent to initial recognition, the ROU asset is depreciated on a straight-line basis over the term of the lease or the estimated useful life, with inclusion for any options to extend that the Company reasonably expects to exercise. ROU assets are tested for impairment in accordance with IAS 36 Impairment of Assets. The right-of-use asset is periodically reduced by impairment losses, if any, and adjusted for certain remeasurements of the lease liability. The lease liability is remeasured when there is a change in future lease payments arising from a change in an index or rate, if there is a change in the Company’s estimate of the amount expected to be payable under a residual value guarantee, or if the Company changes its assessment of whether it will exercise a purchase, extension or termination option. These adjustments are recorded through profit or loss. (j) Property, plant and equipment Property, Plant and Equipment is stated at historical cost less accumulated depreciation and accumulated impairment losses. Subsequent costs are included in the asset’s carrying amount or recognized as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Company and the cost of the item can be measured reliably. The carrying amount of a significant replaced part is derecognized. All other repairs and maintenance are charged to the consolidated statement of comprehensive loss during the financial period in which they are incurred. Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognized in profit or loss. Formerly “North American Nickel Inc. Notes to the Consolidated Financial statements (Expressed in Canadian dollars) Depreciation is calculated on a straight-line method to charge the cost, less residual value, of the assets to their residual values over their estimated useful lives. The depreciation rate applicable to each category of property, plant and equipment is as follows: SCHEDULE OF DEPRECIATION AND AMORTIZATION RATE Equipment Estimated useful life (years) Exploration equipment 5 Computer software 2 Computer equipment 1 2 Vehicles 4 Furniture and fixture 10 Buildings 25 (k) Share capital The Company’s common shares and share warrants are classified as equity instruments. Incremental costs directly attributable to the issue of new shares, warrants or options are shown in equity as a deduction from the proceeds. Proceeds received on the issuance of units, consisting of common shares and warrants are allocated to share capital. (l) Share-based payments Where equity-settled share options are awarded to employees, the fair value of the options at the date of grant is recognized over the vesting period. Performance vesting conditions are taken into account by adjusting the number of equity instruments expected to vest at each reporting date so that, ultimately, the cumulative amount recognized over the vesting period is based on the number of options that eventually vest. Non-vesting conditions and market vesting conditions are factored into the fair value of the options granted. As long as all other vesting conditions are satisfied, a charge is made irrespective of whether these non-vesting and market vesting conditions are satisfied. The cumulative expense is not adjusted for failure to achieve a market vesting condition or where a non-vesting condition is not satisfied. Where the terms and conditions of options are modified, the increase in the fair value of the options, measured immediately before and after the modification, is also recognized over the remaining vesting period. Where equity instruments are granted to non-employees, they are recorded at the fair value of the goods or services received. Amounts related to the issuance of shares are recorded as a reduction of share capital. When the value of goods and services received in exchange for the share-based payment cannot be reliably estimated, the fair value is measured by use of a valuation model. The expected life used in the model is adjusted, based on management’s best estimate, for the effects of non-transferability, exercise restrictions, and behavioural considerations. All equity-settled share-based payments are reflected in share-based payments reserve, until exercised. Upon exercise shares are issued from the treasury and the amount reflected in share-based payments reserve is credited to share capital along with any consideration paid. (m) Deferred Share Units In the year ended December 31, 2022, the Company approved the adoption of a DSU plan. In accordance with IFRS 2 Share Based Payments, this plan is a cash-settled share-based compensation program whereby the Company records the fair value of the liability at the date upon which it is incurred and adjusts the liability to the fair value at the end of each reporting period and at the date of settlement, with any changes in fair value recognized in profit or loss for the period. Formerly “North American Nickel Inc. Notes to the Consolidated Financial statements (Expressed in Canadian dollars) The DSU Plan enables the Company upon approval by the Directors to grant DSU’s to eligible non-management directors. Upon granting DSU’s, the Company records stock-based compensation based on the number of units granted multiplied by the volume weighted average price of the Company’s common shares for the last five trading days (“5-day-VWAP”) immediately preceding the date of the grant. The DSUs credited to the account of a director may only be redeemed following the date upon which the holder ceases to be a director. Depending upon the country of residence of a director, the DSUs may be redeemed at any time prior to December 15 in the calendar year following the year in which the holder ceases to be a director, and may be redeemed in as many as four installments. Upon redemption, the holder is entitled to a cash payment equal to the number of units redeemed multiplied by the 5-day-VWAP of the Company’s common shares on that date. The Company may elect, in its sole discretion, to settle the value of the DSUs redeemed in the Company’s common shares on a one-for-one basis, provided shareholder approval has been obtained on or prior to the relevant redemption date. (n) Loss per share The Company uses the treasury stock method to compute the dilutive effect of options, warrants and similar instruments. Under this method, the dilutive effect on loss per common share is recognized on the use of the proceeds that could be obtained upon exercise of options, warrants and similar instruments. It assumes that the proceeds would be used to purchase common shares at the average market price during the period. Basic loss per common share is calculated using the weighted average number of common shares outstanding during the period and does not include outstanding options and warrants. Dilutive loss per common share is not presented differently from basic loss per share as the conversion of outstanding stock options and warrants into common shares would be anti-dilutive. (o) Income taxes Income tax expense comprises current income and deferred income tax. Current tax and deferred tax are recognized in net loss except to the extent that it arises in a business combination, or from items recognized directly in equity or other comprehensive loss Current income tax assets and liabilities for the current period are measured at the amount expected to be recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted, at the reporting date, in the countries where the Company operates and generates taxable income. Current income tax relating to items recognized directly in other comprehensive losses equity is recognized in other comprehensive loss or equity and not in profit or loss. Management periodically evaluates positions taken in the tax returns with respect to situations in which applicable tax regulations are subject to interpretation and establishes provisions where appropriate. Deferred income tax is calculated using the asset and liability method of temporary differences at the reporting date between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes. The carrying amount of deferred income tax assets is reviewed at the end of each reporting period and recognized only to the extent that it is probable that sufficient taxable profit will be available to allow all or part of the deferred income tax asset to be utilized. Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply to the year when the asset is realized or the liability is settled, based on tax rates and tax laws that have been enacted or substantively enacted by the end of the reporting period. Formerly “North American Nickel Inc. Notes to the Consolidated Financial statements (Expressed in Canadian dollars) Deferred income tax assets and deferred income tax liabilities are offset only if a legally enforceable right exists to set off current tax assets against current income tax liabilities and the deferred income taxes relate to the same taxable entity and the same taxation authority. A deferred tax asset is recognized for all deductible temporary differences to the extent that it is probable that taxable profit will be available against which the deductible temporary difference can be utilized. We have not recognized any deferred tax asset as at December 31, 2022 as there are currently no sources of taxable profit currently available to the Company. We will continue to reassess whether the tax attributes meet the criteria for recognition as a deferred tax asset. (p) Accounting standards and amendments issued but not yet effective Certain pronouncements were issued by the IASB or the IFRIC that are mandatory for accounting periods commencing on or after January 1, 2023. Many are not applicable or do not have a significant impact to the Company and have been excluded. The following have not yet been adopted and are being evaluated to determine their impact on the Company. IAS 1 – Presentation of Financial Statements (“IAS 1”) was amended in January 2020 to provide a more general approach to the classification of liabilities under IAS 1 based on the contractual arrangements in place at the reporting date. The amendments clarify that the classification of liabilities as current or non-current is based solely on a company’s right to defer settlement at the reporting date. The right needs to be unconditional and must have substance. The amendments also clarify that the transfer of a company’s own equity instruments is regarded as settlement of a liability, unless it results from the exercise of a conversion option meeting the definition of an equity instrument. The amendments are effective for annual periods beginning on January 1, 2024. IAS 1 – In February 2021, the IASB issued ‘Disclosure of Accounting Policies’ with amendments that are intended to help preparers in deciding which accounting policies to disclose in their financial statements. The amendments are effective for year ends beginning on or after January 1, 2023. IAS 8 – In February 2021, the IASB issued ‘Definition of Accounting Estimates’ to help entities distinguish between accounting policies and accounting estimates. The amendments are effective for year ends beginning on or after beginning on or after January 1, 2023. |
CRITICAL ACCOUNTING JUDGMENTS,
CRITICAL ACCOUNTING JUDGMENTS, ESTIMATES AND ASSUMPTIONS | 12 Months Ended |
Dec. 31, 2022 | |
Critical Accounting Judgments Estimates And Assumptions | |
CRITICAL ACCOUNTING JUDGMENTS, ESTIMATES AND ASSUMPTIONS | 3. CRITICAL ACCOUNTING JUDGMENTS, ESTIMATES AND ASSUMPTIONS The preparation of the consolidated financial statements in conformity with IFRS requires management to make judgments, estimates and assumptions that can affect reported amounts of assets, liabilities, revenue and expenses and the accompanying disclosures. Estimates and assumptions are continuously evaluated and are based on management’s historical experience and on other assumptions believed to be reasonable under the circumstances. However, different judgments, estimates and assumptions could result in outcomes that require a material adjustment to the carrying amount of assets or liabilities affected in future periods. The area involving a higher degree of judgment or complexity, or areas where assumptions and estimates are significant to the consolidated financial statements are: Critical Accounting Judgement: (a) RTO – fair value Fair value considerations for the RTO transactions are assessed in accordance with International Financial Reporting Standards (IFRS). These considerations are based on various factors such as the fair value of the assets acquired or liabilities assumed, the fair value of equity instruments issued, and any related acquisition costs. Formerly “North American Nickel Inc. Notes to the Consolidated Financial statements (Expressed in Canadian dollars) The assumptions and estimates used in arriving at fair value figures are based on management’s judgments and relevant market data. The fair value of the equity instruments issued is determined based on market prices or valuation techniques that take into account factors such as expected share price volatility. (b) Recoverability of exploration and evaluation Assets The ultimate recoverability of the exploration and evaluation assets with a carrying value of $ 31,823,982 Management undertakes a periodic review of these assets to determine whether any indication of impairment exists. Where an indicator of impairment exists, a formal estimate of the recoverable amount of the assets is made. An impairment loss is recognized when the carrying value of the assets is higher than the recoverable amount and when mineral license tenements are relinquished or have lapsed. In undertaking this review, management of the Company is required to make significant estimates of, among other things, discount rates, commodity prices, availability of financing, future operating and capital costs and all aspects of project advancement. These estimates are subject to various risks and uncertainties, which may ultimately have an effect on the expected recoverability of the carrying values of the assets. (c) Restoration provisions Management’s best estimates regarding the restoration provisions are based on the current economic environment. Changes in estimates of contamination, restoration standards and restoration activities result in changes to provisions from period to period. Actual restoration provisions will ultimately depend on future market prices for future restoration obligations. Management has determined that the Company has no restoration obligations at December 31, 2022. (d) Going concern Consolidated financial statements are prepared on a going concern basis unless management either intends to liquidate the Company or has no realistic alternative to do so. Assessment of the Company’s ability to continue as a going concern requires the consideration of all available information about the future, which is at least, but not limited to, twelve months from the end of the reporting period. This information includes estimates of future cash flows and other factors, the outcome of which is uncertain. When management is aware, in making its assessment, of material uncertainties related to events or conditions that may cast substantial doubt upon the Company’s ability to continue as a going concern those uncertainties are disclosed. Critical Accounting Estimates (a) Valuation of share-based compensation The Company estimates the fair value of warrants and options using the Black-Scholes Option Pricing Model which requires significant estimation around assumptions and inputs such as expected term to maturity, expected volatility and expected forfeiture rates. Note 8 of the consolidated financial statements contains further details of significant assumptions applied to these areas of estimation. (b) Deferred income tax Tax benefits from uncertain tax positions may be recognized when it is probable that the Company will be able to use deductible temporary differences against taxable profit: (i) whether a tax position, based solely on its technical merits, is probable to be sustained upon examination, and (ii) measuring the tax benefit as the expected value or most likely amount taking into consideration which method better predicts the realized amounts upon ultimate settlement. Furthermore, the Corporation uses the asset and liability method in accounting for deferred income taxes and mining duties. Under this method, deferred income taxes are recognized for future income tax. Formerly “North American Nickel Inc. Notes to the Consolidated Financial statements (Expressed in Canadian dollars) In preparing these estimates, management is required to interpret substantially enacted legislation as well as economic and business conditions along with management’s tax and corporate structure plans which may impact taxable income in future periods. (c) Estimated useful lives and depreciation of property, plant and equipment Depreciation of property, plant and equipment is dependent upon estimates of useful lives which are determined through the exercise of judgment. The assessment of any impairment of these assets is dependent upon estimates of recoverable amounts that take into account factors such as economic and market conditions and the useful lives of assets. |
AMALGAMATION
AMALGAMATION | 12 Months Ended |
Dec. 31, 2022 | |
Amalgamation | |
AMALGAMATION | 4. AMALGAMATION On April 26, 2022, PNRC and NAN entered into a definitive amalgamation agreement (the “ Amalgamation Agreement Transaction Particulars Pursuant to the Amalgamation Agreement: (i) NAN’s subsidiary, 1000178269 Ontario Inc. (“ NAN Subco (ii) Holders of PNRC shares exchanged their shares at a rate of 1.054 Exchange Ratio 5-to-1 (iii) the transactions resulted in an RTO of the Company in accordance with the policies of the TSXV, all in the manner contemplated by, and pursuant to, the terms and conditions of the Amalgamation Agreement. In connection with the RTO, NAN has, among other things: (i) changed its name to “Premium Nickel Resources Ltd.”; (ii) changed its stock exchange ticker symbol to “PNRL”; and (iii) reconstituted the board of directors and management of the Company. The outstanding options of PNRC immediately prior to the effective time of the RTO were exchanged and adjusted pursuant to the terms of the Amalgamation Agreement such that holders thereof were entitled to acquire, following the closing of the RTO, options of the Company after giving effect to the Exchange Ratio, as applicable. Pursuant to the Amalgamation Agreement, the Company issued 82,157,536 77,948,368 72.1 27.9 Prior to this exchange, NAN had 31,748,399 The substance of the transaction is a reverse acquisition of a public company. The transaction does not constitute a business acquisition as NAN does not meet the definition of a business under IFRS 3 as it has no inputs or processes. As a result, the transaction is accounted for as a capital transaction with NAN being identified as the accounting acquiree and the equity consideration being measured at fair value (“ FV The purchase price has been determined based on the number of shares that PNRC would have had to issue on the date of closing to give the owners of NAN the same percentage equity ( 27.9 Formerly “North American Nickel Inc. Notes to the Consolidated Financial statements (Expressed in Canadian dollars) The costs of the acquisition have been allocated as follows: SUMMARY OF COST OF ACQUISITION FV of shares transferred $ 77,431,152 FV of options, warrants and agent warrants 9,665,577 FV of preferred shares 31,516 Settlement of pre-existing relationship – 15 (47,985,863 ) Total FV of consideration transferred $ 39,142,383 Cash $ 11,051,917 Trade and other receivables 450,522 Property, plant and equipment 14,111 Trade payables and accrued liabilities (1,548,582 ) Net assets acquired 9,967,968 Loss on acquisition 29,174,415 Total purchase price $ 39,142,383 *Pre-existing relationship Before the closing of the RTO, NAN owned 7,667,707 15 15 10,000,000 15 Prior to the RTO, the fair value of the 15 28,275,255 19,710,608 2.57 0 3.14 141.63 Pursuant to the RTO, an aggregate of 8,827,250 Replacement Options PNRC Options 8,375,000 2,383,333 5,138,022 Given that the RTO has been accounted for as a reverse takeover of NAN by PNRC, from an accounting perspective, PNRC is deemed to have issued options and warrants to the former security holders of NAN. Immediately prior to the closing of the RTO, NAN had 2,995,794 2,228,340 118,186 13,131 2,995,794 2,228,340 118,186 9,665,577 2,327,125 Formerly “North American Nickel Inc. Notes to the Consolidated Financial statements (Expressed in Canadian dollars) The fair value of NAN’s options and warrants as at August 3, 2022 was calculated using the following assumptions: SCHEDULE OF FAIR VALUE ASSUMPTIONS OF OPTIONS AND WARRANTS As of August 3, 2022 Warrants Options Expected dividend yield 0 % 0 % Share price of last financing $ 0.48 $ 0.48 Expected share price volatility 64.91 113.22 % 133.15 143.3 % Risk free interest rate 3.18 % 2.85 3.08 % Remaining life of warrants & options 0.03 2 2.56 4.23 For purposes of determining the fair value of the share consideration exchanged on the RTO, the shares of PNRC were valued at US$ 2.00 The RTO resulted in a loss of $ 29,174,415 |
OTHER RECEIVABLES
OTHER RECEIVABLES | 12 Months Ended |
Dec. 31, 2022 | |
Other Receivables | |
OTHER RECEIVABLES | 5. OTHER RECEIVABLES A summary of the other receivables as at December 31, 2022 and December 31, 2021 is detailed in the table below: SCHEDULE OF RECEIVABLES AND OTHER CURRENT ASSETS December 31, 2022 December 31, 2021 HST paid on purchases 445,128 84,563 VAT paid on purchases 359,502 55,067 Total receivables and other current assets 804,630 139,630 Formerly “North American Nickel Inc. Notes to the Consolidated Financial statements (Expressed in Canadian dollars) |
EXPLORATION AND EVALUATION ASSE
EXPLORATION AND EVALUATION ASSETS | 12 Months Ended |
Dec. 31, 2022 | |
Exploration And Evaluation Assets | |
EXPLORATION AND EVALUATION ASSETS | 6. EXPLORATION AND EVALUATION ASSETS SUMMARY OF EXPLORATION AND EVALUATION ASSETS Selebi Selkirk Total Botswana Selebi Selkirk Total Acquisitions Balance, December 31, 2021 - - - Acquisition costs 8,251,518 327,109 8,578,627 Balance, December 31, 2022 8,251,518 327,109 8,578,627 Exploration Balance, December 31, 2021 3,099,926 - 3,099,926 Beginning balance 3,099,926 - 3,099,926 Site operations & administration 1,601,381 46,100 1,647,481 Care & Maintenance 5,177,677 - 5,177,677 Geology 1,573,182 163,812 1,736,994 Drilling 7,202,715 8,613 7,211,328 Geophysics 1,659,814 12,651 1,672,465 Engineering 1,968,618 66,761 2,035,379 ESG 197,675 35,262 232,937 Metallurgy & MP 75,955 4,800 80,755 Technical studies 46,762 12,202 58,964 Health and safety 277,284 - 277,284 Infrastructure – water studies 14,165 - 14,165 Balance, December 31, 2022 22,895,154 350,201 23,245,355 Total, December 31, 2022 31,146,673 677,310 31,823,982 Total, December 31, 2021 3,099,926 - 3,099,926 Ending balance 3,099,926 - 3,099,926 The following is a description of the Company’s exploration and evaluation assets and the related spending commitments: Botswana Assets - Selebi and Selkirk On September 28, 2021, the Company executed the Selebi APA with the BCL liquidator to acquire the Selebi assets and related infrastructure formerly operated by BCL. On January 31, 2022, the Company closed the transaction and ownership of the Selebi Assets transferred to the Company. PNRC also negotiated a separate asset purchase agreement (the “Selkirk APA”) with the liquidator of TNMC to acquire the Selkirk deposit and related infrastructure formerly operated by TNMC on January 20, 2022 and closed the transaction on August 22, 2022. Pursuant to the Selebi APA the aggregate purchase price payable to the seller for the Selebi Assets, shall be the sum of $ 76,862,200 56,750,000 ● $ 2,086,830 1,750,000 ● $ 33,860,000 25,000,000 MMRGTES ● The third instalment of $ 40,632,000 30,000,000 ● Payment of care and maintenance funding contribution in respect of the Selebi Assets for a total of $ 6,164,688 5,178,747 Formerly “North American Nickel Inc. Notes to the Consolidated Financial statements (Expressed in Canadian dollars) The total acquisition cost of Selebi included the 1 st 2,086,830 1,750,000 6,164,688 5,178,747 Property, Plant and Equipment In addition to the Selebi APA, the purchase of the Selebi Assets is also subject to a contingent compensation agreement as well as a royalty agreement with the liquidator. In regard to the Selkirk Assets, the Selkirk APA does not provide for a purchase price or initial payment for the purchase of the assets. The acquisition cost of Selkirk of $ 327,109 244,954 33,860,000 25,000,000 40,632,000 30,000,000 During the year ended December 31, 2022, the Company incurred $ 28,046,746 677,310 3,099,926 Greenland – Maniitsoq Property The Company’s Maniitsoq property in Greenland was owned by NAN prior to the RTO. The Maniitsoq property is subject to a 2.5 1 2,000,000 At the expiration of the first license period, the Company may apply for a second license period (years 6-10), and the Company may apply for a further 3 3 The Company may terminate the licenses at any time, however any unfulfilled obligations according to the licenses will remain in force, regardless of the termination. Future required minimum exploration expenditures will be adjusted each year on the basis of the change to the Danish Consumer Price Index. Prior to the closing of the RTO on August 3, 2022, the Maniitsoq property had a book value of $ 36,692,516 36,692,516 From August 3 to December 31, 2022, the Company spent an additional $ 48,001 Formerly “North American Nickel Inc. Notes to the Consolidated Financial statements (Expressed in Canadian dollars) The Sulussugut License (2011/54), which was first granted on August 15, 2011 by the Bureau of Minerals and Petroleum (“ BMP 278,854,152 55,627,220 The Ininngui License (2012/28) was first granted by BMP on March 4, 2012.During the year ended December 31, 2021, the Company received a license extension, which provides for a renewal period until December 31, 2023. Total cumulative surplus credit as at December 31, 2021 was DKK 35,426,696 7,067,162 Carbonatite License (2018/21) was granted on May 4, 2018 for exclusive exploration rights of an area located near Maniitsoq in West Greenland. The license is valid for five years until December 31, 2022 and during the year ended December 31, 2021, the Company received a license extension, which provides for renewal until December 31, 2024. The Company has a total surplus credit of DKK 10,577,191 2,110,012 On February 18, 2020, the Company was granted new prospective license No. 2020/05, by the BMP of Greenland for a period of five years ending December 31, 2024. Canada – Post Creek, Halcyon and Quetico Property NAN acquired the rights to the Post Creek, Halcyon and Quetico properties within the Sudbury Mining District of Ontario in 2013, 2015, and 2018, respectively. The Company is obligated to pay advances on net smelter return royalties (“NSR”) of $ 10,000 8,000 The work commitment to hold all 809 claim cells of Quetico was $ 323,600 Prior to the closing of the RTO on August 3, 2022, total book value of the Canadian assets was $ 2,535,873 21,739 High Atlas Project in Morocco In 2018, the Company’s geologists identified a project opportunity in the high Atlas Mountains of Morocco. There is no modern geophysical coverage and no drilling on the property. In 2019, the Company signed a memorandum of understanding (the “ MOU ONHYM 65,000 In October 2022, the Company and ONHYM decided not to pursue the joint venture discussions that initially set out the general framework of a joint venture for the exploration and consolidation of permits owned by ONHYM in the Imilchil area. The Company intends to continue its work on the five permits it acquired in 2021 in the same region. Formerly “North American Nickel Inc. Notes to the Consolidated Financial statements (Expressed in Canadian dollars) The exploration and license related expenditures for the project are recorded as property investigation expense in the consolidated statements of comprehensive loss. The Company has spent $nil on the project during the period from August 3 to December 31, 2022. |
PROPERTY, PLANT AND EQUIPMENT
PROPERTY, PLANT AND EQUIPMENT | 12 Months Ended |
Dec. 31, 2022 | |
Disclosure of detailed information about property, plant and equipment [abstract] | |
PROPERTY, PLANT AND EQUIPMENT | 7. PROPERTY, PLANT AND EQUIPMENT The table below sets out costs and accumulated amortization as at December 31, 2022. The Company had no property, plant and equipment as at December 31, 2021. SUMMARY OF PROPERTY, PLANT AND EQUIPMENT Cost Land and Furniture Exploration Generator Vehicles Computer Total Balance – December 31, 2021 - - - - - - - Additions 3,077,421 126,605 11,973 31,381 241,884 1,950 3,479,240 Dispositions - - - - - - Depreciation during the year Balance – December 31, 2022 3,077,421 126,605 11,973 31,381 241,884 1,950 3,479,240 Accumulated Land and Furniture Exploration Generator Vehicles Computer Total Balance – December 31, 2021 - - - - - - - Depreciation during the year 51,124 1,872 1,447 562 39,589 1,950 96,543 Balance – December 31, 2022 51,124 1,872 1,447 562 39,589 1,950 96,543 Carrying Value Land and Furniture Exploration Generator Vehicles Computer Total Balance – December 31, 2021 - - - - - - - Beginning balance - - - - - - - Balance – December 31, 2022 3,026,267 124,733 10,526 30,819 202,295 - 3,394,670 Ending balance 3,026,267 124,733 10,526 30,819 202,295 - 3,394,670 Formerly “North American Nickel Inc. Notes to the Consolidated Financial statements (Expressed in Canadian dollars) |
TRADE PAYABLES AND ACCRUED LIAB
TRADE PAYABLES AND ACCRUED LIABILITIES | 12 Months Ended |
Dec. 31, 2022 | |
Trade Payables And Accrued Liabilities | |
TRADE PAYABLES AND ACCRUED LIABILITIES | 8. TRADE PAYABLES AND ACCRUED LIABILITIES SUMMARY OF TRADE PAYABLES AND ACCRUED LIABILITIES December 31, 2022 December 31, 2021 Amounts due to related parties (note 12) 43,235 225,904 Trade payables 3,660,519 218,456 Accrued liabilities 321,962 136,126 Trade payables and accrued liabilities 4,025,716 580,486 |
PROMISSORY NOTE
PROMISSORY NOTE | 12 Months Ended |
Dec. 31, 2022 | |
Promissory Note | |
PROMISSORY NOTE | 9. PROMISSORY NOTE On November 21, 2022, the Company announced a $ 7,000,000 Bridge Loan Lender 6,740,000 260,000 Promissory Note 7 10 February 22, 2023 The Company extended the maturity to March 22, 2023 and negotiated further extension to November 24, 2023. In connection with the promissory note, the Company accrued $ 70,959 The obligations of the Company under the Promissory Note are fully and unconditionally guaranteed by each of its existing and future subsidiaries. No assets of the Company were pledged as collateral under the Promissory Notes. The Promissory Note is subject to certain covenants and provisions on events of default, repayments and mandatory prepayments. In connection with the Bridge Loan financing, the Company also issued 119,229 2.04 46,492 350,000 |
LEASE LIABILITY
LEASE LIABILITY | 12 Months Ended |
Dec. 31, 2022 | |
Lease Liability | |
LEASE LIABILITY | 10. LEASE LIABILITY On July 9, 2022, the Company executed a sales agreement (the “Agreement”) with Tuli Tourism Pty Ltd. (the “Seller”) for the Syringa Lodge (the “Lodge”) in Botswana. As per the Agreement of the Lodge, the aggregate purchase price payable to the Seller shall be the sum of $ 3,213,404 30,720,000.00 482,011 4,608,000 1,365,697 13,056,000.00 In addition to the above purchase price, the Company will pay to the Seller the Agreed Interest Amount in 12 equal monthly instalments of $ 13,657 130,560 6,828 65,280 Formerly “North American Nickel Inc. Notes to the Consolidated Financial statements (Expressed in Canadian dollars) The details of lease liabilities are as follows: SCHEDULE OF DETAILS OF LEASE LIABILITIES December 31, 2022 Lease liabilities as of beginning of year - Lease additions from acquisitions 3,213,404 Lease payments (550,295 ) Interest expense on lease liabilities 68,285 IFRS 16 lease liabilities as of end of year 2,731,394 Current portion of lease liability (less than one year) 1,365,697 Long-term lease liability (one to five year) 1,365,697 |
SHARE CAPITAL, WARRANTS AND OPT
SHARE CAPITAL, WARRANTS AND OPTIONS | 12 Months Ended |
Dec. 31, 2022 | |
Share Capital Warrants And Options | |
SHARE CAPITAL, WARRANTS AND OPTIONS | 11. SHARE CAPITAL, WARRANTS AND OPTIONS The authorized capital of the Company comprises an unlimited number of common shares without par value and 100,000,000 Effective August 3, 2022, in connection with the closing of the RTO, the Company completed a share consolidation of the Company’s issued and outstanding common shares, exchanging one (1) post-consolidation common share without par value for every five (5) pre-consolidation common shares issued and outstanding. All references to share capital, warrants, options and weighted average number of shares outstanding have been adjusted in these financial statements and retrospectively to reflect the Company’s RTO share exchange and 5-for-1 a) Common Shares Issued and Outstanding On August 3, 2022, PNRC combined with NAN in a reverse takeover transaction whereby shareholders of PNRC exchanged their shares at a rate of 1.054 5-to-1 SCHEDULE OF SHARE CAPITAL PNRC common share Company common share Number Amount Number Amount December 31, 2020 64,083,487 $ 1,468,174 - - Share capital issued through private placement (net of issue costs) 12,596,421 6,484,501 - - December 31, 2021 76,679,908 7,952,675 - - Share capital issued through private placement (net of issue costs) 8,936,167 20,852,872 - - Cancel PNRC shares held by NAN (7,667,707 ) - - (19,710,608 ) Shares exchanged on the RTO (77,948,368 ) (28,805,547 ) 82,157,536 28,805,547 Share capital of the Company immediately post RTO - - 31,748,399 77,431,152 Shares issued for exercised warrants 1,236,408 2,890,913 Shares issued for exercised options 1,379,000 1,727,264 Balance as at December 31, 2022 - $ - 116,521,343 $ 91,144,268 Formerly “North American Nickel Inc. Notes to the Consolidated Financial statements (Expressed in Canadian dollars) 2022 In April 2022, the Company completed a non-brokered private placement of 8,936,167 2.00 22,388,599 17,731,238 6% 1,535,727 6% 70,548 176,398 On August 3, 2022, the date of the RTO, a total of 82,157,536 77,948,368 31,748,399 113,905,935 Before the closing of the RTO, NAN owned 7,667,707 15 15 10,000,000 15 Prior to the RTO, the fair value of the 15 28,275,255 19,710,608 15 the following assumptions: expected life of 2.57 0 3.14 141.63 Post RTO, during the period from August 3 to December 31, 2022, a total of 1,236,408 0.45 1.75 569,399 2,880,376 Post RTO, during the period from August 3 to December 31, 2022, a total of 1,379,000 0.39 1.60 723,076 1,004,188 As at December 31, 2022, the Company had 116,521,343 80,820,623 2021 During the year 2021, the Company closed two non-broker private placement equity financings totalling 12,596,421 0.40 0.95 6,771,729 287,228 7,000 17,000 As at December 31, 2021, the Company had 76,679,908 b) Preferred shares issued and outstanding As at December 31, 2022 and December 31, 2021 there are 118,186 Formerly “North American Nickel Inc. Notes to the Consolidated Financial statements (Expressed in Canadian dollars) The rights and restrictions of the preferred shares are as follows: i) dividends shall be paid at the discretion of the directors; ii) the holders of the preferred shares are not entitled to vote except at meetings of the holders of the preferred shares, where they are entitled to one vote for each preferred share held; iii) the shares are convertible at any time after six months from the date of issuance, upon the holder serving the Company with 10 days written notice; and iv) the number of the common shares to be received on conversion of each preferred share is to be determined by dividing the conversion value of the share, $ 1 9.00 c) Warrants On February 26, 2021, PNRC issued NAN a non-transferable share purchase warrant (the “ Warrant 15 10,000,000 The Warrant was classified as a derivative financial liability that should be measured at fair value, with changes in value recorded in profit or loss. Prior to the RTO, on Jun 30, 2022, the Company reassessed the fair value of the warrant at $ 28,275,256 The fair value of the liability of the Warrant was estimated using the Black-Scholes Option Pricing Model with the following assumptions: SCHEDULE OF INPUTS TO OPTION PRICING MODEL December 31, 2022 December 31, 2021 Expected dividend yield 0 % 0 % Latest private placement price $ 2.49 $ 0.95 Expected share price volatility 141.63 % 144.13 % Risk free interest rate 3.14 % 1.02 % Remaining life of warrants 2.66 3.16 Volatility assumptions for the valuation of the Warrant were derived by reference to the volatility of NAN as the stock price of NAN was highly correlated to the advancement of the BCL assets acquisition following its investment in PNRC. Prior to the date that the Amalgamation became effective, the PNR Shares and the Warrant held by NAN were contributed to NAN Subco, as part of the securities contribution, resulting in such securities being cancelled by operation of the triangular amalgamation. The fair value of the Warrant was written off upon the closing of the RTO. PNRC had no other issued and outstanding warrants prior to the RTO. Warrant activity, after converting for the Exchange Ratio, for the year ended December 31, 2022 was as follows: SCHEDULE OF WARRANT ACTIVITY AFTER CONVERTING FOR EXCHANGE RATIO Premium Nickel Resources Ltd. Number Outstanding Weighted Average December 31, 2021 - - Adjustment pursuant to the RTO 2,228,340 1.11 Issued 119,229 2.04 Exercised (1,236,408 ) 0.46 Cancelled / expired (12,375 ) - Balance as at December 31, 2022 1,098,786 1.96 PNRC had no warrants as at December 31, 2021 except the Warrant granted to NAN that was subsequently cancelled upon the RTO. Formerly “North American Nickel Inc. Notes to the Consolidated Financial statements (Expressed in Canadian dollars) At December 31, 2022, the Company had outstanding common share purchase warrants exercisable to acquire common shares of the Company as follows: SCHEDULE OF NUMBER AND WEIGHTED AVERAGE REMAINING CONTRACTUAL LIFE OF OUTSTANDING WARRANTS Warrants Outstanding Expiry Date Exercise Price ($) Weighted Average remaining contractual life (years) 683,905 April 16, 2023 1.75 0.18 295,652 August 3, 2024 2.40 0.43 119,229 November 25, 2023 2.04 0.10 1,098,786 0.71 d) Stock options The Company adopted a Stock Option Plan (the “ Plan 20 The outstanding options of each company prior to the completion of the RTO were as follows: SCHEDULE OF NUMBER AND WEIGHTED AVERAGE EXERCISE PRICES OF SHARE OPTIONS North American Nickel Number Outstanding (post-consolidation basis) Weighted Average Exercise Price ($) December 31, 2021 3,010,919 1.35 Cancelled/expired (15,125 ) 6.00 Balance as at August 3, 2022 prior to business combination with PNRC 2,995,794 1.33 Premium Nickel Resources Corp. Number Outstanding Weighted Average Exercise Price ($) December 31, 2021 5,775,000 0.52 Granted 2,600,000 2.49 Balance as at August 3, 2022 prior to business combination with NAN 8,375,000 1.13 Subsequent to the RTO, the outstanding options of the Company were as follows: Premium Nickel Resources Ltd. Number Outstanding Weighted Average Exercise Price ($) Balance as at August 3, 2022 prior to business combination with PNRC 2,995,794 1.33 Issued pursuant to RTO in exchange for options of PNRC 8,827,250 1.16 Options exercised (1,416,000 ) 0.46 Balance as at December 31, 2022 10,407,044 1.10 During the year ended December 31, 2022, prior to the RTO, PNRC granted an aggregate total of 2,600,000 five years 2.00 2.49 20,000,000 Formerly “North American Nickel Inc. Notes to the Consolidated Financial statements (Expressed in Canadian dollars) Upon the closing of the RTO, all PNRC options were exchanged for options of the Company at a rate of 1.054 2,512,033 The fair value of all options, including those granted during the year ended December 31, 2022 as well as the ones granted but not vested during the year ended December 2021, amounted to $ 7,731,117 1.41 The fair value of stock options granted and vested during the year ended December 31, 2022 was calculated using the following assumptions: SCHEDULE OF INPUTS TO OPTION PRICING MODEL December 31, 2022 December 31, 2021 Expected dividend yield 0 % 0 % Latest private placement price $ 0.40 2.53 $ 0.95 Expected share price volatility 125.83% 129.48 % 125.18% 127.03 % Risk free interest rate 0.42% 2.85 % 0.42% 1.11 % Expected life of options 4.16 5 5 Volatility assumptions for the valuation of options were derived by reference to the volatility of NAN as the stock price of NAN was highly correlated to the advancement of the BCL assets acquisition following its investment in PNRC. Details of options outstanding as at December 31, 2022 are as follows: SCHEDULE OF NUMBER AND WEIGHTED AVERAGE REMAINING CONTRACTUAL LIFE OF OUTSTANDING SHARE OPTIONS Options Outstanding Options Exercisable Expiry Date Exercise Price ($) Weighted average remaining contractual life (years) 900,000 900,000 February 24, 2025 0.80 0.19 240,000 240,000 August 19, 2025 0.45 0.06 3,689,000 3,689,000 January 26, 2026 0.39 1.09 597,000 597,000 February 25, 2026 1.60 0.15 1,343,850 1,343,850 September 29, 2026 0.91 0.48 998,794 998,794 October 25, 2026 2.00 0.37 2,740,400 2,740,400 January 20, 2027 2.62 1.07 10,407,044 10,407,044 3.41 e) DSU Plan Effective December 2022, the Company approved a Deferred Share Unit Plan (“DSU Plan”) (“DSUs”) that enables the Company upon approval by the Directors to grant DSUs to eligible non-management directors. The DSUs credited to the account of a director may only be redeemed following the date upon which the holder ceases to be a director. Depending upon the country of residence of a director, the DSUs may be redeemed at any time prior to December 15 in the calendar year following the year in which the holder ceases to be a director and may be redeemed in as many as four installments. Upon redemption, the holder is entitled to a cash payment equal to the number of units redeemed multiplied by the 5-day-VWAP of the Company’s common shares on that date. The Company may elect, in its sole discretion, to settle the value of the DSUs redeemed in the Company’s common shares on a one-for-one basis, provided shareholder approval has been obtained on or prior to the relevant redemption date. Formerly “North American Nickel Inc. Notes to the Consolidated Financial statements (Expressed in Canadian dollars) During the year ended December 31, 2022, DSUs have been granted as follows: SCHEDULE OF DEFERRED SHARE UNIT PLAN HAVE BEEN GRANTED 2022 Number of DSUs outstanding at the beginning of the fiscal year - Number of DSUs during the year 200,000 Number of DSUs outstanding at the end of the year 200,000 During the year ended December 31, 2022, the DSU compensation amounted to $ 298,000 f) Reserve The reserve records items recognized as stock-based compensation expense and other share-based payments until such time that the stock options or warrants are exercised, at which time the corresponding amount will be transferred to share capital. Amounts recorded for forfeited or expired unexercised options and warrants are transferred to deficit. During the year ended December 31, 2022, the Company recorded $ 7,731,117 1,261,891 3,325,702 Nil |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2022 | |
Related Party Transactions | |
RELATED PARTY TRANSACTIONS | 12. RELATED PARTY TRANSACTIONS The following amounts due to related parties are included in trade payables and accrued liabilities (note 8). SCHEDULE OF AMOUNTS DUE TO RELATED PARTIES, INCLUDED IN TRADE PAYABLES AND ACCRUED LIABILITIES December 31, 2022 December 31, 2021 Directors and Officers of the Company 43,235 26,759 NAN - 199,145 Total 43,235 225,904 These amounts are unsecured, non-interest bearing and have no fixed terms of repayment. (a) Related party transactions During the year ended December 31, 2022, ThreeD Capital subscribed for a further 1,213,538 1,279,069 3,064,582 2,427,076 374,123 8,662,347 7,383,278 7.5% 9.14% Between March 2 and March 3, 2022, PNRC issued promissory notes to its officers and directors as well as its shareholders as below: Directors and Officers of the Company 35,000 ThreeD Capital 762,180 NAN 1,270,000 Total 2,067,180 Formerly “North American Nickel Inc. Notes to the Consolidated Financial statements (Expressed in Canadian dollars) On April 30, 2022, all amounts owing in respect of the above promissory notes were repaid in full by payment of cash in an amount of $ 2,018,568 310,000 326,740 (b) Key management personnel is defined as members of the Board of Directors and senior officers. Key management compensation was related to the following: SCHEDULE OF KEY MANAGEMENT COMPENSATION December 31, 2022 December 31, 2021 Management fees 2,418,984 675,001 Due diligence BCL - 131,600 Corporate and administration expenses 102,884 108,193 Share base payment 4,623,089 1,019,932 Total 7,144,957 1,934,726 |
FINANCIAL INSTRUMENTS
FINANCIAL INSTRUMENTS | 12 Months Ended |
Dec. 31, 2022 | |
Disclosure of detailed information about financial instruments [abstract] | |
FINANCIAL INSTRUMENTS | 13. FINANCIAL INSTRUMENTS The Company thoroughly examines the various financial instrument risks to which it is exposed and assesses the impact and likelihood of those risks. These risks may include interest rate risk, credit risk, liquidity risk, market risk and currency risk. The carrying value of cash and trade payables and accrued liabilities approximate their fair value due to their short-term nature. The fair value of the Promissory Note, vehicle financing and lease liability are equal to their carrying values as all these amounts carry a fix interest rate. The fair value of the DSUs is the closing price of the Company’s common share at the end of each reporting period. Fair value measurements of financial instruments are required to be classified using a fair value hierarchy that reflects the significance of inputs in making the measurements. The levels of the fair value hierarchy are defined as follows: Level 1 – Quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2 – Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. Level 3 – Inputs for the asset or liability that are not based on observable market data. On December 31, 2022, the fair value of the Company’s warrant liabilities are based on Level 3 measurements and the fair value of cash and DSUs is based on Level 1 measurements. |
RISK MANAGEMENT
RISK MANAGEMENT | 12 Months Ended |
Dec. 31, 2022 | |
Risk Management | |
RISK MANAGEMENT | 14. RISK MANAGEMENT The Company’s exposure to market risk includes, but is not limited to, the following risks: Interest Rate Risk Interest rate risk is the risk that the future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company is not subject to significant changes in interest rates. Foreign Currency Exchange Rate Risk Currency risk is risk that the fair value of future cash flows will fluctuate because of changes in foreign currency exchange rates. In addition, the value of cash and other financial assets and liabilities denominated in foreign currencies can fluctuate with changes in currency exchange rates. Formerly “North American Nickel Inc. Notes to the Consolidated Financial statements (Expressed in Canadian dollars) The Company operates in Canada, Barbados and Botswana and undertakes transactions denominated in foreign currencies such as US dollar and Botswana Pula, and consequently is exposed to exchange rate risks. Exchange risks are managed by matching levels of foreign currency balances and related obligations and by maintaining operating cash accounts in non-Canadian dollar currencies. Foreign currency denominated financial assets and liabilities which expose the Company to currency risk are disclosed below. The amount shown are those reported and translated into CAD at the closing rate. SCHEDULE OF FOREIGN CURRENCY FINANCIAL ASSETS AND LIABILITIES Short -term exposure Long-term exposure USD BWP BWP December 31, 2022 Financial assets 2,834,303 473,980 32,058,793 Financial liabilities (1,246,825 ) (2,176,110 ) (1,530,341 ) Total exposure 1,587,477 (1,702,130 ) 30,528,452 Short -term exposure Long-term exposure USD BWP BWP December 31, 2021 Financial assets 244,154 155,548 739,767 Financial liabilities (34,231 ) (130,270 ) - Total exposure 209,924 25,278 739,767 The following table illustrates the sensitivity of net loss in relating to the Company’s financial assets and financial liabilities and the USD/CAD exchange rate and BWP/CAD exchange rate all other things being equal. It assumes +/- 5% change of the USD/CAD and BWP/CAD exchange rates for the year ended December 31, 2022 and 2021 respectively. If the CAD strengthened against the USD and BWP by 5% respectively, (2021 – 5 %), it would have had the following impact: SCHEDULE OF CHANGES IN EXCHANGE RATES Profit for the year Long-term exposure profit for the year USD BWP Total BWP December 31, 2022 79,374 (85,106 ) (5,733 ) 1,526,423 December 31, 2021 10,496 1,264 11,760 36,988 If the CAD weakened against the USD and BWP by 5% respectively, (2021 – 5 %), it would have had the following impact: Profit for the year Long-term exposure profit for the year USD BWP Total BWP December 31, 2022 (79,374 ) 85,106 5,733 (1,526,423 ) December 31, 2021 (10,496 ) (1,264 ) (11,760 ) (36,988 ) The higher foreign currency exchange rate sensitivity in profit in 2022 compared with 2021 is attributable to an increase in activities of foreign operations in Botswana and Barbados. Formerly “North American Nickel Inc. Notes to the Consolidated Financial statements (Expressed in Canadian dollars) Credit Risk Credit risk is the risk that one party to a financial instrument will cause a financial loss for the other party by failing to discharge an obligation. The credit risk is primarily associated with liquid financial assets. The Company limits exposure to credit risk on liquid financial assets by holding cash at highly-rated financial institutions. Liquidity Risk Liquidity risk is the risk that the Company will encounter difficulty in meeting obligations associated with financial liabilities that are settled by delivering cash or another financial asset. The Company manages the liquidity risk inherent in these financial obligations by regularly monitoring actual cash flows to annual budget which forecast cash and expected cash availability to meet future obligations The Company will defer discretionary expenditures, as required, in order to manage and conserve cash required for current liabilities. The following table shows the Company’s contractual obligations as at December 31, 2022: SCHEDULE OF CONTRACTUAL OBLIGATIONS December 31, 2022 Less than 1 year 1 - 2 years 2 - 5 years Total Trade payables and accrued liabilities 4,450,966 - - 4,450,966 Trade payables and accrued liabilities 4,450,966 - - 4,450,966 Vehicle financing 50,291 50,291 64,062 164,644 Lease liability 1,365,697 1,365,697 - 2,731,394 Total 5,866,954 1,415,988 64,062 7,347,004 Capital Risk Management The Company manages its capital to ensure that it will be able to continue as a going concern, so that adequate funds are available or are scheduled to be raised to meet its ongoing administrative and operating costs and obligations. This is achieved by the Board of Directors’ review and ultimate approval of budgets that are achievable within existing resources, and the timely matching and release of the next stage of expenditures with the resources made available from capital raisings and debt funding from related or other parties. In doing so, the Company may issue new shares, restructure or issue new debt. The Company is not subject to any externally imposed capital requirements imposed by a regulator or a lending institution. In the management of capital, the Company includes the components of equity (deficiency), loans and borrowings, and other current liabilities, net of cash. SCHEDULE OF COMPONENTS OF EQUITY DEFICIENCY, LOANS AND BORROWING, OTHER CURRENT LIABILITIES, NET OF CASH December 31, 2022 December 31, 2021 Shareholder’s equity (deficiency) 27,188,344 (4,316,964 ) Current liabilities 12,462,372 580,486 Total liabilities and equity 39,650,716 (3,736,478 ) Cash (5,162,991 ) (1,990,203 ) Total 34,487,725 (5,726,681 ) Formerly “North American Nickel Inc. Notes to the Consolidated Financial statements (Expressed in Canadian dollars) |
SEGMENTED INFORMATION
SEGMENTED INFORMATION | 12 Months Ended |
Dec. 31, 2022 | |
Segmented Information | |
SEGMENTED INFORMATION | 15. SEGMENTED INFORMATION The Company operates in one reportable operating segment being that of the acquisition, exploration and development of mineral properties in three geographic segments being Botswana, Greenland and Canada (note 6). The Company’s geographic segments are as follows: SCHEDULE OF GEOGRAPHIC SEGMENTS December 31, 2022 December 31, 2021 Current assets Canada 3,198,343 1,779,117 Barbados 493,552 63,677 Botswana 2,746,450 295,703 Total 6,438,346 2,138,497 December 31, 2022 December 31, 2021 Property, plant and equipment Canada 10,714 - Botswana 3,383,956 - Total 3,394,670 - December 31, 2022 December 31, 2021 Exploration and evaluation assets Botswana 31,823,982 3,099,926 |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2022 | |
Income Taxes | |
INCOME TAXES | 16. INCOME TAXES The reported recovery of income taxes differs from amounts computed by applying the statutory income tax rates to the reported loss before income taxes as follows: SCHEDULE OF RECONCILIATION OF EXPECTED INCOME TAX RECOVERY TO ACTUAL INCOME TAX RECOVERY Year ended December 31, 2022 Year ended December 31, 2021 Loss before income taxes $ (36,410,469 ) $ (9,359,605 ) Statutory tax rate 26.50 % 26.50 % Expected income tax recovery at the statutory tax rate (9,648,774 ) (2,480,295 ) Permanent differences and other 7,227 (6 ) Stock based payment (2,378,349 ) 334,401 Fair value adjustment on warrants 2,127,716 1,681,507 Change in estimates and other (520,103 ) Differences in foreign tax rates 360,345 34,131 Acquisition loss on RTO 7,731,220 Change in deferred tax assets not recognized 2,320,718 430,261 Income tax recovery $ - $ - Formerly “North American Nickel Inc. Notes to the Consolidated Financial statements (Expressed in Canadian dollars) As at December 31, 2022, the Company has the following deferred tax assets (liabilities): SCHEDULE OF SIGNIFICANT COMPONENTS OF DEFERRED INCOME TAX ASSETS AND LIABILITIES Year ended December 31, 2022 Year ended December 31, 2021 Deferred tax asset $ $ Non-capital losses available for carry forward 94,260 - Right-of-use asset 600,907 - Deferred tax liabilities Lease Liability (695,166 ) - Net deferred tax asset (liability) $ - $ - Deferred tax assets in excess of deferred tax liabilities have not been recognized in respect of the following attributes because it is not probable that future taxable profit will be available against which the Company can use the benefits: SCHEDULE OF DEFERRED INCOME TAX ASSETS AND LIABILITIES RECOGNIZED Year ended December 31, 2022 Year ended December 31, 2021 Exploration and evaluation assets $ 1,243,480 $ 329,522 Loss carry forwards 10,066,250 369,658 Share issuance costs 2,124,869 62,018 Equipment 3,397 - Total unrecognized deductible temporary differences $ 13,437,996 $ 761,198 The tax losses that have not been recognized expire as follows: SCHEDULE OF TAX LOSSES Losses 2029 $ 1,349,090 2039 101,573 2040 351,131 2041 942,144 2042 5,351,811 Indefinite 1,970,501 Total $ 10,066,250 The company has approximately Canadian non-capital losses of $ 6,746,659 which expire between 2039 and 2042 1,349,090 which expire in 2029 . Botswana losses of approximately $ 1,970,501 may be carried forward indefinitely. |
CONTINGENT LIABILITIES
CONTINGENT LIABILITIES | 12 Months Ended |
Dec. 31, 2022 | |
Disclosure of contingent liabilities [abstract] | |
CONTINGENT LIABILITIES | 17. CONTINGENT LIABILITIES There are no environmental liabilities associated with the Selebi Assets and the Selkirk Assets as at the acquisition dates as all liabilities prior to the acquisitions are the responsibility of the sellers, BCL and TNMC, respectively. The Company has an obligation for the rehabilitation costs arising subsequent to the acquisitions. As of December 31, 2022, management is not aware of or anticipating any contingent liabilities that could impact the financial position or performance of the Company related to its exploration and evaluation assets. Formerly “North American Nickel Inc. Notes to the Consolidated Financial statements (Expressed in Canadian dollars) The Company’s exploration and evaluation assets are affected by the laws and environmental regulations that exist in the various jurisdictions in which the Company operates. It is not possible to estimate the future contingent liabilities and the impact on the Company’s operating results due to future changes in Company’s development of its projects or future changes in such laws and environmental regulations. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2022 | |
Subsequent Events | |
SUBSEQUENT EVENTS | 18. SUBSEQUENT EVENTS On February 24, 2023, the Company announced it had closed its previously announced “best efforts” brokered private placement offering under which 4,437,184 1.75 7,765,072.00 In connection with the Offering, the Company (i) paid to the agents a cash commission equal to 6% of the gross proceeds (other than on certain president’s list purchasers on which a cash commission of 3% was paid), and (ii) issued to the agents that number of non-transferable broker warrants of the Company (the “Broker Warrants”) as is equal to 6% of the number of Common Shares sold under the Offering (other than on Common Shares issued to president’s list purchasers on which Broker Warrants equal to 3% were issued) 1.75 221,448 On March 17, 2023, the Company announced that it has entered into an amended and restated promissory note (the “A&R Promissory Note”) extending the maturity of its previously issued $ 7,000,000 March 22, 2023 to November 24, 2023 225,000 350,000 1.75 119,229 On April 13, 2023, the Company extended to October 16, 2023 the expiry date of a total of 643,299 Each of the Subject Warrants entitles the holder thereof to purchase one common share of the Company at a price of $ 1.75 |
BASIS OF PREPARATION AND SIGN_2
BASIS OF PREPARATION AND SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2022 | |
Basis Of Preparation And Significant Accounting Policies | |
Statement of Compliance | (a) Statement of Compliance These consolidated financial statements were prepared in accordance with International Financial Reporting Standards (“ IFRS |
Basis of preparation | (b) Basis of preparation These consolidated financial statements have been prepared under the historical cost convention, modified by the revaluation of any financial assets and financial liabilities where applicable. The preparation of consolidated financial statements in conformity with IFRS requires the use of certain critical accounting estimates. It also requires management to exercise judgment in the process of applying the Company’s accounting policies. These areas involving a higher degree of judgment or complexity, or areas where assumptions and estimates are significant to the consolidated financial statements, are disclosed in note 3. |
Basis of consolidation | (c) Basis of consolidation These consolidated financial statements include the financial statements of the Company and its wholly owned subsidiaries. All intercompany transactions, balances, income and expenses are eliminated upon consolidation. Effective August 3, 2022, NAN completed the 100% |
Foreign currency translation | (d) Foreign currency translation The Company’s functional and presentation currency is the Canadian dollar. Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the date of the transaction. Foreign currency monetary items are translated at the year-end exchange rate. Non-monetary items measured at historical cost continue to be carried at the exchange rate at the date of the transaction. Non-monetary items measured at fair value are reported at the exchange rate at the date when fair values were determined. Exchange differences arising on the translation of monetary items or on settlement of monetary items are recognized in profit or loss in the statement of comprehensive loss in the period in which they arise, except where deferred in equity as a qualifying cash flow or net investment hedge. Exchange differences arising on the translation of non-monetary items are recognized in other comprehensive income in the statement of comprehensive loss to the extent that gains and losses arising on those non-monetary items are also recognized in other comprehensive income. Where the non-monetary gain or loss is recognized in profit or loss, the exchange component is also recognized in profit or loss. Formerly “North American Nickel Inc. Notes to the Consolidated Financial statements (Expressed in Canadian dollars) |
Foreign operations | (e) Foreign operations In the Company’s consolidated financial statements, all assets, liabilities and transactions of the Company’s entities with a functional currency other than the Canadian dollar are translated into Canadian dollars upon consolidation. The functional currency of the Company’s subsidiaries in Barbados is the US dollar, and the Botswana Pula (BWP) for the subsidiaries in Botswana during the reporting period. On consolidation, assets and liabilities have been translated into Canadian dollars at the closing rate on the reporting date. Fair value adjustments arising on the acquisition of a foreign entity have been treated as assets and liabilities of the foreign entity and translated into Canadian dollars at the closing rate on the reporting date. Income and expenses have been translated into Canadian dollars at the average rate over the reporting period. Exchange differences are charged or credited to other comprehensive loss and recognized in the currency translation reserve in equity. On disposal of a foreign operation, the related cumulative translation differences recognized in equity are reclassified to profit or loss and are recognized as part of the gain or loss on disposal. |
Financial instruments | (f) Financial instruments Classification The Company classifies its financial instruments in the following categories: at fair value through profit and loss (“FVTPL”), at fair value through other comprehensive income (loss) (“FVTOCI”) or at amortized cost. The Company determines the classification of financial assets at initial recognition. The classification of debt instruments is driven by the Company’s business model for managing the financial assets and their contractual cash flow characteristics. Equity instruments that are held for trading are classified as FVTPL. For other equity instruments, on the day of acquisition, the Company can make an irrevocable election (on an instrument-by-instrument basis) to designate them as at FVTOCI. Financial liabilities are measured at amortized cost, unless they are required to be measured at FVTPL (such as instruments held for trading or derivatives) or the Company has opted to measure them at FVTPL. The following table shows the classification of the Company’s financial assets and liabilities: Financial asset/liability Classification Cash FVTPL Trade payables and accrued liabilities Amortized cost Lease liability Amortized cost Promissory note Amortized cost Vehicle financing Amortized cost Financial liability – warrant FVTPL Deferred share unit liability FVTPL Measurement Financial assets and liabilities at amortized cost Financial assets and liabilities at amortized cost are initially recognized at fair value plus or minus transaction costs, respectively, and subsequently carried at amortized cost less any impairment. Financial assets and liabilities at FVTPL Financial assets and liabilities carried at FVTPL are initially recorded at fair value and transaction costs are expensed in profit or loss. Realized and unrealized gains and losses arising from changes in the fair value of the financial assets and liabilities held at FVTPL are included in the statements of comprehensive loss in the period in which they arise. Formerly “North American Nickel Inc. Notes to the Consolidated Financial statements (Expressed in Canadian dollars) Impairment of financial assets at amortized cost An ‘expected credit loss’ impairment model applies that requires a loss allowance to be recognized based on expected credit losses. The estimated present value of future cash flows associated with the asset is determined and an In a subsequent period, if the amount of the impairment loss related to financial assets measured at amortized cost decreases, the previously recognized impairment loss is reversed through profit or loss to the extent that the carrying amount of the investment at the date the impairment is reversed does not exceed what the amortized cost would have been had the impairment not been recognized. Derecognition Financial assets The Company derecognizes financial assets only when the contractual rights to cash flows from the financial assets expire, or when it transfers the financial assets and substantially all of the associated risks and rewards of ownership to another party. Gains and losses on derecognition are generally recognized in the statements of comprehensive loss. Investments are derecognized when the rights to receive cash flows from the investments have expired or the Company has transferred the financial asset and the transfer qualifies for derecognition. Financial liabilities Financial liabilities are derecognized when, and only when, the Company’s obligations are discharged, cancelled or they expire. The difference between the carrying amount of the financial liability derecognized and the consideration paid and payable is recognized in the Statement of Comprehensive Loss. |
Exploration and evaluation assets | (g) Exploration and evaluation assets Exploration and evaluation assets include the costs of acquiring licenses, costs associated with exploration and evaluation activity less accumulated impairment losses and the fair value (at acquisition date) of exploration and evaluation assets acquired in a business combination. Exploration and evaluation expenditures are initially capitalized. Costs incurred before the Company has obtained the legal rights to explore an area are recognized in profit or loss. Government tax credits received are generally recorded as a reduction to the cumulative costs incurred and capitalized on the related property. Exploration and evaluation assets are assessed for impairment if (i) sufficient data exists to determine technical feasibility and commercial viability, and (ii) facts, events and circumstances suggest that the carrying amount exceeds the recoverable amount. Once the technical feasibility and commercial viability of the extraction of mineral resources in an area of interest are demonstrable, exploration and evaluation assets attributable to that area of interest are first tested for impairment and then reclassified to mining property and development assets within property, plant and equipment. Recoverability of the carrying amount of any exploration and evaluation assets is dependent on successful development and commercial exploitation, or alternatively, sale of the respective areas of interest. The Company may occasionally enter into farm-out arrangements, whereby it will transfer part of an interest, as consideration, for an agreement by the farmee to meet certain exploration and evaluation expenditures which would have otherwise been undertaken by the Company. The Company does not record any expenditures made by the farmee on its behalf. Any cash consideration received from the agreement is credited against the costs previously capitalized to the mineral interest given up by the Company, with any excess consideration accounted for in profit. Formerly “North American Nickel Inc. Notes to the Consolidated Financial statements (Expressed in Canadian dollars) When a project is deemed to no longer have commercially viable prospects to the Company, exploration and evaluation expenditures in respect of that project are deemed to be impaired. As a result, those exploration and evaluation expenditure costs, in excess of estimated recoveries, are written off to the consolidated statement of comprehensive loss. |
Impairment of assets | (h) Impairment of assets Non-financial assets, including exploration and evaluation assets and property, plant and equipment, are subject to impairment tests whenever events or changes in circumstances indicate that their carrying amount may not be recoverable. Where the carrying value of an asset exceeds its recoverable amount, which is the higher of value in use and fair value less costs to sell, the asset is written down accordingly. Where it is not possible to estimate the recoverable amount of an individual asset, the impairment test is carried out on the asset’s cash-generating unit, which is the lowest group of assets in which the asset belongs and for which An impairment loss is charged to the profit or loss, except to the extent the loss reverses gains previously recognized in other comprehensive loss |
Leases | (i) Leases At commencement of a contract, the Company assesses whether a contract is, or contains, a lease by determining whether the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. A right-of-use (the “ROU “) asset and lease liability are recognized at the lease commencement date. The lease liability is initially measured at the present value of all future lease payments that have not been paid as of the commencement date of the lease, discounted using the Company’s incremental borrowing rate, unless the rate implicit in the lease is readily determinable. The ROU asset is initially measured at cost, which is calculated as the initial amount of the lease liability, with an adjustment for any initial direct costs incurred, plus adjustments for any lease payments made in advance of the commencement date, and less any lease incentives received. Subsequent to initial recognition, the ROU asset is depreciated on a straight-line basis over the term of the lease or the estimated useful life, with inclusion for any options to extend that the Company reasonably expects to exercise. ROU assets are tested for impairment in accordance with IAS 36 Impairment of Assets. The right-of-use asset is periodically reduced by impairment losses, if any, and adjusted for certain remeasurements of the lease liability. The lease liability is remeasured when there is a change in future lease payments arising from a change in an index or rate, if there is a change in the Company’s estimate of the amount expected to be payable under a residual value guarantee, or if the Company changes its assessment of whether it will exercise a purchase, extension or termination option. These adjustments are recorded through profit or loss. |
Property, plant and equipment | (j) Property, plant and equipment Property, Plant and Equipment is stated at historical cost less accumulated depreciation and accumulated impairment losses. Subsequent costs are included in the asset’s carrying amount or recognized as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Company and the cost of the item can be measured reliably. The carrying amount of a significant replaced part is derecognized. All other repairs and maintenance are charged to the consolidated statement of comprehensive loss during the financial period in which they are incurred. Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognized in profit or loss. Formerly “North American Nickel Inc. Notes to the Consolidated Financial statements (Expressed in Canadian dollars) Depreciation is calculated on a straight-line method to charge the cost, less residual value, of the assets to their residual values over their estimated useful lives. The depreciation rate applicable to each category of property, plant and equipment is as follows: SCHEDULE OF DEPRECIATION AND AMORTIZATION RATE Equipment Estimated useful life (years) Exploration equipment 5 Computer software 2 Computer equipment 1 2 Vehicles 4 Furniture and fixture 10 Buildings 25 |
Share capital | (k) Share capital The Company’s common shares and share warrants are classified as equity instruments. Incremental costs directly attributable to the issue of new shares, warrants or options are shown in equity as a deduction from the proceeds. Proceeds received on the issuance of units, consisting of common shares and warrants are allocated to share capital. |
Share-based payments | (l) Share-based payments Where equity-settled share options are awarded to employees, the fair value of the options at the date of grant is recognized over the vesting period. Performance vesting conditions are taken into account by adjusting the number of equity instruments expected to vest at each reporting date so that, ultimately, the cumulative amount recognized over the vesting period is based on the number of options that eventually vest. Non-vesting conditions and market vesting conditions are factored into the fair value of the options granted. As long as all other vesting conditions are satisfied, a charge is made irrespective of whether these non-vesting and market vesting conditions are satisfied. The cumulative expense is not adjusted for failure to achieve a market vesting condition or where a non-vesting condition is not satisfied. Where the terms and conditions of options are modified, the increase in the fair value of the options, measured immediately before and after the modification, is also recognized over the remaining vesting period. Where equity instruments are granted to non-employees, they are recorded at the fair value of the goods or services received. Amounts related to the issuance of shares are recorded as a reduction of share capital. When the value of goods and services received in exchange for the share-based payment cannot be reliably estimated, the fair value is measured by use of a valuation model. The expected life used in the model is adjusted, based on management’s best estimate, for the effects of non-transferability, exercise restrictions, and behavioural considerations. All equity-settled share-based payments are reflected in share-based payments reserve, until exercised. Upon exercise shares are issued from the treasury and the amount reflected in share-based payments reserve is credited to share capital along with any consideration paid. |
Deferred Share Units | (m) Deferred Share Units In the year ended December 31, 2022, the Company approved the adoption of a DSU plan. In accordance with IFRS 2 Share Based Payments, this plan is a cash-settled share-based compensation program whereby the Company records the fair value of the liability at the date upon which it is incurred and adjusts the liability to the fair value at the end of each reporting period and at the date of settlement, with any changes in fair value recognized in profit or loss for the period. Formerly “North American Nickel Inc. Notes to the Consolidated Financial statements (Expressed in Canadian dollars) The DSU Plan enables the Company upon approval by the Directors to grant DSU’s to eligible non-management directors. Upon granting DSU’s, the Company records stock-based compensation based on the number of units granted multiplied by the volume weighted average price of the Company’s common shares for the last five trading days (“5-day-VWAP”) immediately preceding the date of the grant. The DSUs credited to the account of a director may only be redeemed following the date upon which the holder ceases to be a director. Depending upon the country of residence of a director, the DSUs may be redeemed at any time prior to December 15 in the calendar year following the year in which the holder ceases to be a director, and may be redeemed in as many as four installments. Upon redemption, the holder is entitled to a cash payment equal to the number of units redeemed multiplied by the 5-day-VWAP of the Company’s common shares on that date. The Company may elect, in its sole discretion, to settle the value of the DSUs redeemed in the Company’s common shares on a one-for-one basis, provided shareholder approval has been obtained on or prior to the relevant redemption date. |
Loss per share | (n) Loss per share The Company uses the treasury stock method to compute the dilutive effect of options, warrants and similar instruments. Under this method, the dilutive effect on loss per common share is recognized on the use of the proceeds that could be obtained upon exercise of options, warrants and similar instruments. It assumes that the proceeds would be used to purchase common shares at the average market price during the period. Basic loss per common share is calculated using the weighted average number of common shares outstanding during the period and does not include outstanding options and warrants. Dilutive loss per common share is not presented differently from basic loss per share as the conversion of outstanding stock options and warrants into common shares would be anti-dilutive. |
Income taxes | (o) Income taxes Income tax expense comprises current income and deferred income tax. Current tax and deferred tax are recognized in net loss except to the extent that it arises in a business combination, or from items recognized directly in equity or other comprehensive loss Current income tax assets and liabilities for the current period are measured at the amount expected to be recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted, at the reporting date, in the countries where the Company operates and generates taxable income. Current income tax relating to items recognized directly in other comprehensive losses equity is recognized in other comprehensive loss or equity and not in profit or loss. Management periodically evaluates positions taken in the tax returns with respect to situations in which applicable tax regulations are subject to interpretation and establishes provisions where appropriate. Deferred income tax is calculated using the asset and liability method of temporary differences at the reporting date between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes. The carrying amount of deferred income tax assets is reviewed at the end of each reporting period and recognized only to the extent that it is probable that sufficient taxable profit will be available to allow all or part of the deferred income tax asset to be utilized. Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply to the year when the asset is realized or the liability is settled, based on tax rates and tax laws that have been enacted or substantively enacted by the end of the reporting period. Formerly “North American Nickel Inc. Notes to the Consolidated Financial statements (Expressed in Canadian dollars) Deferred income tax assets and deferred income tax liabilities are offset only if a legally enforceable right exists to set off current tax assets against current income tax liabilities and the deferred income taxes relate to the same taxable entity and the same taxation authority. A deferred tax asset is recognized for all deductible temporary differences to the extent that it is probable that taxable profit will be available against which the deductible temporary difference can be utilized. We have not recognized any deferred tax asset as at December 31, 2022 as there are currently no sources of taxable profit currently available to the Company. We will continue to reassess whether the tax attributes meet the criteria for recognition as a deferred tax asset. |
Accounting standards and amendments issued but not yet effective | (p) Accounting standards and amendments issued but not yet effective Certain pronouncements were issued by the IASB or the IFRIC that are mandatory for accounting periods commencing on or after January 1, 2023. Many are not applicable or do not have a significant impact to the Company and have been excluded. The following have not yet been adopted and are being evaluated to determine their impact on the Company. IAS 1 – Presentation of Financial Statements (“IAS 1”) was amended in January 2020 to provide a more general approach to the classification of liabilities under IAS 1 based on the contractual arrangements in place at the reporting date. The amendments clarify that the classification of liabilities as current or non-current is based solely on a company’s right to defer settlement at the reporting date. The right needs to be unconditional and must have substance. The amendments also clarify that the transfer of a company’s own equity instruments is regarded as settlement of a liability, unless it results from the exercise of a conversion option meeting the definition of an equity instrument. The amendments are effective for annual periods beginning on January 1, 2024. IAS 1 – In February 2021, the IASB issued ‘Disclosure of Accounting Policies’ with amendments that are intended to help preparers in deciding which accounting policies to disclose in their financial statements. The amendments are effective for year ends beginning on or after January 1, 2023. IAS 8 – In February 2021, the IASB issued ‘Definition of Accounting Estimates’ to help entities distinguish between accounting policies and accounting estimates. The amendments are effective for year ends beginning on or after beginning on or after January 1, 2023. |
BASIS OF PREPARATION AND SIGN_3
BASIS OF PREPARATION AND SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Basis Of Preparation And Significant Accounting Policies | |
SCHEDULE OF DEPRECIATION AND AMORTIZATION RATE | SCHEDULE OF DEPRECIATION AND AMORTIZATION RATE Equipment Estimated useful life (years) Exploration equipment 5 Computer software 2 Computer equipment 1 2 Vehicles 4 Furniture and fixture 10 Buildings 25 |
AMALGAMATION (Tables)
AMALGAMATION (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Amalgamation | |
SUMMARY OF COST OF ACQUISITION | The costs of the acquisition have been allocated as follows: SUMMARY OF COST OF ACQUISITION FV of shares transferred $ 77,431,152 FV of options, warrants and agent warrants 9,665,577 FV of preferred shares 31,516 Settlement of pre-existing relationship – 15 (47,985,863 ) Total FV of consideration transferred $ 39,142,383 Cash $ 11,051,917 Trade and other receivables 450,522 Property, plant and equipment 14,111 Trade payables and accrued liabilities (1,548,582 ) Net assets acquired 9,967,968 Loss on acquisition 29,174,415 Total purchase price $ 39,142,383 *Pre-existing relationship Before the closing of the RTO, NAN owned 7,667,707 15 15 10,000,000 15 Prior to the RTO, the fair value of the 15 28,275,255 19,710,608 2.57 0 3.14 141.63 |
SCHEDULE OF FAIR VALUE ASSUMPTIONS OF OPTIONS AND WARRANTS | The fair value of NAN’s options and warrants as at August 3, 2022 was calculated using the following assumptions: SCHEDULE OF FAIR VALUE ASSUMPTIONS OF OPTIONS AND WARRANTS As of August 3, 2022 Warrants Options Expected dividend yield 0 % 0 % Share price of last financing $ 0.48 $ 0.48 Expected share price volatility 64.91 113.22 % 133.15 143.3 % Risk free interest rate 3.18 % 2.85 3.08 % Remaining life of warrants & options 0.03 2 2.56 4.23 |
OTHER RECEIVABLES (Tables)
OTHER RECEIVABLES (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Other Receivables | |
SCHEDULE OF RECEIVABLES AND OTHER CURRENT ASSETS | A summary of the other receivables as at December 31, 2022 and December 31, 2021 is detailed in the table below: SCHEDULE OF RECEIVABLES AND OTHER CURRENT ASSETS December 31, 2022 December 31, 2021 HST paid on purchases 445,128 84,563 VAT paid on purchases 359,502 55,067 Total receivables and other current assets 804,630 139,630 |
EXPLORATION AND EVALUATION AS_2
EXPLORATION AND EVALUATION ASSETS (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Exploration And Evaluation Assets | |
SUMMARY OF EXPLORATION AND EVALUATION ASSETS | SUMMARY OF EXPLORATION AND EVALUATION ASSETS Selebi Selkirk Total Botswana Selebi Selkirk Total Acquisitions Balance, December 31, 2021 - - - Acquisition costs 8,251,518 327,109 8,578,627 Balance, December 31, 2022 8,251,518 327,109 8,578,627 Exploration Balance, December 31, 2021 3,099,926 - 3,099,926 Beginning balance 3,099,926 - 3,099,926 Site operations & administration 1,601,381 46,100 1,647,481 Care & Maintenance 5,177,677 - 5,177,677 Geology 1,573,182 163,812 1,736,994 Drilling 7,202,715 8,613 7,211,328 Geophysics 1,659,814 12,651 1,672,465 Engineering 1,968,618 66,761 2,035,379 ESG 197,675 35,262 232,937 Metallurgy & MP 75,955 4,800 80,755 Technical studies 46,762 12,202 58,964 Health and safety 277,284 - 277,284 Infrastructure – water studies 14,165 - 14,165 Balance, December 31, 2022 22,895,154 350,201 23,245,355 Total, December 31, 2022 31,146,673 677,310 31,823,982 Total, December 31, 2021 3,099,926 - 3,099,926 Ending balance 3,099,926 - 3,099,926 |
PROPERTY, PLANT AND EQUIPMENT (
PROPERTY, PLANT AND EQUIPMENT (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Disclosure of detailed information about property, plant and equipment [abstract] | |
SUMMARY OF PROPERTY, PLANT AND EQUIPMENT | The table below sets out costs and accumulated amortization as at December 31, 2022. The Company had no property, plant and equipment as at December 31, 2021. SUMMARY OF PROPERTY, PLANT AND EQUIPMENT Cost Land and Furniture Exploration Generator Vehicles Computer Total Balance – December 31, 2021 - - - - - - - Additions 3,077,421 126,605 11,973 31,381 241,884 1,950 3,479,240 Dispositions - - - - - - Depreciation during the year Balance – December 31, 2022 3,077,421 126,605 11,973 31,381 241,884 1,950 3,479,240 Accumulated Land and Furniture Exploration Generator Vehicles Computer Total Balance – December 31, 2021 - - - - - - - Depreciation during the year 51,124 1,872 1,447 562 39,589 1,950 96,543 Balance – December 31, 2022 51,124 1,872 1,447 562 39,589 1,950 96,543 Carrying Value Land and Furniture Exploration Generator Vehicles Computer Total Balance – December 31, 2021 - - - - - - - Beginning balance - - - - - - - Balance – December 31, 2022 3,026,267 124,733 10,526 30,819 202,295 - 3,394,670 Ending balance 3,026,267 124,733 10,526 30,819 202,295 - 3,394,670 |
TRADE PAYABLES AND ACCRUED LI_2
TRADE PAYABLES AND ACCRUED LIABILITIES (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Trade Payables And Accrued Liabilities | |
SUMMARY OF TRADE PAYABLES AND ACCRUED LIABILITIES | SUMMARY OF TRADE PAYABLES AND ACCRUED LIABILITIES December 31, 2022 December 31, 2021 Amounts due to related parties (note 12) 43,235 225,904 Trade payables 3,660,519 218,456 Accrued liabilities 321,962 136,126 Trade payables and accrued liabilities 4,025,716 580,486 |
LEASE LIABILITY (Tables)
LEASE LIABILITY (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Lease Liability | |
SCHEDULE OF DETAILS OF LEASE LIABILITIES | The details of lease liabilities are as follows: SCHEDULE OF DETAILS OF LEASE LIABILITIES December 31, 2022 Lease liabilities as of beginning of year - Lease additions from acquisitions 3,213,404 Lease payments (550,295 ) Interest expense on lease liabilities 68,285 IFRS 16 lease liabilities as of end of year 2,731,394 Current portion of lease liability (less than one year) 1,365,697 Long-term lease liability (one to five year) 1,365,697 |
SHARE CAPITAL, WARRANTS AND O_2
SHARE CAPITAL, WARRANTS AND OPTIONS (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
IfrsStatementLineItems [Line Items] | |
SCHEDULE OF SHARE CAPITAL | SCHEDULE OF SHARE CAPITAL PNRC common share Company common share Number Amount Number Amount December 31, 2020 64,083,487 $ 1,468,174 - - Share capital issued through private placement (net of issue costs) 12,596,421 6,484,501 - - December 31, 2021 76,679,908 7,952,675 - - Share capital issued through private placement (net of issue costs) 8,936,167 20,852,872 - - Cancel PNRC shares held by NAN (7,667,707 ) - - (19,710,608 ) Shares exchanged on the RTO (77,948,368 ) (28,805,547 ) 82,157,536 28,805,547 Share capital of the Company immediately post RTO - - 31,748,399 77,431,152 Shares issued for exercised warrants 1,236,408 2,890,913 Shares issued for exercised options 1,379,000 1,727,264 Balance as at December 31, 2022 - $ - 116,521,343 $ 91,144,268 |
SCHEDULE OF INPUTS TO OPTION PRICING MODEL | The fair value of stock options granted and vested during the year ended December 31, 2022 was calculated using the following assumptions: SCHEDULE OF INPUTS TO OPTION PRICING MODEL December 31, 2022 December 31, 2021 Expected dividend yield 0 % 0 % Latest private placement price $ 0.40 2.53 $ 0.95 Expected share price volatility 125.83% 129.48 % 125.18% 127.03 % Risk free interest rate 0.42% 2.85 % 0.42% 1.11 % Expected life of options 4.16 5 5 |
SCHEDULE OF WARRANT ACTIVITY AFTER CONVERTING FOR EXCHANGE RATIO | Warrant activity, after converting for the Exchange Ratio, for the year ended December 31, 2022 was as follows: SCHEDULE OF WARRANT ACTIVITY AFTER CONVERTING FOR EXCHANGE RATIO Premium Nickel Resources Ltd. Number Outstanding Weighted Average December 31, 2021 - - Adjustment pursuant to the RTO 2,228,340 1.11 Issued 119,229 2.04 Exercised (1,236,408 ) 0.46 Cancelled / expired (12,375 ) - Balance as at December 31, 2022 1,098,786 1.96 |
SCHEDULE OF NUMBER AND WEIGHTED AVERAGE REMAINING CONTRACTUAL LIFE OF OUTSTANDING WARRANTS | At December 31, 2022, the Company had outstanding common share purchase warrants exercisable to acquire common shares of the Company as follows: SCHEDULE OF NUMBER AND WEIGHTED AVERAGE REMAINING CONTRACTUAL LIFE OF OUTSTANDING WARRANTS Warrants Outstanding Expiry Date Exercise Price ($) Weighted Average remaining contractual life (years) 683,905 April 16, 2023 1.75 0.18 295,652 August 3, 2024 2.40 0.43 119,229 November 25, 2023 2.04 0.10 1,098,786 0.71 |
SCHEDULE OF NUMBER AND WEIGHTED AVERAGE EXERCISE PRICES OF SHARE OPTIONS | The outstanding options of each company prior to the completion of the RTO were as follows: SCHEDULE OF NUMBER AND WEIGHTED AVERAGE EXERCISE PRICES OF SHARE OPTIONS North American Nickel Number Outstanding (post-consolidation basis) Weighted Average Exercise Price ($) December 31, 2021 3,010,919 1.35 Cancelled/expired (15,125 ) 6.00 Balance as at August 3, 2022 prior to business combination with PNRC 2,995,794 1.33 Premium Nickel Resources Corp. Number Outstanding Weighted Average Exercise Price ($) December 31, 2021 5,775,000 0.52 Granted 2,600,000 2.49 Balance as at August 3, 2022 prior to business combination with NAN 8,375,000 1.13 Subsequent to the RTO, the outstanding options of the Company were as follows: Premium Nickel Resources Ltd. Number Outstanding Weighted Average Exercise Price ($) Balance as at August 3, 2022 prior to business combination with PNRC 2,995,794 1.33 Issued pursuant to RTO in exchange for options of PNRC 8,827,250 1.16 Options exercised (1,416,000 ) 0.46 Balance as at December 31, 2022 10,407,044 1.10 |
SCHEDULE OF NUMBER AND WEIGHTED AVERAGE REMAINING CONTRACTUAL LIFE OF OUTSTANDING SHARE OPTIONS | Details of options outstanding as at December 31, 2022 are as follows: SCHEDULE OF NUMBER AND WEIGHTED AVERAGE REMAINING CONTRACTUAL LIFE OF OUTSTANDING SHARE OPTIONS Options Outstanding Options Exercisable Expiry Date Exercise Price ($) Weighted average remaining contractual life (years) 900,000 900,000 February 24, 2025 0.80 0.19 240,000 240,000 August 19, 2025 0.45 0.06 3,689,000 3,689,000 January 26, 2026 0.39 1.09 597,000 597,000 February 25, 2026 1.60 0.15 1,343,850 1,343,850 September 29, 2026 0.91 0.48 998,794 998,794 October 25, 2026 2.00 0.37 2,740,400 2,740,400 January 20, 2027 2.62 1.07 10,407,044 10,407,044 3.41 |
SCHEDULE OF DEFERRED SHARE UNIT PLAN HAVE BEEN GRANTED | During the year ended December 31, 2022, DSUs have been granted as follows: SCHEDULE OF DEFERRED SHARE UNIT PLAN HAVE BEEN GRANTED 2022 Number of DSUs outstanding at the beginning of the fiscal year - Number of DSUs during the year 200,000 Number of DSUs outstanding at the end of the year 200,000 |
Warrant reserve [member] | |
IfrsStatementLineItems [Line Items] | |
SCHEDULE OF INPUTS TO OPTION PRICING MODEL | The fair value of the liability of the Warrant was estimated using the Black-Scholes Option Pricing Model with the following assumptions: SCHEDULE OF INPUTS TO OPTION PRICING MODEL December 31, 2022 December 31, 2021 Expected dividend yield 0 % 0 % Latest private placement price $ 2.49 $ 0.95 Expected share price volatility 141.63 % 144.13 % Risk free interest rate 3.14 % 1.02 % Remaining life of warrants 2.66 3.16 |
RELATED PARTY TRANSACTIONS (Tab
RELATED PARTY TRANSACTIONS (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Related Party Transactions | |
SCHEDULE OF AMOUNTS DUE TO RELATED PARTIES, INCLUDED IN TRADE PAYABLES AND ACCRUED LIABILITIES | The following amounts due to related parties are included in trade payables and accrued liabilities (note 8). SCHEDULE OF AMOUNTS DUE TO RELATED PARTIES, INCLUDED IN TRADE PAYABLES AND ACCRUED LIABILITIES December 31, 2022 December 31, 2021 Directors and Officers of the Company 43,235 26,759 NAN - 199,145 Total 43,235 225,904 Between March 2 and March 3, 2022, PNRC issued promissory notes to its officers and directors as well as its shareholders as below: Directors and Officers of the Company 35,000 ThreeD Capital 762,180 NAN 1,270,000 Total 2,067,180 |
SCHEDULE OF KEY MANAGEMENT COMPENSATION | Key management compensation was related to the following: SCHEDULE OF KEY MANAGEMENT COMPENSATION December 31, 2022 December 31, 2021 Management fees 2,418,984 675,001 Due diligence BCL - 131,600 Corporate and administration expenses 102,884 108,193 Share base payment 4,623,089 1,019,932 Total 7,144,957 1,934,726 |
RISK MANAGEMENT (Tables)
RISK MANAGEMENT (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Risk Management | |
SCHEDULE OF FOREIGN CURRENCY FINANCIAL ASSETS AND LIABILITIES | Foreign currency denominated financial assets and liabilities which expose the Company to currency risk are disclosed below. The amount shown are those reported and translated into CAD at the closing rate. SCHEDULE OF FOREIGN CURRENCY FINANCIAL ASSETS AND LIABILITIES Short -term exposure Long-term exposure USD BWP BWP December 31, 2022 Financial assets 2,834,303 473,980 32,058,793 Financial liabilities (1,246,825 ) (2,176,110 ) (1,530,341 ) Total exposure 1,587,477 (1,702,130 ) 30,528,452 Short -term exposure Long-term exposure USD BWP BWP December 31, 2021 Financial assets 244,154 155,548 739,767 Financial liabilities (34,231 ) (130,270 ) - Total exposure 209,924 25,278 739,767 |
SCHEDULE OF CHANGES IN EXCHANGE RATES | If the CAD strengthened against the USD and BWP by 5% respectively, (2021 – 5 %), it would have had the following impact: SCHEDULE OF CHANGES IN EXCHANGE RATES Profit for the year Long-term exposure profit for the year USD BWP Total BWP December 31, 2022 79,374 (85,106 ) (5,733 ) 1,526,423 December 31, 2021 10,496 1,264 11,760 36,988 If the CAD weakened against the USD and BWP by 5% respectively, (2021 – 5 %), it would have had the following impact: Profit for the year Long-term exposure profit for the year USD BWP Total BWP December 31, 2022 (79,374 ) 85,106 5,733 (1,526,423 ) December 31, 2021 (10,496 ) (1,264 ) (11,760 ) (36,988 ) |
SCHEDULE OF CONTRACTUAL OBLIGATIONS | The following table shows the Company’s contractual obligations as at December 31, 2022: SCHEDULE OF CONTRACTUAL OBLIGATIONS December 31, 2022 Less than 1 year 1 - 2 years 2 - 5 years Total Trade payables and accrued liabilities 4,450,966 - - 4,450,966 Trade payables and accrued liabilities 4,450,966 - - 4,450,966 Vehicle financing 50,291 50,291 64,062 164,644 Lease liability 1,365,697 1,365,697 - 2,731,394 Total 5,866,954 1,415,988 64,062 7,347,004 |
SCHEDULE OF COMPONENTS OF EQUITY DEFICIENCY, LOANS AND BORROWING, OTHER CURRENT LIABILITIES, NET OF CASH | In the management of capital, the Company includes the components of equity (deficiency), loans and borrowings, and other current liabilities, net of cash. SCHEDULE OF COMPONENTS OF EQUITY DEFICIENCY, LOANS AND BORROWING, OTHER CURRENT LIABILITIES, NET OF CASH December 31, 2022 December 31, 2021 Shareholder’s equity (deficiency) 27,188,344 (4,316,964 ) Current liabilities 12,462,372 580,486 Total liabilities and equity 39,650,716 (3,736,478 ) Cash (5,162,991 ) (1,990,203 ) Total 34,487,725 (5,726,681 ) |
SEGMENTED INFORMATION (Tables)
SEGMENTED INFORMATION (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Segmented Information | |
SCHEDULE OF GEOGRAPHIC SEGMENTS | SCHEDULE OF GEOGRAPHIC SEGMENTS December 31, 2022 December 31, 2021 Current assets Canada 3,198,343 1,779,117 Barbados 493,552 63,677 Botswana 2,746,450 295,703 Total 6,438,346 2,138,497 December 31, 2022 December 31, 2021 Property, plant and equipment Canada 10,714 - Botswana 3,383,956 - Total 3,394,670 - December 31, 2022 December 31, 2021 Exploration and evaluation assets Botswana 31,823,982 3,099,926 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Income Taxes | |
SCHEDULE OF RECONCILIATION OF EXPECTED INCOME TAX RECOVERY TO ACTUAL INCOME TAX RECOVERY | SCHEDULE OF RECONCILIATION OF EXPECTED INCOME TAX RECOVERY TO ACTUAL INCOME TAX RECOVERY Year ended December 31, 2022 Year ended December 31, 2021 Loss before income taxes $ (36,410,469 ) $ (9,359,605 ) Statutory tax rate 26.50 % 26.50 % Expected income tax recovery at the statutory tax rate (9,648,774 ) (2,480,295 ) Permanent differences and other 7,227 (6 ) Stock based payment (2,378,349 ) 334,401 Fair value adjustment on warrants 2,127,716 1,681,507 Change in estimates and other (520,103 ) Differences in foreign tax rates 360,345 34,131 Acquisition loss on RTO 7,731,220 Change in deferred tax assets not recognized 2,320,718 430,261 Income tax recovery $ - $ - |
SCHEDULE OF SIGNIFICANT COMPONENTS OF DEFERRED INCOME TAX ASSETS AND LIABILITIES | As at December 31, 2022, the Company has the following deferred tax assets (liabilities): SCHEDULE OF SIGNIFICANT COMPONENTS OF DEFERRED INCOME TAX ASSETS AND LIABILITIES Year ended December 31, 2022 Year ended December 31, 2021 Deferred tax asset $ $ Non-capital losses available for carry forward 94,260 - Right-of-use asset 600,907 - Deferred tax liabilities Lease Liability (695,166 ) - Net deferred tax asset (liability) $ - $ - |
SCHEDULE OF DEFERRED INCOME TAX ASSETS AND LIABILITIES RECOGNIZED | Deferred tax assets in excess of deferred tax liabilities have not been recognized in respect of the following attributes because it is not probable that future taxable profit will be available against which the Company can use the benefits: SCHEDULE OF DEFERRED INCOME TAX ASSETS AND LIABILITIES RECOGNIZED Year ended December 31, 2022 Year ended December 31, 2021 Exploration and evaluation assets $ 1,243,480 $ 329,522 Loss carry forwards 10,066,250 369,658 Share issuance costs 2,124,869 62,018 Equipment 3,397 - Total unrecognized deductible temporary differences $ 13,437,996 $ 761,198 |
SCHEDULE OF TAX LOSSES | The tax losses that have not been recognized expire as follows: SCHEDULE OF TAX LOSSES Losses 2029 $ 1,349,090 2039 101,573 2040 351,131 2041 942,144 2042 5,351,811 Indefinite 1,970,501 Total $ 10,066,250 |
NATURE OF OPERATIONS AND GOIN_2
NATURE OF OPERATIONS AND GOING CONCERN (Details Narrative) - CAD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Nature Of Operations And Going Concern | ||
Net loss | $ 36,410,469 | $ 9,359,605 |
SCHEDULE OF DEPRECIATION AND AM
SCHEDULE OF DEPRECIATION AND AMORTIZATION RATE (Details) | 12 Months Ended |
Dec. 31, 2022 | |
Exploration equipment [member] | |
IfrsStatementLineItems [Line Items] | |
Estimated useful life (years) | 5 years |
Computer software [member] | |
IfrsStatementLineItems [Line Items] | |
Estimated useful life (years) | 2 years |
Computer equipments [member] | Bottom of range [member] | |
IfrsStatementLineItems [Line Items] | |
Estimated useful life (years) | 1 year |
Computer equipments [member] | Top of range [member] | |
IfrsStatementLineItems [Line Items] | |
Estimated useful life (years) | 2 years |
Vehicles [member] | |
IfrsStatementLineItems [Line Items] | |
Estimated useful life (years) | 4 years |
Furniture and fixture [member] | |
IfrsStatementLineItems [Line Items] | |
Estimated useful life (years) | 10 years |
Buildings [member] | |
IfrsStatementLineItems [Line Items] | |
Estimated useful life (years) | 25 years |
BASIS OF PREPARATION AND SIGN_4
BASIS OF PREPARATION AND SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) | Mar. 02, 2022 |
North american nickel inc [member] | |
Reserve Quantities [Line Items] | |
Percentage of voting equity interests acquired | 100% |
CRITICAL ACCOUNTING JUDGMENTS_2
CRITICAL ACCOUNTING JUDGMENTS, ESTIMATES AND ASSUMPTIONS (Details Narrative) - CAD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Critical Accounting Judgments Estimates And Assumptions | ||
Carrying value of exploration and evaluation assets | $ 31,823,982 | $ 3,099,926 |
SUMMARY OF COST OF ACQUISITION
SUMMARY OF COST OF ACQUISITION (Details) - North american nickel inc [member] | Apr. 26, 2022 CAD ($) |
Reserve Quantities [Line Items] | |
FV of shares transferred | $ 77,431,152 |
FV of options, warrants and agent warrants | 9,665,577 |
FV of preferred shares | 31,516 |
Settlement of pre-existing relationship – 15% warrant and shares* | (47,985,863) |
Total purchase price | 39,142,383 |
Cash | 11,051,917 |
Trade and other receivables | 450,522 |
Property, plant and equipment | 14,111 |
Trade payables and accrued liabilities | (1,548,582) |
Net assets acquired | 9,967,968 |
Loss on acquisition | $ 29,174,415 |
SUMMARY OF COST OF ACQUISITIO_2
SUMMARY OF COST OF ACQUISITION (Details) (Parenthetical) - CAD ($) | 9 Months Ended | 12 Months Ended | |||||
Aug. 03, 2022 | Sep. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2022 | Apr. 26, 2022 | Feb. 26, 2022 | Dec. 31, 2020 | |
Reserve Quantities [Line Items] | |||||||
Warrant percent | 15% | 15% | |||||
Fair value of shares | $ 9,665,577 | ||||||
Expected life of shares | 2 years 6 months 25 days | ||||||
Expected dividend yield | 0% | 0% | 0% | ||||
Risk free interest rate | 3.14% | ||||||
Expected volatility rate | 141.63% | ||||||
Premium nickel resources corporation [member] | |||||||
Reserve Quantities [Line Items] | |||||||
Number of common shares | 76,679,908 | 64,083,487 | |||||
Capital to be issued | $ 10,000,000 | $ 10,000,000 | |||||
Ordinary shares [member] | |||||||
Reserve Quantities [Line Items] | |||||||
Number of common shares | 76,679,908 | 116,521,343 | 64,083,487 | ||||
North american nickel inc [member] | |||||||
Reserve Quantities [Line Items] | |||||||
Fair value of warrants | 28,275,255 | ||||||
Fair value of shares | $ 19,710,608 | ||||||
North american nickel inc [member] | Ordinary shares [member] | |||||||
Reserve Quantities [Line Items] | |||||||
Number of common shares | 7,667,707 | ||||||
Outstanding capital percent | 15% | ||||||
Capital to be issued | $ 10,000,000 |
SCHEDULE OF FAIR VALUE ASSUMPTI
SCHEDULE OF FAIR VALUE ASSUMPTIONS OF OPTIONS AND WARRANTS (Details) - $ / shares | 9 Months Ended | 12 Months Ended | ||
Aug. 03, 2022 | Sep. 30, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | |
IfrsStatementLineItems [Line Items] | ||||
Expected dividend yield | 0% | 0% | 0% | |
Expected share price volatility | 141.63% | |||
Risk free interest rate | 3.14% | |||
Bottom of range [member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Expected share price volatility | 125.83% | 125.18% | ||
Risk free interest rate | 0.42% | 0.42% | ||
Top of range [member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Expected share price volatility | 129.48% | 127.03% | ||
Risk free interest rate | 285% | 111% | ||
Warrants [Member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Expected dividend yield | 0% | |||
Share price of last financing | $ 0.48 | |||
Risk free interest rate | 3.18% | |||
Warrants [Member] | Bottom of range [member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Expected share price volatility | 64.91% | |||
Remaining life of warrants and options | 10 days | |||
Warrants [Member] | Top of range [member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Expected share price volatility | 113.22% | |||
Remaining life of warrants and options | 2 years | |||
Options [Member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Expected dividend yield | 0% | |||
Share price of last financing | $ 0.48 | |||
Options [Member] | Bottom of range [member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Expected share price volatility | 133.15% | |||
Risk free interest rate | 2.85% | |||
Remaining life of warrants and options | 2 years 6 months 21 days | |||
Options [Member] | Top of range [member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Expected share price volatility | 143.30% | |||
Risk free interest rate | 3.08% | |||
Remaining life of warrants and options | 4 years 2 months 23 days |
AMALGAMATION (Details Narrative
AMALGAMATION (Details Narrative) | 12 Months Ended | ||
Aug. 03, 2022 CAD ($) shares $ / shares | Apr. 26, 2022 | Dec. 31, 2022 CAD ($) shares | |
IfrsStatementLineItems [Line Items] | |||
Share consolidation description | 5-for-1 | ||
Outstanding shares | 31,748,399 | ||
Fair value of shares | $ | $ 9,665,577 | ||
Transaction costs | $ | $ 2,327,125 | ||
Preference shares [member] | |||
IfrsStatementLineItems [Line Items] | |||
Conversion of stock, shares issued | 118,186 | ||
Ordinary shares [member] | |||
IfrsStatementLineItems [Line Items] | |||
Common share issued | 116,521,343 | ||
Conversion of stock, shares issued | 13,131 | ||
Premium nickel resources corporation [member] | |||
IfrsStatementLineItems [Line Items] | |||
Options to purchase shares | 8,375,000 | ||
Unvested options | 2,383,333 | ||
Fair value of stock option | $ | $ 5,138,022 | ||
Share price | $ / shares | $ 2 | ||
North american nickel inc [member] | |||
IfrsStatementLineItems [Line Items] | |||
Option outstanding | 2,995,794 | ||
Warrants outstanding | 2,228,340 | ||
Fair value of shares | $ | $ 19,710,608 | ||
Amalgamation agreement [member] | Premium nickel resources corporation [member] | |||
IfrsStatementLineItems [Line Items] | |||
Common share issued | 82,157,536 | ||
Outstanding shares | 77,948,368 | ||
Proportion of ownership interest | 72.10% | ||
Amalgamation agreement [member] | North american nickel inc [member] | |||
IfrsStatementLineItems [Line Items] | |||
Proportion of ownership interest | 27.90% | ||
Reverse takeover transaction [member] | |||
IfrsStatementLineItems [Line Items] | |||
Options to purchase shares | 8,827,250 | ||
Fair value of assets | $ | $ 29,174,415 | ||
North american nickel inc [member] | Amalgamation agreement [member] | |||
IfrsStatementLineItems [Line Items] | |||
Exchange ratio for RTO | 1.054 | ||
Share consolidation description | 5-to-1 |
SCHEDULE OF RECEIVABLES AND OTH
SCHEDULE OF RECEIVABLES AND OTHER CURRENT ASSETS (Details) - CAD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Other Receivables | ||
HST paid on purchases | $ 445,128 | $ 84,563 |
VAT paid on purchases | 359,502 | 55,067 |
Total receivables and other current assets | $ 804,630 | $ 139,630 |
SUMMARY OF EXPLORATION AND EVAL
SUMMARY OF EXPLORATION AND EVALUATION ASSETS (Details) | 12 Months Ended |
Dec. 31, 2022 CAD ($) | |
IfrsStatementLineItems [Line Items] | |
Beginning balance | $ 3,099,926 |
Ending balance | 31,823,982 |
Selebi [Member] | BOTSWANA | |
IfrsStatementLineItems [Line Items] | |
Beginning balance | 3,099,926 |
Ending balance | 31,146,673 |
Selkirk [Member] | BOTSWANA | |
IfrsStatementLineItems [Line Items] | |
Beginning balance | |
Ending balance | 677,310 |
Exploration and evaluation assets arising from acquisition [member] | |
IfrsStatementLineItems [Line Items] | |
Beginning balance | |
Acquisition costs | 8,578,627 |
Ending balance | 8,578,627 |
Exploration and evaluation assets arising from acquisition [member] | Selebi [Member] | BOTSWANA | |
IfrsStatementLineItems [Line Items] | |
Beginning balance | |
Acquisition costs | 8,251,518 |
Ending balance | 8,251,518 |
Exploration and evaluation assets arising from acquisition [member] | Selkirk [Member] | BOTSWANA | |
IfrsStatementLineItems [Line Items] | |
Beginning balance | |
Acquisition costs | 327,109 |
Ending balance | 327,109 |
Exploration and Evaluation Assets Arising from Exploration [Member] | |
IfrsStatementLineItems [Line Items] | |
Beginning balance | 3,099,926 |
Ending balance | 23,245,355 |
Site operations & administration | 1,647,481 |
Care & Maintenance | 5,177,677 |
Geology | 1,736,994 |
Drilling | 7,211,328 |
Geophysics | 1,672,465 |
Engineering | 2,035,379 |
ESG | 232,937 |
Metallurgy & MP | 80,755 |
Technical studies | 58,964 |
Health and safety | 277,284 |
Infrastructure – water studies | 14,165 |
Exploration and Evaluation Assets Arising from Exploration [Member] | Selebi [Member] | BOTSWANA | |
IfrsStatementLineItems [Line Items] | |
Beginning balance | 3,099,926 |
Ending balance | 22,895,154 |
Site operations & administration | 1,601,381 |
Care & Maintenance | 5,177,677 |
Geology | 1,573,182 |
Drilling | 7,202,715 |
Geophysics | 1,659,814 |
Engineering | 1,968,618 |
ESG | 197,675 |
Metallurgy & MP | 75,955 |
Technical studies | 46,762 |
Health and safety | 277,284 |
Infrastructure – water studies | 14,165 |
Exploration and Evaluation Assets Arising from Exploration [Member] | Selkirk [Member] | BOTSWANA | |
IfrsStatementLineItems [Line Items] | |
Beginning balance | |
Ending balance | 350,201 |
Site operations & administration | 46,100 |
Care & Maintenance | |
Geology | 163,812 |
Drilling | 8,613 |
Geophysics | 12,651 |
Engineering | 66,761 |
ESG | 35,262 |
Metallurgy & MP | 4,800 |
Technical studies | 12,202 |
Health and safety | |
Infrastructure – water studies |
EXPLORATION AND EVALUATION AS_3
EXPLORATION AND EVALUATION ASSETS (Details Narrative) | 1 Months Ended | 5 Months Ended | 10 Months Ended | 12 Months Ended | 17 Months Ended | ||||||||||
Aug. 03, 2022 CAD ($) | Sep. 28, 2021 USD ($) | Sep. 28, 2021 CAD ($) | May 31, 2022 CAD ($) | Apr. 30, 2022 CAD ($) | Dec. 31, 2022 CAD ($) | Jan. 31, 2022 USD ($) | Jan. 31, 2022 CAD ($) | Dec. 31, 2022 CAD ($) shares | Dec. 31, 2021 DKK (kr) | Dec. 31, 2021 CAD ($) | Aug. 22, 2022 USD ($) | Aug. 22, 2022 CAD ($) | Aug. 22, 2022 CAD ($) | Sep. 28, 2021 CAD ($) | |
Selkirk assets [member] | |||||||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||||||
Acquisition cost | $ 244,954 | $ 327,109 | |||||||||||||
Payment of second instalment | 25,000,000 | $ 33,860,000 | |||||||||||||
Payment of third instalment | $ 30,000,000 | $ 40,632,000 | |||||||||||||
Exploration and license related expenditures | $ 677,310 | $ 3,099,926 | |||||||||||||
Maniitsoq property [member] | |||||||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||||||
Percentage of net smelter return royalties | 2.50% | ||||||||||||||
Percentage of net smelter return royalties after reduction | 1% | ||||||||||||||
Payment required to reduce net smelter return royalties | $ 2,000,000 | ||||||||||||||
License period description | At the expiration of the first license period, the Company may apply for a second license period (years 6-10), and the Company may apply for a further 3-year license for years 11 to 13. Thereafter, the Company may apply for additional 3-year licenses for years 14 to 16, 17 to 19 and 20 to 22. The Company will be required to pay additional license fees and will be obligated to incur minimum eligible exploration expenses for such years. | ||||||||||||||
Book value | $ 36,692,516 | ||||||||||||||
Impairment of property | 36,692,516 | ||||||||||||||
Acquisition and exploration expenditure | $ 48,001 | ||||||||||||||
Maniitsoq property [member] | 11 to 13 years [member] | |||||||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||||||
Period of additional license application | 3 years | ||||||||||||||
Maniitsoq property [member] | 14 to 22 years [member] | |||||||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||||||
Period of additional license application | 3 years | ||||||||||||||
Sulussugut license [member] | |||||||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||||||
Amount of license carried credits | kr 278,854,152 | 55,627,220 | |||||||||||||
Ininngui license [member] | |||||||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||||||
Amount of license carried credits | 35,426,696 | 7,067,162 | |||||||||||||
Carbonatite license [member] | |||||||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||||||
Amount of license carried credits | kr 10,577,191 | 2,110,012 | |||||||||||||
Post creek property [member] | |||||||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||||||
Advances payable annually on net smelter return royalties | shares | 10,000 | ||||||||||||||
Halcyon property [member] | |||||||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||||||
Advances payable annually on net smelter return royalties | shares | 8,000 | ||||||||||||||
Quetico property [member] | Prior to april 26, 2021 [member] | |||||||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||||||
Work commitment amount | $ 323,600 | $ 323,600 | |||||||||||||
Canadian properties [member] | |||||||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||||||
Exploration and license related expenditures | 21,739 | ||||||||||||||
Written off of assets book value | $ 2,535,873 | ||||||||||||||
High atlas project in morocco [member] | |||||||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||||||
Work commitment amount | $ 65,000 | $ 65,000 | |||||||||||||
Selebi [Member] | |||||||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||||||
Assets purchase price | $ 56,750,000 | $ 76,862,200 | |||||||||||||
Closing payment | 1,750,000 | $ 2,086,830 | |||||||||||||
Second installment purchase price | 25,000,000 | 33,860,000 | |||||||||||||
Third installment of purchase price upon mine construction | 30,000,000 | 40,632,000 | |||||||||||||
Payment of care and maintenance | $ 5,178,747 | $ 6,164,688 | |||||||||||||
Acquisition cost | 1,750,000 | $ 2,086,830 | |||||||||||||
Payment of care and maintenance funding | $ 5,178,747 | $ 6,164,688 | |||||||||||||
Exploration related cost | $ 28,046,746 | ||||||||||||||
Exploration and license related expenditures | $ 3,099,926 |
SUMMARY OF PROPERTY, PLANT AND
SUMMARY OF PROPERTY, PLANT AND EQUIPMENT (Details) | 12 Months Ended |
Dec. 31, 2022 CAD ($) | |
IfrsStatementLineItems [Line Items] | |
Beginning balance | |
Ending balance | 3,394,670 |
Land and buildings [member] | |
IfrsStatementLineItems [Line Items] | |
Beginning balance | |
Ending balance | 3,026,267 |
Fixtures and fittings [member] | |
IfrsStatementLineItems [Line Items] | |
Beginning balance | |
Ending balance | 124,733 |
Exploration equipment [member] | |
IfrsStatementLineItems [Line Items] | |
Beginning balance | |
Ending balance | 10,526 |
Generator [Member] | |
IfrsStatementLineItems [Line Items] | |
Beginning balance | |
Ending balance | 30,819 |
Vehicles [member] | |
IfrsStatementLineItems [Line Items] | |
Beginning balance | |
Ending balance | 202,295 |
Computer equipments and software [member] | |
IfrsStatementLineItems [Line Items] | |
Beginning balance | |
Ending balance | |
Gross carrying amount [member] | |
IfrsStatementLineItems [Line Items] | |
Beginning balance | |
Additions | 3,479,240 |
Dispositions | |
Ending balance | 3,479,240 |
Gross carrying amount [member] | Land and buildings [member] | |
IfrsStatementLineItems [Line Items] | |
Beginning balance | |
Additions | 3,077,421 |
Dispositions | |
Ending balance | 3,077,421 |
Gross carrying amount [member] | Fixtures and fittings [member] | |
IfrsStatementLineItems [Line Items] | |
Beginning balance | |
Additions | 126,605 |
Dispositions | |
Ending balance | 126,605 |
Gross carrying amount [member] | Exploration equipment [member] | |
IfrsStatementLineItems [Line Items] | |
Beginning balance | |
Additions | 11,973 |
Dispositions | |
Ending balance | 11,973 |
Gross carrying amount [member] | Generator [Member] | |
IfrsStatementLineItems [Line Items] | |
Beginning balance | |
Additions | 31,381 |
Dispositions | |
Ending balance | 31,381 |
Gross carrying amount [member] | Vehicles [member] | |
IfrsStatementLineItems [Line Items] | |
Beginning balance | |
Additions | 241,884 |
Dispositions | |
Ending balance | 241,884 |
Gross carrying amount [member] | Computer equipments and software [member] | |
IfrsStatementLineItems [Line Items] | |
Beginning balance | |
Additions | 1,950 |
Ending balance | 1,950 |
Accumulated depreciation [member] | |
IfrsStatementLineItems [Line Items] | |
Beginning balance | |
Depreciation during the year | 96,543 |
Ending balance | 96,543 |
Accumulated depreciation [member] | Land and buildings [member] | |
IfrsStatementLineItems [Line Items] | |
Beginning balance | |
Depreciation during the year | 51,124 |
Ending balance | 51,124 |
Accumulated depreciation [member] | Fixtures and fittings [member] | |
IfrsStatementLineItems [Line Items] | |
Beginning balance | |
Depreciation during the year | 1,872 |
Ending balance | 1,872 |
Accumulated depreciation [member] | Exploration equipment [member] | |
IfrsStatementLineItems [Line Items] | |
Beginning balance | |
Depreciation during the year | 1,447 |
Ending balance | 1,447 |
Accumulated depreciation [member] | Generator [Member] | |
IfrsStatementLineItems [Line Items] | |
Beginning balance | |
Depreciation during the year | 562 |
Ending balance | 562 |
Accumulated depreciation [member] | Vehicles [member] | |
IfrsStatementLineItems [Line Items] | |
Beginning balance | |
Depreciation during the year | 39,589 |
Ending balance | 39,589 |
Accumulated depreciation [member] | Computer equipments and software [member] | |
IfrsStatementLineItems [Line Items] | |
Beginning balance | |
Depreciation during the year | 1,950 |
Ending balance | $ 1,950 |
SUMMARY OF TRADE PAYABLES AND A
SUMMARY OF TRADE PAYABLES AND ACCRUED LIABILITIES (Details) - CAD ($) | Dec. 31, 2022 | Mar. 03, 2022 | Dec. 31, 2021 |
Trade Payables And Accrued Liabilities | |||
Amounts due to related parties (note 12) | $ 43,235 | $ 2,067,180 | $ 225,904 |
Trade payables | 3,660,519 | 218,456 | |
Accrued liabilities | 321,962 | 136,126 | |
Trade payables and accrued liabilities | $ 4,025,716 | $ 580,486 |
PROMISSORY NOTE (Details Narrat
PROMISSORY NOTE (Details Narrative) - Pinnacle island LP [member] | Nov. 21, 2022 CAD ($) shares $ / shares | Dec. 31, 2022 CAD ($) |
IfrsStatementLineItems [Line Items] | ||
Bridge loan | $ 7,000,000 | |
Proceeds from loans | 6,740,000 | |
Commitment fee | 260,000 | |
Promissory note principal amount | $ 7,000,000 | |
Commitment fee | 10% | |
Maturity date | February 22, 2023 | |
Extend maturity date description | The Company extended the maturity to March 22, 2023 and negotiated further extension to November 24, 2023. | |
Accrued interest | $ 70,959 | |
Warrants issued to purchase common shares | shares | 119,229 | |
Exercise price | $ / shares | $ 2.04 | |
Warrant liability | $ 46,492 | |
Non-transferrable warrants issued | shares | 350,000 |
SCHEDULE OF DETAILS OF LEASE LI
SCHEDULE OF DETAILS OF LEASE LIABILITIES (Details) - CAD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Lease Liability | ||
Lease liabilities as of beginning of year | ||
Lease additions from acquisitions | 3,213,404 | |
Lease payments | (550,295) | |
Interest expense on lease liabilities | 68,285 | |
IFRS 16 lease liabilities as of end of year | 2,731,394 | |
Current portion of lease liability (less than one year) | 1,365,697 | |
Long-term lease liability (one to five year) | $ 1,365,697 |
LEASE LIABILITY (Details Narrat
LEASE LIABILITY (Details Narrative) | 12 Months Ended | |||||||||
Jul. 09, 2022 CAD ($) | Jul. 09, 2022 BWP (P) | Dec. 31, 2022 CAD ($) | Aug. 01, 2024 CAD ($) | Aug. 01, 2024 BWP (P) | Jul. 01, 2023 CAD ($) | Jul. 01, 2023 BWP (P) | Aug. 17, 2022 CAD ($) | Aug. 17, 2022 BWP (P) | Jul. 09, 2022 BWP (P) | |
IfrsStatementLineItems [Line Items] | ||||||||||
Payment of lease liabilities | $ 550,295 | |||||||||
Tuli tourism pty ltd [member] | ||||||||||
IfrsStatementLineItems [Line Items] | ||||||||||
Payment of lease liabilities | $ 3,213,404 | P 30,720,000 | ||||||||
Deposits paid | $ 482,011 | P 4,608,000 | ||||||||
Interest payable current | 13,657 | P 130,560 | ||||||||
Interest payable noncurrent | $ 6,828 | P 65,280 | ||||||||
Tuli tourism pty ltd [member] | Non-adjusting Events After Reporting Period [member] | ||||||||||
IfrsStatementLineItems [Line Items] | ||||||||||
Term deposits payable | $ 1,365,697 | P 13,056,000 | $ 1,365,697 | P 13,056,000 |
SCHEDULE OF SHARE CAPITAL (Deta
SCHEDULE OF SHARE CAPITAL (Details) - CAD ($) | 12 Months Ended | ||
Aug. 03, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | |
IfrsStatementLineItems [Line Items] | |||
Balance | $ (4,316,964) | $ (2,654,845) | |
Share capital of the company immediately post RTO, Shares | 113,905,935 | ||
Balance | $ 27,188,344 | $ (4,316,964) | |
Premium nickel resources corporation [member] | |||
IfrsStatementLineItems [Line Items] | |||
Balance, shares | 76,679,908 | 64,083,487 | |
Balance | $ 7,952,675 | $ 1,468,174 | |
Share capital issued through private placement (net of issue costs), shares | 8,936,167 | 12,596,421 | |
Share capital issued through private placement (net of issue costs) | $ 20,852,872 | $ 6,484,501 | |
Cancel PNRC shares held by NAN, Shares | 7,667,707 | (7,667,707) | |
Cancel PNRC shares held by NAN | |||
Shares exchanged on the RTO, Shares | 77,948,368 | (77,948,368) | |
Shares exchanged on the RTO | $ (28,805,547) | ||
Balance, shares | 76,679,908 | ||
Balance | $ 7,952,675 | ||
North american nickel inc [member] | |||
IfrsStatementLineItems [Line Items] | |||
Balance, shares | |||
Balance | |||
Share capital issued through private placement (net of issue costs), shares | |||
Share capital issued through private placement (net of issue costs) | |||
Cancel PNRC shares held by NAN, Shares | |||
Cancel PNRC shares held by NAN | (19,710,608) | ||
Shares exchanged on the RTO, Shares | 82,157,536 | 82,157,536 | |
Shares exchanged on the RTO | $ 28,805,547 | ||
Share capital of the company immediately post RTO, Shares | 31,748,399 | 31,748,399 | |
Share capital of the company immediately post RTO | $ 77,431,152 | ||
Shares issued for exercised warrants, Shares | 1,236,408 | ||
Shares issued for exercised warrants | $ 2,890,913 | ||
Shares issued for exercised options, Shares | 1,379,000 | ||
Shares issued for exercised options | $ 1,727,264 | ||
Balance, shares | 116,521,343 | ||
Balance | $ 91,144,268 |
SCHEDULE OF INPUTS TO OPTION PR
SCHEDULE OF INPUTS TO OPTION PRICING MODEL (Details) - $ / shares | 9 Months Ended | 12 Months Ended | ||
Aug. 03, 2022 | Sep. 30, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | |
IfrsStatementLineItems [Line Items] | ||||
Expected dividend yield | 0% | 0% | 0% | |
Latest private placement price | $ 0.95 | |||
Expected share price volatility | 141.63% | |||
Risk free interest rate | 3.14% | |||
Expected life of options | 5 years | |||
Bottom of range [member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Latest private placement price | $ 0.40 | |||
Expected share price volatility | 125.83% | 125.18% | ||
Risk free interest rate | 0.42% | 0.42% | ||
Expected life of options | 4 years 1 month 28 days | |||
Top of range [member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Latest private placement price | $ 2.53 | |||
Expected share price volatility | 129.48% | 127.03% | ||
Risk free interest rate | 285% | 111% | ||
Expected life of options | 5 years | |||
Warrant reserve [member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Expected dividend yield | 0% | 0% | ||
Latest private placement price | $ 2.49 | $ 0.95 | ||
Expected share price volatility | 141.63% | 144.13% | ||
Risk free interest rate | 3.14% | 1.02% | ||
Expected life of options | 2 years 7 months 28 days | 3 years 1 month 28 days |
SCHEDULE OF WARRANT ACTIVITY AF
SCHEDULE OF WARRANT ACTIVITY AFTER CONVERTING FOR EXCHANGE RATIO (Details) | 12 Months Ended |
Dec. 31, 2022 shares $ / shares | |
Reserve Quantities [Line Items] | |
Outstanding at End of year | 1,098,786 |
Post-consolidation basis [member] | |
Reserve Quantities [Line Items] | |
Issued | |
Weighted Average Exercise Price, Outstanding at beginning of year | $ / shares | |
RTO | 2,228,340 |
Weighted Average Exercise Price, issued | 1.11 |
Issued | 119,229 |
Weighted Average Exercise Price, issued | $ / shares | $ 2.04 |
Exercised | (1,236,408) |
Weighted Average Exercise Price, exercised | $ / shares | $ 0.46 |
Cancelled\expired | (12,375) |
Weighted Average Exercise Price, Cancelled / expired | $ / shares | |
Outstanding at End of year | 1,098,786 |
Weighted Average Exercise Price, Outstanding at end of year | $ / shares | $ 1.96 |
SCHEDULE OF NUMBER AND WEIGHTED
SCHEDULE OF NUMBER AND WEIGHTED AVERAGE REMAINING CONTRACTUAL LIFE OF OUTSTANDING WARRANTS (Details) | 12 Months Ended |
Dec. 31, 2022 $ / shares shares | |
IfrsStatementLineItems [Line Items] | |
Warrants outstanding | 1,098,786 |
Weighted Average remaining contractual life (years) | 8 months 15 days |
Warrants Expiring April 16 2023 [Member] | |
IfrsStatementLineItems [Line Items] | |
Warrants outstanding | 683,905 |
Exercise price | $ / shares | $ 1.75 |
Weighted Average remaining contractual life (years) | 2 months 4 days |
Warrants expiring august 3, 2024 [member] | |
IfrsStatementLineItems [Line Items] | |
Warrants outstanding | 295,652 |
Exercise price | $ / shares | $ 2.40 |
Weighted Average remaining contractual life (years) | 5 months 4 days |
Warrants expiring november 25, 2023 [member] | |
IfrsStatementLineItems [Line Items] | |
Warrants outstanding | 119,229 |
Exercise price | $ / shares | $ 2.04 |
Weighted Average remaining contractual life (years) | 1 month 6 days |
SCHEDULE OF NUMBER AND WEIGHT_2
SCHEDULE OF NUMBER AND WEIGHTED AVERAGE EXERCISE PRICES OF SHARE OPTIONS (Details) | 5 Months Ended | 7 Months Ended | 12 Months Ended |
Dec. 31, 2022 shares $ / shares | Aug. 03, 2022 shares $ / shares | Dec. 31, 2022 shares | |
Post-consolidation basis [member] | |||
IfrsStatementLineItems [Line Items] | |||
Outstanding, End of year | 10,407,044 | 10,407,044 | |
Stock option plan [member] | |||
IfrsStatementLineItems [Line Items] | |||
Issued | 2,600,000 | ||
Stock option plan [member] | Prior Consolidation Basis [Member] | North american nickel inc [member] | |||
IfrsStatementLineItems [Line Items] | |||
Outstanding, beginning of year | 2,995,794 | 3,010,919 | 3,010,919 |
Weighted Average Exercise Price, Outstanding at beginning of year | $ / shares | $ 1.35 | ||
Cancelled/expired | (15,125) | ||
Weighted Average Exercise Price, Cancelled/expired | $ / shares | $ 6 | ||
Outstanding, End of year | 2,995,794 | ||
Weighted Average Exercise Price, Outstanding at End of year | $ / shares | $ 1.33 | ||
Stock option plan [member] | Prior Consolidation Basis [Member] | Premium nickel resources corporation [member] | |||
IfrsStatementLineItems [Line Items] | |||
Outstanding, beginning of year | 8,375,000 | 5,775,000 | 5,775,000 |
Weighted Average Exercise Price, Outstanding at beginning of year | $ / shares | $ 0.52 | ||
Outstanding, End of year | 8,375,000 | ||
Weighted Average Exercise Price, Outstanding at End of year | $ / shares | $ 1.13 | ||
Issued | 2,600,000 | ||
Weighted Average Exercise Price, Issued | $ / shares | $ 2.49 | ||
Stock option plan [member] | Post-consolidation basis [member] | |||
IfrsStatementLineItems [Line Items] | |||
Outstanding, beginning of year | 2,995,794 | ||
Weighted Average Exercise Price, Outstanding at beginning of year | $ / shares | $ 1.33 | ||
Outstanding, End of year | 10,407,044 | 2,995,794 | 10,407,044 |
Weighted Average Exercise Price, Outstanding at End of year | $ / shares | $ 1.10 | ||
Issued | 8,827,250 | ||
Weighted Average Exercise Price, Issued | $ / shares | $ 1.16 | ||
Options exercised | (1,416,000) | ||
Weighted Average Exercise Price, Options Exercised | $ / shares | $ 0.46 |
SCHEDULE OF NUMBER AND WEIGHT_3
SCHEDULE OF NUMBER AND WEIGHTED AVERAGE REMAINING CONTRACTUAL LIFE OF OUTSTANDING SHARE OPTIONS (Details) | 12 Months Ended |
Dec. 31, 2022 shares $ / shares | |
IfrsStatementLineItems [Line Items] | |
Weighted average remaining contractual life (years) | 8 months 15 days |
Post-consolidation basis [member] | |
IfrsStatementLineItems [Line Items] | |
Options outstanding | 10,407,044 |
Options exercisable | 10,407,044 |
Weighted average remaining contractual life (years) | 3 years 4 months 28 days |
Options expiring february 24, 2025 [member] | Post-consolidation basis [member] | |
IfrsStatementLineItems [Line Items] | |
Options outstanding | 900,000 |
Options exercisable | 900,000 |
Exercise price | $ / shares | $ 0.80 |
Weighted average remaining contractual life (years) | 2 months 8 days |
Options expiring august 19, 2025 [member] | Post-consolidation basis [member] | |
IfrsStatementLineItems [Line Items] | |
Options outstanding | 240,000 |
Options exercisable | 240,000 |
Exercise price | $ / shares | $ 0.45 |
Weighted average remaining contractual life (years) | 21 days |
Options expiring january 26, 2026 [member] | Post-consolidation basis [member] | |
IfrsStatementLineItems [Line Items] | |
Options outstanding | 3,689,000 |
Options exercisable | 3,689,000 |
Exercise price | $ / shares | $ 0.39 |
Weighted average remaining contractual life (years) | 1 year 1 month 2 days |
Options expiring february 25, 2026 [member] | Post-consolidation basis [member] | |
IfrsStatementLineItems [Line Items] | |
Options outstanding | 597,000 |
Options exercisable | 597,000 |
Exercise price | $ / shares | $ 1.60 |
Weighted average remaining contractual life (years) | 1 month 24 days |
Options expiring september29, 2026 [member] | Post-consolidation basis [member] | |
IfrsStatementLineItems [Line Items] | |
Options outstanding | 1,343,850 |
Options exercisable | 1,343,850 |
Exercise price | $ / shares | $ 0.91 |
Weighted average remaining contractual life (years) | 5 months 23 days |
Options expiring october 25, 2026 [member] | Post-consolidation basis [member] | |
IfrsStatementLineItems [Line Items] | |
Options outstanding | 998,794 |
Options exercisable | 998,794 |
Exercise price | $ / shares | $ 2 |
Weighted average remaining contractual life (years) | 4 months 13 days |
Options expiring january 20, 2027 [member] | Post-consolidation basis [member] | |
IfrsStatementLineItems [Line Items] | |
Options outstanding | 2,740,400 |
Options exercisable | 2,740,400 |
Exercise price | $ / shares | $ 2.62 |
Weighted average remaining contractual life (years) | 1 year 25 days |
SCHEDULE OF DEFERRED SHARE UNIT
SCHEDULE OF DEFERRED SHARE UNIT PLAN HAVE BEEN GRANTED (Details) - Deferred share unit plan [member] | 12 Months Ended |
Dec. 31, 2022 shares | |
IfrsStatementLineItems [Line Items] | |
Balance, shares | |
Number of DSUs during the year | 200,000 |
Balance, shares | 200,000 |
SHARE CAPITAL, WARRANTS AND O_3
SHARE CAPITAL, WARRANTS AND OPTIONS (Details Narrative) | 1 Months Ended | 5 Months Ended | 12 Months Ended | ||||||||
Aug. 03, 2022 shares | Feb. 26, 2022 | Apr. 30, 2022 USD ($) $ / shares shares | Apr. 30, 2022 CAD ($) shares | Dec. 31, 2022 CAD ($) shares $ / shares | Dec. 31, 2022 CAD ($) $ / shares shares | Dec. 31, 2022 USD ($) shares $ / shares | Dec. 31, 2022 CAD ($) shares $ / shares | Dec. 31, 2021 CAD ($) $ / shares shares | Jun. 30, 2022 CAD ($) | Dec. 31, 2020 shares | |
IfrsStatementLineItems [Line Items] | |||||||||||
Share consolidation description | 5-for-1 | 5-for-1 | |||||||||
Share capital of the company immediately post RTO, Shares | 113,905,935 | ||||||||||
Share capital | $ | $ 15,257,140 | $ 15,257,140 | $ 15,257,140 | $ 1,261,891 | |||||||
Issuance cost | $ | 1,535,727 | $ 287,228 | |||||||||
Conversion price | $ / shares | $ 1 | ||||||||||
Conversion price | $ / shares | $ 9 | ||||||||||
Fair value of warrants | $ | $ 8,974,901 | ||||||||||
Share based payment expense | $ | 7,731,117 | 1,261,891 | |||||||||
Reserves | $ | 7,731,117 | 7,731,117 | 7,731,117 | 1,261,891 | |||||||
ReservesReserves transferred to share capital | $ | $ 3,325,702 | $ 3,325,702 | $ 3,325,702 | ||||||||
Stock option plan [member] | |||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||
Stock options exercisable price per share | $ / shares | $ 2 | ||||||||||
Percentage for issued and outstanding | 20% | 20% | |||||||||
Share based compensation | 2,600,000 | 2,600,000 | |||||||||
Period of options granted | 5 years | 5 years | |||||||||
Stock options exercisable price per share | $ / shares | $ 2.49 | $ 2.49 | $ 2.49 | ||||||||
Proceeds from private palcement | $ | $ 20,000,000 | ||||||||||
Share based payment expense | $ | $ 7,731,117 | ||||||||||
Fair value per option granted | $ / shares | $ 1.41 | ||||||||||
Deferred share unit plan [member] | |||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||
Shares outstanding | 200,000 | 200,000 | 200,000 | ||||||||
Share based compensation | 298,000 | 298,000 | |||||||||
Ordinary shares [member] | |||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||
Number of shares issued | 116,521,343 | 116,521,343 | 116,521,343 | ||||||||
Shares outstanding | 116,521,343 | 116,521,343 | 116,521,343 | 76,679,908 | 64,083,487 | ||||||
Issuance cost | $ | $ 1,535,727 | $ 287,228 | |||||||||
North american nickel inc [member] | |||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||
Number of private placement equity | |||||||||||
Shares exchanged on the RTO, Shares | 82,157,536 | 82,157,536 | 82,157,536 | ||||||||
Share capital of the company immediately post RTO, Shares | 31,748,399 | 31,748,399 | 31,748,399 | ||||||||
Cancel PNRC shares held by NAN, Shares | |||||||||||
Percentage for warrants purchase common stock | 15% | ||||||||||
Shares outstanding | 116,521,343 | 116,521,343 | 116,521,343 | ||||||||
Premium nickel resources corporation [member] | |||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||
Number of private placement equity | 8,936,167 | 8,936,167 | 12,596,421 | ||||||||
Shares exchanged on the RTO, Shares | 77,948,368 | (77,948,368) | (77,948,368) | ||||||||
Cancel PNRC shares held by NAN, Shares | 7,667,707 | (7,667,707) | (7,667,707) | ||||||||
Percentage for warrants purchase common stock | 15% | 15% | |||||||||
Shares outstanding | 76,679,908 | 64,083,487 | |||||||||
Post-consolidation basis [member] | Stock option plan [member] | |||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||
Share based compensation | 8,827,250 | ||||||||||
Post-consolidation basis [member] | North american nickel inc [member] | |||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||
Share consolidation description | 5-to-1 | ||||||||||
Share exchange ratio for RTO | 1.054 | ||||||||||
Reverse takeover transaction [member] | |||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||
Number of shares issued | 80,820,623 | ||||||||||
Post RTO Shares outstanding | 1,236,408 | ||||||||||
Post RTO warrants outstanding | $ | $ 569,399 | ||||||||||
Share capital | $ | $ 2,880,376 | $ 2,880,376 | $ 2,880,376 | ||||||||
Post RTO Shares outstanding | 1,379,000 | ||||||||||
Post RTO Share option outstanding | $ | $ 723,076 | ||||||||||
Share capital | $ | $ 1,004,188 | $ 1,004,188 | $ 1,004,188 | ||||||||
Shares outstanding | 80,820,623 | ||||||||||
Fair value of warrants | $ | $ 28,275,256 | ||||||||||
Exchange rate | 1.054 | 1.054 | 1.054 | ||||||||
Reverse takeover transaction [member] | Warrant reserve [member] | Bottom of range [member] | |||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||
Stock options exercisable price per share | $ / shares | $ 0.45 | ||||||||||
Reverse takeover transaction [member] | Warrant reserve [member] | Top of range [member] | |||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||
Post RTO Share excercise price | 1.75 | ||||||||||
Reverse takeover transaction [member] | Options [Member] | Bottom of range [member] | |||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||
Stock options exercisable price per share | $ / shares | $ 0.39 | ||||||||||
Reverse takeover transaction [member] | Options [Member] | Top of range [member] | |||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||
Post RTO Share excercise price | 1.60 | ||||||||||
Pre-rto and pre-share-consolidation basis [member] | |||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||
Number of shares issued | 76,679,908 | ||||||||||
Shares outstanding | 76,679,908 | ||||||||||
Unvested options granted | 2,512,033 | 2,512,033 | |||||||||
Pre-rto and pre-share-consolidation basis [member] | Two non-broker [member] | |||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||
Number of private placement equity | 12,596,421 | ||||||||||
Gross proceeds | $ | $ 6,771,729 | ||||||||||
Issuance cost | $ | 287,228 | ||||||||||
Shares fair value price | $ | $ 7,000 | ||||||||||
Shares issued at fair value | 17,000 | ||||||||||
Pre-rto and pre-share-consolidation basis [member] | Two non-broker [member] | Bottom of range [member] | |||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||
Price per share | $ / shares | $ 0.40 | ||||||||||
Pre-rto and pre-share-consolidation basis [member] | Two non-broker [member] | Top of range [member] | |||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||
Price per share | $ / shares | $ 0.95 | ||||||||||
Series 1 convertible preferred shares [member] | |||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||
Convertible preferred shares | 100,000,000 | 100,000,000 | |||||||||
Series 1 convertible preferred shares [member] | Pre-rto and pre-share-consolidation basis [member] | |||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||
Number of shares issued | 118,186 | 118,186 | 118,186 | 118,186 | |||||||
Private placements [member] | |||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||
Number of private placement equity | 8,936,167 | 8,936,167 | |||||||||
Price per share | $ / shares | $ 2 | ||||||||||
Gross proceeds | $ 17,731,238 | $ 22,388,599 | |||||||||
Commision percentage | 6% | ||||||||||
Cash commission | $ | 1,535,727 | ||||||||||
Private placements [member] | Finder [member] | |||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||
Commision percentage | 6% | ||||||||||
Number of shares issued | 70,548 | ||||||||||
Value of shares issued | $ | $ 176,398 |
SCHEDULE OF AMOUNTS DUE TO RELA
SCHEDULE OF AMOUNTS DUE TO RELATED PARTIES, INCLUDED IN TRADE PAYABLES AND ACCRUED LIABILITIES (Details) - CAD ($) | Dec. 31, 2022 | Mar. 03, 2022 | Dec. 31, 2021 |
IfrsStatementLineItems [Line Items] | |||
Total | $ 43,235 | $ 2,067,180 | $ 225,904 |
Directors and officers company [member] | |||
IfrsStatementLineItems [Line Items] | |||
Total | 43,235 | 35,000 | 26,759 |
North american nickel inc [member] | |||
IfrsStatementLineItems [Line Items] | |||
Total | 1,270,000 | $ 199,145 | |
ThreeD capital [member] | |||
IfrsStatementLineItems [Line Items] | |||
Total | $ 762,180 |
SCHEDULE OF KEY MANAGEMENT COMP
SCHEDULE OF KEY MANAGEMENT COMPENSATION (Details) - CAD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Related Party Transactions | ||
Management fees | $ 2,418,984 | $ 675,001 |
Due diligence BCL | 131,600 | |
Corporate and administration expenses | 102,884 | 108,193 |
Share base payment | 4,623,089 | 1,019,932 |
Total | $ 7,144,957 | $ 1,934,726 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Narrative) - CAD ($) | Apr. 30, 2022 | Dec. 31, 2022 | Dec. 31, 2021 |
IfrsStatementLineItems [Line Items] | |||
Number of common shares beneficially owned | 326,740 | 1,279,069 | |
Investment | $ 2,427,076 | $ 374,123 | |
Payment of promissory notes | $ 2,018,568 | ||
Share issued prior to RTO in connection with Promissory Notes | 310,000 | ||
Post-consolidation basis [member] | |||
IfrsStatementLineItems [Line Items] | |||
Investment | $ 3,064,582 | ||
ThreeD capital [member] | |||
IfrsStatementLineItems [Line Items] | |||
Number of common shares beneficially owned | 1,213,538 | ||
Number of common shares beneficially owned, percentage | 7.50% | 9.14% | |
ThreeD capital [member] | Bottom of range [member] | |||
IfrsStatementLineItems [Line Items] | |||
Number of common shares beneficially owned | 8,662,347 | 7,383,278 |
SCHEDULE OF FOREIGN CURRENCY FI
SCHEDULE OF FOREIGN CURRENCY FINANCIAL ASSETS AND LIABILITIES (Details) | Dec. 31, 2022 USD ($) | Dec. 31, 2022 BWP (P) | Dec. 31, 2021 USD ($) | Dec. 31, 2021 BWP (P) |
Risk Management | ||||
Financial assets, Short term exposure | $ 2,834,303 | P 473,980 | $ 244,154 | P 155,548 |
Financial assets, Long term exposure | 32,058,793 | 739,767 | ||
Financial liabilities, Short term exposure | (1,246,825) | (2,176,110) | (34,231) | (130,270) |
Financial liabilities, Long term exposure | (1,530,341) | |||
Total exposure, Short term exposure | $ 1,587,477 | (1,702,130) | $ 209,924 | 25,278 |
Total exposure, Long term exposure | P 30,528,452 | P 739,767 |
SCHEDULE OF CHANGES IN EXCHANGE
SCHEDULE OF CHANGES IN EXCHANGE RATES (Details) | 12 Months Ended | |||||
Dec. 31, 2022 USD ($) | Dec. 31, 2022 CAD ($) | Dec. 31, 2022 BWP (P) | Dec. 31, 2021 USD ($) | Dec. 31, 2021 CAD ($) | Dec. 31, 2021 BWP (P) | |
IfrsStatementLineItems [Line Items] | ||||||
Profit for the year | $ | $ 143,777 | $ (13,311) | ||||
Exchange rate strengthened [member] | ||||||
IfrsStatementLineItems [Line Items] | ||||||
Profit for the year | $ 79,374 | (5,733) | P (85,106) | $ 10,496 | 11,760 | P 1,264 |
Long-term exposure profit for the year | 1,526,423 | 36,988 | ||||
Exchange rate weakened [member] | ||||||
IfrsStatementLineItems [Line Items] | ||||||
Profit for the year | $ (79,374) | $ 5,733 | 85,106 | $ (10,496) | $ (11,760) | (1,264) |
Long-term exposure profit for the year | P (1,526,423) | P (36,988) |
SCHEDULE OF CONTRACTUAL OBLIGAT
SCHEDULE OF CONTRACTUAL OBLIGATIONS (Details) - CAD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
IfrsStatementLineItems [Line Items] | ||
Trade payables and accrued liabilities | $ 4,450,966 | |
Vehicle financing | 164,644 | |
Lease liability | 2,731,394 | |
Total | 7,347,004 | |
Later than six months and not later than one year [member] | ||
IfrsStatementLineItems [Line Items] | ||
Trade payables and accrued liabilities | 4,450,966 | |
Vehicle financing | 50,291 | |
Lease liability | 1,365,697 | |
Total | 5,866,954 | |
Later than one year and not later than two years [member] | ||
IfrsStatementLineItems [Line Items] | ||
Trade payables and accrued liabilities | ||
Vehicle financing | 50,291 | |
Lease liability | 1,365,697 | |
Total | 1,415,988 | |
Later than two years and not later than five years [member] | ||
IfrsStatementLineItems [Line Items] | ||
Trade payables and accrued liabilities | ||
Vehicle financing | 64,062 | |
Lease liability | ||
Total | $ 64,062 |
SCHEDULE OF COMPONENTS OF EQUIT
SCHEDULE OF COMPONENTS OF EQUITY DEFICIENCY, LOANS AND BORROWING, OTHER CURRENT LIABILITIES, NET OF CASH (Details) - CAD ($) | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Risk Management | |||
Shareholder’s equity (deficiency) | $ 27,188,344 | $ (4,316,964) | $ (2,654,845) |
Current liabilities | 12,462,372 | 580,486 | |
Total liabilities and equity | 39,650,716 | (3,736,478) | |
Cash | (5,162,991) | (1,990,203) | $ (108,853) |
Total | $ 34,487,725 | $ (5,726,681) |
SCHEDULE OF GEOGRAPHIC SEGMENTS
SCHEDULE OF GEOGRAPHIC SEGMENTS (Details) - CAD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
IfrsStatementLineItems [Line Items] | ||
Current assets | $ 6,438,346 | $ 2,138,497 |
Property, plant and equipment | 3,394,670 | |
Exploration and evaluation assets | 31,823,982 | 3,099,926 |
Canada [Member] | ||
IfrsStatementLineItems [Line Items] | ||
Current assets | 3,198,343 | 1,779,117 |
Property, plant and equipment | 10,714 | |
Barbados [Member] | ||
IfrsStatementLineItems [Line Items] | ||
Current assets | 493,552 | 63,677 |
Botswana country [member] | ||
IfrsStatementLineItems [Line Items] | ||
Current assets | 2,746,450 | 295,703 |
Property, plant and equipment | 3,383,956 | |
Exploration and evaluation assets | $ 31,823,982 | $ 3,099,926 |
SCHEDULE OF RECONCILIATION OF E
SCHEDULE OF RECONCILIATION OF EXPECTED INCOME TAX RECOVERY TO ACTUAL INCOME TAX RECOVERY (Details) - CAD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Income Taxes | ||
Loss before income taxes | $ (36,410,469) | $ (9,359,605) |
Statutory tax rate | 26.50% | 26.50% |
Expected income tax recovery at the statutory tax rate | $ (9,648,774) | $ (2,480,295) |
Permanent differences and other | 7,227 | (6) |
Stock based payment | (2,378,349) | 334,401 |
Fair value adjustment on warrants | 2,127,716 | 1,681,507 |
Change in estimates and other | (520,103) | |
Differences in foreign tax rates | 360,345 | 34,131 |
Acquisition loss on RTO | 7,731,220 | |
Change in deferred tax assets not recognized | 2,320,718 | 430,261 |
Income tax recovery |
SCHEDULE OF SIGNIFICANT COMPONE
SCHEDULE OF SIGNIFICANT COMPONENTS OF DEFERRED INCOME TAX ASSETS AND LIABILITIES (Details) - CAD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Income Taxes | ||
Non-capital losses available for carry forward | $ 94,260 | |
Right-of-use asset | 600,907 | |
Lease Liability | (695,166) | |
Net deferred tax asset (liability) |
SCHEDULE OF DEFERRED INCOME TAX
SCHEDULE OF DEFERRED INCOME TAX ASSETS AND LIABILITIES RECOGNIZED (Details) - CAD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
IfrsStatementLineItems [Line Items] | ||
Total unrecognized deductible temporary differences | $ 13,437,996 | $ 761,198 |
Exploration and evaluation assets [member] | ||
IfrsStatementLineItems [Line Items] | ||
Total unrecognized deductible temporary differences | 1,243,480 | 329,522 |
Unused tax losses [member] | ||
IfrsStatementLineItems [Line Items] | ||
Total unrecognized deductible temporary differences | 10,066,250 | 369,658 |
Share issuance costs [member] | ||
IfrsStatementLineItems [Line Items] | ||
Total unrecognized deductible temporary differences | 2,124,869 | 62,018 |
Equipments [Member] | ||
IfrsStatementLineItems [Line Items] | ||
Total unrecognized deductible temporary differences | $ 3,397 |
SCHEDULE OF TAX LOSSES (Details
SCHEDULE OF TAX LOSSES (Details) | Dec. 31, 2022 CAD ($) |
IfrsStatementLineItems [Line Items] | |
Deferred tax liability (asset) | $ 10,066,250 |
Canadian non capital losses [member] | Expiring in 2029 [Member] | |
IfrsStatementLineItems [Line Items] | |
Deferred tax liability (asset) | 1,349,090 |
Canadian non capital losses [member] | Expiring in 2039 [Member] | |
IfrsStatementLineItems [Line Items] | |
Deferred tax liability (asset) | 101,573 |
Canadian non capital losses [member] | Expiring in 2040 [Member] | |
IfrsStatementLineItems [Line Items] | |
Deferred tax liability (asset) | 351,131 |
Canadian non capital losses [member] | Expiring in 2041 [Member] | |
IfrsStatementLineItems [Line Items] | |
Deferred tax liability (asset) | 942,144 |
Canadian non capital losses [member] | Expiring in 2042 [Member] | |
IfrsStatementLineItems [Line Items] | |
Deferred tax liability (asset) | 5,351,811 |
Canadian non capital losses [member] | Indefinite [Member] | |
IfrsStatementLineItems [Line Items] | |
Deferred tax liability (asset) | $ 1,970,501 |
INCOME TAXES (Details Narrative
INCOME TAXES (Details Narrative) | 12 Months Ended |
Dec. 31, 2022 CAD ($) | |
IfrsStatementLineItems [Line Items] | |
Carried forward Indefinite | $ 10,066,250 |
Canada [Member] | |
IfrsStatementLineItems [Line Items] | |
Non-capital losses | $ 6,746,659 |
Non-capital losses expiration year description | expire between 2039 and 2042 |
Barbados [Member] | |
IfrsStatementLineItems [Line Items] | |
Non-capital losses | $ 1,349,090 |
Non-capital losses expiration year description | 2029 |
Botswana country [member] | Indefinite [Member] | |
IfrsStatementLineItems [Line Items] | |
Carried forward Indefinite | $ 1,970,501 |
SUBSEQUENT EVENTS (Details Narr
SUBSEQUENT EVENTS (Details Narrative) - Non-adjusting Events After Reporting Period [member] | Apr. 13, 2023 $ / shares shares | Mar. 17, 2023 CAD ($) $ / shares shares | Feb. 24, 2023 CAD ($) shares $ / shares |
Lender [Member] | |||
IfrsStatementLineItems [Line Items] | |||
Non-transferrable common share purchase warrants | 350,000 | ||
Amended and restated promissory note [member] | |||
IfrsStatementLineItems [Line Items] | |||
Proceeds from promissory note | $ | $ 7,000,000 | ||
Extend maturity date description | March 22, 2023 to November 24, 2023 | ||
Promissory note restatement fee | $ | $ 225,000 | ||
Common shares [member] | |||
IfrsStatementLineItems [Line Items] | |||
Number of shares issued | 4,437,184 | ||
Value per common shares | $ / shares | $ 1.75 | ||
Proceeds from issuing shares | $ | $ 7,765,072 | ||
Description for offering shares | In connection with the Offering, the Company (i) paid to the agents a cash commission equal to 6% of the gross proceeds (other than on certain president’s list purchasers on which a cash commission of 3% was paid), and (ii) issued to the agents that number of non-transferable broker warrants of the Company (the “Broker Warrants”) as is equal to 6% of the number of Common Shares sold under the Offering (other than on Common Shares issued to president’s list purchasers on which Broker Warrants equal to 3% were issued) | ||
Broker warrants [member] | |||
IfrsStatementLineItems [Line Items] | |||
Warrant exercise price | $ / shares | $ 1.75 | ||
Number of warrants issued | 221,448 | ||
Broker warrants [member] | Amended and restated promissory note [member] | |||
IfrsStatementLineItems [Line Items] | |||
Warrant exercise price | $ / shares | $ 1.75 | ||
Warrants [Member] | |||
IfrsStatementLineItems [Line Items] | |||
Warrant exercise price | $ / shares | $ 1.75 | ||
Outstanding warrants | 643,299 | ||
Description for subject warrants | Each of the Subject Warrants entitles the holder thereof to purchase one common share of the Company at a price of $1.75 per share (on a post-consolidation basis). Other than the extension of the Subject Warrants from April 16, 2023 to October 16, 2023, all other terms and conditions of the Subject Warrants remain unchanged. | ||
Warrants [Member] | Lender [Member] | |||
IfrsStatementLineItems [Line Items] | |||
Number of shares issued | 119,229 |