SHARE CAPITAL (Tables)
|
12 Months Ended |
Dec. 31, 2024 |
Equity [Abstract] |
|
SCHEDULE OF SHARE CAPITAL |
The
Company had the following common share transactions during the year ended December 31, 2024:
SCHEDULE OF SHARE CAPITAL
|
|
#
of shares |
|
|
Amount |
|
Shares issued for cash, net of
share issuance costs |
|
|
376,863 |
|
|
$ |
1,975,616 |
|
Shares issued in private placement |
|
|
160,000 |
|
|
|
800,000 |
|
Common shares issued for conversion of convertible
debt |
|
|
894,991 |
|
|
|
11,469,407 |
|
Shares issued on conversion of vested prefunded
warrants |
|
|
64 |
|
|
|
530,429 |
|
Shares issued for compensation |
|
|
8,545 |
|
|
|
115,639 |
|
Common shares issued to consultants |
|
|
1,423 |
|
|
|
27,624 |
|
Common shares issued as part of a Business
Combination |
|
|
50,000 |
|
|
|
295,000 |
|
Fractional shares rounded
down from 2024 reverse split |
|
|
(5 |
) |
|
|
- |
|
Total common shares
issued |
|
|
1,491,881 |
|
|
$ |
15,213,716 |
|
The
Company had the following common share transactions during the year ended December 31, 2023:
|
|
#
of shares |
|
|
Amount |
|
Shares issued for cash, net of
share issuance costs |
|
|
1,249 |
|
|
$ |
939,695 |
|
Shares issued in private placement |
|
|
200 |
|
|
|
204,880 |
|
Common shares issued for conversion of convertible
debt |
|
|
45,670 |
|
|
|
9,292,871 |
|
Shares issued on conversion of vested prefunded
warrants |
|
|
1,413 |
|
|
|
11,576,224 |
|
Shares issued for compensation |
|
|
540 |
|
|
|
348,199 |
|
Common shares issued to consultants |
|
|
5,811 |
|
|
|
324,311 |
|
Fractional shares issued
due to roundup from 2023 reverse split |
|
|
373 |
|
|
|
- |
|
Total common shares
issued |
|
|
55,256 |
|
|
$ |
22,686,180 |
|
|
SCHEDULE OF STOCK OPTION ACTIVITY |
The
following summarizes stock option activity during the years ended December 31, 2024 and 2023:
SCHEDULE OF STOCK OPTION ACTIVITY
|
|
Number
of Options |
|
|
Weighted
Average Exercise Price |
|
|
Weighted
Average Remaining Life (years) |
|
|
|
|
|
|
|
|
|
|
|
Balance at
December 31, 2022 |
|
|
273 |
|
|
$ |
16,509.89 |
|
|
|
4.24 |
|
Granted |
|
|
579 |
|
|
$ |
450.00 |
|
|
|
4.70 |
|
Forfeited |
|
|
(38 |
) |
|
$ |
13,366.42 |
|
|
|
- |
|
Cancelled |
|
|
(51 |
) |
|
$ |
22,423.92 |
|
|
|
- |
|
Balance at December 31, 2023 |
|
|
761 |
|
|
$ |
4,174.78 |
|
|
|
4.37 |
|
Granted |
|
|
- |
|
|
$ |
- |
|
|
|
- |
|
Forfeited |
|
|
(90 |
) |
|
$ |
1,722.14 |
|
|
|
- |
|
Cancelled |
|
|
(126 |
) |
|
$ |
4,976.98 |
|
|
|
- |
|
Balance at December 31,
2024 |
|
|
545 |
|
|
$ |
4,236.16 |
|
|
|
3.38 |
|
|
SCHEDULE OF OUTSTANDING AND EXERCISABLE STOCK OPTIONS |
The
Company’s outstanding and exercisable stock options at December 31, 2024 were:
SCHEDULE OF OUTSTANDING AND EXERCISABLE STOCK OPTIONS
|
|
Outstanding
Options |
|
|
Exercisable
Options |
|
Expiry Date |
|
Number |
|
|
Weighted
Average Remaining Life (years) |
|
|
Weighted
Average Exercise Price |
|
|
Number |
|
|
Weighted
Average Exercise Price |
|
|
|
|
|
|
|
|
|
$ |
|
|
|
|
|
$ |
|
June 30, 2026 |
|
|
13 |
|
|
|
1.50 |
|
|
|
16,505.66 |
|
|
|
13 |
|
|
|
16,505.66 |
|
May 31, 2026 |
|
|
23 |
|
|
|
1.41 |
|
|
|
35,000.00 |
|
|
|
23 |
|
|
|
35,000.00 |
|
July 15, 2026 |
|
|
11 |
|
|
|
1.54 |
|
|
|
35,000.00 |
|
|
|
11 |
|
|
|
35,000.00 |
|
September 30, 2026 |
|
|
10 |
|
|
|
1.75 |
|
|
|
35,000.00 |
|
|
|
10 |
|
|
|
35,000.00 |
|
November 18, 2027 |
|
|
63 |
|
|
|
2.88 |
|
|
|
5,700.00 |
|
|
|
63 |
|
|
|
5,700.00 |
|
September 12, 2028 |
|
|
425 |
|
|
|
3.70 |
|
|
|
450.00 |
|
|
|
425 |
|
|
|
450.00 |
|
Total Share Options |
|
|
545 |
|
|
|
3.38 |
|
|
|
4,236.16 |
|
|
|
545 |
|
|
|
4,236.16 |
|
|
SCHEDULE OF WEIGHTED AVERAGE ASSUMPTIONS OF OPTIONS |
The
following table summarizes the Company’s weighted average assumptions used in the valuation of options granted during the year
ended December 31, 2024 and December 31, 2023:
SCHEDULE
OF WEIGHTED AVERAGE ASSUMPTIONS OF OPTIONS
|
|
December
31,
2024 |
|
|
December
31,
2023 |
|
Expected volatility |
|
|
-
|
% |
|
|
77.46 |
% |
Expected term (in years) |
|
|
- |
|
|
|
2.82 |
|
Risk-free interest rate |
|
|
- |
% |
|
|
3.97 |
% |
Fair value of options |
|
$ |
- |
|
|
$ |
2.31 |
|
|
SCHEDULE OF OUTSTANDING WARRANTS |
The
Company’s outstanding warrants as of December 31, 2024 were:
SCHEDULE OF OUTSTANDING WARRANTS
|
|
Number
of warrants |
|
|
Weighted
average exercise price |
|
|
Expiry Date |
|
|
|
|
|
$ |
|
|
|
Outstanding,
December 31, 2022 |
|
|
1,976 |
|
|
|
24,531.44 |
|
|
|
Granted January 17, 2023 |
|
|
532 |
|
|
|
10.00 |
ab |
|
July 17, 2026 |
Granted June 20, 2023 |
|
|
200 |
|
|
|
2,500.00 |
|
|
June 20, 2025 |
Granted October 18, 2023 |
|
|
6,202 |
|
|
|
10.00 |
ab |
|
April 18, 2027 |
Granted November 30, 2023 |
|
|
19,861 |
|
|
|
10.00 |
ab |
|
May 30, 2027 |
Outstanding, December 31, 2023 |
|
|
28,771 |
|
|
|
2,314.07 |
|
|
|
Granted February 21, 2024 |
|
|
33,411 |
|
|
|
10.00 |
ab |
|
August 21, 2027 |
Granted April 11, 2024 |
|
|
21,933 |
|
|
|
10.00 |
ab |
|
October 11, 2027 |
Granted May 22, 2024 |
|
|
54,145 |
|
|
|
11.00 |
ab |
|
November 22, 2027 |
Expired July 16, 2024 |
|
|
(645 |
) |
|
|
30,000.00 |
|
|
|
Outstanding, December 31, 2024 |
|
|
137,615 |
|
|
|
351.57 |
|
|
|
(a) |
The
issuance of the Seventh Tranche Debenture on May 22, 2024 triggered the down round provision, adjusting the exercise prices of the
Debenture Warrants to $10.00 (Note 12). |
|
|
(b) |
Subsequent
to December 31, 2024, On January 16, 2025, institutional investors purchased $7,700,000 of convertible debt and warrants were issued
with an exercise price of $2.62 per share. The issuance of the additional tranche triggered the round down provision, adjusting the
exercise price of the First, Second, Third, Fourth, Fifth, Sixth, and Seventh Tranche Debentures and First, Second, Third, Fourth,
Fifth, Sixth, and Seventh Tranche Warrants to $2.62. |
|
SCHEDULE OF BASIC AND DILUTED NET LOSS PER SHARE |
The
following table sets forth the computation of basic and diluted net loss per share:
SCHEDULE
OF BASIC AND DILUTED NET LOSS PER SHARE
|
|
December 31, 2024 |
|
|
December 31, 2023 |
|
Basic net loss per share: |
|
|
|
|
|
|
|
|
Numerator |
|
|
|
|
|
|
|
|
Net loss |
|
$ |
(16,274,815 |
) |
|
$ |
(11,733,210 |
) |
Denominator |
|
|
|
|
|
|
|
|
Basic weighted-average common share outstanding |
|
|
713,627 |
|
|
|
11,605 |
|
Basic net loss per share |
|
$ |
(22.81 |
) |
|
$ |
(1,011.05 |
) |
|
|
|
|
|
|
|
|
|
Diluted net loss per share: |
|
|
|
|
|
|
|
|
Numerator |
|
|
|
|
|
|
|
|
Net loss |
|
$ |
(16,274,815 |
) |
|
$ |
(11,733,210 |
) |
Assumed net loss attributable upon redemption of convertible debentures |
|
$ |
(2,388,890 |
) |
|
|
- |
|
Change in fair value of convertible debenture derivatives |
|
$ |
(493,501 |
) |
|
|
- |
|
Loss on conversion and extinguishment of convertible debentures |
|
$ |
4,433,164 |
|
|
|
- |
|
Interest expense, amortization of debt discount and issuance costs of convertible debentures |
|
$ |
2,978,722 |
|
|
|
- |
|
Diluted net loss |
|
$ |
(11,745,320 |
) |
|
|
- |
|
Denominator |
|
|
|
|
|
|
|
|
Number of shares used in basic net loss per share computation |
|
|
713,627 |
|
|
|
11,605 |
|
Weight-average effect of potentially dilutive securities: |
|
|
|
|
|
|
- |
|
Convertible debentures |
|
|
(306,316 |
) |
|
|
- |
|
Weight-average effect of potentially dilutive securities: Convertible
debentures |
|
|
(306,316 |
) |
|
|
- |
|
Diluted weighted-average common share outstanding |
|
|
407,311 |
|
|
|
11,605 |
|
Diluted net loss per share |
|
$ |
(28.84 |
) |
|
$ |
(1,011.05 |
) |
|
SCHEDULE OF ANTI-DILUTIVE SECURITIES EXCLUDED FROM COMPUTATION OF EARNINGS PER SHARE |
Potentially
dilutive securities that are not included in the calculation of diluted net loss per share because their effect is anti-dilutive are
as follows (in common equivalent shares):
SCHEDULE
OF ANTI-DILUTIVE SECURITIES EXCLUDED FROM COMPUTATION OF EARNINGS PER SHARE
|
|
December
31,
2024 |
|
|
December
31,
2023 |
|
Warrants |
|
|
137,615 |
|
|
|
28,771 |
|
Options |
|
|
545 |
|
|
|
761 |
|
Prefunded warrants |
|
|
- |
|
|
|
- |
|
Convertible debentures |
|
|
- |
|
|
|
134,448 |
|
Total anti-dilutive weighted average shares |
|
|
138,160 |
|
|
|
163,980 |
|
|