v3.26.1
DERIVATIVE LIABILITY
12 Months Ended
Dec. 31, 2025
Derivative Instruments and Hedging Activities Disclosure [Abstract]  
DERIVATIVE LIABILITY

 

16. DERIVATIVE LIABILITY

 

16.1 Convertible Debenture conversion feature

 

The Company has determined that the conversion feature embedded in the December Convertible Debentures, July Convertible Debentures, and August Convertible Debentures (collectively the “Debentures”) constitute a derivative liability and they have been bifurcated from the Debentures on closing and recorded as a conversion feature of $4,793,472, with a corresponding discount recorded to the associated debt, on the accompanying balance sheets to be amortized over the term of the Debentures.

 

 

The following is a summary of movements in the conversion feature during the years ended December 31, 2025 and 2024:

 

       
Conversion feature   $  
Balance, December 31, 2023     7,482,382  
Conversion     (7,781,813 )
Realized loss on conversion     5,049,209  
Unrealized loss on conversion     7,754,402  
Balance, December 31, 2024     12,504,180  
Conversion     (6,644,436 )
Realized loss on conversion     (5,859,744 )
Balance, December 31, 2025     -  

 

Significant assumptions used in calculating the fair value of the conversion feature of the Debentures at the date of issuance and December 31, 2024, are as follows:

 

                                       
Date   Expected
dividends
    Expected
volatility
    Risk-free
rate of
interest
   

Expected
term (years)

   

Closing
price per
common share

 
December 5, 2022     0 %     112.3 %     4.53 %     4.00     $ 0.11 (CAD$0.14 )
July 13, 2023     0 %     100.6 %     4.53 %     4.00     $ 0.17 (CAD$0.23 )
August 17, 2023     0 %     100.6 %     4.81 %     4.00     $ 0.19 (CAD$0.25 )
December 31, 2024     0 %     80.5 %     2.92 %     2.53     $ 0.65 (CAD$0.93 )

 

 

 

16.2 Western Alliance Credit Interest Rate Swap

 

On May 14, 2025, the Company executed an interest rate swap transaction with WAB for Tranche 1. The Company will bear interest of 8.07% per annum whereas WAB bears 4.32520% plus 400 bps interest per annum. The interest rate swap gives rise to a derivative liability, which was initially recorded at $92,124.

 

On September 15, 2025, the Company executed an interest rate swap transaction with WAB for Tranche 2. The Company will bear interest of 7.53% per annum whereas WAB bears 4.1739% plus 400 bps interest per annum. The interest rate swap gives rise to a derivative liability, which was initially recorded at $24,644.

 

The derivative liability was remeasured at December 31, 2025, and was estimated to be $137,041 for both tranches.

 

The following is a summary of movements in the interest rate swap during the years ended December 31, 2025 and 2024:

 

       
Interest rate swap   $  
Balance, December 31, 2023 and 2024     -  
Initial recognition     116,768  
Unrealized loss     20,273  
Balance, December 31, 2025     137,041