Item 3.02 Unregistered Sales of Equity Securities.
On December 31, 2019 the Company granted the following incentive stock options to its directors for their service on the Company’s board of directors as follows:
- To Donald Levantin, 200,000 options for board service from January to June 2019 and 162,500 options for board service from July to December 2019;
- To Karen Bowling, 125,000 options for board service from January to June 2019 and 162,500 options for board service from July to December 2019;
- To Herbert Hughes, 175,000 options for board service from July to December 2019;
- To each of Beatrice Mitchell and Bill Richards, 162,500 options for board service from July to December 2019; and
- To Paul Jensen, 87,500 options for board service from July to December 2019.
The options vested upon issuance and have an expiry term of five years. The exercise price of each of these stock options is $0.19 (U.S.), and such options were granted in reliance upon exemption from registration pursuant to Section 4(a)(2) under the Securities Act of 1933, as amended (the “Securities Act”).
In addition, in accordance with the terms of the Agreement, as amended on December 19, 2019, and as discussed in Item 1.01 above, on January 7, 2020, the Company issued 3,866,810 shares of restricted stock to Buys and his designee, 2,946,140 of which were issued to Buys and the balance of which were issued to an unrelated entity designated by Buys. Such shares were issued at a price per share of $0.16 (U.S.), and were issued in reliance upon exemption from registration pursuant to Section 4(a)(2) under the Securities Act.