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INEO Tech Corp. — Annual Report 2021
Oct 28, 2021
46461_rns_2021-10-27_a0c31131-1429-442c-975c-49c3e5593923.pdf
Annual Report
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INEO Tech Corp.
Consolidated Financial Statements
As at for the years ended June 30, 2021 and 2020
(Expressed in Canadian Dollars)
INDEPENDENT AUDITOR’S REPORT
To the Shareholders of INEO Tech Corp.
Opinion
We have audited the accompanying consolidated financial statements of INEO Tech Corp. (the “Company”), which comprise the consolidated statements of financial position as at June 30, 2021 and 2020, and the consolidated statements of loss and comprehensive loss, changes in shareholders’ equity, and cash flows for the years then ended, and notes to the consolidated financial statements, including a summary of significant accounting policies.
In our opinion, these consolidated financial statements present fairly, in all material respects, the financial position of the Company as at June 30, 2021 and 2020, and its financial performance and its cash flows for the years then ended in accordance with International Financial Reporting Standards (“IFRS”).
Basis for Opinion
We conducted our audits in accordance with Canadian generally accepted auditing standards. Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the consolidated financial statements in Canada, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained in our audits is sufficient and appropriate to provide a basis for our opinion.
Other Information
Management is responsible for the other information. The other information obtained at the date of this auditor's report includes Management’s Discussion and Analysis.
Our opinion on the consolidated financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.
In connection with our audit of the consolidated financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the consolidated financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated.
We obtained Management’s Discussion and Analysis prior to the date of this auditor’s report. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements
Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with IFRS, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, management is responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.
Those charged with governance are responsible for overseeing the Company's financial reporting process.
Auditor's Responsibilities for the Audit of the Consolidated Financial Statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with Canadian generally accepted auditing standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.
As part of an audit in accordance with Canadian generally accepted auditing standards, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
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Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
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Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control.
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Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
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Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Company to cease to continue as a going concern.
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Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
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Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Company to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
The engagement partner on the audit resulting in this independent auditor’s report is Alyson Neil.
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Vancouver, Canada October 27, 2021
Chartered Professional Accountants
INEO Tech Corp.
Consolidated Statements of Financial Position (Expressed in Canadian dollars)
| Note | June 30, 2021 | June 30,2020 | |
|---|---|---|---|
| Assets | |||
| Current assets | |||
| Cash | $ 5,199,328 | $ 1,252,638 | |
| Accounts receivable | 5 | 108,758 | 221,555 |
| GST recoverable | 20,301 | 14,115 | |
| Inventory | 6 | 98,908 | 234,329 |
| Prepaid expenses | 7 | 52,576 | 5,037 |
| 5,479,871 | 1,727,674 | ||
| Non-current assets | |||
| Equipment | 8 | 561,974 | 115,527 |
| Right-of-use asset | 18 | 113,857 | 144,909 |
| 675,831 | 260,436 | ||
| Total assets | $ 6,155,702 | $1,988,110 | |
| Liabilities and Shareholders' Equity | |||
| Current liabilities | |||
| Accounts payable and accrued liabilities | 9 |
$ 368,331 | $ 234,788 |
| Due to related parties | 14 | 9,750 | 9,750 |
| Current portion of lease liability | 19 | 26,868 | 22,940 |
| Currentportion of loanspayable | 10 | 156,250 | 185,270 |
| 561,199 | 452,748 | ||
| Non-current liabilities | |||
| Non-current portion of lease liability | 19 | 94,934 | 121,802 |
| Non-current portion of loan payable | 10 | - | 166,060 |
| Governmentgrants | 11 | 95,957 | 55,112 |
| 190,891 | 342,974 | ||
| Total liabilities | 752,090 | 795,722 | |
| Shareholders' equity | |||
| Share capital | 12 | 13,518,831 | 7,505,487 |
| Reserves | 12 | 505,918 | 70,150 |
| Deficit | (8,621,137) | (6,383,249) | |
| 5,403,612 | 1,192,388 | ||
| Total liabilities and shareholders' equity | $ 6,155,702 | $1,988,110 |
The accompanying notes are an integral part of these consolidated financial statements.
Nature and continuance of operations (Note 1) Subsequent event (Note 22)
Approved on behalf of the Board on October 25, 2021:
“Steve Matyas” “Serge Gattesco” Steve Matyas - Director Serge Gattesco – Director
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INEO Tech Corp.
Consolidated Statements of Loss and Comprehensive Loss (Expressed in Canadian dollars)
| INEO Tech Corp. Consolidated Statements of Loss and Comprehensive Loss (Expressed in Canadian dollars) |
|
|---|---|
| For theyear ended | |
| Note(s) | June 30, 2021 June 30, 2020 |
| Revenue | |
| Sales 21 |
$ 745,160 $ 526,954 |
| Cost of Sales 21 |
$(454,964) (241,731) |
| Gross Profit | 290,196 285,223 |
| Expenses | |
| General and administrative expenses 13, 14 |
1,319,173 811,648 |
| Selling 13, 14 |
743,684 304,340 |
| Research and development 13,14 |
546,426 280,118 |
| (2,609,283) (1,396,106) |
|
| Net loss before other income(expenses) | $(2,319,087) $ (1,110,883) |
| Other Income (Expenses) | |
| Other income 11, 13 |
127,799 200,804 |
| Non-Cash loss on completion of RTO 4 |
- (4,804,407) |
| Foreign exchange loss | (7,032) (1,903) |
| Interest expense 10,11 |
(39,568) (46,615) |
| 81,199 (4,652,121) |
|
| Loss and comprehensive loss | $(2,237,888) $ (5,763,004) |
| Weighted average number of common shares | |
| outstanding - basic and diluted 12 |
46,653,398 23,497,848 |
| Basic and diluted lossper share | $(0.05) $ (0.25) |
The accompanying notes are an integral part of these consolidated financial statements
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| Total Shareholders' Equity | $ (367,876) | 600 - 4,482,042 (90,466) - 2,816,974 57,118 57,000 - (5,763,004) |
1,192,388 | $ 5,403,612 | The accompanying notes are an integral part of these consolidated financial statements | ||
|---|---|---|---|---|---|---|---|
| 7,003,638 (803,710) - 3,667 245,517 (2,237,888) |
|||||||
| Deficit | $ (620,245) | - - - - - - - - - (5,763,004) |
(6,383,249) | $ (8,621,137) | |||
| - - - - - (2,237,888) |
|||||||
| Reserves | $ 101,409 | - - - - 4,262 - 57,118 - (92,639) - |
70,150 | $ 505,918 | |||
| - - 190,421 (170) 245,517 - |
|||||||
| Share capital | Amount | $ 150,960 | 600 - 4,482,042 (90,466) (4,262) 2,816,974 - 57,000 92,639 - |
7,505,487 | $ 13,518,831 | ||
| 7,003,638 (803,710) (190,421) 3,837 - - |
|||||||
| Number of shares | 10,560,000 | 600,000 1,645,835 19,626,407 - - 8,048,498 - 200,000 - - |
40,680,740 | 60,145,768 | |||
| 19,454,550 - - 10,478 - - |
|||||||
| Balance, June 30, 2019 | Shares Issued for options Effect of RTO Shares issued for RTO Finder's fees Finder's warrants Private placement Fair value of options vested Fair value of shares issued for asset purchase Fair value of options exercised Net loss and comprehensive loss |
June 30, 2020 | June 30, 2021 | ||||
| Private placement Share issuance costs - cash Share issue costs -warrants Exercise of warrants Stock-based compensation Net loss and comprehensive loss |
|||||||
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INEO Tech Corp. Consolidated Statements of Cash Flow (Expressed in Canadian dollars)
| INEO Tech Corp. Consolidated Statements of Cash Flow (Expressed in Canadian dollars) |
|||
|---|---|---|---|
| For | theyear ended | ||
| June 30, 2021 | June 30, 2020 | ||
| Cash flows used in operating activities: | |||
| Net loss for the year | $ (2,237,888) | $ | (5,763,004) |
| Items not involving cash: | |||
| Amortization of right-of-use asset | 31,052 | 10,351 | |
| Amortization on equipment | 80,064 | 22,551 | |
| Interest expense | 56,774 | 52,828 | |
| Share based compensation | 245,517 | 57,118 | |
| Bad debts | 2,511 | - | |
| Non-cash loss on completion of RTO | - | 4,804,407 | |
| Management compensation – Newman acquisition | 50,990 | ||
| Other income from government grants | (9,184) | (26,240) | |
| Change in non-cash operating working capital: | |||
| Accounts receivable | 110,286 | (141,656) | |
| Accounts payable and accrued liabilities | 131,608 | 155,956 | |
| Due to related parties | - | (172,941) | |
| Other receivables | - | 24,371 | |
| GST recoverable | (6,186) | (13,312) | |
| Inventory | 23,713 | (104,368) | |
| Prepaid expenses | (47,539) | 14,846 | |
| (1,619,272) | (1,028,103) | ||
| Cash flows used in investing activities: | |||
| Purchase of equipment | (414,803) | (103,249) | |
| (414,803) | (103,249) | ||
| Cash flows from financing activities: | |||
| Loan received | - | 100,000 | |
| Loan repayment | (225,005) | (310,773) | |
| Government grants received | 40,000 | 80,000 | |
| Bank overdraft | - | (13,922) | |
| Proceeds from the exercise of warrants | 3,667 | - | |
| Proceeds from the issuance of shares | 7,003,638 | 2,727,108 | |
| Share issuance costs | (801,775) | (219,528) | |
| Payments for lease obligations | (39,760) | (16,731) | |
| Acquisition of Newman | - | (35,000) | |
| 5,980,765 | 2,311,154 | ||
| Change in cash | 3,946,690 | 1,179,802 | |
| Cash, beginning of the year | 1,252,638 | 72,836 | |
| Cash, end ofthe year | $5,199,328 | $ | 1,252,638 |
| Cash paid for interest Cash paid for taxes |
$ 56,774 $ - |
$ $ | 52,828 - |
Supplemental cash flow information (Note 16)
The accompanying notes are an integral part of these consolidated financial statements.
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INEO Tech Corp. Notes to the Consolidated Financial Statements As at and for the years ended June 30, 2021 and 2020 (Audited - expressed in Canadian dollars)
1. NATURE AND CONTINUANCE OF OPERATIONS
INEO Tech Corp. (formerly Metron Corp.) (the “Company” or “INEO”), is a Canadian company incorporated under the laws of the Province of British Columbia on March 4, 2008. The Company’s shares trade on the TSX Venture Exchange (“TSX-V”) under the symbol INEO. The corporate head office and records office of the Company is located at 105 – 19130 24 Avenue Surrey, BC, V3Z 3S9.
On January 24, 2020, the Company completed its reverse takeover transaction with INEO Solutions Inc. (formerly Flashgate Technology Inc. or “INEO”) based on which the Company acquired all of the issued and outstanding shares in the capital of INEO, via a reverse takeover transaction (the "Transaction") (Note 4). Upon completion of the Transaction, INEO became a wholly owned subsidiary of the Company, the resulting issuer and the Company carried on the business previously carried on by INEO. In connection with the Transaction, the Company changed its name to “INEO Tech Corp.” and consolidated the common shares of the Company (the “Shares”), on the basis of one (1) post-consolidation Share for every 1.6191 pre-consolidation Shares (the “Consolidation”). The Shares commenced trading on the TSX-V under the new ticker symbol “INEO” on January 29, 2020. Upon completion of the Transaction, the Board of Directors filed a change of year end to change the Company’s year end from May 31 to June 30, effective for the year ended June 30, 2021 to align its reporting periods with INEO.
On April 30, 2020, the Company acquired the assets of Newman Loss Prevention Solutions Inc. (“Newman”) which include inventory and a vehicle, in exchange for 200,000 common shares of the Company with a future earn-out consideration of another 200,000 common shares upon achievement of certain agreed to milestones (Note 4).
The Company was an exploration stage business engaged in the acquisition and exploration of mineral properties located in Canada and the US. With the acquisition of INEO, The Company’s principal business activity changed to provide services and products related to development and sales of advanced electronic article surveillance systems to retailers.
These consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”) with the going concern assumption, which assumes that the Company will continue in operation for the foreseeable future and, accordingly, will be able to realize its assets and discharge its liabilities in the normal course of operations. The Company’s ability to realize its assets and discharge its liabilities is dependent upon the Company obtaining the necessary financing and ultimately upon its ability to achieve profitable operations. Management estimates that the Company will be able to meet its obligations and to sustain operations for at least the next twelve months.
For significant expenditures, the Company will depend on external capital. Such external capital will include the issuance of additional equity shares. There can be no assurance that capital will be available, as necessary, to meet the Company’s operating commitments and development plans. The issuance of additional equity securities by the Company may result in dilution to the equity interests of current shareholders.
The Company’s future capital requirements will depend on many factors, including the cash flows from its operating activities, costs of research and developing its products, operating costs, the current capital market environment, and global market conditions.
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INEO Tech Corp. Notes to the Consolidated Financial Statements As at and for the years ended June 30, 2021 and 2020 (Audited - expressed in Canadian dollars)
1. NATURE AND CONTINUANCE OF OPERATIONS (CONTINUED)
The continued operations of the Company are dependent on its ability to generate revenues, develop a sufficient financing plan, receive continued financial support from related parties, complete sufficient public equity financing, and ultimately generate profitable operations in the future. The Company has no assurance that it will be successful in its efforts. If the Company is unable to obtain financing in the amounts and on terms deemed acceptable, the future success of the business could be adversely affected.
In March 2020, the World Health Organization declared coronavirus COVID-19 a global pandemic. This contagious disease outbreak, which has continued to spread, and any related adverse public health developments, has adversely affected workforces, economies, and financial markets globally, potentially leading to an economic downturn. It is not possible for the Company to predict the duration or magnitude of the adverse results of the outbreak and its effects on the Company’s business or ability to raise funds.
2. BASIS OF CONSOLIDATION AND PREPARATION
The consolidated financial statements, including comparatives, have been prepared in accordance with IFRS issued by the International Accounting Standards Board ("IASB") and interpretations of the IFRS Interpretations Committee (“IFRIC”).
These consolidated financial statements have been prepared on a historical cost basis except for certain financial instruments which are measured at fair value. In addition, these consolidated financial statements have been prepared using the accrual basis of accounting, except for the cash flow information.
These consolidated financial statements were authorized for issue by the Board of Directors on October 25, 2021.
These consolidated financial statements are presented in Canadian dollars and include the accounts of the Company and its wholly-owned subsidiaries, each having a Canadian functional currency.
| Entity | Parent | Country of Incorporation | Effective Interest |
|---|---|---|---|
| INEO Solutions Inc. | INEO Tech Corp. | Canada | 100% |
| FG ManufacturingInc.(“FG”) | INEO Solutions Inc. | Canada | 100% |
The consolidated financial statements include the accounts of the Company and its subsidiaries of which it has control. All intercompany balances, transactions and any unrealized gains and losses arising from intercompany transactions, have been eliminated.
Use of estimates and judgments
The preparation of consolidated financial statements requires management to make judgments, estimates and assumptions that affect the application of policies and reported amounts of assets, liabilities, revenues and expenses. Estimates and associated assumptions applied in determining asset or liability values are based on historical experience and various other factors including other sources that are believed to be reasonable under the circumstances but are not necessarily readily apparent or recognizable at the time such estimate or assumption is made. Actual results may differ from these estimates.
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INEO Tech Corp. Notes to the Consolidated Financial Statements As at and for the years ended June 30, 2021 and 2020 (Audited - expressed in Canadian dollars)
2. BASIS OF CONSOLIDATION AND PREPARATION (CONTINUED)
Use of estimates and judgments (continued)
The information about significant areas of estimation uncertainty considered by management in preparing the consolidated financial statements is as follows:
Inventories
Inventories are valued at the lower of cost and net realizable value. Cost of inventory includes cost of purchase (purchase price, import duties, transport, handling, and other costs directly attributable to the acquisition of inventories), and other costs incurred in bringing the inventories totheirpresentlocationand condition. Net realizable value for inventories is the estimated selling price in the ordinary course of business less the estimated costs of completion and the estimated costs necessary to make the sale. Provisions are made in profit or loss in the period for any difference between book value and net realizable value.
Equipment
The estimated useful lives of assets are reviewed by management and adjusted if necessary. To estimate equipment’s useful life, management must use its past experience with the same or similar assets and may review industry practices for similar pieces of equipment and apply statistical methods to assist in its determination of useful life.
Income taxes
Tax provisions are based on enacted or substantively enacted laws. Changes in those laws could affect amounts recognized in profit or loss both in the period of change, which would include any impact on cumulative provisions, and in future periods. Deferred tax assets (if any) are recognized only to the extent it is considered probable that those assets will be recoverable. This involves an assessment of when those deferred tax assets are likely to reverse and a judgment as to whether or not there will be sufficient taxable profits available to offset the tax assets when they do reverse. This requires assumptions regarding future profitability and is therefore inherently uncertain. To the extent assumptions regarding future profitability change, there can be an increase or decrease in the amounts recognized in respect of deferred tax assets as well as the amounts recognized in profit or loss in the period in which the changeoccurs.
The information about significant areas of judgment considered by management in preparing the consolidated financial statements is as follows:
Going concern
The assessment of the Company's ability to continue as a going concern as discussed in Note 1 involves judgment regarding future funding available for its operations and working capital requirements.
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INEO Tech Corp. Notes to the Consolidated Financial Statements As at and for the years ended June 30, 2021 and 2020 (Audited - expressed in Canadian dollars)
2. BASIS OF CONSOLIDATION AND PREPARATION (CONTINUED)
Use of estimates and judgments (continued)
Stock options and warrants
Management assesses the fair value of stock options granted in accordance with the accounting policy stated in note 3. The fair value of stock options granted is measured using the Black-Scholes option pricing model, which was created for use in estimating the fair value of freely tradable, fully transferable options. The Company’s stock options have characteristics significantly different from those of traded options, and changes in the highly subjective input assumptions can materially affect the calculated values. The fair value of stock options granted using the BlackScholes option pricing model do not necessarily provide a reliable measure of the fair value of the Company’s stock option awards.
Business combinations
Business combinations require management to exercise judgment in measuring the fair value of assets acquired and liabilities and contingent liabilities incurred or assumed. Judgment is also required in determining what qualifies as part of consideration paid.
3. SIGNIFICANT ACCOUNTING POLICIES
Cash and cash equivalents
Cash and cash equivalents include cash on hand and in banks. Cash and cash equivalents are held with Canadian financial institutions. As at June 30, 2021 and 2020, there were no cash equivalents.
Inventory
The Company values inventories at the lower of cost and net realizable value. Cost includes the costs of purchases net of vendor allowances plus other costs, such as transportation, that are directly incurred to bring the inventories to their present location and condition. The Company uses the weighted average method to determine the cost of inventories. The Company estimates net realizable value as the amount that inventories are expected to be sold while taking into consideration the estimated selling costs. Inventories are written down to net realizable value when the cost of inventories is estimated to be unrecoverable due to obsolescence, damage, or declining market prices. When the circumstances that previously caused inventories to be written down below cost no longer exist or when there is apparent evidence of an increase in selling price then the amount of the write-down previously recorded is reversed. Storage costs, indirect administrative overhead, and certain selling costs related to inventories are expensed in the period incurred.
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INEO Tech Corp. Notes to the Consolidated Financial Statements As at and for the years ended June 30, 2021 and 2020 (Audited - expressed in Canadian dollars)
3. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
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 if the Company has opted to measure them at FVTPL.
The following table shows the classification of financial instruments:
Cash FVTPL Accounts receivable Amortized cost Accounts payable and accrued liabilities Amortized cost Government grants Amortized cost Loans payable Amortized cost Due to related parties Amortized cost
Measurement
Financial assets at FVTOCI
Elected investments in equity instruments at FVTOCI are initially recognized at fair value plus transaction costs. Subsequently they are measured at fair value, with gains and losses recognized in other comprehensive income (loss).
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 the statements of loss and comprehensive 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 loss and comprehensive loss in the period in which they arise. Where management has opted to recognize a financial liability at FVTPL, any changes associated with the Company’s own credit risk will be recognized in the statements of loss and comprehensive loss.
Impairment of financial assets at amortized cost
The Company recognizes a loss allowance for expected credit losses on financial assets that are measured at amortized cost.
At each reporting date, the Company measures the loss allowance for the financial asset at an amount equal to the lifetime expected credit losses if the credit risk on the financial asset has increased significantly since initial recognition. If at the reporting date, the credit risk on the financial asset has not increased significantly since initial recognition, the Company measures the loss allowance for the financial asset at an amount equal to the twelve month expected credit losses. The Company shall recognize in the statements of loss and comprehensive loss, as an impairment gain or loss, the amount
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INEO Tech Corp. Notes to the Consolidated Financial Statements As at and for the years ended June 30, 2021 and 2020 (Audited - expressed in Canadian dollars)
3. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Financial instruments (continued)
of expected credit losses (or reversal) that is required to adjust the loss allowance at the reporting date to the amount that is required to be 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 entity. Gains and losses on derecognition are generally recognized in the statements ofloss and comprehensive loss. However, gains and losseson derecognition of financial assets classified as FVTOCI remain within accumulated other comprehensive income (loss).
Financial liabilities
The Company derecognizes financial liabilities only when its obligations under the financial liabilities are discharged, cancelled or expired. Generally, the difference between the carrying amount of the financial liability derecognized and the consideration paid and payable, including any non-cash assets transferred or liabilities assumed, is recognized in the statements of loss and comprehensive loss.
Foreign currency translation
The consolidated financial statements are presented in Canadian dollars, which is the Company’s and its subsidiaries’ functional and presentation currency.
Foreign currency transactions are translated into functional currency using the exchange rates prevailing at the date of the transaction. Foreign currency monetary items are re-translated at the period-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 gains and losses arising on translation are recognized in profit or loss.
Equipment
On initial recognition, equipment is valued at cost, being the purchase price and directly attributable cost of acquisition or construction required to bring the asset to the location and condition necessary to be capable of operating in the manner intended by the Company, including appropriate borrowing costs and the estimated present value of any future unavoidable costs of dismantling and removing items. The corresponding liability is recognized within provisions.
Equipment is subsequently measured at cost less accumulated amortization, less any accumulated impairment losses. When parts of an item of equipment have different useful lives, they are accounted for as separate items (major components) of equipment.
Gains and losses on disposal of an item of equipment are determined by comparing the proceeds from disposal with the carrying amount and are recognized net within other income in profit or loss.
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INEO Tech Corp. Notes to the Consolidated Financial Statements As at and for the years ended June 30, 2021 and 2020 (Audited - expressed in Canadian dollars)
3. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Equipment (continued)
The amortization rates applicable to each category of property and equipment are as follows:
Furniture and equipment - 20-50% declining balance Computer hardware - 55% declining balance Motor vehicle - 20% declining balance Installed units - 20% declining balance
Share capital
The Company records proceeds from the issuance of its common shares as equity. Proceeds received on the issuance of common shares are allocated to the common share component. The Company has adopted a residual value method with respect to the measurement of shares and warrants issued as private placement units. The residual value method first allocates value to the most easily measurable component based on fair value and then the residual value, if any, to the less easily measurable component.
The fair value of the common shares issued in the private placement was determined to be the more easily measurable component and were valued at their fair value, as determined by the closing quoted price on the issuance date. The remaining proceeds, if any, are allocated to the attached warrants. Any fair value attributed to the warrants is recorded as warrant reserve. Management does not expect to record a value to the warrant in most equity issuances as unit private placements are commonly priced at market or at a permitted discount to market. If the warrants are issued as share issuance costs, the fair value of agent’s warrants are measured using the Black-Scholes Option Pricing Model and recognized in equity as a deduction from the proceeds.
If the warrants are exercised, the related amount is reclassified as share capital. If the warrants expire unexercised, the related amount remains in warrant reserve.
Incremental costs directly attributable to the issue of new common shares are shown in equity as a deduction, net of tax, from the proceeds. Common shares issued for consideration other than cash are valued based on their market value at the date that shares are issued.
Share-based payments
Share-based payments to employees are measured at the fair value of the instruments issued and amortized over the vesting periods. Share-based payments to non-employees are measured at the fair value of goods or services received or the fair value of the equity instruments issued, if it is determined that the fair value of the goods or services cannot be reliably measured and are recorded at the date the goods or services are received. The corresponding amount is recorded to the share-based payment reserve. The fair value of options is determined using the Black-Scholes Option Pricing Model. The number of shares and options expected to vest is reviewed and adjusted at the end of each reporting period such that the amount recognized for services received as consideration for the equity instruments granted shall be based on the number of equity instruments that eventually vest.
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15
INEO Tech Corp. Notes to the Consolidated Financial Statements As at and for the years ended June 30, 2021 and 2020 (Audited - expressed in Canadian dollars)
3. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Net loss per share
Basic loss per share is calculated using the weighted average number of common shares outstanding during the period. Diluted loss per share is calculated using the treasury stock method. This method assumes that common shares are issued for the exercise of options, warrants and convertible securities and that the assumed proceeds from the exercise of options, warrants and convertible securities are used to purchase common shares at the average market price during the period. The difference between the number of shares assumed issued and the number of shares assumed purchased is then added to the basic weighted average number of shares outstanding to determine the fully diluted number of common shares outstanding. No exercise or conversion is assumed during the periods in which a net loss is incurred as the effect is anti-dilutive.
Related party transactions
Parties are considered to be related if one party has the ability, directly or indirectly, to control the other party or exercise significant influence over the other party in making financial and operating decisions.
Parties are also considered to be related if they are subject to common control and related parties may be individuals or corporate entities. A transaction is a related party transaction when there is a transfer of resources or obligations between related parties.
Revenue recognition
The Company derives revenues from the sales of consumable loss prevention products, electronic article surveillance systems (“EAS system”), installation services for CCTV systems and computer control router (“CNC”) cutting services. The installation services and CNC services are provided as separate services per customer request and billed by hours based on the Company’s rates. There are no service contracts attached to the sale of the consumable loss prevention products and EAS systems. All products and services are sold on a standalone basis.
The Company recognizes revenue when the amount of revenue can be reliably measured, it is probable that future economic benefits will flow to the entity and when specific criteria have been met for each of the Company’s activities as described below.
Revenue from the sales of consumable loss prevention products and EAS system is recognized when the products are shipped and all significant contractual obligations have been satisfied and there is no unfulfilled obligation that could affect the customer’s acceptance of the products.
Once products are delivered to the Company’s customers, the risks of obsolescence and loss have been transferred to the customer, and either the customer has accepted the products in accordance with the sales order, the acceptance provisions have lapsed, or the Company has objective evidence that all criteria for acceptance have been satisfied.
Since the installation services and CNC services are provided as separate services per customer request, the revenue for these services is recognized upon the completion of the services and all significant contractual obligations have been satisfied.
Revenue from advertising is recognized throughout the contract period based on agreed milestones for campaigns run on the INEO Welcoming Networks. Campaigns are based on negotiated agreements. Contracts are for a pre-determined period of time with a pre-agreed number of advert airings per campaign or based on number of advertisements run on the INEO Welcoming network.
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16
INEO Tech Corp. Notes to the Consolidated Financial Statements As at and for the years ended June 30, 2021 and 2020 (Audited - expressed in Canadian dollars)
3. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Warranties
Costs of warranty include the cost of labor, material and related overhead necessary to repair a product during the warranty period. The warranty period is usually one to two years. The Company records actual warranty expenditures when they are incurred as warranties are usually not provided. There were minimal warranty expenditures during the years ended June 30, 2021 and 2020.
Income taxes
Income tax is recognized in profit or loss except to the extent that it relates to equity items, in which case it is recognized in equity. Current tax expense is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at period end, adjusted for amendments to tax payable with regards to previous years.
Deferred tax is recorded using the liability method, providing for temporary differences, between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes.
The following temporary differences do not result in deferred tax assets or liabilities: goodwill not deductible for tax purposes; the initial recognition of assets or liabilities that affect neither accounting profit (loss) nor taxable profit (loss); and differences relating to investments in subsidiaries to the extent that they will probably not reverse in the foreseeable future. The amount of deferred tax provided is based on the expected manner of realization or settlement of the carrying amount of assets and liabilities, using tax rates enacted or substantively enacted at the financial position date.
A deferred tax asset is recognized only to the extent that it is probable that future taxable profits will be available against which the asset can be utilized. Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets against current tax liabilities and when they relate to income taxes levied by the same taxation authority and the Company intends to settle its current tax assets and liabilities on a net basis.
Business combination
Business combinations are accounted for using the acquisition method. The cost of the acquisition is measured at the aggregate of the fair values at the date of acquisition, of assets transferred, liabilities incurred or assumed, and equity instruments issued by the Company. The acquiree’s identifiable assets and liabilities assumed are recognized at their fair value at the acquisition date. Acquisition related costs are recognized in profit or loss as incurred. The excess of the consideration over the fair value of the net identifiable assets and liabilities acquired is recorded as goodwill. Any gain on a bargain purchase is recorded in profit or loss immediately. Transaction costs are expensed as incurred, except if related to the issue of debt or equity securities. Any goodwill that arises is tested annually for impairment.
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17
INEO Tech Corp. Notes to the Consolidated Financial Statements As at and for the years ended June 30, 2021 and 2020 (Audited - expressed in Canadian dollars)
3. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Government assistance
Government grants are recognized where there is reasonable assurance that the grant will be received and all attached conditions will be met. When the grant relates to an expense item, it is recognized as a deduction against the related expense over the period necessary to match the grant on a systematic basis to the costs that it is intended to compensate. Where the grant relates to an asset, it reduces the carrying amount of the asset. Government assistance received relating to expenses of future periods is deferred and deducted against the related expenditures as incurred.
New accounting standards adopted during the year:
The Company did not adopt any new accounting standards during the year ended June 30, 2021.
New accounting standards issued but not in effect:
IAS 16, Property, Plant and Equipment - Proceeds before Intended Use
The amendment to IAS 16 prohibits deducting from the cost of property, plant and equipment amounts received from selling items produced while preparing the asset for its intended use. Instead, a company will recognize such sale proceeds and related cost in profit or loss. This amendment is effective for annual periods beginning on or after January 1, 2022. Earlier application is permitted. The Company does not expect the adoption of this new amendment to have a significant impact on the consolidated financial statements.
IAS 37, Provisions, Contingent Liabilities and Contingent Assets
The changes in Onerous Contracts — Cost of Fulfilling a Contract specify that the ‘cost of fulfilling’ a contract comprises the ‘costs that relate directly to the contract’. Costs that relate directly to a contract can either be incremental costs of fulfilling that contract (examples would be direct labor, materials) or an allocation of other costs that relate directly to fulfilling contracts (an example would be the allocation of the depreciation charge for an item of property, plant and equipment used in fulfilling the contract).
This amendment is effective for annual periods beginning on or after January 1, 2022. Earlier application is permitted. The Company does not expect the adoption of this new amendment to have a significant impact on the consolidated financial statements.
4. ACQUISITIONS
(a) Reverse takeover
In connection with the completion of the Transaction (Note 1), the Company consolidated its common shares on a 1.6191:1 basis, from 20,733,928 pre-consolidation shares to 12,805,835 post-consolidation shares (“postconsolidated shares”) outstanding immediately prior to completion of the Transaction. In exchange for all of the outstanding securities of Ineo Solutions Inc., the Company issued 19,626,407 post-consolidated common shares and options to purchase an additional 175,863 post-consolidation shares at $0.0888 per post-consolidation share of the Company to the shareholders of Ineo Solutions Inc. pursuant to the share exchange between the Company and the shareholders of Ineo Solutions Inc.
As part of the Transaction, the Company also completed a private placement resulting in the issuance of 8,048,498 subscription receipts (the “Subscription Receipts”) of the Company at a purchase price of $0.35 per
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18
INEO Tech Corp. Notes to the Consolidated Financial Statements As at and for the years ended June 30, 2021 and 2020 (Audited - expressed in Canadian dollars)
4. ACQUISITIONS (CONTINUED)
(a) Reverse takeover (continued)
subscription receipt for gross proceeds of $2,816,974 (the “Offering”). On completion of the Transaction, the subscription receipts were automatically converted in accordance with their terms into one common share of the Company and the net proceeds of the Offering were released to the Company from escrow. In addition, the Company issued 262,181 warrants to finders in connection with the Offering, each entitling the holder to acquire one common share of the Company at a price of $0.35 per common share for a period of 24 months from their date of issue (Note 12).
In accordance with IFRS 3 “Business Combinations”, the substance of the Transaction was a reverse takeover of a non-operating company. The Transaction does not constitute a business combination since the Company does not meet the definition of a business under IFRS 3.
As a result, for accounting purposes, the Transaction is being accounted for as a reverse takeover asset acquisition identifying Ineo Solutions Inc. as the acquirer and the net assets of the Company being treated as the acquired assets and the share-based payment under IFRS 2 related to the acquisition of the public company listing. Accordingly, the consolidated financial statements are presented as a continuation of Ineo Solutions Inc. which has a financial year end of June 30.
The Transaction was measured at the fair value of the shares that Ineo Solutions Inc. would have had to issue to the shareholders of the Company, to give the shareholders of the Company the same percentage equity interest in the combined entity that results from the reverse acquisition had it taken the legal form of Ineo Solutions Inc. acquiring the Company.
In addition, 262,181 finders’ warrants valued at $0.016 each (totaling $4,262) and finders’ fees of $90,466, have been recorded as share issuance costs and charged against share capital. The fair value of the warrants granted were estimated on their dates of issue using the Black-Scholes option pricing model and the following assumptions: volatility rate of 100%, risk-free rate of 1.49%, dividend yield of 0% and weighted average life of 2 years.
The assets acquired and liabilities assumed at their fair value on the acquisition date are as follows:
| Consideration | |||
|---|---|---|---|
| Fair value of 19,626,407 shares issued (valued at 12,805,835 shares at $0.35 per share) to the shareholders of INEO Solutions Inc. |
$ 4,482,042 | ||
| Transaction costs | 219,841 | ||
| Total consideration | $ 4,701,883 | ||
| Net assets acquired(liabilities assumed) | Amount | ||
| Cash | $ 313 | ||
| Sales tax receivable | 10,022 | ||
| Accounts payable | (112,859) | ||
| Total net assets acquired (liabilities assumed) | $ (102,524) | ||
| Non-cash loss on completion of RTO | $ 4,804,407 |
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19
INEO Tech Corp. Notes to the Consolidated Financial Statements As at and for the years ended June 30, 2021 and 2020 (Audited - expressed in Canadian dollars)
4. ACQUISITIONS (CONTINUED)
(b) Newman acquisition
On April 30, 2020, the Company acquired Newman’s assets which include inventory and a vehicle, in exchange for 200,000 common shares in the Company with a future earn-out consideration of another 200,000 common shares upon achievement of certain milestones and $35,000 in cash. Also, part of the acquisition is the employment of the owner of Newman as part of the Company’s management team. The value of this contingent consideration is determined to be $Nil on the date of acquisition.
In accordance with IFRS 3, the acquisition has met the definition of a business and therefore the transaction was accounted for as a business combination. The fair value of the consideration transferred was determined as face value for the cash consideration and $0.285 market price per share for the 200,000 common shares of the Company issued on May 13, 2020.
The transaction resulted in management compensation of $50,990.
The primary purpose of the business combination was to establish synergies between Newman and the Company, acquire access to networks and client base in Alberta and acquire management expertise.
In the period from April 30, 2020 to June 30, 2020, there were no sales from the inventories acquired from Newman. The following table summarizes the fair value of the consideration transferred and the fair values assigned to each asset acquired on the April 30, 2020 acquisition date:
| Consideration transferred | |
|---|---|
| Cash | $ 35,000 |
| Common shares | 57,000 |
| Total consideration | 92,000 |
| Identifiable assets acquired | |
| Inventories | 31,510 |
| Vehicle | 9,500 |
| Total identifiable assets acquired | 41,010 |
| Purchase price allocation | |
| Total identifiable assets acquired | 41,010 |
| Management compensation | 50,990 |
| $ 92,000 |
5. ACCOUNTS RECEIVABLE
Accounts receivable as at June 30, 2021 amounted to $108,758 (June 30, 2020 – $221,555). The Company generally does not hold any collateral as security for accounts receivables. During the year ended June 30. 2021 a provision of $2,511 was created towards bad and doubtful debts (June 30, 2020 - $Nil).
6. INVENTORY
Inventory of finished goods held by the Company as at June 30, 2021 was $98,908, (June 30, 2020 - $106,344). Finished goods inventory consists of Electronic Article Surveillance products held for resale. INEO has not made a provision for the write down of inventory as the Company expects to sell all inventory on hand. During the year, the Company transferred $111,708 from raw materials inventory to Equipment – Installed Units WIP.
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20
| June 30, 2021 June 30, 2020 Prepaid insurance $ 6,823 $ 2,377 Security deposit 2,480 2,660 Other prepaids 43,273 - Total prepaid expenses $ 52,576 $ 5,037 Other prepaids consist of vendor prepayments for goods and supplies delivered subsequent to the year ended June 30, 2021. 8. EQUIPMENT |
June 30, 2021 June 30, 2020 Prepaid insurance $ 6,823 $ 2,377 Security deposit 2,480 2,660 Other prepaids 43,273 - Total prepaid expenses $ 52,576 $ 5,037 Other prepaids consist of vendor prepayments for goods and supplies delivered subsequent to the year ended June 30, 2021. 8. EQUIPMENT |
June 30, 2021 June 30, 2020 Prepaid insurance $ 6,823 $ 2,377 Security deposit 2,480 2,660 Other prepaids 43,273 - Total prepaid expenses $ 52,576 $ 5,037 Other prepaids consist of vendor prepayments for goods and supplies delivered subsequent to the year ended June 30, 2021. 8. EQUIPMENT |
Total | $ 791,237 | $ 126,648 22,551 |
$ 229,263 | ||||
|---|---|---|---|---|---|---|---|---|---|---|
| $ 151,977 112,749 |
$ 264,726 111,708 414,803 - |
$ 149,199 80,064 |
$ 115,527 $ 561,974 |
|||||||
| WIP Installed Units |
$ 129,621 | $ - - |
$ - | |||||||
| $ - - |
$ - 111,708 403,154 (385,241) |
$ - - |
$ - $ 129,621 |
|||||||
| June 30, 2020 | $ 2,377 2,660 - |
$ 5,037 | Welcoming Pedestals - Installed Units |
$ 479,331 | $ - 12,738 |
$ 82,009 | ||||
| $ - 94,090 |
$ 94,090 - - 385,241 |
$ 12,738 69,271 |
$ 81,352 $ 397,322 |
|||||||
| Motor Vehicle |
$ 9,500 | $ - 317 |
$ 2,020 | |||||||
| $ - 9,500 |
$ 9,500 - - - |
$ 317 1,703 |
$ 9,183 $ 7,480 |
|||||||
| June 30, 2021 | $ 52,576 | |||||||||
| $ 6,823 2,480 43,273 |
||||||||||
| Computer Hardware |
$ 70,651 | $ 49,950 2,508 |
$ 55,534 | |||||||
| $ 54,348 9,159 |
$ 63,507 - 7,144 - |
$ 52,458 3,076 |
$ 11,049 $ 15,117 |
|||||||
| Furniture and Equipment |
$ 102,134 | $ 76,698 6,988 |
$ 89,700 | |||||||
| $ 97,629 - |
$ 97,629 - 4,505 - |
$ 83,686 6,014 |
$ 13,943 $ 12,434 |
|||||||
| Total prepaid expenses | ||||||||||
| Prepaid insurance Security deposit Other prepaids |
||||||||||
| EQUIPMENT | Balance, June 30, 2021 | Accumulated Depreciation: Balance, June 30, 2019 Amortization |
Balance, June 30, 2021 | |||||||
| Costs: Balance, June 30, 2019 Additions |
Balance, June 30, 2020 Transfer from Inventory to PPE Additions Transfer of WIP to Installed units |
Balance, June 30, 2020 Amortization |
Net Book Value: June 30, 2020 June 30, 2021 |
|||||||
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INEO Tech Corp. Notes to the Consolidated Financial Statements As at and for the years ended June 30, 2021 and 2020 (Audited - expressed in Canadian dollars)
9 ACCOUNTS PAYABLE AND ACCRUED LIABILITIES
| June 30, 2021 | June 30, 2020 | |
|---|---|---|
| Accounts payable | $ 140,052 | $ 92,237 |
| Accrued liabilities | 228,279 | 142,551 |
| Total | $ 368,331 | $ 234,788 |
Accounts payable are generally non-interest bearing and are settled on 30 to 60-day payment terms.
Accrued liabilities include accruals for remuneration and benefits and other expenses billed after the reporting period. Accrued liabilities are generally settled within 12 months from the end of the reporting period.
10. LOANS PAYABLE
On December 16, 2016, INEO received $100,000 as a loan, bearing an annual interest rate of 12.5% from a previously recognized related party. This loan is due on demand and unsecured. During the year ended June 30, 2021 the Company incurred $12,500 in interest expense (June 30, 2020 – $12,500).
On September 17, 2017, INEO received $200,000 as a loan, bearing an annual interest rate of a floating base rate (“Prime”) plus a variance of 3.25% and compounded monthly. The total outstanding principal is repaid by monthly installments of $2,770. During the year ended June 30, 2021, the Company incurred $13,216 in interest expense (June 30, 2020 - $16,215). During the year ended June 30, 2021, the Company repaid the remaining balance of the loan and interest totaling $173,876.
On April 4, 2019, INEO received $50,000 as a loan, bearing an annual interest rate of a floating (“Prime”) base rate plus a variance of 4.0% and compounded monthly. The total outstanding principal is repaid by monthly installments of $690. During the year ended June 30, 2021, the Company incurred $4,209 in interest expense (June 30, 2020 - $4,782). During the year ended June 30, 2021, the Company repaid the remaining balance of the loan and interest totaling $51,129.
On April 15, 2019, INEO received $150,000 as loans from unrelated parties, bearing a fixed annual interest rate of 11% and compounded daily. These loans are due on demand and unsecured. During the year ended June 30, 2020, the Company incurred $8,676 in interest expense. The loan and accrued interest were fully repaid on January 27, 2020.
On October 3, 2019 INEO received $100,000 as a loan from an unrelated party, bearing a fixed annual interest rate of 12% and compounded daily. This loan is due on demand and unsecured. During the year ending June 30, 2020, the Company incurred $3,090 in interest expense. The loan and accrued interest were fully repaid on January 27, 2020
The details of loans borrowed are below:
| LOANS PAYABLE | Balance as at |
|---|---|
| 30-Jun-21 | |
| Maturity date Interest rate |
Currentportion Long-termportion Total |
| Loan - $100,000 on demand 12.50% |
156,250 - 156,250 |
| Total loanspayable | $ 156,250 $ - $ 156,250 |
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22
INEO Tech Corp. Notes to the Consolidated Financial Statements As at and for the years ended June 30, 2021 and 2020 (Audited - expressed in Canadian dollars)
10. LOANS PAYABLE (CONTINUED)
| LOANS PAYABLE | Balance as at |
|---|---|
| 30-Jun-20 | |
| Maturitydate Interest rate |
Currentportion Long-termportion Total |
| Loan - $200,000 March 10, 2025 Prime +3.25% |
$ 33,240 $ 127,420 $ 160,660 |
| Loan - $50,000 February 28, 2026 Prime + 4% |
8,280 38,640 46,920 |
| Loan - $100,000 on demand 12.50% |
143,750 - 143,750 |
| Total loanspayable | $185,270 $166,060 $351,330 |
The loan advances, interest accruals and loan payments made during the years ended June 30, 2021 and 2020 are below:
| Balance, June 30, 2019 | $ | 385,590 |
|---|---|---|
| Loans advanced | 100,000 | |
| Reclassification from due to related parties | 131,250 | |
| Interest accrued | 45,263 | |
| Payments made | (310,773) | |
| Balance, June 30, 2020 | $ | 351,330 |
| Interest accrued | 29,925 | |
| Payments made | (225,005) | |
| Balance, June 30, 2021, current | $ | 156,250 |
11. GOVERNMENT GRANTS
Due the global outbreak of Novel Coronavirus (“COVID-19”), the federal government of Canada introduced the Canada Emergency Business Account (“CEBA”). CEBA provides an interest-free loan (“CEBA Loan”) of $40,000 to eligible businesses. The CEBA Loan has an initial term that expires on December 31, 2022, throughout which, the CEBA Loan remains interest free. Repayment of $30,000 by December 31, 2022, results in a $10,000 loan forgiveness. If the balance is not paid prior to December 31, 2022, the remaining balance will be converted to a 3-year term loan at 5% annual interest, paid monthly effective January 1, 2023. The full balance must be repaid by no later than December 31, 2025. On May 6, 2020, INEO Solutions and FG Manufacturing each received $40,000 loans from the Government as part of the CEBA.
On December 4, 2020 the federal government of Canada expanded CEBA and eligible businesses facing financial hardship due to the pandemic were able to access a second loan of up to $20,000. Half of this additional financing, up to $10,000 will be forgivable if the loan is repaid by December 31, 2022. If the balance is not paid prior to December 31, 2022, the remaining balance will be converted to a 3-year term loan at 5% annual interest, paid monthly effective January 1, 2023. The full balance must be repaid by no later than December 31, 2025.
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23
INEO Tech Corp. Notes to the Consolidated Financial Statements As at and for the years ended June 30, 2021 and 2020 (Audited - expressed in Canadian dollars)
11. GOVERNMENT GRANTS (CONTINUED)
The government grants received, interest accrued and income recognized during the years ended June 30, 2021 and 2020 are below:
| 30-Jun-21 | 30-Jun-21 | 30-Jun-20 | |
|---|---|---|---|
| Beginning balance | $ 55,112 | $ - | |
| Government Grants received | 40,000 | 80,000 | |
| Income recognized | (9,184) | (26,240) | |
| Interest accrued | 10,029 1,352 |
||
| Ending balance | $ 95,957 | $ 55,112 |
On April 7, 2021 INEO Solutions and FG Manufacturing each received an additional $20,000 loans from the Government as part of CEBA.
Pursuant to IAS 20, Accounting for Government Grants and Disclosure of Government Assistance, the benefit of a government loan at below - market rate is treated as a government grant and measured in accordance with IFRS 9, Financial Instruments. The benefit of below - market rate shall be measured as the difference between the initial carrying value of the loan (being the present value of a similar loan at market rates) and the proceeds received. The Company has estimated the initial carrying value of each initial CEBA loan at $26,880 and additional loans at $15,408, using a discount rate of 15%, which was the estimated rate for a similar loan without the interest - free component. The difference will be accreted to each CEBA loan liability over the term of the CEBA Loan and offset to other income on the statements of loss and comprehensive loss.
During the year ended June 30, 2021, total interest expense recognized for the CEBA loans amounted to $10,029 (June 30, 2020 – $1,352).
12. SHARE CAPITAL AND RESERVES
Authorized share capital
The authorized share capital of the Company consists of an unlimited number of common shares without par value.
Shares held in escrow
As at June 30, 2021, there were 11,031,164 common shares held in escrow (June 30, 2020 – 16,756,335).
Issued share capital
During the year ended June 30, 2021, the Company had the following capital stock transactions:
- i) On March 10, 2021, the Company completed a brokered short-form prospectus offering (the ‘offering’), resulting in issuance of 19,454,550 units at a price of $0.36 per unit for aggregate proceeds of $7,003,638. Each unit consisted of one common share and one-half of one common share purchase warrant. Each warrant will entitle the holder to acquire one common share of the Company at an exercise price of $0.55 per common share for a period of 24 months from the date of issuance. The warrants were allocated a value of $nil, using the residual value allocation method.
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24
INEO Tech Corp. Notes to the Consolidated Financial Statements As at and for the years ended June 30, 2021 and 2020 (Audited - expressed in Canadian dollars)
12. SHARE CAPITAL AND RESERVES (CONTINUED)
Issued share capital (continued)
The Company incurred a total of $803,710 in share issuance costs related to the offering. Additionally, the Company issued 1,482,233 broker warrants with a fair value of $190,421. Each broker warrants entitles the holder to acquire one common share of the Company for an exercise price of $0.36 for a period of 24 months.
On March 16, 2021, the Company issued 10,478 common shares of the Company on exercise of 10,478 broker warrants at a price of $0.35 for aggregate proceeds of $3,667. As at June 30, 2021 the Company had, 11,031,164 shares held in escrow. Of these shares, 10,398,055 were held by directors of the Company.
On March 16, 2021, the Company issued 10,478 common shares of the Company on exercise of 10,478 broker warrants at a price of $0.35 for aggregate proceeds of $3,667.
During the year ended June 30, 2020, the Company had the following capital stock transactions:
-
i) On September 15, 2019, 600,000 common shares were issued on the exercise of 600,000 stock options exercised at $0.001 per share.
-
ii) As part of the RTO, the Company completed a private placement resulting in the issuance of 8,048,498 common shares at $0.35 per share. In addition, the Company issued 262,181 warrants and paid $90,466 to finders in connection with the transaction.
-
iii) Upon completion of the RTO, the Company also issued 19,626,407 shares to shareholders of INEO (Note 4).
-
iv) On May 13, 2020, pursuant to the acquisition of Newman’s assets, the Company issued 200,000 common shares at $0.285 per share (Note 4).
Stock options
The Company has adopted a stock option plan which allows the Company to issue options to certain directors, officers, employees and consultants of the Company to acquire up to 10% of the issued and outstanding common stock. The exercise price of each option cannot be less than the market price of the Company's stock as calculated on the date of grant. The options can be granted for a maximum term of 10 years.
Stock options granted under the plan vest immediately subject to vesting terms which may be imposed at the discretion of the directors.
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25
INEO Tech Corp. Notes to the Consolidated Financial Statements As at and for the years ended June 30, 2021 and 2020 (Audited - expressed in Canadian dollars)
12. SHARE CAPITAL AND RESERVES (CONTINUED)
Stock options (continued)
The changes in stock options during the years ended June 30, 2021 and 2020 are as follows:
| STOCK OPTIONS Year Ended Year Ended |
STOCK OPTIONS Year Ended Year Ended |
|---|---|
| June 30, 2021 June 30,2020 |
|
| Number of options Weighted average exerciseprice Number of options Weighted average exerciseprice |
|
| Options outstanding, beginning 3,425,863 $ 0.264 700,000 $ 0.023 |
|
| Options issued 1,100,000 0.260 3,425,863 0.264 |
|
| Options forfeited (350,000) 0.260 - - |
|
| Options cancelled - - (100,000) 0.156 |
|
| Options exercised - - (600,000) 0.001 |
|
| Options outstanding,ending 4,175,863 0.263 3,425,863 0.264 |
|
| Options exercisable,ending 856,897 $ 0.247 87,932 $0.089 |
|
| Details of options outstanding as at June 30, 2021 are as follows: | |
| Expiry date |
Number of options Exercise price Weighted average contractual life Number of Options exercisable |
| 23-Jan-25 | 175,863 $ 0.089 3.57 131,897 |
| 14-Apr-30 | 2,400,000 0.26 8.79 600,000 |
| 14-Apr-30 | 500,000 0.35 8.79 125,000 |
| 18-Aug-30 | 200,000 0.26 9.14 - |
| 16-Oct-30 | 175,000 0.26 9.13 - |
| 16-Jun-31 | 725,000 0.26 9.97 - |
| 4,175,863 $ 0.263 8.82 856,897 |
During the year ended June 30, 2021, the Company recognized stock-based compensation related to stock options of $245,517 (June 30, 2020: $57,118). The fair value of stock options granted was determined using the Black-Scholes Option Pricing Model using the following weighted average assumptions:
| Expected life of options Annualized volatility Risk-free interest rate Dividend rate Weighted average fair value per option granted |
Year ended 30-Jun-21 Year ended 30-Jun-20 |
|
|---|---|---|
| 10 years 10 years 54% 100% 1.10% 0.44% - 1.39% 0% 0% $0.18 $0.14 |
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26
INEO Tech Corp. Notes to the Consolidated Financial Statements As at and for the years ended June 30, 2021 and 2020 (Audited - expressed in Canadian dollars)
12. SHARE CAPITAL AND RESERVES (CONTINUED)
Warrants
On January 24, 2020, the Company issued 262,181 warrants valued at $4,262 in connection with the RTO (Note 4). The warrants have an exercise price of $0.35 and expire on January 23, 2022. The fair value of the warrants granted were estimated on their dates of issue using the Black-Scholes option pricing model and the following assumptions: volatility rate of 100%, risk-free rate of 1.49%, dividend yield of 0% and weighted average life of two years. The fair value of the share warrants is recorded as share issuance costs charged against share capital.
On February 15, 2021, the Company issued 1,482,233 broker warrants as finder’s fee for the short-form prospectus offering. Each broker warrant entitles the holder to acquire one common share of the Company for an exercise price of $0.36 for a period of 24 months. All the broker warrants vested immediately. The broker warrants were valued at $190,421 using Black Scholes option pricing model with the following assumptions: volatility rate of 57.98%, risk-free rate of 0.19%, dividend yield of 0% and weighted average life of two years.
On March 10, 2021, the Company issued 9,727,275 common share purchase warrants pursuant to the Shortform prospectus offering. Each share purchase warrant entitles the holder to acquire one common share of the Company for an exercise price of $0.55 for a period of 24 months. All the common share purchase warrants vested immediately. The warrants were allocated a value of $nil using the residual value allocation method.
On March 16, 2021, 10,478 of the outstanding broker warrants were exercised for aggregate proceeds of $3,667.
The changes in warrants during the year ended June 30, 2021 and June 30, 2020 are as follows:
| WARRANTS | Year ended | Year ended | Year ended | Year ended | ||
|---|---|---|---|---|---|---|
| 30-Jun-21 | 30-Jun-20 | |||||
| Number of | Weighted average | Number of | Weighted average |
|||
| warrants | exerciseprice | warrants | exerciseprice | |||
| Warrants outstanding, beginning | 262,181 | $ 0.35 | - | $ |
- | |
| Warrants issued | 11,209,508 | 0.52 | 262,181 | 0.35 | ||
| Warrants exercised | (10,478) | 0.35 | - | - | ||
| Warrants outstanding and | ||||||
| exercisable,ending | 11,461,211 | 0.52 | 262,181 | 0.35 | ||
Details of warrants outstanding as at June 30, 2021 are as follows:
| Expiry date | Number of warrants Exercise price Weighted average contractual life Number of warrants exercisable |
|---|---|
| January 24, 2022 | 251,703 $ 0.35 0.57 251,703 |
| February 15, 2023 | 1,482,233 0.36 1.63 1,482,233 |
| March 10, 2023 | 9,727,275 0.55 1.69 9,727,275 |
| 11,461,211 1.66 11,461,211 |
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27
INEO Tech Corp. Notes to the Consolidated Financial Statements As at and for the years ended June 30, 2021 and 2020 (Audited - expressed in Canadian dollars)
13. BREAKDOWN OF EXPENSES AND OTHER INCOME
General and administrative expenses are composed of the following:
| For the year ended | For the year ended | |||
|---|---|---|---|---|
| Note | June 30, 2021 | June | 30,2020 | |
| Accounting and legal (Note 14) | $ | 124,064 | $ | 227,993 |
| Management fees (Note 14) | 60,000 | - | ||
| Bad debt (Note 5) | 2,511 | - | ||
| Amortization and depreciation (Note 8,18) | 111,116 | 32,902 | ||
| Office expenses | 144,000 | 67,373 | ||
| Insurance | 24,573 | 5,254 | ||
| Lease interest (Note 19) | 16,820 | 6,213 | ||
| Remuneration and benefits (Note 14) | 617,085 | 353,734 | ||
| Stock-based compensation (Note 12,14) | 189,730 | 45,256 | ||
| Rent (Note 19) | 29,274 | 49,232 | ||
| Supplies | - | 23,691 | ||
| TOTAL GENERAL AND ADMINISTRATIVE EXPENSES | $ | 1,319,173 | $ | 811,648 |
Selling expenses are composed of the following:
| For theyear ended | For theyear ended | |||
|---|---|---|---|---|
| Note | June 30, 2021 | June | 30,2020 | |
| Freight and delivery | $ - | $ | 10,286 | |
| Investor Relations | - | 16,032 | ||
| Marketing and research | 329,992 | 59,776 | ||
| Remuneration and benefits (Note 14) | 397,260 | 200,334 | ||
| Stock-based compensation (Note 12,14) | 16,432 | 6,590 | ||
| Travel | - | 11,322 | ||
| TOTAL SELLING EXPENSES | $ 743,684 | $ | 304,340 |
Research and development expenses are composed of the following:
| For theyear ended | For theyear ended | ||||
|---|---|---|---|---|---|
| Note | June 30, 2021 | June | 30,2020 | ||
| Consulting fees | $ | 91,387 | $ | 37,479 | |
| Remuneration and benefits (Note 14) | 415,684 | 237,367 | |||
| Stock-based compensation(Note 12,14) | 39,355 | 5,272 | |||
| TOTAL RESEARCH & DEVELOPMENT EXPENSES | $ | 546,426 | $ | 280,118 |
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28
INEO Tech Corp. Notes to the Consolidated Financial Statements As at and for the years ended June 30, 2021 and 2020 (Audited - expressed in Canadian dollars)
13. BREAKDOWN OF EXPENSES AND OTHER INCOME (CONTINUED)
Other income is composed of the following:
| For theyear ended | For theyear ended | ||
|---|---|---|---|
| Note June 30, 2021 |
June 30,2020 | ||
| CEWS/CERS | $ 116,725 | $ 121,043 | |
| Government grant | 11 9,185 |
26,240 | |
| SR&ED | - | 42,951 | |
| Others | 1,889 | 10,570 | |
| $ 127,799 | $200,804 |
Due to the global outbreak of COVID-19, the federal government of Canada introduced the Canada Emergency Wage Subsidy (“CEWS”). CEWS provides wage subsidy to eligible companies who experienced a drop in revenue. The subsidy amount depends on the percentage of revenue drop for the year ended June 30, 2021, the total amount received by the Company for the CEWS amounted to $116,725 (June 30, 2020 – $121,043).
14. RELATED PARTY TRANSACTIONS
Key management personnel:
Key management personnel include those persons having authority and responsibility for planning, directing and controlling the activities of the Company as a whole. The Company has determined that key management personnel consist of executive and non-executive members of the Company’s Board of Directors and corporate officers. Related party transactions are in the normal course of operations and measured at the exchange amount, which is the amount of consideration established and agreed by the related parties. Amounts due to or from related parties are non-interest bearing and unsecured, unless specified.
As at June 30, 2021, the Company has $9,750 due to a company controlled by the Chief Financial Officer (CFO) (June 30, 2020 - $9,750).
During the years ended June 30, 2021 and 2020, the Company had the following transactions with related parties:
| June 30, 2021 | June 30,2020 | June 30,2020 | |
|---|---|---|---|
| Accounting fees | $ 25,685 | $ | 31,116 |
| Management fees | 60,000 | 25,000 | |
| Remuneration and benefits | 449,981 | 208,841 | |
| Stock-based compensation | 141,173 | 33,392 | |
| Total | $ 676,839 | $ | 298,349 |
Of the total transactions with related parties, the following was paid for key management personnel remuneration:
-
Accounting and management fees of $85,685 (2020 – $56,116) were paid to a company controlled by the CFO.
-
Remuneration and benefits consist of $224,991 paid to the President, Director and Corporate Secretary (2020 – $104,421) and $224,990 paid to the Chief Executive Officer (CEO) and Director (2020 – $104,420).
-
Stock-based compensation consists of $53,486 to the CEO, $53,486 to the President, Director and Corporate Secretary and a total of $34,201 to four Directors (2020 – $33,392).
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29
INEO Tech Corp. Notes to the Consolidated Financial Statements As at and for the years ended June 30, 2021 and 2020 (Audited - expressed in Canadian dollars)
14. RELATED PARTY TRANSACTIONS (CONTINUED)
- Under the terms of their management agreements certain officers of the Company are entitled to 24 months of base pay in the event of their agreements being terminated without cause.
15. CAPITAL MANAGEMENT
The Company defines capital as consisting of shareholders’ equity (deficiency). The Company’s objectives when managing capital are to support the further advancement of the Company’s business objectives and existing product lines, as well as to ensure that the Company can meet its financial obligations as they become due.
The Company manages its capital structure to maximize its financial flexibility adjusting it in response to changes in economic conditions and the risk characteristics of the underlying assets and business opportunities. The Company relies on the expertise of the Company’s management to sustain the future development of the business. Management reviews its capital management approach on an ongoing basis and believes that this approach, given the relative size of the Company, is reasonable. The approach to capital management has not changed since the prior year, and the Company is not subjected to externally imposed capital requirements.
16. SUPPLEMENTAL CASH FLOW INFORMATION
The Company incurred the following non-cash financing transactions during the years ended June 30, 2021 and 2020:
| Supplemental information | June 30, 2021 | June 30,2020 |
|---|---|---|
| Fair value of options exercised | - | $92,369 |
| Fair value of options vested | - | 4,262 |
| Finders’ warrants issued | 190,421 | - |
| Fair value of warrants exercised | 170 | - |
| Right-of-use asset and lease liability recognized on adoption of IFRS 16 |
- | 155,260 |
| Reclassification of loans from due to related party | - | 131,250 |
| Shares issued for the RTO | 4,852,042 | |
| Shares issued for asset acquisition | - | 57.000 |
| Share issuance cost in accounts payable | 1,935 | - |
| Transfer of Inventoryto PPE | 111,707 | - |
17. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT
a) Fair value risk
The Company’s financial instruments consist of cash, accounts receivable, accounts payable, due to related parties, loans payable and government grants.
Financial instruments recorded at fair value on the statements of financial position are classified using a fair value hierarchy that reflects the significance of the inputs used in making the measurements. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or
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30
INEO Tech Corp. Notes to the Consolidated Financial Statements As at and for the years ended June 30, 2021 and 2020 (Audited - expressed in Canadian dollars)
17. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (CONTINUED)
a) Fair value risk
liabilities and the lowest priority to unobservable inputs. The three levels of the fair value hierarchy are as follows:
-
Level 1: Unadjusted quoted prices in active markets for identical assets or liabilities;
-
Level 2: Inputs other than quoted prices included in Level 1 that are observable for the asset or liability either directly (i.e., as prices) or indirectly (i.e., derived from prices); and
-
Level 3: Inputs that are not based on observable market data
Accounts receivable, accounts payable and accrued liabilities, due to related parties and loans payable approximate their fair value due to their short-term maturities. Cash under the fair value hierarchy are based on Level 1 quoted prices in active markets for identical assets or liabilities. The fair value of the government grants also approximates carrying value due to the fact that the loan is discounted to fair value using market rates.
b) Market risk
Market risk is the risk that the fair value or future cash flows from a financial instrument will fluctuate because of changes in market prices or prevailing conditions. Market risk comprises three types of risk: currency risk, interest rate risk and price risk and are disclosed as follows:
(i) Currency risk
Currency risk is the risk of change in profit or loss that arises from fluctuations of foreign exchange rates and the degree of volatility of these rates. The Company does not use derivative instruments to reduce its exposure to foreign currency risk. The Company has only a nominal amount of assets or liabilities denominated in foreign currencies and engaged in very few transactions denominated in a foreign currency; therefore, its exposure to currency risk is limited.
(ii) Interest rate risk
Interest rate risk is the risk that future cash flows will fluctuate as a result of changes in market interest rates. The Company is exposed to risks associated with the effects of fluctuations in the prevailing levels of market interest rates. The Company continues monitoring its exposure to the Prime and it is comfortable to this exposure given the relative low fluctuation of the bank interest rates in Canada.
(iii) Price risk
The Company is exposed to price risk with respect to equity prices. Equity price risk is defined as the potential adverse impact on the Company’s earnings due to movements in individual equity prices or general movements in the level of the stock market.
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31
INEO Tech Corp. Notes to the Consolidated Financial Statements As at and for the years ended June 30, 2021 and 2020 (Audited - expressed in Canadian dollars)
17. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (C0NTINUED )
c) Credit risk
Credit risk is the risk of an unexpected loss if a customer or third party to a financial instrument fails to meet its contractual obligations.
All the Company’s cash is held through Canadian chartered banks and accordingly, the Company’s exposure to credit risk is limited. The Company’s GST recoverable are refunds due from the Government of Canada and the exposure to credit risk on these amounts are considered to be limited.
The Company’s accounts receivable consists of amounts due from various customers. The maximum exposure to credit risk is equal to the carrying value of accounts receivable. The business models of the Company’s respective segments require analysis of credit risk specific to each business line. The Company’s historic rate of bad debts is low.
The Company applies the simplified approach to providing for expected credit losses prescribed by IFRS 9, which permits the use of the lifetime expected loss provision for all accounts receivable. To measure the expected credit losses, accounts receivable is assessed primarily on days past due combined with the Company’s knowledge of past bad debts. During the year ended June 30, 2021, bad debts expense for the Company was $2,511 (2020 - $Nil).
d) Liquidity risk
Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they fall due. At June 30, 2021, the Company has a cash balance of $5,199,328 and current liabilities balance of $561,201. The Company manages its liquidity risk by attempting to maintain sufficient cash balances to enable settlement of transactions on the due date. Accounts payable and accrued liabilities and due to related parties are all current. As the Company has limited sources of revenue, it may require additional financing to accomplish its long-term strategic objectives.
18. RIGHT-OF-USE ASSET
On March 6, 2020, the Company entered into a 5-year lease agreement for leased premises in Surrey, British Columbia, commencing April 1, 2020, and ending on March 9, 2025. The minimum base rent per month for years 1 to 5 of the 5-year lease are respectively $3,290 for year 1, $3,360 for year 2, $3,430 for year 3, $3,500 for year 4 and $3,570 for year 5. In accordance with IFRS 16, the Company recognized right-of-use asset of $155,260 as at March 6, 2020 equal to the present value of all remaining lease payments discounted at an incremental borrowing rate of 12.5%. The Company depreciates the right-of-use assets on a straight-line basis, over the lease term.
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32
INEO Tech Corp. Notes to the Consolidated Financial Statements As at and for the years ended June 30, 2021 and 2020 (Audited - expressed in Canadian dollars)
18. RIGHT-OF-USE ASSET (CONTINUED)
| Cost | Warehouse Lease |
|---|---|
| Balance,June 30,2020 | $155,260 |
| Additions | - |
| Balance, June 30, 2021 | $ 155,260 |
| Accumulated depreciation | |
| Balance,June 30,2020 | $ (10,351) |
| Additions | (31,052) |
| Balance, June 30, 2021 | $(41,403) |
| Carrying value | |
| Balance,June 30,2020 | $144,909 |
| Balance, June 30, 2021 | $ 113,857 |
19. LEASE LIABILITY
The lease liability is initially measured at the present value of the lease payments to be made over the lease term, using the effective interest method for the present value determination. As the rate implicit in the lease cannot be readily determined, the Company applied an average incremental borrowing rate. The Company used discount rate of 12.5% to calculate the present value of its lease payments. Total interest expense on lease liabilities for the year ended June 30, 2021, was $16,820 (June 30, 2020 - $6,213). The following table represents lease obligation for the Company:
| As at | June 30, 2021 | June 30, 2020 | |
|---|---|---|---|
| Current | $ 26,868 | $ 22,940 | |
| Non-current | 94,934 | 121,802 | |
| Total lease liability | $ 121,802 | $144,742 |
The following table shows the roll forward of lease obligations for the years ended June 30, 2021 and 2020:
| June 30, 2021 | June 30, 2021 | June 30, 2020 | |
|---|---|---|---|
| Beginning balance | $ 144,742 | $ - | |
| Additions | - | 155,260 | |
| Interest expense | 16,820 | 6,213 | |
| Leasepayments | (39,760) | (16,731) | |
| Ending balance | $ 121,802 | $ 144,742 | |
| Less: Currentportion of lease liability | (26,868) | (22,940) | |
| Non-currentportion of lease liability | $ 94,934 | $121,802 |
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33
INEO Tech Corp. Notes to the Consolidated Financial Statements As at and for the years ended June 30, 2021 and 2020 (Audited - expressed in Canadian dollars)
19. LEASE LIABILITY (CONTINUED)
The following table presents the contractual undiscounted cash flows for lease obligation as At June 30, 2021 and 2020:
| 020: | ||
|---|---|---|
| June 30, 2021 | June 30, 2020 |
|
| Less than one year | $40,600 | $39,760 |
| One to fiveyears | 112,280 | 152,880 |
| Total undiscounted lease obligation | $152,880 | $192,640 |
During the year ended June 30, 2021, the Company expensed $29,274 in short term and low value leases (June 30, 2020 – $49,232).
20. INCOME TAXES
A reconciliation of income taxes at statutory rates with the reported taxes is as follows:
| For theyear ended June 30, 2021 |
For theyear ended June 30, 2021 |
June 30, 2020 | |
|---|---|---|---|
| Net loss before income tax $(2,237,888) |
$ (5,763,004) | ||
| Expected income tax (recovery) (604,000) |
(1,556,000) | ||
| Permanent differences 68,000 |
1,285,000 | ||
| Share issue costs (217,000) |
(24,000) | ||
| Adjustments to prior years’ provision versus statutory tax returns and other 100,000 |
(33,000) | ||
| Change in unrecognized deductible temporarydifferences | 653,000 | 328,000 | |
| Total income tax expense(recovery) | $ - | $- |
The significant components of the Company’s deferred tax assets that have not been included on the consolidated statement of financial position are as follows:
| As at | 2021 | 2020 |
|---|---|---|
| Deferred tax assets | ||
| Property and equipment | $ 88,000 | $ 46,000 |
| Share issue costs | 174,000 | 20,000 |
| Debt with accretion | 4,000 | - |
| SRED pool | - | 32,000 |
| Non-capital losses available for futureperiod | 815,000 | 330,000 |
| 1,081,000 | 428,000 | |
| Unrecognized deferred tax assets | (1,081,000) | (428,000) |
| Net deferred tax assets | $ - | $ - |
The significant components of the Company’s temporary differences, unused tax credits and unused tax losses that have not been included on the consolidated statement of financial position are as follows:
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34
INEO Tech Corp. Notes to the Consolidated Financial Statements As at and for the years ended June 30, 2021 and 2020 (Audited - expressed in Canadian dollars)
20. INCOME TAXES (CONTINUED)
| 2021 | **Expiry Date Range ** | 2020 | **Expiry Date Range ** | |
|---|---|---|---|---|
| Temporary Differences | ||||
| Property and equipment | $ 325,000 | No expiry date | $170,000 | No expiry date |
| Share issue costs | 643,000 | 2042 to 2045 | 72000 | 2041 to 2044 |
| Debt with accretion | 16,000 | No expiry date | - | No expiry date |
| SRED pool | - | No expiry date | 118,000 | No expiry date |
| Non-capital losses available for futureperiods |
$ 3,021,000 | 2035 to 2041 | $1,222,000 | 2035 to 2040 |
Tax attributes are subject to review, and potential adjustment, by tax authorities.
21. SEGMENTED INFORMATION
The Company has the following reporting segments: corporate and administration; loss prevention, welcoming systems and fabrication. The reportable segments were determined based on the nature of the services provided and goods sold.
Reportable segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker in deciding how to allocate resources and in assessing performance.
The reportable segments were determined based on the nature of the services provided and goods sold. Loss Prevention refers to sales of security technology, this year’s sale of the Company’s new product – sneeze guards, and sale of relevant accessories. Fabrication, on the other hand, refers to cutting, assembly and set-up of loss prevention products in customers’ premises.
| During theyear ended June 30, 2021 | ||
|---|---|---|
| Consolidated statements of loss and comprehensive loss |
Loss Prevention Fabrication Welcoming Systems Corporate and administration Total |
|
| Sales to external customers | $ 586,408 $ 131,585 $ 27,167 $ - $ 745,160 |
|
| Cost of Goods Sold | (349,027) (99,299) (6,638) - (454,964) |
|
| Gross Profit | 237,381 32,286 20,529 - 290,196 |
|
| Operating expenses | (1,307,046) (61,284) - (1,129,837) (2,498,167) |
|
| Interest expense | (34,553) (5,015) - - (39,568) |
|
| Amortization | (6,342) (4,451) (69,271) - (80,064) |
|
| Other income Foreign exchange loss |
100,779 (7,032) 26,629 - - - 391 - (31,052) 127,799 |
|
| Non-cash loss on completion of RTO | - - - - (7,032) |
|
| (1,285,246) (44,121) (69,271) (1,129,446) (2,528,084) |
||
| Net loss and comprehensive loss | $ (1,047,865) $ (11,835) $ (48,742) $ (1,129,446) $(2,237,888) |
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35
INEO Tech Corp. Notes to the Consolidated Financial Statements As at and for the years ended June 30, 2021 and 2020 (Audited - expressed in Canadian dollars)
20. SEGMENTED INFORMATION (CONTINUED)
| During theyear ended June 30, 2020 | |
|---|---|
| Consolidated statements of loss and comprehensive loss Loss Prevention Fabrication Welcoming Systems Corporate and administration Total |
|
| Sales to external customers | $ 390,291 $ 136,663 $ - $ - $ 526,954 |
| Cost of Goods Sold | (186,452) (55,279) - - (241,731) |
| Gross Profit | 203,839 81,384 - - 285,223 |
| Operating expenses | - - - (1,363,204) (1,363,204) |
| Interest expense | (45,939) (676) - - (46,615) |
| Amortization | (27,777) (5,125) - - (32,902) |
| Other income Foreign exchange loss - (1,903) - - - - 200,804 - 200,804 (1,903) |
|
| Non-cash loss on completion of RTO | - - - (4,804,407) (4,804,407) |
| (75,619) (5,801) - (5,966,807) (6,048,227) |
|
| Net loss and comprehensive loss | $128,220 $75,583 $- $ (5,966,807) $ (5,763,004) |
The Company’s chief operation decision makers are the CEO, the President and Corporate Secretary, and the CFO. They review the operations and performance of the Company. All of the Company’s assets are in Canada.
Sales by geographical locations are as follows:
| For theyear ended | June 30, 2021 June 30,2020 |
|---|---|
| Canada | $ 539,644 $ 461,740 |
| USA | 177,390 52,511 |
| Mexico | 28,126 10,903 |
| Netherlands | - 1,800 |
| $ 745,160 $526,954 |
22. SUBSEQUENT EVENT
On September 16, 2021 INEO was approved for trading on the OTCQB Venture Market (“OTCQB”) in the United States. INEO’s common shares will begin trading on the OTCQB under the ticker symbol “INEOF” as of September 16, 2021. The OTCQB, operated by OTC Markets Group Inc., is designed for early stage and developing U.S. and international companies to gain exposure to a wider network of investors. The Company’s common shares will also continue to trade with no change on the TSX-V, under the symbol “INEO-V.”
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36