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TrustBIX Inc. Interim / Quarterly Report 2021

Oct 1, 2021

47295_rns_2021-10-01_e5354f18-8026-4916-aa1d-18301f77827b.pdf

Interim / Quarterly Report

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TrustBIX Inc.

Interim Condensed Consolidated Financial Statements (Unaudited) March 31, 2021

TrustBIX Inc. Interim Condensed Consolidated Statement of Financial Position (Unaudited)

As at March 31, 2021

Assets
Current assets
Cash
Accounts receivable
Inventory
Deposits and prepaid expenses
Property and equipment (note 4)
Intangible assets (note 5)
Right-of-use assets(note 6)
Investment(note 7)
Liabilities
Current liabilities
Accounts payable and accrued liabilities
Unearned revenue
Lease liability (note 6)
Loan payable(note 8)
Lease liability (note 6)
Shareholders’ Equity (Deficiency)
Share capital issued(note 9(a))
Warrants(note 9(b))
Contributed surplus(note 9(c))
Capital reserve
Deficit
Nature of operations and going concern(note 1)
Subsequent events (note 15)
March 31,
2021
$
September 30,
2020
$
1,443,764
713,959
232,925
162,674
63,014
56,066
38,951
41,611
1,778,654
974,310
40,243
37,976
11,533
45,731
61,689
82,546
326,167
341,332
2,218,286
1,481,895
396,666
567,396
297,677
265,981
44,318
40,531
738,661
873,908
561,914
513,894
24,143
47,291
1,324,718
1,435,093
9,452,724
7,977,154
868,055
403,719
1,523,973
1,488,115
149,628
149,628
(11,100,812)
(9,971,814)
893,568
46,802
2,218,286
1,481,895

Approved by the Board of Directors

__(Signed) “Hubert Lau” ______ Director

___(Signed) “Tony Barlott” __ Director

The accompanying notes are an integral part of these interim condensed consolidated financial statements.

TrustBIX Inc.

Interim Condensed Consolidated Statements of Changes in Equity (Deficiency) (Unaudited) For the six-month periods ended March 31, 2021 and 2020

Balance – October 1, 2020
Net loss for the period
Common shares issued in private placement, net of share issue
costs (notes 9(a) and (b))
Stock-based compensation (note 9(c))
Balance – March 31, 2021
Balance – October 1, 2019
Net loss for the period
Common shares issued in private placement, net of share issue
costs (notes 9(a) and (b))
Common shares issued on exercise of warrants (notes 9(a) and (b))
Stock-based compensation (note 9(c))
Balance – March 31, 2020
Share
capital
$
Warrants
$
Contributed
surplus
$
Capital
reserve
$
Deficit
$
Total
$
7,977,154
403,719
1,488,115
149,628
(9,971,814)
46,802
-
-
-
-
(1,128,998)
(1,128,998)
1,475,570
464,336
-
-
-
1,939,906
-
-
35,858
-
-
35,858
9,452,724
868,055
1,523,973
149,628
(11,100,812)
893,568
6,936,913
1,029,681
837,161
149,628
(7,636,704)
1,316,679
-
-
-
-
(1,706,978)
(1,706,978)
259,963
38,577
-
-
-
298,540
550,326
(140,145)
-
-
-
410,181
-
-
117,412
-
-
117,412
7,747,202
928,113
954,573
149,628
(9,343,682)
435,834

The accompanying notes are an integral part of these interim condensed consolidated financial statements.

TrustBIX Inc.

Interim Condensed Consolidated Statements of Loss and Comprehensive Loss (Unaudited)

For the three and six-month periods ended March 31, 2021 and 2020

Revenue
Licence
Hardware and installation
Professional and development services
Maintenance
Expenses
Wages and benefits (note 9(c))
Consulting fees
Professional fees
Hardware costs and supplies
Travel, trade shows and conferences
Office
Amortization and depreciation
Advertising and promotion
Research and development
Bad debts (recovery)
Foreign exchange loss (gain)
Loss before other (expenses) income and income
taxes
Other (expenses) income
Interest expense
Interest income
Accretion expense
Unrealized foreign exchange on investment
Loss before income taxes
Income taxes
Net loss and comprehensive loss for the period
Basic and diluted loss per share(note 11)
Three months ended
March 31,
2021
$
March 31,
2020
$
62,277
12,404
210,183
50,899
239,873
44,757
240,922
246,269
Six months ended
March 31,
2021
$
March 31,
2020
$
72,515
17,603
359,798
144,074
309,535
115,500
431,639
461,957
753,255
354,329
1,173,487
739,134
490,211
698,907
212,864
178,856
153,145
81,447
132,685
33,217
11,739
38,687
74,110
93,981
26,946
34,381
9,308
14,161
67,791
29,724
28,834
(3,578)
6,328
(7,038)
953,101
1,341,125
426,957
419,635
232,346
173,626
183,612
102,294
15,996
130,420
146,090
178,429
60,465
64,500
25,454
35,175
122,731
45,027
28,834
(7,747)
16,180
(16,248)
1,213,961
1,192,745
2,211,766
2,466,236
(460,706)
(838,416)
(1,038,279)
(1,727,102)
(23,812)
(4,722)
1,926
3,502
(24,546)
-
(3,475)
24,125
(27,623)
(7,014)
3,574
7,352
(48,020)
-
(18,650)
19,786
(49,907)
22,905
(90,719)
20,124
(510,613)
(815,511)
-
-
(1,128,998)
(1,706,978)
-
-
(510,613)
(815,511)
(1,128,998)
(1,706,978)
(0.01)
(0.03)
(0.04)
(0.07)

The accompanying notes are an integral part of these interim condensed consolidated financial statements.

TrustBIX Inc.

Interim Condensed Consolidated Statements of Cash Flows (Unaudited)

For the three and six-month periods ended March 31, 2021 and 2020

Cash provided by (used in)
Operating activities
Net loss for the period
Adjustments to reconcile net loss to cash flows from
operating activities:
Amortization and depreciation
Accretion expense
Stock-based compensation
Unrealized foreign exchange gain on investment
Interest income on investment
Interest (income) expense
Cash used in operating activities before changes in
items of working capital
Net change in items of non-cash working capital
(note 12)
Investing activities
Purchase of property and equipment
Purchase of investment (note 7)
Increase in intangible assets
Proceeds from government assistance
Financing activities
Lease payments (note 6)
Proceeds from issuance of common shares and
warrants in private placement (note 9)
Proceeds from exercise of warrants (note 9)
Share issue costs (note 9)
Increase (decrease) in cash during the period
Cash – Beginning of period
Cash – End of period
Three-months ended
March 31,
2021
$
March 31,
2020
$
(510,613)
(815,511)
26,946
34,381
24,546
-
10,482
35,193
3,475
(24,125)
(1,837)
(2,290)
3,380
4,722
Six-months ended
March 31,
2021
$
March 31,
2020
$
(1,128,998)
(1,706,978)
60,465
64,500
48,020
-
35,858
117,412
18,650
(19,786)
(3,485)
(3,847)
7,191
7,014
(443,621)
(767,630)
(232,024)
120,782
(962,299)
(1,541,685)
(213,573)
72,201
(675,645)
(646,848)
(1,175,872)
(1,469,484)
(5,552)
(5,866)
-
-
-
-
-
-
(7,677)
(9,735)
-
(329,039)
-
(24,705)
-
18,355
(5,552)
(5,866)
(7,677)
(345,124)
(13,276)
(13,275)
2,100,000
305,577
-
410,181
(160,094)
(7,037)
(26,552)
(22,891)
2,100,000
305,577
-
410,181
(160,094)
(7,037)
1,926,630
695,446
1,913,354
685,830
1,245,433
42,732
198,331
446,117
729,805
(1,128,778)
713,959
1,617,627
1,443,764
488,849
1,443,764
488,849

The accompanying notes are an integral part of these interim condensed consolidated financial statements.

Notes to Interim Condensed Consolidated Statements (Unaudited) March 31, 2021

TrustBIX Inc.

1 Nature of operations and going concern

TrustBIX Inc.’s (the Company or TrustBIX) business operations consist of information solutions for the agrifood industry including:

  • the sale, installation and support of software and computer systems for auction markets and livestock dealers;

  • the sale, installation and support of software for livestock feedlots;

  • the sale, installation and support of data capture and carcass grading systems for pork plants;

  • internet based applications that provide animal tracking and management; and

  • the sale, installation and support for Business InfoXchange (BIX).

The Company and its wholly owned subsidiary, ViewTrak Technologies Inc. (ViewTrak), are incorporated and domiciled in Canada. The Company and its subsidiary’s principal office is located at 10607 – 82 Street, Edmonton, Alberta.

Going concern

These interim condensed consolidated financial statements have been prepared on a going concern basis in accordance with International Financial Reporting Standards (IFRS), which contemplates the realization of assets and satisfaction of liabilities in the normal course of business as they come due.

As at March 31, 2021, the Company had a net working capital of $1,039,993 compared to a net working capital of $100,402 as at September 30, 2020. For the three and six-month periods ended March 31, 2021, the Company incurred a net loss of $510,613 and $1,128,998, respectively ($815,511 and $1,706,978 net loss for the three and six-month periods ended March 31, 2020, respectively) and net cash outflow from operating activities of $675,645 and $1,175,872, respectively ($646,848 and $1,469,484 net cash outflow from operating activities for the three and six-month periods ended March 31, 2020). As at March 31, 2021, the Company had an accumulated deficit of $11,100,812 (September 30, 2020 – $9,971,814). In addition, the Company also has lease commitments in the amount of $68,461 as disclosed in note 6.

Current operations have been financed primarily from the issue of share capital, including the Private Placement closed on February 1, 2021 for gross proceeds of $2,100,000 or 10,500,000 units at a price of $0.20 per unit (note9(a)), along with revenues from the sale, installation and support of software and hardware of the ViewTrak segment. Management efforts and the Company’s focus are primarily on the development of the Company’s proprietary, cloud-based and secure distributed ledger platform (BIX) and its use of incentive solutions related to food traceability and sustainability information. Management is actively pursuing new business opportunities related to the BIX platform to increase cash flows from operations.

Additionally, the Company is considering or is in the process of applying for provincial and/or federal government grant and funding programs including the Canada Emergency Wage Subsidy (CEWS). During

Notes to Interim Condensed Consolidated Statements (Unaudited) March 31, 2021

TrustBIX Inc.

the three and six-month periods ended March 31, 2021, the Company received $8,902 and $29,508, respectively from CEWS, which is netted against wages and benefits on the interim condensed consolidated statements of loss and comprehensive loss. The Company has also implemented a cost reduction program.

The outcome of such efforts is dependent on a number of factors outside of the Company’s control. The nature of the technology sector, availability of government grants and current financial equity market conditions, including the impact of a novel strain of the coronavirus (COVID-19) (as disclosed in note 3), make the success of any future financing ventures and the other management strategies uncertain. There can be no assurance that management’s efforts will be successful. This uncertainty casts significant doubt upon the Company’s ability to continue as a going concern and, accordingly, the appropriateness of the use of accounting principles applicable to going concern.

These interim condensed consolidated financial statements do not reflect the adjustments to the carrying values of assets and liabilities and the reported revenues and expenses that would be necessary if the Company were unable to realize its assets and settle its liabilities as a going concern in the normal course of operations. Such adjustments could be material.

2 Basis of presentation

These interim condensed consolidated financial statements of the Company have been prepared in accordance with IFRS, as applicable to interim financial reports including International Accounting Standard 34, Interim Financial Reporting, and should be read in conjunction with the annual consolidated financial statements of the Company for the year ended September 30, 2020, which have been prepared in accordance with IFRS, as issued by the International Accounting Standards Board.

These interim condensed consolidated financial statements were authorized for issue by the Board of Directors on May 21, 2021.

Basis of measurement

These interim condensed consolidated financial statements have been prepared in Canadian dollars, which is the Company’s presentation and functional currency, and are prepared on a going concern and historical cost basis.

3 Recent developments and impact on estimation uncertainty

In March 2020, the World Health Organization declared a global pandemic following the emergence and rapid spread of COVID-19. The outbreak and subsequent measures intended to limit the pandemic contributed to significant declines and volatility in financial markets. During the quarter ended March 31, 2021, the spread of COVID-19 resulted in a slowing of the agriculture and general business sectors and the closure of certain major meat packing plants, which has resulted in a slowing of meat packing activity. Consequently, farmers are faced with an oversupply of cattle and pork and declining selling prices to the meat packing plants, resulting in financial uncertainty with the Company’s customers.

Notes to Interim Condensed Consolidated Statements (Unaudited) March 31, 2021

TrustBIX Inc.

The full extent of the impacts of COVID-19 on the Company’s operations and future financial performance is currently unknown. It will depend on future developments that are uncertain and unpredictable, including the duration and spread of COVID-19, its continued impact on capital and financial markets on a macro-scale and any new information that may emerge concerning the severity of the virus. These uncertainties may persist beyond when it is determined how to contain the virus or treat its impact. The outbreak presents uncertainty and risk with respect to the Company, its performance and estimates and assumptions used by management in the preparation of its financial results.

4 Property and equipment

As at September 30, 2020
Cost
Accumulated depreciation
Net book value as at September 30, 2020
Cost – as at September 30, 2020
Additions
Disposal
Cost – as at March 31, 2021
Accumulated depreciation – as at
September 30, 2020
Depreciation
Disposal
Accumulated depreciation – as at March 31,
2021
Net book value as at March 31, 2021
Computer
hardware
$
Computer
software
$
Office
furniture and
equipment
$
Total
$
93,634
17,808
15,086
126,528
(61,816)
(17,808)
(8,928)
(88,552)
31,818
-
6,158
37,976
93,634
17,808
15,086
126,528
7,677
-
-
7,677
-
-
-
-
101,311
17,808
15,086
134,205
(61,816)
(17,808)
(8,928)
(88,552)
(4,816)
-
(594)
(5,410)
-
-
-
-
(66,632)
(17,808)
(9,522)
(93,962)
34,679
-
5,564
40,243

TrustBIX Inc.

Notes to Interim Condensed Consolidated Statements (Unaudited)

March 31, 2021

5 Intangible assets

As at September 30, 2020
Cost
Accumulated amortization
Net book value as at September 30, 2020
Cost – as at September 30, 2020
Additions
Cost – as at September 30, 2020 and March 31,
2021
Accumulated amortization – as at September 30,
2020
Amortization
Accumulated amortization – as at March 31, 2021
Net book value as at March 31, 2021
BIX
software
$
Trademarks
$
Total
$
244,959
8,092
253,051
(207,320)
-
(207,320)
-
37,639
8,092
45,731
244,959
8,092
253,051
-
-
-
-
244,959
8,092
253,051
(207,320)
-
(207,320)
(34,198)
-
(34,198)
(241,518)
-
(241,518)
3,441
8,092
11,533

6 Leases

Below is a summary of the activity related to the Company’s right-of-use (ROU) assets for the period ended March 31, 2021.

ROU assets as at September 30, 2020
Additions
Depreciation
ROU assets as at March 31, 2021
$
82,546
-
(20,857)
61,689

TrustBIX Inc.

Notes to Interim Condensed Consolidated Statements (Unaudited)

March 31, 2021

The following is a summary of the activity related to the Company’s lease liabilities for the period ended March 31, 2021:

ROU lease liabilities as at September 30, 2020
Additions
Lease payments
Accretion of lease liabilities
ROU lease liabilities as at March 31, 2021
Of which are
Current lease liabilities
Non-current lease liabilities
$
87,822
-
(26,552)
7,191
68,461
44,318
24,143
68,461

The Company’s estimated cash outflows related to the lease obligation are $53,103 and $25,613 within the 12 months ending March 31, 2022 and March 31, 2023, respectively.

7 Investment

On November 7, 2019, TrustBIX invested US$250,000 in a Calgary, Alberta-based company, Provision Analytics Inc., through a convertible debenture offering maturing in 24 months. It accrues simple interest on an annual basis at the rate of 2.5% per annum. The investment plus accrued interest is convertible into preferred shares upon certain conversion events or maturity, whichever occurs first. Subsequent to the conversion to preferred shares, the Company has an option to immediately convert the preferred shares into common shares at a prescribed conversion ratio at the time of conversion.

The investment is considered a financial asset and is measured at fair value on initial recognition, which is considered the transaction price. Financial assets with embedded derivatives are considered in their entirety when determining whether their cash flows are solely payment of principal and interest (SPPI).

The investment in Provision Analytics Inc. does not represent SPPI and therefore is classified as a financial asset measured at fair value through profit or loss.

The Company recorded the investment initially at the transaction price of US$250,000 ($329,039) based on Level 3 fair value inputs, which included estimated future cash flows based on probable conversion outcomes discounted using the discount rate implicit to the convertible debenture terms. Subsequent measurement is determined considering Level 3 fair value inputs based on future cash flows based on probable conversion outcomes discounted using the discount rate implicit to the convertible debenture terms. During the three and six-months ended March 31, 2021, the Company recorded fair value adjustments related to the cash flows associated with the interest earned in the amount of $1,837 and $3,485, respectively. The Company also remeasured the investment for foreign currency loss in the amount of $3,475 and $18,650 during the three and six-months ended March 31, 2021, respectively. No other fair value adjustments were recorded.

Notes to Interim Condensed Consolidated Statements (Unaudited) March 31, 2021

TrustBIX Inc.

8 Loan payable

On July 27, 2020, the Company entered into a contribution agreement with Western Economic Diversification Canada (WD) for a repayable financial contribution under the Regional Relief and Recovery Fund. Under the contribution agreement, WD supported the Company with an investment of $1,000,000 for general working capital requirements (the “Contribution”). Repayment of the Contribution commences on January 31, 2023 and continues in equal monthly instalments until the Contribution is fully repaid by December 31, 2025. The Contribution is unsecured and non-interest bearing, unless repayment is not made as scheduled.

The loan payable was initially recognized at a fair value of $506,300. The initial carrying value of the loan payable was calculated using the effective interest rate method, discounting estimated cash flows using the Company’s effective interest rate of 18%. The difference between the $1,000,000 loan proceeds received and the initially recognized carrying value was treated as a government grant and recognized in other income in the consolidated statements of loss and comprehensive loss.

Anticipated cash outflows on the loan payable as at March 31, 2021 are as follows:

Remainder of fiscal 2021
Fiscal 2022
Fiscal 2023
Fiscal 2024
Fiscal 2025
Fiscal 2026
$
-
-
249,750
333,000
333,000
84,250
1,000,000

9 Share capital

Authorized Unlimited common shares, with no par value Unlimited preferred shares, voting, convertible, designated as Series 1 and Series 2

a) Common shares

Issued

Balance as at September 30, 2019
Issued pursuant to private placement
Issued pursuant to exercise of warrants (note 9(b))
Balance as at March 31, 2020
Number
$
25,359,720
6,936,913
509,294
259,963
1,367,269
550,326
27,236,283
7,747,202

TrustBIX Inc.

Notes to Interim Condensed Consolidated Statements (Unaudited) March 31, 2021

Balance as at September 30, 2020
Issued pursuant to private placement
Balance as at March 31, 2021
Number
$
27,860,913
7,977,154
10,500,000
1,475,570
38,360,913
9,452,724

Private placement of 509,294 shares

On February 7, 2020, the Company completed a private placement, which consisted of the issuance of 509,294 units at a subscription price of $0.60 per unit. Each unit consisted of one common share and one-half common share purchase warrant (note 9(d)). Each whole common share purchase warrant entitles the holder to purchase a common share at a price of $0.90 per share for a period of two years from the closing date of February 7, 2020. If the trading volume of the common shares on the principal market on which such shares trade is equal to or exceeds $1.75 per common share for twenty consecutive trading days, the Company will have the right to accelerate the expiry date of the warrants. Gross cash proceeds of $305,577 were received in the three months ended March 31, 2020. The gross proceeds have been allocated between share capital – issued and warrants in the amounts of $266,091 and $39,486, respectively. Share issue costs of $7,037 have been allocated between share capital – issued and warrants in the amounts of $6,128 and $909, respectively.

The fair value of the warrants in the amount of $39,486 was determined using the Black-Scholes option pricing model with the following assumptions: stock price of $0.60, exercise price of $0.90, volatility of 68%, an expected life of two years, a dividend yield of nil% and a risk-free interest rate of 1.79%.

Private placement of 10,500,000 shares

On February 1, 2021, the Company closed a Private Placement for gross proceeds of $2,100,000 or 10,500,000 units at a price of $0.20 per unit.

Each unit is comprised of one (1) common share in the capital of TrustBIX ("Common Share") and one (1) Common Share purchase warrant ("Warrant"), whereby each Warrant entitles the holder to purchase one (1) Common Share at a price of $0.30 for a period of one (1) year from the date of closing. If after four (4) months and one (1) day from the date of closing the trading price of the Common Shares on the principal market on which such shares trade closes at a price that is equal to or exceeds $0.50 per Common Share for twenty (20) consecutive trading days, the Company will have the right to accelerate the expiry date of the Warrants. In the event of acceleration, the expiry date will be accelerated to a date that is thirty (30) days after the date that written notice has been given to the warrant holder or the date that TrustBIX has issued a press release announcing the exercise of the acceleration right; and thereafter, no further notification will be provided by the Company to the subscribers. The securities issued under the Private Placement are subject to a four-month hold period from the time of closing of the Private Placement.

Notes to Interim Condensed Consolidated Statements (Unaudited) March 31, 2021

TrustBIX Inc.

The gross proceeds of $2,100,000 have been allocated between share capital – issued and warrants in the amounts of $1,597,344 and $502,656, respectively. Share issue costs of $160,094 have been allocated between share capital – issued and warrants in the amounts of $121,774 and $38,320, respectively.

The fair value of the warrants in the amount of $502,656 was determined using the Black-Scholes option pricing model with the following assumptions: stock price of $0.20, exercise price of $0.30, average volatility of 93.6%, an expected life of one year, a dividend yield of nil% and an average riskfree interest rate of 0.16%.

b) Warrants

Balance as at September 30, 2019
Issued (note 9(a))
Warrants exercised (note9(a))
Balance as at March 31, 2020
Balance as at September 30, 2020
Issued (note 9(a))
Balance as at March 31, 2021
Number
$
10,483,301
1,029,681
254,645
38,577
(1,367,269)
(140,145)
9,370,677
928,113
4,254,645
403,719
10,500,000
464,336
14,754,645
868,055

The expiration dates of warrants outstanding as at March 31, 2021 were as follows:

Expiration date
April 16, 2021
January 20, 2022
January 25, 2022
January 28, 2022
February 7, 2022
Warrants
outstanding
number
Exercise
price
$
4,000,000
0.75
2,967,343
0.30
3,665,000
0.30
3,867,657
0.30
254,645
0.90
14,754,645

Notes to Interim Condensed Consolidated Statements (Unaudited) March 31, 2021

TrustBIX Inc.

c) Stock options and compensation expense

A summary of the stock options outstanding as at March 31, 2021 and 2020 and changes during the periods ended on those dates is as follows:

Outstanding – Beginning of period
Granted
Outstanding – End of period
Options exercisable – End of
period
March 31, 2021
Number
Weighted
average
exercise price
$
3,017,856
0.40
200,000
0.50
March 31, 2020
Number
Weighted
average
exercise price
$
2,939,997
0.35
-
-
3,217,856
0.40
2,939,997
0.35
2,835,950
0.38
1,957,220
0.35

The Company’s stock option plan allows a maximum of 5,572,182 common shares of the Company for issuance.

A summary of the stock options granted are as follows:

Grant date
Exercise
price
$
Fair
value
$
January 11, 2021 – Key management(f)
0.50
0.08
January 11, 2021 – Non-employees(b) (e)
0.50
0.08
September 30, 2020 – Directors(b)
0.60
0.05
September 30, 2020 – Key management(b)
0.60
0.05
September 30, 2020 – Non-employees (b)(e)
0.60
0.05
October 31, 2018 – Directors(a)
0.15
0.35
October 31, 2018 – Directors(b)(d)
0.15
0.36
October 31, 2018 – Key management(b)
0.15
0.36
October 31, 2018 – Employees(b)
0.15
0.36
Number
175,000
25,000
200,000
308,518
26,841
37,500
372,859
225,000
250,000
838,330
20,000

TrustBIX Inc.

Notes to Interim Condensed Consolidated Statements (Unaudited) March 31, 2021

December 17, 2018 – Directors(a)
0.50
0.21
December 17, 2018 – Directors(c)(d)
0.50
0.26
December 17, 2018 – Key management(c)
0.50
0.26
December 17, 2018 – Employees(c)
0.50
0.26
160,000
500,000
1,100,000
240,000
3,333,330
  • a) These options vest immediately and are exercisable the earlier of: (i) 90 days after the amalgamation as described in note 1; and (ii) 90 days after the date on which the option holder ceases to be a director of the Company.

  • b) These options vest one-third immediately, one-third on the 12-month anniversary date and onethird on the 24-month anniversary date and are exercisable for a term of five years.

  • c) These options vest one-third immediately, one-third on the 12-month anniversary date and onethird on the 24-month anniversary date and are exercisable for a term of five years. These options were initially granted at $0.30 per option. Subsequent to the initial approval, the terms of the options were amended to $0.50 per option.

  • d) These options were granted to Directors of TrustBIX, the amalgamated company, as described in note 1.

  • e) These options do not require any future performance obligations by the grantee.

  • f) These options vest one-third immediately, one-third on the 12-month anniversary date and onethird on the 24-month anniversary date. Options expire December 29, 2025.

The Company used the Black-Scholes option pricing model to estimate the fair value of the options granted. The Company considered historical volatility of its common shares as well as industry benchmarking in estimating its future stock price volatility. The risk-free interest rate for the expected life of the options was based on the yield available on government benchmark bonds with an approximate equivalent remaining term at the time of the grant. The expected life is based on the contractual term, taking into account expected director or employee exercise and expected post-vesting employment termination behaviour.

The following weighted average assumptions were used to estimate the Black-Scholes fair value of the options granted during the three and six-months ended March 31, 2021:

Annualized volatility 91%
Risk-free interest rate 0.19%
Expected life of options in years 2.0
Dividend rate nil%
Exercise price $0.50
Market price on date of grant $0.26
Fair value per common share option $0.08

Notes to Interim Condensed Consolidated Statements (Unaudited) March 31, 2021

TrustBIX Inc.

Application of the fair value method resulted in charges to stock-based compensation expense for the three and six-months ended March 31, 2021 of $10,482 (2020 – $35,193) and $35,858 (2020 – $117,412), respectively, with a corresponding increase in contributed surplus included in shareholders’ equity.

The following table summarizes information on stock options outstanding as at March 31, 2021:

Exercise price
$
0.15
0.50
0.60
Number
outstanding
Weighted
average
remaining
contractual
life in
years
Options
exercisable
979,997
2.58
979,997
1,865,000
2.93
1,731,667
372,859
4.50
124,286
3,217,856
3.01
2,835,950

10 Related party transactions

During the periods ended March 31, 2021 and 2020, the Company paid (received) the following amounts in the normal course of business and they have been valued at amounts that are considered established and agreed to by the related parties:

Rent paid to a company controlled by
directors
Sublease rental income received from
two companies separately
controlled by directors
Exercise of warrants and purchase of
common shares and units in
private placement (notes 9(a)
and (b)) by directors and officers
Cybersecurity services paid to a
company controlled by a director
Other services paid to family
members of a director
Administration services paid to family
members of a director
Three months ended
March 31,
2021
$
March 31,
2020
$
-
-
(4,203)
(3,850)
(476,469)
(420,181)
3,168
-
1,272
2,826
5,415
-
Six months ended
March 31,
2021
$
March 31,
2020
$
-
6,178
(7,336)
(8,857)
(476,469)
(420,181)
4,586
-
2,468
5,209
5,415
-
(470,817)
(421,205)
(471,336)
(417,651)

Notes to Interim Condensed Consolidated Statements (Unaudited) March 31, 2021

TrustBIX Inc.

The compensation paid to key management personnel during the three and six-months ended March 31, 2021 and 2020 is as follows:

Three months ended
Six months ended
March 31,
2021
$
March 31,
2020
$
March 31,
2021
$
March 31,
2020
$
Salaries, short-term employee
benefits and stock-based
compensation
183,548
296,874
360,290
647,490
Consulting fees
-
1,418
-
24,492
183,548
298,292
360,290
671,982
Accounts receivable
As at March 31, 2021, accounts receivable includes $nil (2020 – $956) due from a company controlled by a
director of the Company, related to sublease rental income, and $12,224 (2020 – $4,882) due from a director
of the Company related to prepayment of business expenses.
Loss per share
Three months ended
Six months ended
March 31,
2021
$
March 31,
2020
$
March 31,
2021
$
March 31,
2020
$
Net loss
(510,613)
(815,511)
(1,128,998)
(1,706,978)
#
#
#
#
Weighted average number of common shares
outstanding – basic and diluted
35,363,510
25,881,716
31,570,989
25,619,292
$
$
$
$
Basic and diluted loss per share
(0.01)
(0.03)
(0.04)
(0.07)
Three months ended
March 31,
2021
$
March 31,
2020
$
183,548
296,874
-
1,418
Three months ended
March 31,
2021
$
March 31,
2020
$
183,548
296,874
-
1,418
Six months ended Six months ended
March 31,
2021
$
March 31,
2020
$
360,290
647,490
-
24,492
183,548
298,292
360,290
671,982
March 31,
2021
$
March 31,
2020
$
(1,128,998)
(1,706,978)
#
#
35,363,510
25,881,716
#
#
31,570,989
25,619,292
$
$
(0.01)
(0.03)
$
$
(0.04)
(0.07)

11 Loss per share

For the three and six-month periods ended March 31, 2021 and 2020, potentially dilutive securities issuable in exchange for warrants and all stock-based payment awards have been excluded in the diluted loss per share calculation as their effects would have been anti-dilutive.

Notes to Interim Condensed Consolidated Statements (Unaudited) March 31, 2021

TrustBIX Inc.

12 Supplementary cash flow information

Changes in items of non-cash working capital:

Accounts receivable
Inventory
Deposits and prepaid expenses
Accounts payable and accrued liabilities
Unearned revenue
Three months ended
March 31,
2021
$
March 31,
2020
$
(15,783)
108,968
4,018
2,269
(22,926)
8,940
(216,692)
15,862
19,359
(15,257)
Six months ended
March 31,
2021
$
March 31,
2020
$
(70,251)
25,893
(6,948)
(7,247)
2,660
23,405
(170,730)
57,060
31,696
(26,910)
(232,024)
120,782
(213,573)
72,201

13 Liquidity risk

The Company’s liabilities have the following amounts that mature within one year:

$
Accounts payable and accrued liabilities 396,666
Lease liability 44,318

The Company’s long-term liabilities include a loan payable for $561,914 (note 8) and a lease liability for $24,143 (note 6).

Anticipated cash outflows on the loan payable as at March 31, 2021 are as follows:

$

Remainder of fiscal 2021
Fiscal 2022
Fiscal 2023
Fiscal 2024
Fiscal 2025
Fiscal 2026
-
-
249,750
333,000
333,000
84,250
1,000,000

Notes to Interim Condensed Consolidated Statements (Unaudited) March 31, 2021

TrustBIX Inc.

Liquidity risk is the risk the Company will encounter difficultly in meeting financial obligations as they come due. See note 1 for additional disclosure on the Company’s financial condition. The Company manages its liquidity risk through the management of its capital structure and financial leverage. It also monitors its cash position to its actual cash position and timing of payments to suppliers, ensuring that sufficient funds are available when payments come due. The Board of Directors reviews and approves any material transactions out of the ordinary course of business.

14 Segment disclosures

Management has organized the Company under two reportable segments: ViewTrak, the development and sale of information solutions for the livestock industry and related services, and BIX, which leverages blockchain-derived technology and unique incentive solutions to deliver independent validation of food provenance and sustainable production practices within the agri-food supply chain.

Revenue from external customers
Expenses
Amortization and depreciation
Other income (expenses)
Net loss
Other information
Expenditures for additions to intangible assets
Government assistance netted against intangible asset
additions
Three months ended March 31, 2021
ViewTrak
$
BIX
$
Consolidated
$
537,571
215,684
753,255
(811,700)
(375,315)
(1,187,015)
(13,162)
(13,784)
(26,946)
(49,907)
-
(49,907)
(337,198)
(173,415)
(510,613)
-
-
-
-
-
-
Revenue from external customers
Expenses
Amortization and depreciation
Other income (expenses)
Net loss
Other information
Expenditures for additions to intangible assets
Government assistance netted against intangible asset
additions
Three months ended March 31, 2020
ViewTrak
$
BIX
$
Consolidated
$
324,329
30,000
354,329
(649,794)
(508,570)
(1,158,364)
(13,968)
(20,413)
(34,381)
22,905
-
22,905
(316,528)
(498,983)
(815,511)
-
-
-
-
-
-

TrustBIX Inc.

Notes to Interim Condensed Consolidated Statements (Unaudited)

March 31, 2021

Revenue from external customers
Expenses
Amortization and depreciation
Other income (expenses)
Net loss
Other information
Expenditures for additions to intangible assets
Government assistance netted against intangible asset
additions
Revenue from external customers
Expenses
Amortization and depreciation
Other income (expenses)
Net loss
Other information
Expenditures for additions to intangible assets
Government assistance netted against intangible asset
additions
Six months ended March 31, 2021
ViewTrak
$
BIX
$
Consolidated
$
904,133
269,354
1,173,487
(1,409,360)
(741,941)
(2,151,301)
(26,267)
(34,198)
(60,465)
(90,719)
-
(90,719)
(622,214)
(506,784)
(1,128,998)
-
-
-
-
-
-
Six months ended March 31, 2020
ViewTrak
$
BIX
$
Consolidated
$
656,334
82,800
739,134
(1,371,112)
(1,030,624)
(2,401,736)
(23,938)
(40,562)
(64,500)
20,124
-
20,124
(718,592)
(988,386)
(1,706,978)
-
(24,705)
(24,705)
-
18,355
18,355

Geographical segmentation

The Company’s segments are managed on a worldwide basis. Substantially all of the Company’s assets are located in Canada.

TrustBIX Inc.

Notes to Interim Condensed Consolidated Statements (Unaudited) March 31, 2021

The following is a summary of revenue by geographic location in which the Company’s customers are located:

Canada
United States
Other
Three months ended
March 31,
2021
$
March 31,
2020
$
397,199
86,383
263,348
225,635
92,708
42,311
Six months ended
March 31,
2021
$
March 31,
2020
$
618,202
243,215
372,601
435,507
182,684
60,412
753,255
354,329
1,173,487
739,134

15 Subsequent events

On May 5, 2021, the Company issued 5,000 common shares upon exercise of warrants at a price of $0.30 per common share for proceeds of $1,500.

On May 5, 2021, the Company issued 11,666 common shares upon exercise of stock options at a price of $0.15 per common share for proceeds of $1,750.