SHARE CAPITAL
3 Months Ended 12 Months Ended
Jun. 30, 2018
Mar. 31, 2018
Stockholders' Equity Note [Abstract]    
Stockholders' Equity Note Disclosure [Text Block]
10.
SHARE CAPITAL
 
 
  
June 30, 2018
  
March 31, 2018
 
  
Number of
     
Number of
    
 
shares
  
$
  
shares
  
$
 
Exchangeable Shares:
            
Balance beginning of year  44,271,880   44,273   47,909,336   47,910 
Converted into common shares (a)  (3,000,000)  (3,000)  (3,637,456)  (3,637)
Balance at the end of period  41,271,880   41,273   44,271,880   44,273 
Common Shares
                
Balance at beginning of the period  205,328,106   205,326   48,885,107   48,884 
Shares issued to exchangeable shares  3,000,000   3,000   3,637,456   3,637 
Shares issued on conversion of loans (b)  39,545,776   39,546   147,805,371   147,805 
Warrants exercised  -   -   5,000,172   5,000 
Balance at end of the period  247,873,882   247,872   205,328,106   205,326 
TOTAL SHARES
  289,145,762   289,145   249,599,986   249,599 
 
a.
During the three month period ended June 30, 2018, 3,000,000 exchangeable shares were exchanged on a 1 for 1 basis in accordance with their terms. (March 31, 2018 – 3,637,456).
 
b.During the three month period ended June 30, 2018, 39,545,776 shares of common stock were issued once the Company increased its authorized shares of common stock from 250,000,000 to 500,000,000. These shares relate to convertible loans and interest that converted on March 31, 2018 and were recorded as a liability on March 31, 2018 until the shares were issued on June 12, 2018. The liability was reclassified at June 12, 2018 into equity by recording the original value of $2,470,622 of the shares to be issued, as well as the fair value of options and warrants at June 12, 2018 net of fair value of options issued in the period ended June 12, 2018 of $1,173,534, which was charged to equity and a $2,048,697 gain on the fair value reevaluation was recognized as other income in the Statement of Operations and Comprehensive Loss.
 
Special Voting Preferred Share
 
In connection with the Merger (Note 1), on February 26, 2015, the Company entered into a voting and exchange trust agreement (the “Trust Agreement”). Pursuant to the Trust Agreement, the Company issued one share of the Special Voting Preferred Stock, par value $0.001 per share, of the Company (the Special Voting Preferred Share”) to the Trustee, and the parties created a trust for the Trustee to hold the Special Voting Preferred Share for the benefit of the holders of the Exchangeable Shares (the “Beneficiaries”). Pursuant to the Trust Agreement, the Beneficiaries have voting rights in the Company equivalent to what they would have had, had they received shares of common stock in the same amount as the Exchangeable Shares held by the Beneficiaries.
 
In connection with the Merger and the Trust Agreement, effective February 20, 2015, the Company filed a certificate of designation of the Special Voting Preferred Share (the “Special Voting Certificate of Designation”) with the Delaware Secretary of State. Pursuant to the Special Voting Certificate of Designation, one share of the Company’s blank check preferred stock was designated as the Special Voting Preferred Share. The Special Voting Preferred Share entitles the Trustee to exercise the number of votes equal to the number of Exchangeable Shares outstanding on a one-for-one basis during the term of the Trust Agreement.
 
The Special Voting Preferred Share is not entitled to receive any dividends or to receive any assets of the Company upon liquidation, and is not convertible into common shares of the Company.
 
The voting rights of the Special Voting Preferred Share will terminate pursuant to and in accordance with the Trust Agreement. The Special Voting Preferred Share will be automatically cancelled at such time as no Exchangeable Shares are held by a Beneficiary.
10.
SHARE CAPITAL
 
 
 
March 31, 2018
 
 
March 31, 2017
 
 
 
Number of shares
 
 
$
 
 
Number of shares
 
 
$
 
Exchangeable Shares:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Balance beginning of year
 
 
47,909,336
 
 
 
47,910
 
 
 
50,000,000
 
 
 
50,000
 
Converted into common shares (e)
 
 
(3,637,456
)
 
 
(3,637
)
 
 
(2,090,664
)
 
 
(2,090
)
Balance at end of year
 
 
44,271,880
 
 
 
44,273
 
 
 
47,909,336
 
 
 
47,910
 
Common Shares
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Balance at beginning of the year
 
 
48,885,107
 
 
 
48,884
 
 
 
22,591,292
 
 
 
22,591
 
Shares issued on acquisition (Note 4)
 
 
-
 
 
 
-
 
 
 
23,650,000
 
 
 
23,650
 
Shares issued to exchangeable shareholders (e)
 
 
3,637,456
 
 
 
3,637
 
 
 
2,090,664
 
 
 
2,090
 
Shares issued for services (d)
 
 
-
 
 
 
-
 
 
 
217,047
 
 
 
217
 
Shares issued on conversion of loans (b)
 
 
147,805,371
 
 
 
147,805
 
 
 
-
 
 
 
-
 
Options exercised (Note 11)
 
 
-
 
 
 
-
 
 
 
110,096
 
 
 
110
 
Warrants exercised (a)
 
 
5,000,172
 
 
 
5,000
 
 
 
174,759
 
 
 
175
 
Cashless exercise of warrants (c)
 
 
-
 
 
 
-
 
 
 
51,249
 
 
 
51
 
Balance at end of the year
 
 
205,328,106
 
 
 
205,326
 
 
 
48,885,107
 
 
 
48,884
 
TOTAL SHARES
 
 
249,599,986
 
 
 
249,599
 
 
 
96,794,443
 
 
 
96,794
 
 
(a)
During the year ended March 31, 2018, the Company consummated an offer to amend and exercise to its warrant holders, enabling them to exercise their outstanding warrants for $0.25 per share, and as a result, 5,000,172 common shares were issued for net proceeds of $1,125,038 (Note 12).
 
(b)
During the year ended March 31, 2018, the Company converted $9,171,604 of notes payable and interest into 147,805,371 common shares. Under the terms of this conversion the remaining $1,220,629 of principal and interest was required to be converted into 39,545,776 common shares, but were unable to be issued as a result of the Company not having enough authorized shares. The $2,470,622 value of these shares at March 31, 2018 has been classified as a liability until the common shares can be issued. In addition, there was a $376,674 loss recorded in the year connected to the difference of the $2,847,296 market value of the shares at March 31, 2018 and the value of these shares which resulted on the conversion of notes payable, the exercise price of which was based on a 30 day VWAP.
 
(c)
During the year ended March 31, 2017, 51,249 common shares were issued as a result of a cashless exercise of 262,045 warrants with an exercise price of $0.80. Under the terms of the warrant agreement the value of the warrants on exercise is attributed to the shares on exercise and the Company has recognized a value of $43,562.
 
(d)
The Company issued 217,047 common shares during the year ended March 31, 2017 for consulting services and recognized $59,500 of share compensation expense.
 
(e)
During the year ended March 31, 2018, 3,637,456 exchangeable shares were exchanged for common shares on a 1 for 1 basis in accordance with their terms. (March 31, 2017 – 2,090,664 shares)
 
Special Voting Preferred Share
 
In connection with the Merger (Note 1), on February 26, 2015, the Company entered into a voting and exchange trust agreement (the “Trust Agreement”). Pursuant to the Trust Agreement, the Company issued one Special Voting Preferred Share to the Trustee, and the parties created a trust for the Trustee to hold the Special Voting Preferred Share for the benefit of the holders of the Exchangeable Shares (the “Beneficiaries”). Pursuant to the Trust Agreement, the Beneficiaries will have voting rights in the Company equivalent to what they would have had, had they received shares of common stock in the same amount as the Exchangeable Shares held by the Beneficiaries.
 
In connection with the Merger and the Trust Agreement, effective February 20, 2015, the Company filed a certificate of designation of the Special Voting Preferred Share (the “Special Voting Certificate of Designation”) with the Delaware Secretary of State. Pursuant to the Special Voting Certificate of Designation, one share of the Company’s blank check preferred stock was designate as Special Voting Preferred Share. The Special Voting Preferred Share entitles the Trustee to exercise the number of votes equal to the number of Exchangeable Shares outstanding on a one-for-one basis during the term of the Trust Agreement.
 
The Special Voting Preferred Share is not entitled to receive any dividends or to receive any assets of the Company upon liquidation, and is not convertible into shares of common stock of the Company.
 
The voting rights of the Special Voting Preferred Share will terminate pursuant to and in accordance with the Trust Agreement. The Special Voting Preferred Share will be automatically cancelled.