Captor Capital : March 1, 2022Interim Financial Statements ended Dec 31, 2021

CAPTOR CAPITAL CORP.

CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

THREE AND NINE MONTHS ENDED

DECEMBER 31, 2021

(EXPRESSED IN CANADIAN DOLLARS)

(UNAUDITED)

Notice To Reader

The accompanying unaudited condensed interim consolidated financial statements of the Company have been prepared by and are the responsibility of management. The unaudited condensed interim consolidated financial statements have not been reviewed by the Company's auditors.

Condensed Interim Consolidated Statements of Financial Position (Expressed in Canadian Dollars)

Unaudited

As at December 31, 2021

As at March 31, 2021

ASSETS

Current

Cash and cash equivalents

Amounts receivable and prepaid expenses (Note 5)

Inventory

Investments at fair value (Note 10)

Assets held for sale (Note 6)

$

23,230,872 $ 17,363,137 2,912,539 1,250,947 2,080,223 1,404,451 2,593,845 3,401,102

Non-current

Amounts receivable and prepaid expenses (Note 5)

Right-of-use assets (Note 7)

Property and equipment (Note 8)

Goodwill (Note 9)

Intangibles (Note 9)

680,642 31,498,121

675,112 24,094,749

921,286

770,841

7,777,862 8,874,328

3,635,668 2,899,837

12,777,299 12,672,838

10,330,454 10,997,741

$

66,940,690

$

60,310,334

LIABILITIES AND SHAREHOLDERS' EQUITY

Liabilities

Current

Accounts payable and accrued liabilities (Note 21)

Promissory note payable (Note 12(ii))

Loans and notes payable (Note 12(i))

Lease liabilities (Note 13)

Income tax payable

$

8,577,008

$

8,452,919

161,596 182,165

13,143 11,875

1,192,311 1,050,606

1,356,895 1,076,862

Non-current

Promissory note payable (Note 12(ii)) Loans and notes payable (Note 12(i)) Lease liabilities (Note 13)

Deferred tax liability

11,300,953

10,774,427

88,946 248,507

- 35,516

7,481,495 8,325,065

2,175,261 1,604,321

21,046,655

20,987,836

Shareholders' Equity Share capital (Note 14) Contributed surplus

Accumulated other comprehensive loss Deficit

115,982,485 103,604,649

30,259,268 29,528,620

(3,258,471) (3,254,325)

(109,591,915) (103,021,501)

33,391,367 26,857,443

Non-controlling interest (Note 4)

12,502,668 12,465,055

45,894,035

39,322,498

$

66,940,690

$

60,310,334

NATURE OF OPERATIONS (Note 1)

SUBSEQUENT EVENTS (Note 24)

Condensed Interim Consolidated Statements of Loss and Comprehensive Loss (Expressed in Canadian Dollars)

Unaudited

Three Months Ended	Nine Months Ended
December 31,	December 31,
2021 2020	2021 2020

Sales, net of excise tax Cost of sales

Gross profit

$

• 8,404,525 $ 4,970,339 3,434,186

• 4,203,687 $ 2,935,776 1,267,911

23,640,258 $ 11,879,754 15,026,243 7,956,371

8,614,015

3,923,383

Expenses

General and administrative expenses (Note 18) Foreign exchange loss

Interest income

Amortization of intangible assets

4,252,365 1,201,157

(5,941) 196,082

3,031,272 27,171 (28,951) 115,856

12,855,439 1,223,494

(16,409) 746,375

6,801,860 301,178 (88,713)

357,381

Total expenses

(5,643,663)

(3,145,348)

(14,808,899)

(7,371,706)

Net loss for the period before other items:

Realized gain on investments at fair value Unrealized (loss) gain on investments at fair value Gain on sale of investment in associate (Note 11) Equity loss pick-up (Note 11)

Loss on write-off of property and equipment

(2,209,477)

(1,877,437)

(6,194,884)

(3,448,323)

- (302,063)

881,030

347,742 388,564

251,225 -

(718,883) 661,545

61,804

61,804

-

-

(25,165)

- (90,350)

(123)

(399,219)

(28,580) (399,219)

Net loss for the period

(2,449,859)

(1,169,566)

(6,532,801)

(2,887,783)

Other comprehensive (loss) income

Items that may be reclassified subsequently:

Share of loss from investment in associate (Note 11) Foreign currency translation adjustment

- 764,475 764,475

5,383 (766,977)

- (4,146)

(95,161) (1,221,945)

(761,594)

(4,146)

(1,317,106)

Comprehensive loss for the period

$

(1,685,384) $

(1,931,160) $

(6,536,947) $

(4,204,889)

Net loss attributable to:

Shareholders of the Company Non-controlling interest

$

(2,777,938) $ 328,079

(824,947) $ (344,619)

(6,570,414) $ 37,613

(2,503,399)

(384,384)

$

(2,449,859) $

(1,169,566) $

(6,532,801) $

(2,887,783)Loss per share - basic and diluted (Note 17)

$

(0.05) $

(0.03) $

(0.13) $

(0.07)

CAPTOR CAPITAL CORP.

Condensed Interim Consolidated Statements of Cash Flows (Expressed in Canadian Dollars)

Unaudited

Nine Months Ended

December 31, 2021 2020

Cash (used in) provided by:

Operating Activities

Net loss for the period	$	(6,532,801)	(2,887,783)
Unrealized loss (gain) on investments at fair value	718,883	(661,545)
Realized loss (gain) on investments at fair value	(347,742)	(388,564)
Foreign exchange loss (gain)	(796,059)	377,374
Gain on sale of investment in associate	(61,804)	-
Loss on write-off of property and equipment	28,580	399,219
Unrealized loss on investment in associate	-	90,350
Depreciation and amortization	2,249,776	675,705
Accretion	949,161	86,638
Stock based compensation expense	840,853	468,075
Other	-	(4,497)
Changes in non-cash working capital items:
Amounts receivable and prepaid expenses	(1,812,037)	47,419
Income tax payable	1,504,619	-
Accounts payable and accrued liabilities	124,089	(15,053)
Inventory	(675,772)	(405,062)
(3,810,254)	(2,217,724)
Financing activities
Issue of common shares and units, net of issue costs	12,267,631	-
Repurchase of shares	-	(35,816)
Lease payments	(1,716,521)	(322,852)
10,551,110	(358,668)
Investing Activities
Purchase of property and equipment	(1,136,617)	(1,288,804)
Repayments of loans and notes payable	(228,382)	(178,651)
Proceeds from loan payable	13,143	-
Purchase of investments at fair value	-	(794,868)
Proceeds from sale of investments at fair value	436,116	2,154,260
Proceeds from sale of investment in associate	61,804	-
Receipts from loan receivable	-	17,040
(853,936)	(91,023)
Foreign exchange effect	(19,185)	(309,283)
Change in cash and cash equivalents	5,886,920	(2,667,415)
Cash and cash equivalents, beginning of period	17,363,137	19,766,334
Cash and cash equivalents, end of period	$	23,230,872
SUPPLEMENTAL INFORMATION:
Interest received	$	16,409
Interest paid	$	-

$

$ 16,789,636

$ 15,317 $ 4,738

CAPTOR CAPITAL CORP.

Condensed Interim Consolidated Statements of Changes in Shareholders' Equity (Expressed in Canadian Dollars)

Unaudited

Accumulated

Share	Contributed
Capital	Surplus	Total
Balance, March 31, 2020	$ 104,151,855	$ 29,060,545	$	$	35,011,528
Share repurchase	(521,661)	-	(35,816)
Change in ownership interest in subsidiary	-	-	14,813,610
Share based compensation	-	468,075	468,075
Net comprehensive loss for the period	-	-	(4,204,889)
Balance, December 31, 2020	$ 103,630,194	$ 29,528,620	$	$	46,052,508
Balance, March 31, 2021	$ 103,604,649	$ 29,528,620	$	$	39,322,498
Common shares issued for private placement	12,160,818	-	12,160,818
Cost of issue	(32,687)	-	(32,687)
Common shares issued for exercise of options	249,705	(110,205)	139,500
Share based compensation (note 16)	-	840,853	840,853
Net comprehensive loss for the period	-	-	(6,536,947)
Balance, December 31, 2021	$ 115,982,485	$ 30,259,268	$

Loss

Other ComprehensiveNon-controllingDeficit

Interest

(539,634) $ - - - (1,317,106)

(97,661,238) $ 485,845

- - (2,887,783)

- - 14,813,610 - (384,384)

(1,856,740) $ (100,063,176) $ 14,429,226

(3,254,325) $ (103,021,501) $ 12,465,055

- - - - (4,146)

- - - - (6,570,414)

- - - - 37,613

(3,258,471) $ (109,591,915) $ 12,502,668

$ 45,894,035