Aptose Biosciences Inc. Annual reports filed by certain Canadian issuers pursuant to Section 15(d) and Rule 15d-4

Annual reports filed by certain Canadian issuers pursuant to Section 15(d) and Rule 15d-4

Note 9 - Share Capital

Note 9 - Share Capital

12 Months Ended

Dec. 31, 2017

Disclosure of share capital, reserves and other equity interest [text block]

9.	Share capital:

The company has authorized share capital of an unlimited number of common voting shares.

(a)

Continuity of common shares and warrants:

	Common shares				Warrants
	Number (in thousands)		Amount		Number (in thousands)			Amount
			(as recast – note 3 (b))					(as recast – note 3 (b))

Balance, December 31, 2014		11,700		210,454		209		$	485
Warrant exercises		81		429		(81	)		(150	)
Warrant expiry		-		-		(55	)		(250	)
Option exercises		143		1,075		-			-
Common shares issued under ATM (b)(ii)		2		8
Promissory note conversion		122		342		-			-
Balance, December 31, 2015		12,048		212,308		73		$	85
Common shares under the ATM (b)(ii)		3,674		5,726		-
Warrant expiry (c)(i)		-		-		(73	)		(85	)
Balance, December 31, 2016		15,722		218,034		-		$	-

	Common shares				Warrants
	Number (in thousands)		Amount		Number (in thousands)		Amount
Balance, December 31, 2016		15,722		218,034		-	$	-
Common shares under the ATM (b)(ii)		10,952		13,394		-		-
Common shares issued under share purchase agreement (b(i))		678		324		-		-
Common shares issued under redemption of restricted share units		150		171		-		-
Balance, December 31, 2017		27,502		231,923		-	$	-

(b)

Equity issuances:

(i)

Share purchase agreement

October 27, 2017,

we entered into the Aspire Purchase Agreement, which provides that, upon the terms and subject to the conditions and limitations set forth therein, Aspire Capital is committed to purchase up to an aggregate of

$15,500,000

of Common Shares over approximately

months. Pursuant to the terms of this agreement, on

October 31, 2017,

Aspire Capital purchased

357,143

Common Shares for gross proceeds of

$500

thousand (

$324

thousand net of cash share issue costs). We also issued

321,429

Common Shares to Aspire Capital in consideration for entering into the Aspire Purchase Agreement.

(ii)

At-The-Market (“ATM”) Facility

April 2, 2015,

Aptose entered into an at-the-market (“ATM”) equity facility with Cowen and Company, LLC, acting as sole agent. Under the terms of the ATM, Aptose was permitted to sell Common Shares having an aggregate offering value of

US$20,000,000

on NASDAQ. The ATM expired on

December 29, 2017

and as at that date the Company had issued a cumulative

$20,000,000

of Common Shares pursuant to this facility.

During the year ended

December

31,

2017,

the Company issued

10,952,093

common shares under the ATM at an average price of

$1.27

per share for gross proceeds of

$13.9

million (

$13.4

million net of share issue costs). Costs associated with the proceeds included a

cash commission as well as legal and accounting fees

During the year ended

December

31,

2016,

the Company issued

3,673,933

common shares under the ATM at an average price of

$1.65

per share for gross proceeds of

$6.05

million (

$5.7

million net of share issue costs). Costs associated with the proceeds included a

cash commission as well as legal and accounting fees.

(c)

Warrants:

During the year ended

December

31,

2016,

thousand warrants with an original fair value of

$85

thousand expired unexercised. The original fair value amount was transferred from warrants to contributed surplus.

Warrants exercised during the year ended December 31, 2015:
(in thousands)	Number		Proceeds
August 2011 warrants (i)		16	$	68
June 2013 private placement warrants (ii)		47		115
December 2013 broker warrants (iii)		18		96
Total		81	$	279

In addition to the cash proceeds received, the original fair value related to these warrants of

$150

thousand was transferred from warrants to share capital. This resulted in a total amount of

$429

thousand credited to share capital.

(i)

August

2011

warrants were exercisable into common shares of Aptose at a price per share of

CA$5.40

and expired in

August

2016.

(ii)

June 2013

private placement warrants were exercisable into common shares of Aptose at a price per share of

CA$3.00

and expired in

June 2015.

(iii)

December

2013

broker warrants were exercisable into common shares of Aptose at a price per share of

CA$6.60

and expired in

December

2015.

(d)

Continuity of contributed surplus:

Contributed surplus is comprised of the cumulative grant date fair value of expired share purchase warrants and expired stock options as well as the cumulative amount of previously expensed and unexercised equity settled share-based payment transactions.

(e)

Loss per share:

Loss per common share is calculated using the weighted average number of common shares outstanding and is presented in the table below:

(in thousands)	Year ended Dec 31, 2017		Year ended Dec 31, 2016		Year ended Dec 31, 2015

Issued common shares, beginning of year		15,722		12,048		11,700
Effect of ATM issuances		6,402		695		-
Effect of shares issued pursuant to share purchase agreement		113		-		-
Effect of RSU redemptions		76		-
Effect of warrant exercises		-		-		49
Effect of option and DSU exercises				-		103
Effect of promissory note conversions		-		-		54
Balance, end of year		22,313		12,743		11,906

The effect of any potential exercise of the Company’s stock options and warrants outstanding during the year has been excluded from the calculation of diluted loss per common share as it would be anti-dilutive.