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Xebec Adsorption Inc.

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FY2017 Annual Report · Xebec Adsorption Inc.
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Xebec Adsorption Inc. 

Consolidated Financial Statements 
December 31, 2017 and 2016 
(expressed in Canadian dollars) 

Independent Auditor's Report 

To the Shareholders of 
Xebec Adsorption Inc. 

We  have  audited  the  accompanying  consolidated  financial  statements  of  Xebec 
Adsorption Inc. which comprise the consolidated statements of financial position as 
at December 31, 2017 and 2016 and the consolidated statements of income (loss), 
the  consolidated  statements  of  comprehensive  income  (loss),  the  consolidated 
statements of changes in equity and the consolidated statements of cash flows for 
the years then ended, and a summary of significant accounting policies and other 
explanatory information. 

Management’s responsibility for the consolidated financial statements 

Management  is  responsible  for  the  preparation  and  fair  presentation  of  these 
consolidated  financial  statements  in  accordance  with  International  Financial 
Reporting  Standards  (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. 

Auditor’s responsibility 

Our responsibility is to express an opinion on these consolidated financial statements 
based  on  our  audits.  We  conducted  our  audits  in  accordance  with  Canadian 
generally accepted auditing standards. Those standards require that we comply with 
ethical requirements and plan and perform the audit to obtain reasonable assurance 
about  whether  the  consolidated  financial  statements  are  free  from  material 
misstatement. 

An audit involves performing procedures to obtain audit evidence about the amounts 
and disclosures in the consolidated financial statements. The procedures selected 
depend on the auditor’s judgment, including the assessment of the risks of material 
misstatement of the consolidated financial statements, whether due to fraud or error. 
In making those risk assessments, the auditor considers internal control relevant to 
the entity’s preparation and fair presentation of the consolidated financial statements 
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 entity’s internal 
control. An audit also includes evaluating the appropriateness of accounting policies 

Raymond Chabot GrantThorntonLLPSuite 2000National Bank Tower600 De La Gauchetière Street WestMontréal, Quebec  H3B 4L8T  514-878-2691Member of Grant Thornton International Ltdrcgt.com2 

used  and  the  reasonableness  of  accounting  estimates  made  by  management,  as 
well as evaluating the overall presentation of the consolidated financial statements. 

We believe that the audit evidence we have obtained is sufficient and appropriate to 
provide a basis for our audit opinion. 

Opinion 

In  our  opinion,  the  consolidated  financial  statements  present  fairly,  in  all  material 
respects, the financial position of Xebec Adsorption Inc. as at December 31, 2017 
and 2016 and its financial performance and its cash flows for the years then ended, 
in accordance with International Financial Reporting Standards (IFRS). 

Emphasis of matter 

Without  modifying  our  opinion,  we  draw  attention  to  Note  1  to  the  consolidated 
financial statements which indicates the existence of an uncertainty that may cast  
doubt of the Company’s ability to continue as a going concern. 

Montreal 
April 23, 2018 

1

1  CPA auditor, CA public accountancy permit no. A125741 

Xebec Adsorption Inc. 
Consolidated Statements of Financial Position 
As at December 31,  2017 and 2016 
(expressed in Canadian dollars) 

Assets

Current assets 
Cash 
Trade and other receivables (Note 5)
Inventories  (Note 6)
Investment tax credits receivable
Other current assets

Total current assets

Non-current assets 
Property, plant and equipment (Note 7)
Intangible assets  (Note 8)

Total non-current assets

Total assets

Liabilities 

Current liabilities  
Bank loan (Note 9)
Credit facility (Note 10)
Trade, other payables and accrued liabilities (Note 11)
Deferred revenue (Note 12)
Current portion of long-term debt (Note 13a))
Current portion of government royalty program obligation (Note 13b))
Current portion of provisions (Note 14)

2017  
$

2016  
$

1,341,121
4,133,259
1,963,392
15,943
260,157

1,088,592
2,449,441
1,329,516
47,953
188,297

7,713,872

5,103,799

208,632
418,363

626,995

274,538
190,743

465,281

8,340,867

5,569,080

-

1,437,912
3,585,755
720,996
22,236
86,826
16,689

755,000

-

3,623,259
942,575
22,112
757,540
209,133

Total current liabilities

5,870,414

6,309,619

Non-current liabilities
Long-term debt (Note 13 a))
Government royalty program obligation (Note 13 b))
Obligation arising from shares issued by a subsidiary (Note 15)
Government grants
Deferred rent
Provisions (Note 14)
Deferred tax liability

Total non-current liabilities

Total liabilities

Equity 
Share capital (Note 16)
Contributed surplus
Equity component of convertible debentures 
Accumulated other comprehensive loss
Deficit

Total equity 

Total liabilities and equity 

2,223,478
504,546
3,912,314

-
132,815
5,601
81,989

774,788

-

3,582,135
2,083
138,516
8,926
-

6,860,743

4,506,448

12,731,157

10,816,067

19,703,836
3,339,740
291,389
(1,049,455)
(26,675,800)

19,318,856
2,996,621
150,304
(940,216)
(26,772,552)

(4,390,290)

(5,246,987)

8,340,867

5,569,080

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

Approved by the Board of Directors  

__________________________________ Director

(signed) Kurt Sorschak 

(signed) Joseph Petrowski 

___________________________________ Director

Xebec Adsorption Inc. 
 Consolidated Statements of  Income (Loss) 
 For the years ended December 31, 2017 and 2016 
(expressed in Canadian dollars) 

Revenue (Note 27)

Cost of goods sold

Gross margin

Research and development expenses (Note 

19)

Selling and administrative expenses 
Foreign exchange loss
Insurance compensation for damage to 

inventories

Gain on conversion of shares issued by a 

subsidiary (Note 15)

Operating income (loss)

Other charge (income)
Finance income 
Finance expenses (Note 20)

Income (loss) before income taxes 

Income taxes (Note 22) 

Net income (loss) for the year

Net income (loss) per share 
Basic and diluted net income (loss) per share (Note 

16)

2017 
$

2016 
$

14,745,931

9,587,381

8,977,709

7,419,727

5,768,222

2,167,654

(31,114)
5,217,075
131,149

(132,366)

142,696
4,354,639
213,303

-

(2,358)

(352,248)

5,182,386

4,358,390

585,836

(2,190,736)

(122,068)
611,152

489,084

(3,893)
543,916

540,023

96,752

(2,730,759)

-

(59,316)

96,752

(2,671,443)

0.002

(0.07)

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

Xebec Adsorption Inc. 
Consolidated Statements of Comprehensive  Income (Loss)  
 For the years ended December 31, 2017 and 2016 
(expressed in Canadian dollars) 

Net income (loss) for the year 

Other comprehensive income (loss) 
Cumulative translation adjustment

Comprehensive loss for the year

2017 
$

2016 
$

96,752

(2,671,443)

(109,239)

165,605

(12,487)

(2,505,838)

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

Amount

Total 
$

(2,962,695)

(2,671,443)

165,605
(2,505,838)

- 

-

-
-

Xebec Adsorption Inc. 
Consolidated Statements of Changes in Equity 
For the years ended December 31, 2017 and 2016 
(expressed in Canadian dollars) 

Number

Common
shares

Share capital
– Common
shares  
$

Contributed 
surplus 
$

Accumulated
other
comprehensive
income (loss)
$

Equity 
Component of 
convertible  
debentures
$

Deficit
$

Balance – January 1, 2016 

39,363,867

19,318,856

2,925,379

(1,105,821)

(24,101,109)

Net loss for the year

Other comprehensive  income
Comprehensive income (loss) for the year

Issuance of convertible debentures (net of 

deferred tax liability of  $ 59,316 (Note  22)

Stock-based compensation expense (Note 17)

-

-
-

-

-

-
-

-

-

-
-

-

165,605
165,605

(2,671,443)

-
(2,671,443)

71,242

-

-

71,242

150,304

150,304

Balance – December 31, 2016

39,363,867

19,318,856

2,996,621

(940,216)

(26,772,552)

150,304

(5,246,987)

Balance – January 1, 2017 

39,363,867

19,318,856

2,996,621

(940,216)

(26,772,552)

150,304 

(5,246,987)

Net income for the year

Other comprehensive loss
Comprehensive loss for the year

Stock-based compensation (Note 17)

Issuance of convertible debentures (net of 

deferred tax liability of  $ 81,989 (Note  22)

-

-
-

-

-

-
-

-

-
-

-

(109,239)
(109,239)

96,752

-
96,752

-

372,603

-

-

-

-

-

-

-

-
-

-

96,752

(109,239)
(12,487)

372,603

186,177

186,177

-

(45,092)

291,389

59,051

251,353

(4,390,290)

Share issued from the exercise of options 

Conversion of convertible debentures

1,140,500

2,000,000

88,535

296,445

(29,484)

-

Balance – December 31, 2017

42,504,367

19,703,836

3,339,740

(1,049,455)

(26,675,800)

Accumulated other comprehensive income (loss) relates solely to cumulative translation adjustments. 

The accompanying notes are an integral part of the consolidated financial statements. 

Xebec Adsorption Inc. 
Consolidated Statements of Cash Flows 
 For the years ended December 31, 2017 and 2016 
(expressed in Canadian dollars) 

Cash flows from 

Operating activities 
Net income (loss) for the year
Items not affecting cash

Depreciation of property, plant and equipment (Note 7)
Amortization of intangible assets (Note 8)
Reversal of inventory write-down (Note 6)
Government grant
Accretion  finance expenses and  gain on revaluation of 

government royalty program obligation (Note 13b))
Accretion of the obligation arising from shares issued by a 

subsidiary (Note 15)

Accretion of  convertible debentures (Note 13 a))
Stock-based compensation expense (Note 17)
Future income taxes (Note 22)
Reversal of trade payables
Reversal of allowance for doubtful accounts (Note 18)
Deferred rent

Change in non-cash working capital balances related to 

operations (Note 23)

Investing activities 
Acquisition of property, plant and equipment
Acquisition of intangible assets

Financing activities 
Increase (decrease) of bank loan
Proceeds from debenture units
Debenture issue costs
Increase from obligation under capital lease
Credit facility (Note 10)
Proceeds from  issuance of share capital (Note 17)
Repayment of long-term debt
Repayment of government royalty program obligation (Note 

13b))

Net increase (decrease) in cash during the year 

Cash – Beginning of year 

Effect of exchange rate changes on cash 

Cash and cash equivalent – End of year 

Additional information 
Interest paid

2017 
$

2016 
$

96,752

(2,671,443)

87,584
80,325
(189,065)
(2,083)

(91,168)

332,537
86,549
372,603

-

(697,659)
(315,145)
(5,701)

(244,471)

94,785
76,837
(17,420)
(5,000)

33,499

350,575
16,327
71,242
(59,316)
(657)
-
26,384

(2,084,187)

(1,610,526)

(655,667)

(1,854,997)

(2,739,854)

(26,110)
(308,702)

(334,812)

(755,000)
2,024,149
(129,390)
11,327
1,437,912
59,051
(24,303)

(75,000)

2,548,746

(55,605)
(28,894)

(84,499)

380,000
1,000,000
(51,928)
42,120
-
-
-

-

1,370,192

358,937

(1,454,161)

1,088,592

(106,408)

1,341,121

2,717,965

(175,212)

1,088,592

378,098

143,515

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

Xebec Adsorption Inc. 
Notes to Consolidated Financial Statements 
December 31, 2017 and 2016 
(expressed in Canadian dollars) 

1. Nature of business and liquidity risk  

a) Nature of business 

Xebec Adsorption Inc. (“Xebec” or the “Company”) is a global provider which specializes in the 
design  and  manufacture  of  cost-effective  and  environmentally  responsible  purification, 
separation,  dehydration  and  filtration  equipment  for  gases  and  compressed  air.  Xebec’s  main 
product lines are: biogas plants for the purification of biogas from agricultural digesters, landfill 
sites  and  waste  water  treatment  plants,  natural  gas  dryers  for  natural  gas  refuelling  stations, 
associated  gas  purification  systems  which  enable  diesel  displacement  on  drilling  sites,  and 
hydrogen  purification  systems  for  fuel  cell  and  industrial  applications.  The  Company  is 
incorporated and domiciled in Canada and is listed on the TSX Venture (TSXV) Exchange under 
the symbol XBC-V. The address of its registered office is 730 Industriel Boulevard, Blainville, 
Quebec, Canada.  The Company’s web site address is www.xebec.com. 

b) Going concern 

The  consolidated  financial  statements  have  been  prepared  on  the  basis  of  the  going  concern 
assumption,  meaning  that  the  Company  will  be  able  to  realize  its  assets  and  discharge  its 
liabilities in the normal course of operations. The Company has realized an operating income of 
$585,836  (an  operating  loss  of  $2,190,736  in  2016),  had  cash  outflows  from  operations  of 
$1,854, 997 for the year ended December 31, 2017 ($2,739,854 in 2016) , finished the year with 
cash  amounting  to  $1,341,121  ($1,088,592  in  2016)  and  a  working  capital  of  $1,843,458    (a 
negative  working  capital  of  $1,205,820  in  2016)  and  had  access  to  credit  facilities  totalling 
$750,000  of  which  $0  ($755,000  in  2016)  has  been  used  (see  Note  9).  During  the  year, 
management  undertook  various  initiatives  and  developed  a  plan  to  manage  its  operating  and 
liquidity risks in light of prevailing economic conditions. Management is also currently seeking 
alternative financings for its operations. The Company has prepared a budget for 2018 for which 
management  believes  the  assumptions  are  reasonable.  Achieving  budgeted  results  is  dependent 
on  improving  the  volume  of  revenues,  delivering  on  sales  and  contract  schedules,  meeting 
expected overall operating margin levels and controlling general and administrative costs.  

The Company is thus faced with uncertainties that may have an impact on future operating results 
and liquidity. These uncertainties include fluctuations in foreign currency rates and achieving the 
Company’s  business  plan  goals  as  mentioned  in  the  previous  paragraph.  While  management 
believes it has developed planned courses of action to mitigate operating and liquidity risks, there 
is  no  assurance  that  management  will  be  able  to  achieve  its  business  plan  and  maintain  the 
necessary  liquidity  level  including  accessing  liquidities  from  China  if  events  or  conditions 
develop  that  are  not  consistent  with  management’s  expectations,  key  budget  assumptions  for 
2018  and  planned  courses  of  action.  Therefore,  the  Company  may  require  additional  external 
funding, and there is no assurance that it would be successful. Future changes in capital markets 
conditions could result in such funding not being available when required or at acceptable costs. 
The  Company  is  unable  to  predict  the  possible  effects,  if  any,  of  such  uncertainties  and  the 
potential adjustments to the carrying values of assets and liabilities that could be needed should 
the Company have insufficient liquidity. Such adjustments could be material. 

(1) 

Xebec Adsorption Inc. 
Notes to Consolidated Financial Statements 
December 31, 2017 and 2016 
(expressed in Canadian dollars) 

2. Basis of compliance and basis of preparation  

The Company prepares its consolidated financial statements in accordance with International Financial 
Reporting Standards (IFRS). 

These  consolidated  financial  statements  were  approved  for  issue  by  the  Board  of  Directors  of  the 
Company on April 23, 2018. 

The consolidated financial statements have been prepared on the historical cost convention, except for 
where IFRS requires recognition at fair value  

These  consolidated  financial  statements  are  based  on  the  accounting  policies  as  described  below. 
These policies have been consistently applied to all the periods presented, unless otherwise stated. 

3. Significant accounting policies 

Basis of consolidation 

These  consolidated  financial  statements  include  the  accounts  of  the  Company  and  its  subsidiaries. 
Subsidiaries are entities controlled by the Company. Control is achieved when the Company: 

• 
• 
• 

has power over the investee; 
is exposed, or has rights, to variable returns from its involvement with the investee; and  
has the ability to use its power to affect its returns.  

The Company reassesses whether or not it controls an investee if facts and circumstances indicate that 
there are changes to one or more of the three elements of control listed above.  

When the Company has less than a majority of the voting rights of an investee, it has power over the 
investee  when  the  voting  rights  are  sufficient  to  give  it  the  practical  ability  to  direct  the  relevant 
activities of the investee unilaterally. The Company considers all relevant facts and circumstances in 
assessing  whether  or  not  the  Company's  voting  rights  in  an  investee  are  sufficient  to  give  it  power, 
including:  

• 

• 

• 

the size of the Company's holding of voting rights relative to the size and dispersion of holdings 
of the other vote holders;  

potential voting rights held by the Company, other vote holders or other parties;  

rights arising from other contractual arrangements; and  

(2) 

Xebec Adsorption Inc. 
Notes to Consolidated Financial Statements 
December 31, 2017 and 2016 
(expressed in Canadian dollars) 

• 

any additional facts and circumstances that indicate that the Company has, or does not have, the 
current  ability  to  direct  the  relevant  activities  at  the  time  that  decisions  need  to  be  made, 
including voting patterns at previous shareholders' meetings.  

Intercompany transactions, balances and unrealized gains and losses on transactions between different 
entities within the Company are eliminated. Subsidiaries comprise Xebec Adsorption (Shanghai) Co. 
Ltd.,  which  is  70%  owned,  Xebec  Adsorption  USA  Inc.  (Houston)  and  Xebec  Adsorption  Europe 
SARL which are wholly owned. Subsidiaries are fully consolidated from the date on which control is 
obtained by the Company and are deconsolidated from the date that control ceases. The Company has 
the  obligation  to  repurchase  the  Minority  Shareholders'  interest  owned  in  Xebec  Adsorption 
(Shanghai)  Co.  Ltd.  under  certain  circumstances  (see  Note  15).  Therefore,  the  accounts  of  Xebec 
Adsorption (Shanghai)  Co.  Ltd.  are  consolidated  at  100%  and the Minority  Shareholders'  interest is 
presented as a financial liability in these consolidated financial statements. 

Changes in the Company's ownership interests in subsidiary that do not result in the Company losing 
control  over  the  subsidiaries  are  accounted  for  as  equity  transactions  or  liability  transactions 
depending  on  the  conditions  that  these  changes  occurred.  The  carrying  amounts  of  the  Company's 
interests are adjusted to reflect the changes in their relative interests in the subsidiaries. 

Inventories 

Inventories are stated at the lower of cost and net realizable value for raw materials, work in progress 
and finished goods. Costs of raw materials are determined on an average cost basis. Work in progress 
and finished  goods  include  materials,  direct labour and  production  overhead.  Net realizable  value is 
the estimated selling price for inventories less all estimated costs of completion and cost necessary to 
make the sale. Inventories are recorded net of any obsolescence provision.  

A  new  assessment  is  made  in  each  subsequent  year  when  inventories  are  adjusted  to  net  realizable 
value. When the circumstances that previously caused inventories to be written down below cost no 
longer exist or when there is clear evidence of an increase in net realizable value because of changed 
economic  circumstances, the  amount  of the  writedown  is reversed (i.e. the reversal is limited  to  the 
amount of the original writedown) so that the new carrying amount is the lower of cost and the revised 
net realizable value. 

Property, plant and equipment 

Property,  plant  and  equipment  are  stated  at  cost  less  accumulated  depreciation  and  accumulated 
impairment  losses.  Cost  includes  expenditures  that  are  directly  attributable  to  the  acquisition  of  the 
asset. Subsequent costs are included in the asset’s carrying amount or recognized as a separate asset, 
as  appropriate,  only  when  it  is  probable  that  future  economic  benefits  associated  with  the  item  will 
flow to the Company and the cost can be measured reliably. The carrying amount of a replaced asset is 
derecognized when replaced. Repairs and maintenance costs are charged to the consolidated statement 
of income (loss) during the year in which they are incurred. 

The  major  categories  of  property,  plant  and  equipment  are  depreciated  on  a  straight-line  basis  as 
follows: 

(3) 

Xebec Adsorption Inc. 
Notes to Consolidated Financial Statements 
December 31, 2017 and 2016 
(expressed in Canadian dollars) 

Machinery and equipment
Office furniture and equipment
Computers 
Moulds
Vehicles

3 to 10 years
2 to 5 years
3 years
5 years
5 years

The  Company  allocates  the  amount  initially  recognized  in  respect  of  an  item  of  property,  plant  and 
equipment  to  its  significant  components  and  depreciates  each  such  component  separately.  Residual 
values,  method  of  depreciation  and  useful  lives  of  the  assets  are  reviewed  annually  and  adjusted  if 
appropriate. 

Gains  and  losses  on  disposals  of  property,  plant  and  equipment  are  determined  by  comparing  the 
proceeds with the carrying amount of the asset and are included as part of other gains and losses in the 
consolidated statement of income (loss). 

Identifiable intangible assets 

The Company’s intangible assets consist of software, capitalized development costs of a new line and 
engineering  standardisation  costs  when  the  criteria  mentioned  in  the  research  and  development 
expenses accounting policy are met. These assets are capitalized and amortized on a straight-line basis 
in the consolidated statement of income (loss) over the period of their expected useful lives.  

Development  costs  and  engineering  standardisation  costs  are  amortized  over  a  period  of  five  years.  
Software is amortized over a period of 3 years. 

Impairment of non-financial assets 

Property,  plant  and  equipment  and  intangible  assets  are  tested  for  impairment  whenever  events  or 
changes  in  circumstances  indicate  that  their  carrying  amounts  may  not  be  recoverable.  Long-lived 
assets that are not depreciated or amortized are subject to an annual impairment test. For the purpose 
of  measuring  recoverable  amounts,  assets  are  grouped  at  the  lowest  levels  for  which  there  are 
separately  identifiable  cash  flows  (cash-generating  units  or  CGUs).  The  recoverable  amount  is  the 
higher  of  an  asset’s  fair  value  less  costs  to  sell  and  its  value  in  use  (being  the  present  value  of  the 
expected  future cash  flows  of the  relevant  asset or  CGU).  An  impairment  loss  is  recognized for  the 
amount by which the asset’s carrying amount exceeds its recoverable amount. 

The  Company  evaluates  impairment  losses  for  potential  reversals  when  events  or  circumstances 
warrant such consideration. 

Provisions 

Provisions  for  warranties  and  legal  claims,  where  applicable,  are  recognized  in  accrued  liabilities 
when the Company has a present legal or constructive obligation as a result of past events, it is more 
likely than not that an outflow of resources will be required to settle the obligation and the amount can 

(4) 

Xebec Adsorption Inc. 
Notes to Consolidated Financial Statements 
December 31, 2017 and 2016 
(expressed in Canadian dollars) 

be  reliably  estimated.  Provisions  are  measured  at  management’s  best  estimate  of  the  expenditure 
required to  settle the obligation  at the  end  of  the  reporting  year  and  are  discounted  to  present  value 
where  the  effect  is  material.  The  Company  performs  evaluations  to  identify  onerous  contracts  and, 
where applicable, records provisions for such contracts. 

During the normal course of its operations, the Company assumes certain maintenance and repair costs 
under warranties offered on natural gas equipment, biogas, associated gas and hydrogen purification 
equipment. The warranties cover a period ranging from 12 to 18 months. A liability for the expected 
cost  of  the  warranty-related  claims  is  established  when  the  product  is  delivered  and  completed.  In 
estimating the warranty liability, historical material replacement costs and the associated labour costs 
are  considered.  Revisions  are  made  when  actual  experience  differs  materially  from  historical 
experience. 

Financial instruments 

Financial  assets  and  financial  liabilities  are  recognized  when  the  Company  becomes  a  party  to  the 
contractual provisions of the instruments. Financial assets are derecognized when the rights to receive 
cash  flows  from  the  assets  have  expired  or  have  been  transferred  and  the  Company  has  transferred 
substantially all risks and rewards of ownership. 

At  initial  recognition,  the  Company  classifies  its  financial  instruments  in  the  following  categories 
depending on the purpose for which the instruments were acquired: 

Cash 
Trade and other receivables
Bank loan
Credit facility
Trade and other payables and accrued liabilities
Long-term debt
Government royalty program obligation 
Obligation arising from  shares issued by a subsidiary 

Loans and receivables
Loans and receivables
Financial liabilities
Financial liabilities
Financial liabilities
Financial liabilities
Financial liabilities 
Financial liabilities 

Loans and receivables are non-derivative financial assets with fixed or determinable payments that are 
not quoted in an active market. Loans and receivables are initially recognized at the amount expected 
to  be  received,  less,  when  material,  a  discount  to  reduce  the  loans  and  receivables  to  fair  value. 
Subsequently, loans and receivables are measured at amortized cost using the effective interest method 
less a provision for impairment, if any. 

Financial liabilities are initially  measured at fair value and subsequently at amortized cost using the 
effective  interest  method.  Financial  liabilities  are  classified  as  current  liabilities  if  payment  is  due 
within 12 months. Otherwise, they are presented as non-current liabilities. 

Finance income and finance expenses are recognised by applying the effective interest rate, except for 
short-term receivable when the effect of discounting is immaterial. 

(5) 

Xebec Adsorption Inc. 
Notes to Consolidated Financial Statements 
December 31, 2017 and 2016 
(expressed in Canadian dollars) 

Impairment of financial assets 

At each reporting date, the Company assesses whether there is objective evidence that a financial asset 
is impaired. If such evidence exists, the Company recognizes an impairment loss. 

The loss on financial assets carried at amortized cost is the difference between the amortized cost of 
the loan or receivable and the present value of the estimated future cash flows, discounted using the 
instrument’s  original  effective  interest  rate.  The  carrying  amount  of  the  asset  is  reduced  by  this 
amount either directly or indirectly through the use of an allowance account. 

Impairment losses on financial assets carried at amortized cost are reversed in subsequent years if the 
amount of the loss decreases and the decrease can be related objectively to an event occurring after the 
impairment was recognized.  

Government royalty program obligations 

The  Company  receives from  time  to  time,  from  different  government  agencies, funding  designed to 
promote  economic  growth,  create jobs  and  wealth  and  support sustainable  development.  In  some  of 
these  arrangements,  the  Company  has  a  contractual  obligation  to  repay  the  contributions  to  the 
government  agency,  with  repayments  determined  as  a  percentage  of  specified  revenues  over  a 
contractually defined royalty year. Such arrangements are recognized as government royalty program 
obligations  at  initial  recognition  when  the  contribution  is  received.  These  obligations  are  estimated 
based on future projections, discounted using a rate that reflects the liability-specific risks. Over time, 
interest  expense  is  recognized  as  a  result  of  accretion  of  the  long-term  obligations,  while  royalty 
payments  are  recorded  against  the  obligations.  Subsequently,  the  government  royalty  program 
obligations are re-measured using the original discount rate when the future projections initially used 
to measure the obligations are revised. Resulting changes in the carrying amount of these obligations 
are recognized in the consolidated statement of income (loss) as finance income or finance expenses. 

Share capital 

Common  shares  are  classified  as  equity.  Incremental  costs  directly  attributable  to  the  issuance  of 
shares are recognized as a deduction from share capital. 

Basic and Diluted Income (Loss) per Share 

Basic income (loss) per share is calculated by dividing net income (loss) for the year attributable to 
equity owners of the Company by the weighted average number of common shares outstanding during 
the year (Note 16). 

Diluted income (loss) per share  is calculated by adjusting the weighted average number of common 
shares outstanding for dilutive instruments. The number of shares included with respect to options and 
similar instruments is computed which assumes that if all dilutive securities had been exercised at the 

(6) 

Xebec Adsorption Inc. 
Notes to Consolidated Financial Statements 
December 31, 2017 and 2016 
(expressed in Canadian dollars) 

later of the beginning of the year and the date of issuance, as the case may be, the proceeds would be 
used to purchase common shares of the Company at the average market value during the year. 

Revenue recognition 

The  Company  earns  revenues  mainly  from  the  sale  of  natural  gas  dryers,  air  dryers  and  hydrogen 
purification  solutions  (commercial  equipment).  The  Company  recognizes  revenue  on  commercial 
equipment sales when it is probable that the economic benefits will flow to the Company and delivery 
has occurred, the sales price is fixed or determinable and collectability is reasonably assured. These 
criteria  are  generally  met  at  the  time  the  product  is  shipped  and  delivered  to  the  customer  and, 
depending on the delivery conditions, title and risk have passed to the customer and acceptance of the 
product has been obtained. Provisions are established for estimated product returns and warranty costs 
at the time revenue is recognized. Cash received in advance of all of these revenue recognition criteria 
being met is recorded as deferred revenue. 

Revenues  from  long-term  production-type  contracts  such  as  biogas  purification  equipment  and 
engineering  service  contracts  are  determined  under  the  percentage-of-completion  method  whereby 
revenues are recognized based on the costs incurred to date in relation to the total expected costs of a 
contract  (costs  being  composed  mainly  of  materials  and  labour).  Costs  and  estimated  profit  on 
contracts in progress in excess of amounts billed are reflected as work in progress. Cash received in 
advance of revenues being recognized on contracts is recorded as deferred revenue.  

The Company monitors its contracts with customers on a regular basis to determine if a loss is likely 
to occur. If a loss is anticipated on a contract, the entire estimated loss is recorded as a cost of goods 
sold in the year in which the loss becomes evident and reasonably estimable. 

Revenue is measured based on the price specified in the sales contract, net of discounts and estimated 
returns  at  the  time  of  sale.  Historical  experience  is  used  to  estimate  and  provide  for  discounts  and 
returns. 

Government grants 

Non-refundable  grants  relating  to  property,  plant  and  equipment  are  accounted  for  as  deferred 
government grants and amortized on the same basis as the related assets. 

Research  and  experimental  development  tax  credits  are  recognized  using  the  cost  reduction  method 
when  there  is  reasonable  assurance  of  their  recovery.  Investment  tax  credits  are  subject  to  the 
customary approvals by the pertinent tax authorities. Adjustments, if required, are reflected in the year 
when such assessments are received. 

Leases 

Leases in which a significant portion of the risks and rewards of ownership are retained by the lessor 
are  classified  as  operating  leases.  Payments  made  under  operating  leases  (net  of  any  incentives 

(7) 

Xebec Adsorption Inc. 
Notes to Consolidated Financial Statements 
December 31, 2017 and 2016 
(expressed in Canadian dollars) 

received from the lessor) are charged to the consolidated statement of income (loss) on a straight-line 
basis over the lease term. 

Leases where the Company has substantially all the risks and rewards of ownership are classified as 
finance  leases.  Finance  leases  are  capitalized  at  the  lease’s  commencement  at  the  lower  of  the  fair 
value of the leased property and the present value of the minimum lease payments. 

Each lease payment is allocated between the liability and finance charges. The interest element of the 
finance  cost  is  charged  to  the  consolidated  statement  of  loss  over  the  lease  year  so  as  to  produce  a 
constant yearly rate of interest on the remaining balance of the liability for each year. Assets acquired 
under finance leases are depreciated over the shorter of the useful life of the asset and the lease term. 

Stock-based compensation plans 

The  Company  accounts  for  stock  options  using  the  fair  value  method.  Each  tranche  in  an  award  is 
considered  a  separate  award  with  its  own  vesting  year  and  grant  date  fair  value.  Fair  value  of  each 
tranche  is  measured  at  the  date  of  grant  using  the  Black-Scholes  option  pricing  model.  The  Black-
Scholes  model  was  developed  to  estimate  the  fair  value  of  traded  options  that  have  no  vesting 
restrictions and are fully transferable. In addition, this model usually requires the input of assumptions, 
including expected stock price volatility. For options granted to directors, officers and employees of 
the  Company,  compensation  expense  is  recognized  over  the  tranche’s  vesting  period  by  increasing 
contributed surplus based on the number of awards expected to vest. The number of awards expected 
to  vest  is  reviewed  at  least  annually.  For  options  granted  to  non-employees,  the  transaction  is 
measured with reference to the fair value of the goods or services when received. Related expense is 
recognized over the period during which the goods or services from the non-employees are received. 
A corresponding increase is recorded in contributed surplus when stock options are expensed. When 
stock  options  are  exercised,  share  capital  is  credited  by  the  sum  of  the  consideration  paid  and  the 
related amount previously recorded in contributed surplus. 

Research and development expenses 

Research  expenses  are  charged  to  expenses  as  incurred.  Development  expenses  are  charged  to 
expenses  as  incurred  unless  they  meet  criteria  for  deferral  and  amortization.  During  the  year  ended 
December 31, 2017, development expenses related to development costs of a new line and engineering 
standardisation costs were deferred and accounted for as identified intangible asset. 

Income taxes 

Income tax comprises current and deferred tax. Income tax is recognized in the consolidated statement 
of loss except to the extent that it relates to items recognized directly in other comprehensive income 
or equity, in which case the income tax is also recognized directly as such. 

Current  income  tax  is  the  expected  tax  payable  on  the  taxable  income  for  the  year,  using  tax  rates 
enacted or substantively enacted at the end of the reporting year, and any adjustment to tax payable in 
respect of previous years. 

(8) 

Xebec Adsorption Inc. 
Notes to Consolidated Financial Statements 
December 31, 2017 and 2016 
(expressed in Canadian dollars) 

In general, deferred income tax is recognized in respect of temporary differences arising between the 
tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements. 
Deferred income tax is determined on a non-discounted basis using tax rates and laws that have been 
enacted or substantively enacted at the statement of financial position date and are expected to apply 
when  the  deferred  tax  asset  or  liability  is  settled.  Deferred  income  tax  assets  are  recognized  to  the 
extent that it is probable that the assets can be recovered. 

Deferred income tax is provided on temporary differences arising on investments in subsidiaries and 
associates,  except  where  the  timing  of  the  reversal  of  the  temporary  difference  is  controlled  by  the 
Company and it is probable that the temporary difference will not reverse in the foreseeable future. 

Deferred income tax assets and liabilities are presented as non-current. 

Foreign currency translation 

Functional and presentation currency: 

Items included in the financial statements of each entity consolidated in the Company group are 
measured using the currency of the primary economic environment in which the entity operates 
(the  functional  currency).  The  consolidated  financial  statements  are  presented  in  Canadian 
dollars, which is the Company’s functional currency. 

The  financial  statements  of  entities  that  have  a  functional  currency  different  from  that  of  the 
Company  (foreign  operations)  are  translated  into  Canadian  dollars  as  follows:  assets  and 
liabilities – at the closing rate at the date of the statement of financial position, and income and 
expenses  –  at  the  average  rate  of  the  year  (to  the  extent  this  is  considered  a  reasonable 
approximation  to  actual  rates).  All  resulting  changes  are  recognized  in  other  comprehensive 
income (loss) as cumulative translation adjustment. 

When an entity disposes of its entire interest in a foreign operation, or loses control, joint control 
or significant influence over a foreign operation, the foreign currency gains or losses accumulated 
in other comprehensive income (loss) related to the foreign operation are recognized in profit or 
loss. If an entity disposes of part of an interest in a foreign operation which remains a subsidiary, 
a proportionate amount of foreign currency gains or losses accumulated in other comprehensive 
income  (loss)  related  to  the  subsidiary  is  reallocated  between  controlling  and  non-controlling 
interests. 

Transactions and balances: 

Foreign currency transactions are translated into the functional currency using the exchange rates 
prevailing at the dates of the transactions. Generally, foreign exchange gains and losses resulting 
from  the  settlement  of  foreign  currency  transactions  and  from  the  translation  at  year-end 
exchange  rates  of  monetary  assets  and  liabilities  denominated  in  currencies  other  than  an 
operation’s functional currency are recognized in the consolidated statement of income (loss). 

(9) 

Xebec Adsorption Inc. 
Notes to Consolidated Financial Statements 
December 31, 2017 and 2016 
(expressed in Canadian dollars) 

Segment reporting 

The Company have many product lines classified into three segments according to the technology, the 
products functionalities and uses.  

Clean Technology allows delivering of renewable gas for the production of fuel for a wide variety of 
applications, from fuel cells to the replacement of fossil fuels in transportation. 

Industrial  Compressed  Air  and  Gas  Treatment  uses  filtration  technology  to  separate  liquid  droplets, 
particles or solid contaminants, and oil vapor out of air and gas flows. This segment distributes many 
types of Airdryers and provides OEM replacement parts and maintenance for aftermarket. 

Oil and Gas segment focus on the commercialization of innovative membrane technology. 

For management purposes, the Company uses the same measurement policies as those in its financial 
statements. 

In  addition,  corporate  assets  are  used  by  each  segment  and  are  therefore  not  attributable  to  any 
segment in particular. 

Accounting standards issued but not yet applied that have relevance to the Company 

The following standards have been issued but are not yet effective: 

In May 2014, the IASB issued IFRS 15, “Revenues from Contracts with Customers”, to specify how 
and  when  to recognize  revenue  as  well  as  requiring  the  provision  of  more  information  and  relevant 
disclosure.  IFRS  15  supersedes  IAS  18,  “Revenue”,  IAS  11,  “Construction  Contracts”,  and  other 
revenue-related interpretations. The standard his mandatory since January 1, 2018. The Company has 
evaluated that there is no material  impact of this standard on its consolidated financial statements.  

In July 2014, the IASB amended IFRS 9, “Financial Instruments”, to bring together the classification 
and measurement, impairment and hedge accounting phases of the IASB’s project to replace IAS 39, 
“Financial Instruments: Recognition and Measurement”. The standard supersedes all previous versions 
of  IFRS  9  and  his  mandatory  since  January  1,  2018.  The  Company  has  evaluated  that  there  is  no 
material impact of this standard on its consolidated financial statements.  

In  January  2016,  IASB  issued  IFRS  16,  “Leases”,  which  specifies  how  an  IFRS  reporter  will 
recognize,  measure,  present  and  disclose  leases.  The  standard  provides  a  single  lessee  accounting 
model,  requiring  lessees  to  recognise  assets  and  liabilities  for  all  leases  unless  the  lease  term  is  12 
months or less or the underlying asset has a low value. Lessors continue to classify leases as operating 
or  finance,  with  IFRS  16’s  approach  to  lessor  accounting  substantially  unchanged  from  its 
predecessor, IAS 17. The standard will be mandatory for annual periods beginning on or after January 
1, 2019. The Company is currently evaluating the impact of this standard on its consolidated financial 
statements. 

(10) 

Xebec Adsorption Inc. 
Notes to Consolidated Financial Statements 
December 31, 2017 and 2016 
(expressed in Canadian dollars) 

4. Significant accounting judgments and estimation uncertainties 

Critical accounting estimates and judgments 

The Company makes estimates and assumptions concerning the future that will, by definition, seldom 
equal actual results. The following are the estimates and judgments applied by management that affect 
the Company’s consolidated financial statements. 

i.

Inventories must be valued at the lower of cost and net realizable value.  

A  writedown  of  inventory  will  occur  when  its  estimated  market  value  less  applicable  variable 
selling  expenses  is  below  its  carrying  amount.  Materials  and  other  supplies  held  for  use  in  the 
production of inventories are not written down below cost if the finished products in which they 
will  be  incorporated  are  expected  to  be  sold  at  or  above  cost.  This  estimation  process  involves 
significant management judgment and is based on the Company’s assessment of market conditions 
for  its  products  determined  by  historical  usage,  estimated  future  demand  and,  in  some  cases,  the 
specific  risk  of  loss  on  specifically  identified  inventory.  Any  change  in  the  assumptions  used  in 
assessing this valuation will impact the carrying amount of the inventory and have a corresponding 
impact on cost of goods sold. 

ii.

Impairment of internally generated intangible assets 

The Company performs a test for internally generated intangible assets impairment when there is 
any  indication  that  internally  generated  intangible  assets  have  suffered  any  impairment  in 
accordance with the accounting policy stated in the summary of significant accounting policies of 
these consolidated financial statements. The recoverable amounts of internally generated intangible 
assets  have  been  determined  based  on  value-in-use  calculations.  The  value  in  use  calculation  is 
based  on  a  discounted  cash  flow  model.  These  calculations  require  the  use  of  estimates  and 
forecasts of future cash flows. Qualitative factors, including, degree of variability in cash flows as 
well as other factors are considered when making assumptions with regard to future cash flows and 
the appropriate discount rate. A change in any of the significant assumptions or estimates used to 
evaluate  internally  generated  intangible  assets  could  result  in  a  material  change  to  the  results  of 
operations. 

iii.

Percentage of completion and revenues from long-term production-type contracts 

Revenues recognized on long-term production-type contracts reflect management’s best assessment 
by taking into consideration all information available at the reporting date and the result on each 
ongoing contract and its estimated costs. The management assesses the profitability of the contract 
by  applying  important  judgments  regarding  milestones  marked,  actual  work  performed  and 
estimated costs to complete. Actual results could differ because of these unforeseen changes in the 
ongoing contracts’ models. 

(11) 

Xebec Adsorption Inc. 
Notes to Consolidated Financial Statements 
December 31, 2017 and 2016 
(expressed in Canadian dollars) 

iv.

Allowance for doubtful accounts 

The Company reviews all amounts periodically for indications of impairment and the 
amounts impaired have been provided for as an allowance for doubtful accounts. 

v.

Liquidity risk 

The  assessment  of  the  Company’s  ability  to  continue  as  a  going  concern  and  to  raise 
sufficient funds to pay for its ongoing operations expenditures, meets its liabilities for the 
ensuing year, involve significant judgment based on historical experience and other factors 
including  expectation  of  future  events  that  are  believed  to  be  reasonable  under  the 
circumstances. 

5. Trade and other receivables 

Trade receivables
Other receivables
Less: Allowance for doubtful accounts

Trade and other receivables – net

2017
$

2,760,659
1,462,159
(89,559)

4,133,259

2016
$

2,138,748
758,984
(448,291)

2,449,441

Trade and other receivables are pledged as security for the credit facilities (see Notes 9 and 10). 

6. Inventories 

Raw materials
Work in progress

Inventories 

2017
$

1,381,780
581,612

1,963,392

2016
$

896,484
433,032

1,329,516

Cost of goods sold includes cost of inventories amounting to $5,153,437 in 2017 (2016 - $4,037,908).  
During the current year, a reversal of a previous inventory writedown amounting to $189,065 ($17,420 
in 2016) was recognized in inventory as the Company deems these parts recoverable for future orders.  
Inventories are pledged as security for the credit facilities (see Notes 9 and 10). 

(12) 

Xebec Adsorption Inc. 
Notes to Consolidated Financial Statements 
December 31, 2017 and 2016 
(expressed in Canadian dollars) 

7. Property, plant and equipment 

Cost 

Balance at December 31, 2015 
Additions 
Effect of movements in exchange rates 
Balance at December 31, 2016 
Additions 
Effect of movements in exchange rates 
Balance at December 31, 2017 

Accumulated depreciation

Balance at December 31, 2015 
Depreciation  
Effect of movements in exchange rates 
Balance at December 31, 2016 
Depreciation  
Effect of movements in exchange rates 
Balance at December 31, 2017 

Carrying Amount 

At December 31, 2016 

At December 31, 2017 

Machinery 
and 
 equipment(1)
$  

Office  
furniture and 
equipment 
$  

Computers(1)
$  

Moulds 
$  

Vehicles
$  

Total 
$  

548,952 
45,988
(17,048) 
577,892
5,431
(3,192)  
580,131

342,427
50,011 
(10,700)
381,738 
46,208 
(72)
427,874

196,154 

152,257 

156,537
132 
(8,957)
147,712
6,951
(1,761)
152,902

127,067
10,427
(8,588)
128,906
9,154
(387)
137,673

18,806

15,229

275,690
9,485
(14,330)
270,845
13,728
   550
285,123

245,528
16,933
(13,011)
249,450
15,224
510
265,184

176,944
-
(10,367)
166,577
-
(103)
166,474

120,706
17,414
(9,726)
128,394
16,998
(125)
145,267

35,984
- 
-  
35,984
- 
-  
35,984

35,984
- 
-  
35,984
 -  
-  
35,984

1,194,107
55,605
(50,702)
1,199,010
26,110
( 4,506)
1,220,614

871,712
94,785
(42,025)
924,472
87,584
(74)
1,011,982

21,395

19,939

38,183

21,207

- 

- 

274,538

208,632

Depreciation  of  $87,584  (2016  –  $94,785)  is  included  in  the  consolidated  statement  of  income  (loss): 
$67,966  (2016 – $72,930)  in  cost  of  goods  sold;  and  $19,618  (2016  –  $21,855)  in  selling  and 
administrative expenses. 

Property, plant and equipment are pledged as security for the credit facilities (see Notes 9 and 10)) 

(1) including equipment under finance lease.  The cost of equipment under finance lease amount to $54,294 ($45,988 in 2016) and  the accumulated 

depreciation amount to $4,883 ($383 in 2016).

(13) 

Xebec Adsorption Inc. 
Notes to Consolidated Financial Statements 
December 31, 2017 and 2016 
(expressed in Canadian dollars) 

8. Intangible assets 

Other 

Internally 
generated 

Software 
$ 

Development
costs 
$ 

Engineering 
standardisation 
$ 

313,653 
28,404 
(14,865) 
327,192 
- 
10,203 
337,395 

282,618 
17,140 
(12,768) 
286,990 
20,629 
10,927 
318,546 

40,202 

18,849 

298,485
490
- 

298,975
2,084
- 

301,059

88,737
59,697

- 

148,434
59,696
33
208,163

150,541

92,896

- 
- 
- 
- 
306,618 
- 
306,618 

- 
- 
- 
- 
- 
- 
- 

- 

306,618 

Total
intangible
assets 
$ 

612,138
28,894
(14,865)
626,167
308,702
10,203
945,072 

371,355
76,837
(12,768)
435,424
80,325 
10,960
526,709

190,743

418,363

Cost 

Balance at December 31, 2015 
Additions 
Effect of movements in exchange rates 
Balance at December 31, 2016 
Additions 
Effect of movements in exchange rates 
 Balance at December 31, 2017 

Accumulated amortization

Balance at December 31, 2015 
Amortization for the year 
Effect of movements in exchange rates 
Balance at December 31, 2016 
Amortization for the year 
Effect of movements in exchange rates 
Balance at December 31, 2017 

Carrying amount

At December 31, 2016 

At December 31, 2017 

Amortization of $80,325 (2016 – $76,837) is included in the consolidated statement of income (loss): 
$20,213  (2016 – $16,277)  in  cost  of  goods  sold;  and  $60,112  (2016  –  $60,560)  in  selling  and 
administrative expenses. 

(14) 

 
Xebec Adsorption Inc. 
Notes to Consolidated Financial Statements 
December 31, 2017 and 2016 
(expressed in Canadian dollars) 

9. Bank loan 

The Company has access to credit facilities in the amount of $750,000 with Toronto-Dominion Bank 
of  Canada  which  are  guaranteed  by  Export  Development  Canada,  and  bear  interest  at  the  Toronto-
Dominion’s  prime  rate  plus  3.0%  (5.7%  in  2016)  per  annum  and  are  limited  by  certain  margin 
requirements concerning trade and other receivables. These credit facilities were used up to nil as at 
December 31, 2017 (2016 – $755,000). 

The  company  has  a  guarantee  facility  of  $2,750,000  with  Toronto-Dominion  Bank  of  Canada.  The 
guarantee facility was used up to $1,823,000 as at December 31, 2017. 

These credit facilities are secured by a first ranking hypothec of $5,000,000 on all movable property of 
the Company and are renewable annually. 

10. Credit Facility 

On  December  12,  2016,  the  Company  contracted  a  facility  loan  with  Export  Development  Canada 
(“EDC”) for an amount of $2,000,000. This amount is available in four advances. The facility bears an 
interest of prime  rate  plus 6.3% (9.5%). This interest  is payable  every  month.  This amount  shall  be 
repaid based on the completion of certain project milestones. 

The facility loan is secured by a second ranking hypothec in all present and future movable property of 
the Company. 

The  following  table  summarizes  the  activity  related  to  the  facility  with  EDC  during  the  year  ended 
December 31, 2017: 

Balance – January 1, 
Addition
Repayment

Balance – December 31,

11. Trade, other payables and accrued liabilities 

2017
$

-
2,000,000
(562,088)

1,437,912

2016
$
-
-
-

-

2017 
$

2016 
$

(15) 

Xebec Adsorption Inc. 
Notes to Consolidated Financial Statements 
December 31, 2017 and 2016 
(expressed in Canadian dollars) 

Trade payables
Accrued liabilities
Payables to related parties (Note 25)
Other payables

Trade, other payables and accrued liabilities

2,741,565
723, 441
29,310
91,439

3,585,755

2,893,639
619,565
29,405
80,650

3,623,259

12. Deferred revenue 

Deferred revenue on current contracts

13. Long-term debt 

a) Loans 

Obligation  under  a  capital  lease,  repayable  in  monthly 
installments of $1,607 including interest calculated at 13% 
maturing  in  October  2018,  secured  by  equipment  under 
finance lease.

Obligation  under  a  capital  lease,  repayable  in  monthly 
installments  of  $352  including  interest  calculated  at  12% 
maturing in September 2020, secured by equipment under 
finance lease.

Unsecured Convertible debentures

Long-term debt

Less: Current portion

2017
$

2016
$

720,996

942,575

2017
$

2016
$

18,669

42,120

10,475

2,216,570

2,245,714

22,236
2,223,478

-

754,780

796,900

22,112
774,788

(16) 

Xebec Adsorption Inc. 
Notes to Consolidated Financial Statements 
December 31, 2017 and 2016 
(expressed in Canadian dollars) 

On  November  16,  2017,  the  Company  has  completed  an  Unsecured  Convertible  Debentures 
(“Debentures”) financing for aggregate gross proceeds of $2,024,149. The Debentures will reach 
maturity  on  November  15,  2019  and  bearing  an  annual  interest  rate  of  8%,  convertible  into 
common shares of the Company at a price of $0.65 per share. The unpaid interests are convertible 
at  the  highest  price  of  $0.65  per  common  share  or  the  fair  value  of  the  common  share  at  the 
request of the debenture holder. 

The Company used the residual value method to allocate the principal amount of the Debenture 
between  the  liability  and  the  equity  component.  Under  this  method,  the  value  of  the  equity 
component of $186,177 (net of deferred tax liability of $81,989) was determined by deducting the 
fair value of the liability component from the principal amount of the financing. The fair value of 
the  liability  component  was  $1,626,594  computes  as  the  present  value  of  future  principal  and 
interest  payments  discounted  at  a  rate  of  17.50%.  The  effective  interest  method  is  used  to 
measure the Debenture after the initial recognition. 

On  November  30,  2016,  the  Company  has  completed  an  Unsecured  Convertible  Debentures 
(“Debentures”) financing for aggregate gross proceeds of $1,000,000. The Debentures will reach 
maturity  on  November  30,  2019  and  bearing  an  annual  interest  rate  of  9%,  convertible  into 
common shares of the Company at a price of $0.15 per share. The unpaid interests are convertible 
at  the  highest  price  of  $0.15  per  common  share  or  the  fair  value  of  the  common  share  at  the 
request of the debenture holder. 

The Company used the residual value method to allocate the principal amount of the Debenture 
between  the  liability  and  the  equity  component.  Under  this  method,  the  value  of  the  equity 
component of $150,304 (net of deferred tax liability of $59,316) was determined by deducting the 
fair value of the liability component from the principal amount of the financing. The fair value of 
the  liability  component  was  $790,380  computes  as  the  present  value  of  future  principal  and 
interest  payments  discounted  at  a  rate  of  19.50%.  The  effective  interest  method  is  used  to 
measure the Debenture after the initial recognition. 

During  the  year,  2,000,000  common  shares  were  issued  as  a  result  of  the  exercise  of  the 
conversion  option  by  some  of  the  debenture  holders.  The  common  shares  issued  included  the 
carrying value of the liability component to the date of conversion. The conversion is a non-cash 
transaction and thus is excluded from the consolidated statement of cash flows. 

(17) 

Xebec Adsorption Inc. 
Notes to Consolidated Financial Statements 
December 31, 2017 and 2016 
(expressed in Canadian dollars) 

b) Government royalty program obligation 

In 2012, the Company signed a settlement agreement with Technology Partnership Canada (TPC) 
with  regard  to  the  Company’s  Fast  Cycle  Pressure  Swing  Adsorption  and  Gas  Management 
systems and Pulsar Pressure Swing Adsorption project. The Company had to pay $250,000 at the 
execution  of  the  agreement  and  $1,000,000  spread  over  four  equal  annual  non-interest  bearing 
payments,  starting  on  January  31,  2013.  Furthermore,  the  Company  was  liable  to  pay  up  to 
$750,000  in  contingent  payments  based  on  proceeds  from  the  sale  by  the  Company  of  its 
intellectual  property.  Upon  closing  of  the  transaction,  the  Company  paid  $540,000  out  of  the 
$750,000 total contingent-based payments. On October 23, 2012, the Company accrued another 
$150,000  out  of  the  $750,000  total  contingent  based  payments,  following  additional  proceeds 
received, leaving a potential maximum amount to be paid of $60,000 as at December 31, 2012. 

In  2013,  the  Company  realized  the  last  milestone  pursuant  to  the  transaction  and  paid  the 
remaining $60,000. The Company renegotiated its payments terms with TPC, changing from an 
annual payment of $250,000 to monthly payments of $24,500 but adding an extra year to term. 

In  February  2017,  a  new  amendment  to  this  agreement  was  reached  changing  the  preceding 
payments terms from monthly payments of $24,500 to monthly payments of:  
•
•
•
•
•
•
•
• And the balance of $22,540 on January 1, 2023. 

$29,505 upon execution including interest 
$5,000 starting from March 1, 2017 to January 1, 2018 
$7,000 starting from February 1, 2018 to January 1, 2019 
$8,000 starting from February 1, 2019 to January 1, 2020 
$10,000 starting from February 1, 2020 to January 1, 2021 
$15,000 starting from February 1, 2021 to October 1, 2022 
$20,000 on November 1, 2022 and December 1, 2022 

The following table summarizes the activity related to the government royalty program obligation 
during the year ended December 31, 2017: 

Balance – Beginning of year

Gain  on  revaluation  of  government  royalty 
program
Accretion finance expenses
Repayment
Balance – End of year

Current portion

2017
$

757,540

(117,095)
25,927
(75,000)
591,372

(86,826)

504,546

2016
$

724,041

33,499
-
-
757,540

757,540

-

(18) 

Xebec Adsorption Inc. 
Notes to Consolidated Financial Statements 
December 31, 2017 and 2016 
(expressed in Canadian dollars) 

The  carrying  amount  of  the  government  royalty  program  obligation  has  been  calculated  by 
discounting the future cash flows at a 5% interest rate. 

14. Provisions 

At December 31, 2016

Used during the year

At December 31, 2017

Current portion of provision

Non-current provision

Warranty cost 

Provision for
contingencies 

Warranty  
 costs

Total
provision

$ 

160,532

$ 

57,527

$

218,059

(160,532)

(35,237)

(195,769)

-

-

-

22,290

16,689

5,601

22,290

16,689

5,601

The Company offers warranties 18 months after shipping or 12 months after start-up to the purchasers 
of its gas purification and natural gas dryers. 

15. Obligation arising from shares issued by subsidiary 

In  September  2015,  as  a  result  of  a  Sino-foreign  equity  joint  venture  agreement,  Xebec  Adsorption 
(Shanghai)  Co.  Ltd.,  a  subsidiary  of  Xebec  Adsorption  Inc.  (“Xebec”),  issued  1,714,285  common 
shares, representing a 30% participation, to Shanghai Chengyi New Energy Venture Capital Co. Ltd. 
(28.26%),  an  investment  subsidiary  of  Shanghai  based  Shenergy  Group,  Shanghai  Zhiyi  Enterprise 
Management  Consulting  Co.  Ltd.  (0.1%)  and  Shanghai  Liuhuan  Investment  Co.  Ltd.  (1.64%),  a 
company  held  by  a  group  of  employees  of Xebec  Adsorption  (Shanghai)  Co. Ltd.,  (collectively  the 
“Minority Shareholders”) for a net cash consideration of $3,423,075 (RMB 16,370,515).  

(19) 

Xebec Adsorption Inc. 
Notes to Consolidated Financial Statements 
December 31, 2017 and 2016 
(expressed in Canadian dollars) 

Pursuant to this agreement, Xebec has the obligation to repurchase the Minority Shareholders’ interest 
in Xebec Adsorption (Shanghai) Co. Ltd., for a consideration of no less than the initial investment and  
annualized return of 10% if a) the achievement of specific financial targets were not achieved in any 
given  year  prior  to  December  31,  2020,  or  b)  should  the  Minority  Shareholders  not  divest  by 
December 31, 2020 and should the Minority Shareholders exercise their put option with respect to a) 
or b) as mentioned above.  

Xebec  recorded  the  proceeds  from  this  transaction,  as  a  financial  liability  in  these  consolidated 
financial statements. The obligation to repurchase and the related annualized return is presented under 
“Obligation  arising  from  shares  issued  by  a  subsidiary”.  The  conversion  of  the  financial  liability 
denominated  in  the  functional  currency  of  our  subsidiary  Xebec  Adsorption  (Shanghai)  Co.  Ltd. 
(RMB) will be converted at the exchange rate at the end of each reporting period with gain and losses 
presented  in  the  statement  of  income  (loss)  under  “Gain/Loss  on  conversion  of  shares  issued  by  a 
subsidiary”. 

Balance – Beginning of year
Accretion interest
Effect of exchange rate change on obligation
Balance – End of year

2017
$

3,582,135
332,537
(2,358)
3,912,314

2016
$

3,583,808
350,575
(352,248)
3,582,135

(20) 

Xebec Adsorption Inc. 
Notes to Consolidated Financial Statements 
December 31, 2017 and 2016 
(expressed in Canadian dollars) 

16. Share capital 

a) The Company is incorporated under the Canada Business Corporations Act, and its authorized 

share capital consists of an unlimited number of common shares, without par value. 

b)

Share purchase warrants 

   There were no warrants issued in 2017 and 2016.   

c)

Income (loss) per share 

i) Basic 

Basic income (loss) per share is calculated using net income (loss) as the numerator and the 
weighted  average  number  of  shares  as  denominator.  No  adjustments  to  net  income  were 
necessary in 2017 and 2016. 

ii) Diluted 

For  the  year  ended  December  31,  2017,  convertible  debentures  and  outstanding  stock 
options with an average exercise price of over $0.40 would have been anti-dilutive. 

For  the  year  ended  December  31,  2016,  convertible  debentures  and  outstanding  stocks 
options would have been anti-dilutive. 

The  reconciliation  of  the  weighted  average  number  of  shares  for  the  purpose  of  diluted 
income per share to the weighted average number of shares used in the calculation of basic 
income per share is as follows: 

Weighted average number of shares 
used in basic income per share 
Shares deemed to be issued for no 

consideration in respect of share-
based payments

Weighted average number of shares 
used in diluted income per share

2017

2016

40,562,060

39,363,867

4,674,896

-

45,236,956

39,363,867

(21) 

Xebec Adsorption Inc. 
Notes to Consolidated Financial Statements 
December 31, 2017 and 2016 
(expressed in Canadian dollars) 

17. Stock options 

The stock option plan allowed for the  issuance of stock options, stock appreciation rights, restricted 
stock,  restricted  stock  units,  performance  awards  and  other  stock-based  awards.  Under  the  Plan,  a 
fixed  number  of  7,892,773  common  shares  are  available  for  grant.  As  at  December  31,  2017,  the 
maximum  number  of  common  shares  available  for  issuance  under  all  stock-based  compensation 
arrangements is 63,743 

Under  the  terms  of  the  Xebec  Adsorption  Stock  Option  Plan,  stock  options  are  granted  with  an 
exercise price not less than the volume-weighted average trading price of the common shares for the 
five  trading  days  prior  to  the  date  of  grant.  The  terms  and  conditions  for  acquiring  and  exercising 
options are set by the Board of Directors. Stock options for employees vest no less than at grant date 
and no more than quarterly.  

Stock option activity for the years ended December 31, is presented below: 

Outstanding – Beginning 

of year

Granted
Exercised                    
Cancelled
Expired

Number
of options

5,855,337
3,119,193
(1,140,500)
(5,000)
-

Outstanding – End of year

7,829,030

Exercisable – End of year

5,804,837

2017

Weighted
average
exercise
price
$

0.11
0.20
0.05
0.22

. -

0.19

0.13

Number
of options

4,390,337
1,500,000
-
(25,000)
(10,000)

5,855,337

5,855,337

2016

Weighted
average
exercise
price
$

0.16
0.05
-
7.29
. 0.22

0.11

0.11

(22) 

Xebec Adsorption Inc. 
Notes to Consolidated Financial Statements 
December 31, 2017 and 2016 
(expressed in Canadian dollars) 

As at December 31, 2017, options outstanding and exercisable are as follows: 

Expiry date

August 11, 2018
December 22, 2018
June  12, 2020
April 25, 2021
May 29, 2021
September 22, 2021

December 19, 2022   

January 8, 2023

March 5, 2024

August 29, 2024

December 19, 2024

Weighted-
Average
Exercise Price

Number of 
Options
Outstanding

Weighted-
Average 
Remaining life

Number of Options
exercisable

$0.22
$0.10
$0.16
$0.15
$0.14
$0.12

$0.55

$0.05

$0.18

$0.49

$0.55

$0.19

232,272
1,519,500
258,065
100,000
200,000
2,000,000

400,000

400,000

2,108,193

500,000

111,000

7,829,030

0.6
1.0
2.4
3.3
3.4
3.7

5.0

5.0

6.2

6.7

7.0

4.1

232,272
1,519,500
258,065
100,000
200,000
2,000,000

-

400,000

1,095,000

-

-

5,804,837

As at December 31, 2016, options outstanding and exercisable are as follows: 

Exercise
price
range 
$

0.05 – 0.10
0.12 – 0.16
0.22

Options outstanding

Options exercisable

Weighted
average
remaining
contractual
life (years) 

3.96
4.34
1.61

4.03

Weighted
average
exercise
price 
$

0.08
0.13
0.22

0.11

Number
of options

3,060,000
2,558,065
237,272

5,855,337

Number
of options

3,060,000
2,558,065
237,272

5,855,337

Weighted
average
exercise
price 
$

0.08
0.13
0.22

0.11

On  March  5,  2017,  the  Company  granted  2,108,193  stock  options  to  directors,  officers  and 
employees.  The  options  are  exercisable  at  $0.18  per  share,  and  expire  on  March  5,  2024.  The 

(23) 

Xebec Adsorption Inc. 
Notes to Consolidated Financial Statements 
December 31, 2017 and 2016 
(expressed in Canadian dollars) 

options are subject to vesting criteria such that 1,095,000 shall vest on the grant date, 795,000 shall 
vest on March 5, 2018 and 218,193 shall vest on March 5, 2019.  The grant of these stock options 
was conditional to the approval of the increase of the pool of the stock options of the Company by 
the shareholders at the Annual General Meeting and the TSX Venture Exchange.  These approvals 
were obtained respectively on June 15, 2017 and August 9, 2017. The corresponding stock-based 
compensation amounted to $354,118, which was estimated using the Black-Scholes Option Pricing 
Model with the following assumptions: 

Risk-free interest rate
Annualized volatility1
Share price                                                                            
Dividend rate
Expected life of options

1.55%
137%
$0.18
0.00%
7 years

On August 29, 2017, the Company granted 500,000 stock options to an employee. The options are 
exercisable at $0.49 per share, and expire on August 29, 2024. The options are subject to vesting 
criteria  such  that  20%  shall  vest  on  the  first  anniversary  date  and  20%  shall  vest  every  twelve 
months thereafter. The corresponding stock-based compensation amounted to $227,026, which was 
estimated using the Black-Scholes Option Pricing Model with the following assumptions: 

Risk-free interest rate
Annualized volatility1
Share price
Dividend rate
Expected life of options

1.80%
138%
$0.49
0.00%
7 years

On December 19, 2017, the Company granted 511,000 stock options to directors. The options are 
exercisable  at  $0.55  per  share.  400,000  expire  on  December  19,  2022  and  111,000  expire  on 
December 19, 2024. The options are subject to vesting criteria such that 33% shall vest on the first 
anniversary  date  and  33%  shall  vest  every  twelve  months  thereafter.  The  corresponding  stock-
based compensation amounted to $252,250, which was estimated using the Black-Scholes Option 
Pricing Model with the following assumptions: 

Risk-free interest rate
Annualized volatility1
Share price
Dividend rate
Expected life of options

1 The expected volatility used was based on the historic volatility of the Company share price 

1.57%
140%
$0.55
0.00%
5 years

(24) 

Xebec Adsorption Inc. 
Notes to Consolidated Financial Statements 
December 31, 2017 and 2016 
(expressed in Canadian dollars) 

and, 

Risk-free interest rate
Annualized volatility1
Share price
Dividend rate
Expected life of options

1.77%
138%
$0.55
0.00%
7 years

In 2016, 1,100,000 options were granted to employees at weighted average fair value of $0.05 and 
400,000 options were granted to non-employees at a weighted average fair value of $0.05. 

During the year, the Company expensed $372,603 (2016 – $71,242) which totally relates to stock 
options granted in 2017.  

18. Expenses by nature 

Employee salaries and benefits
Material
Subcontract cost
Professional fees
Rent and repairs and maintenance
Travel expenses
Stock-based compensation
Office expense
Amortization and depreciation
Other
Bad Debt
Reversal of trade payables
Reversal of allowance for 
doubtful accounts

2017 
$

5,521,600
5,457,118
867,993
818,272
700,393
658,667
372,603
239,660
167,908
17,951
(8,873)
(303,363)

(315,145)

2016 
$

5,062,355
4,037,908
274,235
473,566
669,899
525,420
71,242
280,466
171,622
131,658
75,995
-

-

14,194,784

11,774,366

(25) 

Xebec Adsorption Inc. 
Notes to Consolidated Financial Statements 
December 31, 2017 and 2016 
(expressed in Canadian dollars) 

19. Research and development expenses 

Employee salaries and benefits
Material
Subcontracting costs
Professional fees
Travel expenses
Government grants
Research and development tax credits
Reversal of trade payables

20. Finance expenses 

Accretion of the obligation arising 
from shares issued by a 
subsidiary (Note 15)

Interest on convertible debentures
Interest and bank charges
Interest on short term debt
Accretion and revaluation of 

government royalty program 
obligation (Note 13b))

Interest on long term debt
Reversal of trade payables

2017
$

25,212
23,884
11,844
10,848
502
(2,083)
(29,663)
(71,658)

2016
$

129,432
8,983
(44,229)
59,476
368
(5,000)
(6,334)
-

(31,114)

142,696

2017 
$

2016 
$

332,537
197,228
191 093
186,802

25 927
203
(322,638)

350,575
16,327
143,515
-

33,499
-
-

611,152

543,916

(26) 

Xebec Adsorption Inc. 
Notes to Consolidated Financial Statements 
December 31, 2017 and 2016 
(expressed in Canadian dollars) 

21. Compensation of key management 

Compensation awarded to key management included: 

Salaries and short-term employee benefits
Stock-based compensation

2017
$

1,256,164
318,922

2016
$

966,834
71,242

1,575,086

1,038,076

Key  management  included  the  Company’s  senior  management  and  members  of  the  Board  of 
Directors. 

22. Income taxes 

Effective tax rate 

The income tax expense attributable to earnings differs from the amounts computed by applying 
the  combined  federal and provincial income  tax  rate of  26,8%  (26.9 in  December  31,  2016)  to 
earnings before income taxes as a result of the follow: 

Income (loss) before income taxes

Expected income tax recovery

Tax expense at combines statutory rate
Increase (decrease) in income taxes resulting from :

Temporary difference unrecognized (recognized)
Difference in foreign tax rate
Stock base compensation
Change of deferred tax rates
Foreign exchange on consolidation
Expired losses
Other

2017
$

96,752

25,930

2016
$

(2,671,442)

(718,618)

(412,952)
(19,557)
99,858
108,285
854
67,007
130,575

206,432
23,043
19,164
337,351
4,639
36,663
32,190

-

(59,136)

(27) 

Xebec Adsorption Inc. 
Notes to Consolidated Financial Statements 
December 31, 2017 and 2016 
(expressed in Canadian dollars) 

Composition of deferred income taxes in the Consolidated Statements of Income (Loss) 

Inception and reversal of temporary differences
Temporary difference not recorded
Change in deferred tax rate

Movement of deferred income tax in 2017 

2017
$

304,667
(412,952)
108,285

2016
$

(602,919)
206,432
337,351

-

(59,136)

Contingency reserve
Intangibles assets
Debentures
Government royalty program
Non capital losses

January 1, 
2017 
$

-
-
(53,975)
-
53,975
-

P&L 

Equity
Component 

(81,989)
(49,974)
37,143
(24,160)
118,980
-

-
-
(81,989)
-
-
(81,989)

December 
31, 2017 
$

(81,989)
(49,974)
(98,821)
(24,160)
172,955
(81,989)

Movement of deferred income tax in 2016 

January 1, 
2016 
$

P&L 

Equity
Component 

December 
31, 2016 
$

Debentures                   
Non capital losses

-
-
-

5,161
53,975
59,136

(59,136)
-
(59,136)

(53,975)
53,975
-

(28) 

Xebec Adsorption Inc. 
Notes to Consolidated Financial Statements 
December 31, 2017 and 2016 
(expressed in Canadian dollars) 

As  at  December  31,  2017,  deductible  timing  differences  for  which  the  company  has  not 
recognized deferred tax asset are as follows: 

Federal 

$       

Quebec 
$

Chine 
$

USA
$

Property and equipment
Scientific research and
development expenses
Capital losses carried forward
Operating losses carried forward
Other

995,217
-
24,583,744
219,247
54,175,945
688,795
80,662,948

995,217
-
24,587,643
219,247
56,733,006
688,795
83,223,908

-
-

-
-

-
1,434,206
-
1,434,206

-
708,665
-
708,665

The ability to realize the tax benefits is dependent upon a number of factors, including the future 
profitability of operations.  Deferred tax assets are recognized only to the extent that it is probable 
that sufficient taxable profits will be available to allow the asset to be recovered.  Accordingly, 
some deferred tax assets have not been recognized, these deferred tax assets not recognized equal 
an amount of $ 22,191,258 ($22,597,127 in 2016). 

As  at  December  31,  2016,  deductible  timing  differences  for  which  the  company  has  not 
recognized deferred tax asset are as follows: 

Federal 

$       

Quebec 
$

Chine 
$

USA
$

Property and equipment
Intangible assets
Scientific research and
development expenses
Capital losses carried forward
Operating losses carried forward
Other

938,985
59,079

938,985
59,079

24,502,892
219,247
55,350,875
694,496
81,765,574

24,500,175
219,247
57,925,868
694,496
84,337,850

1,783,721
1,783,721

493,442
493,442

(29) 

Xebec Adsorption Inc. 
Notes to Consolidated Financial Statements 
December 31, 2017 and 2016 
(expressed in Canadian dollars) 

As at December 31, 2017, the Company has non-capital tax losses, which are available to reduce 
taxes in futures years and expired as follows: 

Federal 

$       

Quebec 
$ 

-
1,486,941
1,328,532
-
326,251
546,237
443,287
12,361,610
7,283,831
10,824,277
6,794,635
7,229,354
5,550,990
-
-
-
-
-
-
-

-
1,480,325
1,328,532
2,635,090
326,251
494,621
433,086
12,361,610
7,295,856
10,824,277
6,794,635
7,229,354
5,529,369
-
-
-
-
-
-
-

China
$ 

-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
884,551
-
-
549,655

USA
$ 

247,637
-
461,028
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-

2037
2036
2035
2034
2033
2032
2031
2030
2029
2028
2027
2026
2025
2024
2023
2022
2021
2020
2019
2018

54,175,945

56,733,006

1,434,206

708,665

The  Company  has  scientific  research  and  experimental  development  expenses  of  $24,583,744 
(2016 – $24,502,892) which are available to be carried forward indefinitely and deducted against 
future  taxable  income  otherwise  calculated.  The  potential  benefit  has  not  been  recorded  in  the 
accounts. 

As at December 31, 2017, the Company also has investment tax credits of $5,678,183 (2016 – 
$5,659,361)  available  to  offset  future  Canadian  federal  income  taxes  payable.  The  potential 
benefit of the investment tax credits has not been recognized in the accounts. 

(30) 

Xebec Adsorption Inc. 
Notes to Consolidated Financial Statements 
December 31, 2017 and 2016 
(expressed in Canadian dollars) 

23. Supplemental Cash flow information 

Net change in non-cash working capital balances related to operations consists of the following: 

Decrease (increase) in assets:

Trade and other receivables
Inventories
Investment tax credits receivable
Other current assets

Increase (decrease) in liabilities:

Trade payables, other payables and accrued
liabilities
Deferred revenues
Provisions and deferred rent

24. Commitments 

2017
$

2016 
$

(1,368,673)
(444,811)
32,010
(71,861)

660,157
(221,579)
(195,769)
(1,610,526)

(12,282)
(170,256)
69,723
(29,441)

(256,911)
244,014
(500,514)
(655,667)

Following is a summary of Xebec’s contractual obligations and commitments: 

As at December 31, 2017

Operating leases

Payment Due by Period
Beyond 
5 years
$
1,605,711

2 - 5 years
$
1,307,019

1 year
$
491,577

Total

$
3,404,307

Operating  leases  include  one  building  in  Blainville,  Quebec,  and  various  equipment  leases.    The 
operating leases expenses for the year ended December 31, 2017 amounted to $ 440,519 (S480,027 in 
2016) 

(31) 

Xebec Adsorption Inc. 
Notes to Consolidated Financial Statements 
December 31, 2017 and 2016 
(expressed in Canadian dollars) 

25. Related party transactions 

The following table presents a summary of the related party transactions during the period: 

Marketing and professional services 

expenses paid to companies 
controlled by members of the 
immediate family of an officer

2017 
$

2016 
$

158,900

111,796

These  transactions  are  measured  at  the  exchange  amount,  which  is  the  amount  of  consideration 
established and agreed to by the related parties. 

26. Capital management 

The Company’s objective when managing capital is to use short-term funding sources to manage its 
working  capital  requirements  and  fund  capital  expenditures  required  to  execute  its  operating  and 
strategic plans. 

The Company’s capital structure is composed of the following: 

Cash
Bank loan
Credit facility
Long-term debt
Government royalty program obligation (Note 13 b))
Obligation arising from shares issued by a subsidiary (Note 

15)

Equity

2017 
$

2016 
$

(1,341,121)
-
1,437,912
2,245,714
591,372

(1,088,592)
755,000
-
796,900
757,540

3,912,314

3,582,135

6,846,191
(4,390,290)

4,802,983
(5,246,987)

2,455,901

(444,004)

The Company is not subject to any capital requirements imposed by regulators. 

(32) 

Xebec Adsorption Inc. 
Notes to Consolidated Financial Statements 
December 31, 2017 and 2016 
(expressed in Canadian dollars) 

27. Segmented information 

Revenue summarized by country, as determined by location of the customers, is as follows: 

Revenue
United States
France
Canada
China 
Singapore
Other

2017 
$

2016 
$

3,174,092
4,022,726
4,028,670
2,405,773
112,501
1,002,169

4,022,932
-
2,397,870
847,323
739,826
1,579,430

14,745,931

9,587,381

Sales of $2,417,498 ($ 991,712 in 2016) arose from the Company’s largest customer.  No other single 
customer contributed more than 10 % to the company’s revenue for both 2017 and 2016. 

Income (loss) summarized by business segments are as follows: 

As of December 31, 2017 

Revenue
Cost of goods sold
Gross margin
Gross margin %

Research and development expenses
Selling and administrative expenses
Insurance compensation for damage to inventories
Foreign exchange loss (gain)
Gain on conversion of shares issued by a 
subsidiary
Finance income
Finance expenses
Total expenses
Segment income (loss)

Oil and gas 
Processing

Corporate

Total

Clean 
Technology

$

Industrial 
Compressed 
Air and Gas 
treatment
$

8,902,695    
6,180,724    
2,721,971    

4,457,380    
2,794,488    
1,662,892    

$

1,385,856    
2,497    
1,383,359    
100%

-

37%

-

805,745    

285,775    

-
-

-
-
-

-
-

-
-
-

$
-
-
-
0%

-
3,191,771
(132,366)   
131,149    

(2,358)   
(122,068)   
611,152    

31%

(31,114)   
933,784    

-
-

-
-
-

902,670    
1,819,301    

805,745    
857,147    

285,775    
1,097,584    

3,677,280
(3,677,280)   

(33) 

$

14,745,931    
8,977,709    
5,768,222    

39%

(31,114)   
5,217,075    
(132,366)   
131,149    

(2,358)   
(122,068)   
611,152    

5,671,470
96,752

Xebec Adsorption Inc. 
Notes to Consolidated Financial Statements 
December 31, 2017 and 2016 
(expressed in Canadian dollars) 

As of December 31, 2016 

Revenue
Cost of goods sold
Gross margin
Gross margin %

Research and development expenses
Selling and administrative expenses
Foreign exchange loss 
Gain on conversion of shares issued by a 
subsidiary
Finance income
Finance expenses
Income taxes
Total expenses
Segment income (loss)

Clean 
Technology

$

4,809,731    
4,481,318    
328,413    
7%

142,696    
647,628    

Industrial 
Compressed 
Air and Gas 
treatment
$
4,777,650
2,938,409    
1,839,241    

38%

-

690,430    

-

-
-
-
-

-

-
-
-
-

790,324    
(461,911)   

690,430    
1,148,811    

Oil and gas 
Processing

Corporate

Total

$
-
-
-
0%

-
-
-

-
-
-
-
-
-

$
-
-
-
0%

-

3,016,581    
213,303    

$

9,587,381    
7,419,727    
2,167,654    

23%

142,696    
4,354,639    
213,303    

(352,248)   
(3,893)   
543,916    
(59,316)
3,358,343
(3,358,343)   

(352,248)   
(3,893)   
543,916    
(59,316)   
4,839,097    

(2,671,443)

The location of the Company’s non-current assets by geographic region is as follows: 

Non-current assets
Canada
Asia
United States

 2017
$

520,491
66,570
39,934

626,995

 2016
$

305,071
111,480
48,730

465,281

(34) 

Xebec Adsorption Inc. 
Notes to Consolidated Financial Statements 
December 31, 2017 and 2016 
(expressed in Canadian dollars) 

28. Financial instruments 

a.

 Measurement categories and fair values, including valuation methods and assumptions 

The following tables show the carrying values and fair values of assets and liabilities by category 
as of:  

December 31, 2017 

Loans and receivables

Other 
financial liabilities

Cash 
Trade and other receivables
Other current assets
Credit facility
Trade, other payables and 

accrued liabilities
Convertible debentures
Government royalty program 

obligation 

Obligation arising from shares 

issued by a subsidiary 

Carrying 
amount 
$ 

1,341,121
3,094,761
13,500
-
- 

-

-

-

Fair 
value 
$

Carrying 
amount 
$

Fair 
value 
$

1,341,121
3,094,761
13,500
-
-

-

-

-

-
-
-
1,437,912
3,032,213

-
-
-
1,437,912
3,032,213

2,216,570

2,216,570

591,372

591,372

3,912,314

3,912,314

(35) 

 
Xebec Adsorption Inc. 
Notes to Consolidated Financial Statements 
December 31, 2017 and 2016 
(expressed in Canadian dollars) 

December 31, 2016 

Loans and receivables

Financial liabilities 

Carrying 
amount
$

1,088,592
1,743,353
15,850
-
-

-

-

-

Fair 
value
$

Carrying 
amount
$ 

Fair 
value
$

1,088,592
1,743,353
15,850
-
-

-
-
-
755,000

-
-
-
755,000
3,118,064  3,118,064

-

-

-

754,780

754,780

757,540

757,540

3,582,135

3,582,135

Cash 
Trade and other receivables
Other current assets
Bank loan
Trade, other payables and 

accrued liabilities
Convertible debentures
Government royalty program

obligation

Obligation arising from shares 

issued by a subsidiary

The  carrying  values  of  cash,  trade  and  other  receivables,  trade  and  other  payables,  accrued 
liabilities,  bank  loan  and  credit  facility  approximate  their  fair  value  due  to  their  short-term 
maturities. The methods and assumptions used in estimating the fair values of other financial assets 
and financial liabilities are as follows: 

• Convertible  debentures  (classified  in  level  2  of  the  fair  value  hierarchy):  The  Company’s 
convertible  debentures  carries  fixed  interest  rates.  The  fair  value  of  the  Company’s  debt 
obligations has been calculated by discounting the future cash flows of the long-term debt at 
the interest rate of similar debt instruments. 

• Government royalty program obligation (classified in level 2 of the fair value hierarchy): Fair 
value  of  the  government  royalty  program  obligation  has  been  calculated  by  discounting  the 
future cash flows at the interest rate for a similar loan in the market. 

• Obligation  arising  from  shares  issued  by  a  subsidiary  (classified  in  level  2  of  the  fair  value 
hierarchy):  Fair  value  of  the  obligation  arising  from  shares  issued  by  a  subsidiary  has  been 
calculated by computing an annualized return of 10% on the initial consideration  

• The Company’s financial instruments that are measured subsequent to initial recognition at fair 
value and financial instruments measured at amortized cost for which the fair value is disclosed 
are grouped into Levels 1 to 3 based on the degree to which the fair value is observable: 

Level 1 — Fair value measurements are those derived from quoted prices (unadjusted) in 
active markets for identical assets or liabilities. 

(36) 

 
Xebec Adsorption Inc. 
Notes to Consolidated Financial Statements 
December 31, 2017 and 2016 
(expressed in Canadian dollars) 

Level 2 — Fair value measurements are those derived from inputs other than quoted prices 
included within Level 1 that are observable for the asset or liability, either directly (i.e. as 
prices) or indirectly (i.e. derived from prices). 

Level  3  —  Fair  value  measurements  are  those  derived  from  valuation  techniques  that 
include  inputs  for  the  asset  or  liability  that  are  not  based  on  observable  market  data 
(unobservable inputs). 

b. Credit risk 

Credit risk is the risk of an unexpected loss if a customer or third party fails to meet its contractual 
obligations. The Company’s primary credit risk is its cash and outstanding trade and other receivables. 
The carrying amount of its outstanding trade and other receivables represents the Company’s estimate 
of its maximum credit exposure. The Company regularly monitors its credit risk exposure and takes 
steps  such  as  employing  credit-approval  procedures,  establishing  credit  limits,  using  credit 
assessments and monitoring practices to mitigate the likelihood of these exposures from resulting in an 
actual  loss.  An  allowance  for  doubtful  accounts  amounting  to  $89,559  (2016  –  $448,291)  was 
established based on prior experience and an assessment of current financial conditions of customers 
as  well  as  the  general  economic  environment.  In  cases  where  an  allowance  for  doubtful  accounts 
provision is recorded and a receivable balance is considered uncollectible, it is written off against the 
allowance for doubtful accounts. Bad debt recovery amounted to $324,018 in 2017 (expense in 2016 – 
$75,995).  As  at  December  31,  2017,  the  Company’s  three  largest  trade  debtors  accounted  for  29% 
(13%, 9% and 7%) of the total trade receivables balance (2016 – 33% (13%, 10% and 10%)). 

Details of trade and other receivables were as follows: 

Current trade receivables
Trade receivables past due by:

1–30 days
31–60 days
61–90 days
Over 90 days 

Total trade receivables
Allowance for doubtful accounts
Other receivables

Total trade and other receivable

2017
$

838,415

470,099
277,461
327,850
846,834

2016
$

987,000

159,745
205,948
102,154
683,901

2,760,659
(89,559)
1,462,159

2,138,748
(448,291)
758,984

4,133,259

2,449,441

(37) 

Xebec Adsorption Inc. 
Notes to Consolidated Financial Statements 
December 31, 2017 and 2016 
(expressed in Canadian dollars) 

The following table summarizes the changes in the allowance for doubtful accounts for trade and other 
receivables: 

At beginning of period
Reversal of allowance for doubtful accounts (provision 

for impairment)
Unused amounts reserved

At ending of period

2017
$

2016
$

(448,291)

(412,833)

324,018
34,714

(75,995)
40,537

(89,559)

(448,291)

The  Company’s  cash  is  maintained  at  financial  institutions  with  high  credit  ratings;  therefore,  the 
Company  considers  the  risk  of  non-performance  on  this  instrument  to  be  remote.  To  date,  the 
Company has not incurred any losses related to its cash.  

c. Market risk 

i.

Currency risk 

Certain  financial  assets  and  financial  liabilities  are  exposed  to  foreign  exchange  fluctuations. 
Taking into account the amounts denominated in the currencies indicated below and assuming that 
all  of  the  other  variables  remain  unchanged,  a  fluctuation  in  exchanges  rates  would  have  an 
impact on the Company’s net income (loss). Management believes that a 10% change in exchange 
rates  would  be  reasonably  possible  and  that  the  impact  on  net  income  (loss)  of  such  a  change 
would  be  approximately  $129,964  for  2017  (2016  –  $113,473).  As  at  December 31,  2017,  the 
following  accounts  are  shown  in  their  original  currencies  and  converted  into  Canadian  dollars. 
The Company does not use financial instruments to reduce this risk. 

Cash
Trade and other receivables
Trade and other payables

Equivalent in Canadian dollars

2017

Euro

US
dollar

169,728
612,994
345,659

10,216

-

(130,472)

1,128,381

(120,256)

1,415,554

(181,010)

(38) 

Xebec Adsorption Inc. 
Notes to Consolidated Financial Statements 
December 31, 2017 and 2016 
(expressed in Canadian dollars) 

Cash
Trade and other receivables
Trade and other payables

Equivalent in Canadian dollars

ii.

Interest rate risk 

2016

Euro

US
dollar

604,037
434,461
(114,296)

135
39,280
(114,365)

924,202

(74,950)

1,240,926

(106,196)

Interest rate risk  is  the  risk  that the  fair  value  or  future cash  flows of  financial  instruments  will 
fluctuate as market interest rates change.  

The  Company  is  exposed to  interest rate  risk  on  its  bank  loan  and credit  facility,  for  which the 
interest  rates  charged  fluctuate  based  on  the  bank’s  prime  rate.  As  at  December  31,  2017,  the 
short-term bank loan and credit facility amounted to $1,437,912 (2016 – $755,000). If the interest 
rate  on  the  bank  loan  and  credit  facility  had  been  50  basis  points  higher  (lower),  related  to  the 
bank loan and credit facility as at December 31, 2017, net income would have been $11,218 (2016 
– $3,295) lower (higher). 

(39) 

Xebec Adsorption Inc. 
Notes to Consolidated Financial Statements 
December 31, 2017 and 2016 
(expressed in Canadian dollars) 

d. Liquidity risk

Liquidity  risk  is  the  risk  that the  Company  will  not  be  able  to  meet its financial  obligations  as  they 
come due. 

The following are the contractual maturities of financial liabilities as at December 31: 

2017

Financial liabilities
Credit facility
Trade and other payables 
and accrued liabilities

Government royalty 

program obligation  
Obligation under capital 

lease

Convertible debentures
Obligation arising from 
shares issued by a 
subsidiary

Financial liabilities
Bank loan
Trade and other payables
and accrued liabilities

Government royalty

program obligation
Obligation under capital 

lease

Convertible debentures
Obligation arising from 
shares issued by a 
subsidiary

Carrying 
amount 
$

Contractual
cash flow
$

0 to 12
months
$

13 to 24
months
$

Thereafter
$

1,437,912

1,535,939

1,535,939

3,032,213

3,032,213

3,032,213

-

-

-

-

591,372

682,540

82,000

95,000

505,540

29,144
2,216,570

31,261
3,173,569

23,878

4,219
231,143 2,942,426

3,164

3,912,314

3,912,314

-

-

3,912,314

11,219,525

12,367,836

4,905,173 3,041,645

4,421,018

Carrying 
amount 
$

Contractual
cash flow
$

0 to 12
months
$

13 to 24
months
$

Thereafter
$

2016

755,000

755,000

755,000

3,118,064

3,118,064

3,118,064

757,540

757,540

757,540

-

-

-

-

-

-

42,120
754,780

38,561
1,270,247

19,281
90,247

16,067
90,000

-
1,090,000

3,582,135

3,582,135

-

-

3,582,135

9,009,639

9,521,547

4,740,132

106,067

4,672,135

(40) 

Xebec Adsorption Inc. 
Notes to Consolidated Financial Statements 
December 31, 2017 and 2016 
(expressed in Canadian dollars) 

Contractual interest amounts on floating interest rates are established based on the spot rates as at the 
statement of financial position dates. 

The Company’s development is financed through a combination of borrowing under the existing credit 
facilities and the issuance of debt and equity (Note 1). 

(41)