Common use of Accounting for the Business Combination Clause in Contracts

Accounting for the Business Combination. The transaction will be accounted for as a continuation of IGI in accordance with IFRS as issued by the IASB. Under this method of accounting, while Pubco is the legal acquirer of both IGI and ▇▇▇▇▇▇▇▇, ▇▇▇ has been identified as the accounting acquirer of ▇▇▇▇▇▇▇▇ for accounting purposes. This determination was primarily based on IGI comprising the ongoing operations of the combined company, IGI senior management comprising the senior management of the combined company, and the former owners and management of IGI having control of the board of directors following the consummation of the transaction by virtue of being able to appoint a majority of the directors of the combined company. As ▇▇▇▇▇▇▇▇ does not meet the definition of a business as defined in IFRS 3 — Business Combinations (“IFRS 3”), the acquisition is not within the scope of IFRS 3 and is accounted for as a share-based payment transaction in accordance with IFRS 2 — Share-based Payments (“IFRS 2”). Hence, the transaction will be accounted for as the continuance of IGI with recognition of the identifiable assets acquired and the liabilities assumed of ▇▇▇▇▇▇▇▇ at fair value. Operations prior to the transaction will be those of IGI from an accounting point of view. Under IFRS 2, the transaction is measured at the fair value of the common shares deemed to have been issued by IGI for the ownership interest in Pubco to be the same as if the transaction had taken the legal form of IGI acquiring 100% of ▇▇▇▇▇▇▇▇. The difference between the fair value of the common shares/warrants deemed to have been issued by IGI and the fair value of ▇▇▇▇▇▇▇▇’s identifiable net assets acquired represents a transaction cost or a bargain purchase that will be recognized in the statement of income.

Accounting for the Business Combination. The transaction will be accounted for as a continuation of IGI in accordance with IFRS as issued by the IASB. Under this method of accounting, while Pubco the Company is the legal acquirer of both IGI and ▇▇▇▇▇▇▇▇, ▇▇▇ has been identified as the accounting acquirer of ▇▇▇▇▇▇▇▇ for accounting purposes. This determination was primarily based on IGI comprising the ongoing operations of the combined company, IGI senior management comprising the senior management of the combined company, and the former owners and management of IGI having control of the board of directors following the consummation of the transaction by virtue of being able to appoint a majority of the directors of the combined company. As ▇▇▇▇▇▇▇▇ does not meet the definition of a business as defined in IFRS 3 — Business Combinations (“IFRS 3”), the acquisition is not within the scope of IFRS 3 and is accounted for as a share-based payment transaction in accordance with IFRS 2 — Share-based Payments (“IFRS 2”). Hence, the transaction will be accounted for as the continuance of IGI with recognition of the identifiable assets acquired and the liabilities assumed of ▇▇▇▇▇▇▇▇ at fair value. Operations prior to the transaction will be those of IGI from an accounting point of view. Under IFRS 2, the transaction is measured at the fair value of the common shares deemed to have been issued by IGI for the ownership interest in Pubco the Company to be the same as if the transaction had taken the legal form of IGI acquiring 100% of ▇▇▇▇▇▇▇▇. The difference between the fair value of the equity instruments (common shares/warrants deemed to have been shares and warrants) issued by IGI and the fair value of to ▇▇▇▇▇▇▇▇’s ▇ and the fair value of the later identifiable net assets acquired (representing net cash received by IGI and its former shareholders) represents a bargain purchase. However, since the transaction cost or is accounted for under IFRS 2 and the outcome of fair value measurement represents a bargain purchase that will be recognized ‘bargain’ and not an ‘expense’, this does not qualify as a share-based payment for the services received by IGI in connection with the statement of incometransaction.