Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Dec. 31, 2018 | Jan. 31, 2019 | |
Document and Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Dec. 31, 2018 | |
Entity Registrant Name | PLURISTEM THERAPEUTICS INC | |
Entity Central Index Key | 1,158,780 | |
Current Fiscal Year End Date | --06-30 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q2 | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Common Stock, Shares Outstanding | 116,856,573 |
INTERIM CONDENSED CONSOLIDATED
INTERIM CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2018 | Jun. 30, 2018 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 6,796 | $ 8,821 |
Short-term bank deposits | 7,917 | 21,079 |
Restricted cash and short-term bank deposits | 916 | 687 |
Accounts receivable from the Israeli Innovation Authority ("IIA") | 82 | 58 |
Other current assets | 2,643 | 1,391 |
Total current assets | 18,354 | 32,036 |
LONG-TERM ASSETS: | ||
Long-term deposits and restricted bank deposits | 379 | 383 |
Severance pay fund | 837 | 846 |
Property and equipment, net | 4,723 | 5,678 |
Other long-term assets | 10 | 17 |
Total long-term assets | 5,949 | 6,924 |
Total assets | 24,303 | 38,960 |
CURRENT LIABILITIES | ||
Trade payables | 2,073 | 3,261 |
Accrued expenses | 2,936 | 2,266 |
Other accounts payable | 2,225 | 3,021 |
Total current liabilities | 7,234 | 8,548 |
LONG-TERM LIABILITIES | ||
Accrued severance pay | 1,110 | 1,127 |
Other long-term liabilities | 765 | 778 |
Total long-term liabilities | 1,875 | 1,905 |
COMMITMENTS AND CONTINGENCIES | ||
STOCKHOLDERS' EQUITY | ||
Share capital: Common stock $0.00001 par value per share: Authorized: 200,000,000 shares Issued and outstanding: 116,809,444 shares as of December 31, 2018, 113,565,780 shares as of June 30, 2018 | 1 | 1 |
Additional paid-in capital | 248,359 | 244,203 |
Accumulated deficit | (233,166) | (215,697) |
Total stockholders' equity | 15,194 | 28,507 |
Total liabilities and stockholders' equity | $ 24,303 | $ 38,960 |
INTERIM CONDENSED CONSOLIDATE_2
INTERIM CONDENSED CONSOLIDATED BALANCE SHEETS (PARENTHETICAL) - $ / shares | Dec. 31, 2018 | Jun. 30, 2018 |
Statement of Financial Position [Abstract] | ||
Common stock, par value per share | $ 0.00001 | $ 0.00001 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 116,809,444 | 113,565,780 |
Common stock, shares outstanding | 116,809,444 | 113,565,780 |
INTERIM CONDENSED CONSOLIDATE_3
INTERIM CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Statement [Abstract] | ||||
Revenues | $ 50 | $ 50 | $ 54 | $ 50 |
Cost of revenues | (2) | (2) | (2) | (2) |
Gross profit | 48 | 48 | 52 | 48 |
Operating Expenses: | ||||
Research and development expenses | (7,432) | (6,259) | (15,197) | (11,451) |
Less: participation by the IIA and other parties | 1,176 | 621 | 2,177 | 1,136 |
Research and development expenses, net | (6,256) | (5,638) | (13,020) | (10,315) |
General and administrative expenses, net | (2,123) | (2,920) | (4,333) | (5,683) |
Other income | 43 | 43 | ||
Operating loss | (8,331) | (8,467) | (17,301) | (15,907) |
Financial income (expense), net | (352) | 238 | (168) | 293 |
Net loss for the period | $ (8,683) | $ (8,229) | $ (17,469) | $ (15,614) |
Loss per share: | ||||
Basic and diluted net loss per share | $ (0.07) | $ (0.08) | $ (0.15) | $ (0.15) |
Weighted average number of shares used in computing basic and diluted net loss per share | 115,790,930 | 105,130,191 | 114,723,358 | 101,224,325 |
INTERIM CONDENSED CONSOLIDATE_4
INTERIM CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (UNAUDITED) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | |
Statement of Comprehensive Income [Abstract] | ||||
Net loss | $ (8,683) | $ (8,229) | $ (17,469) | $ (15,614) |
Other comprehensive income, net: | ||||
Unrealized gain on available-for-sale marketable securities, net | 5,440 | 4,307 | ||
Reclassification adjustment of available-for-sale marketable securities gain realized in net gain, net | (1,006) | (928) | ||
Other comprehensive income | 4,434 | 3,379 | ||
Total comprehensive loss | $ (8,683) | $ (3,795) | $ (17,469) | $ (12,235) |
INTERIM CONDENSED STATEMENTS OF
INTERIM CONDENSED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Other Comprehensive Income [Member] | Accumulated Deficit [Member] | Total | |
Balance at Jun. 30, 2017 | $ 1 | $ 217,822 | $ 1,999 | $ (189,571) | $ 30,251 | |
Balance, shares at Jun. 30, 2017 | 96,938,789 | |||||
Exercise of options by employees | 5 | 5 | ||||
Exercise of options by employees, shares | 5,000 | |||||
Stock-based compensation to employees, directors and non-employee consultants | [1] | 3,108 | 3,108 | |||
Stock-based compensation to employees, directors and non-employee consultants, shares | 1,731,024 | |||||
Issuance of common stock under At-The Market ("ATM") Agreement, net of issuance costs of $80 (Note 6a) | [1] | 1,026 | 1,026 | |||
Issuance of common stock under At-The Market ("ATM") Agreement, net of issuance costs of $80 (Note 6a), shares | 834,040 | |||||
Issuance of common stock, net of issuance costs of $1,405 (Note 6b) | [1] | 13,646 | 13,646 | |||
Issuance of common stock, net of issuance costs of $1,405 (Note 6b), shares | 9,000,000 | |||||
Exercise of warrants by investors (Note 6c) | [1] | 1,160 | 1,160 | |||
Exercise of warrants by investors (Note 6c), shares | 828,703 | |||||
Other comprehensive income, net | 3,379 | 3,379 | ||||
Net loss | (15,614) | (15,614) | ||||
Balance at Dec. 31, 2017 | $ 1 | 236,767 | $ 5,378 | (205,185) | 36,961 | |
Balance, shares at Dec. 31, 2017 | 109,337,556 | |||||
Balance at Jun. 30, 2018 | $ 1 | 244,203 | (215,697) | $ 28,507 | ||
Balance, shares at Jun. 30, 2018 | 113,565,780 | 113,565,780 | ||||
Stock-based compensation to employees, directors and non-employee consultants | [1] | 2,196 | $ 2,196 | |||
Stock-based compensation to employees, directors and non-employee consultants, shares | 1,519,164 | |||||
Issuance of common stock under ATM Agreement, net of issuance costs of $148 (Note 6a) | [1] | 1,952 | 1,952 | |||
Issuance of common stock under ATM Agreement, net of issuance costs of $148 (Note 6a), shares | 1,706,000 | |||||
Exercise of options by employees and non-employee consultants | [1] | 8 | 8 | |||
Exercise of options by employees and non-employee consultants, shares | 18,500 | |||||
Net loss | (17,469) | (17,469) | ||||
Balance at Dec. 31, 2018 | $ 1 | $ 248,359 | $ (233,166) | $ 15,194 | ||
Balance, shares at Dec. 31, 2018 | 116,809,444 | 116,809,444 | ||||
[1] | Less than $1 |
INTERIM CONDENSED STATEMENTS _2
INTERIM CONDENSED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (Parenthetical) - USD ($) $ in Thousands | 6 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Issuance of common stock and warrants, issuance costs | $ 1,405 | |
ATM Agreement [Member] | ||
Issuance of common stock and warrants, issuance costs | $ 148 | $ 80 |
INTERIM CONDENSED CONSOLIDATE_5
INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) $ in Thousands | 6 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (17,469) | $ (15,614) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation | 1,001 | 1,023 |
Accretion of discount, amortization of premium and changes in accrued interest of marketable securities | 12 | |
Gain from sale of investments of available-for-sale marketable securities | (928) | |
Other-than-temporary loss of available-for-sale marketable securities (see Note 3) | 850 | |
Stock-based compensation to employees, directors and non-employee consultants | 2,196 | 3,108 |
Decrease (increase) in accounts receivable from the IIA | (24) | 864 |
Decrease (increase) in other current assets and other long-term assets | (1,245) | 272 |
Decrease in trade payables | (1,041) | (86) |
Increase (decrease) in other accounts payable, accrued expenses, other current liabilities and other long-term liabilities | (246) | 421 |
Decrease (increase) in interest receivable on short-term deposits | 60 | (28) |
Linkage differences and interest on short and long-term deposits and restricted bank deposits | 3 | 2 |
Accrued severance pay, net | (8) | 86 |
Net cash used by operating activities | (16,773) | (10,018) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchase of property and equipment | (193) | (185) |
Proceeds from (Investment in) short-term deposits | 13,109 | (9,714) |
Investment in long-term deposits and restricted bank deposits | (6) | |
Proceeds from sale of available-for-sale marketable securities | 9,010 | |
Proceeds from redemption of available-for-sale marketable securities | 9 | |
Investment in available-for-sale marketable securities | (1,146) | |
Net cash provided by investing activities | 12,910 | (2,026) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds related to issuance of common stock, net of issuance costs | 1,952 | 14,672 |
Exercise of warrants and options | 8 | 1,165 |
Proceeds with respect to Israel-United States Binational Industrial Research and Development Foundation liability | 107 | 88 |
Net cash provided by financing activities | 2,067 | 15,925 |
Increase (decrease) in cash and cash equivalents and restricted cash | (1,796) | 3,881 |
Cash and cash equivalents and restricted cash at the beginning of the period | 9,508 | 5,266 |
Cash and cash equivalents and restricted cash at the end of the period | 7,712 | 9,147 |
(a) Supplemental disclosure of cash flow activities: | ||
Cash paid during the period for: Taxes paid due to non-deductible expenses | 5 | 6 |
(b) Supplemental disclosure of non-cash activities: | ||
Purchase of property and equipment on credit | $ 24 | $ 16 |
GENERAL
GENERAL | 6 Months Ended |
Dec. 31, 2018 | |
GENERAL [Abstract] | |
GENERAL | NOTE 1:-GENERAL a. Pluristem Therapeutics Inc., a Nevada corporation, was incorporated on May 11, 2001. Pluristem Therapeutics Inc. has a wholly owned subsidiary, Pluristem Ltd. (the “Subsidiary”), which is incorporated under the laws of the State of Israel. Pluristem Therapeutics Inc. and the Subsidiary are referred to as the “Company” or “Pluristem”. The Company’s shares of common stock are traded on the Nasdaq Capital Market under the symbol “PSTI” and on the Tel-Aviv Stock Exchange under the symbol “PLTR”. b. The Company is a bio-therapeutics company developing placenta-based cell therapy product candidates for the treatment of multiple ischemic and inflammatory conditions. The Company has incurred an accumulated deficit of approximately $233,166 and incurred recurring operating losses and negative cash flows from operating activities since inception. As of December 31, 2018, the Company’s total stockholders' equity amounted to $15,194. During the six month period ended December 31, 2018, the Company incurred operating losses of $17,301 and its negative cash flow from operating activities was $16,773. The Company will be required to identify additional liquidity resources in the near term in order to support the commercialization of its products and maintain its research and development and clinical trials activities. As of December 31, 2018, the Company's cash position (cash and cash equivalents and short-term bank deposits) totaled approximately $14,713. The Company is addressing its liquidity issues by implementing initiatives to allow the continuation of its activities. The Company's current operating plan includes various assumptions concerning the level and timing of cash outflows for operating activities and capital expenditures. The Company's ability to successfully carry out its business plan, which includes a cost-reduction plan should it be unable to raise sufficient additional capital, is primarily dependent upon its ability to (1) obtain sufficient additional capital, (2) enter into license agreements to use or commercialize the Company’s products and (3) receive other sources of funding, including non-diluting sources such as the IIA grants, the European Union's Horizon 2020 program (“Horizon 2020”) According to management estimates, liquidity resources as of December 31, 2018, will be sufficient to maintain the Company's operations into the beginning of the first quarter of the Company's fiscal year 2020. The Company's inability to raise funds to carry out its business plan will have a severe negative impact on its ability to remain a viable company. CHA Agreement On June 26, 2013, Pluristem entered into an exclusive license and commercialization agreement (the “CHA Agreement”) with CHA Biotech Co. Ltd. (“CHA”), for conducting clinical trials and commercialization of Pluristem's PLX-PAD product in South Korea in connection with two indications: the treatment of Critical Limb Ischemia (“CLI”), and Intermediate Claudication (collectively with CLI, the “Indications”). Under the terms of the CHA Agreement, CHA will receive exclusive rights in South Korea for conducting clinical trials with respect to the Indications and the Company will continue to retain rights to its proprietary manufacturing technology and cell-related intellectual property. The first clinical study as part of the CHA Agreement is a Phase II trial in Intermittent Claudication. South Korea’s Ministry of Food and Drug Safety approved this study in November 2013. Upon the first regulatory approval for a PLX product in South Korea, for the specified Indications, Pluristem and CHA will establish an equally owned joint venture to commercialize PLX cell products in South Korea. Pluristem will be able to use the data generated by CHA to pursue the development of PLX product candidates outside of South Korea. The CHA Agreement contains customary termination provisions, including in the event the parties do not reach an agreement upon development plan for conducting the clinical trials. Upon termination of the CHA Agreement, the license granted thereunder will terminate and all rights included therein will revert to the Company, and the Company will be free to enter into agreements with any other third parties for the granting of a license in or outside South Korea or to deal in any other manner with such rights as it shall see fit at its sole discretion. In addition, and as contemplated by the CHA Agreement, in December 2013, Pluristem and CHA executed the mutual investment pursuant to which Pluristem issued 2,500,000 shares of its common stock in consideration for 1,011,504 shares of CHA, which reflects total consideration to each of Pluristem and CHA of approximately $10,414. The parties also agreed to give an irrevocable proxy to the other party’s management with respect to the voting power of the shares issued. In March 2015, the Company sold a portion of the CHA shares received in December 2013. In January 2018, the Company sold its remaining investment in the CHA shares, for aggregate net proceeds of approximately $10,500, representing a net gain of $6,200, which is recorded in “Financial income, net” for the fiscal year ended June 30, 2018, and reclassified from other comprehensive loss. Chart Industries Agreement In November 2018, the Company entered into a license agreement with a subsidiary of Chart Industries, Inc. ("Chart") regarding the Company’s thawing device for cell-based therapies. Pursuant to the terms of the agreement, Chart obtained the exclusive rights to manufacture and market the thawing device in all territories worldwide, excluding Greater China, and the Company is to receive royalties from sales of the product and supply of an agreed upon number of thawing devices. |
SIGNIFICANT ACCOUNTING POLICIES
SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
SIGNIFICANT ACCOUNTING POLICIES | NOTE 2:-SIGNIFICANT ACCOUNTING POLICIES a. Unaudited Interim Financial Information The accompanying unaudited interim condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles ("GAAP") for interim financial information and with the instructions to Form 10-Q and Article 10 of U.S. Securities and Exchange Commission Regulation S-X. Accordingly, they do not include all the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments considered necessary for a fair presentation have been included (consisting only of normal recurring adjustments except as otherwise discussed). For further information, reference is made to the consolidated financial statements and footnotes thereto included in the Company’s Annual Report on Form 10-K for the year ended June 30, 2018. Operating results for the three and six month periods ended December 31, 2018, are not necessarily indicative of the results that may be expected for the year ending June 30, 2019. b. Significant Accounting Policies The significant accounting policies followed in the preparation of these unaudited interim condensed consolidated financial statements are identical to those applied in the preparation of the latest annual financial statements. c. Use of estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates, judgments and assumptions that are reasonable based upon information available at the time they are made. These estimates, judgments and assumptions can affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. d. Fair value of financial instruments The carrying amounts of the Company's financial instruments, including cash and cash equivalents, short-term and restricted bank deposits, accounts receivable and other current assets, trade payable and other accounts payable, accrued expenses and other liabilities, approximate fair value because of their generally short term maturities. The Company measures its investments in marketable securities and derivative instruments at fair value under Accounting Standards Codification (“ASC”), “Fair Value Measurements and Disclosures” (“ASC 820”). Fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or a liability. As a basis for considering such assumptions, ASC 820 establishes a three-tier value hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value: Level 1 Level 2 Level 3 The fair value hierarchy also requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The Company categorized each of its fair value measurements in one of these three levels of hierarchy (see Note 4). e . Derivative financial instruments The Company accounts for derivatives and hedging based on ASC 815, “Derivatives and hedging” , as amended and related interpretations. ASC 815 requires the Company to recognize all derivatives on the balance sheet at fair value. If a derivative meets the definition of a hedge and is so designated, depending on the nature of the hedge, changes in the fair value of the derivative will either be offset against the change in fair value of the hedged assets, liabilities, or firm commitments through earnings (for fair value hedge transactions) or recognized in other comprehensive income (loss) until the hedged item is recognized in earnings (for cash flow hedge transactions). The ineffective portion of a derivative's change in fair value is recognized in earnings. If a derivative does not meet the definition of a hedge, the changes in the fair value are included in earnings. Cash flows related to such hedges are classified as operating activities. The Company enters into forward exchange contracts and option contracts in order to limit the exposure to exchange rate fluctuation associated with expenses mainly incurred in NIS . Since the derivative instruments that the Company holds do not meet the definition of hedging instruments under ASC 815, any gain or loss derived from such instruments is recognized immediately as "financial income, net". The Company measured the fair value of the contracts in accordance with ASC 820. Foreign currency derivative contracts are classified within Level 2 as the valuation inputs are based on quoted prices and market observable data of similar instruments. As of December 31, 2018, the fair value of the f. Recently Adopted Accounting Pronouncement ASU No. 2016-15 - “Statement of Cash Flows” (Topic 230) (“ASU No. 2016-15”): In August 2016, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2016-15, which addresses the classification of eight specific cash flow issues with the objective of reducing the existing diversity in practice. ASU No. 2016-15 will be effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years, with early adoption permitted. The Company adopted ASU 2016-15 in the first quarter of fiscal year 2019 and it did not have a material impact on the Company's consolidated financial statements and related disclosures. ASU No. 2016-18 – "Statement of Cash Flows" (Topic 230) (“ASU No. 2016-18”): In November 2016, the FASB issued ASU 2016-18. The ASU requires that the consolidated statement of cash flows include the change in total cash and cash equivalents and amounts generally described as restricted cash or restricted cash equivalents when reconciling the beginning-of-period and end-of-period total amounts. ASU No. 2016-18 also requires a reconciliation between the total of cash and cash equivalents and restricted cash presented on the consolidated statement of cash flows and the cash and cash equivalents balance presented on the consolidated balance sheet. ASU No. 2016-18 is effective for fiscal years beginning after December 15, 2017 and interim periods within those fiscal years. The standard requires application using a retrospective transition method. The Company adopted this standard effective July 1, 2018 using the retrospective transition method, as required by the new standard. The following table provides a reconciliation of cash and cash equivalents, and long term restricted cash reported within the consolidated balance sheets that sum to the total of such amounts in the consolidated statements of cash flows: Six months ended December 31, 2018 2017 (Unaudited) Cash and cash equivalents $ 6,796 $ 8,581 Restricted cash included in Restricted cash and short-term bank deposits 916 566 Cash, cash equivalents and restricted cash shown in the consolidated statement of cash flows $ 7,712 $ 9,147 Recently Issued Accounting Pronouncements ASU No. 2016-02 - “Leases” (“Topic 842”): In February 2016, the FASB issued guidance on the recognition, measurement, presentation and disclosure of leases for both parties to a contract (i.e., lessees and lessors). The new standard requires lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase by the lessee. This classification will determine whether a lease expense is recognized based on an effective interest method or on a straight-line basis over the term of the lease, respectively. A lessee is also required to record a right-of-use asset and a lease liability for all leases with a term of greater than 12 months regardless of their classification. Leases with a term of 12 months or less will be accounted for in a manner similar to the accounting treatment requirements under existing guidance for operating leases today. The new standard requires lessors to account for leases using an approach that is substantially equivalent to existing guidance for sales-type leases, direct financing leases and operating leases. Topic 842 supersedes the previous leases standard, ASC 840, “Leases”. The guidance is effective for annual periods beginning on or after December 15, 2018, or July 1, 2019 for the Company, and interim periods within those fiscal years with early adoption permitted. Early adoption is permitted. The provisions of ASU 2016-02 are to be applied using a modified retrospective approach. In July 2018, the FASB issued ASU No. 2018-11, "Targeted Improvements - Leases (Topic 842)", which further updated Topic 842. This update provides an optional transition method that allows entities to elect to apply the standard prospectively at its effective date, versus recasting the prior periods presented. If elected, an entity would recognize a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. The Company is currently evaluating the potential impact of the guidance on its consolidated financial statements. ASU No. 2017-12 - “Derivatives and Hedging - Targeted Improvements to Accounting for Hedging Activities” (“ASU No. 2017-12”): In August 2017, the FASB issued ASU No. 2017-12, which is intended to simplify and amend the application of hedge accounting to more clearly portray the economics of an entity’s risk management strategies in its financial statements. The ASU will make more financial and nonfinancial hedging strategies eligible for hedge accounting, reduce complexity in fair value hedges of interest rate risk and ease certain documentation and assessment requirements of hedge effectiveness. It also changes how companies assess effectiveness of the hedge and amends the presentation and disclosure requirements relating to hedging activities. ASU 2017-12 is effective for fiscal years beginning after December 15, 2018, or July 1, 2019, for the Company. The Company is currently evaluating the potential impact of adopting the ASU on its consolidated financial statements. ASU No. 2018-07 - “Compensation—Stock Compensation” (Topic 718) (“ASU No. 2018-07”): In June 2018, the FASB issued ASU No. 2018-07. The ASU expands the scope of ASU No. 2018-07 to include share-based payment transactions for acquiring goods and services from nonemployees. An entity should apply ASU No. 2018-07 to nonemployee awards except with respect to option pricing models and the attribution of cost (that is, the period of time over which share-based payment awards vest and the pattern of cost recognition over that period). The amendments specify that ASU No. 2018-07 applies to all share-based payment transactions in which a grantor acquires goods or services to be used or consumed in a grantor’s own operations by issuing share-based payment awards. ASU No. 2018-07 is effective for fiscal years beginning after December 15, 2018, or July 1, 2019 for the Company, ASU No. 2018-18 - “Collaborative Arrangements (Topic 808) (“ASU No. 2018-18”): In November 2018, the FASB issued ASU No. 2018-18, which clarifies the interaction between Topic 808 and Topic 606 by (1) clarifying that certain transactions between collaborative arrangement participants should be accounted for under Topic 606, (2) adding unit-of-account guidance in Topic 808 to align with the guidance in Topic 606, and (3) clarifying presentation guidance for transactions with a collaborative arrangement participant that are not accounted for under Topic 606. ASU 2018-18 is effective for fiscal years beginning after December 15, 2019, or July 1, 2019 for the Company |
MARKETABLE SECURITIES
MARKETABLE SECURITIES | 6 Months Ended |
Dec. 31, 2018 | |
Marketable Securities [Abstract] | |
MARKETABLE SECURITIES | NOTE 3:- MARKETABLE SECURITIES During the year ended June 30, 2018, the Company sold marketable securities for aggregate net proceeds (including redemptions of certain bonds) of approximately $21,890, representing a net gain of $8,440. The proceeds from the sale of such marketable securities are included in “Financial income, net”, for the year ended June 30, 2018. In addition, during the year ended June 30, 2018, the Company recognized an-other-than-temporary impairment loss on an outstanding security of $850, and the value of the outstanding security was amortized in full. |
FAIR VALUE OF FINANCIAL INSTRUM
FAIR VALUE OF FINANCIAL INSTRUMENTS | 6 Months Ended |
Dec. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE OF FINANCIAL INSTRUMENTS | NOTE 4:- FAIR VALUE OF FINANCIAL INSTRUMENTS December 31, 2018 (Unaudited) June 30, 2018 Level 1 Level 2 Level 1 Level 2 Foreign currency derivative instruments - (348 ) - (243 ) Total financial liabilities $ - $ (348 ) $ - $ (243 ) |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 6 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 5: - COMMITMENTS AND CONTINGENCIES a. As of December 31, 2018, an amount of $1,285 of cash and deposits was pledged by the Subsidiary to secure the derivatives and hedging transactions, credit line and bank guarantees. b. Under the Law for the Encouragement of Industrial Research and Development, 1984, (the “Research Law”), research and development programs that meet specified criteria and are approved by the IIA are eligible for grants of up to 50% of the project’s expenditures, as determined by the research committee, in exchange for the payment of royalties from the sale of products developed under the program. Regulations under the Research Law generally provide for the payment of royalties to the IIA of 3% on sales of products and services derived from a technology developed using these grants until 100% of the dollar-linked grant is repaid. The Company’s obligation to pay these royalties is contingent on its actual sale of such products and services. In the absence of such sales, no payment is required. Outstanding balance of the grants will be subject to interest at a rate equal to the 12 month LIBOR applicable to dollar deposits that is published on the first business day of each calendar year. Following the full repayment of the grant, there is no further liability for royalties. Through December 31, 2018, total grants obtained from the IIA aggregated to approximately $27,096 and total royalties paid and accrued amounted to $170. As of December 31, 2018, the Company's contingent liability in respect to royalties to the IIA amounted to $26,926, not including LIBOR interest as described above. c. The Company was awarded a marketing grant under the "Smart Money" program of the Israeli Ministry of Economy and Industry. The program’s aim is to assist companies to extend their activities in international markets. The goal market that was chosen was Japan. The Israeli government granted the Company budget resources that are intended to be used to advance the Company’s product candidate towards marketing in Japan and for regulatory activities there. As part of the program, the Company will repay royalties of 5% from the Company’s income in Japan during five years, starting the year in which the Company will not be entitled to reimbursement of expenses under the program and will be spread for a period of up to 5 years or until the amount of the grant is fully paid . As of December 31, 2018, total grants obtained under this Smart Money program amounted to approximately $112. As of December 31, 2018, the Company's contingent liability with respect to royalties for this “Smart Money” program was $112 and no royalties were paid or accrued. d. The Company was awarded an additional “Smart Money” grant of approximately $229 from Israel’s Ministry of Economy and Industry to facilitate certain marketing and business development activities with respect to its advanced cell therapy products in the Chinese market, including Hong Kong. The Israeli government granted the Company budget resources that are intended to be used to advance the Company’s product candidate towards marketing in the China-Hong Kong markets. The Company will also receive close support from Israel’s trade representatives stationed in China, including Hong Kong, along with experts appointed by the Smart Money program. As part of the program, the Company will repay royalties of 5% from the Company’s revenues in the region for a five year period, beginning the year in which the Company will not be entitled to reimbursement of expenses under the program and will be spread for a period of up to 5 years or until the amount of the grant is fully paid . As of December 31, 2018, the aggregate amount of grant obtained from this Smart Money program was approximately $24. As of December 31, 2018, the Company's contingent liability with respect to royalties for this “Smart Money” program is $24 and no royalties were paid or accrued. e. In September 2017, the Company signed an agreement with the Tel-Aviv Sourasky Medical Center (Ichilov Hospital) to conduct a Phase I/II trial of PLX-PAD cell therapy for the treatment of Steroid-Refractory Chronic Graft-Versus-Host-Disease (“GvHD”). As part of the agreement with the Tel-Aviv Sourasky Medical Center (Ichilov Hospital), the Company will pay royalties of 1% from its net sales of the PLX-PAD product relating to GvHD, with a maximum aggregate royalty amount of approximately $250. f. The Company currently collaborates with the New York Blood Center (“NYBC”) on preclinical studies of its placental expanded R-18 cells (“PLX-R18”) to enhance the efficacy of umbilical cord blood transplantation. The project was selected to receive a conditional award of $900 from the Israel-United States Binational Industrial Research and Development Foundation (the “BIRD Foundation”), of which an amount of $585 is a direct grant allocated to the Company. Per the terms of the project, the Company will provide the PLX-R18 cells and the NYBC will be responsible for conducting and supporting the studies. Amounts received in connection with this award are presented in “Other long-term liabilities”, as the Company does not expect to repay the liability in the next 12 months. In accordance with the agreement between the Company and NYBC, if only one party elects to proceed with the development of the product, such party shall be responsible for all repayment obligations to the BIRD Foundation for both parties, if applicable. In addition, in case of conclusion of project development which will trigger the grant repayment to the BIRD Foundation, if the Company will elect to pursue the development of the product, and NYBC elects not to pursue the development of the product, then, unless otherwise agreed by the parties, the Company shall pay NYBC royalties in the amount of 2.5% from its revenues of the product, up to an aggregate royalty amount of approximately $550. g. The Company was awarded a marketing grant of approximately $52 under the "Shalav" program of the Israeli Ministry of Economy and Industry. The grant is intended to facilitate certain marketing and business development activities with respect to the Company’s advanced cell therapy products in the U.S. market. As part of the program, the Company will repay royalties of 3%, but only with respect to the Company’s revenues in the U.S. market in excess of $250 of its revenues in fiscal year 2018, upon the earlier of the five year period beginning the year in which the Company will not be entitled to reimbursement of expenses under the program and/or until the amount of the grant, which is linked to the Consumer Price Index, is fully paid. As of December 31, 2018, no funds have been received. |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 6 Months Ended |
Dec. 31, 2018 | |
Stockholders' Equity Note [Abstract] | |
STOCKHOLDERS' EQUITY | NOTE 6: - STOCKHOLDERS' EQUITY a. Pursuant to a shelf registration on Form S-3 declared effective by the Securities and Exchange Commission on June 23, 2017, in July 2017 the Company entered into an At Market Issuance Sales Agreement (“ATM Agreement”) with FBR Capital Markets & Co., MLV & Co. LLC and Oppenheimer & Co. Inc. (collectively, the “Agents”), which provides that, upon the terms and subject to the conditions and limitations in the ATM Agreement, the Company may elect, from time to time, to offer and sell shares of common stock having an aggregate offering price of up to $80,000 through the Agents acting as sales agent. During the six month period ended December 31, 2018, the Company sold 1,706,000 shares of common stock under the ATM Agreement at an average price of $1.23 per share for aggregate net proceeds of approximately $1,952, net of issuance expenses of $148. On February 4, 2019, the Company notified the Agents of the termination of the ATM Agreement. b. On October 31, 2017, the Company completed a public offering in Israel, pursuant to the Company’s existing shelf registration statement on Form S-3 in the United States and a shelf registration statement filed in Israel, pursuant to which the Company raised aggregate gross proceeds of $15,051 through the sale of 9,000,000 shares of the Company’s common stock at a purchase price of NIS 5.90 (approximately $1.67) per share. The net proceeds, after deducting fees and expenses related to the offering, were approximately $13,646. c. Through the six month period ended December 31, 2017, a total of 828,703 warrants were exercised by investors at an exercise price of $1.40 per share, resulting in the issuance of 828,703 shares of common stock for net proceeds of approximately $1,160. d. Options, warrants, restricted stocks (“RS”) and restricted stock units (“RSU”) to employees, directors and consultants: 1. Options to employees and directors: The Company accounts for its options to employees and directors under the fair value method in accordance with ASC 718, “Compensation—Stock Compensation” (“ASC 718”). A summary of the Company’s activity for options granted to employees and directors under its 2005 incentive option plan is as follows: Six months ended December 31, 2018 (Unaudited) Number Weighted Average Exercise Price Weighted Average Remaining Contractual Terms (in years) Aggregate Intrinsic Value Price Options outstanding at beginning of period 315,000 $ 0.62 - - Options forfeited (307,500 ) $ 0.62 - - Options exercised (7,500 ) $ 0.62 - - Options outstanding at end of the period - - - - Intrinsic value of exercisable options (the difference between the Company’s closing stock price on the last trading day in the period and the exercise price, multiplied by the number of in-the-money options) represents the amount that would have been received by the employee and director option holders had all option holders exercised their options on December 31, 2018. This amount changes based on the fair market value of the Company’s common stock. 2. Options to non-employees: The Company accounts for its options to non-employees under the fair value method in accordance with ASC 718. A summary of the options to non-employee consultants under its 2005 and 2016 incentive option plans is as follows: Six months ended December 31, 2018 (Unaudited) Number Weighted Average Exercise Price Weighted Average Remaining Contractual Terms (in years) Aggregate Intrinsic Value Price Options outstanding at beginning of period 500,600 $ 0.01 - - Options granted 498,050 - - - Options exercised (11,000 ) 0.28 - - Options forfeited (1,850 ) - - - Options outstanding at end of the period 985,800 $ - 8.26 $ 779 Options exercisable at the end of the period 264,586 $ - 6.56 $ 209 Options vested and expected to vest 985,800 $ - 8.26 $ 779 Compensation expenses related to options granted to consultants were recorded as follows: Six months ended December 31, Three months ended December 31, 2018 2017 2018 2017 (Unaudited) (Unaudited) Research and development expenses $ 97 $ 6 $ 13 $ 3 General and administrative expenses $ 27 $ 28 $ 21 $ 13 $ 124 $ 34 $ 34 $ 16 3. RS and RSUs to employees and directors: The following table summarizes the activity related to unvested RS and RSUs granted to employees and directors under the Company’s 2005 and 2016 incentive option plans for the six month period ended December 31, 2018 (Unaudited): Number Unvested at the beginning of period 6,293,608 Granted 4,876,000 Forfeited (339,194 ) Vested (1,369,817 ) Unvested at the end of the period 9,460,597 Expected to vest after December 31, 2018 9,137,684 Compensation expenses related to RS and RSUs granted to employees and directors were recorded as follows: Six months ended December 31, Three months ended December 31, 2018 2017 2018 2017 (Unaudited) (Unaudited) Research and development expenses $ 440 $ 331 $ 121 $ 187 General and administrative expenses 1,354 2,567 623 1,277 $ 1,794 $ 2,898 $ 744 $ 1,464 Unamortized compensation expenses related to RSUs granted to employees and directors to be recognized over an average time of approximately 4 years are approximately $6,899. 4. RS and RSUs to consultants: The following table summarizes the activity related to unvested RS and RSUs granted to consultants under the Company’s 2005 and 2016 incentive option plans for the six month period ended December 31, 2018 (Unaudited): Number Unvested at the beginning of period 199,559 Granted 411,760 Vested (149,347 ) Unvested at the end of the period 461,972 Compensation expenses related to RS and RSUs granted to consultants were recorded as follows: Six months ended December 31, Three months ended December 31, 2018 2017 2018 2017 (Unaudited) (Unaudited) Research and development expenses $ 18 $ 3 $ (8 ) $ 3 General and administrative expenses 260 173 98 122 $ 278 $ 176 $ 90 $ 125 |
OTHER INCOME
OTHER INCOME | 6 Months Ended |
Dec. 31, 2018 | |
Component of Operating Income [Abstract] | |
OTHER INCOME | NOTE 7:-OTHER INCOME In December 2017, the Subsidiary was awarded approximately $43 (NIS 150) by the Israeli Ministry of Labor, Social Affairs and Social Services related to its “Equal Employment” program which aims to reward and honor Israeli employers who demonstrate and promote gender equality in employment. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 6 Months Ended |
Dec. 31, 2018 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 8:-SUBSEQUENT EVENTS On February 4, 2019, Pluristem delivered notice to the Agents of its termination of the ATM Agreement, effective as of February 6, 2019. On February 6, 2019, Pluristem entered into an Open Market Sale Agreement SM , or the Sales the Sales Agreement |
SIGNIFICANT ACCOUNTING POLICI_2
SIGNIFICANT ACCOUNTING POLICIES (Policies) | 6 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Unaudited Interim Financial Information | a. Unaudited Interim Financial Information The accompanying unaudited interim condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles ("GAAP") for interim financial information and with the instructions to Form 10-Q and Article 10 of U.S. Securities and Exchange Commission Regulation S-X. Accordingly, they do not include all the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments considered necessary for a fair presentation have been included (consisting only of normal recurring adjustments except as otherwise discussed). For further information, reference is made to the consolidated financial statements and footnotes thereto included in the Company’s Annual Report on Form 10-K for the year ended June 30, 2018. Operating results for the three and six month periods ended December 31, 2018, are not necessarily indicative of the results that may be expected for the year ending June 30, 2019. |
Significant Accounting Policies | b. Significant Accounting Policies The significant accounting policies followed in the preparation of these unaudited interim condensed consolidated financial statements are identical to those applied in the preparation of the latest annual financial statements. |
Use of estimates | c. Use of estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates, judgments and assumptions that are reasonable based upon information available at the time they are made. These estimates, judgments and assumptions can affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. |
Fair value of financial instruments | d. Fair value of financial instruments The carrying amounts of the Company's financial instruments, including cash and cash equivalents, short-term and restricted bank deposits, accounts receivable and other current assets, trade payable and other accounts payable, accrued expenses and other liabilities, approximate fair value because of their generally short term maturities. The Company measures its investments in marketable securities and derivative instruments at fair value under Accounting Standards Codification (“ASC”), “Fair Value Measurements and Disclosures” (“ASC 820”). Fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or a liability. As a basis for considering such assumptions, ASC 820 establishes a three-tier value hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value: Level 1 Level 2 Level 3 The fair value hierarchy also requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The Company categorized each of its fair value measurements in one of these three levels of hierarchy (see Note 4). |
Derivative financial instruments | e . Derivative financial instruments The Company accounts for derivatives and hedging based on ASC 815, “Derivatives and hedging” , as amended and related interpretations. ASC 815 requires the Company to recognize all derivatives on the balance sheet at fair value. If a derivative meets the definition of a hedge and is so designated, depending on the nature of the hedge, changes in the fair value of the derivative will either be offset against the change in fair value of the hedged assets, liabilities, or firm commitments through earnings (for fair value hedge transactions) or recognized in other comprehensive income (loss) until the hedged item is recognized in earnings (for cash flow hedge transactions). The ineffective portion of a derivative's change in fair value is recognized in earnings. If a derivative does not meet the definition of a hedge, the changes in the fair value are included in earnings. Cash flows related to such hedges are classified as operating activities. The Company enters into forward exchange contracts and option contracts in order to limit the exposure to exchange rate fluctuation associated with expenses mainly incurred in NIS . Since the derivative instruments that the Company holds do not meet the definition of hedging instruments under ASC 815, any gain or loss derived from such instruments is recognized immediately as "financial income, net". The Company measured the fair value of the contracts in accordance with ASC 820. Foreign currency derivative contracts are classified within Level 2 as the valuation inputs are based on quoted prices and market observable data of similar instruments. As of December 31, 2018, the fair value of the |
Recently Adopted Accounting Pronouncement | f. Recently Adopted Accounting Pronouncement ASU No. 2016-15 - “Statement of Cash Flows” (Topic 230) (“ASU No. 2016-15”): In August 2016, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2016-15, which addresses the classification of eight specific cash flow issues with the objective of reducing the existing diversity in practice. ASU No. 2016-15 will be effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years, with early adoption permitted. The Company adopted ASU 2016-15 in the first quarter of fiscal year 2019 and it did not have a material impact on the Company's consolidated financial statements and related disclosures. ASU No. 2016-18 – "Statement of Cash Flows" (Topic 230) (“ASU No. 2016-18”): In November 2016, the FASB issued ASU 2016-18. The ASU requires that the consolidated statement of cash flows include the change in total cash and cash equivalents and amounts generally described as restricted cash or restricted cash equivalents when reconciling the beginning-of-period and end-of-period total amounts. ASU No. 2016-18 also requires a reconciliation between the total of cash and cash equivalents and restricted cash presented on the consolidated statement of cash flows and the cash and cash equivalents balance presented on the consolidated balance sheet. ASU No. 2016-18 is effective for fiscal years beginning after December 15, 2017 and interim periods within those fiscal years. The standard requires application using a retrospective transition method. The Company adopted this standard effective July 1, 2018 using the retrospective transition method, as required by the new standard. The following table provides a reconciliation of cash and cash equivalents, and long term restricted cash reported within the consolidated balance sheets that sum to the total of such amounts in the consolidated statements of cash flows: Six months ended December 31, 2018 2017 (Unaudited) Cash and cash equivalents $ 6,796 $ 8,581 Restricted cash included in Restricted cash and short-term bank deposits 916 566 Cash, cash equivalents and restricted cash shown in the consolidated statement of cash flows $ 7,712 $ 9,147 Recently Issued Accounting Pronouncements ASU No. 2016-02 - “Leases” (“Topic 842”): In February 2016, the FASB issued guidance on the recognition, measurement, presentation and disclosure of leases for both parties to a contract (i.e., lessees and lessors). The new standard requires lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase by the lessee. This classification will determine whether a lease expense is recognized based on an effective interest method or on a straight-line basis over the term of the lease, respectively. A lessee is also required to record a right-of-use asset and a lease liability for all leases with a term of greater than 12 months regardless of their classification. Leases with a term of 12 months or less will be accounted for in a manner similar to the accounting treatment requirements under existing guidance for operating leases today. The new standard requires lessors to account for leases using an approach that is substantially equivalent to existing guidance for sales-type leases, direct financing leases and operating leases. Topic 842 supersedes the previous leases standard, ASC 840, “Leases”. The guidance is effective for annual periods beginning on or after December 15, 2018, or July 1, 2019 for the Company, and interim periods within those fiscal years with early adoption permitted. Early adoption is permitted. The provisions of ASU 2016-02 are to be applied using a modified retrospective approach. In July 2018, the FASB issued ASU No. 2018-11, "Targeted Improvements - Leases (Topic 842)", which further updated Topic 842. This update provides an optional transition method that allows entities to elect to apply the standard prospectively at its effective date, versus recasting the prior periods presented. If elected, an entity would recognize a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. The Company is currently evaluating the potential impact of the guidance on its consolidated financial statements. ASU No. 2017-12 - “Derivatives and Hedging - Targeted Improvements to Accounting for Hedging Activities” (“ASU No. 2017-12”): In August 2017, the FASB issued ASU No. 2017-12, which is intended to simplify and amend the application of hedge accounting to more clearly portray the economics of an entity’s risk management strategies in its financial statements. The ASU will make more financial and nonfinancial hedging strategies eligible for hedge accounting, reduce complexity in fair value hedges of interest rate risk and ease certain documentation and assessment requirements of hedge effectiveness. It also changes how companies assess effectiveness of the hedge and amends the presentation and disclosure requirements relating to hedging activities. ASU 2017-12 is effective for fiscal years beginning after December 15, 2018, or July 1, 2019, for the Company. The Company is currently evaluating the potential impact of adopting the ASU on its consolidated financial statements. ASU No. 2018-07 - “Compensation—Stock Compensation” (Topic 718) (“ASU No. 2018-07”): In June 2018, the FASB issued ASU No. 2018-07. The ASU expands the scope of ASU No. 2018-07 to include share-based payment transactions for acquiring goods and services from nonemployees. An entity should apply ASU No. 2018-07 to nonemployee awards except with respect to option pricing models and the attribution of cost (that is, the period of time over which share-based payment awards vest and the pattern of cost recognition over that period). The amendments specify that ASU No. 2018-07 applies to all share-based payment transactions in which a grantor acquires goods or services to be used or consumed in a grantor’s own operations by issuing share-based payment awards. ASU No. 2018-07 is effective for fiscal years beginning after December 15, 2018, or July 1, 2019 for the Company, ASU No. 2018-18 - “Collaborative Arrangements (Topic 808) (“ASU No. 2018-18”): In November 2018, the FASB issued ASU No. 2018-18, which clarifies the interaction between Topic 808 and Topic 606 by (1) clarifying that certain transactions between collaborative arrangement participants should be accounted for under Topic 606, (2) adding unit-of-account guidance in Topic 808 to align with the guidance in Topic 606, and (3) clarifying presentation guidance for transactions with a collaborative arrangement participant that are not accounted for under Topic 606. ASU 2018-18 is effective for fiscal years beginning after December 15, 2019, or July 1, 2019 for the Company |
SIGNIFICANT ACCOUNTING POLICI_3
SIGNIFICANT ACCOUNTING POLICIES (Tables) | 6 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Reconciliation of Cash and Cash Equivalents, and Long Term Restricted Cash | The following table provides a reconciliation of cash and cash equivalents, and long term restricted cash reported within the consolidated balance sheets that sum to the total of such amounts in the consolidated statements of cash flows: Six months ended December 31, 2018 2017 (Unaudited) Cash and cash equivalents $ 6,796 $ 8,581 Restricted cash included in Restricted cash and short-term bank deposits 916 566 Cash, cash equivalents and restricted cash shown in the consolidated statement of cash flows $ 7,712 $ 9,147 |
FAIR VALUE OF FINANCIAL INSTR_2
FAIR VALUE OF FINANCIAL INSTRUMENTS (Tables) | 6 Months Ended |
Dec. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value of Financial Instruments | December 31, 2018 (Unaudited) June 30, 2018 Level 1 Level 2 Level 1 Level 2 Foreign currency derivative instruments - (348 ) - (243 ) Total financial liabilities $ - $ (348 ) $ - $ (243 ) |
STOCKHOLDERS' EQUITY (Tables)
STOCKHOLDERS' EQUITY (Tables) | 6 Months Ended |
Dec. 31, 2018 | |
Employees and Directors [Member] | |
Stockholders Equity Note [Line Items] | |
Schedule of Stock Option Activity | The Company accounts for its options to employees and directors under the fair value method in accordance with ASC 718, “Compensation—Stock Compensation” (“ASC 718”). A summary of the Company’s activity for options granted to employees and directors under its 2005 incentive option plan is as follows: Six months ended December 31, 2018 (Unaudited) Number Weighted Average Exercise Price Weighted Average Remaining Contractual Terms (in years) Aggregate Intrinsic Value Price Options outstanding at beginning of period 315,000 $ 0.62 - - Options forfeited (307,500 ) $ 0.62 - - Options exercised (7,500 ) $ 0.62 - - Options outstanding at end of the period - - - - |
Non-employee Consultants [Member] | |
Stockholders Equity Note [Line Items] | |
Schedule of Stock Option Activity | The Company accounts for its options to non-employees under the fair value method in accordance with ASC 718. A summary of the options to non-employee consultants under its 2005 and 2016 incentive option plans is as follows: Six months ended December 31, 2018 (Unaudited) Number Weighted Average Exercise Price Weighted Average Remaining Contractual Terms (in years) Aggregate Intrinsic Value Price Options outstanding at beginning of period 500,600 $ 0.01 - - Options granted 498,050 - - - Options exercised (11,000 ) 0.28 - - Options forfeited (1,850 ) - - - Options outstanding at end of the period 985,800 $ - 8.26 $ 779 Options exercisable at the end of the period 264,586 $ - 6.56 $ 209 Options vested and expected to vest 985,800 $ - 8.26 $ 779 |
Schedule of Stock-based Compensation Expenses | Compensation expenses related to options granted to consultants were recorded as follows: Six months ended December 31, Three months ended December 31, 2018 2017 2018 2017 (Unaudited) (Unaudited) Research and development expenses $ 97 $ 6 $ 13 $ 3 General and administrative expenses $ 27 $ 28 $ 21 $ 13 $ 124 $ 34 $ 34 $ 16 |
Restricted stock units [Member] | Employees and Directors [Member] | |
Stockholders Equity Note [Line Items] | |
Schedule of Unvested Restricted Stock Units | The following table summarizes the activity related to unvested RS and RSUs granted to employees and directors under the Company’s 2005 and 2016 incentive option plans for the six month period ended December 31, 2018 (Unaudited): Number Unvested at the beginning of period 6,293,608 Granted 4,876,000 Forfeited (339,194 ) Vested (1,369,817 ) Unvested at the end of the period 9,460,597 Expected to vest after December 31, 2018 9,137,684 |
Schedule of Stock-based Compensation Expenses | Compensation expenses related to RS and RSUs granted to employees and directors were recorded as follows: Six months ended December 31, Three months ended December 31, 2018 2017 2018 2017 (Unaudited) (Unaudited) Research and development expenses $ 440 $ 331 $ 121 $ 187 General and administrative expenses 1,354 2,567 623 1,277 $ 1,794 $ 2,898 $ 744 $ 1,464 |
Restricted stock units [Member] | Non-employee Consultants [Member] | |
Stockholders Equity Note [Line Items] | |
Schedule of Unvested Restricted Stock Units | The following table summarizes the activity related to unvested RS and RSUs granted to consultants under the Company’s 2005 and 2016 incentive option plans for the six month period ended December 31, 2018 (Unaudited): Number Unvested at the beginning of period 199,559 Granted 411,760 Vested (149,347 ) Unvested at the end of the period 461,972 |
Schedule of Stock-based Compensation Expenses | Compensation expenses related to RS and RSUs granted to consultants were recorded as follows: Six months ended December 31, Three months ended December 31, 2018 2017 2018 2017 (Unaudited) (Unaudited) Research and development expenses $ 18 $ 3 $ (8 ) $ 3 General and administrative expenses 260 173 98 122 $ 278 $ 176 $ 90 $ 125 |
GENERAL (Details)
GENERAL (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||||
Jan. 31, 2018 | Dec. 31, 2013 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Accumulated deficit | $ 233,166 | $ 233,166 | $ 215,697 | |||||
Stockholders' equity | 15,194 | $ 36,961 | 15,194 | $ 36,961 | $ 28,507 | $ 30,251 | ||
Operating loss | 8,331 | $ 8,467 | 17,301 | 15,907 | ||||
Operating activities | 16,773 | 10,018 | ||||||
Cash and cash equivalents, short-term bank deposits and marketable securities | $ 14,713 | 14,713 | ||||||
Issuance of common stock under CHA agreement | 2,500,000 | |||||||
CHA shares classified as marketable securities | 1,011,504 | |||||||
Total consideration reflected under the CHA agreement | $ 10,414 | |||||||
Aggregate net proceeds | $ 1,952 | $ 14,672 | ||||||
CHA [Member] | ||||||||
Net gain | $ 6,200 | |||||||
Aggregate net proceeds | $ 10,500 |
SIGNIFICANT ACCOUNTING POLICI_4
SIGNIFICANT ACCOUNTING POLICIES (Derivative Financial Instruments) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | |
Accounting Policies [Abstract] | ||||
Fair value of cash flow hedge derivatives | $ 348 | $ 348 | ||
Net gain (loss) realized on derivatives | $ (228) | $ (105) | $ (74) | $ (217) |
SIGNIFICANT ACCOUNTING POLICI_5
SIGNIFICANT ACCOUNTING POLICIES (Reconciliation of Cash and Cash Equivalents, and Long Term Restricted Cash) (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Jun. 30, 2018 | Dec. 31, 2017 | Jun. 30, 2017 |
Accounting Policies [Abstract] | ||||
Cash and cash equivalents | $ 6,796 | $ 8,821 | $ 8,581 | |
Restricted cash included in Restricted cash and short-term bank deposits | 916 | 566 | ||
Cash, cash equivalents and restricted cash shown in the consolidated statement of cash flows | $ 7,712 | $ 9,508 | $ 9,147 | $ 5,266 |
MARKETABLE SECURITIES (Narrativ
MARKETABLE SECURITIES (Narrative) (Details) $ in Thousands | 12 Months Ended |
Jun. 30, 2018USD ($) | |
Marketable Securities [Abstract] | |
Proceeds from sale of marketable securities | $ 21,890 |
Gain from sale of marketable securities | 8,440 |
Amortized cost | $ 850 |
FAIR VALUE OF FINANCIAL INSTR_3
FAIR VALUE OF FINANCIAL INSTRUMENTS (Schedule of Fair Value of Financial Instruments) (Details) - Fair Value, Measurements, Recurring [Member] - USD ($) $ in Thousands | Dec. 31, 2018 | Jun. 30, 2018 |
Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Foreign currency derivative instruments | ||
Total financial liabilities | ||
Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Foreign currency derivative instruments | (348) | (243) |
Total financial liabilities | $ (348) | $ (243) |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) - USD ($) $ in Thousands | Sep. 27, 2017 | Jul. 31, 2017 | Dec. 31, 2018 |
Other Commitments [Line Items] | |||
Cash pledged | $ 1,285 | ||
Grants received | $ 27,096 | ||
Percentage of qualified expenditures eligible for grant | 50.00% | ||
Royalty rate | 1.00% | 5.00% | 3.00% |
Royalty payable based on grants received | 100.00% | ||
Accrued and paid royalties | $ 170 | ||
Contingent liability amount | $ 250 | $ 26,926 | |
Agreement term period | 5 years | 5 years | |
Royalty paid on revenue | $ 250 | ||
Smart Money Grant [Member] | |||
Other Commitments [Line Items] | |||
Additonal grant awarded | $ 229 | ||
Smart Money [Member] | |||
Other Commitments [Line Items] | |||
Grants received | $ 112 | ||
Royalty rate | 5.00% | ||
Contingent liability amount | $ 112 | ||
Agreement term period | 5 years | ||
Smart Money One [Member] | |||
Other Commitments [Line Items] | |||
Grants received | $ 24 | ||
Royalty rate | 5.00% | ||
Contingent liability amount | $ 24 | ||
Agreement term period | 5 years | ||
Shalav [Member] | |||
Other Commitments [Line Items] | |||
Grants received | $ 52 | ||
Royalty rate | 3.00% | ||
Agreement term period | 5 years | ||
BIRD [Member] | |||
Other Commitments [Line Items] | |||
Amount of grants received conditional award | $ 900 | ||
Amount of direct grant allocated to the Company | $ 585 | ||
NYBC [Member] | |||
Other Commitments [Line Items] | |||
Royalty payable based on grants received | 2.50% | ||
Contingent liability amount | $ 550 |
STOCKHOLDERS' EQUITY (Narrative
STOCKHOLDERS' EQUITY (Narrative) (Details) $ / shares in Units, $ in Thousands | 1 Months Ended | 6 Months Ended | |||
Oct. 31, 2017USD ($)$ / sharesshares | Jul. 31, 2017USD ($) | Dec. 31, 2018USD ($)$ / sharesshares | Dec. 31, 2017USD ($)$ / sharesshares | Oct. 31, 2017₪ / shares | |
Proceeds from public offering, gross | $ 15,051 | ||||
Proceeds related to issuance of common stock and warrants, net of issuance costs | $ 1,952 | $ 14,672 | |||
Net of issuance expenses | 1,405 | ||||
Aggregate net proceeds | $ 13,646 | ||||
Number of shares sold | shares | 9,000,000 | ||||
Purchase price of shares sold | $ / shares | $ 1.67 | ||||
ILS [Member] | |||||
Purchase price of shares sold | ₪ / shares | ₪ 5.90 | ||||
ATM Agreement [Member] | |||||
Value of common stock company can periodically issue through Agents, per terms of ATM Agreement | $ 80,000 | ||||
Proceeds related to issuance of common stock and warrants, net of issuance costs | 1,952 | ||||
Net of issuance expenses | $ 148 | 80 | |||
Number of shares sold | shares | 1,706,000 | ||||
Purchase price of shares sold | $ / shares | $ 1.23 | ||||
Investors [Member] | |||||
Proceeds related to issuance of common stock and warrants, net of issuance costs | $ 1,160 | ||||
Number of shares sold | shares | 828,703 | ||||
Warrants exercised | shares | 828,703 | ||||
Warrants exercise price | $ / shares | $ 1.40 |
STOCKHOLDERS' EQUITY (Summary o
STOCKHOLDERS' EQUITY (Summary of Option Activity to Employees and Directors) (Details) - Employees and Directors [Member] | 6 Months Ended |
Dec. 31, 2018USD ($)$ / sharesshares | |
Number | |
Options outstanding at beginning of period | shares | 315,000 |
Options forfeited | shares | (307,500) |
Options exercised | shares | (7,500) |
Options outstanding at end of the period | shares | |
Weighted Average Exercise Price | |
Options outstanding at beginning of period | $ / shares | $ 0.62 |
Options forfeited | $ / shares | 0.62 |
Options exercised | $ / shares | 0.62 |
Options outstanding at end of the period | $ / shares | |
Weighted Average Remaining Contractual Terms (in years) | |
Options outstanding at beginning of period | 0 years |
Options forfeited | 0 years |
Options exercised | 0 years |
Options outstanding at end of the period | 0 years |
Aggregate Intrinsic Value Price | |
Options outstanding at beginning of period | $ | |
Options forfeited | $ | |
Options exercised | $ | |
Options outstanding at end of the period | $ |
STOCKHOLDERS' EQUITY (Summary_2
STOCKHOLDERS' EQUITY (Summary of Option Activity to Non-employee Consultants) (Details) - Non-employee Consultants [Member] $ / shares in Units, $ in Thousands | 6 Months Ended |
Dec. 31, 2018USD ($)$ / sharesshares | |
Number | |
Options outstanding at beginning of period | shares | 500,600 |
Options granted | shares | 498,050 |
Options exercised | shares | (11,000) |
Options forfeited | shares | (1,850) |
Options outstanding at end of the period | shares | 985,800 |
Options exercisable at the end of the period | shares | 264,586 |
Options vested and expected to vest | shares | 985,800 |
Weighted Average Exercise Price | |
Options outstanding at beginning of period | $ / shares | $ 0.01 |
Options granted | $ / shares | |
Options exercised | $ / shares | 0.28 |
Options forfeited | $ / shares | |
Options outstanding at end of the period | $ / shares | |
Options exercisable at the end of the period | $ / shares | |
Options vested and expected to vest | $ / shares | |
Weighted Average Remaining Contractual Terms (in years) | |
Options outstanding at beginning of period | 0 years |
Options granted | 0 years |
Options exercised | 0 years |
Options forfeited | 0 years |
Options outstanding at end of the period | 8 years 3 months 4 days |
Options exercisable at the end of the period | 6 years 6 months 21 days |
Options vested and expected to vest | 8 years 3 months 4 days |
Aggregate Intrinsic Value Price | |
Options outstanding at beginning of period | $ | |
Options granted | $ | |
Options exercised | $ | |
Options forfeited | $ | |
Options outstanding at end of the period | $ | 779 |
Options exercisable at the end of the period | $ | 209 |
Options vested and expected to vest | $ | $ 779 |
STOCKHOLDERS' EQUITY (Schedule
STOCKHOLDERS' EQUITY (Schedule of Compensation Expense) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | |
Restricted stock units [Member] | Employees and Directors [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Compensation expenses | $ 744 | $ 1,464 | $ 1,794 | $ 2,898 |
Unrecognized compensation expense | 6,899 | $ 6,899 | ||
Unrecognized compensation expense, recognition period | 4 years | |||
Restricted stock units [Member] | Non-employee Consultants [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Compensation expenses | 90 | 125 | $ 278 | 176 |
Options [Member] | Non-employee Consultants [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Compensation expenses | 34 | 16 | 124 | 34 |
Research and development expenses [Member] | Restricted stock units [Member] | Employees and Directors [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Compensation expenses | 121 | 187 | 440 | 331 |
Research and development expenses [Member] | Restricted stock units [Member] | Non-employee Consultants [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Compensation expenses | (8) | 3 | 18 | 3 |
Research and development expenses [Member] | Options [Member] | Non-employee Consultants [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Compensation expenses | 13 | 3 | 97 | 6 |
General and administrative expenses [Member] | Restricted stock units [Member] | Employees and Directors [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Compensation expenses | 623 | 1,277 | 1,354 | 2,567 |
General and administrative expenses [Member] | Restricted stock units [Member] | Non-employee Consultants [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Compensation expenses | 98 | 122 | 260 | 173 |
General and administrative expenses [Member] | Options [Member] | Non-employee Consultants [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Compensation expenses | $ 21 | $ 13 | $ 27 | $ 28 |
STOCKHOLDERS' EQUITY (Summary_3
STOCKHOLDERS' EQUITY (Summary of RSU Activity to Employees and Directors) (Details) - Restricted stock units [Member] - Employees and Directors [Member] | 6 Months Ended |
Dec. 31, 2018shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unvested at the beginning of period | 6,293,608 |
Granted | 4,876,000 |
Forfeited | (339,194) |
Vested | (1,369,817) |
Unvested at the end of the period | 9,460,597 |
Expected to vest after December 31, 2018 | 9,137,684 |
STOCKHOLDERS' EQUITY (Summary_4
STOCKHOLDERS' EQUITY (Summary of RSU Activity to Consultants) (Details) - Restricted stock units [Member] - Non-employee Consultants [Member] | 6 Months Ended |
Dec. 31, 2018shares | |
Share-based Goods and Nonemployee Services Transaction [Line Items] | |
Unvested at the beginning of period | 199,559 |
Granted | 411,760 |
Vested | (149,347) |
Unvested at the end of the period | 461,972 |
OTHER INCOME (Details)
OTHER INCOME (Details) ₪ in Thousands, $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2017ILS (₪) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | |
Other income | $ | $ 43 | $ 43 | |||
ILS [Member] | |||||
Other income | ₪ | ₪ 150 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) | Feb. 06, 2019USD ($) |
Open Market Sales Agreement - Jefferies, LLC [Member] | |
Subsequent Event [Line Items] | |
Value of common stock company can periodically issue through Agents, per terms of Sales Agreement | $ 50,000 |