Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Feb. 28, 2019 | Apr. 09, 2019 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | ORAMED PHARMACEUTICALS INC. | |
Entity Central Index Key | 0001176309 | |
Trading Symbol | ORMP | |
Amendment Flag | false | |
Current Fiscal Year End Date | --08-31 | |
Document Type | 10-Q | |
Document Period End Date | Feb. 28, 2019 | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2019 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Ex Transition Period | false | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Common Stock, Shares Outstanding | 17,380,859 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Feb. 28, 2019 | Aug. 31, 2018 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 3,429 | $ 4,996 |
Short-term deposits | 19,748 | 20,875 |
Marketable securities | 5,474 | 4,592 |
Prepaid expenses and other current assets | 950 | 574 |
Total current assets | 29,601 | 31,037 |
LONG-TERM ASSETS: | ||
Long-term deposits | 11,120 | 13,542 |
Marketable securities | 1,051 | 2,785 |
Amounts funded in respect of employee rights upon retirement | 17 | 16 |
Property and equipment, net | 21 | 17 |
Total long-term assets | 12,209 | 16,360 |
Total assets | 41,810 | 47,397 |
CURRENT LIABILITIES: | ||
Accounts payable and accrued expenses | 2,346 | 2,058 |
Contract liabilities | 2,703 | 2,449 |
Payable to related parties | 55 | 46 |
Total current liabilities | 5,104 | 4,553 |
LONG-TERM LIABILITIES: | ||
Contract liabilities | 11,020 | 11,388 |
Employee rights upon retirement | 21 | 20 |
Provision for uncertain tax position | 11 | 11 |
Other liabilities | 306 | 313 |
Total long-term liabilities | 11,358 | 11,732 |
COMMITMENTS (note 2) | ||
STOCKHOLDERS' EQUITY: | ||
Common stock, $0.012 par value (30,000,000 authorized shares; 17,380,859 and 17,369,875 shares issued and outstanding as of February 28, 2019 and August 31, 2018, respectively) | 207 | 207 |
Additional paid-in capital | 99,892 | 99,426 |
Accumulated other comprehensive income | 702 | |
Accumulated deficit | (74,751) | (69,223) |
Total stockholders' equity | 25,348 | 31,112 |
Total liabilities and stockholders' equity | $ 41,810 | $ 47,397 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) (Unaudited) - $ / shares | Feb. 28, 2019 | Aug. 31, 2018 |
Statement of Financial Position [Abstract] | ||
Common stock, par value | $ 0.012 | $ 0.012 |
Common stock, shares authorized | 30,000,000 | 30,000,000 |
Common stock, shares issued | 17,380,859 | 17,369,875 |
Common stock, shares outstanding | 17,380,859 | 17,369,875 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Comprehensive Loss (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Feb. 28, 2019 | Feb. 28, 2018 | Feb. 28, 2019 | Feb. 28, 2018 | |
Income Statement [Abstract] | ||||
REVENUES | $ 666 | $ 604 | $ 1,340 | $ 1,215 |
COST OF REVENUES | 55 | 90 | ||
RESEARCH AND DEVELOPMENT EXPENSES | 3,114 | 2,724 | 7,461 | 5,051 |
GENERAL AND ADMINISTRATIVE EXPENSES | 1,065 | 991 | 1,997 | 2,007 |
OPERATING LOSS | 3,568 | 3,111 | 8,208 | 5,843 |
FINANCIAL INCOME | 273 | 217 | 559 | 439 |
FINANCIAL EXPENSES | 19 | 22 | 27 | 43 |
LOSS FROM CHANGES IN FAIR VALUE OF INVESTMENT | 87 | 27 | ||
LOSS BEFORE TAXES ON INCOME | 3,401 | 2,916 | 7,703 | 5,447 |
TAXES ON INCOME | 300 | 300 | ||
NET LOSS FOR THE PERIOD | 3,701 | 2,916 | 8,003 | 5,447 |
UNREALIZED LOSS ON AVAILABLE FOR SALE SECURITIES | 414 | 88 | ||
TOTAL OTHER COMPREHENSIVE LOSS | 414 | 88 | ||
TOTAL COMPREHENSIVE LOSS FOR THE PERIOD | $ 3,701 | $ 3,330 | $ 8,003 | $ 5,535 |
LOSS PER SHARE OF COMMON STOCK: | ||||
BASIC AND DILUTED LOSS PER SHARE OF COMMON STOCK | $ 0.21 | $ 0.2 | $ 0.46 | $ 0.38 |
WEIGHTED AVERAGE NUMBER OF SHARES OF COMMON STOCK USED IN COMPUTING BASIC AND DILUTED LOSS PER SHARE OF COMMON STOCK | 17,454,109 | 14,445,844 | 17,451,411 | 14,342,024 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Changes in Stockholders' Equity (Unaudited) - USD ($) $ in Thousands | Common Stock | Additional paid-in capital | Accumulated other comprehensive income | Accumulated deficit | Total | |
BALANCE at Aug. 31, 2017 | $ 163 | $ 75,170 | $ 401 | $ (56,496) | $ 19,238 | |
BALANCE, Shares at Aug. 31, 2017 | 13,668 | |||||
CHANGES DURING THE SIX-MONTH PERIOD ENDED | ||||||
SHARES ISSUED FOR SERVICES | [1] | 43 | 43 | |||
SHARES ISSUED FOR SERVICES, Shares | 5 | |||||
ISSUANCE OF COMMON STOCK, NET | $ 6 | 4,875 | 4,881 | |||
ISSUANCE OF COMMON STOCK, NET, Shares | 533 | |||||
EXERCISE OF WARRANTS AND OPTIONS | $ 2 | 995 | 997 | |||
EXERCISE OF WARRANTS AND OPTIONS, Shares | 189 | |||||
STOCK-BASED COMPENSATION | [1] | 856 | 856 | |||
STOCK-BASED COMPENSATION, Shares | 11 | |||||
NET LOSS | (5,447) | (5,447) | ||||
OTHER COMPREHENSIVE INCOME | (88) | (88) | ||||
BALANCE at Feb. 28, 2018 | $ 171 | 81,939 | 313 | (61,943) | 20,480 | |
BALANCE, Shares at Feb. 28, 2018 | 14,406 | |||||
BALANCE at Aug. 31, 2018 | $ 207 | 99,426 | 702 | (69,223) | 31,112 | |
BALANCE, Shares at Aug. 31, 2018 | 17,369 | |||||
INITIAL ADOPTION OF ASC 606 | 1,773 | 1,773 | ||||
INITIAL ADOPTION OF ASU 2016-01 | (702) | 702 | ||||
CHANGES DURING THE SIX-MONTH PERIOD ENDED | ||||||
SHARES ISSUED FOR SERVICES | [1] | 44 | 44 | |||
SHARES ISSUED FOR SERVICES, Shares | 11 | |||||
STOCK-BASED COMPENSATION | [1] | 422 | 422 | |||
STOCK-BASED COMPENSATION, Shares | ||||||
NET LOSS | (8,003) | (8,003) | ||||
OTHER COMPREHENSIVE INCOME | ||||||
BALANCE at Feb. 28, 2019 | $ 207 | $ 99,892 | $ (74,751) | $ 25,348 | ||
BALANCE, Shares at Feb. 28, 2019 | 17,380 | |||||
[1] | * Represents an amount of less than $1. |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Feb. 28, 2019 | Feb. 28, 2018 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (8,003) | $ (5,447) |
Adjustments required to reconcile net loss to net cash used in operating activities: | ||
Depreciation | 4 | 3 |
Exchange differences and interest on deposits and held to maturity bonds | (83) | 106 |
Changes at fair value of investments | 27 | |
Stock-based compensation | 422 | 856 |
Shares issued for services | 44 | 43 |
Changes in operating assets and liabilities: | ||
Prepaid expenses and other current assets | (376) | (65) |
Accounts payable, accrued expenses and related parties | 297 | (447) |
Contract liabilities | 1,659 | (1,215) |
Liability for employee rights upon retirement | 1 | 1 |
Other liabilities | (7) | (39) |
Total net cash used in operating activities | (6,015) | (6,204) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchase of short-term deposits | (2,650) | (4,351) |
Purchase of long-term deposits | (2,750) | (5,540) |
Purchase of held to maturity securities | (397) | (2,879) |
Proceeds from sale of short-term deposits | 9,051 | 11,216 |
Proceeds from maturity of held to maturity securities | 1,200 | 1,207 |
Purchase of property and equipment | (8) | (3) |
Funds in respect of employee rights upon retirement | (1) | (1) |
Total net cash provided by (used in) investing activities | 4,445 | (351) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from issuance of common stock, net of issuance costs | 4,881 | |
Proceeds from exercise of warrants and options | 997 | |
Total net cash provided by financing activities | 5,878 | |
EFFECT OF EXCHANGE RATE CHANGES ON CASH | 3 | 3 |
DECREASE IN CASH AND CASH EQUIVALENTS | (1,567) | (674) |
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD | 4,996 | 3,969 |
CASH AND CASH EQUIVALENTS AT END OF PERIOD | 3,429 | 3,295 |
SUPPLEMENTARY DISCLOSURE ON CASH FLOWS - | ||
Interest received | $ 461 | $ 457 |
Significant Accounting Policies
Significant Accounting Policies | 6 Months Ended |
Feb. 28, 2019 | |
Accounting Policies [Abstract] | |
SIGNIFICANT ACCOUNTING POLICIES | NOTE 1 - SIGNIFICANT ACCOUNTING POLICIES: a. General: 1) Incorporation and operations Oramed Pharmaceuticals Inc. (collectively with its subsidiary, the "Company", unless the context indicates otherwise) was incorporated on April 12, 2002, under the laws of the State of Nevada. From incorporation until March 3, 2006, the Company was an exploration stage company engaged in the acquisition and exploration of mineral properties. On February 17, 2006, the Company entered into an agreement with Hadasit Medical Services and Development Ltd. to acquire the provisional patent related to an orally ingestible insulin capsule to be used for the treatment of individuals with diabetes. On May 14, 2007, the Company incorporated a wholly-owned subsidiary in Israel, Oramed Ltd. (the "Subsidiary"), which is engaged in research and development. On March 11, 2011, the Company was reincorporated from the State of Nevada to the State of Delaware. On November 30, 2015, the Company entered into a Technology License Agreement with Hefei Tianhui Incubator of Technologies Co. Ltd. ("HTIT") and on December 21, 2015, the parties entered into an Amended and Restated Technology License Agreement that was further amended by the parties on June 3, 2016 and July 24, 2016 (the "License Agreement"). According to the License Agreement, the Company granted HTIT an exclusive commercialization license in the territory of the People's Republic of China, Macau and Hong Kong (the "Territory"), related to the Company's oral insulin capsule, ORMD-0801 (the "Product"). Pursuant to the License Agreement, HTIT will conduct, at its own expense, certain pre-commercialization and regulatory activities with respect to the Subsidiary's technology and ORMD-0801 capsule, and will pay to the Subsidiary (i) royalties of 10% on net sales of the related commercialized products to be sold by HTIT in the Territory ("Royalties"), and (ii) an aggregate of $37,500, of which $3,000 was payable immediately, $8,000 was paid subject to the Company entering into certain agreements with certain third parties, and $26,500 is payable upon achievement of certain milestones and conditions. In the event that the Company does not meet certain conditions, the Royalties rate may be reduced to a minimum of 8%. Following the final expiration of the Company's patents covering the technology in the Territory in 2033, the Royalties rate may be reduced, under certain circumstances, to 5%. The royalty payment obligation shall apply during the period of time beginning upon the first commercial sale of the Product in the Territory, and ending upon the later of (i) the expiration of the last-to-expire licensed patents in the Territory; and (ii) 15 years after the first commercial sale of the Product in the Territory (the "Royalty Term"). The License Agreement shall remain in effect until the expiration of the Royalty Term. The License Agreement contains customary termination provisions. Among others, the Company's involvement through the product submission date will include consultancy for the pre-commercialization activities in the Territory, as well as advisory services to HTIT on an ongoing basis. The initial payment of $3,000 was received in January 2016. Following the achievement of certain milestones, the second and third payments of $6,500 and $4,000, respectively, were received in July 2016, the fourth milestone payment of $4,000 was received in October 2016 and the fifth milestone payment of $3,000 was received in January 2019. Milestone payments received as of February 28, 2019 totaled $20,500. In addition, on November 30, 2015, the Company entered into a Stock Purchase Agreement with HTIT (the "SPA"). According to the SPA, the Company issued 1,155,367 shares of common stock to HTIT for $12,000. The transaction closed on December 28, 2015. In July 2015, according to the letter of intent signed between the parties or their affiliates, HTIT's affiliate paid the Subsidiary a non-refundable amount of $500 as a no-shop fee. The no-shop fee was deferred and the related revenue is recognized over the estimated term of the License Agreement. For revenue recognition policy see note 1c. 2) Development and liquidity risks The Company is engaged in research and development in the biotechnology field for innovative pharmaceutical solutions, including an orally ingestible insulin capsule to be used for the treatment of individuals with diabetes, and the use of orally ingestible capsules for delivery of other polypeptides, and has not generated significant revenues from its operations. Based on the Company's current cash resources and commitments, the Company believes it will be able to maintain its current planned development activities and the corresponding level of expenditures for at least the next 12 months and beyond, although no assurance can be given that the Company will not need additional funds prior to such time. If there are unexpected increases in the Company's operating expenses, it may need to seek additional financing during the next 12 months. Successful completion of the Company's development programs and its transition to normal operations is dependent upon obtaining necessary regulatory approvals from the U.S. Food and Drug Administration prior to selling its products within the United States, obtaining foreign regulatory approvals to sell its products internationally, or entering into licensing agreements with third parties. There can be no assurance that the Company will receive regulatory approval of any of its product candidates, and a substantial amount of time may pass before the Company achieves a level of revenues adequate to support its operations, if at all. The Company also expects to incur substantial expenditures in connection with the regulatory approval process for each of its product candidates during their respective developmental periods. Obtaining marketing approval will be directly dependent on the Company's ability to implement the necessary regulatory steps required to obtain marketing approval in the United States and in other countries. The Company cannot predict the outcome of these activities. b. Loss per common share Basic and diluted net loss per common share are computed by dividing the net loss for the period by the weighted average number of shares of common stock outstanding for each period. Outstanding stock options, warrants and restricted stock units ("RSUs") have been excluded from the calculation of the diluted loss per share because all such securities are anti-dilutive for all periods presented. The weighted average number of common stock options, warrants and RSUs excluded from the calculation of diluted net loss was 4,293,395 and 1,406,175 for the six-month periods ended February 28, 2019 and 2018, respectively, and 4,234,081 and 1,388,122 for the three-month periods ended February 28, 2019 and 2018, respectively. c. Revenue recognition The License Agreement and the SPA were considered a single arrangement with multiple deliverables. The Company allocated the total consideration of $49,500 between the License Agreement and the SPA according to their fair value, as follows: $10,617 was allocated to the issuance of common stock (less issuance expenses of $23), based on the quoted price of the Company's shares on the closing date of the SPA on December 28, 2015, and $38,883 was allocated to the License Agreement. Under Accounting Standards Codification ("ASC") 605 (which was the authoritative revenue recognition guidance applied for all periods prior to September 1, 2018) given the Company's continuing involvement through the expected product submission in June 2023, amounts received relating to the License Agreement were recognized over the period from which the Company was entitled to the respective payment, and the expected product submission date using a time-based model approach over the periods that the fees were earned. On September 1, 2018, the Company adopted Accounting Standards Update ("ASU") 2014-09 "Revenue from Contracts with Customers (Topic 606)" ("ASC 606"), using the modified retrospective method of adoption. Under this method, the Company applied ASC 606 to the License Agreement at the adoption date and was required to make an adjustment to the September 1, 2018 opening accumulated deficit balance. All prior periods continue to be presented under ASC 605. The most significant impact from adopting ASC 606 was the impact of the timing of recognition of revenue associated with the milestone payment. Under ASC 605, which was the authoritative revenue recognition guidance applied for all periods prior to September 1, 2018, given the Company's continuing involvement through the expected product submission in June 2023, amounts received relating to the License Agreement were recognized over the period from which the Company was entitled to the respective payment and the expected product submission date using a time-based model approach over the periods that the fees were earned. However, under ASC 606, the Company is required to recognize the total transaction price (which includes consideration related to milestones once the criteria for recognition have been satisfied) using the input method over the period the performance obligation is fulfilled. Accordingly, once the consideration associated with a milestone is included in the transaction price, incremental revenue is recognized immediately based on the period of time that has elapsed towards complete satisfaction of the performance obligation. This method results in the recognition of revenue earlier than under ASC 605, and the resulting impact was recorded as a reduction of the opening balance of accumulated deficit at September 1, 2018, as further described below. Under ASC 606, the Company identified a single performance obligation in the agreement and determined that the license and services are not distinct as the license and services are highly dependent on each other. In other words, HTIT cannot benefit from the license without the related services, and vice versa. Since the customer benefits from the services as the entity performs, revenue is recognized over time through the expected product submission date in June 2023, using the input method. The Company used the input method to measure the process for the purpose of recognizing revenue, which approximates the straight line attribution. The Company used significant judgment when it determined the product submission date. Under ASC 606, the consideration that the Company would be entitled to upon the achievement of contractual milestones, which are contingent upon the occurrence of future events, are a form of variable consideration. When assessing the portion, if any, of such milestones-related consideration to be included in the transaction price, the Company first assesses the most likely outcome for each milestone and excludes the consideration related to milestones of which the occurrence is not considered the most likely outcome. The Company then evaluates if any of the variable consideration determined in the first step is constrained by including in the transaction price variable consideration to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved. The Company used significant judgment when it determined the first step of variable consideration. The potential future royalty consideration is also considered a form of variable consideration under ASC 606 as it is based on a percentage of potential future sales of the Company's products. However, the Company applies the sales-based royalty exception and accordingly will recognize the sales-based royalty amounts at the earlier of the time (a) when the related sale has occurred and (b) the Company has fulfilled the related performance obligation. To date, the Company has not recognized any royalty-related revenue. As of the adoption date, the Company adjusted its accumulated deficit by $1,773 against contract liabilities due to the effect of variable consideration. Amounts that were allocated to the License Agreement as of February 28, 2019 aggregated $22,382, all of which was received through the balance sheet date. Through February 28, 2019, the Company recognized revenue associated with this agreement in the aggregate amount of $8,659 (of which $1,340 was recognized in the six-month period ended February 28, 2019 and $1,773 was recognized as an increase to the September 1, 2018 opening balance of stockholders' equity associated with the impact of the adoption of ASC 606 under the modified retrospective method of adoption), and deferred the remaining amount of $13,723, which is presented as a contract liability on the condensed consolidated balance sheet. During the six-month and three-month periods ended February 28, 2019, the Company recognized revenue in the amount of $1,143 and $568, respectively, that was included in the contract liabilities balance at the beginning of the period. In accordance with ASC 606, the disclosure of the impact of adoption to the Company's consolidated balance sheet as of August 31, 2018 was as follows: As reported August 31, Updated September 1, 2018 Effect of Change Contract liabilities (short term) $ 2,449 $ 1,230 $ (1,219 ) Contract liabilities (long term) 11,388 10,834 (554 ) Accumulated deficit 69,223 67,450 (1,773 ) The impact of adoption of ASC 606 on the condensed consolidated balance sheet as of February 28, 2019 and on the condensed consolidated statement of operations for the six months ended February 28, 2019 was as follows: As reported February 28, Balances without Adoption of ASC 606 Effect of Change Revenues $ 1,340 $ 1,342 $ (2 ) Cost of revenues 90 90 - Contract liabilities (short term) 2,703 3,110 (407 ) Contract liabilities (long term) 11,020 12,384 (1,364 ) Accumulated deficit 74,751 76,522 (1,771 ) The impact of adoption of ASC 606 on the condensed consolidated statement of operations for the three months ended February 28, 2019 was as follows: As reported February 28, Balances without Adoption of ASC 606 Effect of Change Revenues $ 666 $ 731 $ (65 ) Cost of revenues 55 90 (35 ) d. Financial instruments In January 2016, the Financial Accounting Standards Board ("FASB") issued guidance which updates certain aspects of recognition, measurement, presentation and disclosure of financial assets and financial liabilities ("ASU 2016-01"). The guidance requires entities to recognize changes in fair value in net income rather than in accumulated other comprehensive income. The Company adopted the provisions of this update in the first quarter of fiscal year 2019. Following the adoption, as of September 1, 2018, the Company classified the available for sale securities (investments in equity securities of D.N.A Biomedical Solutions Ltd. ("D.N.A") and Entera Bio Ltd. ("Entera")) to financial assets measured in fair value through profit or loss. The Company adopted the standard using the modified retrospective method and, accordingly, reclassified the cumulative unrealized gain from accumulated other comprehensive income to a reduction of its accumulated deficit in an amount of $702. e. Condensed Consolidated Financial Statements Preparation The condensed consolidated financial statements included herein have been prepared in accordance with United States generally accepted accounting principles ("U.S. GAAP") and, except as described in note 1f, on the same basis as the audited consolidated financial statements included in the Company's Annual Report on Form 10-K for the fiscal year ended August 31, 2018 (the "2018 Form 10-K"). These condensed consolidated financial statements reflect all adjustments that are of a normal recurring nature and that are considered necessary for a fair statement of the results of the periods presented. Certain information and disclosures normally included in annual consolidated financial statements have been omitted in this interim period report pursuant to the rules and regulations of the Securities and Exchange Commission. Because the condensed consolidated interim financial statements do not include all of the information and disclosures required by U.S. GAAP for annual financial statements, they should be read in conjunction with the audited consolidated financial statements and notes included in the 2018 Form 10-K. The results for interim periods are not necessarily indicative of a full fiscal year's results. f. Newly issued and recently adopted Accounting Pronouncements In May 2014, the FASB issued ASC 606 which supersedes existing revenue recognition guidance, including industry-specific guidance. Under the new standard, a good or service is transferred to the customer when (or as) the customer obtains control of the good or service, which differs from the risk and rewards approach under current guidance. The guidance provides a five-step analysis of transactions to determine when and how revenue is recognized. Other major provisions include capitalization of certain contract costs, consideration of the time value of money in the transaction price, and allowing estimates of variable consideration to be recognized before contingencies are resolved in certain circumstances. The guidance also requires enhanced disclosures regarding the nature, amount, timing and uncertainty of revenue and cash flows arising from an entity's contracts with customers. The guidance is effective in annual reporting periods beginning after December 15, 2017, including interim reporting periods within that reporting period. The Company implemented the guidance for its annual period ending on August 31, 2019 and interim periods within such annual period. The Company adopted the standard using the modified retrospective method. See additional information regarding the adoption in note 1c. In January 2016, the FASB issued guidance on recognition and measurement of financial assets and financial liabilities (ASU 2016-01) that supersedes most current guidance. Changes to the U.S. GAAP model primarily affect the accounting for equity investments, financial liabilities under the fair value option and the presentation and disclosure requirements for financial instruments. In addition, the FASB clarified guidance related to the valuation allowance assessment when recognizing deferred tax assets resulting from unrealized losses on available-for-sale debt securities. The accounting for other financial instruments, such as loans, investments in debt securities, and financial liabilities, is largely unchanged. The classification and measurement guidance under ASU 2016-01 became effective as of September 1, 2018. See additional information regarding the adoption in note 1d. In February 2016, the FASB issued ASU 2016-02, "Leases (Topic 842)" ("ASU 2016-02"), which supersedes the existing guidance for lease accounting, "Leases (Topic 840)". ASU 2016-02 requires lessees to recognize leases on their balance sheets, and leaves lessor accounting largely unchanged. The amendments in ASU 2016-02 are effective for fiscal years beginning after December 15, 2018 and interim periods within those fiscal years. Early application is permitted for all entities. ASU 2016-02 requires a modified retrospective approach for all leases existing at, or entered into after, the date of initial application, with an option to elect to use certain transition relief. The Company is currently evaluating the impact of this standard on its consolidated financial statements. |
Commitments
Commitments | 6 Months Ended |
Feb. 28, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS | NOTE 2 - COMMITMENTS: a. In March 2011, the Subsidiary sold shares of its investee company, Entera, to D.N.A, retaining 117,000 ordinary shares (after giving effect to a stock split by Entera in July 2018). In consideration for the shares sold to D.N.A, the Company received, among other payments, ordinary shares of D.N.A (see also note 4). As part of this agreement, the Subsidiary entered into a patent transfer agreement (the "Patent Transfer Agreement") according to which the Subsidiary assigned to Entera all of its right, title and interest in and to a certain patent application related to the oral administration of proteins that it has licensed to Entera since August 2010. Under this agreement, the Subsidiary is entitled to receive from Entera royalties of 3% of Entera's net revenues (as defined in the agreement) and a license back of that patent application for use in respect of diabetes and influenza. On December 11, 2018, Entera announced that it had entered into a research collaboration and license agreement (the "Amgen License") with Amgen related to research of inflammatory disease and other serious illnesses. As reported by Entera, under the terms of the Amgen License, Entera will receive a modest initial technology access fee from Amgen and will be responsible for preclinical development at Amgen's expense. Entera will be eligible to receive up to $270,000 in aggregate payments, as well as tiered royalties up to mid-single digits, upon achievement of various clinical and commercial milestones if Amgen decides to move all of these programs forward. Amgen is responsible for clinical development, manufacturing and commercialization of any of the resulting programs. To the extent the Amgen License results in net revenues as defined in the Patent Transfer Agreement, the Subsidiary will be entitled to the aforementioned royalties. In addition, as part of a consulting agreement with a third party, dated February 15, 2011, the Subsidiary is obliged to pay this third party royalties of 8% of the net royalties received in respect of the patent that was sold to Entera in March 2011. b. On January 3, 2017, the Subsidiary entered into a lease agreement for its office facilities in Israel. The lease agreement is for a period of 60 months commencing October 1, 2016. The annual lease payment was New Israeli Shekel ("NIS") 119,000 ($33) from October 2016 through September 2018 and NIS 132,000 ($37) from October 2018 through September 2021, and is linked to the increase in the Israeli consumer price index ("CPI") (as of February 28, 2019, the future lease payments will be $95 until the expiration of the lease agreement, based on the exchange rate as of February 28, 2019). As security for its obligation under this lease agreement, the Company provided a bank guarantee in an amount equal to three monthly lease payments. c. On March 3, 2016, the Subsidiary entered into an agreement with a vendor for process development and production of its capsules and on November 24, 2016, April 3, 2017 and July 10, 2017 the Subsidiary entered into amendments to such agreement in an amount of up to Swiss Franc ("CHF") 1,000,000 ($1,003), CHF 665,000 ($675) of which was recognized in research and development expenses through February 28, 2019. d. On May 11, 2016, the Subsidiary entered into a Master Service Agreement with a vendor to retain its services for a pre-clinical toxicology trial for an oral GLP-1 analog capsule for type 2 diabetes patients. As consideration for its services, the Subsidiary will pay the vendor a total amount of $1,283 during the term of the engagement and based on achievement of certain milestones, of which $1,275 was recognized in research and development expenses through February 28, 2019. e. On June 13, 2016, the Subsidiary entered into a four-year service agreement with a third party and on December 19, 2016, this agreement and all of the third party rights and obligations thereunder were assigned to another third party. This agreement is required by the License Agreement as described in note 1 and will support the Company's research and development. The Subsidiary is obligated to pay the third party a total amount of up to €2,360,000 ($2,694), of which €1,878,215 ($2,144) was recognized in research and development expenses through February 28, 2019. f. On February 21, 2017, the Subsidiary entered into an agreement with a vendor to retain its services for a pre-clinical toxicology trial for an oral insulin capsule. As consideration for its services, the Subsidiary will pay the vendor a total of up to $952 during the term of the engagement and based on achievement of certain milestones, of which $857 was recognized in research and development expenses through February 28, 2019. g. On April 8, 2018, the Company entered into a consulting agreement with a third party advisor for a period of one year, pursuant to which such advisor provides investor relations services and is entitled to receive a monthly cash fee and 10,000 shares of the Company's common stock issued in four equal quarterly installments commencing August 1, 2018. As of February 28, 2019, the Company had issued to such advisor 7,500 shares. The fair value of the shares at the grant date was $33, which was recognized in general and administrative expenses. h. On June 5, 2017, the Subsidiary entered into a clinical research agreement with a vendor, for the conduct of its clamp clinical trial for an oral insulin capsule for type 1 diabetes patients. As consideration for its services, the Subsidiary will pay the vendor a total amount of $958 during the term of the engagement and based on achievement of certain milestones, $578 of which was recognized in research and development expenses through February 28, 2019. i. On December 18, 2017, the Subsidiary entered into an agreement with a vendor for the process development and production of one of its oral capsule ingredients in the amount of $2,905 that will be paid over the term of the engagement and based on the achievement of certain development milestones, $1,361 of which was recognized in research and development expenses through February 28, 2019. j. On February 14, 2018, the Subsidiary entered into a Clinical Research Organization Services Agreement with a third party, effective as of November 1, 2017, to retain it as a clinical research organization ("CRO") for the Subsidiary's three-month dose-ranging clinical trial for its oral insulin capsule for type 2 diabetes patients. As consideration for its services, the Subsidiary will pay the CRO a total amount of $7,030 during the term of the engagement and based on achievement of certain milestones, $5,219 of which was recognized in research and development expenses through February 28, 2019. k. On May 21, 2018, the Subsidiary entered into a CRO Services Agreement with a third party to retain it as a CRO for the Subsidiary's food effect clinical trial for its oral insulin capsule. As consideration for its services, the Subsidiary will pay the CRO a total amount of $1,166 during the term of the engagement and based on achievement of certain milestones, $758 of which was recognized in research and development expenses through February 28, 2019. l. On July 4, 2018, the Subsidiary entered into an agreement with a vendor to retain its services for a pre-clinical six months toxicology trial for its oral insulin capsule. As consideration for its services, the Subsidiary will pay the vendor a total of up to $971 during the term of the engagement and based on achievement of certain milestones, of which $551 was recognized in research and development expenses through February 28, 2019. m. On July 15, 2018, the Company entered into a consulting agreement with a third party advisor for a period of one year, pursuant to which such advisor provides investor relations services and is entitled to receive a monthly cash fee and shares of the Company's common stock issued in four quarterly installments in an amount equal to $25 per quarter, pursuant to and in accordance with the terms of the agreement, commencing July 15, 2018. The Company terminated this consulting agreement in December 2018. As of the date of termination, the Company had issued to such advisor 9,874 shares and the related expense was recognized in general and administrative expenses. n. In December 2018, the Company entered into an agreement with HTIT and its affiliate, under which if HTIT does not have an agreement with the relevant subcontractors, Oramed agreed that specific activities under the work plan may be conducted under the existing agreements of Oramed and the subcontractors and HTIT will pay the required payment directly to the subcontractor. In addition, under certain terms and conditions, and upon the Company's decision, the Company will assist HTIT to coordinate payments and may pay certain contractors on behalf of HTIT. Amounts due to the subcontractors and the corresponding amounts from HTIT, are recorded as current assets and current liabilities in the balance sheet. o. Grants from the Israel Innovation Authority ("IIA") Under the terms of the Company's funding from the IIA, royalties of 3% are payable on sales of products developed from a project so funded, up to a maximum amount equaling 100%-150% of the grants received (dollar linked) with the addition of interest at an annual rate based on LIBOR. At the time the grants were received, successful development of the related projects was not assured. The total amount that was received through February 28, 2019 was $2,194. The royalty expenses which are related to the funded project were recognized in cost of revenues in the quarter ended February 28, 2019 and in prior periods. |
Fair Value
Fair Value | 6 Months Ended |
Feb. 28, 2019 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE | NOTE 3 - FAIR VALUE: The Company measures fair value and discloses fair value measurements for financial assets. Fair value is based on the price that would be received to sell an asset in an orderly transaction between market participants at the measurement date. In order to increase consistency and comparability in fair value measurements, the guidance establishes a fair value hierarchy that prioritizes observable and unobservable inputs used to measure fair value into three broad levels, which are described as follows: Level 1: Quoted prices (unadjusted) in active markets that are accessible at the measurement date for assets or liabilities. The fair value hierarchy gives the highest priority to Level 1 inputs. Level 2: Observable prices that are based on inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. Level 3: Unobservable inputs are used when little or no market data is available. The fair value hierarchy gives the lowest priority to Level 3 inputs. As of February 28, 2019, the assets measured at fair value are comprised of equity securities (Level 1). The fair value of held to maturity bonds as presented in note 4 was based on a Level 1 measurement. As of February 28, 2019, the carrying amounts of cash equivalents, short-term deposits and accounts payable approximate their fair values due to the short-term maturities of these instruments. As of February 28, 2019, the carrying amounts of long-term deposits approximate their fair values due to the stated interest rates which approximate market rates. The amounts funded in respect of employee rights are stated at cash surrender value which approximates its fair value. There were no Level 3 items for the six-month periods ended February 28, 2019 and 2018. |
Marketable Securities
Marketable Securities | 6 Months Ended |
Feb. 28, 2019 | |
Investments, Debt and Equity Securities [Abstract] | |
MARKETABLE SECURITIES | NOTE 4 - MARKETABLE SECURITIES: The Company's marketable securities include investments in equity securities of D.N.A and Entera, and in held to maturity bonds. a. Composition: February 28, 2019 August 31, Short-term: D.N.A (see b below) $ 762 $ 666 Entera (see c below) 509 632 Held to maturity bonds (see d below) 4,203 3,294 $ 5,474 $ 4,592 Long-term: Held to maturity bonds (see d below) $ 1,051 $ 2,785 b. D.N.A The D.N.A ordinary shares are traded on the Tel Aviv Stock Exchange. The fair value of those securities is measured at the quoted prices of the securities on the measurement date. As of February 28, 2019, the Company owns approximately 6.9% of D.N.A's outstanding ordinary shares. The cost of the securities as of February 28, 2019 and August 31, 2018 was $595. c. Entera Entera ordinary shares have been traded on The Nasdaq Capital Market since June 28, 2018. The Company measures the investment at fair value from such date, since it has a readily determinable fair value (prior to such date the investment was accounted for as a cost method investment (amounting to $1)). d. Held to maturity securities The amortized cost and estimated fair value of held-to-maturity securities as of February 28, 2019, are as follows: February 28, 2019 Amortized cost Gross unrealized losses Estimated fair value Short-term: Commercial bonds $ 4,169 $ (13 ) $ 4,156 Accrued interest 34 - 34 Long-term 1,051 (1 ) 1,050 $ 5,254 $ (14 ) $ 5,240 As of February 28, 2019, the contractual maturities of debt securities classified as held-to-maturity are as follows: after one year through two years, $1,051, and the yield to maturity rates vary between 1.65% to 3.20%. The amortized cost and estimated fair value of held-to-maturity securities as of August 31, 2018, are as follows: August 31, 2018 Amortized cost Gross unrealized losses Estimated fair value Short-term: Commercial bonds $ 3,259 $ (17 ) $ 3,242 Accrued interest 35 - 35 Long-term 2,785 (17 ) 2,768 $ 6,079 $ (34 ) $ 6,045 As of August 31, 2018, the contractual maturities of debt securities classified as held-to-maturity are as follows: after one year through two years, $2,785 and the yield to maturity rates vary between 1.45% to 3.13%. Held to maturity securities which will mature during the 12 months from the balance sheet date are included in short-term marketable securities. Held to maturity securities with maturity dates of more than one year are considered long-term marketable securities. |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Feb. 28, 2019 | |
Equity [Abstract] | |
STOCKHOLDERS' EQUITY | NOTE 5 - STOCKHOLDERS' EQUITY: On April 2, 2015, the Company entered into an At The Market Issuance Sales Agreement (the "Sales Agreement") with B. Riley FBR, Inc., as successor to FBR Capital Markets & Co. ("FBR"), as amended, pursuant to which the Company may, from time to time and at its option, issue and sell shares of its common stock having an aggregate offering price of up to $25,000 through FBR as its sales agent, subject to certain terms and conditions. Any shares sold will be sold pursuant to the Company's effective shelf registration statement on Form S-3 including a prospectus dated February 2, 2017, as supplemented by a prospectus supplement dated April 5, 2017. The Company will pay FBR a commission of 3.0% of the gross proceeds of the sale of any shares sold through FBR. Through February 28, 2019, 576,834 shares were sold under the Sales Agreement for aggregate net proceeds of $5,198. During the six months ended February 28, 2019, the Company did not issue shares under the Sales Agreement. |
Stock-Based Compensation
Stock-Based Compensation | 6 Months Ended |
Feb. 28, 2019 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
STOCK-BASED COMPENSATION | NOTE 6 - STOCK-BASED COMPENSATION: On February 26, 2019, the Company granted options to purchase an aggregate of 360,000 shares of common stock of the Company at an exercise price of $3.16 per share (equivalent to the closing price of the Company's common stock on the date of grant) as follows: 196,500 to the CEO; 104,000 to the CSO; and 59,500 to employees of the Subsidiary. The options will vest in four equal annual installments, on each of December 31, 2019, 2020, 2021 and 2022. These options expire on February 26, 2029. The fair value of all these options on the date of grant was $731, using the Black Scholes option-pricing model and was based on the following assumptions: stock price of $3.16; dividend yield of 0% for all years; expected volatility of 69.05%; risk-free interest rates of 2.54%; and expected term of 6.25 years. |
Related Parties - Transactions
Related Parties - Transactions | 6 Months Ended |
Feb. 28, 2019 | |
Related Party Transactions [Abstract] | |
RELATED PARTIES - TRANSACTIONS | NOTE 7 - RELATED PARTIES - TRANSACTIONS: On July 1, 2008, the Subsidiary entered into two consulting agreements with KNRY Ltd. ("KNRY"), an Israeli company owned by the Chief Scientific Officer (the "CSO"), whereby the Chief Executive Officer (the "CEO") and the CSO, through KNRY, provide services to the Company (the "Consulting Agreements"). The Consulting Agreements are both terminable by either party upon 140 days prior written notice. The Consulting Agreements, as amended, provide that KNRY will be reimbursed for reasonable expenses incurred in connection with performance of the Consulting Agreements and that the monthly consulting fee paid to the CEO and the CSO is NIS 127,570 ($35) and NIS 80,454 ($22), respectively. In addition to the Consulting Agreements, based on a relocation cost analysis prepared by consulting company ORI - Organizational Resources International Ltd., the Company pays for certain direct costs, related taxes and expenses incurred in connection with the relocation of the CEO to New York. During the six months ended February 28, 2019, such relocation expenses totaled $278 compared to $214 for the six months ended February 28, 2018. |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 6 Months Ended |
Feb. 28, 2019 | |
Accounting Policies [Abstract] | |
General | a. General: 1) Incorporation and operations Oramed Pharmaceuticals Inc. (collectively with its subsidiary, the "Company", unless the context indicates otherwise) was incorporated on April 12, 2002, under the laws of the State of Nevada. From incorporation until March 3, 2006, the Company was an exploration stage company engaged in the acquisition and exploration of mineral properties. On February 17, 2006, the Company entered into an agreement with Hadasit Medical Services and Development Ltd. to acquire the provisional patent related to an orally ingestible insulin capsule to be used for the treatment of individuals with diabetes. On May 14, 2007, the Company incorporated a wholly-owned subsidiary in Israel, Oramed Ltd. (the "Subsidiary"), which is engaged in research and development. On March 11, 2011, the Company was reincorporated from the State of Nevada to the State of Delaware. On November 30, 2015, the Company entered into a Technology License Agreement with Hefei Tianhui Incubator of Technologies Co. Ltd. ("HTIT") and on December 21, 2015, the parties entered into an Amended and Restated Technology License Agreement that was further amended by the parties on June 3, 2016 and July 24, 2016 (the "License Agreement"). According to the License Agreement, the Company granted HTIT an exclusive commercialization license in the territory of the People's Republic of China, Macau and Hong Kong (the "Territory"), related to the Company's oral insulin capsule, ORMD-0801 (the "Product"). Pursuant to the License Agreement, HTIT will conduct, at its own expense, certain pre-commercialization and regulatory activities with respect to the Subsidiary's technology and ORMD-0801 capsule, and will pay to the Subsidiary (i) royalties of 10% on net sales of the related commercialized products to be sold by HTIT in the Territory ("Royalties"), and (ii) an aggregate of $37,500, of which $3,000 was payable immediately, $8,000 was paid subject to the Company entering into certain agreements with certain third parties, and $26,500 is payable upon achievement of certain milestones and conditions. In the event that the Company does not meet certain conditions, the Royalties rate may be reduced to a minimum of 8%. Following the final expiration of the Company's patents covering the technology in the Territory in 2033, the Royalties rate may be reduced, under certain circumstances, to 5%. The royalty payment obligation shall apply during the period of time beginning upon the first commercial sale of the Product in the Territory, and ending upon the later of (i) the expiration of the last-to-expire licensed patents in the Territory; and (ii) 15 years after the first commercial sale of the Product in the Territory (the "Royalty Term"). The License Agreement shall remain in effect until the expiration of the Royalty Term. The License Agreement contains customary termination provisions. Among others, the Company's involvement through the product submission date will include consultancy for the pre-commercialization activities in the Territory, as well as advisory services to HTIT on an ongoing basis. The initial payment of $3,000 was received in January 2016. Following the achievement of certain milestones, the second and third payments of $6,500 and $4,000, respectively, were received in July 2016, the fourth milestone payment of $4,000 was received in October 2016 and the fifth milestone payment of $3,000 was received in January 2019. Milestone payments received as of February 28, 2019 totaled $20,500. In addition, on November 30, 2015, the Company entered into a Stock Purchase Agreement with HTIT (the "SPA"). According to the SPA, the Company issued 1,155,367 shares of common stock to HTIT for $12,000. The transaction closed on December 28, 2015. In July 2015, according to the letter of intent signed between the parties or their affiliates, HTIT's affiliate paid the Subsidiary a non-refundable amount of $500 as a no-shop fee. The no-shop fee was deferred and the related revenue is recognized over the estimated term of the License Agreement. For revenue recognition policy see note 1c. 2) Development and liquidity risks The Company is engaged in research and development in the biotechnology field for innovative pharmaceutical solutions, including an orally ingestible insulin capsule to be used for the treatment of individuals with diabetes, and the use of orally ingestible capsules for delivery of other polypeptides, and has not generated significant revenues from its operations. Based on the Company's current cash resources and commitments, the Company believes it will be able to maintain its current planned development activities and the corresponding level of expenditures for at least the next 12 months and beyond, although no assurance can be given that the Company will not need additional funds prior to such time. If there are unexpected increases in the Company's operating expenses, it may need to seek additional financing during the next 12 months. Successful completion of the Company's development programs and its transition to normal operations is dependent upon obtaining necessary regulatory approvals from the U.S. Food and Drug Administration prior to selling its products within the United States, obtaining foreign regulatory approvals to sell its products internationally, or entering into licensing agreements with third parties. There can be no assurance that the Company will receive regulatory approval of any of its product candidates, and a substantial amount of time may pass before the Company achieves a level of revenues adequate to support its operations, if at all. The Company also expects to incur substantial expenditures in connection with the regulatory approval process for each of its product candidates during their respective developmental periods. Obtaining marketing approval will be directly dependent on the Company's ability to implement the necessary regulatory steps required to obtain marketing approval in the United States and in other countries. The Company cannot predict the outcome of these activities. |
Loss per common share | b. Loss per common share Basic and diluted net loss per common share are computed by dividing the net loss for the period by the weighted average number of shares of common stock outstanding for each period. Outstanding stock options, warrants and restricted stock units ("RSUs") have been excluded from the calculation of the diluted loss per share because all such securities are anti-dilutive for all periods presented. The weighted average number of common stock options, warrants and RSUs excluded from the calculation of diluted net loss was 4,293,395 and 1,406,175 for the six-month periods ended February 28, 2019 and 2018, respectively, and 4,234,081 and 1,388,122 for the three-month periods ended February 28, 2019 and 2018, respectively. |
Revenue recognition | c. Revenue recognition The License Agreement and the SPA were considered a single arrangement with multiple deliverables. The Company allocated the total consideration of $49,500 between the License Agreement and the SPA according to their fair value, as follows: $10,617 was allocated to the issuance of common stock (less issuance expenses of $23), based on the quoted price of the Company's shares on the closing date of the SPA on December 28, 2015, and $38,883 was allocated to the License Agreement. Under Accounting Standards Codification ("ASC") 605 (which was the authoritative revenue recognition guidance applied for all periods prior to September 1, 2018) given the Company's continuing involvement through the expected product submission in June 2023, amounts received relating to the License Agreement were recognized over the period from which the Company was entitled to the respective payment, and the expected product submission date using a time-based model approach over the periods that the fees were earned. On September 1, 2018, the Company adopted Accounting Standards Update ("ASU") 2014-09 "Revenue from Contracts with Customers (Topic 606)" ("ASC 606"), using the modified retrospective method of adoption. Under this method, the Company applied ASC 606 to the License Agreement at the adoption date and was required to make an adjustment to the September 1, 2018 opening accumulated deficit balance. All prior periods continue to be presented under ASC 605. The most significant impact from adopting ASC 606 was the impact of the timing of recognition of revenue associated with the milestone payment. Under ASC 605, which was the authoritative revenue recognition guidance applied for all periods prior to September 1, 2018, given the Company's continuing involvement through the expected product submission in June 2023, amounts received relating to the License Agreement were recognized over the period from which the Company was entitled to the respective payment and the expected product submission date using a time-based model approach over the periods that the fees were earned. However, under ASC 606, the Company is required to recognize the total transaction price (which includes consideration related to milestones once the criteria for recognition have been satisfied) using the input method over the period the performance obligation is fulfilled. Accordingly, once the consideration associated with a milestone is included in the transaction price, incremental revenue is recognized immediately based on the period of time that has elapsed towards complete satisfaction of the performance obligation. This method results in the recognition of revenue earlier than under ASC 605, and the resulting impact was recorded as a reduction of the opening balance of accumulated deficit at September 1, 2018, as further described below. Under ASC 606, the Company identified a single performance obligation in the agreement and determined that the license and services are not distinct as the license and services are highly dependent on each other. In other words, HTIT cannot benefit from the license without the related services, and vice versa. Since the customer benefits from the services as the entity performs, revenue is recognized over time through the expected product submission date in June 2023, using the input method. The Company used the input method to measure the process for the purpose of recognizing revenue, which approximates the straight line attribution. The Company used significant judgment when it determined the product submission date. Under ASC 606, the consideration that the Company would be entitled to upon the achievement of contractual milestones, which are contingent upon the occurrence of future events, are a form of variable consideration. When assessing the portion, if any, of such milestones-related consideration to be included in the transaction price, the Company first assesses the most likely outcome for each milestone and excludes the consideration related to milestones of which the occurrence is not considered the most likely outcome. The Company then evaluates if any of the variable consideration determined in the first step is constrained by including in the transaction price variable consideration to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved. The Company used significant judgment when it determined the first step of variable consideration. The potential future royalty consideration is also considered a form of variable consideration under ASC 606 as it is based on a percentage of potential future sales of the Company's products. However, the Company applies the sales-based royalty exception and accordingly will recognize the sales-based royalty amounts at the earlier of the time (a) when the related sale has occurred and (b) the Company has fulfilled the related performance obligation. To date, the Company has not recognized any royalty-related revenue. As of the adoption date, the Company adjusted its accumulated deficit by $1,773 against contract liabilities due to the effect of variable consideration. Amounts that were allocated to the License Agreement as of February 28, 2019 aggregated $22,382, all of which was received through the balance sheet date. Through February 28, 2019, the Company recognized revenue associated with this agreement in the aggregate amount of $8,659 (of which $1,340 was recognized in the six-month period ended February 28, 2019 and $1,773 was recognized as an increase to the September 1, 2018 opening balance of stockholders' equity associated with the impact of the adoption of ASC 606 under the modified retrospective method of adoption), and deferred the remaining amount of $13,723, which is presented as a contract liability on the condensed consolidated balance sheet. During the six-month and three-month periods ended February 28, 2019, the Company recognized revenue in the amount of $1,143 and $568, respectively, that was included in the contract liabilities balance at the beginning of the period. In accordance with ASC 606, the disclosure of the impact of adoption to the Company's consolidated balance sheet as of August 31, 2018 was as follows: As reported August 31, Updated September 1, 2018 Effect of Change Contract liabilities (short term) $ 2,449 $ 1,230 $ (1,219 ) Contract liabilities (long term) 11,388 10,834 (554 ) Accumulated deficit 69,223 67,450 (1,773 ) The impact of adoption of ASC 606 on the condensed consolidated balance sheet as of February 28, 2019 and on the condensed consolidated statement of operations for the six months ended February 28, 2019 was as follows: As reported February 28, Balances without Adoption of ASC 606 Effect of Change Revenues $ 1,340 $ 1,342 $ (2 ) Cost of revenues 90 90 - Contract liabilities (short term) 2,703 3,110 (407 ) Contract liabilities (long term) 11,020 12,384 (1,364 ) Accumulated deficit 74,751 76,522 (1,771 ) The impact of adoption of ASC 606 on the condensed consolidated statement of operations for the three months ended February 28, 2019 was as follows: As reported February 28, Balances without Adoption of ASC 606 Effect of Change Revenues $ 666 $ 731 $ (65 ) Cost of revenues 55 90 (35 ) |
Financial instruments | d. Financial instruments In January 2016, the Financial Accounting Standards Board ("FASB") issued guidance which updates certain aspects of recognition, measurement, presentation and disclosure of financial assets and financial liabilities ("ASU 2016-01"). The guidance requires entities to recognize changes in fair value in net income rather than in accumulated other comprehensive income. The Company adopted the provisions of this update in the first quarter of fiscal year 2019. Following the adoption, as of September 1, 2018, the Company classified the available for sale securities (investments in equity securities of D.N.A Biomedical Solutions Ltd. ("D.N.A") and Entera Bio Ltd. ("Entera")) to financial assets measured in fair value through profit or loss. The Company adopted the standard using the modified retrospective method and, accordingly, reclassified the cumulative unrealized gain from accumulated other comprehensive income to a reduction of its accumulated deficit in an amount of $702. |
Condensed Consolidated Financial Statements Preparation | e. Condensed Consolidated Financial Statements Preparation The condensed consolidated financial statements included herein have been prepared in accordance with United States generally accepted accounting principles ("U.S. GAAP") and, except as described in note 1f, on the same basis as the audited consolidated financial statements included in the Company's Annual Report on Form 10-K for the fiscal year ended August 31, 2018 (the "2018 Form 10-K"). These condensed consolidated financial statements reflect all adjustments that are of a normal recurring nature and that are considered necessary for a fair statement of the results of the periods presented. Certain information and disclosures normally included in annual consolidated financial statements have been omitted in this interim period report pursuant to the rules and regulations of the Securities and Exchange Commission. Because the condensed consolidated interim financial statements do not include all of the information and disclosures required by U.S. GAAP for annual financial statements, they should be read in conjunction with the audited consolidated financial statements and notes included in the 2018 Form 10-K. The results for interim periods are not necessarily indicative of a full fiscal year's results. |
Newly issued and recently adopted Accounting Pronouncements | f. Newly issued and recently adopted Accounting Pronouncements In May 2014, the FASB issued ASC 606 which supersedes existing revenue recognition guidance, including industry-specific guidance. Under the new standard, a good or service is transferred to the customer when (or as) the customer obtains control of the good or service, which differs from the risk and rewards approach under current guidance. The guidance provides a five-step analysis of transactions to determine when and how revenue is recognized. Other major provisions include capitalization of certain contract costs, consideration of the time value of money in the transaction price, and allowing estimates of variable consideration to be recognized before contingencies are resolved in certain circumstances. The guidance also requires enhanced disclosures regarding the nature, amount, timing and uncertainty of revenue and cash flows arising from an entity's contracts with customers. The guidance is effective in annual reporting periods beginning after December 15, 2017, including interim reporting periods within that reporting period. The Company implemented the guidance for its annual period ending on August 31, 2019 and interim periods within such annual period. The Company adopted the standard using the modified retrospective method. See additional information regarding the adoption in note 1c. In January 2016, the FASB issued guidance on recognition and measurement of financial assets and financial liabilities (ASU 2016-01) that supersedes most current guidance. Changes to the U.S. GAAP model primarily affect the accounting for equity investments, financial liabilities under the fair value option and the presentation and disclosure requirements for financial instruments. In addition, the FASB clarified guidance related to the valuation allowance assessment when recognizing deferred tax assets resulting from unrealized losses on available-for-sale debt securities. The accounting for other financial instruments, such as loans, investments in debt securities, and financial liabilities, is largely unchanged. The classification and measurement guidance under ASU 2016-01 became effective as of September 1, 2018. See additional information regarding the adoption in note 1d. In February 2016, the FASB issued ASU 2016-02, "Leases (Topic 842)" ("ASU 2016-02"), which supersedes the existing guidance for lease accounting, "Leases (Topic 840)". ASU 2016-02 requires lessees to recognize leases on their balance sheets, and leaves lessor accounting largely unchanged. The amendments in ASU 2016-02 are effective for fiscal years beginning after December 15, 2018 and interim periods within those fiscal years. Early application is permitted for all entities. ASU 2016-02 requires a modified retrospective approach for all leases existing at, or entered into after, the date of initial application, with an option to elect to use certain transition relief. The Company is currently evaluating the impact of this standard on its consolidated financial statements. |
Significant Accounting Polici_3
Significant Accounting Policies (Tables) | 6 Months Ended |
Feb. 28, 2019 | |
Accounting Policies [Abstract] | |
Schedule of impact of adoption of ASC 606 | In accordance with ASC 606, the disclosure of the impact of adoption to the Company's consolidated balance sheet as of August 31, 2018 was as follows: As reported August 31, Updated September 1, 2018 Effect of Change Contract liabilities (short term) $ 2,449 $ 1,230 $ (1,219 ) Contract liabilities (long term) 11,388 10,834 (554 ) Accumulated deficit 69,223 67,450 (1,773 ) The impact of adoption of ASC 606 on the condensed consolidated balance sheet as of February 28, 2019 and on the condensed consolidated statement of operations for the six months ended February 28, 2019 was as follows: As reported February 28, Balances without Adoption of ASC 606 Effect of Change Revenues $ 1,340 $ 1,342 $ (2 ) Cost of revenues 90 90 - Contract liabilities (short term) 2,703 3,110 (407 ) Contract liabilities (long term) 11,020 12,384 (1,364 ) Accumulated deficit 74,751 76,522 (1,771 ) The impact of adoption of ASC 606 on the condensed consolidated statement of operations for the three months ended February 28, 2019 was as follows: As reported February 28, Balances without Adoption of ASC 606 Effect of Change Revenues $ 666 $ 731 $ (65 ) Cost of revenues 55 90 (35 ) |
Marketable Securities (Tables)
Marketable Securities (Tables) | 6 Months Ended |
Feb. 28, 2019 | |
Investments, Debt and Equity Securities [Abstract] | |
Schedule of marketable securities include investments in equity securities | February 28, 2019 August 31, Short-term: D.N.A (see b below) $ 762 $ 666 Entera (see c below) 509 632 Held to maturity bonds (see d below) 4,203 3,294 $ 5,474 $ 4,592 Long-term: Held to maturity bonds (see d below) $ 1,051 $ 2,785 |
Schedule of amortized cost and estimated fair value of held-to-maturity securities | February 28, 2019 Amortized cost Gross unrealized losses Estimated fair value Short-term: Commercial bonds $ 4,169 $ (13 ) $ 4,156 Accrued interest 34 - 34 Long-term 1,051 (1 ) 1,050 $ 5,254 $ (14 ) $ 5,240 August 31, 2018 Amortized cost Gross unrealized losses Estimated fair value Short-term: Commercial bonds $ 3,259 $ (17 ) $ 3,242 Accrued interest 35 - 35 Long-term 2,785 (17 ) 2,768 $ 6,079 $ (34 ) $ 6,045 |
Significant Accounting Polici_4
Significant Accounting Policies (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Feb. 28, 2019 | Feb. 28, 2018 | Feb. 28, 2019 | Feb. 28, 2018 | Aug. 31, 2018 | |
New Accounting Pronouncement, Early Adoption [Line Items] | |||||
Revenues | $ 666 | $ 604 | $ 1,340 | $ 1,215 | |
Cost of revenues | 55 | 90 | |||
Contract liabilities (short term) | 2,703 | 2,703 | $ 2,449 | ||
Contract liabilities (long term) | 11,020 | 11,020 | 11,388 | ||
Accumulated deficit | (74,751) | (74,751) | (69,223) | ||
Updated September 1, 2018 [Member] | |||||
New Accounting Pronouncement, Early Adoption [Line Items] | |||||
Contract liabilities (short term) | 1,230 | ||||
Contract liabilities (long term) | 10,834 | ||||
Accumulated deficit | 67,450 | ||||
Balances without Adoption of ASC 606 [Member] | |||||
New Accounting Pronouncement, Early Adoption [Line Items] | |||||
Revenues | 731 | 1,342 | |||
Cost of revenues | 90 | 90 | |||
Contract liabilities (short term) | 3,110 | 3,110 | |||
Contract liabilities (long term) | 12,384 | 12,384 | |||
Accumulated deficit | 76,522 | 76,522 | |||
Effect of Change [Member] | |||||
New Accounting Pronouncement, Early Adoption [Line Items] | |||||
Revenues | (65) | (2) | |||
Cost of revenues | (35) | ||||
Contract liabilities (short term) | (407) | (407) | (1,219) | ||
Contract liabilities (long term) | (1,364) | (1,364) | (554) | ||
Accumulated deficit | $ (1,771) | $ (1,771) | $ (1,773) |
Significant Accounting Polici_5
Significant Accounting Policies (Details Textual) - USD ($) $ in Thousands | Nov. 30, 2015 | Dec. 28, 2015 | Feb. 28, 2019 | Feb. 28, 2018 | Feb. 28, 2019 | Feb. 28, 2018 | Aug. 31, 2018 | Jul. 31, 2015 |
Significant Accounting Policies (Textual) | ||||||||
Recognize revenue | $ 568 | $ 1,143 | ||||||
Recognized revenue, description | Of which $1,340 was recognized in the six-month period ended February 28, 2019 and $1,773 was recognized as an increase to the September 1, 2018 opening balance of stockholders' equity associated with the impact of the adoption of ASC 606 under the modified retrospective method of adoption. | |||||||
Securities excluded from the calculation of diluted net loss | 4,234,081 | 1,388,122 | 4,293,395 | 1,406,175 | ||||
Non-refundable amount | $ 500 | |||||||
Milestone payment, description | The initial payment of $3,000 was received in January 2016. Following the achievement of certain milestones, the second and third payments of $6,500 and $4,000, respectively, were received in July 2016, the fourth milestone payment of $4,000 was received in October 2016 and the fifth milestone payment of $3,000 was received in January 2019. Milestone payments received as of February 28, 2019 totaled $20,500. | |||||||
Reduction of accumulated deficit | $ 702 | $ 702 | ||||||
Accumulated deficit | (74,751) | (74,751) | $ (69,223) | |||||
Adjusted accumulated deficit against contract liabilities | 1,773 | 1,773 | ||||||
Stock Purchase Agreement [Member] | ||||||||
Significant Accounting Policies (Textual) | ||||||||
Number of common stock issued ,value | $ 10,617 | |||||||
Total consideration | 49,500 | |||||||
Issuance expenses | 23 | |||||||
License Agreement [Member] | ||||||||
Significant Accounting Policies (Textual) | ||||||||
Aggregate license costs | 22,382 | |||||||
Number of common stock issued ,value | $ 38,883 | |||||||
Recognize revenue | 8,659 | |||||||
Deferred revenue | 13,723 | 13,723 | ||||||
License amount received | $ 22,382 | |||||||
HTIT [Member] | ||||||||
Significant Accounting Policies (Textual) | ||||||||
Percentages of royalties on net sales | 10.00% | |||||||
Aggregate license costs | $ 37,500 | |||||||
License costs payable | 3,000 | 3,000 | ||||||
Amount paid subject to the Company entering into certain agreements | 8,000 | 8,000 | ||||||
Payable upon achievement of certain milestones and conditions | $ 26,500 | $ 26,500 | ||||||
Royalty commitment description | In the event that the Company does not meet certain conditions, the Royalties rate may be reduced to a minimum of 8%. Following the final expiration of the Company's patents covering the technology in the Territory in 2033, the Royalties rate may be reduced, under certain circumstances, to 5%. | |||||||
Royalty term | 15 years | |||||||
HTIT [Member] | Stock Purchase Agreement [Member] | ||||||||
Significant Accounting Policies (Textual) | ||||||||
Number of common stock issued | 1,155,367 | |||||||
Number of common stock issued ,value | $ 12,000 |
Commitments (Details)
Commitments (Details) € in Thousands, SFr in Thousands, $ in Thousands | Dec. 11, 2018USD ($) | Jul. 15, 2018USD ($) | Jul. 04, 2018USD ($) | Apr. 08, 2018shares | Jun. 05, 2017USD ($) | Jun. 13, 2016USD ($) | Jun. 13, 2016EUR (€) | May 11, 2016USD ($) | Mar. 03, 2016USD ($) | Mar. 03, 2016CHF (SFr) | May 21, 2018USD ($) | Feb. 14, 2018USD ($) | Dec. 18, 2017USD ($) | Feb. 21, 2017USD ($) | Mar. 31, 2011shares | Feb. 28, 2019USD ($)shares | Feb. 28, 2019CHF (SFr)shares | Feb. 28, 2019EUR (€)shares | Oct. 01, 2016 | Feb. 15, 2011 |
Commitments (Textual) | ||||||||||||||||||||
Aggregate payments receive | $ 270,000 | |||||||||||||||||||
Consulting Agreement With a Third Party Advisor [Member] | ||||||||||||||||||||
Commitments (Textual) | ||||||||||||||||||||
Commitments for consulting services | $ 25 | |||||||||||||||||||
Expense which was recognized | $ 9,874 | |||||||||||||||||||
Advisor [Member] | ||||||||||||||||||||
Commitments (Textual) | ||||||||||||||||||||
Shares issued for services | shares | 10,000 | 7,500 | 7,500 | 7,500 | ||||||||||||||||
Fair value of shares at the grant date | $ 33 | |||||||||||||||||||
Clinical Research Organization Service Agreement [Member] | ||||||||||||||||||||
Commitments (Textual) | ||||||||||||||||||||
Commitments for consulting services | $ 7,030 | |||||||||||||||||||
Expense which was recognized | 5,219 | |||||||||||||||||||
Master Service Agreement [Member] | ||||||||||||||||||||
Commitments (Textual) | ||||||||||||||||||||
Commitments for consulting services | $ 1,283 | $ 952 | 857 | |||||||||||||||||
Expense which was recognized | 1,275 | |||||||||||||||||||
Master Service Agreement [Member] | ||||||||||||||||||||
Commitments (Textual) | ||||||||||||||||||||
Expense which was recognized | 2,144 | |||||||||||||||||||
Commitments for service agreement | $ 2,694 | |||||||||||||||||||
Term of agreement | 4 years | 4 years | ||||||||||||||||||
Master Service Agreement [Member] | EUR [Member] | ||||||||||||||||||||
Commitments (Textual) | ||||||||||||||||||||
Expense which was recognized | € | € 1,878,215 | |||||||||||||||||||
Commitments for service agreement | € | € 2,360 | |||||||||||||||||||
Term of agreement | 4 years | 4 years | ||||||||||||||||||
General Technical Agreement [Member] | ||||||||||||||||||||
Commitments (Textual) | ||||||||||||||||||||
Expense which was recognized | 578 | |||||||||||||||||||
Commitments for service agreement | $ 958 | |||||||||||||||||||
Vendor [Member] | ||||||||||||||||||||
Commitments (Textual) | ||||||||||||||||||||
Expense which was recognized | 675 | |||||||||||||||||||
Development and production on capsules | $ 1,003 | |||||||||||||||||||
Vendor [Member] | CHF [Member] | ||||||||||||||||||||
Commitments (Textual) | ||||||||||||||||||||
Expense which was recognized | SFr | SFr 665 | |||||||||||||||||||
Development and production on capsules | SFr | SFr 1,000 | |||||||||||||||||||
Vendor One [Member] | ||||||||||||||||||||
Commitments (Textual) | ||||||||||||||||||||
Commitments for consulting services | $ 2,905 | |||||||||||||||||||
Expense which was recognized | 1,361 | |||||||||||||||||||
Vendor Two [Member] | ||||||||||||||||||||
Commitments (Textual) | ||||||||||||||||||||
Commitments for consulting services | $ 971 | |||||||||||||||||||
Expense which was recognized | 551 | |||||||||||||||||||
Third party [Member] | Clinical Research Organization Service Agreement [Member] | ||||||||||||||||||||
Commitments (Textual) | ||||||||||||||||||||
Commitments for consulting services | $ 1,166 | |||||||||||||||||||
Expense which was recognized | $ 758 | |||||||||||||||||||
Entera Bio Ltd. [Member] | D.N.A [Member] | D.N.A [Member] | ||||||||||||||||||||
Commitments (Textual) | ||||||||||||||||||||
Ownership percentage retained | 3.00% | |||||||||||||||||||
Royalty percentage | 8.00% | |||||||||||||||||||
Ordinary shares after stock split | shares | 117,000 | |||||||||||||||||||
Israel Innovation Authority [Member] | ||||||||||||||||||||
Commitments (Textual) | ||||||||||||||||||||
Royalty percentage | 3.00% | 3.00% | 3.00% | |||||||||||||||||
Total grants received | $ 2,194 | |||||||||||||||||||
Israel Innovation Authority [Member] | Minimum [Member] | ||||||||||||||||||||
Commitments (Textual) | ||||||||||||||||||||
Royalty percentage | 100.00% | 100.00% | 100.00% | |||||||||||||||||
Israel Innovation Authority [Member] | Maximum [Member] | ||||||||||||||||||||
Commitments (Textual) | ||||||||||||||||||||
Royalty percentage | 150.00% | 150.00% | 150.00% | |||||||||||||||||
Office Building [Member] | ||||||||||||||||||||
Commitments (Textual) | ||||||||||||||||||||
Operating lease, term | 60 months | |||||||||||||||||||
Lessee, description | The annual lease payment was New Israeli Shekel ("NIS") 119,000 ($33) from October 2016 through September 2018 and NIS 132,000 ($37) from October 2018 through September 2021, and is linked to the increase in the Israeli consumer price index ("CPI") (as of February 28, 2019, the future lease payments will be $95 until the expiration of the lease agreement, based on the exchange rate as of February 28, 2019). | The annual lease payment was New Israeli Shekel ("NIS") 119,000 ($33) from October 2016 through September 2018 and NIS 132,000 ($37) from October 2018 through September 2021, and is linked to the increase in the Israeli consumer price index ("CPI") (as of February 28, 2019, the future lease payments will be $95 until the expiration of the lease agreement, based on the exchange rate as of February 28, 2019). | The annual lease payment was New Israeli Shekel ("NIS") 119,000 ($33) from October 2016 through September 2018 and NIS 132,000 ($37) from October 2018 through September 2021, and is linked to the increase in the Israeli consumer price index ("CPI") (as of February 28, 2019, the future lease payments will be $95 until the expiration of the lease agreement, based on the exchange rate as of February 28, 2019). |
Marketable Securities (Details)
Marketable Securities (Details) - USD ($) $ in Thousands | Feb. 28, 2019 | Aug. 31, 2018 |
Short-term: | ||
D.N.A (see b below) | $ 762 | $ 666 |
Entera (see c below) | 509 | 632 |
Held to maturity bonds (see d below) | 4,203 | 3,294 |
Marketable securities | 5,474 | 4,592 |
Long-term: | ||
Held to maturity bonds (see d below) | $ 1,051 | $ 2,785 |
Marketable Securities (Details
Marketable Securities (Details 1) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Feb. 28, 2019 | Aug. 31, 2018 | |
Summary of held to maturity securities [Abstract] | ||
Amortized cost | $ 5,254 | $ 6,079 |
Gross unrealized losses | (14) | (34) |
Estimated fair value | 5,240 | 6,045 |
Short-term [Member] | Accrued interest [Member] | ||
Summary of held to maturity securities [Abstract] | ||
Amortized cost | 34 | 35 |
Gross unrealized losses | ||
Estimated fair value | 34 | 35 |
Long-term [Member] | ||
Summary of held to maturity securities [Abstract] | ||
Amortized cost | 1,051 | 2,785 |
Gross unrealized losses | (1) | (17) |
Estimated fair value | 1,050 | 2,768 |
Commercial bonds [Member] | Short-term [Member] | ||
Summary of held to maturity securities [Abstract] | ||
Amortized cost | 4,169 | 3,259 |
Gross unrealized losses | (13) | (17) |
Estimated fair value | $ 4,156 | $ 3,242 |
Marketable Securities (Detail_2
Marketable Securities (Details Textual) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Feb. 28, 2019 | Aug. 31, 2018 | |
Marketable Securities (Textual) | ||
Percentage of ownership interest | 6.90% | |
Cost of securities | $ 595 | $ 595 |
Marketable securities | $ 1,051 | $ 2,785 |
Marketable securities maturity dates, description | After one year through two years. | After one year through two years. |
Marketable securities maturity, term | 12 months | |
Minimum [Member] | ||
Marketable Securities (Textual) | ||
Yield to cost rates | 1.65% | 1.45% |
Maximum [Member] | ||
Marketable Securities (Textual) | ||
Yield to cost rates | 3.20% | 3.13% |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - Sales Agreement [Member] - USD ($) $ in Thousands | Apr. 02, 2015 | Feb. 28, 2019 |
Stockholders' Equity (Textual) | ||
Common stock aggregate offering price | $ 25,000 | |
Percentage of commission | 3.00% | |
Number of shares sold | 576,834 | |
Net proceeds from offering | $ 5,198 |
Stock-Based Compensation (Detai
Stock-Based Compensation (Details) $ / shares in Units, $ in Thousands | 1 Months Ended |
Feb. 26, 2019USD ($)$ / sharesshares | |
CEO [Member] | |
Stock-Based Compensation (Textual) | |
Options granted | 196,500 |
Subsidiary Employees [Member] | |
Stock-Based Compensation (Textual) | |
Options granted | 360,000 |
Exercise price | $ / shares | $ 3.16 |
Options vested | 59,500 |
Vesting, description | The options will vest in four equal annual installments, on each of December 31, 2019, 2020, 2021 and 2022. |
Fair value of options granted | $ | $ 731 |
Expiration date | Feb. 26, 2029 |
Stock price | $ / shares | $ 3.16 |
Expected dividend yield | 0.00% |
Expected volatility | 69.05% |
Risk-free interest rate | 2.54% |
Expected term | 6 years 2 months 30 days |
CSO [Member] | |
Stock-Based Compensation (Textual) | |
Options granted | 104,000 |
Related Parties - Transactions
Related Parties - Transactions (Details) ₪ in Thousands, $ in Thousands | Jul. 01, 2008Installments | Feb. 28, 2019USD ($) | Feb. 28, 2019ILS (₪) | Feb. 28, 2018USD ($) |
KNRY [Member] | ||||
Related Parties Transactions (Textual) | ||||
Number of agreements | Installments | 2 | |||
Consulting agreements, description | The Consulting Agreements are both terminable by either party upon 140 days prior written notice. | |||
CEO [Member] | ||||
Related Parties Transactions (Textual) | ||||
Consulting fee | $ 35 | |||
CEO [Member] | NIS [Member] | ||||
Related Parties Transactions (Textual) | ||||
Consulting fee | ₪ | ₪ 127,570 | |||
CSO [Member] | ||||
Related Parties Transactions (Textual) | ||||
Consulting fee | 22 | |||
CSO [Member] | NIS [Member] | ||||
Related Parties Transactions (Textual) | ||||
Consulting fee | ₪ | ₪ 80,454 | |||
New York [Member] | Relocation of CEO [Member] | ||||
Related Parties Transactions (Textual) | ||||
Relocation cost | $ 278 | $ 214 |