Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Sep. 30, 2014 | Nov. 13, 2014 | |
Document and Entity Information | ' | ' |
Entity Registrant Name | 'OphthaliX, Inc. | ' |
Entity Central Index Key | '0001218683 | ' |
Amendment Flag | 'false | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Document Type | '10-Q | ' |
Document Period End Date | 30-Sep-14 | ' |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
Entity Filer Category | 'Smaller Reporting Company | ' |
Entity Common Stock, Shares Outstanding | ' | 10,441,251 |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (Unaudited) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
CURRENT ASSETS: | ' | ' |
Cash and cash equivalents | $56 | $422 |
Investment in Parent Company | 756 | 1,175 |
Other accounts receivable | 20 | 20 |
Total current assets | 832 | 1,617 |
NON-CURRENT ASSETS: | ' | ' |
Property and equipment, net | 1 | 1 |
Total long-term assets | 1 | 1 |
Total assets | 833 | 1,618 |
CURRENT LIABILITIES: | ' | ' |
Parent company | 2,011 | 1,487 |
Other accounts payable and accrued expenses | 201 | 263 |
Total current liabilities | 2,212 | 1,750 |
NON-CURRENT LIABILITIES: | ' | ' |
Derivative related to Service Agreement | 1 | 7 |
Share capital | ' | ' |
Preferred Stock - Authorized : 1,000,000 shares at September 30, 2014 and December 31, 2013; No issued and Outstanding shares at September 30, 2014 and December 31, 2013 | ' | ' |
Common Stock of $0.001 par value - Authorized: 100,000,000 shares at September 30, 2014 and December 31, 2013; Issued and Outstanding: 10,441,251 shares at September 30, 2014 and December 31, 2013 | 10 | 10 |
Additional Paid-in capital | 5,481 | 5,469 |
Accumulated other comprehensive income | 64 | 483 |
Accumulated deficit | -6,935 | -6,101 |
Total stockholders' deficiency | -1,380 | -139 |
Total liabilities and stockholders' deficiency | $833 | $1,618 |
Condensed_Consolidated_Balance1
Condensed Consolidated Balance Sheets (Parentheticals) (Unaudited) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
Statement of Financial Position [Abstract] | ' | ' |
Preferred Stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred Stock, shares issued | ' | ' |
Preferred Stock, shares outstanding | ' | ' |
Common Stock, par value | $0.00 | $0.00 |
Common Stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock shares issued | 10,441,251 | 10,441,251 |
Common Stock, shares outstanding | 10,441,251 | 10,441,251 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Comprehensive Loss (Unaudited) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Operating expenses: | ' | ' | ' | ' |
Research and development | $169 | $394 | $509 | $1,501 |
General and administrative | 109 | 283 | 292 | 1,086 |
Total operating expenses | 278 | 677 | 801 | 2,587 |
Financial expenses (income), net | 14 | -42 | 33 | -72 |
Net loss | 292 | 635 | 834 | 2,515 |
Net loss per share: | ' | ' | ' | ' |
Basic and diluted loss per share | $0.03 | $0.06 | $0.08 | $0.24 |
Weighted average number of Common Stocks used in computing basic net loss per share | 10,441,251 | 10,441,251 | 10,441,251 | 10,441,251 |
Weighted average number of Common Stocks used in computing diluted net loss per share | 10,441,251 | 10,921,274 | 10,441,251 | 10,441,251 |
Available-for-sale investments: | ' | ' | ' | ' |
Changes in net unrealized loss (gains) | 46 | -200 | 419 | -251 |
Less: reclassification adjustment for net loss included in net loss | ' | ' | ' | 40 |
Total other comprehensive income | 46 | -200 | 419 | -211 |
Comprehensive loss (income) | $338 | $435 | $1,253 | $2,304 |
Condensed_Statements_of_Change
Condensed Statements of Changes in Stockholders' Equity (Deficiency) (Unaudited) (USD $) | Total | Shares of Common Stock | Additional paid-in capital | Accumulated deficit | Accumulated other comprehensive income |
In Thousands, except Share data | |||||
Balance, value at Dec. 31, 2012 | $1,617 | $10 | $4,871 | ($3,264) | ' |
Balance, shares at Dec. 31, 2012 | ' | 10,441,251 | ' | ' | ' |
Stock based compensation | 598 | ' | 598 | ' | ' |
Unrealized gain/ loss from investment in Parent Company | 483 | ' | ' | ' | 483 |
Net loss | -2,837 | ' | ' | -2,837 | ' |
Balance, value at Dec. 31, 2013 | -139 | 10 | 5,469 | -6,101 | 483 |
Balance, shares at Dec. 31, 2013 | ' | 10,441,251 | ' | ' | ' |
Stock based compensation | 12 | ' | 12 | ' | ' |
Unrealized gain/ loss from investment in Parent Company | -419 | ' | ' | ' | -419 |
Net loss | 834 | ' | ' | -834 | ' |
Balance, value at Sep. 30, 2014 | ($1,380) | $10 | $5,481 | ($6,935) | $64 |
Balance, shares at Sep. 30, 2014 | ' | 10,441,251 | ' | ' | ' |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statements of Cash Flows (Unaudited) (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 |
Cash flows from operating activities: | ' | ' |
Net loss | $834 | $2,515 |
Adjustments to reconcile net loss to net cash used in operating activities: | ' | ' |
Decrease in other accounts receivable | ' | 147 |
Increase (decrease) in other account payables and accrued expenses | -62 | 28 |
Increase in Parent company balance | 524 | 1,323 |
Changes in fair value of the derivative related to service agreement | -6 | -100 |
Loss from sale of investments in Parent Company | ' | 26 |
Stock based compensation | 12 | 603 |
Net cash used in operating activities | -366 | -488 |
Cash flows from investing activities: | ' | ' |
Proceed from sale of shares, net | ' | 511 |
Purchase of property and equipment | ' | -2 |
Net cash provided by investing activities | ' | 509 |
Cash flows from financing activities: | ' | ' |
Proceeds from issuance of Common stock and warrants, net | ' | ' |
Net cash provided by financing activities | ' | ' |
Change in cash and cash equivalents | -366 | 21 |
Cash and cash equivalents at the beginning of the period | 422 | 727 |
Cash and cash equivalents at the end of the period | $56 | $748 |
General
General | 9 Months Ended | ||
Sep. 30, 2014 | |||
General [Abstract] | ' | ||
GENERAL | ' | ||
NOTE 1:- | GENERAL | ||
a. | OphthaliX Inc. (the "Company" or "OphthaliX") (formerly: "Denali Concrete Management Inc." or "Denali") originally incorporated in the State of Nevada on December 10, 1999 under the name Bridge Capital.com Inc. Bridge Capital.com Inc., was a nominally capitalized corporation that did not commence its operations until it changed its name to Denali Concrete Management Inc. in March 2001. Denali was a concrete placement company specializing in providing concrete improvements in the road construction industry. Denali operated primarily in Anchorage, Alaska, placing curb and gutter, sidewalks and retaining walls for state, municipal and military projects. | ||
In December 2005, the Company ceased its principal business operations and focused its efforts on seeking a business opportunity, becoming a public shell company in the U.S. | |||
Eye-Fite Ltd. ("Eye-Fite" or the "Subsidiary") was founded on June 27, 2011 in contemplation of the execution of a transaction between Can-Fite BioPharma Ltd. (the "Parent Company" or "Can-Fite") a public company in Israel and U.S and Denali, as further detailed in Note 1.b.1. below. | |||
The Company and its Subsidiary conduct research and development activities using an exclusive worldwide license for a therapeutic drug CF101 solely for the field of ophthalmic diseases after the consummation of the transaction. See also Note 1.b.2. | |||
Following the transaction, Denali changed its name to OphthaliX Inc. and also changed its corporate domicile from Nevada to Delaware. | |||
b. | Reverse Recapitalization and Related Arrangements: | ||
1 | Recapitalization: | ||
On November 21, 2011 (the "Closing Date"), the Company acquired all the outstanding shares of EyeFite in consideration for the issuance to Can-Fite of 8,000,000 shares (and warrants to purchase shares) of the Company, representing approximately 87% of the fully diluted issued and outstanding share capital of the Company. Immediately prior to and as a condition to the closing of the transaction, OphthaliX entered into subscription agreements with new investors (the "New Investors") pursuant to which, OphthaliX received $3,330 in additional funds (excluding $333 of issuance expenses paid in cash) in consideration for issuing 646,776 shares of Common Stock of OphthaliX at a price per share of $5.148. | |||
The Company also received 714,922 ordinary shares in Can-Fite, representing approximately 7% of Can-Fite's issued and outstanding share capital as of the Closing Date. On June 17, 2013, the Company sold 268,095 Can-Fite ordinary shares for a total consideration of $511. As of September 30, 2014, the Company holds 446,827 Can-Fite ordinary shares, representing approximately 2.4% of Can-Fite's issued and outstanding share capital. | |||
In addition, OphthaliX issued to Can-Fite 466,139 shares of Common Stock, par value $0.001 per share, of the Company in exchange for Can-Fite ordinary shares valued at $2,400 at the time of the grant. | |||
In accordance with the Israeli Securities Law (1968), Section 15C and related Securities Regulations, the shares issued by Can-Fite to OphthaliX had a “Resale Restriction Period”, which consists of one year of full restriction and a liquidation period of eight consecutive quarters. As such, OphthaliX is able to sell 12.5% of the Can-Fite ordinary shares it holds every quarter since November 21, 2012. | |||
As part of the recapitalization arrangement, Can-Fite made an additional equity investment in OphthaliX in the amount of $500 in consideration for the issuance of an aggregate of 97,113 shares of Common Stock of OphthaliX at a price per share equal to $5.148. | |||
In contemplation of the recapitalization transaction, it was agreed that for every four shares of Common Stock purchased by the New Investors and Can-Fite, they received nine warrants to acquire two share of Common Stock of the Company. The exercise price of such warrants is $7.74 per share of Common Stock. The warrants are exercisable for a period of five years from the date of grant. The warrants do not contain nonstandard anti-dilution provisions. | |||
The transaction was accounted for as a reverse recapitalization which is outside the scope of ASC 805, Business Combinations. Under reverse capitalization accounting, EyeFite is considered the acquirer for accounting and financial reporting purposes, and acquired the assets and assumed the liabilities of the Company. Assets acquired and liabilities assumed are reported at their historical amounts. Consequently, the condensed consolidated financial statements of the Company reflect the operations of the acquirer for accounting purposes together with a deemed issuance of shares, equivalent to the shares held by the former shareholders of the legal acquirer and a recapitalization of the equity of the accounting acquirer. These condensed consolidated financial statements include the accounts of the Company since the effective date of the reverse capitalization and the accounts of EyeFite since inception. | |||
2 | License and research and development services from Can-Fite: | ||
In connection with the consummation of the recapitalization transaction, the Company and Can-Fite entered into a license agreement, pursuant to which Can-Fite granted EyeFite a sole and exclusive worldwide license for the use of CF101, solely in the field of ophthalmic diseases ("CF101"). EyeFite will be obligated to make to the U.S. National Institutes of Health ("NIH"), with regard to the patents of which are included in the license to EyeFite, for as long as the license agreement between the Company and NIH remains in effect, a nonrefundable minimum annual royalty fee and potential future royalties of 4.0% to 5.5% on net sales. | |||
In addition, the Company will be obligated to make certain milestone payments ranging from $25 to $500 upon the achievement of various development milestones for each indication. As of September 30, 2014, the Company accrual related to its clinical trials totaled $175. EyeFite will also be required to make payments of 20% of sublicensing revenues, excluding royalties and net of the required milestone payments. During the first nine months of 2014, the Company did not reach any milestone or generate revenue that would trigger any such payments to Can-Fite. | |||
In addition, following the closing of the recapitalization transaction, an agreement was signed between Can-Fite, OphthaliX and EyeFite (the "Service Agreement"). According to the Service Agreement, Can-Fite will manage the research and development activities relating to pre-clinical and clinical studies for the development of the ophthalmic indications of CF101. According to the Service Agreement, in consideration for Can-Fite's services, EyeFite will pay to Can-Fite a service fee (consisting of all expenses and costs incurred by Can-Fite plus 15%). In addition, the Company is committed to future additional payments equal to 2.5% of any and all proceeds received by EyeFite relating to the activities regarding the drug (the "Additional Payment"). | |||
According to the Service Agreement, Can-Fite will have the right, until the earlier of (a) November 21, 2016, and (b) the closing of the acquisition of our company by another entity, resulting in the exchange of our outstanding shares of common stock such that the stockholders of our company prior to such transaction own, directly or indirectly, less than 50% of the voting power of the surviving entity, to convert the Additional Payment into an additional 480,022 shares of Common Stock of the Company (subject to adjustment in certain circumstances). | |||
c. | The Company devotes most of its efforts toward research and development activities. As of September 30, 2014 the Company does not have sufficient capital resources to conduct its research and development activities. | ||
The Company's inability to raise funds to conduct its research and development activities will have a severe negative impact on its ability to remain a viable company. Liquidity resources, as of September 30, 2014 will be sufficient to continue the development of the Company's products at least for twelve months from the balance sheet date. | |||
The Company is addressing its liquidity issues by implementing initiatives to raise additional funds as well as other measures that will allow it to cover its anticipated budget deficit. Such initiatives may include monetizing the Company's investment in Can-Fite's ordinary shares. In addition, in February 2013, which was updated in August 2014, the Company obtained a formal letter from Can-Fite stating that Can-Fite agrees to defer receiving payments owed under the Services Agreement from January 31, 2013 for the performance of the clinical trials of CF101 in ophthalmic indications until the completion of a fundraising by the Company. Any such deferred payments bear interest at a rate of 3% per annum from the due date of each invoice issued by Can-Fite to the Company until the time of payment by the Company. As of September 30, 2014, the deferred payments to Can-Fite totaled $2,002. | |||
There are no assurances that the Company will be successful in obtaining an adequate level of financing needed for its long-term research and development activities. If the Company will not have sufficient liquidity resources, the Company may not be able to continue the development of all of its products or may be required to delay part of the development programs. | |||
Significant_Accounting_Policie
Significant Accounting Policies | 9 Months Ended | ||
Sep. 30, 2014 | |||
Significant Accounting Policies [Abstract] | ' | ||
SIGNIFICANT ACCOUNTING POLICIES | ' | ||
NOTE 2:- | SIGNIFICANT ACCOUNTING POLICIES | ||
a. | The significant accounting policies applied in the annual financial statements of the Company as of December 31, 2013, are applied consistently in these financial statements. | ||
The unaudited Condensed Consolidated Financial Statements of OphthaliX Inc. have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information as well as the instructions to Form 10-Q and the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”). Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. The Condensed Consolidated Balance Sheet as of December 31, 2013, is derived from the audited Consolidated Financial Statements as of that date, but does not include all disclosures including notes required by GAAP. In the opinion of management, all adjustments, including normal recurring accruals, considered necessary for a fair presentation have been included. The results of operations for the nine months ended September 30, 2014, are not necessarily indicative of the results that may be expected for the year ending December 31, 2014, or any future period. The information included in this Quarterly Report on Form 10-Q ("Report") should be read in conjunction with “Management's Discussion and Analysis of Financial Condition and Results of Operations,” “Risk Factors,” “Quantitative and Qualitative Disclosures About Market Risk,” and the Consolidated Financial Statements and footnotes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 2013. | |||
b. | In June 2014, the FASB issued ASU 2014-10, Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements. ASU 2014-10 eliminates the distinction of a development stage entity and certain related disclosure requirements, including the elimination of inception-to-date information on the statements of operations, cash flows and stockholders' equity. The amendments in ASU 2014-10 will be effective prospectively for annual reporting periods beginning after December 15, 2014, and interim periods within those annual periods, however early adoption is permitted. Although the Company has elected to use the extended transition period for complying with new or revised accounting standards under Section 102(b)(1) of the Jumpstart Our Business Act of 2012, since early adoption is permitted the Company chose to early adopt the update effective June 30, 2014 consolidated financial statement. |
Unaudited_Condensed_Financial_
Unaudited Condensed Financial Statements | 9 Months Ended | |
Sep. 30, 2014 | ||
Unaudited Condensed Financial Statements [Abstract] | ' | |
UNAUDITED CONDENSED FINANCIAL STATEMENTS | ' | |
NOTE 3:- | UNAUDITED CONDENSED FINANCIAL STATEMENTS | |
The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the Condensed Consolidated Financial Statements and accompanying notes. Actual results could differ materially from those estimates under different assumptions or conditions. | ||
Fair_Value_Measurements
Fair Value Measurements | 9 Months Ended | |||||||||||||||||
Sep. 30, 2014 | ||||||||||||||||||
Fair Value Measurements [Abstract] | ' | |||||||||||||||||
FAIR VALUE MEASUREMENTS | ' | |||||||||||||||||
NOTE 4:- | FAIR VALUE MEASUREMENTS | |||||||||||||||||
The Company considers an active market to be one in which transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis, and views an inactive market as one in which there are few transactions for the asset or liability, the prices are not current, or price quotations vary substantially either over time or among market makers. Since the quoted market value of the Company’s Common Stock was based on a sporadically traded stock with little volume, the Company's management determined the Company's stock price fair value based on ASC 820 Fair Value Measurement using the income approach assisted by a third party specialist. Consequently, the Company used the estimated stock price fair value in the underlying assumptions of the computation of the fair value of the derivative related to the Service Agreement. In accordance with ASC 820, the Company measures part of its investment in the Parent Company and embedded derivatives in the Service Agreement, at fair value. The investment in the Parent Company at fair value is based on quoted prices for identical assets in active markets and other inputs (such as risk free interest and volatility) that are directly or indirectly observable in the marketplace. Shares that are restricted for less than one year should be re-measured to reflect fair value at each cutoff date. As a result of such restrictions, the Company adjusted the quoted market price in the Tel-Aviv Stock Exchange of its investment in the Parent Company's shares, to reflect the discount that results from the resale restriction provisions. In measuring the fair value the Company used an average of Protective Put and Asian Put Option models. In estimating the fair value, the Company used Black-Scholes option-pricing model. These securities are classified as available-for-sale securities carried at fair value, with unrealized gains and losses reported as a separate component of Shareholders' equity under accumulated other comprehensive loss (income) in the consolidated balance sheets. The assets are classified within Level 2 on the fair value hierarchy. Embedded derivatives are classified within Level 3 because they are valued using valuation techniques. Some of the inputs to these models are unobservable in the market and are significant. | ||||||||||||||||||
The following table provides information by value level for financial assets and liabilities that are measured at fair value, as defined by ASC 820, on a recurring basis as of September 30, 2014 and December 31, 2013. | ||||||||||||||||||
30-Sep-14 | ||||||||||||||||||
Fair value measurements | ||||||||||||||||||
Description | Fair Value | Level 1(1) | Level 2(2) | Level 3(3) | ||||||||||||||
Investment in Parent Company | $ | 756 | $ | 756 | $ | - | $ | - | ||||||||||
Derivative related to Service Agreement | (1 | ) | - | - | (1 | ) | ||||||||||||
Total Financial Assets, net | $ | 755 | $ | 756 | $ | - | $ | (1 | ) | |||||||||
31-Dec-13 | ||||||||||||||||||
Fair value measurements | ||||||||||||||||||
Description | Fair Value | Level 1(1) | Level 2(2) | Level 3(3) | ||||||||||||||
Investment in Parent Company | $ | 1,175 | $ | 514 | $ | 661 | $ | - | ||||||||||
Derivative related to Service Agreement | (7 | ) | - | - | (7 | ) | ||||||||||||
Total Financial Assets, net | $ | 1,168 | $ | 514 | $ | 661 | $ | (7 | ) | |||||||||
-1 | Represents the portion of the Parent Company's shares that has no trading restrictions. | |||||||||||||||||
-2 | Represents the portion of the Parent Company's shares that has trading restrictions. | |||||||||||||||||
-3 | Fair value measurements using significant unobservable inputs. | |||||||||||||||||
The following table presents the changes in Level 3 instruments measured on a recurring basis for the six months ended June 30, 2014. The Company's Level 3 instruments consist of derivatives. | ||||||||||||||||||
Balance at January 1, 2013 | $ | 470 | ||||||||||||||||
Change in fair value of derivatives | (463 | ) | ||||||||||||||||
Balance at December 31, 2013 | $ | 7 | ||||||||||||||||
Change in fair value of derivatives | (6 | ) | ||||||||||||||||
Balance at September 30, 2014 | $ | 1 | ||||||||||||||||
Equity
Equity | 9 Months Ended | |||||||||||||||||
Sep. 30, 2014 | ||||||||||||||||||
Equity [Abstract] | ' | |||||||||||||||||
EQUITY | ' | |||||||||||||||||
NOTE 5:- | EQUITY | |||||||||||||||||
The following table summarizes the activity of stock options: | ||||||||||||||||||
Shares Subject to Options Outstanding | ||||||||||||||||||
Description | Number of | Weighted Average Exercise Price | Weighted- | Aggregate Intrinsic Value(1) | ||||||||||||||
Shares | Average | |||||||||||||||||
Remaining | ||||||||||||||||||
Contractual | ||||||||||||||||||
Term | ||||||||||||||||||
(in years) | ||||||||||||||||||
Outstanding as of December 31, 2013 | 326,324 | 6.25 | 9.15 | $ | - | |||||||||||||
Granted | - | - | - | - | ||||||||||||||
Expired | 43,505 | 5.29 | - | - | ||||||||||||||
Forfeited/cancelled | 165,319 | 5.29 | - | $ | - | |||||||||||||
Outstanding as of September 30, 2014 | 117,500 | 7.96 | 8.11 | $ | - | |||||||||||||
Exercisable as of September 30, 2014 | 74,525 | 8.45 | 7.83 | $ | - | |||||||||||||
Vested and expected to be vested | 117,500 | 7.96 | 8.11 | $ | - | |||||||||||||
-1 | The aggregate intrinsic value is calculated as the difference between the exercise price of the stock options and the closing price of the shares of the Company’s Common Stock of $1.01 as of September 30, 2014. | |||||||||||||||||
As of September 30, 2014, there was $39 of unrecognized stock-based compensation expense all of which is related to stock options. This unrecognized compensation expense, expected to be recognized over a weighted-average period of approximately 0.67 years. | ||||||||||||||||||
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 9 Months Ended | |||||||||||||||||
Sep. 30, 2014 | ||||||||||||||||||
Fair Value Measurements [Abstract] | ' | |||||||||||||||||
Summary of financial assets and liabilities that are measured at fair value on a recurring basis | ' | |||||||||||||||||
30-Sep-14 | ||||||||||||||||||
Fair value measurements | ||||||||||||||||||
Description | Fair Value | Level 1(1) | Level 2(2) | Level 3(3) | ||||||||||||||
Investment in Parent Company | $ | 756 | $ | 756 | $ | - | $ | - | ||||||||||
Derivative related to Service Agreement | (1 | ) | - | - | (1 | ) | ||||||||||||
Total Financial Assets, net | $ | 755 | $ | 756 | $ | - | $ | (1 | ) | |||||||||
31-Dec-13 | ||||||||||||||||||
Fair value measurements | ||||||||||||||||||
Description | Fair Value | Level 1(1) | Level 2(2) | Level 3(3) | ||||||||||||||
Investment in Parent Company | $ | 1,175 | $ | 514 | $ | 661 | $ | - | ||||||||||
Derivative related to Service Agreement | (7 | ) | - | - | (7 | ) | ||||||||||||
Total Financial Assets, net | $ | 1,168 | $ | 514 | $ | 661 | $ | (7 | ) | |||||||||
Summary of changes in Level 3 instruments measured on a recurring basis | ' | |||||||||||||||||
Balance at January 1, 2013 | $ | 470 | ||||||||||||||||
Change in fair value of derivatives | (463 | ) | ||||||||||||||||
Balance at December 31, 2013 | $ | 7 | ||||||||||||||||
Change in fair value of derivatives | (6 | ) | ||||||||||||||||
Balance at September 30, 2014 | $ | 1 | ||||||||||||||||
Equity_Tables
Equity (Tables) | 9 Months Ended | |||||||||||||||||
Sep. 30, 2014 | ||||||||||||||||||
Equity [Abstract] | ' | |||||||||||||||||
Shedule of stock options activity | ' | |||||||||||||||||
Shares Subject to Options Outstanding | ||||||||||||||||||
Description | Number of | Weighted Average Exercise Price | Weighted- | Aggregate Intrinsic Value(1) | ||||||||||||||
Shares | Average | |||||||||||||||||
Remaining | ||||||||||||||||||
Contractual | ||||||||||||||||||
Term | ||||||||||||||||||
(in years) | ||||||||||||||||||
Outstanding as of December 31, 2013 | 326,324 | 6.25 | 9.15 | $ | - | |||||||||||||
Granted | - | - | - | - | ||||||||||||||
Expired | 43,505 | 5.29 | - | - | ||||||||||||||
Forfeited/cancelled | 165,319 | 5.29 | - | $ | - | |||||||||||||
Outstanding as of September 30, 2014 | 117,500 | 7.96 | 8.11 | $ | - | |||||||||||||
Exercisable as of September 30, 2014 | 74,525 | 8.45 | 7.83 | $ | - | |||||||||||||
Vested and expected to be vested | 117,500 | 7.96 | 8.11 | $ | - | |||||||||||||
General_Details
General (Details) (USD $) | 1 Months Ended | 9 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Jul. 17, 2013 | Nov. 21, 2012 | Nov. 21, 2011 | Sep. 30, 2014 |
Related Party Transaction [Line Items] | ' | ' | ' | ' |
License Agreement Terms | ' | ' | ' | ' |
License agreement between the Company and NIH remains in effect, a nonrefundable minimum annual royalty fee and potential future royalties of 4.0% to 5.5% on net sales. | ||||
Maximum [Member] | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' |
Payment for milestone | ' | ' | ' | $500 |
Minimum [Member] | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' |
Payment for milestone | ' | ' | ' | 25 |
Percentage of voting power | ' | ' | ' | 50.00% |
Eye-Fite Ltd [Member] | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' |
Shares issued for acquired outstanding shares | ' | ' | 8,000,000 | ' |
Additional funds in consideration for issuing common Stock | ' | ' | 3,330 | ' |
Percentage of diluted issued and outstanding share capital | ' | ' | 87.00% | ' |
Stock issuance expenses paid in cash | ' | ' | 333 | ' |
Shares issued, Price per share | ' | ' | 5.148 | ' |
Can-Fite [Member] | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' |
Common stock shares issued | ' | ' | 646,776 | 466,139 |
Common stock value issued | ' | ' | ' | 2,400 |
Shares issued, Price per share | ' | ' | ' | $0.00 |
Ordinary shares received | ' | ' | ' | 714,922 |
Percentage of issued and outstanding share capital on Closing Date | ' | ' | ' | 7.00% |
Ordinary shares sold for considertion | 268,095 | ' | ' | ' |
Total consideration received for sale of stock | 511 | ' | ' | ' |
Ordinary shares held | ' | ' | ' | 446,827 |
Percentage of issued and outstanding share capital | ' | 12.50% | ' | 2.40% |
Exercise price of the warrants | ' | ' | ' | $7.74 |
Warrants exercisable period | ' | ' | ' | '5 years |
Recapitalization transaction description | ' | ' | ' | 'Every four shares of Common Stock purchased by the New Investors and Can-Fite, they received nine warrants to acquire two share of Common Stock of the Company. |
Accrual clinical trials cost | ' | ' | ' | 175 |
Percentage of sublicensing revenues | ' | ' | ' | 20.00% |
Percentage of expenses | ' | ' | ' | 15.00% |
Future additional payments percentage | ' | ' | ' | 2.50% |
Common Stock converted to additional payment | ' | ' | ' | 480,022 |
Interest rate on deferred payments | ' | ' | ' | 3.00% |
Deferred payments | ' | ' | ' | 2,002 |
Ophthalix [Member] | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' |
Common stock shares issued | ' | ' | ' | 97,113 |
Shares issued, Price per share | ' | ' | ' | $5.15 |
Equity method investment additional amount | ' | ' | ' | $500 |
Fair_Value_Measurements_Detail
Fair Value Measurements (Details) (Recurring [Member], USD $) | Sep. 30, 2014 | Dec. 31, 2013 | ||
In Thousands, unless otherwise specified | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' | ' | ||
Investment in Parent Company | $756 | $1,175 | ||
Derivative related to Service Agreement | -1 | -7 | ||
Total Financial Assets, net | 755 | 1,168 | ||
Level 1 [Member] | ' | ' | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' | ' | ||
Investment in Parent Company | 756 | [1] | 514 | [1] |
Derivative related to Service Agreement | ' | [1] | ' | [1] |
Total Financial Assets, net | 756 | [1] | 514 | [1] |
Level 2 [Member] | ' | ' | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' | ' | ||
Investment in Parent Company | ' | [2] | 661 | [2] |
Derivative related to Service Agreement | ' | [2] | ' | [2] |
Total Financial Assets, net | ' | [2] | 661 | [2] |
Level 3 [Member] | ' | ' | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' | ' | ||
Investment in Parent Company | ' | [3] | ' | [3] |
Derivative related to Service Agreement | -1 | [3] | -7 | [3] |
Total Financial Assets, net | ($1) | [3] | ($7) | [3] |
[1] | Represents the portion of the Parent Company's shares that has no trading restrictions. | |||
[2] | Represents the portion of the Parent Company's shares that has trading restrictions. | |||
[3] | Fair value measurements using significant unobservable inputs |
Fair_Value_Measurements_Detail1
Fair Value Measurements (Details 1) (USD $) | 9 Months Ended | 12 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2014 | Dec. 31, 2013 |
Fair Value Measurements [Abstract] | ' | ' |
Beginning Balance | $7 | $470 |
Change in fair value of derivatives | -6 | -463 |
Ending Balance | $1 | $7 |
Equity_Details
Equity (Details) (USD $) | 9 Months Ended | |
Sep. 30, 2014 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ' | |
Number of Shares, Outstanding | 326,324 | |
Number of shares, Granted | ' | |
Number of shares, Expired | 43,505 | |
Number of shares, Forfeited/cancelled | 165,319 | |
Number of Shares, Outstanding | 117,500 | |
Number of Shares, Exercisable | 74,525 | |
Number of Shares, Vested and expected to be vested | 117,500 | |
Weighted Average Exercise Price, Outstanding | $6.25 | |
Weighted Average Exercise Price, Granted | ' | |
Weighted Average Exercise Price, Expiration | $5.29 | |
Weighted Average Exercise Price, Forfeited/cancelled | $5.29 | |
Weighted Average Exercise Price, Outstanding | $7.96 | |
Weighted Average Exercise Price, Exercisable | $8.45 | |
Weighted Average Exercise Price, Vested and expected to be vested | $7.96 | |
Weighted Average Remaining Contractual Term, Outstanding (in years) | '9 years 1 month 24 days | |
Weighted Average Remaining Contractual Term, Outstanding (in years) | '8 years 1 month 10 days | |
Weighted Average Remaining Contractual Term, Exercisable (in years) | '7 years 9 months 29 days | |
Weighted Average Remaining Contractual Term, Vested and expected to be vested (in years) | '8 years 1 month 10 days | |
Aggregate Intrinsic Value, Outstanding | ' | [1] |
Aggregate Intrinsic Value, Granted | ' | [1] |
Aggregate Intrinsic Value, Expired | ' | [1] |
Aggregate Intrinsic Value, Forfeited/cancelled | ' | [1] |
Aggregate Intrinsic Value, Outstanding | ' | [1] |
Aggregate Intrinsic Value, Exercisable | ' | [1] |
Aggregate Intrinsic Value, Vested and expected to be vested | ' | [1] |
[1] | The aggregate intrinsic value is calculated as the difference between the exercise price of the stock options and the closing price of the shares of the Company's Common Stock of $1.01 as of September 30, 2014. |
Equity_Details_Textual
Equity (Details Textual) (USD $) | 9 Months Ended |
Sep. 30, 2014 | |
Equity [Abstract] | ' |
Closing price of the shares | $1.01 |
Unrecognized stock-based compensation expense related to stock options | $39 |
Unrecognised compensation expense, expected to recognized weighted average period | '8 months 1 day |