Document And Entity Information
Document And Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Mar. 30, 2016 | Jun. 30, 2015 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2015 | ||
Document Fiscal Year Focus | 2,015 | ||
Document Fiscal Period Focus | FY | ||
Entity Registrant Name | NanoVibronix, Inc. | ||
Entity Central Index Key | 1,326,706 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Public Float | $ 2.2 | ||
Trading Symbol | NVBXU | ||
Entity Common Stock, Shares Outstanding | 2,623,710 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | |
CURRENT ASSETS: | |||
Cash and cash equivalents | $ 1,614 | $ 90 | |
Trade receivables | 5 | 21 | |
Prepaid expenses and other accounts receivable (Note 3) | 86 | 19 | |
Inventories | 71 | 35 | |
Total current assets | 1,776 | 165 | |
PROPERTY AND EQUIPMENT, NET (Note 4) | 10 | 18 | |
DEFERRED ISSUANCE COSTS | 0 | 358 | |
SEVERANCE PAY FUND | 197 | 182 | |
Total assets | 1,983 | 723 | |
CURRENT LIABILITIES: | |||
Accounts payable | 58 | 101 | |
Other accounts payables (Note 5) | 239 | 702 | |
Convertible Promissory notes (Note 7) | 0 | 4,617 | |
Total current liabilities | 297 | 5,420 | |
LONG-TERM LIABILITIES: | |||
Warrants to purchase Common stock | 1,696 | 734 | |
Accrued severance pay | 199 | 185 | |
Total long-term liabilities | $ 1,895 | $ 919 | |
COMMITMENTS AND CONTINGENT LIABILITIES (Note 6) | |||
STOCKHOLDERS' DEFICIENCY (Note 10): | |||
Common stock of $ 0.001 par value - Authorized: 24,000,000 shares at December 31, 2015 and 2014; Issued and outstanding: 2,611,328 and 163,580 shares at December 31, 2015 and 2014, respectively | $ 2 | [1] | |
Additional paid-in capital | 19,521 | $ 11,234 | |
Accumulated deficit | (19,734) | (16,850) | |
Total stockholders' deficiency | (209) | (5,616) | |
Total liabilities and stockholders' deficiency | 1,983 | $ 723 | |
Series A1 Preferred Stock [Member] | |||
STOCKHOLDERS' DEFICIENCY (Note 10): | |||
Stock capital - Preferred stock | 0 | [1] | |
Series A2 Preferred Stock [Member] | |||
STOCKHOLDERS' DEFICIENCY (Note 10): | |||
Stock capital - Preferred stock | 0 | [1] | |
Series C Preferred Stock [Member] | |||
STOCKHOLDERS' DEFICIENCY (Note 10): | |||
Stock capital - Preferred stock | $ 2 | $ 0 | |
[1] | Represents an amount lower than $ 1. |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Dec. 31, 2015 | Dec. 31, 2014 |
Common Stock, Par or Stated Value Per Share (in dollars per share) | $ 0.001 | $ 0.001 |
Common Stock, Shares Authorized | 24,000,000 | 24,000,000 |
Common Stock, Shares, Issued | 2,611,328 | 163,580 |
Common Stock, Shares, Outstanding | 2,611,328 | 163,580 |
Series A1 Preferred Stock [Member] | ||
Preferred Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 |
Preferred Stock, Shares Authorized | 400,000 | 400,000 |
Preferred Stock, Shares Issued | 0 | 222,620 |
Preferred Stock, Shares Outstanding | 0 | 222,620 |
Series A2 Preferred Stock [Member] | ||
Preferred Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 |
Preferred Stock, Shares Authorized | 300,000 | 300,000 |
Preferred Stock, Shares Issued | 0 | 171,612 |
Preferred Stock, Shares Outstanding | 0 | 171,612 |
Series C Preferred Stock [Member] | ||
Preferred Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 |
Preferred Stock, Shares Authorized | 5,500,000 | 5,500,000 |
Preferred Stock, Shares Issued | 1,951,261 | 0 |
Preferred Stock, Shares Outstanding | 1,951,261 | 0 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Revenues | $ 147 | $ 203 |
Cost of revenues | 49 | 93 |
Gross profit | 98 | 110 |
Operating expenses: | ||
Research and development | 399 | 431 |
Selling and marketing | 377 | 301 |
General and administrative | 747 | 589 |
Total operating expenses | 1,523 | 1,321 |
Operating loss | 1,424 | 1,211 |
Financial expense, net (Note 11) | 1,432 | 1,387 |
Loss before taxes on income | 2,856 | 2,598 |
Taxes on income (Note 9) | 28 | 49 |
Net loss | 2,884 | 2,647 |
Total comprehensive loss | $ 2,884 | $ 2,647 |
Basic and diluted net loss per share (Note 13) (in dollars per share) | $ (1.46) | $ (17.08) |
Weighted average number of shares of Common stock used in computing basic and diluted net loss per share (in shares) | 1,978,395 | 155,009 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (DEFICIENCY) - USD ($) $ in Thousands | Total | Preferred stock | Common stock | Additional paid-in capital | Accumulated deficit | ||||
Balance at Dec. 31, 2013 | $ (3,297) | $ 0 | [1] | $ 0 | [1] | $ 10,906 | $ (14,203) | ||
Balance (in shares) at Dec. 31, 2013 | 394,232 | 155,009 | |||||||
Stock-based compensation related to options granted to consultants and employees | 24 | $ 0 | $ 0 | 24 | 0 | ||||
Exercise of options | 0 | [1] | $ 0 | $ 0 | [1] | 0 | 0 | ||
Exercise of options (in shares) | 0 | 8,571 | |||||||
Benefit component of convertible notes | 314 | $ 0 | $ 0 | [1] | 314 | 0 | |||
Total comprehensive loss | (2,647) | 0 | 0 | 0 | (2,647) | ||||
Balance at Dec. 31, 2014 | (5,616) | $ 0 | [1] | $ 0 | [1] | 11,234 | (16,850) | ||
Balance (in shares) at Dec. 31, 2014 | 394,232 | 163,580 | |||||||
Issuance of Common stock, net of issuance costs | 511 | $ 0 | $ 0 | [1] | 511 | 0 | |||
Issuance of Common stock, net of issuance costs (in shares) | 0 | 216,667 | |||||||
Issuance of Preferred C stock, net of issuance costs | 1,964 | $ 0 | [1] | $ 0 | 1,964 | 0 | |||
Issuance of Preferred C stock, net of issuance costs (in shares) | 833,333 | 0 | |||||||
Issuance of warrants to Common stock | 446 | $ 0 | $ 0 | 446 | 0 | ||||
Conversion of Promissory Notes into Preferred B-1 stock and Preferred C stock | 1,359 | $ 1 | $ 0 | 1,358 | 0 | ||||
Conversion of Promissory Notes into Preferred B-1 stock and Preferred C stock (in shares) | 683,651 | 0 | |||||||
Conversion of Promissory Notes into Preferred B-2 stock and Preferred C stock | 2,101 | $ 2 | $ 0 | 2,099 | 0 | ||||
Conversion of Promissory Notes into Preferred B-2 stock and Preferred C stock (in shares) | 1,508,001 | 0 | |||||||
Conversion of Preferred A-1, A-2, B-1 and B-2 stock into Common stock | 0 | $ (2) | $ 2 | 0 | 0 | ||||
Conversion of Preferred A-1, A-2, B-1 and B-2 stock into Common stock (in shares) | (2,128,868) | 2,131,081 | |||||||
Conversion of Convertible Promissory Notes into Preferred C stock | 1,606 | $ 1 | $ 0 | 1,605 | 0 | ||||
Conversion of Convertible Promissory Notes into Preferred C stock (in shares) | 603,769 | 0 | |||||||
Issuance of warrants to consultant | 84 | $ 0 | $ 0 | 84 | 0 | ||||
Issuance of warrants to consultant (in shares) | 0 | 0 | |||||||
Issuance of Preferred C stock to a consultant | $ 0 | [1] | $ 0 | [1] | $ 0 | 0 | [1] | 0 | |
Issuance of Preferred C stock to a consultant (in shares) | 0 | 57,143 | |||||||
Issuance of Common stock to a consultant | $ 0 | $ 0 | $ 0 | [1] | 0 | [1] | 0 | ||
Issuance of Common stock to a consultant (in shares) | 0 | 100,000 | |||||||
Stock-based compensation related to options granted to consultants and employees | 220 | $ 0 | $ 0 | 220 | 0 | ||||
Total comprehensive loss | (2,884) | 0 | 0 | 0 | (2,884) | ||||
Balance at Dec. 31, 2015 | $ (209) | $ 2 | $ 2 | $ 19,521 | $ (19,734) | ||||
Balance (in shares) at Dec. 31, 2015 | 1,951,261 | 2,611,328 | |||||||
[1] | Represents an amount lower than $ 1 thousands. |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Cash flows from operating activities: | ||
Net loss | $ (2,884) | $ (2,647) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation | 9 | 9 |
Stock based compensation | 220 | 24 |
Benefit component of Promissory Notes | 384 | 885 |
Valuation of warrants to purchase Common stock | 962 | 138 |
Decrease (increase) in trade receivables | 16 | (8) |
Decrease (increase) in prepaid expenses and other accounts receivable | (67) | 33 |
Decrease (increase) in inventories | (36) | 31 |
Increase (decrease) in accounts payable | (43) | 83 |
Increase (decrease) in other accounts payable | (105) | 183 |
Decrease in accrued severance pay, net | (1) | (2) |
Accrued interest on Promissory Notes | 65 | 372 |
Net cash used in operating activities | (1,480) | (900) |
Cash flows from investment activities: | ||
Purchase of property and equipment | (1) | (4) |
Net cash used in investment activities | (1) | (4) |
Cash flows from financing activities: | ||
Proceeds from issuance of Common stock, Preferred stock and warrants, net of issuance costs | 3,005 | 0 |
Proceeds from issuance of Promissory Notes and warrants | 0 | 900 |
Net cash provided by financing activities | 3,005 | 900 |
Increase in cash and cash equivalents | 1,524 | (4) |
Cash and cash equivalents at the beginning of the period | 90 | 94 |
Cash and cash equivalents at the end of the period | 1,614 | 90 |
Supplemental information and disclosure of non-cash financing transactions: | ||
Issuance costs | 0 | 86 |
Conversion of Promissory Notes into Preferred B-1, B-2 stock and Preferred C stock | $ 5,066 | $ 0 |
GENERAL
GENERAL | 12 Months Ended |
Dec. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | NOTE 1:- GENERAL a. NanoVibronix Inc. ("the Company"), a U.S. (Delaware) corporation, commenced operations on October 20, 2003 and is a medical device company focusing on noninvasive biological response-activating devices that target wound healing and pain therapy and can be administered at home, without the assistance of medical professionals. The Company's principal research and development activities are conducted in Israel through its wholly-owned subsidiary, NanoVibronix (Israel 2003) Ltd., a company registered in Israel, which commenced operations in October 2003. b. During the year ended on December 31, 2015, the Company continued to incur losses and negative cash flows from operating activities amounting to $ 2,884 1,480 c. On February 9, 2015, the Company filed a Registration Statement on Form 10 under the Securities Exchange Act of 1934, as amended, to register its Common stock under Section 12(g) of that act. The Form 10 was effective on April 10, 2015. |
SIGNIFICANT ACCOUNTING POLICIES
SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies [Text Block] | NOTE 2:- SIGNIFICANT ACCOUNTING POLICIES The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States ("U.S. GAAP"). a. Use of estimates: The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates, judgments and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. b. Financial statements in U.S. dollars: The accompanying financial statements have been prepared in U.S. dollars. The majority of the Company's finances are received in U.S. dollars. Although a portion of the Company's expenses are dominated in New Israeli Shekel ("NIS") (mostly salary and rent), a substantial portion of the expenses are denominated in U.S. dollars. In addition, most of the Company's assets and liabilities are in U.S. dollars and management expects that most of its revenues will be generated in U.S. dollars. The Company's management believes that the currency of the primary economic environment in which the operations of the Company and its subsidiary are conducted is the U.S. dollar; thus the dollar is the functional currency of the Company and its subsidiary. Transactions and balances originally denominated in U.S. dollars are presented at their original amounts. Transactions and balances in other currencies have been remeasured into U.S. dollars in accordance with Accounting Standards Codification ("ASC") 830, "Foreign Currency Matters." All transaction gains and losses from the remeasurement of monetary balance sheet items denominated in non-dollar currencies are reflected in the statement of operations in financial expenses, net, as appropriate. c. Principles of consolidation: The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary, NanoVibronix (Israel 2003) Ltd. All intercompany balances and transactions have been eliminated upon consolidation. d. Cash equivalents: Cash equivalents are short-term highly liquid investments that are readily convertible to cash with original maturities of three months or less at the date acquired. e. Inventories: Inventories are stated at the lower of cost or market value. Inventory write-offs are provided to cover risks arising from slow-moving items or technological obsolescence. The Company periodically evaluates the quantities on hand relative to current and historical selling prices and historical and projected sales volume. Based on this evaluation, provisions are made when required to write-down inventory to its market value. As of December 31, 2015 and 2014, inventory write-downs were recorded in the amounts of $ 8 14 Inventories include finished products and raw materials. Cost is determined using the “first-in, first-out” method. f. Property and equipment: Property and equipment are stated at cost, net of accumulated depreciation. % 33 Office furniture and equipment 10 15 g. Impairment of long-lived assets: The Company’s property and equipment are reviewed for impairment in accordance with ASC 360, "Property Plant and Equipment", whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to the future undiscounted cash flows expected to be generated by the assets. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds the fair value of the assets. Assets to be disposed of are reported at the lower of the carrying amount or fair value less selling costs. During the years ended December 31, 2015 and 2014, no impairment losses have been identified. h. Severance pay: The Company’s liability for severance pay in respect of its subsidiary is calculated pursuant to Israel’s Severance Pay Law, based on the most recent salary of the employees multiplied by the number of years of employment, as of the balance sheet date. Employees are entitled to one month’s salary for each year of employment or a portion thereof. The Company’s liability for all of its Israeli employees is covered by monthly deposits for insurance policies and/or pension funds and by an accrual. The value of these policies and/or funds is recorded as an asset in the Company’s balance sheet. The deposited funds include profits accumulated to the balance sheet date. The deposited amounts may be withdrawn only upon the fulfillment of the obligations pursuant to Israel’s Severance Pay Law or labor agreements. The value of the deposited funds is based on the cash surrendered value of these policies, and includes immaterial profits. Severance expenses for the years ended December 31, 2015 and 2014 amounted to $ 32 43 i. Warrants: The Company accounts for certain warrants held by investors which include down round protection as a liability according to provisions of ASC 815-40, “Derivatives and Hedging - Contracts in Entity’s Own Equity,” (“ASC 815”) which provides a new two-step model to be applied in determining whether a financial instrument or an embedded feature is indexed to an issuer`s own stock and thus able to qualify to be a derivative financial instrument. The Company measures the warrants at fair value by applying the Black-Scholes option pricing model in each reporting period until they are exercised or expired, with changes in the fair value being recognized in the Company`s statement of comprehensive loss as financial income or expense, as appropriate. For more information see Note 8. j. Revenue recognition: The Company generates revenues from the sale of its products to distributors and end users as well as patients who are using the product at home. Revenues from those products are recognized in accordance with FASB Accounting Standards Codification No. 605, “Revenue Recognition,” when delivery has occurred, persuasive evidence of an agreement exists, the vendor’s fee is fixed or determinable, no further obligation exists and collectability is probable. The Company’s agreements with its distributers do not contain any price protection guarantees, rights of return or other post-shipment obligation. k. Research and development costs: Research and development costs are charged to the statement of comprehensive loss, as incurred. l. Income taxes: The Company accounts for uncertain tax position in accordance with ASC 740-10, “Income Taxes” (“ASC 740-10”). ASC 740-10 clarifies the accounting for income taxes by prescribing the minimum recognition threshold a tax position is required to meet before being recognized in the financial statements. ASC 740-10 utilizes a two-step approach for evaluating tax positions. Recognition (step one) occurs when an enterprise concludes that a tax position, based solely on its technical merits, is more-likely-than-not to be sustained upon examination. Measurement (step two) is only addressed if step one has been satisfied (i.e., the position is more-likely-than-not to be sustained) otherwise a full liability in respect of a tax position not meeting the more-than-likely-than-not criteria is recognized. Under step two, the tax benefit is measured as the largest amount of benefit, determined on a cumulative probability basis that is more-likely-than-not to be realized upon ultimate settlement. ASC 740-10 applies to all tax positions related to income taxes. This includes tax positions considered to be “routine” as well as those with a high degree of uncertainty. ASC 740-10 has expanded disclosure requirements, which include a tabular roll forward of the beginning and ending aggregate unrecognized tax benefits as well as specific detail related to tax uncertainties for which it is reasonably possible the amount of unrecognized tax benefit will significantly increase or decrease within twelve months. m. Accounting for stock-based compensation: The Company accounts for stock-based compensation in accordance with ASC 718, “Compensation-Stock Compensation,” which requires companies to estimate the fair value of equity-based payment awards on the date of grant using an option-pricing model. The value of the portion of the award that is ultimately expected to vest is recognized as an expense over the requisite service periods in the Company’s consolidated statements of operations. The Company recognizes compensation expenses for the value of its awards granted based on the straight line method over the requisite service period of each of the awards, net of estimated forfeitures. ASC 718 requires forfeitures to be estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. The Company selected the Black-Scholes-Merton option pricing model as the most appropriate fair value method for its stock-options awards. The option-pricing model requires a number of assumptions, of which the most significant are the expected stock price volatility and the expected option term. Expected volatility was calculated based upon similar traded companies’ historical share price movements. The expected option term represents the period that the Company’s stock options are expected to be outstanding. The Company currently uses the simplified method and will continue to do so until sufficient historical exercise data supports using expected life assumptions. The risk-free interest rate is based on the yield from U.S. Treasury zero-coupon bonds with an equivalent term. The Company has historically not paid dividends and has no foreseeable plans to pay dividends. The Company applies ASC 505-50, “Equity-Based Payments to Non-Employees” with respect to options and warrants issued to non-employees. Because there was no public market for the Common stock at the time of the grant of options, the Company has determined the fair value of the Common stock underlying all of its options and warrants at the time of grant by considering a number of objective and subjective factors. The Company had applied a market approach using recent third-party transactions in its equity. Going forward, the fair value of the underlying shares will be determined by the market price of the Common stock which is now listed or quoted on an established stock exchange. n. Fair value of financial instruments: ASC 820, “Fair Value Measurements and Disclosures,” defines fair value as the price that would be received to sell an asset or paid to transfer a liability (i.e., the “exit price”) in an orderly transaction between market participants at the measurement date. In determining fair value, the Company uses various valuation approaches. ASC 820 establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs that market participants would use in pricing the asset or liability developed based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company’s assumptions about the assumptions market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. As a basis for considering such assumptions, ASC 820 establishes a three-tier value hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value: Level 1 - Valuations based on quoted prices in active markets for identical assets that the Company has the ability to access. Valuation adjustments and block discounts are not applied to Level 1 instruments. Since valuations are based on quoted prices that are readily and regularly available in an active market, valuation of these products does not entail a significant degree of judgment. Level 2 - Valuations based on one or more quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly. Level 3 - Valuations based on inputs that are unobservable and significant to the overall fair value measurement. The carrying amounts of cash and cash equivalents, trade receivables, prepaid expenses and other accounts receivable, accounts payable and other accounts payable approximate their fair value due to the short-term maturities of such instruments. o. Convertible promissory notes: The Company applies ASC 470-20, “Debt with Conversion and Other Options” (“ASC 470-20”), when it cannot elect the fair value option under ASC 825, “Financial Instruments.” In accordance with ASC 470-20, the Company first allocates the proceeds to freestanding liability instrument that are measured at fair value at each reporting date, based on their fair value. The remaining proceeds are allocated between the convertible debt and all other freestanding instruments based on the relative fair values of the instruments at the time of issuance. In accordance with ASC 815 “Derivatives and Hedging” (“ASC 815”), the Company bifurcates all embedded derivatives that require bifurcation and accounts for them separately from the convertible debt. In addition, under the guidelines of ASC 470-20, the Company measures and recognizes the embedded beneficial conversion feature on the commitment date. The beneficial conversion feature is measured by allocating a portion of the proceeds equal to the intrinsic value of the feature to additional paid-in-capital. The intrinsic value of the feature is calculated on the commitment date using the effective conversion price which had resulted subsequent to the allocation of the proceeds between the convertible debt and all other freestanding instruments. This intrinsic value is limited to the portion of the proceeds allocated to the convertible debt. The Company applied ASC 470-20 and ASC 815 to the Convertible promissory notes (see Note 8). p. Deferred issuance costs: Deferred issuance costs represent direct and incremental cost related to the Company’s registration of securities (see also Note 10). q. Basic and diluted net loss per share: Basic net loss per share is computed based on the weighted average number of shares of Common stock outstanding during each year. Diluted net loss per share is computed based on the weighted average number of shares of Common stock outstanding during each year plus dilutive potential equivalent shares of Common stock considered outstanding during the year, in accordance with ASC 260, “Earnings per Share.” All outstanding stock options and warrants have been excluded from the calculation of the diluted net loss per share because all such securities are anti-dilutive for all periods presented. r. Concentrations of credit risk: Financial instruments that potentially subject the Company and its subsidiary to concentrations of credit risk consist principally of cash and cash equivalents and trade receivables. Cash and cash equivalents are invested in major banks in the United States and Israel. Such deposits in the United States and in Israel may be in excess of insured limits and are not insured in other jurisdictions. Management believes that the financial institutions that hold the Company’s investments are financially sound and, accordingly, minimal credit risk exists with respect to these investments. Trade receivables are mainly derived from sales to customers, located in the United States, Israel, Europe and India. The Company performs ongoing credit evaluation of its customers and to date has not experienced any material losses. The Company and its subsidiary have no off-balance-sheet concentration of credit risk such as foreign exchange contracts, option contracts or other foreign hedging arrangements. s. Impact of recently issued accounting standard not yet adopted: In May 2014, the Financial Accounting Standards Board ("FASB") issued an ASU No. 2014-09 on revenue from contracts with customers, which outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance. In 2015, the FASB issued guidance to defer the effective date to fiscal years beginning after December 15, 2017 with early adoption for fiscal years beginning after December 15, 2016. The Company is currently evaluating the method of adoption, as well as the effect that adoption of this ASU will have on its consolidated financial statements. In February 2016, the FASB issued ASU 2016-02 - Leases (ASC 842), which sets out the principles for the recognition, measurement, presentation and disclosure of leases for both parties to a contract (i.e. lessees and lessors). The new standard requires lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase by the lessee. This classification will determine whether lease expense is recognized based on an effective interest method or on a straight line basis over the term of the lease, respectively. A lessee is also required to record a right-of-use asset and a lease liability for all leases with a term of greater than 12 months regardless of their classification. Leases with a term of 12 months or less will be accounted for similar to existing guidance for operating leases today. The new standard requires lessors to account for leases using an approach that is substantially equivalent to existing guidance for sales-type leases, direct financing leases and operating leases. The ASU is expected to impact our consolidated financial statements as we have certain operating lease arrangements. ASC 842 supersedes the previous leases standard, ASC 840 Leases. The standard is effective on January 1, 2019, with early adoption permitted. The Company is in process of evaluating the impact of this new guidance on its financial statements. |
PREPAID EXPENSES AND OTHER ACCO
PREPAID EXPENSES AND OTHER ACCOUNTS RECEIVABLE | 12 Months Ended |
Dec. 31, 2015 | |
Prepaid Expenses And Accounts Receivable [Abstract] | |
Prepaid Expenses And Other Accounts Receivable Disclosure [Text Block] | NOTE 3:- PREPAID EXPENSES AND OTHER ACCOUNTS RECEIVABLE December 31, 2015 2014 Prepaid expenses $ 50 $ - Other accounts receivable 36 19 $ 86 $ 19 |
PROPERTY AND EQUIPMENT, NET
PROPERTY AND EQUIPMENT, NET | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment, Net [Abstract] | |
Property, Plant and Equipment Disclosure [Text Block] | NOTE 4:- PROPERTY AND EQUIPMENT, NET December 31, 2015 2014 Cost: Computers and peripheral equipment $ 100 $ 99 Office furniture and equipment 10 10 110 109 Accumulated depreciation: Computers and peripheral equipment 91 83 Office furniture and equipment 9 8 100 91 Depreciated cost $ 10 $ 18 Depreciation expenses for the years ended December 31, 2015 and 2014 were $ 9 |
OTHER ACCOUNTS PAYABLE
OTHER ACCOUNTS PAYABLE | 12 Months Ended |
Dec. 31, 2015 | |
Payables and Accruals [Abstract] | |
Accounts Payable and Accrued Liabilities Disclosure [Text Block] | NOTE 5:- OTHER ACCOUNTS PAYABLE December 31, 2015 2014 Employees and payroll accruals $ 95 $ 67 Accrued expenses 47 551 Provision for taxes 97 84 239 702 |
COMMITMENTS AND CONTINGENT LIAB
COMMITMENTS AND CONTINGENT LIABILITIES | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies Disclosure [Text Block] | NOTE 6:- COMMITMENTS AND CONTINGENT LIABILITIES a. The Company leases office facilities and motor vehicles under operating leases, which expire on various dates, the latest of which is 2017. Year ended December 31, Operating leases 2016 $ 30 2017 15 Total $ 45 Rent and related expenses were $ 35 77 b. Royalties to the Office of the Chief Scientist ("the OCS"): Under the Company's subsidiary research and development agreements with the OCS and pursuant to applicable laws, the Company is required to pay royalties at the rate of 3 3.5 As of December 31, 2015, the Company has a contingent obligation to pay royalties in the principal amount of approximately $ 492. In addition, the OCS may impose certain conditions on any arrangement under which it permits the Company to transfer technology or development out of Israel. c. In December 2011, the Company entered into a license agreement with a third party to manufacture and sell its products. According to the agreement, the Company was obligated to market and sell the third party's products and pay future royalties as a percentage of actual revenues. In the second quarter of 2014, followed the expiration of the agreement, the Company recorded a provision associated with a potential dispute with the third party. |
CONVERTIBLE PROMISSORY NOTES
CONVERTIBLE PROMISSORY NOTES | 12 Months Ended |
Dec. 31, 2015 | |
Debt Disclosure [Abstract] | |
Debt Disclosure [Text Block] | NOTE 7:- CONVERTIBLE PROMISSORY NOTES a. In November 2011, the Company issued Convertible B-1 Promissory Notes (the "B-1 Promissory Notes") to new and existing stockholders for a consideration of $ 1,000 10 0.284 November 15, 2014 Following the above, the Company's then outstanding old Series B Participating Convertible Preferred stock ("Old Series B Preferred stock") and warrants to purchase Old Series B Preferred stock, issued during 2009 through 2011, were automatically cancelled and the holders of the Old Series B Preferred stock received Convertible B-2 Promissory Notes (the "B-2 Promissory Notes") in an aggregate amount of $ 1,557 0.199 30 The B-1 Promissory Notes and the B-2 Promissory Notes are considered to be a liability pursuant to ASC 480 "Distinguishing Liabilities from Equity." The convertible notes are presented at accreted value, which includes the principal amount of the convertible notes less any discount and accumulated interest accrued over the term of the convertible notes, using the interest method. In addition, the Company issued to the holders of the warrants to purchase Old Series B Preferred stock new warrants to purchase 2,319,062 0.199 30 November 15, 2018 571 As a result of issuing the warrants and as a result of the discount on the conversion price of the B-2 Promissory Note, the Company recorded in 2011 benefit component in the amount of $ 1,142 The Company's B-1 Promissory Notes and B-2 Promissory Notes matured on November 15, 2014. The entire outstanding principal balance and any outstanding fees or interest became due and payable in full on such date. b. During February 2013, the Company signed a convertible promissory notes agreement ("The Agreement") and issued convertible promissory notes ("The Notes") to certain investors. In addition, the Company issued to the stockholder warrants to purchase 37,594 2.66 As of December 31, 2013, the Company had signed a second, third, fourth and fifth amendment to The Agreement, amended and restated The Notes and issued warrants to purchase an additional 37,594 600 During February 2014 through December 2014, the Company signed a sixth, seventh, eighth, ninth, tenth, eleventh, twelfth, thirteenth and fourteenth amendment to The Agreement, amended and restated the Notes with each amendment and issued warrants to purchase an additional 37,594 900 On April 28, 2014, the Company signed an amendment to The Agreement, pursuant to which The Notes were amended to be convertible into shares of Series C Preferred stock rather than Common stock. On the same date, the Company entered into a master amendment agreement with certain major stockholders pursuant to which the series B-1 promissory notes and series B-2 promissory notes held by them were amended to be convertible into shares of Series C Preferred stock rather than Common stock. Also on April 28, 2014, the Company amended the warrants to purchase shares of series B-2 participating convertible Preferred stock held by the entities party to the master amendment agreement to include provisions that block exercise if such exercise will result in the holder having beneficial ownership of more than 9.99 c. In January and February 2015, the Company entered into securities purchase agreements with certain investors providing for the issuance of shares of Common stock, shares of Series C Preferred stock and warrants to purchase shares of Common stock. Pursuant to these agreements, the Company issued an aggregate of 833,333 216,667 420,000 3.00 420,000 6.00 3,005 145 d. In February 2015, upon the receipt by the Company of investment amounts aggregating $ 3,150 560,594 123,057 1,174,042 333,959 e. In April 2015, the holders of the Fourteenth Amended and Restated Secured Convertible Promissory Notes elected to convert the outstanding principal and interest thereunder into 603,769 f. In April 2015, upon the effectiveness of the Company's Form 10 filed with the Securities and Exchange Commission, the outstanding shares of Series A-1 Preferred stock, Series A-2 Preferred stock, Series B-1 Preferred stock and Series B-2 Preferred stock converted by their terms into 2,131,081 |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 12 Months Ended |
Dec. 31, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value, Measurement Inputs, Disclosure [Text Block] | NOTE 8:- FAIR VALUE MEASUREMENTS During February 2013 through December 2014, the Company issued to the holders of The Notes warrants to purchase 563,910 2.66 The Company measures the warrants at fair value by applying the Black-Scholes option pricing model in each reporting period until they are exercised or expired, with changes in fair values being recognized in the Company’s consolidated statement of comprehensive loss as financial income or expenses. December 31, 2015 2014 Dividend yield (1) 0% 0% Expected volatility (2) 64.2%-66.9% 63% Risk-free interest (3) 1.19%-1.42% 0.67% Expected term (years) (4) 2.2-4.0 3.5-4.5 (1) Dividend yield - was based on the fact that the Company has not paid dividends to its stockholders in the past and does not expect to pay dividends to its stockholders in the future. (2) Expected volatility - was calculated based on actual historical stock price movements of companies in the same industry over the term that is equivalent to the expected term of the option. (3) Risk-free interest - based on yield rate of non-index linked U.S. Federal Reserve treasury stock. (4) Expected term - the expected term was based on the maturity date of the warrants. Fair value measurement using significant unobservable inputs (Level 3): Fair value of warrants 2015 2014 Balance at January 1 $ 734 $ 253 Fair value of warrants issued during twelve months ended December 31 - 343 Change in fair value of warrants 962 138 Balance at December 31 $ 1,696 $ 734 |
TAXES ON INCOME
TAXES ON INCOME | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Tax Disclosure [Text Block] | NOTE 9:- TAXES ON INCOME a. As of December 31, 2015, the U.S. Company had federal and state net operating carry forward tax losses of approximately $ 13,651. The federal operating loss can be offset against taxable income for 20 years. Utilization of the U.S. net operating losses may be subject to substantial limitations due to the change of ownership provisions of the Internal Revenue Code of 1986. b. Foreign tax: 1. Income Tax (Inflationary Adjustments) Law, 1985: According to the law, until 2007, the results for tax purposes were adjusted for the changes in the Israeli CPI. In February 2008, the “Knesset” (Israeli parliament) passed an amendment to the Income Tax (Inflationary Adjustments) Law, 1985, which limits the scope of the law starting 2008 and thereafter. Starting 2008, the results for tax purposes are measured in nominal values, excluding certain adjustments for changes in the Israeli CPI carried out in the period up to December 31, 2007. The amendment to the law includes, among other things, the elimination of the inflationary additions and deductions and the additional deduction for depreciation starting 2008. 2. The Law for the Encouragement of Capital Investments, 1959 (“the Law”): According to the law, the Company’s subsidiary is entitled to various tax benefits by virtue of the “Beneficiary Enterprise” status granted to the subsidiary, defined by this law. The principal benefits are: The subsidiary is tax exempt for a benefit period of two years and in the five subsequent years of the benefit period is subject to a reduced tax rate of 10%-25% (based on percentage of foreign ownership). According to the law, the benefit period commences in the later of the year elected by the subsidiary or the first year in which the subsidiary has taxable income, provided that 12 years have not elapsed from the beginning of the year of election. The subsidiary has elected 2005 as the year of election. If dividends are distributed out of tax exempt profits, the subsidiary will then become liable for tax at the rate applicable to its profits from the approved enterprise in the year in which the income was earned, as if it had not chosen the alternative track of benefits. The subsidiary’s policy is not to distribute dividends out of these profits. Conditions for the entitlement to the benefits: The above benefits are conditional upon the fulfillment of the conditions stipulated by the law, regulations published thereunder and the letters of approval for the specific investments in the Beneficiary Enterprise. In the event of failure to comply with these conditions, the benefits may be canceled and the subsidiary may be required to refund the amount of the benefits, in whole or in part, including interest. The Company’s management believes that the subsidiary is meeting the aforementioned conditions. In December 2010, the “Knesset” passed the Law for Economic Policy for 2011 and 2012 (Amended Legislation), 2011 (“the 2011 and 2012 Amendment”), which prescribes, among others, amendments in the Law for the Encouragement of Capital Investments, 1959 (“the Law”). The 2011 and 2012 Amendment became effective as of January 1, 2011. According to the 2011 and 2012 Amendment, the benefit tracks in the Law were modified and a flat tax rate applies to the Company’s entire preferred income under its status as a preferred company with a preferred enterprise. Commencing from the 2011 tax year, the Company will be able to apply (the waiver is non-recourse) the 2011 and 2012 Amendment and from the elected tax year and onwards, it will be subject to the amended tax rates that are: 2011 and 2012 - 15% (in development area A - 10%), 2014 and 2015 - 12.5% (in development area A - 7%) and in 2015 and thereafter - 12% (in development area A - 6%). Certain “Special Industrial Companies” that meet certain criteria would enjoy further reduced tax rates of 5% in Zone A and 8% elsewhere. The profits of these Industrial Companies would be freely distributable as dividends, subject to a 15% withholding tax (or lower, under an applicable tax treaty) On August 5, 2013, the “Knesset” issued the Law for Changing National Priorities (Legislative Amendments for Achieving Budget Targets for 2014 and 2015), 2013 which consists of Amendment 71 to the Law for the Encouragement of Capital Investments (“the 2014 and 2015 Amendment”). According to the 2014 and 2015 Amendment, the tax rate on preferred income from a preferred enterprise in 2014 and thereafter will be 16% (in development area A - 9%). The 2014 and 2015 Amendment also prescribes that any dividends distributed to individuals or foreign residents from the preferred enterprise’s earnings as above will be subject to tax at a rate of 20%. The Company and its subsidiary has tested the impact of the 2014 and 2015 Amendment to the Law on its financial statements, and as of the publication of the reports the Company and its subsidiary estimate that it will not be impacted by the initiation of the 2014 and 2015 Amendment as of the tax year 2014. This estimation of the Company and its subsidiary might change in the future until the submission of the final decision to the tax authorities, as stated in the 2014 and 2015 Amendment. 3. Tax rates: The Israeli corporate tax rate in 2015 and 2014 is 26.5%. On January 4, 2016, the Israeli Parliament’s Plenum approved by a second and third reading the Bill for Amending the Income Tax Ordinance (No. 217) (Reduction of Corporate Tax Rate), 2015, which consists of the reduction of the corporate tax rate from 26.5% to 25%. 4. Taxes on income recorded in the statement of comprehensive loss for the year ended December 31, 2015 are all current year taxes. 5. The subsidiary has final tax assessments through 2010. c. Deferred income taxes: Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial purposes and the amounts used for income tax purposes. Significant components of the Company’s deferred tax assets are as follows: December 31, 2015 2014 Deferred tax assets: Net operating loss carry forward $ 4,750 $ 3,886 Temporary differences 10 10 Deferred tax assets before valuation allowance 4,760 3,896 Valuation allowance (4,760 (3,896 Net deferred tax asset $ - $ - In assessing the realization of deferred tax assets, management considers whether it is more likely than not that all or some portion of the deferred tax assets will not be realized. The ultimate realization of the deferred tax assets is dependent upon the generation of future taxable income during the periods in which temporary differences are deductible and net operating losses are utilized. Based on consideration of these factors, the Company recorded a full valuation allowance at December 31, 2015 and 2014. d. Loss before taxes on income: Year ended December 31, 2015 2014 Domestic $ 2,203 $ 1,821 Foreign 644 777 $ 2,847 $ 2,598 e. Taxes on income: Taxes on income for the period ended December 31, 2015 are foreign current taxes related to the Israeli subsidiary following the intercompany service agreement with the Company. f. The main reconciling item between the statutory tax rate of the Company and the effective tax rate is the recognition of valuation allowances in respect of deferred taxes relating to accumulated net operating losses carried forward due to the uncertainty of the realization of such deferred taxes. |
STOCKHOLDERS' DEFICIENCY
STOCKHOLDERS' DEFICIENCY | 12 Months Ended |
Dec. 31, 2015 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity Note Disclosure [Text Block] | NOTE 10:- STOCKHOLDERS' DEFICIENCY On May 7, 2014, the Company effected a reverse split of the Company's Common stock of seven (7) for one (1) (i.e., seven shares of Common stock, $ 0.001 nominal value each, will be combined into one share of Common stock $ 0.001 nominal value). All Common stock and per share data included in these financial statements for all periods presented have been retroactively adjusted to reflect the reverse split. a. Composition of stock capital: December 31, 2015 December 31, 2014 Authorized Issued and Authorized Issued and number of shares Common stock of $ 0.001 par value 24,000,000 2,611,328 24,000,000 163,580 Series A-1 Preferred stock of $ 0.001 par value 400,000 - 400,000 222,620 Series A-2 Preferred stock of $ 0.001 par value 300,000 - 300,000 171,612 Series B-1 Preferred stock of $ 0.001 par value 4,650,000 - 4,650,000 - Series B-2 Preferred stock of $ 0.001 par value 12,650,000 - 12,650,000 - Series C Preferred stock of $ 0.001 par value 5,500,000 1,951,261 5,500,000 - b. Common Stock: The Common stock confers upon the holders the right to receive notice to participate and vote in general meetings of the Company, and the right to receive dividends, if declared, and to participate in the distribution of the surplus assets and funds of the Company in the event of liquidation, dissolution or winding up of the Company. c. Series A, B and C Preferred Stock: 1. Series A and B Preferred Stock: Liquidation preference Voting rights Conversion In each case, each share of Series A Preferred stock or Series B Preferred stock subject to adjustment for any and all recapitalizations, reclassifications, stock splits, reverse stock splits, stock dividends, subdivisions, combinations or similar events. 2. Series C Preferred Stock: Each share of Series C Preferred stock is convertible into one share of Common stock (subject to adjustment) at any time at the option of the holders, provided that each holder would be prohibited from converting Series C Preferred stock into shares of Common stock if, as a result of such conversion, any such holder, together with its affiliates, would own more than 9.99% of the total number of shares of Common stock then issued and outstanding. This limitation may be waived with respect to a holder upon such holder's provision of not less than 61 days' prior written notice to the Company. In the event of liquidation, dissolution, or winding up, each holder of Series C Preferred stock could elect to receive either (i) in preference to any payments made to the holders of Common stock and any other junior securities, a payment for each share of Series C Preferred stock then held equal $ 0.001, plus an additional amount equal to any dividends declared but unpaid on such shares, and any other fees or liquidated damages then due and owing thereon or (ii) the amount of cash, securities or other property to which such holder would be entitled to receive with respect to each share of Series C Preferred stock if such share of Series C Preferred stock had been converted to Common stock immediately prior to such liquidation, dissolution, or winding up (without giving effect to any conversion limitations). Shares of Series C Preferred stock are not entitled to receive any dividends, unless and until specifically declared by the board of directors. However, holders of Series C Preferred stock are entitled to receive dividends on shares of Series C Preferred stock equal (on an as-if-converted-to-Common-stock basis) to and in the same form as dividends actually paid on shares of the Common stock when such dividends are specifically declared by the board of directors. The Company is not obligated to redeem or repurchase any shares of Series C Preferred stock. Shares of Series C Preferred stock are not otherwise entitled to any redemption rights, or mandatory sinking fund or analogous fund provisions. Each holder of Series C Preferred stock is entitled to the number of votes equal to the number of whole shares of Common stock into which the shares of Series C Preferred stock held by such holder are then convertible (subject to the beneficial ownership limitations) with respect to any and all matters presented to the stockholders for their action or consideration. Holders of Series C Preferred stock vote together with the holders of Common stock as a single class, except as provided by law and except that the consent of holders of a majority of the outstanding Series C Preferred stock is required to amend the terms of the Series C Preferred stock. a) In January and February 2015, the Company entered into securities purchase agreements with certain investors providing for the issuance of shares of Common stock, shares of Series C Preferred stock and warrants to purchase shares of Common stock. Pursuant to these agreements, the Company issued an aggregate of 833,333 shares of Series C Preferred stock, 216,667 shares of Common stock and warrants to purchase 420,000 shares of Common stock at an exercise price of $3.00 per share and warrants to purchase 420,000 shares of Common stock at an exercise price of $ 6.00 per share, for aggregate consideration of $ 3,005 net of issuance costs of $ 145, which were previously recorded as deferred issuance costs. b) In February 2015, upon the receipt by the Company of investment amounts aggregating $ 3,150, as described above, the B-1 Promissory Notes converted by their terms into an aggregate of 560,594 shares of the Company's Series B-1 Preferred stock and 123,057 shares of Series C Preferred stock, and the Company's B-2 Promissory Notes converted by their terms into an aggregate of 1,174,042 shares of Series B-2 Preferred stock and 333,959 shares of Series C Preferred stock. c) In April 2015, the holders of the Fourteenth Amended and Restated Secured Convertible Promissory Notes elected to convert the outstanding principal and interest thereunder into 603,769 shares of the Company's Series C Preferred stock. d) In April 2015, upon the effectiveness of the Company's Form 10 filed with the Securities and Exchange Commission, the outstanding shares of Series A-1 Preferred stock, Series A-2 Preferred stock, Series B-1 Preferred stock and Series B-2 Preferred stock converted by their terms into 2,131,081 shares of Common stock. e) In April 2015, the Company issued 100,000 shares of Common stock to its legal counsel as part of the total consideration for its legal services associated with the Company's fund raising. f) In April 2015, the Company issued 57,143 Series C Preferred stock to a related party as consideration for the provision of guidance and assistance in connection with the filing of the Company's Form 10 and becoming a public reporting company. d. Warrants issued to investors: 1. In November 2011, the Company issued to some of its stockholders warrants to purchase 2,319,062 shares of Series B-2 Preferred stock with a fixed exercise price of $ 0.199 per share (reflecting a 30% discount on the fair value of the Company's Preferred stock on that date). The warrants expire on November 15, 2018 (see also Note 8a). 2. In February 2013 through December 2014, the Company issued to some of its stockholders warrants to purchase 563,910 shares of Common stock. The exercise price at which the warrant may be exercised is $ 2.66 per share, subject to adjustment for stock splits, fundamental transactions or similar events. The warrants shall expire in February 2018 through December 2019, based on the issuance date (see also Note 8b, 8c). e. Stock option plan: In November 2004, the Board of Directors of the Company adopted a stock option plan ("the Plan"), according to which options may be granted to employees, directors and consultants. Pursuant to the Plan, the Company reserved for issuance 400,000 shares of Common stock. Each option entitles the holder to purchase one share of Common stock of the Company and expires after 10 years from the date of grant. Any options that are terminated, cancelled, forfeited or not exercised, become available for future grants. In November 2014, 10 years after it was adopted, the Plan expired. In February 2014, the Board of Directors of the Company adopted a new stock option plan ("the New Plan"), according to which options may be granted to employees, directors and consultants. Pursuant to the New Plan, the Company reserved for issuance 714,286 shares of Common stock. Each option entitles the holder to purchase one share of Common stock of the Company and expires after 10 years from the date of grant. Any options that are terminated, cancelled, forfeited or not exercised, become available for future grants. As of December 31, 2015, under the New Plan, 250,404 options were available for future grants. 1. Option issued to employees: The fair value for options granted in 2015 and 2014 is estimated at the date of grant using a Black-Scholes-Merton options pricing model with the following weighted average assumptions: Year ended December 31, 2015 2014 Risk free interest 1.44%-1.61 1.96 Dividend yields 0 0 Volatility 65.3%-66.8 60 Expected term (in years) 6 6 A summary of the Company's options activity and related information with respect to options granted to employees and directors during the years ended December 31, 2015 and 2014 are as follows: Year ended December 31, 2015 2014 Number of Weighted Number of Weighted Outstanding - beginning of the year 339,859 $ 3.30 322,542 $ 4.61 Granted 491,500 $ 2.57 37,145 $ 2.66 Exercised - $ - (8,571 ) $ 0.07 Expired or Forfeited (25,616 ) $ 5.05 (11,257 ) $ 41.3 Outstanding - end of the year 805,743 $ 2.80 339,859 $ 3.30 Exercisable at end of year 478,076 $ 3.18 302,714 $ 3.37 The weighted average fair value of the options granted in the year ended December 31, 2015 was $ 2. The weighted average remaining contractual life as of December 31, 2015 is 8.4 years. The aggregated intrinsic value of outstanding options, as of December 31, 2015 and 2014 is $ 2,564 and $ 651, respectively. As of December 31, 2015, compensation cost in the amount of $ 497 will be recognized in the years 2016-2017. 2. Option issued to non-employees: The Company's outstanding options granted to consultants as of December 31, 2015 are as follows: Issuance date Options for Weighted Options Expiration date September 2006 500 $ 23.59 500 September 2016 April 2007 357 $ 24.21 357 April 2017 December 2007 1,500 $ 84.56 1,500 December 2017 April 2009 1,071 $ 72.45 1,071 April 2019 December 2010 786 $ 1.99 786 December 2020 March 2013 30,000 $ 1.96 30,000 March 2023 October 2013 1,000 $ 1.96 1,000 December 2023 February 2014 714 $ 1.96 714 February 2024 Total 35,928 $ 8.03 35,928 As of December 31, 2015, all options granted to non-employees are fully vested. The fair value of the Company's stock options granted to non-employees for the year ended December 31, 2014 was calculated using the following weighted average assumptions: Year ended December 31, 2015 2014 Dividend yield - 0 % Expected volatility - 60 % Risk-free interest - 1.73 % Expected term (years) - 10 3. Stock-based compensation: The stock based expense recognized in the financial statements for services received from employees and non-employees is shown in the following table: Year ended December 31, 2015 2014 Research and development $ 22 $ 2 Selling and marketing 9 5 General and administrative 189 17 $ 220 $ 24 |
FINANCIAL EXPENSE, NET
FINANCIAL EXPENSE, NET | 12 Months Ended |
Dec. 31, 2015 | |
Other Income and Expenses [Abstract] | |
Other Nonoperating Income and Expense [Text Block] | FINANCIAL EXPENSE, NET Year ended 2015 2014 Interest on promissory notes $ 65 $ 372 Benefit component of promissory notes 384 885 Change in fair value of warrants 962 138 Other financial expense (income) 21 (8) $ 1,432 $ 1,387 |
GEOGRAPHIC INFORMATION AND MAJO
GEOGRAPHIC INFORMATION AND MAJOR CUSTOMER DATA | 12 Months Ended |
Dec. 31, 2015 | |
Segment Reporting [Abstract] | |
Segment Reporting Disclosure [Text Block] | NOTE 12:- GEOGRAPHIC INFORMATION AND MAJOR CUSTOMER DATA Summary information about geographic areas: ASC 280, "Segment Reporting," establishes standards for reporting information about operating segments. Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker in deciding how to allocate resources and in assessing performance. Year ended 2015 2014 United States $ 52 $ 83 Israel 14 28 Europe 28 46 India 7 11 Rest of the world 46 35 $ 147 $ 203 During the year ended December 31, 2015, there were no sales to a single customer exceeding 10 The Company's long-lived assets are all located in Israel. |
BASIC AND DILUTED NET LOSS PER
BASIC AND DILUTED NET LOSS PER SHARE | 12 Months Ended |
Dec. 31, 2015 | |
Earnings Per Share [Abstract] | |
Earnings Per Share [Text Block] | NOTE 13:- BASIC AND DILUTED NET LOSS PER SHARE Year ended 2015 2014 Net loss attributable to holders of Common stock as reported $ (2,884) $ (2,647) Weighted average number of shares of Common stock used in computing basic and diluted net loss per share $ 1,978,395 $ 155,009 Net loss per share of Common stock, basic and diluted $ (1.46) $ (17.08) For the years ended December 31, 2015 and 2014, all outstanding options and warrants have been excluded from the calculation of the diluted net loss per share since their effect was anti-dilutive. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | SUBSEQUENT EVENTS The Company evaluates events or transactions that occur after the balance sheet date but prior to the issuance of financial statements to provide additional evidence relative to certain estimates or to identify matters that require additional disclosure. For its annual consolidated financial statements as of December 31, 2015 there were no disclosable transactions. |
SIGNIFICANT ACCOUNTING POLICI21
SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Use of Estimates, Policy [Policy Text Block] | a. Use of estimates: The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates, judgments and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. |
Foreign Currency Transactions and Translations Policy [Policy Text Block] | b. Financial statements in U.S. dollars: The accompanying financial statements have been prepared in U.S. dollars. The majority of the Company's finances are received in U.S. dollars. Although a portion of the Company's expenses are dominated in New Israeli Shekel ("NIS") (mostly salary and rent), a substantial portion of the expenses are denominated in U.S. dollars. In addition, most of the Company's assets and liabilities are in U.S. dollars and management expects that most of its revenues will be generated in U.S. dollars. The Company's management believes that the currency of the primary economic environment in which the operations of the Company and its subsidiary are conducted is the U.S. dollar; thus the dollar is the functional currency of the Company and its subsidiary. Transactions and balances originally denominated in U.S. dollars are presented at their original amounts. Transactions and balances in other currencies have been remeasured into U.S. dollars in accordance with Accounting Standards Codification ("ASC") 830, "Foreign Currency Matters." All transaction gains and losses from the remeasurement of monetary balance sheet items denominated in non-dollar currencies are reflected in the statement of operations in financial expenses, net, as appropriate. |
Consolidation, Policy [Policy Text Block] | c. Principles of consolidation: The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary, NanoVibronix (Israel 2003) Ltd. All intercompany balances and transactions have been eliminated upon consolidation. |
Cash and Cash Equivalents, Policy [Policy Text Block] | d. Cash equivalents: Cash equivalents are short-term highly liquid investments that are readily convertible to cash with original maturities of three months or less at the date acquired. |
Inventory, Policy [Policy Text Block] | e. Inventories: Inventories are stated at the lower of cost or market value. Inventory write-offs are provided to cover risks arising from slow-moving items or technological obsolescence. The Company periodically evaluates the quantities on hand relative to current and historical selling prices and historical and projected sales volume. Based on this evaluation, provisions are made when required to write-down inventory to its market value. As of December 31, 2015 and 2014, inventory write-downs were recorded in the amounts of $ 8 14 Inventories include finished products and raw materials. Cost is determined using the “first-in, first-out” method. |
Property, Plant and Equipment, Policy [Policy Text Block] | f. Property and equipment: Property and equipment are stated at cost, net of accumulated depreciation. % 33 Office furniture and equipment 10 15 |
Impairment or Disposal of Long-Lived Assets, Policy [Policy Text Block] | g. Impairment of long-lived assets: The Company’s property and equipment are reviewed for impairment in accordance with ASC 360, "Property Plant and Equipment", whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to the future undiscounted cash flows expected to be generated by the assets. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds the fair value of the assets. Assets to be disposed of are reported at the lower of the carrying amount or fair value less selling costs. During the years ended December 31, 2015 and 2014, no impairment losses have been identified. |
Severance pay, Policy [Policy Text Block] | h. Severance pay: The Company’s liability for severance pay in respect of its subsidiary is calculated pursuant to Israel’s Severance Pay Law, based on the most recent salary of the employees multiplied by the number of years of employment, as of the balance sheet date. Employees are entitled to one month’s salary for each year of employment or a portion thereof. The Company’s liability for all of its Israeli employees is covered by monthly deposits for insurance policies and/or pension funds and by an accrual. The value of these policies and/or funds is recorded as an asset in the Company’s balance sheet. The deposited funds include profits accumulated to the balance sheet date. The deposited amounts may be withdrawn only upon the fulfillment of the obligations pursuant to Israel’s Severance Pay Law or labor agreements. The value of the deposited funds is based on the cash surrendered value of these policies, and includes immaterial profits. Severance expenses for the years ended December 31, 2015 and 2014 amounted to $ 32 43 |
Derivatives, Policy [Policy Text Block] | i. Warrants: The Company accounts for certain warrants held by investors which include down round protection as a liability according to provisions of ASC 815-40, “Derivatives and Hedging - Contracts in Entity’s Own Equity,” (“ASC 815”) which provides a new two-step model to be applied in determining whether a financial instrument or an embedded feature is indexed to an issuer`s own stock and thus able to qualify to be a derivative financial instrument. The Company measures the warrants at fair value by applying the Black-Scholes option pricing model in each reporting period until they are exercised or expired, with changes in the fair value being recognized in the Company`s statement of comprehensive loss as financial income or expense, as appropriate. For more information see Note 8. |
Revenue Recognition, Policy [Policy Text Block] | j. Revenue recognition: The Company generates revenues from the sale of its products to distributors and end users as well as patients who are using the product at home. Revenues from those products are recognized in accordance with FASB Accounting Standards Codification No. 605, “Revenue Recognition,” when delivery has occurred, persuasive evidence of an agreement exists, the vendor’s fee is fixed or determinable, no further obligation exists and collectability is probable. The Company’s agreements with its distributers do not contain any price protection guarantees, rights of return or other post-shipment obligation. |
Research and Development Expense, Policy [Policy Text Block] | k. Research and development costs: Research and development costs are charged to the statement of comprehensive loss, as incurred. |
Income Tax, Policy [Policy Text Block] | l. Income taxes: The Company accounts for uncertain tax position in accordance with ASC 740-10, “Income Taxes” (“ASC 740-10”). ASC 740-10 clarifies the accounting for income taxes by prescribing the minimum recognition threshold a tax position is required to meet before being recognized in the financial statements. ASC 740-10 utilizes a two-step approach for evaluating tax positions. Recognition (step one) occurs when an enterprise concludes that a tax position, based solely on its technical merits, is more-likely-than-not to be sustained upon examination. Measurement (step two) is only addressed if step one has been satisfied (i.e., the position is more-likely-than-not to be sustained) otherwise a full liability in respect of a tax position not meeting the more-than-likely-than-not criteria is recognized. Under step two, the tax benefit is measured as the largest amount of benefit, determined on a cumulative probability basis that is more-likely-than-not to be realized upon ultimate settlement. ASC 740-10 applies to all tax positions related to income taxes. This includes tax positions considered to be “routine” as well as those with a high degree of uncertainty. ASC 740-10 has expanded disclosure requirements, which include a tabular roll forward of the beginning and ending aggregate unrecognized tax benefits as well as specific detail related to tax uncertainties for which it is reasonably possible the amount of unrecognized tax benefit will significantly increase or decrease within twelve months. |
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block] | m. Accounting for stock-based compensation: The Company accounts for stock-based compensation in accordance with ASC 718, “Compensation-Stock Compensation,” which requires companies to estimate the fair value of equity-based payment awards on the date of grant using an option-pricing model. The value of the portion of the award that is ultimately expected to vest is recognized as an expense over the requisite service periods in the Company’s consolidated statements of operations. The Company recognizes compensation expenses for the value of its awards granted based on the straight line method over the requisite service period of each of the awards, net of estimated forfeitures. ASC 718 requires forfeitures to be estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. The Company selected the Black-Scholes-Merton option pricing model as the most appropriate fair value method for its stock-options awards. The option-pricing model requires a number of assumptions, of which the most significant are the expected stock price volatility and the expected option term. Expected volatility was calculated based upon similar traded companies’ historical share price movements. The expected option term represents the period that the Company’s stock options are expected to be outstanding. The Company currently uses the simplified method and will continue to do so until sufficient historical exercise data supports using expected life assumptions. The risk-free interest rate is based on the yield from U.S. Treasury zero-coupon bonds with an equivalent term. The Company has historically not paid dividends and has no foreseeable plans to pay dividends. The Company applies ASC 505-50, “Equity-Based Payments to Non-Employees” with respect to options and warrants issued to non-employees. Because there was no public market for the Common stock at the time of the grant of options, the Company has determined the fair value of the Common stock underlying all of its options and warrants at the time of grant by considering a number of objective and subjective factors. The Company had applied a market approach using recent third-party transactions in its equity. Going forward, the fair value of the underlying shares will be determined by the market price of the Common stock which is now listed or quoted on an established stock exchange. |
Fair Value of Financial Instruments, Policy [Policy Text Block] | n. Fair value of financial instruments: ASC 820, “Fair Value Measurements and Disclosures,” defines fair value as the price that would be received to sell an asset or paid to transfer a liability (i.e., the “exit price”) in an orderly transaction between market participants at the measurement date. In determining fair value, the Company uses various valuation approaches. ASC 820 establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs that market participants would use in pricing the asset or liability developed based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company’s assumptions about the assumptions market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. As a basis for considering such assumptions, ASC 820 establishes a three-tier value hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value: Level 1 - Valuations based on quoted prices in active markets for identical assets that the Company has the ability to access. Valuation adjustments and block discounts are not applied to Level 1 instruments. Since valuations are based on quoted prices that are readily and regularly available in an active market, valuation of these products does not entail a significant degree of judgment. Level 2 - Valuations based on one or more quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly. Level 3 - Valuations based on inputs that are unobservable and significant to the overall fair value measurement. The carrying amounts of cash and cash equivalents, trade receivables, prepaid expenses and other accounts receivable, accounts payable and other accounts payable approximate their fair value due to the short-term maturities of such instruments. |
Debt, Policy [Policy Text Block] | o. Convertible promissory notes: The Company applies ASC 470-20, “Debt with Conversion and Other Options” (“ASC 470-20”), when it cannot elect the fair value option under ASC 825, “Financial Instruments.” In accordance with ASC 470-20, the Company first allocates the proceeds to freestanding liability instrument that are measured at fair value at each reporting date, based on their fair value. The remaining proceeds are allocated between the convertible debt and all other freestanding instruments based on the relative fair values of the instruments at the time of issuance. In accordance with ASC 815 “Derivatives and Hedging” (“ASC 815”), the Company bifurcates all embedded derivatives that require bifurcation and accounts for them separately from the convertible debt. In addition, under the guidelines of ASC 470-20, the Company measures and recognizes the embedded beneficial conversion feature on the commitment date. The beneficial conversion feature is measured by allocating a portion of the proceeds equal to the intrinsic value of the feature to additional paid-in-capital. The intrinsic value of the feature is calculated on the commitment date using the effective conversion price which had resulted subsequent to the allocation of the proceeds between the convertible debt and all other freestanding instruments. This intrinsic value is limited to the portion of the proceeds allocated to the convertible debt. The Company applied ASC 470-20 and ASC 815 to the Convertible promissory notes (see Note 8). |
Deferred Charges, Policy [Policy Text Block] | p. Deferred issuance costs: Deferred issuance costs represent direct and incremental cost related to the Company’s registration of securities (see also Note 10). |
Earnings Per Share, Policy [Policy Text Block] | q. Basic and diluted net loss per share: Basic net loss per share is computed based on the weighted average number of shares of Common stock outstanding during each year. Diluted net loss per share is computed based on the weighted average number of shares of Common stock outstanding during each year plus dilutive potential equivalent shares of Common stock considered outstanding during the year, in accordance with ASC 260, “Earnings per Share.” All outstanding stock options and warrants have been excluded from the calculation of the diluted net loss per share because all such securities are anti-dilutive for all periods presented. |
Concentration Risk, Credit Risk, Policy [Policy Text Block] | r. Concentrations of credit risk: Financial instruments that potentially subject the Company and its subsidiary to concentrations of credit risk consist principally of cash and cash equivalents and trade receivables. Cash and cash equivalents are invested in major banks in the United States and Israel. Such deposits in the United States and in Israel may be in excess of insured limits and are not insured in other jurisdictions. Management believes that the financial institutions that hold the Company’s investments are financially sound and, accordingly, minimal credit risk exists with respect to these investments. Trade receivables are mainly derived from sales to customers, located in the United States, Israel, Europe and India. The Company performs ongoing credit evaluation of its customers and to date has not experienced any material losses. The Company and its subsidiary have no off-balance-sheet concentration of credit risk such as foreign exchange contracts, option contracts or other foreign hedging arrangements. |
New Accounting Pronouncements, Policy [Policy Text Block] | s. Impact of recently issued accounting standard not yet adopted: In May 2014, the Financial Accounting Standards Board ("FASB") issued an ASU No. 2014-09 on revenue from contracts with customers, which outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance. In 2015, the FASB issued guidance to defer the effective date to fiscal years beginning after December 15, 2017 with early adoption for fiscal years beginning after December 15, 2016. The Company is currently evaluating the method of adoption, as well as the effect that adoption of this ASU will have on its consolidated financial statements. In February 2016, the FASB issued ASU 2016-02 - Leases (ASC 842), which sets out the principles for the recognition, measurement, presentation and disclosure of leases for both parties to a contract (i.e. lessees and lessors). The new standard requires lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase by the lessee. This classification will determine whether lease expense is recognized based on an effective interest method or on a straight line basis over the term of the lease, respectively. A lessee is also required to record a right-of-use asset and a lease liability for all leases with a term of greater than 12 months regardless of their classification. Leases with a term of 12 months or less will be accounted for similar to existing guidance for operating leases today. The new standard requires lessors to account for leases using an approach that is substantially equivalent to existing guidance for sales-type leases, direct financing leases and operating leases. The ASU is expected to impact our consolidated financial statements as we have certain operating lease arrangements. ASC 842 supersedes the previous leases standard, ASC 840 Leases. The standard is effective on January 1, 2019, with early adoption permitted. The Company is in process of evaluating the impact of this new guidance on its financial statements. |
SIGNIFICANT ACCOUNTING POLICI22
SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Summary of Accumulated Depreciation percentage Over Useful life of the Assets [Table Text Block] | Depreciation is calculated by the straight-line method over the estimated useful lives of the assets, at the following annual rates: % 33 Office furniture and equipment 10 15 |
PREPAID EXPENSES AND OTHER AC23
PREPAID EXPENSES AND OTHER ACCOUNTS RECEIVABLE (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Receivables [Abstract] | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Table Text Block] | December 31, 2015 2014 Prepaid expenses $ 50 $ - Other accounts receivable 36 19 $ 86 $ 19 |
PROPERTY AND EQUIPMENT, NET (Ta
PROPERTY AND EQUIPMENT, NET (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment [Table Text Block] | December 31, 2015 2014 Cost: Computers and peripheral equipment $ 100 $ 99 Office furniture and equipment 10 10 110 109 Accumulated depreciation: Computers and peripheral equipment 91 83 Office furniture and equipment 9 8 100 91 Depreciated cost $ 10 $ 18 |
OTHER ACCOUNTS PAYABLE (Tables)
OTHER ACCOUNTS PAYABLE (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Payables and Accruals [Abstract] | |
Schedule of Accounts Payable and Accrued Liabilities [Table Text Block] | December 31, 2015 2014 Employees and payroll accruals $ 95 $ 67 Accrued expenses 47 551 Provision for taxes 97 84 239 702 |
COMMITMENTS AND CONTINGENT LI26
COMMITMENTS AND CONTINGENT LIABILITIES (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Operating Leases of Lessee Disclosure [Table Text Block] | Future minimum lease commitments under non-cancelable operating lease agreements as of December 31, 2015 are as follows: Year ended December 31, Operating leases 2016 $ 30 2017 15 Total $ 45 |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Table Text Block] | December 31, 2015 2014 Dividend yield (1) 0% 0% Expected volatility (2) 64.2%-66.9% 63% Risk-free interest (3) 1.19%-1.42% 0.67% Expected term (years) (4) 2.2-4.0 3.5-4.5 (1) Dividend yield - was based on the fact that the Company has not paid dividends to its stockholders in the past and does not expect to pay dividends to its stockholders in the future. (2) Expected volatility - was calculated based on actual historical stock price movements of companies in the same industry over the term that is equivalent to the expected term of the option. (3) Risk-free interest - based on yield rate of non-index linked U.S. Federal Reserve treasury stock. (4) Expected term - the expected term was based on the maturity date of the warrants. |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block] | Fair value measurement using significant unobservable inputs (Level 3): Fair value of warrants 2015 2014 Balance at January 1 $ 734 $ 253 Fair value of warrants issued during twelve months ended December 31 - 343 Change in fair value of warrants 962 138 Balance at December 31 $ 1,696 $ 734 |
TAXES ON INCOME (Tables)
TAXES ON INCOME (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial purposes and the amounts used for income tax purposes. Significant components of the Company’s deferred tax assets are as follows: December 31, 2015 2014 Deferred tax assets: Net operating loss carry forward $ 4,750 $ 3,886 Temporary differences 10 10 Deferred tax assets before valuation allowance 4,760 3,896 Valuation allowance (4,760 (3,896 Net deferred tax asset $ - $ - |
Schedule of Income before Income Tax, Domestic and Foreign [Table Text Block] | Year ended December 31, 2015 2014 Domestic $ 2,203 $ 1,821 Foreign 644 777 $ 2,847 $ 2,598 |
STOCKHOLDERS' DEFICIENCY (Table
STOCKHOLDERS' DEFICIENCY (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Schedule of Stock by Class [Table Text Block] | Composition of stock capital: December 31, 2015 December 31, 2014 Authorized Issued and Authorized Issued and number of shares Common stock of $ 0.001 par value 24,000,000 2,611,328 24,000,000 163,580 Series A-1 Preferred stock of $ 0.001 par value 400,000 - 400,000 222,620 Series A-2 Preferred stock of $ 0.001 par value 300,000 - 300,000 171,612 Series B-1 Preferred stock of $ 0.001 par value 4,650,000 - 4,650,000 - Series B-2 Preferred stock of $ 0.001 par value 12,650,000 - 12,650,000 - Series C Preferred stock of $ 0.001 par value 5,500,000 1,951,261 5,500,000 - |
Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Table Text Block] | Year ended 2015 2014 Research and development $ 22 $ 2 Selling and marketing 9 5 General and administrative 189 17 $ 220 $ 24 |
Employee Stock Option [Member] | |
Schedule of Share-based Payment Award, Employee Stock Purchase Plan, Valuation Assumptions [Table Text Block] | The fair value for options granted in 2015 and 2014 is estimated at the date of grant using a Black-Scholes-Merton options pricing model with the following weighted average assumptions: Year ended 2015 2014 Risk free interest 1.44%-1.61 1.96 Dividend yields 0 0 Volatility 65.3%-66.8 60 Expected term (in years) 6 6 |
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] | A summary of the Company's options activity and related information with respect to options granted to employees and directors during the years ended December 31, 2015 and 2014 are as follows: Year ended 2015 2014 Number of Weighted Number of Weighted Outstanding - beginning of the year 339,859 $ 3.30 322,542 $ 4.61 Granted 491,500 $ 2.57 37,145 $ 2.66 Exercised - $ - (8,571) $ 0.07 Expired or Forfeited (25,616) $ 5.05 (11,257) $ 41.3 Outstanding - end of the year 805,743 $ 2.80 339,859 $ 3.30 Exercisable at end of year 478,076 $ 3.18 302,714 $ 3.37 |
Non-employee Stock Option [Member] | |
Schedule of Share-based Payment Award, Employee Stock Purchase Plan, Valuation Assumptions [Table Text Block] | As of December 31, 2015, all options granted to non-employees are fully vested. The fair value of the Company's stock options granted to non-employees for the year ended December 31, 2014 was calculated using the following weighted average assumptions: Year ended 2015 2014 Dividend yield - 0 % Expected volatility - 60 % Risk-free interest - 1.73 % Expected term (years) - 10 |
Disclosure of Share-based Compensation Arrangements by Share-based Payment Award [Table Text Block] | Issuance date Options for Weighted Options Expiration date September 2006 500 $ 23.59 500 September 2016 April 2007 357 $ 24.21 357 April 2017 December 2007 1,500 $ 84.56 1,500 December 2017 April 2009 1,071 $ 72.45 1,071 April 2019 December 2010 786 $ 1.99 786 December 2020 March 2013 30,000 $ 1.96 30,000 March 2023 October 2013 1,000 $ 1.96 1,000 December 2023 February 2014 714 $ 1.96 714 February 2024 Total 35,928 $ 8.03 35,928 |
FINANCIAL EXPENSE, NET (Tables)
FINANCIAL EXPENSE, NET (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Other Income and Expenses [Abstract] | |
Schedule of Other Nonoperating Income (Expense) [Table Text Block] | Year ended 2015 2014 Interest on promissory notes $ 65 $ 372 Benefit component of promissory notes 384 885 Change in fair value of warrants 962 138 Other financial expense (income) 21 (8) $ 1,432 $ 1,387 |
GEOGRAPHIC INFORMATION AND MA31
GEOGRAPHIC INFORMATION AND MAJOR CUSTOMER DATA (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Segment Reporting [Abstract] | |
Schedule of Revenue from External Customers and Long-Lived Assets, by Geographical Areas [Table Text Block] | The Company manages its business on the basis of one reportable segment, and derives revenues from selling its products mainly through distributor agreements. The following is a summary of revenues within geographic areas: Year ended 2015 2014 United States $ 52 $ 83 Israel 14 28 Europe 28 46 India 7 11 Rest of the world 46 35 $ 147 $ 203 |
BASIC AND DILUTED NET LOSS PE32
BASIC AND DILUTED NET LOSS PER SHARE (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | Year ended 2015 2014 Net loss attributable to holders of Common stock as reported $ (2,884) $ (2,647) Weighted average number of shares of Common stock used in computing basic and diluted net loss per share $ 1,978,395 $ 155,009 Net loss per share of Common stock, basic and diluted $ (1.46) $ (17.08) |
GENERAL (Details Textual)
GENERAL (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Organization Consolidation And Presentation Of Financial Statements [Line Items] | ||
Net Income (Loss) Attributable to Parent | $ 2,884 | $ 2,647 |
Net Cash Provided by (Used in) Operating Activities, Continuing Operations | $ (1,480) | $ (900) |
SIGNIFICANT ACCOUNTING POLICI34
SIGNIFICANT ACCOUNTING POLICIES (Details) | 12 Months Ended |
Dec. 31, 2015 | |
Computer and Peripheral Equipment [Member] | |
Summery of Accumulated Depreciation percentage Over Useful life of the Assets [Line Items] | |
Accumulated Deprecation Percentage | 33.00% |
Office Furniture and Equipment [Member] | Maximum [Member] | |
Summery of Accumulated Depreciation percentage Over Useful life of the Assets [Line Items] | |
Accumulated Deprecation Percentage | 15.00% |
Office Furniture and Equipment [Member] | Minimum [Member] | |
Summery of Accumulated Depreciation percentage Over Useful life of the Assets [Line Items] | |
Accumulated Deprecation Percentage | 10.00% |
SIGNIFICANT ACCOUNTING POLICI35
SIGNIFICANT ACCOUNTING POLICIES (Details Textual) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | |
Summary of Inventory and Severance Costs [Line Items] | ||||
Inventory Write-down | $ 8 | $ 14 | ||
Severance Costs | $ 32 | $ 43 |
PREPAID EXPENSES AND OTHER AC36
PREPAID EXPENSES AND OTHER ACCOUNTS RECEIVABLE (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Summery of Prepaid Expenses and Other Accounts Receivable [Line Items] | ||
Prepaid expenses | $ 50 | $ 0 |
Other accounts receivable | 36 | 19 |
Prepaid Expense and Other Assets, Current | $ 86 | $ 19 |
PROPERTY AND EQUIPMENT, NET (De
PROPERTY AND EQUIPMENT, NET (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Cost: | ||
Property, Plant and Equipment, Gross | $ 110 | $ 109 |
Accumulated depreciation: | ||
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment | 100 | 91 |
Depreciated cost | 10 | 18 |
Computer and Peripheral Equipment [Member] | ||
Cost: | ||
Property, Plant and Equipment, Gross | 100 | 99 |
Accumulated depreciation: | ||
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment | 91 | 83 |
Office Furniture and Equipment [Member] | ||
Cost: | ||
Property, Plant and Equipment, Gross | 10 | 10 |
Accumulated depreciation: | ||
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment | $ 9 | $ 8 |
PROPERTY AND EQUIPMENT, NET (38
PROPERTY AND EQUIPMENT, NET (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Summary of Depreciation Expenses [Line Items] | ||
Depreciation | $ 9 | $ 9 |
OTHER ACCOUNTS PAYABLE (Details
OTHER ACCOUNTS PAYABLE (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Other Accounts Payable [Line Items] | ||
Employees and payroll accruals | $ 95 | $ 67 |
Accrued expenses | 47 | 551 |
Provision for taxes | 97 | 84 |
Other Accounts Payable and Accrued Liabilities | $ 239 | $ 702 |
COMMITMENTS AND CONTINGENT LI40
COMMITMENTS AND CONTINGENT LIABILITIES (Details) $ in Thousands | Dec. 31, 2015USD ($) |
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | |
2,016 | $ 30 |
2,017 | 15 |
Total | $ 45 |
COMMITMENTS AND CONTINGENT LI41
COMMITMENTS AND CONTINGENT LIABILITIES (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Operating Leased Assets [Line Items] | ||
Operating Leases, Rent Expense, Net, Total | $ 35 | $ 77 |
Contingent Obligation to Royalty | $ 492 | |
Maximum [Member] | ||
Operating Leased Assets [Line Items] | ||
Percentage of Royalty on sales | 3.50% | |
Minimum [Member] | ||
Operating Leased Assets [Line Items] | ||
Percentage of Royalty on sales | 3.00% |
CONVERTIBLE PROMISSORY NOTES (D
CONVERTIBLE PROMISSORY NOTES (Details Textual) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | |||||||||
Apr. 30, 2015 | Feb. 28, 2015 | Apr. 28, 2014 | Nov. 30, 2011 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2011 | Dec. 31, 2009 | Feb. 28, 2014 | Dec. 31, 2013 | Feb. 28, 2013 | |
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 563,910 | ||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 2.66 | ||||||||||
Warrants and Rights Outstanding | $ 1,696 | $ 734 | |||||||||
Percentage of Beneficial Ownership of Common Stock | 9.99% | ||||||||||
Proceeds from Convertible Debt | $ 3,150 | 0 | 900 | ||||||||
Proceeds from Issuance or Sale of Equity | 3,005 | $ 3,005 | $ 0 | ||||||||
Payments of Stock Issuance Costs | $ 145 | ||||||||||
Exercise Price One [Member] | |||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 420,000 | ||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 3 | ||||||||||
Exercise Price Two [Member] | |||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 420,000 | ||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 6 | ||||||||||
Amendment 1 [Member] | |||||||||||
Debt Instrument, Face Amount | $ 600 | ||||||||||
Amendment 2 [Member] | |||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 37,594 | ||||||||||
Debt Instrument, Face Amount | $ 900 | ||||||||||
Common Stock [Member] | |||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 37,594 | ||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 2.66 | ||||||||||
Debt Conversion, Converted Instrument, Shares Issued | 0 | ||||||||||
Stock Issued During Period, Shares, New Issues | 216,667 | 216,667 | |||||||||
Common Stock [Member] | Amendment 1 [Member] | |||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 37,594 | ||||||||||
Convertible B-1 Promissory Notes [Member] | |||||||||||
Proceeds from Notes Payable | $ 1,000 | ||||||||||
Debt Instrument, Interest Rate During Period | 10.00% | ||||||||||
Debt Instrument, Convertible, Conversion Price | $ 0.284 | ||||||||||
Convertible B-2 Promissory Notes [Member] | |||||||||||
Proceeds from Notes Payable | $ 1,557 | ||||||||||
Debt Instrument, Convertible, Conversion Price | $ 0.199 | ||||||||||
Debt Instrument Discount Rate | 30.00% | ||||||||||
Debt Instrument Benefit Component | $ 1,142 | ||||||||||
Series B1 Preferred Stock [Member] | Convertible B-1 Promissory Notes [Member] | |||||||||||
Debt Instrument, Maturity Date | Nov. 15, 2014 | ||||||||||
Series B1 Preferred Stock [Member] | B-1 Promissory Notes Member | |||||||||||
Debt Conversion, Converted Instrument, Shares Issued | 560,594 | ||||||||||
Series B Preferred Stock [Member] | |||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 2,319,062 | ||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.199 | ||||||||||
Discount Rate on Fair value of Preferred Stock | 30.00% | ||||||||||
Warrants and Rights Outstanding | $ 571 | ||||||||||
Warrants Expiration Period | Nov. 15, 2018 | ||||||||||
Series B2 Preferred Stock [Member] | B-2 Promissory Notes Member | |||||||||||
Debt Conversion, Converted Instrument, Shares Issued | 1,174,042 | ||||||||||
Series C Preferred Stock [Member] | |||||||||||
Debt Conversion, Converted Instrument, Shares Issued | 603,769 | ||||||||||
Stock Issued During Period, Shares, New Issues | 833,333 | ||||||||||
Series C Preferred Stock [Member] | B-1 Promissory Notes Member | |||||||||||
Debt Conversion, Converted Instrument, Shares Issued | 123,057 | ||||||||||
Series C Preferred Stock [Member] | B-2 Promissory Notes Member | |||||||||||
Debt Conversion, Converted Instrument, Shares Issued | 333,959 | ||||||||||
Convertible Common Stock [Member] | |||||||||||
Debt Conversion, Converted Instrument, Shares Issued | 2,131,081 |
FAIR VALUE MEASUREMENTS (Detail
FAIR VALUE MEASUREMENTS (Details) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | ||
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | |||
Dividend yield | [1] | 0.00% | 0.00% |
Expected volatility | [2] | 63.00% | |
Risk-free interest | [3] | 0.67% | |
Maximum [Member] | |||
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | |||
Expected volatility | [2] | 66.90% | |
Risk-free interest | [3] | 1.42% | |
Expected term (years) | [4] | 4 years | 4 years 6 months |
Minimum [Member] | |||
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | |||
Expected volatility | [2] | 64.20% | |
Risk-free interest | [3] | 1.19% | |
Expected term (years) | [4] | 2 years 2 months 12 days | 3 years 6 months |
[1] | Dividend yield - was based on the fact that the Company has not paid dividends to its stockholders in the past and does not expect to pay dividends to its stockholders in the future. | ||
[2] | Expected volatility - was calculated based on actual historical stock price movements of companies in the same industry over the term that is equivalent to the expected term of the option. | ||
[3] | Risk-free interest - based on yield rate of non-index linked U.S. Federal Reserve treasury stock. | ||
[4] | Expected term - the expected term was based on the maturity date of the warrants. |
FAIR VALUE MEASUREMENTS (Deta44
FAIR VALUE MEASUREMENTS (Details 1) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Change in fair value of warrants | $ (962) | $ (138) |
Warrant [Member] | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Balance at January 1, 2015 | 734 | 253 |
Fair value of warrants issued during twelve months ended December 31 | 0 | 343 |
Change in fair value of warrants | 962 | 138 |
Balance at December 30, 2015 | $ 1,696 | $ 734 |
FAIR VALUE MEASUREMENTS (Deta45
FAIR VALUE MEASUREMENTS (Details Textual) | Dec. 31, 2014$ / sharesshares |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | shares | 563,910 |
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 2.66 |
TAXES ON INCOME (Details)
TAXES ON INCOME (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Deferred tax assets: | ||
Net operating loss carry forward | $ 4,750 | $ 3,886 |
Temporary differences | 10 | 10 |
Deferred tax assets before valuation allowance | 4,760 | 3,896 |
Valuation allowance | (4,760) | (3,896) |
Net deferred tax asset | $ 0 | $ 0 |
TAXES ON INCOME (Details 1)
TAXES ON INCOME (Details 1) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Domestic | $ 2,203 | $ 1,821 |
Foreign | 644 | 777 |
Loss before taxes on income | $ (2,856) | $ (2,598) |
TAXES ON INCOME (Details Textua
TAXES ON INCOME (Details Textual) - USD ($) | 12 Months Ended | ||||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Operating Loss Carryforwards | $ 13,651 | ||||
Operating Loss Carryforwards, Limitations on Use | The federal operating loss can be offset against taxable income for 20 years. | ||||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 12.50% | 12.50% | 15.00% | 15.00% | |
Effective Income Tax Rate Reconciliation, Change in Enacted Tax Rate, Percent | 15.00% | ||||
Effective Income Tax Rate Reconciliation, Deduction, Extraterritorial Income Exclusion, Percent | 16.00% | ||||
Effective Income Tax Rate Reconciliation, Deduction, Dividend, Percent | 20.00% | ||||
Effective Income Tax Rate Reconciliation, Foreign Income Tax Rate Differential, Percent | 26.50% | 26.50% | |||
Minimum [Member] | |||||
Effective Income Tax Rate Reconciliation, Foreign Income Tax Rate Differential, Percent | 26.50% | ||||
Effective Income Tax Rate Reconciliation, Deduction, Percent, Total | 10.00% | ||||
Maximum [Member] | |||||
Effective Income Tax Rate Reconciliation, Foreign Income Tax Rate Differential, Percent | 25.00% | ||||
Effective Income Tax Rate Reconciliation, Deduction, Percent, Total | 25.00% | ||||
Development area A [Member] | |||||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 7.00% | 7.00% | 10.00% | 10.00% | |
Effective Income Tax Rate Reconciliation, Deduction, Extraterritorial Income Exclusion, Percent | 9.00% | ||||
Zone A [Member] | |||||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 5.00% | ||||
Other [Member] | |||||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 8.00% | ||||
Thereafter [Member] | |||||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 12.00% | ||||
Thereafter [Member] | Development area A [Member] | |||||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 6.00% |
STOCKHOLDERS' DEFICIENCY (Detai
STOCKHOLDERS' DEFICIENCY (Details) - shares | Dec. 31, 2015 | Dec. 31, 2014 |
Common stock, Authorized | 24,000,000 | 24,000,000 |
Common stock, Issued | 2,611,328 | 163,580 |
Common Stock, Outstanding | 2,611,328 | 163,580 |
Series A1 Preferred Stock [Member] | ||
Preferred stock, Authorized | 400,000 | 400,000 |
Preferred stock, Issued | 0 | 222,620 |
Preferred Stock, Outstanding | 0 | 222,620 |
Series A2 Preferred Stock [Member] | ||
Preferred stock, Authorized | 300,000 | 300,000 |
Preferred stock, Issued | 0 | 171,612 |
Preferred Stock, Outstanding | 0 | 171,612 |
Series B1 Preferred Stock [Member] | ||
Preferred stock, Authorized | 4,650,000 | 4,650,000 |
Preferred stock, Issued | 0 | 0 |
Preferred Stock, Outstanding | 0 | 0 |
Series B2 Preferred Stock [Member] | ||
Preferred stock, Authorized | 12,650,000 | 12,650,000 |
Preferred stock, Issued | 0 | 0 |
Preferred Stock, Outstanding | 0 | 0 |
Series C Preferred Stock [Member] | ||
Preferred stock, Authorized | 5,500,000 | 5,500,000 |
Preferred stock, Issued | 1,951,261 | 0 |
Preferred Stock, Outstanding | 1,951,261 | 0 |
STOCKHOLDERS' DEFICIENCY (Det50
STOCKHOLDERS' DEFICIENCY (Details 1) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Dividend yields | 0.00% | 0.00% |
Expected term (in years) | 0 years | 10 years |
Risk free interest | 0.00% | 1.73% |
Volatility | 0.00% | 60.00% |
Employee Stock Option [Member] | ||
Risk free interest, Minimum | 1.44% | |
Risk free interest, Maximum | 1.61% | |
Dividend yields | 0.00% | 0.00% |
Volatility, Minimum | 65.30% | |
Volatility, Maximum | 66.80% | |
Expected term (in years) | 6 years | 6 years |
Risk free interest | 1.96% | |
Volatility | 60.00% |
STOCKHOLDERS' DEFICIENCY (Det51
STOCKHOLDERS' DEFICIENCY (Details 2) - Employee Stock Option [Member] - $ / shares | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Number of options, Outstanding - beginning of the year | 339,859 | 322,542 |
Number of options, Granted | 491,500 | 37,145 |
Number of options, Exercised | 0 | (8,571) |
Number of options, Forfeited | (25,616) | (11,257) |
Number of options, Outstanding - end of the year | 805,743 | 339,859 |
Number of options, Exercisable at end of year | 478,076 | 302,714 |
Weighted average exercise price, Outstanding - beginning of the year | $ 3.30 | $ 4.61 |
Weighted average exercise price, Granted | 2.57 | 2.66 |
Weighted average exercise price, Exercised | 0 | 0.07 |
Weighted average exercise price, Expired or Forfeited | 5.05 | 41.3 |
Weighted average exercise price, Outstanding - end of the year | 2.80 | 3.30 |
Weighted average exercise price, Exercisable at end of year | $ 3.18 | $ 3.37 |
STOCKHOLDERS' DEFICIENCY (Det52
STOCKHOLDERS' DEFICIENCY (Details 3) - Consultant [Member] - Non-employee Stock Option [Member] | 12 Months Ended |
Dec. 31, 2014$ / sharesshares | |
Options for Common stock | 35,928 |
Weighted Average exercise price per share | $ / shares | $ 8.03 |
Options exercisable | 35,928 |
April 2005 [Member] | |
Expiration date | April 2,015 |
December 2005 [Member] | |
Expiration date | December 2,015 |
September 2006 [Member] | |
Options for Common stock | 500 |
Weighted Average exercise price per share | $ / shares | $ 23.59 |
Options exercisable | 500 |
Expiration date | September 2,016 |
April 2007 [Member] | |
Options for Common stock | 357 |
Weighted Average exercise price per share | $ / shares | $ 24.21 |
Options exercisable | 357 |
Expiration date | April 2,017 |
December 2007 [Member] | |
Options for Common stock | 1,500 |
Weighted Average exercise price per share | $ / shares | $ 84.56 |
Options exercisable | 1,500 |
Expiration date | December 2,017 |
April 2009 [Member] | |
Options for Common stock | 1,071 |
Weighted Average exercise price per share | $ / shares | $ 72.45 |
Options exercisable | 1,071 |
Expiration date | April 2,019 |
December 2010 [Member] | |
Options for Common stock | 786 |
Weighted Average exercise price per share | $ / shares | $ 1.99 |
Options exercisable | 786 |
Expiration date | December 2,020 |
March 2013 [Member] | |
Options for Common stock | 30,000 |
Weighted Average exercise price per share | $ / shares | $ 1.96 |
Options exercisable | 30,000 |
Expiration date | March 2,023 |
October 2013 [Member] | |
Options for Common stock | 1,000 |
Weighted Average exercise price per share | $ / shares | $ 1.96 |
Options exercisable | 1,000 |
Expiration date | December 2,023 |
February 2014 [Member] | |
Options for Common stock | 714 |
Weighted Average exercise price per share | $ / shares | $ 1.96 |
Options exercisable | 714 |
Expiration date | February 2,024 |
STOCKHOLDERS' DEFICIENCY (Det53
STOCKHOLDERS' DEFICIENCY (Details 4) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Dividend yield | 0.00% | 0.00% |
Expected volatility | 0.00% | 60.00% |
Risk-free interest | 0.00% | 1.73% |
Expected term (years) | 0 years | 10 years |
STOCKHOLDERS' DEFICIENCY (Det54
STOCKHOLDERS' DEFICIENCY (Details 5) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Stock-based compensation | $ 220 | $ 24 |
Research and Development Expense [Member] | ||
Stock-based compensation | 22 | 2 |
Selling and Marketing Expense [Member] | ||
Stock-based compensation | 9 | 5 |
General and Administrative Expense [Member] | ||
Stock-based compensation | $ 189 | $ 17 |
STOCKHOLDERS' DEFICIENCY (Det55
STOCKHOLDERS' DEFICIENCY (Details Textual) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | 23 Months Ended | |||||||
Apr. 30, 2015 | Feb. 28, 2015 | Nov. 30, 2014 | Feb. 28, 2014 | Nov. 30, 2011 | Nov. 30, 2004 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2014 | Feb. 28, 2013 | |
Class of Stock [Line Items] | ||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 563,910 | 563,910 | ||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 2.66 | $ 2.66 | ||||||||
Proceeds from Issuance or Sale of Equity | $ 3,005 | $ 3,005 | $ 0 | |||||||
Payments of Stock Issuance Costs | 145 | |||||||||
Equity Method Investment, Aggregate Cost | $ 3,150 | |||||||||
Convertible Preferred Stock, Shares Issued upon Conversion | 333,959 | |||||||||
Stockholders' Equity, Reverse Stock Split | seven (7) for one (1) (i.e., seven shares of Common stock, $ 0.001 nominal value each, will be combined into one share of Common stock $ 0.001 nominal value). | |||||||||
Warrants Issued To Puchase of Common Stock, Shares | 2,319,062 | 563,910 | ||||||||
Common Stock, Capital Shares Reserved for Future Issuance | 714,286 | 400,000 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 10 years | 10 years | 10 years | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 250,404 | |||||||||
Employee Stock Option [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Granted in Period, Fair Value | $ 2 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 8 years 4 months 24 days | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | $ 2,564 | $ 651 | $ 651 | |||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Total | $ 497 | |||||||||
Common Stock [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Stock Issued During Period, Shares, New Issues | 216,667 | 216,667 | ||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 37,594 | |||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 2.66 | |||||||||
Conversion of Stock, Shares Issued | 2,131,081 | 2,131,081 | ||||||||
Stock Issued During Period, Shares, Issued for Services | 100,000 | 100,000 | ||||||||
Exercise Price One [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 420,000 | |||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 3 | |||||||||
Exercise Price Two [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 420,000 | |||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 6 | |||||||||
Series C Preferred Stock [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Stock Issued During Period, Shares, New Issues | 833,333 | |||||||||
Convertible Preferred Stock, Shares Issued upon Conversion | 603,769 | 123,057 | ||||||||
Stock Issued During Period, Shares, Issued for Services | 57,143 | |||||||||
Preferred Stock, Conversion Basis | Each share of Series C Preferred stock is convertible into one share of Common stock (subject to adjustment) at any time at the option of the holders, provided that each holder would be prohibited from converting Series C Preferred stock into shares of Common stock if, as a result of such conversion, any such holder, together with its affiliates, would own more than 9.99% of the total number of shares of Common stock then issued and outstanding. | |||||||||
Preferred Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 | $ 0.001 | |||||||
Series B-1 Preferred Stock [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Convertible Preferred Stock, Shares Issued upon Conversion | 560,594 | |||||||||
Series B-2 Preferred Stock [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Convertible Preferred Stock, Shares Issued upon Conversion | 1,174,042 |
FINANCIAL EXPENSE, NET (Details
FINANCIAL EXPENSE, NET (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Interest on promissory notes | $ 65 | $ 372 |
Benefit component of promissory notes | 384 | 885 |
Change in fair value of warrants | 962 | 138 |
Other financial expense (income) | 21 | (8) |
Financial expense, net | $ 1,432 | $ 1,387 |
GEOGRAPHIC INFORMATION AND MA57
GEOGRAPHIC INFORMATION AND MAJOR CUSTOMER DATA (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenues | $ 147 | $ 203 |
United States | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenues | 52 | 83 |
Israel | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenues | 14 | 28 |
Europe | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenues | 28 | 46 |
India | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenues | 7 | 11 |
Rest of the world | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenues | $ 46 | $ 35 |
GEOGRAPHIC INFORMATION AND MA58
GEOGRAPHIC INFORMATION AND MAJOR CUSTOMER DATA (Details Textual) | 12 Months Ended |
Dec. 31, 2015 | |
Customer Concentration Risk [Member] | Sales Revenue, Net [Member] | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |
Concentration Risk, Percentage | 10.00% |
BASIC AND DILUTED NET LOSS PE59
BASIC AND DILUTED NET LOSS PER SHARE (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Net loss attributable to holders of Common stock as reported | $ (2,884) | $ (2,647) |
Weighted average number of shares of Common stock used in computing basic and diluted net loss per share | 1,978,395 | 155,009 |
Net loss per share of Common stock, basic and diluted | $ (1.46) | $ (17.08) |