FAIR VALUE MEASURMENTS | 3 Months Ended |
Mar. 31, 2015 |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASURMENTS | | NOTE 4:- | FAIR VALUE MEASURMENTS | | |
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ASC 820, "Fair Value Measurements and Disclosures" ("ASC 820"), defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required to be recorded at fair value, the Company considers the principal or most advantageous market in which it would transact and considers assumptions that market participants would use when pricing the asset or liability, such as inherent risk, transfer restrictions and risk of nonperformance. |
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ASC 820 also establishes a fair value hierarchy that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. A financial instrument's categorization within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. ASC 820 establishes three levels of inputs that may be used to measure fair value. |
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| Level 1 - | quoted prices in active markets for identical assets or liabilities; | | |
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| Level 2 - | inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices in active markets for similar assets or liabilities, quoted prices for identical or similar assets or liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; or | | |
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| Level 3 - | unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets and liabilities. | | |
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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 Note holders warrants to purchase 37,594 shares of Common stock. The exercise price at which the warrants may be exercised is $ 2.66 per share, subject to adjustment for stock splits, fundamental transactions or similar events including "down round" protection. The warrants expire within a period of five years, based on the issuance date. |
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During February 2013 through December 2014, the Company had signed a second, third, fourth, fifth, 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 shares of Common stock per amendment in consideration for an additional $ 100 per amendment. |
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As of December 31, 2014, the Company had issued a total of 563,910 warrants to purchase shares of Common stock to the holders of The Notes. |
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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 expense. |
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In estimating the warrants' fair value, the Company used the following assumptions: |
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| | Issuance date and | | |
March 31, | | |
| | 2015 | | |
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Dividend yield (1) | | 0% | | |
Expected volatility (2) | | 63-67% | | |
Risk-free interest (3) | | 0.89-1.37% | | |
Expected term (years) (4) | | 3.25-4.25 | | |
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| -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. | | |
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| -2 | Expected volatility - was calculated based on actual historical stock price movements of companies in the same industry over a term that is equivalent to the expected term of the warrant. | | |
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| -3 | Risk-free interest – was based on yield rate of non-index linked U.S. Federal Reserve treasury stock. | | |
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| -4 | Expected term - was based on the maturity date of the warrants. | | |
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Fair value measurement using significant unobservable inputs (Level 3): |
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| | Fair value of | |
warrants to |
Common stock |
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Balance at January 1, 2015 | | $ | 734 | |
Change in fair value of warrants | | | (25 | ) |
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Balance at March 31, 2015 | | $ | 709 | |
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In addition, the Company’s financial instruments also include cash and cash equivalents, trade receivables, prepaid expenses and other accounts receivable, accounts payable and other accounts payable. The fair value of these financial instruments was not materially different from their carrying values as of March 31, 2015 due to the short-term maturities of such instruments. |