Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Nov. 30, 2013 | Feb. 03, 2014 | 31-May-13 | |
Document Type | '10-K | ' | ' |
Amendment Flag | 'false | ' | ' |
Document Period End Date | 30-Nov-13 | ' | ' |
Trading Symbol | 'orgs | ' | ' |
Entity Registrant Name | 'Orgenesis Inc. | ' | ' |
Entity Central Index Key | '0001460602 | ' | ' |
Current Fiscal Year End Date | '--11-30 | ' | ' |
Entity Filer Category | 'Smaller Reporting Company | ' | ' |
Entity Common Stock, Shares Outstanding | ' | 51,394,621 | ' |
Entity Current Reporting Status | 'Yes | ' | ' |
Entity Voluntary Filers | 'No | ' | ' |
Entity Well Known Seasoned Issuer | 'No | ' | ' |
Entity Public Float | ' | ' | $25,016,766 |
Document Fiscal Year Focus | '2013 | ' | ' |
Document Fiscal Period Focus | 'FY | ' | ' |
CONDENSED_CONSOLIDATED_BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (USD $) | Nov. 30, 2013 | Nov. 30, 2012 |
CURRENT ASSETS: | ' | ' |
Cash and cash equivalents | $50,827 | $347 |
Short term deposits | 10,002 | 10,002 |
Prepaid expenses and other accounts receivable | 36,908 | 28,249 |
Total current assets | 97,737 | 38,598 |
FUNDS IN RESPECT OF RETIREMENT BENEFIT OBLIGATION | 3,630 | 1,296 |
PROPERTY AND EQUIPMENT, NET | 12,854 | 8,273 |
Total assets | 114,221 | 48,167 |
CURRENT LIABILITIES: | ' | ' |
Accounts payable | 138,775 | 135,791 |
Accrued expenses | 386,122 | 73,138 |
Employees and related payables | 155,100 | 75,879 |
Related parties | 42,362 | 42,362 |
Loan | 264,050 | 0 |
Total current liabilities | 986,409 | 327,170 |
LONG-TERM LIABILITIES | ' | ' |
Warrants | 1,157,954 | 0 |
Retirement benefit obligations | 4,272 | 1,553 |
Total long-term liabilities | 1,162,226 | 1,553 |
Total liabilities | 2,148,635 | 328,723 |
STOCKHOLDERS' DEFICIENCY: | ' | ' |
Common stock of $0.0001 par value - authorized: 1,750,000,000 shares at November 30, 2013 and 2012; issued and outstanding: 51,144,621 and 49,117,903 shares at November 30, 2013 and 2012, respectively | 5,114 | 4,912 |
Additional paid-in capital | 8,635,447 | 4,850,348 |
Deficit accumulated during the development stage | -10,674,975 | -5,135,816 |
Total Stockholders' deficiency | -2,034,414 | -280,556 |
Total liabilities net of Stockholders' deficiency | $114,221 | $48,167 |
CONDENSED_CONSOLIDATED_BALANCE1
CONDENSED CONSOLIDATED BALANCE SHEETS PARENTHETICALS (USD $) | Nov. 30, 2013 | Nov. 30, 2012 |
Common Stock, par or stated value | $0.00 | $0.00 |
Common Stock, shares authorized | 1,750,000,000 | 1,750,000,000 |
Common Stock, shares issued | 51,144,621 | 49,117,903 |
Common Stock, shares outstanding | 51,144,621 | 49,117,903 |
CONDENSED_CONSOLIDATED_STATEME
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (USD $) | 12 Months Ended | 66 Months Ended | |
Nov. 30, 2013 | Nov. 30, 2012 | Nov. 30, 2013 | |
RESEARCH AND DEVELOPMENT EXPENSES | $1,452,456 | $2,308,811 | $3,761,267 |
GENERAL AND ADMINISTRATIVE EXPENSES | 4,008,046 | 2,679,748 | 6,825,467 |
OPERATING LOSS | 5,460,502 | 4,988,559 | 10,586,734 |
FINANCIAL EXPENSE, NET | 78,657 | 9,584 | 88,241 |
NET LOSS AND COMPREHENSIVE LOSS FOR THE PERIOD | $5,539,159 | $4,998,143 | $10,674,975 |
BASIC AND DILUTED LOSS PER COMMON STOCK | $0.11 | $0.09 | ' |
WEIGHTED AVERAGE NUMBER OF SHARES USED IN COMPUTATION OF BASIC AND DILUTED LOSS PER STOCK: | 50,483,814 | 54,265,224 | ' |
CONDENSED_CONSOLIDATED_STATEME1
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' CAPITAL EQUITY/DEFICIENCY (USD $) | Common Stock [Member] | Additional paid-in capital [Member] | Deficit accumulated during the development stage [Member] | Total |
Beginning Balance at Jun. 05, 2008 | ' | ' | ' | ' |
Shares issued to founder on June 5, 2008 $0.000357 Per Share | $5,600 | $14,400 | ' | $20,000 |
Shares issued to founder on June 5, 2008 $0.000357 Per Share (Shares) | 56,000,000 | ' | ' | ' |
Private Placement at 0.00143$ Per Share | 2,450 | 32,550 | ' | 35,000 |
Private Placement at 0.00143$ Per Share (Shares) | 24,500,000 | ' | ' | ' |
Net loss for the period- Comprehensive loss | ' | ' | -65,321 | -65,321 |
Ending Balance at Nov. 30, 2010 | 8,050 | 46,950 | -65,321 | -10,321 |
Ending Balance (Shares) at Nov. 30, 2010 | 80,500,000 | ' | ' | ' |
Net loss for the period- Comprehensive loss | ' | ' | -72,352 | -72,352 |
Ending Balance at Nov. 30, 2011 | 8,050 | 46,950 | -137,673 | -82,673 |
Beginning Balance (Shares) at Nov. 30, 2011 | 80,500,000 | ' | ' | ' |
Shares cancelled | -3,387 | 3,387 | ' | ' |
Shares cancelled (Shares) | -33,873,049 | ' | ' | ' |
Warrants and shares issued for cash, net of issuance expenses | 110 | 1,071,551 | ' | 1,071,661 |
Warrants and shares issued for cash, net of issuance expenses (Shares) | 1,100,000 | ' | ' | ' |
Stock based compensation related to options granted to employees | ' | 2,976,922 | ' | 2,976,922 |
Stock-based compensation related to options granted to consultant | ' | 242,055 | ' | 242,055 |
Shares issued for services | 139 | 509,483 | ' | 509,622 |
Shares issued for services (Shares) | 1,390,952 | ' | ' | ' |
Net loss for the period- Comprehensive loss | ' | ' | -4,998,143 | -4,998,143 |
Ending Balance at Nov. 30, 2012 | 4,912 | 4,850,348 | 5,135,816 | -280,556 |
Ending Balance (Shares) at Nov. 30, 2012 | 49,117,903 | ' | ' | ' |
Stock-based compensation expenses related to options granted to employees and directors | ' | 2,795,655 | ' | 2,795,655 |
Stock-based compensation related to options granted to consultant | ' | 316,312 | ' | 316,312 |
Warrants and shares issued for cash | 202 | 666,988 | ' | 667,190 |
Warrants and shares issued for cash (Shares) | 2,026,718 | ' | ' | ' |
Shares to be issued for services rendered | ' | 6,144 | ' | 6,144 |
Net loss for the period- Comprehensive loss | ' | ' | -5,539,159 | -5,539,159 |
Ending Balance at Nov. 30, 2013 | $5,114 | $8,635,447 | ($10,674,975) | ($2,034,414) |
Ending Balance (Shares) at Nov. 30, 2013 | 51,144,621 | ' | ' | ' |
CONDENSED_CONSOLIDATED_STATEME2
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 12 Months Ended | 66 Months Ended | |
Nov. 30, 2013 | Nov. 30, 2012 | Nov. 30, 2013 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ' | ' | ' |
Net loss | ($5,539,159) | ($4,998,143) | ($10,674,975) |
Adjustments required to reconcile net loss to net cash used in operating activities: | ' | ' | ' |
Write-off of website development costs | 0 | 0 | 15,000 |
Stock-based compensation expenses related to options granted to employees | 2,795,655 | 2,976,922 | 5,772,577 |
Stock-based compensation expenses related to options granted to consultants | 316,312 | 242,055 | 558,367 |
Increase in accrued severance pay, Net | 2,719 | 1,553 | 4,272 |
Shares issued for services rendered | 6,144 | 509,622 | 515,766 |
Depreciation | 3,257 | 1,406 | 4,663 |
Change in fair value of warrants liabilities | -133,316 | 0 | -133,316 |
Interest expenses due to loan | 172,510 | 0 | 172,510 |
Changes in operating assets and liabilities: | ' | ' | ' |
Increase in prepaid expenses and accounts receivable | -8,659 | -27,184 | -36,908 |
Increase in accounts payable | 2,984 | 91,278 | 138,775 |
Increase in accrued expenses | 312,984 | 68,138 | 386,122 |
Increase in related parties | 0 | 6,862 | 42,362 |
Increase in employees and related payables | 79,221 | 75,879 | 155,100 |
Net cash used in operating activities | -1,989,348 | -1,051,612 | -3,079,685 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ' | ' | ' |
Purchase of fixed assets | -7,838 | -9,679 | -17,517 |
Website development costs | 0 | 0 | -15,000 |
Investment in short term deposits | 0 | -10,002 | -10,002 |
Amounts funded in respect of retirement benefits obligations | -2,334 | -1,296 | -3,630 |
Net cash used in investing activities | -10,172 | -20,977 | -46,149 |
CASH FLOWS FROM FINANCING ACTIVITIES: | ' | ' | ' |
Proceeds from Warrants and shares issued for cash | 1,800,000 | 1,071,661 | 2,926,661 |
Proceeds from loan received and warrants issued for cash | 250,000 | 0 | 250,000 |
Net cash provided by financing activities | 2,050,000 | 1,071,661 | 3,176,661 |
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 50,480 | -928 | 50,827 |
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD | 347 | 1,275 | 0 |
CASH AND CASH EQUIVALENTS AT END OF PERIOD | $50,827 | $347 | $50,827 |
SIGNIFICANT_ACCOUNTING_POLICIE
SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended | ||
Nov. 30, 2013 | |||
SIGNIFICANT ACCOUNTING POLICIES [Text Block] | ' | ||
NOTE 1 - SIGNIFICANT ACCOUNTING POLICIES: | |||
a. | General: | ||
Orgenesis Inc. (“the Company”), incorporated in the state of Nevada on June 5, 2008 is developing a new technology for regeneration of functional insulin-producing cells, thus, enabling normal glucose regulated insulin secretion, via cell therapy. | |||
On October 11, 2011, the Company incorporated a wholly-owned subsidiary in Israel, Orgenesis Ltd. (the "Subsidiary"), which is engaged in research and development. | |||
On February 2, 2012, the Subsidiary entered into an agreement with Tel Hashomer Medical Research, Infrastructure and Services Ltd (the "Licensor"). The Subsidiary was granted a worldwide royalty bearing, exclusive license to certain information regarding a molecular and cellular approach directed at converting liver cells into functional insulin producing cells, as treatment for diabetes. | |||
On July 31, 2013, the Company incorporated a wholly-owned subsidiary in Maryland named Orgenesis Inc., (the “US Subsidiary”) which will be engaged in research and development. The US subsidiary has not commenced its operation yet. | |||
On October 11, 2013, Orgenesis Ltd. incorporated a wholly-owned subsidiary in Belgium, Orgenesis SPRL (the “Belgium Subsidiary”), which will be engaged in development and manufacturing activities together with the clinical studies in Europe, and later on to be our center for our activities in Europe. The Belgium subsidiary has not commenced its operation yet. | |||
Unless the context indicates otherwise, the term “Group” refers to Orgenesis Inc. and its subsidiaries, Orgenesis Ltd (the “Subsidiary”), Orgenesis Inc. (The “US subsidiary” in Maryland) and Orgenesis SPRL (The “Belgium Subsidiary”). | |||
The Group is engaged in research and development in the biotechnology field and is considered a development stage Company in accordance with ASC Topic 915 “Development Stage Entities”. The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. The Company has net losses for the period from inception (June 5, 2008) through November 30, 2013, of $10,674,975 as well as a negative cash flow from operating activities. Presently, the Company does not have sufficient cash resources to meet its plans in the twelve months following November 30, 2013. These factors raise substantial doubt about the Company's ability to continue as a going concern. Management is in the process of evaluating various financing alternatives, as the Company will need to finance future research and development activities and general and administrative expenses through fund raising in the public or private equity markets. Although there is no assurance that the Company will be successful with those initiatives, management believes that it will be able to secure the necessary financing as a result of ongoing financing discussions with third party investors and existing shareholders, including via future exercise of 2,926,718 warrants for a total amount of $1,543,893 as mentioned in note 3(b). During December 2013, the company raised capital of $445,000. See note 14(4) | |||
These consolidated financial statements do not include any adjustments that may be necessary should the Company be unable to continue as a going concern. The Company's continuation as a going concern is dependent on its ability to obtain additional financing as may be required and ultimately to attain profitability. If the Company is unsuccessful in raising additional financing, it may need to curtail, discontinue or cease operations. If the Company is unsuccessful in raising additional financing it may need to curtail, discontinue or cease operating. | |||
b. | Basis Of Presentation | ||
The consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”). | |||
c. | Use of estimates in the preparation of financial statements | ||
The preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the financial statements date and the reported expenses during the reporting periods. Actual results could differ from those estimates. | |||
As applicable to these consolidated financial statements, the most significant estimates and assumptions relate to the valuation of stock based compensation and warrants issued . | |||
d. | Research and development | ||
Research and development expenses include costs directly attributable to the conduct of research and development programs, including the cost of salaries, stock-based compensation expenses, payroll taxes and other employees' benefits, lab expenses, consumable equipment and consulting fees. All costs associated with research and developments are expensed as incurred. | |||
e. | Principles of consolidation | ||
The consolidated financial statements include the accounts of the Company and its wholly- owned Subsidiaries. All inter-Company transactions and balances have been eliminated in consolidation. | |||
f. | Functional currency | ||
The currency of the primary economic environment in which the operations of the Company and its subsidiaries are conducted is the US dollar (“$” or “dollar”). The Belgium Subsidiary has only commenced immaterial operations. | |||
Most of the Group's expenses are incurred in dollars and source of the Group's financing has been provided in dollars. Thus, the functional currency of the Company and its subsidiaries is the dollar. | |||
Transactions and balances originally denominated in dollars are presented at their original amounts. Balances in foreign currencies are translated into dollars using historical and current exchange rates for non-monetary and monetary balances, respectively. For foreign transactions and other items reflected in the statements of operations, the following exchange rates are used: (1) for transactions – exchange rates at transaction dates or average rates and (2) for other items (derived from non-monetary balance sheet items such as depreciation) – historical exchange rates. The resulting transaction gains or losses are carried to financial income or expenses, as appropriate. | |||
g. | Income Taxes | ||
1 | Deferred taxes | ||
Income taxes are computed using the asset and liability method. Under the asset and liability method, deferred income tax assets and liabilities are determined based on the differences between the financial reporting and tax bases of assets and liabilities and are measured using the currently enacted tax rates and laws. A valuation allowance is recognized to the extent that it is more likely than not that the deferred taxes will not be realized in the foreseeable future. It is the Company’s policy to classify interest and penalties on income taxes as interest expense or penalties expense. The Company has provided a full valuation allowance with respect to its deferred tax assets. | |||
2 | Uncertainty in income tax | ||
The Company follows a two-step approach to recognizing and measuring uncertain tax positions. The first step is to evaluate the tax position for recognition by determining if the available evidence indicates that it is more likely than not that the position will be sustained on examination. If this threshold is met, the second step is to measure the tax position as the largest amount that is greater than 50% likely of being realized upon ultimate settlement. | |||
3 | Taxes that would apply in the event of disposal of investment in subsidiaries have not been taken into account in computing the deferred income taxes, as it is the Company’s intent and ability to hold these investments. | ||
h. | Stock-Based Compensation | ||
The Company accounts for employee stock-based compensation in accordance with the guidance of ASC Topic 718, Compensation which requires all share-based payments to employees, including grants of employee stock options, to be recognized in the financial statements based on their grant date fair values. The fair value of the equity instrument is charged to compensation expense and credited to additional paid-in capital over the period during which services are rendered. | |||
The Company follows ASC Topic 505-50, formerly EITF 96-18, “Accounting for Equity Instruments that are Issued to Other than Employees for Acquiring, or in Conjunction with Selling Goods and Services,” for stock options and warrants issued to consultants and other non- employees. In accordance with ASC Topic 505-50, these stock options issued as compensation for services provided to the Company are accounted for based upon the fair value of the options. The fair value of the options granted is measured on a final basis at the end of the related service period and is recognized over the related service period using the straight-line method. | |||
i. | Warrants issued as part of capital raisings that are classified as a liability | ||
Warrants that entitle the holder to down-round protection (through ratchet and anti-dilution provisions) are classified as liabilities in the statement of financial position. The liability is measured both initially and in subsequent periods at fair value, with changes in fair value charged to finance expenses, net. See note 8. | |||
j. | Fair value measurement: | ||
Fair value is based on the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. In order to increase consistency and comparability in fair value measurements, the guidance establishes a fair value hierarchy that prioritizes observable and unobservable inputs used to measure fair value into three broad levels, which are described as follows: | |||
Level 1: Quoted prices (unadjusted) in active markets that are accessible at the measurement date for assets or liabilities. The fair value hierarchy gives the highest priority to Level 1 inputs. | |||
Level 2: Observable prices that are based on inputs not quoted on active markets, but corroborated by market data. | |||
Level 3: Unobservable inputs are used when little or no market data is available. The fair value hierarchy gives the lowest priority to Level 3 inputs. | |||
As of November 30, 2013 the assets or liabilities measured at Level 3 fair value comprise of warrants. In determining fair value, the Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible. | |||
k. | Property and equipment | ||
Property and equipment are recorded at cost and depreciated by the straight-line method over the estimated useful lives of the assets. | |||
Annual rates of depreciation are as follows: | |||
Computers | 33% | ||
Lab equipment | 15% | ||
Office furniture | 6% | ||
l. | Loss per common stock | ||
Basic and diluted net loss per common stock is computed by dividing the net loss for the period by the weighted average number of shares of common stock outstanding. Outstanding stock options and warrants have been excluded from the calculation of the diluted loss per share because all such securities are anti-dilutive for all periods presented. The total number of common stock options and warrants excluded from the calculation of diluted net loss per share was 15,245,531 for the year ended November 30, 2013 ( 7,883,198 for the year ended November 30, 2012). | |||
m. | Concentration of credit risk | ||
Financial instruments that potentially subject the Company to concentration of credit risk consist principally cash and cash equivalent and bank deposits. The Company held these instruments with highly rated financial institutions. The Company has not experienced any credit losses in these accounts and does not believe it is exposed to any significant credit risk on these instruments. | |||
n. | Newly issued and recently adopted Accounting Pronouncements | ||
In February 2013, the Financial Accounting Standards Board issued Accounting Standards Update (ASU) 2013-02, Comprehensive Income (Topic 220): Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income (“ASU 2013-02”). This update requires an entity to provide information about the amounts reclassified out of accumulated other comprehensive income by component. In addition, ASU 2013-02 requires presentation, either on the face of the income statement or in the notes, of significant amounts reclassified out of accumulated other comprehensive income by respective line items of net income, but only if the amounts reclassified are required to be reclassified in their entirety in the same reporting period. For amounts that are not required to be reclassified in their entirety to net income, an entity is required to cross- reference to other disclosures that provide additional details about these amounts. The amendments in ASU 2013-02 will be effective prospectively for annual reporting periods beginning after December 15, 2012, and interim periods within those annual periods. ASU 2013-02 is effective for the Company on November 30, 2013. The adoption of ASU 2013-02 does not have a material effect on the consolidated financial statement presentation. |
COMMITMENTS
COMMITMENTS | 12 Months Ended | ||
Nov. 30, 2013 | |||
COMMITMENTS [Text Block] | ' | ||
NOTE 2 – COMMITMENTS | |||
1 | On February 2, 2012 the Subsidiary entered into a licensing agreement with the Licensor. According to the agreement, the Subsidiary was granted a worldwide royalty bearing, exclusive license to certain information regarding a molecular and cellular approach directed at converting liver cells into functional insulin producing cells, as treatment for diabetes. | ||
As consideration for the licensed information, the Subsidiary will pay the following to the Licensor: | |||
a. | A royalty of 3.5% of net sales. | ||
b. | 16% of all sublicensing fees received. | ||
c. | An annual license fee of $15,000, which commenced on January 1, 2012 and shall be paid once every year thereafter (the "Annual Fee").The Annual Fee is non-refundable, but it shall be credited each year due, against the royalty noted above, to the extent that such are payable, during that year. | ||
d. | Milestone payments as follows: | ||
1 | $50,000 on the date of initiation of phase I clinical trials in human subjects; | ||
2 | $50,000 on the date of initiation of phase II clinical trials in human subjects; | ||
3 | $150,000 on the date of initiation of phase III clinical trials in human subjects; | ||
4 | $750,000 on the date of initiation of issuance of an approval for marketing of the first product by the FDA. | ||
5 | $2,000,000, when worldwide net sales of Products have reached the amount of $150,000,000 for the first time, (The "Sales Milestone"). | ||
As of November 30, 2013 the Company has not reached these milestones . | |||
In the event of closing of an acquisition of all of the issued and outstanding share capital of the Subsidiary of the Company and/or consolidation of the Subsidiary or the Company into or with another corporation ("Exit"), the Licensor shall be entitled to choose whether to receive from the Company a one-time payment based, as applicable, on the value of either 5,563,809 shares of Common Stock of the Company at the time of the Exit or the value of 1,000 shares of common stock of the Subsidiary at the time of the Exit. | |||
2 | On February 2, 2012 the Company entered into an agreement with Mintz, Levin, Ferris, Glovsky and Popeo, P.c. for professional services related to the patent registration. In addition to an amount of $80,000 paid to this service provider, the Company issued 1,390,952 shares of common stock that will be held in escrow for two years. As a result of the escrow, the fair value of these shares issued for services were $509,622 based on a 34.57% discount calculated, on the price per share on February 2, 2012. The Company will pay an additional $50,000 upon consummation of the earlier of: | ||
1 | The purchase of all the Company's common shares and/or amalgamation of the Company or the Subsidiary into or with another corporation. | ||
2 | The Company sublicensing the technology to a non-affiliate of the Company. | ||
3 | $20,000 upon each of the following milestones (but in any event no more than $50,000 in total): | ||
1 | Initiation by the Company of phase I clinical trials for the Company's product in human subjects. | ||
2 | Initiation by the Company of phase II clinical trials in human subjects. | ||
3 | Initiation by the Company of phase III clinical trials in human subjects. | ||
As of November 30, 2013 the Company has not reached these milestones. | |||
3 | On February 2, 2012, the Company entered into a consultancy agreement with Weinberg Dalyo Inc. for financial consulting services for a consideration of $3,000 per month. During the period of this agreement, if the consultant locates an investor, which the Company enters into a binding investment agreement, the consultant is entitled to a bonus of 1.5% from the total investment in cash. During 2013 the fee has been updated to $12,500 per month. | ||
4 | On February 2, 2012, the Subsidiary entered into an employment agreement (the “Ferber Employment Agreement”) with Prof. Sarah Ferber. Pursuant to the Ferber Employment Agreement, Prof. Ferber agrees to serve as our Chief Scientific Officer. Prof. Ferber will be paid a gross salary of NIS (Israeli shekel) 36,000 per month, which is approximately $10,217 based on an exchange rate of 1 NIS equals $0.2838 as of November 30, 2013. In the event the Company completes a financing of at least $1,000,000 (in addition to the $1.5 million private placement in February 2012), Prof. Ferber’s salary will double. On May 6 2013, the Company completed a financing of over $1,000,000, therefore. Prof. Ferber will be paid a gross salary of NIS (Israeli shekel) 72,000 per month, which is approximately $20,433 based on an exchange rate of 1 NIS equals $0.2838 as of November 30, 2013. | ||
5 | On February 2, 2012, the Subsidiary entered into a compensation agreement (the “Caplan Compensation Agreement”) with Ms. Caplan. Pursuant to the Caplan Compensation Agreement, Ms. Caplan agrees to serve as a director of our Company. Ms. Caplan will be paid a gross salary of NIS (Israeli shekel) 10,000 per month, which is approximately $2,838 based on an exchange rate of 1 NIS equals $0.2838 as of November 30, 2013. In the event the Company completes a financing of at least $2,000,000, Ms. Caplan will be paid a onetime bonus of $100,000. On May 6, 2013 the Company completed a financing of over $2,000,000. Therefore the Company has recorded an expense of $100,000. | ||
6 | On March 22, 2012 the Subsidiary entered into a research service agreement with the Licensor. According to the agreement, the Licensor will perform a study at the facilities and use the equipment and personnel of the Chaim Sheba Medical Center (the "Hospital"), for the total consideration of approximately $74,000 for a year. On May 1, 2013 the Subsidiary renewed the research agreement for the total annual consideration of approximately $92,000. | ||
7 | On April 17, 2012 the Company entered into an agreement with Yaron Adler to serve as a director in the Company's board of directors for a consideration for every board meeting on an hourly basis. In the event the Company receives an aggregate financing of at least $3,000,000 he will be entitled to a one-time payment in the amount of $15,000. As of November 30, 2013 the milestone was not met. See also note 5(5). | ||
8 | On April 24, 2012 the Company entered into an agreement with Granzer Regulatory Consulting&Services (Granzer) to provide services with regard to regulatory and development aspects in connection with pharmaceutical products in the area of chemistry and pharmacy toxilog, clinical and regulatory. The Company shall pay for services at a range of 125 - 300 Euro per hour or 2,400 Euro per day. | ||
9 | On October 18, 2012 the Company entered into an agreement with Fraunhofer IGB to perform experiments and studies on transplants of liver cells in order to develop the manufacturing process in standards that will enable Orgenesis to use it in clinical trials. According to the agreement the Company will pay per achieved phase –which are defined in the agreement – for a total consideration of 260,000 Euro for all services. Under the terms of the agreement the Company has the discretions to continue at each phase. As of November 30, 2013 the Company completed the first phase which was evaluated at 70,000 Euro. | ||
10 | On December 23, 2012 the Company appointed a new CEO Mr. Sav DiPasquale to the Company, whose compensation will consist of an annual gross salary of $180,000 and the eligibility to receive stock options, performance shares and an annual bonus at the discretion of the board of directors upon the performance as follows: | ||
a. | 982,358 Performance Shares will be issued upon the completion of a fundraising. | ||
b. | 1,473,537 Shares will be issued as to 25% on each of the first, second, third and fourth anniversaries of the date of the employment agreement. See note 14(3). | ||
On October 23, 2013, 255,413 performance options were granted to Mr. DiPasquale based on his agreement. See also note 5(9) and note 14(3). | |||
11 | On March 27, 2013, the Company signed an agreement with Mintz Levin, it's patent attorneys, in which 16% of its fees will be converted to shares of the Company at market price. A total of $6,144 will be converted into common shares. As of November 30, 2013 the issuance of shares has not yet occurred. | ||
12 | On May 6, 2013 the Subsidiary entered into a Process Development Agreement with ATMI BVBA, a Belgium Company which is a wholly owned subsidiary of Advanced Technology Materials, Inc. (“ATMI”), a US publicly traded company. According to the agreement ATMI will provide services in cell research. The Company will use ATMI's unique technology while the Company will provide to ATMI the required materials for purpose of the study. According to the agreement the Company will pay per achieved phase, as defined in the agreement, with total consideration of Euro 606,500 for all services. As of November 30, 2013, 80% of work plan 1has been completed, which was valued at Euro 87,000. |
STOCKHOLDERS_DEFICIENCY
STOCKHOLDERS' DEFICIENCY | 12 Months Ended | ||
Nov. 30, 2013 | |||
STOCKHOLDERS' DEFICIENCY [Text Block] | ' | ||
NOTE 3– STOCKHOLDERS' DEFICIENCY: | |||
a. | Share capital : | ||
The Company’s shares are traded on the Over-The-Counter Bulletin Board. | |||
On August 31, 2011, the Company affected a 35 to 1 share split. As a result the issued and outstanding capital of the Company has been increased from 2,300,000 to 80,500,000 shares of common stock with par value of $0.0001 per share. Share data and Per share data has been adjusted to reflect the stock split. | |||
On February 2, 2012, two of the Company's shareholders cancelled 33,873,049 shares of common stock of the Company held by them in connection with the capital raising and other changes in the capital. | |||
b. | Financing: | ||
1 | In 2012, the Company completed a private placement with Derby Management LLC for total consideration of $1,100,000 for 1,100,000 shares of common stock and 1,100,000 common stock warrants at purchase price of $1.00 per share. | ||
2 | In December 2012, the Company entered into a subscription agreement with Derby for the issuance of 500,000 units for a total consideration of $500,000. Each unit is comprised of one share of the Company's Common Stock and two non-transferable Common Stock warrants. Each Common Stock warrant ("December Warrants") can be exercised into one share at a purchase price of $0.50 per warrant and is exercisable until November 30, 2014. See also Note 8. | ||
In connection with this agreement, the 1,000,000 Warrants issued in July 2012 were cancelled. | |||
3 | On May 2013, the Company entered into a subscription agreement with ATMI, pursuant to which ATMI purchased 1,526,718 units at a price of $0.8515 per unit for total consideration of $1,300,000. Each Unit consists of one share of the Company's Common Stock and one Common Stock warrant. Each Common Stock warrant ("May Warrants") can be exercised into one share at a purchase price of $1 per warrant and is exercisable until May 6, 2015. As of the issuance day, the fair value of the warrants was $704,590 based on Monte Carlo pricing-model. See also Note 8. |
LOAN
LOAN | 12 Months Ended | ||
Nov. 30, 2013 | |||
LOAN [Text Block] | ' | ||
NOTE 4 –LOAN | |||
1 | In March 2013, the Company entered into a loan and warrant subscription agreement with Mediapark A.G., a Marshall Islands Company ("Mediapark"). The Company received a loan (the “Loan”) in the total amount of $250,000 and issued to the investor 100,000 warrants ("March Warrant"). Each Common Stock warrant can be exercised into one share at a purchase price of $0.50 per warrant and is exercisable until March 22, 2015. See also Note 8. | ||
The warrants issued are detachable from the loan and classified as a liability due to down-round protection (through ratchet and anti-dilution provisions), therefore the Company allocated the proceeds from Mediapark, first to the warrants based upon the fair value of the warrants, and the residual amount of proceeds was allocated to the Loan. As of the issuance day, the fair value of the warrants was $65,192 based on Monte Carlo pricing-model. See also Note 8. | |||
The loan bears interest at an annual rate of 8%, which is calculated quarterly. The Loan matured on June 30, 2013. The Company has the right to extend the maturity date for an additional period of up to 90 days provided it issues an additional 100,000 warrants ("Additional Warrants"). | |||
If the Company has not paid the Loan in full at the maturity date or, if extended, the extended maturity date, Mediapark has the right of conversion in respect of the total outstanding amount of the Loan including accrued interest as of the conversion date into common shares, at a price per common share equal to the lower of: (1) $0.75 and (2) the value of weighted average price for the five trading days prior to the date of conversion. | |||
2 | On June 30, 2013 the Company exercised its discretion to extend the maturity date of the loan to September 30, 2013, In return for extending the maturity date, the Company issued to Mediapark additional Warrants at an exercise price of $0.50 per warrant. The fair value of the warrants was $48,800 based on Monte Carlo pricing-model. See also Note 8. | ||
3 | On September 30, 2013, the Company extended the maturity date of a loan from Mediapark to December 31, 2013. In return for extending the maturity date, the Company issued to Mediapark 100,000 warrants, which can be exercised into shares at an exercise price of $0.50 per share until September 30, 2015. The fair value of the warrants was $46,000 based on Monte Carlo pricing-model. See also Note 8 and Note 14.2. |
STOCK_BASED_COMPENSATION
STOCK BASED COMPENSATION | 12 Months Ended | |||||||||||||
Nov. 30, 2013 | ||||||||||||||
STOCK BASED COMPENSATION [Text Block] | ' | |||||||||||||
NOTE 5 – STOCK BASED COMPENSATION | ||||||||||||||
1 | Global Share Incentive Plan: | |||||||||||||
On May 23, 2012 the Company's board of directors adopted the global share incentive plan (2012) ("Global Share Incentive Plan (2012)"). Under the Global Share Incentive Plan (2012) 12,000,000 shares of common stock have been reserved for the grant of options, which may be issued at the discretion of the Company's board of directors from time to time. Under this plan, each option is exercisable into one share of common stock of the Company. | ||||||||||||||
The options may be exercised after vesting and in accordance with the vesting schedule which will be determined by the Company's board of directors for each grant. The maximum contractual life term of the options is 10 years. | ||||||||||||||
The fair value of each stock option grant is estimated at the date of grant using the Black and Scholes option pricing model. The volatility is based on historical volatilities of companies in comparable stages as well as companies in the industry historical volatility, by statistical analysis of the daily share pricing model. The expected term is equal to the contractual life, based on management estimation for the expected dates of exercising of the options. | ||||||||||||||
2 | On February 2, 2012, 2,781,905 options were granted to Prof. Sara Ferber, the Company's Chief Scientific Officer, at an exercise price of $0.0001 per share. The options vest in twelve equal monthly installments from the date of grant and expire on February 2, 2022. The fair value of these options on the date of grant was $1,557,867 using the Black and Scholes option-pricing model. | |||||||||||||
3 | On February 2, 2012, 2,781,905 options were granted to Mr. Jacob BenArie, the Company's CEO, at an exercise price of $0.69 per share, the options vest in twelve equal quarterly installments from the date of grant and expire on February 2, 2022. The fair value of these options as of the date of grant was $1,404,819 using the Black and Scholes option-pricing model. | |||||||||||||
4 | On June 4, 2012, 471,200 options were granted to Mr. Guy Yachin, the Company's member of the board of directors, at an exercise price of $0.85 per share, the options vest in five equal annual installments from the date of grant and expire on June 4, 2022. The fair value of these options as of the date of grant was $363,478 using the Black and Scholes option-pricing model. | |||||||||||||
5 | On July 8, 2012, 706,890 options were granted to Mr. Yaron Eldar, the Company's member of the board of directors, at an exercise price of $0.79 per share, the options vest in five equal annual installments from the date of grant and expire on July 8, 2022. The fair value of these options as of the date of grant was $506,635 using the Black and Scholes option-pricing model. | |||||||||||||
6 | On July 10, 2012, 3,338,285 options were granted to Ms. Vered Kaplan, the Company's Chairman of the Board at an exercise price of $0.001 per share, the options vest in two equal annual installments from the date of grant and expire on February 2, 2022. The fair value of these options as of the date of grant was $2,935,496 using the Black and Scholes option-pricing model. | |||||||||||||
7 | On July 8, 2012, 235,630 options were granted to Ms. Etti Hanochi, the Company's member of the board of directors, at an exercise price of $0.79 per share, the options vest in five equal annual installments from the date of grant and expire on July 8, 2022. The fair value of these options as of the date of grant was $171,207 using the Black and Scholes option-pricing model. | |||||||||||||
8 | On July 16, 2013, 250,000 options were granted to Dr. David Sidransky, the Company's member of the board of directors at an exercise price of $0.75 per share, the options vest in five equal annual installments from the date of grant and expire on July 16, 2023. The fair value of these options as of the date of grant was $167,561 using the Black and Scholes option-pricing model. | |||||||||||||
9 | On October 23, 2013, 255,413 options were granted to Sav DiPasquale, the Company's CEO at an exercise price of $0.001 per share, the options are fully vested on the date of grant and expire on October 23, 2023. The fair value of these options as of the date of grant was $165,850 using the Black and Scholes option-pricing model. | |||||||||||||
According to Mr. Sav DiPasquale's employment agreement, Mr. DiPasquale is entitled to 1,473,537 shares, which will be issued on each of the first, second, third and fourth anniversaries of the date of the employment agreement. The fair value of these shares as of the date of grant was $869,387. For further information regarding the options granted see note 14(3). | ||||||||||||||
The fair value of each option grant is estimated on the date of grant using the Black Scholes option-pricing model with the following assumptions: | ||||||||||||||
For options granted during the | ||||||||||||||
year ended | ||||||||||||||
November 30, | ||||||||||||||
2013 | 2012 | |||||||||||||
Expected option life (years) | 10 | 10 | ||||||||||||
Expected stock price volatility (%) | 96.5 - 98.8 | 104 - 105 | ||||||||||||
Risk free interest rate (%) | 2.51 - 2.55 | 1.53 - 1.86 | ||||||||||||
Expected dividend yield (%) | 0 | 0 | ||||||||||||
A summary of the Company's stock option granted to employees and directors as of November 30, 2013 and November 30, 2012 and changes for the years then ended is presented below: | ||||||||||||||
2013 | 2012 | |||||||||||||
Weighted | Weighted | |||||||||||||
Number | Average | Number | Average | |||||||||||
Of | exercise | of | exercise | |||||||||||
Options | price | options | price | |||||||||||
$ | $ | |||||||||||||
Options outstanding at the | ||||||||||||||
beginning of the year | 10,315,815 | 0.297 | - | - | ||||||||||
Changes during the year: | ||||||||||||||
Granted | 1,978,950 | 0.96 | 10,315,815 | 0.297 | ||||||||||
Expired | - | - | - | - | ||||||||||
Options outstanding at end of the year | 12,294,765 | 0.265 | 10,315,815 | 0.297 | ||||||||||
Options exercisable at end of the year | 6,611,982 | 0.2 | 2,781,905 | 0.17 | ||||||||||
Costs incurred in respect of stock based compensation for employees and directors, for the years ended November 30, 2013 and November 30, 2012 were $2,795,655 and $2,976,922, respectively. As of November 30, 2013, there were $1,703,987 of unrecognized compensation costs related to non-vested employees and directors stock options, to be recorded over the next 2.4 years. | ||||||||||||||
The following table presents summary information concerning the options granted to employees and directors outstanding as of November 30, 2013: | ||||||||||||||
Weighted average | ||||||||||||||
Number of | remaining | Weighted average | ||||||||||||
Exercise | outstanding | contractual | Exercise | Aggregate | ||||||||||
Prices | options | Life | price | intrinsic value | ||||||||||
$ | Years | $ | $ | |||||||||||
0.0001 | 2,781,905 | 8.17 | 0.0001 | 1,947,055 | ||||||||||
0.001 | 5,067,235 | 8.52 | 0.001 | 3,541,997 | ||||||||||
0.69 | 2,781,905 | 8.17 | 0.69 | 27,819 | ||||||||||
0.75 | 250,000 | 9.62 | 0.75 | - | ||||||||||
0.79 | 942,520 | 8.62 | 0.79 | - | ||||||||||
0.85 | 471,200 | 8.51 | 0.85 | - | ||||||||||
12,294,765 | 8.39 | 0.265 | 5,516,871 | |||||||||||
The following table presents summary of information concerning the options exercisable as of November 30, 2013: | ||||||||||||||
Number of | ||||||||||||||
Exercise | exercisable | Total | ||||||||||||
prices | options | Exercise value | ||||||||||||
$ | $ | |||||||||||||
0.0001 | 2,781,905 | 278 | ||||||||||||
0.001 | 1,924,556 | 1,925 | ||||||||||||
0.69 | 1,622,778 | 1,119,717 | ||||||||||||
0.79 | 188,504 | 148,918 | ||||||||||||
0.85 | 94,240 | 80,104 | ||||||||||||
6,611,982 | 1,350,942 | |||||||||||||
Options granted to non-employees: | ||||||||||||||
1 | On April 14, 2012, 471,200 options were granted to Dr. G. Alexander (Zan) Fleming, the Company's advisor, at an exercise price of $1.40 per share. The options vest in five equal annual installments from the date of grant and expire on April 14, 2022. The fair value of these options as of the date of grant is $564,907 using the Black and Scholes option-pricing model. | |||||||||||||
2 | On June 4, 2012, 706,904 options were granted to Mr. Dov Weinberg, the Company's CFO, at an exercise price of $0.69 per share. The options vest in four equal semi - annual installments from the date of grant and expire on February 2, 2022. The fair value of these options as of the date of grant is $500,678 using the Black and Scholes option-pricing model. | |||||||||||||
3 | On November 21, 2012, 100,000 options were granted to Camillo Ricordi, a consultant for the Company, at an exercise price of $0.61 per share. The options vest in five equal annual installments from the date of grant and expire on November 21, 2022. The fair value of these options as of the date of grant is $64,513 using the Black and Scholes option-pricing model. | |||||||||||||
4 | On August 2, 2013, 100,000 options were granted to Prof. Skyler , one of the Company's board advisors, at an exercise price of $0.96 per share. The options vest in five equal annual installments from the date of grant and expire on April 4, 2023. The fair value of these options as of the date of grant was $65,620 using the Black and Scholes option-pricing model. | |||||||||||||
The fair value of each option grant is estimated on the date of grant using the Black Scholes option-pricing model with the following assumptions: | ||||||||||||||
For options granted | For options granted | |||||||||||||
during the year | during the year | |||||||||||||
ended | ended | |||||||||||||
30-Nov | November 30, | |||||||||||||
2013 | 2012 | |||||||||||||
Expected option life (years) | 10 | 10 | ||||||||||||
Expected stock price volatility (%) | 97.1 | 104 - 110 | ||||||||||||
Risk free interest rate (%) | 2.63 | 1.51 - 1.62 | ||||||||||||
Expected dividend yield (%) | 0 | 0 | ||||||||||||
A summary of the status of the stock options granted to non-employees as of November 30, 2013 and November 30, 2012 and changes for the years then ended is presented below: | ||||||||||||||
2013 | 2012 | |||||||||||||
Weighted | Weighted | |||||||||||||
Number | Average | Number | Average | |||||||||||
of | Exercise | of | exercise | |||||||||||
options | Price | options | price | |||||||||||
$ | ||||||||||||||
Options outstanding at the beginning of the year | 1,278,104 | 0.95 | - | - | ||||||||||
Changes during the year: | ||||||||||||||
Granted - at market price | 100,000 | 0.96 | 1,278,104 | 0.95 | ||||||||||
Expired | - | - | - | - | ||||||||||
Options outstanding at end of the year | 1,378,104 | 0.95 | 1,278,104 | 0.95 | ||||||||||
Options exercisable at end of the year | 644,418 | 0.79 | 176,726 | 0.69 | ||||||||||
Costs incurred in respect of stock based compensation for consultants, for the year ended November 30, 2013 and November 30, 2012 was $316,312 and $242,055 respectively. As of November 30, 2013, there were $348,105 of unrecognized compensation costs related to non-vested non-employees, to be recorded over the next 3.26 years. | ||||||||||||||
The following table presents summary information concerning the options granted to non employees outstanding as of November 30, 2013: | ||||||||||||||
Weighted | ||||||||||||||
average | Weighted | |||||||||||||
Number of | remaining | average | ||||||||||||
Exercise | outstanding | contractual | Exercise | Aggregate | ||||||||||
prices | options | Life | price | intrinsic value | ||||||||||
$ | Years | $ | ||||||||||||
0.61 | 100,000 | 8.98 | 0.61 | 9,000 | ||||||||||
0.69 | 706,904 | 8.17 | 0.69 | 7,069 | ||||||||||
0.9 | 100,000 | 9.34 | 0.96 | - | ||||||||||
1.4 | 471,200 | 8.37 | 1.4 | - | ||||||||||
1,378,104 | 8.38 | 0.95 | 16,069 | |||||||||||
The following table presents summary of information concerning the options exercisable as of November 30, 2013: | ||||||||||||||
Number of | ||||||||||||||
Exercise | exercisable | Total | ||||||||||||
prices | options | Exercise price | ||||||||||||
$ | $ | |||||||||||||
0.61 | 20,000 | 12,200 | ||||||||||||
0.69 | 530,178 | 365,822 | ||||||||||||
1.4 | 94,240 | 131,936 | ||||||||||||
644,418 | 509,958 |
PREPAID_EXPENSES_AND_ACCOUNTS_
PREPAID EXPENSES AND ACCOUNTS RECEIVABLE | 12 Months Ended | ||||||
Nov. 30, 2013 | |||||||
PREPAID EXPENSES AND ACCOUNTS RECEIVABLE [Text Block] | ' | ||||||
NOTE 6 – PREPAID EXPENSES AND ACCOUNT RECEIVABLE | |||||||
Year ended | |||||||
November 30, | |||||||
2013 | 2012 | ||||||
VAT | $ | 22,877 | $ | 15,441 | |||
Prepaid expenses | 12,765 | 12,808 | |||||
Other receivables | 1,256 | - | |||||
$ | 36,908 | $ | 28,249 |
PROPERTY_AND_EQUIPMENT_NET
PROPERTY AND EQUIPMENT, NET | 12 Months Ended | ||||||
Nov. 30, 2013 | |||||||
PROPERTY AND EQUIPMENT, NET [Text Block] | ' | ||||||
NOTE 7 – PROPERTY AND EQUIPMENT, NET | |||||||
Year ended | |||||||
November 30, | |||||||
2013 | 2012 | ||||||
Cost: | |||||||
Office Furniture | $ | 3,761 | $ | 2,841 | |||
Lab Equipment | 5,901 | - | |||||
Computers | 7,855 | 6,838 | |||||
17,517 | 9,679 | ||||||
Less – accumulated depreciation | 4,663 | 1,406 | |||||
$ | 12, 854 | $ | 8,273 |
WARRANTS
WARRANTS | 12 Months Ended | ||||||
Nov. 30, 2013 | |||||||
WARRANTS [Text Block] | ' | ||||||
NOTE 8- WARRANTS: | |||||||
As part of the Company's private placements and loan received as described in Note 3 and Note 4 the Company issued warrants, as follows: | |||||||
1 | In December 2012, the Company issued 1,000,000 non-transferable Common Stock warrants. Each Common Stock warrant ("December Warrants") can be exercised into one share at an exercise price of $0.50 per warrant and is exercisable until November 30, 2014. In the event the Company will issue any Common Stock or securities convertible into the Common Stock at a price less than the purchase price of the shares, the price shall be reduced to the new issuance price. | ||||||
2 | In March 2013, the Company issued 100,000 warrants (“March Warrants”) in connection with the agreements with Mediapark. Each Common Stock warrant can be exercised into one share at an exercise price of $0.50 per warrant and is exercisable until March 22, 2015. In the event the Company will issue any Common Stock or securities convertible into the Common Stock at a price less than the purchase price of the shares, the price shall be reduced to the new issuance price. | ||||||
3 | In May 2013, the Company issued 1,526,718 warrants ("May Warrants"). Each Common Stock warrant can be exercised into one share at an exercise price of $1 per warrant and is exercisable until May 6, 2015. In the event the Company will issue any Common Stock or securities convertible into the Common Stock at a price less than $0.8515, the price shall be reduced to the new issuance price. Please see Note 14(4). | ||||||
4 | On June 30, 2013, the Company exercised its discretion to extend the maturity date of the Mediapark Loan from September 30, 2013. In return for extending the maturity date, the Company issued to Mediapark 100,000 additional Warrants at an exercise price of $0.5. For additional information see Note 4. | ||||||
5 | On September 30, 2013, the Company exercised its discretion to extend the maturity date of a loan to Mediapark from December 31, 2013. In return for extending the maturity date, The Company issued to Mediapark 100,000 additional warrants, which can be exercised into shares at an exercise price of $0.50 per share until September 30, 2015. | ||||||
The fair value of each of the warrants described above is determined by using a Monte Carlo type model based on a risk neutral approach. The model takes as an input the estimated future dates when new capital will be raised, and builds a multi-step dynamic model. The first step is to model the risk neutral distribution of the share value on the new issue dates, then for each path to use the Black-Scholes model to estimate the value of the warrants on the last issue date including all the changes in exercise price and quantity along this path. The significant unobservable input used in the fair value measurement is the future expected issue dates. Significant delay in this input would result a higher fair value measurement. As of November 30, 2013, these are the assumptions which were used for the model: | |||||||
FV of Common Share | $0.70 | ||||||
Expected Volatility | 105% | ||||||
Risk Free Interest Rate | 0.13%- 0.28% | ||||||
Expected Term (years) | 1.0 - 1.8 | ||||||
Expected Dividend Yield | 0% | ||||||
Financial liabilities carried at fair value as of November 30, 2013 are classified in the table below: | |||||||
Fair value measurements at reporting | |||||||
date using | |||||||
Level 3 | Total | ||||||
Warrants - | |||||||
30-Nov-13 | $ | 1,157,954 | $ | 1,157,954 | |||
The following table summarizes the activity for those financial liabilities where fair value measurements are estimated utilizing Level 3 inputs: | |||||||
30-Nov | |||||||
2013 | |||||||
Carrying value at the beginning of the year | - | ||||||
Additional warrant liabilities issued | 1,291,270 | ||||||
Changes in fair value of warrant liabilities | (133,316 | ) | |||||
Carrying value at the end of the year | $ | 1,157,954 |
RESEARCH_AND_DEVELOPMENT_EXPEN
RESEARCH AND DEVELOPMENT EXPENSES | 12 Months Ended | ||||||
Nov. 30, 2013 | |||||||
RESEARCH AND DEVELOPMENT EXPENSES [Text Block] | ' | ||||||
NOTE 9 – RESEARCH AND DEVELOPMENT EXPENSES | |||||||
Year ended | |||||||
November 30, | |||||||
2013 | 2012 | ||||||
Salaries & related expenses | $ | 395,710 | $ | 166,108 | |||
Stock-based compensation | 475,877 | 1,329,651 | |||||
Professional fees and consulting services | 378,826 | 102,863 | |||||
Patents registrations | 101,801 | 619,288 | |||||
Other | 100,242 | 90,901 | |||||
Total | $ | 1,452,456 | $ | 2,308,811 |
GENERAL_AND_ADMINISTRATIVE_EXP
GENERAL AND ADMINISTRATIVE EXPENSES | 12 Months Ended | ||||||
Nov. 30, 2013 | |||||||
GENERAL AND ADMINISTRATIVE EXPENSES [Text Block] | ' | ||||||
NOTE 10 – GENERAL AND ADMINISTRATIVE EXPENSES | |||||||
Year ended | |||||||
November 30, | |||||||
2013 | 2012 | ||||||
Salaries & related expenses | $ | 415,163 | $ | 192,973 | |||
Stock-based compensation | 2,636,090 | 1,889,326 | |||||
Accounting and Legal | 283,493 | 176,446 | |||||
Professional fees | 296,753 | 203,288 | |||||
Business development | 187,827 | 140,944 | |||||
Travel | 118,333 | 14,551 | |||||
Others | 70,387 | 62,220 | |||||
Total | $ | 4,008,046 | $ | 2,679,748 |
FINANCIAL_EXPENSES_NET
FINANCIAL EXPENSES, NET | 12 Months Ended | ||||||
Nov. 30, 2013 | |||||||
FINANCIAL EXPENSES, NET [Text Block] | ' | ||||||
NOTE 11 – FINANCIAL EXPENSES, NET | |||||||
Year ended | |||||||
November 30, | |||||||
2013 | 2012 | ||||||
Interest expenses due to loan | $ | 172,510 | $ | - | |||
Changes in fair value of warrants | (133,316 | ) | - | ||||
Foreign exchange loss -net | 33,761 | 7,069 | |||||
Bank commissions - net | 5,702 | 2,515 | |||||
Total | $ | 78,657 | $ | 9,584 |
TAXES_ON_INCOME
TAXES ON INCOME | 12 Months Ended | |||||||
Nov. 30, 2013 | ||||||||
TAXES ON INCOME [Text Block] | ' | |||||||
NOTE 12 – TAXES ON INCOME | ||||||||
a. | The Company | |||||||
The Company is taxed according to tax laws of the United States. The income of the Company is taxed in the United States at a rate of up to 34%. | ||||||||
b. | The Subsidiary | |||||||
The Subsidiary is taxed according to Israeli tax laws. The regular corporate tax rate in Israel for 2013 is 25%. | ||||||||
On August 5, 2013, the Law for Change of National Priorities (Legislative Amendments for Achieving the Budgetary Goals for 2013 - 2014), 2013 was published in Reshumot (the Israeli government official gazette), enacting, among other things, the following raising the corporate tax rate beginning in 2014 and thereafter to 26.5% (instead of 25%). | ||||||||
c. | Tax losses carried forward to future years | |||||||
1 | The Company | |||||||
As of November 30, 2013, the Company had net operating loss (NOL) carry-forwards equal to $1,429,661 that is available to reduce future taxable. | ||||||||
The NOL carry-forward of the Company equal to $137,673 may be restricted under Section 382 of the Internal Revenue Code (“IRC”). IRC Section 382 applies whenever a corporation with NOL experiences an ownership change. As a result of Section 382, the taxable income for any post change year that may be offset by a pre-change NOL may not exceed the general Section 382 limitation, which is the fair market value of the pre-change entity multiplied by the long-term tax exempt rate. | ||||||||
2 | The Subsidiary | |||||||
As of November 30, 2013, the Subsidiary had approximately $1,585,993 of NOL carry-forwards that is available to reduce future taxable income with no limited period of use. | ||||||||
d. | Deferred income taxes: | |||||||
As of November 30 | ||||||||
2013 | 2012 | |||||||
In respect of: | ||||||||
Net operating loss carry forward | $ | 1,013,024 | $ | 344,307 | ||||
R&D expenses | 182,668 | 57,344 | ||||||
Holiday and recreation pay | 15,496 | 3,968 | ||||||
Severance pay accruals | 1,132 | 402 | ||||||
Less - Valuation allowance | $ | 1,212,320 | $ | 406,021 | ||||
Net deferred tax assets | - | - | ||||||
Realization of deferred tax assets is contingent upon sufficient future taxable income during the period that deductible temporary differences and carry forwards losses are expected to be available to reduce taxable income. As the achievement of required future taxable income is not more likely than not achievable, the Company recorded a full valuation allowance. | ||||||||
e. | Reconciliation of the theoretical tax expense to actual tax expense | |||||||
The main reconciling item between the statutory tax rate of the Company and the effective rate is the provision for full valuation allowance in respect of tax benefits from carry forward tax losses due to the uncertainty of the realization of such tax benefits (see above). | ||||||||
f. | Tax assessments | |||||||
1 | The Company | |||||||
As of November 30, 2013 the Company has not received final tax assessment for the years 2010 to 2012. | ||||||||
2 | The Subsidiary | |||||||
As of November 30, 2013 the Subsidiary has not received final tax assessment. | ||||||||
g. | As of November 30, 2013 the Company has not accrued a provision for uncertain tax positions. |
RELATED_PARTIES
RELATED PARTIES | 12 Months Ended | ||||||||
Nov. 30, 2013 | |||||||||
RELATED PARTIES [Text Block] | ' | ||||||||
NOTE 13 – RELATED PARTIES | |||||||||
Year ended November 30, | |||||||||
2013 | 2012 | ||||||||
a. | Management and consulting fees to the Chairman of the Board. | $ | 140,037 | $ | 22,679 | ||||
b. | Compensation to the non- executive directors (except the Chairman of the Board) | $ | 40,648 | $ | 27,344 | ||||
c. | With respect to options granted and salary paid to the Company’s Chief Executive Officer, see Note 5(3). | ||||||||
d. | With respect to options granted to the Company’s board members. See Note 5. | ||||||||
e. | On June 2, 2012 the Company signed a promissory note with Guilbert Cuison, one of the Company's shareholders. According to the note, the Company will return the loan granted by the shareholder within thirty days from the date the Company completes on equity financing resulting in gross proceeds to the Company of at least $3,000,000. |
SUBSEQUENT_EVENTS
SUBSEQUENT EVENTS | 12 Months Ended | ||
Nov. 30, 2013 | |||
SUBSEQUENT EVENTS [Text Block] | ' | ||
NOTE 14 - SUBSEQUENT EVENTS | |||
1 | During December 2013, the Company entered into a $3,000,000 common stock purchase agreement with Kodiak Capital Group, LLC, a Newport Beach-based institutional investor ("Kodiak"). The Company have agreed to file a registration statement with the U.S. Securities & Exchange Commission (“SEC”) covering the shares that may be issued to Kodiak under the terms of the common stock purchase agreement. After the SEC has declared the registration statement related to the transaction effective, the Company has the right at its sole discretion over a period of one year to sell up to $3,000,000 million of common stock under the terms set forth in the agreement. Proceeds from this transaction will be used to fund research and development and working capital. In December 2013, the Company issued to Kodiak 250,000 commitment shares. | ||
2 | On December 6, 2013, the Company entered into a convertible loan agreement with Mediapark A.G., a Marshall Islands Company ("Mediapark"), pursuant to which Mediapark purchased an 8% unsecured convertible debenture (the “Debenture”) in the aggregate principal amount of $100,000. Interest is calculated semi-annually and is payable, along with the principal on or before December 6, 2014. According to the agreement, in the event the Company completes an equity financing prior to the Maturity Date for gross proceeds of $350,000 or more comprising Common Shares and/or warrants to purchase additional Common Shares, Mediapark will convert the Companies' Indebtedness into Common Shares and/or warrants on the same terms as the New Equity Financing. See also note 4 and note 14(4). | ||
3 | On December 23, 2013, the President and Chief Executive Officer, Sav DiPasquale, resigned. On the same date, the Company appointed the Chairperson of the Board as Interim President and Chief Executive Officer of the Company until a replacement is named. As a result of his resignation all options that were not vested are forfeited. All vested options expire 90 days after the date of cessation of employment. | ||
4 | In December 2013, the Company entered into a private placement agreement with new investors for up to $1,000,000 in value of units (“Units”) each consisting of one Common share (“Share”) and one share purchase warrant. Each warrant provides the investors the right to purchase one common share of the Company (a “Warrant Share”) for $0.52 for a term of three years. As of February 19, $445,000 was raised in connection with this agreement. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies (Policies) | 12 Months Ended | ||
Nov. 30, 2013 | |||
General [Policy Text Block] | ' | ||
a. | General: | ||
Orgenesis Inc. (“the Company”), incorporated in the state of Nevada on June 5, 2008 is developing a new technology for regeneration of functional insulin-producing cells, thus, enabling normal glucose regulated insulin secretion, via cell therapy. | |||
On October 11, 2011, the Company incorporated a wholly-owned subsidiary in Israel, Orgenesis Ltd. (the "Subsidiary"), which is engaged in research and development. | |||
On February 2, 2012, the Subsidiary entered into an agreement with Tel Hashomer Medical Research, Infrastructure and Services Ltd (the "Licensor"). The Subsidiary was granted a worldwide royalty bearing, exclusive license to certain information regarding a molecular and cellular approach directed at converting liver cells into functional insulin producing cells, as treatment for diabetes. | |||
On July 31, 2013, the Company incorporated a wholly-owned subsidiary in Maryland named Orgenesis Inc., (the “US Subsidiary”) which will be engaged in research and development. The US subsidiary has not commenced its operation yet. | |||
On October 11, 2013, Orgenesis Ltd. incorporated a wholly-owned subsidiary in Belgium, Orgenesis SPRL (the “Belgium Subsidiary”), which will be engaged in development and manufacturing activities together with the clinical studies in Europe, and later on to be our center for our activities in Europe. The Belgium subsidiary has not commenced its operation yet. | |||
Unless the context indicates otherwise, the term “Group” refers to Orgenesis Inc. and its subsidiaries, Orgenesis Ltd (the “Subsidiary”), Orgenesis Inc. (The “US subsidiary” in Maryland) and Orgenesis SPRL (The “Belgium Subsidiary”). | |||
The Group is engaged in research and development in the biotechnology field and is considered a development stage Company in accordance with ASC Topic 915 “Development Stage Entities”. The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. The Company has net losses for the period from inception (June 5, 2008) through November 30, 2013, of $10,674,975 as well as a negative cash flow from operating activities. Presently, the Company does not have sufficient cash resources to meet its plans in the twelve months following November 30, 2013. These factors raise substantial doubt about the Company's ability to continue as a going concern. Management is in the process of evaluating various financing alternatives, as the Company will need to finance future research and development activities and general and administrative expenses through fund raising in the public or private equity markets. Although there is no assurance that the Company will be successful with those initiatives, management believes that it will be able to secure the necessary financing as a result of ongoing financing discussions with third party investors and existing shareholders, including via future exercise of 2,926,718 warrants for a total amount of $1,543,893 as mentioned in note 3(b). During December 2013, the company raised capital of $445,000. See note 14(4) | |||
These consolidated financial statements do not include any adjustments that may be necessary should the Company be unable to continue as a going concern. The Company's continuation as a going concern is dependent on its ability to obtain additional financing as may be required and ultimately to attain profitability. If the Company is unsuccessful in raising additional financing, it may need to curtail, discontinue or cease operations. If the Company is unsuccessful in raising additional financing it may need to curtail, discontinue or cease operating. | |||
Basis Of Presentation [Policy Text Block] | ' | ||
b. | Basis Of Presentation | ||
The consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”). | |||
Use of estimates in the preparation of financial statements [Policy Text Block] | ' | ||
c. | Use of estimates in the preparation of financial statements | ||
The preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the financial statements date and the reported expenses during the reporting periods. Actual results could differ from those estimates. | |||
As applicable to these consolidated financial statements, the most significant estimates and assumptions relate to the valuation of stock based compensation and warrants issued . | |||
Research and development [Policy Text Block] | ' | ||
d. | Research and development | ||
Research and development expenses include costs directly attributable to the conduct of research and development programs, including the cost of salaries, stock-based compensation expenses, payroll taxes and other employees' benefits, lab expenses, consumable equipment and consulting fees. All costs associated with research and developments are expensed as incurred. | |||
Principles of consolidation [Policy Text Block] | ' | ||
e. | Principles of consolidation | ||
The consolidated financial statements include the accounts of the Company and its wholly- owned Subsidiaries. All inter-Company transactions and balances have been eliminated in consolidation. | |||
Functional currency [Policy Text Block] | ' | ||
f. | Functional currency | ||
The currency of the primary economic environment in which the operations of the Company and its subsidiaries are conducted is the US dollar (“$” or “dollar”). The Belgium Subsidiary has only commenced immaterial operations. | |||
Most of the Group's expenses are incurred in dollars and source of the Group's financing has been provided in dollars. Thus, the functional currency of the Company and its subsidiaries is the dollar. | |||
Transactions and balances originally denominated in dollars are presented at their original amounts. Balances in foreign currencies are translated into dollars using historical and current exchange rates for non-monetary and monetary balances, respectively. For foreign transactions and other items reflected in the statements of operations, the following exchange rates are used: (1) for transactions – exchange rates at transaction dates or average rates and (2) for other items (derived from non-monetary balance sheet items such as depreciation) – historical exchange rates. The resulting transaction gains or losses are carried to financial income or expenses, as appropriate. | |||
Income Taxes [Policy Text Block] | ' | ||
g. | Income Taxes | ||
1 | Deferred taxes | ||
Income taxes are computed using the asset and liability method. Under the asset and liability method, deferred income tax assets and liabilities are determined based on the differences between the financial reporting and tax bases of assets and liabilities and are measured using the currently enacted tax rates and laws. A valuation allowance is recognized to the extent that it is more likely than not that the deferred taxes will not be realized in the foreseeable future. It is the Company’s policy to classify interest and penalties on income taxes as interest expense or penalties expense. The Company has provided a full valuation allowance with respect to its deferred tax assets. | |||
2 | Uncertainty in income tax | ||
The Company follows a two-step approach to recognizing and measuring uncertain tax positions. The first step is to evaluate the tax position for recognition by determining if the available evidence indicates that it is more likely than not that the position will be sustained on examination. If this threshold is met, the second step is to measure the tax position as the largest amount that is greater than 50% likely of being realized upon ultimate settlement. | |||
3 | Taxes that would apply in the event of disposal of investment in subsidiaries have not been taken into account in computing the deferred income taxes, as it is the Company’s intent and ability to hold these investments. | ||
Stock-Based Compensation [Policy Text Block] | ' | ||
h. | Stock-Based Compensation | ||
The Company accounts for employee stock-based compensation in accordance with the guidance of ASC Topic 718, Compensation which requires all share-based payments to employees, including grants of employee stock options, to be recognized in the financial statements based on their grant date fair values. The fair value of the equity instrument is charged to compensation expense and credited to additional paid-in capital over the period during which services are rendered. | |||
The Company follows ASC Topic 505-50, formerly EITF 96-18, “Accounting for Equity Instruments that are Issued to Other than Employees for Acquiring, or in Conjunction with Selling Goods and Services,” for stock options and warrants issued to consultants and other non- employees. In accordance with ASC Topic 505-50, these stock options issued as compensation for services provided to the Company are accounted for based upon the fair value of the options. The fair value of the options granted is measured on a final basis at the end of the related service period and is recognized over the related service period using the straight-line method. | |||
Warrants issued as part of capital raisings that are classified as a liability [Policy Text Block] | ' | ||
i. | Warrants issued as part of capital raisings that are classified as a liability | ||
Warrants that entitle the holder to down-round protection (through ratchet and anti-dilution provisions) are classified as liabilities in the statement of financial position. The liability is measured both initially and in subsequent periods at fair value, with changes in fair value charged to finance expenses, net. See note 8. | |||
Fair value measurement [Policy Text Block] | ' | ||
j. | Fair value measurement: | ||
Fair value is based on the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. In order to increase consistency and comparability in fair value measurements, the guidance establishes a fair value hierarchy that prioritizes observable and unobservable inputs used to measure fair value into three broad levels, which are described as follows: | |||
Level 1: Quoted prices (unadjusted) in active markets that are accessible at the measurement date for assets or liabilities. The fair value hierarchy gives the highest priority to Level 1 inputs. | |||
Level 2: Observable prices that are based on inputs not quoted on active markets, but corroborated by market data. | |||
Level 3: Unobservable inputs are used when little or no market data is available. The fair value hierarchy gives the lowest priority to Level 3 inputs. | |||
As of November 30, 2013 the assets or liabilities measured at Level 3 fair value comprise of warrants. In determining fair value, the Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible. | |||
Property and equipment [Policy Text Block] | ' | ||
k. | Property and equipment | ||
Property and equipment are recorded at cost and depreciated by the straight-line method over the estimated useful lives of the assets. | |||
Annual rates of depreciation are as follows: | |||
Computers | 33% | ||
Lab equipment | 15% | ||
Office furniture | 6% | ||
Loss per common stock [Policy Text Block] | ' | ||
l. | Loss per common stock | ||
Basic and diluted net loss per common stock is computed by dividing the net loss for the period by the weighted average number of shares of common stock outstanding. Outstanding stock options and warrants have been excluded from the calculation of the diluted loss per share because all such securities are anti-dilutive for all periods presented. The total number of common stock options and warrants excluded from the calculation of diluted net loss per share was 15,245,531 for the year ended November 30, 2013 ( 7,883,198 for the year ended November 30, 2012). | |||
Concentration of credit risk [Policy Text Block] | ' | ||
m. | Concentration of credit risk | ||
Financial instruments that potentially subject the Company to concentration of credit risk consist principally cash and cash equivalent and bank deposits. The Company held these instruments with highly rated financial institutions. The Company has not experienced any credit losses in these accounts and does not believe it is exposed to any significant credit risk on these instruments. | |||
Newly issued and recently adopted Accounting Pronouncements [Policy Text Block] | ' | ||
n. | Newly issued and recently adopted Accounting Pronouncements | ||
In February 2013, the Financial Accounting Standards Board issued Accounting Standards Update (ASU) 2013-02, Comprehensive Income (Topic 220): Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income (“ASU 2013-02”). This update requires an entity to provide information about the amounts reclassified out of accumulated other comprehensive income by component. In addition, ASU 2013-02 requires presentation, either on the face of the income statement or in the notes, of significant amounts reclassified out of accumulated other comprehensive income by respective line items of net income, but only if the amounts reclassified are required to be reclassified in their entirety in the same reporting period. For amounts that are not required to be reclassified in their entirety to net income, an entity is required to cross- reference to other disclosures that provide additional details about these amounts. The amendments in ASU 2013-02 will be effective prospectively for annual reporting periods beginning after December 15, 2012, and interim periods within those annual periods. ASU 2013-02 is effective for the Company on November 30, 2013. The adoption of ASU 2013-02 does not have a material effect on the consolidated financial statement presentation. |
SIGNIFICANT_ACCOUNTING_POLICIE1
SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended | |
Nov. 30, 2013 | ||
Schedule of Annual Depreciation Rates, Property and Equipment [Table Text Block] | ' | |
Computers | 33% | |
Lab equipment | 15% | |
Office furniture | 6% |
STOCK_BASED_COMPENSATION_Table
STOCK BASED COMPENSATION (Tables) | 12 Months Ended | |||||||||||||
Nov. 30, 2013 | ||||||||||||||
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | ' | |||||||||||||
For options granted during the | ||||||||||||||
year ended | ||||||||||||||
November 30, | ||||||||||||||
2013 | 2012 | |||||||||||||
Expected option life (years) | 10 | 10 | ||||||||||||
Expected stock price volatility (%) | 96.5 - 98.8 | 104 - 105 | ||||||||||||
Risk free interest rate (%) | 2.51 - 2.55 | 1.53 - 1.86 | ||||||||||||
Expected dividend yield (%) | 0 | 0 | ||||||||||||
Schedule of Stock Options Granted to Employees and Directors [Table Text Block] | ' | |||||||||||||
2013 | 2012 | |||||||||||||
Weighted | Weighted | |||||||||||||
Number | Average | Number | Average | |||||||||||
Of | exercise | of | exercise | |||||||||||
Options | price | options | price | |||||||||||
$ | $ | |||||||||||||
Options outstanding at the | ||||||||||||||
beginning of the year | 10,315,815 | 0.297 | - | - | ||||||||||
Changes during the year: | ||||||||||||||
Granted | 1,978,950 | 0.96 | 10,315,815 | 0.297 | ||||||||||
Expired | - | - | - | - | ||||||||||
Options outstanding at end of the year | 12,294,765 | 0.265 | 10,315,815 | 0.297 | ||||||||||
Options exercisable at end of the year | 6,611,982 | 0.2 | 2,781,905 | 0.17 | ||||||||||
Schedule of Information Stock Options Granted to Employees and Directors [Table Text Block] | ' | |||||||||||||
Weighted average | ||||||||||||||
Number of | remaining | Weighted average | ||||||||||||
Exercise | outstanding | contractual | Exercise | Aggregate | ||||||||||
Prices | options | Life | price | intrinsic value | ||||||||||
$ | Years | $ | $ | |||||||||||
0.0001 | 2,781,905 | 8.17 | 0.0001 | 1,947,055 | ||||||||||
0.001 | 5,067,235 | 8.52 | 0.001 | 3,541,997 | ||||||||||
0.69 | 2,781,905 | 8.17 | 0.69 | 27,819 | ||||||||||
0.75 | 250,000 | 9.62 | 0.75 | - | ||||||||||
0.79 | 942,520 | 8.62 | 0.79 | - | ||||||||||
0.85 | 471,200 | 8.51 | 0.85 | - | ||||||||||
12,294,765 | 8.39 | 0.265 | 5,516,871 | |||||||||||
Schedule of Disclosure of Share-based Compensation Stock Options Exercisable [Table Text Block] | ' | |||||||||||||
Number of | ||||||||||||||
Exercise | exercisable | Total | ||||||||||||
prices | options | Exercise value | ||||||||||||
$ | $ | |||||||||||||
0.0001 | 2,781,905 | 278 | ||||||||||||
0.001 | 1,924,556 | 1,925 | ||||||||||||
0.69 | 1,622,778 | 1,119,717 | ||||||||||||
0.79 | 188,504 | 148,918 | ||||||||||||
0.85 | 94,240 | 80,104 | ||||||||||||
6,611,982 | 1,350,942 | |||||||||||||
Schedule of Fair Value of Stock Options Granted Valuation Assumptions [Table Text Block] | ' | |||||||||||||
For options granted | For options granted | |||||||||||||
during the year | during the year | |||||||||||||
ended | ended | |||||||||||||
30-Nov | November 30, | |||||||||||||
2013 | 2012 | |||||||||||||
Expected option life (years) | 10 | 10 | ||||||||||||
Expected stock price volatility (%) | 97.1 | 104 - 110 | ||||||||||||
Risk free interest rate (%) | 2.63 | 1.51 - 1.62 | ||||||||||||
Expected dividend yield (%) | 0 | 0 | ||||||||||||
Schedule of Stock Options Granted to Non-Employees [Table Text Block] | ' | |||||||||||||
2013 | 2012 | |||||||||||||
Weighted | Weighted | |||||||||||||
Number | Average | Number | Average | |||||||||||
of | Exercise | of | exercise | |||||||||||
options | Price | options | price | |||||||||||
$ | ||||||||||||||
Options outstanding at the beginning of the year | 1,278,104 | 0.95 | - | - | ||||||||||
Changes during the year: | ||||||||||||||
Granted - at market price | 100,000 | 0.96 | 1,278,104 | 0.95 | ||||||||||
Expired | - | - | - | - | ||||||||||
Options outstanding at end of the year | 1,378,104 | 0.95 | 1,278,104 | 0.95 | ||||||||||
Options exercisable at end of the year | 644,418 | 0.79 | 176,726 | 0.69 | ||||||||||
Schedule of Information Options Granted to Non-Employees [Table Text Block] | ' | |||||||||||||
Weighted | ||||||||||||||
average | Weighted | |||||||||||||
Number of | remaining | average | ||||||||||||
Exercise | outstanding | contractual | Exercise | Aggregate | ||||||||||
prices | options | Life | price | intrinsic value | ||||||||||
$ | Years | $ | ||||||||||||
0.61 | 100,000 | 8.98 | 0.61 | 9,000 | ||||||||||
0.69 | 706,904 | 8.17 | 0.69 | 7,069 | ||||||||||
0.9 | 100,000 | 9.34 | 0.96 | - | ||||||||||
1.4 | 471,200 | 8.37 | 1.4 | - | ||||||||||
1,378,104 | 8.38 | 0.95 | 16,069 | |||||||||||
Schedule of Stock Options Exercisable [Table Text Block] | ' | |||||||||||||
Number of | ||||||||||||||
Exercise | exercisable | Total | ||||||||||||
prices | options | Exercise price | ||||||||||||
$ | $ | |||||||||||||
0.61 | 20,000 | 12,200 | ||||||||||||
0.69 | 530,178 | 365,822 | ||||||||||||
1.4 | 94,240 | 131,936 | ||||||||||||
644,418 | 509,958 |
PREPAID_EXPENSES_AND_ACCOUNTS_1
PREPAID EXPENSES AND ACCOUNTS RECEIVABLE (Tables) | 12 Months Ended | ||||||
Nov. 30, 2013 | |||||||
Schedule of Accounts, Notes, Loans and Financing Receivable [Table Text Block] | ' | ||||||
Year ended | |||||||
November 30, | |||||||
2013 | 2012 | ||||||
VAT | $ | 22,877 | $ | 15,441 | |||
Prepaid expenses | 12,765 | 12,808 | |||||
Other receivables | 1,256 | - | |||||
$ | 36,908 | $ | 28,249 |
PROPERTY_AND_EQUIPMENT_NET_Tab
PROPERTY AND EQUIPMENT, NET (Tables) | 12 Months Ended | ||||||
Nov. 30, 2013 | |||||||
Schedule of Property, Plant and Equipment [Table Text Block] | ' | ||||||
Year ended | |||||||
November 30, | |||||||
2013 | 2012 | ||||||
Cost: | |||||||
Office Furniture | $ | 3,761 | $ | 2,841 | |||
Lab Equipment | 5,901 | - | |||||
Computers | 7,855 | 6,838 | |||||
17,517 | 9,679 | ||||||
Less – accumulated depreciation | 4,663 | 1,406 | |||||
$ | 12, 854 | $ | 8,273 |
WARRANTS_Tables
WARRANTS (Tables) | 12 Months Ended | ||||||
Nov. 30, 2013 | |||||||
Schedule of Assumptions Used, Warrants [Table Text Block] | ' | ||||||
FV of Common Share | $0.70 | ||||||
Expected Volatility | 105% | ||||||
Risk Free Interest Rate | 0.13%- 0.28% | ||||||
Expected Term (years) | 1.0 - 1.8 | ||||||
Expected Dividend Yield | 0% | ||||||
Schedule of Financial liabilities carried at fair value [Table Text Block] | ' | ||||||
Fair value measurements at reporting | |||||||
date using | |||||||
Level 3 | Total | ||||||
Warrants - | |||||||
30-Nov-13 | $ | 1,157,954 | $ | 1,157,954 | |||
Schedule of Activity fo fair value measurements of financial liabilities [Table Text Block] | ' | ||||||
30-Nov | |||||||
2013 | |||||||
Carrying value at the beginning of the year | - | ||||||
Additional warrant liabilities issued | 1,291,270 | ||||||
Changes in fair value of warrant liabilities | (133,316 | ) | |||||
Carrying value at the end of the year | $ | 1,157,954 |
RESEARCH_AND_DEVELOPMENT_EXPEN1
RESEARCH AND DEVELOPMENT EXPENSES (Tables) | 12 Months Ended | ||||||
Nov. 30, 2013 | |||||||
Schedule of Research and Development Assets Acquired Other than Through Business Combination [Table Text Block] | ' | ||||||
Year ended | |||||||
November 30, | |||||||
2013 | 2012 | ||||||
Salaries & related expenses | $ | 395,710 | $ | 166,108 | |||
Stock-based compensation | 475,877 | 1,329,651 | |||||
Professional fees and consulting services | 378,826 | 102,863 | |||||
Patents registrations | 101,801 | 619,288 | |||||
Other | 100,242 | 90,901 | |||||
Total | $ | 1,452,456 | $ | 2,308,811 |
GENERAL_AND_ADMINISTRATIVE_EXP1
GENERAL AND ADMINISTRATIVE EXPENSES (Tables) | 12 Months Ended | ||||||
Nov. 30, 2013 | |||||||
Schedule of general and administrative expenses [Table Text Block] | ' | ||||||
Year ended | |||||||
November 30, | |||||||
2013 | 2012 | ||||||
Salaries & related expenses | $ | 415,163 | $ | 192,973 | |||
Stock-based compensation | 2,636,090 | 1,889,326 | |||||
Accounting and Legal | 283,493 | 176,446 | |||||
Professional fees | 296,753 | 203,288 | |||||
Business development | 187,827 | 140,944 | |||||
Travel | 118,333 | 14,551 | |||||
Others | 70,387 | 62,220 | |||||
Total | $ | 4,008,046 | $ | 2,679,748 |
FINANCIAL_EXPENSES_NET_Tables
FINANCIAL EXPENSES, NET (Tables) | 12 Months Ended | ||||||
Nov. 30, 2013 | |||||||
Schedule of Financial Expenses [Table Text Block] | ' | ||||||
Year ended | |||||||
November 30, | |||||||
2013 | 2012 | ||||||
Interest expenses due to loan | $ | 172,510 | $ | - | |||
Changes in fair value of warrants | (133,316 | ) | - | ||||
Foreign exchange loss -net | 33,761 | 7,069 | |||||
Bank commissions - net | 5,702 | 2,515 | |||||
Total | $ | 78,657 | $ | 9,584 |
TAXES_ON_INCOME_Tables
TAXES ON INCOME (Tables) | 12 Months Ended | |||||||
Nov. 30, 2013 | ||||||||
Schedule of Deferred Tax Assets [Table Text Block] | ' | |||||||
As of November 30 | ||||||||
2013 | 2012 | |||||||
In respect of: | ||||||||
Net operating loss carry forward | $ | 1,013,024 | $ | 344,307 | ||||
R&D expenses | 182,668 | 57,344 | ||||||
Holiday and recreation pay | 15,496 | 3,968 | ||||||
Severance pay accruals | 1,132 | 402 | ||||||
Less - Valuation allowance | $ | 1,212,320 | $ | 406,021 | ||||
Net deferred tax assets | - | - |
RELATED_PARTIES_Tables
RELATED PARTIES (Tables) | 12 Months Ended | ||||||||
Nov. 30, 2013 | |||||||||
Schedule of Related Party Transactions [Table Text Block] | ' | ||||||||
Year ended November 30, | |||||||||
2013 | 2012 | ||||||||
a. | Management and consulting fees to the Chairman of the Board. | $ | 140,037 | $ | 22,679 | ||||
b. | Compensation to the non- executive directors (except the Chairman of the Board) | $ | 40,648 | $ | 27,344 |
SIGNIFICANT_ACCOUNTING_POLICIE2
SIGNIFICANT ACCOUNTING POLICIES (Narrative) (Details) (USD $) | 12 Months Ended |
Nov. 30, 2013 | |
Significant Accounting Policies 1 | $10,674,975 |
Significant Accounting Policies 2 | 2,926,718 |
Significant Accounting Policies 3 | 1,543,893 |
Significant Accounting Policies 4 | $445,000 |
Significant Accounting Policies 5 | 50.00% |
Significant Accounting Policies 6 | 15,245,531 |
Significant Accounting Policies 7 | 7,883,198 |
COMMITMENTS_Narrative_Details
COMMITMENTS (Narrative) (Details) (USD $) | 12 Months Ended |
Nov. 30, 2013 | |
Commitments 1 | 3.50% |
Commitments 2 | 16.00% |
Commitments 3 | $15,000 |
Commitments 4 | 50,000 |
Commitments 5 | 50,000 |
Commitments 6 | 150,000 |
Commitments 7 | 750,000 |
Commitments 8 | 2,000,000 |
Commitments 9 | 150,000,000 |
Commitments 10 | 5,563,809 |
Commitments 11 | 1,000 |
Commitments 12 | 80,000 |
Commitments 13 | 1,390,952 |
Commitments 14 | 509,622 |
Commitments 15 | 34.57% |
Commitments 16 | 50,000 |
Commitments 17 | 20,000 |
Commitments 18 | 50,000 |
Commitments 19 | 3,000 |
Commitments 20 | 1.50% |
Commitments 21 | 12,500 |
Commitments 22 | 36,000 |
Commitments 23 | 10,217 |
Commitments 24 | 1 |
Commitments 25 | 0.2838 |
Commitments 26 | 1,000,000 |
Commitments 27 | 1,500,000 |
Commitments 28 | 1,000,000 |
Commitments 29 | 72,000 |
Commitments 30 | 20,433 |
Commitments 31 | 1 |
Commitments 32 | 0.2838 |
Commitments 33 | 10,000 |
Commitments 34 | 2,838 |
Commitments 35 | 1 |
Commitments 36 | 0.2838 |
Commitments 37 | 2,000,000 |
Commitments 38 | 100,000 |
Commitments 39 | 2,000,000 |
Commitments 40 | 100,000 |
Commitments 41 | 74,000 |
Commitments 42 | 92,000 |
Commitments 43 | 3,000,000 |
Commitments 44 | 15,000 |
Commitments 45 | 125 |
Commitments 46 | 300 |
Commitments 47 | 2,400 |
Commitments 48 | 260,000 |
Commitments 49 | 70,000 |
Commitments 50 | 180,000 |
Commitments 51 | 982,358 |
Commitments 52 | 1,473,537 |
Commitments 53 | 25.00% |
Commitments 54 | 255,413 |
Commitments 55 | 16.00% |
Commitments 56 | $6,144 |
Commitments 57 | 606,500 |
Commitments 58 | 80.00% |
Commitments 59 | 87,000 |
STOCKHOLDERS_DEFICIENCY_Narrat
STOCKHOLDERS' DEFICIENCY (Narrative) (Details) (USD $) | 12 Months Ended |
Nov. 30, 2013 | |
Stockholders' Equity 1 | 35 |
Stockholders' Equity 2 | 1 |
Stockholders' Equity 3 | 2,300,000 |
Stockholders' Equity 4 | 80,500,000 |
Stockholders' Equity 5 | $0.00 |
Stockholders' Equity 6 | 33,873,049 |
Stockholders' Equity 7 | $1,100,000 |
Stockholders' Equity 8 | 1,100,000 |
Stockholders' Equity 9 | 1,100,000 |
Stockholders' Equity 10 | $1 |
Stockholders' Equity 11 | 500,000 |
Stockholders' Equity 12 | 500,000 |
Stockholders' Equity 13 | $0.50 |
Stockholders' Equity 14 | 1,000,000 |
Stockholders' Equity 15 | 1,526,718 |
Stockholders' Equity 16 | $0.85 |
Stockholders' Equity 17 | 1,300,000 |
Stockholders' Equity 18 | $1 |
Stockholders' Equity 19 | $704,590 |
LOAN_Narrative_Details
LOAN (Narrative) (Details) (USD $) | 12 Months Ended |
Nov. 30, 2013 | |
D | |
Loan 1 | $250,000 |
Loan 2 | 100,000 |
Loan 3 | $0.50 |
Loan 4 | 65,192 |
Loan 5 | 8.00% |
Loan 6 | 90 |
Loan 7 | 100,000 |
Loan 8 | 0.75 |
Loan 9 | $0.50 |
Loan 10 | 48,800 |
Loan 11 | 100,000 |
Loan 12 | $0.50 |
Loan 13 | $46,000 |
STOCK_BASED_COMPENSATION_Narra
STOCK BASED COMPENSATION (Narrative) (Details) (USD $) | 12 Months Ended |
Nov. 30, 2013 | |
Y | |
Stock Based Compensation 1 | 12,000,000 |
Stock Based Compensation 2 | 10 |
Stock Based Compensation 3 | 2,781,905 |
Stock Based Compensation 4 | $0.00 |
Stock Based Compensation 5 | $1,557,867 |
Stock Based Compensation 6 | 2,781,905 |
Stock Based Compensation 7 | $0.69 |
Stock Based Compensation 8 | 1,404,819 |
Stock Based Compensation 9 | 471,200 |
Stock Based Compensation 10 | $0.85 |
Stock Based Compensation 11 | 363,478 |
Stock Based Compensation 12 | 706,890 |
Stock Based Compensation 13 | $0.79 |
Stock Based Compensation 14 | 506,635 |
Stock Based Compensation 15 | 3,338,285 |
Stock Based Compensation 16 | $0.00 |
Stock Based Compensation 17 | 2,935,496 |
Stock Based Compensation 18 | 235,630 |
Stock Based Compensation 19 | $0.79 |
Stock Based Compensation 20 | 171,207 |
Stock Based Compensation 21 | 250,000 |
Stock Based Compensation 22 | $0.75 |
Stock Based Compensation 23 | 167,561 |
Stock Based Compensation 24 | 255,413 |
Stock Based Compensation 25 | $0.00 |
Stock Based Compensation 26 | 165,850 |
Stock Based Compensation 27 | 1,473,537 |
Stock Based Compensation 28 | 869,387 |
Stock Based Compensation 29 | 2,795,655 |
Stock Based Compensation 30 | 2,976,922 |
Stock Based Compensation 31 | 1,703,987 |
Stock Based Compensation 32 | 2.4 |
Stock Based Compensation 33 | 471,200 |
Stock Based Compensation 34 | $1.40 |
Stock Based Compensation 35 | 564,907 |
Stock Based Compensation 36 | 706,904 |
Stock Based Compensation 37 | $0.69 |
Stock Based Compensation 38 | 500,678 |
Stock Based Compensation 39 | 100,000 |
Stock Based Compensation 40 | $0.61 |
Stock Based Compensation 41 | 64,513 |
Stock Based Compensation 42 | 100,000 |
Stock Based Compensation 43 | $0.96 |
Stock Based Compensation 44 | 65,620 |
Stock Based Compensation 45 | 316,312 |
Stock Based Compensation 46 | 242,055 |
Stock Based Compensation 47 | $348,105 |
Stock Based Compensation 48 | 3.26 |
WARRANTS_Narrative_Details
WARRANTS (Narrative) (Details) (USD $) | 12 Months Ended |
Nov. 30, 2013 | |
Warrants 1 | 1,000,000 |
Warrants 2 | $0.50 |
Warrants 3 | 100,000 |
Warrants 4 | $0.50 |
Warrants 5 | 1,526,718 |
Warrants 6 | $1 |
Warrants 7 | $0.85 |
Warrants 8 | 100,000 |
Warrants 9 | $0.50 |
Warrants 10 | 100,000 |
Warrants 11 | $0.50 |
TAXES_ON_INCOME_Narrative_Deta
TAXES ON INCOME (Narrative) (Details) (USD $) | 12 Months Ended |
Nov. 30, 2013 | |
Taxes On Income 1 | 34.00% |
Taxes On Income 2 | 25.00% |
Taxes On Income 3 | 2,013 |
Taxes On Income 4 | 2,014 |
Taxes On Income 5 | 26.50% |
Taxes On Income 6 | 25.00% |
Taxes On Income 7 | $1,429,661 |
Taxes On Income 8 | 137,673 |
Taxes On Income 9 | $1,585,993 |
RELATED_PARTIES_Narrative_Deta
RELATED PARTIES (Narrative) (Details) (USD $) | 12 Months Ended |
Nov. 30, 2013 | |
Related Parties 1 | $3,000,000 |
SUBSEQUENT_EVENTS_Narrative_De
SUBSEQUENT EVENTS (Narrative) (Details) (USD $) | 12 Months Ended |
Nov. 30, 2013 | |
D | |
Subsequent Events 1 | $3,000,000 |
Subsequent Events 2 | 3,000,000,000,000 |
Subsequent Events 3 | 250,000 |
Subsequent Events 4 | 8.00% |
Subsequent Events 5 | 100,000 |
Subsequent Events 6 | 350,000 |
Subsequent Events 7 | 90 |
Subsequent Events 8 | 1,000,000 |
Subsequent Events 9 | 1 |
Subsequent Events 10 | 0.52 |
Subsequent Events 11 | $445,000 |
Schedule_of_Annual_Depreciatio
Schedule of Annual Depreciation Rates, Property and Equipment (Details) | 12 Months Ended |
Nov. 30, 2013 | |
Significant Accounting Policies Schedule Of Annual Rates Of Depreciation, Property And Equipment 1 | 33.00% |
Significant Accounting Policies Schedule Of Annual Rates Of Depreciation, Property And Equipment 2 | 15.00% |
Significant Accounting Policies Schedule Of Annual Rates Of Depreciation, Property And Equipment 3 | 6.00% |
Schedule_of_Sharebased_Payment
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions (Details) (USD $) | 12 Months Ended |
Nov. 30, 2013 | |
Stock Based Compensation Schedule Of Share-based Payment Award, Stock Options, Valuation Assumptions 1 | 10 |
Stock Based Compensation Schedule Of Share-based Payment Award, Stock Options, Valuation Assumptions 2 | 10 |
Stock Based Compensation Schedule Of Share-based Payment Award, Stock Options, Valuation Assumptions 3 | 96.5 |
Stock Based Compensation Schedule Of Share-based Payment Award, Stock Options, Valuation Assumptions 4 | 98.8 |
Stock Based Compensation Schedule Of Share-based Payment Award, Stock Options, Valuation Assumptions 5 | $104 |
Stock Based Compensation Schedule Of Share-based Payment Award, Stock Options, Valuation Assumptions 6 | $105 |
Stock Based Compensation Schedule Of Share-based Payment Award, Stock Options, Valuation Assumptions 7 | 2.51 |
Stock Based Compensation Schedule Of Share-based Payment Award, Stock Options, Valuation Assumptions 8 | 2.55 |
Stock Based Compensation Schedule Of Share-based Payment Award, Stock Options, Valuation Assumptions 9 | 1.53 |
Stock Based Compensation Schedule Of Share-based Payment Award, Stock Options, Valuation Assumptions 10 | 1.86 |
Stock Based Compensation Schedule Of Share-based Payment Award, Stock Options, Valuation Assumptions 11 | 0 |
Stock Based Compensation Schedule Of Share-based Payment Award, Stock Options, Valuation Assumptions 12 | 0 |
Schedule_of_Stock_Options_Gran
Schedule of Stock Options Granted to Employees and Directors (Details) (USD $) | 12 Months Ended |
Nov. 30, 2013 | |
Stock Based Compensation Schedule Of Stock Options Granted To Employees And Directors 1 | $10,315,815 |
Stock Based Compensation Schedule Of Stock Options Granted To Employees And Directors 2 | 0.297 |
Stock Based Compensation Schedule Of Stock Options Granted To Employees And Directors 3 | 0 |
Stock Based Compensation Schedule Of Stock Options Granted To Employees And Directors 4 | 0 |
Stock Based Compensation Schedule Of Stock Options Granted To Employees And Directors 5 | 1,978,950 |
Stock Based Compensation Schedule Of Stock Options Granted To Employees And Directors 6 | 0.96 |
Stock Based Compensation Schedule Of Stock Options Granted To Employees And Directors 7 | 10,315,815 |
Stock Based Compensation Schedule Of Stock Options Granted To Employees And Directors 8 | 0.297 |
Stock Based Compensation Schedule Of Stock Options Granted To Employees And Directors 9 | 0 |
Stock Based Compensation Schedule Of Stock Options Granted To Employees And Directors 10 | 0 |
Stock Based Compensation Schedule Of Stock Options Granted To Employees And Directors 11 | 0 |
Stock Based Compensation Schedule Of Stock Options Granted To Employees And Directors 12 | 0 |
Stock Based Compensation Schedule Of Stock Options Granted To Employees And Directors 13 | 12,294,765 |
Stock Based Compensation Schedule Of Stock Options Granted To Employees And Directors 14 | 0.265 |
Stock Based Compensation Schedule Of Stock Options Granted To Employees And Directors 15 | 10,315,815 |
Stock Based Compensation Schedule Of Stock Options Granted To Employees And Directors 16 | 0.297 |
Stock Based Compensation Schedule Of Stock Options Granted To Employees And Directors 17 | 6,611,982 |
Stock Based Compensation Schedule Of Stock Options Granted To Employees And Directors 18 | 0.2 |
Stock Based Compensation Schedule Of Stock Options Granted To Employees And Directors 19 | $2,781,905 |
Stock Based Compensation Schedule Of Stock Options Granted To Employees And Directors 20 | 0.17 |
Schedule_of_Information_Stock_
Schedule of Information Stock Options Granted to Employees and Directors (Details) (USD $) | 12 Months Ended |
Nov. 30, 2013 | |
Stock Based Compensation Schedule Of Information Stock Options Granted To Employees And Directors 1 | 0.0001 |
Stock Based Compensation Schedule Of Information Stock Options Granted To Employees And Directors 2 | $2,781,905 |
Stock Based Compensation Schedule Of Information Stock Options Granted To Employees And Directors 3 | 8.17 |
Stock Based Compensation Schedule Of Information Stock Options Granted To Employees And Directors 4 | 0.0001 |
Stock Based Compensation Schedule Of Information Stock Options Granted To Employees And Directors 5 | 1,947,055 |
Stock Based Compensation Schedule Of Information Stock Options Granted To Employees And Directors 6 | 0.001 |
Stock Based Compensation Schedule Of Information Stock Options Granted To Employees And Directors 7 | 5,067,235 |
Stock Based Compensation Schedule Of Information Stock Options Granted To Employees And Directors 8 | 8.52 |
Stock Based Compensation Schedule Of Information Stock Options Granted To Employees And Directors 9 | 0.001 |
Stock Based Compensation Schedule Of Information Stock Options Granted To Employees And Directors 10 | 3,541,997 |
Stock Based Compensation Schedule Of Information Stock Options Granted To Employees And Directors 11 | 0.69 |
Stock Based Compensation Schedule Of Information Stock Options Granted To Employees And Directors 12 | 2,781,905 |
Stock Based Compensation Schedule Of Information Stock Options Granted To Employees And Directors 13 | 8.17 |
Stock Based Compensation Schedule Of Information Stock Options Granted To Employees And Directors 14 | 0.69 |
Stock Based Compensation Schedule Of Information Stock Options Granted To Employees And Directors 15 | 27,819 |
Stock Based Compensation Schedule Of Information Stock Options Granted To Employees And Directors 16 | 0.75 |
Stock Based Compensation Schedule Of Information Stock Options Granted To Employees And Directors 17 | 250,000 |
Stock Based Compensation Schedule Of Information Stock Options Granted To Employees And Directors 18 | 9.62 |
Stock Based Compensation Schedule Of Information Stock Options Granted To Employees And Directors 19 | 0.75 |
Stock Based Compensation Schedule Of Information Stock Options Granted To Employees And Directors 20 | 0 |
Stock Based Compensation Schedule Of Information Stock Options Granted To Employees And Directors 21 | 0.79 |
Stock Based Compensation Schedule Of Information Stock Options Granted To Employees And Directors 22 | 942,520 |
Stock Based Compensation Schedule Of Information Stock Options Granted To Employees And Directors 23 | 8.62 |
Stock Based Compensation Schedule Of Information Stock Options Granted To Employees And Directors 24 | 0.79 |
Stock Based Compensation Schedule Of Information Stock Options Granted To Employees And Directors 25 | 0 |
Stock Based Compensation Schedule Of Information Stock Options Granted To Employees And Directors 26 | 0.85 |
Stock Based Compensation Schedule Of Information Stock Options Granted To Employees And Directors 27 | 471,200 |
Stock Based Compensation Schedule Of Information Stock Options Granted To Employees And Directors 28 | 8.51 |
Stock Based Compensation Schedule Of Information Stock Options Granted To Employees And Directors 29 | 0.85 |
Stock Based Compensation Schedule Of Information Stock Options Granted To Employees And Directors 30 | 0 |
Stock Based Compensation Schedule Of Information Stock Options Granted To Employees And Directors 31 | 12,294,765 |
Stock Based Compensation Schedule Of Information Stock Options Granted To Employees And Directors 32 | 8.39 |
Stock Based Compensation Schedule Of Information Stock Options Granted To Employees And Directors 33 | 0.265 |
Stock Based Compensation Schedule Of Information Stock Options Granted To Employees And Directors 34 | $5,516,871 |
Schedule_of_Disclosure_of_Shar
Schedule of Disclosure of Share-based Compensation Stock Options Exercisable (Details) (USD $) | 12 Months Ended |
Nov. 30, 2013 | |
Stock Based Compensation Schedule Of Disclosure Of Share-based Compensation Stock Options Exercisable 1 | 0.0001 |
Stock Based Compensation Schedule Of Disclosure Of Share-based Compensation Stock Options Exercisable 2 | $2,781,905 |
Stock Based Compensation Schedule Of Disclosure Of Share-based Compensation Stock Options Exercisable 3 | 278 |
Stock Based Compensation Schedule Of Disclosure Of Share-based Compensation Stock Options Exercisable 4 | 0.001 |
Stock Based Compensation Schedule Of Disclosure Of Share-based Compensation Stock Options Exercisable 5 | 1,924,556 |
Stock Based Compensation Schedule Of Disclosure Of Share-based Compensation Stock Options Exercisable 6 | 1,925 |
Stock Based Compensation Schedule Of Disclosure Of Share-based Compensation Stock Options Exercisable 7 | 0.69 |
Stock Based Compensation Schedule Of Disclosure Of Share-based Compensation Stock Options Exercisable 8 | 1,622,778 |
Stock Based Compensation Schedule Of Disclosure Of Share-based Compensation Stock Options Exercisable 9 | 1,119,717 |
Stock Based Compensation Schedule Of Disclosure Of Share-based Compensation Stock Options Exercisable 10 | 0.79 |
Stock Based Compensation Schedule Of Disclosure Of Share-based Compensation Stock Options Exercisable 11 | 188,504 |
Stock Based Compensation Schedule Of Disclosure Of Share-based Compensation Stock Options Exercisable 12 | 148,918 |
Stock Based Compensation Schedule Of Disclosure Of Share-based Compensation Stock Options Exercisable 13 | 0.85 |
Stock Based Compensation Schedule Of Disclosure Of Share-based Compensation Stock Options Exercisable 14 | 94,240 |
Stock Based Compensation Schedule Of Disclosure Of Share-based Compensation Stock Options Exercisable 15 | 80,104 |
Stock Based Compensation Schedule Of Disclosure Of Share-based Compensation Stock Options Exercisable 16 | 6,611,982 |
Stock Based Compensation Schedule Of Disclosure Of Share-based Compensation Stock Options Exercisable 17 | $1,350,942 |
Schedule_of_Fair_Value_of_Stoc
Schedule of Fair Value of Stock Options Granted Valuation Assumptions (Details) (USD $) | 12 Months Ended |
Nov. 30, 2013 | |
Stock Based Compensation Schedule Of Fair Value Of Stock Options Granted Valuation Assumptions 1 | 10 |
Stock Based Compensation Schedule Of Fair Value Of Stock Options Granted Valuation Assumptions 2 | 10 |
Stock Based Compensation Schedule Of Fair Value Of Stock Options Granted Valuation Assumptions 3 | 97.1 |
Stock Based Compensation Schedule Of Fair Value Of Stock Options Granted Valuation Assumptions 4 | $104 |
Stock Based Compensation Schedule Of Fair Value Of Stock Options Granted Valuation Assumptions 5 | $110 |
Stock Based Compensation Schedule Of Fair Value Of Stock Options Granted Valuation Assumptions 6 | 2.63 |
Stock Based Compensation Schedule Of Fair Value Of Stock Options Granted Valuation Assumptions 7 | 1.51 |
Stock Based Compensation Schedule Of Fair Value Of Stock Options Granted Valuation Assumptions 8 | 1.62 |
Stock Based Compensation Schedule Of Fair Value Of Stock Options Granted Valuation Assumptions 9 | 0 |
Stock Based Compensation Schedule Of Fair Value Of Stock Options Granted Valuation Assumptions 10 | 0 |
Schedule_of_Stock_Options_Gran1
Schedule of Stock Options Granted to Non-Employees (Details) (USD $) | 12 Months Ended |
Nov. 30, 2013 | |
Stock Based Compensation Schedule Of Stock Options Granted To Non-employees 1 | $1,278,104 |
Stock Based Compensation Schedule Of Stock Options Granted To Non-employees 2 | 0.95 |
Stock Based Compensation Schedule Of Stock Options Granted To Non-employees 3 | 0 |
Stock Based Compensation Schedule Of Stock Options Granted To Non-employees 4 | 0 |
Stock Based Compensation Schedule Of Stock Options Granted To Non-employees 5 | 100,000 |
Stock Based Compensation Schedule Of Stock Options Granted To Non-employees 6 | 0.96 |
Stock Based Compensation Schedule Of Stock Options Granted To Non-employees 7 | 1,278,104 |
Stock Based Compensation Schedule Of Stock Options Granted To Non-employees 8 | 0.95 |
Stock Based Compensation Schedule Of Stock Options Granted To Non-employees 9 | 0 |
Stock Based Compensation Schedule Of Stock Options Granted To Non-employees 10 | 0 |
Stock Based Compensation Schedule Of Stock Options Granted To Non-employees 11 | 0 |
Stock Based Compensation Schedule Of Stock Options Granted To Non-employees 12 | 0 |
Stock Based Compensation Schedule Of Stock Options Granted To Non-employees 13 | 1,378,104 |
Stock Based Compensation Schedule Of Stock Options Granted To Non-employees 14 | 0.95 |
Stock Based Compensation Schedule Of Stock Options Granted To Non-employees 15 | 1,278,104 |
Stock Based Compensation Schedule Of Stock Options Granted To Non-employees 16 | 0.95 |
Stock Based Compensation Schedule Of Stock Options Granted To Non-employees 17 | 644,418 |
Stock Based Compensation Schedule Of Stock Options Granted To Non-employees 18 | 0.79 |
Stock Based Compensation Schedule Of Stock Options Granted To Non-employees 19 | $176,726 |
Stock Based Compensation Schedule Of Stock Options Granted To Non-employees 20 | 0.69 |
Schedule_of_Information_Option
Schedule of Information Options Granted to Non-Employees (Details) (USD $) | 12 Months Ended |
Nov. 30, 2013 | |
Stock Based Compensation Schedule Of Information Options Granted To Non-employees 1 | 0.61 |
Stock Based Compensation Schedule Of Information Options Granted To Non-employees 2 | $100,000 |
Stock Based Compensation Schedule Of Information Options Granted To Non-employees 3 | 8.98 |
Stock Based Compensation Schedule Of Information Options Granted To Non-employees 4 | 0.61 |
Stock Based Compensation Schedule Of Information Options Granted To Non-employees 5 | 9,000 |
Stock Based Compensation Schedule Of Information Options Granted To Non-employees 6 | 0.69 |
Stock Based Compensation Schedule Of Information Options Granted To Non-employees 7 | 706,904 |
Stock Based Compensation Schedule Of Information Options Granted To Non-employees 8 | 8.17 |
Stock Based Compensation Schedule Of Information Options Granted To Non-employees 9 | 0.69 |
Stock Based Compensation Schedule Of Information Options Granted To Non-employees 10 | 7,069 |
Stock Based Compensation Schedule Of Information Options Granted To Non-employees 11 | 0.9 |
Stock Based Compensation Schedule Of Information Options Granted To Non-employees 12 | 100,000 |
Stock Based Compensation Schedule Of Information Options Granted To Non-employees 13 | 9.34 |
Stock Based Compensation Schedule Of Information Options Granted To Non-employees 14 | 0.96 |
Stock Based Compensation Schedule Of Information Options Granted To Non-employees 15 | 0 |
Stock Based Compensation Schedule Of Information Options Granted To Non-employees 16 | 1.4 |
Stock Based Compensation Schedule Of Information Options Granted To Non-employees 17 | 471,200 |
Stock Based Compensation Schedule Of Information Options Granted To Non-employees 18 | 8.37 |
Stock Based Compensation Schedule Of Information Options Granted To Non-employees 19 | 1.4 |
Stock Based Compensation Schedule Of Information Options Granted To Non-employees 20 | 0 |
Stock Based Compensation Schedule Of Information Options Granted To Non-employees 21 | 1,378,104 |
Stock Based Compensation Schedule Of Information Options Granted To Non-employees 22 | 8.38 |
Stock Based Compensation Schedule Of Information Options Granted To Non-employees 23 | 0.95 |
Stock Based Compensation Schedule Of Information Options Granted To Non-employees 24 | $16,069 |
Schedule_of_Stock_Options_Exer
Schedule of Stock Options Exercisable (Details) (USD $) | 12 Months Ended |
Nov. 30, 2013 | |
Stock Based Compensation Schedule Of Stock Options Exercisable 1 | 0.61 |
Stock Based Compensation Schedule Of Stock Options Exercisable 2 | $20,000 |
Stock Based Compensation Schedule Of Stock Options Exercisable 3 | 12,200 |
Stock Based Compensation Schedule Of Stock Options Exercisable 4 | 0.69 |
Stock Based Compensation Schedule Of Stock Options Exercisable 5 | 530,178 |
Stock Based Compensation Schedule Of Stock Options Exercisable 6 | 365,822 |
Stock Based Compensation Schedule Of Stock Options Exercisable 7 | 1.4 |
Stock Based Compensation Schedule Of Stock Options Exercisable 8 | 94,240 |
Stock Based Compensation Schedule Of Stock Options Exercisable 9 | 131,936 |
Stock Based Compensation Schedule Of Stock Options Exercisable 10 | 644,418 |
Stock Based Compensation Schedule Of Stock Options Exercisable 11 | $509,958 |
Schedule_of_Accounts_Notes_Loa
Schedule of Accounts, Notes, Loans and Financing Receivable (Details) (USD $) | 12 Months Ended |
Nov. 30, 2013 | |
Prepaid Expenses And Accounts Receivable Schedule Of Accounts, Notes, Loans And Financing Receivable 1 | $22,877 |
Prepaid Expenses And Accounts Receivable Schedule Of Accounts, Notes, Loans And Financing Receivable 2 | 15,441 |
Prepaid Expenses And Accounts Receivable Schedule Of Accounts, Notes, Loans And Financing Receivable 3 | 12,765 |
Prepaid Expenses And Accounts Receivable Schedule Of Accounts, Notes, Loans And Financing Receivable 4 | 12,808 |
Prepaid Expenses And Accounts Receivable Schedule Of Accounts, Notes, Loans And Financing Receivable 5 | 1,256 |
Prepaid Expenses And Accounts Receivable Schedule Of Accounts, Notes, Loans And Financing Receivable 6 | 0 |
Prepaid Expenses And Accounts Receivable Schedule Of Accounts, Notes, Loans And Financing Receivable 7 | 36,908 |
Prepaid Expenses And Accounts Receivable Schedule Of Accounts, Notes, Loans And Financing Receivable 8 | $28,249 |
Schedule_of_Property_Plant_and
Schedule of Property, Plant and Equipment (Details) (USD $) | 12 Months Ended |
Nov. 30, 2013 | |
Property And Equipment, Net Schedule Of Property, Plant And Equipment 1 | $3,761 |
Property And Equipment, Net Schedule Of Property, Plant And Equipment 2 | 2,841 |
Property And Equipment, Net Schedule Of Property, Plant And Equipment 3 | 5,901 |
Property And Equipment, Net Schedule Of Property, Plant And Equipment 4 | 0 |
Property And Equipment, Net Schedule Of Property, Plant And Equipment 5 | 7,855 |
Property And Equipment, Net Schedule Of Property, Plant And Equipment 6 | 6,838 |
Property And Equipment, Net Schedule Of Property, Plant And Equipment 7 | 17,517 |
Property And Equipment, Net Schedule Of Property, Plant And Equipment 8 | 9,679 |
Property And Equipment, Net Schedule Of Property, Plant And Equipment 9 | 4,663 |
Property And Equipment, Net Schedule Of Property, Plant And Equipment 10 | 1,406 |
Property And Equipment, Net Schedule Of Property, Plant And Equipment 11 | 12 |
Property And Equipment, Net Schedule Of Property, Plant And Equipment 12 | 854 |
Property And Equipment, Net Schedule Of Property, Plant And Equipment 13 | $8,273 |
Schedule_of_Assumptions_Used_W
Schedule of Assumptions Used, Warrants (Details) (USD $) | 12 Months Ended |
Nov. 30, 2013 | |
Warrants Schdedule Of Assumptions For Warrants 1 | $0.70 |
Warrants Schdedule Of Assumptions For Warrants 2 | 105.00% |
Warrants Schdedule Of Assumptions For Warrants 3 | 0.13% |
Warrants Schdedule Of Assumptions For Warrants 4 | 0.28% |
Warrants Schdedule Of Assumptions For Warrants 5 | 1 |
Warrants Schdedule Of Assumptions For Warrants 6 | 1.8 |
Warrants Schdedule Of Assumptions For Warrants 7 | 0.00% |
Schedule_of_Financial_liabilit
Schedule of Financial liabilities carried at fair value (Details) (USD $) | 12 Months Ended |
Nov. 30, 2013 | |
Warrants Schedule Of Financial Liabilities Carried At Fair Value 1 | $1,157,954 |
Warrants Schedule Of Financial Liabilities Carried At Fair Value 2 | $1,157,954 |
Schedule_of_Activity_fo_fair_v
Schedule of Activity fo fair value measurements of financial liabilities (Details) (USD $) | 12 Months Ended |
Nov. 30, 2013 | |
Warrants Schedule Of Activity Fo Fair Value Measurements Of Financial Liabilities 1 | $0 |
Warrants Schedule Of Activity Fo Fair Value Measurements Of Financial Liabilities 2 | 1,291,270 |
Warrants Schedule Of Activity Fo Fair Value Measurements Of Financial Liabilities 3 | -133,316 |
Warrants Schedule Of Activity Fo Fair Value Measurements Of Financial Liabilities 4 | $1,157,954 |
Schedule_of_Research_and_Devel
Schedule of Research and Development Assets Acquired Other than Through Business Combination (Details) (USD $) | 12 Months Ended |
Nov. 30, 2013 | |
Research And Development Expenses Schedule Of Research And Development Assets Acquired Other Than Through Business Combination 1 | $395,710 |
Research And Development Expenses Schedule Of Research And Development Assets Acquired Other Than Through Business Combination 2 | 166,108 |
Research And Development Expenses Schedule Of Research And Development Assets Acquired Other Than Through Business Combination 3 | 475,877 |
Research And Development Expenses Schedule Of Research And Development Assets Acquired Other Than Through Business Combination 4 | 1,329,651 |
Research And Development Expenses Schedule Of Research And Development Assets Acquired Other Than Through Business Combination 5 | 378,826 |
Research And Development Expenses Schedule Of Research And Development Assets Acquired Other Than Through Business Combination 6 | 102,863 |
Research And Development Expenses Schedule Of Research And Development Assets Acquired Other Than Through Business Combination 7 | 101,801 |
Research And Development Expenses Schedule Of Research And Development Assets Acquired Other Than Through Business Combination 8 | 619,288 |
Research And Development Expenses Schedule Of Research And Development Assets Acquired Other Than Through Business Combination 9 | 100,242 |
Research And Development Expenses Schedule Of Research And Development Assets Acquired Other Than Through Business Combination 10 | 90,901 |
Research And Development Expenses Schedule Of Research And Development Assets Acquired Other Than Through Business Combination 11 | 1,452,456 |
Research And Development Expenses Schedule Of Research And Development Assets Acquired Other Than Through Business Combination 12 | $2,308,811 |
Schedule_of_general_and_admini
Schedule of general and administrative expenses (Details) (USD $) | 12 Months Ended |
Nov. 30, 2013 | |
General And Administrative Expenses Schedule Of General And Administrative Expenses 1 | $415,163 |
General And Administrative Expenses Schedule Of General And Administrative Expenses 2 | 192,973 |
General And Administrative Expenses Schedule Of General And Administrative Expenses 3 | 2,636,090 |
General And Administrative Expenses Schedule Of General And Administrative Expenses 4 | 1,889,326 |
General And Administrative Expenses Schedule Of General And Administrative Expenses 5 | 283,493 |
General And Administrative Expenses Schedule Of General And Administrative Expenses 6 | 176,446 |
General And Administrative Expenses Schedule Of General And Administrative Expenses 7 | 296,753 |
General And Administrative Expenses Schedule Of General And Administrative Expenses 8 | 203,288 |
General And Administrative Expenses Schedule Of General And Administrative Expenses 9 | 187,827 |
General And Administrative Expenses Schedule Of General And Administrative Expenses 10 | 140,944 |
General And Administrative Expenses Schedule Of General And Administrative Expenses 11 | 118,333 |
General And Administrative Expenses Schedule Of General And Administrative Expenses 12 | 14,551 |
General And Administrative Expenses Schedule Of General And Administrative Expenses 13 | 70,387 |
General And Administrative Expenses Schedule Of General And Administrative Expenses 14 | 62,220 |
General And Administrative Expenses Schedule Of General And Administrative Expenses 15 | 4,008,046 |
General And Administrative Expenses Schedule Of General And Administrative Expenses 16 | $2,679,748 |
Schedule_of_Financial_Expenses
Schedule of Financial Expenses (Details) (USD $) | 12 Months Ended |
Nov. 30, 2013 | |
Financial Expenses Schedule Of Financial Expenses 1 | $172,510 |
Financial Expenses Schedule Of Financial Expenses 2 | 0 |
Financial Expenses Schedule Of Financial Expenses 3 | -133,316 |
Financial Expenses Schedule Of Financial Expenses 4 | 0 |
Financial Expenses Schedule Of Financial Expenses 5 | 33,761 |
Financial Expenses Schedule Of Financial Expenses 6 | 7,069 |
Financial Expenses Schedule Of Financial Expenses 7 | 5,702 |
Financial Expenses Schedule Of Financial Expenses 8 | 2,515 |
Financial Expenses Schedule Of Financial Expenses 9 | 78,657 |
Financial Expenses Schedule Of Financial Expenses 10 | $9,584 |
Schedule_of_Deferred_Tax_Asset
Schedule of Deferred Tax Assets (Details) (USD $) | 12 Months Ended |
Nov. 30, 2013 | |
Taxes On Income Schedule Of Deferred Tax Assets 1 | $1,013,024 |
Taxes On Income Schedule Of Deferred Tax Assets 2 | 344,307 |
Taxes On Income Schedule Of Deferred Tax Assets 3 | 182,668 |
Taxes On Income Schedule Of Deferred Tax Assets 4 | 57,344 |
Taxes On Income Schedule Of Deferred Tax Assets 5 | 15,496 |
Taxes On Income Schedule Of Deferred Tax Assets 6 | 3,968 |
Taxes On Income Schedule Of Deferred Tax Assets 7 | 1,132 |
Taxes On Income Schedule Of Deferred Tax Assets 8 | 402 |
Taxes On Income Schedule Of Deferred Tax Assets 9 | 1,212,320 |
Taxes On Income Schedule Of Deferred Tax Assets 10 | 406,021 |
Taxes On Income Schedule Of Deferred Tax Assets 11 | 0 |
Taxes On Income Schedule Of Deferred Tax Assets 12 | $0 |
Schedule_of_Related_Party_Tran
Schedule of Related Party Transactions (Details) (USD $) | 12 Months Ended |
Nov. 30, 2013 | |
Related Parties Schedule Of Related Party Transactions 1 | $140,037 |
Related Parties Schedule Of Related Party Transactions 2 | 22,679 |
Related Parties Schedule Of Related Party Transactions 3 | 40,648 |
Related Parties Schedule Of Related Party Transactions 4 | $27,344 |