Citrine Global (CTGL) 10-Q 17 Aug 23 2023 Q2 Quarterly report Financial data

Cover

Cover - shares	6 Months Ended
	Jun. 30, 2023	Aug. 17, 2023
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Jun. 30, 2023
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2023
Current Fiscal Year End Date	--12-31
Entity File Number	000-55680
Entity Registrant Name	CITRINE GLOBAL, CORP
Entity Central Index Key	0001498067
Entity Tax Identification Number	68-0080601
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	5 Golden Beach
Entity Address, City or Town	Ceasarea
Entity Address, Country	IL
Entity Address, Postal Zip Code	3088900
City Area Code	972
Local Phone Number	9 855 1422
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		965,479,039

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Current Assets
Cash and cash equivalents	$ 30	$ 77
Prepaid expenses	401	88
Other current assets	17	20
Total Current assets	448	185
Non-current assets
Investments valued under the measurement alternative	822	894
Property and equipment, net	218	230
Total non-current assets	1,040	1,124
Total assets	1,488	1,309
Current liabilities
Short term loans		82
Credit facility	53
Accounts payable and accrued expenses	452	247
Accrued compensation	1,610	1,476
Total current liabilities	2,115	1,805
Non-current liability
Convertible component in convertible notes	125	161
Convertible notes	2,020	1,814
Total liabilities	4,260	3,780
Stockholders’ Deficit
Common stock, par value $0.0001 per share, 1,500,000,000 shares authorized at June 30, 2023 and December 31, 2022; 965,479,039 and 943,703,873 shares issued and outstanding at June 30, 2023 and December 31, 2022, respectively	96	94
Additional paid-in capital	24,892	23,248
Stock to be issued	39	474
Accumulated deficit	(27,930)	(26,402)
Accumulated other comprehensive income	131	115
Total stockholders’ deficit	(2,772)	(2,471)
Total liabilities and stockholders’ deficit	$ 1,488	$ 1,309

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Jun. 30, 2023	Dec. 31, 2022
Statement of Financial Position [Abstract]
Common Stock, par value	$ 0.0001	$ 0.0001
Common Stock, shares authorized	1,500,000,000	1,500,000,000
Common Stock, shares issued	965,479,039	943,703,873
Common Stock, shares outstanding	965,479,039	943,703,873

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) shares in Thousands, $ in Thousands		3 Months Ended		6 Months Ended
		Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Income Statement [Abstract]
Research and development expenses		$ (28)	$ (31)	$ (57)	$ (56)
Marketing, general and administrative expenses		(535)	(355)	(1,024)	(669)
Operating loss		(563)	(386)	(1,081)	(725)
Financing expenses, net:
Income (expenses) related to convertible loan terms		(100)	386	(429)	7
Other financing expenses, net		(13)	(6)	(18)	(17)
Financing income (expenses), net		(113)	380	(447)	(10)
Net loss		$ (676)	$ (6)	$ (1,528)	$ (735)
Loss per common stock, basic	[1]
Loss per common stock, diluted	[1]
Basic weighted average number of shares of common stock outstanding		960,039,479	942,568,006	956,404,305	942,568,006
Comprehensive loss:
Other comprehensive income (loss) attributable to foreign currency translation		$ 6	$ (5)	$ 16	$ 1
Comprehensive loss		$ (670)	$ (11)	$ (1,512)	$ (734)
[1]Represents an amount less than $0.01 per common stock.

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Changes in Shareholders' Deficit (Unaudited) - USD ($) $ in Thousands	Common Stock [Member]		Additional Paid-in Capital [Member]		Stock to be Issued [Member]	Retained Earnings [Member]	AOCI Attributable to Parent [Member]	Total
Beginning balance, value at Dec. 31, 2021	$ 94		$ 22,073		$ 44	$ (23,757)	$ 106	$ (1,440)
Beginning balance, shares at Dec. 31, 2021	942,568,006
Warrants issued in connection with convertible notes			100					100
Share based compensation			32					32
Other comprehensive income							6	6
Net loss for the period						(729)		(729)
Extinguishment of convertible note			(162)					(162)
Ending balance, value at Mar. 31, 2022	$ 94		22,043		44	(24,486)	112	(2,193)
Ending balance, shares at Mar. 31, 2022	942,568,006
Beginning balance, value at Dec. 31, 2021	$ 94		22,073		44	(23,757)	106	(1,440)
Beginning balance, shares at Dec. 31, 2021	942,568,006
Net loss for the period								(735)
Ending balance, value at Jun. 30, 2022	$ 94		22,078		44	(24,492)	107	(2,169)
Ending balance, shares at Jun. 30, 2022	942,568,006
Beginning balance, value at Mar. 31, 2022	$ 94		22,043		44	(24,486)	112	(2,193)
Beginning balance, shares at Mar. 31, 2022	942,568,006
Share based compensation			35					35
Other comprehensive income							(5)	(5)
Net loss for the period						(6)		(6)
Ending balance, value at Jun. 30, 2022	$ 94		22,078		44	(24,492)	107	(2,169)
Ending balance, shares at Jun. 30, 2022	942,568,006
Beginning balance, value at Dec. 31, 2022	$ 94		23,248		474	(26,402)	115	(2,471)
Beginning balance, shares at Dec. 31, 2022	943,703,873
Issuance of shares under share purchase agreement (note 4)	$ 1		443		(444)
Issuance of shares under share purchase agreement (note 4), shares	9,259,250
Issuance of shares for credit facility		[1]	123					123
Issuance of shares for credit facility, shares	3,232,016
Share based compensation to service providers		[1]		[1]	4			4
Share based compensation to service providers, shares	283,900
Warrants issued in connection with convertible notes			268					268
Share based compensation			269					269
Other comprehensive income							10	10
Net loss for the period						(852)		(852)
Ending balance, value at Mar. 31, 2023	$ 95		24,351		34	(27,254)	125	(2,649)
Ending balance, shares at Mar. 31, 2023	956,479,039
Beginning balance, value at Dec. 31, 2022	$ 94		23,248		474	(26,402)	115	(2,471)
Beginning balance, shares at Dec. 31, 2022	943,703,873
Net loss for the period								(1,528)
Ending balance, value at Jun. 30, 2023	$ 96		24,892		39	(27,930)	131	(2,772)
Ending balance, shares at Jun. 30, 2023	965,479,039
Beginning balance, value at Mar. 31, 2023	$ 95		24,351		34	(27,254)	125	(2,649)
Beginning balance, shares at Mar. 31, 2023	956,479,039
Share based compensation to service providers					5			5
Share based compensation			209					209
Other comprehensive income							6	6
Net loss for the period						(676)		(676)
Issuance of shares for services	$ 1		332					333
Issuance of shares for services, shares	9,000,000
Ending balance, value at Jun. 30, 2023	$ 96		$ 24,892		$ 39	$ (27,930)	$ 131	$ (2,772)
Ending balance, shares at Jun. 30, 2023	965,479,039
[1]represents amount less than $1 thousand

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$ (1,528)	$ (735)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	1	1
Finance expenses, net	2	6
Financial expenses with respect to convertible notes and loans	467	(8)
Share based payment	487	67
Fair value adjustment of option to purchase MyPlant shares	73
Changes in operating assets and liabilities:
Prepaid expenses and other current assets	33	20
Accounts payable and accrued expenses	368	336
Net cash used in operating activities	(97)	(313)
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of property and equipment		(4)
Net cash used in investing activities		(4)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issuance of convertible notes		180
Proceeds under credit facility	51
Net cash provided by financing activities	51	180
Effect of exchange rates on cash and cash equivalents	(1)	(6)
Net decrease in cash and cash equivalents	(47)	(143)
CASH, CASH EQUIVALENTS AND RESTRICTED CASH AT BEGINNING OF PERIOD	77	280
CASH, CASH EQUIVALENTS AND RESTRICTED CASH AT END OF PERIOD	30	137
Non-cash transactions:
Fair value of convertible component in convertible loan		(48)
Warrants issued in connection with convertible notes	(268)	(100)
Issuance of shares for credit facility	123
Extinguishment of convertible notes and loans	(83)	(162)
Issuance of shares for future services	$ 222

GENERAL

GENERAL	6 Months Ended
	Jun. 30, 2023
General
GENERAL	NOTE 1 - GENERAL Citrine Global, Corp. (“Citrine Global” or the “Company”) was incorporated under the laws of the State of Delaware on May 26, 2010. The Company’s common stock is traded in the United States on the OTCQB market under the ticker symbol “CTGL.” On June 3, 2020 the Company established a wholly owned new Israeli subsidiary: CTGL – Citrine Global Israel Ltd, (the “Israeli Subsidiary”). On July 21, 2020, the Israeli Subsidiary began to work with certain Company shareholders, Beezz Home Technologies Ltd. (“Beezzhome”), in which Ora Elharar Soffer, the Company’s chairperson and CEO holds shares, and Golden Holdings Neto Ltd., in which Ilan Ben-Ishai, a former director of the Company, holds shares, have been working towards establishing an Operational Innovation Center focuses on plant based wellness and pharma products and solutions. The Company’s Board of Directors approved the Israeli Subsidiary to proceed with preparations for entering into an agreement to incorporate a new company, named Cannovation Center Israel Ltd. (“Cannovation”), with Beezz Home Technologies Ltd. and Golden Holdings Neto Ltd., and to accept limitations on the Israeli Subsidiary’s rights in the Cannovation Center if and as mandated under Israeli regulations on the involvement of foreign entities. On August 20, 2020, the Israeli Subsidiary, Beezz Home Technologies Ltd., and Golden Holdings Neto Ltd. incorporated Cannovation. Israeli Subsidiary holds 60% 20 On August 4, 2020, the Board of the Company approved for the Company and its Israeli Subsidiary to proceed with preparations for investing in iBOT Israel Botanicals Ltd., (an affiliate) an Israeli nutritional supplements’ company developing and manufacturing botanical formulas and nutritional supplements for custom & contract manufacturing for leading botanical companies (“iBOT”). The principal shareholders and control persons of iBOT are the Company’s Chief Executive Officer, President and Chairperson. iBOT has a manufacturing facility for a wide range of botanical formulations. iBOT’s manufacturing facility is approved by the Israeli Ministry of Health and is GMP-certified, ISO 9001-certified and HACCP certified by IQC. On August 4, 2020, the Board of Directors approved for the Company and Citrine Global Israel to proceed with preparations for investing in iBOT. On August 9, 2021, through the 60 In November 2021, iBOT granted to Citrine Global Group, a pre-emption right to any equity or equity linked securities that iBOT proposes to issue to an unrelated third party with aggregate gross proceeds to iBot exceeding $1 million or which will result in a change in control in iBOT following such issuance, then iBOT is to give to the Citrine Global Group written notice of such proposed issuance and the relevant terms thereof and the Citrine Global Group shall have ten (10) days thereafter to determine if it elects to purchase a minimum of 51% of the proposed issuance on the price and other terms specified in the notice sent by iBOT (the “Pre-Emption Right”). In November 2022 the Company and iBOT agreed to extend to March 31, 2023 the pre-emption right previously granted to the Company with respect to any equity or equity linked securities that iBOT proposes to issue to an unrelated third party with aggregate gross proceeds to iBOT exceeding $1 million or which will result 51% in a change in control in iBOT following such issuance. CITRINE GLOBAL, CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) Stock split On June 10, 2022, certain of the Company’s stockholders representing more than 50% of the Company’s outstanding share capital (the “Majority Consenting Stockholders”) approved an amendment to the Company’s Certificate of Incorporation (the “Reverse Stock Split Certificate of Amendment”) in order to effect a reverse stock split of the Company’s common stock pursuant to a range of between 50-to-1 and 700-to-1 (the “Reverse Stock Split”). Financial support The Company has not yet to generate revenues and is dependent on raising funds from its current shareholders or from other sources. On April 13, 2021, Citrine S A L, on behalf of itself and its affiliates and related parties, has furnished the Company with an irrevocable letter of obligation to financially support the Company until June 30, 2022. On March 17, 2022, Citrine S A L Investment & Holding Ltd. extended this support through June 30, 2023. On August 14, 2022, Citrine S A L Investment & Holding Ltd. further extended this support through June 30, 2024. In addition, on March 6, 2023 Cannovation and S.R. Accord Ltd., an Israeli company (“Lender”), entered into an 18-month credit facility agreement (the “Credit Facility”) pursuant to which Lender has committed to fund Cannovation in an aggregate amount of 3,000,000 857,000 1.7% As security for any loans under the Credit Facility, Cannovation granted the Lender a first priority lien on its rights to the 125,000 sq ft (11,687 sq meters) of industrial land in Yerucham. The lien will become effective only if Cannovation utilizes the Credit Facility. If the market value of the Premises is less than the amount outstanding under the Credit Facility, then Lender will be entitled to additional security including additional shares of Citrine Global common stock, on such terms and conditions as the parties may agree. As additional security for any payments due to Lender, (i) the Israeli Subsidiary, (ii) Beezzhome and (iii) Netto Holdings, an unaffiliated entity under the partial control of Ilan Ben Ishay, a director on the board of Cannovation, as well as each of Ms. Elharar Soffer and Mr. Ben Ishay have, in their personal capacities, provided guarantees for the repayment of any amounts that may be owing to Lender under the Credit Facility. The Company, CTGL – Citrine Global Israel Ltd. and Cannovation have agreed to indemnify Ms. Elharar Soffer and Mr. Ben Ishay for any losses they incur as a result of the personal guarantees. On March 7, 2023, the Company issued to the Lender and a consultant 3,232,016 123 51,000 120,000 The Company has no significant firm commitments that require it to remit cash and can control the level of expenses it incurs. Based on the Company’s current cash balances, and the access to the Credit Facility noted above, management believes the Company will have sufficient funds for its plans for the next twelve months from the issuance of these financial statements. As the Company is embarking on its business plan, it is incurring losses. It cannot determine with reasonable certainty when and if it will have sustainable profits.

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF PRESENTATION	6 Months Ended
	Jun. 30, 2023
Accounting Policies [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF PRESENTATION	NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF PRESENTATION Unaudited Interim Financial Statements The accompanying unaudited condensed consolidated financial statements include the accounts of the Company and its subsidiary, prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and with the instructions to Form 10-Q. In the opinion of management, the financial statements presented herein have not been audited by an independent registered public accounting firm but include all material adjustments (consisting of normal recurring adjustments) which are, in the opinion of management, necessary for a fair statement of the financial condition, results of operations and cash flows for the six and three months ended June 30, 2023. However, these results are not necessarily indicative of results for any other interim period or for the year ended December 31, 2023. Certain information and footnote disclosures normally included in financial statements in accordance with generally accepted accounting principles have been omitted pursuant to the rules of the U.S. Securities and Exchange Commission (“SEC”). These financial statements should be read in conjunction with the financial statements and notes thereto contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022. Use of Estimates The preparation of the financial statements in conformity with 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 dates of the financial statements and the reported amounts of expenses during the reporting periods. Significant estimates include fair value estimates of derivative liabilities and assets. Actual results could differ from those estimates. Fair value Fair value of certain of the Company’s financial instruments including cash, accounts payable, accrued expenses, and other accrued liabilities approximate cost because of their short maturities. The Company measures and reports fair value in accordance with Accounting Standards Codification (“ASC”) 820, “Fair Value Measurements and Disclosure,” which defines fair value, establishes a framework for measuring fair value in accordance with generally accepted accounting principles and expands disclosures about fair value measurements. Fair value, as defined by ASC 820, is 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. The fair value of an asset should reflect its highest and best use by market participants, principal (or most advantageous) markets, and an in-use or an in-exchange valuation premise. The fair value of a liability should reflect the risk of nonperformance, which includes, among other things, the Company’s credit risk. Valuation techniques are generally classified into three categories: (i) the market approach; (ii) the income approach; and (iii) the cost approach. The selection and application of one or more of the techniques may require significant judgment and are primarily dependent upon the characteristics of the asset or liability, and the quality and availability of inputs. Valuation techniques used to measure fair value under ASC 820 must maximize the use of observable inputs and minimize the use of unobservable inputs. ASC 820 also provides fair value hierarchy for inputs and resulting measurement as follows: CITRINE GLOBAL, CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF RESENTATION (cont.) Fair value (cont.) Level 1: Quoted prices (unadjusted) in active markets that are accessible at the measurement date for identical assets or liabilities. Level 2: Quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability; and inputs that are derived principally from or corroborated by observable market data for substantially the full term of the assets or liabilities; and Level 3: Unobservable inputs for the asset or liability that are supported by little or no market activity, and that are significant to the fair values. Fair value measurements are required to be disclosed by the level within the fair value hierarchy in which the fair value measurements in their entirety fall. Fair value measurements using significant unobservable inputs (in level 3 measurements) are subject to expanded disclosure requirements including a reconciliation of the beginning and ending balances, separately presenting changes during the period attributable to the following: (i) total gains or losses for the period (realized and unrealized), (ii) segregating those gains or losses included in earnings, and (iii) a description of where those gains or losses included in earning are reported in the statement of operations. The Company’s financial assets and liabilities that are measured at fair value on a recurring basis by level within the fair value hierarchy are as follows: SCHEDULE OF FINANCIAL ASSETS AND LIABILITIES MEASURED AT FAIR VALUE ON A RECURRING BASIS Balance as of June 30, 2023 Level 1 Level 2 Level 3 Total US$ in thousands Assets: Option to Purchase MyPlant shares - - 218 218 Total assets - - 218 218 Liabilities: Fair value of convertible component in convertible notes - - 125 125 Total liabilities - - 125 125 CITRINE GLOBAL, CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF RESENTATION (cont.) Balance as of December 31, 2022 Level 1 Level 2 Level 3 Total US$ in thousands Assets: Option to Purchase MyPlant shares - - 291 291 Total assets - - 291 291 Liabilities: Convertible component in convertible notes - - 161 161 Total liabilities - - 161 161 The following table presents the changes in fair value of the level 3 assets and liabilities for the period ended June 30, 2023: SCHEDULE OF CHANGES IN FAIR VALUE OF LEVEL 3 ASSETS AND LIABILITIES Changes in Fair value US$ in thousands Assets: Outstanding at December 31, 2022 291 Changes in fair value 73 Outstanding at June 30, 2023 218 Changes in Fair value US$ in thousands Liabilities: Outstanding at December 31, 2022 161 Initial recognition of convertible component as part of convertible notes issued 8 Changes in fair value (44 ) Outstanding at June 30, 2023 125 Credit line issuance costs Costs associated with entering into a revolving line of credit or revolving-debt arrangement are costs incurred in exchange for access to capital. These fees are paid regardless of whether the funds are ever drawn down. Such costs are recorded as such on the balance sheet as prepaid expenses. Upon drawing down a portion of the credit line, the applicable portion of the costs related to that draw down is presented as a direct deduction from the carrying value of the debt when drawn and amortized as finance expenses using the effective interest method. Recent Accounting Pronouncements New pronouncements issued but not effective as of June 30, 2023 are not expected to have a material impact on the Company’s consolidated financial statements.

STOCK OPTIONS

STOCK OPTIONS	6 Months Ended
	Jun. 30, 2023
Share-Based Payment Arrangement [Abstract]
STOCK OPTIONS	NOTE 3 – STOCK OPTIONS On March 5, 2023, the Board of the Company determined that in the event that the Company’s stock is listed on the Nasdaq Stock Market, then one half of the awarded but unvested option grants made in each of August 2021 and in August 2022, including to officers, directors, will immediately vest at such time. In addition, the Board also determined to provide that following the termination of services by an officer, director or a selected service provider for any reason other than cause, such person shall have a one year period from the date of termination to exercise any option that was vested at the time of the termination of services. The following table presents the Company’s stock option activity for employees and directors of the Company for the year ended June 30, 2023: SCHEDULE OF STOCK OPTION ACTIVITY Number of Options Weighted Average Exercise Price ($) Outstanding at December 31, 2022 122,529,342 0.026 Granted - - Exercised - - Forfeited or expired - - Outstanding at June 30, 2023 122,529,342 0.026 Number of options exercisable at June 30, 2023 48,744,870 0.037 The stock options outstanding as of June 30, 2023, have been separated into exercise prices, as follows: SCHEDULE OF STOCK OPTIONS OUTSTANDING Exercise price Stock options outstanding Weighted average remaining contractual life – years Stock options vested $ As of June 30, 2022 0.0011 46,762 3.50 46,762 0.02 42,415,560 2.11 10,603,890 0.022 47,128,400 2.11 11,782,101 0.05 32,938,620 3.55 26,312,117 122,529,342 2.89 48,744,870 Compensation expense recorded by the Company in respect of its stock-based compensation awards for the six and three months ended June 30, 2023 were $ 478 209

INVESTMENTS VALUED UNDER THE ME

INVESTMENTS VALUED UNDER THE MEASUREMENT ALTERNATIVE	6 Months Ended
	Jun. 30, 2023
Investments Valued Under Measurement Alternative
INVESTMENTS VALUED UNDER THE MEASUREMENT ALTERNATIVE	NOTE 4 - INVESTMENTS VALUED UNDER THE MEASUREMENT ALTERNATIVE A. On December 30, 2022, the Company, MyPlant Bio Ltd., a company incorporated under the laws of the State of Israel (“MyPlant”), Cannasoul Analytics Ltd., a company incorporated under the laws of Israel (“Cannasoul”), and PurPlant Inc., a company duly incorporated under the laws of Canada (“PurPlant”) (Cannasoul and PurPlant are collectively referred to as the “Shareholders”), and Professor Dedi Meiri, an Israeli individual (“Prof Meiri”) entered into the Share Purchase and Option Agreement (the “Share Purchase and Option Agreement”) for the purchase by the Company of up to 55% The Company purchased from the Shareholders an aggregate of 15,211 444,444 9,259,250 In addition, under the Share Purchase and Option Agreement, the Company granted an option by the MyPlant shareholders to purchase an additional 35% of MyPlant Shares, on a fully diluted basis (the “Shareholders Option”), in consideration of $ 1,555,556 payable by the issuance of up to 32,407,417 shares of our common stock to the MyPlant shareholders, and a separate option by MyPlant to purchase an additional 10% of the MyPlant Shares, on a fully diluted basis (the “MyPlant Option”), in consideration of $ 444,444 , which is payable, in the Company’s sole discretion, in cash or in the issuance to MyPlant of up to 9,259,250 shares of our common stock. Said options are exercisable through September 30, 2023 (the “Option Expiry Date”). If both the shareholders Option and the Company Options are exercised, the Company will hold 55% of MyPlant Shares, on a fully diluted basis. Under the Share Purchase and Option Agreement, the Company is authorized to continue its due diligence through the Option Expiry Date. The number of shares is subject to adjustment in respect of any stock split or other recapitalization of the Company. The transactions under the Share Purchase and Option Agreement are based on a MyPlant company valuation of approximately $ 4.45 4.45 1,000,000 The options to purchase MyPlant shares were also accounted using the measurement alternative. Since the options’ value are subject to the changes in Citrine shares’ value, there are indicators to a change in the options’ value at each reporting date, and therefore the following valuation method was implemented. CITRINE GLOBAL, CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) NOTE 4 - INVESTMENT VALUED UNDER THE MEASUREMENT ALTERNATIVE (continue) Fair Value Proportional Allocation The Company estimated the fair value of Shareholders Option using the Monte Carlo option pricing model using the following weighted average assumptions: SCHEDULE OF FAIR VALUE OF SHAREHOLDERS OPTION USING VALUATION ASSUMPTIONS December 30, 2022 June 30, 2023 Dividend yield 0 % 0 % Risk-free interest rate 4.71 % 5.27 % Expected term (years) 0.78 0.25 Company’s volatility 114.80 % 36.97 % MyPlant share price (U.S. dollars) 10.04 10.04 MyPlant volatility 55.29 % 67.55 % Alternative investment measurement input 55.29 % 67.55 % The fair value of the Shareholders Option as of December 30, 2022 and June 30, 2023 was estimated at $ 291 355 Based on the above, the fair value proportion allocation as of December 30, 2022 was as follows: SCHEDULE OF FAIR VALUE PROPORTION ALLOCATION December 30, 2022 Shareholders option $ 291 MyPlant’s shares 153 $ 444 Under the Share Purchase and Option Agreement, MyPlant granted to the Company the exclusive right to utilize MyPlant’s activities as specified in the agreement, including without limitation, the screening platforms using cell line models for certain diseases and conditions to detect effective plant materials and/or other substances for the treatment of these conditions and a and a right of first opportunity to commercialize intellectual property developed by MyPlant that is in the Company’s (or its subsidiaries’) field of business, provided that, if by December 31, 2023 the Company does not exercise either of the Shareholders Option or the MyPlant Option and/or enter into a service agreement with MyPlant, then the exclusive rights shall terminate but the right of first opportunity to commercialize intellectual property developed by MyPlant shall continue thereafter until June 31, 2024, unless such rights have been extended beyond such date under the terms to be agreed in the service agreement entered into by the Company and Citrine Global. In addition, under the Share Purchase and Option Agreement, Cannasoul, MyPlant’s majority Shareholder, agreed to not compete with MyPlant’s activities. The Company was granted observer rights on the MyPlant board of Directors (the “MyPlant Board”). Following the exercise by Citrine Global of the Shareholders Option, the MyPlant Board shall be comprised of four (4) directors of which MyPlant will be authorized to designate two of such directors.

CONVERTIBLE NOTES

CONVERTIBLE NOTES	6 Months Ended
	Jun. 30, 2023
Debt Disclosure [Abstract]
CONVERTIBLE NOTES	NOTE 5 – CONVERTIBLE NOTES A. On January 30, 2023 the Company and each of Citrine High Tech 7 LP (“LP 7”), Citrine 8 LP (“LP 8 “) and Citrine 9 LP (“LP 9”; together with LP 7 and LP 8, the “Lending LP”), the lending entities under and parties to the Convertible Note Purchase Agreement entered into by the Company and several related parties in April 2020, as subsequently amended (the “CL Agreement”), have entered into an agreement (the “Agreement”) pursuant to which they have agreed to extend the maturity date on all outstanding convertible loans in the principal amount of $ 1,800,000 May 31, 2024 In addition, under the Agreement the Company and the Lending LPs have also agreed that if the Company’s common stock is listed on the Nasdaq Stock Market, then the Company, in its sole discretion, shall determine to convert, in whole or in part, the outstanding amount of the above mentioned notes to shares of the Company’s common stock at a conversion price equal to the price paid by the public investors for the common stock in the offering accompanying the listing. The Company concluded that the above mentioned change in terms constitutes a trouble debt restructuring, due to its financial condition and the relief that the abovementioned changes provided. Therefore, the Company concluded that the change in terms should be accounted for as a modification. A new effective interest rate was established based on the carrying value of the debt and the revised cash flows. On September 30, 2022, the Company received a loan from Citrine S A L Hi Tech 7 LP, an Israeli limited partnership and an affiliated entity, in the principal amount of $ 80,000 12% May 31, 2024 On May 9, 2023, the Company’s Board determined to provide that until the earlier of the satisfaction in full of the convertible loans or the termination of the exercise period of the warrants for an aggregate of 62,178,554 shares previously issued to the Lending LPs (the “Warrants”), if the Company’s common stock were to be listed on the Nasdaq Stock Market and the per share public price of the offering accompanying such listing is less than the then current exercise price of the Warrants, then the Warrant exercise price shall be adjusted to that of the public offering price, provided that if such listing and accompanying offering do not occur by June 30, 2023, then the exercise price of the Warrants shall remain at its then current exercise price or may be adjusted to a lower exercise price as determined by Company’s Board and in agreement with the Lending LPs. As the offering has not been achieved by June 26, 2023, the Board decided that the Warrant exercise price shall remain unchanged at $ 0.05 the implementation of the reverse split, the Warrants per share exercise price would be unaffected by the reverse split and would remain at $0.05 though the number of warrant shares would be subject to the reverse stock split. B. On January 30, 2023 Citrine S A L Hi Tech 7 LP agreed to change the terms of this loan, which amounted to $ 83,000 As provided for under the terms of the Convertible Note Agreement, Citrine 7 will be issued 6,666,667 0.05 The Company concluded that the change in term does not constitute a trouble debt restructuring. Thereafter, the Company applied the guidance in ASC 470-50, Modifications and Extinguishments. The accounting treatment is determined by whether terms of the new debt and original debt are substantially different. Since the original and new debt instruments are substantially different, the original debt was derecognized and the new debt was recorded at fair value, with the difference recognized as an extinguishment loss. The extinguishment resulted in a loss of $ 266 The components of the new loan were valuated as follows: Conversion feature In accordance with ASC 815-15-25 the conversion feature was considered a liability classified embedded derivative instrument, and is to be recorded at its fair value separately from the convertible notes, within non-current liabilities in the Company’s balance sheet. The conversion component is then remeasured at fair value at each reporting period with the resulting gains or losses shown in the statements of operations. CITRINE GLOBAL, CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) NOTE 5 – CONVERTIBLE NOTES The fair value of the convertible component was estimated by third party appraiser as weighted average of the two possible scenarios of the total convertible notes amount conversion (20% probability for scenario 1 and 80% probability for scenario 2): The scenario in which the convertible loan would be converted prior to its maturity (scenario 1) was estimated by the appraiser using the Black-Scholes option pricing model, to compute the fair value of the derivative and to market the fair value of the derivative at each balance sheet date. The following are the data and assumptions used as of issuance dates and as of the balance sheet date: SCHEDULE OF FAIR VALUE OF CONVERTIBLE FEATURE USING VALUATION ASSUMPTIONS January 30, 2023 Dividend yield (%) 0 % Risk-free interest rate (%) 4.56 % Expected term (years) 1.33 Volatility 123.5 % Share price (U.S. dollars) 0.044 Exercise price (U.S. dollars) 0.05 The scenario in which the Company would raise at least $ 5 The fair value of the convertible component was estimated by the third-party appraiser after giving effect to the weighted average of the two possible scenarios as of issuance dates was $ 8 Warrants The fair value of the warrants as of January 30, 2023 was estimated at $ 268 The following are the data and assumptions used: SCHEDULE OF FAIR VALUE DATA AND ASSUMPTIONS OF WARRANTS Warrants A Dividend yield (%) 0 % Risk-free interest rate (%) 3.75 % Expected term (years) 4.36 Volatility 160.5 % Share price (U.S. dollars) 0.044 Exercise price (U.S. dollars) 0.05 Fair value of the conversion feature (U.S. dollars in thousands) 134 Warrants B Dividend yield (%) 0 % Risk-free interest rate (%) 3.75 % Expected term (years) 4.36 Volatility 160.5 % Share price (U.S. dollars) 0.044 Exercise price (U.S. dollars) 0.05 Fair value of the conversion feature (U.S. dollars in thousands) 134 CITRINE GLOBAL, CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) NOTE 5 – CONVERTIBLE NOTES C. As of June 30, 2023, the fair value of the convertible component was estimated by third party appraiser as weighted average of the two possible scenarios of the total convertible notes amount conversion (20% probability for scenario 1 and 80% probability for scenario 2): The scenario in which the convertible loans would be converted prior to its maturity (scenario 1) was estimated by the appraiser using the Black-Scholes option pricing model, to compute the fair value of the derivative and to market the fair value of the derivative at each balance sheet date. The following are the data and assumptions used as of the balance sheet date: June 30, 2023 Dividend yield 0 % Risk-free interest rate 5.27 % Expected term (years) 0.92 Volatility 108.62 % Share price (U.S. dollars) 0.04 Exercise price (U.S. dollars) 0.05 Fair value of the conversion feature (U.S. dollars in thousands) 627 Weighted fair value based on scenario probability (U.S. dollars in thousands) 125 The scenario in which the Company would raise at least $ 5 The fair value of the convertible component was estimated by the third-party appraiser after giving effect to the weighted average of the two possible scenarios as of June 30, 2023 was $ 125

OTHER EVENTS DURING THE PERIOD

OTHER EVENTS DURING THE PERIOD	6 Months Ended
	Jun. 30, 2023
Other Events During Period
OTHER EVENTS DURING THE PERIOD	NOTE 6 – OTHER EVENTS DURING THE PERIOD A. On March 6, 2023 Cannovation and S.R. Accord Ltd., an Israeli company (“Lender”), entered into an 18-month credit facility agreement (the “Credit Facility”) pursuant to which Lender has committed to fund Cannovation in an aggregate amount of 3,000,000 857,000 1.7 During the period of six month ended June 30, 2023, Cannovation utilized $ 51,000 120,000 On March 7, 2023, the Company issued to the Lender 2,154,677 82,000 5,000 On March 18, 2023, the Company issued to a consultant 1,077,339 41,000 3,000 B. On May 25, 2023, the Company issued a consultant 9,000,000 333,000 111,000 C Previously on May 9, 2023, the Company’s Board determined to provide that until the earlier 62,178,554 provided that On June 26, 2023 0.05 the implementation of recapitalization of the Company, including a reverse split, the Warrant per share exercise price would be unaffected by the reverse split and would remain at $0.05 though the number of warrant shares would be subject to the reverse stock split

RELATED PARTIES

RELATED PARTIES	6 Months Ended
	Jun. 30, 2023
Related Party Transactions [Abstract]
RELATED PARTIES	NOTE 7 – RELATED PARTIES A. Transactions and balances with related parties SCHEDULE OF TRANSACTION AND BALANCE WITH RELATED PARTIES 2023 2022 2023 2022 Six months ended June 30 Three months ended June 30 2023 2022 2023 2022 U.S. dollars (in thousands) Research and development expenses: Directors compensation and fees to officers 57 56 28 31 General and administrative expenses: Directors compensation and fees to officers (*) 1,206 347 542 171 (*) Share based compensation 478 44 209 17 Financing expenses (income), net: Related to convertible loan terms 293 (7 ) 25 (386 ) B. Balances with related parties: As of June 30, As of December 31, 2023 2022 Current Liabilities: Short term loan - 82 Accounts payable 179 120 Accrued compensation 1,610 1,384 1,789 1,586 Non-current Liabilities: Convertible notes 2,020 1,814 CITRINE GLOBAL, CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) NOTE 7 – RELATED PARTIES C. Additional information: 1. On January 17, 2023, the Board of Citrine Global, appointed Ms. Ora Elharar Soffer to serve as president of the Company. Ms. Elharar Soffer has been continuously serving as the Company’s Chief Executive Officer since May 7, 2020 and as a Company director since February 21, 2020 and as Chairperson of the Board since March 3, 2020. 2. On January 17, 2023, the Board of Citrine Global, appointed Ms. Ilanit Halperin to serve as treasurer and secretary of the Company. Ms. Halperin has been continuously serving as the Company’s Chief Financial Officer since May 7, 2020 and as a Company director since February 21, 2020. 3. On January 18, 2023, Mr. Ilan Ben Ishay resigned from his position as a director on the Board of the Company for personal reasons. Mr. Ben Ishay’s resignation did not result from any disagreement with the Company on any matter relating to the Company’s operations, policies and practices 4. On March 16, 2023, the consulting agreement originally entered into as of July 2020 with Ms Elharar Soffer, the Company’s Chairperson, CEO and President, was amended. The amendment provides for the following: (i) the monthly consulting to which Ms. Elharar Soffer is entitled will increase from $20,000 to $25,000 plus VAT upon a listing of the Company’s stock on the Nasdaq Stock Market, retroactive to January 1, 2023, (ii) the terms contained in her original agreement and all other terms and awards previously approved by the Company’s board relating to her, including payment of her monthly fee and reimbursement of social benefits payments made by Mr Elharar Soffer, shall continue in full force and effect so long as Ms. Elharar Soffer serves as either director and /or executive officer, (iii) all previous awards and bonuses previously made to her were affirmed and (i) Ms. Elharar Soffer has agreed to defer compensation due to her until such time as the Company shall have consummated an investment of at least $1.8 million in the Company’s securities, at which time outstanding amounts due her under the agreement would be paid to her. The amendment also provides that the committee of the Board that will be responsible for setting the compensation terms of senior management shall prepare and present for approval a compensation program for the Consultant that takes into consideration Ms. Elharar Soffer’s role in founding and leading the Company and that such compensation package shall be competitive with compensation programs for top senior executives/founders generally available in the market and which will include, among other things, appropriate bonuses, severance payments and other amenities generally made available in the market to senior executive and that Ms. Elharar Soffer shall receive the most extensive of such compensation terms amongst senior management. 5. On March 16, 2023, the consulting agreement originally entered into as of July 2020 with Ilanit Halperin, the Company’s CFO, was amended. The amendment provides for the following: (i) the monthly consulting to which Ms Ilanit Halperin, is entitled will increase from $7,000 to $10,000 plus VAT upon a listing of the Company’s stock on the Nasdaq Stock Market, retroactive to January 1, 2023, (ii) the terms contained in her original agreement and all other terms and awards previously approved by the Company’s board relating to her, including payment of her monthly fee and reimbursement of social benefits payments made by M.s Halperin, shall continue in full force and effect so long as Ms. Halperin serves as either director and /or executive officer, (iii) all previous awards and bonuses previously made to her were affirmed and (i) Ms. Halperin has agreed to defer compensation due to her until such time as the Company shall have consummated an investment of at least $1.8 million in the Company’s securities, at which time outstanding amounts due her under the agreement would be paid to her. In addition, the Company undertakes that the committee of the Board that will be responsible for setting the compensation terms of senior management shall prepare and present for approval a compensation program for Ms. Halperin that shall be competitive with compensation programs for senior executives generally available in the market and which will include, among other things, appropriate bonuses, severance payments and other amenities generally made available in the market to senior executives.

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	6 Months Ended
	Jun. 30, 2023
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	NOTE 8 – SUBSEQUENT EVENTS On August 1, 2023, the board of directors of Cannovation, the Company majority owned subsidiary, authorized a draw down under the previously disclosed credit facility with S.R. Accord Ltd. in the approximate amount of approximately $ 120,000

SUMMARY OF SIGNIFICANT ACCOUN_2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF PRESENTATION (Policies)	6 Months Ended
	Jun. 30, 2023
Accounting Policies [Abstract]
Unaudited Interim Financial Statements	Unaudited Interim Financial Statements The accompanying unaudited condensed consolidated financial statements include the accounts of the Company and its subsidiary, prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and with the instructions to Form 10-Q. In the opinion of management, the financial statements presented herein have not been audited by an independent registered public accounting firm but include all material adjustments (consisting of normal recurring adjustments) which are, in the opinion of management, necessary for a fair statement of the financial condition, results of operations and cash flows for the six and three months ended June 30, 2023. However, these results are not necessarily indicative of results for any other interim period or for the year ended December 31, 2023. Certain information and footnote disclosures normally included in financial statements in accordance with generally accepted accounting principles have been omitted pursuant to the rules of the U.S. Securities and Exchange Commission (“SEC”). These financial statements should be read in conjunction with the financial statements and notes thereto contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022.
Use of Estimates	Use of Estimates The preparation of the financial statements in conformity with 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 dates of the financial statements and the reported amounts of expenses during the reporting periods. Significant estimates include fair value estimates of derivative liabilities and assets. Actual results could differ from those estimates.
Fair value	Fair value Fair value of certain of the Company’s financial instruments including cash, accounts payable, accrued expenses, and other accrued liabilities approximate cost because of their short maturities. The Company measures and reports fair value in accordance with Accounting Standards Codification (“ASC”) 820, “Fair Value Measurements and Disclosure,” which defines fair value, establishes a framework for measuring fair value in accordance with generally accepted accounting principles and expands disclosures about fair value measurements. Fair value, as defined by ASC 820, is 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. The fair value of an asset should reflect its highest and best use by market participants, principal (or most advantageous) markets, and an in-use or an in-exchange valuation premise. The fair value of a liability should reflect the risk of nonperformance, which includes, among other things, the Company’s credit risk. Valuation techniques are generally classified into three categories: (i) the market approach; (ii) the income approach; and (iii) the cost approach. The selection and application of one or more of the techniques may require significant judgment and are primarily dependent upon the characteristics of the asset or liability, and the quality and availability of inputs. Valuation techniques used to measure fair value under ASC 820 must maximize the use of observable inputs and minimize the use of unobservable inputs. ASC 820 also provides fair value hierarchy for inputs and resulting measurement as follows: CITRINE GLOBAL, CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF RESENTATION (cont.) Fair value (cont.) Level 1: Quoted prices (unadjusted) in active markets that are accessible at the measurement date for identical assets or liabilities. Level 2: Quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability; and inputs that are derived principally from or corroborated by observable market data for substantially the full term of the assets or liabilities; and Level 3: Unobservable inputs for the asset or liability that are supported by little or no market activity, and that are significant to the fair values. Fair value measurements are required to be disclosed by the level within the fair value hierarchy in which the fair value measurements in their entirety fall. Fair value measurements using significant unobservable inputs (in level 3 measurements) are subject to expanded disclosure requirements including a reconciliation of the beginning and ending balances, separately presenting changes during the period attributable to the following: (i) total gains or losses for the period (realized and unrealized), (ii) segregating those gains or losses included in earnings, and (iii) a description of where those gains or losses included in earning are reported in the statement of operations. The Company’s financial assets and liabilities that are measured at fair value on a recurring basis by level within the fair value hierarchy are as follows: SCHEDULE OF FINANCIAL ASSETS AND LIABILITIES MEASURED AT FAIR VALUE ON A RECURRING BASIS Balance as of June 30, 2023 Level 1 Level 2 Level 3 Total US$ in thousands Assets: Option to Purchase MyPlant shares - - 218 218 Total assets - - 218 218 Liabilities: Fair value of convertible component in convertible notes - - 125 125 Total liabilities - - 125 125 CITRINE GLOBAL, CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF RESENTATION (cont.) Balance as of December 31, 2022 Level 1 Level 2 Level 3 Total US$ in thousands Assets: Option to Purchase MyPlant shares - - 291 291 Total assets - - 291 291 Liabilities: Convertible component in convertible notes - - 161 161 Total liabilities - - 161 161 The following table presents the changes in fair value of the level 3 assets and liabilities for the period ended June 30, 2023: SCHEDULE OF CHANGES IN FAIR VALUE OF LEVEL 3 ASSETS AND LIABILITIES Changes in Fair value US$ in thousands Assets: Outstanding at December 31, 2022 291 Changes in fair value 73 Outstanding at June 30, 2023 218 Changes in Fair value US$ in thousands Liabilities: Outstanding at December 31, 2022 161 Initial recognition of convertible component as part of convertible notes issued 8 Changes in fair value (44 ) Outstanding at June 30, 2023 125
Credit line issuance costs	Credit line issuance costs Costs associated with entering into a revolving line of credit or revolving-debt arrangement are costs incurred in exchange for access to capital. These fees are paid regardless of whether the funds are ever drawn down. Such costs are recorded as such on the balance sheet as prepaid expenses. Upon drawing down a portion of the credit line, the applicable portion of the costs related to that draw down is presented as a direct deduction from the carrying value of the debt when drawn and amortized as finance expenses using the effective interest method.
Recent Accounting Pronouncements	Recent Accounting Pronouncements New pronouncements issued but not effective as of June 30, 2023 are not expected to have a material impact on the Company’s consolidated financial statements.

SUMMARY OF SIGNIFICANT ACCOUN_3

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF PRESENTATION (Tables)	6 Months Ended
	Jun. 30, 2023
Accounting Policies [Abstract]
SCHEDULE OF FINANCIAL ASSETS AND LIABILITIES MEASURED AT FAIR VALUE ON A RECURRING BASIS	The Company’s financial assets and liabilities that are measured at fair value on a recurring basis by level within the fair value hierarchy are as follows: SCHEDULE OF FINANCIAL ASSETS AND LIABILITIES MEASURED AT FAIR VALUE ON A RECURRING BASIS Balance as of June 30, 2023 Level 1 Level 2 Level 3 Total US$ in thousands Assets: Option to Purchase MyPlant shares - - 218 218 Total assets - - 218 218 Liabilities: Fair value of convertible component in convertible notes - - 125 125 Total liabilities - - 125 125 CITRINE GLOBAL, CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF RESENTATION (cont.) Balance as of December 31, 2022 Level 1 Level 2 Level 3 Total US$ in thousands Assets: Option to Purchase MyPlant shares - - 291 291 Total assets - - 291 291 Liabilities: Convertible component in convertible notes - - 161 161 Total liabilities - - 161 161
SCHEDULE OF CHANGES IN FAIR VALUE OF LEVEL 3 ASSETS AND LIABILITIES	The following table presents the changes in fair value of the level 3 assets and liabilities for the period ended June 30, 2023: SCHEDULE OF CHANGES IN FAIR VALUE OF LEVEL 3 ASSETS AND LIABILITIES Changes in Fair value US$ in thousands Assets: Outstanding at December 31, 2022 291 Changes in fair value 73 Outstanding at June 30, 2023 218 Changes in Fair value US$ in thousands Liabilities: Outstanding at December 31, 2022 161 Initial recognition of convertible component as part of convertible notes issued 8 Changes in fair value (44 ) Outstanding at June 30, 2023 125

STOCK OPTIONS (Tables)

STOCK OPTIONS (Tables)	6 Months Ended
	Jun. 30, 2023
Share-Based Payment Arrangement [Abstract]
SCHEDULE OF STOCK OPTION ACTIVITY	The following table presents the Company’s stock option activity for employees and directors of the Company for the year ended June 30, 2023: SCHEDULE OF STOCK OPTION ACTIVITY Number of Options Weighted Average Exercise Price ($) Outstanding at December 31, 2022 122,529,342 0.026 Granted - - Exercised - - Forfeited or expired - - Outstanding at June 30, 2023 122,529,342 0.026 Number of options exercisable at June 30, 2023 48,744,870 0.037

INVESTMENTS VALUED UNDER THE _2

INVESTMENTS VALUED UNDER THE MEASUREMENT ALTERNATIVE (Tables)	6 Months Ended
	Jun. 30, 2023
Investments Valued Under Measurement Alternative
SCHEDULE OF FAIR VALUE OF SHAREHOLDERS OPTION USING VALUATION ASSUMPTIONS	The Company estimated the fair value of Shareholders Option using the Monte Carlo option pricing model using the following weighted average assumptions: SCHEDULE OF FAIR VALUE OF SHAREHOLDERS OPTION USING VALUATION ASSUMPTIONS December 30, 2022 June 30, 2023 Dividend yield 0 % 0 % Risk-free interest rate 4.71 % 5.27 % Expected term (years) 0.78 0.25 Company’s volatility 114.80 % 36.97 % MyPlant share price (U.S. dollars) 10.04 10.04 MyPlant volatility 55.29 % 67.55 % Alternative investment measurement input 55.29 % 67.55 %
SCHEDULE OF FAIR VALUE PROPORTION ALLOCATION	Based on the above, the fair value proportion allocation as of December 30, 2022 was as follows: SCHEDULE OF FAIR VALUE PROPORTION ALLOCATION December 30, 2022 Shareholders option $ 291 MyPlant’s shares 153 $ 444

CONVERTIBLE NOTES (Tables)

CONVERTIBLE NOTES (Tables)	6 Months Ended
	Jun. 30, 2023
SCHEDULE OF FAIR VALUE OF CONVERTIBLE FEATURE USING VALUATION ASSUMPTIONS	The scenario in which the convertible loan would be converted prior to its maturity (scenario 1) was estimated by the appraiser using the Black-Scholes option pricing model, to compute the fair value of the derivative and to market the fair value of the derivative at each balance sheet date. The following are the data and assumptions used as of issuance dates and as of the balance sheet date: SCHEDULE OF FAIR VALUE OF CONVERTIBLE FEATURE USING VALUATION ASSUMPTIONS January 30, 2023 Dividend yield (%) 0 % Risk-free interest rate (%) 4.56 % Expected term (years) 1.33 Volatility 123.5 % Share price (U.S. dollars) 0.044 Exercise price (U.S. dollars) 0.05 The scenario in which the convertible loans would be converted prior to its maturity (scenario 1) was estimated by the appraiser using the Black-Scholes option pricing model, to compute the fair value of the derivative and to market the fair value of the derivative at each balance sheet date. The following are the data and assumptions used as of the balance sheet date: June 30, 2023 Dividend yield 0 % Risk-free interest rate 5.27 % Expected term (years) 0.92 Volatility 108.62 % Share price (U.S. dollars) 0.04 Exercise price (U.S. dollars) 0.05 Fair value of the conversion feature (U.S. dollars in thousands) 627 Weighted fair value based on scenario probability (U.S. dollars in thousands) 125
Warrant [Member]
SCHEDULE OF FAIR VALUE DATA AND ASSUMPTIONS OF WARRANTS	The following are the data and assumptions used: SCHEDULE OF FAIR VALUE DATA AND ASSUMPTIONS OF WARRANTS Warrants A Dividend yield (%) 0 % Risk-free interest rate (%) 3.75 % Expected term (years) 4.36 Volatility 160.5 % Share price (U.S. dollars) 0.044 Exercise price (U.S. dollars) 0.05 Fair value of the conversion feature (U.S. dollars in thousands) 134 Warrants B Dividend yield (%) 0 % Risk-free interest rate (%) 3.75 % Expected term (years) 4.36 Volatility 160.5 % Share price (U.S. dollars) 0.044 Exercise price (U.S. dollars) 0.05 Fair value of the conversion feature (U.S. dollars in thousands) 134

RELATED PARTIES (Tables)

RELATED PARTIES (Tables)	6 Months Ended
	Jun. 30, 2023
Related Party Transactions [Abstract]
SCHEDULE OF TRANSACTION AND BALANCE WITH RELATED PARTIES	SCHEDULE OF TRANSACTION AND BALANCE WITH RELATED PARTIES 2023 2022 2023 2022 Six months ended June 30 Three months ended June 30 2023 2022 2023 2022 U.S. dollars (in thousands) Research and development expenses: Directors compensation and fees to officers 57 56 28 31 General and administrative expenses: Directors compensation and fees to officers (*) 1,206 347 542 171 (*) Share based compensation 478 44 209 17 Financing expenses (income), net: Related to convertible loan terms 293 (7 ) 25 (386 ) B. Balances with related parties: As of June 30, As of December 31, 2023 2022 Current Liabilities: Short term loan - 82 Accounts payable 179 120 Accrued compensation 1,610 1,384 1,789 1,586 Non-current Liabilities: Convertible notes 2,020 1,814

GENERAL (Details Narrative)

GENERAL (Details Narrative)				1 Months Ended
	Mar. 07, 2023 USD ($) shares	Mar. 06, 2023 USD ($)	Jun. 10, 2022	Nov. 30, 2022	Nov. 30, 2021	Jun. 30, 2023 USD ($)	Mar. 06, 2023 ILS (₪)	Aug. 09, 2021	Aug. 20, 2020
Reverse stock split description			the Company’s stockholders representing more than 50% of the Company’s outstanding share capital (the “Majority Consenting Stockholders”) approved an amendment to the Company’s Certificate of Incorporation (the “Reverse Stock Split Certificate of Amendment”) in order to effect a reverse stock split of the Company’s common stock pursuant to a range of between 50-to-1 and 700-to-1 (the “Reverse Stock Split”).
Commitment fee	$ 123,000
Line of Credit [Member] | Cannovation Center Israel Ltd [Member]
Line of credit, utilized amount						$ 51,000
SRAccord Ltd [Member] | Line of Credit [Member] | Cannovation Center Israel Ltd [Member]
Aggregate borrowing amount		$ 857,000					₪ 3,000,000
Debt interest rate		1.70%
Borrowing credit facility, description		As security for any loans under the Credit Facility, Cannovation granted the Lender a first priority lien on its rights to the 125,000 sq ft (11,687 sq meters) of industrial land in Yerucham. The lien will become effective only if Cannovation utilizes the Credit Facility. If the market value of the Premises is less than the amount outstanding under the Credit Facility, then Lender will be entitled to additional security including additional shares of Citrine Global common stock, on such terms and conditions as the parties may agree. As additional security for any payments due to Lender, (i) the Israeli Subsidiary, (ii) Beezzhome and (iii) Netto Holdings, an unaffiliated entity under the partial control of Ilan Ben Ishay, a director on the board of Cannovation, as well as each of Ms. Elharar Soffer and Mr. Ben Ishay have, in their personal capacities, provided guarantees for the repayment of any amounts that may be owing to Lender under the Credit Facility. The Company, CTGL – Citrine Global Israel Ltd. and Cannovation have agreed to indemnify Ms. Elharar Soffer and Mr. Ben Ishay for any losses they incur as a result of the personal guarantees.
Shares issued for credit facility, shares | shares	3,232,016
Line of credit, utilized amount						$ 51,000
Proceeds from drawdown	$ 120,000
iBOT Israel Botanicals Ltd [Member]
Pre-emption right descreiption				the Company and iBOT agreed to extend to March 31, 2023 the pre-emption right previously granted to the Company with respect to any equity or equity linked securities that iBOT proposes to issue to an unrelated third party with aggregate gross proceeds to iBOT exceeding $1 million or which will result 51% in a change in control in iBOT following such issuance.	iBOT granted to Citrine Global Group, a pre-emption right to any equity or equity linked securities that iBOT proposes to issue to an unrelated third party with aggregate gross proceeds to iBot exceeding $1 million or which will result in a change in control in iBOT following such issuance, then iBOT is to give to the Citrine Global Group written notice of such proposed issuance and the relevant terms thereof and the Citrine Global Group shall have ten (10) days thereafter to determine if it elects to purchase a minimum of 51% of the proposed issuance on the price and other terms specified in the notice sent by iBOT (the “Pre-Emption Right”).
Cannovation Center Israel Ltd [Member] | Citrine Global Israel Ltd [Member]
Ownership percentage								60%	60%
Cannovation Center Israel Ltd [Member] | Beezz Home Technologies Ltd [Member]
Ownership percentage									20%
Cannovation Center Israel Ltd [Member] | Golden Holdings Neto Ltd [Member]
Ownership percentage									20%

SCHEDULE OF FINANCIAL ASSETS AN

SCHEDULE OF FINANCIAL ASSETS AND LIABILITIES MEASURED AT FAIR VALUE ON A RECURRING BASIS (Details) - Fair Value, Recurring [Member] - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total assets	$ 218	$ 291
Total liabilities	125	161
Option to Purchase MyPlant Shares [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total assets	218	291
Fair Value of Convertible Component in Convertible Notes [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total liabilities	125	161
Fair Value, Inputs, Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total assets
Total liabilities
Fair Value, Inputs, Level 1 [Member] | Option to Purchase MyPlant Shares [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total assets
Fair Value, Inputs, Level 1 [Member] | Fair Value of Convertible Component in Convertible Notes [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total liabilities
Fair Value, Inputs, Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total assets
Total liabilities
Fair Value, Inputs, Level 2 [Member] | Option to Purchase MyPlant Shares [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total assets
Fair Value, Inputs, Level 2 [Member] | Fair Value of Convertible Component in Convertible Notes [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total liabilities
Fair Value, Inputs, Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total assets	218	291
Total liabilities	125	161
Fair Value, Inputs, Level 3 [Member] | Option to Purchase MyPlant Shares [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total assets	218	291
Fair Value, Inputs, Level 3 [Member] | Fair Value of Convertible Component in Convertible Notes [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total liabilities	$ 125	$ 161

SCHEDULE OF CHANGES IN FAIR VAL

SCHEDULE OF CHANGES IN FAIR VALUE OF LEVEL 3 ASSETS AND LIABILITIES (Details) - Fair Value, Inputs, Level 3 [Member] $ in Thousands	6 Months Ended
	Jun. 30, 2023 USD ($)
Platform Operator, Crypto-Asset [Line Items]
Outstanding at December 31, 2022	$ 291
Changes in fair value	73
Outstanding at June 30, 2023	218
Outstanding at December 31, 2022	161
Initial recognition of convertible component as part of convertible notes issued	8
Changes in fair value	(44)
Outstanding at June 30, 2023	$ 125

SCHEDULE OF STOCK OPTION ACTIVI

SCHEDULE OF STOCK OPTION ACTIVITY (Details)	6 Months Ended
	Jun. 30, 2023 $ / shares shares
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items]
Number of Options outstanding, ending balance	122,529,342
Employees and Directors [Member]
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items]
Number of Options outstanding, beginning balance	122,529,342
Weighted Average Exercise Price outstanding, beginning balance | $ / shares	$ 0.026
Number of Options, Granted
Weighted Average Exercise Price, Granted | $ / shares
Number of Options, Exercised
Weighted Average Exercise Price, Exercised | $ / shares
Number of Options, Forfeited or expired
Weighted Average Exercise Price, Forfeited or expired | $ / shares
Number of Options outstanding, ending balance	122,529,342
Weighted Average Exercise Price outstanding, ending balance | $ / shares	$ 0.026
Number of Options, exercisable	48,744,870
Weighted Average Exercise Price, Options exercisable | $ / shares	$ 0.037

SCHEDULE OF STOCK OPTIONS OUTST

SCHEDULE OF STOCK OPTIONS OUTSTANDING (Details)	6 Months Ended
	Jun. 30, 2023 $ / shares shares
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items]
Stock options outstanding	122,529,342
Weighted average remaining contractual life - years	2 years 10 months 20 days
Stock options vested	48,744,870
Exercise Price One [Member]
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items]
Exercise price | $ / shares	$ 0.0011
Stock options outstanding	46,762
Weighted average remaining contractual life - years	3 years 6 months
Stock options vested	46,762
Exercise Price Two [Member]
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items]
Exercise price | $ / shares	$ 0.02
Stock options outstanding	42,415,560
Weighted average remaining contractual life - years	2 years 1 month 9 days
Stock options vested	10,603,890
Exercise Price Three [Member]
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items]
Exercise price | $ / shares	$ 0.022
Stock options outstanding	47,128,400
Weighted average remaining contractual life - years	2 years 1 month 9 days
Stock options vested	11,782,101
Exercise Price Four [Member]
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items]
Exercise price | $ / shares	$ 0.05
Stock options outstanding	32,938,620
Weighted average remaining contractual life - years	3 years 6 months 18 days
Stock options vested	26,312,117

STOCK OPTIONS (Details Narrativ

STOCK OPTIONS (Details Narrative) - USD ($) $ in Thousands	3 Months Ended	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2023
General and Administrative Expense [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock based compensation	$ 478	$ 209

SCHEDULE OF FAIR VALUE OF SHARE

SCHEDULE OF FAIR VALUE OF SHAREHOLDERS OPTION USING VALUATION ASSUMPTIONS (Details)		6 Months Ended
	Dec. 30, 2022 $ / shares	Jun. 30, 2023 $ / shares	Jan. 30, 2023 $ / shares
Measurement Input, Share Price [Member]
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items]
Share price (U.S. dollars)		$ 0.04	$ 0.044
Shareholders Option [Member] | Measurement Input, Expected Dividend Rate [Member]
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items]
Alternative investment measurement input	0	0
Shareholders Option [Member] | Measurement Input, Risk Free Interest Rate [Member]
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items]
Alternative investment measurement input	4.71	5.27
Shareholders Option [Member] | Measurement Input, Expected Term [Member]
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items]
Expected term (years)	9 months 10 days	3 months
Shareholders Option [Member] | Measurement Input, Option Volatility [Member]
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items]
Alternative investment measurement input	114.80	36.97
Shareholders Option [Member] | Measurement Input, Option Volatility [Member] | My Plant Bio Ltd [Member]
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items]
Alternative investment measurement input	55.29	67.55
Shareholders Option [Member] | Measurement Input, Share Price [Member] | My Plant Bio Ltd [Member]
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items]
Share price (U.S. dollars)	$ 10.04	$ 10.04

SCHEDULE OF FAIR VALUE PROPORTI

SCHEDULE OF FAIR VALUE PROPORTION ALLOCATION (Details) $ in Thousands	Dec. 30, 2022 USD ($)
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Fair value proportion allocation	$ 444
Shareholders Option [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Fair value proportion allocation	291
MyPlant Shares [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Fair value proportion allocation	$ 153

INVESTMENTS VALUED UNDER THE _3

INVESTMENTS VALUED UNDER THE MEASUREMENT ALTERNATIVE (Details Narrative) - USD ($)		3 Months Ended
	Dec. 30, 2022	Mar. 31, 2023	Jun. 30, 2023
Shares issued, value
Shareholders Option [Member]
Fair value of shareholders options	$ 291,000		$ 355,000
Share Purchase and Option Agreement [Member] | My Plant Bio Ltd [Member]
Shares issued, value	$ 444,444
Shares issued	9,259,250
Aggregate ordinary shares, value	$ 4,450,000
Maximum limit of valuation transaction	1,000,000
Share Purchase and Option Agreement [Member] | My Plant Bio Ltd [Member] | Maximum [Member]
Aggregate ordinary shares, value	$ 4,450,000
Share Purchase and Option Agreement [Member] | My Plant Bio Ltd [Member] | MyPlant Shares [Member]
Shares purchased	15,211
Share Purchase and Option Agreement [Member] | My Plant Bio Ltd [Member] | Shareholders Option [Member]
Shares issued, value	$ 1,555,556
Shares issued	32,407,417
Share Purchase and Option Agreement [Member] | My Plant Bio Ltd [Member] | MyPlant Option [Member]
Shares issued, value	$ 444,444
Shares issued	9,259,250
Cannasoul, PurPlant and Prof Meiri [Member] | My Plant Bio Ltd [Member]
Ownership percentage	55%

SCHEDULE OF FAIR VALUE OF CONVE

SCHEDULE OF FAIR VALUE OF CONVERTIBLE FEATURE USING VALUATION ASSUMPTIONS (Details) $ in Thousands		6 Months Ended
	Jan. 30, 2023 $ / shares	Jun. 30, 2023 USD ($) $ / shares
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair value of the conversion feature (U.S. dollars in thousands) | $		$ 627
Weighted fair value based on scenario probability (U.S. dollars in thousands) | $		$ 125
Measurement Input, Expected Dividend Rate [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Debt instrument measurement input	0	0
Measurement Input, Risk Free Interest Rate [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Debt instrument measurement input	4.56	5.27
Measurement Input, Expected Term [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Expected term (years)	1 year 3 months 29 days	11 months 1 day
Measurement Input, Option Volatility [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Debt instrument measurement input	123.5	108.62
Measurement Input, Share Price [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Share price (U.S. dollars) | $ / shares	$ 0.044	$ 0.04
Measurement Input, Exercise Price [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Debt instrument measurement input | $ / shares	0.05	0.05

SCHEDULE OF FAIR VALUE DATA AND

SCHEDULE OF FAIR VALUE DATA AND ASSUMPTIONS OF WARRANTS (Details) $ / shares in Units, $ in Thousands	Jun. 30, 2023 $ / shares	Jan. 30, 2023 USD ($) $ / shares
Measurement Input, Share Price [Member]
Class of Warrant or Right [Line Items]
Share price (U.S. dollars)	$ 0.04	$ 0.044
Warrant A [Member]
Class of Warrant or Right [Line Items]
Fair value of the conversion feature (U.S. dollars in thousands) | $		$ 134
Warrant A [Member] | Measurement Input, Expected Dividend Rate [Member]
Class of Warrant or Right [Line Items]
Warrants measurement input		0
Warrant A [Member] | Measurement Input, Risk Free Interest Rate [Member]
Class of Warrant or Right [Line Items]
Warrants measurement input		3.75
Warrant A [Member] | Measurement Input, Expected Term [Member]
Class of Warrant or Right [Line Items]
Expected term (years)		4 years 4 months 9 days
Warrant A [Member] | Measurement Input, Option Volatility [Member]
Class of Warrant or Right [Line Items]
Warrants measurement input		160.5
Warrant A [Member] | Measurement Input, Share Price [Member]
Class of Warrant or Right [Line Items]
Share price (U.S. dollars)		$ 0.044
Warrant A [Member] | Measurement Input, Exercise Price [Member]
Class of Warrant or Right [Line Items]
Warrants measurement input		0.05
Warrant B [Member]
Class of Warrant or Right [Line Items]
Fair value of the conversion feature (U.S. dollars in thousands) | $		$ 134
Warrant B [Member] | Measurement Input, Expected Dividend Rate [Member]
Class of Warrant or Right [Line Items]
Warrants measurement input		0
Warrant B [Member] | Measurement Input, Risk Free Interest Rate [Member]
Class of Warrant or Right [Line Items]
Warrants measurement input		3.75
Warrant B [Member] | Measurement Input, Expected Term [Member]
Class of Warrant or Right [Line Items]
Expected term (years)		4 years 4 months 9 days
Warrant B [Member] | Measurement Input, Option Volatility [Member]
Class of Warrant or Right [Line Items]
Warrants measurement input		160.5
Warrant B [Member] | Measurement Input, Share Price [Member]
Class of Warrant or Right [Line Items]
Share price (U.S. dollars)		$ 0.044
Warrant B [Member] | Measurement Input, Exercise Price [Member]
Class of Warrant or Right [Line Items]
Warrants measurement input		0.05

CONVERTIBLE NOTES (Details Narr

CONVERTIBLE NOTES (Details Narrative) - USD ($)						6 Months Ended
	Jun. 26, 2023	May 09, 2023	Jan. 30, 2023	Sep. 30, 2022	Jun. 10, 2022	Jun. 30, 2023	Jun. 30, 2022
Debt Instrument [Line Items]
Weverse stock split					the Company’s stockholders representing more than 50% of the Company’s outstanding share capital (the “Majority Consenting Stockholders”) approved an amendment to the Company’s Certificate of Incorporation (the “Reverse Stock Split Certificate of Amendment”) in order to effect a reverse stock split of the Company’s common stock pursuant to a range of between 50-to-1 and 700-to-1 (the “Reverse Stock Split”).
Loss on extinguishment of debt			$ 266,000
Proceeds from convertible loan			5,000,000				$ 180,000
Fair value of conversion feature			8,000			125,000
Minimum [Member]
Debt Instrument [Line Items]
Proceeds from convertible loan						$ 5,000,000
Warrant [Member]
Debt Instrument [Line Items]
Fair value of warrants			268,000
Lending LPs [Member]
Debt Instrument [Line Items]
Stock Issued During Period, Shares, New Issues		62,178,554
Exercise price	$ 0.05	$ 0.05
Weverse stock split	the implementation of recapitalization of the Company, including a reverse split, the Warrant per share exercise price would be unaffected by the reverse split and would remain at $0.05 though the number of warrant shares would be subject to the reverse stock split	the implementation of the reverse split, the Warrants per share exercise price would be unaffected by the reverse split and would remain at $0.05 though the number of warrant shares would be subject to the reverse stock split.
Citrine S A L Hi Tech 7 LP [Member]
Debt Instrument [Line Items]
Loan principal amount				$ 80,000
Debt instrument, maturity date				May 31, 2024
Laon interest rate				12%
Loan outstanding			83,000
Convertible NotePurchase Agreement [Member] | Lending LPs [Member]
Debt Instrument [Line Items]
Loan principal amount			$ 1,800,000
Debt instrument, maturity date			May 31, 2024
Convertible NotePurchase Agreement [Member] | Citrine S A L Hi Tech 7 LP [Member]
Debt Instrument [Line Items]
Exercise price			$ 0.05
Warrants issued			6,666,667

OTHER EVENTS DURING THE PERIOD

OTHER EVENTS DURING THE PERIOD (Details Narrative)

3 Months Ended

6 Months Ended

Aug. 01, 2023 USD ($)

Aug. 01, 2023 USD ($)

Jun. 26, 2023 $ / shares

May 25, 2023 USD ($) shares

May 09, 2023 $ / shares shares

Mar. 18, 2023 USD ($) shares

Mar. 07, 2023 USD ($) shares

Mar. 06, 2023 USD ($)

Jun. 10, 2022

Jun. 30, 2023 USD ($)

Mar. 31, 2023 USD ($)

Jun. 30, 2022 USD ($)

Jun. 30, 2023 USD ($)

Jun. 30, 2022 USD ($)

Mar. 06, 2023 ILS (₪)

Line of Credit Facility [Line Items]

Number of stock issued, value

Finance expenses

$ 2,000

$ 6,000

Marketing, general and administrative expenses

$ 535,000

$ 355,000

1,024,000

$ 669,000

Weverse stock split

the Company’s stockholders representing more than 50% of the Company’s outstanding share capital (the “Majority Consenting Stockholders”) approved an amendment to the Company’s Certificate of Incorporation (the “Reverse Stock Split Certificate of Amendment”) in order to effect a reverse stock split of the Company’s common stock pursuant to a range of between 50-to-1 and 700-to-1 (the “Reverse Stock Split”).

Lender [Member]

Line of Credit Facility [Line Items]

Issuance of shares under share purchase agreement (note 4), shares | shares

2,154,677

Number of stock issued, value

$ 82,000

Finance expenses

5,000

Consultant [Member]

Line of Credit Facility [Line Items]

Issuance of shares under share purchase agreement (note 4), shares | shares

9,000,000

1,077,339

Number of stock issued, value

$ 333,000

$ 41,000

Finance expenses

$ 3,000

Marketing, general and administrative expenses

$ 111,000

Lending LPs [Member]

Line of Credit Facility [Line Items]

Issuance of shares under share purchase agreement (note 4), shares | shares

62,178,554

Warrant exercise price | $ / shares

$ 0.05

$ 0.05

Weverse stock split

the implementation of recapitalization of the Company, including a reverse split, the Warrant per share exercise price would be unaffected by the reverse split and would remain at $0.05 though the number of warrant shares would be subject to the reverse stock split

the implementation of the reverse split, the Warrants per share exercise price would be unaffected by the reverse split and would remain at $0.05 though the number of warrant shares would be subject to the reverse stock split.

Line of Credit [Member] | Cannovation Center Israel Ltd [Member]

Line of Credit Facility [Line Items]

Line of credit, utilized amount

51,000

51,000

Line of Credit [Member] | Cannovation Center Israel Ltd [Member] | Subsequent Event [Member]

Line of Credit Facility [Line Items]

Proceeds from drawdown

$ 120,000

SRAccord Ltd [Member] | Line of Credit [Member] | Cannovation Center Israel Ltd [Member]

Line of Credit Facility [Line Items]

Aggregate borrowing amount

$ 857,000

₪ 3,000,000

Debt interest rate

1.70%

Line of credit, utilized amount

$ 51,000

$ 51,000

Proceeds from drawdown

$ 120,000

SRAccord Ltd [Member] | Line of Credit [Member] | Cannovation Center Israel Ltd [Member] | Subsequent Event [Member]

Line of Credit Facility [Line Items]

Proceeds from drawdown

$ 120,000

SCHEDULE OF TRANSACTION AND BAL

SCHEDULE OF TRANSACTION AND BALANCE WITH RELATED PARTIES (Details) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022
General and administrative expenses:
Related to convertible loan terms	$ (100,000)	$ 386,000	$ (429,000)	$ 7,000
Current Liabilities:
Short term loan					$ 82,000
Accrued compensation	1,610,000		1,610,000		1,476,000
Non-current Liabilities:
Convertible notes	2,020,000		2,020,000		1,814,000
General and Administrative Expense [Member]
General and administrative expenses:
(*) Share based compensation	478,000		209,000
Related Party [Member]
General and administrative expenses:
Related to convertible loan terms	25	(386)	293	(7)
Current Liabilities:
Short term loan					82
Accounts payable	179		179		120
Accrued compensation	1,610		1,610		1,384
Non-current Liabilities:
Convertible notes	2,020		2,020		$ 1,814
Related Party [Member] | Research and Development Expense [Member]
Research and development expenses:
Directors compensation and fees to officers (*)	28	31	57	56
Related Party [Member] | General and Administrative Expense [Member]
Research and development expenses:
Directors compensation and fees to officers (*)	542	171	1,206	347
General and administrative expenses:
(*) Share based compensation	$ 209	$ 17	$ 478	$ 44

RELATED PARTIES (Details Narrat

RELATED PARTIES (Details Narrative)	Mar. 16, 2023
MsElharar Soffer [Member]
Related Party Transaction [Line Items]
Agreement description	The amendment provides for the following: (i) the monthly consulting to which Ms. Elharar Soffer is entitled will increase from $20,000 to $25,000 plus VAT upon a listing of the Company’s stock on the Nasdaq Stock Market, retroactive to January 1, 2023, (ii) the terms contained in her original agreement and all other terms and awards previously approved by the Company’s board relating to her, including payment of her monthly fee and reimbursement of social benefits payments made by Mr Elharar Soffer, shall continue in full force and effect so long as Ms. Elharar Soffer serves as either director and /or executive officer, (iii) all previous awards and bonuses previously made to her were affirmed and (i) Ms. Elharar Soffer has agreed to defer compensation due to her until such time as the Company shall have consummated an investment of at least $1.8 million in the Company’s securities, at which time outstanding amounts due her under the agreement would be paid to her. The amendment also provides that the committee of the Board that will be responsible for setting the compensation terms of senior management shall prepare and present for approval a compensation program for the Consultant that takes into consideration Ms. Elharar Soffer’s role in founding and leading the Company and that such compensation package shall be competitive with compensation programs for top senior executives/founders generally available in the market and which will include, among other things, appropriate bonuses, severance payments and other amenities generally made available in the market to senior executive and that Ms. Elharar Soffer shall receive the most extensive of such compensation terms amongst senior management.
Ilanit Halperin [Member]
Related Party Transaction [Line Items]
Agreement description	The amendment provides for the following: (i) the monthly consulting to which Ms Ilanit Halperin, is entitled will increase from $7,000 to $10,000 plus VAT upon a listing of the Company’s stock on the Nasdaq Stock Market, retroactive to January 1, 2023, (ii) the terms contained in her original agreement and all other terms and awards previously approved by the Company’s board relating to her, including payment of her monthly fee and reimbursement of social benefits payments made by M.s Halperin, shall continue in full force and effect so long as Ms. Halperin serves as either director and /or executive officer, (iii) all previous awards and bonuses previously made to her were affirmed and (i) Ms. Halperin has agreed to defer compensation due to her until such time as the Company shall have consummated an investment of at least $1.8 million in the Company’s securities, at which time outstanding amounts due her under the agreement would be paid to her. In addition, the Company undertakes that the committee of the Board that will be responsible for setting the compensation terms of senior management shall prepare and present for approval a compensation program for Ms. Halperin that shall be competitive with compensation programs for senior executives generally available in the market and which will include, among other things, appropriate bonuses, severance payments and other amenities generally made available in the market to senior executives.

SUBSEQUENT EVENTS (Details Narr

SUBSEQUENT EVENTS (Details Narrative)	Aug. 01, 2023 USD ($)
Subsequent Event [Member] | Line of Credit [Member] | Cannovation Center Israel Ltd [Member]
Subsequent Event [Line Items]
Proceeds from drawdown	$ 120,000