Shareholders' Equity | 7. Shareholders’ Equity a. 2018 Private Placement In June 2018, the Company completed a $22.9 million fundraising round from investors in the United States and Israel. In consideration for the investment, the Company issued 5,960,787 ordinary shares at a price per share of approximately $3.842, as well as 2,713,159 warrants to acquire additional shares equal to 80% of the shares issued, at an exercise price per share of NIS 16.20 (approximately $4.32). The warrants are exercisable for five years from December 31, 2018, the closing date of the transaction, and may be exercised on a cashless basis. In addition, the investors were granted price protection rights (to shares and warrants) in the event of a future share issuance by the Company wherein the price does not increase by at least approximately 42.86% over the price per share in the fundraising (or is less than the adjusted price per share, if the price has already been adjusted). For details of an allocation that took place in 2019 pursuant to these rights, see Note 7b below. The warrants and shares were recorded within equity on the issuance date. Effective January 1, 2019, the Company changed its functional currency from NIS to USD. Due to this change, the exercise price of the warrants was no longer denominated in the Company’s functional currency and therefore not considered indexed to the Company’s own stock according to ASC 815‑40. Accordingly, the Company recorded the fair value of the warrants as a liability at January 1, 2019. Subsequently, upon the Company’s Nasdaq initial public offering on February 14, 2019, the warrants’ term was modified such that the exercise price currency was changed to USD. As a result, the warrants were once again considered indexed to the Company’s own stock according to ASC 815‑40. Accordingly, the fair value of the warrants at February 14, 2019 was reclassified from a liability to equity on that date. The following table summarizes the activity for the warrants whose fair value measurements are estimated utilizing Level 3 inputs (in thousands): 2019 Fair value on January 1, 2019 $ 3,628 Adjustments-finance expenses 4,570 Fair value on February 14, 2019 $ 8,198 The Company has determined the fair value of the warrants (a Level 3 valuation) as of January 1, 2019 and February 14, 2019. The fair value of these warrants was estimated by implementing the Probability-Weighted Expected Return Method or the Black-Scholes Method. The following parameters were used: Derivative Financial Instrument February 14, 2019 January 1, 2019 Stock price $ 1.84 $ 2.50 Expected term End of 2022 End of 2022 Risk free rate 2.49 % 1.37 % Volatility 52 % 48 % b. Public Offering On February 14, 2019, the Company raised gross proceeds of $30.5 million in its Nasdaq initial public offering (“IPO”), allocating 2,652,174 ADSs, each representing five ordinary shares of the Company. The ADSs are listed under the symbol “ANCN.” In accordance with price protection rights granted in 2018 and activated in the offering (see Note 7a above for details and accounting treatment), the Company issued an additional 8,262,800 ordinary shares (equivalent to 1,652,560 ADSs) to rights holders and adjusted their warrants to be exercisable for an additional 6,207,330 ordinary shares (equivalent to 1,241,466 ADSs). c. Share-based compensation The Company has two share-based compensation plans under which share options or other share-based awards have been granted: the 2011 Share Option Plan and the 2017 Share Option Plan (the “2017 Plan”). The 2017 Plan replaced the 2011 Share Option Plan with respect to future grants; and, therefore, no further awards may be made under 2011 Share Option Plan. The Compensation Committee of the Board of Directors and the Board of Directors administer these plans. The fair value of each option granted is estimated using the Black-Scholes option pricing method. The volatility is based on the Company’s historical volatility. The risk-free interest rate assumption is based on observed Treasury yields over the expected term of the options granted with USD-denominated exercise prices (options granted in the past with NIS-denominated exercise prices used the equivalent Israeli government bond yields). The Company’s management uses the mid-point between the vesting date and the contractual term for each vesting tranche or its expectations, as applicable, of each option as its expected term. The expected term of the options granted represents the period of time that granted options are expected to remain outstanding The fair value of each option granted in the three months ended March 31, 2019 was estimated on the grant date using the Black-Scholes option pricing model with the following assumptions: Three months ended March 31, 2019 Value of ordinary share $ 1.54 Dividend yield 0% Expected volatility 52.3% - 68.6% Risk-free interest rate 2.4% - 2.5% Expected term (years) 5.5 - 6.9 The were no grants of stock options in the three months ended March 31, 2020. The following table summarizes the number of options outstanding and exercisable as of March 31, 2020: Weighted Average Weighted Remaining Number of Average Contractual Life in Shares Exercise Price Years Options outstanding - January 1, 2020 3,822,374 $ 2.50 8.5 Forfeited/expired/cancelled (120,106) Options outstanding - March 31, 2020 3,702,268 $ 2.52 8.3 Options exercisable - March 31, 2020 1,893,715 The aggregate intrinsic value of both outstanding and exercisable options at March 31, 2020 is $0. The following table illustrates the effect of share-based compensation on the statements of operations (in thousands): Three months ended March 31, 2020 2019 Research and development $ 73 $ 142 General and administrative 113 238 $ 186 $ 380 |