Document And Entity Information
Document And Entity Information | 12 Months Ended |
Dec. 31, 2023 shares | |
Document Information Line Items | |
Entity Registrant Name | Kamada Ltd. |
Trading Symbol | KMDA |
Document Type | 20-F |
Current Fiscal Year End Date | --12-31 |
Entity Common Stock, Shares Outstanding | 57,479,528 |
Amendment Flag | false |
Entity Central Index Key | 0001567529 |
Entity Current Reporting Status | Yes |
Entity Voluntary Filers | No |
Entity Filer Category | Accelerated Filer |
Entity Well-known Seasoned Issuer | No |
Document Period End Date | Dec. 31, 2023 |
Document Fiscal Year Focus | 2023 |
Document Fiscal Period Focus | FY |
Entity Emerging Growth Company | false |
Entity Shell Company | false |
ICFR Auditor Attestation Flag | true |
Document Registration Statement | false |
Document Annual Report | true |
Document Transition Report | false |
Document Shell Company Report | false |
Entity File Number | 001-35948 |
Entity Incorporation, State or Country Code | L3 |
Entity Address, Address Line One | 2 Holzman St |
Entity Address, Address Line Two | Science Park P.O Box 4081 |
Entity Address, City or Town | Rehovot |
Entity Address, Postal Zip Code | 7670402 |
Entity Address, Country | IL |
Title of 12(b) Security | Ordinary Shares, par value NIS 1.00 each |
Security Exchange Name | NASDAQ |
Entity Interactive Data Current | Yes |
Document Financial Statement Error Correction [Flag] | false |
Document Accounting Standard | International Financial Reporting Standards |
Auditor Firm ID | 1281 |
Auditor Name | KOST FORER GABBAY & KASIERER |
Auditor Location | Tel-Aviv, Israel |
Business Contact | |
Document Information Line Items | |
Entity Address, Address Line One | 2 Holzman St |
Entity Address, Address Line Two | Science Park |
Entity Address, City or Town | Rehovot |
Entity Address, Postal Zip Code | 7670402 |
Entity Address, Country | IL |
Contact Personnel Name | Amir London |
City Area Code | 972 |
Local Phone Number | 8 9406472 |
Consolidated Statements of Fina
Consolidated Statements of Financial Position - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Current Assets | ||
Cash and cash equivalents | $ 55,641 | $ 34,258 |
Trade receivables, net | 19,877 | 27,252 |
Other accounts receivables | 5,965 | 8,710 |
Inventories | 88,479 | 68,785 |
Total Current Assets | 169,962 | 139,005 |
Non-Current Assets | ||
Property, plant and equipment, net | 28,224 | 26,157 |
Right-of-use assets | 7,761 | 2,568 |
Intangible assets, Goodwill and other long-term assets | 140,465 | 147,072 |
Contract asset | 8,495 | 7,577 |
Total Non-Current Assets | 184,945 | 183,374 |
Total Assets | 354,907 | 322,379 |
Current Liabilities | ||
Current maturities of bank loans | 4,444 | |
Current maturities of lease liabilities | 1,384 | 1,016 |
Current maturities of other long term liabilities | 14,996 | 29,708 |
Trade payables | 24,804 | 32,917 |
Other accounts payables | 8,261 | 7,585 |
Deferred revenues | 148 | 35 |
Total Current Liabilities | 49,593 | 75,705 |
Non-Current Liabilities | ||
Bank loans | 12,963 | |
Lease liabilities | 7,438 | 2,177 |
Contingent consideration | 18,855 | 17,534 |
Other long-term liabilities | 34,379 | 37,308 |
Employee benefit liabilities, net | 621 | 672 |
Total Non-Current Liabilities | 61,293 | 70,654 |
Shareholder’s Equity | ||
Ordinary shares | 15,021 | 11,734 |
Additional paid in capital net | 265,848 | 210,495 |
Capital reserve due to translation to presentation currency | (3,490) | (3,490) |
Capital reserve from hedges | 140 | (88) |
Capital reserve from share-based payments | 6,427 | 5,505 |
Capital reserve from employee benefits | 275 | 348 |
Accumulated deficit | (40,200) | (48,484) |
Total Shareholder’s Equity | 244,021 | 176,020 |
Total Liabilities and Shareholder’s Equity | $ 354,907 | $ 322,379 |
Consolidated Statements of Prof
Consolidated Statements of Profit or Loss and Other Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Statements [Line Items] | |||
Total revenues | $ 142,519 | $ 129,339 | $ 103,642 |
Total cost of revenues | 87,029 | 82,636 | 73,314 |
Gross profit | 55,490 | 46,703 | 30,328 |
Research and development expenses | 13,933 | 13,172 | 11,357 |
Selling and marketing expenses | 16,193 | 15,284 | 6,278 |
General and administrative expenses | 14,381 | 12,803 | 12,636 |
Other expense | 919 | 912 | 753 |
Operating income | 10,064 | 4,532 | (696) |
Financial income | 588 | 91 | 295 |
Income (expenses) in respect of currency exchange differences and derivatives instruments, net | 55 | 298 | (207) |
Revaluation of long-term liabilities | (980) | (6,266) | (994) |
Financial expense | (1,298) | (914) | (283) |
Income before tax on income | 8,429 | (2,259) | (1,885) |
Taxes on income | 145 | 62 | 345 |
Net Income (Loss) | 8,284 | (2,321) | (2,230) |
Other Comprehensive Income: | |||
Gain (loss) on cash flow hedges | (186) | (776) | |
Net amounts transferred to the statement of profit or loss for cash flow hedges | 414 | 634 | (303) |
Remeasurement gain (loss) from defined benefit plan | (73) | 497 | 171 |
Total comprehensive income (loss) | $ 8,439 | $ (1,966) | $ (2,362) |
Earnings per share attributable to equity holders of the Company: | |||
Basic net earnings (loss) per share (in Dollars per share) | $ 0.17 | $ (0.05) | $ (0.05) |
Diluted net earnings per (loss) share (in Dollars per share) | $ 0.15 | $ (0.05) | $ (0.05) |
Revenues from proprietary products | |||
Statements [Line Items] | |||
Total revenues | $ 115,458 | $ 102,598 | $ 75,521 |
Revenues from distribution | |||
Statements [Line Items] | |||
Total revenues | 27,061 | 26,741 | 28,121 |
Cost of revenues from proprietary products | |||
Statements [Line Items] | |||
Total cost of revenues | 63,342 | 58,229 | 48,194 |
Cost of revenues from distribution | |||
Statements [Line Items] | |||
Total cost of revenues | $ 23,687 | $ 24,407 | $ 25,120 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Equity - USD ($) $ in Thousands | Share capital | Additional paid in capital | Capital reserve due to translation to presentation currency | Capital reserve from hedges | Capital reserve from share based payments | Capital reserve from employee benefits | Accumulated deficit | Total |
Balance at Dec. 31, 2020 | $ 11,706 | $ 209,760 | $ (3,490) | $ 357 | $ 4,558 | $ (320) | $ (43,933) | $ 178,638 |
Net income (loss) | (2,230) | (2,230) | ||||||
Other comprehensive income (loss) | (303) | 171 | (132) | |||||
Total comprehensive income (loss) | (303) | 171 | (2,230) | (2,362) | ||||
Exercise and forfeiture of share-based payment into shares | 19 | 444 | (444) | 19 | ||||
Cost of share-based payment | 529 | 529 | ||||||
Balance at Dec. 31, 2021 | 11,725 | 210,204 | (3,490) | 54 | 4,643 | (149) | (46,163) | 176,824 |
Net income (loss) | (2,321) | (2,321) | ||||||
Other comprehensive income (loss) | (142) | 497 | 355 | |||||
Total comprehensive income (loss) | (142) | 497 | (2,321) | (1,966) | ||||
Exercise and forfeiture of share-based payment into shares | 9 | 291 | (291) | 9 | ||||
Cost of share-based payment | 1,153 | 1,153 | ||||||
Balance at Dec. 31, 2022 | 11,734 | 210,495 | (3,490) | (88) | 5,505 | 348 | (48,484) | 176,020 |
Net income (loss) | 8,284 | 8,284 | ||||||
Other comprehensive income (loss) | 228 | (73) | 155 | |||||
Total comprehensive income (loss) | 228 | (73) | 8,284 | 8,439 | ||||
Issuance of shares | 3,283 | 54,948 | 58,231 | |||||
Exercise and forfeiture of share-based payment into shares | 4 | 405 | (405) | 4 | ||||
Cost of share-based payment | 1,327 | 1,327 | ||||||
Balance at Dec. 31, 2023 | $ 15,021 | $ 265,848 | $ (3,490) | $ 140 | $ 6,427 | $ 275 | $ (40,200) | $ 244,021 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Cash Flows from Operating Activities | |||
Net (loss) income | $ 8,284 | $ (2,321) | $ (2,230) |
Adjustments to the profit or loss items: | |||
Depreciation and amortization | 12,714 | 12,155 | 5,609 |
Financial expense (income), net | 1,635 | 6,791 | 1,189 |
Cost of share-based payment | 1,314 | 1,153 | 529 |
Taxes on income | 145 | 62 | 345 |
Gain from sale of property and equipment | (5) | ||
Change in employee benefit liabilities, net | (125) | (111) | 45 |
Adjustments to the profit or loss items | 15,678 | 20,050 | 7,717 |
Changes in asset and liability items: | |||
Decrease (increase) in trade receivables, net | 7,835 | 7,603 | (12,861) |
Increase in other accounts receivables | (1,150) | (578) | (1,634) |
Increase in inventories | (19,694) | (1,361) | (2,373) |
Decrease (increase) in deferred expenses | 2,814 | (1,340) | (6,883) |
Increase (decrease) in trade payables | (8,885) | 7,055 | 7,917 |
Increase (decrease) in other accounts payables | 765 | 290 | (392) |
Increase (decrease) in deferred revenues | 113 | (20) | 1,815 |
Total Changes in asset and liability | (18,202) | 11,649 | (14,411) |
Cash paid during the year for: | |||
Interest paid | (1,228) | (853) | (228) |
Interest received | 97 | 375 | |
Taxes paid | (217) | (36) | (42) |
Cash received (paid) during the year | (1,445) | (792) | 105 |
Net cash (used in) provided by operating activities | 4,315 | 28,586 | (8,819) |
Cash Flows from Investing Activities | |||
Investment in short term investments, net | 39,083 | ||
Purchase of property and equipment and intangible assets | (5,850) | (3,784) | (3,730) |
Business combination | (96,403) | ||
Proceeds from sale of property and equipment | 7 | ||
Net cash used in investing activities | (5,843) | (3,784) | (61,050) |
Cash Flows from Financing Activities | |||
Proceeds from exercise of share base payments | 4 | 9 | 19 |
Receipt of long-term loans | 20,000 | ||
Proceeds from issuance of ordinary shares, net | 58,231 | ||
Repayment of lease liabilities | (850) | (1,098) | (1,221) |
Repayment of long-term loans | (17,407) | (2,628) | (205) |
Repayment of other long-term liabilities | (17,300) | (5,626) | |
Net cash provided by (used in) financing activities | 22,678 | (9,343) | 18,593 |
Exchange differences on balances of cash and cash equivalent | 233 | 212 | (334) |
Increase (decrease) in cash and cash equivalents | 21,383 | 15,671 | (51,610) |
Cash and cash equivalents at the beginning of the year | 34,258 | 18,587 | 70,197 |
Cash and cash equivalents at the end of the year | 55,641 | 34,258 | 18,587 |
Significant non-cash transactions | |||
Right-of-use asset recognized with corresponding lease liability | 6,546 | 551 | 845 |
Purchase of property and equipment | $ 646 | $ 618 | $ 1,001 |
General
General | 12 Months Ended |
Dec. 31, 2023 | |
General [Abstract] | |
GENERAL | Note 1: - General a. General description of the Company and its activity Kamada Ltd. (the “Company”) is a commercial stage global biopharmaceutical company with a portfolio of marketed products indicated for rare and serious conditions and a leader in the specialty plasma-derived field focused on diseases of limited treatment alternatives. The Company is also advancing an innovative development pipeline targeting areas of significant unmet medical need. The Company’s strategy is focused on driving profitable growth from its significant commercial catalysts as well as its manufacturing and development expertise in the plasma-derived and biopharmaceutical fields. The Company’s commercial products portfolio includes six FDA approved plasma-derived biopharmaceutical products KEDRAB®, CYTOGAM®, VARIZIG®, WINRHO SDF®, HEPAGAM B® and GLASSIA®, as well as KAMRAB®, KAMRHO (D)® and two types of equine-based anti-snake venom (ASV) products. The Company distributes its commercial products portfolio directly, and through strategic partners or third-party distributors in more than 30 countries, including the U.S., Canada, Israel, Russia, Argentina, Brazil, India, Australia and other countries in Latin America, Europe, the Middle East and Asia. The Company leverages its expertise and presence in the Israeli market to distribute, for use in Israel, more than 25 pharmaceutical products that are supplied by international manufacturers and in addition have eleven biosimilar products in its Israeli distribution portfolio, which, subject to European Medicines Agency (EMA) and Israeli Ministry of Health (“IL MOH”) approvals, are expected to be launched in Israel through 2028. The Company owns an FDA licensed plasma collection center in Beaumont, Texas, which currently specializes in the collection of hyper-immune plasma used in the manufacture of KAMRHO (D), KAMRAB and KEDRAB. In addition to the Company’s commercial operation, it invests in research and development of new product candidates. The Company’s leading investigational product is an inhaled AAT for the treatment of AAT deficiency, for which it is continuing to progress the InnovAATe clinical trial, a randomized, double-blind, placebo-controlled, pivotal Phase 3 trial. In November 2021, the Company entered into an Assets Purchase Agreement with Saol Therapeutics Ltd. (“Saol” and the “Saol APA”) for the acquisition of CYTOGAM, WINRHO SDF, VARIZIG and HEPGAM B (collectively the “Four FDA-Approved Plasma Derived Hyperimmune Commercial Products”). The acquisition of this portfolio furthered the Company’s core objective to become a fully integrated specialty plasma company with strong commercial capabilities in the U.S. market, as well as to expand to new markets, mainly in the Middle East/North Africa region, and to broaden the Company’s portfolio offering in existing markets. The Company’s wholly owned U.S. subsidiary, Kamada Inc., is responsible for the commercialization of the four products in the U.S. market, including direct sales to wholesalers and local distributers. Refer to Note 5 for further details on this acquisition. The Company markets GLASSIA in the U.S. through a strategic partnership with Takeda Pharmaceuticals Company Limited (“Takeda”). Through 2021, the Company generated revenues on sales of GLASSIA, manufactured by the Company, to Takeda for further distribution in the United States. In accordance with the agreement with Takeda, the Company ceased the production and sale of GLASSIA to Takeda during 2021, and during the first quarter of 2022, Takeda began to pay the Company royalties on sales of GLASSIA manufactured by Takeda, at a rate of 12% on net sales through August 2025 and at a rate of 6% thereafter until 2040, with a minimum of $5 million annually for each year from 2022 to 2040. Refer to Note 18 for further details on the engagement with Takeda. The Company’s activity is divided into two operating segments: Proprietary Products Development, manufacturing, sales and distribution of plasma-derived protein therapeutics. Distribution Distribute imported drug products in Israel, which are manufactured by third parties. The Company’s ordinary shares are listed for trading on the Tel Aviv Stock Exchange and the NASDAQ Global Select Market. FIMI Opportunity Funds (“FIMI”), the leading private equity firm in Israel beneficially owns approximately 38% of the Company’s outstanding ordinary shares and is a controlling shareholder of the Company; within the meaning of the Israeli Companies Law, 1999. Refer to Note 20 for further details and Item 7 within the Company annual reports on Form 20-F. The Company has four wholly-owned subsidiaries – Kamada Inc., Kamada Plasma LLC (wholly owned by Kamada Inc.), KI Biopharma LLC and Kamada Ireland Limited. In addition, the Company owns 74% of Kamada Assets Ltd. (“Kamada Assets”). b. Definitions In these Financial Statements – The Company - Kamada Ltd. The Group - The Company and its subsidiaries. Subsidiary - A company which the Company has a control over (as defined in IFRS 10) and whose financial statements are consolidated with the Company’s Financial Statements. Related parties - As defined in International Accounting Standard (“IAS”) 24. USD/$ - U.S. dollar. NIS - New Israeli Shekel EUR - Euro |
Material Accounting Policies
Material Accounting Policies | 12 Months Ended |
Dec. 31, 2023 | |
Material Accounting Policies [Abstract] | |
MATERIAL ACCOUNTING POLICIES | Note 2: - Material Accounting Policies a. Basis of presentation of financial statements 1. These financial statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standard Board. 2. Measurement basis: The Company’s consolidated financial statements are prepared on a cost basis, except for financial assets and liabilities (including derivatives and contingent consideration) which are measured at fair value through profit or loss (See Note 16). The Company has elected to present profit or loss items using the “function of expense” method. b. The Company’s operating cycle is one year. c. Functional currency, presentation currency and foreign currency 1. Functional currency and presentation currency The consolidated financial statements are presented in U.S. dollars, which is the Company’s functional and presentation currency. 2. Transactions, assets and liabilities in foreign currency Transactions denominated in foreign currency are recorded on initial recognition at the exchange rate at the date of the transaction. After initial recognition, monetary assets and liabilities denominated in foreign currency are translated at the end of each reporting period into the functional currency at the exchange rate at that date. Exchange differences are recognized in profit or loss. Non-monetary assets and liabilities measured at cost in a foreign currency are translated at the exchange rate at the date of the transaction. d. Business combinations and goodwill: In November 2021, the Company acquired the Four FDA-Approved Plasma Derived Hyperimmune Commercial Products from Saol, see Note 1(a). The acquisition was accounted for as a business combination, for which a key element of the consideration was contingent. The contingent consideration was recognized at fair value on the acquisition date and classified as a financial liability in accordance with IFRS 9. Contingent consideration is measured at fair value. The fair value is determined using valuation techniques and method, using future cash flows discounted. Subsequent changes in the fair value of the contingent consideration are recognized in profit or loss as finance income or finance expense. As part of the acquisition, the Company also assumed certain of Saol’s liabilities for the future payment of royalties (some of which are perpetual) and milestone payments to third party subject to the achievement of corresponding CYTOGAM related net sales. Such assumed liabilities were accounted for as a financial liability on the acquisition date. Subsequently, the financial liability is measured at amortized cost, per IFRS 9. Remeasurement of the financial liability is recognized as finance income or expense in the statement of operations. Refer to Note 5 and Note 16 for further information. Goodwill is initially measured at cost which represents the excess of the acquisition consideration over the net identifiable assets acquired and liabilities assumed. At each reporting date, the Company reviews the carrying amount of the goodwill to determine whether there is any indication of impairment. e. Inventories Inventories are measured at the lower of cost and net realizable value. The cost of inventories comprises of the costs of purchase of raw and other materials and costs incurred in bringing the inventories to their present location and condition. Net realizable value is the estimated selling price in the ordinary course of business. Cost of inventories is determined as follows: Raw materials At cost using the first-in, first-out method. Work in process Costs of raw materials, direct and indirect costs including labor, other materials and other indirect manufacturing costs allocated to the in process manufactured batches through the end of the reporting period. The allocation of indirect costs is accounted for on a quarterly basis by dividing the total quarterly indirect manufacturing cost to the batches manufactured during that quarter based on predetermined allocation factors. The Company determines a standard manufacturing capacity for each quarter. To the extent the actual manufacturing capacity in a given quarter is lower than the predetermined standard, than a portion of the indirect costs which is equal to the product of the overall quarterly indirect costs multiplied by the quarterly manufacturing shortfall rate is recognized as costs of revenues Finished products Costs of raw materials, direct and indirect costs including labor, other materials and other indirect manufacturing costs allocated to the manufactured finished products through completion of manufacturing process. Purchased products At cost using the first-in, first-out method. The Company periodically evaluates the condition and age of inventories and accounts for impairment of inventories with a lower market value or which are slow moving. f. Financial instruments 1 Financial assets The Company’s portfolio of financial assets consists mainly of trade receivables and bank deposits. The objective of the business model for managing the Company’s financial instruments is to collect the amounts due from them, and for bank deposits to earn contractual interest income on the amounts collected. All of the Company’s financial assets’ contractual cash flows represent solely payments of principal and interest (SPPI). Thus, the Company accounts for its financial assets under the amortized cost model. For those financial assets, the Company analyzes each material customer’s balance individually to evaluate and measure the expected credit losses (“ECLs”) of its trade receivables. Loss rates are based on actual credit loss experience, adjusted for current conditions and the Company’s view of the economic conditions over the expected lives of the trade receivables 2. Financial liabilities Financial liabilities within the scope of IFRS 9 are initially measured at fair value less transaction costs that are directly attributable to the issuance of the financial liability. After initial recognition, the accounting treatment of financial liabilities is based on their classification as follows: a) Financial liabilities measured at amortized cost Loans and assumed liabilities are measured based on their terms at amortized cost using the effective interest method taking into account directly attributable transaction costs. b) Financial liabilities measured at fair value Derivatives are classified as fair value through profit and loss unless they are designated as effective hedging instruments (see below). Transaction costs are recognized in profit or loss. After initial recognition, changes in fair value are recognized either in income (expenses) in respect of currency exchange differences and derivatives instruments line item for non-hedge accounting derivatives or in other comprehensive income for hedge accounting derivatives. For accounting for contingent consideration, see Note 2(d). g. Derivative financial instruments designated as hedges The Company enters into contracts for derivative financial instruments such as forward currency contracts and cylinder strategy in respect of foreign currency to hedge risks associated with foreign exchange rates fluctuations and cash flows risk. Such derivative financial instruments are carried as financial assets when the fair value is positive and as financial liabilities when the fair value is negative. At the inception of a hedge relationship, the Company formally designates and documents the hedge relationship to which the Company wishes to apply hedge accounting and the risk management objective and strategy for undertaking the hedge. The hedge effectiveness is assessed at the end of each reporting period. Any gains or losses arising from changes in the fair value of derivatives that do not qualify for hedge accounting are recorded in profit or loss. Cash flow hedges The effective portion of the gain or loss on the hedging instrument is recognized as other comprehensive income (loss), while any ineffective portion is recognized immediately in profit or loss. Amounts recognized as other comprehensive income (loss) are reclassified to profit or loss when the hedged transaction affects profit or loss, such as when the hedged income or expense is recognized or when a forecast payment occurs. h. Property, plant and equipment Property, plant and equipment are measured at cost, including directly attributable costs, less accumulated depreciation and any related investment grants and excluding day-to-day servicing expenses. Cost includes spare parts and auxiliary equipment that can be used only in connection with the plant and equipment. The cost of assets includes the cost of materials, direct labor costs, as well as any costs directly attributable to bringing the asset to the location and condition necessary for it to operate in the manner intended by management. The Company’s assets include computer systems comprising hardware and software. Software forming an integral part of the hardware to the extent that the hardware cannot function without the software installed on it is classified as property, plant and equipment. Depreciation is calculated on a straight-line basis over the useful life of the assets at annual rates as follows: % Mainly % Buildings 2.5-4 4 Machinery and equipment 10-20 15 Vehicles 15 15 Computers, software, equipment and office furniture 6-33 33 Leasehold improvements (* ) 10 (*) Leasehold improvements are depreciated on a straight-line basis over the shorter of the lease term (including the extension option held by the Company and intended to be exercised) and the expected life of the improvement. i. Leases The Company enters into leases of office including facility dedicated for the plasma collection centers and storage spaces, vehicles, office equipment and lands as a lessee (see Note 15). For leases in which the Company is the lessee, the Company recognizes on the commencement date of the lease a right-of-use asset and a lease liability, excluding leases whose term is up to 12 months and leases for which the underlying asset is of low value. For these excluded leases, the Company has elected to recognize the lease payments as an expense in profit or loss on a straight-line basis over the lease term. In measuring the lease liability, the Company has elected to apply the practical expedient and does not separate the lease components from the non-lease components (such as management and maintenance services, etc.). On the commencement date, the lease liability includes all unpaid lease payments discounted at the interest rate implicit in the lease, if that rate can be readily determined, or otherwise using the Company’s incremental borrowing rate. The Company determines the incremental borrowing rate based on its credit risk, the lease term and other economic variables deriving from the lease contract’s conditions and restrictions. In certain situations, the Company is assisted by an external valuation expert in determining the incremental borrowing rate. After the commencement date, the Company measures the lease liability using the effective interest rate method. The right-of-use asset is measured applying the cost model and depreciated over the shorter of its useful life or the lease term, as follows: % Mainly % Land and Buildings 5-10 10 Vehicles 20-33 33 office equipment (i.e. printing and photocopying machines) 20 20 Lease modification: Most of the Company’s lease modifications are for the extension of existing lease contracts. Thus, they do not reduce the scope of the lease or result in a separate lease. Under those modifications, the Company re-measures the lease liability based on the modified lease terms using a revised discount rate as of the modification date and records the change in the lease liability as an adjustment to the right-of-use asset. j. Intangible assets Separately acquired intangible assets are measured on initial recognition at cost including directly attributable costs. Intangible assets acquired in a business combination are measured at fair value at the acquisition date. Intangible assets with a finite useful life are amortized on a straight-line basis over their useful life, as follows: Estimated life Amortization method Intellectual property 15-20 Straight-line Customer Relations 20 Straight-line Production agreement 6 Straight-line Distribution right 10-15 Straight-line over the contract period Goodwill Indefinite Not amortized For additional information regarding intangible assets, see Note 11. k. Impairment of non-financial assets At each reporting date, the Company reviews the carrying amount of non-financial assets (other than inventories, contract assets and deferred tax assets) to determine whether there is any indication of impairment. If any such indication exists, then the assets’ recoverable amount is estimated. Goodwill is tested annually for impairment on December 31 or more frequently if events or changes in circumstances indicate that there is an impairment. The Company’s goodwill is attributed to the Proprietary Products segment, which represents the lowest level within the Company at which goodwill is monitored for internal management purposes (see Note 11). Goodwill is tested for impairment by assessing the recoverable amount of the CGU (or group of CGUs) to which the goodwill has been allocated. An impairment loss is recognized if the recoverable amount of the CGU (or group of CGU to which goodwill has been allocated is less than the carrying amount of the CGU (or group of CGUs). Any impairment loss is allocated first to goodwill. Impairment losses recognized for goodwill cannot be reversed in subsequent periods. In the years ended December 31, 2023, and 2022, the Company did not recognize impairment losses. l. Employee benefit liabilities The Company has several employee benefit plans: 1. Short-term employee benefits Short-term employee benefits include salaries, paid annual leave, paid sick leave, recreation, and social security contributions are recognized as expenses as the services are rendered. A liability in respect of a cash bonus is recognized when the Company has a legal or constructive obligation to make such payment as a result of past service rendered by an employee and a reliable estimate of the amount can be made. 2. Post-employment benefits The post-employment benefits plans are normally financed by contributions to insurance companies and classified as defined contribution plans or as defined benefit plans. With respect to its employees in Israel, the Company has defined contribution plans pursuant to Section 14 to the Israeli Severance Pay Law, 1963 (the “Israeli Severance Pay Law”), under which the Company pays fixed contributions to certain employees under Section 14 and will have no legal or constructive obligation to pay further contributions. Contributions to the defined contribution plan in respect of severance or retirement pay are recognized as an expense when contributed concurrently with performance of the employee’s services. In addition, with respect to certain other employees who were hired by the Company prior to the establishment of the defined contribution plans pursuant to Section 14 to the Israeli Severance Pay Law, the Company operates a defined benefit plan in respect of severance pay pursuant to the Israeli Severance Pay Law. According to the Israeli Severance Pay Law, employees are entitled to severance pay upon dismissal or retirement. The liability for termination of employment is measured using the projected unit credit method. The actuarial assumptions include expected salary increases and rates of employee’s turnover based on the estimated timing of payment. The amounts are presented based on discounted expected future cash flows using a discount rate determined by reference to market yields at the reporting date on high quality corporate bonds that are linked to the Consumer Price Index with a term that is consistent with the estimated term of the severance pay obligation. In respect of its defined benefit plan obligation, the Company makes current deposits in pension funds and insurance companies (“plan assets”). Plan assets comprise assets held by a long-term employee benefit fund or qualifying insurance policies. Plan assets are not available to the Company’s own creditors and cannot be returned directly to the Company. The liability for employee benefits shown in the statement of financial position reflects the present value of the defined benefit obligation less the fair value of the plan assets. U.S. employees defined contribution plan: Since August 2022, the Company’s U.S. subsidiary has a 401(k) defined contribution plan covering certain employees in the U.S. All eligible employees may elect to contribute up to 100% of their annual compensation to the plan through salary deferrals, subject to Internal Revenue Service limits. For the year ended December 31, 2023, the contribution limit was $22,500 per year (for certain employees over 50 years of age the maximum contribution was $30,000 per year). The U.S. subsidiary matches 3% of employee contributions to the plan with no limitation. m. Revenue recognition The Company’s main source of revenue is from the sale of products to strategic partners and distributors. Starting from 2022, the Company also generates revenue in the form of royalties received under license agreement that grant the use of the Company’s knowledge and patents. Under the royalty exception, revenue is recognized when the underlying sales have occurred. On the contract’s inception date the Company assesses the goods or services promised in the contract with the customer and identifies the performance obligations in it. In order to identify distinct performance obligations in a contract with a customer, the Company examines whether it is providing a significant service of integrating the goods or services in the contract into one integrated outcome. The Company identifies the performance obligations when the customer can benefit from the good or service either on its own or together with other resources that are readily available to the customer and the Company promise to transfer the good or service to the customer is separately identifiable from other promises in the contract. The Company recognizes revenue from contracts with customers when the control over the goods or services is transferred to the customer. Revenue recognition occurs at a point in time when control of the Company’s product is transferred to the customer, generally on delivery of the goods according to the shipment terms. The Company determines the transaction price separately for each contract with a customer taking into consideration variable prices, discounts, chargeback, rebates, adjustments to the net market price etc. The Company includes the estimated variable consideration in the transaction price only to the extent it is highly probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty is resolved. Following the acquisition of the Four FDA-Approved Plasma Derived Hyperimmune Commercial Products during November 2021, the Company, through its wholly-owned subsidiary Kamada Inc., sells these products in the U.S. market to wholesalers/distributors that redistribute/sell these products to other parties such as hospitals and pharmacies. Revenue recognition occurs at a point in time when control of the product is transferred to the wholesalers/distributors, generally on delivery of the goods. The Company’s gross sales are subject to various deductions, which are primarily composed of rebates and discounts to group purchasing organizations, government agencies, wholesalers, health insurance companies and managed healthcare organizations. These deductions represent estimates of the related obligations, requiring the use of judgment when estimating the effect of these sales deductions on gross sales for a reporting period. These adjustments are deducted from gross sales to arrive at net sales. The Company monitors the obligation for these deductions on at least a quarterly basis and records adjustments when rebate trends, rebate programs and contract terms, legislative changes, or other significant events indicate that a change in the obligation is appropriate. The following summarizes the nature of the most significant adjustments to revenues generated from the sales of these products in the U.S. market: ● Wholesaler chargebacks: The Company has arrangements with certain indirect customers whereby the customer is able to buy products from wholesalers at reduced prices. A chargeback represents the difference between the invoice price to the wholesaler and the indirect customer’s contractual discounted price. Provisions for estimating chargebacks are calculated based on historical experience and product demand. The provision for chargebacks are recorded as a deduction from trade receivables on the consolidated statements of financial position. ● Fees for service: Consists of wholesaler/distributor fees. The wholesalers/distributors charge the Company fees for the redistribution of the products to hospitals and pharmacies. These fees are outlined in each wholesaler/distributor contract. The fees are invoiced to the Company monthly or quarterly by the wholesaler/distributor. The provisions for fees for service are recorded in the same period that the corresponding revenues are recognized. Costs to fulfill a contract: Costs to fulfill a contract, which primarily consist of costs arising from technology transfers in preparation of supply contracts or anticipated contracts, are recognized as an asset when the costs generate or enhance the Company’s resources that will be used in satisfying or continuing to satisfy the performance obligations in the future and are expected to be recovered. Costs to fulfill a contract consist of direct identifiable costs and indirect costs that can be attributed to a contract based on a reasonable allocation method. These costs include mainly salaries and other employee benefits costs. Costs to fulfill a contract are amortized on a systematic basis that is consistent with the provision of the goods and services under the contracts. As of December 31, 2023, and 2022, the Company recognized an asset related to the costs to fulfill a contract in the net amounts of $8,495 thousand and $7,577 thousand, respectively. The Company amortizes the contract asset over an 18-year period straight line basis, representing the expected duration of the relationship with the customer. In 2023, the Company recognized $51 thousand in amortization costs, which were included in the cost of goods sold. No impairment losses were recognized. Refer to Note 18e for further information. n. Research and development costs Research and development expenditures are recognized in profit or loss when incurred and include preclinical and clinical costs (as well as cost of materials associated with the development of new products or existing products for new therapeutic indications). In addition, these costs include additional product development activities with respect to approved and distributed products as well as post marketing commitment research and development activities. Since the Company’s development projects are often subject to regulatory approval procedures and other uncertainties, the conditions for the capitalization of costs incurred before receipt of approvals are not normally satisfied and therefore, development expenditures are recognized in profit or loss when incurred. o. Taxes on income Current and Deferred taxes Taxes on income in profit or loss comprise of current taxes, deferred taxes and taxes in respect of prior years, which are mainly recognized in profit or loss. Deferred tax assets are reviewed at the end of each reporting period and reduced to the extent that it is not probable that they will be utilized. Deductible carryforward losses and temporary differences for which deferred tax assets had not been recognized are reviewed at the end of each reporting period and a respective deferred tax asset is recognized to the extent that their utilization is probable. The Company operates in multiple tax jurisdictions. Deferred taxes are offset in the statement of financial position if there is a legally enforceable right to offset a current tax asset against a current tax liability and the deferred taxes relate to the same taxpayer and the same taxation authority. As of December 31, 2023, the Company did not record deferred tax asset for the remaining carry forward losses due to estimation that their utilization in the foreseeable future is not probable. Uncertain tax positions The Company evaluates potential uncertain tax positions, including additional tax and interest expenses, and recognizes a provision when it is more probable than not that the Company will have to use its economic resources to pay the such obligation. As of December 31, 2023 and 2022, the application of IFRIC 23 did not have a material effect on the financial statements. p. Provisions A provision in accordance with IAS 37 is recognized when the Company has a present (legal or constructive) obligation as a result of a past event, it is expected to require the use of economic resources to clear the obligation and a reliable estimate can be made of it. q. Share-based payment transactions The Company’s employees and members of its Board of Directors are entitled to remuneration in the form of equity-settled share-based payment transactions, primarily in the form of options and restricted shares units. The cost of equity-settled transactions (options and restricted share units) with employees and members of the Board of Directors is measured at the fair value of the equity instruments granted at grant date. The fair value of options is determined using a standard option pricing model, the binomial option valuation model. The fair value of restricted share is determined using the share price at the grant date. The cost of equity-settled share-based payments transactions is recognized in profit or loss together with a corresponding increase in shareholder’s equity during the period which the performance and/or service conditions are to be satisfied ending on the date on which the relevant employees or directors become entitled to the award (“the vesting period”). The cumulative expense recognized for equity-settled transactions at the end of each reporting period until the vesting date reflects the extent to which the vesting period has expired and the Company’s best estimate of the number of equity instruments that will ultimately vest. No expense is recognized for awards that do not ultimately vest. |
Significant Accounting Judgment
Significant Accounting Judgments, Estimates and Assumptions Used in the Preparation of the Financial Statements | 12 Months Ended |
Dec. 31, 2023 | |
Significant Accounting Judgments, Estimates and Assumptions Used in the Preparation of the Financial Statements [Abstract] | |
SIGNIFICANT ACCOUNTING JUDGMENTS, ESTIMATES AND ASSUMPTIONS USED IN THE PREPARATION OF THE FINANCIAL STATEMENTS | Note 3: - Significant Accounting Judgments, Estimates And Assumptions Used In The Preparation Of The Financial Statements a. Judgments In the process of applying the significant accounting policies, the Company has made the following judgments which have the most significant effect on the amounts recognized in the financial statements: - Determining the fair value of share-based payment transactions The fair value of equity settled share-based payment transactions is determined upon initial recognition by an acceptable option pricing model. The inputs to the model include share price, exercise price (if applicable) and assumptions regarding expected volatility, expected life of the equity instrument and expected dividend yield. - Revenue Identification of performance obligations in contracts with customers: In order to identify distinct performance obligations in a contract with a customer, the Company uses judgment when it examines whether it is providing a significant service of integrating the goods or services in the contract into one integrated outcome. Measurement of variable consideration In order to determine the transaction price, the Company estimates the amount of the variable consideration and recognizes revenue in an amount where there is a high probability that its inclusion will not result in a significant revenue reversal in the future after the uncertainty has been resolved. Costs to fulfill a contract: Costs fulfill contracts or anticipated contracts with customers are recognized as an asset when the costs generate or enhance the Company’s resources that will be used in satisfying or continuing to satisfy the performance obligations in the future and are expected to be recovered. Costs to fulfill a contract consist of direct identifiable costs and other costs that can be directly attributed to a contract based on a reasonable allocation method. Costs to fulfill a contract are amortized on a systematic basis that is consistent with the provision of the services under the specific contract. - Inventory Work in process and finished goods includes direct and indirect costs. The allocation of indirect costs is accounted for on a quarterly basis by dividing the total quarterly indirect manufacturing cost to the batches manufactured during that quarter based on predetermined allocation factors. The criteria for allocation of indirect manufacturing expense to manufactured batches which eventually effect the Company's inventory value is subject to Company judgment. - Impairment of inventories with realizable value lower than cost or which are slow moving Inventories are measured at the lower of cost and net realizable value. The cost of inventories comprises costs of purchase of raw and other materials and costs incurred in bringing the inventories to their present location and condition. Net realizable value is the estimated selling price in the ordinary course of business, net of selling expenses. The estimation of realizable value can affect the inventory value at the period end. In addition, and as part of the quarterly inventory valuation process, the Company assesses the potential effect on inventory in cases of deviations from quality standards in the manufacturing process to identify potential required inventory write offs. Such assessment is subject to Company’s judgment. - Inventory designated for R&D activities The Company recognizes inventory produced for commercial sale, including costs incurred prior to regulatory approval but subsequent to the filing of a regulatory request when the Company has determined that the inventory has probable future economic benefit. Inventory is not recognized prior to completion of a phase III clinical trial. For products with an approved indication, raw materials and purchased drug product associated with development programs are included in inventory and charged to research and development expense when it is designated. For products without an approved indication, drug product is charged to research and development expenses. - Lease extension and/or termination options In evaluating whether it is reasonably certain that the Company will exercise an option to extend a lease or not exercise an option to terminate a lease, the Company considers all relevant facts and circumstances that create an economic incentive for the Company to exercise the option to extend or not exercise the option to terminate such as: significant amounts invested in leasehold improvements, the significance of the underlying asset to the Company’s operation and whether it is a specialized asset, the Company’s past experience with similar leases, etc. After the commencement date, the Company reassesses the term of the lease upon the occurrence of a significant event or a significant change in circumstances that affects whether the Company is reasonably certain to exercise an option or not exercise an option previously included in the determination of the lease term, such as significant leasehold improvements that had not been anticipated on the lease commencement date, sublease of the underlying asset for a period that exceeds the end of the previously determined lease period, etc. - Recognition of deferred tax asset in respect of carry forward tax losses Deferred tax assets are recognized for unused carryforward tax losses and deductible temporary differences to the extent that it is probable that taxable profit will be available against which the losses can be utilized. Significant management judgment is required to determine the amount of deferred tax assets that can be recognized, based upon the timing and level of future taxable profits, its source and the tax planning strategy. For information regarding deferred taxes recognition, please refer to Note 22. - Determining cash-generating units Impairment testing for assets that cannot be tested individually are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or groups of assets (the “CGU”). For the purpose of goodwill impairment testing, the Company aggregates CGUs so that the level at which impairment testing is performed reflects the lowest level at which goodwill is monitored for internal reporting purposes. When goodwill is not monitored for internal reporting purposes, it is allocated to operating segments and not to a CGU (or group of CGUs) lower in level than an operating segment. Goodwill acquired in a business combination is allocated to groups of CGUS, including CGUs existing prior to the business combination, that are expected to benefit from the synergies of the combination. Also refer to Note 11. - Impairment of Company’s non-financial assets The carrying amounts of the Company’s non-financial assets are reviewed at each reporting date to determine whether there is any indication of impairment. If any such indication exists, then the asset’s recoverable amount is estimated. b. Estimates and assumptions The preparation of the financial statements requires management to make estimates and assumptions that have an effect on the application of the accounting policies and on the reported amounts of assets, liabilities, revenues and expenses. Changes in accounting estimates are reported in the period of the change in estimate. The key assumptions made in the financial statements concerning uncertainties at the end of the reporting period and the critical estimates computed by the Company that may result in a material adjustment to the carrying amounts of assets and liabilities within the next financial year are discussed below. - Pensions and other post-employment benefits The liability in respect of post-employment defined benefit plans is determined using actuarial valuations. The actuarial valuation involves making assumptions about, among other things, discount rates, expected rates of return on assets, future salary increases and mortality rates. Due to the long-term nature of these plans, such estimates are subject to significant uncertainty. - Legal claims In estimating the likelihood of outcome of legal claims filed against the Company, the Company relies on the opinion of its legal counsel. These estimates are based on the legal counsel’s best professional judgment, taking into account the stage of proceedings and historical legal precedents in respect of the different issues. Since the outcome of the claims will be determined in courts, the results could differ from these estimates. - Discount rate for a lease liability When the Company is unable to readily determine the discount rate implicit in a lease in order to measure the lease liability, the Company uses an incremental borrowing rate. That rate represents the rate of interest that the Company would have to pay to borrow over a similar term and with similar security, the funds necessary to obtain an asset of similar value to the right-of-use asset in a similar economic environment. When there are no financing transactions that can serve as a basis, the Company determines the incremental borrowing rate based on its credit risk, the lease term and other economic variables deriving from the lease contract’s conditions and restrictions. In certain situations, the Company is assisted by an external valuation expert in determining the incremental borrowing rate. - Impairment of goodwill The Company reviews goodwill for impairment at least once a year. This requires management to make an estimate of the projected future cash flows from the continuing use of the CGU (or a group of CGUs) to which the goodwill is allocated and to choose a suitable discount rate for those cash flows. - Determination of Useful Life Intangible assets and property, plant and equipment are measured on initial recognition at cost including directly attributable costs. Intangible assets acquired in a business combination are measured at fair value at the acquisition date. In determining the useful life and the depreciation or amortization method, the Company assesses the period over which an asset is expected to be available for use by the Company and the pattern in which the asset’s future economic benefits are expected to be consumed by the Company. - Purchase price allocation The Company allocates the purchase price based on the identifiable assets acquired and liabilities assumed at the acquisition date. The assets and the liabilities assumed are measured at fair value on the acquisition day. Significant estimates are required to measure the fair value of the assets and liabilities recognized as a result of the business combination including future cash flows, discount rate, volatility rate. - Determining the fair value of an unquoted financial asset or liability The fair value of unquoted financial assets or liability in Level 3 of the fair value hierarchy is determined using valuation techniques, generally using future cash flows discounted at current rates applicable for items with similar terms and risk characteristics. Changes in estimated future cash flows and estimated discount rates, after consideration of risks such as liquidity risk, credit risk and volatility, are liable to affect the fair value of these assets of liability. Contingent consideration is measured at fair value. The fair value is determined using valuation techniques and method, using future cash flows discounted. This requires management to make an estimate of the projected future cash flows. For information regarding contingent consideration, please refer to Note 5 and Note 16. |
New Accounting Standards or Ame
New Accounting Standards or Amendments for 2023 and Forthcoming Requirements | 12 Months Ended |
Dec. 31, 2023 | |
New Accounting Standards or Amendments for 2023 and Forthcoming Requirements [Abstract] | |
NEW ACCOUNTING STANDARDS OR AMENDMENTS FOR 2023 AND FORTHCOMING REQUIREMENTS | Note 4: New Accounting Standards or Amendments for 2023 and Forthcoming Requirements a. New Currently Effective Requirements - Amendment to IAS 1, Presentation of Financial Statements: “Disclosure of Accounting Policies.” According to the amendment to IAS 1, companies must provide disclosure of their material accounting policies rather than their significant accounting policies. Pursuant to the amendment, accounting policy information is material if, when considered with other information disclosed in the financial statements, it can be reasonably be expected to influence decisions that the users of the financial statements make on the basis of those financial statements. The amendment to IAS 1 also clarifies that accounting policy information is expected to be material if, without it, the users of the financial statements would be unable to understand other material information in the financial statements. The amendment also clarifies that immaterial accounting policy information need not be disclosed. The Company adopted Disclosure of Accounting Policies See Note 2: Material accounting policies. - Amendment to IAS 12, Income Taxes: Deferred Tax related to Assets and Liabilities arising from a Single Transaction The amendment narrows the scope of the exemption from recognizing deferred taxes as a result of temporary differences created at the initial recognition of assets and/or liabilities, so that it does not apply to transactions that give rise to equal and offsetting temporary differences. As a result, companies will need to recognize a deferred tax asset or a deferred tax liability for these temporary differences at the initial recognition of transactions that give rise to equal and offsetting temporary differences, such as lease transactions and provisions for decommissioning and restoration. The amendment is effective for annual periods beginning on January 1, 2023. The amendment did not have a material impact on the Company’s financial statements refer to note 22 for additional information. b. Forthcoming requirements - Amendment to IAS 1, Presentation of Financial Statements: Classification of Liabilities as Current or Non-Current Non-Current Liabilities with Covenants The amendment, together with the subsequent amendment to IAS 1 (see hereunder) replaces certain requirements for classifying liabilities as current or non-current. According to the amendment, a liability will be classified as non-current when the entity has the right to defer settlement for at least 12 months after the reporting period, and it “has substance” and is in existence at the end of the reporting period. According to the subsequent amendment, as published in October 2022, covenants with which the entity must comply after the reporting date do not affect classification of the liability as current or non-current. Additionally, the subsequent amendment adds disclosure requirements for liabilities subject to covenants within 12 months after the reporting date, such as disclosure regarding the nature of the covenants, the date they need to be complied with and facts and circumstances that indicate the entity may have difficulty complying with the covenants. Furthermore, the amendment clarifies that the conversion option of a liability will affect its classification as current or non-current, other than when the conversion option is recognized as equity. The amendment and subsequent amendment are effective for reporting periods beginning on or after January 1, 2024, with earlier application being permitted. The amendment and subsequent amendment are applicable retrospectively, including an amendment to comparative data. The Company does not expect the Amendment to have a material adverse impact on its financial statement. |
Business Combinations
Business Combinations | 12 Months Ended |
Dec. 31, 2023 | |
Business Combinations [Abstract] | |
BUSINESS COMBINATIONS | Note 5: - Business Combinations a. Acquisition of an FDA-Licensed Plasma Collection Center On March 1, 2021, the Company entered into an Asset Purchase Agreement with the privately held B&PR of Beaumont, TX, USA, for the acquisition of the FDA registered plasma collection facility as well as certain related rights and assets. The plasma collection facility currently specializes in the collection of hyper-immune plasma used in the manufacturing of KAMRHO (D), KAMRAB and KEDRAB. The acquisition, for a total consideration of $1,614 thousand, was consummated through the Company’s wholly owned subsidiary Kamada Plasma LLC, which operates the Company’s plasma collection activity in the U.S. The Company accounted for the acquisition as a business combination. The following table details the acquisition consideration: USD Cash paid $ 1,404 Payables for acquisition(a) 210 Total acquisition cost 1,614 (a) The acquisition consideration totaled $1,654 thousand, of which an amount of $1,404 thousand was paid at closing, and the balance of $250 thousand was paid in March 2022. The fair value of such deferred consideration was estimated at $210 as of the date of acquisition. In connection with the acquisition, the Company incurred costs of $140 thousand which included legal and other consulting fees. These costs were recorded in general and administrative expenses in the statement of profit and loss during 2020 and the first quarter of 2021. The fair value of the identifiable assets and liabilities on the acquisition date: USD Inventories 184 Property, plant and equipment 82 Intangible assets (a) 962 1,228 Other current liability (30 ) Net identifiable assets 1,198 Goodwill arising on acquisition (b) 416 Total acquisition cost 1,614 (a) The intangible assets represent the value of the FDA license for the plasma collection facility at fair value (Level 3) at the acquisition date, based on the Greenfield Method. Under such method, the subject intangible asset is valued using a hypothetical cashflow scenario of developing an operating business in an entity that at inception only holds the subject intangible asset. In measuring the FDA license for the plasma collection facility, the Company used an appropriate discount rate of 19%. (b) The goodwill arising as part of the acquisition is attributed to the expected benefits from the synergies of the combination of the Company’s activities and those of the acquired plasma collection facility. b. Acquisition of the Four FDA-Approved Plasma Derived Hyperimmune Commercial Products On November 22, 2021 (the “Acquisition Date”), the Company entered into the Saol APA for the acquisition of the Four FDA-Approved Plasma Derived Hyperimmune Commercial Products. The acquisition of this portfolio furthered the Company’s core objective to become a fully integrated specialty plasma company with strong commercial capabilities in the U.S. market, as well as to expand to new markets, mainly in the Middle East/North Africa region, and to broaden the Company’s portfolio offering in existing markets. The four acquired products include: ● CYTOGAM (Cytomegalovirus Immune Globulin Intravenous [Human]) (CMV-IGIV) is a product indicated for the prophylaxis of cytomegalovirus disease associated with the transplantation of the kidney, lung, liver, pancreas, and heart. The product is the sole FDA approved IgG product for this indication. ● VARIZIG [Varicella Zoster Immune Globulin (Human)] is a product that contains antibodies specific for the Varicella zoster virus, and it is indicated for post-exposure prophylaxis of varicella (chickenpox) in high-risk patient groups, including immunocompromised children, newborns, and pregnant women. VARIZIG is intended to reduce the severity of chickenpox infections in these patients. The U.S. Centers for Disease Control (CDC) recommends Varicella zoster immune globulin (human) (such as VARIZIG) for postexposure prophylaxis of varicella for persons at high-risk for severe disease who lack evidence of immunity to varicella. The product is the sole FDA approved IgG product for this indication. ● WINRHO SDF is a Rho(D) Immune Globulin Intravenous (Human) product indicated for use in clinical situations requiring an increase in platelet count to prevent excessive hemorrhage in the treatment of non-splenectomies, for Rho(D)-positive children with chronic or acute immune thrombocytopenia (ITP), adults with chronic ITP, and children and adults with ITP secondary to HIV infection. WinRho SDF is also used for suppression of Rhesus (Rh) Isoimmunization during pregnancy and other obstetric conditions in non-sensitized, Rho(D)-negative women. The product is FDA approved. ● HEPAGAM B is a hepatitis B Immune Globulin (Human) (HBIg) product indicated to both prevent hepatitis B virus (HBV) recurrence following liver transplantation in hepatitis B surface antigen positive (HBsAg- positive) patients and provide post-exposure prophylaxis. The product is FDA approved. The Company accounted for the acquisition as a business combination. The following table details the total acquisition consideration as of the Acquisition Date: USD Cash paid at closing $ 95,000 Contingent consideration liability (a) 21,705 Deferred consideration (b) 13,788 Settlement of preexisting relationship (c) (3,786 ) Total acquisition cost 126,707 (a) Pursuant to the Saol APA, and in addition to the cash paid at closing, the Company agreed to pay up to $50,000 thousand of contingent consideration subject the achievement of sales thresholds for the period commencing on the Acquisition Date and ending on December 31, 2034. The Company may be entitled for up to $3,000 thousand credit deductible from the contingent consideration payments due for the years 2023 through 2027, subject to certain conditions as defined in the Saol APA. During 2023, the entitlement of the credit was not met. The contingent consideration totaled $21,705 thousand, which represents its fair value (Level 3) at the Acquisition Date, based on an Option Pricing Method (OPM), “Monte Carlo Simulation” model. In measuring the contingent consideration liability as of the Acquisition Date, the Company used an appropriate risk-adjusted discount rate of 10.6 % and volatility of 13.6%. The fair value of the contingent consideration was $21,855 thousand and $23,534 thousand as of December 31, 2023, and December 31, 2022, respectively. During the year ended December 31, 2023, the Company paid the first sales milestone in the amount of $3,000 thousand, which was accounted for as a reduction of the liability. The Company accounted for $1,321 thousand, $1,539 thousand and $290 thousand, for the years ended December 31, 2023, 2022 and 2021, respectively as financing expenses in the statement of profit and loss to reflects the changes in the fair value of the liability. In measuring the contingent consideration liability, as of December 31, 2023, and 2022 the Company used an appropriate risk-adjusted discount rate of 11.4% and volatility of 15.17%, and an appropriate risk-adjusted discount rate of 11.8% and volatility of 14.21%, respectively. As of December 31, 2023, the second sales threshold was met, and the second milestone payment on account of the contingent consideration was paid during February 2024. For further information about the contingent consideration, refer to Note 14 and Note 16. (b) Pursuant to the Saol APA, the Company acquired inventory valued at $14,199 thousand which will be paid in ten quarterly installments of $1,500 thousand each or the remaining balance at the final installment. Such deferred inventory consideration totaled $13,788 thousand which represents the Fair value (Level 2) at the Acquisition Date. The interest rate used to calculate such fair value was based on the Company’s cost of debt, which was estimated based on the long-term bank loan obtained to partially fund the acquisition. Through December 31, 2023, the Company made eight quarterly installments on account of such inventory related debt. For further information about the deferred consideration, refer to Note 14b and Note 16. (c) In December 2019, the Company entered into a binding term-sheet for a 12-year contract manufacturing agreement with Saol to manufacture CYTOGAM. Through the Acquisition Date, the Company received a total of $3,786 thousand from Saol to partially fund the technology transfer activities required under such engagement. Such engagement was automatically terminated on the Acquisition Date, and such funds, previously accounted for as deferred revenues, were offset from the acquisition consideration as settlement of preexisting relationship. The following tables details the fair value of the identifiable assets and liabilities on the Acquisition Date: Fair value USD Inventory(a) 22,849 Intangible assets(b) 121,174 Assumed liability(c) (47,213 ) Net identifiable assets 98,810 Goodwill arising on acquisition(d) 29,897 Total acquisition cost 126,707 (a) Inventory was valued at cost which represent its fair value. (b) The following table details the intangible assets identified Fair value Customer Relations (1) 33,514 Intellectual property (2) 79,141 Assumed contract manufacturing agreement (3) 8,519 Total Intangible assets 121,174 (1) Customer Relations represents its fair value (Level 3) at the Acquisition Date, based on a Multi Period Excess Earnings Method (“MPEEM”). In measuring the Customer Relations, the Company used an appropriate risk-adjusted discount rate of 11% and churn rate of 5%. (2) Intellectual property represents its fair value (Level 3) at the Acquisition Date, based on a Relief from Royalties (“RFRM”) Method. In measuring the Intellectual property, the Company used an appropriate risk-adjusted discount rate of 11% and Royalties rate of 15.2%. (3) Assumed contact manufacturing agreement represents its fair value (Level 3) at the Acquisition Date, based on With and Without method. Under the With and Without method the value of an intangible asset is calculated by comparing the cash-flow in a situation where the valued asset is part of the business versus the cash-flow in situation where the asset is not part of the business. The Company used an appropriate risk-adjusted discount rate of 11%. (c) Pursuant to the Saol APA, the Company assumed certain of Saol’s liabilities for the future payment of royalties (some of which are perpetual) and milestone payments to third parties subject to the achievement of corresponding CYTOGAM related net sales thresholds and milestones. The fair value of such assumed liabilities at the Acquisition Date was estimated at $47,213 thousand, which was calculated based on the Option Pricing Method (OPM), Monte Carlo Simulation, and discounted cash flow using a discount rate in the range of 2.25 % and 11% and the volatility of 10.8-14.2%. Refer to Note 14 and Note 16 for more information. Such assumed liabilities include: ● Royalties:10% of the annual global net sales of CYTOGAM up to $ 25,000 thousand and 5% of net sales that are greater than $ 25,000 thousand, in perpetuity; 2% of the annual global net sales of CYTOGAM in perpetuity; and 8% of the annual global net sales of CYTOGAM for a period of six years following the completion of the technology transfer of the manufacturing of CYTOGAM to the Company, subject to a maximum aggregate of $5,000 thousand per year and the total amount of $30,000 thousand throughout the entire six years period. ● Sales milestones: $1,500 thousand in the event that the annual net sales of CYTOGAM in the United States market exceeds $18,766 thousand during the twelve months period ending June 30, 2022. Such milestone was achieved and paid during 2023; and $1,500 thousand in the event that the annual net sales of CYTOGAM in the United States market exceeds $18,390 thousand during the twelve months period ending June 30, 2023. Such milestone was not achieved and was written off the outstanding liability. ● Milestone: $8,500 thousand upon the receipt of FDA approval for the manufacturing of CYTOGAM at the Company’s manufacturing facility. During May 2023, the Company received such FDA approval and paid the milestone of $8,500 thousand. (d) The goodwill arising on acquisition is attributed to the expected benefits from the synergies of the combination of the activities of the Company and the acquired business. As of the Acquisition Date, the Company recognized the fair value of the assets acquired and liabilities assumed in the business combination according to a provisional measurement. As of December 31, 2022, the valuation of the identifiable assets and liabilities was completed. No adjustments were required to be recorded. The Company incurred acquisition related cost of $1,094 thousand related mainly to legal and other consulting fees. These costs were recorded in general and administrative expenses in the statement of profit and loss during 2021. |
Cash and Cash Equivalents
Cash and Cash Equivalents | 12 Months Ended |
Dec. 31, 2023 | |
Cash and Cash Equivalents [Abstract] | |
CASH AND CASH EQUIVALENTS | Note 6: - Cash and Cash Equivalents December 31, 2023 2022 U.S. Dollars in thousands Cash and deposits for immediate withdrawal $ 40,630 $ 31,411 Cash equivalents in NIS deposits (1) 15,011 2,847 Total Cash and Cash Equivalents $ 55,641 $ 34,258 (1) The deposits bear interest of 5.1% per year, as of December 31, 2023, and 2.85%-3.8% per year as of December 31, 2022. |
Trade Receivables, Net
Trade Receivables, Net | 12 Months Ended |
Dec. 31, 2023 | |
Trade Receivables, Net [Abstract] | |
TRADE RECEIVABLES, NET | Note 7: Trade Receivables, Net December 31, 2023 2022 U.S. Dollars in thousands Open accounts: In NIS $ 9,084 $ 9,469 In USD 10,642 17,659 $ 19,726 $ 27,128 Checks receivable 151 124 $ 19,877 $ 27,252 Less allowance for doubtful accounts(1) - - Total Trade receivables, net $ 19,877 $ 27,252 (1) As of December 31, 2023 and 2022 no allowance for doubtful accounts was recognized. An analysis of past due but not impaired trade receivables with reference to reporting date: Past due trade receivables with aging of Neither Up to 31-60 Days 61-90 Days 91-120 Days Over Total December 31, 2023 $ 18,294 $ 1,391 $ 11 $ 10 $ 26 $ 145 $ 19,877 December 31, 2022 $ 22,710 $ 3,260 $ 788 $ 84 $ 7 $ 402 $ 27,252 |
Other Accounts Receivables
Other Accounts Receivables | 12 Months Ended |
Dec. 31, 2023 | |
Other Accounts Receivables [Abstract] | |
OTHER ACCOUNTS RECEIVABLES | Note 8: - Other Accounts Receivables December 31, 2023 2022 U.S. Dollars in thousands Prepaid expenses $ 4,405 $ 3,875 Inventory designated for R&D activities - 3,732 Government authorities 981 645 Derivatives financial instruments mainly measured at fair value through other comprehensive income 149 - Accrued income 45 451 Other(1) 385 7 Total Other Accounts Receivables $ 5,965 $ 8,710 (1) The balance includes short-term lease in the amount of $134 thousand that was classified to other accounts receivables (refer to Note 15 for further details), and $247 thousand bank guarantee provided (refer to Note 19 for further details). |
Inventories
Inventories | 12 Months Ended |
Dec. 31, 2023 | |
Inventories [Abstract] | |
INVENTORIES | Note 9: - Inventories December 31, 2023 2022 U.S. Dollars in thousands Finished products $ 42,526 $ 30,429 Purchased products 11,021 4,754 Work in progress 6,653 12,276 Raw materials 28,279 21,326 Total Inventories $ 88,479 $ 68,785 (1) During the years 2023, 2022 and 2021, the Company recognized, as cost of revenues, an impairment for inventories carried at net realizable value totaled of $4,399 thousand, $3,996 thousand, and $2,982 thousand, respectively. |
Property, Plant and Equipment
Property, Plant and Equipment | 12 Months Ended |
Dec. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY, PLANT AND EQUIPMENT | Note 10: - Property, Plant And Equipment a. Composition and changes: 2023 Land and Machinery Vehicles Computers, Leasehold (2) Total U.S. Dollars in thousands Cost Balance at January 1, 2023 $ 35,090 $ 35,343 $ 31 $ 10,337 $ 1,566 $ 82,367 Additions 951 2,764 - 1,135 1,544 6,394 Sale and write-off - (110 ) - - (17 ) (127 ) Balance as of December 31, 2023 36,0418 37,997 31 11,472 3,093 88,631 Accumulated Depreciation Balance as of January 1, 2023 22,154 25,493 26 7,882 655 56,210 Depreciation 1,140 1,875 3 1,168 123 4,309 Sale and write-off - (109 ) - - - (109 ) Balance as of December 31, 2023 23,294 27,259 29 9,050 778 60,410 Depreciated cost as of December 31, 2023 $ 12,747 $ 10,738 $ 2 $ 2,422 $ 2,315 $ 28,224 (1) Including labor costs charged in 2023 to the cost of facilities, machinery, and equipment in the amount of $1,426 thousand. (2) Including Right – of use assets depreciation expense in the amount of $20 thousand that was capitalized to the Leasehold Improvements during 2023. Also refer to Note 15. 2022 Land and Machinery Vehicles Computers, Leasehold Total U.S. Dollars in thousands Cost Balance at January 1, 2022 $ 34,543 33,439 31 9,371 1,184 78,568 Additions 547 1,906 - 966 382 3,801 Sale and write-off - (2 ) - - - (2 ) Balance as of December 31, 2022 35,090 35,343 31 10,337 1,566 82,367 Accumulated Depreciation Balance as of January 1, 2022 21,091 23,804 23 6,808 535 52,261 Depreciation 1,063 1,691 3 1,074 120 3,951 - (2 ) - - - (2 ) Balance as of December 31, 2022 22,154 25,493 26 7,882 655 56,210 Depreciated cost as of December 31, 2022 $ 12,936 $ 9,850 $ 5 $ 2,455 $ 911 $ 26,157 (1) Including labor costs charged in 2022 to the cost of facilities, machinery, and equipment in the amount of $1,403 thousands. b. As for liens, refer to Note 19. c. Leasing rights of land from the Israel land administration. December 31, 2023 2022 U.S. Dollars in thousands Under finance lease $ 1,091 $ 1,119 Kamada Assets Ltd., a subsidiary of the Company, capitalized leasing rights from the Israel Lands Administration for an area of 16,880 m² in Beit Kama, Israel, on which the Company’s manufacturing plant and other buildings are located. As part of a new outline which were approved during 2021, the plant area was adjusted to 14,880 m². The amount attributed to capitalized rights is presented under property, plant and equipment and is depreciated over the leasing period, which includes the option period. During 2010, Kamada Assets signed an agreement with the Israel Lands Administration to consolidate its leasing rights and extend the lease period to 2058; the lease also includes an extension option allowing the parties to extend the lease for an additional 49 years following the conclusion of the initial term. |
Intangible Assets, Goodwill and
Intangible Assets, Goodwill and Other Long Term Assets | 12 Months Ended |
Dec. 31, 2023 | |
Intangible Assets, Goodwill and Other Long Term Assets [Abstract] | |
Intangible Assets, Goodwill and Other Long Term Assets | Note 11: - Intangible Assets, Goodwill and Other Long Term Assets December 31, 2023 2022 U.S. Dollars in thousands Intangible Assets and Goodwill 139,955 147,009 Long term pre-paid expenses 510 63 Total Other Long-Term Assets $ 140,465 $ 147,072 1. Intangible Assets: (a) Composition and changes 2023 Intellectual Customer Goodwill Other Total U.S. Dollars in thousands Cost: Balance as of January 1, 2023 80,103 $ 33,514 $ 30,313 $ 11,101 $ 155,031 Purchases - - - 129 129 Balance as of December 31, 2023 $ 80,103 $ 33,514 $ 30,313 $ 11,230 $ 155,160 Accumulated amortization and impairment: Balance as of January 1, 2023 5,853 1,855 - 314 8,022 Amortization recognized in the year 5,376 1,676 - 131 7,183 Balance as of December 31, 2023 11,229 3,531 - 444 15,204 Amortized cost at December 31, 2023 $ 68,874 $ 29,983 $ 30,313 $ 10,785 $ 139,955 (1) Includes assumed contract manufacturing agreement and distribution right of certain therapeutic products to be distributed in Israel, subject to IL MOH and or EMA marketing authorization. The Company was required to make certain upfront and milestone payments on account of such distribution rights. These payments are accounted for as long-term assets through obtaining IL MOH marketing authorization and will subsequently be amortized during the expected distribution right’s useful life. 2022 Intellectual Customer Goodwill Other Total U.S. Dollars in thousands Cost: Balance as of January 1, 2022 80,103 33,514 30,313 10,501 154,431 Purchases - - - 600 600 Balance as of December 31, 2022 $ 80,103 $ 33,514 $ 30,313 $ 11,101 $ 155,031 Accumulated amortization and impairment: Balance as of January 1, 2022 477 179 - 183 839 Amortization recognized in the year 5,376 1,676 - 131 7,183 Balance as of December 31, 2022 5,853 1,855 - 314 8,022 Amortized cost at December 31, 2022 $ 74,250 $ 31,659 $ 30,313 $ 10,787 $ 147,009 (b) Amortization: Amortization expenses of intangible assets are classified in statement of profit or loss as follows: Year ended December 31, 2023 2022 2021 USD in thousands Cost of goods sold 5,376 5,376 574 Selling and marketing expenses 1,807 1,807 265 7,183 7,183 839 (d) Allocation of goodwill to cash-generating units December 31, 2023 2022 U.S. Dollars in thousands Proprietary $ 30,313 $ 30,313 The goodwill is attributed to the Proprietary Products segment, which represent the lowest level within the Company at which goodwill is monitored for internal management purposes. Impairment test of goodwill for the year ended on December 31, 2023: Impairment loss for goodwill is recognized if the recoverable amount of the goodwill is less than the carrying amount. The recoverable amount is the greater of fair value less costs of disposal, or value in use of the relevant reporting level (i.e., a CGU of a group of CGUs). The Company performed an assessment for goodwill impairment for its Proprietary Products segment, which is the level at which goodwill is monitored for internal management purposes, and concluded that the fair value of the Proprietary Products segment exceeds the carrying amount by approximately 16%. The carrying amount of goodwill assigned to this segment is in the amount of $30,313 thousand. When evaluating the fair value of the Proprietary Products segment, the Company used a discounted cash flow model which utilized Level 3 measures that represent unobservable inputs. Key assumptions used to determine the estimated fair value include: (a) internal cash flows forecasts for 5 years following the assessment date, including expected revenue growth, costs to produce, operating profit margins and estimated capital needs; (b) an estimated terminal value using a terminal year long-term future growth rate of -4.8% determined based on the long-term expected prospects of the reporting unit; and (c) a discount rate (post-tax) of 11.8 % which reflects the weighted-average cost of capital adjusted for the relevant risk associated with the Proprietary Products segment’s operations. Actual results may differ from those assumed in the Company’s valuation method. It is reasonably possible that the Company’s assumptions described above could change in future periods. If any of these were to vary materially from the Company’s plans, it may record impairment of goodwill allocated to this reporting unit in the future. A hypothetical decrease in the growth rate of 1% or an increase of 1% to the discount rate would have reduced the fair value of the Proprietary Products segment reporting unit by approximately $4,800 thousand and $21,000 thousand, respectively. The sensitivity analysis described above does not lead to increase of the recoverable amount over the carrying amount. Based on the Company’s assessment as of December 31, 2023, no goodwill was determined to be impaired. |
Trade Payables
Trade Payables | 12 Months Ended |
Dec. 31, 2023 | |
Trade Payables [Abstract] | |
TRADE PAYABLES | Note 12: - Trade Payables December 31, 2023 2022 U.S. Dollars in thousands Open debts mainly in USD $ 11,167 $ 12,731 Open debts in EUR 7,266 10,629 Open debts in NIS 6,371 9,557 Total Trade Payables $ 24,804 $ 32,917 |
Other Accounts Payables
Other Accounts Payables | 12 Months Ended |
Dec. 31, 2023 | |
Other Accounts Payables [Abstract] | |
OTHER ACCOUNTS PAYABLES | Note 13: - Other Accounts Payables a. Composition: December 31, 2023 2022 U.S. Dollars in thousands Employees and payroll accruals $ 7,542 $ 6,683 Government grants (b) 177 201 Derivatives financial instruments - 92 Accrued Expenses and Others 542 609 Total Other Accounts Payables $ 8,261 $ 7,585 b. Government grants: Presented in the statement of financial position and Profit or Loss and Other Comprehensive Income: December 31, 2023 2022 U.S. Dollars in thousands Current Assets $ 104 $ 3 Current liability $ 177 $ 201 Royalties paid during the year $ - $ - Expense (income) carried to Research and Development cost $ 61 $ 29 |
Loans and Financial Liabilities
Loans and Financial Liabilities | 12 Months Ended |
Dec. 31, 2023 | |
Loans and Financial Liabilities [Abstract] | |
LOANS AND FINANCIAL LIABILITIES | Note 14: - Loans and Financial liabilities a. Bank Loans December 31, 2023 2022 U.S. Dollars in thousands Bank loans (1) - 17,407 Less current maturities of bank loans - 4,444 Total Long term bank loans $ - $ 12,963 1. Bank loan On November 15, 2021, the Company secured a $40,000 thousand credit facility from Bank Hapoalim, an Israeli bank. The credit facility comprised of the following: (1) A $20,000 thousand long-term loan. The loan bore an interest at a rate of SOFR (Secured Overnight Financing Rate) +2.18% and was payable over 54 equal monthly installments commencing June 16, 2022. On September 19, 2023, the Company repaid in full the outstanding balance of the loan. (2) A $20,000 thousand short-term revolving credit facility. The credit facility bore an interest at a rate of SOFR +1.75%, or a commitment fee of 0.2% calculated over the unutilized balance of the facility. As of December 31, 2022, the Company did not utilize such facility. The credit facility was in effect for an initial period of 12 months, and effective as of January 1, 2023, the credit facility was amended such that the $20 million short-term revolving credit facility was reduced to a NIS 35 million (approx. $10 million) credit facility and the credit facility was extended for an additional period of 12 months. Borrowings under the amended credit facility accrue interest at a rate of PRIME + 0.55 and are repayable no later than 12 months from the date advanced. The Company is required to pay an annual fee of 0.275% for the Bank’s credit allocation. As of December 31, 2023, the Company did not utilize such facility. On January 1, 2024, the credit facility was extended for an additional 12 months. Pursuant to the loan and credit facility agreement, the Company is required to meet the following financial covenants for the years ending December 31, 2022, and onwards: (1) The Shareholder’s Equity shall at no time be less than 30% of the Total Assets; examined on a quarterly basis; (2) The Shareholder’s Equity shall at no time be less than $120,000 thousand; examined on a quarterly basis; (3) The ratio between:(a) the short term financial debt less current maturities of long term debt (in as much as such are included therein); and (b) the Working Capital, as such term is defined in the loan agreement, shall at no time exceed 0.8; examined on a quarterly basis; and (4) The ratio between: (a) the EBITDA as such term is defined in the loan agreement; and (b) the current maturities of long term debt to financial institutions plus out of pocket financial expenses, net, reported in the course of four consecutive quarters immediately preceding the examination date, shall not be less than 1.1 during each of the years 2022 and 2024 and not less than 1.25 in the year 2025 and onwards, examined on an annual basis. As of December 31, 2023 and 2022, the Company was in compliance with the financial covenants. See Note 14 regarding pledge information related to the bank loans. b. Financial liabilities originated or assumed through business combinations December 31, 2023 2022 U.S. Dollars in thousands Contingent consideration (1) 21,855 23,534 Assumed liabilities (2) 46,375 61,016 Less current maturities (14,996 ) (29,708 ) Total Long term contingent consideration and assumed liabilities $ 53,234 54,842 (1) The fair value of the contingent consideration was $21,855 thousand and $23,534 thousand as of December 31, 2023, and December 31, 2022, respectively. During the year ended December 31, 2023, the Company paid the first sales milestone in the amount of $3,000 thousand, which was accounted for as a reduction of the liability. The Company accounted for $1,321 thousand, $1,539 thousand, and $290 thousand, for the years ended December 31, 2023, 2022 and 2021, respectively as financing expenses in the statement of profit and loss to reflects the changes in the fair value of the liability. Through December 31, 2023, the second sales threshold was met, and the second milestone payment was paid during February 2024. Refer to Note 5b and Note 18 for details on the contingent consideration. (2) The assumed liabilities are measured at amortized cost. The decrease in the balance of the assumed liabilities reflects the changes in time value and changes in expected payments. The value of the assumed liabilities was $46,375 thousand and $61,016 thousand as of December 31, 2023, and 2022, respectively. During the years ended December 31, 2023, and 2022, the Company paid a total of $14,300 thousand and $5,626 thousand on account of such assumed liabilities. The Company accounted for $341 thousand of financing income and $4,727 thousand, and $704 thousand of financing expenses for the years ended December 31, 2023, 2022 and 2021, respectively to reflects the changes in the value of the assumed liabilities. |
Leases
Leases | 12 Months Ended |
Dec. 31, 2023 | |
Leases [Abstract] | |
LEASES | Note 15: - Leases Leases The Company has lease agreements with respect to the following items: 1. Office and storage spaces: On November 2016, the Company entered into a lease agreement for office space and a laboratory facility in Rehovot, Israel for an initial period of ten years (which includes a three-year extension through November 2026). In March 2023, the lease agreement was amended and the lease period was extended for an additional eight years through January 2032. On March 7, 2023, the Company's U.S. subsidiary Kamada Plasma LLC entered into a lease agreement for a 12,000 square feet premises in Uvalde, Houston, Texas to be used as a plasma collection center. The lease is in effect for an initial period of ten years commencing February 2024, and includes an option to extend the lease for two consecutive periods of five years each. 2. Vehicles: The Company leases vehicles for the use of certain of its employees. The lease term is mainly for three-year periods from several leasing entities. 3. Office equipment (i.e. printing and photocopying machines): The Company leases office equipment (i.e., printing and photocopying machines), each for a five-year period. Right-of-use assets composition and changes in lease liabilities Right-of-use-assets Rented (3) Vehicles Computers, Total Lease (1)(2) U.S Dollars in thousands As of January 1, 2023 $ 1,732 $ 829 $ 7 $ 2,568 $ 3,193 Additions to right-of-use assets 5,131 1,415 - 6,546 6,682 Termination lease (109 ) - (109 ) (107 ) Depreciation expense (500 ) (738 ) (6 ) (1,244 ) - Exchange rate differences - - - - (96 ) Repayment of lease liabilities - - - - (850 ) As of December 31, 2023 $ 6,363 $ 1,397 $ 1 $ 7,761 $ 8,822 (1) The weighted average incremental borrowing rate used to discount future lease payments in the calculation of the lease liability was in the range of 3.06%–7.11% evaluated based on credit risk, terms of the leases and other economic variables. (2) The balance does not include current maturities of lease of $134 thousand that were classified to other accounts receivables due to expected lease incentive. (3) Out of the Depreciation expense $20 thousand was capitalized to the Leasehold Improvements. During 2023, the Company recognized $367 thousand as interest expenses on lease liabilities. During 2023, the total cash outflow for leases was $850 thousand. Right-of-use-assets Rented Vehicles Computers, Total Lease (1) U.S Dollars in thousands As of January 1, 2022 $ 2,165 $ 913 $ 15 $ 3,093 $ 4,314 Additions to right -of -use assets - 551 - 551 551 Lease termination - (52 ) - (52 ) (59 ) Depreciation expense (433 ) (583 ) (8 ) (1,024 ) Exchange rate differences - - - - (448 ) Repayment of lease liabilities - - - - (1,164 ) As of December 31, 2022 $ 1,732 $ 829 $ 7 $ 2,568 $ 3,193 (1) The weighted average incremental borrowing rate used to discount future lease payments in the calculation of the lease liability was in the range of 1.94%-4.6% evaluated based on credit risk, terms of the leases and other economic variables. During 2022, the Company recognized $148 thousand as interest expenses on lease liabilities. During 2022, the total cash outflow for leases was $1,164 thousand. Maturity analysis of the Company’s lease liabilities (including interest): As of December 31, 2023: Less than 1 to 2 2 to 3 3 to 5 6 and Total Lease liabilities (including interest) $ 2,918 $ 3,045 $ 1,689 $ 2,009 $ 6,759 $ 16,420 As of December 31, 2022: Less than 1 to 2 2 to 3 3 to 5 6 and Total Lease liabilities (including interest) $ 1,119 $ 907 $ 732 $ 683 $ - $ 3,441 Lease extension The Company has leases that include extension options. These options provide flexibility in managing the leased assets and align with the Company’s business needs. The Company exercises judgement in deciding whether it is reasonably certain that the extension options will be exercised. The lease agreement entered into by Kamada Plasma LLC for the premises in Uvalde, Texas to be used as a plasma collection center is in effect for an initial period of ten years and Kamada Plasma LLC has the option to extend the lease for two consecutive periods of five years each, upon six months prior written notice. The Company has reasonable certainty that the extension option will be exercised in order to avoid a significant adverse impact to its operating activities. |
Financial Instruments
Financial Instruments | 12 Months Ended |
Dec. 31, 2023 | |
Financial Instruments [Abstract] | |
FINANCIAL INSTRUMENTS | Note 16: - Financial Instruments a. Classification of financial assets and liabilities The financial assets liabilities in the balance sheet are classified by groups of financial instruments pursuant to IFRS 9: December 31, 2023 2022 U.S. Dollars in thousands Financial assets Financial assets at fair value through profit or loss: Foreign exchange forward contracts 8 - Total Financial assets at fair value through profit or loss $ 8 $ - Financial assets at fair value through other comprehensive income: Cash flow hedges 141 - Total Financial assets at fair value through other comprehensive income: $ 141 $ - Financial assets at cost: Cash and cash equivalent 55,641 34,258 Total Financial assets at cost $ 55,641 $ 34,258 Total financial assets $ 55,790 $ 34,258 Financial liabilities Financial liabilities at fair value through profit or loss: Foreign exchange forward contracts - 4 Contingent consideration in business combination 21,855 23,534 Total financial liabilities at fair value through profit or loss $ 21,855 $ 23,538 Financial liabilities at fair value through other comprehensive income: Cash flow hedges - 88 Total financial liabilities at fair value through other comprehensive income $ - $ 88 Financial liabilities measured at amortized cost: Assumed liabilities through business combination 46,375 61,016 Bank loans - 17,407 Leases 8,822 3,193 Total financial liabilities measured at amortized cost $ 55,197 $ 81,616 Total financial and lease liabilities $ 77,052 $ 105,242 b. Financial risk factors The Company’s activities expose it to various financial risks, such as market risk (foreign currency risk, interest rate risk and price risk), credit risk and liquidity risk. The Company’s investment policy focuses on activities that will preserve the Company’s capital. The Company utilizes derivatives to hedge certain exposures to risk. Risk management is the responsibility of the Company’s management and specifically that of the Company’s Chief Executive Officer (CEO) and Chief Financial Officer (CFO), in accordance with the policy approved by the Board of Directors. The Board of Directors provides principles for the overall risk management. 1. Market risks Foreign exchange risk The Company operates in an international environment and is exposed to foreign exchange risk resulting from the exposure to different currencies, mainly the NIS and EUR. Foreign exchange risks arise from recognized assets and liabilities denominated in a foreign currency other than the functional currency, such as trade and other accounts receivables, trade and other accounts payables, loans and capital leases. As of December 31, 2023, and 2022, the Company held financial derivatives intended to hedge changes in the exchange rate of the USD vs. the NIS and the EUR (see also Note 16f. below). 2. Credit risk Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents, short-term bank deposits, trade receivables and foreign currency derivative contracts. a) Cash, cash equivalent and short term investments: The Company holds cash, cash equivalents, short term deposits and other financial instruments at major financial institutions in Israel and the United States. In accordance with Company policy, evaluations of the relative strength of credit of the various financial institutions are made on an ongoing basis. Short-term investments include short-term deposits with low risk for a period less than one year. b) Trade receivables: The Company regularly monitors the credit extended to its customers and their general financial condition, and, when necessary, requires collateral as security for the debt such as letters of creditor and down payments. In addition, the Company partially insures its overseas sales with foreign trade risk insurance. Refer to Note 7 for additional information. The Company keeps constant track of customer debt, and, to the extent required, accounts for an allowance for doubtful accounts that adequately reflects, in the Company’s assessment, the loss embodied in the debts the collection of which is in doubt. The Company’s maximum exposure to credit risk for the components of the statement of financial position as of December 31, 2023, and 2022 is the carrying amount of trade receivables. c) Foreign currency derivative contracts: The Company is exposed to foreign currency exchange fluctuations, primarily in USD vs. NIS and EUR. Consequently, it enters into various foreign currency exchange contracts with major financial institutions (see also Note 16f. below). d) Interest rate risk: Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company’s exposure to the risk of changes in market interest rates relates primarily to the Company’s long-term liabilities with floating interest. 3. Liquidity risk The table below summarizes the maturity profile of the Company’s financial liabilities based on contractual undiscounted payments: December 31, 2023 Less than 1 to 2 2 to 3 3 to 5 6 and Total Trade payables $ 24,804 - - - - 24,804 Assumed liabilities (1) 11,996 4,152 4,261 7,836 18,130 46,375 Other accounts payables 8,261 - - - - 8,261 Lease liabilities (including interest) 2,918 3,045 1,689 2,009 6,759 16,420 $ 47,979 7,197 5,950 9,845 24,889 95,860 (1) Due the nature of the account which include infinite payments for royalties and milestones to third parties the assumed liabilities reflect the discounted amount. see Note 18e December 31, 2022 Less than 1 to 2 2 to 3 3 to 5 6 and Total Trade payables $ 32,917 - - - - $ 32,917 Assumed liabilities 23,708 5,030 4,087 7,928 20,263 61,016 Other accounts payables 7,585 - - - - 7,585 Bank loans (including interest) 4,841 4,677 4,580 4,111 - 18,208 Lease liabilities (including interest) 1,119 907 732 683 - 3,441 $ 70,170 $ 10,614 $ 9,399 $ 12,722 $ 20,263 $ 123,167 Changes in liabilities arising from financing activities January 1, Payments Foreign New Business Revaluation Write off December 31, U.S. Dollars in thousands Contingent consideration (1) 23,534 (3,000 ) - - - 1,321 21,855 Assumed liabilities 61,016 (14,300 ) - - (341 ) 46,375 Bank loans 17,407 (17,407 ) - - - - Leases 3,193 (850 ) (96 ) 6,682 - - (107 ) 8,822 Total $ 105,150 $ (35,557 ) $ (96 ) $ 6,682 $ - $ 980 $ (107 ) $ 77,052 (1) The contingent consideration fair value as of December 31, 2023, was based on an Option Pricing Method (OPM), “Monte Carlo Simulation” model. In measuring the contingent consideration liability, the Company used an appropriate risk-adjusted discount rate of 11.4% and volatility of 15.17%. totaled $21,855 thousand. c. Fair value The following table demonstrates the carrying amount and fair value of the financial assets and liabilities presented in the financial statements not at fair value: Carrying Amount Fair Value December 31, December 31, 2023 2022 2023 2022 U.S. Dollars in thousands Assumed liabilities 46,375 61,016 46,468 56,946 Bank loans - 17,407 - 17,071 Leases 8,822 3,193 8,973 3,183 Total Financial liabilities $ 55,197 $ 81,616 $ 55,441 $ 77,200 The fair value of the bank loans, leases and the assumed liabilities was based on standard pricing valuation model such as a discounted cash-flow model which considers the present value of future cash flows discounted by an interest rate that reflects market conditions (Level 3). The carrying amount of cash and cash equivalents, short-term bank deposits, trade and other receivables, trade and other payables approximates their fair value, due to the short-term maturities of the financial instruments. d. Classification of financial instruments by fair value hierarchy Financial assets (liabilities) measured at fair value: Financial assets (liabilities) measured at fair value: Level 1 Level 2 Level 3 (1) U.S. Dollars in thousands December 31, 2023 Derivatives instruments - 149 - Contingent consideration(1) - - (21,855 ) $ - $ 149 $ (21,855 ) Financial assets (liabilities) measured at fair value: Level 1 Level 2 Level 3 (1) U.S. Dollars in thousands December 31, 2022 Derivatives instruments - (92 ) - Contingent consideration(1) - - (23,534 ) $ - $ (92 ) $ (23,534 ) (1) For changes in Contingent Consideration see above During 2023 and 2022, there was no transfer due to the fair value measurement of any financial instrument from Level 1 to Level 2, and furthermore, there were no transfers to or from Level 3 due to the fair value measurement of any financial instrument. Sensitivity tests and principal work assumptions The selected changes in the relevant risk variables were determined based on management’s estimate as to reasonable possible changes in these risk variables. The Company has performed sensitivity tests of principal market risk factors that are liable to affect its reported operating results or financial position. The sensitivity tests present the profit or loss in respect of each financial instrument for the relevant risk variable chosen for that instrument as of each reporting date. The test of risk factors was determined based on the materiality of the exposure of the operating results or financial condition of each risk with reference to the functional currency and assuming that all the other variables are constant. December 31, 2023 2022 U.S. Dollars in thousands Sensitivity test to changes in interest rate risk Gain (loss) from change: 1% increase in basis points of SOFR $ - $ (13 ) 1% decrease in basis points of SOFR $ - $ 13 Sensitivity test to changes in foreign currency: Gain (loss) from change: 5% increase in NIS $ (454 ) $ (57 ) 5% decrease in NIS $ 454 $ 57 5% increase in Euro $ (271 ) $ (389 ) 5% decrease in Euro $ 271 $ 389 e. Linkage terms of financial liabilities by groups of financial instruments pursuant to IFRS 9: December 31, 2023 2022 U.S. Dollars in thousands In NIS: Bank loans measured at amortized cost $ - $ - Leases measured at amortized cost 6,275 3,193 $ 6,275 $ 3,193 In USD: Contingent consideration at fair value through profit or loss 21,855 23,534 Assumed liabilities measured at amortized cost 46,375 61,016 Bank loans measured at amortized cost - 17,407 Leases measured at amortized cost (1) 2,547 - $ 70,777 $ 101,957 1 The balance does not include current maturities of lease of $134 thousand that was classified to other accounts receivables due to expected lease incentive. f. Derivatives and hedging: Derivatives instruments not designated as hedging The Company has foreign currency forward contracts designed to protect it from exposure to fluctuations in exchange rates, mainly of NIS and EUR, in respect of its trade receivables, trade payables. Foreign currency forward contracts are not designated as cash flow hedges, fair value or net investment in a foreign operation. These derivatives are not considered as hedge accounting. As of December 31, 2023, the fair value of the derivative instruments not designated as hedging was a financial asset of $8 thousand. The open transactions for those derivatives were in an amount of $9,149 thousands. Cash flow hedges As of December 31, 2022, the Company held NIS/USD hedging contracts (cylinder contracts) designated as hedges of expected future salaries expenses and for expected future purchases from Israeli suppliers. The main terms of these positions were set to match the terms of the hedged items. As of December 31, 2023, the fair value of the derivative instruments designated as hedge accounting was an asset of $141 thousand. The open transactions for those derivatives were in an amount of $389 thousand. Cash flow hedges of the expected salaries and suppliers’ expenses as of December 31, 2023, were estimated as effective and accordingly a net unrecognized income was recorded in other comprehensive income in the amount of $228 thousand, net. The ineffective portion was allocated to finance expenses. |
Employee Benefit Liabilities, N
Employee Benefit Liabilities, Net | 12 Months Ended |
Dec. 31, 2023 | |
Employee Benefit Liabilities, Net [Abstract] | |
EMPLOYEE BENEFIT LIABILITIES, NET | Note 17: - Employee Benefit Liabilities, NET Employee benefits consist of short-term benefits and post-employment benefits. Post-employment benefits: According to the labor laws and Israeli Severance Pay Law, the Company is required to pay compensation to an employee upon dismissal or retirement or to make current contributions in defined contribution plans pursuant to Section 14 of the Israeli Severance Pay Law, as specified below. The Company’s liability is accounted for as a post-employment benefit only for employees not under Section 14. The computation of the Company’s employee benefit liability is made in accordance with a valid employment contract, or a collective bargaining agreement based on the employee’s salary and employment terms which establish the entitlement to receive the compensation. The post-employment employee benefits are normally financed by contributions classified as defined benefit plans, as detailed below: 1. Defined contribution deposit Israeli employees defined contribution plan: The Company’s agreements with part of its employees are in accordance with Section 14 of the Israeli Severance Pay Law. Contributions made by the Company in accordance with Section 14 release the Company from any future severance liabilities in respect of those employees. The expenses for the defined benefit deposit in 2023, 2022 and 2021 were $925 thousand, $873 thousand, and $1,023 thousand, respectively. U.S. employees defined contribution plan: Since August 2022, the Company’s U.S. subsidiary has a 401(k) defined contribution plan covering certain employees in the U.S. During the years ended December 31, 2023, and December 31, 2022 the U.S. subsidiary recorded expenses for matching contributions in the amount of $62 thousand and $11 thousand, respectively. 2. Defined benefit plans The Company accounts for the payment of compensation as a defined benefit plan for which an employee benefit liability is recognized and for which the Company deposits amounts in a long-term employee benefit fund and in qualifying insurance policies. 3. Expenses recognized in comprehensive income (loss): Year Ended December 31, 2023 2022 2021 U.S. Dollars in thousands Current service cost $ 194 $ 223 $ 281 Past service cost - - 415 Interest expenses, net 28 15 23 Total employee benefit expenses 222 238 716 Actual return on plan assets $ 50 $ (25 ) $ 349 The expenses are presented in the Statement of Comprehensive income (loss) as follows Year Ended December 31, 2023 2022 2021 U.S. Dollars in thousands Cost of revenues $ 155 $ 166 $ 499 Research and development 22 24 90 Selling and marketing 33 27 62 General and administrative 23 21 65 $ 233 $ 238 $ 716 4. The plan liabilities, net: December 31, 2023 2022 U.S. Dollars in thousands Defined benefit obligation $ 4,399 $ 4,379 Fair value of plan assets 3,778 3,707 Total liabilities, net $ 621 $ 672 5. Changes in the present value of defined benefit obligation 2023 2022 U.S. Dollars in thousands Balance at January 1, $ 4,380 $ 5,434 Interest costs 200 78 Current service cost 194 223 Past service cost - - Benefits paid (376 ) (202 ) Demographic assumptions 13 (9 ) Financial assumptions (91 ) (715 ) Past Experience 209 206 Currency Exchange (130 ) (636 ) Balance at December 31, $ 4,399 $ 4,379 6. Plan assets a) Plan assets Plan assets comprise assets held by long-term employee benefit funds and qualifying insurance policies. b) Changes in the fair value of plan assets 2023 2022 U.S. Dollars in thousands Balance at January 1, $ 3,707 $ 4,154 Expected return 172 62 Contributions by employer 173 181 Benefits paid (206 ) (181 ) Demographic assumptions - - Financial assumptions - (4 ) Past Experience 50 (20 ) Currency exchange (118 ) (485 ) Balance at December 31, $ 3,778 $ 3,707 7. The principal assumptions underlying the defined benefit plan 2023 2022 2021 % Discount rate of the plan liability 5.3 5.1 3.1 Future salary increases 3.0 3.0 3.0 The sensitivity analyses below have been determined based on reasonably possible changes of the principal assumptions underlying the defined benefit plan as mentioned above, occurring at the end of the reporting period. In the event that the discount rate would be one percent higher or lower, and all other assumptions were held constant, the defined benefit obligation would decrease by $92 thousand or increase by $124 thousand, respectively. In the event that the expected salary growth would increase or decrease by one percent, and all other assumptions were held constant, the defined benefit obligation would increase by $118 thousand or decrease by $87 thousand, respectively. |
Contingent Liabilities and Comm
Contingent Liabilities and Commitments | 12 Months Ended |
Dec. 31, 2023 | |
Contingent Liabilities and Commitments [Abstract] | |
CONTINGENT LIABILITIES AND COMMITMENTS | Note 18: - Contingent Liabilities and Commitments a. On August 23, 2010, the Company entered into a 30 year collaboration agreement with Baxter Healthcare Corporation (“Baxter”) with respect for granting of the distribution rights for GLASSIA. During 2015, Baxter assigned all its rights under the collaboration agreement to Baxalta US Inc. (“Baxalta”) which was acquired during 2016 by Shire plc. (“Shire”), which is now part of Takeda (“Takeda” and in these consolidated financial statements Baxter, Baxalta and Shire will be referred to as “Takeda”). The collaboration agreement consists of three main agreements (1) an Exclusive Manufacturing, Supply and Distribution agreement for GLASSIA in the United States, Canada, Australia and New Zealand (the “Territory” and the “Distribution Agreement”, respectively); (2) Technology License Agreement for the use of the Company’s knowhow and patents for the production, continued development and sale of GLASSIA by Takeda (the “License Agreement”) in the Territory; and (3) A Paste Supply Agreement for the supply by Takeda of plasma derived fraction IV-1 to be used by the Company for the production of GLASSIA (the “Raw Materials Supply Agreement”). Pursuant to the agreements, the Company was entitled to certain upfront and milestone payments at a total amount of $45 million, and for a minimum commitment of Takeda to acquire GLASSIA produced by the Company over the first five years of the term of the Distribution Agreement. In addition, upon initiation of sales of GLASSIA manufactured by Takeda, the Company would be entitled to royalty payments at a rate of 12% on net sales of Glassia through August 2025, and at a rate of 6% thereafter until 2040, with a minimum of $5 million annually (the “Royalty Payments”). Through December 31, 2021, the Company accounted for as income all of the $45 million associated with the upfront and milestone payments from Takeda pursuant to the Distribution and License Agreements as amended. On March 31, 2021, the Company entered into an amendment to the Technology License Agreement with Takeda with respect to GLASSIA. Pursuant to the amendment the Company undertook to transfer to Takeda the U.S. Biologics License Application (BLA) of the product upon completion of the transition of GLASSIA manufacturing to Takeda, in consideration for a $2 million payment from Takeda. Such amount was paid by Takeda and accounted for as income during the first quarter of 2022. During 2021 the Company terminated the production and supply of GLASSIA to Takeda and Takeda initiated its own production of GLASSIA for distribution in the Territory. Accordingly, commencing 2022, Takeda initiated royalty payments to the Company as defined above. For the years ended December 31, 2023, and 2022 the Company accounted for a total of $16.11 million and $12.2 million from sales-based royalty income from Takeda, respectively. Pursuant to the Distribution Agreement, Takeda is responsible to conduct any required additional clinical studies required to obtain or maintain GLASSIA’s marketing authorization in the Territory. Under certain conditions, the Company will be required to participate in the funding of these clinical studies in a total amount not to exceed $10 million. Pursuant to the Raw Material Supply Agreement Takeda undertook to provide the Company, free of charge, all quantities of plasma derived fraction IV-1 required by the Company for manufacturing GLASSIA to be sold to Takeda for distribution in the Territory. The Company accounts for the fair value of the plasma derived fraction IV-1 used and sold as revenues and charges the same fair value to cost of revenue. In addition, the Company has the right to acquire from Takeda plasma derived fraction IV-1 for its continued development and for the production, sale and distribution of GLASSIA by the Company outside the Territory. b. In November 2006, the Company entered into an agreement with PARI GmbH (“PARI”) in connection with a supply by PARI of a certain medical device required for the development of the Company’s Inhaled AAT product. Pursuant to the agreement, the Company was licensed to use developments made by PARI. Furthermore, PARI will provide the Company certain quantities of devices for carrying out clinical trials, free of charge. In the event that the development is successful, and the underlining product obtains required marketing authorization, the Company will pay PARI royalties based on sales of the devices through the later of the device patents expiration period or 15 years from the first commercial sale of the Company’s the Inhaled AAT product. On expiration of the royalty period, the license will become non-exclusive, and the Company shall be entitled to use the rights granted to it pursuant to the agreement without paying royalties or any other compensation. In addition, and according to a mechanism set in the agreement, PARI would be required to pay royalties to the Company of the total net sales of the device exceeding a certain amount, through the later of the device patents expiration period or 15 years from the first commercial sale of the Company’s Inhaled AAT product. In February 2008, the parties executed an amendment to the agreement according to which the exclusive global license granted to the Company was expanded to two additional indications. The royalties’ obligations mentioned above, are applicable to all indications. In addition, the parties entered into a commercialization and supply agreement, which ensures long-term regular supply of the device, including spare parts. In May 2019, the Company signed a Clinical Study Supply Agreement (“CSSA”) with PARI for the supply of the required quantities of controller kits and the web portal associated with PARI’s device required for the Company’s continued clinical trials with respect to the Inhaled AAT product. The CSSA is a supplement agreement to the commercialization and supply agreement and will expire upon the expiration or termination of such agreement. c. In July 2011, the Company entered into a strategic collaboration agreement with Kedrion Biopharma Inc. (“Kedrion”) for clinical development, marketing, distribution, and sales in the United States of the Company’s rabies immune globulin (Human) under the trade name KEDRAB. The product is manufactured and marketed by the Company in other countries under a different trade name KAMRAB. The Company obtained U.S marketing authorization from the FDA for KEDRAB in August 2017, and the commercial launch of the product in the United States was initiated at the beginning of 2018. In October 2016, the parties entered into an amendment to the agreement pursuant to which the parties agreed to conduct a required post-marketing-commitment clinical study which was initiated in March 2017 and finalized during 2020. The cost of the study was equally shared between the parties. In April 2020, the Company entered into a binding term sheet with Kedrion for the co-development, manufacturing and distribution of a human plasma-derived Anti-SARS-CoV-2 polyclonal immunoglobulin (IgG) product as a potential treatment for COVID-19 patients. The plasma-derived Anti-SARS-CoV-2 IgG product was developed and manufactured utilizing the Company’s proprietary IgG platform technology. Pursuant to the agreed terms, Kedrion provided plasma, collected at its U.S. plasma collection centers, from donors who have recovered from the virus. The Company was responsible for product development, manufacturing, clinical development, with Kedrion’s support, and regulatory submissions. The binding term sheet remained in effect until June 30, 2021. No definitive agreement was entered to between the parties, and the Company terminated this product development program. In December 2023, the Company entered into a binding memorandum of understanding with Kedrion for the amendment and extension of the distribution agreement between the parties. Under the term of the binding memorandum of understanding, during fiscal years 2024 through 2027, Kedrion will purchase annual minimum quantities of KEDRAB, with aggregate revenues to Kamada of approximately $180 million for such four-year period. d. In July 2019, the Company entered into a 7-year Master Clinical Services Agreement with a third party for the provision of certain clinical research services and other tasks to be performed by such third party, in connection with the Company’s Phase III clinical study for its inhaled AAT product. e. In December 2019, the Company entered into a binding term sheet for a 12-year contract manufacturing agreement with Saol to manufacture CYOTGAM. As a result of the execution and consummation of the Saol APA as detailed below, which included the acquisition of all rights relating to CYTOGAM, the previous engagement with Saol with respect to this product expired. Following the successful execution of the technology transfer from the previous manufacturer and pending all necessary FDA approvals, the Company obtained during May 2023 FDA approval to manufacture CYTOGAM at its facility in Beit Kama, Israel. As of December 31, 2023, and 2022, the Company recognized an asset related to the costs to fulfill a contract in the net amounts of $8,495 thousand and $7,577 thousand, respectively Refer to Note 2m for further information. On November 22, 2021, the Company entered into the Saol APA for the acquisition of the Four FDA-Approved Plasma Derived Hyperimmune Commercial Products. Under the terms of the Saol APA, the Company paid Saol a $95 million upfront payment, and agreed to pay up to an additional $50 million of contingent consideration subject the achievement of sales thresholds for the period commencing on the Acquisition Date and ending on December 31, 2034. The Company may be entitled for up to $3 million credit deductible from the contingent consideration payments due for the years 2023 through 2027, subject to certain conditions as defined in the agreement between the parties. As of December 31, 2023, the Company had paid the first milestone payment on account of the contingent consideration and the second sales threshold was met. The second milestone payment on account of the contingent consideration was paid during February 2024. In addition, the Company acquired inventory valued at $14.2 million and agreed to pay the consideration to Saol in ten quarterly installments of $1.5 million each or the remaining balance at the final installment. As of December 31, 2023, the Company paid eight of the quarterly instalments and the remaining two installments will be paid during the first half of 2024. As part of the acquisition, the Company assumed certain of Saol’s liabilities for the future payment of royalties (some of which are perpetual) and milestone payments to third party subject to the achievement of corresponding CYTOGAM related net sales thresholds and milestones. Such assumed liabilities include: ● Royalties: 10 % of the annual global net sales of CYTOGAM up to $25 million and 5 % of net sales that are greater than $25 million, in perpetuity; 2% of the annual global net sales of CYTOGAM in perpetuity; and, 8% of the annual global net sales of CYTOGAM for period of six years following the completion of the technology transfer of the manufacturing of CYTOGAM to the Company, subject to a maximum aggregate of $5 million per year and for total amount of $30 million throughout the entire six years period. ● Sales milestones: $1.5 million in the event that the annual net sales of CYTOGAM in the U.S. market exceeds $18.8 million during the twelve months period ended June 30, 2022, which milestone was met and the milestone payment was paid during 2023; and $1.5 million in the event that the annual net sales of CYTOGAM in the United States market exceeds $18.4 million during the twelve months period ended June 30, 2023, which milestone was not met. ● Milestone: $8.5 million upon the receipt of FDA approval for the manufacturing of CYTOGAM at Company’s manufacturing facility in Israel. During May 2023, the Company received such FDA approval and paid the milestone of $8.5 million. To partially fund the acquisition costs, the Company secured a $40 million financing facility from an Israeli bank which comprised of a $20 million five-year loan and a $20 million short-term revolving credit facility. During September 2023, the Company repaid in full the outstanding balance of the $20 million five-year loan. Refer to Note 14. f. In December 2019, the Company entered into an agreement with Alvotech ehf. ("Alvotech"), a global biopharmaceutical company, to commercialize Alvotech’s portfolio of six biosimilar product candidates in Israel, upon receipt of regulatory approval from the IL MOH. Pursuant to the agreement the Company is obligated to pay Alvotech certain milestone payments, in advance of the launch of the six biosimilar in Israel. In February 2022, the agreement was extended to include two additional biosimilar products. g. On January 14, 2021, the Company entered into an agreement with undisclosed international pharmaceutical companies to commercialize one of the distribution products, in Israel. Pursuant to the agreement the Company is obligate to pay royalties in the amount of 24% out of the net revenue from the sale of the product in the Israeli market. h. In May 2022, the Company terminated a distribution agreement with a third-party engaged to distribute the Company’s propriety products in Russia and Ukraine (the “Distributor”) and a power of attorney granted in connection with such distribution agreement to an affiliate of the Distributor (the “Affiliate”). In July 2022, the Affiliate filed a request for a conciliation hearing with the court in Geneva relying on the terminated power of attorney and seeking damages for the alleged inability to sell the remaining product inventory previously acquired from the Company and compensation for the lost customer base. The conciliation hearing was held on March 17, 2023, and the Affiliate was granted authorization to proceed to file a Statement of Claim before the competent tribunal within three months. On June 13, 2023, the Affiliate filed its Statement of Claim with the tribunal of first instance in Geneva, seeking alleged damages in the total amount of $6.7 million. The Company was officially notified of such filing on November 17, 2023. The Company has filed a motion with the tribunal of first instance challenging its jurisdiction over the Affiliate’s claims, submitting that such claims should have been brought before an arbitral tribunal, as contractually agreed between the parties. Until the tribunal of first instance in Geneva rules on the motion, the Affiliate’s claims will not be heard. To date, based on the Company's external legal counsel, it is not possible to assess the prospects of the claim against the Company and any potential liabilities and impact on the Company’s business. |
Guarantees and Charges
Guarantees and Charges | 12 Months Ended |
Dec. 31, 2023 | |
Guarantees and Charges [Abstract] | |
GUARANTEES AND CHARGES | Note 19: - Guarantees and Charges a. The Company provided a bank guarantee in the amount of $354 thousand mainly in favor of the lessor of its leased office facility in Rehovot, Israel, as guarantee for meeting its obligations under the lease agreement. b. In connection with the Saol APA, the Company secured a debt facility from an Israeli bank (see Note 14) pursuant to which, the Company undertook not to create any first ranking floating charge over all or materially all of its property and assets in favor of any third party unless certain terms, as defined in the loan agreement, have been satisfied. c. The Company provided a bank guarantee in the amount of $247 thousand as part of the terms and conditions of a tender. In order to obtain the bank guarantee the Company deposited the full amount of the bank guarantee in a collateral account. Refer to Note 8 for further information. d. The Company provided a security deposit totaling $417 thousand in accordance with the terms and conditions outlined in the lease agreement for the plasma collection center. This deposit serves as a guarantee to ensure the Company’s compliance with its obligations under the lease. Accordance with the terms and conditions, within the initial lease period of 10 years, an expected sum of $40 thousand is anticipated to be reimbursed to the Company annually. |
Equity
Equity | 12 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
EQUITY | Note 20: - Equity a. Share capital December 31, 2023 December 31, 2022 Authorized Outstanding Authorized Outstanding Ordinary shares of NIS 1 par value 70,000,000 57,479,528 70,000,000 44,832,843 b. Changes in share capital: Issued and outstanding share capital: Number of shares Balance as of January 1, 2022 44,799,794 Issue of shares - Exercise of options into share units 1,421 Vesting of restricted shares units 31,628 Balance as of December 31, 2022 44,832,843 Issue of shares 12,631,579 Exercise of options into shares units 2,662 Vesting of restricted shares units 12,444 Balance as of December 31, 2023 57,479,528 c. Rights attached to Shares Voting rights at the shareholders general meeting, rights to dividend, rights in case of liquidation of the Company and rights to nominate directors. d. Share options and restricted shares units During 2023 and 2022, 42,175 and 8,325 share options, respectively, were exercised, on a net exercise basis, into 2,662 and 1,408 ordinary shares of NIS 1 par value each and 12,444 and 31,608 restricted shares units were vested, respectively. The total consideration from such exercise totaled $4 and $9 thousand for 2023 and 2022, respectively. For additional information regarding options and restricted shares units granted to employees and management in 2023, refer to Note 21 below. e. Capital management in the Company The Company’s goals in its capital management are to preserve capital ratios that will ensure stability and liquidity to support business activity and create maximum value for shareholders. f. Issuance of ordinary shares by the Company On November 21, 2019, FIMI, the leading private equity firm in Israel acquired from third parties 5,240,956 ordinary shares at a price of $6.00, representing ownership of approximately 13% of the Company’s then outstanding shares. On February 10, 2020, the Company consummated a private placement with FIMI, pursuant to which the Company issued 4,166,667 ordinary shares at a price of $6.00 per share, for total gross proceeds of $25 million. Upon closing of the private placement, FIMI’s aggregate ownership represented approximately 21% of the Company’s then outstanding shares. On September 7, 2023, the Company consummated a private placement with FIMI, pursuant to which the Company issued 12,631,579 ordinary shares at a price of $4.75 per share (which represented the average closing price of the Company’s shares on NASDAQ during the 20 trading days prior to the date of execution of the private placement), for total gross proceeds of $60 million. Following the closing of the private placement, FIMI beneficially owned approximately 38% of the Company’s outstanding ordinary shares and became a controlling shareholder of the Company, within the meaning of the Israeli Companies Law, 1999. Concurrently with the execution of the share purchase agreement, the Company entered into an amended and restated registration rights agreement with FIMI pursuant to which, among other things, the Company undertook to file with the U.S. Securities and Exchange Commission a registration statement registering the resale of all of the ordinary shares held by FIMI, per its request, at any time commencing after the lapse of six months following the closing of the private placement. Mr. Ishay Davidi, Ms. Lilach Asher-Topilsky and Mr. Uri Botzer, members of the Company’s board of directors, are executives of FIMI. |
Share-Based Payment
Share-Based Payment | 12 Months Ended |
Dec. 31, 2023 | |
Share-Based Payment [Abstract] | |
SHARE-BASED PAYMENT | Note 21: - Share-Based Payment On July 24, 2011, the Company’s Board of Directors adopted the 2011 Israeli Share Option Plan. In September 2016, the Company’s Board of Directors approved an amendment to the plan, to include the issuance of restricted shares units (“RSU”) under the plan and renamed it the Israeli Share Award Plan (“2011 Plan”). In August 2021, the Company’s Board of Directors approved a 10-year extension of the 2011 Plan, until August 9, 2031, and adopted a few additional amendments to the 2011 Plan, and the 2011 Plan was further amended in October 2022. Options and RSU’s granted under the 2011 Plan, prior to January 2020, generally vest over a four-year period following the date of the grant in 13 installments: 25% on the first anniversary of the grant date and 6.25% at the end of each quarter thereafter. As of 2020, options and RSUs granted under the 2011 Plan generally vest in four equal annual installments of 25% each. In February 2022, the Company’s Board of Directors adopted the U.S. Taxpayer Appendix to the 2011 Plan (the “U.S. Appendix”), which provides for the grant of options and RSU to persons who are subject to U.S. federal income tax. The U.S. Appendix provides for the grant to U.S. employees of options that qualify as incentive stock options (“ISOs”) under the U.S. Internal Revenue Code of 1986, as amended. The U.S. Appendix was approved by our shareholders at the annual general meeting held in December 2022. a. Expense recognized in the financial statements The share-based compensation expense that was recognized for services received from employees and members of the Company’s Board of Directors is presented in the following table: For the Year Ended December 31 2023 2022 2021 U.S. Dollar in thousands Cost of revenues $ 249 $ 308 $ 69 Research and development 167 204 79 Selling and marketing 238 254 34 General and administrative 660 372 347 Total share-based compensation $ 1,314 $ 1,138 $ 529 b. Share options granted: 1. On February 27, 2023, the Company’s Board of Directors approved the grant of options to purchase up to 147,000 ordinary shares of the Company under the 2011 Plan and the US Appendix. The Company granted, out of the above mentioned, to employees and executive officers the following: Under the Israeli Share Option Plan: - On February 27, 2023, options to purchase 60,331 ordinary shares of the Company, at an exercise price of NIS 16.53 (USD 4.50) per share. The fair value of the options calculated on the date of grant using the binomial option valuation model was estimated at $108 thousand. - On March 1, 2023, options to purchase 3,333 ordinary shares of the Company, at an exercise price of NIS 16.63 (USD 4.57) per share. The fair value of the options calculated on the date of grant using the binomial option valuation model was estimated on the date of grant at $6 thousand. - On March 2, 2023, options to purchase 40,000 ordinary shares of the Company, at an exercise price of NIS 16.76 (USD 4.60) per share. The fair value of the options calculated on the date of grant using the binomial option valuation model was estimated on the date of grant at $71 thousand. - On April 23, 2023, options to purchase 40,000 ordinary shares of the Company, at an exercise price of NIS 17.67 (USD 4.83) per share. The fair value of the options calculated on the date of grant using the binomial option valuation model was estimated on the date of grant at $65 thousand. Under the US Appendix: - On February 27, 2023, options to purchase 3,333 ordinary shares of the Company, at an exercise price of USD 4.57 per share. The fair value of the options calculated on the date of grant using the binomial option valuation model was estimated on the date of grant at $6 thousand. 2. On May 28, 2023, options to purchase 90,000 ordinary shares of the Company, under the Israeli Share Option Plan, at an exercise price of NIS 19.46 (USD 5.25) per share. The fair value of the options calculated on the date of grant using the binomial option valuation model was estimated on the date of grant at $217 thousand. 3. On August 15, 2023, options to purchase 20,000 ordinary shares of the Company, at an exercise price of NIS 20.07 (USD 5.33) per share. The fair value of the options calculated on the date of grant using the binomial option valuation model was estimated on the date of grant at $37 thousand. 4. On August 21, 2023, options to purchase up to 54,650 ordinary shares of the Company under the 2011 Plan and the US Appendix. The Company granted, out of the above mentioned, to employees and executive officers the following: Under the Israeli Share Option Plan: - On August 21, 2023, options to purchase 24,050 ordinary shares of the Company, at an exercise price of NIS 21.54 (USD 5.68) per share. The fair value of the options calculated on the date of grant using the binomial option valuation model was estimated at $48 thousand. - On September 26, 2023, options to purchase 9,050 ordinary shares of the Company, at an exercise price of NIS 20.60 (USD 5.39) per share. The fair value of the options calculated on the date of grant using the binomial option valuation model was estimated on the date of grant at $17 thousand. - On October 4, 2023, options to purchase 2,500 ordinary shares of the Company, at an exercise price of NIS 21.51 (USD 5.39) per share. The fair value of the options calculated on the date of grant using the binomial option valuation model was estimated on the date of grant at $5 thousand. Under the US Appendix: - On August 21, 2023, options to purchase 7,500 ordinary shares of the Company, at an exercise price of USD 5.86 per share. The fair value of the options calculated on the date of grant using the binomial option valuation model was estimated on the date of grant at $18 thousand. - On August 30, 2023, options to purchase 9,050 ordinary shares of the Company, at an exercise price of USD 5.91 per share. The fair value of the options calculated on the date of grant using the binomial option valuation model was estimated on the date of grant at $22 thousand. - On September 25, 2023, options to purchase the 2,500 ordinary shares of the Company, at an exercise price of USD 5.47 per share. The fair value of the options calculated on the date of grant using the binomial option valuation model was estimated on the date of grant at $6 thousand. 5. On September 7, 2023, options to purchase an aggregate 32,000 ordinary shares of the Company, at an exercise price of NIS 21.63 (USD 5.62) per share, were granted to the Company’s newly elected external directors (within the meaning of Israeli law), who were appointed following the closing of the private placement with FIMI. The fair value of the options calculated on the date of grant using the binomial option valuation model was estimated at $45 thousand. 6. On February 29, 2024, the Company’s Board of Directors approved the grant of options to purchase up to 27,467 ordinary shares of the Company under the 2011 Plan and the US Appendix. Under the Israeli Share Option plan: - 20,800 options to purchase ordinary shares of the Company, at exercise price of NIS 23.91 (USD 6.67) per share. The fair value of the options was estimated on the date of grant at $51 thousands. Under the Israeli Share Option plan: - 6,667 options to purchase the ordinary shares of the Company, at an exercise price of USD 6.62 per share. The fair value of the options was estimated on the date of grant was estimated at $17 thousands. e. Change of Awards during the Year The following table lists the number of share options, the weighted average exercise prices of share options and changes in share options grants during the year: 2023 2022 2021 Number of Weighted Number of Weighted Number of Weighted In NIS In NIS In NIS Outstanding at beginning of year 3,247,814 19.91 1,504,678 20.38 1,660,958 20.38 Granted 343,647 18.60 2,076,800 19.27 - - Exercised (42,175 ) 19.04 (8,325 ) 16.47 (28,672 ) 16.93 Forfeited (279,305 ) 19.57 (325,339 ) 19.14 (127,608 ) 20.29 Outstanding at end of year 3,269,981 18.82 3,247,814 19.91 1,504,678 20.65 Exercisable at end of year 1,469,084 19.83 1,049,329 20.38 1,067,363 19.78 The weighted average remaining contractual life for the share options 4.01 4.67 3.33 The range of exercise prices for share options outstanding as of December 31, 2023, and 2022 were NIS 16.53- NIS 29.68. Exercise is by net exercise method. f. The following table lists the number of RSUs and changes in RSUs grants during the year: Number of RSs 2023 2022 2021 Outstanding at beginning of year 14,705 49,561 104,519 Granted - - - End of restriction period (12,444 ) (31,608 ) (52,538 ) Forfeited (386 ) (3,248 ) (2,420 ) Outstanding at end of year 1,875 14,705 49,561 The weighted average remaining contractual life for the restricted share units 0.25 0.96 3.40 g. Measurement of the fair value of share options: The Company uses the binomial model when estimating the grant date fair value of equity-settled share options. The measurement was made at the grant date of equity-settled share options since the options were granted to employees and Board of Directors members. The following table lists the inputs to the binomial model used for the fair value measurement of equity-settled share options for the above plan. 2023 2022 2021 (1) Dividend yield (%) - - - Expected volatility of the share prices (%) 26-38 23-40 - Risk-free interest rate (%) 3.76-4.70 0.4-3.55 - Contractual term of up to (years) 6.5 6.5 - Exercise multiple 2 2 - Weighted average share prices (NIS) 16.10-19.46 13.6-18.41 - Expected average forfeiture rate (%) 0-8.5 0-8.5 - (1) During the year ended December 31, 2021, no grants of options or RSU were made Under the US Appendix: 2023 2022 2021 (1) Dividend yield (%) - - - Expected volatility of the share prices (%) 34-47 27-47 - Risk-free interest rate (%) 3.76-5.03 0.91-3.54 - Contractual term of up to (years) 6.5 6.5 - Exercise multiple - - - Weighted average share prices (NIS) 4.22-5.55 4.8-5.37 - Expected average forfeiture rate (%) 5.5-8.5 1.9-8.5 - |
Taxes on Income
Taxes on Income | 12 Months Ended |
Dec. 31, 2023 | |
Taxes on Income [Abstract] | |
TAXES ON INCOME | Note 22: - Taxes on Income a. Tax laws applicable to the Company Law for the Encouragement of Industry (Taxes), 1969 The Law for the Encouragement of Industry (Taxes), 1969 (the “Encouragement of Industry Law”), provides several tax benefits for “Industrial Companies.” Pursuant to the Encouragement of Industry Law, a company qualifies as an Industrial Company if it is a resident of Israel and at least 90% of its income in any tax year (exclusive of income from certain defense loans) is generated from an “Industrial Enterprise” that it owns. An Industrial Enterprise is defined as an enterprise whose principal activity, in a given tax year, is industrial activity. An Industrial Company is entitled to certain tax benefits, including: (i) a deduction of the cost of purchases of patents, know -how and certain other intangible property rights (other than goodwill) used for development or promotion of the Industrial Enterprise in equal amounts over a period of eight years, beginning from the year in which such rights were first used, (ii) the right to elect to file consolidated tax returns, under certain conditions, with additional Israeli Industrial Companies under its control, and (iii) the right to deduct expenses related to public offerings in equal amounts over a period of three years beginning from the year of the offering. Eligibility for benefits under the Encouragement of Industry Law is not contingent upon the approval of any governmental authority. The Company believes that it currently qualifies as an industrial company within the definition of the Industry Encouragement Law. The Company cannot confirm that the Israeli tax authorities will agree that the Company qualifies, or, if qualified, that it will continue to qualify as an industrial company or that the benefits described above will be available to the Company in the future. Law for the Encouragement of Capital Investments, 1959 Tax benefits prior to Amendment 60 The Company’s facilities in Israel have been granted Approved Enterprise status under the Law for the Encouragement of Capital Investments, 1959, commonly referred to as the “Investment Law”. The Investment Law provides that capital investments in a production facility (or other eligible assets) may be designated as an Approved Enterprise. Under the Approved Enterprise programs, a company is eligible for certain benefits such as governmental grants and tax incentives. The benefits period is limited to the earlier of 12 years from completion of the investment or commencement of production (“Year of Operation”), or 14 years from the year in which the certificate of approval was obtained. The Company’s benefit period under the Approved Enterprise programs ended by the end of 2017. Tax benefits under Amendment 60 On April 1, 2005, an amendment to the Investment Law was affected (“Amendment 60”). The amendment revised the criteria for investments qualified to receive tax benefits. An eligible investment program under the amendment will qualify for benefits as a Privileged Enterprise (rather than the previous terminology of Approved Enterprise). The Company received a Tax Ruling from the Israeli Tax Authority that its activity is an industrial activity, and the Company will be eligible for the status of a Privileged Enterprise, provided that it meets the requirements under the ruling. Pursuant to the Tax Ruling, the Year of Election was 2009. The Company also subsequently elected 2012 as a Year of Election. Through December 31, 2023, the Company did not utilize the tax benefits under its Privileged Enterprise and those expired at the end of 2023. Amendment 68 to the Encouragement Law: As of January 1, 2011, new legislation amending the Investment Law was affected. Pursuant to Amendment 68 a new status of “Preferred Company” and “Preferred Enterprise”, replacing the then existing status of “Privileged Company” and “Privileged Enterprise”. A Preferred Company is an industrial company owning a Preferred Enterprise which meets certain conditions (including a minimum threshold of 25% export). However, under this new legislation the requirement for a minimum investment in productive assets was cancelled. Under Amendment 68, a uniform corporate tax rate will apply to all qualifying income of the Preferred Company, as opposed to the former law, which was limited to income from the Approved Enterprises during the benefits period. The Company evaluated the effect of the adoption of Amendment 68 on its tax position, and as of the date of the approval of the financial statements, the Company believes that it will not apply for the benefits under Amendment 68. Amendment 73 to the Encouragement Law: Amendment 73 to the Encouragement Law also prescribes special tax tracks for technological enterprises, which became effective in 2017, as follows: Preferred technological enterprise, which is defined in the Encouragement Law as a company that owns the enterprise and is a member of a group whose total consolidated revenues are less than NIS 10 billion in the tax year, will be subject to tax at a rate of 12% on profits deriving from intellectual property (in development area A - a tax rate of 7.5%). Special preferred technological enterprise which is a member of a group whose total consolidated revenues exceed NIS 10 billion in the tax year will be subject to tax at a rate of 6% on preferred income from the enterprise, regardless of the enterprise’s geographical location. Any dividends distributed to “foreign companies”, as defined in the Encouragement Law, deriving from income from the technological enterprises will be subject to tax at a rate of 4%, subject to the conditions prescribed in Section 51Z to the Encouragement Law. The Company evaluated the effect of the adoption of Amendment 73 on its tax position, and as of the date of the approval of the financial statements, the Company did not apply for the benefits under Amendment 73. The Company may elect to apply for these benefits in the future. b. Tax rates applicable to the Company (other than the applicable preferred tax) The Israeli corporate income tax rate was 23% since 2018. c. Tax assessments The Company has finalized tax assessments through the end of tax year 2018. d. Taxation of the subsidiaries: Kamada Inc and Kamada Plasma LLC are incorporated in the United States and are subject to U.S. Federal and State tax laws and Franchise Tax. The two subsidiaries file a joint tax return. On December 22, 2017, the Tax Cuts and Jobs Act (the “Act”) was signed into law. Among other things, the Act reduces the corporate tax rate to 21% from 35%. On February 16, 2022, the Company incorporated KI Biopharma LLC, as a wholly-owned subsidiary of Kamada Ltd. KI Biopharma LLC is a disregarded (tax transparent) entity for U.S. tax purposes. e. Carry forward losses for tax purposes and other temporary differences As of December 31, 2023, the Company has carried forward losses and other temporary differences in the amount of $26,929 thousand. Final tax assessments for the years 2019 onwards could have an impact on the balance of carry forward tax losses for which deferred tax asset was not recognized. As of December 31, 2023, the Company did not record deferred tax asset for the remaining carry forward losses due to estimation that their utilization in the foreseeable future is not probable. f. Uncertain tax positions The Company analyzed uncertainty involving income taxes on its financial statements and whether it has any potential impact on the financial statements. As of December 31, 2023, and 2022, the application of IFRIC 23 did not have a material effect on the financial statements. g. Deferred taxes: The Company records deferred tax assets for carry forward losses and other temporary differences, as their utilization in the foreseeable future is estimated to be probable. As of December 31, 2023, 2022 and 2021 the Company did not record deferred tax assets for the remaining carry forward losses due to estimation that their utilization in the foreseeable future is not probable. Deferred tax liabilities have not been recognized for the immaterial temporary differences associated with investments in subsidiaries because the disposal of these subsidiaries in the foreseeable future is not probable and because distributions of dividends by these companies are not subject to tax. h. Taxes on income Year ended December 31, 2023 2022 2021 U.S. Dollars in thousands Current taxes $ 145 $ 62 $ 345 Deferred tax expenses (income) - - - Taxes in respect of prior years - - - Taxes on income $ 145 $ 62 $ 345 i. Theoretical tax 2023-2021 The reconciliation between the statutory tax rate and the effective tax rate as recorded in profit or loss for the years ended December 31, 2023, 2022 and 2021 does not provide significant information, mainly because the Company did not recognize deferred taxes, and therefore is not presented. |
Supplementary Information to th
Supplementary Information to the Statements of Profit and Loss | 12 Months Ended |
Dec. 31, 2023 | |
Supplementary Information to the Statements of Profit and Loss [Abstract] | |
SUPPLEMENTARY INFORMATION TO THE STATEMENTS OF PROFIT AND LOSS | Note 23: - Supplementary Information to the Statements of Profit and Loss a. Additional information about revenues Year Ended December 31, 2023 2022 2021 U.S. Dollars in thousands Revenues from major customers each of whom amount to 10% or more, of total revenues Customer A (1) 32,800 16,195 11,947 Customer B (2) $ 16,129 $ 14,205 $ 31,936 Customer C (3) 9,230 12,255 12,357 $ 58,159 $ 42,655 $ 56,240 (1) Revenue is attributed to the Proprietary segment. Refer to Note 18 (c) for more information. (2) Revenue is attributed to the Proprietary segment. Refer to Note 18 (a) for more information. (3) Revenue is attributed mainly to the Distribution segment and in 2023; the total is less than 10% of total Revenues b. Revenues based on the location of the customers, are as follows: Year Ended December 31, 2023 2022 2021 U.S. Dollars in thousands U.S.A $ 73,741 $ 65,296 $ 49,763 Israel 31,296 32,031 35,774 Canada 11,162 10,555 - Europe 7,088 5,277 5,677 Latin America 12,928 11,293 9,127 Asia 6,147 4,581 3,167 Others 157 306 134 Total Revenue $ 142,519 $ 129,339 $ 103,642 c. Cost of goods sold Year Ended December 31, 2023 2022 2021 U.S. Dollars in thousands Cost of materials (1) $ 70,308 $ 53,666 $ 63,945 Salary and related expenses 16,330 14,967 17,486 Subcontractors 6,354 4,673 4,892 Depreciation and amortization (2) 9,000 8,553 3,627 Energy 1,383 1,365 1,464 Other manufacturing expenses 1,235 1,785 1,298 Total Cost of goods sold before Inventory change 100,610 85,009 92,712 Decrease (increase) in inventories (17,581 ) (2,373 ) (19,398 ) Total Cost of goods sold $ 87,029 $ 82,636 $ 73,314 (1) Costs of materials for the year ended December 31, 2021, includes $24,282 of inventory obtained in connection with the business combination. Refer to Note 5b for further detail on the business combination. (2) Including amortization of intangible assets in the amount of $5,376 for each of the years ended December 31, 2023 and 2022, and $574 for the year ended December 31, 2021 d. Research and development Year Ended December 31, 2023 2022 2021 U.S. Dollars in thousands Salary and related expenses $ 5,110 $ 5,608 $ 5,076 Subcontractors 4,677 4,216 3,656 Materials and allocation of facility costs 2,971 2,538 1,896 Depreciation and amortization 586 574 616 Others 589 236 113 Total Research and development $ 13,933 $ 13,172 $ 11,357 For additional information regarding government grant refer to Note 13(b) e. Selling and marketing Year Ended December 31, 2023 2022 2021 U.S. Dollars in thousands Salary and related expenses $ 4,907 4,047 1,930 Packing, shipping and delivery 1,366 1,484 912 Marketing and advertising 2,634 3,676 1,340 Registration and marketing fees 4,362 3,463 1,262 Depreciation and amortization (1) 2,090 2,056 488 Others 834 558 346 Total Selling and marketing $ 16,193 $ 15,284 $ 6,278 (1) Including amortization of intangible assets in the amount of $1,807 for each of the years ended December 2023 and 2022, and $265 for the year ended December 31, 2021. f. General and administrative Year Ended December 31, 2023 2022 2021 U.S. Dollars in thousands Salary and related expenses $ 5,283 $ 4,455 3,853 Employees welfare 1,337 1,299 1,259 Professional fees and public company expense 4,305 4,213 5,055 Depreciation, amortization and impairment 1,035 973 875 Communication and software services 1,201 905 977 Others 1,220 958 617 Total General and administrative $ 14,381 $ 12,803 $ 12,636 g. Financial (expense) income Year Ended December 31, 2023 2022 2021 U.S. Dollars in thousands Financial income Interest income from cash deposit $ 588 $ 91 $ 295 Financial expense Revaluation of long term liabilities (980 ) (6,266 ) (994 ) Fees and interest expense to financial institutions (1,298 ) (914 ) (283 ) Financial income and (expense) Derivatives instruments measured at fair value 149 548 (565 ) Translation differences of financial assets and liabilities (94 ) (250 ) 358 Total Financial (expense) income $ (1,635 ) $ (6,791 ) $ (1,189 ) |
Income (Loss) Per Share
Income (Loss) Per Share | 12 Months Ended |
Dec. 31, 2023 | |
Income (Loss) Per Share [Abstract] | |
INCOME (LOSS) PER SHARE | Note 24: - Income (loss) Per Share a. Details of the number of shares and income (loss) used in the computation of income (loss) per share Year Ended December 31, 2023 2022 2021 Weighted Number of Shares Income Attributed to equity holders of the Company Weighted Number of Shares Income Attributed to equity holders of the Company Weighted Number of Shares Income Attributed to equity holders of the Company U.S. Dollars U.S. Dollars U.S. Dollars For the computation of basic income (loss) 48,830,479 8,284 44,815,248 $ (2,321 ) 44,771,766 $ (2,230 ) Effect of potential dilutive ordinary shares 4,845,035 41,328 - 130,177 - For the computation of diluted income (loss) 53,675,514 8,284 44,856,576 $ (2,321 ) 44,901,943 $ (2,230 ) b. The computation of the diluted income per share for the years ending December 31, 2023, 2022 and 2021 considered the options and RSs due to their dilutive effect. |
Operating Segments
Operating Segments | 12 Months Ended |
Dec. 31, 2023 | |
Operating Segments [Abstract] | |
OPERATING SEGMENTS | Note 25: - Operating Segments a. General The operating segments are identified on the basis of information that is reviewed by the chief operating decision makers (“CODM”) to make decisions about resources to be allocated and assess its performance. Accordingly, for management purposes, the Company is organized into operating segments based on the products and services of the business units and has two operating segments as follows: Proprietary Products Development, manufacturing, sales and distribution of plasma-derived protein therapeutics. Distribution Distribute imported drug products in Israel, which are manufactured by third parties. Segment performance is evaluated based on revenues and gross profit in the financial statements. The segment results reported to the CODM include items that are allocated directly to the segments and items that can be allocated on a reasonable basis. Items that were not allocated, mainly the Company’s corporate office, research and development costs, sales and marketing costs, general and administrative costs and financial costs (consisting of finance expenses and finance income and including fair value adjustments of financial instruments), are managed on a Company basis. The segment liabilities do not include loans and financial liabilities as these liabilities are managed on a Company basis. The Company's CODM does not regularly review asset information by segments and, therefore, the Company does not report asset information by segment. b. Reporting on operating segments Proprietary Distribution Total U.S. Dollars in thousands Year Ended December 31, 2023 Revenues $ 115,458 $ 27,061 $ 142,519 Gross profit $ 52,116 $ 3,374 $ 55,490 Unallocated corporate expenses (45,426 ) Finance income, net (1,635 ) Income before taxes on income $ 8,429 Proprietary Distribution Total U.S Dollars in thousands Year Ended December 31, 2022 Revenues $ 102,598 $ 26,741 $ 129,339 Gross profit $ 44,369 $ 2,334 $ 46,703 Unallocated corporate expenses (42,171 ) Finance income, net (6,791 ) Income before taxes on income $ (2,259 ) Proprietary Distribution Total U.S. Dollars in thousand Year Ended December 31, 2021 Revenues $ 75,521 $ 28,121 $ 103,642 Gross profit $ 27,327 $ 3,001 $ 30,328 Unallocated corporate expenses (31,024 ) Finance expense, net (1,189 ) Loss before taxes on income $ (1,885 ) |
Balances and Transactions with
Balances and Transactions with Related Parties | 12 Months Ended |
Dec. 31, 2023 | |
Balances and Transactions with Related Parties [Abstract] | |
BALANCES AND TRANSACTIONS WITH RELATED PARTIES | Note 26: - Balances and Transactions with Related Parties a. Balances with related parties December 31, December 31, U.S. Dollars in thousands Trade receivable $ - $ 544 Trade payables $ 96 $ 101 Other accounts payables $ 45 $ 85 b. Transactions with employed/directors that accounts as related parties Year Ended December 31, 2023 2021 2020 U.S. Dollars in thousands Remuneration of directors not employed by the Company or on its behalf $ 548 $ 331 $ 487 Number of People to whom the Salary and remuneration Refer: Directors not employed by the Company 11 9 9 Total Directors employed and not employed by the Company 11 9 9 c. Transactions with key executive personnel (including non-related parties) Year Ended December 31, 2023 2022 2021 U.S. Dollars in thousands Salary and Related Expenses $ 3,771 $ 3,590 $ 2,791 Share-based payment 728 547 255 Total $ 4,499 $ 4,137 $ 3,046 d. Transactions with related parties Year Ended December 31, 2023 2022 2021 U.S. Dollars in thousands Revenues $ 2,676 $ 5,298 $ 5,356 Cost of Goods Sold $ 7 $ 19 $ 51 Selling and marketing expenses $ - $ - $ - General and administrative expenses $ 223 $ 214 $ 227 e. Terms of Transactions with Related Parties Sales to related parties are conducted at market prices. Outstanding trade receivables due from related parties the end of the year bears no interest and their settlement will be in cash. For the years ended December 31, 2023, 2022 and 2021, the Company recorded no allowance for doubtful accounts for trade receivable due from related parties. 1. Tuteur SACIFIA (“Tuteur”), a company registered in Argentina, was formerly controlled by Mr. Ralf Hahn, the former Chairman of the Company's board of directors, and its currently under the control of the Hahn family. Mr. Ralf Hahn’s son, Mr. Jonathan Hahn, currently the President and a director of Tuteur, served as a director of the Company from March 2010 until November 2023. In August 2011, the Company entered into a distribution agreement with Tuteur that amended and restated a distribution agreement the parties entered into in November 2001, as amended on August 19, 2014, January 25, 2017, and January 21, 2019, under which Tuteur acted as the exclusive distributor of GLASSIA and KAMRHO(D) in Argentina, Paraguay and Bolivia. The distribution agreement, as amended, expired on December 31, 2019, and pending the execution of a new distribution agreement, the parties continued to act in accordance with the expired distribution agreement. In May 2020, the Company entered into a new distribution agreement with Tuteur, which supersedes the former agreement in its entirety, pursuant to which Tuteur serves as the exclusive distributor of GLASSIA and KAMRHO(D) in Argentina, Paraguay, Bolivia and Uruguay. Under the new distribution agreement, Tuteur is responsible, at its own expense, for obtaining marketing authorization and/or registration for each of the products in the foregoing territories that is not already approved and registered. If Tuteur fails to register any product in any territory within 12 months after receipt of our approval of all relevant documents, the Company shall be entitled to terminate the agreement with respect to such product or terminate the exclusivity granted to Tuteur with respect to such product. The agreement includes minimum annual purchase commitments by Tuteur, with respect to sales of any products in territories where registration has been completed, commencing as of the effective date of the agreement, and with respect to sale of any products in the other territories, commencing the first year following the registration of any such product in the applicable territory; and the parties agreed to negotiate in good faith the minimum quantities to be purchased by Tuteur in each following marketing year. If Tuteur fails to purchase and pay for the minimum quantity for any product in any marketing year, the Company is entitled to (i) terminate the agreement on a product-by-product basis and/or (ii) terminate the exclusivity and/or narrow the scope of the territories, if applicable, on a product-by-product basis. The price per product per territory payable by Tuteur pursuant to the agreement will be the higher of 50% of such product’s net price sold by Tuteur in the territory or a minimum supply price as defined in the agreement. In addition, Tuteur has undertaken to issue a guarantee (from a U.S., Israeli or a western Europe bank) for every new order of product, in the value of each order, which must be provided prior to the shipment of the product and extended through the complete payment of the amount due on any such order or shipment; such guarantee may not be required to the extent we are able to obtain adequate credit insurance covering the value of each order through its complete payment. The Company retain ownership of all relevant intellectual property in the products. The agreement is in effect for a period of five years, and thereafter shall automatically renew for additional periods of one year each, unless either party notifies the other party of its desire to terminate the agreement by prior written notice of at least 12 months before the expiration of any of the additional periods. The Company is entitled to terminate the agreement with respect to all or certain territories in the event of a change of control of Tuteur, its failure to register the products and obtain all marketing approvals within the period set forth above, its failure to purchase and pay for the minimum quantities for two consecutive years (provided that Tuteur will be obligated, during the second marketing year, to purchase the minimum quantity for the preceding marketing year on a product-by-product basis) or if Tuteur discontinues selling the products, after completing registration and obtaining required approvals, for longer than 45 days or 90 days or more in the event such discontinuation is caused due to a force majeure event. The agreement includes a mutual indemnification undertaking, standard confidentiality obligations and obligations of Tuteur to comply with anti-corruption and privacy laws. The agreement includes a non-compete undertaking of Tuteur during the term of the agreement and for a period of 12 months thereunder (other than in the event the agreement is terminated for cause by Tuteur due to the Company's breach of the agreement). On July 4, 2022, the Company and Tuteur entered into a supplemental letter agreement to the distribution agreement, pursuant to which Tuteur undertook to be responsible for an investigator-initiated targeted screening program for AATD in Uruguay in patients diagnosed with obtrusive pulmonary disease, with the purpose of identifying patients suitable for treatment with GLASSIA, to be conducted at Sociedad Uruguaya de Neumologia, Montevideo, Uruguay. The Company undertook to support the funding of the study up to $30,000, inclusive of all applicable taxes. Tuteur undertook to provide the Company all collected data, information, results and reports generated or derived as a result of the study, and to obtain in advance all necessary approvals for the study. According to the terms of the agreement, the Company shall not be responsible for or bear any liability arising from or in connection with the study. In September 2022, following a decrease in the market price of KAMRHO(D) in Argentina mainly due to the impact of the COVID-19 pandemic and recent changes to treatment protocols that reduced overall consumption of the product, the Company's Board of Directors approved the reduction of the minimum supply price (as defined in the distribution agreement) of the product in Argentina and Paraguay for the 2022 supplies. In February 2023, the Company and Tuteur entered into an amendment to the distribution agreement, pursuant to which KAMRHO(D)’s price for the territories of Argentina and Paraguay payable by Tuteur pursuant to the agreement will be the higher of 60% of KAMRHO(D)’s net price sold by Tuteur in these territories or a minimum supply price (as defined in the amendment to the distribution agreement). In March 2023, the Company's Board of Directors approved a one-time amendment to the payment terms under the distribution agreement with respect to two shipments of GLASSIA and KAMRHO(D) to be supplied to Tuteur by the end of the first quarter of 2023. In June 2023, due to continued political and economic changes and related mandates imposed by the Argentinian government, the Company's Board of Directors approved further amendments to the distribution agreement, pursuant to which Tuteur may issue a bank guarantee from an Argentinian bank against improved payment terms and supply price. In January 2024, following additional mandates imposed by the Argentinian government, the Company and Tuteur entered into an amendment to the distribution agreement, pursuant to which, so long as Tuteur does not undergo a “Change of Control” or “Management Change” (as such terms are defined in the amendment), Tuteur will not be required to provide a bank guarantee for orders shipped from December 1, 2023 and onwards, if the total outstanding amount due from Tuteur to the Company does not exceed $1.5 million at any time; provided that such a bank guarantee will be required for any shipment of product that, if shipped, would result in the total outstanding amount due by Tuteur to us to exceed such amount. 2. On July 29, 2015, the Company entered into a distribution agreement with Khairi S.A. (“Khairi”), a company held, inter alia, by Mr. Leon Recanati, which was at the time the Chairman of the Company’s Board of Directors, and Mr. Jonathan Hahn, who served as a director of the Company until November 2023, and his siblings, for the distribution of GLASSIA and KAMRHO(D) in Uruguay. The distribution agreement with Khairi was an arm’s length transaction. For the years ended on December 31, 2019, 2020 and 2021 there were no sales of product by the Company to Khairi. The agreement expired on December 31, 2020. 3. FIMI, the leading private equity firm in Israel, beneficially owns approximately 38% of the Company’s outstanding ordinary shares and is a controlling shareholder of the Company, within the meaning of the Israeli Companies Law, 1999. Refer to Note 20 for further detail. The following Israeli entities: G-1 Secure Solutions Ltd., E&M Computing Ltd., and Graffiti Office Supplies & Paper Marketing Ltd., which are controlled by or affiliated with the FIMI Funds, are currently engaged by the Company for the provision of certain services relating to its continuous operations in non-material amounts and at market prices. f. CEO employment terms Year Effective date Company’s Board Monthly December 31, NIS USD 2020 July 1, 2019 March 2020 ₪ 88,000 $ 25,462 2021 July 1, 2021 October 2021 ₪ 92,400 $ 28,607 2022 July 1, 2022 November 2022 ₪ 96,000 $ 28,575 2023 July 1, 2023 December 2023 ₪ 100,000 $ 27,570 During 2023, the Company accounted for a bonus accrual to the CEO in the amount of $176 thousand. |
Events Subsequent to the Report
Events Subsequent to the Reporting Period | 12 Months Ended |
Dec. 31, 2023 | |
Events Subsequent to the Reporting Period [Abstract] | |
EVENTS SUBSEQUENT TO THE REPORTING PERIOD | Note 27: - Events Subsequent to the Reporting Period With respect to grant of options to employees see Note 21b. |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Basis of presentation of financial statements | a. Basis of presentation of financial statements 1. These financial statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standard Board. 2. Measurement basis: The Company’s consolidated financial statements are prepared on a cost basis, except for financial assets and liabilities (including derivatives and contingent consideration) which are measured at fair value through profit or loss (See Note 16). The Company has elected to present profit or loss items using the “function of expense” method. b. The Company’s operating cycle is one year. |
Functional currency, presentation currency and foreign currency | c. Functional currency, presentation currency and foreign currency 1. Functional currency and presentation currency The consolidated financial statements are presented in U.S. dollars, which is the Company’s functional and presentation currency. 2. Transactions, assets and liabilities in foreign currency Transactions denominated in foreign currency are recorded on initial recognition at the exchange rate at the date of the transaction. After initial recognition, monetary assets and liabilities denominated in foreign currency are translated at the end of each reporting period into the functional currency at the exchange rate at that date. Exchange differences are recognized in profit or loss. Non-monetary assets and liabilities measured at cost in a foreign currency are translated at the exchange rate at the date of the transaction. |
Business combinations and goodwill | d. Business combinations and goodwill: In November 2021, the Company acquired the Four FDA-Approved Plasma Derived Hyperimmune Commercial Products from Saol, see Note 1(a). The acquisition was accounted for as a business combination, for which a key element of the consideration was contingent. The contingent consideration was recognized at fair value on the acquisition date and classified as a financial liability in accordance with IFRS 9. Contingent consideration is measured at fair value. The fair value is determined using valuation techniques and method, using future cash flows discounted. Subsequent changes in the fair value of the contingent consideration are recognized in profit or loss as finance income or finance expense. As part of the acquisition, the Company also assumed certain of Saol’s liabilities for the future payment of royalties (some of which are perpetual) and milestone payments to third party subject to the achievement of corresponding CYTOGAM related net sales. Such assumed liabilities were accounted for as a financial liability on the acquisition date. Subsequently, the financial liability is measured at amortized cost, per IFRS 9. Remeasurement of the financial liability is recognized as finance income or expense in the statement of operations. Refer to Note 5 and Note 16 for further information. Goodwill is initially measured at cost which represents the excess of the acquisition consideration over the net identifiable assets acquired and liabilities assumed. At each reporting date, the Company reviews the carrying amount of the goodwill to determine whether there is any indication of impairment. |
Inventories | e. Inventories Inventories are measured at the lower of cost and net realizable value. The cost of inventories comprises of the costs of purchase of raw and other materials and costs incurred in bringing the inventories to their present location and condition. Net realizable value is the estimated selling price in the ordinary course of business. Cost of inventories is determined as follows: Raw materials At cost using the first-in, first-out method. Work in process Costs of raw materials, direct and indirect costs including labor, other materials and other indirect manufacturing costs allocated to the in process manufactured batches through the end of the reporting period. The allocation of indirect costs is accounted for on a quarterly basis by dividing the total quarterly indirect manufacturing cost to the batches manufactured during that quarter based on predetermined allocation factors. The Company determines a standard manufacturing capacity for each quarter. To the extent the actual manufacturing capacity in a given quarter is lower than the predetermined standard, than a portion of the indirect costs which is equal to the product of the overall quarterly indirect costs multiplied by the quarterly manufacturing shortfall rate is recognized as costs of revenues Finished products Costs of raw materials, direct and indirect costs including labor, other materials and other indirect manufacturing costs allocated to the manufactured finished products through completion of manufacturing process. Purchased products At cost using the first-in, first-out method. The Company periodically evaluates the condition and age of inventories and accounts for impairment of inventories with a lower market value or which are slow moving. |
Financial instruments | f. Financial instruments 1 Financial assets The Company’s portfolio of financial assets consists mainly of trade receivables and bank deposits. The objective of the business model for managing the Company’s financial instruments is to collect the amounts due from them, and for bank deposits to earn contractual interest income on the amounts collected. All of the Company’s financial assets’ contractual cash flows represent solely payments of principal and interest (SPPI). Thus, the Company accounts for its financial assets under the amortized cost model. For those financial assets, the Company analyzes each material customer’s balance individually to evaluate and measure the expected credit losses (“ECLs”) of its trade receivables. Loss rates are based on actual credit loss experience, adjusted for current conditions and the Company’s view of the economic conditions over the expected lives of the trade receivables 2. Financial liabilities Financial liabilities within the scope of IFRS 9 are initially measured at fair value less transaction costs that are directly attributable to the issuance of the financial liability. After initial recognition, the accounting treatment of financial liabilities is based on their classification as follows: a) Financial liabilities measured at amortized cost Loans and assumed liabilities are measured based on their terms at amortized cost using the effective interest method taking into account directly attributable transaction costs. b) Financial liabilities measured at fair value Derivatives are classified as fair value through profit and loss unless they are designated as effective hedging instruments (see below). Transaction costs are recognized in profit or loss. After initial recognition, changes in fair value are recognized either in income (expenses) in respect of currency exchange differences and derivatives instruments line item for non-hedge accounting derivatives or in other comprehensive income for hedge accounting derivatives. For accounting for contingent consideration, see Note 2(d). |
Derivative financial instruments designated as hedges | g. Derivative financial instruments designated as hedges The Company enters into contracts for derivative financial instruments such as forward currency contracts and cylinder strategy in respect of foreign currency to hedge risks associated with foreign exchange rates fluctuations and cash flows risk. Such derivative financial instruments are carried as financial assets when the fair value is positive and as financial liabilities when the fair value is negative. At the inception of a hedge relationship, the Company formally designates and documents the hedge relationship to which the Company wishes to apply hedge accounting and the risk management objective and strategy for undertaking the hedge. The hedge effectiveness is assessed at the end of each reporting period. Any gains or losses arising from changes in the fair value of derivatives that do not qualify for hedge accounting are recorded in profit or loss. Cash flow hedges The effective portion of the gain or loss on the hedging instrument is recognized as other comprehensive income (loss), while any ineffective portion is recognized immediately in profit or loss. Amounts recognized as other comprehensive income (loss) are reclassified to profit or loss when the hedged transaction affects profit or loss, such as when the hedged income or expense is recognized or when a forecast payment occurs. |
Property, plant and equipment | h. Property, plant and equipment Property, plant and equipment are measured at cost, including directly attributable costs, less accumulated depreciation and any related investment grants and excluding day-to-day servicing expenses. Cost includes spare parts and auxiliary equipment that can be used only in connection with the plant and equipment. The cost of assets includes the cost of materials, direct labor costs, as well as any costs directly attributable to bringing the asset to the location and condition necessary for it to operate in the manner intended by management. The Company’s assets include computer systems comprising hardware and software. Software forming an integral part of the hardware to the extent that the hardware cannot function without the software installed on it is classified as property, plant and equipment. Depreciation is calculated on a straight-line basis over the useful life of the assets at annual rates as follows: % Mainly % Buildings 2.5-4 4 Machinery and equipment 10-20 15 Vehicles 15 15 Computers, software, equipment and office furniture 6-33 33 Leasehold improvements (* ) 10 (*) Leasehold improvements are depreciated on a straight-line basis over the shorter of the lease term (including the extension option held by the Company and intended to be exercised) and the expected life of the improvement. |
Leases | i. Leases The Company enters into leases of office including facility dedicated for the plasma collection centers and storage spaces, vehicles, office equipment and lands as a lessee (see Note 15). For leases in which the Company is the lessee, the Company recognizes on the commencement date of the lease a right-of-use asset and a lease liability, excluding leases whose term is up to 12 months and leases for which the underlying asset is of low value. For these excluded leases, the Company has elected to recognize the lease payments as an expense in profit or loss on a straight-line basis over the lease term. In measuring the lease liability, the Company has elected to apply the practical expedient and does not separate the lease components from the non-lease components (such as management and maintenance services, etc.). On the commencement date, the lease liability includes all unpaid lease payments discounted at the interest rate implicit in the lease, if that rate can be readily determined, or otherwise using the Company’s incremental borrowing rate. The Company determines the incremental borrowing rate based on its credit risk, the lease term and other economic variables deriving from the lease contract’s conditions and restrictions. In certain situations, the Company is assisted by an external valuation expert in determining the incremental borrowing rate. After the commencement date, the Company measures the lease liability using the effective interest rate method. The right-of-use asset is measured applying the cost model and depreciated over the shorter of its useful life or the lease term, as follows: % Mainly % Land and Buildings 5-10 10 Vehicles 20-33 33 office equipment (i.e. printing and photocopying machines) 20 20 Lease modification: Most of the Company’s lease modifications are for the extension of existing lease contracts. Thus, they do not reduce the scope of the lease or result in a separate lease. Under those modifications, the Company re-measures the lease liability based on the modified lease terms using a revised discount rate as of the modification date and records the change in the lease liability as an adjustment to the right-of-use asset. |
Intangible assets | j. Intangible assets Separately acquired intangible assets are measured on initial recognition at cost including directly attributable costs. Intangible assets acquired in a business combination are measured at fair value at the acquisition date. Intangible assets with a finite useful life are amortized on a straight-line basis over their useful life, as follows: Estimated life Amortization method Intellectual property 15-20 Straight-line Customer Relations 20 Straight-line Production agreement 6 Straight-line Distribution right 10-15 Straight-line over the contract period Goodwill Indefinite Not amortized For additional information regarding intangible assets, see Note 11. |
Impairment of non-financial assets | k. Impairment of non-financial assets At each reporting date, the Company reviews the carrying amount of non-financial assets (other than inventories, contract assets and deferred tax assets) to determine whether there is any indication of impairment. If any such indication exists, then the assets’ recoverable amount is estimated. Goodwill is tested annually for impairment on December 31 or more frequently if events or changes in circumstances indicate that there is an impairment. The Company’s goodwill is attributed to the Proprietary Products segment, which represents the lowest level within the Company at which goodwill is monitored for internal management purposes (see Note 11). Goodwill is tested for impairment by assessing the recoverable amount of the CGU (or group of CGUs) to which the goodwill has been allocated. An impairment loss is recognized if the recoverable amount of the CGU (or group of CGU to which goodwill has been allocated is less than the carrying amount of the CGU (or group of CGUs). Any impairment loss is allocated first to goodwill. Impairment losses recognized for goodwill cannot be reversed in subsequent periods. In the years ended December 31, 2023, and 2022, the Company did not recognize impairment losses. |
Employee benefit liabilities | l. Employee benefit liabilities The Company has several employee benefit plans: 1. Short-term employee benefits Short-term employee benefits include salaries, paid annual leave, paid sick leave, recreation, and social security contributions are recognized as expenses as the services are rendered. A liability in respect of a cash bonus is recognized when the Company has a legal or constructive obligation to make such payment as a result of past service rendered by an employee and a reliable estimate of the amount can be made. 2. Post-employment benefits The post-employment benefits plans are normally financed by contributions to insurance companies and classified as defined contribution plans or as defined benefit plans. With respect to its employees in Israel, the Company has defined contribution plans pursuant to Section 14 to the Israeli Severance Pay Law, 1963 (the “Israeli Severance Pay Law”), under which the Company pays fixed contributions to certain employees under Section 14 and will have no legal or constructive obligation to pay further contributions. Contributions to the defined contribution plan in respect of severance or retirement pay are recognized as an expense when contributed concurrently with performance of the employee’s services. In addition, with respect to certain other employees who were hired by the Company prior to the establishment of the defined contribution plans pursuant to Section 14 to the Israeli Severance Pay Law, the Company operates a defined benefit plan in respect of severance pay pursuant to the Israeli Severance Pay Law. According to the Israeli Severance Pay Law, employees are entitled to severance pay upon dismissal or retirement. The liability for termination of employment is measured using the projected unit credit method. The actuarial assumptions include expected salary increases and rates of employee’s turnover based on the estimated timing of payment. The amounts are presented based on discounted expected future cash flows using a discount rate determined by reference to market yields at the reporting date on high quality corporate bonds that are linked to the Consumer Price Index with a term that is consistent with the estimated term of the severance pay obligation. In respect of its defined benefit plan obligation, the Company makes current deposits in pension funds and insurance companies (“plan assets”). Plan assets comprise assets held by a long-term employee benefit fund or qualifying insurance policies. Plan assets are not available to the Company’s own creditors and cannot be returned directly to the Company. The liability for employee benefits shown in the statement of financial position reflects the present value of the defined benefit obligation less the fair value of the plan assets. U.S. employees defined contribution plan: Since August 2022, the Company’s U.S. subsidiary has a 401(k) defined contribution plan covering certain employees in the U.S. All eligible employees may elect to contribute up to 100% of their annual compensation to the plan through salary deferrals, subject to Internal Revenue Service limits. For the year ended December 31, 2023, the contribution limit was $22,500 per year (for certain employees over 50 years of age the maximum contribution was $30,000 per year). The U.S. subsidiary matches 3% of employee contributions to the plan with no limitation. |
Revenue recognition | m. Revenue recognition The Company’s main source of revenue is from the sale of products to strategic partners and distributors. Starting from 2022, the Company also generates revenue in the form of royalties received under license agreement that grant the use of the Company’s knowledge and patents. Under the royalty exception, revenue is recognized when the underlying sales have occurred. On the contract’s inception date the Company assesses the goods or services promised in the contract with the customer and identifies the performance obligations in it. In order to identify distinct performance obligations in a contract with a customer, the Company examines whether it is providing a significant service of integrating the goods or services in the contract into one integrated outcome. The Company identifies the performance obligations when the customer can benefit from the good or service either on its own or together with other resources that are readily available to the customer and the Company promise to transfer the good or service to the customer is separately identifiable from other promises in the contract. The Company recognizes revenue from contracts with customers when the control over the goods or services is transferred to the customer. Revenue recognition occurs at a point in time when control of the Company’s product is transferred to the customer, generally on delivery of the goods according to the shipment terms. The Company determines the transaction price separately for each contract with a customer taking into consideration variable prices, discounts, chargeback, rebates, adjustments to the net market price etc. The Company includes the estimated variable consideration in the transaction price only to the extent it is highly probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty is resolved. Following the acquisition of the Four FDA-Approved Plasma Derived Hyperimmune Commercial Products during November 2021, the Company, through its wholly-owned subsidiary Kamada Inc., sells these products in the U.S. market to wholesalers/distributors that redistribute/sell these products to other parties such as hospitals and pharmacies. Revenue recognition occurs at a point in time when control of the product is transferred to the wholesalers/distributors, generally on delivery of the goods. The Company’s gross sales are subject to various deductions, which are primarily composed of rebates and discounts to group purchasing organizations, government agencies, wholesalers, health insurance companies and managed healthcare organizations. These deductions represent estimates of the related obligations, requiring the use of judgment when estimating the effect of these sales deductions on gross sales for a reporting period. These adjustments are deducted from gross sales to arrive at net sales. The Company monitors the obligation for these deductions on at least a quarterly basis and records adjustments when rebate trends, rebate programs and contract terms, legislative changes, or other significant events indicate that a change in the obligation is appropriate. The following summarizes the nature of the most significant adjustments to revenues generated from the sales of these products in the U.S. market: ● Wholesaler chargebacks: The Company has arrangements with certain indirect customers whereby the customer is able to buy products from wholesalers at reduced prices. A chargeback represents the difference between the invoice price to the wholesaler and the indirect customer’s contractual discounted price. Provisions for estimating chargebacks are calculated based on historical experience and product demand. The provision for chargebacks are recorded as a deduction from trade receivables on the consolidated statements of financial position. ● Fees for service: Consists of wholesaler/distributor fees. The wholesalers/distributors charge the Company fees for the redistribution of the products to hospitals and pharmacies. These fees are outlined in each wholesaler/distributor contract. The fees are invoiced to the Company monthly or quarterly by the wholesaler/distributor. The provisions for fees for service are recorded in the same period that the corresponding revenues are recognized. Costs to fulfill a contract: Costs to fulfill a contract, which primarily consist of costs arising from technology transfers in preparation of supply contracts or anticipated contracts, are recognized as an asset when the costs generate or enhance the Company’s resources that will be used in satisfying or continuing to satisfy the performance obligations in the future and are expected to be recovered. Costs to fulfill a contract consist of direct identifiable costs and indirect costs that can be attributed to a contract based on a reasonable allocation method. These costs include mainly salaries and other employee benefits costs. Costs to fulfill a contract are amortized on a systematic basis that is consistent with the provision of the goods and services under the contracts. As of December 31, 2023, and 2022, the Company recognized an asset related to the costs to fulfill a contract in the net amounts of $8,495 thousand and $7,577 thousand, respectively. The Company amortizes the contract asset over an 18-year period straight line basis, representing the expected duration of the relationship with the customer. In 2023, the Company recognized $51 thousand in amortization costs, which were included in the cost of goods sold. No impairment losses were recognized. Refer to Note 18e for further information. |
Research and development costs | n. Research and development costs Research and development expenditures are recognized in profit or loss when incurred and include preclinical and clinical costs (as well as cost of materials associated with the development of new products or existing products for new therapeutic indications). In addition, these costs include additional product development activities with respect to approved and distributed products as well as post marketing commitment research and development activities. Since the Company’s development projects are often subject to regulatory approval procedures and other uncertainties, the conditions for the capitalization of costs incurred before receipt of approvals are not normally satisfied and therefore, development expenditures are recognized in profit or loss when incurred. |
Taxes on income | o. Taxes on income Current and Deferred taxes Taxes on income in profit or loss comprise of current taxes, deferred taxes and taxes in respect of prior years, which are mainly recognized in profit or loss. Deferred tax assets are reviewed at the end of each reporting period and reduced to the extent that it is not probable that they will be utilized. Deductible carryforward losses and temporary differences for which deferred tax assets had not been recognized are reviewed at the end of each reporting period and a respective deferred tax asset is recognized to the extent that their utilization is probable. The Company operates in multiple tax jurisdictions. Deferred taxes are offset in the statement of financial position if there is a legally enforceable right to offset a current tax asset against a current tax liability and the deferred taxes relate to the same taxpayer and the same taxation authority. As of December 31, 2023, the Company did not record deferred tax asset for the remaining carry forward losses due to estimation that their utilization in the foreseeable future is not probable. Uncertain tax positions The Company evaluates potential uncertain tax positions, including additional tax and interest expenses, and recognizes a provision when it is more probable than not that the Company will have to use its economic resources to pay the such obligation. As of December 31, 2023 and 2022, the application of IFRIC 23 did not have a material effect on the financial statements. |
Provisions | p. Provisions A provision in accordance with IAS 37 is recognized when the Company has a present (legal or constructive) obligation as a result of a past event, it is expected to require the use of economic resources to clear the obligation and a reliable estimate can be made of it. |
Share-based payment transactions | q. Share-based payment transactions The Company’s employees and members of its Board of Directors are entitled to remuneration in the form of equity-settled share-based payment transactions, primarily in the form of options and restricted shares units. The cost of equity-settled transactions (options and restricted share units) with employees and members of the Board of Directors is measured at the fair value of the equity instruments granted at grant date. The fair value of options is determined using a standard option pricing model, the binomial option valuation model. The fair value of restricted share is determined using the share price at the grant date. The cost of equity-settled share-based payments transactions is recognized in profit or loss together with a corresponding increase in shareholder’s equity during the period which the performance and/or service conditions are to be satisfied ending on the date on which the relevant employees or directors become entitled to the award (“the vesting period”). The cumulative expense recognized for equity-settled transactions at the end of each reporting period until the vesting date reflects the extent to which the vesting period has expired and the Company’s best estimate of the number of equity instruments that will ultimately vest. No expense is recognized for awards that do not ultimately vest. |
Material Accounting Policies (T
Material Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Material Accounting Policies (Tables) [Line Items] | |
Schedule of Depreciation on a Straight-line Basis Over the Useful Life of the Assets at Annual Rates | Depreciation is calculated on a straight-line basis over the useful life of the assets at annual rates as follows: % Mainly % Buildings 2.5-4 4 Machinery and equipment 10-20 15 Vehicles 15 15 Computers, software, equipment and office furniture 6-33 33 Leasehold improvements (* ) 10 (*) Leasehold improvements are depreciated on a straight-line basis over the shorter of the lease term (including the extension option held by the Company and intended to be exercised) and the expected life of the improvement. |
Schedule of Depreciation of Right-of-Use Asset Useful Life | Right-of-use assets composition and changes in lease liabilities Right-of-use-assets Rented (3) Vehicles Computers, Total Lease (1)(2) U.S Dollars in thousands As of January 1, 2023 $ 1,732 $ 829 $ 7 $ 2,568 $ 3,193 Additions to right-of-use assets 5,131 1,415 - 6,546 6,682 Termination lease (109 ) - (109 ) (107 ) Depreciation expense (500 ) (738 ) (6 ) (1,244 ) - Exchange rate differences - - - - (96 ) Repayment of lease liabilities - - - - (850 ) As of December 31, 2023 $ 6,363 $ 1,397 $ 1 $ 7,761 $ 8,822 (1) The weighted average incremental borrowing rate used to discount future lease payments in the calculation of the lease liability was in the range of 3.06%–7.11% evaluated based on credit risk, terms of the leases and other economic variables. (2) The balance does not include current maturities of lease of $134 thousand that were classified to other accounts receivables due to expected lease incentive. (3) Out of the Depreciation expense $20 thousand was capitalized to the Leasehold Improvements. During 2023, the Company recognized $367 thousand as interest expenses on lease liabilities. During 2023, the total cash outflow for leases was $850 thousand. Right-of-use-assets Rented Vehicles Computers, Total Lease (1) U.S Dollars in thousands As of January 1, 2022 $ 2,165 $ 913 $ 15 $ 3,093 $ 4,314 Additions to right -of -use assets - 551 - 551 551 Lease termination - (52 ) - (52 ) (59 ) Depreciation expense (433 ) (583 ) (8 ) (1,024 ) Exchange rate differences - - - - (448 ) Repayment of lease liabilities - - - - (1,164 ) As of December 31, 2022 $ 1,732 $ 829 $ 7 $ 2,568 $ 3,193 (1) The weighted average incremental borrowing rate used to discount future lease payments in the calculation of the lease liability was in the range of 1.94%-4.6% evaluated based on credit risk, terms of the leases and other economic variables. |
Schedule of Intangible Assets with finite Useful Life | Intangible assets with a finite useful life are amortized on a straight-line basis over their useful life, as follows: Estimated life Amortization method Intellectual property 15-20 Straight-line Customer Relations 20 Straight-line Production agreement 6 Straight-line Distribution right 10-15 Straight-line over the contract period Goodwill Indefinite Not amortized |
Right-of-use assets [Member] | |
Material Accounting Policies (Tables) [Line Items] | |
Schedule of Depreciation of Right-of-Use Asset Useful Life | The right-of-use asset is measured applying the cost model and depreciated over the shorter of its useful life or the lease term, as follows: % Mainly % Land and Buildings 5-10 10 Vehicles 20-33 33 office equipment (i.e. printing and photocopying machines) 20 20 |
Business Combinations (Tables)
Business Combinations (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Business Combinations [Abstract] | |
Schedule of Acquisition Consideration | The following table details the acquisition consideration: USD Cash paid $ 1,404 Payables for acquisition(a) 210 Total acquisition cost 1,614 (a) The acquisition consideration totaled $1,654 thousand, of which an amount of $1,404 thousand was paid at closing, and the balance of $250 thousand was paid in March 2022. The fair value of such deferred consideration was estimated at $210 as of the date of acquisition. The following table details the total acquisition consideration as of the Acquisition Date: USD Cash paid at closing $ 95,000 Contingent consideration liability (a) 21,705 Deferred consideration (b) 13,788 Settlement of preexisting relationship (c) (3,786 ) Total acquisition cost 126,707 |
Schedule of Fair Value of the Identifiable Assets and Liabilities on the Acquisition Date | The fair value of the identifiable assets and liabilities on the acquisition date: USD Inventories 184 Property, plant and equipment 82 Intangible assets (a) 962 1,228 Other current liability (30 ) Net identifiable assets 1,198 Goodwill arising on acquisition (b) 416 Total acquisition cost 1,614 (a) The intangible assets represent the value of the FDA license for the plasma collection facility at fair value (Level 3) at the acquisition date, based on the Greenfield Method. Under such method, the subject intangible asset is valued using a hypothetical cashflow scenario of developing an operating business in an entity that at inception only holds the subject intangible asset. In measuring the FDA license for the plasma collection facility, the Company used an appropriate discount rate of 19%. (b) The goodwill arising as part of the acquisition is attributed to the expected benefits from the synergies of the combination of the Company’s activities and those of the acquired plasma collection facility. The following tables details the fair value of the identifiable assets and liabilities on the Acquisition Date: Fair value USD Inventory(a) 22,849 Intangible assets(b) 121,174 Assumed liability(c) (47,213 ) Net identifiable assets 98,810 Goodwill arising on acquisition(d) 29,897 Total acquisition cost 126,707 |
Schedule of Intangible Assets | The following table details the intangible assets identified Fair value Customer Relations (1) 33,514 Intellectual property (2) 79,141 Assumed contract manufacturing agreement (3) 8,519 Total Intangible assets 121,174 (1) Customer Relations represents its fair value (Level 3) at the Acquisition Date, based on a Multi Period Excess Earnings Method (“MPEEM”). In measuring the Customer Relations, the Company used an appropriate risk-adjusted discount rate of 11% and churn rate of 5%. (2) Intellectual property represents its fair value (Level 3) at the Acquisition Date, based on a Relief from Royalties (“RFRM”) Method. In measuring the Intellectual property, the Company used an appropriate risk-adjusted discount rate of 11% and Royalties rate of 15.2%. (3) Assumed contact manufacturing agreement represents its fair value (Level 3) at the Acquisition Date, based on With and Without method. Under the With and Without method the value of an intangible asset is calculated by comparing the cash-flow in a situation where the valued asset is part of the business versus the cash-flow in situation where the asset is not part of the business. The Company used an appropriate risk-adjusted discount rate of 11%. |
Cash and Cash Equivalents (Tabl
Cash and Cash Equivalents (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Cash and Cash Equivalents [Abstract] | |
Schedule of Cash and Cash Equivalents | December 31, 2023 2022 U.S. Dollars in thousands Cash and deposits for immediate withdrawal $ 40,630 $ 31,411 Cash equivalents in NIS deposits (1) 15,011 2,847 Total Cash and Cash Equivalents $ 55,641 $ 34,258 (1) The deposits bear interest of 5.1% per year, as of December 31, 2023, and 2.85%-3.8% per year as of December 31, 2022. |
Trade Receivables, Net (Tables)
Trade Receivables, Net (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Trade Receivables, Net [Abstract] | |
Schedule of Trade Receivables, Net | December 31, 2023 2022 U.S. Dollars in thousands Open accounts: In NIS $ 9,084 $ 9,469 In USD 10,642 17,659 $ 19,726 $ 27,128 Checks receivable 151 124 $ 19,877 $ 27,252 Less allowance for doubtful accounts(1) - - Total Trade receivables, net $ 19,877 $ 27,252 (1) As of December 31, 2023 and 2022 no allowance for doubtful accounts was recognized. |
Schedule of Analysis of Past Due but Not Impaired Trade Receivables | An analysis of past due but not impaired trade receivables with reference to reporting date: Past due trade receivables with aging of Neither Up to 31-60 Days 61-90 Days 91-120 Days Over Total December 31, 2023 $ 18,294 $ 1,391 $ 11 $ 10 $ 26 $ 145 $ 19,877 December 31, 2022 $ 22,710 $ 3,260 $ 788 $ 84 $ 7 $ 402 $ 27,252 |
Other Accounts Receivables (Tab
Other Accounts Receivables (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Other Accounts Receivables [Abstract] | |
Schedule of Other Accounts Receivables | December 31, 2023 2022 U.S. Dollars in thousands Prepaid expenses $ 4,405 $ 3,875 Inventory designated for R&D activities - 3,732 Government authorities 981 645 Derivatives financial instruments mainly measured at fair value through other comprehensive income 149 - Accrued income 45 451 Other(1) 385 7 Total Other Accounts Receivables $ 5,965 $ 8,710 (1) The balance includes short-term lease in the amount of $134 thousand that was classified to other accounts receivables (refer to Note 15 for further details), and $247 thousand bank guarantee provided (refer to Note 19 for further details). |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Inventories [Abstract] | |
Schedule of Inventories | December 31, 2023 2022 U.S. Dollars in thousands Finished products $ 42,526 $ 30,429 Purchased products 11,021 4,754 Work in progress 6,653 12,276 Raw materials 28,279 21,326 Total Inventories $ 88,479 $ 68,785 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Composition and Movement of Property, Plant and Equipment | Composition and changes Land and Machinery Vehicles Computers, Leasehold (2) Total U.S. Dollars in thousands Cost Balance at January 1, 2023 $ 35,090 $ 35,343 $ 31 $ 10,337 $ 1,566 $ 82,367 Additions 951 2,764 - 1,135 1,544 6,394 Sale and write-off - (110 ) - - (17 ) (127 ) Balance as of December 31, 2023 36,0418 37,997 31 11,472 3,093 88,631 Accumulated Depreciation Balance as of January 1, 2023 22,154 25,493 26 7,882 655 56,210 Depreciation 1,140 1,875 3 1,168 123 4,309 Sale and write-off - (109 ) - - - (109 ) Balance as of December 31, 2023 23,294 27,259 29 9,050 778 60,410 Depreciated cost as of December 31, 2023 $ 12,747 $ 10,738 $ 2 $ 2,422 $ 2,315 $ 28,224 (1) Including labor costs charged in 2023 to the cost of facilities, machinery, and equipment in the amount of $1,426 thousand. (2) Including Right – of use assets depreciation expense in the amount of $20 thousand that was capitalized to the Leasehold Improvements during 2023. Also refer to Note 15. Land and Machinery Vehicles Computers, Leasehold Total U.S. Dollars in thousands Cost Balance at January 1, 2022 $ 34,543 33,439 31 9,371 1,184 78,568 Additions 547 1,906 - 966 382 3,801 Sale and write-off - (2 ) - - - (2 ) Balance as of December 31, 2022 35,090 35,343 31 10,337 1,566 82,367 Accumulated Depreciation Balance as of January 1, 2022 21,091 23,804 23 6,808 535 52,261 Depreciation 1,063 1,691 3 1,074 120 3,951 - (2 ) - - - (2 ) Balance as of December 31, 2022 22,154 25,493 26 7,882 655 56,210 Depreciated cost as of December 31, 2022 $ 12,936 $ 9,850 $ 5 $ 2,455 $ 911 $ 26,157 (1) Including labor costs charged in 2022 to the cost of facilities, machinery, and equipment in the amount of $1,403 thousands. |
Schedule of Leasing Rights of Land from Israel Land Administration | Leasing rights of land from the Israel land administration. December 31, 2023 2022 U.S. Dollars in thousands Under finance lease $ 1,091 $ 1,119 |
Intangible Assets, Goodwill a_2
Intangible Assets, Goodwill and Other Long Term Assets (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Intangible Assets, Goodwill and Other Long Term Assets [Abstract] | |
Schedule of Other Long Term Assets | December 31, 2023 2022 U.S. Dollars in thousands Intangible Assets and Goodwill 139,955 147,009 Long term pre-paid expenses 510 63 Total Other Long-Term Assets $ 140,465 $ 147,072 |
Schedule of Composition and Movement | Composition and changes Intellectual Customer Goodwill Other Total U.S. Dollars in thousands Cost: Balance as of January 1, 2023 80,103 $ 33,514 $ 30,313 $ 11,101 $ 155,031 Purchases - - - 129 129 Balance as of December 31, 2023 $ 80,103 $ 33,514 $ 30,313 $ 11,230 $ 155,160 Accumulated amortization and impairment: Balance as of January 1, 2023 5,853 1,855 - 314 8,022 Amortization recognized in the year 5,376 1,676 - 131 7,183 Balance as of December 31, 2023 11,229 3,531 - 444 15,204 Amortized cost at December 31, 2023 $ 68,874 $ 29,983 $ 30,313 $ 10,785 $ 139,955 (1) Includes assumed contract manufacturing agreement and distribution right of certain therapeutic products to be distributed in Israel, subject to IL MOH and or EMA marketing authorization. The Company was required to make certain upfront and milestone payments on account of such distribution rights. These payments are accounted for as long-term assets through obtaining IL MOH marketing authorization and will subsequently be amortized during the expected distribution right’s useful life. 2022 Intellectual Customer Goodwill Other Total U.S. Dollars in thousands Cost: Balance as of January 1, 2022 80,103 33,514 30,313 10,501 154,431 Purchases - - - 600 600 Balance as of December 31, 2022 $ 80,103 $ 33,514 $ 30,313 $ 11,101 $ 155,031 Accumulated amortization and impairment: Balance as of January 1, 2022 477 179 - 183 839 Amortization recognized in the year 5,376 1,676 - 131 7,183 Balance as of December 31, 2022 5,853 1,855 - 314 8,022 Amortized cost at December 31, 2022 $ 74,250 $ 31,659 $ 30,313 $ 10,787 $ 147,009 |
Schedule of Amortization Expenses of Intangible Assets | Amortization expenses of intangible assets are classified in statement of profit or loss as follows: Year ended December 31, 2023 2022 2021 USD in thousands Cost of goods sold 5,376 5,376 574 Selling and marketing expenses 1,807 1,807 265 7,183 7,183 839 |
Schedule of Allocation of Goodwill to Cash-Generating Units | Allocation of goodwill to cash-generating units December 31, 2023 2022 U.S. Dollars in thousands Proprietary $ 30,313 $ 30,313 |
Trade Payables (Tables)
Trade Payables (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Trade Payables [Abstract] | |
Schedule of Trade Payables | December 31, 2023 2022 U.S. Dollars in thousands Open debts mainly in USD $ 11,167 $ 12,731 Open debts in EUR 7,266 10,629 Open debts in NIS 6,371 9,557 Total Trade Payables $ 24,804 $ 32,917 |
Other Accounts Payables (Tables
Other Accounts Payables (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Other Accounts Payables Abstract | |
Schedule of Other Accounts Payables | December 31, 2023 2022 U.S. Dollars in thousands Employees and payroll accruals $ 7,542 $ 6,683 Government grants (b) 177 201 Derivatives financial instruments - 92 Accrued Expenses and Others 542 609 Total Other Accounts Payables $ 8,261 $ 7,585 |
Schedule of Statement of Financial Position and Profit or Loss and Other Comprehensive Income | Presented in the statement of financial position and Profit or Loss and Other Comprehensive Income: December 31, 2023 2022 U.S. Dollars in thousands Current Assets $ 104 $ 3 Current liability $ 177 $ 201 Royalties paid during the year $ - $ - Expense (income) carried to Research and Development cost $ 61 $ 29 |
Loans and Financial Liabiliti_2
Loans and Financial Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Loans and Financial Liabilities [Abstract] | |
Schedule of Loans and Financial Liabilities | Bank Loans December 31, 2023 2022 U.S. Dollars in thousands Bank loans (1) - 17,407 Less current maturities of bank loans - 4,444 Total Long term bank loans $ - $ 12,963 On November 15, 2021, the Company secured a $40,000 thousand credit facility from Bank Hapoalim, an Israeli bank. The credit facility comprised of the following: |
Schedule of Financial Liabilities | Financial liabilities originated or assumed through business combinations December 31, 2023 2022 U.S. Dollars in thousands Contingent consideration (1) 21,855 23,534 Assumed liabilities (2) 46,375 61,016 Less current maturities (14,996 ) (29,708 ) Total Long term contingent consideration and assumed liabilities $ 53,234 54,842 (1) The fair value of the contingent consideration was $21,855 thousand and $23,534 thousand as of December 31, 2023, and December 31, 2022, respectively. During the year ended December 31, 2023, the Company paid the first sales milestone in the amount of $3,000 thousand, which was accounted for as a reduction of the liability. The Company accounted for $1,321 thousand, $1,539 thousand, and $290 thousand, for the years ended December 31, 2023, 2022 and 2021, respectively as financing expenses in the statement of profit and loss to reflects the changes in the fair value of the liability. Through December 31, 2023, the second sales threshold was met, and the second milestone payment was paid during February 2024. Refer to Note 5b and Note 18 for details on the contingent consideration. (2) The assumed liabilities are measured at amortized cost. The decrease in the balance of the assumed liabilities reflects the changes in time value and changes in expected payments. The value of the assumed liabilities was $46,375 thousand and $61,016 thousand as of December 31, 2023, and 2022, respectively. During the years ended December 31, 2023, and 2022, the Company paid a total of $14,300 thousand and $5,626 thousand on account of such assumed liabilities. The Company accounted for $341 thousand of financing income and $4,727 thousand, and $704 thousand of financing expenses for the years ended December 31, 2023, 2022 and 2021, respectively to reflects the changes in the value of the assumed liabilities. |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Leases [Line Items] | |
Schedule of Right-of-Use Assets Composition and Changes in Lease Liabilities | Right-of-use assets composition and changes in lease liabilities Right-of-use-assets Rented (3) Vehicles Computers, Total Lease (1)(2) U.S Dollars in thousands As of January 1, 2023 $ 1,732 $ 829 $ 7 $ 2,568 $ 3,193 Additions to right-of-use assets 5,131 1,415 - 6,546 6,682 Termination lease (109 ) - (109 ) (107 ) Depreciation expense (500 ) (738 ) (6 ) (1,244 ) - Exchange rate differences - - - - (96 ) Repayment of lease liabilities - - - - (850 ) As of December 31, 2023 $ 6,363 $ 1,397 $ 1 $ 7,761 $ 8,822 (1) The weighted average incremental borrowing rate used to discount future lease payments in the calculation of the lease liability was in the range of 3.06%–7.11% evaluated based on credit risk, terms of the leases and other economic variables. (2) The balance does not include current maturities of lease of $134 thousand that were classified to other accounts receivables due to expected lease incentive. (3) Out of the Depreciation expense $20 thousand was capitalized to the Leasehold Improvements. During 2023, the Company recognized $367 thousand as interest expenses on lease liabilities. During 2023, the total cash outflow for leases was $850 thousand. Right-of-use-assets Rented Vehicles Computers, Total Lease (1) U.S Dollars in thousands As of January 1, 2022 $ 2,165 $ 913 $ 15 $ 3,093 $ 4,314 Additions to right -of -use assets - 551 - 551 551 Lease termination - (52 ) - (52 ) (59 ) Depreciation expense (433 ) (583 ) (8 ) (1,024 ) Exchange rate differences - - - - (448 ) Repayment of lease liabilities - - - - (1,164 ) As of December 31, 2022 $ 1,732 $ 829 $ 7 $ 2,568 $ 3,193 (1) The weighted average incremental borrowing rate used to discount future lease payments in the calculation of the lease liability was in the range of 1.94%-4.6% evaluated based on credit risk, terms of the leases and other economic variables. |
Lease Liabilities [Member] | |
Leases [Line Items] | |
Schedule of Maturity Analysis of Lease Liabilities | Maturity analysis of the Company’s lease liabilities (including interest): Less than 1 to 2 2 to 3 3 to 5 6 and Total Lease liabilities (including interest) $ 2,918 $ 3,045 $ 1,689 $ 2,009 $ 6,759 $ 16,420 Less than 1 to 2 2 to 3 3 to 5 6 and Total Lease liabilities (including interest) $ 1,119 $ 907 $ 732 $ 683 $ - $ 3,441 |
Financial Instruments (Tables)
Financial Instruments (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Financial Instruments [Abstract] | |
Schedule of Groups of Financial Instruments | The financial assets liabilities in the balance sheet are classified by groups of financial instruments pursuant to IFRS 9: December 31, 2023 2022 U.S. Dollars in thousands Financial assets Financial assets at fair value through profit or loss: Foreign exchange forward contracts 8 - Total Financial assets at fair value through profit or loss $ 8 $ - Financial assets at fair value through other comprehensive income: Cash flow hedges 141 - Total Financial assets at fair value through other comprehensive income: $ 141 $ - Financial assets at cost: Cash and cash equivalent 55,641 34,258 Total Financial assets at cost $ 55,641 $ 34,258 Total financial assets $ 55,790 $ 34,258 Financial liabilities Financial liabilities at fair value through profit or loss: Foreign exchange forward contracts - 4 Contingent consideration in business combination 21,855 23,534 Total financial liabilities at fair value through profit or loss $ 21,855 $ 23,538 Financial liabilities at fair value through other comprehensive income: Cash flow hedges - 88 Total financial liabilities at fair value through other comprehensive income $ - $ 88 Financial liabilities measured at amortized cost: Assumed liabilities through business combination 46,375 61,016 Bank loans - 17,407 Leases 8,822 3,193 Total financial liabilities measured at amortized cost $ 55,197 $ 81,616 Total financial and lease liabilities $ 77,052 $ 105,242 |
Schedule of Financial Liabilities Based on Contractual Undiscounted Payments | The table below summarizes the maturity profile of the Company’s financial liabilities based on contractual undiscounted payments: Less than 1 to 2 2 to 3 3 to 5 6 and Total Trade payables $ 24,804 - - - - 24,804 Assumed liabilities (1) 11,996 4,152 4,261 7,836 18,130 46,375 Other accounts payables 8,261 - - - - 8,261 Lease liabilities (including interest) 2,918 3,045 1,689 2,009 6,759 16,420 $ 47,979 7,197 5,950 9,845 24,889 95,860 (1) Due the nature of the account which include infinite payments for royalties and milestones to third parties the assumed liabilities reflect the discounted amount. see Note 18e Less than 1 to 2 2 to 3 3 to 5 6 and Total Trade payables $ 32,917 - - - - $ 32,917 Assumed liabilities 23,708 5,030 4,087 7,928 20,263 61,016 Other accounts payables 7,585 - - - - 7,585 Bank loans (including interest) 4,841 4,677 4,580 4,111 - 18,208 Lease liabilities (including interest) 1,119 907 732 683 - 3,441 $ 70,170 $ 10,614 $ 9,399 $ 12,722 $ 20,263 $ 123,167 |
Schedule of Changes in Liabilities Arising from Financing Activities | Changes in liabilities arising from financing activities January 1, Payments Foreign New Business Revaluation Write off December 31, U.S. Dollars in thousands Contingent consideration (1) 23,534 (3,000 ) - - - 1,321 21,855 Assumed liabilities 61,016 (14,300 ) - - (341 ) 46,375 Bank loans 17,407 (17,407 ) - - - - Leases 3,193 (850 ) (96 ) 6,682 - - (107 ) 8,822 Total $ 105,150 $ (35,557 ) $ (96 ) $ 6,682 $ - $ 980 $ (107 ) $ 77,052 (1) The contingent consideration fair value as of December 31, 2023, was based on an Option Pricing Method (OPM), “Monte Carlo Simulation” model. In measuring the contingent consideration liability, the Company used an appropriate risk-adjusted discount rate of 11.4% and volatility of 15.17%. totaled $21,855 thousand. |
Schedule of Fair Value of the Financial Assets and Liabilities | The following table demonstrates the carrying amount and fair value of the financial assets and liabilities presented in the financial statements not at fair value: Carrying Amount Fair Value December 31, December 31, 2023 2022 2023 2022 U.S. Dollars in thousands Assumed liabilities 46,375 61,016 46,468 56,946 Bank loans - 17,407 - 17,071 Leases 8,822 3,193 8,973 3,183 Total Financial liabilities $ 55,197 $ 81,616 $ 55,441 $ 77,200 |
Schedule of Financial Assets (Liabilities) Measured at Fair Value | Financial assets (liabilities) measured at fair value: Financial assets (liabilities) measured at fair value: Level 1 Level 2 Level 3 (1) U.S. Dollars in thousands December 31, 2023 Derivatives instruments - 149 - Contingent consideration(1) - - (21,855 ) $ - $ 149 $ (21,855 ) Financial assets (liabilities) measured at fair value: Level 1 Level 2 Level 3 (1) U.S. Dollars in thousands December 31, 2022 Derivatives instruments - (92 ) - Contingent consideration(1) - - (23,534 ) $ - $ (92 ) $ (23,534 ) (1) For changes in Contingent Consideration see above |
Schedule of Sensitivity Test to Changes in Interest Rate Risk | The test of risk factors was determined based on the materiality of the exposure of the operating results or financial condition of each risk with reference to the functional currency and assuming that all the other variables are constant. December 31, 2023 2022 U.S. Dollars in thousands Sensitivity test to changes in interest rate risk Gain (loss) from change: 1% increase in basis points of SOFR $ - $ (13 ) 1% decrease in basis points of SOFR $ - $ 13 Sensitivity test to changes in foreign currency: Gain (loss) from change: 5% increase in NIS $ (454 ) $ (57 ) 5% decrease in NIS $ 454 $ 57 5% increase in Euro $ (271 ) $ (389 ) 5% decrease in Euro $ 271 $ 389 |
Schedule of Linkage Terms of Financial Liabilities by Groups of Financial Instruments | Linkage terms of financial liabilities by groups of financial instruments pursuant to IFRS 9: December 31, 2023 2022 U.S. Dollars in thousands In NIS: Bank loans measured at amortized cost $ - $ - Leases measured at amortized cost 6,275 3,193 $ 6,275 $ 3,193 In USD: Contingent consideration at fair value through profit or loss 21,855 23,534 Assumed liabilities measured at amortized cost 46,375 61,016 Bank loans measured at amortized cost - 17,407 Leases measured at amortized cost (1) 2,547 - $ 70,777 $ 101,957 1 The balance does not include current maturities of lease of $134 thousand that was classified to other accounts receivables due to expected lease incentive. |
Employee Benefit Liabilities,_2
Employee Benefit Liabilities, Net (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Employee Benefit Liabilities, Net [Abstract] | |
Schedule of Expenses Recognized in Comprehensive Income (Loss) | Expenses recognized in comprehensive income (loss): Year Ended December 31, 2023 2022 2021 U.S. Dollars in thousands Current service cost $ 194 $ 223 $ 281 Past service cost - - 415 Interest expenses, net 28 15 23 Total employee benefit expenses 222 238 716 Actual return on plan assets $ 50 $ (25 ) $ 349 |
Schedule of Expenses Presented in Statement of Comprehensive Income (Loss) | The expenses are presented in the Statement of Comprehensive income (loss) as follows Year Ended December 31, 2023 2022 2021 U.S. Dollars in thousands Cost of revenues $ 155 $ 166 $ 499 Research and development 22 24 90 Selling and marketing 33 27 62 General and administrative 23 21 65 $ 233 $ 238 $ 716 |
Schedule of Plan Liabilities, Net | The plan liabilities, net: December 31, 2023 2022 U.S. Dollars in thousands Defined benefit obligation $ 4,399 $ 4,379 Fair value of plan assets 3,778 3,707 Total liabilities, net $ 621 $ 672 |
Schedule of Changes in Present Value of Defined Benefit Obligation | Changes in the present value of defined benefit obligation 2023 2022 U.S. Dollars in thousands Balance at January 1, $ 4,380 $ 5,434 Interest costs 200 78 Current service cost 194 223 Past service cost - - Benefits paid (376 ) (202 ) Demographic assumptions 13 (9 ) Financial assumptions (91 ) (715 ) Past Experience 209 206 Currency Exchange (130 ) (636 ) Balance at December 31, $ 4,399 $ 4,379 |
Schedule of Changes in Fair Value of Plan Assets | Changes in the fair value of plan assets 2023 2022 U.S. Dollars in thousands Balance at January 1, $ 3,707 $ 4,154 Expected return 172 62 Contributions by employer 173 181 Benefits paid (206 ) (181 ) Demographic assumptions - - Financial assumptions - (4 ) Past Experience 50 (20 ) Currency exchange (118 ) (485 ) Balance at December 31, $ 3,778 $ 3,707 |
Schedule of Principal Assumptions Underlying Defined Benefit Plan | The principal assumptions underlying the defined benefit plan 2023 2022 2021 % Discount rate of the plan liability 5.3 5.1 3.1 Future salary increases 3.0 3.0 3.0 |
Equity (Tables)
Equity (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
Schedule of Share Capital | Share capital December 31, 2023 December 31, 2022 Authorized Outstanding Authorized Outstanding Ordinary shares of NIS 1 par value 70,000,000 57,479,528 70,000,000 44,832,843 |
Schedule of Issued and Outstanding Share Capital | Issued and outstanding share capital: Number of shares Balance as of January 1, 2022 44,799,794 Issue of shares - Exercise of options into share units 1,421 Vesting of restricted shares units 31,628 Balance as of December 31, 2022 44,832,843 Issue of shares 12,631,579 Exercise of options into shares units 2,662 Vesting of restricted shares units 12,444 Balance as of December 31, 2023 57,479,528 |
Share-Based Payment (Tables)
Share-Based Payment (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Share-Based Payment [Abstract] | |
Schedule of Expense Recognized in Financial Statements | The share-based compensation expense that was recognized for services received from employees and members of the Company’s Board of Directors is presented in the following table: For the Year Ended December 31 2023 2022 2021 U.S. Dollar in thousands Cost of revenues $ 249 $ 308 $ 69 Research and development 167 204 79 Selling and marketing 238 254 34 General and administrative 660 372 347 Total share-based compensation $ 1,314 $ 1,138 $ 529 |
Schedule of Weighted Average Exercise Prices of Share | The following table lists the number of share options, the weighted average exercise prices of share options and changes in share options grants during the year: 2023 2022 2021 Number of Weighted Number of Weighted Number of Weighted In NIS In NIS In NIS Outstanding at beginning of year 3,247,814 19.91 1,504,678 20.38 1,660,958 20.38 Granted 343,647 18.60 2,076,800 19.27 - - Exercised (42,175 ) 19.04 (8,325 ) 16.47 (28,672 ) 16.93 Forfeited (279,305 ) 19.57 (325,339 ) 19.14 (127,608 ) 20.29 Outstanding at end of year 3,269,981 18.82 3,247,814 19.91 1,504,678 20.65 Exercisable at end of year 1,469,084 19.83 1,049,329 20.38 1,067,363 19.78 The weighted average remaining contractual life for the share options 4.01 4.67 3.33 |
Schedule of RSUs and Changes in RSUs | The following table lists the number of RSUs and changes in RSUs grants during the year: Number of RSs 2023 2022 2021 Outstanding at beginning of year 14,705 49,561 104,519 Granted - - - End of restriction period (12,444 ) (31,608 ) (52,538 ) Forfeited (386 ) (3,248 ) (2,420 ) Outstanding at end of year 1,875 14,705 49,561 The weighted average remaining contractual life for the restricted share units 0.25 0.96 3.40 |
Schedule of Inputs to Binomial Model Used for Fair Value Measurement | The following table lists the inputs to the binomial model used for the fair value measurement of equity-settled share options for the above plan. 2023 2022 2021 (1) Dividend yield (%) - - - Expected volatility of the share prices (%) 26-38 23-40 - Risk-free interest rate (%) 3.76-4.70 0.4-3.55 - Contractual term of up to (years) 6.5 6.5 - Exercise multiple 2 2 - Weighted average share prices (NIS) 16.10-19.46 13.6-18.41 - Expected average forfeiture rate (%) 0-8.5 0-8.5 - 2023 2022 2021 (1) Dividend yield (%) - - - Expected volatility of the share prices (%) 34-47 27-47 - Risk-free interest rate (%) 3.76-5.03 0.91-3.54 - Contractual term of up to (years) 6.5 6.5 - Exercise multiple - - - Weighted average share prices (NIS) 4.22-5.55 4.8-5.37 - Expected average forfeiture rate (%) 5.5-8.5 1.9-8.5 - |
Taxes on Income (Tables)
Taxes on Income (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Taxes on Income [Abstract] | |
Schedule of Taxes on Income | Taxes on income Year ended December 31, 2023 2022 2021 U.S. Dollars in thousands Current taxes $ 145 $ 62 $ 345 Deferred tax expenses (income) - - - Taxes in respect of prior years - - - Taxes on income $ 145 $ 62 $ 345 |
Supplementary Information to _2
Supplementary Information to the Statements of Profit and Loss (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Supplementary Information to the Statements of Profit and Loss [Abstract] | |
Schedule of Additional Information about Revenues | Additional information about revenues Year Ended December 31, 2023 2022 2021 U.S. Dollars in thousands Revenues from major customers each of whom amount to 10% or more, of total revenues Customer A (1) 32,800 16,195 11,947 Customer B (2) $ 16,129 $ 14,205 $ 31,936 Customer C (3) 9,230 12,255 12,357 $ 58,159 $ 42,655 $ 56,240 (1) Revenue is attributed to the Proprietary segment. Refer to Note 18 (c) for more information. (2) Revenue is attributed to the Proprietary segment. Refer to Note 18 (a) for more information. (3) Revenue is attributed mainly to the Distribution segment and in 2023; the total is less than 10% of total Revenues |
Schedule of Revenues Based on Location of Customers | Revenues based on the location of the customers, are as follows: Year Ended December 31, 2023 2022 2021 U.S. Dollars in thousands U.S.A $ 73,741 $ 65,296 $ 49,763 Israel 31,296 32,031 35,774 Canada 11,162 10,555 - Europe 7,088 5,277 5,677 Latin America 12,928 11,293 9,127 Asia 6,147 4,581 3,167 Others 157 306 134 Total Revenue $ 142,519 $ 129,339 $ 103,642 |
Schedule of Cost of Goods Sold | Cost of goods sold Year Ended December 31, 2023 2022 2021 U.S. Dollars in thousands Cost of materials (1) $ 70,308 $ 53,666 $ 63,945 Salary and related expenses 16,330 14,967 17,486 Subcontractors 6,354 4,673 4,892 Depreciation and amortization (2) 9,000 8,553 3,627 Energy 1,383 1,365 1,464 Other manufacturing expenses 1,235 1,785 1,298 Total Cost of goods sold before Inventory change 100,610 85,009 92,712 Decrease (increase) in inventories (17,581 ) (2,373 ) (19,398 ) Total Cost of goods sold $ 87,029 $ 82,636 $ 73,314 (1) Costs of materials for the year ended December 31, 2021, includes $24,282 of inventory obtained in connection with the business combination. Refer to Note 5b for further detail on the business combination. (2) Including amortization of intangible assets in the amount of $5,376 for each of the years ended December 31, 2023 and 2022, and $574 for the year ended December 31, 2021 Year Ended December 31, 2023 2022 2021 U.S. Dollars in thousands Salary and related expenses $ 5,110 $ 5,608 $ 5,076 Subcontractors 4,677 4,216 3,656 Materials and allocation of facility costs 2,971 2,538 1,896 Depreciation and amortization 586 574 616 Others 589 236 113 Total Research and development $ 13,933 $ 13,172 $ 11,357 Year Ended December 31, 2023 2022 2021 U.S. Dollars in thousands Salary and related expenses $ 4,907 4,047 1,930 Packing, shipping and delivery 1,366 1,484 912 Marketing and advertising 2,634 3,676 1,340 Registration and marketing fees 4,362 3,463 1,262 Depreciation and amortization (1) 2,090 2,056 488 Others 834 558 346 Total Selling and marketing $ 16,193 $ 15,284 $ 6,278 (1) Including amortization of intangible assets in the amount of $1,807 for each of the years ended December 2023 and 2022, and $265 for the year ended December 31, 2021. Year Ended December 31, 2023 2022 2021 U.S. Dollars in thousands Salary and related expenses $ 5,283 $ 4,455 3,853 Employees welfare 1,337 1,299 1,259 Professional fees and public company expense 4,305 4,213 5,055 Depreciation, amortization and impairment 1,035 973 875 Communication and software services 1,201 905 977 Others 1,220 958 617 Total General and administrative $ 14,381 $ 12,803 $ 12,636 Year Ended December 31, 2023 2022 2021 U.S. Dollars in thousands Financial income Interest income from cash deposit $ 588 $ 91 $ 295 Financial expense Revaluation of long term liabilities (980 ) (6,266 ) (994 ) Fees and interest expense to financial institutions (1,298 ) (914 ) (283 ) Financial income and (expense) Derivatives instruments measured at fair value 149 548 (565 ) Translation differences of financial assets and liabilities (94 ) (250 ) 358 Total Financial (expense) income $ (1,635 ) $ (6,791 ) $ (1,189 ) |
Income (Loss) Per Share (Tables
Income (Loss) Per Share (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Income (Loss) Per Share [Abstract] | |
Schedule of Number of Shares and Income (Loss) | Details of the number of shares and income (loss) used in the computation of income (loss) per share Year Ended December 31, 2023 2022 2021 Weighted Number of Shares Income Attributed to equity holders of the Company Weighted Number of Shares Income Attributed to equity holders of the Company Weighted Number of Shares Income Attributed to equity holders of the Company U.S. Dollars U.S. Dollars U.S. Dollars For the computation of basic income (loss) 48,830,479 8,284 44,815,248 $ (2,321 ) 44,771,766 $ (2,230 ) Effect of potential dilutive ordinary shares 4,845,035 41,328 - 130,177 - For the computation of diluted income (loss) 53,675,514 8,284 44,856,576 $ (2,321 ) 44,901,943 $ (2,230 ) |
Operating Segments (Tables)
Operating Segments (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Operating Segments [Abstract] | |
Schedule of Reporting on Operating Segments | Reporting on operating segments Proprietary Distribution Total U.S. Dollars in thousands Year Ended December 31, 2023 Revenues $ 115,458 $ 27,061 $ 142,519 Gross profit $ 52,116 $ 3,374 $ 55,490 Unallocated corporate expenses (45,426 ) Finance income, net (1,635 ) Income before taxes on income $ 8,429 Proprietary Distribution Total U.S Dollars in thousands Year Ended December 31, 2022 Revenues $ 102,598 $ 26,741 $ 129,339 Gross profit $ 44,369 $ 2,334 $ 46,703 Unallocated corporate expenses (42,171 ) Finance income, net (6,791 ) Income before taxes on income $ (2,259 ) Proprietary Distribution Total U.S. Dollars in thousand Year Ended December 31, 2021 Revenues $ 75,521 $ 28,121 $ 103,642 Gross profit $ 27,327 $ 3,001 $ 30,328 Unallocated corporate expenses (31,024 ) Finance expense, net (1,189 ) Loss before taxes on income $ (1,885 ) |
Balances and Transactions wit_2
Balances and Transactions with Related Parties (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Balances and Transactions with Related Parties [Abstract] | |
Schedule of Balances with Related Parties | Balances with related parties December 31, December 31, U.S. Dollars in thousands Trade receivable $ - $ 544 Trade payables $ 96 $ 101 Other accounts payables $ 45 $ 85 Transactions with employed/directors that accounts as related parties Year Ended December 31, 2023 2021 2020 U.S. Dollars in thousands Remuneration of directors not employed by the Company or on its behalf $ 548 $ 331 $ 487 Number of People to whom the Salary and remuneration Refer: Directors not employed by the Company 11 9 9 Total Directors employed and not employed by the Company 11 9 9 Transactions with key executive personnel (including non-related parties) Year Ended December 31, 2023 2022 2021 U.S. Dollars in thousands Salary and Related Expenses $ 3,771 $ 3,590 $ 2,791 Share-based payment 728 547 255 Total $ 4,499 $ 4,137 $ 3,046 Transactions with related parties Year Ended December 31, 2023 2022 2021 U.S. Dollars in thousands Revenues $ 2,676 $ 5,298 $ 5,356 Cost of Goods Sold $ 7 $ 19 $ 51 Selling and marketing expenses $ - $ - $ - General and administrative expenses $ 223 $ 214 $ 227 |
Schedule of CEO Employment Terms | CEO employment terms Year Effective date Company’s Board Monthly December 31, NIS USD 2020 July 1, 2019 March 2020 ₪ 88,000 $ 25,462 2021 July 1, 2021 October 2021 ₪ 92,400 $ 28,607 2022 July 1, 2022 November 2022 ₪ 96,000 $ 28,575 2023 July 1, 2023 December 2023 ₪ 100,000 $ 27,570 |
General (Details)
General (Details) | 12 Months Ended |
Dec. 31, 2023 | |
Disclosure of General Information About Financial Statements [Line Item] | |
Agreement on initiation of sales, description | Company ceased the production and sale of GLASSIA to Takeda during 2021, and during the first quarter of 2022, Takeda began to pay the Company royalties on sales of GLASSIA manufactured by Takeda, at a rate of 12% on net sales through August 2025 and at a rate of 6% thereafter until 2040, with a minimum of $5 million annually for each year from 2022 to 2040. |
Number of operating segments | 2 |
Subsidiary ownership interest, percentage | 74% |
FIMI Opportunity Funds [Member] | |
Disclosure of General Information About Financial Statements [Line Item] | |
Ownership percentage | 38% |
Material Accounting Policies (D
Material Accounting Policies (Details) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | |
Aug. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | |
Material Accounting Policies [Line Items] | |||
Eligible employees, percentage | 100% | ||
Employee contribution | $ 62 | $ 11 | |
Employee contributions period | 50 years | ||
Employee contributions percentage | 3% | ||
Net amounts | $ 8,495 | $ 7,577 | |
Amortization costs | 51 | ||
Bottom of range [member] | |||
Material Accounting Policies [Line Items] | |||
Employee contribution | 22,500 | ||
Top of range [member] | |||
Material Accounting Policies [Line Items] | |||
Employee contribution | $ 30,000 |
Material Accounting Policies _2
Material Accounting Policies (Details) - Schedule of Depreciation on a Straight-line Basis Over the Useful Life of the Assets at Annual Rates | 12 Months Ended | |
Dec. 31, 2023 | ||
Buildings [Member] | ||
Schedule of Depreciation on a Straight-line Basis Over the Useful Life of the Assets at Annual Rates [Line Items] | ||
Mainly % | 4% | |
Buildings [Member] | Bottom of range [member] | ||
Schedule of Depreciation on a Straight-line Basis Over the Useful Life of the Assets at Annual Rates [Line Items] | ||
Percentage of useful life | 2.50% | |
Buildings [Member] | Top of range [member] | ||
Schedule of Depreciation on a Straight-line Basis Over the Useful Life of the Assets at Annual Rates [Line Items] | ||
Percentage of useful life | 4% | |
Machinery and equipment [Member] | ||
Schedule of Depreciation on a Straight-line Basis Over the Useful Life of the Assets at Annual Rates [Line Items] | ||
Mainly % | 15% | |
Machinery and equipment [Member] | Bottom of range [member] | ||
Schedule of Depreciation on a Straight-line Basis Over the Useful Life of the Assets at Annual Rates [Line Items] | ||
Percentage of useful life | 10% | |
Machinery and equipment [Member] | Top of range [member] | ||
Schedule of Depreciation on a Straight-line Basis Over the Useful Life of the Assets at Annual Rates [Line Items] | ||
Percentage of useful life | 20% | |
Vehicles [Member] | ||
Schedule of Depreciation on a Straight-line Basis Over the Useful Life of the Assets at Annual Rates [Line Items] | ||
Percentage of useful life | 15% | |
Mainly % | 15% | |
Computers, software, equipment and office furniture [Member] | ||
Schedule of Depreciation on a Straight-line Basis Over the Useful Life of the Assets at Annual Rates [Line Items] | ||
Mainly % | 33% | |
Computers, software, equipment and office furniture [Member] | Bottom of range [member] | ||
Schedule of Depreciation on a Straight-line Basis Over the Useful Life of the Assets at Annual Rates [Line Items] | ||
Percentage of useful life | 6% | |
Computers, software, equipment and office furniture [Member] | Top of range [member] | ||
Schedule of Depreciation on a Straight-line Basis Over the Useful Life of the Assets at Annual Rates [Line Items] | ||
Percentage of useful life | 33% | |
Leasehold improvements [Member] | ||
Schedule of Depreciation on a Straight-line Basis Over the Useful Life of the Assets at Annual Rates [Line Items] | ||
Percentage of useful life | [1] | |
Mainly % | 10% | |
[1] Leasehold improvements are depreciated on a straight-line basis over the shorter of the lease term (including the extension option held by the Company and intended to be exercised) and the expected life of the improvement. |
Material Accounting Policies _3
Material Accounting Policies (Details) - Schedule of Depreciation of Right-of-Use Asset Useful Life | 12 Months Ended |
Dec. 31, 2023 | |
Land and Buildings [Member] | |
Schedule of Depreciation of Right-of-Use Asset Useful Life [Line Items] | |
Mainly % | 10% |
Vehicles [Member] | |
Schedule of Depreciation of Right-of-Use Asset Useful Life [Line Items] | |
Mainly % | 33% |
Office equipment (i.e. printing and photocopying machines) [Member] | |
Schedule of Depreciation of Right-of-Use Asset Useful Life [Line Items] | |
Right-of-use asset of useful life or the lease term percentage | 20% |
Mainly % | 20% |
Bottom of range [member] | Land and Buildings [Member] | |
Schedule of Depreciation of Right-of-Use Asset Useful Life [Line Items] | |
Right-of-use asset of useful life or the lease term percentage | 5% |
Bottom of range [member] | Vehicles [Member] | |
Schedule of Depreciation of Right-of-Use Asset Useful Life [Line Items] | |
Right-of-use asset of useful life or the lease term percentage | 20% |
Top of range [member] | Land and Buildings [Member] | |
Schedule of Depreciation of Right-of-Use Asset Useful Life [Line Items] | |
Right-of-use asset of useful life or the lease term percentage | 10% |
Top of range [member] | Vehicles [Member] | |
Schedule of Depreciation of Right-of-Use Asset Useful Life [Line Items] | |
Right-of-use asset of useful life or the lease term percentage | 33% |
Material Accounting Policies _4
Material Accounting Policies (Details) - Schedule of Intangible Assets with Finite Useful Life | 12 Months Ended |
Dec. 31, 2023 | |
Intellectual property [Member] | |
Schedule of Intangible Assets with Finite Useful Life [Line Items] | |
Amortization method | Straight-line |
Customer Relations [Member] | |
Schedule of Intangible Assets with Finite Useful Life [Line Items] | |
Estimated life | 20 years |
Amortization method | Straight-line |
Production agreement [Member] | |
Schedule of Intangible Assets with Finite Useful Life [Line Items] | |
Estimated life | 6 years |
Amortization method | Straight-line |
Distribution right [Member] | |
Schedule of Intangible Assets with Finite Useful Life [Line Items] | |
Amortization method | Straight-line over the contract period |
Goodwill [Member] | |
Schedule of Intangible Assets with Finite Useful Life [Line Items] | |
Estimated life | Indefinite |
Amortization method | Not amortized |
Bottom of range [member] | Intellectual property [Member] | |
Schedule of Intangible Assets with Finite Useful Life [Line Items] | |
Estimated life | 15 years |
Bottom of range [member] | Distribution right [Member] | |
Schedule of Intangible Assets with Finite Useful Life [Line Items] | |
Estimated life | 10 years |
Top of range [member] | Intellectual property [Member] | |
Schedule of Intangible Assets with Finite Useful Life [Line Items] | |
Estimated life | 20 years |
Top of range [member] | Distribution right [Member] | |
Schedule of Intangible Assets with Finite Useful Life [Line Items] | |
Estimated life | 15 years |
Business Combinations (Details)
Business Combinations (Details) - USD ($) $ in Thousands | 12 Months Ended | |||||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2019 | Mar. 31, 2022 | ||
Business Combinations (Details) [Line Items] | ||||||
Total consideration | $ 1,614 | |||||
Cash transferred balance amount | $ 250 | |||||
Deferred consideration | 210 | |||||
Legal and other consulting fees | $ 140 | |||||
Discount rate | 19% | |||||
Deferred inventory | $ 50,000 | |||||
Credit deductible | $ 3,000 | |||||
Risk- adjusted discount rate | 10.60% | |||||
Volatility rate percentage | 13.60% | 14.21% | ||||
Contingent consideration total | $ 21,855 | $ 23,534 | ||||
Sales | 3,000 | |||||
Revenues | $ 142,519 | 129,339 | $ 103,642 | |||
Risk-adjusted discount rate | 11.80% | |||||
Acquired inventory | $ 14,199 | |||||
Inventory installments | 1,500 | |||||
Deferred inventory | $ 13,788 | |||||
Binding term | 12 years | |||||
Fund transfer | $ 3,786 | |||||
Fair value of such assumed liabilities description | The fair value of such assumed liabilities at the Acquisition Date was estimated at $47,213 thousand, which was calculated based on the Option Pricing Method (OPM), Monte Carlo Simulation, and discounted cash flow using a discount rate in the range of 2.25 % and 11% and the volatility of 10.8-14.2%. Refer to Note 14 and Note 16 for more information. Such assumed liabilities include: ● Royalties:10% of the annual global net sales of CYTOGAM up to $ 25,000 thousand and 5% of net sales that are greater than $ 25,000 thousand, in perpetuity; 2% of the annual global net sales of CYTOGAM in perpetuity; and 8% of the annual global net sales of CYTOGAM for a period of six years following the completion of the technology transfer of the manufacturing of CYTOGAM to the Company, subject to a maximum aggregate of $5,000 thousand per year and the total amount of $30,000 thousand throughout the entire six years period. ● Sales milestones: $1,500 thousand in the event that the annual net sales of CYTOGAM in the United States market exceeds $18,766 thousand during the twelve months period ending June 30, 2022. Such milestone was achieved and paid during 2023; and $1,500 thousand in the event that the annual net sales of CYTOGAM in the United States market exceeds $18,390 thousand during the twelve months period ending June 30, 2023. Such milestone was not achieved and was written off the outstanding liability. ●Milestone: $8,500 thousand upon the receipt of FDA approval for the manufacturing of CYTOGAM at the Company’s manufacturing facility. | |||||
Manufacturing facility | $ 8,500 | |||||
Legal and other consulting fees | $ 1,094 | |||||
Multi-Period Excess Earnings Method [Member] | ||||||
Business Combinations (Details) [Line Items] | ||||||
Risk-adjusted discount rate | 11% | |||||
Churn rate | 5% | |||||
Relief from Royalties [Member] | ||||||
Business Combinations (Details) [Line Items] | ||||||
Risk-adjusted discount rate | 11% | |||||
Royalties rate | 15.20% | |||||
Fair value (Level 3) [Member] | ||||||
Business Combinations (Details) [Line Items] | ||||||
Total consideration | $ 21,705 | $ 23,534 | [1] | |||
Risk-adjusted discount rate | 11% | |||||
Business Combination [Member] | ||||||
Business Combinations (Details) [Line Items] | ||||||
Business combination gross profit, description | the Company entered into an Asset Purchase Agreement with the privately held B&PR of Beaumont, TX, USA, for the acquisition of the FDA registered plasma collection facility as well as certain related rights and assets. | |||||
Volatility rate percentage | 15.17% | |||||
Revenues | $ 1,321 | $ 1,539 | $ 290 | |||
Risk-adjusted discount rate | 11.40% | |||||
FDA-Licensed Plasma Collection Center [Member] | ||||||
Business Combinations (Details) [Line Items] | ||||||
Total consideration | $ 1,654 | |||||
Cash paid | $ 1,404 | |||||
[1] For changes in Contingent Consideration see above |
Business Combinations (Detail_2
Business Combinations (Details) - Schedule of Acquisition Consideration $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 USD ($) | ||
FDA-Licensed Plasma Collection Center [Member] | ||
Schedule of Acquisition Consideration [Line Items] | ||
Cash paid at closing | $ 1,404 | |
Payables for acquisition | 210 | [1] |
Total acquisition cost | 1,614 | |
FDA-Approved Plasma-Derived Hyperimmune Commercial Products [Member] | ||
Schedule of Acquisition Consideration [Line Items] | ||
Cash paid at closing | 95,000 | |
Contingent consideration liability | 21,705 | |
Deferred consideration | 13,788 | |
Settlement of preexisting relationship | (3,786) | |
Total acquisition cost | $ 126,707 | |
[1] The acquisition consideration totaled $1,654 thousand, of which an amount of $1,404 thousand was paid at closing, and the balance of $250 thousand was paid in March 2022. The fair value of such deferred consideration was estimated at $210 as of the date of acquisition. |
Business Combinations (Detail_3
Business Combinations (Details) - Schedule of Fair Value of the Identifiable Assets and Liabilities on the Acquisition Date $ in Thousands | Dec. 31, 2023 USD ($) | |
FDA-Licensed Plasma Collection Center [Member] | ||
Schedule of Fair Value of the Identifiable Assets and Liabilities on the Acquisition Date [Line Items] | ||
Inventories | $ 184 | |
Property, plant and equipment | 82 | |
Intangible assets | 962 | [1] |
Total intangible assets | 1,228 | |
Other current liability | (30) | |
Net identifiable assets | 1,198 | |
Goodwill arising on acquisition | 416 | [2] |
Total acquisition cost | 1,614 | |
FDA-Approved Plasma-Derived Hyperimmune Commercial Products [Member] | ||
Schedule of Fair Value of the Identifiable Assets and Liabilities on the Acquisition Date [Line Items] | ||
Inventories | 22,849 | |
Intangible assets | 121,174 | |
Assumed liability | (47,213) | |
Net identifiable assets | 98,810 | |
Goodwill arising on acquisition | 29,897 | |
Total acquisition cost | $ 126,707 | |
[1] The intangible assets represent the value of the FDA license for the plasma collection facility at fair value (Level 3) at the acquisition date, based on the Greenfield Method. Under such method, the subject intangible asset is valued using a hypothetical cashflow scenario of developing an operating business in an entity that at inception only holds the subject intangible asset. In measuring the FDA license for the plasma collection facility, the Company used an appropriate discount rate of 19%. |
Business Combinations (Detail_4
Business Combinations (Details) - Schedule of Intangible Assets - Business Combination [Member] $ in Thousands | Dec. 31, 2023 USD ($) | |
Schedule of Intangible Assets [Line Items] | ||
Total Intangible assets | $ 121,174 | |
Customer Relations [Member] | ||
Schedule of Intangible Assets [Line Items] | ||
Total Intangible assets | 33,514 | [1] |
Intellectual property [Member] | ||
Schedule of Intangible Assets [Line Items] | ||
Total Intangible assets | 79,141 | [2] |
Assumed contract manufacturing agreement [Member] | ||
Schedule of Intangible Assets [Line Items] | ||
Total Intangible assets | $ 8,519 | [3] |
[1] Customer Relations represents its fair value (Level 3) at the Acquisition Date, based on a Multi Period Excess Earnings Method (“MPEEM”). In measuring the Customer Relations, the Company used an appropriate risk-adjusted discount rate of 11% and churn rate of 5%. Intellectual property represents its fair value (Level 3) at the Acquisition Date, based on a Relief from Royalties (“RFRM”) Method. In measuring the Intellectual property, the Company used an appropriate risk-adjusted discount rate of 11% and Royalties rate of 15.2%. Assumed contact manufacturing agreement represents its fair value (Level 3) at the Acquisition Date, based on With and Without method. Under the With and Without method the value of an intangible asset is calculated by comparing the cash-flow in a situation where the valued asset is part of the business versus the cash-flow in situation where the asset is not part of the business. The Company used an appropriate risk-adjusted discount rate of 11%. |
Cash and Cash Equivalents (Deta
Cash and Cash Equivalents (Details) | Dec. 31, 2023 | Dec. 31, 2022 |
Cash and Cash Equivalents (Details) [Line Items] | ||
Interest rate on deposits | 5.10% | |
Bottom of range [member] | ||
Cash and Cash Equivalents (Details) [Line Items] | ||
Interest rate on deposits | 2.85% | |
Top of range [member] | ||
Cash and Cash Equivalents (Details) [Line Items] | ||
Interest rate on deposits | 3.80% |
Cash and Cash Equivalents (De_2
Cash and Cash Equivalents (Details) - Schedule of Cash and Cash Equivalents - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Schedule of Cash and Cash Equivalents [Abstract] | |||||
Cash and deposits for immediate withdrawal | $ 40,630 | $ 31,411 | |||
Cash equivalents in NIS deposits | [1] | 15,011 | 2,847 | ||
Total Cash and Cash Equivalents | $ 55,641 | $ 34,258 | $ 18,587 | $ 70,197 | |
[1] The deposits bear interest of 5.1% per year, as of December 31, 2023, and 2.85%-3.8% per year as of December 31, 2022. |
Trade Receivables, Net (Details
Trade Receivables, Net (Details) - Schedule of Trade Receivables, Net - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 | |
Trade Receivables, Net (Details) - Schedule of Trade Receivables, Net [Line Items] | |||
Total, Open accounts | $ 19,726 | $ 27,128 | |
Checks receivable | 151 | 124 | |
Total Trade receivables, gross | 19,877 | 27,252 | |
Less allowance for doubtful accounts | [1] | ||
Total Trade receivables, net | 19,877 | 27,252 | |
NIS [Member] | |||
Trade Receivables, Net (Details) - Schedule of Trade Receivables, Net [Line Items] | |||
Open accounts trade receivables | 9,084 | 9,469 | |
USD [Member] | |||
Trade Receivables, Net (Details) - Schedule of Trade Receivables, Net [Line Items] | |||
Open accounts trade receivables | $ 10,642 | $ 17,659 | |
[1]As of December 31, 2023 and 2022 no allowance for doubtful accounts was recognized. |
Trade Receivables, Net (Detai_2
Trade Receivables, Net (Details) - Schedule of Analysis of Past Due but Not Impaired Trade Receivables - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Schedule of Analysis of Past Due But Not Impaired Trade Receivables [Line Items] | ||
Past due trade receivables | $ 19,877 | $ 27,252 |
Neither Past Due Nor Impaired [Member] | ||
Schedule of Analysis of Past Due But Not Impaired Trade Receivables [Line Items] | ||
Past due trade receivables | 18,294 | 22,710 |
Past Due Trade Receivables Up to 30 Days [Member] | ||
Schedule of Analysis of Past Due But Not Impaired Trade Receivables [Line Items] | ||
Past due trade receivables | 1,391 | 3,260 |
Past Due Trade Receivables 31-60 Days [Member] | ||
Schedule of Analysis of Past Due But Not Impaired Trade Receivables [Line Items] | ||
Past due trade receivables | 11 | 788 |
Past Due Trade Receivables 61-90 Days [Member] | ||
Schedule of Analysis of Past Due But Not Impaired Trade Receivables [Line Items] | ||
Past due trade receivables | 10 | 84 |
Past Due Trade Receivables 91-120 Days [Member] | ||
Schedule of Analysis of Past Due But Not Impaired Trade Receivables [Line Items] | ||
Past due trade receivables | 26 | 7 |
Past Due Trade Receivables Over 121 Days [Member] | ||
Schedule of Analysis of Past Due But Not Impaired Trade Receivables [Line Items] | ||
Past due trade receivables | $ 145 | $ 402 |
Other Accounts Receivables (Det
Other Accounts Receivables (Details) $ in Thousands | Dec. 31, 2023 USD ($) |
Other Accounts Receivables [Abstract] | |
Short-term lease | $ 134 |
Other accounts receivables | $ 247 |
Other Accounts Receivables (D_2
Other Accounts Receivables (Details) - Schedule of Other Accounts Receivables - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | ||
Schedule Of Other Accounts Receivables Abstract | |||
Prepaid expenses | $ 4,405 | $ 3,875 | |
Inventory designated for R&D activities | 3,732 | ||
Government authorities | 981 | 645 | |
Derivatives financial instruments mainly measured at fair value through other comprehensive income | 149 | ||
Accrued income | 45 | 451 | |
Other(1) | [1] | 385 | 7 |
Total Other Accounts Receivables | $ 5,965 | $ 8,710 | |
[1] The balance includes short-term lease in the amount of $134 thousand that was classified to other accounts receivables (refer to Note 15 for further details), and $247 thousand bank guarantee provided (refer to Note 19 for further details). |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Inventories [Abstract] | |||
Net realizable value | $ 4,399 | $ 3,996 | $ 2,982 |
Inventories (Details) - Schedul
Inventories (Details) - Schedule of Inventories - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Schedule of Inventories [Abstract] | ||
Finished products | $ 42,526 | $ 30,429 |
Purchased products | 11,021 | 4,754 |
Work in progress | 6,653 | 12,276 |
Raw materials | 28,279 | 21,326 |
Total Inventories | $ 88,479 | $ 68,785 |
Property, Plant and Equipment_2
Property, Plant and Equipment (Details) | 12 Months Ended | |||
Dec. 31, 2023 USD ($) m² | Dec. 31, 2022 USD ($) | Mar. 07, 2023 m² | Dec. 31, 2021 m² | |
Property, Plant and Equipment [Line Items] | ||||
Depreciation expense | $ | $ 20,000 | |||
Area of capitalized leasing rights from israel land administration (in Square Meters) | m² | 16,880 | |||
Plant area (in Square Meters) | m² | 12,000 | 14,880 | ||
Extension option for lease with israel land administration | 49 years | |||
Machinery [member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Cost of facilities, machinery and equipment | $ | $ 142,600 | $ 1,403,000 |
Property, Plant and Equipment_3
Property, Plant and Equipment (Details) - Schedule of Composition and Movement of Property, Plant and Equipment - USD ($) $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2023 | Dec. 31, 2022 | ||||
Schedule of Composition and Movement of Property, Plant and Equipment [Line Items] | |||||
Balance at beginning | $ 26,157 | ||||
Sale and write-off | $ (2) | ||||
Balance at ending | 28,224 | 26,157 | |||
Land and Buildings [Member] | |||||
Schedule of Composition and Movement of Property, Plant and Equipment [Line Items] | |||||
Sale and write-off | |||||
Machinery and Equipment [Member] | |||||
Schedule of Composition and Movement of Property, Plant and Equipment [Line Items] | |||||
Sale and write-off | [1] | (2) | |||
Vehicles [Member] | |||||
Schedule of Composition and Movement of Property, Plant and Equipment [Line Items] | |||||
Sale and write-off | |||||
Computers, Software, Equipment and Office Furniture [Member] | |||||
Schedule of Composition and Movement of Property, Plant and Equipment [Line Items] | |||||
Sale and write-off | |||||
Cost [Member] | |||||
Schedule of Composition and Movement of Property, Plant and Equipment [Line Items] | |||||
Balance at beginning | 82,367 | 78,568 | |||
Additions | 6,394 | 3,801 | |||
Sale and write-off | (127) | (2) | |||
Balance at ending | 88,631 | 82,367 | |||
Cost [Member] | Land and Buildings [Member] | |||||
Schedule of Composition and Movement of Property, Plant and Equipment [Line Items] | |||||
Balance at beginning | [1] | 35,090 | [2] | 34,543 | |
Additions | 951 | [2] | 547 | [1] | |
Sale and write-off | |||||
Balance at ending | [2] | 360,418 | 35,090 | [1] | |
Cost [Member] | Machinery and Equipment [Member] | |||||
Schedule of Composition and Movement of Property, Plant and Equipment [Line Items] | |||||
Balance at beginning | [1] | 35,343 | [2] | 33,439 | |
Additions | 2,764 | [2] | 1,906 | [1] | |
Sale and write-off | (110) | [2] | (2) | [1] | |
Balance at ending | [2] | 37,997 | 35,343 | [1] | |
Cost [Member] | Vehicles [Member] | |||||
Schedule of Composition and Movement of Property, Plant and Equipment [Line Items] | |||||
Balance at beginning | 31 | 31 | |||
Additions | |||||
Sale and write-off | |||||
Balance at ending | 31 | 31 | |||
Cost [Member] | Computers, Software, Equipment and Office Furniture [Member] | |||||
Schedule of Composition and Movement of Property, Plant and Equipment [Line Items] | |||||
Balance at beginning | 10,337 | 9,371 | |||
Additions | 1,135 | 966 | |||
Sale and write-off | |||||
Balance at ending | 11,472 | 10,337 | |||
Cost [Member] | Leasehold Improvements [Member] | |||||
Schedule of Composition and Movement of Property, Plant and Equipment [Line Items] | |||||
Balance at beginning | 1,566 | [3] | 1,184 | ||
Additions | 1,544 | [3] | 382 | ||
Sale and write-off | (17) | [3] | |||
Balance at ending | [3] | 3,093 | 1,566 | ||
Accumulated Depreciation [Member] | |||||
Schedule of Composition and Movement of Property, Plant and Equipment [Line Items] | |||||
Balance at beginning | 56,210 | 52,261 | |||
Depreciation | 4,309 | 3,951 | |||
Sale and write-off | (109) | ||||
Balance at ending | 60,410 | 56,210 | |||
Depreciated cost | 28,224 | 26,157 | |||
Accumulated Depreciation [Member] | Land and Buildings [Member] | |||||
Schedule of Composition and Movement of Property, Plant and Equipment [Line Items] | |||||
Balance at beginning | [1] | 22,154 | [2] | 21,091 | |
Depreciation | 1,140 | [2] | 1,063 | [1] | |
Sale and write-off | [2] | ||||
Balance at ending | [2] | 23,294 | 22,154 | [1] | |
Depreciated cost | 12,747 | [2] | 12,936 | [1] | |
Accumulated Depreciation [Member] | Machinery and Equipment [Member] | |||||
Schedule of Composition and Movement of Property, Plant and Equipment [Line Items] | |||||
Balance at beginning | [1] | 25,493 | [2] | 23,804 | |
Depreciation | 1,875 | [2] | 1,691 | [1] | |
Sale and write-off | [2] | (109) | |||
Balance at ending | [2] | 27,259 | 25,493 | [1] | |
Depreciated cost | 10,738 | [2] | 9,850 | [1] | |
Accumulated Depreciation [Member] | Vehicles [Member] | |||||
Schedule of Composition and Movement of Property, Plant and Equipment [Line Items] | |||||
Balance at beginning | 26 | 23 | |||
Depreciation | 3 | 3 | |||
Sale and write-off | |||||
Balance at ending | 29 | 26 | |||
Depreciated cost | 2 | 5 | |||
Accumulated Depreciation [Member] | Computers, Software, Equipment and Office Furniture [Member] | |||||
Schedule of Composition and Movement of Property, Plant and Equipment [Line Items] | |||||
Balance at beginning | 7,882 | 6,808 | |||
Depreciation | 1,168 | 1,074 | |||
Sale and write-off | |||||
Balance at ending | 9,050 | 7,882 | |||
Depreciated cost | 2,422 | 2,455 | |||
Accumulated Depreciation [Member] | Leasehold Improvements [Member] | |||||
Schedule of Composition and Movement of Property, Plant and Equipment [Line Items] | |||||
Balance at beginning | 655 | [3] | 535 | ||
Depreciation | 123 | [3] | 120 | ||
Sale and write-off | |||||
Balance at ending | [3] | 778 | 655 | ||
Depreciated cost | $ 2,315 | [3] | $ 911 | ||
[1] Including labor costs charged in 2022 to the cost of facilities, machinery, and equipment in the amount of $1,403 thousands. Including labor costs charged in 2023 to the cost of facilities, machinery, and equipment in the amount of $1,426 thousand. Including Right – of use assets depreciation expense in the amount of $20 thousand that was capitalized to the Leasehold Improvements during 2023. Also refer to Note 15. |
Property, Plant and Equipment_4
Property, Plant and Equipment (Details) - Schedule of Leasing Rights of Land from Israel Land Administration - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Schedule of Leasing Rights of Land from Israel Land Administration [Abstract] | ||
Under finance lease | $ 1,091 | $ 1,119 |
Intangible Assets, Goodwill a_3
Intangible Assets, Goodwill and Other Long Term Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Intangible Assets, Goodwill and Other Long Term Assets [Line Items] | ||
Carrying amount percentage | 16% | |
Carrying amount of goodwill (in Dollars) | $ 30,313 | $ 30,313 |
Estimated future cash flows | 5 years | |
Long term future growth rate | (4.80%) | |
Weighted-average cost of capital | 11.80% | |
Growth rate | 1% | |
Discount rate | 1% | |
Bottom of range [member] | ||
Intangible Assets, Goodwill and Other Long Term Assets [Line Items] | ||
Proprietary products segments (in Dollars) | $ 4,800 | |
Top of range [member] | ||
Intangible Assets, Goodwill and Other Long Term Assets [Line Items] | ||
Proprietary products segments (in Dollars) | $ 21,000 |
Intangible Assets, Goodwill a_4
Intangible Assets, Goodwill and Other Long Term Assets (Details) - Schedule of Other Long Term Assets - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Schedule of Other Long Term Assets [Line Items] | ||
Intangible Assets and Goodwill | $ 139,955 | $ 147,009 |
Long term pre-paid expenses | 510 | 63 |
Total Other Long-Term Assets | $ 140,465 | $ 147,072 |
Intangible Assets, Goodwill a_5
Intangible Assets, Goodwill and Other Long Term Assets (Details) - Schedule of Composition and Movement - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Jan. 01, 2022 | ||
Cost [Member] | ||||
Schedule of Composition and Movement [Line Items] | ||||
Balance as of beginning | $ 155,031 | $ 154,431 | ||
Purchases | 129 | 600 | ||
Balance as of ending | 155,160 | 155,031 | ||
Cost [Member] | Intellectual property [Member] | ||||
Schedule of Composition and Movement [Line Items] | ||||
Balance as of beginning | 80,103 | 80,103 | ||
Purchases | ||||
Balance as of ending | 80,103 | 80,103 | ||
Cost [Member] | Customer Relationships [Member] | ||||
Schedule of Composition and Movement [Line Items] | ||||
Balance as of beginning | 33,514 | 33,514 | ||
Purchases | ||||
Balance as of ending | 33,514 | 33,514 | ||
Cost [Member] | Goodwill [Member] | ||||
Schedule of Composition and Movement [Line Items] | ||||
Balance as of beginning | 30,313 | 30,313 | ||
Purchases | ||||
Balance as of ending | 30,313 | 30,313 | ||
Cost [Member] | Other Intangibles [Member] | ||||
Schedule of Composition and Movement [Line Items] | ||||
Balance as of beginning | [1] | 11,101 | 10,501 | |
Purchases | [1] | 129 | 600 | |
Balance as of ending | [1] | 11,230 | 11,101 | |
Accumulated Amortization and Impairment [Member] | ||||
Schedule of Composition and Movement [Line Items] | ||||
Balance as of beginning | 8,022 | 839 | ||
Amortization recognized in the year | 7,183 | 7,183 | ||
Balance as of ending | 15,204 | 8,022 | ||
Amortized cost at December 31, 2022 | $ 139,955 | |||
Accumulated Amortization and Impairment [Member] | Intellectual property [Member] | ||||
Schedule of Composition and Movement [Line Items] | ||||
Balance as of beginning | 5,853 | 477 | ||
Amortization recognized in the year | 5,376 | 5,376 | ||
Balance as of ending | 11,229 | 5,853 | ||
Amortized cost at December 31, 2022 | 68,874 | |||
Accumulated Amortization and Impairment [Member] | Customer Relationships [Member] | ||||
Schedule of Composition and Movement [Line Items] | ||||
Balance as of beginning | 1,855 | 179 | ||
Amortization recognized in the year | 1,676 | 1,676 | ||
Balance as of ending | 3,531 | 1,855 | ||
Amortized cost at December 31, 2022 | 29,983 | |||
Accumulated Amortization and Impairment [Member] | Goodwill [Member] | ||||
Schedule of Composition and Movement [Line Items] | ||||
Balance as of beginning | ||||
Amortization recognized in the year | ||||
Balance as of ending | ||||
Amortized cost at December 31, 2022 | 30,313 | |||
Accumulated Amortization and Impairment [Member] | Other Intangibles [Member] | ||||
Schedule of Composition and Movement [Line Items] | ||||
Balance as of beginning | [1] | 314 | 183 | |
Amortization recognized in the year | [1] | 131 | 131 | |
Balance as of ending | [1] | $ 444 | 314 | |
Amortized cost at December 31, 2022 | [1] | $ 10,785 | ||
Accumulated Amortization and Impairment [Member] | Previously stated [member] | ||||
Schedule of Composition and Movement [Line Items] | ||||
Amortized cost at December 31, 2022 | 147,009 | |||
Accumulated Amortization and Impairment [Member] | Previously stated [member] | Intellectual property [Member] | ||||
Schedule of Composition and Movement [Line Items] | ||||
Amortized cost at December 31, 2022 | 74,250 | |||
Accumulated Amortization and Impairment [Member] | Previously stated [member] | Customer Relationships [Member] | ||||
Schedule of Composition and Movement [Line Items] | ||||
Amortized cost at December 31, 2022 | 31,659 | |||
Accumulated Amortization and Impairment [Member] | Previously stated [member] | Goodwill [Member] | ||||
Schedule of Composition and Movement [Line Items] | ||||
Amortized cost at December 31, 2022 | 30,313 | |||
Accumulated Amortization and Impairment [Member] | Previously stated [member] | Other Intangibles [Member] | ||||
Schedule of Composition and Movement [Line Items] | ||||
Amortized cost at December 31, 2022 | [1] | $ 10,787 | ||
[1] Includes assumed contract manufacturing agreement and distribution right of certain therapeutic products to be distributed in Israel, subject to IL MOH and or EMA marketing authorization. The Company was required to make certain upfront and milestone payments on account of such distribution rights. These payments are accounted for as long-term assets through obtaining IL MOH marketing authorization and will subsequently be amortized during the expected distribution right’s useful life. |
Intangible Assets, Goodwill a_6
Intangible Assets, Goodwill and Other Long Term Assets (Details) - Schedule of Amortization Expenses of Intangible Assets - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Schedule of Amortization Expenses of Intangible Assets [Line Items] | |||
Amortization expenses | $ 7,183 | $ 7,183 | $ 839 |
Cost of Goods Sold [Member] | |||
Schedule of Amortization Expenses of Intangible Assets [Line Items] | |||
Amortization expenses | 5,376 | 5,376 | 574 |
Selling and Marketing Expenses [Member] | |||
Schedule of Amortization Expenses of Intangible Assets [Line Items] | |||
Amortization expenses | $ 1,807 | $ 1,807 | $ 265 |
Intangible Assets, Goodwill a_7
Intangible Assets, Goodwill and Other Long Term Assets (Details) - Schedule of Allocation of Goodwill to Cash-Generating Units - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Schedule of Allocation of Goodwill to Cash-Generating Units [Line Items] | ||
Proprietary | $ 30,313 | $ 30,313 |
Trade Payables (Details) - Sche
Trade Payables (Details) - Schedule of Trade Payables - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Schedule of Trade Payables [Abstract] | ||
Open debts mainly in USD | $ 11,167 | $ 12,731 |
Open debts in EUR | 7,266 | 10,629 |
Open debts in NIS | 6,371 | 9,557 |
Total Trade Payables | $ 24,804 | $ 32,917 |
Other Accounts Payables (Detail
Other Accounts Payables (Details) - Schedule of Other Accounts Payables - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Schedule Of Other Accounts Payables Abstract | ||
Employees and payroll accruals | $ 7,542 | $ 6,683 |
Government grants | 177 | 201 |
Derivatives financial instruments | 92 | |
Accrued Expenses and Others | 542 | 609 |
Total Other Accounts Payables | $ 8,261 | $ 7,585 |
Other Accounts Payables (Deta_2
Other Accounts Payables (Details) - Schedule of Statement of Financial Position and Profit or Loss and Other Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Schedule Of Statement Of Financial Position And Profit Or Loss And Other Comprehensive Income Abstract | ||
Current Assets | $ 104 | $ 3 |
Current liability | 177 | 201 |
Royalties paid during the year | ||
Expense (income) carried to Research and Development cost | $ 61 | $ 29 |
Loans and Financial Liabiliti_3
Loans and Financial Liabilities (Details) $ in Thousands, ₪ in Millions | 1 Months Ended | 12 Months Ended | ||||||
Jan. 01, 2023 USD ($) | Jan. 01, 2023 ILS (₪) | Nov. 15, 2021 USD ($) | Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Jun. 16, 2022 | ||
Loans and Financial Liabilities [Line Items] | ||||||||
Credit facility | $ 40,000 | |||||||
Long-term loan | $ 20,000 | |||||||
Short-term credit facility | $ 20,000 | |||||||
Credit facility percentage | 1.75% | |||||||
Percentage of commitment fee | 0.20% | |||||||
Credit facility | $ 10,000 | ₪ 35 | ||||||
Loan and credit facility agreement description | (1)The Shareholder’s Equity shall at no time be less than 30% of the Total Assets; examined on a quarterly basis; (2) The Shareholder’s Equity shall at no time be less than $120,000 thousand; examined on a quarterly basis; (3) The ratio between:(a) the short term financial debt less current maturities of long term debt (in as much as such are included therein); and (b) the Working Capital, as such term is defined in the loan agreement, shall at no time exceed 0.8; examined on a quarterly basis; and (4) The ratio between: (a) the EBITDA as such term is defined in the loan agreement; and (b) the current maturities of long term debt to financial institutions plus out of pocket financial expenses, net, reported in the course of four consecutive quarters immediately preceding the examination date, shall not be less than 1.1 during each of the years 2022 and 2024 and not less than 1.25 in the year 2025 and onwards, examined on an annual basis. | |||||||
Contingent consideration | $ 21,855 | $ 23,534 | ||||||
Sales | 3,000 | |||||||
Amount of liability | 1,321 | 1,539 | $ 290 | |||||
Assumed liabilities | [1] | 46,375 | 61,016 | |||||
Finance income | 14,300 | 5,626 | ||||||
Financing expenses | $ 341 | $ 4,727 | $ 704 | |||||
Forecast [Member] | ||||||||
Loans and Financial Liabilities [Line Items] | ||||||||
Interest rate | 0.55% | 2.18% | ||||||
Financing facility | $ 20,000 | |||||||
Annual fee percentage | 0.275% | |||||||
[1]The assumed liabilities are measured at amortized cost. The decrease in the balance of the assumed liabilities reflects the changes in time value and changes in expected payments.The value of the assumed liabilities was $46,375 thousand and $61,016 thousand as of December 31, 2023, and 2022, respectively. During the years ended December 31, 2023, and 2022, the Company paid a total of $14,300 thousand and $5,626 thousand on account of such assumed liabilities. The Company accounted for $341 thousand of financing income and $4,727 thousand, and $704 thousand of financing expenses for the years ended December 31, 2023, 2022 and 2021, respectively to reflects the changes in the value of the assumed liabilities. |
Loans and Financial Liabiliti_4
Loans and Financial Liabilities (Details) - Schedule of Loans and Financial Liabilities - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 | |
Schedule of Loans and Finanial Liabilities [Abstract] | |||
Bank loans | [1] | $ 17,407 | |
Less current maturities of bank loans | 4,444 | ||
Total Long term bank loans | $ 12,963 | ||
[1] On November 15, 2021, the Company secured a $40,000 thousand credit facility from Bank Hapoalim, an Israeli bank. The credit facility comprised of the following: |
Loans and Financial Liabiliti_5
Loans and Financial Liabilities (Details) - Schedule of Financial Liabilities - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 | |
Schedule of Financial Liabilities [Abstract] | |||
Contingent consideration | [1] | $ 21,855 | $ 23,534 |
Assumed liabilities | [2] | 46,375 | 61,016 |
Less current maturities | (14,996) | (29,708) | |
Total Long term Contingent consideration and assumed liabilities | $ 53,234 | $ 54,842 | |
[1] The fair value of the contingent consideration was $21,855 thousand and $23,534 thousand as of December 31, 2023, and December 31, 2022, respectively. During the year ended December 31, 2023, the Company paid the first sales milestone in the amount of $3,000 thousand, which was accounted for as a reduction of the liability. The Company accounted for $1,321 thousand, $1,539 thousand, and $290 thousand, for the years ended December 31, 2023, 2022 and 2021, respectively as financing expenses in the statement of profit and loss to reflects the changes in the fair value of the liability. Through December 31, 2023, the second sales threshold was met, and the second milestone payment was paid during February 2024. Refer to Note 5b and Note 18 for details on the contingent consideration. |
Leases (Details)
Leases (Details) $ in Thousands | 1 Months Ended | 12 Months Ended | ||||
Oct. 31, 2023 | Nov. 15, 2016 | Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | Mar. 07, 2023 m² | Dec. 31, 2021 m² | |
Leases [Line Items] | ||||||
Lease agreement period | 2 years | 8 years | 5 years | |||
Square feet (in Square Meters) | m² | 12,000 | 14,880 | ||||
Lease term | 10 years | |||||
Current maturities of lease | $ 134 | |||||
Depreciation expense | 20 | |||||
Interest expenses on lease liabilities | 16,420 | $ 3,441 | ||||
Total cash outflow for leases | $ 850 | $ 1,164 | ||||
Extension options term | 2 years | |||||
Bottom Range [Member] | ||||||
Leases [Line Items] | ||||||
Weighted average rate | 3.06% | 1.94% | ||||
Top Range [Member] | ||||||
Leases [Line Items] | ||||||
Weighted average rate | 7.11% | 4.60% | ||||
Weighted Average [Member] | ||||||
Leases [Line Items] | ||||||
Interest expenses on lease liabilities | $ 367 | $ 148 |
Leases (Details) - Schedule of
Leases (Details) - Schedule of Right-Of-Use Assets Composition and Changes in Lease Liabilities - USD ($) $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2023 | Dec. 31, 2022 | ||||
Schedule of Right-Of-Use Assets Composition and Changes in Lease Liabilities [Line Items] | |||||
Beginning balance | $ 2,568 | $ 3,093 | |||
Additions to right -of -use assets | 6,546 | 551 | |||
Termination lease | (109) | (52) | |||
Depreciation expense | (1,244) | (1,024) | |||
Exchange rate differences | |||||
Repayment of lease liabilities | |||||
Ending balance | 7,761 | 2,568 | |||
Rented Offices [Member] | |||||
Schedule of Right-Of-Use Assets Composition and Changes in Lease Liabilities [Line Items] | |||||
Beginning balance | 1,732 | [1] | 2,165 | ||
Additions to right -of -use assets | 5,131 | [1] | |||
Termination lease | |||||
Depreciation expense | (500) | [1] | (433) | ||
Exchange rate differences | |||||
Repayment of lease liabilities | |||||
Ending balance | [1] | 6,363 | 1,732 | ||
Vehicles [Member] | |||||
Schedule of Right-Of-Use Assets Composition and Changes in Lease Liabilities [Line Items] | |||||
Beginning balance | 829 | 913 | |||
Additions to right -of -use assets | 1,415 | 551 | |||
Termination lease | (109) | (52) | |||
Depreciation expense | (738) | (583) | |||
Exchange rate differences | |||||
Repayment of lease liabilities | |||||
Ending balance | 1,397 | 829 | |||
Computers, Software, Equipment and Office Furniture [Member] | |||||
Schedule of Right-Of-Use Assets Composition and Changes in Lease Liabilities [Line Items] | |||||
Beginning balance | 7 | 15 | |||
Additions to right -of -use assets | |||||
Termination lease | |||||
Depreciation expense | (6) | (8) | |||
Exchange rate differences | |||||
Repayment of lease liabilities | |||||
Ending balance | 1 | 7 | |||
Lease Liabilities [Member] | |||||
Schedule of Right-Of-Use Assets Composition and Changes in Lease Liabilities [Line Items] | |||||
Beginning balance | [2] | 3,193 | [3],[4] | 4,314 | |
Additions to right -of -use assets | 6,682 | [3],[4] | 551 | [2] | |
Termination lease | (107) | [3],[4] | (59) | [2] | |
Depreciation expense | [3],[4] | ||||
Exchange rate differences | (96) | [3],[4] | (448) | [2] | |
Repayment of lease liabilities | (850) | [3],[4] | (1,164) | [2] | |
Ending balance | [3],[4] | $ 8,822 | $ 3,193 | [2] | |
[1] Out of the Depreciation expense $20 thousand was capitalized to the Leasehold Improvements. The weighted average incremental borrowing rate used to discount future lease payments in the calculation of the lease liability was in the range of 1.94%-4.6% evaluated based on credit risk, terms of the leases and other economic variables. The weighted average incremental borrowing rate used to discount future lease payments in the calculation of the lease liability was in the range of 3.06%–7.11% evaluated based on credit risk, terms of the leases and other economic variables. |
Leases (Details) - Schedule o_2
Leases (Details) - Schedule of Maturity Analysis of Lease Liabilities - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Schedule of Maturity Analysis of Lease Liabilities [Line Items] | ||
Lease liabilities (including interest) | $ 16,420 | $ 3,441 |
Less than one year [Member] | ||
Schedule of Maturity Analysis of Lease Liabilities [Line Items] | ||
Lease liabilities (including interest) | 2,918 | 1,119 |
1 to 2 [Member] | ||
Schedule of Maturity Analysis of Lease Liabilities [Line Items] | ||
Lease liabilities (including interest) | 3,045 | 907 |
2 to 3 [Member] | ||
Schedule of Maturity Analysis of Lease Liabilities [Line Items] | ||
Lease liabilities (including interest) | 1,689 | 732 |
3 to 5 [Member] | ||
Schedule of Maturity Analysis of Lease Liabilities [Line Items] | ||
Lease liabilities (including interest) | 2,009 | $ 683 |
6 and thereafter [Member] | ||
Schedule of Maturity Analysis of Lease Liabilities [Line Items] | ||
Lease liabilities (including interest) | $ 6,759 |
Financial Instruments (Details)
Financial Instruments (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Financial Instruments (Details) [Line Items] | ||
Other accounts receivables | $ 134,000 | |
Other comprehensive income | 228,000 | |
“Monte Carlo Simulation” [Member] | ||
Financial Instruments (Details) [Line Items] | ||
Adjusted discount rate | 11.40% | |
Volatility rate | 15.17% | |
Fair value total | $ 21,855,000 | |
Derivatives instruments not designated as hedging [Member] | ||
Financial Instruments (Details) [Line Items] | ||
Fair value of the derivative instruments not designated as hedging | 8,000 | |
Open transactions for derivative instruments | 9,149,000 | |
Cash flow hedges [member] | ||
Financial Instruments (Details) [Line Items] | ||
Open transactions for derivative instruments | 389 | |
Fair value of derivative instrument designated as hedging instrument | $ 141,000 |
Financial Instruments (Detail_2
Financial Instruments (Details) - Schedule of Groups of Financial Instruments - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Financial assets | ||||
Total Financial assets at fair value through profit or loss | $ 8 | |||
Total Financial assets at fair value through other comprehensive income: | 141 | |||
Cash and cash equivalent | 55,641 | 34,258 | $ 18,587 | $ 70,197 |
Total Financial assets at cost | 55,641 | 34,258 | ||
Total financial assets | 55,790 | 34,258 | ||
Financial liabilities | ||||
Total financial liabilities at fair value through profit or loss | 21,855 | 23,538 | ||
Total financial liabilities at fair value through other comprehensive income | 88 | |||
Total financial liabilities measured at amortized cost | 70,777 | 101,957 | ||
Total financial and lease liabilities | 77,052 | 105,242 | ||
Foreign Exchange Forward Contracts [Member] | ||||
Financial liabilities | ||||
Total financial liabilities at fair value through profit or loss | 4 | |||
Contingent Consideration in Business Combination [Member] | ||||
Financial liabilities | ||||
Total financial liabilities at fair value through profit or loss | 21,855 | 23,534 | ||
Cash Flow Hedges [Member] | ||||
Financial liabilities | ||||
Total financial liabilities at fair value through other comprehensive income | 88 | |||
Assumed Liabilities Through Business Combination [Member] | ||||
Financial liabilities | ||||
Total financial liabilities measured at amortized cost | 46,375 | 61,016 | ||
Financial Liabilities Measured at Amortized Cost: Bank Loans [Member] | ||||
Financial liabilities | ||||
Total financial liabilities measured at amortized cost | 17,407 | |||
Financial Liabilities Measured at Amortized Cost: Leases [Member] | ||||
Financial liabilities | ||||
Total financial liabilities measured at amortized cost | 8,822 | 3,193 | ||
Total Financial Liabilities Measured At Amortized Cost [Member] | ||||
Financial liabilities | ||||
Total financial liabilities measured at amortized cost | 55,197 | 81,616 | ||
Foreign Exchange Forward Contracts [Member] | ||||
Financial assets | ||||
Total Financial assets at fair value through profit or loss | 8 | |||
Cash Flow Hedges [Member] | ||||
Financial assets | ||||
Total Financial assets at fair value through other comprehensive income: | $ 141 |
Financial Instruments (Detail_3
Financial Instruments (Details) - Schedule of Financial Liabilities Based on Contractual Undiscounted Payments - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | May 31, 2023 | ||
Schedule of Financial Liabilities Based on Contractual Undiscounted Payments [Line Items] | ||||
Trade payables | $ 24,804 | $ 32,917 | ||
Assumed liabilities | 46,375 | [1] | 61,016 | |
Other accounts payables | 8,261 | 7,585 | ||
Bank loans (including interest) | 18,208 | $ 8,500 | ||
Lease liabilities (including interest) | 16,420 | 3,441 | ||
Financial liabilities | 95,860 | 123,167 | ||
Less than one year [Member] | ||||
Schedule of Financial Liabilities Based on Contractual Undiscounted Payments [Line Items] | ||||
Trade payables | 24,804 | 32,917 | ||
Assumed liabilities | 11,996 | [1] | 23,708 | |
Other accounts payables | 8,261 | 7,585 | ||
Bank loans (including interest) | 4,841 | |||
Lease liabilities (including interest) | 2,918 | 1,119 | ||
Financial liabilities | 47,979 | 70,170 | ||
1 to 2 [Member] | ||||
Schedule of Financial Liabilities Based on Contractual Undiscounted Payments [Line Items] | ||||
Trade payables | ||||
Assumed liabilities | 4,152 | [1] | 5,030 | |
Other accounts payables | ||||
Bank loans (including interest) | 4,677 | |||
Lease liabilities (including interest) | 3,045 | 907 | ||
Financial liabilities | 7,197 | 10,614 | ||
2 to 3 [Member] | ||||
Schedule of Financial Liabilities Based on Contractual Undiscounted Payments [Line Items] | ||||
Trade payables | ||||
Assumed liabilities | 4,261 | [1] | 4,087 | |
Other accounts payables | ||||
Bank loans (including interest) | 4,580 | |||
Lease liabilities (including interest) | 1,689 | 732 | ||
Financial liabilities | 5,950 | 9,399 | ||
3 to 5 [Member] | ||||
Schedule of Financial Liabilities Based on Contractual Undiscounted Payments [Line Items] | ||||
Trade payables | ||||
Assumed liabilities | 7,836 | [1] | 7,928 | |
Other accounts payables | ||||
Bank loans (including interest) | 4,111 | |||
Lease liabilities (including interest) | 2,009 | 683 | ||
Financial liabilities | 9,845 | 12,722 | ||
6 and thereafter [Member] | ||||
Schedule of Financial Liabilities Based on Contractual Undiscounted Payments [Line Items] | ||||
Trade payables | ||||
Assumed liabilities | 18,130 | [1] | 20,263 | |
Other accounts payables | ||||
Bank loans (including interest) | ||||
Lease liabilities (including interest) | 6,759 | |||
Financial liabilities | $ 24,889 | $ 20,263 | ||
[1] Due the nature of the account which include infinite payments for royalties and milestones to third parties the assumed liabilities reflect the discounted amount. see Note 18e |
Financial Instruments (Detail_4
Financial Instruments (Details) - Schedule of Changes in Liabilities Arising from Financing Activities $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 USD ($) | ||
Schedule of Changes in Liabilities Arising from Financing Activities [Line Items] | ||
Beginning | $ 105,150 | |
Payments | (35,557) | |
Foreign exchange movement | (96) | |
New loans and leases | 6,682 | |
Business combination | ||
Revaluation | 980 | |
Write off | (107) | |
Ending | 77,052 | |
Contingent consideration [Member] | ||
Schedule of Changes in Liabilities Arising from Financing Activities [Line Items] | ||
Beginning | 23,534 | [1] |
Payments | (3,000) | [1] |
Foreign exchange movement | [1] | |
New loans and leases | [1] | |
Business combination | [1] | |
Revaluation | 1,321 | [1] |
Write off | [1] | |
Ending | 21,855 | [1] |
Assumed liabilities [Member] | ||
Schedule of Changes in Liabilities Arising from Financing Activities [Line Items] | ||
Beginning | 61,016 | |
Payments | (14,300) | |
Foreign exchange movement | ||
New loans and leases | ||
Business combination | ||
Revaluation | (341) | |
Write off | ||
Ending | 46,375 | |
Bank loans [Member] | ||
Schedule of Changes in Liabilities Arising from Financing Activities [Line Items] | ||
Beginning | 17,407 | |
Payments | (17,407) | |
New loans and leases | ||
Business combination | ||
Revaluation | ||
Write off | ||
Ending | ||
Leases [Member] | ||
Schedule of Changes in Liabilities Arising from Financing Activities [Line Items] | ||
Beginning | 3,193 | |
Payments | (850) | |
Foreign exchange movement | (96) | |
New loans and leases | 6,682 | |
Business combination | ||
Revaluation | ||
Write off | (107) | |
Ending | $ 8,822 | |
[1] The contingent consideration fair value as of December 31, 2023, was based on an Option Pricing Method (OPM), “Monte Carlo Simulation” model. In measuring the contingent consideration liability, the Company used an appropriate risk-adjusted discount rate of 11.4% and volatility of 15.17%. totaled $21,855 thousand. |
Financial Instruments (Detail_5
Financial Instruments (Details) - Schedule of Fair Value of the Financial Assets and Liabilities - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Schedule of Fair Value of the Financial Assets and Liabilities [Line Items] | ||
Financial liabilities Carrying Amount | $ 55,197 | $ 81,616 |
Financial liabilities Fair Value | 55,441 | 77,200 |
Assumed liabilities [Member] | ||
Schedule of Fair Value of the Financial Assets and Liabilities [Line Items] | ||
Financial liabilities Carrying Amount | 46,375 | 61,016 |
Financial liabilities Fair Value | 46,468 | 56,946 |
Bank loans [Member] | ||
Schedule of Fair Value of the Financial Assets and Liabilities [Line Items] | ||
Financial liabilities Carrying Amount | 17,407 | |
Financial liabilities Fair Value | 17,071 | |
Leases [Member] | ||
Schedule of Fair Value of the Financial Assets and Liabilities [Line Items] | ||
Financial liabilities Carrying Amount | 8,822 | 3,193 |
Financial liabilities Fair Value | $ 8,973 | $ 3,183 |
Financial Instruments (Detail_6
Financial Instruments (Details) - Schedule of Financial Assets (Liabilities) Measured at Fair Value - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | |||
Level 1 [Member] | ||||
Schedule of Financial Assets (Liabilities) Measured at Fair Value [Line Items] | ||||
Derivatives instruments | ||||
Contingent consideration | [1] | |||
Financial assets (liabilities) measured at fair value | ||||
Level 2 [Member] | ||||
Schedule of Financial Assets (Liabilities) Measured at Fair Value [Line Items] | ||||
Derivatives instruments | (92) | |||
Contingent consideration | [1] | |||
Financial assets (liabilities) measured at fair value | 149 | (92) | ||
Level 3 [Member] | ||||
Schedule of Financial Assets (Liabilities) Measured at Fair Value [Line Items] | ||||
Derivatives instruments | ||||
Contingent consideration | (21,705) | (23,534) | [1] | |
Financial assets (liabilities) measured at fair value | (21,855) | $ (23,534) | ||
Derivatives instruments [Member] | Level 1 [Member] | ||||
Schedule of Financial Assets (Liabilities) Measured at Fair Value [Line Items] | ||||
Derivatives instruments | ||||
Derivatives instruments [Member] | Level 2 [Member] | ||||
Schedule of Financial Assets (Liabilities) Measured at Fair Value [Line Items] | ||||
Derivatives instruments | 149 | |||
Derivatives instruments [Member] | Level 3 [Member] | ||||
Schedule of Financial Assets (Liabilities) Measured at Fair Value [Line Items] | ||||
Derivatives instruments | ||||
Contingent consideration [member] | Level 1 [Member] | ||||
Schedule of Financial Assets (Liabilities) Measured at Fair Value [Line Items] | ||||
Contingent consideration | [1] | |||
Contingent consideration [member] | Level 2 [Member] | ||||
Schedule of Financial Assets (Liabilities) Measured at Fair Value [Line Items] | ||||
Contingent consideration | [1] | |||
Contingent consideration [member] | Level 3 [Member] | ||||
Schedule of Financial Assets (Liabilities) Measured at Fair Value [Line Items] | ||||
Contingent consideration | [1] | $ (21,855) | ||
[1] For changes in Contingent Consideration see above |
Financial Instruments (Detail_7
Financial Instruments (Details) - Schedule of Sensitivity Test to Changes in Interest Rate Risk - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
1% increase in market price [Member] | ||
Schedule of Sensitivity Test to Changes in Interest Rate Risk [Line Items] | ||
Gain (loss) from change: Sensitivity test to changes in interest rate risk | $ (13) | |
1% decrease in market price [Member] | ||
Schedule of Sensitivity Test to Changes in Interest Rate Risk [Line Items] | ||
Gain (loss) from change: Sensitivity test to changes in interest rate risk | 13 | |
5% increase in NIS [Member] | ||
Schedule of Sensitivity Test to Changes in Interest Rate Risk [Line Items] | ||
Gain (loss) from change: Sensitivity test to changes in interest rate risk | (454) | (57) |
5% decrease in NIS [Member] | ||
Schedule of Sensitivity Test to Changes in Interest Rate Risk [Line Items] | ||
Gain (loss) from change: Sensitivity test to changes in interest rate risk | 454 | 57 |
5% increase in Euro [Member] | ||
Schedule of Sensitivity Test to Changes in Interest Rate Risk [Line Items] | ||
Gain (loss) from change: Sensitivity test to changes in interest rate risk | (271) | (389) |
5% decrease in Euro [Member] | ||
Schedule of Sensitivity Test to Changes in Interest Rate Risk [Line Items] | ||
Gain (loss) from change: Sensitivity test to changes in interest rate risk | $ 271 | $ 389 |
Financial Instruments (Detail_8
Financial Instruments (Details) - Schedule of Linkage Terms of Financial Liabilities by Groups of Financial Instruments - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 | |
Schedule of Linkage Terms of Financial Liabilities by Groups of Financial Instruments [Line Items] | |||
Total | $ 70,777 | $ 101,957 | |
NIS [Member] | |||
Schedule of Linkage Terms of Financial Liabilities by Groups of Financial Instruments [Line Items] | |||
Linkage terms of financial liabilities by groups of financial instruments pursuant to IFRS 9 | 6,275 | 3,193 | |
Bank loans measured at amortized cost [Member] | NIS [Member] | |||
Schedule of Linkage Terms of Financial Liabilities by Groups of Financial Instruments [Line Items] | |||
Linkage terms of financial liabilities by groups of financial instruments pursuant to IFRS 9 | |||
Bank loans measured at amortized cost [Member] | USD [Member] | |||
Schedule of Linkage Terms of Financial Liabilities by Groups of Financial Instruments [Line Items] | |||
Linkage terms of financial liabilities by groups of financial instruments pursuant to IFRS 9 | 17,407 | ||
Leases measured at amortized cost [Member] | NIS [Member] | |||
Schedule of Linkage Terms of Financial Liabilities by Groups of Financial Instruments [Line Items] | |||
Linkage terms of financial liabilities by groups of financial instruments pursuant to IFRS 9 | 6,275 | 3,193 | |
Leases measured at amortized cost [Member] | USD [Member] | |||
Schedule of Linkage Terms of Financial Liabilities by Groups of Financial Instruments [Line Items] | |||
Linkage terms of financial liabilities by groups of financial instruments pursuant to IFRS 9 | [1] | 2,547 | |
Contingent consideration at fair value through profit or loss [Member] | USD [Member] | |||
Schedule of Linkage Terms of Financial Liabilities by Groups of Financial Instruments [Line Items] | |||
Linkage terms of financial liabilities by groups of financial instruments pursuant to IFRS 9 | 21,855 | 23,534 | |
Assumed liabilities measured at amortized cost [Member] | USD [Member] | |||
Schedule of Linkage Terms of Financial Liabilities by Groups of Financial Instruments [Line Items] | |||
Linkage terms of financial liabilities by groups of financial instruments pursuant to IFRS 9 | $ 46,375 | $ 61,016 | |
[1]The balance does not include current maturities of lease of $134 thousand that was classified to other accounts receivables due to expected lease incentive. |
Employee Benefit Liabilities,_3
Employee Benefit Liabilities, Net (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Employee Benefit Liabilities, NET [Line Items] | |||
Expenses for defined benefit deposit | $ 925 | $ 873 | $ 1,023 |
Employees contributions amount | 62 | $ 11 | |
Bottom of Range [Member] | |||
Employee Benefit Liabilities, NET [Line Items] | |||
Employees contributions amount | 22,500 | ||
Increase (decrease) in defined benefit obligation | 92 | ||
Increase (decrease) by one percent defined benefit obligation | 87 | ||
Top of Range [Member] | |||
Employee Benefit Liabilities, NET [Line Items] | |||
Employees contributions amount | 30,000 | ||
Top of Range [Member] | Discount rates [Member] | |||
Employee Benefit Liabilities, NET [Line Items] | |||
Increase (decrease) in defined benefit obligation | 124 | ||
Top of Range [Member] | Expected salary growth [Member] | |||
Employee Benefit Liabilities, NET [Line Items] | |||
Increase (decrease) by one percent defined benefit obligation | $ 118 |
Employee Benefit Liabilities,_4
Employee Benefit Liabilities, Net (Details) - Schedule of Expenses Recognized in Comprehensive Income (Loss) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Schedule of Expenses Recognized in Comprehensive Income (Loss) [Abstract] | |||
Current service cost | $ 194 | $ 223 | $ 281 |
Past service cost | 415 | ||
Interest expenses, net | 28 | 15 | 23 |
Total employee benefit expenses | 222 | 238 | 716 |
Actual return on plan assets | $ 50 | $ (25) | $ 349 |
Employee Benefit Liabilities,_5
Employee Benefit Liabilities, Net (Details) - Schedule of Expenses Presented in Statement of Comprehensive Income (Loss) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Schedule of Expenses Presented in Statement of Comprehensive Income (Loss) [Line Items] | |||
Total employee benefit expenses | $ 233 | $ 238 | $ 716 |
Cost of revenues [Member] | |||
Schedule of Expenses Presented in Statement of Comprehensive Income (Loss) [Line Items] | |||
Total employee benefit expenses | 155 | 166 | 499 |
Research and development [Member] | |||
Schedule of Expenses Presented in Statement of Comprehensive Income (Loss) [Line Items] | |||
Total employee benefit expenses | 22 | 24 | 90 |
Selling and marketing [member] | |||
Schedule of Expenses Presented in Statement of Comprehensive Income (Loss) [Line Items] | |||
Total employee benefit expenses | 33 | 27 | 62 |
General and administrative [Member] | |||
Schedule of Expenses Presented in Statement of Comprehensive Income (Loss) [Line Items] | |||
Total employee benefit expenses | $ 23 | $ 21 | $ 65 |
Employee Benefit Liabilities,_6
Employee Benefit Liabilities, Net (Details) - Schedule of Plan Liabilities, Net - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Schedule of Plan Liabilities, Net [Abstract] | ||
Defined benefit obligation | $ 4,399 | $ 4,379 |
Fair value of plan assets | 3,778 | 3,707 |
Total liabilities, net | $ 621 | $ 672 |
Employee Benefit Liabilities,_7
Employee Benefit Liabilities, Net (Details) - Schedule of Changes in Present Value of Defined Benefit Obligation - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Schedule of Changes in Present Value of Defined Benefit Obligation [Line Items] | ||
Balance at January 1, | $ 4,379 | $ 5,434 |
Interest costs | 78 | |
Current service cost | 223 | |
Past service cost | ||
Benefits paid | (202) | |
Demographic assumptions | (9) | |
Financial assumptions | (715) | |
Past Experience | 206 | |
Currency Exchange | (636) | |
Balance at December 31, | 4,379 | |
Defined Benefit Obligation [Member] | ||
Schedule of Changes in Present Value of Defined Benefit Obligation [Line Items] | ||
Balance at January 1, | 4,380 | |
Interest costs | 200 | |
Current service cost | 194 | |
Past service cost | ||
Benefits paid | (376) | |
Demographic assumptions | 13 | |
Financial assumptions | (91) | |
Past Experience | 209 | |
Currency Exchange | (130) | |
Balance at December 31, | $ 4,399 | $ 4,380 |
Employee Benefit Liabilities,_8
Employee Benefit Liabilities, Net (Details) - Schedule of Changes in Fair Value of Plan Assets - Plan assets [member] - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Schedule of Changes in Fair Value of Plan Assets [Line Items] | ||
Balance at January 1, | $ 3,707 | $ 4,154 |
Expected return | 172 | 62 |
Contributions by employer | 173 | 181 |
Benefits paid | (206) | (181) |
Demographic assumptions | ||
Financial assumptions | (4) | |
Past Experience | 50 | (20) |
Currency exchange | (118) | (485) |
Balance at December 31, | $ 3,778 | $ 3,707 |
Employee Benefit Liabilities,_9
Employee Benefit Liabilities, Net (Details) - Schedule of Principal Assumptions Underlying Defined Benefit Plan | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Schedule of Principal Assumptions Underlying Defined Benefit Plan [Abstract] | |||
Discount rate of the plan liability | 5.30% | 5.10% | 3.10% |
Future salary increases | 3% | 3% | 3% |
Contingent Liabilities and Co_2
Contingent Liabilities and Commitments (Details) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | |||||||||||
Jan. 14, 2021 | Aug. 23, 2010 | Dec. 31, 2019 | Jul. 31, 2019 | Nov. 30, 2006 | Dec. 31, 2023 | Jun. 30, 2023 | Dec. 31, 2022 | Jun. 30, 2022 | Jun. 13, 2023 | May 31, 2023 | Dec. 31, 2021 | Mar. 31, 2021 | |
Contingent Liabilities and Commitments [Line Items] | |||||||||||||
License agreement, description | In addition, upon initiation of sales of GLASSIA manufactured by Takeda, the Company would be entitled to royalty payments at a rate of 12% on net sales of Glassia through August 2025, and at a rate of 6% thereafter until 2040, with a minimum of $5 million annually (the “Royalty Payments”). | ||||||||||||
Royalty payments percentage | 12% | ||||||||||||
Royalty payments percentage thereafter | 6% | ||||||||||||
Royalty payments | $ 5,000 | ||||||||||||
Payments received | $ 2,000 | ||||||||||||
Royalty income | $ 16,110 | $ 12,200 | |||||||||||
Agreements expiration period | 15 years | ||||||||||||
Revenues | $ 180,000 | ||||||||||||
Contract asset | 8,495 | 7,577 | |||||||||||
Upfront payment | 95,000 | ||||||||||||
Additional payments | 50,000 | ||||||||||||
Contingent consideration payments | 3,000 | ||||||||||||
Acquired inventory | 14,200 | ||||||||||||
Inventory quarterly installments amount | $ 1,500 | ||||||||||||
Assumed royalties liabilities, description | ●Royalties: 10 % of the annual global net sales of CYTOGAM up to $25 million and 5 % of net sales that are greater than $25 million, in perpetuity; 2% of the annual global net sales of CYTOGAM in perpetuity; and, 8% of the annual global net sales of CYTOGAM for period of six years following the completion of the technology transfer of the manufacturing of CYTOGAM to the Company, subject to a maximum aggregate of $5 million per year and for total amount of $30 million throughout the entire six years period. | ||||||||||||
Annual net sales | $ 1,500 | $ 1,500 | |||||||||||
Market exceeds amount | $ 18,400 | $ 18,800 | |||||||||||
Manufacturing facility | $ 8,500 | ||||||||||||
Bank | $ 18,208 | $ 8,500 | |||||||||||
Financing facility | 40,000 | ||||||||||||
Five-year loan amount | 20,000 | ||||||||||||
Short-term credit facility | 20,000 | ||||||||||||
Outstanding balance | 20,000 | ||||||||||||
Payment to royalties percentage | 24% | ||||||||||||
Affiliate filed value | $ 6,700 | ||||||||||||
Baxter Healthcare Corporation [Member] | |||||||||||||
Contingent Liabilities and Commitments [Line Items] | |||||||||||||
Agreement term | 30 years | ||||||||||||
Agreement payment amount | 45,000 | ||||||||||||
Amount received from distribution agreement | $ 45,000 | ||||||||||||
Clinical studies total amount | $ 10,000 | ||||||||||||
Patents [Member] | |||||||||||||
Contingent Liabilities and Commitments [Line Items] | |||||||||||||
Agreements expiration period | 15 years | ||||||||||||
Master Clinical Services Agreement [Member] | |||||||||||||
Contingent Liabilities and Commitments [Line Items] | |||||||||||||
Agreements expiration period | 7 years | ||||||||||||
Manufacturing Agreement [Member] | |||||||||||||
Contingent Liabilities and Commitments [Line Items] | |||||||||||||
Agreements expiration period | 12 years |
Guarantees and Charges (Details
Guarantees and Charges (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2023 USD ($) | |
Guarantees and Charges [Line Items] | |
Value of loans for which collateral has been pledged description | the Company secured a debt facility from an Israeli bank (see Note 14) pursuant to which, the Company undertook not to create any first ranking floating charge over all or materially all of its property and assets in favor of any third party unless certain terms, as defined in the loan agreement, have been satisfied. |
Bank guarantee | $ 247 |
Security deposit | $ 417 |
Lease period | 10 years |
Reimbursed amount | $ 40 |
Contingent liability for guarantees [member] | |
Guarantees and Charges [Line Items] | |
Guarantees amount | $ 354 |
Equity (Details)
Equity (Details) $ / shares in Units, $ in Thousands | 12 Months Ended | |||||||
Sep. 07, 2023 USD ($) $ / shares shares | Feb. 10, 2020 USD ($) $ / shares shares | Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2023 ₪ / shares | Dec. 31, 2022 ₪ / shares | Dec. 31, 2021 | Nov. 21, 2019 $ / shares shares | |
Equity [Line Items] | ||||||||
Restricted shares share | 57,479,528 | 44,832,843 | 44,799,794 | |||||
Restricted exercise shares options | 2,662 | 1,421 | ||||||
Restricted share vested | 12,444 | 31,628 | ||||||
Ordinary shares par value (in Dollars per share) | ₪ / shares | ₪ 1 | ₪ 1 | ||||||
Gross proceeds (in Dollars) | $ | $ 25,000 | |||||||
Outstanding shares, percentage | 21% | |||||||
Total gross proceeds (in Dollars) | $ | $ 60,000 | |||||||
FIMI Funds [Member] | ||||||||
Equity [Line Items] | ||||||||
Ordinary shares acquired (in Shares) | shares | 5,240,956 | |||||||
Ordinary shares par value (in Dollars per share) | $ / shares | $ 6 | |||||||
Outstanding shares percentage | 13% | |||||||
Issued aggregate ordinary shares (in Shares) | shares | 12,631,579 | |||||||
Ordinary share price (in Dollars per share) | $ / shares | $ 4.75 | |||||||
FIMI beneficially owns percentage | 38% | |||||||
Restricted share units [member] | ||||||||
Equity [Line Items] | ||||||||
Restricted shares share | 42,175 | 8,325 | ||||||
Restricted exercise shares options | 2,662 | 1,408 | ||||||
Restricted share vested | 12,444 | 31,608 | ||||||
Share options [member] | ||||||||
Equity [Line Items] | ||||||||
Total consideration exercised (in Dollars) | $ | $ 4 | $ 9 | ||||||
Private Placements [Member] | ||||||||
Equity [Line Items] | ||||||||
Ordinary shares acquired (in Shares) | shares | 4,166,667 | |||||||
Ordinary shares par value (in Dollars per share) | $ / shares | $ 6 |
Equity (Details) - Schedule of
Equity (Details) - Schedule of Share Capital - shares | Dec. 31, 2023 | Dec. 31, 2022 |
Equity [Abstract] | ||
Ordinary shares of NIS 1 par value, Authorized | 70,000,000 | 70,000,000 |
Ordinary shares of NIS 1 par value, Outstanding | 57,479,528 | 44,832,843 |
Equity (Details) - Schedule o_2
Equity (Details) - Schedule of Share Capital (Parentheticals) - ₪ / shares | Dec. 31, 2023 | Dec. 31, 2022 |
Equity [Abstract] | ||
Ordinary shares par value | ₪ 1 | ₪ 1 |
Equity (Details) - Schedule o_3
Equity (Details) - Schedule of Issued and Outstanding Share Capital | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Schedule of Movement in Share Capital [Line items] | ||
Beginning balance | 44,832,843 | 44,799,794 |
Issue of shares | 12,631,579 | |
Exercise of options into share units | 2,662 | 1,421 |
Vesting of restricted shares units | 12,444 | 31,628 |
Ending balance | 57,479,528 | 44,832,843 |
Share-Based Payment (Details)
Share-Based Payment (Details) | 1 Months Ended | 12 Months Ended | ||||||||||||||||||||||||||||
Aug. 31, 2021 | Dec. 31, 2023 USD ($) $ / shares ₪ / shares shares | Dec. 31, 2022 ₪ / shares | Feb. 29, 2024 shares | Dec. 31, 2023 ₪ / shares | Oct. 04, 2023 USD ($) $ / shares shares | Oct. 04, 2023 ₪ / shares | Sep. 26, 2023 USD ($) $ / shares shares | Sep. 26, 2023 ₪ / shares | Sep. 25, 2023 USD ($) $ / shares shares | Sep. 07, 2023 USD ($) $ / shares shares | Sep. 07, 2023 ₪ / shares | Aug. 30, 2023 USD ($) $ / shares shares | Aug. 21, 2023 USD ($) $ / shares shares | Aug. 21, 2023 ₪ / shares | Aug. 15, 2023 USD ($) $ / shares shares | Aug. 15, 2023 ₪ / shares | May 28, 2023 USD ($) $ / shares shares | May 28, 2023 ₪ / shares | Apr. 23, 2023 USD ($) $ / shares shares | Apr. 23, 2023 ₪ / shares | Mar. 02, 2023 $ / shares shares | Mar. 02, 2023 ₪ / shares shares | Mar. 01, 2023 USD ($) $ / shares shares | Mar. 01, 2023 ₪ / shares | Feb. 27, 2023 USD ($) $ / shares shares | Feb. 27, 2023 ₪ / shares | Mar. 02, 2022 USD ($) | Dec. 31, 2021 ₪ / shares | Dec. 31, 2020 ₪ / shares | |
Share-Based Payment [Line Items] | ||||||||||||||||||||||||||||||
Extension of share option plan | 10 years | |||||||||||||||||||||||||||||
Vesting description of options | granted under the 2011 Plan, prior to January 2020, generally vest over a four-year period following the date of the grant in 13 installments: 25% on the first anniversary of the grant date and 6.25% at the end of each quarter thereafter. | |||||||||||||||||||||||||||||
Granted options, percentage | 25% | |||||||||||||||||||||||||||||
Option granted | 147,000 | |||||||||||||||||||||||||||||
Exercise price of options | (per share) | $ 6.67 | ₪ 19.91 | $ 5.33 | ₪ 20.07 | ₪ 20.38 | ₪ 20.38 | ||||||||||||||||||||||||
Fair value of the options (in Dollars) | $ | $ 17 | $ 45,000 | ||||||||||||||||||||||||||||
Ordinary shares | 20,000 | |||||||||||||||||||||||||||||
Exercise price range (in New Shekels per share) | ₪ / shares | $ 2,022 | ₪ 29.68 | ||||||||||||||||||||||||||||
Israeli Share Option Plan [Member] | ||||||||||||||||||||||||||||||
Share-Based Payment [Line Items] | ||||||||||||||||||||||||||||||
Exercise price of options | (per share) | $ 6.62 | ₪ 23.91 | ||||||||||||||||||||||||||||
Fair value of the options (in Dollars) | $ | $ 51,000 | |||||||||||||||||||||||||||||
Israeli Share Option Plan [Member] | Top of range [member] | ||||||||||||||||||||||||||||||
Share-Based Payment [Line Items] | ||||||||||||||||||||||||||||||
Option granted | 20,800 | |||||||||||||||||||||||||||||
Israeli Share Option Plan [Member] | Bottom of range [member] | ||||||||||||||||||||||||||||||
Share-Based Payment [Line Items] | ||||||||||||||||||||||||||||||
Option granted | 6,667 | |||||||||||||||||||||||||||||
Israeli Share Option Plan [Member] | ||||||||||||||||||||||||||||||
Share-Based Payment [Line Items] | ||||||||||||||||||||||||||||||
Option granted | 2,500 | 9,050 | 24,050 | 40,000 | 40,000 | 40,000 | 3,333 | 60,331 | ||||||||||||||||||||||
Exercise price of options | (per share) | $ 5.39 | ₪ 21.51 | $ 5.39 | ₪ 20.6 | $ 5.68 | ₪ 21.54 | $ 4.83 | ₪ 17.67 | $ 4.6 | ₪ 16.76 | $ 4.57 | ₪ 16.63 | $ 4.5 | ₪ 16.53 | ||||||||||||||||
Fair value of the options (in Dollars) | $ | $ 108,000 | |||||||||||||||||||||||||||||
Fair value of options (in Dollars) | $ | $ 17,000 | $ 48,000 | $ 37,000 | $ 65,000 | $ 6,000 | $ 71,000 | ||||||||||||||||||||||||
US Share Option Plan [Member] | ||||||||||||||||||||||||||||||
Share-Based Payment [Line Items] | ||||||||||||||||||||||||||||||
Option granted | 2,500 | 32,000 | 9,050 | 54,650 | 90,000 | 3,333 | ||||||||||||||||||||||||
Exercise price of options | (per share) | $ 5.47 | $ 5,620 | ₪ 21.63 | $ 5.91 | $ 5.86 | $ 5.25 | ₪ 19.46 | $ 4.57 | ||||||||||||||||||||||
Fair value of the options (in Dollars) | $ | $ 6,000 | $ 22,000 | $ 18,000 | |||||||||||||||||||||||||||
Fair value of options (in Dollars) | $ | $ 5,000 | $ 217,000 | $ 6 | |||||||||||||||||||||||||||
Number of share purchased | 7,500 | |||||||||||||||||||||||||||||
Non-adjusting events after reporting period [Member] | 2011 Option Plan [Member] | ||||||||||||||||||||||||||||||
Share-Based Payment [Line Items] | ||||||||||||||||||||||||||||||
Option granted | 27,467 |
Share-Based Payment (Details) -
Share-Based Payment (Details) - Schedule of Expense Recognized in Financial Statements - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Schedule of Expense Recognized in Financial Statements [Line Items] | |||
Total share-based compensation | $ 1,314 | $ 1,138 | $ 529 |
Cost of revenues [Member] | |||
Schedule of Expense Recognized in Financial Statements [Line Items] | |||
Total share-based compensation | 249 | 308 | 69 |
Research and development [Member] | |||
Schedule of Expense Recognized in Financial Statements [Line Items] | |||
Total share-based compensation | 167 | 204 | 79 |
Selling and marketing [Member] | |||
Schedule of Expense Recognized in Financial Statements [Line Items] | |||
Total share-based compensation | 238 | 254 | 34 |
General and administrative [Member] | |||
Schedule of Expense Recognized in Financial Statements [Line Items] | |||
Total share-based compensation | $ 660 | $ 372 | $ 347 |
Share-Based Payment (Details)_2
Share-Based Payment (Details) - Schedule of Weighted Average Exercise Prices of Share - ₪ / shares | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Schedule of Weighted Average Exercise Prices of Share [Abstract] | |||
Number of Options, Outstanding at beginning of year (in Shares) | 3,247,814 | 1,504,678 | 1,660,958 |
Weighted Average Exercise Price, Outstanding at beginning of year | ₪ 19.91 | ₪ 20.38 | ₪ 20.38 |
Number of Options, Granted (in Shares) | 343,647 | 2,076,800 | |
Weighted Average Exercise Price, Granted | ₪ 18.6 | ₪ 19.27 | |
Number of Options, Exercised (in Shares) | (42,175) | (8,325) | (28,672) |
Weighted Average Exercise Price, Exercised | ₪ 19.04 | ₪ 16.47 | ₪ 16.93 |
Number of Options, Forfeited (in Shares) | (279,305) | (325,339) | (127,608) |
Weighted Average Exercise Price, Forfeited | ₪ 19.57 | ₪ 19.14 | ₪ 20.29 |
Number of Options, Outstanding at end of year (in Shares) | 3,269,981 | 3,247,814 | 1,504,678 |
Weighted Average Exercise Price, Outstanding at end of year | ₪ 18.82 | ₪ 19.91 | ₪ 20.65 |
Number of Options, Exercisable at end of year (in Shares) | 1,469,084 | 1,049,329 | 1,067,363 |
Weighted Average Exercise Price, Exercisable at end of year | ₪ 19.83 | ₪ 20.38 | ₪ 19.78 |
The weighted average remaining contractual life for the share options | ₪ 4.01 | ₪ 4.67 | ₪ 3.33 |
Share-Based Payment (Details)_3
Share-Based Payment (Details) - Schedule of RSUs and Changes in RSUs - Number of RSUs [Member] - shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Share-Based Payment (Details) - Schedule of RSUs and Changes in RSUs [Line Items] | |||
Outstanding at beginning of year | 14,705 | 49,561 | 104,519 |
Granted | |||
End of restriction period | (12,444) | (31,608) | (52,538) |
Forfeited | (386) | (3,248) | (2,420) |
Outstanding at end of year | 1,875 | 14,705 | 49,561 |
The weighted average remaining contractual life for the restricted share units | 3 months | 11 months 15 days | 3 years 4 months 24 days |
Share-Based Payment (Details)_4
Share-Based Payment (Details) - Schedule of Inputs to Binomial Model Used for Fair Value Measurement - $ / shares | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Israeli Share Option Plan [Member] | |||
Share-Based Payment (Details) - Schedule of Inputs to Binomial Model Used for Fair Value Measurement [Line Items] | |||
Dividend yield (%) | |||
Expected volatility of the share prices (%) | |||
Risk-free interest rate (%) | |||
Contractual term of up to (years) | 6 years 6 months | 6 years 6 months | |
Exercise multiple (in Dollars per share) | $ 2 | $ 2 | |
Weighted average share prices (NIS) (in Dollars per share) | |||
Expected average forfeiture rate (%) | |||
Israeli Share Option Plan [Member] | Bottom of Range [Member] | |||
Share-Based Payment (Details) - Schedule of Inputs to Binomial Model Used for Fair Value Measurement [Line Items] | |||
Expected volatility of the share prices (%) | 26% | 23% | |
Risk-free interest rate (%) | 3.76% | 0.40% | |
Weighted average share prices (NIS) (in Dollars per share) | $ 16.1 | $ 13.6 | |
Expected average forfeiture rate (%) | 0% | 0% | |
Israeli Share Option Plan [Member] | Top of Range [Member] | |||
Share-Based Payment (Details) - Schedule of Inputs to Binomial Model Used for Fair Value Measurement [Line Items] | |||
Expected volatility of the share prices (%) | 38% | 40% | |
Risk-free interest rate (%) | 4.70% | 3.55% | |
Weighted average share prices (NIS) (in Dollars per share) | $ 19.46 | $ 18.41 | |
Expected average forfeiture rate (%) | 8.50% | 8.50% | |
Restricted Stock Unit [Member] | |||
Share-Based Payment (Details) - Schedule of Inputs to Binomial Model Used for Fair Value Measurement [Line Items] | |||
Dividend yield (%) | |||
Expected volatility of the share prices (%) | |||
Risk-free interest rate (%) | |||
Contractual term of up to (years) | 6 years 6 months | 6 years 6 months | |
Exercise multiple (in Dollars per share) | |||
Weighted average share prices (NIS) (in Dollars per share) | |||
Expected average forfeiture rate (%) | |||
Restricted Stock Unit [Member] | Bottom of Range [Member] | |||
Share-Based Payment (Details) - Schedule of Inputs to Binomial Model Used for Fair Value Measurement [Line Items] | |||
Expected volatility of the share prices (%) | 34% | 27% | |
Risk-free interest rate (%) | 3.76% | 0.91% | |
Weighted average share prices (NIS) (in Dollars per share) | $ 4.22 | $ 4.8 | |
Expected average forfeiture rate (%) | 5.50% | 1.90% | |
Restricted Stock Unit [Member] | Top of Range [Member] | |||
Share-Based Payment (Details) - Schedule of Inputs to Binomial Model Used for Fair Value Measurement [Line Items] | |||
Expected volatility of the share prices (%) | 47% | 47% | |
Risk-free interest rate (%) | 5.03% | 3.54% | |
Weighted average share prices (NIS) (in Dollars per share) | $ 5.55 | $ 5.37 | |
Expected average forfeiture rate (%) | 8.50% | 8.50% |
Taxes on Income (Details)
Taxes on Income (Details) $ in Thousands, ₪ in Billions | 1 Months Ended | 12 Months Ended | ||||
Jan. 01, 2011 | Dec. 22, 2017 | Dec. 31, 2023 USD ($) | Dec. 31, 2023 ILS (₪) | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | |
Taxes on Income [Line items] | ||||||
Consolidated revenues (in New Shekels) | ₪ | ₪ 10 | |||||
Percentage of subject to tax at a rate | 12% | 12% | ||||
Consolidated revenue exceeds (in New Shekels) | $ 142,519 | ₪ 10 | $ 129,339 | $ 103,642 | ||
Carried forward losses and other temporary difference amount (in Dollars) | $ | $ 26,929 | |||||
Bottom of range [Member] | ||||||
Taxes on Income [Line items] | ||||||
Reduce tax rate | 21% | |||||
Top of range [Member] | ||||||
Taxes on Income [Line items] | ||||||
Reduce tax rate | 35% | |||||
Law for the Encouragement of Industry (Taxes), 1969 [Member] | ||||||
Taxes on Income [Line items] | ||||||
Tax rate effect of foreign tax rates | 90% | 90% | ||||
Period of right to deduct expenses related to public offerings | three | three | ||||
Law for the Encouragement of Industry (Taxes), 1969 [Member] | Patents, know-how and certain other intangible [Member] | ||||||
Taxes on Income [Line items] | ||||||
Useful life of intangible assets | eight | eight | ||||
Law for the Encouragement of Capital Investments, 1959 [Member] | ||||||
Taxes on Income [Line items] | ||||||
Tax benefit description | The benefits period is limited to the earlier of 12 years from completion of the investment or commencement of production (“Year of Operation”), or 14 years from the year in which the certificate of approval was obtained. | The benefits period is limited to the earlier of 12 years from completion of the investment or commencement of production (“Year of Operation”), or 14 years from the year in which the certificate of approval was obtained. | ||||
Preferred Enterprise [Member] | ||||||
Taxes on Income [Line items] | ||||||
Tax rate | 25% | |||||
Tax benefits under Amendment 60 [Member] | ||||||
Taxes on Income [Line items] | ||||||
Percentage of subject to tax at a rate | 7.50% | 7.50% | ||||
Legislative Amendments [Member] | ||||||
Taxes on Income [Line items] | ||||||
Corporate income tax rate | 23% | 23% | ||||
Development Zone A [Member] | ||||||
Taxes on Income [Line items] | ||||||
Percentage of subject to tax at a rate | 6% | 6% | ||||
Development Zone A [Member] | Tax benefits under Amendment 60 [Member] | ||||||
Taxes on Income [Line items] | ||||||
Percentage of subject to tax at a rate | 4% | 4% |
Taxes on Income (Details) - Sch
Taxes on Income (Details) - Schedule of Taxes on Income - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Schedule of Taxes on Income [Abstract] | |||
Current taxes | $ 145 | $ 62 | $ 345 |
Deferred tax expenses (income) | |||
Taxes in respect of prior years | |||
Taxes on income | $ 145 | $ 62 | $ 345 |
Supplementary Information to _3
Supplementary Information to the Statements of Profit and Loss (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Supplementary Information to the Statements of Profit and Loss [Line Items] | |||
Percentage of total revenues | 10% | ||
Business combination. | $ 24,282 | ||
Amortization of intangible assets | $ 5,376 | ||
Cost of sales [Member] | |||
Supplementary Information to the Statements of Profit and Loss [Line Items] | |||
Amortization of intangible assets | $ 5,376 | 574 | |
Selling, general and administrative expense [Member] | |||
Supplementary Information to the Statements of Profit and Loss [Line Items] | |||
Amortization of intangible assets | $ 1,807 | $ 1,807 | $ 265 |
Supplementary Information to _4
Supplementary Information to the Statements of Profit and Loss (Details) - Schedule of Additional Information about Revenues - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | ||
Schedule of Additional Information about Revenues [Line Items] | ||||
Revenues from major customers | $ 58,159 | $ 42,655 | $ 56,240 | |
Customer A [Member] | ||||
Schedule of Additional Information about Revenues [Line Items] | ||||
Revenues from major customers | [1] | 32,800 | 16,195 | 11,947 |
Customer B [Member] | ||||
Schedule of Additional Information about Revenues [Line Items] | ||||
Revenues from major customers | [2] | 16,129 | 14,205 | 31,936 |
Customer C [Member] | ||||
Schedule of Additional Information about Revenues [Line Items] | ||||
Revenues from major customers | [3] | $ 9,230 | $ 12,255 | $ 12,357 |
[1] Revenue is attributed to the Proprietary segment. Refer to Note 18 (c) for more information. Revenue is attributed to the Proprietary segment. Refer to Note 18 (a) for more information. |
Supplementary Information to _5
Supplementary Information to the Statements of Profit and Loss (Details) - Schedule of Revenues Based on Location of Customers - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Schedule of Revenues Based on Location of Customers [Line Items] | |||
Total Revenue | $ 142,519 | $ 129,339 | $ 103,642 |
U.S.A [Member] | |||
Schedule of Revenues Based on Location of Customers [Line Items] | |||
Total Revenue | 73,741 | 65,296 | 49,763 |
Israel [Member] | |||
Schedule of Revenues Based on Location of Customers [Line Items] | |||
Total Revenue | 31,296 | 32,031 | 35,774 |
Canada [Member] | |||
Schedule of Revenues Based on Location of Customers [Line Items] | |||
Total Revenue | 11,162 | 10,555 | |
Europe [Member] | |||
Schedule of Revenues Based on Location of Customers [Line Items] | |||
Total Revenue | 7,088 | 5,277 | 5,677 |
Latin America [Member] | |||
Schedule of Revenues Based on Location of Customers [Line Items] | |||
Total Revenue | 12,928 | 11,293 | 9,127 |
Asia [Member] | |||
Schedule of Revenues Based on Location of Customers [Line Items] | |||
Total Revenue | 6,147 | 4,581 | 3,167 |
Others [Member] | |||
Schedule of Revenues Based on Location of Customers [Line Items] | |||
Total Revenue | $ 157 | $ 306 | $ 134 |
Supplementary Information to _6
Supplementary Information to the Statements of Profit and Loss (Details) - Schedule of Cost of Goods Sold - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | ||
Cost of goods sold [Member] | ||||
Schedule of Income and Expenses [Line Items] | ||||
Cost of materials | [1] | $ 70,308 | $ 53,666 | $ 63,945 |
Salary and related expenses | 16,330 | 14,967 | 17,486 | |
Subcontractors | 6,354 | 4,673 | 4,892 | |
Depreciation and amortization | [2] | 9,000 | 8,553 | 3,627 |
Energy | 1,383 | 1,365 | 1,464 | |
Other manufacturing expenses | 1,235 | 1,785 | 1,298 | |
Total Cost of goods sold before Inventory change | 100,610 | 85,009 | 92,712 | |
Decrease (increase) in inventories | (17,581) | (2,373) | (19,398) | |
Total Cost of goods sold | 87,029 | 82,636 | 73,314 | |
Research and development [Member] | ||||
Schedule of Income and Expenses [Line Items] | ||||
Salary and related expenses | 5,110 | 5,608 | 5,076 | |
Subcontractors | 4,677 | 4,216 | 3,656 | |
Materials and allocation of facility costs | 2,971 | 2,538 | 1,896 | |
Depreciation and amortization | 586 | 574 | 616 | |
Others | 589 | 236 | 113 | |
Total Research and development | 13,933 | 13,172 | 11,357 | |
Selling and marketing [Member] | ||||
Schedule of Income and Expenses [Line Items] | ||||
Salary and related expenses | 4,907 | 4,047 | 1,930 | |
Packing, shipping and delivery | 1,366 | 1,484 | 912 | |
Marketing and advertising | 2,634 | 3,676 | 1,340 | |
Registration and marketing fees | 4,362 | 3,463 | 1,262 | |
Depreciation and amortization | [3] | 2,090 | 2,056 | 488 |
Others | 834 | 558 | 346 | |
Total Selling and marketing | 16,193 | 15,284 | 6,278 | |
General and administrative [Member] | ||||
Schedule of Income and Expenses [Line Items] | ||||
Salary and related expenses | 5,283 | 4,455 | 3,853 | |
Employees welfare | 1,337 | 1,299 | 1,259 | |
Professional fees and public company expense | 4,305 | 4,213 | 5,055 | |
Depreciation, amortization and impairment | 1,035 | 973 | 875 | |
Communication and software services | 1,201 | 905 | 977 | |
Others | 1,220 | 958 | 617 | |
Total General and administrative | 14,381 | 12,803 | 12,636 | |
Financial (expense)income [Member] | ||||
Schedule of Income and Expenses [Line Items] | ||||
Interest income from cash deposit | 588 | 91 | 295 | |
Revaluation of long term liabilities | (980) | (6,266) | (994) | |
Fees and interest expense to financial institutions | (1,298) | (914) | (283) | |
Derivatives instruments measured at fair value | 149 | 548 | (565) | |
Translation differences of financial assets and liabilities | (94) | (250) | 358 | |
Total Financial (expense) income | $ (1,635) | $ (6,791) | $ (1,189) | |
[1] Costs of materials for the year ended December 31, 2021, includes $24,282 of inventory obtained in connection with the business combination. Refer to Note 5b for further detail on the business combination. Including amortization of intangible assets in the amount of $5,376 for each of the years ended December 31, 2023 and 2022, and $574 for the year ended December 31, 2021 Including amortization of intangible assets in the amount of $1,807 for each of the years ended December 2023 and 2022, and $265 for the year ended December 31, 2021. |
Income (Loss) Per Share (Detail
Income (Loss) Per Share (Details) - Schedule of Number of Shares and Income (Loss) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Schedule of Number of Shares and Income (Loss) [Abstract] | |||
Weighted Number of Shares For the computation of basic income (loss) | 48,830,479 | 44,815,248 | 44,771,766 |
Income Attributed to equity holders of the Company For the computation of basic income (loss) | $ 8,284 | $ (2,321) | $ (2,230) |
Weighted Number of Shares Effect of potential dilutive ordinary shares | 4,845,035 | 41,328 | 130,177 |
Income Attributed to equity holders of the Company Effect of potential dilutive ordinary shares | |||
Weighted Number of Shares For the computation of diluted income (loss) | 53,675,514 | 44,856,576 | 44,901,943 |
Loss Attributed to equity holders of the Company For the computation of diluted income (loss) | $ 8,284 | $ (2,321) | $ (2,230) |
Operating Segments (Details)
Operating Segments (Details) | 12 Months Ended |
Dec. 31, 2023 | |
Operating Segments [Abstract] | |
Number of operating segments | 2 |
Operating Segments (Details) -
Operating Segments (Details) - Schedule of Reporting on Operating Segments $ in Thousands, ₪ in Billions | 12 Months Ended | |||
Dec. 31, 2023 USD ($) | Dec. 31, 2023 ILS (₪) | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | |
Schedule of Reporting on Operating Segments [Line Items] | ||||
Revenues | $ 142,519 | ₪ 10 | $ 129,339 | $ 103,642 |
Gross profit | 55,490 | 46,703 | 30,328 | |
Unallocated corporate expenses | (45,426) | (42,171) | (31,024) | |
Finance income, net | (1,635) | (6,791) | (1,189) | |
Income (Loss) before taxes on income | 8,429 | (2,259) | (1,885) | |
Proprietary Products [Member] | ||||
Schedule of Reporting on Operating Segments [Line Items] | ||||
Revenues | 115,458 | 102,598 | 75,521 | |
Gross profit | 52,116 | 44,369 | 27,327 | |
Distribution [Member] | ||||
Schedule of Reporting on Operating Segments [Line Items] | ||||
Revenues | 27,061 | 26,741 | 28,121 | |
Gross profit | $ 3,374 | $ 2,334 | $ 3,001 |
Balances and Transactions wit_3
Balances and Transactions with Related Parties (Details) - USD ($) | 1 Months Ended | 12 Months Ended | |||||
Dec. 01, 2023 | Sep. 07, 2023 | Jul. 04, 2022 | Feb. 10, 2020 | Nov. 21, 2019 | Feb. 28, 2023 | Dec. 31, 2023 | |
Balances and Transactions with Related Parties [Line Items] | |||||||
Price per product payable percentage | 50% | ||||||
Agreement period | 5 years | ||||||
Additional agreement periods | 1 year | ||||||
Consecutive years | 2 years | ||||||
Applicable taxes (in Dollars) | $ 30,000 | ||||||
Agreement payment percentage | 60% | ||||||
Outstanding due amount (in Dollars) | $ 1,500,000 | ||||||
Percentage of outstanding ordinary shares | 38% | 38% | 38% | ||||
Bottom of range [member] | |||||||
Balances and Transactions with Related Parties [Line Items] | |||||||
Discontinues selling the products | 45 days | ||||||
Top of range [member] | |||||||
Balances and Transactions with Related Parties [Line Items] | |||||||
Discontinues selling the products | 90 days | ||||||
Chief Executive Officer [Member] | |||||||
Balances and Transactions with Related Parties [Line Items] | |||||||
Annual bonus (in Dollars) | $ 176,000 |
Balances and Transactions wit_4
Balances and Transactions with Related Parties (Details) - Schedule of Balances with Related Parties - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Balances with related parties [Member] | ||||
Schedule of Transactions with Related Parties [Line Items] | ||||
Trade receivable | $ 544 | |||
Trade payables | $ 96 | 101 | ||
Other accounts payables | 45 | 85 | ||
Transactions with employed/directors that accounts as related parties [Member] | ||||
Schedule of Transactions with Related Parties [Line Items] | ||||
Remuneration of directors not employed by the Company or on its behalf | 548 | $ 331 | $ 487 | |
Directors not employed by the Company | 11 | 9 | 9 | |
Total Directors employed and not employed by the Company | 11 | 9 | $ 9 | |
Transactions with key executive personnel [Member] | ||||
Schedule of Transactions with Related Parties [Line Items] | ||||
Salary and Related Expenses | 3,771 | 3,590 | 2,791 | |
Share-based payment | 728 | 547 | 255 | |
Total | 4,499 | 4,137 | 3,046 | |
Transactions with related parties [Member] | ||||
Schedule of Transactions with Related Parties [Line Items] | ||||
Revenues | 2,676 | 5,298 | 5,356 | |
Cost of Goods Sold | 7 | 19 | 51 | |
Selling and marketing expenses | ||||
General and administrative expenses | $ 223 | $ 214 | $ 227 |
Balances and Transactions wit_5
Balances and Transactions with Related Parties (Details) - Schedule of CEO Employment Terms ₪ in Thousands, $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 USD ($) | Dec. 31, 2023 ILS (₪) | |
2020 [Member] | ||
Balances and Transactions with Related Parties (Details) - Schedule of CEO Employment Terms [Line Items] | ||
Effective date | July 1, 2019 | July 1, 2019 |
Company’s Board approval Month/Year | March 2020 | March 2020 |
Monthly Gross salary (NIS) | $ 25,462 | ₪ 88,000 |
Monthly Gross salary (USD) | $ 25,462 | ₪ 88,000 |
2021 [Member] | ||
Balances and Transactions with Related Parties (Details) - Schedule of CEO Employment Terms [Line Items] | ||
Effective date | July 1, 2021 | July 1, 2021 |
Company’s Board approval Month/Year | October 2021 | October 2021 |
Monthly Gross salary (NIS) | $ 28,607 | ₪ 92,400 |
Monthly Gross salary (USD) | $ 28,607 | ₪ 92,400 |
2022 [Member] | ||
Balances and Transactions with Related Parties (Details) - Schedule of CEO Employment Terms [Line Items] | ||
Effective date | July 1, 2022 | July 1, 2022 |
Company’s Board approval Month/Year | November 2022 | November 2022 |
Monthly Gross salary (NIS) | $ 28,575 | ₪ 96,000 |
Monthly Gross salary (USD) | $ 28,575 | ₪ 96,000 |
2023 [Member] | ||
Balances and Transactions with Related Parties (Details) - Schedule of CEO Employment Terms [Line Items] | ||
Effective date | July 1, 2023 | July 1, 2023 |
Company’s Board approval Month/Year | December 2023 | December 2023 |
Monthly Gross salary (NIS) | $ 27,570 | ₪ 100,000 |
Monthly Gross salary (USD) | $ 27,570 | ₪ 100,000 |