Document_And_Entity_Informatio
Document And Entity Information | 12 Months Ended |
Dec. 31, 2014 | |
Document Information [Line Items] | |
Entity Registrant Name | Galmed Pharmaceuticals Ltd. |
Entity Central Index Key | 1595353 |
Current Fiscal Year End Date | -19 |
Entity Filer Category | Non-accelerated Filer |
Trading Symbol | GLMD |
Entity Common Stock, Shares Outstanding | 11,100,453 |
Document Type | 20-F |
Amendment Flag | FALSE |
Document Period End Date | 31-Dec-14 |
Document Fiscal Period Focus | FY |
Document Fiscal Year Focus | 2014 |
Entity Well-known Seasoned Issuer | No |
Entity Voluntary Filers | No |
Entity Current Reporting Status | Yes |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current assets | ||
Cash and cash equivalents | $23,736 | $137 |
Short-term deposit | 6,000 | 0 |
Marketable securities | 2,250 | 0 |
Other accounts receivable | 165 | 16 |
Total current assets | 32,151 | 153 |
Property and equipment, net | 774 | 13 |
Total assets | 32,925 | 166 |
Current liabilities | ||
Trade payables | 875 | 1,355 |
Other accounts payable | 243 | 334 |
Total current liabilities | 1,118 | 1,689 |
Related parties | 400 | 428 |
Total long-term liabilities | 400 | 428 |
Stockholders’ equity (deficiency) | ||
Ordinary shares, par value NIS 0.01 per share, $1 per share - 2013; Authorized 50,000 shares; Issued and outstanding: 11,100,453 shares as of December 31, 2014, 9,739 shares - 2013 | 32 | 10 |
Additional paid-in capital | 68,116 | 25,681 |
Accumulated other comprehensive income | 4 | 0 |
Accumulated deficit | -36,745 | -27,642 |
Total stockholders’ equity (deficiency) | 31,407 | -1,951 |
Total liabilities and stockholders’ equity (deficiency) | $32,925 | $166 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) | Dec. 31, 2014 | Dec. 31, 2013 |
ILS | USD ($) | |
Ordinary shares, Par or Stated Value Per Share | 0.01 | $1 |
Ordinary shares, Shares Authorized | 50,000 | 50,000 |
Ordinary shares, Shares, Issued | 11,100,453 | 9,739 |
Ordinary shares, Shares, Outstanding | 11,100,453 | 9,739 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 12 Months Ended | |||||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |||
Research and development, expenses | $6,664 | $7,207 | $2,443 | |||
General and administrative expenses | 2,478 | 7,355 | 694 | |||
Capital loss | 0 | 10 | 0 | |||
Total operating expenses | 9,142 | 14,572 | 3,137 | |||
Financial expenses (income), net | -40 | 2,912 | 6 | |||
Loss before income taxes | 9,102 | 17,484 | 3,143 | |||
Income taxes | 1 | 1 | 6 | |||
Net loss | $9,103 | $17,485 | $3,149 | |||
Basic and diluted net loss per share from continuing operations (in dollars per share) | $0.88 | $3.45 | $0.63 | |||
Weighted-average number of shares outstanding used in computing basic and diluted net loss per share (in shares) | 10,323,686 | [1] | 5,069,466 | [1] | 4,955,837 | [1] |
[1] | Retroactively adjusted to reflect the 729:1 share split, which occurred upon consummation of the Reorganization. |
Consolidated_Statements_of_Ope1
Consolidated Statements of Operations (Parenthetical) | 12 Months Ended |
Dec. 31, 2014 | |
Stockholders' Equity Note, Stock Split, Conversion Ratio | 729 |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive Loss (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Net loss | $9,103 | $17,485 | $3,149 |
Other comprehensive income: | |||
Net unrealized gain on available for sale securities | 4 | 0 | 0 |
Comprehensive loss | $9,099 | $17,485 | $3,149 |
Consolidated_Statements_of_Cha
Consolidated Statements of Changes in Shareholder's Equity (Deficiency) (USD $) | Total | Ordinary shares [Member] | Additional paid-in capital [Member] | Capital note [Member] | Accumulated other comprehensive income [Member] | Accumulateddeficit [Member] | |
In Thousands, except Share data | |||||||
Balance at Dec. 31, 2011 | ($2,710) | $7 | $4,239 | $52 | $0 | ($7,008) | |
Balance (in shares) at Dec. 31, 2011 | 6,853 | ||||||
Capital note | 3,672 | 0 | 0 | 3,672 | 0 | ||
Capital note (in shares) | 0 | ||||||
Unrealized gain from marketable securities | 0 | ||||||
Stock based compensation | 208 | 0 | 208 | 0 | 0 | ||
Net loss | -3,149 | 0 | 0 | 0 | -3,149 | ||
Balance at Dec. 31, 2012 | -1,979 | 7 | 4,447 | 3,724 | 0 | -10,157 | |
Balance (in shares) at Dec. 31, 2012 | 6,853 | ||||||
Capital note | 0 | 2 | 3,722 | -3,724 | 0 | 0 | |
Capital note (in shares) | 1,432 | ||||||
Conversion of loans, December 2013 | 6,542 | 1 | 6,541 | 0 | 0 | 0 | |
Conversion of loans, December 2013 (in shares) | 1,408 | ||||||
Issuance of ordinary shares in December 2013 | 120 | 0 | 120 | 0 | 0 | 0 | |
Issuance of ordinary shares in December 2013 (in shares) | 46 | ||||||
Unrealized gain from marketable securities | 0 | ||||||
Stock based compensation | 10,851 | 0 | 10,851 | 0 | 0 | 0 | |
Net loss | -17,485 | 0 | 0 | 0 | 0 | -17,485 | |
Balance at Dec. 31, 2013 | -1,951 | 10 | 25,681 | 0 | 0 | -27,642 | |
Balance (in shares) at Dec. 31, 2013 | 9,739 | ||||||
Issuance of ordinary shares in December 2013 | 2,000 | 2 | 1,998 | 0 | 0 | 0 | |
Issuance of ordinary shares in December 2013 (in shares) | 560,224 | ||||||
Reorganization and stock split *) | [1] | -1,951 | 20 | 25,671 | 0 | 0 | -27,642 |
Reorganization and stock split *) (in shares) | [1] | 7,099,731 | |||||
Issuance of ordinary shares upon initial public offering, net in March 2014 **) | [2] | 39,856 | 9 | 39,847 | 0 | 0 | 0 |
Issuance of ordinary shares upon initial public offering, net in March 2014 **) (in shares) | [2] | 3,263,010 | |||||
Cashless exercise of options | 0 | 1 | -1 | 0 | 0 | 0 | |
Cashless exercise of options (in shares) | 177,488 | ||||||
Unrealized gain from marketable securities | 4 | 0 | 0 | 4 | 0 | ||
Stock based compensation | 601 | 0 | 601 | 0 | 0 | 0 | |
Net loss | -9,103 | 0 | 0 | 0 | -9,103 | ||
Balance at Dec. 31, 2014 | $31,407 | $32 | $68,116 | $0 | $4 | ($36,745) | |
Balance (in shares) at Dec. 31, 2014 | 11,100,453 | ||||||
[1] | See also Note 1. | ||||||
[2] | Net of offering costs in the amount of $4,204. |
Consolidated_Statements_of_Cha1
Consolidated Statements of Changes in Shareholder's Equity (Deficiency) (Parenthetical) (USD $) | 12 Months Ended |
Dec. 31, 2014 | |
Payments of Stock Issuance Costs | $4,204 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 12 Months Ended | |||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |||
Cash flow from operating activities | ||||||
Net loss for the year | ($9,103) | ($17,485) | ($3,149) | |||
Adjustments required to reconcile net loss to net cash used in operating activities: | ||||||
Depreciation and amortization | 9 | 4 | 5 | |||
Capital loss | 0 | 10 | 0 | |||
Non-cash financial expenses due to convertible notes modification | 0 | 2,878 | 0 | |||
Stock-based compensation expense | 601 | 10,851 | 208 | |||
Changes in operating assets and liabilities: | ||||||
Decrease (Increase) in other accounts receivable | -149 | -2 | -11 | |||
Increase (decrease) in trade payables | -480 | 954 | -89 | |||
Increase (decrease) in other accounts payable | -91 | 228 | -103 | |||
Increase (decrease) in related party | -28 | 38 | 60 | |||
Net cash provided by (used in) operating activities | -9,241 | -2,524 | -3,079 | |||
Cash flow from investing activities | ||||||
Purchase of property and equipment | -770 | -13 | -32 | |||
Proceeds from sale of property and equipment | 0 | 16 | 0 | |||
Investment in securities, available for sale | -2,246 | 0 | 0 | |||
Investment in short-term deposit | -6,000 | 0 | 0 | |||
Net cash provided by (used in) investing activities | -9,016 | 3 | -32 | |||
Cash flow from financing activities | ||||||
Credit from bank | 0 | 0 | -9 | |||
Receipt of short term loan from bank | 0 | 0 | 26 | |||
Repayments of short-term loan from bank | 0 | -20 | -6 | |||
Receipt of convertible notes | 0 | 1,840 | 0 | |||
Issuance of ordinary shares | 2,000 | 120 | 0 | |||
Issuance of ordinary shares upon IPO, net *) | 39,856 | [1] | 0 | [1] | 0 | [1] |
Issuance of capital note | 0 | 0 | 3,672 | |||
Net cash provided by financing activities | 41,856 | 1,940 | 3,683 | |||
Increase (decrease) in cash and cash equivalents | 23,599 | -581 | 572 | |||
Cash and cash equivalents at the beginning of the year | 137 | 718 | 146 | |||
Cash and cash equivalents at the end of the year | 23,736 | 137 | 718 | |||
Supplemental disclosure of cash flow information: | ||||||
Interest Paid | 4 | 0 | 0 | |||
Convertible Debt [Member] | ||||||
Non cash activity: | ||||||
Conversion of convertible debt into ordinary shares | 0 | 6,542 | 0 | |||
Capital Note [Member] | ||||||
Non cash activity: | ||||||
Conversion of convertible debt into ordinary shares | $0 | $3,724 | $0 | |||
[1] | Net of offering costs in the amount of $4,204. |
Consolidated_Statements_of_Cas1
Consolidated Statements of Cash Flows (Parenthetical) (USD $) | 12 Months Ended |
Dec. 31, 2014 | |
Payments of Stock Issuance Costs | $4,204 |
General
General | 12 Months Ended |
Dec. 31, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | Note 1 – General |
Galmed Pharmaceuticals Ltd. (the “Company”) is a clinical-stage biopharmaceutical company primarily focused on the development and commercialization of therapeutics for the treatment of liver diseases and cholesterol gallstones. | |
The Company was incorporated in Israel on July 31, 2013 and has not commenced operations until February 2, 2014. On February 2, 2014, upon a pre-ruling from the Israeli Tax Authorities, the Company underwent a reorganization (the “Reorganization”) pursuant to which all of Galmed Holdings Inc.’s business, including shares in its fully owned subsidiary, Galmed 2000, which was incorporated in British virgin island) and net assets, was transferred to the Company. Contemporaneously, Galmed Pharmaceuticals Ltd. effected a stock split of 729:1. This Reorganization is considered a restructuring under common control in which the Company is the Successor (the “Successor”) and Galmed Holdings Inc. (which, as of the date of the Reorganization, was owned in the same holding percentage by the same shareholders who owned the Company) is the predecessor (the “Predecessor”). | |
Accordingly, the Company succeeded the Predecessor's activities and comparative amounts which is presented on these financial statements. | |
All the data in the accompanying notes regarding the amount of shares, options, warrants, capital notes, convertible notes, per share and par value is retroactively adjusted to reflect the 729:1 share split, which occurred upon consummation of the Reorganization. | |
The Company holds a wholly owned subsidiary, Galmed International Ltd., which was incorporated in Malta. Galmed International Ltd. holds a wholly owned subsidiary, Galmed Medical Research Ltd., which was incorporated in Israel. | |
The Company also holds a wholly owned subsidiary, Galmed Research and Development Ltd., which was incorporated in Israel. | |
Significant_Accounting_Policie
Significant Accounting Policies | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Accounting Policies [Abstract] | |||||
Significant Accounting Policies [Text Block] | Note 2 – Significant Accounting Policies | ||||
A. | Basis of presentation | ||||
The consolidated financial statements have been prepared in accordance with United States Generally Accepted Accounting Principles ("U.S. GAAP"). | |||||
B. | Use of estimates | ||||
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. | |||||
C. | Financial statement in U.S. dollars | ||||
The functional currency of the Company and its subsidiaries is the U.S dollar (the “dollar”), because the dollar is the currency of the primary economic environment in which the Company and its subsidiaries operate, and expect to continue operating in the foreseeable future. Transactions and balances denominated in dollars are presented in their original amounts. Non-dollar transactions and balances have been re-measured to dollars in accordance with the provisions of ASC 830-10, “Foreign Currency Translation.” All transaction gains and losses from re-measurement of monetary balance sheet items denominated in non-dollar currencies are reflected in the statement of operations as financial income or expenses, as appropriate. | |||||
D. | Principles of consolidation | ||||
The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries: Galmed Research and Development Ltd, Galmed 2000 Inc., Galmed International Ltd., and Galmed Medical Research Ltd. All intercompany balances and transactions were eliminated upon consolidation. | |||||
E. | Cash and cash equivalents | ||||
Cash equivalents are short-term, highly liquid investments that are readily convertible to cash with maturities of three months or less as of the date acquired. | |||||
F. | Short-term bank deposits | ||||
Short-term bank deposits are deposits with maturities of more than three months but less than one year. The short-term bank deposits are presented at their cost. As of December 31, 2014, the Company’s bank deposits were in U.S. dollars and bore interest at a weighted -average interest rate of 0.6%. | |||||
G. | Marketable securities | ||||
Marketable securities are considered to be available for sale and are carried at fair value. Unrealized gains and losses, if any, are reported as a separate component of stockholders’ equity. The cost of marketable securities classified as available for sale is adjusted for amortization of premiums and accretion of discounts to maturity. Such amortization and accretion are included in interest income. Realized gains and losses, if any, are also included in other income, net. The cost of securities sold is based on the specific identification method. | |||||
H. | Property and equipment | ||||
Property and equipment are stated at cost, less accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets. | |||||
The annual depreciation rates are as follows: | |||||
% | |||||
Office furniture and equipment | 7 | ||||
Computer software, electronic and medical equipment | 15–33 | ||||
I. | Impairment of long-lived assets | ||||
The Company’s and its subsidiaries’ long-lived assets are reviewed for impairment in accordance with ASC 360-10, “Accounting for the Impairment or Disposal of Long-Lived Assets,” whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of the assets to the future undiscounted cash flows expected to be generated by the assets. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds their fair value. During 2014 and 2013, no impairment losses were identified. | |||||
J. | Severance pay | ||||
The Company’s liability for severance pay is calculated in accordance with Israeli law, based on the most recent salary paid to each employee and the length of employment with the Company. Part of the liability is funded through individual insurance policies purchased from outside insurance companies, which are not under the Company’s control. The Company employees are included under section 14 of the Severance Compensation Act, 1963 (“Section 14”) for a portion of their salaries. According to Section 14, these employees are entitled to monthly deposits at a rate of 8.33% of their monthly salary, made in their name with such insurance companies. Under the Severance Compensation Act, 1963, payments in accordance with Section 14 release the Company from any future severance payments to those employees. The aforementioned deposits are not recorded as an asset in the Company’s balance sheet. | |||||
K. | Fair value of financial instruments | ||||
The estimated fair value of financial instruments was determined by the Company using available market information and valuation methodologies. Considerable judgment is required in estimating fair values. Accordingly, the estimates may not be indicative of the amounts the Company could realize in a current market exchange. | |||||
The following methods and assumptions were used by the Company in estimating its fair value disclosures for financial instruments: | |||||
The carrying amounts of cash and cash equivalents, short-term bank deposits, marketable securities and trade payables approximate their fair value due to the short-term maturity of such instruments. | |||||
Fair value is an exit price representing the amount that would be received upon selling an asset or that would be paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions used by market participants in pricing an asset or a liability. | |||||
A three-tier fair-value hierarchy was established as a basis for considering such assumptions and for inputs used in the valuation methodologies in measuring fair value: | |||||
Level 1 - Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets | |||||
Level 2 - Other inputs that are directly or indirectly observable in the marketplace; and | |||||
Level 3 - Unobservable inputs that are supported by little or no market activity | |||||
The fair value hierarchy also requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. | |||||
L. | Convertible notes | ||||
The Company examines its issued convertible notes under ASC 470-20, “Debt with Conversion and Other Options,” according to which the proceeds from the sale of debt securities with a conversion feature and or other options are allocated to each of the issued securities based on their relative fair value. | |||||
The Company also examined its issued convertible notes under ASC Topic 815, “Derivatives and Hedging,” which generally provides criteria that, if met, require companies to bifurcate conversion options from their host instruments and account for them as freestanding derivative financial instruments. These three criteria are: (i) the economic characteristics and risks of the embedded derivative instrument are not clearly and closely related to the economic characteristics and risks of the host contract; (ii) the hybrid instrument that embodies both the embedded derivative instrument and the host contract is not re-measured at fair value under otherwise-applicable generally accepted accounting principles with changes in fair value reported in earnings; and (iii) a separate instrument with the same terms as the embedded derivative instrument would be considered a derivative instrument subject to the requirements of ASC Topic 815. | |||||
In determining whether an embedded derivative should be bifurcated, the Company considers all other scope exceptions provided by that topic. One scope exception particularly relevant to convertible instruments is whether the embedded conversion feature is both indexed to, and classified in, the Company’s equity. | |||||
The Company further considered whether, under ASC 470-20-25, a beneficial conversion feature exists. If so, then the Company should have allocated the beneficial conversion feature to an equity component based on the benefit of the conversion terms granted to purchasers on the issuance date. | |||||
The Company examined and determined that no beneficial conversion feature exists under ASC 470-20. The Company also examined and determined that no derivative financial instrument exists that is subject to the requirements of ASC Topic 815 that should be bifurcated and separately accounted for as a derivative financial instrument. | |||||
M. | Accounting for stock-based compensation | ||||
The Company applies ASC 718-10, “Share-Based Payment,” which requires the measurement and recognition of compensation expense for all share-based payment awards made to employees and directors, including employee stock options under the Company’s stock plans, based on estimated fair values. ASC 718-10 requires companies to estimate the fair value of equity-based payment awards on the date of grant using an option-pricing model. The value of the portion of the award that is ultimately expected to vest is recognized as expense over the requisite service periods in the Company’s consolidated statement of operations. | |||||
The Company recognizes compensation expense for the value of non-employee awards, which have graded vesting, based on the accelerated attribution method over the requisite service period of each award, net of estimated forfeitures. | |||||
The Company recognizes compensation expenses for the value of employee awards, which have graded vesting, based on the straight-line method over the requisite service period of each of the awards, net of estimated forfeitures. | |||||
The Company estimates the fair value of restricted shares based on the market price of the shares at the grant date, and estimates the fair value of stock options granted using a Black-Scholes option-pricing model. The option-pricing model requires a number of assumptions, the most significant of which are the expected stock-price volatility and the expected option term (the time from the grant date until the options are exercised or expire). | |||||
The Company’s calculations of the expected volatility were based upon actual historical stock-price movements over the period, which was equal to the expected option term. The expected option term was calculated for options granted to employees and directors in accordance with ASC-718-10-S99, using the “simplified” method, and grants to non-employees were based on the contractual term. Historically, the Company has not paid dividends, and has no foreseeable plans to do so. The risk-free interest rate is based on the yield from U.S. Treasury zero-coupon bonds with an equivalent term. | |||||
The following assumptions were used for the fiscal year 2014 and 2013 grants: dividend yield of 0.00% for both periods; risk-free interest rate between 0.91% and 1.68%; an expected life between five and six years; and a volatility rate ranging between 76% to 80% | |||||
N. | Research and development expenses | ||||
Research and development expenses are charged to the statement of operations as incurred. | |||||
O. | Income taxes | ||||
The Company accounts for income taxes utilizing the asset and liability method in accordance with ASC 740, “Income Taxes.” Current tax liabilities are recognized for the estimated taxes payable on tax returns for the current year. Deferred tax liabilities or assets are recognized for the estimated future tax effects attributable to temporary differences between the income-tax bases of assets and liabilities and their reported amounts in the financial statements and for tax loss carry forwards. Measurement of current and deferred tax liabilities and assets is based on provisions of enacted tax laws, and deferred tax assets are reduced, if necessary, by the amount of tax benefits, the realization of which is not considered more likely than not based on available evidence. | |||||
ASC 740-10 requires a two-step approach to recognizing and measuring uncertain tax positions. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates that it is more likely than not that the position will be sustained on audit, including resolution of related appeals or litigation processes, if any. The second step is to measure the tax benefit as the largest amount that is more than 50% likely of being realized upon ultimate settlement. | |||||
P. | Basic and diluted net loss per share | ||||
Basic net loss per share is computed based on the weighted-average number of shares outstanding during each year. Diluted net loss per share is computed based on the weighted-average number of shares outstanding during each year, plus the dilutive potential of the ordinary shares considered outstanding during the year, in accordance with ASC 260-10, “Earnings Per Share.” | |||||
All outstanding stock options and warrants were excluded from the calculation of the diluted loss per share for the years ended December 31, 2014 and 2013 because all such securities have an anti-dilutive effect. | |||||
Investments
Investments | 12 Months Ended | |||||||||||||
Dec. 31, 2014 | ||||||||||||||
Investments [Abstract] | ||||||||||||||
Investments in Debt and Equity Instruments, Cash and Cash Equivalents, Unrealized and Realized Gains (Losses) [Text Block] | Note 3 – Investments | |||||||||||||
The following table summarizes the Company’s cash, cash equivalents, and investments as of December 31, 2014 and 2013 | ||||||||||||||
As of December 31, 2014 | ||||||||||||||
Gross | Gross | |||||||||||||
Unrealized | Unrealized | Estimated | ||||||||||||
Cost Basis | Gains | Losses | Fair Value | |||||||||||
(in thousands) | ||||||||||||||
Cash and cash equivalents | $ | 23,736 | $ | – | $ | – | $ | 23,736 | ||||||
Short-term deposit | 6,000 | – | – | 6,000 | ||||||||||
Marketable securities | 2,246 | 7 | -3 | 2,250 | ||||||||||
Total cash, cash equivalents and investments | $ | 31,982 | $ | 7 | $ | -3 | $ | 31,986 | ||||||
As of December 31, 2013 | ||||||||||||||
Gross | Gross | |||||||||||||
Unrealized | Unrealized | Estimated | ||||||||||||
Cost Basis | Gains | Losses | Fair Value | |||||||||||
(in thousands) | ||||||||||||||
Cash and cash equivalents | $ | 137 | $ | – | $ | – | $ | 137 | ||||||
Total cash and cash equivalents | $ | 137 | $ | – | $ | – | $ | 137 | ||||||
Other_Accounts_Receivable
Other Accounts Receivable | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Receivables [Abstract] | ||||||||
Loans, Notes, Trade and Other Receivables Disclosure [Text Block] | Note 4 – Other Accounts Receivable | |||||||
As of December 31 | ||||||||
2014 | 2013 | |||||||
(in thousands) | ||||||||
Government institutions | $ | 51 | $ | 11 | ||||
Interest receivable | 13 | – | ||||||
Prepaid expenses | 101 | 5 | ||||||
$ | 165 | $ | 16 | |||||
Property_and_equipment_net
Property and equipment, net | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Property, Plant and Equipment [Abstract] | ||||||||
Property, Plant and Equipment Disclosure [Text Block] | Note 5 – Property and equipment, net | |||||||
As at December 31 | ||||||||
2014 | 2013 | |||||||
(in thousands) | ||||||||
Medical equipment | $ | 750 | $ | – | ||||
Office furniture and equipment | 5 | 3 | ||||||
Computer software and electronic equipment | 45 | 27 | ||||||
800 | 30 | |||||||
Accumulated depreciation | 26 | 17 | ||||||
Net book value | $ | 774 | $ | 13 | ||||
Other_Accounts_Payable
Other Accounts Payable | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Accounts Payable, Current [Abstract] | ||||||||
Accounts Payable and Accrued Liabilities Disclosure [Text Block] | Note 6 – Other Accounts Payable | |||||||
As of December 31 | ||||||||
2014 | 2013 | |||||||
(in thousands) | ||||||||
Accrued expenses | $ | 81 | $ | 236 | ||||
Employees and related institutions | 84 | 22 | ||||||
Accrued vacation *) | 78 | 76 | ||||||
$ | 243 | $ | 334 | |||||
*) | Including inter alia due to a related party in the amount of $68 thousand and $70 thousand, as of December 31, 2014 and 2013, respectively. | |||||||
Convertible_Notes
Convertible Notes | 12 Months Ended |
Dec. 31, 2014 | |
Debt Disclosure [Abstract] | |
Short-term Debt [Text Block] | Note 7 – Convertible Notes |
From August through October 2013, the Company issued short-term convertible notes to various investors (the “Investors”) in the aggregated amount of $1.84 million. Such notes were convertible into ordinary shares of the Company based on a price per share of $7.45. On December 1, 2013, the Company and the Investors signed an amendment that changed the conversion price per share to $3.57. The amendment was in line with a negotiation held simultaneously with an investor, which resulted in an issuance of ordinary shares (see note 10.A.5), reflecting a price per share of $3.57. The shares were issued at a discount from the Company’s estimation regarding its own fair value due to the necessity of raising additional funds in order to finance its operational activity. | |
The Company applied the provisions of ASC 470-50, “Modifications and Extinguishments,” to account for debt modification. The Company first determined that the exchange was not considered a troubled debt, mainly due to the fact that no concession was granted by the creditor. Based on the provisions of ASC 470-50, the Company determined that the exchange resulted in an extinguishment of the old convertible notes and the issuance of new convertible notes. | |
The Company recorded the new convertible notes by its measured fair value. The difference between the fair value of the new convertible notes and the net carrying amount of the extinguished notes, approximately $2.9 million—was recorded in the statement-of- operations report as a financial expense for the year ended December 31, 2013. | |
The Company measured the fair value of the new convertible notes according to present value techniques that are commensurate with valuation techniques used in valuation of convertible notes, which includes the fair value of the loan and the fair value of the conversion feature. | |
The following assumptions were used for measuring the fair value of the new convertible notes: dividend yield of 0.00%; risk-free interest rate of 1.71%; expected life of five years; volatility rate of 70%; and a discount rate of 20%. | |
On December 10, 2013, upon request of the convertible-notes holders, the notes fully converted into 515,403 ordinary shares with a par value of NIS 0.01. | |
In December 2013, upon request of the convertible-notes holders, the Company converted all of its outstanding convertible notes into 1,026,432 ordinary shares with a par value of NIS 0.01 per share. | |
Related_Parties
Related Parties | 12 Months Ended | ||
Dec. 31, 2014 | |||
Related Party Transactions [Abstract] | |||
Related Party Transactions Disclosure [Text Block] | Note 8 – Related Parties | ||
A. | Balances | ||
1 | On January 1, 2007, the Company entered into a consulting agreement with a consulting company (the "Consulting Company") owned by a member of the Company's Board of Directors, who is also the Company's CEO and a shareholder of the Company. The maximum monthly consideration for the services provided pursuant to the agreement is $10 thousand. | ||
In January 2012, the Consulting Company increased the scope of its services and, accordingly, the monthly fee was increased to $20 thousand. Later in 2012, the Consulting Company agreed to waive the majority of its 2012 fees. | |||
On December 23, 2013, the company entered into an employment agreement with its CEO, who and therefor the agreement with the Consulting Company was terminated. | |||
As of December 31, 2014, the Company had no debt, related to the mentioned Consulting agreement. | |||
2 | As of December 31, 2014 and 2013, the Company had an accrual in the amount of $255 thousand and $223 thousand, respectively, pursuant to an employment agreement with its CEO. | ||
3 | In December 2011, the Company signed an agreement with the beneficiaries of one of its cofounders, which stated that the beneficiaries are entitled to an aggregate amount of $263 thousand as a result of outstanding obligations of the Company owed to the late co-founder. Such amount is subject to annual interest equal to LIBOR + 1%. | ||
As of December 31, 2014 and 2013, the aggregated outstanding amount of the aforementioned liabilities was $280 thousand and $275 thousand, respectively. | |||
B. | Transactions | ||
1 | During 2013 and 2012, the Company recognized consulting fees and expenses owed to the Consulting Company in the amount of $10 thousand and $20 thousand, respectively. | ||
2 | During 2014, 2013 and 2012, the Company recorded salary expenses in the amount of $512 thousand, $34 thousand and $55 respectively, pursuant to an employment agreement with its CEO. | ||
3 | In 2012, the Company issued 241,299 options in order to purchase ordinary shares of the Company to the chairman of its board of directors. During 2014, 2013 and 2012, the stock-based compensation expenses with respect to the options amounted to $43 thousand, $101 thousand and $208 thousand, respectively. See also Note 10.A.7. | ||
4 | During the years 2009 through 2011 and the year 2013, the Company received convertible notes in the amount of $1.2 million and $574 thousand, respectively, from various existing shareholders. | ||
In December 2013, upon the request of the convertible-notes holders, the notes were fully converted. See also Note 7. | |||
5 | In December 2013, the Company granted 806,274 options to purchase ordinary shares of the Company with a NIS 0.01 par value to certain directors. The options will vest over various periods not exceeding two years and will expire in September 2023. The exercise price is between $0.01 and $3.57 per share. As of December 31, 2014, the amount of vested Options is 762,534. The aggregate grant date fair value of such options is $7.8 million. During the year 2014 and 2013, with respect to the above-mentioned options, the Company recorded stock-based compensation expenses in the amount of $413 thousand and $7,0 nillion, respectively,. See also Note 10. | ||
6 | During 2014, the Company granted 685,749 options to purchase ordinary shares of the Company with a NIS 0.01 par value to certain directors. The options will vest over various periods not exceeding four years and will expire 10 years from the grant date. The exercise price is between $3.57 and $5.49 per share. The grant of 310,000 options to certain directors is subject to the approval of the general shareholders’ meeting. As of December 31, 2014, the amount of vested Options is 21,456. The aggregate grant date fair value of such options, excluding the options that are waiting the general shareholders' meeting approval, is $285 thousand. During the year 2014 the Company recorded stock-based compensation expenses in the amount of $142 thousand with respect to the above-mentioned options. See also Note 10. | ||
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies Disclosure [Text Block] | Note 9 – Commitments and Contingencies |
In 2002, the Company entered an agreement with Aventis Pharma Deutschland GmbH. (“Aventis”), in which Aventis agreed that the Company will have the exclusive worldwide right to commercialize an invention covered by Israeli patent application 123998 and PCT/IL99/00173, and the Company agreed to pay Aventis a royalty of 10% in respect of all income that the Company or its affiliates may receive from the commercialization of such invention which is related to the prevention and treatment of gallstones. | |
Shareholders_Equity_Deficiency
Shareholders' Equity (Deficiency) | 12 Months Ended | |||||||||||||
Dec. 31, 2014 | ||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||||||||||||||
Shareholders' Equity and Share-based Payments [Text Block] | Note 10 – Shareholders’ Equity (Deficiency) | |||||||||||||
A. | Ordinary shares | |||||||||||||
1 | Ordinary shares confer upon the holders the right to receive notice to participate and vote in general meetings of the Company and the right to receive dividends, if declared. | |||||||||||||
2 | During the period of September 11, 2000 (date of inception) through 2009, a total of 4,995,837 ordinary shares were issued by the Company in consideration of $4.2 million. | |||||||||||||
3 | In December 2013, upon the request of convertible-notes holders, the Company converted all of its outstanding convertible notes into 1,026,432 ordinary notes. | |||||||||||||
4 | In December 2013, upon the capital-notes holders’ request, the Company converted all of its capital notes into 1,043,928 ordinary shares with a par value of NIS 0.01 per share. | |||||||||||||
5 | On December 31, 2013, the Company signed an agreement with an investor in the Company in which the Company issued the investor 33,534 ordinary shares in consideration of $120 thousand. | |||||||||||||
6 | On February 3, 2014, the Company entered into a share purchase agreement with certain of its shareholders and new investors, pursuant to which the Company issued to such existing shareholders and new investors 560,224 ordinary shares at a price per share of $3.57 for a total consideration in the amount of approximately $2 million. | |||||||||||||
7 | During 2012, the Company granted Options to purchase 241,299 of its ordinary shares with a par value NIS 0.01 per share to the Chairman of its Board of Directors. On March 12, 2014, upon the IPO, the Chairman exercised the Options by way of a cashless exercise into 177,488 ordinary shares of the Company based upon the initial public offering price of $13.50 per share. | |||||||||||||
8 | On March 12, 2014, the Company completed an initial public offering (the “IPO”) and listed its ordinary shares on the NASDAQ Capital Market under the ticker symbol | |||||||||||||
GLMD. In the IPO, the Company issued under 3.3 million shares to the market at a price of $13.50 per share (par value NIS 0.01 per share), for a total consideration of approximately $40 million, net of offering costs in the amount of approximately $4.2 million. | ||||||||||||||
B. | Capital notes | |||||||||||||
During the years 2012 and 2011, the Company signed share-purchase agreements with various investors, according to which the Company issued such investors capital notes in the aggregate amount of $3.7 million. | ||||||||||||||
The capital notes are instruments of equity and not debt. The capital-notes holders had the right to convert the face-value amount of the capital notes, in whole or in part and without additional consideration, into ordinary shares of the Company; however, prior to such conversion, if at all, the capital notes (i) do not grant their holders with any of the rights of the Company’s shareholders; (ii) have no maturity date, do not carry interest, are not linked to any index, and are not redeemable; and (iii) are not registered. | ||||||||||||||
Accordingly, the Company classified such capital notes as an equity component. In 2013 the capital notes were fully converted into 1,043,298 ordinary shares. | ||||||||||||||
C. | Stock-based compensation | |||||||||||||
1 | During 2002, the Company granted 38,637 Options to purchase ordinary shares of the Company to a service supplier (the “Service Supplier”). The Options were fully vested at the grant date, as set forth in the agreement signed by the parties. The options exercise price is $1.50 per share. As of December 31, 2014, all the aforementioned options were outstanding. | |||||||||||||
2 | In December 2013, the Company granted 1,219,617 Options to purchase ordinary shares of the Company to certain consultants and directors. The options will vest over various periods not exceeding two years and will expire in September 2023. The option exercise price is between $0.01 and $3.57 per share. As of December 31, 2014, the amount of vested Options is 825,228. | |||||||||||||
3 | In February 2014, the Company granted options to purchase 8,583 of its ordinary shares to a member of the board of directors. The options are fully vested and expire in September 2023. The exercise price is $3.57 per share, and the fair value of such options at the grant date was $95 thousand. | |||||||||||||
4 | In March 2014, the Company granted Options to purchase 17,166 of its ordinary shares to a member of the board of directors. The options vest over three years and expire in September 2023. The exercise price is $3.57 per share, and the fair value of such options at the grant date was $190 thousand. As of December 31, 2014, the amount of vested options is 4,290. | |||||||||||||
5 | In December 2014, the Company granted 660 thousand Options to purchase ordinary shares of the Company to certain employees, consultants, and directors. The options will vest over four years and will expire in December 2024. The exercise price is $5.49 per share. | |||||||||||||
The grant of 330 thousand options to certain employees and directors is subject to the approval of the general shareholders’ meeting. As of December 31, 2014, none of such options were vested. | ||||||||||||||
6 | A summary of the status of the Company’s option plans as of December 31, 2014 and 2013 and changes during the years then ended are presented below: | |||||||||||||
December 31, | ||||||||||||||
2014 | 2013 *) | |||||||||||||
Weighted | Weighted | |||||||||||||
average | Number of | average | ||||||||||||
Number of | exercise | Share | exercise | |||||||||||
share options | price | options | price | |||||||||||
Options outstanding at beginning of year | 1,499,553 | $ | 1.17 | 279,936 | $ | 3.28 | ||||||||
Granted **) | 355,749 | $ | 5.35 | 1,219,617 | $ | 0.64 | ||||||||
Exercised | -241,299 | $ | 3.57 | – | – | |||||||||
Outstanding at end of year | 1,614,003 | $ | 1.7 | 1,499,553 | $ | 1.13 | ||||||||
Options exercisable at year end | 1,227,387 | $ | 1.4 | 1,331,154 | $ | 1.02 | ||||||||
*) Retroactively adjusted to reflect the 729:1 share split, which occurred upon the consummation of the Reorganization. | ||||||||||||||
**) Excluding grant of 330 thousand options subject to approval of the general shareholders’ meeting. | ||||||||||||||
As of December 31, 2014 and 2013, the weighted-average remaining contractual term of the outstanding and exercisable options, excluding the 38,637 Options granted in 2002 that have no expiration date, is 8.74 and 8.74 years, respectively. | ||||||||||||||
As of December 31, 2014 and 2013, all of the outstanding and exercisable options are “in the money” with aggregate intrinsic value of $6.6 million and $115 thousand, respectively. | ||||||||||||||
The unrecognized compensation expense calculated under the fair-value method for stock options expected to vest as of December 31, 2014 is approximately $1.9 million and is expected to be recognized over a weighted-average period of two years. | ||||||||||||||
D. | Warrants | |||||||||||||
During 2012, the Company granted an investor (the “Investor”), who is to assist the Company in creating business connections and opportunities; negotiating with third parties; and raising funds. For such services the Investor was granted 241,299 warrants to purchase ordinary shares of the Company with a par value of NIS 0.01. The warrants shall vest fully upon the occurrence of several performance conditions as set forth in the agreements signed by the parties. The exercise price would be $3.57. The warrants expired in May 2013. | ||||||||||||||
Research_and_Development_Expen
Research and Development Expenses | 12 Months Ended | ||||||||||
Dec. 31, 2014 | |||||||||||
Research and Development [Abstract] | |||||||||||
Research, Development, and Computer Software Disclosure [Text Block] | Note 11 – Research and Development Expenses | ||||||||||
Year ended December 31, | |||||||||||
2014 | 2013 | 2012 | |||||||||
(in thousands) | |||||||||||
Chemistry and formulation studies | $ | 3,923 | $ | 2,081 | $ | 1,759 | |||||
Salaries and benefits | 573 | – | – | ||||||||
Stock-based compensation | – | 4,285 | – | ||||||||
Research and preclinical studies | 865 | 711 | 409 | ||||||||
Clinical studies | 1,148 | 128 | 171 | ||||||||
Regulatory and other expenses | 155 | 2 | 104 | ||||||||
$ | 6,664 | $ | 7,207 | $ | 2,443 | ||||||
General_and_Administrative_Exp
General and Administrative Expenses | 12 Months Ended | ||||||||||
Dec. 31, 2014 | |||||||||||
General and Administrative Expense [Abstract] | |||||||||||
General and Administrative Expenses Disclosure [Text Block] | Note 12 – General and Administrative Expenses | ||||||||||
Year ended December 31, | |||||||||||
2014 | 2013 | 2012 | |||||||||
(in thousands) | |||||||||||
Stock-based compensation | $ | 601 | $ | 6,566 | $ | 208 | |||||
Professional fees | 625 | 496 | 1 | ||||||||
Salaries and benefits | 588 | 145 | 184 | ||||||||
Traveling and conference costs | 30 | 46 | 83 | ||||||||
Rent and office-maintenance fees | 284 | 46 | 38 | ||||||||
Investor relations and business development | 337 | – | – | ||||||||
Other | 13 | 56 | 67 | ||||||||
$ | 2,478 | $ | 7,355 | $ | 694 | ||||||
Income_Taxes
Income Taxes | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Income Tax Disclosure [Abstract] | |||||||||||||
Income Tax Disclosure [Text Block] | Note 13 – Income Taxes | ||||||||||||
A. | General | ||||||||||||
The Company is assessed for tax purposes on an unconsolidated basis. Each of the Company’s subsidiaries is subject to the tax rules prevailing in its country of incorporation. | |||||||||||||
B. | Corporate Taxation | ||||||||||||
Israeli subsidiary: | |||||||||||||
On July 30, 2013, the Knesset plenum approved, in a third reading, the budget bill and the bill to change the national priorities in 2013 and 2014 (the “Law”). In conjunction with this legislation there will be an increase of the corporate income-tax rate from January 1, 2014 to 26.5% (1.5% increase). | |||||||||||||
Maltese subsidiary: | |||||||||||||
Taxable income of Maltese companies is subject to tax at the rate of 35% in 2013 and 2014 (“Regular Tax Rate”). | |||||||||||||
C. | Net Operating Loss Carry forward | ||||||||||||
As of December 31, 2014, the Company had approximately $20.7 million net-operating-loss carry forwards, consisting of approximately $11.6 million of Maltese net-operating-loss carry forwards and approximately 9.1 million Israeli net-operating-loss carry forward. The Maltese and the Israeli loss carry forwards have no expiration date. | |||||||||||||
D. | Deferred income taxes | ||||||||||||
Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial-reporting purposes and the amounts used for income-tax purposes. | |||||||||||||
Significant components of the Company’s and its subsidiaries’ assets are as follows | |||||||||||||
As of December 31, | |||||||||||||
2014 | 2013 | ||||||||||||
(in thousands) | |||||||||||||
Deferred tax assets | |||||||||||||
Maltese subsidiary net-operating-loss carry forward | $ | 4,058 | $ | 5,516 | |||||||||
Israeli subsidiary net-operating-loss carry forward | 2,381 | – | |||||||||||
Other reserves and allowances | 107 | 115 | |||||||||||
Total deferred-tax assets | 6,546 | 5,631 | |||||||||||
Valuation allowance | -6,546 | -5,631 | |||||||||||
Net deferred-tax assets | $ | – | $ | – | |||||||||
Deferred-tax assets for carry forward losses in Malta and Israel are calculated using the applicable tax rate at the time of expected realization of the carry forward losses. | |||||||||||||
The Company has provided full valuation allowances in respect of deferred-tax assets. Management currently believes that it is more likely than not that those deferred taxes will not be realized in the foreseeable future. | |||||||||||||
D. | Tax assessments | ||||||||||||
The Israeli subsidiary has received final tax assessments through the year ended December 31, 2010. | |||||||||||||
A reconciliation of the Company’s effective tax expense to the Company’s theoretical statutory tax benefit is as follows | |||||||||||||
Year ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
(in thousands) | |||||||||||||
Loss before taxes on income, as reported in the consolidated statements of operations | $ | 9,102 | $ | 17,484 | $ | 3,143 | |||||||
Statutory tax rate | 26.5 | % | 25 | % | 25 | % | |||||||
Theoretical tax benefit | 2,412 | 4,371 | 786 | ||||||||||
Losses and other items for which a valuation allowance was provided or benefit from loss carry forwards | -2,412 | -4,371 | -786 | ||||||||||
Other | 1 | 1 | 6 | ||||||||||
Actual tax expense | $ | 1 | $ | 1 | $ | 6 | |||||||
Significant_Accounting_Policie1
Significant Accounting Policies (Policies) | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Accounting Policies [Abstract] | |||||
Basis of Accounting, Policy [Policy Text Block] | A. | Basis of presentation | |||
The consolidated financial statements have been prepared in accordance with United States Generally Accepted Accounting Principles ("U.S. GAAP"). | |||||
Use of Estimates, Policy [Policy Text Block] | B. | Use of estimates | |||
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. | |||||
Presentation Currency of Financial Statements Policy [Policy Text Block] | C. | Financial statement in U.S. dollars | |||
The functional currency of the Company and its subsidiaries is the U.S dollar (the “dollar”), because the dollar is the currency of the primary economic environment in which the Company and its subsidiaries operate, and expect to continue operating in the foreseeable future. Transactions and balances denominated in dollars are presented in their original amounts. Non-dollar transactions and balances have been re-measured to dollars in accordance with the provisions of ASC 830-10, “Foreign Currency Translation.” All transaction gains and losses from re-measurement of monetary balance sheet items denominated in non-dollar currencies are reflected in the statement of operations as financial income or expenses, as appropriate. | |||||
Consolidation, Policy [Policy Text Block] | D. | Principles of consolidation | |||
The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries: Galmed Research and Development Ltd, Galmed 2000 Inc., Galmed International Ltd., and Galmed Medical Research Ltd. All intercompany balances and transactions were eliminated upon consolidation. | |||||
Cash and Cash Equivalents, Policy [Policy Text Block] | E. | Cash and cash equivalents | |||
Cash equivalents are short-term, highly liquid investments that are readily convertible to cash with maturities of three months or less as of the date acquired. | |||||
Investment, Policy [Policy Text Block] | F. | Short-term bank deposits | |||
Short-term bank deposits are deposits with maturities of more than three months but less than one year. The short-term bank deposits are presented at their cost. As of December 31, 2014, the Company’s bank deposits were in U.S. dollars and bore interest at a weighted -average interest rate of 0.6%. | |||||
Marketable Securities, Policy [Policy Text Block] | G. | Marketable securities | |||
Marketable securities are considered to be available for sale and are carried at fair value. Unrealized gains and losses, if any, are reported as a separate component of stockholders’ equity. The cost of marketable securities classified as available for sale is adjusted for amortization of premiums and accretion of discounts to maturity. Such amortization and accretion are included in interest income. Realized gains and losses, if any, are also included in other income, net. The cost of securities sold is based on the specific identification method. | |||||
Property, Plant and Equipment, Policy [Policy Text Block] | H. | Property and equipment | |||
Property and equipment are stated at cost, less accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets. | |||||
The annual depreciation rates are as follows: | |||||
% | |||||
Office furniture and equipment | 7 | ||||
Computer software, electronic and medical equipment | 15–33 | ||||
Impairment or Disposal of Long-Lived Assets, Policy [Policy Text Block] | I. | Impairment of long-lived assets | |||
The Company’s and its subsidiaries’ long-lived assets are reviewed for impairment in accordance with ASC 360-10, “Accounting for the Impairment or Disposal of Long-Lived Assets,” whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of the assets to the future undiscounted cash flows expected to be generated by the assets. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds their fair value. During 2014 and 2013, no impairment losses were identified. | |||||
Compensation Related Costs, Policy [Policy Text Block] | J. | Severance pay | |||
The Company’s liability for severance pay is calculated in accordance with Israeli law, based on the most recent salary paid to each employee and the length of employment with the Company. Part of the liability is funded through individual insurance policies purchased from outside insurance companies, which are not under the Company’s control. The Company employees are included under section 14 of the Severance Compensation Act, 1963 (“Section 14”) for a portion of their salaries. According to Section 14, these employees are entitled to monthly deposits at a rate of 8.33% of their monthly salary, made in their name with such insurance companies. Under the Severance Compensation Act, 1963, payments in accordance with Section 14 release the Company from any future severance payments to those employees. The aforementioned deposits are not recorded as an asset in the Company’s balance sheet. | |||||
Fair Value of Financial Instruments, Policy [Policy Text Block] | K. | Fair value of financial instruments | |||
The estimated fair value of financial instruments was determined by the Company using available market information and valuation methodologies. Considerable judgment is required in estimating fair values. Accordingly, the estimates may not be indicative of the amounts the Company could realize in a current market exchange. | |||||
The following methods and assumptions were used by the Company in estimating its fair value disclosures for financial instruments: | |||||
The carrying amounts of cash and cash equivalents, short-term bank deposits, marketable securities and trade payables approximate their fair value due to the short-term maturity of such instruments. | |||||
Fair value is an exit price representing the amount that would be received upon selling an asset or that would be paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions used by market participants in pricing an asset or a liability. | |||||
A three-tier fair-value hierarchy was established as a basis for considering such assumptions and for inputs used in the valuation methodologies in measuring fair value: | |||||
Level 1 - Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets | |||||
Level 2 - Other inputs that are directly or indirectly observable in the marketplace; and | |||||
Level 3 - Unobservable inputs that are supported by little or no market activity | |||||
The fair value hierarchy also requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. | |||||
Debt, Policy [Policy Text Block] | L. | Convertible notes | |||
The Company examines its issued convertible notes under ASC 470-20, “Debt with Conversion and Other Options,” according to which the proceeds from the sale of debt securities with a conversion feature and or other options are allocated to each of the issued securities based on their relative fair value. | |||||
The Company also examined its issued convertible notes under ASC Topic 815, “Derivatives and Hedging,” which generally provides criteria that, if met, require companies to bifurcate conversion options from their host instruments and account for them as freestanding derivative financial instruments. These three criteria are: (i) the economic characteristics and risks of the embedded derivative instrument are not clearly and closely related to the economic characteristics and risks of the host contract; (ii) the hybrid instrument that embodies both the embedded derivative instrument and the host contract is not re-measured at fair value under otherwise-applicable generally accepted accounting principles with changes in fair value reported in earnings; and (iii) a separate instrument with the same terms as the embedded derivative instrument would be considered a derivative instrument subject to the requirements of ASC Topic 815. | |||||
In determining whether an embedded derivative should be bifurcated, the Company considers all other scope exceptions provided by that topic. One scope exception particularly relevant to convertible instruments is whether the embedded conversion feature is both indexed to, and classified in, the Company’s equity. | |||||
The Company further considered whether, under ASC 470-20-25, a beneficial conversion feature exists. If so, then the Company should have allocated the beneficial conversion feature to an equity component based on the benefit of the conversion terms granted to purchasers on the issuance date. | |||||
The Company examined and determined that no beneficial conversion feature exists under ASC 470-20. The Company also examined and determined that no derivative financial instrument exists that is subject to the requirements of ASC Topic 815 that should be bifurcated and separately accounted for as a derivative financial instrument. | |||||
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block] | M. | Accounting for stock-based compensation | |||
The Company applies ASC 718-10, “Share-Based Payment,” which requires the measurement and recognition of compensation expense for all share-based payment awards made to employees and directors, including employee stock options under the Company’s stock plans, based on estimated fair values. ASC 718-10 requires companies to estimate the fair value of equity-based payment awards on the date of grant using an option-pricing model. The value of the portion of the award that is ultimately expected to vest is recognized as expense over the requisite service periods in the Company’s consolidated statement of operations. | |||||
The Company recognizes compensation expense for the value of non-employee awards, which have graded vesting, based on the accelerated attribution method over the requisite service period of each award, net of estimated forfeitures. | |||||
The Company recognizes compensation expenses for the value of employee awards, which have graded vesting, based on the straight-line method over the requisite service period of each of the awards, net of estimated forfeitures. | |||||
The Company estimates the fair value of restricted shares based on the market price of the shares at the grant date, and estimates the fair value of stock options granted using a Black-Scholes option-pricing model. The option-pricing model requires a number of assumptions, the most significant of which are the expected stock-price volatility and the expected option term (the time from the grant date until the options are exercised or expire). | |||||
The Company’s calculations of the expected volatility were based upon actual historical stock-price movements over the period, which was equal to the expected option term. The expected option term was calculated for options granted to employees and directors in accordance with ASC-718-10-S99, using the “simplified” method, and grants to non-employees were based on the contractual term. Historically, the Company has not paid dividends, and has no foreseeable plans to do so. The risk-free interest rate is based on the yield from U.S. Treasury zero-coupon bonds with an equivalent term. | |||||
The following assumptions were used for the fiscal year 2014 and 2013 grants: dividend yield of 0.00% for both periods; risk-free interest rate between 0.91% and 1.68%; an expected life between five and six years; and a volatility rate ranging between 76% to 80% | |||||
Research and Development Expense, Policy [Policy Text Block] | N. | Research and development expenses | |||
Research and development expenses are charged to the statement of operations as incurred. | |||||
Income Tax, Policy [Policy Text Block] | O. | Income taxes | |||
The Company accounts for income taxes utilizing the asset and liability method in accordance with ASC 740, “Income Taxes.” Current tax liabilities are recognized for the estimated taxes payable on tax returns for the current year. Deferred tax liabilities or assets are recognized for the estimated future tax effects attributable to temporary differences between the income-tax bases of assets and liabilities and their reported amounts in the financial statements and for tax loss carry forwards. Measurement of current and deferred tax liabilities and assets is based on provisions of enacted tax laws, and deferred tax assets are reduced, if necessary, by the amount of tax benefits, the realization of which is not considered more likely than not based on available evidence. | |||||
ASC 740-10 requires a two-step approach to recognizing and measuring uncertain tax positions. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates that it is more likely than not that the position will be sustained on audit, including resolution of related appeals or litigation processes, if any. The second step is to measure the tax benefit as the largest amount that is more than 50% likely of being realized upon ultimate settlement. | |||||
Earnings Per Share, Policy [Policy Text Block] | P. | Basic and diluted net loss per share | |||
Basic net loss per share is computed based on the weighted-average number of shares outstanding during each year. Diluted net loss per share is computed based on the weighted-average number of shares outstanding during each year, plus the dilutive potential of the ordinary shares considered outstanding during the year, in accordance with ASC 260-10, “Earnings Per Share.” | |||||
All outstanding stock options and warrants were excluded from the calculation of the diluted loss per share for the years ended December 31, 2014 and 2013 because all such securities have an anti-dilutive effect. | |||||
Significant_Accounting_Policie2
Significant Accounting Policies (Tables) | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Accounting Policies [Abstract] | |||||
Schedule of Depreciation Rates for Property, Plant and Equipment [Table Text Block] | The annual depreciation rates are as follows: | ||||
% | |||||
Office furniture and equipment | 7 | ||||
Computer software, electronic and medical equipment | 15–33 | ||||
Investments_Tables
Investments (Tables) | 12 Months Ended | |||||||||||||
Dec. 31, 2014 | ||||||||||||||
Investments [Abstract] | ||||||||||||||
Investment [Table Text Block] | The following table summarizes the Company’s cash, cash equivalents, and investments as of December 31, 2014 and 2013 | |||||||||||||
As of December 31, 2014 | ||||||||||||||
Gross | Gross | |||||||||||||
Unrealized | Unrealized | Estimated | ||||||||||||
Cost Basis | Gains | Losses | Fair Value | |||||||||||
(in thousands) | ||||||||||||||
Cash and cash equivalents | $ | 23,736 | $ | – | $ | – | $ | 23,736 | ||||||
Short-term deposit | 6,000 | – | – | 6,000 | ||||||||||
Marketable securities | 2,246 | 7 | -3 | 2,250 | ||||||||||
Total cash, cash equivalents and investments | $ | 31,982 | $ | 7 | $ | -3 | $ | 31,986 | ||||||
As of December 31, 2013 | ||||||||||||||
Gross | Gross | |||||||||||||
Unrealized | Unrealized | Estimated | ||||||||||||
Cost Basis | Gains | Losses | Fair Value | |||||||||||
(in thousands) | ||||||||||||||
Cash and cash equivalents | $ | 137 | $ | – | $ | – | $ | 137 | ||||||
Total cash and cash equivalents | $ | 137 | $ | – | $ | – | $ | 137 | ||||||
Other_Accounts_Receivable_Tabl
Other Accounts Receivable (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Receivables [Abstract] | ||||||||
Schedule of Accounts, Notes, Loans and Financing Receivable [Table Text Block] | As of December 31 | |||||||
2014 | 2013 | |||||||
(in thousands) | ||||||||
Government institutions | $ | 51 | $ | 11 | ||||
Interest receivable | 13 | – | ||||||
Prepaid expenses | 101 | 5 | ||||||
$ | 165 | $ | 16 | |||||
Property_and_equipment_net_Tab
Property and equipment, net (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Property, Plant and Equipment [Abstract] | ||||||||
Property, Plant and Equipment [Table Text Block] | As at December 31 | |||||||
2014 | 2013 | |||||||
(in thousands) | ||||||||
Medical equipment | $ | 750 | $ | – | ||||
Office furniture and equipment | 5 | 3 | ||||||
Computer software and electronic equipment | 45 | 27 | ||||||
800 | 30 | |||||||
Accumulated depreciation | 26 | 17 | ||||||
Net book value | $ | 774 | $ | 13 | ||||
Other_Accounts_Payable_Tables
Other Accounts Payable (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Accounts Payable, Current [Abstract] | ||||||||
Schedule of Accounts Payable and Accrued Liabilities [Table Text Block] | As of December 31 | |||||||
2014 | 2013 | |||||||
(in thousands) | ||||||||
Accrued expenses | $ | 81 | $ | 236 | ||||
Employees and related institutions | 84 | 22 | ||||||
Accrued vacation *) | 78 | 76 | ||||||
$ | 243 | $ | 334 | |||||
*) | Including inter alia due to a related party in the amount of $68 thousand and $70 thousand, as of December 31, 2014 and 2013, respectively. | |||||||
Shareholders_Equity_Deficiency1
Research and Development Expenses (Tables) | 12 Months Ended | ||||||||||
Dec. 31, 2014 | |||||||||||
Research and Development [Abstract] | |||||||||||
Research and Development Expenses [Table Text Block] | Year ended December 31, | ||||||||||
2014 | 2013 | 2012 | |||||||||
(in thousands) | |||||||||||
Chemistry and formulation studies | $ | 3,923 | $ | 2,081 | $ | 1,759 | |||||
Salaries and benefits | 573 | – | – | ||||||||
Stock-based compensation | – | 4,285 | – | ||||||||
Research and preclinical studies | 865 | 711 | 409 | ||||||||
Clinical studies | 1,148 | 128 | 171 | ||||||||
Regulatory and other expenses | 155 | 2 | 104 | ||||||||
$ | 6,664 | $ | 7,207 | $ | 2,443 | ||||||
Research_and_Development_Expen1
Research and Development Expenses (Tables) | 12 Months Ended | ||||||||||
Dec. 31, 2014 | |||||||||||
Research and Development [Abstract] | |||||||||||
Research and Development Expenses [Table Text Block] | Year ended December 31, | ||||||||||
2014 | 2013 | 2012 | |||||||||
(in thousands) | |||||||||||
Chemistry and formulation studies | $ | 3,923 | $ | 2,081 | $ | 1,759 | |||||
Salaries and benefits | 573 | – | – | ||||||||
Stock-based compensation | – | 4,285 | – | ||||||||
Research and preclinical studies | 865 | 711 | 409 | ||||||||
Clinical studies | 1,148 | 128 | 171 | ||||||||
Regulatory and other expenses | 155 | 2 | 104 | ||||||||
$ | 6,664 | $ | 7,207 | $ | 2,443 | ||||||
General_and_Administrative_Exp1
General and Administrative Expenses (Tables) | 12 Months Ended | ||||||||||
Dec. 31, 2014 | |||||||||||
General and Administrative Expense [Abstract] | |||||||||||
General and Administrative Expenses [Table Text Block] | Year ended December 31, | ||||||||||
2014 | 2013 | 2012 | |||||||||
(in thousands) | |||||||||||
Stock-based compensation | $ | 601 | $ | 6,566 | $ | 208 | |||||
Professional fees | 625 | 496 | 1 | ||||||||
Salaries and benefits | 588 | 145 | 184 | ||||||||
Traveling and conference costs | 30 | 46 | 83 | ||||||||
Rent and office-maintenance fees | 284 | 46 | 38 | ||||||||
Investor relations and business development | 337 | – | – | ||||||||
Other | 13 | 56 | 67 | ||||||||
$ | 2,478 | $ | 7,355 | $ | 694 | ||||||
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Income Tax Disclosure [Abstract] | |||||||||||||
Schedule of Components of Income Tax Expense (Benefit) [Table Text Block] | Significant components of the Company’s and its subsidiaries’ assets are as follows | ||||||||||||
As of December 31, | |||||||||||||
2014 | 2013 | ||||||||||||
(in thousands) | |||||||||||||
Deferred tax assets | |||||||||||||
Maltese subsidiary net-operating-loss carry forward | $ | 4,058 | $ | 5,516 | |||||||||
Israeli subsidiary net-operating-loss carry forward | 2,381 | – | |||||||||||
Other reserves and allowances | 107 | 115 | |||||||||||
Total deferred-tax assets | 6,546 | 5,631 | |||||||||||
Valuation allowance | -6,546 | -5,631 | |||||||||||
Net deferred-tax assets | $ | – | $ | – | |||||||||
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | A reconciliation of the Company’s effective tax expense to the Company’s theoretical statutory tax benefit is as follows | ||||||||||||
Year ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
(in thousands) | |||||||||||||
Loss before taxes on income, as reported in the consolidated statements of operations | $ | 9,102 | $ | 17,484 | $ | 3,143 | |||||||
Statutory tax rate | 26.5 | % | 25 | % | 25 | % | |||||||
Theoretical tax benefit | 2,412 | 4,371 | 786 | ||||||||||
Losses and other items for which a valuation allowance was provided or benefit from loss carry forwards | -2,412 | -4,371 | -786 | ||||||||||
Other | 1 | 1 | 6 | ||||||||||
Actual tax expense | $ | 1 | $ | 1 | $ | 6 | |||||||
General_Details_Textual
General (Details Textual) | 12 Months Ended |
Dec. 31, 2014 | |
General [Line Items] | |
Entity Incorporation, Date of Incorporation | 31-Jul-13 |
Operations Commenced Date | 2-Feb-14 |
Stockholders' Equity Note, Stock Split, Conversion Ratio | 729 |
Entity Incorporation, State Country Name | Israel |
Significant_Accounting_Policie3
Significant Accounting Policies (Details) | Dec. 31, 2014 |
Office Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Depreciation, Percentage | 7.00% |
Computer software, electronic and medical equipment [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Depreciation, Percentage | 15.00% |
Computer software, electronic and medical equipment [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Depreciation, Percentage | 33.00% |
Significant_Accounting_Policie4
Significant Accounting Policies (Details Textual) | 12 Months Ended |
Dec. 31, 2014 | |
Property, Plant and Equipment [Line Items] | |
Monthly Deposits of Employees, Percentage on Monthly Salary | 8.33% |
Time Deposits, Weighted Average Interest Rate, Maturities Year One | 0.60% |
Share-based Compensation Arrangement by Share-based Payment Award, Method of Measuring Cost of Award | accelerated attribution method |
Restricted Stock [Member] | |
Property, Plant and Equipment [Line Items] | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Method Used | Black-Scholes option-pricing model |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate | 0.00% |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate, Minimum | 0.91% |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate, Maximum | 1.68% |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate, Minimum | 76.00% |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate, Maximum | 80.00% |
Restricted Stock [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term | 5 years |
Restricted Stock [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term | 6 years |
Investments_Details
Investments (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Schedule of Available-for-sale Securities [Line Items] | ||
Cost Basis | $31,982 | $137 |
Gross Unrealized Gains | 7 | 0 |
Gross Unrealized Losses | -3 | 0 |
Estimated Fair Value | 31,986 | 137 |
Marketable securities [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Cost Basis | 2,246 | |
Gross Unrealized Gains | 7 | |
Gross Unrealized Losses | -3 | |
Estimated Fair Value | 2,250 | |
Short-term deposit [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Cost Basis | 6,000 | |
Gross Unrealized Gains | 0 | |
Gross Unrealized Losses | 0 | |
Estimated Fair Value | 6,000 | |
Cash and cash equivalents [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Cost Basis | 23,736 | 137 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | 0 | 0 |
Estimated Fair Value | $23,736 | $137 |
Other_Accounts_Receivable_Deta
Other Accounts Receivable (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Other Accounts Receivable [Line Items] | ||
Government institutions | $51 | $11 |
Interest receivable | 13 | 0 |
Prepaid expenses | 101 | 5 |
Receivables, Net, Current | $165 | $16 |
Property_and_equipment_net_Det
Property and equipment, net (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Property, Plant and Equipment [Line Items] | ||
Medical equipment | $750 | $0 |
Office furniture and equipment | 5 | 3 |
Computer software and electronic equipment | 45 | 27 |
Property, Plant and Equipment, Gross | 800 | 30 |
Accumulated depreciation | 26 | 17 |
Net book value | $774 | $13 |
Other_Accounts_Payable_Details
Other Accounts Payable (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | ||
In Thousands, unless otherwise specified | ||||
Other Accounts Payable [Line Items] | ||||
Accrued expenses | $81 | $236 | ||
Employees and related institutions | 84 | 22 | ||
Accrued vacation | 78 | [1] | 76 | [1] |
Accounts Payable and Accrued Liabilities, Current | $243 | $334 | ||
[1] | Including inter alia due to a related party in the amount of $68 thousand and $70 thousand, as of December 31, 2014 and 2013, respectively. |
Other_Accounts_Payable_Details1
Other Accounts Payable (Details Textual) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Other Accounts Payable [Line Items] | ||
Due to Related Parties, Current | $68 | $70 |
Convertible_Notes_Details_Text
Convertible Notes (Details Textual) (Convertible Notes Payable [Member]) | 1 Months Ended | 12 Months Ended | |||
In Millions, except Share data, unless otherwise specified | Dec. 10, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 01, 2013 | Oct. 31, 2013 |
ILS | USD ($) | ILS | USD ($) | USD ($) | |
Short-term Debt [Line Items] | |||||
Debt Instrument, Face Amount | $1.84 | ||||
Debt Instrument, Convertible, Conversion Price | 0.01 | 0.01 | $3.57 | $7.45 | |
Gains (Losses) on Extinguishment of Debt | $2.90 | ||||
Fair Value Assumptions, Expected Dividend Rate | 0.00% | ||||
Fair Value Assumptions, Risk Free Interest Rate | 1.71% | ||||
Fair Value Assumptions, Expected Term | 5 years | ||||
Fair Value Assumptions, Expected Volatility Rate | 70.00% | ||||
Fair Value Inputs, Discount Rate | 20.00% | ||||
Debt Conversion, Converted Instrument, Shares Issued | 515,403 | 1,026,432 |
Related_Parties_Details_Textua
Related Parties (Details Textual) (USD $) | 12 Months Ended | 1 Months Ended | 12 Months Ended | 36 Months Ended | |||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Jan. 31, 2012 | Jan. 31, 2007 | Dec. 31, 2011 | Dec. 31, 2011 | |||
Related Party Transaction [Line Items] | |||||||||
Proceeds from Related Party Debt | $0 | $0 | $3,672,000 | ||||||
Employee Stock Option [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 355,749 | [1] | 1,219,617 | [1],[2] | |||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $5.35 | [1] | $0.64 | [1],[2] | |||||
Chief Executive Officer [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Due to Related Parties | 255,000 | 223,000 | |||||||
Related Party Transaction, Expenses from Transactions with Related Party | 512,000 | 34,000 | 55,000 | ||||||
Consideration Fees For Services | 20,000 | 10,000 | |||||||
Late Co-founder [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Due to Related Parties | 263,000 | 263,000 | |||||||
Debt Instrument, Description of Variable Rate Basis | LIBOR + 1% | ||||||||
Aforementioned [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Due to Related Parties | 280,000 | 275,000 | |||||||
Consulting Company [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Related Party Transaction, Expenses from Transactions with Related Party | 10,000 | 20,000 | |||||||
Board of Directors Chairman [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 241,299 | ||||||||
Allocated Share-based Compensation Expense | 43,000 | 101,000 | 208,000 | ||||||
shareholder [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Proceeds from Related Party Debt | 574,000 | 1,200,000 | |||||||
Director One [Member] | Minimum [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $0.01 | ||||||||
Director One [Member] | Maximum [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $3.57 | ||||||||
Director One [Member] | Employee Stock Option [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 806,274 | ||||||||
Allocated Share-based Compensation Expense | 413,000 | 7,000,000 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested, Number of Shares | 762,534 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested in Period, Fair Value | 7,800,000 | ||||||||
Shares Issued, Price Per Share | $0.01 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 2 years | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Date | 30-Sep-23 | ||||||||
Director Two [Member] | Employee Stock Option [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 685,749 | ||||||||
Allocated Share-based Compensation Expense | 142,000 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested, Number of Shares | 21,456 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested in Period, Fair Value | 285,000 | ||||||||
Shares Issued, Price Per Share | $0.01 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 4 years | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Date | 30-Sep-24 | ||||||||
Stock Granted, Value, Share-based Compensation, Net of Forfeitures | $310,000 | ||||||||
Director Two [Member] | Employee Stock Option [Member] | Minimum [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $3.57 | ||||||||
Director Two [Member] | Employee Stock Option [Member] | Maximum [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $5.49 | ||||||||
[1] | Excluding grant of 330 thousand options subject to approval of the general shareholders’ meeting. | ||||||||
[2] | Retroactively adjusted to reflect the 729:1 share split, which occurred upon the consummation of the Reorganization. |
Shareholders_Equity_Deficiency2
Shareholders' Equity (Deficiency) (Details) (Employee Stock Option [Member], USD $) | 12 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2013 | |||
Employee Stock Option [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of share options, Outstanding at beginning of year (in shares) | 1,499,553 | [1] | 279,936 | [1] |
Number of share options, Granted (in shares) | 355,749 | [2] | 1,219,617 | [1],[2] |
Number of share options, Exercised (in shares) | -241,299 | 0 | [1] | |
Number of share options, Outstanding at end of year (in shares) | 1,614,003 | 1,499,553 | [1] | |
Number of share options, Options exercisable at year end (in shares) | 1,227,387 | 1,331,154 | [1] | |
Weighted average exercise price, Options outstanding at beginning of year (in dollars per share) | $1.17 | [1] | $3.28 | [1] |
Weighted average exercise price, Granted (in dollars per share) | $5.35 | [2] | $0.64 | [1],[2] |
Weighted average exercise price, Exercised (in dollars per share) | $3.57 | $0 | [1] | |
Weighted average exercise price, Outstanding at end of year (in dollars per share) | $1.70 | $1.17 | [1] | |
Weighted average exercise price, Options exercisable at year end (in dollars per share) | $1.40 | $1.02 | [1] | |
[1] | Retroactively adjusted to reflect the 729:1 share split, which occurred upon the consummation of the Reorganization. | |||
[2] | Excluding grant of 330 thousand options subject to approval of the general shareholders’ meeting. |
Shareholders_Equity_Deficiency3
Shareholders' Equity (Deficiency) (Details Textual) | 12 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 112 Months Ended | 12 Months Ended | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2002 | Dec. 31, 2014 | Dec. 31, 2012 | Dec. 31, 2012 | Mar. 31, 2014 | Feb. 28, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2009 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2013 | |
USD ($) | USD ($) | Employee Stock Option [Member] | Employee Stock Option [Member] | Employee Stock Option [Member] | Warrant [Member] | Warrant [Member] | Warrant [Member] | Director [Member] | Director [Member] | Director [Member] | Service Supplier [Member] | Service Supplier [Member] | Consultants and Directors [Member] | Consultants and Directors [Member] | Employees, Consultants and Directors [Member] | Employees, Consultants and Directors [Member] | Common Stock [Member] | Common Stock [Member] | Common Stock [Member] | Common Stock [Member] | Common Stock [Member] | Common Stock [Member] | Common Stock [Member] | Common Stock [Member] | Common Stock [Member] | Common Stock [Member] | Common Stock [Member] | |
USD ($) | USD ($) | USD ($) | ILS | Employee Stock Option [Member] | Employee Stock Option [Member] | Employee Stock Option [Member] | Employee Stock Option [Member] | Employee Stock Option [Member] | Employee Stock Option [Member] | Employee Stock Option [Member] | Employee Stock Option [Member] | Options Subject to Approval [Member] | USD ($) | USD ($) | USD ($) | IPO [Member] | IPO [Member] | Board of Directors Chairman [Member] | Board of Directors Chairman [Member] | Investor [Member] | Shareholders and New Investors [Member] | Convertible Notes Payable [Member] | Capital Notes [Member] | |||||
USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | ILS | USD ($) | ILS | USD ($) | USD ($) | ILS | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues | 560,224 | 46 | 4,995,837 | 3,300,000 | 33,534 | 560,224 | ||||||||||||||||||||||
Stock Issued During Period, Value, New Issues | $2,000,000 | $120,000 | $2,000 | $0 | $4,200,000 | $40,000,000 | $120,000 | $2,000,000 | ||||||||||||||||||||
Stock Issued During Period, Shares, Conversion of Convertible Securities | 1,408 | 1,026,432 | 1,043,928 | |||||||||||||||||||||||||
Sale of Stock, Price Per Share | $13.50 | 0.01 | 0.01 | $3.57 | 0.01 | |||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 38,637 | 241,299 | 241,299 | 17,166 | 8,583 | 38,637 | 1,219,617 | 660,000 | 330,000 | 241,299 | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 177,488 | |||||||||||||||||||||||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Exercises in Period, Weighted Average Exercise Price | $1.50 | $13.50 | ||||||||||||||||||||||||||
Payments of Stock Issuance Costs | 4,204 | 4,200,000 | ||||||||||||||||||||||||||
Capital Notes Issued | 3,700,000 | |||||||||||||||||||||||||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Lower Range Limit | $0.01 | |||||||||||||||||||||||||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Upper Range Limit | $3.57 | |||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares | 825,228 | |||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Date | 31-May-13 | 30-Sep-23 | 30-Sep-23 | 30-Sep-23 | 31-Dec-24 | |||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 3 years | 2 years | 4 years | |||||||||||||||||||||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $3.57 | 0.01 | $3.57 | $3.57 | $5.49 | |||||||||||||||||||||||
Stockholders' Equity Note, Stock Split, Conversion Ratio | 729 | 729 | ||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 8 years 8 months 26 days | |||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Remaining Contractual Term | 8 years 8 months 26 days | |||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | 6,600,000 | |||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Intrinsic Value | 115,000 | |||||||||||||||||||||||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized | $1,900,000 | |||||||||||||||||||||||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 2 years | |||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $190,000 | $95,000 | ||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested, Number of Shares | 4,290 |
Research_and_Development_Expen2
Research and Development Expenses (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Research and Development Expenses [Line Items] | |||
Research and Development Expense | $6,664 | $7,207 | $2,443 |
Research and Development Expense [Member] | |||
Research and Development Expenses [Line Items] | |||
Chemistry and formulation studies | 3,923 | 2,081 | 1,759 |
Salaries and benefits | 573 | 0 | 0 |
Stock-based compensation | 0 | 4,285 | 0 |
Research and preclinical studies | 865 | 711 | 409 |
Clinical studies | 1,148 | 128 | 171 |
Regulatory and other expenses | 155 | 2 | 104 |
Research and Development Expense | $6,664 | $7,207 | $2,443 |
General_and_Administrative_Exp2
General and Administrative Expenses (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
General and Administrative Expenses [Line Items] | |||
General and Administrative Expense | $2,478 | $7,355 | $694 |
General and Administrative Expense [Member] | |||
General and Administrative Expenses [Line Items] | |||
Stock-based compensation | 601 | 6,566 | 208 |
Professional fees | 625 | 496 | 1 |
Salaries and benefits | 588 | 145 | 184 |
Traveling and conference costs | 30 | 46 | 83 |
Rent and office-maintenance fees | 284 | 46 | 38 |
Investor relations and business development | 337 | 0 | 0 |
Other | 13 | 56 | 67 |
General and Administrative Expense | $2,478 | $7,355 | $694 |
Income_Taxes_Details
Income Taxes (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Deferred tax assets | ||
Other reserves and allowances | $107 | $115 |
Total deferred-tax assets | 6,546 | 5,631 |
Valuation allowance | -6,546 | -5,631 |
Net deferred-tax assets | 0 | 0 |
Maltese Subsidiary [Member] | ||
Deferred tax assets | ||
Deferred Tax Assets, Operating Loss Carryforwards | 4,058 | 5,516 |
Israeil Subsidiary [Member] | ||
Deferred tax assets | ||
Deferred Tax Assets, Operating Loss Carryforwards | $2,381 | $0 |
Income_Taxes_Details_1
Income Taxes (Details 1) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Income Taxes [Line Items] | |||
Loss before taxes on income, as reported in the consolidated statements of operations | ($9,102) | ($17,484) | ($3,143) |
Statutory tax rate | 26.50% | 25.00% | 25.00% |
Theoretical tax benefit | 2,412 | 4,371 | 786 |
Losses and other items for which a valuation allowance was provided or benefit from loss carry forwards | -2,412 | -4,371 | -786 |
Other | 1 | 1 | 6 |
Actual tax expense | $1 | $1 | $6 |
Income_Taxes_Details_Textual
Income Taxes (Details Textual) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Income Taxes [Line Items] | |||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 26.50% | 25.00% | 25.00% |
Operating Loss Carryforwards | $20.70 | ||
Israeil Subsidiary [Member] | |||
Income Taxes [Line Items] | |||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 26.50% | ||
Effective Income Tax Rate Reconciliation, Change in Enacted Tax Rate, Percent | 1.50% | ||
Operating Loss Carryforwards | 9.1 | ||
Maltese Subsidiary [Member] | |||
Income Taxes [Line Items] | |||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 35.00% | 35.00% | |
Operating Loss Carryforwards | $11.60 |