Cover
Cover | 12 Months Ended |
Dec. 31, 2021shares | |
Entity Addresses [Line Items] | |
Document Type | 20-F |
Amendment Flag | false |
Document Registration Statement | false |
Document Annual Report | true |
Document Transition Report | false |
Document Shell Company Report | false |
Document Period End Date | Dec. 31, 2021 |
Document Fiscal Period Focus | FY |
Document Fiscal Year Focus | 2021 |
Current Fiscal Year End Date | --12-31 |
Entity File Number | 001-36581 |
Entity Registrant Name | Vascular Biogenics Ltd. |
Entity Central Index Key | 0001603207 |
Entity Incorporation, State or Country Code | L3 |
Entity Address, Address Line One | 8 HaSatat St |
Entity Address, City or Town | Modi’in |
Entity Address, Country | IL |
Entity Address, Postal Zip Code | 7178106 |
Title of 12(b) Security | Ordinary Shares, par value NIS 0.01 each |
Trading Symbol | VBLT |
Security Exchange Name | NASDAQ |
Entity Well-known Seasoned Issuer | No |
Entity Voluntary Filers | No |
Entity Current Reporting Status | Yes |
Entity Interactive Data Current | Yes |
Entity Filer Category | Accelerated Filer |
Entity Emerging Growth Company | false |
Document Accounting Standard | U.S. GAAP |
Entity Shell Company | false |
Entity Common Stock, Shares Outstanding | 69,326,950 |
ICFR Auditor Attestation Flag | true |
Auditor Firm ID | 1309 |
Auditor Name | Kesselman & Kesselman C.P.A.s |
Auditor Location | Tel Aviv, Israel |
Business Contact [Member] | |
Entity Addresses [Line Items] | |
Entity Address, Address Line One | 8 HaSatat St. |
Entity Address, City or Town | Modi’in |
Entity Address, Country | IL |
Entity Address, Postal Zip Code | 7178106 |
City Area Code | 972 |
Local Phone Number | 8-9935000 |
Contact Personnel Name | Dror Harats, Chief Executive Officer |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 21,986 | $ 13,184 |
Restricted bank deposits | 151 | |
Short-term bank deposits | 31,164 | 17,110 |
Trade receivables | 129 | |
Other current assets | 1,697 | 1,419 |
Total current assets | 54,847 | 31,993 |
Non-current assets: | ||
Restricted bank deposits | 362 | 362 |
Long-term prepaid expenses | 182 | 241 |
Funds in respect of employee rights upon retirement | 415 | 354 |
Property, plant and equipment, net | 6,847 | 6,632 |
Operating lease right-of-use assets | 2,008 | 2,124 |
Total non-current assets | 9,814 | 9,713 |
Total assets | 64,661 | 41,706 |
Current liabilities: | ||
Trade | 4,331 | 1,960 |
Other | 4,408 | 4,275 |
Deferred revenue | 658 | 725 |
Current maturity of operating leases | 529 | 393 |
Current maturity of finance lease liability | 106 | |
Total current liabilities | 9,926 | 7,459 |
Non-current liabilities: | ||
Liability for employee rights upon retirement | 546 | 474 |
Deferred revenue | 704 | |
Operating lease liability | 1,823 | 2,029 |
Other non-current liability | 188 | 123 |
Total non-current liabilities | 2,557 | 3,330 |
Total liabilities | 12,483 | 10,789 |
Ordinary shares subject to possible redemption, 615,366 shares at redemption value (Note 9) | 1,598 | |
Shareholders’ equity: | ||
Ordinary shares, NIS 0.01 par value; Authorized as of December 31, 2021 and 2020, 150,000,000 and 70,000,000 shares, respectively; issued and outstanding as of December 31, 2021 and 2020, 68,711,584 and 48,187,463 shares, respectively (excluding 615,366 and -0- shares subject to possible redemption, as of December 31, 2021 and December 31, 2020, respectively) | 171 | 108 |
Additional paid in capital | 309,355 | 252,561 |
Warrants | 3,127 | 10,401 |
Accumulated deficit | (262,073) | (232,153) |
Total equity | 50,580 | 30,917 |
Total liabilities and equity | $ 64,661 | $ 41,706 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - ₪ / shares | Dec. 31, 2021 | Dec. 31, 2020 |
Statement of Financial Position [Abstract] | ||
[custom:TemporaryEquityRedemptionShares-0] | 615,366 | |
Common Stock, Par or Stated Value Per Share | ₪ 0.01 | |
Common Stock, Shares Authorized | 150,000,000 | 70,000,000 |
Common Stock, Shares, Outstanding | 68,711,584 | 48,187,463 |
[custom:OrdinarySharesRedemption-0] | 615,366 | 0 |
Consolidated Statements of Net
Consolidated Statements of Net Loss and Comprehensive Loss - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Revenue from Contract with Customer [Abstract] | |||
Revenues | $ 768 | $ 922 | $ 562 |
Cost of revenues | (365) | (394) | (222) |
Gross profit | 403 | 528 | 340 |
Research and development expenses, net | 22,695 | 19,656 | 14,714 |
General and administrative expenses | 7,704 | 5,355 | 5,708 |
Operating loss | 29,996 | 24,483 | 20,082 |
Financial income | (120) | (363) | (870) |
Financial expenses | 44 | 105 | 184 |
Financial income, net | (76) | (258) | (686) |
Net loss and comprehensive loss | $ 29,920 | $ 24,225 | $ 19,396 |
Loss per ordinary share | |||
Basic and diluted | $ 0.45 | $ 0.55 | $ 0.54 |
Weighted average ordinary shares outstanding | |||
Basic and diluted | 66,346,506 | 43,668,155 | 35,881,256 |
Consolidated Statements of Chan
Consolidated Statements of Changes In Shareholders' Equity - USD ($) $ in Thousands | Common Stock [Member] | Common Stock [Member]Common Stock Subject to Mandatory Redemption [Member] | Additional Paid-in Capital [Member] | Warrant [Member] | Retained Earnings [Member] | Total | |
Balance at Dec. 31, 2018 | $ 73 | $ 233,721 | $ 7,904 | $ (188,532) | $ 53,166 | ||
Balance, shares at Dec. 31, 2018 | 35,881,128 | ||||||
Net loss | (19,396) | (19,396) | |||||
Exercise of options by employees | [1] | ||||||
Exercise of options by employees, shares | 97,043 | ||||||
Issuance of ordinary shares | 2 | $ 2 | |||||
Issuance of ordinary shares, shares | 1,800 | ||||||
Share-based compensation | 2,251 | 2,251 | |||||
Balance at Dec. 31, 2019 | $ 73 | 235,974 | 7,904 | (207,928) | 36,023 | ||
Balance, shares at Dec. 31, 2019 | 35,882,928 | ||||||
Net loss | (24,225) | $ (24,225) | |||||
Exercise of options by employees, shares | |||||||
Issuance of ordinary shares and warrants, net of issuance costs of $1.7 million | $ 35 | 13,110 | 4,313 | $ 17,458 | |||
Issuance of ordinary shares and warrants, net of issuance costs of $1.7 million, shares | 12,304,535 | ||||||
Expired warrants | 1,816 | (1,816) | |||||
Share-based compensation | 1,661 | 1,661 | |||||
Balance at Dec. 31, 2020 | $ 108 | 252,561 | 10,401 | (232,153) | 30,917 | ||
Balance, shares at Dec. 31, 2020 | 48,187,463 | ||||||
Net loss | (29,920) | $ (29,920) | |||||
Exercise of options by employees, shares | 60,265 | ||||||
Issuance of ordinary shares, net of issuance costs of $2.2 million | $ 27 | 30,925 | $ 30,952 | ||||
Issuance of ordinary shares, net of issuance costs of $2.2 million, shares | 8,971,790 | ||||||
Issuance of ordinary shares | [1] | ||||||
Issuance of ordinary shares, shares | 28,334 | ||||||
Exercised Warrants | $ 36 | 20,974 | (4,347) | 16,663 | |||
Exercised Warrants, shares | 11,523,997 | ||||||
Expired warrants | 2,927 | (2,927) | |||||
Share-based compensation | 1,968 | 1,968 | |||||
Issuance of ordinary shares subject to possible redemption | $ 1,598 | ||||||
Issuance of ordinary shares subject to possible redemption, shares | 615,366 | ||||||
Balance at Dec. 31, 2021 | $ 171 | $ 1,598 | $ 309,355 | $ 3,127 | $ (262,073) | $ 50,580 | |
Balance, shares at Dec. 31, 2021 | 68,711,584 | 615,366 | |||||
[1] | Amount less than $1 thousand |
Consolidated Statements of Ch_2
Consolidated Statements of Changes In Shareholders' Equity (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | ||
Issuance costs | $ 2,200 | $ 1,700 | |
Stock Issued During Period, Value, New Issues | |||
Common Stock [Member] | |||
Stock Issued During Period, Value, New Issues | [1] | ||
[1] | Amount less than $1 thousand |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | |||
Net loss | $ (29,920) | $ (24,225) | $ (19,396) |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Depreciation | 1,256 | 1,194 | 1,219 |
Interest expense (income) | (31) | 48 | 61 |
Net changes in operating leases | 46 | 174 | 241 |
Interest expenses on leases | (2) | 9 | 54 |
Exchange gains on cash and cash equivalents | (15) | (175) | (143) |
Changes in accrued liability for employee rights upon retirement | 11 | 12 | 6 |
Share-based compensation | 1,968 | 1,661 | 2,251 |
Changes in operating assets and liabilities: | |||
Increase in other current assets and long-term prepaid expenses | (219) | (119) | (381) |
Decrease (increase) in trade receivables | 129 | (129) | |
Trade | 2,371 | (1,370) | 2,136 |
Other (including other non-current liability) | 193 | 222 | 1,307 |
Decrease in deferred revenue | (771) | (680) | (444) |
Net cash used in operating activities | (24,984) | (23,378) | (13,089) |
CASH FLOWS FROM INVESTING ACTIVITIES: | |||
Purchase of property and equipment | (1,465) | (51) | (73) |
Investment in short-term bank deposits | (51,109) | (41,085) | (63,027) |
Maturity of short-term bank deposits | 37,085 | 51,027 | 57,000 |
Net cash provided by (used in) investing activities | (15,489) | 9,891 | (6,100) |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Proceeds from issuance of ordinary shares and warrants | 33,155 | 19,132 | 2 |
Issuance costs | (2,202) | (1,674) | |
Proceeds from issuance of ordinary shares subject to possible redemption | 1,598 | ||
Proceeds from exercised warrants | 16,662 | ||
Finance lease payments | (104) | (391) | (361) |
Net cash provided by (used in) financing activities | 49,109 | 17,067 | (359) |
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS AND RESTRICTED CASH | 8,636 | 3,580 | (19,548) |
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH AT BEGINNING OF YEAR | 13,697 | 9,942 | 29,347 |
EFFECT OF EXCHANGE RATE ON CASH AND CASH EQUIVALENTS AND RESTRICTED CASH | 15 | 175 | 143 |
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH AT END OF YEAR | 22,348 | 13,697 | 9,942 |
SUPPLEMENTARY INFORMATION ON INVESTING AND FINANCING ACTIVITIES NOT INVOLVING CASH FLOWS: | |||
Non cash activity - Purchase of property and equipment in payables | 6 | ||
Right of use assets obtained in exchange for new operating lease liabilities | 240 | 230 | 28 |
RECONCILIATION OF CASH, CASH EQUIVALENTS, AND RESTRICTED CASH REPORTED IN THE STATEMENT OF FINANCIAL POSITION | |||
Cash and cash equivalents | 21,986 | 13,184 | 9,436 |
Restricted bank deposits | 151 | ||
Restricted bank deposits included in non-current assets | 362 | 362 | 506 |
Total cash, cash equivalents, and restricted cash shown in the statement of cash flows | 22,348 | 13,697 | 9,942 |
SUPPLEMENTARY DISCLOSURE ON CASH FLOWS | |||
Interest received | 141 | 416 | 927 |
Interest paid | $ (2) | $ (9) | $ (20) |
SIGNIFICANT ACCOUNTING POLICIES
SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
SIGNIFICANT ACCOUNTING POLICIES | NOTE 1 – SIGNIFICANT ACCOUNTING POLICIES a. General VBL is a clinical stage biopharmaceutical company committed to developing next-generation, targeted medicines for difficult-to-treat medical conditions. Using its novel platform technologies, VBL has created a pipeline of therapeutics to uniquely address cancer and immune-inflammatory diseases with the goal of significantly improving patient outcomes and overcoming the limitations of currently approved treatments. VBL’s product candidates are built off of our two platform technologies: Vascular Targeting System (VTS™), a gene-based technology targeting newly formed blood vessels, and Monocyte Targeting Technology (MTT), an antibody-based technology able to specifically inhibit monocyte migration for immune-inflammatory applications. We are currently evaluating our lead candidate, ofra-vec, in a Phase 3 registration-enabling trial in platinum resistant ovarian cancer, for which we anticipate PFS primary endpoint data in the second half of 2022. We are also supporting Phase 2 trials in rGBM and metastatic colorectal cancer, or mCRC where we expect preliminary data in 2022. Our second program, VB-601, is an investigational proprietary monoclonal antibody that binds MOSPD2, which we call the “mono-walk”, receptor, and is engineered to specifically prevent monocytes from exiting the blood stream and traveling to inflamed tissues, and is expected to begin a first-in-human clinical trial in the second half of 2022. The Company has an exclusive license agreement with NanoCarrier Co., Ltd. (hereinafter - “The License Agreement”) for the development, commercialization, and supply of ofranergene obadenovec (“ofra-vec”, also known as VB-111) in Japan for all indications, see notes 1(m) and 7. Since inception, VBL has incurred significant losses, and it expects to continue to incur significant expenses and losses for at least the next several years. As of December 31, 2021, the Company had an accumulated deficit of $ 262.1 As of December 31, 2021, the Company had cash, cash equivalents, short-term bank deposits and restricted cash of $ 53.5 million. Based on its current cash resources, VBL believes its current cash will be sufficient to fund our operations for at least twelve months from the date of the filing of these financial statements. VBL may seek to raise additional capital to pursue additional activities through a combination of private and public equity offerings, government grants, strategic collaborations and licensing arrangements. Additional financing may not be available when VBL needs it or may not be available on terms that are favorable to the Company. In September 2021, the Company established VBL Inc., a U.S. based subsidiary of VBL, and began U.S. operations from this entity in the fourth quarter of 2021. On December 20, 2021, the Company announced that it was awarded € 17.5 2.5 15 b. Basis of preparation of the financial statements The Company’s financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”). VASCULAR BIOGENICS LTD. NOTES TO THE FINANCIAL STATEMENTS (continued) NOTE 1 – SIGNIFICANT ACCOUNTING POLICIES c. Use of estimates in the preparation of financial statements The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Actual results may differ from those estimates. d. Functional and presentation currency 1) Functional and presentation currency The U.S. dollar (“dollar”) is the currency of the primary economic environment in which the operations of the Company are conducted. Accordingly, the functional currency of the Company and its U.S. subsidiary is the dollar. 2) Transactions and balances Transactions and balances originally denominated in dollars are presented at their original amounts. Balances in non-dollar currencies are translated into dollars using historical and current exchange rates for non-monetary and monetary balances, respectively. For non-dollar transactions and other items in the statements of operations (indicated below), the following exchange rates are used: (i) for transactions - exchange rates at transaction dates or average rates; and (ii) for other items (derived from non-monetary balance sheet items such as depreciation and amortization, etc.) - historical exchange rates. All foreign exchange gains and losses are presented in the statements of operations within financial income or expenses. e. Cash, cash equivalents and restricted cash deposits The Company considers all short-term, highly liquid investments, to be a cash or cash equivalents, which includes short-term bank deposits with original maturities of three months or less from the date of purchase that are not restricted as to withdrawal or use and are readily convertible to known amounts of cash, in addition to restricted cash required to be set aside for operating lease contractual agreements recorded in non-current assets on the balance sheet. f. Property, plant and equipment 1) All property and equipment (including leasehold improvements) are stated at cost less accumulated depreciation and impairment. Cost includes expenditures that are directly attributable to the acquisition of the items. Repairs and maintenance are recorded in the statement of comprehensive loss during the period in which they are incurred. 2) The assets are depreciated using the straight-line method to allocate their cost over their estimated useful lives. Annual rates of depreciation are as follows: SCHEDULE OF ESTIMATED USEFUL LIVE Years Laboratory equipment 7 - 15 Computers 3 - 4 Office furniture and equipment 15 Leasehold improvements are depreciated using the straight-line method over the shorter of the term of the lease VASCULAR BIOGENICS LTD. NOTES TO THE FINANCIAL STATEMENTS (continued) NOTE 1 – SIGNIFICANT ACCOUNTING POLICIES 3) Gains and losses on disposals are determined by comparing proceeds with the associated carrying amount. These are included in the statements of operations. g. Impairment of long-lived assets Assets that are subject to depreciation are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. If the sum of expected future cash flows (undiscounted and without interest charges) of the assets is less than the carrying amount of such assets, an impairment loss would be recognized. The assets would be written down to their estimated fair values, calculated based on the present value of expected future cash flows (discounted cash flows), or some other fair value measure. Through December 31, 2021, no h. Deferred income tax Deferred taxes are recognized using the asset and liability method on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements. A valuation allowance is recognized to the extent that it is more likely than not that the deferred taxes will not be realized in the foreseeable future. Given the Company’s losses, the Company has provided a full valuation allowance with respect to its deferred tax assets. i. Uncertainty in income tax The Company follows a two-step approach in recognizing and measuring uncertain tax positions. The first step is to evaluate the tax position for recognition by determining if the available evidence indicates that it is more likely than not that the position will be sustained based on technical merits. If this threshold is met, the second step is to measure the tax position as the largest amount that has more than a 50% likelihood j. Employee benefits a. Post-employment benefit obligation Israeli labor laws and the Company’s agreements require the Company to pay retirement benefits to employees terminated or leaving their employment in certain other circumstances. Most of the Company’s employees are covered by a defined contribution plan under Section 14 of the Israel Severance Pay Law from the beginning of their employment with the Company. With respect to the remaining employees, which are not covered by a defined contribution plan under Section 14 of the Israel Severance Pay Law only from January 1, 2010, the Company records a liability in its balance sheet. VASCULAR BIOGENICS LTD. NOTES TO THE FINANCIAL STATEMENTS (continued) NOTE 1 – SIGNIFICANT ACCOUNTING POLICIES b. Vacation and recreation pay Under Israeli law, each employee is entitled to vacation days and recreation pay, both computed on an annual basis. The entitlement is based on the length of the employment period. The Company recognizes a liability and expense for vacation and recreation pay based on the entitlement of each employee. k. Share-based compensation The Company accounts for employees’ and directors’ share-based payment awards classified as equity awards using the grant-date fair value method. The fair value of share-based payment transactions is recognized as an expense over the requisite service period. The Company elected to recognize compensation costs for awards conditioned only on continued service that have a graded vesting schedule using the accelerated method over the related service period. Share based payments to employees and directors were measured by reference to the fair value of the options and restricted share (hereinafter “RSUs”) granted at date of grant. The Company calculates the fair value of stock-based option awards on the date of grant using the Black-Scholes option pricing model. This option pricing model requires estimates as to the option’s expected term and the price volatility of the underlying stock. The Company measures compensation expense for the restricted stock units based on the market value of the underlying stock at the date of grant. Performance vesting conditions are included in assumptions about the number of options and RSU’s that are expected to vest. The total expense is recognized over the vesting period, which is the period over which all of the specified vesting conditions are to be satisfied. When options are exercised, the Company issues new shares, with proceeds less directly attributable transaction costs recognized as share capital (par value) and additional paid in capital. The Company has elected to recognize forfeitures as they occur. l. Contingencies Certain conditions may exist as of the date of the financial statements, which may result in a loss to the Company, but which will only be resolved when one or more future events occur or fail to occur. If the assessment of a contingency indicates that it is probable that a material loss has been incurred and the amount of the liability can be estimated, then the estimated liability is recorded as accrued expenses in the Company’s financial statements. If the assessment indicates that a potential material loss contingency is not probable but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, together with an estimate of the range of possible loss if determinable and material are disclosed. As of December 31, 2021, no VASCULAR BIOGENICS LTD. NOTES TO THE FINANCIAL STATEMENTS (continued) NOTE 1 – SIGNIFICANT ACCOUNTING POLICIES m. Revenue from contracts with customers: General The Company recognizes revenues from the License Agreement according to ASC 606, “Revenues from Contracts with Customers”. In determining the appropriate amount of revenue to be recognized as the Company fulfills its obligations under each of its agreements, the Company performs the following steps: 1. identify the contract with a customer; 2. identify the performance obligations in the contract; 3. determine the transaction price; 4. allocate the transaction price to the performance obligations in the contract; 5. recognize revenue when (or as) the entity satisfies a performance obligation. Revenues from licensing agreement According to ASC 606, a performance obligation is a promise to provide a distinct good or service or a series of distinct goods or services. A good or service promised to a customer is distinct if the customer can benefit from the good or service either on its own or together with other resources that are readily available to the customer and the entity’s promise to transfer the good or service to the customer is separately identifiable from other promises in the contract. The Company has identified two performance obligations in The License Agreement: (1) Grant of the license and use of its IP; and (2) Company’s participation and consulting assistance services. In addition, there is a potential performance obligation regarding future manufacturing. ASC 606 defines the ‘Transaction Price’ as the amount of consideration to which the entity expects to be entitled in exchange for transferring the promised goods or services to a customer. The Company estimates the standalone selling prices of the services to be provided based on expected cost-plus margin approach and uses the residual approach to estimate the selling price of the license. The Grant of the license and use of its IP performance obligation considered to be a right to use IP in accordance with ASC 606. Therefore, revenue is recognized at a point in time, upon transfer of control over the license to the licensee. The Company’s participation and consulting assistance services performance obligation is recognized as revenue over the service period, based on input method, which is costs incurred and labor hours expended. The transaction price contains variable consideration contingent upon the licensee achieving certain milestones, as well as sales-based royalties, in accordance with the relevant agreement. Variable payments, contingent on achieving additional milestones, are included in the transaction price based on most likely amount method. Amounts included in the transaction price are recognized only when it is probable that a significant reversal of cumulative revenues will not occur, usually upon achievement of the specific milestone, in accordance with the relevant agreement. Sales-based royalties are not included in the transaction price. Rather, they are recognized as the related sale occurs, due to the specific exception of ASC 606 for sales-based royalties in licensing of intellectual properties. VASCULAR BIOGENICS LTD. NOTES TO THE FINANCIAL STATEMENTS (continued) NOTE 1 – SIGNIFICANT ACCOUNTING POLICIES n. Research and development expenses Research and development expenses include costs directly attributable to the conduct of research and development programs, including the cost of clinical trials, clinical trial supplies, salaries, share-based compensation expenses, payroll taxes and other employee benefits, lab expenses, consumable equipment and consulting fees. All costs associated with research and developments are expensed as incurred. Clinical trial expenses are charged to research and development expense as incurred. The Company accrues for expenses resulting from obligations under contracts with clinical research organizations (CROs). The financial terms of these contracts are subject to negotiations, which vary from contract to contract and may result in payment flows that do not match the periods over which materials or services are provided. The Company’s objective is to reflect the appropriate trial expense in the financial statements by matching the appropriate expenses with the period in which services and efforts are expended. o. Government grants Government grants, which are received from the Israeli Innovation Authority or IIA (formerly known as the Israeli Office of Chief Scientist, or the “OCS”) by way of participation in research and development that is conducted by the Company, are received in installments as the program progresses based on qualified research spending. Grants received are recognized when the grant becomes receivable, provided there was reasonable assurance that the Company will comply with the conditions attached to the grant and there was reasonable assurance the grant will be received. The grant is deducted from the research and development expenses as the applicable costs are incurred. Research and development expenses, net, for the years ended December 31, 2021, 2020 and 2019, include participation in research and development expenses in the amount of approximately $ 0.5 million, $ 1.4 million and $ 2.7 million, respectively. p. Leases The Company determines if an arrangement is a lease at inception. Balances related to operating leases are included in operating lease right-of-use (“ROU”) assets, other current liabilities, and operating lease liabilities in the consolidated balance sheets. The Company also elected to combine lease and non-lease components and to keep leases with an initial term of 12 months or less off the balance sheet and recognize the associated lease payments in the consolidated statements of income on a straight-line basis over the lease term. ROU assets represent the Company’s right to use an underlying asset for the lease term, and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized as of the commencement date based on the present value of lease payments over the lease term. The Company’s lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. The discount rate for the lease is the rate implicit in the lease unless that rate cannot be readily determined. As the Company’s leases do not provide an implicit rate, the Company’s uses its estimated incremental borrowing rate based on the information available at the commencement date in determining the present value of lease payments. Lease expense for lease payments is recognized on a straight-line basis over the lease term (see also note 5). VASCULAR BIOGENICS LTD. NOTES TO THE FINANCIAL STATEMENTS (continued) NOTE 1 – SIGNIFICANT ACCOUNTING POLICIES q. Segment reporting An operating segment is defined as a component that engages in business activities whose operating results are reviewed by the chief operating decision maker for the purpose of assessing performance and allocating resources and for which discrete financial information is available. The Company has one r. Loss per Ordinary Share VBL complies with accounting and disclosure requirements of FASB ASC Topic 260, Earnings Per Share. Basic loss per share of common stock is computed by dividing the net loss by the weighted average number of ordinary shares(including fully vested RSUs and PSUs) outstanding during the period. Due to the existence of Ordinary shares subject to possible redemption, the Company follows the two-class method in calculating loss per share. In computing diluted earnings per share, basic earnings per share are adjusted to take into account the potential dilution that could occur upon the exercise of options and non-vested RSUs and PSUs, using the treasury stock method. Accretion associated with the ordinary shares subject to possible redemption is excluded from loss per ordinary share. Potentially dilutive securities have been excluded from VBL’s computation of dilutive loss per share as such securities would have been anti-dilutive. There were 12,191,029 , 23,264,073 , 13,528,092 ordinary shares underlying outstanding options and warrants at December 31, 2021, 2020, and 2019, respectively. s. Concentration of credit risks Credit and interest risk arise from cash and cash equivalents and deposits with banks. A substantial portion of the liquid instruments of the Company are invested in short-term deposits in a leading Israeli bank. The Company estimates that since the liquid instruments are mainly invested for short-term and with a highly rated institution, the credit and interest risk associated with these balances is immaterial. t. Recently issued accounting pronouncements, not yet adopted In November 2021, VASCULAR BIOGENICS LTD. NOTES TO THE FINANCIAL STATEMENTS (continued) |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 12 Months Ended |
Dec. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | NOTE 2 – FAIR VALUE MEASUREMENTS The different levels of valuation of financial instruments are defined as follows: Level 1 Quoted prices (unadjusted) in active markets that are accessible at the measurement date for assets or liabilities. The fair value hierarchy gives the highest priority to Level 1 inputs. Level 2 Observable prices that are based on inputs not quoted on active markets, but corroborated by market data or active market data of similar or identical assets or liabilities. Level 3 Unobservable inputs are used when little or no market data is available. The fair value hierarchy gives the lowest priority to Level 3 inputs. As of December 31, 2021, 2020 and 2019, the fair value of financial instruments (cash and cash equivalents, short term bank deposits, other current assets and accounts payable) is approximate to their carrying value. |
SHORT-TERM BANK DEPOSITS
SHORT-TERM BANK DEPOSITS | 12 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
SHORT-TERM BANK DEPOSITS | NOTE 3 – SHORT-TERM BANK DEPOSITS The bank deposits in 2021 of $ 31.2 three months one year 0.65 0.85 17.1 three months one year 0.01 0.75 |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 12 Months Ended |
Dec. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | NOTE 4 – PROPERTY AND EQUIPMENT SCHEDULE OF PROPERTY AND EQUIPMENT December 31 2021 2020 (in thousands) Cost: Laboratory equipment* $ 6,005 $ 4,705 Computers 328 304 Office furniture and equipment 200 198 Leasehold improvements $ 6,707 6,653 $ 13,240 $ 11,860 Less: Accumulated depreciation* $ 6,393 $ 5,228 Property and Equipment, net $ 6,847 $ 6,632 * Laboratory equipment includes the finance lease (see Note 5) with a cost of $ 1.1 0.6 million and $ 0.5 million, respectively. Depreciation expense totaled $ 1.3 1.2 1.2 During the years ended December 31, 2021, the Company disposed of $ 0.1 million of fixed assets. During the years ended December 31, 2020 and December 31, 2019, the Company did not dispose of any fixed assets. VASCULAR BIOGENICS LTD. NOTES TO THE FINANCIAL STATEMENTS (continued) |
LEASES
LEASES | 12 Months Ended |
Dec. 31, 2021 | |
Leases | |
LEASES | NOTE 5 – LEASES Operating leases 1) In October 2016, the Company entered into a long-term lease contract for approximately $ 2.2 7 0.4 2) The Company maintains operating lease agreements for vehicles it uses. The lease periods are generally for three years. Finance Lease In July 2017, the Company entered into a long-term lease contract for approximately $ 1.1 3 The following table sets forth data regarding the Company’s leases: SCHEDULE OF LEASES Year ended December 31, 2021 2020 2019 (in thousands) Lease cost Finance lease cost: Amortization of right-of-use assets $ 168 $ 168 $ 168 Interest on lease liabilities 1 9 20 Operating lease cost 595 535 554 Other information Cash paid for amounts included in the measurement of lease liabilities: Financing cash flows from finance leases $ 104 $ 391 $ 361 Operating cash flows from operating leases $ 586 $ 530 $ 506 Financing cash flows from finance leases $ 1 $ 9 $ 20 Right-of-use assets obtained in exchange for new operating lease liabilities $ 368 $ 230 $ 200 VASCULAR BIOGENICS LTD. NOTES TO THE FINANCIAL STATEMENTS (continued) NOTE 5 – LEASES December 31, 2021 2020 2019 Weighted-average discount rate - finance leases 3.0 % 3.0 % 3 % Weighted-average discount rate - operating leases 4.0 % 4.1 % 4.2 % Weighted-average remaining lease term – finance lease - 0.25 1.25 Weighted-average remaining lease term - operating leases 4.80 5.92 7.01 Future minimum lease payments under non-cancellable leases as of December 31, 2021 were as follows: SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS Operating Leases (Dollars in thousands) Year ending December 31, 2022 $ 615 2023 548 2024 429 2025 435 2026 435 Thereafter 145 Total future minimum lease payments 2,607 Less imputed interest (255 ) Total $ 2,352 VASCULAR BIOGENICS LTD. NOTES TO THE FINANCIAL STATEMENTS (continued) |
SEVERANCE PAY OBLIGATIONS
SEVERANCE PAY OBLIGATIONS | 12 Months Ended |
Dec. 31, 2021 | |
Retirement Benefits [Abstract] | |
SEVERANCE PAY OBLIGATIONS | NOTE 6 – SEVERANCE PAY OBLIGATIONS Israeli law generally requires payment of severance pay upon dismissal of an employee or upon termination of employment in certain other circumstances. The Israel pension and severance pay liability to employees are covered mainly by regular deposits with recognized pension and severance pay funds under the employees’ names and through the purchase of insurance policies. Most of the Company’s employees are covered by a defined contribution plan under Section 14 of the Israel Severance Pay Law. According to the plan, the Company regularly makes payments to severance pay or pension funds without having a legal or constructive obligation to pay further contributions if the funds do not hold sufficient assets to pay all employees in the plan the benefits relating to employee service in the current and prior periods. Neither severance pay liability nor severance pay funds under Section 14 for such employees is recorded on the Company’s balance sheet as the Company is relieved of its obligation upon contribution. For certain Israeli employees, the Company accrues severance pay liability, calculated pursuant to Israeli Severance Pay Law based on the most recent salary of the employees multiplied by the number of years of employment as of the balance sheet date (the “Shut-Down method”). The liability is recorded as if it was payable at each balance sheet date on an undiscounted basis. The Company’s liability with respect to Israeli employees’ is covered by monthly deposits with severance pay funds. The value of the deposited funds is based on the cash surrender value of these policies and includes profits (or loss) accumulated through the balance sheet date. The deposited funds may be withdrawn only upon the fulfillment of the obligations pursuant to Israeli Severance Pay Law or labor agreements. The amounts funded are presented separately in the balance sheet as funds in respect to employees’ rights upon retirement. During the five-year period following December 31, 2021, the Company expects to pay future benefits to two employees upon each such employee’s normal retirement age. The Company anticipates that the benefits payable will be approximately $ 0.1 The amounts of severance pay expenses were approximately $ 0.3 0.2 0.2 The Company expects to contribute approximately $ 0.3 million in the year ending December 31, 2022 to insurance companies in connection with its severance liabilities for its operations for that year, approximately all of which will be contributed to one or more Contribution Plans. The above amounts were determined based on the employees’ current salary rates and the number of years’ service that will have been accumulated at their retirement date. These amounts do not include amounts that might be paid to employees that will cease working with the Company before reaching their normal retirement age. VASCULAR BIOGENICS LTD. NOTES TO THE FINANCIAL STATEMENTS (continued) |
LICENSE AND SUPPLY AGREEMENTS
LICENSE AND SUPPLY AGREEMENTS | 12 Months Ended |
Dec. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | |
LICENSE AND SUPPLY AGREEMENTS | NOTE 7 – LICENSE AND SUPPLY AGREEMENTS In November 2017, the Company signed an exclusive license agreement with NanoCarrier Co., Ltd. for the development, commercialization, and supply of ofra-vec in Japan. VBL retains rights to ofra-vec globally except for Japan (“The License Agreement”). Under the terms of the agreement, VBL has granted NanoCarrier an exclusive license to develop and commercialize ofra-vec in Japan for all indications. VBL will supply NanoCarrier with ofra-vec, and NanoCarrier will be responsible for all regulatory and other clinical activities necessary for commercialization in Japan. In exchange, the Company received an up-front nonrefundable payment of $ 15.0 100.0 In March 2019, the Company entered into exclusive option license agreement (hereafter- Agreement) with an animal health company, for the development of VB-201 for veterinary use. Under the Agreement, the Company granted a right to use intellectual property and transfer materials. In addition, the Company granted an option to obtain an exclusive worldwide, royalty-bearing, transferable license under the Company’s intellectual property and materials to research, develop and sell the product worldwide. As part of the Agreement, the Company received an immaterial non-refundable and non-creditable upfront payment recognized as revenues during 2019. In addition, the Company is entitled to receive an immaterial amount upon the achievement of a milestone event. The performance obligation relating to the Company’s participation and consulting assistance services during the development period is recognized over the service period. During 2021, 2020 and 2019 the Company recognized revenue in an amount of $ 0.8 0.9 0.6 0.7 Revenues recognized in 2021, 2020 and 2019 were related to the Company’s participation and consulting assistance services from the License Agreement and from the option to license agreement for the development of VB-201 for animal healthcare worldwide. All of revenues recognized in 2021 were included in the opening balance of the deferred revenue in the balance sheets. VASCULAR BIOGENICS LTD. NOTES TO THE FINANCIAL STATEMENTS (continued) |
COMMITMENTS
COMMITMENTS | 12 Months Ended |
Dec. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS | NOTE 8 – COMMITMENTS a. In April 2011, the Company executed a Commercial License Agreement with Janssen Vaccines & Prevention B.V. (“Janssen”), for incorporating the adenovirus 5 in ofra-vec and other drug candidates for cancer for consideration including the following potential future payments: ● an annual license fee of € 0.1 0.1 0.1 10 three months ● a milestone payment of € 0.4 0.5 ● royalties of 0.5 2.0 There are no limits or caps on the amount of potential royalties. Pursuant to the agreement, the Company has the right to terminate the agreement by giving Janssen three months’ written notice. b. In February 2013, the Company entered into an agreement with Tel Hashomer-Medical Research, Infrastructure and Services Ltd. (“Tel Hashomer”). The agreement with Tel Hashomer provides that the Company will pay 1 % of any net sales of any product covered by the intellectual property covered under the agreement and 2 % of any consideration received by the Company for granting a license or similar rights to such intellectual property. Such amounts will be recorded as part of the Company’s cost of revenues. In addition, upon the occurrence of an exit event such as a merger, sale of all shares or assets or the closing of an initial public offering such as the IPO, the Company is required to pay to Tel Hashomer 1 % of the proceeds received by the Company or its shareholders as the case may be. Royalty and all other payment obligations under this agreement will expire once the Company has paid an aggregate sum of NIS 100 million (approximately $ 29 million) to Tel Hashomer by way of pay out, exit proceeds and licensing consideration. Amounts previously paid as royalties on any net sales will not be taken into account when calculating this aggregate sum. Amounts payable upon occurrence of an exit event are not considered to be probable until actual occurrence. Upon occurrence of such event, as such event does not represent a substantive milestone with regard to the Company’s intellectual property, the amount to be paid is recorded in the Statement of comprehensive loss under research and development costs. Through December 31, 2021, the Company paid Tel Hashomer a total amount of $ 0.7 c. The Company is committed to pay royalties to the Government of Israel on proceeds from sales of products in the research and development of which the Government participates by way of grants. At time the grants were received, successful development of the related project was not assumed. In the case of failure of the project that was partly financed by the Government of Israel, the Company is not obligated to pay any such royalties. Under the terms of the Company’s funding from the Israeli Government, royalties of 3 3.5 100 29.2 37.6 0.6 VASCULAR BIOGENICS LTD. NOTES TO THE FINANCIAL STATEMENTS (continued) NOTE 8 – COMMITMENTS In addition, under the Research Law, the Company is prohibited from transferring, including by way of license, the IIA-financed technologies and related intellectual property rights and know-how outside of the State of Israel, except under limited circumstances and only with the approval of the IIA Research Committee. The Company may not receive the required approvals for any proposed transfer and, even if received, may be required to pay the IIA a portion of the consideration that it receives upon any sale of such technology to a non-Israeli entity up to 600 |
SHARE CAPITAL
SHARE CAPITAL | 12 Months Ended |
Dec. 31, 2021 | |
Equity [Abstract] | |
SHARE CAPITAL | NOTE 9 – SHARE CAPITAL a. The Ordinary Shares confer upon their holders the following rights: (i) the right to vote in any general meeting of the Company; (ii) the right to receive dividends; and (iii) the right to receive upon liquidation of the Company a sum equal to the nominal value of the share, and if a surplus remains, to receive such surplus. On May 17, 2019, the Company entered into an Equity Distribution Agreement with Oppenheimer & Co. Inc., or Oppenheimer to offer and sell from time to time its ordinary shares, NIS 0.01 par value, having an aggregate offering price of up to $ 15,000,000 through Oppenheimer acting as its agent and/or principal. For the year-ended December 31, 2021, the Company sold an aggregate of 1,285,366 ordinary shares under its at-the-market (“ATM”) equity facility. The total gross consideration amounted to approximately $ 3.5 million. The Company failed to file a prospectus supplement specifying details of the share sales under the ATM. This may have constituted a violation of Section 5 of the U.S. Securities Act of 1933, as amended (the “Securities Act”) and may give rise to liability under Section 12 of the Securities Act (which generally provides a rescission remedy for offers and sales of securities in violation of Section 5) as well as potential liability under the anti-fraud provisions of federal and state securities laws and state rescission laws. In such event, anyone who acquired such ordinary shares would have a right to rescind the purchase. If all the shareholders who acquired ordinary shares demanded rescission, the maximum that VBL would be obligated to repay would be approximately $ 3.5 million, plus interest. Out of the approximately $ 3.5 million of sales, one identified buyer purchased approximately $ 1.9 million of the Company’s ordinary shares. Such identified buyer has agreed to waive any rescission rights and has signed a waiver evidencing such agreement. The Securities Act generally requires that any claim brought for a violation of Section 5 of the Securities Act be brought within one year of the violation. Additionally, if it is determined that such sales did in fact violate the Securities Act, VBL may become subject to fines and penalties imposed by the SEC and state securities agencies. Based on consultation with its counsel and management assessment, VBL did not recognize any provision related to this uncertainty. VBL analyzed the classification of the ordinary shares. Based on ASC 480-10-S99-3A(f), VBL determined that since the redemption obligation is outside of its control, the ordinary shares should be considered ordinary shares subject to possible redemption, and $ 1.6 million should classified as temporary equity as ordinary shares subject to possible redemption, as reflected in the balance sheet, see also note 13. VASCULAR BIOGENICS LTD. NOTES TO THE FINANCIAL STATEMENTS (continued) NOTE 9 – SHARE CAPITAL b. On May 7, 2020 and May 11, 2020, the Company entered into securities purchase agreements with several institutional investors and existing shareholders to purchase 11,492,065 1.575 11,492,065 1.45 18.1 16.4 May 11, 2020 May 13, 2020 The fair value of the warrants was computed using the Black-Scholes option-pricing model. The underlying data used for computing the fair value of the warrants are mainly as follows: ordinary share price based on the current price of an ordinary share: $ 1.27 1.63 74 76 0.155 0.165 zero 1.5 As of December 31, 2021, all 11,492,065 16.7 c. On July 29, 2020, at the general meeting of the shareholders of the Company, such shareholders approved the increase of the authorized share capital of the Company to 150,000,000 0.01 d. On January 14, 2021, the Company entered into an ordinary share purchase agreement (Agreement) of up to $ 20 0.01 1,400,000 3.0 e. On April 9, 2021, VBL entered into an underwriting agreement pursuant to which the Company issued(a) 5,150,265 1.90 8,050,000 1.89 0.01 1,751,525 6,901,790 8,050,000 26.4 f. On May 6, 2021, 1,250,000 five year VASCULAR BIOGENICS LTD. NOTES TO THE FINANCIAL STATEMENTS (continued) NOTE 9 – SHARE CAPITAL g. Sha re based compensation plans In February 2000, the Company’s Board of Directors approved an option plan (the “Plan”) as amended through 2008. Under the Plan, the Company reserved up to 1,423,606 0.01 Each option provides the holder the right to exercise such option and acquire one Ordinary Share per option. Any option granted under the Plan that is not exercised within ten years from the date upon which it becomes exercisable, will expire. In April 2011, the Company’s board of directors approved a new option plan (the “New Plan”). Under the New Plan, the Company reserved up to 766,958 159,458 Any option which was granted under the New Plan and was not exercised within twenty years from the date when it becomes exercisable, will expire. In September 2014, the Company’s shareholders approved the adoption of the Employee Share Ownership and Option Plan (2014) (“2014 Plan”) effective as of the closing of the public offering. Under the 2014 Plan, the Company reserved up to 928,000 28,000 Any option which was granted under the 2014 Plan and was not exercised within twenty years from the date when it becomes exercisable, will expire Option exercise prices and vesting periods option grants are determined by the board of directors of the Company on the date of the grant. The options are subject to the terms stipulated by section 102(b)(2) of the Ordinance. According to these provisions, the Company will not be allowed to claim as an expense for tax purposes the amounts credited to the employees as a capital gain benefit in respect of the options granted. Options granted to related parties or non-employees of the Company are governed by Section 3(i) of the Ordinance. The Company will be allowed to claim as an expense for tax purposes the amounts equal to the expenses it recorded in the financial statements in the year in which the related parties or non-employees exercised the options into shares. Options granted in 2019, 2020 and 2021: SCHEDULE OF STOCK OPTION ACTIVITY Number of options granted The fair according to Exercise value of option plan of price per options on date the company Ordinary Share of grant (in Date of grant Total ($) thousands) December 19, 2019 1,346,000 $ 1.22 $ 1,411 November 24, 2020 125,000 $ 1.17 $ 135 December 8, 2020 1,343,000 $ 1.22 $ 1,753 July 20, 2021 125,000 $ 2.38 $ 276 October 4, 2021 307,500 $ 2.22 $ 530 October 19, 2021 174,000 $ 2.20 $ 340 December 7, 2021 1,188,287 $ 2.31 $ 2,258 VASCULAR BIOGENICS LTD. NOTES TO THE FINANCIAL STATEMENTS (continued) NOTE 9 – SHARE CAPITAL Most of the options granted in 2019, 2020, and 2021 vest over 4 years with 25% vesting on the first anniversary and the remainder vesting quarterly over the next 3 years. The remaining 327,681 options granted in fiscal 2021 vest over 2 years with 50% on the first-anniversary, and the remaining 50% vesting equally at the end of each quarter in the second year. The fair value of the options on the date of grant was computed using the Black-Scholes model. Fair value of the options was estimated using the expected volatility. The risk-free interest rate was determined based on rates of return on maturity of unlinked treasury bonds with time to maturity that equals the average life of the options. The fair value of the Company’s stock options granted for the years ended December 31, 2021, 2020 and 2019 was estimated using the following assumptions: SCHEDULE OF FAIR VALUE OF STOCK OPTIONS AND RSUs GRANTED 2021 2020 2019 Value of one ordinary share $ 1.97 -$ 2.47 $ 1.21 1.45 $ 1.15 Expected stock price volatility 91 % 94 % 100 % Expected term (in years) 11 11 11 Risk free interest rate 1.48 %- 1.64 % 0.88 0.91 % 1.91 % Dividend yield - - - h. Changes in the number of options and RSUs and weighted average exercise prices are as follows: SCHEDULE OF CHANGES IN NUMBER OF OPTIONS AND RSUS AND WEIGHTED AVERAGE EXERCISE PRICES Year ended December 31 2021 2020 2019 Weighted Weighted Weighted Number average Number average Number average of exercise of exercise of exercise options price options price options price Outstanding at beginning of year 7,569,626 $ 2.53 6,373,331 $ 2.91 5,056,914 $ 3.36 Granted 1,794,787 2.29 1,468,000 1.22 1,346,000 1.22 Exercised (60,265 ) 0.01 - - - - Forfeited and expired (65,500 ) 3.01 (271,705 ) 4.35 (29,583 ) 3.30 Outstanding at end of year (1) 9,238,648 $ 2.5 7,569,626 $ 2.53 6,373,331 $ 2.91 Exercisable at end of year 5,308,234 $ 3.1 4,149,359 $ 3.43 3,294,647 $ 3.73 (1) Includes RSUs of 74,001 102,334 102,334 VASCULAR BIOGENICS LTD. NOTES TO THE FINANCIAL STATEMENTS (continued) NOTE 9 – SHARE CAPITAL i. The following is information about exercise price and remaining contractual life of outstanding options and RSUs at year-end: SCHEDULE OF OPTIONS EXERCISE PRICE AND CONTRACTUAL LIFE December 31, 2021 December 31, 2020 December 31, 2019 Number of Weighted Number of Weighted Number of Weighted options average of options average of options average of outstanding remaining outstanding remaining outstanding remaining at end of Exercise contractual at end of Exercise contractual at end of Exercise contractual year Price life year price life year Price life 448,911 $ 0.002 10.67 509,176 $ 0.002 10.14 509,176 $ 0.002 10.88 125,000 $ 1.17 18.91 125,000 1.17 19.91 - - - 72,990 $ 1.21 2.72 72,990 $ 1.21 3.72 72,990 $ 1.21 4.72 6,241,406 $ 1.22 2.47 14.56 4,491,494 $ 1.22 2.47 16.61 3,244,969 $ 1.22 2.47 30.38 538,871 $ 3.30 3.48 10.92 538,871 $ 3.30 3.48 11.92 559,871 $ 3.30 3.48 12.96 30,000 $ 6.03 13.12 30,000 $ 6.03 14.12 60,000 $ 6.03 15.13 86,000 $ 6.90 16.02 106,625 $ 6.90 17.02 116,000 $ 6.90 18.02 342,470 $ 7.52 13.88 342,470 $ 7.52 14.88 372,470 $ 7.52 15.88 1,353,000 $ 5.08 5.99 15.36 1,353,000 $ 5.08 5.99 16.36 1,437,855 $ 5.08 5.99 17.36 9,238,648 7,569,626 6,373,331 The aggregate intrinsic value for the options outstanding as of December 31, 2021, 2020 and 2019 was $ 4.0 million, $ 3.7 million and, $ 0.6 million, respectively. j. Expenses for share based compensation recognized in statements of comprehensive loss were as follows: SCHEDULE OF SHARE BASED COMPENSATION Year ended December 31 2021 2020 2019 U.S. dollars in thousands Research and development expenses $ 774 $ 834 $ 1,236 Administrative and general expenses 1,194 827 1,015 $ 1,968 $ 1,661 $ 2,251 The remaining unrecognized compensation expenses as of December 31, 2021 are $ 4.1 2.5 VASCULAR BIOGENICS LTD. NOTES TO THE FINANCIAL STATEMENTS (continued) |
TAXES ON INCOME
TAXES ON INCOME | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
TAXES ON INCOME | NOTE 10 – TAXES ON INCOME a. Measurement of results for tax purposes The Company as a “foreign-investment company” measures its results for tax purposes in dollar based on Income Tax Regulations (Bookkeeping Principles of Foreign Invested Companies and of Certain Partnerships and the Determination of Their Taxable Income), 1986. b. Tax rates The Company is taxed according to Israeli tax laws. The taxable income of the Company, other than income from Benefited Enterprises (see c below), is subject to the regular Israeli corporate tax rate, which is currently 23 c. Tax benefits under the Law for the Encouragement of Capital Investments, 1959 Under the Investment Law, including Amendment No. 60 to the Investment Law that was published in April 2005, by virtue of the Benefited Enterprise program for certain of its production facilities, the Company may be entitled to various tax benefits. The main benefit arising from such status is the reduction in tax rates on income derived from a Benefited Enterprise. The extent of such benefits depends on the location of the enterprise. Since the Company’s facilities are not located in “national development zone A,” income derived from Benefited Enterprises will be tax exempt for a period of two years and then have a reduced tax rate for a period of up to an additional eight years. The period of tax benefits, as described above, is limited to 12 years from the beginning of the Benefited Enterprise election year (2012). As of December 31, 2021, the period of benefits has not yet commenced. In the event of distribution or deemed distribution of dividends from income which was tax exempt as above, the amount distributed will be subject to the tax rate it was exempted from. The Company is entitled to claim accelerated depreciation in respect of equipment used by the Benefited Enterprises during five tax years. Entitlement to the above benefits is conditioned upon the Company fulfilling the conditions stipulated by the Investment Law and regulations published thereunder. In the event of failure to comply with these conditions, the benefits may be canceled and the Company may be required to apply the regular tax depreciation rates and pay tax on the income in question at the regular corporate tax rates with the addition of linkage differences to the Israeli consumer price index and interest. The Investment Law was amended as part of the Economic Policy Law for the years 2011-2012 (the “Amendment”), which became effective on January 1, 2011. The Amendment sets alternative benefit tracks to the ones currently in place under the provisions of the Investment Law, including a reduced corporate tax rate. Tax rate for “Preferred Enterprise” income of companies not located in national development zone A is 16 VASCULAR BIOGENICS LTD. NOTES TO THE FINANCIAL STATEMENTS (continued) NOTE 10 – TAXES ON INCOME The benefits are granted to companies that qualify under criteria set forth in the Investment Law; for the most part, those criteria are similar to the criteria that have existed in the Investment Law prior to its amendment and the benefit period is unlimited in time. However, in accordance with the Amendment, the classification of licensing income as Preferred income may be subject to the issuance of a pre-ruling by the Israel Tax Authority. Additional amendments to the Investment Law became effective in January 2017 (the “2017 Amendment”). Under the 2017 Amendment, and provided the conditions stipulated therein are met, income derived by Preferred Companies from ‘Preferred Technological Enterprises’ (“PTE”) (as defined in the 2017 Amendment), would be subject to reduced corporate tax rates of 7.5% in Development Zone “A” and 12% elsewhere, or 6% in case of a ‘Special Preferred Technological Enterprise’ (“SPTE”) as defined in the 2017 Amendment) regardless of the company’s geographical location within Israel. A Preferred Company distributing dividends from income derived from its PTE or SPTE, would subject the recipient to a 20% tax (or lower, if so provided under an applicable tax treaty). The 2017 Amendment further provides that, in certain circumstances, a dividend distributed to a corporate shareholder who is not an Israeli resident for tax purposes would be subject to a 4% tax (inter alia, if the amount of foreign investors in the distributing company exceeds 90%). On June 14, 2017, the Encouragement of Capital Investments Regulations (Preferred Technology Income and Capital Profits for a Technological Enterprise), 2017 (the “Regulations”) were published, which adopted Action 5 under the base erosion and profit shifting (“BEPS”) regulations. The Regulations describe, inter alia, the mechanism used to determine the calculation of the benefits under the PTE and under the SPTE Regime and determine certain requirements relating to documentation of intellectual property for the purpose of the PTE. According to these provisions, a company that complies with the terms under the PTE regime may be entitled to certain tax benefits with respect to income generated during the company’s regular course of business and derived from the preferred intangible asset (as determined in the Investments Law), excluding income derived from intangible assets used for marketing and income attributed to production activity. In the event that intangible assets used for marketing purposes generate over 10% of the PTE’s income, the relevant portion, calculated using a transfer pricing study, would be subject to regular corporate income tax. If such income does not exceed 10%, the PTE will not be required to exclude the marketing income from the PTE’s total income. The Regulations set a presumption of direct production expenses plus 10% with respect to income related to production, which can be countered by the results of a supporting transfer pricing study. Tax rates applicable to such production income expenses will be similar to the tax rates under the Preferred Enterprise regime, to the extent such income would be considered as eligible. In order to calculate the preferred income, the PTE is required to take into account the income and the research and development expenses that are attributed to each single preferred intangible asset. Nevertheless, it should be noted that the transitional provisions allow companies to take into account the income and research and development expenses attributed to all of the preferred intangible assets they have. Under the Regulations, the Company’s corporate tax rate is expected to be between 12 16 Under the transitional provisions of the Investment Law, a company is allowed to continue to enjoy the tax benefits available under the Investment Law prior to its amendment until the end of the period of benefits, as defined in the Investment Law. In each year during the period of benefits of its Benefited Enterprise, the Company will be able to opt for application of the Amendment, thereby making available to itself the tax rate described above. The Company’s election to apply the Amendment is irrevocable. As of December 31, 2021, the Company’s management decided not to adopt the application of the Amendment. There is no assurance that future taxable income of the Company will qualify as Benefited, Preferred or Preferred Technological income or that the benefits described above will be available to the Company in the future. VASCULAR BIOGENICS LTD. NOTES TO THE FINANCIAL STATEMENTS (continued) NOTE 10 – TAXES ON INCOME d. Losses for tax purposes carried forward to future years The balance of carry forward losses of the Company as of December 31, 2021 is $ 222.0 million. Under Israeli tax laws, carryforward tax losses have no expiration date. Deferred tax assets on losses for tax purposes carried forward to subsequent years are recognized if utilization of the related tax benefit against a future taxable income is expected. As the achievement of required future taxable income is not likely, the Company recorded a full valuation allowance. e. Tax assessments The Company has tax assessments that are considered to be final through tax year 2016. f. Deferred Taxes The following table presents summary of information concerning the Company’s deferred taxes as of the periods ending December 31, 2021 and December 31, 2020. SCHEDULE OF DEFERRED TAXES 2021 2020 December 31 2021 2020 U.S. dollars in thousands In respect of: Net operating loss carry forwards 51,070 45,553 Research and development expenses 4,310 3,244 Other timing differences 309 375 Less – valuation allowance (55,690 ) (49,172 ) Net deferred tax assets - - Deferred taxes are computed using the tax rates expected to be in effect when those differences reverse. The changes in valuation allowance are comprised as follows: SCHEDULE OF CHANGES IN VALUATION ALLOWANCE 2021 2020 Year ended December 31, 2021 2020 (U.S. dollars in thousands) Balance at the beginning of year $ 49,172 $ 43,770 Additions during the year 6,158 5,402 Balance at end of year $ 55,690 $ 49,172 Losses for tax purposes carried forward to future years: The main reconciling item between the statutory tax rate of the Company and the effective rate is the provision for a full valuation allowance in respect of tax benefits from carry forward tax losses due to the uncertainty of the realization of such tax benefits and the Company’s three year cumulative loss position (see above). VASCULAR BIOGENICS LTD. NOTES TO THE FINANCIAL STATEMENTS (continued) |
SUPPLEMENTARY FINANCIAL INFORMA
SUPPLEMENTARY FINANCIAL INFORMATION | 12 Months Ended |
Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
SUPPLEMENTARY FINANCIAL INFORMATION | NOTE 11 – SUPPLEMENTARY FINANCIAL INFORMATION SCHEDULE OF SUPPLEMENTARY FINANCIAL INFORMATION 2021 2020 December 31 2021 2020 U.S. dollars in thousands a. Other current assets: Institutions - VAT $ 280 $ 187 Prepaid expenses 1,217 1,215 Government grants receivable 185 6 Other 15 11 Other current assets $ 1,697 $ 1,419 b. Accounts payable-other: Accrued expenses $ 3,611 $ 3,632 Employee-related accrued expenses 489 337 Provision for vacation 308 306 Accounts payable-other $ 4,408 $ 4,275 |
LOSS PER SHARE
LOSS PER SHARE | 12 Months Ended |
Dec. 31, 2021 | |
Earnings Per Share [Abstract] | |
LOSS PER SHARE | NOTE 12 – LOSS PER SHARE Basic and diluted loss per share: Basic Basic loss per share is calculated by dividing the result attributable to equity holders of the Company by the weighted average number of Ordinary Shares in issue during the year. Diluted All Ordinary Shares underlying outstanding options, RSU’s and warrants have been excluded from the calculation of the diluted loss per share for the years ended December 31, 2021, 2020 and 2019 since their effect was anti-dilutive. The total number of options, RSU’s and warrants excluded from the calculations of diluted loss per share were 12,191,029 23,264,073 13,528,092 Schedule of Basic and Diluted Loss Per Share Year ended December 31 2021 2020 2019 U.S. dollars in thousands, except per share data Basic and diluted: Loss attributable to equity holders of the Company $ 29,920 $ 24,225 $ 19,396 Weighted average number of ordinary shares in issue 66,346,506 43,668,155 35,881,256 Loss per ordinary share $ 0.45 $ 0.55 $ 0.54 VASCULAR BIOGENICS LTD. NOTES TO THE FINANCIAL STATEMENTS (continued) |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2021 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 13 – SUBSEQUENT EVENTS : a. On February 11, 2022, the Company entered into an Open Market Sale Agreement SM 0.01 par value, having an aggregate offering price of up to $ 50.0 million. As of March 23, 2022, no shares were sold under this ATM facility. b. Effective February 13, 2022, the board of directors of Vascular Biogenics Ltd. (VBL) approved the adoption of the Inducement Plan (2022) to reserve an additional two million ( 2,000,000 0.01 The term of each option granted under this plan shall be fixed by the Board, but no option shall be exercisable more than 10 years form the date of its grant. c. In February 2022, the 615,366 shares that were classified as redeemable shares in 2021 were no longer subject to redemption and classified as shareholders’ equity in the first quarter of 2022, see note 9. |
SIGNIFICANT ACCOUNTING POLICI_2
SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
General | a. General VBL is a clinical stage biopharmaceutical company committed to developing next-generation, targeted medicines for difficult-to-treat medical conditions. Using its novel platform technologies, VBL has created a pipeline of therapeutics to uniquely address cancer and immune-inflammatory diseases with the goal of significantly improving patient outcomes and overcoming the limitations of currently approved treatments. VBL’s product candidates are built off of our two platform technologies: Vascular Targeting System (VTS™), a gene-based technology targeting newly formed blood vessels, and Monocyte Targeting Technology (MTT), an antibody-based technology able to specifically inhibit monocyte migration for immune-inflammatory applications. We are currently evaluating our lead candidate, ofra-vec, in a Phase 3 registration-enabling trial in platinum resistant ovarian cancer, for which we anticipate PFS primary endpoint data in the second half of 2022. We are also supporting Phase 2 trials in rGBM and metastatic colorectal cancer, or mCRC where we expect preliminary data in 2022. Our second program, VB-601, is an investigational proprietary monoclonal antibody that binds MOSPD2, which we call the “mono-walk”, receptor, and is engineered to specifically prevent monocytes from exiting the blood stream and traveling to inflamed tissues, and is expected to begin a first-in-human clinical trial in the second half of 2022. The Company has an exclusive license agreement with NanoCarrier Co., Ltd. (hereinafter - “The License Agreement”) for the development, commercialization, and supply of ofranergene obadenovec (“ofra-vec”, also known as VB-111) in Japan for all indications, see notes 1(m) and 7. Since inception, VBL has incurred significant losses, and it expects to continue to incur significant expenses and losses for at least the next several years. As of December 31, 2021, the Company had an accumulated deficit of $ 262.1 As of December 31, 2021, the Company had cash, cash equivalents, short-term bank deposits and restricted cash of $ 53.5 million. Based on its current cash resources, VBL believes its current cash will be sufficient to fund our operations for at least twelve months from the date of the filing of these financial statements. VBL may seek to raise additional capital to pursue additional activities through a combination of private and public equity offerings, government grants, strategic collaborations and licensing arrangements. Additional financing may not be available when VBL needs it or may not be available on terms that are favorable to the Company. In September 2021, the Company established VBL Inc., a U.S. based subsidiary of VBL, and began U.S. operations from this entity in the fourth quarter of 2021. On December 20, 2021, the Company announced that it was awarded € 17.5 2.5 15 |
Basis of preparation of the financial statements | b. Basis of preparation of the financial statements The Company’s financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”). |
Use of estimates in the preparation of financial statements | c. Use of estimates in the preparation of financial statements The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Actual results may differ from those estimates. |
Functional and presentation currency | d. Functional and presentation currency 1) Functional and presentation currency The U.S. dollar (“dollar”) is the currency of the primary economic environment in which the operations of the Company are conducted. Accordingly, the functional currency of the Company and its U.S. subsidiary is the dollar. 2) Transactions and balances Transactions and balances originally denominated in dollars are presented at their original amounts. Balances in non-dollar currencies are translated into dollars using historical and current exchange rates for non-monetary and monetary balances, respectively. For non-dollar transactions and other items in the statements of operations (indicated below), the following exchange rates are used: (i) for transactions - exchange rates at transaction dates or average rates; and (ii) for other items (derived from non-monetary balance sheet items such as depreciation and amortization, etc.) - historical exchange rates. All foreign exchange gains and losses are presented in the statements of operations within financial income or expenses. |
Cash, cash equivalents and restricted cash deposits | e. Cash, cash equivalents and restricted cash deposits The Company considers all short-term, highly liquid investments, to be a cash or cash equivalents, which includes short-term bank deposits with original maturities of three months or less from the date of purchase that are not restricted as to withdrawal or use and are readily convertible to known amounts of cash, in addition to restricted cash required to be set aside for operating lease contractual agreements recorded in non-current assets on the balance sheet. |
Property, plant and equipment | f. Property, plant and equipment 1) All property and equipment (including leasehold improvements) are stated at cost less accumulated depreciation and impairment. Cost includes expenditures that are directly attributable to the acquisition of the items. Repairs and maintenance are recorded in the statement of comprehensive loss during the period in which they are incurred. 2) The assets are depreciated using the straight-line method to allocate their cost over their estimated useful lives. Annual rates of depreciation are as follows: SCHEDULE OF ESTIMATED USEFUL LIVE Years Laboratory equipment 7 - 15 Computers 3 - 4 Office furniture and equipment 15 Leasehold improvements are depreciated using the straight-line method over the shorter of the term of the lease VASCULAR BIOGENICS LTD. NOTES TO THE FINANCIAL STATEMENTS (continued) NOTE 1 – SIGNIFICANT ACCOUNTING POLICIES 3) Gains and losses on disposals are determined by comparing proceeds with the associated carrying amount. These are included in the statements of operations. |
Impairment of long-lived assets | g. Impairment of long-lived assets Assets that are subject to depreciation are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. If the sum of expected future cash flows (undiscounted and without interest charges) of the assets is less than the carrying amount of such assets, an impairment loss would be recognized. The assets would be written down to their estimated fair values, calculated based on the present value of expected future cash flows (discounted cash flows), or some other fair value measure. Through December 31, 2021, no |
Deferred income tax | h. Deferred income tax Deferred taxes are recognized using the asset and liability method on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements. A valuation allowance is recognized to the extent that it is more likely than not that the deferred taxes will not be realized in the foreseeable future. Given the Company’s losses, the Company has provided a full valuation allowance with respect to its deferred tax assets. |
Uncertainty in income tax | i. Uncertainty in income tax The Company follows a two-step approach in recognizing and measuring uncertain tax positions. The first step is to evaluate the tax position for recognition by determining if the available evidence indicates that it is more likely than not that the position will be sustained based on technical merits. If this threshold is met, the second step is to measure the tax position as the largest amount that has more than a 50% likelihood |
Employee benefits | j. Employee benefits a. Post-employment benefit obligation Israeli labor laws and the Company’s agreements require the Company to pay retirement benefits to employees terminated or leaving their employment in certain other circumstances. Most of the Company’s employees are covered by a defined contribution plan under Section 14 of the Israel Severance Pay Law from the beginning of their employment with the Company. With respect to the remaining employees, which are not covered by a defined contribution plan under Section 14 of the Israel Severance Pay Law only from January 1, 2010, the Company records a liability in its balance sheet. VASCULAR BIOGENICS LTD. NOTES TO THE FINANCIAL STATEMENTS (continued) NOTE 1 – SIGNIFICANT ACCOUNTING POLICIES b. Vacation and recreation pay Under Israeli law, each employee is entitled to vacation days and recreation pay, both computed on an annual basis. The entitlement is based on the length of the employment period. The Company recognizes a liability and expense for vacation and recreation pay based on the entitlement of each employee. |
Share-based compensation | k. Share-based compensation The Company accounts for employees’ and directors’ share-based payment awards classified as equity awards using the grant-date fair value method. The fair value of share-based payment transactions is recognized as an expense over the requisite service period. The Company elected to recognize compensation costs for awards conditioned only on continued service that have a graded vesting schedule using the accelerated method over the related service period. Share based payments to employees and directors were measured by reference to the fair value of the options and restricted share (hereinafter “RSUs”) granted at date of grant. The Company calculates the fair value of stock-based option awards on the date of grant using the Black-Scholes option pricing model. This option pricing model requires estimates as to the option’s expected term and the price volatility of the underlying stock. The Company measures compensation expense for the restricted stock units based on the market value of the underlying stock at the date of grant. Performance vesting conditions are included in assumptions about the number of options and RSU’s that are expected to vest. The total expense is recognized over the vesting period, which is the period over which all of the specified vesting conditions are to be satisfied. When options are exercised, the Company issues new shares, with proceeds less directly attributable transaction costs recognized as share capital (par value) and additional paid in capital. The Company has elected to recognize forfeitures as they occur. |
Contingencies | l. Contingencies Certain conditions may exist as of the date of the financial statements, which may result in a loss to the Company, but which will only be resolved when one or more future events occur or fail to occur. If the assessment of a contingency indicates that it is probable that a material loss has been incurred and the amount of the liability can be estimated, then the estimated liability is recorded as accrued expenses in the Company’s financial statements. If the assessment indicates that a potential material loss contingency is not probable but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, together with an estimate of the range of possible loss if determinable and material are disclosed. As of December 31, 2021, no VASCULAR BIOGENICS LTD. NOTES TO THE FINANCIAL STATEMENTS (continued) NOTE 1 – SIGNIFICANT ACCOUNTING POLICIES |
Revenue from contracts with customers: | m. Revenue from contracts with customers: General The Company recognizes revenues from the License Agreement according to ASC 606, “Revenues from Contracts with Customers”. In determining the appropriate amount of revenue to be recognized as the Company fulfills its obligations under each of its agreements, the Company performs the following steps: 1. identify the contract with a customer; 2. identify the performance obligations in the contract; 3. determine the transaction price; 4. allocate the transaction price to the performance obligations in the contract; 5. recognize revenue when (or as) the entity satisfies a performance obligation. Revenues from licensing agreement According to ASC 606, a performance obligation is a promise to provide a distinct good or service or a series of distinct goods or services. A good or service promised to a customer is distinct if the customer can benefit from the good or service either on its own or together with other resources that are readily available to the customer and the entity’s promise to transfer the good or service to the customer is separately identifiable from other promises in the contract. The Company has identified two performance obligations in The License Agreement: (1) Grant of the license and use of its IP; and (2) Company’s participation and consulting assistance services. In addition, there is a potential performance obligation regarding future manufacturing. ASC 606 defines the ‘Transaction Price’ as the amount of consideration to which the entity expects to be entitled in exchange for transferring the promised goods or services to a customer. The Company estimates the standalone selling prices of the services to be provided based on expected cost-plus margin approach and uses the residual approach to estimate the selling price of the license. The Grant of the license and use of its IP performance obligation considered to be a right to use IP in accordance with ASC 606. Therefore, revenue is recognized at a point in time, upon transfer of control over the license to the licensee. The Company’s participation and consulting assistance services performance obligation is recognized as revenue over the service period, based on input method, which is costs incurred and labor hours expended. The transaction price contains variable consideration contingent upon the licensee achieving certain milestones, as well as sales-based royalties, in accordance with the relevant agreement. Variable payments, contingent on achieving additional milestones, are included in the transaction price based on most likely amount method. Amounts included in the transaction price are recognized only when it is probable that a significant reversal of cumulative revenues will not occur, usually upon achievement of the specific milestone, in accordance with the relevant agreement. Sales-based royalties are not included in the transaction price. Rather, they are recognized as the related sale occurs, due to the specific exception of ASC 606 for sales-based royalties in licensing of intellectual properties. VASCULAR BIOGENICS LTD. NOTES TO THE FINANCIAL STATEMENTS (continued) NOTE 1 – SIGNIFICANT ACCOUNTING POLICIES |
Research and development expenses | n. Research and development expenses Research and development expenses include costs directly attributable to the conduct of research and development programs, including the cost of clinical trials, clinical trial supplies, salaries, share-based compensation expenses, payroll taxes and other employee benefits, lab expenses, consumable equipment and consulting fees. All costs associated with research and developments are expensed as incurred. Clinical trial expenses are charged to research and development expense as incurred. The Company accrues for expenses resulting from obligations under contracts with clinical research organizations (CROs). The financial terms of these contracts are subject to negotiations, which vary from contract to contract and may result in payment flows that do not match the periods over which materials or services are provided. The Company’s objective is to reflect the appropriate trial expense in the financial statements by matching the appropriate expenses with the period in which services and efforts are expended. |
Government grants | o. Government grants Government grants, which are received from the Israeli Innovation Authority or IIA (formerly known as the Israeli Office of Chief Scientist, or the “OCS”) by way of participation in research and development that is conducted by the Company, are received in installments as the program progresses based on qualified research spending. Grants received are recognized when the grant becomes receivable, provided there was reasonable assurance that the Company will comply with the conditions attached to the grant and there was reasonable assurance the grant will be received. The grant is deducted from the research and development expenses as the applicable costs are incurred. Research and development expenses, net, for the years ended December 31, 2021, 2020 and 2019, include participation in research and development expenses in the amount of approximately $ 0.5 million, $ 1.4 million and $ 2.7 million, respectively. |
Leases | p. Leases The Company determines if an arrangement is a lease at inception. Balances related to operating leases are included in operating lease right-of-use (“ROU”) assets, other current liabilities, and operating lease liabilities in the consolidated balance sheets. The Company also elected to combine lease and non-lease components and to keep leases with an initial term of 12 months or less off the balance sheet and recognize the associated lease payments in the consolidated statements of income on a straight-line basis over the lease term. ROU assets represent the Company’s right to use an underlying asset for the lease term, and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized as of the commencement date based on the present value of lease payments over the lease term. The Company’s lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. The discount rate for the lease is the rate implicit in the lease unless that rate cannot be readily determined. As the Company’s leases do not provide an implicit rate, the Company’s uses its estimated incremental borrowing rate based on the information available at the commencement date in determining the present value of lease payments. Lease expense for lease payments is recognized on a straight-line basis over the lease term (see also note 5). VASCULAR BIOGENICS LTD. NOTES TO THE FINANCIAL STATEMENTS (continued) NOTE 1 – SIGNIFICANT ACCOUNTING POLICIES |
Segment reporting | q. Segment reporting An operating segment is defined as a component that engages in business activities whose operating results are reviewed by the chief operating decision maker for the purpose of assessing performance and allocating resources and for which discrete financial information is available. The Company has one |
Loss per Ordinary Share | r. Loss per Ordinary Share VBL complies with accounting and disclosure requirements of FASB ASC Topic 260, Earnings Per Share. Basic loss per share of common stock is computed by dividing the net loss by the weighted average number of ordinary shares(including fully vested RSUs and PSUs) outstanding during the period. Due to the existence of Ordinary shares subject to possible redemption, the Company follows the two-class method in calculating loss per share. In computing diluted earnings per share, basic earnings per share are adjusted to take into account the potential dilution that could occur upon the exercise of options and non-vested RSUs and PSUs, using the treasury stock method. Accretion associated with the ordinary shares subject to possible redemption is excluded from loss per ordinary share. Potentially dilutive securities have been excluded from VBL’s computation of dilutive loss per share as such securities would have been anti-dilutive. There were 12,191,029 , 23,264,073 , 13,528,092 ordinary shares underlying outstanding options and warrants at December 31, 2021, 2020, and 2019, respectively. |
Concentration of credit risks | s. Concentration of credit risks Credit and interest risk arise from cash and cash equivalents and deposits with banks. A substantial portion of the liquid instruments of the Company are invested in short-term deposits in a leading Israeli bank. The Company estimates that since the liquid instruments are mainly invested for short-term and with a highly rated institution, the credit and interest risk associated with these balances is immaterial. t. Recently issued accounting pronouncements, not yet adopted In November 2021, |
SIGNIFICANT ACCOUNTING POLICI_3
SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
SCHEDULE OF ESTIMATED USEFUL LIVE | SCHEDULE OF ESTIMATED USEFUL LIVE Years Laboratory equipment 7 - 15 Computers 3 - 4 Office furniture and equipment 15 |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
SCHEDULE OF PROPERTY AND EQUIPMENT | SCHEDULE OF PROPERTY AND EQUIPMENT December 31 2021 2020 (in thousands) Cost: Laboratory equipment* $ 6,005 $ 4,705 Computers 328 304 Office furniture and equipment 200 198 Leasehold improvements $ 6,707 6,653 $ 13,240 $ 11,860 Less: Accumulated depreciation* $ 6,393 $ 5,228 Property and Equipment, net $ 6,847 $ 6,632 * Laboratory equipment includes the finance lease (see Note 5) with a cost of $ 1.1 0.6 million and $ 0.5 million, respectively. |
LEASES (Tables)
LEASES (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Leases | |
SCHEDULE OF LEASES | The following table sets forth data regarding the Company’s leases: SCHEDULE OF LEASES Year ended December 31, 2021 2020 2019 (in thousands) Lease cost Finance lease cost: Amortization of right-of-use assets $ 168 $ 168 $ 168 Interest on lease liabilities 1 9 20 Operating lease cost 595 535 554 Other information Cash paid for amounts included in the measurement of lease liabilities: Financing cash flows from finance leases $ 104 $ 391 $ 361 Operating cash flows from operating leases $ 586 $ 530 $ 506 Financing cash flows from finance leases $ 1 $ 9 $ 20 Right-of-use assets obtained in exchange for new operating lease liabilities $ 368 $ 230 $ 200 VASCULAR BIOGENICS LTD. NOTES TO THE FINANCIAL STATEMENTS (continued) NOTE 5 – LEASES December 31, 2021 2020 2019 Weighted-average discount rate - finance leases 3.0 % 3.0 % 3 % Weighted-average discount rate - operating leases 4.0 % 4.1 % 4.2 % Weighted-average remaining lease term – finance lease - 0.25 1.25 Weighted-average remaining lease term - operating leases 4.80 5.92 7.01 |
SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS | Future minimum lease payments under non-cancellable leases as of December 31, 2021 were as follows: SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS Operating Leases (Dollars in thousands) Year ending December 31, 2022 $ 615 2023 548 2024 429 2025 435 2026 435 Thereafter 145 Total future minimum lease payments 2,607 Less imputed interest (255 ) Total $ 2,352 |
SHARE CAPITAL (Tables)
SHARE CAPITAL (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Equity [Abstract] | |
SCHEDULE OF STOCK OPTION ACTIVITY | Options granted in 2019, 2020 and 2021: SCHEDULE OF STOCK OPTION ACTIVITY Number of options granted The fair according to Exercise value of option plan of price per options on date the company Ordinary Share of grant (in Date of grant Total ($) thousands) December 19, 2019 1,346,000 $ 1.22 $ 1,411 November 24, 2020 125,000 $ 1.17 $ 135 December 8, 2020 1,343,000 $ 1.22 $ 1,753 July 20, 2021 125,000 $ 2.38 $ 276 October 4, 2021 307,500 $ 2.22 $ 530 October 19, 2021 174,000 $ 2.20 $ 340 December 7, 2021 1,188,287 $ 2.31 $ 2,258 |
SCHEDULE OF FAIR VALUE OF STOCK OPTIONS AND RSUs GRANTED | The fair value of the Company’s stock options granted for the years ended December 31, 2021, 2020 and 2019 was estimated using the following assumptions: SCHEDULE OF FAIR VALUE OF STOCK OPTIONS AND RSUs GRANTED 2021 2020 2019 Value of one ordinary share $ 1.97 -$ 2.47 $ 1.21 1.45 $ 1.15 Expected stock price volatility 91 % 94 % 100 % Expected term (in years) 11 11 11 Risk free interest rate 1.48 %- 1.64 % 0.88 0.91 % 1.91 % Dividend yield - - - |
SCHEDULE OF CHANGES IN NUMBER OF OPTIONS AND RSUS AND WEIGHTED AVERAGE EXERCISE PRICES | h. Changes in the number of options and RSUs and weighted average exercise prices are as follows: SCHEDULE OF CHANGES IN NUMBER OF OPTIONS AND RSUS AND WEIGHTED AVERAGE EXERCISE PRICES Year ended December 31 2021 2020 2019 Weighted Weighted Weighted Number average Number average Number average of exercise of exercise of exercise options price options price options price Outstanding at beginning of year 7,569,626 $ 2.53 6,373,331 $ 2.91 5,056,914 $ 3.36 Granted 1,794,787 2.29 1,468,000 1.22 1,346,000 1.22 Exercised (60,265 ) 0.01 - - - - Forfeited and expired (65,500 ) 3.01 (271,705 ) 4.35 (29,583 ) 3.30 Outstanding at end of year (1) 9,238,648 $ 2.5 7,569,626 $ 2.53 6,373,331 $ 2.91 Exercisable at end of year 5,308,234 $ 3.1 4,149,359 $ 3.43 3,294,647 $ 3.73 (1) Includes RSUs of 74,001 102,334 102,334 |
SCHEDULE OF OPTIONS EXERCISE PRICE AND CONTRACTUAL LIFE | SCHEDULE OF OPTIONS EXERCISE PRICE AND CONTRACTUAL LIFE December 31, 2021 December 31, 2020 December 31, 2019 Number of Weighted Number of Weighted Number of Weighted options average of options average of options average of outstanding remaining outstanding remaining outstanding remaining at end of Exercise contractual at end of Exercise contractual at end of Exercise contractual year Price life year price life year Price life 448,911 $ 0.002 10.67 509,176 $ 0.002 10.14 509,176 $ 0.002 10.88 125,000 $ 1.17 18.91 125,000 1.17 19.91 - - - 72,990 $ 1.21 2.72 72,990 $ 1.21 3.72 72,990 $ 1.21 4.72 6,241,406 $ 1.22 2.47 14.56 4,491,494 $ 1.22 2.47 16.61 3,244,969 $ 1.22 2.47 30.38 538,871 $ 3.30 3.48 10.92 538,871 $ 3.30 3.48 11.92 559,871 $ 3.30 3.48 12.96 30,000 $ 6.03 13.12 30,000 $ 6.03 14.12 60,000 $ 6.03 15.13 86,000 $ 6.90 16.02 106,625 $ 6.90 17.02 116,000 $ 6.90 18.02 342,470 $ 7.52 13.88 342,470 $ 7.52 14.88 372,470 $ 7.52 15.88 1,353,000 $ 5.08 5.99 15.36 1,353,000 $ 5.08 5.99 16.36 1,437,855 $ 5.08 5.99 17.36 9,238,648 7,569,626 6,373,331 |
SCHEDULE OF SHARE BASED COMPENSATION | j. Expenses for share based compensation recognized in statements of comprehensive loss were as follows: SCHEDULE OF SHARE BASED COMPENSATION Year ended December 31 2021 2020 2019 U.S. dollars in thousands Research and development expenses $ 774 $ 834 $ 1,236 Administrative and general expenses 1,194 827 1,015 $ 1,968 $ 1,661 $ 2,251 |
TAXES ON INCOME (Tables)
TAXES ON INCOME (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
SCHEDULE OF DEFERRED TAXES | The following table presents summary of information concerning the Company’s deferred taxes as of the periods ending December 31, 2021 and December 31, 2020. SCHEDULE OF DEFERRED TAXES 2021 2020 December 31 2021 2020 U.S. dollars in thousands In respect of: Net operating loss carry forwards 51,070 45,553 Research and development expenses 4,310 3,244 Other timing differences 309 375 Less – valuation allowance (55,690 ) (49,172 ) Net deferred tax assets - - |
SCHEDULE OF CHANGES IN VALUATION ALLOWANCE | The changes in valuation allowance are comprised as follows: SCHEDULE OF CHANGES IN VALUATION ALLOWANCE 2021 2020 Year ended December 31, 2021 2020 (U.S. dollars in thousands) Balance at the beginning of year $ 49,172 $ 43,770 Additions during the year 6,158 5,402 Balance at end of year $ 55,690 $ 49,172 |
SUPPLEMENTARY FINANCIAL INFOR_2
SUPPLEMENTARY FINANCIAL INFORMATION (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
SCHEDULE OF SUPPLEMENTARY FINANCIAL INFORMATION | SCHEDULE OF SUPPLEMENTARY FINANCIAL INFORMATION 2021 2020 December 31 2021 2020 U.S. dollars in thousands a. Other current assets: Institutions - VAT $ 280 $ 187 Prepaid expenses 1,217 1,215 Government grants receivable 185 6 Other 15 11 Other current assets $ 1,697 $ 1,419 b. Accounts payable-other: Accrued expenses $ 3,611 $ 3,632 Employee-related accrued expenses 489 337 Provision for vacation 308 306 Accounts payable-other $ 4,408 $ 4,275 |
LOSS PER SHARE (Tables)
LOSS PER SHARE (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of Basic and Diluted Loss Per Share | Schedule of Basic and Diluted Loss Per Share Year ended December 31 2021 2020 2019 U.S. dollars in thousands, except per share data Basic and diluted: Loss attributable to equity holders of the Company $ 29,920 $ 24,225 $ 19,396 Weighted average number of ordinary shares in issue 66,346,506 43,668,155 35,881,256 Loss per ordinary share $ 0.45 $ 0.55 $ 0.54 |
SCHEDULE OF ESTIMATED USEFUL LI
SCHEDULE OF ESTIMATED USEFUL LIVE (Details) | 12 Months Ended |
Dec. 31, 2021 | |
Laboratory Equipment [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 7 years |
Laboratory Equipment [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 15 years |
Computer Equipment [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 3 years |
Computer Equipment [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 4 years |
Office Furniture and Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 15 years |
SIGNIFICANT ACCOUNTING POLICI_4
SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) € in Millions | Dec. 20, 2021EUR (€) | Dec. 31, 2021USD ($)Integershares | Dec. 31, 2020USD ($)shares | Dec. 31, 2019USD ($)shares |
Product Information [Line Items] | ||||
Accumulated deficit | $ 262,073,000 | $ 232,153,000 | ||
Cash, Cash Equivalents, and Short-term Investments | $ 53,500,000 | |||
Property, plant and equipment, description | straight-line method over the shorter of the term of the lease | |||
Impairment of long-lived assets | $ 0 | |||
Income tax likelihood, description | more than a 50% likelihood | |||
Contingent liabilities | $ 0 | |||
Research and Development Expense (Excluding Acquired in Process Cost) | $ 500,000 | $ 1,400,000 | $ 2,700,000 | |
Number of operating segment | Integer | 1 | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | shares | 12,191,029 | 23,264,073 | 13,528,092 | |
Options and Warrants [Member] | ||||
Product Information [Line Items] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | shares | 12,191,029 | 23,264,073 | 13,528,092 | |
Horizon Eroupe Innovation Council [Member] | ||||
Product Information [Line Items] | ||||
Proceeds from grantors | € | € 17.5 | |||
Proceeds from direct equity investment | € | 15 | |||
Horizon Eroupe Innovation Council [Member] | Grant [Member] | ||||
Product Information [Line Items] | ||||
Proceeds from grantors | € | € 2.5 |
SHORT-TERM BANK DEPOSITS (Detai
SHORT-TERM BANK DEPOSITS (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Debt Instrument [Line Items] | ||
Short-term bank deposits | $ 31,164 | $ 17,110 |
Minimum [Member] | ||
Debt Instrument [Line Items] | ||
Bank deposits terms | 3 months | 3 months |
Short term bank deposits annual interest rates | 0.65% | 0.01% |
Maximum [Member] | ||
Debt Instrument [Line Items] | ||
Bank deposits terms | 1 year | 1 year |
Short term bank deposits annual interest rates | 0.85% | 0.75% |
SCHEDULE OF PROPERTY AND EQUIPM
SCHEDULE OF PROPERTY AND EQUIPMENT (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 | |
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 13,240 | $ 11,860 | |
Accumulated depreciation | [1] | 6,393 | 5,228 |
Property and equipment, net | 6,847 | 6,632 | |
Laboratory Equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | [1] | 6,005 | 4,705 |
Finance lease | 1,100 | 1,100 | |
Accumulated depreciation for finance lease | 600 | 500 | |
Computer Equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 328 | 304 | |
Office Furniture and Equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 200 | 198 | |
Leasehold Improvements [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 6,707 | $ 6,653 | |
[1] | Laboratory equipment includes the finance lease (see Note 5) with a cost of $ 1.1 0.6 |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |||
Depreciation expense | $ 1,256 | $ 1,194 | $ 1,219 |
Property, Plant and Equipment, Disposals | $ 100 |
SCHEDULE OF LEASES (Details)
SCHEDULE OF LEASES (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Leases | |||
Finance Lease, Right-of-Use Asset, Amortization | $ 168 | $ 168 | $ 168 |
Finance Lease, Interest Expense | 1 | 9 | 20 |
Operating Lease, Cost | 595 | 535 | 554 |
[custom:OperatingCashFlowsFromFinanceLeases] | 104 | 391 | 361 |
Operating Lease, Payments | 586 | 530 | 506 |
[custom:FinancingCashFlowsFromFinanceLeases] | 1 | 9 | 20 |
Right-of-Use Asset Obtained in Exchange for Operating Lease Liability | $ 368 | $ 230 | $ 200 |
Weighted-average discount rate - finance leases | 3.00% | 3.00% | 3.00% |
Weighted-average discount rate - operating leases | 4.00% | 4.10% | 4.20% |
Weighted-average remaining lease term - finance lease | 3 months | 1 year 3 months | |
Weighted-average remaining lease term - operating leases | 4 years 9 months 18 days | 5 years 11 months 1 day | 7 years 3 days |
SCHEDULE OF FUTURE MINIMUM LEAS
SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Oct. 31, 2016 |
Leases | ||
Operating Leases 2022 | $ 615 | |
Operating Leases 2022 | 548 | |
Operating Leases 2022 | 429 | |
Operating Leases 2022 | 435 | |
Operating Leases 2022 | 435 | |
Operating Leases 2022 | 145 | |
Operating Leases 2022 | 2,607 | |
Operating Leases 2022 | (255) | |
Operating Leases 2022 | $ 2,352 | $ 2,200 |
LEASES (Details Narrative)
LEASES (Details Narrative) - USD ($) $ in Thousands | 1 Months Ended | ||
Jul. 31, 2017 | Oct. 31, 2016 | Dec. 31, 2021 | |
Leases | |||
Operating lease description | the Company entered into a long-term lease contract for approximately $2.2 million over 7 years commencing May 2017 for a new facility in Modi’in, Israel with the option to extend for an additional two periods of three years each | ||
Operating lease | $ 2,200 | $ 2,352 | |
Operating lease term | 7 years | ||
Security deposit | $ 400 | ||
Finance lease description | the Company entered into a long-term lease contract for approximately $1.1 million over 3 years commencing April 2018 for a laboratory water purification system used in our manufacturing process | ||
Finance lease | $ 1,100 | ||
Finance lease term | 3 years |
SEVERANCE PAY OBLIGATIONS (Deta
SEVERANCE PAY OBLIGATIONS (Details Narrative) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Net Investment Income [Line Items] | |||
Employee benefit expense | $ 0.1 | ||
Severance pay expenses | 0.3 | $ 0.2 | $ 0.2 |
Insurance Companies [Member] | |||
Net Investment Income [Line Items] | |||
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) | $ 0.3 |
LICENSE AND SUPPLY AGREEMENTS (
LICENSE AND SUPPLY AGREEMENTS (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Nov. 30, 2017 | |
Disaggregation of Revenue [Line Items] | ||||
Upfront non-refundable amount, received | $ 15,000 | |||
Deferred revenue, current | $ 658 | $ 725 | ||
NanoCarrier Co., Ltd [Member] | License Agreement [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Deferred revenue, current | 700 | |||
License [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue recognized | $ 800 | $ 900 | $ 600 | |
Minimum [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Development or commercial milestone payment to be achieved | $ 100,000 |
COMMITMENTS (Details Narrative)
COMMITMENTS (Details Narrative) € in Millions, ₪ in Millions, $ in Millions | 1 Months Ended | 12 Months Ended | ||||||
Feb. 28, 2013USD ($) | Apr. 30, 2011USD ($) | Apr. 30, 2011EUR (€) | Dec. 31, 2021USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Feb. 28, 2013ILS (₪) | Apr. 30, 2011EUR (€) | |
Tel Hashomer [Member] | Intellectual Property [Member] | ||||||||
Loss Contingencies [Line Items] | ||||||||
Percentage of royalty receivable on net sales | 1.00% | |||||||
Percentage of royalty payable on granting license | 2.00% | 2.00% | ||||||
Percentage of payable on initial public offering | 1.00% | 1.00% | ||||||
Royalty Guarantees, Commitments, Amount | $ 29 | ₪ 100 | ||||||
Payments for licenses | $ 0.7 | |||||||
Government of Israel [Member] | Research and Development Arrangement [Member] | ||||||||
Loss Contingencies [Line Items] | ||||||||
Payments for licenses | $ 0.6 | |||||||
Percentage of royalty payable on net sales | 100.00% | |||||||
Royalty payable | $ 29.2 | |||||||
Royalty payable including interest | $ 37.6 | |||||||
Government of Israel [Member] | Research and Development Arrangement [Member] | Sale of Technology to Non Israli Entity [Member] | ||||||||
Loss Contingencies [Line Items] | ||||||||
Percentage of grant payable | 600.00% | |||||||
Government of Israel [Member] | Minimum [Member] | Research and Development Arrangement [Member] | 100% Funded Projects [Member] | ||||||||
Loss Contingencies [Line Items] | ||||||||
Percentage of royalty receivable on net sales | 3.00% | |||||||
Government of Israel [Member] | Maximum [Member] | Research and Development Arrangement [Member] | 100% Funded Projects [Member] | ||||||||
Loss Contingencies [Line Items] | ||||||||
Percentage of royalty receivable on net sales | 3.50% | |||||||
Commercial License Agreement [Member] | Janssen Vaccines and Prevention B.V [Member] | ||||||||
Loss Contingencies [Line Items] | ||||||||
Payment for license fee | $ 0.1 | € 0.1 | $ 0.1 | $ 0.1 | $ 0.1 | |||
Expiration term, from the first commercial sale | 10 years | 10 years | ||||||
Written notice for termination of agreement | 3 months | 3 months | ||||||
Milestone payment to be received upon first regulatory approval | $ 0.5 | € 0.4 | ||||||
Commercial License Agreement [Member] | Janssen Vaccines and Prevention B.V [Member] | Minimum [Member] | ||||||||
Loss Contingencies [Line Items] | ||||||||
Percentage of royalty receivable on net sales | 0.50% | 0.50% | ||||||
Commercial License Agreement [Member] | Janssen Vaccines and Prevention B.V [Member] | Maximum [Member] | ||||||||
Loss Contingencies [Line Items] | ||||||||
Percentage of royalty receivable on net sales | 2.00% | 2.00% |
SCHEDULE OF STOCK OPTION ACTIVI
SCHEDULE OF STOCK OPTION ACTIVITY (Details) - USD ($) $ / shares in Units, $ in Thousands | Dec. 07, 2021 | Oct. 19, 2021 | Oct. 04, 2021 | Jul. 20, 2021 | Dec. 08, 2020 | Nov. 24, 2020 | Dec. 19, 2019 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Number of options granted according to option plan of the company | 1,794,787 | 1,468,000 | 1,346,000 | |||||||
Stock Option One [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Number of options granted according to option plan of the company | 1,346,000 | |||||||||
Exercise price per Ordinary Share | $ 1.22 | |||||||||
The fair value of options on date of grant | $ 1,411 | |||||||||
Stock Option Two [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Number of options granted according to option plan of the company | 125,000 | |||||||||
Exercise price per Ordinary Share | $ 1.17 | |||||||||
The fair value of options on date of grant | $ 135 | |||||||||
Stock Option Three [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Number of options granted according to option plan of the company | 1,343,000 | |||||||||
Exercise price per Ordinary Share | $ 1.22 | |||||||||
The fair value of options on date of grant | $ 1,753 | |||||||||
Stock Option Four [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Number of options granted according to option plan of the company | 125,000 | |||||||||
Exercise price per Ordinary Share | $ 2.38 | |||||||||
The fair value of options on date of grant | $ 276 | |||||||||
Stock Option Five [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Number of options granted according to option plan of the company | 307,500 | |||||||||
Exercise price per Ordinary Share | $ 2.22 | |||||||||
The fair value of options on date of grant | $ 530 | |||||||||
Stock Option Six [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Number of options granted according to option plan of the company | 174,000 | |||||||||
Exercise price per Ordinary Share | $ 2.20 | |||||||||
The fair value of options on date of grant | $ 340 | |||||||||
Stock Option Seven [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Number of options granted according to option plan of the company | 1,188,287 | |||||||||
Exercise price per Ordinary Share | $ 2.31 | |||||||||
The fair value of options on date of grant | $ 2,258 |
SCHEDULE OF FAIR VALUE OF STOCK
SCHEDULE OF FAIR VALUE OF STOCK OPTIONS AND RSUs GRANTED (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Value of one ordinary share | $ 1.15 | ||
Expected stock price volatility | 91.00% | 94.00% | 100.00% |
Expected term (in years) | 11 years | 11 years | 11 years |
Risk free interest rate, minimum | 1.48% | 0.88% | |
Risk free interest rate, maximum | 1.64% | 91.00% | |
Risk free interest rate | 1.91% | ||
Dividend yield | |||
Minimum [Member] | |||
Value of one ordinary share | $ 1.97 | $ 1.21 | |
Maximum [Member] | |||
Value of one ordinary share | $ 2.47 | $ 1.45 |
SCHEDULE OF CHANGES IN NUMBER O
SCHEDULE OF CHANGES IN NUMBER OF OPTIONS AND RSUS AND WEIGHTED AVERAGE EXERCISE PRICES (Details) - $ / shares | 12 Months Ended | |||||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | ||||
Equity [Abstract] | ||||||
Number of options and RSU's Outstanding at beginning of year | 7,569,626 | [1] | 6,373,331 | [1] | 5,056,914 | |
Weighted average exercise price Outstanding at beginning of year | $ 2.53 | [1] | $ 2.91 | [1] | $ 3.36 | |
Number of options and RSU's Granted | 1,794,787 | 1,468,000 | 1,346,000 | |||
Weighted average exercise price Granted | $ 2.29 | $ 1.22 | $ 1.22 | |||
Number of options and RSU's Exercised | (60,265) | |||||
Weighted average exercise price Exercised | $ 0.01 | |||||
Number of options and RSU's Forfeited and expired | (65,500) | (271,705) | (29,583) | |||
Weighted average exercise price Forfeited and expired | $ 3.01 | $ 4.35 | $ 3.30 | |||
Number of options and RSU's Outstanding at end of year | [1] | 9,238,648 | 7,569,626 | 6,373,331 | ||
Weighted average exercise price Outstanding at end of year | [1] | $ 2.5 | $ 2.53 | $ 2.91 | ||
Number of options and RSU's Exercisable at end of year | 5,308,234 | 4,149,359 | 3,294,647 | |||
Weighted average exercise price Exercisable at end of year | $ 3.1 | $ 3.43 | $ 3.73 | |||
[1] | Includes RSUs of 74,001 102,334 102,334 |
SCHEDULE OF CHANGES IN NUMBER_2
SCHEDULE OF CHANGES IN NUMBER OF OPTIONS AND RSUS AND WEIGHTED AVERAGE EXERCISE PRICES (Details) (Parenthetical) - shares | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of restricted stock shares outstanding | 9,238,648 | [1] | 7,569,626 | [1] | 6,373,331 | [1] | 5,056,914 |
Restricted Stock Units (RSUs) [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of restricted stock shares outstanding | 74,001 | 102,334 | 102,334 | ||||
[1] | Includes RSUs of 74,001 102,334 102,334 |
SCHEDULE OF OPTIONS EXERCISE PR
SCHEDULE OF OPTIONS EXERCISE PRICE AND CONTRACTUAL LIFE (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |||
Number of options and RSU's outstanding at end of year | 9,238,648 | 7,569,626 | 6,373,331 |
Exercise Price Range One [Member] | |||
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |||
Number of options and RSU's outstanding at end of year | 448,911 | 509,176 | 509,176 |
Exercise price upper range | $ 0.002 | $ 0.002 | $ 0.002 |
Weighted average of remaining contractual life | 10 years 8 months 1 day | 10 years 1 month 20 days | 10 years 10 months 17 days |
Exercise Price Range Two [Member] | |||
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |||
Number of options and RSU's outstanding at end of year | 125,000 | 125,000 | |
Exercise price upper range | $ 1.17 | $ 1.17 | |
Weighted average of remaining contractual life | 18 years 10 months 28 days | 19 years 10 months 28 days | |
Exercise Price Range Three [Member] | |||
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |||
Number of options and RSU's outstanding at end of year | 72,990 | 72,990 | 72,990 |
Exercise price upper range | $ 1.21 | $ 1.21 | $ 1.21 |
Weighted average of remaining contractual life | 2 years 8 months 19 days | 3 years 8 months 19 days | 4 years 8 months 19 days |
Exercise Price Range Four [Member] | |||
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |||
Number of options and RSU's outstanding at end of year | 6,241,406 | 4,491,494 | 3,244,969 |
Exercise price upper range | $ 2.47 | $ 2.47 | $ 2.47 |
Weighted average of remaining contractual life | 14 years 6 months 21 days | 16 years 7 months 9 days | 30 years 4 months 17 days |
Exercise price lower range | $ 1.22 | $ 1.22 | $ 1.22 |
Exercise Price Range Five [Member] | |||
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |||
Number of options and RSU's outstanding at end of year | 538,871 | 538,871 | 559,871 |
Exercise price upper range | $ 3.48 | $ 3.48 | $ 3.48 |
Weighted average of remaining contractual life | 10 years 11 months 1 day | 11 years 11 months 1 day | 12 years 11 months 15 days |
Exercise price lower range | $ 3.30 | $ 3.30 | $ 3.30 |
Exercise Price Range Six [Member] | |||
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |||
Number of options and RSU's outstanding at end of year | 30,000 | 30,000 | 60,000 |
Exercise price upper range | $ 6.03 | $ 6.03 | $ 6.03 |
Weighted average of remaining contractual life | 13 years 1 month 13 days | 14 years 1 month 13 days | 15 years 1 month 17 days |
Exercise Price Range Seven [Member] | |||
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |||
Number of options and RSU's outstanding at end of year | 86,000 | 106,625 | 116,000 |
Exercise price upper range | $ 6.90 | $ 6.90 | $ 6.90 |
Weighted average of remaining contractual life | 16 years 7 days | 17 years 7 days | 18 years 7 days |
Exercise Price Range Eight [Member] | |||
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |||
Number of options and RSU's outstanding at end of year | 342,470 | 342,470 | 372,470 |
Exercise price upper range | $ 7.52 | $ 7.52 | $ 7.52 |
Weighted average of remaining contractual life | 13 years 10 months 17 days | 14 years 10 months 17 days | 15 years 10 months 17 days |
Exercise Price Range Nine [Member] | |||
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |||
Number of options and RSU's outstanding at end of year | 1,353,000 | 1,353,000 | 1,437,855 |
Exercise price upper range | $ 5.99 | $ 5.99 | $ 5.99 |
Weighted average of remaining contractual life | 15 years 4 months 9 days | 16 years 4 months 9 days | 17 years 4 months 9 days |
Exercise price lower range | $ 5.08 | $ 5.08 | $ 5.08 |
SCHEDULE OF SHARE BASED COMPENS
SCHEDULE OF SHARE BASED COMPENSATION (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Share based compensation | $ 1,968 | $ 1,661 | $ 2,251 |
Research and Development Expense [Member] | |||
Share based compensation | 774 | 834 | 1,236 |
General and Administrative Expense [Member] | |||
Share based compensation | $ 1,194 | $ 827 | $ 1,015 |
SHARE CAPITAL (Details Narrativ
SHARE CAPITAL (Details Narrative) | Apr. 09, 2021USD ($)$ / sharesshares | Jan. 14, 2021USD ($) | May 11, 2020USD ($)$ / sharesshares | May 07, 2020USD ($)$ / sharesshares | May 17, 2019USD ($) | Sep. 30, 2014shares | Apr. 30, 2011shares | Feb. 28, 2000₪ / sharesshares | Dec. 31, 2021USD ($)$ / sharesshares | Dec. 31, 2020USD ($)$ / sharesshares | Dec. 31, 2019USD ($)$ / sharesshares | Dec. 31, 2021₪ / shares | May 06, 2021shares | Jan. 14, 2021₪ / shares | Jul. 29, 2020₪ / sharesshares | May 17, 2019₪ / shares | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||||||||
Ordinary shares, par value | ₪ / shares | ₪ 0.01 | ₪ 0.01 | |||||||||||||||
Ordinary shares issued, value | $ 2,000 | ||||||||||||||||
Repayment of ordinary shares with interest | 3,500,000 | ||||||||||||||||
Redeemable Noncontrolling Interest, Equity, Carrying Amount | 1,600,000 | ||||||||||||||||
Warrants to purchase shares | shares | 1,250,000 | ||||||||||||||||
Proceeds from offering | $ 33,155,000 | $ 19,132,000 | $ 2,000 | ||||||||||||||
Share price | $ / shares | $ 1.15 | ||||||||||||||||
Risk free interest rate, minimum | 1.48% | 0.88% | |||||||||||||||
Expected volatility rate, maximum | 1.64% | 91.00% | |||||||||||||||
Expected dividend | |||||||||||||||||
Expected term | 11 years | 11 years | 11 years | ||||||||||||||
Proceeds from warrants exercised | $ 16,662,000 | ||||||||||||||||
Ordinary shares authorized | shares | 150,000,000 | 70,000,000 | 150,000,000 | ||||||||||||||
Gross proceeds from sale of ordinary shares | $ 1,598,000 | ||||||||||||||||
Warrant expected life to exercise | 5 years | ||||||||||||||||
Vesting description | Most of the options granted in 2019, 2020, and 2021 vest over 4 years with 25% vesting on the first anniversary and the remainder vesting quarterly over the next 3 years. The remaining 327,681 options granted in fiscal 2021 vest over 2 years with 50% on the first-anniversary, and the remaining 50% vesting equally at the end of each quarter in the second year. | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | $ 4,000,000 | $ 3,700,000 | 600,000 | ||||||||||||||
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ 4,100,000 | ||||||||||||||||
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition | 2 years 6 months | ||||||||||||||||
2014 Plan [Member] | |||||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||||||||
Number of shares reserved | shares | 928,000 | ||||||||||||||||
Share based compensation, shares description | Any option which was granted under the 2014 Plan and was not exercised within twenty years from the date when it becomes exercisable, will expire | ||||||||||||||||
Share based compensation, shares unallocated pool reserved | shares | 28,000 | ||||||||||||||||
Warrant [Member] | |||||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||||||||
Ordinary shares issued, value | |||||||||||||||||
Expected volatility, minimum | 74.00% | ||||||||||||||||
Expected volatility, maximum | 76.00% | ||||||||||||||||
Risk free interest rate, minimum | 15.50% | ||||||||||||||||
Expected volatility rate, maximum | 16.50% | ||||||||||||||||
Expected dividend | 0.00% | ||||||||||||||||
Expected term | 1 year 6 months | ||||||||||||||||
Common Stock [Member] | |||||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||||||||
Ordinary shares issued, value | [1] | ||||||||||||||||
Ordinary shares issued, shares | shares | 28,334 | 1,800 | |||||||||||||||
Identified Buyer [Member] | |||||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||||||||
Repayment of ordinary shares with interest | $ 1,900,000 | ||||||||||||||||
Board of Directors [Member] | |||||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||||||||
Ordinary shares, par value | ₪ / shares | ₪ 0.01 | ||||||||||||||||
Number of shares reserved | shares | 766,958 | 1,423,606 | |||||||||||||||
Share based compensation, shares description | Any option which was granted under the New Plan and was not exercised within twenty years from the date when it becomes exercisable, will expire. | Each option provides the holder the right to exercise such option and acquire one Ordinary Share per option. Any option granted under the Plan that is not exercised within ten years from the date upon which it becomes exercisable, will expire. | |||||||||||||||
Share based compensation, shares unallocated pool reserved | shares | 159,458 | ||||||||||||||||
Maximum [Member] | |||||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||||||||
Share price | $ / shares | $ 2.47 | $ 1.45 | |||||||||||||||
Maximum [Member] | Warrant [Member] | |||||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||||||||
Share price | $ / shares | 1.63 | ||||||||||||||||
Minimum [Member] | |||||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||||||||
Share price | $ / shares | 1.97 | $ 1.21 | |||||||||||||||
Minimum [Member] | Warrant [Member] | |||||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||||||||
Share price | $ / shares | $ 1.27 | ||||||||||||||||
Equity Distribution Agreement [Member] | Oppenheimer & Co. Inc [Member] | |||||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||||||||
Ordinary shares, par value | ₪ / shares | ₪ 0.01 | ||||||||||||||||
Sale of Stock, Number of Shares Issued in Transaction | shares | 1,285,366 | ||||||||||||||||
Sale of Stock, Consideration Received on Transaction | $ 3,500,000 | ||||||||||||||||
Equity Distribution Agreement [Member] | Oppenheimer & Co. Inc [Member] | Maximum [Member] | |||||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||||||||
Ordinary shares issued, value | $ 15,000,000 | ||||||||||||||||
Securities Purchase Agreements [Member] | |||||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||||||||
Warrants to purchase shares | shares | 11,492,065 | ||||||||||||||||
Warrants expiration date | May 11, 2020 | ||||||||||||||||
Proceeds from warrants exercised | $ 16,700,000 | ||||||||||||||||
Securities Purchase Agreements [Member] | Warrant [Member] | |||||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||||||||
Warrants expiration date | May 13, 2020 | ||||||||||||||||
Securities Purchase Agreements [Member] | Investors and Existing Shareholders [Member] | |||||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||||||||
Ordinary shares issued, shares | shares | 11,492,065 | 11,492,065 | |||||||||||||||
Issuance price per share | $ / shares | $ 1.575 | $ 1.575 | |||||||||||||||
Warrants to purchase shares | shares | 11,492,065 | 11,492,065 | |||||||||||||||
Warrants price per share | $ / shares | $ 1.45 | $ 1.45 | |||||||||||||||
Proceeds from offering | $ 18,100,000 | $ 18,100,000 | |||||||||||||||
Proceeds from offering after deducting fees and expenses | $ 16,400,000 | $ 16,400,000 | |||||||||||||||
Share Purchase Agreement [Member] | |||||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||||||||
Ordinary shares, par value | ₪ / shares | ₪ 0.01 | ||||||||||||||||
Ordinary shares issued, value | $ 20,000,000 | ||||||||||||||||
Purchase Agreement [Member] | |||||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||||||||
Ordinary shares issued, shares | shares | 1,400,000 | ||||||||||||||||
Gross proceeds from sale of ordinary shares | $ 3,000,000 | ||||||||||||||||
Underwriting Agreement [Member] | |||||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||||||||
Ordinary shares issued, shares | shares | 6,901,790 | ||||||||||||||||
Gross proceeds from sale of ordinary shares | $ 26,400,000 | ||||||||||||||||
Underwriting Agreement [Member] | Investor [Member] | |||||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||||||||
Ordinary shares issued, shares | shares | 5,150,265 | ||||||||||||||||
Share price | $ / shares | $ 1.90 | ||||||||||||||||
Underwriting Agreement [Member] | Underwriters [Member] | Share-based Payment Arrangement, Option [Member] | |||||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||||||||
Ordinary shares issued, shares | shares | 1,751,525 | ||||||||||||||||
Underwriting Agreement [Member] | Pre-funded Warrants [Member] | |||||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||||||||
Warrants to purchase shares | shares | 8,050,000 | ||||||||||||||||
Warrants price per share | $ / shares | $ 1.89 | ||||||||||||||||
Underwriting Agreement [Member] | Common Stock [Member] | |||||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||||||||
Ordinary shares, par value | $ / shares | $ 0.01 | ||||||||||||||||
[1] | Amount less than $1 thousand |
SCHEDULE OF DEFERRED TAXES (Det
SCHEDULE OF DEFERRED TAXES (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Income Tax Disclosure [Abstract] | |||
Net operating loss carry forwards | $ 51,070 | $ 45,553 | |
Research and development expenses | 4,310 | 3,244 | |
Other timing differences | 309 | 375 | |
Less – valuation allowance | (55,690) | (49,172) | $ (43,770) |
Net deferred tax assets |
SCHEDULE OF CHANGES IN VALUATIO
SCHEDULE OF CHANGES IN VALUATION ALLOWANCE (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | ||
Balance at the beginning of year | $ 49,172 | $ 43,770 |
Additions during the year | 6,158 | 5,402 |
Balance at end of year | $ 55,690 | $ 49,172 |
TAXES ON INCOME (Details Narrat
TAXES ON INCOME (Details Narrative) $ in Millions | 12 Months Ended |
Dec. 31, 2021USD ($) | |
Operating Loss Carryforwards [Line Items] | |
Income tax description | Under the 2017 Amendment, and provided the conditions stipulated therein are met, income derived by Preferred Companies from ‘Preferred Technological Enterprises’ (“PTE”) (as defined in the 2017 Amendment), would be subject to reduced corporate tax rates of 7.5% in Development Zone “A” and 12% elsewhere, or 6% in case of a ‘Special Preferred Technological Enterprise’ (“SPTE”) as defined in the 2017 Amendment) regardless of the company’s geographical location within Israel. A Preferred Company distributing dividends from income derived from its PTE or SPTE, would subject the recipient to a 20% tax (or lower, if so provided under an applicable tax treaty). The 2017 Amendment further provides that, in certain circumstances, a dividend distributed to a corporate shareholder who is not an Israeli resident for tax purposes would be subject to a 4% tax (inter alia, if the amount of foreign investors in the distributing company exceeds 90%). |
Operating Loss Carryforwards | $ 222 |
Minimum [Member] | |
Operating Loss Carryforwards [Line Items] | |
Corporate tax rate | 12.00% |
Maximum [Member] | |
Operating Loss Carryforwards [Line Items] | |
Corporate tax rate | 16.00% |
2014 and Thereafter [Member] | |
Operating Loss Carryforwards [Line Items] | |
Corporate tax rate | 16.00% |
Israel Tax Authority [Member] | |
Operating Loss Carryforwards [Line Items] | |
Corporate tax rate | 23.00% |
SCHEDULE OF SUPPLEMENTARY FINAN
SCHEDULE OF SUPPLEMENTARY FINANCIAL INFORMATION (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Institutions - VAT | $ 280 | $ 187 |
Prepaid expenses | 1,217 | 1,215 |
Government grants receivable | 185 | 6 |
Other | 15 | 11 |
Other current assets | 1,697 | 1,419 |
Accrued expenses | 3,611 | 3,632 |
Employee-related accrued expenses | 489 | 337 |
Provision for vacation | 308 | 306 |
Accounts payable-other | $ 4,408 | $ 4,275 |
Schedule of Basic and Diluted L
Schedule of Basic and Diluted Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |||
Loss attributable to equity holders of the Company | $ 29,920 | $ 24,225 | $ 19,396 |
Weighted average number of ordinary shares in issue | 66,346,506 | 43,668,155 | 35,881,256 |
Loss per ordinary share | $ 0.45 | $ 0.55 | $ 0.54 |
LOSS PER SHARE (Details Narrati
LOSS PER SHARE (Details Narrative) - shares | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |||
Anti-dilutive securities excluded from calculation of diluted loss per share | 12,191,029 | 23,264,073 | 13,528,092 |
SUBSEQUENT EVENTS (Details Narr
SUBSEQUENT EVENTS (Details Narrative) - Subsequent Event [Member] $ in Millions | Feb. 13, 2022₪ / sharesshares | Feb. 11, 2022USD ($) | Feb. 28, 2022shares | Feb. 11, 2022₪ / shares |
Subsequent Event [Line Items] | ||||
Share price | ₪ / shares | ₪ 0.01 | |||
Number of shares reversed | shares | 2,000,000 | |||
Exercisable terms, description | The term of each option granted under this plan shall be fixed by the Board, but no option shall be exercisable more than 10 years form the date of its grant. | |||
Stock Redeemed or Called During Period, Shares | shares | 615,366 | |||
Open Market Sale Agreement [Member] | Jefferies, LLC [Member] | ||||
Subsequent Event [Line Items] | ||||
Share price | ₪ / shares | ₪ 0.01 | |||
Aggregate offering cost | $ | $ 50 |