Document and Entity Information
Document and Entity Information | 6 Months Ended |
Jun. 30, 2022 | |
Document and Entity Information [Abstract] | |
Entity Registrant Name | Check-Cap Ltd. |
Document Type | 6-K |
Document Period End Date | Jun. 30, 2022 |
Amendment Flag | false |
Entity Central Index Key | 0001610590 |
Current Fiscal Year End Date | --12-31 |
Document Fiscal Year Focus | 2022 |
Document Fiscal Period Focus | Q2 |
Entity Address, Address Line One | Check-Cap Building |
Entity Address, Address Line Two | Abba Hushi Avenue |
Entity Address, Address Line Three | P.O. Box 1271 |
Entity Address, City or Town | Isfiya |
Entity Address, Postal Zip Code | 30090 |
Entity Address, Country | IL |
CONSOLIDATED UNAUDITED BALANCE
CONSOLIDATED UNAUDITED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Current assets | ||
Cash and cash equivalents | $ 11,637 | $ 26,457 |
Restricted cash | 351 | 350 |
Short-term bank deposit | 38,206 | 25,104 |
Prepaid expenses and other current assets | 996 | 839 |
Total current assets | 51,190 | 52,750 |
Non-current assets | ||
Property and equipment, net | 1,836 | 1,793 |
Operating leases | 1,100 | 1,116 |
Total non-current assets | 2,936 | 2,909 |
Total assets | 54,126 | 55,659 |
Accounts payable and accruals | ||
Trade | 946 | 1,050 |
Other | 701 | 680 |
Employees and payroll accruals | 1,668 | 1,961 |
Other current liabilities | 279 | 0 |
Operating lease liabilities | 332 | 350 |
Total current liabilities | 3,926 | 4,041 |
Non-current liabilities | ||
Royalties provision | 107 | 132 |
Operating lease liabilities | 669 | 795 |
Total non-current liabilities | 776 | 927 |
Shareholders' equity | ||
Share capital, Ordinary shares, 2.4 NIS par value (360,000,000 authorized shares as of June 30, 2022 and December 31, 2021, respectively; 116,411,949 and 96,411,949 shares issued and outstanding as of June 30, 2022 and December 31, 2021, respectively) | 83,602 | 68,787 |
Additional paid-in capital | 84,648 | 90,089 |
Retained Earnings (Accumulated Deficit) | (118,826) | (108,185) |
Total shareholders' equity | 49,424 | 50,691 |
Total liabilities and shareholders' equity | $ 54,126 | $ 55,659 |
CONSOLIDATED UNAUDITED BALANC_2
CONSOLIDATED UNAUDITED BALANCE SHEETS (Parenthetical) - ₪ / shares | Jun. 30, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Ordinary shares, par value per share | ₪ 2.4 | ₪ 2.4 |
Ordinary shares, shares authorized | 360,000,000 | 360,000,000 |
Ordinary shares, shares issued | 116,411,949 | 96,411,949 |
Ordinary shares, shares outstanding | 116,411,949 | 96,411,949 |
CONSOLIDATED UNAUDITED STATEMEN
CONSOLIDATED UNAUDITED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Income Statement [Abstract] | ||||
Research and development expenses, net | $ 3,545 | $ 2,781 | $ 7,673 | $ 5,187 |
General and administrative expenses | 1,343 | 1,142 | 3,100 | 2,293 |
Operating loss | 4,888 | 3,923 | 10,773 | 7,480 |
Finance Income (loss), net | 81 | 5 | 132 | (4) |
Loss before income tax | 4,807 | 3,918 | 10,641 | 7,484 |
Net loss for the period | $ 4,807 | $ 3,918 | $ 10,641 | $ 7,484 |
Loss per share: | ||||
Net loss per ordinary share basic | $ 0.04 | $ 0.06 | $ 0.1 | $ 0.11 |
Net loss per ordinary share diluted | $ 0.04 | $ 0.06 | $ 0.1 | $ 0.11 |
Weighted average number of ordinary shares outstanding - basic | 116,411,949 | 70,485,435 | 109,561,120 | 69,284,917 |
Weighted average number of ordinary shares outstanding - diluted | 116,411,949 | 70,485,435 | 109,561,120 | 69,284,917 |
CONSOLIDATED UNAUDITED STATEM_2
CONSOLIDATED UNAUDITED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY - USD ($) $ in Thousands | Ordinary Share | Additional paid-in capital | Accumulated deficit | Total |
Beginning balance at Dec. 31, 2020 | $ 31,646 | $ 75,715 | $ (90,983) | $ 16,378 |
Beginning balance, shares at Dec. 31, 2020 | 46,239,183 | |||
Exercise of warrants, net of issuance expenses in an amount of $22 | $ 18,099 | 1,120 | 0 | 19,219 |
Exercise of warrants, net of issuance expenses in an amount of $22, shares | 24,204,682 | |||
RSUs vesting | $ 18 | (18) | 0 | 0 |
RSUs vesting, shares | 24,395 | |||
Share-based compensation | $ 0 | 73 | 0 | 73 |
Net Income (Loss) Attributable to Parent | 0 | 0 | (3,566) | (3,566) |
Ending balance at Mar. 31, 2021 | $ 49,763 | 76,890 | (94,549) | 32,104 |
Ending balance, shares at Mar. 31, 2021 | 70,468,260 | |||
Beginning balance at Dec. 31, 2020 | $ 31,646 | 75,715 | (90,983) | 16,378 |
Beginning balance, shares at Dec. 31, 2020 | 46,239,183 | |||
Net Income (Loss) Attributable to Parent | (7,484) | |||
Ending balance at Jun. 30, 2021 | $ 49,767 | 76,951 | (98,467) | 28,251 |
Ending balance, shares at Jun. 30, 2021 | 70,473,641 | |||
Beginning balance at Mar. 31, 2021 | $ 49,763 | 76,890 | (94,549) | 32,104 |
Beginning balance, shares at Mar. 31, 2021 | 70,468,260 | |||
RSUs vesting | $ 4 | (4) | 0 | 0 |
RSUs vesting, shares | 5,381 | |||
Share-based compensation | $ 0 | 65 | 0 | 65 |
Net Income (Loss) Attributable to Parent | 0 | 0 | (3,918) | (3,918) |
Ending balance at Jun. 30, 2021 | $ 49,767 | 76,951 | (98,467) | 28,251 |
Ending balance, shares at Jun. 30, 2021 | 70,473,641 | |||
Beginning balance at Dec. 31, 2021 | $ 68,787 | 90,089 | (108,185) | 50,691 |
Beginning balance, shares at Dec. 31, 2021 | 96,411,949 | |||
Issuance of ordinary shares in registered direct offerings, net of issuance expenses in an amount of $1,150 | $ 14,815 | (5,965) | 0 | 8,850 |
Issuance of ordinary shares in registered direct offerings, net of issuance expenses in an amount of $1,150 ( In Shares) | 20,000,000 | |||
Share-based compensation | $ 0 | 250 | 0 | 250 |
Net Income (Loss) Attributable to Parent | 0 | 0 | (5,834) | (5,834) |
Ending balance at Mar. 31, 2022 | $ 83,602 | 84,374 | (114,019) | 53,957 |
Ending balance, shares at Mar. 31, 2022 | 116,411,949 | |||
Beginning balance at Dec. 31, 2021 | $ 68,787 | 90,089 | (108,185) | 50,691 |
Beginning balance, shares at Dec. 31, 2021 | 96,411,949 | |||
Net Income (Loss) Attributable to Parent | (10,641) | |||
Ending balance at Jun. 30, 2022 | $ 83,602 | 84,648 | (118,826) | 49,424 |
Ending balance, shares at Jun. 30, 2022 | 116,411,949 | |||
Beginning balance at Mar. 31, 2022 | $ 83,602 | 84,374 | (114,019) | 53,957 |
Beginning balance, shares at Mar. 31, 2022 | 116,411,949 | |||
Share-based compensation | $ 0 | 274 | 0 | 274 |
Net Income (Loss) Attributable to Parent | 0 | 0 | (4,807) | (4,807) |
Ending balance at Jun. 30, 2022 | $ 83,602 | $ 84,648 | $ (118,826) | $ 49,424 |
Ending balance, shares at Jun. 30, 2022 | 116,411,949 |
CONSOLIDATED UNAUDITED STATEM_3
CONSOLIDATED UNAUDITED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Issuance expenses | $ 1,150 | |
Issuance expenses warrant exercise transaction | $ 22 |
CONSOLIDATED UNAUDITED STATEM_4
CONSOLIDATED UNAUDITED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net loss | $ (10,641) | $ (7,484) |
Adjustments required to reconcile net loss to net cash used in operating activities: | ||
Depreciation | 159 | 89 |
Share-based compensation | 525 | 138 |
Financial income, net | (239) | (36) |
Changes in assets and liabilities items: | ||
Increase in prepaid and other current assets and non-current assets | (152) | (508) |
Increase in trade accounts payable, accruals and other current liabilities | 320 | 27 |
Decrease in employees and payroll accruals | (293) | (62) |
(Decrease) increase in royalties provision | (25) | 35 |
Net cash used in operating activities | (10,346) | (7,801) |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Purchase of property and equipment | (323) | (218) |
Investment in short-term bank and other deposits | (13,000) | (8,814) |
Net cash used in investing activities | (13,323) | (9,032) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Exercise of warrants into ordinary shares, net of issuance expenses | 0 | 19,219 |
Issuance of ordinary shares in the registered direct offerings, net of issuance expenses | 8,850 | 0 |
Net cash provided by financing activities | 8,850 | 19,219 |
Net increase in cash, cash equivalents and restricted cash | (14,819) | 2,386 |
Cash, cash equivalents and restricted cash at the beginning of the period | 26,807 | 8,053 |
Cash, cash equivalents and restricted cash at the end of the period | 11,988 | 10,439 |
Supplemental disclosure of non-cash flow information | ||
Purchase of property and equipment included in accounts payable and accrued expenses | 38 | 59 |
Financing fees included in other account payable and accruals | 0 | 291 |
Assets acquired under operating lease | 167 | 916 |
Supplemental disclosure of cash flow information: | ||
Cash paid for taxes | 3 | 7 |
Interest received | $ 138 | $ 24 |
GENERAL INFORMATION
GENERAL INFORMATION | 6 Months Ended |
Jun. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
GENERAL INFORMATION | NOTE 1 - GENERAL INFORMATION A. General (1) Check-Cap Ltd. (the “Company") was incorporated under the laws of the State of Israel. The registered address of its offices is 29 Abba Hushi Avenue, Isfiya 3009000, Israel. (2) The Company has a wholly-owned subsidiary, Check-Cap US, Inc., that was incorporated under the laws of the State of Delaware on May 15, 2015. (3) The Company is a clinical stage medical diagnostics company aiming to redefine colorectal cancer (CRC) screening through the introduction of C-Scan®, the first and only patient-friendly preparation-free screening test to detect polyps before they may transform into colorectal cancer and enable early intervention and cancer prevention. The Company’s disruptive capsule-based screening technology aims to help millions of people to stay healthy through preventive CRC screening. C-Scan uses an ultra-low dose X-ray capsule, an integrated positioning, control and recording system, as well as proprietary software to generate a 3D map of the inner lining of the colon as it travels naturally along the gastrointestinal tract. C-Scan is non-invasive and requires no sedation. It requires no bowel preparation, allowing the patients to continue their daily routine with no interruption. (4) On February 24, 2015, the Company consummated an Initial Public Offering in the United States (U.S.) (the "IPO") concurrently with a private placement. On August 11, 2016, the Company consummated a registered direct offering of ordinary shares and pre-funded warrants. On June 2, 2017, the Company consummated a registered direct offering of ordinary shares and a simultaneous private placement of warrants. On November 22, 2017, the Company consummated a registered direct offering of ordinary shares and a simultaneous private placement of warrants. On May 8, 2018, the Company consummated an underwritten public offering of ordinary shares, pre-funded warrants and Series C warrants. On February 6, 2019, the Company consummated a registered direct offering of ordinary shares and warrants. In February 2020, the Company consummated a private placement of ordinary shares. During April and May 2020, the Company consummated three registered direct offerings of ordinary shares and simultaneous private placements of warrants. On July 27, 2020, the Company consummated a warrant exercise transaction to purchase ordinary shares and a simultaneous private placement of warrants. During the first quarter of 2021, certain investors exercised their warrants previously issued by the Company. In July 2021, the Company consummated a registered direct offering of ordinary shares and warrants. On March 3, 2022, the Company consummated a registered direct offering of ordinary shares and warrants. See Note 5(1). The Company's ordinary shares and Series C Warrants are listed on the NASDAQ Capital Market under the symbols "CHEK" and CHEKZ,” respectively. The consolidated financial statements of the Company as of and for the six months ended June 30, 2022 include the financial statements of the Company and its wholly-owned U.S. subsidiary. (5) Since its inception, the Company has devoted substantially all of its efforts to research and development, clinical trials, recruiting management and technical staff, acquiring assets and raising capital. The Company is still in its development and clinical stage and has not yet generated revenues. The Company has incurred losses of $10,641 and $7,484 for the six months ended June 30, 2022 and 2021, respectively. As of June 30, 2022, the Company's accumulated deficit was approximately $118,826. The extent of the Company's future operating losses and the timing of becoming profitable are uncertain. The Company has funded its operations to date primarily through equity financings, sale of its ordinary shares and warrants, the exercise of warrants and other financing transactions and through grants from the Israel Innovation Authority of the Ministry of Economy and Industry (the "IIA"). Additional funding will be required to complete the Company's research and development and clinical trials, to attain regulatory approvals, to establish manufacturing infrastructure and to begin the commercialization efforts of C-Scan. The Company has not yet commercialized its product. Even if the Company commercializes its product, it may not become profitable in the foreseeable future. The Company’s ability to achieve profitability depends on a number of factors, including its ability to obtain regulatory approval for its product, successfully complete any post-approval regulatory obligations and successfully commercialize its product alone or in partnership. To meet its capital needs, the Company is considering multiple alternatives, including, but not limited to, additional equity financings and other financing transactions. While the Company has been successful in raising funds in the past, there can be no assurance that it will be able to do so in the future on a timely basis on terms acceptable to the Company, or at all. Uncertain market conditions and approval by regulatory bodies and adverse results from clinical trials may (among other reasons) adversely impact the Company's ability to raise capital in the future. The Company believes that current cash on hand, will be sufficient to fund its ongoing operations and plans into the second quarter of 2024. Management expects that the Company will continue to generate losses from the development, manufacturing and infrastructure costs, clinical development and regulatory activities of C-Scan, which will result in negative cash flow from operating activity. The actual amount of cash that the Company will need to operate is subject to many factors, including, but not limited to, the initiation, timing, progress and results of clinical trials and other product development efforts regulatory path along with cost to commercialize its product. (6) On December 23, 2021, the Company received a notification from the Nasdaq Listing Qualifications (the “Staff”) that the Company is not in compliance with the minimum bid price requirement for continued listing set forth in Listing Rule 5550(a)(2), which requires listed securities to maintain a minimum bid price of $1.00 per share, and that the Company had 180 calendar days from December 23, 2021, or until June 21, 2022, to regain compliance with the minimum bid price requirement. On June 22, 2022, the Company was notified by the Staff that it is eligible for an additional 180 calendar day period, or until December 19, 2022, to regain compliance (the “Extension Period”). The Company can regain compliance, if by the end of the Extension Period, the closing bid price of its ordinary shares is at least $1.00 for a minimum of ten consecutive business days. If the Company cannot demonstrate compliance by the end of the Extension Period, the Staff will notify the Company that its ordinary shares are subject to delisting. On August 11, 2022, our shareholders approved a reverse share split (“Reverse Split”) of the Company’s ordinary shares within a range of 1 for 10 to 1 for 20, the exact ratio to be determined by further action of the Company’s Board of Directors, to be effective on a date to be determined by the Company’s Board of Directors and announced by the Company, and to amend the Company’s Articles of Association accordingly. If the Reverse Split is implemented, the number of authorized shares as well as the issued and outstanding ordinary shares would be reduced in accordance with the Reverse Split ratio and the par value per ordinary share will be increased proportionately. In addition, if the Reverse Split is implemented, the exercise price and the number of ordinary shares issuable pursuant to outstanding warrants will be adjusted pursuant to the terms of the respective warrants in connection with the Reverse Split. Furthermore, upon completion of the Reverse Split, if implemented, the number of ordinary shares issuable pursuant to the Company’s 2006 Unit Option Plan and 2015 Equity Incentive Plan and 2015 US Sub-Plan to the 2015 Equity Incentive Plan, as well as the number of shares and exercise prices subject to outstanding options under the plans and the number of shares subject to outstanding restricted stock units (“RSUs”) under the plans shall be appropriately adjusted. (7) In early 2020, the World Health Organization declared the rapidly spreading coronavirus disease (COVID-19) outbreak a pandemic. The Company has in the past experienced temporary disruptions to its operations as a result of the COVID-19 pandemic including disruptions to the Company’s clinical studies and implemented several temporary cost reduction measures. The Company has also implemented several measures according to the Israel Ministry of Health’s guidelines, including remote working whenever possible, physical separation between employees and daily employee health monitoring. The extent to which the COVID-19 pandemic shall impact the Company’s operations will depend on future developments, which are highly uncertain and cannot be predicted with confidence, including the duration and severity of the outbreak, the impact on the global economy, the impact of any further waves of COVID-19, the efficacy of the vaccines and the other actions that may be required to contain COVID-19 or treat its impact. In particular, the continued spread of COVID-19 globally could materially adversely impact the Company’s operations and workforce, including its research and clinical trials and its ability to continue raise capital, could affect the operations of key governmental agencies, such as the FDA, which may delay the Company’s development plans, and could result in the inability of the Company’s suppliers to deliver components or raw materials on a timely basis or at all, each of which in turn could have a material adverse impact on the Company’s business, financial condition and results of operation. |
CONSOLIDATED UNAUDITED FINANCIA
CONSOLIDATED UNAUDITED FINANCIAL STATEMENTS | 6 Months Ended |
Jun. 30, 2022 | |
Unaudited Consolidated Financial Statements [Abstract] | |
CONSOLIDATED UNAUDITED FINANCIAL STATEMENTS | NOTE 2 - CONSOLIDATED UNAUDITED FINANCIAL STATEMENTS The accompanying consolidated unaudited financial statements have been prepared in a condensed format and include the consolidated unaudited financial operations of the Company as of June 30, 2022 and for the six and three month periods then ended, in accordance with U.S. GAAP, relating to the preparation of financial statements for interim periods. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The . |
LEASES
LEASES | 6 Months Ended |
Jun. 30, 2022 | |
Leases [Abstract] | |
LEASES | NOTE 4 - LEASES The Company leases vehicles and offices under various operating lease agreements. Supplemental cash flow information related to operating leases was as follows: Six months ended June 30, 2022 Cash payments for operating leases $ 203 The Company uses its incremental borrowing rate as the discount rate for its leases, as the implicit rate in the lease is not readily determinable. As of June 30, 2022, the Company’s operating leases had a weighted average remaining lease term of 3.7 years and a weighted average borrowing rate of 4.1%. Future lease payments under operating leases as of June 30, 2022 were as follows: Operating Leases Second half of 2022 $ 175 2023 $ 324 2024 and after $ 623 Total future lease payments $ 1,122 Less imputed interest (121 ) Total lease liability balance $ 1,001 |
SHAREHOLDERS' EQUITY
SHAREHOLDERS' EQUITY | 6 Months Ended |
Jun. 30, 2022 | |
Stockholders' Equity Note [Abstract] | |
SHAREHOLDERS' EQUITY | NOTE 5 - SHAREHOLDERS' EQUITY The following change occurred during the six months ended June 30, 2022: On March 1, 2022, the Company entered into a definitive agreement with several institutional and accredited investors for the purchase and sale of 20,000,000 of the Company's ordinary shares and accompanying warrants to purchase up to an aggregate of 15,000,000 of the Company's ordinary shares in a registered direct offering (the “March 2022 Registered Direct Offering”). The March 2022 Registered Direct Offering was consummated on March 3, 2022. The warrants are immediately exercisable and will expire five years from the issuance date at an exercise price of $0.65 per share, subject to certain adjustments. The warrants may be exercised on a cashless basis if at the time of exercise thereof, there is no effective registration statement registering the ordinary shares underlying the warrants. The terms of the warrants did not include features that would preclude equity classification. The Company also issued registered placement agent warrants to purchase up to an aggregate of 1,000,000 ordinary shares, substantially on the same terms as the warrants issued to the investors in the private placement, except they have an exercise price of $0.625 per share and expiration date is March 1, 2027. Upon any exercise of the warrants for cash, the Company agreed to pay the placement agent warrants to purchase up to 5.0% of the number of ordinary shares issued upon the cash exercise of the warrants (up to 750,000 warrants). Simultaneously with this offering, the Company entered into a warrant amendment agreement (the “Warrant Amendment Agreement”), with the investors in the March 2022 Registered Direct Offering. Pursuant to the Warrant Amendment Agreement, certain warrants to purchase up to an aggregate of 18,525,927 ordinary shares of the Company that were issued to the investors in July 2021 were amended to have a reduced exercise price of $0.65 per share and the term of exercise was extended to January 2, 2025. The Company received gross proceeds from the March 2022 Registered Direct Offering of $10,000, or approximately $8,850, net of issuance expenses in the amount of approximately $1,150. |
SHARE-BASED COMPENSATION
SHARE-BASED COMPENSATION | 6 Months Ended |
Jun. 30, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
SHARE-BASED COMPENSATION | NOTE 6 - SHARE-BASED COMPENSATION 1. A summary of the Company's option activity related to options granted to employees, service providers and directors, and related information is as follows: For the six months ended June 30, 2022 Weighted Weighted average average remaining exercise price contractual life (in Number (in $) years) Options outstanding at beginning of period 2,916,209 2.41 9.13 Options granted 528,398 0.59 Options forfeited and expired (173,632 ) 1.35 Options outstanding at end of period 3,270,975 2.17 8.79 Options exercisable at end of period 618,075 6.83 6.75 2. A summary of the Company’s RSU activity is as follows: For the six months ended June 30, 2022 Unvested at beginning of period 332,542 Granted 201,000 Vested - Forfeited (40,500 ) Unvested at end of period 493,042 On January 27, 2022, the Company's Board of Directors resolved to increase the number of ordinary shares of the Company reserved for issuance under the Check-Cap Ltd. 2015 Equity Incentive Plan by an additional 500,000 shares. On January 27, 2022, the Company's Board of Directors approved the award of options to purchase 336,000 ordinary shares and 144,000 RSUs to certain employees. The options have an exercise price equal to $0.65. On March 21, 2022, the Company's Board of Directors approved the award of options to purchase 169,314 ordinary shares and 57,000 RSUs to the Company’s officers (except the CEO) and certain employees. The options have an exercise price equal to $0.51. On May 31, 2022, the Company's Board of Directors approved the award of options to purchase 23,084 ordinary shares to certain employees. The options have an exercise price equal to $0.36. The exercise price of the options granted is equal to the higher of the closing price of the Company’s ordinary shares on the Nasdaq Capital Market on the applicable grant date and the average closing price of the Company’s ordinary shares on the Nasdaq Capital Market during the 30 trading days prior to the applicable grant date. The options and RSUs vest over a period of four years commencing on the date of grant, such that 25% of the options and RSUs vest on the first anniversary of the applicable date of grant and thereafter, vest monthly in equal portions at the end of each month over the subsequent thirty-six (36) months. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 6 Months Ended |
Jun. 30, 2022 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 7 - SUBSEQUENT EVENTS On August 29, 2022, the Company's Board of Directors approved the award of options to purchase 33,138 ordinary shares to certain employees. |
LEASES (Tables)
LEASES (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Leases [Abstract] | |
Schedule of supplemental cash flow information related to operating leases | Six months ended June 30, 2022 Cash payments for operating leases $ 203 |
Schedule of future lease payments | Operating Leases Second half of 2022 $ 175 2023 $ 324 2024 and after $ 623 Total future lease payments $ 1,122 Less imputed interest (121 ) Total lease liability balance $ 1,001 |
SHARE-BASED COMPENSATION (Table
SHARE-BASED COMPENSATION (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of stock option activity | For the six months ended June 30, 2022 Weighted Weighted average average remaining exercise price contractual life (in Number (in $) years) Options outstanding at beginning of period 2,916,209 2.41 9.13 Options granted 528,398 0.59 Options forfeited and expired (173,632 ) 1.35 Options outstanding at end of period 3,270,975 2.17 8.79 Options exercisable at end of period 618,075 6.83 6.75 |
Schedule of unvested Restricted Stock Units | For the six months ended June 30, 2022 Unvested at beginning of period 332,542 Granted 201,000 Vested - Forfeited (40,500 ) Unvested at end of period 493,042 |
GENERAL INFORMATION (Detail Tex
GENERAL INFORMATION (Detail Textuals) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | |||||||
Aug. 11, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2021 | Mar. 31, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 23, 2021 | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||
Net loss | $ 4,807 | $ 5,834 | $ 3,918 | $ 3,566 | $ 10,641 | $ 7,484 | |||
Accumulated deficit | $ 118,826 | $ 118,826 | $ 108,185 | ||||||
Minimum bid price of listed securities | $ 1 | ||||||||
Subsequent Event | |||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||
Reverse share split ratio | range of 1 for 10 to 1 for 20 |
LEASES (Detail Textuals)
LEASES (Detail Textuals) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Operating lease assets | $ 1,100 | $ 1,116 |
Lease liabilities | $ 1,001 | |
Weighted average remaining lease term | 3 years 8 months 12 days | |
Approximate weighted average borrowing rate | 4.10% |
LEASES (Schedule of supplementa
LEASES (Schedule of supplemental cash flow Information related to operating leases) (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2022 USD ($) | |
Leases [Abstract] | |
Cash payments for operating leases | $ 203 |
LEASES (Schedule of future leas
LEASES (Schedule of future lease payments) (Details) $ in Thousands | Jun. 30, 2022 USD ($) |
Leases [Abstract] | |
Second half of 2022 | $ 175 |
2023 | 324 |
2024 and after | 623 |
Total future lease payments | 1,122 |
Less imputed interest | (121) |
Total lease liability balance | $ 1,001 |
SHAREHOLDERS' EQUITY (Detail Te
SHAREHOLDERS' EQUITY (Detail Textuals) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 6 Months Ended | ||
Mar. 01, 2022 | Mar. 31, 2022 | Jun. 30, 2022 | Jun. 30, 2021 | |
Class of Stock [Line Items] | ||||
Net proceeds warrant from the registered direct offering | $ 8,850 | $ 0 | ||
Registered Direct Offerings | Placement Agent Warrants | ||||
Class of Stock [Line Items] | ||||
Warrants to purchase up to aggregate of ordinary shares | 1,000,000 | |||
Exercise price | $ 0.625 | |||
Number of warrants to be granted upon exercise of warrants | 750,000 | |||
Registered Direct Offerings | Placement Agent Warrants | Ordinary Shares | ||||
Class of Stock [Line Items] | ||||
Percentage of ordinary shares upon cash exercise of warrants to placement agent | 5% | |||
Several Institutional And Accredited Investors | Registered Direct Offerings | ||||
Class of Stock [Line Items] | ||||
Issuance of ordinary shares | 20,000,000 | |||
Warrants issued | 15,000,000 | |||
Exercise price | $ 0.65 | |||
Term of warrants | 5 years | |||
Warrant Amendment Agreement | Registered Direct Offerings | ||||
Class of Stock [Line Items] | ||||
Warrants to purchase up to aggregate of ordinary shares | 18,525,927 | |||
Exercise price | $ 0.65 | |||
Issuance expenses | $ 1,150 | |||
Warrant Amendment Agreement | Minimum | Registered Direct Offerings | ||||
Class of Stock [Line Items] | ||||
Net proceeds warrant from the registered direct offering | 8,850 | |||
Warrant Amendment Agreement | Maximum | Registered Direct Offerings | ||||
Class of Stock [Line Items] | ||||
Proceeds from issuance of registered direct offering | $ 10,000 |
SHARE-BASED COMPENSATION (Detai
SHARE-BASED COMPENSATION (Detail Textuals) - $ / shares | 1 Months Ended | 6 Months Ended | ||
May 31, 2022 | Mar. 21, 2022 | Jan. 27, 2022 | Jun. 30, 2022 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Options granted | 528,398 | |||
Vesting period | 4 years | |||
Vesting percentage | 25% | |||
Company’s Officers | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Options granted | 169,314 | |||
Exercise price of options granted | $ 0.51 | |||
Certain Employees | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Options granted | 23,084 | 336,000 | ||
Exercise price of options granted | $ 0.36 | $ 0.65 | ||
2015 Equity Incentive Plan | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Increase in shares available for additional grant | 500,000 | |||
RSU's | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Number of RSU's granted | 201,000 | |||
RSU's | Company’s Officers | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Number of RSU's granted | 57,000 | |||
RSU's | Certain Employees | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Number of RSU's granted | 144,000 |
SHARE-BASED COMPENSATION (Sched
SHARE-BASED COMPENSATION (Schedule of option activity related to options granted to employees) (Details) - $ / shares | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Number of options | ||
Options outstanding at beginning of period | 2,916,209 | |
Options granted | 528,398 | |
Options forfeited and expired | (173,632) | |
Options outstanding at end of period | 3,270,975 | |
Options exercisable at end of period | 618,075 | |
Weighted average exercise price | ||
Options outstanding at beginning of period | $ 2.41 | |
Options granted | 0.59 | |
Options forfeited and expired | 1.35 | |
Options outstanding at end of period | 2.17 | |
Options exercisable at end of period | $ 6.83 | |
Weighted average remaining contractual life | ||
Options outstanding | 8 years 9 months 14 days | 9 years 1 month 17 days |
Options exercisable at end of period | 6 years 9 months |
SHARE-BASED COMPENSATION (Sch_2
SHARE-BASED COMPENSATION (Schedule of RSU activity) (Details) - RSU's | 6 Months Ended |
Jun. 30, 2022 shares | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Unvested at beginning of period | 332,542 |
Granted | 201,000 |
Vested | 0 |
Forfeited | (40,500) |
Unvested at end of period | 493,042 |
SUBSEQUENT EVENTS (Detail Textu
SUBSEQUENT EVENTS (Detail Textuals) - shares | 1 Months Ended | 6 Months Ended |
Aug. 29, 2022 | Jun. 30, 2022 | |
Subsequent Event [Line Items] | ||
Number of shares granted during the period | 528,398 | |
Subsequent Event | ||
Subsequent Event [Line Items] | ||
Number of shares granted during the period | 33,138 |