Document And Entity Information
Document And Entity Information - shares | 3 Months Ended | |
Mar. 31, 2022 | May 04, 2022 | |
Document Information Line Items | ||
Entity Registrant Name | UAS Drone Corp. | |
Document Type | 10-Q | |
Current Fiscal Year End Date | --12-31 | |
Entity Common Stock, Shares Outstanding | 54,118,813 | |
Amendment Flag | false | |
Entity Central Index Key | 0001638911 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Document Period End Date | Mar. 31, 2022 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q1 | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Shell Company | false | |
Entity Ex Transition Period | true | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity File Number | 000-55504 | |
Entity Incorporation, State or Country Code | NV | |
Entity Tax Identification Number | 47-3052410 | |
Entity Address, Address Line One | 1 Etgar Street | |
Entity Address, City or Town | Tirat-Carmel | |
Entity Address, Country | IL | |
Entity Address, Postal Zip Code | 3903212 | |
City Area Code | +972-4 | |
Local Phone Number | 8124101 | |
Entity Interactive Data Current | Yes |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Current Assets | ||
Cash and cash equivalents | $ 3,415 | $ 3,560 |
Other current assets | 28 | 40 |
Total Current assets | 3,443 | 3,600 |
Property and equipment, net | 21 | 9 |
Total assets | 3,464 | 3,609 |
Liabilities and Shareholders’ Equity | ||
Current Liabilities | ||
Accounts payable | 76 | 75 |
Other accounts liabilities | 177 | 136 |
Total current liabilities | 253 | 211 |
Stockholder loans | 299 | 297 |
Total liabilities | 552 | 508 |
Stockholders’ Equity | ||
Common stock of US$ 0.0001 par value each (“Common Stock”): 100,000,000 shares authorized as of March 31, 2022 and December 31, 2021; issued and outstanding 54,118,813 and 54,018,813 shares as of March 31, 2022 and December 31, 2021, respectively. | 5 | 5 |
Additional paid-in capital | 9,295 | 9,115 |
Accumulated deficit | (6,388) | (6,019) |
Total stockholders’ equity | 2,912 | 3,101 |
Total liabilities and stockholders’ equity | $ 3,464 | $ 3,609 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parentheticals) - $ / shares | Mar. 31, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 |
Common stocks, shares authorized | 100,000,000 | 100,000,000 |
Common stocks, shares issued | 54,118,813 | 54,018,813 |
Common stocks, shares outstanding | 54,118,813 | 54,018,813 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Income Statement [Abstract] | ||
Revenues | $ 500 | |
Cost of revenues | ||
Gross profit | 500 | |
Research and development expenses | (6) | |
General and administrative expenses | (331) | (161) |
Other income | 132 | |
Operating income (loss) | (337) | 471 |
Financing expense, net | (32) | (220) |
Net income (loss) | $ (369) | $ 251 |
Income (Loss) per share (basic and diluted)) (in Dollars per share) | $ (0.01) | $ 0 |
Basic and diluted weighted average number of shares of common stock outstanding (in Shares) | 54,034,369 | 40,518,220 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Changes in Shareholders’ Deficit - USD ($) $ in Thousands | Common stock | Additional paid-in capital | Accumulated deficit | Total | |
Balance at Dec. 31, 2020 | $ 4 | $ 3,278 | $ (5,131) | $ (1,849) | |
Balance (in Shares) at Dec. 31, 2020 | 40,075,151 | ||||
CHANGES DURING THE PERIOD OF THREE MONTHS ENDED MARCH 31, 2021: | |||||
Issuance of shares in exchange for convertible loans | 345 | 345 | |||
Issuance of shares in exchange for convertible loans (in Shares) | 1,093,884 | ||||
Share based compensation for services | 38 | 38 | |||
Comprehensive loss for the year | 251 | 251 | |||
Balance at Mar. 31, 2021 | $ 4 | 3,661 | (4,880) | (1,215) | |
Balance (in Shares) at Mar. 31, 2021 | 41,169,035 | ||||
Balance at Dec. 31, 2021 | $ 5 | 9,115 | (6,019) | 3,101 | |
Balance (in Shares) at Dec. 31, 2021 | 54,018,813 | ||||
CHANGES DURING THE PERIOD OF THREE MONTHS ENDED MARCH 31, 2021: | |||||
Share based compensation for services | [1] | 180 | 180 | ||
Share based compensation for services (in Shares) | 100,000 | ||||
Comprehensive loss for the year | (369) | (369) | |||
Balance at Mar. 31, 2022 | $ 5 | $ 9,295 | $ (6,388) | $ (2,912) | |
Balance (in Shares) at Mar. 31, 2022 | 54,118,813 | ||||
[1] | represents amount less than $1 thousand. |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income (loss) for the period | $ (369) | $ 251 |
Adjustments required to reconcile net loss for the period to net cash used in operating activities: | ||
Depreciation and amortization | 1 | |
Stock based compensation | 169 | 38 |
Interest on loans | 2 | 2 |
Expenses with respect to convertible loans and debentures | 181 | |
Decrease (increase) in other current assets | 23 | (36) |
Increase (decrease) in accounts payable | 1 | (1) |
Increase (decrease) in other accounts payable | 41 | (83) |
Net cash provided by (used in) operating activities | (133) | 353 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchase of property and equipment | (12) | |
Net cash used in investing activities | (12) | |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Repayments of long term banking institute | (6) | |
Net cash used in financing activities | (6) | |
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | (145) | 347 |
CASH AND CASH EQUIVALENTS AT THE BEGINNING OF PERIOD | 3,560 | 105 |
CASH AND CASH EQUIVALENTS AT THE END OF PERIOD | 3,415 | 452 |
Non cash transactions: | ||
Issuance of shares for service providers | 11 | |
Issuance of shares in exchange for convertible loans | $ 345 |
General
General | 3 Months Ended |
Mar. 31, 2022 | |
General [Abstract] | |
GENERAL | NOTE 1 - GENERAL UAS Drone Corp. (“the Company” or “USDR”) was incorporated under the laws of the State of Nevada on February 4, 2015. Prior to the Company’s formation, the operations were functioning under Unlimited Aerial Systems, LLP (“UAS LLP”). UAS LLP was formed under the laws of the State of Louisiana on August 22, 2014. Effective March 31, 2015, the Company completed a reverse merger with UAS LLP. The reverse merger was accounted for as a reverse capitalization. On March 9, 2020, the Company closed on the Share Exchange Agreement (as defined hereunder), pursuant to which, Duke Robotics, Inc. (“Duke Inc.”) a corporation incorporated under the laws of the state of Delaware, became a majority-owned subsidiary of the Company. Duke Inc. has a wholly-owned subsidiary, Duke Airborne Systems Ltd. (“Duke Israel,” and collectively with Duke Inc., “Duke”), which was formed under the laws of the State of Israel in March 2014 and became the sole subsidiary of Duke after its incorporation. On April 29, 2020, the Company, Duke Inc., and UAS Acquisition Corp., a Delaware corporation and a wholly-owned subsidiary of the Company (“UAS Sub”), executed an Agreement and Plan of Merger (the “Merger Agreement”), pursuant to which UAS Sub merged with and into Duke Inc. Duke, with Duke Inc. surviving as our wholly-owned subsidiary (the “Short-Form Merger”). Upon closing of the Short-Form Merger, each outstanding share of UAS Sub’s common stock, par value $0.0001 per share, was converted into and became one share of common stock of Duke Inc., with Duke Inc. surviving as a wholly-owned subsidiary of the Company. The Company (collectively with Duke, the “Group”) is a robotics company dedicated to the development of an advanced robotics stabilization system that enables remote, real-time, pinpoint accurate firing of small arms and light weapons. The Company’s advanced robotics system is able to achieve pinpoint accuracy regardless of the movement of the weapons platform or the target. Effective October 22, 2020, Company’s common stock in quoted on the OTC Markets Group, Inc.’s OTCQB® tier Venture Market, under the symbol “USDR”. The COVID-19 pandemic has caused states of emergency to be declared in various countries, travel restrictions imposed globally, quarantines established in certain jurisdictions and various institutions and companies being closed. COVID-19 has also adversely impacted the Group’s ability to conduct its business effectively due to disruptions to its capabilities, availability and productivity of personnel, while the Group simultaneously attempts to comply with rapidly changing restrictions, such as travel restrictions, curfews and others. Although to date these restrictions have not impacted the Group’s operations, the effect on its business, from the spread of COVID-19 and the actions implemented by the governments of the State of Israel, the United States and elsewhere across the globe, may worsen over time. The spread of COVID-19 may also result in the inability of the Group’s manufacturers to deliver components or finished products on a timely basis and may also result in the inability of the Group’s suppliers to deliver the parts required by its manufacturers to complete manufacturing of components or finished products. In addition, governments may divert spending from other budgeted resources as they seek to reduce and/or stop the spread of COVID-19. Such events may result in a period of business and manufacturing disruption, and in reduced operations, any of which could materially affect the Group’s business, financial condition and results of operations. The extent to which COVID-19 impacts the Group’s business will depend on future developments, which are highly uncertain and cannot be predicted, including new information which may emerge concerning the severity of COVID-19 and the actions to contain COVID-19 or treat its impact, among others. The Group is actively monitoring the pandemic and it is taking any necessary measures to respond to the situation in cooperation with the various stakeholders. Unaudited Interim Financial Statements The accompanying unaudited condensed consolidated financial statements include the accounts of the Company and its subsidiary, prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and with the instructions to Form 10-Q. In the opinion of management, the financial statements presented herein have not been audited by an independent registered public accounting firm but include all material adjustments (consisting of normal recurring adjustments) which are, in the opinion of management, necessary for a fair statement of the financial condition, results of operations and cash flows for the three-months ended March 31, 2021. However, these results are not necessarily indicative of results for any other interim period or for the year ended December 31, 2021. The preparation of financial statements in conformity with GAAP requires the Company to make certain estimates and assumptions for the reporting periods covered by the financial statements. These estimates and assumptions affect the reported amounts of assets, liabilities, revenues and expenses. Actual amounts could differ from these estimates. Certain information and footnote disclosures normally included in financial statements in accordance with generally accepted accounting principles have been omitted pursuant to the rules of the U.S. Securities and Exchange Commission (“SEC”). These financial statements should be read in conjunction with the financial statements and notes thereto contained in the Company’s Annual Report published with the SEC, for the year ended December 31, 2021. |
Summary of Significant Accounti
Summary of Significant Accounting Policies and Basis of Presentation | 3 Months Ended |
Mar. 31, 2022 | |
General [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF PRESENTATION | NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF PRESENTATION Principles of Consolidation The consolidated financial statements are prepared in accordance with GAAP. The consolidated financial statements of the Company include the Company and its wholly-owned and majority-owned subsidiaries. All inter-company balances and transactions have been eliminated. Use of Estimates The preparation of unaudited condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, certain revenues and expenses, and disclosure of contingent assets and liabilities as of the date of the financial statements. Actual results could differ from those estimates. As applicable to these financial statements, the most significant estimates and assumptions relate to the share based compensation, going concern assumptions and convertible loans. Derivative Liabilities and Fair Value of Financial Instruments Fair value accounting requires bifurcation of embedded derivative instruments such as conversion features in convertible debt or equity instruments and measurement of their fair value for accounting purposes. In assessing the convertible debt instruments, management determines if the convertible debt host instrument is conventional convertible debt and further if there is a beneficial conversion feature requiring measurement. If the instrument is not considered conventional convertible debt under Accounting Standards Codification (“ASC”) 470, the Company will continue its evaluation process of these instruments as derivative financial instruments under ASC 815. Once determined, derivative liabilities are adjusted to reflect fair value at each reporting period end, with any increase or decrease in the fair value being recorded in results of operations as an adjustment to fair value of derivatives. Fair value of certain of the Company’s financial instruments including cash, accounts receivable, account payable, accrued expenses, notes payables, and other accrued liabilities approximate cost because of their short maturities. The Company measures and reports fair value in accordance with ASC 820, “Fair Value Measurements and Disclosure” defines fair value, establishes a framework for measuring fair value in accordance with generally accepted accounting principles and expands disclosures about fair value investments. Fair value, as defined in ASC 820, is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value of an asset should reflect its highest and best use by market participants, principal (or most advantageous) markets, and an in-use or an in-exchange valuation premise. The fair value of a liability should reflect the risk of non-performance, which includes, among other things, the Company’s credit risk. Valuation techniques are generally classified into three categories: the market approach; the income approach; and the cost approach. The selection and application of one or more of the techniques may require significant judgment and are primarily dependent upon the characteristics of the asset or liability, and the quality and availability of inputs. Valuation techniques used to measure fair value under ASC 820 must maximize the use of observable inputs and minimize the use of unobservable inputs. ASC 820 also provides fair value hierarchy for inputs and resulting measurement as follows: Level 1: Quoted prices (unadjusted) in active markets that are accessible at the measurement date for identical assets or liabilities. Level 2: Quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability; and inputs that are derived principally from or corroborated by observable market data for substantially the full term of the assets or liabilities; and Level 3: Unobservable inputs for the asset or liability that are supported by little or no market activity, and that are significant to the fair values. Fair value measurements are required to be disclosed by the Level within the fair value hierarchy in which the fair value measurements in their entirety fall. Fair value measurements using significant unobservable inputs (in Level 3 measurements) are subject to expanded disclosure requirements including a reconciliation of the beginning and ending balances, separately presenting changes during the period attributable to the following: total gains or losses for the period (realized and unrealized), segregating those gains or losses included in earnings, and a description of where those gains or losses included in earning are reported in the statement of income. Recent Accounting Pronouncements On October 1, 2021, the Company early adopted Accounting Standards Update (“ASU”) No. 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (ASU 2020-06), which simplifies the accounting for convertible instruments by reducing the number of accounting models available for convertible debt instruments. This guidance also eliminates the treasury stock method to calculate diluted earnings per share for convertible instruments and requires the use of the if-converted method. The new standard was effective for us beginning January 1, 2022, with early adoption permitted. The adoption of this new standard did not have a material impact on our consolidated financial statements. Other new pronouncements issued but not effective as of March 31, 2022 are not expected to have a material impact on the Company’s consolidated financial statements. |
Shareholders' Equity
Shareholders' Equity | 3 Months Ended |
Mar. 31, 2022 | |
Stockholders' Equity Note [Abstract] | |
SHAREHOLDERS' EQUITY | NOTE 3 – SHAREHOLDERS’ EQUITY Transactions : On March 1, 2022, the Company signed an investor relations service agreement with a consultant pursuant to which the Company agreed to pay the consultant a monthly retainer and in addition, to issue the consultant 300,000 restricted shares of common stock, to be issued in three tranches. In the event that the agreement is terminated prior to the issuance date, the remaining share obligation shall be void. On March 17, 2022, the Company issued 100,000 restricted shares of common stock pursuant to the agreement. The Company determined the value of the shares issued based on the agreement date at $15 of which $4 were recorded as share based compensation expenses in the three months ended March 31, 2022 and the remaining as prepaid expenses. |
Stock Options
Stock Options | 3 Months Ended |
Mar. 31, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
STOCK OPTIONS | NOTE 4 - STOCK OPTIONS The following table presents the Company’s stock option activity the three months ended March 31, 2022: Number of Weighted Outstanding on December 31,2021 2,426,812 0.81 Granted - - Exercised - - Forfeited or expired - - Outstanding on March 31,2022 2,426,812 0.81 Number of options exercisable on March 31, 2021 225,000 0.0001 The aggregate intrinsic value of the awards outstanding as of March 31, 2022 is $148. These amounts represent the total intrinsic value, based on the Company’s stock price of $0.33 as of March 31, 2022, less the weighted exercise price. This represents the potential amount received by the option holders had all option holders exercised their options as of that date. The stock options outstanding as of March 31, 2022, have been separated into exercise prices, as follows: Exercise price Stock options Weighted Stock options As of March 31, 2022 0.0001 450,000 3.98 225,000 0.38 1,256,822 5.28 0 1.00 99,369 5.25 0 2.25 620,621 5.25 0 2,426,812 5.03 225,000 The stock options outstanding as of December 31, 2021, have been separated into exercise prices, as follows: Exercise price Stock options Weighted Stock options As of December 31, 2021 0.0001 450,000 4.23 - 0.38 1,256,822 5.53 - 1.00 99,369 5.5 - 2.25 620,621 5.5 - 2,426,812 5.28 - Compensation expense recorded by the Company in respect of its stock-based compensation awards for the period ended March 31, 2022 was $165 and are included in General and Administrative expenses in the Statements of Operations. |
Related Parties
Related Parties | 3 Months Ended |
Mar. 31, 2022 | |
Related Party Transactions [Abstract] | |
RELATED PARTIES | NOTE 5 – RELATED PARTIES A. Transactions and balances with related parties Three months ended 2022 2021 General and administrative expenses: Directors and Officers compensation(*) 152 58 (*)Share base compensation 63 5 Financing: Financing expense 2 160 B. Balances with related parties: As of As of 2022 2021 Other accounts liabilities 36 30 Stockholders’ loans 278 276 |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2022 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 6 – SUBSEQUENT EVENTS A. As detailed in Note 8 to the financial statement as of December 31, 2021, on May 11, 2021, the Company issued warrants (the “Warrants”) to purchase up to 12,500,000 shares of the Company’s common stock to eight (8) non-U.S. investors (the “Investors”). The Warrants were exercisable immediately, have a term of 18 months and have an exercise price of $0.40 per share. On April 5, 2022, the Company and the Investors executed an extension agreement, such that the term of the Warrants were extended so that they now expire on November 11, 2023 B. In April 4, 2022, the Company signed a lease agreement for office space in Mevo Carmel Science and Industry Park, Israel for a period of 3 years, with an option to extend the term of the lease for an additional 2 years. The monthly lease payments under the lease agreement, for the first two years, are approximately $5,200, and for the third year approximately $5,400. The monthly lease payments for the option period will be agreed between the parties, with a minimum increase of 5% above the third year’s monthly payments. |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 3 Months Ended |
Mar. 31, 2022 | |
General [Abstract] | |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements are prepared in accordance with GAAP. The consolidated financial statements of the Company include the Company and its wholly-owned and majority-owned subsidiaries. All inter-company balances and transactions have been eliminated. |
Use of Estimates | Use of Estimates The preparation of unaudited condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, certain revenues and expenses, and disclosure of contingent assets and liabilities as of the date of the financial statements. Actual results could differ from those estimates. As applicable to these financial statements, the most significant estimates and assumptions relate to the share based compensation, going concern assumptions and convertible loans. |
Derivative Liabilities and Fair Value of Financial Instruments | Derivative Liabilities and Fair Value of Financial Instruments Fair value accounting requires bifurcation of embedded derivative instruments such as conversion features in convertible debt or equity instruments and measurement of their fair value for accounting purposes. In assessing the convertible debt instruments, management determines if the convertible debt host instrument is conventional convertible debt and further if there is a beneficial conversion feature requiring measurement. If the instrument is not considered conventional convertible debt under Accounting Standards Codification (“ASC”) 470, the Company will continue its evaluation process of these instruments as derivative financial instruments under ASC 815. Once determined, derivative liabilities are adjusted to reflect fair value at each reporting period end, with any increase or decrease in the fair value being recorded in results of operations as an adjustment to fair value of derivatives. Fair value of certain of the Company’s financial instruments including cash, accounts receivable, account payable, accrued expenses, notes payables, and other accrued liabilities approximate cost because of their short maturities. The Company measures and reports fair value in accordance with ASC 820, “Fair Value Measurements and Disclosure” defines fair value, establishes a framework for measuring fair value in accordance with generally accepted accounting principles and expands disclosures about fair value investments. Fair value, as defined in ASC 820, is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value of an asset should reflect its highest and best use by market participants, principal (or most advantageous) markets, and an in-use or an in-exchange valuation premise. The fair value of a liability should reflect the risk of non-performance, which includes, among other things, the Company’s credit risk. Valuation techniques are generally classified into three categories: the market approach; the income approach; and the cost approach. The selection and application of one or more of the techniques may require significant judgment and are primarily dependent upon the characteristics of the asset or liability, and the quality and availability of inputs. Valuation techniques used to measure fair value under ASC 820 must maximize the use of observable inputs and minimize the use of unobservable inputs. ASC 820 also provides fair value hierarchy for inputs and resulting measurement as follows: Level 1: Quoted prices (unadjusted) in active markets that are accessible at the measurement date for identical assets or liabilities. Level 2: Quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability; and inputs that are derived principally from or corroborated by observable market data for substantially the full term of the assets or liabilities; and Level 3: Unobservable inputs for the asset or liability that are supported by little or no market activity, and that are significant to the fair values. Fair value measurements are required to be disclosed by the Level within the fair value hierarchy in which the fair value measurements in their entirety fall. Fair value measurements using significant unobservable inputs (in Level 3 measurements) are subject to expanded disclosure requirements including a reconciliation of the beginning and ending balances, separately presenting changes during the period attributable to the following: total gains or losses for the period (realized and unrealized), segregating those gains or losses included in earnings, and a description of where those gains or losses included in earning are reported in the statement of income. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements On October 1, 2021, the Company early adopted Accounting Standards Update (“ASU”) No. 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (ASU 2020-06), which simplifies the accounting for convertible instruments by reducing the number of accounting models available for convertible debt instruments. This guidance also eliminates the treasury stock method to calculate diluted earnings per share for convertible instruments and requires the use of the if-converted method. The new standard was effective for us beginning January 1, 2022, with early adoption permitted. The adoption of this new standard did not have a material impact on our consolidated financial statements. Other new pronouncements issued but not effective as of March 31, 2022 are not expected to have a material impact on the Company’s consolidated financial statements. |
Stock Options (Tables)
Stock Options (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of stock option activity | Number of Weighted Outstanding on December 31,2021 2,426,812 0.81 Granted - - Exercised - - Forfeited or expired - - Outstanding on March 31,2022 2,426,812 0.81 Number of options exercisable on March 31, 2021 225,000 0.0001 |
Schedule of stock options outstanding | Exercise price Stock options Weighted Stock options As of March 31, 2022 0.0001 450,000 3.98 225,000 0.38 1,256,822 5.28 0 1.00 99,369 5.25 0 2.25 620,621 5.25 0 2,426,812 5.03 225,000 Exercise price Stock options Weighted Stock options As of December 31, 2021 0.0001 450,000 4.23 - 0.38 1,256,822 5.53 - 1.00 99,369 5.5 - 2.25 620,621 5.5 - 2,426,812 5.28 - |
Related Parties (Tables)
Related Parties (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Related Party Transactions [Abstract] | |
Schedule of transactions and balance with related parties | Three months ended 2022 2021 General and administrative expenses: Directors and Officers compensation(*) 152 58 (*)Share base compensation 63 5 Financing: Financing expense 2 160 |
Schedule of balance with related parties | As of As of 2022 2021 Other accounts liabilities 36 30 Stockholders’ loans 278 276 |
General (Details)
General (Details) | Apr. 29, 2020$ / shares |
General [Abstract] | |
Common stock, par value | $ 0.0001 |
Shareholders' Equity (Details)
Shareholders' Equity (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended |
Mar. 17, 2022 | Mar. 31, 2022 | |
Stockholders' Equity Note [Abstract] | ||
Restricted shares | 100,000 | 300,000 |
Number of tranches | three | |
Value of shares issued | $ 15 | |
Share based compensation expenses | $ 4 |
Stock Options (Details)
Stock Options (Details) $ / shares in Units, $ in Thousands | 3 Months Ended |
Mar. 31, 2022USD ($)$ / shares | |
Share-Based Payment Arrangement [Abstract] | |
Aggregate intrinsic value | $ 148 |
Stock price (in Dollars per share) | $ / shares | $ 0.33 |
Compensation expense | $ 165 |
Stock Options (Details) - Sched
Stock Options (Details) - Schedule of stock option activity - $ / shares | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Schedule of stock option activity [Abstract] | ||
Number of Options Outstanding at Beginning Balance | 2,426,812 | |
Weighted Average Exercise Price Outstanding at Beginning Balance | $ 0.81 | |
Number of Options Granted | ||
Weighted Average Exercise Price Granted | ||
Number of Options Exercised | ||
Weighted Average Exercise Price Exercised | ||
Number of Options Forfeited or expired | ||
Weighted Average Exercise Price Forfeited or expired | ||
Number of Options Outstanding at Ending Balance | 2,426,812 | |
Weighted Average Exercise Price Outstanding at Ending Balance | $ 0.81 | |
Number of Options Number of options exercisable | 225,000 | |
Weighted Average Exercise Price Number of options exercisable | $ 0.0001 |
Stock Options (Details) - Sch_2
Stock Options (Details) - Schedule of stock options outstanding - $ / shares | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2020 | |
Stock Options (Details) - Schedule of stock options outstanding [Line Items] | ||
Exercise price (in Dollars per share) | ||
Stock options outstanding | 2,426,812 | 2,426,812 |
Weighted average remaining contractual life – years | 5 years 10 days | 5 years 3 months 10 days |
Stock options vested | 225,000 | |
Exercise price 0.0001 [Member] | ||
Stock Options (Details) - Schedule of stock options outstanding [Line Items] | ||
Exercise price (in Dollars per share) | $ 0.0001 | $ 0.0001 |
Stock options outstanding | 450,000 | 450,000 |
Weighted average remaining contractual life – years | 3 years 11 months 23 days | 4 years 2 months 23 days |
Stock options vested | 225,000 | |
Exercise price 0.38 [Member] | ||
Stock Options (Details) - Schedule of stock options outstanding [Line Items] | ||
Exercise price (in Dollars per share) | $ 0.38 | $ 0.38 |
Stock options outstanding | 1,256,822 | 1,256,822 |
Weighted average remaining contractual life – years | 5 years 3 months 10 days | 5 years 6 months 10 days |
Stock options vested | 0 | |
Exercise price 1.00 [Member] | ||
Stock Options (Details) - Schedule of stock options outstanding [Line Items] | ||
Exercise price (in Dollars per share) | $ 1 | $ 1 |
Stock options outstanding | 99,369 | 99,369 |
Weighted average remaining contractual life – years | 5 years 3 months | 5 years 6 months |
Stock options vested | 0 | |
Exercise price 2.25 [Member] | ||
Stock Options (Details) - Schedule of stock options outstanding [Line Items] | ||
Exercise price (in Dollars per share) | $ 2.25 | $ 2.25 |
Stock options outstanding | 620,621 | 620,621 |
Weighted average remaining contractual life – years | 5 years 3 months | 5 years 6 months |
Stock options vested | 0 |
Related Parties (Details) - Sch
Related Parties (Details) - Schedule of transactions and balance with related parties - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Schedule of transactions and balance with related parties [Abstract] | ||
Directors and Officers compensation | $ 152 | $ 58 |
Share base compensation | 63 | 5 |
Financing expense | $ 2 | $ 160 |
Related Parties (Details) - S_2
Related Parties (Details) - Schedule of balance with related parties - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Schedule of balance with related parties [Abstract] | ||
Other accounts liabilities | $ 36 | $ 30 |
Stockholders’ loans | $ 278 | $ 276 |
Subsequent Events (Details)
Subsequent Events (Details) - $ / shares | May 11, 2021 | Mar. 31, 2022 |
Subsequent Events [Abstract] | ||
Purchase shares of common stock | 12,500,000 | |
Warrants exercise term | 18 months | |
Exercise price per share | $ 0.4 | |
Lease agreement description | In April 4, 2022, the Company signed a lease agreement for office space in Mevo Carmel Science and Industry Park, Israel for a period of 3 years, with an option to extend the term of the lease for an additional 2 years. The monthly lease payments under the lease agreement, for the first two years, are approximately $5,200, and for the third year approximately $5,400. The monthly lease payments for the option period will be agreed between the parties, with a minimum increase of 5% above the third year’s monthly payments. |