Document and Entity Information
Document and Entity Information | 6 Months Ended |
Jun. 30, 2019 | |
Document and Entity Information [Abstract] | |
Entity Registrant Name | Nano Dimension Ltd. |
Entity Central Index Key | 0001643303 |
Amendment Flag | false |
Document Type | 6-K |
Document Period End Date | Jun. 30, 2019 |
Current Fiscal Year End Date | --12-31 |
Document Fiscal Period Focus | Q2 |
Document Fiscal Year Focus | 2019 |
Unaudited Condensed Consolidate
Unaudited Condensed Consolidated Interim Statements of Financial Position - USD ($) $ in Thousands | Jun. 30, 2019 | [1] | Dec. 31, 2018 | [2] | Jun. 30, 2018 | |
Assets | ||||||
Cash and cash equivalents | $ 5,290 | $ 3,753 | $ 11,601 | |||
Restricted deposits | 31 | 21 | 20 | |||
Trade receivables | 1,174 | 1,313 | 628 | |||
Other receivables | 573 | 570 | 653 | |||
Inventory | 3,967 | 3,116 | 2,488 | |||
Total current assets | 11,035 | 8,773 | 15,390 | |||
Restricted deposits | 351 | 347 | 329 | |||
Property plant and equipment, net | 5,350 | 5,200 | 5,248 | |||
Right of use asset | 1,640 | |||||
Intangible assets | 5,597 | 5,983 | 6,369 | |||
Total non-current assets | 12,938 | 11,530 | 11,946 | |||
Total assets | 23,973 | 20,303 | 27,336 | |||
Liabilities | ||||||
Trade payables | 819 | 1,414 | 1,162 | |||
Other payables | 3,153 | 2,178 | 1,929 | |||
Total current liabilities | 3,972 | 3,592 | 3,091 | |||
Liability in respect of government grants | 867 | 895 | 934 | |||
Lease liability | 1,273 | |||||
Liability in respect of warrants and rights to purchase | 2,804 | |||||
Other long-term liabilities | 244 | 272 | ||||
Total non-current liabilities | 4,944 | 1,139 | 1,206 | |||
Total liabilities | 8,916 | 4,731 | 4,297 | |||
Equity | ||||||
Share capital | 5,559 | 3,291 | 3,291 | |||
Share premium and capital reserves | 63,850 | 63,969 | 63,841 | [3] | ||
Treasury shares | (1,509) | (1,509) | (1,509) | |||
Presentation currency translation reserve | 1,431 | 1,431 | 1,431 | |||
Accumulated loss | (54,274) | (51,610) | (44,015) | |||
Total equity | 15,057 | 15,572 | 23,039 | [3] | ||
Total liabilities and equity | $ 23,973 | $ 20,303 | $ 27,336 | |||
[1] | As from January 1, 2019, the Group applies IFRS 16, see note 3A. | |||||
[2] | The December 31, 2018 balances were derived from the Company's audited annual financial statements. | |||||
[3] | Reclassified, See note 2.C |
Unaudited Condensed Consolida_2
Unaudited Condensed Consolidated Interim Statements of Profit or Loss and Other Comprehensive Income - USD ($) $ in Thousands | 6 Months Ended | |||
Jun. 30, 2019 | [1] | Jun. 30, 2018 | ||
Profit or loss [abstract] | ||||
Revenues | $ 2,850 | $ 1,723 | ||
Cost of revenues | 1,959 | 1,124 | ||
Cost of revenues - amortization of intangible | 386 | 386 | ||
Total cost of revenues | 2,345 | 1,510 | ||
Gross profit | 505 | 213 | ||
Research and development expenses, net | 4,474 | 4,611 | ||
Sales and marketing expenses | 2,871 | 1,872 | ||
General and administrative expenses | 1,590 | 1,494 | ||
Operating loss | (8,430) | (7,764) | ||
Finance income | 7,317 | 47 | ||
Finance expense | 1,551 | 176 | ||
Total comprehensive loss | $ (2,664) | $ (7,893) | [2] | |
Basic and diluted loss per share (USD) | $ (0.02) | $ (0.09) | ||
[1] | As from January 1, 2019, the Group applies IFRS 16, see note 3A. | |||
[2] | Reclassified, See note 2.C |
Unaudited Condensed Consolida_3
Unaudited Condensed Consolidated Interim Statements of Changes in Equity - USD ($) $ in Thousands | Share capital | Share Premium | Treasury Shares | Presentation currency translation reserve | Accumulated loss | Total | ||
Beginning Balance at Dec. 31, 2017 | [1] | $ 2,307 | $ 52,059 | $ (1,509) | $ 1,431 | $ (36,122) | $ 18,166 | |
Issuance of ordinary shares, net | [1] | 981 | 11,490 | 12,471 | ||||
Exercise of options | 3 | (3) | ||||||
Share-based payments | [1] | (7,893) | (7,893) | |||||
Net loss | [1] | (7,893) | (7,893) | |||||
Ending Balance at Jun. 30, 2018 | [1] | 3,291 | 63,841 | (1,509) | 1,431 | (44,015) | 23,039 | |
Beginning Balance at Dec. 31, 2018 | 3,291 | 63,969 | (1,509) | 1,431 | (51,610) | 15,572 | [2] | |
Issuance of ordinary shares, net | 2,216 | (632) | 1,584 | |||||
Exercise of rights to purchase | 52 | 311 | 363 | |||||
Share-based payments | 202 | 202 | ||||||
Net loss | (2,664) | (2,664) | [3] | |||||
Ending Balance at Jun. 30, 2019 | $ 5,559 | $ 63,850 | $ (1,509) | $ 1,431 | $ (54,274) | $ 15,057 | [3] | |
[1] | Reclassified, See note 2.C | |||||||
[2] | The December 31, 2018 balances were derived from the Company's audited annual financial statements. | |||||||
[3] | As from January 1, 2019, the Group applies IFRS 16, see note 3A. |
Unaudited Condensed Consolida_4
Unaudited Condensed Consolidated Interim Statements of Cash Flow - USD ($) $ in Thousands | 6 Months Ended | |||
Jun. 30, 2019 | Jun. 30, 2018 | |||
Cash flow from operating activities | ||||
Net loss | $ (2,664) | [1] | $ (7,893) | [2] |
Adjustments: | ||||
Depreciation and amortization | 1,336 | 969 | ||
Changes in liability in respect of government grants | (2) | 78 | ||
Changes in liability in respect of warrants and rights to purchase | (7,316) | |||
Issuance expenses recognized as finance expense | 1,224 | |||
Financing expenses (income) | 268 | (42) | ||
Loss from disposal and sale of fixed assets | 17 | 162 | ||
Share-based payments | 193 | 284 | ||
Profit loss | (4,280) | 1,451 | ||
Changes in assets and liabilities: | ||||
Increase in inventory | (1,223) | (798) | ||
Increase in other receivables | (3) | (70) | ||
Decrease (increase) in trade receivables | 139 | (534) | ||
Increase in other payables | 333 | 251 | ||
Increase (decrease) in trade payables | (599) | 833 | ||
Decrease in other long term liabilities | (30) | |||
Changes in assets and liabilities | (1,353) | (348) | ||
Net cash used in operating activities | (8,297) | (6,790) | ||
Cash flow from investing activities | ||||
Decrease (increase) in restricted bank deposits | (14) | 87 | ||
Acquisition of property plant and equipment | (316) | (349) | ||
Proceeds from sale of fixed assets | 1 | |||
Net cash used in investing activities | (330) | (261) | ||
Cash flow from financing activities: | ||||
Proceeds from issuance of ordinary shares, warrants and rights to purchase, net | 10,561 | 12,471 | ||
Lease payments | (534) | |||
Exercise of rights to purchase | 282 | |||
Amounts recognized in respect of government grants liability, net | (96) | 19 | ||
Net cash provided by financing activities | 10,213 | 12,490 | ||
Increase in cash and cash equivalents | 1,586 | 5,439 | ||
Cash and cash equivalents at beginning of the period | 3,753 | 6,103 | ||
Effect of exchange rate fluctuations on cash | (49) | 59 | ||
Cash and cash equivalents at end of period | 5,290 | 11,601 | ||
Non-cash transactions: | ||||
Property plant and equipment acquired on credit | $ 3 | $ 68 | ||
[1] | As from January 1, 2019, the Group applies IFRS 16, see note 3A. | |||
[2] | Reclassified, See note 2.C |
General
General | 6 Months Ended |
Jun. 30, 2019 | |
General [Abstract] | |
General | Note 1 - General a. Reporting entity Nano Dimension Ltd. (the "Company") is an Israeli resident company incorporated in Israel. The address of the Company's registered office is 2 Ilan Ramon St., Ness Ziona, Israel. The unaudited condensed consolidated interim financial statements of the Company as of June 30, 2019, comprise the Company and its subsidiaries in Israel, in the United States and in Hong Kong (together referred to as the "Group"). The Company engages, by means of the subsidiary Nano Dimension Technologies Ltd. ("Nano–Technologies"), in the development and commercialization of a three-dimensional (3D) printer and nanotechnology based conductive and dielectric inks, which are supplementary products to the 3D printer. The ordinary shares of the Company are registered for trade on the Tel Aviv Stock Exchange. In addition, since March 2016, American Depositary Shares ("ADSs") representing the Company's ordinary shares have been trading on the Nasdaq Capital Market. b. Since August 25, 2014, the Company has devoted substantially all of its financial resources to develop its products and has financed its operations primarily through the issuance of equity securities. The amount of the Company's future net profits or losses will depend, in part, on the rate of its future expenditures, its ability to generate significant revenues from the sale of its products, and its ability to obtain funding through the issuance of securities, strategic collaborations or grants. Starting in the fourth quarter of 2017, the Group began to commercialize its products and has generated revenues, mainly from sales of its 3D printers. The Group's ability to generate revenue and achieve profitability depends on its ability to successfully commercialize its products. Based on the projected cash flows, cash and cash equivalents balance as of June 30, 2019 and the funds raised after the reporting period (see note 8b), management is of the opinion that without further fund raising it will not have sufficient resources to enable it to continue its operating activities, including the development, manufacturing and marketing of its products for a period of at least 12 months from the sign-off date of these interim condensed consolidated financial statements. As a result, there is a substantial doubt about the Company's ability to continue as a going concern. Management's plans include continuing commercialization of the Group's products and securing sufficient funding through the sale of additional equity securities and debt. There are no assurances however, that the Group will be successful in obtaining the level of financing needed for its operations. If the Group is unsuccessful in commercializing its products and securing sufficient funding, it may need to reduce activities, curtail or even cease operations. The interim condensed consolidated financial statements do not include any adjustments relating to the recoverability and classification of assets and the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. |
Basis of Presentation
Basis of Presentation | 6 Months Ended |
Jun. 30, 2019 | |
Basis of Presentation [Abstract] | |
Basis of Presentation | Note 2 - Basis of Presentation a. Statement of Compliance These unaudited condensed consolidated interim financial statements have been prepared in accordance with International Accounting Standard ("IAS") 34 Interim Financial Reporting These condensed consolidated interim financial statements as at and for the six months ended 30 June, 2019 were authorized for issuance by the Company's Board of Directors on September XX, 2019. b. Use of Estimates and Judgments The preparation of financial statements in conformity with International Financial Reporting Standards ("IFRS") requires management to make judgments, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates. Except as described below and in addition to the significant estimations and judgements as mentioned in Note 3, the significant judgments made by management in applying the Group's accounting policies and the principal assumptions used in the estimation of uncertainty were the same as those that applied to the Annual Financial Statements. Estimate/judgment Principal assumptions Possible effects Determining the fair value of rights to purchase and warrants The fair value of the rights to purchase and warrants is determined by using the Black-Scholes model (see note 6). An increase or decrease in the amounts allocated to the financial liabilities and equity and an increase or decrease in financing expenses. c. Reclassification In its annual financial statements for the year ended December 31, 2018, the Company changed the equity presentation in the Consolidated Statements of Financial Position. In order to simplify presentation, warrants, capital reserves for share based payments and from transactions with controlling shareholders, were consolidated into the share premium section. This classification did not have any effect on the total equity. Comparative figures as of June 30, 2018, have been reclassified accordingly. |
Significant Accounting Policies
Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2019 | |
Significant Accounting Policies [Abstract] | |
Significant Accounting Policies | Note 3 - Significant Accounting Policies Except as described below, the accounting policies of the Group in these condensed consolidated interim financial statements are the same as those applied in the Annual Financial Statements. a. Application of a new standard effective January 1, 2019 IFRS 16, Leases As from January 1, 2019 (hereinafter: "the date of initial application") the Group applies International Financial Reporting Standard 16, Leases Leases The main effect of the standard's application is reflected in annulment of the existing requirement from lessees to classify leases as operating (off-balance sheet) or finance leases and the presentation of a unified model for lessees to account for all leases similarly to the accounting treatment of finance leases in the previous standard. Until the date of application, the Group classified most of the leases in which it is the lessee as operating leases, since it did not substantially bear all the risks and rewards from the assets. In accordance with IFRS 16, for agreements in which the Group is the lessee, the Group recognizes a right-of-use asset and a lease liability at the inception of the lease contract for all the leases in which the Group has a right to control identified assets for a specified period of time, other than exceptions specified in the standard. Accordingly, the Group recognizes depreciation and amortization expenses in respect of a right-of-use asset, tests a right-of-use asset for impairment in accordance with IAS 36 and recognizes financing expenses on a lease liability. Therefore, as from the date of initial application, lease payments relating to assets leased under an operating lease, which were presented as part of research and development, general and administrative and sales and marketing expenses in the income statement, are capitalized to assets and written down as depreciation and amortization expenses. The Group elected to apply the standard using the cumulative effect method as at January 1, 2019, and without a restatement of comparative data. In respect of all the leases, the Group elected to apply the transitional provisions such that on the date of initial application it recognized a liability at the present value of the balance of future lease payments discounted at its incremental borrowing rate at that date calculated according to the average duration of the remaining lease period as from the date of initial application, and concurrently recognized a right-of-use asset at the same amount of the liability, adjusted for any prepaid or accrued lease payments that were recognized as an asset or liability before the date of initial application. Therefore, application of the standard did not have an effect on the Group's equity at the date of initial application. Furthermore, as part of the initial application of the standard, the Group has chosen to apply the following expedients: (1) Excluding initial direct costs from measurement of the right-of-use asset at the date of initial application; (2) Using hindsight when determining the lease term if the contract includes an extension or termination option; (3) Not separating non-lease components from lease components and instead accounting for all the components as a single lease component. The table below presents the cumulative effects of the items affected by the initial application on the consolidated statement of financial position as at January 1, 2019: According to IAS 17 The change IFRS 16 USD thousands USD thousands USD thousands Right-of-use asset - 1,891 1,891 Other Payables (57 ) 57 - Liability in respect of IFRS 16 (2,192 ) (2,192 ) Other long-term liabilities (244 ) 244 - In measurement of the lease liabilities, the Group discounted lease payments using the nominal incremental borrowing rate at January 1, 2019. The discount rates used to measure the lease liability range between 11.2% and 39.16%, while the discount rates that were used to measure the majority of the lease liability were in a range of between 11.2% and 15%. This range is affected by differences in the lease term, differences between asset groups, and so forth. Impact of the application of IFRS 16 in the reporting period As a result of applying IFRS 16, in relation to the leases that were classified as operating leases according to IAS 17, the Group recognized right-of-use assets and lease liabilities as at June 30, 2019 in the amount of US$ 2,042 thousand. Amount of US$769 thousand was classified to short time liabilities under Other payables. Furthermore, instead of recognizing lease expenses in relation to those leases, during the six month period ended June 30, 2019 the Group recognized additional depreciation expenses in the amount of US$ 420 thousand, and additional financing expenses in the amount of US$ 219 thousand. Presented hereunder are the main changes in accounting policies following the application of IFRS 16 as from January 1, 2019: (1) Leased assets and lease liabilities Contracts that award the Group control over the use of a leased asset for a period of time in exchange for consideration, are accounted for as leases. Upon initial recognition, the Group recognizes a liability at the present value of the balance of future lease payments (these payments do not include certain variable lease payments), and concurrently recognizes a right-of-use asset at the same amount of the lease liability, adjusted for any prepaid or accrued lease payments, plus initial direct costs incurred in respect of the lease. Since the interest rate implicit in the Group's leases is not readily determinable, the incremental borrowing rate of the lessee is used. Subsequent to initial recognition, the right-of-use asset is accounted for using the cost model, and depreciated over the shorter of the lease term or useful life of the asset. (2) The lease term The lease term is the non-cancellable period of the lease plus periods covered by an extension or termination option if it is reasonably certain that the lessee will or will not exercise the option, respectively. (3) Depreciation of right-of-use asset After lease commencement, a right-of-use asset is measured on a cost basis less accumulated depreciation and accumulated impairment losses and is adjusted for re-measurements of the lease liability. Depreciation is calculated on a straight-line basis over the useful life or contractual lease period, whichever earlier, as follows: â—Ź Buildings 1 year â—Ź Motor vehicles 3 years |
Material Events During the Repo
Material Events During the Reporting Period | 6 Months Ended |
Jun. 30, 2019 | |
Material Events During Reporting Period [Abstract] | |
Material Events During the Reporting Period | Note 4 – Material Events During the Reporting Period a. In February 2019, the Company issued, pursuant to a public offering in the U.S., an aggregate of 80,000,000 Ordinary Shares (16,000,000 ADSs), 80,000,000 non-tradable warrants (exercisable into 80,000,000 Ordinary Shares) and 60,000,000 non-tradable rights to purchase shares (exercisable into 60,000,000 Ordinary Shares), according to the exercise terms determined. In certain cases, the rights to purchase and the warrants may be exercised on a cashless basis. Therefore, the rights to purchase and the warrants are accounted as derivative instruments which are classified as a liability and measured at fair value through profit or loss. The total gross consideration was $12,000,000 and was initially attributed to the financial liability for the rights to purchase and warrants based on their fair value in the amount of $10,201,000 and the remaining amount was attributed to the ADSs issued and recognized as an equity component in the amount of $1,799,000. Applicable issuance costs, amounting to $1,440,000, have been allocated in the same proportion as the allocation of the gross proceeds. An amount of $1,224,000 was considered as issuance costs allocated to the rights to purchase and the warrants and has been recorded in profit or loss as finance expense, while costs allocated as issuance costs of ADSs in the amount of $216,000 have been recorded in equity as a reduction of the share premium. See also Note 6 for the methodology and assumptions used to measure the fair value of the rights to purchase and warrants as of their issuance date and as of June 30, 2019. |
Share-Based Payments
Share-Based Payments | 6 Months Ended |
Jun. 30, 2019 | |
Share-Based Payments [Abstract] | |
Share-Based Payments | Note 5 - Share-Based Payments a. In March 2019, the Company issued options to purchase 270,000 Ordinary Shares to employees of the Company at an exercise price of $0.17 per share. In addition, the Company issued 309,000 restricted share units to employees of the Company. b. In May 2019, the Company issued options to purchase 5,407,000 Ordinary Shares to employees, consultants and officers of the Company at an exercise prices ranging from $0.14 to $0.15 per share. In addition, the Company issued 2,935,000 restricted share units to employees of the Company. c. The fair value of the aforesaid share options was estimated on the granting date using the Black-Scholes-Merton option pricing model. The following is the data used in determining the fair value of the share options: Options- Employees RSU- Employees Options- Employees, Officers, Consultants RSU- Employees Grant Month March March May May Number of share options granted 270,000 309,000 5,407,000 2,935,000 Fair value in the grant date (thousands of USD) 23 45 340 365 Range of share price (USD) 0.17 0.15 0.14 0.14 Range of exercise price (USD) 0.17 0 0.14-0.15 0 Range of expected share price volatility 59.64%-62.93 % NA 58.54%-61.49 % NA Range of estimated life (years) 4.81-6.92 NA 5.00-7.00 NA Range of weighted average of risk-free interest rate 1.16%-1.60 % NA 1.25%-1.60 % NA Expected dividend yield -- -- -- -- Expenses in the amount of $193 thousand were recognized as a salary expense in the six month period ended June 30, 2019 ($291 thousand in the six month period ended June 30, 2018). d. Regarding additional share-based payment transactions after the reporting date, see Note 8. |
Financial Instruments
Financial Instruments | 6 Months Ended |
Jun. 30, 2019 | |
Financial Instruments [Abstract] | |
Financial Instruments | Note 6 - Financial Instruments (1) Fair value The carrying amounts of certain financial assets and liabilities, including cash and cash equivalents, trade and other receivables, bank deposits, trade and other payables are the same as or approximate to their fair value. (2) Level 3 financial instruments carried at fair value The table hereunder presents a reconciliation from the opening balance to the closing balance of financial instruments carried at fair value level 3 of the fair value hierarchy: Financial liabilities- derivatives measured at fair value through profit or loss Balance as of January 1, 2019 -- Issuances 10,201 Exercises (81 ) Total gains recognized in profit or loss (*) (7,316 ) Balance as of June 30, 2019 2,804 (*) Under financing income and expenses. ( 3) Details regarding fair value measurements at Level 3 Issuance of rights to purchase and warrants The fair value of the rights to purchase and warrants as at their issuance date and as at June 30, 2019 was determined by using the Black-Scholes model. The assumptions used to calculate the fair value of the rights to purchase and warrants as at their issuance date and as at June 30, 2019 were as follows: February 2019 (Issuance date) June 30, ADS price (in US$) 0.87 0.48 Exercise price (in US$- rights to purchase-warrants) 0.75-0.8625 0.75-0.8625 Expected term (in years- rights to purchase-warrants) 0.5-5 0.1-4.6 Expected volatility (rights to purchase-warrants) 63.1-62.4 % 57.1-61.7 % Risk-free interest rate (rights to purchase-warrants) 2.51-2.55 % 1.97-1.80 % Dividend yield 0 % 0 % Fair value sensitivity analysis of level 3 financial instruments carried at fair value As regards fair value measurements classified in level 3 of the fair value hierarchy, a reasonably possible change in one unobservable inputs would have increased (decreased) profit or loss as follows: June 30, 2019 Increase Decrease Profit or loss Thousands USD Change in volatility of 5% (315 ) 321 Change in volatility of 10% (622 ) 647 |
Revenues
Revenues | 6 Months Ended |
Jun. 30, 2019 | |
Revenues [Abstract] | |
Revenues | Note 7 – Revenues The table below provides information regarding receivables, contract assets and contract liabilities deriving from contracts with customers. June 30, 2018 2019 Thousands USD Thousands USD Open balances 543 1,174 Income receivables 85 - Contract liabilities 264 766 The contract liabilities primarily relate to the advance consideration received from customers for contracts containing yearly warranty services. The revenue is recognized on a straight line basis over the contract period. In the following tables, the Group's revenue is disaggregated by major products, primary geographical market and timing of revenue recognition. Revenues per major products: For the six-month Ended 2018 2019 Thousands USD Thousands USD Consumables 13 222 Sales of printers 1,583 2,577 Total 1,596 2,799 Printers rental 127 51 Total revenues 1,723 2,850 Revenues per geographical locations: For the six-month Ended 2018 2019 Thousands USD Thousands USD USA 775 1,040 Asia Pacific 526 639 Europe and Israel 422 1,171 Total revenues 1,723 2,850 Revenues per timing of revenue recognition: For the six-month Ended 2018 2019 Thousands USD Thousands USD Goods and services transferred over time 179 327 Goods transferred at a point in time 1,544 2,523 Total revenues 1,723 2,850 |
Events after the Reporting Date
Events after the Reporting Date | 6 Months Ended |
Jun. 30, 2019 | |
Events after the Reporting Date [Abstract] | |
Events after the Reporting Date | Note 8 - Events after the Reporting Date a. On July 3, 2019, the Company granted options to purchase 3,691,000 Ordinary Shares to officers and directors of the Company at exercise price of US$ 0.15 per share. One third of the share options will vest after one year from commencement of employment, and the remaining will vest in eight equal quarterly batches over a period of two years. The share options will be exercisable during the earlier of a period of four years from the vesting date, or 90 days from the end of employment date. b. On September 4, 2019, the Company closed a private placement of convertible promissory notes with an aggregate original principal amount of approximately $4,300,000 and an additional approximately $2,700,000 to be received in two subsequent closings, bringing the expected total gross proceeds from this funding to approximately $7,000,000. The notes are convertible into the Company's ADS, together with warrants to purchase ADS in a ratio of 0.85 warrant per 1 ADS. The Company issued an aggregate of 62,668,850 non-tradable warrants (exercisable 62,668,850 Ordinary Shares), according to the exercise terms determined. In case the Company will not have an effective registration statement in time of exercising of the rights to purchase or the warrants, they include a cashless exercise mechanism. The gross proceeds from the first closing were $4,276,227 before deducting placement agent fees, escrowed amounts and other expenses. The gross proceeds will be recorded as a financial liability. The convertible promissory notes will be unsecured, will have a maturity date of March 4, 2021, will bear no interest except in an event of default and may be converted, at the election of the holder, into ADS of the Company at an initial per share conversion price of $0.29, subject to adjustments, including in connection with note issuances in subsequent tranches. The convertible promissory notes will include a mandatory conversion provision for part or all of the notes in the event that the volume weighted average price of the Company's ADS reaches certain thresholds, subject to certain limitations. The warrants will have an exercise price equal to 125% of the conversion price of the convertible promissory notes, will be exercisable upon the six-month anniversary of issuance and will expire five years from the date of issuance. |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2019 | |
Significant Accounting Policies [Abstract] | |
Statement of Compliance | a. Statement of Compliance These unaudited condensed consolidated interim financial statements have been prepared in accordance with International Accounting Standard ("IAS") 34 Interim Financial Reporting These condensed consolidated interim financial statements as at and for the six months ended 30 June, 2019 were authorized for issuance by the Company's Board of Directors on September XX, 2019. |
Use of Estimates and Judgments | b. Use of Estimates and Judgments The preparation of financial statements in conformity with International Financial Reporting Standards ("IFRS") requires management to make judgments, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates. Except as described below and in addition to the significant estimations and judgements as mentioned in Note 3, the significant judgments made by management in applying the Group's accounting policies and the principal assumptions used in the estimation of uncertainty were the same as those that applied to the Annual Financial Statements. Estimate/judgment Principal assumptions Possible effects Determining the fair value of rights to purchase and warrants The fair value of the rights to purchase and warrants is determined by using the Black-Scholes model (see note 6). An increase or decrease in the amounts allocated to the financial liabilities and equity and an increase or decrease in financing expenses. |
Reclassification | c. Reclassification In its annual financial statements for the year ended December 31, 2018, the Company changed the equity presentation in the Consolidated Statements of Financial Position. In order to simplify presentation, warrants, capital reserves for share based payments and from transactions with controlling shareholders, were consolidated into the share premium section. This classification did not have any effect on the total equity. Comparative figures as of June 30, 2018, have been reclassified accordingly. |
Application of a new standard effective January 1, 2019 | a. Application of a new standard effective January 1, 2019 IFRS 16, Leases As from January 1, 2019 (hereinafter: "the date of initial application") the Group applies International Financial Reporting Standard 16, Leases Leases The main effect of the standard's application is reflected in annulment of the existing requirement from lessees to classify leases as operating (off-balance sheet) or finance leases and the presentation of a unified model for lessees to account for all leases similarly to the accounting treatment of finance leases in the previous standard. Until the date of application, the Group classified most of the leases in which it is the lessee as operating leases, since it did not substantially bear all the risks and rewards from the assets. In accordance with IFRS 16, for agreements in which the Group is the lessee, the Group recognizes a right-of-use asset and a lease liability at the inception of the lease contract for all the leases in which the Group has a right to control identified assets for a specified period of time, other than exceptions specified in the standard. Accordingly, the Group recognizes depreciation and amortization expenses in respect of a right-of-use asset, tests a right-of-use asset for impairment in accordance with IAS 36 and recognizes financing expenses on a lease liability. Therefore, as from the date of initial application, lease payments relating to assets leased under an operating lease, which were presented as part of research and development, general and administrative and sales and marketing expenses in the income statement, are capitalized to assets and written down as depreciation and amortization expenses. The Group elected to apply the standard using the cumulative effect method as at January 1, 2019, and without a restatement of comparative data. In respect of all the leases, the Group elected to apply the transitional provisions such that on the date of initial application it recognized a liability at the present value of the balance of future lease payments discounted at its incremental borrowing rate at that date calculated according to the average duration of the remaining lease period as from the date of initial application, and concurrently recognized a right-of-use asset at the same amount of the liability, adjusted for any prepaid or accrued lease payments that were recognized as an asset or liability before the date of initial application. Therefore, application of the standard did not have an effect on the Group's equity at the date of initial application. Furthermore, as part of the initial application of the standard, the Group has chosen to apply the following expedients: (1) Excluding initial direct costs from measurement of the right-of-use asset at the date of initial application; (2) Using hindsight when determining the lease term if the contract includes an extension or termination option; (3) Not separating non-lease components from lease components and instead accounting for all the components as a single lease component. The table below presents the cumulative effects of the items affected by the initial application on the consolidated statement of financial position as at January 1, 2019: According to IAS 17 The change IFRS 16 USD thousands USD thousands USD thousands Right-of-use asset - 1,891 1,891 Other Payables (57 ) 57 - Liability in respect of IFRS 16 (2,192 ) (2,192 ) Other long-term liabilities (244 ) 244 - In measurement of the lease liabilities, the Group discounted lease payments using the nominal incremental borrowing rate at January 1, 2019. The discount rates used to measure the lease liability range between 11.2% and 39.16%, while the discount rates that were used to measure the majority of the lease liability were in a range of between 11.2% and 15%. This range is affected by differences in the lease term, differences between asset groups, and so forth. Impact of the application of IFRS 16 in the reporting period As a result of applying IFRS 16, in relation to the leases that were classified as operating leases according to IAS 17, the Group recognized right-of-use assets and lease liabilities as at June 30, 2019 in the amount of US$ 2,042 thousand. Amount of US$769 thousand was classified to short time liabilities under Other payables. Furthermore, instead of recognizing lease expenses in relation to those leases, during the six month period ended June 30, 2019 the Group recognized additional depreciation expenses in the amount of US$ 420 thousand, and additional financing expenses in the amount of US$ 219 thousand. Presented hereunder are the main changes in accounting policies following the application of IFRS 16 as from January 1, 2019: (1) Leased assets and lease liabilities Contracts that award the Group control over the use of a leased asset for a period of time in exchange for consideration, are accounted for as leases. Upon initial recognition, the Group recognizes a liability at the present value of the balance of future lease payments (these payments do not include certain variable lease payments), and concurrently recognizes a right-of-use asset at the same amount of the lease liability, adjusted for any prepaid or accrued lease payments, plus initial direct costs incurred in respect of the lease. Since the interest rate implicit in the Group's leases is not readily determinable, the incremental borrowing rate of the lessee is used. Subsequent to initial recognition, the right-of-use asset is accounted for using the cost model, and depreciated over the shorter of the lease term or useful life of the asset. (2) The lease term The lease term is the non-cancellable period of the lease plus periods covered by an extension or termination option if it is reasonably certain that the lessee will or will not exercise the option, respectively. (3) Depreciation of right-of-use asset After lease commencement, a right-of-use asset is measured on a cost basis less accumulated depreciation and accumulated impairment losses and is adjusted for re-measurements of the lease liability. Depreciation is calculated on a straight-line basis over the useful life or contractual lease period, whichever earlier, as follows: â—Ź Buildings 1 year â—Ź Motor vehicles 3 years |
Significant Accounting Polici_3
Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Significant Accounting Policies [Abstract] | |
Schedule of cumulative effects of the items affected by the initial application on the consolidated statement of financial position | According to IAS 17 The change IFRS 16 USD thousands USD thousands USD thousands Right-of-use asset - 1,891 1,891 Other Payables (57 ) 57 - Liability in respect of IFRS 16 (2,192 ) (2,192 ) Other long-term liabilities (244 ) 244 - |
Share-Based Payments (Tables)
Share-Based Payments (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Share-Based Payments [Abstract] | |
Schedule of fair value of the share options | Options- Employees RSU- Employees Options- Employees, Officers, Consultants RSU- Employees Grant Month March March May May Number of share options granted 270,000 309,000 5,407,000 2,935,000 Fair value in the grant date (thousands of USD) 23 45 340 365 Range of share price (USD) 0.17 0.15 0.14 0.14 Range of exercise price (USD) 0.17 0 0.14-0.15 0 Range of expected share price volatility 59.64%-62.93 % NA 58.54%-61.49 % NA Range of estimated life (years) 4.81-6.92 NA 5.00-7.00 NA Range of weighted average of risk-free interest rate 1.16%-1.60 % NA 1.25%-1.60 % NA Expected dividend yield -- -- -- -- |
Financial Instruments (Tables)
Financial Instruments (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Financial Instruments [Abstract] | |
Schedule of financial instruments carried at fair value level 3 | Financial liabilities- derivatives measured at fair value through profit or loss Balance as of January 1, 2019 -- Issuances 10,201 Exercises (81 ) Total gains recognized in profit or loss (*) (7,316 ) Balance as of June 30, 2019 2,804 |
Schedule of issuance of rights to purchase and warrants | February 2019 (Issuance date) June 30, ADS price (in US$) 0.87 0.48 Exercise price (in US$- rights to purchase-warrants) 0.75-0.8625 0.75-0.8625 Expected term (in years- rights to purchase-warrants) 0.5-5 0.1-4.6 Expected volatility (rights to purchase-warrants) 63.1-62.4 % 57.1-61.7 % Risk-free interest rate (rights to purchase-warrants) 2.51-2.55 % 1.97-1.80 % Dividend yield 0 % 0 % |
Schedule of fair value sensitivity analysis of level 3 financial instruments carried at fair value | June 30, 2019 Increase Decrease Profit or loss Thousands USD Change in volatility of 5% (315 ) 321 Change in volatility of 10% (622 ) 647 |
Revenues (Tables)
Revenues (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Revenues [Abstract] | |
Schedule of revenue | June 30, 2018 2019 Thousands USD Thousands USD Open balances 543 1,174 Income receivables 85 - Contract liabilities 264 766 |
Schedule of revenues per major products | For the six-month Ended 2018 2019 Thousands USD Thousands USD Consumables 13 222 Sales of printers 1,583 2,577 Total 1,596 2,799 Printers rental 127 51 Total revenues 1,723 2,850 |
Schedule of revenues per geographical locations | For the six-month Ended 2018 2019 Thousands USD Thousands USD USA 775 1,040 Asia Pacific 526 639 Europe and Israel 422 1,171 Total revenues 1,723 2,850 |
Schedule of revenues per timing of revenue recognition | For the six-month Ended 2018 2019 Thousands USD Thousands USD Goods and services transferred over time 179 327 Goods transferred at a point in time 1,544 2,523 Total revenues 1,723 2,850 |
Significant Accounting Polici_4
Significant Accounting Policies (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 | [2] | Jun. 30, 2018 | |
Disclosure of detailed information about property, plant and equipment [line items] | |||||
Right-of-use asset | $ 1,640 | [1] | |||
According to IAS 17 [Member] | |||||
Disclosure of detailed information about property, plant and equipment [line items] | |||||
Right-of-use asset | |||||
Other payables | (57) | ||||
Liability in respect of IFRS 16 | |||||
Other long-term liabilities | (244) | ||||
The change [Member] | |||||
Disclosure of detailed information about property, plant and equipment [line items] | |||||
Right-of-use asset | 1,891 | ||||
Other payables | 57 | ||||
Liability in respect of IFRS 16 | (2,192) | ||||
Other long-term liabilities | 244 | ||||
IFRS 16 [Member] | |||||
Disclosure of detailed information about property, plant and equipment [line items] | |||||
Right-of-use asset | 1,891 | ||||
Other payables | |||||
Liability in respect of IFRS 16 | (2,192) | ||||
Other long-term liabilities | |||||
[1] | As from January 1, 2019, the Group applies IFRS 16, see note 3A. | ||||
[2] | The December 31, 2018 balances were derived from the Company's audited annual financial statements. |
Significant Accounting Polici_5
Significant Accounting Policies (Details Textual) $ in Thousands | 6 Months Ended |
Jun. 30, 2019USD ($) | |
Summary of Significant Accounting Policies (Textual) | |
Increase in right-of-use assets | $ 2,042 |
Short time liabilities | $ 769 |
Lease liability, description | The discount rates used to measure the lease liability range between 11.2% and 39.16%, while the discount rates that were used to measure the majority of the lease liability were in a range of between 11.2% and 15%. |
Additional depreciation expenses | $ 420 |
Additional financing expenses | $ 219 |
Buildings [member] | |
Summary of Significant Accounting Policies (Textual) | |
Useful life | 1 year |
Motor vehicles [member] | |
Summary of Significant Accounting Policies (Textual) | |
Useful life | 3 years |
Minimum [Member] | |
Summary of Significant Accounting Policies (Textual) | |
Lease liability discount rate | 11.20% |
Maximum [Member] | |
Summary of Significant Accounting Policies (Textual) | |
Lease liability discount rate | 39.16% |
Material Events During the Re_2
Material Events During the Reporting Period (Details) - USD ($) $ in Thousands | 1 Months Ended | 6 Months Ended | |
Feb. 28, 2019 | Jun. 30, 2019 | Jun. 30, 2018 | |
Statement Line Items [Line Items] | |||
Total gross consideration | $ 12,000 | $ 282 | |
Fair value in the amount | $ 10,201 | $ 10,561 | $ 12,471 |
Public offering description | The Company issued, pursuant to a public offering in the U.S., an aggregate of 80,000,000 Ordinary Shares (16,000,000 ADSs), 80,000,000 non-tradable warrants (exercisable into 80,000,000 Ordinary Shares) and 60,000,000 non-tradable rights to purchase shares (exercisable into 60,000,000 Ordinary Shares), according to the exercise terms determined. | ||
Issuance costs description | Applicable issuance costs, amounting to $1,440,000, have been allocated in the same proportion as the allocation of the gross proceeds. An amount of $1,224,000 was considered as issuance costs allocated to the rights to purchase and the warrants and has been recorded in profit or loss as finance expense, while costs allocated as issuance costs of ADSs in the amount of $216,000 have been recorded in equity as a reduction of the share premium. | ||
ADSs [Member] | |||
Statement Line Items [Line Items] | |||
Total gross consideration | $ 1,799 |
Share-Based Payments (Details)
Share-Based Payments (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | |
May 31, 2019 | Mar. 31, 2019 | |
Employees [Member] | Options [Member] | ||
Statement Line Items [Line Items] | ||
Number of share options granted | 270,000 | |
Fair value in the grant date (thousands of USD) | $ 23 | |
Range of share price (USD) | $ 0.17 | |
Range of exercise price (USD) | $ 0.17 | |
Expected dividend yield | ||
Employees [Member] | Options [Member] | Bottom of Range [Member] | ||
Statement Line Items [Line Items] | ||
Range of expected share price volatility | 59.64% | |
Range of estimated life (years) | 4 years 9 months 22 days | |
Range of weighted average of risk-free interest rate | 1.16% | |
Employees [Member] | Options [Member] | Top of range [member] | ||
Statement Line Items [Line Items] | ||
Range of expected share price volatility | 62.93% | |
Range of estimated life (years) | 6 years 11 months 1 day | |
Range of weighted average of risk-free interest rate | 160.00% | |
Employees [Member] | RSU [Member] | ||
Statement Line Items [Line Items] | ||
Number of share options granted | 2,935,000 | 309,000 |
Fair value in the grant date (thousands of USD) | $ 365 | $ 45 |
Range of share price (USD) | $ 0.14 | $ 0.15 |
Range of exercise price (USD) | $ 0 | $ 0 |
Range of expected share price volatility | ||
Range of weighted average of risk-free interest rate | ||
Expected dividend yield | ||
Employees, Officers, Consultants [Member] | ||
Statement Line Items [Line Items] | ||
Number of share options granted | 5,407,000 | |
Fair value in the grant date (thousands of USD) | $ 340 | |
Range of share price (USD) | $ 0.14 | |
Expected dividend yield | ||
Employees, Officers, Consultants [Member] | Bottom of Range [Member] | ||
Statement Line Items [Line Items] | ||
Range of exercise price (USD) | $ 0.14 | |
Range of expected share price volatility | 58.54% | |
Range of estimated life (years) | 5 years | |
Range of weighted average of risk-free interest rate | 1.25% | |
Employees, Officers, Consultants [Member] | Top of range [member] | ||
Statement Line Items [Line Items] | ||
Range of exercise price (USD) | $ 0.15 | |
Range of expected share price volatility | 61.49% | |
Range of estimated life (years) | 7 years | |
Range of weighted average of risk-free interest rate | 1.60% |
Share-Based Payments (Details T
Share-Based Payments (Details Textual) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 6 Months Ended | ||
May 31, 2019 | Mar. 31, 2019 | Jun. 30, 2019 | Jun. 30, 2018 | |
Share-Based Payments (Textual) | ||||
Salary expense | $ 193 | $ 291 | ||
Employees, Officers, Consultants [Member] | ||||
Share-Based Payments (Textual) | ||||
Number of share options granted | 5,407,000 | |||
Range of share price (USD) | $ 0.14 | |||
Employees, Officers, Consultants [Member] | Bottom of Range [Member] | ||||
Share-Based Payments (Textual) | ||||
Range of exercise price (USD) | 0.14 | |||
Employees, Officers, Consultants [Member] | Top of range [member] | ||||
Share-Based Payments (Textual) | ||||
Range of exercise price (USD) | $ 0.15 | |||
RSU [Member] | Employees [Member] | ||||
Share-Based Payments (Textual) | ||||
Number of share options granted | 2,935,000 | 309,000 | ||
Range of share price (USD) | $ 0.14 | $ 0.15 | ||
Range of exercise price (USD) | $ 0 | $ 0 | ||
Options [Member] | Employees [Member] | ||||
Share-Based Payments (Textual) | ||||
Number of share options granted | 270,000 | |||
Range of share price (USD) | $ 0.17 | |||
Range of exercise price (USD) | $ 0.17 |
Financial Instruments (Details)
Financial Instruments (Details) - Level 3 [Member] $ in Thousands | 6 Months Ended | |
Jun. 30, 2019USD ($) | ||
Statement Line Items [Line Items] | ||
Balance as of January 1, 2019 | ||
Issuances | 10,201 | |
Exercises | (81) | |
Total gains recognized in profit or loss | (7,316) | [1] |
Balance as of June 30, 2019 | $ 2,804 | |
[1] | Under financing income and expenses. |
Financial Instruments (Details
Financial Instruments (Details 1) - $ / shares | 1 Months Ended | 6 Months Ended |
Feb. 28, 2019 | Jun. 30, 2019 | |
Statement Line Items [Line Items] | ||
ADS price (in US$) | $ 0.87 | $ 0.48 |
Dividend yield | 0.00% | 0.00% |
Purchase And Warrants [Member] | Minimum [Member] | ||
Statement Line Items [Line Items] | ||
Exercise price (in US$- rights to purchase-warrants) | $ 0.75 | $ 0.75 |
Expected term (in years- rights to purchase-warrants) | 6 months | 1 month 6 days |
Expected volatility (rights to purchase-warrants) | 63.10% | 57.10% |
Risk-free interest rate (rights to purchase-warrants) | 2.51% | 1.97% |
Purchase And Warrants [Member] | Maximum [Member] | ||
Statement Line Items [Line Items] | ||
Exercise price (in US$- rights to purchase-warrants) | $ 0.8625 | $ 0.8625 |
Expected term (in years- rights to purchase-warrants) | 5 years | 4 years 7 months 6 days |
Expected volatility (rights to purchase-warrants) | 62.40% | 61.70% |
Risk-free interest rate (rights to purchase-warrants) | 2.55% | 1.80% |
Financial Instruments (Detail_2
Financial Instruments (Details 2) $ in Thousands | 6 Months Ended |
Jun. 30, 2019USD ($) | |
Increase at a rate of 5% | |
Disclosure of sensitivity analysis of fair value measurement to changes in unobservable inputs, liabilities [line items] | |
Change in volatility | $ (315) |
Increase at a rate of 10% | |
Disclosure of sensitivity analysis of fair value measurement to changes in unobservable inputs, liabilities [line items] | |
Change in volatility | (622) |
Decrease at a rate of 5% | |
Disclosure of sensitivity analysis of fair value measurement to changes in unobservable inputs, liabilities [line items] | |
Change in volatility | 321 |
Decrease at a rate of 10% | |
Disclosure of sensitivity analysis of fair value measurement to changes in unobservable inputs, liabilities [line items] | |
Change in volatility | $ 647 |
Revenues (Details)
Revenues (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Jun. 30, 2018 |
Revenues Details Abstract | ||
Open balances | $ 1,174 | $ 543 |
Income receivables | 85 | |
Contract liabilities | $ 766 | $ 264 |
Revenues (Details 1)
Revenues (Details 1) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Statement Line Items [Line Items] | ||
Total revenues | $ 2,850 | $ 1,723 |
Consumables [Member] | ||
Statement Line Items [Line Items] | ||
Total revenues | 222 | 13 |
Sales of printers [Member] | ||
Statement Line Items [Line Items] | ||
Total revenues | 2,577 | 1,583 |
Printers rental [Member] | ||
Statement Line Items [Line Items] | ||
Total revenues | 51 | 127 |
Total [Member] | ||
Statement Line Items [Line Items] | ||
Total revenues | $ 2,799 | $ 1,596 |
Revenues (Details 2)
Revenues (Details 2) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Statement Line Items [Line Items] | ||
Total revenues | $ 2,850 | $ 1,723 |
USA [Member] | ||
Statement Line Items [Line Items] | ||
Total revenues | 1,040 | 775 |
Asia Pacific [Member] | ||
Statement Line Items [Line Items] | ||
Total revenues | 639 | 526 |
Europe and Israel [Member] | ||
Statement Line Items [Line Items] | ||
Total revenues | $ 1,171 | $ 422 |
Revenues (Details 3)
Revenues (Details 3) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Statement Line Items [Line Items] | ||
Total revenues | $ 2,850 | $ 1,723 |
Goods and services transferred over time [Member] | ||
Statement Line Items [Line Items] | ||
Total revenues | 327 | 179 |
Goods transferred at a point in time [Member] | ||
Statement Line Items [Line Items] | ||
Total revenues | $ 2,523 | $ 1,544 |
Events after the Reporting Da_2
Events after the Reporting Date (Details) - Events after the reporting date [Member] - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | |
Sep. 04, 2019 | Jul. 03, 2019 | |
Events after the Reporting Date (Textual) | ||
Granted options to purchase ordinary shares to employees | 3,691 | |
Description of vesting period | One third of the share options will vest after one year from commencement of employment, and the remaining will vest in eight equal quarterly batches over a period of two years. The share options will be exercisable during the earlier of a period of four years from the vesting date, or 90 days from the end of employment date. | |
Exercise price | $ 0.15 | |
Aggregate original principal amount | $ 4,300 | |
Additional amount | 2,700 | |
Total gross proceed | $ 7,000 | |
Warrants to purchase ADS ratio, description | The notes are convertible into the Company's ADS, together with warrants to purchase ADS in a ratio of 0.85 warrant per 1 ADS. The Company issued an aggregate of 62,668,850 non-tradable warrants (exercisable 62,668,850 Ordinary Shares), according to the exercise terms determined. In case the Company will not have an effective registration statement in time of exercising of the rights to purchase or the warrants, they include a cashless exercise mechanism. The gross proceeds from the first closing were $4,276,227 before deducting placement agent fees, escrowed amounts and other expenses. | |
ADS [Member] | ||
Events after the Reporting Date (Textual) | ||
Conversion price | $ 0.29 | |
Convertible promissory notes, description | The warrants will have an exercise price equal to 125% of the conversion price of the convertible promissory notes, will be exercisable upon the six-month anniversary of issuance and will expire five years from the date of issuance. |