Document And Entity Information
Document And Entity Information | 6 Months Ended |
Jun. 30, 2022 | |
Document Information Line Items | |
Entity Registrant Name | G MEDICAL INNOVATIONS HOLDINGS LTD. |
Document Type | F-1 |
Amendment Flag | false |
Entity Central Index Key | 0001760764 |
Entity Emerging Growth Company | true |
Entity Ex Transition Period | false |
Entity Incorporation, State or Country Code | E9 |
Entity Address, Address Line One | 5 Oppenheimer St |
Entity Address, City or Town | Rehovot |
Entity Address, Postal Zip Code | 7670105 |
Entity Address, Country | IL |
City Area Code | +972 |
Local Phone Number | 8.6799861 |
Business Contact | |
Document Information Line Items | |
Entity Address, Address Line One | 12708 Riata Vista Cir Ste A-103 |
Entity Address, City or Town | Austin |
Entity Address, Postal Zip Code | 78727 |
City Area Code | 800 |
Local Phone Number | 595.2898 |
Contact Personnel Name | Dr. Yacov Geva |
Unaudited Interim Condensed Con
Unaudited Interim Condensed Consolidated Statements of Financial Position - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | ||
ASSETS | |||||
Cash and cash equivalents | $ 1,509 | $ 6,034 | [1] | $ 278 | |
Restricted deposit | 171 | 163 | [1] | 630 | |
Inventories | 2,338 | 355 | [1] | 90 | |
Trade receivables, net | 566 | 507 | [1] | 717 | |
Other accounts receivable | 1,334 | 1,492 | [1] | 1,420 | |
Total current assets | 5,918 | 8,551 | [1] | 3,135 | |
Other accounts receivable | 312 | 213 | [1] | ||
Property, plant and equipment, net | 4,048 | 1,753 | [1] | 2,315 | |
Total non-current assets | 4,360 | 1,966 | [1] | 2,315 | |
Total assets | 10,278 | 10,517 | [1] | 5,450 | |
Short term loan and current portion of long-term loans | 139 | 140 | [1] | 1,635 | |
Trade payables | 3,458 | 2,332 | [1] | 4,068 | |
Loans from major shareholder | 272 | ||||
Financial liability at fair value | [1] | 648 | |||
Short term convertible securities | 692 | 2,535 | [1] | 194 | |
Derivative liabilities – warrants | 3,883 | 1,261 | [1] | 359 | |
Short term portion of lease liability | 442 | 119 | [1] | 255 | |
Other accounts payable | 1,999 | 1,246 | [1] | 1,118 | |
Total current liabilities | 10,613 | 8,281 | [1] | 7,901 | |
Long term convertible securities | [1] | 4,707 | |||
Long term lease liability | 845 | 266 | [1] | 50 | |
Long term loans | 60 | 75 | [1] | 448 | |
Total non-current liabilities | 905 | 5,048 | [1] | 498 | |
Ordinary shares | 2,195 | 1,222 | [1] | 819 | |
Treasury shares | (121) | [1] | |||
Other reserve | 1,500 | 1,500 | [1] | 1,500 | |
Translation reserve | 2 | 2 | [1] | 2 | |
Additional paid in capital | 95,886 | 81,879 | [1] | 67,257 | |
Accumulated deficit | (103,655) | (90,634) | [1] | (75,876) | |
G Medical Innovations Holdings Ltd. shareholders’ (Deficit) | (4,193) | (6,031) | [1] | (6,298) | |
Non-controlling interest | 2,953 | 3,219 | [1] | 3,349 | |
Total shareholders’ deficit | (1,240) | (2,812) | [1] | (2,949) | |
Total Liabilities and Shareholders’ Equity (Deficit) | $ 10,278 | $ 10,517 | [1] | $ 5,450 | |
[1] The December 31, 2021, balances were derived from the Company’s audited annual financial statements. |
Unaudited Interim Condensed C_2
Unaudited Interim Condensed Consolidated Statements of Financial Position (Parentheticals) - $ / shares | Dec. 31, 2021 | Dec. 31, 2020 |
Statement of financial position [abstract] | ||
Ordinary Shares, par value (in Dollars per share) | $ 0.09 | $ 0.09 |
Ordinary Shares, authorized | 2,000,000,000 | 2,000,000,000 |
Ordinary Shares, issued | 13,579,032 | 9,103,924 |
Ordinary Shares, outstanding | 13,579,032 | 9,103,924 |
Unaudited Interim Condensed C_3
Unaudited Interim Condensed Consolidated Statements of Loss and Other Comprehensive Loss - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | |||||
Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |||
Profit or loss [abstract] | |||||||
Products | $ 50 | $ 50 | $ 41 | $ 12 | |||
Services | $ 2,224 | 2,875 | 5,008 | 4,859 | 5,514 | ||
Total revenue | 2,224 | 2,925 | 5,058 | 4,900 | 5,526 | ||
Cost of revenue: | |||||||
Cost of sales of products | 45 | 58 | 66 | 398 | 1,047 | ||
Cost of services | 7,096 | 1,726 | 3,490 | 3,835 | 4,702 | ||
Total cost of revenue | 7,141 | 1,784 | 3,556 | 4,233 | 5,749 | ||
Gross (loss) profit | (4,917) | 1,141 | 1,502 | 667 | (223) | ||
Operating expenses: | |||||||
Research and development expenses | 1,189 | 619 | 1,680 | 1,315 | 2,552 | ||
Selling, general and administrative expenses | 14,475 | 4,532 | 11,091 | 11,652 | [1] | 10,004 | [1] |
Expected credit loss | 208 | 263 | |||||
Operating loss | 20,789 | 4,273 | 11,269 | 12,300 | 12,779 | ||
Finance income | 11,924 | 447 | 870 | 344 | 263 | ||
Finance expenses | 4,409 | 950 | 4,492 | 750 | 3,850 | ||
Financial income (expenses), net | 7,515 | (503) | (3,622) | (406) | (3,587) | ||
Loss before tax | 13,274 | 4,776 | 14,891 | 12,706 | 16,366 | ||
Income tax (expenses) benefit | (13) | 5 | 3 | 18 | 857 | ||
Loss for the period | 13,287 | 4,771 | 14,888 | 12,688 | 15,509 | ||
Other comprehensive income (loss), net of tax: | |||||||
Exchange gains arising on translation of foreign operations | 3 | ||||||
Other comprehensive income | 3 | ||||||
Total comprehensive loss for the year | 14,888 | 12,688 | 15,506 | ||||
Loss for the year attributed to: | |||||||
Non-controlling interests | 266 | 77 | 130 | 152 | 496 | ||
The Company’s shareholders | 13,021 | 4,694 | 14,758 | 12,536 | 15,013 | ||
Total Loss | 13,287 | 4,771 | 14,888 | 12,688 | 15,509 | ||
The Company’s shareholders | 13,021 | 4,694 | 14,758 | 12,536 | 15,010 | ||
Total comprehensive loss | $ 13,287 | $ 4,771 | $ 14,888 | $ 12,688 | $ 15,506 | ||
Basic and diluted loss per share attributable to the Company’s shareholders in USD (in Dollars per share) | $ (1.3) | $ (1.7) | [2] | $ (3.49) | [2] | ||
Weighted average ordinary shares outstanding: (in Shares) | 11,355,848 | 7,352,460 | [2] | 4,305,555 | |||
[1]Reclassified[2] After giving effect to the reverse stock split ( ) |
Unaudited Interim Condensed C_4
Unaudited Interim Condensed Consolidated Statements of Changes in Equity (Deficit) - USD ($) $ in Thousands | Share capital | Other reserve | Translation reserve | Additional paid in capital | Accumulated deficit | Non- controlling Interest | Total Shareholders’ deficit | Accumulated deficit | Total | ||||
Balance at Dec. 31, 2018 | $ 361 | $ 1,500 | $ (1) | $ 39,880 | $ (48,327) | $ 3,997 | $ (2,590) | $ (6,587) | |||||
Changes during the year: | |||||||||||||
Share-based compensation | 11 | 1,551 | 1,562 | 1,562 | |||||||||
Options exercise into shares | [1] | [1] | [1] | [1] | |||||||||
Conversion of convertible securities to shares | 9 | 1,334 | 1,343 | 1,343 | |||||||||
Conversion of loans from major shareholder into shares | 29 | 5,286 | 5,315 | 5,315 | |||||||||
Translation reserve | 3 | 3 | 3 | ||||||||||
Other comprehensive income (loss) | (15,013) | (496) | (15,509) | (15,013) | |||||||||
Balance at Dec. 31, 2019 | 410 | 1,500 | 2 | 48,051 | (63,340) | 3,501 | (9,876) | (13,377) | |||||
Changes during the year: | |||||||||||||
Issuance of ordinary shares, net | 208 | 8,784 | 8,992 | 8,992 | |||||||||
Share-based compensation | 40 | 2,832 | 2,872 | 2,872 | |||||||||
Conversion of financial liability to shares | 21 | 780 | 801 | 801 | |||||||||
Conversion of loans from major shareholder into shares | 140 | 6,810 | 6,950 | 6,950 | |||||||||
Other comprehensive income (loss) | (12,536) | (152) | (12,688) | (12,536) | |||||||||
Balance at Dec. 31, 2020 | 819 | 1,500 | 2 | 67,257 | (75,876) | 3,349 | (2,949) | (6,298) | |||||
Changes during the year: | |||||||||||||
Issuance of ordinary shares, net | 270 | 13,144 | 13,414 | 13,414 | |||||||||
Issuance of shares within share-based compensation | 95 | (98) | (3) | (3) | |||||||||
Loss for the period | (4,694) | (77) | (4,771) | (4,694) | |||||||||
Conversion of financial liability to shares | 28 | 931 | 959 | 959 | |||||||||
Other comprehensive income (loss) | |||||||||||||
Total comprehensive loss for the period | (4,694) | (77) | (4,771) | (4,694) | |||||||||
Balance at Jun. 30, 2021 | 1,212 | 1,500 | 2 | 81,234 | (80,570) | 3,272 | 6,650 | 3,378 | |||||
Balance at Dec. 31, 2020 | 819 | 1,500 | 2 | 67,257 | (75,876) | 3,349 | (2,949) | (6,298) | |||||
Changes during the year: | |||||||||||||
Issuance of ordinary shares and warrants, net | 270 | 13,147 | 13,417 | 13,417 | |||||||||
Conversion of loans into shares | 28 | 932 | 960 | 960 | |||||||||
Share-based compensation | 105 | 543 | 648 | 648 | |||||||||
Other comprehensive income (loss) | (14,758) | (130) | (14,888) | (14,758) | |||||||||
Balance at Dec. 31, 2021 | 1,222 | 1,500 | 2 | 81,879 | (90,634) | 3,219 | (2,812) | (6,031) | [2] | ||||
Changes during the year: | |||||||||||||
Issuance of ordinary shares, net | 338 | 3,122 | 3,460 | 3,460 | |||||||||
Issuance of ordinary shares in respect of pre-funded warrants exercise | 360 | 2,905 | 3,265 | 3,265 | |||||||||
Share-based compensation | 275 | 7,980 | 8,255 | 8,255 | |||||||||
Treasury shares | (121) | (121) | (121) | ||||||||||
Loss for the period | (13,021) | (266) | (13,287) | (13,021) | |||||||||
Other comprehensive income (loss) | |||||||||||||
Total comprehensive loss for the period | |||||||||||||
Balance at Jun. 30, 2022 | $ 2,195 | $ 1,500 | $ 2 | $ 95,886 | $ (103,655) | $ 2,953 | $ (1,240) | $ (121) | $ (4,193) | ||||
[1]Represents an amount lower than $ 1 thousand[2] The December 31, 2021, balances were derived from the Company’s audited annual financial statements. |
Unaudited Interim Condensed C_5
Unaudited Interim Condensed Consolidated Statements of Cash Flow - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | |||||
Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |||
CASH FLOWS FROM OPERATING ACTIVITIES: | |||||||
Net loss for the period | $ (13,287) | $ (4,771) | $ (14,888) | $ (12,688) | $ (15,509) | ||
Adjustments to reconcile net loss to net cash used in operating activities: | |||||||
Depreciation and amortization | 618 | 691 | 1,362 | 1,418 | 2,870 | ||
Loss from inventory reduction | 1,399 | ||||||
Loss from disposal equipment | 579 | ||||||
Impairment of goodwill | 2,844 | ||||||
Change in fair value of derivative liabilities | (10,581) | (423) | (311) | (240) | (331) | ||
Revaluation of restricted deposit | 5 | (3) | |||||
Share based compensation | 8,255 | (3) | 648 | 2,872 | 1,562 | ||
Forgiveness of PPP loan | (873) | ||||||
Accrued interest of long-term loans | (2) | 81 | 89 | 107 | 97 | ||
Change in fair value of convertible debenture and financial liability | (1,277) | 794 | |||||
Total adjustments | (1,588) | 1,156 | |||||
Changes in deferred taxes | (5) | (18) | (369) | ||||
Change in fair value of convertible securities | 3,677 | 289 | 2,452 | ||||
(Increase) Decrease in trade receivable | (59) | 45 | 210 | (161) | 149 | ||
Decrease in other accounts receivable | 18 | 493 | (180) | (697) | 267 | ||
(Increase) Decrease in inventories | (3,382) | 44 | (265) | 288 | 977 | ||
Increase in trade payables | 1,123 | 196 | (1,736) | 739 | 940 | ||
Increase in other accounts payable | 746 | 1,650 | (129) | 591 | (280) | ||
Accrued interest on loan from controlling shareholder | 23 | ||||||
Change in restricted deposit | 1 | 1 | |||||
Total assets and liabilities | (1,553) | 2,452 | |||||
Accrued interest on loans from major shareholder | 298 | 868 | |||||
Capital loss from sale of fixed assets | 16 | 16 | |||||
Financial expenses, net | 18 | 1 | |||||
Exchange rate differences | 12 | ||||||
Net cash used in operating activities | (16,428) | (1,163) | (11,494) | (4,647) | (6,297) | ||
Proceeds from sale of fixed assets | 66 | ||||||
Deposit in restricted deposit | (9) | ||||||
CASH FLOWS FROM INVESTING ACTIVITIES: | |||||||
Purchase of property, plant and equipment | (1,791) | (550) | (507) | (429) | |||
Purchase of other assets | (30) | ||||||
Proceeds from sales of property, plant and equipment | 66 | ||||||
Withdrawal of restricted deposit | 467 | 82 | |||||
Net cash used in / provided by investing activities | (1,800) | 66 | (17) | (455) | (429) | ||
CASH FLOWS FROM FINANCING ACTIVITIES: | |||||||
Issuance of shares and warrants, net | 13,417 | 8,992 | |||||
Change in short term bank credit | 93 | ||||||
Receipts (repayment) of short-term loan from major shareholder, net | (272) | 143 | 4,889 | ||||
Issuance of convertible securities and warrants | 5,750 | 350 | |||||
Receipts of long-term loans from bank | 89 | 873 | 1,337 | ||||
Issuance of ordinary shares, net | 3,460 | 13,414 | |||||
Loan received from controlling shareholder | 347 | ||||||
Purchase of Treasury shares | (121) | ||||||
Principal paid on lease liabilities | (168) | (189) | (357) | (529) | (434) | ||
Repayment of convertible securities and financial liability | (536) | (3,967) | |||||
Changes in short term bank credit | (93) | ||||||
Repayment of loans | (14) | (123) | (824) | (389) | (1,781) | ||
(Repayment (issuance of convertible debenture | (5,921) | 343 | |||||
Issuance of derivative liabilities | 16,467 | 407 | |||||
Net cash provided by financing activities | 13,703 | 14,199 | 17,267 | 5,380 | 4,104 | ||
Increase (decrease) in cash and cash equivalents | (4,525) | 13,102 | 5,756 | 278 | (2,622) | ||
Effects of exchange rate changes on cash and cash equivalents | (12) | ||||||
Cash and cash equivalents at beginning of the period | 6,034 | [1] | 278 | 278 | 2,634 | ||
Cash and cash equivalents at the end of the period | 1,509 | 13,380 | 6,034 | [1] | 278 | ||
Interest | 5 | 143 | 557 | 144 | |||
Tax | 12 | 2 | |||||
Conversion of convertible loan and loans into shares and warrants | 960 | 801 | 785 | ||||
Convertible securities - classification into convertible financial liability | 692 | 648 | |||||
Conversion of loans into shares | 959 | ||||||
Conversion of loan from major shareholder into shares | 6,950 | 5,315 | |||||
Recognition of right of use assets and lease liabilities | 1,117 | 316 | |||||
Purchase of property, plant and equipment | 5 | 9 | |||||
Share issuance related to exercise of pre-funded warrants | $ 3,265 | ||||||
Convertible securities - classification into financial debt | $ 1,923 | ||||||
[1] The December 31, 2021, balances were derived from the Company’s audited annual financial statements. |
Description of Business
Description of Business | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Description of Business [Abstract] | ||
DESCRIPTION OF BUSINESS | NOTE 1 - DESCRIPTION OF BUSINESS: Overview G Medical Innovations Holdings Ltd. (“G Medical” and together with its subsidiaries, the “Company”) was incorporated in October 2014 under the laws of the Cayman Islands. G Medical's registered address is P.O. Box 10008, Willow House, Cricket Square, Grand Cayman, KY1-1001, Cayman Islands. In May 2017, the Company was admitted to the official list on the Australian Stock Exchange ("ASX") under the symbol GMV. In October 2020, the Company voluntarily delisted itself from the Official List on the ASX. In June 2021, the Company closed its initial public offering of 3,000,000 units, each unit consisting of one ordinary share and one warrant to purchase one ordinary share of the Company for gross proceeds of approximately $15,000 before deducting underwriting discounts and commissions and other offering-related expenses in the amount of $2,150. Only the costs attributable to the issuance of new shares were deducted from the Company’s equity and listing costs were expensed. The ordinary shares and warrants of the Company began trading on the Nasdaq Capital Market on June 25, 2021, under the symbols “GMVD” and “GMVDW,” respectively. The Company is an early commercial stage healthcare company engaged in the development of next generation mobile health (or mHealth) and telemedicine solutions, and monitoring service platforms. The Company believes that it is at the forefront of the digital health revolution in developing the next generation of mobile technologies and services that are designed to empower consumers, patients and providers to better monitor, manage and improve clinical and personal health outcomes, especially for those who suffer from cardiovascular disease (“CVD”), pulmonary disease and diabetes. In addition, in December 2021 the Company started a new business activity of COVID-19 testing, in the State of California, providing four kinds of diagnostic tests –Rapid Antigen, A/B Flu , PCR and Antibody tests and in July 2022 the Company introduced a new Direct-To-Customer health testing kits health issues related to hormones, sexual transferred disease, nutrition, colon cancer, food sensitivity, and allergies, with results going directly to the user within days. The accompanying Interim Condensed consolidated financial statements have been prepared assuming that the Company will continue as a going concern. The Company incurred a net loss of $13,287 and $4,771 for the periods ended June 30, 2022, and June 30, 2021, respectively, and has generated $103,655 and $90,634 of accumulated deficit since inception to June 30, 2022, and December 31, 2021, respectively. The Company has incurred negative cash from operation and net losses for the current six month period ended June 30, 2022 and recent years. The Company financed its operation to date by using bank credit line, loans, issuance of shares, convertible securities and loans from its major shareholder. The Company’s major shareholder committed to continue and support the Company’s ongoing operation for the foreseeable future if other sources of funding would not be available to the Company and under certain conditions (see also note 5 and 9). | NOTE 1 - DESCRIPTION OF BUSINESS: A. Overview: G Medical Innovations Holdings Ltd. (“G Medical” and together with its subsidiaries, the “Company”) was incorporated in October 2014 under Cayman Islands law. G Medical’s registered address is P.O. Box 10008, Willow House, Cricket Square, Grand Cayman, KY1-1001, Cayman Islands. In May 2017, the Company was admitted to the official list on the Australian Stock Exchange (“ASX”) under the symbol GMV. In October 2020, the Company voluntarily delisted itself from the official list on the ASX. In June 2021, the Company succeeded to close its initial public offering of 3,000,000 units, each unit consisting of one ordinary share and one warrant to purchase one ordinary share of the Company for gross proceeds of approximately $15,000 before deducting underwriting discounts and commissions and other offering-related expenses in the amount of $2,150. Only the costs in the amount of $1,583 which were attributed to the issuance of new shares were deducted from equity. Listing costs were expensed. The ordinary shares and warrants of the Company began trading on the Nasdaq Capital Market on June 25, 2021, under the symbols “GMVD” and “GMVDW” respectively. The Company is an early commercial stage healthcare company engaged in the development of next generation mobile health (or mHealth) and telemedicine solutions, and monitoring service platforms. The Company believes that it is at the forefront of the digital health revolution in developing the next generation of mobile technologies and services that are designed to empower consumers, patients and providers to better monitor, manage and improve clinical and personal health outcomes, especially for those who suffer from cardiovascular disease (“CVD”), pulmonary disease and diabetes. In addition, in December 2021 the Company started a new business activity of COVID-19 Testing operation, in the State of California, providing three kinds of diagnostic tests –Rapid Antigen + A/B Flu Combo test, PCR test and Antibody test. The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. The Company incurred a net loss of $14,888 and $12,688 for the years ended December 31, 2021 and 2020, respectively, and generated $90,634 and $75,876 of accumulated deficit since inception for the years ended December 31, 2021 and 2020, respectively. The Company has incurred negative cash from operation and net losses for current and recent years. The Company financed its operation up do date by using bank credit line, loans, issuance of shares, convertible securities, and loans from its major shareholder. The Company’s major shareholder committed to continue and support the Company’s ongoing operation for the foreseeable future if other sources of funding would not be available to the Company and under certain conditions (see also note 24 D.). These consolidated financial statements of the Company were authorized for issue by the Board of Directors on April 28, 2022. B. Impact of COVID-19 The full impact of the COVID-19 pandemic and its derivations continues to evolve. As such, there is continued uncertainty as to the full magnitude that the pandemic will have on the Company’s financial condition, liquidity, and future results of operations. Management is actively monitoring the impact of the global situation on the Company’s financial condition, liquidity, operations, suppliers, industry, and workforce. Given the continuing evolution of the COVID-19 pandemic and the global responses to curb its spread, the Company is not able to fully estimate the effects of the COVID-19 outbreak and its derivations on the Company’s future results of operations, financial condition, liquidity or capital resources. In April 2020, under the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”) in the United States the Company’s U.S. subsidiary received a loan of approximately $900 from Bank of America. On April 3, 2021, the Company received approval for a full forgiveness from the U.S. Small Business administration (“SBA”) for this loan. ((See also Note 2.O)) In December 2021, the Company started a new business activity of COVID-19 Testing operating in the State of California through two new subsidiaries, G Medical Tests and Services, Inc and G Medical Lab Services, Inc. The Company recently invested significant capital in the new COVID-19 related services, however, the future of COVID-19 related services is uncertain. |
Significant Accounting Policies
Significant Accounting Policies | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Disclosure Of Significant Accounting Policies Text Block Abstract | ||
SIGNIFICANT ACCOUNTING POLICIES | NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES: Basis of preparation These interim condensed consolidated financial statements have been prepared in accordance with International Accounting Standards (the “IAS”) 34 Interim Financial Reporting. They do not include all disclosures that would otherwise be required in a complete set of financial statements and should be read in conjunction with the 2021 annual consolidated financial statements. The Company has applied the same accounting policies and methods of computation in its interim consolidated financial statements as in its 2021 annual consolidated financial statements. | NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES: The principal accounting policies adopted in the preparation of the consolidated financial statements are set out below. The policies have been consistently applied to all the years presented, unless otherwise stated. A. Basis of preparation These consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (“IASB”). The consolidated financial statements have been prepared under the historical cost convention except for certain financial liabilities, which are measured at fair value until conversion. The Company has elected to present the consolidated statement of comprehensive loss using the function of expense method. B. Basis of consolidation Where the Company has control over an investee, it is classified as a subsidiary. The Company controls an investee if all three of the following elements are present: power over the investee, exposure to variable returns from the investee, and the ability of the investor to use its power to affect those variable returns. Control is reassessed whenever facts and circumstances indicate that there may be a change in any of these elements of control. The consolidated financial statements present the results of the Company and its subsidiaries as if they formed a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full. C. Organizational Structure The consolidated financial statements of the Company include the accounts of the Company and the following subsidiaries: Entity name State incorporated Percent ownership G Medical Innovations Holdings Ltd. Cayman Islands Parent Company G Medical Innovations Ltd. Israel 100% G Medical Innovations Asia Ltd. Hong Kong 100% G Medical Innovations UK Ltd. United Kingdom 100% - G Medical Innovations Asia Ltd. Guangzhou Yimei Innovative Medical Science and Technology Co., Ltd. China 70% - G Medical Innovations Asia Ltd G Medical Innovations MK Ltd. Macedonia 100% G Medical Innovations USA Inc. USA 100% G Medical Diagnostic Services, Inc. (Formerly CardioStaff Diagnostic Services Inc) USA 100% - G Medical Innovations USA Inc. Telerhythmics, LLC USA 100% - G Medical Innovations USA Inc. G Medical Tests and Services, Inc* USA 100% - G Medical Innovations USA Inc. G Medical Lab Services, Inc** USA 80% - G Medical Innovations USA Inc. G Medical Mobile Health Solution, Inc (non-active) USA 100% - G Medical Innovations USA Inc. * In December 2021 the Company started a new business activity of COVID-19 Testing operating in the State of California, under G Medical Tests and Services, Inc a wholly owned subsidiary of G Medical Innovations USA Inc. ** In December 2021, G Medical Lab Services, Inc. was established as a subsidiary of G Medical Tests and Services, Inc, which holds 80% of its share capital. The Company provides laboratory testing services as part of the Company COVID-19 testing in the United States. As of December 31, 2021, the Company has not yet started its operations. The consolidated financial statements incorporate the results of business combinations using the acquisition method. In the statement of financial position, the acquirer’s identifiable assets, liabilities and contingent liabilities are initially recognized at their fair values at the acquisition date. The results of acquired operations are included in the consolidated statement of comprehensive loss from the date on which control is obtained. They are deconsolidated from the date on which control ceases. The goodwill represents the excess of the costs of a business combination over the interest in the fair value of identifiable assets, liabilities and contingent liabilities acquired. Cost of a business combination are comprised of the fair values of assets given, liabilities assumed and equity instruments issued. Any costs of acquisition are charged to profit or loss. The Company recognizes any non-controlling interest in its acquisitions on an acquisition-by-acquisition basis, either at fair value or at the non-controlling interest’s proportionate share of the recognized amounts of acquirer’s identifiable net assets. D. Transaction with Non-controlling interests Transactions with non-controlling interests that do not result in loss of control is accounted for as equity transactions – that is, as transactions with the owners in their capacity as owners. The difference between fair value of any consideration paid and the relevant share acquired of the carrying value of net assets of the subsidiary is recorded in equity. Gains or losses on disposals to non-controlling interests are also recorded in equity. E. Use of estimates and assumptions in the preparation of the consolidated financial statements The preparation of consolidated financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the dates of the financial statements and the reported amounts of revenues and expenses during the reporting periods. By their nature, these estimates are subject to measurement uncertainty and are reviewed periodically and adjustments, if necessary, are made in the year which they are identified. Actual results could differ from those estimates. The Company uses estimates that affect the reported amounts regarding derivative liabilities – warrants, convertible securities and share based compensation (See also Note 3). F. Non-controlling interests Total comprehensive loss of non-wholly owned subsidiaries is attributed to owners of the parent and to the non-controlling interests in proportion to their relative ownership interests. G. Foreign currency The financial statements are prepared in U.S. Dollars (the functional currency). Transactions and balances in foreign currencies are converted into U.S. Dollars in accordance with the principles set forth by International Accounting Standard (IAS) 21 “The Effects of Changes in Foreign Exchange Rates”. Accordingly, transactions and balances have been converted as follows: ● Monetary assets and liabilities – at the rate of exchange applicable at the consolidated statements of financial position date. ● Exchange gains and losses from the aforementioned conversion are recognized in the statement of comprehensive loss. ● Expense items – at exchange rates applicable as of the date of recognition of those items. ● Non-monetary items are converted at the rate of exchange used to convert the related consolidated statements of financial position items, i.e., at the time of the transaction. H. Cash and cash equivalents Cash equivalents are considered by the Company to be highly liquid investments, including, short-term deposits with banks and the maturity of which do not exceed three months at the time of deposit, and which are not restricted. I. Restricted deposit Restricted deposit is considered by the Company to be deposits with banks which are used mainly as a security for guarantees provided against payable payments in advance. J. Research and development Research costs are expensed as incurred. Development expenditures on an individual project are recognized as an intangible asset when the Company can demonstrate: ● The product is technically and commercially feasible. ● The Company intend to complete the product so that it will be available for use or sale. ● The Company has the ability to use the product or sell it. ● The Company has the technical, financial and other resources to complete the development and to use or sell the product. ● The Company can demonstrate the probability that the product will generate future economic benefits. ● The Company is able to measure reliability the expenditure attributable to the product during the development. During the years 2021 and 2020 the Company did not meet the above criteria therefore all the development costs have been recognized as expenses. K. Goodwill Goodwill is recognized as an intangible asset with any impairment in carrying value being charged to the statement of comprehensive loss . The goodwill is not systematically amortized and the Company reviews goodwill for impairment once a year, or more frequently if events or changes to circumstances indicated that there is an impairment. The Goodwill was allocated to the services cash generating unit (“CGU”) . During the year 2020 the Company recognized a goodwill impairment in the amount of $2,844. During the year 2021 there was no impairment. L. Intangible assets Acquired intangible assets are measured on initial recognition at cost including directly attributable costs. Intangible assets acquired in a business combination are measured on initial recognition at fair value. Intangible assets with a finite useful life are amortized over their useful life and reviewed for impairment whenever there is an indication that the assets may be impaired. The amortization period and the amortization method for an intangible asset are reviewed at least at each year end. M. Leases The Company applied the following practical expedients when applying IFRS 16 (January 1, 2019) to leases previously classified as operating leases: ● Applied a single discount rate to a portfolio of leases with reasonably similar characteristics. ● Applied the exemption not to recognize right-of-use assets and liabilities for leases with less than 12 months of lease term remaining as of the date of initial application and do not contain a purchase option. ● Applied the practical expedient provided by the standard to recognize right-of-use assets equal to the lease liability upon initial application. Under IFRS 16, the Company recognizes right-of-use assets and lease liabilities for most leases. Right-of-use assets: The Company recognizes right-of-use assets at the commencement date of the lease (i.e., the date the underlying asset is available for use). Right-of-use assets are measured at cost, less any accumulated depreciation and any accumulated impairment losses, and adjusted for any re-measurement of lease liabilities. The cost of right-of-use assets comprises the amount of the initial measurement of the lease liability; lease payments made at or before the commencement date less any lease incentives received; and initial direct costs incurred. The recognized right-of-use assets are depreciated on a straight-line basis over the shorter of its estimated useful life and the lease term. Right-of-use assets are subject to impairment. The right-of-use assets are presented within property, plant and equipment. Lease liabilities: At the commencement date of the lease, the Company recognizes lease liabilities measured at the present value of lease payments to be made over the lease term. The lease payments include fixed payments (including in substance fixed payments) less any lease incentives receivable, variable lease payments that depend on an index or a rate, and amounts expected to be paid under residual value guarantees. The lease payments also include the exercise price of a purchase option that is reasonably certain to be exercised by the Company and payments of penalties for terminating a lease, if the lease term reflects the Company exercising the option to terminate. The variable lease payments that do not depend on an index or a rate are recognized as expense in the period on which the event or condition that triggers the payment occurs. Lease term: The term of a lease is determined as the non-cancellable period for which a lessee has the right to use an underlying asset, together with periods covered by an option to extend the lease if the lessee is reasonably certain to exercise that option periods. N. Earnings per share Basic and diluted earnings per share is calculated as net loss attributable to the shareholders of the Company, divided by the weighted average number of ordinary shares in circulation during the year. O. Government grant Government grants are not recognized before there is reasonable assurance that the Company would comply with the conditions attached and that the grants would be accepted. When entitlement to a government grant is created as compensation for expenses or losses already incurred or in order to provide immediate support to the Company without any future reference costs, the Company recognized the grant in profit or loss during the period in which entitlement to the grant was created. In cases other than the above, government grants have been recognized in profit or loss on a systematic basis over periods that the Company recognizes costs that are referred to as expenses for which the grants are intended to provide compensation. Grants relating to the expense were recorded in the statement of comprehensive loss less the related expenses. In April 2020, under the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”) in the United States the U.S subsidiary signed an agreement with Small Business Administration (“SBA”) receive a loan according to the Paycheck Protection Program (“PPP”) in the amount of approximately $900 from Bank of America. According to the terms of the PPP loan, the payments were deferred for six months from the funding date and no collateral or personal guarantees are required. The PPP loan had a maturity of two years and bore an interest rate of 1%. A borrower can apply for forgiveness once all loan proceeds for which the borrower is requesting forgiveness have been used. The Company applied for forgiveness for the PPP loan. The PPP loan was accounted for as a deduction from wage expenses in 2020 and not as a loan liability since all conditions for waiver were met as of December 31, 2020. On April 3, 2021, the Company received approval for a full forgiveness from the SBA and the loan was fully paid from SBA to Bank of America. P. Provisions Provisions are recognized when the Company has a legal or constructive obligation, as a result of past events, for which it is probable that an outflow of economic benefits will result and that outflow can be reliably measured. Provisions are measured using the best estimate of the amounts required to settle the obligation at the end of the reporting period. Q. Fair value measurement Fair value 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 measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either: 1. In the principal market for the asset or liability, or 2. In the absence of a principal market, in the most advantageous market for the asset or liability. The principal or the most advantageous market must be accessible to the Company. The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market participants act in their economic best interest. A fair value measurement of a non-financial asset takes into account a market participant’s ability to generate economic benefits by using the asset in its highest and best use or by selling it to another market participant that would use the asset in its highest and best use. The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximizing the use of relevant observable inputs and minimizing the use of unobservable inputs. Classification of fair value hierarchy The financial instruments presented in the statement of financial position at fair value are grouped into classes with similar characteristics using the following fair value hierarchy which is determined based on the source of input used in measuring fair value: Level 1 - Quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2 - Inputs other than quoted prices included within Level 1 that are observable either directly or indirectly. Level 3 - Inputs that are not based on observable market data (valuation techniques which use inputs that are not based on observable market data). R. Financial instruments Financial assets The Company classifies its financial assets into the following category, based on the business model for managing the financial asset and its contractual cash flow characteristics. The Company’s accounting policy for the relevant category is as follows: Amortized cost: These assets arise principally from the services rendered to customers (e.g. trade receivables), but also incorporate other types of financial assets where the objective is to hold these assets in order to collect contractual cash flows and the contractual cash flows are solely payments of principal and interest. They are initially recognized at fair value plus transaction costs that are directly attributable to their acquisition or issue and are subsequently carried at amortized cost using the effective interest rate method, less provision for impairment. Impairment provisions for trade receivables are recognized based on the simplified approach within IFRS 9 using a provision matrix in the determination of the lifetime expected credit losses. During this process the probability of the non-payment of the trade receivables is assessed. This probability is then multiplied by the amount of the expected loss arising from default to determine the lifetime expected credit loss for the trade receivables. For trade receivables, which are reported net, such provisions are recorded in a separate provision account with the loss being recognized within general and administrative expenses in the consolidated statements of comprehensive income. On assessment that the trade receivable will not be collectable, the gross carrying value of the asset is written off against the associated provision. Financial liabilities The Company’s accounting policy for its financial liabilities is as follows: Fair value through profit or loss: This category comprises of Convertible securities and warrants which are carried in the consolidated statement of financial position at fair value with changes in fair value recognized in the consolidated statement of comprehensive income. The treatment of the changes in the credit risk of those items were designated for being recognized in other comprehensive income. Amortized cost: Other financial liabilities include bank borrowings, loans from banks, trade payables, loans from major shareholders, leases and financial liability are initially recognized at fair value less any transaction costs directly attributable to the issue of the instrument. Such liabilities are subsequently measured at amortized cost using the effective interest method, which ensures that any interest expense over the period is at a constant interest rate on the balance of the liability carried in the statement of financial position. Interest expense in this context includes initial transaction costs, as well as any interest or coupon payable while the liability is outstanding. De-recognition Financial assets - The Company derecognizes a financial asset when the contractual rights to the cash flows from the financial asset expire or it transfers the rights to receive the contractual cash flows. Financial Liabilities - The Company derecognizes a financial liability when its contractual obligations are discharged or cancelled or expire. Impairment of financial assets Expected credit losses (“ECL”) and their measurement: In order to manage the credit risks associated with customer receivables, the Company aims to secure certain financial guarantees prior to entering into business relationship with its customers. To this end, the Company has developed a four-level matrix, which is based on past experience and historical data along with projections of the future into consideration, in order to group the ECL: 1. Receivable from sale of products – prepayment by credit card on the Company’s website. 2. Receivables from Medicare and Medicaid Services (“CMS”) – reimbursement, which the Company receives per the relevant Current Procedural Terminology (“CPT”) code rate for the services rendered to the patient covered by CMS. 3. Receivables from contracted third-party payors – the Company has negotiated amounts for its monitoring services provided to patients covered by commercial healthcare insurance carriers. 4. Receivables from non-contracted payors - non-contracted commercial and government insurance carriers often reimburse out of network rates provided for under the relevant CPT codes on a case rate basis. The transaction price is based on an average of the Company’s historical collection experience, and it is reviewed quarterly. ECL are measured as the unbiased probability-weighted present value of all cash shortfalls over the expected life of each financial asset. For receivables from services, ECL are mainly calculated with a statistical model using three major risk parameters: probability of default, loss given default, and exposure at default. The estimation of these risk parameters incorporates all available relevant information, not only historical and current loss data, but also reasonable and supportable forward-looking information reflected by the future expectation factors. This information includes macroeconomic factors (e.g., gross domestic product growth, unemployment rate, cost performance index) and forecasts of future economic conditions. For receivables from services, these forecasts are performed using a scenario analysis (base case, adverse, and optimistic scenarios). The expected credit loss for customer receivables is measured using the simplified method in accordance with IFRS 9, which requires estimation of the life-time expected credit loss for trade receivables. As of December 31, 2021 and December 31, 2020, ECL for trade and other account receivables were $464 and $405 respectively. Definition of default, including reasons for selecting the definition For the contracted and CMS portfolios, the Company has historical experience of collecting substantially most of the negotiated contractual rates and determined at contract inception that these customers, and or their related third-party payor that pays the Company on their behalf, have the intention and ability to pay the promised consideration. As such, the Company is not providing an implicit price concession but, rather, have chosen to accept the risk of default, and adjustments to the transaction price are recorded as bad debt expense. For non-contracted portfolios, the Company is providing an implicit price concession because the Company does not have a contract with the underlying payor, the result of which requires us to estimate transaction price based on historical cash collections utilizing the expected value method. Subsequent adjustments to the transaction price are recorded as an adjustment to revenue and not as an expense. Write-off policy The Company writes off its financial assets if any of the following occur: ● Inability to locate the debtor. ● Discharge of the debt in a bankruptcy. ● It is determined that the efforts to collect the debt are no longer cost effective given the size of receivable. ● Open debts over 18 months. The collections department must comply with the collection efforts outlined in the policy to collect on delinquent customer accounts before any write-offs are made. S. Impairment of non-financial assets Goodwill and other intangible assets that have an indefinite useful life are not subject to amortization and are tested annually for impairment, or more frequently if events or changes in circumstances indicate that they might be impaired. Other non-financial assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognized for the amount by which the asset’s carrying amount exceeds its recoverable amount. Recoverable amount is the higher of an asset’s fair value less costs of disposal and value-in-use. The value-in-use is the present value of the estimated future cash flows relating to the asset using a pre-tax discount rate specific to the asset or cash-generating unit to which the asset belongs. Assets that do not have independent cash flows are grouped together to form a cash-generating unit. A cash-generating unit is the smallest group of assets that independently generates cash flow and whose cash flow is largely independent of the cash flows generated by other assets. T. Property, plant, and equipment Items of property, plant, and equipment are initially recognized at cost. Cost includes directly attributable costs and the estimated present value of any future costs of dismantling and removing items. Depreciation is computed by the straight-line method, based on the estimated useful lives of the assets, as follows: Estimated useful lives Computers and electronic equipment 3 Furniture and equipment 7 Vehicles 6-7 Leasehold Improvement 3-7 U. Revenue recognition Service revenue The Company’s revenue is generated primarily from providing cardiac monitoring services. Revenue is recognized when the Company satisfies a performance obligation by transferring service to a customer, and collectability of the contract consideration is probable. The Company’s revenue is measured based on consideration specified in the contract with each customer. Revenue is only recognized if it is highly probable that a subsequent change in its estimate would not result in a significant revenue reversal. The Company provides cardiac services using four types of monitors: Mobile Cardiac Telemetry (“MCT”), Event extended Holter, Holter, and Prizma device’s RPM of vital signs. The Company’s services consist of the delivery of reports containing analysis of data captured by the physical device to the prescribing physician and the revenue is recognized upon the delivery of the customer’s report. Billings for services reimbursed by third party payers, including Medicare and Medicaid, are recorded as revenue net of contractual allowances. Contractual allowances are estimated based on historical collections by CPT code for specific payers or class of payers and represent the difference between the list price (the billing rate) and the reimbursement rate for each payer. The Company services are provided through an independent diagnostic testing facility model which allows the Company to bill Medicare, Medicaid, or one of the third-party healthcare insurers directly for services provided. The Company also receives reimbursement directly from patients through co-pays and self-pay arrangements. A summary of the payment arrangements with payers is as follows: ● CMS (Centers for Medicare & Medicaid Services) - the Company receive reimbursement per the relevant CPT (Current Procedural Terminology) code rate for the services rendered to the patient covered by CMS. ● Contracted third-party payers – the Company has negotiated amounts for its monitoring services provided to patients covered by commercial healthcare insurance carriers. ● Non-contracted payers - non-contracted commercial and government insurance carriers often reimburse out of network rates provided for under the relevant CPT codes on a case rate basis. The transaction price is based on an average of the Company’s historical collection experience, and it is reviewed quarterly. For the contracted and CMS portfolios the Company has historical experience of collecting most of the negotiated contractual rates and determined at contract inception that these customers, and or their related third-party payer that pays the Company on their behalf, have the intention and ability to pay the promised consideration. As such, the Company is not providing an implicit price concession but, rather, have chosen to accept the risk of default, and adjustments to the transaction price are recorded as bad debt expense. For non-contracted portfolios, the Company is providing an implicit price concession because the Company does not have a contract with the underlying payer, the result of which requires us to estimate transaction price based on historical cash collections utilizing the expected value method. Subsequent adjustments to the transaction price are recorded as an adjustment to revenue and not as bad debt expense. ● COVID-19 testing - the Company recognizes revenues on an accrual basis when the COVID-19 test was completed in the laboratory. Sale of devices Sales of products consist of revenue from the sale of Prizma Medical Smartphone Case. The Company recognizes revenue at the amount to which it expects to be entitled when control of the products or services is transferred to its customers. Control is generally transferred when the Company has a present right to payment and title and the significant risks and rewards of ownership of products are transferred to its customers. There is limited judgement needed in identifying the point control passes: once physical delivery of the products to the agreed location has occurred, the Company no longer has physical possession, the Company usually will have a present right to payment (as a single payment on delivery) and retains none of the significant risks and rewards of the goods in question. For most of the Company’s products sales, control transfers when products are shipped. V. Changes in accounting policies New standards, interpretations and amendments not yet effective. There are several standards, amendments to standards, and interpretations, which have been issued by the IASB that are effective in future accounting periods that the Company has decided not to adopt early. The Company does not expect any other standards issued by the IASB, but not yet effective, to have a material impact on the Company. The following amendments are effective for the period beginning January 1, 2022: ● Annual Improvements to IFRS Standards 2018-2020 (Amendments to IFRS 1, IFRS 9, IFRS16 and IAS 41); and ● References to Conceptual Framework (Amendments to IFRS 3). The following amendments are effective for the period beginning 1 January 2023: ● Disclosure of Accounting Policies (Amendments to IAS 1 and IFRS Practice Statement 2); and ● Definition of Accounting Estimates (Amendments to IAS 8). In January 2020, the IASB issued amendments to IAS 1, which clarify the criteria used to determine whether liabilities are classified as current or non-current. These amendments clarify that current or non-current classification is based on whether an entity has a right at the end of the reporting period to defer settlement of the liability for at least twelve months after the reporting period. The amendments also clarify that ’settlement’ includes the transfer of cash, goods, services, or equity instruments unless the obligation to transfer equity instruments arises from a conversion feature classified as an equity instrument separately from the liability component of a compound financial instrument. The amendments were originally effective for annual reporting periods beginning on or after January 1, 2022. However, in May 2020, the effective date was deferred to annual reporting periods beginning on or after 1 January 2023. In response to feedback and enquiries from stakeholders, in December 2020, the IFRS Interpretations Committee (“IFRIC”) issued a Tentative Agenda Decision, analyzing the applicability of the amendments to three scenarios. However, given the comments received and concerns raised on some aspects of the amendments, in April 2021, IFRIC decided not to finalize the agenda decision and referred the matter to the IASB. In its June 2021 meeting, the IASB tentatively decided to amend the requirements of IAS 1 with respect to the classification of liabilities subject to conditions and disclosure of information about such conditions and to defer the effective date of the 2020 amendment by at least one year. In November 2021, the IASB published the Exposure Draft Non-current Liabilities with Covenants (proposed amendments to IAS 1). The Exposure Draft aims to improve the information an entity provides when its right to defer settlement of a liability for at least twelve months is subject to compliance with conditions, in addition to addressing concerns about the classification of such a liability as current or non-current. The Company is currently assessing the impact of these new accounting standards and amendments. The Company will assess the impact of the final amendments to IAS 1 on classification of its liabilities on |
Critical Accounting Estimates a
Critical Accounting Estimates and Judgements | 12 Months Ended |
Dec. 31, 2021 | |
Disclosure Of Accounting Judgements And Estimates Text Block Abstract | |
CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS | NOTE 3 CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS: Share based compensation The Company measures the share-based expense and the cost of equity-settled transactions with employees by reference to the fair value of the equity instruments at the date at which they are granted. The measurement of the fair value of the share-based expense with service providers measured at the day that the service was provided. The fair value is determined using an accepted options pricing model. The model is based on share price, grant date and on assumptions regarding expected volatility, expected life of the options, expected dividend, and a no risk interest rate. As for granted options which are settled in equity instruments, the fair value of the options at the grant date is charged to the statement of comprehensive loss over the vesting period. Non-market vesting conditions are taken into account by adjusting the number of equity instruments expected to vest at each reporting date so that, ultimately, the cumulative amount recognized over the vesting period is based on the number of options that eventually vest. Non-vesting conditions and market vesting conditions are factored into the fair value of the options granted. As long as all other vesting conditions are satisfied, a charge is made irrespective of whether the market vesting conditions are satisfied. For Financial instruments recognized in Fair Value – See note 2(Q) |
Inventories
Inventories | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Disclosure Of Inventories Text Block Abstract | ||
INVENTORIES | NOTE 4 - INVENTORIES: June 30, December 31, Raw materials 1,590 116 Finished goods 748 239 Total $ 2,338 $ 355 The Company recorded an inventory write off in the amount of $1,399 and $13 during the periods ended June 30, 2022, and December 31, 2021, respectively. According to the Company’s policy, the Company recognizes inventory write-offs according to the age and usability of the inventory as of each cut-off date. | NOTE 4 - INVENTORIES: December 31, December 31, Raw materials 116 79 Finish goods 239 11 Total 355 90 The Company recorded an inventory write off in the amount of $13 and $304 and $905 during the years ended December 31, 2021, 2020 and 2019, respectively. According to Company’s policy, the Company recognizes inventory write-offs according to the age of the inventory as of each cut-off date. |
Trade Receivables, Net
Trade Receivables, Net | 12 Months Ended |
Dec. 31, 2021 | |
Disclosure Of Trade And Other Receivables Text Block Abstract | |
TRADE RECEIVABLES, NET | NOTE 5 - TRADE RECEIVABLES, NET: December 31, December 31, Customers 971 1,122 Less expected credit loss (464 ) (405 ) Total 507 717 |
Other Accounts Receivable
Other Accounts Receivable | 12 Months Ended |
Dec. 31, 2021 | |
Other Accounts Receivable Abstract | |
OTHER ACCOUNTS RECEIVABLE | NOTE 6 OTHER ACCOUNTS RECEIVABLE: December 31, December 31, Prepaid expenses 1,033 722 Institutions 331 386 Advances to suppliers 194 128 other 147 184 Total other accounts receivable 1,705 1,420 Less long-term portion of prepaid expenses (213 ) - Total current other accounts receivable 1,492 1,420 |
Goodwill
Goodwill | 12 Months Ended |
Dec. 31, 2021 | |
Disclosure Of Goodwill Text Block Abstract | |
GOODWILL | NOTE 7 - December 31, December 31, Balance at the beginning of the year - 2,844 Impairment - (2,844 ) Balance at the end of the year - - As of December 31, 2020, the US subsidiaries CGU book value was higher than its value in use calculations based on a cash flow projection covering a budget for a three-year period up to December 31, 2023, and thereafter a steady growth. Therefore, an impairment was recorded. The assumptions used in the 2020 impairment valuation was: 19% discount rate, gross margin was 60%, operating margin was 7%, EBITDA margin was 11.5%, and growth rate was 0.8%. The growth rate and EBITDA margin assumptions apply only to the period beyond the budgeted period with the value in use calculation based on an extrapolation of the budgeted cash flows for year 4. |
Property, Plant and Equipment,
Property, Plant and Equipment, Net | 12 Months Ended |
Dec. 31, 2021 | |
Disclosure Of Property Plant And Equipment Text Block Abstract | |
PROPERTY, PLANT AND EQUIPMENT, NET | NOTE 8 - Computers and Furniture Vehicles Leasehold Right of use Total Cost: As of January 1, 2021 3,693 451 148 210 1,252 5,754 Additions 435 - 115 - 316 866 Disposals (619 ) (6 ) (148 ) (149 ) (41 ) (963 ) As of December 31, 2021 3,509 445 115 61 1,527 5,657 Accumulated depreciation: As of January 1, 2021 2,232 186 62 95 864 3,439 Additions 793 62 8 27 324 1,214 Disposals (575 ) (2 ) (66 ) (65 ) (41 ) (749 ) As of December 31, 2021 2,450 246 4 57 1,147 3,904 Net Book Value: As of December 31, 2021 1,059 199 111 4 380 1,753 * See also Note 15 – Leases Computers and electronic Furniture Vehicles Leasehold Right of use Total Cost: As of January 1, 2020 6,884 419 148 211 1,144 8,806 Additions 465 42 - - 264 771 Disposals (3,656 ) (10 ) - (1 ) (156 ) (3,823 ) As of December 31, 2020 3,693 451 148 210 1,252 5,754 Accumulated depreciation: As of January 1, 2020 4,625 131 38 72 459 5,325 Additions 738 59 24 23 514 1,358 Disposals (3,131 ) (4 ) - - (109 ) (3,244 ) As of December 31, 2020 2,232 186 62 95 864 3,439 Net Book Value: As of December 31, 2020 1,461 265 86 115 388 2,315 |
Loans from Major Shareholder
Loans from Major Shareholder | 12 Months Ended |
Dec. 31, 2021 | |
Disclosure of Loans From Major Shareholder [Abstract] | |
LOANs FROM MAJOR SHAREHOLDER | NOTE 9 LOANS FROM MAJOR SHAREHOLDER: In May 2018, the Company signed an agreement (the “2018 Credit Line”) to receive a short-term loan up to $3,000 from its major shareholder. The loan bore an interest rate of 10% per annum with a repayment date of April 30, 2019. The Company had the option to fully repay the loan at its own discretion during the 12 months period ended May 2019. The 2018 Credit Line was amended in October 2018, such that the aggregate amount available to the Company was $10,000. The 2018 Credit Line was unsecured, and bore multiple fixed interest rates, calculated on a linear basis from the disbursement date of each installment of the principal amounts: (i) 10% per annum for all amounts drawn until October 1, 2018, and (ii) 12% per annum for all amounts drawn as of October 1, 2018. The loan agreement was extended from repayment date April 30, 2019 to December 31, 2020 and bore an interest rate of 15% per annum, calculated on a linear basis from the disbursement date of each installment of the principal amount from April 30, 2019 up to its repayment in full accordance with the terms hereunder (the “Interest”). During 2019, part of the credit line amounted to $5,315 was converted to equity. During 2020 an additional part of the credit line was converted to equity and also paid in cash. The loan agreement was extended until December 31, 2021, so that the loan bore an interest rate of 15% per annum and the aggregate amount available to the Company during 2021was $1,000. During 2020, the Company converted an amount of $6,950 of the major shareholder’s loans to 1,559,998 ordinary shares of the Company. Those loans were converted according to the quoted share price as of the conversion date. As of December 31, 2020, the total balance of this loan was $272. During 2021 this loan balance was paid entirely in cash, As of December 31, 2021 there is no longer outstanding balance to these loans. |
Convertible Securities and Fina
Convertible Securities and Financial Liability at Fair Value | 12 Months Ended |
Dec. 31, 2021 | |
Convertible Securities Abstract | |
CONVERTIBLE SECURITIES AND FINANCIAL LIABILITY AT FAIR VALUE | NOTE 10 - A. In October and November 2018, the Company entered into a convertible securities agreement (the “Convertible Securities”) with investors (the “Noteholders”), according to which the Company issued 4,050,000 notes (face value of $ 1.1 per note) to the Noteholders for an aggregate principal amount of $4,050. The Convertible Securities matured 18 months after the issuance date and are convertible into an aggregate of 209,317 ordinary shares of the Company. Each Convertible Security is convertible into such number of ordinary shares equal to the product of the number of Convertible Securities converted and the face value of $5.5 per Convertible Security, divided by exchange rate of $0.727 and divided by the fixed conversion price of AUD 30.26 (approximately $21.99). In addition, the Company issued to the Noteholders 9,674 ordinary shares of the Company and warrants (the “Convertible Securities Warrants”) to purchase an aggregate of 51,744 ordinary shares with an exercise price of AUD 35.19 (approximately $25.58) per share, which expire on October 31, 2023. For lead manager services, the Company granted a warrant to purchase an aggregate of 13,537 ordinary shares with an exercise price of AUD 35.19 (approximately $25.58), which expire on October 31, 2023. The Convertible Securities Warrants were classified as a derivative financial liability and are re-measured each reporting date, with changes in fair value recognized in finance expense (income), net, since the exercise price is denominated in AUD and the functional currency of the Company is the USD. The Company designated upon initial recognition that the Convertible Securities be measured at fair value through profit or loss. The transaction costs for lead manager services were recorded through profit or loss and equity proportionately among the fair value of the issued securities (notes, Convertible Securities, warrants, and ordinary shares). During 2019 , redemption events occurred under the Convertible Securities agreement, as a result the Company issued 23,636 warrants and 99,532 shares. The Company recorded an expense in amount of $264. In February 2020, the Company entered into a deed of termination, settlement and release with MEF I, L.P. pursuant to which the Company agreed to pay MEF a settlement amount of $3,566 and issue to MEF ordinary shares, in full and final settlement of all amounts owing and all claims arising in connection with the Convertible Securities Agreement. Under the terms of the Deed of Termination, the Company issued the ordinary shares within five business days of execution and paid the Settlement Amount on March 31, 2020. Pursuant to the Deed of Termination, Dr. Geva the Company major shareholder Chief Executive Officer and President guaranteed the Settlement Amount to MEF. In April 2020, the final payment date was extended to May 1, 2020. The Company issued ordinary shares equivalent to $326.5 and repaid MEF an amount of $2,934 in full and final settlement of the Company’s outstanding debt to MEF. As for the rest of the investors, the Company repaid its obligation under this convertible securities agreement with cash and issue of ordinary shares. As of December 31, 2020, the Company has fulfilled all its obligations under this Convertible Securities agreement. As of December 31, 2021, and 2020 the fair value amount of those warrants was $1, and $203, respectively. B. On April 7, 2021, the Company entered into a securities purchase agreement, including convertible debentures and warrants to purchase the Company ordinary shares, with Jonathan B. Rubini (“Rubini”), pursuant to which the Company obtained a convertible loan in an aggregate amount of $600, against issuance of convertible debentures, and warrants to purchase 136,571 ordinary shares with an exercise price equal to the per share price of the Company’s ordinary shares in the Nasdaq IPO in June and an expiration date of April 2026. The debentures had a six-month term from issuance and bore interest at 10% per annum. Since the Company did not pay the debenture within the six month term and until October 7, 2021, according to the agreement, the interest rises to 12% per annum until April 2022 and then the interest rate will increase to 16% per annum until a repayment date of October 7, 2023 (“repayment date”). If the Company has not paid the principal amount as of the repayment date the conversion price shall be $0.04 per share. As of December 31, 2021, the total amount of this financial liability was $648 (including the accrued interest) and the fair value amount of above warrants were $47. C. On December 15, 2021, the Company entered into a Convertible Loan Agreement (“Lind CLA Agreement”) transaction (the “December 2021 Note “) whereby the Company entered into a securities purchase agreement relating to the purchase and sale of a senior convertible note for gross proceeds of US$5,000 with Lind Global Partners (“Lind”). The Lind CLA agreement provides for, among other things, the issuance of the December 2021 Note with a $5,800 face value, with a 24-month maturity, and a fixed conversion price of $3.50 per share (or Conversion Price) of the Company’s ordinary shares. At any time following the date that is earlier of (1) the date that is six month of the issuance date or (2) the date of effectiveness of a registration statement covering the underlying conversion shares this Note shall be convertible. The Company is required to make principal payments in 20 equal monthly installments commencing 120 days after funding (the “Repayment”). At the Company discretion, the Repayments can be made in: (i) cash; (ii) ordinary shares (after Ordinary shares are registered) (or the Repayment Shares); or a combination of both. Repayment Shares will be priced at 90% of the average of the five lowest daily VWAPs (Volume Weighted Average Price) during the 20 trading days prior to the payment date. The Company has the right to buy-back the outstanding face value of the December 2021 Note at any time with no penalty (the “Buy-Back Right”). Should the Company exercise its Buy-Back Right, Lind will have the option to convert up to 25% of the face value of the December 2021 Note at the lesser of the Conversion Price or Repayment Price (ninety percent of the average of the five lowest daily VMAPs during the twenty trading days prior to the payment date). Additionally, the December 2021 Note ranks senior to other of the Company debt. Further, the Lind CLA Agreement provides that Lind will also receive a common shares purchase warrant to purchase up to 1,146,789 Ordinary shares of the Company (the “December 2021 Warrant”). The December 2021 Warrant may be exercisable with cash payment for 60 months with an exercise price of $3.50 per Ordinary Share (subject to adjustments) and may be exercised on a cashless basis at any time after the earlier of (a) 120 days following the issuing date or (b) in the event that a registration statement covering the underlying Common Shares is not deemed effective. In addition, at any time prior to December 1, 2022, subject to the mutual agreement the parties may carry out a second closing for an additional $5,000. See Note 24.D regarding the repayment in full Lind CLA. The convertible debentures, as well as the warrants were classified as a derivative financial liability and their fair value measurement were applied using a Monte-Carlo simulation model. The main assumptions used in the valuation model were: (1) risk free rate 1.265%; (2) volatility of assets 60%; and (3) time until expiration, warrant -5 years, convertible debentures – 2 years. As of December 31, 2021, the fair value amount of this convertible note was $7,242 and the fair value amount of the warrants was $1,174. D. On December 21, 2020, the Company entered into a CLA transaction (the “CLA Transaction”), whereby the Company entered into a securities purchase agreement, including convertible debentures and warrants to purchase the Company’s ordinary shares, with Alpha Capital Anstalt (“Alpha”), pursuant to which the Company obtained a convertible loan in an aggregate amount of $350, against issuance of convertible debentures (the “December 2020 Financing Debentures”), and warrants to purchase 79, The December 2020 Financing Warrants have an exercise price per share equal to the per share price of the Company’s ordinary shares in the Nasdaq IPO in June, subject to standard adjustments and have a five-year term. As of December 31, 2020, these convertible securities amounted to $194. Alpha was also provided a right to purchase $150 additional convertible debentures on the same terms for a period of six months from the date of the CLA Transaction. On February 17, 2021, Alpha exercised the foregoing right to purchase $150 against issuance of additional convertible debentures and warrants to purchase 34,142 ordinary shares, on the same terms as the CLA Transaction. In 2020, the convertible debentures, as well as the warrants and the right to purchase additional convertible debentures were classified as a derivative financial liability and its fair value measurement was applied using a Monte-Carlo simulation model. The main assumptions used in the valuation model were: (1) risk free rate 0.12%; (2) volatility of assets 100%; and (3) time until expiration, warrant -5 years, convertible debentures – 6 months. During October 2021 the company repaid the two convertible debentures to Alpha along with the accrued interest due. As of December 31, 2021, and 2020 the fair value amount of those convertible securities was $0, and $194, respectively and the fair value amount of those warrants was $37, and $156, respectively. |
Other Accounts Payable
Other Accounts Payable | 12 Months Ended |
Dec. 31, 2021 | |
Description Of Accounting Policy For Trade And Other Payables Text Block Abstract | |
OTHER ACCOUNTS PAYABLE | NOTE 11 - OTHER ACCOUNTS PAYABLE: December 31, December 31, Employees and authorities 770 747 Contingent liability 262 - Deferred tax - 5 Others 214 366 Total 1,246 1,118 |
Long Term Loans
Long Term Loans | 12 Months Ended |
Dec. 31, 2021 | |
Disclosure Long Term Loans [Abstract] | |
LONG TERM LOANS | NOTE 12 - LONG TERM LOANS: December 31, December 31, Linked to Interest rate 2021 2020 Long term loans NIS 2.6 %* 89 - Long term loans US$ 2.1%-12 % 126 2,083 Less- Current portion (140 ) (1,635 ) Total 75 448 * Linked to the consumer price index A. During the years 2015 through 2017, the Company received several loans from Bank Mizrahi Tefahot. As of December 31, 2020, the total amount of those loans was $811. During 2021 the remaining amount of those loans was paid off. The loans were bearing interest of between 2.1%-2.8% per annum. There were no covenants for the loans in Israel. The Company’s major shareholder provided a guarantee for those Israeli loans. As of December 31, 2021, the total amount of the loans linked to NIS was $89 and represented a new loan that was taken in 2021. B. Upon G Medical Diagnostic Services Inc (“CardioStaff”) acquisition, additional long- term loans were added to the Company. The loans bear interest of between 4%-12% per annum. The maturity dates of these loans are between the years 2020-2023. The decrease in the amount as of December 31, 2021, is due to conversion of most of the loans including interest (total of $1,222) into 305,267 ordinary shares. The conversion price represented a 20% discount of the public offering price. As of December 31, 2021 and December 31, 2020, the total amount of those US loans was $126 and $1,272, respectively. C. Reconciliation of the changes in liabilities for which cash flows have been, or will be classified as financing activities in the statement of cash flows: Loans As of January 1, 2021 2,083 Changes from financing cash flows: Receipts of long-term loans 89 Conversion loans to shares (1,222 ) Repayment of loans (824 ) Total changes from financing cash flows (1,957 ) Accrued interest of long-term loans 89 As of December 31, 2021 215 Loans As of January 1, 2020 2,365 Changes from financing cash flows: Receipts of PPP loan 873 Forgiveness of PPP loan (873 ) Repayment of loans (389 ) Total changes from financing cash flows (389 ) Accrued interest of long-term loans 107 As of December 31, 2020 2,083 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2021 | |
Disclosure Of Commitments And Contingent Liabilities Text Block Abstract | |
COMMITMENTS AND CONTINGENCIES | NOTE 13 - COMMITMENTS AND CONTINGENCIES: The Israeli subsidiary’s’ entire assets and rights were pledged as a floating charge to secure bank borrowings. |
Shareholders' Equity (Deficit)
Shareholders' Equity (Deficit) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Disclosure of Shareholders Equity Deficit [Abstract] | ||
SHAREHOLDERS' EQUITY (DEFICIT) | NOTE 6 - SHAREHOLDERS' EQUITY (DEFICIT): The ordinary shares in the Company confer upon their holders the right to receive notice to participate and vote in general meetings of the Company, and the right to receive dividends, if and when declared. Number of shares(*) June 30, 2022 December 31, 2021 Unaudited Audited Authorized Issued and Authorized Issued and Ordinary shares of $0.09 par value 2,000,000,000 24,386,680 2,000,000,000 13,579,032 Warrants** 3,450,000 3,450,000 3,450,000 3,450,000 (*) See also Note 9D. (**) the Warrants will be exercisable at a price equal to $6.25 per share and for a period of five years, starting from June 2021. During the period the six months period ended June 30, 2022 the Company issued 10,807,647 ordinary shares related to: conversion of performance shares, exercise of options, payment made to a service provider, issuances for private placement investments in the Company and issuance to the Company’s CEO. See also Notes 3 and 5. In January 2022, the Company granted four series of performance shares in a total amount of 2,000,000 units to directors, officers and certain employees of the Company to be exercised upon achieving certain market capitalization of the Company. The Performance shares units will expire two years from the date of issuance. 50% of the units granted will become vested and exercisable when the company market cap reaches $75,000 (“Series E”), 16.67% of the units granted will become vested and exercisable when the company market cap reaches $100.000 (“Series F”), 16.67% of the units granted will become vested and exercisable when the company market cap reaches $125,000 (“Series G”) and 16.67% of the units granted will become vested and exercisable when the company market cap reaches $150,000 (“Series H”). In January 2022, the Company’s market value reached $75,000 and therefore Series E units were exercised to 1,000,000 ordinary shares of the Company. On January 19, 2022, the Company granted two additional series of performance shares in a total amount of 2,650,000 units to directors, officers and certain employees of the Company to be exercised upon achieving certain market capitalization of the Company. The Performance shares units will expire five years from the date of issuance. 50% of the units granted will become vested and exercisable when the company market cap reaches $175,000 (“Series I”), and the remaining 50% of the units granted will become vested and exercisable when the company market cap reaches $200,000 (“Series J”). All the incentive performance rights were valued using a Monte-Carlo based risk-neutral valuation model, which is designed to model the Company’s equity value over time. The total fair value of the performance shares, as measured on issuance date, amounted to $10,927 and the Company recorded an expense amounted to $2,418 through profit and loss in the six months period ended June 30, 2022. The key inputs that were used in the valuations of the Performance shares were: risk-free interest rate of 0.895% and expected volatility of 60% for Series E, F, G and H; and risk-free interest rate of 1.62% and expected volatility of 60% for Series I and J. In January 2022, the Company granted 150,000 warrants to two service providers which will become vested and exercisable over 3 years, as follows, 33.33% after one year and then 8.33% per quarter following the first vesting date and for a period of eight consecutive quarterly periods. The warrants have an exercise price of $3.5 per option share. The total fair value of the warrants, as measured on issuance date, amounted to $212 and the Company recorded an expense of $66 through profit and loss in the six months period ended June 30, 2022. In July 2021, the Company signed an agreement with a service provider to provide consulting services. As part of the consideration, on April 8, 2022, the Company issued to the service provider 50,000 of the Company’s ordinary shares. The Company’s share price on the date of issuance was $1.29 per share and the Company recorded an expense of $64 through profit and loss. In June 2022 the Company granted 2,225,000 share options to directors, officers and certain employees of the Company at an exercise price of $0.65 per share that will be vested after one year and shall be exercisable over 5-year term, commencing on the grant date. The total fair value of the share options, as measured on issuance date, amounted to $1,207 and the Company recorded an expense of $46 through profit and loss in the six months period ended June 30, 2022. In June 2022, the Company issued warrants to purchase 50,000 ordinary shares to a service provider with an exercise price of $2.0 per share. The warrants shall become vested and exercisable commencing two years after the grant date, and shall be exercisable over 5-year term, commencing on the grant date. The total fair value of the warrants, as measured on issuance date, amounted to $21 and the Company recorded it as an expense profit and loss in the six months period ended June 30, 2022. Share repurchase program On May 20, 2022, the Company announced that its board of directors authorized a share repurchase program to acquire up to $1 million of the Company's ordinary shares. Until June 30, 2022, the Company purchased 199,471 ordinary shares in consideration for $121. | NOTE 14 - SHAREHOLDERS’ EQUITY (DEFICIT): A. The ordinary shares in the Company entitle their holders the right to receive notice to participate and vote in general meetings of the Company and the right to receive dividends, if and when declared. Number of shares December 31, 2021 December 31, 2020* Authorized Issued and Authorized Issued and Ordinary shares of $0.09 par value 2,000,000,000 13,579,032 2,000,000,000 9,103,924 * After giving effect to the reverse stock split (see also Note 14B) B. reverse stock split: On March 25, 2021, the Company’s shareholders approved, a 1-for-5 consolidation (hereinafter referred to as a reverse stock split of 5:1) of the Company’s ordinary shares pursuant to which holders of the Company’s ordinary shares received one ordinary share for every 5 ordinary share held. All ordinary shares (issued and unissued) will be consolidated on the basis that every five ordinary shares of par value $0.018 will be consolidated into one ordinary share of par value $0.09, such that the authorized ordinary share capital of the Company following such consolidation is $180,000 divided into 2,000,000,000 ordinary shares of a par value of $0.09 each. C. In May and August 2020, the Company issued 2,061,425 shares pursuant to private placements in consideration of an aggregate of approx. $7,100 in net proceeds to the Company. D. On June 29, 2021, the Company closed its initial public offering (the “IPO”) of 3,000,000 units. Each unit consisted of one Ordinary shares and one warrant to purchase one ordinary share at a price of $5 per unit. The gross proceeds to the Company from the initial public offering were $15,000 before deducting underwriting discounts and commissions and estimated offering expenses payable by the Company. The total issuance expenses were in the amount of $2,150, only the costs in the amount of $1,583 which were attributed to the offer of new shares are deducted from equity. The Company also granted an option to the underwriter to purchase up to 450,000 additional warrants at the public offering price less the underwriting discount. The underwriters exercised the option to purchase the 450,000 warrants. The IPO warrants are immediately exercisable on the date of the issuance at an exercise price of $6.25 per ordinary share (125% of the public offering price per Unit) and will expire four years from the date of issuance. In addition, and upon the consummation of the Company’s initial public offering, the Company issued 305,267 ordinary shares upon the conversion of approximately $1,222 of outstanding debt (part of the Company’s loans) associated with the Company’s acquisition of CardioStaff in November 2017, which was calculated based upon 80% of the public offering price of $5 per unit in the initial public offering. The Company issued 1,055,555 ordinary shares at par value of $0.09 to the Company’s CEO, Dr. Yacov Geva, as part of a bonus for completing the Company’s IPO. E. On December 3, 2021, the Company entered into a development and distribution agreement with Heartbuds AK LLC. Following this agreement, the Company issued 114,286 ordinary shares (see also note 14G.6). F. The warrants that were granted to financial advisors and consultants during 2020 and 2021 are as follows: Amount Exercise price Expiration date 62,777 A$ 22.5 January 23, 2022 23,333 A$ 3.87 October 22, 2025 77,778 A$ 4.5 October 22, 2025 43,196 A$ 7.47 October 22, 2025 2,567 A$ 4.95 October 22, 2025 460,915 A$ 4.5 June 29,2030 460,915 $ 1.25 June 29,2030 210,000 $ 6.25 June 25,2026 458,716 $ 3.27 December 30, 2026 600,000 $ 3.5 December 30, 2026 250,000 $ 4 December 30, 2026 250,000 $ 5 December 30, 2026 G. Options, warrants and shares granted to employees and service providers: 1. In January 2017, the Board of Directors approved a Global Equity Incentive Plan (the “Plan”). The Plan will expire in December 2026. As of the December 31, 2021, the number of ordinary shares reserved for the exercise of options granted under the Plan is 841,066. 2. The Company and the Company’s subsidiaries employees, directors, officers, and service providers, including major shareholder are eligible to participate in this Plan and receive awards of options, share appreciation rights (“SARs”), restricted shares, restricted share units (“RSUs”), and any other share-based grant, referred to as, individually or collectively. A summary of the status of the Company’s option plan granted to employees as of December 31, 2021, and changes during the relevant period ended on that date is presented below: Year ended Year ended Year ended Number Weighted Number Weighted Number Weighted Outstanding at beginning of year 23,531 17.625 31,002 $ 18.900 36,420 $ 17.46 Exercised - - (213 ) $ 0.0009 (1,763 ) $ 0.0009 Granted 2,525,000 2.5 - - - - Forfeited and cancelled (10,146 ) 21.75 (7,258 ) $ 20.825 (3,655 ) $ 18.84 Outstanding at end of year 2,538,385 2.66 23,531 $ 17.625 31,002 $ 18.900 Exercisable options 12,708 14.14 18,037 $ 16.430 14,479 $ 16.805 * After giving effect to the reverse stock split The options to employees outstanding as of December 31, 2021, are comprised, as follows: Exercise price Outstanding as of Weighted average Exercisable as of Weighted average (years) (years) $ 0.0009 4,314 0.1 4,314 0.1 $ 21.78 7,356 1.2 6,893 1.2 $ 19.71 1,715 1.4 1,501 1.4 $ 3.27 925,000 4.7 - - $ 2.10 1,025,000 4.9 - - $ 1.98 575,000 5.0 - - 2,538,385 12,708 3. On September 5, 2021, the Board of Directors approved to issue a total of 925,000 options to Directors and management, that will become vested over a period of three years, with an expiry period of five years and an exercise price per Option of $ 3.27. 4. On November 15, 2021, the Board of Directors approved to issue a total of 1,025,000 options to Directors and management that will become vested over a period of three years with an expiry period of five years and an exercise price per Option of $ 2.1. 5. On December 23, 2021, the Board of Directors approved to issue a total of 575,000 options to Directors and management that will become vested over a period of two years with an expiry period of five years and an exercise price per Option of $ 1.98. 6. On November 30, 2021, the Company entered a joint development, licensing, and distribution agreement with Heartbuds AK, LLC. Pursuant to the joint development agreement, the company and Heartbuds will jointly develop a newer, enhanced model or generation of Heartbuds product to be included with the sale and distribution of the company’s Prisma devise (the “HB2”). On the date of the agreement, the Company issued Heartbuds 114,286 of the Company’s ordinary shares, and warrants to purchase 458,716 of the Company’s ordinary shares with an exercise price of $3.27 and expiration period of five years. From the date that the HB2 is approved by the FDA until the last day of the 18-calendar month thereafter the warrants shall vest on a pro rata basis based on the actual number of devices that Heartbuds will sell to be calculated relative to the agreed target of 20,000 devices. 7. In December 2021, the Company issued warrants to purchase 1,100,000 ordinary shares to a service provider with an exercise price ranging from $3.50 to $5.00. The warrants shall become vested and exercisable commencing one year after the grant date, and shall be exercisable over 5-year term, commencing on the grant date All the options and shares granted during 2021 to employees and service providers were valued using a Black Scholes model based, which is designed to model the Company’s equity value over time. The main assumptions used were: (1) risk-free rate: 0.78-1.27%; (2) volatility: 50%-60%; and (3) time until expiration: 5 years. 8. In 2020 the Company granted 162,544 shares to its employees and Board members, 210,807 shares to consultants, 146,874 warrants to consultants and 5,556 performance rights which were granted in 2019 vested and converted into ordinary shares. in addition, 72,040 restricted shares were granted to employees and to a consultant. 9. Performance rights: In May 2017, the Company had granted three classes of performance rights, which were approved by the Company’s shareholders, to certain officers, directors, employees and service providers as incentive securities. Such performance rights were granted pursuant to the 2016 Plan, subject to entering into a performance rights agreement. The performance rights are convertible into ordinary shares of the Company on a 1:1 basis, upon the occurrence of the following vesting milestones for each class of performance rights: ● 777,778 Class A Performance Right milestone requires an FDA approval for the Prizma device clearance within 12 months from grant date (May 2017), the Performance Rights will be expired in one year. After the Company obtained U.S. FDA clearance for its Prizma device in Sep. 2017, Class A Performance Rights were vested and converted into ordinary shares. ● 666,667 Class B Performance Rights milestone requires rolling 12 months revenues of at least $30,000, the Performance Rights will be expired in 2 years from May 2017. ● 666,667 Class C Performance Rights require cumulative EBITDA of at least $25,000, the Performance Rights will be expired in 3 years from May 2017. ● Since the Company did not meet the performance criteria, Class B and Class C, those Performance rights were forfeited. ● 5,556 Class D performance rights were granted in July 2019 and were vested and converted into ordinary shares in July 2020. From July 2020 the Company granted 111,111 ordinary shares and 744,442 with four classes of performance rights, to certain officers, directors, employees and service providers as incentive securities. The performance rights are convertible into ordinary shares of the Company on a 1:1 basis, upon the occurrence of the following vesting milestones for each class of performance rights: ● Class A incentive performance right – 55,555 incentive performance rights, which vests upon achieving a market capitalization of greater than $100,000, which will be calculated based on: i. The Company’s 20-day VWAP of ordinary shares of the Company on the ASX (adjusted by the AUD/USD exchange rate quoted on the Reserve Bank of Australia prior to the last trading day pursuant to which the Company’s VWAP of ordinary shares is being calculated); or ii. If applicable, the Company’s closing market price on a trading day on Nasdaq, (Conversion Price) multiplied by the total issued share capital of the Company. ● Class B incentive performance right – 166,666 incentive performance rights, which vests upon achieving a market capitalization of greater than $150,000. ● Class C incentive performance right – 222,222 incentive performance rights, vests upon achieving a market capitalization of greater than $200,000. ● Class D incentive performance right – 299,999 incentive performance rights, vests upon achieving a market capitalization of greater than $250,000. All the incentive performance rights were valued using a Monte-Carlo based risk-neutral valuation model, which is designed to model the Company’s equity value over time. The main assumptions used in the valuation model were: (1) risk-free rate: 0.27%; (2) volatility: 88%: (3) time until expiration: 3 years; and (4) the AUD/USD rate: 0.71245. The total fair value of the incentive performance rights amounted to $635. The total value of ordinary shares issued was $380. The Company recorded an expense amounted to $1,015 through profit and loss at grant date. In 2021, 2020 and 2019 the Company recorded an expense related to options and shares granted at the amount of $648, $2,872 and $1,562 respectively. H. On September 5, 2018, the Company entered into a Controlled Placement Agreement with Acuity Capital Investment Management Pty Ltd (“Acuity”) which provides the Company with up to AUD 10,000 thousand (approximately $7,200) of standby equity over a period of 28 months. Pursuant to the Controlled Placement Agreement, the Company issued to Acuity an option to require the Company to issue and allot, subject to prior notice, ordinary shares at an exercise price per Ordinary Share equal to the greater of (i) 90% of the VWAP of our ordinary shares traded by Acuity on ASX during a valuation period and (ii) a floor price for such valuation period, to be determined by us from time to time. Subject to the terms of the Controlled Placement Agreement, we may, at any time, terminate the Controlled Placement Agreement, following which Acuity may not require us to issue or allot any additional ordinary shares. As part of the agreement with Acuity, The Company issued to Acuity 188,888 ordinary shares to be held in collateral for no consideration. Upon the termination of the controlled placement agreement, the Company may buy back the 188,888 ordinary shares to Acuity. On April 9, 2020, the Company increased the standby equity to AUD 15,000 (approximately $9,300) and issued to Acuity additional 181,111 ordinary shares to be held in collateral for no consideration. Upon the termination of the Controlled Placement Agreement, the Company may buy back all collateral shares for no consideration. In the aggregate, during 2020, Acuity exercised its option to purchase 225,556 ordinary shares, for aggregate net proceeds of AUD 2,075 (approximately $1,348). On October 29, 2020, the Company’s shareholders approved the termination of the Controlled Placement Agreement with Acuity, the paid the amount up to the par value of those shares and the subsequent repurchase for nil consideration and cancellation of 444,444 ordinary shares previously issued to Acuity. I. Capital Commitment Agreement with GEM: In November 2019, the Company entered into the Capital Commitment Agreement with GEM Yield Fund LLC SCS and GEM Yield Bahamas Ltd (“GEM”) (the ” Capital Commitment Agreement”). The Capital Commitment Agreement secures a capital commitment of up to approximately A$30,000 over a three J. The Convertible Securities Warrants (see also Notes 10) were classified as a derivative financial liability and measured with changes in fair value recognized in finance expense (income), net. The December 2021 measurement was applied using a Monte -Carlo simulation model for Lind. The Black Scholes model was applied for all others below and the key parameters used were as follows: Fair Value Risk free Volatility Expected Expected Convertible Securities Warrants and GEM Warrants 3 1.265 % 60 % 0.06-3 years 0 % Rubini warrants 47 1.265 % 60 % 4 years 0 % Alpha Capital warrants 37 1.265 % 60 % 4 years 0 % Lind warrants 1,174 1.265 % 60 % 5 years 0 % Total derivative liabilities -warrants 1,261 |
Leases
Leases | 12 Months Ended |
Dec. 31, 2021 | |
Disclosure Of Leases Text Block Abstract | |
LEASES | NOTE 15 - LEASES: The Company has lease contracts for office facilities and motor vehicles used in its operations. Leases of office facilities generally have lease terms between 1 and 4 years, motor vehicles generally have lease terms of 3 years. The Company has several lease contracts that include extension options. These options are negotiated by management to provide flexibility in managing the leased-asset portfolio and align with the Company’s business needs. Management exercises significant judgement in determining whether these extension and termination options are reasonably certain to be exercised in assessing the lease terms. The Company also has certain leases of office facilities with lease terms of 12 months or less. The Company applies the ’short-term lease’ recognition exemption for these leases. Set out below are the carrying amounts of right-of-use assets recognized and the movements during the period: Office Motor Total At January 1, 2021 363 25 388 Additions 316 - 316 Depreciation expense (301 ) (23 ) (324 ) As at December 31, 2021 378 2 380 Set out below are the carrying amounts of lease liabilities and the movements during the period: 2021 At January 1, 2021 305 Additions 429 Accretion of interest 8 Payments (357 ) As at December 31, 2021 385 Current 119 Non-current 266 The following are the amounts recognized in profit or loss: 2021 Depreciation expense of right-of-use assets 324 Interest expense on lease liabilities 8 Total amount recognized in profit or loss 332 The Company had total cash outflows for leases of $357 in 2021, $529 in 2020 and $434 in 2019. |
Cost of Services
Cost of Services | 12 Months Ended |
Dec. 31, 2021 | |
Disclosure Of Products And Services Text Block Abstract | |
COST OF SERVICES | NOTE 16 – COST OF SERVICES: Year ended Year ended Year ended December 31, December 31, December 31, Payroll and related 1,656 1,266 2,384 Depreciation and amortization 747 1,161 835 Subcontractors 670 902 756 Freight 197 279 410 Others 220 227 317 Total 3,490 3,835 4,702 |
Research and Development Expens
Research and Development Expenses | 12 Months Ended |
Dec. 31, 2021 | |
Disclosure Of Research And Development Expense Text Block Abstract | |
RESEARCH AND DEVELOPMENT EXPENSES | NOTE 17 - RESEARCH AND DEVELOPMENT EXPENSES: Year ended Year ended Year ended December 31, December 31, December 31, Payroll and related 840 607 1,395 Subcontractors and materials 348 147 338 Share based compensation 270 344 441 Depreciation and amortization 59 85 97 Patents 55 48 86 Travel expenses - 4 55 Others 108 80 140 Total 1,680 1,315 2,552 |
Selling, General and Administra
Selling, General and Administrative Expenses | 12 Months Ended |
Dec. 31, 2021 | |
Disclosure Of General And Administrative Expense Text Block Abstract | |
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES | NOTE 18 - SELLING, GENERAL AND ADMINISTRATIVE EXPENSES: Year ended Year ended Year ended December 31, December 31, December 31, Payroll and related 4,009 2,485 2,947 Professional services 2,324 1,614 2,007 Expected credit loss 723 *296 *295 Convertible debenture transaction costs 704 - - Shares listing costs 608 - - Contingent liabilities 509 - - Depreciation and amortization 443 3,558 1,913 Insurance 396 161 - Share based compensation 378 2,978 1,006 Rent and office maintenance 314 321 379 Travel expenses 272 102 595 Others 411 137 862 Total 11,091 11,652 10,004 * Reclassified |
Loss Per Share
Loss Per Share | 12 Months Ended |
Dec. 31, 2021 | |
Loss Per Share Description Abstract | |
LOSS PER SHARE | NOTE 19 – Loss per share have been calculated using the weighted average number of shares in issue during the relevant financial periods, the weighted average number of equity shares in issue and loss for the period as follows: Year ended Year ended Year ended Loss for the year attributable to shareholders (14,758 ) (12,536 ) (15,013 ) Weighted average number of ordinary shares 11,355,848 7,352,460 4,305,555 Basic and diluted loss per share $ (1.30 ) $ (1.70 ) $ (3.49 ) * After giving effect to the reverse stock split (see also Note 14B) |
Tax on Income
Tax on Income | 12 Months Ended |
Dec. 31, 2021 | |
Disclosure Of Income Tax Text Block Abstract | |
TAX ON INCOME | NOTE 20 - TAX ON INCOME: A. Taxes on income: Cayman Islands: The Company has incorporated in the Cayman Islands and under the local current laws; the Company is not subject to corporate income tax. Israel: Israeli corporate tax rate is 23% in 2021 and 2020. United States of America: The U.S. subsidiary incorporated in 2017 and is subject to local corporate tax in the United States. As of December 31, 2021, the U.S. subsidiary has not received a final tax assessment. B. Reconciliation between the theoretical tax on the pre-tax income and the tax expense (benefit): Year ended Year ended Year ended Loss before income tax 14,891 12,706 16,366 Statutory tax rate 0 % 0 % 0 % Income tax at the statutory tax rate - - - Expenses not recognized for tax purposes - - (488 ) Recondition of deferred tax asset with were not recognized on prior periods (3 ) (18 ) (369 ) Income tax benefit (3 ) (18 ) (857 ) C. Income tax expense (benefit): Year ended Year ended Year ended December 31, December 31, December 31, Current 2 - (488 ) Deferred taxes, net (5 ) (18 ) (369 ) (3 ) (18 ) (857 ) D. Deferred tax liabilities: Deferred tax assets, net reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The Company’s deferred tax liabilities, resulting from: December 31, December 31, December 31, Deferred tax liabilities: Intangible assets - - 23 Total - - 23 E. Net losses carry forwards: As of December 31, 2021, the Israeli Company has estimated carry forward tax losses of approximately $13,540. The USA Subsidiaries have estimated carry forward tax losses of approximately $21,908. The Company did not recognize deferred tax assets relating to carry forward losses in the consolidated financial statements because their utilization in the foreseeable future is not probable. |
Related Parties
Related Parties | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Disclosure of Related Parties [Abstract] | ||
RELATED PARTIES | NOTE 5 - RELATED PARTIES AND SHAREHOLDERS: In April 2022 the Company’s CEO, Dr. Yacov Geva, committed to finance the Company's operations for the next 12 months until the end of April 2023 provided and as long as the Company’s CEO continues to be a controlling shareholder and/or the Company cannot be financed externally from any other sources and/or until a sum of $10 million be received by the Company for its operations this year, whichever is earlier. In exchange, for providing the required security, the Company allotted to the CEO two million shares and two million warrants (cashless) at the exercise price of $1.24 in addition to his ordinary salary and the options which were granted to him. The total fair value of the shares and the warrants, as measured on issuance date, amounted to $2,480 and $1,845, respectively. The Company recorded these amounts as financial expense the six months period ended June 30, 2022. See also Note 9B regarding the amended commitment. | NOTE 21 - RELATED PARTIES: The following transactions arose with related parties: Transaction Year ended Year ended Year ended Short term employee benefits * 1,825 1,182 1,181 Social benefits costs 139 118 158 Share based compensation) Management) 237 1,644 832 Share based compensation) Directors) 127 395 365 * Represent base salary, bonuses, and car allowance expenses. Liabilities to related parties: Name December 31, December 31, December 31, Key management personnel 77 604 652 Loans from major shareholder - 272 6,781 In 2018, the Company signed an agreement to receive a short-term loan from its major shareholder (See also note 9). |
Segment Reporting
Segment Reporting | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Description Of Accounting Policy For Segment Reporting Text Block Abstract | ||
SEGMENT REPORTING | NOTE 8 - SEGMENT REPORTING: The Company identified the Company’s CEO as its chief operating decision maker (“CODM”). As the Company’s CODM, the CEO receives information on a segregated basis (for review on a regularly basis) of each business unit, i.e., services and products. The consolidated financial statements present the statements of comprehensive loss revenues from each segment on a standalone basis as well as cost of sale of each segment – i.e., there are no transactions between segments. The information as presented in the consolidated financial statements is essentially the same information provided to the CODM and the same information regarding decisions about allocating resources. The Company accounts for its segment information in accordance with IFRS 8 “Segment Reporting” which establishes annual and interim reporting standards for operating segments of a Company based on the Company’s internal accounting methods. Operating segments are based upon the Company’s internal organization structure, the manner in which its operations are managed and the availability of separate financial information. In 2021, the Company operated through two operating segments: (i) products segment; and (ii) services segment. In 2022 the Company has three operating segments: (i) products segment; (ii) patient services segment; and (iii) Covid -19 testing services segment, as follows: Products: Development, manufacture and marketing of wireless diagnostic equipment for the medical industry and consumer market. Patient Services: Cardiac monitoring services of MCT, Event, Holter, Extended Holter and Pacemaker Covid -19 testing: four kinds of diagnostic tests – (i) Rapid Antigen (ii) A/B Flu, (iii) PCR test and (iv) Antibody test. In December 2021 the Company started a new business activity of COVID-19 testing in the State of California, providing its COVID-19 testing services. There are two groups of payors from which the Company seeks payment for testing services provided to patients: - US federal government’s Health Resources & Services Administration program (“HRSA”). and - Insurance companies. US federal government’s Health Resources & Services Administration program (“HRSA”) On March 22, 2022, the HRSA program stopped accepting claims for Covid-19 testing and treatment due to lack of sufficient funds. Despite requests from the Acting Director of the Office of Management and Budget and the White House Coordinator for Covid-19 Response for additional emergency funding for the uninsured program, emergency funding has not been allocated to the HRSA uninsured program as of the financial statement issuance date. If funding for the HRSA program is reinstituted in the future, the Company will submit eligible claims for reimbursement to HRSA. For the six months ended June 30, 2022, the Company recognized revenue in the amount of approximately $200 for performing tests which have been collected until March 22, 2022, from HRSA, the Company did not recognized revenue from Covid tests performed to uninsured patients after March 22, 2022 since HRSA program stopped. In case the program will be reinstituted in the future the Company will recognize this revenue on cash basis. All costs incurred in respect of tests provided under HRSA, have been fully charged to profit or loss. Insurance companies The Company has not yet recognized revenue due to the remaining uncertainty concerning the existence of enforceable contracts with the insurance companies in respect of collectability as it lacks sufficient experience with private insurance companies. For accounting purposes, since the Company did not meet the revenue recognition criteria in accordance with IFRS 15 the Company will recognize revenue on cash basis. The costs associated with such revenues during the six months period ended June 30, 2022 of approximately $2,800 were recorded as cost of services during the period. Summarized financial information by segment, based on the Company’s internal financial reporting system utilized by the Company’s CODM, is below: For the six-months period ended June 30, 2022: Products Covid-19 Services Patient Total Unaudited Revenues from external customers - 361 1,863 2,224 Segment loss 2,398 7,798 2,906 13,102 Unallocated general and administrative expenses 7,687 Finance Income, net 7,515 Loss before taxes on income 13,274 For the six-months period ended June 30, 2021: Products Patient Total Unaudited Revenues from external customers 50 2,875 2,925 Segment loss 1,528 883 2,411 Unallocated general and administrative expenses 1,862 Finance expenses, net 503 Loss before taxes on income 4,776 | NOTE 22 - SEGMENT REPORTING: The Company identified the Company’s CEO as its chief operating decision maker (“CODM”). As the Company’s CODM, the CEO receives information on a segregated basis (for review on a regularly basis) of each business unit, i.e. services and products. The consolidated financial statements present the statements of comprehensive loss revenues from each segment on a standalone basis as well as cost of sale of each segment – i.e. there are no transactions between segments. The information as presented in the consolidated financial statements is essentially the same information provided to the CODM and the same information regarding decisions about allocating resources. The Company accounts for its segment information in accordance with IFRS 8 “Segment Reporting” which establishes annual and interim reporting standards for operating segments of a Company based on the Company’s internal accounting methods. Operating segments are based upon its internal organization structure, the manner in which our operations are managed and the availability of separate financial information. In 2020, the Company operated through two operating segments: products segment and services segment. In 2021, the Company has three operating segments: products segment, Patient services segment and Covid -19 testing services segment, as follows: Products: Development, manufacture and marketing of wireless diagnostic equipment for the medical industry and consumer market. Patient Services: Cardiac monitoring services of MCT, Event, Holter, Extended Holter and Pacemaker Covid -19 testing: three kinds of diagnostic tests – (i) Rapid Antigen + A/B Flu Combo test, (ii) PCR test and (iii) Antibody test. For the year ended December 31, 2021: Products Covid-19 Patient Total Revenues from external customers 50 97 4,911 5,058 Segment loss 3,386 301 3,476 7,163 Unallocated G&A expenses 4,106 Finance expenses, net 3,622 Loss before income taxes 14,891 For the year ended December 31, 2020: Products Patient Total Revenues from external customers 41 4,859 4,900 Segment loss 4,243 4,803 9,046 Unallocated G&A expenses 3,254 Finance expenses, net 406 Loss before income taxes 12,706 For the year ended December 31, 2019: Products Patient Total Revenues from external customers 12 5,514 5,526 Segment loss 6,147 5,076 11,223 Unallocated G&A expenses 1,556 Finance expenses, net 3,587 Loss before income taxes 16,366 |
Financial Instruments and Risk
Financial Instruments and Risk Management | 12 Months Ended |
Dec. 31, 2021 | |
Disclosure Of Information About Effect Of Interest Rate Benchmark Reform On Entitys Financial Instruments And Risk Management Strategy Text Block Abstract | |
FINANCIAL INSTRUMENTS AND RISK MANAGEMENT | NOTE 23 - FINANCIAL INSTRUMENTS AND RISK MANAGEMENT: The Company is exposed to a variety of financial risks, which results from its financing, operating and investing activities. The objective of financial risk management is to contain, where appropriate, exposures in these financial risks to limit any negative impact on the Company’s financial performance and position. The Company’s financial instruments are its cash and cash equivalents, restricted deposit, trade receivables, bank loans and short-term bank credit, trade payables, loans from major shareholder, Convertible Securities, derivative liabilities and financial liability at fair value. The main purpose of these financial instruments is to finance the Company’s operation. The Company actively measures, monitors and manages its financial risk exposures by various functions pursuant to the segregation of duties and principals. The risks arising from the Company’s financial instruments are mainly credit risk, currency risk and liquidity risk. The risk management policies employed by the Company to manage these risks are discussed below. Credit risk: Credit risk arises when a failure by counterparties to discharge their obligations could reduce the amount of future cash inflows from financial assets on hand at the balance sheet date. The Company closely monitors the activities of its counterparties and controls the access to its intellectual property which enables it to ensure the prompt collection of customers’ balances. The Company’s main financial assets are cash and cash equivalents as well as restricted deposit and trade receivables that represent the Company’s maximum exposure to credit risk in connection with its financial assets. The carrying amount of financial assets represents the maximum credit exposure. The maximum exposure to credit risk at the reporting date was: December 31, December 31, Cash and Cash Equivalents 6,034 278 Restricted deposit 163 630 Trade receivables 507 717 Total 6,704 1,625 Currency risk is the risk that the value of financial instruments will fluctuate due to changes in foreign exchange rates. Currency risk arises when future commercial transactions and recognized assets and liabilities are denominated in a currency that is not the Company’s functional currency. The Company is exposed to foreign exchange risk arising from various currency exposures primarily with respect to the New Israeli Shekel, the RMB and the AUD. The Company’s policy is not to enter into any currency hedging transactions. The carrying amounts of the Company’s foreign currency denominated monetary assets and monetary liabilities at the reporting date are as follows: Assets December 31, 2021 NIS AUD RMB Total Cash and cash equivalents 116 5 35 156 Restricted deposit 10 - - 10 126 5 35 166 Liabilities NIS AUD RMB Total Trade and other payables 410 23 20 453 Loans 89 - - 89 Derivative liabilities - 3 - 3 499 26 20 545 Net (373 ) (21 ) 15 (379 ) Assets December 31, 2020 NIS AUD RMB Total Restricted deposit 10 - - 10 10 - - 10 Liabilities NIS AUD RMB Total Trade and other payables 512 147 19 678 Loans 61 - - 61 Obligation under operating leases 68 - - 68 Derivative liabilities - 203 - 203 641 350 19 1,010 Net (631 ) (350 ) (19 ) (1,000 ) Sensitivity analysis: A 10% strengthening of the United States Dollar against the following currencies would have increased (decreased) equity and the income statement by the amounts shown below. This analysis assumes that all other variables, in particular interest rates, remain constant. For a 10% weakening of the United States Dollar against the relevant currency, there would be an equal and opposite impact on the profit and other equity. December 31, December 31, Linked to NIS (373 ) (631 ) 10 % 10 % (37 ) (63 ) Linked to AUD (21 ) (350 ) 10 % 10 % (2 ) (35 ) Linked to RMB 15 (19 ) 10 % 10 % 2 (2 ) Liquidity risks: Liquidity risk is the risk that arises when the maturity of assets and the maturity of liabilities do not match. An unmatched position potentially enhances profitability but can also increase the risk of loss. The Company has procedures with the object of minimizing such loss by maintaining sufficient cash and other highly liquid current assets and by having available an adequate amount of committed credit facilities. The following tables detail the Company’s remaining contractual maturity for its financial liabilities. The tables have been drawn up based on the undiscounted cash flows of financial liabilities based on the earliest date on which the Company can be required to pay. December 31, December 31, Trade payables 2,332 4,068 Loans (see also note 12 215 2,083 Loan from major shareholder (see also note 9 - 272 Financial liability at fair value 648 - Convertible Securities (see also note 10) 7,242 194 Derivative liabilities - warrants (see also note 14G 1,261 359 Lease liabilities (see also note 15 385 305 Total 12,083 7,281 Fair value of financial instrument: Fair value measurements using input type Level 1 Level 2 Level 3 Total As of December 31, 2021 Derivative liabilities – warrants - - (1,261 ) (1,261 ) Convertible securities - - (7,242 ) (7,242 ) Total - - (8,503 ) (8,503 ) Fair value measurements using input type Level 1 Level 2 Level 3 Total As of December 31, 2020 Derivative liabilities – warrants - - (359 ) (359 ) Convertible securities - - (194 ) (194 ) Total - - (553 ) (553 ) At December 31, 2021, the fair value measurement of the warrants in the table above is related to Alpha and Rubini, was estimated using the Black Scholes model, based on a variety of significant unobservable inputs and thus represents a level 3 measurement within the fair value hierarchy including: risk-free interest rate of 1.265%, expected volatility 60%. At December 31, 2021, the fair value measurement, of the Lind convertible debentures and warrant was estimated using the Monte Carlo simulation analysis based on a variety of significant unobservable inputs and thus represents a level 3 measurement within the fair value hierarchy. The key inputs that were used in the valuation were: risk-free interest rate of 1.265%, expected volatility 60%. As of December 31, 2020, the fair value measurement of the convertible debenture and the warrant’s securities was estimated using a Monte Carlo simulation analysis, based on a variety of significant unobservable inputs a thus represent a level 3 measurement within the fair value hierarchy. The key inputs that were used in the warrants and the convertible securities as of December 31, 2020, Derivative Derivative liability - warrants as of January 1, 2020 (443 ) Issuance of financial instruments (156 ) Gain due to change in fair value of derivative liability 240 Derivative liability - warrants as of December 31, 2020 (359 ) Issuance of financial instruments (1,213 ) Gain due to change in fair value of derivative liability 311 Derivative liability - warrants as of December 31, 2021 (1,261 ) Convertible Convertible securities as of January 1, 2020 (757 ) Payments of convertible securities 966 Loss due to change in fair value of convertible securities (289 ) Convertible to shares 80 Issuance of convertible securities (194 ) Convertible securities as of December 31, 2020 (194 ) Issuance of convertible securities (4,537 ) Payments of convertible securities 536 Conversion of convertible securities to regular loan 630 Loss due to change in fair value of convertible securities (3,677 ) Convertible securities as of December 31, 2021 (see also Note 10) (7,242 ) |
Subsequent Events
Subsequent Events | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Disclosure Of Events After Reporting Period Text Block Abstract | ||
SUBSEQUENT EVENTS | NOTE 9 - SUBSEQUENT EVENTS: A. Exercise of ordinary shares purchase warrants On July 18, 2022 the Company and Armistice Capital Fund Ltd (“Armistice") entered into an agreement according which in consideration for Armistice agreeing to exercise $2.0 million of its existing warrants which equals warrants to purchase 2,380,953 of the Company’s ordinary shares at a reduced exercise price of $0.84 , the Company agreed to issue a new ordinary warrant for 9,245,239 warrant shares equal to the aggregate of (a) 2,976,192 warrant shares (125% of the 2,380,953 ordinary shares issued as a result of the Existing Warrant Exercise) and (b) the balance of 6,269,047 warrants held by Armistice in the Company whose exercise price will be reduced to $0.93. The 6,269,047 currently outstanding warrants held by Armistice will be cancelled. The 9,245,239 warrants will be initially exercisable commencing 6 months following July 18, 2022, have a term of exercise until April 20,2028 and an exercise price of $0.93. In connection with the agreement with Armistice the exercise price of 1,583,457 Ordinary Warrants held by Lind Global will be reduced to an exercise price equal to $0.93 and have a term of exercise until April 30, 2028. B. Major shareholder commitment On October 6, 2022, the major shareholder of the Company, committed to finance the Company’s operations for the next 12 months until November 30, 2023 provided and as long as the major shareholder continue to be a controlling shareholder and/or the Company cannot be financed externally from any other sources and/or until a sum of $10 million be received by the Company for its operations this year, whichever is earlier. In exchange, for providing this commitment, the controlling shareholder will be entitled to an allotment of 2.5 million shares and 2.5 million warrants (cashless) at an exercise price of $0.22 as of the day of giving this commitment. C. Private placement On October 20, 2022, G Medical Innovations Holdings Ltd. (the “Company”) entered into an agreement with Rubini in connection with a private placement investment for 2,777,777 ordinary shares, par value $0.09 per share (“Ordinary Shares”) and warrants to purchase 2,777,777 Ordinary Shares with price of $0.18 per share and associated warrant, for an aggregate consideration of $500. The warrants are exercisable at any time beginning 30 days after issuance with a term of five years from issuance. In connection with this private placement investment, Rubini and Company agreed, inter alia, to amend the applicable interest rate and conversion price adjustment date of the 10% Convertible Debenture, originally dated April 7, 2021, as amended and restated on June 1, 2022. D. Reverse stock split On November 15, 2022, the Company’s shareholders approved, a 35-for-1 consolidation (hereinafter referred to as a reverse stock split of 35:1) of the Company’s ordinary shares pursuant to which holders of the Company’s ordinary shares received one ordinary share for every 35 ordinary share held. All ordinary shares (issued and unissued) will be consolidated on the basis that every 35 ordinary shares of par value $0.09 will be consolidated into one ordinary share of par value $3.15, such that the authorized ordinary share capital of the Company following such consolidation is $315,000,000 divided into 100,000,000 ordinary shares of a par value of $3.15 each. The Company’s shareholders also approved an increase in the Company's share capital by 42,857,143 ordinary shares such that the Company's total authorized share capital will be 100,000,000 ordinary shares going forward. Following is a table which presents the loss per share before the change. Loss per share have been calculated using the weighted average number of shares in issue during the relevant financial periods, the weighted average number of equity shares in issue and loss for the period as follows: For the For the Loss for the year attributable to shareholders (13,021 ) (4,694 ) Weighted average number of ordinary shares 18,005,932 9,224,389 Basic loss per share in USD $ (0.72 ) $ (0.51 ) | NOTE 24 - SUBSEQUENT EVENTS: A. Ordinary shares granted to private placement On January 30, 2022, the Company entered into a securities purchase agreement to issue, in a private placement, 2,420,000 ordinary shares (or pre-funded warrants in lieu thereof) and warrants to purchase up to an aggregate of 2,420,000 ordinary shares, at a purchase price of $5.00 per ordinary share (or pre-funded warrant) and associated warrant, for gross proceeds to the Company of approximately $10 million, after deducting placement agent fees and other offering expenses payable by the Company. The warrants have an exercise price of $5.00 per ordinary share and are exercisable immediately upon issuance, and will have a term of five years from the date of issuance. Part of the proceeds was used to repay $2.4 million in cash on a $5.8 million face value of the convertible loan issued to Lind Partners in accordance with the terms of the agreement. B. list of potential customers acquired On February 28, 2022, the Company acquired a list of potential customers from a variety of different organizations that would allow the expansion of COVID-19 tests in the US, for a total consideration of $ 5.2 million in cash. Currently the Company has paid $1.2 million and the rest will be paid based on certain milestones. C. Incentive performance shares units granted to directors, officers, and employees: On January 12 and January 19, 2022, the Company granted performance shares units to directors, officers and certain employees of the Company, to be exercised upon achieving certain market capitalization of the Company. D. Ordinary shares granted to private placement: On April 18, 2022, the Company entered into a definitive agreement with an institutional investor to purchase 5,000,000 ordinary shares (or ordinary shares equivalents) in a private placement. The Company will also issue to the investor warrants to purchase up to an aggregate of 6,250,000 ordinary shares. The purchase price for one ordinary share and one warrant to purchase one ordinary share is $1.50. The warrants have an exercise price of $1.50 per ordinary share, will be immediately exercisable, and will expire five years from issuance. The gross proceeds from the private placement are expected to be $7.5 million before deducting placement agent fees and other offering expenses. The Company intends to use the net proceeds from the offering for the repayment of existing debt and working capital purposes. The private placement was closed on April 20, 2022. On April 18, 2022, the Company entered into an amendment (the “Amendment”) with the holder of its warrants (the “February Warrants”) to purchase up to an aggregate of 2,400,000 Ordinary Shares, with a purchase price of $5.00 per Ordinary Share. The February Warrants were issued pursuant to a securities purchase agreement dated January 30, 2021. The Amendment modified the purchase price per Ordinary Share of the February Warrants to $1.50. As a result of the Prior SPA, on April 20, 2022, Lind Global Fund II LP (“Lind Global”) exercised its right of participation, and the Company entered into a definitive securities purchase agreement with Lind Global (the “Lind SPA”) for the issuance, in a private placement, of an aggregate of 333,334 ordinary shares par value $0.09 per share (each, an “Ordinary Share”) and warrants (or the “Ordinary Warrants”) to purchase up to an aggregate of 416,668 Ordinary Shares, at a purchase price of $1.50 per Ordinary Share and associated warrant (the “Offering”), for gross proceeds of approximately $500,000. In addition, the Company has repaid Lind Global $3,380,000 as repayment in full of that certain senior convertible note dated December 15, 2021. E. Major shareholder commitment On April 28, 2022, the major shareholder of the Company, committed to finance the Company’s operations for the next 12 months until the end of April 2023 provided and as long as, the major shareholder continue to be a controlling shareholder and/or the Company cannot be finance externally from any other sources and/or until a sum of $10 million be received by the Company for its operations this year, whichever is earlier. In exchange, for providing the required security, the controlling shareholder be entitled to an allotment of 2 million shares and 2 million warrants (cashless) at the exercise price of $1.24. |
Significant Events and Transact
Significant Events and Transactions in the Period | 6 Months Ended |
Jun. 30, 2022 | |
Significant Events and Transactions in the Period [abstract] | |
SIGNIFICANT EVENTS AND TRANSACTIONS IN THE PERIOD | NOTE 3 – SIGNIFICANT EVENTS AND TRANSACTIONS IN THE PERIOD: (1) In January 2022, the Company entered into a definitive securities purchase agreement with an institutional investor for the issuance, in a private placement, of an aggregate of 2,400,000 ordinary shares par value $0.09 per share or pre-funded warrants and warrants (or the “Ordinary Warrants”) to purchase up to an aggregate of 2,400,000 ordinary shares, at a purchase price of $5.00 per ordinary share (or pre-funded warrant) and associated warrant. The gross proceeds to the Company from this private placement were $12,000. The Ordinary Warrants have an exercise price of $5.00 per share, were exercisable immediately upon issuance and will have a term of five (5) years. The pre-funded warrants, and the associated Ordinary Warrant, were sold at a price of $5.00 each, including the pre-funded warrant exercise price of $0.0001 per ordinary share. The pre-funded warrants were exercisable at any time after the date of issuance upon payment of the exercise price. The Ordinary Warrants and the pre-funded warrants were classified as a derivative financial liability. The initial fair value of the Ordinary Warrants and of the pre-funded warrants at issuance was $4,944 and $3,440, respectively and transaction costs were $1,993 that were paid in cash and additional cost of $248 representing the fair value of 120,000 warrants granted to the placement agent for such private placement. The Company remeasured the Ordinary Warrants fair value at June 30, 2022 as $827 and the change in fair value was recorded in the Condensed Statement of Operations. The Company remeasured the pre-funded warrants fair value at March 25, 2022 (date of exercise) as $1,152 and the change in fair value was recorded in the Condensed Statement of Operations. All of the pre-funded warrants were exercised on March 25, 2022, and 800,000 ordinary shares were issued in consideration for $0.0001 per share. As a result of the above, Lind Global Fund II LP (“Lind Global”) exercised its right of participation (See also note 3(5)), and the Company entered into a definitive securities purchase agreement with Lind Global (the “Lind SPA”) for the issuance, in a private placement, of an aggregate of 20,000 ordinary shares par value $0.09 per share and Ordinary Warrants to purchase up to an aggregate of 20,000 ordinary shares, at a purchase price of $5.00 per ordinary share and associated warrant. The terms of the Lind SPA are substantially similar to the terms of the aforementioned securities purchase agreement, and the terms of the Ordinary Warrants issued pursuant to the Lind SPA are substantially similar to the terms of the warrants issued pursuant to the aforementioned securities purchase agreement. The warrants were classified as a derivative financial and the initial fair value of the warrants at issuance was $83. The Company remeasured the warrants fair value at June 30, 2022 as $10 and the change in fair value was recorded in the Condensed Statement of Operations. (2) In April 2022, the Company entered into a definitive securities purchase agreement with an institutional investor for the issuance, in a private placement, of an aggregate of 5,000,000 ordinary shares par value $0.09 per share or pre-funded warrants and warrants (or the “Ordinary Warrants”) to purchase up to an aggregate of 6,250,000 ordinary shares, at a purchase price of $1.50 per ordinary share (or pre-funded warrant) and associated warrants. The gross proceeds to the Company from this private placement were $7,500. The Ordinary Warrants have an exercise price of $1.50 per share, were exercisable immediately upon issuance and will have a term of five (5) years. The pre-funded warrants, and the associated Ordinary Warrant, were sold at a price of $1.50 each, including the pre-funded warrant exercise price of $0.0001 per ordinary share. The pre-funded warrants were exercisable at any time after the date of issuance upon payment of the exercise price. The Ordinary Warrants and the pre-funded warrants were classified as a derivative financial liability. The initial fair value of the Ordinary Warrants and of the pre-funded warrants at issuance was $4,489 and $3,160, respectively and transaction costs were $680 that were paid in cash and additional cost of $254 representing the fair value of 250,000 warrants granted to the underwriters. The Company remeasured the Ordinary Warrants fair value at June 30, 2022 as $2,217 and the change in fair value was recorded in the Condensed Statement of Operations. The Company remeasured the pre-funded warrants fair value at June 17, 2022 (date of exercise) as $2,112 and the change in fair value was recorded in the Condensed Statement of Operations. All of the pre-funded warrants were exercised on June 17, 2022 and 3,200,000 ordinary shares were issued in consideration for $0.0001 per share. (3) In April 2022, the Company entered into an Amendment with the holder of its warrants, as mentioned in Note 3(1), to purchase up to an aggregate of 2,400,000 ordinary shares, with a purchase price of $5.00 per ordinary Share. The February Warrants were issued pursuant to a securities purchase agreement dated January 30, 2021. The Amendment modified the exercise price per ordinary share of the February Warrants to $1.50. As a result of the Prior SPA as mentioned above, on April 20, 2022, Lind Global Fund II LP (“Lind Global”) exercised its right of participation, and the Company entered into a definitive securities purchase agreement with Lind Global (the “Lind SPA”) for the issuance, in a private placement, of an aggregate of 333,334 ordinary shares par value $0.09 per share and warrants (or the “Ordinary Warrants”) to purchase up to an aggregate of 416,668 ordinary shares, at a purchase price of $1.50 per ordinary share and associated warrant. The warrants were classified as a derivative financial liability and the initial fair value of the warrants at issuance was $350. The Company remeasured the warrants fair value at June 30, 2022 as $211 and the change in fair value was recorded in the Condensed Statement of Operations. The terms of the Lind SPA are substantially similar to the terms of the aforementioned securities purchase agreement, and the terms of the Ordinary Warrants issued pursuant to the Lind SPA are substantially similar to the terms of the warrants issued pursuant to the aforementioned securities purchase agreement. Also, certain warrants to purchase an aggregate of 20,000 ordinary shares of the Company that were issued to Lind Global in February 2022 have been amended to have a reduced exercise price of $1.50 per ordinary share. (4) In April 2021, the Company entered into a securities purchase agreement, including convertible debentures and warrants to purchase the Company’s ordinary shares, with Jonathan B. Rubini (“Rubini”), pursuant to which the Company obtained a convertible loan in an aggregate amount of $600, against issuance of convertible debentures, and warrants to purchase 136,571 ordinary shares with an exercise price equal to the per share price of the Company’s ordinary shares in the Nasdaq IPO in June 2021 and an expiration date of April 2026. The debentures had a six-month term from issuance and bore interest at 10% per annum. Since the Company did not pay the debenture within the six months term and until October 7, 2021, according to the agreement, the interest rises to 12% per annum until April 2022 and then the interest rate will increase to 16% per annum until a repayment date of October 7, 2023 (“repayment date”). If the Company has not paid the principal amount as of the repayment date the conversion price shall be $0.04 per share. As of December 31, 2021, the total amount of this financial liability was $648 (including the accrued interest) and the fair value amount of above warrants were $47. In June 2022, the Company and Rubini signed an amended and restated convertible debenture which amended the terms of the original convertible debenture agreement signed on April 7, 2021. According to the amended and restated agreement the Company promised to pay Rubini the principal sum of $600 on October 7, 2022 (the “Maturity Date”) which is a one year extension from the maturity date set forth in the original debenture. The Company shall pay interest to the holder on the aggregate unconverted and then outstanding principal amount of this debenture at the rate of 10% per annum, payable on the maturity date and thereafter subject to increase. In the event the Company has not paid the principal amount of this debenture and all accrued but unpaid interest in full as of the maturity date then the interest shall increase to 12% per annum until April 7, 2023 and then the interest rate will increase to 16% per annum untilpaid in full. If the Company has not paid the principal amount as of the repayment date the conversion price shall be $0.04 per share. See also Note 9C. Since the amendment of this convertible debenture was considered to be non-substantial, the Company accounted for it as an adjustment to the existing liability. The amended convertible debenture is now measured at amortized cost using the effective interest method and as of June 30, 2022, the total amount of this convertible debenture liability was $692. (5) In December 2021, the Company entered into a Convertible Loan Agreement (“Lind CLA Agreement”) transaction (the “December 2021 Note”) whereby the Company entered into a securities purchase agreement relating to the purchase and sale of a senior convertible note for gross proceeds of US$5,000 with Lind Global Partners (“Lind”). The Lind CLA agreement provides for, among other things, the issuance of the December 2021 Note with a $5,800 face value, with a 24-month maturity, and a fixed conversion price of $3.50 per share (or Conversion Price) of the Company’s ordinary shares. At any time following the date that is earlier of (1) the date that is six month of the issuance date or (2) the date of effectiveness of a registration statement covering the underlying conversion shares this Note shall be convertible. The Company is required to make principal payments in 20 equal monthly instalments commencing 120 days after funding (the “Repayment”). At the Company discretion, the repayments can be made in: (i) cash; (ii) ordinary shares (after ordinary shares are registered) (or the Repayment Shares); or a combination of both. Repayment Shares will be priced at 90% of the average of the five lowest daily VWAPs (Volume Weighted Average Price) during the 20 trading days prior to the payment date. The Company has the right to buy-back the outstanding face value of the December 2021 Note at any time with no penalty (the “Buy-Back Right”). Should the Company exercise its Buy-Back Right, Lind will have the option to convert up to 25% of the face value of the December 2021 Note at the lesser of the Conversion Price or Repayment Price (ninety percent of the average of the five lowest daily VMAPs during the twenty trading days prior to the payment date). Additionally, the December 2021 Note ranks senior to other of the Company debt. Further, the Lind CLA Agreement provides that Lind will also receive a common shares purchase warrant to purchase up to 1,146,789 ordinary shares of the Company (the “December 2021 Warrant”). The December 2021 Warrant may be exercisable with cash payment for 60 months with an exercise price of $3.50 per ordinary share (subject to adjustments) and may be exercised on a cashless basis at any time after the earlier of (a) 120 days following the issuing date or (b) in the event that a registration statement covering the underlying Common Shares is not deemed effective. In addition, at any time prior to December 1, 2022, subject to the mutual agreement the parties may carry out a second closing for an additional $5,000. Lind was also granted a 12-month right to participate in a future financing. The convertible debentures, as well as the warrants were classified as a derivative financial liability and their fair value measurement were applied using a Monte-Carlo simulation model. The main assumptions used in the valuation model were: (1) risk free rate 1.265%; (2) volatility of assets 60%; and (3) time until expiration, warrant -5 years, convertible debentures – 2 years. As of December 31, 2021, the fair value amount of this convertible note was $7,242 and the fair value amount of the warrants was $1,174. The Company has repaid in full the convertible loan in two instalments, an amount of $2.5 million was repaid in February 2022 and the remaining balance was repaid in April 2022 and as part of the April 2022 private issuance described above. Following the April 18, 2022, securities purchase agreement the warrants to purchase an aggregate of 1,146,789 ordinary share of the Company that were issued to Lind Global in December 2021 have been amended to have a reduced exercise price of $1.50 per ordinary share. See also Note 3(3). (5) On March 1, 2022, the Company announced that the Company’s wholly-owned subsidiary, G Medical Tests and Services, Inc., expanded its COVID-19 testing services to additional locations in California and through the Company’s acquisition of a list of potential customers from a variety of different organizations that would allow the expansion of COVID-19 tests in the US for a total of $5.2 million to be paid in milestones. In February 2022, the Company paid $1.2 million in connection with this transaction. Since such date, the milestones set forth under that arrangement have not been met by the counter party for that arrangement causing the termination of the arrangement. (6) The Company has lease contracts for office facilities, Lab and motor vehicles used in its operations. Leases of office facilities generally have lease terms between 1 and 4 years, motor vehicles generally have lease terms of 3 years. The Company has several lease contracts that include extension options. These options are negotiated by management to provide flexibility in managing the leased-asset portfolio and align with the Company’s business needs. Management exercises significant judgement in determining whether these extension and termination options are reasonably certain to be exercised in assessing the lease terms. The Company also has certain leases of office facilities with lease terms of 12 months or less. The Company applies the ‘short-term lease’ recognition exemption for these leases. During the period the Company entered into two new lease agreements in Newhall and Irvine, California, both for a period of three years, that had been presented as part of a right-of-use asset – property, plant and equipment. (7) On June 1, 2022, the Company furnished a report of Foreign Private Issuer on Form 6-K with the U.S. Securities and Exchange Commission to announce its belief, as of such date, that it was in current compliance with Nasdaq’s $2.5 million Shareholders’ Equity Requirement based on completing a series of transactions as described therein. As of the date of these financial statements, the Company is no longer in compliance with Nasdaq’s $2.5 million Shareholders’ Equity Requirement and the Company expects it will receive a notice from Nasdaq regarding non-compliance with relevant Nasdaq listing rules. |
Fair Value Measurement
Fair Value Measurement | 6 Months Ended |
Jun. 30, 2022 | |
Fair Value Measurement [abstract] | |
FAIR VALUE MEASUREMENT | NOTE 7 - FAIR VALUE MEASUREMENT: The following table sets out the Company's liabilities that are measured at fair value in the financial statements: Fair value measurements using input type June 30, 2022 (Unaudited) Level 1 Level 2 Level 3 Total Derivative liability - warrants - - (3,883 ) (3,883 ) Fair value measurements using input type December 31, 2021 Level 1 Level 2 Level 3 Total Derivative liability - warrants - - (1,261 ) (1,261 ) Convertible debenture - - (7,242 ) (7,242 ) As of June 30, 2022, the fair value measurement of the warrant’s securities in the table above, was estimated using either a Monte Carlo simulation analysis or Black & Scholes model based on a variety of significant unobservable inputs and thus represent a level 3 measurement within the fair value hierarchy. The key inputs that were used in the valuation were: risk-free interest rate of 3.0% and expected volatility of 96%. The following tables describes the change in the Company's liabilities that are measured at level 3 in the financial statements: Derivative Derivative liability - warrants as of December 31, 2021 (1,261 ) Issuance of financial instruments (16,467 ) Exercise of pre-funded warrants 3,264 Change in fair value 10,581 Derivative liability - warrants as of June 30, 2022 (3,883 ) Convertible Convertible debenture as of December 31, 2021 (7,242 ) Payments of convertible securities 5,921 Gain due to change in fair value of convertible debenture 1,321 Convertible debenture as of June 30, 2022 - |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Accounting Policies [Abstract] | ||
Basis of preparation | Basis of preparation These interim condensed consolidated financial statements have been prepared in accordance with International Accounting Standards (the “IAS”) 34 Interim Financial Reporting. They do not include all disclosures that would otherwise be required in a complete set of financial statements and should be read in conjunction with the 2021 annual consolidated financial statements. The Company has applied the same accounting policies and methods of computation in its interim consolidated financial statements as in its 2021 annual consolidated financial statements. | A. Basis of preparation These consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (“IASB”). The consolidated financial statements have been prepared under the historical cost convention except for certain financial liabilities, which are measured at fair value until conversion. The Company has elected to present the consolidated statement of comprehensive loss using the function of expense method. |
Basis of consolidation | B. Basis of consolidation Where the Company has control over an investee, it is classified as a subsidiary. The Company controls an investee if all three of the following elements are present: power over the investee, exposure to variable returns from the investee, and the ability of the investor to use its power to affect those variable returns. Control is reassessed whenever facts and circumstances indicate that there may be a change in any of these elements of control. The consolidated financial statements present the results of the Company and its subsidiaries as if they formed a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full. | |
Organizational Structure | C. Organizational Structure The consolidated financial statements of the Company include the accounts of the Company and the following subsidiaries: Entity name State incorporated Percent ownership G Medical Innovations Holdings Ltd. Cayman Islands Parent Company G Medical Innovations Ltd. Israel 100% G Medical Innovations Asia Ltd. Hong Kong 100% G Medical Innovations UK Ltd. United Kingdom 100% - G Medical Innovations Asia Ltd. Guangzhou Yimei Innovative Medical Science and Technology Co., Ltd. China 70% - G Medical Innovations Asia Ltd G Medical Innovations MK Ltd. Macedonia 100% G Medical Innovations USA Inc. USA 100% G Medical Diagnostic Services, Inc. (Formerly CardioStaff Diagnostic Services Inc) USA 100% - G Medical Innovations USA Inc. Telerhythmics, LLC USA 100% - G Medical Innovations USA Inc. G Medical Tests and Services, Inc* USA 100% - G Medical Innovations USA Inc. G Medical Lab Services, Inc** USA 80% - G Medical Innovations USA Inc. G Medical Mobile Health Solution, Inc (non-active) USA 100% - G Medical Innovations USA Inc. * In December 2021 the Company started a new business activity of COVID-19 Testing operating in the State of California, under G Medical Tests and Services, Inc a wholly owned subsidiary of G Medical Innovations USA Inc. ** In December 2021, G Medical Lab Services, Inc. was established as a subsidiary of G Medical Tests and Services, Inc, which holds 80% of its share capital. The Company provides laboratory testing services as part of the Company COVID-19 testing in the United States. As of December 31, 2021, the Company has not yet started its operations. The consolidated financial statements incorporate the results of business combinations using the acquisition method. In the statement of financial position, the acquirer’s identifiable assets, liabilities and contingent liabilities are initially recognized at their fair values at the acquisition date. The results of acquired operations are included in the consolidated statement of comprehensive loss from the date on which control is obtained. They are deconsolidated from the date on which control ceases. The goodwill represents the excess of the costs of a business combination over the interest in the fair value of identifiable assets, liabilities and contingent liabilities acquired. Cost of a business combination are comprised of the fair values of assets given, liabilities assumed and equity instruments issued. Any costs of acquisition are charged to profit or loss. The Company recognizes any non-controlling interest in its acquisitions on an acquisition-by-acquisition basis, either at fair value or at the non-controlling interest’s proportionate share of the recognized amounts of acquirer’s identifiable net assets. | |
Transaction with Non-controlling interests | D. Transaction with Non-controlling interests Transactions with non-controlling interests that do not result in loss of control is accounted for as equity transactions – that is, as transactions with the owners in their capacity as owners. The difference between fair value of any consideration paid and the relevant share acquired of the carrying value of net assets of the subsidiary is recorded in equity. Gains or losses on disposals to non-controlling interests are also recorded in equity. | |
Use of estimates and assumptions in the preparation of the consolidated financial statements | E. Use of estimates and assumptions in the preparation of the consolidated financial statements The preparation of consolidated financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the dates of the financial statements and the reported amounts of revenues and expenses during the reporting periods. By their nature, these estimates are subject to measurement uncertainty and are reviewed periodically and adjustments, if necessary, are made in the year which they are identified. Actual results could differ from those estimates. The Company uses estimates that affect the reported amounts regarding derivative liabilities – warrants, convertible securities and share based compensation (See also Note 3). | |
Non-controlling interests | F. Non-controlling interests Total comprehensive loss of non-wholly owned subsidiaries is attributed to owners of the parent and to the non-controlling interests in proportion to their relative ownership interests. | |
Foreign currency | G. Foreign currency The financial statements are prepared in U.S. Dollars (the functional currency). Transactions and balances in foreign currencies are converted into U.S. Dollars in accordance with the principles set forth by International Accounting Standard (IAS) 21 “The Effects of Changes in Foreign Exchange Rates”. Accordingly, transactions and balances have been converted as follows: ● Monetary assets and liabilities – at the rate of exchange applicable at the consolidated statements of financial position date. ● Exchange gains and losses from the aforementioned conversion are recognized in the statement of comprehensive loss. ● Expense items – at exchange rates applicable as of the date of recognition of those items. ● Non-monetary items are converted at the rate of exchange used to convert the related consolidated statements of financial position items, i.e., at the time of the transaction. | |
Cash and cash equivalents | H. Cash and cash equivalents Cash equivalents are considered by the Company to be highly liquid investments, including, short-term deposits with banks and the maturity of which do not exceed three months at the time of deposit, and which are not restricted. | |
Restricted deposit | I. Restricted deposit Restricted deposit is considered by the Company to be deposits with banks which are used mainly as a security for guarantees provided against payable payments in advance. | |
Research and development | J. Research and development Research costs are expensed as incurred. Development expenditures on an individual project are recognized as an intangible asset when the Company can demonstrate: ● The product is technically and commercially feasible. ● The Company intend to complete the product so that it will be available for use or sale. ● The Company has the ability to use the product or sell it. ● The Company has the technical, financial and other resources to complete the development and to use or sell the product. ● The Company can demonstrate the probability that the product will generate future economic benefits. ● The Company is able to measure reliability the expenditure attributable to the product during the development. During the years 2021 and 2020 the Company did not meet the above criteria therefore all the development costs have been recognized as expenses. | |
Goodwill | K. Goodwill Goodwill is recognized as an intangible asset with any impairment in carrying value being charged to the statement of comprehensive loss . The goodwill is not systematically amortized and the Company reviews goodwill for impairment once a year, or more frequently if events or changes to circumstances indicated that there is an impairment. The Goodwill was allocated to the services cash generating unit (“CGU”) . During the year 2020 the Company recognized a goodwill impairment in the amount of $2,844. During the year 2021 there was no impairment. | |
Intangible assets | L. Intangible assets Acquired intangible assets are measured on initial recognition at cost including directly attributable costs. Intangible assets acquired in a business combination are measured on initial recognition at fair value. Intangible assets with a finite useful life are amortized over their useful life and reviewed for impairment whenever there is an indication that the assets may be impaired. The amortization period and the amortization method for an intangible asset are reviewed at least at each year end. | |
Leases | M. Leases The Company applied the following practical expedients when applying IFRS 16 (January 1, 2019) to leases previously classified as operating leases: ● Applied a single discount rate to a portfolio of leases with reasonably similar characteristics. ● Applied the exemption not to recognize right-of-use assets and liabilities for leases with less than 12 months of lease term remaining as of the date of initial application and do not contain a purchase option. ● Applied the practical expedient provided by the standard to recognize right-of-use assets equal to the lease liability upon initial application. Under IFRS 16, the Company recognizes right-of-use assets and lease liabilities for most leases. Right-of-use assets: The Company recognizes right-of-use assets at the commencement date of the lease (i.e., the date the underlying asset is available for use). Right-of-use assets are measured at cost, less any accumulated depreciation and any accumulated impairment losses, and adjusted for any re-measurement of lease liabilities. The cost of right-of-use assets comprises the amount of the initial measurement of the lease liability; lease payments made at or before the commencement date less any lease incentives received; and initial direct costs incurred. The recognized right-of-use assets are depreciated on a straight-line basis over the shorter of its estimated useful life and the lease term. Right-of-use assets are subject to impairment. The right-of-use assets are presented within property, plant and equipment. Lease liabilities: At the commencement date of the lease, the Company recognizes lease liabilities measured at the present value of lease payments to be made over the lease term. The lease payments include fixed payments (including in substance fixed payments) less any lease incentives receivable, variable lease payments that depend on an index or a rate, and amounts expected to be paid under residual value guarantees. The lease payments also include the exercise price of a purchase option that is reasonably certain to be exercised by the Company and payments of penalties for terminating a lease, if the lease term reflects the Company exercising the option to terminate. The variable lease payments that do not depend on an index or a rate are recognized as expense in the period on which the event or condition that triggers the payment occurs. Lease term: The term of a lease is determined as the non-cancellable period for which a lessee has the right to use an underlying asset, together with periods covered by an option to extend the lease if the lessee is reasonably certain to exercise that option periods. | |
Earnings per share | N. Earnings per share Basic and diluted earnings per share is calculated as net loss attributable to the shareholders of the Company, divided by the weighted average number of ordinary shares in circulation during the year. | |
Government grant | O. Government grant Government grants are not recognized before there is reasonable assurance that the Company would comply with the conditions attached and that the grants would be accepted. When entitlement to a government grant is created as compensation for expenses or losses already incurred or in order to provide immediate support to the Company without any future reference costs, the Company recognized the grant in profit or loss during the period in which entitlement to the grant was created. In cases other than the above, government grants have been recognized in profit or loss on a systematic basis over periods that the Company recognizes costs that are referred to as expenses for which the grants are intended to provide compensation. Grants relating to the expense were recorded in the statement of comprehensive loss less the related expenses. In April 2020, under the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”) in the United States the U.S subsidiary signed an agreement with Small Business Administration (“SBA”) receive a loan according to the Paycheck Protection Program (“PPP”) in the amount of approximately $900 from Bank of America. According to the terms of the PPP loan, the payments were deferred for six months from the funding date and no collateral or personal guarantees are required. The PPP loan had a maturity of two years and bore an interest rate of 1%. A borrower can apply for forgiveness once all loan proceeds for which the borrower is requesting forgiveness have been used. The Company applied for forgiveness for the PPP loan. The PPP loan was accounted for as a deduction from wage expenses in 2020 and not as a loan liability since all conditions for waiver were met as of December 31, 2020. On April 3, 2021, the Company received approval for a full forgiveness from the SBA and the loan was fully paid from SBA to Bank of America. | |
Provisions | P. Provisions Provisions are recognized when the Company has a legal or constructive obligation, as a result of past events, for which it is probable that an outflow of economic benefits will result and that outflow can be reliably measured. Provisions are measured using the best estimate of the amounts required to settle the obligation at the end of the reporting period. | |
Fair value measurement | Q. Fair value measurement Fair value 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 measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either: 1. In the principal market for the asset or liability, or 2. In the absence of a principal market, in the most advantageous market for the asset or liability. The principal or the most advantageous market must be accessible to the Company. The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market participants act in their economic best interest. A fair value measurement of a non-financial asset takes into account a market participant’s ability to generate economic benefits by using the asset in its highest and best use or by selling it to another market participant that would use the asset in its highest and best use. The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximizing the use of relevant observable inputs and minimizing the use of unobservable inputs. Classification of fair value hierarchy The financial instruments presented in the statement of financial position at fair value are grouped into classes with similar characteristics using the following fair value hierarchy which is determined based on the source of input used in measuring fair value: Level 1 - Quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2 - Inputs other than quoted prices included within Level 1 that are observable either directly or indirectly. Level 3 - Inputs that are not based on observable market data (valuation techniques which use inputs that are not based on observable market data). | |
Financial instruments | R. Financial instruments Financial assets The Company classifies its financial assets into the following category, based on the business model for managing the financial asset and its contractual cash flow characteristics. The Company’s accounting policy for the relevant category is as follows: Amortized cost: These assets arise principally from the services rendered to customers (e.g. trade receivables), but also incorporate other types of financial assets where the objective is to hold these assets in order to collect contractual cash flows and the contractual cash flows are solely payments of principal and interest. They are initially recognized at fair value plus transaction costs that are directly attributable to their acquisition or issue and are subsequently carried at amortized cost using the effective interest rate method, less provision for impairment. Impairment provisions for trade receivables are recognized based on the simplified approach within IFRS 9 using a provision matrix in the determination of the lifetime expected credit losses. During this process the probability of the non-payment of the trade receivables is assessed. This probability is then multiplied by the amount of the expected loss arising from default to determine the lifetime expected credit loss for the trade receivables. For trade receivables, which are reported net, such provisions are recorded in a separate provision account with the loss being recognized within general and administrative expenses in the consolidated statements of comprehensive income. On assessment that the trade receivable will not be collectable, the gross carrying value of the asset is written off against the associated provision. Financial liabilities The Company’s accounting policy for its financial liabilities is as follows: Fair value through profit or loss: This category comprises of Convertible securities and warrants which are carried in the consolidated statement of financial position at fair value with changes in fair value recognized in the consolidated statement of comprehensive income. The treatment of the changes in the credit risk of those items were designated for being recognized in other comprehensive income. Amortized cost: Other financial liabilities include bank borrowings, loans from banks, trade payables, loans from major shareholders, leases and financial liability are initially recognized at fair value less any transaction costs directly attributable to the issue of the instrument. Such liabilities are subsequently measured at amortized cost using the effective interest method, which ensures that any interest expense over the period is at a constant interest rate on the balance of the liability carried in the statement of financial position. Interest expense in this context includes initial transaction costs, as well as any interest or coupon payable while the liability is outstanding. De-recognition Financial assets - The Company derecognizes a financial asset when the contractual rights to the cash flows from the financial asset expire or it transfers the rights to receive the contractual cash flows. Financial Liabilities - The Company derecognizes a financial liability when its contractual obligations are discharged or cancelled or expire. Impairment of financial assets Expected credit losses (“ECL”) and their measurement: In order to manage the credit risks associated with customer receivables, the Company aims to secure certain financial guarantees prior to entering into business relationship with its customers. To this end, the Company has developed a four-level matrix, which is based on past experience and historical data along with projections of the future into consideration, in order to group the ECL: 1. Receivable from sale of products – prepayment by credit card on the Company’s website. 2. Receivables from Medicare and Medicaid Services (“CMS”) – reimbursement, which the Company receives per the relevant Current Procedural Terminology (“CPT”) code rate for the services rendered to the patient covered by CMS. 3. Receivables from contracted third-party payors – the Company has negotiated amounts for its monitoring services provided to patients covered by commercial healthcare insurance carriers. 4. Receivables from non-contracted payors - non-contracted commercial and government insurance carriers often reimburse out of network rates provided for under the relevant CPT codes on a case rate basis. The transaction price is based on an average of the Company’s historical collection experience, and it is reviewed quarterly. ECL are measured as the unbiased probability-weighted present value of all cash shortfalls over the expected life of each financial asset. For receivables from services, ECL are mainly calculated with a statistical model using three major risk parameters: probability of default, loss given default, and exposure at default. The estimation of these risk parameters incorporates all available relevant information, not only historical and current loss data, but also reasonable and supportable forward-looking information reflected by the future expectation factors. This information includes macroeconomic factors (e.g., gross domestic product growth, unemployment rate, cost performance index) and forecasts of future economic conditions. For receivables from services, these forecasts are performed using a scenario analysis (base case, adverse, and optimistic scenarios). The expected credit loss for customer receivables is measured using the simplified method in accordance with IFRS 9, which requires estimation of the life-time expected credit loss for trade receivables. As of December 31, 2021 and December 31, 2020, ECL for trade and other account receivables were $464 and $405 respectively. Definition of default, including reasons for selecting the definition For the contracted and CMS portfolios, the Company has historical experience of collecting substantially most of the negotiated contractual rates and determined at contract inception that these customers, and or their related third-party payor that pays the Company on their behalf, have the intention and ability to pay the promised consideration. As such, the Company is not providing an implicit price concession but, rather, have chosen to accept the risk of default, and adjustments to the transaction price are recorded as bad debt expense. For non-contracted portfolios, the Company is providing an implicit price concession because the Company does not have a contract with the underlying payor, the result of which requires us to estimate transaction price based on historical cash collections utilizing the expected value method. Subsequent adjustments to the transaction price are recorded as an adjustment to revenue and not as an expense. Write-off policy The Company writes off its financial assets if any of the following occur: ● Inability to locate the debtor. ● Discharge of the debt in a bankruptcy. ● It is determined that the efforts to collect the debt are no longer cost effective given the size of receivable. ● Open debts over 18 months. The collections department must comply with the collection efforts outlined in the policy to collect on delinquent customer accounts before any write-offs are made. | |
Impairment of non-financial assets | S. Impairment of non-financial assets Goodwill and other intangible assets that have an indefinite useful life are not subject to amortization and are tested annually for impairment, or more frequently if events or changes in circumstances indicate that they might be impaired. Other non-financial assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognized for the amount by which the asset’s carrying amount exceeds its recoverable amount. Recoverable amount is the higher of an asset’s fair value less costs of disposal and value-in-use. The value-in-use is the present value of the estimated future cash flows relating to the asset using a pre-tax discount rate specific to the asset or cash-generating unit to which the asset belongs. Assets that do not have independent cash flows are grouped together to form a cash-generating unit. A cash-generating unit is the smallest group of assets that independently generates cash flow and whose cash flow is largely independent of the cash flows generated by other assets. | |
Property, plant and equipment | T. Property, plant, and equipment Items of property, plant, and equipment are initially recognized at cost. Cost includes directly attributable costs and the estimated present value of any future costs of dismantling and removing items. Depreciation is computed by the straight-line method, based on the estimated useful lives of the assets, as follows: Estimated useful lives Computers and electronic equipment 3 Furniture and equipment 7 Vehicles 6-7 Leasehold Improvement 3-7 | |
Revenue recognition | U. Revenue recognition Service revenue The Company’s revenue is generated primarily from providing cardiac monitoring services. Revenue is recognized when the Company satisfies a performance obligation by transferring service to a customer, and collectability of the contract consideration is probable. The Company’s revenue is measured based on consideration specified in the contract with each customer. Revenue is only recognized if it is highly probable that a subsequent change in its estimate would not result in a significant revenue reversal. The Company provides cardiac services using four types of monitors: Mobile Cardiac Telemetry (“MCT”), Event extended Holter, Holter, and Prizma device’s RPM of vital signs. The Company’s services consist of the delivery of reports containing analysis of data captured by the physical device to the prescribing physician and the revenue is recognized upon the delivery of the customer’s report. Billings for services reimbursed by third party payers, including Medicare and Medicaid, are recorded as revenue net of contractual allowances. Contractual allowances are estimated based on historical collections by CPT code for specific payers or class of payers and represent the difference between the list price (the billing rate) and the reimbursement rate for each payer. The Company services are provided through an independent diagnostic testing facility model which allows the Company to bill Medicare, Medicaid, or one of the third-party healthcare insurers directly for services provided. The Company also receives reimbursement directly from patients through co-pays and self-pay arrangements. A summary of the payment arrangements with payers is as follows: ● CMS (Centers for Medicare & Medicaid Services) - the Company receive reimbursement per the relevant CPT (Current Procedural Terminology) code rate for the services rendered to the patient covered by CMS. ● Contracted third-party payers – the Company has negotiated amounts for its monitoring services provided to patients covered by commercial healthcare insurance carriers. ● Non-contracted payers - non-contracted commercial and government insurance carriers often reimburse out of network rates provided for under the relevant CPT codes on a case rate basis. The transaction price is based on an average of the Company’s historical collection experience, and it is reviewed quarterly. For the contracted and CMS portfolios the Company has historical experience of collecting most of the negotiated contractual rates and determined at contract inception that these customers, and or their related third-party payer that pays the Company on their behalf, have the intention and ability to pay the promised consideration. As such, the Company is not providing an implicit price concession but, rather, have chosen to accept the risk of default, and adjustments to the transaction price are recorded as bad debt expense. For non-contracted portfolios, the Company is providing an implicit price concession because the Company does not have a contract with the underlying payer, the result of which requires us to estimate transaction price based on historical cash collections utilizing the expected value method. Subsequent adjustments to the transaction price are recorded as an adjustment to revenue and not as bad debt expense. ● COVID-19 testing - the Company recognizes revenues on an accrual basis when the COVID-19 test was completed in the laboratory. Sale of devices Sales of products consist of revenue from the sale of Prizma Medical Smartphone Case. The Company recognizes revenue at the amount to which it expects to be entitled when control of the products or services is transferred to its customers. Control is generally transferred when the Company has a present right to payment and title and the significant risks and rewards of ownership of products are transferred to its customers. There is limited judgement needed in identifying the point control passes: once physical delivery of the products to the agreed location has occurred, the Company no longer has physical possession, the Company usually will have a present right to payment (as a single payment on delivery) and retains none of the significant risks and rewards of the goods in question. For most of the Company’s products sales, control transfers when products are shipped. | |
Changes in accounting policies | V. Changes in accounting policies New standards, interpretations and amendments not yet effective. There are several standards, amendments to standards, and interpretations, which have been issued by the IASB that are effective in future accounting periods that the Company has decided not to adopt early. The Company does not expect any other standards issued by the IASB, but not yet effective, to have a material impact on the Company. The following amendments are effective for the period beginning January 1, 2022: ● Annual Improvements to IFRS Standards 2018-2020 (Amendments to IFRS 1, IFRS 9, IFRS16 and IAS 41); and ● References to Conceptual Framework (Amendments to IFRS 3). The following amendments are effective for the period beginning 1 January 2023: ● Disclosure of Accounting Policies (Amendments to IAS 1 and IFRS Practice Statement 2); and ● Definition of Accounting Estimates (Amendments to IAS 8). In January 2020, the IASB issued amendments to IAS 1, which clarify the criteria used to determine whether liabilities are classified as current or non-current. These amendments clarify that current or non-current classification is based on whether an entity has a right at the end of the reporting period to defer settlement of the liability for at least twelve months after the reporting period. The amendments also clarify that ’settlement’ includes the transfer of cash, goods, services, or equity instruments unless the obligation to transfer equity instruments arises from a conversion feature classified as an equity instrument separately from the liability component of a compound financial instrument. The amendments were originally effective for annual reporting periods beginning on or after January 1, 2022. However, in May 2020, the effective date was deferred to annual reporting periods beginning on or after 1 January 2023. In response to feedback and enquiries from stakeholders, in December 2020, the IFRS Interpretations Committee (“IFRIC”) issued a Tentative Agenda Decision, analyzing the applicability of the amendments to three scenarios. However, given the comments received and concerns raised on some aspects of the amendments, in April 2021, IFRIC decided not to finalize the agenda decision and referred the matter to the IASB. In its June 2021 meeting, the IASB tentatively decided to amend the requirements of IAS 1 with respect to the classification of liabilities subject to conditions and disclosure of information about such conditions and to defer the effective date of the 2020 amendment by at least one year. In November 2021, the IASB published the Exposure Draft Non-current Liabilities with Covenants (proposed amendments to IAS 1). The Exposure Draft aims to improve the information an entity provides when its right to defer settlement of a liability for at least twelve months is subject to compliance with conditions, in addition to addressing concerns about the classification of such a liability as current or non-current. The Company is currently assessing the impact of these new accounting standards and amendments. The Company will assess the impact of the final amendments to IAS 1 on classification of its liabilities once those are issued by the IASB. The Company does not believe that the amendments to IAS 1, in their present form, will have a significant impact on the classification of its liabilities. | |
Inventories | W. Inventories Inventories are initially recognized at cost, and subsequently at the lower of cost and net realizable value. Cost comprises all costs of purchase, costs of conversion and other costs incurred in bringing the inventories to their present location and condition. Weighted average cost is used to determine the cost of ordinarily interchangeable items. A provision is made to reduce excess and obsolete inventories to net realizable value. | |
Post-employment benefits | X. Post-employment benefits One of the Company subsidiaries, has a post-employment benefits plan, The plan is financed by contributions to insurance companies and classified as defined contribution plans. The Company has contributed for all of its employee’s contribution plans pursuant to Section 14 to the Severance Pay Law which the Company pays fixed contributions and will have no legal or constructive obligation to pay further contributions if the fund does not hold sufficient amounts to pay all employee benefits relating to employee service in the current and prior periods. |
Significant Accounting Polici_2
Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Disclosure Of Significant Accounting Policies Text Block Abstract | |
Schedule of consolidated financial statements | Entity name State incorporated Percent ownership G Medical Innovations Holdings Ltd. Cayman Islands Parent Company G Medical Innovations Ltd. Israel 100% G Medical Innovations Asia Ltd. Hong Kong 100% G Medical Innovations UK Ltd. United Kingdom 100% - G Medical Innovations Asia Ltd. Guangzhou Yimei Innovative Medical Science and Technology Co., Ltd. China 70% - G Medical Innovations Asia Ltd G Medical Innovations MK Ltd. Macedonia 100% G Medical Innovations USA Inc. USA 100% G Medical Diagnostic Services, Inc. (Formerly CardioStaff Diagnostic Services Inc) USA 100% - G Medical Innovations USA Inc. Telerhythmics, LLC USA 100% - G Medical Innovations USA Inc. G Medical Tests and Services, Inc* USA 100% - G Medical Innovations USA Inc. G Medical Lab Services, Inc** USA 80% - G Medical Innovations USA Inc. G Medical Mobile Health Solution, Inc (non-active) USA 100% - G Medical Innovations USA Inc. * In December 2021 the Company started a new business activity of COVID-19 Testing operating in the State of California, under G Medical Tests and Services, Inc a wholly owned subsidiary of G Medical Innovations USA Inc. ** In December 2021, G Medical Lab Services, Inc. was established as a subsidiary of G Medical Tests and Services, Inc, which holds 80% of its share capital. The Company provides laboratory testing services as part of the Company COVID-19 testing in the United States. As of December 31, 2021, the Company has not yet started its operations. |
Schedule of estimated useful lives | Estimated useful lives Computers and electronic equipment 3 Furniture and equipment 7 Vehicles 6-7 Leasehold Improvement 3-7 |
Inventories (Tables)
Inventories (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Disclosure Of Inventories Text Block Abstract | ||
Schedule of inventories | June 30, December 31, Raw materials 1,590 116 Finished goods 748 239 Total $ 2,338 $ 355 | December 31, December 31, Raw materials 116 79 Finish goods 239 11 Total 355 90 |
Trade Receivables, Net (Tables)
Trade Receivables, Net (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Disclosure Of Trade And Other Receivables Text Block Abstract | |
Schedule of trade receivables net | December 31, December 31, Customers 971 1,122 Less expected credit loss (464 ) (405 ) Total 507 717 |
Other Accounts Receivable (Tabl
Other Accounts Receivable (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Other Accounts Receivable Abstract | |
Schedule of other accounts receivable | December 31, December 31, Prepaid expenses 1,033 722 Institutions 331 386 Advances to suppliers 194 128 other 147 184 Total other accounts receivable 1,705 1,420 Less long-term portion of prepaid expenses (213 ) - Total current other accounts receivable 1,492 1,420 |
Goodwill (Tables)
Goodwill (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Disclosure Of Goodwill Text Block Abstract | |
Schedule of goodwill | December 31, December 31, Balance at the beginning of the year - 2,844 Impairment - (2,844 ) Balance at the end of the year - - |
Property, Plant and Equipment_2
Property, Plant and Equipment, Net (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Disclosure Of Property Plant And Equipment Text Block Abstract | |
Schedule of property, plant and equipment, net | Computers and Furniture Vehicles Leasehold Right of use Total Cost: As of January 1, 2021 3,693 451 148 210 1,252 5,754 Additions 435 - 115 - 316 866 Disposals (619 ) (6 ) (148 ) (149 ) (41 ) (963 ) As of December 31, 2021 3,509 445 115 61 1,527 5,657 Accumulated depreciation: As of January 1, 2021 2,232 186 62 95 864 3,439 Additions 793 62 8 27 324 1,214 Disposals (575 ) (2 ) (66 ) (65 ) (41 ) (749 ) As of December 31, 2021 2,450 246 4 57 1,147 3,904 Net Book Value: As of December 31, 2021 1,059 199 111 4 380 1,753 * See also Note 15 – Leases Computers and electronic Furniture Vehicles Leasehold Right of use Total Cost: As of January 1, 2020 6,884 419 148 211 1,144 8,806 Additions 465 42 - - 264 771 Disposals (3,656 ) (10 ) - (1 ) (156 ) (3,823 ) As of December 31, 2020 3,693 451 148 210 1,252 5,754 Accumulated depreciation: As of January 1, 2020 4,625 131 38 72 459 5,325 Additions 738 59 24 23 514 1,358 Disposals (3,131 ) (4 ) - - (109 ) (3,244 ) As of December 31, 2020 2,232 186 62 95 864 3,439 Net Book Value: As of December 31, 2020 1,461 265 86 115 388 2,315 |
Other Accounts Payable (Tables)
Other Accounts Payable (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Description Of Accounting Policy For Trade And Other Payables Text Block Abstract | |
Schedule of other accounts payable | December 31, December 31, Employees and authorities 770 747 Contingent liability 262 - Deferred tax - 5 Others 214 366 Total 1,246 1,118 |
Long Term Loans (Tables)
Long Term Loans (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Long Term Loans [Abstract] | |
Schedule of long term loans | December 31, December 31, Linked to Interest rate 2021 2020 Long term loans NIS 2.6 %* 89 - Long term loans US$ 2.1%-12 % 126 2,083 Less- Current portion (140 ) (1,635 ) Total 75 448 * Linked to the consumer price index |
Schedule of financing activities in the statement of cash flows | Loans As of January 1, 2021 2,083 Changes from financing cash flows: Receipts of long-term loans 89 Conversion loans to shares (1,222 ) Repayment of loans (824 ) Total changes from financing cash flows (1,957 ) Accrued interest of long-term loans 89 As of December 31, 2021 215 Loans As of January 1, 2020 2,365 Changes from financing cash flows: Receipts of PPP loan 873 Forgiveness of PPP loan (873 ) Repayment of loans (389 ) Total changes from financing cash flows (389 ) Accrued interest of long-term loans 107 As of December 31, 2020 2,083 |
Shareholders' Equity (Deficit)
Shareholders' Equity (Deficit) (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Disclosure of Shareholders Equity Deficit [Abstract] | ||
Schedule of holders the right to receive dividends | Number of shares(*) June 30, 2022 December 31, 2021 Unaudited Audited Authorized Issued and Authorized Issued and Ordinary shares of $0.09 par value 2,000,000,000 24,386,680 2,000,000,000 13,579,032 Warrants** 3,450,000 3,450,000 3,450,000 3,450,000 (*) See also Note 9D. (**) the Warrants will be exercisable at a price equal to $6.25 per share and for a period of five years, starting from June 2021. | Number of shares December 31, 2021 December 31, 2020* Authorized Issued and Authorized Issued and Ordinary shares of $0.09 par value 2,000,000,000 13,579,032 2,000,000,000 9,103,924 * After giving effect to the reverse stock split (see also Note 14B) |
Schedule of warrants granted to financial advisors and consultants | Amount Exercise price Expiration date 62,777 A$ 22.5 January 23, 2022 23,333 A$ 3.87 October 22, 2025 77,778 A$ 4.5 October 22, 2025 43,196 A$ 7.47 October 22, 2025 2,567 A$ 4.95 October 22, 2025 460,915 A$ 4.5 June 29,2030 460,915 $ 1.25 June 29,2030 210,000 $ 6.25 June 25,2026 458,716 $ 3.27 December 30, 2026 600,000 $ 3.5 December 30, 2026 250,000 $ 4 December 30, 2026 250,000 $ 5 December 30, 2026 | |
Schedule of option plan granted to employees | Year ended Year ended Year ended Number Weighted Number Weighted Number Weighted Outstanding at beginning of year 23,531 17.625 31,002 $ 18.900 36,420 $ 17.46 Exercised - - (213 ) $ 0.0009 (1,763 ) $ 0.0009 Granted 2,525,000 2.5 - - - - Forfeited and cancelled (10,146 ) 21.75 (7,258 ) $ 20.825 (3,655 ) $ 18.84 Outstanding at end of year 2,538,385 2.66 23,531 $ 17.625 31,002 $ 18.900 Exercisable options 12,708 14.14 18,037 $ 16.430 14,479 $ 16.805 * After giving effect to the reverse stock split | |
Schedule of options to employees outstanding | Exercise price Outstanding as of Weighted average Exercisable as of Weighted average (years) (years) $ 0.0009 4,314 0.1 4,314 0.1 $ 21.78 7,356 1.2 6,893 1.2 $ 19.71 1,715 1.4 1,501 1.4 $ 3.27 925,000 4.7 - - $ 2.10 1,025,000 4.9 - - $ 1.98 575,000 5.0 - - 2,538,385 12,708 | |
Schedule of measurement applied using Mont -Carlo simulation model | Fair Value Risk free Volatility Expected Expected Convertible Securities Warrants and GEM Warrants 3 1.265 % 60 % 0.06-3 years 0 % Rubini warrants 47 1.265 % 60 % 4 years 0 % Alpha Capital warrants 37 1.265 % 60 % 4 years 0 % Lind warrants 1,174 1.265 % 60 % 5 years 0 % Total derivative liabilities -warrants 1,261 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Disclosure Of Leases Text Block Abstract | |
Schedule of carrying amounts of right-of-use assets recognized and the movements | Office Motor Total At January 1, 2021 363 25 388 Additions 316 - 316 Depreciation expense (301 ) (23 ) (324 ) As at December 31, 2021 378 2 380 |
Schedule of carrying amounts of lease liabilities and the movements | 2021 At January 1, 2021 305 Additions 429 Accretion of interest 8 Payments (357 ) As at December 31, 2021 385 Current 119 Non-current 266 |
Schedule of amounts recognized in profit or loss | 2021 Depreciation expense of right-of-use assets 324 Interest expense on lease liabilities 8 Total amount recognized in profit or loss 332 |
Cost of Services (Tables)
Cost of Services (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Disclosure Of Products And Services Text Block Abstract | |
Schedule of cost of services | Year ended Year ended Year ended December 31, December 31, December 31, Payroll and related 1,656 1,266 2,384 Depreciation and amortization 747 1,161 835 Subcontractors 670 902 756 Freight 197 279 410 Others 220 227 317 Total 3,490 3,835 4,702 |
Research and Development Expe_2
Research and Development Expenses (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Disclosure Of Research And Development Expense Text Block Abstract | |
Schedule of research and development expenses | Year ended Year ended Year ended December 31, December 31, December 31, Payroll and related 840 607 1,395 Subcontractors and materials 348 147 338 Share based compensation 270 344 441 Depreciation and amortization 59 85 97 Patents 55 48 86 Travel expenses - 4 55 Others 108 80 140 Total 1,680 1,315 2,552 |
Selling, General and Administ_2
Selling, General and Administrative Expenses (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Disclosure Of General And Administrative Expense Text Block Abstract | |
Schedule of selling, general and administrative expenses | Year ended Year ended Year ended December 31, December 31, December 31, Payroll and related 4,009 2,485 2,947 Professional services 2,324 1,614 2,007 Expected credit loss 723 *296 *295 Convertible debenture transaction costs 704 - - Shares listing costs 608 - - Contingent liabilities 509 - - Depreciation and amortization 443 3,558 1,913 Insurance 396 161 - Share based compensation 378 2,978 1,006 Rent and office maintenance 314 321 379 Travel expenses 272 102 595 Others 411 137 862 Total 11,091 11,652 10,004 * Reclassified |
Loss Per Share (Tables)
Loss Per Share (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Loss Per Share Description Abstract | |
Schedule of loss per share have been calculated using the weighted average number of shares in issue during the relevant financial periods | Year ended Year ended Year ended Loss for the year attributable to shareholders (14,758 ) (12,536 ) (15,013 ) Weighted average number of ordinary shares 11,355,848 7,352,460 4,305,555 Basic and diluted loss per share $ (1.30 ) $ (1.70 ) $ (3.49 ) * After giving effect to the reverse stock split (see also Note 14B) |
Tax on Income (Tables)
Tax on Income (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Disclosure Of Income Tax Text Block Abstract | |
Schedule of theoretical tax on the pre-tax income and the tax expense | Year ended Year ended Year ended Loss before income tax 14,891 12,706 16,366 Statutory tax rate 0 % 0 % 0 % Income tax at the statutory tax rate - - - Expenses not recognized for tax purposes - - (488 ) Recondition of deferred tax asset with were not recognized on prior periods (3 ) (18 ) (369 ) Income tax benefit (3 ) (18 ) (857 ) |
Schedule of income tax expense (benefit) | Year ended Year ended Year ended December 31, December 31, December 31, Current 2 - (488 ) Deferred taxes, net (5 ) (18 ) (369 ) (3 ) (18 ) (857 ) |
Schedule of the company’s deferred tax liabilities | December 31, December 31, December 31, Deferred tax liabilities: Intangible assets - - 23 Total - - 23 |
Related Parties (Tables)
Related Parties (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Related Parties [Abstract] | |
Schedule of transactions arose with related parties | Transaction Year ended Year ended Year ended Short term employee benefits * 1,825 1,182 1,181 Social benefits costs 139 118 158 Share based compensation) Management) 237 1,644 832 Share based compensation) Directors) 127 395 365 * Represent base salary, bonuses, and car allowance expenses. |
Schedule of liabilities to related parties | Name December 31, December 31, December 31, Key management personnel 77 604 652 Loans from major shareholder - 272 6,781 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Description Of Accounting Policy For Segment Reporting Text Block Abstract | ||
Schedule of company’s internal financial reporting system | Products Covid-19 Services Patient Total Unaudited Revenues from external customers - 361 1,863 2,224 Segment loss 2,398 7,798 2,906 13,102 Unallocated general and administrative expenses 7,687 Finance Income, net 7,515 Loss before taxes on income 13,274 Products Patient Total Unaudited Revenues from external customers 50 2,875 2,925 Segment loss 1,528 883 2,411 Unallocated general and administrative expenses 1,862 Finance expenses, net 503 Loss before taxes on income 4,776 | Products Covid-19 Patient Total Revenues from external customers 50 97 4,911 5,058 Segment loss 3,386 301 3,476 7,163 Unallocated G&A expenses 4,106 Finance expenses, net 3,622 Loss before income taxes 14,891 Products Patient Total Revenues from external customers 41 4,859 4,900 Segment loss 4,243 4,803 9,046 Unallocated G&A expenses 3,254 Finance expenses, net 406 Loss before income taxes 12,706 Products Patient Total Revenues from external customers 12 5,514 5,526 Segment loss 6,147 5,076 11,223 Unallocated G&A expenses 1,556 Finance expenses, net 3,587 Loss before income taxes 16,366 |
Financial Instruments and Ris_2
Financial Instruments and Risk Management (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Disclosure Of Information About Effect Of Interest Rate Benchmark Reform On Entitys Financial Instruments And Risk Management Strategy Text Block Abstract | |
Schedule of carrying amount of financial assets represents the maximum credit exposure | December 31, December 31, Cash and Cash Equivalents 6,034 278 Restricted deposit 163 630 Trade receivables 507 717 Total 6,704 1,625 |
Schedule of company’s foreign currency denominated monetary assets and monetary liabilities | Assets December 31, 2021 NIS AUD RMB Total Cash and cash equivalents 116 5 35 156 Restricted deposit 10 - - 10 126 5 35 166 Liabilities NIS AUD RMB Total Trade and other payables 410 23 20 453 Loans 89 - - 89 Derivative liabilities - 3 - 3 499 26 20 545 Net (373 ) (21 ) 15 (379 ) Assets December 31, 2020 NIS AUD RMB Total Restricted deposit 10 - - 10 10 - - 10 Liabilities NIS AUD RMB Total Trade and other payables 512 147 19 678 Loans 61 - - 61 Obligation under operating leases 68 - - 68 Derivative liabilities - 203 - 203 641 350 19 1,010 Net (631 ) (350 ) (19 ) (1,000 ) |
Schedule of sensitivity analysis | December 31, December 31, Linked to NIS (373 ) (631 ) 10 % 10 % (37 ) (63 ) Linked to AUD (21 ) (350 ) 10 % 10 % (2 ) (35 ) Linked to RMB 15 (19 ) 10 % 10 % 2 (2 ) |
Schedule of liquidity risks | December 31, December 31, Trade payables 2,332 4,068 Loans (see also note 12 215 2,083 Loan from major shareholder (see also note 9 - 272 Financial liability at fair value 648 - Convertible Securities (see also note 10) 7,242 194 Derivative liabilities - warrants (see also note 14G 1,261 359 Lease liabilities (see also note 15 385 305 Total 12,083 7,281 |
Schedule of fair value of financial instrument | Fair value measurements using input type Level 1 Level 2 Level 3 Total As of December 31, 2021 Derivative liabilities – warrants - - (1,261 ) (1,261 ) Convertible securities - - (7,242 ) (7,242 ) Total - - (8,503 ) (8,503 ) Fair value measurements using input type Level 1 Level 2 Level 3 Total As of December 31, 2020 Derivative liabilities – warrants - - (359 ) (359 ) Convertible securities - - (194 ) (194 ) Total - - (553 ) (553 ) |
Schedule of derivative liability | Derivative Derivative liability - warrants as of January 1, 2020 (443 ) Issuance of financial instruments (156 ) Gain due to change in fair value of derivative liability 240 Derivative liability - warrants as of December 31, 2020 (359 ) Issuance of financial instruments (1,213 ) Gain due to change in fair value of derivative liability 311 Derivative liability - warrants as of December 31, 2021 (1,261 ) |
Schedule of convertible securities | Convertible Convertible securities as of January 1, 2020 (757 ) Payments of convertible securities 966 Loss due to change in fair value of convertible securities (289 ) Convertible to shares 80 Issuance of convertible securities (194 ) Convertible securities as of December 31, 2020 (194 ) Issuance of convertible securities (4,537 ) Payments of convertible securities 536 Conversion of convertible securities to regular loan 630 Loss due to change in fair value of convertible securities (3,677 ) Convertible securities as of December 31, 2021 (see also Note 10) (7,242 ) |
Subsequent Events (Tables)
Subsequent Events (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Disclosure Of Events After Reporting Period Text Block Abstract | |
Schedule of weighted average number of equity shares in issue and loss | For the For the Loss for the year attributable to shareholders (13,021 ) (4,694 ) Weighted average number of ordinary shares 18,005,932 9,224,389 Basic loss per share in USD $ (0.72 ) $ (0.51 ) |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Fair Value Measurement [abstract] | |
Schedule of liabilities that are measured at fair value in the financial statements | Fair value measurements using input type June 30, 2022 (Unaudited) Level 1 Level 2 Level 3 Total Derivative liability - warrants - - (3,883 ) (3,883 ) Fair value measurements using input type December 31, 2021 Level 1 Level 2 Level 3 Total Derivative liability - warrants - - (1,261 ) (1,261 ) Convertible debenture - - (7,242 ) (7,242 ) |
Schedule of liabilities that are measured at level 3 in the financial statements | Derivative Derivative liability - warrants as of December 31, 2021 (1,261 ) Issuance of financial instruments (16,467 ) Exercise of pre-funded warrants 3,264 Change in fair value 10,581 Derivative liability - warrants as of June 30, 2022 (3,883 ) Convertible Convertible debenture as of December 31, 2021 (7,242 ) Payments of convertible securities 5,921 Gain due to change in fair value of convertible debenture 1,321 Convertible debenture as of June 30, 2022 - |
Description of Business (Detail
Description of Business (Details) - USD ($) $ in Thousands | 1 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Apr. 30, 2020 | ||
Description of Business (Details) [Line Items] | |||||||
Initial public offering description | In June 2021, the Company succeeded to close its initial public offering of 3,000,000 units, each unit consisting of one ordinary share and one warrant to purchase one ordinary share of the Company for gross proceeds of approximately $15,000 before deducting underwriting discounts and commissions and other offering-related expenses in the amount of $2,150. | ||||||
Issues of cost amount | $ 1,583 | ||||||
Net loss | $ 13,287 | $ 4,771 | $ 14,888 | $ 12,688 | |||
Accumulated deficit | $ (103,655) | $ (90,634) | [1] | $ (75,876) | |||
Loans received | $ 900 | ||||||
Warrants [Member] | |||||||
Description of Business (Details) [Line Items] | |||||||
Initial public offering description | In June 2021, the Company closed its initial public offering of 3,000,000 units, each unit consisting of one ordinary share and one warrant to purchase one ordinary share of the Company for gross proceeds of approximately $15,000 before deducting underwriting discounts and commissions and other offering-related expenses in the amount of $2,150. | ||||||
[1] The December 31, 2021, balances were derived from the Company’s audited annual financial statements. |
Significant Accounting Polici_3
Significant Accounting Policies (Details) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | |
Apr. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | |
Significant Accounting Policies (Details) [Line Items] | |||
Recognized goodwill impairment amount | $ 2,844 | ||
Amount of paycheck protection program | $ 900 | ||
Interest rate | 1% | ||
Other account receivables | $ 464 | $ 405 | |
G Medical Tests and Services, Inc [Member] | |||
Significant Accounting Policies (Details) [Line Items] | |||
Hold share capital percentage | 80% |
Significant Accounting Polici_4
Significant Accounting Policies (Details) - Schedule of consolidated financial statements | 12 Months Ended | |
Dec. 31, 2021 | ||
G Medical Innovations Holdings Ltd. [Member] | ||
Significant Accounting Policies (Details) - Schedule of consolidated financial statements [Line Items] | ||
State incorporated | Cayman Islands | |
Percent ownership | Parent Company | |
G Medical Innovations Ltd. [Member] | ||
Significant Accounting Policies (Details) - Schedule of consolidated financial statements [Line Items] | ||
State incorporated | Israel | |
Percent ownership | 100% | |
G Medical Innovations Asia Ltd. [Member] | ||
Significant Accounting Policies (Details) - Schedule of consolidated financial statements [Line Items] | ||
State incorporated | Hong Kong | |
Percent ownership | 100% | |
G Medical Innovations UK Ltd. [Member] | ||
Significant Accounting Policies (Details) - Schedule of consolidated financial statements [Line Items] | ||
State incorporated | United Kingdom | |
Percent ownership | 100% - G Medical Innovations Asia Ltd. | |
Guangzhou Yimei Innovative Medical Science and Technology Co., Ltd. [Member] | ||
Significant Accounting Policies (Details) - Schedule of consolidated financial statements [Line Items] | ||
State incorporated | China | |
Percent ownership | 70% - G Medical Innovations Asia Ltd | |
G Medical Innovations MK Ltd. [Member] | ||
Significant Accounting Policies (Details) - Schedule of consolidated financial statements [Line Items] | ||
State incorporated | Macedonia | |
Percent ownership | 100% | |
G Medical Innovations USA Inc. [Member] | ||
Significant Accounting Policies (Details) - Schedule of consolidated financial statements [Line Items] | ||
State incorporated | USA | |
Percent ownership | 100% | |
G Medical Diagnostic Services, Inc. (Formerly CardioStaff Diagnostic Services Inc) [Member] | ||
Significant Accounting Policies (Details) - Schedule of consolidated financial statements [Line Items] | ||
State incorporated | USA | |
Percent ownership | 100% - G Medical Innovations USA Inc. | |
Telerhythmics, LLC [Member] | ||
Significant Accounting Policies (Details) - Schedule of consolidated financial statements [Line Items] | ||
State incorporated | USA | |
Percent ownership | 100% - G Medical Innovations USA Inc. | |
G Medical Tests and Services, Inc [Member] | ||
Significant Accounting Policies (Details) - Schedule of consolidated financial statements [Line Items] | ||
State incorporated | USA | [1] |
Percent ownership | 100% - G Medical Innovations USA Inc. | [1] |
G Medical Lab Services Inc [Member] | ||
Significant Accounting Policies (Details) - Schedule of consolidated financial statements [Line Items] | ||
State incorporated | USA | [2] |
Percent ownership | 80% - G Medical Innovations USA Inc. | [2] |
G Medical Mobile Health Solution, Inc [Member] | ||
Significant Accounting Policies (Details) - Schedule of consolidated financial statements [Line Items] | ||
State incorporated | USA | |
Percent ownership | 100% - G Medical Innovations USA Inc. | |
[1] In December 2021 the Company started a new business activity of COVID-19 Testing operating in the State of California, under G Medical Tests and Services, Inc a wholly owned subsidiary of G Medical Innovations USA Inc. In December 2021, G Medical Lab Services, Inc. was established as a subsidiary of G Medical Tests and Services, Inc, which holds 80% of its share capital. The Company provides laboratory testing services as part of the Company COVID-19 testing in the United States. As of December 31, 2021, the Company has not yet started its operations. |
Significant Accounting Polici_5
Significant Accounting Policies (Details) - Schedule of estimated useful lives | 12 Months Ended |
Dec. 31, 2021 | |
Computers and electronic equipment [Member] | |
Significant Accounting Policies (Details) - Schedule of estimated useful lives [Line Items] | |
Estimated useful lives | 3 years |
Furniture and equipment [Member] | |
Significant Accounting Policies (Details) - Schedule of estimated useful lives [Line Items] | |
Estimated useful lives | 7 years |
Bottom of range [member] | Vehicles [Member] | |
Significant Accounting Policies (Details) - Schedule of estimated useful lives [Line Items] | |
Estimated useful lives | 6 years |
Bottom of range [member] | Leasehold Improvement [Member] | |
Significant Accounting Policies (Details) - Schedule of estimated useful lives [Line Items] | |
Estimated useful lives | 3 years |
Top of range [member] | Vehicles [Member] | |
Significant Accounting Policies (Details) - Schedule of estimated useful lives [Line Items] | |
Estimated useful lives | 7 years |
Top of range [member] | Leasehold Improvement [Member] | |
Significant Accounting Policies (Details) - Schedule of estimated useful lives [Line Items] | |
Estimated useful lives | 7 years |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2022 | |
Disclosure Of Inventories Text Block Abstract | ||||
Inventory write off | $ 13 | $ 304 | $ 905 | |
Inventory write off | $ 13 | $ 1,399 |
Inventories (Details) - Schedul
Inventories (Details) - Schedule of inventories - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Schedule Of Inventories Abstract | ||||
Raw materials | $ 1,590 | $ 116 | $ 79 | |
Finish goods | 748 | 239 | 11 | |
Total | $ 2,338 | $ 355 | [1] | $ 90 |
[1] The December 31, 2021, balances were derived from the Company’s audited annual financial statements. |
Trade Receivables, Net (Details
Trade Receivables, Net (Details) - Schedule of trade receivables net - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Schedule Of Trade Receivables Net Abstract | ||
Customers | $ 971 | $ 1,122 |
Less expected credit loss | (464) | (405) |
Total | $ 507 | $ 717 |
Other Accounts Receivable (Deta
Other Accounts Receivable (Details) - Schedule of other accounts receivable - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Schedule Of Other Accounts Receivable Abstract | ||
Prepaid expenses | $ 1,033 | $ 722 |
Institutions | 331 | 386 |
Advances to suppliers | 194 | 128 |
other | 147 | 184 |
Total other accounts receivable | 1,705 | 1,420 |
Less long-term portion of prepaid expenses | (213) | |
Total current other accounts receivable | $ 1,492 | $ 1,420 |
Goodwill (Details)
Goodwill (Details) | 12 Months Ended |
Dec. 31, 2020 | |
Disclosure Of Goodwill Text Block Abstract | |
Impairment of Goodwill, description | the US subsidiaries CGU book value was higher than its value in use calculations based on a cash flow projection covering a budget for a three-year period up to December 31, 2023, and thereafter a steady growth. Therefore, an impairment was recorded. The assumptions used in the 2020 impairment valuation was: 19% discount rate, gross margin was 60%, operating margin was 7%, EBITDA margin was 11.5%, and growth rate was 0.8%. The growth rate and EBITDA margin assumptions apply only to the period beyond the budgeted period with the value in use calculation based on an extrapolation of the budgeted cash flows for year 4. |
Goodwill (Details) - Schedule o
Goodwill (Details) - Schedule of goodwill - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Schedule Of Goodwill Abstract | ||
Balance at the beginning of the year | $ 2,844 | |
Impairment | (2,844) | |
Balance at the end of the year |
Property, Plant and Equipment_3
Property, Plant and Equipment, Net (Details) - Schedule of property, plant and equipment, net - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2020 | |||
Property, Plant and Equipment, Net (Details) - Schedule of property, plant and equipment, net [Line Items] | ||||
Cost, Beginning balance | $ 5,754 | $ 8,806 | ||
Cost, Ending balance | 5,657 | 5,754 | ||
Accumulated depreciation, Beginning balance | 3,439 | 5,325 | ||
Accumulated depreciation, Ending balance | 3,904 | 3,439 | ||
Net Book Value | 1,753 | 2,315 | ||
Additions | 866 | 771 | ||
Disposals | (963) | (3,823) | ||
Additions | 1,214 | 1,358 | ||
Disposals | (749) | (3,244) | ||
Computers and electronic equipment [Member] | ||||
Property, Plant and Equipment, Net (Details) - Schedule of property, plant and equipment, net [Line Items] | ||||
Cost, Beginning balance | 3,693 | 6,884 | ||
Cost, Ending balance | 3,509 | 3,693 | ||
Accumulated depreciation, Beginning balance | 2,232 | 4,625 | ||
Accumulated depreciation, Ending balance | 2,450 | 2,232 | ||
Net Book Value | 1,059 | 1,461 | ||
Additions | 435 | 465 | ||
Disposals | (619) | (3,656) | ||
Additions | 793 | 738 | ||
Disposals | (575) | (3,131) | ||
Furniture and equipment [Member] | ||||
Property, Plant and Equipment, Net (Details) - Schedule of property, plant and equipment, net [Line Items] | ||||
Cost, Beginning balance | 451 | 419 | ||
Cost, Ending balance | 445 | 451 | ||
Accumulated depreciation, Beginning balance | 186 | 131 | ||
Accumulated depreciation, Ending balance | 246 | 186 | ||
Net Book Value | 199 | 265 | ||
Additions | 42 | |||
Disposals | (6) | (10) | ||
Additions | 62 | 59 | ||
Disposals | (2) | (4) | ||
Vehicles [member] | ||||
Property, Plant and Equipment, Net (Details) - Schedule of property, plant and equipment, net [Line Items] | ||||
Cost, Beginning balance | 148 | 148 | ||
Cost, Ending balance | 115 | 148 | ||
Accumulated depreciation, Beginning balance | 62 | 38 | ||
Accumulated depreciation, Ending balance | 4 | 62 | ||
Net Book Value | 111 | 86 | ||
Additions | 115 | |||
Disposals | (148) | |||
Additions | 8 | 24 | ||
Disposals | (66) | |||
Leasehold Improvements [Member] | ||||
Property, Plant and Equipment, Net (Details) - Schedule of property, plant and equipment, net [Line Items] | ||||
Cost, Beginning balance | 210 | 211 | ||
Cost, Ending balance | 61 | 210 | ||
Accumulated depreciation, Beginning balance | 95 | 72 | ||
Accumulated depreciation, Ending balance | 57 | 95 | ||
Net Book Value | 4 | 115 | ||
Additions | ||||
Disposals | (149) | (1) | [1] | |
Additions | 27 | 23 | ||
Disposals | (65) | |||
Right of use assets [Member] | ||||
Property, Plant and Equipment, Net (Details) - Schedule of property, plant and equipment, net [Line Items] | ||||
Cost, Beginning balance | [1] | 1,252 | 1,144 | |
Cost, Ending balance | [1] | 1,527 | 1,252 | |
Accumulated depreciation, Beginning balance | [1] | 864 | 459 | |
Accumulated depreciation, Ending balance | [1] | 1,147 | 864 | |
Net Book Value | [1] | 380 | 388 | |
Additions | [1] | 316 | 264 | |
Disposals | [1] | (41) | (156) | |
Additions | [1] | 324 | 514 | |
Disposals | [1] | $ (41) | $ (109) | |
[1]See also Note 15 – Leases |
Loans from Major Shareholder (D
Loans from Major Shareholder (Details) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | ||
Oct. 31, 2018 | May 31, 2018 | Dec. 31, 2021 | Dec. 31, 2020 | |
Loans from Major Shareholder (Details) [Line Items] | ||||
Short-term loan | $ 3,000 | |||
Loan interest | 10% | |||
Aggregate amount | $ 10,000 | |||
Loan from major shareholder, description | (i) 10% per annum for all amounts drawn until October 1, 2018, and (ii) 12% per annum for all amounts drawn as of October 1, 2018. The loan agreement was extended from repayment date April 30, 2019 to December 31, 2020 and bore an interest rate of 15% per annum, calculated on a linear basis from the disbursement date of each installment of the principal amount from April 30, 2019 up to its repayment in full accordance with the terms hereunder (the “Interest”). During 2019, part of the credit line amounted to $5,315 was converted to equity. During 2020 an additional part of the credit line was converted to equity and also paid in cash. The loan agreement was extended until December 31, 2021, so that the loan bore an interest rate of 15% per annum and the aggregate amount available to the Company during 2021was $1,000. | |||
Shareholders loan converted amount | $ 6,950 | |||
Total balance of loan | 272 | |||
Ordinary Shares [Member] | ||||
Loans from Major Shareholder (Details) [Line Items] | ||||
Shareholders loan converted amount | $ 1,559,998 |
Convertible Securities and Fi_2
Convertible Securities and Financial Liability at Fair Value (Details) $ / shares in Units, $ in Thousands | 1 Months Ended | 6 Months Ended | 12 Months Ended | |||||||||||||||||
Dec. 01, 2022 USD ($) | Jun. 17, 2022 $ / shares | Oct. 07, 2021 | Apr. 07, 2021 USD ($) shares | Feb. 17, 2021 USD ($) shares | Jul. 18, 2022 shares | Jun. 30, 2022 shares | Mar. 25, 2022 $ / shares | Jan. 31, 2022 $ / shares shares | Feb. 28, 2020 USD ($) | Nov. 30, 2018 | Jun. 30, 2022 USD ($) | Dec. 31, 2021 USD ($) $ / shares shares | Dec. 21, 2021 USD ($) shares | Dec. 31, 2020 USD ($) $ / shares | Dec. 31, 2019 USD ($) shares | Apr. 30, 2022 shares | Apr. 08, 2022 shares | Dec. 31, 2021 $ / shares | Dec. 15, 2021 USD ($) | |
Convertible Securities and Financial Liability at Fair Value (Details) [Line Items] | ||||||||||||||||||||
Convertible securities agreement description | In October and November 2018, the Company entered into a convertible securities agreement (the “Convertible Securities”) with investors (the “Noteholders”), according to which the Company issued 4,050,000 notes (face value of $ 1.1 per note) to the Noteholders for an aggregate principal amount of $4,050. The Convertible Securities matured 18 months after the issuance date and are convertible into an aggregate of 209,317 ordinary shares of the Company. | |||||||||||||||||||
Convertible debt, description | Each Convertible Security is convertible into such number of ordinary shares equal to the product of the number of Convertible Securities converted and the face value of $5.5 per Convertible Security, divided by exchange rate of $0.727 and divided by the fixed conversion price of AUD 30.26 (approximately $21.99). In addition, the Company issued to the Noteholders 9,674 ordinary shares of the Company and warrants (the “Convertible Securities Warrants”) to purchase an aggregate of 51,744 ordinary shares with an exercise price of AUD 35.19 (approximately $25.58) per share, which expire on October 31, 2023. | |||||||||||||||||||
Warrants granted (in Shares) | shares | 120,000 | 13,537 | 250,000 | |||||||||||||||||
Ordinary shares exercise price | (per share) | $ 25.58 | $ 35.19 | ||||||||||||||||||
Warrants Issued (in Shares) | shares | 9,245,239 | 23,636 | ||||||||||||||||||
Issued shares (in Shares) | shares | 50,000 | |||||||||||||||||||
Expenses | $ 264 | |||||||||||||||||||
Settlement amount | $ 3,566 | |||||||||||||||||||
MEF ordinary shares, description | The Company issued ordinary shares equivalent to $326.5 and repaid MEF an amount of $2,934 in full and final settlement of the Company’s outstanding debt to MEF. | |||||||||||||||||||
Fair value warrant | $ 1 | $ 203 | ||||||||||||||||||
Aggregate amount | $ 600 | |||||||||||||||||||
Purchase of convertible debentures and warrants (in Shares) | shares | 136,571 | |||||||||||||||||||
Debenture interest | 10% | |||||||||||||||||||
Conversion price (in Dollars per share) | $ / shares | $ 0.04 | |||||||||||||||||||
Financial liability | $ 648 | |||||||||||||||||||
Fair value of warrants | $ 47 | |||||||||||||||||||
Ordinary share (in Dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | $ 5 | |||||||||||||||||
Risk free rate | 3% | 1.265% | ||||||||||||||||||
Volatility assets | 96% | 60% | ||||||||||||||||||
Ordinary shares (in Shares) | shares | 50,000 | |||||||||||||||||||
Fair value of warrants | $ 2,480 | |||||||||||||||||||
Minimum [Member] | ||||||||||||||||||||
Convertible Securities and Financial Liability at Fair Value (Details) [Line Items] | ||||||||||||||||||||
Interest percentage | 12% | |||||||||||||||||||
Maximum [Member] | ||||||||||||||||||||
Convertible Securities and Financial Liability at Fair Value (Details) [Line Items] | ||||||||||||||||||||
Interest percentage | 16% | |||||||||||||||||||
Convertible Securities [Member] | ||||||||||||||||||||
Convertible Securities and Financial Liability at Fair Value (Details) [Line Items] | ||||||||||||||||||||
Issued shares (in Shares) | shares | 99,532 | |||||||||||||||||||
Convertible Loan Agreement [Member] | ||||||||||||||||||||
Convertible Securities and Financial Liability at Fair Value (Details) [Line Items] | ||||||||||||||||||||
Gross proceeds | $ 5,000 | |||||||||||||||||||
Face value | $ 5,800 | |||||||||||||||||||
Convertible maturity period | 24 months | |||||||||||||||||||
Fixed conversion price (in Dollars per share) | $ / shares | $ 3.5 | |||||||||||||||||||
Convertible loan agreement description | (1) the date that is six month of the issuance date or (2) the date of effectiveness of a registration statement covering the underlying conversion shares this Note shall be convertible. The Company is required to make principal payments in 20 equal monthly installments commencing 120 days after funding (the “Repayment”). At the Company discretion, the Repayments can be made in: (i) cash; (ii) ordinary shares (after Ordinary shares are registered) (or the Repayment Shares); or a combination of both. Repayment Shares will be priced at 90% of the average of the five lowest daily VWAPs (Volume Weighted Average Price) during the 20 trading days prior to the payment date. The Company has the right to buy-back the outstanding face value of the December 2021 Note at any time with no penalty (the “Buy-Back Right”). Should the Company exercise its Buy-Back Right, Lind will have the option to convert up to 25% of the face value of the December 2021 Note at the lesser of the Conversion Price or Repayment Price (ninety percent of the average of the five lowest daily VMAPs during the twenty trading days prior to the payment date) | |||||||||||||||||||
Purchase of warrant (in Shares) | shares | 1,146,789 | |||||||||||||||||||
Warrants exercisable | 60 months | |||||||||||||||||||
Ordinary share (in Dollars per share) | $ / shares | $ 3.5 | |||||||||||||||||||
Mutual parties | $ 5,000 | |||||||||||||||||||
Risk free rate | 1.265% | |||||||||||||||||||
Volatility assets | 60% | |||||||||||||||||||
Warrant term | 5 years | |||||||||||||||||||
Convertible debentures | 2 years | |||||||||||||||||||
Convertible note | $ 7,242 | |||||||||||||||||||
Fair value of warrants | $ 1,174 | |||||||||||||||||||
Convertible loan | $ 350 | |||||||||||||||||||
Ordinary shares (in Shares) | shares | 79,666 | |||||||||||||||||||
Bear interest percentage | 10% | |||||||||||||||||||
CLA Transaction [Member] | ||||||||||||||||||||
Convertible Securities and Financial Liability at Fair Value (Details) [Line Items] | ||||||||||||||||||||
Risk free rate | 0.12% | |||||||||||||||||||
Volatility assets | 100% | |||||||||||||||||||
Warrant term | 5 years | |||||||||||||||||||
Public offering | 80% | |||||||||||||||||||
Initial public offering price (in Dollars per share) | $ / shares | $ 5 | |||||||||||||||||||
Convertible securities amount | $ 194 | |||||||||||||||||||
Additional convertible debentures | $ 150 | |||||||||||||||||||
Issuance of additional convertible debentures | $ 150 | |||||||||||||||||||
Purchase of ordinary shares (in Shares) | shares | 34,142 | |||||||||||||||||||
Convertible debt term | 6 months | |||||||||||||||||||
Convertible securities | 0 | $ 194 | ||||||||||||||||||
Fair value of warrants | $ 37 | $ 156 |
Other Accounts Payable (Details
Other Accounts Payable (Details) - Schedule of other accounts payable - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Schedule Of Other Accounts Payable Abstract | ||
Employees and authorities | $ 770 | $ 747 |
Contingent liability | 262 | |
Deferred tax | 5 | |
Others | 214 | 366 |
Total | $ 1,246 | $ 1,118 |
Long Term Loans (Details)
Long Term Loans (Details) ₪ in Thousands, $ in Thousands | 1 Months Ended | 12 Months Ended | ||||||
Jun. 17, 2022 shares | Oct. 20, 2022 shares | Mar. 25, 2022 shares | Dec. 31, 2021 USD ($) shares | Dec. 31, 2021 ILS (₪) | Oct. 07, 2021 | Apr. 30, 2021 | Dec. 31, 2020 USD ($) | |
Long Term Loans (Details) [Line Items] | ||||||||
Total amount of loans | $ 811 | ₪ 89 | ||||||
Loans bear interest rate | 16% | 10% | ||||||
Loans including interest (in Dollars) | $ 1,222 | |||||||
Ordinary shares (in Shares) | shares | 3,200,000 | 2,777,777 | 800,000 | 305,267 | ||||
Conversion price discount percentage | 20% | |||||||
US loans [Member] | ||||||||
Long Term Loans (Details) [Line Items] | ||||||||
Total amount of loans | $ 126 | $ 1,272 | ||||||
Minimum [Member] | ||||||||
Long Term Loans (Details) [Line Items] | ||||||||
Loans bear interest rate | 2.10% | 2.10% | ||||||
Minimum [Member] | G Medical Diagnostic Services Inc [Member] | ||||||||
Long Term Loans (Details) [Line Items] | ||||||||
Loans bear interest rate | 4% | 4% | ||||||
Maximum [Member] | ||||||||
Long Term Loans (Details) [Line Items] | ||||||||
Loans bear interest rate | (2.80%) | (2.80%) | ||||||
Maximum [Member] | G Medical Diagnostic Services Inc [Member] | ||||||||
Long Term Loans (Details) [Line Items] | ||||||||
Loans bear interest rate | (12.00%) | (12.00%) |
Long Term Loans (Details) - Sch
Long Term Loans (Details) - Schedule of long term loans - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | ||
Long Term Loans (Details) - Schedule of long term loans [Line Items] | |||
Less- Current portion | $ (140) | $ (1,635) | |
Total | $ 75 | 448 | |
NIS [Member] | |||
Long Term Loans (Details) - Schedule of long term loans [Line Items] | |||
Linked to Long term loans | NIS | ||
Interest rate Long term loans | [1] | 2.60% | |
Long term loans | $ 89 | ||
US [Member] | |||
Long Term Loans (Details) - Schedule of long term loans [Line Items] | |||
Linked to Long term loans | US$ | ||
Long term loans | $ 126 | $ 2,083 | |
[Minimum] | US [Member] | |||
Long Term Loans (Details) - Schedule of long term loans [Line Items] | |||
Interest rate Long term loans | 2.10% | ||
[Maximum] | US [Member] | |||
Long Term Loans (Details) - Schedule of long term loans [Line Items] | |||
Interest rate Long term loans | 12% | ||
[1] Linked to the consumer price index |
Long Term Loans (Details) - S_2
Long Term Loans (Details) - Schedule of financing activities in the statement of cash flows - Loans [Member] - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Condensed Cash Flow Statements, Captions [Line Items] | ||
Balance beginning | $ 2,083 | $ 2,365 |
Changes from financing cash flows: | ||
Receipts of long-term loans | 89 | |
Conversion loans to shares | (1,222) | |
Receipts of PPP loan | 873 | |
Forgiveness of PPP loan | (873) | |
Repayment of loans | (824) | (389) |
Total changes from financing cash flows | (1,957) | (389) |
Accrued interest of long-term loans | 89 | 107 |
Balance ending | $ 215 | $ 2,083 |
Shareholders' Equity (Deficit_2
Shareholders' Equity (Deficit) (Details) | 1 Months Ended | 6 Months Ended | 12 Months Ended | |||||||||||||||||||||||||||||
Apr. 08, 2022 USD ($) $ / shares shares | Dec. 03, 2021 shares | Sep. 05, 2021 $ / shares shares | Apr. 09, 2020 | Sep. 05, 2018 | Nov. 29, 2024 $ / shares shares | Oct. 20, 2022 shares | Jul. 18, 2022 $ / shares shares | Jun. 30, 2022 $ / shares shares | Jan. 31, 2022 USD ($) $ / shares shares | Jan. 19, 2022 USD ($) shares | Dec. 23, 2021 $ / shares shares | Nov. 15, 2021 $ / shares shares | Jun. 30, 2021 $ / shares | Jun. 29, 2021 USD ($) $ / shares shares | Mar. 25, 2021 | Dec. 31, 2020 USD ($) $ / shares shares | Aug. 31, 2020 USD ($) | Jul. 31, 2020 USD ($) shares | May 31, 2020 shares | Nov. 30, 2019 AUD ($) | Nov. 30, 2017 $ / shares shares | May 17, 2017 USD ($) shares | Jun. 30, 2022 USD ($) $ / shares shares | Dec. 31, 2021 USD ($) $ / shares shares | Dec. 31, 2021 AUD ($) shares | Dec. 31, 2020 USD ($) $ / shares shares | Dec. 31, 2019 USD ($) | May 20, 2022 USD ($) | Dec. 31, 2020 AUD ($) | Oct. 31, 2020 USD ($) | Oct. 31, 2020 CAD ($) | |
Shareholders' Equity (Deficit) (Details) [Line Items] | ||||||||||||||||||||||||||||||||
Ordinary shares description | All ordinary shares (issued and unissued) will be consolidated on the basis that every five ordinary shares of par value $0.018 will be consolidated into one ordinary share of par value $0.09, such that the authorized ordinary share capital of the Company following such consolidation is $180,000 divided into 2,000,000,000 ordinary shares of a par value of $0.09 each. | |||||||||||||||||||||||||||||||
Shares issued | 114,286 | 2,061,425 | 1,055,555 | 10,807,647 | 305,267 | 305,267 | ||||||||||||||||||||||||||
Aggregate net proceeds | $ 7,100 | $ 2,075 | ||||||||||||||||||||||||||||||
Initial public offering shares | 3,000,000 | |||||||||||||||||||||||||||||||
Ordinary share per unit (in Dollars per share) | $ / shares | $ 5 | |||||||||||||||||||||||||||||||
Initial public offering amount (in Dollars) | $ | $ 15,000 | |||||||||||||||||||||||||||||||
Issuance expenses (in Dollars) | $ | 2,150 | |||||||||||||||||||||||||||||||
Deducted equity (in Dollars) | $ | $ 1,583 | |||||||||||||||||||||||||||||||
Underwriter purchase shares | 450,000 | 450,000 | ||||||||||||||||||||||||||||||
Purchase warrant shares | 2,777,777 | 2,380,953 | 450,000 | 450,000 | ||||||||||||||||||||||||||||
Issuance exercise price (in Dollars per share) | $ / shares | $ 6.25 | |||||||||||||||||||||||||||||||
Public offering percentage | 80% | 125% | 125% | |||||||||||||||||||||||||||||
Issuance expire term | 4 years | 4 years | ||||||||||||||||||||||||||||||
Conversion debt (in Dollars) | $ | $ 1,222 | |||||||||||||||||||||||||||||||
Initial public offering per share (in Dollars per share) | $ / shares | $ 5 | |||||||||||||||||||||||||||||||
Ordinary shares par value | $ / shares | $ 0.09 | $ 0.09 | $ 0.09 | $ 0.09 | ||||||||||||||||||||||||||||
Exercise of options granted | 841,066 | 841,066 | ||||||||||||||||||||||||||||||
Options directors and management | 925,000 | 575,000 | 1,025,000 | |||||||||||||||||||||||||||||
Vested over period | 3 years | 2 years | 3 years | |||||||||||||||||||||||||||||
Expiry period | 5 years | 5 years | 5 years | 5 years | ||||||||||||||||||||||||||||
Exercise price per Option (in Dollars per share) | $ / shares | $ 3.27 | $ 1.98 | $ 2.1 | |||||||||||||||||||||||||||||
Shares of granted | 114,286 | |||||||||||||||||||||||||||||||
Shares for consultants | 458,716 | 458,716 | ||||||||||||||||||||||||||||||
Warrants shares | 3.27 | 3.27 | ||||||||||||||||||||||||||||||
Shares of performance rights | 744,442 | 5 | 5 | |||||||||||||||||||||||||||||
Devices shares | 20,000 | 20,000 | ||||||||||||||||||||||||||||||
Grant term | 1 year | 1 year | ||||||||||||||||||||||||||||||
Commencing grant term | 5 years | 5 years | ||||||||||||||||||||||||||||||
Employees service description | All the incentive performance rights were valued using a Monte-Carlo based risk-neutral valuation model, which is designed to model the Company’s equity value over time. The total fair value of the performance shares, as measured on issuance date, amounted to $10,927 and the Company recorded an expense amounted to $2,418 through profit and loss in the six months period ended June 30, 2022. The key inputs that were used in the valuations of the Performance shares were: risk-free interest rate of 0.895% and expected volatility of 60% for Series E, F, G and H; and risk-free interest rate of 1.62% and expected volatility of 60% for Series I and J. | All the options and shares granted during 2021 to employees and service providers were valued using a Black Scholes model based, which is designed to model the Company’s equity value over time. The main assumptions used were: (1) risk-free rate: 0.78-1.27%; (2) volatility: 50%-60%; and (3) time until expiration: 5 years. | All the options and shares granted during 2021 to employees and service providers were valued using a Black Scholes model based, which is designed to model the Company’s equity value over time. The main assumptions used were: (1) risk-free rate: 0.78-1.27%; (2) volatility: 50%-60%; and (3) time until expiration: 5 years. | |||||||||||||||||||||||||||||
Employees board members description | In 2020 the Company granted 162,544 shares to its employees and Board members, 210,807 shares to consultants, 146,874 warrants to consultants and 5,556 performance rights which were granted in 2019 vested and converted into ordinary shares. in addition, 72,040 restricted shares were granted to employees and to a consultant. | |||||||||||||||||||||||||||||||
Converted ordinary shares | 5,556 | |||||||||||||||||||||||||||||||
Ordinary shares granted (in Dollars) | $ | $ 111,111 | |||||||||||||||||||||||||||||||
Incentive performance rights, description | The main assumptions used in the valuation model were: (1) risk-free rate: 0.27%; (2) volatility: 88%: (3) time until expiration: 3 years; and (4) the AUD/USD rate: 0.71245. The total fair value of the incentive performance rights amounted to $635. The total value of ordinary shares issued was $380. The Company recorded an expense amounted to $1,015 through profit and loss at grant date. | |||||||||||||||||||||||||||||||
Recorded an expense. (in Dollars) | $ | $ 648 | $ 2,872 | $ 1,562 | |||||||||||||||||||||||||||||
Controlled placement agreement description | On September 5, 2018, the Company entered into a Controlled Placement Agreement with Acuity Capital Investment Management Pty Ltd (“Acuity”) which provides the Company with up to AUD 10,000 thousand (approximately $7,200) of standby equity over a period of 28 months. Pursuant to the Controlled Placement Agreement, the Company issued to Acuity an option to require the Company to issue and allot, subject to prior notice, ordinary shares at an exercise price per Ordinary Share equal to the greater of (i) 90% of the VWAP of our ordinary shares traded by Acuity on ASX during a valuation period and (ii) a floor price for such valuation period, to be determined by us from time to time. Subject to the terms of the Controlled Placement Agreement, we may, at any time, terminate the Controlled Placement Agreement, following which Acuity may not require us to issue or allot any additional ordinary shares. As part of the agreement with Acuity, The Company issued to Acuity 188,888 ordinary shares to be held in collateral for no consideration. Upon the termination of the controlled placement agreement, the Company may buy back the 188,888 ordinary shares to Acuity. | |||||||||||||||||||||||||||||||
Placement agreement, description | On April 9, 2020, the Company increased the standby equity to AUD 15,000 (approximately $9,300) and issued to Acuity additional 181,111 ordinary shares to be held in collateral for no consideration. Upon the termination of the Controlled Placement Agreement, the Company may buy back all collateral shares for no consideration. | |||||||||||||||||||||||||||||||
Purchase of ordinary share | 225,556 | 225,556 | ||||||||||||||||||||||||||||||
Cancellation shares | 444,444 | |||||||||||||||||||||||||||||||
Capital commitment (in Dollars) | $ | $ 30,000 | |||||||||||||||||||||||||||||||
Capital commitment trem | 3 years | |||||||||||||||||||||||||||||||
Drawn amount | $ 840 | $ 1,283 | ||||||||||||||||||||||||||||||
Percentage of drawn | 1,000% | 1,000% | ||||||||||||||||||||||||||||||
Ordinary shares percent | 90% | 90% | ||||||||||||||||||||||||||||||
Shares of exercise price | 199,471 | |||||||||||||||||||||||||||||||
Net proceeds (in Dollars) | $ | $ 1,283 | |||||||||||||||||||||||||||||||
Total net debt (in Dollars) | $ | $ 840 | $ 840 | ||||||||||||||||||||||||||||||
Ordinary Shares to GEM | 202,825 | |||||||||||||||||||||||||||||||
Exercisable price per share (in Dollars per share) | $ / shares | $ 6.25 | |||||||||||||||||||||||||||||||
Vested and exercisable term | 3 years | 5 years | ||||||||||||||||||||||||||||||
Number of share units | 2,000,000 | 2,650,000 | ||||||||||||||||||||||||||||||
Expire year | 2 years | |||||||||||||||||||||||||||||||
Market value (in Dollars) | $ | $ 75,000 | |||||||||||||||||||||||||||||||
Ordinary shares | 50,000 | |||||||||||||||||||||||||||||||
Granted warrants | 150,000 | |||||||||||||||||||||||||||||||
Exercise price per share (in Dollars per share) | $ / shares | $ 3.5 | |||||||||||||||||||||||||||||||
issuance amount (in Dollars) | $ | $ 1,207 | |||||||||||||||||||||||||||||||
Expense of profit and loss (in Dollars) | $ | $ 64 | $ 46 | ||||||||||||||||||||||||||||||
Price per share (in Dollars per share) | $ / shares | $ 1,290 | |||||||||||||||||||||||||||||||
Granted share options | 2,225,000 | |||||||||||||||||||||||||||||||
Exercise price, per share (in Dollars per share) | $ / shares | $ 0.65 | |||||||||||||||||||||||||||||||
Vested and exercisable term | 5 years | |||||||||||||||||||||||||||||||
Ordinary shares | 50,000 | |||||||||||||||||||||||||||||||
Service price per share (in Dollars per share) | $ / shares | $ 2 | $ 2 | ||||||||||||||||||||||||||||||
Exercisable term | 5 years | |||||||||||||||||||||||||||||||
Total fair value amount (in Dollars) | $ | $ 21 | |||||||||||||||||||||||||||||||
Ordinary shares, value acquired (in Dollars) | $ | $ 1 | |||||||||||||||||||||||||||||||
Consideration amount (in Dollars) | $ | 121 | |||||||||||||||||||||||||||||||
Warrants [Member] | ||||||||||||||||||||||||||||||||
Shareholders' Equity (Deficit) (Details) [Line Items] | ||||||||||||||||||||||||||||||||
issuance amount (in Dollars) | $ | 212 | |||||||||||||||||||||||||||||||
Expense of profit and loss (in Dollars) | $ | $ 66 | |||||||||||||||||||||||||||||||
Class A Class Performance Right [Member] | ||||||||||||||||||||||||||||||||
Shareholders' Equity (Deficit) (Details) [Line Items] | ||||||||||||||||||||||||||||||||
Shares issued | 777,778 | 777,778 | ||||||||||||||||||||||||||||||
Expired term | 1 year | 1 year | ||||||||||||||||||||||||||||||
Class B Performance Rights [Member] | ||||||||||||||||||||||||||||||||
Shareholders' Equity (Deficit) (Details) [Line Items] | ||||||||||||||||||||||||||||||||
Shares issued | 666,667 | |||||||||||||||||||||||||||||||
Expired term | 2 years | |||||||||||||||||||||||||||||||
Revenues (in Dollars) | $ | $ 30,000 | |||||||||||||||||||||||||||||||
Class C Performance Rights [Member] | ||||||||||||||||||||||||||||||||
Shareholders' Equity (Deficit) (Details) [Line Items] | ||||||||||||||||||||||||||||||||
Shares issued | 666,667 | |||||||||||||||||||||||||||||||
Expired term | 3 years | |||||||||||||||||||||||||||||||
Cumulative value (in Dollars) | $ | $ 25,000 | |||||||||||||||||||||||||||||||
Class A Incentive Performance Right [Member] | ||||||||||||||||||||||||||||||||
Shareholders' Equity (Deficit) (Details) [Line Items] | ||||||||||||||||||||||||||||||||
Shares of performance rights | 55,555 | |||||||||||||||||||||||||||||||
Market capitalization (in Dollars) | $ | $ 100,000 | |||||||||||||||||||||||||||||||
Class B Incentive Performance Right [Member] | ||||||||||||||||||||||||||||||||
Shareholders' Equity (Deficit) (Details) [Line Items] | ||||||||||||||||||||||||||||||||
Shares of performance rights | 166,666 | |||||||||||||||||||||||||||||||
Market capitalization (in Dollars) | $ | $ 150,000 | |||||||||||||||||||||||||||||||
Class C Incentive Performance Right [Member] | ||||||||||||||||||||||||||||||||
Shareholders' Equity (Deficit) (Details) [Line Items] | ||||||||||||||||||||||||||||||||
Shares of performance rights | 222,222 | |||||||||||||||||||||||||||||||
Market capitalization (in Dollars) | $ | $ 200,000 | |||||||||||||||||||||||||||||||
Class D Incentive Performance Right [Member] | ||||||||||||||||||||||||||||||||
Shareholders' Equity (Deficit) (Details) [Line Items] | ||||||||||||||||||||||||||||||||
Shares of performance rights | 299,999 | |||||||||||||||||||||||||||||||
Market capitalization (in Dollars) | $ | $ 250,000 | |||||||||||||||||||||||||||||||
Ordinary Shares [Member] | ||||||||||||||||||||||||||||||||
Shareholders' Equity (Deficit) (Details) [Line Items] | ||||||||||||||||||||||||||||||||
Aggregate net proceeds | $ | $ 1,348 | |||||||||||||||||||||||||||||||
Series E [Member] | ||||||||||||||||||||||||||||||||
Shareholders' Equity (Deficit) (Details) [Line Items] | ||||||||||||||||||||||||||||||||
Granted percentage | 50% | |||||||||||||||||||||||||||||||
Vested and exercisable (in Dollars) | $ | $ 75,000 | |||||||||||||||||||||||||||||||
Ordinary shares | 1,000,000 | |||||||||||||||||||||||||||||||
Series F [Member] | ||||||||||||||||||||||||||||||||
Shareholders' Equity (Deficit) (Details) [Line Items] | ||||||||||||||||||||||||||||||||
Granted percentage | 16.67% | |||||||||||||||||||||||||||||||
Vested and exercisable (in Dollars) | $ | $ 100 | |||||||||||||||||||||||||||||||
Series G [Member] | ||||||||||||||||||||||||||||||||
Shareholders' Equity (Deficit) (Details) [Line Items] | ||||||||||||||||||||||||||||||||
Granted percentage | 16.67% | |||||||||||||||||||||||||||||||
Vested and exercisable (in Dollars) | $ | $ 125,000 | |||||||||||||||||||||||||||||||
Series H [Member] | ||||||||||||||||||||||||||||||||
Shareholders' Equity (Deficit) (Details) [Line Items] | ||||||||||||||||||||||||||||||||
Granted percentage | 16.67% | |||||||||||||||||||||||||||||||
Vested and exercisable (in Dollars) | $ | $ 150,000 | |||||||||||||||||||||||||||||||
Series I [Member] | ||||||||||||||||||||||||||||||||
Shareholders' Equity (Deficit) (Details) [Line Items] | ||||||||||||||||||||||||||||||||
Granted percentage | 50% | |||||||||||||||||||||||||||||||
Vested and exercisable (in Dollars) | $ | $ 175,000 | |||||||||||||||||||||||||||||||
Series J [Member] | ||||||||||||||||||||||||||||||||
Shareholders' Equity (Deficit) (Details) [Line Items] | ||||||||||||||||||||||||||||||||
Granted percentage | 50% | |||||||||||||||||||||||||||||||
Vested and exercisable (in Dollars) | $ | $ 200,000 | |||||||||||||||||||||||||||||||
Warrants [Member] | ||||||||||||||||||||||||||||||||
Shareholders' Equity (Deficit) (Details) [Line Items] | ||||||||||||||||||||||||||||||||
Purchase warrant shares | 1,100,000 | 1,100,000 | ||||||||||||||||||||||||||||||
Forecast [Member] | ||||||||||||||||||||||||||||||||
Shareholders' Equity (Deficit) (Details) [Line Items] | ||||||||||||||||||||||||||||||||
Ordinary shares par value | $ / shares | $ 23.85 | |||||||||||||||||||||||||||||||
Shares of exercise price | 277,777 | |||||||||||||||||||||||||||||||
Bottom of range [member] | ||||||||||||||||||||||||||||||||
Shareholders' Equity (Deficit) (Details) [Line Items] | ||||||||||||||||||||||||||||||||
Issuance exercise price (in Dollars per share) | $ / shares | $ 0.84 | |||||||||||||||||||||||||||||||
Exercise price (in Dollars per share) | $ / shares | $ 3.5 | |||||||||||||||||||||||||||||||
Percentage of vesting | 8.33% | |||||||||||||||||||||||||||||||
Top of range [member] | ||||||||||||||||||||||||||||||||
Shareholders' Equity (Deficit) (Details) [Line Items] | ||||||||||||||||||||||||||||||||
Issuance exercise price (in Dollars per share) | $ / shares | $ 0.93 | |||||||||||||||||||||||||||||||
Exercise price (in Dollars per share) | $ / shares | $ 5 | |||||||||||||||||||||||||||||||
Percentage of vesting | 33.33% |
Shareholders' Equity (Deficit_3
Shareholders' Equity (Deficit) (Details) - Schedule of holders the right to receive dividends - shares | Jun. 30, 2022 | [1] | Dec. 31, 2021 | [1] | Dec. 31, 2020 | [2] |
Schedule Of Holders The Right To Receive Dividends Abstract | ||||||
Authorized | 2,000,000,000 | 2,000,000,000 | 2,000,000,000 | |||
Issued and outstanding | 24,386,680 | 13,579,032 | 9,103,924 | |||
[1]See also Note 9D.[2] After giving effect to the reverse stock split (see also Note 14B) |
Shareholders' Equity (Deficit_4
Shareholders' Equity (Deficit) (Details) - Schedule of holders the right to receive dividends (Parentheticals) - $ / shares | Dec. 31, 2021 | Dec. 31, 2020 | Nov. 30, 2017 |
Schedule Of Holders The Right To Receive Dividends Abstract | |||
Ordinary Shares par value | $ 0.09 | $ 0.09 | $ 0.09 |
Shareholders' Equity (Deficit_5
Shareholders' Equity (Deficit) (Details) - Schedule of warrants granted to financial advisors and consultants $ / shares in Units, $ in Thousands | 12 Months Ended |
Dec. 31, 2021 USD ($) $ / shares | |
Warrants [Member] | |
Shareholders' Equity (Deficit) (Details) - Schedule of warrants granted to financial advisors and consultants [Line Items] | |
Amount (in Dollars) | $ | $ 62,777 |
Exercise price | $ / shares | $ 22.5 |
Expiration date | Jan. 23, 2022 |
Warrants One [Member] | |
Shareholders' Equity (Deficit) (Details) - Schedule of warrants granted to financial advisors and consultants [Line Items] | |
Amount (in Dollars) | $ | $ 23,333 |
Exercise price | $ / shares | $ 3.87 |
Expiration date | Oct. 22, 2025 |
Warrants Two [Member] | |
Shareholders' Equity (Deficit) (Details) - Schedule of warrants granted to financial advisors and consultants [Line Items] | |
Amount (in Dollars) | $ | $ 77,778 |
Exercise price | $ / shares | $ 4.5 |
Expiration date | Oct. 22, 2025 |
Warrants Three [Member] | |
Shareholders' Equity (Deficit) (Details) - Schedule of warrants granted to financial advisors and consultants [Line Items] | |
Amount (in Dollars) | $ | $ 43,196 |
Exercise price | $ / shares | $ 7.47 |
Expiration date | Oct. 22, 2025 |
Warrants Four [Member] | |
Shareholders' Equity (Deficit) (Details) - Schedule of warrants granted to financial advisors and consultants [Line Items] | |
Amount (in Dollars) | $ | $ 2,567 |
Exercise price | $ / shares | $ 4.95 |
Expiration date | Oct. 22, 2025 |
Warrants Five [Member] | |
Shareholders' Equity (Deficit) (Details) - Schedule of warrants granted to financial advisors and consultants [Line Items] | |
Amount (in Dollars) | $ | $ 460,915 |
Exercise price | $ / shares | $ 4.5 |
Expiration date | Jun. 29, 2030 |
Warrants Six [Member] | |
Shareholders' Equity (Deficit) (Details) - Schedule of warrants granted to financial advisors and consultants [Line Items] | |
Amount (in Dollars) | $ | $ 460,915 |
Exercise price | $ / shares | $ 1.25 |
Expiration date | Jun. 29, 2030 |
Warrants Seven [Member] | |
Shareholders' Equity (Deficit) (Details) - Schedule of warrants granted to financial advisors and consultants [Line Items] | |
Amount (in Dollars) | $ | $ 210,000 |
Exercise price | $ / shares | $ 6.25 |
Expiration date | Jun. 25, 2026 |
Warrants Eight [Member] | |
Shareholders' Equity (Deficit) (Details) - Schedule of warrants granted to financial advisors and consultants [Line Items] | |
Amount (in Dollars) | $ | $ 458,716 |
Exercise price | $ / shares | $ 3.27 |
Expiration date | Dec. 30, 2026 |
Warrants Nine [Member] | |
Shareholders' Equity (Deficit) (Details) - Schedule of warrants granted to financial advisors and consultants [Line Items] | |
Amount (in Dollars) | $ | $ 600,000 |
Exercise price | $ / shares | $ 3.5 |
Expiration date | Dec. 30, 2026 |
Warrants Ten [Member] | |
Shareholders' Equity (Deficit) (Details) - Schedule of warrants granted to financial advisors and consultants [Line Items] | |
Amount (in Dollars) | $ | $ 250,000 |
Exercise price | $ / shares | $ 4 |
Expiration date | Dec. 30, 2026 |
Warrants Eleven [Member] | |
Shareholders' Equity (Deficit) (Details) - Schedule of warrants granted to financial advisors and consultants [Line Items] | |
Amount (in Dollars) | $ | $ 250,000 |
Exercise price | $ / shares | $ 5 |
Expiration date | Dec. 30, 2026 |
Shareholders' Equity (Deficit_6
Shareholders' Equity (Deficit) (Details) - Schedule of option plan granted to employees - $ / shares | 1 Months Ended | 12 Months Ended | ||
Jul. 18, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Schedule Of Option Plan Granted To Employees Abstract | ||||
Outstanding at beginning of year | 23,531 | 31,002 | 36,420 | |
Outstanding at beginning of year | $ 17.625 | $ 18.9 | $ 17.46 | |
Exercised | (213) | (1,763) | ||
Exercised | $ 0.0009 | $ 0.0009 | ||
Granted | 2,525,000 | |||
Granted | $ 2.5 | |||
Forfeited and cancelled | (10,146) | (7,258) | (3,655) | |
Forfeited and cancelled | $ 21.75 | $ 20.825 | $ 18.84 | |
Outstanding at end of year | 2,538,385 | 23,531 | 31,002 | |
Outstanding at end of year | $ 2.66 | $ 17.625 | $ 18.9 | |
Exercisable options | 9,245,239 | 12,708 | 18,037 | 14,479 |
Exercisable options | $ 14.14 | $ 16.43 | $ 16.805 |
Shareholders' Equity (Deficit_7
Shareholders' Equity (Deficit) (Details) - Schedule of options to employees outstanding - $ / shares | 1 Months Ended | 12 Months Ended | |
Oct. 20, 2022 | Jun. 30, 2022 | Dec. 31, 2021 | |
Shareholders' Equity (Deficit) (Details) - Schedule of options to employees outstanding [Line Items] | |||
Outstanding Shares Option | 2,538,385 | ||
Outstanding shares option, Weighted average remaining contractual term | 5 years | ||
Exercisable Share options | 12,708 | ||
Exercisable, Weighted average remaining contractual term | 5 years | ||
Exercise Price Range One [Member] | |||
Shareholders' Equity (Deficit) (Details) - Schedule of options to employees outstanding [Line Items] | |||
Exercise price (in Dollars per share) | $ 0.0009 | ||
Outstanding Shares Option | 4,314 | ||
Outstanding shares option, Weighted average remaining contractual term | 1 month 6 days | ||
Exercisable Share options | 4,314 | ||
Exercisable, Weighted average remaining contractual term | 1 month 6 days | ||
Exercise Price Range Two [Member] | |||
Shareholders' Equity (Deficit) (Details) - Schedule of options to employees outstanding [Line Items] | |||
Exercise price (in Dollars per share) | $ 21.78 | ||
Outstanding Shares Option | 7,356 | ||
Outstanding shares option, Weighted average remaining contractual term | 1 year 2 months 12 days | ||
Exercisable Share options | 6,893 | ||
Exercisable, Weighted average remaining contractual term | 1 year 2 months 12 days | ||
Exercise Price Range Three [Member] | |||
Shareholders' Equity (Deficit) (Details) - Schedule of options to employees outstanding [Line Items] | |||
Exercise price (in Dollars per share) | $ 19.71 | ||
Outstanding Shares Option | 1,715 | ||
Outstanding shares option, Weighted average remaining contractual term | 1 year 4 months 24 days | ||
Exercisable Share options | 1,501 | ||
Exercisable, Weighted average remaining contractual term | 1 year 4 months 24 days | ||
Exercise Price Range Four [Member] | |||
Shareholders' Equity (Deficit) (Details) - Schedule of options to employees outstanding [Line Items] | |||
Exercise price (in Dollars per share) | $ 3.27 | ||
Outstanding Shares Option | 925,000 | ||
Outstanding shares option, Weighted average remaining contractual term | 4 years 8 months 12 days | ||
Exercisable Share options | |||
Exercise Price Range Five [Member] | |||
Shareholders' Equity (Deficit) (Details) - Schedule of options to employees outstanding [Line Items] | |||
Exercise price (in Dollars per share) | $ 2.1 | ||
Outstanding Shares Option | 1,025,000 | ||
Outstanding shares option, Weighted average remaining contractual term | 4 years 10 months 24 days | ||
Exercisable Share options | |||
Exercise Price Range Six [Member] | |||
Shareholders' Equity (Deficit) (Details) - Schedule of options to employees outstanding [Line Items] | |||
Exercise price (in Dollars per share) | $ 1.98 | ||
Outstanding Shares Option | 575,000 | ||
Outstanding shares option, Weighted average remaining contractual term | 5 years | ||
Exercisable Share options |
Shareholders' Equity (Deficit_8
Shareholders' Equity (Deficit) (Details) - Schedule of measurement applied using a Mont -Carlo simulation model - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Shareholders' Equity (Deficit) (Details) - Schedule of measurement applied using a Mont -Carlo simulation model [Line Items] | ||
Risk free rate | 3% | 1.265% |
Volatility of assets | 96% | 60% |
Total derivative liabilities -warrants (in Dollars) | $ 1,261 | |
Convertible Securities Warrants [Member] | ||
Shareholders' Equity (Deficit) (Details) - Schedule of measurement applied using a Mont -Carlo simulation model [Line Items] | ||
Fair Value (in Dollars) | $ 3 | |
Risk free rate | 1.265% | |
Volatility of assets | 60% | |
Expected dividend yield | 0% | |
Rubini Warrants [Member] | ||
Shareholders' Equity (Deficit) (Details) - Schedule of measurement applied using a Mont -Carlo simulation model [Line Items] | ||
Fair Value (in Dollars) | $ 47 | |
Risk free rate | 1.265% | |
Volatility of assets | 60% | |
Expected Term | 4 years | |
Expected dividend yield | 0% | |
Alpha Capital warrants [Member] | ||
Shareholders' Equity (Deficit) (Details) - Schedule of measurement applied using a Mont -Carlo simulation model [Line Items] | ||
Fair Value (in Dollars) | $ 37 | |
Risk free rate | 1.265% | |
Volatility of assets | 60% | |
Expected Term | 4 years | |
Expected dividend yield | 0% | |
Lind Warrants [Member] | ||
Shareholders' Equity (Deficit) (Details) - Schedule of measurement applied using a Mont -Carlo simulation model [Line Items] | ||
Fair Value (in Dollars) | $ 1,174 | |
Risk free rate | 1.265% | |
Volatility of assets | 60% | |
Expected Term | 5 years | |
Expected dividend yield | 0% | |
Bottom of range [member] | Convertible Securities Warrants [Member] | ||
Shareholders' Equity (Deficit) (Details) - Schedule of measurement applied using a Mont -Carlo simulation model [Line Items] | ||
Expected Term | 21 days | |
Top of range [member] | Convertible Securities Warrants [Member] | ||
Shareholders' Equity (Deficit) (Details) - Schedule of measurement applied using a Mont -Carlo simulation model [Line Items] | ||
Expected Term | 3 years |
Leases (Details)
Leases (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Leases (Details) [Line Items] | |||
Lease term | 3 years | ||
Total cash outflows for leases | $ 357 | $ 529,000 | $ 434,000 |
Bottom of ranfe [Member] | |||
Leases (Details) [Line Items] | |||
Lease term | 1 year | ||
Top of range [Member] | |||
Leases (Details) [Line Items] | |||
Lease term | 4 years |
Leases (Details) - Schedule of
Leases (Details) - Schedule of carrying amounts of right-of-use assets recognized and the movements $ in Thousands | 12 Months Ended |
Dec. 31, 2021 USD ($) | |
Leases (Details) - Schedule of carrying amounts of right-of-use assets recognized and the movements [Line Items] | |
Beginning balance | $ 388 |
Additions | 316 |
Depreciation expense | (324) |
Ending balance | 380 |
Office facilities [Member] | |
Leases (Details) - Schedule of carrying amounts of right-of-use assets recognized and the movements [Line Items] | |
Beginning balance | 363 |
Additions | 316 |
Depreciation expense | (301) |
Ending balance | 378 |
Motor vehicles [Member] | |
Leases (Details) - Schedule of carrying amounts of right-of-use assets recognized and the movements [Line Items] | |
Beginning balance | 25 |
Additions | |
Depreciation expense | (23) |
Ending balance | $ 2 |
Leases (Details) - Schedule o_2
Leases (Details) - Schedule of carrying amounts of lease liabilities and the movements $ in Thousands | 12 Months Ended |
Dec. 31, 2021 USD ($) | |
Schedule Of Carrying Amounts Of Lease Liabilities And The Movements Abstract | |
Beginning balance | $ 305 |
Additions | 429 |
Accretion of interest | 8 |
Payments | (357) |
Ending balance | 385 |
Current | 119 |
Non-current | $ 266 |
Leases (Details) - Schedule o_3
Leases (Details) - Schedule of amounts recognized in profit or loss $ in Thousands | 12 Months Ended |
Dec. 31, 2021 USD ($) | |
Schedule Of Amounts Recognized In Profit Or Loss Abstract | |
Depreciation expense of right-of-use assets | $ 324 |
Interest expense on lease liabilities | 8 |
Total amount recognized in profit or loss | $ 332 |
Cost of Services (Details) - Sc
Cost of Services (Details) - Schedule of cost of services - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Schedule Of Cost Of Services Abstract | |||
Payroll and related | $ 1,656 | $ 1,266 | $ 2,384 |
Depreciation and amortization | 747 | 1,161 | 835 |
Subcontractors | 670 | 902 | 756 |
Freight | 197 | 279 | 410 |
Others | 220 | 227 | 317 |
Total | $ 3,490 | $ 3,835 | $ 4,702 |
Research and Development Expe_3
Research and Development Expenses (Details) - Schedule of research and development expenses - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Schedule Of Research And Development Expenses Abstract | |||
Payroll and related | $ 840 | $ 607 | $ 1,395 |
Subcontractors and materials | 348 | 147 | 338 |
Share based compensation | 270 | 344 | 441 |
Depreciation and amortization | 59 | 85 | 97 |
Patents | 55 | 48 | 86 |
Travel expenses | 4 | 55 | |
Others | 108 | 80 | 140 |
Total | $ 1,680 | $ 1,315 | $ 2,552 |
Selling, General and Administ_3
Selling, General and Administrative Expenses (Details) - Schedule of selling, general and administrative expenses - Selling, general and administrative expense [member] - USD ($) $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |||
Selling, General and Administrative Expenses (Details) - Schedule of selling, general and administrative expenses [Line Items] | |||||
Payroll and related | $ 4,009 | $ 2,485 | $ 2,947 | ||
Professional services | 2,324 | 1,614 | 2,007 | ||
Expected credit loss | 723 | 296 | [1] | 295 | [1] |
Convertible debenture transaction costs | 704 | ||||
Shares listing costs | 608 | ||||
Contingent liabilities | 509 | ||||
Depreciation and amortization | 443 | 3,558 | 1,913 | ||
Insurance | 396 | 161 | |||
Share based compensation | 378 | 2,978 | 1,006 | ||
Rent and office maintenance | 314 | 321 | 379 | ||
Travel expenses | 272 | 102 | 595 | ||
Others | 411 | 137 | 862 | ||
Total | $ 11,091 | $ 11,652 | $ 10,004 | ||
[1] Reclassified |
Loss Per Share (Details) - Sche
Loss Per Share (Details) - Schedule of loss per share have been calculated using the weighted average number of shares in issue during the relevant financial periods - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2021 | Dec. 31, 2020 | [1] | Dec. 31, 2019 | [1] | |
Schedule Of Loss Per Share Have Been Calculated Using The Weighted Average Number Of Shares In Issue During The Relevant Financial Periods Abstract | |||||
Loss for the year attributable to shareholders | $ (14,758) | $ (12,536) | $ (15,013) | ||
Weighted average number of ordinary shares | 11,355,848 | 7,352,460 | 4,305,555 | ||
Basic and diluted loss per share | $ (1.3) | $ (1.7) | $ (3.49) | ||
[1] After giving effect to the reverse stock split (see also Note 14B) |
Tax on Income (Details)
Tax on Income (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Tax on Income (Details) [Line Items] | ||
Corporate tax rate | 23% | 23% |
Carry forward tax losses | $ 21,908 | |
Israeli [Member] | ||
Tax on Income (Details) [Line Items] | ||
Carry forward tax losses | $ 13,540,000 |
Tax on Income (Details) - Sched
Tax on Income (Details) - Schedule of theoretical tax on the pre-tax income and the tax expense - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Schedule Of Theoretical Tax On The Pre Tax Income And The Tax Expense Abstract | |||||
Loss before income tax | $ 13,274 | $ 4,776 | $ 14,891 | $ 12,706 | $ 16,366 |
Statutory tax rate | 0% | 0% | 0% | ||
Income tax at the statutory tax rate | |||||
Expenses not recognized for tax purposes | (488) | ||||
Recondition of deferred tax asset with were not recognized on prior periods | (3) | (18) | (369) | ||
Income tax benefit | $ (3) | $ (18) | $ (857) |
Tax on Income (Details) - Sch_2
Tax on Income (Details) - Schedule of income tax expense (benefit) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Schedule Of Income Tax Expense Benefit Abstract | |||
Current | $ 2 | $ (488) | |
Deferred taxes, net | (5) | (18) | (369) |
Total | $ (3) | $ (18) | $ (857) |
Tax on Income (Details) - Sch_3
Tax on Income (Details) - Schedule of the company’s deferred tax liabilities - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Schedule Of The Company SDeferred Tax Liabilities Abstract | |||
Intangible assets | $ 23 | ||
Total | $ 23 |
Related Parties (Details)
Related Parties (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 6 Months Ended | ||
Apr. 30, 2022 | Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Related Parties (Details) [Line Items] | ||||
Received amount | $ 10,000 | |||
Number of shares (in Shares) | 2,000,000,000 | 2,000,000,000 | ||
Warrants | $ 2,000 | |||
Shares exercise price (in Dollars per share) | $ 1.24 | |||
Fair value | $ 2,480 | |||
Warrants | $ 1,845 | |||
Warrants [Member] | ||||
Related Parties (Details) [Line Items] | ||||
Number of shares (in Shares) | 2,000,000 |
Related Parties (Details) - Sch
Related Parties (Details) - Schedule of transactions arose with related parties - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | ||
Schedule Of Transactions Arose With Related Parties Abstract | ||||
Short term employee benefits | [1] | $ 1,825 | $ 1,182 | $ 1,181 |
Social benefits costs | 139 | 118 | 158 | |
Share based compensation) Management) | 237 | 1,644 | 832 | |
Share based compensation) Directors) | $ 127 | $ 395 | $ 365 | |
[1]Represent base salary, bonuses, and car allowance expenses. |
Related Parties (Details) - S_2
Related Parties (Details) - Schedule of liabilities to related parties - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Schedule Of Liabilities To Related Parties Abstract | |||
Key management personnel | $ 77 | $ 604 | $ 652 |
Loans from major shareholder | $ 272 | $ 6,781 |
Segment Reporting (Details)
Segment Reporting (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Description Of Accounting Policy For Segment Reporting Text Block Abstract | ||
Operating segments, description | In 2020, the Company operated through two operating segments: products segment and services segment. In 2021, the Company has three operating segments: products segment, Patient services segment and Covid -19 testing services segment, as follows: | |
Recognized revenue | $ 200 | |
Revenue cost of services | $ 2,800 |
Segment Reporting (Details) - S
Segment Reporting (Details) - Schedule of company’s internal financial reporting system - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Segment Reporting (Details) - Schedule of company’s internal financial reporting system [Line Items] | |||||
Revenues from external customers | $ 2,224 | $ 2,925 | $ 5,058 | $ 4,900 | $ 5,526 |
Segment loss | 13,102 | 2,411 | 7,163 | 9,046 | 11,223 |
Unallocated G&A expenses | 7,687 | 1,862 | 4,106 | 3,254 | 1,556 |
Finance expenses, net | 7,515 | 503 | 3,622 | 406 | 3,587 |
Loss before income taxes | 13,274 | 4,776 | 14,891 | 12,706 | 16,366 |
Products [Member] | |||||
Segment Reporting (Details) - Schedule of company’s internal financial reporting system [Line Items] | |||||
Revenues from external customers | 50 | 50 | 41 | 12 | |
Segment loss | 2,398 | 1,528 | 3,386 | 4,243 | 6,147 |
Covid-19 Services [Member] | |||||
Segment Reporting (Details) - Schedule of company’s internal financial reporting system [Line Items] | |||||
Revenues from external customers | 361 | 97 | |||
Segment loss | 7,798 | 301 | |||
Patient Services [Member] | |||||
Segment Reporting (Details) - Schedule of company’s internal financial reporting system [Line Items] | |||||
Revenues from external customers | 1,863 | 2,875 | 4,911 | 4,859 | 5,514 |
Segment loss | $ 2,906 | $ 883 | $ 3,476 | $ 4,803 | $ 5,076 |
Financial Instruments and Ris_3
Financial Instruments and Risk Management (Details) | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Financial Instruments and Risk Management (Details) [Line Items] | |||
Interest rate | 10% | ||
Risk-free interest rate | 3% | 1.265% | |
Expected volatility | 96% | 60% | |
Interest rates description | The key inputs that were used in the warrants and the convertible securities as of December 31, 2020, were: risk -free interest rate of 0.12%, expected volatility 100% and AUD/USD exchange rate of 0.7724. | ||
Alpha and Rubini [Member] | |||
Financial Instruments and Risk Management (Details) [Line Items] | |||
Risk-free interest rate | 1.265% | ||
Expected volatility | 60% |
Financial Instruments and Ris_4
Financial Instruments and Risk Management (Details) - Schedule of carrying amount of financial assets represents the maximum credit exposure - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Schedule Of Carrying Amount Of Financial Assets Represents The Maximum Credit Exposure Abstract | ||
Cash and Cash Equivalents | $ 6,034 | $ 278 |
Restricted deposit | 163 | 630 |
Trade receivables | 507 | 717 |
Total | $ 6,704 | $ 1,625 |
Financial Instruments and Ris_5
Financial Instruments and Risk Management (Details) - Schedule of company’s foreign currency denominated monetary assets and monetary liabilities ¥ in Thousands, $ in Thousands, $ in Thousands, $ in Thousands | Dec. 31, 2021 USD ($) | Dec. 31, 2021 AUD ($) | Dec. 31, 2021 NZD ($) | Dec. 31, 2021 CNY (¥) | Dec. 31, 2020 USD ($) | Dec. 31, 2020 AUD ($) | Dec. 31, 2020 NZD ($) | Dec. 31, 2020 CNY (¥) |
Financial Instruments and Risk Management (Details) - Schedule of company’s foreign currency denominated monetary assets and monetary liabilities [Line Items] | ||||||||
Cash and cash equivalents | $ 156 | |||||||
Restricted deposit | 10 | $ 10 | ||||||
Net assets | 166 | 10 | ||||||
Trade and other payables | 453 | 678 | ||||||
Loans | 61 | |||||||
Obligation under operating leases | 68 | |||||||
Loans | 89 | |||||||
Derivative liabilities | 3 | 203 | ||||||
Total Liabilities | 545 | 1,010 | ||||||
Net | $ (379) | $ (1,000) | ||||||
NIS [Member] | ||||||||
Financial Instruments and Risk Management (Details) - Schedule of company’s foreign currency denominated monetary assets and monetary liabilities [Line Items] | ||||||||
Cash and cash equivalents | $ 116 | |||||||
Restricted deposit | 10 | $ 10 | ||||||
Net assets | 126 | 10 | ||||||
Trade and other payables | 410 | 512 | ||||||
Loans | 61 | |||||||
Obligation under operating leases | 68 | |||||||
Loans | 89 | |||||||
Derivative liabilities | ||||||||
Total Liabilities | 499 | 641 | ||||||
Net | $ (373) | $ (631) | ||||||
AUD [Member] | ||||||||
Financial Instruments and Risk Management (Details) - Schedule of company’s foreign currency denominated monetary assets and monetary liabilities [Line Items] | ||||||||
Cash and cash equivalents | $ 5 | |||||||
Restricted deposit | ||||||||
Net assets | 5 | |||||||
Trade and other payables | 23 | 147 | ||||||
Loans | ||||||||
Obligation under operating leases | ||||||||
Loans | ||||||||
Derivative liabilities | 3 | 203 | ||||||
Total Liabilities | 26 | 350 | ||||||
Net | $ (21) | $ (350) | ||||||
RMB [Member] | ||||||||
Financial Instruments and Risk Management (Details) - Schedule of company’s foreign currency denominated monetary assets and monetary liabilities [Line Items] | ||||||||
Cash and cash equivalents | ¥ | ¥ 35 | |||||||
Restricted deposit | ¥ | ||||||||
Net assets | ¥ | 35 | |||||||
Trade and other payables | ¥ | 20 | 19 | ||||||
Loans | ¥ | ||||||||
Obligation under operating leases | ¥ | ||||||||
Loans | ¥ | ||||||||
Derivative liabilities | ¥ | ||||||||
Total Liabilities | ¥ | 20 | 19 | ||||||
Net | ¥ | ¥ 15 | ¥ (19) |
Financial Instruments and Ris_6
Financial Instruments and Risk Management (Details) - Schedule of sensitivity analysis - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Linked to NIS [Member] | ||
Financial Instruments and Risk Management (Details) - Schedule of sensitivity analysis [Line Items] | ||
Sensitivity analysis | $ (373) | $ (631) |
Sensitivity analysis rate | 10% | 10% |
Sensitivity analysis total | $ (37) | $ (63) |
Linked to AUD [Member] | ||
Financial Instruments and Risk Management (Details) - Schedule of sensitivity analysis [Line Items] | ||
Sensitivity analysis | $ (21) | $ (350) |
Sensitivity analysis rate | 10% | 10% |
Sensitivity analysis total | $ (2) | $ (35) |
Linked to RMB [Member] | ||
Financial Instruments and Risk Management (Details) - Schedule of sensitivity analysis [Line Items] | ||
Sensitivity analysis | $ 15 | $ (19) |
Sensitivity analysis rate | 10% | 10% |
Sensitivity analysis total | $ 2 | $ (2) |
Financial Instruments and Ris_7
Financial Instruments and Risk Management (Details) - Schedule of liquidity risks - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Schedule Of Liquidity Risks Abstract | ||
Trade payables | $ 2,332 | $ 4,068 |
Loans (see also note 12) | 215 | 2,083 |
Loan from major shareholder (see also note 9) | 272 | |
Financial liability at fair value | 648 | |
Convertible Securities (see also note 10) | 7,242 | 194 |
Derivative liabilities - warrants (see also note 14G) | 1,261 | 359 |
Lease liabilities (see also note 15) | 385 | 305 |
Total | $ 12,083 | $ 7,281 |
Financial Instruments and Ris_8
Financial Instruments and Risk Management (Details) - Schedule of fair value of financial instrument - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Financial Instruments and Risk Management (Details) - Schedule of fair value of financial instrument [Line Items] | ||
Derivative liabilities – warrants | $ (1,261) | $ (359) |
Convertible securities | (7,242) | (194) |
Total | (8,503) | (553) |
Level 1 [Member] | ||
Financial Instruments and Risk Management (Details) - Schedule of fair value of financial instrument [Line Items] | ||
Derivative liabilities – warrants | ||
Convertible securities | ||
Total | ||
Level 2 [Member] | ||
Financial Instruments and Risk Management (Details) - Schedule of fair value of financial instrument [Line Items] | ||
Derivative liabilities – warrants | ||
Convertible securities | ||
Total | ||
Level 3 [Member] | ||
Financial Instruments and Risk Management (Details) - Schedule of fair value of financial instrument [Line Items] | ||
Derivative liabilities – warrants | (1,261) | (359) |
Convertible securities | (7,242) | (194) |
Total | $ (8,503) | $ (553) |
Financial Instruments and Ris_9
Financial Instruments and Risk Management (Details) - Schedule of derivative liability - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Schedule Of Derivative Liability Abstract | ||
Derivative liability - warrants at beginning | $ (359) | $ (443) |
Issuance of financial instruments | (1,213) | (156) |
Gain due to change in fair value of derivative liability | 311 | 240 |
Derivative liability - warrants at ending | $ (1,261) | $ (359) |
Financial Instruments and Ri_10
Financial Instruments and Risk Management (Details) - Schedule of convertible securities - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Schedule Of Convertible Securities Abstract | ||
Convertible securities at beginning | $ (194) | $ (757) |
Payments of convertible securities | 536 | 966 |
Conversion of convertible securities to regular loan | 630 | |
Loss due to change in fair value of convertible securities | (3,677) | (289) |
Convertible to shares | 80 | |
Issuance of convertible securities | (4,537) | (194) |
Convertible securities at ending | $ (7,242) | $ (194) |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) | 1 Months Ended | 6 Months Ended | 12 Months Ended | |||||||||||||||
Oct. 06, 2022 | Jun. 17, 2022 | Dec. 15, 2021 | Nov. 15, 2022 | Oct. 20, 2022 | Jul. 18, 2022 | Apr. 20, 2022 | Apr. 18, 2022 | Mar. 25, 2022 | Feb. 28, 2022 | Jan. 30, 2022 | Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2023 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | ||
Subsequent Events (Details) [Line Items] | ||||||||||||||||||
Ordinary shares par value (in Dollars per share) | [1] | $ 0.09 | $ 0.09 | |||||||||||||||
Convertible note (in Dollars) | $ 3,380,000 | |||||||||||||||||
Finance received (in Dollars) | $ 10,000,000 | |||||||||||||||||
Allotment shares | 2,500,000 | 2,000,000 | ||||||||||||||||
Warrant shares | 2,500,000 | 2,976,192 | 2,000,000 | |||||||||||||||
Cashless exercise price (in Dollars per share) | $ 0.22 | $ 1.24 | ||||||||||||||||
Existing warrants (in Dollars) | $ 2,000,000 | $ 5,750,000 | $ 350,000 | |||||||||||||||
Purchase warrants share | 2,777,777 | 2,380,953 | 450,000 | |||||||||||||||
Exercise price (in Dollars per share) | $ 6.25 | |||||||||||||||||
Warrant issued | 9,245,239 | 23,636 | ||||||||||||||||
Warrant percentage | 125% | |||||||||||||||||
Ordinary shares issued | 2,380,953 | 13,579,032 | 13,579,032 | 9,103,924 | ||||||||||||||
Outstanding warrant share | 6,269,047 | |||||||||||||||||
Exercisable warrants | 9,245,239 | 12,708 | 18,037 | 14,479 | ||||||||||||||
Exercise until | Apr. 20, 2028 | |||||||||||||||||
Ordinary sahre warrants | 1,583,457 | |||||||||||||||||
Ordinary shares, investment | 3,200,000 | 2,777,777 | 800,000 | 305,267 | ||||||||||||||
Ordinary shares, par value (in Dollars per share) | $ 0.18 | |||||||||||||||||
Aggregate consideration (in Dollars) | $ 500,000 | |||||||||||||||||
Warrants exercisable term | 5 years | |||||||||||||||||
Convertible percentage | 10% | |||||||||||||||||
Reverse stock split | the Company’s shareholders approved, a 35-for-1 consolidation (hereinafter referred to as a reverse stock split of 35:1) of the Company’s ordinary shares pursuant to which holders of the Company’s ordinary shares received one ordinary share for every 35 ordinary share held. All ordinary shares (issued and unissued) will be consolidated on the basis that every 35 ordinary shares of par value $0.09 will be consolidated into one ordinary share of par value $3.15, such that the authorized ordinary share capital of the Company following such consolidation is $315,000,000 divided into 100,000,000 ordinary shares of a par value of $3.15 each. The Company’s shareholders also approved an increase in the Company's share capital by 42,857,143 ordinary shares such that the Company's total authorized share capital will be 100,000,000 ordinary shares going forward. | |||||||||||||||||
Non-adjusting Events After Reporting Period [Member] | ||||||||||||||||||
Subsequent Events (Details) [Line Items] | ||||||||||||||||||
Aggregate ordinary shares | 6,250,000 | 2,420,000 | ||||||||||||||||
Purchase price per ordinary share (in Dollars per share) | $ 1.5 | $ 1.5 | $ 5 | |||||||||||||||
Gross proceeds (in Dollars) | $ 500,000 | $ 10,000,000 | ||||||||||||||||
Warrant excise price (in Dollars per share) | $ 1.5 | $ 5 | ||||||||||||||||
Issuance term | 5 years | 5 years | ||||||||||||||||
Cash (in Dollars) | $ 2,400,000 | |||||||||||||||||
Face value (in Dollars) | $ 5,800,000 | |||||||||||||||||
Total Consideration (in Dollars) | $ 5,200,000 | |||||||||||||||||
Cash paid (in Dollars) | $ 1,200,000 | |||||||||||||||||
Ordinary shares purchase | 416,668 | 5,000,000 | ||||||||||||||||
Ordinary shares par value (in Dollars per share) | $ 0.09 | |||||||||||||||||
Finance received (in Dollars) | $ 10,000,000 | |||||||||||||||||
Private Placements [Member] | Non-adjusting Events After Reporting Period [Member] | ||||||||||||||||||
Subsequent Events (Details) [Line Items] | ||||||||||||||||||
Ordinary shares | 2,420,000 | |||||||||||||||||
Aggregate ordinary shares | 333,334 | |||||||||||||||||
Gross proceeds (in Dollars) | $ 7,500,000 | |||||||||||||||||
Warrants [Member] | ||||||||||||||||||
Subsequent Events (Details) [Line Items] | ||||||||||||||||||
Purchase price per ordinary share (in Dollars per share) | $ 1.5 | |||||||||||||||||
Purchase warrants share | 1,100,000 | |||||||||||||||||
Warrants [Member] | Non-adjusting Events After Reporting Period [Member] | ||||||||||||||||||
Subsequent Events (Details) [Line Items] | ||||||||||||||||||
Aggregate ordinary shares | 2,400,000 | |||||||||||||||||
Purchase price per ordinary share (in Dollars per share) | $ 5 | |||||||||||||||||
Bottom of range [member] | ||||||||||||||||||
Subsequent Events (Details) [Line Items] | ||||||||||||||||||
Exercise price (in Dollars per share) | $ 0.84 | |||||||||||||||||
Armistice [Member] | ||||||||||||||||||
Subsequent Events (Details) [Line Items] | ||||||||||||||||||
Warrant shares | 6,269,047 | |||||||||||||||||
Exercise price (in Dollars per share) | $ 0.93 | |||||||||||||||||
Top of range [member] | ||||||||||||||||||
Subsequent Events (Details) [Line Items] | ||||||||||||||||||
Exercise price (in Dollars per share) | 0.93 | |||||||||||||||||
Lind Global [Member] | ||||||||||||||||||
Subsequent Events (Details) [Line Items] | ||||||||||||||||||
Exercise price (in Dollars per share) | $ 0.93 | |||||||||||||||||
Exercise until | Apr. 30, 2028 | |||||||||||||||||
Rubini [Member] | ||||||||||||||||||
Subsequent Events (Details) [Line Items] | ||||||||||||||||||
Ordinary shares, par value (in Dollars per share) | $ 0.09 | |||||||||||||||||
[1]See also Note 9D. |
Significant Events and Transa_2
Significant Events and Transactions in the Period (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 6 Months Ended | 12 Months Ended | |||||||||||
Jun. 17, 2022 | Jun. 02, 2022 | Oct. 07, 2021 | Oct. 20, 2022 | Jun. 30, 2022 | Apr. 30, 2022 | Mar. 25, 2022 | Jan. 31, 2022 | Dec. 31, 2021 | Apr. 30, 2021 | Jun. 30, 2022 | Dec. 31, 2021 | Apr. 18, 2022 | Feb. 28, 2022 | |
Significant Events and Transactions in the Period (Details) [Line Items] | ||||||||||||||
Aggregate shares (in Shares) | 416,668 | 2,400,000 | ||||||||||||
Ordinary shares par value (in Dollars per share) | $ 0.0001 | $ 0.0001 | $ 5 | |||||||||||
Exercise price (in Dollars per share) | $ 1.5 | $ 5 | ||||||||||||
Exercisable term years | 5 years | 5 years | ||||||||||||
Sold a price (in Dollars per share) | $ 1.5 | $ 5 | ||||||||||||
Warrants sold price (in Dollars per share) | $ 0.0001 | $ 0.0001 | ||||||||||||
Ordinary warrants | $ 4,489 | $ 4,944 | ||||||||||||
Pre-funded warrants | 3,160 | 3,440 | ||||||||||||
Transaction costs | 680 | 1,993 | ||||||||||||
Additional cost | $ 254 | $ 248 | ||||||||||||
Warrants granted (in Shares) | 250,000 | 120,000 | 13,537 | 13,537 | ||||||||||
Warrants fair value | $ 2,112 | $ 1,152 | $ 827 | |||||||||||
Ordinary shares (in Shares) | 3,200,000 | 2,777,777 | 800,000 | 305,267 | ||||||||||
Ordinary shares purchased (in Shares) | 20,000 | 47 | 136,571 | 20,000 | 47 | |||||||||
Purchase price (in Dollars per share) | $ 5 | $ 1.5 | $ 5 | |||||||||||
Warrants at issuance amount | $ 83 | $ 350 | $ 83 | |||||||||||
Change in fair value | $ 10 | |||||||||||||
Exercise price per shares (in Dollars per share) | $ 1.5 | $ 1.5 | $ 1.5 | $ 1.5 | ||||||||||
Convertible loan amount | $ 600 | |||||||||||||
Interest rate percentage | 16% | 10% | ||||||||||||
Interest rises percentage | 12% | |||||||||||||
Conversion price per share (in Dollars per share) | $ 0.04 | |||||||||||||
Accrued interest amount | $ 648 | $ 648 | ||||||||||||
Description of convertible debt agreement | the Company and Rubini signed an amended and restated convertible debenture which amended the terms of the original convertible debenture agreement signed on April 7, 2021. According to the amended and restated agreement the Company promised to pay Rubini the principal sum of $600 on October 7, 2022 (the “Maturity Date”) which is a one year extension from the maturity date set forth in the original debenture. The Company shall pay interest to the holder on the aggregate unconverted and then outstanding principal amount of this debenture at the rate of 10% per annum, payable on the maturity date and thereafter subject to increase. In the event the Company has not paid the principal amount of this debenture and all accrued but unpaid interest in full as of the maturity date then the interest shall increase to 12% per annum until April 7, 2023 and then the interest rate will increase to 16% per annum untilpaid in full. If the Company has not paid the principal amount as of the repayment date the conversion price shall be $0.04 per share. See also Note 9C. | |||||||||||||
Convertible debt liability amount | $ 692 | |||||||||||||
Description of convertible loan agreement | the Company entered into a Convertible Loan Agreement (“Lind CLA Agreement”) transaction (the “December 2021 Note”) whereby the Company entered into a securities purchase agreement relating to the purchase and sale of a senior convertible note for gross proceeds of US$5,000 with Lind Global Partners (“Lind”). The Lind CLA agreement provides for, among other things, the issuance of the December 2021 Note with a $5,800 face value, with a 24-month maturity, and a fixed conversion price of $3.50 per share (or Conversion Price) of the Company’s ordinary shares. At any time following the date that is earlier of (1) the date that is six month of the issuance date or (2) the date of effectiveness of a registration statement covering the underlying conversion shares this Note shall be convertible. The Company is required to make principal payments in 20 equal monthly instalments commencing 120 days after funding (the “Repayment”). | |||||||||||||
Description of repayments | (i) cash; (ii) ordinary shares (after ordinary shares are registered) (or the Repayment Shares); or a combination of both. Repayment Shares will be priced at 90% of the average of the five lowest daily VWAPs (Volume Weighted Average Price) during the 20 trading days prior to the payment date. The Company has the right to buy-back the outstanding face value of the December 2021 Note at any time with no penalty (the “Buy-Back Right”). Should the Company exercise its Buy-Back Right, Lind will have the option to convert up to 25% of the face value of the December 2021 Note at the lesser of the Conversion Price or Repayment Price (ninety percent of the average of the five lowest daily VMAPs during the twenty trading days prior to the payment date). | |||||||||||||
Warrant ordinary shares (in Shares) | 1,146,789 | 1,146,789 | ||||||||||||
Ordinary per shares (in Dollars per share) | $ 3.5 | $ 3.5 | ||||||||||||
Additional amount | $ 5,000 | $ 5,000 | ||||||||||||
Risk free rate | 1.265% | |||||||||||||
Volatility of assets rate | 60% | |||||||||||||
Expiration warrant years | 5 years | |||||||||||||
Convertible debentures years | 2 years | |||||||||||||
Convertible note amount | 7,242 | 7,242 | ||||||||||||
Fair value amount | $ 1,174 | $ 1,174 | ||||||||||||
Instalments amount | $ 2,500 | $ 2,500 | ||||||||||||
Aggregate ordinary share (in Shares) | 1,146,789 | |||||||||||||
Expansion total amount | $ 5,200 | $ 5,200 | ||||||||||||
Transaction connection amount | $ 1,200 | |||||||||||||
Right-of-use asset years | 3 years | |||||||||||||
Description of securities and exchange commission | the Company furnished a report of Foreign Private Issuer on Form 6-K with the U.S. Securities and Exchange Commission to announce its belief, as of such date, that it was in current compliance with Nasdaq’s $2.5 million Shareholders’ Equity Requirement based on completing a series of transactions as described therein. As of the date of these financial statements, the Company is no longer in compliance with Nasdaq’s $2.5 million Shareholders’ Equity Requirement and the Company expects it will receive a notice from Nasdaq regarding non-compliance with relevant Nasdaq listing rules. | |||||||||||||
Ordinary Warrants [Member] | ||||||||||||||
Significant Events and Transactions in the Period (Details) [Line Items] | ||||||||||||||
Aggregate shares (in Shares) | 6,250,000 | |||||||||||||
Ordinary shares par value (in Dollars per share) | $ 1.5 | |||||||||||||
Warrants fair value | $ 2,217 | |||||||||||||
Warrants [Member] | ||||||||||||||
Significant Events and Transactions in the Period (Details) [Line Items] | ||||||||||||||
Aggregate shares (in Shares) | 2,400,000 | |||||||||||||
Exercise price (in Dollars per share) | $ 1.5 | |||||||||||||
Purchase price (in Dollars per share) | $ 5 | |||||||||||||
Lind Global [Member] | ||||||||||||||
Significant Events and Transactions in the Period (Details) [Line Items] | ||||||||||||||
Aggregate shares (in Shares) | 333,334 | |||||||||||||
Ordinary shares par value (in Dollars per share) | $ 0.09 | |||||||||||||
Ordinary shares purchased (in Shares) | 20,000 | 20,000 | ||||||||||||
Change in fair value | $ 211 | |||||||||||||
Private Placement [Member] | ||||||||||||||
Significant Events and Transactions in the Period (Details) [Line Items] | ||||||||||||||
Aggregate shares (in Shares) | 5,000,000 | 20,000 | ||||||||||||
Ordinary shares par value (in Dollars per share) | $ 0.09 | $ 0.09 | ||||||||||||
Gross proceeds | $ 7,500 | |||||||||||||
Securities Purchase Agreement [Member] | ||||||||||||||
Significant Events and Transactions in the Period (Details) [Line Items] | ||||||||||||||
Aggregate shares (in Shares) | 2,400,000 | |||||||||||||
Ordinary shares par value (in Dollars per share) | $ 0.09 | |||||||||||||
Gross proceeds | $ 12,000 |
Inventories (Details) - Sched_2
Inventories (Details) - Schedule of inventories - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Schedule Of Inventories Abstract | |||
Raw materials | $ 1,590 | $ 116 | $ 79 |
Finished goods | 748 | 239 | $ 11 |
Total | $ 2,338 | $ 355 |
Shareholders' Equity (Deficit_9
Shareholders' Equity (Deficit) (Details) - Schedule of holders the right to receive dividends - shares | 6 Months Ended | ||||||
Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | [2] | ||||
Schedule Of Holders The Right To Receive Dividends Abstract | |||||||
Number of shares, Authorized, Ordinary shares of $0.09 par value | 2,000,000,000 | [1] | 2,000,000,000 | [1] | 2,000,000,000 | ||
Number of shares, Issued and outstanding, Ordinary shares of $0.09 par value | 24,386,680 | [1] | 13,579,032 | [1] | 9,103,924 | ||
Number of shares, Authorized, Warrants | [1],[3] | 3,450,000 | 3,450,000 | ||||
Number of shares, Issued and outstanding, Warrants | [1],[3] | 3,450,000 | 3,450,000 | ||||
[1]See also Note 9D.[2] After giving effect to the reverse stock split (see also Note 14B) Warrants will be exercisable at a price equal to $6.25 per share and for a period of five years, starting from June 2021. |
Shareholders' Equity (Defici_10
Shareholders' Equity (Deficit) (Details) - Schedule of holders the right to receive dividends (Parentheticals) - $ / shares | 6 Months Ended | ||
Jun. 30, 2022 | Dec. 31, 2021 | ||
Schedule Of Holders The Right To Receive Dividends Abstract | |||
Number of shares, Ordinary Shares par value | [1] | $ 0.09 | $ 0.09 |
[1]See also Note 9D. |
Fair Value Measurement (Details
Fair Value Measurement (Details) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Disclosure Of Fair Value Measurement Of Assets Text Block Abstract | ||
Risk-free interest rate | 3% | 1.265% |
Expected volatility | 96% | 60% |
Fair Value Measurement (Detai_2
Fair Value Measurement (Details) - Schedule of liabilities that are measured at fair value in the financial statements - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Fair Value Measurement (Details) - Schedule of liabilities that are measured at fair value in the financial statements [Line Items] | ||
Derivative liability - warrants | $ (3,883) | $ (1,261) |
Convertible debenture | (7,242) | |
Level 1 [member] | ||
Fair Value Measurement (Details) - Schedule of liabilities that are measured at fair value in the financial statements [Line Items] | ||
Derivative liability - warrants | ||
Convertible debenture | ||
Level 2 [member] | ||
Fair Value Measurement (Details) - Schedule of liabilities that are measured at fair value in the financial statements [Line Items] | ||
Derivative liability - warrants | ||
Convertible debenture | ||
Level 3 [member] | ||
Fair Value Measurement (Details) - Schedule of liabilities that are measured at fair value in the financial statements [Line Items] | ||
Derivative liability - warrants | $ (3,883) | (1,261) |
Convertible debenture | $ (7,242) |
Fair Value Measurement (Detai_3
Fair Value Measurement (Details) - Schedule of liabilities that are measured at level 3 in the financial statements shares in Thousands | 6 Months Ended |
Jun. 30, 2022 shares | |
Warranty contingent liability [member] | |
Fair Value Measurement (Details) - Schedule of liabilities that are measured at level 3 in the financial statements [Line Items] | |
Derivative liability - warrants as of December 31, 2021 | (1,261) |
Issuance of financial instruments | (16,467) |
Exercise of pre-funded warrants | 3,264 |
Change in fair value | 10,581 |
Derivative liability - warrants as of June 30, 2022 | (3,883) |
Convertible debenture [member] | |
Fair Value Measurement (Details) - Schedule of liabilities that are measured at level 3 in the financial statements [Line Items] | |
Convertible debenture as of December 31, 2021 | (7,242) |
Payments of convertible securities | 5,921 |
Gain due to change in fair value of convertible debenture | 1,321 |
Convertible debenture as of June 30, 2022 |
Segment Reporting (Details) -_2
Segment Reporting (Details) - Schedule of company’s internal financial reporting system - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Segment Reporting (Details) - Schedule of company’s internal financial reporting system [Line Items] | |||||
Revenues from external customers | $ 2,224 | $ 2,925 | $ 5,058 | $ 4,900 | $ 5,526 |
Segment loss | 13,102 | 2,411 | 7,163 | 9,046 | 11,223 |
Unallocated general and administrative expenses | 7,687 | 1,862 | 4,106 | 3,254 | 1,556 |
Finance Income (expenses), net | 7,515 | 503 | 3,622 | 406 | 3,587 |
Loss before taxes on income | 13,274 | 4,776 | 14,891 | 12,706 | 16,366 |
Products Unaudited [Member] | |||||
Segment Reporting (Details) - Schedule of company’s internal financial reporting system [Line Items] | |||||
Revenues from external customers | 50 | 50 | 41 | 12 | |
Segment loss | 2,398 | 1,528 | 3,386 | 4,243 | 6,147 |
Covid-19 Services Unaudited [Member] | |||||
Segment Reporting (Details) - Schedule of company’s internal financial reporting system [Line Items] | |||||
Revenues from external customers | 361 | 97 | |||
Segment loss | 7,798 | 301 | |||
Patient Services Unaudited [Member] | |||||
Segment Reporting (Details) - Schedule of company’s internal financial reporting system [Line Items] | |||||
Revenues from external customers | 1,863 | 2,875 | 4,911 | 4,859 | 5,514 |
Segment loss | $ 2,906 | $ 883 | $ 3,476 | $ 4,803 | $ 5,076 |
Subsequent Events (Details) - S
Subsequent Events (Details) - Schedule of weighted average number of equity shares in issue and loss - $ / shares | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Schedule Of Weighted Average Number Of Equity Shares In Issue And Loss Abstract | ||
Loss for the year attributable to shareholders | (13,021) | (4,694) |
Weighted average number of ordinary shares | 18,005,932 | 9,224,389 |
Basic loss per share in USD (in Dollars per share) | $ (0.72) | $ (0.51) |