Document And Entity Information
Document And Entity Information | 12 Months Ended |
Dec. 31, 2022 shares | |
Document Information Line Items | |
Entity Registrant Name | G Medical Innovations Holdings Ltd. |
Document Type | 20-F |
Current Fiscal Year End Date | --12-31 |
Entity Common Stock, Shares Outstanding | 1,532,794 |
Amendment Flag | false |
Entity Central Index Key | 0001760764 |
Entity Current Reporting Status | Yes |
Entity Voluntary Filers | No |
Entity Filer Category | Non-accelerated Filer |
Entity Well-known Seasoned Issuer | No |
Document Period End Date | Dec. 31, 2022 |
Document Fiscal Year Focus | 2022 |
Document Fiscal Period Focus | FY |
Entity Emerging Growth Company | true |
Entity Shell Company | false |
Entity Ex Transition Period | false |
ICFR Auditor Attestation Flag | false |
Entity File Number | 001-39674 |
Entity Incorporation, State or Country Code | E9 |
Entity Address, Address Line One | 5 Oppenheimer, |
Entity Address, City or Town | Rehovot |
Entity Address, Postal Zip Code | 7670105 |
Entity Address, Country | IL |
Entity Interactive Data Current | Yes |
Document Accounting Standard | International Financial Reporting Standards |
Document Shell Company Report | false |
Auditor Firm ID | 1185 |
Auditor Name | Ziv Haft |
Auditor Location | Tel-Aviv, Israel |
Document Annual Report | true |
Document Registration Statement | false |
Document Transition Report | false |
Ordinary Shares, par value $0.0001 per share | |
Document Information Line Items | |
Trading Symbol | GMVD |
Title of 12(b) Security | Ordinary Shares, par value $0.0001 per share |
Security Exchange Name | NASDAQ |
Warrants to purchase Ordinary Shares, par value $0.0001 per share | |
Document Information Line Items | |
Trading Symbol | GMVDW |
Title of 12(b) Security | Warrants to purchase Ordinary Shares, par value $0.0001 per share |
Security Exchange Name | NASDAQ |
Business Contact | |
Document Information Line Items | |
Entity Address, Address Line One | 5 Oppenheimer |
Entity Address, City or Town | Rehovot |
Entity Address, Postal Zip Code | 7670105 |
Entity Address, Country | IL |
City Area Code | 972 |
Local Phone Number | 8 958 4777 |
Contact Personnel Name | Dr. Yacov Geva |
Contact Personnel Email Address | Yacovg@Gmedinnovations.com |
Consolidated Statements of Fina
Consolidated Statements of Financial Position - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 | |
CURRENT ASSETS: | |||
Cash and cash equivalents | $ 295 | $ 6,034 | |
Restricted deposit | 142 | 163 | |
Inventory, net | 292 | 355 | |
Trade receivables, net | 593 | 507 | |
Other accounts receivable | 441 | 1,492 | |
Loan to major shareholder, net | 230 | ||
Total current assets | 1,993 | 8,551 | |
NON-CURRENT ASSETS: | |||
Other accounts receivable | 185 | 213 | |
Property, plant and equipment, net | 2,647 | 1,753 | |
Total non-current assets | 2,832 | 1,966 | |
Total assets | 4,825 | 10,517 | |
CURRENT LIABILITIES: | |||
Short term loan and current portion of long-term loans | 144 | 140 | |
Trade payables | 4,655 | 2,332 | |
Other accounts payable | 2,031 | 1,246 | |
Financial liability at fair value | 648 | ||
Short term convertible securities at fair value | 2,535 | ||
Convertible securities | 737 | ||
Derivative liabilities at fair value – warrants | 618 | 1,261 | |
Loan from major shareholder at fair value | 765 | ||
Short term portion of lease liability | 163 | 119 | |
Total current liabilities | 9,113 | 8,281 | |
NON-CURRENT LIABILITIES: | |||
Long term convertible securities at fair value | 4,707 | ||
Long term loans | 53 | 75 | |
Long term lease liability | 230 | 266 | |
Total non-current liabilities | 283 | 5,048 | |
SHAREHOLDERS’ DEFICIT: | |||
Ordinary Shares; $3.15 par value 100,000,000 shares authorized and 1,532,794 shares issued and outstanding as of December 31, 2022. As of December 31, 2021, 57,142,857 shares authorized and 387,972 shares issued and outstanding(*) | [1] | 4,835 | 1,222 |
Other reserve | 1,500 | 1,500 | |
Translation reserve | 2 | 2 | |
Additional paid in capital | 101,694 | 81,879 | |
Treasury shares | (121) | ||
Accumulated deficit | (115,263) | (90,634) | |
G Medical innovations holdings ltd. Shareholders’ deficit | (7,353) | (6,031) | |
Non-controlling interest | 2,782 | 3,219 | |
Total shareholders’ deficit | (4,571) | (2,812) | |
TOTAL LIABILITIES AND SHAREHOLDERS’ DEFICIT | $ 4,825 | $ 10,517 | |
[1] After giving effect to the reverse stock split ( ) |
Consolidated Statements of Fi_2
Consolidated Statements of Financial Position (Parentheticals) - $ / shares | Dec. 31, 2022 | Dec. 31, 2021 | |
Statement of financial position [abstract] | |||
Ordinary Shares, par value (in Dollars per share) | [1] | $ 3.15 | $ 3.15 |
Ordinary Shares, authorized | [2] | 100,000,000 | 57,142,857 |
Ordinary Shares, issued | [1] | 1,532,794 | 387,972 |
Ordinary Shares, outstanding | [1] | 1,532,794 | 387,972 |
[1] After giving effect to the reverse stock split ( ) After giving effect to the reverse stock split ( ) |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |||
Revenue: | |||||
Products | $ 16 | $ 50 | $ 41 | ||
Services | 4,404 | 4,911 | 4,859 | ||
Total revenue | 4,420 | 4,961 | 4,900 | ||
Cost of sales of products | 113 | 66 | 398 | ||
Cost of services | 3,523 | 3,386 | 3,835 | ||
Total cost of revenue | 3,636 | 3,452 | 4,233 | ||
Gross profit (loss) | 784 | 1,509 | 667 | ||
Operating expenses: | |||||
Research and development expenses | 2,292 | 1,680 | 1,315 | ||
Selling, general and administrative expenses | 20,605 | 10,797 | 11,652 | ||
Operating loss | 22,113 | 10,968 | 12,300 | ||
Financial income | 17,546 | 870 | 344 | ||
Financial expense | 9,375 | 4,492 | 750 | ||
Financial income (expense), net | 8,171 | (3,622) | (406) | ||
Loss before tax | 13,942 | 14,590 | 12,706 | ||
Income tax expense (benefit) | 16 | (3) | (18) | ||
Loss for the year from continuing operations | 13,958 | 14,587 | 12,688 | ||
Loss from discontinued operations | 11,108 | 301 | |||
Total Loss for the year | 25,066 | 14,888 | 12,688 | ||
Loss for the year attributed to: | |||||
Non-controlling interests | 437 | 130 | 152 | ||
G Medical innovations holdings ltd. shareholders’ | 13,521 | 14,457 | 12,536 | ||
Loss from discontinued operations | 11,108 | 301 | |||
G Medical innovations holdings ltd. shareholders’ | $ 25,066 | $ 14,888 | $ 12,688 | ||
Basic and diluted loss per share from continuing operations (in Dollars per share) | $ (18.76) | $ (44.57) | [1] | $ (59.67) | [1] |
Basic and diluted loss per share from discontinued operations (in Dollars per share) | (15.41) | (0.92) | |||
Basic and diluted loss per share attributable to G Medical innovations holdings ltd. Shareholders in USD (in Dollars per share) | $ (34.17) | $ (45.49) | [1] | $ (59.67) | [1] |
Weighted average ordinary shares outstanding: (in Shares) | 720,854 | 324,452 | [1] | 210,070 | [1] |
[1] After giving effect to the reverse stock split ( ) |
Consolidated Statements of Co_2
Consolidated Statements of Comprehensive Loss (Parentheticals) - $ / shares | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Profit or loss [abstract] | |||
Diluted loss per share from continuing operations | $ (18.76) | $ (44.57) | $ (59.67) |
Diluted loss per share from discontinued operations | (15.41) | (0.92) | |
Diluted loss per share attributable to G Medical innovations holdings ltd. Shareholders in USD | $ (34.17) | $ (45.49) | $ (59.67) |
Consolidated Statements of Chan
Consolidated Statements of Changes in Shareholders’ Deficit - USD ($) $ in Thousands | Share capital | Other reserve | Translation reserve | Additional paid in capital | Accumulated deficit | Treasury Shares | Total | Non-controlling Interest | Total |
Balance at Dec. 31, 2019 | $ 410 | $ 1,500 | $ 2 | $ 48,051 | $ (63,340) | $ (13,377) | $ 3,501 | $ (9,876) | |
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 | |||||
Comprehensive loss for the period: | |||||||||
Net comprehensive loss | (12,536) | (12,536) | (152) | (12,688) | |||||
Balance at Dec. 31, 2020 | 819 | 1,500 | 2 | 67,257 | (75,876) | (6,298) | 3,349 | (2,949) | |
Changes during the year: | |||||||||
Issuance of ordinary shares and warrants, net | 270 | 13,147 | 13,417 | 13,417 | |||||
Share-based compensation | 105 | 543 | 648 | 648 | |||||
Conversion of loans into shares | 28 | 932 | 960 | 960 | |||||
Comprehensive loss for the period: | |||||||||
Net comprehensive loss | (14,758) | (14,758) | (130) | (14,888) | |||||
Balance at Dec. 31, 2021 | 1,222 | 1,500 | 2 | 81,879 | (90,634) | (6,031) | 3,219 | (2,812) | |
Changes during the year: | |||||||||
Issuance of ordinary shares, net | 916 | 2,526 | 3,442 | 3,442 | |||||
Issuance of ordinary shares in respect of warrants and pre-funded warrants exercise | 574 | 6,690 | 7,264 | 7,264 | |||||
Share-based compensation | 500 | 11,988 | 12,488 | 12,488 | |||||
Issuance of ordinary shares in return of loan from major shareholder | 1,623 | (1,389) | 234 | 234 | |||||
Treasury shares | (121) | (121) | (121) | ||||||
Comprehensive loss for the period: | |||||||||
Net comprehensive loss | (24,629) | (24,629) | (437) | (25,066) | |||||
Balance at Dec. 31, 2022 | $ 4,835 | $ 1,500 | $ 2 | $ 101,694 | $ (115,263) | $ (121) | $ (7,353) | $ 2,782 | $ (4,571) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | |||
Net loss for the year | $ (25,066) | $ (14,888) | $ (12,688) |
Depreciation and amortization | 1,212 | 1,362 | 1,418 |
Loss from inventory write off | 2,084 | ||
Impairment of goodwill | 2,844 | ||
Change in fair value of derivatives | (10,232) | (311) | (240) |
Change in fair value of financial liability | 40 | ||
Accrued interest on convertible security | 49 | ||
Revaluation of restricted deposit | 56 | 5 | |
Share based compensation | 12,488 | 648 | 2,872 |
Forgiveness of PPP loan | (873) | ||
Accrued interest of long-term loans | 3 | 89 | 107 |
Changes in deferred taxes | (5) | (18) | |
Loss from disposal equipment | 422 | 579 | |
Change in fair value of Convertible loans | (1,321) | 3,677 | 289 |
Decrease (increase) in trade receivable, net | (86) | 210 | (161) |
Increase in other accounts receivable | 839 | (180) | (697) |
Increase (decrease) in inventories | (2,021) | (265) | 288 |
Increase (decrease) in trade payables | 2,323 | (1,736) | 739 |
Increase (decrease) in other accounts payable | 785 | (129) | 591 |
Accrued interest on loans from major shareholder | 298 | ||
Capital loss from sale of fixed assets | 17 | 16 | |
Financial expenses, net | (71) | 18 | |
Net cash used in operating activities | (18,479) | (11,494) | (4,647) |
CASH FLOWS FROM INVESTING ACTIVITIES: | |||
Purchase of property, plant and equipment | (2,121) | (550) | (507) |
Purchase of other assets | (30) | ||
Proceeds from sales of property, plant and equipment | 33 | 66 | |
Change in restricted deposit | (35) | 467 | 82 |
Net cash used in Investing activities | (2,123) | (17) | (455) |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Issuance of shares and warrants, net | 3,442 | 13,417 | 8,992 |
Issuance of ordinary shares in respect of warrants and pre-funded warrants exercise, net | 2,000 | ||
Receipts (repayment) of loan from major shareholder, net | 999 | (272) | 143 |
Issuance of convertible securities and warrants | 14,851 | 5,750 | 350 |
Receipts of long-term loans from bank | 89 | 873 | |
Principal paid on lease liabilities | (366) | (357) | (529) |
Repayment of convertible securities and financial liability | (5,921) | (536) | (3,967) |
Changes in short term bank credit | (93) | ||
Purchase of Treasury Shares | (121) | ||
Repayment of loans | (21) | (824) | (389) |
Net cash provided by financing activities | 14,863 | 17,267 | 5,380 |
Increase in cash and cash equivalents | (5,739) | 5,756 | 278 |
Effects of exchange rate changes on cash and cash equivalents | |||
Cash and cash equivalents at beginning of the year | 6,034 | 278 | |
Cash and cash equivalents at the end of the year | 295 | 6,034 | 278 |
Interest | 4 | 143 | 557 |
Tax | 16 | ||
Conversion of convertible loan and loans into shares and warrants | 960 | 801 | |
Share issuance related to exercise of warrants and Pre-funded warrants | 5,264 | ||
Convertible securities - classification into financial liability at fair value | 648 | ||
Conversion of loan from major shareholder into shares | 6,950 | ||
Recognition of right of use assets and lease liabilities | 1,344 | 316 | |
Convertible securities - classification into convertible financial liability at amortized cost | $ 688 |
Description of Business
Description of Business | 12 Months Ended |
Dec. 31, 2022 | |
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 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 closed its initial public offering of 85,714 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 which has been discontinued during the second half of 2022 (see Note 22). In July 2022 the Company started a new operations of Direct-To-Customer health testing kits health issues ranging from food sensitivity, indoor/outdoor allergies, HPV, thyroid functioning, testosterone levels, and the hemoglobin A1C test, with results going directly to the user within days. This operation is still in an early stage and no revenue has been recorded in 2022. 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 $25,066 and $14,888 for the years ended December 31, 2022 and 2021, respectively, and generated $115,263 and $90,634 of accumulated deficit since inception for December 31, 2022 and 2021, 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, in return for shares and warrants (as further detailed in note 24E), has 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 May 15, 2023. |
Significant Accounting Policies
Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2022 | |
Significant Accounting Policies Text Block [Abstract] | |
SIGNIFICANT ACCOUNTING POLICIES | 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 USA 100% - G Medical Innovations USA Inc. G Medical Health and Wellness, Inc*** USA 100% - G Medical Innovations USA Inc. G Medical Health and Wellness Lab, Inc*** USA 100% - G Medical Innovations USA Inc. * Not active ** 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 addition, 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. During the second half of 2022, the business activity of the companies was discontinued. (See Note 22). *** In July 2022 the Company established two wholly owned subsidiaries: G Medical Health and Wellness, Inc, and G Medical Health and Wellness Lab, Inc for the purpose of the new Direct-To-Customer health testing kits activity. Accordingly, consumers will be able to order tests online, perform the test in privacy and receive their results online within few days from receiving the test in the lab. 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 including estimates for transactions with the major shareholder, 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 consolidated 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 2022 and 2021 the Company did not meet the above criteria therefore all the development costs have been recognized as expenses. K. 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. L. 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. M. 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. N. 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. O. 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). P. 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, 2022 and December 31, 2021, ECL for trade and other account receivables were $450 and $464 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. Q. 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. R. 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 Lab equipment 5 S. 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 (Current Procedural Terminology) All of the Company’ Service Revenue are generated from service 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. Covid-19 services 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 twelve months ended December 31, 2022, the Company recognized revenue in the amount of approximately $361 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 (see note 22 re discontinuation of this operation). 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. Sale of devices Sales of products consist of revenue from the sale of Prizma Medical Smartphone Case as well as future sale of Kits. 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. T. 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 has not early adopted any standard, interpretation or amendment that has been issued but is not yet effective. There are a number of standards, amendments to standards, and interpretations which have been issued by the IASB that are effective in future accounting periods that the Group has decided not to adopt early. The following amendments are effective for the period beginning January 1, 2023: ● Disclosure of Accounting Policies (Amendments to IAS 1 and IFRS Practice Statement 2); ● Definition of Accounting Estimates (Amendments to IAS 8); and ● Deferred Tax Related to Assets and Liabilities arising from a Single Transaction (Amendments to IAS 12). The following amendments are effective for the period beginning January 1, 2024: ● IFRS 16 Leases (Amendment – Liability in a Sale and Leaseback) ● IAS 1 Presentation of Financial Statements (Amendment – Classification of Liabilities as Current or Non-current) ● IAS 1 Presentation of Financial Statements (Amendment – Non-current Liabilities with Covenants) The Company is currently assessing the impact of these new accounting standards and amendments. The Company does not expect any other standards issued by the IASB, but not yet effective, to have a material impact on the Company. U. 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. V. 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. W. Transactions with shareholders A loan received fr |
Critical Accounting Estimates a
Critical Accounting Estimates and Judgements | 12 Months Ended |
Dec. 31, 2022 | |
Critical Accounting Estimates and Judgements [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 (Black Scholes model and Monte-Carlo). 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. Share based compensation (cont.) For Financial instruments recognized in Fair Value – See note 2)P). Financial liabilities at fair value The fair value of financial liabilities at fair value was estimated by using a Black Scholes model and Monte-Carlo simulation approach, which was aimed to model the value of the Company’s assets over time. The simulation approach was designed to take into account the terms and conditions financial liability, as well as the capital structure of the Company and the volatility of its assets. The valuation was performed based on management’s assumptions and projections. Expected credit losses (“ECL”) See accounting policy in Note 2.P. December 31, December 31, 2021 Raw materials 32 116 Finished goods 260 239 Total 292 355 |
Inventory
Inventory | 12 Months Ended |
Dec. 31, 2022 | |
Inventories Disclosure [Abstract] | |
INVENTORY | The Company recorded an inventory write off in the amount of $2,084, $13 and $304 during the years ended December 31, 2022, 2021 and 2020, 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, 2022 | |
Trade Receivables Net [Abstract] | |
TRADE RECEIVABLES, NET | NOTE 5 – TRADE RECEIVABLES, NET: December 31, December 31, Customers 1,043 971 Less expected credit loss (450 ) (464 ) Total 593 507 |
Other Accounts Receivable
Other Accounts Receivable | 12 Months Ended |
Dec. 31, 2022 | |
Other Accounts Receivable [Abstract] | |
OTHER ACCOUNTS RECEIVABLE | NOTE 6 OTHER ACCOUNTS RECEIVABLE: December 31, December 31, Prepaid expenses 505 1,033 Institutions 46 331 Advances to suppliers - 194 other 75 147 Total other accounts receivable 626 1,705 Less long-term portion of prepaid expenses (185 ) (213 ) Total current other accounts receivable 441 1,492 |
Property, Plant and Equipment,
Property, Plant and Equipment, Net | 12 Months Ended |
Dec. 31, 2022 | |
Property Plant and Equipment Net [Abstract] | |
PROPERTY, PLANT AND EQUIPMENT, NET | NOTE 7 - Computers and Furniture Vehicles Leasehold Right of Total Cost: Balance at January 1, 2021 3,693 451 148 210 1,252 5,754 Additions in 2021 435 - 115 - 316 866 Disposals in 2021 (619 ) (6 ) (148 ) (149 ) (41 ) (963 ) Balance at 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 14 – Leases Computers and Furniture Vehicles Leasehold Right of Total Cost: As of January 1, 2022 3,509 445 115 61 1,527 5,657 Additions 1,997 24 57 43 1,344 3,465 Disposals (2,089 ) (169 ) (57 ) (51 ) (1,182 ) (3,548 ) As of December 31, 2022 3,417 300 115 53 1,689 5,574 Accumulated depreciation: As of January 1, 2022 2,450 246 4 57 1,147 3,904 Additions 671 60 23 4 454 1,212 Disposals (1,756 ) (100 ) (6 ) (31 ) (296 ) (2,189 ) As of December 31, 2022 1,365 206 21 30 1,305 2,927 Net Book Value: As of December 31, 2022 2,052 94 94 23 384 2,647 |
Convertible Securities and Fina
Convertible Securities and Financial Liability at Fair Value | 12 Months Ended |
Dec. 31, 2022 | |
Convertible Securities and Financial Liability at Fair Value [Abstract] | |
CONVERTIBLE SECURITIES AND FINANCIAL LIABILITY AT FAIR VALUE | NOTE 8 - 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 1,286 notes (face value of $ 3,465 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 5,980 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 $3,465 per Convertible Security, divided by exchange rate of $0.727 and divided by the fixed conversion price of AUD 1,059.1 (approximately $719.7). In addition, the Company issued to the Noteholders 276 ordinary shares of the Company and warrants (the “Convertible Securities Warrants”) to purchase an aggregate of 1,478 ordinary shares with an exercise price of AUD 1,231.7 (approximately $836.9) per share, which will expire on October 31, 2023. For lead manager services, the Company granted a warrant to purchase an aggregate of 386 ordinary shares with an exercise price of AUD 1,231.7 (approximately $836.9), which will 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). As of December 31, 2020, the Company had fulfilled and repaid all its obligations under this Convertible Securities agreement. As of December 31, 2022 and 2021, the fair value amount of those warrants was $0 and $1 respectively. B. 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 2,277 ordinary shares of the Company (the “December 2020 Financing Warrants”). 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. 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 976 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. During October 2021 the company repaid the two convertible debentures to Alpha along with the accrued interest due. As of December 31, 2022 and 2021, the fair value amount of those warrants was $0 and $37, respectively. C. 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 3,903 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 $1.4 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 until paid in full. If the Company has not paid the principal amount as of the repayment date the conversion price shall be $1.40 per share. In October 2022, the Company and Rubini signed an additional amended and restated convertible debenture which amended the terms of the amended and restated convertible debenture agreement by extending the repayment date of principal and interest. signed June 2022. According to the amended and restated agreement the Company promised to pay Rubini the principal sum of $600 on October 1, 2022 (the “Maturity Date”) which is nearly 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 18% per annum until paid in full. If the Company has not paid the principal amount as of the repayment date the conversion price shall be $1.40 per share. Since the amendments of this convertible debenture were 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 December 31, 2022, the total amount of this convertible debenture liability was $737 and the fair value on December 31, 2022 of above warrants was $1. This convertible debenture was fully repaid in April 2023. D. 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 $122.5 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). 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 32,766 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 $122.5 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. Lind was also granted a 12-month right to participate in a future financing. 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. 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. Following the April 18, 2022, securities purchase agreement the warrants to purchase an aggregate of 32,766 ordinary share of the Company that were issued to Lind Global in December 2021 have been amended to have a reduced exercise price of $52.5 per ordinary share. In July 2022, this warrants and other warrants which were issued to Lind Global were canceled and new warrants were issued, see below in paragraph H. E. In January 2022, the Company entered into a definitive securities purchase agreement with Armistice Capital Fund Ltd (“Armistice”) for the issuance, in a private placement, of an aggregate of 68,571 ordinary shares par value $3.15 per share or pre-funded warrants and warrants (or the “Ordinary Warrants”) to purchase up to an aggregate of 68,572 ordinary shares, at a purchase price of $175 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 $175 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 $175 each, including the pre-funded warrant exercise price of $0.0035 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 3,435 warrants granted to the placement agent for such private placement. In July 2022, this warrants and other warrants which were issued to Armistice were canceled and new warrants were issued, see below in paragraph G. 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 Consolidated statement of comprehensive loss. All of those pre-funded warrants were exercised on March 25, 2022, and 22,857 ordinary shares were issued in consideration for $0.0035 per share. As a result of the above, 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 571 ordinary shares par value $3.15 per share and Ordinary Warrants to purchase up to an aggregate of 572 ordinary shares, at a purchase price of $175 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 liability and the initial fair value of the warrants at issuance was $83. In July 2022 this warrants and other warrants which were issued to Lind Global were canceled and new warrants were issued, see below in paragraph H. In April 2022, the Company entered into a definitive securities purchase agreement with Armistice Capital Fund Ltd (“Armistice”) for the issuance, in a private placement, of an aggregate of 142,857 ordinary shares par value $3.15 per share or pre-funded warrants and warrants (or the “Ordinary Warrants”) to purchase up to an aggregate of 178,572 ordinary shares, at a purchase price of $52.5 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 $52.5 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 $52.5 each, including the pre-funded warrant exercise price of $0.0035 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 7,150 warrants granted to the underwriters. In July 2022 this warrants and other warrants which were issued to Armistice were canceled and new warrants were issued, see below in paragraph G. All of the pre-funded warrants were exercised on June 17, 2022 and 91,428 ordinary shares were issued in consideration for $0.0035 per share. F. In April 2022, the Company entered into an Amendment with the holder, Armistice , of its warrants, as mentioned above in paragraph (E), to purchase up to an aggregate of 68,572 ordinary shares, with a purchase price of $175 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 $52.5. In July 2022 the holder exercised its rights under the Warrants to purchase 68,072 Ordinary shares of the Company in consideration for $2,000, representing an exercise price of $29.4 per share. The remaining purchase rights under these Warrants were cancelled (the remaining of 68,572 and 178,572 warrants were canceled and new warrants were issued to Armistice. See also below in paragraph (G). 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 9,523 ordinary shares par value $3.15 per share and warrants (or the “Ordinary Warrants”) to purchase up to an aggregate of 11,905 ordinary shares, at a purchase price of $52.5 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 $497. 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, all the warrants to purchase an aggregate of 572 ordinary shares of the Company that were issued to Lind Global in February 2022 have been amended to have a reduced exercise price of $52.5 per ordinary share. G. In July 2022, the Company issued a warrant to purchase Ordinary Share to Armistice to purchase up to an aggregate of 264,150 ordinary shares, at exercise price of $32.55 per ordinary share. The warrant shall become vested and exercisable in whole or in part on or after January 20, 2023 and shall be exercisable over 5-year and 9-months term, commencing on the grant date. This Warrant was issued further to that certain Securities Purchase Agreement dated as of July 18, 2022 and replaced those certain Ordinary Share Purchase Warrants issued to the holder in February 2022 and April 2022. The Warrant was classified as a derivative financial liability. The initial fair value of the Warrant at issuance was $2,712. The Company remeasured the Warrant fair value at December 31, 2022 as $380 and the change in fair value was recorded in the Consolidated statement of comprehensive loss. H. In July 2022, the Company issued an Ordinary Share Purchase Warrant to Lind to purchase up to an aggregate of 45,242 ordinary shares, at a purchase price of $32.55 per ordinary share. The warrant shall become vested and exercisable in whole or in part on or after July 20, 2022, and shall be exercisable over 6-year and 3-months term, commencing on the grant date. This Warrant was issued further to that certain Securities Purchase Agreement dated as of July 18, 2022 and replaced those certain Ordinary Share Purchase Warrants issued to the holder in December 2021, February 2022 and April 2022, all of which have been cancelled. The Warrant was classified as a derivative financial liability. The initial fair value of the Warrant at issuance was $465. The Company remeasured the Warrant fair value at December 31, 2022 as $65 and the change in fair value was recorded in the Consolidated statement of comprehensive loss. As of December 31, 2022 the fair value measurement of the warrants was determined using the Black Scholes model. a Monte-Carlo simulation model. The main assumptions used in the valuation model were: (1) risk free rate 3.17%; (2) volatility of assets 100%; and (3) original time until expiration -5 years. I. In October 2022, the Company entered into an agreement with Jonathan B. Rubini, or the Investor, in connection with a private placement investment for 79,365 Ordinary Shares, and 79,366 warrants exercisable at $6.30 to purchase 79,366 Ordinary Shares with price of $6.30 per share and associated warrant, for aggregate consideration of $500. The Warrant was classified as a derivative financial liability. The initial fair value of the warrant at issuance was $457. The Company remeasured the warrant fair value on December 31, 2022 as $173 and the change in fair value was recorded in the Consolidated statement of comprehensive loss. J. The warrants in this Note were classified as a derivative financial liability, since, among the rest, the exercise price might differ in some conditions. |
Other Accounts Payable
Other Accounts Payable | 12 Months Ended |
Dec. 31, 2022 | |
Other Accounts payables Disclosure [Abstract] | |
OTHER ACCOUNTS PAYABLE | NOTE 9 - OTHER ACCOUNTS PAYABLE: December 31, December 31, Employees and authorities 1,050 770 Contingent liability 695 262 Others 286 214 Total 2,031 1,246 |
Majore Shareholder Balance
Majore Shareholder Balance | 12 Months Ended |
Dec. 31, 2022 | |
Disclosure Of Majore Shareholder Balance [Abstract] | |
MAJORE SHAREHOLDER BALANCE | NOTE 10 - MAJORE SHAREHOLDER BALANCE: On December 29, 2022, the board of directors of G Medical Innovations Holdings Ltd. (the “Company”) approved a loan agreement, dated December 21, 2022 (the “Loan Agreement”), between the Company and Dr. Yacov Geva, the Company’s Chief Executive Officer and a major shareholder (the “Major Shareholder”). Under the terms of the Loan Agreement, the total amount of the loan provided by the Lender to the Company is $1,000 which is linked to NIS, with an annual interest rate of 12%. In addition, the Major Shareholder was granted 515,233 shares and 515,233 warrants with an exercise price of $1.94 . The maturity of the Loan is December 2023. The Company allocated the debt and equity instruments based the fair value of the debt with residual value for the equity. As of December 31, 2022, the total value of the loan was $765. In April 2023, the loan has been repaid. During 2022 the Major Shareholder has drawn advances towards future due amounts. The Company recorded these amounts with an accrued interest rate of 12% similar to the interest rate which is applied to the loans from the Major Shareholder. As of December 31, 2022 this was recorded in the amount of $230. |
Long Term Loans
Long Term Loans | 12 Months Ended |
Dec. 31, 2022 | |
Disclosure Long Term Loans [Abstract] | |
LONG TERM LOANS | NOTE 11 - LONG TERM LOANS: Linked to Interest rate December 31, December 31, Long term loans NIS 2.6%* 66 89 Long term loans US$ 2.1%-12% 131 126 Less- Current portion (144 ) (140 ) Total 53 75 * Linked to the consumer price index. The maturity date of the loan is September 2024. A 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. As of December 31, 2022 and December 31, 2021, the total amount of those US loans was $131 and $126, respectively. B. 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, 2022 215 Changes from financing cash flows: Repayment of loans (21 ) Total changes from financing cash flows 194 Accrued interest of long-term loans 3 As of December 31, 2022 197 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 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2022 | |
Commitments and Contingencies [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 12 - COMMITMENTS AND CONTINGENCIES: The Israeli subsidiary’s’ (G Medical Innovations Ltd) entire assets and rights were pledged as a floating charge to secure bank borrowings. |
Shareholders' Equity (Deficit)
Shareholders' Equity (Deficit) | 12 Months Ended |
Dec. 31, 2022 | |
Shareholders' Equity (Deficit)[Abstract] | |
SHAREHOLDERS' EQUITY (DEFICIT) | NOTE 13 - SHAREHOLDERS’ 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, 2022 December 31, 2021* Authorized Issued and outstanding Authorized Issued and outstanding Ordinary shares of $3.15 par value 100,000,000 1,532,794 57,142,857 387,972 Warrants** 98,698 98,698 98,698 98,698 * After giving effect to the reverse stock split (see also Note 13C) (**) The Warrants will be exercisable at a price equal to $218.75 per share and for a period of five years, starting B. On June 29, 2021, the Company closed its initial public offering (the “IPO”) of 85,714 units. Each unit consisted of one Ordinary shares and one warrant to purchase one ordinary share at a price of $175 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 12,858 additional warrants at the public offering price less the underwriting discount. The underwriters exercised the option to purchase the 12,858 warrants. The IPO warrants are immediately exercisable on the date of the issuance at an exercise price of $218.75 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 8,721 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 $175 per unit in the initial public offering. The Company issued 30,158 ordinary shares at par value of $3.15 to the Company’s CEO, Dr. Yacov Geva, as part of a bonus for completing the Company’s IPO. C. 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 divided into 100,000,000 ordinary shares of a par value of $3.15 each. The Company’s shareholders also approved an increase in the Company’s share capital by 42,857,143 ordinary shares such that the Company’s total authorized share capital will be 100,000,000 ordinary shares going forward ( also see note 24 (C) D. On December 3, 2021, the Company entered into a development and distribution agreement with Heartbuds AK LLC. Following this agreement, the Company issued 3,265 ordinary shares (see also note 13.G.11). E. During the year ended December 31, 2022 the Company issued 619,346 ordinary shares related to: conversion of performance shares, exercise of options / warrants and pre-funded warrants, payment made to a service provider, issuances for private placement investments in the Company, issuance for ATM (at the market offering) and issuance to the Company’s CEO. F. The warrants that were granted to financial advisors and consultants during 2022 and 2021 are as follows: Amount Exercise price Expiration date 668 A$ 135.45 October 22, 2025 2,224 A$ 157.50 October 22, 2025 1,236 A$ 261.45 October 22, 2025 74 A$ 173.25 October 22, 2025 13,169 A$ 157.50 June 29,2030 13,169 $ 43.75 June 29,2030 6,001 $ 218.75 June 25,2026 13,107 $ 114.45 December 03, 2026 17,143 $ 122.50 December 30, 2026 7,143 $ 140.00 December 30, 2026 7,143 $ 175.00 December 30, 2026 3,435 $ 175.00 Feb 2, 2027 7,150 $ 52.50 April 20, 2027 4,287 $ 122.50 January 1, 2027 1,429 $ 70.00 June 16, 2027 G. Options, warrants and shares granted to employees and service providers: 1. In January 2022, the Company granted 4,287 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 $122.5 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 $138 through profit and loss in the twelve month ended December 31, 2022. 2. 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 1,428 of the Company’s ordinary shares. The Company’s share price on the date of issuance was $45.15 per share and the Company recorded an expense of $64 through profit and loss in the twelve month ended December 31, 2022. 3. In June 2022, the Company issued warrants to purchase 1,429 ordinary shares to a service provider with an exercise price of $70 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. 4. 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, 2022, the number of ordinary shares reserved for the exercise of options granted under the Plan is 31,663. 5. 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, 2022, and changes during the relevant period ended on that date is presented below: Year ended Year ended Year ended Number Weighted average Number Weighted average Number Weighted average Outstanding at beginning of year 72,538 $ 89.79 671 $ 616.875 886 $ 661.50 Exercised (123 ) $ 0.0315 - - (7 ) $ 0.0315 Granted 63,578 $ 22.75 72,157 $ 87.5 - - Forfeited and cancelled (3,572 ) $ 53.20 (290 ) $ 761.25 (208 ) $ 728.875 Outstanding at end of year 132,421 $ 58.68 72,538 $ 89.79 671 $ 616.875 Exercisable options 28,586 $ 94.32 364 $ 494.90 516 $ 575.05 * After giving effect to the reverse stock split The options to employees outstanding as of December 31, 2022, are comprised, as follows: Exercise price Outstanding as of Weighted average Exercisable as of Weighted average (years) (years) 762.30 214 0.2 214 0.2 689.85 49 0.4 49 0.4 114.45 26,433 3.7 11,037 3.7 73.5 27,146 3.9 9,069 3.9 69.3 16,430 4 8,217 4.0 22.75 62,149 4.5 - - 132,421 28,586 6. On September 5, 2021, the Board of Directors approved to issue a total of 26,433 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 $ 114.45. 7. On November 15, 2021, the Board of Directors approved to issue a total of 29,289 options to Directors and employees that will become vested over a period of three years with an expiry period of five years and an exercise price per Option of $ 73.5. 8. On December 23, 2021, the Board of Directors approved to issue a total of 16,430 options to Directors that will become vested over a period of two years with an expiry period of five years and an exercise price per Option of $ 69.3. 9. On June 16, 2022, the Board of Directors approved to issue a total of 63,578 options to directors and employees that will become vested over a period of one year with an expiry period of five years and an exercise price per Option of $22.75. 10. 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 3,265 of the Company’s ordinary shares, and warrants to purchase 13,107 of the Company’s ordinary shares with an exercise price of $114.45 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. 11. In December 2021, the Company issued warrants to purchase 31,429 ordinary shares to a service provider with an exercise price ranging from $122.5 to $175. 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. During 2022 all the options and shares granted 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: 1.49-3.37%; (2) volatility: 60%-96%; and (3) time until expiration: 5 years. 12. Performance rights: During July 2020 the Company granted 3,178 ordinary shares and 21,285 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 – 1,594 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 – 4,767 incentive performance rights, which vests upon achieving a market capitalization of greater than $150,000. ■ Class C incentive performance right – 6,351 incentive performance rights, vests upon achieving a market capitalization of greater than $200,000. ■ Class D incentive performance right – 8,573 incentive performance rights, vests upon achieving a market capitalization of greater than $250,000. All the above 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 Consolidated statement of comprehensive loss at grant date. In January 2022, the Company granted four series of performance shares in a total amount of 57,150 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 28,575 ordinary shares of the Company. On January 19, 2022, the Company granted two additional series of performance shares in a total amount of 75,718 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 $3,321 through profit and loss in the twelve months period ended December 31, 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 2022, 2021 and 2020 the Company recorded an expense related to options performance shares and shares granted at the amount of $12,488, $648 and $2,872 respectively. H. 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 December 31, 2022, the Company purchased 5,699 ordinary shares in consideration for $121. I. 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 $2,000 on of its existing warrants which equals warrants to purchase 68,027 of the Company’s ordinary shares at a reduced exercise price of $29.4, the Company agreed to issue a new ordinary warrant for 264,150 warrant shares equal to the aggregate of (a) 85,034 warrant shares (125% of the 68,027 ordinary shares issued as a result of the Existing Warrant Exercise) and (b) the balance of 179,116 warrants held by Armistice in the Company whose exercise price will be reduced to $32.55. The 179,116 currently outstanding warrants held by Armistice will be cancelled. The 264,150 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 $32.55. (See also notes 8(E), 8(G)). In connection with the agreement with Armistice the exercise price of 45,242 Ordinary Warrants held by Lind Global will be reduced to an exercise price equal to $32.55 and have a term of exercise until April 30, 2028. (See also note 8(H)). J. 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 79,365 ordinary shares, par value $3.15 per share (“Ordinary Shares”) and warrants to purchase 79,366 Ordinary Shares with price of $6.3 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. The initial fair value of the Ordinary Warrants at issuance was $457. The Company remeasured the Ordinary Warrants fair value at December 31, 2022 as $172 and the change in fair value was recorded in the Consolidated statement of comprehensive loss. K. “At The Market” offering In September 2022 the Company entered into a sales agreement with its sales agent pursuant to which the Company may offer and sell, from time to time, to or through the Sales Agent as agent or principal, ordinary shares, par value $3.15 per share in sales deemed to be “at the market” (“ATM”) offerings, having an aggregate offering price of up to $3,000. As of December 31, 2022 the Company has sold 104,113 of its Ordinary shares through the ATM for a net consideration of $367. L. 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 M. The Convertible Securities Warrants were classified as a derivative financial liability and measured with changes in fair value recognized in finance expense (income), net. N. During 2022 the Company issued 128,570 shares and 128,572 warrants to its major shareholder in return for his commitment to support financing the operation (see also note 20, 24 D) The December 2022 and 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 as at December 31, Risk free rate Volatility of assets Expected Term Expected dividend yield Armistice warrants 380 4.0 % 100 % 5.31 years 0 % Rubini warrants 173 4.0 % 100 % 3.27-4.82 years 0 % Lind warrants 65 4.0 % 100 % 5.33 years 0 % Alpha Capital, MEF and GEM warrants (*) 4.2%-4.7 % 100 % 0.83-3.13 years 0 % Total derivative liabilities -warrants 618 (*) Less than $1. Fair Value as at December 31, 2021 * Risk free rate Volatility of assets Expected Term Expected dividend yield 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, 2022 | |
Disclosure Of Leases Text Block [Abstract] | |
LEASES | NOTE 14 - 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. During the year 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. Set out below are the carrying amounts of right-of-use assets recognized and the movements during the period: Office facilities Motor vehicles Total At January 1, 2022 378 2 380 Additions 1,204 140 1,344 Cancellations (886 ) - (886 ) Depreciation expense (410 ) (44 ) (454 ) As at December 31, 2022 286 98 384 Set out below are the carrying amounts of lease liabilities and the movements during the period: 2022 At January 1, 2022 385 Additions 1,321 Cancellations (934 ) Payments (366 ) Linked exchange rate (13 ) As at December 31, 2022 393 Current 163 Non-current 230 The following are the amounts recognized in profit or loss: 2022 Depreciation expense of right-of-use assets 454 Interest expense on lease liabilities 67 Total amount recognized in profit or loss 521 The Company had total cash outflows for leases of $380 in 2022, $357 in 2021, and $529 in 2020. |
Cost of Services
Cost of Services | 12 Months Ended |
Dec. 31, 2022 | |
Cost of Services [Abstract] | |
COST OF SERVICES | NOTE 15 – COST OF SERVICES: Year ended Year ended Year ended December 31, December 31, December 31, Payroll and related 1,888 1,615 1,266 Depreciation and amortization 667 746 1,161 Subcontractors 505 657 902 Freight 189 197 279 Others 274 171 227 Total 3,523 3,386 3,835 |
Research and Development Expens
Research and Development Expenses | 12 Months Ended |
Dec. 31, 2022 | |
Research and Development Expenses [Abstract] | |
RESEARCH AND DEVELOPMENT EXPENSES | NOTE 16 - RESEARCH AND DEVELOPMENT EXPENSES: Year ended Year ended Year ended December 31, December 31, December 31, Payroll and related 944 840 607 Subcontractors and materials 755 348 147 Share based compensation 315 270 344 Depreciation and amortization 71 59 85 Patents (15 ) 55 48 Travel expenses 48 - 4 Others 174 108 80 Total 2,292 1,680 1,315 |
Selling, General and Administra
Selling, General and Administrative Expenses | 12 Months Ended |
Dec. 31, 2022 | |
Selling, General and Administrative Expenses [Abstract] | |
Schedule of selling, general and administrative expenses | NOTE 17.A - SELLING, GENERAL AND ADMINISTRATIVE EXPENSES: Year ended Year ended Year ended December 31, December 31, December 31, Payroll and related 5,562 3,756 2,485 Professional services 2,666 2,324 1,614 Expected credit loss 559 723 296 Convertible transaction costs 704 - Shares issuance costs 2,172 608 - Contingent liabilities 92 509 - Depreciation and amortization 487 443 3,558 Insurance 557 396 161 Share based compensation 6,876 360 2,978 Rent and office maintenance 342 314 321 Travel expenses 685 262 102 Others 607 398 137 Total 20,605 10,797 11,652 |
Financial Income (Expenses), Ne
Financial Income (Expenses), Net | 12 Months Ended |
Dec. 31, 2022 | |
Financial Income Expenses Net [Abstract] | |
FINANCIAL INCOME (EXPENSES), NET | NOTE 17.B – FINANCIAL INCOME (EXPENSES), NET Year ended Year ended Year ended December 31, December 31, December 31, Share based compensation expenses 5,297 - - Other Financial expenses 4,078 4,492 750 Total Financial expenses 9,375 4,492 750 Gain due to change in fair value of derivative liability and warrants 11,553 311 240 Other Financial income 5,993 559 55 Total Financial income 17,546 870 344 Financial income (expense), net 8,171 (3,622 ) (406 ) |
Loss Per Share
Loss Per Share | 12 Months Ended |
Dec. 31, 2022 | |
Loss Per Share [Abstract] | |
LOSS PER SHARE: | NOTE 18 – 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 G Medical innovations holdings ltd. shareholders' loss from continuing operations (13,521 ) (14,457 ) (12,536 ) G Medical innovations holdings ltd. shareholders' loss from discontinued operations (11,108 ) (301 ) - Total loss for the year attributable to shareholders (24,629 ) (14,758 ) (12,536 ) Weighted average number of ordinary shares 720,854 324,452 210,070 Basic and diluted loss per share from continuing operations $ (18.76 ) $ *(44.57 ) $ *(59.67 ) Basic and diluted loss per share from discontinued operations $ (15.41 ) $ (0.92 ) - Total basic and diluted loss per share $ (34.17 ) $ (45.49 ) $ (59.67 ) * After giving effect to the reverse stock split (see also Note 13C) |
Tax on Income
Tax on Income | 12 Months Ended |
Dec. 31, 2022 | |
Tax on Income [Abstract] | |
TAX ON INCOME | NOTE 19 - 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 2022 and 2021. 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, 2022, 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 25,050 14,891 12,706 Statutory tax rate 0 % 0 % 0 % Income tax at the statutory tax rate 16 - - Expenses not recognized for tax purposes - - - Recondition of deferred tax asset with were not recognized on prior periods - (3 ) (18 ) Income tax benefit 16 (3 ) (18 ) C. Income tax expense (benefit): Year ended Year ended Year ended December 31, December 31, December 31, Current 16 2 - Deferred taxes, net - (5 ) (18 ) 16 (3 ) (18 ) D. Net losses carry forwards: As of December 31, 2022, the Israeli Company has estimated carry forward tax losses of approximately $13 ,732 |
Related Parties
Related Parties | 12 Months Ended |
Dec. 31, 2022 | |
Related Parties [Abstract] | |
RELATED PARTIES | NOTE 20 - RELATED PARTIES: The following transactions arose with related parties: Transaction Year ended Year ended Year ended Short term employee benefits * 2,185 1,825 1,182 Social benefits costs 148 139 118 Share based compensation) Employees) 3,823 237 1,644 Share based compensation) Directors) 1,854 127 395 * Represent base salary, bonuses, and car allowance expenses. Liabilities to related parties: Name December 31, December 31, December 31, Key management personnel 71 77 604 Loans from major shareholder 1,015 - 272 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 57,142 shares and 57,143 warrants (cashless) at the exercise price of $43.4 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. 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, Dr. Geva was issued 71,428 million shares and 71,429 million warrants (cashless) at an exercise price of $7.7 as of the day of giving this commitment. On January 30, 2023, Chief Executive Officer Dr. Yacov Geva, extended his commitment to finance our operations up to February 28, 2024, which, on March 24, 2023, was further extended to April 30, 2024. On May 15, 2023, Dr. Yacov Geva extended his commitment to finance our operations up to May 30, 2024 provided and as long as 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 for the year, whichever is earlier. The total fair value of the shares and the warrants, as measured on issuance date, amounted to $550 and $420, respectively. See note 24.D regarding re extending for the major shareholder of the Company commitment to finance the Company. On December 29, 2022, our Board of Directors approved a loan agreement, dated December 21, 2022 (the “Loan Agreement”), between the Company and Dr. Geva. Under the terms of the loan agreement, the total amount of the loan provided by Dr. Geva to the Company is $1,000 with an annual interest rate of 12%. The following installments have been made under the terms of the Loan Agreement and advanced to the Company: $199 on September 9, 2022 ; $85 on October 11, 2022 ; $253 on November 10, 2022 ; $175 on December 1, 2022 (which is attributed to waives compensation to which Dr. Geva was entitled as Chief Executive Officer of the Company) ; and $288 on December 20, 2022. In addition, (i) Dr. Geva was granted 515,233 Ordinary Shares of the company and (ii) Dr. Geva will be granted certain warrants to purchase Shares of the company on terms to be determined by the board of directors by March 10, 2023. On March, 2023, 515,233 warrants were granted at an exercise price of 1.94 $. The Company accounting allocated the debt and equity instruments based on the fair value of the debt with residual value for the equity. |
Segment Reporting
Segment Reporting | 12 Months Ended |
Dec. 31, 2022 | |
Segment Reporting [Abstract] | |
SEGMENT REPORTING | NOTE 21 - 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 regular basis) for each business unit, i.e. services, products and kits. 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 2022, the Company operated through three operating segments: products segment, Patient services segment, Kits 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. Kits – direct-To-Customer health testing kits health issues ranging from food sensitivity, indoor/outdoor allergies, HPV, thyroid functioning, testosterone levels, and the hemoglobin A1C test, with results going directly to the user within days. During the second half of the year 2022 the Company took two strategic decisions: 1) The Company decided to discontinue the Covid-19 activity and this segment is reported as a discontinued operation in the financial statements for the year 2022. See also Note 22. 2) The Company decided to divert to more comprehensive home testing solutions as an expansion of its patient services and as part of its vision to move towards a home-based health care system. For the year ended December 31, 2022: Products Kits Patient Services Total Revenues from external customers 16 - 4,404 4,420 Segment loss 5,236 703 4,518 10,457 Unallocated G&A expenses 11,656 Finance income, net 8,171 Loss before income taxes 13,942 In the discontinued operation the revenues from external customers was $361 and the loss was $11,108. For the year ended December 31, 2021: Products Patient Services Total Revenues from external customers 50 4,911 4,961 Segment loss 3,386 3,476 6,862 Unallocated G&A expenses 4,106 Finance expenses, net 3,622 Loss before income taxes from continuing operations 14,590 In the discontinued operation the For the year ended December 31, 2020: Products Patient Services 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 from continuing operations 12,706 |
Disocntinued Operation
Disocntinued Operation | 12 Months Ended |
Dec. 31, 2022 | |
Disocntinued Operation [Abstract] | |
DISOCNTINUED OPERATION | NOTE 22 – DISOCNTINUED OPERATION: During the first half of 2022, the Company operated six locations performing point-of-care tests in communities in Southern and Northern California. The volume of COVID-19 testing has decreased significantly since April 2022. Given the decrease in COVID-19 cases, in the second half of fiscal year 2022 the Company took a strategic decision to discontinue its COVID-19 related business activities. The consolidated statements of comprehensive loss included a net loss from discontinued operations in the amount of $11,108. Below are the results of the discontinued segment’s activity for the years ended December 31, 2022 and 2021: December 31, December 31, 2021 Revenue 361 97 Cost of revenue 8,070 104 Gross loss 7,709 7 Selling, general and administrative expenses 3,134 294 Other expense 265 - Loss for the year 11,108 301 Below are the cash flow amounts relating to the discontinued segment for the years ended December 31, 2022 and 2021: December 31, December 31, Loss for the year 11,108 301 Operating activities 989 60 Investment activities (784 ) (52 ) Financing activities (201 ) (7 ) Net cash provided by (used in) discontinued operations 4 1 |
Financial Instruments and Risk
Financial Instruments and Risk Management | 12 Months Ended |
Dec. 31, 2022 | |
Financial Instruments and Risk Management [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 295 6,034 Restricted deposit 142 163 Trade receivables 593 507 Loan to major shareholder, net 230 - Total 1,260 6,704 Currency risk: 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, 2022 NIS AUD RMB Total Cash and cash equivalents 54 23 77 Restricted deposit 142 - - 142 Loan to major shareholder, net 230 230 Accounts receivable other 52 52 478 23 501 Liabilities NIS AUD RMB Total Trade and other payables 680 30 4 714 Loans 119 - - 119 Loan from major shareholder 765 765 Obligation under operating leases 144 144 Derivative liabilities - 11 - 11 1,708 41 4 1,753 Net (1,230 ) (41 ) 19 (1,252 ) 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 ) 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 (1,230 ) (373 ) 10 % 10 % (123 ) (37 ) Linked to AUD (41 ) (21 ) 10 % 10 % (4 ) (2 ) Linked to RMB 19 15 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, 2021 Trade payables 4,655 2,332 Loans (see also note 11 197 215 Financial liability at fair value - 648 Convertible Securities (see also note 8) 737 7,242 Derivative liabilities - warrants (see also note 13N 618 1,261 Loan from major shareholder 765 - Lease liabilities (see also note 14 393 385 Total 7,365 12,083 Fair value of financial instrument: Fair value measurements using input type Level 1 Level 2 Level 3 Total As of December 31, 2022 Derivative liabilities – warrants (618 ) (618 ) Convertible securities (737 ) (737 ) Total (1,355 ) (1,355 ) 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) At December 31, 2022, the fair value measurement of the warrants in the table above is related to Alpha, Rubini, Lind and Armistice 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 in the range of 4.00 - 4.73% expected volatility of 100%. At December 31, 2022, the fair value measurement, of the Rubini convertible debenture 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 4.73% and expected volatility of 100%. 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%. Derivative liability Derivative liability - warrants as of January 1, 2021 (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 ) Issuance of financial instruments (14,851 ) Exercise of warrants 5,262 Gain due to change in fair value of derivative liability 10,232 Derivative liability - warrants as of December 31, 2022 (618 ) Convertible Convertible securities as of January 1, 2021 (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 (7,242 ) Payments of convertible securities 5,921 Gain due to change in fair value of convertible securities 1,321 Convertible securities as of December 31, 2022 - |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2022 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 24 - SUBSEQUENT EVENTS: A. Nasdaq staff listing determination: On February 17, 2023, the Company announced that on February 16, 2023, the Company received notice from the Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) that, based upon the Company’s non-compliance with the stockholders’ equity requirement for continued listing on The Nasdaq Capital Market, as set forth in Nasdaq Listing Rule 5550(b) (the “Equity Rule”), the Company is subject to delisting from Nasdaq unless the Company timely requests a hearing before a Nasdaq Hearings Panel (the “Panel”). Accordingly, the Company has requested a hearing before the Panel, which will stay any delisting or suspension action pending the hearing and the expiration of any additional extension period granted by the Panel following the hearing. The Hearing was held on April 13, 2023. On May 11, 2023, the Panel granted the request for continued listing on Nasdaq subject to the requirement that the Company, by no later than August 4, 2023 (or the Exception Period), provide the Panel with unaudited interim financial statements for the second quarter of 2023 and demonstrate to the Panel that the Company continue to meet the equity requirement. Upon review of Company’s interim financial statements for the second quarter of 2023, the Panel will decide if the Company demonstrated an ability to maintain compliance with the continued listing requirements on a long-term basis. In addition, from May 11, 2023 until the end of the Exception Period, the Panel reserves the right to reconsider the terms of this exception based on any event, condition or circumstance that exists or develops that would, in the opinion of the Panel, make the continued listing of the Company’s securities on Nasdaq inadvisable or unwarranted. Until the end of the Exception Period, the Company required to provide prompt notification to the Panel of any significant events that may affect the Company’s compliance with Nasdaq requirements. B. At-The-Market offering (“ATM”): As described in Note 14(K) above, in September 2022 the Company entered into a sales agreement with its sales agent pursuant to which the Company may offer and sell, from time to time, to or through the Sales Agent as agent or principal, ordinary shares, par value $3.15 per share in sales deemed to be “at the market” (“ATM”) offerings, having an aggregate offering price of up to $3,000,000 In January 2023 the Company has sold additional 413,600 of its Ordinary shares through the ATM for a net consideration of $2,528. C. Share capital reduction: Under Cayman Islands law, we may not issue Ordinary Shares at a price under the par value for our Ordinary Shares except in accordance with the provisions of the Companies Act (as revised) of the Cayman Islands (which, amongst other things, requires a sanction of the Grand Court of the Cayman Islands). Our Amended and Restated Memorandum and Articles of Association permit us to reduce our share capital in any way, including by reducing the par value of our issued share capital, cancelling any paid-up share capital which is lost or unrepresented by available assets, and extinguishing or reducing the liability of any of our shares, by way of special resolution and by order from the Grand Court of the Cayman Islands confirming such reduction. On December 23, 2022, the Company had an extraordinary general meeting of shareholders to effect a reduction of its share capital and adopt a new Amended and Restated Memorandum and Articles of Association, which would become effective simultaneously with the Capital Reduction becoming effective (the “Post-Reduction Amended and Restated Memorandum and Articles of Association”). All resolutions proposed, as described herein, were passed. Namely, shareholders approved to reduce the issued share capital of the Company by the cancellation of $3.1499 paid up capital on each issued share so that each issued share shall be treated as one fully paid-up share of $0.0001 each in the capital of the Company, or the Capital Reduction. The Capital Reduction is subject to (i) the approval of the Grand Court of the Cayman Islands, which may impose any condition in relation to the Capital Reduction, (ii) compliance with any conditions which the Court may impose in relation to the Capital Reduction, and (iii) the registration by the Registrar of Companies of the Cayman Islands of the order of the Grand Court of the Cayman Islands confirming the Capital Reduction and the minutes approved by the Grand Court of the Cayman Islands containing the particulars required under the Companies Act (as revised) of the Cayman Islands with respect to the Capital Reduction; until such conditions are met and/or satisfied, we cannot issue Ordinary Shares for less than $3.15 per share. Following the meeting, it became apparent that the notice calling the general meeting on December 23, 2022 was only posted to shareholders on December 19, 2022 and shareholders may not have received sufficient notice of that meeting. In order for there to be sufficient notice under our Amended and Restated Memorandum and Articles of Association, there needs to be five days’ clear notice of the meeting. The result of this procedural irregularity is that the adjourned meeting on December 28, 2022 and the resolutions passed at that meeting are considered to have a defect. To cure the irregularity, on January 24, 2023, the Company called a further general meeting for our shareholders to reconsider and, if thought fit, re-approve the matters set out in the December 28, 2022 meeting and certain other matters (including amendments to our Amended and Restated Memorandum and Articles of Association). This meeting was scheduled for February 9, 2023 and, on such date, the meeting was adjourned to February 16, 2023 due a lack of an effective quorum. The adjourned meeting was convened on February 16, 2023, a quorum was present and our shareholders voted upon and approved all agenda items. On March 6, 2023, we filed our application to seek an order of the Grand Court of the Cayman Islands for confirmation and approval of the Capital Reduction, which was approved by the Grand Court of the Cayman Islands on March 23, 2023, with no conditions attached. The Capital Reduction will therefore become effective upon registration by the Registrar of Companies of the Cayman Islands of (1) the order of the Grand Court of the Cayman Islands confirming the Capital Reduction and (2) the minutes approved by the Grand Court of the Cayman Islands containing the particulars required under the Companies Act (as revised) of the Cayman Islands (together the “Capital Reduction Documents”). On March 24, 2023, we filed the Capital Reduction Documents with the Registrar of Companies of the Cayman Islands and the Capital Reduction became effective. D. Major shareholder commitment On May 15, 2023, the major shareholder and Chief Executive Officer of the Company, extended his commitment to finance the Company up to May 30, 2024, provided and as long as, the Company cannot be finance externally from any other sources and/ or until a sum of $ 10,000 be received in the Company for its operations, whichever is earlier. (See also note 20). E. Public offering On April 3, 2023 the Company completed a public offering of 5,470,000 ordinary shares at a price of $0.8 per share and 6,530,000 pre-funded warrants at a price of $0.799 per pre funded warrant for gross proceeds of approximately $9.6 million (net proceeds were approximately $8.6 million), before deducting underwriting discounts and offering expenses. In addition, the Company has granted the underwriters a 45-day option to purchase up to an additional 1,800,000 shares and/or Pre-Funded Warrants to cover over-allotments at the public offering price, less the underwriting discount. As part of the Public Offering the Company’s CEO, Dr. Yacov Geva purchased 1,250,000 shares for the amount of $ 1 million. |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Basis of preparation | 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 USA 100% - G Medical Innovations USA Inc. G Medical Health and Wellness, Inc*** USA 100% - G Medical Innovations USA Inc. G Medical Health and Wellness Lab, Inc*** USA 100% - G Medical Innovations USA Inc. * Not active ** 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 addition, 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. During the second half of 2022, the business activity of the companies was discontinued. (See Note 22). *** In July 2022 the Company established two wholly owned subsidiaries: G Medical Health and Wellness, Inc, and G Medical Health and Wellness Lab, Inc for the purpose of the new Direct-To-Customer health testing kits activity. Accordingly, consumers will be able to order tests online, perform the test in privacy and receive their results online within few days from receiving the test in the lab. 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 including estimates for transactions with the major shareholder, 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 consolidated 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 2022 and 2021 the Company did not meet the above criteria therefore all the development costs have been recognized as expenses. |
Leases | K. 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 | L. 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 | M. 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 | N. 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 | O. 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 | P. 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, 2022 and December 31, 2021, ECL for trade and other account receivables were $450 and $464 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 | Q. 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 | R. 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 Lab equipment 5 |
Revenue recognition | S. 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 (Current Procedural Terminology) All of the Company’ Service Revenue are generated from service 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. Covid-19 services 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 twelve months ended December 31, 2022, the Company recognized revenue in the amount of approximately $361 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 (see note 22 re discontinuation of this operation). 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. Sale of devices Sales of products consist of revenue from the sale of Prizma Medical Smartphone Case as well as future sale of Kits. 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. |
Inventories | U. 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 | V. 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, 2022 | |
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 USA 100% - G Medical Innovations USA Inc. G Medical Health and Wellness, Inc*** USA 100% - G Medical Innovations USA Inc. G Medical Health and Wellness Lab, Inc*** USA 100% - G Medical Innovations USA Inc. * Not active ** 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 addition, 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. During the second half of 2022, the business activity of the companies was discontinued. (See Note 22). *** In July 2022 the Company established two wholly owned subsidiaries: G Medical Health and Wellness, Inc, and G Medical Health and Wellness Lab, Inc for the purpose of the new Direct-To-Customer health testing kits activity. Accordingly, consumers will be able to order tests online, perform the test in privacy and receive their results online within few days from receiving the test in the lab. |
Schedule of estimated useful lives | Estimated useful lives Computers and electronic equipment 3 Furniture and equipment 7 Vehicles 6-7 Leasehold Improvement 3-7 Lab equipment 5 |
Critical Accounting Estimates_2
Critical Accounting Estimates and Judgements (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Disclosure Of Accounting Judgements And Estimates Text Block Abstract | |
Schedule of fair value of financial liabilities | December 31, December 31, 2021 Raw materials 32 116 Finished goods 260 239 Total 292 355 |
Trade Receivables, Net (Tables)
Trade Receivables, Net (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Trade Receivables Net [Abstract] | |
Schedule of trade receivables net | December 31, December 31, Customers 1,043 971 Less expected credit loss (450 ) (464 ) Total 593 507 |
Other Accounts Receivable (Tabl
Other Accounts Receivable (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Schedule of Other Accounts Receivable [Abstract] | |
Schedule of other accounts receivable | December 31, December 31, Prepaid expenses 505 1,033 Institutions 46 331 Advances to suppliers - 194 other 75 147 Total other accounts receivable 626 1,705 Less long-term portion of prepaid expenses (185 ) (213 ) Total current other accounts receivable 441 1,492 |
Property, Plant and Equipment_2
Property, Plant and Equipment, Net (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Property Plant and Equipment Net [Abstract] | |
Schedule of property, plant and equipment, net | Computers and Furniture Vehicles Leasehold Right of Total Cost: Balance at January 1, 2021 3,693 451 148 210 1,252 5,754 Additions in 2021 435 - 115 - 316 866 Disposals in 2021 (619 ) (6 ) (148 ) (149 ) (41 ) (963 ) Balance at 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 14 – Leases Computers and Furniture Vehicles Leasehold Right of Total Cost: As of January 1, 2022 3,509 445 115 61 1,527 5,657 Additions 1,997 24 57 43 1,344 3,465 Disposals (2,089 ) (169 ) (57 ) (51 ) (1,182 ) (3,548 ) As of December 31, 2022 3,417 300 115 53 1,689 5,574 Accumulated depreciation: As of January 1, 2022 2,450 246 4 57 1,147 3,904 Additions 671 60 23 4 454 1,212 Disposals (1,756 ) (100 ) (6 ) (31 ) (296 ) (2,189 ) As of December 31, 2022 1,365 206 21 30 1,305 2,927 Net Book Value: As of December 31, 2022 2,052 94 94 23 384 2,647 |
Other Accounts Payable (Tables)
Other Accounts Payable (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Other Accounts payables [Abstract] | |
Schedule of other accounts payable | December 31, December 31, Employees and authorities 1,050 770 Contingent liability 695 262 Others 286 214 Total 2,031 1,246 |
Long Term Loans (Tables)
Long Term Loans (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Long Term Loans [Abstract] | |
Schedule of long term loans | Linked to Interest rate December 31, December 31, Long term loans NIS 2.6%* 66 89 Long term loans US$ 2.1%-12% 131 126 Less- Current portion (144 ) (140 ) Total 53 75 * Linked to the consumer price index. The maturity date of the loan is September 2024. |
Schedule of financing activities in the statement of cash flows | Loans As of January 1, 2022 215 Changes from financing cash flows: Repayment of loans (21 ) Total changes from financing cash flows 194 Accrued interest of long-term loans 3 As of December 31, 2022 197 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 |
Shareholders' Equity (Deficit)
Shareholders' Equity (Deficit) (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Shareholders' Equity (Deficit)[Abstract] | |
Schedule of holders the right to receive dividends | Number of shares December 31, 2022 December 31, 2021* Authorized Issued and outstanding Authorized Issued and outstanding Ordinary shares of $3.15 par value 100,000,000 1,532,794 57,142,857 387,972 Warrants** 98,698 98,698 98,698 98,698 * After giving effect to the reverse stock split (see also Note 13C) (**) The Warrants will be exercisable at a price equal to $218.75 per share and for a period of five years, starting |
Schedule of warrants granted to financial advisors and consultants | Amount Exercise price Expiration date 668 A$ 135.45 October 22, 2025 2,224 A$ 157.50 October 22, 2025 1,236 A$ 261.45 October 22, 2025 74 A$ 173.25 October 22, 2025 13,169 A$ 157.50 June 29,2030 13,169 $ 43.75 June 29,2030 6,001 $ 218.75 June 25,2026 13,107 $ 114.45 December 03, 2026 17,143 $ 122.50 December 30, 2026 7,143 $ 140.00 December 30, 2026 7,143 $ 175.00 December 30, 2026 3,435 $ 175.00 Feb 2, 2027 7,150 $ 52.50 April 20, 2027 4,287 $ 122.50 January 1, 2027 1,429 $ 70.00 June 16, 2027 |
Schedule of option plan granted to employees | Year ended Year ended Year ended Number Weighted average Number Weighted average Number Weighted average Outstanding at beginning of year 72,538 $ 89.79 671 $ 616.875 886 $ 661.50 Exercised (123 ) $ 0.0315 - - (7 ) $ 0.0315 Granted 63,578 $ 22.75 72,157 $ 87.5 - - Forfeited and cancelled (3,572 ) $ 53.20 (290 ) $ 761.25 (208 ) $ 728.875 Outstanding at end of year 132,421 $ 58.68 72,538 $ 89.79 671 $ 616.875 Exercisable options 28,586 $ 94.32 364 $ 494.90 516 $ 575.05 * 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) 762.30 214 0.2 214 0.2 689.85 49 0.4 49 0.4 114.45 26,433 3.7 11,037 3.7 73.5 27,146 3.9 9,069 3.9 69.3 16,430 4 8,217 4.0 22.75 62,149 4.5 - - 132,421 28,586 |
Schedule of measurement applied using Mont -Carlo simulation model | Fair Value as at December 31, Risk free rate Volatility of assets Expected Term Expected dividend yield Armistice warrants 380 4.0 % 100 % 5.31 years 0 % Rubini warrants 173 4.0 % 100 % 3.27-4.82 years 0 % Lind warrants 65 4.0 % 100 % 5.33 years 0 % Alpha Capital, MEF and GEM warrants (*) 4.2%-4.7 % 100 % 0.83-3.13 years 0 % Total derivative liabilities -warrants 618 (*) Less than $1. Fair Value as at December 31, 2021 * Risk free rate Volatility of assets Expected Term Expected dividend yield 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, 2022 | |
Disclosure Of Leases Text Block Abstract | |
Schedule of carrying amounts of right-of-use assets recognized and the movements | Office facilities Motor vehicles Total At January 1, 2022 378 2 380 Additions 1,204 140 1,344 Cancellations (886 ) - (886 ) Depreciation expense (410 ) (44 ) (454 ) As at December 31, 2022 286 98 384 |
Schedule of carrying amounts of lease liabilities and the movements | 2022 At January 1, 2022 385 Additions 1,321 Cancellations (934 ) Payments (366 ) Linked exchange rate (13 ) As at December 31, 2022 393 Current 163 Non-current 230 |
Schedule of amounts recognized in profit or loss | 2022 Depreciation expense of right-of-use assets 454 Interest expense on lease liabilities 67 Total amount recognized in profit or loss 521 |
Cost of Services (Tables)
Cost of Services (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Cost of Services [Abstract] | |
Schedule of cost of services | Year ended Year ended Year ended December 31, December 31, December 31, Payroll and related 1,888 1,615 1,266 Depreciation and amortization 667 746 1,161 Subcontractors 505 657 902 Freight 189 197 279 Others 274 171 227 Total 3,523 3,386 3,835 |
Research and Development Expe_2
Research and Development Expenses (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Research and Development Expenses [Abstract] | |
Schedule of research and development expenses | Year ended Year ended Year ended December 31, December 31, December 31, Payroll and related 944 840 607 Subcontractors and materials 755 348 147 Share based compensation 315 270 344 Depreciation and amortization 71 59 85 Patents (15 ) 55 48 Travel expenses 48 - 4 Others 174 108 80 Total 2,292 1,680 1,315 |
Selling, General and Administ_2
Selling, General and Administrative Expenses (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Selling, General and Administrative Expenses [Abstract] | |
Schedule of selling, general and administrative expenses | Year ended Year ended Year ended December 31, December 31, December 31, Payroll and related 5,562 3,756 2,485 Professional services 2,666 2,324 1,614 Expected credit loss 559 723 296 Convertible transaction costs 704 - Shares issuance costs 2,172 608 - Contingent liabilities 92 509 - Depreciation and amortization 487 443 3,558 Insurance 557 396 161 Share based compensation 6,876 360 2,978 Rent and office maintenance 342 314 321 Travel expenses 685 262 102 Others 607 398 137 Total 20,605 10,797 11,652 |
Financial Income (Expenses), _2
Financial Income (Expenses), Net (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Financial Income Expenses Net [Abstract] | |
Schedule of financial income (expenses), net | Year ended Year ended Year ended December 31, December 31, December 31, Share based compensation expenses 5,297 - - Other Financial expenses 4,078 4,492 750 Total Financial expenses 9,375 4,492 750 Gain due to change in fair value of derivative liability and warrants 11,553 311 240 Other Financial income 5,993 559 55 Total Financial income 17,546 870 344 Financial income (expense), net 8,171 (3,622 ) (406 ) |
Loss Per Share (Tables)
Loss Per Share (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Loss Per Share [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 G Medical innovations holdings ltd. shareholders' loss from continuing operations (13,521 ) (14,457 ) (12,536 ) G Medical innovations holdings ltd. shareholders' loss from discontinued operations (11,108 ) (301 ) - Total loss for the year attributable to shareholders (24,629 ) (14,758 ) (12,536 ) Weighted average number of ordinary shares 720,854 324,452 210,070 Basic and diluted loss per share from continuing operations $ (18.76 ) $ *(44.57 ) $ *(59.67 ) Basic and diluted loss per share from discontinued operations $ (15.41 ) $ (0.92 ) - Total basic and diluted loss per share $ (34.17 ) $ (45.49 ) $ (59.67 ) * After giving effect to the reverse stock split (see also Note 13C) |
Tax on Income (Tables)
Tax on Income (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Tax on Income [Abstract] | |
Schedule of theoretical tax on the pre-tax income and the tax expense | Year ended Year ended Year ended Loss before income tax 25,050 14,891 12,706 Statutory tax rate 0 % 0 % 0 % Income tax at the statutory tax rate 16 - - Expenses not recognized for tax purposes - - - Recondition of deferred tax asset with were not recognized on prior periods - (3 ) (18 ) Income tax benefit 16 (3 ) (18 ) |
Schedule of income tax expense (benefit) | Year ended Year ended Year ended December 31, December 31, December 31, Current 16 2 - Deferred taxes, net - (5 ) (18 ) 16 (3 ) (18 ) |
Related Parties (Tables)
Related Parties (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Related Parties [Abstract] | |
Schedule of transactions arose with related parties | Transaction Year ended Year ended Year ended Short term employee benefits * 2,185 1,825 1,182 Social benefits costs 148 139 118 Share based compensation) Employees) 3,823 237 1,644 Share based compensation) Directors) 1,854 127 395 * Represent base salary, bonuses, and car allowance expenses. |
Schedule of liabilities to related parties | Name December 31, December 31, December 31, Key management personnel 71 77 604 Loans from major shareholder 1,015 - 272 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Description of Accounting Policy For Segment Reporting [text block] [Abstract] | |
Schedule of company’s internal financial reporting system | Products Kits Patient Services Total Revenues from external customers 16 - 4,404 4,420 Segment loss 5,236 703 4,518 10,457 Unallocated G&A expenses 11,656 Finance income, net 8,171 Loss before income taxes 13,942 Products Patient Services Total Revenues from external customers 50 4,911 4,961 Segment loss 3,386 3,476 6,862 Unallocated G&A expenses 4,106 Finance expenses, net 3,622 Loss before income taxes from continuing operations 14,590 Products Patient Services 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 from continuing operations 12,706 |
Disocntinued Operation (Tables)
Disocntinued Operation (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Disocntinued Operation [Abstract] | |
Schedule of discontinued segment’s activity | December 31, December 31, 2021 Revenue 361 97 Cost of revenue 8,070 104 Gross loss 7,709 7 Selling, general and administrative expenses 3,134 294 Other expense 265 - Loss for the year 11,108 301 December 31, December 31, Loss for the year 11,108 301 Operating activities 989 60 Investment activities (784 ) (52 ) Financing activities (201 ) (7 ) Net cash provided by (used in) discontinued operations 4 1 |
Financial Instruments and Ris_2
Financial Instruments and Risk Management (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Financial Instruments and Risk Management [Abstract] | |
Schedule of carrying amount of financial assets represents the maximum credit exposure | December 31, December 31, Cash and Cash Equivalents 295 6,034 Restricted deposit 142 163 Trade receivables 593 507 Loan to major shareholder, net 230 - Total 1,260 6,704 |
Schedule of sensitivity analysis | Assets December 31, 2022 NIS AUD RMB Total Cash and cash equivalents 54 23 77 Restricted deposit 142 - - 142 Loan to major shareholder, net 230 230 Accounts receivable other 52 52 478 23 501 Liabilities NIS AUD RMB Total Trade and other payables 680 30 4 714 Loans 119 - - 119 Loan from major shareholder 765 765 Obligation under operating leases 144 144 Derivative liabilities - 11 - 11 1,708 41 4 1,753 Net (1,230 ) (41 ) 19 (1,252 ) 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 ) |
Schedule of sensitivity analysis | December 31, December 31, Linked to NIS (1,230 ) (373 ) 10 % 10 % (123 ) (37 ) Linked to AUD (41 ) (21 ) 10 % 10 % (4 ) (2 ) Linked to RMB 19 15 10 % 10 % 2 2 |
Schedule of liquidity risks | December 31, December 31, 2021 Trade payables 4,655 2,332 Loans (see also note 11 197 215 Financial liability at fair value - 648 Convertible Securities (see also note 8) 737 7,242 Derivative liabilities - warrants (see also note 13N 618 1,261 Loan from major shareholder 765 - Lease liabilities (see also note 14 393 385 Total 7,365 12,083 |
Schedule of fair value of financial instrument | Fair value measurements using input type Level 1 Level 2 Level 3 Total As of December 31, 2022 Derivative liabilities – warrants (618 ) (618 ) Convertible securities (737 ) (737 ) Total (1,355 ) (1,355 ) 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) |
Schedule of derivative liability | Derivative liability Derivative liability - warrants as of January 1, 2021 (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 ) Issuance of financial instruments (14,851 ) Exercise of warrants 5,262 Gain due to change in fair value of derivative liability 10,232 Derivative liability - warrants as of December 31, 2022 (618 ) |
Schedule of convertible securities | Convertible Convertible securities as of January 1, 2021 (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 (7,242 ) Payments of convertible securities 5,921 Gain due to change in fair value of convertible securities 1,321 Convertible securities as of December 31, 2022 - |
Description of Business (Detail
Description of Business (Details) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | |
Jun. 30, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | |
Description of Business (Details) [Line Items] | |||
Initial public offering description | the Company closed its initial public offering of 85,714 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. | ||
Net loss | $ 25,066 | $ 14,888 | |
Accumulated deficit | (115,263) | (90,634) | |
G Medical Innovations Holdings Ltd. [Member] | |||
Description of Business (Details) [Line Items] | |||
Accumulated deficit | $ 115,263 | $ 90,634 |
Significant Accounting Polici_3
Significant Accounting Policies (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Disclosure Of Significant Accounting Policies Text Block [Abstract] | ||||
Hold share capital percentage | 80% | |||
Amount of paycheck protection program | $ 900 | |||
Interest rate | 1% | |||
Other account receivables | $ 450 | $ 464 | ||
Revenue | $ 361 | $ 4,420 | $ 4,961 | $ 4,900 |
New standards, interpretations and amendments not yet effective | T. 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 has not early adopted any standard, interpretation or amendment that has been issued but is not yet effective. There are a number of standards, amendments to standards, and interpretations which have been issued by the IASB that are effective in future accounting periods that the Group has decided not to adopt early. The following amendments are effective for the period beginning January 1, 2023: ● Disclosure of Accounting Policies (Amendments to IAS 1 and IFRS Practice Statement 2); ● Definition of Accounting Estimates (Amendments to IAS 8); and ● Deferred Tax Related to Assets and Liabilities arising from a Single Transaction (Amendments to IAS 12). The following amendments are effective for the period beginning January 1, 2024: ● IFRS 16 Leases (Amendment – Liability in a Sale and Leaseback) ● IAS 1 Presentation of Financial Statements (Amendment – Classification of Liabilities as Current or Non-current) ● IAS 1 Presentation of Financial Statements (Amendment – Non-current Liabilities with Covenants) The Company is currently assessing the impact of these new accounting standards and amendments. The Company does not expect any other standards issued by the IASB, but not yet effective, to have a material impact on the Company. | |||
Transactions with shareholders | W. Transactions with shareholders A loan received from the controlling shareholder is recorded on first recognition in the financial statements of the Company as a liability according to its fair value. The difference between the amount of the loan received or given and its fair value on the date of recognition for the first time is recognized in equity. After first recognition, the loan is presented in the financial statements of the Company in accordance with the effective interest method. |
Significant Accounting Polici_4
Significant Accounting Policies (Details) - Schedule of consolidated financial statements | 12 Months Ended | |
Dec. 31, 2022 | ||
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 | [1] |
Percent ownership | 100% - G Medical Innovations Asia Ltd. | [1] |
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 | [2] |
Percent ownership | 100% - G Medical Innovations USA Inc. | [2] |
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. | |
G Medical Health and Wellness, Inc [Member] | ||
Significant Accounting Policies (Details) - Schedule of consolidated financial statements [Line Items] | ||
State incorporated | USA | [3] |
Percent ownership | 100% - G Medical Innovations USA Inc. | [3] |
G Medical Health and Wellness Lab, Inc [Member] | ||
Significant Accounting Policies (Details) - Schedule of consolidated financial statements [Line Items] | ||
State incorporated | USA | [3] |
Percent ownership | 100% - G Medical Innovations USA Inc. | [3] |
[1]Not active[2]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 addition, 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. During the second half of 2022, the business activity of the companies was discontinued. (See Note 22).[3]In July 2022 the Company established two wholly owned subsidiaries: G Medical Health and Wellness, Inc, and G Medical Health and Wellness Lab, Inc for the purpose of the new Direct-To-Customer health testing kits activity. Accordingly, consumers will be able to order tests online, perform the test in privacy and receive their results online within few days from receiving the test in the lab. |
Significant Accounting Polici_5
Significant Accounting Policies (Details) - Schedule of estimated useful lives | 12 Months Ended |
Dec. 31, 2022 | |
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 |
Lab equipment [Member] | |
Significant Accounting Policies (Details) - Schedule of estimated useful lives [Line Items] | |
Estimated useful lives | 5 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 |
Critical Accounting Estimates_3
Critical Accounting Estimates and Judgements (Details) - Schedule of fair value of financial liabilities - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Schedule Of Fair Value Of Financial Liabilities Abstract | ||
Raw materials | $ 32 | $ 116 |
Finished goods | 260 | 239 |
Total | $ 292 | $ 355 |
Inventory (Details)
Inventory (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Description Of Accounting Policy For Measuring Inventories Text Block Abstract | |||
Inventory write off | $ 2,084 | $ 13 | $ 304 |
Trade Receivables, Net (Details
Trade Receivables, Net (Details) - Schedule of trade receivables net - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Schedule of Trade Receivables Net [Abstract] | ||
Customers | $ 1,043 | $ 971 |
Less expected credit loss | (450) | (464) |
Total | $ 593 | $ 507 |
Other Accounts Receivable (Deta
Other Accounts Receivable (Details) - Schedule of other accounts receivable - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Schedule of Other Accounts Receivable [Abstract] | ||
Prepaid expenses | $ 505 | $ 1,033 |
Institutions | 46 | 331 |
Advances to suppliers | 194 | |
other | 75 | 147 |
Total other accounts receivable | 626 | 1,705 |
Less long-term portion of prepaid expenses | (185) | (213) |
Total current other accounts receivable | $ 441 | $ 1,492 |
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, 2022 | Dec. 31, 2021 | |||
Cost: | ||||
Cost, Beginning balance | $ 5,657 | $ 5,754 | ||
Cost, Ending balance | 5,574 | 5,657 | ||
Additions | 3,465 | 866 | ||
Disposals | (3,548) | (963) | ||
Accumulated depreciation: | ||||
Accumulated depreciation, Beginning balance | 3,904 | 3,439 | ||
Accumulated depreciation, Ending balance | 2,927 | 3,904 | ||
Additions | 1,212 | 1,214 | ||
Disposals | (2,189) | (749) | ||
Net Book Value: | ||||
Net Book Value | 2,647 | 1,753 | ||
Computers and electronic equipment [Member] | ||||
Cost: | ||||
Cost, Beginning balance | 3,509 | 3,693 | ||
Cost, Ending balance | 3,417 | 3,509 | ||
Additions | 1,997 | 435 | ||
Disposals | (2,089) | (619) | ||
Accumulated depreciation: | ||||
Accumulated depreciation, Beginning balance | 2,450 | 2,232 | ||
Accumulated depreciation, Ending balance | 1,365 | 2,450 | ||
Additions | 671 | 793 | ||
Disposals | (1,756) | (575) | ||
Net Book Value: | ||||
Net Book Value | 2,052 | 1,059 | ||
Furniture and equipment [Member] | ||||
Cost: | ||||
Cost, Beginning balance | 445 | 451 | ||
Cost, Ending balance | 300 | 445 | ||
Additions | 24 | |||
Disposals | (169) | (6) | ||
Accumulated depreciation: | ||||
Accumulated depreciation, Beginning balance | 246 | 186 | ||
Accumulated depreciation, Ending balance | 206 | 246 | ||
Additions | 60 | 62 | ||
Disposals | (100) | (2) | ||
Net Book Value: | ||||
Net Book Value | 94 | 199 | ||
Vehicles [Member] | ||||
Cost: | ||||
Cost, Beginning balance | 115 | 148 | ||
Cost, Ending balance | 115 | 115 | ||
Additions | 57 | 115 | ||
Disposals | (57) | (148) | ||
Accumulated depreciation: | ||||
Accumulated depreciation, Beginning balance | 4 | 62 | ||
Accumulated depreciation, Ending balance | 21 | 4 | ||
Additions | 23 | 8 | ||
Disposals | (6) | (66) | ||
Net Book Value: | ||||
Net Book Value | 94 | 111 | ||
Leasehold Improvements [Member] | ||||
Cost: | ||||
Cost, Beginning balance | 61 | 210 | ||
Cost, Ending balance | 53 | 61 | ||
Additions | 43 | |||
Disposals | (51) | (149) | ||
Accumulated depreciation: | ||||
Accumulated depreciation, Beginning balance | 57 | 95 | ||
Accumulated depreciation, Ending balance | 30 | 57 | ||
Additions | 4 | 27 | ||
Disposals | (31) | (65) | ||
Net Book Value: | ||||
Net Book Value | 23 | 4 | ||
Right of use assets [Member] | ||||
Cost: | ||||
Cost, Beginning balance | [1] | 1,527 | 1,252 | |
Cost, Ending balance | 1,689 | 1,527 | [1] | |
Additions | 1,344 | 316 | [1] | |
Disposals | (1,182) | (41) | [1] | |
Accumulated depreciation: | ||||
Accumulated depreciation, Beginning balance | [1] | 1,147 | 864 | |
Accumulated depreciation, Ending balance | 1,305 | 1,147 | [1] | |
Additions | 454 | 324 | [1] | |
Disposals | (296) | (41) | [1] | |
Net Book Value: | ||||
Net Book Value | $ 384 | $ 380 | [1] | |
[1]See also Note 14 – Leases |
Convertible Securities and Fi_2
Convertible Securities and Financial Liability at Fair Value (Details) | 1 Months Ended | 12 Months Ended | |||||||||||||||||||||||||||||||
Oct. 31, 2022 USD ($) $ / shares shares | Jul. 31, 2022 USD ($) $ / shares shares | Jun. 30, 2022 USD ($) $ / shares | Apr. 30, 2022 USD ($) $ / shares shares | Apr. 20, 2022 USD ($) $ / shares shares | Apr. 18, 2022 $ / shares shares | Mar. 25, 2022 USD ($) $ / shares shares | Jan. 31, 2022 USD ($) $ / shares shares | Dec. 31, 2021 USD ($) $ / shares shares | Sep. 05, 2021 $ / shares | Apr. 30, 2021 USD ($) $ / shares shares | Feb. 17, 2021 USD ($) shares | Dec. 21, 2020 USD ($) shares | Nov. 24, 2024 | Dec. 23, 2022 $ / shares | Oct. 31, 2022 USD ($) $ / shares shares | Jul. 31, 2022 $ / shares shares | Jun. 30, 2022 USD ($) $ / shares | Jun. 16, 2022 $ / shares | Dec. 23, 2021 $ / shares | Nov. 15, 2021 $ / shares | Jun. 29, 2021 $ / shares shares | Nov. 30, 2018 | Dec. 31, 2022 USD ($) $ / shares shares | Dec. 31, 2021 USD ($) $ / shares shares | Dec. 31, 2022 AUD ($) shares | Nov. 15, 2022 shares | Oct. 06, 2022 shares | Jun. 17, 2022 $ / shares shares | |||||
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 1,286 notes (face value of $ 3,465 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 5,980 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 $3,465 per Convertible Security, divided by exchange rate of $0.727 and divided by the fixed conversion price of AUD 1,059.1 (approximately $719.7). In addition, the Company issued to the Noteholders 276 ordinary shares of the Company and warrants (the “Convertible Securities Warrants”) to purchase an aggregate of 1,478 ordinary shares with an exercise price of AUD 1,231.7 (approximately $836.9) per share, which will expire on October 31, 2023. | ||||||||||||||||||||||||||||||||
Ordinary shares issued (in Shares) | shares | 32,766 | 22,857 | 68,571 | 387,972 | [1] | 85,714 | 1,532,794 | [1] | 387,972 | [1] | 1,532,794 | [1] | 71,428,000,000 | 91,428 | |||||||||||||||||||
Fair value warrants | $ 1,152,000 | $ 47,000 | $ 1,000 | $ 47,000 | |||||||||||||||||||||||||||||
Issuance of convertible debentures | $ 600,000 | ||||||||||||||||||||||||||||||||
Purchase of convertible debentures and warrants (in Shares) | shares | 3,903 | ||||||||||||||||||||||||||||||||
Expire Year | 2026 years | ||||||||||||||||||||||||||||||||
Debenture interest | 10% | 10% | 10% | 10% | 10% | ||||||||||||||||||||||||||||
Interest percentage | 18% | ||||||||||||||||||||||||||||||||
Conversion price (in Dollars per share) | $ / shares | $ 1.4 | $ 1.4 | $ 1.4 | ||||||||||||||||||||||||||||||
Financial liability | 648,000 | 648,000 | |||||||||||||||||||||||||||||||
Principal amount pay | $ 600,000 | $ 600,000 | $ 600,000 | $ 600,000 | |||||||||||||||||||||||||||||
Maturity date | Oct. 01, 2022 | Oct. 07, 2022 | |||||||||||||||||||||||||||||||
Convertible debenture liability | 737,000 | ||||||||||||||||||||||||||||||||
Gross proceeds | $ 12,000,000 | ||||||||||||||||||||||||||||||||
Exercise price (in Dollars per share) | $ / shares | $ 52.5 | ||||||||||||||||||||||||||||||||
Convertible loan | 2,500,000 | ||||||||||||||||||||||||||||||||
Fair value of convertible | $ 648,000 | $ 648,000 | |||||||||||||||||||||||||||||||
Ordinary per shares (in Dollars per share) | $ / shares | $ 6.3 | $ 0.0035 | $ 3.15 | $ 3.15 | [1] | $ 6.3 | $ 3.15 | [1] | $ 3.15 | [1] | $ 0.0035 | ||||||||||||||||||||||
Exercise price (in Dollars per share) | $ / shares | $ 52.5 | $ 175 | $ 6.3 | $ 52.5 | |||||||||||||||||||||||||||||
Warrant sold price (in Shares) | shares | 175 | ||||||||||||||||||||||||||||||||
Ordinary share (in Dollars per share) | $ / shares | $ 0.0035 | $ 175 | |||||||||||||||||||||||||||||||
Warrants issuance | $ 497,000 | $ 4,944,000 | |||||||||||||||||||||||||||||||
Transaction costs | $ 680,000 | 3,440,000 | |||||||||||||||||||||||||||||||
Paid cash | 1,993,000 | ||||||||||||||||||||||||||||||||
Additional cost | $ 254,000 | $ 248,000 | |||||||||||||||||||||||||||||||
Warrants granted (in Shares) | shares | 7,150 | 3,435 | |||||||||||||||||||||||||||||||
ordinary shares (in Shares) | shares | 79,365 | ||||||||||||||||||||||||||||||||
Ordinary per shares (in Dollars per share) | $ / shares | $ 3.15 | $ 3.15 | $ 3.15 | $ 3.15 | |||||||||||||||||||||||||||||
Purchase of warrant (in Shares) | shares | 572 | ||||||||||||||||||||||||||||||||
Purchase price per ordinary share (in Dollars per share) | $ / shares | $ 175 | $ 52.5 | $ 175 | $ 32.55 | |||||||||||||||||||||||||||||
warrants isuance | $ 83,000 | ||||||||||||||||||||||||||||||||
Aggregate ordinary shares (in Shares) | shares | 142,857 | 9,523 | |||||||||||||||||||||||||||||||
Purchase warrants shares (in Shares) | shares | 178,572 | 12,858 | |||||||||||||||||||||||||||||||
Purchase per share (in Dollars per share) | $ / shares | $ 52.5 | ||||||||||||||||||||||||||||||||
Private placement | $ 7,500,000 | ||||||||||||||||||||||||||||||||
Ordinary Warrant price (in Dollars per share) | $ / shares | $ 52.5 | ||||||||||||||||||||||||||||||||
Warrants exercise price (in Dollars per share) | $ / shares | $ 0.0035 | ||||||||||||||||||||||||||||||||
Purchase ordinary share (in Shares) | shares | 79,366 | 68,572 | 79,366 | 1,250,000 | 1,250,000 | ||||||||||||||||||||||||||||
Exercise price per ordinary share (in Dollars per share) | $ / shares | $ 29.4 | $ 52.5 | $ 114.45 | $ 70 | $ 22.75 | $ 69.3 | $ 73.5 | ||||||||||||||||||||||||||
Exercised warrants purchase (in Shares) | shares | 68,072 | 68,072 | |||||||||||||||||||||||||||||||
Company consideration | $ 2,000,000 | ||||||||||||||||||||||||||||||||
Purchase aggregate ordinary shares (in Shares) | shares | 11,905 | 45,242 | |||||||||||||||||||||||||||||||
Exercisable term | 5 years | ||||||||||||||||||||||||||||||||
Change in fair value | $ 173 | ||||||||||||||||||||||||||||||||
Risk free rate | 1.265% | ||||||||||||||||||||||||||||||||
Volatility assets | 60% | ||||||||||||||||||||||||||||||||
Warrants exercisables (in Dollars per share) | $ / shares | $ 79,366 | ||||||||||||||||||||||||||||||||
Warrants exercisable per share (in Dollars per share) | $ / shares | $ 6.3 | $ 6.3 | |||||||||||||||||||||||||||||||
Warrant aggregate consideration | $ 500,000 | ||||||||||||||||||||||||||||||||
Initial fair value warrant | $ 457,000 | ||||||||||||||||||||||||||||||||
Ordinary shares [member] | |||||||||||||||||||||||||||||||||
Convertible Securities and Financial Liability at Fair Value (Details) [Line Items] | |||||||||||||||||||||||||||||||||
Ordinary shares issued (in Shares) | shares | 42,857,143 | ||||||||||||||||||||||||||||||||
Ordinary per shares (in Dollars per share) | $ / shares | $ 3.15 | ||||||||||||||||||||||||||||||||
Exercise price (in Dollars per share) | $ / shares | $ 32.55 | ||||||||||||||||||||||||||||||||
Purchase warrants shares (in Shares) | shares | 13,107 | ||||||||||||||||||||||||||||||||
Purchase aggregate ordinary shares (in Shares) | shares | 264,150 | 2,712,000 | |||||||||||||||||||||||||||||||
Warrants [Member] | |||||||||||||||||||||||||||||||||
Convertible Securities and Financial Liability at Fair Value (Details) [Line Items] | |||||||||||||||||||||||||||||||||
Ordinary shares issued (in Shares) | shares | 128,572 | 128,572 | |||||||||||||||||||||||||||||||
Change in fair value | $ 380 | ||||||||||||||||||||||||||||||||
Warrants [Member] | Convertible Securities And Financial Liability At Fair Value [Member] | |||||||||||||||||||||||||||||||||
Convertible Securities and Financial Liability at Fair Value (Details) [Line Items] | |||||||||||||||||||||||||||||||||
Change in fair value | 65 | ||||||||||||||||||||||||||||||||
CLA transaction [Member] | |||||||||||||||||||||||||||||||||
Convertible Securities and Financial Liability at Fair Value (Details) [Line Items] | |||||||||||||||||||||||||||||||||
Fair value warrants | $ 37,000 | $ 0 | $ 37,000 | ||||||||||||||||||||||||||||||
Issuance of convertible debentures | $ 350,000 | ||||||||||||||||||||||||||||||||
Purchase of convertible debentures and warrants (in Shares) | shares | 976 | 2,277 | |||||||||||||||||||||||||||||||
Additional convertible debentures | $ 150,000 | ||||||||||||||||||||||||||||||||
Issuance of additional convertible debentures | $ 150,000 | ||||||||||||||||||||||||||||||||
Convertible Loan Agreement [Member] | |||||||||||||||||||||||||||||||||
Convertible Securities and Financial Liability at Fair Value (Details) [Line Items] | |||||||||||||||||||||||||||||||||
Ordinary shares issued (in Shares) | shares | 32,766 | 32,766 | |||||||||||||||||||||||||||||||
Share price | $ 5,800,000 | $ 5,800,000 | |||||||||||||||||||||||||||||||
Fair value warrants | 1,174,000 | 1,174,000 | |||||||||||||||||||||||||||||||
Gross proceeds | $ 5,000,000 | ||||||||||||||||||||||||||||||||
Convertible maturity period | 24 months | ||||||||||||||||||||||||||||||||
Fixed conversion price (in Dollars per share) | $ / shares | $ 122.5 | ||||||||||||||||||||||||||||||||
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 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). | ||||||||||||||||||||||||||||||||
Warrants exercisable | 60 months | ||||||||||||||||||||||||||||||||
Exercise price (in Dollars per share) | $ / shares | $ 122.5 | ||||||||||||||||||||||||||||||||
Fair value of convertible | $ 7,242,000 | 7,242,000 | |||||||||||||||||||||||||||||||
Risk free rate | 3.17% | ||||||||||||||||||||||||||||||||
Volatility assets | 100% | ||||||||||||||||||||||||||||||||
Warrant term | 5 years | ||||||||||||||||||||||||||||||||
Ordinary Warrants [Member] | |||||||||||||||||||||||||||||||||
Convertible Securities and Financial Liability at Fair Value (Details) [Line Items] | |||||||||||||||||||||||||||||||||
Ordinary shares issued (in Shares) | shares | 68,572 | ||||||||||||||||||||||||||||||||
Pre-funded warrant [Member] | |||||||||||||||||||||||||||||||||
Convertible Securities and Financial Liability at Fair Value (Details) [Line Items] | |||||||||||||||||||||||||||||||||
Ordinary per shares (in Dollars per share) | $ / shares | $ 175 | ||||||||||||||||||||||||||||||||
Lind Global [Member] | |||||||||||||||||||||||||||||||||
Convertible Securities and Financial Liability at Fair Value (Details) [Line Items] | |||||||||||||||||||||||||||||||||
Aggregate ordinary shares (in Shares) | shares | 572 | ||||||||||||||||||||||||||||||||
Warrants [Member] | |||||||||||||||||||||||||||||||||
Convertible Securities and Financial Liability at Fair Value (Details) [Line Items] | |||||||||||||||||||||||||||||||||
Purchase warrants shares (in Shares) | shares | 31,429 | ||||||||||||||||||||||||||||||||
Purchase aggregate ordinary shares (in Shares) | shares | 465,000 | ||||||||||||||||||||||||||||||||
Lind Global [Member] | |||||||||||||||||||||||||||||||||
Convertible Securities and Financial Liability at Fair Value (Details) [Line Items] | |||||||||||||||||||||||||||||||||
ordinary shares (in Shares) | shares | 571 | ||||||||||||||||||||||||||||||||
Bottom of range [member] | |||||||||||||||||||||||||||||||||
Convertible Securities and Financial Liability at Fair Value (Details) [Line Items] | |||||||||||||||||||||||||||||||||
Interest percentage | 12% | 12% | |||||||||||||||||||||||||||||||
Warrants issuance | $ 3,160,000 | ||||||||||||||||||||||||||||||||
Purchase warrants shares (in Shares) | shares | 68,572 | ||||||||||||||||||||||||||||||||
Exercisable term | 3 years | ||||||||||||||||||||||||||||||||
Risk free rate | 1.49% | ||||||||||||||||||||||||||||||||
Volatility assets | 60% | ||||||||||||||||||||||||||||||||
Bottom of range [member] | Ordinary shares [member] | |||||||||||||||||||||||||||||||||
Convertible Securities and Financial Liability at Fair Value (Details) [Line Items] | |||||||||||||||||||||||||||||||||
Exercisable term | 5 years | ||||||||||||||||||||||||||||||||
Top of range [member] | |||||||||||||||||||||||||||||||||
Convertible Securities and Financial Liability at Fair Value (Details) [Line Items] | |||||||||||||||||||||||||||||||||
Interest percentage | 16% | 16% | |||||||||||||||||||||||||||||||
Warrants issuance | $ 4,489,000 | ||||||||||||||||||||||||||||||||
Purchase warrants shares (in Shares) | shares | 178,572 | ||||||||||||||||||||||||||||||||
Exercisable term | 6 years | ||||||||||||||||||||||||||||||||
Volatility assets | 96% | ||||||||||||||||||||||||||||||||
Top of range [member] | Ordinary shares [member] | |||||||||||||||||||||||||||||||||
Convertible Securities and Financial Liability at Fair Value (Details) [Line Items] | |||||||||||||||||||||||||||||||||
Exercisable term | 9 years | ||||||||||||||||||||||||||||||||
Convertible Securities Warrants [Member] | |||||||||||||||||||||||||||||||||
Convertible Securities and Financial Liability at Fair Value (Details) [Line Items] | |||||||||||||||||||||||||||||||||
Ordinary shares issued (in Shares) | shares | 386 | 386 | |||||||||||||||||||||||||||||||
Share price | $ 836.9 | $ 1,231.7 | |||||||||||||||||||||||||||||||
Expire year | Oct. 31, 2023 | ||||||||||||||||||||||||||||||||
Fair value warrants | $ 1,000 | $ 0 | $ 1,000 | ||||||||||||||||||||||||||||||
[1] After giving effect to the reverse stock split ( ) |
Other Accounts Payable (Details
Other Accounts Payable (Details) - Schedule of other accounts payable - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Schedule of Other Accounts payable [Abstract] | ||
Employees and authorities | $ 1,050 | $ 770 |
Contingent liability | 695 | 262 |
Others | 286 | 214 |
Total | $ 2,031 | $ 1,246 |
Majore Shareholder Balance (Det
Majore Shareholder Balance (Details) - USD ($) | 1 Months Ended | 12 Months Ended | |
Dec. 29, 2022 | Jun. 29, 2021 | Dec. 31, 2022 | |
Disclosure Of Majore Shareholder Balance [Abstract] | |||
Total loan amount | $ 1,000,000 | ||
Annual interest rate | 12% | ||
Granted shares (in Shares) | 515,233 | ||
Warrant shares (in Shares) | 515,233 | ||
Exercise price per share (in Dollars per share) | $ 1.94 | $ 218.75 | |
Total loan amount | $ 765 | ||
Accrued interest rate | 12% | ||
Loan amount | $ 230,000 |
Long Term Loans (Details)
Long Term Loans (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Long Term Loans (Details) [Line Items] | ||
Loans bear interest rate | 12% | |
Total amount of loans | $ 131 | $ 126 |
Bottom of range [member] | G Medical Diagnostic Services Inc [Member] | ||
Long Term Loans (Details) [Line Items] | ||
Loans bear interest rate | 4% | |
Top of range [member] | G Medical Diagnostic Services Inc [Member] | ||
Long Term Loans (Details) [Line Items] | ||
Loans bear interest rate | 12% |
Long Term Loans (Details) - Sch
Long Term Loans (Details) - Schedule of long term loans - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | ||
Long Term Loans (Details) - Schedule of long term loans [Line Items] | |||
Less- Current portion | $ (144) | $ (140) | |
Total | $ 53 | 75 | |
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 | $ 66 | 89 | |
US [Member] | |||
Long Term Loans (Details) - Schedule of long term loans [Line Items] | |||
Linked to Long term loans | US$ | ||
Long term loans | $ 131 | $ 126 | |
Bottom of range [member] | US [Member] | |||
Long Term Loans (Details) - Schedule of long term loans [Line Items] | |||
Interest rate Long term loans | 2.10% | ||
Top of range [member] | US [Member] | |||
Long Term Loans (Details) - Schedule of long term loans [Line Items] | |||
Interest rate Long term loans | 12% | ||
[1]Linkedto the consumer price index. The maturity date of the loan is September 2024. |
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, 2022 | Dec. 31, 2021 | |
Condensed Cash Flow Statements, Captions [Line Items] | ||
Balance beginning | $ 215 | $ 2,083 |
Receipts of PPP loan | 89 | |
Conversion loans to shares | (1,222) | |
Repayment of loans | (21) | (824) |
Total changes from financing cash flows | 194 | (1,957) |
Accrued interest of long-term loans | 3 | 89 |
Balance ending | $ 197 | $ 215 |
Shareholders' Equity (Deficit_2
Shareholders' Equity (Deficit) (Details) | 1 Months Ended | 12 Months Ended | |||||||||||||||||||||||||||||||||||||
Dec. 29, 2022 $ / shares | Jul. 31, 2022 $ / shares shares | Apr. 30, 2022 $ / shares shares | Apr. 18, 2022 $ / shares shares | Apr. 08, 2022 USD ($) $ / shares shares | Jan. 31, 2022 $ / shares shares | Dec. 03, 2021 shares | Sep. 05, 2021 $ / shares shares | Nov. 15, 2022 shares | Oct. 20, 2022 USD ($) $ / shares | Sep. 30, 2022 | Jul. 18, 2022 | Jun. 30, 2022 USD ($) $ / shares shares | Jun. 16, 2022 $ / shares shares | Jan. 31, 2022 USD ($) $ / shares shares | Jan. 19, 2022 USD ($) shares | Dec. 23, 2021 $ / shares shares | Nov. 25, 2021 | Nov. 15, 2021 $ / shares shares | Jun. 30, 2021 $ / shares shares | Jun. 29, 2021 USD ($) $ / shares shares | Jul. 31, 2020 USD ($) shares | Nov. 30, 2017 $ / shares | Dec. 31, 2022 USD ($) $ / shares shares | Dec. 31, 2022 AUD ($) shares | Dec. 31, 2021 USD ($) $ / shares shares | Dec. 31, 2020 USD ($) | Dec. 31, 2022 $ / shares shares | Oct. 31, 2022 $ / shares | Oct. 06, 2022 shares | Jun. 17, 2022 $ / shares shares | May 20, 2022 USD ($) | Mar. 25, 2022 $ / shares shares | Dec. 31, 2020 AUD ($) | Oct. 31, 2020 USD ($) | Oct. 31, 2020 CAD ($) | ||||
Shareholders' Equity (Deficit) (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||
Exercisable at a price (in Dollars per share) | $ / shares | $ 218.75 | ||||||||||||||||||||||||||||||||||||||
Shares of performance rights | shares | 5 | 21,285 | 5 | 5 | |||||||||||||||||||||||||||||||||||
Ordinary share issued | shares | 32,766 | 68,571 | 68,571 | 85,714 | 1,532,794 | [1] | 387,972 | [1] | 1,532,794 | [1] | 71,428,000,000 | 91,428 | 22,857 | ||||||||||||||||||||||||||
Ordinary share per unit (in Dollars per share) | $ / shares | $ 0.0035 | $ 175 | |||||||||||||||||||||||||||||||||||||
Initial public offering amount (in Dollars) | $ 15,000 | ||||||||||||||||||||||||||||||||||||||
Issuance expenses (in Dollars) | 2,150 | ||||||||||||||||||||||||||||||||||||||
Deducted equity (in Dollars) | $ 1,583 | ||||||||||||||||||||||||||||||||||||||
Underwriter purchase shares | shares | 12,858 | ||||||||||||||||||||||||||||||||||||||
Purchase warrant shares | shares | 178,572 | 12,858 | |||||||||||||||||||||||||||||||||||||
Issuance exercise price (in Dollars per share) | $ / shares | $ 1.94 | $ 218.75 | |||||||||||||||||||||||||||||||||||||
Public offering percentage | 125% | 80% | |||||||||||||||||||||||||||||||||||||
Issuance expire term | 4 years | ||||||||||||||||||||||||||||||||||||||
Shares issued | shares | 3,265 | 8,721 | |||||||||||||||||||||||||||||||||||||
Conversion debt (in Dollars) | $ 1,222 | ||||||||||||||||||||||||||||||||||||||
Initial public offering per share (in Dollars per share) | $ / shares | $ 175 | ||||||||||||||||||||||||||||||||||||||
Ordinary shares par value | $ / shares | $ 3.15 | $ 3.15 | $ 3.15 | [1] | $ 3.15 | [1] | $ 6.3 | $ 0.0035 | $ 0.0035 | ||||||||||||||||||||||||||||||
Ordinary shares description | 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 divided into 100,000,000 ordinary shares of a par value of $3.15 each. | ||||||||||||||||||||||||||||||||||||||
Total authorized share capital | shares | 100,000,000 | ||||||||||||||||||||||||||||||||||||||
Options of warrants, description | In January 2022, the Company granted 4,287 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 $122.5 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 $138 through profit and loss in the twelve month ended December 31, 2022. | ||||||||||||||||||||||||||||||||||||||
Ordinary shares | shares | 1,428 | ||||||||||||||||||||||||||||||||||||||
Price Per Share (in Dollars per share) | $ / shares | $ 45.15 | ||||||||||||||||||||||||||||||||||||||
Other Expense (in Dollars) | $ 64 | ||||||||||||||||||||||||||||||||||||||
Purchase of ordinary share | shares | 1,429 | ||||||||||||||||||||||||||||||||||||||
Exercise price per option (in Dollars per share) | $ / shares | $ 29.4 | $ 52.5 | $ 114.45 | $ 70 | $ 22.75 | $ 69.3 | $ 73.5 | ||||||||||||||||||||||||||||||||
Exercisable over term | 5 years | ||||||||||||||||||||||||||||||||||||||
Warrant amount (in Dollars) | $ 21 | ||||||||||||||||||||||||||||||||||||||
Exercise of options granted | shares | 31,663 | 31,663 | |||||||||||||||||||||||||||||||||||||
Options directors and management | shares | 26,433 | 63,578 | 16,430 | 29,289 | |||||||||||||||||||||||||||||||||||
Vested over period | 3 years | 1 year | 2 years | 3 years | |||||||||||||||||||||||||||||||||||
Expiry period | 5 years | 5 years | 5 years | 5 years | |||||||||||||||||||||||||||||||||||
Shares of granted | shares | 3,265 | 3,265 | |||||||||||||||||||||||||||||||||||||
Exercise price (in Dollars per share) | $ / shares | $ 114.45 | ||||||||||||||||||||||||||||||||||||||
Devices shares | shares | 20,000 | 20,000 | |||||||||||||||||||||||||||||||||||||
Warrants purchase and employees service description | the Company issued warrants to purchase 31,429 ordinary shares to a service provider with an exercise price ranging from $122.5 to $175. 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. | ||||||||||||||||||||||||||||||||||||||
Risk-free rate percentage | 1.265% | ||||||||||||||||||||||||||||||||||||||
Volatility percentage | 60% | ||||||||||||||||||||||||||||||||||||||
Expiration | 5 years | 5 years | |||||||||||||||||||||||||||||||||||||
Ordinary shares (in Dollars) | $ 3,178 | ||||||||||||||||||||||||||||||||||||||
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 Consolidated statement of comprehensive loss at grant date. | 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 Consolidated statement of comprehensive loss at grant date. | |||||||||||||||||||||||||||||||||||||
Number of share units | shares | 57,150 | 75,718 | |||||||||||||||||||||||||||||||||||||
Expire year | 2 years | ||||||||||||||||||||||||||||||||||||||
Warrants purchase and 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 $3,321 through profit and loss in the twelve months period ended December 31, 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. | ||||||||||||||||||||||||||||||||||||||
Recorded an expense. (in Dollars) | $ 12,488 | $ 648 | $ 2,872 | ||||||||||||||||||||||||||||||||||||
Ordinary shares, value acquired (in Dollars) | $ 1,000,000 | ||||||||||||||||||||||||||||||||||||||
Shares of exercise price | shares | 5,699 | 5,699 | |||||||||||||||||||||||||||||||||||||
Consideration amount (in Dollars) | $ 121 | ||||||||||||||||||||||||||||||||||||||
Employees board members description | the Company and Armistice Capital Fund Ltd (“Armistice”) entered into an agreement according which in consideration for Armistice agreeing to exercise $2,000 on of its existing warrants which equals warrants to purchase 68,027 of the Company’s ordinary shares at a reduced exercise price of $29.4, the Company agreed to issue a new ordinary warrant for 264,150 warrant shares equal to the aggregate of (a) 85,034 warrant shares (125% of the 68,027 ordinary shares issued as a result of the Existing Warrant Exercise) and (b) the balance of 179,116 warrants held by Armistice in the Company whose exercise price will be reduced to $32.55. The 179,116 currently outstanding warrants held by Armistice will be cancelled. The 264,150 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 $32.55. (See also notes 8(E), 8(G)).In connection with the agreement with Armistice the exercise price of 45,242 Ordinary Warrants held by Lind Global will be reduced to an exercise price equal to $32.55 and have a term of exercise until April 30, 2028. (See also note 8(H)). | ||||||||||||||||||||||||||||||||||||||
Ordinary per share (in Dollars per share) | $ / shares | $ 52.5 | ||||||||||||||||||||||||||||||||||||||
Change in fair value (in Dollars) | $ 173 | ||||||||||||||||||||||||||||||||||||||
“At the market” offering, description | the Company entered into a sales agreement with its sales agent pursuant to which the Company may offer and sell, from time to time, to or through the Sales Agent as agent or principal, ordinary shares, par value $3.15 per share in sales deemed to be “at the market” (“ATM”) offerings, having an aggregate offering price of up to $3,000.As of December 31, 2022 the Company has sold 104,113 of its Ordinary shares through the ATM for a net consideration of $367. | ||||||||||||||||||||||||||||||||||||||
Capital commitment (in Dollars) | $ 30,000 | ||||||||||||||||||||||||||||||||||||||
Capital commitment term | 3 years | 3 years | |||||||||||||||||||||||||||||||||||||
Drawn amount | $ 840 | $ 1,283 | |||||||||||||||||||||||||||||||||||||
Percentage of drawn | 1,000% | 1,000% | |||||||||||||||||||||||||||||||||||||
Ordinary shares percent | 90% | 90% | |||||||||||||||||||||||||||||||||||||
Net proceeds (in Dollars) | $ 1,283 | ||||||||||||||||||||||||||||||||||||||
Total net debt (in Dollars) | $ 840 | ||||||||||||||||||||||||||||||||||||||
Ordinary Shares to GEM | shares | 5,794 | ||||||||||||||||||||||||||||||||||||||
Number of shares issue | shares | 128,570 | 128,570 | |||||||||||||||||||||||||||||||||||||
Fair value less (in Dollars) | $ 1 | ||||||||||||||||||||||||||||||||||||||
Forecast [Member] | |||||||||||||||||||||||||||||||||||||||
Shareholders' Equity (Deficit) (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||
Ordinary shares par value | $ / shares | $ 834.75 | ||||||||||||||||||||||||||||||||||||||
Private Placements [Member] | |||||||||||||||||||||||||||||||||||||||
Shareholders' Equity (Deficit) (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||
Ordinary warrants at issuance (in Dollars) | $ 457 | ||||||||||||||||||||||||||||||||||||||
Ordinary shares [Member] | |||||||||||||||||||||||||||||||||||||||
Shareholders' Equity (Deficit) (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||
Ordinary share issued | shares | 42,857,143 | ||||||||||||||||||||||||||||||||||||||
Purchase warrant shares | shares | 13,107 | 13,107 | |||||||||||||||||||||||||||||||||||||
Shares issued | shares | 30,158 | 30,158 | |||||||||||||||||||||||||||||||||||||
Ordinary shares par value | $ / shares | $ 3.15 | ||||||||||||||||||||||||||||||||||||||
Warrants [Member] | |||||||||||||||||||||||||||||||||||||||
Shareholders' Equity (Deficit) (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||
Ordinary share issued | shares | 128,572 | 128,572 | |||||||||||||||||||||||||||||||||||||
Change in fair value (in Dollars) | $ 380 | ||||||||||||||||||||||||||||||||||||||
Private Placements [Member] | |||||||||||||||||||||||||||||||||||||||
Shareholders' Equity (Deficit) (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||
Associated warrant (in Dollars) | $ 500 | ||||||||||||||||||||||||||||||||||||||
Issuance term | 5 years | ||||||||||||||||||||||||||||||||||||||
Convertible debenture | 10% | ||||||||||||||||||||||||||||||||||||||
Change in fair value (in Dollars) | $ 172 | ||||||||||||||||||||||||||||||||||||||
Private Placements [Member] | Ordinary shares [Member] | |||||||||||||||||||||||||||||||||||||||
Shareholders' Equity (Deficit) (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||
Ordinary share issued | shares | 619,346 | 619,346 | |||||||||||||||||||||||||||||||||||||
Warrants [Member] | |||||||||||||||||||||||||||||||||||||||
Shareholders' Equity (Deficit) (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||
Purchase warrant shares | shares | 31,429 | 31,429 | |||||||||||||||||||||||||||||||||||||
GEM Warrant [Member] | |||||||||||||||||||||||||||||||||||||||
Shareholders' Equity (Deficit) (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||
Shares of exercise price | shares | 7,937 | 7,937 | |||||||||||||||||||||||||||||||||||||
Bottom of range [member] | |||||||||||||||||||||||||||||||||||||||
Shareholders' Equity (Deficit) (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||
Purchase warrant shares | shares | 68,572 | ||||||||||||||||||||||||||||||||||||||
Risk-free rate percentage | 1.49% | 1.49% | |||||||||||||||||||||||||||||||||||||
Volatility percentage | 60% | 60% | |||||||||||||||||||||||||||||||||||||
Bottom of range [member] | Private Placements [Member] | |||||||||||||||||||||||||||||||||||||||
Shareholders' Equity (Deficit) (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||
Ordinary shares (in Dollars) | $ 79,365 | ||||||||||||||||||||||||||||||||||||||
Ordinary per share (in Dollars per share) | $ / shares | $ 3.15 | ||||||||||||||||||||||||||||||||||||||
Top of range [member] | |||||||||||||||||||||||||||||||||||||||
Shareholders' Equity (Deficit) (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||
Purchase warrant shares | shares | 178,572 | ||||||||||||||||||||||||||||||||||||||
Volatility percentage | 96% | 96% | |||||||||||||||||||||||||||||||||||||
Top of range [member] | Private Placements [Member] | |||||||||||||||||||||||||||||||||||||||
Shareholders' Equity (Deficit) (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||
Ordinary shares (in Dollars) | $ 79,366 | ||||||||||||||||||||||||||||||||||||||
Ordinary per share (in Dollars per share) | $ / shares | $ 6.3 | ||||||||||||||||||||||||||||||||||||||
Class A Incentive Performance Right [Member] | |||||||||||||||||||||||||||||||||||||||
Shareholders' Equity (Deficit) (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||
Shares of performance rights | shares | 1,594 | 1,594 | |||||||||||||||||||||||||||||||||||||
Market capitalization (in Dollars) | $ 100,000 | ||||||||||||||||||||||||||||||||||||||
Class B Incentive Performance Right [Member] | |||||||||||||||||||||||||||||||||||||||
Shareholders' Equity (Deficit) (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||
Shares of performance rights | shares | 4,767 | 4,767 | |||||||||||||||||||||||||||||||||||||
Market capitalization (in Dollars) | $ 150,000 | ||||||||||||||||||||||||||||||||||||||
Class C Incentive Performance Right [Member] | |||||||||||||||||||||||||||||||||||||||
Shareholders' Equity (Deficit) (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||
Shares of performance rights | shares | 6,351 | 6,351 | |||||||||||||||||||||||||||||||||||||
Market capitalization (in Dollars) | $ 200,000 | ||||||||||||||||||||||||||||||||||||||
Class D Incentive Performance Right [Member] | |||||||||||||||||||||||||||||||||||||||
Shareholders' Equity (Deficit) (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||
Shares of performance rights | shares | 8,573 | 8,573 | |||||||||||||||||||||||||||||||||||||
Market capitalization (in Dollars) | $ 250,000 | ||||||||||||||||||||||||||||||||||||||
Series E [Member] | |||||||||||||||||||||||||||||||||||||||
Shareholders' Equity (Deficit) (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||
Ordinary shares | shares | 28,575 | 28,575 | |||||||||||||||||||||||||||||||||||||
Granted percentage | 50% | ||||||||||||||||||||||||||||||||||||||
Vested and exercisable (in Dollars) | $ 75,000 | ||||||||||||||||||||||||||||||||||||||
Market Value (in Dollars) | $ 75,000 | ||||||||||||||||||||||||||||||||||||||
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 | ||||||||||||||||||||||||||||||||||||||
[1] After giving effect to the reverse stock split ( ) |
Shareholders' Equity (Deficit_3
Shareholders' Equity (Deficit) (Details) - Schedule of holders the right to receive dividends - shares | Dec. 31, 2022 | Dec. 31, 2021 | [1] | |
Shareholders' Equity (Deficit) (Details) - Schedule of holders the right to receive dividends [Line Items] | ||||
Authorized | 100,000,000 | 57,142,857 | ||
Issued and outstanding | 1,532,794 | 387,972 | ||
Warrants [Member] | ||||
Shareholders' Equity (Deficit) (Details) - Schedule of holders the right to receive dividends [Line Items] | ||||
Authorized | [2] | 98,698 | 98,698 | |
Issued and outstanding | [2] | 98,698 | 98,698 | |
[1]After giving effect to the reverse stock split (see also Note 13C)[2]the Warrants will be exercisable at a price equal to $218.75 per share and for a period of five years, starting from June 2021. |
Shareholders' Equity (Deficit_4
Shareholders' Equity (Deficit) (Details) - Schedule of holders the right to receive dividends (Parentheticals) - $ / shares | Dec. 31, 2022 | Dec. 31, 2021 | [1] |
Schedule of Holders the Right to Receive Dividends [Abstract] | |||
Ordinary Shares par value | $ 3.15 | $ 3.15 | |
Ordinary Shares par value | $ 3.15 | $ 3.15 | |
[1]After giving effect to the reverse stock split (see also Note 13C) |
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, 2022 USD ($) $ / shares | |
Warrants [Member] | |
Shareholders' Equity (Deficit) (Details) - Schedule of warrants granted to financial advisors and consultants [Line Items] | |
Amount (in Dollars) | $ | $ 668 |
Exercise price | $ / shares | $ 135.45 |
Expiration date | Oct. 22, 2025 |
Warrants One [Member] | |
Shareholders' Equity (Deficit) (Details) - Schedule of warrants granted to financial advisors and consultants [Line Items] | |
Amount (in Dollars) | $ | $ 2,224 |
Exercise price | $ / shares | $ 157.5 |
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) | $ | $ 1,236 |
Exercise price | $ / shares | $ 261.45 |
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) | $ | $ 74 |
Exercise price | $ / shares | $ 173.25 |
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) | $ | $ 13,169 |
Exercise price | $ / shares | $ 157.5 |
Expiration date | Jun. 29, 2030 |
Warrants Five [Member] | |
Shareholders' Equity (Deficit) (Details) - Schedule of warrants granted to financial advisors and consultants [Line Items] | |
Amount (in Dollars) | $ | $ 13,169 |
Exercise price | $ / shares | $ 43.75 |
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) | $ | $ 6,001 |
Exercise price | $ / shares | $ 218.75 |
Expiration date | Jun. 25, 2026 |
Warrants Seven [Member] | |
Shareholders' Equity (Deficit) (Details) - Schedule of warrants granted to financial advisors and consultants [Line Items] | |
Amount (in Dollars) | $ | $ 13,107 |
Exercise price | $ / shares | $ 114.45 |
Expiration date | Dec. 03, 2026 |
Warrants Eight [Member] | |
Shareholders' Equity (Deficit) (Details) - Schedule of warrants granted to financial advisors and consultants [Line Items] | |
Amount (in Dollars) | $ | $ 17,143 |
Exercise price | $ / shares | $ 122.5 |
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) | $ | $ 7,143 |
Exercise price | $ / shares | $ 140 |
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) | $ | $ 7,143 |
Exercise price | $ / shares | $ 175 |
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) | $ | $ 3,435 |
Exercise price | $ / shares | $ 175 |
Expiration date | Feb. 02, 2027 |
Warrants Twelve [Member] | |
Shareholders' Equity (Deficit) (Details) - Schedule of warrants granted to financial advisors and consultants [Line Items] | |
Amount (in Dollars) | $ | $ 7,150 |
Exercise price | $ / shares | $ 52.5 |
Expiration date | Apr. 20, 2027 |
Warrant Thirteen [Member] | |
Shareholders' Equity (Deficit) (Details) - Schedule of warrants granted to financial advisors and consultants [Line Items] | |
Amount (in Dollars) | $ | $ 4,287 |
Exercise price | $ / shares | $ 122.5 |
Expiration date | Jan. 01, 2027 |
Warrant Fourteen [Member] | |
Shareholders' Equity (Deficit) (Details) - Schedule of warrants granted to financial advisors and consultants [Line Items] | |
Amount (in Dollars) | $ | $ 1,429 |
Exercise price | $ / shares | $ 70 |
Expiration date | Jun. 16, 2027 |
Shareholders' Equity (Deficit_6
Shareholders' Equity (Deficit) (Details) - Schedule of option plan granted to employees - $ / shares | 12 Months Ended | |||||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | ||||
Schedule of Option Plan Granted to Employees [Abstract] | ||||||
Number of options Outstanding at beginning | [1] | 72,538 | 671 | 886 | ||
Weighted average Exercise price Outstanding at beginning | [1] | $ 89.79 | $ 616.875 | $ 661.5 | ||
Number of options Exercised | (123) | [1] | (7) | [1] | ||
Weighted average Exercise price Exercised | $ 0.0315 | [1] | $ 0.0315 | [1] | ||
Number of options, Granted | 63,578 | 72,157 | [1] | [1] | ||
Weighted average Exercise price, Granted | $ 22.75 | $ 87.5 | [1] | [1] | ||
Number of options Forfeited and cancelled | (3,572) | (290) | [1] | (208) | [1] | |
Weighted average Exercise price Forfeited and cancelled | $ 53.2 | $ 761.25 | [1] | $ 728.875 | [1] | |
Number of options Outstanding at ending | 132,421 | 72,538 | [1] | 671 | [1] | |
Weighted average Exercise price Outstanding at end of year | $ 58.68 | $ 89.79 | [1] | $ 616.875 | [1] | |
Number of options Exercisable options | 28,586 | 364 | [1] | 516 | [1] | |
Weighted average Exercise price Exercisable options | $ 94.32 | $ 494.9 | [1] | $ 575.05 | [1] | |
[1] After giving effect to the reverse stock split |
Shareholders' Equity (Deficit_7
Shareholders' Equity (Deficit) (Details) - Schedule of options to employees outstanding | 12 Months Ended |
Dec. 31, 2022 $ / shares shares | |
Shareholders' Equity (Deficit) (Details) - Schedule of options to employees outstanding [Line Items] | |
Outstanding Shares Option | 132,421 |
Exercisable Share options | 28,586 |
Exercise Price Range One [Member] | |
Shareholders' Equity (Deficit) (Details) - Schedule of options to employees outstanding [Line Items] | |
Exercise price (in Dollars per share) | $ / shares | $ 762.3 |
Outstanding Shares Option | 214 |
Outstanding shares option, Weighted average remaining contractual term | 2 months 12 days |
Exercisable Share options | 214 |
Exercisable, Weighted average remaining contractual term | 2 months 12 days |
Exercise Price Range Two [Member] | |
Shareholders' Equity (Deficit) (Details) - Schedule of options to employees outstanding [Line Items] | |
Exercise price (in Dollars per share) | $ / shares | $ 689.85 |
Outstanding Shares Option | 49 |
Outstanding shares option, Weighted average remaining contractual term | 4 months 24 days |
Exercisable Share options | 49 |
Exercisable, Weighted average remaining contractual term | 4 months 24 days |
Exercise Price Range Three [Member] | |
Shareholders' Equity (Deficit) (Details) - Schedule of options to employees outstanding [Line Items] | |
Exercise price (in Dollars per share) | $ / shares | $ 114.45 |
Outstanding Shares Option | 26,433 |
Outstanding shares option, Weighted average remaining contractual term | 3 years 8 months 12 days |
Exercisable Share options | 11,037 |
Exercisable, Weighted average remaining contractual term | 3 years 8 months 12 days |
Exercise Price Range Four [Member] | |
Shareholders' Equity (Deficit) (Details) - Schedule of options to employees outstanding [Line Items] | |
Exercise price (in Dollars per share) | $ / shares | $ 73.5 |
Outstanding Shares Option | 27,146 |
Outstanding shares option, Weighted average remaining contractual term | 3 years 10 months 24 days |
Exercisable Share options | 9,069 |
Exercisable, Weighted average remaining contractual term | 3 years 10 months 24 days |
Exercise Price Range Five [Member] | |
Shareholders' Equity (Deficit) (Details) - Schedule of options to employees outstanding [Line Items] | |
Exercise price (in Dollars per share) | $ / shares | $ 69.3 |
Outstanding Shares Option | 16,430 |
Outstanding shares option, Weighted average remaining contractual term | 4 years |
Exercisable Share options | 8,217 |
Exercisable, Weighted average remaining contractual term | 4 years |
Exercise Price Range Six [Member] | |
Shareholders' Equity (Deficit) (Details) - Schedule of options to employees outstanding [Line Items] | |
Exercise price (in Dollars per share) | $ / shares | $ 22.75 |
Outstanding Shares Option | 62,149 |
Outstanding shares option, Weighted average remaining contractual term | 4 years 6 months |
Exercisable Share options |
Shareholders' Equity (Deficit_8
Shareholders' Equity (Deficit) (Details) - Schedule of measurement applied using a Mont -Carlo simulation model - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Shareholders' Equity (Deficit) (Details) - Schedule of measurement applied using a Mont -Carlo simulation model [Line Items] | ||
Fair Value (in Dollars) | $ 618 | $ 1,261 |
Risk free rate | 1.265% | |
Volatility of assets | 60% | |
Armistice Warrants [Member] | ||
Shareholders' Equity (Deficit) (Details) - Schedule of measurement applied using a Mont -Carlo simulation model [Line Items] | ||
Fair Value (in Dollars) | $ 380 | |
Volatility of assets | 100% | |
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) | $ 173 | $ 47 |
Risk free rate | 1.265% | |
Volatility of assets | 100% | 60% |
Expected Term | 4 years | |
Expected dividend yield | 0% | 0% |
Lind Warrants [Member] | ||
Shareholders' Equity (Deficit) (Details) - Schedule of measurement applied using a Mont -Carlo simulation model [Line Items] | ||
Fair Value (in Dollars) | $ 65 | $ 1,174 |
Risk free rate | 1.265% | |
Volatility of assets | 100% | 60% |
Expected Term | 5 years | |
Expected dividend yield | 0% | 0% |
Alpha Capital, MEF and GEM warrants [Member] | ||
Shareholders' Equity (Deficit) (Details) - Schedule of measurement applied using a Mont -Carlo simulation model [Line Items] | ||
Fair Value (in Dollars) | ||
Volatility of assets | 100% | |
Expected dividend yield | 0% | |
Convertible Securities Warrants and GEM 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% | |
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% | |
Bottom of range [member] | ||
Shareholders' Equity (Deficit) (Details) - Schedule of measurement applied using a Mont -Carlo simulation model [Line Items] | ||
Risk free rate | 1.49% | |
Volatility of assets | 60% | |
Bottom of range [member] | Armistice Warrants [Member] | ||
Shareholders' Equity (Deficit) (Details) - Schedule of measurement applied using a Mont -Carlo simulation model [Line Items] | ||
Risk free rate | 4% | |
Expected Term | 5 years 3 months 21 days | |
Bottom of range [member] | Rubini Warrants [Member] | ||
Shareholders' Equity (Deficit) (Details) - Schedule of measurement applied using a Mont -Carlo simulation model [Line Items] | ||
Risk free rate | 4% | |
Expected Term | 3 years 3 months 7 days | |
Bottom of range [member] | Lind Warrants [Member] | ||
Shareholders' Equity (Deficit) (Details) - Schedule of measurement applied using a Mont -Carlo simulation model [Line Items] | ||
Risk free rate | 4% | |
Expected Term | 5 years 3 months 29 days | |
Bottom of range [member] | Alpha Capital, MEF and GEM warrants [Member] | ||
Shareholders' Equity (Deficit) (Details) - Schedule of measurement applied using a Mont -Carlo simulation model [Line Items] | ||
Risk free rate | 4.20% | |
Expected Term | 9 months 29 days | |
Bottom of range [member] | Convertible Securities Warrants and GEM 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] | ||
Shareholders' Equity (Deficit) (Details) - Schedule of measurement applied using a Mont -Carlo simulation model [Line Items] | ||
Volatility of assets | 96% | |
Top of range [member] | Armistice Warrants [Member] | ||
Shareholders' Equity (Deficit) (Details) - Schedule of measurement applied using a Mont -Carlo simulation model [Line Items] | ||
Risk free rate | 4% | |
Expected Term | 5 years 3 months 21 days | |
Top of range [member] | Rubini Warrants [Member] | ||
Shareholders' Equity (Deficit) (Details) - Schedule of measurement applied using a Mont -Carlo simulation model [Line Items] | ||
Risk free rate | 4% | |
Expected Term | 4 years 9 months 25 days | |
Top of range [member] | Lind Warrants [Member] | ||
Shareholders' Equity (Deficit) (Details) - Schedule of measurement applied using a Mont -Carlo simulation model [Line Items] | ||
Risk free rate | 4% | |
Expected Term | 5 years 3 months 29 days | |
Top of range [member] | Alpha Capital, MEF and GEM warrants [Member] | ||
Shareholders' Equity (Deficit) (Details) - Schedule of measurement applied using a Mont -Carlo simulation model [Line Items] | ||
Risk free rate | 4.70% | |
Expected Term | 3 years 1 month 17 days | |
Top of range [member] | Convertible Securities Warrants and GEM 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 ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Leases (Details) [Line Items] | |||
Lease term | 3 years | ||
Total cash outflows for leases | $ 380 | $ 357 | $ 529 |
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, 2022 USD ($) | |
Leases (Details) - Schedule of carrying amounts of right-of-use assets recognized and the movements [Line Items] | |
Beginning balance | $ 380 |
Additions | 1,344 |
Cancellations | (886) |
Depreciation expense | (454) |
Ending balance | 384 |
Office facilities [Member] | |
Leases (Details) - Schedule of carrying amounts of right-of-use assets recognized and the movements [Line Items] | |
Beginning balance | 378 |
Additions | 1,204 |
Cancellations | (886) |
Depreciation expense | (410) |
Ending balance | 286 |
Motor vehicles [Member] | |
Leases (Details) - Schedule of carrying amounts of right-of-use assets recognized and the movements [Line Items] | |
Beginning balance | 2 |
Additions | 140 |
Cancellations | |
Depreciation expense | (44) |
Ending balance | $ 98 |
Leases (Details) - Schedule o_2
Leases (Details) - Schedule of carrying amounts of lease liabilities and the movements - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Schedule Of Carrying Amounts Of Lease Liabilities and the Movements [Abstract] | ||
Beginning balance | $ 385 | |
Additions | 1,321 | |
Cancellations | (934) | |
Payments | $ (366) | |
Linked exchange rate | (13.00%) | |
Ending balance | $ 393 | |
Current | 163 | $ 119 |
Non-current | $ 230 | $ 266 |
Leases (Details) - Schedule o_3
Leases (Details) - Schedule of amounts recognized in profit or loss $ in Thousands | 12 Months Ended |
Dec. 31, 2022 USD ($) | |
Schedule of Amounts Recognized in Profit or Loss [Abstract] | |
Depreciation expense of right-of-use assets | $ 454 |
Interest expense on lease liabilities | 67 |
Total amount recognized in profit or loss | $ 521 |
Cost of Services (Details) - Sc
Cost of Services (Details) - Schedule of cost of services - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Schedule of cost of services [Abstract] | |||
Payroll and related | $ 1,888 | $ 1,615 | $ 1,266 |
Depreciation and amortization | 667 | 746 | 1,161 |
Subcontractors | 505 | 657 | 902 |
Freight | 189 | 197 | 279 |
Others | 274 | 171 | 227 |
Total | $ 3,523 | $ 3,386 | $ 3,835 |
Research and Development Expe_3
Research and Development Expenses (Details) - Schedule of research and development expenses - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Schedule of research and development expenses [Abstract] | |||
Payroll and related | $ 944 | $ 840 | $ 607 |
Subcontractors and materials | 755 | 348 | 147 |
Share based compensation | 315 | 270 | 344 |
Depreciation and amortization | 71 | 59 | 85 |
Patents | (15) | 55 | 48 |
Travel expenses | 48 | 4 | |
Others | 174 | 108 | 80 |
Total | $ 2,292 | $ 1,680 | $ 1,315 |
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, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Schedule of Selling, General and Administrative Expenses [Abstract] | |||
Payroll and related | $ 5,562 | $ 3,756 | $ 2,485 |
Professional services | 2,666 | 2,324 | 1,614 |
Expected credit loss | 559 | 723 | 296 |
Convertible transaction costs | 704 | ||
Shares issuance costs | 2,172 | 608 | |
Contingent liabilities | 92 | 509 | |
Depreciation and amortization | 487 | 443 | 3,558 |
Insurance | 557 | 396 | 161 |
Share based compensation | 6,876 | 360 | 2,978 |
Rent and office maintenance | 342 | 314 | 321 |
Travel expenses | 685 | 262 | 102 |
Others | 607 | 398 | 137 |
Total | $ 20,605 | $ 10,797 | $ 11,652 |
Financial Income (Expenses), _3
Financial Income (Expenses), Net (Details) - Schedule of financial income (expenses), net - Financial Income Expenses [Member] - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Schedule of Financial Income Eexpenses Net [Abstract] | |||
Share based compensation expenses | $ 5,297 | ||
Other Financial expenses | 4,078 | 4,492 | 750 |
Total Financial expenses | 9,375 | 4,492 | 750 |
Gain due to change in fair value of derivative liability and warrants | 11,553 | 311 | 240 |
Other Financial income | 5,993 | 559 | 55 |
Total Financial income | 17,546 | 870 | 344 |
Financial income (expense), net | $ 8,171 | $ (3,622) | $ (406) |
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, 2022 | Dec. 31, 2021 | [1] | Dec. 31, 2020 | [1] | |
Schedule of loss per share have been calculated using the weighted average number of shares in issue during the relevant financial periods [Abstract] | |||||
G Medical innovations holdings ltd. shareholders' loss from continuing operations | $ (13,521) | $ (14,457) | $ (12,536) | ||
G Medical innovations holdings ltd. shareholders' loss from discontinued operations | (11,108) | (301) | |||
Loss for the year attributable to shareholders | $ (24,629) | $ (14,758) | $ (12,536) | ||
Weighted average number of ordinary shares | 720,854 | 324,452 | 210,070 | ||
Basic and diluted loss per share from continuing operations | $ (18.76) | $ (44.57) | $ (59.67) | ||
Basic and diluted loss per share from discontinued operations | (15.41) | (0.92) | |||
Total basic and diluted loss per share | $ (34.17) | $ (45.49) | $ (59.67) | ||
[1]After giving effect to the reverse stock split (see also Note 13C) |
Loss Per Share (Details) - Sc_2
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 (Parentheticals) - $ / shares | 12 Months Ended | ||||
Dec. 31, 2022 | Dec. 31, 2021 | [1] | Dec. 31, 2020 | [1] | |
Schedule of loss per share have been calculated using the weighted average number of shares in issue during the relevant financial periods [Abstract] | |||||
Diluted loss per share from continuing operations | $ (18.76) | $ (44.57) | $ (59.67) | ||
Diluted loss per share from discontinued operations | $ (15.41) | $ (0.92) | |||
[1]After giving effect to the reverse stock split (see also Note 13C) |
Tax on Income (Details)
Tax on Income (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Tax on Income (Details) [Line Items] | ||
Corporate tax rate | 23% | 23% |
Carry forward tax losses | $ 39,586 | |
Israeli [Member] | ||
Tax on Income (Details) [Line Items] | ||
Carry forward tax losses | $ 13,732 |
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 | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Schedule of Theoretical Tax on the Pre Tax Income and the Tax Expense [Abstract] | |||
Loss before income tax | $ 25,050 | $ 14,891 | $ 12,706 |
Statutory tax rate | 0% | 0% | 0% |
Income tax at the statutory tax rate | $ 16 | ||
Expenses not recognized for tax purposes | |||
Recondition of deferred tax asset with were not recognized on prior periods | (3) | (18) | |
Income tax benefit | $ 16 | $ (3) | $ (18) |
Tax on Income (Details) - Sch_2
Tax on Income (Details) - Schedule of income tax expense (benefit) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Schedule of Income Tax Expense Benefit [Abstract] | |||
Current | $ 16 | $ 2 | |
Deferred taxes, net | (5) | (18) | |
Total | $ 16 | $ (3) | $ (18) |
Related Parties (Details)
Related Parties (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | |||||||||||||||
Oct. 06, 2022 | Apr. 30, 2022 | Dec. 31, 2022 | Dec. 29, 2022 | Dec. 20, 2022 | Dec. 01, 2022 | Nov. 10, 2022 | Oct. 11, 2022 | Sep. 09, 2022 | Jun. 17, 2022 | Apr. 18, 2022 | Mar. 25, 2022 | Jan. 31, 2022 | Dec. 31, 2021 | [1] | Jun. 29, 2021 | ||
Related Parties (Details) [Line Items] | |||||||||||||||||
Other sources received | $ 10,000 | $ 10,000 | |||||||||||||||
Issued shares (in Shares) | 71,428,000,000 | 1,532,794 | [1] | 91,428 | 32,766 | 22,857 | 68,571 | 387,972 | 85,714 | ||||||||
Issued warrants (in Shares) | 71,429,000,000 | ||||||||||||||||
Exercise price (in Dollars per share) | $ 7,700 | $ 43.4 | |||||||||||||||
Fair value | $ 550 | $ 2,480 | |||||||||||||||
Warrants issuance | 420 | $ 1,845 | |||||||||||||||
Received amount | $ 10,000 | ||||||||||||||||
Loan amount | $ 1,000 | $ 288 | $ 175 | $ 253 | $ 85 | $ 199 | |||||||||||
Investment interest rate | 12% | ||||||||||||||||
Ordinary shares, description | In addition, (i) Dr. Geva was granted 515,233 Ordinary Shares of the company and (ii) Dr. Geva will be granted certain warrants to purchase Shares of the company on terms to be determined by the board of directors by March 10, 2023. On March, 2023, 515,233 warrants were granted at an exercise price of 1.94 $. | ||||||||||||||||
Chief Executive Officer 1 [Member] | |||||||||||||||||
Related Parties (Details) [Line Items] | |||||||||||||||||
Issued shares (in Shares) | 57,142 | ||||||||||||||||
Issued warrants (in Shares) | 57,143 | ||||||||||||||||
[1] After giving effect to the reverse stock split ( ) |
Related Parties (Details) - Sch
Related Parties (Details) - Schedule of transactions arose with related parties - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | ||
Schedule of transactions arose with related parties [Abstract] | ||||
Short term employee benefits | [1] | $ 2,185 | $ 1,825 | $ 1,182 |
Social benefits costs | 148 | 139 | 118 | |
Share based compensation) Employees) | 3,823 | 237 | 1,644 | |
Share based compensation) Directors) | $ 1,854 | $ 127 | $ 395 | |
[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, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Schedule of Liabilities to Related Parties [Abstract] | |||
Key management personnel | $ 71 | $ 77 | $ 604 |
Loans from major shareholder | $ 1,015 | $ 272 |
Segment Reporting (Details)
Segment Reporting (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Segment Reporting (Details) [Line Items] | ||
Operating segments, description | the Company operated through three operating segments: products segment, Patient services segment, Kits and Covid -19 testing services segment | |
Discontinued operation the revenues | $ 97 | |
Discontinued operation loss | $ (11,108) | (301) |
External customers [Member] | ||
Segment Reporting (Details) [Line Items] | ||
Discontinued operation the revenues | 361 | |
Discontinued operation loss | $ 11,108 | $ 301 |
Segment Reporting (Details) - S
Segment Reporting (Details) - Schedule of company’s internal financial reporting system - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Segment Reporting (Details) - Schedule of company’s internal financial reporting system [Line Items] | |||
Revenues from external customers | $ 4,420 | $ 4,961 | $ 41 |
Segment loss | 10,457 | 6,862 | 4,243 |
Unallocated G&A expenses | 11,656 | 4,106 | |
Finance expenses, net | 3,622 | ||
Finance income, net | 8,171 | ||
Loss before income taxes from continuing operations | 13,942 | 14,590 | 12,706 |
Products [Member] | |||
Segment Reporting (Details) - Schedule of company’s internal financial reporting system [Line Items] | |||
Revenues from external customers | 16 | 50 | 4,859 |
Segment loss | 5,236 | 3,386 | 4,803 |
Patient Services [Member] | |||
Segment Reporting (Details) - Schedule of company’s internal financial reporting system [Line Items] | |||
Revenues from external customers | 4,404 | 4,911 | 4,900 |
Segment loss | 4,518 | $ 3,476 | 9,046 |
Unallocated G&A expenses | 3,254 | ||
Finance expenses, net | 406 | ||
Loss before income taxes from continuing operations | $ 12,706 | ||
Kits [Member] | |||
Segment Reporting (Details) - Schedule of company’s internal financial reporting system [Line Items] | |||
Segment loss | $ 703 |
Disocntinued Operation (Details
Disocntinued Operation (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Discontinued Operations Text Block [Abstract] | ||
Discontinued operations | $ (11,108) | $ (301) |
Disocntinued Operation (Detai_2
Disocntinued Operation (Details) - Schedule of discontinued segment’s activity - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Disocntinued Operation (Details) - Schedule of discontinued segment’s activity [Line Items] | ||||
Revenue | $ (361) | $ (4,420) | $ (4,961) | $ (4,900) |
Cost of revenue | 113 | 66 | 398 | |
Gross loss | 784 | 1,509 | 667 | |
Selling, general and administrative expenses | 20,605 | 10,797 | 11,652 | |
Loss for the year | 11,108 | 301 | ||
Operating activities | (18,479) | (11,494) | (4,647) | |
Investment activities | (2,123) | (17) | $ (455) | |
Parent [member] | ||||
Disocntinued Operation (Details) - Schedule of discontinued segment’s activity [Line Items] | ||||
Revenue | 361 | 97 | ||
Cost of revenue | 8,070 | 104 | ||
Gross loss | 7,709 | 7 | ||
Selling, general and administrative expenses | 3,134 | 294 | ||
Other expense | 265 | |||
Loss for the year | 11,108 | 301 | ||
Operating activities | 989 | 60 | ||
Investment activities | (784) | (52) | ||
Financing activities | (201) | (7) | ||
Net cash provided by (used in) discontinued operations | $ 4 | $ 1 |
Financial Instruments and Ris_3
Financial Instruments and Risk Management (Details) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Financial Instruments and Risk Management (Details) [Line Items] | ||
Interest rate | 10% | |
Risk-free interest rate | 1.265% | |
Expected volatility | 60% | |
Level 3 of fair value hierarchy [member] | ||
Financial Instruments and Risk Management (Details) [Line Items] | ||
Risk-free interest rate | 4.73% | |
Expected volatility | 100% | |
Alpha and Rubini [Member] | ||
Financial Instruments and Risk Management (Details) [Line Items] | ||
Risk-free interest rate | 1.265% | |
Expected volatility | 60% | |
Alpha and Rubini [Member] | Level 3 of fair value hierarchy [member] | ||
Financial Instruments and Risk Management (Details) [Line Items] | ||
Expected volatility | 100% | |
Top of range [member] | ||
Financial Instruments and Risk Management (Details) [Line Items] | ||
Expected volatility | 96% | |
Top of range [member] | Level 3 of fair value hierarchy [member] | ||
Financial Instruments and Risk Management (Details) [Line Items] | ||
Risk-free interest rate | 4% | |
Bottom of range [member] | ||
Financial Instruments and Risk Management (Details) [Line Items] | ||
Risk-free interest rate | 1.49% | |
Expected volatility | 60% | |
Bottom of range [member] | Level 3 of fair value hierarchy [member] | ||
Financial Instruments and Risk Management (Details) [Line Items] | ||
Risk-free interest rate | 4.73% |
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, 2022 | Dec. 31, 2021 |
Schedule of Carrying Amount of Financial Assets Represents the Maximum Credit Exposure [Abstract] | ||
Cash and Cash Equivalents | $ 295 | $ 6,034 |
Restricted deposit | 142 | 163 |
Trade receivables | 593 | 507 |
Loan to major shareholder, net | 230 | |
Total | $ 1,260 | $ 6,704 |
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, $ in Thousands | 12 Months Ended | |||||||||||||
Dec. 31, 2022 USD ($) | Dec. 31, 2022 AUD ($) | Dec. 31, 2022 CNY (¥) | Dec. 31, 2022 NZD ($) | Dec. 31, 2021 USD ($) | Dec. 31, 2021 CNY (¥) | Dec. 31, 2021 NZD ($) | Dec. 31, 2022 AUD ($) | Dec. 31, 2022 ILS (₪) | Dec. 31, 2022 CNY (¥) | Dec. 31, 2022 NZD ($) | Dec. 31, 2021 AUD ($) | Dec. 31, 2021 CNY (¥) | Dec. 31, 2021 NZD ($) | |
Financial Instruments and Risk Management (Details) - Schedule of company’s foreign currency denominated monetary assets and monetary liabilities [Line Items] | ||||||||||||||
Cash and cash equivalents | $ 77 | $ 156 | ||||||||||||
Restricted deposit | 142 | 10 | ||||||||||||
Net assets | 166 | |||||||||||||
Loan to major shareholder, net | 230 | |||||||||||||
Accounts receivable other | 52 | |||||||||||||
other | 501 | |||||||||||||
Trade and other payables | 714 | 453 | ||||||||||||
Loans | 119 | 89 | ||||||||||||
Loan from major shareholder | 765 | |||||||||||||
Obligation under operating leases | 144 | |||||||||||||
Derivative liabilities | 11 | 3 | ||||||||||||
Total Liabilities | 1,753 | 545 | ||||||||||||
Net | $ (1,252) | $ (379) | ||||||||||||
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 | ₪ 54 | $ 116 | ||||||||||||
Restricted deposit | 142 | 10 | ||||||||||||
Net assets | 126 | |||||||||||||
Loan to major shareholder, net | ₪ | 230 | |||||||||||||
Accounts receivable other | ₪ | 52 | |||||||||||||
other | ₪ | ₪ 478 | |||||||||||||
Trade and other payables | $ 680 | 410 | ||||||||||||
Loans | $ 119 | $ 89 | ||||||||||||
Loan from major shareholder | 765 | |||||||||||||
Obligation under operating leases | 144 | |||||||||||||
Derivative liabilities | ||||||||||||||
Total Liabilities | 1,708 | 499 | ||||||||||||
Net | $ (1,230) | $ (373) | ||||||||||||
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 | ¥ | ¥ 23 | ¥ 35 | ||||||||||||
Restricted deposit | ¥ | ||||||||||||||
Net assets | ¥ | 35 | |||||||||||||
other | ¥ | 23 | |||||||||||||
Trade and other payables | ¥ | 4 | 20 | ||||||||||||
Loans | ¥ | ||||||||||||||
Derivative liabilities | ¥ | ||||||||||||||
Total Liabilities | ¥ | 4 | 20 | ||||||||||||
Net | ¥ | ¥ 19 | ¥ 15 | ||||||||||||
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 | 30 | 23 | ||||||||||||
Loans | ||||||||||||||
Derivative liabilities | 11 | 3 | ||||||||||||
Total Liabilities | 41 | 26 | ||||||||||||
Net | $ (41) | $ (21) |
Financial Instruments and Ris_6
Financial Instruments and Risk Management (Details) - Schedule of sensitivity analysis - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Linked to NIS [Member] | ||
Financial Instruments and Risk Management (Details) - Schedule of sensitivity analysis [Line Items] | ||
Sensitivity analysis | $ (1,230) | $ (373) |
Sensitivity analysis rate | 10% | 10% |
Sensitivity analysis total | $ (123) | $ (37) |
Linked to AUD [Member] | ||
Financial Instruments and Risk Management (Details) - Schedule of sensitivity analysis [Line Items] | ||
Sensitivity analysis | $ (41) | $ (21) |
Sensitivity analysis rate | 10% | 10% |
Sensitivity analysis total | $ (4) | $ (2) |
Linked to RMB [Member] | ||
Financial Instruments and Risk Management (Details) - Schedule of sensitivity analysis [Line Items] | ||
Sensitivity analysis | $ 19 | $ 15 |
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, 2022 | Dec. 31, 2021 | |
Schedule of Liquidity Risks [Abstract] | ||
Trade payables | $ 4,655 | $ 2,332 |
Loans (see also note 12) | 197 | 215 |
Financial liability at fair value | 648 | |
Convertible Securities (see also note 10) | 737 | 7,242 |
Derivative liabilities - warrants (see also note 14G) | 618 | 1,261 |
Loan from major shareholder | 765 | |
Lease liabilities (see also note 15) | 393 | 385 |
Total | $ 7,365 | $ 12,083 |
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, 2022 | Dec. 31, 2021 | |
Financial Instruments and Risk Management (Details) - Schedule of fair value of financial instrument [Line Items] | ||
Derivative liabilities – warrants | $ (618) | $ (1,261) |
Convertible securities | (737) | (7,242) |
Total | (1,355) | (8,503) |
Level 3 [Member] | ||
Financial Instruments and Risk Management (Details) - Schedule of fair value of financial instrument [Line Items] | ||
Derivative liabilities – warrants | (618) | (1,261) |
Convertible securities | (737) | (7,242) |
Total | $ (1,355) | (8,503) |
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 |
Financial Instruments and Ris_9
Financial Instruments and Risk Management (Details) - Schedule of derivative liability - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Schedule of Derivative Liability [Abstract] | ||
Derivative liability - warrants at beginning | $ (1,261) | $ (359) |
Issuance of financial instruments | (14,851) | (1,213) |
Exercise of warrants | 5,262 | |
Gain due to change in fair value of derivative liability | 10,232 | 311 |
Derivative liability - warrants at ending | $ (618) | $ (1,261) |
Financial Instruments and Ri_10
Financial Instruments and Risk Management (Details) - Schedule of convertible securities - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Schedule of Convertible Securities [Abstract] | ||
Convertible securities at beginning | $ (7,242) | $ (194) |
Issuance of convertible securities | (4,537) | |
Payments of convertible securities | 5,921 | 536 |
Conversion of convertible securities to regular loan | 630 | |
Loss due to change in fair value of convertible securities | 1,321 | (3,677) |
Convertible securities at ending | $ (7,242) |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) | 1 Months Ended | 12 Months Ended | ||||||||||
May 15, 2023 | Apr. 03, 2023 | Apr. 30, 2022 | Apr. 20, 2022 | Mar. 25, 2022 | Jan. 31, 2022 | Mar. 31, 2023 | Jan. 31, 2023 | Dec. 23, 2022 | Oct. 31, 2022 | Sep. 30, 2022 | Dec. 31, 2022 | |
Subsequent Events (Details) [Line Items] | ||||||||||||
Warrant excise price (in Dollars per share) | $ 52.5 | $ 175 | $ 6.3 | $ 52.5 | ||||||||
Ordinary shares | 79,365 | |||||||||||
Cancellation paid (in Dollars) | $ 3,149.9000 | |||||||||||
Share price (in Dollars per share) | $ 0.0001 | |||||||||||
Ordinary shares par value (in Dollars per share) | $ 3.15 | $ 3.15 | $ 3.15 | $ 3.15 | ||||||||
Aggregate ordinary shares | 142,857 | 9,523 | ||||||||||
Gross proceeds (in Dollars) | $ 12,000,000 | |||||||||||
Purchased shares | 68,572 | 79,366 | 1,250,000 | |||||||||
Purchased amount (in Dollars) | $ 1,000,000 | |||||||||||
Non-adjusting events after reporting period [Member] | ||||||||||||
Subsequent Events (Details) [Line Items] | ||||||||||||
Warrant excise price (in Dollars per share) | $ 3.15 | |||||||||||
Issuance term | 3000000 years | |||||||||||
Ordinary shares | 413,600 | |||||||||||
Net consideration (in Dollars) | $ 2,528,000 | |||||||||||
Subsequent Event [Member] | ||||||||||||
Subsequent Events (Details) [Line Items] | ||||||||||||
Operations revenue (in Dollars) | $ 10,000 | |||||||||||
Net proceeds amount (in Dollars) | $ 8,600,000 | |||||||||||
Option shares | 1,800,000 | |||||||||||
Public offering [Member] | Subsequent Event [Member] | Non-adjusting events after reporting period [Member] | ||||||||||||
Subsequent Events (Details) [Line Items] | ||||||||||||
Ordinary shares | 5,470,000 | |||||||||||
Aggregate ordinary shares | 0.8 | |||||||||||
Warrants [Member] | Subsequent Event [Member] | Non-adjusting events after reporting period [Member] | ||||||||||||
Subsequent Events (Details) [Line Items] | ||||||||||||
Ordinary shares | 6,530,000 | |||||||||||
Aggregate ordinary shares | 0.799 | |||||||||||
Gross proceeds (in Dollars) | $ 9,600,000 |