N2OFF (NITO) 10-Q 14 Aug 23 2023 Q2 Quarterly report Financial data

Cover

Cover - shares	6 Months Ended
	Jun. 30, 2023	Aug. 11, 2023
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Jun. 30, 2023
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2023
Current Fiscal Year End Date	--12-31
Entity File Number	001-40403
Entity Registrant Name	SAVE FOODS, INC.
Entity Central Index Key	0001789192
Entity Tax Identification Number	26-4684680
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	HaPardes 134 (Meshek Sander)
Entity Address, City or Town	Neve Yarak
Entity Address, Country	IL
Entity Address, Postal Zip Code	4994500
City Area Code	347
Local Phone Number	468 9583
Title of 12(b) Security	Common Stock, par value $0.0001 per share
Trading Symbol	SVFD
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Elected Not To Use the Extended Transition Period	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		9,689,211

Condensed Consolidated Interim

Condensed Consolidated Interim Balance Sheets (Unaudited) - USD ($)	Jun. 30, 2023	Dec. 31, 2022
Current Assets
Cash and cash equivalents	$ 2,969,707	$ 5,700,709
Restricted cash	47,696	50,062
Accounts receivable, net	109,521	192,597
Inventories	91,702	81,706
Other current assets	737,434	247,370
Total Current assets	3,956,060	6,272,444
Right-of-use asset arising from operating lease	89,395	121,855
Property and equipment, net	64,204	97,914
Investment in nonconsolidated subsidiary (Note 3)	2,053,271
Total assets	6,162,930	6,492,213
Current Liabilities
Accounts payable	394,939	419,814
Other liabilities	195,223	295,035
Total current liabilities	590,162	714,849
Operating lease liabilities	10,345	40,023
Total liabilities	600,507	754,872
Stockholders’ Equity
Common Stock of $ 0.0001 par value each (“Common Stock”): 495,000,000 shares authorized as of June 30, 2023 and December 31, 2022; issued and outstanding 7,774,545 and 4,614,726 shares as of June 30, 2023 and December 31, 2022, respectively.	777	462
Preferred stock of $ 0.0001 par value (“Preferred stock”): 5,000,000 shares authorized as of June 30, 2023 and December 31, 2022; issued and outstanding 0 shares as of June 30, 2023 and December 31, 2022.
Additional paid-in capital	30,970,981	28,710,019
Foreign currency translation adjustments	(26,275)	(26,275)
Accumulated deficit	(25,261,010)	(22,837,827)
Total Company’s stockholders’ equity	5,684,473	5,846,379
Non-controlling interests	(122,050)	(109,038)
Total equity	5,562,423	5,737,341
Total liabilities and equity	$ 6,162,930	$ 6,492,213

Condensed Consolidated Interi_2

Condensed Consolidated Interim Balance Sheets (Unaudited) (Parenthetical) - $ / shares	Jun. 30, 2023	Dec. 31, 2022
Statement of Financial Position [Abstract]
Common stock, par value	$ 0.0001	$ 0.0001
Common stock shares authorized	495,000,000	495,000,000
Common stock, shares issued	7,774,545	4,614,726
Common stock, shares outstanding	7,774,545	4,614,726
Preferred stock, par value	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	5,000,000	5,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0

Condensed Consolidated Interi_3

Condensed Consolidated Interim Statements of Comprehensive Loss (Unaudited) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Revenue from Contract with Customer [Abstract]
Revenues from sales of products	$ 36,608	$ 31,080	$ 157,618	$ 118,710
Cost of sales	(27,007)	(12,998)	(69,753)	(54,847)
Gross profit	9,601	18,082	87,865	63,863
Research and development expenses	(16,857)	(113,376)	(135,765)	(322,738)
Selling and marketing expenses	(88,775)	(144,913)	(157,921)	(323,049)
General and administrative expenses	(744,287)	(1,036,725)	(2,378,151)	(2,040,682)
Operating loss	(840,318)	(1,276,932)	(2,583,972)	(2,622,606)
Financing income, net	10,982	12,928	33,087	18,832
Other income	12,294		12,294
Gain on investment in nonconsolidated subsidiary	102,107		102,107
Net loss	(714,935)	(1,264,004)	(2,436,484)	(2,603,774)
Less: net loss attributable to non-controlling interests	5,430	7,334	13,301	17,354
Net loss attributable to the Company’s stockholders’ equity	$ (709,505)	$ (1,256,670)	$ (2,423,183)	$ (2,586,420)
Loss per share (basic)	$ (0.10)	$ (0.44)	$ (0.42)	$ (0.91)
Loss per share (diluted)	$ (0.10)	$ (0.44)	$ (0.42)	$ (0.91)
Basic weighted average number of shares of Common Stock outstanding	6,986,046	2,862,562	5,833,578	2,841,027
Diluted weighted average number of shares of Common Stock outstanding	6,986,046	2,862,562	5,833,578	2,841,027

Condensed Consolidated Interi_4

Condensed Consolidated Interim Statements of Changes in Stockholders' Equity (Unaudited) - USD ($)	Common Stock [Member]	Additional Paid-in Capital [Member]	Foreign Currency Translation Adjustments [Member]	Retained Earnings [Member]	Stockholders Equity [Member]	Noncontrolling Interest [Member]	Total
BALANCE at Dec. 31, 2021	$ 281	$ 23,607,503	$ (26,275)	$ (17,098,227)	$ 6,483,282	$ (70,671)	$ 6,412,611
Balance, shares at Dec. 31, 2021	2,806,536
Share based compensation to employees and directors		11,642			11,642	180	11,822
Issuance of shares to employees and services providers	$ 4	279,139			279,143	591	279,734
Issuance of shares to employees and services providers, shares	35,500
Comprehensive loss for the period				(1,329,750)	(1,329,750)	(10,020)	(1,339,770)
BALANCE at Mar. 31, 2022	$ 285	23,898,284	(26,275)	(18,427,977)	5,444,317	(79,920)	5,364,397
Balance, shares at Mar. 31, 2022	2,842,036
BALANCE at Dec. 31, 2021	$ 281	23,607,503	(26,275)	(17,098,227)	6,483,282	(70,671)	6,412,611
Balance, shares at Dec. 31, 2021	2,806,536
Comprehensive loss for the period							(2,603,774)
BALANCE at Jun. 30, 2022	$ 289	24,186,496	(26,275)	(19,684,647)	4,475,863	(87,175)	4,388,688
Balance, shares at Jun. 30, 2022	2,876,136
BALANCE at Mar. 31, 2022	$ 285	23,898,284	(26,275)	(18,427,977)	5,444,317	(79,920)	5,364,397
Balance, shares at Mar. 31, 2022	2,842,036
Share based compensation to employees and directors		5,098			5,098	79	5,177
Issuance of shares to employees and services providers	$ 4	283,114			283,118		283,118
Issuance of shares to employees and services providers, shares	34,100
Comprehensive loss for the period				(1,256,670)	(1,256,670)	(7,334)	(1,264,004)
BALANCE at Jun. 30, 2022	$ 289	24,186,496	(26,275)	(19,684,647)	4,475,863	(87,175)	4,388,688
Balance, shares at Jun. 30, 2022	2,876,136
BALANCE at Dec. 31, 2022	$ 462	28,710,019	(26,275)	(22,837,827)	5,846,379	(109,038)	5,737,341
Balance, shares at Dec. 31, 2022	4,614,726
Share based compensation to employees and directors	$ 100	690,919			691,019	201	691,220
Share based compensation to employees and directors, shares	1,000,000
Issuance of shares to employees and services providers	$ 4	67,610			67,614		67,614
Issuance of shares to employees and services providers, shares	44,000
Comprehensive loss for the period				(1,713,678)	(1,713,678)	(7,871)	(1,721,549)
BALANCE at Mar. 31, 2023	$ 566	29,468,548	(26,275)	(24,551,505)	4,891,334	(116,708)	4,774,626
Balance, shares at Mar. 31, 2023	5,658,726
BALANCE at Dec. 31, 2022	$ 462	28,710,019	(26,275)	(22,837,827)	5,846,379	(109,038)	5,737,341
Balance, shares at Dec. 31, 2022	4,614,726
Comprehensive loss for the period							(2,436,484)
BALANCE at Jun. 30, 2023	$ 777	30,970,981	(26,275)	(25,261,010)	5,684,473	(122,050)	5,562,423
Balance, shares at Jun. 30, 2023	7,774,545
BALANCE at Mar. 31, 2023	$ 566	29,468,548	(26,275)	(24,551,505)	4,891,334	(116,708)	4,774,626
Balance, shares at Mar. 31, 2023	5,658,726
Share based compensation to employees and directors		5,699			5,699	88	5,787
Issuance of shares to employees and services providers	$ 95	670,145			670,240		670,240
Issuance of shares to employees and services providers, shares	951,445
Comprehensive loss for the period				(709,505)	(709,505)	(5,430)	(714,935)
Issuance of shares for exchange agreement	$ 116	826,589			826,705		826,705
Issuance of shares for exchange agreement, shares	1,164,374
BALANCE at Jun. 30, 2023	$ 777	$ 30,970,981	$ (26,275)	$ (25,261,010)	$ 5,684,473	$ (122,050)	$ 5,562,423
Balance, shares at Jun. 30, 2023	7,774,545

Condensed Consolidated Interi_5

Condensed Consolidated Interim Statements of Cash Flows (Unaudited) - USD ($)	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
CASH FLOWS FROM OPERATING ACTIVITIES:
Loss for the period	$ (2,436,484)	$ (2,603,774)
Adjustments required to reconcile net loss for the period to net cash used in operating activities:
Depreciation	23,215	18,792
Decrease in liability for employee rights upon retirement, net		(15,935)
Issuance of shares to employees and services providers	868,825	491,042
Share based compensation to employees and directors	14,247	16,999
Gain from sales of property and equipment	(12,294)
Gain on investment in nonconsolidated subsidiary	(102,107)
Interest expenses on loans		(677)
Exchange rate differences on operating leases	(2,635)	(15,474)
Decrease in accounts receivable	83,076	141,550
Increase in inventory	(9,996)	(13,702)
Decrease (increase) in other current assets	61,725	(208,693)
Decrease in accounts payable	(27,595)	(52,556)
Decrease in other liabilities	(94,395)	(112,579)
Net cash used in operating activities	(1,634,418)	(2,355,007)
CASH FLOWS FROM INVESTING ACTIVITIES:
Investment in nonconsolidated subsidiary	(1,124,458)
Purchase of property and equipment		(26,968)
Proceeds from sales of property and equipment	22,789
Decrease in funds in respect of employee rights upon retirement		11,287
Net cash used in investing activities	(1,101,669)	(15,681)
CASH FLOWS FROM FINANCING ACTIVITIES:
Repayments of long-term loans from banking institutions		(3,965)
Net cash used in financing activities		(3,965)
Effect of exchange rate changes on cash and cash equivalents	2,719	(4,239)
DECREASE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH	(2,733,368)	(2,378,892)
CASH, CASH EQUIVALENTS AND RESTRICTED CASH AT BEGINNING OF YEAR	5,750,771	6,807,612
CASH, CASH EQUIVALENTS AND RESTRICTED CASH AT END OF PERIOD	3,017,403	4,428,720
Supplemental disclosure of cash flow information:
Investment in nonconsolidated subsidiary (see Note 3)	826,705
Issuance of shares for future services	551,790	71,810
Initial recognition of operating lease right-of-use assets		56,671
Initial recognition of operating lease liability		$ 56,671

GENERAL

GENERAL	6 Months Ended
	Jun. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
GENERAL	NOTE 1 - GENERAL A. Save Foods, Inc. (the “Company”) was incorporated on April 1, 2009, under the laws of the State of Delaware. On April 27, 2009, the Company acquired from its stockholders 98.48 On May 13, 2021, the Company completed an underwritten public offering of 1,090,909 10,457,862 On August 15, 2022, the Company completed an underwritten public offering of 1,600,000 4,103,330 B. Securities Exchange agreement with Plantify On March 31, 2023, the Company entered into the Securities Exchange agreement with Plantify Foods, Inc. (“Plantify”) - see Note 3 below for further information. C. Stock Exchange agreement with Yaaran Investments On July 11, 2023, the Company entered into a stock exchange agreement by and among the Company, Save Foods Ltd., Yaaran Investments Ltd., and NewCo a yet-to-be formed Israeli company (“NewCo”, and together, the “Parties”), see Note 9B below. D. Going concern uncertainty Since inception, the Company has incurred significant losses and negative cash flows from operations and has an accumulated deficit of $ 25 The Company’s management expects that the Company will continue to generate losses and negative cash flows from operations for the foreseeable future. Based on the projected cash flows and cash balances as of June 30, 2023, management is of the opinion that its existing cash will be sufficient to fund operations until the middle of the third quarter of 2024. As a result, there is substantial doubt regarding the Company’s ability to continue as a going concern. Management plans to continue securing sufficient financing through the sale of additional equity securities or capital inflows from strategic partnerships. Additional funds may not be available when the Company needs them, on terms that are acceptable to it, or at all. If the Company is unsuccessful in securing sufficient financing, it may need to cease operations. The financial statements do not include adjustments for measurement or presentation of assets and liabilities, which may be required should the Company fail to operate as a going concern. SAVE FOODS, INC. NOTES TO CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (unaudited)

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF PRESENTATION	6 Months Ended
	Jun. 30, 2023
Accounting Policies [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF PRESENTATION	NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF PRESENTATION Basis of presentation The condensed interim consolidated financial statements included in this quarterly report are unaudited. These financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting and reflect, in the opinion of management, all adjustments of a normal and recurring nature that are necessary for a fair statement of the Company’s financial position as of June 30, 2023, and its results of operations for the three and six months ended June 30, 2023, and 2022, changes in shareholders’ equity for the three and six months ended June 30, 2023 and 2022, and cash flows for the six months ended June 30, 2023 and 2022. The results of operations for the three and six months ended June 30, 2023 are not necessarily indicative of the results to be expected for the year ending December 31, 2023 or for any other future annual or interim period. These financial statements should be read in conjunction with the audited financial statements included in the Company’s Form 10-K for the year ended December 31, 2022 as filed with the SEC. The Company’s significant accounting policies are disclosed in the audited financial statements for the year ended December 31, 2022 included in the Company’s Form 10-K. Since the date of such financial statements, there have been no changes to the Company’s significant accounting policies except for the accounting policies investment in non-consolidated subsidiary as discussed below. Principles of Consolidation The consolidated financial statements are prepared in accordance with US GAAP. The consolidated financial statements of the Company include the Company and its majority-owned subsidiary. All inter-company balances and transactions have been eliminated. Use of Estimates The preparation of unaudited condensed consolidated interim financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, certain revenues and expenses, and disclosure of contingent assets and liabilities as of the date of the financial statements. Actual results could differ from those estimates. As applicable to these financial statements, the most significant estimates and assumptions relate to share based compensation and fair value measurements of investment in nonconsolidated subsidiary. Fair value Fair value of certain of the Company’s financial instruments including cash, accounts payable, accrued expenses, and other accrued liabilities approximate cost because of their short maturities. The Company measures and reports fair value in accordance with Accounting Standards Codification (“ASC”) 820, “Fair Value Measurements” which defines fair value, establishes a framework for measuring fair value in accordance with generally accepted accounting principles and expands disclosures about fair value measurements. Fair value, as defined by ASC 820, is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value of an asset should reflect its highest and best use by market participants, principal (or most advantageous) markets, and an in-use or an in-exchange valuation premise. The fair value of a liability should reflect the risk of nonperformance, which includes, among other things, the Company’s credit risk. SAVE FOODS, INC. NOTES TO CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (unaudited) NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF PRESENTATION (continued) Fair value (continued) Valuation techniques are generally classified into three categories: (i) the market approach; (ii) the income approach; and (iii) the cost approach. The selection and application of one or more of the techniques may require significant judgment and are primarily dependent upon the characteristics of the asset or liability, and the quality and availability of inputs. Valuation techniques used to measure fair value under ASC 820 must maximize the use of observable inputs and minimize the use of unobservable inputs. ASC 820 also provides fair value hierarchy for inputs and resulting measurement as follows: Level 1: Quoted prices (unadjusted) in active markets that are accessible at the measurement date for identical assets or liabilities. Level 2: Quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability; and inputs that are derived principally from or corroborated by observable market data for substantially the full term of the assets or liabilities; and Level 3: Unobservable inputs for the asset or liability that are supported by little or no market activity, and that are significant to the fair values. Fair value measurements are required to be disclosed by the level within the fair value hierarchy in which the fair value measurements in their entirety fall. Fair value measurements using significant unobservable inputs (in level 3 measurements) are subject to expanded disclosure requirements including a reconciliation of the beginning and ending balances, separately presenting changes during the period attributable to the following: (i) total gains or losses for the period (realized and unrealized), (ii) segregating those gains or losses included in earnings, and (iii) a description of where those gains or losses included in earning are reported in the statement of operations. The Company’s financial assets that are measured at fair value on a recurring basis by level within the fair value hierarchy are as follows: SCHEDULE OF FAIR VALUE ASSETS ON RECURRING BASIS Level 1 Level 2 Level 3 Total As of June 30, 2023 Level 1 Level 2 Level 3 Total US$ Assets: Investment in Plantify 903,371 - - 903,371 Convertible loan - - 1,149,900 1,149,900 Total assets 903,371 - 1,149,900 2,053,271 SAVE FOODS, INC. NOTES TO CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (unaudited) NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF PRESENTATION (continued) Fair value (continued) The following table presents the changes in fair value of the level 1 assets for the period April 5, 2023 through June 30, 2023: SCHEDULE OF CHANGES IN FAIR VALUE OF ASSETS Changes in Fair value US$ Assets: Initial recognition of the investment in Plantify as at April 5, 2023 (*) 929,800 Changes in fair value (26,429 ) Outstanding at June 30, 2023 903,371 The following table presents the changes in fair value of the level 3 assets for the period April 5, 2023 through June 30, 2023: Changes in Fair value US$ Assets: Initial recognition of the convertible loan issued as at April 5, 2023 (*) 1,021,300 Changes in fair value 128,600 Outstanding at June 30, 2023 1,149,900 (*) Relative fair value calculated at inception. SAVE FOODS, INC. NOTES TO CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (unaudited)

INVESTMENT IN NONCONSOLIDATED S

INVESTMENT IN NONCONSOLIDATED SUBSIDIARY	6 Months Ended
	Jun. 30, 2023
Investment In Nonconsolidated Subsidiary
INVESTMENT IN NONCONSOLIDATED SUBSIDIARY	NOTE 3 – INVESTMENT IN NONCONSOLIDATED SUBSIDIARY On March 31, 2023, the Company entered into a Securities Exchange agreement with Plantify, pursuant to which each of the respective parties agreed to issue to the opposite party 19.99 Upon the Closing, the Company issued 1,164,374 19.99 16.66 30,004,349 19.99 16.66 In connection with, and contingent upon, the execution of the Agreement, the Company and Plantify executed a debenture (the “Debenture”), whereby Save Foods agreed to lend C$ 1,500,000 1,124,000 8 October 4, 2024 0.05 0.10 The Company determined that it has a significant influence over Plantify and such investment is to be accounted under the equity method of accounting, although the Company holds 16.6% The fair value of the conversion feature was estimated using the Black-Scholes option pricing model using a third-party appraiser. The assumptions used to perform the calculations are detailed below: Fair value of the conversion feature immediately before the change and for June 30, 2023: SCHEDULE OF FAIR VALUE CONVERSION Fair value of the conversion feature April 5, 2023 June 30, 2023 Expected volatility (%) 78.20 % 89.97 % Risk-free interest rate (%) 4.34 % 5.21 % Expected dividend yield 0.0 % 0.0 % Contractual term (years) (*) 1 0.76 Conversion price (Canadian dollars) (US$ 0.04 0.054 (US$ 0.04 0.054 Underlying share price (Canadian dollars) (US$ 0.04 0.05 (US$ 0.03 0.04 Fair value (U.S. dollars) $ 272,000 $ 198,800 (*) The Company estimated that the probability that the Debenture would be converted following the laps of 12 months is minimal. The significant unobservable inputs used in the fair value measurement of the conversion feature are mainly the expected volatility and risk free interest rate. Significant changes in any of those inputs in isolation would have resulted in a change in the fair value measurement. SAVE FOODS, INC. NOTES TO CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (unaudited) NOTE 3 – INVESTMENT IN NONCONSOLIDATED SUBSIDIARY (continued) The fair value of the debt component of the Debenture was estimated using a third-party appraiser by discounting the principal and interest at a discount rate of market interest for similar loans. The interest rate was determined, among other things, based on the potential risk factor of the debt investment in Plantify, at 24.7% For the period between April 5, 2023 through June 30, 2023, an unrealized gain of $ 102,107 The following tables present Plantify’s summarized financial information. Plantify’s financial information is prepared on the basis of International Financial Reporting Standards (“IFRS”). Any differences between IFRS and GAAP did not have a material impact on Plantify’s summarized financial information. The period presented in the table below commenced on April 5, 2023 when the Company retained an equity investment in Plantify: SCHEDULE OF EQUITY INVESTMENT April 5, 2023 Through Revenue 117,000 Gross loss (14,000 ) loss from operations (323,000 ) Net loss (798,000 ) As of June 30, 2023 Current assets 1,178,000 Noncurrent assets 1,489,000 Current liabilities 2,365,000 Noncurrent liabilities 997,000 SAVE FOODS, INC. NOTES TO CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (unaudited)

COMMON STOCK

COMMON STOCK	6 Months Ended
	Jun. 30, 2023
Equity [Abstract]
COMMON STOCK	NOTE 4 – COMMON STOCK 1. On October 26, 2022, the Board approved the issuance of quarterly issuances of 5,000 10,000 39,800 19,900 2. On October 26, 2022, pursuant to an investor relations consulting agreement, the Board approved the issuance of quarterly issuances of 9,000 9,000 35,820 17,910 3. On January 20, 2023, the Company entered into a consulting agreement with a consultant for a period of twelve months. According to the agreement, the Company will issue on a quarterly basis, subject to the approval of the board of directors of the Company, (a) 25,000 15,000 70,000 On February 13, 2023, the Company issued the first 25,000 shares of Common Stock. On April 27, 2023, the Company issued 15,000 shares of Common Stock. The Company determined the value of the shares issued based on the share price of the date of the board resolution. The Company recorded share-based compensation expenses of $ 47,680 for the six months ended June 30, 2023 and $ 31,456 for the three months ended June 30, 2023. On June 14, 2023 the company entered into a new superseding agreement (see note 3 (9) below). 4. On March 29, 2023, the Board of Directors approved the amendment to the consulting agreement with EU Agritech Investment Ltd (“EU Agritech”), pursuant to which EU Agritech will receive $ 100,000 147,059 33,333 The Board of Directors additionally approved the amendment to a consulting agreement with Joachim Fuchs pursuant to which he will be issued 50,000 5. On March 29, 2023, the Board of directors of the Company approved the issuance of an equity grant to executive officers, employees, directors and consultants amounting to a total of 1,000,000 678,000 678,000 during SAVE FOODS, INC. NOTES TO CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (unaudited) NOTE 4 – COMMON STOCK (continued) 6. On March 31, 2023, the Company entered into the Securities Exchange agreement with Plantify, pursuant to which each of the respective parties agreed to issue to the opposite party 19.99 1,164,374 7. On May 28, 2023, the Company entered into a consulting agreement with a consultant for a period of 18 months. According to the agreement, the Company will issue, subject to the approval of the board of directors of the Company, 180,000 0.0001 60,000 60,000 60,000 On June 21, 2023, the Company issued 180,000 122,400 6,800 8. On May 28, 2023, the Company entered into a consulting agreement with a consultant for a period of two years. According to the agreement, the Company will issue, subject to the approval of the board of directors of the Company, 250,000 0.0001 83,334 83,333 83,333 On June 21, 2023, the Company issued 250,000 170,000 7,685 9. On June 14, 2023, the Company entered into a consulting agreement with a consultant for a period of 30 months. According to the agreement, the Company will issue, subject to the approval of the board of directors of the Company, 225,000 0.0001 75,000 75,000 75,000 On June 21, 2023, the Company issued 225,000 147,150 2,579 SAVE FOODS, INC. NOTES TO CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (unaudited) NOTE 4 – COMMON STOCK (continued) 10. On June 15, 2023, the Company entered into a consulting agreement with a consultant for a period of three months. According to the agreement, the Company will issue, subject to the approval of the board of directors of the Company the following: (a) restricted Common Stock representing an aggregate value of $ 75,000 5,000 By June 30, 2023, the Company issued an aggregate of 115,386 75,000 12,363 11. On June 21, 2023, the Company entered into a consulting agreement with legal advisors pursuant to which the legal advisors shall provide the Company with certain legal services in consideration for total of $ 22,500 22,500 11,250 11,250 34,615

STOCK OPTIONS

STOCK OPTIONS	6 Months Ended
	Jun. 30, 2023
Share-Based Payment Arrangement [Abstract]
STOCK OPTIONS	NOTE 5 – STOCK OPTIONS The following table presents the Company’s stock option activity for employees and directors of the Company for the six months ended June 30, 2023: SCHEDULE OF STOCK OPTION ACTIVITY Number of Options Weighted Average Exercise Price Outstanding at December 31, 2022 234,674 3.00 Granted - - Exercised - - Forfeited or expired - - Outstanding at June 30, 2023 234,674 3.00 Number of options exercisable at June 30, 2023 213,626 3.16 The aggregate intrinsic value of the awards outstanding as of June 30, 2023, is $ 0 0.59 Costs incurred in respect of stock-options compensation for employees and directors, for the six months ended June 30, 2023 were $ 14,247 5,787 SAVE FOODS, INC. NOTES TO CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (unaudited)

COMMITMENTS

COMMITMENTS	6 Months Ended
	Jun. 30, 2023
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS	NOTE 6 – COMMITMENTS 1. On January 26, 2023, the Company entered into an Advisory Agreement with a consultant for a period of ninety days which may be extended for any term mutually acceptable to the parties thereto. According to the agreement, the consultant shall serve as an advisor to the Company in connection with pursuing and evaluating entering into an equity purchase agreement (the “Equity Purchase Agreement”) with an institutional investor. The Company shall pay a success fee (the “Success Fee”) in the amount equal to 6% of the gross proceeds received by the Company under the Equity Purchase Agreement to be paid within five working days of each receipt of funds. However, with respect to any amount received by the Company from certain investors, the Success Fee shall be 5%

RELATED PARTIES

RELATED PARTIES	6 Months Ended
	Jun. 30, 2023
Related Party Transactions [Abstract]
RELATED PARTIES	NOTE 7 – RELATED PARTIES A. Transactions and balances with related parties SCHEDULE OF TRANSACTIONS AND BALANCES WITH RELATED PARTIES 2023 2022 Six months ended June 30, 2023 2022 General and administrative expenses: Directors compensation 192,789 156,913 Salaries and fees to officers 245,241 289,824 General and administrative expenses net (*) 438,030 (*) 446,737 (*) of which share based compensation 19,389 48,931 Research and development expenses: Salaries and fees to officers 33,883 (*) 54,572 (*) of which share based compensation - 2,921 Selling and marketing expenses: Salaries and fees to officers 33,883 (*) 54,572 (*) of which share based compensation - 2,921 B. Balances with related parties and officers: Other accounts payables 95,012 89,806 1. On March 29, 2023, the Board of Directors approved the amendment to a consulting agreement with Joachim Fuchs, Chairman of the Board of Directors of Save Foods Ltd pursuant to which he will receive a monthly compensation of $ 1,000 50,000 SAVE FOODS, INC. NOTES TO CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (unaudited)

GEOGRAPHIC AREAS AND MAJOR CUST

GEOGRAPHIC AREAS AND MAJOR CUSTOMERS	6 Months Ended
	Jun. 30, 2023
Geographic Areas And Major Customers
GEOGRAPHIC AREAS AND MAJOR CUSTOMERS	NOTE 8 – GEOGRAPHIC AREAS AND MAJOR CUSTOMERS A. Information on sales by geographic distribution: The Company has one operating segment. Sales are attributed to geographic distribution based on the location of the customer. SCHEDULE OF INFORMATION ON SALES BY GEOGRAPHIC DISTRIBUTION 2023 2022 2023 2022 Six months ended June 30, Three months ended June 30, 2023 2022 2023 2022 Israel 5,221 11,213 - - United States 41,554 35,948 - - Mexico 109,824 71,549 36,608 31,080 Turkey 1,019 - - - Revenues from sales of products 157,618 118,710 36,608 31,080 B. Sales to single customers exceeding 10 SCHEDULE OF SALES TO CUSTOMERS 2023 2022 2023 2022 Six months ended June 30, Three months ended June 30, 2023 2022 2023 2022 Customer A 109,824 71,549 36,608 31,080 Customer B 41,554 35,948 - - Revenues from sales of products 151,378 107,497 36,608 31,080 C. Information on Long-Lived Assets - Property, Plant and Equipment and ROU assets by geographic areas: The following table presents the locations of the Company’s long-lived assets as of June 30, 2023 and 2022: SCHEDULE OF INFORMATION ON LONG LIVED ASSETS 2023 2022 As of June 30, 2023 2022 Israel 145,176 242,119 United States 8,423 18,410 Property, plant and equipment and ROU assets 153,599 260,529 SAVE FOODS, INC. NOTES TO CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (unaudited)

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	6 Months Ended
	Jun. 30, 2023
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	NOTE 9 – SUBSEQUENT EVENTS A. On July 23, 2023, the Company, entered into a Standby Equity Purchase Agreement (the “Purchase Agreement”), with YA II PN, Ltd. (“YA”), pursuant to which YA has agreed to purchase up to $ 3.5 0.0001 94 200,000 The Advances are subject to certain limitations, including that YA cannot purchase any shares that would result in it beneficially owning more than 4.99 19.99 The Purchase Agreement will terminate automatically on the earlier of December 1, 2026 or when YA has purchased an aggregate of $ 3.5 In connection with the Purchase Agreement, subject to the satisfaction of certain conditions set forth in the Purchase Agreement, upon the request of the Company, YA will advance to the Company up to $700,000 of the $ 3,500,000 3 8 The conditions that must be satisfied prior to YA advancing the Company funds pursuant to the terms of the Note include obtaining shareholder approval of the transactions contemplated by the Purchase Agreement, the delivery by the Company to YA of a request to lend funds pursuant to the Note prior to January 31, 2024, no events which could have a material adverse on the Company and other conditions customary of financings of this nature. SAVE FOODS, INC. NOTES TO CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (unaudited) NOTE 9 – SUBSEQUENT EVENTS (continued) B. On July 11, 2023, the Company entered into a stock exchange agreement by and among the Company, Save Foods Ltd., Yaaran Investments Ltd., and NewCo a yet-to-be formed Israeli company (“NewCo”, and together, the “Parties”), pursuant to which the Company agreed to issue to Yaaran 19.99 60 As part of the agreement, the Company has committed to support NewCo’s commercialization efforts of certain technologies researched and developed together with the Government of Israel on behalf of the State of Israel, represented by the Head of Agricultural Research Organization (“A.R.O”) and the Treasurer of A.R.O., by making available up to $ 1.2 On July 24, 2023, the Parties entered into and executed an amendment to the Agreement whereby the Parties mutually agreed to delay certain closing deliverables set forth in the Agreement (the “Amendment”) but agreed to proceed with the issuance of the Save Foods Exchange Shares to Yaaran at the Closing, notwithstanding that NewCo has not been formed yet. On July 27, 2023, the Parties closed the transactions set forth in the Agreement, as amended by the Amendment. Upon the Closing, the Company issued 1,561,051 19.99 16.66 4,200,000 C. On August 3, 2023 the Board approved the issuance of a one-time bonus of 150,000

SUMMARY OF SIGNIFICANT ACCOUN_2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF PRESENTATION (Policies)	6 Months Ended
	Jun. 30, 2023
Accounting Policies [Abstract]
Basis of presentation	Basis of presentation The condensed interim consolidated financial statements included in this quarterly report are unaudited. These financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting and reflect, in the opinion of management, all adjustments of a normal and recurring nature that are necessary for a fair statement of the Company’s financial position as of June 30, 2023, and its results of operations for the three and six months ended June 30, 2023, and 2022, changes in shareholders’ equity for the three and six months ended June 30, 2023 and 2022, and cash flows for the six months ended June 30, 2023 and 2022. The results of operations for the three and six months ended June 30, 2023 are not necessarily indicative of the results to be expected for the year ending December 31, 2023 or for any other future annual or interim period. These financial statements should be read in conjunction with the audited financial statements included in the Company’s Form 10-K for the year ended December 31, 2022 as filed with the SEC. The Company’s significant accounting policies are disclosed in the audited financial statements for the year ended December 31, 2022 included in the Company’s Form 10-K. Since the date of such financial statements, there have been no changes to the Company’s significant accounting policies except for the accounting policies investment in non-consolidated subsidiary as discussed below.
Principles of Consolidation	Principles of Consolidation The consolidated financial statements are prepared in accordance with US GAAP. The consolidated financial statements of the Company include the Company and its majority-owned subsidiary. All inter-company balances and transactions have been eliminated.
Use of Estimates	Use of Estimates The preparation of unaudited condensed consolidated interim financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, certain revenues and expenses, and disclosure of contingent assets and liabilities as of the date of the financial statements. Actual results could differ from those estimates. As applicable to these financial statements, the most significant estimates and assumptions relate to share based compensation and fair value measurements of investment in nonconsolidated subsidiary.
Fair value	Fair value Fair value of certain of the Company’s financial instruments including cash, accounts payable, accrued expenses, and other accrued liabilities approximate cost because of their short maturities. The Company measures and reports fair value in accordance with Accounting Standards Codification (“ASC”) 820, “Fair Value Measurements” which defines fair value, establishes a framework for measuring fair value in accordance with generally accepted accounting principles and expands disclosures about fair value measurements. Fair value, as defined by ASC 820, is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value of an asset should reflect its highest and best use by market participants, principal (or most advantageous) markets, and an in-use or an in-exchange valuation premise. The fair value of a liability should reflect the risk of nonperformance, which includes, among other things, the Company’s credit risk. SAVE FOODS, INC. NOTES TO CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (unaudited) NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF PRESENTATION (continued) Fair value (continued) Valuation techniques are generally classified into three categories: (i) the market approach; (ii) the income approach; and (iii) the cost approach. The selection and application of one or more of the techniques may require significant judgment and are primarily dependent upon the characteristics of the asset or liability, and the quality and availability of inputs. Valuation techniques used to measure fair value under ASC 820 must maximize the use of observable inputs and minimize the use of unobservable inputs. ASC 820 also provides fair value hierarchy for inputs and resulting measurement as follows: Level 1: Quoted prices (unadjusted) in active markets that are accessible at the measurement date for identical assets or liabilities. Level 2: Quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability; and inputs that are derived principally from or corroborated by observable market data for substantially the full term of the assets or liabilities; and Level 3: Unobservable inputs for the asset or liability that are supported by little or no market activity, and that are significant to the fair values. Fair value measurements are required to be disclosed by the level within the fair value hierarchy in which the fair value measurements in their entirety fall. Fair value measurements using significant unobservable inputs (in level 3 measurements) are subject to expanded disclosure requirements including a reconciliation of the beginning and ending balances, separately presenting changes during the period attributable to the following: (i) total gains or losses for the period (realized and unrealized), (ii) segregating those gains or losses included in earnings, and (iii) a description of where those gains or losses included in earning are reported in the statement of operations. The Company’s financial assets that are measured at fair value on a recurring basis by level within the fair value hierarchy are as follows: SCHEDULE OF FAIR VALUE ASSETS ON RECURRING BASIS Level 1 Level 2 Level 3 Total As of June 30, 2023 Level 1 Level 2 Level 3 Total US$ Assets: Investment in Plantify 903,371 - - 903,371 Convertible loan - - 1,149,900 1,149,900 Total assets 903,371 - 1,149,900 2,053,271 SAVE FOODS, INC. NOTES TO CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (unaudited) NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF PRESENTATION (continued) Fair value (continued) The following table presents the changes in fair value of the level 1 assets for the period April 5, 2023 through June 30, 2023: SCHEDULE OF CHANGES IN FAIR VALUE OF ASSETS Changes in Fair value US$ Assets: Initial recognition of the investment in Plantify as at April 5, 2023 (*) 929,800 Changes in fair value (26,429 ) Outstanding at June 30, 2023 903,371 The following table presents the changes in fair value of the level 3 assets for the period April 5, 2023 through June 30, 2023: Changes in Fair value US$ Assets: Initial recognition of the convertible loan issued as at April 5, 2023 (*) 1,021,300 Changes in fair value 128,600 Outstanding at June 30, 2023 1,149,900 (*) Relative fair value calculated at inception.

SUMMARY OF SIGNIFICANT ACCOUN_3

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF PRESENTATION (Tables)	6 Months Ended
	Jun. 30, 2023
Accounting Policies [Abstract]
SCHEDULE OF FAIR VALUE ASSETS ON RECURRING BASIS	The Company’s financial assets that are measured at fair value on a recurring basis by level within the fair value hierarchy are as follows: SCHEDULE OF FAIR VALUE ASSETS ON RECURRING BASIS Level 1 Level 2 Level 3 Total As of June 30, 2023 Level 1 Level 2 Level 3 Total US$ Assets: Investment in Plantify 903,371 - - 903,371 Convertible loan - - 1,149,900 1,149,900 Total assets 903,371 - 1,149,900 2,053,271
SCHEDULE OF CHANGES IN FAIR VALUE OF ASSETS	The following table presents the changes in fair value of the level 1 assets for the period April 5, 2023 through June 30, 2023: SCHEDULE OF CHANGES IN FAIR VALUE OF ASSETS Changes in Fair value US$ Assets: Initial recognition of the investment in Plantify as at April 5, 2023 (*) 929,800 Changes in fair value (26,429 ) Outstanding at June 30, 2023 903,371 The following table presents the changes in fair value of the level 3 assets for the period April 5, 2023 through June 30, 2023: Changes in Fair value US$ Assets: Initial recognition of the convertible loan issued as at April 5, 2023 (*) 1,021,300 Changes in fair value 128,600 Outstanding at June 30, 2023 1,149,900 (*) Relative fair value calculated at inception.

INVESTMENT IN NONCONSOLIDATED_2

INVESTMENT IN NONCONSOLIDATED SUBSIDIARY (Tables)	6 Months Ended
	Jun. 30, 2023
Investment In Nonconsolidated Subsidiary
SCHEDULE OF FAIR VALUE CONVERSION	Fair value of the conversion feature immediately before the change and for June 30, 2023: SCHEDULE OF FAIR VALUE CONVERSION Fair value of the conversion feature April 5, 2023 June 30, 2023 Expected volatility (%) 78.20 % 89.97 % Risk-free interest rate (%) 4.34 % 5.21 % Expected dividend yield 0.0 % 0.0 % Contractual term (years) (*) 1 0.76 Conversion price (Canadian dollars) (US$ 0.04 0.054 (US$ 0.04 0.054 Underlying share price (Canadian dollars) (US$ 0.04 0.05 (US$ 0.03 0.04 Fair value (U.S. dollars) $ 272,000 $ 198,800 (*) The Company estimated that the probability that the Debenture would be converted following the laps of 12 months is minimal.
SCHEDULE OF EQUITY INVESTMENT	SCHEDULE OF EQUITY INVESTMENT April 5, 2023 Through Revenue 117,000 Gross loss (14,000 ) loss from operations (323,000 ) Net loss (798,000 ) As of June 30, 2023 Current assets 1,178,000 Noncurrent assets 1,489,000 Current liabilities 2,365,000 Noncurrent liabilities 997,000

STOCK OPTIONS (Tables)

STOCK OPTIONS (Tables)	6 Months Ended
	Jun. 30, 2023
Share-Based Payment Arrangement [Abstract]
SCHEDULE OF STOCK OPTION ACTIVITY	The following table presents the Company’s stock option activity for employees and directors of the Company for the six months ended June 30, 2023: SCHEDULE OF STOCK OPTION ACTIVITY Number of Options Weighted Average Exercise Price Outstanding at December 31, 2022 234,674 3.00 Granted - - Exercised - - Forfeited or expired - - Outstanding at June 30, 2023 234,674 3.00 Number of options exercisable at June 30, 2023 213,626 3.16

RELATED PARTIES (Tables)

RELATED PARTIES (Tables)	6 Months Ended
	Jun. 30, 2023
Related Party Transactions [Abstract]
SCHEDULE OF TRANSACTIONS AND BALANCES WITH RELATED PARTIES	SCHEDULE OF TRANSACTIONS AND BALANCES WITH RELATED PARTIES 2023 2022 Six months ended June 30, 2023 2022 General and administrative expenses: Directors compensation 192,789 156,913 Salaries and fees to officers 245,241 289,824 General and administrative expenses net (*) 438,030 (*) 446,737 (*) of which share based compensation 19,389 48,931 Research and development expenses: Salaries and fees to officers 33,883 (*) 54,572 (*) of which share based compensation - 2,921 Selling and marketing expenses: Salaries and fees to officers 33,883 (*) 54,572 (*) of which share based compensation - 2,921 B. Balances with related parties and officers: Other accounts payables 95,012 89,806

GEOGRAPHIC AREAS AND MAJOR CU_2

GEOGRAPHIC AREAS AND MAJOR CUSTOMERS (Tables)	6 Months Ended
	Jun. 30, 2023
Geographic Areas And Major Customers
SCHEDULE OF INFORMATION ON SALES BY GEOGRAPHIC DISTRIBUTION	The Company has one operating segment. Sales are attributed to geographic distribution based on the location of the customer. SCHEDULE OF INFORMATION ON SALES BY GEOGRAPHIC DISTRIBUTION 2023 2022 2023 2022 Six months ended June 30, Three months ended June 30, 2023 2022 2023 2022 Israel 5,221 11,213 - - United States 41,554 35,948 - - Mexico 109,824 71,549 36,608 31,080 Turkey 1,019 - - - Revenues from sales of products 157,618 118,710 36,608 31,080
SCHEDULE OF SALES TO CUSTOMERS	SCHEDULE OF SALES TO CUSTOMERS 2023 2022 2023 2022 Six months ended June 30, Three months ended June 30, 2023 2022 2023 2022 Customer A 109,824 71,549 36,608 31,080 Customer B 41,554 35,948 - - Revenues from sales of products 151,378 107,497 36,608 31,080
SCHEDULE OF INFORMATION ON LONG LIVED ASSETS	The following table presents the locations of the Company’s long-lived assets as of June 30, 2023 and 2022: SCHEDULE OF INFORMATION ON LONG LIVED ASSETS 2023 2022 As of June 30, 2023 2022 Israel 145,176 242,119 United States 8,423 18,410 Property, plant and equipment and ROU assets 153,599 260,529

GENERAL (Details Narrative)

GENERAL (Details Narrative) - USD ($)	Apr. 05, 2023	Aug. 15, 2022	May 13, 2021	Jun. 30, 2023	Dec. 31, 2022	Apr. 27, 2009
Number of shares of common stock	1,164,374	1,600,000	1,090,909
Proceeds from issuance of common stock		$ 4,103,330	$ 10,457,862
Accumulated deficit				$ 25,261,010	$ 22,837,827
Save Foods Ltd [Member]
Ownership percentage						98.48%

SCHEDULE OF FAIR VALUE ASSETS O

SCHEDULE OF FAIR VALUE ASSETS ON RECURRING BASIS (Details) - USD ($)	Jun. 30, 2023	Apr. 04, 2023	[1]
Platform Operator, Crypto-Asset [Line Items]
Investment in Plantify	$ 903,371
Convertible loan	1,149,900
Total assets	2,053,271
Fair Value, Inputs, Level 1 [Member]
Platform Operator, Crypto-Asset [Line Items]
Investment in Plantify	903,371	$ 929,800
Convertible loan
Total assets	903,371
Fair Value, Inputs, Level 2 [Member]
Platform Operator, Crypto-Asset [Line Items]
Investment in Plantify
Convertible loan
Total assets
Fair Value, Inputs, Level 3 [Member]
Platform Operator, Crypto-Asset [Line Items]
Investment in Plantify
Convertible loan	1,149,900	$ 1,021,300
Total assets	$ 1,149,900
[1]Relative fair value calculated at inception.

SCHEDULE OF CHANGES IN FAIR VAL

SCHEDULE OF CHANGES IN FAIR VALUE OF ASSETS (Details)	3 Months Ended
	Jun. 30, 2023 USD ($)
Platform Operator, Crypto-Asset [Line Items]
Outstanding at June 30, 2023	$ 903,371
Outstanding at June 30, 2023	1,149,900
Fair Value, Inputs, Level 1 [Member]
Platform Operator, Crypto-Asset [Line Items]
Initial recognition of the investment in Plantify as at April 5, 2023	929,800	[1]
Changes in fair value	(26,429)
Outstanding at June 30, 2023	903,371
Outstanding at June 30, 2023
Fair Value, Inputs, Level 3 [Member]
Platform Operator, Crypto-Asset [Line Items]
Changes in fair value	128,600
Outstanding at June 30, 2023
Initial recognition of the convertible loan issued as at April 5, 2023	1,021,300	[1]
Outstanding at June 30, 2023	$ 1,149,900
[1]Relative fair value calculated at inception.

SCHEDULE OF FAIR VALUE CONVERSI

SCHEDULE OF FAIR VALUE CONVERSION (Details)			6 Months Ended
		Apr. 05, 2023 USD ($)	Jun. 30, 2023 USD ($)	Jun. 30, 2023 $ / shares	Jun. 30, 2023	Jun. 30, 2023 $ / shares	Apr. 05, 2023 $ / shares	Apr. 05, 2023	Apr. 05, 2023 $ / shares
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair value (US dollars)		$ 272,000	$ 198,800
Measurement Input, Price Volatility [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Share price					89.97			78.20
Measurement Input, Risk Free Interest Rate [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Share price					5.21			4.34
Measurement Input, Expected Dividend Rate [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Share price					0			0
Measurement Input, Expected Term [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Contractual term	[1]	1 year	9 months 3 days
Measurement Input, Conversion Price [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Share price				0.04		0.054	0.04		0.054
Measurement Input, Share Price [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Share price				0.03		0.04	0.04		0.05
[1]The Company estimated that the probability that the Debenture would be converted following the laps of 12 months is minimal.

SCHEDULE OF EQUITY INVESTMENT (

SCHEDULE OF EQUITY INVESTMENT (Details) - USD ($)	3 Months Ended			6 Months Ended
	Jun. 30, 2023	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022
Net loss	$ (709,505)		$ (1,256,670)	$ (2,423,183)	$ (2,586,420)
Current assets	3,956,060	$ 3,956,060		3,956,060		$ 6,272,444
Current liabilities	590,162	590,162		590,162		$ 714,849
Plantify Foods Inc [Member]
Revenue		117,000
Gross loss		(14,000)
loss from operations		(323,000)
Net loss		(798,000)
Current assets	1,178,000	1,178,000		1,178,000
Noncurrent assets	1,489,000	1,489,000		1,489,000
Current liabilities	2,365,000	2,365,000		2,365,000
Noncurrent liabilities	$ 997,000	$ 997,000		$ 997,000

INVESTMENT IN NONCONSOLIDATED_3

INVESTMENT IN NONCONSOLIDATED SUBSIDIARY (Details Narrative)						3 Months Ended
	Apr. 05, 2023 shares	Apr. 04, 2023	Mar. 31, 2023 USD ($)	Aug. 15, 2022 shares	May 13, 2021 shares	Jun. 30, 2023 USD ($)	Jun. 30, 2023 $ / shares	Mar. 31, 2023 CAD ($) $ / shares
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items]
Interest rate percentage	16.66%	19.99%	19.99%
Stock issued	1,164,374			1,600,000	1,090,909
Percentage of outstanding shares			16.60%
Unrealized gain loss on investment | $						$ 102,107
Plantify Foods [Member]
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items]
Interest rate percentage	16.66%	19.99%
Stock issued	300,043.49
Debt face amount			$ 1,124,000					$ 1,500,000
Percentage of stock issued			8%					8%
Debt maturity date			Oct. 04, 2024
Common stock, par value | $ / shares							$ 0.10	$ 0.05
Debt investment rate							24.70%

COMMON STOCK (Details Narrative

COMMON STOCK (Details Narrative) - USD ($)																			3 Months Ended				6 Months Ended
	Jul. 21, 2023	Jul. 06, 2023	Jun. 30, 2023	Jun. 21, 2023	Jun. 15, 2023	Jun. 14, 2023	May 28, 2023	Apr. 27, 2023	Apr. 05, 2023	Apr. 03, 2023	Apr. 03, 2023	Mar. 29, 2023	Feb. 13, 2023	Jan. 20, 2023	Jan. 02, 2023	Oct. 26, 2022	Aug. 15, 2022	May 13, 2021	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2022	Mar. 31, 2022	Jun. 30, 2023	Dec. 31, 2022
Accumulated Other Comprehensive Income (Loss) [Line Items]
Share value, service																			$ 670,240	$ 67,614	$ 283,118	$ 279,734
Stock issued during period, shares, new issues									1,164,374								1,600,000	1,090,909
Share based compensation																			$ 5,787				$ 14,247
Percentage of stock issued																				19.99%
Share price			$ 0.59																$ 0.59				$ 0.59
Common stock, par value			$ 0.0001																$ 0.0001				$ 0.0001	$ 0.0001
Common Stock [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Issuance of shares																			951,445	44,000	34,100	35,500
Share value, service																			$ 95	$ 4	$ 4	$ 4
Stock issued during period, shares, new issues								15,000					25,000
Stock issued during period, value new issues																			31,456				$ 47,680
Consulting Agreements [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Issuance of shares										9,000		1,000,000			9,000	9,000
Share value, service																			17,910				35,820
Restricted shares forfeited							180,000
Value of shares issued based on share price												$ 678,000
Share price							$ 0.0001
Consulting Agreements [Member] | Six Months Anniversary [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Stock issued during period, shares, new issues							60,000
Consulting Agreements [Member] | 9 Months Anniversary [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Stock issued during period, shares, new issues							60,000
Consulting Agreements [Member] | 12 Months Anniversary [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Stock issued during period, shares, new issues							60,000
Consulting Agreements [Member] | EU Agritech Investment Ltd [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Restricted shares forfeited												100,000
Stock issued during period, shares, new issues											147,059
Share based compensation																							33,333
Consulting Agreements [Member] | Eighteen Months [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Stock issued during period, shares, new issues				180,000
Stock issued during period, value new issues				$ 122,400
Share based compensation																							6,800
Consulting Agreement [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Restricted shares forfeited						225,000
Stock issued during period, shares, new issues			115,386
Stock issued during period, value new issues			$ 75,000		$ 75,000
Share based compensation			$ 12,363
Shares received							250,000
Common stock, par value						$ 0.0001	$ 0.0001
Cash fee					$ 5,000
Consulting Agreement [Member] | Six Months Anniversary [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Stock issued during period, shares, new issues						75,000	83,334
Consulting Agreement [Member] | 9 Months Anniversary [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Stock issued during period, shares, new issues						75,000	83,333
Consulting Agreement [Member] | 12 Months Anniversary [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Stock issued during period, shares, new issues						75,000	83,333
Consulting Agreement [Member] | Two Years [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Stock issued during period, shares, new issues				250,000
Stock issued during period, value new issues				$ 170,000
Share based compensation																							7,685
Consulting Agreement [Member] | Thirty Months [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Stock issued during period, shares, new issues				225,000
Stock issued during period, value new issues				$ 147,150
Share based compensation																							2,579
Consulting Agreements One [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Share value, service																							678,000
Two Consultant [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Issuance of shares																5,000
Two Consultant [Member] | Consulting Agreements [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Issuance of shares										10,000					10,000
Share value, service																			$ 19,900				$ 39,800
Consultant [Member] | Consulting Agreement [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Restricted shares forfeited														70,000
Consultant [Member] | Consulting Agreement [Member] | First Qurter Twenty Twenty Three [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Restricted shares forfeited														25,000
Consultant [Member] | Consulting Agreement [Member] | Each Qurter Twenty Twenty Three [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Restricted shares forfeited														15,000
Joachim Fuchs [Member] | Consulting Agreements [Member] | Common Stock [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Shares received												50,000
Legal Advisors [Member] | Consulting Agreements [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Share value, service				22,500
Restricted shares forfeited		34,615
Restricted value forfeited	$ 22,500			$ 11,250

SCHEDULE OF STOCK OPTION ACTIVI

SCHEDULE OF STOCK OPTION ACTIVITY (Details)	6 Months Ended
	Jun. 30, 2023 $ / shares shares
Share-Based Payment Arrangement [Abstract]
Number of Options Outstanding, Beginning | shares	234,674
Weighted Average Exercise Price, Beginning | $ / shares	$ 3
Number of Options, Granted | shares
Weighted Average Exercise Price, Granted | $ / shares
Number of Options, Exercised | shares
Weighted Average Exercise Price, Exercised | $ / shares
Number of Options, Forfeited | shares
Weighted Average Exercise Price, Forfeited | $ / shares
Number of Options Outstanding, Ending | shares	234,674
Weighted Average Exercise Price, Ending | $ / shares	$ 3
Number of Options Exercisable | shares	213,626
Weighted Average Exercise Price, Exercisable | $ / shares	$ 3.16

STOCK OPTIONS (Details Narrativ

STOCK OPTIONS (Details Narrative)	3 Months Ended	6 Months Ended
	Jun. 30, 2023 USD ($) $ / shares	Jun. 30, 2023 USD ($) $ / shares
Share-Based Payment Arrangement [Abstract]
Intrinsic value awards outstanding	$ 0	$ 0
Stock price | $ / shares	$ 0.59	$ 0.59
Stock based compensation	$ 5,787	$ 14,247

COMMITMENTS (Details Narrative)

COMMITMENTS (Details Narrative)	Jan. 26, 2023
Commitments and Contingencies Disclosure [Abstract]
Agreement description	The Company shall pay a success fee (the “Success Fee”) in the amount equal to 6% of the gross proceeds received by the Company under the Equity Purchase Agreement to be paid within five working days of each receipt of funds. However, with respect to any amount received by the Company from certain investors, the Success Fee shall be 5%

SCHEDULE OF TRANSACTIONS AND BA

SCHEDULE OF TRANSACTIONS AND BALANCES WITH RELATED PARTIES (Details) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Related Party Transaction [Line Items]
Salaries and fees to officers	$ 744,287	$ 1,036,725	$ 2,378,151	$ 2,040,682
Share based compensation			14,247	16,999
Research and development expenses	16,857	113,376	135,765	322,738
Selling and marketing expenses	88,775	144,913	157,921	323,049
Related Parties and Officers [Member]
Related Party Transaction [Line Items]
Other accounts payables	$ 95,012	$ 89,806	95,012	89,806
General and Administrative Expense [Member]
Related Party Transaction [Line Items]
General and administrative expenses net			438,030	446,737
Share based compensation			19,389	48,931
General and Administrative Expense [Member] | Directors Compensation [Member]
Related Party Transaction [Line Items]
Salaries and fees to officers			192,789	156,913
General and Administrative Expense [Member] | Salaries and Fees to Officers [Member]
Related Party Transaction [Line Items]
Salaries and fees to officers			245,241	289,824
Research and Development Expense [Member]
Related Party Transaction [Line Items]
Share based compensation				2,921
Research and Development Expense [Member] | Salaries and Fees to Officers [Member]
Related Party Transaction [Line Items]
Research and development expenses			33,883	54,572
Selling and Marketing Expense [Member]
Related Party Transaction [Line Items]
Share based compensation				2,921
Selling and Marketing Expense [Member] | Salaries and Fees to Officers [Member]
Related Party Transaction [Line Items]
Selling and marketing expenses			$ 33,883	$ 54,572

SCHEDULE OF TRANSACTIONS AND _2

SCHEDULE OF TRANSACTIONS AND BALANCES WITH RELATED PARTIES (Details) (Parenthetical) - Board of Directors Chairman [Member]	Mar. 29, 2023 USD ($) shares
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items]
Monthly consultancy fee | $	$ 1,000
Shares issued | shares	50,000

SCHEDULE OF INFORMATION ON SALE

SCHEDULE OF INFORMATION ON SALES BY GEOGRAPHIC DISTRIBUTION (Details) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Revenues from sales of products	$ 36,608	$ 31,080	$ 157,618	$ 118,710
ISRAEL
Revenues from sales of products			5,221	11,213
UNITED STATES
Revenues from sales of products			41,554	35,948
MEXICO
Revenues from sales of products	36,608	31,080	109,824	71,549
TÜRKIYE
Revenues from sales of products			$ 1,019

SCHEDULE OF SALES TO CUSTOMERS

SCHEDULE OF SALES TO CUSTOMERS (Details) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Revenues from sales of products	$ 36,608	$ 31,080	$ 157,618	$ 118,710
Customer A [Member]
Revenues from sales of products	36,608	31,080	109,824	71,549
Customer B [Member]
Revenues from sales of products			41,554	35,948
Customer [Member]
Revenues from sales of products	$ 36,608	$ 31,080	$ 151,378	$ 107,497

SCHEDULE OF INFORMATION ON LONG

SCHEDULE OF INFORMATION ON LONG LIVED ASSETS (Details) - USD ($)	Jun. 30, 2023	Jun. 30, 2022
Property, plant and equipment and ROU assets	$ 153,599	$ 260,529
ISRAEL
Property, plant and equipment and ROU assets	145,176	242,119
UNITED STATES
Property, plant and equipment and ROU assets	$ 8,423	$ 18,410

GEOGRAPHIC AREAS AND MAJOR CU_3

GEOGRAPHIC AREAS AND MAJOR CUSTOMERS (Details Narrative)	6 Months Ended
	Jun. 30, 2023
Single Customer [Member] | Revenue, Segment Benchmark [Member] | Customer Concentration Risk [Member]
Product Information [Line Items]
Concentration risk, percentage	10%

SUBSEQUENT EVENTS (Details Narr

SUBSEQUENT EVENTS (Details Narrative) - USD ($)												3 Months Ended		6 Months Ended
	Aug. 03, 2023	Jul. 27, 2023	Jul. 23, 2023	Jul. 11, 2023	Apr. 27, 2023	Apr. 05, 2023	Apr. 04, 2023	Mar. 31, 2023	Feb. 13, 2023	Aug. 15, 2022	May 13, 2021	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022	Jul. 24, 2023	Dec. 31, 2022
Subsequent Event [Line Items]
Common stock, par value												$ 0.0001		$ 0.0001			$ 0.0001
Percentage of stock issued								19.99%
Percentage of outstanding stock maximum						16.66%	19.99%	19.99%
Number of shares of common stock						1,164,374				1,600,000	1,090,909
Research and development installment												$ 16,857	$ 113,376	$ 135,765	$ 322,738
Common stock, shares issued												7,774,545		7,774,545			4,614,726
Common Stock [Member]
Subsequent Event [Line Items]
Purchase of shares												$ 31,456		$ 47,680
Number of shares of common stock					15,000				25,000
Subsequent Event [Member]
Subsequent Event [Line Items]
Percentage of stock issued				60%
Percentage of outstanding stock maximum		19.99%	19.99%	19.99%
Number of shares of common stock		1,561,051
Other commitment			$ 3,500,000
Discount rate			3%
Interest rate			8%
Research and development installment				$ 1,200,000
Interest rate percentage		16.66%
Subsequent Event [Member] | NewCo [Member]
Subsequent Event [Line Items]
Common stock, shares issued																4,200,000
Subsequent Event [Member] | Two Consultants [Member] | Common Stock [Member]
Subsequent Event [Line Items]
Number of shares of common stock	150,000
Standby Equity Purchase Agreement [Member] | Subsequent Event [Member]
Subsequent Event [Line Items]
Purchase of shares			$ 3,500,000
Common stock, par value			$ 0.0001
Percentage of stock issued			94%
Advance amount			$ 200,000
Percentage of outstanding stock maximum			4.99%
Number of shares of common stock			3,500,000