Cover
Cover | 12 Months Ended |
Dec. 31, 2021 | |
Entity Addresses [Line Items] | |
Document Type | 20-F |
Amendment Flag | false |
Document Registration Statement | false |
Document Annual Report | true |
Document Transition Report | false |
Document Shell Company Report | false |
Document Period End Date | Dec. 31, 2021 |
Document Fiscal Period Focus | FY |
Document Fiscal Year Focus | 2021 |
Current Fiscal Year End Date | --12-31 |
Entity Registrant Name | INTERCURE LTD. |
Entity Central Index Key | 0001857030 |
Entity Incorporation, State or Country Code | L3 |
Entity Address, Address Line One | 85 Medinat ha-Yehudim Street |
Entity Address, City or Town | Herzliya |
Entity Address, Country | IL |
Entity Address, Postal Zip Code | 4676670 |
Title of 12(b) Security | Ordinary Shares |
Trading Symbol | INCR |
Security Exchange Name | NASDAQ |
Entity Well-known Seasoned Issuer | No |
Entity Voluntary Filers | No |
Entity Current Reporting Status | Yes |
Entity Interactive Data Current | Yes |
Entity Filer Category | Non-accelerated Filer |
Entity Emerging Growth Company | true |
Elected Not To Use the Extended Transition Period | false |
Document Accounting Standard | International Financial Reporting Standards |
Entity Shell Company | false |
Auditor Firm ID | 1057 |
Auditor Name | Somekh Chaikin |
Auditor Location | Tel-Aviv, Israel |
Business Contact [Member] | |
Entity Addresses [Line Items] | |
Entity Address, Address Line One | 85 Medinat ha-Yehudim Street |
Entity Address, City or Town | Herzliya |
Entity Address, Country | IL |
Entity Address, Postal Zip Code | 4676670 |
City Area Code | +972 |
Local Phone Number | 77 460 5012 |
Contact Personnel Name | Amos Cohen |
Contact Personnel Email Address | Amos@intercure.co |
Consolidated Statements of Fina
Consolidated Statements of Financial Position - ILS (₪) ₪ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 | |
Current assets | |||
Cash and cash equivalents | ₪ 196,217 | ₪ 37,888 | |
Restricted cash | 21,083 | 40 | |
Trade receivables, net | 17,407 | 12,466 | |
Other receivables | 33,244 | 3,680 | |
Inventory | 62,313 | 19,049 | |
Biological assets | 5,566 | 3,153 | |
Financial assets measured at fair value through profit or loss | 330 | 376 | |
Total Current assets | 336,160 | 76,652 | |
Non-current assets | |||
Property, plant and equipment and right-of-use asset | 86,509 | 53,470 | |
Goodwill | 258,070 | 190,103 | |
Deferred tax assets | 3,020 | 2,904 | |
Financial assets measured at fair value through profit or loss | 2,565 | 3,141 | |
Total Non-current assets | 350,164 | 249,618 | |
Total assets | [1] | 686,324 | 326,270 |
Current liabilities | |||
Short term loan and current maturities | 70,559 | 357 | |
Trade payables | 64,474 | 18,622 | |
Other payables | 41,050 | 9,437 | |
Contingent consideration | 15,780 | ||
Short term loan from non-controlling interest | 1,722 | 1,461 | |
Total Current liabilities | 193,585 | 29,877 | |
Non-current liabilities | |||
Long term loan | 11,877 | 388 | |
Liabilities in respect of employee benefits | 224 | 155 | |
Loan from related party | 76 | 241 | |
Lease liability | 21,371 | 3,500 | |
Total Non-current liabilities | 33,548 | 4,284 | |
Total liabilities | 227,133 | 34,161 | |
Equity | |||
Share capital, premium and other reserves | 623,567 | 452,259 | |
Capital reserve for transactions with controlling shareholder | 2,388 | 2,388 | |
Receipts on account of shares | 8,541 | 11,017 | |
Accumulated losses | (186,468) | (191,158) | |
Equity attributable to owners of the Company | 448,028 | 274,506 | |
Non-controlling interests | 11,163 | 17,603 | |
Total equity | 459,191 | 292,109 | |
Total equity and liabilities | ₪ 686,324 | ₪ 326,270 | |
[1] | In 2019 the Company consolidated Canndoc’s operating results for the first time, beginning in February 2019. |
Consolidated Statements of Prof
Consolidated Statements of Profit or Loss and Other Comprehensive Income - ILS (₪) ₪ in Thousands | 12 Months Ended | |||||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | ||||
Profit or loss [abstract] | ||||||
Revenue | ₪ 219,677 | ₪ 65,035 | ₪ 8,926 | |||
Cost of revenue before fair value adjustments | 123,688 | 34,649 | 7,456 | |||
Gross income before impact of changes in fair value | 95,989 | 30,386 | 1,470 | |||
Unrealized changes to fair value adjustments of biological assets | 6,574 | 3,202 | 3,076 | |||
Profit from fair value changes realized in the current year | (11,432) | (1,613) | (3,067) | |||
Gross income | 91,131 | 31,975 | 1,479 | |||
Research and development expenses | 1,235 | 1,576 | 1,710 | |||
General and administrative expenses | 27,206 | 8,593 | [1] | 12,073 | [1] | |
Selling and marketing expenses | 23,214 | 8,440 | 2,693 | |||
Other expenses (income), net | 2,971 | 4,563 | (58,962) | |||
Company’s share in the loss of associate | 340 | |||||
Changes in the fair value of financial assets through profit or loss, net | 1,868 | 37,195 | (20,996) | |||
Share based payments | 6,452 | 10,008 | [1] | 68,036 | [1] | |
Operating profit (loss) | 28,185 | (38,400) | (3,415) | |||
Financing income | 130 | 620 | 141 | |||
Financing expenses | 9,581 | 528 | 3,292 | |||
Financing expenses (income), net | 9,451 | (92) | 3,151 | |||
Profit (loss) before taxes on income | 18,734 | (38,308) | (6,566) | |||
Tax (expense) Income | (11,441) | 2,268 | 673 | |||
Total comprehensive profit (loss) for the year | 7,293 | (36,040) | (5,893) | |||
Attribution of net profit (loss) for the year: | ||||||
To the Company’s shareholders | 4,690 | (37,231) | [2] | (5,893) | ||
To non-controlling interests | 2,603 | (1,191) | ||||
Total | ₪ 7,293 | ₪ (36,040) | ₪ (5,893) | [2] | ||
Earnings (Loss) per share | ||||||
Basic earnings (loss)** | [3] | ₪ 0.12 | ₪ (1.42) | ₪ (0.25) | ||
diluted earnings (loss)** | [3] | ₪ 0.11 | ₪ (1.42) | ₪ (0.25) | ||
[1] | Reclassified | |||||
[2] | On April 8, 2021, the Company effectuated a reverse split of its ordinary shares in ratio of 1-for-4.44926 | |||||
[3] | On April 8, 2021, the Company effectuated a capital consolidation. See note 17A. |
Consolidated Statements of Chan
Consolidated Statements of Changes in Equity - ILS (₪) ₪ in Thousands | Issued capital [member] | Capital reserve [member] | Receipts On Account Of Shares [Member] | Retained earnings [member] | Equity attributable to owners of parent [member] | Non-controlling interests [member] | Total | |
Beginning Balance at Dec. 31, 2018 | ₪ 162,304 | ₪ 1,790 | ₪ 3,602 | ₪ (148,034) | ₪ 19,662 | ₪ 19,662 | ||
IfrsStatementLineItems [Line Items] | ||||||||
Profit (loss) for the year | (5,893) | (5,893) | (5,893) | [1] | ||||
Exercise of share options (Note 17E-H) | 6,271 | (2,388) | 3,883 | 3,883 | ||||
Issuance of shares, net (Note 17D) | 62,283 | 62,283 | 62,283 | |||||
Issuance of shares for the acquisition of Canndoc (Note 8) | 107,632 | 107,632 | 107,632 | |||||
Share-based payment (Note 17U) | 67,807 | 67,807 | 229 | 68,036 | ||||
Transactions with controlling shareholder (Note 13A) | 598 | 598 | 598 | |||||
Ending Balance at Dec. 31, 2019 | 406,297 | 2,388 | 1,214 | (153,927) | 255,972 | 229 | 256,201 | |
IfrsStatementLineItems [Line Items] | ||||||||
Profit (loss) for the year | (37,231) | (37,231) | 1,191 | (36,040) | ||||
Exercise of share options (Note 17E-H) | 833 | 833 | 833 | |||||
Issuance of shares, net (Note 17D) | 28,217 | 9,803 | 38,020 | 38,020 | ||||
Issuance of shares for the acquisition of Canndoc (Note 8) | 6,904 | 6,904 | 15,655 | 22,559 | ||||
Share-based payment (Note 17U) | 10,008 | 10,008 | 528 | 10,536 | ||||
Ending Balance at Dec. 31, 2020 | 452,259 | 2,388 | 11,017 | (191,158) | 274,506 | 17,603 | 292,109 | |
IfrsStatementLineItems [Line Items] | ||||||||
Profit (loss) for the year | 4,690 | 4,690 | 2,603 | 7,293 | ||||
Exercise of share options (Note 17E-H) | 10,974 | (2,476) | 8,498 | 8,498 | ||||
Issuance of shares, net (Note 17D) | 136,506 | 136,506 | 136,506 | |||||
Issuance of shares for the acquisition of Canndoc (Note 8) | 17,376 | 17,376 | (9,043) | 8,333 | ||||
Share-based payment (Note 17U) | 6,452 | 6,452 | 6,452 | |||||
Ending Balance at Dec. 31, 2021 | ₪ 623,567 | ₪ 2,388 | ₪ 8,541 | ₪ (186,468) | ₪ 448,028 | ₪ 11,163 | ₪ 459,191 | |
[1] | On April 8, 2021, the Company effectuated a reverse split of its ordinary shares in ratio of 1-for-4.44926 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flow - ILS (₪) ₪ in Thousands | 12 Months Ended | ||||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |||
Cash flows from operating activities | |||||
Profit (Loss) for the year | ₪ 7,293 | ₪ (36,040) | ₪ (5,893) | [1] | |
Interest paid | (5,116) | (93) | (41) | ||
Taxes paid | (11,796) | (50) | |||
Total Adjustments to reconcile profit (loss) | 34,638 | 43,936 | (5,585) | ||
Net cash provided by (used in) operating activities | 25,019 | 7,803 | (11,569) | ||
Cash flows from investing activities | |||||
Purchase of property, plant and equipment | (14,028) | (20,841) | (28,144) | ||
Investment in associate | (2,260) | ||||
Loans | (7,342) | (1,643) | |||
Increase in deposit | (20,000) | (40) | |||
Acquisition of subsidiary, net of cash (Note 8) | (19,094) | 387 | 385 | ||
Investment in assets measured at fair value through profit (loss) | (1,246) | (626) | 4,532 | ||
Payments of contingent consideration | (3,500) | ||||
Grant of short-term loans to equity accounted investees | (600) | ||||
Net cash used in investing activities | (65,210) | (22,763) | (26,087) | ||
Cash flows from financing activities | |||||
Proceeds from issuance of shares as part of private issuance, net | 128,730 | 38,020 | 62,283 | ||
Proceeds from exercise of options (Note 17) | 8,498 | 833 | 3,883 | ||
Deferred issuance costs | (2,426) | ||||
Lease payments | (2,574) | (576) | (189) | ||
Receipt of loans from banks | 75,458 | 665 | |||
Repayment of loans from banks | (3,416) | (174) | |||
Repayment of loan from related party and controlling shareholder | (3,640) | (13,653) | (143) | ||
Net cash provided by financing activities | 203,056 | 25,289 | 63,234 | ||
Increase in cash and cash equivalents | 162,865 | 10,329 | 25,578 | ||
Exchange differences in respect of balances of cash and cash equivalents | (4,536) | 221 | (1,656) | ||
Balance of cash and cash equivalents at beginning of year | 37,888 | 27,338 | 3,416 | ||
Balance of cash and cash equivalents at end of year | 196,217 | 37,888 | 27,338 | ||
Adjustments to items in the consolidated statement of comprehensive income: | |||||
Depreciation | 7,393 | 3,253 | 828 | ||
Share-based payment (Note 17U) | 6,452 | 10,008 | [2] | 68,036 | [2] |
Changes in the fair value of financial assets through profit or loss, net | 1,868 | 37,195 | (20,996) | ||
Gain in respect of acquisition of a subsidiary (Note 8B) | (58,808) | ||||
Finance expenses (income), net | 9,451 | (92) | 3,151 | ||
Change in liabilities in respect of employee benefits, net | (314) | (39) | 96 | ||
Income tax | 11,441 | (2,268) | (673) | ||
Company’s share in the loss of associate | 340 | ||||
Total Adjustments of comprehensive income | 36,291 | 48,057 | (8,026) | ||
Changes in assets and liabilities items: | |||||
Decrease (increase) in trade receivables | 8,391 | (9,608) | (1,183) | ||
Decrease (increase) in other receivables | (4,338) | 5,139 | (4,243) | ||
Decrease (increase) in inventory | (15,475) | (14,167) | 3,029 | ||
Decrease (increase) in biological assets | (2,413) | (2,008) | (1,096) | ||
Increase in trade payables | 2,787 | 12,269 | 4,021 | ||
Increase in other payables | 9,395 | 4,254 | 1,913 | ||
Total of changes in assets and liabilities | (1,653) | (4,121) | 2,441 | ||
B) Material non-cash operations | |||||
Acquisition of subsidiary, net of cash against share issuance (Note 8) | 17,376 | 6,904 | 107,632 | ||
Disposition of equity accounted investee | (65,967) | ||||
Trade and other receivables | 20,927 | 1,790 | 1,051 | ||
Inventory and biological assets | 22,788 | 237 | 7,723 | ||
Property, plant, equipment and right-of-use asset | 6,268 | 3,204 | 1,791 | ||
Trade and other payables | (51,053) | (1,862) | (1,731) | ||
Short term loan | (4,265) | (1,296) | (2,146) | ||
Short term loan from related parties | (5,119) | (716) | |||
Lease liability | (2,650) | (2,039) | |||
Goodwill | 68,005 | 22,138 | 167,965 | ||
Issuance of shares | (17,376) | (6,904) | (107,632) | ||
Non-controlling interests | 9,043 | (15,655) | |||
Contingent consideration | (18,668) | ||||
Payables due to acquisition | (9,862) | ||||
Deferred tax assets (liabilities) | 1,056 | (723) | |||
Total acquisition of subsidiary, net of cash | ₪ (19,094) | ₪ (387) | ₪ (385) | ||
[1] | On April 8, 2021, the Company effectuated a reverse split of its ordinary shares in ratio of 1-for-4.44926 | ||||
[2] | Reclassified |
General
General | 12 Months Ended |
Dec. 31, 2021 | |
General | |
General | Note 1 - General A. The Company’s activity Intercure Ltd. (hereinafter: the “Company”) is a public company which is listed on the Tel Aviv Stock Exchange, Toronto Stock Exchange and Nasdaq, domiciled in Israel. Its offices are located in Herzliya. The Company is engaged in the medical cannabis sector mainly through its holdings of the entire issued and paid-up capital of Canndoc Ltd. (hereinafter: “Canndoc”), the entire issued and paid-up capital of Pharmazone Ltd. (hereinafter: “Pharmazone”) and through its 50.1 Canndoc: In 2018, the Company decided to expand its activity to the medical cannabis sector, and therefore engaged in an investment agreement with Canndoc Ltd. (hereinafter: “Canndoc”). In 2019, the Company completed the acquisition of the entire holding of Canndoc, such that, after the transaction was closed, the Company holds 100 Canndoc has partnered with Kibbutz Beit HaEmek and Kibbuutz Nir-Oz (the “Kibbutzim”) for the purpose of breeding, cultivating and harvesting of pharmaceutical-grade cannabis. The activities of these collaborative arrangements with the Kibbutzim are not conducted through separate legal entities and therefore the Company recognizes its share in the assets, liabilities and results of operations of each activity according to the Company’s rights and obligations according to the contractual agreements with the Kibbutzim. The Company, through Canndoc, is engaged in research, marketing, cultivation, production and distribution of medical cannabis products in Israel and around the world. Cannolam: On May 14, 2020, the Company’s board of directors approved the engagement in a series of agreements for the acquisition of a 50.1 Pharmazone: On May 18, 2021, the Company’s board of directors approved the engagement in a series of agreements for the acquisition of a 100 Note 1 - General (Cont.) Other Holdings: During 2021, the Company engaged in a series of agreements for the acquisition or opening of 19 pharmacies, two trading house and one cannabis patient counseling center. See also Note (8). Investments in the biomed sector: The Company invested in three companies in the biomed sector: Regenera Pharma Ltd. (hereinafter: “Regenera”), NovellusDX Ltd. (hereinafter: “Novellus”) and Cavnox Ltd. (hereinafter: “Cavnox”). For additional details regarding investments in the biomed sector, see Note 10. B. Coronavirus pandemic During the first quarter of 2020, the coronavirus (COVID-19) pandemic began to spread in Israel and around the world. As of the date of this Annual Report, the company has not experienced and/or is not experiencing any change in the trend of demand for its medical cannabis products, and is continuing to manage its business and sell its products in an orderly and continuous basis. Company management has been evaluating, throughout the entire period, the financial implications of the crisis on the Company and has prepared a remote access network for employees. Additionally, the Company’s support center is continuing to provide continuous support to patients, including complete and strict implementation of the Ministry of Health’s requirements regarding work methods and operating space. Company management believes that it has the financial stability required to deal with the coronavirus crisis and its short-term and medium-term consequences (if any), inter alia, based on the continuation of the Company’s operating activities. C. Other Significant Events During the Reporting Period On January 3, 2021, the Company engaged in a merger agreement (hereinafter: the “Prior Agreement”) with Subversive Real Estate Acquisition REIT LP, a third party unrelated to the Company and/or to its controlling shareholders, which is listed on the Canadian stock exchange NEO (NEO:SVX.U). On February 9, 2021, the parties engaged in an amended and definitive agreement with Subversive Real Estate Acquisition REIT LP (formerly Subversive Real Estate Acquisition REIT LP) (“SVX”) a special purpose acquisition company (SPAC), pursuant to which the Company, through a wholly-owned subsidiary, will acquire all of the outstanding limited partnership units of SVX in exchange for the issuance of the company ordinary shares by way of a plan of arrangement (the “SPAC Transaction”). Concurrently with the SPAC Transaction, Subversive conducted a non-brokered private placement of 5.0 50 162 15,650,280 15,650,280 5,243,616 13.00 5,243,616 Since the subversive’s sponsors shares were an integral part of the transaction with the SPAC and constituted a conditional issue for the amount of funds raised in the transaction and its success, the shares issue is presented together with all of SPAC units holders and PIPE investors and not in fair value. Note 1 - General (Cont.) Total funds raised from the SPAC Transaction, after redemptions, and the private placement equaled approximately NIS 182 million (not including transaction costs) 7 million NIS of those still needs to be received and currently presented in other receivables. Since Subversive was not considered a business, as defined by IFRS 3, the Company recorded the SPAC Transaction proceeds as a respective increase in equity. On April 23, 2021, the Company shares were listed on the TSX and the first trade of the common shares on the TSX occurred on April 26, 2021. On September 1, 2021, the Company shares were listed and the first trade of the ordinary shares on the Nasdaq Global Market under the ticker symbol “INCR”. D. Definitions: In these consolidated financial statements: Company - Intercure Ltd. Group - The Company and its subsidiaries. Related Parties - As defined in IAS 24. USD - U.S. dollars. Subsidiaries - Companies which are controlled by the Company (as defined in IFRS 10), directly or indirectly, and whose financial statements are fully consolidated with the Company’s reports. Investee companies - Companies which are not under the Company’s control, and which are presented according to the equity method. Interested parties - Within their meaning in Paragraph (1) of the definition of an “interested party” in Section 1 of the Securities Law - 1968. |
Significant Accounting Policies
Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2021 | |
Disclosure of voluntary change in accounting policy [abstract] | |
Significant Accounting Policies | Note 2 - Significant Accounting Policies Framework for preparation of the financial statements The accounting policy described below was applied in the financial statements consistently, in all of the presented periods, unless specified otherwise. A. Presentation basis of the financial statements The Company’s consolidated financial statements as of December 31, 2021 and 2020, and for each of the three years in the period ended December 31, 2021, comply with International Financial Reporting Standards (hereinafter: “IFRS”) and clarifications thereto which have been published by the International Accounting Standards Board (IASB). The Company’s financial statements are prepared on a historical cost basis, except for financial and biologic assets measured at fair value through profit or loss and contingent consideration. In its preparation of the financial statements, management is required to use significant accounting estimates. Management is also required to exercise discretion in the process of applying the significant accounting policies. The issues which require significant discretion and the use of estimates, which have a significant impact on the amounts which were recognized in the financial statements, are specified in Note 3. Actual results may differ significantly from the estimates and assumptions which were used by Company management. B. Basis of consolidation (1) Business combinations The group implements the acquisition method to all business combinations. the acquisition date is the date on which the acquirer obtains control over the acquiree. control exists when the group is exposed, or has rights, to variable returns from its involvement with the acquiree and it has the ability to affect those returns through its power over the acquiree. substantive rights held by the group and others are taken into account when assessing control. The group recognizes goodwill on acquisition according to the fair value of the consideration transferred including any amounts recognized in respect of rights that do not confer control in the acquiree as well as the fair value at the acquisition date of any pre-existing equity right of the group in the acquiree, less the net amount of the identifiable assets acquired and the liabilities assumed. On the acquisition date the acquirer recognizes a contingent liability assumed in a business combination if there is a present obligation resulting from past events and its fair value can be reliably measured. Note 2 - Significant Accounting Policies Costs associated with the acquisition that were incurred by the acquirer in the business combination such as: finder’s fees, advisory, legal, valuation and other professional or consulting fees, other than those associated with an issue of debt or equity instruments connected to the business combination, are expensed in the period the services are received. (2) Consolidated financial statements The consolidated financial statements include the reports of companies over which the Company has control (subsidiaries). Subsidiaries are entities which are controlled by the Company. The Company controls an entity when the Company has the power to influence the investee entity, when it has exposure or rights to variable returns from its involvement in the entity, and when it has the ability to exercise its influence over the investee entity in order to affect the amount of returns which it will receive from that entity. Subsidiaries are fully included in the consolidation beginning from the date when the Company obtains control of them. Consolidation is discontinued on the date when control ceases. The consolidation of financial statements is performed beginning on the date when control was obtained, until the date when control was discontinued. The financial statements of the Company and the subsidiaries are prepared for identical dates and periods. The accounting policy in the financial statements of the investees was implemented in a manner which was uniform and consistent with the policy which was applied in the Company’s financial statements. Material intercompany balances and transactions, and profit and loss due to transactions between the Company and the subsidiaries, were canceled in their entirety in the consolidated financial statements. (3) Non-controlling interests Non-controlling interests comprise the equity of a subsidiary that cannot be attributed, directly or indirectly, to the parent company and they include additional components such as: the equity component of convertible debentures of subsidiaries, share-based payments that will be settled with equity instruments of subsidiaries and share options of subsidiaries. Measurement of non-controlling interests on the date of the business combination Non-controlling interests that are instruments that give rise to a present ownership interest and entitle the holder to a share of net assets in the event of liquidation (for example: ordinary shares), are measured at the date of the business combination at their proportionate interest in the identifiable assets and liabilities of the acquiree, on a transaction-by-transaction basis. This accounting policy choice does not apply to other instruments that meet the definition of non-controlling interests (for example: options to ordinary shares). Such instruments will be measured at fair value or in accordance with other relevant IFRSs. Note 2 - Significant Accounting Policies Allocation of profit or loss and other comprehensive income to the shareholders Profit or loss and any part of other comprehensive income are allocated to the owners of the Company and the non-controlling interests. Total profit or loss and other comprehensive income is allocated to the owners of the Company and the non-controlling interests even if the result is a negative balance of non-controlling interests. (4) Transactions eliminated on consolidation Intra-group balances and transactions, and any unrealized income and expenses arising from intra-group transactions, are eliminated in preparing the consolidated financial statements. Unrealized losses are eliminated in the same way as unrealized gains, but only to the extent that there is no evidence of impairment. C. Transactions, assets and liabilities in foreign currency Transactions denominated in a foreign currency other than the Company’s functional currency are recorded upon initial recognition, according to the exchange rate on the transaction date. Following initial recognition, monetary assets and liabilities denominated in foreign currency are translated on each reporting date into the functional currency, according to the exchange rate as of that date. Exchange differences are carried to the statement of income. Non-monetary assets and liabilities denominated in foreign currency which are presented at cost are translated according to the exchange rate on the transaction date. Non-monetary assets and liabilities denominated in foreign currency which are presented at fair value are translated into the functional currency using the exchange rate as of the date when the fair value was determined. D. Cash and cash equivalents Cash equivalents are considered highly liquid investments, including unrestricted short term deposits in banking corporations whose maturity period does not exceed three months after the date of the deposit. E. Short term deposits Short term deposits in banking corporations whose original period exceeds three months after the date of the investment, and which do not meet the definition of cash equivalents. The deposits are presented according to the terms of their deposit. Note 2 - Significant Accounting Policies F. Biological assets In accordance with IAS 41, the Company measures biological assets which are mostly comprised of medical cannabis plants and agricultural produce at fair value less selling costs until harvesting. This value is used as the cost basis of inventory after the harvest. Profit or loss due to changes in fair value less selling costs are included under the Company’s profit / loss in the year when they materialized. Growing costs in respect of the biological assets are capitalized to the cost of the biological assets. When calculating the fair value of a biological asset, the Company is required to use various estimates and approximations, including, inter alia, estimates regarding the growth stage of the seedlings until the harvest date, harvesting costs, selling costs, costs associated with oil extraction and packaging of finished products, estimates regarding the selling price of the Company’s products, and estimates of materials lost in process. Changes in these assumptions may result in significant changes in the value of the biological asset, the value of inventory, and the cost of sales, as well as in the fair value component in respect of the biological asset. G. Inventory Inventory is measured as the lower of either cost or net realizable value. The cost of purchased inventory is determined on a first in - first out (FIFO) basis. The Company classifies the cannabis agricultural produce from a biological asset to inventory when harvesting, according to the fair value less selling costs on that date. This value serves as the cost basis of inventory. Processing costs and other additional costs which materialize in the process of bringing the inventory to its current location and condition are added to the cost of inventory. Net realizable value represents the estimated selling price in the ordinary course of business, less estimated costs to completion and the costs required to execute the sale. The Company periodically evaluates the condition and age of inventory, and provisions for slow inventory are made accordingly. H. Revenue recognition Revenue from contracts with customers is recognized in the statement of income when the control of the asset or of the service has been transferred to the customer. The control transfer date is generally the date of delivery to the customer. Revenue is measured and recognized according to the fair value of the proceeds which are expected to be received in accordance with the contract terms, less amounts which have been collected for third parties (e.g., taxes). Revenue is recognized in the statements of profit or loss up to the extent to which are expected to flow to the Company, and the revenue and costs, if relevant, are reliably measurable. When determining the amount of revenue from contracts with customers, the Company evaluates whether it functions as a primary provider, or as an agent in the contract. Note 2 - Significant Accounting Policies The Company is the primary provider when it controls the guaranteed goods or services before they are transferred to the customer. In such cases, the Company recognizes revenue as the gross amount of proceeds. In cases where the products are transferred to the distributor and held by them in consignment until their sale by the distributor to a third party which constitutes the end customer, the Company recognizes revenue from their sale on the date when they are sold by the distributor to the third party. I. Property, plant and equipment Items of property, plant and equipment are presented at cost plus direct acquisition costs, less accumulated depreciation and less accumulated impairment loss, and do not include routine maintenance expenses. The cost includes replacement parts and auxiliary equipment which are used in connection with fixed assets. Items of property, plant and equipment which are of significant cost relative to the total cost of the item are depreciated separately, according to the component approach. Depreciation is calculated in equal annual rates according to the straight line method, throughout the asset’s useful lifetime, as follows: Schedule of Depreciation Rate % Machinery and equipment 7 15 Computers 33 Leasehold improvements 10 Building improvements are depreciated in a straight line throughout the estimated lifetime of the improvement. The useful lifetime, depreciation method and residual value of each asset is evaluated, as a minimum, at the end of each year, and changes are treated as a prospective change in accounting estimate. The depreciation of assets is discontinued when the asset is classified as held for sale or when the asset is written off, whichever is earlier. J. Impairment Non-financial assets Timing of impairment testing The carrying amounts of the Group’s non-financial assets, other than biological assets, investment property, inventories and deferred tax assets, are reviewed at each reporting date to determine whether there is any indication of impairment. If any such indication exists, then the asset’s recoverable amount is estimated. Note 2 - Significant Accounting Policies Once a year and on the same date, or more frequently if there are indications of impairment, the Group estimates the recoverable amount of each cash generating unit that contains goodwill, or intangible assets that have indefinite useful lives or are unavailable for use. Determining cash-generating units For the purpose of impairment testing, assets that cannot be tested individually are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or groups of assets (the “cash-generating unit”). Measurement of recoverable amount The recoverable amount of an asset or cash-generating unit is the greater of its value in use and its fair value less costs of disposal. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects the assessments of market participants regarding the time value of money and the risks specific to the asset or cash-generating unit, for which the estimated future cash flows from the asset or cash-generating unit were not adjusted. Allocation of goodwill to cash generating units Subject to an operating segment ceiling test (before the aggregation of similar segments), for the purposes of goodwill impairment testing, cash-generating units to which goodwill has been allocated are aggregated so that the level at which impairment testing is performed reflects the lowest level at which goodwill is monitored for internal reporting purposes. When goodwill is not monitored for internal reporting purposes, it is allocated to operating segments (before the aggregation of similar segments) and not to a cash-generating unit (or group of cash-generating units) lower in level than an operating segment. Goodwill acquired in a business combination is allocated to groups of cash-generating units, including those existing in the Group before the business combination, that are expected to benefit from the synergies of the combination. For purposes of goodwill impairment testing, when the non-controlling interests were initially measured according to their relative share of the acquiree’s net assets , the carrying amount of the goodwill is adjusted according to the rate of Company holding in the cash-generating unit to which the goodwill is allocated. K. Income tax expense Income tax comprises current and deferred tax. Current tax and deferred tax are recognized in profit or loss except to the extent that they relate to a business combination, or are recognized directly in equity or in other comprehensive income to the extent they relate to items recognized directly in equity or in other comprehensive income. Note 2 - Significant Accounting Policies Current taxes Current tax is the expected tax payable (or receivable) on the taxable income for the year, using tax rates enacted or substantively enacted at the reporting date. Current taxes also include taxes in respect of prior years and any tax arising from dividends. Offset of current tax assets and liabilities Current tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities and assets, and there is intent to settle current tax liabilities and assets on a net basis or the tax assets and liabilities will be realized simultaneously. Uncertain tax positions A provision for uncertain tax positions, including additional tax and interest expenses, is recognized when it is more probable than not that the Group will have to use its economic resources to pay the obligation. Deferred taxes Deferred tax is recognized in respect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. Deferred tax is not recognized for the following temporary differences : ● The initial recognition of goodwill, ● The initial recognition of assets and liabilities in a transaction that is not a business combination and that affects neither accounting nor taxable profit or loss, ● Differences relating to investments in subsidiaries, joint arrangements and associates, to the extent that the Group is able to control the timing of the reversal of the temporary difference and it is probable that they will not reverse in the foreseeable future, either by way of selling the investment or by way of distributing dividends in respect of the investment The measurement of deferred tax reflects the tax consequences that would follow the manner in which the Group expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities. For investment property that is measured at fair value, there is a rebuttable presumption that the carrying amount of the investment property will be recovered through sale . Deferred tax is measured at the tax rates that are expected to be applied to temporary differences when they reverse, based on the laws that have been enacted or substantively enacted by the reporting date . A deferred tax asset is recognized for unused tax losses, tax benefits and deductible temporary differences, to the extent that it is probable that future taxable profits will be available against which they can be utilized. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefit will be realized . Note 2 - Significant Accounting Policies Deferred tax assets that were not recognized are reevaluated at each reporting date and recognized if it has become probable that future taxable profits will be available against which they can be utilized. Offset of deferred tax assets and liabilities Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities and assets, and they relate to income taxes levied by the same tax authority on the same taxable entity, or on different tax entities, but they intend to settle current tax liabilities and assets on a net basis or their current tax assets and liabilities will be realized simultaneously. Additional tax on dividend distribution The Group may be required to pay additional tax if a dividend is distributed by Group companies. This additional tax was not included in the financial statements, since the policy of the Group companies is to not distribute a dividend which creates an additional tax liability for the recipient company in the foreseeable future. In cases where an investee company expects to distribute a dividend from profits involving additional tax for the Company, the Company creates a tax provision in respect of the additional tax it may be required to pay in respect of the dividend distribution. Additional income taxes that arise from the distribution of dividends by the Company are recognized in profit or loss at the same time that the liability to pay the related dividend is recognized. Inter-company transactions Deferred tax in respect of inter-company transactions in the consolidated financial statements is recognized according to the tax rate applicable to the buying company. L. Employee benefits Post-employment benefit plans – defined contribution plan The Group has a defined contribution plan in respect of the Company’s liability to pay the savings component of provident funds and in respect of those of its employees who are subject to Section 14 of the Severance Pay Law – 1963. Defined contribution plans A defined contribution plan is a post-employment benefit plan under which an entity pays fixed contributions into a separate entity and has no legal or constructive obligation to pay further amounts. Obligations for contributions to defined contribution pension plans are recognized as an expense in profit or loss in the periods during which related services are rendered by employees. Contributions to a defined contribution plan that are due more than 12 months after the end of the period in which the employees render the service are discounted to their present value. Note 2 - Significant Accounting Policies M. Financing income and expenses Financing income comprises interest income on funds invested, dividend income, gains on changes in the fair value of financial assets at fair value through profit or loss, foreign currency gains, net gains on disposal of an investment in a debt instrument measured at fair value through other comprehensive income, gains on hedging instruments that are recognized in profit or loss and the reclassification of net gains and losses previously recognized in other comprehensive income on cash flow hedges of foreign currency and interest rate risks for borrowings. Financing expenses comprise interest expense on borrowings, changes in time value of provisions and deferred consideration, changes in the fair value of contingent consideration from a business combination, changes in the fair value of financial assets at fair value through profit or loss, net losses on disposal of an investment in a debt instrument measured at fair value through other comprehensive income, impairment losses on financial assets (other than losses on impairment of trade receivables, other receivables and contract assets that are presented in a separate item) and losses on hedging instruments that are recognized in profit or loss. Foreign currency gains and losses on financial assets and financial liabilities are reported on a net basis as either financing income or financing expenses depending on whether foreign currency movements are in a net gain or net loss position. N. Transactions with controlling shareholder Assets and liabilities included in a transaction with a controlling shareholder are measured at fair value on the date of the transaction. As the transaction is on the equity level, the Company includes the difference between the fair value and the consideration from the transaction in its equity. O. Financial instruments 1. Financial assets Financial assets are measured on the date of initial recognition at fair value plus transaction costs which are directly attributable to the acquisition of the financial asset, except in case of a financial asset measured at fair value through profit or loss, for which the transaction costs are carried to the statement of income. The Company classifies and measures the debt instruments in its financial statements based on the following criteria: (A) The Company’s business model for the management of financial assets; and (B) The characteristics of the financial asset’s contractual cash flows. Most of the Company’s financial assets are classified as Financial assets measured at fair value through profit or loss Note 2 - Significant Accounting Policies 2. Impairment of financial assets The Company evaluates, on each reporting date, the loss provision in respect of financial debt instruments which are not measured at fair value through profit or loss. The Company distinguishes between two situations involving recognition of a loss provision; A) Debt instruments whose credit quality has not significantly deteriorated since the initial recognition date, or cases involving low credit risk - the loss provision which will be recognized in respect of that debt instrument will take into account expected credit loss during the 12 month period after the reporting date; or B) Debt instruments whose credit quality has significantly deteriorated since the initial recognition date, and cases involving credit risk which is not low - the loss provision which will be recognized will take into account expected credit losses throughout the instrument’s remaining lifetime. The Company applies the expedient which was determined in the standard, according to which it assumes that a debt instrument’s credit risk has not significantly increased since the initial recognition date if it was determined, on the reporting date, that the instrument’s credit risk is low, for example, when the instrument has an external rating of “investment grade”. Impairment in respect of debt instruments which are measured at amortized cost is carried to the statement of income against a provision, while impairment in respect of debt instruments which are measured at fair value through other comprehensive income is carried against a capital reserve, and does not reduce the carrying amount of the financial asset in the statement of financial position. The Company has financial assets with short credit periods, such as trade receivables, to which it is entitled to apply the expedient specified in the model, i.e., the Company will measure the loss provision in an amount equal to the expected credit losses throughout the instrument’s entire lifetime. The Company chose to adopt the expedient in respect of those financial assets. 3. Financial liabilities measured at amortized cost On the date of initial recognition, the Company measures the financial liabilities at fair value less transaction costs which are directly attributable to the issuance of the financial liability. Following initial recognition, the Company measures all financial liabilities at amortized cost using the effective interest method, except for financial liabilities at fair value through profit or loss. Note 2 - Significant Accounting Policies 4. Derecognition of financial liabilities The Company derecognizes a financial liability when and only when it has been settled, canceled or has expired. A financial liability is extinguished when the debtor has settled the liability by cash payment, through other financial assets, through goods or services, or has been legally released from the liability. In case of changes to the terms of an existing financial liability, the Company evaluates whether the terms of the liability differ significantly from the current terms. When a significant change is made to the terms of an existing financial liability, the change is treated as derecognition of the original liability, and recognition of the new liability. The difference between the aforementioned two liabilities in the financial statements is credited to the statement of income. In case the change is immaterial, the Company updates the amount of the liability, by discounting the new cash flows using the original effective interest rate, while the differences are carried to the statement of loss and comprehasive loss. When evaluating whether the case involves a significant change to the terms of an existing liability, the Company takes into account qualitative and quantitative considerations. P. Fair value measurement Fair value is the price which would be received upon the sale of an asset, or the price which would be paid upon the transfer of a liability, in an ordinary transaction between market participants on the measurement date. The measurement of fair value is based on the assumption that the transaction will be executed in the main market of the asset or liability in question, or in lieu of a main market, in the most advantageous market. The fair value of an asset or liability is measured according to assumptions which market participants would use when pricing the asset or liability, assuming the market participants are working in favor of their own economic interests. Note 2 - Significant Accounting Policies The Group uses valuation techniques as appropriate for the circumstances, and for which sufficient obtainable data exists in order to measure fair value, while maximizing the use of relevant observable inputs, and minimizing the use of unobservable inputs. All assets and liabilities which are measured at fair value, or whose fair value was disclosed, are divided into categories in the fair value hierarchy, based on the lowest level of inputs which is significant to the measurement of fair value in its entirety: Level 1: Quoted prices (without adjustments) in an active market of identical assets and liabilities. Level 2: Inputs which are not quoted prices which are included in level 1, which are directly or indirectly observable. Level 3: Inputs which are not based on observable market data, as described in Note 6 - Biological Assets. Investments in financial assets measured at fair value through profit or loss (investments in companies in the biomed sector) are mostly performed using the OPM valuation technique (without using market data), as described in Note 10. Q. Shared-based payment Employees / other service providers of the Company are entitled to benefits in the form of the Group’s equity-settled share-based payment plans. The cost of equity-settled transactions with employees is measured according to the fair value of the equity instrument on the grant date. The fair value is established using a generally accepted options pricing model. The cost of equity-settled transactions is recognized in the statement of income along with the corresponding increase in equity over the period when the terms of performance and/or the service are fulfilled, and ends on the date when the relevant employees become entitled to the compensation (hereinafter: the “Vesting Period”). The cumulative expense which is recognized in respect of equity-settled transactions at the end of each reporting date until the vesting date reflects the rate of passage of the vesting period, and the Group’s best estimate of the number of equity instruments that will eventually vest. The expense or income in the statement of income reflects the change between the expense which accrued until the end of the reporting period, and that which accrued until the end of the previous period. When the Company makes changes to the terms of an equity-settled grant, an additional expense is recognized, beyond the original expense which was calculated in respect of the change, which increases the overall fair value of the compensation which is granted or which benefits the employee / other service provider, according to the fair value on the date of the change. Note 2 - Significant Accounting Policies R. Earnings (loss) per share The Company calculated the amounts of basic earnings (loss) per share and diluted earnings (loss)per share in respect of the profit (loss) for the year which is attributable to holders of the Company’s ordinary shares. Basic earnings (loss) per share is calculated by dividing the profit (loss) attributable to ordinary shareholders of the Company by the weighted average number of ordinary shares that were outstanding during the year. The weighted average of the number of shares which were used to calculate diluted earnings (loss) per share is the weighted average of the number of ordinary shares which was calculated for the purpose of basic earnings (loss)per share, plus the weighted average of the number of ordinary shares which would have been issued as a result of the conversion of all of the dilutive potential ordinary shares into ordinary shares. Dilutive potential ordinary shares are considered as if they had been converted to ordinary shares at the beginning of the period, or beginning on their issuance date, whichever is later. Potential ordinary shares are considered dilutive when their inclusion decreases the earnings per share from continuing operations, or increases the loss per share from continuing operations. S. Operating segments Operating segments are reported according to the same basis of internal reports that are regularly reviewed by the Company’s Chief Operating Decision Maker, who is responsible for allocating resource to the Company’s operating segments, and assessing their performance. Until August 2018, the Company was engaged in a single operating segment - investments in portfolio companies in the biomed sector. Since the date of obtaining significant influence over Canndoc Ltd., the Company has two operating segments: 1. Investments in portfolio companies in the biomed sector; 2. Investments in the medic |
Significant Accounting Estimate
Significant Accounting Estimates and Approximations | 12 Months Ended |
Dec. 31, 2021 | |
Significant Accounting Estimates And Approximations | |
Significant Accounting Estimates and Approximations | Note 3 - Significant Accounting Estimates and Approximations In the preparation of the financial statements, management is required to make use of estimates and assumptions which affect the implementation of the accounting policy and the reported amounts of assets, liabilities, income and expenses, regarding which there is a significant risk of the performance of significant adjustments to the carrying amounts of assets and liabilities during the next fiscal year. Changes in accounting estimates are applied during the period when the estimate was changed. In the process of applying the significant accounting policies in the financial statements, the Group exercised discretion and took into account considerations regarding the following matters, which have a significant impact on the amounts which were recognized in the financial statements: Determination of fair value of non-marketable financial assets - investments in companies in the biomed sector The fair value of non-marketable financial assets classified at level 3 of the fair value hierarchy (investments in stocks and options of portfolio companies in the biomed sector) is determined according to the valuation methods described in Note 10. The estimated fair value of financial instruments which are not listed for trade in an active market includes several assumptions, where any change therein, or the non-materialization thereof, could significantly affect their fair value. Determination of the fair value of biological assets and net realizable value of inventory The fair value of biological assets and the cost of inventory on the harvest date is determined based on the overall estimates of management (key assumptions - expected selling price according to the determined arrangements, completion and processing costs, percentage of mature plants), changes in assumptions used to measure fair value may affect the fair value of biological assets or the net realizable value. Goodwill For the purpose of determining whether impairment of goodwill has occurred, Company management estimates the value in use of cash-generating units to which goodwill has been allocated. For all the periods presented in these financial statements - The recoverable amount was estimated to be higher than the carrying amount of the unit, and no provision for impairment was required |
Cash and Cash Equivalents
Cash and Cash Equivalents | 12 Months Ended |
Dec. 31, 2021 | |
Cash And Cash Equivalents | |
Cash and Cash Equivalents | Note 4 - Cash and Cash Equivalents Schedule of Cash and Cash Equivalents 2021 2020 December 31 2021 2020 NIS in thousands Cash 193,214 37,888 Short term deposits 3,003 - Total cash and cash equivalents 196,217 37,888 The currencies in which balances of cash and cash equivalents are denominated, or to which they are linked, are: 2021 2020 December 31 2021 2020 NIS in thousands USD 72,497 - NIS 123,720 37,888 Total cash and cash equivalents 196,217 37,888 |
Inventory
Inventory | 12 Months Ended |
Dec. 31, 2021 | |
Schedule Of Inventory | |
Inventory | Note 5 – Inventory Inventory is comprised of finished goods of dry packaged or rolled medical cannabis and cannabis oil, as well as the outputs of processing procedures, which include, inter alia, agricultural produce which has been transferred from biological assets, where the procedure of processing into finished goods has not yet been completed. Schedule of Inventory 2021 2020 December 31 2021 2020 NIS in thousands Finished goods 39,256 7,640 Goods in process and dried inflorescence 23,057 11,409 Total inventory 62,313 19,049 |
Biological Assets
Biological Assets | 12 Months Ended |
Dec. 31, 2021 | |
Biological Assets | Note 6 - Biological Assets (1) Fair value hierarchy The table hereunder presents the biological assets that are measured at fair value, using a valuation method according to the fair value levels. Schedule of Fair Value Assets Level 1 Level 2 Level 3 Total December 31, 2021 Level 1 Level 2 Level 3 Total NIS thousands NIS thousands NIS thousands NIS thousands Biological Assets - - 5,566 5,566 Level 1 Level 2 Level 3 Total December 31, 2020 Level 1 Level 2 Level 3 Total NIS thousands NIS thousands NIS thousands NIS thousands Biological Assets - - 3,153 3,153 As stated in Note 2F above, the Company measures biological assets (level 3), which are mostly comprised of medical cannabis plants and agricultural produce, at fair value less selling costs up to the point of harvest. This value serves as the cost basis of inventory after the harvest. The Company’s biological assets are primarily comprised of medical cannabis seedlings and medical cannabis. Presented below are the changes in biological assets during the reporting period: Schedule of Changes in Biological Assets 2021 2020 NIS in thousands Balance as of January 1 3,153 1,145 Costs of growing medical cannabis plants 24,556 10,450 Change in fair value less selling costs 6,574 3,202 Transfer to inventory (28,717 ) (11,644 ) Balance as of December 31 5,566 3,153 Note 6 - Biological Assets (Cont.) Disclosure regarding assumptions which were used to estimate the net fair value of biological assets A. below are the main assumptions used: Schedule of Assumptions in Biological Assets 31/12/2021 31/12/2020 Net growing area (in thousands of square meters) 10.5 10.5 Estimate net yield as of the reporting date (tons) (1) (1) 1.6 2.1 Estimated net selling price (NIS per gram) (2) (2) 17.4 13.7 Estimated growing cycle length (in weeks) (4) (4) 13 13 Estimated growing cycle completion rate (in percent) (5) (5) 29 % 15 % Proportion of plants which do not reach the harvesting stage 8 % 8 % (1) According to the number of seedlings as of the end of the reporting period (2) According to the price range of the Company’s existing products as of the end of the reporting period (3) The Company’s estimate regarding the future rate of sales (4) In accordance with the Company’s experience, and according to the strains which exist as of the reporting date (5) By planting date vs. growing cycle length B. Below is a sensitivity analysis on the fair value of the biological assets (in NIS thousands) in respect of a 10% increase in each of the following variables: Schedule of Sensitivity Analysis of Biological Assets 31/12/2021 31/12/2020 Average selling price 673 315 Proportion of oil products 50 27 Proportion of plants which do not reach the harvesting (445 ) (394 ) |
Investments in Financial Assets
Investments in Financial Assets Measured at Fair Value Through Profit or Loss | 12 Months Ended |
Dec. 31, 2021 | |
Rental income from investment property, net of direct operating expense [abstract] | |
Investments in Financial Assets Measured at Fair Value Through Profit or Loss | Note 7 - Investments in Financial Assets Measured at Fair Value Through Profit or Loss As of December 31, 2021 and as of December 31, 2020, the Company holds 3,840,617 0.70 As of the end of the reporting period, the Controlling Shareholder holds 23.54 The fair value of these shares as of the end of the reporting period was based on the quoted share price (level 1) as XTL is a publicly traded company listed in the Nasdaq and Tel-Aviv stock exchange, see also Note 12B. The fair value and changes in securities which were classified “Financial assets measured at fair value through profit or loss” during the reporting periods was as follows: Schedule of Investment of Financial Assets 2021 2020 NIS in thousands Balance as of January 1, 376 177 Changes in fair value carried to the statement of income (46 ) 199 Balance as of December 31, 330 376 |
Investment in Subsidiaries
Investment in Subsidiaries | 12 Months Ended |
Dec. 31, 2021 | |
Investment In Subsidiaries | |
Investment in Subsidiaries | Note 8 - Investment in Subsidiaries The Company has three main subsidiaries, all in the cannabis sector: Canndoc, which is wholly owned ( 100 100 50.1 A. Acquisition of 38 On September 4, 2018, the Company acquired 38 A. Canndoc Ltd. was incorporated in March 2010, and is engaged in the field of propagating, growing and marketing medical cannabis products (IMC Medical Grade), as well as conducting studies in the field. B. Canndoc Ltd. holds a license from the Ministry of Health for growing medical cannabis and for distributing it to patients in Israel. The Company has also been certified as fulfilling the Ministry of Health’s regulation process regarding regulation and preparedness for exporting - the IMC-GAP standard, as defined and established by the Medical Cannabis Unit at the Ministry of Health, which was given to the Company, both in respect of the propagation farm, and in respect of the growing farm. As stated in Note 13, the financing for the acquisition in accordance with the agreement was provided to the Company by the Controlling Shareholder, who presented the transaction to the Company, and offered the Company to engage in the transaction. In consideration of the financing for the transaction, and subject to its completion, the Company granted to the controlling shareholder options convertible into ordinary Company shares. In consideration of the acquired interests, the Company paid a total of NIS 8,216 7,500 2.61 Additionally, on the acquisition date the Company provided an additional loan of NIS 500 5 B. Completion of the acquisition of 100 On February 11, 2019, the Company completed the acquisition of 100 Note 8 - Investment in Subsidiaries: A. Presented below is the fair value, as of the acquisition date, of the transferred consideration: Schedule of Transferred Consideration NIS in thousands Issuance of 7,931,589 107,632 Total transferred consideration 107,632 Fair value of the investment in Canndoc prior to the business combination (B) 65,968 Total 173,600 (A) The fair value of the ordinary shares which were issued as part of the consideration of the business combination was determined based on the closing price of the Company’s stock on the Tel Aviv Stock Exchange on February 11, 2019. (B) The Group recognized a gain in the amount of approximately NIS 58,808 38 B. Cash flows which arose for the Group as a result of the acquisition: Schedule of Acquisition of Cash Flows 2019 NIS in thousands Total acquisition cost 107,632 Less - non-cash consideration for Canndoc Ltd. (107,632 ) Consideration paid in cash - Plus acquired cash and cash equivalents 385 Total 385 C. Amounts recognized on the acquisition date Schedule of Amounts Recognized on Acquisition NIS in thousands Cash and cash equivalents 385 Trade and other receivables 1,051 Inventory and biological assets 7,723 Property, plant and equipment 1,791 Loan (2,146 ) Trade and other payables (1,731 ) Short term loan from related parties (716 ) Deferred tax liability (723 ) Total identifiable net assets 5,634 Note 8 - Investment in Subsidiaries: D. Goodwill The consideration which was paid in the business combination included amounts associated with the expected benefits from growth in revenue, and future developments in Canndoc’s operating market. All of the above led to the creation of goodwill in the amount of NIS 167,965 Impairment test of goodwill: The goodwill is allocated to a cash-generating unit - the cannabis segment. As of the end of the reporting period, the Company performed an impairment test of goodwill. The recoverable amount of this cash-generating unit was determined according to the fair value of the Company’s shares as of the end of the reporting period on the Tel Aviv Stock Exchange, less net financial assets and the value of the Company’s stake in XTL, Novellus and Regenera (as described in Note 7 and Note 10). C. Acquisition of 50.1 On May 14, 2020, the Company’s board of directors approved the engagement in a series of agreements for the acquisition of a 50.1 The Company allocated to some of the shareholders of Cannolam Ltd. (in a private allocation) 1,788,962 which constituted approximately 1.62% of the Company’s issued and paid-up capital (1.41% fully diluted), in consideration of 21.9% of the shares of Cannolam Ltd. Cannolam Ltd. will also be given rights to agricultural produce which will be grown in Canndoc’s (current or future facilities, including providing the right to grow on land for which Canndoc has rights of use, or alternative land in which no less than NIS 10,200 28.2 50.1 The Cannolam acquisition transaction was completed on July 1, 2020, and accordingly, its operating results were consolidated for the first time beginning on that date. A. Presented below is the fair value, as of the acquisition date, of the transferred consideration: Schedule of Transferred Consideration NIS in thousands Issuance of 1,788,962 ordinary shares of the Company (A) 6,904 Issuance of 1,788,962 6,904 Rights to agricultural produce 10,200 Shareholder’s loan (600 ) Non-controlling interests 15,655 32,159 Note 8 - Investment in Subsidiaries: (A) The fair value of the ordinary shares which were issued as part of the consideration of the business combination was determined based on the closing price of the Company’s stock on the Tel Aviv Stock Exchange on July 1, 2020. B. Net cash flow in the acquisition Schedule of Acquisition of Cash Flows NIS in thousands Consideration paid in cash - Less - acquired cash and cash equivalents 387 Total 387 C. Amounts recognized on the acquisition date in respect of assets and liabilities: Schedule of Amounts Recognized on Acquisition NIS in thousands Cash and cash equivalents 387 Trade and other receivables 1,790 Rights to agricultural produce 10,200 Inventory 237 Property, plant and equipment and right-of-use asset 3,204 Financial liabilities (2,462 ) Loan from non-controlling interest (1,296 ) Lease liability (2,039 ) Total identifiable net assets 10,021 Total identifiable net assets and liabilities 22,138 D. Goodwill The cost of the business combination embedded payment in respect of the control premium for the acquisition of Cannolam. Additionally, the consideration which was paid in the business combination included amounts associated with the expected benefits from synergy (collaboration), growth in revenue, and future developments in Cannolam’s operating market. These benefits are not recognized separately from goodwill, since the future economic benefits which are expected to arise from them are not reliably measurable. All of the above led to the recognition of goodwill in the amount of NIS 22,138 E. Non-controlling interests The total sum of non-controlling interests in Cannolam Ltd. ( 49.9% 15,655 Note 8 - Investment in Subsidiaries: F. Impact of the acquisition on the Company’s results Total revenue in the six month period ended December 31, 2020 includes approximately NIS 11,160 Additionally, total comprehensive loss for the six month period ended December 31, 2020 includes profit of approximately NIS 2,187 Had the acquisition taken place at the beginning of the twelve month period ended December 31, 2020, the Group’s total revenue would have amounted to approximately NIS 72,119 36,218 D. Subsidiaries - Other Acquisitions Details in respect of subsidiaries A. In January 2021, the Company engaged, through Cannolam, in an agreement to purchase pharmacies located in Ashdod and Herzliya. B. In March 2021, the Company acquired, through Cannolam, four pharmacies located in Dimona (51%), Tel Aviv (100%), Kfar Hasidim (100%) and Ashdod (51%). C. In May 18, 2021, the Company acquired 100% of “Pharmazone” trading house, “Doron” pharmacy and “Ahuza” pharmacy located in Raanana. D. In June 3, 2021, the Company acquired, through Cannolam, 51% of “Kineret” - pharmacy located in Kfar Saba. E. On July 6, 2021, the Company engaged in an agreement to purchase, through Cannolam, “Green-Zone” – pharmacy located in Yokneam. F. On July 6, 2021, the Company engaged in an agreement to purchase “Green-Log” - wholesaler located in Yokneam. G. On August 5, 2021, the Company engaged in an agreement to purchase “My Club” pharmacy located in “M Haderech”. H. On August 8, 2021, the Company engaged in an agreement to purchase 51% of “Club Pharm Shely” pharmacy located in Binyamina. I. On August 11, 2021, the company engaged in an agreement to purchase 3 pharmacies (“Max Pharm Rishon”, “Max Pharm Holon” and another one in Petah Tikva) and consulting center from Cannomed Medical Cannabis Industries Ltd. All of the pharmacies acquired are licensed to sell medical cannabis. Petah Tikva pharmacy is in the process of getting licensed. J. On October 20, 2021, the company engaged in an agreement to purchase 51% of “Maayan Haim” pharmacy located in Bet Dagan which has a license to sell Medical cannabis. Note 8 - Investment in Subsidiaries: Measurement of fair values Presented hereunder is information regarding the techniques the Group used to measure the fair value of the assets and liabilities recognized as a result of the business combination: A. Contingent consideration in business combination See Note 2 on financial instruments regarding measurement of the fair value of contingent consideration in a business combination. The Group has NIS 18,668 thousand of contingent considerations, of which NIS 9,613 thousand are regarded as provisional. If new information is obtained within one year from the acquisition date about facts and circumstances that existed at the acquisition date, the Group will retrospectively adjust the relevant amounts that were recognized at the time of the acquisition. B. Presented below is the fair value, as of the acquisition’s date, of the transferred consideration: Schedule of Transferred Consideration NIS in thousands Consideration paid in cash 24,304 Payable in respect of shares 17,376 Deferred consideration in cash 9,862 Contingent consideration 18,668 Non-controlling interests 1,178 Transferred consideration 71,388 C. Net cash flow in the acquisition Schedule of Acquisition of Cash Flows NIS in thousands Consideration paid in cash (24,304 ) Less - acquired cash and cash equivalents 5,210 Total (19,094 ) D. Amounts recognized on the acquisition date in respect of assets and liabilities: Schedule of Amounts Recognized on Acquisition NIS in thousands Cash and cash equivalents 5,210 Restricted cash 586 Trade and other receivables 20,452 Deferred tax assets 1,056 Inventory 22,788 Property, plant and equipment and right-of-use asset 6,267 Goodwill 329 Short term loans (699 ) Current maturities (93 ) Trade and other payable (50,670 ) Financial liabilities (3,583 ) Loan from non-controlling interest (5,119 ) Liabilities in respect of employee benefits (383 ) Lease liability (2,650 ) Total identifiable net assets (6,509 ) Note 8 - Investment in Subsidiaries: E. Goodwill The cost of the business combination embedded payment in respect of the control premium for the acquisition of The Subsidiaries. Additionally, the consideration which was paid in the business combination included amounts associated with the expected benefits from synergy (collaboration), growth in revenue, and future developments in the Subsidiaries operating market. These benefits are not recognized separately from goodwill, since the future economic benefits which are expected to arise from them are not reliably measurable. All of the above led to the recognition of goodwill in the amount of NIS 67,690 60,986 F. Non-controlling interests The total sum of non-controlling interests in the Subsidiaries which was recognized on the acquisitions date is NIS 9,043 thousand. The non-controlling interests were estimated based on their fair value. of which NIS 2,381 thousand are regarded as provisional. G. Impact of the acquisition on the Company’s results Total revenue for the consolidation period ended December 31, 2021 includes approximately NIS 54,609 Additionally, total comprehensive profit for the consolidation period ended December 31, 2021 includes profit of approximately NIS 3,153 Had the acquisition taken place at the beginning of the twelve-month period ended December 31, 2021, the total revenue of the acquired subsidiaries would have been NIS 162,164 3,068 Acquisition-related costs The group incurred acquisition-related costs of NIS 356 thousand related to legal fees and due diligence costs. these costs have been included in other expenses in the statement of income. The goodwill is attributable mainly to the skills and technical talent of the acquiree’s work force, and the synergies expected to be achieved from integrating the company into the group’s existing regular business. Note 8 - Investment in Subsidiaries: The initial accounting for the business combinations is incomplete due to the number of transactions and thus the company is still obtaining the information necessary to identify and measure items such as intangible assets. accordingly, the amounts recognized in our financial statements for these items are regarded provisional as at December 31, 2021. |
Property, Plant and Equipment a
Property, Plant and Equipment and right of use assets | 12 Months Ended |
Dec. 31, 2021 | |
Disclosure of detailed information about property, plant and equipment [abstract] | |
Property, Plant and Equipment and right of use assets | Note 9 - Property, Plant and Equipment and right of use assets Summary of Property, Plant And Equipment 2021 Computers Right-of- Machinery Buildings Total NIS in thousands Cost Balance as of January 1, 2021 904 4,996 3,391 48,274 57,565 Acquisitions as part of business combination 1,230 2,660 341 2,036 6,267 Additions during the year 1,827 19,459 4,391 8,488 34,165 Balance as of December 31, 2021 3,961 27,115 8,123 58,798 97,997 Less accumulated depreciation Balance as of January 1, 2021 160 869 527 2,539 4,095 Additions during the year 569 2,277 831 3,716 7,393 Balance as of December 31, 2021 729 3,146 1,358 6,255 11,488 Property, plant and equipment, net, as of December 31, 2021 3,232 23,969 6,765 52,543 86,509 2020 Computers Right-of-use asset Machinery Buildings Total NIS in thousands Cost Balance as of January 1, 2020 426 2,957 1,677 27,932 32,992 Acquisitions as part of business combination 276 2,039 - 889 3,204 Additions during the year 202 - 1,714 19,453 21,369 Balance as of December 31, 2020 904 4,996 3,391 48,274 57,565 Less accumulated depreciation Balance as of January 1, 2020 71 246 138 387 842 Additions during the year 89 623 389 2,152 3,253 Balance as of December 31, 2020 160 869 527 2,539 4,095 Property, plant and equipment, net, as of December 31, 2020 744 4,127 2,864 45,735 53,470 |
Investment in Assets Measured a
Investment in Assets Measured at Fair Value through Profit or Loss | 12 Months Ended |
Dec. 31, 2021 | |
Investment In Assets Measured At Fair Value Through Profit Or Loss | |
Investment in Assets Measured at Fair Value through Profit or Loss | Note 10 - Investment in Assets Measured at Fair Value through Profit or Loss The Company’s investments in biomed companies are revalued at fair value through profit and loss. The fair value is determined according to valuations, which are mostly performed using the OPM method. Schedule of Investment in Assets Measured at Fair Value through Profit or Loss 2021 2020 December 31 2021 2020 NIS in thousands Fair value of the investment in Regenera (A) - - Fair value of the investment in Novellus (B) 1,600 3,141 Fair value of the investment in Cavnox (C) 965 - Fair value of the investment 2,565 3,141 A. Regenera Pharma Ltd (“Regenera”) In 2015, the Company signed an investment agreement with Regenera Pharma Ltd. (hereinafter: “Regenera”), an Israeli private company in the biomed sector, which is engaged in the research and development of innovative treatment methods for tissue restoration in the human body. On May 22, 2019, the Company completed the sale of 105,833 1.35 1.27 12 The preferred shares and derivative instruments are presented in the balance sheet under the item for the investment in Regenera - financial assets measured at fair value through profit or loss and classified at level 3, as described in Note 12B. On April 30, 2020, the Company’s board of directors discussed a notice which was received from Regenera, in which it was stated that in light of weak clinical results from an optic nerve trial, and an adjustment to the trial protocol, Regenera intends to raise a total of approximately USD 3 The Company chose not to participate in the rights issue, and accordingly, on May 18, 2020, the Company was informed that Regenera had completed the raising through a private allocation to some of the current shareholders, whereby in Stage A the investors provided a total of approximately USD 1.3 2 As a result the completion of the raising, the Company’s stake in Regenera was diluted from 11.76 9.33 7.85 Note 10 - Investment in Assets Measured at Fair Value through Profit or Loss: On September 29, 2020, the Company was informed that Regenera’s board of directors had resolved to discontinue Regenera’s activity. In light of the information which the Company received, the Company wrote off the value of its stake in Regenera. B. NovellusDX Ltd. (“Novellus”) B.1. Contractual agreement with NovellusDX Ltd. In 2015 the Company signed an investment agreement together with the Pontifax Venture Capital and additional investors, for an investment of approximately USD 10 Novellus is developing an innovative technology which is intended to significantly improve the results of treatment of patients suffering from various types of cancer, using designated biological drugs (hereinafter: the “Product”). Under the agreement, the Company will invest a total of USD 2.5 1.25 1.25 390,930 312,734 7.994 B.2. Successful achievement of milestone Novellus achieved the milestone in 2016, and accordingly, the Company transferred the second payment in accordance with the agreement, in the amount of USD 1.25 195,465 156,367 B.3. Stake: As of December 31, 2021, the Company’s stake in Novellus is approximately 0.76 0.6 B.4. Value of the Company’s holding in Novellus: In September 2020, a capital raising round of approximately USD 56 million was completed. The Company undertook to provide a total of approximately USD 500 thousand, in three milestones. As of December 31, 2021, and 2020 the Company has invested a total of approximately USD 88 and USD 181 thousand, respectively. Following the raising, the Company’s stake in Novellus is 0.72 %. As of December 31, 2021, The total investment amounts to NIS 1,600 thousand. Note 10 - Investment in Assets Measured at Fair Value through Profit or Loss: C. Cavnox Ltd. (“Cavnox”) In October 2021, the Company signed an investment agreement with Cavnox Ltd. (hereinafter: “Cavnox”), a private Israeli company that was established on the basis of knowledge developed at the Technion Institute for Research and Development Ltd. which relates to cannabis-based treatment for various types of cancer. Cavnox plans to operate in two parallel clinical channels: 1. The first and immediate clinical channel is the medical cannabis route in Israel on the extraction of a cannabis strain that includes within it the molecules relevant to the treatment of the selected indication. Cavnox is currently advancing in the construction of the clinical trial in this channel for the treatment of chronic lymphocytic leukemia (CLL) with a mutation in the Notch gene. 2. The second clinical channel is a pharmaceutical route which Cavnox will not use a cannabis strain extract that contains the relevant molecules but will develop a dedicated formulation that includes only the relevant molecules when Cavnox intends to use synthesized molecules as is customary in the pharma worlds. The Company invested in Cavnox a total of USD 300 |
Receivables and Payables
Receivables and Payables | 12 Months Ended |
Dec. 31, 2021 | |
Trade and other receivables [abstract] | |
Receivables and Payables | Note 11 - Receivables and Payables Schedule of Trade Receivables A. Trade receivables: 2021 2020 December 31 2021 2020 NIS in thousands Open accounts * * 14,532 9,602 Credit cards receivable 3,788 3,414 Provision for doubtful debts (913 ) (550 ) Trade receivables 17,407 12,466 * For additional information, please see Note 12A(2) regarding factoring. Schedule of Other receivables B. Other receivables: 2021 2020 December 31 2021 2020 NIS in thousands Institutions 2,535 710 Prepaid expenses 4,979 452 Prepayments to suppliers 8,140 337 Loan to non-related parties 4,680 1,643 Receivables revenue 1,187 - Others 11,723 538 Other Receivables 33,244 3,680 Note 11 - Receivables and Payables Schedule of Other Payables C. Other payables: 2021 2020 December 31 2021 2020 NIS in thousands Accrued expenses 5,959 3,429 Institutions 4,884 1,309 Deferred revenues 2,901 1,166 Short term Lease liability 3,307 732 Advanced payments 3,990 - Payables due to acquisitions 9,862 - Others 10,147 2,801 Other Payables 41,050 9,437 |
Financial Instruments and Manag
Financial Instruments and Management of Financial Risks | 12 Months Ended |
Dec. 31, 2021 | |
Disclosure of detailed information about financial instruments [abstract] | |
Financial Instruments and Management of Financial Risks | Note 12 - Financial Instruments and Management of Financial Risks A. Financial risk factors The Company’s activity exposes it to various financial risks, such as market risks (foreign currency risk, interest rate risk and price risk), credit risk and liquidity risk. The Company’s overall risk management plan focuses on activities to minimize possible negative effects on the Company’s financial performance. 1) Market risks: A. Foreign currency risk The carrying amounts of the Group’s financial assets and liabilities which are denominated in foreign currency are as follows: Disclosure of Foreign Currency Financial Assets and Liabilities 2021 2020 2021 2020 Assets Liabilities As of December 31 As of December 31 2021 2020 2021 2020 NIS in thousands NIS in thousands NIS in thousands NIS in thousands Cash - USD 72,497 - - - Investment in Novellus - USD 1,600 3,141 - - Investment in Cavnox - USD 965 - - - Investment - USD Other receivables - USD 7,464 - - - B. Price risk The Company has invested in marketable shares listed on a stock exchange (XTL), which are classified as financial assets in respect of which the Group is exposed to risk due to volatility in the security’s price, which is determined based on market prices on the Stock Exchange. The balance of these investments in the financial statements as of December 31, 2021 is NIS 330 Note 12 - Financial Instruments and Management of Financial Risks: 2) Credit risk Cash and cash equivalents: Credit risk arises in respect of cash and cash equivalents. The Company engaged with banking corporations which have been given minimum independent ratings of AA. Customer debt: The terms of customer credit are up to end of month + 90 days 36 3% 3) Liquidity risk: The Company evaluates the risk of cash shortage using monthly budgets. The following table presents the repayment periods of the Group’s financial liabilities, in accordance with their contractual terms, by undiscounted amounts (including payments in respect of interest): As of December 31, 2021: Schedule of Financial Liabilities Contractual Terms, by Undiscounted Amounts Up to one One year Total NIS in thousands Credit from banking corporations ** ** 70,560 11,877 82,436 Trade payables and other payables 102,217 - 102,217 Lease liability (1) (1) 3,307 21,371 24,678 Short term loan from related party (Note 13B) 173 1,625 1,798 Total financial liabilities undiscounted amount 176,257 34,872 211,129 ** The Company is in compliance with the required financial covenants. Therefore, the liabilities are presented under non-current liabilities Note 12 - Financial Instruments and Management of Financial Risks: As of December 31, 2020: Up to one One year Total NIS in thousands Credit from banking corporations 355 388 743 Trade payables and other payables 27,329 - 27,329 Lease liability (1) (1) 899 3,500 4,399 Short term loan from related party (Note 13B) 166 241 407 Total financial liabilities undiscounted amount 28,749 4,129 32,878 (1) The company has lease agreements for the company’s offices in Herzliya and for the pharmacies located throughout Israel. The term of the lease agreements ends between 2025 - 2036 , depending on the location. B. Disclosure of fair value The following table presents the Company’s financial assets and financial liabilities which are measured at fair value as of December 31, 2021: Schedule of Financial Assets measured in Fair Value Level 1 Level 2 Level 3 Total NIS in thousands Assets: Financial assets measured at fair value through profit or loss: Investments in investees - - 2,565 2,565 Investment in XTL stocks 330 - - 330 Total assets 330 - 2,565 2,895 The following table presents the Company’s financial assets and financial liabilities which are measured at fair value as of December 31, 2020: Level 1 Level 2 Level 3 Total NIS in thousands Assets: Financial assets measured at fair value through profit or loss: Investments in investees - - 3,141 3,141 Investment in XTL stocks 376 - - 376 Total assets 376 - 3,141 3,517 Note 12 - Financial Instruments and Management of Financial Risks: Financial assets The Company has investments in investees measured at fair value through profit or loss. The fair value of the investments in these investees as of December 31, 2021 amounted to a total of NIS 2,895 In accordance with the valuation of the investment, the fair value of shares was estimated according to the options pricing model (OPM). In this method, the investment in each series of shares is likened to a call option, where the rights of the share series with priority for that investment represents an exercise price. For details regarding the fair value of the investment in XTL shares, see Note 7 Changes in financial instruments whose fair value measurement was classified at level 3: Schedule of Financial Assets Measured at Fair Value through Profit or Loss Financial assets measured 2021 2020 NIS in thousands Opening balance 3,141 39,910 Investment (sale) of assets measured at fair value through profit or loss 1,246 626 Profit (loss) which was recognized in the statement of income (1,822 ) (37,395 ) Closing balance 2,565 3,141 C. Sensitivity analysis to changes in market factors: The following table specifies the sensitivity to an increase or decrease of 1.5% in the relevant exchange rate. This metric represents the estimate of management regarding reasonably possible changes to the exchange rate. The sensitivity analysis includes current balances of monetary items denominated in foreign currency, and adjusts the translation thereof at the end of the period to a change of 1.5% in foreign currency rates. Schedule of Sensitivity Analysis in Profit or Loss in Foreign Currency Impact of the USD Impact of the EUR As of December 31 As of December 31 2021 2021 NIS in thousands NIS in thousands Profit or loss 1,087 - Note 12 - Financial Instruments and Management of Financial Risks: Sensitivity tests and main assumptions The selected changes to the relevant risk variables, as presented in Note 10, were determined in accordance with the estimates of management regarding reasonably possible changes to those risk variables. The Company performed sensitivity tests to main market risk factors which could affect the reported operating results or financial position. The sensitivity tests present profit or loss and/or the change in capital (before tax) for each financial instrument in respect of the relevant risk variable which was chosen for it, as of each reporting date. The evaluation of risk factors was performed based on the significance of the exposure of the operating results or financial position in respect of each risk factor, with reference to the functional currency, and assuming that all other variables remain unchanged. The risk tests in respect of marketable investments for which quoted market prices (stock exchange prices) are available were based on possible changes in those market prices. |
Transactions with Related Parti
Transactions with Related Parties | 12 Months Ended |
Dec. 31, 2021 | |
Disclosure of transactions between related parties [abstract] | |
Transactions with Related Parties | Note 13 - Transactions with Related Parties A. Loans from controlling shareholder On December 23, 2015, the Company entered into an agreement with Mr. Alexander Rabinovitch, the Company’s controlling shareholder, under which Mr. Rabinovitch undertook to provide to the Company, independently or through a company under his control, a total amount of USD 1.25 As part of the foregoing engagement, the Company undertook that in case it has not repaid the line of credit by the foregoing repayment date, the line of credit will be converted by way of an allocation of ordinary Company shares with no par value, as part of a rights issuance to Company shareholders, which will be performed by the Company within 6 months after the repayment date. In case the foregoing rights issuance is not executed, for any reason whatsoever, the Company will be obligated to repay the line of credit on a date which will be agreed upon between the parties. The foregoing line of credit was given under eligible transaction conditions - i.e., the amount of the loan / guarantee will not accrue interest or linkage differentials. At the Company’s request, on March 6, 2016 Mr. Rabinovitch provided a loan to the Company in the amount of USD 750 On December 25, 2016, the Company signed an agreement with the controlling shareholder, according to which the line of credit and the loan, which were due to expire on December 22, 2016, would be extended until December 22, 2017. In November 2017, the Company signed an agreement with the controlling shareholder regarding an additional extension until December 22, 2018. On January 16, 2017, the Company reported that it had withdrawn an additional USD 250 1 250 Note 13 - Transactions with Related Parties: The fair value of the loan was estimated based on the expected cash flows in respect of the loan, discounted by the interest rate which the Company would have been required to pay on a similar loan under market conditions, as estimated by an independent external valuer. The loan was initially recognized on December 23, 2015, at a fair value of USD 649 20% 619 21.11% On January 16, 2017, an additional loan in the amount of USD 250 211 20.1% 1 828 18.9% In December 2018, it was agreed with the controlling shareholder that the repayment date will be March 31, 2019. During the year, it was decided to extend the repayment date until no later than December 31, 2019. On the extension date, the Company recognized a capital reserve in the amount of NIS 598 386 On June 24, 2018, the Company reported an agreement for the acquisition of Canndoc shares. The acquisition was financed by the provision of a credit facility, which was provided to the Company by the Company’s controlling shareholder. The consideration in the amount of NIS 9,000 7,786 1,214 8,570,000 The par value of the loan bears annual interest in NIS, calculated annually, according to the minimum interest rate prescribed in section 3J of the Israeli Income Tax Ordinance ( 2.61% On April 30, 2020 an extension was approved for the two controlling shareholder loans until July 2020, and on June 30, 2020, an (additional) extension was approved until October 2020. The shareholder’s loans were fully repaid on October 22, 2020. B. Loans from related party Following the acquisition of Canndoc and the appointment of Mr. Avner Barak as a director in the Company, a loan of Mr. Avner Barak to Canndoc in the amount of NIS 718 2.62% 15 17 24 249 Note 13 - Transactions with Related Parties: Cannolam and other acquisitions has a loan to shareholders that were as of the date of acquisition, the balance of the loan as of December 31, 2021 is NIS 1,203 2.62% C. Sublease agreement with companies related to the related party The subsidiary Canndoc leases an office floor, and subleases part of the floor to three companies related to the controlling shareholder. Revenue of NIS 229 and thousand was recorded in 2021 financial statements as well as in 2020. |
Lease liability
Lease liability | 12 Months Ended |
Dec. 31, 2021 | |
Lease liabilities [abstract] | |
Lease liability | Note 14 - Lease liability Maturity analysis of the Group’s lease liabilities Schedule of Maturity Analysis of Lease Liabilities December 31, 2021 NIS thousands Less than one year 3,307 One to five years 3,723 More than five years 17,648 Total 24,678 Current maturities of lease liability 3,307 Long-term lease liability 21,371 Amounts recognized in profit or loss Schedule of Recognized Profit or Loss 2021 2020 2019 NIS thousands NIS thousands NIS thousands Interest expenses on lease liability 480 64 189 Variable lease payments not included in the measurement of the lease liability 2,574 546 - Total 3,054 610 189 |
Taxes on Income
Taxes on Income | 12 Months Ended |
Dec. 31, 2021 | |
Taxes on Income | Note 15 - Taxes on Income A. Tax rates applicable to the Company The corporate tax rate has been 23% B. Tax assessments In accordance with the agreement with the tax authorities, the Company has tax assessments that are considered as final up to and including the tax year 2020. C. Carryforward tax losses and other temporary differences The Company has business losses and capital losses for tax purposes which are carried forward to future years and which amount to, as of December 31, 2021, a total of approximately NIS 88,857 thousand. D. Deferred taxes The Company recorded deferred tax in the amount of NIS 3,514 thousand in respect of the balance of carryforward loss. (1) Recognized deferred tax assets and liabilities Deferred taxes are calculated according to the tax rate anticipated to be in effect on the date of reversal as stated above. Note 15 - Taxes on Income: (Cont.) The movement in deferred tax assets and liabilities is attributable to the following items: Schedule of Deferred Tax Assets and Liabilities Balance of deferred tax asset 2,904 Deferred tax asset liability, beginning balance 2,904 (liability) as at January 1, 2021 Changes recognized in biological assets (1,280 ) Changes recognized in other 306 Business combinations (see Note 8) 1,090 Balance of deferred tax asset (liability) as at December 31, 2021 3,020 Deferred tax asset liability, ending balance 3,020 E. Current taxes The Company recorded a provision for current taxes in the amount of NIS 10,467 thousand. F. Taxes on income which are included in the statements of profit or loss. For the year ended December 31 Schedule of Components of Taxes 2021 2020 2019 NIS in NIS in NIS in Current tax (income) expense 10,467 636 - Deferred tax (income) 974 (2,904 ) (673 ) Total tax (benefit) expense 11,441 (2,268 ) (673 ) G. A reconciliation between the theoretical tax on earnings before income and tax expenses For the year ended December 31 Schedule of Reconciliation Between Tax on Earnings Before Income and Tax Expenses 2021 2020 2019 NIS in thousands Loss (Profit) before taxes on income (18,734 ) 38,308 6,566 tax rate 23 % 23 % 23 % Total tax benefit (expense) at applicable tax rate (4,309 ) 8,811 1,510 Nondeductible (losses) gains on financial assets ( 419 ) ( 8,555 ) 18,390 Nondeductible Share-based payment ( 1,484 ) (2,302 ) ( 15,648 ) Tax losses for which deferred taxes were not created ( 2,709 ) (217 ) (4,906 ) Other permanent differences (2,520 ) ( 5 ) (19 ) Income tax benefit (expense) (11,441 ) 2,268 673 |
Commitments, Charges and Contin
Commitments, Charges and Contingent Liabilities | 12 Months Ended |
Dec. 31, 2021 | |
Disclosure of contingent liabilities [abstract] | |
Commitments, Charges and Contingent Liabilities | Note 16 - Commitments, Charges and Contingent Liabilities A. Loan from the Company’s controlling shareholder See Note 13 above. B. Engagements 1. Canndoc has an advanced propagation and growing facility which is located in Kibbutz Beit HaEmek, in which it develops and grows a wide variety of unique strains of medical cannabis (hereinafter: the “Northern Facility”). As of the reporting date, the northern facility is spread over an area of approximately 5 dunams, whereby Canndoc has the right of first refusal regarding an option to expand the area of the northern facility to a total area of approximately 16 dunams. The northern facility includes a greenhouse for propagating, growing and florescence, as well as a processing facility and operational areas. During the reporting period, Canndoc performed extension, upgrade and adjustment works on the northern facility, for the purpose of ensuring the northern facility’s compliance with the high-quality standards required to export from Israel and adjusting the quality of the products to the level required in Israel and in the target countries. The performance of the upgrade works was concluded in the fourth quarter of 2019; On May 21, 2020, an addendum to the agreement was signed, which formalized, inter alia, the investment in the Company’s facility in Beit HaEmek. As of the publication date of the report, the suspensory conditions for the fulfillment of the agreement have not yet been met. In Kibbutz Beit HaEmek, as of December 31, 2021 the Company had approximately NIS 10 million in Property, plant and equipment, net, in respect of facilities that are used by the activity. Held inventory and biological assets of approximately NIS 1 million, with immaterial amount of liabilities that are directly attributed to the activity. During the reporting period the activity generated revenue of approximately NIS 2 million and generated a net loss of approximately NIS 1 million ( 30% of these results is attributable to Kibbutz Beit HaEmek). 2. On April 23, 2019, Canndoc signed a binding agreement with an Israeli corporation which holds agricultural areas in Kibbutz Nir Oz, in the Western Negev, for the construction of a production complex with maximum production potential of up to 88 tons of medical cannabis per year, which will operate in addition to the northern facility (hereinafter: the “Southern Site”). During 2020, the Company completed the investment in the construction of facilities for the purpose of growing and production of inventory. On May 26, 2020, Canndoc announced the receipt of a license from the medical cannabis unit at the ministry of health (the “medical cannabis unit”), for the engagement in and holding of a dangerous drug, in accordance with sections 6 and 7 of the dangerous drugs ordinance (new version), 5733-1973, for the propagation and growing of cannabis plants, and the processing of inflorescence and plants under imc-gap quality conditions, in Canndoc’s growing facility in southern Israel (hereinafter: the “southern site”), in a commercial scope of approximately 24,500 plants in parallel, as set forth in the growing license (hereinafter: the “growing license”). In accordance with the standard practice, the license is conditional on completing the construction of a post-harvest processing facility, and receipt of full imc-gap certification. Note 16 - Commitments, Charges and Contingent Liabilities On December 24, 2020, Canndoc announced that it had received a permanent license from the medical cannabis unit. During the reporting year of the financial statements, Canndoc has begun commercial growing in the southern facility. In Kibbutz Nir-Oz, as of December 31, 2021 the Company had approximately NIS 50 12 During the reporting period the activity generated revenue of approximately NIS 22 2 26% C. Contingent liabilities A. On August 19, 2019, a motion was filed with the District Court of Tel Aviv-Yafo against 17 companies which are engaged in the medical cannabis production and growing segment, or which hold plants for the production of cannabis products, including Canndoc, to approve a claim as a class action (the “Motion”), asserting the provision of drugs to patients in poor condition (as alleged in the motion), in a manner which constitutes prohibited discrimination, as stated in the Equal Rights for Persons with Disabilities Law, 5758-1998, as well as activities within the framework of a restrictive arrangement, in a manner which breaches the provisions of the Economic Competition Law, 5748-1988 due to the allegedly defective marking of the product components, while restricting the quantity and/or quality and/or type of the provided services. The claimed sum amounts to NIS 686 On July 14, 2021, The Court recommended that the parties negotiate independently in order to avoid litigation, and if negotiations fail, then begin mediation proceedings. The parties agreed to follow the Court’s recommendations. The negotiations between the parties have not yet begun. On March 14, 2022 the applicant filed a request to amend the application fo approval of a class action (“the request for amendment”), A copy of the amended request for the approval a class action was not attached to the request for amendment. The judge has disqualified herself from hearing the case, and therefore, the case will be redirected. As of the reporting date, the Company is unable to estimate the eventual chances of the claim, insofar as the motion to approve is approved as a class action. In light of the above, a provision in respect of the motion was not included in the Company’s financial statements. B. On May 25, 2020, a motion was filed with the District Court of Tel Aviv-Yafo to approve a class action against the Company and its directors and officers, in which the petitioner’s main assertion is that the Company allegedly breached its obligation to report to the public, by the required date Note 16 - Commitments, Charges and Contingent Liabilities C. and in the required scope of the disclosure (as alleged), events and developments which affected the value of Regenera. The Company rejects the assertions in the motion, and emphasizes that its reports are submitted in accordance with the law. In October 2020 the Company filed a response to the motion in accordance with the provisions of the law. In January 2021, a preliminary hearing regarding the motion was held in court, and on March 8, 2021, the Court decided to appoint an export to determine the class and the damage. In consideration of the very preliminary stage of the proceedings, it is not currently possible to estimate the chances of the motion to approve. In light of the above, a provision in respect of the motion was not included in the Company’s financial statements. D. On December 8, 2020, a third party with whom Canndoc is engaged in a medical cannabis growing agreement (hereinafter: the “Plaintiff” and the “Agreement”, respectively) filed with the Magistrate’s Court of Kfar Sabba a summary procedure claim in the amount of NIS 2,271,310 |
Equity
Equity | 12 Months Ended |
Dec. 31, 2021 | |
Equity | Note 17 – Equity A. Composition of share capital: Schedule of Composition of Share Capital December 31 December 31 2021 2020 2021 2020 Registered Issued and paid-up Ordinary shares with no par value ** 100,000,000 44,951,295 45,133,945 26,941,705 ** On April 8, 2021, the Company effectuated a reverse split of its ordinary shares in ratio of 1-for-4.44926 On September 27, 2016, the Company completed a transaction in which the Company acquired from Bamot 240,203 0.01 5,500,000 1,000,000 1 three years Note 17 – Equity B. On November 9, 2016, the Company reported the signing of two investment agreements in the total amount of NIS 6,750 1,750 12,053,571 0.56 One investment agreement was signed vis-à-vis the controlling shareholder, in accordance with the meeting’s approval on November 3, 2016, as specified above, and an additional investment agreement was signed vis-à-vis Altshuler Shaham Mutual Fund Management Ltd. (hereinafter: “Altschuler Funds”), regarding an investment, in identical conditions, of NIS 3,900,000 1,008 6,964,286 0.56 In case, during the 12 month period after the transaction closing date, the Company performs a capital raising, including through a private allocation, at a price per share which will be lower than a price per share of NIS 0.56 0.56 In any case, no shares whatsoever will be allocated at a price less than NIS 0.3 On November 17, 2016, the Stock Exchange notified the Company of the receipt of approval for the allocation of the aforementioned shares, and on November 21, 2016 the Company announced the closing of the aforementioned transactions, and receipt of the entire consideration from the controlling shareholder and from Altschuler Funds. As of the reporting date, Altschuler Funds are not related parties of the Company. On November 28, 2016, the Company reported the signing of an investment agreement with a third party, regarding the investment of NIS 1,500,000 392 2,678,571 0.56 0.56 0.56 0.3 On December 4, 2016, stock exchange notified the Company of the receipt of approval for the allocation of the aforementioned shares, and on December 5, 2016, the Company announced the closing of the transaction and the receipt of the entire consideration. C. On November 31, 2017, the Company reported the results of the public offering, according to which the Company allocated 4,250,000 2,125,000 2,083 Note 17 – Equity( D. In the shareholders’ meeting which was held on February 7, 2019, approval was received for an extraordinary private allocation of 14,291,667 17.15 62,283 E. June 23, 2019 was the deadline for exercising the options (Series 3) of the Company which had been allocated based on the shelf offering report dated November 19, 2017. Until that date, approximately 99.99% 885,415 2,675 F. 2,125,000 3,883 G. On September 1, 2019, Bamot exercised all of its options at an exercise price of NIS 1 1,000,000 H. On September 1, 2019, a consultant exercised 557,050 0.3736 557,050 I. On January 9, 2020, 54,000 5.65 J. On May 3, 2020, two consultants exercised 62,020 4 62,060 K. On May 13, 2020, a former employee of the subsidiary exercised 280,000 2.09 280,000 L. In June 2020, the Company’s audit committee and board of directors approved an allocation of Company shares, in a private allocation of shares and options, to seven institutional investors, to one additional investor, Yael Feigel, a related party, and to the Company’s controlling shareholder or to a company under his control, which will invest in the Company a total of approximately NIS 38.2 9,257,820 8,332,038 8,332,038 M. On September 17, 2020, 1,788,962 N. At the closing of the SPAC transaction, which occurred on April 23, 2021, the company issued 15,650,280 ordinary shares to subversive unitholders. See note 1C. O. On April 27, 2021, the Company issued to Mr. Alexander Rabinovich, CEO, 224,756 ** options to purchase 224,756 ** ordinary shares of Intercure. The options were granted following the General Assembly from August 2018 as part of Canndoc acquisition transaction and as approved by the Company’s general assembly on April 1, 2021 as part of the Transaction. On September 2, 2021 Mr. Alexander Rabinovich exercised 2,150,919 ** options to ordinary shares of Intercure for a total consideration of NIS 3,594 thousand. In addition, during September 2021, Mr. Alexander Rabinovich purchased in the open market 423,501 ordinary shares of Intercure. Note 17 – Equity( P. On November 2021, an employed exercised 10,103 ** options in consideration of an exercise price of NIS 18.38 ** per share. Q. During 2021, four institutional investors exercised 240,972 19.58** 240,972 R. During 2021, the Company engaged in several acquisitions as described in Note 8D. As a result of the acquisitions the company has committed to issue ordinary shares, as part of the acquisitions considerations, equal to NIS 17.3 During 2021, the Company allocated 139,966 S. Changes in share capital: 1) The Company’s registered capital as of December 31, 2021 is 1,000,000,000 2) Issued and paid-up capital Schedule of Changes in Share Capital Number of Balance as of January 1, 2021 26,941,705 Options exercised by employees 10,103 Options exercised by controlling shareholder 2,150,919 Options exercised by investors 240,972 Issuance of shares- SPAC (Note 17N) 15,650,280 Issuance of shares (Note 17R) 139,966 Balance as of December 31, 2021 45,133,945 T. Rights associated with shares: Each share gives its owner the right to participate and to vote in the general meetings (each share has one voting right), and the right to receive dividends and/or bonus shares. U. Share-based payment transactions: Expense recognized in the financial statements The expense which was recognized in the financial statements for received services is presented in the following table: Schedule of Share-based Payment Expenses For the year ended December 31 2021 2020 2019 NIS in thousands Equity-settled share-based payment plans 6,452 10,008 68,036 Total expenses recognized from share-based payment transactions 6,452 10,008 68,036 Note 17 – Equity( V. Options plan : On March 31, 2015, the Company’s board of directors resolved to adopt a new plan for the allocation of shares and options to employees, directors and consultants (the “2015 Options Plan”). Presented below are the main terms of the 2015 options plan: ● In accordance with the 2015 options plan, options or shares will be allocated to the Company’s employees in accordance with section 102 of the Income Tax Ordinance (New Version), 5721-1961 (hereinafter: the “Income Tax Ordinance”), in accordance with the trustee track or the non-trustee track. Options will be allocated to consultants, service providers, controlling shareholders or any other entity other than Company employees in accordance with section 3(I) of the Income Tax Ordinance only. ● The exercise price of each share option will be determined by the board of directors in its exclusive discretion, in accordance with the provisions of the law, and subject to guidelines which will be recommended by the committee from time to time. On August 31, 2020, the Company’s board of directors authorized management to take action to offer a total of up to 4,303,356 options to an officer (the Company’s CFO) and to Canndoc employees, which constitute 3.6% of the Company’s shares (as of the approval date of the financial statements), as part of an outline for offering securities to employees (hereinafter: the “Outline”). Each of the options will be exercisable into one ordinary Company share with no par value, for a period of up to 4 years , and a vesting period of 15 quarters On January 26, 2021, the Company’s board of directors approved, subject to the publication and approval of the outline, the allocation of 3,831,949 options to the officer and to 19 Canndoc employees. The outline was completed, and the options were allocated, on March 15. On August 30, 2021, the Company’s board of directors authorized management to offer a total of up to 340,170 options to an officer (the Company’s CFO), 5 Canndoc employees and 2 consultants, which constitute 0.8% of the Company’s shares Note 17 – Equity( Characteristics and scope of share-based payment arrangements during the period: During the period ended December 31, 2021, the Company had share-based payment arrangements as described below: Schedule of Share-based Payment Arrangements Grant date 26/01/2021 ** 30/08/2021 Number granted 861,255 340,170 Original contract duration 4 4 Vesting immediate 6 % 6 % Vesting period - rest 48 48 Exercise price (NIS) 18.38 20.16 Economic value of all options (B&S) as of the grant date (NIS in thousands) 4,888 3,190 Data and economic assumptions in the model: Share price (in NIS) 17.40 20.65 Risk-free interest rate 0.20 % 0.20 % Volatility rate 39.30 % 59.06 % Options as of January 1, 2021 - - Granted options: Vested options 1,217,436 63,782 Options exercised into shares Expired options: Options exercisable as of December 31, 2021: 1,217,436 63,782 Additional details ESOP ESOP ** On April 8, 2021, the Company effectuated a reverse split of its ordinary shares in ratio of 1-for-4.44926 Note 17 – Equity( Changes during the year Presented below is a table listing the number of share options, the weighted average of their exercise prices, and the changes which were made to the employee options plans during the current year: Schedule of Share Options Activity 2021 ** 2020 2019 Number Weighted average exercise price Number of options Weighted average exercise price Number of options Weighted average exercise price NIS NIS NIS Share options at beginning of year 1,199,791 15.40 6,634,183 3.77 75,000 0.66 Share options which were granted during the year 1,201,426 18.88 54,000 5.65 7,584,183 3.79 Share options which were forfeited during the year 132,688 18.38 - - 950,000 4.79 Share options which expired during the year 674 18.38 1,070,000 5.06 - - Share options which were exercised during the year 10,103 18.38 280,000 2.09 75,000 0.66 Share options at end of year 2,257,753 17.06 5,338,183 3.46 6,634,183 3.64 Exercisable share options at year end 1,413,615 15,90 5,252,203 1 4,076,992 3.77 The exercise prices of the stock options in the years 2019 to 2020 ranged from 1.91 20.28 4.86 years. The Company also has a compensation policy which was approved on December 31, 2019. ** on April 8, 2021, the company issue a shares consolidation by 4.44926. |
Expenses
Expenses | 12 Months Ended |
Dec. 31, 2021 | |
Expenses by nature [abstract] | |
Expenses | Note 18 - Expenses Cost of revenue Schedule of Cost of Revenue 2021 2020 2019 For the year ended December 31 2021 2020 2019 NIS in thousands Payroll and associated expenses 11,605 3,396 1,703 Farm operating expenses 20,407 11,749 1,545 Purchases 115,952 29,688 - Depreciation 3,163 2,562 534 Changes in inventory (27,439 ) (12,746 ) 3,674 Total cost of revenue 123,688 34,649 7,456 General and administrative expenses: Schedule of General and Administrative Expenses 2021 2020 2019 For the year ended December 31 2021 2020 2019 NIS in thousands Payroll and associated expenses 8,673 5,207 6,655 Consulting and professional expenses 4,686 1,183 2,889 Directors including share-based payment 567 329 236 Insurance 2,661 395 181 Rent and maintenance 2,837 395 750 Provision for doubtful debts - - 550 Fees 337 172 176 Depreciation 2,931 691 294 Other 4,514 221 342 Total General and administrative expense 27,206 8,593 12,073 Sales and Marketing: Schedule of Sales and Marketing 2021 2020 2019 For the year ended December 31 2021 2020 2019 NIS in thousands Payroll and associated expenses 15,053 2,524 651 Commission distribution 5,624 4,544 246 Other 2,537 1,372 1,796 Total Sales and marketing 23,214 8,440 2,693 Note 18 - Expenses: ( Other expenses (income): Schedule of Other Expenses Income A. Other income 2021 2020 2019 For the year ended December 31 A. Other income 2021 2020 2019 NIS in thousands Gain in respect of acquisition of a subsidiary - - 58,808 Other 860 - 154 Total Other income 860 - 58,962 B. Other expenses For the year ended December 31 2021 2020 2019 NIS in thousands Issuance expenses (1) 3,504 3,321 - Other 327 1,242 - Total Other expenses 3,831 4,563 - (1) During 2020, the Company recorded issuance expenses in the amount of NIS 3,321 thousand, which were associated with a shares transaction that did not consummate. During 2021, the Company registered its shares on Nasdaq. |
Finance income
Finance income | 12 Months Ended |
Dec. 31, 2021 | |
Finance Income | |
Finance income | Note 19 - Finance income Schedule of Finance income 2021 2020 2019 For the year ended December 31 2021 2020 2019 NIS in thousands Income from deposits 130 21 141 Exchange differences - 599 - Total finance income 130 620 141 |
Finance expenses
Finance expenses | 12 Months Ended |
Dec. 31, 2021 | |
Finance Expenses | |
Finance expenses | Note 20 - Finance expenses Schedule of Finance Expenses For the year ended December 31 2021 2020 2019 NIS in thousands Interest in respect of loan from related party 43 174 1,801 Expenses in respect of fees and interest 4,627 264 134 Exchange differences 4,536 - 1,320 Interest expense in respect of lease liability 375 90 37 Total finance expenses 9,581 528 3,292 |
Earnings (Loss) Per Share
Earnings (Loss) Per Share | 12 Months Ended |
Dec. 31, 2021 | |
Profit or loss [abstract] | |
Earnings (Loss) Per Share | Note 21 - Earnings (Loss) Per Share Details regarding the number of shares in the calculation of profit or (loss) per share Schedule of Calculation of Loss Per Share For the year ended December 31 2021 2020* 2019* Profit Loss Loss Weighted NIS in Weighted NIS in Weighted NIS in Number of shares and profit (loss) for calculating basic profit (loss) per share 38,492,600 4,690 25,396,312 (37,231 ) 23,299,407 (5,893 ) Number of shares and profit (loss) for calculating diluted profit (loss) per share 40,839,132 25,396,312 23,299,407 Options which were not included in the diluted profit (loss) per share calculation because they are antidilutive 776,211 4,371,792 3,644,697 - * On April 8, 2021, the Company effectuated a reverse split of its ordinary shares in ratio of 1-for-4.44926 |
Balances and Transactions with
Balances and Transactions with Related Parties | 12 Months Ended |
Dec. 31, 2021 | |
Outstanding balances for related party transactions [abstract] | |
Balances and Transactions with Related Parties | Note 22 - Balances and Transactions with Related Parties Schedule of Transactions Between Related Parties A. Balances with related parties (consolidated) Composition: December 31 2021 2020 NIS in thousands Short-term loans (Note 13) 1,722 1,296 Long-term loans (Note 13) 76 241 Total loans 1,798 1,547 B. Benefits in respect of the employment of key management personnel (including directors) (*) who are employed in the Company: Schedule of Employed and Non Employed Employment Benefits For the year ended December 31 2021 2020 2019 Amount Amount Amount Number NIS in Number NIS in Number NIS in Short-term employee benefits 3 946 3 782 3 833 Management fees 1 606 1 122 - - Share-based payment 1 3,023 1 9,874 2 37,157 3 4,575 3 10,778 3 37,990 (*) The key management personnel include the Chairman of the Board, the Company’s CEO, and the CFO C. Benefits in respect of key management personnel (including directors) who are not employees of the Company: For the year ended December 31 2021 2020 2019 Amount Amount Amount Number of people NIS in thousands Number of people NIS in thousands Number of people NIS in thousands Short term employee benefits - - 1 371 1 493 Management fees 3 550 3 329 4 234 Share-based payment 3 48 3 134 - - 3 598 4 834 4 727 (*) The key management personnel who are not employees of the Company include one director, two outside directors, and one independent director. D. Other transactions with related parties Loan from the Company’s controlling shareholder - See Note 13A above. Investment agreement between the controlling shareholder and the Company - See Notes 13. Rental Income - See Note 13C above. |
Operating Segments
Operating Segments | 12 Months Ended |
Dec. 31, 2021 | |
Disclosure of geographical areas [abstract] | |
Operating Segments | Note 23 - Operating Segments Until August 2018, the Company was engaged in a single operating segment - investments in portfolio companies in the biomed sector. Since the date of significant influence over Canndoc Ltd., the Company has 2 A. Investments in portfolio companies in the biomed sector: the Company has investments in Regenera, XTL, Cavnox and Novellus. These investments are measured at fair value through profit or loss. See Note 10. Presented below are financial data regarding the segment: Schedule of Financial Data Regarding Segment 2021 2020 NIS in thousands Profit ( Loss) from investment in XTL ( 46 ) 199 Profit (Loss) from investment in Regenera - ( 39,910 ) Profit ( Loss) from investment in Cavnox - - Profit ( Loss) from investment in Novellus (1,822 ) 2,516 Total (1,868 ) ( 37,195 ) 2021 2020 NIS in thousands Fair value of the investment in XTL 330 376 Fair value of the investment in Regenera - - Fair value of the investment in Cavnox 965 - Fair value of the investment in Novellus 1,600 3,141 Total 2,895 3,517 B. Investments in the medical cannabis sector: Canndoc, Cannolam, Pharmazone and other investments as described in Note 8. The Company’s Chief Operating Decision Maker (the CEO) reviews the financial results as a single business unit. Note 23 - Operating Segments: C. Operating segment data: Reconciliation of operating segment data include cancellation of assets of the cannabis segment, addition of the investment in accordance with the equity method, and addition of assets and liabilities which were not attributed to segments. Schedule of Operating Segments Cannabis Biomed Reconciliations Total NIS in thousands* Cannabis Biomed Reconciliations Total Year ended December 31, 2021 External revenue 219,677 - - 219,677 Segment profit (loss) 44,646 (1,868 ) - 42,778 General and administrative expenses not attributable to segments (11,620 ) Other expenses, net (2,971 ) Operating Profit 28,187 Segment assets (1) 551,435 2,895 131,994 686,324 Segment liabilities 132,562 - 94,571 227,133 Cannabis Biomed Reconciliations Total NIS in thousands* Cannabis Biomed Reconciliations Total Year ended December 31, 2020 External revenue 65,035 - - 65,035 Segment profit (loss) 14,250 (37,195 ) - (22,945 ) General and administrative expenses not attributable to segments (10,892 ) Other expenses, net (4,563 ) Operating loss (38,400 ) Segment assets (1) 114,559 3,517 208,194 326,270 Segment liabilities 23,935 - 10,226 34,161 Cannabis Biomed Reconciliations Total NIS in thousands* Cannabis Biomed Reconciliations Total Year ended December 31, 2019 External revenue 9,609 - (683 ) 8,926 Segment profit (loss) (12,567 ) 20,996 895 9,324 General and administrative expenses not attributable to segments (71,361 ) Other income, net 58,962 Equity losses (340 ) Operating loss (3,415 ) Segment assets (1) 47,846 40,087 194,300 282,233 Segment liabilities 53,518 - (27,486 ) 26,032 (1) In 2019 the Company consolidated Canndoc’s operating results for the first time, beginning in February 2019. |
Subsequent events
Subsequent events | 12 Months Ended |
Dec. 31, 2021 | |
Disclosure of non-adjusting events after reporting period [abstract] | |
Subsequent events | Note 24 - Subsequent events A. Acquisitions: On January 19, 2022, the Company engaged in an agreement to purchase 51 % of “Orni” pharmacy located in Tel Aviv . On February 5, 2022, the Company engaged in an agreement to purchase 100 % of “Maayan Haim” pharmacy located in Ashdod . Both acquisitions were for immaterial consideration which was recorded as provisional. B. o n February 16, 2022, the Company engaged in an agreement with Cann Pharmaceutical Ltd. (“Better”), a Israeli medical cannabis multi-national operator known as “Better” to acquire 100 % of Better’s shares, which includes “Better’s” unique strains, cultivation site, intellectual property, and commercial operations in Israel as well it’s international activities. Purchase price of USD 35 million: paid with InterCure shares at the valuation of USD 10 per share. It is expected that the acquisition will close by the beginning of the third quarter of 2022, following the satisfaction of standard closing conditions as well as the approvals of the IMCA, TSX, and Tel Aviv’s district court, which has to approve certain agreements between Cann Pharmaceuticals with its shareholders and creditors, before the final closing. C. On March 1, 2022, signed a definitive agreement (the “Agreement”) with Altman Health LP (“Altman Health”), the market leader of OTC and nutritional supplements in over 1,700 points of sale, including all major pharmacies across Israel. The newly formed company will focus on the new Israeli CBD product market, following the Israeli Minister of Health’s announcement On February 28, 2022, that CBD will be removed from the Dangerous Drugs Act. |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2021 | |
Disclosure of voluntary change in accounting policy [abstract] | |
Presentation basis of the financial statements | A. Presentation basis of the financial statements The Company’s consolidated financial statements as of December 31, 2021 and 2020, and for each of the three years in the period ended December 31, 2021, comply with International Financial Reporting Standards (hereinafter: “IFRS”) and clarifications thereto which have been published by the International Accounting Standards Board (IASB). The Company’s financial statements are prepared on a historical cost basis, except for financial and biologic assets measured at fair value through profit or loss and contingent consideration. In its preparation of the financial statements, management is required to use significant accounting estimates. Management is also required to exercise discretion in the process of applying the significant accounting policies. The issues which require significant discretion and the use of estimates, which have a significant impact on the amounts which were recognized in the financial statements, are specified in Note 3. Actual results may differ significantly from the estimates and assumptions which were used by Company management. |
Basis of consolidation | B. Basis of consolidation (1) Business combinations The group implements the acquisition method to all business combinations. the acquisition date is the date on which the acquirer obtains control over the acquiree. control exists when the group is exposed, or has rights, to variable returns from its involvement with the acquiree and it has the ability to affect those returns through its power over the acquiree. substantive rights held by the group and others are taken into account when assessing control. The group recognizes goodwill on acquisition according to the fair value of the consideration transferred including any amounts recognized in respect of rights that do not confer control in the acquiree as well as the fair value at the acquisition date of any pre-existing equity right of the group in the acquiree, less the net amount of the identifiable assets acquired and the liabilities assumed. On the acquisition date the acquirer recognizes a contingent liability assumed in a business combination if there is a present obligation resulting from past events and its fair value can be reliably measured. Note 2 - Significant Accounting Policies Costs associated with the acquisition that were incurred by the acquirer in the business combination such as: finder’s fees, advisory, legal, valuation and other professional or consulting fees, other than those associated with an issue of debt or equity instruments connected to the business combination, are expensed in the period the services are received. (2) Consolidated financial statements The consolidated financial statements include the reports of companies over which the Company has control (subsidiaries). Subsidiaries are entities which are controlled by the Company. The Company controls an entity when the Company has the power to influence the investee entity, when it has exposure or rights to variable returns from its involvement in the entity, and when it has the ability to exercise its influence over the investee entity in order to affect the amount of returns which it will receive from that entity. Subsidiaries are fully included in the consolidation beginning from the date when the Company obtains control of them. Consolidation is discontinued on the date when control ceases. The consolidation of financial statements is performed beginning on the date when control was obtained, until the date when control was discontinued. The financial statements of the Company and the subsidiaries are prepared for identical dates and periods. The accounting policy in the financial statements of the investees was implemented in a manner which was uniform and consistent with the policy which was applied in the Company’s financial statements. Material intercompany balances and transactions, and profit and loss due to transactions between the Company and the subsidiaries, were canceled in their entirety in the consolidated financial statements. (3) Non-controlling interests Non-controlling interests comprise the equity of a subsidiary that cannot be attributed, directly or indirectly, to the parent company and they include additional components such as: the equity component of convertible debentures of subsidiaries, share-based payments that will be settled with equity instruments of subsidiaries and share options of subsidiaries. Measurement of non-controlling interests on the date of the business combination Non-controlling interests that are instruments that give rise to a present ownership interest and entitle the holder to a share of net assets in the event of liquidation (for example: ordinary shares), are measured at the date of the business combination at their proportionate interest in the identifiable assets and liabilities of the acquiree, on a transaction-by-transaction basis. This accounting policy choice does not apply to other instruments that meet the definition of non-controlling interests (for example: options to ordinary shares). Such instruments will be measured at fair value or in accordance with other relevant IFRSs. Note 2 - Significant Accounting Policies Allocation of profit or loss and other comprehensive income to the shareholders Profit or loss and any part of other comprehensive income are allocated to the owners of the Company and the non-controlling interests. Total profit or loss and other comprehensive income is allocated to the owners of the Company and the non-controlling interests even if the result is a negative balance of non-controlling interests. (4) Transactions eliminated on consolidation Intra-group balances and transactions, and any unrealized income and expenses arising from intra-group transactions, are eliminated in preparing the consolidated financial statements. Unrealized losses are eliminated in the same way as unrealized gains, but only to the extent that there is no evidence of impairment. |
Transactions, assets and liabilities in foreign currency | C. Transactions, assets and liabilities in foreign currency Transactions denominated in a foreign currency other than the Company’s functional currency are recorded upon initial recognition, according to the exchange rate on the transaction date. Following initial recognition, monetary assets and liabilities denominated in foreign currency are translated on each reporting date into the functional currency, according to the exchange rate as of that date. Exchange differences are carried to the statement of income. Non-monetary assets and liabilities denominated in foreign currency which are presented at cost are translated according to the exchange rate on the transaction date. Non-monetary assets and liabilities denominated in foreign currency which are presented at fair value are translated into the functional currency using the exchange rate as of the date when the fair value was determined. |
Cash and cash equivalents | D. Cash and cash equivalents Cash equivalents are considered highly liquid investments, including unrestricted short term deposits in banking corporations whose maturity period does not exceed three months after the date of the deposit. |
Short term deposits | E. Short term deposits Short term deposits in banking corporations whose original period exceeds three months after the date of the investment, and which do not meet the definition of cash equivalents. The deposits are presented according to the terms of their deposit. Note 2 - Significant Accounting Policies |
Biological assets | F. Biological assets In accordance with IAS 41, the Company measures biological assets which are mostly comprised of medical cannabis plants and agricultural produce at fair value less selling costs until harvesting. This value is used as the cost basis of inventory after the harvest. Profit or loss due to changes in fair value less selling costs are included under the Company’s profit / loss in the year when they materialized. Growing costs in respect of the biological assets are capitalized to the cost of the biological assets. When calculating the fair value of a biological asset, the Company is required to use various estimates and approximations, including, inter alia, estimates regarding the growth stage of the seedlings until the harvest date, harvesting costs, selling costs, costs associated with oil extraction and packaging of finished products, estimates regarding the selling price of the Company’s products, and estimates of materials lost in process. Changes in these assumptions may result in significant changes in the value of the biological asset, the value of inventory, and the cost of sales, as well as in the fair value component in respect of the biological asset. |
Inventory | G. Inventory Inventory is measured as the lower of either cost or net realizable value. The cost of purchased inventory is determined on a first in - first out (FIFO) basis. The Company classifies the cannabis agricultural produce from a biological asset to inventory when harvesting, according to the fair value less selling costs on that date. This value serves as the cost basis of inventory. Processing costs and other additional costs which materialize in the process of bringing the inventory to its current location and condition are added to the cost of inventory. Net realizable value represents the estimated selling price in the ordinary course of business, less estimated costs to completion and the costs required to execute the sale. The Company periodically evaluates the condition and age of inventory, and provisions for slow inventory are made accordingly. |
Revenue recognition | H. Revenue recognition Revenue from contracts with customers is recognized in the statement of income when the control of the asset or of the service has been transferred to the customer. The control transfer date is generally the date of delivery to the customer. Revenue is measured and recognized according to the fair value of the proceeds which are expected to be received in accordance with the contract terms, less amounts which have been collected for third parties (e.g., taxes). Revenue is recognized in the statements of profit or loss up to the extent to which are expected to flow to the Company, and the revenue and costs, if relevant, are reliably measurable. When determining the amount of revenue from contracts with customers, the Company evaluates whether it functions as a primary provider, or as an agent in the contract. Note 2 - Significant Accounting Policies The Company is the primary provider when it controls the guaranteed goods or services before they are transferred to the customer. In such cases, the Company recognizes revenue as the gross amount of proceeds. In cases where the products are transferred to the distributor and held by them in consignment until their sale by the distributor to a third party which constitutes the end customer, the Company recognizes revenue from their sale on the date when they are sold by the distributor to the third party. |
Property, plant and equipment | I. Property, plant and equipment Items of property, plant and equipment are presented at cost plus direct acquisition costs, less accumulated depreciation and less accumulated impairment loss, and do not include routine maintenance expenses. The cost includes replacement parts and auxiliary equipment which are used in connection with fixed assets. Items of property, plant and equipment which are of significant cost relative to the total cost of the item are depreciated separately, according to the component approach. Depreciation is calculated in equal annual rates according to the straight line method, throughout the asset’s useful lifetime, as follows: Schedule of Depreciation Rate % Machinery and equipment 7 15 Computers 33 Leasehold improvements 10 Building improvements are depreciated in a straight line throughout the estimated lifetime of the improvement. The useful lifetime, depreciation method and residual value of each asset is evaluated, as a minimum, at the end of each year, and changes are treated as a prospective change in accounting estimate. The depreciation of assets is discontinued when the asset is classified as held for sale or when the asset is written off, whichever is earlier. |
Impairment | J. Impairment Non-financial assets Timing of impairment testing The carrying amounts of the Group’s non-financial assets, other than biological assets, investment property, inventories and deferred tax assets, are reviewed at each reporting date to determine whether there is any indication of impairment. If any such indication exists, then the asset’s recoverable amount is estimated. Note 2 - Significant Accounting Policies Once a year and on the same date, or more frequently if there are indications of impairment, the Group estimates the recoverable amount of each cash generating unit that contains goodwill, or intangible assets that have indefinite useful lives or are unavailable for use. Determining cash-generating units For the purpose of impairment testing, assets that cannot be tested individually are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or groups of assets (the “cash-generating unit”). Measurement of recoverable amount The recoverable amount of an asset or cash-generating unit is the greater of its value in use and its fair value less costs of disposal. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects the assessments of market participants regarding the time value of money and the risks specific to the asset or cash-generating unit, for which the estimated future cash flows from the asset or cash-generating unit were not adjusted. Allocation of goodwill to cash generating units Subject to an operating segment ceiling test (before the aggregation of similar segments), for the purposes of goodwill impairment testing, cash-generating units to which goodwill has been allocated are aggregated so that the level at which impairment testing is performed reflects the lowest level at which goodwill is monitored for internal reporting purposes. When goodwill is not monitored for internal reporting purposes, it is allocated to operating segments (before the aggregation of similar segments) and not to a cash-generating unit (or group of cash-generating units) lower in level than an operating segment. Goodwill acquired in a business combination is allocated to groups of cash-generating units, including those existing in the Group before the business combination, that are expected to benefit from the synergies of the combination. For purposes of goodwill impairment testing, when the non-controlling interests were initially measured according to their relative share of the acquiree’s net assets , the carrying amount of the goodwill is adjusted according to the rate of Company holding in the cash-generating unit to which the goodwill is allocated. |
Income tax expense | K. Income tax expense Income tax comprises current and deferred tax. Current tax and deferred tax are recognized in profit or loss except to the extent that they relate to a business combination, or are recognized directly in equity or in other comprehensive income to the extent they relate to items recognized directly in equity or in other comprehensive income. Note 2 - Significant Accounting Policies Current taxes Current tax is the expected tax payable (or receivable) on the taxable income for the year, using tax rates enacted or substantively enacted at the reporting date. Current taxes also include taxes in respect of prior years and any tax arising from dividends. Offset of current tax assets and liabilities Current tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities and assets, and there is intent to settle current tax liabilities and assets on a net basis or the tax assets and liabilities will be realized simultaneously. Uncertain tax positions A provision for uncertain tax positions, including additional tax and interest expenses, is recognized when it is more probable than not that the Group will have to use its economic resources to pay the obligation. Deferred taxes Deferred tax is recognized in respect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. Deferred tax is not recognized for the following temporary differences : ● The initial recognition of goodwill, ● The initial recognition of assets and liabilities in a transaction that is not a business combination and that affects neither accounting nor taxable profit or loss, ● Differences relating to investments in subsidiaries, joint arrangements and associates, to the extent that the Group is able to control the timing of the reversal of the temporary difference and it is probable that they will not reverse in the foreseeable future, either by way of selling the investment or by way of distributing dividends in respect of the investment The measurement of deferred tax reflects the tax consequences that would follow the manner in which the Group expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities. For investment property that is measured at fair value, there is a rebuttable presumption that the carrying amount of the investment property will be recovered through sale . Deferred tax is measured at the tax rates that are expected to be applied to temporary differences when they reverse, based on the laws that have been enacted or substantively enacted by the reporting date . A deferred tax asset is recognized for unused tax losses, tax benefits and deductible temporary differences, to the extent that it is probable that future taxable profits will be available against which they can be utilized. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefit will be realized . Note 2 - Significant Accounting Policies Deferred tax assets that were not recognized are reevaluated at each reporting date and recognized if it has become probable that future taxable profits will be available against which they can be utilized. Offset of deferred tax assets and liabilities Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities and assets, and they relate to income taxes levied by the same tax authority on the same taxable entity, or on different tax entities, but they intend to settle current tax liabilities and assets on a net basis or their current tax assets and liabilities will be realized simultaneously. Additional tax on dividend distribution The Group may be required to pay additional tax if a dividend is distributed by Group companies. This additional tax was not included in the financial statements, since the policy of the Group companies is to not distribute a dividend which creates an additional tax liability for the recipient company in the foreseeable future. In cases where an investee company expects to distribute a dividend from profits involving additional tax for the Company, the Company creates a tax provision in respect of the additional tax it may be required to pay in respect of the dividend distribution. Additional income taxes that arise from the distribution of dividends by the Company are recognized in profit or loss at the same time that the liability to pay the related dividend is recognized. Inter-company transactions Deferred tax in respect of inter-company transactions in the consolidated financial statements is recognized according to the tax rate applicable to the buying company. |
Employee benefits | L. Employee benefits Post-employment benefit plans – defined contribution plan The Group has a defined contribution plan in respect of the Company’s liability to pay the savings component of provident funds and in respect of those of its employees who are subject to Section 14 of the Severance Pay Law – 1963. Defined contribution plans A defined contribution plan is a post-employment benefit plan under which an entity pays fixed contributions into a separate entity and has no legal or constructive obligation to pay further amounts. Obligations for contributions to defined contribution pension plans are recognized as an expense in profit or loss in the periods during which related services are rendered by employees. Contributions to a defined contribution plan that are due more than 12 months after the end of the period in which the employees render the service are discounted to their present value. Note 2 - Significant Accounting Policies |
Financing income and expenses | M. Financing income and expenses Financing income comprises interest income on funds invested, dividend income, gains on changes in the fair value of financial assets at fair value through profit or loss, foreign currency gains, net gains on disposal of an investment in a debt instrument measured at fair value through other comprehensive income, gains on hedging instruments that are recognized in profit or loss and the reclassification of net gains and losses previously recognized in other comprehensive income on cash flow hedges of foreign currency and interest rate risks for borrowings. Financing expenses comprise interest expense on borrowings, changes in time value of provisions and deferred consideration, changes in the fair value of contingent consideration from a business combination, changes in the fair value of financial assets at fair value through profit or loss, net losses on disposal of an investment in a debt instrument measured at fair value through other comprehensive income, impairment losses on financial assets (other than losses on impairment of trade receivables, other receivables and contract assets that are presented in a separate item) and losses on hedging instruments that are recognized in profit or loss. Foreign currency gains and losses on financial assets and financial liabilities are reported on a net basis as either financing income or financing expenses depending on whether foreign currency movements are in a net gain or net loss position. |
Transactions with controlling shareholder | N. Transactions with controlling shareholder Assets and liabilities included in a transaction with a controlling shareholder are measured at fair value on the date of the transaction. As the transaction is on the equity level, the Company includes the difference between the fair value and the consideration from the transaction in its equity. |
Financial instruments | O. Financial instruments 1. Financial assets Financial assets are measured on the date of initial recognition at fair value plus transaction costs which are directly attributable to the acquisition of the financial asset, except in case of a financial asset measured at fair value through profit or loss, for which the transaction costs are carried to the statement of income. The Company classifies and measures the debt instruments in its financial statements based on the following criteria: (A) The Company’s business model for the management of financial assets; and (B) The characteristics of the financial asset’s contractual cash flows. Most of the Company’s financial assets are classified as Financial assets measured at fair value through profit or loss Note 2 - Significant Accounting Policies 2. Impairment of financial assets The Company evaluates, on each reporting date, the loss provision in respect of financial debt instruments which are not measured at fair value through profit or loss. The Company distinguishes between two situations involving recognition of a loss provision; A) Debt instruments whose credit quality has not significantly deteriorated since the initial recognition date, or cases involving low credit risk - the loss provision which will be recognized in respect of that debt instrument will take into account expected credit loss during the 12 month period after the reporting date; or B) Debt instruments whose credit quality has significantly deteriorated since the initial recognition date, and cases involving credit risk which is not low - the loss provision which will be recognized will take into account expected credit losses throughout the instrument’s remaining lifetime. The Company applies the expedient which was determined in the standard, according to which it assumes that a debt instrument’s credit risk has not significantly increased since the initial recognition date if it was determined, on the reporting date, that the instrument’s credit risk is low, for example, when the instrument has an external rating of “investment grade”. Impairment in respect of debt instruments which are measured at amortized cost is carried to the statement of income against a provision, while impairment in respect of debt instruments which are measured at fair value through other comprehensive income is carried against a capital reserve, and does not reduce the carrying amount of the financial asset in the statement of financial position. The Company has financial assets with short credit periods, such as trade receivables, to which it is entitled to apply the expedient specified in the model, i.e., the Company will measure the loss provision in an amount equal to the expected credit losses throughout the instrument’s entire lifetime. The Company chose to adopt the expedient in respect of those financial assets. 3. Financial liabilities measured at amortized cost On the date of initial recognition, the Company measures the financial liabilities at fair value less transaction costs which are directly attributable to the issuance of the financial liability. Following initial recognition, the Company measures all financial liabilities at amortized cost using the effective interest method, except for financial liabilities at fair value through profit or loss. Note 2 - Significant Accounting Policies 4. Derecognition of financial liabilities The Company derecognizes a financial liability when and only when it has been settled, canceled or has expired. A financial liability is extinguished when the debtor has settled the liability by cash payment, through other financial assets, through goods or services, or has been legally released from the liability. In case of changes to the terms of an existing financial liability, the Company evaluates whether the terms of the liability differ significantly from the current terms. When a significant change is made to the terms of an existing financial liability, the change is treated as derecognition of the original liability, and recognition of the new liability. The difference between the aforementioned two liabilities in the financial statements is credited to the statement of income. In case the change is immaterial, the Company updates the amount of the liability, by discounting the new cash flows using the original effective interest rate, while the differences are carried to the statement of loss and comprehasive loss. When evaluating whether the case involves a significant change to the terms of an existing liability, the Company takes into account qualitative and quantitative considerations. |
Fair value measurement | P. Fair value measurement Fair value is the price which would be received upon the sale of an asset, or the price which would be paid upon the transfer of a liability, in an ordinary transaction between market participants on the measurement date. The measurement of fair value is based on the assumption that the transaction will be executed in the main market of the asset or liability in question, or in lieu of a main market, in the most advantageous market. The fair value of an asset or liability is measured according to assumptions which market participants would use when pricing the asset or liability, assuming the market participants are working in favor of their own economic interests. Note 2 - Significant Accounting Policies The Group uses valuation techniques as appropriate for the circumstances, and for which sufficient obtainable data exists in order to measure fair value, while maximizing the use of relevant observable inputs, and minimizing the use of unobservable inputs. All assets and liabilities which are measured at fair value, or whose fair value was disclosed, are divided into categories in the fair value hierarchy, based on the lowest level of inputs which is significant to the measurement of fair value in its entirety: Level 1: Quoted prices (without adjustments) in an active market of identical assets and liabilities. Level 2: Inputs which are not quoted prices which are included in level 1, which are directly or indirectly observable. Level 3: Inputs which are not based on observable market data, as described in Note 6 - Biological Assets. Investments in financial assets measured at fair value through profit or loss (investments in companies in the biomed sector) are mostly performed using the OPM valuation technique (without using market data), as described in Note 10. |
Shared-based payment | Q. Shared-based payment Employees / other service providers of the Company are entitled to benefits in the form of the Group’s equity-settled share-based payment plans. The cost of equity-settled transactions with employees is measured according to the fair value of the equity instrument on the grant date. The fair value is established using a generally accepted options pricing model. The cost of equity-settled transactions is recognized in the statement of income along with the corresponding increase in equity over the period when the terms of performance and/or the service are fulfilled, and ends on the date when the relevant employees become entitled to the compensation (hereinafter: the “Vesting Period”). The cumulative expense which is recognized in respect of equity-settled transactions at the end of each reporting date until the vesting date reflects the rate of passage of the vesting period, and the Group’s best estimate of the number of equity instruments that will eventually vest. The expense or income in the statement of income reflects the change between the expense which accrued until the end of the reporting period, and that which accrued until the end of the previous period. When the Company makes changes to the terms of an equity-settled grant, an additional expense is recognized, beyond the original expense which was calculated in respect of the change, which increases the overall fair value of the compensation which is granted or which benefits the employee / other service provider, according to the fair value on the date of the change. Note 2 - Significant Accounting Policies |
Earnings (loss) per share | R. Earnings (loss) per share The Company calculated the amounts of basic earnings (loss) per share and diluted earnings (loss)per share in respect of the profit (loss) for the year which is attributable to holders of the Company’s ordinary shares. Basic earnings (loss) per share is calculated by dividing the profit (loss) attributable to ordinary shareholders of the Company by the weighted average number of ordinary shares that were outstanding during the year. The weighted average of the number of shares which were used to calculate diluted earnings (loss) per share is the weighted average of the number of ordinary shares which was calculated for the purpose of basic earnings (loss)per share, plus the weighted average of the number of ordinary shares which would have been issued as a result of the conversion of all of the dilutive potential ordinary shares into ordinary shares. Dilutive potential ordinary shares are considered as if they had been converted to ordinary shares at the beginning of the period, or beginning on their issuance date, whichever is later. Potential ordinary shares are considered dilutive when their inclusion decreases the earnings per share from continuing operations, or increases the loss per share from continuing operations. |
Operating segments | S. Operating segments Operating segments are reported according to the same basis of internal reports that are regularly reviewed by the Company’s Chief Operating Decision Maker, who is responsible for allocating resource to the Company’s operating segments, and assessing their performance. Until August 2018, the Company was engaged in a single operating segment - investments in portfolio companies in the biomed sector. Since the date of obtaining significant influence over Canndoc Ltd., the Company has two operating segments: 1. Investments in portfolio companies in the biomed sector; 2. Investments in the medical cannabis sector. |
Leases | T. Leases Determining whether an arrangement contains a lease On the inception date of the lease, the Group determines whether the arrangement is a lease or contains a lease, while examining if it conveys the right to control the use of an identified asset for a period of time in exchange for consideration. In its assessment of whether an arrangement conveys the right to control the use of an identified asset, the Group assesses whether it has the following two rights throughout the lease term: (a) The right to obtain substantially all the economic benefits from use of the identified asset; and (b) The right to direct the identified asset’s use. Note 2 - Significant Accounting Policies Leased assets and lease liabilities Contracts that award the Group control over the use of a leased asset for a period of time in exchange for consideration, are accounted for as leases. Upon initial recognition, the Group recognizes a liability at the present value of the balance of future lease payments (these payments do not include certain variable lease payments), and concurrently recognizes a right-of-use asset at the same amount of the lease liability, adjusted for any prepaid or accrued lease payments, plus initial direct costs incurred in respect of the lease. Since the interest rate implicit in the Group’s leases is not readily determinable, the incremental borrowing rate of the lessee is used. Subsequent to initial recognition, the right-of-use asset is accounted for using the cost model, and depreciated over the shorter of the lease term or useful life of the asset. The Group has elected to apply the practical expedient by which short-term leases of up to one year and/or leases in which the underlying asset has a low value, are accounted for such that lease payments are recognized in profit or loss on a straight-line basis, over the lease term, without recognizing an asset and/or liability in the statement of financial position. The lease term The lease term is the non-cancellable period of the lease plus periods covered by an extension or termination option if it is reasonably certain that the lessee will or will not exercise the option, respectively. Depreciation of right-of-use asset After lease commencement, a right-of-use asset is measured on a cost basis less accumulated depreciation and accumulated impairment losses and is adjusted for re-measurements of the lease liability. Depreciation is calculated on a straight-line basis over the useful life or contractual lease period, whichever earlier, as follows: ● Buildings 5 10 Subleases In leases where the Group subleases the underlying asset, the Group examines whether the sublease is a finance lease or operating lease with respect to the right-of-use received from the head lease. The Group examined the subleases existing on the date of initial application based on the remaining contractual terms at that date. Note 2 - Significant Accounting Policies |
New standards, amendments to standards and interpretations not yet adopted | U. New standards, amendments to standards and interpretations not yet adopted Standard/interpretation/ Effective date and amendment The requirements of the publication transitional provisions Effects Amendment to IAS 12, Income Taxes: Deferred Tax related to Assets and Liabilities arising from a Single Transaction The Amendment narrows the scope of the exemption from recognizing deferred taxes as a result of temporary differences created at the initial recognition of assets and/or liabilities, so that it does not apply to transactions that give rise to equal and offsetting temporary differences. As a result, companies will need to recognize a deferred tax asset or a deferred tax liability for these temporary differences at the initial recognition of transactions that give rise to equal and offsetting temporary differences, such as lease transactions and provisions for decommissioning and restoration. The Amendment is effective for annual periods beginning on or after January 1, 2023, by amending the opening balance of the retained earnings or adjusting a different component of equity in the period the Amendment was first adopted. Earlier application is permitted. The Group is examining the effects of the Amendment on the financial statements with no plans for early adoption. Amendment to IFRS 3, Business Combinations The Amendment replaces the requirement to recognize liabilities from business combinations in accordance with the conceptual framework, the reason being that the interaction between those instructions and the guidance provided in IAS 37 regarding recognition of liabilities was unclear in certain cases. The Amendment adds an exception to the principle for recognizing liabilities in IFRS 3. According to the exception, contingent liabilities are to be recognized according to the requirements of IAS 37 and IFRIC 21 and not according to the conceptual framework. The Amendment prevents differences in the timing of recognizing liabilities that could have led to the recognition of gains and losses immediately after the business combination (day 2 gain or loss). The Amendment also clarifies that contingent assets are not to be recognized on the date of the business combination. The Amendment is effective for annual periods beginning on or after January 1, 2022. Application of the amendments is not expected to have a material effect on the financial statements. Amendment to IAS 1, Presentation of Financial Statements: Classification of Liabilities as Current or Non-Current The Amendment replaces certain requirements for classifying liabilities as current or non-current. Thus for example, according to the Amendment, a liability will be classified as non-current when the entity has the right to defer settlement for at least 12 months after the reporting period, and it “has substance” and is in existence at the end of the reporting period, this instead of the requirement that there be an “unconditional” right. According to the Amendment, a right is in existence at the reporting date only if the entity complies with conditions for deferring settlement at that date. Furthermore, the Amendment clarifies that the conversion option of a liability will affect its classification as current or non-current, other than when the conversion option is recognized as equity. The Amendment is effective for reporting periods beginning on or after January 1, 2024 with earlier application being permitted. The Amendment is applicable retrospectively, including an amendment to comparative data. The Group is examining the effects of the Amendment on the financial statements with no plans for early adoption. |
Significant Accounting Polici_3
Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Disclosure of voluntary change in accounting policy [abstract] | |
Schedule of Depreciation Rate | Depreciation is calculated in equal annual rates according to the straight line method, throughout the asset’s useful lifetime, as follows: Schedule of Depreciation Rate % Machinery and equipment 7 15 Computers 33 Leasehold improvements 10 |
Cash and Cash Equivalents (Tabl
Cash and Cash Equivalents (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Cash And Cash Equivalents | |
Schedule of Cash and Cash Equivalents | Schedule of Cash and Cash Equivalents 2021 2020 December 31 2021 2020 NIS in thousands Cash 193,214 37,888 Short term deposits 3,003 - Total cash and cash equivalents 196,217 37,888 The currencies in which balances of cash and cash equivalents are denominated, or to which they are linked, are: 2021 2020 December 31 2021 2020 NIS in thousands USD 72,497 - NIS 123,720 37,888 Total cash and cash equivalents 196,217 37,888 |
Inventory (Tables)
Inventory (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Schedule Of Inventory | |
Schedule of Inventory | Schedule of Inventory 2021 2020 December 31 2021 2020 NIS in thousands Finished goods 39,256 7,640 Goods in process and dried inflorescence 23,057 11,409 Total inventory 62,313 19,049 |
Biological Assets (Tables)
Biological Assets (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Schedule of Fair Value Assets | The table hereunder presents the biological assets that are measured at fair value, using a valuation method according to the fair value levels. Schedule of Fair Value Assets Level 1 Level 2 Level 3 Total December 31, 2021 Level 1 Level 2 Level 3 Total NIS thousands NIS thousands NIS thousands NIS thousands Biological Assets - - 5,566 5,566 Level 1 Level 2 Level 3 Total December 31, 2020 Level 1 Level 2 Level 3 Total NIS thousands NIS thousands NIS thousands NIS thousands Biological Assets - - 3,153 3,153 |
Schedule of Changes in Biological Assets | The Company’s biological assets are primarily comprised of medical cannabis seedlings and medical cannabis. Presented below are the changes in biological assets during the reporting period: Schedule of Changes in Biological Assets 2021 2020 NIS in thousands Balance as of January 1 3,153 1,145 Costs of growing medical cannabis plants 24,556 10,450 Change in fair value less selling costs 6,574 3,202 Transfer to inventory (28,717 ) (11,644 ) Balance as of December 31 5,566 3,153 |
Schedule of Assumptions in Biological Assets | A. below are the main assumptions used: Schedule of Assumptions in Biological Assets 31/12/2021 31/12/2020 Net growing area (in thousands of square meters) 10.5 10.5 Estimate net yield as of the reporting date (tons) (1) (1) 1.6 2.1 Estimated net selling price (NIS per gram) (2) (2) 17.4 13.7 Estimated growing cycle length (in weeks) (4) (4) 13 13 Estimated growing cycle completion rate (in percent) (5) (5) 29 % 15 % Proportion of plants which do not reach the harvesting stage 8 % 8 % (1) According to the number of seedlings as of the end of the reporting period (2) According to the price range of the Company’s existing products as of the end of the reporting period (3) The Company’s estimate regarding the future rate of sales (4) In accordance with the Company’s experience, and according to the strains which exist as of the reporting date (5) By planting date vs. growing cycle length |
Schedule of Sensitivity Analysis of Biological Assets | Schedule of Sensitivity Analysis of Biological Assets 31/12/2021 31/12/2020 Average selling price 673 315 Proportion of oil products 50 27 Proportion of plants which do not reach the harvesting (445 ) (394 ) |
Investments in Financial Asse_2
Investments in Financial Assets Measured at Fair Value Through Profit or Loss (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Rental income from investment property, net of direct operating expense [abstract] | |
Schedule of Investment of Financial Assets | The fair value and changes in securities which were classified “Financial assets measured at fair value through profit or loss” during the reporting periods was as follows: Schedule of Investment of Financial Assets 2021 2020 NIS in thousands Balance as of January 1, 376 177 Changes in fair value carried to the statement of income (46 ) 199 Balance as of December 31, 330 376 |
Investment in Subsidiaries (Tab
Investment in Subsidiaries (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Measurement of Fair Values [Member] | |
IfrsStatementLineItems [Line Items] | |
Schedule of Transferred Consideration | Schedule of Transferred Consideration NIS in thousands Consideration paid in cash 24,304 Payable in respect of shares 17,376 Deferred consideration in cash 9,862 Contingent consideration 18,668 Non-controlling interests 1,178 Transferred consideration 71,388 |
Schedule of Acquisition of Cash Flows | Schedule of Acquisition of Cash Flows NIS in thousands Consideration paid in cash (24,304 ) Less - acquired cash and cash equivalents 5,210 Total (19,094 ) |
Schedule of Amounts Recognized on Acquisition | Schedule of Amounts Recognized on Acquisition NIS in thousands Cash and cash equivalents 5,210 Restricted cash 586 Trade and other receivables 20,452 Deferred tax assets 1,056 Inventory 22,788 Property, plant and equipment and right-of-use asset 6,267 Goodwill 329 Short term loans (699 ) Current maturities (93 ) Trade and other payable (50,670 ) Financial liabilities (3,583 ) Loan from non-controlling interest (5,119 ) Liabilities in respect of employee benefits (383 ) Lease liability (2,650 ) Total identifiable net assets (6,509 ) |
Canndoc Ltd [Member] | |
IfrsStatementLineItems [Line Items] | |
Schedule of Transferred Consideration | A. Presented below is the fair value, as of the acquisition date, of the transferred consideration: Schedule of Transferred Consideration NIS in thousands Issuance of 7,931,589 107,632 Total transferred consideration 107,632 Fair value of the investment in Canndoc prior to the business combination (B) 65,968 Total 173,600 (A) The fair value of the ordinary shares which were issued as part of the consideration of the business combination was determined based on the closing price of the Company’s stock on the Tel Aviv Stock Exchange on February 11, 2019. (B) The Group recognized a gain in the amount of approximately NIS 58,808 38 |
Schedule of Acquisition of Cash Flows | B. Cash flows which arose for the Group as a result of the acquisition: Schedule of Acquisition of Cash Flows 2019 NIS in thousands Total acquisition cost 107,632 Less - non-cash consideration for Canndoc Ltd. (107,632 ) Consideration paid in cash - Plus acquired cash and cash equivalents 385 Total 385 |
Schedule of Amounts Recognized on Acquisition | C. Amounts recognized on the acquisition date Schedule of Amounts Recognized on Acquisition NIS in thousands Cash and cash equivalents 385 Trade and other receivables 1,051 Inventory and biological assets 7,723 Property, plant and equipment 1,791 Loan (2,146 ) Trade and other payables (1,731 ) Short term loan from related parties (716 ) Deferred tax liability (723 ) Total identifiable net assets 5,634 |
Cannolam Ltd [Member] | |
IfrsStatementLineItems [Line Items] | |
Schedule of Transferred Consideration | Schedule of Transferred Consideration NIS in thousands Issuance of 1,788,962 ordinary shares of the Company (A) 6,904 Issuance of 1,788,962 6,904 Rights to agricultural produce 10,200 Shareholder’s loan (600 ) Non-controlling interests 15,655 32,159 |
Schedule of Acquisition of Cash Flows | Schedule of Acquisition of Cash Flows NIS in thousands Consideration paid in cash - Less - acquired cash and cash equivalents 387 Total 387 |
Schedule of Amounts Recognized on Acquisition | Schedule of Amounts Recognized on Acquisition NIS in thousands Cash and cash equivalents 387 Trade and other receivables 1,790 Rights to agricultural produce 10,200 Inventory 237 Property, plant and equipment and right-of-use asset 3,204 Financial liabilities (2,462 ) Loan from non-controlling interest (1,296 ) Lease liability (2,039 ) Total identifiable net assets 10,021 Total identifiable net assets and liabilities 22,138 |
Receivables and Payables (Table
Receivables and Payables (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Trade and other receivables [abstract] | |
Schedule of Trade Receivables | Schedule of Trade Receivables A. Trade receivables: 2021 2020 December 31 2021 2020 NIS in thousands Open accounts * * 14,532 9,602 Credit cards receivable 3,788 3,414 Provision for doubtful debts (913 ) (550 ) Trade receivables 17,407 12,466 * For additional information, please see Note 12A(2) regarding factoring. |
Schedule of Other receivables | Schedule of Other receivables B. Other receivables: 2021 2020 December 31 2021 2020 NIS in thousands Institutions 2,535 710 Prepaid expenses 4,979 452 Prepayments to suppliers 8,140 337 Loan to non-related parties 4,680 1,643 Receivables revenue 1,187 - Others 11,723 538 Other Receivables 33,244 3,680 |
Schedule of Other Payables | Schedule of Other Payables C. Other payables: 2021 2020 December 31 2021 2020 NIS in thousands Accrued expenses 5,959 3,429 Institutions 4,884 1,309 Deferred revenues 2,901 1,166 Short term Lease liability 3,307 732 Advanced payments 3,990 - Payables due to acquisitions 9,862 - Others 10,147 2,801 Other Payables 41,050 9,437 |
Financial Instruments and Man_2
Financial Instruments and Management of Financial Risks (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Disclosure of detailed information about financial instruments [abstract] | |
Disclosure of Foreign Currency Financial Assets and Liabilities | The carrying amounts of the Group’s financial assets and liabilities which are denominated in foreign currency are as follows: Disclosure of Foreign Currency Financial Assets and Liabilities 2021 2020 2021 2020 Assets Liabilities As of December 31 As of December 31 2021 2020 2021 2020 NIS in thousands NIS in thousands NIS in thousands NIS in thousands Cash - USD 72,497 - - - Investment in Novellus - USD 1,600 3,141 - - Investment in Cavnox - USD 965 - - - Investment - USD Other receivables - USD 7,464 - - - |
Schedule of Financial Liabilities Contractual Terms, by Undiscounted Amounts | As of December 31, 2021: Schedule of Financial Liabilities Contractual Terms, by Undiscounted Amounts Up to one One year Total NIS in thousands Credit from banking corporations ** ** 70,560 11,877 82,436 Trade payables and other payables 102,217 - 102,217 Lease liability (1) (1) 3,307 21,371 24,678 Short term loan from related party (Note 13B) 173 1,625 1,798 Total financial liabilities undiscounted amount 176,257 34,872 211,129 ** The Company is in compliance with the required financial covenants. Therefore, the liabilities are presented under non-current liabilities Note 12 - Financial Instruments and Management of Financial Risks: As of December 31, 2020: Up to one One year Total NIS in thousands Credit from banking corporations 355 388 743 Trade payables and other payables 27,329 - 27,329 Lease liability (1) (1) 899 3,500 4,399 Short term loan from related party (Note 13B) 166 241 407 Total financial liabilities undiscounted amount 28,749 4,129 32,878 (1) The company has lease agreements for the company’s offices in Herzliya and for the pharmacies located throughout Israel. |
Schedule of Financial Assets measured in Fair Value | The following table presents the Company’s financial assets and financial liabilities which are measured at fair value as of December 31, 2021: Schedule of Financial Assets measured in Fair Value Level 1 Level 2 Level 3 Total NIS in thousands Assets: Financial assets measured at fair value through profit or loss: Investments in investees - - 2,565 2,565 Investment in XTL stocks 330 - - 330 Total assets 330 - 2,565 2,895 The following table presents the Company’s financial assets and financial liabilities which are measured at fair value as of December 31, 2020: Level 1 Level 2 Level 3 Total NIS in thousands Assets: Financial assets measured at fair value through profit or loss: Investments in investees - - 3,141 3,141 Investment in XTL stocks 376 - - 376 Total assets 376 - 3,141 3,517 |
Schedule of Financial Assets Measured at Fair Value through Profit or Loss | Changes in financial instruments whose fair value measurement was classified at level 3: Schedule of Financial Assets Measured at Fair Value through Profit or Loss Financial assets measured 2021 2020 NIS in thousands Opening balance 3,141 39,910 Investment (sale) of assets measured at fair value through profit or loss 1,246 626 Profit (loss) which was recognized in the statement of income (1,822 ) (37,395 ) Closing balance 2,565 3,141 |
Schedule of Sensitivity Analysis in Profit or Loss in Foreign Currency | Schedule of Sensitivity Analysis in Profit or Loss in Foreign Currency Impact of the USD Impact of the EUR As of December 31 As of December 31 2021 2021 NIS in thousands NIS in thousands Profit or loss 1,087 - |
Lease liability (Tables)
Lease liability (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Lease liabilities [abstract] | |
Schedule of Maturity Analysis of Lease Liabilities | Maturity analysis of the Group’s lease liabilities Schedule of Maturity Analysis of Lease Liabilities December 31, 2021 NIS thousands Less than one year 3,307 One to five years 3,723 More than five years 17,648 Total 24,678 Current maturities of lease liability 3,307 Long-term lease liability 21,371 |
Schedule of Recognized Profit or Loss | Amounts recognized in profit or loss Schedule of Recognized Profit or Loss 2021 2020 2019 NIS thousands NIS thousands NIS thousands Interest expenses on lease liability 480 64 189 Variable lease payments not included in the measurement of the lease liability 2,574 546 - Total 3,054 610 189 |
Taxes on Income (Tables)
Taxes on Income (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Schedule of Deferred Tax Assets and Liabilities | The movement in deferred tax assets and liabilities is attributable to the following items: Schedule of Deferred Tax Assets and Liabilities Balance of deferred tax asset 2,904 Deferred tax asset liability, beginning balance 2,904 (liability) as at January 1, 2021 Changes recognized in biological assets (1,280 ) Changes recognized in other 306 Business combinations (see Note 8) 1,090 Balance of deferred tax asset (liability) as at December 31, 2021 3,020 Deferred tax asset liability, ending balance 3,020 |
Schedule of Components of Taxes | Schedule of Components of Taxes 2021 2020 2019 NIS in NIS in NIS in Current tax (income) expense 10,467 636 - Deferred tax (income) 974 (2,904 ) (673 ) Total tax (benefit) expense 11,441 (2,268 ) (673 ) |
Schedule of Reconciliation Between Tax on Earnings Before Income and Tax Expenses | Schedule of Reconciliation Between Tax on Earnings Before Income and Tax Expenses 2021 2020 2019 NIS in thousands Loss (Profit) before taxes on income (18,734 ) 38,308 6,566 tax rate 23 % 23 % 23 % Total tax benefit (expense) at applicable tax rate (4,309 ) 8,811 1,510 Nondeductible (losses) gains on financial assets ( 419 ) ( 8,555 ) 18,390 Nondeductible Share-based payment ( 1,484 ) (2,302 ) ( 15,648 ) Tax losses for which deferred taxes were not created ( 2,709 ) (217 ) (4,906 ) Other permanent differences (2,520 ) ( 5 ) (19 ) Income tax benefit (expense) (11,441 ) 2,268 673 |
Equity (Tables)
Equity (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Schedule of Composition of Share Capital | Schedule of Composition of Share Capital December 31 December 31 2021 2020 2021 2020 Registered Issued and paid-up Ordinary shares with no par value ** 100,000,000 44,951,295 45,133,945 26,941,705 ** On April 8, 2021, the Company effectuated a reverse split of its ordinary shares in ratio of 1-for-4.44926 |
Schedule of Changes in Share Capital | Schedule of Changes in Share Capital Number of Balance as of January 1, 2021 26,941,705 Options exercised by employees 10,103 Options exercised by controlling shareholder 2,150,919 Options exercised by investors 240,972 Issuance of shares- SPAC (Note 17N) 15,650,280 Issuance of shares (Note 17R) 139,966 Balance as of December 31, 2021 45,133,945 |
Schedule of Share-based Payment Expenses | The expense which was recognized in the financial statements for received services is presented in the following table: Schedule of Share-based Payment Expenses For the year ended December 31 2021 2020 2019 NIS in thousands Equity-settled share-based payment plans 6,452 10,008 68,036 Total expenses recognized from share-based payment transactions 6,452 10,008 68,036 |
Schedule of Share-based Payment Arrangements | During the period ended December 31, 2021, the Company had share-based payment arrangements as described below: Schedule of Share-based Payment Arrangements Grant date 26/01/2021 ** 30/08/2021 Number granted 861,255 340,170 Original contract duration 4 4 Vesting immediate 6 % 6 % Vesting period - rest 48 48 Exercise price (NIS) 18.38 20.16 Economic value of all options (B&S) as of the grant date (NIS in thousands) 4,888 3,190 Data and economic assumptions in the model: Share price (in NIS) 17.40 20.65 Risk-free interest rate 0.20 % 0.20 % Volatility rate 39.30 % 59.06 % Options as of January 1, 2021 - - Granted options: Vested options 1,217,436 63,782 Options exercised into shares Expired options: Options exercisable as of December 31, 2021: 1,217,436 63,782 Additional details ESOP ESOP ** On April 8, 2021, the Company effectuated a reverse split of its ordinary shares in ratio of 1-for-4.44926 |
Schedule of Share Options Activity | Presented below is a table listing the number of share options, the weighted average of their exercise prices, and the changes which were made to the employee options plans during the current year: Schedule of Share Options Activity 2021 ** 2020 2019 Number Weighted average exercise price Number of options Weighted average exercise price Number of options Weighted average exercise price NIS NIS NIS Share options at beginning of year 1,199,791 15.40 6,634,183 3.77 75,000 0.66 Share options which were granted during the year 1,201,426 18.88 54,000 5.65 7,584,183 3.79 Share options which were forfeited during the year 132,688 18.38 - - 950,000 4.79 Share options which expired during the year 674 18.38 1,070,000 5.06 - - Share options which were exercised during the year 10,103 18.38 280,000 2.09 75,000 0.66 Share options at end of year 2,257,753 17.06 5,338,183 3.46 6,634,183 3.64 Exercisable share options at year end 1,413,615 15,90 5,252,203 1 4,076,992 3.77 |
Expenses (Tables)
Expenses (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Expenses by nature [abstract] | |
Schedule of Cost of Revenue | Cost of revenue Schedule of Cost of Revenue 2021 2020 2019 For the year ended December 31 2021 2020 2019 NIS in thousands Payroll and associated expenses 11,605 3,396 1,703 Farm operating expenses 20,407 11,749 1,545 Purchases 115,952 29,688 - Depreciation 3,163 2,562 534 Changes in inventory (27,439 ) (12,746 ) 3,674 Total cost of revenue 123,688 34,649 7,456 |
Schedule of General and Administrative Expenses | General and administrative expenses: Schedule of General and Administrative Expenses 2021 2020 2019 For the year ended December 31 2021 2020 2019 NIS in thousands Payroll and associated expenses 8,673 5,207 6,655 Consulting and professional expenses 4,686 1,183 2,889 Directors including share-based payment 567 329 236 Insurance 2,661 395 181 Rent and maintenance 2,837 395 750 Provision for doubtful debts - - 550 Fees 337 172 176 Depreciation 2,931 691 294 Other 4,514 221 342 Total General and administrative expense 27,206 8,593 12,073 |
Schedule of Sales and Marketing | Sales and Marketing: Schedule of Sales and Marketing 2021 2020 2019 For the year ended December 31 2021 2020 2019 NIS in thousands Payroll and associated expenses 15,053 2,524 651 Commission distribution 5,624 4,544 246 Other 2,537 1,372 1,796 Total Sales and marketing 23,214 8,440 2,693 |
Schedule of Other Expenses Income | Other expenses (income): Schedule of Other Expenses Income A. Other income 2021 2020 2019 For the year ended December 31 A. Other income 2021 2020 2019 NIS in thousands Gain in respect of acquisition of a subsidiary - - 58,808 Other 860 - 154 Total Other income 860 - 58,962 B. Other expenses For the year ended December 31 2021 2020 2019 NIS in thousands Issuance expenses (1) 3,504 3,321 - Other 327 1,242 - Total Other expenses 3,831 4,563 - (1) During 2020, the Company recorded issuance expenses in the amount of NIS 3,321 thousand, which were associated with a shares transaction that did not consummate. During 2021, the Company registered its shares on Nasdaq. |
Finance income (Tables)
Finance income (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Finance Income | |
Schedule of Finance income | Schedule of Finance income 2021 2020 2019 For the year ended December 31 2021 2020 2019 NIS in thousands Income from deposits 130 21 141 Exchange differences - 599 - Total finance income 130 620 141 |
Finance expenses (Tables)
Finance expenses (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Finance Expenses | |
Schedule of Finance Expenses | Schedule of Finance Expenses For the year ended December 31 2021 2020 2019 NIS in thousands Interest in respect of loan from related party 43 174 1,801 Expenses in respect of fees and interest 4,627 264 134 Exchange differences 4,536 - 1,320 Interest expense in respect of lease liability 375 90 37 Total finance expenses 9,581 528 3,292 |
Earnings (Loss) Per Share (Tabl
Earnings (Loss) Per Share (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Profit or loss [abstract] | |
Schedule of Calculation of Loss Per Share | Details regarding the number of shares in the calculation of profit or (loss) per share Schedule of Calculation of Loss Per Share For the year ended December 31 2021 2020* 2019* Profit Loss Loss Weighted NIS in Weighted NIS in Weighted NIS in Number of shares and profit (loss) for calculating basic profit (loss) per share 38,492,600 4,690 25,396,312 (37,231 ) 23,299,407 (5,893 ) Number of shares and profit (loss) for calculating diluted profit (loss) per share 40,839,132 25,396,312 23,299,407 Options which were not included in the diluted profit (loss) per share calculation because they are antidilutive 776,211 4,371,792 3,644,697 - * On April 8, 2021, the Company effectuated a reverse split of its ordinary shares in ratio of 1-for-4.44926 |
Balances and Transactions wit_2
Balances and Transactions with Related Parties (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Outstanding balances for related party transactions [abstract] | |
Schedule of Transactions Between Related Parties | Schedule of Transactions Between Related Parties A. Balances with related parties (consolidated) Composition: December 31 2021 2020 NIS in thousands Short-term loans (Note 13) 1,722 1,296 Long-term loans (Note 13) 76 241 Total loans 1,798 1,547 |
Schedule of Employed and Non Employed Employment Benefits | Schedule of Employed and Non Employed Employment Benefits For the year ended December 31 2021 2020 2019 Amount Amount Amount Number NIS in Number NIS in Number NIS in Short-term employee benefits 3 946 3 782 3 833 Management fees 1 606 1 122 - - Share-based payment 1 3,023 1 9,874 2 37,157 3 4,575 3 10,778 3 37,990 (*) The key management personnel include the Chairman of the Board, the Company’s CEO, and the CFO C. Benefits in respect of key management personnel (including directors) who are not employees of the Company: For the year ended December 31 2021 2020 2019 Amount Amount Amount Number of people NIS in thousands Number of people NIS in thousands Number of people NIS in thousands Short term employee benefits - - 1 371 1 493 Management fees 3 550 3 329 4 234 Share-based payment 3 48 3 134 - - 3 598 4 834 4 727 (*) The key management personnel who are not employees of the Company include one director, two outside directors, and one independent director. |
Operating Segments (Tables)
Operating Segments (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Disclosure of geographical areas [abstract] | |
Schedule of Financial Data Regarding Segment | Presented below are financial data regarding the segment: Schedule of Financial Data Regarding Segment 2021 2020 NIS in thousands Profit ( Loss) from investment in XTL ( 46 ) 199 Profit (Loss) from investment in Regenera - ( 39,910 ) Profit ( Loss) from investment in Cavnox - - Profit ( Loss) from investment in Novellus (1,822 ) 2,516 Total (1,868 ) ( 37,195 ) 2021 2020 NIS in thousands Fair value of the investment in XTL 330 376 Fair value of the investment in Regenera - - Fair value of the investment in Cavnox 965 - Fair value of the investment in Novellus 1,600 3,141 Total 2,895 3,517 |
Schedule of Operating Segments | Reconciliation of operating segment data include cancellation of assets of the cannabis segment, addition of the investment in accordance with the equity method, and addition of assets and liabilities which were not attributed to segments. Schedule of Operating Segments Cannabis Biomed Reconciliations Total NIS in thousands* Cannabis Biomed Reconciliations Total Year ended December 31, 2021 External revenue 219,677 - - 219,677 Segment profit (loss) 44,646 (1,868 ) - 42,778 General and administrative expenses not attributable to segments (11,620 ) Other expenses, net (2,971 ) Operating Profit 28,187 Segment assets (1) 551,435 2,895 131,994 686,324 Segment liabilities 132,562 - 94,571 227,133 Cannabis Biomed Reconciliations Total NIS in thousands* Cannabis Biomed Reconciliations Total Year ended December 31, 2020 External revenue 65,035 - - 65,035 Segment profit (loss) 14,250 (37,195 ) - (22,945 ) General and administrative expenses not attributable to segments (10,892 ) Other expenses, net (4,563 ) Operating loss (38,400 ) Segment assets (1) 114,559 3,517 208,194 326,270 Segment liabilities 23,935 - 10,226 34,161 Cannabis Biomed Reconciliations Total NIS in thousands* Cannabis Biomed Reconciliations Total Year ended December 31, 2019 External revenue 9,609 - (683 ) 8,926 Segment profit (loss) (12,567 ) 20,996 895 9,324 General and administrative expenses not attributable to segments (71,361 ) Other income, net 58,962 Equity losses (340 ) Operating loss (3,415 ) Segment assets (1) 47,846 40,087 194,300 282,233 Segment liabilities 53,518 - (27,486 ) 26,032 (1) In 2019 the Company consolidated Canndoc’s operating results for the first time, beginning in February 2019. |
General (Details Narrative)
General (Details Narrative) ₪ / shares in Units, ₪ in Thousands, $ in Millions | May 14, 2020 | Dec. 31, 2021ILS (₪)₪ / sharesshares | Dec. 31, 2021USD ($) | Dec. 31, 2020ILS (₪)shares | Dec. 31, 2019ILS (₪) | Oct. 13, 2021shares | May 18, 2021 | Apr. 23, 2021shares | Feb. 11, 2019 | Nov. 30, 2017shares | |
Reserve Quantities [Line Items] | |||||||||||
Percentage of voting equity interests acquired | 50.10% | 100.00% | |||||||||
Number of shares issued | 139,966 | 4,250,000 | |||||||||
Issue of equity | ₪ | ₪ 136,506 | ₪ 38,020 | ₪ 62,283 | ||||||||
Other receivables | ₪ | ₪ 33,244 | ₪ 3,680 | |||||||||
Private Placements [Member] | |||||||||||
Reserve Quantities [Line Items] | |||||||||||
Number of shares issued | 5,000,000 | ||||||||||
Ordinary shares [member] | |||||||||||
Reserve Quantities [Line Items] | |||||||||||
Number of shares issued and fully paid | [1] | 45,133,945 | 26,941,705 | ||||||||
Pharmazone Ltd [Member] | |||||||||||
Reserve Quantities [Line Items] | |||||||||||
Proportion of ownership interest in subsidiary | 50.10% | 50.10% | |||||||||
Percentage of voting equity interests acquired | 100.00% | ||||||||||
Canndoc Ltd [Member] | |||||||||||
Reserve Quantities [Line Items] | |||||||||||
Proportion of ownership interest in subsidiary | 100.00% | ||||||||||
Cannolam Ltd [Member] | |||||||||||
Reserve Quantities [Line Items] | |||||||||||
Proportion of ownership interest in subsidiary | 50.10% | ||||||||||
S P A C Transaction [Member] | |||||||||||
Reserve Quantities [Line Items] | |||||||||||
Issue of equity | ₪ 162,000 | $ 50 | |||||||||
Other receivables | ₪ | 7,000 | ||||||||||
S P A C Transaction [Member] | Private Placements [Member] | |||||||||||
Reserve Quantities [Line Items] | |||||||||||
Other receivables | ₪ | ₪ 182,000 | ||||||||||
S P A C Transaction [Member] | Ordinary shares [member] | |||||||||||
Reserve Quantities [Line Items] | |||||||||||
Number of shares issued | 15,650,280 | 15,650,280 | |||||||||
Number of shares issued and fully paid | 5,243,616 | ||||||||||
Weighted average price per share | ₪ / shares | ₪ 13 | ||||||||||
S P A C Transaction [Member] | Forfeiture Ordinary Shares [Member] | |||||||||||
Reserve Quantities [Line Items] | |||||||||||
Number of shares issued but not fully paid | 5,243,616 | ||||||||||
[1] | On April 8, 2021, the Company effectuated a reverse split of its ordinary shares in ratio of 1-for-4.44926 |
Schedule of Depreciation Rate (
Schedule of Depreciation Rate (Details) | 12 Months Ended |
Dec. 31, 2021 | |
Machinery [member] | Bottom of range [member] | |
IfrsStatementLineItems [Line Items] | |
Depreciation rate | 7.00% |
Machinery [member] | Top of range [member] | |
IfrsStatementLineItems [Line Items] | |
Depreciation rate | 15.00% |
Computer equipment [member] | |
IfrsStatementLineItems [Line Items] | |
Depreciation rate | 33.00% |
Leasehold improvements [member] | |
IfrsStatementLineItems [Line Items] | |
Depreciation rate | 10.00% |
Significant Accounting Polici_4
Significant Accounting Policies (Details Narrative) - Buildings [member] | 12 Months Ended |
Dec. 31, 2021 | |
Bottom of range [member] | |
IfrsStatementLineItems [Line Items] | |
Useful life measured as period of time, property, plant and equipment | 5 years |
Top of range [member] | |
IfrsStatementLineItems [Line Items] | |
Useful life measured as period of time, property, plant and equipment | 10 years |
Schedule of Cash and Cash Equiv
Schedule of Cash and Cash Equivalents (Details) - ILS (₪) ₪ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
IfrsStatementLineItems [Line Items] | ||||
Cash | ₪ 193,214 | ₪ 37,888 | ||
Short term deposits | 3,003 | |||
Total cash and cash equivalents | 196,217 | 37,888 | ₪ 27,338 | ₪ 3,416 |
Total cash and cash equivalents | 196,217 | 37,888 | ₪ 27,338 | ₪ 3,416 |
U S D [Member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Total cash and cash equivalents | 72,497 | |||
Total cash and cash equivalents | 72,497 | |||
N I S [Member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Total cash and cash equivalents | 123,720 | 37,888 | ||
Total cash and cash equivalents | ₪ 123,720 | ₪ 37,888 |
Schedule of Inventory (Details)
Schedule of Inventory (Details) - ILS (₪) ₪ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Schedule Of Inventory | ||
Finished goods | ₪ 39,256 | ₪ 7,640 |
Goods in process and dried inflorescence | 23,057 | 11,409 |
Total inventory | ₪ 62,313 | ₪ 19,049 |
Schedule of Fair Value Assets (
Schedule of Fair Value Assets (Details) - ILS (₪) ₪ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
IfrsStatementLineItems [Line Items] | |||
Biological Assets | ₪ 5,566 | ₪ 3,153 | ₪ 1,145 |
Level 1 of fair value hierarchy [member] | |||
IfrsStatementLineItems [Line Items] | |||
Biological Assets | |||
Level 2 of fair value hierarchy [member] | |||
IfrsStatementLineItems [Line Items] | |||
Biological Assets | |||
Level 3 of fair value hierarchy [member] | |||
IfrsStatementLineItems [Line Items] | |||
Biological Assets | ₪ 5,566 | ₪ 3,153 |
Schedule of Changes in Biologic
Schedule of Changes in Biological Assets (Details) - ILS (₪) ₪ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Balance as of January 1 | ₪ 3,153 | ₪ 1,145 |
Costs of growing medical cannabis plants | 24,556 | 10,450 |
Change in fair value less selling costs | 6,574 | 3,202 |
Transfer to inventory | (28,717) | (11,644) |
Balance as of December 31 | ₪ 5,566 | ₪ 3,153 |
Schedule of Assumptions in Biol
Schedule of Assumptions in Biological Assets (Details) | 12 Months Ended | ||
Dec. 31, 2021T₪ / shares | Dec. 31, 2020T₪ / shares | ||
Net growing area (in thousands of square meters) | 10.5 | 10.5 | |
Estimate net yield as of the reporting date (tons) (1) | T | [1] | 1.6 | 2.1 |
Estimated net selling price (NIS per gram) (2) | ₪ / shares | [2] | ₪ 17.4 | ₪ 13.7 |
Estimated growing cycle length (in weeks) (4) | [3] | 91 days | 91 days |
Estimated growing cycle completion rate (in percent) (5) | [4] | 0.29 | 0.15 |
Proportion of plants which do not reach the harvesting stage | 0.08 | 0.08 | |
[1] | According to the number of seedlings as of the end of the reporting period | ||
[2] | According to the price range of the Company’s existing products as of the end of the reporting period | ||
[3] | In accordance with the Company’s experience, and according to the strains which exist as of the reporting date | ||
[4] | By planting date vs. growing cycle length |
Schedule of Sensitivity Analysi
Schedule of Sensitivity Analysis of Biological Assets (Details) - ILS (₪) ₪ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Average selling price | ₪ 673 | ₪ 315 |
Proportion of oil products | 50 | 27 |
Proportion of plants which do not reach the harvesting | ₪ (445) | ₪ (394) |
Schedule of Investment of Finan
Schedule of Investment of Financial Assets (Details) - ILS (₪) ₪ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Rental income from investment property, net of direct operating expense [abstract] | ||
Balance as of January 1, | ₪ 376 | ₪ 177 |
Changes in fair value carried to the statement of income | (46) | 199 |
Balance as of December 31, | ₪ 330 | ₪ 376 |
Investments in Financial Asse_3
Investments in Financial Assets Measured at Fair Value Through Profit or Loss (Details Narrative) | Dec. 31, 2021shares |
IfrsStatementLineItems [Line Items] | |
Controlling Shareholders holds percentage | 23.54% |
Biopharmaceuticals Ltd [Member] | |
IfrsStatementLineItems [Line Items] | |
Shares hold | 3,840,617 |
Issued and paid up percentage | 0.70% |
Schedule of Transferred Conside
Schedule of Transferred Consideration (Details) - ILS (₪) | Dec. 31, 2021 | May 14, 2020 | Feb. 11, 2019 | Sep. 04, 2018 | Jun. 24, 2018 |
IfrsStatementLineItems [Line Items] | |||||
Transferred consideration | ₪ 17,300,000 | ₪ 8,216,000 | ₪ 1,214 | ||
Consideration paid in cash | ₪ 7,500,000 | ||||
Measurement of Fair Values [Member] | |||||
IfrsStatementLineItems [Line Items] | |||||
Transferred consideration | 71,388,000 | ||||
Non-controlling interests | 1,178,000 | ||||
Consideration paid in cash | 24,304,000 | ||||
Payable in respect of shares | 17,376,000 | ||||
Deferred consideration in cash | 9,862,000 | ||||
Contingent consideration | ₪ 18,668,000 | ||||
Canndoc Ltd [Member] | |||||
IfrsStatementLineItems [Line Items] | |||||
Issuance of 1,788,962 ordinary shares of the Company (A) | ₪ 107,632,000 | ||||
Transferred consideration | 107,632,000 | ₪ 9,000 | |||
Fair value of the investment in Canndoc prior to the business combination (B) | 65,968,000 | ||||
Total | ₪ 173,600,000 | ||||
Cannolam Ltd [Member] | |||||
IfrsStatementLineItems [Line Items] | |||||
Transferred consideration | ₪ 32,159,000 | ||||
Rights to agricultural produce | 10,200,000 | ||||
Shareholder’s loan | (600,000) | ||||
Non-controlling interests | ₪ 15,655,000 |
Schedule Of Transferred Consi_2
Schedule Of Transferred Consideration (Details) (Parenthetical) - ILS (₪) ₪ in Thousands | Feb. 11, 2019 | May 14, 2020 | Sep. 04, 2018 |
IfrsStatementLineItems [Line Items] | |||
Issuance of ordinary shares | 7,931,589 | ||
Gain in fair value measurement of equity | ₪ 58,808 | ||
Percentage of voting equity interests acquired | 100.00% | 50.10% | |
Canndoc Ltd [Member] | |||
IfrsStatementLineItems [Line Items] | |||
Issuance of ordinary shares | 1,788,962 | ||
Percentage of voting equity interests acquired | 38.00% | 38.00% |
Schedule of Acquisition of Cash
Schedule of Acquisition of Cash Flows (Details) - ILS (₪) | Dec. 31, 2021 | May 14, 2020 | Feb. 11, 2019 | Sep. 04, 2018 | Jun. 24, 2018 |
IfrsStatementLineItems [Line Items] | |||||
Total acquisition cost | ₪ 17,300,000 | ₪ 8,216,000 | ₪ 1,214 | ||
Measurement of Fair Values [Member] | |||||
IfrsStatementLineItems [Line Items] | |||||
Total acquisition cost | 71,388,000 | ||||
Consideration paid in cash | (24,304,000) | ||||
Less - acquired cash and cash equivalents | 5,210,000 | ||||
Total | ₪ (19,094,000) | ||||
Canndoc Ltd [Member] | |||||
IfrsStatementLineItems [Line Items] | |||||
Total acquisition cost | ₪ 107,632,000 | ₪ 9,000 | |||
Less - non-cash consideration for Canndoc Ltd. | (107,632,000) | ||||
Consideration paid in cash | |||||
Less - acquired cash and cash equivalents | 385,000 | ||||
Total | ₪ 385,000 | ||||
Cannolam Ltd [Member] | |||||
IfrsStatementLineItems [Line Items] | |||||
Total acquisition cost | ₪ 32,159,000 | ||||
Consideration paid in cash | |||||
Less - acquired cash and cash equivalents | 387,000 | ||||
Total | ₪ 387,000 |
Schedule of Amounts Recognized
Schedule of Amounts Recognized on Acquisition (Details) - ILS (₪) ₪ in Thousands | Dec. 31, 2021 | May 14, 2020 | Feb. 11, 2019 |
IfrsStatementLineItems [Line Items] | |||
Goodwill | ₪ 67,690 | ₪ 22,138 | |
Measurement of Fair Values [Member] | |||
IfrsStatementLineItems [Line Items] | |||
Cash and cash equivalents | 5,210 | ||
Trade and other receivables | 20,452 | ||
Inventory | 22,788 | ||
Property, plant and equipment and right-of-use asset | 6,267 | ||
Trade and other payable | 50,670 | ||
Total identifiable net assets | (6,509) | ||
Financial liabilities | (3,583) | ||
Loan from non-controlling interest | 5,119 | ||
Lease liability | (2,650) | ||
Restricted cash | 586 | ||
Deferred tax assets | 1,056 | ||
Goodwill | 329 | ||
Short term loans | (699) | ||
Current maturities | (93) | ||
Liabilities in respect of employee benefits | (383) | ||
Canndoc Ltd [Member] | |||
IfrsStatementLineItems [Line Items] | |||
Cash and cash equivalents | ₪ 385 | ||
Trade and other receivables | 1,051 | ||
Inventory | 7,723 | ||
Property, plant and equipment and right-of-use asset | 1,791 | ||
Loan | (2,146) | ||
Trade and other payable | (1,731) | ||
Short term loan from related parties | (716) | ||
Deferred tax liability | (723) | ||
Total identifiable net assets | ₪ 5,634 | ||
Goodwill | ₪ 167,965 | ||
Cannolam Ltd [Member] | |||
IfrsStatementLineItems [Line Items] | |||
Cash and cash equivalents | 387 | ||
Trade and other receivables | 1,790 | ||
Inventory | 237 | ||
Property, plant and equipment and right-of-use asset | 3,204 | ||
Total identifiable net assets | 10,021 | ||
Rights to agricultural produce | 10,200 | ||
Financial liabilities | (2,462) | ||
Loan from non-controlling interest | (1,296) | ||
Lease liability | (2,039) | ||
Total identifiable net assets and liabilities | ₪ 22,138 |
Investment in Subsidiaries (Det
Investment in Subsidiaries (Details Narrative) - ILS (₪) | Oct. 20, 2021 | Aug. 08, 2021 | May 18, 2021 | May 14, 2020 | Mar. 31, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Feb. 11, 2019 | Sep. 04, 2018 | Jun. 24, 2018 |
IfrsStatementLineItems [Line Items] | |||||||||||||
Percentage of acquired equity | 50.10% | 100.00% | |||||||||||
Acquired interest of business consideration | ₪ 17,300,000 | ₪ 17,300,000 | ₪ 8,216,000 | ₪ 1,214 | |||||||||
Total consideration | ₪ 7,500,000 | ||||||||||||
Loan bearing interest | 2.61 | ||||||||||||
Additional loan | ₪ 500,000 | ||||||||||||
Annual fixed interest rate | 5 | ||||||||||||
Goodwill | ₪ 22,138,000 | 67,690,000 | 67,690,000 | ||||||||||
Invested, in consideration of the allocation | 28.2 | ||||||||||||
Non-controlling interests | 11,163,000 | ₪ 17,603,000 | 11,163,000 | ₪ 17,603,000 | |||||||||
Revenue | 219,677,000 | 65,035,000 | ₪ 8,926,000 | ||||||||||
Profit | 18,734,000 | (38,308,000) | (6,566,000) | ||||||||||
Acquisition description | On October 20, 2021, the company engaged in an agreement to purchase 51% of “Maayan Haim” pharmacy located in Bet Dagan which has a license to sell Medical cannabis. | On August 8, 2021, the Company engaged in an agreement to purchase 51% of “Club Pharm Shely” pharmacy located in Binyamina. | In May 18, 2021, the Company acquired 100% of “Pharmazone” trading house, “Doron” pharmacy and “Ahuza” pharmacy located in Raanana. | In March 2021, the Company acquired, through Cannolam, four pharmacies located in Dimona (51%), Tel Aviv (100%), Kfar Hasidim (100%) and Ashdod (51%). | |||||||||
Contingent liabilities recognised in business combination | 18,668,000 | 18,668,000 | |||||||||||
[custom:ContingentLiabilitiesRecognisedInBusinessCombinationProvisional-0] | 9,613,000 | 9,613,000 | |||||||||||
Provisional for goodwill | 60,986,000 | 60,986,000 | |||||||||||
Total comprehensive profit (loss) for the year | 7,293,000 | (36,040,000) | ₪ (5,893,000) | ||||||||||
Measurement of Fair Values [Member] | |||||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||||
Acquired interest of business consideration | 71,388,000 | 71,388,000 | |||||||||||
Total consideration | 24,304,000 | 24,304,000 | |||||||||||
Goodwill | 329,000 | 329,000 | |||||||||||
Revenue | 54,609,000 | 162,164,000 | |||||||||||
Equity interests of acquirer | 1,178,000 | 1,178,000 | |||||||||||
[custom:ProvisionalForEquityInterest-0] | 2,381,000 | 2,381,000 | |||||||||||
Total comprehensive profit (loss) for the year | 3,153,000 | ₪ 3,068,000 | |||||||||||
Acquisition-related costs for transaction recognised separately from acquisition of assets and assumption of liabilities in business combination | 356,000 | ||||||||||||
Measurement of Fair Values [Member] | Disposal of major subsidiary [member] | |||||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||||
Equity interests of acquirer | ₪ 9,043,000 | ₪ 9,043,000 | |||||||||||
Canndoc [Member] | |||||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||||
Percentage of acquired equity | 100.00% | 100.00% | |||||||||||
Pharmazone [Member] | |||||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||||
Percentage of acquired equity | 100.00% | 100.00% | |||||||||||
Cannolam [Member] | |||||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||||
Percentage of acquired equity | 50.10% | 50.10% | |||||||||||
Shares issued | 1,788,962 | ||||||||||||
Canndoc Ltd [Member] | |||||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||||
Percentage of acquired equity | 38.00% | 38.00% | |||||||||||
Acquired interest of business consideration | ₪ 107,632,000 | ₪ 9,000 | |||||||||||
Goodwill | ₪ 167,965,000 | ₪ 167,965,000 | |||||||||||
Non controlling interest percentage | 49.90% | ||||||||||||
Revenue | 72,119,000 | ||||||||||||
Profit | ₪ 36,218,000 | ||||||||||||
Cannolam Ltd [Member] | |||||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||||
Acquired interest of business consideration | ₪ 32,159,000 | ||||||||||||
Private allocation description | which constituted approximately 1.62% of the Company’s issued and paid-up capital (1.41% fully diluted), in consideration of 21.9% of the shares of Cannolam Ltd. | ||||||||||||
Invested value | ₪ 10,200 | ||||||||||||
Non-controlling interests | 15,655,000 | ||||||||||||
Revenue | ₪ 11,160,000 | ||||||||||||
Profit | ₪ 2,187,000 | ||||||||||||
Equity interests of acquirer | ₪ 15,655,000 |
Summary of Property, Plant And
Summary of Property, Plant And Equipment (Details) - ILS (₪) ₪ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
IfrsStatementLineItems [Line Items] | ||
Beginning balance | ₪ 53,470 | |
Ending balance | 86,509 | ₪ 53,470 |
Right-of-use assets [member] | ||
IfrsStatementLineItems [Line Items] | ||
Beginning balance | 4,127 | |
Ending balance | 23,969 | 4,127 |
Gross carrying amount [member] | ||
IfrsStatementLineItems [Line Items] | ||
Beginning balance | 57,565 | 32,992 |
Acquisitions as part of business combination | 6,267 | 3,204 |
Additions during the year | 34,165 | 21,369 |
Ending balance | 97,997 | 57,565 |
Gross carrying amount [member] | Right-of-use assets [member] | ||
IfrsStatementLineItems [Line Items] | ||
Beginning balance | 4,996 | 2,957 |
Acquisitions as part of business combination | 2,660 | 2,039 |
Additions during the year | 19,459 | |
Ending balance | 27,115 | 4,996 |
Accumulated depreciation, amortisation and impairment [member] | ||
IfrsStatementLineItems [Line Items] | ||
Beginning balance | 4,095 | 842 |
Additions during the year | 7,393 | 3,253 |
Ending balance | 11,488 | 4,095 |
Accumulated depreciation, amortisation and impairment [member] | Right-of-use assets [member] | ||
IfrsStatementLineItems [Line Items] | ||
Beginning balance | 869 | 246 |
Additions during the year | 2,277 | 623 |
Ending balance | 3,146 | 869 |
Computer equipment [member] | ||
IfrsStatementLineItems [Line Items] | ||
Beginning balance | 744 | |
Ending balance | 3,232 | 744 |
Computer equipment [member] | Gross carrying amount [member] | ||
IfrsStatementLineItems [Line Items] | ||
Beginning balance | 904 | 426 |
Acquisitions as part of business combination | 1,230 | 276 |
Additions during the year | 1,827 | 202 |
Ending balance | 3,961 | 904 |
Computer equipment [member] | Accumulated depreciation, amortisation and impairment [member] | ||
IfrsStatementLineItems [Line Items] | ||
Beginning balance | 160 | 71 |
Additions during the year | 569 | 89 |
Ending balance | 729 | 160 |
Machinery [member] | ||
IfrsStatementLineItems [Line Items] | ||
Beginning balance | 2,864 | |
Ending balance | 6,765 | 2,864 |
Machinery [member] | Gross carrying amount [member] | ||
IfrsStatementLineItems [Line Items] | ||
Beginning balance | 3,391 | 1,677 |
Acquisitions as part of business combination | 341 | |
Additions during the year | 4,391 | 1,714 |
Ending balance | 8,123 | 3,391 |
Machinery [member] | Accumulated depreciation, amortisation and impairment [member] | ||
IfrsStatementLineItems [Line Items] | ||
Beginning balance | 527 | 138 |
Additions during the year | 831 | 389 |
Ending balance | 1,358 | 527 |
Buildings [member] | ||
IfrsStatementLineItems [Line Items] | ||
Beginning balance | 45,735 | |
Ending balance | 52,543 | 45,735 |
Buildings [member] | Gross carrying amount [member] | ||
IfrsStatementLineItems [Line Items] | ||
Beginning balance | 48,274 | 27,932 |
Acquisitions as part of business combination | 2,036 | 889 |
Additions during the year | 8,488 | 19,453 |
Ending balance | 58,798 | 48,274 |
Buildings [member] | Accumulated depreciation, amortisation and impairment [member] | ||
IfrsStatementLineItems [Line Items] | ||
Beginning balance | 2,539 | 387 |
Additions during the year | 3,716 | 2,152 |
Ending balance | ₪ 6,255 | ₪ 2,539 |
Schedule of Investment in Asset
Schedule of Investment in Assets Measured at Fair Value through Profit or Loss (Details) - ILS (₪) ₪ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
IfrsStatementLineItems [Line Items] | ||
Fair value of the investment | ₪ 2,565 | ₪ 3,141 |
Regenera Pharma Ltd [Member] | ||
IfrsStatementLineItems [Line Items] | ||
Fair value of the investment | ||
Novellus DX Ltd [Member] | ||
IfrsStatementLineItems [Line Items] | ||
Fair value of the investment | 1,600 | 3,141 |
Cavnox Ltd [Member] | ||
IfrsStatementLineItems [Line Items] | ||
Fair value of the investment | ₪ 965 |
Investment in Assets Measured_2
Investment in Assets Measured at Fair Value through Profit or Loss (Details Narrative) ₪ / shares in Units, $ / shares in Units, ₪ in Thousands, $ in Thousands | May 18, 2020USD ($) | Apr. 30, 2020ILS (₪) | May 22, 2019USD ($)$ / sharesshares | Oct. 31, 2021USD ($) | Dec. 31, 2021ILS (₪)shares | Dec. 31, 2020ILS (₪)₪ / shares | Dec. 31, 2019₪ / shares | Dec. 31, 2016USD ($)shares | Dec. 31, 2015USD ($)$ / sharesshares | Dec. 31, 2021USD ($)shares | Dec. 31, 2020USD ($) | Sep. 30, 2020USD ($) | Nov. 30, 2017shares |
IfrsStatementLineItems [Line Items] | |||||||||||||
Number of shares issued on investment | shares | 139,966 | 139,966 | 4,250,000 | ||||||||||
Diluted percentage | 23.54% | 23.54% | |||||||||||
Investments on initial closing date | ₪ | ₪ 330 | ||||||||||||
Exercise price | ₪ / shares | ₪ 20.28 | ₪ 1.91 | |||||||||||
Issued capital | ₪ | 623,567 | ₪ 452,259 | |||||||||||
Regenera Pharma Ltd [Member] | |||||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||||
Diluted percentage | 7.85% | ||||||||||||
Regenera Pharma Ltd [Member] | Top of range [member] | |||||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||||
Diluted percentage | 11.76% | ||||||||||||
Regenera Pharma Ltd [Member] | Bottom of range [member] | |||||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||||
Diluted percentage | 9.33% | ||||||||||||
Regenera Pharma Ltd [Member] | Investors [Member] | |||||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||||
Proceeds from investors | $ 1,300 | ||||||||||||
Regenera Pharma Ltd [Member] | Investors [Member] | Additional Raising Rounds [Member] | |||||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||||
Proceeds from investors | $ 2,000 | ||||||||||||
Novellus DX Ltd [Member] | Contractual Agreement [Member] | |||||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||||
Consideration amount | $ 1,250 | ||||||||||||
Investment amount | $ 2,500 | ||||||||||||
Investments on initial closing date | ₪ 1,600 | 1,250 | $ 88 | $ 181 | |||||||||
Additional investment amount | $ 1,250 | ||||||||||||
Percentage of undiluted conversion to ordinary shares | 0.76% | ||||||||||||
Percentage of shares diluted | 0.60% | ||||||||||||
Issued capital | $ 56,000 | ||||||||||||
[custom:PercentageOfHoldingStake] | 0.72% | ||||||||||||
Novellus DX Ltd [Member] | Contractual Agreement [Member] | Three Milestones [Member] | |||||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||||
Issued capital | $ 500 | ||||||||||||
Novellus DX Ltd [Member] | Contractual Agreement [Member] | Series B Preferred Shares [Member] | |||||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||||
Number of shares issued on investment | shares | 390,930 | ||||||||||||
Allocated shares | shares | 195,465 | ||||||||||||
Number of share option allocated | shares | 156,367 | ||||||||||||
Novellus DX Ltd [Member] | Contractual Agreement [Member] | Series B 1 Preferred Shares [Member] | |||||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||||
Number of shares issued on investment | shares | 312,734 | ||||||||||||
Exercise price | $ / shares | $ 7.994 | ||||||||||||
Novellus DX Ltd [Member] | Contractual Agreement [Member] | Pontifax Venture Capital and Additional Investors [Member] | |||||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||||
Investment amount | $ 10,000 | ||||||||||||
Cavnox Ltd [Member] | |||||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||||
Return for convertible loan, amount | $ 300 | ||||||||||||
Series A Preferred Shares [Member] | Regenera Pharma Ltd [Member] | |||||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||||
Number of shares issued on investment | shares | 105,833 | ||||||||||||
Percentage of shares issued | 1.35% | ||||||||||||
Consideration amount | $ 1,270 | ||||||||||||
Value per share | $ / shares | $ 12 | ||||||||||||
Raise of capital, amount | ₪ | ₪ 3,000 |
Schedule of Trade Receivables (
Schedule of Trade Receivables (Details) - ILS (₪) ₪ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 | |
Trade and other receivables [abstract] | |||
Open accounts * | [1] | ₪ 14,532 | ₪ 9,602 |
Credit cards receivable | 3,788 | 3,414 | |
Provision for doubtful debts | (913) | (550) | |
Trade receivables | ₪ 17,407 | ₪ 12,466 | |
[1] | For additional information, please see Note 12A(2) regarding factoring. |
Schedule of Other receivables (
Schedule of Other receivables (Details) - ILS (₪) ₪ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Trade and other receivables [abstract] | ||
Institutions | ₪ 2,535 | ₪ 710 |
Prepaid expenses | 4,979 | 452 |
Prepayments to suppliers | 8,140 | 337 |
Loan to non-related parties | 4,680 | 1,643 |
Receivables revenue | 1,187 | |
Others | 11,723 | 538 |
Other Receivables | ₪ 33,244 | ₪ 3,680 |
Schedule of Other Payables (Det
Schedule of Other Payables (Details) - ILS (₪) ₪ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Trade and other receivables [abstract] | ||
Accrued expenses | ₪ 5,959 | ₪ 3,429 |
Institutions | 4,884 | 1,309 |
Deferred revenues | 2,901 | 1,166 |
Short term Lease liability | 3,307 | 732 |
Advanced payments | 3,990 | |
Payables due to acquisitions | 9,862 | |
Others | 10,147 | 2,801 |
Other Payables | ₪ 41,050 | ₪ 9,437 |
Disclosure of Foreign Currency
Disclosure of Foreign Currency Financial Assets and Liabilities (Details) ₪ in Thousands, $ in Thousands | Dec. 31, 2021ILS (₪) | Dec. 31, 2021USD ($) | Dec. 31, 2020ILS (₪) | Dec. 31, 2020USD ($) |
IfrsStatementLineItems [Line Items] | ||||
Cash - USD | ₪ | ₪ 193,214 | ₪ 37,888 | ||
Investment - USD | ₪ | 330 | |||
Other receivables - USD | ₪ | ₪ 33,244 | ₪ 3,680 | ||
Class Of Liabilities [Member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Cash - USD | ||||
Other receivables - USD | ||||
Class Of Liabilities [Member] | Novellus DX Ltd [Member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Investment - USD | ||||
Class Of Liabilities [Member] | Cavnox Ltd [Member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Investment - USD | ||||
Class Of Assets [Member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Cash - USD | 72,497 | |||
Other receivables - USD | 7,464 | |||
Class Of Assets [Member] | Novellus DX Ltd [Member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Investment - USD | 1,600 | 3,141 | ||
Class Of Assets [Member] | Cavnox Ltd [Member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Investment - USD | $ 965 |
Schedule of Financial Liabiliti
Schedule of Financial Liabilities Contractual Terms, by Undiscounted Amounts (Details) - ILS (₪) ₪ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 | |
IfrsStatementLineItems [Line Items] | |||
Credit from banking corporations | ₪ 82,436 | ₪ 743 | |
Trade payables and other payables | 102,217 | 27,329 | |
Lease liability (1) | [1] | 24,678 | 4,399 |
Short term loan from related party (Note 13B) | 1,798 | 407 | |
Total financial liabilities undiscounted amount | 211,129 | 32,878 | |
Not later than one year [member] | |||
IfrsStatementLineItems [Line Items] | |||
Credit from banking corporations | 70,560 | 355 | |
Trade payables and other payables | 102,217 | 27,329 | |
Lease liability (1) | [1] | 3,307 | 899 |
Short term loan from related party (Note 13B) | 173 | 166 | |
Total financial liabilities undiscounted amount | 176,257 | 28,749 | |
Later than one year [member] | |||
IfrsStatementLineItems [Line Items] | |||
Credit from banking corporations | 11,877 | 388 | |
Trade payables and other payables | |||
Lease liability (1) | [1] | 21,371 | 3,500 |
Short term loan from related party (Note 13B) | 1,625 | 241 | |
Total financial liabilities undiscounted amount | ₪ 34,872 | ₪ 4,129 | |
[1] | The company has lease agreements for the company’s offices in Herzliya and for the pharmacies located throughout Israel. |
Schedule of Financial Assets me
Schedule of Financial Assets measured in Fair Value (Details) - ILS (₪) ₪ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
IfrsStatementLineItems [Line Items] | ||
Investments in investees | ₪ 2,565 | ₪ 3,141 |
Investment in XTL stocks | 330 | 376 |
Total assets | 2,895 | 3,517 |
Level 1 of fair value hierarchy [member] | ||
IfrsStatementLineItems [Line Items] | ||
Investments in investees | ||
Investment in XTL stocks | 330 | 376 |
Total assets | 330 | 376 |
Level 2 of fair value hierarchy [member] | ||
IfrsStatementLineItems [Line Items] | ||
Investments in investees | ||
Investment in XTL stocks | ||
Total assets | ||
Level 3 of fair value hierarchy [member] | ||
IfrsStatementLineItems [Line Items] | ||
Investments in investees | 2,565 | 3,141 |
Investment in XTL stocks | ||
Total assets | ₪ 2,565 | ₪ 3,141 |
Schedule of Financial Assets _2
Schedule of Financial Assets Measured at Fair Value through Profit or Loss (Details) - ILS (₪) ₪ in Thousands | 12 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | ||
IfrsStatementLineItems [Line Items] | ||||
Opening balance | ₪ 3,141 | |||
Profit (loss) which was recognized in the statement of income | 7,293 | ₪ (36,040) | ₪ (5,893) | [1] |
Closing balance | 2,565 | 3,141 | ||
Level 3 of fair value hierarchy [member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Opening balance | 3,141 | 39,910 | ||
Investment (sale) of assets measured at fair value through profit or loss | 1,246 | 626 | ||
Profit (loss) which was recognized in the statement of income | (1,822) | (37,395) | ||
Closing balance | ₪ 2,565 | ₪ 3,141 | ₪ 39,910 | |
[1] | On April 8, 2021, the Company effectuated a reverse split of its ordinary shares in ratio of 1-for-4.44926 |
Schedule of Sensitivity Analy_2
Schedule of Sensitivity Analysis in Profit or Loss in Foreign Currency (Details) - ILS (₪) ₪ in Thousands | 12 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | [1] | |
IfrsStatementLineItems [Line Items] | ||||
Profit (loss) for the year | ₪ 7,293 | ₪ (36,040) | ₪ (5,893) | |
Impact of USD [Member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Profit (loss) for the year | 1,087 | |||
Impact of EUR [Member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Profit (loss) for the year | ||||
[1] | On April 8, 2021, the Company effectuated a reverse split of its ordinary shares in ratio of 1-for-4.44926 |
Financial Instruments and Man_3
Financial Instruments and Management of Financial Risks (Details Narrative) ₪ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2021ILS (₪) | Dec. 31, 2020ILS (₪) | Jun. 16, 2017USD ($) | Jan. 16, 2017USD ($) | |
IfrsStatementLineItems [Line Items] | ||||
Investments | ₪ 330 | |||
Borrowings amount | $ | $ 250 | $ 250 | ||
[custom:LeaseMaturityPeriod] | 2025 - 2036 | |||
Fair value assets of investments | ₪ 2,895 | ₪ 3,517 | ||
Market risk [member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Sensitivity analysis description | the sensitivity to an increase or decrease of 1.5% in the relevant exchange rate. This metric represents the estimate of management regarding reasonably possible changes to the exchange rate. The sensitivity analysis includes current balances of monetary items denominated in foreign currency, and adjusts the translation thereof at the end of the period to a change of 1.5% in foreign currency rates. | |||
Investees [Member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Fair value assets of investments | ₪ 2,895 | |||
Customer Credit [Member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Credit maturity period | 90 days | |||
Borrowings amount | ₪ 36,000 | |||
Borrowings, interest rate | 3.00% |
Transactions with Related Par_2
Transactions with Related Parties (Details Narrative) $ in Thousands | Jun. 24, 2018ILS (₪)shares | Jun. 16, 2017USD ($) | Dec. 31, 2021ILS (₪) | Dec. 31, 2020ILS (₪) | Dec. 31, 2019ILS (₪) | Feb. 11, 2019ILS (₪) | Dec. 31, 2018 | Sep. 04, 2018ILS (₪) | Dec. 22, 2017USD ($) | Jan. 16, 2017USD ($) | Dec. 22, 2016USD ($) | Mar. 06, 2016USD ($) | Dec. 23, 2015USD ($) |
IfrsStatementLineItems [Line Items] | |||||||||||||
Related party borrowings | $ | $ 250 | $ 250 | |||||||||||
Amount of loan outstanding from controlling shareholder | $ | $ 1,000 | ||||||||||||
Fair value of loan | $ | $ 828 | $ 211 | $ 619 | $ 649 | |||||||||
Percentage of borrowings discount rate | 18.90% | 20.10% | 21.11% | 20.00% | |||||||||
Capital reserve | ₪ 2,388,000 | ₪ 2,388,000 | |||||||||||
Transferred consideration | ₪ 1,214 | 17,300,000 | ₪ 8,216,000 | ||||||||||
Fair value of business acquisition shares issued | shares | 8,570,000 | ||||||||||||
Income from subleasing right-of-use assets | ₪ 229,000 | ||||||||||||
Israeli Income Tax Ordinance [Member] | |||||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||||
Borrowings, interest rate | 2.61% | ||||||||||||
Canndoc Ltd [Member] | |||||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||||
Related party borrowings | 1,203,000 | ||||||||||||
Fair value of loan | ₪ 7,786 | ||||||||||||
Transferred consideration | ₪ 9,000 | ₪ 107,632,000 | |||||||||||
Canndoc Ltd [Member] | Israeli Income Tax Ordinance [Member] | |||||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||||
Borrowings, interest rate | 2.62% | ||||||||||||
Loan [Member] | |||||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||||
Capital reserve | ₪ 598,000 | ||||||||||||
Finance expense | ₪ 386,000 | ||||||||||||
Mr Alexander Rabinovitch [Member] | |||||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||||
Related party borrowings | $ | $ 750 | $ 1,250 | |||||||||||
Mr Avner Barak [Member] | |||||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||||
Related party borrowings | 249,000 | ||||||||||||
Capital reserve | 17,000 | ||||||||||||
Repayment of loan, monthly installment | 15,000 | ||||||||||||
Interest expense | 24,000 | ||||||||||||
Mr Avner Barak [Member] | Israeli Income Tax Ordinance [Member] | |||||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||||
Borrowings, interest rate | 2.62% | ||||||||||||
Mr Avner Barak [Member] | Canndoc Ltd [Member] | |||||||||||||
IfrsStatementLineItems [Line Items] | |||||||||||||
Related party borrowings | ₪ 718,000 |
Schedule of Maturity Analysis o
Schedule of Maturity Analysis of Lease Liabilities (Details) - ILS (₪) ₪ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
IfrsStatementLineItems [Line Items] | ||
Total | ₪ 24,678 | |
Current maturities of lease liability | 3,307 | |
Long-term lease liability | 21,371 | ₪ 3,500 |
Not later than one year [member] | ||
IfrsStatementLineItems [Line Items] | ||
Total | 3,307 | |
Later than one year and not later than five years [member] | ||
IfrsStatementLineItems [Line Items] | ||
Total | 3,723 | |
Later than five years [member] | ||
IfrsStatementLineItems [Line Items] | ||
Total | ₪ 17,648 |
Schedule of Recognized Profit o
Schedule of Recognized Profit or Loss (Details) - ILS (₪) ₪ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Lease liabilities [abstract] | |||
Interest expenses on lease liability | ₪ 480 | ₪ 64 | ₪ 189 |
Variable lease payments not included in the measurement of the lease liability | 2,574 | 546 | |
Total | ₪ 3,054 | ₪ 610 | ₪ 189 |
Schedule of Deferred Tax Assets
Schedule of Deferred Tax Assets and Liabilities (Details) ₪ in Thousands | 12 Months Ended |
Dec. 31, 2021ILS (₪) | |
Deferred tax asset liability, beginning balance | ₪ 2,904 |
Changes recognized in biological assets | (1,280) |
Changes recognized in other | 306 |
Business combinations (see Note 8) | 1,090 |
Deferred tax asset liability, ending balance | ₪ 3,020 |
Schedule of Components of Taxes
Schedule of Components of Taxes (Details) - ILS (₪) ₪ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Current tax (income) expense | ₪ 10,467 | ₪ 636 | |
Deferred tax (income) | 974 | (2,904) | (673) |
Total tax (benefit) expense | ₪ 11,441 | ₪ (2,268) | ₪ (673) |
Schedule of Reconciliation Betw
Schedule of Reconciliation Between Tax on Earnings Before Income and Tax Expenses (Details) - ILS (₪) ₪ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Loss (Profit) before taxes on income | ₪ (18,734) | ₪ 38,308 | ₪ 6,566 |
tax rate | 23.00% | 23.00% | 23.00% |
Total tax benefit (expense) at applicable tax rate | ₪ (4,309) | ₪ 8,811 | ₪ 1,510 |
Nondeductible (losses) gains on financial assets | 419 | 8,555 | 18,390 |
Nondeductible Share-based payment | 1,484 | (2,302) | 15,648 |
Tax losses for which deferred taxes were not created | 2,709 | (217) | (4,906) |
Other permanent differences | (2,520) | 5 | (19) |
Income tax benefit (expense) | ₪ (11,441) | ₪ 2,268 | ₪ 673 |
Taxes on Income (Details Narrat
Taxes on Income (Details Narrative) - ILS (₪) ₪ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
IfrsStatementLineItems [Line Items] | |||
Coprporate applicable tax rate | 23.00% | 23.00% | 23.00% |
[custom:CarryforwardTaxLosses-0] | ₪ 88,857 | ||
Deferred tax expense (income) relating to origination and reversal of temporary differences | 3,514 | ||
Current tax expense (income) | 10,467 | ₪ 636 | |
Cannolam and Pharmazone [Member] | |||
IfrsStatementLineItems [Line Items] | |||
Current tax expense (income) | ₪ 10,467 |
Commitments, Charges and Cont_2
Commitments, Charges and Contingent Liabilities (Details Narrative) - ILS (₪) | 12 Months Ended | |||||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 08, 2020 | Aug. 19, 2019 | ||
Reserve Quantities [Line Items] | ||||||
Property, plant and equipment | ₪ 86,509,000 | ₪ 53,470,000 | ||||
Revenue | 219,677,000 | 65,035,000 | ₪ 8,926,000 | |||
Profit (loss) for the year | 7,293,000 | ₪ (36,040,000) | ₪ (5,893,000) | [1] | ||
Estimated financial effect of contingent liabilities | ₪ 686,000,000 | |||||
Medical Cannabis Growing Agreement [Member] | Third Party [Member] | ||||||
Reserve Quantities [Line Items] | ||||||
Estimated financial effect of contingent liabilities | ₪ 2,271,310 | |||||
Kibbutz Beit HaEmek [Member] | ||||||
Reserve Quantities [Line Items] | ||||||
Property, plant and equipment | 10,000,000 | |||||
Inventory and biological assets | 1,000,000 | |||||
Revenue | 2,000,000 | |||||
Profit (loss) for the year | ₪ 1,000,000 | |||||
Operations attributable to related entity | 30.00% | |||||
Kibbuutz Nir-Oz [Member] | ||||||
Reserve Quantities [Line Items] | ||||||
Property, plant and equipment | ₪ 50,000,000 | |||||
Inventory and biological assets | 12,000,000 | |||||
Revenue | 22,000,000 | |||||
Profit (loss) for the year | ₪ 2,000,000 | |||||
Operations attributable to related entity | 26.00% | |||||
[1] | On April 8, 2021, the Company effectuated a reverse split of its ordinary shares in ratio of 1-for-4.44926 |
Schedule of Composition of Shar
Schedule of Composition of Share Capital (Details) - shares | Dec. 31, 2021 | Dec. 31, 2020 | |
IfrsStatementLineItems [Line Items] | |||
Registered share capital | 1,000,000,000 | ||
Ordinary shares [member] | |||
IfrsStatementLineItems [Line Items] | |||
Registered share capital | [1] | 100,000,000 | 44,951,295 |
Issued and paid-up share capital | [1] | 45,133,945 | 26,941,705 |
[1] | On April 8, 2021, the Company effectuated a reverse split of its ordinary shares in ratio of 1-for-4.44926 |
Schedule of Composition of Sh_2
Schedule of Composition of Share Capital (Details) (Parenthetical) | Apr. 08, 2021 |
Reverse stock split | 1-for-4.44926 |
Schedule of Changes in Share Ca
Schedule of Changes in Share Capital (Details) - shares | 12 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | ||
IfrsStatementLineItems [Line Items] | ||||
Options exercised | 10,103 | 280,000 | 75,000 | |
Ordinary shares [member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Issued and paid-up share capital, beginning | [1] | 26,941,705 | ||
Issuance of shares- SPAC | 15,650,280 | |||
Issuance of shares | 139,966 | |||
Issued and paid-up share capital, ending | [1] | 45,133,945 | 26,941,705 | |
Ordinary shares [member] | Employees [Member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Options exercised | 10,103 | |||
Ordinary shares [member] | Controlling Shareholder [Member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Options exercised | 2,150,919 | |||
Ordinary shares [member] | Investors [Member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Options exercised | 240,972 | |||
[1] | On April 8, 2021, the Company effectuated a reverse split of its ordinary shares in ratio of 1-for-4.44926 |
Schedule of Share-based Payment
Schedule of Share-based Payment Expenses (Details) - ILS (₪) ₪ in Thousands | 12 Months Ended | ||||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |||
IfrsStatementLineItems [Line Items] | |||||
Total expenses recognized from share-based payment transactions | ₪ 6,452 | ₪ 10,008 | [1] | ₪ 68,036 | [1] |
Equity-settled Plans [Member] | |||||
IfrsStatementLineItems [Line Items] | |||||
Total expenses recognized from share-based payment transactions | ₪ 6,452 | ₪ 10,008 | ₪ 68,036 | ||
[1] | Reclassified |
Schedule of Share-based Payme_2
Schedule of Share-based Payment Arrangements (Details) ₪ / shares in Units, ₪ in Thousands | 12 Months Ended | |||||
Dec. 31, 2021ILS (₪)shares₪ / shares | Dec. 31, 2020shares₪ / shares | Dec. 31, 2019shares₪ / shares | Dec. 31, 2018shares | Nov. 30, 2017shares | ||
IfrsStatementLineItems [Line Items] | ||||||
Number granted | 1,201,426 | 54,000 | 7,584,183 | |||
Exercise price (NIS) | ₪ / shares | ₪ 20.28 | ₪ 1.91 | ||||
Options outstanding at beginning | 2,257,753 | 1,199,791 | 6,634,183 | 75,000 | 2,125,000 | |
Options exercisable at end | 1,413,615 | 5,252,203 | 4,076,992 | |||
26/01/2021 [Member] | ||||||
IfrsStatementLineItems [Line Items] | ||||||
Grant date | [1] | 26/01/2021 | ||||
Number granted | 861,255 | |||||
Original contract duration (years) | 4 | |||||
Vesting immediate (%) | 6.00% | |||||
Vesting period - rest | 48 months | |||||
Exercise price (NIS) | ₪ / shares | ₪ 18.38 | |||||
Economic value of all options (B&S) as of the grant date (NIS in thousands) | ₪ | ₪ 4,888 | |||||
Share price (in NIS) | ₪ / shares | ₪ 17.40 | |||||
Risk-free interest rate | 0.20% | |||||
Volatility rate | 39.30% | |||||
Options outstanding at beginning | ||||||
Vested options | 1,217,436 | |||||
Options exercisable at end | 1,217,436 | |||||
30/08/2021 [Member] | ||||||
IfrsStatementLineItems [Line Items] | ||||||
Grant date | 30/08/2021 | |||||
Number granted | 340,170 | |||||
Original contract duration (years) | 4 | |||||
Vesting immediate (%) | 6.00% | |||||
Vesting period - rest | 48 months | |||||
Exercise price (NIS) | ₪ / shares | ₪ 20.16 | |||||
Economic value of all options (B&S) as of the grant date (NIS in thousands) | ₪ | ₪ 3,190 | |||||
Share price (in NIS) | ₪ / shares | ₪ 20.65 | |||||
Risk-free interest rate | 0.20% | |||||
Volatility rate | 59.06% | |||||
Options outstanding at beginning | ||||||
Vested options | 63,782 | |||||
Options exercisable at end | 63,782 | |||||
[1] | On April 8, 2021, the Company effectuated a reverse split of its ordinary shares in ratio of 1-for-4.44926 |
Schedule of Share-based Payme_3
Schedule of Share-based Payment Arrangements (Details) (Parenthetical) | Apr. 08, 2021 |
Reverse stock split | 1-for-4.44926 |
Schedule of Share Options Activ
Schedule of Share Options Activity (Details) | 12 Months Ended | ||
Dec. 31, 2021shares₪ / shares | Dec. 31, 2020shares₪ / shares | Dec. 31, 2019shares₪ / shares | |
Number of options, share options at beginning of year | shares | 1,199,791 | 6,634,183 | 75,000 |
Weighted average exercise price, share options at beginning of year | ₪ / shares | ₪ 15.40 | ₪ 3.64 | ₪ 0.66 |
Number of options, share options at beginning of year | shares | 5,338,183 | 6,634,183 | |
Weighted average exercise price, share options at beginning of year | ₪ / shares | ₪ 3.46 | ₪ 3.77 | |
Number of options, share options which were granted during the year | shares | 1,201,426 | 54,000 | 7,584,183 |
Weighted average exercise price, share options which were granted during the year | ₪ / shares | ₪ 18.88 | ₪ 5.65 | ₪ 3.79 |
Number of options, share options which were forfeited during the year | shares | 132,688 | 950,000 | |
Weighted average exercise price, share options which were forfeited during the year | ₪ / shares | ₪ 18.38 | ₪ 4.79 | |
Number of options, share options which expired during the year | shares | 674 | 1,070,000 | |
Weighted average exercise price, share options which expired during the year | ₪ / shares | ₪ 18.38 | ₪ 5.06 | |
Number of options, share options which were exercised during the year | shares | 10,103 | 280,000 | 75,000 |
Weighted average exercise price, share options which were exercised during the year | ₪ / shares | ₪ 18.38 | ₪ 2.09 | ₪ 0.66 |
Number of options, share options at end of year | shares | 2,257,753 | 1,199,791 | 6,634,183 |
Weighted average exercise price, share options at end of year | ₪ / shares | ₪ 17.06 | ₪ 15.40 | ₪ 3.64 |
Number of options, share options at end of year | shares | 5,338,183 | 6,634,183 | |
Weighted average exercise price, share options at end of year | ₪ / shares | ₪ 3.46 | ₪ 3.77 | |
Number of options, exercisable share options at year end | shares | 1,413,615 | 5,252,203 | 4,076,992 |
Weighted average exercise price, exercisable share options at year end | ₪ / shares | ₪ 15.90 | ₪ 1 | ₪ 3.77 |
Equity (Details Narrative)
Equity (Details Narrative) ₪ / shares in Units, $ in Thousands | Sep. 02, 2021shares | Aug. 30, 2021shares | Apr. 27, 2021shares | Jan. 26, 2021shares | Sep. 17, 2020shares | Aug. 31, 2020shares | Aug. 04, 2020ILS (₪)shares | May 13, 2020shares₪ / shares | May 03, 2020shares₪ / shares | Jan. 09, 2020shares₪ / shares | Sep. 01, 2019shares₪ / shares | Jun. 23, 2019ILS (₪)shares | Feb. 19, 2019ILS (₪)shares | Feb. 19, 2019USD ($)shares | Nov. 30, 2017ILS (₪)shares | Nov. 28, 2016ILS (₪)₪ / sharesshares | Nov. 09, 2016ILS (₪)₪ / sharesshares | Nov. 03, 2016ILS (₪)₪ / sharesshares | Sep. 27, 2016₪ / sharesshares | Nov. 30, 2021shares₪ / shares | Dec. 31, 2021ILS (₪)shares₪ / shares | Dec. 31, 2020ILS (₪)shares₪ / shares | Dec. 31, 2019ILS (₪)shares₪ / shares | Sep. 30, 2021shares | Apr. 23, 2021shares | Dec. 31, 2018shares | Sep. 04, 2018ILS (₪) | Jun. 24, 2018ILS (₪) | Dec. 31, 2016₪ / shares | Nov. 28, 2016USD ($) | Nov. 09, 2016USD ($) | Nov. 03, 2016USD ($) |
Reserve Quantities [Line Items] | ||||||||||||||||||||||||||||||||
Exercise prices of stock options | ₪ / shares | ₪ 20.28 | ₪ 1.91 | ||||||||||||||||||||||||||||||
Contractual life of share options | 4 years 10 months 9 days | |||||||||||||||||||||||||||||||
Investments on initial closing date | ₪ | ₪ 330,000 | |||||||||||||||||||||||||||||||
Number of shares issued, new shares | 4,250,000 | 139,966 | ||||||||||||||||||||||||||||||
Number of options outstanding | 2,125,000 | 2,257,753 | 1,199,791 | 6,634,183 | 75,000 | |||||||||||||||||||||||||||
Proceeds from issuance of shares | ₪ | ₪ 2,083,000 | |||||||||||||||||||||||||||||||
Number of options exercised | 10,103 | 280,000 | 75,000 | |||||||||||||||||||||||||||||
Proceeds from options exercise | ₪ | ₪ 8,498,000 | ₪ 833,000 | ₪ 3,883,000 | |||||||||||||||||||||||||||||
Number of options granted | 1,201,426 | 54,000 | 7,584,183 | |||||||||||||||||||||||||||||
Number of options exercisable | 1,413,615 | 5,252,203 | 4,076,992 | |||||||||||||||||||||||||||||
Transferred consideration | ₪ | ₪ 17,300,000 | ₪ 8,216,000 | ₪ 1,214 | |||||||||||||||||||||||||||||
Numner of shares authorised | 1,000,000,000 | |||||||||||||||||||||||||||||||
Ordinary Share [Member] | ||||||||||||||||||||||||||||||||
Reserve Quantities [Line Items] | ||||||||||||||||||||||||||||||||
Number of options exercised | 62,060 | |||||||||||||||||||||||||||||||
3 Directors [Member] | ||||||||||||||||||||||||||||||||
Reserve Quantities [Line Items] | ||||||||||||||||||||||||||||||||
Exercise prices of stock options | ₪ / shares | ₪ 5.65 | |||||||||||||||||||||||||||||||
Number of options granted | 54,000 | |||||||||||||||||||||||||||||||
Two Consultant [Member] | ||||||||||||||||||||||||||||||||
Reserve Quantities [Line Items] | ||||||||||||||||||||||||||||||||
Exercise prices of stock options | ₪ / shares | ₪ 4 | |||||||||||||||||||||||||||||||
Number of options exercised | 62,020 | |||||||||||||||||||||||||||||||
Former Employee [Member] | ||||||||||||||||||||||||||||||||
Reserve Quantities [Line Items] | ||||||||||||||||||||||||||||||||
Exercise prices of stock options | ₪ / shares | ₪ 2.09 | |||||||||||||||||||||||||||||||
Number of options exercised | 280,000 | |||||||||||||||||||||||||||||||
7 Institutional Investors [Member] | ||||||||||||||||||||||||||||||||
Reserve Quantities [Line Items] | ||||||||||||||||||||||||||||||||
Number of shares issued for invesment | 9,257,820 | |||||||||||||||||||||||||||||||
Proceeds from investment received | ₪ | ₪ 38,200,000 | |||||||||||||||||||||||||||||||
Number of options exercised | 8,332,038 | |||||||||||||||||||||||||||||||
Number of options exercisable | 8,332,038 | |||||||||||||||||||||||||||||||
Employed [Member] | ||||||||||||||||||||||||||||||||
Reserve Quantities [Line Items] | ||||||||||||||||||||||||||||||||
Exercise prices of stock options | ₪ / shares | ₪ 18.38 | |||||||||||||||||||||||||||||||
Number of options exercised | 10,103 | |||||||||||||||||||||||||||||||
Institutional Investors [Member] | ||||||||||||||||||||||||||||||||
Reserve Quantities [Line Items] | ||||||||||||||||||||||||||||||||
Exercise prices of stock options | ₪ / shares | ₪ 19.58 | |||||||||||||||||||||||||||||||
Number of options exercised | 240,972 | |||||||||||||||||||||||||||||||
Chief Financial Officer (CFO) [Member] | ||||||||||||||||||||||||||||||||
Reserve Quantities [Line Items] | ||||||||||||||||||||||||||||||||
Contractual life of share options | 4 years | |||||||||||||||||||||||||||||||
[custom:SharesOutstandingOwedPercenrtage] | 3.60% | |||||||||||||||||||||||||||||||
Description of vesting requirements for share-based payment arrangement | vesting period of 15 quarters | |||||||||||||||||||||||||||||||
Chief Financial Officer (CFO) and 26 Canndoc Employees [Member] | ||||||||||||||||||||||||||||||||
Reserve Quantities [Line Items] | ||||||||||||||||||||||||||||||||
Number of options granted | 3,831,949 | |||||||||||||||||||||||||||||||
Chief Financial Officer (CFO) and Canndoc Employees [Member] | ||||||||||||||||||||||||||||||||
Reserve Quantities [Line Items] | ||||||||||||||||||||||||||||||||
[custom:SharesOutstandingOwedPercenrtage] | 0.80% | |||||||||||||||||||||||||||||||
Series 3 [Member] | ||||||||||||||||||||||||||||||||
Reserve Quantities [Line Items] | ||||||||||||||||||||||||||||||||
Percentge of number of options exercised | 99.99% | |||||||||||||||||||||||||||||||
Number of options exercised | 885,415 | |||||||||||||||||||||||||||||||
Proceeds from options exercise | ₪ | ₪ 2,675,000 | |||||||||||||||||||||||||||||||
Options issued in 2017 [Member] | ||||||||||||||||||||||||||||||||
Reserve Quantities [Line Items] | ||||||||||||||||||||||||||||||||
Number of options exercised | 2,125,000 | |||||||||||||||||||||||||||||||
Proceeds from options exercise | ₪ | ₪ 3,883,000 | |||||||||||||||||||||||||||||||
Top of range [member] | Chief Financial Officer (CFO) [Member] | ||||||||||||||||||||||||||||||||
Reserve Quantities [Line Items] | ||||||||||||||||||||||||||||||||
Number of options granted | 4,303,356 | |||||||||||||||||||||||||||||||
Top of range [member] | Chief Financial Officer (CFO) and Canndoc Employees [Member] | ||||||||||||||||||||||||||||||||
Reserve Quantities [Line Items] | ||||||||||||||||||||||||||||||||
Number of options granted | 340,170 | |||||||||||||||||||||||||||||||
4 Investors [Member] | ||||||||||||||||||||||||||||||||
Reserve Quantities [Line Items] | ||||||||||||||||||||||||||||||||
Number of shares issued, new shares | 14,291,667 | 14,291,667 | ||||||||||||||||||||||||||||||
Proceeds from investment received | ₪ 62,283,000 | $ 17,150 | ||||||||||||||||||||||||||||||
Consultant [Member] | ||||||||||||||||||||||||||||||||
Reserve Quantities [Line Items] | ||||||||||||||||||||||||||||||||
Exercise prices of stock options | ₪ / shares | ₪ 0.3736 | |||||||||||||||||||||||||||||||
Number of options exercised | 557,050 | |||||||||||||||||||||||||||||||
Subversive Unitholders [Member] | ||||||||||||||||||||||||||||||||
Reserve Quantities [Line Items] | ||||||||||||||||||||||||||||||||
Number of shares issued, new shares | 15,650,280 | |||||||||||||||||||||||||||||||
Mr Alexander Rabinovich [Member] | ||||||||||||||||||||||||||||||||
Reserve Quantities [Line Items] | ||||||||||||||||||||||||||||||||
Number of options issued | 224,756 | |||||||||||||||||||||||||||||||
Number of shares issued, new shares | 423,501 | |||||||||||||||||||||||||||||||
Number of options exercised | 2,150,919 | |||||||||||||||||||||||||||||||
Two Investment Agreements [Member] | ||||||||||||||||||||||||||||||||
Reserve Quantities [Line Items] | ||||||||||||||||||||||||||||||||
Par value per share | ₪ / shares | ₪ 0.56 | ₪ 0.56 | ||||||||||||||||||||||||||||||
Investments on initial closing date | ₪ 6,750,000 | $ 1,750 | ||||||||||||||||||||||||||||||
Number of shares issued for invesment | 12,053,571 | |||||||||||||||||||||||||||||||
Investment Agreements [Member] | Altshuler Shaham Mutual Fund Management Ltd. [Member] | ||||||||||||||||||||||||||||||||
Reserve Quantities [Line Items] | ||||||||||||||||||||||||||||||||
Par value per share | ₪ / shares | ₪ 0.56 | ₪ 0.56 | 0.56 | ₪ 0.56 | ||||||||||||||||||||||||||||
Investments on initial closing date | ₪ 1,500,000 | ₪ 3,900,000 | $ 392 | $ 1,008 | ||||||||||||||||||||||||||||
Number of shares issued for invesment | 2,678,571 | 6,964,286 | ||||||||||||||||||||||||||||||
Investment Agreements [Member] | Altshuler Shaham Mutual Fund Management Ltd. [Member] | Top of range [member] | ||||||||||||||||||||||||||||||||
Reserve Quantities [Line Items] | ||||||||||||||||||||||||||||||||
Par value per share | ₪ / shares | ₪ 0.3 | ₪ 0.3 | ||||||||||||||||||||||||||||||
Bamot [Member] | ||||||||||||||||||||||||||||||||
Reserve Quantities [Line Items] | ||||||||||||||||||||||||||||||||
Number of shares acquired | 240,203 | |||||||||||||||||||||||||||||||
Par value per share | ₪ / shares | ₪ 0.01 | |||||||||||||||||||||||||||||||
Number of shares issued for acquisiiton of shares | 5,500,000 | |||||||||||||||||||||||||||||||
Number of options issued | 1,000,000 | |||||||||||||||||||||||||||||||
Exercise prices of stock options | ₪ / shares | ₪ 1 | ₪ 1 | ||||||||||||||||||||||||||||||
Contractual life of share options | 3 years | |||||||||||||||||||||||||||||||
Number of options exercised | 1,000,000 | |||||||||||||||||||||||||||||||
Cannolam [Member] | ||||||||||||||||||||||||||||||||
Reserve Quantities [Line Items] | ||||||||||||||||||||||||||||||||
Number of shares issued for acquisiiton of shares | 1,788,962 |
Schedule of Cost of Revenue (De
Schedule of Cost of Revenue (Details) - ILS (₪) ₪ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
IfrsStatementLineItems [Line Items] | |||
Total cost of revenue | ₪ 123,688 | ₪ 34,649 | ₪ 7,456 |
Payroll And Associated Expenses [Member] | |||
IfrsStatementLineItems [Line Items] | |||
Total cost of revenue | 11,605 | 3,396 | 1,703 |
Farm Operating Expenses [Member] | |||
IfrsStatementLineItems [Line Items] | |||
Total cost of revenue | 20,407 | 11,749 | 1,545 |
Purchases [Member] | |||
IfrsStatementLineItems [Line Items] | |||
Total cost of revenue | 115,952 | 29,688 | |
Depreciation [Member] | |||
IfrsStatementLineItems [Line Items] | |||
Total cost of revenue | 3,163 | 2,562 | 534 |
Changes in Inventory [Member] | |||
IfrsStatementLineItems [Line Items] | |||
Total cost of revenue | ₪ (27,439) | ₪ (12,746) | ₪ 3,674 |
Schedule of General and Adminis
Schedule of General and Administrative Expenses (Details) - ILS (₪) ₪ in Thousands | 12 Months Ended | ||||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |||
IfrsStatementLineItems [Line Items] | |||||
Total General and administrative expense | ₪ 27,206 | ₪ 8,593 | [1] | ₪ 12,073 | [1] |
Payroll And Associated Expenses [Member] | |||||
IfrsStatementLineItems [Line Items] | |||||
Total General and administrative expense | 8,673 | 5,207 | 6,655 | ||
Consulting and Professional Expenses [Member] | |||||
IfrsStatementLineItems [Line Items] | |||||
Total General and administrative expense | 4,686 | 1,183 | 2,889 | ||
Directors including Share Based Payment [Member] | |||||
IfrsStatementLineItems [Line Items] | |||||
Total General and administrative expense | 567 | 329 | 236 | ||
Insurance [Member] | |||||
IfrsStatementLineItems [Line Items] | |||||
Total General and administrative expense | 2,661 | 395 | 181 | ||
Rent and Maintenance [Member] | |||||
IfrsStatementLineItems [Line Items] | |||||
Total General and administrative expense | 2,837 | 395 | 750 | ||
Provision for Doubtful Debts [Member] | |||||
IfrsStatementLineItems [Line Items] | |||||
Total General and administrative expense | 550 | ||||
Fees [Member] | |||||
IfrsStatementLineItems [Line Items] | |||||
Total General and administrative expense | 337 | 172 | 176 | ||
Depreciation [Member] | |||||
IfrsStatementLineItems [Line Items] | |||||
Total General and administrative expense | 2,931 | 691 | 294 | ||
Other [Member] | |||||
IfrsStatementLineItems [Line Items] | |||||
Total General and administrative expense | ₪ 4,514 | ₪ 221 | ₪ 342 | ||
[1] | Reclassified |
Schedule of Sales and Marketing
Schedule of Sales and Marketing (Details) - ILS (₪) ₪ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
IfrsStatementLineItems [Line Items] | |||
Total Sales and marketing | ₪ 23,214 | ₪ 8,440 | ₪ 2,693 |
Payroll And Associated Expenses [Member] | |||
IfrsStatementLineItems [Line Items] | |||
Total Sales and marketing | 15,053 | 2,524 | 651 |
Commission Distribution [Member] | |||
IfrsStatementLineItems [Line Items] | |||
Total Sales and marketing | 5,624 | 4,544 | 246 |
Other [Member] | |||
IfrsStatementLineItems [Line Items] | |||
Total Sales and marketing | ₪ 2,537 | ₪ 1,372 | ₪ 1,796 |
Schedule of Other Expenses Inco
Schedule of Other Expenses Income (Details) - ILS (₪) ₪ in Thousands | 12 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | ||
IfrsStatementLineItems [Line Items] | ||||
Total Other income | ₪ 860 | ₪ 58,962 | ||
Total Other expenses | 3,831 | 4,563 | ||
Gain in Respect of Acquisition of A Subsidiary [Member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Total Other income | 58,808 | |||
Other [Member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Total Other income | 860 | 154 | ||
Total Other expenses | 327 | 1,242 | ||
Issuance Expenses [Member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Total Other expenses | [1] | ₪ 3,504 | ₪ 3,321 | |
[1] | During 2020, the Company recorded issuance expenses in the amount of NIS |
Schedule of Other Expenses In_2
Schedule of Other Expenses Income (Details) (Parenthetical) ₪ in Thousands | 12 Months Ended |
Dec. 31, 2020ILS (₪) | |
Expenses by nature [abstract] | |
Share issue related cost | ₪ 3,321 |
Schedule of Finance income (Det
Schedule of Finance income (Details) - ILS (₪) ₪ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Finance Income | |||
Income from deposits | ₪ 130 | ₪ 21 | ₪ 141 |
Exchange differences | 599 | ||
Total finance income | ₪ 130 | ₪ 620 | ₪ 141 |
Schedule of Finance Expenses (D
Schedule of Finance Expenses (Details) - ILS (₪) ₪ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Finance Expenses | |||
Interest in respect of loan from related party | ₪ 43 | ₪ 174 | ₪ 1,801 |
Expenses in respect of fees and interest | 4,627 | 264 | 134 |
Exchange differences | 4,536 | 1,320 | |
Interest expense in respect of lease liability | 375 | 90 | 37 |
Total finance expenses | ₪ 9,581 | ₪ 528 | ₪ 3,292 |
Schedule of Calculation of Loss
Schedule of Calculation of Loss Per Share (Details) - ILS (₪) ₪ in Thousands | 12 Months Ended | ||||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |||
Profit or loss [abstract] | |||||
Weighted number of shares | 38,492,600 | 25,396,312 | [1] | 23,299,407 | [1] |
Profit (Loss) | ₪ 4,690 | ₪ (37,231) | [1] | ₪ (5,893) | |
Profit (loss) for the year | ₪ 7,293 | ₪ (36,040) | ₪ (5,893) | [1] | |
Number of shares and profit (loss) for calculating diluted profit (loss) per share | 40,839,132 | 25,396,312 | [1] | 23,299,407 | [1] |
Options which could potentially be dilutive in the future, currently antidilutive in 2020 and 2019 | 776,211 | 4,371,792 | [1] | 3,644,697 | [1] |
[1] | On April 8, 2021, the Company effectuated a reverse split of its ordinary shares in ratio of 1-for-4.44926 |
Schedule of Calculation of Lo_2
Schedule of Calculation of Loss Per Share (Details) (Parenthetical) | Apr. 08, 2021 |
Profit or loss [abstract] | |
Reverse stock split | 1-for-4.44926 |
Schedule of Transactions Betwee
Schedule of Transactions Between Related Parties (Details) ₪ in Thousands, $ in Thousands | Dec. 31, 2021ILS (₪) | Dec. 31, 2020ILS (₪) | Jun. 16, 2017USD ($) | Jan. 16, 2017USD ($) |
IfrsStatementLineItems [Line Items] | ||||
Long-term loans (Note 13) | ₪ 11,877 | ₪ 388 | ||
Total loans | $ | $ 250 | $ 250 | ||
Loans [Member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Short-term loans (Note 13) | 1,722 | 1,296 | ||
Long-term loans (Note 13) | 76 | 241 | ||
Total loans | ₪ 1,798 | ₪ 1,547 |
Schedule of Employed and Non Em
Schedule of Employed and Non Employed Employment Benefits (Details) ₪ in Thousands | 12 Months Ended | |||
Dec. 31, 2021ILS (₪)Integer | Dec. 31, 2020ILS (₪)Integer | Dec. 31, 2019ILS (₪)Integer | ||
Employed [Member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Number of people | Integer | [1] | 3 | 3 | 3 |
Employee benefits expense | ₪ | [1] | ₪ 4,575 | ₪ 10,778 | ₪ 37,990 |
Employed [Member] | Short-term employee benefits [Member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Number of people | Integer | [1] | 3 | 3 | 3 |
Employee benefits expense | ₪ | [1] | ₪ 946 | ₪ 782 | ₪ 833 |
Employed [Member] | Management Fees [Member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Number of people | Integer | [1] | 1 | 1 | |
Employee benefits expense | ₪ | [1] | ₪ 606 | ₪ 122 | |
Employed [Member] | Sharebased Payment [Member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Number of people | Integer | [1] | 1 | 1 | 2 |
Employee benefits expense | ₪ | [1] | ₪ 3,023 | ₪ 9,874 | ₪ 37,157 |
Non-employed [Member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Number of people | Integer | [2] | 3 | 4 | 4 |
Employee benefits expense | ₪ | [2] | ₪ 598 | ₪ 834 | ₪ 727 |
Non-employed [Member] | Short-term employee benefits [Member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Number of people | Integer | [2] | 1 | 1 | |
Employee benefits expense | ₪ | [2] | ₪ 371 | ₪ 493 | |
Non-employed [Member] | Management Fees [Member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Number of people | Integer | [2] | 3 | 3 | 4 |
Employee benefits expense | ₪ | [2] | ₪ 550 | ₪ 329 | ₪ 234 |
Non-employed [Member] | Sharebased Payment [Member] | ||||
IfrsStatementLineItems [Line Items] | ||||
Number of people | Integer | [2] | 3 | 3 | |
Employee benefits expense | ₪ | [2] | ₪ 48 | ₪ 134 | |
[1] | The key management personnel include the Chairman of the Board, the Company’s CEO, and the CFO | |||
[2] | The key management personnel who are not employees of the Company include one director, two outside directors, and one independent director. |
Schedule of Financial Data Rega
Schedule of Financial Data Regarding Segment (Details) - ILS (₪) ₪ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
IfrsStatementLineItems [Line Items] | ||
Total | ₪ (1,868) | ₪ 37,195 |
Total | 2,895 | 3,517 |
XTL [Member] | ||
IfrsStatementLineItems [Line Items] | ||
Total | 46 | 199 |
Total | 330 | 376 |
Regenera [Member] | ||
IfrsStatementLineItems [Line Items] | ||
Total | 39,910 | |
Total | ||
Cavnox [Member] | ||
IfrsStatementLineItems [Line Items] | ||
Total | ||
Total | 965 | |
Novellus [Member] | ||
IfrsStatementLineItems [Line Items] | ||
Total | (1,822) | 2,516 |
Total | ₪ 1,600 | ₪ 3,141 |
Schedule of Operating Segments
Schedule of Operating Segments (Details) - ILS (₪) ₪ in Thousands | 12 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | ||
IfrsStatementLineItems [Line Items] | ||||
External revenue | ₪ 219,677 | ₪ 65,035 | ₪ 8,926 | |
Segment profit (loss) | (22,945) | 9,324 | ||
General and administrative expenses not attributable to segments | (10,892) | (71,361) | ||
Other income, net | (2,971) | (4,563) | 58,962 | |
Operating loss | 28,185 | (38,400) | (3,415) | |
Segment assets (1) | [1] | 686,324 | 326,270 | 282,233 |
Segment liabilities | 227,133 | 34,161 | (26,032) | |
Equity losses | (340) | |||
Liabilities | (227,133) | (34,161) | 26,032 | |
Cannabis Segment [Member] | ||||
IfrsStatementLineItems [Line Items] | ||||
External revenue | 219,677 | 65,035 | 9,609 | |
Segment profit (loss) | 44,646 | 14,250 | (12,567) | |
Segment assets (1) | [1] | 551,435 | 114,559 | 47,846 |
Segment liabilities | 132,562 | 23,935 | (53,518) | |
Liabilities | (132,562) | (23,935) | 53,518 | |
Biomed Segment [Member] | ||||
IfrsStatementLineItems [Line Items] | ||||
External revenue | ||||
Segment profit (loss) | (1,868) | (37,195) | 20,996 | |
Segment assets (1) | [1] | 2,895 | 3,517 | 40,087 |
Segment liabilities | ||||
Liabilities | ||||
Reconciliations [Member] | ||||
IfrsStatementLineItems [Line Items] | ||||
External revenue | (683) | |||
Segment profit (loss) | 895 | |||
Segment assets (1) | [1] | 131,994 | 208,194 | 194,300 |
Segment liabilities | 94,571 | 10,226 | (27,486) | |
Liabilities | (94,571) | ₪ (10,226) | ₪ 27,486 | |
Reportable segments [member] | ||||
IfrsStatementLineItems [Line Items] | ||||
External revenue | 219,677 | |||
Segment profit (loss) | 42,778 | |||
General and administrative expenses not attributable to segments | (11,620) | |||
Other income, net | (2,971) | |||
Operating loss | ₪ 28,187 | |||
[1] | In 2019 the Company consolidated Canndoc’s operating results for the first time, beginning in February 2019. |
Operating Segments (Details Nar
Operating Segments (Details Narrative) | 12 Months Ended |
Dec. 31, 2021Segments | |
Disclosure of geographical areas [abstract] | |
Number of operating segments | 2 |
Subsequent events (Details Narr
Subsequent events (Details Narrative) - USD ($) $ / shares in Thousands, $ in Millions | Feb. 16, 2022 | Feb. 05, 2022 | Jan. 19, 2022 | May 14, 2020 | Feb. 11, 2019 |
IfrsStatementLineItems [Line Items] | |||||
Percentage of voting equity interests acquired | 50.10% | 100.00% | |||
Orni Pharmacy [Member] | Nonadjusting Event [Member] | |||||
IfrsStatementLineItems [Line Items] | |||||
Percentage of voting equity interests acquired | 51.00% | ||||
Maayan Haim [Member] | Nonadjusting Event [Member] | |||||
IfrsStatementLineItems [Line Items] | |||||
Percentage of voting equity interests acquired | 100.00% | ||||
Cann Pharmaceutical Ltd [Member] | Nonadjusting Event [Member] | |||||
IfrsStatementLineItems [Line Items] | |||||
Percentage of voting equity interests acquired | 100.00% | ||||
Purchase price | $ 35 | ||||
Price per share | $ 10 |