Cover
Cover - shares shares in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Aug. 12, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Jun. 30, 2021 | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2021 | |
Current Fiscal Year End Date | --12-31 | |
Entity File Number | 001-40652 | |
Entity Registrant Name | Indaptus Therapeutics, Inc. | |
Entity Central Index Key | 0001857044 | |
Entity Tax Identification Number | 86-3158720 | |
Entity Incorporation, State or Country Code | DE | |
Entity Address, Address Line One | 3 Columbus Circle | |
Entity Address, Address Line Two | 15th Floor | |
Entity Address, City or Town | New York | |
Entity Address, State or Province | NY | |
Entity Address, Postal Zip Code | 10019 | |
City Area Code | +(347) | |
Local Phone Number | 480 9760 | |
Title of 12(b) Security | Common stock, par value $0.01 per share | |
Trading Symbol | INDP | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | No | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 5,405,963 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 | |
CURRENT ASSETS: | |||
Cash and cash equivalents | $ 16,991 | $ 14,671 | |
Restricted cash (Note 7) | 1,000 | ||
Prepaid expenses and other receivables | 801 | 297 | |
TOTAL CURRENT ASSETS | 18,792 | 14,968 | |
NON-CURRENT ASSETS: | |||
Property and equipment, net (Note 4) | 1,394 | ||
Operating lease right-of-use assets (Note 4) | 817 | ||
Other assets (Note 3a) | 1,300 | 3,717 | |
TOTAL NON-CURRENT ASSETS | 1,300 | 5,928 | |
TOTAL ASSETS | 20,092 | 20,896 | |
Accounts payable and accruals: | |||
Trade | 397 | 368 | |
Other (Note 6) | 5,043 | 4,966 | |
TOTAL CURRENT LIABILITIES | 5,440 | 5,334 | |
LONG-TERM LIABILITIES - | |||
Non-current operating lease liabilities | 338 | ||
Other liabilities | 716 | 691 | |
TOTAL LONG-TERM LIABILITIES | 716 | 1,029 | |
TOTAL LIABILITIES | 6,156 | 6,363 | |
COMMITMENTS AND CONTINGENT LIABILITIES (Note 3) | |||
SHAREHOLDERS’ EQUITY: | |||
Ordinary shares, with no par value - authorized: 4,375,000 Ordinary Shares as of June 30, 2021 and December 31, 2020; issued and outstanding: 1,858,743 and 1,096,346 Ordinary Shares as of June 30, 2021 and December 31, 2020, respectively | [1] | 727 | 727 |
Additional paid-in capital | 228,421 | 217,357 | |
Accumulated deficit | (215,212) | (203,551) | |
TOTAL SHAREHOLDERS’ EQUITY | 13,936 | 14,533 | |
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | $ 20,092 | $ 20,896 | |
[1] | After giving effect to a 1-for-4 reverse share split |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2021 | Dec. 31, 2020 |
Subsequent Event [Line Items] | ||
Common Stock, Par or Stated Value Per Share | $ 0 | |
Common Stock, Shares Authorized | 4,375,000 | |
Common Stock, Shares, Issued | 1,858,743 | 1,096,346 |
Common Stock, Shares, Outstanding | 1,858,743 | 1,096,346 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |||||
OPERATING EXPENSES: | ||||||||
RESEARCH AND DEVELOPMENT EXPENSES, net | $ (1,807) | $ (1,275) | $ (3,964) | $ (3,299) | ||||
GENERAL AND ADMINISTRATIVE EXPENSES | (2,387) | (1,630) | (4,408) | (3,345) | ||||
IMPAIRMENT OF LONG-LIVED ASSETS | (3,190) | (3,190) | ||||||
OPERATING LOSS | (7,384) | (2,905) | (11,562) | (6,644) | ||||
FINANCIAL INCOME (EXPENSES), net | (35) | 4 | (66) | (66) | ||||
LOSS BEFORE INCOME TAX | (7,419) | (2,901) | (11,628) | (6,710) | ||||
INCOME TAX | (13) | (46) | (33) | (107) | ||||
NET LOSS | $ (7,432) | $ (2,947) | $ (11,661) | $ (6,817) | ||||
LOSS PER SHARE BASIC AND DILUTED | $ (5.53) | [1] | $ (3.66) | [2] | $ (9.46) | [1] | $ (9.65) | [2] |
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING USED IN COMPUTATION OF BASIC AND DILUTED LOSS PER ORDINARY SHARE IN THOUSANDS | 1,343 | [1] | 805 | [2] | 1,233 | [1] | 707 | [2] |
[1] | After giving effect to a 1-for-4 reverse share split | |||||||
[2] | After giving effect to a 1-for-20 reverse share split 1-for-4 reverse share split |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Operations (Unaudited) (Parenthetical) - Intec Israel [Member] | Jul. 26, 2021 | Oct. 31, 2020 |
Subsequent Event [Line Items] | ||
Stockholders' Equity, Reverse Stock Split | 1-for-20 reverse share split | |
Subsequent Event [Member] | ||
Subsequent Event [Line Items] | ||
Stockholders' Equity, Reverse Stock Split | 1-for-4 reverse share split |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Changes in Shareholders' Equity (Unaudited) - USD ($) $ in Thousands | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total | |
Beginning balance, value at Dec. 31, 2019 | $ 727 | $ 200,231 | $ (189,423) | $ 11,535 | |
Beginning balance, shares at Dec. 31, 2019 | [1] | 468,880 | |||
Issuance of ordinary shares, net of issuance costs | 421 | 421 | |||
Issuance of ordinary shares, net of issuance costs, shares | [1] | 10,392 | |||
Issuance of ordinary shares and warrants, net of issuance costs | 5,692 | 5,692 | |||
Issuance of ordinary shares and warrants, net of issuance costs, shares | [1] | 203,125 | |||
Issuance of ordinary shares and warrants, net of issuance costs | 4,426 | 4,426 | |||
Issuance of ordinary shares and warrants, net of issuance costs, shares | [1] | 203,650 | |||
Exercise of warrants | 65 | 65 | |||
Exercise of warrants, shares | [1] | 2,031 | |||
Share-based compensation (Note 5) | 856 | 856 | |||
Net loss | (6,817) | (6,817) | |||
Ending balance, value at Jun. 30, 2020 | $ 727 | 211,691 | (196,240) | 16,178 | |
Ending balance, shares at Jun. 30, 2020 | [1] | 888,078 | |||
Beginning balance, value at Mar. 31, 2020 | $ 727 | 206,786 | (193,293) | 14,220 | |
Beginning balance, shares at Mar. 31, 2020 | [1] | 682,397 | |||
Issuance of ordinary shares and warrants, net of issuance costs | 4,426 | 4,426 | |||
Issuance of ordinary shares and warrants, net of issuance costs, shares | [1] | 203,650 | |||
Exercise of warrants | 65 | 65 | |||
Exercise of warrants, shares | [1] | 2,031 | |||
Share-based compensation (Note 5) | 414 | 414 | |||
Net loss | (2,947) | (2,947) | |||
Ending balance, value at Jun. 30, 2020 | $ 727 | 211,691 | (196,240) | 16,178 | |
Ending balance, shares at Jun. 30, 2020 | [1] | 888,078 | |||
Beginning balance, value at Dec. 31, 2020 | $ 727 | 217,357 | (203,551) | 14,533 | |
Beginning balance, shares at Dec. 31, 2020 | [1] | 1,096,346 | |||
Waiver of ordinary shares by a shareholder | |||||
Waiver of ordinary shares by a shareholder, shares | [1] | (304) | |||
Exercise of warrants | 956 | 956 | |||
Exercise of warrants, shares | [1] | 45,625 | |||
Issuance of ordinary shares to Aspire Capital, net of issuance costs (Note 5a(2)) | 9,900 | 9,900 | |||
Issuance of ordinary shares to Aspire Capital, net of issuance costs (Note 5a(2)), shares | [1] | 717,076 | |||
Share-based compensation (Note 5) | 208 | 208 | |||
Net loss | (11,661) | (11,661) | |||
Ending balance, value at Jun. 30, 2021 | $ 727 | 228,421 | (215,212) | 13,936 | |
Ending balance, shares at Jun. 30, 2021 | [1] | 1,858,743 | |||
Beginning balance, value at Mar. 31, 2021 | $ 727 | 218,397 | (207,780) | 11,344 | |
Beginning balance, shares at Mar. 31, 2021 | [1] | 1,141,667 | |||
Issuance of ordinary shares to Aspire Capital, net of issuance costs (Note 5a(2)) | 9,900 | 9,900 | |||
Issuance of ordinary shares to Aspire Capital, net of issuance costs (Note 5a(2)), shares | [1] | 717,076 | |||
Share-based compensation (Note 5) | 124 | 124 | |||
Net loss | (7,432) | (7,432) | |||
Ending balance, value at Jun. 30, 2021 | $ 727 | $ 228,421 | $ (215,212) | $ 13,936 | |
Ending balance, shares at Jun. 30, 2021 | [1] | 1,858,743 | |||
[1] | After giving effect to a 1-for-20 reverse share split 1-for-4 reverse share split |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Changes in Shareholders' Equity (Unaudited) (Parenthetical) - Intec Israel [Member] | Jul. 26, 2021 | Oct. 31, 2020 |
Condensed Cash Flow Statements, Captions [Line Items] | ||
Stockholders' Equity, Reverse Stock Split | 1-for-20 reverse share split | |
Subsequent Event [Member] | ||
Condensed Cash Flow Statements, Captions [Line Items] | ||
Stockholders' Equity, Reverse Stock Split | 1-for-4 reverse share split |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (11,661) | $ (6,817) |
Adjustments required to reconcile net loss to net cash used in operating activities: | ||
Depreciation | 1,178 | 611 |
Impairment of long-lived assets | 3,190 | |
Exchange differences on cash and cash equivalents and restricted cash | 139 | 49 |
Change in operating right of use asset | 260 | 250 |
Change in operating lease liabilities | (304) | (263) |
Gains on marketable securities | (2) | |
Share-based compensation | 208 | 856 |
Changes in operating assets and liabilities: | ||
Decrease (increase) in prepaid expenses and other receivables | (504) | 2,376 |
Increase (decrease) in accounts payable and accruals | 72 | (3,963) |
Increase in other liabilities | 25 | 86 |
Net cash used in operating activities | (7,397) | (6,817) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchase of property and equipment | (3) | |
Proceeds from disposal of marketable securities, net | 772 | |
Net cash provided by investing activities | 769 | |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from issuance of ordinary shares in February 2020, net of issuance costs | 421 | |
Proceeds from issuance of ordinary shares and warrants in May 2020, net of issuance costs | 5,692 | |
Proceeds from issuance of ordinary shares and warrants in August 2020, net of issuance costs | 4,426 | |
Proceeds from issuance of ordinary shares to Aspire Capital, net of issuance costs (Note 5a(2)) | 9,900 | |
Proceeds from exercise of warrants (Note 5a(1)) | 956 | 65 |
Net cash provided by financing activities | 10,856 | 10,604 |
INCREASE IN CASH AND CASH EQUIVALENTS AND RESTRICTED CASH | 3,459 | 4,556 |
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH AT BEGINNING OF THE PERIOD | 14,671 | 9,292 |
EXCHANGE DIFFERENCES ON CASH AND CASH EQUIVALENTS AND RESTRICTED CASH | (139) | (49) |
TOTAL CASH AND CASH EQUIVALENTS AND RESTRICTED CASH SHOWN AT THE END OF THE PERIOD | 17,991 | 13,799 |
SUPPLEMENTARY DISCLOSURE OF CASH FLOW INFORMATION - | ||
Taxes paid | 10 | |
Interest received | 27 | |
RECONCILIATION OF CASH, CASH EQUIVALENTS, AND RESTRICTED CASH REPORTED IN THE STATEMENT OF FINANCIAL POSITION: | ||
Cash and cash equivalents | 16,991 | 13,799 |
Restricted cash | 1,000 | |
Total cash, cash equivalents, and restricted cash shown in the statement of cash flows | $ 17,991 | $ 13,799 |
NATURE OF OPERATIONS AND BASIS
NATURE OF OPERATIONS AND BASIS OF PRESENTATION | 6 Months Ended |
Jun. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
NATURE OF OPERATIONS AND BASIS OF PRESENTATION | NOTE 1 - NATURE OF OPERATIONS AND BASIS OF PRESENTATION a. As of June 30, 2021, and until July 26, 2021, Intec Pharma Ltd. (“Intec Israel”) was a publicly traded company on the Nasdaq Capital Market. Intec Israel was engaged in the development of proprietary technology which enables the gastric retention of certain drugs (“Accordion Pill Business”). Intec Israel is a limited liability company incorporated in Israel. Intec Israel also incorporated a wholly-owned subsidiary in the State of Delaware - Intec Pharma Inc. (together with Intec Israel - “the Company”). As of June 30, 2021, the cumulative losses of the Company were approximately $ 215.2 million. In addition, for the six-month period ended June 30, 2021, the Company had negative cash flows from its operating activities in the amount of approximately $ 7.4 million. b. On March 15, 2021, Intec Israel, Intec Parent, Inc., a Delaware corporation (“Intec Parent”), Domestication Merger Sub Ltd., an Israeli company and a wholly owned subsidiary of Intec Parent (“Domestication Merger Sub”), Dillon Merger Subsidiary, Inc. (“Merger Sub”) and Decoy Biosystems, Inc., a Delaware corporation (“Decoy”), entered into an Agreement and Plan of Merger Agreement (the “Merger Agreement”), whereby upon satisfaction of certain closing conditions set forth in the Merger Agreement, including consummation of the domestication merger, Merger Sub will merge with and into Decoy, with Decoy being the surviving entity and a wholly owned subsidiary of Intec Parent (the “Merger”). On April 27, 2021, Intec Israel, Intec Parent and Domestication Merger entered into an Agreement and Plan of Merger (“Domestication Merger Agreement”), pursuant to which Domestication Merger Sub will merge with and into Intec Israel, with Intec Israel being the surviving entity and a wholly owned subsidiary of Intec Parent (the “Domestication Merger”). On July 27, 2021, Intec Israel, Intec Parent and Domestication Merger Sub completed the Domestication Merger pursuant to the terms of the Domestication Merger Agreement, whereby Domestication Merger Sub merged with and into Intec Israel, with Intec Israel being the surviving entity and a wholly- owned subsidiary of Intec Parent. In connection with the Domestication Merger, each Intec Israel ordinary share (“Intec Israel Shares”) outstanding after the reverse share split (for details see Note 8a) and immediately prior to the effective time of the Domestication Merger was converted into one share of Intec Parent common stock, $ 0.01 On August 3, 2021, Intec Parent, completed the Merger following the satisfaction or waiver of the conditions set forth in the Merger Agreement. In connection with the Merger, on August 3, 2021, Intec Parent changed its name to Indaptus Therapeutics Inc. (“Indaptus”) and commenced trading on the Nasdaq Capital Market at market open on August 4, 2021 under the symbol “INDP”. For accounting purposes, the Company expects that Decoy will be deemed to be the accounting acquirer in the Merger and, consequently, the Merger is expected to be accounted for as a reverse merger, for more details see note 7. c. In the Merger Agreement Intec Israel agreed, among other things, that it would use commercially reasonable efforts to enter into one or more agreements providing for the sale, transfer or assignment of the Accordion Pill business, to be effected immediately after the closing (the “Disposition”). It was anticipated that the Disposition will result in one of the following scenarios (i) a sale or disposition of substantially all the assets of the Company followed by the liquidation of the Company, (ii) a sale by Indaptus of all of the outstanding shares of the Company’s ordinary shares or (iii) a termination of Intec Israel’s business as promptly as possible through winding down its operations, satisfying liabilities, and disposing of its remaining assets followed by a liquidation of Intec Israel (a “Business Termination”). As of June 30, 2021, the Company determined that it was probable that the Disposition will result in a Business Termination and since it is considered a triggering event, the Company performed an impairment assessment on its non-current assets. Following this assessment, the Company recorded an impairment charge on its non-current assets in the amount of approximately $ 3.2 million. For more details, see note 4. Following the completion of the Merger, on August 4, 2021, Indaptus’s board of directors resolved to effect a Business Termination through the winding down of Intec Israel’s operations, satisfying liabilities, and disposing its assets. d. In connection with the Merger, on July 23, 2021, Intec Parent entered into a securities purchase agreement (the “Purchase Agreement”) with a certain institutional investor, pursuant to which Intec Parent agreed to sell and issue, in a private placement (the “Private Placement”), pre-funded warrants and warrants for total net proceeds of approximately $ 27.2 million (or approximately $ 27.3 million assuming the full exercise of the Pre-funded Warrant), after deducting the placement agent’s fees and other estimated offering expenses payable by Intec Parent in the amount of approximately $ 2.7 million. In addition, the Company agreed to issue to the placement agent a warrant to purchase 136,364 shares of Indaptus’ common stock. For more details see note 7b. INDAPTUS THERAPEUTICS INC. (successor to INTEC PHARMA LTD.) NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) (Unaudited) NOTE 1 - NATURE OF OPERATIONS AND BASIS OF PRESENTATION : e. On July 26, 2021, Intec Israel also implemented a 1-for-4 reverse share split of its outstanding ordinary shares, for more details see note 8. In addition, previously on October 30, 2020, Intec Israel implemented a 1-for-20 reverse share split of its outstanding ordinary shares. All share and per share amounts in these unaudited financial statements have been retroactively adjusted to reflect these reverse share splits. f. The COVID-19 pandemic, that has spread globally, has resulted in significant financial market volatility and uncertainty in the past year. The COVID-19 pandemic is affecting the United States and global economies and may affect Indaptus and its Subsidiaries’ operations and those of third parties on which Indaptus relies, including by causing disruptions in the supply of its product candidates and the conduct of current and future clinical trials. The COVID-19 pandemic may affect the operations of the FDA and other health authorities, which could result in delays of reviews and approvals, including with respect to Indaptus’ product candidates. Additionally, while the potential economic impact brought by, and the duration of the COVID-19 pandemic is difficult to assess or predict, the impact of the COVID-19 pandemic on the global financial markets may reduce Indaptus’ ability to access capital, which could negatively impact its short-term and long-term liquidity. As of the date of issuance of these consolidated financial statements, the extent to which the COVID-19 pandemic may materially impact the Indaptus’ financial condition, liquidity, or results of operations is uncertain. g. Basis of presentation The unaudited interim condensed consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) and S-X Article 10 for interim financial statements. Accordingly, they do not contain all information and notes required by US GAAP for annual financial statements. In the opinion of management, these unaudited condensed consolidated interim financial statements reflect all adjustments, which include normal recurring adjustments, necessary for a fair statement of the Company’s consolidated financial position as of June 30, 2021, the consolidated results of operations, changes in equity for the three and six-month periods ended June 30, 2021, and 2020 and cash flows for the six-month periods ended June 30, 2021, and 2020. These unaudited interim condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s annual financial statements for the year ended December 31, 2020, as filed in the 10-K on March 16, 2021. The condensed balance sheet data as of December 31, 2020, included in these unaudited condensed consolidated financial statements was derived from the audited financial statements for the year ended December 31, 2020, but does not include all disclosures required by US GAAP for annual financial statements. The results for the six-month period ended June 30, 2021, are not necessarily indicative of the results expected for the year ending December 31, 2021. INDAPTUS THERAPEUTICS INC. (successor to INTEC PHARMA LTD.) NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) (Unaudited) |
SIGNIFICANT ACCOUNTING POLICIES
SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
SIGNIFICANT ACCOUNTING POLICIES | NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES a. The consolidated financial statements include the accounts of Intec Israel and its Subsidiaries. Intercompany balances and transactions have been eliminated upon consolidation. b. Fair value measurement Fair value is based on the price that would be received from the sale of an asset or that would be paid to transfer a liability in an orderly transaction between market participants at the measurement date. In order to increase consistency and comparability in fair value measurements, the guidance establishes a fair value hierarchy that prioritizes observable and unobservable inputs used to measure fair value into three broad levels, which are described as follows: Level 1: Quoted prices (unadjusted) in active markets that are accessible at the measurement date for assets or liabilities. The fair value hierarchy gives the highest priority to Level 1 inputs. Level 2: Observable prices that are based on inputs not quoted on active markets but corroborated by market data. Level 3: Unobservable inputs are used when little or no market data is available. The fair value hierarchy gives the lowest priority to Level 3 inputs. In determining fair value, the Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible and considers counterparty credit risk in its assessment of fair value. c. Loss per share Loss per share, basic and diluted, is computed on the basis of the net loss for the period divided by the weighted average number of ordinary shares outstanding during the period. Diluted loss per share is based upon the weighted average number of ordinary shares and of ordinary shares equivalents outstanding when dilutive. Ordinary share equivalents include outstanding stock options and warrants which are included under the treasury stock method when dilutive. The following share options and warrants were excluded from the calculation of diluted loss per ordinary share because their effect would have been anti-dilutive for the periods presented (share data): SCHEDULE OF ANTI-DILUTIVE SECURITIES Three months ended June 30 Six months ended June 30 2021 2020 2021 2020 Outstanding stock options 58,961 58,219 61,156 54,167 Warrants 227,150 52,822 248,169 39,350 INDAPTUS THERAPEUTICS INC. (successor to INTEC PHARMA LTD.) NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) (Unaudited) |
COMMITMENTS AND CONTINGENT LIAB
COMMITMENTS AND CONTINGENT LIABILITIES | 6 Months Ended |
Jun. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENT LIABILITIES | NOTE 3 - COMMITMENTS AND CONTINGENT LIABILITIES a. LTS Process Development Agreement In December 2018, the Company entered into a Process Development Agreement for Manufacturing Services with Lohmann Therapie-Systeme AG (“LTS”) for the manufacture of AP-CD/LD (the “Agreement”). Under the Agreement, the Company will bear the costs incurred by LTS to acquire the production equipment for AP-CD/LD (“Equipment”) which amounted to approximately € 6.8 million (approximately $7.8 million), and this amount was later to be reimbursed to the Company by LTS in the form of a reduction in the purchase price of the AP-CD/LD product. The Company paid in full all the consideration and as December 31, 2020, has recognized the Equipment as non-current other assets. In connection with the Business Termination, the Company notified LTS of the termination of the Agreement. As a consequence, the Company performed an impairment assessment as of June 30, 2021, and recorded an impairment charge of the Equipment in the amount of approximately $ 2.4 million and the Equipment has been impaired to approximately $ 1.3 million to reflect its estimated fair value. For more details, see note 4b. In addition, under the Agreement, the Company has a liability, as of June 30, 2021, in the amount of € 2.0 million (approximately $ 2.4 million) for LTS’s facility upgrading costs which will be paid upon termination. The Company expects to pay LTS this liability during the third quarter of 2021. b. Lawsuits 1) In December 2019, two former directors and officers (the “plaintiffs”) filed a statement of claim with the Jerusalem District Labor Court alleging breach of contract related to a purported vesting of certain options issued to the plaintiffs pursuant to the execution of the LTS Agreement and further alleging payments due for unredeemed vacation days. The plaintiffs sought pecuniary damages of NIS 2.4 750 On February 17, 2021, the Company entered into a settlement agreement (the “Settlement Agreement”) with each of the plaintiffs, pursuant to which the Company agreed to pay to each plaintiff NIS 400 125 INDAPTUS THERAPEUTICS INC. (successor to INTEC PHARMA LTD.) NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) (Unaudited) NOTE 3 - COMMITMENTS AND CONTINGENT LIABILITIES : 2) Intec Israel, the directors of Intec Israel (the “Intec Board”), Intec Parent, Inc., Dillion Merger Subsidiary, Inc., Decoy and Domestication Merger Sub Ltd. (collectively, “Defendants”) were named as defendants in connection with the following actions: St. Hilarie v. Intec Pharma Ltd., Case No. 1:21-cv-04000 (filed May 5, 2021, S.D.N.Y.); Tran v. Intec Pharma Ltd., Case No. 1:21-cv-04026 (filed May 5, 2021, S.D.N.Y.); Davidson v. Intec Pharma Ltd., Case No. 1:21-cv-00673 (filed May 7, 2021, D. Del.); and Figueroa v. Intec Pharma Ltd., Case No. 1:21-cv-02621 (filed May 11, 2021, E.D.N.Y.) (collectively, the “Actions”). Plaintiffs in the Actions alleged, among other things, that the members of the Intec Board breached their fiduciary duties by agreeing to the Merger and misrepresented and failed to disclose in the proxy statement/prospectus (the “Proxy Statement”), which forms part of the Registration Statement on Form S-4 (the “Registration Statement”) filed by the Company as a co-registrant on April 20, 2021 with the U.S. Securities and Exchange Commission (the “Commission”), allegedly material information necessary for the shareholders of the Company to cast an informed vote on the Merger. On May 12, 2021, solely to eliminate the burden, expense and risk of further litigation, and without admitting any liability or wrongdoing, the Company made certain supplemental disclosures to the Proxy Statement forming part of Amendment No. 1 to the Registration Statement filed by the Company as a co-registrant with the Commission on May 12, 2021. Plaintiffs subsequently voluntarily dismissed the Actions (on May 13, 2021 in the St. Hilarie and Tran cases, on July 12, 2021 in the Davidson case, and on July 13, 2021 in the Figueroa case). In addition, and in order to avoid the uncertainties and costs associated with a contested application for plaintiffs’ attorneys’ fees and expenses and without any admission that plaintiffs’ claims were meritorious or that any such fees or expenses would be owed, on July 13, 2021, the defendants entered into an agreement pursuant to which the Company agreed to pay plaintiffs’ counsel a fee in the amount of $ 225,000 (the “Negotiated Attorney Fee”). The Negotiated Attorney Fee is made in full satisfaction of any and all claims for fees or costs by any of Plaintiffs’ counsel in the Actions and fully resolves them. The Negotiated Attorney Fee was recorded in the statement of operation as general and administrative expenses for the six-month period ended June 30, 2021, and was paid in July 2021. c. Cooperation agreements As part of its operations, the Company entered into feasibility agreements with multinational companies for the development of products that combine the Company’s proprietary Accordion Pill platform technology with certain drugs for the treatment of various indications. Following the Business Termination, the Company has notified the multinational companies that were under engagement on the termination of the feasibility agreements. Under the terms of these agreements the Company had no liability upon terminating the agreement. |
IMPAIRMENT OF NON-CURRENT ASSET
IMPAIRMENT OF NON-CURRENT ASSETS | 6 Months Ended |
Jun. 30, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
IMPAIRMENT OF NON-CURRENT ASSETS | NOTE 4 - IMPAIRMENT OF NON-CURRENT ASSETS The Company determined that it was probable that the Disposition will result in a Business Termination and since this is considered a triggering event the Company performed an impairment assessment on its non-current assets as of June 30, 2021. Following this assessment, the Company recorded an impairment charge on its non-current assets in the amount of approximately $ 3.2 INDAPTUS THERAPEUTICS INC. (successor to INTEC PHARMA LTD.) NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) (Unaudited) NOTE 4 - IMPAIRMENT OF NON-CURRENT ASSETS : The Company recorded an impairment charge on its Group Assets as follows: a. The operating lease right-of-use assets and property and equipment which are in the offices and operational spaces in Jerusalem were fully impaired following the termination of the Company’s lease agreement entered into on August 5, 2021. As of June 30, 2021, the Company recorded an impairment in the amount of approximately $ 800 thousand . b. As of June 30, 2021, the Company recorded an impairment charge of the Equipment at LTS in the amount of approximately $ 2.4 million and the Equipment has been impaired to € 1.1 million (as of June 30, 2021, approximately $ 1.3 million) to reflect its estimated fair value. The management of the Company, with the assistance of a third-party valuation firm, estimated the fair value of the Equipment. Accordingly, the Company concluded that the impairment of $ 2.4 million was due to the recent changes in the economic environment of the used equipment market and the decision to wind down Intec Israel as promptly as possible (level 3). |
SHARE CAPITAL
SHARE CAPITAL | 6 Months Ended |
Jun. 30, 2021 | |
Equity [Abstract] | |
SHARE CAPITAL | NOTE 5 - SHARE CAPITAL a. Changes in share capital (1) In February 2021, warrants to purchase 45,625 956 (2) On December 2, 2019, the Company entered into an ordinary shares purchase agreement (the “Purchase Agreement”) with Aspire Capital Fund, LLC (Aspire Capital) which provides that, upon the terms and subject to the conditions and limitations in the Purchase Agreement, Aspire Capital was committed to purchase, at the Company’s sole election, up to an aggregate of $ 10.0 million of Intec Israel’s ordinary shares over the 30 -month term of the Purchase Agreement. In consideration for entering into the Purchase Agreement, Intec Israel issued to Aspire Capital 7,657 ordinary shares. In April 2021, Intec Israel sold to Aspire Capital 79,848 ordinary shares for total net proceeds of approximately $ 1.2 million under the Purchase Agreement, net of issuance expenses in the amount of approximately $ 12 thousand. On May 16, 2021, Intec Israel entered into a First Amendment to the Purchase Agreement (“the Amendment”), with Aspire Capital, amending the Purchase Agreement, which provided for among other things, (i) for an updated Exchange Cap, pursuant to which the Company may issue up to an additional 240,978 ordinary shares which constitutes 19.99% of its ordinary shares outstanding as of the date of entry into the Amendment, unless shareholder approval or an exception pursuant to the rules of the Nasdaq Capital Market is obtained to issue more than 19.99%, and (ii) if shareholder approval is not obtained, such limitation will not apply after the Exchange Cap is reached if at all times thereafter the average purchase price paid for all shares issued under the Purchase Agreement is equal to or greater than $13.76 per share. As of June 30, 2021, Intec Israel sold to Aspire Capital 637,228 ordinary shares for a price per share that is greater than $ 13.76 , and for total net consideration of approximately $ 8.7 million, net of issuance expenses in the amount of approximately $ 87 thousand. (3) Intec Israel implemented a 1-for-4 reverse share split of its outstanding ordinary shares that was effective after the close of trading on July 26, 2021. All share and per share amounts in these unaudited condensed consolidated financial statements have been retroactively adjusted to reflect the reverse share split. For more details see note 8a. b. Share-based compensation: 1) In January 2016, Intec Israel’s board of directors approved an option plan (the “Plan”). Originally, the maximum number of ordinary shares reserved for issuance under the Plan was 8,750 ordinary shares for grants to directors, employees and consultants. In July 2016, an increase of 8,750 ordinary shares was approved by the board of directors. INDAPTUS THERAPEUTICS INC. (successor to INTEC PHARMA LTD.) NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) (Unaudited) NOTE 5 - SHARE CAPITAL : In December 2017, June 2018 and December 2020, an increase of 26,250 , 12,500 and 12,500 ordinary shares, respectively, was approved by Intec Israel’s shareholders at a general meeting of shareholders. In July 2020, Intec Israel’s shareholders approved a further increase of 43,750 ordinary shares. As of June 30, 2021, 53,326 shares remained available for grant under the Plan. For the six-month period ended June 30, 2021, there were no options grants to employees or directors. In the six months ended June 30, 2020, Intec Israel granted options as follows: SCHEDULE OF OPTIONS GRANTED TO EMPLOYEES Three months ended June 30, 2020 Number of options granted Exercise Vesting Expiration Employees 8,063 $ 34.3 3 7 The fair value of options granted to employees during the three months ended June 30, 2020, was $ 127 The fair value of options granted to employees on the date of grant was computed using the Black-Scholes model. The underlying data used for computing the fair value of the options are as follows: SCHEDULE OF COMPUTING THE FAIR VALUE OF THE OPTIONS Six months ended June 30 2020 Value of ordinary share $ 22.4 Dividend yield 0 % Expected volatility 102.58 % Risk-free interest rate 1.42 % Expected term 5 2) The following table illustrates the effect of share-based compensation on the statements of operations: SCHEDULE OF EFFECT OF SHARE-BASED COMPENSATION Three months ended June 30 Six months ended June 30 2021 2020 2021 2020 U.S. dollars in thousands U.S. dollars in thousands Research and development expenses, net $ 25 $ 175 $ (12 ) $ 359 General and administrative expenses 99 239 220 497 $ 124 $ 414 $ 208 $ 856 INDAPTUS THERAPEUTICS INC. (successor to INTEC PHARMA LTD.) NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) (Unaudited) NOTE 5 - SHARE CAPITAL : 3) On June 21, 2021, Intec Israel’s shareholders approved the Intec Parent, Inc. 2021 Stock Incentive Plan (the “2021 Plan”) to be effective at the closing of the Merger. On August 4, 2021, name of the 2021 Plan was amended to “Indaptus Therapeutics, Inc. 2021 Stock Incentive Plan” The maximum number of shares of common stock reserved for issuance under the 2021 Plan is 1,864,963 |
ACCOUNTS PAYABLE AND ACCRUALS -
ACCOUNTS PAYABLE AND ACCRUALS - OTHER | 6 Months Ended |
Jun. 30, 2021 | |
Payables and Accruals [Abstract] | |
ACCOUNTS PAYABLE AND ACCRUALS - OTHER | NOTE 6 - ACCOUNTS PAYABLE AND ACCRUALS - OTHER : SCHEDULE OF ACCOUNTS PAYABLE AND ACCRUALS - OTHER June 30, December 31, 2021 2020 U.S. dollars in thousands Expenses payable $ 3,067 $ 2,859 Salary and related expenses 864 1,057 Current operating lease liabilities 630 596 Accrual for vacation days and recreation pay for employees 209 180 Other 273 274 Accounts payable and accruals - other $ 5,043 $ 4,966 |
MERGER AGREEMENT
MERGER AGREEMENT | 6 Months Ended |
Jun. 30, 2021 | |
Merger Agreement | |
MERGER AGREEMENT | NOTE 7 - MERGER AGREEMENT a. On March 15, 2021, Intec Parent, Intec Israel, Domestication Merger, Merger Sub and Decoy, entered into the Merger Agreement, whereby upon satisfaction of certain closing conditions set forth in the Merger Agreement, including consummation of the Domestication Merger, Merger Sub will merge with and into Decoy, with Decoy being the surviving entity and a wholly owned subsidiary of Intec Parent. On April 27, 2021, Intec Israel, Intec Parent and Domestication Merger entered into the Domestication Merger Agreement, pursuant to which Domestication Merger Sub will merge with and into Intec Israel, with Intec Israel being the surviving entity and a wholly owned subsidiary of Intec Parent. On July 27, 2021, Intec Israel, Intec Parent and Domestication Merger Sub completed the Domestication Merger pursuant to the terms of the Domestication Merger Agreement, whereby Domestication Merger Sub merged with and into Intec Israel, with Intec Israel being the surviving entity and a wholly-owned subsidiary of Intec Parent. In connection with the Domestication Merger, each Intec Israel Share outstanding after the reverse share split that was effective after the close of trading on July 26, 2021 and immediately prior to the effective time of the Domestication Merger on July 27, 2021 was converted into one share of Intec Parent Common Stock and all options and warrants to purchase Intec Israel’s ordinary shares outstanding after the reverse share split and immediately prior to the Domestication Merger were exchanged for equivalent securities of Intec Parent. The shares of Intec Parent Common Stock outstanding immediately after the effective time of the Domestication Merger commenced trading on the Nasdaq Capital Market at market open on July 27, 2021, under the symbol “NTEC”. As a result of the Domestication Merger, Intec Israel continued to possess all of its assets, rights, powers and property as constituted immediately prior to the Domestication Merger and continued to be subject to all of its debts, liabilities and obligations as constituted immediately prior to the Domestication Merger. INDAPTUS THERAPEUTICS INC. (successor to INTEC PHARMA LTD.) NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) (Unaudited) NOTE 7 - MERGER AGREEMENT : On August 3, 2021, Intec Parent, completed the Merger as set forth in the Merger Agreement. In connection with the Merger and as of the effective time of the Merger each outstanding share of Decoy common stock, par value $ 0.001 0.001 2.654353395 On August 3, 2021, Intec Parent changed its name to Indaptus Therapeutics Inc. and commenced trading on the Nasdaq Capital Market at market open on August 4, 2021 under the symbol “INDP”. Immediately following closing of the Merger there were 5,405,963 65.6% 34.4% b. In connection with the Merger, on July 23, 2021, Intec Parent entered into the Purchase Agreement with a certain institutional investor, pursuant to which Intec Parent agreed to sale and issue, in the Private Placement, a pre-funded warrant to purchase up to 2,727,273 shares of Intec Parent’s common stock (the “Pre-funded Warrant”) and a warrant to purchase up to 2,727,273 of the Intec Parent’s common stock (the “Warrant”) at a purchase price of $ 10.99 per Pre-funded Warrant and associated Warrant, for total net proceeds of approximately $ 27.2 million (or approximately $ 27.3 million assuming the full exercise of the Pre-funded Warrant), after deducting the placement agent’s fees and other estimated offering expenses payable by Intec Parent in the amount of approximately $ 2.7 million. In addition, the Company agreed to issue to the placement agent a warrant to purchase 136,364 c. In connection with the Merger and for the purpose of meeting Nasdaq’s initial listing requirements, Intec Israel implemented a 1-for-4 reverse share split of its outstanding ordinary shares that was effective after the close of trading on July 26, 2021, and prior to the effectiveness of the Domestication Merger. As a result of the reverse share split, every four outstanding ordinary shares was combined into one ordinary share. For further details, see note 8a. d. For accounting purposes, the Company expects that Decoy will be deemed to be the accounting acquirer in the Merger based upon the terms of the Merger Agreement and other factors and consequently, the Merger is expected to be accounted for as a reverse merger. Decoy stockholders prior to the Merger hold a majority of the voting interest of Indaptus following closing of the Merger. The Merger is expected to be accounted for as an asset acquisition (reverse merger) rather than business combination, as the net assets acquired assumed by Decoy do not meet the definition of a business under U.S. GAAP. Accordingly, Decoy’s assets, liabilities and results of operations will become the historical financial statements of Indaptus, and the net assets acquired which is the net cash remaining following Intec Israel’s Business Termination, will be included in Indaptus’ assets effective as of the Closing Date, for more details see note 4 and note 7(e) below. No step-up in basis or goodwill will be recorded as a result of the Merger. INDAPTUS THERAPEUTICS INC. (successor to INTEC PHARMA LTD.) NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) (Unaudited) NOTE 7 - MERGER AGREEMENT : e. In connection with the completion of the Merger, on August 4, 2021, Indaptus board resolved to effect a Business Termination through winding down of its operations, satisfying liabilities, and disposing its assets. The Company performed an impairment test on its non-current assets as of June 30, 2021, which resulted in an impairment charge of approximately $ 3.2 million. For more details, see note 4. The Company also expects to incur salaries, severance payments and close out expenses of approximately $ 800 thousand in connection with the wind down. The Company expects to record and pay these expenses in the third quarter of 2021. f. As of June 30, 2021, Intec Israel has transferred $ 650 thousand (the “Deposit Amount”) to Decoy for transaction expenses, of which $ 350 thousand was recorded in the statement of operation as general and administrative expenses and $ 300 thousand was recorded as deposit under prepaid expenses and other receivables. As described in the Merger Agreement, the Deposit Amount was included in the exchange ratio calculation. In addition, as of June 30, 2021, $ 1.0 million was deposited with an escrow agent to guarantee a payment of break-up fee in the event of termination of the Merger Agreement by Intec Israel. As of June 30, 2021, this amount was recorded as restricted cash and following the completion of the Merger it was released and included in the exchange ratio calculation. |
EVENTS SUBSEQUENT TO JUNE 30, 2
EVENTS SUBSEQUENT TO JUNE 30, 2021 | 6 Months Ended |
Jun. 30, 2021 | |
Subsequent Events [Abstract] | |
EVENTS SUBSEQUENT TO JUNE 30, 2021 | NOTE 8 - EVENTS SUBSEQUENT TO JUNE 30, 2021 a. Intec Israel implemented a 1-for-4 reverse share split of its outstanding ordinary shares that was effective after the close of trading on July 26, 2021, and prior to the effectiveness of the Domestication Merger as described above in note 7a. As a result of the reverse share split, every four outstanding ordinary shares was combined into one ordinary share. All fractional shares created by the reverse share split were rounded up to the nearest whole share. The number of authorized shares was proportionately reduced from 17,500,000 ordinary shares to 4,375,000 ordinary shares. The reverse share split decreased Intec Israel’s outstanding ordinary shares from 7,370,883 shares to 1,858,743 shares as of that date. In addition, proportionate adjustments were made to the exercise prices of Intec Israel’s outstanding options and warrants and to the number of shares issuable under Intec Israel’s existing option plan. All share and per share amounts in these consolidated financial statements have been retroactively adjusted to reflect the reverse share split. b. On August 4, 2021, Indaptus’ board approved a grant of an aggregate of options to purchase 1,019,750 SCHEDULE OF STOCK OPTIONS GRANTED Number of options granted Exercise price Vesting period Expiration Executive officers 910,000 $ 8.87 1 3 5 10 Directors 109,750 $ 8.87 1 10 |
SIGNIFICANT ACCOUNTING POLICI_2
SIGNIFICANT ACCOUNTING POLICIES (Policies) | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Consolidation, Policy [Policy Text Block] | a. The consolidated financial statements include the accounts of Intec Israel and its Subsidiaries. Intercompany balances and transactions have been eliminated upon consolidation. |
Fair value measurement | b. Fair value measurement Fair value is based on the price that would be received from the sale of an asset or that would be paid to transfer a liability in an orderly transaction between market participants at the measurement date. In order to increase consistency and comparability in fair value measurements, the guidance establishes a fair value hierarchy that prioritizes observable and unobservable inputs used to measure fair value into three broad levels, which are described as follows: Level 1: Quoted prices (unadjusted) in active markets that are accessible at the measurement date for assets or liabilities. The fair value hierarchy gives the highest priority to Level 1 inputs. Level 2: Observable prices that are based on inputs not quoted on active markets but corroborated by market data. Level 3: Unobservable inputs are used when little or no market data is available. The fair value hierarchy gives the lowest priority to Level 3 inputs. In determining fair value, the Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible and considers counterparty credit risk in its assessment of fair value. |
Loss per share | c. Loss per share Loss per share, basic and diluted, is computed on the basis of the net loss for the period divided by the weighted average number of ordinary shares outstanding during the period. Diluted loss per share is based upon the weighted average number of ordinary shares and of ordinary shares equivalents outstanding when dilutive. Ordinary share equivalents include outstanding stock options and warrants which are included under the treasury stock method when dilutive. The following share options and warrants were excluded from the calculation of diluted loss per ordinary share because their effect would have been anti-dilutive for the periods presented (share data): SCHEDULE OF ANTI-DILUTIVE SECURITIES Three months ended June 30 Six months ended June 30 2021 2020 2021 2020 Outstanding stock options 58,961 58,219 61,156 54,167 Warrants 227,150 52,822 248,169 39,350 INDAPTUS THERAPEUTICS INC. (successor to INTEC PHARMA LTD.) NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) (Unaudited) |
SIGNIFICANT ACCOUNTING POLICI_3
SIGNIFICANT ACCOUNTING POLICIES (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
SCHEDULE OF ANTI-DILUTIVE SECURITIES | The following share options and warrants were excluded from the calculation of diluted loss per ordinary share because their effect would have been anti-dilutive for the periods presented (share data): SCHEDULE OF ANTI-DILUTIVE SECURITIES Three months ended June 30 Six months ended June 30 2021 2020 2021 2020 Outstanding stock options 58,961 58,219 61,156 54,167 Warrants 227,150 52,822 248,169 39,350 |
SHARE CAPITAL (Tables)
SHARE CAPITAL (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Equity [Abstract] | |
SCHEDULE OF OPTIONS GRANTED TO EMPLOYEES | SCHEDULE OF OPTIONS GRANTED TO EMPLOYEES Three months ended June 30, 2020 Number of options granted Exercise Vesting Expiration Employees 8,063 $ 34.3 3 7 |
SCHEDULE OF COMPUTING THE FAIR VALUE OF THE OPTIONS | The fair value of options granted to employees on the date of grant was computed using the Black-Scholes model. The underlying data used for computing the fair value of the options are as follows: SCHEDULE OF COMPUTING THE FAIR VALUE OF THE OPTIONS Six months ended June 30 2020 Value of ordinary share $ 22.4 Dividend yield 0 % Expected volatility 102.58 % Risk-free interest rate 1.42 % Expected term 5 |
SCHEDULE OF EFFECT OF SHARE-BASED COMPENSATION | SCHEDULE OF EFFECT OF SHARE-BASED COMPENSATION Three months ended June 30 Six months ended June 30 2021 2020 2021 2020 U.S. dollars in thousands U.S. dollars in thousands Research and development expenses, net $ 25 $ 175 $ (12 ) $ 359 General and administrative expenses 99 239 220 497 $ 124 $ 414 $ 208 $ 856 INDAPTUS THERAPEUTICS INC. (successor to INTEC PHARMA LTD.) NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) (Unaudited) NOTE 5 - SHARE CAPITAL : 3) On June 21, 2021, Intec Israel’s shareholders approved the Intec Parent, Inc. 2021 Stock Incentive Plan (the “2021 Plan”) to be effective at the closing of the Merger. On August 4, 2021, name of the 2021 Plan was amended to “Indaptus Therapeutics, Inc. 2021 Stock Incentive Plan” The maximum number of shares of common stock reserved for issuance under the 2021 Plan is 1,864,963 |
ACCOUNTS PAYABLE AND ACCRUALS_2
ACCOUNTS PAYABLE AND ACCRUALS - OTHER (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Payables and Accruals [Abstract] | |
SCHEDULE OF ACCOUNTS PAYABLE AND ACCRUALS - OTHER | SCHEDULE OF ACCOUNTS PAYABLE AND ACCRUALS - OTHER June 30, December 31, 2021 2020 U.S. dollars in thousands Expenses payable $ 3,067 $ 2,859 Salary and related expenses 864 1,057 Current operating lease liabilities 630 596 Accrual for vacation days and recreation pay for employees 209 180 Other 273 274 Accounts payable and accruals - other $ 5,043 $ 4,966 |
EVENTS SUBSEQUENT TO JUNE 30,_2
EVENTS SUBSEQUENT TO JUNE 30, 2021 (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Subsequent Events [Abstract] | |
SCHEDULE OF STOCK OPTIONS GRANTED | SCHEDULE OF STOCK OPTIONS GRANTED Number of options granted Exercise price Vesting period Expiration Executive officers 910,000 $ 8.87 1 3 5 10 Directors 109,750 $ 8.87 1 10 |
NATURE OF OPERATIONS AND BASI_2
NATURE OF OPERATIONS AND BASIS OF PRESENTATION (Details Narrative) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | Jul. 26, 2021 | Jul. 23, 2021 | Oct. 31, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Jul. 27, 2021 | Dec. 31, 2020 |
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||||
Accumulated deficit | $ 215,212 | $ 203,551 | |||||
Net Cash Provided by (Used in) Operating Activities | 7,397 | $ 6,817 | |||||
Ordinary shares, par value | $ 0 | ||||||
Non-current assets impairment charge | $ 3,200 | ||||||
Purchase Agreements [Member] | Private Placement [Member] | Intec Parent [Member] | |||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||||
Total net proceeds from issuance of pre-funded warrants and warrants to purchase Intec parent's common stock | $ 27,200 | ||||||
Total net proceeds from issuance of pre-funded warrants and warrants to purchase Intec parent's common stock, assuming the full exercise of the pre-funded warrants | 27,300 | ||||||
Payments of Stock Issuance Costs | $ 2,700 | ||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 136,364 | ||||||
Intec Israel [Member] | |||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||||
Stockholders' Equity, Reverse Stock Split | 1-for-20 reverse share split | ||||||
Subsequent Event [Member] | Intec Parent [Member] | |||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||||
Ordinary shares, par value | $ 0.01 | ||||||
Subsequent Event [Member] | Intec Israel [Member] | |||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||||
Stockholders' Equity, Reverse Stock Split | 1-for-4 reverse share split |
SCHEDULE OF ANTI-DILUTIVE SECUR
SCHEDULE OF ANTI-DILUTIVE SECURITIES (Details) - shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Equity Option [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive securities | 58,961 | 58,219 | 61,156 | 54,167 |
Warrant [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive securities | 227,150 | 52,822 | 248,169 | 39,350 |
COMMITMENTS AND CONTINGENT LI_2
COMMITMENTS AND CONTINGENT LIABILITIES (Details Narrative) ₪ in Thousands, € in Millions | Feb. 17, 2021USD ($) | Feb. 17, 2021ILS (₪) | Jun. 30, 2021USD ($) | Jun. 30, 2021EUR (€) | Jun. 30, 2021ILS (₪) | Dec. 31, 2020USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2018EUR (€) | Jun. 30, 2021EUR (€) |
LTS Process Development Agreement [Member] | |||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||
Total cost of the equipment | $ 7,800,000 | € 6.8 | |||||||
Other Asset Impairment Charges | $ 2,400,000 | ||||||||
Assets, Fair Value Disclosure | 1,300,000 | € 1.1 | |||||||
Amount of upgrading facility costs to be paid upon termination. | 2,400,000 | € 2 | |||||||
Lawsuit 1 [Member] | |||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||
Plaintiffs pecuniary damages | ₪ 2,400 | $ 750,000 | |||||||
Settlement amount to each plaintiff | $ 125,000 | ₪ 400 | |||||||
Lawsuit 2 [Member] | |||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||||
Negotiated attorney fee | $ 225,000 |
IMPAIRMENT OF NON-CURRENT ASS_2
IMPAIRMENT OF NON-CURRENT ASSETS (Details Narrative) - 6 months ended Jun. 30, 2021 $ in Thousands, € in Millions | USD ($) | EUR (€) |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Impairment charge on non-current assets | $ 3,200 | |
Operating lease right-of-use assets and property and equipment which are in the offices and operational spaces in Jerusalem, impairment charge | 800 | |
LTS Process Development Agreement [Member] | ||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Other assets, impairment charge | 2,400 | |
Other assets, fair value | $ 1,300 | € 1.1 |
SHARE CAPITAL (Details Narrativ
SHARE CAPITAL (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands | Jul. 26, 2021 | May 16, 2021 | Oct. 31, 2020 | Dec. 02, 2019 | Apr. 30, 2021 | Feb. 28, 2021 | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 21, 2021 | Dec. 31, 2020 | Jul. 31, 2020 | Jun. 30, 2018 | Dec. 31, 2017 | Jul. 31, 2016 | Jan. 31, 2016 |
ChangeInShareCapitalLineItem [Line Items] | |||||||||||||||
Proceeds from exercise of warrants | $ 956 | $ 65 | |||||||||||||
Plan 2015 [Member] | |||||||||||||||
ChangeInShareCapitalLineItem [Line Items] | |||||||||||||||
Number of ordinary shares reserved for issuance under the 2015 plan | 12,500 | 43,750 | 12,500 | 26,250 | 8,750 | 8,750 | |||||||||
Number of shares available for grant | 53,326 | ||||||||||||||
2021 Plan [Member] | |||||||||||||||
ChangeInShareCapitalLineItem [Line Items] | |||||||||||||||
Number of ordinary shares reserved for issuance under the Indaptus Therapeutics, Inc. 2021 Plan | 1,864,963 | ||||||||||||||
Intec Israel [Member] | |||||||||||||||
ChangeInShareCapitalLineItem [Line Items] | |||||||||||||||
Stockholders' Equity, Reverse Stock Split | 1-for-20 reverse share split | ||||||||||||||
Subsequent Event [Member] | Intec Israel [Member] | |||||||||||||||
ChangeInShareCapitalLineItem [Line Items] | |||||||||||||||
Stockholders' Equity, Reverse Stock Split | 1-for-4 reverse share split | ||||||||||||||
Purchase Agreements [Member] | Aspire Capital Fund L L C [Member] | |||||||||||||||
ChangeInShareCapitalLineItem [Line Items] | |||||||||||||||
Aspire's commitment to purchase aggregate amount of the Company's ordinary shares under the purchase agreement | $ 10,000 | ||||||||||||||
Purchase agreement term | 30 months | ||||||||||||||
Number of shares issued to Aspire | 7,657 | ||||||||||||||
Number of shares issued | 79,848 | 637,228 | |||||||||||||
Proceeds from issuance of ordinary shares | $ 1,200 | $ 8,700 | |||||||||||||
Issuance expenses | $ 12 | $ 87 | |||||||||||||
Exchange cap-the maximum number of ordinary shares may issue under the Amendment | 240,978 | ||||||||||||||
Maximum percentage of the company's outstanding ordinary shares that the company may be issue under the Amendment unless shareholder approval or an exception pursuant to the rules of the Nasdaq is obtained to issue more than this percentage | 19.99% | ||||||||||||||
If shareholder approval not obtained and after the Exchange Cap reached, the minimum average purchase price for issuance of shares under the purchase agreement at all times thereafter | $ 13.76 | ||||||||||||||
Exercise of Warrants [Member] | |||||||||||||||
ChangeInShareCapitalLineItem [Line Items] | |||||||||||||||
Number of options exercised | 45,625 | ||||||||||||||
Proceeds from exercise of warrants | $ 956 | ||||||||||||||
Fair Value Of Options Granted [Member] | |||||||||||||||
ChangeInShareCapitalLineItem [Line Items] | |||||||||||||||
Fair value of options granted | $ 127 |
SCHEDULE OF OPTIONS GRANTED TO
SCHEDULE OF OPTIONS GRANTED TO EMPLOYEES (Details) - Employees [Member] | 6 Months Ended |
Jun. 30, 2021$ / sharesshares | |
Deferred Compensation Arrangement with Individual, Postretirement Benefits [Line Items] | |
Number of options granted | shares | 8,063 |
Exercise price | $ / shares | $ 34.3 |
Vesting period | 3 years |
Expiration | 7 years |
SCHEDULE OF COMPUTING THE FAIR
SCHEDULE OF COMPUTING THE FAIR VALUE OF THE OPTIONS (Details) | 6 Months Ended |
Jun. 30, 2021$ / shares | |
Equity [Abstract] | |
Value of ordinary share | $ 22.4 |
Dividend yield | 0.00% |
Expected volatility | 102.58% |
Risk-free interest rate | 1.42% |
Expected term | 5 years |
SCHEDULE OF EFFECT OF SHARE-BAS
SCHEDULE OF EFFECT OF SHARE-BASED COMPENSATION (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Share-based compensation | $ 124 | $ 414 | $ 208 | $ 856 |
Research and Development Expense [Member] | ||||
Share-based compensation | 25 | 175 | (12) | 359 |
General and Administrative Expense [Member] | ||||
Share-based compensation | $ 99 | $ 239 | $ 220 | $ 497 |
SCHEDULE OF ACCOUNTS PAYABLE AN
SCHEDULE OF ACCOUNTS PAYABLE AND ACCRUALS - OTHER (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Payables and Accruals [Abstract] | ||
Expenses payable | $ 3,067 | $ 2,859 |
Salary and related expenses | 864 | 1,057 |
Current operating lease liabilities | 630 | 596 |
Accrual for vacation days and recreation pay for employees | 209 | 180 |
Other | 273 | 274 |
Accounts payable and accruals - other | $ 5,043 | $ 4,966 |
MERGER AGREEMENT (Details Narra
MERGER AGREEMENT (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands | Jul. 26, 2021 | Jul. 23, 2021 | Jun. 30, 2021 | Aug. 03, 2021 | Dec. 31, 2020 |
Indaptus' common stock outstanding, immediately following closing of the Merger | 1,858,743 | 1,096,346 | |||
Impairment charge of long-lived assets | $ 3,200 | ||||
Salaries, severance and close out expenses | 800 | ||||
Merger Agreement [Member] | Intec Israel [Member] | |||||
Company's financial transfers to Decoy for transaction expenses | 650 | ||||
Company's financial transfers to Decoy for transaction expenses that was recorded in the statement of operation as general and administrative expenses | 350 | ||||
Company's financial transfers to Decoy for transaction expenses that was recorded as deposit | 300 | ||||
The break-up fee that the Company deposited with an escrow agent to guarantee a payment of break-up fee in the event of termination of the merger agreement by Intec Israel | $ 1,000 | ||||
Purchase Agreement [Member] | Private Placement [Member] | |||||
Pre-funded warrants issued | 2,727,273 | ||||
Warrants issued | 2,727,273 | ||||
Purchase price of Pre-funded Warrant and associated Warrant | $ 10.99 | ||||
Total net proceeds from issuance of pre-funded warrants and warrants to purchase Intec parent's common stock | $ 27,200 | ||||
Total net proceeds from issuance of pre-funded warrants and warrants to purchase Intec parent's common stock, assuming the full exercise of the pre-funded warrants | 27,300 | ||||
Issuance expenses | $ 2,700 | ||||
Warrants to purchase Indaptus' common stock issued to the placement agent | 136,364 | ||||
Subsequent Event [Member] | Merger Agreement [Member] | |||||
Exchange ratio in merger share exchange | 2.654353395 | ||||
Indaptus' common stock outstanding, immediately following closing of the Merger | 5,405,963 | ||||
Pre-merger Decoy shareholders- Ownership percentage of Indaptus' common stock immediately following closing of the Merger | 65.60% | ||||
Pre-merger Intec Israel shareholders- Ownership percentage of Indaptus' common stock | 34.40% | ||||
Stockholders' Equity, Reverse Stock Split | 1-for-4 reverse share split | ||||
Subsequent Event [Member] | Decoy Common Stock [Member] | |||||
Decoy common stock, par value | $ 0.001 | ||||
Decoy preferred stock par value | $ 0.001 |
EVENTS SUBSEQUENT TO JUNE 30,_3
EVENTS SUBSEQUENT TO JUNE 30, 2021 (Details Narrative) - shares | Aug. 04, 2021 | Jul. 26, 2021 | Jul. 27, 2021 | Jun. 30, 2021 | Dec. 31, 2020 |
Common Stock, Shares Authorized | 4,375,000 | ||||
Common Stock, Shares, Outstanding | 1,858,743 | 1,096,346 | |||
Subsequent Event [Member] | Grant of Options to Purchase Indaptus' Common Stock to Directors, Executives Officers and Employees [Member] | |||||
Number of options granted | 1,019,750 | ||||
Subsequent Event [Member] | Shareholders Equity post the Reverse Share Split [Member] | |||||
Stockholders' Equity, Reverse Stock Split | 1-for-4 reverse share split | ||||
Common Stock, Shares Authorized | 4,375,000 | ||||
Common Stock, Shares, Outstanding | 1,858,743 | ||||
Subsequent Event [Member] | Shareholders Equity before the Reverse Share Split [Member] | |||||
Common Stock, Shares Authorized | 17,500,000 | ||||
Common Stock, Shares, Outstanding | 7,370,883 |
SCHEDULE OF STOCK OPTIONS GRANT
SCHEDULE OF STOCK OPTIONS GRANTED (Details) - Subsequent Event [Member] | Aug. 04, 2021$ / sharesshares |
Executive Officers [Member] | |
Number of options granted | shares | 910,000 |
Exercise price | $ / shares | $ 8.87 |
Executive Officers [Member] | Minimum [Member] | |
Vesting period | 1 year |
Expiration | 5 years |
Executive Officers [Member] | Maximum [Member] | |
Vesting period | 3 years |
Expiration | 10 years |
Directors [Member] | |
Number of options granted | shares | 109,750 |
Exercise price | $ / shares | $ 8.87 |
Vesting period | 1 year |
Expiration | 10 years |