Gadsden Properties (GADS) 10-Q 20 Aug 18 2018 Q2 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	6 Months Ended
	Jun. 30, 2018	Aug. 20, 2018
Document And Entity Information
Entity Registrant Name	FC Global Realty Inc
Entity Central Index Key	711,665
Document Type	10-Q
Trading Symbol	FCRE
Document Period End Date	Jun. 30, 2018
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity a Well-known Seasoned Issuer	No
Entity a Voluntary Filer	No
Entity's Reporting Status Current	Yes
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		14,833,920
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2,018

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited) - USD ($) $ in Thousands	Jun. 30, 2018	Dec. 31, 2017
Current assets:
Cash and cash equivalents	$ 892	$ 948
Prepaid expenses and other current assets	507	646
Total current assets	1,399	1,594
Non-current assets:
Investment properties	2,380	2,055
Investment in other company, net	1,806	1,806
Property and equipment, net	4	5
Other assets, net	302	334
Total non-current assets	4,492	4,200
Total assets	5,891	5,794
Current liabilities:
Notes payable	516	778
Accounts payable	705	612
Accrued compensation and related expenses	389	467
Other accrued liabilities	2,745	2,450
Total current liabilities	4,355	4,307
Non-current liabilities:
Option to purchase Redeemable Convertible Preferred Stock (Note 5)	1,418	4,390
Note payable, net of current portion	452	454
Total non-current liabilities	1,870	4,844
Total liabilities	6,225	9,151
Commitment and contingencies (Note 4)
Redeemable Convertible Preferred Stock Series B, $.01 par value; 15,000,000 shares authorized at June 30, 2018 (unaudited) and December 31, 2017; 1,855,337 and 1,500,000 issued and outstanding at June 30, 2018 (unaudited) and December 31, 2017, respectively, net of amount allocated to option to purchase additional shares; Aggregate liquidation preference $1,948 and $1,503 at June 30, 2018 (unaudited) and December 31, 2017, respectively (Note 5)	2,545	87
Stockholders' deficit:
Common Stock, $.01 par value, 500,000,000 shares authorized at June 30, 2018 (unaudited) and December 31, 2017; 14,833,920 shares issued and outstanding at June 30, 2018 (unaudited) and 11,868,619 shares issued and outstanding at December 31, 2017	149	119
Additional paid-in capital	134,974	132,446
Accumulated deficit	(137,030)	(135,022)
Accumulated other comprehensive loss	(1,145)	(1,162)
Total stockholders' deficit attributable to FC Global Realty Incorporated	(3,051)	(3,618)
Noncontrolling interest	172	174
Total stockholders' deficit	(2,879)	(3,444)
Total liabilities, redeemable convertible preferred stock and stockholders' deficit	5,891	5,794
Series B Preferred Stock [Member]
Stockholders' deficit:
Preferred Stock	1	1
Total stockholders' deficit attributable to FC Global Realty Incorporated	$ 2,545	$ 87

CONDENSED CONSOLIDATED BALANCE3

CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited) (Parenthetical) - USD ($) $ in Thousands	Jun. 30, 2018	Dec. 31, 2017
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, authorized	500,000,000	500,000,000
Common stock, issued	14,833,920	11,868,619
Common stock, outstanding	14,833,920	11,868,619
Preferred A Stock [Member]
Preferred stock, par value (in dollars per share)	$ 0.01	$ 0.01
Preferred stock, authorized	3,000,000	3,000,000
Preferred stock, issued	123,668	123,668
Preferred stock, outstanding	123,668	123,668
Redeemable Convertible Series B Preferred Stock [Member]
Redeemable Convertible Preferred Stock Series B, par value (in dollars per share)	$ 0.01	$ 0.01
Redeemable Convertible Preferred Stock Series B, authorized	15,000,000	15,000,000
Redeemable Convertible Preferred Stock Series B, issued	1,855,337	1,500,000
Redeemable Convertible Preferred Stock Series B, outstanding	1,855,337	1,500,000
Redeemable Convertible Preferred Stock Series B, aggregate liquidation preference	$ 1,948	$ 1,503

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (unaudited) - USD ($) $ in Thousands		3 Months Ended		6 Months Ended
		Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Income Statement [Abstract]
Rental income		$ 11		$ 11
Rental expense		1		1
Gross income		10		10
General and administrative		934	1,848	2,144	1,848
Operating loss		(924)	(1,848)	(2,134)	(1,848)
Revaluation of option to purchase redeemable convertible preferred stock (Note 5)		2,568		2,295
Revaluation of asset contribution related financial instruments			(2,622)		(2,622)
Interest and other financing expense, net		(38)	(46)	(72)	(46)
Income from continuing operations, before taxes on income		1,606	728	89	728
Taxes on income (income tax provision)		3		(209)
Income (loss) from continuing operations		1,609	728	(120)	728
Discontinued operations:
Income (loss) from discontinued operations (Note 2)		140	411	219	(1,438)
Net income (loss) including portion attributable to non-controlling interest		1,749	1,139	99	(710)
Loss attributable to non-controlling interest		1		2
Net income (loss)		1,750	1,139	101	(710)
Dividend on redeemable convertible preferred stock	[1]	(62)		(141)
Accretion of redeemable convertible preferred stock to redemption value	[2]			(1,968)
Net income attributable to common stockholders and participating securities		$ 1,688	$ 1,139	$ (2,008)	$ (710)
Basic net income (loss) per share (Note 3):
Continuing operations (in dollars per share)		$ 0.08	$ 0.12	$ (0.15)	$ 0.14
Discontinued operations (in dollars per share)		0.01	0.07	0.01	(0.07)
Basic and diluted net loss per share (in dollars per share)		0.09	0.19	(0.14)	(0.07)
Diluted net income (loss) per share (Note 3):
Continuing operations (in dollars per share)		0.08	(0.04)	(0.15)	(0.29)
Discontinued operations (in dollars per share)		0.01	0.07	0.01	(0.06)
Earnings Per Share, Diluted (in dollars per share)		$ 0.09	$ 0.03	$ (0.14)	$ (0.35)
Shares used in computing basic net loss per share (in shares)		12,846,190	4,786,218	12,360,105	4,574,830
Shares used in computing diluted net loss per share (in shares)		19,716,419	36,185,555	12,360,105	20,361,237
Other comprehensive income (loss):
Reclassification of cumulative translation adjustment to statement of operations					$ 3,021
Foreign currency translation adjustments		$ (4)	$ 176	17	278
Total other comprehensive income				17	3,299
Comprehensive income (loss)		$ 1,746	$ 1,315	$ 118	$ 2,589
[1]	The net loss used for the computation of basic and diluted net loss per share for three and six months ended June 30, 2018, includes the preferred dividend requirement of 8% per share per annum for the Series B Preferred Stock, compounded annually which shall be distributed to stockholders in case of distributable assets determined in the Company's certificate of designation under the liquidation preference right (see also Note 5).
[2]	Based on the rights and privileges of Series B Preferred Stock, since the Company did not obtain shareholder approval at March 31, 2018, the then outstanding Series B Preferred Stock became redeemable at the option of OFI. Consequently, in each reporting period commencing March 31, 2018, the outstanding Series B Preferred Stock is recorded at its maximum redemption value until the occurrance of redemption or a conversion as prior.

CONDENSED CONSOLIDATED STATEME5

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN REDEEMABLE CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS'DEFICIT (Unaudited) - 6 months ended Jun. 30, 2018 - USD ($) $ in Thousands	Redeemable Convertible Preferred Stock Series B [Member]	Common Stock [Member]	Series A Preferred Stock [Member]	Additional Paid-In Capital [Member]	Accumulated Deficit [Member]	Accumulated Other Comprehensive Loss [Member]	Noncontrolling Interest [Member]	Total
Balance at beginning at Dec. 31, 2017	$ 87	$ 119	$ 1	$ 132,446	$ (135,022)	$ (1,162)	$ 174	$ (3,444)
Balance at beginning (in shares) at Dec. 31, 2017	1,500,000	11,868,619	123,668
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock based compensation				5				5
Issuance of Series B redeemable convertible preferred stock and embedded option	$ 2,225
Issuance of Series B redeemable convertible preferred stock and embedded option (in shares)	2,225,000
Partial exercise of series B redeemable convertible preferred stock written call option (Note 5)	$ 677							677
Dividend on Series B redeemable convertible preferred stock (Note 5)	141				(141)			(141)	[1]
Accretion of Series B redeemable convertible preferred stock to redemption value (Note 5)	1,968				(1,968)			(1,968)	[2]
Conversion of series B redeemable convertible preferred stock into common stock	$ (2,553)	$ 30		2,523				2,553
Conversion of series B redeemable convertible preferred stock into common stock (in shares)	(1,869,663)	2,965,301
Foreign currency translation adjustment						17		17
Net Income (Loss)					101		(2)	99
Balance at ending at Jun. 30, 2018	$ 2,545	$ 149	$ 1	$ 134,974	$ (137,030)	$ (1,145)	$ 172	$ (2,879)
Balance at ending (in shares) at Jun. 30, 2018	1,855,337	14,833,920	123,668
[1]	The net loss used for the computation of basic and diluted net loss per share for three and six months ended June 30, 2018, includes the preferred dividend requirement of 8% per share per annum for the Series B Preferred Stock, compounded annually which shall be distributed to stockholders in case of distributable assets determined in the Company's certificate of designation under the liquidation preference right (see also Note 5).
[2]	Based on the rights and privileges of Series B Preferred Stock, since the Company did not obtain shareholder approval at March 31, 2018, the then outstanding Series B Preferred Stock became redeemable at the option of OFI. Consequently, in each reporting period commencing March 31, 2018, the outstanding Series B Preferred Stock is recorded at its maximum redemption value until the occurrance of redemption or a conversion as prior.

CONDENSED CONSOLIDATED STATEME6

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017
Cash Flows From Operating Activities:
Net Income	$ (120)	$ 728
Adjustments to reconcile loss to net cash used in operating activities related to continuing operations:
Stock-based compensation	5	124
Revaluation of asset contribution related financial instruments, net		(2,622)
Revaluation of option to purchase redeemable convertible preferred stock (Note 5)	(2,295)
Depreciation and amortization	2	296
Changes in operating assets and liabilities:
Prepaid expenses and other current assets	171	1,388
Accounts payable	93	(1,396)
Accrued compensation and related expenses	(78)	(1,452)
Other accrued liabilities	324	(4,113)
Adjustments related to continuing operations	(1,898)	(7,047)
Adjustments related to discontinued operations	219	1,688
Net cash used in operating activities	(1,679)	(5,359)
Cash Flows From Investing Activities:
Direct expenses related to asset acquisition		(283)
Purchases of investment properties	(326)
Net cash used in investing activities - continuing operation	(326)	(283)
Net cash provided by investing activities - discontinued operations		5,107
Net cash (used in) provided by investing activities	(326)	4,824
Cash Flows From Financing Activities:
Proceeds from issuance of redeemable convertible preferred stock and embedded option (Note 5)	2,225
Payment of notes payable	(293)
Net cash provided by financing activities -continuing operation	1,932
Net cash provided by financing activities	1,932
Effect of exchange rate changes on cash and cash equivalents	17	279
Change in cash and cash equivalents	(56)	(256)
Cash and cash equivalents at the beginning of period	948	2,335
Cash and cash equivalents at the end of period	892	2,079
Supplemental disclosure of non-cash activities:
Cash paid for income taxes		73
Cash paid for interest	72
Receivable from acquirer of group of assets		2,000
Partial exercise of written call option on redeemable convertible preferred stock (Note 5)	677
Dividend on redeemable convertible preferred stock (Note 5)	141
Accretion of redeemable convertible preferred stock to redemption value (Note 5)	1,968
Conversion of Series B redeemable convertible preferred stock into common stock	2,553
Contribution of investment property and investment in other company against stock issue, financial assets related to future mandatory asset contribution and financial liabilities for optional asset acquisition		$ 4,836

Background

Background	6 Months Ended
	Jun. 30, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Background	Note 1 Background: FC Global Realty Incorporated (and its subsidiaries) (the “Company”), re-incorporated in Nevada on December 30, 2010, originally formed in Delaware in 1980, is, since earlier in 2017, a real estate development and asset management company concentrated primarily on investments in high quality income producing assets, hotel and resort developments, residential developments and other opportunistic commercial properties. Until the recent sale of the Company’s last significant business unit (its consumer products division which was sold to ICTV Brands, Inc. on January 23, 2017), the Company was a Global Skin Health company providing integrated disease management and aesthetic solutions to dermatologists, professional aestheticians and consumers. The Company provided proprietary products and services that addressed skin diseases and conditions including psoriasis, acne, actinic keratosis (a precursor to certain types of skin cancer), photo damage and unwanted hair. On March 31, 2017, the Company entered into an Interest Contribution Agreement with First Capital Real Estate Operating Partnership, L.P. (the “Contributor”), First Capital Real Estate Trust Incorporated (the “Contributor Parent”), and FC Global Realty Operating Partnership, LLC, the Company’s wholly-owned subsidiary (the “Acquiror”). The parties entered into amendments to the Interest Contribution Agreement on August 3, 2017, October 11, 2017 and December 22, 2017. Pursuant to the Interest Contribution Agreement, as amended (collectively, the “Contribution Agreement”), the Contributor contributed certain real estate assets to the Acquiror. In exchange, the Contributor received shares of the Company’s common stock and newly designated Series A Convertible Preferred Stock. This transaction closed on May 17, 2017. As a result of the Contribution Agreement, the Company has primarily become a real estate asset management and development company for the purpose of investing in a diversified portfolio of quality commercial and residential real estate properties and other real estate investments located in the United States. Stock Delisting from Nasdaq and Transfer to OTC On February 23, 2018 and March 13, 2018, the Company had received two delisting notices from Nasdaq this year, the first concerning the Company’s failure to comply with the $1.00 minimum bid price under Nasdaq Marketplace Rule 5550(a)(2), and the second with regard to the Company’s stockholder equity, which had fallen below the minimum $2.5 million required to be maintained under Nasdaq Marketplace Rule 5550(b)(1). On June 18, 2018, the Company received a delisting determination letter from The Nasdaq Stock Market’s Listing Qualifications Department (“Nasdaq”) relating to the Company’s Common Stock. In that letter, Nasdaq stated that the Company is not in compliance with Nasdaq’s Listing Rules 5635(b), 5635(c), 5635(d)(1) and 5635(d)(2) with regard to shareholder approval of certain transactions involving the sale of shares of Series B Preferred Stock to Opportunity Fund I-SS, LLC (“OFI”), the conversion of certain promissory notes held by affiliates of the Company and related transactions entered into with such affiliates, the acquisition of common stock and Series A Preferred Stock by OFI from First Capital Real Estate Operating Partnership, L.P. and the timing of these transactions and contingencies between them. As a result of the violations of the shareholder equity and shareholder approval rules, Nasdaq has determined to delist the Company’s securities. While the Company has a right of appeal with regard to this most recent notice, the Company’s Board of Directors, after evaluating the matter, has determined that it is in the Company’s best interests to remove its securities from trading on Nasdaq while it addresses these issues, and has therefore waived its right of appeal. The Company’s common stock ceased to trade on the Nasdaq Capital Market prior to the opening of business on June 20, 2018, and moved on that date to trading and quotation on the Pink Current Information tier operated by the OTC Markets Group Inc. The Company’s trading symbol remains FCRE. Trading and quotation information is available at www.otcmarkets.com. The Company intends to apply for its common stock to be quoted and traded on the OTCQB Market. The Company plans to continue to maintain an independent Board of Directors with an independent Audit Committee and provide annual financial statements audited by a registered Public Company Accounting Oversight Board auditor and unaudited interim financial reports, prepared in accordance with US GAAP. In addition, the Company’s Board of Directors will continue to evaluate options to maximize the value of the Company’s assets, including opportunities to invest in or acquire one or more operating businesses that provide opportunities for appreciation in value. Liquidity and Going Concern As of June 30, 2018, the Company had an accumulated deficit of $137 million and the Company incurred an operating loss for the six months ended June 30, 2018 of approximately $2 million. Subsequent to the sale of the Company’s last significant business unit, the consumer products division as described above, and to date, the Company has dedicated most of its financial resources to general and administrative expenses associated with its ongoing business of real estate development and asset management. As of June 30, 2018, the Company’s cash and cash equivalents amounted to $892. While the Company is a party to a Securities Purchase Agreement (the “OFI Purchase Agreement”) with OFI, and has raised certain funds under that agreement in both 2017 and in 2018 through the date of the financial statements (see also Note 5), OFI has no obligation to continue to invest in the Company, and there are restrictions placed by OFI on the use of these funds. The Company has historically financed its activities with cash from operations, the private placement of equity and debt securities, borrowings under lines of credit and, in the most recent periods with sales of certain assets and business units. The Company will be required to obtain additional liquidity resources in order to support its ongoing operations. At this time, there is no guarantee that the Company will be able to obtain an adequate level of financial resources required for the short and long-term support of its operations or that the Company will be able to obtain additional financing as needed, or meet the conditions of such financing, or that the costs of such financing may not be prohibitive. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. The accompanying condensed consolidated financial statements do not include any adjustments to reflect the possible future effects on recoverability of assets and classification of liabilities that may result from the outcome of this uncertainty. Resignation of Officers and Director Effective June 16, 2018, Vineet P. Bedi resigned his position as Chief Executive Officer and President of the Company, as well as President of the Company’s subsidiaries. Also effective June 16, 2018, Matthew Stolzar resigned his position as Chief Financial Officer and Chief Investment Officer of the Company and of the Company’s subsidiaries. Effective June 18, 2018, Robert Froehlich resigned as Chairman and a member of the Company’s Board of Directors as well as from his membership in the Board’s Audit, Compensation and Nominations and Corporate Governance Committees. Appointment of Officers On June 20, 2018, the Company’s Board of Directors appointed Michael R. Stewart to fill the positions of both Chief Executive Officer and Chief Financial Officer of the Company. Appointment of Directors Effective June 18, 2018, Kristen E. Pigman was appointed by the Board. Effective June 20, 2018, Michael E. Singer was appointed by the Board. Effective August 15, 2018, Michael Singer resigned from his position (see also Note 7).

Discontinued Operations

Discontinued Operations	6 Months Ended
	Jun. 30, 2018
Discontinued Operations and Disposal Groups [Abstract]
Discontinued Operations	Note 2 Discontinued Operations: On January 23, 2017, the Company sold its last significant business unit (its consumer products division) to ICTV Brands, Inc. This business was a substantial business unit of the Company and the sale brought a strategic shift in focus of management. The Company accordingly classified this former business as held for sale and discontinued operations in accordance with ASC 360 “Impairment or disposal of long-lived assets” during the fourth quarter of the year ended December 31, 2016. The accompanying consolidated financial statements as of and for the three and six months ended June 30, 2017 have been retrospectively adjusted to reflect the operating results of the consumer business as discontinued operations separately from continuing operations. The Company recognized a net loss from discontinued operations of $1,438, including the loss on the sale of the discontinued operations in the six months ended June 30, 2017, which represents the difference between the adjusted net purchase price and the carrying value of the disposal group. The Company recognized a gain of $219 related to the discontinued operations during the six months ended June 30, 2018, as a result of the sale of residual inventory to third parties. The following is a summary of income (loss) from discontinued operations for the three and six months ended June 30, 2018 and 2017: For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 2017 2018 2017 Revenues: $ — $ — $ — $ 3,539 Cost of revenues — — — 100 Gross profit — — — 3,439 Operating expenses: Engineering and product development — — — 143 Selling and marketing — — — 620 General and administrative — — — 2,342 Other income, net — (2,650 ) (2,650 ) Loss on disposal of assets — 2,166 — 4,251 Income (loss) from discontinued operations before interest and other financing expense, net — 484 — (1,267 ) Interest and other financing expense, net — — — (77 ) Income (loss) from discontinued operations before income taxes — 484 — (1,344 ) Income tax expenses allocated to discontinued operations — (73 ) — (94 ) Income (loss) from discontinued operations — 411 — (1,438 ) Gain from disposal of discontinued operations, net of taxes 140 — 219 — Net gain (loss) from discontinued operations $ 140 $ 411 $ 219 $ (1,438 )

Summary of Significant Accounti

Summary of Significant Accounting Policies	6 Months Ended
	Jun. 30, 2018
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Note 3 Summary of Significant Accounting Policies: Accounting Principles The accompanying unaudited condensed consolidated financial statements and related notes should be read in conjunction with our consolidated financial statements and related notes contained in Amendment No. 1 to our Annual Report on Form 10-K/A for the fiscal year ended December 31, 2017. The unaudited condensed consolidated financial statements have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”) related to interim financial statements. As permitted under those rules, certain information and footnote disclosures normally required or included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. The financial information contained herein is unaudited; however, management believes all adjustments have been made that are considered necessary to present fairly the results of the Company’s financial position and operating results for the interim periods. All such adjustments are of a normal recurring nature. The accompanying condensed consolidated balance sheet as of December 31, 2017 has been derived from the consolidated financial statements contained in Amendment No. 1 to our Annual Report on Form 10-K/A. The results for the three and six months ended June 30, 2018 are not necessarily indicative of the results to be expected for the year ending December 31, 2018 or for any other interim period in the future. Principles of Consolidation The consolidated financial statements include the accounts of the Company and the wholly and majority-owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. Entities in which the Company directly or indirectly owns more than 50% of the outstanding voting securities, and for which other interest holders do not possess the right to affect significant management decisions, are generally accounted for under the voting interest consolidation method of accounting. Participation of other interest holders in the net assets and in the earnings or losses of a consolidated subsidiary is reflected in the line items “Non-controlling Interest” in the Company’s consolidated balance sheets and “net income (loss) attributable to the non-controlling interest” in the Company consolidated statements of comprehensive loss. Non-controlling interest adjusts the Company’s consolidated results of operations to reflect only the Company’s share of the earnings or losses of the consolidated subsidiary. Any changes in the Company’s ownership interest in a consolidated subsidiary, through additional equity issuances by the consolidated subsidiary or from the Company acquiring the shares from existing shareholders, in which the Company maintains control is recognized as an equity transaction, with appropriate adjustments to both the Company’s additional paid-in capital and the corresponding non-controlling interest. Use of Estimates The preparation of the consolidated financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect amounts reported of assets and liabilities at the date of the financial statements and the reported amount of revenues and expenses during the reporting periods. Actual results could differ from those estimates and be based on events different from those assumptions. As part of these financial statements, the more significant estimates include (1) identification of and measurement of instruments in equity and mezzanine transactions; (2) impairment of investment properties and investment in other company; (3) evaluation of going concern; and (4) contingencies. Revenue recognition On April 26, 2018, the Company’s subsidiary, RETPROP I, LLC, completed the acquisition of a 7,738 square-foot medical office building in Dayton, Ohio for a $326 purchase price, paid in cash consideration. The building’s former owner, and current tenant, a medical practice, has entered into a lease with the Company to continue its occupancy through April 2022, with the option to renew that lease for two additional five-year terms. The Company is accounting for the arrangement as an operating lease under ASC 840, Leases The Company records rental revenues on a straight-line basis under which contractual rent increases are recognized evenly over the lease term. Certain properties have leases that provide for tenant occupancy during periods where no rent is due or where minimum rent payments change during the term of the lease. Accordingly, receivables from tenants that we expect to collect over the remaining lease term are recorded on the balance sheet as straight-line rent receivables. Income (Loss) per Share The Company computes net income (loss) per share in accordance with ASC 260, “Earnings per share” Diluted income (loss) per common share is computed similar to basic income per share, except that the denominator is decreased (increased) to include the number of additional potential common shares that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive. Potential common shares are excluded from the computation for a period in which a net income (loss) is reported or if their effect is anti-dilutive. The Company’s potential common shares consist of stock options, stock warrants and restricted stock awards issued under the Company’s stock incentive plans and their potential dilutive effect is considered using the treasury method, and of convertible Series A Preferred Stock and Series B Preferred Stock which their potential dilutive effect is considered using the “if-converted method”. The net income (loss) from continuing operations and the weighted average number of shares used in computing basic net income (loss) per share from continuing operations for the three and six months ended June 30, 2018 and 2017, is as follows: Three Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 Numerator: Net income (loss) $ 1,750 $ 1,139 $ 101 (710 ) Net loss (gain) from discontinued operations attributable to common stockholders (140 ) (411 ) (219 ) 1,438 Accretion of Series B Preferred Stock to redemption value (*) — — (1,968 ) — Preferred dividend on Series B Preferred Stock (**) (62 ) — (141 ) — Participation of stockholders of Series A Preferred Stock in the net loss from continuing operations — — 384 — Participation of stockholders of Series A and B Preferred Stock in the net income from continuing operations (512 ) (131 ) — (66 ) Net basic income (loss) from continuing operations attributable to common stockholders $ (1,036 ) $ 597 $ (1,843 ) $ 662 Denominator: Shares of common stock used in computing basic net income (loss) per share 12,846,190 4,786,218 12,360,105 4,574,830 Net income (loss) per share of common stock from continuing operations, basic $ 0.08 $ 0.12 $ (0.15 ) $ 0.14 (*) Based on the rights and privileges of Series B Preferred Stock, since the Company did not obtain shareholder approval at March 31, 2018, the then outstanding Series B Preferred Stock became redeemable at the option of OFI. Consequently, in each reporting period commencing March 31, 2018, the outstanding Series B Preferred Stock is recorded at its maximum redemption value until the occurrance of redemption or a conversion as prior. (**) The net loss used for the computation of basic and diluted net loss per share for three and six months ended June 30, 2018, includes the preferred dividend requirement of 8% per share per annum for the Series B Preferred Stock, compounded annually which shall be distributed to stockholders in case of distributable assets determined in the Company’s certificate of designation under the liquidation preference right (see also Note 5). The net income (loss) from continuing operations and the weighted average number of shares used in computing diluted net income (loss) per share from continuing operations for the three and six months ended June 30, 2018 and 2017, is as follows: Three Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 Numerator: Net basic income (loss) from continuing operations attributable to common stockholders $ 1,036 $ 597 $ (1,843 ) $ 662 Participation of stockholders of Series A and B Preferred Stock in net income from continuing operations 512 Adjustment related to revaluation of asset contribution related financial instruments, net securities — (2,622 ) — (2,622 ) Participation of stockholders of Series A Preferred Stock in the adjustment related to revaluation of asset contribution related financial instruments, net securities — 470 — 470 Net basic income (loss) from continuing operations attributable to common stockholders $ 1,548 $ (1,555 ) $ (1,843 ) $ (1,490 ) Denominator: Shares of common stock used in computing basic net income (loss) per share 12,846,190 4,786,218 12,360,105 4,574,830 Incremental shares related to assumed conversion of Series A and B Preferred Stock into Common Stock 6,870,229 Incremental shares related to assumed exercise of asset contribution financial instruments — 31,399,337 — 15,786,407 Diluted number of common and common stock equivalent shares outstanding 19,716,419 36,185,555 12,360,105 20,361,237 Net income (loss) per share of common stock from continuing operations, diluted $ 0.08 $ (0.04 ) $ (0.15 ) $ (0.07 ) For the three months ended June 30, 2018, diluted income per share excludes stock options and common stock to be issued upon written call option, as the effect of their inclusion would be anti-dilutive. For the six months ended June 30, 2018, diluted loss per share excludes stock options, Series A and B Preferred Stock and common stock to be issued upon written call option, as the effect of their inclusion would be anti-dilutive. For the three and six months ended June 30, 2017, diluted loss per share excludes stock options and Series A Preferred Stock, as the effect of their inclusion would be anti-dilutive due to the net loss attributable to common stockholders for the period.

Commitments and Contingencies

Commitments and Contingencies	6 Months Ended
	Jun. 30, 2018
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Note 4 Commitments and Contingencies: Litigation JFURTI The Company is a party to JFURTI, LLC, et al v. Suneet Singal, et al, filed in the United States District Court for the Southern District of New York. The suit names as defendants Suneet Singal, an officer of various First Capital companies as well as the Company’s former Chief Executive Officer and former member of the Company’s Board of Directors, Frank Grant and Richard Leider, board members of First Capital Real Estate Investments, LLC, First Capital Real Estate Advisors, LP, Presidential Realty Corporation, Presidential Realty Operating Partnership, Downey Brand LLP and now the Company (under its previous name, PhotoMedex Inc.), as well as nominal derivative defendants First Capital Real Estate Trust Incorporated and First Capital Real Estate Operating Partnership, L.P. Mr. Leider is also on the Board of Directors of the Company. A Motion to Dismiss this action was filed with the court on behalf of all defendants. On April 12, 2018, plaintiffs filed an Amended Complaint in this matter. Plaintiffs also filed a response to the defendants’ Motion. Defendants filed a Memorandum in support of their Motion to Dismiss as well as a response to the plaintiffs’ response to the Motion, addressing both the original and the Amended Complaint in those filings. The Motion is now pending before the Court and there is no time frame known in which the Court may rule on the Motion. The Company intends to defend itself vigorously against this suit. At this time, the amount of any loss, or range of loss, cannot be reasonably estimated as the case has only been initiated and no discovery has been conducted to determine the validity of any claim or claims made by plaintiffs. Therefore, the Company has not recorded any reserve or contingent liability related to these particular legal matters. However, in the future, as the cases progress, the Company may be required to record a contingent liability or reserve for these matters. More information is available from the Company’s prior filings in its Annual Reports on Form 10-K/A for the year ended December 31, 2018; and in its Quarterly Report for the quarter ended March 31, 2018 on Form 10-Q. Avalon On January 12, 2018, the Company received a copy of a complaint, dated November 17, 2017, that was filed by Alpha Alpha, LLC in the Thirteenth Judicial District Court in the County of Valencia in the State of New Mexico against Avalon Jubilee, LLC, the holding company that owns the property in Los Lunas, New Mexico, HiTex, LLC, MCBB, LLC, Land Strategies, LLC, Ronald R. Cobb and John Does 1-5. The suit asked the court to, among other things, determine whether there have been unauthorized transfers of interest in Avalon Jubilee LLC; and declare who are the holders of interests in Avalon Jubilee LLC. Although the complaint did not name the Company or any of its subsidiaries or specifically question the Company’s interest in Avalon Jubilee LLC, it raised questions about whether the transfers of interest leading to the Company’s acquisition of its interest in Avalon Jubilee LLC were properly made in accordance with the Avalon Jubilee operating agreement. On April 27, 2018, the Company, and certain of its subsidiaries, entered into an agreement with Alpha Alpha LLC and Presidential Realty Corporation and certain of its subsidiaries, under which the Company’s subsidiary, First Capital Avalon Jubilee LLC, was recognized as a 17.9133% member in Avalon Jubilee, LLC, and the operating agreement and other documents were so amended to reflect that acknowledgement. In 2017, the Company recognized an impairment expense of $1,439 to account for our estimate of the impact that the described litigation may have on the operations and fair value of the underlying asset. The settlement and recognition of the Company’s ownership interest was viewed as a favorable outcome. Employee Misappropriation of Funds In January 2018, as a result of new control procedures instituted by the management team, the Company discovered that a former employee had charged personal expenses to a company credit card, making unauthorized payments to herself in the form of bonuses and car allowances and theft of Company inventory over several years as mentioned below. Upon discovery, the Company took immediate steps to remove such employee’s access to Company assets, placed her on paid leave, and launched an internal investigation. Based on the results of the preliminary internal investigation, the employee was terminated on January 26, 2018. The Company engaged an accounting firm to conduct a forensic accounting investigation, which concluded that the employee misappropriated corporate funds for her personal benefit by charging personal items to a company credit card, making unauthorized payments to herself in the form of bonuses and car allowances and theft of Company inventory between May 2011 through January 2018, resulting in an aggregate misappropriation of Company funds in the amount of approximately $484. After considering the qualitative and quantitative aspects in accordance with Staff Accounting Bulletin No. 99, the Company has concluded that this misappropriation of Company funds did not lead to a material misstatement on any of the previous financial statements covering the aforementioned period of time that would require restatement of those financial statements. Such determination was based, among others, on the following: (i) the magnitude of the theft, as a percentage, was low relative to revenue, pretax income and asset balance, (ii) the theft would not create any changes to the financial reporting line items, and (iii) most of the journal entries created by the employee, if revised today, would cause zero change to net income or assets and liabilities as those entries related to the Company’s former business operations which were sold to a third parties. The Company is currently evaluating its options on how best to proceed with recovering these assets. Other litigation The Company and certain subsidiaries are, and have been, involved in other miscellaneous litigation and legal actions, including product liability, consumer, commercial, tax and governmental matters, which can arise from time to time in the ordinary course of our business. The Company believes that these other litigations and claims will likely be resolved without a material effect on our consolidated financial position, results of operations or liquidity. However, litigation and legal actions are inherently unpredictable, and excessive verdicts can result in such situations. Although the Company believes it has or will have substantial defenses in these matters, it may, in the future, incur judgments or enter into settlements of claims that could have a material adverse effect on results of operations in a particular period. Registration Rights Agreement with OFI As a condition to the first closing under the OFI Purchase Agreement, the Company entered into a registration rights agreement (the “Registration Rights Agreement”) with OFI, pursuant to which the Company agreed to register all shares of common stock that may be issued upon conversion of the Series B Preferred Stock (the “Registrable Securities”) under the Securities Act of 1933, as amended (the “Securities Act”). The Company agreed to file a registration statement covering the resale of such Registrable Securities within 30 days of the first closing and cause such registration statement to be declared effective under the Securities Act as soon as possible but, in any event, no later than 120 days following the filing date if such registration statement is filed on Form S-3 or 150 days if such registration statement is filed on Form S-1. If such registration statement is not filed or declared effective by the SEC on or prior to such dates, or if after such registration statement is declared effective, without regard for the reason thereunder or efforts therefor, such registration statement ceases for any reason to be effective for more than an aggregate of 30 trading days during any 12-month period, which need not be consecutive, then in addition to any other rights the holders of Series B Preferred Stock may have under the Registration Rights Agreement or under applicable law, the Company shall pay to each holder an amount in cash, as partial liquidated damages and not as a penalty, equal to 1% of the product obtained by multiplying (x) $1.00 by (y) the number of shares of Registrable Securities held by the holder (such product being the “OFI Investment Amount”); provided that, in no event will the Company be liable for liquidated damages in excess of 1% of the OFI Investment Amount in any single month and that the maximum aggregate liquidated damages payable to the holders under the Registration Rights Agreement shall be 10% of the OFI Investment Amount. On January 23, 2018, the Company had filed a registration statement on Form S-3 to register the shares issued to OFI in the first closing. OFI waived its right to liquidated damages in connection with the late filing of such registration statement until May 31, 2018. However, as that registration statement did not become effective by the required deadline, the Company may be required to make liquidated damages payments to the holder of Series B Preferred Stock as of May 31, 2018. As of June 30, 2018, the Company has not completed the registration process and therefore recorded a provision of $59 as part of other accrued liabilities based on management’s best estimate of the liability that the Company has incurred under the Registration Rights Agreement. Registration Rights Agreements with Payout Note Holders On October 12, 2017, the Company issued secured convertible promissory notes (the “Payout Notes”) to Dr. Dolev Rafaeli, the Company’s former Chief Executive Officer, Dennis M. McGrath, the Company’s former President and Chief Financial Officer, and Dr. Yoav Ben-Dror, the former director of the Company’s foreign subsidiaries (collectively, the “Note Holders”) in the principal amounts of $3,134, $978 and $1,515, respectively. The Payout Notes were due on October 12, 2018, carried a 10% interest rate, payable monthly in arrears commencing on December 1, 2017, and were convertible into shares of the Company’s Common Stock at maturity. The Company had agreed to register the shares underlying the Payout Notes within 30 days of issuance with best efforts to cause the registration statement covering such shares to become effective within 120 days of issuance. On November 14, 2017, the Company filed a registration statement on Form S-3 (the “First Registration Statement”) to register all shares that may be issued upon conversion of the Payout Notes. On December 22, 2017, the Company and the Note Holders entered into a stock grant agreement (the “Stock Grant Agreement”) to, among other things, cause the early conversion of the Payout Notes into an aggregate of 5,628,291 shares of the Company’s Common Stock (the “Payout Shares”) and provide for the issuance of an aggregate of 1,857,336 additional shares of Common Stock to the Note Holders as consideration for the various agreements of the Note Holders contained in the Stock Grant Agreement (the “Additional Shares”), subject to stockholder approval. On January 23, 2018, the First Registration Statement was amended to include the Payout Shares issued under the Stock Grant Agreement. In connection with the Stock Grant Agreement, the Company entered into a registration rights agreement (the “Payout Registration Rights Agreement”) with the Note Holders, pursuant to which the Company agreed to register the shares of common stock under the Additional Shares under the Securities Act. The Company agreed to file a registration statement covering the resale of the Additional Shares within 30 days of the Stock Grant Agreement and cause such registration statement to be declared effective under the Securities Act as soon as possible but, in any event, no later than 120 days following the filing date if such registration statement is filed on Form S-3 or 150 days if such registration statement is filed on Form S-1. If such registration statement is not filed or declared effective by the SEC on or prior to such dates, or if after such registration statement is declared effective, without regard for the reason thereunder or efforts therefor, such registration statement ceases for any reason to be effective for more than an aggregate of 30 trading days during any 12-month period, which need not be consecutive, then in addition to any other rights the Note Holders may have under the Payout Registration Rights Agreement or under applicable law, the Company shall pay to each Note Holder an amount in cash, as partial liquidated damages and not as a penalty, equal to 1% of the product obtained by multiplying (x) $1.00 by (y) the number of shares of common stock held by the Note Holder included in the registration statement (such product being the “Payout Investment Amount”); provided that, in no event will the Company be liable for liquidated damages in excess of 1% of the Payout Investment Amount in any single month and that the maximum aggregate liquidated damages payable to the Note Holders under the Payout Registration Rights Agreement shall be 10% of the Payout Investment Amount. The registration rights provision contained in the Payout Notes was incorporated by reference into the Payout Registration Rights Agreement, except that the Note Holders waived the breach by the Company for failure to timely file the First Registration Statement and agreed that they are not entitled to liquidated damages as a result of such failure. Under the Payout Registration Rights Agreement, the Note Holders are entitled to liquidated damages if the First Registration Statement is not declared effective within 120 days following the date of the Payout Notes. On January 23, 2018, the Company filed a registration statement on Form S-3 for the Additional Shares. The Note Holders waived their rights to liquidated damages in connection with the late filing of such registration statement and in connection with the effectiveness deadline for such registration statement until May 31, 2018. However, as that registration statement did not become effective by the required deadline, the Company may be required to make liquidated damages payments to the holders of the Payout Notes since May 31, 2018. As of June 30, 2018, the Company has not completed the registration process and therefore recorded a provision of $56 as part of other accrued liabilities based on management’s best estimate of the liability that the Company has incurred under the Registration Rights Agreement. Amended and Restated Separation Agreement On February 12, 2018, the Company entered into an Amended and Restated Separation Agreement with Mr. Stephen Johnson, its former Chief Financial officer, pursuant to which the Company has agreed to pay Mr. Johnson an amount of $123 in 11 installments as follows: the first six installments of $10 each, and the following five installments of $12.5 each. The first payment was made on February 15, 2018, and subsequent payments are to be made on or before the 15th day of each succeeding month, with the final installment to be paid on or before December 15, 2018. The Company will also provide a health (medical, dental and/or vision) insurance reimbursement payment for Mr. Johnson and his family, for a period of 11 months, in the agreed upon amount of $3 per month. In addition, the Company has agreed to issue to Mr. Johnson 271,000 shares of the Company’s common stock, subject to appropriate adjustment for any stock splits, stock or business combinations, recapitalizations or similar events occurring after the date of the agreement. Those shares will be issued on any business day during the period commencing on the date that is six months after the date of the agreement and ending on the date that is three business days after such six-month anniversary. As of June 30, 2018, the aforesaid shares were not issued to Mr. Johnson. As of June 30, 2018, the balance payable to Mr. Johnson, included in accrued compensation and related expenses, is $343 (including the amount related to the shares component). Resignation of Officers and Director As discussed in Note 1, the former CEO and CFO of the Company resigned on June 16, 2018 asserting resignations for “good reason” as that term is used in their employment agreements, to which the Company disagrees. To the Company’s knowledge, no complaints against the Company have been filed to date. The Company and its legal counsel believes that a potential claim, if any, would be without merit and intends to vigorously defend against such a claim should one arise. At this stage, the amount of any loss, or range of loss, is highly uncertain and cannot be reasonably estimated. Therefore, the Company has not recorded any contingent liability or reserve related to this particular potential legal matter. If, in the future, the likelihood that the Company could have a loss becomes probable and estimable, the Company may be required to record a contingent liability or reserve for this matter.

Redeemable Convertible Preferre

Redeemable Convertible Preferred Stock and Stockholders' Deficit:	6 Months Ended
	Jun. 30, 2018
Stockholders' Equity Note [Abstract]
Redeemable Convertible Preferred Stock and Stockholders' Deficit:	Note 5 Redeemable Convertible Preferred Stock and Stockholders’ Deficit: Common Stock The Company’s common stock confers upon their holders the following rights: ▪ The right to participate and vote in the Company’s stockholder meetings, whether annual or special. Each share will entitle its holder, when attending and participating in the voting in person or via agent or letter, to one vote; ▪ The right to a share in the distribution of dividends, whether in cash or in the form of bonus shares, the distribution of assets or any other distribution pro rata to the par value of the shares held by them; and ▪ The right to a share in the distribution of the Company’s excess assets upon liquidation pro rata to the par value of the shares held by them. Convertible Series A Preferred Stock The terms of the Convertible Series A Preferred Stock are governed by a certificate of designation (the “Series A Certificate of Designation”) filed by the Company with the Nevada Secretary of State on May 15, 2017. Pursuant to the Series A Certificate of Designation, the Company designated 3,000,000 shares of the Company’s preferred stock as “Series A Convertible Preferred Stock.” The Company issued 123,668 shares of Convertible Series A Preferred Stock in connection with the Contribution Agreement. Following is a summary of the material terms of the Series A Convertible Preferred Stock: ▪ Dividends ▪ Liquidation ▪ Voting ▪ Conversion. Redeemable Convertible Series B Preferred Stock The terms of the Redeemable Convertible Series B Preferred Stock are governed by a certificate of designation (the “Series B Certificate of Designation”) filed by the Company with the Nevada Secretary of State on December 22, 2018, as supplemented by that certain supplemental agreement, dated April 20, 2018, between the Company and OFI (the “Supplemental Agreement”), which clarified certain voting and conversion limitations with respect to the Series B Preferred Stock in response to comments from the staff of NASDAQ. Pursuant to the Series B Certificate of Designation, the Company designated 15,000,000 shares of the Company’s preferred stock as “Series B Preferred Stock”. As more fully described below, the Company has issued a total of 3,725,000 shares of Redeemable Convertible Series B Preferred Stock in connection with the OFI Purchase Agreement during 2017 and 2018. Following is a summary of the material terms of the Redeemable Convertible Series B Preferred Stock: ▪ Dividends ▪ Liquidation -pari passu- pari passu pari passu ▪ Voting Rights ▪ Conversion. In the light of the above, on May 31, 2018, 1,869,663 shares of the Series B Preferred Stock along with pro-rata accrued dividends were automatically converted into 2,965,301 shares of common stock. As a result of this conversion, an amount of $2,553 was transferred from Redeemable Convertible Preferred Stock Series B account into equity. ▪ Redemption Securities Purchase Agreement On December 22, 2017, the Company entered into the OFI Purchase Agreement with OFI, under which OFI may, but is not obligated to, invest up to $15,000 in the Company in a series of closings over a period prior to December 31, 2018, in exchange for which OFI will receive shares of the Company’s Redeemable Convertible Series B Preferred Stock (“Series B Shares”) at a purchase price of $1.00 per share (the “Option”). On December 22, 2017 (the “Initial Date”), the Company and OFI completed the first closing under the OFI Purchase Agreement, pursuant to which OFI exercised a portion of the Option and provided $1,500 to the Company in exchange for 1,500,000 Series B Shares. On January 24, 2018 (the “Second Date”), the Company and OFI completed a second closing under the OFI Purchase Agreement, pursuant to which OFI provided $2,225 to us in exchange for 2,225,000 Series B Shares. Under the OFI Purchase Agreement, the proceeds from the first closing were to be used for working capital and general corporate purposes, the proceeds from the second closing were to be used to perform due diligence and invest in Income Generating Properties (as defined in the OFI Purchase Agreement) that have been approved by our Board of Directors, and proceeds from subsequent closings were be used to invest in Income Generating Properties (as defined in the OFI Purchase Agreement) that have been approved by our Board of Directors or as otherwise agreed to between us and OFI in writing prior to such subsequent closings. On March 16, 2018, the Company and OFI entered into a letter agreement, pursuant to which OFI agreed that the Company may use all proceeds for the purposes and uses described in a budget agreed to between us and OFI at the time the letter agreement was signed. In connection with such letter agreement, the Company agreed to provide OFI, on a quarterly basis, on or prior to 15 days after the end of each quarter, a report that describes, in reasonable detail, the actual expenses incurred and payments made during such period compared to the expenses and payments specified in the budget for such period, certified by our Chief Financial Officer. Under ASC 480, “Distinguishing Liabilities from Equity”, Since the Series B Shares have conditional redemption provisions which are outside of the control of the Company and also contain a deemed liquidation preference, the Series B Shares were classified as mezzanine financing at the Initial Date at the residual amount, which was the difference between the total proceeds received and the fair value of the Option. Subsequently, accrete changes in the redemption value over the period from the date of issuance (or from the date that it becomes probable that the instrument will become redeemable, if later) to the earliest redemption date of the instrument using an appropriate methodology, usually the interest method. Changes in the redemption value are considered to be changes in accounting estimates. As described above, as of June 30, 2018, the Series B Shares are presented at their full redemption amount. Under ASC 480, the aforementioned written call Option is considered freestanding, as the Company believes it is legally detachable and separately exercisable. As the option is exercisable for shares subject to possible redemption at the option of the holder, as of the Initial Date, the Option was measured at fair value and recorded as a non-current financial liability on the consolidated balance sheet. Excess of the initial value of the option liability over the proceeds received was charged immediately into the consolidated statement of comprehensive loss as financing expenses in the fourth quarter of 2017. The Option is marked to market in each reporting period until it is exercised or expired, as earlier, when changes in the fair value of the Option are charged into statement of comprehensive income or loss. For the three and six month periods ended June 30, 2018, the Company recorded income in the total amount of $2,568 and $2,295, respectively due to revaluation of Option to purchase redeemable convertible B preferred stock. In addition, at the Initial Date, the Company incurred de minimis direct and incremental issuance costs which were charged immediately into the consolidated statement of comprehensive loss as finance expenses, as the written call Option was presented at fair value. At the Initial Date, each Series B Share was convertible into 1.24789 shares of common stock valued at $1.00 per share. As a result, Beneficial Conversion Feature (the “BCF”) amounting to approximately $372 was measured assuming full conversion. However, the conversion of the Preferred Stock is subject to certain contingencies, which impact the timing and amount of the BCF. At the Initial Date which is also the commitment date, the Company should record a BCF for the Preferred Stock for any shares convertible at that time without requiring stockholder approval through the planned proxy statement. However, as no residual proceeds were allocable to the Series B Shares at the Initial Date, no BCF was recognized with respect to the first closing. In conjunction with the Second Date, OFI partially exercised the written call option present in the OFI Purchase Agreement and therefore upon exercise, the pro-rata share of this liability amounting to $677 was reclassified in the condensed consolidated balance sheet from Option to purchase redeemable convertible preferred stock into redeemable convertible preferred stock Series B, during the three month period ended March 31, 2018. On the Second Date, each Series B Share (exclusive of dividends) was convertible into 1.24789 shares of common stock valued at $1.00 per share. As a result of the reclassification of the exercised written call option, there was no additional BCF measured. The fair value of the Option was based on management estimates and values derived from a calculation to provide an approximate indication of value. The fair value of Option is estimated at each reporting and exercise date, including, December 31, 2017, January 24, 2018 and June 30, 2018 by using hybrid method that includes scenario of conversion and scenario liquidation and the Black-Scholes option pricing model. In the first scenario, the Series B Preferred Stock price applied in the model was assumed based on the as-converted price on the date of estimation. Expected volatility was estimated by using a group of peers in the real estate development, homebuilding and income-producing properties sectors, and applying a 75% percentile ranking based on the total capitalization of the Company. In the second scenario, the Option was estimated based on the value of the Option in a proposed liquidation scenario. A probability weighting was applied to determine the expected value of the Option. The Company measured the fair value of the Option on a recurring basis in accordance with ASC 820, “Fair Value Measurement and Disclosures” (primary inputs classified at level 3). The following are the key underlying assumptions that were used: December 31, January 24, June 30, Dividend yield (%) 0 0 0 Expected volatility (%) 36.9 37.9 42.4 Risk free interest rate (%) 1.74 1.75 2.11 Strike price 1.00 1.00 1.00 Series B Preferred Stock price 1.13 1.10 0.83 Probability of if-converted scenario (%) 90 90 90 Probability assumed liquidation scenario (%) 10 10 10 Expected term of Option (years) 1.0 0.9 0.5 Option’s fair value per share $ 0.33 $ 0.30 $ 0.13 The following tabular presentation reflects the activity in the Option to purchase Redeemable Convertible B Preferred Stock during the six months ended June 30, 2018 - Fair value of Option to (Unaudited) Opening balance, January 1, 2018 $ 4,390 Partial exercise of series B redeemable convertible preferred stock written call option (677 ) Revaluation of option to purchase redeemable convertible B preferred stock (2,295 ) Closing balance, June 30, 2018 $ 1,418 In the absence of voluntary conversion and assuming no breaches as described above under “ Redemption,” June 30, 2018 Unaudited Opening balance, January 1, 2018 $ 87 Proceeds from issuance of Series B Shares 2,225 Accretion of Series B Preferred Stock to redemption value 1,968 Partial exercise of Series B Preferred Stock written call option on the second date 677 Conversion of Series B Preferred Stock into Common Stock (2,553) Dividend on Series B Preferred Stock 141 Closing balance, June 30, 2018 $ 2,545 Under the Agreement, the Series B Preferred Stock, up to the stated limits, would automatically convert to the Company’s common stock on May 31, 2018. Consequently, 1,869,663 shares of Series B Preferred Stock held by OFI have been converted into 2,965,301 shares, or 19.99% of the 11,868,619 outstanding shares of common stock as of May 31, 2018, which is the applicable conversion date under the OFI Purchase Agreement. The remaining 1,855,337 unconverted shares of the Series B Preferred Stock will remain as mezzanine and will accrued a preferred dividend until such time a conversion is approved by the Company’s shareholders. In addition, pursuant to the OFI Purchase Agreement, the Company agreed that so long as the Series B Shares purchased by OFI are outstanding, the Company’s debt (as determined in accordance with U.S. generally accepted accounting principles) should not exceed 45% of its fixed assets, without the prior written consent of the Requisite Holders. As of June 30, 2018, the Company has met this covenant. Cancellation and Exchange Agreement On April 20, 2018, the Company and OFI entered into a Cancellation and Exchange Agreement (the “Exchange Agreement”), pursuant to which OFI agreed to provide an additional $2,000 to the Company in exchange for 2,000,000 shares of the Company’s Series B Preferred Stock, subject to certain conditions set forth in the Exchange Agreement, including, among other things, the cancellation of 95,770 shares of the Company’s Series A Preferred Stock held by OFI in exchange for 5,382,274 shares of the Company’s common stock (the “OFI Shares”). Under the Exchange Agreement, closing of this additional investment shall occur promptly following the filing of the Information Statement (as defined below) with the SEC and mailing of the Information Statement to the stockholders of the Company, and in any event within 3 days thereafter. In accordance with the Exchange Agreement, the Company has obtained the irrevocable written consent of at least a majority of the stockholders of the Company (excluding OFI) that is final and binding (the “Stockholder Consent”) approving the issuance of the OFI Shares and the issuance of Common Stock upon conversion of all of the Series B Preferred Stock held by OFI or issuable under the OFI Purchase Agreement. The Stockholder Consent shall become effective on the 20th day following the filing and mailing of a definitive information statement on Schedule 14C (the “Information Statement”), at which time stockholder approval of such issuances shall become effective (“Stockholder Approval”). Pursuant to the Exchange Agreement, the Company agreed to issue the OFI Shares as soon as practicable after obtaining Stockholder Approval and in any event within 3 business days of obtaining Stockholder Approval. Pursuant to the Exchange Agreement, the Company agreed that the OFI Shares shall constitute “Registrable Securities” under the registration rights agreement between the Company and OFI, dated December 22, 2017, and the Company shall use commercially reasonable efforts to promptly amend the registration statement filed by the Company on January 23, 2018 to include the OFI Shares and any other shares of common stock of the Company that are issuable to OFI upon conversion of Series B Preferred Convertible Stock held by OFI that are not already included in such registration statement. Common Stock Options The Company’s Amended and Restated 2000 Non-Employee Director Stock Option Plan authorized 1,250,000 shares. As of June 30, 2018, the number of shares available for future issuance pursuant to this plan is 240,018; all other shares had either been issued or reserved for issuance upon exercise of stock options. The Company’s Amended and Restated 2005 Equity Compensation Plan authorized 3,500,000 shares. As of June 30, 2018, there are no further shares available for future issuance pursuant to this plan; all other shares had either been issued or reserved for issuance upon exercise of stock options. A summary of stock option transactions under these plans during the six months ended June 30, 2018 are as follows: Number of Stock Weighted Weighted Aggregate Outstanding at January 1, 2018 79,890 $ 94.51 4.1 $ — Granted/vested 147,088 $ 0.98 9.8 $ — Exercised — — — — Expired/cancelled (147,088 ) — — — Outstanding at June 30, 2018 79,890 $ 33.90 7.8 $ — Exercisable at June 30, 2018 79,890 $ 33.90 7.8 $ — (*) The aggregate intrinsic value represents the total intrinsic value (the difference between the deemed fair value of the Company’s Ordinary Shares on the last day of the second quarter of 2018 and the exercise price, multiplied by the number of in-the-money options) that would have been received by the option holders had all option holders exercised their options on June 30, 2018. This amount is impacted by the changes in the fair value of the Company’s shares. The total equity-based compensation expense related to the Company’s equity-based awards, recognized during the six months ended June 30, 2018 and 2017, total the amounts of $5 (unaudited) and $935 (unaudited) ($811 out of which related to the three months ended June 30, 2017 is included in discontinued operations), respectively. As of June 30, 2018, there was $11 (unaudited) of total unrecognized compensation cost related to non-vested stock awards that based on their original vesting terms was expected to be recognized.

Income Taxes

Income Taxes	6 Months Ended
	Jun. 30, 2018
Income Taxes
Income Taxes	Note 6 Income Taxes: On December 22, 2017, the U.S. government enacted comprehensive tax legislation commonly referred to as the Tax Cuts and Jobs Act of 2017 (the “Tax Act”). The Tax Act makes broad and complex changes to the U.S. tax code, including, but not limited to, reducing the U.S. federal corporate tax rate from 35 percent to 21 percent; eliminating the corporate Alternative Minimum Tax (“AMT”) and changing how existing AMT credits can be realized; creating a new limitation on deductible interest expense; changing rules related to uses and limitations of net operating loss carryforwards created in tax years beginning after December 31, 2017; and changing limitations on the deductibility of certain executive compensation. In December 2017, the SEC issued Staff Accounting Bulletin No. 118 (“SAB 118”), which addresses situations where the accounting is incomplete for the income tax effects of the Act. SAB 118 directs taxpayers to consider the impact of the act as “provisional” when the Company does not have the necessary information available, prepared or analyzed (including computations) to finalize the accounting for the change in tax law. Companies are provided a measurement period of up to one year to obtain, prepare, and analyze information necessary to finalize the accounting for provisional amounts or amounts that cannot be estimated. Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in operations in the period that includes the enactment date. A valuation allowance is provided when it is more likely than not that some portion or all of a deferred tax asset will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income and the reversal of deferred tax liabilities during the period in which the related temporary difference becomes deductible. The benefit of tax positions taken or expected to be taken in the Company’s income tax returns are recognized in the consolidated financial statements if such positions are more likely than not of being sustained. As of June 30, 2018, an amount of $1.6 million related to corporate international unrecognized tax benefits is included in other accrued liabilities. Taxes, which may apply in the event of a disposal of investments in subsidiaries, have not been included in computing the deferred taxes, as the Company anticipates it would liquidate those subsidiaries that can be closed on a tax free basis. The Company files corporate income tax returns in the United States, both in the Federal jurisdiction and in various State jurisdictions. The Company is subject to Federal income tax examination for calendar years 2014 through 2017 and is also generally subject to various State income tax examinations for calendar years 2014 through 2017. Photo Therapeutics Limited files in the United Kingdom. Radiancy (Israel) Limited files in Israel. The Israeli subsidiary is subject to tax examination for calendar years 2013 through 2017. During the six months ended June 30, 2018, the Company recognized an income tax provision of $209 relating to adjustments of accruals and prepaid tax assets.

Subsequent Events

Subsequent Events	6 Months Ended
	Jun. 30, 2018
Subsequent Events [Abstract]
Subsequent Events	Note 7 Subsequent Events Resignation of Director Effective August 15, 2018, Michael Singer resigned as Chairman and a member of the Company’s Board of Directors as well as from his membership in the Board’s Audit, Compensation and Nominations and Corporate Governance Committees; he had served as Chairman of the Audit Committee.

Summary of Significant Accoun14

Summary of Significant Accounting Policies (Policies)	6 Months Ended
	Jun. 30, 2018
Accounting Policies [Abstract]
Accounting Principles	Accounting Principles The accompanying unaudited condensed consolidated financial statements and related notes should be read in conjunction with our consolidated financial statements and related notes contained in Amendment No. 1 to our Annual Report on Form 10-K/A for the fiscal year ended December 31, 2017. The unaudited condensed consolidated financial statements have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”) related to interim financial statements. As permitted under those rules, certain information and footnote disclosures normally required or included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. The financial information contained herein is unaudited; however, management believes all adjustments have been made that are considered necessary to present fairly the results of the Company’s financial position and operating results for the interim periods. All such adjustments are of a normal recurring nature. The accompanying condensed consolidated balance sheet as of December 31, 2017 has been derived from the consolidated financial statements contained in Amendment No. 1 to our Annual Report on Form 10-K/A. The results for the three and six months ended June 30, 2018 are not necessarily indicative of the results to be expected for the year ending December 31, 2018 or for any other interim period in the future.
Principles of Consolidation	Principles of Consolidation The consolidated financial statements include the accounts of the Company and the wholly and majority-owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. Entities in which the Company directly or indirectly owns more than 50% of the outstanding voting securities, and for which other interest holders do not possess the right to affect significant management decisions, are generally accounted for under the voting interest consolidation method of accounting. Participation of other interest holders in the net assets and in the earnings or losses of a consolidated subsidiary is reflected in the line items “Non-controlling Interest” in the Company’s consolidated balance sheets and “net income (loss) attributable to the non-controlling interest” in the Company consolidated statements of comprehensive loss. Non-controlling interest adjusts the Company’s consolidated results of operations to reflect only the Company’s share of the earnings or losses of the consolidated subsidiary. Any changes in the Company’s ownership interest in a consolidated subsidiary, through additional equity issuances by the consolidated subsidiary or from the Company acquiring the shares from existing shareholders, in which the Company maintains control is recognized as an equity transaction, with appropriate adjustments to both the Company’s additional paid-in capital and the corresponding non-controlling interest.
Use of Estimates	Use of Estimates The preparation of the consolidated financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect amounts reported of assets and liabilities at the date of the financial statements and the reported amount of revenues and expenses during the reporting periods. Actual results could differ from those estimates and be based on events different from those assumptions. As part of these financial statements, the more significant estimates include (1) identification of and measurement of instruments in equity and mezzanine transactions; (2) impairment of investment properties and investment in other company; (3) evaluation of going concern; and (4) contingencies.
Revenue recognition	Revenue recognition On April 26, 2018, the Company’s subsidiary, RETPROP I, LLC, completed the acquisition of a 7,738 square-foot medical office building in Dayton, Ohio for a $326 purchase price, paid in cash consideration. The building’s former owner, and current tenant, a medical practice, has entered into a lease with the Company to continue its occupancy through April 2022, with the option to renew that lease for two additional five-year terms. The Company is accounting for the arrangement as an operating lease under ASC 840, Leases. The Company records rental revenues on a straight-line basis under which contractual rent increases are recognized evenly over the lease term. Certain properties have leases that provide for tenant occupancy during periods where no rent is due or where minimum rent payments change during the term of the lease. Accordingly, receivables from tenants that we expect to collect over the remaining lease term are recorded on the balance sheet as straight-line rent receivables.
Income (Loss) per Share	Income (Loss) per Share The Company computes net income (loss) per share in accordance with ASC 260, “Earnings per share” Diluted income (loss) per common share is computed similar to basic income per share, except that the denominator is decreased (increased) to include the number of additional potential common shares that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive. Potential common shares are excluded from the computation for a period in which a net income (loss) is reported or if their effect is anti-dilutive. The Company’s potential common shares consist of stock options, stock warrants and restricted stock awards issued under the Company’s stock incentive plans and their potential dilutive effect is considered using the treasury method, and of convertible Series A Preferred Stock and Series B Preferred Stock which their potential dilutive effect is considered using the “if-converted method”. The net income (loss) from continuing operations and the weighted average number of shares used in computing basic net income (loss) per share from continuing operations for the three and six months ended June 30, 2018 and 2017, is as follows: Three Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 Numerator: Net income (loss) $ 1,750 $ 1,139 $ 101 (710 ) Net loss (gain) from discontinued operations attributable to common stockholders (140 ) (411 ) (219 ) 1,438 Accretion of Series B Preferred Stock to redemption value (*) — — (1,968 ) — Preferred dividend on Series B Preferred Stock (**) (62 ) — (141 ) — Participation of stockholders of Series A Preferred Stock in the net loss from continuing operations — — 384 — Participation of stockholders of Series A and B Preferred Stock in the net income from continuing operations (512 ) (131 ) — (66 ) Net basic income (loss) from continuing operations attributable to common stockholders $ (1,036 ) $ 597 $ (1,843 ) $ 662 Denominator: Shares of common stock used in computing basic net income (loss) per share 12,8 46,190 4,786,218 12,360,105 4,574,830 Net income (loss) per share of common stock from continuing operations, basic $ 0.08 $ 0.12 $ (0.15 ) $ 0.14 Loss per Share (Cont.) (*) Based on the rights and privileges of Series B Preferred Stock, since the Company did not obtain shareholder approval at March 31, 2018, the then outstanding Series B Preferred Stock became redeemable at the option of OFI. Consequently, in each reporting period commencing March 31, 2018, the outstanding Series B Preferred Stock is recorded at its maximum redemption value until the occurrance of redemption or a conversion as prior. (**) The net loss used for the computation of basic and diluted net loss per share for three months ended June 30, 2018, includes the preferred dividend requirement of 8% per share per annum for the Series B Preferred Stock, compounded annually which shall be distributed to stockholders in case of distributable assets determined in the Company’s certificate of designation under the liquidation preference right (see also Note 5). The net income (loss) from continuing operations and the weighted average number of shares used in computing diluted net income (loss) per share from continuing operations for the three and six months ended June 30, 2018 and 2017, is as follows: Three Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 Numerator: Net basic income (loss) from continuing operations attributable to common stockholders $ 1,036 $ 597 $ (1,843 ) $ 662 Participation of stockholders of Series A and B Preferred Stock in net income from continuing operations 512 Adjustment related to revaluation of asset contribution related financial instruments, net securities — (2,622 ) — (2,622 ) Participation of stockholders of Series A Preferred Stock in the adjustment related to revaluation of asset contribution related financial instruments, net securities — 470 — 470 Net basic income (loss) from continuing operations attributable to common stockholders $ 1,548 $ (1,555 ) $ (1,843 ) $ (1,490 ) Denominator: Shares of common stock used in computing diluted net income (loss) per share 12,846,190 4,786,218 12,360,105 4,574,830 Incremental shares related to assumed conversion of Series A and B Preferred Stock into Common Stock 6,870,229 Incremental shares related to assumed exercise of asset contribution financial instruments — 31,399,337 — 15,786,407 Diluted number of common and common stock equivalent shares outstanding 19,716,419 36,185,555 12,360,105 20,361,237 Net income (loss) per share of common stock from continuing operations, diluted $ 0.08 $ (0.04 ) $ (0.15 ) $ (0.07 ) For the three months ended June 30, 2018, diluted income per share excludes the impact of stock options and common stock to be issued upon written call option, as the effect of their inclusion would be anti-dilutive. For the six months ended June 30, 2018, diluted loss per share excludes stock options, Series A and B Preferred Stock and common stock to be issued upon written call option, as the effect of their inclusion would be anti-dilutive.

Discontinued Operations (Tables

Discontinued Operations (Tables)	6 Months Ended
	Jun. 30, 2018
Discontinued Operations and Disposal Groups [Abstract]
Schedule of financial statements	The following is a summary of income (loss) from discontinued operations for the three and six months ended June 30, 2018 and 2017: For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 2017 2018 2017 Revenues: $ — $ — $ — $ 3,539 Cost of revenues — — — 100 Gross profit — — — 3,439 Operating expenses: Engineering and product development — — — 143 Selling and marketing — — — 620 General and administrative — — — 2,342 Other income, net — (2,650 ) (2,650 ) Loss on disposal of assets — 2,166 — 4,251 Income (loss) from discontinued operations before interest and other financing expense, net — 484 — (1,267 ) Interest and other financing expense, net — — — (77 ) Income (loss) from discontinued operations before income taxes — 484 — (1,344 ) Income tax expenses allocated to discontinued operations — (73 ) — (94 ) Income (loss) from discontinued operations — 411 — (1,438 ) Gain from disposal of discontinued operations, net of taxes 140 — 219 — Net gain (loss) from discontinued operations $ 140 $ 411 $ 219 $ (1,438 )

Summary of Significant Accoun16

Summary of Significant Accounting Policies (Tables)	6 Months Ended
	Jun. 30, 2018
Accounting Policies [Abstract]
Schedule of basic and diluted loss per common share using weighted-average shares outstanding	The net income (loss) from continuing operations and the weighted average number of shares used in computing basic net income (loss) per share from continuing operations for the three and six months ended June 30, 2018 and 2017, is as follows: Three Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 Numerator: Net income (loss) $ 1,750 $ 1,139 $ 101 (710 ) Net loss (gain) from discontinued operations attributable to common stockholders (140 ) (411 ) (219 ) 1,438 Accretion of Series B Preferred Stock to redemption value (*) — — (1,968 ) — Preferred dividend on Series B Preferred Stock (**) (62 ) — (141 ) — Participation of stockholders of Series A Preferred Stock in the net loss from continuing operations — — 384 — Participation of stockholders of Series A and B Preferred Stock in the net income from continuing operations (512 ) (131 ) — (66 ) Net basic income (loss) from continuing operations attributable to common stockholders $ (1,036 ) $ 597 $ (1,843 ) $ 662 Denominator: Shares of common stock used in computing basic net income (loss) per share 12,846,190 4,786,218 12,360,105 4,574,830 Net income (loss) per share of common stock from continuing operations, basic $ 0.08 $ 0.12 $ (0.15 ) $ 0.14 (*) Based on the rights and privileges of Series B Preferred Stock, since the Company did not obtain shareholder approval at March 31, 2018, the then outstanding Series B Preferred Stock became redeemable at the option of OFI. Consequently, in each reporting period commencing March 31, 2018, the outstanding Series B Preferred Stock is recorded at its maximum redemption value until the occurrance of redemption or a conversion as prior. (**) The net loss used for the computation of basic and diluted net loss per share for three and six months ended June 30, 2018, includes the preferred dividend requirement of 8% per share per annum for the Series B Preferred Stock, compounded annually which shall be distributed to stockholders in case of distributable assets determined in the Company’s certificate of designation under the liquidation preference right (see also Note 5). The net income (loss) from continuing operations and the weighted average number of shares used in computing diluted net income (loss) per share from continuing operations for the three and six months ended June 30, 2018 and 2017, is as follows: Three Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 Numerator: Net basic income (loss) from continuing operations attributable to common stockholders $ 1,036 $ 597 $ (1,843 ) $ 662 Participation of stockholders of Series A and B Preferred Stock in net income from continuing operations 512 Adjustment related to revaluation of asset contribution related financial instruments, net securities — (2,622 ) — (2,622 ) Participation of stockholders of Series A Preferred Stock in the adjustment related to revaluation of asset contribution related financial instruments, net securities — 470 — 470 Net basic income (loss) from continuing operations attributable to common stockholders $ 1,548 $ (1,555 ) $ (1,843 ) $ (1,490 ) Denominator: Shares of common stock used in computing basic net income (loss) per share 12,846,190 4,786,218 12,360,105 4,574,830 Incremental shares related to assumed conversion of Series A and B Preferred Stock into Common Stock 6,870,229 Incremental shares related to assumed exercise of asset contribution financial instruments — 31,399,337 — 15,786,407 Diluted number of common and common stock equivalent shares outstanding 19,716,419 36,185,555 12,360,105 20,361,237 Net income (loss) per share of common stock from continuing operations, diluted $ 0.08 $ (0.04 ) $ (0.15 ) $ (0.07 )

Redeemable Convertible Prefer17

Redeemable Convertible Preferred Stock and Stockholders' Deficit: (Tables)	6 Months Ended
	Jun. 30, 2018
Stockholders' Equity Note [Abstract]
Schedule of key underlying assumptions	The following are the key underlying assumptions that were used: December 31, January 24, June 30, Dividend yield (%) 0 0 0 Expected volatility (%) 36.9 37.9 42.4 Risk free interest rate (%) 1.74 1.75 2.11 Strike price 1.00 1.00 1.00 Series B Preferred Stock price 1.13 1.10 0.83 Probability of if-converted scenario (%) 90 90 90 Probability assumed liquidation scenario (%) 10 10 10 Expected term of Option (years) 1.0 0.9 0.5 Option’s fair value per share $ 0.33 $ 0.30 $ 0.13
Schedule of reflects the components of the Option to purchase Redeemable Convertible B Preferred Stock	The following tabular presentation reflects the activity in the Option to purchase Redeemable Convertible B Preferred Stock during the six months ended June 30, 2018 - Fair value of Option to (Unaudited) Opening balance, January 1, 2018 $ 4,390 Partial exercise of series B redeemable convertible preferred stock written call option (677 ) Revaluation of option to purchase redeemable convertible B preferred stock (2,295 ) Closing balance, June 30, 2018 $ 1,418 Activity in the account redeemable convertible preferred stock Series B for the six months ended June 30, 2018, is outlined in the below table - June 30, 2018 Unaudited Opening balance, January 1, 2018 $ 87 Proceeds from issuance of Series B Shares 2,225 Accretion of Series B Preferred Stock to redemption value 1,968 Partial exercise of Series B Preferred Stock written call option on the second date 677 Conversion of Series B Preferred Stock into Common Stock (2,553) Dividend on Series B Preferred Stock 141 Closing balance, June 30, 2018 $ 2,545
Schedule of stock options	A summary of stock option transactions under these plans during the six months ended June 30, 2018 are as follows: Number of Stock Weighted Weighted Aggregate Outstanding at January 1, 2018 79,890 $ 94.51 4.1 $ — Granted/vested 147,088 $ 0.98 9.8 $ — Exercised — — — — Expired/cancelled (147,088 ) — — — Outstanding at June 30, 2018 79,890 $ 33.90 7.8 $ — Exercisable at June 30, 2018 79,890 $ 33.90 7.8 $ — (*) The aggregate intrinsic value represents the total intrinsic value (the difference between the deemed fair value of the Company’s Ordinary Shares on the last day of the second quarter of 2018 and the exercise price, multiplied by the number of in-the-money options) that would have been received by the option holders had all option holders exercised their options on June 30, 2018. This amount is impacted by the changes in the fair value of the Company’s shares.

Background (Detail Narrative)

Background (Detail Narrative) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017	Dec. 31, 2017
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Accumulated deficit	$ (137,030)		$ (137,030)		$ (135,022)
Net loss	1,750	$ 1,139	101	$ (710)
Cash and cash equivalents	$ 892		$ 892
Number of shares issued			2,500,000

Discontinued Operations (Detail

Discontinued Operations (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Discontinued Operations and Disposal Groups [Abstract]
Revenues:				$ 3,539
Cost of revenues				100
Gross profit				3,439
Operating expenses:
Engineering and product development				143
Selling and marketing				620
General and administrative				2,342
Other income, net		$ (2,650)		(2,650)
Loss on disposal of assets		2,166		4,251
Income (loss) from discontinued operations before interest and other financing expense, net		484		(1,267)
Interest and other financing expense, net				(77)
Income (loss) from discontinued operations before income taxes		484		(1,344)
Income tax expenses allocated to discontinued operations		(73)		(94)
Income (loss) from discontinued operations	140	411	$ 219	(1,438)
Gain from disposal of discontinued operations, net of taxes	140		219
Net gain (loss) from discontinued operations	$ (140)	$ (411)	$ (219)	$ 1,438

Discontinued Operations (Deta20

Discontinued Operations (Details Narrative) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Loss from discontinued operations attributable to parent	$ (140)	$ (411)	$ (219)	$ 1,438
Discontinued Operations, Held-for-sale [Member]
Loss from discontinued operations attributable to parent				$ 1,438

Summary of Significant Accoun21

Summary of Significant Accounting Policies (Details) - USD ($) $ / shares in Units, $ in Thousands		3 Months Ended		6 Months Ended
		Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Numerator:
Net income (loss)		$ 1,750	$ 1,139	$ 101	$ (710)
Net loss (gain) from discontinued operations attributable to common stockholders		(140)	(411)	(219)	1,438
Accretion of Series B Preferred Stock to redemption value	[1]			1,968
Preferred dividend on Series B Preferred Stock	[2]	62		141
Participation of stockholders of Series A Preferred Stock in the net loss from continuing operations				384
Participation of stockholders of Series A and B Preferred Stock in the net income from continuing operations		(512)	(131)		(66)
Net basic income (loss) from continuing operations attributable to common stockholders		$ (1,036)	$ 597	$ 1,843	$ 662
Denominator:
Shares of common stock used in computing basic net income (loss) per share		12,846,190	4,786,218	12,360,105	4,574,830
Net income (loss) per share of common stock from continuing operations, basic		$ 0.08	$ 0.12	$ (0.15)	$ 0.14
[1]	Based on the rights and privileges of Series B Preferred Stock, since the Company did not obtain shareholder approval at March 31, 2018, the then outstanding Series B Preferred Stock became redeemable at the option of OFI. Consequently, in each reporting period commencing March 31, 2018, the outstanding Series B Preferred Stock is recorded at its maximum redemption value until the occurrance of redemption or a conversion as prior.
[2]	The net loss used for the computation of basic and diluted net loss per share for three and six months ended June 30, 2018, includes the preferred dividend requirement of 8% per share per annum for the Series B Preferred Stock, compounded annually which shall be distributed to stockholders in case of distributable assets determined in the Company's certificate of designation under the liquidation preference right (see also Note 5).

Summary of Significant Accoun22

Summary of Significant Accounting Policies (Details 1) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Numerator:
Net basic income (loss) from continuing operations attributable to common stockholders	$ (1,036)	$ 597	$ 1,843	$ 662
Participation of stockholders of Series A and B Preferred Stock in net income from continuing operations	512
Adjustment related to revaluation of asset contribution related financial instruments, net securities		(2,622)		(2,622)
Participation of stockholders of Series A Preferred Stock in the adjustment related to revaluation of asset contribution related financial instruments, net securities		470		470
Net basic income (loss) from continuing operations attributable to common stockholders	$ 1,548	$ (1,555)	$ (1,843)	$ (1,490)
Denominator:
Shares of common stock used in computing basic net income (loss) per share	12,846,190	4,786,218	12,360,105	4,574,830
Incremental shares related to assumed conversion of Series A and B Preferred Stock into Common Stock	6,870,229	31,399,337		15,786,407
Incremental shares related to assumed exercise of asset contribution financial instruments		31,399,337		15,786,407
Diluted number of common and common stock equivalent shares outstanding	19,716,419	36,185,555	12,360,105	20,361,237
Net income (loss) per share of common stock from continuing operations, diluted	$ 0.08	$ (0.04)	$ (0.15)	$ (0.07)

Summary of Significant Accoun23

Summary of Significant Accounting Policies (Details Narrative)	6 Months Ended
	Jun. 30, 2018
Series B Preferred Stock [Member]
Percentage of distribution of dividends to stockholders	8.00%

Commitments and Contingencies (

Commitments and Contingencies (Details Narrative) - USD ($) $ in Thousands	Apr. 27, 2018	Feb. 12, 2018	Jan. 24, 2018	Jan. 31, 2018	Jun. 30, 2018	Dec. 31, 2017	Dec. 22, 2017	Oct. 12, 2017
Loss Contingencies [Line Items]
Interest rate			10.00%
Common stock, authorized					500,000,000	500,000,000
Common stock, issued					14,833,920	11,868,619
Employee misappropriation of funds				$ 484
Mr. Dennis M. McGrath [Member]
Loss Contingencies [Line Items]
Principal amount								$ 978
Mr. Dr. Yoav Ben-Dror [Member]
Loss Contingencies [Line Items]
Principal amount								1,515
Mr. Dr. Dolev Rafaeli [Member]
Loss Contingencies [Line Items]
Principal amount								$ 3,134
Avalon Jubilee LLC [Member]
Loss Contingencies [Line Items]
Percentage of operating agreement	(17.9133%)
Stock Grant Agreement [Member]
Loss Contingencies [Line Items]
Common stock, authorized							5,628,291
Common stock, issued							1,857,336
Amended and Restated Separation Agreement [Member] | Mr. Stephen Johnson [Member]
Loss Contingencies [Line Items]
Common stock, authorized		271,000
Payment of installments		$ 123
Payment of first six installments		10
Payment of last five installments		$ 12,500
Payment terms		11 installments as follows: the first six installments of $10 each, and the following five installments of $12.5 each. The first payment was made on February 15, 2018, and subsequent payments are to be made on or before the 15th day of each succeeding month, with the final installment to be paid on or before December 15, 2018.

Redeemable Convertible Prefer25

Redeemable Convertible Preferred Stock and Stockholders' Deficit (Details) - $ / shares	Jan. 24, 2018	Jun. 30, 2018	Dec. 31, 2017
Dividend yield (%)	0.00%	0.00%	0.00%
Expected volatility (%)	42.40%	39.40%	36.90%
Risk free interest rate (%)	1.75%	2.11%	174.50%
Strike price	$ 1	$ 1	$ 1
Probability of if-converted scenario (%)	90.00%	90.00%	90.00%
Probability assumed liquidation scenario (%)	10.00%	10.00%	10.00%
Expected term of Option (years)	10 months 24 days	10 months 24 days	1 year
Option's fair value per share	$ 0.30	$ 0.13	$ 0.33
Series B Preferred Stock [Member]
Strike price	$ 1.10	$ 0.83	$ 1.13

Redeemable Convertible Prefer26

Redeemable Convertible Preferred Stock and Stockholders' Deficit (Details 1) - USD ($) $ in Thousands		3 Months Ended		6 Months Ended
		Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Opening balance				$ (3,618)
Partial exercise of Series B Preferred Stock written call option				677
Revaluation of option to purchase redeemable convertible B preferred stock	[1]			1,968
Closing balance		(3,051)		(3,051)
Redeemable Convertible Preferred Stock Series B [Member]
Opening balance				4,390
Partial exercise of Series B Preferred Stock written call option				(677)
Revaluation of option to purchase redeemable convertible B preferred stock				2,295
Closing balance		$ 1,418		$ 1,418
[1]	Based on the rights and privileges of Series B Preferred Stock, since the Company did not obtain shareholder approval at March 31, 2018, the then outstanding Series B Preferred Stock became redeemable at the option of OFI. Consequently, in each reporting period commencing March 31, 2018, the outstanding Series B Preferred Stock is recorded at its maximum redemption value until the occurrance of redemption or a conversion as prior.

Redeemable Convertible Prefer27

Redeemable Convertible Preferred Stock and Stockholders' Deficit (Details 2) - USD ($) $ in Thousands		3 Months Ended		6 Months Ended		12 Months Ended
		Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017	Dec. 31, 2017
Opening balance				$ (3,618)
Proceeds from issuance of Series B Shares				2,225		$ 1,458
Accretion of Series B Preferred Stock to redemption value	[1]			1,968
Conversion of Series B Preferred Stock into Common Stock				2,553
Dividend on Series B Preferred Stock	[2]	62		141
Closing balance		(3,051)		(3,051)		(3,618)
Series B Preferred Stock [Member]
Opening balance				87
Proceeds from issuance of Series B Shares				2,225
Accretion of Series B Preferred Stock to redemption value				1,968
Partial exercise of Series B Preferred Stock written call option on the second date				677
Conversion of Series B Preferred Stock into Common Stock				(2,553)
Dividend on Series B Preferred Stock				141
Closing balance		$ 2,545		$ 2,545		$ 87
[1]	Based on the rights and privileges of Series B Preferred Stock, since the Company did not obtain shareholder approval at March 31, 2018, the then outstanding Series B Preferred Stock became redeemable at the option of OFI. Consequently, in each reporting period commencing March 31, 2018, the outstanding Series B Preferred Stock is recorded at its maximum redemption value until the occurrance of redemption or a conversion as prior.
[2]	The net loss used for the computation of basic and diluted net loss per share for three and six months ended June 30, 2018, includes the preferred dividend requirement of 8% per share per annum for the Series B Preferred Stock, compounded annually which shall be distributed to stockholders in case of distributable assets determined in the Company's certificate of designation under the liquidation preference right (see also Note 5).

Redeemable Convertible Prefer28

Redeemable Convertible Preferred Stock and Stockholders' Deficit (Details 3)	6 Months Ended
	Jun. 30, 2018USD ($)$ / sharesshares
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward]
Outstanding, beginning of year | shares	79,890
Granted | shares	147,088
Exercised | shares
Expired/cancelled | shares	(147,088)
Outstanding, end of year | shares	79,890
Exercisable, end of year | shares	79,890
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Roll Forward]
Outstanding, beginning of year | $ / shares	$ 94.51
Granted | $ / shares	0.98
Exercised | $ / shares
Expired/cancelled | $ / shares
Outstanding, end of year | $ / shares	33.90
Exercisable, end of year | $ / shares	$ 33.90
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Life [Roll Forward]
Outstanding, beginning of year	7 years 9 months 18 days
Granted/vested	9 years 9 months 18 days
Outstanding, end of year	7 years 9 months 18 days
Exercisable, end of year	7 years 9 months 18 days
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Aggregate Intrinsic Value [Roll Forward]
Outstanding. beginning of year | $		[1]
Exercised | $		[1]
Outstanding. ending of year | $		[1]
Exercisable, end of year | $		[1]
[1]	The aggregate intrinsic value represents the total intrinsic value (the difference between the deemed fair value of the Company's Ordinary Shares on the last day of the second quarter of 2018 and the exercise price, multiplied by the number of in-the-money options) that would have been received by the option holders had all option holders exercised their options on June 30, 2018. This amount is impacted by the changes in the fair value of the Company's shares.

Redeemable Convertible Prefer29

Redeemable Convertible Preferred Stock and Stockholders' Deficit (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands	May 31, 2018	Apr. 20, 2018	Jan. 24, 2018	Dec. 22, 2017	Dec. 22, 2017	May 31, 2018	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017	Dec. 31, 2017	Dec. 22, 2018
Common stock, voting rights									The Company’s common stock confer upon their holders the following rights: ■ The right to participate and vote in the Company’s stockholder meetings, whether annual or special. Each share will entitle its holder, when attending and participating in the voting in person or via agent or letter, to one vote; ■ The right to a share in the distribution of dividends, whether in cash or in the form of bonus shares, the distribution of assets or any other distribution pro rata to the par value of the shares held by them; ■ The right to a share in the distribution of the Company’s excess assets upon liquidation pro rata to the par value of the shares held by them.
Common stock, par value (in dollars per share)							$ 0.01		$ 0.01		$ 0.01
Common stock, authorized							500,000,000		500,000,000		500,000,000
Number of shares issued									2,500,000
Proceeds from redeemable convertible preferred stock									$ 2,225		$ 1,458
General and administrative expenses							$ 934	$ 1,848	$ 2,144	1,848	$ 10,817
Common stock, shares issued							14,833,920		14,833,920		11,868,619
Common stock, shares outstanding							14,833,920		14,833,920		11,868,619
Description of cancellation and exchange agreement		On April 20, 2018, the Company and OFI entered into a Cancellation and Exchange Agreement (the “Exchange Agreement”), pursuant to which OFI agreed to provide an additional $2,000 to the Company in exchange for 2,000,000 shares of the Company’s Series B Preferred Stock, subject to certain conditions set forth in the Exchange Agreement, including, among other things, the cancellation of 95,770 shares of the Company’s Series A Preferred Stock held by OFI in exchange for 5,382,274 shares of the Company’s common stock (the “OFI Shares”).
Equity-based compensation expense								$ 811	$ 5	$ 935
Securities Purchase Agreement [Member] | Opportunity Fund I-SS, LLC (Investor) [Member]
Principal amounts				$ 15,000,000	$ 15,000,000
Shares issued price per share (in dollars per share)				$ 1	$ 1
OFI Purchase Agreement [Member]
Description of modification of preferred stock	Consequently, 1,869,663 shares of Series B Preferred Stock of OFI have been converted.
Common stock, shares issued	2,965,301					2,965,301
Common stock, shares outstanding	2,372,536.9381					2,372,536.9381
Unconverted shares	1,855,337					1,855,337
Payout Notes [Member] | Stock Grant Agreement [Member]
Notes payment terms				The Company also agreed to make 12 monthly payments
Notes frequency periodic payment				monthly payments
Date of first required payment				Jan. 1, 2018
Number of shares issued				1,857,336
Payout Notes [Member] | Stock Grant Agreement [Member] | Mr. Dennis M. McGrath [Member]
Notes periodic payment				$ 21
Payout Notes [Member] | Stock Grant Agreement [Member] | Mr. Dolev Rafaeli [Member]
Notes periodic payment				7
Payout Notes [Member] | Stock Grant Agreement [Member] | Mr. Yoav Ben-Dror [Member]
Notes periodic payment				$ 10
Preferred A Stock [Member]
Preferred stock, shares authorized (in shares)							3,000,000		3,000,000		3,000,000
Preferred stock, shares issued (in shares)							123,668		123,668		123,668
Preferred stock, voting rights									Except as otherwise provided in the Series A Certificate of Designation or as otherwise required by law, the Convertible Series A Preferred Stock shall have no voting rights. However, as long as any shares of Convertible Series A Preferred Stock are outstanding, we shall not, without the affirmative vote of the holders of a majority of the then outstanding shares of the Convertible Series A Preferred Stock, (a) alter or change adversely the powers, preferences or rights given to the Convertible Series A Preferred Stock or alter or amend the Series A Certificate of Designation, (b) amend the Company’s articles of incorporation or other charter documents in any manner that adversely affects any rights of the holders, (c) increase the number of authorized shares of Convertible Series A Preferred Stock, or (d) enter into any agreement with respect to any of the foregoing.
Preferred stock, dividend payment terms									Except for stock dividends or distributions for which adjustments are to be made, holders shall be entitled to receive, and the Company shall pay, dividends on shares of Convertible Series A Preferred Stock equal (on an as-if-converted-to-Common-Stock basis) to and in the same form as dividends actually paid on shares of the Common Stock when, as and if such dividends are paid on shares of the Common Stock. No other dividends shall be paid on shares of Convertible Series A Preferred Stock.
Redeemable convertible preferred stock series B, redemption value							$ 2,295		$ 2,295
Preferred stock, par value (in dollars per share)							$ 0.01		$ 0.01		$ 0.01
Preferred stock, authorized							3,000,000		3,000,000		3,000,000
Number of shares issued
Redeemable Convertible Series B Preferred Stock [Member]
Common stock, voting rights					0.893
Redeemable convertible preferred stock series B, shares authorized (in shares)							15,000,000		15,000,000		15,000,000
Redeemable convertible preferred stock series B, voting rights											Each holder of the Series B Shares the quotient of the aggregate investment amount invested to purchase Series B Preferred Stock divided by $1.12, the market value of the Company’s common stock on December 21, 2017, or approximately 0.893 votes per share (subject to certain conversion limitations described below). Except as provided by law or by the other provisions of the Series B Certificate of Designation, the holders shall vote together with the holders of shares of common stock as a single class.
Redeemable convertible preferred stock series B, conversion basis						In the light of the above, on May 31, 2018, 1,869,663 shares of the Series B Preferred Stock along with pro-rata accrued dividends were automatically converted into 2,965,301 shares of common stock. As a result of this conversion, an amount of $2,553 was transferred from Redeemable Convertible Preferred Stock Series B account into equity.					Each Series B Share shall be convertible at the option of the holder thereof, at any time after the date of issuance of such share, into such number of fully paid and non-assessable Common Stock as is determined by dividing the original issue price plus accrued, but unpaid, dividends by the applicable conversion price at that time in effect for such Series B Share. The Series B Shares are automatically converted to Common Stock on May 31, 2018 should voluntary conversion or redemption not occur prior to that time.
Redeemable convertible preferred stock series B, dividend payment terms											Holders of the Series B Shares shall receive cumulative dividends, pro rata among such holders, prior to and in preference to any dividend on the Company’s outstanding Common Stock and Series A Convertible Preferred Stock, at the per annum rate of 8% of the Series B Original Issue Price ($1.00).
Redeemable convertible preferred stock series B, redemption price per share (in dollars per share)											$ 1.33	$ 1
Redeemable convertible preferred stock series B, liquidation preference, value							$ 1,948		$ 1,948		$ 1,503
Number of shares issued
Redeemable Convertible Series B Preferred Stock [Member] | Securities Purchase Agreement [Member] | Opportunity Fund I-SS, LLC (Investor) [Member]
Redeemable convertible preferred stock series B, conversion basis				Series B Original Issue Date and prior to such conversion date, would exceed 19.99% of the issued and outstanding shares of common stock (subject to adjustment for forward and reverse stock splits, recapitalizations and the like) (the “Issuable Maximum”).
Number of shares issued upon conversion			1.24789	1.24789
Number of shares issued			2,225,000	1,500,000
Proceeds from redeemable convertible preferred stock			$ 2,225	$ 1,500
Conversion price (in dollars per share)			$ 1	$ 1	$ 1
Beneficial conversion feature			$ 677	$ 372

Income Taxes (Details Narrative

Income Taxes (Details Narrative) $ in Thousands	6 Months Ended
	Jun. 30, 2018USD ($)
Income Taxes Details Narrative Abstract
Accrued liabilities	$ 1,600
Adjustments of accruals and prepaid tax assets	$ 209