VBI Vaccines (VBIVQ) 10-Q 6 May 20 2020 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2020	May 05, 2020
Document And Entity Information
Entity Registrant Name	VBI Vaccines Inc/BC
Entity Central Index Key	0000764195
Document Type	10-Q
Document Period End Date	Mar. 31, 2020
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Accelerated Filer
Entity Small Business Flag	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	true
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		230,648,396
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2020

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Mar. 31, 2020	Dec. 31, 2019
CURRENT ASSETS
Cash	$ 35,803	$ 44,213
Accounts receivable, net	134	201
Inventory, net	644	1,075
Prepaid expenses	1,026	1,024
Other current assets	262	450
Total current assets	37,869	46,963
NON-CURRENT ASSETS
Other long-term assets	598	620
Property and equipment, net	9,599	10,195
Right of use assets	1,218	1,459
Intangible assets, net	55,918	60,756
Goodwill	2,032	2,208
Total non-current assets	69,365	75,238
TOTAL ASSETS	107,234	122,201
CURRENT LIABILITIES
Accounts payable	1,313	1,127
Other current liabilities	12,007	12,261
Current portion of deferred revenues	750	882
Current portion of lease liability	579	642
Current portion of long-term debt, net of debt discount - related party	14,484	14,845
Total current liabilities	29,133	29,757
NON-CURRENT LIABILITIES
Lease liability, net of current portion	638	817
Liabilities for severance pay	459	463
Deferred revenues, net of current portion	2,573	2,909
Total non-current liabilities	3,670	4,189
COMMITMENTS AND CONTINGENCIES (NOTE 13)
STOCKHOLDERS' EQUITY
Common shares (unlimited authorized; no par value) (March 31, 2020 - issued and outstanding 178,375,670; December 31, 2019 - issued and outstanding 178,257,199)	285,096	284,965
Additional paid-in capital	67,486	66,430
Accumulated other comprehensive loss	(7,405)	(752)
Accumulated deficit	(270,746)	(262,388)
Total stockholders' equity	74,431	88,255
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$ 107,234	$ 122,201

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	3 Months Ended	12 Months Ended
	Mar. 31, 2020	Dec. 31, 2019
Statement of Financial Position [Abstract]
Common stock, authorized unlimited	Unlimited	Unlimited
Common stock, no par value
Common stock, shares issued	178,375,670	178,257,199
Common stock, shares outstanding	178,375,670	178,257,199

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Income Statement [Abstract]
Revenues	$ 415	$ 360
Operating expenses:
Cost of revenues	2,577	1,179
Research and development	3,193	9,040
General and administration	4,058	3,960
Total operating expenses	9,828	14,179
Loss from operations	(9,413)	(13,819)
Interest expense, net of interest income (including related party - see Note 8)	(582)	(480)
Foreign exchange gain (loss)	1,637	(307)
Loss before income taxes	(8,358)	(14,606)
Income tax expense
NET LOSS	(8,358)	(14,606)
Other comprehensive (loss) income - currency translation adjustments	(6,653)	1,727
COMPREHENSIVE LOSS	$ (15,011)	$ (12,879)
Net loss per share of common shares, basic and diluted	$ (0.05)	$ (0.15)
Weighted-average number of common shares outstanding, basic and diluted	178,289,746	97,481,625

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) $ in Thousands	Common Stock [Member]	Additional Paid-in Capital [Member]	Accumulated Other Comprehensive Income (Loss) - Currency Translation Adjustments [Member]	Accumulated Deficit [Member]	Total
Balance at Dec. 31, 2018	$ 246,417	$ 63,449	$ (4,158)	$ (207,575)	$ 98,133
Balance, shares at Dec. 31, 2018	97,343,777
Stock-based compensation	$ 431	831			1,262
Stock-based compensation, shares	318,110
Warrant modification in connection with debt amendment		179			179
Net loss				(14,606)	(14,606)
Currency translation adjustments			1,727		1,727
Balance at Mar. 31, 2019	$ 246,848	64,459	(2,431)	(222,181)	86,695
Balance, Shares at Mar. 31, 2019	97,661,887
Balance at Dec. 31, 2019	$ 284,965	66,430	(752)	(262,388)	88,255
Balance, shares at Dec. 31, 2019	178,257,199
Stock-based compensation	$ 131	1,056			1,187
Stock-based compensation, shares	118,471
Net loss				(8,358)	(8,358)
Currency translation adjustments			(6,653)		(6,653)
Balance at Mar. 31, 2020	$ 285,096	$ 67,486	$ (7,405)	$ (270,746)	$ 74,431
Balance, Shares at Mar. 31, 2020	178,375,670

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$ (8,358)	$ (14,606)
Adjustments to reconcile net loss to cash used in operating activities:
Depreciation and amortization	406	124
Stock-based compensation	1,187	1,262
Amortization of debt discount	239	255
Net change in operating working capital items:
Change in accounts receivable	62	(59)
Change in inventory	406	(143)
Change in prepaid expenses	(30)	327
Change in other current assets	188	(84)
Change in other long-term assets	(4)	4
Change in operating right of use assets	230	245
Change in accounts payable	227	(1,089)
Change in deferred revenues	(211)	(284)
Change in other current liabilities	(1,761)	273
Payments made on operating lease liabilities	(229)	(245)
Net cash flows used in operating activities	(7,648)	(14,020)
INVESTING ACTIVITIES
Purchase of property and equipment	(133)	(1,896)
Net cash flows used in investing activities	(133)	(1,896)
FINANCING ACTIVITIES
Repayment of long-term debt	(600)
Net cash flows used in financing activities	(600)
Effect of exchange rates on cash	(29)	(46)
CHANGE IN CASH FOR THE PERIOD	(8,410)	(15,962)
CASH, BEGINNING OF PERIOD	44,213	59,270
CASH, END OF PERIOD	35,803	43,308
Supplementary information:
Interest paid - related party	475	518
Non-cash investing and financing activities:
Warrant modification in connection with debt amendment		179
Capital expenditures included in accounts payable and other current liabilities	$ 10	$ 958

Nature of Business and Continua

Nature of Business and Continuation of Business	3 Months Ended
	Mar. 31, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Nature of Business and Continuation of Business	1. NATURE OF BUSINESS AND CONTINUATION OF BUSINESS Corporate Overview VBI Vaccines Inc. (the “Company” or “VBI”) was incorporated under the laws of British Columbia, Canada on April 9, 1965. The Company and its wholly-owned subsidiaries, VBI Vaccines (Delaware) Inc., a Delaware corporation (“VBI DE”); VBI DE’s wholly-owned subsidiary, Variation Biotechnologies (US), Inc., a Delaware corporation (“VBI US”); Variation Biotechnologies Inc. a Canadian company and the wholly-owned subsidiary of VBI US (“VBI Cda”); SciVac Ltd. an Israeli company (“SciVac”) and SciVac Hong Kong Limited (“SciVac HK”) are collectively referred to as the “Company”, “we”, “us”, “our” or “VBI”. The Company’s registered office is located at Suite 1700, Park Place, 666 Burrard Street, Vancouver, BC V6C 2X8 with its principal office located at 222 Third Street, Suite 2241, Cambridge, MA 02142. In addition, the Company has manufacturing facilities located in Rehovot, Israel and research facilities located in Ottawa, Ontario, Canada. Principal Operations VBI is a commercial-stage, biopharmaceutical company developing a next generation of vaccines to address unmet needs in infectious disease and immuno-oncology. We are advancing the prevention and treatment of hepatitis B, with the only tri-antigenic hepatitis B vaccine, Sci-B-Vac, which is approved for use and commercially available in Israel, and recently completed a pivotal Phase III program in the United States, Europe, and Canada, and with VBI-2601 (BRII-179), an immunotherapeutic candidate in development in collaboration with Brii Biosciences Limited (“Brii Bio”) for a functional cure for chronic hepatitis B. Our enveloped virus-like particle (“eVLP”) platform technology allows for the development of eVLP vaccines that closely mimic the target virus to elicit a potent immune response. Integrating our cytomegalovirus (“CMV”) expertise with the eVLP platform technology, our lead eVLP program candidates include a glioblastoma (“GBM”) vaccine immunotherapeutic candidate, VBI-1901, our prophylactic CMV vaccine candidate, VBI-1501. We also recently announced a collaborative research agreement with the National Research Council of Canada (“NRC”) to develop a pan-coronavirus vaccine candidate, targeting COVID-19, severe acute respiratory syndrome (“SARS”), and Middle East respiratory syndrome (“MERS”). In December 2019, a strain of coronavirus, SARS-CoV-2, was reported to have surfaced in Wuhan, China, and on March 12, 2020, the World Health Organization declared COVID-19, disease caused by SARS-CoV-2, to be a pandemic. The extent to which the pandemic will continue to impact our business will depend on future developments, which are highly uncertain and cannot be predicted. We do not yet know the full extent of potential delays or impacts on our business, our clinical studies, our research programs, and our manufacturing; however, the COVID-19 outbreak may materially disrupt or delay our business operations, including efforts relating to potential business development transactions and disrupt the marketplace which could have a material adverse effect on our operations. Liquidity and Going Concern The Company has a limited operating history and faces a number of risks, including but not limited to, uncertainties regarding the success of the development and commercialization of its products, demand and market acceptance of the Company’s products and reliance on major customers. The Company anticipates that it will continue to incur significant operating costs and losses in connection with the development of its products. The Company has an accumulated deficit of $270,746 as of March 31, 2020 and cash outflows from operating activities of $7,648 for the three months ended March 31, 2020. The Company will require significant additional funds to conduct clinical and non-clinical trials, achieve regulatory approvals, and, subject to such approvals, commercially launch its products. The Company plans to finance near term future operations with existing cash reserves. Additional financing may be obtained from the issuance of equity securities, the issuance of additional debt, structured asset financings, government grants or other subsidies and/or revenues from potential business development transactions, if any. There is no assurance the Company will manage to obtain these sources of financing, if required. The above conditions raise substantial doubt about the Company’s ability to continue as a going concern. The consolidated financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classifications of liabilities that may result should the Company be unable to continue as a going concern. In April 2020, the Company closed an underwritten public offering of 52,272,726 common shares at a price of $1.10 per share for total gross proceeds of $57,500. The Company incurred $3,600 of share issuance costs related to the offering resulting in net cash proceeds of $53,900. Financial instruments recognized in the condensed consolidated balance sheet consist of cash, accounts receivable, other current assets, accounts payable and other current liabilities. The Company believes that the carrying value of its current financial instruments approximates their fair values due to the short-term nature of these instruments. The Company does not hold any derivative financial instruments. The carrying amounts of the Company’s long-term assets approximate their respective fair values.

Significant Accounting Policies

Significant Accounting Policies	3 Months Ended
	Mar. 31, 2020
Accounting Policies [Abstract]
Significant Accounting Policies	2. SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation and Consolidation The Company’s fiscal year ends on December 31 of each calendar year. The accompanying unaudited condensed consolidated financial statements have been prepared in U.S. dollars (“USD”) and pursuant to the rules and regulations of the United States Securities and Exchange Commission (“SEC”), for interim reporting. Accordingly, certain information and footnote disclosures normally included in the financial statements prepared in accordance with United States of America generally accepted accounting principles (“U.S. GAAP”), have been condensed or omitted pursuant to such rules and regulations. The December 31, 2019 consolidated balance sheet in this document was derived from the audited consolidated financial statements. The condensed consolidated financial statements and notes included in this quarterly report on Form 10-Q (this “Form 10-Q”) does not include all of the disclosures required by U.S. GAAP and should be read in conjunction with the financial statements and notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019 (the “2019 10-K”), as filed with the SEC on March 5, 2020. The condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries: SciVac, VBI DE, VBI US, VBI Cda and SciVac HK. Intercompany balances and transactions between the Company and its subsidiaries are eliminated in the condensed consolidated financial statements. In the opinion of management, these condensed consolidated financial statements include all adjustments and accruals of a normal and recurring nature necessary to fairly state the results of the periods presented. The results for the periods presented are not necessarily indicative of results to be expected for the full year or for any future periods. Significant Accounting Policies The significant accounting policies used in the preparation of these condensed consolidated financial statements are disclosed in the 2019 10-K, and there have been no changes to the Company’s significant accounting policies during the three months ended March 31, 2020.

New Accounting Pronouncements

New Accounting Pronouncements	3 Months Ended
	Mar. 31, 2020
Accounting Changes and Error Corrections [Abstract]
New Accounting Pronouncements	3. NEW ACCOUNTING PRONOUNCEMENTS Recently Adopted Accounting Pronouncements Intangibles – Goodwill and Other, Internal-Use Software In August 2018, the FASB issued ASU 2018-15: Intangibles – Goodwill and Other – Internal-Use Software (Subtopic 350-40): Customers’ accounting for implementation costs incurred in a cloud computing arrangement that is a service contract. This ASU aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. Accordingly, the amendments require an entity (customer) in a hosting arrangement that is a service contract to follow the guidance in Subtopic 350-40 to determine which implementation costs to capitalize as an asset related to the service contract and which costs to expense. Our adoption of this ASU, effective January 1, 2020, was applied prospectively and did not have a material impact on our condensed consolidated financial statements and the related footnote disclosures. Recently Issued Accounting Standards, not yet Adopted None

Inventory, Net

Inventory, Net	3 Months Ended
	Mar. 31, 2020
Inventory Disclosure [Abstract]
Inventory, Net	4. INVENTORY, NET Inventory is stated at the lower of cost or market and consists of the following: March 31, 2020 December 31, 2019 Finished goods $ 36 $ 58 Work-in-process 10 237 Raw materials 598 780 $ 644 $ 1,075

Intangible Assets and Goodwill

Intangible Assets and Goodwill	3 Months Ended
	Mar. 31, 2020
Goodwill and Intangible Assets Disclosure [Abstract]
Intangible Assets and Goodwill	5. INTANGIBLE ASSETS AND GOODWILL March 31, 2020 Gross Carrying Accumulated Cumulative Impairment Charge Cumulative Currency Translation Net Book Patents $ 669 $ (536 ) $ - $ 24 $ 157 IPR&D assets 61,500 - (300 ) (5,439 ) 55,761 $ 62,169 $ (536 ) $ (300 ) $ (5,415 ) $ 55,918 December 31, 2019 Gross Accumulated Cumulative Impairment Charge Cumulative Currency Translation Net Book Patents $ 669 $ (521 ) $ - $ 30 $ 178 IPR&D assets 61,500 - (300 ) (622 ) 60,578 $ 62,169 $ (521 ) $ (300 ) $ (592 ) $ 60,756 The Company amortizes intangible assets with finite lives on a straight-line basis over their estimated useful lives. The change in carrying value for IPR&D assets from December 31, 2019 relates to currency translation adjustments which decreased by $4,817 for the three-month period ended March 31, 2020. March 31, 2020 Gross Cumulative Cumulative Net Book Goodwill $ 8,714 $ (6,292 ) $ (390 ) $ 2,032 December 31, 2019 Gross Cumulative Cumulative Net Book Goodwill $ 8,714 $ (6,292 ) $ (214 ) $ 2,208 The change in carrying value for goodwill from December 31, 2019 relates to currency translation adjustments which decreased by $176 for the three-month period ended March 31, 2020.

Other Current Liabilities

Other Current Liabilities	3 Months Ended
	Mar. 31, 2020
Other Liabilities Disclosure [Abstract]
Other Current Liabilities	6. OTHER CURRENT LIABILITIES Other current liabilities consisted of the following: March 31, 2020 December 31, 2019 Accrued research and development expenses (including clinical trial accrued expenses) $ 9,693 $ 9,247 Payroll and employee-related costs 1,359 2,184 Other current liabilities 955 830 $ 12,007 $ 12,261

Loss Per Share of Common Shares

Loss Per Share of Common Shares	3 Months Ended
	Mar. 31, 2020
Earnings Per Share [Abstract]
Loss Per Share of Common Shares	7. LOSS PER SHARE OF COMMON SHARES Basic loss per share is computed by dividing net loss applicable to common stockholders by the weighted average number of common shares outstanding during each period. Diluted loss per share includes the effect, if any, from the potential exercise or conversion of securities, such as warrants, and stock options, which would result in the issuance of incremental shares of common shares unless such effect is anti-dilutive. In computing the basic and diluted net loss per share applicable to common stockholders, the weighted average number of shares remains the same for both calculations due to the fact that when a net loss exists, dilutive shares are not included in the calculation as their effect would be anti-dilutive. These potentially dilutive securities are more fully described in Note 9, Stockholders’ Equity and Additional Paid-in Capital. The following potentially dilutive securities outstanding at March 31, 2020 and 2019 have been excluded from the computation of diluted weighted average shares outstanding, as they would be antidilutive: March 31, 2020 March 31, 2019 Warrants 2,618,824 2,618,824 Stock options and equity awards 10,894,792 7,377,995 13,513,616 9,996,819

Long-Term Debt - Related Party

Long-Term Debt - Related Party	3 Months Ended
	Mar. 31, 2020
Debt Disclosure [Abstract]
Long-Term Debt - Related Party	8. LONG-TERM DEBT – RELATED PARTY As at March 31, 2020 and December 31, 2019, the long-term debt is as follows: March 31, 2020 December 31, 2019 Long-term debt, net of debt discount $ 14,484 $ 14,845 Less: current portion, net of debt discount 14,484 14,845 $ - $ - On May 6, 2016, the Company through VBI US assumed a term loan facility with Perceptive Credit Holdings, LP, a related party, (the “Lender”) in the amount of $6,000 (the “Facility”). On December 6, 2016, the Company amended the Facility (the “Amended Credit Facility”) and raised the Lender’s commitment amount to $13,200, which was combined with the remaining balance from the Facility of $1,800. In connection with the Amended Credit Facility, on December 6, 2016, the Company issued to the Lender two warrants; the first warrant to purchase 363,771 shares of the Company’s common shares at an exercise price of $4.13, and the second warrant to purchase 1,341,282 shares of the Company’s common shares at an exercise price of $3.355. The total proceeds attributed to the warrants was $2,793 based on the relative fair value of the warrants as compared to the sum of the fair values of the warrants and debt. This resulted in the debt being issued at a discount. The Company incurred $360 of debt issuance costs and is required to pay an exit fee of $300 upon full repayment of the debt resulting in additional debt discount. Following the Amended Credit Facility and the warrant issuance, the total debt discount was $3,453. On July 17, 2018, the Company amended the Amended Credit Facility (the “Second Amendment”) to extend the period the Company is required to pay only the interest on the loan from May 31, 2018 to December 31, 2018 and to extend the expiration date of certain warrants to purchase 363,771 common shares issued to the Lender with an original expiration date of July 25, 2019 to December 6, 2021. The Company accounted for this as a debt modification, and as a result of the extension of the warrant expiration date in connection with the Second Amendment, the debt discount was increased by $386. This amount represents the incremental fair value of the modified warrants. On January 31, 2019, the Company further amended the Amended Credit Facility (the “Third Amendment”) to i) extend the period the Company is required to pay only the interest on the loan from December 31, 2018 to January 31, 2020, ii) extend the maturity of the term loan to June 30, 2020 and iii) reduce the exercise price on certain warrants to purchase common shares issued to the Lender to $2.75 from $4.13 for 363,771 warrants issued on July 25, 2014 and for 363,771 warrants issued on December 6, 2016 and from $3.355 for 1,341,282 warrants issued on December 6, 2016. The Company has accounted for this as a debt modification, and as a result of the amendment to the exercise price in connection with the Third Amendment, the debt discount was increased by $179. This amount represents the incremental fair value of the modified warrants. The total principal amount of the loan under the Amended Credit Facility, as subsequently amended, outstanding at March 31, 2020, including the $300 exit fee discussed below, is $14,700. The principal amount of the loan made under the Amended Credit Facility accrues interest at an annual rate equal to the greater of (a) one-month LIBOR (subject to a 5.00% cap) or (b) 1.00%, plus the applicable margin. The applicable margin will be 11.00%. The Company was required to only pay interest initially until May 31, 2018, which date was extended to December 31, 2018, pursuant to the Second Amendment and further extended to January 31, 2020, pursuant to the Third Amendment. The interest rate as of March 31, 2020 was 12.625%. Upon the occurrence of an Event of Default (as defined in the Amended Credit Facility), and during the continuance of an Event of Default, the applicable margin, described above, will be increased by 4.00% per annum. This term loan facility maturity date has been extended from December 6, 2019 to June 30, 2020 and includes both financial and non-financial covenants, including a minimum cash balance requirement. The Company was in compliance with these covenants as of March 31, 2020. Pursuant to the Amended Credit Facility, the Company agreed that the Lender shall designate an individual who would be appointed to the Company’s board of directors (the “Board”). The Lender’s designee was also a portfolio manager of the Company’s largest shareholder. Effective January 2018, the Lender’s designee resigned from our Board. The Company’s obligations under the Amended Credit Facility are secured on a senior basis by a lien on substantially all of the assets of the Company and its subsidiaries and are guaranteed by the Company and its subsidiaries. The Amended Credit Facility also contains customary events of default. The total debt discount of $4,018 is being charged to interest expense using the effective interest method over the term of the debt. As of March 31, 2020, and December 31, 2019, the unamortized debt discount is $216 and $455, respectively. At March 31, 2020 and December 31, 2019, the fair value of our outstanding debt, which is considered level 3 in the fair value hierarchy, is estimated to be approximately $14,376 and $15,272, respectively. Interest expense, net of interest income recorded in the three months ended March 31, 2020 and 2019 was as follows: Three months ended March 31 2020 2019 Interest expense – related party $ 475 $ 518 Amortization of debt discount – related party 239 255 Interest income (132 ) (293 ) Total interest expense, net of interest income $ 582 $ 480 The following table summarizes the future principal payments due under long-term debt: Principal Remaining 2020 $ 14,700 $ 14,700

Stockholders' Equity and Additi

Stockholders' Equity and Additional Paid-In Capital	3 Months Ended
	Mar. 31, 2020
Stockholders' Equity Note [Abstract]
Stockholders' Equity and Additional Paid-In Capital	9. STOCKHOLDERS’ EQUITY AND ADDITIONAL PAID-IN CAPITAL Stock option plans The Company’s stock option plans are approved by and administered by the Company’s Board and its Compensation Committee. The Board designates, in connection with recommendations from the Compensation Committee, eligible participants to be included under the plan, and designates the number of options, exercise price and vesting period of the new options. 2006 VBI US Stock Option Plan No further options will be issued under the 2006 VBI US Stock Option Plan (the “2006 Plan”). As at March 31, 2020, there were 993,666 options outstanding under the 2006 Plan. 2013 Equity Incentive Plan No further options will be issued under the 2013 Equity Incentive Plan (the “2013 Plan”). As at March 31, 2020, there were no options outstanding under the 2013 Plan. 2014 Equity Incentive Plan No further options will be issued under the 2014 Equity Incentive Plan (the “2014 Plan”). As at March 31, 2020, there were 521,242 options outstanding under the 2014 Plan. 2016 VBI Incentive Plan The 2016 VBI Equity Incentive Plan (the “2016 Plan”) is a rolling incentive plan that sets the number of common shares issuable under the 2016 Plan, together with any other security-based compensation arrangement of the Company, at a maximum of 10% of the aggregate common shares issued and outstanding on a non-diluted basis at the time of any grant under the 2016 Plan. The 10% maximum is inclusive of options granted under all equity incentive plans. The 2016 Plan is an omnibus equity incentive plan pursuant to which the Company may grant equity and equity-linked awards to eligible participants in order to promote the success of the Company by providing a means to offer incentives and to attract, motivate, retain and reward persons eligible to participate in the 2016 Plan. Grants under the 2016 Plan include a grant or right consisting of one or more options, stock appreciation rights (“SARs”), restricted share units (“RSUs”), performance share units (“PSUs”), shares of restricted stock or other such award as may be permitted under the 2016 Plan. As at March 31, 2020, there were 9,136,027 options and 243,857 stock awards outstanding under the 2016 Plan. The aggregate number of common shares remaining available for issuance for awards under the 2016 Plan total 5,709,125 at March 31, 2020. Activity related to stock options is as follows: Number of Weighted Balance outstanding at December 31, 2019 6,471,708 $ 2.79 Granted 4,185,000 $ 1.46 Forfeited (5,773 ) $ 2.20 Balance outstanding at March 31, 2020 10,650,935 $ 2.25 Exercisable at March 31, 2020 4,064,032 $ 3.41 Information relating to RSUs is as follow: Number of Weighted Unvested shares outstanding at December 31, 2019 157,997 $ 2.77 Granted 125,000 $ 1.66 Vested (39,140 ) $ 3.36 Unvested shares outstanding at March 31, 2020 243,857 $ 2.11 In determining the amount of stock-based compensation the Company used the Black-Scholes option pricing model to establish the fair value of options granted by applying the following weighted average assumptions: 2020 2019 Volatility 90.12 % 118.12 % Risk free interest rate 1.54 % 2.46 % Expected term in years 5.77 5.77 Expected dividend yield 0.00 % 0.00 % Weighted average fair value per option $ 1.04 $ 1.43 The fair value of the options is recognized as an expense on a straight-line basis over the vesting period and forfeitures are accounted for when they occur. The total stock-based compensation expense recorded in the three months ended March 31, 2020 and 2019 was as follows: Three months ended March 31 2020 2019 Research and development $ 244 $ 228 General and administration 933 1,017 Cost of revenues 10 17 Total stock-based compensation expense $ 1,187 $ 1,262

Revenues and Deferred Revenue

Revenues and Deferred Revenue	3 Months Ended
	Mar. 31, 2020
Revenue from Contract with Customer [Abstract]
Revenues and Deferred Revenue	10. REVENUES AND DEFERRED REVENUE Revenue is comprised of the following: Three months ended March 31 2020 2019 Product revenues $ 180 $ 93 R&D service revenues 235 267 Total revenue $ 415 $ 360 The following table presents revenues expected to be recognized in the future related to performance obligations, based on current estimates, that are unsatisfied at March 31, 2020: Total Current portion to March 31, 2021 Remaining portion thereafter Product revenues $ 469 $ - $ 469 R&D service revenues 2,854 750 2,104 Total $ 3,323 $ 750 $ 2,573 The following table presents changes in the deferred revenue balance for the three months ended March 31, 2020: Balance at December 31, 2019 $ 3,791 Recognition of deferred revenue (231 ) Currency translation (237 ) Balance at March 31, 2020 $ 3,323 Short Term $ 750 Long Term $ 2,573 Collaboration and License Agreement – Brii Bio On December 4, 2018, we entered into a Collaboration and License Agreement with Brii Bio (the “Collaboration and License Agreement”), whereby: ● The Company and Brii Bio agreed to collaborate on the development of a hepatitis B recombinant protein-based immunotherapeutic in the licensed territory, which consists of China, Hong Kong, Taiwan and Macau (collectively, the “Licensed Territory”), and to conduct a Phase Ib/IIa collaboration clinical trial for the purpose of comparing VBI-2601 (BRII-179), which is a recombinant protein-based immunotherapeutic developed by VBI for use in treating chronic hepatitis B, with a novel composition developed jointly with Brii Bio (either being the “Licensed Product”); and ● The Company granted Brii Bio an exclusive royalty-bearing license to perform studies, and regulatory and other activities, as may be required to obtain and maintain marketing approval of the Licensed Product, for the treatment of hepatitis B in the Licensed Territory and to commercialize the Licensed Product for the diagnosis and treatment of chronic hepatitis B in the Licensed Territory. Pursuant to the Collaboration and License Agreement, the Company is responsible for the R&D services and Brii Bio is responsible for costs relating to the clinical trials for the Licensed Territory. The initial consideration of the Collaboration and License Agreement consisted of a $11 million non-refundable upfront payment. As part of the Collaboration and License Agreement, the Company and Brii Bio entered into a stock purchase agreement. Under the terms of the stock purchase agreement, the Company issued to Brii Bio 2,295,082 shares of its common stock valued at $3.6 million (based on the Company’s common stock price on December 4, 2018). The remaining $7.4 million, deemed to be the initial transaction price, was allocated to two performance obligations: i) the VBI-2601 (BRII-179) license and ii) R&D services. The R&D services were allocated $4.8 million of the transaction price using an estimated selling price based on an expected cost plus a margin approach and the remaining transaction price of $2.6 million was allocated to the VBI-2601 (BRII-179) license using the residual method. In addition, the Company is also eligible to receive an additional $117.5 million in potential regulatory and sales milestone payments, along with royalties on commercial sales in the licensed territory. Milestone payments that are not within the control of the Company or the licensee, such as regulatory approvals, are not considered probable of being achieved until those approvals are received. Therefore, no variable consideration was included in the initial transaction price and no such amounts have been recognized to date. On December 4, 2018, the Company recognized the VBI-2601 (BRII-179) license when it was granted and Brii Bio is able to use and benefit from the license, as it was determined to be distinct. The R&D Services will be satisfied over time as services are rendered using the “cost-to-cost” input method as this method represents the most accurate depiction of the transfer of services based on the types of costs expected to be incurred. As at March 31, 2020 R&D services related to Brii Bio that remain unsatisfied are $2.7 million, out of the $3.3 million total deferred revenue. Upon termination of the Collaboration and License Agreement prior to the end of the term, there is no obligation for refund and any amounts in deferred revenue related to unsatisfied performance obligations will be immediately recognized.

Collaboration Arrangements

Collaboration Arrangements	3 Months Ended
	Mar. 31, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Collaboration Arrangements	11. COLLABORATON ARRANGEMENTS GlaxoSmithKline Biologicals S.A. (“GSK”) On September 10, 2019, we entered into a Clinical Collaboration Agreement (“Collaboration Agreement”) pursuant to which we will investigate the use of GSK’s proprietary AS01 B B This relationship is considered a collaborative relationship and not a customer relationship, and is therefore accounted for outside the scope of ASC Topic 606. Costs associated with the second study arm will be expensed as incurred in Research and Development expenses; year to date costs have been $142. National Research Council of Canada (“NRC”) On March 31, 2020, we announced a collaboration with the NRC, Canada’s largest federal research and development organization, to develop a pan-coronavirus vaccine candidate, targeting COVID-19, SARS, and MERS. The NRC and the Company will collaborate to evaluate and identify promising vaccine candidates. The collaboration will combine the Company’s viral vaccine expertise, eVLP technology platform and modified coronavirus antigens with the NRC’s proprietary SARS-CoV-2 antigens and assay development capabilities to identify the most immunogenic vaccine candidate for further development. This relationship is considered a collaborative relationship and not a customer relationship, and is therefore accounted for outside the scope of ASC Topic 606. Costs associated with the collaboration will be expensed as incurred in Research and Development expenses; year to date costs have been de-minimis. Brii Biosciences Limited On December 4, 2018, we entered into the Collaboration and License Agreement with Brii Bio, as described in Note 10.

Income Taxes

Income Taxes	3 Months Ended
	Mar. 31, 2020
Income Tax Disclosure [Abstract]
Income Taxes	12. INCOME TAXES The Company operates in U.S., Israel and Canadian tax jurisdictions. Its income is subject to varying rates of tax, and losses incurred in one jurisdiction cannot be used to offset income taxes payable in another. The Company determines its annual effective tax rate at the end of each interim period based on the year to date period results. Since the Company is incorporated in Canada, it is required to use Canada’s statutory tax rate of 26.50% in the determination of the estimated annual effective tax rate. The Company’s effective tax rate on loss before tax for the three months ended March 31, 2020 of 0.0% (0.0% for the three months ended March 31, 2019) differs from the Canadian statutory rate of 26.50% primarily due to recording a valuation allowance on the Canadian deferred tax assets in excess of the remaining Canadian deferred tax liability and the effect of recording a valuation allowance against deferred tax assets in all other jurisdictions. The Company maintains a valuation allowance on all of its deferred tax assets. A valuation allowance is required when, based upon an assessment of various factors, including recent operating loss history, anticipated future earnings, and prudent and reasonable tax planning strategies, it is more likely than not that some portion of the deferred tax assets will not be realized.

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
	Mar. 31, 2020
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	13. COMMITMENTS AND CONTINGENCIES Legal Proceedings From time to time, the Company may be involved in certain claims and litigation arising out of the ordinary course and conduct of business. Management assesses such claims and, if it considers that it is probable that an asset had been impaired or a liability had been incurred and the amount of loss can be reasonably estimated, provisions for loss are made based on management’s assessment of the most likely outcome. On September 13, 2018, two actions were brought in the District Court of the central district in Israel naming our subsidiary SciVac as a defendant. In one claim, two minors, through their parents, allege among other things, defects in certain batches of Sci-B-Vac discovered in July 2015; that Sci-B-Vac was approved for use in children and infants in Israel without sufficient evidence establishing its safety; that SciVac failed to provide accurate information about Sci-B-Vac to consumers and that each child suffered side effects from the vaccine. The claim was filed together with a motion seeking approval of a class action on behalf of 428,000 children vaccinated with Sci-B-Vac in Israel from April, 2011 and seeking damages in a total amount of NIS 1,879,500,000 (not in thousands) ($527,209). The second claim is a civil action brought by two minors and their parents against SciVac and the Israel Ministry of Health alleging, among other things, that SciVac marketed an experimental, defective, hazardous or harmful vaccine; that Sci-B-Vac was marketed in Israel without sufficient evidence establishing its safety; and that Sci-B-Vac was produced and marketed in Israel without approval of a western regulatory body. The claim seeks damages for past and future losses and expenses as well as punitive damages. SciVac believes these matters to be without merit and intends to defend these claims vigorously. The District Court has accepted SciVac’s motion to suspend reaching a decision on the approval of the class action pending the determination of liability under the civil action. Preliminary hearings for the trial of the civil action began on January 15, 2020. Operating leases The Company has entered into various non-cancelable lease agreements for its office, lab and manufacturing facilities, which are classified as operating leases. The office facility lease agreement in the United States expires on April 30, 2020, with no option to extend. Our manufacturing facility lease agreement expires on January 31, 2022, which includes one five-year option to extend until January 31, 2027. The lease agreement for our research facility in Canada, which comprises of office and laboratory space, had an initial term ending on December 31, 2019 with the option to extend the term for two periods of three years. Effective September 5, 2019, the term of the lease was extended until December 31, 2022, with an option to extend the lease for one additional period of three years. Effective April 30th, 2020, the Company entered into the seventh amendment to the lease agreement for the office facilities in Cambridge, Massachusetts, which extends the lease for a term of three years expiring on April 30, 2023 with no option to extend, and for a base rent of $25 per month, subject to a 3% annual increase. Options to extend are not recognized as part of the lease liabilities or recognized as right to use assets. There are no residual value guarantees, no variable lease payments, and no restrictions or covenants imposed by leases. The discount rate used in measuring the lease liabilities and right of use assets was determined by reviewing our incremental borrowing rate at the initial measurement date. Lease cost: Operating lease costs: Three months ended March 31, 2020 $ 288 Other information: Weighted average remaining lease term 2.19 years Weighted average discount rate 12 % Operating lease costs are included in general and administration (“G&A”) expenses in the statement of operation and comprehensive loss. The following table summarizes future undiscounted cash payments reconciled to the lease liabilities: Year ending December 31 2020 522 2021 673 2022 154 Total $ 1,349 Effect of discounting (132 ) Total lease liability $ 1,217 Less: current portion (579 ) Long term lease liability $ 638

Segment Information

Segment Information	3 Months Ended
	Mar. 31, 2020
Segment Reporting [Abstract]
Segment Information	14. SEGMENT INFORMATION The Company’s Chief Executive Officer (“CEO”) has been identified as the chief operating decision maker. The CEO evaluates the performance of the Company and allocates resources based on the information provided by the Company’s internal management system at a consolidated level. The Company has determined that it has only one operating segment. Revenues from external customers are attributed to geographic areas based on location of the contracting customers: Three Months Ended March 31, 2020 2019 Israel $ 132 $ 99 China / Hong Kong 231 261 Europe 52 - Total $ 415 $ 360 There was no revenue attributed to our country of domicile, Canada, for the three months ended March 31, 2020 and 2019.

Subsequent Events

Subsequent Events	3 Months Ended
	Mar. 31, 2020
Subsequent Events [Abstract]
Subsequent Events	15. SUBSEQUENT EVENTS In April 2020, the Company closed an underwritten public offering of 52,272,726 common shares at a price of $1.10 per share for total gross proceeds of $57,500. The Company incurred $3,600 of share issuance costs related to the offering resulting in net cash proceeds of $53,900. The Company has engaged National Securities Corporation (“National”) to provide financial advisory services in connection with the offering. As consideration for such services, the Company agreed to issue to National or its designees warrants to purchase up to an aggregate of 705,000 common shares (the “National Warrants”), subject to the terms and conditions set forth in the form of warrant agreement. The National Warrants are exercisable immediately upon issuance and terminate three years following issuance. The National Warrants have an exercise price of $1.50 per share.

Significant Accounting Polici_2

Significant Accounting Policies (Policies)	3 Months Ended
	Mar. 31, 2020
Accounting Policies [Abstract]
Basis of Presentation and Consolidation	Basis of Presentation and Consolidation The Company’s fiscal year ends on December 31 of each calendar year. The accompanying unaudited condensed consolidated financial statements have been prepared in U.S. dollars (“USD”) and pursuant to the rules and regulations of the United States Securities and Exchange Commission (“SEC”), for interim reporting. Accordingly, certain information and footnote disclosures normally included in the financial statements prepared in accordance with United States of America generally accepted accounting principles (“U.S. GAAP”), have been condensed or omitted pursuant to such rules and regulations. The December 31, 2019 consolidated balance sheet in this document was derived from the audited consolidated financial statements. The condensed consolidated financial statements and notes included in this quarterly report on Form 10-Q (this “Form 10-Q”) does not include all of the disclosures required by U.S. GAAP and should be read in conjunction with the financial statements and notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019 (the “2019 10-K”), as filed with the SEC on March 5, 2020. The condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries: SciVac, VBI DE, VBI US, VBI Cda and SciVac HK. Intercompany balances and transactions between the Company and its subsidiaries are eliminated in the condensed consolidated financial statements. In the opinion of management, these condensed consolidated financial statements include all adjustments and accruals of a normal and recurring nature necessary to fairly state the results of the periods presented. The results for the periods presented are not necessarily indicative of results to be expected for the full year or for any future periods.
Significant Accounting Policies	Significant Accounting Policies The significant accounting policies used in the preparation of these condensed consolidated financial statements are disclosed in the 2019 10-K, and there have been no changes to the Company’s significant accounting policies during the three months ended March 31, 2020.

Inventory, Net (Tables)

Inventory, Net (Tables)	3 Months Ended
	Mar. 31, 2020
Inventory Disclosure [Abstract]
Schedule of Inventory	Inventory is stated at the lower of cost or market and consists of the following: March 31, 2020 December 31, 2019 Finished goods $ 36 $ 58 Work-in-process 10 237 Raw materials 598 780 $ 644 $ 1,075

Intangible Assets and Goodwill

Intangible Assets and Goodwill (Tables)	3 Months Ended
	Mar. 31, 2020
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of Intangible Assets	March 31, 2020 Gross Carrying Accumulated Cumulative Impairment Charge Cumulative Currency Translation Net Book Patents $ 669 $ (536 ) $ - $ 24 $ 157 IPR&D assets 61,500 - (300 ) (5,439 ) 55,761 $ 62,169 $ (536 ) $ (300 ) $ (5,415 ) $ 55,918 December 31, 2019 Gross Accumulated Cumulative Impairment Charge Cumulative Currency Translation Net Book Patents $ 669 $ (521 ) $ - $ 30 $ 178 IPR&D assets 61,500 - (300 ) (622 ) 60,578 $ 62,169 $ (521 ) $ (300 ) $ (592 ) $ 60,756
Schedule of Goodwill	The change in carrying value for IPR&D assets from December 31, 2019 relates to currency translation adjustments which decreased by $4,817 for the three-month period ended March 31, 2020. March 31, 2020 Gross Cumulative Cumulative Net Book Goodwill $ 8,714 $ (6,292 ) $ (390 ) $ 2,032 December 31, 2019 Gross Cumulative Cumulative Net Book Goodwill $ 8,714 $ (6,292 ) $ (214 ) $ 2,208

Other Current Liabilities (Tabl

Other Current Liabilities (Tables)	3 Months Ended
	Mar. 31, 2020
Other Liabilities Disclosure [Abstract]
Schedule of Other Current Liabilities	Other current liabilities consisted of the following: March 31, 2020 December 31, 2019 Accrued research and development expenses (including clinical trial accrued expenses) $ 9,693 $ 9,247 Payroll and employee-related costs 1,359 2,184 Other current liabilities 955 830 $ 12,007 $ 12,261

Loss Per Share of Common Shar_2

Loss Per Share of Common Shares (Tables)	3 Months Ended
	Mar. 31, 2020
Earnings Per Share [Abstract]
Schedule of Antidilutive Weighted Average Shares Outstanding	The following potentially dilutive securities outstanding at March 31, 2020 and 2019 have been excluded from the computation of diluted weighted average shares outstanding, as they would be antidilutive: March 31, 2020 March 31, 2019 Warrants 2,618,824 2,618,824 Stock options and equity awards 10,894,792 7,377,995 13,513,616 9,996,819

Long-Term Debt - Related Party

Long-Term Debt - Related Party (Tables)	3 Months Ended
	Mar. 31, 2020
Debt Disclosure [Abstract]
Schedule of Long-Term Debt	As at March 31, 2020 and December 31, 2019, the long-term debt is as follows: March 31, 2020 December 31, 2019 Long-term debt, net of debt discount $ 14,484 $ 14,845 Less: current portion, net of debt discount 14,484 14,845 $ - $ -
Schedule of Interest Expense	Interest expense, net of interest income recorded in the three months ended March 31, 2020 and 2019 was as follows: Three months ended March 31 2020 2019 Interest expense – related party $ 475 $ 518 Amortization of debt discount – related party 239 255 Interest income (132 ) (293 ) Total interest expense, net of interest income $ 582 $ 480
Schedule of Future Principal Payments of Long-Term Debt	The following table summarizes the future principal payments due under long-term debt: Principal Remaining 2020 $ 14,700 $ 14,700

Stockholders' Equity and Addi_2

Stockholders' Equity and Additional Paid-In Capital (Tables)	3 Months Ended
	Mar. 31, 2020
Stockholders' Equity Note [Abstract]
Schedule of Stock Options Activity	Activity related to stock options is as follows: Number of Weighted Balance outstanding at December 31, 2019 6,471,708 $ 2.79 Granted 4,185,000 $ 1.46 Forfeited (5,773 ) $ 2.20 Balance outstanding at March 31, 2020 10,650,935 $ 2.25 Exercisable at March 31, 2020 4,064,032 $ 3.41
Schedule of Restricted Stock Units	Information relating to RSUs is as follow: Number of Weighted Unvested shares outstanding at December 31, 2019 157,997 $ 2.77 Granted 125,000 $ 1.66 Vested (39,140 ) $ 3.36 Unvested shares outstanding at March 31, 2020 243,857 $ 2.11
Schedule of Fair Value of Options Granted By Using Black-Scholes Option Pricing Assumptions	In determining the amount of stock-based compensation the Company used the Black-Scholes option pricing model to establish the fair value of options granted by applying the following weighted average assumptions: 2020 2019 Volatility 90.12 % 118.12 % Risk free interest rate 1.54 % 2.46 % Expected term in years 5.77 5.77 Expected dividend yield 0.00 % 0.00 % Weighted average fair value per option $ 1.04 $ 1.43
Schedule of Stock-based Compensation Expense	The total stock-based compensation expense recorded in the three months ended March 31, 2020 and 2019 was as follows: Three months ended March 31 2020 2019 Research and development $ 244 $ 228 General and administration 933 1,017 Cost of revenues 10 17 Total stock-based compensation expense $ 1,187 $ 1,262

Revenues and Deferred Revenue (

Revenues and Deferred Revenue (Tables)	3 Months Ended
	Mar. 31, 2020
Revenue from Contract with Customer [Abstract]
Summary of Revenue Comprised	Revenue is comprised of the following: Three months ended March 31 2020 2019 Product revenues $ 180 $ 93 R&D service revenues 235 267 Total revenue $ 415 $ 360
Summary of Revenue Expected to be Recognized in Future Related to Performance Obligations	The following table presents revenues expected to be recognized in the future related to performance obligations, based on current estimates, that are unsatisfied at March 31, 2020: Total Current portion to March 31, 2021 Remaining portion thereafter Product revenues $ 469 $ - $ 469 R&D service revenues 2,854 750 2,104 Total $ 3,323 $ 750 $ 2,573
Summary of Changes in Deferred Revenue	The following table presents changes in the deferred revenue balance for the three months ended March 31, 2020: Balance at December 31, 2019 $ 3,791 Recognition of deferred revenue (231 ) Currency translation (237 ) Balance at March 31, 2020 $ 3,323 Short Term $ 750 Long Term $ 2,573

Commitments and Contingencies (

Commitments and Contingencies (Tables)	3 Months Ended
	Mar. 31, 2020
Commitments and Contingencies Disclosure [Abstract]
Schedule of Lease Cost and Other Information	The discount rate used in measuring the lease liabilities and right of use assets was determined by reviewing our incremental borrowing rate at the initial measurement date. Lease cost: Operating lease costs: Three months ended March 31, 2020 $ 288 Other information: Weighted average remaining lease term 2.19 years Weighted average discount rate 12 %
Summary of Future Undiscounted Cash Payments Reconciled to Lease Liabilities	The following table summarizes future undiscounted cash payments reconciled to the lease liabilities: Year ending December 31 2020 522 2021 673 2022 154 Total $ 1,349 Effect of discounting (132 ) Total lease liability $ 1,217 Less: current portion (579 ) Long term lease liability $ 638

Segment Information (Tables)

Segment Information (Tables)	3 Months Ended
	Mar. 31, 2020
Segment Reporting [Abstract]
Schedule of Revenues from External Customers	Revenues from external customers are attributed to geographic areas based on location of the contracting customers: Three Months Ended March 31, 2020 2019 Israel $ 132 $ 99 China / Hong Kong 231 261 Europe 52 - Total $ 415 $ 360

Nature of Business and Contin_2

Nature of Business and Continuation of Business (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands	1 Months Ended	3 Months Ended
	Apr. 30, 2020	Mar. 31, 2020	Mar. 31, 2019	Dec. 31, 2019
Accumulated deficit		$ 270,746		$ 262,388
Cash flows from operating activities		$ 7,648	$ 14,020
Subsequent Event [Member] | Public Offering [Member]
Common shares issued in public offering	52,272,726
Shares issued price per share	$ 1.10
Gross proceeds from public offering	$ 57,500
Share issuance costs related to offering	3,600
Net cash proceeds from public offering	$ 53,900

Inventory, Net - Schedule of In

Inventory, Net - Schedule of Inventory (Details) - USD ($) $ in Thousands	Mar. 31, 2020	Dec. 31, 2019
Inventory Disclosure [Abstract]
Finished goods	$ 36	$ 58
Work-in-process	10	237
Raw materials	598	780
Inventory, net	$ 644	$ 1,075

Intangible Assets and Goodwil_2

Intangible Assets and Goodwill (Details Narrative) $ in Thousands	3 Months Ended
	Mar. 31, 2020USD ($)
Goodwill [Member]
Decrease in Foreign currency translation adjustment	$ 176
IPR&D Assets [Member]
Decrease in Foreign currency translation adjustment	$ 4,817

Intangible Assets and Goodwil_3

Intangible Assets and Goodwill - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2020	Dec. 31, 2019
Intangible assets, Gross	$ 62,169	$ 62,169
Accumulated Amortization	(536)	(521)
Cumulative Impairment Charge	(300)	(300)
Cumulative Currency Translation	(5,415)	(592)
Intangible assets, Net	55,918	60,756
Patents [Member]
Intangible assets, Gross	669	669
Accumulated Amortization	(536)	(521)
Cumulative Impairment Charge
Cumulative Currency Translation	24	30
Intangible assets, Net	157	178
IPR&D Assets [Member]
Intangible assets, Gross	61,500	61,500
Accumulated Amortization
Cumulative Impairment Charge	(300)	(300)
Cumulative Currency Translation	(5,439)	(622)
Intangible assets, Net	$ 55,761	$ 60,578

Intangible Assets and Goodwil_4

Intangible Assets and Goodwill - Schedule of Goodwill (Details) - USD ($) $ in Thousands	Mar. 31, 2020	Dec. 31, 2019
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill, gross carrying amount	$ 8,714	$ 8,714
Goodwill, cumulative impairment charge	(6,292)	(6,292)
Goodwill, cumulative currency translation	(390)	(214)
Goodwill, net book value	$ 2,032	$ 2,208

Other Current Liabilities - Sch

Other Current Liabilities - Schedule of Other Current Liabilities (Details) - USD ($) $ in Thousands	Mar. 31, 2020	Dec. 31, 2019
Other Liabilities Disclosure [Abstract]
Accrued research and development expenses (including clinical trial accrued expenses)	$ 9,693	$ 9,247
Payroll and employee-related costs	1,359	2,184
Other current liabilities	955	830
Total Other current liabilities	$ 12,007	$ 12,261

Loss Per Share of Common Shar_3

Loss Per Share of Common Shares - Schedule of Antidilutive Weighted Average Shares Outstanding (Details) - shares	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Antidilutive weighted average shares outstanding	13,513,616	9,996,819
Warrants [Member]
Antidilutive weighted average shares outstanding	2,618,824	2,618,824
Stock Options and Equity Awards [Member]
Antidilutive weighted average shares outstanding	10,894,792	7,377,995

Long-Term Debt - Related Part_2

Long-Term Debt - Related Party (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands	Jan. 31, 2019	Jul. 17, 2018	Dec. 06, 2016	Mar. 31, 2020	Dec. 31, 2019	May 06, 2016	Jul. 25, 2014
Unamortized debt discount				$ 216	$ 455
Debt interest expense				4,018
Fair Value, Inputs, Level 3 [Member]
Fair value of outstanding debt				14,376	$ 15,272
Second Amended Credit Facility [Member]
Number of warrants issued to purchase common stock shares		363,771
Warrants to purchase common shares original expiration date description		Original expiration date of July 25, 2019 to December 6, 2021.
Increase in debt discount		$ 386
Second Amended Credit Facility [Member] | Extended Maturity For Interest [Member]
Debt instrument, extension date, description		May 31, 2018 to December 31, 2018
Third Amended Credit Facility [Member]
Exercise price of warrants	$ 2.75
Increase in debt discount	$ 179
Term loan maturity date	Jun. 30, 2020
Third Amended Credit Facility [Member] | Warrants Exercise Price 4.13 [Member]
Number of warrants issued to purchase common stock shares			363,771				363,771
Exercise price of warrants			$ 4.13				$ 4.13
Third Amended Credit Facility [Member] | Warrants Exercise Price 3.355 [Member]
Number of warrants issued to purchase common stock shares			1,341,282
Exercise price of warrants			$ 3.355
Third Amended Credit Facility [Member] | Extended Maturity For Interest [Member]
Debt instrument, extension date, description	The Amended Credit Facility (the "Third Amendment") to i) extend the period the Company is required to pay only the interest on the loan from December 31, 2018 to January 31, 2020, ii) extend the maturity of the term loan to June 30, 2020
Perceptive Credit Holdings, LP [Member] | Amended Credit Facility [Member]
Line of credit maximum borrowing capacity						$ 6,000
Proceeds from line of credit			$ 13,200
Line of credit remaining balance			1,800
Debt issuance costs			360
Exit fee			300	$ 300
Unamortized debt discount			3,453
Debt instrument, extension date, description				This term loan facility maturity date has been extended from December 6, 2019 to June 30, 2020
Term loan maturity date				Jun. 30, 2020
Long term debt, gross				$ 14,700
Term loan annual interest rate description				The principal amount of the loan made under the Amended Credit Facility accrues interest at an annual rate equal to the greater of (a) one-month LIBOR (subject to a 5.00% cap) or (b) 1.00%, plus the Applicable Margin. The Applicable Margin will be 11.00%.
Term loan interest rate				12.625%
Perceptive Credit Holdings, LP [Member] | Amended Credit Facility [Member] | Interest Cap [Member]
Debt instrument, variable rate				5.00%
Perceptive Credit Holdings, LP [Member] | Amended Credit Facility [Member] | LIBOR [Member]
Debt instrument, variable rate				1.00%
Variable rate, description				one-month LIBOR
Perceptive Credit Holdings, LP [Member] | Amended Credit Facility [Member] | Applicable Margin [Member]
Debt instrument, variable rate				11.00%
Increase in interest rate, percentage				4.00%
Perceptive Credit Holdings, LP [Member] | Amended Credit Facility [Member] | Warrants [Member]
Proceeds from issuance of warrants			$ 2,793
Perceptive Credit Holdings, LP [Member] | Amended Credit Facility [Member] | Warrant One [Member]
Number of warrants issued to purchase common stock shares			363,771
Exercise price of warrants			$ 4.13
Perceptive Credit Holdings, LP [Member] | Amended Credit Facility [Member] | Warrant Two [Member]
Number of warrants issued to purchase common stock shares			1,341,282
Exercise price of warrants			$ 3.355

Long-Term Debt - Related Part_3

Long-Term Debt - Related Party - Schedule of Long-Term Debt (Details) - USD ($) $ in Thousands	Mar. 31, 2020	Dec. 31, 2019
Debt Disclosure [Abstract]
Long-term debt, net of debt discount	$ 14,484	$ 14,845
Less: current portion, net of debt discount	14,484	14,845
Long-term debt

Long-Term Debt - Related Part_4

Long-Term Debt - Related Party - Schedule of Interest Expense (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Debt Disclosure [Abstract]
Interest expense - related party	$ 475	$ 518
Amortization of debt discount - related party	239	255
Interest income	(132)	(293)
Total interest expense, net of interest income	$ 582	$ 480

Long-Term Debt - Related Part_5

Long-Term Debt - Related Party - Schedule of Future Principal Payments of Long-Term Debt (Details) - USD ($) $ in Thousands	Mar. 31, 2020	Dec. 31, 2019
Total	$ 14,484	$ 14,845
Long-term Debt [Member]
Remaining 2020	14,700
Total	$ 14,700

Stockholders' Equity and Addi_3

Stockholders' Equity and Additional Paid-In Capital (Details Narrative)	3 Months Ended
	Mar. 31, 2020shares
2006 Plan [Member]
Number of options outstanding	993,666
2013 Plan [Member]
Number of options outstanding
2014 Plan [Member]
Number of options outstanding	521,242
2016 Plan [Member]
Number of options outstanding	9,136,027
Maximum percentage of common shares issued and outstanding	10.00%
Maximum percentage of options granted	10.00%
Number of common shares available for issuance	5,709,125
2016 VBI Equity Incentive Plan [Member] | Restricted Stock Units (RSUs) [Member]
Unvested shares	243,857

Stockholders' Equity and Addi_4

Stockholders' Equity and Additional Paid-In Capital - Schedule of Stock Options Activity (Details) - Stock Options [Member]	3 Months Ended
	Mar. 31, 2020$ / sharesshares
Number of Stock Options Outstanding, Beginning Balance | shares	6,471,708
Number of Stock Options, Granted | shares	4,185,000
Number of Stock Options, Forfeited | shares	(5,773)
Number of Stock Options Outstanding, Ending Balance | shares	10,650,935
Number of Stock Options, Exercisable | shares	4,064,032
Weighted Average Exercise Price, Beginning Balance | $ / shares	$ 2.79
Weighted Average Exercise Price, Granted | $ / shares	1.46
Weighted Average Exercise Price, Forfeited | $ / shares	2.20
Weighted Average Exercise Price, Ending Balance | $ / shares	2.25
Weighted Average Exercise Price, Exercisable | $ / shares	$ 3.41

Stockholders' Equity and Addi_5

Stockholders' Equity and Additional Paid-In Capital - Schedule of Restricted Stock Units (Details) - $ / shares	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Weighted Average Fair Value at Grant Date, Granted	$ 1.04	$ 1.43
Restricted Stock Units (RSUs) [Member]
Number of Stock Awards, Unvested shares outstanding beginning balance	157,997
Number of Stock Awards, Granted	125,000
Number of Stock Awards, Vested	(39,140)
Number of Stock Awards, Unvested shares outstanding ending balance	243,857
Weighted Average Fair Value at Grant Date, Unvested shares outstanding beginning balance	$ 2.77
Weighted Average Fair Value at Grant Date, Granted	1.66
Weighted Average Fair Value at Grant Date, Vested	3.36
Weighted Average Fair Value at Grant Date, Unvested shares outstanding	$ 2.11

Stockholders' Equity and Addi_6

Stockholders' Equity and Additional Paid-In Capital - Schedule of Fair Value of Options Granted By Using Black-Scholes Option Pricing Assumptions (Details) - $ / shares	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Stockholders' Equity Note [Abstract]
Volatility	90.12%	118.12%
Risk free interest rate	1.54%	2.46%
Expected term in years	5 years 9 months 7 days	5 years 9 months 7 days
Expected dividend yield	0.00%	0.00%
Weighted average fair value per option	$ 1.04	$ 1.43

Stockholders' Equity and Addi_7

Stockholders' Equity and Additional Paid-In Capital - Schedule of Stock-based Compensation Expense (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Total stock-based compensation expense	$ 1,187	$ 1,262
Research and Development [Member]
Total stock-based compensation expense	244	228
General and Administration [Member]
Total stock-based compensation expense	933	1,017
Cost of Revenues [Member]
Total stock-based compensation expense	$ 10	$ 17

Revenues and Deferred Revenue_2

Revenues and Deferred Revenue (Details Narrative) $ in Thousands	Dec. 04, 2018USD ($)PerformanceObligationshares	Mar. 31, 2020USD ($)	Dec. 31, 2019USD ($)
Remaining performance obligation, deemed to be initial transaction price		$ 3,323
Total deferred revenue		3,323	$ 3,791
License Agreement [Member] | Brii Bio [Member]
Non-refundable upfront payment	$ 11,000
Stock issued for the agreement, shares | shares	2,295,082
Stock issued for the agreement	$ 3,600
Remaining performance obligation, deemed to be initial transaction price	$ 7,400
Number of performance obligations | PerformanceObligation	2
Additional potential regulatory and sales milestone payments	$ 117,500
Collaboration and License Agreement [Member]
Unsatisfied amount of research and development services		2,700
Total deferred revenue		$ 3,300
R&D Services [Member] | License Agreement [Member] | Brii Bio [Member]
Remaining performance obligation, deemed to be initial transaction price	4,800
VBI-2601 [Member] | License Agreement [Member] | Brii Bio [Member]
Remaining performance obligation, deemed to be initial transaction price	$ 2,600

Revenues and Deferred Revenue -

Revenues and Deferred Revenue - Summary of Revenue Comprised (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Revenues	$ 415	$ 360
Product Revenues [Member]
Revenues	180	93
R&D Service Revenues [Member]
Revenues	$ 235	$ 267

Revenues and Deferred Revenue_3

Revenues and Deferred Revenue - Summary of Revenue Expected to be Recognized in Future Related to Performance Obligations (Details) $ in Thousands	Mar. 31, 2020USD ($)
Revenue remaining performance obligations	$ 3,323
Current Portion to March 31, 2021 [Member]
Revenue remaining performance obligations	750
Remaining Portion Thereafter [Member]
Revenue remaining performance obligations	2,573
Product Revenues [Member]
Revenue remaining performance obligations	469
Product Revenues [Member] | Current Portion to March 31, 2021 [Member]
Revenue remaining performance obligations
Product Revenues [Member] | Remaining Portion Thereafter [Member]
Revenue remaining performance obligations	469
R&D Service Revenues [Member]
Revenue remaining performance obligations	2,854
R&D Service Revenues [Member] | Current Portion to March 31, 2021 [Member]
Revenue remaining performance obligations	750
R&D Service Revenues [Member] | Remaining Portion Thereafter [Member]
Revenue remaining performance obligations	$ 2,104

Revenues and Deferred Revenue_4

Revenues and Deferred Revenue - Summary of Changes in Deferred Revenue (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2020USD ($)
Revenue from Contract with Customer [Abstract]
Balance at December 31, 2019	$ 3,791
Recognition of deferred revenue	(231)
Currency translation	(237)
Balance at March 31, 2020	3,323
Short Term	750
Long Term	$ 2,573

Collaboration Arrangements (Det

Collaboration Arrangements (Details Narrative) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Research and development expenses	$ 3,193	$ 9,040
Collaboration Agreement [Member]
Research and development expenses	$ 142

Income Taxes (Details Narrative

Income Taxes (Details Narrative)	3 Months Ended
	Mar. 31, 2020
Income Tax Disclosure [Abstract]
Statutory income tax rate	26.50%
Federal income tax rate	0.00%

Commitments and Contingencies_2

Commitments and Contingencies (Details Narrative) $ in Thousands	Sep. 05, 2019	Sep. 13, 2018USD ($)VaccinatedChildren	Mar. 31, 2020
Lease expires date	Dec. 31, 2022
Operating lease option to extend	The term of the lease was extended until December 31, 2022, with an option to extend the lease for one additional period of three years.
Office Facility Lease Agreement [Member] | United States [Member]
Lease expires date			Apr. 30, 2020
Manufacturing Facility Lease Agreement [Member] | United States [Member]
Lease expires date			Jan. 31, 2022
Operating lease option to extend			Our manufacturing facility lease agreement expires on January 31, 2022, which includes one five-year option to extend until January 31, 2027.
Lease Agreement [Member]
Lease expires date			Dec. 31, 2019
Operating lease option to extend			The lease agreement for our research facility in Canada, which comprises of office and laboratory space, had an initial term ending on December 31, 2019 with the option to extend the term for two periods of three years.
Sci-B-Vac [Member]
Number of children vaccinated | VaccinatedChildren		428,000
Seeking damages		$ 527,209
Sci-B-Vac [Member] | NIS Currency [Member]
Seeking damages		$ 1,879,500

Commitments and Contingencies -

Commitments and Contingencies - Schedule of Lease Cost and Other Information (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2020USD ($)
Commitments and Contingencies Disclosure [Abstract]
Operating lease costs	$ 288
Weighted average remaining lease term	2 years 2 months 8 days
Weighted average discount rate	12.00%

Commitments and Contingencies_3

Commitments and Contingencies - Summary of Future Undiscounted Cash Payments Reconciled to Lease Liabilities (Details) - USD ($) $ in Thousands	Mar. 31, 2020	Dec. 31, 2019
Commitments and Contingencies Disclosure [Abstract]
2020	$ 522
2021	673
2022	154
Total	1,349
Effect of discounting	(132)
Total lease liability	1,217
Less: current portion	(579)	$ (642)
Long term lease liability	$ 638	$ 817

Segment Information (Details Na

Segment Information (Details Narrative) $ in Thousands	3 Months Ended
	Mar. 31, 2020USD ($)Segment	Mar. 31, 2019USD ($)
Number of operating segment | Segment	1
Revenue	$ 415	$ 360
Canada [Member]
Revenue

Segment Information - Schedule

Segment Information - Schedule of Revenues from External Customers (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Revenue	$ 415	$ 360
Israel [Member]
Revenue	132	99
China / Hong Kong [Member]
Revenue	231	261
Europe [Member]
Revenue	$ 52

Subsequent Events (Details Narr

Subsequent Events (Details Narrative) - Subsequent Event [Member] $ / shares in Units, $ in Thousands	1 Months Ended
	Apr. 30, 2020USD ($)$ / sharesshares
National Services Corporation [Member]
Number of warrants to purchase common shares | shares	705,000
Warrants exercise price, per share | $ / shares	$ 1.50
Public Offering [Member]
Common shares issued in public offering | shares	52,272,726
Shares issued price per share | $ / shares	$ 1.10
Gross proceeds from public offering	$ 57,500
Share issuance costs related to offering	3,600
Net cash proceeds from public offering	$ 53,900