VBI Vaccines (VBIVQ) 10-Q 9 May 22 2022 Q1 Quarterly report Financial data

Cover

Cover - shares	3 Months Ended
	Mar. 31, 2022	May 09, 2022
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Mar. 31, 2022
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2022
Current Fiscal Year End Date	--12-31
Entity File Number	001-37769
Entity Registrant Name	VBI Vaccines Inc/BC
Entity Central Index Key	0000764195
Entity Tax Identification Number	00-0000000
Entity Incorporation, State or Country Code	A1
Entity Address, Address Line One	160 Second Street
Entity Address, City or Town	Cambridge
Entity Address, State or Province	MA
Entity Address, Postal Zip Code	02142
City Area Code	617
Local Phone Number	830-3031
Title of 12(b) Security	Common Shares, no par value per share
Trading Symbol	VBIV
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		258,257,494

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
CURRENT ASSETS
Cash and cash equivalents	$ 101,337	$ 121,694
Accounts receivable, net	102	8
Inventory, net	4,057	2,576
Prepaid expenses	2,167	2,373
Other current assets	4,684	3,633
Total current assets	112,347	130,284
NON-CURRENT ASSETS
Other long-term assets	1,446	1,259
Property and equipment, net	10,846	11,037
Right of use assets	3,846	3,344
Intangible assets, net	63,218	62,091
Goodwill	2,303	2,261
Total non-current assets	81,659	79,992
TOTAL ASSETS	194,006	210,276
CURRENT LIABILITIES
Accounts payable	3,927	4,280
Other current liabilities	23,733	26,941
Current portion of deferred revenues	649	526
Current portion of long-term debt	4,744
Current portion of lease liability	938	839
Total current liabilities	33,991	32,586
NON-CURRENT LIABILITIES
Deferred revenues, net of current portion	2,168	2,277
Long-term debt, net of debt discount and current portion	24,788	28,441
Lease liability, net of current portion	2,921	2,516
Liabilities for severance pay	574	574
Total non-current liabilities	30,451	33,808
COMMITMENTS AND CONTINGENCIES (NOTE 14)
STOCKHOLDERS’ EQUITY
Common shares (unlimited authorized; no par value) (March 31, 2022 - issued and outstanding 258,257,494; December 31, 2021 - issued and outstanding 258,250,273)	442,272	442,235
Additional paid-in capital	81,314	81,583
Accumulated other comprehensive (loss) income	3,538	(1,565)
Accumulated deficit	(397,560)	(378,371)
Total stockholders’ equity	129,564	143,882
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$ 194,006	$ 210,276

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	3 Months Ended	12 Months Ended
	Mar. 31, 2022	Dec. 31, 2021
Statement of Financial Position [Abstract]
Common Stock, shares authorized	Unlimited	Unlimited
Common stock, no par value	$ 0	$ 0
Common stock, shares issued	258,257,494	258,250,273
Common stock, shares outstanding	258,257,494	258,250,273

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Income Statement [Abstract]
Revenues	$ 126	$ 301
Operating expenses:
Cost of revenues	2,754	2,412
Research and development	2,362	6,839
General and administrative	10,930	6,747
Total operating expenses	16,046	15,998
Loss from operations	(15,920)	(15,697)
Interest expense, net of interest income	(940)	(1,812)
Foreign exchange loss	(4,394)	(138)
Loss before income taxes	(21,254)	(17,647)
Income tax expense
NET LOSS	(21,254)	(17,647)
Other comprehensive income	5,103	343
COMPREHENSIVE LOSS	$ (16,151)	$ (17,304)
Net loss per share of common shares, basic and diluted	$ (0.08)	$ (0.07)
Weighted-average number of common shares outstanding, basic and diluted	258,256,692	251,292,761

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) $ in Thousands	Common Stock [Member]	Additional Paid-in Capital [Member]	AOCI Attributable to Parent [Member]	Retained Earnings [Member]	Total
Beginning balance, value at Dec. 31, 2020	$ 403,528	$ 75,530	$ 1,265	$ (308,618)	$ 171,705
Beginning balance, shares at Dec. 31, 2020	247,039,010
Stock-based compensation	$ 51	2,088			2,139
Net loss				(17,647)	(17,647)
Currency translation adjustments			397		397
Common shares issued in financing transactions, net of share issuance costs	$ 21,417				21,417
Common shares issued in financing transaction, net of issuance costs, shares	5,752,068
Common shares issued upon exercise of warrants	$ 52				52
Common shares issued upon exercise of warrants, shares	34,494
Common shares issued upon of conversion of long-term debt	$ 2,000				2,000
Common shares issued upon of conversion of long-term debt, shares	1,369,863
Unrealized holding loss on short-term investments			(54)		(54)
Ending balance, value at Mar. 31, 2021	$ 427,048	77,618	1,608	(326,265)	180,009
Ending balance, shares at Mar. 31, 2021	254,195,435
Beginning balance, value at Dec. 31, 2021	$ 442,235	81,583	(1,565)	(378,371)	143,882
Beginning balance, shares at Dec. 31, 2021	258,250,273
Adjustments for prior periods from adoption of ASU 2020-06		(2,746)		2,065	(681)
Common shares issued upon exercise of options	$ 12				12
Common shares issued up on exercise of options, shares	7,221
Stock-based compensation	$ 25	2,477			2,502
Net loss				(21,254)	(21,254)
Currency translation adjustments			5,103		5,103
Common shares issued upon of conversion of long-term debt
Ending balance, value at Mar. 31, 2022	$ 442,272	$ 81,314	$ 3,538	$ (397,560)	$ 129,564
Ending balance, shares at Mar. 31, 2022	258,257,494

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$ (21,254)	$ (17,647)
Adjustments to reconcile net loss to cash and cash equivalents used in operating activities:
Depreciation and amortization	473	446
Stock-based compensation	2,502	2,139
Amortization of debt discount	410	1,611
Inventory reserve	220	122
Interest accrued on short-term investments		(111)
Unrealized foreign exchange loss	4,297	165
Net change in operating working capital items:
Change in accounts receivable	(94)	(100)
Change in inventory	(1,744)	(214)
Change in prepaid expenses	209	486
Change in other current assets	(928)	616
Change in other long-term assets	(197)	(152)
Change in operating right of use assets	342	270
Change in accounts payable	(459)	(2,114)
Change in deferred revenues	(11)	(103)
Change in other current liabilities	(3,350)	8,211
Payments made on operating lease liabilities	(341)	(269)
Net cash flows used in operating activities	(19,925)	(6,644)
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of property and equipment	(515)	(556)
Net cash flows used in investing activities	(515)	(556)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issuance of common shares for cash		22,113
Share issuance costs		(541)
Proceeds from issuance of common shares for cash, upon exercise of options	12	52
Net cash flows provided by financing activities	12	21,624
Effect of exchange rates on cash and cash equivalents	71	(23)
CHANGE IN CASH AND CASH EQUIVALENTS, FOR THE PERIOD	(20,357)	14,401
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD	121,694	93,825
CASH AND CASH EQUIVALENTS, END OF PERIOD	101,337	108,226
Supplementary information:
Interest paid	604	403
Non-cash investing and financing activities:
Adjustments for prior periods from adoption of ASU 2020-06	681
Common shares issued upon conversion of debt		2,000
Capital expenditures included in accounts payable and other current liabilities	146	119
Share issuance costs included in other current liabilities	67	155
Unrealized holding gains on short term investment		$ (54)

NATURE OF BUSINESS AND CONTINUA

NATURE OF BUSINESS AND CONTINUATION OF BUSINESS	3 Months Ended
	Mar. 31, 2022
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”); and SciVac Ltd. an Israeli company (“SciVac”); SciVac Hong Kong Limited (“SciVac HK”) and VBI Vaccines B.V a Netherlands company (“VBI BV”), 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 160 Second Street, Floor 3, 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 Vaccines Inc. (“VBI”) is a commercial stage biopharmaceutical company driven by immunology in the pursuit of prevention and treatment of disease. Through its innovative approach to virus-like particles (“VLPs”), including a proprietary enveloped VLP (“eVLP”) platform technology, VBI develops vaccine candidates that mimic the natural presentation of viruses, designed to elicit the innate power of the human immune system. VBI is committed to targeting and overcoming significant infectious diseases, including hepatitis B (“HBV”), COVID-19 and coronaviruses, and cytomegalovirus (“CMV”), as well as aggressive cancers including glioblastoma (“GBM”). VBI is headquartered in Cambridge, Massachusetts, with research operations in Ottawa, Canada, and a research and manufacturing site in Rehovot, Israel. The ongoing COVID-19 pandemic has materially negatively affected and continues to affect the global economy, and there is continued severe uncertainty about the duration and intensity of the impacts of the pandemic. As a result, the Company’s business and results of operations have also been adversely affected and could continue to be adversely affected by COVID-19 which has necessitated restricting the number of personnel in the Company’s research laboratories and manufacturing facility at any given point in time, and has slowed recruitment to clinical trials. The extent to which the COVID-19 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, the recoverability of our assets, and our manufacturing; however, the COVID-19 pandemic may continue to disrupt or delay our business operations, including with respect to efforts relating to potential business development transactions, and it could continue to disrupt the marketplace which could have an 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 and commercialization of its products. The Company had an accumulated deficit of $ 397,560 as of March 31, 2022 and cash outflows from operating activities of $ 19,925 for the three months ended March 31, 2022. The Company will require significant additional funds to conduct clinical and non-clinical trials, commercially launch our products, and achieve regulatory approvals. The Company plans to finance near term future operations with existing cash and cash equivalent reserves. Additional financing may be obtained from the issuance of equity securities, the issuance of additional debt, structured asset financings, government or non-governmental organization grants or 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 condensed 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. Financial instruments recognized in the condensed consolidated balance sheet consist of cash and cash equivalents, short-term investments, 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 other long-term assets approximate their respective fair values.

SIGNIFICANT ACCOUNTING POLICIES

SIGNIFICANT ACCOUNTING POLICIES	3 Months Ended
	Mar. 31, 2022
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 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, 2021 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, 2021 (the “2021 10-K”), as filed with the SEC on March 7, 2022. The condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries: VBI DE, VBI US, VBI Cda, SciVac, SciVac HK, and VBI BV. Intercompany balances and transactions between the Company and its subsidiaries are eliminated in the condensed consolidated financial statements. Certain items previously reported in specific financial statement captions have been reclassified to conform to the current presentation. 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 2021 10-K, and there have been no changes to the Company’s significant accounting policies during the three months ended March 31, 2022, other than the polices discussed below.

NEW ACCOUNTING PRONOUNCEMENTS

NEW ACCOUNTING PRONOUNCEMENTS	3 Months Ended
	Mar. 31, 2022
Accounting Changes and Error Corrections [Abstract]
NEW ACCOUNTING PRONOUNCEMENTS	3. NEW ACCOUNTING PRONOUNCEMENTS Recently Adopted Accounting Pronouncements In August 2020, the FASB issued ASU No. 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (“ASU 2020-06”), which simplifies the accounting for certain financial instruments with characteristics of liabilities and equity, including certain convertible instruments and contracts on an entity’s own equity. Specifically, the new standard has removed the separation models required for convertible debt with cash conversion features and convertible instruments with beneficial conversion features. It has also removed certain settlement conditions that are currently required for equity contracts to qualify for the derivative scope exception and simplifies the diluted earnings per share calculation for convertible instruments. On January 1, 2022, the Company adopted ASU 2020-06 using the modified retrospective method and recognized a cumulative effect of initially applying the ASU as an adjustment to the January 1, 2022 opening balance of accumulated deficit. Our conversion option that was previously bifurcated and recorded as a debt discount and additional paid-in capital has now been combined as a single instrument classified as a liability. The Company eliminated the beneficial conversion feature from additional paid-in capital; eliminated the interest accretion on the beneficial conversion feature through December 31, 2021 from the opening balance of accumulated deficit; and eliminated the corresponding debt discount. The prior period consolidated financial statements have not been retrospectively adjusted and continue to be reported under the accounting standards in effect for those periods. Accordingly, the cumulative effect of the changes made on our January 1, 2022 condensed consolidated balance sheet for the adoption of the ASU was as follows: SCHEDULE OF CUMULATIVE EFFECT OF CHANGES ON CONSOLIDATED BALANCE SHEETS Balance as at December 31, 2021 Adjustments from adoption of ASU 2020-06 Balance as at January 1, 2022 Liabilities Long-term debt, net of debt discount $ 28,441 $ 681 $ 29,122 Stockholders’ equity Additional paid-in capital $ 81,583 $ (2,746 ) $ 78,837 Accumulated deficit $ (378,371 ) $ 2,065 $ (376,306 ) Recently Issued Accounting Standards, not yet Adopted In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“2016-13”). The amendments in ASU 2016-13, among other things, require the measurement of all expected credit losses for financial assets held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts. Financial institutions and other organizations will now use forward-looking information to better inform their credit loss estimates. Many of the loss estimation techniques applied today will still be permitted, although the inputs to those techniques will change to reflect the full amount of expected credit losses. ASU 2016-13 will be effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The Company is currently evaluating the potential impact of ASU 2016-13 on its condensed consolidated financial statements.

INVENTORY, NET

INVENTORY, NET	3 Months Ended
	Mar. 31, 2022
Inventory Disclosure [Abstract]
INVENTORY, NET	4. INVENTORY, NET Inventory consists of the following: SCHEDULE OF INVENTORY March 31, 2022 December 31, Finished goods $ 305 $ - Work-in-process 866 645 Raw materials 2,886 1,931 Total $ 4,057 $ 2,576

OTHER CURRENT ASSETS

OTHER CURRENT ASSETS	3 Months Ended
	Mar. 31, 2022
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
OTHER CURRENT ASSETS	5. OTHER CURRENT ASSETS Other current assets consisted of the following: SCHEDULE OF OTHER CURRENT ASSETS March 31, 2022 December 31, Government receivables $ 2,769 $ 1,438 Other current assets 1,915 2,195 Total $ 4,684 $ 3,633

INTANGIBLE ASSETS AND GOODWILL

INTANGIBLE ASSETS AND GOODWILL	3 Months Ended
	Mar. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]
INTANGIBLE ASSETS AND GOODWILL	6. INTANGIBLE ASSETS AND GOODWILL SCHEDULE OF INDEFINITE LIVED INTANGIBLE ASSETS INCLUDING CUMULATIVE IMPAIRMENT AND CURRENCY TRANSLATION March 31, 2022 Gross Carrying Accumulated Cumulative Cumulative Net Book Patents $ 669 $ (678 ) $ - $ 47 $ 38 IPR&D assets 61,500 - (300 ) 1,980 63,180 $ 62,169 $ (678 ) $ (300 ) $ 2,027 $ 63,218 December 31, 2021 Gross Accumulated Cumulative Cumulative Net Book Patents $ 669 $ (660 ) $ - $ 47 $ 56 IPR&D assets 61,500 - (300 ) 835 62,035 $ 62,169 $ (660 ) $ (300 ) $ 882 $ 62,091 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, 2021 relates to currency translation adjustments which increased by $ 1,145 SCHEDULE OF GOODWILL March 31, 2022 Gross Carrying Amount Cumulative Impairment Cumulative Translation Net Book Goodwill $ 8,714 $ (6,292 ) $ (119 ) $ 2,303 December 31, 2021 Gross Cumulative Impairment Cumulative Translation Net Book Goodwill $ 8,714 $ (6,292 ) $ (161 ) $ 2,261 The change in carrying value for goodwill from December 31, 2021 relates to currency translation adjustments which increased by $ 42

OTHER CURRENT LIABILITIES

OTHER CURRENT LIABILITIES	3 Months Ended
	Mar. 31, 2022
Other Liabilities Disclosure [Abstract]
OTHER CURRENT LIABILITIES	7. OTHER CURRENT LIABILITIES Other current liabilities consisted of the following: SCHEDULE OF OTHER CURRENT LIABILITIES March 31, December 31, Accrued research and development expenses (including clinical trial accrued expenses) $ 7,334 $ 8,196 Accrued professional fees 3,906 2,294 Payroll and employee-related costs 2,495 4,805 Deferred funding 8,657 10,183 Other current liabilities 1,341 1,463 Total $ 23,733 $ 26,941

LOSS PER SHARE OF COMMON SHARES

LOSS PER SHARE OF COMMON SHARES	3 Months Ended
	Mar. 31, 2022
Earnings Per Share [Abstract]
LOSS PER SHARE OF COMMON SHARES	8. 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 10, Stockholders’ Equity and Additional Paid-in Capital. The following potentially dilutive securities outstanding at March 31, 2022 and 2021 have been excluded from the computation of diluted weighted average shares outstanding, as they would be antidilutive: SCHEDULE OF ANTI-DILUTIVE WEIGHTED AVERAGE SHARES OUTSTANDING March 31, March 31, Warrants 1,384,469 3,163,172 Stock options and restricted stock units 23,390,983 18,139,335 K2 conversion feature 1,369,863 1,369,863 Total 26,145,315 22,672,370

LONG-TERM DEBT

LONG-TERM DEBT	3 Months Ended
	Mar. 31, 2022
Debt Disclosure [Abstract]
LONG-TERM DEBT	9. LONG-TERM DEBT As of March 31, 2022, and December 31, 2021, the long-term debt is as follows: SCHEDULE OF LONG-TERM DEBT March 31, December 31, Long-term debt, net of debt discount of $ 2,692 3,783 $ 29,532 $ 28,441 Less: current portion, net of debt discount of $ 396 0 4,744 - Long-term debt $ 24,788 $ 28,441 On May 22, 2020, the Company (along with its subsidiary VBI Cda) entered into the Loan and Guaranty Agreement (the “Loan Agreement”) with K2 HealthVentures LLC and any other lender from time-to-time party thereto (the “Lenders”) pursuant to which we received the first tranche secured term loan of $ 20,000 (the “First Tranche Term Loan”). The Lenders originally agreed to make available the following additional tranches subject to the following conditions and upon the submission of a loan request by the Company: (1) up to $ 10,000 available between January 1, 2021 and April 30, 2021 upon achievement of certain milestones (the “Second Tranche Term Loan”), (2) $ 10,000 available between the closing date and December 31, 2021, subject to achievement of a certain U.S. Food and Drug Administration (“FDA”) approval (the “Third Tranche Term Loan”), and (3) a final tranche of up to $ 10,000 that could be made available any time prior to June 30, 2022, subject to the advance of the Third Tranche Term Loan, satisfactory review by the administrative agent of our financial and operating plan, and approval by the Lenders’ investment committee. The Company obtained FDA approval on November 30, 2021 but elected not to draw down the Third Tranche Term Loan. As the Third Tranche Term Loan availability period has passed, the final tranche will not be made available. Pursuant to the Loan Agreement, the Lenders originally had the ability to convert, at the Lenders’ option, up to $ 4,000 of the secured term loan into common shares of the Company at a conversion price of $ 1.46 per share (“K2 conversion feature”) until the maturity date of June 1, 2024 . On February 3, 2021, pursuant to the Loan Agreement, the Lenders, converted $ 2,000 of the secured term loan into 1,369,863 common shares at a conversion price of $ 1.46 . The Lenders have the ability to convert an additional $ 2,000 at the Lenders’ option. On May 17, 2021, the Company entered into the First Amendment with the Lenders to: (1) increase the Second Tranche Term Loan from $ 10,000 12,000 7.75 4.50 July 1, 2022 January 1, 2023 In connection with the Loan Agreement, on May 22, 2020, the Company issued the Lenders a warrant to purchase up to 625,000 1.12 312,500 937,500 1.12 May 22, 2030 The total proceeds attributed to the Original K2 Warrant was $ 1,181 based on the relative fair value of the Original K2 Warrant as compared to the sum of the fair values of the Original K2 Warrant, K2 conversion feature and debt. The effective conversion price of the K2 conversion feature of $ 1.52 was determined to be less than the fair value of the underlying common stock at the date of commitment, resulting in a beneficial conversion feature (“BCF”) at that date. The intrinsic value of the BCF was $ 2,577 and recorded to additional paid-in capital. The Original K2 Warrant and the K2 conversion feature resulted in the debt being issued at a discount. The Company also incurred $ 1,021 of debt issuance costs and is required to make a final payment equal to 6.95 % of the aggregate original secured term loan principal on the maturity date of the term loan, or upon earlier prepayment of the term loans in accordance with the Loan Agreement, resulting in an additional discount of $ 1,390 related to the First Tranche Term Loan. The total initial debt discount was $ 6,169 . As discussed in Note 3, upon adoption of ASU 2020-06, effective January 1, 2022, the BCF was eliminated from additional paid-in capital and the debt discount. The Second Tranche Term Loan, issued pursuant to the Loan Agreement as amended by the First Amendment, resulted in the Company incurring an additional $ 20 of debt issuance costs, $ 150 of third-party costs and being required to make a final payment of $ 834 , which is equal to 6.95 % of the Second Tranche Term Loan. The Company accounted for the First Amendment as a debt modification and as a result the debt discount was increased by $ 1,721 . This amount represents: (1) the incremental fair value of the Restated K2 Warrant of $ 867 ; (2) the increased final payment of $ 834 related to the Second Tranche Term Loan; and (3) debt issuance costs of $ 20 . The third-party costs were expensed in general and administration in the condensed consolidated statement of operations and comprehensive loss. The total principal amount of the loan under the Loan Agreement, as amended by the First Amendment, outstanding at March 31, 2022, including the $ 2,224 32,224 8.25 5.00 7.75 4.50 8.50 8.00 January 1, 2023 30,000 13.75 Upon the occurrence of an Event of Default, and during the continuance of an Event of Default, the applicable rate of interest, described above, will be increased by 5.00 June 1, 2024 The obligations under the Loan Agreement, as amended by the First Amendment, are secured on a senior basis by a lien on substantially all of the assets of the Company and its subsidiaries other than intellectual property. The subsidiaries of the Company, other than VBI Cda and SciVac HK, and VBI BV, are guarantors of the obligations of the Company and VBI Cda under the Loan Agreement. The Loan Agreement also contains customary events of default. The total debt discount related to the Loan Agreement, as amended by the First Amendment, with K2 HealthVentures LLC is $ 7,209 2,692 3,783 At March 31, 2022 and December 31, 2021, the fair value of our outstanding debt, which is considered level 3 in the fair value hierarchy, is estimated to be $ 30,292 30,406 Interest expense, net of interest income recorded in the three months ended March 31, 2022 and 2021 was as follows: SCHEDULE OF INTEREST EXPENSE 2022 2021 Three months ended 2022 2021 Interest expense $ 607 $ 389 Amortization of debt discount 410 1,611 Interest income (77 ) (188 ) Total $ 940 $ 1,812 The following table summarizes the future principal payments due under long-term debt: SCHEDULE OF FUTURE PRINCIPAL OF LONG-TERM DEBT Principal Remaining 2022 $ - 2023 19,573 2024 12,651 Total $ 32,224

STOCKHOLDERS_ EQUITY AND ADDITI

STOCKHOLDERS’ EQUITY AND ADDITIONAL PAID-IN CAPITAL	3 Months Ended
	Mar. 31, 2022
Equity [Abstract]
STOCKHOLDERS’ EQUITY AND ADDITIONAL PAID-IN CAPITAL	10. STOCKHOLDERS’ EQUITY AND ADDITIONAL PAID-IN CAPITAL Stock option plans The Company’s stock option plans are approved by and administered by the 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 The 2006 VBI US Stock Option Plan (the “2006 Plan”), was approved by and was previously administered by the VBI US board of directors which designated eligible participants to be included under the 2006 Plan, and designated the number of options, exercise price and vesting period of the new options. The 2006 Plan was not approved by the stockholders of VBI US. The 2006 Plan was superseded by the 2014 Plan (as defined below) following the PLCC Merger and no further options will be issued under the 2006 Plan. As of March 31, 2022, there were 889,763 2014 Equity Incentive Plan On May 1, 2014, the VBI DE board of directors adopted the VBI Vaccines Inc. 2014 Equity Incentive Plan (the “2014 Plan”). The 2014 Plan was approved by the VBI DE’s shareholders on July 14, 2014. The 2014 Plan was superseded by the 2016 Plan (as defined below) and no further options will be issued under the 2014 Plan. As of March 31, 2022, there were 521,242 options outstanding under the 2014 Plan. 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 21,952,188 27,790 The aggregate number of common shares remaining available for issuance for awards under the 2016 Plan totaled 996,806 Activity related to stock options is as follows: SCHEDULE OF STOCK OPTIONS ACTIVITY Number of Weighted Balance outstanding at December 31, 2021 18,534,379 $ 2.63 Granted 4,990,000 1.53 Exercised (7,221 ) 1.65 Forfeited (153,965 ) 2.80 Balance outstanding at March 31, 2022 23,363,193 $ 2.40 Exercisable at March 31, 2022 12,284,144 $ 2.54 Information relating to RSUs is as follow: SCHEDULE OF RESTRICTED STOCK UNITS Number of Weighted Unvested shares outstanding at December 31, 2021 39,329 $ 1.47 Vested (11,539 ) 1.51 Unvested shares outstanding at March 31, 2022 27,790 $ 1.46 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: SCHEDULE OF FAIR VALUE OF OPTIONS GRANTED BY USING BLACK-SCHOLES OPTION PRICING ASSUMPTIONS 2022 2021 Volatility 93.17 % 97.13 % Risk free interest rate 1.71 % 0.54 % Expected term in years 5.83 5.85 Expected dividend yield 0.00 % 0.00 % Weighted average fair value per option $ 1.15 $ 2.40 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, 2022 and 2021 was as follows: SCHEDULE OF STOCK-BASED COMPENSATION EXPENSE Three months ended March 31 2022 2021 Research and development $ 510 $ 428 General and administrative 1,966 1,690 Cost of revenues 26 21 Total $ 2,502 $ 2,139

REVENUES AND DEFERRED REVENUE

REVENUES AND DEFERRED REVENUE	3 Months Ended
	Mar. 31, 2022
Revenue from Contract with Customer [Abstract]
REVENUES AND DEFERRED REVENUE	11. REVENUES AND DEFERRED REVENUE Revenue comprises the following: SCHEDULE OF REVENUE COMPRISED Three months ended March 31 2022 2021 Product revenues $ 91 $ 167 R&D service revenues 35 134 Total $ 126 $ 301 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, 2022: SUMMARY OF REVENUE EXPECTED TO BE RECOGNIZED IN FUTURE RELATED TO PERFORMANCE OBLIGATIONS Total Current portion to March 31, 2023 Remaining portion thereafter Product revenues $ 469 $ - $ 469 R&D service revenues 2,348 649 1,699 Total $ 2,817 $ 649 $ 2,168 The following table presents changes in the deferred revenue balance for the three months ended March 31, 2022: SUMMARY OF CHANGES IN DEFERRED REVENUE Balance at December 31, 2021 $ 2,803 Recognition of deferred revenue (25 ) Currency translation 39 Balance at March 31, 2022 $ 2,817 Short Term $ 649 Long Term $ 2,168 Collaboration and License Agreement – Brii Bio On December 4, 2018, the Company entered into a Collaboration and License Agreement (the “License Agreement”) with Brii Biosciences Limited (“Brii Bio”), amended on April 8, 2021, whereby: ● the Company and Brii Bio agreed to collaborate on the development of a HBV 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 HBV, with a novel composition developed jointly with Brii Bio (either being the “Licensed Product”); ● 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 for the Licensed Product, for the treatment of HBV in the Licensed Territory and to commercialize and promote the Licensed Product for the diagnosis and treatment of chronic HBV in the Licensed Territory; and ● Brii Bio granted the Company an exclusive royalty-free license under Brii Bio’s technology and Brii Bio’s interest in any joint technology developed during the collaboration to develop and commercialize the Licensed Product for the diagnosis and treatment of chronic HBV in the countries of the world other than the Licensed Territory. On December 20, 2021, the Company and Brii Bio further amended the License Agreement (the “Second Amendment”) subject to the following additional terms and conditions: ● the Company and Brii Bio agreed to conduct an additional Phase II combination clinical trial of VBI-2601 (BRII-179), both with and without IFN-α, and BRII-835 (VIR-2218) (“Combo Clinical Trial”); and ● Brii Bio granted the Company a non-exclusive royalty free license under the Brii Bio technology arising from the data generated in the Combo Clinical Trial solely for use in the development, manufacture or commercialization of the Licensed Product in combination with an siRNA in the countries of the world other than the Licensed Territory. Pursuant to the License Agreement, as amended, 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 Company and Brii Bio will jointly own all right, title and interest in the joint know-how development and the patents claiming joint inventions made pursuant to the Second Amendment. As part of the initial consideration of the License Agreement consisted of an $ 11,000 non-refundable upfront payment. As part of the 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 $ 3,626 (based on the Company’s common stock price on December 4, 2018). The remaining $ 7,374 , 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 $ 4,737 of the transaction price using an estimated selling price based on an expected cost plus a margin approach and the remaining transaction price of $ 2,637 was allocated to the VBI-2601 (BRII-179) license using the residual method. There was no additional consideration contemplated in the Second Amendment. In addition, the Company is also eligible to receive an additional $ 117,500 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 of March 31, 2022, R&D services related to Brii Bio that remain unsatisfied are $ 2,148 2,817 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, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
COLLABORATION ARRANGEMENTS	12. COLLABORATION ARRANGEMENTS GlaxoSmithKline Biologicals S.A. (“GSK”) On September 10, 2019, the Company 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; costs for the three months ended March 31, 2022 and 2021 are $ 135 256 National Research Council of Canada (“NRC”) On March 31, 2020, the Company 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 are collaborating to evaluate and select promising coronavirus vaccine candidates. The collaboration combines 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 select the most immunogenic vaccine candidate for further development. On December 21, 2020, the Company signed an amendment to the collaboration agreement with the NRC to broaden the scope of collaboration to include certain pre-clinical evaluations, bioprocess optimization, technology transfer, and the performance of additional scale up work. On July 8, 2021, the Company signed a second amendment to the collaboration agreement with the NRC to broaden the scope of the collaboration to include developing a vaccine against the Beta variant of SARS-CoV-2. On August 27, 2021, the Company signed a third amendment to the collaboration agreement with the NRC further broaden the scope to include certain stable cell line work for our vaccine candidate against the Beta variant of SARS-CoV-2. On November 15, 2021, we signed a fourth amendment to the collaboration agreement with the NRC to further broaden the scope to include additional animal studies and PRNT analysis for our vaccine candidate against the Beta variant of SARS-CoV-2. On February 8, 2022, we signed a fifth amendment to the collaboration agreement with the NRC to further broaden the scope to include additional assays of new variants against SARS-CoV-2. On April 28, 2022, we signed a sixth amendment to the collaboration agreement with the NRC to further broaden the scope to include generation and testing of stable pools of cells expressing SARS-CoV-2 spike protein. The expiry date of the collaboration agreement, as amended, is October 31, 2022. 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; costs for the three months ended March 31, 2022 and 2021 are $ 280 158 , respectively. CEPI On March 9, 2021, the Company and CEPI announced the CEPI Funding Agreement, to develop eVLP vaccine candidates against SARS-COV-2 variants, including the Beta variant, also known as the B.1.351 variant and as 501Y.V2, first identified in South Africa. CEPI agreed to provide up to $33,018 to support the advancement of VBI-2905, a monovalent eVLP candidate expressing the pre-fusion form of the spike protein from the Beta variant strain, through Phase I clinical development. This funding will also support preclinical expansion of additional multivalent vaccine candidates designed to evaluate the potential breadth of our eVLP technology. The preclinical expansion is intended to develop clinic-ready vaccine candidates capable of addressing emerging variants. Under the terms of the CEPI Funding Agreement, among other things, the Company and CEPI agreed on the importance of global equitable access to any vaccines produced pursuant to the CEPI Funding Agreement. Any such vaccines, if approved, are expected to be procured and allocated through global mechanisms as part of the Access to COVID-19 Tools (ACT) Accelerator, an international initiative launched by the WHO, Gavi the Vaccine Alliance, CEPI, and other global non-governmental organizations and governmental leaders in 2021. 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 are expensed as incurred in Research and Development and General and Administrative expenses; costs for the three months ended March 31, 2022 and 2021 are $ 1,693 and $ 157 , respectively. Such expenses, including administrative expenses, for the three months ended March 31, 2022 and 2021 were reduced by the same amount. Since inception of the CEPI Funding Agreement in 2021, the Company received $ 18,363 from CEPI and the Company had $ 8,657 recorded as deferred funding, recorded in other current liabilities on the condensed consolidated balance sheet. Brii Biosciences Limited On December 4, 2018, we entered into the Collaboration and License Agreement with Brii Bio, which was amended on April 8, 2021, as described in Note 11. As described in Note 11, the Company and Brii Bio entered into the Second Amendment on December 20, 2021. The Combo Clinical Trial collaboration 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 Combo Clinical Trial collaboration will be expensed as incurred in Research and Development expenses; costs for the three months ended March 31, 2022, were $ 24

GOVERNMENT GRANTS

GOVERNMENT GRANTS	3 Months Ended
	Mar. 31, 2022
Government Grants
GOVERNMENT GRANTS	13. GOVERNMENT GRANTS Grants recognized in research and development expenses in the condensed consolidated statement of operations and comprehensive loss are as follows: Industrial Research Assistance Program (“IRAP”) On July 3, 2020, the Company and the NRC as represented by its IRAP signed a contribution agreement whereby the NRC agreed to contribute up to CAD $ 1,000 For the three months ended March 31, 2022 the Company recognized $ 0 44 For the three months ended March 31, 2021, the Company recognized $ 0 Strategic Innovation Fund (“SIF”) On September 16, 2020, the Company and Her Majesty the Queen in Right of Canada as represented by the Minister of Industry (“ISED”) signed a contribution agreement (the “Contribution Agreement”) for a contribution from SIF whereby ISED agreed to contribute up to CAD $ 55,976 to support the development of the Company’s coronavirus vaccine program, through Phase II clinical studies, for a period commencing on April 15, 2020 and ending on or before the first quarter of 2022 (the “Project Completion Date”). On March 28, 2022, the Company and ISED signed an amendment to the Contribution Agreement, the main purpose of which was to extend the collaboration and move the Project Completion Date from March 31, 2022 to December 31, 2023. For the three months ended March 31, 2022, the Company recognized $ 1,453 753 For the three months ended March 31, 2021, the Company recognized $ 2,688

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	3 Months Ended
	Mar. 31, 2022
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	14. 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 civil claims 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 1,879,500 591,782 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, with subsequent preliminary hearings held on May 13, 2020, December 3, 2020 and September 30, 2021. The next preliminary hearing is scheduled to be held on June 9, 2022. 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 October 31, 2024 , with no option to extend. Our manufacturing facility lease agreement in Israel has been extended for 5 years with a term now ending January 31, 2027 . A lease for additional office space in Israel has a term ending November 30, 2025 with an option to extend for two additional years. The lease agreement for our research facility in Canada, which comprises office and laboratory space, has a term ending on December 31, 2022 with an option to extend the term for one additional period of three years. A lease for additional office space at our research facility commenced on October 1, 2020 with a term ending April 30, 2023. During the three months ended March 31, 2022, the Company entered into new lease agreements and recognized a ROU asset of $ 795 . 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. SUMMARY OF LEASE COST AND OTHER INFORMATION Lease cost: Operating lease costs: Three months ended March 31, 2022 $ 341 Three months ended March 31, 2021 343 Other information: Weighted average remaining lease term 3.39 Weighted average discount rate 12.0 % Operating lease costs are included G&A expenses in the statement of operations and comprehensive loss. The following table summarizes future undiscounted cash payments reconciled to the lease liabilities: SCHEDULE OF FUTURE UNDISCOUNTED CASH PAYMENTS RECONCILED TO LEASE LIABILITIES Remaining 2022 $ 1,027 2023 1,242 2024 1,127 2025 633 2026 633 2027 186 Total $ 4,848 Effect of discounting 989 Total lease liability $ 3,859 Less: current portion 938 Lease liability, net of current portion $ 2,921

SEGMENT INFORMATION

SEGMENT INFORMATION	3 Months Ended
	Mar. 31, 2022
Segment Reporting [Abstract]
SEGMENT INFORMATION	15. 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 Revenues from external customers are attributed to geographic areas based on location of the contracting customers: SCHEDULE OF REVENUES FROM EXTERNAL CUSTOMERS Three Months Ended March 31 2022 2021 Israel $ 95 $ 169 China / Hong Kong 25 128 Europe 6 4 Total $ 126 $ 301 There was no

SIGNIFICANT ACCOUNTING POLICI_2

SIGNIFICANT ACCOUNTING POLICIES (Policies)	3 Months Ended
	Mar. 31, 2022
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 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, 2021 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, 2021 (the “2021 10-K”), as filed with the SEC on March 7, 2022. The condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries: VBI DE, VBI US, VBI Cda, SciVac, SciVac HK, and VBI BV. Intercompany balances and transactions between the Company and its subsidiaries are eliminated in the condensed consolidated financial statements. Certain items previously reported in specific financial statement captions have been reclassified to conform to the current presentation. 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 2021 10-K, and there have been no changes to the Company’s significant accounting policies during the three months ended March 31, 2022, other than the polices discussed below.

NEW ACCOUNTING PRONOUNCEMENTS (

NEW ACCOUNTING PRONOUNCEMENTS (Tables)	3 Months Ended
	Mar. 31, 2022
Accounting Changes and Error Corrections [Abstract]
SCHEDULE OF CUMULATIVE EFFECT OF CHANGES ON CONSOLIDATED BALANCE SHEETS	Accordingly, the cumulative effect of the changes made on our January 1, 2022 condensed consolidated balance sheet for the adoption of the ASU was as follows: SCHEDULE OF CUMULATIVE EFFECT OF CHANGES ON CONSOLIDATED BALANCE SHEETS Balance as at December 31, 2021 Adjustments from adoption of ASU 2020-06 Balance as at January 1, 2022 Liabilities Long-term debt, net of debt discount $ 28,441 $ 681 $ 29,122 Stockholders’ equity Additional paid-in capital $ 81,583 $ (2,746 ) $ 78,837 Accumulated deficit $ (378,371 ) $ 2,065 $ (376,306 )

INVENTORY, NET (Tables)

INVENTORY, NET (Tables)	3 Months Ended
	Mar. 31, 2022
Inventory Disclosure [Abstract]
SCHEDULE OF INVENTORY	Inventory consists of the following: SCHEDULE OF INVENTORY March 31, 2022 December 31, Finished goods $ 305 $ - Work-in-process 866 645 Raw materials 2,886 1,931 Total $ 4,057 $ 2,576

OTHER CURRENT ASSETS (Tables)

OTHER CURRENT ASSETS (Tables)	3 Months Ended
	Mar. 31, 2022
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
SCHEDULE OF OTHER CURRENT ASSETS	Other current assets consisted of the following: SCHEDULE OF OTHER CURRENT ASSETS March 31, 2022 December 31, Government receivables $ 2,769 $ 1,438 Other current assets 1,915 2,195 Total $ 4,684 $ 3,633

INTANGIBLE ASSETS AND GOODWILL

INTANGIBLE ASSETS AND GOODWILL (Tables)	3 Months Ended
	Mar. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]
SCHEDULE OF INDEFINITE LIVED INTANGIBLE ASSETS INCLUDING CUMULATIVE IMPAIRMENT AND CURRENCY TRANSLATION	SCHEDULE OF INDEFINITE LIVED INTANGIBLE ASSETS INCLUDING CUMULATIVE IMPAIRMENT AND CURRENCY TRANSLATION March 31, 2022 Gross Carrying Accumulated Cumulative Cumulative Net Book Patents $ 669 $ (678 ) $ - $ 47 $ 38 IPR&D assets 61,500 - (300 ) 1,980 63,180 $ 62,169 $ (678 ) $ (300 ) $ 2,027 $ 63,218 December 31, 2021 Gross Accumulated Cumulative Cumulative Net Book Patents $ 669 $ (660 ) $ - $ 47 $ 56 IPR&D assets 61,500 - (300 ) 835 62,035 $ 62,169 $ (660 ) $ (300 ) $ 882 $ 62,091
SCHEDULE OF GOODWILL	SCHEDULE OF GOODWILL March 31, 2022 Gross Carrying Amount Cumulative Impairment Cumulative Translation Net Book Goodwill $ 8,714 $ (6,292 ) $ (119 ) $ 2,303 December 31, 2021 Gross Cumulative Impairment Cumulative Translation Net Book Goodwill $ 8,714 $ (6,292 ) $ (161 ) $ 2,261

OTHER CURRENT LIABILITIES (Tabl

OTHER CURRENT LIABILITIES (Tables)	3 Months Ended
	Mar. 31, 2022
Other Liabilities Disclosure [Abstract]
SCHEDULE OF OTHER CURRENT LIABILITIES	Other current liabilities consisted of the following: SCHEDULE OF OTHER CURRENT LIABILITIES March 31, December 31, Accrued research and development expenses (including clinical trial accrued expenses) $ 7,334 $ 8,196 Accrued professional fees 3,906 2,294 Payroll and employee-related costs 2,495 4,805 Deferred funding 8,657 10,183 Other current liabilities 1,341 1,463 Total $ 23,733 $ 26,941

LOSS PER SHARE OF COMMON SHAR_2

LOSS PER SHARE OF COMMON SHARES (Tables)	3 Months Ended
	Mar. 31, 2022
Earnings Per Share [Abstract]
SCHEDULE OF ANTI-DILUTIVE WEIGHTED AVERAGE SHARES OUTSTANDING	The following potentially dilutive securities outstanding at March 31, 2022 and 2021 have been excluded from the computation of diluted weighted average shares outstanding, as they would be antidilutive: SCHEDULE OF ANTI-DILUTIVE WEIGHTED AVERAGE SHARES OUTSTANDING March 31, March 31, Warrants 1,384,469 3,163,172 Stock options and restricted stock units 23,390,983 18,139,335 K2 conversion feature 1,369,863 1,369,863 Total 26,145,315 22,672,370

LONG-TERM DEBT (Tables)

LONG-TERM DEBT (Tables)	3 Months Ended
	Mar. 31, 2022
Debt Disclosure [Abstract]
SCHEDULE OF LONG-TERM DEBT	As of March 31, 2022, and December 31, 2021, the long-term debt is as follows: SCHEDULE OF LONG-TERM DEBT March 31, December 31, Long-term debt, net of debt discount of $ 2,692 3,783 $ 29,532 $ 28,441 Less: current portion, net of debt discount of $ 396 0 4,744 - Long-term debt $ 24,788 $ 28,441
SCHEDULE OF INTEREST EXPENSE	Interest expense, net of interest income recorded in the three months ended March 31, 2022 and 2021 was as follows: SCHEDULE OF INTEREST EXPENSE 2022 2021 Three months ended 2022 2021 Interest expense $ 607 $ 389 Amortization of debt discount 410 1,611 Interest income (77 ) (188 ) Total $ 940 $ 1,812
SCHEDULE OF FUTURE PRINCIPAL OF LONG-TERM DEBT	The following table summarizes the future principal payments due under long-term debt: SCHEDULE OF FUTURE PRINCIPAL OF LONG-TERM DEBT Principal Remaining 2022 $ - 2023 19,573 2024 12,651 Total $ 32,224

STOCKHOLDERS_ EQUITY AND ADDI_2

STOCKHOLDERS’ EQUITY AND ADDITIONAL PAID-IN CAPITAL (Tables)	3 Months Ended
	Mar. 31, 2022
Equity [Abstract]
SCHEDULE OF STOCK OPTIONS ACTIVITY	Activity related to stock options is as follows: SCHEDULE OF STOCK OPTIONS ACTIVITY Number of Weighted Balance outstanding at December 31, 2021 18,534,379 $ 2.63 Granted 4,990,000 1.53 Exercised (7,221 ) 1.65 Forfeited (153,965 ) 2.80 Balance outstanding at March 31, 2022 23,363,193 $ 2.40 Exercisable at March 31, 2022 12,284,144 $ 2.54
SCHEDULE OF RESTRICTED STOCK UNITS	Information relating to RSUs is as follow: SCHEDULE OF RESTRICTED STOCK UNITS Number of Weighted Unvested shares outstanding at December 31, 2021 39,329 $ 1.47 Vested (11,539 ) 1.51 Unvested shares outstanding at March 31, 2022 27,790 $ 1.46
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: SCHEDULE OF FAIR VALUE OF OPTIONS GRANTED BY USING BLACK-SCHOLES OPTION PRICING ASSUMPTIONS 2022 2021 Volatility 93.17 % 97.13 % Risk free interest rate 1.71 % 0.54 % Expected term in years 5.83 5.85 Expected dividend yield 0.00 % 0.00 % Weighted average fair value per option $ 1.15 $ 2.40
SCHEDULE OF STOCK-BASED COMPENSATION EXPENSE	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, 2022 and 2021 was as follows: SCHEDULE OF STOCK-BASED COMPENSATION EXPENSE Three months ended March 31 2022 2021 Research and development $ 510 $ 428 General and administrative 1,966 1,690 Cost of revenues 26 21 Total $ 2,502 $ 2,139

REVENUES AND DEFERRED REVENUE (

REVENUES AND DEFERRED REVENUE (Tables)	3 Months Ended
	Mar. 31, 2022
Revenue from Contract with Customer [Abstract]
SCHEDULE OF REVENUE COMPRISED	Revenue comprises the following: SCHEDULE OF REVENUE COMPRISED Three months ended March 31 2022 2021 Product revenues $ 91 $ 167 R&D service revenues 35 134 Total $ 126 $ 301
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, 2022: SUMMARY OF REVENUE EXPECTED TO BE RECOGNIZED IN FUTURE RELATED TO PERFORMANCE OBLIGATIONS Total Current portion to March 31, 2023 Remaining portion thereafter Product revenues $ 469 $ - $ 469 R&D service revenues 2,348 649 1,699 Total $ 2,817 $ 649 $ 2,168
SUMMARY OF CHANGES IN DEFERRED REVENUE	The following table presents changes in the deferred revenue balance for the three months ended March 31, 2022: SUMMARY OF CHANGES IN DEFERRED REVENUE Balance at December 31, 2021 $ 2,803 Recognition of deferred revenue (25 ) Currency translation 39 Balance at March 31, 2022 $ 2,817 Short Term $ 649 Long Term $ 2,168

COMMITMENTS AND CONTINGENCIES (

COMMITMENTS AND CONTINGENCIES (Tables)	3 Months Ended
	Mar. 31, 2022
Commitments and Contingencies Disclosure [Abstract]
SUMMARY OF LEASE COST AND OTHER INFORMATION	SUMMARY OF LEASE COST AND OTHER INFORMATION Lease cost: Operating lease costs: Three months ended March 31, 2022 $ 341 Three months ended March 31, 2021 343 Other information: Weighted average remaining lease term 3.39 Weighted average discount rate 12.0 %
SCHEDULE OF FUTURE UNDISCOUNTED CASH PAYMENTS RECONCILED TO LEASE LIABILITIES	The following table summarizes future undiscounted cash payments reconciled to the lease liabilities: SCHEDULE OF FUTURE UNDISCOUNTED CASH PAYMENTS RECONCILED TO LEASE LIABILITIES Remaining 2022 $ 1,027 2023 1,242 2024 1,127 2025 633 2026 633 2027 186 Total $ 4,848 Effect of discounting 989 Total lease liability $ 3,859 Less: current portion 938 Lease liability, net of current portion $ 2,921

SEGMENT INFORMATION (Tables)

SEGMENT INFORMATION (Tables)	3 Months Ended
	Mar. 31, 2022
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: SCHEDULE OF REVENUES FROM EXTERNAL CUSTOMERS Three Months Ended March 31 2022 2021 Israel $ 95 $ 169 China / Hong Kong 25 128 Europe 6 4 Total $ 126 $ 301

NATURE OF BUSINESS AND CONTIN_2

NATURE OF BUSINESS AND CONTINUATION OF BUSINESS (Details Narrative) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021	Dec. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Entity incorporation, date of incorporation	Apr. 9, 1965
Accumulated deficit	$ 397,560		$ 378,371
Net cash provided by (used in) operating activities	$ 19,925	$ 6,644

SCHEDULE OF CUMULATIVE EFFECT O

SCHEDULE OF CUMULATIVE EFFECT OF CHANGES ON CONSOLIDATED BALANCE SHEETS (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Jan. 01, 2022	Dec. 31, 2021
Liabilities
Long-term debt, net of debt discount	$ 24,788		$ 28,441
Stockholders’ equity
Additional paid-in capital	81,314		81,583
Accumulated deficit	$ (397,560)		(378,371)
Accounting Standards Update 2020-06 [Member]
Liabilities
Long-term debt, net of debt discount		$ 29,122
Stockholders’ equity
Additional paid-in capital		78,837
Accumulated deficit		(376,306)
Accounting Standards Update 2020-06 [Member] | Previously Reported [Member]
Liabilities
Long-term debt, net of debt discount			28,441
Stockholders’ equity
Additional paid-in capital			81,583
Accumulated deficit			$ (378,371)
Accounting Standards Update 2020-06 [Member] | Revision of Prior Period, Adjustment [Member]
Liabilities
Long-term debt, net of debt discount		681
Stockholders’ equity
Additional paid-in capital		(2,746)
Accumulated deficit		$ 2,065

SCHEDULE OF INVENTORY (Details)

SCHEDULE OF INVENTORY (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Inventory Disclosure [Abstract]
Finished goods	$ 305
Work-in-process	866	645
Raw materials	2,886	1,931
Total	$ 4,057	$ 2,576

SCHEDULE OF OTHER CURRENT ASSET

SCHEDULE OF OTHER CURRENT ASSETS (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Government receivables	$ 2,769	$ 1,438
Other current assets	1,915	2,195
Total	$ 4,684	$ 3,633

SCHEDULE OF INDEFINITE LIVED IN

SCHEDULE OF INDEFINITE LIVED INTANGIBLE ASSETS INCLUDING CUMULATIVE IMPAIRMENT AND CURRENCY TRANSLATION (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2022	Dec. 31, 2021
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 62,169	$ 62,169
Accumulated Amortization	(678)	(660)
Cumulative Impairment Charge	(300)	(300)
Cumulative Currency Translation	2,027	882
Net Book value	63,218	62,091
Inprocess Research and Development Assets [Member]
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	61,500	61,500
Accumulated Amortization
Cumulative Impairment Charge	(300)	(300)
Cumulative Currency Translation	1,980	835
Net Book value	63,180	62,035
Patents [Member]
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	669	669
Accumulated Amortization	(678)	(660)
Cumulative Impairment Charge
Cumulative Currency Translation	47	47
Net Book value	$ 38	$ 56

SCHEDULE OF GOODWILL (Details)

SCHEDULE OF GOODWILL (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
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	(119)	(161)
Goodwill, Net Book value	$ 2,303	$ 2,261

INTANGIBLE ASSETS AND GOODWIL_2

INTANGIBLE ASSETS AND GOODWILL (Details Narrative) - Inprocess Research and Development Assets [Member]	3 Months Ended
	Mar. 31, 2022USD ($)
Finite-Lived Intangible Assets [Line Items]
Increase in intangible assets due to foreign currency translation adjustment	$ 1,145,000
Increase in goodwill due to foreign currency translation adjustment	$ 42

SCHEDULE OF OTHER CURRENT LIABI

SCHEDULE OF OTHER CURRENT LIABILITIES (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Other Liabilities Disclosure [Abstract]
Accrued research and development expenses (including clinical trial accrued expenses)	$ 7,334	$ 8,196
Accrued professional fees	3,906	2,294
Payroll and employee-related costs	2,495	4,805
Deferred funding	8,657	10,183
Other current liabilities	1,341	1,463
Total	$ 23,733	$ 26,941

SCHEDULE OF ANTI-DILUTIVE WEIGH

SCHEDULE OF ANTI-DILUTIVE WEIGHTED AVERAGE SHARES OUTSTANDING (Details) - shares	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive weighted average shares outstanding	26,145,315	22,672,370
Warrant [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive weighted average shares outstanding	1,384,469	3,163,172
Stock Options and Restricted Stock Units [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive weighted average shares outstanding	23,390,983	18,139,335
K2 Conversion Feature [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive weighted average shares outstanding	1,369,863	1,369,863

SCHEDULE OF LONG-TERM DEBT (Det

SCHEDULE OF LONG-TERM DEBT (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Debt Disclosure [Abstract]
Long-term debt, net of debt discount of $2,692 ($3,783 at December 31, 2021)	$ 29,532	$ 28,441
Less: current portion, net of debt discount of $396 ($0 at December 31, 2021)	4,744
Long-term debt	$ 24,788	$ 28,441

SCHEDULE OF LONG-TERM DEBT (D_2

SCHEDULE OF LONG-TERM DEBT (Details) (Parenthetical) - Long-Term Debt [Member] - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Extinguishment of Debt [Line Items]
Debt Instrument, Unamortized Discount	$ 2,692	$ 3,783
Debt Instrument, Unamortized Discount, Current	$ 396	$ 0

SCHEDULE OF INTEREST EXPENSE (D

SCHEDULE OF INTEREST EXPENSE (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Debt Disclosure [Abstract]
Interest expense	$ 607	$ 389
Amortization of debt discount	410	1,611
Interest income	(77)	(188)
Total	$ 940	$ 1,812

SCHEDULE OF FUTURE PRINCIPAL OF

SCHEDULE OF FUTURE PRINCIPAL OF LONG-TERM DEBT (Details) $ in Thousands	Mar. 31, 2022USD ($)
Debt Disclosure [Abstract]
Remaining 2022
2023	19,573
2024	12,651
Total	$ 32,224

LONG-TERM DEBT (Details Narrati

LONG-TERM DEBT (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands	May 17, 2021	Feb. 03, 2021	May 22, 2020	Mar. 31, 2022	Mar. 31, 2021	Dec. 31, 2021
Debt Instrument [Line Items]
Debt conversion, converted instrument, amount					$ 2,000
Effective conversion price of the conversion feature			$ 1.52
Intrinsic value of beneficial conversion feature recorded to additional paid in capital			$ 2,577
Final payment				32,224
Fair Value, Inputs, Level 3 [Member]
Debt Instrument [Line Items]
Debt instrument, fair value disclosure				$ 30,292		$ 30,406
Restated K2 Warrant [Member]
Debt Instrument [Line Items]
Debt instrument, unamortized discount	$ 1,721
Fair Value Adjustment of Warrants	867
Second Tranche [Member] | Fair Value, Inputs, Level 3 [Member]
Debt Instrument [Line Items]
Final payment	834
Second Tranche [Member] | Restated K2 Warrant [Member]
Debt Instrument [Line Items]
Debt issuance costs	$ 20
Loan and Guaranty Agreement [Member]
Debt Instrument [Line Items]
Debt Instrument, Maturity Date				Jun. 1, 2024
Debt instrument, interest rate, stated percentage				8.25%
Final payment				$ 2,224
Loans Payable					$ 30,000
Debt increased percentage				5.00%
Loan and Guaranty Agreement [Member] | Final Payment [Member]
Debt Instrument [Line Items]
Debt instrument, interest rate, effective percentage				13.75%
Loan and Guaranty Agreement [Member] | Prime Rate [Member]
Debt Instrument [Line Items]
Debt instrument, interest rate, stated percentage				5.00%
Loan and Guaranty Agreement [Member] | K 2 Healthventures L L C [Member]
Debt Instrument [Line Items]
Debt conversion, converted instrument, amount			$ 4,000
Effective conversion price of the conversion feature			$ 1.46
Debt Instrument, Maturity Date			Jun. 1, 2024
Purchase of warrants	937,500
Debt issuance costs			$ 1,021
Final payment			1,390
Debt instrument, unamortized discount			$ 6,169	$ 2,692		3,783
Loan and Guaranty Agreement [Member] | K 2 Healthventures L L C [Member] | K2 Warrant [Member]
Debt Instrument [Line Items]
Purchase of warrants			625,000
Exercise price of warrants			$ 1.12
Warrant maturity date			May 22, 2030
Proceeds from Warrant Exercises			$ 1,181
Loan and Guaranty Agreement [Member] | K 2 Healthventures L L C [Member] | Restated K2 Warrant [Member]
Debt Instrument [Line Items]
Purchase of warrants	312,500
Loan and Guaranty Agreement [Member] | First Tranche [Member]
Debt Instrument [Line Items]
Debt instrument, interest rate, stated percentage				8.50%
Secured term loan final payment percentage			6.95%
Loan and Guaranty Agreement [Member] | First Tranche [Member] | K 2 Healthventures L L C [Member]
Debt Instrument [Line Items]
Secured debt			$ 20,000
Loan and Guaranty Agreement [Member] | Second Tranche [Member]
Debt Instrument [Line Items]
Secured debt			10,000
Debt instrument, interest rate, stated percentage				8.00%
Debt issuance costs	$ 20
Secured term loan final payment percentage	6.95%
Third party cost	$ 150
Final payment	$ 834
Loan and Guaranty Agreement [Member] | Second Tranche [Member] | Prime Rate [Member]
Debt Instrument [Line Items]
Debt instrument, interest rate, stated percentage	4.50%			4.50%
Loan and Guaranty Agreement [Member] | Second Tranche [Member] | Minimum [Member]
Debt Instrument [Line Items]
Secured debt	$ 10,000
Debt instrument, date of first required payment	Jul. 1, 2022
Loan and Guaranty Agreement [Member] | Second Tranche [Member] | Maximum [Member]
Debt Instrument [Line Items]
Secured debt	$ 12,000
Debt instrument, interest rate, stated percentage	7.75%			7.75%
Debt instrument, date of first required payment	Jan. 1, 2023
Loan and Guaranty Agreement [Member] | Third Tranche [Member]
Debt Instrument [Line Items]
Secured debt						$ 10,000
Debt instrument interest period extended date				Jan. 1, 2023
Loan and Guaranty Agreement [Member] | Final Tranche [Member] | K 2 Healthventures L L C [Member]
Debt Instrument [Line Items]
Secured debt			$ 10,000
Loan Agreement [Member] | K 2 Healthventures L L C [Member]
Debt Instrument [Line Items]
Debt conversion, converted instrument, amount		$ 2,000
Effective conversion price of the conversion feature		$ 1.46
Debt conversion, converted instrument, shares issued		1,369,863
Debt conversion, converted instrument, additional amount		$ 2,000
Debt instrument discount				$ 7,209

SCHEDULE OF STOCK OPTIONS ACTIV

SCHEDULE OF STOCK OPTIONS ACTIVITY (Details) - Equity Option [Member]	3 Months Ended
	Mar. 31, 2022$ / sharesshares
Offsetting Assets [Line Items]
Number of Stock Options Outstanding, Beginning Balance | shares	18,534,379
Weighted Average Exercise Price, Beginning Balance | $ / shares	$ 2.63
Number of Stock Options, Granted | shares	4,990,000
Weighted Average Exercise Price, Granted | $ / shares	$ 1.53
Number of Stock Options, Exercised | shares	(7,221)
Weighted Average Exercise Price, Exercised | $ / shares	$ 1.65
Number of Stock Options, Forfeited | shares	(153,965)
Weighted Average Exercise Price, Forfeited | $ / shares	$ 2.80
Number of Stock Options Outstanding, Ending Balance | shares	23,363,193
Weighted Average Exercise Price, Ending Balance | $ / shares	$ 2.40
Number of Stock Options, Exercisable | shares	12,284,144
Weighted Average Exercise Price, Exercisable | $ / shares	$ 2.54

SCHEDULE OF RESTRICTED STOCK UN

SCHEDULE OF RESTRICTED STOCK UNITS (Details) - Restricted Stock Units (RSUs) [Member]	3 Months Ended
	Mar. 31, 2022$ / sharesshares
Class of Stock [Line Items]
Number of Stock Awards, Unvested shares outstanding beginning balance | shares	39,329
Weighted Average Fair Value at Grant Date, Unvested shares outstanding beginning balance | $ / shares	$ 1.47
Number of Stock Awards, Vested | shares	(11,539)
Weighted Average Fair Value at Grant Date, Vested | $ / shares	$ 1.51
Number of Stock Awards, Unvested shares outstanding ending balance | shares	27,790
Weighted Average Fair Value at Grant Date, Unvested shares outstanding ending balance | $ / shares	$ 1.46

SCHEDULE OF FAIR VALUE OF OPTIO

SCHEDULE OF FAIR VALUE OF OPTIONS GRANTED BY USING BLACK-SCHOLES OPTION PRICING ASSUMPTIONS (Details) - $ / shares	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Equity [Abstract]
Volatility	93.17%	97.13%
Risk free interest rate	1.71%	0.54%
Expected term in years	5 years 9 months 29 days	5 years 10 months 6 days
Expected dividend yield	0.00%	0.00%
Weighted average fair value per option	$ 0.0115	$ 0.0240

SCHEDULE OF STOCK-BASED COMPENS

SCHEDULE OF STOCK-BASED COMPENSATION EXPENSE (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Total stock-based compensation expense	$ 2,502	$ 2,139
Research and Development [Member]
Total stock-based compensation expense	510	428
General and Administrative [Member]
Total stock-based compensation expense	1,966	1,690
Cost of Revenues [Member]
Total stock-based compensation expense	$ 26	$ 21

STOCKHOLDERS_ EQUITY AND ADDI_3

STOCKHOLDERS’ EQUITY AND ADDITIONAL PAID-IN CAPITAL (Details Narrative)	3 Months Ended
	Mar. 31, 2022shares
2006 Plan [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Share-based compensation arrangement by share-based payment award, options, outstanding, number	889,763
2014 Plan [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Share-based compensation arrangement by share-based payment award, options, outstanding, number	521,242
2016 Plan [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Share-based compensation arrangement by share-based payment award, options, outstanding, number	21,952,188
Share-based compensation arrangement by share-based, percentage	10.00%
Share-based compensation arrangement by share-based payment award, number of shares available for grant	996,806
2016 VBI Equity Incentive Plan [Member] | Restricted Stock Units (RSUs) [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Share-based compensation arrangement by share-based payment equity options, non vested, number	27,790

SCHEDULE OF REVENUE COMPRISED (

SCHEDULE OF REVENUE COMPRISED (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Disaggregation of Revenue [Line Items]
Revenues	$ 126	$ 301
Product [Member]
Disaggregation of Revenue [Line Items]
Revenues	91	167
Service [Member]
Disaggregation of Revenue [Line Items]
Revenues	$ 35	$ 134

SUMMARY OF REVENUE EXPECTED TO

SUMMARY OF REVENUE EXPECTED TO BE RECOGNIZED IN FUTURE RELATED TO PERFORMANCE OBLIGATIONS (Details) $ in Thousands	Mar. 31, 2022USD ($)
Disaggregation of Revenue [Line Items]
Revenues	$ 2,817
Current Portion To March Thirty One Two Thousand Twenty Three [Member]
Disaggregation of Revenue [Line Items]
Revenues	649
Remaining Portion Thereafter [Member]
Disaggregation of Revenue [Line Items]
Revenues	2,168
Product [Member]
Disaggregation of Revenue [Line Items]
Revenues	469
Product [Member] | Current Portion To March Thirty One Two Thousand Twenty Three [Member]
Disaggregation of Revenue [Line Items]
Revenues
Product [Member] | Remaining Portion Thereafter [Member]
Disaggregation of Revenue [Line Items]
Revenues	469
Service [Member]
Disaggregation of Revenue [Line Items]
Revenues	2,348
Service [Member] | Current Portion To March Thirty One Two Thousand Twenty Three [Member]
Disaggregation of Revenue [Line Items]
Revenues	649
Service [Member] | Remaining Portion Thereafter [Member]
Disaggregation of Revenue [Line Items]
Revenues	$ 1,699

SUMMARY OF CHANGES IN DEFERRED

SUMMARY OF CHANGES IN DEFERRED REVENUE (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Dec. 31, 2021
Revenue from Contract with Customer [Abstract]
Contract with Customer, Liability	$ 2,803
Contract with Customer, Liability, Revenue Recognized	(25)
Currency translation	39
Contract with Customer, Liability	2,817
Contract with Customer, Liability, Current	649	$ 526
Contract with Customer, Liability, Noncurrent	$ 2,168	$ 2,277

REVENUES AND DEFERRED REVENUE_2

REVENUES AND DEFERRED REVENUE (Details Narrative) - USD ($) $ in Thousands	Dec. 04, 2018	Mar. 31, 2022	Dec. 31, 2021
Disaggregation of Revenue [Line Items]
Revenue, remaining performance obligation, amount		$ 2,817
Additional potential regulatory and sales milestone payments	$ 117,500
Contract with customer, liability		2,817	$ 2,803
License Agreement [Member] | Brii Bio [Member]
Disaggregation of Revenue [Line Items]
Non-refundable upfront payment	$ 11,000
Stock issued during period, shares	2,295,082
Stock issued during period, value	$ 3,626
Revenue, remaining performance obligation, amount	7,374
License Agreement [Member] | Brii Bio [Member] | Research and Services [Member]
Disaggregation of Revenue [Line Items]
Revenue, remaining performance obligation, amount	4,737
License Agreement [Member] | Brii Bio [Member] | VBI-2601 [Member]
Disaggregation of Revenue [Line Items]
Revenue, remaining performance obligation, amount	$ 2,637
Collaboration and License Agreement [Member]
Disaggregation of Revenue [Line Items]
Unsatisfied amount of research and development services		2,148
Contract with customer, liability		$ 2,817

COLLABORATION ARRANGEMENTS (Det

COLLABORATION ARRANGEMENTS (Details Narrative) - USD ($) $ in Thousands	3 Months Ended		12 Months Ended
	Mar. 31, 2022	Mar. 31, 2021	Dec. 31, 2021
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Research and development expense	$ 2,362	$ 6,839
Description of vaccine development	On March 9, 2021, the Company and CEPI announced the CEPI Funding Agreement, to develop eVLP vaccine candidates against SARS-COV-2 variants, including the Beta variant, also known as the B.1.351 variant and as 501Y.V2, first identified in South Africa. CEPI agreed to provide up to $33,018 to support the advancement of VBI-2905, a monovalent eVLP candidate expressing the pre-fusion form of the spike protein from the Beta variant strain, through Phase I clinical development. This funding will also support preclinical expansion of additional multivalent vaccine candidates designed to evaluate the potential breadth of our eVLP technology. The preclinical expansion is intended to develop clinic-ready vaccine candidates capable of addressing emerging variants.
Funding received			$ 18,363
Deferred funding	$ 8,657		$ 10,183
Collaboration Agreement [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Research and development expense	24
Collaboration Agreement [Member] | Glaxo Smith Kline Biologicals S. A. [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Research and development expense	135	256
Collaboration Agreement [Member] | National Research Council of Canada [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Research and development expense	280	158
CEPI Funding Agreement [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Research and development expense	$ 1,693	$ 157

GOVERNMENT GRANTS (Details Narr

GOVERNMENT GRANTS (Details Narrative) $ in Thousands, $ in Thousands	Sep. 16, 2020CAD ($)	Jul. 03, 2020CAD ($)	Mar. 31, 2022USD ($)	Mar. 31, 2021USD ($)
Industrial Research Assistance Program [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Estimated contribution on transfer and scaleup of technical production process		$ 1,000
Reduction expenses			$ 0
Deferred government grants			44
Strategic Innovation Fund [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Reduction expenses			1,453	$ 2,688
Deferred government grants			$ 753
Estimated contribution on development of uncertain event program	$ 55,976

SUMMARY OF LEASE COST AND OTHER

SUMMARY OF LEASE COST AND OTHER INFORMATION (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Commitments and Contingencies Disclosure [Abstract]
Operating lease costs	$ 341	$ 343
Operating Lease, Weighted Average Remaining Lease Term	3 years 4 months 20 days
Operating Lease, Weighted Average Discount Rate, Percent	12.00%

SCHEDULE OF FUTURE UNDISCOUNTED

SCHEDULE OF FUTURE UNDISCOUNTED CASH PAYMENTS RECONCILED TO LEASE LIABILITIES (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Commitments and Contingencies Disclosure [Abstract]
Remaining 2022	$ 1,027
2023	1,242
2024	1,127
2025	633
2026	633
2027	186
Total	4,848
Effect of discounting	989
Total lease liability	3,859
Less: current portion	938	$ 839
Lease liability, net of current portion	$ 2,921	$ 2,516

COMMITMENTS AND CONTINGENCIES_2

COMMITMENTS AND CONTINGENCIES (Details Narrative) ₪ in Thousands, $ in Thousands	Sep. 13, 2018USD ($)	Sep. 13, 2018ILS (₪)	Mar. 31, 2022USD ($)
Lease Agreement [Member]
Product Liability Contingency [Line Items]
Recognized right of use asset			$ 795
UNITED STATES | Office Facility Lease Agreement [Member]
Product Liability Contingency [Line Items]
Lease Expiration Date			Oct. 31, 2024
ISRAEL | Manufacturing Facility Lease Agreement [Member]
Product Liability Contingency [Line Items]
Lessee, Operating Lease, Option to Extend			Our manufacturing facility lease agreement in Israel has been extended for 5 years with a term now ending January 31, 2027
CANADA | Lease Agreement [Member]
Product Liability Contingency [Line Items]
Lessee, Operating Lease, Option to Extend			The lease agreement for our research facility in Canada, which comprises office and laboratory space, has a term ending on December 31, 2022 with an option to extend the term for one additional period of three years. A lease for additional office space at our research facility commenced on October 1, 2020 with a term ending April 30, 2023.
Sci B Vac [Member]
Product Liability Contingency [Line Items]
Damages total amount	$ 591,782	₪ 1,879,500

SCHEDULE OF REVENUES FROM EXTER

SCHEDULE OF REVENUES FROM EXTERNAL CUSTOMERS (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenues	$ 126	$ 301
ISRAEL
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenues	95	169
China / Hong Kong [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenues	25	128
Europe [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenues	$ 6	$ 4

SEGMENT INFORMATION (Details Na

SEGMENT INFORMATION (Details Narrative) $ in Thousands	3 Months Ended
	Mar. 31, 2022USD ($)Segment	Mar. 31, 2021USD ($)
Revenues from External Customers and Long-Lived Assets [Line Items]
Number of operating segments | Segment	1
Revenue	$ 126	$ 301
CANADA
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenue	$ 0	$ 0