VBI Vaccines (VBIVQ) 10-Q 10 Nov 22 2022 Q3 Quarterly report Financial data

Cover

Cover - shares	9 Months Ended
	Sep. 30, 2022	Nov. 10, 2022
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Sep. 30, 2022
Document Fiscal Period Focus	Q3
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, Address Line Two	Floor 3
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	Sep. 30, 2022	Dec. 31, 2021
CURRENT ASSETS
Cash	$ 83,550	$ 121,694
Accounts receivable, net	132	8
Inventory, net	5,796	2,576
Prepaid expenses	2,730	2,373
Other current assets	4,008	3,633
Total current assets	96,216	130,284
NON-CURRENT ASSETS
Other long-term assets	1,349	1,259
Property and equipment, net	11,149	11,037
Right of use assets	3,465	3,344
Intangible assets, net	57,727	62,091
Goodwill	2,104	2,261
Total non-current assets	75,794	79,992
TOTAL ASSETS	172,010	210,276
CURRENT LIABILITIES
Accounts payable	11,666	4,280
Other current liabilities	21,504	26,941
Current portion of deferred revenues	597	526
Current portion of lease liability	914	839
Total current liabilities	34,681	32,586
NON-CURRENT LIABILITIES
Deferred revenues, net of current portion	2,004	2,277
Long-term debt, net of debt discount	48,418	28,441
Lease liability, net of current portion	2,571	2,516
Liabilities for severance pay	519	574
Total non-current liabilities	53,512	33,808
COMMITMENTS AND CONTINGENCIES (NOTE 14)
STOCKHOLDERS’ EQUITY
Common shares (unlimited authorized; no par value) (September 30, 2022 - issued and outstanding 258,257,494; December 31, 2021 - issued and outstanding 258,250,273)	442,300	442,235
Additional paid-in capital	87,705	81,583
Accumulated other comprehensive income (loss)	22,280	(1,565)
Accumulated deficit	(468,468)	(378,371)
Total stockholders’ equity	83,817	143,882
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$ 172,010	$ 210,276

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	9 Months Ended	12 Months Ended
	Sep. 30, 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		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Income Statement [Abstract]
Revenues, net	$ 317	$ 107	$ 789	$ 550
Operating expenses:
Cost of revenues	2,672	2,466	7,948	7,511
Research and development	4,983	2,972	12,988	14,392
General and administrative	14,220	9,693	40,234	25,807
Total operating expenses	21,875	15,131	61,170	47,710
Loss from operations	(21,558)	(15,024)	(60,381)	(47,160)
Interest expense, net of interest income	(958)	(1,026)	(2,799)	(3,683)
Foreign exchange (loss) gain	(2,693)	203	(28,982)	(127)
Loss before income taxes	(25,209)	(15,847)	(92,162)	(50,970)
Income tax expense
NET LOSS	(25,209)	(15,847)	(92,162)	(50,970)
Other comprehensive (loss) income	(494)	(1,607)	23,845	106
COMPREHENSIVE LOSS	$ (25,703)	$ (17,454)	$ (68,317)	$ (50,864)
Net loss per share of common shares, basic and diluted	$ (0.10)	$ (0.06)	$ (0.36)	$ (0.20)
Weighted-average number of common shares outstanding, basic and diluted	258,257,494	256,360,356	258,257,229	254,055,707

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 gain 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, 2020	$ 403,528	75,530	1,265	(308,618)	171,705
Beginning balance, shares at Dec. 31, 2020	247,039,010
Net loss					(50,970)
Common shares issued upon of conversion of long-term debt					2,000
Ending balance, value at Sep. 30, 2021	$ 439,286	79,075	1,371	(359,588)	160,144
Ending balance, shares at Sep. 30, 2021	257,304,768
Beginning balance, value at Mar. 31, 2021	$ 427,048	77,618	1,608	(326,265)	180,009
Beginning balance, shares at Mar. 31, 2021	254,195,435
Stock-based compensation	$ 32	2,391			2,423
Net loss				(17,476)	(17,476)
Currency translation adjustments			1,316		1,316
Warrant modification in connection with debt amendment		867			867
Common shares issued in financing transactions, net of share issuance costs	$ 861				861
Common shares issued in financing transaction, net of issuance costs, shares	284,100
Common shares issued upon exercise of warrants	$ 29				29
Common shares issued upon exercise of warrants, shares	19,346
Unrealized holding gain on short-term investments			54		54
Common shares issued upon cashless exercise of warrants	$ 4,298	(4,298)
Common shares issued upon cashless exercise of warrants shares.	646,257
Ending balance, value at Jun. 30, 2021	$ 432,268	76,578	2,978	(343,741)	168,083
Ending balance, shares at Jun. 30, 2021	255,145,138
Stock-based compensation	$ 32	2,497			2,529
Net loss				(15,847)	(15,847)
Currency translation adjustments			(1,607)		(1,607)
Common shares issued in financing transactions, net of share issuance costs	$ 6,982				6,982
Common shares issued in financing transaction, net of issuance costs, shares	2,156,597
Common shares issued upon exercise of warrants	$ 4				4
Common shares issued upon exercise of warrants, shares	3,033
Ending balance, value at Sep. 30, 2021	$ 439,286	79,075	1,371	(359,588)	160,144
Ending balance, shares at Sep. 30, 2021	257,304,768
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
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
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
Net loss					(92,162)
Common shares issued upon of conversion of long-term debt
Ending balance, value at Sep. 30, 2022	$ 442,300	87,705	22,280	(468,468)	83,817
Ending balance, shares at Sep. 30, 2022	258,257,494
Beginning balance, value at Mar. 31, 2022	$ 442,272	81,314	3,538	(397,560)	129,564
Beginning balance, shares at Mar. 31, 2022	258,257,494
Stock-based compensation	$ 14	2,443			2,457
Net loss				(45,699)	(45,699)
Currency translation adjustments			19,236		19,236
Ending balance, value at Jun. 30, 2022	$ 442,286	83,757	22,774	(443,259)	105,558
Ending balance, shares at Jun. 30, 2022	258,257,494
Stock-based compensation	$ 14	2,398			2,412
Net loss				(25,209)	(25,209)
Currency translation adjustments			(494)		(494)
Warrant modification in connection with debt amendment		1,550			1,550
Ending balance, value at Sep. 30, 2022	$ 442,300	$ 87,705	$ 22,280	$ (468,468)	$ 83,817
Ending balance, shares at Sep. 30, 2022	258,257,494

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$ (92,162)	$ (50,970)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	1,541	1,366
Stock-based compensation	7,371	7,091
Amortization of debt discount	1,237	2,499
Loss on extinguishment of long-term debt	172
Inventory reserve	1,401	1,056
Unrealized foreign exchange loss	28,410
Net change in operating working capital items:
Change in accounts receivable	(127)	40
Change in inventory	(5,174)	(1,178)
Change in prepaid expenses	(407)	(1,477)
Change in other current assets	(667)	4,182
Change in other long-term assets	(174)	(448)
Change in operating right of use assets	1,010	768
Change in accounts payable	7,606	10
Change in deferred revenues	30	(244)
Change in other current liabilities	(3,715)	16,710
Payments made on operating lease liabilities	(1,001)	(797)
Net cash flows used in operating activities	(54,649)	(21,392)
CASH FLOWS FROM INVESTING ACTIVITIES
Redemption of short-term investments		25,151
Purchase of property and equipment	(2,892)	(1,385)
Net cash flows (used in) provided by in investing activities	(2,892)	23,766
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issuance of common shares for cash		30,275
Share issuance costs		(937)
Proceeds from debt financing	20,000	12,000
Debt issuance costs	(563)	(22)
Proceeds from issuance of common shares for cash, upon exercise of warrants		85
Proceeds from issuance of common shares for cash, upon exercise of options	12
Net cash flows provided by financing activities	19,449	41,401
Effect of exchange rates on cash	(52)	(130)
CHANGE IN CASH FOR THE PERIOD	(38,144)	43,645
CASH, BEGINNING OF PERIOD	121,694	93,825
CASH, END OF PERIOD	83,550	137,470
Supplementary information:
Interest paid	2,067	1,428
Non-cash investing and financing activities:
Adjustments for prior periods from adoption of ASU 2020-06	681
Warrant modification in connection with debt amendment		867
Warrant issued in connection with debt amendment	1,550
Common shares issued in connection with cashless warrant exercise		4,298
Common shares issued upon conversion of debt		2,000
Capital expenditures included in accounts payable and other current liabilities	283	73
Share issuance costs included in other current liabilities	$ 67	$ 78

NATURE OF BUSINESS AND CONTINUA

NATURE OF BUSINESS AND CONTINUATION OF BUSINESS	9 Months Ended
	Sep. 30, 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 COVID-19 pandemic has materially negatively affected the global economy, and the ongoing effects of the COVID-19 pandemic, including but not limited to, supply chain issues, global shortages of supplies, materials and products, volatile market conditions and rising global inflation, continue to do so. As a result of the COVID-19 pandemic, the Company’s business and results of operations were adversely affected and, as the ongoing effects of the COVID-19 pandemic continue to impact the global economy, may continue to adversely affect our business and results of operations. The extent to which the effects of 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 effects of 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 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 $ 468,468 54,649 The Company will require significant additional funds to conduct clinical and non-clinical trials, commercially launch our products, and achieve regulatory approvals. 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. On July 1, 2022, we received a letter from the Listing Qualifications Department of the Nasdaq Stock Market (“NASDAQ”) indicating that, based upon the closing bid price of our common shares for the 30 consecutive business day period between May 18, 2022 through September 30, 2022, we did not meet the minimum bid price of $1.00 per share required for continued listing on NASDAQ pursuant to NASDAQ Listing Rule 5550(a)(2). The letter also indicated that we will be provided with a compliance period of 180 calendar days, or until December 28, 2022 (the “Compliance Period”), in which to regain compliance pursuant to NASDAQ Listing Rule 5810(c)(3)(A). In order to regain compliance with NASDAQ’s minimum bid price requirement, our common shares must maintain a minimum closing bid price of $ 1.00 On August 26, 2022, the Company 1) filed a registration statement for a base prospectus which covers the offering, issuance and sale of up to $ 300,000 125,000 125,000 27,022 125,000 In September 2022, the Company refinanced its existing term loan facility with K2 HealthVentures LLC (“K2”) to increase the amount of term loans available to $ 100,000 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.

SIGNIFICANT ACCOUNTING POLICIES

SIGNIFICANT ACCOUNTING POLICIES	9 Months Ended
	Sep. 30, 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 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 nine months ended September 30, 2022, other than the polices discussed below.

NEW ACCOUNTING PRONOUNCEMENTS

NEW ACCOUNTING PRONOUNCEMENTS	9 Months Ended
	Sep. 30, 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 (“ASU 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	9 Months Ended
	Sep. 30, 2022
Inventory Disclosure [Abstract]
INVENTORY, NET	4. INVENTORY, NET Inventory consists of the following: SCHEDULE OF INVENTORY September 30, 2022 December 31, Finished goods $ 774 $ - Work-in-process 1,074 645 Raw materials 3,948 1,931 Total $ 5,796 $ 2,576

OTHER CURRENT ASSETS

OTHER CURRENT ASSETS	9 Months Ended
	Sep. 30, 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 September 30, 2022 December 31, Government receivables $ 2,350 $ 1,438 Other current assets 1,658 2,195 Total $ 4,008 $ 3,633

INTANGIBLE ASSETS, NET, AND GOO

INTANGIBLE ASSETS, NET, AND GOODWILL	9 Months Ended
	Sep. 30, 2022
Goodwill and Intangible Assets Disclosure [Abstract]
INTANGIBLE ASSETS, NET, AND GOODWILL	6. INTANGIBLE ASSETS, NET, AND GOODWILL The Company’s intangible assets determined to have indefinite useful lives including In-Process Research and Development (“IPR&D”) and goodwill, are tested for impairment annually, or more frequently if events or circumstances indicate that the assets might be impaired. Such circumstances could include but are not limited to: (1) a significant adverse change in legal factors or in business climate, (2) unanticipated competition, or (3) an adverse action or assessment by a regulator. The Company has established August 31st as the date for its annual impairment test of IPR&D and goodwill. The costs of rights to IPR&D projects acquired in an asset acquisition are expensed in the consolidated statements of operations unless the project has an alternative future use. These costs include initial payments incurred prior to regulatory approval in connection with research and development agreements that provide rights to develop, manufacture, market and/or sell pharmaceutical products. The IPR&D assets, which consist of the CMV and GBM programs, were acquired in a business combination, capitalized as an intangible asset and are tested for impairment at least annually until commercialization, after which time the IPR&D will be amortized over its estimated useful life. The impairment test compares the carrying amount of the IPR&D asset to its fair value. If the carrying amount exceeds the fair value of the asset, such excess is recorded as an impairment loss. There was no IPR&D impairment as a result of the Company’s annual testing on August 31, 2022. The fair value of the IPR&D assets included in the impairment test was determined using the income approach method and is considered Level 3 in the fair value hierarchy. Some of the more significant estimates and assumptions inherent in the estimate of the fair value of IPR&D assets including: 1) the amount and timing of costs to develop the IPR&D into viable products; 2) the amount and timing of future cash inflows; 3) the discount rate; and 4) the probability of technical and regulatory success. The discount rate used was 12% and the cumulative probability of technical and regulatory success to achieve approval to market the products ranged from approximately 10% to 17% . The fair value of our CMV asset was in excess of its carrying value by approximately 25 SCHEDULE OF INDEFINITE LIVED INTANGIBLE ASSETS INCLUDING CUMULATIVE IMPAIRMENT AND CURRENCY TRANSLATION September 30, 2022 Gross Carrying Amount Accumulated Amortization Cumulative Impairment Charge Cumulative Currency Translation Net Book Value Patents $ 669 $ (669 ) $ - $ 3 $ 3 IPR&D assets 61,500 - (300 ) (3,476 ) 57,724 $ 62,169 $ (669 ) $ (300 ) $ (3,473 ) $ 57,727 December 31, 2021 Gross Carrying Amount Accumulated Amortization Cumulative Impairment Charge Cumulative Currency Translation Net Book Value 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 decreased by $ 4,311 Goodwill represents the excess of the purchase price over the fair value of the net tangible and identifiable intangible assets acquired in a business combination. When evaluating goodwill for impairment, we may first perform an assessment qualitatively whether it is more likely than not that a reporting unit’s carrying amount exceeds its fair value, referred to as a “step zero” approach. Subsequently (if necessary, after step zero), if the carrying value of a reporting unit exceeded its fair value an impairment would be recorded. We would perform our goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. There was no goodwill impairment determined as a result of the Company’s annual testing on August 31, 2022. The fair value of the Company, which consists of a single reporting unit, included in the impairment test was determined using the closing market stock price of VBI as of August 31, 2022. SCHEDULE OF GOODWILL September 30, 2022 Gross Carrying Amount Cumulative Impairment Charge Cumulative Currency Translation Net Book Value Goodwill $ 8,714 $ (6,292 ) $ (318 ) $ 2,104 December 31, 2021 Gross Carrying Amount Cumulative Impairment Charge Cumulative Currency Translation Net Book Value 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 $ 157

OTHER CURRENT LIABILITIES

OTHER CURRENT LIABILITIES	9 Months Ended
	Sep. 30, 2022
Other Liabilities Disclosure [Abstract]
OTHER CURRENT LIABILITIES	7. OTHER CURRENT LIABILITIES Other current liabilities consisted of the following: SCHEDULE OF OTHER CURRENT LIABILITIES September 30, 2022 December 31, Accrued research and development expenses (including clinical trial accrued expenses) $ 7,224 $ 8,196 Accrued professional fees 2,970 2,294 Payroll and employee-related costs 2,392 4,805 Deferred funding 7,479 10,183 Other current liabilities 1,439 1,463 Total $ 21,504 $ 26,941

LOSS PER SHARE OF COMMON SHARES

LOSS PER SHARE OF COMMON SHARES	9 Months Ended
	Sep. 30, 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 September 30, 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 September 30, 2022 September 30, 2021 Warrants 3,564,882 1,384,469 Stock options and restricted stock units 23,102,475 18,409,572 K2 conversion feature 6,161,889 1,369,863 Total 32,829,246 21,163,904

LONG-TERM DEBT

LONG-TERM DEBT	9 Months Ended
	Sep. 30, 2022
Long-term Debt
LONG-TERM DEBT	9. LONG-TERM DEBT As of September 30, 2022, and December 31, 2021, the long-term debt is as follows: SCHEDULE OF LONG-TERM DEBT September 30, 2022 December 31, Long-term debt, net of debt discount of $ 7,281 3,783 $ 48,418 $ 28,441 Less: current portion - - Long-term debt, net of current portion $ 48,418 $ 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 and any other lender from time-to-time party thereto (the “Lenders”). On May 22, 2020, the Lenders advanced the first tranche of term loans of $ 20,000 . 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 until the original 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 per share. On May 17, 2021, the Company entered into the First Amendment to the Loan and Guaranty Agreement (“First Amendment”) with the Lenders and received additional loan advances of $ 12,000 On September 14, 2022, the Company entered into the Second Amendment to the Loan Agreement (the “Second Amendment”) with the Lenders to: (i) increase the amount of the term loans available under the Loan Agreement to $ 100,000 50,000 On September 15, 2022, the Lenders advanced to the Borrowers the Restatement First Tranche Term Loan (as defined in the Second Amendment) in an aggregate amount of $ 50,000 30,000 15,000 10,000 25,000 Pursuant to the Second Amendment, the Lenders have the ability to convert $ 7,000 2,000 1,369,863 1.46 5,000 4,792,026 1.0434 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 in connection with the Second Amendment and the advance of the first tranche of term loans of $ 50,000 2,180,413 0.8026 50,000 2,180,413 The Company is required to make a final payment equal to 6.95 30,000 2,224 Upon receipt of additional funds, issuable pursuant to the second, third and fourth tranches, under the Second Amendment, additional common shares will be issuable pursuant to the Second Amendment Warrant as determined by the principal amount of the second tranche, third tranche and fourth tranche actually funded multiplied by 3.5% and divided by the warrant exercise price of $ 0.8026 6.95 The Company accounted for the Second Amendment as a debt extinguishment and resulted in an extinguishment loss of $ 172 48,340 7,359 1,550 563 The total principal amount of the loan under the Loan Agreement as amended by the Second Amendment, outstanding at September 30, 2022, including the Original Final Payment of $ 2,224 3,475 55,699 8.00 4.00 10.25 50,000 13.63 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 September 14, 2026 The obligations under the Loan Agreement as amended by the Second 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, 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 Second Amendment is $ 7,359 7,281 3,783 At September 30, 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 $ 47,080 30,406 Interest expense, net of interest income recorded in the three and nine months ended September 30, 2022 and 2021 was as follows: SCHEDULE OF INTEREST EXPENSE 2022 2021 2022 2021 Three months ended September 30 Nine months ended September 30 2022 2021 2022 2021 Interest expense $ 856 $ 618 $ 2,132 $ 1,488 Amortization of debt discount 416 487 1,237 2,499 Extinguishment loss 172 - 172 - Interest income (486 ) (79 ) (742 ) (304 ) Total $ 958 $ 1,026 $ 2,799 $ 3,683 The following table summarizes the future principal payments due under long-term debt: SCHEDULE OF FUTURE PRINCIPAL OF LONG-TERM DEBT Principal payments on Loan Agreement and final payment Remaining 2022 $ - 2023 - 2024 2,224 2025 - 2026 53,475 Total $ 55,699

STOCKHOLDERS_ EQUITY AND ADDITI

STOCKHOLDERS’ EQUITY AND ADDITIONAL PAID-IN CAPITAL	9 Months Ended
	Sep. 30, 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 September 30, 2022, there were 842,803 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 September 30, 2022, there were 521,242 2016 VBI Equity 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 21,727,860 10,570 The aggregate number of common shares remaining available for issuance for awards under the 2016 Plan totaled 1,268,789 Activity related to stock options is as follows: SCHEDULE OF STOCK OPTIONS ACTIVITY Number of Stock Options Weighted Average Exercise Price Balance outstanding at December 31, 2021 18,534,379 $ 2.63 Granted 5,140,000 1.51 Exercised (7,221 ) 1.65 Forfeited (575,253 ) 2.28 Balance outstanding at September 30, 2022 23,091,905 $ 2.38 Exercisable at September 30, 2022 14,536,140 $ 2.52 Information relating to RSUs is as follow: SCHEDULE OF RESTRICTED STOCK UNITS Number of Stock Awards Weighted Average Fair Value at Grant Date Unvested shares outstanding at December 31, 2021 39,329 $ 1.47 Forfeited (695 ) 1.46 Vested (28,064 ) 1.48 Unvested shares outstanding at September 30, 2022 10,570 $ 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 93.23 % 96.99 % Risk free interest rate 1.75 % 0.57 % Expected term in years 5.83 5.84 Expected dividend yield 0.00 % 0.00 % Weighted average fair value per option $ 1.13 $ 2.41 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 and nine months ended September 30, 2022 and 2021 was as follows: SCHEDULE OF STOCK-BASED COMPENSATION EXPENSE Three months ended September 30 Nine months ended September 30 2022 2021 2022 2021 Research and development $ 514 $ 476 $ 1,534 $ 1,368 General and administrative 1,868 2,029 5,751 5,656 Cost of revenues 30 24 86 67 Total stock-based compensation expense $ 2,412 $ 2,529 $ 7,371 $ 7,091

REVENUES, NET AND DEFERRED REVE

REVENUES, NET AND DEFERRED REVENUE	9 Months Ended
	Sep. 30, 2022
Revenue from Contract with Customer [Abstract]
REVENUES, NET AND DEFERRED REVENUE	11. REVENUES, NET AND DEFERRED REVENUE Revenues, net comprises the following: SCHEDULE OF REVENUE COMPRISED Three months ended September 30 Nine months ended September 30 2022 2021 2022 2021 Product revenues, net $ 258 $ 24 $ 680 $ 262 R&D service revenues 59 83 109 288 Total revenues, net $ 317 $ 107 $ 789 $ 550 The following table presents revenues expected to be recognized in the future related to performance obligations, based on current estimates, that are unsatisfied at September 30, 2022: SUMMARY OF REVENUE EXPECTED TO BE RECOGNIZED IN FUTURE RELATED TO PERFORMANCE OBLIGATIONS Total Current portion to September 30, 2023 Remaining portion thereafter Product revenues, net $ 469 $ - $ 469 R&D service revenues 2,132 597 1,535 Total revenues, net $ 2,601 $ 597 $ 2,004 The following table presents changes in the deferred revenue balance for the nine months ended September 30, 2022: SUMMARY OF CHANGES IN DEFERRED REVENUE Balance at January 1, 2021 $ 3,104 Currency translation - Balance at December 31, 2021 2,803 Recognition of deferred revenue (57) Currency translation (145) Balance at September 30, 2022 $ 2,601 Short Term $ 597 Long Term $ 2,004 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 License Agreement”) 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 License Agreement. The initial consideration of the License Agreement consisted of an $ 11,000 2,295,082 3,626 7,374 4,737 2,637 There was no additional consideration contemplated in the Second Amendment License Agreement. 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 September 30, 2022, R&D services related to Brii Bio that remain unsatisfied are $ 1,932 2,601 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	9 Months Ended
	Sep. 30, 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; three and nine months ended September 30, 2022 are $ 0 139 48 374 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 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 December 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 and nine months ended September 30, 2022 are $ 118 and $ 702 712 and $ 942 , respectively. Coalition for Epidemic Preparedness Innovations (“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. 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 and nine months ended September 30, 2022 are $ 692 3,098 2,711 $4,918 19,327 7,479 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 License Agreement 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 and nine months ended September 30, 2022, were $ 56 191

GOVERNMENT GRANTS

GOVERNMENT GRANTS	9 Months Ended
	Sep. 30, 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 and nine months ended September 30, 2022 the Company recognized $ 0 0 41 For the three and nine months ended September 30, 2021, the Company recognized $ 68 68 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 For the three and nine months ended September 30, 2022, the Company recognized $ 1,831 3,783 716 For the three and nine months ended September 30, 2021, the Company recognized $ 2,365 6,377

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	9 Months Ended
	Sep. 30, 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 1,879,500 530,483 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, September 30, 2021, and June 9, 2022. The next preliminary hearing is scheduled to be held on January 12, 2023. 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 (“U.S.”) expires on October 31, 2024 Our manufacturing facility lease agreement in Israel has been extended for 5 years with a term now ending January 31, 2027 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. In September 2022, we decided to extend the term of our lease for our research facility in Canada for three additional years, which now has a term ending on December 31, 2025 During the three and nine months ended September 30, 2022, the Company entered into new lease agreements and recognized a ROU asset of $ 339 1,134 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 September 30, 2022 $ 489 Nine months ended September 30, 2022 1,383 Three months ended September 30, 2021 385 Nine months ended September 30, 2021 1,069 Other information: Weighted average remaining lease term 3.27 Weighted average discount rate 13 % 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 $ 321 2023 1,295 2024 1,196 2025 710 2026 614 2027 167 Total $ 4,303 Effect of discounting (818 ) Total lease liability $ 3,485 Less: current portion 914 Lease liability, net of current portion $ 2,571

SEGMENT INFORMATION

SEGMENT INFORMATION	9 Months Ended
	Sep. 30, 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 operating segment. Revenues, net from external customers are attributed to geographic areas based on location of the contracting customers: SCHEDULE OF REVENUES FROM EXTERNAL CUSTOMERS Three Months Ended September 30 Nine Months Ended September 30 2022 2021 2022 2021 United States $ 238 $ - $ 444 $ - Israel 60 44 281 300 China / Hong Kong 19 63 58 246 Europe - - 6 4 Total $ 317 $ 107 $ 789 $ 550 There was no

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	9 Months Ended
	Sep. 30, 2022
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	16. SUBSEQUENT EVENTS On October 18, 2022, the Company, Ferring International Center S.A., a company incorporated pursuant to the laws of Switzerland and SciVac, a wholly owned subsidiary of the Company, amended and restated that certain license agreement, dated as of June 3, 2004 and amended by the parties on each of January 24, 2005, March 15, 2005, June 15, 2005 and February 14, 2012 (the “Amended and Restated Ferring License Agreement”). The Amended and Restated Ferring License Agreement amends and restates certain of the terms relating to the manufacture and marketing of HBsAg products, which includes, among others, updates to the definition of net sales, and a reduction in the fixed royalty rate on net sales of HBsAg products from seven percent (7%) to three and a half percent (3.5%) in consideration for the grant of the license to utilize genetically engineered CHO cells encoding the hepatitis B antigen and certain information related to the manufacture of hepatitis B vaccines (collectively, the “Technology”). In October 2022, the Company received notice from the U.S. Food and Drug Administration (the “FDA”) that we qualified as a small business and that the Prescription Drug User Fee Act program application fee of $ 2,876

SIGNIFICANT ACCOUNTING POLICI_2

SIGNIFICANT ACCOUNTING POLICIES (Policies)	9 Months Ended
	Sep. 30, 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 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 nine months ended September 30, 2022, other than the polices discussed below.

NEW ACCOUNTING PRONOUNCEMENTS (

NEW ACCOUNTING PRONOUNCEMENTS (Tables)	9 Months Ended
	Sep. 30, 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)	9 Months Ended
	Sep. 30, 2022
Inventory Disclosure [Abstract]
SCHEDULE OF INVENTORY	Inventory consists of the following: SCHEDULE OF INVENTORY September 30, 2022 December 31, Finished goods $ 774 $ - Work-in-process 1,074 645 Raw materials 3,948 1,931 Total $ 5,796 $ 2,576

OTHER CURRENT ASSETS (Tables)

OTHER CURRENT ASSETS (Tables)	9 Months Ended
	Sep. 30, 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 September 30, 2022 December 31, Government receivables $ 2,350 $ 1,438 Other current assets 1,658 2,195 Total $ 4,008 $ 3,633

INTANGIBLE ASSETS, NET, AND G_2

INTANGIBLE ASSETS, NET, AND GOODWILL (Tables)	9 Months Ended
	Sep. 30, 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 September 30, 2022 Gross Carrying Amount Accumulated Amortization Cumulative Impairment Charge Cumulative Currency Translation Net Book Value Patents $ 669 $ (669 ) $ - $ 3 $ 3 IPR&D assets 61,500 - (300 ) (3,476 ) 57,724 $ 62,169 $ (669 ) $ (300 ) $ (3,473 ) $ 57,727 December 31, 2021 Gross Carrying Amount Accumulated Amortization Cumulative Impairment Charge Cumulative Currency Translation Net Book Value 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 September 30, 2022 Gross Carrying Amount Cumulative Impairment Charge Cumulative Currency Translation Net Book Value Goodwill $ 8,714 $ (6,292 ) $ (318 ) $ 2,104 December 31, 2021 Gross Carrying Amount Cumulative Impairment Charge Cumulative Currency Translation Net Book Value Goodwill $ 8,714 $ (6,292 ) $ (161 ) $ 2,261

OTHER CURRENT LIABILITIES (Tabl

OTHER CURRENT LIABILITIES (Tables)	9 Months Ended
	Sep. 30, 2022
Other Liabilities Disclosure [Abstract]
SCHEDULE OF OTHER CURRENT LIABILITIES	Other current liabilities consisted of the following: SCHEDULE OF OTHER CURRENT LIABILITIES September 30, 2022 December 31, Accrued research and development expenses (including clinical trial accrued expenses) $ 7,224 $ 8,196 Accrued professional fees 2,970 2,294 Payroll and employee-related costs 2,392 4,805 Deferred funding 7,479 10,183 Other current liabilities 1,439 1,463 Total $ 21,504 $ 26,941

LOSS PER SHARE OF COMMON SHAR_2

LOSS PER SHARE OF COMMON SHARES (Tables)	9 Months Ended
	Sep. 30, 2022
Earnings Per Share [Abstract]
SCHEDULE OF ANTI-DILUTIVE WEIGHTED AVERAGE SHARES OUTSTANDING	The following potentially dilutive securities outstanding at September 30, 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 September 30, 2022 September 30, 2021 Warrants 3,564,882 1,384,469 Stock options and restricted stock units 23,102,475 18,409,572 K2 conversion feature 6,161,889 1,369,863 Total 32,829,246 21,163,904

LONG-TERM DEBT (Tables)

LONG-TERM DEBT (Tables)	9 Months Ended
	Sep. 30, 2022
Long-term Debt
SCHEDULE OF LONG-TERM DEBT	As of September 30, 2022, and December 31, 2021, the long-term debt is as follows: SCHEDULE OF LONG-TERM DEBT September 30, 2022 December 31, Long-term debt, net of debt discount of $ 7,281 3,783 $ 48,418 $ 28,441 Less: current portion - - Long-term debt, net of current portion $ 48,418 $ 28,441
SCHEDULE OF INTEREST EXPENSE	Interest expense, net of interest income recorded in the three and nine months ended September 30, 2022 and 2021 was as follows: SCHEDULE OF INTEREST EXPENSE 2022 2021 2022 2021 Three months ended September 30 Nine months ended September 30 2022 2021 2022 2021 Interest expense $ 856 $ 618 $ 2,132 $ 1,488 Amortization of debt discount 416 487 1,237 2,499 Extinguishment loss 172 - 172 - Interest income (486 ) (79 ) (742 ) (304 ) Total $ 958 $ 1,026 $ 2,799 $ 3,683
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 payments on Loan Agreement and final payment Remaining 2022 $ - 2023 - 2024 2,224 2025 - 2026 53,475 Total $ 55,699

STOCKHOLDERS_ EQUITY AND ADDI_2

STOCKHOLDERS’ EQUITY AND ADDITIONAL PAID-IN CAPITAL (Tables)	9 Months Ended
	Sep. 30, 2022
Equity [Abstract]
SCHEDULE OF STOCK OPTIONS ACTIVITY	Activity related to stock options is as follows: SCHEDULE OF STOCK OPTIONS ACTIVITY Number of Stock Options Weighted Average Exercise Price Balance outstanding at December 31, 2021 18,534,379 $ 2.63 Granted 5,140,000 1.51 Exercised (7,221 ) 1.65 Forfeited (575,253 ) 2.28 Balance outstanding at September 30, 2022 23,091,905 $ 2.38 Exercisable at September 30, 2022 14,536,140 $ 2.52
SCHEDULE OF RESTRICTED STOCK UNITS	Information relating to RSUs is as follow: SCHEDULE OF RESTRICTED STOCK UNITS Number of Stock Awards Weighted Average Fair Value at Grant Date Unvested shares outstanding at December 31, 2021 39,329 $ 1.47 Forfeited (695 ) 1.46 Vested (28,064 ) 1.48 Unvested shares outstanding at September 30, 2022 10,570 $ 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 93.23 % 96.99 % Risk free interest rate 1.75 % 0.57 % Expected term in years 5.83 5.84 Expected dividend yield 0.00 % 0.00 % Weighted average fair value per option $ 1.13 $ 2.41
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 and nine months ended September 30, 2022 and 2021 was as follows: SCHEDULE OF STOCK-BASED COMPENSATION EXPENSE Three months ended September 30 Nine months ended September 30 2022 2021 2022 2021 Research and development $ 514 $ 476 $ 1,534 $ 1,368 General and administrative 1,868 2,029 5,751 5,656 Cost of revenues 30 24 86 67 Total stock-based compensation expense $ 2,412 $ 2,529 $ 7,371 $ 7,091

REVENUES, NET AND DEFERRED RE_2

REVENUES, NET AND DEFERRED REVENUE (Tables)	9 Months Ended
	Sep. 30, 2022
Revenue from Contract with Customer [Abstract]
SCHEDULE OF REVENUE COMPRISED	Revenues, net comprises the following: SCHEDULE OF REVENUE COMPRISED Three months ended September 30 Nine months ended September 30 2022 2021 2022 2021 Product revenues, net $ 258 $ 24 $ 680 $ 262 R&D service revenues 59 83 109 288 Total revenues, net $ 317 $ 107 $ 789 $ 550
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 September 30, 2022: SUMMARY OF REVENUE EXPECTED TO BE RECOGNIZED IN FUTURE RELATED TO PERFORMANCE OBLIGATIONS Total Current portion to September 30, 2023 Remaining portion thereafter Product revenues, net $ 469 $ - $ 469 R&D service revenues 2,132 597 1,535 Total revenues, net $ 2,601 $ 597 $ 2,004
SUMMARY OF CHANGES IN DEFERRED REVENUE	The following table presents changes in the deferred revenue balance for the nine months ended September 30, 2022: SUMMARY OF CHANGES IN DEFERRED REVENUE Balance at January 1, 2021 $ 3,104 Currency translation - Balance at December 31, 2021 2,803 Recognition of deferred revenue (57) Currency translation (145) Balance at September 30, 2022 $ 2,601 Short Term $ 597 Long Term $ 2,004

COMMITMENTS AND CONTINGENCIES (

COMMITMENTS AND CONTINGENCIES (Tables)	9 Months Ended
	Sep. 30, 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 September 30, 2022 $ 489 Nine months ended September 30, 2022 1,383 Three months ended September 30, 2021 385 Nine months ended September 30, 2021 1,069 Other information: Weighted average remaining lease term 3.27 Weighted average discount rate 13 %
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 $ 321 2023 1,295 2024 1,196 2025 710 2026 614 2027 167 Total $ 4,303 Effect of discounting (818 ) Total lease liability $ 3,485 Less: current portion 914 Lease liability, net of current portion $ 2,571

SEGMENT INFORMATION (Tables)

SEGMENT INFORMATION (Tables)	9 Months Ended
	Sep. 30, 2022
Segment Reporting [Abstract]
SCHEDULE OF REVENUES FROM EXTERNAL CUSTOMERS	Revenues, net from external customers are attributed to geographic areas based on location of the contracting customers: SCHEDULE OF REVENUES FROM EXTERNAL CUSTOMERS Three Months Ended September 30 Nine Months Ended September 30 2022 2021 2022 2021 United States $ 238 $ - $ 444 $ - Israel 60 44 281 300 China / Hong Kong 19 63 58 246 Europe - - 6 4 Total $ 317 $ 107 $ 789 $ 550 There was no

NATURE OF BUSINESS AND CONTIN_2

NATURE OF BUSINESS AND CONTINUATION OF BUSINESS (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands		9 Months Ended		12 Months Ended	13 Months Ended	25 Months Ended
	Aug. 26, 2022	Sep. 30, 2022	Sep. 30, 2021	Aug. 26, 2022	Sep. 03, 2021	Aug. 26, 2022	Jul. 02, 2022	Dec. 31, 2021
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Entity incorporation, date of incorporation		Apr. 09, 1965
Accumulated deficit		$ 468,468						$ 378,371
Net cash provided by (used in) operating activities		54,649	$ 21,392
K2 Healthventures LLC [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Increase amount of term loans available		$ 100,000
First ATM Program [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Original share value related to ATM Program					$ 125,000
Open Market Sale Agreement [Member] | First At The Market [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Share value remaining, available for sale						$ 27,022
Second ATM Program [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Share value remaining, available for sale				$ 125,000
Minimum [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Bid price							$ 1
Maximum [Member] | Base Prospectus [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Issuance and sale of common shares	$ 300,000
Maximum [Member] | Current ATM Program [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Share value remaining, available for sale	$ 125,000

SCHEDULE OF CUMULATIVE EFFECT O

SCHEDULE OF CUMULATIVE EFFECT OF CHANGES ON CONSOLIDATED BALANCE SHEETS (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Jan. 01, 2022	Dec. 31, 2021
Liabilities
Long-term debt, net of debt discount	$ 48,418		$ 28,441
Stockholders’ equity
Additional paid-in capital	87,705		81,583
Accumulated deficit	$ (468,468)		(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	Sep. 30, 2022	Dec. 31, 2021
Inventory Disclosure [Abstract]
Finished goods	$ 774
Work-in-process	1,074	645
Raw materials	3,948	1,931
Total	$ 5,796	$ 2,576

SCHEDULE OF OTHER CURRENT ASSET

SCHEDULE OF OTHER CURRENT ASSETS (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Government receivables	$ 2,350	$ 1,438
Other current assets	1,658	2,195
Total	$ 4,008	$ 3,633

SCHEDULE OF INDEFINITE LIVED IN

SCHEDULE OF INDEFINITE LIVED INTANGIBLE ASSETS INCLUDING CUMULATIVE IMPAIRMENT AND CURRENCY TRANSLATION (Details) - USD ($) $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2022	Dec. 31, 2021
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 62,169	$ 62,169
Accumulated Amortization	(669)	(660)
Cumulative Impairment Charge	(300)	(300)
Cumulative Currency Translation	(3,473)	882
Net Book value	57,727	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	(3,476)	835
Net Book value	57,724	62,035
Patents [Member]
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	669	669
Accumulated Amortization	(669)	(660)
Cumulative Impairment Charge
Cumulative Currency Translation	3	47
Net Book value	$ 3	$ 56

SCHEDULE OF GOODWILL (Details)

SCHEDULE OF GOODWILL (Details) - USD ($) $ in Thousands	Sep. 30, 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	(318)	(161)
Goodwill, net	$ 2,104	$ 2,261

INTANGIBLE ASSETS, NET, AND G_3

INTANGIBLE ASSETS, NET, AND GOODWILL (Details Narrative) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2022	Aug. 31, 2022
Finite-Lived Intangible Assets [Line Items]
Annual impairment test description	1) the amount and timing of costs to develop the IPR&D into viable products; 2) the amount and timing of future cash inflows; 3) the discount rate; and 4) the probability of technical and regulatory success. The discount rate used was 12% and the cumulative probability of technical and regulatory success to achieve approval to market the products ranged from approximately 10% to 17%
Percentage of fair value in excess of carrying value		25%
Increased in goodwill	$ 157
Inprocess Research and Development Assets [Member]
Finite-Lived Intangible Assets [Line Items]
Decreased in intangible assets due to foreign currency translation adjustment	$ 4,311

SCHEDULE OF OTHER CURRENT LIABI

SCHEDULE OF OTHER CURRENT LIABILITIES (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Other Liabilities Disclosure [Abstract]
Accrued research and development expenses (including clinical trial accrued expenses)	$ 7,224	$ 8,196
Accrued professional fees	2,970	2,294
Payroll and employee-related costs	2,392	4,805
Deferred funding	7,479	10,183
Other current liabilities	1,439	1,463
Total	$ 21,504	$ 26,941

SCHEDULE OF ANTI-DILUTIVE WEIGH

SCHEDULE OF ANTI-DILUTIVE WEIGHTED AVERAGE SHARES OUTSTANDING (Details) - shares	9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive weighted average shares outstanding	32,829,246	21,163,904
Warrant [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive weighted average shares outstanding	3,564,882	1,384,469
Stock Options and Restricted Stock Units [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive weighted average shares outstanding	23,102,475	18,409,572
K 2 Conversion Feature [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive weighted average shares outstanding	6,161,889	1,369,863

SCHEDULE OF LONG-TERM DEBT (Det

SCHEDULE OF LONG-TERM DEBT (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Long-term Debt
Long-term debt, net of debt discount of $7,281 ($3,783 at December 31, 2021)	$ 48,418	$ 28,441
Less: current portion
Long-term debt, net of current portion	$ 48,418	$ 28,441

SCHEDULE OF LONG-TERM DEBT (D_2

SCHEDULE OF LONG-TERM DEBT (Details) (Parenthetical) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Long-Term Debt [Member]
Extinguishment of Debt [Line Items]
Debt instrument, unamortized discount	$ 7,281	$ 3,783

SCHEDULE OF INTEREST EXPENSE (D

SCHEDULE OF INTEREST EXPENSE (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Long-term Debt
Interest expense	$ 856	$ 618	$ 2,132	$ 1,488
Amortization of debt discount	416	487	1,237	2,499
Extinguishment loss	172		172
Interest income	(486)	(79)	(742)	(304)
Total	$ 958	$ 1,026	$ 2,799	$ 3,683

SCHEDULE OF FUTURE PRINCIPAL OF

SCHEDULE OF FUTURE PRINCIPAL OF LONG-TERM DEBT (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Total	$ 48,418	$ 28,441
Loan Agreement [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Remaining 2022
2023
2024	2,224
2025
2026	53,475
Total	$ 55,699

LONG-TERM DEBT (Details Narrati

LONG-TERM DEBT (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands				3 Months Ended			9 Months Ended
	Sep. 14, 2022	Feb. 03, 2021	May 22, 2020	Sep. 30, 2022	Sep. 30, 2021	Mar. 31, 2021	Sep. 30, 2022	Sep. 30, 2021	Sep. 15, 2022	Dec. 31, 2021	May 17, 2021
Debt conversion, converted instrument, amount						$ 2,000		$ 2,000
Extinguishment of debt				$ (172)			(172)
Final payment							55,699
Fair Value, Inputs, Level 3 [Member]
Debt instrument, fair value disclosure				47,080			47,080			$ 30,406
K2 Healthventures LLC [Member]
Increase amount of term loans available				100,000			$ 100,000
Second Amendment [Member] | K2 Healthventures LLC [Member]
Increase amount of term loans available	$ 100,000
Loan and Guaranty Agreement [Member]
Debt increased percentage							5%
Loan and Guaranty Agreement [Member] | K2 Healthventures LLC [Member]
Debt conversion, converted instrument, amount			$ 4,000
Conversion price			$ 1.46
Debt instrument, maturity date			Jun. 01, 2024
Debt face amount											$ 30,000
Loan and Guaranty Agreement [Member] | K2 Healthventures LLC [Member] | K2 Warrant [Member]
Purchase of warrants			625,000
Warrant price			$ 1.12
Loan and Guaranty Agreement [Member] | K2 Healthventures LLC [Member] | Restated K2 Warrant [Member]
Purchase of warrants											312,500
Warrant price											$ 1.12
Total purchase of warrants											937,500
Loan and Guaranty Agreement [Member] | K2 Healthventures LLC [Member] | Second Amendment Warrant [Member]
Debt face amount	$ 50,000
Purchase of warrants	2,180,413
Warrant price	$ 0.8026
Shares available				50,000			$ 50,000
Loan and Guaranty Agreement [Member] | First Tranche [Member] | K2 Healthventures LLC [Member]
Secured Debt			$ 20,000
Loan and Guaranty Agreement [Member] | First Amendment [Member]
Additional secured debt											$ 12,000
Debt face amount											30,000
Loan and Guaranty Agreement [Member] | First Amendment [Member] | K2 Healthventures LLC [Member]
Final payment, value											$ 2,224
Loan and Guaranty Agreement [Member] | Second Amendment [Member]
Debt instrument, maturity date							Sep. 14, 2026
Debt face amount				$ 50,000			$ 50,000
Warrant price	$ 0.8026
Secured term loan final payment percentage	6.95%
Extinguishment of debt							172
Debt instrument, fair value disclosure	$ 48,340
Debt discount	7,359
Fair value of warrants	1,550
Debt issuance costs	563
Second amendment final payment amount							$ 2,224
Debt instrument, interest rate, stated percentage				10.25%			10.25%
Debt instrument, interest rate, effective percentage				13.63%			13.63%
Debt instrument discount									$ 7,359
Debt instrument, unamortized discount				$ 7,281			$ 7,281			$ 3,783
Loan and Guaranty Agreement [Member] | Second Amendment [Member] | Prime Rate Plus [Member]
Debt instrument, interest rate, stated percentage				4%			4%
Loan and Guaranty Agreement [Member] | Second Amendment [Member] | Minimum [Member]
Debt instrument, interest rate, stated percentage				8%			8%
Loan and Guaranty Agreement [Member] | Second Amendment [Member] | K2 Healthventures LLC [Member] | Restated K2 Warrant [Member]
Purchase of warrants				2,180,413			2,180,413
Loan and Guaranty Agreement [Member] | Secnd Amendment [Member]
Second amendment final payment amount							$ 3,475
Loan Agreement [Member]
Term loan available			$ 50,000
Loan Agreement [Member] | Second Tranche Term Loan [Member] | Maximum [Member]
Debt face amount									15,000
Loan Agreement [Member] | Third Tranche Term Loan [Member] | Maximum [Member]
Debt face amount									10,000
Loan Agreement [Member] | Fourth Tranche Term Loan [Member] | Maximum [Member]
Debt face amount									25,000
Loan Agreement [Member] | K2 Healthventures LLC [Member]
Debt conversion, converted instrument, amount		$ 2,000
Conversion price		$ 1.46
Debt Conversion, Converted Instrument, Shares Issued		1,369,863
Loan Agreement [Member] | Second Amendment [Member] | First Tranche Term Loan [Member]
Debt face amount									$ 50,000
Loan Agreement [Member] | Second Amendment [Member] | K2 Healthventures LLC [Member]
Convertible amount	$ 7,000
Loan Agreement [Member] | Second Amendment [Member] | K2 Healthventures LLC [Member] | Conversion Price of $1.46 Per Share [Member]
Conversion price	$ 1.46
Convertible amount	$ 2,000
Shares available for conversion	1,369,863
Loan Agreement [Member] | Second Amendment [Member] | K2 Healthventures LLC [Member] | Conversion Price of $1.0434 Per Share [Member]
Conversion price	$ 1.0434
Convertible amount	$ 5,000
Shares available for conversion	4,792,026

SCHEDULE OF STOCK OPTIONS ACTIV

SCHEDULE OF STOCK OPTIONS ACTIVITY (Details) - Equity Option [Member]	9 Months Ended
	Sep. 30, 2022 $ / shares shares
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	5,140,000
Weighted Average Exercise Price, Granted | $ / shares	$ 1.51
Number of Stock Options, Exercised | shares	(7,221)
Weighted Average Exercise Price, Exercised | $ / shares	$ 1.65
Number of Stock Options, Forfeited | shares	(575,253)
Weighted Average Exercise Price, Forfeited | $ / shares	$ 2.28
Number of Stock Options Outstanding, Ending Balance | shares	23,091,905
Weighted Average Exercise Price, Ending Balance | $ / shares	$ 2.38
Number of Stock Options, Exercisable | shares	14,536,140
Weighted Average Exercise Price, Exercisable | $ / shares	$ 2.52

SCHEDULE OF RESTRICTED STOCK UN

SCHEDULE OF RESTRICTED STOCK UNITS (Details) - Restricted Stock Units (RSUs) [Member]	9 Months Ended
	Sep. 30, 2022 $ / shares shares
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	(695)
Weighted Average Fair Value at Grant Date, Vested | $ / shares	$ 1.46
Number of Stock Awards, Vested | shares	(28,064)
Weighted Average Fair Value at Grant Date, Vested | $ / shares	$ 1.48
Number of Stock Awards, Unvested shares outstanding ending balance | shares	10,570
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	9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021
Equity [Abstract]
Volatility	93.23%	96.99%
Risk free interest rate	1.75%	0.57%
Expected term in years	5 years 9 months 29 days	5 years 10 months 2 days
Expected dividend yield	0%	0%
Weighted average fair value per option	$ 1.13	$ 2.41

SCHEDULE OF STOCK-BASED COMPENS

SCHEDULE OF STOCK-BASED COMPENSATION EXPENSE (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Total stock-based compensation expense	$ 2,412	$ 2,529	$ 7,371	$ 7,091
Research and Development Expense [Member]
Total stock-based compensation expense	514	476	1,534	1,368
General and Administrative Expense [Member]
Total stock-based compensation expense	1,868	2,029	5,751	5,656
Cost of Sales [Member]
Total stock-based compensation expense	$ 30	$ 24	$ 86	$ 67

STOCKHOLDERS_ EQUITY AND ADDI_3

STOCKHOLDERS’ EQUITY AND ADDITIONAL PAID-IN CAPITAL (Details Narrative)	9 Months Ended
	Sep. 30, 2022 shares
2006 Plan [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Options outstanding	842,803
2014 Plan [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Options outstanding	521,242
2016 Plan [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Options outstanding	21,727,860
Share-based compensation arrangement by share-based, percentage	10%
Share-based compensation arrangement by share-based payment award, number of shares available for grant	1,268,789
2016 VBI Equity Incentive Plan [Member] | Restricted Stock Units (RSUs) [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Unvested stock	10,570

SCHEDULE OF REVENUE COMPRISED (

SCHEDULE OF REVENUE COMPRISED (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Disaggregation of Revenue [Line Items]
Revenues	$ 317	$ 107	$ 789	$ 550
Product [Member]
Disaggregation of Revenue [Line Items]
Revenues	258	24	680	262
Service [Member]
Disaggregation of Revenue [Line Items]
Revenues	$ 59	$ 83	$ 109	$ 288

SUMMARY OF REVENUE EXPECTED TO

SUMMARY OF REVENUE EXPECTED TO BE RECOGNIZED IN FUTURE RELATED TO PERFORMANCE OBLIGATIONS (Details) $ in Thousands	Sep. 30, 2022 USD ($)
Disaggregation of Revenue [Line Items]
Revenues	$ 2,601
Current Portion to September 30, 2023 [Member]
Disaggregation of Revenue [Line Items]
Revenues	597
Remaining Portion Thereafter [Member]
Disaggregation of Revenue [Line Items]
Revenues	2,004
Product [Member]
Disaggregation of Revenue [Line Items]
Revenues	469
Product [Member] | Current Portion to September 30, 2023 [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	2,132
Service [Member] | Current Portion to September 30, 2023 [Member]
Disaggregation of Revenue [Line Items]
Revenues	597
Service [Member] | Remaining Portion Thereafter [Member]
Disaggregation of Revenue [Line Items]
Revenues	$ 1,535

SUMMARY OF CHANGES IN DEFERRED

SUMMARY OF CHANGES IN DEFERRED REVENUE (Details) - USD ($) $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2022	Dec. 31, 2021
Revenue from Contract with Customer [Abstract]
Beginning Balance	$ 2,803	$ 3,104
Currency translation	(145)
Contract with Customer, Liability, Revenue Recognized	(57)
Ending Balance	2,601	$ 2,803
Short Term	597
Long Term	$ 2,004

REVENUES, NET AND DEFERRED RE_3

REVENUES, NET AND DEFERRED REVENUE (Details Narrative) - USD ($) $ in Thousands		3 Months Ended
	Dec. 04, 2018	Sep. 30, 2021	Jun. 30, 2021	Mar. 31, 2021	Sep. 30, 2022
Disaggregation of Revenue [Line Items]
Stock Issued During Period, Value, New Issues		$ 6,982	$ 861	$ 21,417
Revenue, Remaining Performance Obligation, Amount					$ 2,601
Additional potential regulatory and sales milestone payments	$ 117,500
License Agreement [Member] | Brii Bio [Member]
Disaggregation of Revenue [Line Items]
Non-refundable upfront payment	$ 11,000
Stock Issued During Period, Shares, New Issues	2,295,082
Stock Issued During Period, Value, New Issues	$ 3,626
Revenue, Remaining Performance Obligation, Amount	7,374
License Agreement [Member] | Brii Bio [Member] | VBI-2601 [Member]
Disaggregation of Revenue [Line Items]
Revenue, Remaining Performance Obligation, Amount	2,637
License Agreement [Member] | Brii Bio [Member] | Research and Development Expense [Member]
Disaggregation of Revenue [Line Items]
Revenue, Remaining Performance Obligation, Amount	$ 4,737
Collaboration and License Agreement [Member]
Disaggregation of Revenue [Line Items]
Unsatisfied amount of research and development services					1,932
Contract with customer, liability					$ 2,601

COLLABORATION ARRANGEMENTS (Det

COLLABORATION ARRANGEMENTS (Details Narrative) - USD ($) $ in Thousands		3 Months Ended		9 Months Ended		21 Months Ended
	Mar. 09, 2021	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Dec. 31, 2021
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Research and development expense		$ 4,983	$ 2,972	$ 12,988	$ 14,392
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.
Funding received						$ 19,327
Deferred funding current		7,479		7,479		$ 7,479	$ 10,183
Collaboration Agreement [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Research and development expense		56		191
Collaboration Agreement [Member] | Glaxo Smith Kline Biologicals S. A. [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Research and development expense		0	48	139	374
Collaboration Agreement [Member] | National Research Council of Canada [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Research and development expense		118	712	702	942
CEPI Funding Agreement [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Research and development expense		$ 692	$ 2,711	$ 3,098	$ 4,918

GOVERNMENT GRANTS (Details Narr

GOVERNMENT GRANTS (Details Narrative) $ in Thousands, $ in Thousands			3 Months Ended		9 Months Ended
	Sep. 16, 2020 CAD ($)	Jul. 03, 2020 CAD ($)	Sep. 30, 2022 USD ($)	Sep. 30, 2021 USD ($)	Sep. 30, 2022 USD ($)	Sep. 30, 2021 USD ($)
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	$ 68	$ 0	$ 68
Deferred government grants			41		41
Strategic Innovation Fund [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Reduction expenses			1,831	$ 2,365	3,783	$ 6,377
Deferred government grants			$ 716		$ 716
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		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Commitments and Contingencies Disclosure [Abstract]
Operating lease costs	$ 489	$ 385	$ 1,383	$ 1,069
Operating lease, weighted average remaining lease term	3 years 3 months 7 days		3 years 3 months 7 days
Operating lease, weighted average discount rate, percent	13%		13%

SCHEDULE OF FUTURE UNDISCOUNTED

SCHEDULE OF FUTURE UNDISCOUNTED CASH PAYMENTS RECONCILED TO LEASE LIABILITIES (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Commitments and Contingencies Disclosure [Abstract]
Remaining 2022	$ 321
2023	1,295
2024	1,196
2025	710
2026	614
2027	167
Total	4,303
Effect of discounting	(818)
Total lease liability	3,485
Less: current portion	914	$ 839
Lease liability, net of current portion	$ 2,571	$ 2,516

COMMITMENTS AND CONTINGENCIES_2

COMMITMENTS AND CONTINGENCIES (Details Narrative) ₪ in Thousands, $ in Thousands			3 Months Ended	9 Months Ended
	Sep. 13, 2018 USD ($)	Sep. 13, 2018 ILS (₪)	Sep. 30, 2022 USD ($)	Sep. 30, 2022 USD ($)
Lease Agreement [Member]
Product Liability Contingency [Line Items]
Recognized right of use asset			$ 339	$ 1,134
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. In September 2022, we decided to extend the term of our lease for our research facility in Canada for three additional years, which now has a term ending on December 31, 2025
Sci B Vac [Member]
Product Liability Contingency [Line Items]
Damages total amount	$ 530,483	₪ 1,879,500

SCHEDULE OF REVENUES FROM EXTER

SCHEDULE OF REVENUES FROM EXTERNAL CUSTOMERS (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenues	$ 317	$ 107	$ 789	$ 550
UNITED STATES
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenues	238		444
ISRAEL
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenues	60	44	281	300
China / Hong Kong [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenues	19	63	58	246
Europe [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenues			$ 6	$ 4

SEGMENT INFORMATION (Details Na

SEGMENT INFORMATION (Details Narrative) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenue	$ 317	$ 107	$ 789	$ 550
CANADA
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenue	$ 0	$ 0	$ 0	$ 0

SUBSEQUENT EVENTS (Details Narr

SUBSEQUENT EVENTS (Details Narrative) - Subsequent Event [Member]	Oct. 18, 2022 USD ($)
Subsequent Event [Line Items]
Fixed royalty description	The Amended and Restated Ferring License Agreement amends and restates certain of the terms relating to the manufacture and marketing of HBsAg products, which includes, among others, updates to the definition of net sales, and a reduction in the fixed royalty rate on net sales of HBsAg products from seven percent (7%) to three and a half percent (3.5%) in consideration for the grant of the license to utilize genetically engineered CHO cells encoding the hepatitis B antigen and certain information related to the manufacture of hepatitis B vaccines (collectively, the “Technology”).
Application fee	$ 2,876