VBI Vaccines (VBIVQ) 10-Q 14 Aug 23 2023 Q2 Quarterly report Financial data

Cover

Cover - shares	6 Months Ended
	Jun. 30, 2023	Aug. 14, 2023
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Jun. 30, 2023
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2023
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		22,872,175

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
CURRENT ASSETS
Cash	$ 20,840	$ 62,629
Accounts receivable, net	79	94
Inventory, net	6,861	6,599
Prepaid expenses	1,667	2,309
Other current assets	2,444	6,059
Total current assets	31,891	77,690
NON-CURRENT ASSETS
Other long-term assets	1,110	1,355
Property and equipment, net	10,104	12,253
Right of use assets	2,703	3,316
Intangible assets, net	40,339	58,345
Goodwill	2,175	2,127
Total non-current assets	56,431	77,396
TOTAL ASSETS	88,322	155,086
CURRENT LIABILITIES
Accounts payable	7,353	12,973
Other current liabilities	16,493	22,588
Current portion of deferred revenues	845	409
Current portion of long-term debt, net of debt discount	1,990
Current portion of lease liability	993	972
Total current liabilities	27,674	36,942
NON-CURRENT LIABILITIES
Deferred revenues, net of current portion	1,793	2,204
Long-term debt, net of debt discount	47,839	48,888
Lease liability, net of current portion	1,732	2,365
Liabilities for severance pay	546	524
Total non-current liabilities	51,910	53,981
COMMITMENTS AND CONTINGENCIES (NOTE 14)
STOCKHOLDERS’ EQUITY
Common shares (unlimited authorized; no par value) (June 30, 2023 - issued and outstanding 8,608,539; December 31, 2022 - issued and outstanding 8,608,539)	442,322	442,312
Additional paid-in capital	93,695	90,020
Accumulated other comprehensive income	34,709	21,440
Accumulated deficit	(561,988)	(489,609)
Total stockholders’ equity	8,738	64,163
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$ 88,322	$ 155,086

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	6 Months Ended	12 Months Ended
	Jun. 30, 2023	Dec. 31, 2022
Statement of Financial Position [Abstract]
Common stock, shares authorized	Unlimited	Unlimited
Common stock, no par value	$ 0	$ 0
Common stock, shares issued	8,608,539	8,608,539
Common stock, shares outstanding	8,608,539	8,608,539

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Income Statement [Abstract]
Revenues, net	$ 720	$ 346	$ 1,205	$ 472
Operating expenses:
Cost of revenues	3,483	2,522	7,039	5,276
Research and development	3,292	5,643	6,446	8,005
Sales, general and administrative	10,917	15,084	24,201	26,014
Impairment charges	20,000		20,000
Total operating expenses	37,692	23,249	57,686	39,295
Loss from operations	(36,972)	(22,903)	(56,481)	(38,823)
Interest expense, net	(1,708)	(901)	(3,137)	(1,841)
Foreign exchange loss	(5,948)	(21,895)	(12,761)	(26,289)
Loss before income taxes	(44,628)	(45,699)	(72,379)	(66,953)
Income tax expense
NET LOSS	(44,628)	(45,699)	(72,379)	(66,953)
Other comprehensive income	6,670	19,236	13,269	24,339
COMPREHENSIVE LOSS	$ (37,958)	$ (26,463)	$ (59,110)	$ (42,614)
Net loss per share of common shares, basic	$ (5.18)	$ (5.31)	$ (8.41)	$ (7.78)
Net loss per share of common shares, diluted	$ (5.18)	$ (5.31)	$ (8.41)	$ (7.78)
Weighted-average number of common shares outstanding, basic	8,608,539	8,608,539	8,608,539	8,608,526
Weighted-average number of common shares outstanding, diluted	8,608,539	8,608,539	8,608,539	8,608,526

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
Balance at Dec. 31, 2021	$ 442,235	$ 81,583	$ (1,565)	$ (378,371)	$ 143,882
Balance, shares at Dec. 31, 2021	8,608,298
Stock-based compensation	$ 25	2,477			2,502
Net loss				(21,254)	(21,254)
Currency translation adjustments			5,103		5,103
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 upon exercise of options, shares	241
Balance at Mar. 31, 2022	$ 442,272	81,314	3,538	(397,560)	129,564
Balance, shares at Mar. 31, 2022	8,608,539
Balance at Dec. 31, 2021	$ 442,235	81,583	(1,565)	(378,371)	143,882
Balance, shares at Dec. 31, 2021	8,608,298
Net loss					(66,953)
Balance at Jun. 30, 2022	$ 442,286	83,757	22,774	(443,259)	105,558
Balance, shares at Jun. 30, 2022	8,608,539
Balance at Mar. 31, 2022	$ 442,272	81,314	3,538	(397,560)	129,564
Balance, shares at Mar. 31, 2022	8,608,539
Stock-based compensation	$ 14	2,443			2,457
Net loss				(45,699)	(45,699)
Currency translation adjustments			19,236		19,236
Balance at Jun. 30, 2022	$ 442,286	83,757	22,774	(443,259)	105,558
Balance, shares at Jun. 30, 2022	8,608,539
Balance at Dec. 31, 2022	$ 442,312	90,020	21,440	(489,609)	64,163
Balance, shares at Dec. 31, 2022	8,608,539
Stock-based compensation	$ 10	2,001			2,011
Net loss				(27,751)	(27,751)
Currency translation adjustments			6,599		6,599
Balance at Mar. 31, 2023	$ 442,322	92,021	28,039	(517,360)	45,022
Balance, shares at Mar. 31, 2023	8,608,539
Balance at Dec. 31, 2022	$ 442,312	90,020	21,440	(489,609)	64,163
Balance, shares at Dec. 31, 2022	8,608,539
Net loss					(72,379)
Balance at Jun. 30, 2023	$ 442,322	93,695	34,709	(561,988)	8,738
Balance, shares at Jun. 30, 2023	8,608,539
Balance at Mar. 31, 2023	$ 442,322	92,021	28,039	(517,360)	45,022
Balance, shares at Mar. 31, 2023	8,608,539
Stock-based compensation		1,674			1,674
Net loss				(44,628)	(44,628)
Currency translation adjustments			6,670		6,670
Balance at Jun. 30, 2023	$ 442,322	$ 93,695	$ 34,709	$ (561,988)	$ 8,738
Balance, shares at Jun. 30, 2023	8,608,539

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$ (72,379)	$ (66,953)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	1,018	1,015
Stock-based compensation	3,685	4,959
Amortization of debt discount	941	821
Impairment charges	20,000
Inventory reserve	1,664	353
Change in operating right of use assets	658	(668)
Unrealized foreign exchange loss	13,415	26,337
Net change in operating working capital items:
Change in accounts receivable	13	(134)
Change in inventory	(2,232)	(2,225)
Change in prepaid expenses	636	653
Change in other current assets	3,666	(917)
Change in other long-term assets	152	(215)
Change in accounts payable	(5,714)	905
Change in deferred revenues	15	41
Change in other current liabilities	(5,748)	(2,021)
Change in operating lease liabilities	(656)	674
Net cash flows used in operating activities	(40,866)	(37,375)
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of property and equipment	(584)	(1,592)
Net cash flows used in investing activities	(584)	(1,592)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issuance of common shares for cash, upon exercise of options		12
Net cash flows provided by financing activities		12
Effect of exchange rates on cash	(339)	(325)
CHANGE IN CASH FOR THE PERIOD	(41,789)	(39,280)
CASH, BEGINNING OF PERIOD	62,629	121,694
CASH, END OF PERIOD	20,840	82,414
Supplementary information:
Interest paid	2,973	1,248
Non-cash investing and financing activities:
Adjustments for prior periods from adoption of ASU 2020-06		681
Capital expenditures included in accounts payable and other current liabilities	51	757
Share issuance costs included in other current liabilities	$ 67	$ 67

NATURE OF BUSINESS AND CONTINUA

NATURE OF BUSINESS AND CONTINUATION OF BUSINESS	6 Months Ended
	Jun. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
NATURE OF BUSINESS AND CONTINUATION OF BUSINESS	1. NATURE OF BUSINESS AND CONTINUATION OF BUSINESS Corporate Overview VBI Vaccines Inc. (the “Company” or “VBI”) was incorporated under the laws of British Columbia, Canada on April 9, 1965 The Company and its wholly owned subsidiaries, VBI Vaccines (Delaware) Inc., a Delaware corporation (“VBI DE”); VBI DE’s wholly owned subsidiary, Variation Biotechnologies (US), Inc., a Delaware corporation (“VBI US”); Variation Biotechnologies, Inc. a Canadian company and the wholly owned subsidiary of VBI US (“VBI Cda”); SciVac Ltd. an Israeli company (“SciVac”); 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. Reverse Stock Split The Company effected a 1-for-30 reverse stock split All share and per share amounts, including common shares underlying stock options, restricted stock units, and warrants, and applicable exercise prices, have been retroactively adjusted for all periods presented herein to give effect to the Reverse Split as required in accordance with United States of America generally accepted accounting principles (“U.S. GAAP”). Per the requirements of the Business Corporations Act Split that was less than half of a share was cancelled and each fractional share that was at least half of a share was rounded up to one whole share. No shareholders received cash in lieu of fractional shares. Principal Operations 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. Recent Organizational Changes As announced on April 4, 2023, the Company reduced its internal workforce by 30 35 30 35 . COVID-19 Endemic In May 2023, the World Health Organization determined that COVID-19 no longer fit the definition of a public health emergency and the U.S. government announced its plan to let the declaration of a public health emergency associated with COVID-19 expire on May 11, 2023. COVID-19 is expected to remain a serious endemic threat for an indefinite future period and may continue to adversely affect the global economy, and we are unable to predict 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. The effects of the COVID-19 endemic, including but not limited to supply chain issues, global shortages of supplies, material and products, volatile market conditions and rising global inflation 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 has an accumulated deficit of $ 561,988 20,840 15,000 20,500 40,866 The Company will require significant additional funds to conduct clinical and non-clinical trials, achieve and maintain regulatory approvals, and commercially launch and sell our approved products. Additional financing may be obtained from the issuance of equity securities, the issuance of additional debt, 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 from this uncertainty. On July 5, 2023, the Company announced the expansion of its hepatitis B partnership with Brii Bio. Through (i) a Collaboration and License Agreement (the “Collaboration Agreement”), dated July 5, 2023, by and between the Company and Brii Bio, and (ii) the Amended and Restated Collaboration and License Agreement (the “A&R Collaboration Agreement, and together with the Collaboration Agreement, the “Brii Collaboration Agreements”), dated July 5, 2023, by and between the Company and Brii Bio, Brii Bio expanded its exclusive license to VBI-2601 to global rights and acquired an exclusive license for PreHevbri in Asia Pacific (“APAC”), excluding Japan. As part of this collaboration, Brii Bio paid the Company an upfront payment of $ 15,000 , pursuant to the Brii Collaboration Agreements and the concurrent registered direct offering consisting of a $ 3,000 equity investment in a concurrent registered direct offering (discussed below), $ 5,000 as an advance payment for the clinical and commercial manufacture and supply of VBI-2601 and PreHevbri and any related manufacturing expenditures and $ 7,000 as a non-refundable upfront payment. The Company is also eligible to receive up to an additional $ 422,000 In July 2023, the Company closed (i) an underwritten public offering of 12,445,454 12,545,454 1,536,363 1,636,363 1,818,182 1,818,182 1.65 1.65 five years 20,500 3,000 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	6 Months Ended
	Jun. 30, 2023
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 U.S. GAAP, have been condensed or omitted pursuant to such rules and regulations. The December 31, 2022 condensed 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, 2022 (the “2022 10-K”), as filed with the SEC on March 13, 2023. 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 2022 10-K, and there have been no changes to the Company’s significant accounting policies during the six months ended June 30, 2023, other than the polices discussed below. Restructuring charges Restructuring costs include charges associated with exit or disposal activities that meet the definition of restructuring under FASB ASC Topic 420, Exit or Disposal Cost Obligations (“ASC 420”). The Company’s restructuring plans are typically completed within a one-year period or less. Restructuring costs incurred under these plans may include (i) one-time termination benefits related to employee separations, (ii) contract termination costs, and (iii) other related costs associated with exit or disposal activities including, but not limited to, costs for consolidating or closing facilities.

NEW ACCOUNTING PRONOUNCEMENTS

NEW ACCOUNTING PRONOUNCEMENTS	6 Months Ended
	Jun. 30, 2023
Accounting Changes and Error Corrections [Abstract]
NEW ACCOUNTING PRONOUNCEMENTS	3. NEW ACCOUNTING PRONOUNCEMENTS Recently Adopted Accounting Pronouncements 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. Our adoption of this ASU, effective January 1, 2023, did not have a material impact on our condensed consolidated financial statements and the related footnote disclosures.

INVENTORY, NET

INVENTORY, NET	6 Months Ended
	Jun. 30, 2023
Inventory Disclosure [Abstract]
INVENTORY, NET	4. INVENTORY, NET Inventory consists of the following: SCHEDULE OF INVENTORY June 30, 2023 December 31, 2022 Finished goods $ 827 $ 893 Work-in-process 2,550 1,869 Raw materials 3,484 3,837 Inventory, net $ 6,861 $ 6,599

OTHER CURRENT ASSETS

OTHER CURRENT ASSETS	6 Months Ended
	Jun. 30, 2023
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 June 30, 2023 December 31, 2022 Government receivables $ 1,578 $ 4,033 Other current assets 866 2,026 Total other current assets $ 2,444 $ 6,059

IMPAIRMENT CHARGES

IMPAIRMENT CHARGES	6 Months Ended
	Jun. 30, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
IMPAIRMENT CHARGES	6. IMPAIRMENT CHARGES The drop in market conditions experienced in April 2023 was considered a triggering event for an interim impairment test for property and equipment and In-Process Research and Development (“IPR&D”) and goodwill. The impairment test compares the carrying amount of the assets to their respective fair values. If the carrying amount exceeds the fair value of the assets, such excess is recorded as an impairment charge. Impairment charges consist of the following: SCHEDULE OF IMPAIRMENT CHARGES 2023 2022 2023 2022 Three months ended June 30 Six months ended June 30 2023 2022 2023 2022 Property and equipment (Note 7) $ 1,000 $ - $ 1,000 $ - IPR&D (Note 8) 19,000 - 19,000 - Impairment charges $ 20,000 $ - $ 20,000 $ -

PROPERTY AND EQUIPMENT

PROPERTY AND EQUIPMENT	6 Months Ended
	Jun. 30, 2023
Property, Plant and Equipment [Abstract]
PROPERTY AND EQUIPMENT	7. PROPERTY AND EQUIPMENT The fair value of the property and equipment’s assets included in the impairment test was determined using a combination of the market approach and the cost approach 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 the property and equipment include: 1) current market prices; 2) cost to replace the assets; and 3) factors to account for obsolescence. The Company recorded an impairment of property and equipment of $ 1,000

INTANGIBLE ASSETS, NET, AND GOO

INTANGIBLE ASSETS, NET, AND GOODWILL	6 Months Ended
	Jun. 30, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
INTANGIBLE ASSETS, NET, AND GOODWILL	8. INTANGIBLE ASSETS, NET, AND GOODWILL The Company’s intangible assets determined to have indefinite useful lives IPR&D and goodwill, are tested for impairment annually, or more frequently if events or circumstances indicate that the assets might be impaired. As discussed above, in April 2023, the Company performed an interim impairment test. The IPR&D assets, consisting of the CMV and GBM programs acquired in a business combination (the 2016 merger between VBI and SciVac), are 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 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 include: 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 15 10 17 19,000 SCHEDULE OF INDEFINITE LIVED INTANGIBLE ASSETS INCLUDING CUMULATIVE IMPAIRMENT AND CURRENCY TRANSLATION June 30, 2023 Gross Cumulative Cumulative Carrying Accumulated Impairment Currency Net Book Amount Amortization Charge Translation Value License $ 669 $ (669 ) $ - $ - $ - IPR&D assets 61,500 - (19,300 ) (1,861 ) 40,339 $ 62,169 $ (669 ) $ (19,300 ) $ (1,861 ) $ 40,339 December 31, 2022 Gross Cumulative Cumulative Carrying Accumulated Impairment Currency Net Book Amount Amortization Charge Translation Value License $ 669 $ (669 ) $ - $ - $ - IPR&D assets 61,500 - (300 ) (2,855 ) 58,345 $ 62,169 $ (669 ) $ (300 ) $ (2,855 ) $ 58,345 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, 2022, relates to the impairment of $ 19,000 994 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 performed 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 interim impairment test performed as of April 30, 2023. The Company consists of a single reporting unit and used its market capitalization to determine the fair value of the reporting unit. In order to determine the market capitalization, the Company used the trailing 20-day volume weighted average price of its shares as of the testing date. SCHEDULE OF GOODWILL June 30, 2023 Gross Cumulative Cumulative Carrying Impairment Currency Net Book Amount Charge Translation Value Goodwill $ 8,714 $ (6,292 ) $ (247 ) $ 2,175 December 31, 2022 Gross Cumulative Cumulative Carrying Impairment Currency Net Book Amount Charge Translation Value Goodwill $ 8,714 $ (6,292 ) $ (295 ) $ 2,127 The change in carrying value for goodwill from December 31, 2022, relates to currency translation adjustments which increased by $ 48

OTHER CURRENT LIABILITIES

OTHER CURRENT LIABILITIES	6 Months Ended
	Jun. 30, 2023
Other Liabilities Disclosure [Abstract]
OTHER CURRENT LIABILITIES	9. OTHER CURRENT LIABILITIES Other current liabilities consisted of the following: SCHEDULE OF OTHER CURRENT LIABILITIES June 30, 2023 December 31, 2022 Accrued research and development expenses (including clinical trial accrued expenses) $ 5,564 $ 6,561 Accrued professional fees 2,324 3,250 Payroll and employee-related costs 2,025 4,036 Deferred funding 4,892 6,966 Other current liabilities 1,688 1,775 Total other current liabilities $ 16,493 $ 22,588 Included in payroll and employee-related costs are one time termination benefits as a result of our recent organizational changes to reduce our internal workforce by 30 35 The following table presents changes in the one-time termination benefits for the three and six months ended June 30, 2023: SCHEDULE OF CHANGES IN ONE-TIME TERMINATION BENEFITS Accrued balance at January 1, 2023 - Charges 759 Cash payments (650 ) Accrued balance at June 30, 2023 $ 109 The restructuring charges are included in cost of revenues, research and development and sales, general and administrative in the condensed consolidated statements of operations and comprehensive loss.

LOSS PER SHARE OF COMMON SHARES

LOSS PER SHARE OF COMMON SHARES	6 Months Ended
	Jun. 30, 2023
Earnings Per Share [Abstract]
LOSS PER SHARE OF COMMON SHARES	10. 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 12, Stockholders’ Equity and Additional Paid-in Capital. The following potentially dilutive securities outstanding at June 30, 2023 and 2022 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 2023 2022 Six months ended June 30, 2023 2022 Warrants 103,930 46,136 Stock options and restricted stock units 784,118 775,809 K2HV conversion feature 205,396 45,662 Total 1,093,444 867,607

LONG-TERM DEBT

LONG-TERM DEBT	6 Months Ended
	Jun. 30, 2023
Debt Disclosure [Abstract]
LONG-TERM DEBT	11. LONG-TERM DEBT As of June 30, 2023, and December 31, 2022, the Company’s long-term debt is as follows: SCHEDULE OF LONG-TERM DEBT June 30, 2023 December 31, 2022 Long-term debt, net of debt discount of $ 5,870 6,811 $ 49,829 $ 48,888 Less: current portion, net of debt discount of $ 234 0 1,990 - Long-term debt, net of current portion $ 47,839 $ 48,888 On May 22, 2020, the Company, along with its subsidiary VBI Cda (collectively, the “Borrowers”), entered into the Loan and Guaranty Agreement (the “Loan Agreement”) with K2 HealthVentures LLC (“K2HV”) 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 4,000 43.80 2,000 45,662 43.80 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 which included the refinancing of the $ 30,000 in term loans that were outstanding under the Loan Agreement as amended by the First Amendment. The next tranche of term loans of up to $ 10,000 will be available from April 1, 2024, through June 30, 2024, so long as certain milestones are achieved, no events of default under the Loan Agreement have occurred and are continuing, and the Liquidity Requirement is satisfied. The final tranche of term loans of up to $ 25,000 shall be available at any time from September 14, 2022, until September 14, 2026, subject to the Lender’s review of the Company’s clinical and financial plans and Lender’s investment committee approval. Pursuant to the Second Amendment, the Lenders have the ability to convert $ 7,000 2,000 45,662 43.80 5,000 159,734 31.302 In connection with the Loan Agreement, on May 22, 2020, the Company issued the Lenders a warrant to purchase up to 20,833 common shares (the “Original K2HV Warrant”) at an exercise price of $ 33.60 per share. On May 17, 2021, in connection with the First Amendment, the Company amended and restated the Original K2HV Warrant to purchase an additional 10,417 common shares for a total of 31,250 common shares (the “First Amendment Warrant”) with the same exercise price of $ 33.60 per share. On September 14, 2022, in connection with the Second Amendment and the advance of the first tranche of term loans of $ 50,000 by the Lenders, the Company issued the Lenders a warrant to purchase an additional 72,680 common shares (the “Second Amendment Warrant”) with a warrant exercise price of $ 24.08 per share. If and/or when additional tranches are advanced pursuant to the Second Amendment, the Company will issue additional warrants to purchase up to 72,680 The First Amendment Warrant and the Second Amendment Warrant may be exercised either for cash or on a cashless “net exercise” basis. The First Amendment Warrant expires on May 22, 2030 and the Second Amendment Warrant expires on September 14, 2032. 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 various 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 applicable tranche actually funded multiplied by 3.5% and divided by the warrant exercise price of $ 24.08 6.95 The total principal amount of the loan under the Loan Agreement as amended by the Second Amendment, outstanding at June 30, 2023, including the Original Final Payment of $ 2,224 3,475 55,699 8.00 4.00 12.25 50,000 15.88 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 Third Amendment (as defined below) are secured on a senior basis by a lien on substantially all of the assets of the Company and its subsidiaries. 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. On July 5, 2023, the Borrowers and K2HV entered into (i) an amendment (the “Third Amendment”) to the Loan Agreement, and (ii) an amendment to the Pledge and Security Agreement, dated May 22, 2020, by and among the Company, VBI DE, VBI Cda, K2HV, and Ankura Trust Company, LLC, as collateral trustee for the lenders, pursuant to which the parties have agreed to permit the Brii Collaboration Agreements, the Supply Agreement (the “Supply Agreement”), dated July 5, 2023 by and between the Company and Brii Bio, and the Letter Agreement, dated July 5, 2023, by and among the Company, SciVac and Brii Bio. The Company granted to K2VH a security interest in, all of its respective right, title, and interest in and to substantially all of the Company’s intellectual property. In addition, among others, any breach, default or other triggering event by the Company occurring under the Brii Collaboration Agreements resulting in Brii Bio exercising a right to terminate the Brii Collaboration Agreements, will cross default the Third Amendment. The total initial debt discount related to the Second Amendment is $ 7,359 5,870 6,811 At June 30, 2023 and December 31, 2022, the fair value of our outstanding debt, which is considered level 3 in the fair value hierarchy, is estimated to be $ 54,598 56,510 Interest expense, net recorded in the three and six months ended June 30, 2023 and 2022 was as follows: SCHEDULE OF INTEREST EXPENSE 2023 2022 2023 2022 Three months ended June 30 Six months ended June 30 2023 2022 2023 2022 Interest expense $ 1,537 $ 669 $ 2,998 $ 1,276 Amortization of debt discount 471 411 941 821 Interest income (300 ) (179 ) (802 ) (256 ) Total interest expense, net of interest income $ 1,708 $ 901 $ 3,137 $ 1,841 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 2023 $ - 2024 2,224 2025 - 2026 53,475 Total $ 55,699

STOCKHOLDERS_ EQUITY AND ADDITI

STOCKHOLDERS’ EQUITY AND ADDITIONAL PAID-IN CAPITAL	6 Months Ended
	Jun. 30, 2023
Equity [Abstract]
STOCKHOLDERS’ EQUITY AND ADDITIONAL PAID-IN CAPITAL	12. 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 June 30, 2023, there were 28,090 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 June 30, 2023, there were 17,368 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 10 738,660 The aggregate number of common shares remaining available for issuance for awards under the 2016 Plan totalled 27,945 Activity related to stock options is as follows: SCHEDULE OF STOCK OPTIONS ACTIVITY Number of Weighted Stock Average Options Exercise Price Balance outstanding at December 31, 2022 761,243 $ 71.26 Granted 53,643 14.58 Forfeited (30,768 ) 55.47 Balance outstanding at June 30, 2023 784,118 $ 68.06 Exercisable at June 30, 2023 625,860 $ 73.19 Information relating to RSUs is as follow: SCHEDULE OF RESTRICTED STOCK UNITS Weighted Average Number of Fair Value Stock Awards at Grant Date Unvested shares outstanding at December 31, 2022 82 $ 43.80 Vested (82 ) 43.80 Unvested shares outstanding at June 30, 2023 - $ - 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 Six months ended June 30 2023 2022 Volatility 96.38 % 93.17 % Risk free interest rate 3.57 % 1.71 % Expected term in years 5.76 5.83 Expected dividend yield 0.00 % 0.00 % Weighted average fair value per option $ 11.24 $ 34.50 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 six months ended June 30, 2023 and 2022 was as follows: SCHEDULE OF STOCK-BASED COMPENSATION EXPENSE Three months ended June 30 Six months ended June 30 2023 2022 2023 2022 Research and development $ 227 $ 510 $ 493 $ 1,020 Sales, general, and administrative 1,432 1,917 3,150 3,883 Cost of revenues 15 30 42 56 Total stock-based compensation expense $ 1,674 $ 2,457 $ 3,685 $ 4,959

REVENUES, NET AND DEFERRED REVE

REVENUES, NET AND DEFERRED REVENUE	6 Months Ended
	Jun. 30, 2023
Revenue from Contract with Customer [Abstract]
REVENUES, NET AND DEFERRED REVENUE	13. REVENUES, NET AND DEFERRED REVENUE Revenues, net comprises the following: SCHEDULE OF REVENUE COMPRISED 2023 2022 2023 2022 Three months ended Six months ended 2023 2022 2023 2022 Product revenues, net $ 708 $ 331 $ 1,186 $ 422 R&D service revenues 12 15 19 50 Revenues $ 720 $ 346 $ 1,205 $ 472 The following table presents revenues expected to be recognized in the future related to performance obligations, based on current estimates, that are unsatisfied at June 30, 2023: SUMMARY OF REVENUE EXPECTED TO BE RECOGNIZED IN FUTURE RELATED TO PERFORMANCE OBLIGATIONS Total Current Remaining Product revenues, net $ 469 $ - $ 469 R&D service revenues 2,169 845 1,324 $ 2,638 $ 845 $ 1,793 The following table presents changes in the deferred revenue balance for the six months ended June 30, 2023: SUMMARY OF CHANGES IN DEFERRED REVENUE Balance at January 1, 2022 $ 2,803 - - Balance at December 31, 2022 2,613 Recognition of deferred revenue (19 ) Currency translation 44 Balance at June 30, 2023 $ 2,638 Short Term $ 845 Long Term $ 1,793 Collaboration and License Agreement – Brii Bio On December 4, 2018, the Company entered into a Collaboration and License Agreement (the “Collaboration and License Agreement”) with 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 II collaboration clinical trial for the purpose of comparing VBI-2601, 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 of the Licensed Product, for the treatment of HBV in the Licensed Territory and to commercialize and 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 Collaboration and License Agreement (the “Second Amendment Collaboration and License Agreement”) whereby: ● the Company and Brii Bio agreed to conduct an additional Phase II combination clinical trial of VBI-2601, 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 Collaboration and License Agreement, as amended, the Company was responsible for the R&D Services and Brii Bio was 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 Collaboration and License Agreement. The initial consideration of the Collaboration and License Agreement consisted of an $ 11,000 76,502 3,626 7,374 4,737 2,637 There was no additional consideration contemplated in the Second Amendment Collaboration and License Agreement. On July 5, 2023, the Company and Brii Bio entered into the A&R Collaboration Agreement, to, among other things, and subject to the terms and conditions set forth in the A&R Collaboration Agreement, expand the Licensed Territory to the entire world (the “New Licensed Territory”) for Brii Bio’s exclusive rights and licenses to make, have made, use, sell, offer for sale, and import VBI-2601 (“VBI-2601 Licensed Product”). Pursuant to the A&R Collaboration Agreement, the Company granted Brii Bio an exclusive royalty-bearing license, with the right to grant sublicenses through multiple tiers, to (i) perform studies, regulatory and other activities, as may be required to obtain and maintain marketing approval of the VBI-2601 Licensed Products in the New Licensed Territory; and (ii) research, develop, make, have made, distribute, use, sell, offer for sale, have sold, import, export or otherwise commercialize the VBI-2601 Licensed Products for the field of the diagnosis and treatment of hepatitis B in the New Licensed Territory. Except for the rights and licenses expressly granted in the A&R Collaboration Agreement, the Company and Brii Bio retained all rights under their respective intellectual property. Additionally, the A&R Collaboration Agreement constitutes the entire agreement between the VBI and Brii Bio relating to VBI-2601 and supersedes all previous agreements, including the Collaboration and License Agreement and the Second Amendment Collaboration and License Agreement. The initial consideration of the A&R Collaboration Agreement consisted of a $ 5,000 non-refundable upfront payment. In addition, the Company is also eligible to receive up to an additional $ 227,000 in potential regulatory and net sales milestone payments, along with up to double-digit royalties on commercial sales in the New Licensed Territory. Milestone payments that are not within the control of the Company or the licensee, such as regulatory approvals, are not considered probable of being achieved until those approvals are received. Therefore, no variable consideration was included in the initial transaction price and no such amounts were recognized under the A&R Collaboration Agreement or have been recognized under the A&R Collaboration Agreement. The A&R Collaboration Agreement will be in effect on a region-by-region basis until the last-to-expire of the latest of the following terms in each region of the New Licensed Territory: (i) expiration, invalidation or lapse of the last Company patent claiming such VBI-2601 Licensed Product, (ii) 10 years from the date of first commercial sale of such VBI-2601 Licensed Product in the applicable region, or (iii) termination or expiration of the Company’s obligation to pay third party royalties with respect to sales of such VBI-2601 Licensed Product in such region. Upon expiration (but not an earlier termination) of the A&R Collaboration Agreement in each region of the New Licensed Territory, the Company will grant Brii Bio a perpetual, non-exclusive, fully paid-up, royalty free license under the Company’s technology related to the VBI-2601 Licensed Products in such region to make and sell VBI-2601 Licensed Products for the field of the diagnosis and treatment of hepatitis B in such region. 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 June 30, 2023, R&D services related to Brii Bio that remain unsatisfied are $ 1,969 2,638 Upon termination of the A&R Collaboration 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	6 Months Ended
	Jun. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
COLLABORATION ARRANGEMENTS	14. COLLABORATION ARRANGEMENTS The Company has entered into, and expects to enter into from time to time in the future, license agreements, funding agreements, collaboration agreements, and similar agreements related to the advancement of its product candidates and research and development efforts. Significant agreements (collectively, the “Collaboration Agreements”) are described in detail in the Company’s 2022 Form 10-K. While specific amounts will fluctuate from quarter to quarter based on clinical trials progress, advancement and completion of research studies and manufacturing projects, and other factors, the Company believes its overall activities regarding Collaboration Agreements are materially consistent with those described in the 2022 Form 10-K, other than described below. Set forth below are the approximate amounts expensed for Collaboration Agreements during the three and six months ended June 30, 2023 and 2022, respectively. These expensed amounts are included under Research and Development expenses in the accompanying condensed consolidated statements of operations. SCHEDULE OF RESEARCH AND DEVELOPMENT EXPENSE 2023 2022 2023 2022 Three months ended Six months ended June 30 June 30 2023 2022 2023 2022 GlaxoSmithKline Biologicals S.A $ 10 $ 4 $ 113 $ 139 National Research Council of Canada (“NRC”) - 304 35 584 Coalition for Epidemic Preparedness Innovations (“CEPI”) 1,365 713 2,194 2,406 Brii Bio 51 111 120 135 Agenus Inc. 308 - 364 - Research and Development expenses $ 1,734 $ 1,132 $ 2,826 $ 3,264 NRC On February 28, 2023, the Company signed a seventh amendment to the collaboration agreement with the NRC to extend the expiration date of the collaboration agreement to December 31, 2023. On April 17, 2023, the Company signed an eighth amendment to the collaboration agreement with the NRC to further broaden the scope to include the development of stable cell lines for our multivalent vaccine candidate against coronaviruses. CEPI The Company has $ 4,892

GOVERNMENT GRANTS

GOVERNMENT GRANTS	6 Months Ended
	Jun. 30, 2023
Government Grants
GOVERNMENT GRANTS	15. GOVERNMENT GRANTS 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 Costs associated with the contribution agreement are expensed as incurred in Research and Development expenses. For the three and six months ended June 30, 2023, Company recognized $ 0 41 0 For the three and six months ended June 30, 2022, Company recognized $ 0 0 43 Strategic Innovation Fund (“SIF”) On September 16, 2020, the Company signed the Contribution Agreement (as amended, the “Contribution Agreement”) with Her Majesty the Queen in Right of Canada, as represented by the Minister of Industry (the “Minister”), whereby the Minister agreed to contribute an amount not exceeding the lesser of (i) 75% of VBI Cda’s costs incurred in respect of the Project, subject to certain eligibility limitations as set forth in the Contribution Agreement and (ii) CAD $55,976 from the SIF to support the development of our coronavirus vaccine program, VBI-2900, though Phase II clinical studies (the “Project”) Costs associated with the Contribution Agreement are expensed as incurred in Research and Development expenses and overhead charges are included in Sales, General and Administrative. For the three and six months ended June 30, 2023, the Company recognized $ 1,168 2,875 231 For the three and six months ended June 30, 2022, the Company recognized $ 499 1,952 As of June 30, 2022, the Company had $ 760

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	6 Months Ended
	Jun. 30, 2023
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	16. 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 1,879,500 507,973 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, June 9, 2022, January 12, 2023 and July 13, 2023. The next preliminary hearing is scheduled to be held on November 16, 2023. On December 5, 2022, another tort claim was filed in the District Court of the central district in Israel naming our subsidiary, SciVac, as a defendant. The claim was filed by a minor and his parents against SciVac, the IMoH, and Prof. Arieh Raziel, requesting compensation due to bodily injury of the minor, who was diagnosed as suffering from an Autism Spectrum Disorder. The plaintiffs allege that the minor’s disabilities and the syndrome from which he suffers were caused due to a combination of several factors, including negligent pregnancy monitoring, negligent labor and delivery procedure, and administration of the alleged defective vaccine (Sci-B-Vac vaccine). Preliminary hearings will begin on September 10, 2023. SciVac believes these matters to be without merit and intends to defend these claims vigorously.

LEASES

LEASES	6 Months Ended
	Jun. 30, 2023
Leases
LEASES	17. 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 U.S. expires on October 31, 2024 with no option to extend. Our manufacturing facility lease agreement in Israel has been extended for 5 years with a term now ending January 31, 2027 A lease for additional office space in Israel has a term ending November 30, 2025 with an option to extend for two additional years and June 30, 2027 with an option to extend the term for five additional years. In September 2022, the Company extended the term of our lease for our research facility in Canada, which comprises office and laboratory space, for three additional years, which now has a term ending on December 31, 2025 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. SCHEDULE OF LEASE COST AND OTHER INFORMATION Three months ended Six months ended June 30 June 30 2023 2022 2023 2022 Operating lease cost $ 483 $ 451 $ 974 $ 895 Weighted average discount rate 13 % Weighted average remaining lease term 2.56 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: SUMMARY OF FUTURE UNDISCOUNTED CASH PAYMENTS RECONCILED TO LEASE LIABILITIES Remaining 2023 $ 635 2024 1,170 2025 675 2026 582 2027 160 Total $ 3,222 Effect of discounting (497 ) Total lease liability $ 2,725 Less: current portion (993 ) Lease liability, net of current portion $ 1,732

SEGMENT INFORMATION

SEGMENT INFORMATION	6 Months Ended
	Jun. 30, 2023
Segment Reporting [Abstract]
SEGMENT INFORMATION	18. 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 2023 2022 2023 2022 Three Months Ended Six Months Ended June 30 June 30 2023 2022 2023 2022 United States $ 508 $ 207 $ 830 $ 207 Israel 57 126 57 221 China / Hong Kong 11 13 18 38 Europe 144 - 300 6 Revenues $ 720 $ 346 $ 1,205 $ 472 There was no

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	6 Months Ended
	Jun. 30, 2023
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	19. SUBSEQUENT EVENTS On July 5, 2023, as discussed in Note 1 and Note 13, the Company announced the expansion of its hepatitis B partnership with Brii Bio. On July 5, 2023 as discussed in Note 11, the Company entered into the Third Amendment with K2HV. During July 2023, as discussed in Note 1, the underwritten public offering and concurrent registered direct offering, in each case, for the issuance and sale of common shares and accompanying common warrants to purchase common shares, closed. On July 27, 2023, the Company approved the grant of 960,000 12 Options granted to employees vest 25% on the one-year anniversary of the grant date, with the remaining 75% vesting on a monthly basis over 24 months. July 27, 2033

SIGNIFICANT ACCOUNTING POLICI_2

SIGNIFICANT ACCOUNTING POLICIES (Policies)	6 Months Ended
	Jun. 30, 2023
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 U.S. GAAP, have been condensed or omitted pursuant to such rules and regulations. The December 31, 2022 condensed 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, 2022 (the “2022 10-K”), as filed with the SEC on March 13, 2023. 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 2022 10-K, and there have been no changes to the Company’s significant accounting policies during the six months ended June 30, 2023, other than the polices discussed below. Restructuring charges Restructuring costs include charges associated with exit or disposal activities that meet the definition of restructuring under FASB ASC Topic 420, Exit or Disposal Cost Obligations (“ASC 420”). The Company’s restructuring plans are typically completed within a one-year period or less. Restructuring costs incurred under these plans may include (i) one-time termination benefits related to employee separations, (ii) contract termination costs, and (iii) other related costs associated with exit or disposal activities including, but not limited to, costs for consolidating or closing facilities.

INVENTORY, NET (Tables)

INVENTORY, NET (Tables)	6 Months Ended
	Jun. 30, 2023
Inventory Disclosure [Abstract]
SCHEDULE OF INVENTORY	Inventory consists of the following: SCHEDULE OF INVENTORY June 30, 2023 December 31, 2022 Finished goods $ 827 $ 893 Work-in-process 2,550 1,869 Raw materials 3,484 3,837 Inventory, net $ 6,861 $ 6,599

OTHER CURRENT ASSETS (Tables)

OTHER CURRENT ASSETS (Tables)	6 Months Ended
	Jun. 30, 2023
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 June 30, 2023 December 31, 2022 Government receivables $ 1,578 $ 4,033 Other current assets 866 2,026 Total other current assets $ 2,444 $ 6,059

IMPAIRMENT CHARGES (Tables)

IMPAIRMENT CHARGES (Tables)	6 Months Ended
	Jun. 30, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
SCHEDULE OF IMPAIRMENT CHARGES	Impairment charges consist of the following: SCHEDULE OF IMPAIRMENT CHARGES 2023 2022 2023 2022 Three months ended June 30 Six months ended June 30 2023 2022 2023 2022 Property and equipment (Note 7) $ 1,000 $ - $ 1,000 $ - IPR&D (Note 8) 19,000 - 19,000 - Impairment charges $ 20,000 $ - $ 20,000 $ -

INTANGIBLE ASSETS, NET, AND G_2

INTANGIBLE ASSETS, NET, AND GOODWILL (Tables)	6 Months Ended
	Jun. 30, 2023
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 June 30, 2023 Gross Cumulative Cumulative Carrying Accumulated Impairment Currency Net Book Amount Amortization Charge Translation Value License $ 669 $ (669 ) $ - $ - $ - IPR&D assets 61,500 - (19,300 ) (1,861 ) 40,339 $ 62,169 $ (669 ) $ (19,300 ) $ (1,861 ) $ 40,339 December 31, 2022 Gross Cumulative Cumulative Carrying Accumulated Impairment Currency Net Book Amount Amortization Charge Translation Value License $ 669 $ (669 ) $ - $ - $ - IPR&D assets 61,500 - (300 ) (2,855 ) 58,345 $ 62,169 $ (669 ) $ (300 ) $ (2,855 ) $ 58,345
SCHEDULE OF GOODWILL	SCHEDULE OF GOODWILL June 30, 2023 Gross Cumulative Cumulative Carrying Impairment Currency Net Book Amount Charge Translation Value Goodwill $ 8,714 $ (6,292 ) $ (247 ) $ 2,175 December 31, 2022 Gross Cumulative Cumulative Carrying Impairment Currency Net Book Amount Charge Translation Value Goodwill $ 8,714 $ (6,292 ) $ (295 ) $ 2,127

OTHER CURRENT LIABILITIES (Tabl

OTHER CURRENT LIABILITIES (Tables)	6 Months Ended
	Jun. 30, 2023
Other Liabilities Disclosure [Abstract]
SCHEDULE OF OTHER CURRENT LIABILITIES	Other current liabilities consisted of the following: SCHEDULE OF OTHER CURRENT LIABILITIES June 30, 2023 December 31, 2022 Accrued research and development expenses (including clinical trial accrued expenses) $ 5,564 $ 6,561 Accrued professional fees 2,324 3,250 Payroll and employee-related costs 2,025 4,036 Deferred funding 4,892 6,966 Other current liabilities 1,688 1,775 Total other current liabilities $ 16,493 $ 22,588
SCHEDULE OF CHANGES IN ONE-TIME TERMINATION BENEFITS	The following table presents changes in the one-time termination benefits for the three and six months ended June 30, 2023: SCHEDULE OF CHANGES IN ONE-TIME TERMINATION BENEFITS Accrued balance at January 1, 2023 - Charges 759 Cash payments (650 ) Accrued balance at June 30, 2023 $ 109

LOSS PER SHARE OF COMMON SHAR_2

LOSS PER SHARE OF COMMON SHARES (Tables)	6 Months Ended
	Jun. 30, 2023
Earnings Per Share [Abstract]
SCHEDULE OF ANTI-DILUTIVE WEIGHTED AVERAGE SHARES OUTSTANDING	The following potentially dilutive securities outstanding at June 30, 2023 and 2022 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 2023 2022 Six months ended June 30, 2023 2022 Warrants 103,930 46,136 Stock options and restricted stock units 784,118 775,809 K2HV conversion feature 205,396 45,662 Total 1,093,444 867,607

LONG-TERM DEBT (Tables)

LONG-TERM DEBT (Tables)	6 Months Ended
	Jun. 30, 2023
Debt Disclosure [Abstract]
SCHEDULE OF LONG-TERM DEBT	As of June 30, 2023, and December 31, 2022, the Company’s long-term debt is as follows: SCHEDULE OF LONG-TERM DEBT June 30, 2023 December 31, 2022 Long-term debt, net of debt discount of $ 5,870 6,811 $ 49,829 $ 48,888 Less: current portion, net of debt discount of $ 234 0 1,990 - Long-term debt, net of current portion $ 47,839 $ 48,888
SCHEDULE OF INTEREST EXPENSE	Interest expense, net recorded in the three and six months ended June 30, 2023 and 2022 was as follows: SCHEDULE OF INTEREST EXPENSE 2023 2022 2023 2022 Three months ended June 30 Six months ended June 30 2023 2022 2023 2022 Interest expense $ 1,537 $ 669 $ 2,998 $ 1,276 Amortization of debt discount 471 411 941 821 Interest income (300 ) (179 ) (802 ) (256 ) Total interest expense, net of interest income $ 1,708 $ 901 $ 3,137 $ 1,841
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 2023 $ - 2024 2,224 2025 - 2026 53,475 Total $ 55,699

STOCKHOLDERS_ EQUITY AND ADDI_2

STOCKHOLDERS’ EQUITY AND ADDITIONAL PAID-IN CAPITAL (Tables)	6 Months Ended
	Jun. 30, 2023
Equity [Abstract]
SCHEDULE OF STOCK OPTIONS ACTIVITY	Activity related to stock options is as follows: SCHEDULE OF STOCK OPTIONS ACTIVITY Number of Weighted Stock Average Options Exercise Price Balance outstanding at December 31, 2022 761,243 $ 71.26 Granted 53,643 14.58 Forfeited (30,768 ) 55.47 Balance outstanding at June 30, 2023 784,118 $ 68.06 Exercisable at June 30, 2023 625,860 $ 73.19
SCHEDULE OF RESTRICTED STOCK UNITS	Information relating to RSUs is as follow: SCHEDULE OF RESTRICTED STOCK UNITS Weighted Average Number of Fair Value Stock Awards at Grant Date Unvested shares outstanding at December 31, 2022 82 $ 43.80 Vested (82 ) 43.80 Unvested shares outstanding at June 30, 2023 - $ -
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 Six months ended June 30 2023 2022 Volatility 96.38 % 93.17 % Risk free interest rate 3.57 % 1.71 % Expected term in years 5.76 5.83 Expected dividend yield 0.00 % 0.00 % Weighted average fair value per option $ 11.24 $ 34.50
SCHEDULE OF STOCK-BASED COMPENSATION EXPENSE	SCHEDULE OF STOCK-BASED COMPENSATION EXPENSE Three months ended June 30 Six months ended June 30 2023 2022 2023 2022 Research and development $ 227 $ 510 $ 493 $ 1,020 Sales, general, and administrative 1,432 1,917 3,150 3,883 Cost of revenues 15 30 42 56 Total stock-based compensation expense $ 1,674 $ 2,457 $ 3,685 $ 4,959

REVENUES, NET AND DEFERRED RE_2

REVENUES, NET AND DEFERRED REVENUE (Tables)	6 Months Ended
	Jun. 30, 2023
Revenue from Contract with Customer [Abstract]
SCHEDULE OF REVENUE COMPRISED	Revenues, net comprises the following: SCHEDULE OF REVENUE COMPRISED 2023 2022 2023 2022 Three months ended Six months ended 2023 2022 2023 2022 Product revenues, net $ 708 $ 331 $ 1,186 $ 422 R&D service revenues 12 15 19 50 Revenues $ 720 $ 346 $ 1,205 $ 472
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 June 30, 2023: SUMMARY OF REVENUE EXPECTED TO BE RECOGNIZED IN FUTURE RELATED TO PERFORMANCE OBLIGATIONS Total Current Remaining Product revenues, net $ 469 $ - $ 469 R&D service revenues 2,169 845 1,324 $ 2,638 $ 845 $ 1,793
SUMMARY OF CHANGES IN DEFERRED REVENUE	The following table presents changes in the deferred revenue balance for the six months ended June 30, 2023: SUMMARY OF CHANGES IN DEFERRED REVENUE Balance at January 1, 2022 $ 2,803 - - Balance at December 31, 2022 2,613 Recognition of deferred revenue (19 ) Currency translation 44 Balance at June 30, 2023 $ 2,638 Short Term $ 845 Long Term $ 1,793

COLLABORATION ARRANGEMENTS (Tab

COLLABORATION ARRANGEMENTS (Tables)	6 Months Ended
	Jun. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
SCHEDULE OF RESEARCH AND DEVELOPMENT EXPENSE	SCHEDULE OF RESEARCH AND DEVELOPMENT EXPENSE 2023 2022 2023 2022 Three months ended Six months ended June 30 June 30 2023 2022 2023 2022 GlaxoSmithKline Biologicals S.A $ 10 $ 4 $ 113 $ 139 National Research Council of Canada (“NRC”) - 304 35 584 Coalition for Epidemic Preparedness Innovations (“CEPI”) 1,365 713 2,194 2,406 Brii Bio 51 111 120 135 Agenus Inc. 308 - 364 - Research and Development expenses $ 1,734 $ 1,132 $ 2,826 $ 3,264

LEASES (Tables)

LEASES (Tables)	6 Months Ended
	Jun. 30, 2023
Leases
SCHEDULE OF LEASE COST AND OTHER INFORMATION	SCHEDULE OF LEASE COST AND OTHER INFORMATION Three months ended Six months ended June 30 June 30 2023 2022 2023 2022 Operating lease cost $ 483 $ 451 $ 974 $ 895 Weighted average discount rate 13 % Weighted average remaining lease term 2.56
SUMMARY OF FUTURE UNDISCOUNTED CASH PAYMENTS RECONCILED TO LEASE LIABILITIES	The following table summarizes future undiscounted cash payments reconciled to the lease liabilities: SUMMARY OF FUTURE UNDISCOUNTED CASH PAYMENTS RECONCILED TO LEASE LIABILITIES Remaining 2023 $ 635 2024 1,170 2025 675 2026 582 2027 160 Total $ 3,222 Effect of discounting (497 ) Total lease liability $ 2,725 Less: current portion (993 ) Lease liability, net of current portion $ 1,732

SEGMENT INFORMATION (Tables)

SEGMENT INFORMATION (Tables)	6 Months Ended
	Jun. 30, 2023
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 2023 2022 2023 2022 Three Months Ended Six Months Ended June 30 June 30 2023 2022 2023 2022 United States $ 508 $ 207 $ 830 $ 207 Israel 57 126 57 221 China / Hong Kong 11 13 18 38 Europe 144 - 300 6 Revenues $ 720 $ 346 $ 1,205 $ 472

NATURE OF BUSINESS AND CONTIN_2

NATURE OF BUSINESS AND CONTINUATION OF BUSINESS (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands				1 Months Ended	6 Months Ended
	Jul. 05, 2023	Apr. 12, 2023	Apr. 04, 2023	Jul. 31, 2023	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022
Entity incorporation, date of incorporation					Apr. 09, 1965
Reverse stock split		1-for-30 reverse stock split
Accumulated deficit					$ 561,988		$ 489,609
Cash					20,840		$ 62,629
Cash outflows from operating activities					40,866	$ 37,375
IPO [Member]
Gross proceeds					$ 20,500
Subsequent Event [Member]
Upfront payment	$ 15,000			$ 15,000
[custom:PaymentClinicalAndCommercialManufacture-0]	5,000
Non-refundable upfront payment	7,000
Potential regulatory and commercial milestone payments	422,000
Shares issued, price				$ 1.65
Warrant price				$ 1.65
Expiration term				5 years
Subsequent Event [Member] | Common Stock [Member]
Common shares, issued				1,536,363
Subsequent Event [Member] | Warrant [Member]
Purchase of warrants				1,636,363
Subsequent Event [Member] | IPO [Member]
Gross proceeds				$ 20,500
Common shares, issued				12,445,454
Purchase of warrants				12,545,454
Subsequent Event [Member] | Direct Offering [Member]
Gross proceeds				$ 3,000
Equity Method Investment, Aggregate Cost	$ 3,000
Common shares, issued				1,818,182
Purchase of warrants				1,818,182
Minimum [Member]
Operating expenses and workforce reduction percentage			30%		30%
Maximum [Member]
Operating expenses and workforce reduction percentage			35%		35%

SCHEDULE OF INVENTORY (Details)

SCHEDULE OF INVENTORY (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Inventory Disclosure [Abstract]
Finished goods	$ 827	$ 893
Work-in-process	2,550	1,869
Raw materials	3,484	3,837
Inventory, net	$ 6,861	$ 6,599

SCHEDULE OF OTHER CURRENT ASSET

SCHEDULE OF OTHER CURRENT ASSETS (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Government receivables	$ 1,578	$ 4,033
Other current assets	866	2,026
Total other current assets	$ 2,444	$ 6,059

SCHEDULE OF IMPAIRMENT CHARGES

SCHEDULE OF IMPAIRMENT CHARGES (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Indefinite-Lived Intangible Assets [Line Items]
Impairment charges	$ 20,000		$ 20,000
In Process Research and Development [Member]
Indefinite-Lived Intangible Assets [Line Items]
Impairment charges	19,000		19,000
Property, Plant and Equipment [Member]
Indefinite-Lived Intangible Assets [Line Items]
Impairment charges	$ 1,000		$ 1,000

PROPERTY AND EQUIPMENT (Details

PROPERTY AND EQUIPMENT (Details Narrative) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Impairment Effects on Earnings Per Share [Line Items]
Impairment charges	$ 20,000		$ 20,000
Property, Plant and Equipment [Member]
Impairment Effects on Earnings Per Share [Line Items]
Impairment charges	$ 1,000		$ 1,000

SCHEDULE OF INDEFINITE LIVED IN

SCHEDULE OF INDEFINITE LIVED INTANGIBLE ASSETS INCLUDING CUMULATIVE IMPAIRMENT AND CURRENCY TRANSLATION (Details) - USD ($) $ in Thousands	6 Months Ended	12 Months Ended
	Jun. 30, 2023	Dec. 31, 2022
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 62,169	$ 62,169
Accumulated Amortization	(669)	(669)
Cumulative Impairment Charge	(19,300)	(300)
Cumulative Currency Translation	(1,861)	(2,855)
Net Book value	40,339	58,345
Inprocess Research and Development Assets [Member]
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	61,500	61,500
Accumulated Amortization
Cumulative Impairment Charge	(19,300)	(300)
Cumulative Currency Translation	(1,861)	(2,855)
Net Book value	40,339	58,345
License [Member]
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	669	669
Accumulated Amortization	(669)	(669)
Cumulative Impairment Charge
Cumulative Currency Translation
Net Book value

SCHEDULE OF GOODWILL (Details)

SCHEDULE OF GOODWILL (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
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	(247)	(295)
Goodwill, Net Book value	$ 2,175	$ 2,127

INTANGIBLE ASSETS, NET, AND G_3

INTANGIBLE ASSETS, NET, AND GOODWILL (Details Narrative) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Finite-Lived Intangible Assets [Line Items]
Estimated fair value of assets discount rate			15%
Impairment charges	$ 20,000		$ 20,000
Intangible asset foreign currency translation adjustment			994
Goodwill foreign currency translation adjustment			48
In Process Research and Development [Member]
Finite-Lived Intangible Assets [Line Items]
Impairment charges	$ 19,000		$ 19,000
Minimum [Member]
Finite-Lived Intangible Assets [Line Items]
Percentage of cumulative probability			10%
Maximum [Member]
Finite-Lived Intangible Assets [Line Items]
Percentage of cumulative probability			17%

SCHEDULE OF OTHER CURRENT LIABI

SCHEDULE OF OTHER CURRENT LIABILITIES (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Other Liabilities Disclosure [Abstract]
Accrued research and development expenses (including clinical trial accrued expenses)	$ 5,564	$ 6,561
Accrued professional fees	2,324	3,250
Payroll and employee-related costs	2,025	4,036
Deferred funding	4,892	6,966
Other current liabilities	1,688	1,775
Total other current liabilities	$ 16,493	$ 22,588

SCHEDULE OF CHANGES IN ONE-TIME

SCHEDULE OF CHANGES IN ONE-TIME TERMINATION BENEFITS (Details) - One-time Termination Benefits [Member] $ in Thousands	6 Months Ended
	Jun. 30, 2023 USD ($)
Restructuring Cost and Reserve [Line Items]
Balance at January 1, 2023
Charges	759
Cash payments	(650)
Balance at June 30, 2023	$ 109

OTHER CURRENT LIABILITIES (Deta

OTHER CURRENT LIABILITIES (Details Narrative)		6 Months Ended
	Apr. 04, 2023	Jun. 30, 2023
Minimum [Member]
Operating expenses and workforce reduction percentage	30%	30%
Maximum [Member]
Operating expenses and workforce reduction percentage	35%	35%

SCHEDULE OF ANTI-DILUTIVE WEIGH

SCHEDULE OF ANTI-DILUTIVE WEIGHTED AVERAGE SHARES OUTSTANDING (Details) - shares	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total	1,093,444	867,607
Warrant [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total	103,930	46,136
Stock Options And Restricted Stock Units [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total	784,118	775,809
K 2 H V Conversion Feature [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total	205,396	45,662

SCHEDULE OF LONG-TERM DEBT (Det

SCHEDULE OF LONG-TERM DEBT (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Debt Disclosure [Abstract]
Long-term debt, net of debt discount of $5,870 ($6,811 at December 31, 2022)	$ 49,829	$ 48,888
Less: current portion, net of debt discount of $234 ($0 at December 31, 2022)	1,990
Long-term debt, net of current portion	$ 47,839	$ 48,888

SCHEDULE OF LONG-TERM DEBT (D_2

SCHEDULE OF LONG-TERM DEBT (Details) (Parenthetical) - Long-Term Debt [Member] - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Extinguishment of Debt [Line Items]
Debt instrument, unamortized discount	$ 5,870	$ 6,811
Debt instrument, unamortized discount, current	$ 234	$ 0

SCHEDULE OF INTEREST EXPENSE (D

SCHEDULE OF INTEREST EXPENSE (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Debt Disclosure [Abstract]
Interest expense	$ 1,537	$ 669	$ 2,998	$ 1,276
Amortization of debt discount	471	411	941	821
Interest income	(300)	(179)	(802)	(256)
Total interest expense, net of interest income	$ 1,708	$ 901	$ 3,137	$ 1,841

SCHEDULE OF FUTURE PRINCIPAL OF

SCHEDULE OF FUTURE PRINCIPAL OF LONG-TERM DEBT (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Total	$ 49,829	$ 48,888
Loan Agreement [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Remaining 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				6 Months Ended
	Sep. 14, 2022	Feb. 03, 2021	May 22, 2020	Jun. 30, 2023	Dec. 31, 2022	Sep. 15, 2022	May 17, 2021
Debt Instrument [Line Items]
Final payment				$ 55,699
Fair Value, Inputs, Level 3 [Member]
Debt Instrument [Line Items]
Debt instrument, fair value disclosure				$ 54,598	$ 56,510
Second Amendment [Member] | K2 HealthVentures LLC [Member]
Debt Instrument [Line Items]
Increase amount of term loans available	$ 100,000
Loan and Guaranty Agreement [Member]
Debt Instrument [Line Items]
Debt increased percentage				5%
Loan and Guaranty Agreement [Member] | K2 HealthVentures LLC [Member]
Debt Instrument [Line Items]
Debt conversion, converted instrument, amount			$ 4,000
Conversion price			$ 43.80
Debt face amount							$ 30,000
Loan and Guaranty Agreement [Member] | K2 HealthVentures LLC [Member] | K2 Warrant [Member]
Debt Instrument [Line Items]
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right			20,833
Warrant price			$ 33.60
Loan and Guaranty Agreement [Member] | K2 HealthVentures LLC [Member] | Restated K2 Warrant [Member]
Debt Instrument [Line Items]
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right							10,417
Warrant price							$ 33.60
Class of Warrant or Right, Number of Securities Called by Warrants or Rights							31,250
Loan and Guaranty Agreement [Member] | K2 HealthVentures LLC [Member] | Second Amendment Warrant [Member]
Debt Instrument [Line Items]
Debt face amount	$ 50,000
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right	72,680
Warrant price	$ 24.08
Loan and Guaranty Agreement [Member] | First Tranche [Member] | K2 HealthVentures LLC [Member]
Debt Instrument [Line Items]
Secured debt			$ 20,000
Loan and Guaranty Agreement [Member] | First Amendment [Member]
Debt Instrument [Line Items]
Additional secured debt							$ 12,000
Debt face amount							30,000
Loan and Guaranty Agreement [Member] | First Amendment [Member] | K2 HealthVentures LLC [Member]
Debt Instrument [Line Items]
Final payment, value							$ 2,224
Loan and Guaranty Agreement [Member] | Second Amendment [Member]
Debt Instrument [Line Items]
Debt face amount				$ 50,000
Warrant price	$ 24.08
Secured term loan final payment percentage	6.95%
Final payment amount	$ 3,475
Debt instrument, interest rate, stated percentage				12.25%
Debt instrument, interest rate, effective percentage				15.88%
Debt instrument, maturity date				Sep. 14, 2026
Debt instrument discount						$ 7,359
Debt instrument, unamortized discount				$ 5,870	$ 6,811
Loan and Guaranty Agreement [Member] | Second Amendment [Member] | Prime Rate Plus [Member]
Debt Instrument [Line Items]
Debt instrument, interest rate, stated percentage				4%
Loan and Guaranty Agreement [Member] | Second Amendment [Member] | Minimum [Member]
Debt Instrument [Line Items]
Debt instrument, interest rate, stated percentage				8%
Loan Agreement [Member]
Debt Instrument [Line Items]
Term loan available			$ 50,000
Loan Agreement [Member] | Third Tranche Term Loan [Member] | Maximum [Member]
Debt Instrument [Line Items]
Debt face amount						10,000
Loan Agreement [Member] | Fourth Tranche Term Loan [Member] | Maximum [Member]
Debt Instrument [Line Items]
Debt face amount						25,000
Loan Agreement [Member] | K2 HealthVentures LLC [Member]
Debt Instrument [Line Items]
Debt conversion, converted instrument, amount		$ 2,000
Conversion price		$ 43.80
Conversion price		45,662
Loan Agreement [Member] | Second Amendment [Member] | First Tranche Term Loan [Member]
Debt Instrument [Line Items]
Debt face amount						$ 50,000
Loan Agreement [Member] | Second Amendment [Member] | K2 HealthVentures LLC [Member]
Debt Instrument [Line Items]
Convertible amount	$ 7,000
Loan Agreement [Member] | Second Amendment [Member] | K2 HealthVentures LLC [Member] | Conversion Price of $43.80 Per Share [Member]
Debt Instrument [Line Items]
Conversion price	$ 43.80
Convertible amount	$ 2,000
Shares available for conversion	45,662
Loan Agreement [Member] | Second Amendment [Member] | K2 HealthVentures LLC [Member] | Conversion Price of $31.302 Per Share [Member]
Debt Instrument [Line Items]
Conversion price	$ 31.302
Convertible amount	$ 5,000
Shares available for conversion	159,734

SCHEDULE OF STOCK OPTIONS ACTIV

SCHEDULE OF STOCK OPTIONS ACTIVITY (Details) - Equity Option [Member]	6 Months Ended
	Jun. 30, 2023 $ / shares shares
Offsetting Assets [Line Items]
Number of Stock Options Outstanding, Beginning Balance | shares	761,243
Weighted Average Exercise Price, Beginning Balance | $ / shares	$ 71.26
Number of Stock Options, Granted | shares	53,643
Weighted Average Exercise Price, Granted | $ / shares	$ 14.58
Number of Stock Options, Forfeited | shares	(30,768)
Weighted Average Exercise Price, Forfeited | $ / shares	$ 55.47
Number of Stock Options Outstanding, Ending Balance | shares	784,118
Weighted Average Exercise Price, Ending Balance | $ / shares	$ 68.06
Number of Stock Options, Exercisable | shares	625,860
Weighted Average Exercise Price, Exercisable | $ / shares	$ 73.19

SCHEDULE OF RESTRICTED STOCK UN

SCHEDULE OF RESTRICTED STOCK UNITS (Details) - Restricted Stock Units (RSUs) [Member]	6 Months Ended
	Jun. 30, 2023 $ / shares shares
Class of Stock [Line Items]
Number of Stock Awards, Unvested shares outstanding beginning balance | shares	82
Weighted Average Fair Value at Grant Date, Unvested shares outstanding beginning balance | $ / shares	$ 43.80
Number of Stock Awards, Vested | shares	(82)
Weighted Average Fair Value at Grant Date, Vested | $ / shares	$ 43.80
Number of Stock Awards, Unvested shares outstanding beginning balance | shares
Weighted Average Fair Value at Grant Date, Unvested shares outstanding ending balance | $ / shares

SCHEDULE OF FAIR VALUE OF OPTIO

SCHEDULE OF FAIR VALUE OF OPTIONS GRANTED BY USING BLACK SCHOLES OPTION PRICING ASSUMPTIONS (Details) - $ / shares	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Equity [Abstract]
Volatility	96.38%	93.17%
Risk free interest rate	3.57%	1.71%
Expected term in years	5 years 9 months 3 days	5 years 9 months 29 days
Expected dividend yield	0%	0%
Weighted average fair value per option	$ 11.24	$ 34.50

SCHEDULE OF STOCK-BASED COMPENS

SCHEDULE OF STOCK-BASED COMPENSATION EXPENSE (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Total stock-based compensation expense	$ 1,674	$ 2,457	$ 3,685	$ 4,959
Research and Development Expense [Member]
Total stock-based compensation expense	227	510	493	1,020
General and Administrative Expense [Member]
Total stock-based compensation expense	1,432	1,917	3,150	3,883
Cost of Sales [Member]
Total stock-based compensation expense	$ 15	$ 30	$ 42	$ 56

STOCKHOLDERS_ EQUITY AND ADDI_3

STOCKHOLDERS’ EQUITY AND ADDITIONAL PAID-IN CAPITAL (Details Narrative)	6 Months Ended
	Jun. 30, 2023 shares
2006 Plan [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Options outstanding	28,090
2014 Plan [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Options outstanding	17,368
2016 Plan [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Share-based compensation arrangement by share-based, percentage	10%
Number of common shares remaining available for issuance for awards	27,945
2016 Plan [Member] | Share-Based Payment Arrangement, Option [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Options outstanding	738,660

SCHEDULE OF REVENUE COMPRISED (

SCHEDULE OF REVENUE COMPRISED (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Disaggregation of Revenue [Line Items]
Revenues	$ 720	$ 346	$ 1,205	$ 472
Product [Member]
Disaggregation of Revenue [Line Items]
Revenues	708	331	1,186	422
Service [Member]
Disaggregation of Revenue [Line Items]
Revenues	$ 12	$ 15	$ 19	$ 50

SUMMARY OF REVENUE EXPECTED TO

SUMMARY OF REVENUE EXPECTED TO BE RECOGNIZED IN FUTURE RELATED TO PERFORMANCE OBLIGATIONS (Details) $ in Thousands	Jun. 30, 2023 USD ($)
Disaggregation of Revenue [Line Items]
Revenues	$ 2,638
Current Portion to June 30, 2024 [Member]
Disaggregation of Revenue [Line Items]
Revenues	845
Remaining Portion There After [Member]
Disaggregation of Revenue [Line Items]
Revenues	1,793
Product [Member]
Disaggregation of Revenue [Line Items]
Revenues	469
Product [Member] | Current Portion to June 30, 2024 [Member]
Disaggregation of Revenue [Line Items]
Revenues
Product [Member] | Remaining Portion There After [Member]
Disaggregation of Revenue [Line Items]
Revenues	469
Service [Member]
Disaggregation of Revenue [Line Items]
Revenues	2,169
Service [Member] | Current Portion to June 30, 2024 [Member]
Disaggregation of Revenue [Line Items]
Revenues	845
Service [Member] | Remaining Portion There After [Member]
Disaggregation of Revenue [Line Items]
Revenues	$ 1,324

SUMMARY OF CHANGES IN DEFERRED

SUMMARY OF CHANGES IN DEFERRED REVENUE (Details) - USD ($) $ in Thousands	6 Months Ended	12 Months Ended
	Jun. 30, 2023	Dec. 31, 2022
Revenue from Contract with Customer [Abstract]
Contract with customer liability,beginning	$ 2,613	$ 2,803
Recognition of deferred revenue	(19)
Currency translation	44
Contract with customer liability, ending	2,638	2,613
Contract with customer, liability, current	845	409
Contract with customer, liability, non-current	$ 1,793	$ 2,204

REVENUES, NET AND DEFERRED RE_3

REVENUES, NET AND DEFERRED REVENUE (Details Narrative) - USD ($)	Jul. 05, 2023	Dec. 04, 2018	Jun. 30, 2023	Dec. 31, 2022	Dec. 31, 2021
Disaggregation of Revenue [Line Items]
Revenue, remaining performance obligation, amount			$ 2,638,000
Contract with customer, liability			2,638,000	$ 2,613,000	$ 2,803,000
Subsequent Event [Member]
Disaggregation of Revenue [Line Items]
Non-refundable upfront payment	$ 7,000,000
Service [Member]
Disaggregation of Revenue [Line Items]
Revenue, remaining performance obligation, amount			2,169,000
Collaboration and License Agreement [Member]
Disaggregation of Revenue [Line Items]
License agreement			$ 1,969,000
Collaboration and License Agreement [Member] | Brii Bio [Member]
Disaggregation of Revenue [Line Items]
Non-refundable upfront payment		$ 11,000,000
Stock issued during period, shares		76,502
Stock issued during period, value		$ 3,626,000
Collaboration and License Agreement [Member] | Brii Bio [Member] | Subsequent Event [Member]
Disaggregation of Revenue [Line Items]
Non-refundable upfront payment	5,000
[custom:NetSalesMilestonePayments]	$ 227,000
Collaboration and License Agreement [Member] | Brii Bio [Member] | Service [Member]
Disaggregation of Revenue [Line Items]
Revenue, remaining performance obligation, amount		4,737,000
Collaboration and License Agreement [Member] | Brii Bio [Member] | VBI Two Six Zero One [Member]
Disaggregation of Revenue [Line Items]
Revenue, remaining performance obligation, amount		2,637,000
License Agreement [Member] | Brii Bio [Member]
Disaggregation of Revenue [Line Items]
Revenue, remaining performance obligation, amount		$ 7,374,000

SCHEDULE OF RESEARCH AND DEVELO

SCHEDULE OF RESEARCH AND DEVELOPMENT EXPENSE (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Research and Development expenses	$ 3,292	$ 5,643	$ 6,446	$ 8,005
Collaboration Agreement [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Research and Development expenses	1,734	1,132	2,826	3,264
Collaboration Agreement [Member] | Glaxo Smith Kline Biologicals S A [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Research and Development expenses	10	4	113	139
Collaboration Agreement [Member] | National Research Council [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Research and Development expenses		304	35	584
Collaboration Agreement [Member] | Coalition For Epidemic Preparedness Innovations [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Research and Development expenses	1,365	713	2,194	2,406
Collaboration Agreement [Member] | Brii Bio [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Research and Development expenses	51	111	120	135
Collaboration Agreement [Member] | Agenus Inc [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Research and Development expenses	$ 308		$ 364

COLLABORATION ARRANGEMENTS (Det

COLLABORATION ARRANGEMENTS (Details Narrative) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Deferred funding	$ 4,892	$ 6,966

GOVERNMENT GRANTS (Details Narr

GOVERNMENT GRANTS (Details Narrative) $ in Thousands, $ in Thousands			3 Months Ended		6 Months Ended
	Sep. 16, 2020	Jul. 03, 2020 CAD ($)	Jun. 30, 2023 USD ($)	Jun. 30, 2022 USD ($)	Jun. 30, 2023 USD ($)	Jun. 30, 2022 USD ($)
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Contribution agreement description	75% of VBI Cda’s costs incurred in respect of the Project, subject to certain eligibility limitations as set forth in the Contribution Agreement and (ii) CAD $55,976 from the SIF to support the development of our coronavirus vaccine program, VBI-2900, though Phase II clinical studies (the “Project”)
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	$ 0	$ 41	$ 0
Deferred government grants			0	43	0	43
Strategic Innovation Fund [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Reduction expenses			1,168	499	2,875	1,952
Deferred government grants			$ 231	$ 760	$ 231	$ 760

COMMITMENTS AND CONTINGENCIES (

COMMITMENTS AND CONTINGENCIES (Details Narrative) - Sci B Vac [Member] ₪ in Thousands, $ in Thousands	Sep. 13, 2018 USD ($) Integer	Sep. 13, 2018 ILS (₪) Integer
Product Liability Contingency [Line Items]
Children vaccinated	428,000	428,000
Loss contingency, damages seeking, value	$ 507,973	₪ 1,879,500

SCHEDULE OF LEASE COST AND OTHE

SCHEDULE OF LEASE COST AND OTHER INFORMATION (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Leases
Operating lease cost	$ 483	$ 451	$ 974	$ 895
Weighted average discount rate	13%		13%
Weighted average remaining lease term	2 years 6 months 21 days		2 years 6 months 21 days

SUMMARY OF FUTURE UNDISCOUNTED

SUMMARY OF FUTURE UNDISCOUNTED CASH PAYMENTS RECONCILED TO LEASE LIABILITIES (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Leases
Remaining 2023	$ 635
2024	1,170
2025	675
2026	582
2027	160
Total	3,222
Effect of discounting	(497)
Total lease liability	2,725
Less: current portion	(993)	$ (972)
Lease liability, net of current portion	$ 1,732	$ 2,365

LEASES (Details Narrative)

LEASES (Details Narrative)	6 Months Ended
	Jun. 30, 2023
ISRAEL | Manufacturing Facility Lease Agreement [Member]
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]
Lessee, operating lease, option to extend	A lease for additional office space in Israel has a term ending November 30, 2025 with an option to extend for two additional years and June 30, 2027 with an option to extend the term for five additional years. In September 2022, the Company extended the term of our lease for our research facility in Canada, which comprises office and laboratory space, for three additional years, which now has a term ending on December 31, 2025

SCHEDULE OF REVENUES FROM EXTER

SCHEDULE OF REVENUES FROM EXTERNAL CUSTOMERS (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenues	$ 720	$ 346	$ 1,205	$ 472
UNITED STATES
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenues	508	207	830	207
ISRAEL
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenues	57	126	57	221
China Hong Kong [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenues	11	13	18	38
Europe [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenues	$ 144		$ 300	$ 6

SEGMENT INFORMATION (Details Na

SEGMENT INFORMATION (Details Narrative) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenue	$ 720	$ 346	$ 1,205	$ 472
CANADA
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenue			$ 0	$ 0

SUBSEQUENT EVENTS (Details Narr

SUBSEQUENT EVENTS (Details Narrative) - Subsequent Event [Member] - 2016 Plan [Member]	Jul. 27, 2023 shares
Subsequent Event [Line Items]
Stock Issued During Period, Shares, Employee Benefit Plan	960,000
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period	12 months
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Rights	Options granted to employees vest 25% on the one-year anniversary of the grant date, with the remaining 75% vesting on a monthly basis over 24 months.
Share-Based Compensation Arrangement by Share-Based Payment Award, Expiration Date	Jul. 27, 2033