Current report of foreign issuer pursuant to Rules 13a-16 and 15d-16 Amendments

Share Capital

v3.20.2
Share Capital
6 Months Ended
Jun. 30, 2020
Equity [Abstract]  
SHARE CAPITAL

NOTE 3 – SHARE CAPITAL:

 

  a. Changes in share capital

 

  1) On February 14, 2020, the Company entered into a Securities Purchase Agreement with accredited U.S. investors, pursuant to which the Company issued on March 6, 2020, in a private placement, 445,000 ordinary shares for an aggregate purchase price of $4,450.

 

  2) During the six-month period ended June 30, 2020, options to purchase 16,278 ordinary shares were exercised for consideration of approximately $67.

 

b. Share-based compensation:

 

  1)

Option plan

 

In accordance with an option plan for employees and consultants (the "Option Plan"), as amended from time to time, employees and consultants of the Company will be granted options, each exercisable into one ordinary share of the Company of NIS 1.50. The ordinary shares that will be issued in accordance with the Option Plan will have the same rights as the other ordinary shares of the Company, immediately subsequent to their issue. An option that is not exercised within 10 years from the allotment date will expire, unless the board of directors extends its validity.

 

Grants to employees are made in accordance with the Option Plan, and are carried out within the provisions of Section 102 of the Israel Income Tax Ordinance. In accordance with the track selected by the Company and these provisions, the Company is not entitled to claim a tax deduction for the employee benefits.

 

For those who are not employees of the Company, and for the Company's controlling shareholders (as defined in the Income Tax Ordinance) options are granted in accordance with section 3(I) of the Income Tax Ordinance.

 

In March 2020, the Company's board of directors extended the option plan for additional 10 years. All other terms of the plan remained unchanged.

 

2) Options grants

 

In the six months ended June 30, 2020 and 2019, the Company granted options as follows:

 

    Six months ended June 30, 2020
    Number of options granted     Exercise
price
range
    Vesting
period
  Expiration
Employees     317,909     $ 10.08     4 years   10 years
Directors     162,713     $ 11.06     4 years   10 years

 

    Six months ended June 30, 2019
    Number of options granted     Exercise
price
range
    Vesting
period
range
  Expiration
Employees     230,000     $ 5.07     4 years   7 years
Directors     286,390     $ 5.07     4 years   7 years
Consultants     5,000       5.07     4 years   7 years

 

The fair value of options granted to employees during the six months ended June 30, 2020, and 2019 was $2,960 and $1,560, respectively.

 

The fair value of options granted to employees on the date of grant was computed using the Black-Scholes model. The underlying data used for computing the fair value of the options are as follows:

 

    Six months ended
June 30
 
    2020     2019  
Value of ordinary share   $ 9.99-$10.5     $ 5.7-$5.9  
Dividend yield     0 %     0 %
Expected volatility     66.05%-66.41 %     61.31%-61.71 %
Risk-free interest rate     0.29%-0.35 %     1.87%-2.49 %
Expected term     6.11 years       4 years  

 

2) The following table illustrates the effect of share-based compensation on the statements of operations:

 

    Three months ended
June 30
    Six months ended
June 30
 
    2020     2019     2020     2019  
    U.S. dollars in thousands     U.S. dollars in thousands  
Research and development expenses, net   $ 152     $ 108     $ 237     $ 215  
General and administrative expenses     325       181       557       414  
    $ 477     $ 289     $ 794     $ 629