| 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.
|
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 |
|
|