Annual report pursuant to Section 13 and 15(d)

STOCKHOLDERS' DEFICIENCY (Tables)

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STOCKHOLDERS' DEFICIENCY (Tables)
12 Months Ended
Dec. 31, 2018
Stockholders' Equity Note [Abstract]  
Schedule of outstanding warrants issued to investors
  The following table below summarizes the outstanding warrants issued to investors as of December 31, 2018 and 2017, respectively:

  

    Warrants outstanding as of December 31,            
    2018     2017     Exercise
price
    Expiration date
                    $      
                             
November 2011 Warrants (1) (2)           245,893       1.393     November 15, 2018
                             
February 2015 Warrants (3)     686,667       686,667       3.00/6.00     February 30, 2019
                             
March through September 2017 Warrants (5)     552,000       552,000       5.90     May through September 2022
November 2017 Warrants (6)     1,296,605       1,250,687       6.90     November 1, 2022
                             
Total outstanding     2,535,272       2,735,427              

 

  1. In November 2011, the Company issued to some of its stockholders warrants to purchase 2,319,062 shares of Series B-2 Preferred stock with a fixed exercise price of $ 0.199 per share (reflecting a 30% discount on the fair value of the Company’s Preferred stock on that date). The warrants expire on November 15, 2018. On May 2014, the Company effected a reverse split of the Company’s stock of seven to one. In addition, on April 2015 all of the Company’s B-2 warrants were reclassified as warrants to common shares. As a result, these warrants have a fixed exercise price of $1.393 to purchase 331,293 shares of Common Stock. During 2017, 85,400 of the Company’s B2 Warrants were exercised. During 2018, an additional 68,799 B2 Warrants were exercised and the remaining 177,094 B2 Warrants expired.

 

  2. In February 2013 through December 2014, the Company issued to some of its stockholders warrants to purchase 563,910 shares of Common stock. The exercise price at which the warrant may be exercised is $ 2.66 per share, subject to adjustment for stock splits, fundamental transactions or similar events. The warrants were to expire in February 2018 through December 2019, based on the issuance date (see also Note 8a). On October 4, 2017, these warrants were cashless exercised (see also Note 10e).

 

  3.

In February 2015, the Company negotiated a securities purchase agreement which included warrants to purchase 840,000 shares of Common stock. The exercise price at which the warrant may be exercised is $3 for 420,000 shares and $6 for 420,000 shares, subject to certain adjustments. The warrants to purchase the 840,000 shares were to expire by February 2017. However, in January 2017, the Company agreed to extend the warrants to purchase the 840,000 shares by additional two years until February 2019 pursuant to the Warrant Amendment. On November 2, 2017, 153,333 of such warrants were cashless exercised (see also Note 10f).

 

  4.

On March 25, 2015, the Company issued warrants to purchase up to 61,000 shares of Common stock to a consultant as consideration for the provision of guidance and assistance in connection with the filing of the Company’s Form 10 and becoming a public reporting company. The warrants had an exercise price of $2.57 per share, subject to adjustment for stock splits, fundamental transactions or similar events and were scheduled to expire on March 25, 2020. On November 2, 2017, these warrants were cashless exercised (see also Note 10f).

 

  5.

During the period March 1, 2017 through September 30, 2017, the Company completed a series of bridge financings pursuant to which the Company have received from accredited investors aggregate proceeds of $1,380 in exchange for 2017 Notes in the aggregate principal amount of $1,380, and seven-year Warrants to purchase an aggregate of 552,000 shares of common stock at an exercise price of $5.90 per share.

 

  6. In conjunction with the Company’s Offering for the issuance of 1,224,488 shares of the Company’s Common stock, the Company also issued warrants to purchase up to 918,366 shares of common stock. Additionally, the Company issued to the underwriters a unit purchase option to purchase units at an exercise price equal to $6.125 pursuant to which an aggregate of 61,224 shares and warrants to purchase 45,918 shares are issuable to the underwriters. Upon closing of the Offering, the 2017 Notes were automatically converted and as a result the Company issued an aggregate of 361,462 shares of common stock (and common stock equivalents) and warrants to purchase an aggregate of 271,096 shares of common stock. The warrants have an exercise price of $6.90 per share, subject to adjustment for stock splits, fundamental transactions or similar events and shall expire on November 1, 2022.

Schedule of options granted to employees and directors

A summary of the Company’s options activity and related information with respect to options granted to employees, consultants, and directors during the years ended December 31, 2018 and 2017 are as follows: 

 

    Number of
options
    Weighted
average
exercise
price
    Weighted
average
remaining
contractual life
    Aggregate
intrinsic
value
 
                         
Outstanding - January 1, 2017     1,234,934     $ 3.01       7.18       3,419  
2017 Activity:                                
 Granted         $              
 Exercised         $              
 Expired or Forfeited     (7,160 )   $ 10.08              
                                 
Outstanding - December 31, 2017     1,227,774     $ 3.01       7.18       3,419  
2018 Activity:                                
 Granted     338,750     $ 4.75       9.65       735  
 Exercised     (48,017 )   $ 0.07       4.24        
 Expired or Forfeited     (71,920 )   $ 4.41       7.16        
                                 
Outstanding - December 31, 2018     1,446,587     $ 3.16       7.87       4,578  
                                 
Exercisable at end of year - December 31, 2018     1,217,818     $ 3.26       7.09       3,969  
Schedule of outstanding options granted to consultants

The Company’s outstanding options granted to consultants as of December 31, 2018 are as follows: 

 

Issuance date   Options for
Common
stock
    Weighted Average
exercise price
per share
    Options
exercisable
    Expiration date
                       
April 2009     1,071     $ 10.35       1,071     April 2019
December 2010     786     $ 1.99       786     December 2020
March 2013     30,000     $ 1.96       30,000     March 2023
October 2013     1,000     $ 1.96       1,000     October 2023
February 2015     714     $ 1.96       714     February 2025
                             
Total     33,571     $ 2.23       33,571      
Schedule of services received from employees and non-employees

The total stock based expense recognized in the financial statements for services received from employees and non-employees is shown in the following table (refer also to Note 10d): 

 

   

Year ended 

December 31, 

 
    2018     2017  
             
Research and development   $     $ 30  
Selling and marketing     16       13  
General and administrative     873       757  
                 
Total   $ 889     $ 800