Document And Entity Information
Document And Entity Information - shares | 3 Months Ended | |
Sep. 30, 2022 | Nov. 08, 2022 | |
Document Information Line Items | ||
Entity Registrant Name | PLURI INC. | |
Trading Symbol | PLUR | |
Document Type | 10-Q | |
Current Fiscal Year End Date | --06-30 | |
Entity Common Stock, Shares Outstanding | 32,657,244 | |
Amendment Flag | false | |
Entity Central Index Key | 0001158780 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Document Period End Date | Sep. 30, 2022 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q1 | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity File Number | 001-31392 | |
Entity Incorporation, State or Country Code | NV | |
Entity Tax Identification Number | 98-0351734 | |
Entity Address, Address Line One | MATAM Advanced Technology Park | |
Entity Address, Address Line Two | Building No. 5 | |
Entity Address, City or Town | Haifa | |
Entity Address, Country | IL | |
Entity Address, Postal Zip Code | 3508409 | |
Local Phone Number | 74-7108600 | |
City Area Code | 972 | |
Title of 12(b) Security | Common Shares, par value $0.00001 | |
Security Exchange Name | NASDAQ | |
Entity Interactive Data Current | Yes |
Interim Condensed Consolidated
Interim Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Sep. 30, 2022 | Jun. 30, 2022 | |
CURRENT ASSETS: | |||
Cash and cash equivalents | $ 8,744 | $ 9,772 | |
Short-term bank deposits | 39,271 | 45,244 | |
Restricted cash | 653 | 1,007 | |
Prepaid expenses and other current assets | 1,055 | 1,724 | |
Total current assets | 49,723 | 57,747 | |
LONG-TERM ASSETS: | |||
Restricted bank deposits | 634 | 634 | |
Severance pay fund | 611 | 661 | |
Property and equipment, net | 707 | 739 | |
Operating lease right-of-use asset | 8,074 | 8,270 | |
Other long-term assets | 5 | 14 | |
Total long-term assets | 10,031 | 10,318 | |
Total assets | 59,754 | 68,065 | |
LIABILITIES AND SHAREHOLDERS’ EQUITY | |||
Trade payables | 1,329 | 1,785 | |
Accrued expenses | 995 | 1,630 | |
Operating lease liability | 611 | 619 | |
Accrued vacation and recuperation | 791 | 1,053 | |
Other accounts payable | 1,292 | 1,742 | |
Total current liabilities | 5,018 | 6,829 | |
LONG-TERM LIABILITIES | |||
Accrued severance pay | 811 | 867 | |
Operating lease liability | 6,302 | 6,505 | |
Loan from the European Investment Bank (“EIB”) | 20,722 | 21,678 | |
Total long-term liabilities | 27,835 | 29,050 | |
COMMITMENTS AND CONTINGENCIES | |||
SHAREHOLDERS’ EQUITY | |||
Share capital: | |||
Common shares, $0.00001 par value per share: Authorized: 60,000,000 as of September 30, 2022, and June 30, 2022; Issued and outstanding: 32,634,662 and 32,507,491 shares as of September 30, 2022, and June 30, 2022, respectively. | [1] | ||
Additional paid-in capital | 401,576 | 401,302 | |
Accumulated deficit | (377,384) | (371,263) | |
Total shareholders’ equity | 24,192 | 30,039 | |
Non-controlling interests | 2,709 | 2,147 | |
Total equity | 26,901 | 32,186 | |
Total liabilities and equity | $ 59,754 | $ 68,065 | |
[1] Less than $1 |
Interim Condensed Consolidate_2
Interim Condensed Consolidated Balance Sheets (Unaudited) (Parentheticals) - $ / shares | Sep. 30, 2022 | Jun. 30, 2022 |
Statement of Financial Position [Abstract] | ||
Common shares par value per share (in Dollars per share) | $ 0.00001 | $ 0.00001 |
Common shares Authorized | 60,000,000 | 60,000,000 |
Common shares Issued | 32,634,662 | 32,507,491 |
Common shares outstanding | 32,634,662 | 32,507,491 |
Interim Condensed Consolidate_3
Interim Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Income Statement [Abstract] | ||
Revenues | $ 87 | |
Operating expenses: | ||
Research and development expenses | (4,503) | (6,391) |
Less: participation by the Israeli Innovation Authority (IIA), Horizon 2020 and other parties | 233 | 38 |
Research and development expenses, net | (4,270) | (6,353) |
General and administrative expenses | (2,740) | (5,088) |
Operating loss | (6,923) | (11,441) |
Interest expenses | (194) | (228) |
Other financial income, net | 848 | 237 |
Total financial income, net | 654 | 9 |
Net loss | (6,269) | (11,432) |
Net loss attributed to non-controlling interest | (148) | |
Net loss attributed to shareholders | $ (6,121) | $ (11,432) |
Loss per share: | ||
Basic and diluted net loss per share (in Dollars per share) | $ (0.19) | $ (0.36) |
Weighted average number of shares used in computing basic and diluted net loss per share (in Shares) | 32,562,596 | 32,000,789 |
Interim Condensed Consolidate_4
Interim Condensed Consolidated Statements of Operations (Unaudited) (Parentheticals) - $ / shares | 3 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Income Statement [Abstract] | ||
Basic and diluted net loss per share | $ (0.19) | $ (0.36) |
Weighted average number of shares used in computing basic and diluted net loss per share (in Shares) | 32,562,596 | 32,000,789 |
Interim Condensed Consolidate_5
Interim Condensed Consolidated Statements of Changes in Equity (Unaudited) - USD ($) $ in Thousands | Common Shares | Additional Paid-in Capital | Accumulated Deficit | Total Shareholders Equity | Non-controlling Interests | Total | |
Balance at Jun. 30, 2021 | [1] | $ 387,172 | $ (330,021) | $ 57,151 | |||
Balance (in Shares) at Jun. 30, 2021 | 31,957,782 | ||||||
Share-based compensation to employees, directors, and non-employee consultants | [1] | 3,188 | 3,188 | ||||
Share-based compensation to employees, directors, and non-employee consultants (in Shares) | 139,145 | ||||||
Net loss | [1] | (11,432) | (11,432) | ||||
Balance at Sep. 30, 2021 | [1] | 390,360 | (341,453) | 48,907 | |||
Balance (in Shares) at Sep. 30, 2021 | 32,096,927 | ||||||
Balance at Jun. 30, 2022 | [1] | 401,302 | (371,263) | $ 30,039 | $ 2,147 | 32,186 | |
Balance (in Shares) at Jun. 30, 2022 | 32,507,491 | ||||||
Share-based compensation to employees, directors, and non-employee consultants | [1] | 659 | 659 | 325 | 984 | ||
Share-based compensation to employees, directors, and non-employee consultants (in Shares) | 127,171 | ||||||
Modification of warrants to non-controlling interests (note 1c) | [1] | (385) | (385) | 385 | |||
Net loss | [1] | (6,121) | (6,121) | (148) | (6,269) | ||
Balance at Sep. 30, 2022 | $ 401,576 | $ (377,384) | $ 24,192 | $ 2,709 | $ 26,901 | ||
Balance (in Shares) at Sep. 30, 2022 | 32,634,662 | ||||||
[1] Less than $1 |
Interim Condensed Consolidate_6
Interim Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Statement of Cash Flows [Abstract] | ||
Net loss | $ (6,269) | $ (11,432) |
Depreciation | 100 | 337 |
Share-based compensation to employees, directors and non-employee consultants | 984 | 3,188 |
Decrease in prepaid expenses and other current assets and other long-term assets | 674 | 277 |
Decrease in trade payables | (450) | (222) |
Decrease in other accounts payable and accrued expenses | (1,344) | (696) |
Decrease in operating lease right-of-use asset and liability | (15) | (84) |
Increase in interest receivable on deposits | (493) | (340) |
Effect of exchange rate changes on cash, cash equivalents, deposits and restricted cash | 166 | 591 |
Long term interest payable and exchange rate differences relate to EIB loan | (957) | (406) |
Accrued severance pay, net | (5) | (2) |
Net cash used for operating activities | (7,609) | (8,789) |
Purchase of property and equipment | (73) | (15) |
Proceeds from withdrawal of (investment in) short-term deposits | 6,466 | (12,084) |
Proceeds from withdrawal of long-term deposits | 4,859 | |
Net cash provided by (used by) investing activities | 6,393 | (7,240) |
EFFECT OF EXCHANGE RATE ON CASH, CASH EQUIVALENTS AND RESTRICTED CASH | (166) | (591) |
Decrease in cash, cash equivalents and restricted cash | (1,382) | (16,620) |
Cash, cash equivalents and restricted cash at the beginning of the period | 11,413 | 31,838 |
Cash, cash equivalents and restricted cash at the end of the period | 10,031 | 15,218 |
Reconciliation of cash, cash equivalents and restricted cash reported in the consolidated balance sheets: | ||
Cash and cash equivalents | 8,744 | 14,611 |
Restricted cash | 653 | 607 |
Long-term restricted bank deposits | 634 | |
Total cash, cash equivalents, restricted cash and restricted bank deposits | $ 10,031 | $ 15,218 |
General
General | 3 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
GENERAL | NOTE 1: - GENERAL a. Effective July 26, 2022, Pluri Inc., a Nevada corporation (“Pluri”), changed its name from Pluristem Therapeutics Inc. The Company also changed its symbol on the Nasdaq Global Market and Tel-Aviv Stock Exchange From “PSTI” to “PLUR”. Pluri was incorporated on May 11, 2001. Pluri has a wholly owned subsidiary, Pluri Biotech Ltd. (the “Subsidiary”), which is incorporated under the laws of the State of Israel. In January 2020, the Subsidiary established a wholly owned subsidiary, Pluristem GmbH (the “German Subsidiary”) which is incorporated under the laws of Germany. In January 2022, the Subsidiary established a subsidiary, Plurinuva Ltd. (“Plurinuva”) which is incorporated under the laws of Israel, which followed the execution of the collaboration agreement with Tnuva Food Industries – Agricultural Cooperative in Israel Ltd., through its fully owned subsidiary, Tnuva Food-Tech Incubator (2019), Limited Partnership (“Tnuva”). Pluri, the Subsidiary, the German Subsidiary and Plurinuva are referred to as the “Company” or “Pluri.” The Subsidiary, the German Subsidiary and Plurinuva are referred to as the “Subsidiaries.” b. The Company is a bio-technology company with an advanced cell-based technology platform, which operates in one business segment. The Company has developed a unique three-dimensional (“3D”) technology platform for cell expansion with an industrial scale in-house Good Manufacturing Practice cell manufacturing facility. Pluri currently uses its technology in the field of regenerative medicine and food tech and plans to utilize it in other industries and verticals that have a need for a mass scale and cost-effective cell expansion platform such as agri-tech and biologics. Pluri is focused on the research, development and manufacturing of cell-based products, conducting clinical studies and the business development of cell therapeutics and cell-based technologies providing potential solutions for various fields. The Company has incurred an accumulated deficit of approximately $377,384 and incurred recurring operating losses and negative cash flows from operating activities since inception. As of September 30, 2022, the Company’s total shareholders’ equity amounted to $24,192. During the three-month period ended September 30, 2022, the Company incurred losses of $6,269 and its negative cash flow from operating activities was $7,609. As of September 30, 2022, the Company’s cash position (cash and cash equivalents, short-term bank deposits, restricted cash and restricted bank deposits) totaled $49,302. The Company plans to continue to finance its operations from its current resources, by entering into licensing or other commercial and collaboration agreements, from grants to support its research and development activities, and from sales of its equity securities and from the proceeds received from the loan previously provided by the European Investment Bank (the “EIB”) (see also note 4). The Company’s management believes that its current resources, together with its existing operating plan, are sufficient for the Company to meet its obligations as they come due at least for a period of twelve months from the date of the issuance of these consolidated financial statements. The Company also implemented a cost reduction and efficiency plan in order to align with the change in its business strategy. There is no assurance, however, that the Company will be able to obtain an adequate level of financial resources that are required for the long-term development and commercialization of its products. c. On January 5, 2022, the Subsidiary entered into definitive agreements (the “Agreements”) with Tnuva pursuant to which the Subsidiary and Tnuva established Plurinuva, with the purpose of developing cultured meat products. Plurinuva received exclusive, global, royalty bearing licensing rights to use Pluri’s proprietary technology, intellectual property and knowhow in the field of cultured meat. Tnuva invested $7,500 in Plurinuva and received 187,500 of Plurinuva’s ordinary shares, representing 15.79% of the Plurinuva share capital as of February 24, 2022 (the “Closing Date”). In addition, Tnuva received warrants to invest up to an additional $7,500 over a period of twelve months following the Closing Date. The first warrant (the “First Warrant”) issued to Tnuva permits Tnuva to purchase up to 125,000 ordinary shares of Plurinuva at an exercise price of $40.00 per share, and has a term commencing on the Closing Date and ending at the earlier of (i) six months from the Closing Date, (ii) immediately prior to and subject to the consummation of an initial public offering or acquisition of Plurinuva or (iii) the consummation of a financing round with a non-affiliated investor. In addition, on the six month anniversary of the Closing Date, and provided that the First Warrant has not expired, Plurinuva agreed to issue a second warrant (the “Second Warrant”) to Tnuva which will permit Tnuva to purchase up to a number of ordinary shares of Plurinuva, or the then most senior securities issued by Plurinuva, in consideration for such amount equal to 200% of the remaining balance of the aggregate purchase price of the First Warrant, provided that Tnuva exercises at least 62,500 ordinary shares at a price per share of $40.00, or $2,500 in the aggregate, of the First Warrant. The Second Warrant’s exercise price per share equals $76.00. The Second Warrant has a term commencing on the six month anniversary of the Closing Date and ending at the earlier of (i) six months from its issuance, (ii) immediately prior to and subject to the consummation of an initial public offering or acquisition of Plurinuva or (iii) the consummation of a financing round with a non-affiliated investor. The Company determined the fair value of the ordinary shares and the warrants utilizing a Monte Carlo simulation model (Level 3 classification), which incorporates various assumptions including expected stock price volatility, risk-free interest rate, and the expected date of a qualifying event. The Company estimated the volatility of the ordinary shares of Plurinuva based on data from similar companies operating in the food tech field. The consideration allocated to the shares issued was divided between the non-controlling interests (“NCI”) and the Company’s shareholders as this transaction is a transaction with the NCI. The consideration allocated to the warrants was recognized against the NCI. On August 23, 2022, (“Amendment Date”), Plurinuva and Tnuva executed an amendment to the warrant agreement (“Amendment”), extending the exercise period of the First Warrant from six months to nine months from the Closing Date. All other terms remained unchanged. Following the Amendment, the Company recalculated the fair value of the warrants utilizing the same Monte Carlo simulation model (Level 3 classification) before and after the Amendment Date, which incorporates various assumptions including expected stock price volatility, risk-free interest rate, and the expected date of a qualifying event. The main assumptions used in the Monte Carlo simulation model are as follows: Risk-free interest rate 3.25 % Expected stock price volatility 70 % The Company estimated the volatility of the ordinary shares of Plurinuva based on data from similar companies operating in the food tech field. The additional fair value determined was $385. |
Significant Accounting Policies
Significant Accounting Policies | 3 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
SIGNIFICANT ACCOUNTING POLICIES | NOTE 2: - SIGNIFICANT ACCOUNTING POLICIES a. Unaudited Interim Financial Information The accompanying unaudited interim condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of U.S. Securities and Exchange Commission Regulation S-X. Accordingly, they do not include all the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments considered necessary for a fair statement have been included (consisting only of normal recurring adjustments). For further information, reference is made to the consolidated financial statements and footnotes thereto included in the Company’s Annual Report on Form 10-K for the year ended June 30, 2022. The year-end balance sheet data was derived from the audited consolidated financial statements as of June 30, 2022, but not all disclosures required by U.S. GAAP are included. Operating results for the three-month period ended September 30, 2022 are not necessarily indicative of the results that may be expected for the year ending June 30, 2023. b. Significant Accounting Policies The significant accounting policies followed in the preparation of these unaudited interim condensed consolidated financial statements are identical to those applied in the preparation of the latest annual financial statements. c. Use of estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates, judgments and assumptions that are reasonable based upon information available at the time they are made. These estimates, judgments and assumptions can affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. d. Fair value of financial instruments The carrying amounts of the Company’s financial instruments, including cash and cash equivalents, short-term and restricted bank deposits, accounts receivable and other current assets, trade payable and other accounts payable, accrued expenses, approximate their fair value because of their generally short-term maturities. The Company measures its derivative instruments at fair value under Accounting Standards Codification (“ASC”), “Fair Value Measurements and Disclosures” (“ASC 820”). Fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or a liability. As a basis for considering such assumptions, ASC 820 establishes a three-tier value hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value: Level 1 - Quoted prices (unadjusted) in active markets for identical assets or liabilities; Level 2 - Inputs other than Level 1 that are observable for the asset or liability, either directly or indirectly; and Level 3 - Unobservable inputs for the asset or liability. The fair value hierarchy also requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The Company categorized each of its fair value measurements in one of these three levels of hierarchy. The Company measures its liability pursuant to the Finance Agreement with the EIB based on the aggregate outstanding amount of the combined principal and accrued interest. The Company does not reflect its liability for future royalty payments pursuant to the Finance Agreement with the EIB since the royalty payments are to be paid as a percentage of the Company’s future consolidated revenues, pro-rated to the amount disbursed, beginning in the fiscal year 2024 and continuing up to and including its fiscal year 2030, which cannot be measured at this time. e. Recently Issued Accounting Pronouncements ASU No. 2016-13 - “Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments” (“ASU 2016-13”): In June 2016, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) 2016-13, “Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments” (“ASU 2016-13”). ASU 2016-13 changes the impairment model for most financial assets and certain other instruments. For trade and other receivables, held-to-maturity debt securities, loans, and other instruments, entities will be required to use a new forward-looking “expected loss” model that generally will result in the earlier recognition of allowances for losses. The guidance also requires increased disclosures. The amendments contained in ASU 2016-13 were originally effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years for the Company. In November 2019, the FASB issued ASU No. 2019-10, which delayed the effective date of ASU 2016-13 for smaller reporting companies (as defined by the U.S. Securities and Exchange Commission rules (“SRC”)) to fiscal years beginning after December 15, 2022, including interim periods. Early adoption is permitted. The Company meets the definition of an SRC and is adopting the deferral period for ASU 2016-13. The guidance requires a modified retrospective transition approach through a cumulative-effect adjustment to retained earnings as of the beginning of the period of adoption. The Company is currently evaluating the impact of the adoption of ASU 2016-13 on its consolidated financial statements but does not expect that the adoption of this standard will have a material impact on its consolidated financial statements. ASU No. 2021-10- ” Government Assistance (Topic 832): Disclosures by Business Entities about Government Assistance” (“ASU 2021-10”): In November 2021, the FASB issued ASU 2021-10 “Government Assistance (Topic 832)”, which requires annual disclosures that increase the transparency of transactions involving government grants, including (1) the types of transactions, (2) the accounting for those transactions, and (3) the effect of those transactions on an entity’s financial statements. The amendments in this update are effective for financial statements issued for annual periods beginning after December 15, 2021. The Company does not expect that the adoption of this standard will have a material impact on its consolidated financial statements. ASU 2021-04 -Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options (“ASU 2021-04”). In May 2021, the FASB issued ASU 2021-04 that provides guidance as to how an issuer should account for a modification of the terms or conditions or an exchange of a freestanding equity-classified written call option (i.e., a warrant) that remains equity classified after modification or exchange as an exchange of the original instrument for a new instrument. An issuer should measure the effect of a modification or exchange as the difference between the fair value of the modified or exchanged warrant and the fair value of that warrant immediately before modification or exchange and then apply a recognition model that comprises four categories of transactions and the corresponding accounting treatment for each category (equity issuance, debt origination, debt modification, and modifications unrelated to equity issuance and debt origination or modification). ASU 2021-04 is effective for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. An entity should apply the guidance provided in ASU 2021-04 prospectively to modifications or exchanges occurring on or after the effective date. The Company has adopted ASU 2021-04, which has had an impact on the modification of the warrants to the non-controlling interest in Plurinuva. For further information also see note 1c. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Sep. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 3: - COMMITMENTS AND CONTINGENCIES a. As of September 30, 2022, an amount of $1,287 of cash and deposits was pledged by the Subsidiary to secure its credit line for hedging transactions and bank guarantees related to its facility operating lease agreement. b. Under the Law for the Encouragement of Industrial Research and Development, 1984, (the “Research Law”), research and development programs that meet specified criteria and are approved by the IIA are eligible for grants of up to 50% of the project’s expenditures, as determined by the research committee, in exchange for the payment of royalties from the sale of products developed under the program. Regulations under the Research Law generally provide for the payment of royalties to the IIA of 3% on sales of products and services derived from a technology developed using these grants until 100% of the dollar-linked grant is repaid. The Company’s obligation to pay these royalties is contingent on its actual sale of such products and services. In the absence of such sales, no payment is required. Outstanding balance of the grants will be subject to interest at a rate equal to the 12 month LIBOR applicable to dollar deposits that is published on the first business day of each calendar year. Following the full repayment of the grant, there is no further liability for royalties. As of September 30, 2022, the Company’s contingent liability in respect to royalties to the IIA amounted to $27,574, not including LIBOR interest as described above. c. In September 2017, the Company signed an agreement with the Tel-Aviv Sourasky Medical Center (Ichilov Hospital) to conduct a Phase I/II trial of PLX-PAD cell therapy for the treatment of Steroid-Refractory Chronic Graft-Versus-Host-Disease (“cGVHD”). As part of the agreement with Ichilov Hospital, the Company will pay royalties of 1% from its net sales of the PLX-PAD product relating to cGVHD, with a maximum aggregate royalty amount of approximately $250. d. The Company was awarded a marketing grant of approximately $52 under the “Shalav” program of the Israeli Ministry of Economy and Industry. The grant is intended to facilitate certain marketing and business development activities with respect to the Company’s advanced cell therapy products in the U.S. market. As part of the program, the Company will repay royalties of 3%, but only with respect to the Company’s revenues in the U.S. market in excess of $250 of its revenues in fiscal year 2018, upon the earlier of the five year period beginning the year in which the Company will not be entitled to reimbursement of expenses under the program and/or until the amount of the grant, which is linked to the Consumer Price Index, is fully paid. e. As of September 30, 2022, total grants obtained under the “Shalav” program amounted to approximately $52. As of September 30, 2022, the Company’s contingent liability with respect to royalties for this “Shalav” program was $52 and no royalties were paid or accrued. |
Loan from the EIB
Loan from the EIB | 3 Months Ended |
Sep. 30, 2022 | |
Loan from the EIB [Abstract] | |
LOAN FROM THE EIB | NOTE 4: - LOAN FROM THE EIB On April 30, 2020, the German Subsidiary entered into a finance contract (the “Finance Contract”) with the EIB, pursuant to which the German Subsidiary can obtain a loan (the “Loan”) in the amount of up to €50 million, subject to certain milestones being reached, payable in three tranches, with the first tranche consisting of €20 million, second of €18 million and third of €12 million for a period of 36 months from the signing of the Finance Contract. The tranches will be treated independently, each with its own interest rate and maturity period. The annual interest rate is 4% (consisting of a 0% fixed interest rate and a 4% deferred interest rate payable upon maturity,) for the first tranche, 4% (consisting of a 1% fixed interest rate and a 3% deferred interest rate payable upon maturity) for the second tranche and 3% (consisting of a 1% fixed interest rate and a 2% deferred interest rate payable upon maturity) for the third tranche. In addition to any interest payable on the Loan, the EIB is entitled to receive royalties from future revenues for a period of seven years starting at the beginning of fiscal year 2024 and continuing up to and including its fiscal year 2030 in an amount equal to between 0.2% to 2.3% of the Company’s consolidated revenues, pro-rated to the amount disbursed from the Loan. During June 2021, Pluri received the first tranche in an amount of €20 million of the Finance Contract. The amount received is due on June 1, 2026 and bears annual interest of 4% to be paid with the principal of the Loan. As of September 30, 2022, the linked principal balance in the amount of $19,677 and the interest accrued in the amount of $1,045 are presented among long-term liabilities. The Finance Contract also contains certain limitations such as the use of proceeds received from the EIB, limitations related to disposal of assets, substantive changes in the nature of the Company’s business, changes in holding structure, distributions of future potential dividends and engaging with other banks and financing entities for other loans. |
Shareholders' Equity
Shareholders' Equity | 3 Months Ended |
Sep. 30, 2022 | |
Stockholders' Equity [Abstract] | |
SHAREHOLDERS’ EQUITY | NOTE 5: - SHAREHOLDERS’ EQUITY Pursuant to a shelf registration statement on Form S-3 declared effective by the SEC on July 23, 2020, in July 2020 the Company entered into an Open Market Sale Agreement (“ATM Agreement”) with Jefferies LLC (“Jefferies”), which provided that, upon the terms and subject to the conditions and limitations in the ATM Agreement, the Company could elect, from time to time, to offer and sell common shares having an aggregate offering price of up to $75,000 through Jefferies acting as sales agent. During the year ended June 30, 2021, the Company sold 1,045,097 common shares under the ATM Agreement at an average price of $8.50 per share for aggregate net proceeds of approximately $8,506, net of issuance expenses of $380. On September 21, 2022, reduced the amount available to be sold under the ATM Agreement to a maximum aggregate During the three-month period ended September 30, 2022, the Company did not sell any common shares under the ATM Agreement. a. Options to consultants: A summary of the options to non-employee consultants under the Company’s equity incentive plans is as follows: Three months ended September 30, 2022 Number Weighted Weighted Aggregate Options outstanding at the beginning of the period 91,045 $ 1.32 7.05 $ 44 Options outstanding at the end of the period 91,045 $ 1.32 6.83 $ 28 Options exercisable at the end of the period 47,295 $ 0.53 6.70 $ 28 Options unvested 43,750 $ 2.18 Options vested and expected to vest 91,045 $ 1.32 6.83 $ 28 Compensation expenses recorded in general and administration expenses related to options granted to consultants for the three months ended September 30, 2022 and 2021 were $12 and $2, respectively. b. Restricted Shares units (“RSUs”) to employees, directors and consultants: 1. RSUs to employees and directors: The following table summarizes the activity related to RSUs granted to employees and directors under the Company’s equity incentive plans for the three-month periods ended September 30, 2022 and 2021: Three months ended 2022 2021 Number Unvested at the beginning of the period 1,935,014 2,404,415 Granted - 40,000 Forfeited (27,951 ) (23,609 ) Vested (106,546 ) (118,520 ) Unvested at the end of the period 1,800,517 2,302,286 Expected to vest after the end of the period 1,770,417 2,261,117 Compensation expenses related to RSUs granted to employees and directors were recorded as follows: Three months ended 2022 2021 Research and development expenses $ 63 $ 209 General and administrative expenses 546 2,907 $ 609 $ 3,116 Unamortized compensation expenses related to RSUs granted to employees and directors is approximately $2,359 to be recognized by the end of June 2026. 2. RSUs to consultants: The following table summarizes the activity related to unvested RSUs granted to consultants under the Company’s equity incentive plans for the three-month periods ended September 30, 2022 and 2021: Three months ended 2022 2021 Number Unvested at the beginning of the period 41,249 76,249 Vested (20,625 ) (20,625 ) Unvested at the end of the period 20,624 55,624 Compensation expenses related to RSUs granted to consultants were recorded as follows: Three months ended 2022 2021 Research and development expenses $ 38 $ 32 General and administrative expenses (* ) 38 $ 38 $ 70 |
Subsequent Events
Subsequent Events | 3 Months Ended |
Sep. 30, 2022 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENT | NOTE 6: - SUBSEQUENT EVENT. On October 12, 2022, the Company Under Nasdaq Listing Rule 5810(c)(3)(A), if during the 180 calendar day period following the date of the Notice the closing bid price of the common shares is at or above $1.00 for a minimum of 10 consecutive business days, the Company will regain compliance with the MBPR and the Company’s common shares will continue to be eligible for listing on Nasdaq, absent noncompliance with any other requirement for continued listing. The compliance period (“Compliance Period”) to comply with the MBPR will expire on April 10, 2023. If the Company does not regain compliance with the MBPR by the end of the Compliance Period, then under Nasdaq Listing Rule 5810(c)(3)(A)(i), the Company may transfer to The Nasdaq Capital Market, provided that the Company meets the applicable market value of publicly held shares requirement for continued listing as well as all other standards for initial listing of the common shares on the Nasdaq Capital Market (other than the MBPR), and notifies Nasdaq of the Company’s intention to cure the deficiency. Following a transfer to The Nasdaq Capital Market, the Company may be afforded an additional 180-days to regain compliance with the MBPR. The Company intends to monitor the closing bid price of its common shares and may, if appropriate, consider implementing available options to regain compliance with the MBPR under the Nasdaq Listing Rules, including initiating a reverse stock split. |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 3 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Unaudited Interim Financial Information | a. Unaudited Interim Financial Information The accompanying unaudited interim condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of U.S. Securities and Exchange Commission Regulation S-X. Accordingly, they do not include all the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments considered necessary for a fair statement have been included (consisting only of normal recurring adjustments). For further information, reference is made to the consolidated financial statements and footnotes thereto included in the Company’s Annual Report on Form 10-K for the year ended June 30, 2022. The year-end balance sheet data was derived from the audited consolidated financial statements as of June 30, 2022, but not all disclosures required by U.S. GAAP are included. Operating results for the three-month period ended September 30, 2022 are not necessarily indicative of the results that may be expected for the year ending June 30, 2023. |
Significant Accounting Policies | b. Significant Accounting Policies The significant accounting policies followed in the preparation of these unaudited interim condensed consolidated financial statements are identical to those applied in the preparation of the latest annual financial statements. |
Use of estimates | c. Use of estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates, judgments and assumptions that are reasonable based upon information available at the time they are made. These estimates, judgments and assumptions can affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. |
Fair value of financial instruments | d. Fair value of financial instruments The carrying amounts of the Company’s financial instruments, including cash and cash equivalents, short-term and restricted bank deposits, accounts receivable and other current assets, trade payable and other accounts payable, accrued expenses, approximate their fair value because of their generally short-term maturities. The Company measures its derivative instruments at fair value under Accounting Standards Codification (“ASC”), “Fair Value Measurements and Disclosures” (“ASC 820”). Fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or a liability. As a basis for considering such assumptions, ASC 820 establishes a three-tier value hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value: Level 1 - Quoted prices (unadjusted) in active markets for identical assets or liabilities; Level 2 - Inputs other than Level 1 that are observable for the asset or liability, either directly or indirectly; and Level 3 - Unobservable inputs for the asset or liability. The fair value hierarchy also requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The Company categorized each of its fair value measurements in one of these three levels of hierarchy. The Company measures its liability pursuant to the Finance Agreement with the EIB based on the aggregate outstanding amount of the combined principal and accrued interest. The Company does not reflect its liability for future royalty payments pursuant to the Finance Agreement with the EIB since the royalty payments are to be paid as a percentage of the Company’s future consolidated revenues, pro-rated to the amount disbursed, beginning in the fiscal year 2024 and continuing up to and including its fiscal year 2030, which cannot be measured at this time. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements ASU No. 2016-13 - “Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments” (“ASU 2016-13”): In June 2016, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) 2016-13, “Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments” (“ASU 2016-13”). ASU 2016-13 changes the impairment model for most financial assets and certain other instruments. For trade and other receivables, held-to-maturity debt securities, loans, and other instruments, entities will be required to use a new forward-looking “expected loss” model that generally will result in the earlier recognition of allowances for losses. The guidance also requires increased disclosures. The amendments contained in ASU 2016-13 were originally effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years for the Company. In November 2019, the FASB issued ASU No. 2019-10, which delayed the effective date of ASU 2016-13 for smaller reporting companies (as defined by the U.S. Securities and Exchange Commission rules (“SRC”)) to fiscal years beginning after December 15, 2022, including interim periods. Early adoption is permitted. The Company meets the definition of an SRC and is adopting the deferral period for ASU 2016-13. The guidance requires a modified retrospective transition approach through a cumulative-effect adjustment to retained earnings as of the beginning of the period of adoption. The Company is currently evaluating the impact of the adoption of ASU 2016-13 on its consolidated financial statements but does not expect that the adoption of this standard will have a material impact on its consolidated financial statements. ASU No. 2021-10- ” Government Assistance (Topic 832): Disclosures by Business Entities about Government Assistance” (“ASU 2021-10”): In November 2021, the FASB issued ASU 2021-10 “Government Assistance (Topic 832)”, which requires annual disclosures that increase the transparency of transactions involving government grants, including (1) the types of transactions, (2) the accounting for those transactions, and (3) the effect of those transactions on an entity’s financial statements. The amendments in this update are effective for financial statements issued for annual periods beginning after December 15, 2021. The Company does not expect that the adoption of this standard will have a material impact on its consolidated financial statements. ASU 2021-04 -Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options (“ASU 2021-04”). In May 2021, the FASB issued ASU 2021-04 that provides guidance as to how an issuer should account for a modification of the terms or conditions or an exchange of a freestanding equity-classified written call option (i.e., a warrant) that remains equity classified after modification or exchange as an exchange of the original instrument for a new instrument. An issuer should measure the effect of a modification or exchange as the difference between the fair value of the modified or exchanged warrant and the fair value of that warrant immediately before modification or exchange and then apply a recognition model that comprises four categories of transactions and the corresponding accounting treatment for each category (equity issuance, debt origination, debt modification, and modifications unrelated to equity issuance and debt origination or modification). ASU 2021-04 is effective for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. An entity should apply the guidance provided in ASU 2021-04 prospectively to modifications or exchanges occurring on or after the effective date. The Company has adopted ASU 2021-04, which has had an impact on the modification of the warrants to the non-controlling interest in Plurinuva. For further information also see note 1c. |
General (Tables)
General (Tables) | 3 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Schedule of main assumptions used in the monte carlo simulation model | Risk-free interest rate 3.25 % Expected stock price volatility 70 % |
Shareholders' Equity (Tables)
Shareholders' Equity (Tables) | 3 Months Ended |
Sep. 30, 2022 | |
Non-employee Consultants [Member] | Stock Option [Member] | |
Shareholders' Equity (Tables) [Line Items] | |
Schedule of options to non-employee consultants | Three months ended September 30, 2022 Number Weighted Weighted Aggregate Options outstanding at the beginning of the period 91,045 $ 1.32 7.05 $ 44 Options outstanding at the end of the period 91,045 $ 1.32 6.83 $ 28 Options exercisable at the end of the period 47,295 $ 0.53 6.70 $ 28 Options unvested 43,750 $ 2.18 Options vested and expected to vest 91,045 $ 1.32 6.83 $ 28 |
Employees and Directors [Member] | RSUs [Member] | |
Shareholders' Equity (Tables) [Line Items] | |
Schedule of activity related to RSUs granted | Three months ended 2022 2021 Number Unvested at the beginning of the period 1,935,014 2,404,415 Granted - 40,000 Forfeited (27,951 ) (23,609 ) Vested (106,546 ) (118,520 ) Unvested at the end of the period 1,800,517 2,302,286 Expected to vest after the end of the period 1,770,417 2,261,117 |
Schedule of compensation expenses | Three months ended 2022 2021 Research and development expenses $ 63 $ 209 General and administrative expenses 546 2,907 $ 609 $ 3,116 |
Consultants [Member] | RSUs [Member] | |
Shareholders' Equity (Tables) [Line Items] | |
Schedule of compensation expenses | Three months ended 2022 2021 Research and development expenses $ 38 $ 32 General and administrative expenses (* ) 38 $ 38 $ 70 |
Schedule of unvested RSUs granted | Three months ended 2022 2021 Number Unvested at the beginning of the period 41,249 76,249 Vested (20,625 ) (20,625 ) Unvested at the end of the period 20,624 55,624 |
General (Details)
General (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | |
Feb. 24, 2022 | Sep. 30, 2022 | Sep. 30, 2021 | |
General (Details) [Line Items] | |||
Incurred losses | $ (6,121) | $ (11,432) | |
Ordinary shares (in Shares) | 187,500 | ||
Additional investment | $ 7,500 | ||
Compensation expense recognized during the period | $ 385 | ||
First Warrant [Member] | |||
General (Details) [Line Items] | |||
Number of ordinary shares to be issued (in Shares) | 125,000 | ||
Remaining balance of the aggregate purchase price of the first warrant | 200% | ||
Number of shares (in Shares) | 62,500 | ||
Exercise price per share (in Dollars per share) | $ 40 | ||
Aggregate price | $ 2,500 | ||
Second Warrants [Member] | |||
General (Details) [Line Items] | |||
Exercise price per share (in Dollars per share) | $ 76 | ||
Plurinuva [Member] | |||
General (Details) [Line Items] | |||
Investment in Plurinuva subsidiary | $ 7,500 | ||
Exercise price per share (in Dollars per share) | $ 40 | ||
Tnuva Received Warrants [Member] | |||
General (Details) [Line Items] | |||
Ordinary shares percentage | 15.79% | ||
Bio-technology Company [Member] | |||
General (Details) [Line Items] | |||
Accumulated deficit | $ (377,384) | ||
Shareholders’ equity | 24,192 | ||
Incurred losses | 6,269 | ||
Negative cash flow operating activities | 7,609 | ||
Cash and cash equivalents, short-term bank deposits and marketable securities | $ 49,302 |
General (Details) - Schedule of
General (Details) - Schedule of main assumptions used in the monte carlo simulation model | 3 Months Ended |
Sep. 30, 2022 | |
Schedule Of Main Assumptions Used In The Monte Carlo Simulation Model Abstract | |
Risk-free interest rate | 3.25% |
Expected stock price volatility | 70% |
Commitments and Contingencies (
Commitments and Contingencies (Details) $ in Thousands | 3 Months Ended |
Sep. 30, 2022 USD ($) | |
Commitments and Contingencies (Textual) | |
Cash and deposits | $ 1,287 |
Percentage of qualified expenditures eligible for grant | 50% |
Royalty rate | 3% |
Royalty payable based on grants received | 100% |
Grants received | $ 27,574 |
Ichilov Hospital [Member] | |
Commitments and Contingencies (Textual) | |
Royalty payable based on grants received | 1% |
Contingent liability amount | $ 250 |
Shalav [Member] | |
Commitments and Contingencies (Textual) | |
Royalty rate | 3% |
Contingent liability amount | $ 52 |
Marketing grant of approximately | 52 |
Revenues in the U.S. market | 250 |
Grants received | $ 52 |
Loan from the EIB (Details)
Loan from the EIB (Details) $ in Thousands, € in Millions | 1 Months Ended | 3 Months Ended | |
Jun. 30, 2021 EUR (€) | Apr. 30, 2020 EUR (€) | Sep. 30, 2022 USD ($) | |
Loan from the EIB (Details) [Line Items] | |||
Subsidiary Loan (in Euro) | € 50 | ||
Contract period | 36 months | ||
Contractual interest rate for funds borrowed | 4% | ||
Fixed interest rate | 0% | ||
Deferred interest rate | 4% | ||
First tranche price (in Euro) | € 20 | ||
Annual interest percentage | 4% | ||
Principal balance (in Dollars) | $ | $ 19,677 | ||
Accrued interest (in Dollars) | $ | $ 1,045 | ||
Minimum [Member] | |||
Loan from the EIB (Details) [Line Items] | |||
Company’s consolidated revenues percentage | 0.20% | ||
Maximum [Member] | |||
Loan from the EIB (Details) [Line Items] | |||
Company’s consolidated revenues percentage | 2.30% | ||
First Tranche Consisting [Member] | |||
Loan from the EIB (Details) [Line Items] | |||
Loans payable (in Euro) | € 20 | ||
Contractual interest rate for funds borrowed | 4% | ||
Fixed interest rate | 1% | ||
Deferred interest rate | 3% | ||
Second Tranche Consisting [Member] | |||
Loan from the EIB (Details) [Line Items] | |||
Loans payable (in Euro) | 18 | ||
Contractual interest rate for funds borrowed | 3% | ||
Fixed interest rate | 1% | ||
Deferred interest rate | 2% | ||
Third Tranche Consisting [Member] | |||
Loan from the EIB (Details) [Line Items] | |||
Loans payable (in Euro) | € 12 |
Shareholders' Equity (Details)
Shareholders' Equity (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | |||
Jun. 30, 2021 | Sep. 21, 2022 | Jul. 23, 2020 | Sep. 30, 2022 | Sep. 30, 2021 | |
Shareholders' Equity (Details) [Line Items] | |||||
Offering price | $ 11,800 | ||||
General and administration expenses | $ 12 | $ 2 | |||
Unrecognized compensation expense | 2,359 | ||||
Compensation expenses | $ 2 | ||||
Open Market Sales Agreement - Jefferies, LLC [Member] | |||||
Shareholders' Equity (Details) [Line Items] | |||||
Aggregate offering price | $ 75,000 | ||||
Number of shares sold (in Shares) | 1,045,097 | ||||
Average price, per share (in Dollars per share) | $ 8.5 | ||||
Aggregate net proceeds | $ 8,506 | ||||
Net of issuance expenses | $ 380 |
Shareholders' Equity (Details)
Shareholders' Equity (Details) - Schedule of options to non-employee consultants - Non-employee Consultants [Member] - Stock Option [Member] $ / shares in Units, $ in Thousands | 3 Months Ended |
Sep. 30, 2022 USD ($) $ / shares shares | |
Shareholders' Equity (Details) - Schedule of options to non-employee consultants [Line Items] | |
Number, Options outstanding at the beginning of the period | shares | 91,045 |
Weighted Average Exercise Price, Options outstanding at the beginning of the period | $ / shares | $ 1.32 |
Weighted Average Remaining Contractual Terms (in years), Options outstanding at the beginning of the period | 7 years 18 days |
Aggregate Intrinsic Value Price, Options outstanding at the beginning of the period | $ | $ 44 |
Number, Options outstanding at the end of the period | shares | 91,045 |
Weighted Average Exercise Price, Options outstanding at the end of the period | $ / shares | $ 1.32 |
Weighted Average Remaining Contractual Terms (in years), Options outstanding at the end of the period | 6 years 9 months 29 days |
Aggregate Intrinsic Value Price, Options outstanding at the end of the period | $ | $ 28 |
Number, Options exercisable at the end of the period | shares | 47,295 |
Weighted Average Exercise Price, Options exercisable at the end of the period | $ / shares | $ 0.53 |
Weighted Average Remaining Contractual Terms (in years), Options exercisable at the end of the period | 6 years 8 months 12 days |
Aggregate Intrinsic Value Price, Options exercisable at the end of the period | $ | $ 28 |
Number, Options unvested | shares | 43,750 |
Weighted Average Exercise Price, Options unvested | $ / shares | $ 2.18 |
Number, Options vested and expected to vest | shares | 91,045 |
Weighted Average Exercise Price, Options vested and expected to vest | $ / shares | $ 1.32 |
Weighted Average Remaining Contractual Terms (in years), Options vested and expected to vest | 6 years 9 months 29 days |
Aggregate Intrinsic Value Price, Options vested and expected to vest | $ | $ 28 |
Shareholders' Equity (Details_2
Shareholders' Equity (Details) - Schedule of activity related to RSUs granted - Employees and Directors [Member] - RS and RSUs [Member] - shares | 3 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Shareholders' Equity (Details) - Schedule of activity related to RSUs granted [Line Items] | ||
Unvested at the beginning of the period | 1,935,014 | 2,404,415 |
Granted | 40,000 | |
Forfeited | (27,951) | (23,609) |
Vested | (106,546) | (118,520) |
Unvested at the end of the period | 1,800,517 | 2,302,286 |
Expected to vest after the end of the period | 1,770,417 | 2,261,117 |
Shareholders' Equity (Details_3
Shareholders' Equity (Details) - Schedule of compensation expenses - Employees and Directors [Member] - RS and RSUs [Member] $ in Thousands | 3 Months Ended |
Sep. 30, 2022 USD ($) | |
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |
Compensation expenses | $ 3,116 |
Research and development expenses [Member] | |
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |
Compensation expenses | 209 |
General and administrative expenses [Member] | |
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |
Compensation expenses | $ 2,907 |
Shareholders' Equity (Details_4
Shareholders' Equity (Details) - Schedule of unvested RSUs granted - Consultants [Member] - RS and RSUs [Member] - shares | 3 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Shareholders' Equity (Details) - Schedule of unvested RSUs granted [Line Items] | ||
Unvested at the beginning of the period | 41,249 | 76,249 |
Vested | (20,625) | (20,625) |
Unvested at the end of the period | 20,624 | 55,624 |
Shareholders' Equity (Details_5
Shareholders' Equity (Details) - Schedule of compensation expenses - Consultants [Member] - RS and RSUs [Member] - USD ($) $ in Thousands | 3 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | ||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Compensation expenses | $ 38 | $ 70 | |
Research and development expenses [Member] | |||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Compensation expenses | 38 | 32 | |
General and administrative expenses [Member] | |||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Compensation expenses | [1] | $ 38 | |
[1] Less than $1 |
Subsequent Events (Details)
Subsequent Events (Details) - Subsequent Event [Member] | Oct. 12, 2022 $ / shares |
Subsequent Events (Details) [Line Items] | |
Bid price | $ 1 |
Common Stock [Member] | |
Subsequent Events (Details) [Line Items] | |
Bid price | $ 1 |