Document And Entity Information
Document And Entity Information | 6 Months Ended |
Jun. 30, 2021 | |
Document Information Line Items | |
Entity Registrant Name | FORESIGHT AUTONOMOUS HOLDINGS LTD. |
Document Type | 6-K/A |
Current Fiscal Year End Date | --12-31 |
Amendment Flag | true |
Amendment Description | On August 20, 2021, Foresight Autonomous Holdings Ltd. furnished a Form 6-K including unaudited interim condensed consolidated financial statements as of June 30, 2021, or the Original Form 6-K. This Amendment on Form 6-K/A to the Original Form 6-K, or this Amendment, is furnished to include as exhibits the unaudited interim condensed consolidated financial statements and the XBRL Data Files for such unaudited interim condensed consolidated financial statements. The XBRL Data Files should be read in conjunction with unaudited interim condensed consolidated financial statements included in the Original Form 6-K furnished on August 20, 2021 and included again in this Amendment as Exhibit 99.1 |
Entity Central Index Key | 0001691221 |
Document Period End Date | Jun. 30, 2021 |
Document Fiscal Year Focus | 2021 |
Document Fiscal Period Focus | Q2 |
Entity File Number | 001-38094 |
Interim Condensed Consolidated
Interim Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Current Assets: | ||
Cash and cash equivalents | $ 23,750 | $ 38,772 |
Restricted cash | 133 | |
Short-term deposits | 28,462 | 5,166 |
Marketable equity securities | 11 | 42 |
Other receivables | 524 | 401 |
Total current assets | 52,880 | 44,381 |
Non-current Assets: | ||
Operating lease right of use asset | 1,916 | 1,104 |
Investment in equity securities | 4,011 | 4,011 |
Fixed assets, net | 408 | 427 |
Total Non-current assets | 6,335 | 5,542 |
Total assets | 59,215 | 49,923 |
Current Liabilities: | ||
Trade payables | 220 | 391 |
Operating lease liability | 416 | 427 |
Other accounts payable | 1,689 | 1,207 |
Total current liabilities | 2,325 | 2,025 |
Operating Lease Liability | 1,547 | 853 |
Total liabilities | 3,872 | 2,878 |
Shareholders’ Equity: | ||
Ordinary shares, no par value; Authorized 1,000,000,000 shares; Issued and outstanding: 322,508,606 and 312,760,305 shares as of June 30, 2021, and December 31, 2020 respectively | ||
Additional paid-in-capital | 127,492 | 111,739 |
Accumulated deficit | (72,293) | (64,768) |
Total Foresight Autonomous Holdings Ltd. shareholders’ equity | 55,199 | 46,971 |
Non-controlling interest | 144 | 74 |
Total equity | 55,343 | 47,045 |
Total liabilities and shareholders’ equity | $ 59,215 | $ 49,923 |
Interim Condensed Consolidate_2
Interim Condensed Consolidated Balance Sheets (Unaudited) (Parentheticals) - $ / shares | Jun. 30, 2021 | Dec. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Ordinary shares, par value (in Dollars per share) | ||
Ordinary shares. authorized | 1,000,000,000 | 1,000,000,000 |
Ordinary shares, issued | 322,508,606 | 312,760,305 |
Ordinary shares, outstanding | 322,508,606 | 312,760,305 |
Interim Condensed Consolidate_3
Interim Condensed Consolidated Statements of Comprehensive Loss (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Operating expenses: | ||||
Research and development, net | $ (2,436) | $ (1,876) | $ (5,095) | $ (4,217) |
Marketing and sales | (489) | (233) | (985) | (666) |
General and administrative | (812) | (634) | (2,018) | (1,294) |
Operating loss | (3,737) | (2,743) | (8,098) | (6,177) |
Equity in net loss of an affiliated company | (598) | (1,344) | ||
Financing income, net | 574 | 10 | 573 | 141 |
Net loss | $ (3,163) | $ (3,331) | $ (7,525) | $ (7,380) |
Basic and diluted net loss per share from continuing operations (in Dollars per share) | $ (0.01) | $ (0.02) | $ (0.02) | $ (0.04) |
Weighted average number of shares outstanding used in computing basic and diluted net loss per share (in Shares) | 322,333,344 | 199,973,047 | 320,082,947 | 177,349,786 |
Interim Condensed Consolidate_4
Interim Condensed Consolidated Statements of Changes in Shareholders’ Equity (Unaudited) - USD ($) $ in Thousands | Ordinary Shares | Additional paid-in capital | Accumulated deficit | Total Foresight Autonomous Holdings Ltd. Shareholders’ equity | Non-controlling interest | Total |
Balance at Dec. 31, 2019 | $ 65,681 | $ (49,393) | $ 16,288 | $ 16,288 | ||
Balance (in Shares) at Dec. 31, 2019 | 154,649,602 | |||||
Issuance of ordinary shares | 44,707 | 44,707 | 44,707 | |||
Issuance of ordinary shares (in Shares) | 156,847,640 | |||||
Exercise of options | 263 | 263 | 263 | |||
Exercise of options (in Shares) | 688,063 | |||||
Share-based payment | 1,088 | 1,088 | 74 | 1,162 | ||
Share-based payment (in Shares) | 575,000 | |||||
Net loss | (15,375) | (15,375) | (15,375) | |||
Balance at Dec. 31, 2020 | 111,739 | (64,768) | 46,971 | 74 | 47,045 | |
Balance (in Shares) at Dec. 31, 2020 | 312,760,305 | |||||
Issuance of ordinary shares | 13,508 | 13,508 | 13,508 | |||
Issuance of ordinary shares (in Shares) | 6,891,720 | |||||
Exercise of options and warrants | 652 | 652 | 652 | |||
Exercise of options and warrants (in Shares) | 2,756,581 | |||||
Share-based payment | 1,593 | 1,593 | 70 | 1,663 | ||
Share-based payment (in Shares) | 100,000 | |||||
Net loss | (7,525) | (7,525) | (7,525) | |||
Balance at Jun. 30, 2021 | $ 127,492 | $ (72,293) | $ 55,199 | $ 144 | $ 55,343 | |
Balance (in Shares) at Jun. 30, 2021 | 322,508,606 |
Interim Condensed Consolidate_5
Interim Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Cash flows from operating activities: | ||||
Net loss for the period | $ (3,163) | $ (3,331) | $ (7,525) | $ (7,380) |
Adjustments to reconcile loss to net cash used in operating activities | (808) | 803 | 1,761 | 1,603 |
Total net cash used in operating activities | (3,971) | (2,528) | (5,764) | (5,777) |
Cash flows from investing activities: | ||||
Changes in short-term deposits | (3,343) | (2,892) | (23,296) | (1,896) |
Proceed from sales of marketable securities | 68 | 68 | ||
Purchase of fixed assets | (42) | (3) | (61) | (9) |
Total net cash used in investing activities | (3,385) | (2,827) | (23,357) | (1,837) |
Cash flows from financing activities: | ||||
Issuance of ordinary shares, net of issuance expenses | 13,082 | 13,508 | 13,082 | |
Proceeds from exercise of warrants | 595 | |||
Proceeds from exercise of options | 57 | |||
Total net cash provided by financing activities | 13,082 | 14,160 | 13,082 | |
Effect of exchange rate changes on cash and cash equivalents | (126) | 1 | 72 | 17 |
Increase (decrease) in cash, cash equivalents and restricted cash | (7,482) | 7,728 | (14,889) | 5,485 |
Cash, cash equivalents and restricted cash at the beginning of the period | 31,365 | 2,584 | 38,772 | 4,827 |
Cash, cash equivalents and restricted cash at end of the period | 23,883 | 10,312 | 23,883 | 10,312 |
Adjustments to reconcile net loss to net cash used in operating activities: | ||||
Share-based payment | 502 | 195 | 1,663 | 350 |
Depreciation | 36 | 65 | 80 | 131 |
Equity in loss of an affiliated company | 598 | 1,344 | ||
Revaluation of marketable securities | 4 | (16) | 31 | (59) |
Exchange rate changes on cash and cash equivalents | 126 | (1) | (72) | (17) |
Changes in assets and liabilities: | ||||
Decrease (increase) in other receivables | (52) | 41 | (123) | 302 |
Increase (decrease) in trade payables | 53 | (71) | (171) | (404) |
Change in operating lease liability | 43 | 31 | (122) | (17) |
Increase (decrease) in other accounts payable | (1,520) | (39) | 475 | (27) |
Adjustments to reconcile loss to net cash used in operating activities | (808) | 803 | 1,761 | 1,603 |
Non-cash activities | ||||
Accrued issuance expenses | 153 | 153 | ||
Operating leases | ||||
Cash payments for operating leases | 111 | 110 | 219 | 221 |
New operating lease assets obtained in exchange for operating lease liabilities | $ 33 | $ 972 | $ 64 |
General
General | 6 Months Ended |
Jun. 30, 2021 | |
General [Abstract] | |
GENERAL | NOTE 1 - GENERAL A. Reporting Entity Foresight Autonomous Holdings Ltd. (the “Company”) is an Israeli resident company incorporated in Israel. The address of the Company’s registered office is 7 Golda Meir St., Ness Ziona, Israel. The unaudited condensed consolidated interim financial statements of the Company as of June 30, 2021, comprise the Company and its fully owned subsidiaries in Israel (together referred to as the “Group”). The Company, through of its subsidiary, Foresight Automotive Ltd. (“Foresight Automotive”), is a technology company developing smart multi-spectral vision software solutions including modules of automatic calibration, sensor fusion and dense 3D point cloud that can be applied to different markets such as automotive, defense, autonomous vehicles and heavy industrial equipment. In addition, the Company, through of its subsidiary, Eye-Net Mobile Ltd. (“Eye-Net Mobile”), is also engaged in the development of a cellular-based solution suite that provides real-time pre-collision alerts to enhance road safety and situational awareness for all road users in the urban mobility environment by incorporating cutting-edge artificial intelligence (“AI”) technology. The ordinary shares of the Company, no par value each (the “Ordinary Shares”), are registered for trade on the Tel Aviv Stock Exchange Ltd. In addition, since June 15, 2017, the Company has American Depository Shares (“ADSs”) registered with the U.S. Securities and Exchange Commission. The ADSs are listed on The Nasdaq Capital Market; the ratio of the Company’s Ordinary Shares to ADSs is 5:1. B. The Group’s activities are subject to significant risks and uncertainties, including failing to secure additional funding to operationalize its technology before competitors develop similar technology. In addition, the Group is subject to risks from, among other things, competition associated within the industry in general, other risks associated with financing, liquidity requirements, rapidly changing customer requirements and limited operating history. C. In early 2020, the World Health Organization declared the rapidly spreading coronavirus disease (COVID-19) outbreak a pandemic. This pandemic has resulted in governments worldwide enacting emergency measures to combat the spread of the virus. The Company considered the impact of COVID-19 on its operations and determined that there were no material adverse impacts on the Company’s results of operations and financial position as of June 30, 2021. These estimates may change, as new events occur and additional information is obtained. |
Basis of Presentation and Signi
Basis of Presentation and Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES | NOTE 2 - BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES A. Unaudited Interim Financial Statements The accompanying unaudited interim condensed financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information. Accordingly, they do not include all the information and footnotes required by GAAP for complete financial statements. In the opinion of the management, all adjustments considered necessary for a fair presentation have been included (consisting only of normal recurring adjustments except as otherwise discussed). For further information, reference is made to the consolidated financial statements and footnotes thereto included in the Company’s Annual Report on Form 20-F for the year ended December 31, 2020. The results of operation for the three and six months ended June 30, 2021, are not necessarily indicative of the results that may be expected for the year ending December 31, 2021. 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 GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. |
Material Events in the Reportin
Material Events in the Reporting Period | 6 Months Ended |
Jun. 30, 2021 | |
Material Events In Reporting Period [Abstract] | |
MATERIAL EVENTS IN THE REPORTING PERIOD | NOTE 3 - MATERIAL EVENTS IN THE REPORTING PERIOD A. On January 22, 2021, the Company entered into an At the Market Sales Agreement, (the “Sales Agreement”) pursuant to which the Company may sell ADSs up to a total amount of $60,000 from time to time. As of March 25, 2021, the Company issued a total of 1,378,344 ADSs (6,891,720 Ordinary Shares) at a weighted average price of $10.137 per ADS. After deducting closing costs and fees, as of June 30, 2021, the Company received net proceeds of $13,508, net of issuance expense. B. On January 18, 2021, the Company’s Board of Directors approved an extension of all the options previously granted under the Company’s 2016 Equity Incentive Plan to seven years from the grant date instead of three years from the vesting date. The Company recognized the incremental compensation cost attributable to vested options at the amount of $387, as stock compensation expenses for the six months ended June 30, 2021. The remaining incremental compensation cost at the amount of $137 will be expensed over the remaining vesting period. On March 8, 2021, the Company’s shareholders at an extraordinary general meeting approved an extension of the options already granted to three members of the Board of Directors, the Chief Executive Officer, Vice President of Human Resources, and to one of its service providers, under the Company’s 2016 Equity Incentive Plan, to seven years from the grant date instead of three years from the vesting date. The Company recognized the incremental compensation cost attributable to vested options at the amount of $416, as stock compensation expenses for the six months ended June 30, 2021. The incremental compensation cost at the amount of $85, will be expensed over the remaining vesting period. C. On February 25, 2021, the Company issued options to purchase 1,105,000 Ordinary Shares to its employees at an exercise price ranging between NIS 1.33 ($0.41) to NIS 5.93 ($1.81) (an average of approximately $1.41 per share at the grant date). The options shall vest over a period of three years until fully vested. The Company recorded in its statement of comprehensive loss a total expense of $182 in respect of those grants. On March 25, 2021, and on June 3, 2021, the Company issued options to purchase 350,000 Ordinary Shares to its employees at an exercise price of NIS 4.75 (approximately $1.44 per share at the grant date). The options shall vest over a period of three years until fully vested. The Company recorded in its statement of comprehensive loss a total expense of $49 in respect of those grants. D. On January 18, 2021, and on March 25, 2021, the Company granted options to several service providers to purchase a total of 500,000 Ordinary Shares at an exercise price ranging between NIS 2.9 ($0.90) to NIS 4.75 ($1.44) (an average of approximately $1.43 per share at the grant date). The options shall vest over a period of three years until fully vested. E. On May 23, 2021, the Company issued 100,000 Ordinary shares to a service provider. The Company recorded in its statement of comprehensive loss a total expense of $79 in respect of such grant. F. On March 31, 2021, the Company exercised its option to extend its office lease period of three years, ending March 31, 2024, and received an additional option to extend its office lease, at the same monthly fee, for an additional three years ending March 31, 2027. As a result, the Company modified its Right of Use asset and the Operating lease liability by the amounts of $972. |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Unaudited Interim Financial Statements | A. Unaudited Interim Financial Statements The accompanying unaudited interim condensed financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information. Accordingly, they do not include all the information and footnotes required by GAAP for complete financial statements. In the opinion of the management, all adjustments considered necessary for a fair presentation have been included (consisting only of normal recurring adjustments except as otherwise discussed). For further information, reference is made to the consolidated financial statements and footnotes thereto included in the Company’s Annual Report on Form 20-F for the year ended December 31, 2020. The results of operation for the three and six months ended June 30, 2021, are not necessarily indicative of the results that may be expected for the year ending December 31, 2021. |
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 GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. |
General (Details)
General (Details) | 6 Months Ended |
Jun. 30, 2021 | |
General [Abstract] | |
Nasdaq capital market ratio, description | The ADSs are listed on The Nasdaq Capital Market; the ratio of the Company’s Ordinary Shares to ADSs is 5:1. |
Material Events in the Report_2
Material Events in the Reporting Period (Details) | Jun. 03, 2021₪ / sharesshares | Jun. 03, 2021USD ($) | May 23, 2021USD ($)shares | Mar. 25, 2021USD ($)$ / sharesshares | Feb. 25, 2021USD ($)$ / sharesshares | Jan. 22, 2021USD ($) | Jan. 18, 2021$ / sharesshares | Jun. 30, 2021USD ($) | Mar. 31, 2021USD ($) | Mar. 25, 2021₪ / sharesshares | Feb. 25, 2021₪ / shares | Jan. 18, 2021₪ / sharesshares |
Material Events in the Reporting Period (Details) [Line Items] | ||||||||||||
Issuance of ordinary shares | shares | 100,000 | 6,891,720 | 6,891,720 | |||||||||
Vested options (in Dollars) | $ 387 | |||||||||||
Expensed over vesting period (in Dollars) | 137 | |||||||||||
Exercise price | ₪ / shares | ₪ 4.75 | ₪ 4.75 | ||||||||||
Per share grant date | shares | 1.43 | 1.43 | ||||||||||
Issue of ordinary shares | shares | 500,000 | 500,000 | 500,000 | 500,000 | ||||||||
Comprehensive loss total expense (in Dollars) | $ 49 | $ 79 | $ 49 | |||||||||
Operating lease liability (in Dollars) | $ 972 | |||||||||||
ADSs [Member] | ||||||||||||
Material Events in the Reporting Period (Details) [Line Items] | ||||||||||||
Total amount (in Dollars) | $ 60,000 | |||||||||||
Issue of american depositary share | shares | 1,378,344 | |||||||||||
Weighted average price (in Dollars per share) | $ / shares | $ 10.137 | |||||||||||
Issuance expenses net (in Dollars) | 13,508 | |||||||||||
Employees [Member] | ||||||||||||
Material Events in the Reporting Period (Details) [Line Items] | ||||||||||||
Per share grant date | shares | 1.41 | |||||||||||
Minimum [Member] | ||||||||||||
Material Events in the Reporting Period (Details) [Line Items] | ||||||||||||
Exercise price | (per share) | 0.90 | $ 0.90 | ₪ 2.9 | ₪ 2.9 | ||||||||
Maximum [Member] | ||||||||||||
Material Events in the Reporting Period (Details) [Line Items] | ||||||||||||
Exercise price | (per share) | $ 1.44 | $ 1.44 | ₪ 4.75 | ₪ 4.75 | ||||||||
Board of Directors [Member] | ||||||||||||
Material Events in the Reporting Period (Details) [Line Items] | ||||||||||||
Vested options (in Dollars) | 416 | |||||||||||
Expensed over vesting period (in Dollars) | $ 85 | |||||||||||
Employees [Member] | ||||||||||||
Material Events in the Reporting Period (Details) [Line Items] | ||||||||||||
Per share grant date | shares | 1.44 | 1.44 | ||||||||||
Total expense of grant value (in Dollars) | $ 182 | |||||||||||
Issue of ordinary shares | shares | 350,000 | |||||||||||
Employees [Member] | NIS [Member] | ||||||||||||
Material Events in the Reporting Period (Details) [Line Items] | ||||||||||||
Issued options to purchase ordinary shares exercise price | shares | 350,000 | 1,105,000 | ||||||||||
Employees [Member] | Minimum [Member] | ||||||||||||
Material Events in the Reporting Period (Details) [Line Items] | ||||||||||||
Exercise price | (per share) | $ 0.41 | ₪ 1.33 | ||||||||||
Employees [Member] | Maximum [Member] | ||||||||||||
Material Events in the Reporting Period (Details) [Line Items] | ||||||||||||
Exercise price | (per share) | $ 1.81 | ₪ 5.93 |